Acquired - Episode 22: Zillow + Trulia (with Zillow Group CFO Kathleen Philips)
Episode Date: October 14, 2016CFO of Zillow Group Kathleen Philips joins Ben and David to cover the show’s first true “merger” versus “acquisition" (only took 22 episodes!), Zillow’s 2015 combination with Trulia... to form Zillow Group. Note: our audio glitches unfortunately continued on this episode, and quality is rough. We recommend listening on speakers vs headphones if you’re able. We apologize and will be back to normal quality next time! Sponsors:ServiceNow: https://bit.ly/acqsnaiagentsHuntress: https://bit.ly/acqhuntressVanta: https://bit.ly/acquiredvantaMore Acquired!:Get email updates with hints on next episode and follow-ups from recent episodesJoin the SlackSubscribe to ACQ2Merch Store!Topics covered include: Zillow and Trulia’s beginnings during the “Web 2.0” era in the mid-2000’s Zillow, Trulia and other online players’ place within the massive US real estate marketThe lengthy “dance" between Zillow and Trulia and earlier aborted merger talks between the twoThe difficulty of "true mergers” among private companies and why the path is easier for public companies Public company shareholders’ influence and role in M&A transactions Details of the blazingly fast negotiations (27 days start to finish!) per disclosures in the SEC filings (scroll down to "Background of the Mergers”)Structuring the deal and incentivizing Trulia and Zillow mangers to stay and continue growing as separate brandsTrulia cofounder Sami Inkinen’s whereabouts during the merger negotiations The experience going through a lengthy FTC review of the merger, and defining what the relevant “market” is the FTC should be consideringIntroducing our new acquisition category: a “timeline acquisition” ;) (h/t Kathleen)Zillow Group’s overall approach to acquisitions, folding into its broader HR strategy Zillow founder Rich Barton’s startup thesis of searching for "What piece of marketplace information do people crave and don’t have?" Followups: Snap Inc. Spectacles! Hot Takes: Twitter-Disney rumors, according to “people familiar with matter”! AppLovin’s journey from bootstrapped startup to $1.4B exit The Carve Out: Ben: The Marvel Symphonic UniverseDavid: Shoe Dog by Phil KnightKathleen: The Struts
Transcript
Discussion (0)
Hey, Acquired listeners. We hope you enjoy this episode with CFO of Zillow Group, Kathleen Phillips.
Just a quick heads up that the audio quality is a little bit rough this time around,
and we recommend listening on speakers rather than headphones if you're able.
We'll get back to our normal standards next episode. Thanks for bearing with us. Is it you, is it you, is it you, who got the truth now?
Is it you, is it you, is it you?
Sit me down, say it straight, another story on the way, who got the truth?
Welcome to episode 22 of Acquired, the podcast about technology acquisitions.
I'm Ben Gilbert.
I'm David Rosenthal.
And we are your hosts.
We're on a serious roll here at Acquired, and we have an awesome, awesome guest for you today. I'm David Rosenthal. General Counsel. She has run corporate development for her entire six-year history at the company. She's also previously been a VP and General Counsel for StubHub and Hotwire. Welcome,
and thanks so much for coming on, Kathleen. Well, thank you guys very much for having me.
I'm super excited about having this conversation with you today.
So are we. So are we. Thank you.
Okay, listeners, now is a great time to tell you about longtime friend of the show, ServiceNow.
Yes, as you know, ServiceNow is the AI platform for business transformation.
And they have some new news to share.
ServiceNow is introducing AI agents.
So only the ServiceNow platform puts AI agents to work across every corner of your business. Yep.
And as you know from listening to us all year,
ServiceNow is pretty remarkable
about embracing the latest AI developments
and building them into products for their customers.
AI agents are the next phase of this.
So what are AI agents?
AI agents can think, learn, solve problems,
and make decisions autonomously.
They work on behalf of your teams,
elevating their productivity and potential.
And while you get incredible productivity enhancements,
you also get to stay in full control.
Yep.
With ServiceNow, AI agents proactively solve challenges
from IT to HR, customer service, software development,
you name it.
These agents collaborate, they learn from each other,
and they continuously improve,
handling the busy work across your business so that your teams can actually focus on what truly matters.
Ultimately, ServiceNow and Agentic AI is the way to deploy AI across every corner of your
enterprise. They boost productivity for employees, enrich customer experiences,
and make work better for everyone. Yep. So learn how you can put AI agents to work for your people
by clicking the link in the show notes or going to servicenow.com slash AI dash agents.
All right. Well, I think it's time to dive in. With that. Yeah. Normally, Kathleen, David leads
us through the acquisition history and facts. I figured the best way to cover it in this episode
would be David, you lead,
and have a discussion with Kathleen.
Yeah, I'm sure lots and lots of good stuff will come up.
As we joke on the show,
and we were joking with Kathleen before we started recording,
we love two things.
We love public company acquisitions, two things on the show, public company acquisitions, where everything about
the negotiations comes out in the SEC filings and lawsuits where the same thing happens. So
fortunately, we just have the former. Yes, fortunately, just the former in this case for
I'm sure for Kathleen's sanity. So maybe I will do a very quick uh history and facts on the founding uh of both zillow and
trulia and then um we'll jump into the acquisition process with kathleen um so uh zillow uh was
founded in 2005 by rich barton and lloyd frank who previously had worked together at microsoft
here in seattle and then had founded Expedia in 1996,
which probably most of our listeners are familiar with.
And that was, a lot of people don't know these days,
was founded within Microsoft.
It was part of, it was a division within Microsoft that they started.
And then they spun it out from Microsoft,
and it became a separate public company in 2001.
And then in 2005, they left and they started Zillow.
And Zillow is focused, as is Trulia, on the U.S. housing market and buying and selling of houses and real estate. And Zillow's big innovation that was the big brand that they
launched with in 2006 was this concept of the Zestimate. So it was a data-driven estimate for
every home in their database about what that home would be worth on the market. And this was,
I believe, the first time that U.S. homeowners had any idea of what, you know, any indication of what the value
of their house might be without actually putting it on the market. And it was based on a whole
bunch of factors, but especially access to comps of houses that were selling in the market around
the house. So this was a big deal, generated a lot of press. Zillow, over its private company lifespan, raised about $80 million in venture capital
from Benchmark, TCV, and others.
Ends up going public in July of 2011.
And we will press pause and pick up the story in a minute.
Meanwhile, Trulia was, unlike Zillow, which is based up here in Seattle, Trulia was founded a year earlier in 2004 in the Bay Area by Pete Flint and Sami years when they were, according to legend,
and I know how difficult this was having lived through it, trying to find housing for their
second year at Stanford Business School in Palo Alto and having a very difficult time and thought
there's got to be a better way. So they work on it during their second year. They end up raising over the years significantly less in venture capital, $33 million from Excel and Sequoia and others.
And then Trulia goes public in September of 2012.
And that's where we pick up the story actually a little bit before then.
When according to the SEC filings of the ultimate acquisition, it was actually
before Trulia went public but after Zillow had just gone public that Zillow approached
Trulia the first time about potentially acquiring the company in late 2011.
