EVERY SPOKEN WORD
30 min read · 6,219 words- 0:00 – 0:36
When selling makes sense: the S-curve bet and opportunity cost
- MSMichael Seibel
When investors have a lot of demand in investing in you is probably also-
- DCDalton Caldwell
Yeah
- MSMichael Seibel
... when acquirers will have a lot of demand.
- DCDalton Caldwell
Oh, okay. Yep.
- MSMichael Seibel
And so it's this tricky catch-22 where you're like, "Why would I ever sell my company?" And you shouldn't sell your company if you think that S-curve could get you to billions in revenue.
- DCDalton Caldwell
Yeah, you're basically making a bet, and if you think it'll be more valuable, you shouldn't sell.
- MSMichael Seibel
Yes.
- DCDalton Caldwell
And if you think that maybe-
- MSMichael Seibel
If your S-curve gets you to [laughs] 50 million in revenue and you're at 10-
- DCDalton Caldwell
Yeah
- MSMichael Seibel
... maybe there's a better deal there. [upbeat music] This is Dalton + Michael, and today we're gonna talk about how to sell your company. [laughs]
- 0:36 – 1:53
Why acquisition advice is rare—and why founders misread the market
- DCDalton Caldwell
I mean, look, this is one-
- MSMichael Seibel
It's easy. It's easy. [laughs]
- DCDalton Caldwell
This is one of those topics that, um, there's not a lot of content out there about.
- MSMichael Seibel
No.
- DCDalton Caldwell
Uh, we did not make many videos at YC about how to sell your company. I put this-
- MSMichael Seibel
You're not supposed to sell your company. You're supposed to die [laughs] building your company.
- DCDalton Caldwell
So I'd put this in the category of a question that a lot of people have-
- MSMichael Seibel
Yes
- DCDalton Caldwell
... they're afraid to ask-
- MSMichael Seibel
Yes
- DCDalton Caldwell
... about.
- MSMichael Seibel
Yes.
- DCDalton Caldwell
And that it's, it's sort of underexplored, um, in the content universe.
- MSMichael Seibel
Very underexplored. I would also argue that, as a result, there are so many misconceptions. Seeing the number of fundraising announcements that are out there, I think one would assume there are far more acquisitions than there are. And now we kinda have a, a decent data set.
- DCDalton Caldwell
Yes.
- MSMichael Seibel
Right? [laughs]
- DCDalton Caldwell
We do. We have like an okay data set. [laughs]
- MSMichael Seibel
We might be able to confirm there aren't as many acquisitions as you might think. [laughs]
- DCDalton Caldwell
Yep.
- MSMichael Seibel
And I think this might be a secret every investor knows and most founders don't.
- DCDalton Caldwell
That's totally true. And again, it's a, it's an under-talked-about topic. It's awkward. Again, when you think about it, asking your investor how to sell your company is generally not the best idea. [laughs]
- MSMichael Seibel
No.
- DCDalton Caldwell
Or a stranger. Say they're not your investor. If you're just asking random people how to sell your company-
- MSMichael Seibel
They don't know either.
- DCDalton Caldwell
Yeah.
- 1:53 – 3:00
What big companies usually buy: talent, not your product
- MSMichael Seibel
Yeah. And how many CEOs that buy companies do you get to talk to regularly and get their advice from? So let's help inform the audience. First, what do large companies look for in acquisition, and by far, what's the most common type of acquisition that large companies do?
- DCDalton Caldwell
The answer is simple. The answer is talent.
- MSMichael Seibel
Yes.
- DCDalton Caldwell
If you think about, um, what an acquiring CEO wants or needs-
- MSMichael Seibel
Yes
- DCDalton Caldwell
... human talent, skills they don't have in-house-
- MSMichael Seibel
Yes
- DCDalton Caldwell
... specialized skills-
- MSMichael Seibel
Yes
- DCDalton Caldwell
... products that are, that'll slot right into what they're doing. You know?
