Docsroom

Worked examples / The sale of a company

The room is open. Nobody can say what is still missing from it.

Stannard Holdings is being sold. Two bidders, a seller who has run the business for thirty years and does not think of documents as a job, and a corporate finance team who have to keep both sides moving. The document work is not the hard part of the deal. It is the part that takes the weeks.

Invented exampleStannard Holdings, Northwood Capital, Fenwick Group and Daniel do not exist. The shape of the deal is real; the names are not.

Before

Week one, the way it usually goes

An index in a spreadsheet, files by email, and a question one bidder must never see the other ask.

By email and a spreadsheetAn inbox, a folder and a sheet. Not a Docsroom screen.
In DocsroomA room with a party for each side. Links, no accounts.

An illustration. The names are made up.

By email and a spreadsheet, in week one: an eighty-row index goes out as a spreadsheet and the seller opens it once; fourteen files arrive by email as scan001.pdf to scan014.pdf, and matching each to a row takes an afternoon; a bidder asks about a change of control clause in the Bermondsey lease, and the question goes into an email thread the other bidder must never see; the seller resends three files he cannot remember sending; and on Friday, checking the spreadsheet against the folder takes twenty minutes and is wrong by Monday. In Docsroom, one room shows the seller and each bidder as a party, sixty of eighty things in, and each bidder’s question visible only to that bidder, the seller and your team.

In Docsroom

The seller’s side is a list. Each bidder is a party.

The same week, played through on the room.

  1. Eighty requests, not eighty rows

    The index is eighty requests in the sections a buyer’s solicitor expects. Daniel opens one link, sees what is outstanding under his own name, and uploads against the thing that asked for it.

  2. Each bidder is a party

    Northwood Capital and Fenwick Group each get their own party. They see the index and take the documents, read only. Neither knows the other exists, or how many others there are.

  3. A question stays with its bidder

    The Bermondsey lease question becomes a request only that bidder, the seller and your team can see. If the answer applies to everybody, share it to the room in one action.

  4. Friday’s question answers itself

    What is still outstanding is one screen. Reminders go to Daniel about Daniel’s items, and stop when he is done.

An illustration. The names are made up.

Six months later, and where it stops

The awkward question, six months later

What did a bidder actually see before they walked away? Every download, question, upload and terms acceptance is one line with the party against it, in order. It exports as CSV, which is usually where the conversation ends.

Where this is not enough

If a leaked page would cost real money, you want a product that stamps every page with the reader’s name and will not let a document be downloaded at all. Docsroom does neither, and says so plainly. Most sales of most companies are not that deal.

Open a room for your next deal.

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