So I want to pause and say Kathleen, number one, did we get any of that? Or is that all right? And then number
two, had you been at Zillow yet at this point? Yes, I joined Zillow in July of 2010, almost
exactly a year before we completed our IPO. So 2010 through July of 2011, for me, was completely focused on getting that deal done.
And then the rest of it, you got absolutely right.
So you'd just gone public in 2011.
And then it must have been very shortly thereafter that you approached Trulia this first time. What was, were you guys kind of waiting to get public and then sort of approach
Trulia from that position of strength there? How did, what was the thought process behind that?
Yeah, so it was more a factor of us having, you know, liquid public currency following the IPO.
And that was actually one of the primary reasons that we
concluded the IPO. And you can see that if you look at our timeline of acquisitions,
we had done one small acquisition prior to July 2011. But then as we had stock available that was
liquid and publicly traded, that was really our goal was to give us the flexibility to pursue
more acquisitions. And truly, it was a natural choice to start with first.
And gosh, we know, you know, being on the VC side and working with many private companies,
you know, some of which at various times are either approached by or thinking about approaching
other private companies to talk about merging. And it is so
difficult to agree on value when both companies, nobody has any idea what either company's stock
is worth. That's absolutely true. And it's also a complex endeavor to think about an acquisition of
the scale that it would have been between Zillow and Trulia, followed by an IPO,
and having to construct that story is far more complicated than, you know, knowing our own
business as we did and being able to tell a great story to the street. And not to mention, having,
you know, when when public companies acquire one another, all the all their financial data is
available to the public, whereas when you're private, it's not.
So in this round of talks in 2011, Trulia does end up hiring an investment bank as an advisor.
They hire Catalyst.
But talks break down in early 2012.
And then in August 2012, so a few months later, Trulia is preparing their own IPO.
And Kathleen and Zillow approach again and try a second time.
Did you guys know that Trulia was on the path to going public at that point?
Oh, definitely.
I mean, it was such a natural thing for them to be doing.
You know, we had forged the path ahead for them. They had a very similar story. We knew that that was something they aspired to do. So we expected that that
would happen. Did you ever consider waiting to IPO for them to IPO first and give investors
confidence in this sort of business? We never really thought about it, um, with respect to them.
And we, we were always a much larger player. Um, so, you know, we, we were charting our own course.
Um, so we, we didn't really think about our timing relative to theirs.
Got it. Yep. So talks break down again for the second time um and in september of 2012 julia completes their ipo
uh and uh continues executing as a public company for a while as a zillow at this point and um
i believe during the first couple years um i didn't look up the exact number but i'm remembering
uh i remember it super well when zillow went public. It was one of the first Seattle tech companies to go public
in a long time. And Zillow's market cap, I believe, was what, right around $600-$700 million at IPO?
Yeah, I think that's about right. It's been a while. The thing that I remember very well is
that our revenue, I think, was something around 40 million, which the reason I note that is because when we look at our group of emerging businesses now, they're larger than we were when we went public.
So we've made a lot of progress in the last five years.
It's pretty terrific.
Yeah.
I mean, the growth was just incredible and still is.
But in those early years as a public company.
And by this point, you know, after Trulia's IPO and a couple of years later, again, I don't have the information in front of me, but you were, you know, your market cap was multiples higher of what it had been at the IPO, I believe, right?
Yes, yes.
And so a couple of years go by, finally spring of 2014.
So not quite two years after Trulia's IPO and the last time Zillow and Trulia had danced the acquisition dance.
Zillow is still thinking about this and it's a natural fit that these two companies would come together. And so you guys take an interesting step
and you go out and you talk to public shareholders
of both Zillow and Trulia under NDA
with major shareholders to talk about potential,
according to the SEC filings,
quote, potential strategic opportunities,
including the acquisition of Trulia.
How did you guys think about taking that step?
So there's an important clarification here, which is they were the same shareholders.
So our major shareholders also held a stake in Trulia.
So this was not a matter of us approaching Trul truly shareholders who we did not have in common.
So it makes a little bit more sense when you think about it from that perspective. And part of the invest of this of our investors all along who were invested in both was that ultimately there would be a transaction.
You know, they had no ability to predict when or to direct that.
But it was such natural industrial logic that that was part of what they were betting on.
That makes sense.
And at this point in time, and I'm sure still the thesis of a lot of public company investors, public markets investors that hold Zillow Group stock is, you know, real estate is this enormous, enormous market and it's coming online
for the first time. And the market share of online players in real estate is still tiny compared to
the whole market. And we just want to invest in that wave that's coming. That's absolutely right.
And one of the stats that bears that out is that we think that notwithstanding
our category leadership, you know, we have about two thirds of the traffic on the web overall,
and three quarters on mobile on Zillow brand properties. And yet we only touch about 4%
of real estate transactions in the US. So there's a massive greenfield still there for us to take advantage of. And we see
this huge opportunity ahead of us still. Yeah, it's incredible. It still boggles my mind,
having followed this market closely for several years, how little of the real estate market is,
as you said, being touched by any online player, whether it's you
guys or Redfin or other folks. And having shopped for houses myself online, I can't imagine doing
the old way through newspapers or just working with offline agents.
Yeah. I mean, it is remarkable. And obviously,
it's a key reason why we continue to invest in the business, because we think it's really the
long term opportunity, you know, many years down the road, when this is going to be a mature market.
So it's pretty exciting. And it honestly, it keeps us disciplined. You know, we get asked all
the time, how come we haven't expanded internationally, for example.
And the reason is because the opportunity right in front of us is so huge that we try to stay focused on that.
So it's a pretty exciting time.
And with the Trulia acquisition, we dramatically accelerated the expansion of our scale. And I would bet this is one of those things where there are a lot of
different sectors right now that have a large generation gap as with any adoption of new
technology. But real estate in particular, it seems like I'm 27, myself and my whole peer group
kind of live on Zillow for entertainment value. I mean, it's amazing how...
And you're not a homeowner. Right, right. Yeah, I i rent and it's amazing how often zillow links get sent around
just wait till you own a home and then you want to track its value right right well we hope so
right i mean that's i would imagine you have massively it's significantly more than than
four percent of millennials buying homes right it has to be many multiples of that,
but significantly less than older generations. Do you guys track that and look at that and try to
specifically target younger folks buying homes for the first time or anything like that?
Well, I think it sort of happens naturally, right? Because the millennials are used to
doing everything online.
So yes, we keep them in mind when we're designing our products. The cool thing about that is,
you know, we've just recently taken a look at buyer activity in the market. And for the first
time, about 50% of home transactions are actually involving millennials. So they're starting to buy,
which wasn't happening a handful of years ago.
So, you know, it's great because it's a great, you know, opportunity for our product because it really resonates with them.
So it's an exciting time as that market starts to develop.
And as you know, as you know, as you know, sort of the generational focus of the real estate market shifts.
Yeah, it's absolutely.
We see it every day in our peer group. I mean, I'm
31. And you know, it's kind of like that, you know, when you get to the end of your 20s,
early 30s, it's amazing how much your conversation starts shifting to like,
what's the real estate market like? And like, oh, yeah, I've been home shopping,
and I put in like three offers. And it's like a switch flips.
