Two weeks ago, on Wednesday October 25, 2023, the executive career advancement website IvyExec published an article I wrote on “Key Terms to Negotiate in your next Executive Job Offer”.
When you receive a job offer letter, how do you evaluate it? Do you accept the terms “as is” or do you negotiate? You do a great job negotiating deals for your company but do you always do as well when representing yourself?
This article explores the situations in which you negotiate the employment job offer, the terms you should focus on and their ramifications, and how an executive employment agreement attorney can help you.
Often CEO and senior executive recruits have considerable bargaining power. The employer wants and needs you. You may never be in a better position to negotiate further than you are at the moment of the job offer.
Assuming you get the salary and target bonus you are looking, there is still an awful lot on the table. Many of these items may be far more important than salary, including these key items fully discussed in my article:
Even if this is your only job offer, one at you must take, these terms are just too important to accept them “as is” without at least some effort to structure terms that don’t change the essential deal but still offer you important protections.
Sometimes just a word here or there, or an extra clause added by a skilled attorney can make an enormous change for you in realizing the benefit of your bargain or enabling you to leave a difficult situation you did not anticipate.
IvyExec hosts articles and webinars from experts in the career, leadership, and business spaces who wish to share their knowledge with our audience. In April 2021, I was invited to write for IvyExec since it seeks original content on the topics of career development, leadership, and business strategy as it applies to senior-level and C-Suite professionals. IvyExec blog posts and webinars are shared with its community of more than 2 million members on its website, in its newsletter, and on its social media channels. https://www.ivyexec.com/career-advice/write-for-us/
If you or one of your colleagues is a CEO or senior executive who has received or expects to receive a new job offer, I am glad to assist. Please do reach out to me at 617–875–8665 or rob@attorneyadelson.com
How to negotiate your own Change of Control acceleration terms
A bit over two weeks ago, on Friday September 15, 2023, CEOWorld magazine published an article I wrote on “-Fighting the Double Trigger as free labor vs slavery: How to negotiate your own Change of Control acceleration terms..”
The new article is designed for CEOs and C-level executives, who work hard to bring a successful liquidity event, such as in a merger/acquisition, but also face significant risks with a change in control including getting laid off, reduction in compensation and benefits, changes in reporting structure, restrictions in seeking new employment due to non-compete or non-disclosure agreements. Those risks are often offset by the prospect of equity acceleration or a sale closing bonus. But even here there are still more risks. that can diminish or even prevent your receiving the benefits and your fair share of the success event which may be largely the result of your efforts.
This article discusses those additional hurdles placed before you to achieve benefit from a change of control often called the “Double Trigger.” A single trigger would accelerate your equity or pay you your full bonus on closing the change of control/ success event. The double trigger creates a second condition to your change of control /success benefits, that second condition being some level of additional required services over an extended period of time to the acquirer successor. The down-side of the Double Trigger to the C-level executive includes the following:
Loss of your ability to immediately move on — to time your new start date and take up your new position right after the closing
Loss of your chance to share in the liquidity event at the same time the investors receive their benefits from your efforts
Potential loss of your entire acceleration or bonus you under the second trigger despite having already earned those benefits with the closing of the change of control
At the end, this article suggests a series of strategies for you to resist the Double Trigger, culminating with an invocation of Lincolnian and early Republican arguments from 19th century US history: Free labor vs Enslaved labor. Hence, this article’s title.
The article quotes this portion from the famous Lincoln -Douglas debates –
It is the eternal struggle between these two principles — right and wrong — throughout the world. They are the two principles that have stood face to face from the beginning of time; and will ever continue to struggle. The one is the common right of humanity and the other the divine right of kings. It is the same principle in whatever shape it develops itself. It is the same spirit that says, “You work and toil and earn bread, and I’ll eat it.” No matter in what shape it comes, whether from the mouth of a king who seeks to bestride the people of his own nation and live by the fruit of their labor, or from one race of men as an apology for enslaving another race, it is the same tyrannical principle. “
With the Double Trigger in place, the C-level executive, on many occasions, works, toils and earns the liquidity / change of control event, and often it is only the investors who “…eat it.” — that is, reap the benefit. It is often the case too, that investors enhance that profit, receiving a premium from the acquirer because Double Trigger sale terms effectively delivers you and your full-time services to the successor delaying and perhaps ultimately depriving you of your share of the success event you already earned. True, it is not slavery, but it is still a form of what Lincoln would have called the “theft of labor”.
This was my 43rd article published in CEOWORLD since 2016. Previously, the editor advised that I can use “Featured in the CEOWORLD magazine” and the CEOWORLD “Logo” on my website and add CEOWORLD magazine in my LinkedIn profile’s “Experience Section” as an “Opinion Columnist.” and authority in the field.
