[joschmo]

This is a completely different universe from VC, Tiger, Figma or even the public markets. Software companies like this (low growth, high cash flow) got absolutely eviscerated in the public markets over the last decade so they would never consider that. And TIBCO is about 20 years out from the growth they needed to attract VC money or money from Tiger. Won't bother with the Figma exit comparison. The universe of buyers after this company will either be a mega-club deal with a mix of PE firms, pension funds, sovereign wealth funds, etc. or one of the hulking B2B software giants I had mentioned.

No matter how you want to couch it, PE firms got away with this one. They're content to grow the topline 4-8% per year and cash flows 10-15% (the real metric that matters because the company isn't growing enough to ever be valued on a revenue multiple but will be valued on an EBITDA or FCF multiple). At roughly 15,000 combined headcount today, I'd expect that number to be under 10,000 in 24 months.

[eru]

Honestly, this seems all rather reasonable?

These companies are basically dying. So might as well manage the decline and return money to investors.

It's good for the economy as a whole if employees move to other companies; instead of engaging in make-work.

[joschmo]

It's macro-good and micro-bad.

On the good side, I was allowed to view this from the perspective of spreadsheets and board meetings and see the net gains. And also do follow-up analysis that showed the least product people retiring or moving to lower quality work while the most productive went on to do 10x better things.

The dark side isn't pretty. We still had to lay off tens of thousands, affecting hundreds of thousands indirectly localized to a handful of communities and cities. I've decimated neighborhoods before by the literal definition (10%+ move out to find work in other cities). And the data tells us that at least a couple of those people will die as a result of the layoffs at the 10K+ scale. Can't talk macro-productivity when that's happening. Too tone deaf.

[pramodbiligiri]

In what terms are deals like these discussed internally? Your analysis was very matter-of-fact. Do internal documents speak the same way or do they have to dress it up in elaborate positive sounding lingo? (synergy, growth opportunity and the like).

[joschmo]

Depends on the audience. Am I having a ground-truth level conversation with my deal team? Then everything is neutral. No positive or negative tones. Just assessment of what is good and bad, what could go right or wrong, and the process to build the probabilistic fan of outcomes that drives our target returns.

To my investment committee? We're in sell mode and using the positive coded language you outline. "We see $350M in day 1 synergies (this means fire thousands of people immediately). $600M by the end of our 180-day plan. And $1b by completion of our value creation plan 365 days post-close. This builds in a 1.8x floor for cash flow growth even if we're delayed in synergy realization and frees up cash for our go-to-market investments. Given the current GTM org returns $1 of ARR for every $1 spent, and our current market analysis of total whitespace, we plan on investing 30% of every dollar saved into our sales and marketing initiatives and additional 5% in a product refresh focused around key sales rep pain points like UI/UX and ease of use."

Even when we're selling to our IC, it's still very factual because these people are professional BS-detectors.

[pramodbiligiri]

Haha. That’s some great dressing up. Thanks for the detailed reply.