Startup Exits & M&A: Avoiding Pitfalls and Unlocking Value

Most startup founders spend their time thinking about growth, fundraising, and product development. Exits often feel far away, until a strategic buyer suddenly reaches out.

In a recent Swiss Startup Association webinar, Marco Brunner, Managing Partner at BV4, shared practical insights on how founders can prepare for an exit or strategic transaction long before it becomes urgent. Drawing from more than 12 years of M&A and corporate finance experience, he walked participants through the realities of sell-side processes, negotiation dynamics, and the mistakes that often weaken deals.

The biggest takeaway? The best exits usually start long before a company is actually for sale.

Exit readiness is not a last-minute exercise

Marco described exit readiness very simply: Being prepared before you receive the call – not after.” Many startup founders only start organizing their business once acquisition discussions begin. By then, it is often too late to fix deeper issues properly. Strong exit preparation means working continuously on:

• financial readiness,
• legal housekeeping,
• operational structure,
• and investor or buyer relationships.

During the webinar it was highlighted that buyer interest rarely appears on the founder’s timeline. Sometimes a startup becomes attractive unexpectedly, while other times an exit conversation starts because fundraising becomes difficult. In both cases, preparation changes the outcome.

Buyers lose confidence faster than founders expect

One of the most useful parts of the webinar focused on what actually kills deals. According to Marco, many transactions fail because uncertainty appears during due diligence, and not because the buyer suddenly dislikes the business. Some common red flags include:

• weak documentation,
• messy financial reporting,
• unclear IP ownership,
• founder dependency,
• and customer concentration risks.

Even operational disorganization can create problems. A poorly managed process often leads to delays, loss of momentum, and lower trust from buyers. As discussed in earlier Swiss Startup Association webinars on scaling startups, strong systems and operational clarity become increasingly important as companies grow.

Relationships matter long before the exit

A recurring theme throughout the workshop was the importance of building relationships early. Founders should already know:

• who their likely buyers could be,
• which companies might benefit strategically,
• and who inside those organizations could become an internal supporter of the deal.

Marco used the Bexio acquisition as an example. Before the company was acquired, it had already built strategic relationships and partnerships in the market, including with Swiss Life. That visibility helped strengthen both strategic relevance and acquisition interest.

A good deal is more than a good price

Startup founders often focus heavily on valuation. But Marco stressed that the structure of the deal matters just as much. Acquisition terms can include:

• earn-outs,
• vesting periods,
• milestone payments,
• rollover equity,
• and retention clauses.

The buyer type also changes the process significantly. Corporates often move slower but can offer higher strategic premiums and stronger cash components. Startups move faster, but deals may rely heavily on shares and founder retention. SMEs usually sit somewhere in the middle. This means founders need to evaluate not only the headline number, but also:

• deal certainty,
• payment structure,
• legal obligations,
• and post-deal expectations.

Optionality creates leverage

One of the strongest negotiation advantages is simply having options. Marco emphasized the importance of running a structured process with multiple potential buyers whenever possible. When startup founders appear pressured to sell, especially after failed fundraising attempts or short runway situations, buyers quickly gain leverage. Startups that maintain momentum, communicate clearly, and preserve optionality usually negotiate from a much stronger position.

Final thoughts

Startup exits are rarely just financial events. They are tests of preparation, credibility, communication, and execution. The companies that achieve the strongest outcomes are usually the ones that prepare early, stay organized, and build strategic relationships long before an acquisition process officially begins. Or as Marco summarized in the webinar: “Clean your house before anyone comes to visit.”

Access the full webinar replay in the Swiss Startup Association Education Library, free for members. Not a member yet? Join the community and get access to practical sessions that help you protect your business before something goes wrong. 

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