Right, right.
And I think that's much more true in Seattle.
You know, in San Francisco, unfortunately,
it's still pretty challenging for young people.
But I think in Seattle, you know,
folks in their early 30s are really thinking about settling down
and suddenly, you know, it's not uncool to be a homeowner anymore.
Yeah.
And with the market such as it is and how competitive, I can't imagine not having these
online tools to help navigate it.
Oh, for sure.
So getting back to the drama of the deal.
So you'd spoken to shareholders and obviously they were holding, if they were already holding
both stocks, their thesis was, uh,
I would imagine quite supportive of a, of a combination. Um, in early June, uh, you guys
end up hiring Goldman Sachs as an advisor, uh, before you approach, uh, Trulia again. Um, and
then this is where, uh, the, the day by day, uh, we'll link to this in the show notes, uh, the day
by day negotiations, uh uh in the filing are
um just start to play out and it's it's so much fun to read um so apparently on june 3rd uh rich
barton uh contacts pete flint the riches is at that point was rich still the ceo of zillow or
did he move to no spencer became ceo prior to our ipo our IPO. And Rich was chairman throughout that time and still is.
Got it.
So he's chairman and he contacts Pete Flint, who's CEO and co-founder of Trulia, and attempts to schedule a dinner on June 3rd.
And, quote, Mr. Flint indicated that his near-term schedule would not accommodate a dinner.
Little did he know what was coming.
It happens to me all the time, so I totally understand.
Right.
Well, I would say, you know, not to put any words in Pete's mouth,
but I think he knew very well what was coming.
But keep in mind the backdrop of this, which is, you know,
we were pretty fierce competitors for a long time.
We each admired what the other was doing,
but we were playing in the same sandbox. We had been around and around about valuation a couple
of times. And I think both companies went through a long period of believing we should just go in
our own. And shifting course from that is challenging when you're looking at a company
that you've grown from the ground up. Yeah. Not to mention the, you know, the psychology here. I mean,
it's a little bit of a prisoner's dilemma, right? Like you, um, you know, both sides probably,
I can only imagine the amount of posturing, like you want to show strength because even though,
you know, both sides might feel, and obviously did in the end field that a combination was,
um, you know, the best outcome for both.
You know, I'm sure you were very focused on how you were going to do in that negotiation.
Absolutely. Absolutely. I mean, we we owe nothing less to our shareholders. Right.
So both parties are interested in getting the best terms possible, as did the, you know, Pete and the Trulia board for their shareholders. So on June 5th, two days later,
Rich contacts Pete again, and this time is more overt and says, the Zillow board fully supports
a merger proposal and mentions that you've spoken to these shareholders that you have in common and
they're supportive of the merger as well. And then a couple of days later, rich, um,
does send the letter to Pete and to Greg Waldorf,
uh,
who was truly as the director had in the previous negotiations,
had things gotten to that point before?
Had you had,
was it,
was there,
had you guys put a,
put a deal on the table,
so to speak,
or was this a new tactic you were taking?
Um,
we had not directly put anything before the Trulia board.
We had had, I recall, one meeting with more representatives of management on both sides.
And I expect and am sure that Pete and team would have conveyed the substance of our discussions to the board, but we had never directly approached the board.
I mean, this was a way of kind of turning up the urgency of the,
of the offer a little bit.
I mean, it's the process must've been a whirlwind. I mean,
it was six weeks, less than six weeks later,
I think the merger ends up getting announced. So from kind of, you know,
even though you'd had these stalled talks in the past from over the couple of years, but, you know, to go from zero to fully negotiating and announcing
a merger, that's a tight timeline. Yes. And I actually was going to bring that up as I was
looking over this. I was getting tired just reading it because I remember this time so well.
But the really critical time period that you're looking at is from July 1st when we
start diligence to July 28th when we announced the merger, we did full diligence and negotiation
of the acquisition agreement. So 27 days is pretty quick. We have a terrific internal finance and
legal team and they were working around the clock.
We all were.
But it's part of how we do deals at Zillow.
We try to move them through really quickly so that we can get back to our day jobs.
I can't think of an acquisition that we've done that we took more than about 20 days.
This one took a little bit longer because it was a little more complex, but we try to get them kicked off and done, um, to avoid distraction, to avoid risk of us losing
the deal. And like I said, to get back to business as usual. Yeah. Which, and as we were talking
about before the show, I mean, one of the things that I, uh, really admire about getting to know,
uh, some of, some of the folks at Zillow over the last couple of years, um, you know, and it's important for our audience to know, Kathleen, it's not like your only job was
to be head of corp dev, right?
You had quite a lot of other operational responsibilities at the company at the same time, right?
That is absolutely true.
At the time, I was still chief operating officer of Zillow.
So in addition to having legal under my umbrella and corporate
development, I had the whole people organization. And people are our most valuable asset. So I
couldn't just ignore them while we were busy on this deal. And that didn't end with the signing
of the acquisition agreement. We'll get to the FTC review and all of that later. But
for me, it was about eight months that I was pretty fully consumed on this.
Well, she was great fun. Don't get me wrong. the private company side, you guys converged on a number pretty quickly. I mean, there's a range
there from, you know, 30 of your first offer to Pete coming back after a few rounds with 37. But
like, that's not a lot of difference compared to, you know, I'm used to, well, we think 10%
and we think, you know, 60%. You know, how did you guys, you know, think of structured things like,
I'm sure this helped it move along much faster.
Were there specific things that you did that got that range tight very quickly?
Yeah.
So, I mean, I wish I could say we're some kind of financial geniuses and we had some
model that dictated this, but it really was as simple as we had side-by-side nearly 10 years of operating history,
and we were always kind of two-thirds and they were one-third. So it was a pretty natural
way to think about the valuation. And interestingly, even now, a year post-closing
in terms of lead volume, it still is about two-third to one-third. So we really were quibbling at the margin there
because with all the public company data out there, it was very obvious to
us what the correct proportion was, given how similar the businesses
were. Which is interesting because two days later, on July
5th, Rich and Pete talk again. And on that conversation,
they basically agree like yep 33
is what makes sense here um and then they move on to start discussing some of the non-price related
terms which i want to get into which i'm sure were fascinating and at least according to the
filings that's when they first start discussing retention packages for the truly a management
team and employees um especially for you given you given that you were in charge of people at the time too.
How did you guys start to think about that?
The final package, I believe, we'll get to at the end,
but I believe ends up being $33 million in equity retention for Trulia management.
How did you even get to set a
framework for thinking about that? Yeah. I mean, it was super complicated,
I will say, as you might guess. And it really involved an exercise of kind of putting ourselves
in the shoes of Trulia management and thinking about who did we need
to keep for various time periods.
And we were cognizant of preserving their culture and preserving their team and keeping
folks interested.
And, you know, we never lost sight of the psychology of this deal, which is, you know,
being acquired by your primary competitor,
who you have competed with ferociously for 10 years. So we felt like we needed to keep folks
energized and make everybody feel like this was a winning deal.
