Editor’s note: Tomio Geron is head of content at startup Exitround and was previously a staff reporter for Forbes and Dow Jones VentureWire. This is part of a series of posts on the tech M&A market. Follow him on Twitter @tomiogeron.
As a founder, Kristian Segerstrale has had two successful outcomes. An expert in gaming, he cofounded Macrospace, which merged with Sorrent then was renamed Glu Mobile. He also was cofounder and CEO of Playfish, which was acquired in 2009 by EA for $400 million. He is now a co-founder at Initial Capital, which led the seed round in Supercell among others.
I caught up with Segerstrale to get his thoughts on how to manage acquisitions and make them successful. There are many facets of an acquisition, but Segerstrale focuses on the individual people involved and the often-overlooked things that can keep a team from leaving after an acquisition.
First, when you combine your company with someone else’s, you are getting married in a very real sense. It pays to spend a lot of time courting first. “Spend as much time with the acquirer as possible, specifically the CEO,” Segerstrale says. “You should talk about the business, but more importantly about values and culture to understand whether the companies are likely to be successful working together.”
It’s worth it to invest this time before an acquisition. If you don’t, you could end up being acquired and spending a couple “miserable” years with a company watching your baby gradually wither to nothing as a result of a poor fit, he says. “I’ve seen it happen, and I know that’s a horrible place to be.”
Up Close And Personal
Getting to know all levels of the buying company is critical. Not just the senior level management but as many of the people in the company you’ll be interacting with as possible. This can help you stay in control after the acquisition and help you decide which departments you would work with more closely and which to avoid. If necessary, find a way to split the task with a co-founder so that one of you can run your company, leaving the other to explore how to best leverage people and resources within the company you’ll be joining.
Ultimately, what keeps founders and employees happy after they’re acquired is not just the financial considerations but other things like finding a meaningful way to contribute to a company’s direction and learning interesting things. “For entrepreneurs,” Segerstrale says, ”at least as important as the monetary dreams and aspirations of an acquisition is: does the buyer have similar approaches to company-building and long-term vision?”
Segerstrale also says that talent determines outcomes in rapidly changing marketplaces, which is where acquisitions most often occur. As CEO on either side of the transaction, you should look at everything through the lens of your key talent. Acquisitions often fail because the combined new management team fails to get the key talent engaged, he says.
“When you structure your deal, keep in mind your star coder, artist or architect. How can you set everything up, financially and otherwise, to keep your star talent as long as possible? How can you make life post-acquisition as exciting as it can be?”
Founders have to give employees something to believe in. Explain your new vision and how this is an exciting thing and make it real to your key talent. Star talent values the autonomy and impact they have at startups. Find a way to preserve that in the new set up and you will have the best chance at keeping them for as long as possible.
“There are often a lot of empty words in acquisitions,” Segerstrale says. “Employees are going to look at you and try and figure out if you’re still calling the shots or not. Make sure you do. They’ll hear from the acquiring company CEO also so those messages have to match.”
No financial retention package can replace or replicate the intrinsic motivation of a hungry startup. Sometimes it can be hard to get the buyer to agree to some of these culture issues. But often it’s just as important as the financial terms. It can be worth reminding the acquiring CEO that retaining culture and “how things are done” is critical to the talent and the performance of the newly acquired entity.
“In the end, you set up your venture to change the world and likely to work with people you like in an environment and culture you enjoy,” he says. “Your employees likely joined you for the same reasons. Keep those things true and you have the best chance to succeed even post an acquisition.”
One example of how an acquisition can stumble on a seemingly simple issue is integrating two companies’ levels, titles and compensation systems. People often don’t care about this pre-acquisition where titles mean little, but once you integrate, people do care about how they compare to peers.
In other words: “Am I a director or senior director?” “Level 21 or Level 23?” Every ounce of energy spent worrying about that is lost from worrying about product or customers, Segerstrale says. He advises even keeping separate email addresses if possible. “Get a commitment not to touch those things. Or don’t integrate with the HR of the acquiring company until you are ready. The less you distract talent with a changing personnel situation the more likely you are to succeed.”
Too Much Or Too Little?
This is not to say you shouldn’t integrate on some level with the acquiring company. After all there was some business logic in the deal in the first place – some reason it makes sense for these two companies to be one. And sometimes the right answer is to integrate everything on the first day, but sometimes it’s not. “In one of my companies I was so worried about disruptions that I ended up missing many opportunities to grow the business,” he says.
Your level of integration needs to be consistent with your mission. For example, one reason for your integration may be to combine your startup’s tech expertise with a big brand buying you. But, Segerstrale says, delivery of that requires a certain level of integration that you will then simply have to execute on. Integrating too slowly will undermine your performance just as surely as integrating too rapidly will.
Keeping your staff informed is key throughout the process. You want to create an honest narrative about why this acquisition is exciting and why you’re doing this, he says. “Don’t pretend tomorrow is going to be the same. Be honest and say: this one adventure is ending and another is starting. Celebrate the journey this far and then start again from scratch and take nothing for granted. Cajole them, seduce them and explain to them that this new thing is just as exciting and interesting.”
The staff will look at you and implicitly think, “Is my CEO going to stick around?” and “Does what s/he says count?” So make promises you can keep, Segerstrale says. “The worst thing is to say that things are going to be just like they were before or to make a commitment you can’t keep.”
The small things can make a big difference, Segerstrale says. Say you had free fruit at your startup and you told employees they will still get it at the new company. But then the acquiring CEO says you can’t. “If you have to break a promise to staff, you’ve lost. If you break a promise about fruit, what does this mean about all the other future big things like company strategy?”
Segerstrale’s focus on talent also applies to his investments. With gaming companies, he looks primarily for the talent across the team. “In gaming you care more about the art director and the lead coder than the CEO. The CEO matters a lot once the company becomes successful, but before you have a product out the CEO only matters to the degree they can contribute to the first product and retain the key talent working on it.”
The likelihood of a gaming startup being successful is much higher if the team worked together before. Especially for game companies, the product is the soul of the team. “Looking at the product is like looking the team in the eye – you get an intuitive feel for who they are and what they care about,” he says.
Asked about how he deals with conflicts over selling a portfolio company, Segerstrale says his firm, which was recently involved in the $1.5 billion Supercell-SoftBank deal, always supports founders. “We are unequivocally supportive of what founders want to do. We try to be helpful. We give our thoughts on tactics and who’s worth talking to, and who’s not. But ultimately we’re entrepreneurs ourselves, so we think of ourselves as an adviser or helper to frame decisions. But ultimately it’s the founder’s call.”
Initial Capital only invests its own money and doesn’t take outside capital, Segerstrale says. “We think of ourselves more as co-founders of companies we invest in than financially motivated investors. We don’t have any fund logic to worry about because we’re investing our own money. We don’t have to worry about raising another fund. That gives us complete freedom.”
He’s still looking for gaming companies and believes you can still build massive businesses, pointing to examples like Supercell. But he says much of gaming is a mature market and requires a focused plan. “It’s no longer early in mobile. You can no longer raise a tiny amount of money and hope to get there.” Initial Capital also invests in the broader app ecosystem, including Internet of Things, consumer health and enabling technology-oriented companies.
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