# Company sale and an active referral: a checklist | SourceX

Canonical: https://refer.sourcex.si/guides/what-happens-to-a-fund-s-referral-when-the-company-is-sold
Last updated: 2026-11-04

Nothing in the program terms cancels a referral because the company changes hands, and nothing carries it forward on its own either. What survives depends on the milestone it reached before closing. Credit is still decided from dated records, the 90-day attribution window keeps running, the decision to continue passes to the acquirer's CEO, the company joins the buyer group for the once-per-company USD 50,000 floor, and payment conditions stay as written. The fund's job is to make sure the right people hear the right facts, at signing and at closing.

For a VC portfolio operations lead this is the referral version of a familiar exit problem. The introduction was made when the fund still had a board seat and a CEO it knew well. Then a buyer appeared, and every fact the referral relied on began to move on a different date.

## Find the milestone the referral reached before closing

Start with two facts: where the company's records will sit after the deal, and who will decide for the company. In a share sale the company itself, records included, simply has a new owner; in an asset sale the records move with whatever assets the buyer takes, which [asset versus stock purchases](/questions/asset-purchase-vs-stock-purchase-records-ownership) explains. Either way, SourceX's screening page settles the second fact: once a company is acquired, the acquirer's CEO decides for it, not the former board.

Then place the referral on this table. Each row is a program milestone the referral may already have passed when the deal closes.

| Milestone at closing | Already fixed by the terms | Opened by the sale | Who decides now |
|---|---|---|---|
| Link shared, nothing submitted | Nothing; no introduction exists yet | Whether to introduce at all, and which company | The acquirer's CEO, after closing |
| Introduction submitted, no verified application | The introduction's date | Whether the company applies inside 90 days; the window does not extend for a deal | The company's CEO until closing, then the acquirer's CEO |
| Verified application filed | Credit, if yours was the first valid introduction of a company new to SourceX | Whether the company continues with SourceX at all | The acquirer's CEO |
| In SourceX review | The same credit position | Who speaks for the company, and whether the scope survives integration | The acquirer's CEO |
| Supplier agreement signed | Section 8: signed supplier agreements govern their own transactions | What a change of control does to that agreement, which depends on its wording and the deal structure | The companies' counsel, then the acquirer's CEO |
| Dataset handed off and accepted | The payment conditions and the 60-day deadline in section 5 | Nothing in those conditions | SourceX finance, under section 5 |
| Reward paid, or paid in part | The amounts already paid | Only a later reduction of the supplier payout, under the recalculation rule | SourceX, under the terms |

Two rows deserve emphasis. The second row is where most referrals are lost: an introduction made before a sale, with no application yet, has a deadline nobody is watching. The fifth row is where nobody in the referral should improvise; [change-of-control clauses in license agreements](/guides/change-of-control-clause-license-agreement) are the company's counsel's subject.

## Two clocks: the deal calendar and the 90-day window

Section 2 of the [terms](/terms) gives credit when the introduced company "submits a verified application" inside the 90-day window, and adds that the window "does not extend because contact protection under the agreement continues." A sale runs on its own calendar, which can easily outlast that window.

For deals that must be reported under the Hart-Scott-Rodino Act, the FTC's merger review guidance says, in paraphrase, that the parties may not close until the waiting period has passed or the agencies grant early termination, and that a Second Request extends the wait until a set time after the parties substantially comply. The FTC's early termination page puts the waiting period at 30 calendar days, or 15 for cash tender offers and certain bankruptcy sales. Add the weeks before a filing and any extension, and a deal signed shortly after an introduction can close well past day 90.

The practical rule follows. If a sale is in sight, ask the CEO before you introduce whether the company would apply before closing, and whether its counsel is comfortable with that. If the answer is "the buyer should decide", wait and introduce the acquirer's CEO after closing instead of starting a clock that will run out in between. Deals outside HSR review have their own timelines, set by their documents.