And this is a good spot, I think, too, to jump off into one of the really interesting things about this deal.
The plan was never, or at least at the beginning, not immediately, to combine the two products. I
mean, they're still very much separate brands, separate products, separate sites with separate
customer bases. So of course, you needed Trulia management to stay involved and motivated,
and they were obviously very good at running
Trulia. Um, how did you guys at Zillow sort of evaluate from that spectrum of
completely independent Trulia within the Zillow group umbrella to merging Trulia directly with,
with Zillow.com? Um, what was that evaluation process like?
Well, we always knew that we wanted to keep both brands. You know,
it's easy when you're looking at Zillow in a vacuum to kind of forget about what a strong
business and strong brand truly was on its own. So there was a lot of brand equity there,
very strong team doing different things than we were doing, even though, you know, our ultimate consumer missions were very well aligned. And we knew that there were, you know,
consumers out in the marketplace who strongly preferred one over the other. So there never
was any question about, you know, just folding the Trulia brand into Zillow. But what we did
recognize was there were a lot of other things that we could fold
into one. For example, our ingestion of real estate listings. We run from a central source now,
so there's efficiency there, which unlike in more industrial type mergers of competitors,
rather than us shedding product development resources because of these efficiencies.
Instead, it let us deploy a bunch of very talented people to new products and new projects that we
never would have had time to do on our own. A perfect example of that is there's a substantial
development team in San Francisco that were former Trulia people who now work for Zillow
Group broadly, and they developed our Premier Agent app, which is one of our most successful
product launches of this year and is really the foundation for a lot of the developments that
we've been seeing in our ad products. So it was a goldmine of talent that we could deploy to things that were far more interesting in the end for both our consumers and our advertisers.
Yeah. Can you you mentioned the premier agent, I guess, product or business line.
Can you talk a little bit more about that and what the strategy is behind subscription-based advertising product where agents pay to be promoted next to for sale listings to be potential buyers agents for consumers.
With the acquisition of Trulia, that advertising is purchased by agents across both properties.
So the agents are advertising on both Zillow and Trulia. And it has been,
you know, it is the workhorse of our revenue. Definitely the focus of our efforts, our sales
efforts, as well as our development efforts. It's been hugely successful. More recently,
what we've been seeing is really innovative and entrepreneurial agents who are forming agent teams and buying,
advertising in large quantities and really building big businesses from which to operate.
One of the things that we talk a lot about on this show is, we joke about it, Ben Thompson,
we're just huge fans of his writing and his thinking. And he talks about aggregation theory. And one of the consequences,
aggregation theory being that
in the information economy
as opposed to the industrial economy,
aggregating customers
and having the best customer experience
and ability to do that
is the winning strategy
versus in an industrial economy
where distribution is costly and has
friction. You want to aggregate distribution and think about customers second. And one of the
things I love about the Zillow Group business and this merger in particular is it's such a
pure play example of that. There are these levers in distribution that by being internet-based, you have. And then by combining
these businesses, whether it's acquiring the data feeds about data on homes and home sales,
which we'll get into in a minute because there's more drama to come there, or advertising sales,
or what have you, website backends, it doesn't make sense for any of that to be separate.
But what does make sense to put the combined effort of the companies into
is exactly what you're saying, is developing these great customer experiences,
whether it's the advertising customer or the homeowner, homebuyer customer.
It's cool to watch.
And so when you guys were thinking about the rationale for this
merger was that like as you're identifying kind of the key levers for this like were those was
that at the front of your mind oh absolutely um and i would say it has unfolded in a way that was even far more beneficial than we could have imagined.
You know, we were most focused on the acceleration of our audience growth, which is, you know, natural when you're running an Internet media business.
And we thought that there would be some other benefits of scale, but those have far exceeded our expectations.
And real estate
listings is a perfect example of that. I mean, we struggled and I think we're going to get to this
a little bit later about the listings drama. We struggled in acquiring listings over the years.
There were parties who just didn't want to provide them to us. Now it's pretty difficult
for listings providers to look at the dominant real estate brand on the web and say, oh, no, it's not in our seller's interest to have their listings on Zillow or Trulia.
It's unfathomable to make that argument anymore.
So our ability to attract direct listings was certainly strengthened by this acquisition because of the scale.
And that perfectly follows the same framework that you can apply to Facebook or Google that
if it's what the users want and it's what the people on their app or their website,
the best user experience they can flock to, it gives you enormous power in getting the content
to get in front of them and then run whatever business you want to
on top of that. And in Zillow and Trulia's case, it's selling advertisements to the real estate
agents who want to list next to those properties. Yeah. Ben, you're bleeding into my tech theme,
but all right, let's get through the acquisition drama, which is still more juice to come.
And then we'll get into the also fun stuff on tech themes.
Trulia's board comes back with a counteroffer at 34.5%.
And then also includes official terms on some of the non-price stuff.
So includes a go shop clause, which for our listeners who aren't familiar with that,
would basically mean that if this clause
were in the merger agreement
after it was signed and announced,
Trulia could still entertain other offers
from other potential acquirers.
They also wanted a fairly large breakup fee
in case the merger didn't happen
that Zillow would have to pay.
And to give people enough,
to give people kind of a sense
of how taxing this is
on an organization, the breakup fee ended up being $150 million. So that's effectively the
kind of opportunity costs that the two parties believe that Trulia could be spending focusing
on their own operations instead of being distracted by a deal that didn't go through. So I mean,
just imagine how many people and how much time it would take to justify $150 million of value. Yeah. And interestingly, not even a day goes by, the Zillow board basically says right off the
bat, like, nope, not going to fly. No way. 33% final offer and no go shop in the agreement. What was that like when you guys
received that counter offer? Oh, gosh, I'd have to mine my memory on that one. I mean, it was,
you know, this is a dance. So you don't, throughout this process, I try to avoid placing
too much weight on any specific set of terms that somebody is coming back with because we know where we're going to end up because we know what we're willing to tolerate.
And you just kind of push each other around.
So I don't recall that there was any particular shock.
You know, with an acquisition of a competitor like this, there was just no way we were going to entertain
a go shop. It wouldn't have made sense. And honestly, I'm not sure it would have made sense
for either of us because it just would have created some frenzy in the market that wasn't
going to benefit either of us in the end. So, you know, I don't recall any particular drama
associated with that. We knew what we were marching toward and what we would tolerate.
There was no way that at least you guys were going to have that.
So July 28th, finally, the merger gets announced and you start working towards close.
And I should mention here, because when we walk through it like this, it makes it feel like all that was happening was the price negotiation.
You have to picture, you know, 50 people or so at Zillow working on the merger agreement and all the diligence because we needed to announce it right away.
So, you know, it was a pretty nerve wracking period of time where we were still waiting to reach agreement on key terms.
But meanwhile, we're negotiating the whole host of other things that you negotiate in the merger agreement. Which gets me to what I think
is certainly the most amusing part of this deal that I was going to bring up after you close on
announce on July 28th. And then news comes out and the market reacts. But news also comes out then that Trulia's co-founder,
not Pete, but Sami Inkaden,
was literally in a rowboat, in a cruise skull,
rowing across the Pacific Ocean
for the entire time that this negotiation was going on.
