Latest / The Acquisition Talk with Fexingo: Mergers, Buyouts, and Business Sales for Operators
The Equity Rollover That Cost a Founder 50 Million
In episode 177 of The Acquisition Talk, Lucas and Luna dig into a deal where the founder's equity rollover—not the price—became the real battleground. The seller, a profitable logistics software company, agreed to roll over 20 percent of his equity into the buyer's holdco. But the conversion mechanics were drafted around the buyer's preferred return, and by the time the exit came, that rollover had been diluted to almost nothing. We walk through the specific clause, the 'waterfall' language that caused the problem, and the two questions every founder should ask before…
The skinny
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