Great stuff. Bonus karma for "w/r/t" and Trados. A few thoughts: Risk is also a big part of shareholder value. Some stockholders may want exposure to an operat

Great stuff. Bonus karma for "w/r/t" and Trados. A few thoughts: Risk is also a big part of shareholder value. Some stockholders may want exposure to an operation in the company's industry that isn't highly correlated to the market en masse, with higher risk and possible reward. (This is akin to the VC outlook, backed by redemption rights to pull the plug on any would-be "lifestyle businesses". It also sounds in Trados.) Others, including insiders, may have no way to diversify portfolios that are very heavy in the company's stock, and so prefer less or different risk. You hint at this by your comment on short-termism of careerist managers, and implicitly by picking stock price (rather than, e.g., book) as value. The trouble with market value of securities is that potential purchasers are diverse in their risk appetites and so value diversely. A buyer and a seller might meet at a price by very different calculations. A price of $x per share doesn't mean that all prospective buyers would value the security at $x, or even that all current holders value at $x. Increasing $x by taking risk that's at odds with shareholder A's portfolio needs doesn't benefit A like it benefits others who need that exposure, especially if A can't efficiently trade for a more suitable substitute. With respect to acqui-hires, I've seen enough variety and change to wonder whether I've enough firm ground to park a generalization. I've yet to hear of a structure that's purpose-built for locking in people so VCs can extract ransom on acqui-hire (perhaps using debt?). In terms of hired employee talent, there isn't much in the way of leverage against the at-will nature of employment and acqui-hirers' willingness to buy out options and sweat equity. Especially in a state like California that doesn't enforce many non-competes, that raises the question of why the hiring bother with acquiring at all. All sides involved---VCs, companies, and personnel---may be eyeing other benefits. As an entrepreneur (or an investor), "acquired" sounds much better than "abandoned". Talent likes to walk a bridge, rather than take a leap of faith, and keep good teams together. VCs would rather have a runner, but as dogs go, it's not so bad to put more of "your people" in a large company with cash to spend. It may be easier to buy with stock or options than justify an out-sized compensation plan award to existing employees. All the deals I've seen seem "personal" in these kinds of ways. Maybe the personal touch is the real story. Maybe it's just what I've seen and heard. Concerning alignment in start-ups, I think it's worth pointing out that a lot of language goes into aligning those involved, resulting in potentially many series of diverse equity securities, plus notes and other instruments in between and all around. Everybody wants to get rich, sure, and when people are getting rich, even board meetings can be fun. Nothing like a new-money down-round to remember the house is built on fault lines.