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Philz Coffee close to closing deal to sell to private equity firm for $145M

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Re: Philz Coffee close to closing deal to sell to private equity firm for $145M

#21
post #5
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[flagged]

Did you seriously need an LLM to tell you PE buyouts never go well for the acquired company?

Crazy. IDK, do you think the company taken over by a strictly for profit entity that just completely wiped out the value of all common shares and employee held stock and options will lead to me getting a better cup of coffee?

...

Re: Philz Coffee close to closing deal to sell to private equity firm for $145M

#22
post #2

> “All Common Stock will be canceled for no consideration and all Options will be canceled and extinguished for no consideration” How is this even legal?

"In a liquidation, common stockholders receive whatever assets remain after creditors, bondholders, and preferred stockholders are paid." Coupled with what sounds like an already bad financial state of the company... I'm not claiming no foul play, but it looks like there is a reasonable avenue for what is happening.

The article implies that it's not a liquidation or bankruptcy, though, just a sale.

I don't know how you can buy a company without buying its stock from the shareholders, given that they are the owners of the company, but there must be some special circumstance that's not mentioned in the article.

Re: Philz Coffee close to closing deal to sell to private equity firm for $145M

#24
That sucks. It sucks that employees’s common stock will be cancelled. It also sucks that the vitality of the company will be drained. Maybe this was its destiny.

With investments they were able to furnish nice locations pretty well. Better than many normal franchises.

But perhaps that was overshooting and they will be brought back to financial reality by the PE firm —they’ll try to make it turn a profit at the expense of employees and customers but then again maybe it was existing on borrowed time (money).

At least, so far, it’s a slightly better story than the ice cream shop that grew too fast and then had a complete meltdown from the financial burden.

Re: Philz Coffee close to closing deal to sell to private equity firm for $145M

#25

Philz Coffee reportedly nearing a $145M PE acquisition. Just another "only in SF" story. Where your barista’s startup dream comes true, and the morning pour exits before your Series B.

Pretty sure the barista's startup dream wasn't to have the stock they own to be cancelled.

Re: Philz Coffee close to closing deal to sell to private equity firm for $145M

#27
post #20

> Dalla worked at Philz for nine years until last year, when he was laid off. He said that many longtime employees left around the same time as the company’s culture shifted to a more profit-driven, corporate culture. > On his way out, he said that CEO Sadarangani urged him against exercising his stock options — options that will now, barring changes to the current deal, be worth nothing. “I always assumed they would…

correct, not exercising them would have been better.

Re: Philz Coffee close to closing deal to sell to private equity firm for $145M

#29

Is there any good reason why preferred stock exists? It just seems like another tool to screw people over in favor of investors.

To entice investors? Im not a lawyer, but I assume you're perfectly free to try to raise money by selling common stock to investors?

Re: Philz Coffee close to closing deal to sell to private equity firm for $145M

#30
post #9
post #8

Earlier quoted context omitted.

A follow up question: how can I check that my own stock is not subject to the same terms? Can publicly traded companies do the same?

Of course. Common stock can always get wiped out by superior classes.

No, not always. Only under specific circumstances like preferences. There are pro rata terms and minority shareholder rights. Something smells fishy about the article, but I suspect it is the journalist’s ignorance.
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