The announced price is the top of a distribution,
not a payment.
A free playbook for founders. What an exit actually pays, who actually gets it, and how to be ready long before you need to be.
// 32 PAGES · FIVE PARTS · THREE CHECKLISTS · FREE
Seven things to know about your exit.
Each is a mechanism you can plan around, and the guide is plain about the limit.
Your percentage is not your payout, and the gap can be total
Ownership on the cap table tells you what share of the *residual* you receive — what is left after every preference has been satisfied.
It changes what you sign today
Once you have seen how preference structures behave at a mediocre exit price, you negotiate differently — because the terms that decide the outcome stop being abstract clauses and become a number you have watched move.
Readiness is built over years and can only be revealed in a process
Diligence does not create problems; it finds them. An unsigned founder agreement, IP never formally assigned, a key contract with a change-of-control clause nobody read, a metric defined differently in two documents, a cap table that does not reconcile — each of these is cheap to fix when discovered in an ordinary quarter and expensive when discovered by a buyer's lawyers, because at that point it is both a delay and a signal about how the company is run.
Buyers pay for de-risked, not for impressive
Founders instinctively prepare to sell the vision. Acquirers are largely buying the removal of risk: predictable revenue, low customer concentration, a team that stays, technology that transfers, no legal surprises.
It tells you which outcomes are actually worth pursuing
Running the waterfall at several prices reveals something specific and useful: the range in which an exit is genuinely good for you, the range in which it is good only for investors, and the range in which it is a nuisance.
The process itself consumes the company, and preparation is the only defence
An exit process absorbs the founder almost entirely for months, at a moment when the business must keep performing — because a dip in performance during diligence is the most reliable way to lose the price or the deal.
And now the honest limit
You do not control whether an exit happens, when, or at what price. Most acquisitions originate from a relationship, a strategic shift at the buyer, or timing that has nothing to do with you.
Five parts, and a last page.
Parts one to five are the thinking and the doing, worth your time even if you never touch a piece of software. The last pages show how to run it in one place.
Why Model the Exit Long Before You Have One
Decide Before You Engage With Anyone
Run the Numbers
Be Ready, and Run It Without Stopping the Company
The checklists and the mistakes
Do it all in one place
Nine mistakes, all of them avoidable.
None is about talent. They are failures of method, which is good news, because method is something you can set up in advance.
Assuming percentage equals payout
The preference stack is satisfied first, and there is a wide, likely range in which a sale that looks like success pays common shareholders almost nothing.
Only ever modelling a good exit
Terms are nearly invisible at a great price and decisive at a mediocre one — which is the most probable one, and the only one that tests the structure.
Preparing during the process
Diligence reveals problems, it does not create them. Everything found under time pressure costs both a delay and a portion of your credibility.
Not knowing what employees actually net
They will ask, they joined partly on this, and an approximate answer given in a stressful week is worse than having found out years earlier.
Treating the headline as the payment
Escrow, earnout and stock consideration are all negotiable and all reduce or delay what arrives. The announced number is not a transfer.
Building the company to be acquired
Buyers are drawn to companies that do not need them, and optimising for acquisition reliably produces something less valuable.
Metrics that do not survive rebuilding
One number that fails verification means every other number now needs checking, and you will not be told that has happened.
Ignoring concentration and key-person risk
Both are priced, both are slow to fix, and both are worth fixing for entirely ordinary reasons.
Letting performance slip during a process
It is the most common reason a price gets revised or a deal fails, and it happens because one person tried to do two full-time jobs.
Thirty-two pages.
Yours in one click.
Five parts, three checklists and the nine mistakes. One email with the link, no drip sequence, and we do not sell the list.