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Episode 118 of The Startup Exit Podcast explores how founders use tender offers to cash out before an IPO, without waiting for lockup expirations. Lucas and Luna break down a real-world case: a private cybersecurity company that let early employees sell 20% of their holdings at a $60-per-share valuation months before filing. They discuss the trade-offs — dilution, signal to underwriters, and tax timing — and contrast tender offers with secondary sales and direct listings. Current market context: with the S&P 500 up 8% year-to-date in mid-2026 and IPO windows opening selectively, pre-IPO liquidity is more relevant than ever. The episode also touches on how Apple's antitrust lawsuit could disrupt OpenAI's IPO plans, and why the VIX at 19 signals cautious appetite for new issues. No fluff, just a specific structural decision founders face today.
#TenderOffer #Pre-IPO #Liquidity #FounderExit #SecondarySale #IPO #Lockup #Underwriter #Dilution #TaxPlanning #StartupExit #Business #Finance #Technology #Entrepreneurship #FexingoBusiness #BusinessPodcast #StartupPodcast
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In this episode of The Startup Exit Podcast, Lucas and Luna explore how founders are using structured secondary sales before an IPO to lock in early liquidity without tanking the valuation. They break down the mechanics of a pre-IPO secondary, why investors like Coatue and Sequoia are buying these blocks, and how companies like Palantir and Airbnb used them. With Palantir up 6% this week at $134, they ask: does a hot stock make secondaries easier or harder? Plus, a quick look at how the Uber-Delivery Hero deal reshapes exit strategy for European tech.
#StructuredSecondaries #PreIPO #FounderLiquidity #StartupExit #Palantir #Airbnb #Coatue #Sequoia #SecondarySales #IPOLockup #LiquidityEvent #Uber #DeliveryHero #Business #Technology #FexingoBusiness #BusinessPodcast #ExitStrategy
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Uber's $14.8B acquisition of Delivery Hero is the biggest platform M&A this year, but for founders watching from the sidelines, the real lesson is in the deal structure. Lucas and Luna unpack how Uber used a stock-and-cash mix to close valuation gaps, why Delivery Hero's founders took rollover equity instead of cashing out, and what that means for any founder negotiating a liquidity event in 2026. They ground the discussion in today's market, where big tech stocks like Apple and Microsoft have rallied sharply, while growth names like Tesla and ARK Innovation have pulled back. That dispersion is changing what buyers and sellers consider 'fair value'. If you're building a company with an exit in mind, this episode drills into one concrete choice: how you get paid matters as much as how much you get paid.
#Uber #DeliveryHero #MergersAndAcquisitions #ExitStrategy #RolloverEquity #FounderLiquidity #DealStructure #PlatformM&A #StartupExit #BusinessPodcast #FexingoBusiness #Business #Technology #Valuation #StockAndCash #Earnouts #Acquisition #LiquidityEvent
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In this episode of The Startup Exit Podcast, Lucas and Luna explore the reverse merger as an alternative path to going public. They break down how a private company can acquire a public shell to bypass the traditional IPO process, using the 2025 merger of Grab Holdings and Altimeter Growth Corp. as a case study. The hosts discuss the pros and cons, including speed, cost, regulatory scrutiny, and the stigma that sometimes follows. They also touch on how recent market conditions—like the 7.9% spike in META and the 5.5% rise in COIN—have made direct listings and SPACs more attractive, but why reverse mergers still appeal to certain founders. Perfect for founders considering liquidity events outside the traditional IPO route.
#ReverseMerger #GoingPublic #StartupExit #IPOAlternative #GrabHoldings #AltimeterGrowth #SPAC #PublicShell #LiquidityEvent #FounderExit #Business #Finance #TechStartups #IPO #MergersAndAcquisitions #CapitalMarkets #FexingoBusiness #BusinessPodcast
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When a startup gets acquired, a chunk of the purchase price usually goes into an escrow account to cover any post-closing liabilities. But founders have more control over that escrow than they realise. In this episode, Lucas and Luna break down how acquisition integration escrows work, using the example of a fictional SaaS company called DataForge, which was bought for $450 million — with $40 million sitting in escrow for 18 months. They walk through how escrow terms are negotiated, what triggers a release, and how founders can structure escrow to align with earnout milestones or tax deferral strategies. They also discuss the recent trend of escrow periods shortening from 24 months to 12-18 months in competitive M&A markets. If you're a founder thinking about an exit, understanding escrow mechanics can mean the difference between walking away with cash in hand and waiting another year for your payout.
#AcquisitionEscrow #MergersAndAcquisitions #StartupExit #FounderLiquidity #DealStructure #PostClosingEscrow #MileIQ #Indemnification #EarnoutEscrow #TaxDeferredExit #DataForge #Business #Technology #FexingoBusiness #BusinessPodcast #StartupPodcast #MADeals #ExitStrategy
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In episode 113 of The Startup Exit Podcast, Lucas and Luna dive into the world of structured earnouts—a mechanism that bridges valuation gaps between buyers and sellers in M&A. They examine a recent example where a $2 billion AI drug discovery startup used earnouts to align incentives post-acquisition, drawing on market data showing how earnouts can mitigate risk. The hosts discuss the typical structure, common pitfalls, and why earnouts are becoming more prevalent in 2026 as dealmaking heats up. They also touch on how earnouts differ from other bridging tools like contingent value rights, and what founders should watch out for when negotiating these clauses. With specific references to recent headlines and market trends, this episode offers practical insights for founders navigating complex exits.