## The transaction-change notification checklist

The fund's notifications follow one principle: the company tells SourceX about its own deal, and the fund only confirms what is public or what the company has allowed it to say. Use the checklist at each moment, and date every line you complete.

| Moment | Who tells whom | What to say | What stays private |
|---|---|---|---|
| You hear a sale is being explored | You ask the CEO; nobody else | Whether the SourceX conversation should continue, pause or wait for a buyer | That a sale is being explored at all |
| Signing | The CEO decides whether SourceX and the buyer hear about the referral | If the CEO wishes: a change of control is pending, with an expected closing date | Price, buyer names, anything from board packs |
| Announcement or closing | You send SourceX a dated note from your partner records; the company confirms its own status | The new parent's name, the entity that will hold the records and the current CEO, as the company confirms them | Anything the company has not confirmed or made public |
| First weeks after closing | The relationship owner asks the acquirer's CEO through a live path | Where the referral stands, what you could earn, and three equal options: continue, pause or end | Board-era knowledge of the company |
| Integration milestones | The company tells SourceX | System retirements or migrations that affect what can be delivered, and when | Nothing beyond what the company chooses |
| Changes on your side | You tell SourceX | Renewal of your partner agreement, updated payment and tax details, a change in who at the fund handles the referral | Fund-internal matters unrelated to the referral |

Two lines on your side are easy to miss. Under section 9 the Channel Partner Agreement runs for one year and renews only with fresh acceptance and signatures, while contact protection continues for six months after it ends; a long sale can outlast the agreement, so put the renewal date on the same calendar as the closing date. And if the colleague who submitted leaves the fund mid-review, the terms do not spell out what happens to a referral still in progress; settle it with SourceX in writing, before you need the answer. A related case is worked through in [a partner changing employers](/guides/a-partner-changes-employers-who-owns-the-active-referral).

For the conversation with the acquirer's CEO, the [new CEO briefing packet](/guides/how-to-brief-a-newly-appointed-ceo-about-an-existing-referral) sets out a one-page format.

## Credit, the floor and payment once the buyer owns the company

**Credit.** It is decided from dated records, as it was before the deal. Under section 3, a company that already had "an application, relationship or earlier valid introduction" with SourceX is a duplicate and not credited to a later partner. Two questions are not settled by the terms: whether the buyer group's own past dealings with SourceX change anything for a company it has just bought, and how an introduction another partner made of a company already in that group bears on yours. SourceX resolves both in duplicate review; nobody can promise the outcome.

**The floor.** The program has no cap on rewards. What a parent and its subsidiaries share is the USD 50,000 floor, which applies once per referred company, to its first qualifying transaction, and not again on a repeat, renewal or amendment; a parent and its subsidiaries count as one company for it. After closing, whether the company's first qualifying transaction still carries the floor, or the buyer group has already used it, is a question SourceX settles from dated records. The [subsidiary floor guide](/guides/subsidiary-referral-reward-cap) explains how the group rule works.

**Payment.** Nothing about the sale changes section 5. The deadline is 60 calendar days after the later of the Acquisition Partner's final written acceptance of the complete, validated dataset and completed handoff of it, and payment also needs the Acquisition Partner's payment to reach SourceX in cleared funds, payment of the supplier compensation, finance approval and your payment and tax details. A condition still open at the deadline is paid promptly once met, with no new 60-day period. The reward comes from SourceX on top of the company's payout, never out of it, and under section 10 rewards already earned stay payable when their conditions are met, even after your participation ends.

**A reduction after the sale (Illustrative).** Suppose the company's first qualifying transaction has an Actual Supplier Payout of $400,000, so the reward is USD 50,000 plus 5%, which is $70,000, more than 15% would give. After integration the payout is reduced to $320,000. The reward is recalculated on the reduced figure: USD 50,000 plus 5% of $320,000 is $66,000, so the reward becomes $66,000 and the $4,000 already paid above that is adjusted. Had the payout not been reduced, the reward would not have moved.

| Illustrative step | Actual Supplier Payout | Reward |
|---|---|---|
| Before the reduction | $400,000 | $70,000 |
| After the reduction | $320,000 | $66,000 |

## Two sales, two referrals (Illustrative)

Illustrative. Generic companies, invented dates, no outcome implied.

