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Brightcove Acquires Zencoder (YC W10)

blog.zencoder.com

31–38 of 38 posts

Re: Brightcove Acquires Zencoder (YC W10)

#31
post #15

Earlier quoted context omitted.

Maybe I misunderstand the term in this context, but this doesn't seem like an exit.

M&A is the most common exit (other than failure). Even if a company like woot continues basically unaltered after amazon buys them, it is an exit from the perspective of venture investors.

I see. That makes sense, thanks.

Re: Brightcove Acquires Zencoder (YC W10)

#33

I love ZenCoder. The product is awesome and their company culture/fast dev cycle/docs/api is one we should all try to mimic (i.e, the CEO gets onto sales calls and answers tech questions. WHAT!?). I know that they are promising not to pull a Sparrow, but with all of the aqui-hires lately- I'm scared. Please don't make me go back to a homebrew ffmpeg setup- there aren't many good competitors in this space!

Hi Steve - we have express plans to _not_ shut down or make you go back to a homebrew setup. This isn't an aqui-hire; Brightcove is getting into the encoding API market. Hope to work with you for many years to come.

Congrats Jon! What wonderful news. We still need to grab dim sum with our families!

Re: Brightcove Acquires Zencoder (YC W10)

#34
post #29
post #25

Earlier quoted context omitted.

This is why you excise your options early.

Except .. there were no options involved. And even if there were, exercising earlier or later makes no difference. Since shares of the acquired company were exchanged for shares of the acquiring company, the IRS considers this a tax event. Regardless of whether you have already exercised or not, as far as taxes are concerned, it is equivalent to the case in which you sold the acquired company's shares, and bought the…

I'm sure what you say is true, but it's seems a bit rough for it to be a tax event if you are locked out of liquidating for six months. I guess you could have hedged or something.

Re: Brightcove Acquires Zencoder (YC W10)

#35
post #29

Earlier quoted context omitted.

Except .. there were no options involved. And even if there were, exercising earlier or later makes no difference. Since shares of the acquired company were exchanged for shares of the acquiring company, the IRS considers this a tax event. Regardless of whether you have already exercised or not, as far as taxes are concerned, it is equivalent to the case in which you sold the acquired company's shares, and bought the…

I'm sure what you say is true, but it's seems a bit rough for it to be a tax event if you are locked out of liquidating for six months. I guess you could have hedged or something.

> it's seems a bit rough for it to be a tax event if you are locked out of liquidating for six months.

Life is not fair. And the tax code is totally ridiculous.

> I guess you could have hedged or something.

A prior version of rule 144 explicitly stated that any kind of hedging is unlawful. The current revision is unclear on that. My counsel advised me against doing anything, as (in the extremely unlikely case of an SEC inquiry) my representation would cost several times the profits I would have insured. (And .. I had no reason to expect a 50% drop, practically overnight, a couple of months after the deal went through).

There's apparently complex ways to legally avoid the tax event until your profits are realized, which are worthwhile if you're a big VC or something and manage tens of millions of dollars. But they would probably trigger an audit and the IRS deciding you are cheating if you do that as an individual.

Romney can afford these things. I can't. The tax code is completely borked.

Re: Brightcove Acquires Zencoder (YC W10)

#36
post #35

Earlier quoted context omitted.

I'm sure what you say is true, but it's seems a bit rough for it to be a tax event if you are locked out of liquidating for six months. I guess you could have hedged or something.

> it's seems a bit rough for it to be a tax event if you are locked out of liquidating for six months. Life is not fair. And the tax code is totally ridiculous. > I guess you could have hedged or something. A prior version of rule 144 explicitly stated that any kind of hedging is unlawful. The current revision is unclear on that. My counsel advised me against doing anything, as (in the extremely unlikely case of an S…

Have "other" people hedge it for you. This is how the big boys do it on Wall Street.

Re: Brightcove Acquires Zencoder (YC W10)

#37
post #36
post #35

Earlier quoted context omitted.

> it's seems a bit rough for it to be a tax event if you are locked out of liquidating for six months. Life is not fair. And the tax code is totally ridiculous. > I guess you could have hedged or something. A prior version of rule 144 explicitly stated that any kind of hedging is unlawful. The current revision is unclear on that. My counsel advised me against doing anything, as (in the extremely unlikely case of an S…

Have "other" people hedge it for you. This is how the big boys do it on Wall Street.

Well, if you're willing to run afoul of SEC regulations, you can do much more lucrative things, like manipulate the LIBOR, provide inside information to select customers and use it yourself :)

(And what do you know - the big boys on Wall Street actually do those lucrative but not really legal things!)

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