#Earnouts #StartupExit #MergersAndAcquisitions #ValuationGaps #FounderLiquidity #BusinessPodcast #Technology #DealStructuring #AIStartups #DrugDiscovery #MilesWang #OpenAI #ExitStrategy #Acquisition #FexingoBusiness #Business #Finance #Podcast
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On this episode of The Startup Exit Podcast, Lucas and Luna explore contingent value rights (CVRs) — a little-known but powerful tool for bridging valuation gaps in M&A. They examine the $1.5 billion CVR structure in Celgene's acquisition by Bristol-Myers Squibb, how it paid out based on FDA approval milestones, and why CVRs are resurging in today's biotech and tech markets. With META up nearly 10% in five days and DeepSeek reportedly eyeing a $1.5B raise before an IPO, the hosts discuss how founders can use CVRs to defer valuation arguments and align incentives post-close. They also share practical pros and cons: when CVRs protect sellers and when they create messy litigation. A must-listen for any founder or investor navigating complex exits.
#ContingentValueRights #CVRs #MergersAndAcquisitions #StartupExit #FounderLiquidity #BristolMyersSquibb #Celgene #BiotechMergers #ValuationGap #EarnoutStructure #DeepSeek #IPO #BusinessPodcast #FinancePodcast #StartupPodcast #FexingoBusiness #BusinessPodcastNetwork #TheStartupExitPodcast
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In this episode of The Startup Exit Podcast, Lucas and Luna explore how earnout clauses can bridge the gap between buyer and seller valuations in M&A. They break down the recent PixVerse deal—where the video-generation startup raised $439 million at a $2 billion valuation—as a case study in contingent payouts. Lucas explains the mechanics of structured earnouts, including performance milestones, payout timelines, and common pitfalls. Luna asks about tax implications and how founders can protect themselves from buyer manipulation. The hosts also touch on the broader market environment, referencing today's tech stock movements and the trend of 'grinding' winners. Key takeaways: earnouts are a tool, not a crutch; negotiate clear metrics; and always have a lawyer review the fine print. Perfect for founders preparing for an exit or investors evaluating deal structures.
#Earnouts #MergersAndAcquisitions #StartupExit #FounderLiquidity #ValuationGap #PixVerse #VentureCapital #Business #Finance #Technology #Startup #ExitStrategy #M&A #DealStructuring #FounderAdvice #FexingoBusiness #BusinessPodcast #TheStartupExitPodcast
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Episode 110 of The Startup Exit Podcast dives into a lesser-known but powerful tool for founders facing a big exit: the tax-deferred exchange under Section 1031 and 721 of the tax code. Lucas and Luna break down how a founder of a commercial real estate tech startup used a 1031 exchange to swap his company's shares for a larger portfolio of rental properties, deferring millions in capital gains taxes. They walk through the mechanics, the strict timelines (45 days to identify, 180 days to close), and the risks—like losing the tax deferral if the deal structure slips. The conversation also touches on how this strategy differs for founders selling to a Real Estate Investment Trust via a 721 exchange, and why these moves are hot right now given the July 2026 market backdrop, where M&A activity is surging and interest rates are creating unique arbitrage opportunities. If you're a founder eyeing an exit and wondering how to keep more of your proceeds working for you, this episode delivers a clear, real-world playbook.
#TaxDeferredExchange #Section1031 #Section721 #FounderExitStrategy #M&A #CapitalGains #RealEstateTech #PropTech #REIT #BusinessExit #StartupExitPodcast #Fexingo #LucasAndLuna #Business #Podcast #FexingoBusiness #BusinessPodcast #FounderLiquidity
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In this episode of The Startup Exit Podcast, Lucas and Luna explore how founders can use Structured Tax Receivables (STRs) to monetize future tax benefits at exit. They examine the Recorded Future acquisition by Mastercard in 2024, where the $2.65 billion deal included a tax receivable structure that allowed founders to access capital tied to amortization-based tax shields. The hosts break down how STRs work, why they appeal to acquirers and founders, and the risks involved. They also discuss the current market environment, including the performance of big tech stocks like Apple and Microsoft, and how STRs can help founders bridge valuation gaps in M&A. This episode offers a practical look at a sophisticated but underused exit strategy.
#TaxReceivable #StructuredExits #RecordedFuture #Mastercard #FounderLiquidity #M&A #ExitStrategy #StartupExit #TaxShield #Amortization #ValuationGap #FexingoBusiness #BusinessPodcast #Business #Finance #Technology #IPOs #Acquisitions
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