**A. Application before closing.** The fund's platform lead introduced a 260-person insurance-services company on 2026-07-01. On 2026-08-10 it signed a merger agreement with a larger group, and the HSR filing went in. The CEO, with counsel's agreement, decided the company should apply before closing, and its verified application was filed on 2026-08-20, inside the window. After closing, the acquirer's CEO received a one-page status note and chose to continue. Credit is decided from those dated records; whether its first qualifying transaction still carries the USD 50,000 floor now depends on the group's position.

**B. The window lapses during the deal.** The platform lead introduced a 180-person logistics company on 2026-05-01. The sale closed on 2026-07-15, and the acquirer's CEO had not decided by 2026-07-30, when the 90-day window ended. Months later the acquirer's CEO wants a conversation. Whether a new introduction counts, given the earlier one and any correspondence it produced, is for SourceX's duplicate review. The lesson for next time sits in the two-clocks section: ask before introducing whether the company would apply before closing.

## Continue, re-time or stop

- **Continue** when the acquirer's CEO, reached through a live relationship, wants the conversation and the company confirms its own status to SourceX.
- **Re-time** when a sale is pending and the company will not apply before closing: introduce the acquirer's CEO afterwards instead.
- **Disclose and wait** when the agreement is signed and counsel is reading what the change of control means for it.
- **Stop** when nobody at the fund has a path to the acquirer's CEO, when that CEO declines, or when the integration plan retires the records before anything could be delivered.

## Where the checklist can be wrong

- **Deal documents differ.** Confidentiality clauses, consent rights and the structure of the sale vary; the checklist names questions, not answers.
- **Not every deal is reviewed.** The HSR timing above applies only to reportable transactions; others close on their own schedule.
- **Open credit questions stay open.** A buyer group's history with SourceX can change the credit picture in ways the terms do not describe.
- **Customer promises travel with data.** What a company told its customers can limit what a buyer may do with their information; [what happens to customer data in a sale](/questions/what-happens-customer-data-when-business-sold) covers that side.
- **No outcome data.** SourceX has not published how often referrals survive a sale. To measure it, log the milestone at closing and whether the acquirer's CEO continued within 60 days; those figures are not yet published.

**Methods note.** The milestone table and checklist apply SourceX's program terms (Version 2026-11-04) and screening guidance, checked on 2026-11-04, together with the FTC's merger review and early termination pages for deal timing. They are an editorial structure, not legal advice, and they do not assess record quality, demand or rights. A former owner's own position after a sale is covered in [whether a former owner can refer the company they sold](/questions/can-a-former-owner-refer-the-company-they-sold), and the stage-by-stage authority view in [who can authorize after a portfolio exit](/guides/who-can-authorize-an-introduction-after-a-portfolio-exit).

## Next step

> **Refer a company. No cap on rewards.** Default reward on a company's first qualifying transaction: the greater of $50,000 plus 5% and 15% of Actual Supplier Payout, with no cap; further qualifying transactions first agreed within 12 months of the first Closing pay 15%. Eligibility and payment conditions apply, including the USD 100,000 Minimum Transaction, and a signed Schedule A or addendum can differ. A lead, meeting or signature alone does not trigger payment.

If a sale is coming and the referral is still before its verified application, settle the timing with the CEO first; when you are ready to submit, [register for a partner link](/register), recheck the company against [who qualifies](/who-qualifies) and read the [program terms](/terms), especially sections 2, 9 and 10. The [attribution window explainer](/questions/what-is-an-attribution-window) and the [guides hub](/guides) carry the background.

Following a referral through a sale is a partner question; deciding whether SourceX is an investment worth making is a separate one, and investor materials for that are available on request at the [SourceX investor overview](https://sourcex.si/investors).

This article is for information only and is not an offer to sell or a solicitation of an offer to buy securities. Any offering by SourceX is made only to verified accredited investors through its offering documents.

## Sources

- https://refer.sourcex.si/terms
- https://refer.sourcex.si/who-qualifies
- https://www.ftc.gov/advice-guidance/competition-guidance/guide-antitrust-laws/mergers/premerger-notification-merger-review-process
- https://www.ftc.gov/legal-library/browse/early-termination-notices
- https://sourcex.si/investors