Answer

READY FOR JASON: Ask Page — What are strategic alternatives and when should a founder consider them instead of an outright sale?

TL;DR

Quick filter: - Need cash now + company is growing fast: Secondary sale (keep equity, get some liquidity) - Want to take chips off + keep running it: Recap (PE buys controlling, you stay and earn) - Don't want to lose control + need capital: Minority investment - Want clean exit

Context: A venture-backed founder navigating an exit, raise, or capital decision.

Strategic Alternatives for Founders: All the Options Between Staying and Selling

"Exploring strategic alternatives" is usually corporate code for "we're selling." But for private company founders, it means something different: there are more paths from here than full sale or status quo, and most founders never seriously evaluate them.

What strategic alternatives actually include

1. Full acquisition . sell 100% of the business 2. Recapitalisation (recap) . PE or growth equity firm buys controlling stake (60–80%), founder retains equity and exits partially 3. Minority growth investment . investor buys 20–40%, no control change, provides capital and optionality 4. Secondary sale . founder sells personal equity, company stays independent, no company money changes hands 5. Strategic partnership with acquisition option . partnership agreement with a pre-negotiated acquisition clause at future price 6. IPO / direct listing . public markets exit path (typically $50M+ ARR required) 7. Merger . combine with a peer company to create scale for better exit

How to choose between them

The decision framework depends on three variables:

  • Personal liquidity needs: Do you need cash now, or can you wait 3–5 years?
  • Growth trajectory: Is the business growing fast enough to warrant staying in for a larger outcome?
  • Cap table alignment: Are your investors aligned on timing and outcome type?

Quick filter:

  • Need cash now + company is growing fast: Secondary sale (keep equity, get some liquidity)
  • Want to take chips off + keep running it: Recap (PE buys controlling, you stay and earn)
  • Don't want to lose control + need capital: Minority investment
  • Want clean exit now: Full sale process
  • Want maximum value + 3–5 year horizon: IPO track (if you qualify)

Recapitalisation . the most underused option

Most founders don't know what a recap is. It's the option where:

  • A PE firm buys 60–80% of your company
  • You receive a significant cash payment (first bite of the apple)
  • You retain 20–40% equity and continue running the business
  • PE adds capital and operational support for 3–5 year growth plan
  • Exit 2: you sell the remaining stake at a higher valuation in 3–5 years

For founders at $5M–$20M EBITDA who aren't ready to fully exit but want partial liquidity, the recap is usually the most value-maximising option. The second bite of the apple at a PE-grown valuation often exceeds the first.

When strategic alternatives are the wrong answer

  • When you're avoiding a decision ("exploring alternatives" as euphemism for not deciding)
  • When your cap table doesn't support a non-full-sale outcome (preferred liquidation preferences may require a full sale)
  • When the company is declining (strategic alternatives require a business that is still attractive)
  • When your VC investors need a full exit (fund lifecycle forces their hand)

How to evaluate your specific situation

The right option depends on:

  • Current ARR and growth rate
  • Profitability and EBITDA
  • Cap table: preferred vs. common, investor liquidation preferences
  • Investor alignment on outcome
  • Founder's personal financial position and timeline

CTA

Understanding which strategic alternative fits your specific situation is exactly what a Founder Clarity Session is designed for. In 30 minutes, Jason will map your options, give you honest probabilities, and tell you what each one requires.

→ Book a Founder Clarity Session: ExitBoard.ai/clarity → Ask My Board on ExitBoard.ai

Have a question about your business?

Get a personalized, cited answer from Jason based on 117+ nine-figure founder & investor conversations, free.

Related questions

Ask Jason about your business