mergers and acquisitions: lessons from palm inc. 1995...

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Slide 1 Tom Kosnik Fenwick and West Consulting Professor Stanford Technology Ventures Program Copyright © 2008 by the Board of Trustees of the Leland Stanford Junior University and Stanford Technology Ventures Program (STVP). This document may be reproduced for educational purposes only. Mergers and Mergers and Acquisitions: Acquisitions: Lessons from Palm Inc. Lessons from Palm Inc. 1995 1995 - - 2008 2008 Session 15 Session 15

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Page 1: Mergers and Acquisitions: Lessons from Palm Inc. 1995 ...web.stanford.edu/class/e145/2008_fall/protected/...Portfolio of Products PDA Smartphone = Treo. Slide 14 And now let ’s hear

Slide 1

Tom KosnikFenwick and West Consulting ProfessorStanford Technology Ventures Program

Copyright © 2008 by the Board of Trustees of the Leland Stanford Junior University and Stanford Technology Ventures Program (STVP). This document may be reproduced for educational purposes only.

Mergers and Mergers and Acquisitions:Acquisitions:

Lessons from Palm Inc. Lessons from Palm Inc.

19951995-- 20082008

Session 15Session 15

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Slide 2

© 2003 Mark P. Rice, Babson

Last Month:Idea Versus Opportunity

This Month:Realities of Business Operations

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Slide 3

AgendaAgendaA. Announcements

B. Palm 1995 Discussion

C. Palm from 1995- 2008 – Multiple M&A events (Tomk and Connie Chan)

D. Palm business and competitive position in 2008 – Sachin Kansal

E. Takeaways

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Slide 4

Sachin KansalClass of 2001Palm Inc.

www.palm.com/us/

Connie ChanStanford class of 2005Elevation Partnerswww.elevation.com/

Stanford Entrepreneurial Stanford Entrepreneurial Alumni who know Palm Inc.Alumni who know Palm Inc.

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Slide 5

Is now the right time for Palm to get married? Is now the right time for Palm to get married? Is USR the right spouse? Is USR the right spouse?

Depth of Commitment &

ExclusivityShort Unknown Long

Shallow/ Usually Polygamous

Credit Lyonnaise

Private Equity

(Series C)

Newtek Ventures

(Series B)

Deeper/Often Polygamous

ABC Venture

Capital at $9 MM Valuation (down round)

Alpha Computer

Financing and

OEM agreement

Merrill Pickard, Sutter Hill, and Tandy CEO

(Series A and B)

Deepest/Usually Monogamous

Merger/ Acquisition With U.S. Robotics

Expected Length of the Relationship

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Slide 6

How How to evaluateto evaluate your your sources of sources of funding:funding:One coOne co--founderfounder’’s wish lists wish list……

1. Legally Qualified: They satisfy any legal requirements.

2. Fit: Their selection criteria fit our investment opportunity.

3. No conflicts: Their other investments do not compete with us.

4. Aligned: Their objectives are aligned with our objectives.

5. Connected: They can give us access to customers, other investors, government officials, etc.

6. Well funded: They have the capacity to invest now, and in the future if needed.

7. Smart: They have expertise and experience that will help us to succeed.

8. Trustworthy: They are honest. We trust them & vice versa.

9. Autonomy/Control: They will allow us to control our business

10.Good value: Their valuation, terms & conditions are fair.

Adapted from Kosnik (2000) guidelines on selecting investors for AVAcore Technologies.

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Slide 7

How to evaluate your sources of fundingHow to evaluate your sources of fundingCriteria ABC VC Alpha CPU USR Other

Qualified

Fit

No Conflicts

Aligned

Connected

Well Funded

Smart

Trustworthy

Autonomy/ control

Good Value

Total score

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Slide 8

Time

Revenue growth

Technology adoption

life cycle

Early

Main StreetMature

Main Street

Declining

Main Street

End of

life

A

Fault

line!

E

DC

B

Dealing With Darwin © 2005, TCG Advisors LLC

Epilogue: What happened to PalmEpilogue: What happened to Palm’’ PDA and PDA and Smartphone Categories: The Situation in 1995Smartphone Categories: The Situation in 1995

The Category Maturity Life Cycle

PDA

Smart

phone

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Slide 9

Time

Revenue growth

Technology adoption

life cycle

Early

Main StreetMature

Main Street

Declining

Main Street

End of

life

A

Fault

line!

