The most critical contractual failure in The Laundress's sale to Unilever was the absence of a detailed transition plan. A vague clause to "keep doing what you do" created an ambiguous power vacuum, leading to operational chaos and the brand's post-acquisition implosion.
Preparing a company for acquisition can lead founders to make short-term decisions that please the acquirer but undermine the brand's core agility, setting it up for failure post-sale. The focus shifts from longevity to a transaction.
In a counterintuitive move, The Laundress hired a banker recommended by their acquirer, Unilever. The logic was that large corporations prefer negotiating with known, tough entities, and this banker had a proven track record of extracting maximum value for founders.
In a distressed scenario, simply asserting seniority as a junior capital provider is ineffective. You cannot force the majority owner and management team, whom you've just told are worthless, to run the business for your benefit. The only viable path is to renegotiate and realign incentives for all parties to work towards a recovery together.
Founders should be wary of earn-out clauses. Acquirers can impose layers of pointless processes and overhead costs, tanking the profitability of a successful business and making it impossible for the founder to ever receive their earn-out payment.
Amazon's attempt to 'Amazonify' Whole Foods by adding processed foods like Doritos and Pepsi highlights the brand clash that causes two-thirds of corporate acquisitions to fail. The strategy, which includes hiding junk food in back rooms, is a sign of impatience and a fundamental misunderstanding of the acquired brand's value.
Firms invest heavily in sourcing candidates but fail at onboarding. The crucial first 90 days, when an executive is most vulnerable, are often neglected, treating the hire as a 'done deal' instead of the beginning of a critical integration phase.
Instead of a formal M&A process, Unilever's initial contact was an executive visiting The Laundress's retail store and questioning staff. This unprofessional start was a red flag, foreshadowing the chaotic post-acquisition integration and lack of process that followed.
To manage an overwhelming list of necessary business changes, Walmart's leadership began by clearly articulating what would remain constant: its core values. This provided a stable foundation, making the subsequent, widespread transformation feel more manageable and less threatening for employees.
Coca-Cola failed with ZICO not by changing its core quality, but by stripping away its ability to adapt. Large corporate systems, built for consistency at scale, enforce rigid processes that stifle the very nimbleness that made a challenger brand successful.
When transitioning leadership, you must allow your successors to make mistakes. True learning comes from fixing failures, not just replicating successes. As the founder, your instinct is to prevent errors, but you must permit 'fuck ups' for the next generation to truly develop their own capabilities and own the business.