- MSMichael Seibel
I've seen this, yes.
- DCDalton Caldwell
[laughs]
- MSMichael Seibel
And I think the, in terms of the volume of deals, talent acquisitions that really don't make people that much money are so much of the volume of deals. And I think it's interesting because sometimes you can see on TechCrunch or on Twitter, so and so company sold for $40 million. And I think that there's, like, a thing that happens where you think, great, so the founders made $40 million. [laughs] So explain, explain what really happened. [laughs]
- 3:00 – 7:14
Acqui-hire economics: the ‘$20M sale’ that’s really job offers
- DCDalton Caldwell
Yeah, so let's, let's break down the math.
- MSMichael Seibel
Yes.
- DCDalton Caldwell
Um, this is called an acqui-hire.
- MSMichael Seibel
Yes.
- DCDalton Caldwell
Acquisition hire.
- MSMichael Seibel
Yes.
- DCDalton Caldwell
You know, if you're not familiar with the term. So let me break down how an acqui-hire is structured.
- MSMichael Seibel
Yes.
- DCDalton Caldwell
First and foremost, let's assume it's a relatively small company-
- MSMichael Seibel
Sure
- DCDalton Caldwell
... because they usually are.
- MSMichael Seibel
Sure.
- DCDalton Caldwell
Usually, every employee of that company gets put into a spreadsheet the, the acquirer would look at.
- MSMichael Seibel
Yes.
- DCDalton Caldwell
They look at the LinkedIns-
- MSMichael Seibel
Yes
- DCDalton Caldwell
... and they're looking for the technical expertise of the people on that team. So they're looking for-
- MSMichael Seibel
Yes
- DCDalton Caldwell
... talent. Often-
- MSMichael Seibel
By the way, I'll go a step further. Often, the most important ones of those people are interviewed.
- DCDalton Caldwell
Yes.
- MSMichael Seibel
And it's part of the process of getting this deal.
- DCDalton Caldwell
And so in an acqui-hire, often you literally have to go do, like, a LeetCode interview.
- MSMichael Seibel
Yes, yes. [laughs]
- DCDalton Caldwell
Your, your employees do-
- MSMichael Seibel
Yes
- DCDalton Caldwell
... with the, with the hiring folks on the other side.
- MSMichael Seibel
Yes.
- DCDalton Caldwell
And that's to assess the quality of your technical team.
- MSMichael Seibel
Yes.
- 7:14 – 8:43
How the acqui-hire marketplace really matches: desperation + rare talent
- DCDalton Caldwell
Usually you're not. And so the way you should imagine this is there's, like, a marketplace that's fairly liquid of startups that are not working, I'm trying to think of a nice way to say it, not working, and maybe low on runway, or their investors are telling them they should look for an exit.
- MSMichael Seibel
Yes.
- DCDalton Caldwell
And so that's part of the market. And then there's late stage, very large companies, um, that want talent, and they're desperate for talent.
- MSMichael Seibel
Yes.
- DCDalton Caldwell
And most of the matches in this marketplace occur when there's a really particular, special, technical talent that the acquirer wants, um, that passes their muster, and ideally that technical talent is an expert in the thing that the acquirer desperately needs.
- MSMichael Seibel
Yes. Yes.
- DCDalton Caldwell
So why don't you break down the, the desperate need part?
- MSMichael Seibel
What I found kind of seeing on the inside is, um, a company will look at their team, and they'll be like, "Okay, our ML team is lacking, and that's causing us problems X, Y, and Z. And when we try to go out and recruit ML talent, it's hard, yada, yada, yada. We've seen this company over here. We've interacted with them. We've, often we've done some little deal with them, like, so, like, we're their customer, and we're impressed with their talent." Assuming they are not doing well, which is most startup- [laughs]
- DCDalton Caldwell
[laughs]
- MSMichael Seibel
If we know the people, we like there already, if we know the quality of their work, if comparatively we know how to slot them in and how fast we could get them going and da, da, da, da, maybe we're putting them on our list to talk to.
