NewCo Term Sheet Negotiation: A Case Study
Welcome! This is an interactive case study designed to simulate a real-world negotiation between a technology startup and a corporate investor. It is intended for law students, business students, and entrepreneurs who want to better understand the dynamics of venture financing and intellectual property commercialization.
Case Overview
NewCo, a promising startup founded by two ex-employees of a tech giant, has developed a groundbreaking software technology. BigTech, their former employer, owns the core intellectual property and has offered to invest it into NewCo in exchange for a significant equity stake.
You will take on the role of either NewCo or BigTech to negotiate the critical terms of this deal.
How to Proceed
Please work through the modules in order to understand the facts, analyze the deal, and prepare for the negotiation.
Case Study Modules
- Module 1: Foundations – The Setup & The Stakes
- Module 2: The Deal – Deconstructing the Term Sheet
- Module 3: The Exercise – The Negotiation
- Module 4: Financials - Pro Forma and Proejctions
- Module 5: Pitch Competition
You may find it helpful to review some tips on negotiation skills and tactics.
For Instructors & Facilitators
A complete guide with learning objectives, confidential information, and debriefing questions is available here: