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My First MillionMy First Million

My $100M Mistake + 6 Company Exit F**k Ups To Avoid (#522)

Episode 522: Shaan Puri and Sam Parr play the drinking game “Never Will I Ever,” revealing all the painful mistakes they made when selling their +$10M companies.

Shaan PurihostSam Parrhost
Nov 24, 202351mWatch on YouTube

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At a glance

WHAT IT’S REALLY ABOUT

Exit mistakes founders repeat: taxes, leverage, diligence, and deal-closing

  1. Shaan Puri and Sam Parr share a “Never Will I Ever” list of mistakes they made during company exits, framed as what not to do when selling a business.
  2. They describe QSBS as a potentially massive tax benefit that many founders overlook until late, and discuss why it requires early planning and awareness of eligibility and holding periods.
  3. They argue that acting desperate in negotiations destroys leverage, and that founders must be genuinely okay with no deal in order to negotiate effectively.
  4. They explain why the highest offer may not be the best offer, emphasizing buyer quality, red flags, negotiation timeline, and a “discount factor” for likelihood to close.
  5. They stress operational readiness for diligence—organized documents, clean systems, and clear financials—and Shaan adds that in-person meetings can be pivotal for getting deals done.

IDEAS WORTH REMEMBERING

5 ideas

Don’t ignore QSBS—exit tax treatment can hinge on early setup and timing.

Sam Parr says QSBS can materially change the after-tax outcome of an exit, but many founders learn about it late. He and Shaan Puri describe timing (holding period) and entity/eligibility constraints as reasons you need to structure early if it might apply.

Before shutting something down, spend time exploring a sale—even if it feels unlikely.

Shaan Puri recounts shutting down a sticker/avatar app without attempting to sell it, later seeing a similar product (Bitmoji) sell for $100M. His point is to at least run a short, intentional process to explore potential buyers before deciding to kill a product.

Desperation kills leverage; the ability to walk away is negotiating power.

Sam Parr describes how wanting an exit too badly weakened his negotiating position, because buyers can sense emotional urgency. Both hosts frame the core antidote as being truly okay with no deal (including having other options and/or committing to continuing to run the business).

Optimize for the best offer, not the highest offer—probability-to-close matters.

Shaan Puri explains that the “best” offer isn’t necessarily the highest number, using Milk Road’s sale process and a “discount factor” concept for close probability and stability of terms. He emphasizes judging counterparty quality, red flags, and likelihood to close, not just headline price.

Don’t assume your contact is the buyer; find the real decision-maker and internal champion.

Both hosts stress that corporate development is often not the true decision-maker, and Shaan Puri says you need to identify the internal champion and their motivations. They argue you’re effectively selling to a specific person with a need, not to a faceless corporation.

WORDS WORTH SAVING

5 quotes

Like, it's the worst types of mistakes. The worst types of mistakes are the ones where you didn't even really explore the possibilities.

— Shaan Puri

When you are desperate, you have zero power.

— Sam Parr

The second rule is in any negotiation, the side that cares the least wins.

— Shaan Puri

You need to turn your entire company into a giant buy button.

— Shaan Puri

It is not the side that has the better argument or the more, or more logic. It's whoever has more leverage, number one, and then within that, you're d- that's like the, the, the, the substance, and then you have the style.

— Shaan Puri

Read the available transcript
QSBS and exit tax planningShutting down vs attempting to sell a productNegotiation leverage and avoiding desperationBest offer vs highest offerDecision-makers vs corporate developmentNegotiation discomfort and saying “no”Diligence readiness and data room organization

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SPEAKERS

  • Shaan Puri

    host

    Entrepreneur and investor; co-host of the My First Million podcast.

  • Sam Parr

    host

    Entrepreneur and founder of The Hustle; co-host of the My First Million podcast.

High quality AI-generated summary created from speaker-labeled transcript.

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