- DCDalton Caldwell
Yep.
- MSMichael Seibel
And maybe we're trying to figure out when they're running low on runway.
- 8:43 – 12:05
Corporate development (corp dev) demystified: gatekeepers, not buyers
- DCDalton Caldwell
I think another thing to demystify is corp dev. So let's talk about corp dev. The real term is corporate development.
- MSMichael Seibel
Yes.
- DCDalton Caldwell
And this is a person that works at a later stage or public company-
- MSMichael Seibel
Mm-hmm
- DCDalton Caldwell
... that has that in their title, and their job is basically to evaluate companies for acquisition. There's other aspects of corp dev which might be to invest in companies, but for the most part, if you interact with a corporate development person, it's about M&A.
- MSMichael Seibel
Well-
- DCDalton Caldwell
Go ahead.
- MSMichael Seibel
I wanna push back on that. I think they think their job is to evaluate companies for acquisition.
- DCDalton Caldwell
Well, I'm getting there. I'm getting there.
- MSMichael Seibel
Oh, [laughs] sorry. Okay.
- DCDalton Caldwell
I'm getting there.
- MSMichael Seibel
I don't wanna jump the gun. [laughs]
- DCDalton Caldwell
I'm just explaining.
- MSMichael Seibel
That's how they would describe their job. [laughs]
- DCDalton Caldwell
Yes, that is how they would describe their job. Now-
- MSMichael Seibel
What's their actual job? [laughs]
- DCDalton Caldwell
So the way that you should think about corporate development if you're a founder is that it's exactly like talking to an investor, and what I mean by that is it's the same numbers game where an investor might meet with hundreds of companies, many hundreds per year, and act really interested-
- MSMichael Seibel
[laughs]
- DCDalton Caldwell
... and make one investment a year or two investments a year out of the hundreds. And so for a lot of investors, like, a 1% writing them a check rate for meetings is, like, a pretty good investor.
- MSMichael Seibel
Mm-hmm.
- DCDalton Caldwell
Corporate development tends to be very similar. And so what happens-
- MSMichael Seibel
Yes
- DCDalton Caldwell
... when you're a founder is it's very easy to get connected to corporate development. They're not hard to get connected to, and they're very good at seeming extremely interested and very nice-
- MSMichael Seibel
Yes. Yes
- DCDalton Caldwell
... and have lots of reasons things will take more time. And the surprise here is that often to get acquired, at best what they can do is introduce you to senior management that would acquire your company. They're basically gatekeepers.
- MSMichael Seibel
Yes.
- DCDalton Caldwell
And their job is to filter, sort through all the stuff-
- MSMichael Seibel
Yes
- DCDalton Caldwell
... so that the real person who would actually acquire your company that has budget, that would make a decision-
- MSMichael Seibel
Mm-hmm
- 12:05 – 13:25
Big-company M&A incentives: buy low, look brilliant, don’t overpay
- DCDalton Caldwell
And one other aside here. What's funny is the way someone that's good at corporate development is evaluated in a very similar way to a VC.
- MSMichael Seibel
Mm-hmm.
- DCDalton Caldwell
Let me explain what I mean by that.They want to buy things very cheaply that end up being worth way more than they bought them for.
- MSMichael Seibel
[laughs] Yeah.
- DCDalton Caldwell
And I think sometimes fo- founders are like-
- MSMichael Seibel
Yes
- DCDalton Caldwell
... "Oh, these, these big companies just have so much money. There's money everywhere, so they're just gonna give me some of that, right?"
- MSMichael Seibel
No.
- DCDalton Caldwell
Like, "They have money. I should have some." And they're shocked that that is not the mentality. [laughs]
- MSMichael Seibel
Yeah.
