Fortune | FORTUNE 前天 19:59
The Windsurf and Scale deals underscore a fragile reality for startup employees
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近期,几起大型科技公司对初创企业的收购(特别是“acqui-hire”交易)引发了广泛争议,其核心在于交易过程中对原有员工的待遇和股权公平性问题。Meta收购Scale AI和Google收购Windsurf的案例中,创始人或CEO的离开以及大量员工被排除在交易之外,引发了对创始人与员工之间社会契约的质疑。这种做法不仅损害了员工对公司未来发展的信心,也可能影响未来初创公司吸引人才的条件。专家指出,创始人诚信和透明沟通至关重要,而公众舆论和市场反应或成为维护员工权益的潜在制约力量。

💼 **创始人与员工的社会契约面临挑战:** 员工加入初创公司往往基于对公司愿景、创始人能力以及未来股权增值的信心。然而,近期一些“acqui-hire”交易中,创始人或CEO在交易中获益并离开,却将大量员工和公司留给不确定性,这动摇了这种基于信任的契约关系。

⚖️ **Windsurf事件引发员工权益担忧:** Google对Windsurf的收购,因排除了约250名员工,尤其引发了广泛不满。这不仅关乎员工的股权利益,更在于创始人是否对追随他的员工负有责任,以及这种行为对未来初创公司招聘和员工忠诚度的潜在负面影响。

🚀 **创始人诚信成为关键考量:** 面对市场变化和潜在的收购机会,创始人应如何处理与员工的关系变得尤为重要。如同船长不能弃船,创始人应展现出责任感和诚信,在交易中尽可能照顾员工的利益,这比以往任何时候都更能决定员工是否愿意“同舟共济”。

💡 **市场反应与公众监督的重要性:** 尽管监管机构可能不会立即介入,但如Windsurf事件引起的公众广泛讨论和批评,已经成为一种重要的市场监督力量。这种对公平性的呼声,有望促使行业内形成更明确的标准,确保在公司交易中,所有参与者,特别是早期员工,都能获得公平对待。

The employee takes a risk, joining a new company, in many cases one that doesn’t have proven revenue or a secure future. They join for the mission, the chance to take a seat on a possible rocket ship, and to work with a founder or set of cofounders they believe are exceptional. And of course, they join for the upside—the belief that the equity in a company that they take on as part of their compensation will actually be worth something in the end, that the founders they’ve risked their careers for will advocate for as many of their people as possible in the event of an exit.

“If that social compact fails, the whole system fails,” said Daniel Dart, founder of Rock Yard Ventures. 

And this social contract has been under pressure in recent days and weeks, as multi-billion dollar acquihires take CEOs and cofounders away from the companies they’ve founded—leaving behind companies with uncertain futures and in many cases hundreds of employees or more. We’ve seen two notable cases in quick succession: Meta’s $14 billion deal for 49% of Scale AI, which moved Scale CEO and cofounder Alex Wang to Meta, and Google’s $2.4 billion acquihire of Windsurf, a deal that left many employees behind—who then soon would see the remains of their company acquired by Cognition. 

People are mad about Scale, sure—the company laid off about 200 staff members this week—but people are really incensed about Windsurf, a deal that excluded about 250 employees, fostering concerns not only about equity (in all senses of the word) but for what this means about the relationship between founders and their employees. 

“I think the cascading net effect of this sort of situation is that it’s actually going to change what those early conversations with employees are like at startups,” said Dart. 

To Amplitude CEO and cofounder Spenser Skates—who’s conducted both acquihires and acquisitions really recently—the Windsurf deal stands out as egregious. He likens it to a captain abandoning ship, comparing the situation to Francesco Schettino, who in 2012 fled the capsized Costa Concordia, leaving behind passengers and crew. 32 people died in the disaster. Incidents like Windsurf, Skates says, show why it’s more important than ever for employees to think hard about the founder they’re throwing their lot in with. 

“I think employees should ask the CEO and founders straight up: Are you going to leave? It’s crazy you have to do that,” said Skates. “But I think the character and integrity of the founders matters way more than ever.”

I asked Henry Shi, Super.com cofounder, if startup employees will start thinking differently about their hiring terms as deals like this happen more frequently. 

“Yes, but unfortunately I’m not sure if they have many options or leverage,” Shi wrote via email. “Especially given the market dynamic between labor and capital as we approach economic AGI, early employees may not have that much leverage—except by starting their own companies.”