That is right. That is right. I don't know what it was like in that boat,
but we probably would, you know, jockey to say who was feeling a little bit more miserable at the
time. And so he was, he was, he and his wife, the two of them in a rowboat, you know, in a rowboat, in a cruise call, rowing thousands of miles across the Pacific Ocean
to Hawaii from California.
Were you
able to reach him by
satellite phone?
What was that like?
You know, I honestly
don't remember
whether
he had given someone his proxy
before he left.
I don't believe he was in any kind of substantive contact
beyond making sure they were safe out on the boat.
But I really just don't remember.
Well, presumably he'd given proxy to somebody
because I would imagine he would need to vote his shares for the deal.
That's a first here on Aquarium.
Yeah, that is a first.
We've never had a story like that.
It's pretty awesome.
He seems like quite a cool guy and character, as you would imagine from that.
So that was sort of all the pre-closed challenges.
But then the pre-announced challenges and then the post-announcement challenges start. So this
deal underwent a serious amount of FTC and government regulatory scrutiny, right? I mean,
there were two requests for information, which is uncommon. Typically, the FTC will make
one request for information in reviewing, you know, coming to a decision, which they ultimately decided that Trulianzilla was not,
but whether this merger would create a monopoly in the market, which obviously would be illegal.
And so typically, they'll do one request, but in this case, they did two. And that's usually taken
as a bad sign by the market. And indeed, when that happened, the share prices reacted negatively.
What was all that drama like?
I mean, you guys must have been on knife's edge.
Yeah, it was a pretty nerve-wracking period for all of us.
I essentially spent four months in D.C. full-time trying to get the deal pushed through.
For those out there who aren't familiar with the FTC approach in this kind of case,
what they're trying to determine is what is the correct definition of a market.
And once they have defined that market,
then whether there is monopoly pricing power in the market based upon the combination.
And, you know, the FTC was having fits and starts about, you know,
is the online real estate portal market a market unto itself?
And, you know, our view was no.
I mean, most of the activity that takes place in this market takes place way outside of where we are. You know, one stat about that is what I mentioned at the beginning of this conversation, which is, you know, we think we touch about 4% of transactions.
And we think we have a small percentage of advertising spent by real estate agents.
That being said, if you look solely at consumer transaction to real estate portals only, we're pretty big.
So tons of back and forth and economic analysis, hours and hours and hours of depositions.
And ultimately, we think they reached the right decision.
But I had a lot of sleepless nights, I can tell you that.
And for me personally, I felt like the weight of the deal was on me running
this process. But also general counsel, right? Right. Well, I have we have a general counsel
of Brad Owens, who runs most of this. But for this, I'm still chief legal officer, and I was
on point for the deal. So I was the one in the thick of it while he was holding down all the things that needed to be done in Seattle. So yeah, it was quite a time. I think I aged a few extra years
in that six months. I bet. How does the FTC decide what the market is? Is it like a number
of transactions or is it a dollar amount? How do they determine? Because you could imagine two
people hanging out on the street. One guy wants to sell something to the other. That right there is a market.
Yeah. So they look at it through many, many different lenses. We had multiple economic
experts, many, many antitrust lawyers who work on these kinds of cases every day.
And what they're looking for is any characterization of the market
that can give someone additional pricing power simply by virtue of the combination is what
they're concerned with. It's an interesting thought process in our transaction because
the pricing power they were thinking about, of course, our products are
all free to consumers, was will the price of online real estate advertising be impacted by
this combination for real estate agents? So does it become more expensive for real estate agents
to advertise simply by virtue of this combination? Yeah. How deep did they go? I mean, I imagine it was a six month
review and you practically lived in Washington for four months. I mean, were they subpoenaing
or the equivalent thereof in this process information? I mean, like, were they looking
back at like the series A pitch decks of both companies? Oh yeah. All of our email, everything. Yeah. To see our own
characterization of the transaction. Right. And given the long history of this acquisition dance,
there was a lot there. They were talking to other market participants. They were talking to
individual real estate agents. You know, we didn't have full visibility into all of their activities,
but we would hear anecdotally from people in the industry who would say they had had calls or been deposed or provided documents and they had their own economic experts.
So it was an incredibly in-depth and detailed process.
Yeah, I mean, it's a good reminder for those of us, you know, in, broader defined Silicon Valley ecosystem. It's so easy to be like, blase about, oh, I'm starting a startup.
We're going to like take over this market.
Or, you know, just like, you actually need to be really careful about how you characterize things.
Because you could end up in this nightmare scenario.
Yeah.
And even with, you know, perfectly innocent characterizations of market dynamics can be, you know, taken out of context
or paired with other information and can cause real questions about your intentions and the
potential outcome. Yep. All right, listeners, our next sponsor is a new friend of the show,
Huntress. Huntress is one of the fastest growing and most loved cybersecurity companies today.
It's purpose built for small to mid-sized
businesses and provides enterprise-grade security with the technology, services,
and expertise needed to protect you. They offer a revolutionary approach to
manage cybersecurity that isn't only about tech, it's about real people providing real defense
around the clock. So how does it work? Well, you probably already know this,
but it has become pretty trivial for an entry-level hacker to buy access and data about
compromised businesses. This means cybercriminal activity towards small and medium businesses is
at an all-time high. So Huntress created a full managed security platform for their customers
to guard from these threats. This includes endpoint detection
and response, identity threat detection and response, security awareness training, and a
revolutionary security information and event management product that actually just got launched.
Essentially, it is the full suite of great software that you need to secure your business,
plus 24-7 monitoring by an elite team of human threat hunters in a
security operations center to stop attacks that really software-only solutions could sometimes
miss. Huntress is democratizing security, particularly cybersecurity, by taking security
techniques that were historically only available to large enterprises and bringing them to businesses
with as few as 10, 100, or 1,000
employees at price points that make sense for them. In fact, it's pretty wild. There are over
125,000 businesses now using Huntress, and they rave about it from the hilltops. They were voted
by customers in the show notes.
Our huge thanks to huntress.com slash acquired or click the link in the show notes. Our huge thanks to Huntress.
Well, hey, you know, I want to talk a little bit about
the MLSs and data piece.
But maybe let's do that quick.
And then I really want to talk about
Zillow Group's overall acquisition strategy
and sort of how it fits into the landscape
for the next few years.
And kind of Kathleen, give you a chance to talk about that. um let's do the let's talk about kind of yeah well real quick and then we'll
wrap up the the history uh the the final twist in the story here is right before so the FTC finally
approves the the merger in February and then it goes through and you close the deal but right
before that happens um both Trulia and Zillow were getting i believe if not a majority
a significant amount of your real estate listings from a company called list hub which is a data
provider which was actually owned by a third competitor in the market uh move.com um which
had i believe just been acquired by news corp. And ListHub actually cuts off both Trulia and
Zillow from these data feeds, which are the lifeblood of your business. And so you had this
other wrinkle of like, now you have to go rebuild your supply essentially from the ground up by
signing direct data deals with all the MLS or multiple listing service for people who aren't familiar
with the market. These are local organizations that aggregate real estate listings as they come
on the market in each city, each geography kind of within the country. And there are hundreds,
if not thousands of them. And so all of a sudden, now you guys have to go do biz dev deals with all these folks directly.