- DCDalton Caldwell
And if you think about what are, what are some of the best corporate development deals of all time, Google buying YouTube.
- MSMichael Seibel
Yes.
- DCDalton Caldwell
YouTube is worth a lot more-
- MSMichael Seibel
Yes
- DCDalton Caldwell
... than they bought it for.
- MSMichael Seibel
Bought it for a billion.
- DCDalton Caldwell
Facebook buying Instagram. Instagram is worth a lot more than Facebook bought it for.
- MSMichael Seibel
WhatsApp as well.
- DCDalton Caldwell
WhatsApp. And so those, you know, the acquirer paid a lot of money, but the terminal value of those businesses, the corp dev people look like geniuses.
- MSMichael Seibel
Instagram i- i- is worth-
- DCDalton Caldwell
Is Facebook
- MSMichael Seibel
... more than Facebook. [laughs]
- DCDalton Caldwell
Yeah. So it was a great deal.
- MSMichael Seibel
Yeah.
- DCDalton Caldwell
And conversely, paying some random startup a lot of money that doesn't-
- MSMichael Seibel
Can't be that
- DCDalton Caldwell
... that can't be that, they would get fired very quickly if that's the kind of M&A they would do.
- MSMichael Seibel
Exactly.
- DCDalton Caldwell
And so again, the, the, the, the point that the founders need to understand about corporate development is they're looking to buy low, sell high.
- MSMichael Seibel
Yeah.
- 13:25 – 14:26
What drives large, lucrative acquisitions: clear ROI and distribution leverage
- MSMichael Seibel
Yes. Well, I think this is an interesting point, and, and, and you're bringing into this. We talked about acqui-hires. Let's talk about these deals that are big.
- DCDalton Caldwell
Yes.
- MSMichael Seibel
Big acquisitions. How do people make a lot of money in acquisitions? And I think that you nailed the point so well, which is because I can underwrite that for whatever we're paying you, our ROI-
- DCDalton Caldwell
We're making way more money
- MSMichael Seibel
... is gonna be fantastic. [laughs]
- DCDalton Caldwell
Right? [laughs] Like...
- MSMichael Seibel
Now, sometimes that's because your product's doing really well and growing fast. Sometimes that's because the company buying you thinks that they can push your product better than you can.
- DCDalton Caldwell
Yes.
- MSMichael Seibel
Like, um, most people don't know, but most of the products inside of the Google workspace, uh, whatever, their office competitor, I don't know what it's called now-
- DCDalton Caldwell
Yeah
- MSMichael Seibel
... were acquisitions.
- DCDalton Caldwell
That's exactly right.
- MSMichael Seibel
And it was like, "Yeah, we can bundle these things and sell them for a lot more."
- DCDalton Caldwell
Well, and Cisco is famous for this-
- MSMichael Seibel
Yeah
- DCDalton Caldwell
... where they would acquire a company so their sales team could cross-sell it to their existing customer base.
- MSMichael Seibel
Right.
- DCDalton Caldwell
So they're like, "We can buy it for X dollars."
- MSMichael Seibel
Yes.
- DCDalton Caldwell
"We can grow it much faster with our sales team."
- MSMichael Seibel
Yes.
- DCDalton Caldwell
"And so this is a smoking deal."
- MSMichael Seibel
Yes.
- DCDalton Caldwell
Again, like, they're, they're in the business of making money here.
- 14:26 – 16:23
Uniquely strategic buys: when one CEO ‘backs up the truck’
- MSMichael Seibel
Another thing, though, that you brought up is the idea that, like, sometimes a big acquisition happens because a company is perfectly placed in the roadmap of where a much larger company wants to go. Riff on that one.
- DCDalton Caldwell
Yeah. So look, I'm still close to a lot of very late stage companies.
- MSMichael Seibel
Yes.
- DCDalton Caldwell
And they actually bug me all the time asking me to help them find companies to buy.
