Dear SaaStr: What should I know about getting acquired?
My top 5 tips:
#1. Listen more. Talk less (on the target side).
It’s very difficult to invent an acquisition. It’s almost impossible to create one, though it happens sometimes.
Listen and learn. Understand what everyone’s motivations are. Why your champion is doing the deal. People do M&A — not companies.
Be proud, speak with numbers and data, show them you have the best team in the industry. And let them do the rest of the talking. You can’t really talk them into doing a deal. But you can talk them out of it. Don’t accidentally create issues, flags, and problems by talking too much. You build something great. Let it mostly speak for itself.
#2. Ask for at least 20% more than your high number. Don’t be 100% honest about your clearing price.
You won’t offend anyone and it will give you a buffer to work on the human side of things.
Corporate Development is trained to both offer 50% of what they hope you take to start, and in the end, to always try to get a discount. It’s sort of like procurement. You have to ask for at least 120% of your High Price to ever get there.
This is also true if you are talking directly to the CEO of the acquirer. You can and should ask for me. The one big difference here? Maybe just do it once. Don’t overnegotiate with a CEO. CEOs aren’t always 100% direct, but they are more direct. It’s their neck on the line, and their job. I often see them walk when a deal just ends up being too hard. A Corp Dev team won’t walk, however.
#3. It’s your last, best chance to negotiate for the team, as both Harry Glaser of Periscope Data (acquired $130m) and Brett Goldstein (ex-head of M&A at Google) note below.
Be cool. But once the deal is signed, almost all your leverage here goes away. And once it’s closed — it’s almost all gone.
#4. Know your BATNA.
Your Best Alternative to whatever they are offering. Because a lot of M&A deals do fall apart. And if you walk, usually the deal is dead. Truly strategic deals often come back for a second pass. But smaller, or more tactical deals, or VP-led deals … if you say No … are often gone forever. More here: SaaStr | BATNA, And Oracle’s $811m Purchase of Eloqua
And remember, there just aren’t that many M&A deals, period:
#5. Always hire a banker (unless the deal is tiny).
They can do 1-4 for you. Makes it much easier. And spares you from pissing off your new bosses. More here: SaaStr | If You Sell Your Company, Use a Banker
Finally, Auren Hoffman has some great tips on how to structure an acquisition for success. Just also remember — once you sell, it’s not yours anymore. Your giving that up. It’s theirs. Go zen. Give it 24 months for real, cooperate, do your best once you sell. Just. It’s not yours anymore (usually). The earlier you let that go … the better.
And another great deep dive here on Google’s ex-head of Mergers & Acquisitions here:
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Jason Lemkin, Khareem Sudlow
