Follow these 7 steps if you’re talking to a possible acquirer

A few weeks ago I wrote about what startup founders should do when they get a call from a bigger company’s Corporate Development group. A call from a CorpDev team can signal they’re interested in acquiring you, but, as I explained, taking that call can also lead to costly dead-ends. If you do decide to take the call, you’ll want to limit possible downsides to your business by conducting the talks with purpose. You’ll want steer the discussions according to your terms.

Here are seven steps I recommend following to convert those conversations into potential business.

1. Set your goal: I can’t emphasize enough how important it is for you to have a specific end goal. For example, do you want to get acquired in six months or simply use the conversation to get information on synergies? If your goal is the former, it is in your best interests to begin the discussion with a long-term approach in mind and be willing to divulge information. However, if your goal is the latter, it would benefit you to be more cautious in sharing your data.

2. Define your boundaries: Be clear and upfront about how much information you are going to divulge. This is a fine line because sometimes the CorpDev teams don’t want to move forward unless you provide all the information. So it’s in your best interest to define early on what you will and won’t share at the various stages of the process. Spend the time at the beginning determining how much information you are willing to divulge so that you are the one steering the conversation.

3. Allocate resources wisely: Decide how much time and resources you are going to spend on CorpDev interactions every week before involving other team members. Before you know it, everyone in the company is caught up in CorpDev-related tasks and is prioritizing these over sales. You will have to get the CFO involved for numbers, marketing team for materials, analytics team for data, sales team for pipeline information, and … you get my point. It can go on and on. So be deliberate with your time as it relates to CorpDev before it derails your whole team. The fewer people you involve, the fewer disappointments you’ll face if the talks do not lead to a positive outcome.

4. Assign a priority number: As I mentioned in the previous point, you (and the whole company) can get caught up in the process (literally and emotionally). Assign a priority number to the incoming requests from CorpDev, and until it’s a done deal, do not prioritize these requests over sales, customer acquisition, or other real revenue-generating tasks. In fact, the more revenue you have, the longer you can live. This is common sense but sometimes CorpDev teams use lack of cash as a bargaining chip so founders have to give in.

5. Gain a customer: Invest the time to understand what the company that has approached you is working on and what synergies might exist between them and your startup. If you don’t think you can get acquired, is there a chance you can use that connection to get insight into what a particular business unit might be looking for and identify an opportunity for collaboration? Usually, if the company is truly serious, the CorpDev team is already working with a business unit to understand the true synergies between you and that business unit or the company generally. If you can identify the key sponsor for your acquisition from a specific business unit, you can try to use that information later to gain a customer. It could be a win for you, regardless of the CorpDev outcome.

6. Gain a customer (Part 2): During the process, make sure to understand what got CorpDev interested in your company in the first place. If they are worried about a competitor acquiring you, then see if you can contact that competitor to try to establish a partnership with similar synergies. If they want your technology to build sales with existing customers, find out who those customers are and get in touch with them.

7. Do not sign LOIs too early: Do not sign an exclusive, binding, non-compete letter of intent until you are ready. Most seasoned acquirers won’t make you do that until they are serious, but it is something you need to be cautious about. This can take away any bargaining power you might have in the process.

Shruti Gandhi  is a managing partner at Array Ventures focused on investing in “agitated” entrepreneurs that are working hard to reinvent today’s world of work. She was previously with True Ventures, Samsung’s Early Stage Investment Fund, and three other funds where four of her companies had successful exits in less than three years. She is a co-chair of the TiE San Francisco chapter and on the Marketing & Technology Committee of the San Francisco Ballet. Follow her on Twitter @atShruti.