- MSMichael Seibel
Yep.
- DCDalton Caldwell
And what they're not saying is, "Dalton, who are some struggling startups that you know with bad technical teams? We really wanna give them lots of money."
- MSMichael Seibel
Yes, yes.
- DCDalton Caldwell
They're instead saying, "Dalton, who are the most talented technical teams that you know-
- MSMichael Seibel
Mm-hmm
- DCDalton Caldwell
... who would be interested in acquisition-
- MSMichael Seibel
Mm-hmm
- DCDalton Caldwell
... with expertise in X?"
- MSMichael Seibel
That's still a acqui-hire. So I-
- DCDalton Caldwell
You're right. Okay, you're right. So let, let me, let me... Okay, Barry.
- MSMichael Seibel
Yeah.
- DCDalton Caldwell
It's that, plus-
- MSMichael Seibel
[laughs]
- DCDalton Caldwell
... it's a business that they have a very clear line of sight-
- MSMichael Seibel
Yes
- DCDalton Caldwell
... can make their business better.
- MSMichael Seibel
Yes.
- DCDalton Caldwell
And basically, the more desperate the acquirer is-
- MSMichael Seibel
Mm-hmm
- DCDalton Caldwell
... and the more they feel that it's existential for their company-
- MSMichael Seibel
Mm-hmm
- DCDalton Caldwell
... the more likely they'll pay lots of money.
- MSMichael Seibel
Yes.
- DCDalton Caldwell
And so what's in the news right now, this week when we're recording this-
- MSMichael Seibel
Mm-hmm
- DCDalton Caldwell
... is Cursor, and it is clear that Elon decided that it is extremely strategic for xAI and Grok to have better coding models. I think that's true.
- 16:23 – 17:07
You can’t optimize for being acquired—only for building something great
- DCDalton Caldwell
Yeah. And it's basically impossible to do this on purpose. As a quick aside, there was not a universe where the founders of Cursor would've been like, "Well, Elon is gonna buy us."
- MSMichael Seibel
Yes.
- DCDalton Caldwell
Think about the chain of events-
- MSMichael Seibel
No
- DCDalton Caldwell
... for Elon acquiring Twitter-
- MSMichael Seibel
No, no
- DCDalton Caldwell
... and then him starting xAI, and then for coding agents to take off, and then-
- MSMichael Seibel
No.
- DCDalton Caldwell
It's like the butterfly effect.
- MSMichael Seibel
Yes.
- DCDalton Caldwell
And so as a founder, there's really nothing you can do to optimize for that other than make something-
- MSMichael Seibel
People want. Yeah, build a good company. [laughs]
- DCDalton Caldwell
... that is frighteningly successful.
- MSMichael Seibel
Yeah, exactly. [laughs] Exactly.
- DCDalton Caldwell
Like-
- MSMichael Seibel
Yeah
- DCDalton Caldwell
... like, there's no, there's no universe-
- MSMichael Seibel
[laughs]
- DCDalton Caldwell
... to increase the odds of that happening.
- MSMichael Seibel
You can't hack that.
- DCDalton Caldwell
Right?
- MSMichael Seibel
You can't hack that.
- DCDalton Caldwell
And again, that's why I think it's a good case study.
- 17:07 – 19:20
Public-company motivation: stock price, revenue growth, and ‘moving the needle’
- MSMichael Seibel
Yeah. I think the other thing that people don't understand is, um, the motivation of the CEO, and therefore the management team of a public company. And I think I didn't really understand this well either. I would've thought making a business leaner would be rewarded. I would've thought, "Okay, like, if we can run this company with, uh, 700 people instead of 800 people, we should do that immediately." That would be rewarded in the market. What I've come to understand is the market rewards revenue growth. And one reason why you see a lot of companies out there that maybe have more people than you would assume is because they're trying to leverage those people [laughs] to create revenue growth. The math that I was told by an old board member was revenue growth is valued by the market 3X more than cost savings. The other thing that happens with revenue growth if you do it well is it's compounding.
