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What an investment banker does and especially boutique investment bankers ([who] are guys that deal with smaller deals, up to $100 million) what they ll do is serve as the middleman, essentially creating an auction and [trying] to drive up any price. They ll help you negotiate the deal; they ll do all of that for you and then just take 2 or 3 percent of the purchase price. I had a pretty good experience with that with Bloglines.
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Livingston: How did you know that the time was right that you should be seri-
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ously considering selling Bloglines
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Fletcher: Because there was a lot of interest and Google was making rumblings
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that they were going to come out with something, Yahoo was making rumblings that they were coming out with something. I tend to be a lot more paranoid than I probably need to be. We weren t growing as fast as I wanted us to, and it came back again to users are really the only thing that you have with these types of companies that protects you, that makes you valuable. When somebody buys you, they buy you for the users and to a lesser degree the buzz. It depends on the acquisition. So it was a combination of factors that just felt like the right time. I knew no investment bankers and had never dealt with any of them before, so I asked my lawyer, who s a senior partner at Wilson Sonsini, for some names. He gave me three names. I interviewed all three, and I went with one because I liked them and they had just done another deal with Ask Jeeves, who I knew was the leader in this process right now. I knew that these guys had experience and they knew all the contacts there, so that s who I went with. That was probably in late October/early November of 04, and the acquisition was announced February 7 of 05.
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Livingston: Any other lessons or things that would be helpful for a founder to
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know about the acquisition process
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Fletcher: The biggest question is when to sell. Even with ONElist, I had acqui-
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sition offers 4 months into the company. Offers by websites that no longer exist. So I dodged a bullet. With ONElist, we were growing so quickly that it was like a no-brainer that we just shouldn t sell. And we didn t really have much in the way of competition back then, so it was basically hang on for your life and see how long you can go. With Bloglines, we weren t running nearly as fast as that. I was feeling there was competition coming. I do think we re kind of in a bubble again to some degree. Not in terms of money flowing into all these companies, but certainly . . . somebody put out the canonical list of Web 2.0 companies, and I think every company has like 30 competitors now or something like that. So I was just starting to see some of that. And actually, thinking back to this, all the press that we were receiving was wonderful, but it was also a double-edged sword. I remember thinking back then, Just leave us alone and let us grow for a while more before you hype us. You can t complain about it, but . . . there was a stretch where we were in the Wall Street Journal four times in 6 months. With ONElist, we were never in the Wall Street Journal, ever. I was joking with my PR person saying, So it s
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Mark Fletcher 243
been 2 weeks since we ve been in the Wall Street Journal. When are we going to be in again And she said, Don t you dare expect this kind of stuff forever. So you have to figure out when is the right time to sell, what you want out of an acquisition both in terms of money and whether you want to stay on. Would you be happy with somebody else running the company It s a very personal decision. And there are better times to sell than others. If nobody is talking to you, it s going to be hard to set up an auction and you re not going to get much money and you re not going to be happy about it. I think those are the main things. Then, in terms of selecting a banker, it s Who are you comfortable with; who understands your company One of the investment bankers I talked to had no clue what we did, didn t do any research to figure out what we did and was just unresponsive. Well, how is somebody, who is essentially going to be your representative, going to make a good sale of your company if they don t know what you do
Livingston: You were acquired by Yahoo and Ask. How does life change once you become part of these big companies Fletcher: There were differences. With Yahoo, I left at the acquisition, so I was never a part of Yahoo. With Ask, I stuck around for 14 months. Not that it was contingent on the acquisition in any way, it was just the right thing to do. If you compare the two companies . . . when eGroups was acquired by Yahoo, we were 150 people. I essentially hadn t played in the code base in a year, I wasn t running day-to-day operations, so it was very easy for me to go away. At the acquisition by Ask, there were two of us going over. It wouldn t be right, regardless of anything else, for me to leave. I wanted to make sure that the acquisition was viewed as a success for Ask 1 year later 5 years later, even. I ve learned that your reputation is very important, as an entrepreneur, as a tech guy in the Valley, and it s a good thing to worry about your reputation. I was very concerned about that, and so, when only two people are coming over and most of the knowledge was still in my head it wouldn t have been right for me to leave. So that s why I stuck around for a while, helped build up a team, made sure that the knowledge in my head was transferred to all of these other people, and that, when I did leave, the place wouldn t fall apart. Livingston: You said you started to get acquisitions offers very early on with ONElist. Is it hard to turn these down Fletcher: Sure. It s very flattering to have some company come up and start schmoozing you. It comes down to you have to figure out what you want to do with your startup and your life. With ONElist, it was very easy I didn t even have to make the decision just to keep going as long as I could, because I knew I was creating all this value from the users. Otherwise it just comes down to the intangibles I guess. If you like the people you re talking to, if you think you re getting a decent deal. But what is a decent deal It s the most money you can get, right But what is that Nobody knows. Livingston: It s a confusing situation for a lot of founders.
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