On its own initiative, CEOWORLD magazine created on their website a library of Robert Adelson published articles. You can peruse this library and/or read as many of my 43 published articles as you wish. See https://ceoworld.biz/author/robert-adelson/
With more than 12.4+ million-page views, CEOWORLD magazine is the world’s leading business magazine written strictly for CEOs, CFOs, CIOs, senior management executives, business leaders, and high net worth individuals worldwide. https://www.linkedin.com/company/ceomagazine/
It is my hope that this article will be of benefit to CEOs, C-level and senior executives who are being hired for or are now working toward an acquisition or exit event, that would result in a change of control sought by investors. The article may offer special benefit if you are expecting acceleration, a bonus or other benefits as result of the success in securing the event and may want to review and potentially challenge Double Trigger terms that can shackle you and potentially cause loss of your share of the benefits you earned on closing of the success event. If you or any colleague of yours has a need in this area, please do reach out to me @ 617–875–8665 or rob@attorneyadelson.com.
Figuring out your niche — and what you can charge for it — is an essential first step for intrepid fractional CFOs, experts say.
Three weeks ago, on Wednesday August 16, 2023, CFO Drive magazine published a “Deep Dive” article “Three key steps to the fractional CFO seat: Figuring out your niche — and what you can charge for it — is an essential first step for intrepid fractional CFOs, experts say”.
This article was by veteran business magazine reporter Grace Noto, who earlier reached out to interview me on her subject.
This CFO Drive article begins as follows:
It’s the era of the part-time CFO: the financial leader who works flexible hours putting their unique skill sets to use at multiple businesses. As opportunities for this type of work expand, however, finance leaders who want to make the jump to fractional CFO work need to ensure they are covering all their bases.
A key step before taking on such a role is “knowing what it is that you bring to the table and what your specialty is,” said Michelle Delker, founder of The William Stanley CFO Group, a Wesley Chapel, Florida-based boutique fractional CFO and financial services firm.
Find your niche
While some might think of CFOs as one-size-fits-all, that’s far from the case, with each leader bringing a unique background and experience to the job — Delker likened it to choosing restaurants, where two might serve the same type of cuisine such as Japanese or Italian fare, but specialize in different regions or cooking styles.
In the last segment of this CFO Drive article, entitled “Read the fine print”, the author quotes me on the importance of a full and reasonably comprehensive contract between the contracting CFO and the company that he or she is to serve on an interim or part-time basis.
One of these key points is to clearly delineate your duties, responsibilities and authority. There should also be indemnity protection for your vulnerabilities.
I was also quoted on potential special compensation opportunities from the interim, part-time or fractional position relationship. This might come from a special executive bonus tailored to the special strengths that you as the “hired gun” bring to the company.
My quoted comments also suggested creation of your own separate legal entity, typically a limited liability company (LLC), to seek out and take on part-time assignments. This might also give rise to a marketing opportunity by choosing a distinctive tradename to brand your LLC raising visibility in your field.
To see Grace Noto’s full article in CFO Drive, go to LINK:
In addition to this fine recent article, I also offer for consideration two articles I wrote on related subjects, published earlier by CEOWORLD magazine, that you also might find of interest.
1. This article of mine, published by CEOWORLD in 2017, discusses issues to consider when taking on interim or part-time C-level job opportunities:
2. This article of mine, published by CEOWORLD in 2018, discusses issues to consider when creating a consulting business including an LLC to take on interim and fractional assignments between full-time CEO, CFO or other C-level positions:
It is my hope that this recent CFO Drive article, as well as my two earlier articles published in CEOWORLD, all with links above, will be of benefit. If you or a colleague is considering taking on an interim, part-time or fractional position as CFO,CEO or other C-level position, and you have questions on contract terms, compensation, liability or other issues, please do reach out to me at rob@attorneyadelson.com or call 617-875-8665.
Eleven days ago, on Monday July 27, 2023, the executive career advancement website IvyExec published an article I wrote on “Becoming a Remote C-Suite Executive – Opportunities & Employment Terms to Negotiate For”.
As we emerged from the COVID-19 pandemic, remote work has become a fact of life for almost all businesses. Many executives are now working from home offices or suburban satellite offices and participate in meetings and conferences via online communication tools like Zoom. As a result, there is a growing trend of CEOs and C-suite executives interviewing for and assuming new positions without having to leave their homes or nearby home offices.
My article was designed for CEOs, C-level and senior executives, to offer advice and legal terms to seek and negotiation strategies related to remote work.
The article offers illustrations of how remote zoom meetings are aiding non-profit groups and client development, and then moves to how those same techniques are aiding C-level and senior executives conducting nation-wide job searches for new executive positions.
Then, my article suggests techniques to build a comfort level with prospective employers, for those executives who would like to take up an executive employment opportunity as a remote CEO or C-level executive, including the following negotiation strategies:
Negotiate initial consulting to get to lead to your next CEO job offer;
Negotiate for temporary relocation to build company comfort level;
Use hazards of air and distance travel to reduce on site presence even with temporary relocation;
Make executive compensation and equity concessions now to gain the remote position, with the expectation of being made whole in a later retention agreement;
Assure your remote contract provides requisite online connectivity and necessary tools to enable your remote operation.