- DCDalton Caldwell
Yes.
- MSMichael Seibel
Cost savings tends to be a step function. "Oh, we- we're, we're cutting our staff by 50% every year until we're one person," that doesn't really happen. When you have to model out in your mind how you're valuable to a new company, you've gotta think, "Are we making enough money, and is that amount of money growing fast enough?"That if it were added to the sales effort and to the totals for that company buying us, it would make a difference to public market investors.
- DCDalton Caldwell
Yeah. That's what's crazy is a l- for a lot of the big companies, the stock price, they wanna make acquisitions that raise their stock price.
- MSMichael Seibel
Yes, yes.
- DCDalton Caldwell
And it has to move the needle in a bunch of different ways.
- MSMichael Seibel
Yes.
- DCDalton Caldwell
Right?
- MSMichael Seibel
And I think what is not understood as well is that at these companies, the CEO on down, and all the shareholders, they're all motivated by the stock price movement. Like, they're not making their money on their salaries. They're making their money on the stock price movement, and the stock price is a imperfect but as good as we get estimate on how much more money this company will make in the future. So once you start understanding that motivation, you might see, well, okay, even if you have 50 million in revenue, but it's only growing 5% year over year, some company doing a billion dollars in revenue doesn't move the needle. And, like, if you were a public market investor, you'd be like, "Great, you, you have $50 more million in revenue, but how much do you expect that to grow? Not much."
- 19:20 – 22:38
Practical tactics for getting acqui-hired: networks, champions, and speed
- DCDalton Caldwell
I think we should try to share some specific tactics-
- MSMichael Seibel
Yes
- DCDalton Caldwell
... and misconceptions on how to actually get acquired here. So we're gonna give you all the goods.
- MSMichael Seibel
Yes.
- DCDalton Caldwell
To start with-
- MSMichael Seibel
Acqui-hires to start?
- DCDalton Caldwell
Yeah, let's start with acqui-hires.
- MSMichael Seibel
Great.
- DCDalton Caldwell
So how... Let's say that I'm a founder watching this video, and for whatever reason, maybe I'm just curious, Michael. I don't wanna admit that I wanna be acqui-hired, but I'm, I just wanna know more. How does one do that?
- MSMichael Seibel
One thing that I'll say is oftentimes what a founder needs to do is they need to talk to people in their network, whether that's customers or friends at potentially interesting companies. And oftentimes what they have to do is kind of-
- DCDalton Caldwell
Be upfront
- MSMichael Seibel
... be upfront.
- DCDalton Caldwell
Yes. [laughs]
- MSMichael Seibel
And, like, there is no, like, "Oh, let me, like, backdoor my way into someone potential..." Like, "Oh, let me just talk to you and then you, it'll be your idea to buy us." It's like, no, you gotta be upfront. And I think that a lot of what your job here is, is to get through options quickly.
- DCDalton Caldwell
Yes.
- MSMichael Seibel
You need to understand what the real field of interest is versus the kind of fake field of interest is.
- DCDalton Caldwell
'Cause it's gonna drag on forever if you don't do that.
- MSMichael Seibel
Exactly. So it's talking to your friends. It's talking to your potential customers. Even better, if you've got customers who could champion a deal, um, or who are one step removed from somebody who could champion a deal, communicate to them that you might be interested in acquisition and ask them what are next steps and would they be interested.
- DCDalton Caldwell
The biggest misconception I see here is that founders believe that strangers might actually buy their company.
- MSMichael Seibel
Hard, and especially hard when you're reaching out to the stranger.
- DCDalton Caldwell
Yes. They think they can, like, cold email-
- MSMichael Seibel
Very hard
- DCDalton Caldwell
... or get a warm intro-
- MSMichael Seibel
Yeah
- DCDalton Caldwell
... from someone random.
