Scott Edward Walker

DECEMBER 13, 2018

The purpose of this post is briefly (i) to provide an overview of acquihires and (ii) to discuss the significant legal issues that founders must address. How is the Deal Structured? What Legal Documents are Utilized? Will the Founders Receive any Purchase Price Proceeds? Why Then Do Founders Do Acquihires?

Founder 45

Founder Merger Liquidation Preference IP 45

Scott Edward Walker

FEBRUARY 9, 2020

I’ve been doing M&A transactions for 25+ years (including nearly eight years at two major New York City law firms), and I wanted to briefly discuss an important issue for founders interested in selling their company: the distinction between strategic and financial buyers. How Is the Deal Structure Different with a Financial Buyer?

Private Equity 59

Private Equity New York City Equity Deal Structure 59

Both Sides of the Table

MAY 13, 2013

I’m supposed to believe that my best innovation can only come from scores of startup founders who just made millions and have now become CVOs at my company? Many buying companies price these deals on the basis of $1 million per engineer on the team for an early-stage deal. Chief Vesting Officers)? The Aqui-hire Business.

Liquidation Preference 357

Liquidation Preference Early Stage Retention Lock-up Period 357

Gust

OCTOBER 5, 2011

A term sheet keeps things relatively straightforward by summarizing the most significant deal terms in outline form, whereas the deal documents themselves (often referred to as definitive agreements ) — even for a relatively simple convertible debt financing — inevitably contain some densely written legalese.

Finance 79

Finance Preferred Stock Term Sheet Early Stage 79

Gust

OCTOBER 21, 2011

To account for scenarios in which the startup is acquired before it has a chance to complete a priced equity financing round, most term sheets and deal documents contain a “ change in control ” provision. In descending order of preference from the founders’ point of view: 1. What happens to the outstanding convertible notes?

Finance 79

Finance Pre-Money Valuation Term Sheet Liquidity Event 79

K9 Ventures

OCTOBER 10, 2017

I’ll start with all the questions I can think of, from many different perspectives: founders, LPs, the press, and even other VCs. This post is intended to be a dynamic document, and I will attempt to update it from time to time with new questions that may arise or as financing trends evolve. Q: How are most Pre-Seed deals structured?

Seed Stage 82

Seed Stage Finance Later Stage Equity 82

Gust

OCTOBER 26, 2011

As we conclude our convertible note financing series, there are assorted terms commonly seen in term sheets and deal documents that are worth touching on briefly. Having made it almost to the end of our sample term sheet: Documentation. First, it’s worth noting that we’re proposing to have Company counsel draft the documents.

Finance 79

Finance Term Sheet Covenant Accredited Investor 79