The Data Package Your Potential Acquirer Requested Is a Fishing Expedition
W. OseiSomeone from a Fortune 500 corp dev team emails you. They've been watching your progress, they say. They'd love to explore a potential acquisition. Could you share your technical data package so they can bring it to the science team?
Photo by Google DeepMind on Pexels.
You feel the adrenaline. You tell your co-founder. You start refreshing your inbox.
Stop. Before you send a single slide, understand what's actually happening here.
Corp dev teams at large companies run what amounts to a continuous intelligence operation. They identify promising startups, request data under the guise of acquisition interest, and use that data to brief their internal R&D teams. Sometimes the interest is genuine. Often it isn't. Either way, by the time you find out which situation you're in, your most sensitive technical details are already inside their firewall.
This isn't paranoia. It's a well-documented pattern in medtech, materials science, and industrial biotech. A startup shares a data package. The acquisition conversation stalls after two or three calls. Six months later, the acquirer's internal program announces results that look suspiciously familiar.
So how do you tell a real buyer from a data tourist?
Watch what they ask for first. A genuine acquirer at early stages wants to understand market position, customer traction, and team composition. They're building a business case internally before they go deep on science. A fishing expedition skips straight to process details, formulation specifics, or performance benchmarks under controlled conditions. If the first ask is a full technical dossier, that's a red flag.
Ask for a term sheet or a formal NDA with teeth before sharing anything material. A standard mutual NDA is almost useless here. You want specific language about what data can be shared internally, with whom, and for how long. You want a survival clause that lasts beyond any non-consummation of a deal. Most corp dev contacts will push back on this. Let them. The ones who are serious will negotiate. The ones who were fishing will go quiet.
Require a named internal sponsor. Anyone can send a cold inquiry from a corp dev inbox. A real acquisition process has a business unit champion who owns the strategic rationale. Ask early: who internally is advocating for this? What problem does acquiring us solve for them? If the answer is vague or deflected, the process has no owner and therefore no future.
Here's a rough picture of how a legitimate acquisition inquiry should progress versus what a fishing expedition actually looks like:
graph TD
A[Initial Inquiry] --> B{Ask for internal sponsor and problem statement}
B --> C[Vague answer or deflection]
B --> D[Clear business unit owner named]
C --> E[/Likely fishing expedition/]
D --> F[Mutual NDA with specific carve-outs]
F --> G[High-level deck only]
G --> H((Formal LOI or pass))
Notice that the technical data package never appears until there's a formal letter of intent. That sequencing is intentional. You're not being difficult. You're running a real process.
One practical move: build a tiered data room. Tier one is your investor deck with no proprietary process details. Tier two adds summary performance data and market validation. Tier three contains actual IP-adjacent information and only opens after an LOI with price guidance is signed. When someone pushes to jump from tier one to tier three in the first week, you know what they're after.
Your legal counsel should be involved before you engage, not after. I know that feels premature. It isn't. A thirty-minute conversation with an M&A attorney before you respond to that first email costs a few hundred dollars. Discovering your data was used to internally justify killing your technology as a competitive threat costs you the company.
One more thing worth saying plainly: corp dev people are professional at this. They will be friendly, responsive, and enthusiastic right up until they have what they need. Warmth is not validation. Responsiveness is not commitment. The only thing that means anything in an acquisition conversation is a signed document with money attached to it.
Protect your work. Run your own process. Let them prove they're buyers before you act like they are.
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