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by jashmenn 2006 days ago
Sorry to hear you're going through this. I went through something similar and it wasn't fun.

As much as you have shareholder agreements etc. none of that matters too much if the business fails and so it's basically about what the two of you can negotiate.

In my case, I've paid off a former business partner much like a loan. You can negotiate all sorts of parameters on this: monthly payments, grace period, cash triggers, funding triggers etc.

Basically you set a valuation for the business (at least as set by the price of the round of the last investor, if not more because of growth) and then he buys your ownership.

Idk what "reverse" vesting is, but if you had normal vesting it sounds like your 49%, after the 1 year cliff, would be worth e.g. 12%. So you can either keep that 12% or if he wants to buy you out he could pay you your 12% vested * last valuation * growth factor.

It sounds like it's not going to work for the two of you to work together, so now it's just about negotiating the details before the conflict kills the company

1 comments

This seems like the most realistic and likely answer. My co-founder hasn't really been budging so far and I feel like they don't fully understand the situation. They think that because it was their idea that they are entitled to a lot more than me.

One issue for me is that I don't have that much faith in them being able to execute on the company vision by themself, e.g. they don't want to monetize right now or do a revenue split for reasons I'm unclear about, which makes the practicality of monthly payments tricky.

Take it from me, a negotiated buy-out is the way to go. I had to buy out a former partner and negotiated a payment over 12 months. It worked out for everyone.

Current valuation should be valuation at the time of the investment multiplied by a small growth factor (1.5x perhaps).

Your stake is the amount you would have owned as of the first cliff (and not any sooner), which is 10% after the investment round.

if the company was valued at $1M at investment, then it would be worth maybe $1.5M at time of the 1yr cliff given the growth factor.

Your 10% of that is $150,000. The company should pay you $12,500 per month for 12 months to fully buy you out. And the company should time the payments to reduction in your equity. If they speed up payments, it speeds up the buy out. If they slow it down, it slows down the buy out.

You should also renegotiate any non-compete.

Have them pay you with a loan and then start a competitor.