Because equity is what a founder makes it.

We’ll see more of this as the M&A marketplace continues at “AI speed,” said David Shim, CEO and cofounder of Read.ai via email. And we have, in fact, seen deals of this ilk before, from Microsoft’s acquihire of Inflection to Amazon’s of Adept. And, in the end, the fact that social media was so abuzz may actually be a good thing for startup employees. It means people still want the innovation economy to benefit all its participants. 

Given that antitrust regulators don’t seem poised to police these kinds of deals anytime soon, the public reaction may indeed be one of the few guardrails. 

“What we saw with the Windsurf deal was the ecosystem getting up in arms about the fairness for employees, which should create some sense of comfort,” said Yohei Nakajima, general partner at Untapped Capital. “While breaking up companies isn’t necessarily bad, it’s important that everybody gets their fair share— and especially if these types of deals continue, I’d hope to see more standards around how these get treated.”

See you Monday,

Allie Garfinkle
X:
@agarfinks
Email: alexandra.garfinkle@fortune.com
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Venture Deals

- Hadrian, a Torrance, California-based AI-powered manufacturing company, raised $260 million in Series C funding. Founders Fund, Lux Capital, and Morgan Stanley led the round and were joined by Altimeter, 1789 Capital, Andreessen Horowitz, Construct Capital, 137 Ventures, and others.

- Lovable, a Stockholm-based AI-powered app-building platform, raised $200 million in Series A funding. Accel led the round and was joined by existing investors 20VC, byFounders, Creandum, Hummingbird, Visionaries Club, and others. 

- Bedrock Robotics, a San Francisco-based autonomous construction technology company, raised $80 million in seed and Series A funding. Eclipse and 8VC led the rounds, and were joined by Two Sigma Ventures, Valor Equity Partners, NVentures, Crossbeam Venture Partners, Raine Group and more. 

- Quandri, a Vancouver-based AI-enabled insurance servicing platform, raised $12 million in funding. Framework Venture Partners led the round and was joined by Intact Ventures and existing investors FUSE and Defined Capital. 

- StrongestLayer, a San Francisco-based cybersecurity company developing AI-native email security and human risk solutions, raised $5.2 million in seed funding. Sorenson Capital led the round and was joined by Recall Capital. 

- Confident Security, a San Francisco-based startup building provably private AI inference technology, raised $4.2M in seed funding. Decibel led the round and was joined by South Park Commons, Ex Ante, and Swyx.

- Fiber Elements, a Leoben, Austria-based startup specializing in automated basalt fiber manufacturing, raised €2.6 million ($3 million) in seed funding. LEA Partners and Amadeus APEX Technology Fund led the round. 

Private Equity

- Stonepeak invested $1.3 billion in Princeton Digital Group, a Singapore-based developer and operator of internet infrastructure. 

- KKR acquired a minority stake in SupplyHouse, an Melville, New York-based e-commerce distributor of HVAC, plumbing, and electrical products. Financial terms were not disclosed. 

- AIS, backed by Blue Delta Capital Partners, acquired Dorrean, a Reston, Virginia-based mission services and consulting provider to federal government agencies. Financial terms were not disclosed. 

Other

- Blue Owl Capital (NYSE: OWL) acquired South Reach Networks, a Miami-based telecommunications infrastructure provider, from Turning Rock Partners. Financial terms were not disclosed. 

- Hexaware Technologies acquired SMC Squared, a Plano, Tex.-based IT offshoring organization, for $120 million. 

- Vanta acquired Riskey, a Tel Aviv-based risk monitoring software company. Financial terms were not disclosed. 

FUNDS + FUNDS OF FUNDS

- Banyan, a New York City-based venture firm, raised $10 million for its first fund focused on AI startups. 

PEOPLE

- Advent International, a Boston-based private equity firm, hired Frank Roe as operating partner. Previously, he was the CEO of SmartBear.

- 65 Equity Partners, a Singapore-based private equity firm, hired Sean Murphy as partner and co-head of U.S. business. He previously was partner and co-head of Harvest Partners Structured Capital Fund.

- Madrona, a Seattle-based venture capital firm, promoted Sabrina Albert (Wu) to partner. She was previously a principal at the firm. 

- Battery, a Boston-based technology-focused investment firm, promoted Justin Rosner to partner. He previously was a principal at the firm.

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