Wow.
Can you just talk about that process and what that was like?
Sure.
So let me just tie that back to the FTC for a second.
Because, of course, one of our arguments to the FTC is how can we be a monopoly when our oil, which is our listings, are controlled by a competitor who's sponsored
by the National Association of Realtors. It kind of boggles the mind to think we could be the
monopoly when they provide us all these listings. So the cutoff of the listings actually came as a
result of a natural termination of our contract. And we had engaged
in negotiations to try and renew. So it wasn't overnight. We knew this could happen. So we had
been gearing up for a substantial amount of time to try and cover this because, of course, you never
want to run your business at the mercy of one of your competitors, which is essentially what that
was. Now, that's sort of
a plain way to put it. One thing that people don't focus on is there was actually a pretty
symbiotic relationship between Zillow and Trulia and Listhub because Listhub's primary business is
not syndication of listings. It's the sale of listing reports to agents that say things like, your listing on 123 Main Street was viewed 50 times on Zillow.
So it's not as straightforward as to say we were at their mercy
because actually we were a key ingredient to their business as well.
It's just that once they were acquired by Move
and then subsequently Move was acquired by News Corp,
they were thinking about that business differently from a strategic perspective.
So we had already engaged in a ton of effort knowing that this could happen and not wanting
to have this relationship with a competitor.
But we certainly had to try pretty hard at that.
And as I said at the very beginning of this conversation, you know, one of the unforeseen benefits of the combination was that our increased scale sure made it a lot easier to get those
listings, not that it was easy, and it's an ongoing process. But, you know, it was a lot
easier to go as number one and two in the market to try and acquire these listings than it had been
when we were on our own. Yep. Let's move on. I think, Ben, the right frame to discuss what you were talking about in Zillow's M&A strategy
generally is let's quickly do acquisition category.
To me, this is pretty clearly a business line acquisition of, well, I guess, I don't know,
maybe you think differently.
Yeah, it's funny the way I was going to categorize it.
So Kathleen, and for our new listeners, we have several different categories, people, technology, product, business line, asset, which is newly added or other.
And in this scenario, what I really think was the way I look at this deal is it's a rapid way to expand the kind of core marketplace that Zillow offers. So, you know, on the supply
side of the marketplace, you have people who are looking at pages that display homes and on the
demands or yeah, on the demand side of the marketplace, you have real estate agents that
want to advertise their services. And so, so to me, you know, this is just providing, it's buying more supply and more demand and kind of putting the two together.
And there's all sorts of interesting ways to...
Yeah, it's a good point.
I totally agree with you.
It's a business line acquisition, but not a new business line.
It's the same business line.
It's buying more supply and demand of the same business line and having multiple marketplaces,
but having ways to, for example,
the combined portal for real estate agents
to put their ads on both,
the ability to funnel to both of those marketplaces simultaneously.
Yeah, I almost want to say asset in that case,
but it's like an asset generating
product. I don't want to create another new category. That's when I stuffed it into business
line. Yeah. I mean, you know, another way to say it is it was sort of honestly kind of a time
machine acquisition, right? Just accelerating what each of us was doing already by putting it together. So you're exactly right. It's both sides
of supply and demand. And we each, you know, combined got where we were going a lot faster.
Yep. Very cool. How does this fit into, you know, what's the Zillow Group strategy for the next
couple of years? And why have you been doing the acquisitions you're doing? And how does this fit
into that picture? Yeah, so I mean, this one is pretty different than our other acquisitions because it really
was just an acceleration of our scale. In terms of overall strategy, I mean, we continue to invest
in a number of different things. You know, Dotloop is a good example of a product that is designed to help
real estate agents become more efficient and close more transactions more quickly,
which in the end we believe will make our advertising more valuable to them.
It's also kind of doubling down on having agents embrace technology by closing transactions online versus on paper.
So that's an extension of the products and services that we provide agents that really enhances the value of the advertising they buy from us. You know, the other branded acquisitions, Naked Apartments, Hotpads,
and StreetEasy are just continuing to build out our portfolio of brands so that we have something
for everybody for whatever they're looking for. You know, Hotpads tends to focus on younger urban
renters. StreetEasy is focused only on New York, primarily was focused on purchase and sale,
but always had a rentals product. And now with the addition of naked apartments has open rentals,
which are something that StreetEasy had not focused on before. And as we look at each of
these candidates, and I mean, we look literally like last year, I think we went back and
counted, we looked at about 125 potential deals. We think about, you know, will this accelerate
something that we are already doing and get us there faster? Is it something we haven't figured
out yet is another way of going. But fundamental in every acquisition, what we start with is we look at the people
and decide whether they are people who we could work well with within our existing
silo group portfolio, because ultimately, we are acquiring the people who have built these
brilliant products, and we want them to stay and we want them to be successful with us.
How do you think about, you know, when you acquire a naked apartments or a hot pads, those properties aren't being combined.
They're different websites with their own ability to acquire traffic.
Do you combine the back end real estate agent services or what ways do you, I hate using the word, but how do you achieve synergies?
And why is it advantageous for Zillow Group to own those businesses?
Yeah, so, you know, Hotpads is a great example.
You know, one of the things that's pretty cool is we look at teams that are really good at certain things. And when Hotpads joined us, we realized, for example, that they were really good at ingesting rentals feeds and normalizing them to present them in a way that was useful to consumers.
So now a segment of the Hotpads team is responsible for all rentals listing syndication throughout our entire platform.
And so we tend to kind of pick and choose where there are strengths within each of the teams.
StreetEasy, for example, because they're a New York City brand, very focused on vertical living.
And while they don't work directly on vertical living products for our other brands, they
certainly inform and educate our teams about how to present a condo building versus a single
family home.
Very cool.
So it's almost like a little reverse acquisition of knowledge there to get that DNA up into
the rest of the Zillow Group products.
Sure.
Yeah.
Let's move quickly into tech themes then, which is one of our favorite parts of the
show.
I had a tech theme written down that I'm going to mention and we'll link to this in the show
notes.
There was a great, great interview with Rich Barton in the New York Times a couple of years ago. The interview was
focusing on like, you're like this hit maker, you know, you have Expedia, you have Zillow. Rich was
intimately involved in the origins of Glassdoor and Avvo and many other marketplace-based,
really, you know, important marketplace-based businesses. You know, kind of what's your secret? And Rich said,
the thing that I think about is, quote, what piece of marketplace information do people crave
and don't have? I think that's really interesting. Zillow is like a perfect example of that. Like,
I want to know what my home's worth, you know, and I don't have that. And once you give that to me,
like, I'm like a mouse in a lab,
turning the wheel to get the cheese.
I want to know every week what's my home worth.
And I think that was a really good example.
