
Ask HN: Help with acqhire from EU by US company? - throwaway_asker
I&#x27;m a european single founder working on a niche startup and have received an acqhire offer from a US company. The package is vested equity (a mix of shares and options), no cash and is conditioned by my employment in the EU subsidiary of the company (different country than I currently live in).<p>I&#x27;m not sure if this is a good offer or not and this is largely conditioned by what taxes apply as I might not be able to pay them. My work contract would be with the EU subsidiary of the company, but the equity is held and transfered by the US company.<p>Is receiving equity through a vesting program a taxable event in the US? Is my situation any different from the typical vesting situation from a taxes point of view?<p>In my current country of residence this is not taxable and there is also a double-tax treaty with the US. Would it make sense to set up a holding company here and use it for equity transfer or do things really not work that way?<p>Any thoughts &#x2F; advice would be appreciated!
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niccolop
Firstly, have you spoken to a lawyer/accountant? This is complicated enough to
justify a conversation.

Secondly, what type of options? IRS has a short piece about taxation on
options here:
[https://www.irs.gov/taxtopics/tc427.html](https://www.irs.gov/taxtopics/tc427.html)

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throwaway_asker
Thanks for the link. Not sure about the type of option from that
classification, it wasn't mentioned in the offer.

So far I've only talked to local lawyers and accountants. Will consider
contacting a US counterpart.

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niccolop
I would definitely recommend finding someone familiar with US stuff,
preferably in your country. If you are in the UK, my email is in my HN
details, and I can introduce you to someone.

Also, figure out what type of options, it matters.

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chatmasta
Are the options/shares for stock in the EU subsidiary of the US company, or
for stock in the US company itself?

Regardless, this is obviously a very complicated situation... Talk to a
lawyer. And maybe try to negotiate some cash into the buyout so you can pay
the legal fees.

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mtmail
What is the US company buying? Do you have a EU company they're buying? Or is
the package you describe an employment only while they don't really care about
any products you created? Who is receiving the shares&options, you a person,
or you a company?

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throwaway_asker
I do have a EU company and the offer is for the IP it currently holds. They
want the product I've created and me to integrate and develop it further. The
domain is quite niche, it would not be easy for them to find someone else to
work on this product.

Reception of the shares & options is not yet settled, it can be either way.

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PaulHoule
Cash rules everything around me.

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ffggvv
It's nice to have EU companies, why selling it to an USA one? If it's niche
and they have a hard time to employee someone else to develop it then go on
with your company.

