“Worst case scenario we’ll sell to a larger startup or public company for about ~$1.5m per engineer.” Yes, this was the ‘fallback plan’ for many team in the web2 era and they weren’t wrong. Especially in the early days of mobile/iOS engineering, if you hired strong technical talent into your early stage company, you basically created an acquisition outcome floor. I was on both sides of these transactions – buying startups for Google/YouTube and angel investing in high quality technical founders. Sometimes you’d even get lucky and receive stock in the acquirer, which was how I gained pre-IPO equity in high growth stars like Pinterest and Facebook.
Starting our venture fund Homebrew professionalized and scaled my insights into soft landings. Acquihire potential absolutely isn’t enough in and of itself to justify venture funding (we play to win!), but in certain situations investors do talk about these things as positive optionality. And during our first few years we leaned in to help teams find the right home when it didn’t work out for them as an independent company. This produced two successful intra-portfolio acquisitions where one team joined a larger startup we previously seeded (Chime and Bowery Farming were the buyers) and a whole bunch of other transactions. The proverbial win-win-win: founders got to land their company often with some retention premium; employees got job offers; and we got capital back, that even if it wasn’t a power law return, allowed us to recycle into new investments or the existing portfolio. I’d say that for a small, two person fund we got pretty good at this motion when needed!
And now I’m telling you the world is different. Very different.
In 2023 with few exceptions acquihires are dead as we knew them. The majority of typical acquirers (large and small) don’t have incremental headcount budget. Those who do, often believe they can hire from the open market without the hassle of an acquisition. Cash is at a premium so it’s not going to cap tables (preferred or common walk away from the deals with no dinero). In fact, sometimes acquirers are asking for the remaining cash on hand from the startup in order to ‘zero out’ the salary burden they’re taking on [HW note: 99.9% of the time my answer is no fucking way]. And when they’re giving stock to existing shareholders instead of cash it’s at high 2021 valuations, buried below a preference stack.
None of this means we’ve backed off helping founders in these situations, but we do try to set expectations with them and collaborate with the other investors. My personal rule of thumb is that to the extent there’s cash or valuable IP still in the company, we need to make sure that we’re good stewards of those assets (per above, why I balk at giving up cash in an acquisition where there’s little bidirectional value exchange). But when it comes down to the forward-looking time of the founders and team – eg do they actually want to go work at the potential acquirer – their opportunity cost and happiness is really important. No founder should feel compelled to sign up for four years of earn out misery just to get their venture investors a few cents on the dollar.
Times like these call for somewhat different strategies, perhaps shifting from the ‘companies are bought not sold’ mindset (which is very much true in situations where the startup has optionality or at least competitive offers). My counterintuitive suggestion is that more founders should publicly announce they need to find a home when seeking this outcome. Put together a great post or deck about the situation, quality of the team, what they know how to do better than anybody else, and why they’ve had trouble raising additional capital. Let potential acquirers find you (who knows you might even end up with some funding offers). It’s sort of a litmus test – if you can’t make the argument convincingly in public I’m suspect you’re going to somehow magically figure it out in a quiet, closed door process. Not in today’s market conditions.
Downsides? Emotional I guess. But really, “this didn’t work out the way we hoped” is the theme song of startups so join the chorus.
Giving up negotiating leverage with a potential acquirer? Again, not really in this market. The only way you get to negotiate is if you have a BATNA, and my POV is this will increase that likelihood for 80% of companies in this position. So go talk with a few of your most promising relationships first, but don’t hesitate to go wide when you’re not getting immediate traction.
Some VC with an operations team should go build out the template for this – make it easy for founders and normalize this process, removing any stigma. Instead of spending your last quarter of existence digging through haystacks for needles, build a magnet, and pull the needles towards you. If over the course of the next year you see any Homebrew portfolio company try this out, I’ll let you know! And good luck, it’s rough out there.