Hi, I've been away from board meetings of the biz for a while due to split with founder / partner. We're amicable now and keen to rejoin as entitled.

I can give you the standard answer, brand, audience, marketing and half a dozen other things. You can spend thousands on any or all of those three things but if you don't grind, get better all the time and learn. You've wasted your money and time. 1. Grinding. The reality is just grinding away every day. 14-15 hours a day 6-7 days a week, not for a month, a year, 2 years... whatever it takes. Never say die attitude. Whilst our competitors are on holidays or just slacking off. We're still working stealing their customers. If you don't keep grinding away you'll never succeed. Of course just grinding away isn't enough. 2. Continuous improvement Never settling, learning from mistakes, recovering from it and just keep grinding away. Just focus on just getting better all the time. What has made us successful, (4x) was just getting better. Better at knowing our customers, better at producing the product. Better at communicating with our audience. Better at customer service, better at everything that matters to our industry, our market. 3. Finally, it's self-education. Being open minded to new knowledge. Learning from others, learning from customers, learning from competitors. Learning from successful entrepreneurs in other industries. Constantly learning new skills and learning to be a better entrepreneur. If you really want to succeed. Grind, work on getting better and keep learning. Everything else may be helpful but if you don't do these three things you are relying on luck.

Naturally 1001 variables play into this that I'm blind to but here are some assumption laced thinking points: You're profitable, upwards trending, business, in a very competitive vertical. Yes? You guaranteed have a Buyer, unless: 1. Your asking price is outrageous. Not likely as we've closed strategic sales that were 12x revenues. It doesn't get much more aggressive than that. 2. There aren't enough strategic or institutional buyers. Nope. The buyer market is wide with creative outreach. We've rarely tapped let's say 20% of our pool before successfully securing multiple qualified offers. (And we hold a 100% close rate). 3. You're so big ($1B+) that only a few have an opportunity to buy you AND they don't like you or your brand. Unlikely? More likely... 4. The outreach effort is nominal. Most brokers and M&A intermediaries boast a sub 40% closing ratio and far too many of them are "listing agents" -- whereby they list a property, announce it to a pool of buyers in their database and then "wait". We've seen deals that we normally turn around in 60-days with all-cash offers, take 18-months for "payment plan" deals closed by other firms. The results based on the experience and model employed is indeed apples to oranges. 5. How your business is presented (packaged) is not producing conversions. This too would then be a fault on your banker's side. We "spy on" the competition - it's business as usual on our end - and the typical prospectus and marketing collateral and followup materials are, well, embarassingly slim from, well, everybody. I've never encountered a problem with "the market" (the strategic buyers) and we've sold very niche and distressed properties. We have declined taking on deals where the asking price was a number picked out of la-la-land (in which case we offer complimentary guidance, feedback and let them pursue other avenues for closing the deal - which basically never happens at that asking price)... but that's a sensible discussion and likely one that was already had. If your exit is sub-$100M, your asking price is reasonable (even if aggressive), your business is indeed strong on its metrics, growth and brand value -- then any lack of offers sits with your banker. You're likely looking to play professional basketball but you brought in a kid from a high-school team. Skills mismatch. Upgrade your "player" and you'll move towards a win quite rapidly.

Hire an independent valuator. In the case of US companies, a 409A valuation has to occur at every priced financing round, so if you've had one done, that would serve as guide. But you might not even have the right to sell your shares. Your shares should be subjected to vesting and your voluntary resignation would likely cancel all remaining unvested shares. Even should you have shares to sell, if you have Preferred shareholders, it's likely that there are terms that might make selling your shares to a 3rd party difficult. Happy to talk in more detail about the specifics of your situation.

"Based on the success we are able to achieve" suggests, to me, you are looking at a price that will be tagged to an earn out provision. In other words, the price of the deal will be contingent on you achieving specific revenue targets in the future. If I'm reading this wrong, please correct me because it's an important piece of information. Early stage startup typically suggests a focus on revenue growth with minimal focus on earnings. The most valuable acquisitions will be those that have growth in the top quartile of the industry along with an EBITDA that is also in the top quartile. Companies with these will have the highest multiples. Revenue multiples are also a function of the industry and the general character of the market. Currently, the IPO markets are doing pretty well and the overall M&A market appears to be pretty solid making multiples equally solid. In terms of industry, the media publishing industry has moderate to slow growth depending on the segment. I'm assuming there is a social or online component to your startup which would suggest that it would be part of the new growth side of the market. Generally speaking, market growth averages are at about 8% for larger companies suggesting that new entrants should be able to sustain low to mid double digit growth over a longer horizon. "Growth rates", i.e. percentages, can be meaningless for very small companies. For instance, a company that grows from $25,000 to $250,000 in a year has a massive growth rate..... but the value may be very low due to lack of track record and overall profitability. As such, it can be very hard to estimate multiples. That said, if I were putting forth a hypothetical, it would be something like the following: Assuming: The company has over $1M in revenue and is growing at an average of 12 - 15% per year. Assuming: The company is profitable, but barely, say something in the 10% EBITDA range. Assuming: The company is a service company with few assets but is not subject to significant brain drain (key people leaving would result in devaluing the company). If any of the above are wrong, it can change things significantly. Revenue multiples might be in the 0.7 - 1.15x revenue on forward looking and .9 - 1.25 on a trailing level. EBITDA Multiples could be in the 8 - 10 times on a forward looking and 10 - 12 times on a trailing level. Take it with a grain of salt because there are a lot of factors you don't mention and more information is important to make a meaningful diagnosis.

I think the best place to start is your startup's net worth which includes all assets, the salaries of your staff, and total sales. Say for instance, your business' net worth is $300,000. That's a good middle ground starting point, but your price to this other company can rise or drop from there. The next step would be to study your competitors and see if you can estimate their approximate net worth. If you can research about 3 to 5 companies in your competition and space, take the average, so the average could be $450,000 for instance. Next, have several meetings with this company and see how bad they really want you and how far they are willing to go to acquire you. When I say several meetings, you need to really see what they are willing to pay and compare it to your net worth and average net worth of your competitors. You may be able to go higher from there and let this company negotiate your price down. Be prepared to show them the average net worth of your competition and yours, but only show them the higher figure so they can negotiate your price down. Have an absolute lowest price that you are willing to go to sell. Good luck. Bruce