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PDF Editor FAQ

How do companies like Facebook and Google negotiate with startups in an acquisition?

Here's the way it usually works:After an appointment is made, startup comes to visit bigcorp. This meeting feels like a VC pitch meeting - startup talks up product, vision, technology, team, traction, etc.Bigcorp asks for further meetings if necessary, including to evaluate the technology or do interviews with the team.When satisfied, bigcorp makes an "offer" in the form of a term sheet, specifying both what they will pay to buy the company and also what handcuffs (meaning over-time retention payments) they will pay out to individuals to keep them working for the bigcorp (since if a startup is useless without the people, then if you buy a startup and everyone leaves then you just paid money for nothing).At this point, startup either accepts the offer or renegotiates for a better offer.If both sides agree to a term sheet, then they enter the "due diligence" phase. "Due diligence" means a period of checking that the startup people are who they say they are, they own the code they claim to have written, they do not have huge pending lawsuits against them, they are not currently wanted for felony warrants, etc. This sounds trivial, but it is actually exhaustive and exhausting, as many many boxes need to be checked. Also, importantly, startups usually sign up to not talk to other acquirers during due diligence (aka the "no-shop" provision).Once you get through this phase then (if all goes well) you "close". This part is kind of like closing on a house purchase: there is a point of no return where final documents are signed, funds are wired, and the deal is done.So in summary, the five parts of the deal-making are:1) Pitch, evaluation, interviews, etc. The point of this is for bigcorp to decide whether they want to acquire the startup.2) Term sheet. This essentially lays out the bigcorp's offer.3) Negotiation. Startup tries for better terms or declines.4) Due diligence - all the legal, financial, and business checking that makes sure that the startup is selling what they say they are selling. If everything checks out, bigcorp goes ahead.5) Close - money changes hands, and deal is doneFinally, I will note that some bigcorps (though I won't say which ones) pursue the following nasty variant of the above :1) Pitch, etc. Bigcorp decides *tentatively* whether they want to acquire startup.2) Term sheet.3) Negotiation4) Due diligence. In addition to the business and legal checkboxes, bigcorp decides *for* *real* whether they want to acquire startup, including doing technical due diligence and interviews. Bigcorp may change its mind at this point and back out.5) Close.The reason that #4 is evil in the second variant is that the startup is usually locked up and not allowed to talk to other acquirers for anywhere from 30 to 90 days while due diligence takes place. If bigcorp is serious, this is not a problem - the deal will go through unless there is something wrong. But if the bigcorp hasn't decided yet, then this blocks competition while the bigcorp makes up its mind at leisure. This is kind of like getting engaged to someone (to make sure they don't go out on dates with other people) so that you have time to ponder whether or not you actually want to marry that person.I would encourage entrepreneurs who are about to enter the due diligence phase with a bigcorp to ask around about whether that bigcorp has the reputation of making a term sheet offer first and making the real acquisition decision later, during due diligence. If you have other opportunities then you should avoid this kind of acquirer.

Is it worth working for a so-called internal startup in a large bank?

‘intrapreneurship’ is the term. it is considered to be relatively less external risky (financial secured, resourceful etc), but more internal regulations (pitches, evaluations, long process, proposal etc).Maybe it is better for you to found out why they are doing this at first.

Before I get into developing my product, how do I get my business idea or pitch evaluated?

Solid advice: you want advice, ask for money. You want money, ask for advice.Approach people who may be connected to people who may be networked to people who are potential investors. Ask those people to evaluate your pitch. Funding only happens with networking,

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