The other one I want to throw out quickly, Kathleen,
that you've talked about a bit on this show,
isn't so much at the normal level of technology themes for us on this show,
but we talk being a
VC and working with management teams and entrepreneurs and founders, you know, hiring
and building your organization from a people perspective takes as much time as anything else
in the business, if not more time. And we always talk about like, oh, it's so important to hire
athletes, you know, like not literally athletes, although literally athletes can be great, too.
But, you know, and like, well, what does that really mean?
And I think Zillow and your M&A strategy is a great example of that, of like people who are very smart, very flexible in their thinking and can adapt and over time play multiple roles because that's what you need in a startup.
Like you can't predict exactly where the market's going to go, where your product's going to go, your organization. And I think you guys
have done a really good job, both in your hiring, obviously, of your management team, but also your
acquisitions of looking for these types of people who can evolve their thinking and evolve their
abilities as the company does, because that's going to be the constant in a high growth industry.
Right. No, that's absolutely true. And I can give you a couple of specific examples from the
acquisitions. Susan Daimler, who now runs StreetEasy here in New York City, which is where
I'm standing right now, she came to us by way of acquisition of the company Bifolio that she and her husband Matt started.
And, you know, as we needed a new leader for StreetEasy, Susan and Matt stepped in,
and now they play a key role in the StreetEasy business.
So, you know, they went from running a very small company that was focused on sharing of information among co-shoppers
to now running StreetEasy.
So, you know, perfect example of that, Justin LaJoy, who was the founder of Diverse Solutions.
We've recently divested Diverse Solutions, but Justin is still with us running an entirely different product line.
So we definitely look, we look for culture fit and, you know, a broad ability.
Subject matter expertise is important, but it's not the critical piece. And you'll see that throughout our management team as we all move
around in different roles and expand our skill sets. Very interesting. And totally, totally
validates the tech theme. So what we do here at Pioneer Square Labs is come up with new business ideas and then
work on them and try and spin them out as their own startup companies. And so we're always thinking
about how do we apply a framework from some business or a theme that's been successful in
the recent years to new businesses. And one thing that Zillow and Trulia totally nailed is this idea that real world
objects are also media. And in traditional media companies, you can sell advertisements, you know,
against content, against articles people make or photos. And something that Zillow's done is,
I touched on this earlier, they've made it a form of entertainment and a thing that people do together to share these listings a lot because it's so aspirational.
And Airbnb capitalizes on this, too, where a lot of traffic is there not to buy but just to participate in that experience.
We used to joke when I worked at the Wall Street Journal that this was house porn.
Oh, yeah.
I mean, and something that folks miss a lot is we didn't have any real estate
listings on zillow for the first three years we only had those estimates oh wow wow didn't did
not so wow yeah it's um i didn't know that in the was there a business model then or was
uh was it kind of in construction you know i was not. I'm sure that people had in mind all kinds of different
ways that we were going to monetize. And we tried lots of different things, different kinds of ads
for homes. But ultimately, the initial thought was build your audience first and advertisers will
come. And we still believe that. And that's, you know, that's also central to the investment thesis for Trulia is, you know, advertisers follow audience. So if you can increase your
audience by a third over the span of six months, you're going to be in a pretty good spot.
Should we move to rendering a conclusion on that note?
I think so. So for me, this one is obviously it's very recent.
So some of the acquisitions we do when we're looking back at Bungie or companies that are 10 plus years old,
in previous episodes, we have a lot of information to be able to render a conclusion on.
And in this case, you know, I think it's pretty new.
But Kathleen, like you were saying, you know, you look at the financials from each of the companies over the entire, you know, existence of the companies, and it looks like kind of one third, two third.
So the way that we generally grade this acquisition is from the perspective of the
acquirer. So from Zillow Group's perspective, was this an A, B, C, D? And, you know, to me,
this is a solid B plus. It's sort of obvious. It's amazing that you guys did the legwork to really get the
deal done. It's an accelerant to the business. It has all kinds of returns. But our A's, and we've
said this on other episodes, are for these ridiculous multiple 10x things. The Instagrams.
Yeah, the Instagrams, the Androids,
the things that change the course or save a business.
And to me, I think, like we've been talking about earlier,
I feel like a B plus with some variance here and there
to see where it goes in the next few years is what I think is right.
One of the things for me, I was super impressed
doing the research for this
episode reading reading the filings and then you know talking to you now like um you guys did just
such like a professional uh and um elegant job uh valuing this deal negotiating it making it happen
dealing with all these roadblocks along the way and um you know actually this will come up in my carve out in a minute but
um you know when the the ftc review and the um and the list hub you know situation even though
you knew that might have been coming anyway um really impeccable java like this is like just a
an a plus execution deal yes overall I agree with you, Ben.
It's a fantastic deal,
but when Instagram is our benchmark,
that's just a different class of acquisition. And you guys might ultimately have
Instagram-type acquisitions
that way surprise you on the upside.
But you thought this would give you...
You knew exactly that this would boost your traffic
by about a third.
You paid about a third of the combined company market cap for it.
It made total sense.
So I'm going to go also with B and then the plus.
B plus, B for the deal and plus for the execution.
Excellent.
Well, I will humbly accept your compliments on the execution. I often said during the time that everything was happening that I felt like I was living in a textbook
and that the opportunity to participate in a deal like this in the way it played out really only comes along once in a lifetime.
So it was a fantastic experience for our whole team. And, you know, I think B plus is fair because I think we're early
days still in reaping the benefits of this combination. And as I said earlier, there are
all kinds of ways in which we've benefited that we hadn't foreseen. Yeah. All right. Let's move
quickly into the tail end of our show. We have three quick quick sections follow-ups on episodes we've done in the past where new news
has come out uh hot takes on deals that are relevant in the moment in the press and uh and
then carve outs uh my favorite at the end first follow-ups ben um snap inc yeah i mean well i'll
be buying some spectacles i can tell you how that much. Snapchat is releasing basically the cool version of Google Glass
and changing their name to Snap Inc.
Had an Apple moment.
They are.
And when we talk about Apple moment,
I haven't been this excited about following a company
since the early days of Apple's renaissance.
I can't help but feel like what Snapchat is doing right now
is it's like smart and super ambitious
and so unexpected.
I tweeted this when, you know,
they dropped chat and they just became Snap Inc.
It reminds me a lot of Apple dropping computer
from their game.
And they have ambitions far beyond
being constrained to exactly the form
that they're in now.
And I think that, you know, I've been thinking like, oh, they're this new form of communication.
But this kind of changes it outside the software world.
And I think where Snap is going right, where Google went wrong with Glasses, they're not starting with these ridiculous grand plans of like, you can do anything on this thing.
