Koprol – The Inside Story. Part 4

Part 3 :: http://www.nokpis.com/2014/03/04/koprol-the-inside-story-part-3/

The process for acquiring Koprol was kind of a chaotic one at best. For my part all I could do is step aside and let the corp development team work their magic. I was involved in helping to complete the technical due diligence process and to act as a chaperone for all the comings and goings to the Koprol team. I was not involved in any of the deal negotiations at all since that is the responsibility of the corp dev team and by design the people agreeing to the tech or the initial product desire are not involved. This is to keep it from getting personal and to make sure there is no funny business.

One of the big worries was how much strain the acquisition would put on such a small company since the needs and wants of the Yahoo deal could easily put too many requirements on the small team. My singular worry was that in the event the acquisition did not go through how would Koprol survive? This one was tough cause the due diligence process and the post acquisition integration needs were already keeping the senior management quite busy but the rank and file needed to keep working like nothing would happen. So my goal, not sure I kept it, was to try and stay close enough to keep the acquisition moving forward and to help mitigate any issues while encouraging the team to keep building according to their plans and goals. Of course I was in and out of their office all the time and was talking to the management team daily. There was much to do in both prepping for the acquisition and planning for post acquisition activities.

At this point the process of closing the acquisition was in place and it was just going to take time on the due diligence side plus working through the negotiation and legal process. So in other words I sat back and let the corp dev machine do their thing. We had lawyers, integration specialist, security specialists and even had the Yahoo APAC marketing team working on the acquisition message plus post acquisition marketing. Even the outside PR companies were brought in – will talk about the post acquisition press plans later. It felt pretty incredible but also scary as shit since anything could go wrong and of course something did.

This is something never mentioned in the press or the public story cause no one was suppose to talk about it, it nakedly exposes how big companies are so messed up, but as we neared the due date we suddenly lost our core sponsor. To be clear the due date is the CFO of Yahoo being presented with all the info, the price, the plans and then deciding at the moment to sign or to bail. My feeling was as we neared this point there was no bailing out but turns out even at this juncture it is quite easy to not close the deal.

As I stated in the beginning the person running product at the time and who also was overseeing the IGTF was the sponsor of the deal. Without a sponsor there is no deal but I never really thought about what would happen if prior to closing the deal we would lose our sponsor. I don’t blame our sponsor at all – life goes on and people leave companies and at that point more people were leaving Yahoo than ever. Of course the sponsor did the best he could to transition the deal and to make sure that the CFO knew what was going on but unfortunately at big organizations the sponsor is key and without the sponsor deals generally just die.

I remember the call with trepidation – all of us involved with deal, on the line from various corners of the world with the CFO making a case that the deal was almost concluded, the IGTF would go on, the corp dev team was still for the deal but that yes – we lost the sponsor. Shit. Already I was coming to grips with how to tell Koprol and how to unwind something that was months in the works. I was a nervous wreck. The Indonesian country manager and I were discussing how to tell the market if the news leaked out that we tried to buy Koprol but pulled out knowing that no matter what we would say the market might paint us as the big evil company. Keep in mind, as stated before, Yahoo already tried to by one Indonesian company but pulled out for various legit reasons.

What can I say other than I am very thankful that at the time the APAC Yahoo management, who used to carry a lot of power, decided to lobby heavily to keep the deal alive. They had plenty of good reasons – Yahoo could use a good SEA story, Indonesia was (is) a hotspot and the ramifications of a failed deal might be worse than a small deal, closed, possible going south due to a lack of sponsorship. In theory APAC stepped in to play the sponsor role. It took a lot of convincing and unfortunately the downside was having to agree to some APAC metrics that now forced us to push things a lot more than the original IGTF plans. In hindsight this is another juncture that probably influenced the overall outcome.

We did the deal with the devil. Deal was closing but now we had to push things harder and faster than what made logical sense.

Part 5 :: http://www.nokpis.com/2014/04/27/koprol-the-inside-story-part-5/

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