Bottom-Fishing Acquisitions and Catching Falling Knives

As mentioned in my recent Curse of the Megaround post, some companies that find themselves flush with cash and under heavy pressure to grow, decide to embark on dubious acquisitions to help shore up the growth story.

As one reader it put it, you can summarize your megaround post with the simple phrase “much money makes you stupid.”  And it can.  Thus, as the old saw goes, fools and their money are soon parted.

What separates good from bad acquisitions in this context?  As a general rule, I’d say that when high-growth venture-backed companies acquire firms that would otherwise best be acquired by private equity, it’s a bad thing.  Why?

Firms destined to be acquired by private equity follow a typical pattern.

  • They are old, typically 10+ years
  • They have tried multiple iterations on a strategy and none has worked
  • They have a deep stack of technology built over the years but most of which could be quickly replaced with modern, often open source, standard components
  • They tend to get strategically inverted — starting out with “what we have” as opposed to “what the market wants”
  • They have gone through several generations of management teams
  • Basically, they’re turnarounds

So private equity funds bottom-fish these opportunities, buy companies for a fraction of the total invested venture capital, scrap most of the original dream and either [1] double down on one core piece that’s working or [2] roll the company up with N adjacent companies all selling to the same buyer.

This is hard work.  This is dirty work.  This is “wet work” involving lots of headcount changes.  And private equity is good at it.   In one sense (and excluding private equity growth funds), it’s what they do.

High-flying VC backed startups are simply the wrong types of buyers to contemplate these acquisitions.  In the core business, it’s all about grow, grow, and grow.  In the acquired business, it’s all about cut, cut, cut and focus, focus, focus.  These are two very different mentalities to hold in your head at one time and the typical fail pattern is apply the grow-grow-grow mentality to the broken startup that repeatedly hasn’t-hasn’t-hasn’t.

The other failure pattern is what I call the worst-of-breed suite.  This happens when a player in space X acquires a two-bit player in space Y, hoping to “get a deal” on a cheap technology they can then sell to their customers.   The vendor is thinking “I can sell more stuff through my existing channel.”  However, the customer is thinking “I don’t want to use a worst-of-breed product just because you decided to acquire one on the cheap.”  Moreover, with easy of integration of cloud services, there is typically no real integration advantage between the cheaply acquired product and a third-party best-of-breed one.

On Wall Street, they say that bottom-fishing falling stocks is like catching falling knives.  For high-growth startups, trying to bottom-fish failed startups is pretty much the same thing.

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