Post by Antone Johnson:
Steve Blank: “Why Continuous Deployment May Mean Continuous Customer Disappointment”View Post on Quora
Answer by Jason M. Lemkin:
I’m sure others will have different opinions.
In my experience, the acquirer usually will not want to meet or deal with the board members, especially once they are in close-a-deal mode. They don’t care — they are irrelevant to the go-forward future of the product, and are merely folks who receive consideration in the deal.
But if you don’t have experience here, I think it’s potentially a good idea. Your board member should have more experience, and importantly, can also act as the Bad Guy to some extent where it may be harder for you, as someone who has to work there after the deal closes. If you haven’t done it before — and even if you have — you may well need help to figure out the best deal and best process.
Just bear in mind your interests may not be 100% aligned. Your investors:
- May not be that excited about the sale if they think you can Go Bigger, or
- By contrast, they may push for it a little over your head, if they are more pessimistic than you are, and/or
- They may try to push for the absolute maximum possible price, where you may be OK with say 90% of best price in exchange for not increasing risk (common case, Snapchat aside); and /or
- Perhaps most commonly, the acquirer may want to shift some overall deal economics to the key employees (e.g., via stay packages, time-outs, earn-outs etc.) over the investors — and the investors may be strongly opposed. E.g., they may want to pay say $50m — but have $10m of that packaged as stay bonuses for key employees and have the nominal purchase price be $40m. As CEO, you have an obligation to all your shareholders and for full disclosure. But this is a really tricky dynamic in smaller deals. At a practical level — it may be better for you not to have the board in all of these meetings.
So get the help if you need it. I recommend it.
Just remember that at the end of the day, Zero Sum games are much easier to play with two players.