IvyExec hosts articles and webinars from experts in the career, leadership, and business spaces who wish to share their knowledge with our audience. In April 2021, I was invited to write for IvyExec since it seeks original content on the topics of career development, leadership, and business strategy as it applies to senior-level and C-Suite professionals. IvyExec blog posts and webinars are shared with its community of more than 2 million members on its website, in its newsletter, and on its social media channels. https://www.ivyexec.com/career-advice/write-for-us/
It is my hope that this article on opportunities opening up across the US to CEOs, C-level and senior executives for remote work, originally inspired in 2020 by pandemic necessity, remains timely for many and will be of benefit. Hopefully, the topics I discuss including to conduct nationwide job searches, to interview and take positions in desired urban centers and also in more others locations, and to do all that without the need to even leave your home office or local satellite office, and finally, the chance to work remotely and effectively and to negotiate the right terms to secure this desired employment – will be of benefit to the CEO, C-level and senior executive clients I represent. Feel free to share this article. If you or any colleague of yours has a need in this area, please do reach out to me.at rob@attorneyadelson.com or call 617-875-8665.
Ten days ago, on Monday June 26, 2023, the executive career advancement website IvyExec published an article I wrote on “Essential Employment Terms for Female Executives”.
Despite significant advances in employment laws, gender inequality remains an area of both concern and controversy. Women continue to lag behind men, even at the CEO, C-suite and senior executive level, when it comes to executive compensation, opportunity for advancement, job status and equity sharing, to name just a few.
Many women still have to prove themselves as trail blazers for their gender in all-male executive management teams that still operate as the “old boys club” with a locker room mentality toward women.
This article discusses hurdles faced today by women with regard to
Change of Control — achieving equal treatment for contributions made that have brought about a successful exit and change of control for the company
Harassment & Termination — Circumstances where despite their professional attitude and achievements, women are not judged on merit, but instead face gender-based workplace harassment, threatened and even actual employment termination.
In each instance this article discusses not only these circumstances but also actions for women CEOs and senior executives to take to protect their interests, obtain their proper rights and benefits, and continue their path of career advancement.
IvyExec hosts articles and webinars from experts in the career, leadership, and business spaces who wish to share their knowledge with our audience. In April 2021, I was invited to write for IvyExec since it seeks original content on the topics of career development, leadership, and business strategy as it applies to senior-level and C-Suite professionals. IvyExec blog posts and webinars are shared with its community of more than 2 million members on its website, in its newsletter, and on its social media channels. https://www.ivyexec.com/career-advice/write-for-us/ IvyExec claims a “Community of 2.5M+ Leaders”.
It is the goal of this article and my work in this field to aid women CEOs and senior executives in facing these special challenges when they arise and overcoming these challenges while keeping their careers on the upward trajectory. If you or any colleague of yours has a need in this area, please do reach out to me atrob@attorneyadelson.comor call 617–875–8665.
One week ago yesterday, on Sunday May 28, 2023, CEOWorld magazine published an article I wrote on “IP Ownership as Leverage for Founder Equity Negotiations.”
This new article is designed for CEOs and C-level executives, who are also company founders, who have relinquished control of the company in favor of greater growth but where you now find yourself out-lawyered by investors, ending up with terms that result in loss of much of the equity value you expected to receive and hold.
This article discusses how intellectual property that you developed, that has in the past and continues to form an integral part of your company’s value and identity, and which you my potentially still have ownership claims, can be tapped into and leveraged to protect your interests, rights and distribution share in the success of the company you founded or co-founded, in connection with any of these important events that presage organic changes in the company –
Significant round of funding,
IPO — the company’s first public offering or its shares
For any of those events, if the founder can raise a potential cloud over the company’s title to its core IP, this can provide leverage for an equitable adjustment to assure the owner’s fair share of the proceeds of the success event.
This was my 42nd article published in CEOWORLD since 2016. Previously, the editor advised that I can use “Featured in the CEOWORLD magazine” and the CEOWORLD “Logo” on my website and add CEOWORLD magazine in my LinkedIn profile’s “Experience Section” as an “Opinion Columnist.” and authority in the field.
On its own initiative, CEOWORLD magazine created on their website a library of Robert Adelson published articles. You can peruse this library and/or read as many of my 41 published articles as you wish. See https://ceoworld.biz/author/robert-adelson/
With more than 12.4+ million-page views, CEOWORLD magazine is the world’s leading business magazine written strictly for CEOs, CFOs, CIOs, senior management executives, business leaders, and high net worth individuals worldwide. https://www.linkedin.com/company/ceomagazine/
It is my hope that this article will be of benefit to CEOs, C-level and senior executives who arecompany foundersand who seek leverage in negotiations after seeing diminished value to your equity position as result of vesting, re-vesting, participating preferred, investor anti-dilution and other investor-friendly terms that have worked to your disadvantage and might have a self-help remedy in IP ownership. If you or any colleague of yours has a need in this area, please do reach out to me @ 617–875–8665 orrob@attorneyadelson.com.