The comp for me is, you know, you look at Postmates and they of like you can do anything on this thing that the comp for me is you know you look at postmates and they said you can order anything and uber said you
can literally just order me to drive you from here to there and people immediately latched on to that
oh i get it yeah it's for taking me places and so i think with um you know google glass being
who knows what it will do for you um what the spectacles does is here it's just for this little
thing we'll see if we expand from there but right now it's it's a toy it's it's almost flamboyant it's crazy it's ridiculous try
it out my um my favorite take on this uh was i saw um bill girley retweeted a tweet from one of
the collison brothers the founders of stripe um uh saying something to the effect of it is uh
snapchat with this movie like what is following
snapchat in general like they are just so astonishingly original in what they do and i
think that's like why they've kind of captured this zeitgeist uh you know it's um they're not
like you know x for y it's you know even though this is google glass done right it's like whoever
would have thought that snapchat would release sunglasses that take video like super cool kathleen are you
gonna buy a pair i'm on my way now no i thought they were pretty cool and i have to say i like
the blue lipstick too i've actually seen lots of comments about that um hot takes moving on from
one social media empire to you know know, on the rise to one
potentially on the decline. Twitter, we talked about this with Alex from Bloomberg on our last
show, but also heating up. Yeah, I mean, it's super interesting that the most credible rumor
yet is the Disney, the potential Disney offer coming in. And awesome having Alex on the last show.
Alex actually broke the story that people familiar with the matter,
both from Disney and from Twitter.
People, Ben. People, not a person.
That's right.
Our sources in kind of confirming that the two were in talks.
So it seems to be a little out of the woodwork,
but makes a lot of sense when you think about Disney's other acquisitions of late.
It's not just Mickey Mouse.
It's really a media empire.
If Disney owns ESPN, why couldn't they own Twitter?
Disney's made some great acquisitions that we've talked about on the show already.
Pixar, Lucasfilm.
But like so many companies these days, they face, as successful as they are, they're an industrial-age company.
And what is Disney's future in the information age?
And they've done great things organically.
Magic bands are an incredible experience if you haven't gotten to do it yet at the parks.
That's the thing you wear on your wrist at the Disney parks.
But yeah, well, I don't know.
Who knows what will happen with this?
There will be an episode coming, I'm sure.
Next, real quick hot take. We got some requests for this in the Slack channel. This is pretty amazing.
A company called Applovin that is a mobile app marketing, broad-based marketing firm,
customer acquisition, advertising, and analytics was just acquired by a Chinese private equity firm for $1.4 billion.
They were basically bootstrapped.
They'd raised about $4 million in kind of seed money that they didn't really need.
They were profitable the whole time.
Pretty incredible story.
Yeah, and pretty unprecedented to have a bootstrap company turn into that.
I mean, they almost always have institutional backing.
And I think my only comment on this one is it's interesting to see how history repeats itself.
I think 10 years ago, we were in the same place with email marketing and the start of sort of the digital marketing.
That we talked about with Scott on ExactTarget.
Exactly.
Exactly.
Now seeing it in the mobile era.
Yep.
Okay.
That's what we got.
Carveouts. Ben. Yeah. now seeing it in the in the mobile era yeah okay that's what we got uh carve outs ben yeah so for for any new listeners this is a thing that is unrelated to the episode uh or really the theme
of the show in general but it's just something uh something we've enjoyed over the past few weeks
um there's a great video floating around called the marvel symphonic universe and uh it's it's on youtube and it looks at um why is
it that we can on command hum the theme of star wars um james bond but when asked how about any
of the marvel movies despite being the highest grossing franchise ever in hollywood none of us
can hum a marvel franchise theme oh so it goes into that. Yeah, I have no idea what the...
Yeah, when you start peeling that apart,
one of the really interesting things they bring up is temp music.
And it's so cool to watch what music the director used as temporary music.
Like, oh yeah, grab that one song from that other movie
and throw it in until the real music is written and composed for this movie.
And it's a super interesting 10-minute watch.
So I highly recommend it.
Ah, that's fascinating.
Mine is a book I just finished reading
that lots of people recommended to me.
It's Phil Knight, the founder of Nike's memoir, Shoe Dog.
And it had some personal significance for me
because Phil actually, I went to Stanford Business School, memoir shoe dog uh and um had some personal significance for me because phil actually uh
i went to went to stanford business school which or i studied on the knight management center campus
that phil uh donated to stanford an incredible incredible new campus for the business school
that was constructed a few years ago and then phil uh gave the graduation speech at my at my
graduation um and it was uh in many ways although we didn't know it at the time kind of an outline and then Phil gave the graduation speech at my graduation.
And it was, in many ways, although we didn't know it at the time,
kind of an outline of this book.
And I went back and rewatched it.
The book is fantastic.
It's, you know, I mean, it's, I guess, broadly, you'd call it a business book,
but it's really just the story of Nike.
And it's pretty incredible.
And one of my favorite things from it is in the the introduction Phil talks about you know going for a run in 1962 he just graduated from
Stanford had this crazy idea to start a you know shoe company and um you know this he's just
thinking like I have no idea where this is gonna go but I'm just I'm just running I'm gonna keep
running and I'm not gonna stop don't stop and that's just you know he's like I made so many
mistakes so many things I regret along the way but like I just kept going and stop. Don't stop. And that's just, you know, he's like, I made so many mistakes, so many things I regret along the way,
but like I just kept going and like didn't stop. And, um,
and that's where he is today. A great book.
Very cool. Kathleen, do you have a carve out?
Sure. Um, mine's a little more frivolous.
My husband and I spend our free time traveling to, uh,
music festivals and thought I would recommend the band
of the summer,
which for us was the struts.
So if you're in need of a dose of glam rock,
I would say,
check them out.
Love it.
Well,
I think that is,
that's all we've got for today.
So Kathleen,
where can our listeners find you on Twitter?
You can find me at Kathleen Phillips on Twitter with one L in Phillips.
On Disney Twitter.
That's right.
Thank you again, Kathleen.
This has been super fun.
And also always great
to have a hometown Seattle company
on the show.
That's right.
It was my pleasure.
Thank you guys very much.
Yeah.
We want to thank our longtime friend
of the show, Vanta, the leading trust
management platform. Vanta, of course, automates your security reviews and compliance efforts.
So frameworks like SOC 2, ISO 27001, GDPR, and HIPAA compliance and monitoring, Vanta takes care
of these otherwise incredibly time and resource draining efforts for your organization and makes
them fast and simple. Yeah, Vanta is the perfect example of the quote that we talk about all the time here on Acquired.
Jeff Bezos, his idea that a company should only focus on what actually makes your beer
taste better, i.e. spend your time and resources only on what's actually going to move the needle
for your product and your customers and outsource everything else that doesn't.
Every company needs compliance and trust with their vendors and customers.
It plays a major role in enabling revenue because customers and partners demand it,
but yet it adds zero flavor to your actual product.
Vanta takes care of all of it for you.
No more spreadsheets, no fragmented tools, no manual reviews to cobble together your
security and compliance requirements.
It is one single software pane of glass that connects to all of your services via
APIs and eliminates countless hours of work for your organization. There are now AI capabilities
to make this even more powerful, and they even integrate with over 300 external tools. Plus,
they let customers build private integrations with their internal systems. And perhaps most
importantly, your security reviews are now real-time instead of static, so you can monitor and share with you. And thanks to friend
of the show, Christina, Vanta's CEO, all acquired listeners get $1,000 of free credit. Vanta.com
slash acquired. Well, for any listeners, if this is your first episode and you'd like to hear more,
subscribe through your favorite podcasting client. And if you enjoyed it, feel free to
share with your friends or leave us a review on iTunes.
Thanks so much for listening.