- MSMichael Seibel
I will give a plug to YC here. I think YC, and there might be other communities like this, but I think YC is interesting where I do think a founder of a YC company can reach out to a founder of another YC company.
- DCDalton Caldwell
Yeah.
- MSMichael Seibel
And it is kind of a warm intro.
- DCDalton Caldwell
Yeah.
- MSMichael Seibel
Yeah. And, and so, like, one of the reasons why we see so many talent acquisitions within the YC network is, like, you know, you can email Parker and be like, "Hey."
- 22:38 – 24:24
Avoiding ‘fake offers’: time-box the process and force clarity
- DCDalton Caldwell
And that makes me think of another really common misconception that gets founders tweaked out. I think Justin once called them, like, fake acquisitions or bullshit acquisition offers.
- MSMichael Seibel
Yeah.
- DCDalton Caldwell
Let me explain what I mean. If you're in a meeting with someone and they say, "Oh, you know, we'd love to acquire your company," is that an offer, Michael?
- MSMichael Seibel
No, no, no.
- DCDalton Caldwell
[laughs] How often do people say things like that?
- MSMichael Seibel
No, no. It, it's so easy to say, "We're really... Yeah, of course we're interested. You should consider us interested."
- DCDalton Caldwell
Yes.
- MSMichael Seibel
[laughs]
- DCDalton Caldwell
And so the thing to understand is casual comments are not an offer.
- MSMichael Seibel
No.
- DCDalton Caldwell
And that to go from words-
- MSMichael Seibel
Mm-hmm
- DCDalton Caldwell
... into a piece of paper-
- MSMichael Seibel
High failure rate
- DCDalton Caldwell
... high failure rate and very, very, very hard.
- MSMichael Seibel
Very hard.
- DCDalton Caldwell
Many steps.
- MSMichael Seibel
Many steps. And, uh, and you bring up this a lot. It's important as a result to time box this-
- DCDalton Caldwell
Yep
- MSMichael Seibel
... experience because you could have a set of interesting parties for three years-
- DCDalton Caldwell
Yep
- MSMichael Seibel
... and never get you to a written term sheet.
- DCDalton Caldwell
Yep.
- MSMichael Seibel
So oftentimes by time boxing, by saying, "Hey, I'm gonna do this for two months or do this for three months," you should expect at some point having to say to some of these folks, "Are you in or are you out?" And I think that's always scary for founders, but it's, once again, we gotta discover the real market. 'Cause, like, do you really wanna spend six months having meetings with a bunch of people who never wanted to buy your company? [laughs]
- DCDalton Caldwell
No.
- MSMichael Seibel
You're just, like, wasting your life. [laughs]
- DCDalton Caldwell
Right.
- MSMichael Seibel
It's not worth it. And by the way, the overall success rate for acqui-hires is low.
- DCDalton Caldwell
Yes.
- MSMichael Seibel
So, like, your job here is really to assess as quickly as possible, is there any interest?
- 24:24 – 26:07
Big-deal complexity: bankers, external shocks, and emotional whiplash
- MSMichael Seibel
Like, if there is mutual interest, usually the company's early on, there isn't as much diligence. Maybe it's a month of diligence and things can go. Um, bigger deals. Bigger deals are tricky because they come in different flavors. Sometimes bigger deals involve bankers, smaller deals almost never involve bankers.
- DCDalton Caldwell
Definitely not.
- MSMichael Seibel
Um, but if we're talking about acquisitions that are in the 500, a billion, a billion plus, oftentimes there's advisor involved. Um, oftentimes there's a degree of a company is interested, and so we're gonna kinda, like, check if others are interested.
- DCDalton Caldwell
Yeah.
- MSMichael Seibel
You know? Like, so someone's kinda triggering the interest, so, like, the banker can help you circle in with others. Oftentimes weird shit like how the acquiring company is doing in the market at this point.
