?? The Lack of Exits (IPO & M&A) & How to Approach M&A | #11
Good morning, fellow founder! ??
Welcome to another edition of FounderForge. Your Europe-focused startup digest - just because we do things a little differently here! ???????
If you missed our last issue, you can still read it at the link below! ??
Today's topics are all about exits:
???Data Dive: The Lack of Exits
In 2023, cash was king. ????
With interest rates still high, there was little appetite to invest in risky stocks.
So the IPO window remained closed and only the bravest (or most desperate?) took the risk…
But hey, with capital drying up, cash-strapped companies have to look for a way out. Right?
The perfect storm for heavy baggers to go on a shopping spree for some cheap equity. ???
At least that is what many expect, but it never happened.
Contrary to initial predictions, the M&A landscape remained surprisingly quiet, with the number and value of deals hitting record lows. ??
According to Pitchbook , 2023 was the worst year in a decade for VC-backed M&A deals.
Fewer than 1129 startups exited for a total value of $61.5 billion.
The “year of efficiency”, as our boy Mark Zuckerberg called it, seems to have been in full effect for most of Big Tech (our usual "exit gateway").
And for Meta, at least, it paid off big time - last Friday (02.02.24) the stock was up 20% (or $196 billion - the largest gain in stock market history) after great numbers across the board. ??
Creative approaches to M&A & IPOs
With the exit market in crisis, new creative opportunities are emerging.
One particularly interesting one, which is becoming increasingly fashionable, is the private reverse merger (PReM). ?
Now the obvious question is: what the hell is a PReM?
It is a strategy in which a smaller, fast-growing but loss-making private company acquires a larger, more profitable incumbent.
The ultimate goal is to achieve growth while increasing profitability by merging the two separate entities. ??
Some have even used this strategy to pave the way to the public markets, saving the cost of a formal IPO (which has also contributed to the historically low number of IPOs, as we saw in 2023).
A very interesting under-the-radar concept (that could work for you too? ??).
If you want to know more about it, take a look here. ??
Worrying regulatory developments
Something less talked about, but also a possible reason for the low level of M&A activity, are the recent blockages of major M&A deals:
It's no fun to buy when the regulator keeps you on hold only to end up banning the acquisition altogether. ??
Fingers crossed we see some action coming back in 2024! ??
?? Founder's Toolkit: M&A Guide for Small Startups
There are 100 reasons why it might make sense to sell your company:
The list goes on. ??
Whatever the reason, it may simply be necessary to reach the next phase (you and/or your company).
So how do we get things started? ??
Probably the best way to get into an M&A deal is through the experts. ??
Unfortunately, M&A advisors are not really an option if your company is worth less than 8 figures - realistically, anything under 50 million is not an attractive case for M&A advisors.
Yes, some do smaller deals, but frankly, they rarely deliver value for money ??
?? Next are marketplaces like acquire.com .
Simply put, these are websites where you can list your business like on eBay.
Let us just put it this way: if you are not a profitable Micro-SaaS (like 99.99% of all venture-backed startups), you can save yourself the trouble and just shut down. There won't be much money left when you sell on a marketplace. ??♀?
So let's look at the last (and only) option: DIY (like everything else in life, eh?). ??
Let us at least give you a hand and show you how to do it. ??
领英推荐
Step 0 - Set your expectations
Before we even get started, something needs to be said: your last valuation is not what you are worth - most likely far from it. ??
Frankly, it's probably best to get that idea out of your head quickly (sorry, bro).
To set some realistic expectations, it might help to compare some numbers to the Bessemer Cloud Index .
Step 1 - Understand the value of your assets
The first thing you should do is get a clear understanding of what assets your business has and what they are realistically worth. ??
Assets can be anything from your software, brand, and licenses to more traditional things like your customer base.
Now you may be thinking, "How do I value these things? ??
Well, you have to be creative. ?
Software, for example, can be valued by specialist companies who can give you an estimate of how much time it would take to develop your software and how good it is. Add that to the average hourly cost of a software developer and you have a good estimate.
Customers, on the other hand, can be valued either by their CLTV (customer lifetime value) or - probably a more realistic figure - their current CAC (customer acquisition cost). ??
Try a few things. ??
It's more about getting a rough idea than an exact one. You can see it as a negotiating position.
Step 2 - Research your potential buyers
There are typically 3 main categories of potential buyers.
The best buyer will be interested in a combination of your assets, where 1+1=3. ??
Step 3 - Prepare your operations
The moment you decide to exit, it is time to trim as much fat as possible. ??
The easier your business is to integrate, the easier the deal will be. ??
And let's face it - how much of your company's operations and systems are really needed for an acquisition?
Better to get rid of it now, before due diligence (where less is more) kicks in and things get even more hectic than they already are. ??
Step 4 - Start the outreach
Now that you've defined the perfect buyer, it's time to reach out. ??
As with fundraising, warm introductions work best. ??
Your second best option is LinkedIn.
If the first meeting went well, just be honest and direct.
There's no need to waste time and play games (that doesn't mean you shouldn't negotiate!). ????
Step 5 - Close the deal
If you thought fundraising was a long, hard process, the rigors of an M&A deal will crush you. ??
Make sure you have the runway to support a proper negotiation and be prepared for some intense days.
Whatever you think it will take - double it. ??
Make sure that the more progress you make, the harder it is for the acquiring company to stop the process.
The last thing we want is for a promising deal to fall through. ??
Step 6 - The time after
So everything is signed. What comes next? ??
Well, realistically, this whole process will take some time, even after the ink is dry, and in most cases, you will need to stay on (at least for a little while).
Take the time to recover, let go of the tension of the crazy responsibilities of the past few years, and try new things. ??♂?
There's still so much to conquer - and wouldn't it be a shame to quit now that you've done it once? ??
???Founder's Library: Curated Resources
A collection of random reads that the FounderForge team enjoyed.
???Meme of the Fortnight
Better keep an eye on these liquidation preferences... ??
?? Your Thoughts on Today's Edition
That's all for now!
If you find this newsletter valuable, share it with a friend!
Cheers,
The Founders Blacksmith ??
Issue #11 | 08. February 2023
Specialist Asset Manager
9 个月Is not another issue the high interest rates and higher borrowing costs? Access to capital is not easy as before. Additionally, I suspect that a good percentage investors are waiting on the sidelines for cheaper deals.
Building nice software and recommending great books | Technology, science & politics nerd ??
9 个月At least the Figma case seems pretty reasonable to block though - and that's what anti-trust authorities are here for ?? However, blocking some of the single-digit billion-dollar acquisitions seems like a lack of focus by governments - they should tackle digital monopolies head on by enforcing open protocols and breaking-up negative network effects. For example, I would argue that WhatsApp's tight grip on messaging in some regions of the world causes more economic damage in missed opportunities than all of the mergers above combined could do.
Co-Founder GLAICE Health | Healthcare executive Sigma Squared Society | I build health tech ventures with strong brands
9 个月Thank you! Super intersting read!
Founder @ Heizma | Making Heating Climate Neutral ??
9 个月Crazy. Poor Giphy founders ??
Co-Founder @ Brickwise | Co-Founder @ Heizma |?Sigma Squared | Forbes 30u30
9 个月Great issue ??