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Lessons Learned after $5B of M&A

217 点作者 ttunguz大约 3 年前

15 条评论

0xbadcafebee大约 3 年前
These are the lessons from the selling side. From the buying side there's a different set of lessons, like: they sold us junk that doesn't really work, their people are leaving to another start-up the founder created, nightmarish regulatory violations that only pop up after the merger, having to re-build their entire tech stack/accounts from scratch because it was all built by hand and held together with masking tape, contracts not discovered until after the merger, vetting all software licenses and use cases, the product not being able to integrate with your product like they claimed, 10 years of tech debt. Then there's how much time and money you lose and risk you gain from not doing enough due diligence or not having an efficient onboarding/integration process. I've been at large companies that were M&A masters, and companies that have done dozens of M&As and still can't get a single one right.
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tmcz26大约 3 年前
We sold our 8-year-old startup last year, and boy do a lot of these bullet points ring true. We were very lucky that one of the founders was skilled at the M&amp;A game, or we would have underpriced it dramatically.<p>If you’re thinking about selling, I’d recommend hiring an advisor firm. They charge a 2-8% fee, but they are worth it. You get better valuations and help with the tricky clauses.<p>The one about losing leverage after term sheet, it depends. Our acquirer was a public company, so they had to announce the signing to the market. It would look really bad if the acquisition didn’t go through (stock jumped when TS was announced), so I’d say we had even more leverage then.<p>Edit: typo
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lurkervizzle大约 3 年前
I&#x27;ve been lucky enough to have sold two companies (edit: in the very low $XXX M range to provide context on the rest of my comment), and 1 is the most important point by far in this list.<p>The other thing that I almost think should be point 0 is that medium sized acquisitions (high $XX M - low $XXX M) are incredibly hard to &quot;incept&quot;. If you&#x27;re looking for a low $XX M exit, that can be justified with good tech + a good team. If you&#x27;re looking for larger exits, that&#x27;s all about revenue, and company traction.<p>For the high $XX M to low $XXX M acquisitions, you can&#x27;t just start talking to companies 6 months to a year before you run out of cash to make it happen. Typical tech companies do product planning cycles 1 to 2 years in advance, and a key part of that planning cycle is whether they&#x27;re going to build or buy parts of the solution. The result here is that unless your product&#x2F;company is part of the acquirer&#x27;s plan (e.g., either to buy you or to build equivalent that was too hard), it&#x27;s really hard to get the corporate sponsor and the budget and the timeline etc to work. Hence, it&#x27;s damn hard to &quot;incept&quot; a deal.<p>This is important for founders to understand IMO because so many of the recent Series A and Series B fund-raises have taken low $M ARR companies and given them valuations &gt;$100M. That means these companies have no option but to go for a revenue and traction outcome after &gt;$30-50M ARR. Tech acquirers aren&#x27;t going to pay a premium of your Series B valuation if you don&#x27;t have consistent off the charts growth. IMO, there&#x27;s going to be disappointed employees mainly in a bunch of companies in the next 2-3 years.
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herodoturtle大约 3 年前
I read a really great book recently - &quot;Failing to win&quot; - about a hot startup that had all the momentum behind it, but ultimately failed.<p>It covers many of the points in this article and more - and the pacing is a really great.<p>It is one of the most insightful page-turners I&#x27;ve read in recent times.<p>[0] <a href="https:&#x2F;&#x2F;www.amazon.com&#x2F;Failing-Win-Hard-earned-purpose-driven-start-up&#x2F;dp&#x2F;B09BGHYVVM" rel="nofollow">https:&#x2F;&#x2F;www.amazon.com&#x2F;Failing-Win-Hard-earned-purpose-drive...</a>
nickreese大约 3 年前
#7&#x2F;8 are the most important in my experience. Easy to lose all of your leverage if you don&#x27;t know what you&#x27;re doing when you&#x27;re negotiating the LOI.<p>In addition to the LOI items, we got conceptual agreement on the phone from all decision makers about a huge list of other items that we couldn&#x27;t fit in the LOI and sent an email recap.<p>To this day I call the recap email the &quot;golden email&quot; as it was definitely the most profitable email I&#x27;ve ever sent.
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jacquesm大约 3 年前
Great stuff. A long time ago there was a long thread on HN about this subject, the original thread got deleted, but I summarized it here: <a href="https:&#x2F;&#x2F;jacquesmattheij.com&#x2F;how-to-sell-your-company&#x2F;" rel="nofollow">https:&#x2F;&#x2F;jacquesmattheij.com&#x2F;how-to-sell-your-company&#x2F;</a>
gumby大约 3 年前
A lot of these look like cases of sales of smaller startups (which is fine). The process he describes is almost identical with Enterprise sales, down to the role of the “coach” in the customer’s (acquirer’s) company.<p>Which makes sense, but framing it that way from the start will make it easier to navigate.
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towelpluswater大约 3 年前
We sold last year and got to say all these points are pretty on target.<p>the process is grueling and by the end you just want it over to return back to normal life. I agree fully that getting everything done before the LOI is the way to go.<p>Learned a ton in this process and hope to be able to use that experience to help others as they plan to go through it.
shoto_io大约 3 年前
<i>&gt;There are three types of sales: team, team &amp; tech, and team, tech, &amp; traction. Each one is more valuable than the last, provided the company grows. The greater the revenue, the more likely the acquirer prices a target on a revenue multiple.</i><p>I have also seen team + traction and traction only.
varsketiz大约 3 年前
&gt; There are three types of sales: team, team &amp; tech, and team, tech, &amp; traction.<p>There are more types. You can buy an entry to a specific market. You can buy users. You can buy to prevent your competitors move to buy.
bickmark大约 3 年前
that popop
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thiscatis大约 3 年前
Did anyone find the close button on the most annoying popup ever? Had to leave the page.
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phoe-krk大约 3 年前
FYI: M&amp;A seems to mean &quot;mergers &amp; acquisitions&quot;. The acronym is not expanded anywhere in the article.
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Invictus0大约 3 年前
The author probably should have stopped at bullet 7. The rest is clearly filler.
imchillyb大约 3 年前
That&#x27;s a lot of M&amp;M&#x27;s.