- DCDalton Caldwell
Totally.
- MSMichael Seibel
Like, what the in- Like, we've heard a famous deal. The, the Facebook deal got blown up because Yahoo had a bad quarter.
- DCDalton Caldwell
Yeah.
- MSMichael Seibel
And so, like, it's like there are more-
- DCDalton Caldwell
Well, and the Figma thing. Remember they got acquired? [laughs]
- MSMichael Seibel
Oh, god. Yeah. Unacquire. The government can unacquire your company it turns out. [laughs]
- DCDalton Caldwell
[laughs]
- MSMichael Seibel
Like, have guns, can do whatever you want. So there are a lot more external factors than an acqui-hire where it's, like, a limited budget and, you know, it's done really fast. I think the other thing that happens for the bigger acquisitions that's tricky for founders is, um, they can also fall through. Without giving too much details, like, I've worked with this a bunch of times where folks are like, "I am internally processing the idea that I might make $100 million," and then no deal happened.
- DCDalton Caldwell
Yeah.
- MSMichael Seibel
And now I am-
- DCDalton Caldwell
It's bad for morale
- MSMichael Seibel
... I am sitting in my startup feeling like this.
- DCDalton Caldwell
[laughs]
- MSMichael Seibel
And you gotta think about what that's like to be like, "I think I made it. I'm right back where [laughs] I was a month ago." That happens a lot, too.
- 26:07 – 31:19
How to increase acquisition value—and when shutting down beats an acqui-hire
- DCDalton Caldwell
So maybe one other thing I'd like to talk about-
- MSMichael Seibel
Sure
- DCDalton Caldwell
... is what can you do to increase the chance your startup is acquired or is more valuable? Again, this is, we're just telling the secrets here.
- MSMichael Seibel
Yes.
- DCDalton Caldwell
So I actually have an answer. Knowing so many folks that acquire companies-
- MSMichael Seibel
Mm-hmm
- DCDalton Caldwell
... they really care about who is on the engineering team-
- MSMichael Seibel
Mm-hmm
- DCDalton Caldwell
... what their LinkedIns say, and they will, like, create scores of how strong your engineering team is relative to others. And the more that it looks like to a third party that your startup has hired excellent people that are better than the people that work at the acquirer... Think about the acquirer. They know what kind of people work there.
- MSMichael Seibel
They can get. Yeah. [laughs] Yeah.
- DCDalton Caldwell
And so if they're like, "Oh, man, this startup has, like, way better people than work here"-
- MSMichael Seibel
If we acquired you, you would be amongst our top 1% of engineers
- DCDalton Caldwell
Right? Like, if, if that's what you're doing-
- MSMichael Seibel
Yes
- DCDalton Caldwell
... the, the market is real.
- MSMichael Seibel
Yes.
- DCDalton Caldwell
Versus if they look at your startup and you're like, "The people that work at this startup are much... They would never pass our technical screen," they're not gonna acquire your company.
- MSMichael Seibel
Yeah.
- DCDalton Caldwell
This makes sense. So you, you really have to be brutally honest if you wanna do a self-assessment here-
- MSMichael Seibel
Yes
- DCDalton Caldwell
... about what the relative strength of your engineering team is-
- MSMichael Seibel
Yes
- DCDalton Caldwell
... and the quality of the founders from a technical perspective. If you have, like, CS PhDs who used to work at, you know, foundation labs-
- MSMichael Seibel
That's a different profile
- DCDalton Caldwell
... uh, this is one of the reasons, by the way, that those companies raise at such high valuations-
- MSMichael Seibel
Yeah
- DCDalton Caldwell
... is because-
- MSMichael Seibel
Yes
- DCDalton Caldwell
... even if it doesn't work, someone will acquire them to get all the PhDs doing ML research.
- MSMichael Seibel
Yes. There's almost a floor.
Episode duration: 31:20
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