E

DC

B

Dealing With Darwin © 2005, TCG Advisors LLC

Epilogue: What happened to PalmEpilogue: What happened to Palm’’ PDA and PDA and Smartphone Categories: The Situation in 2000Smartphone Categories: The Situation in 2000

The Category Maturity Life Cycle

PDA

Smart

phone

Page 10: Mergers and Acquisitions: Lessons from Palm Inc. 1995 ...web.stanford.edu/class/e145/2008_fall/protected/...Portfolio of Products PDA Smartphone = Treo. Slide 14 And now let ’s hear

Slide 10

Time

Revenue growth

Technology adoption

life cycle

Early

Main StreetMature

Main Street

Declining

Main Street

End of

life

A

Fault

line!

E

DC

B

Dealing With Darwin © 2005, TCG Advisors LLC

Epilogue: What happened to PalmEpilogue: What happened to Palm’’ PDA and PDA and Smartphone Categories: The situation in 2008Smartphone Categories: The situation in 2008

The Category Maturity Life Cycle

PDASmartphone

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Slide 11

19951995--2008: Multiple M&A events for Palm2008: Multiple M&A events for PalmWith insights from With insights from TomKTomK and Connie Chanand Connie Chan

1995 1996 1997 1999 2000 2001

USR buys Palm

Palm Pilot Ships

Palm Pilot leads PDA Mkt.

3Com buys USR

Donna, Jeff and Ed Leave 3COm to found Handspring

3com spins off Palm Inc. for a high profile IPO

2002 2003 2004 2005 2006 2007

Palm Inc. sets up Palmsource as indep. Subsidiary

Palm Inc.

Acquires Handspring

Palm Inc. Becomes PalmOne (HW) and Palmsource (SW)

Access Acquires Palmsource

PalmOne buys back Palm name to become Palm Inc. Again.

Elevation Partners Acquires 25% stake in Palm Inc.

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Slide 12

Palm Inc.Palm Inc.’’s stock price since IPO vs. 3Com s stock price since IPO vs. 3Com (which spun it out in 2000)(which spun it out in 2000)

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Both Product families must deliver:

Delightful User Experience

High Value

Top of Mind Awareness

To very different segments

PalmOne in 2007 had two Business Units – Each with a

Portfolio of Products

PDASmartphone

= Treo

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Slide 14

And now letAnd now let’’s hear from s hear from SachinSachin KansalKansal!!

Sachin KansalDirector of Product

Management, Palm, Inc.

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Slide 15

Takeaway 1: How Takeaway 1: How to evaluateto evaluateyour your sources of fundingsources of funding

1. Legally Qualified: They satisfy any legal requirements.

2. Fit: Their selection criteria fit our investment opportunity.

3. No conflicts: Their other investments do not compete with us.

4. Aligned: Their objectives are aligned with our objectives.

5. Connected: They can give us access to customers, other investors, government officials, etc.

6. Well funded: They have the capacity to invest now, and in the future if needed.

7. Smart: They have expertise and experience that will help us to succeed.

8. Trustworthy: They are honest. We trust them & vice versa.

9. Autonomy/Control: They will allow us to control our business

10.Good value: Their valuation, terms & conditions are fair.

Adapted from Kosnik (2000) guidelines on selecting investors for AVAcore Technologies.

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Takeaway 2: One way to think about picking Co-Founders

Do I enjoythem?

Do I trust them?

YES!

YES!

�O!

�O!

Soul mates

Dream team mates

Team mates

Play mates

Devils’Advocates

Bozos

Class mates

Source: Kosnik (2004) “Building a Winning Team”

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Slide 17

Takeaway 3: In alliances and M&A always ask:Takeaway 3: In alliances and M&A always ask:What can each partner give/get from the relationship?What can each partner give/get from the relationship?””

Do both sides see it the same way?Do both sides see it the same way?

Adapted from: Kosnik (2000), “Managing a Portfolio of Polygamous Partnerships?”Talk for Stanford Center for Professional Education, January 26, 2000