Bill Burnham has again a great post regarding the things startups have to pay attention to in order to avoid any problem when they will be negotiating their exit through a trade sale. Summarizing Bill’s 10 rules, and adding my own twists, I should state one thing – even if I agree with Bill, many of these points are easier said than implemented:
Don’t take an investment from a company that could be a legitimate acquirer, and if you need to get a strategic investor involved, avoid side letters, right of first offer, etc. as much as possible Drag alongs are important (which essentially means that no single class of equity can block a sale) Limit the number of class of shares to 3, or recap to get down to 3. And if it takes more than 5 minutes to understand a cap table (who owns what) and a payout structure (who gets what, taking into account liquidation preferences, conversion prices and warrant … Read more »



