Judy's Journal
by 
Judy Martin
 

  

Judy Martin is an Emmy Award winning Anchor/Reporter and News 12 Money Talk Host

  

 

 

Kim’s Successful Adventure:
The Mechanics and Spirit of Corporate Merger

 
by Judy Martin

 
A Typical Evening

Kim Foglia has just created a batch of homemade chicken soup with four-cheese tortellini. I’m sitting down to dinner with her, her husband

Stuart and their two children Emma and Justin. It’s about 7:30 PM and the family is discussing the day’s events as many households do at the end of the day. Work for these parents is put aside for tonight although both have their plates full with responsibility. Kim is the Chief Creative Officer of the Galt Corporation and Stuart is a molecular biologist.

 
     
Kim Foglia   

Family life for this group appears very well planned. They try to coordinate things at the beginning of the week. Kim makes a large amount of food on the weekends, but they reheat equally during the week. “We have a huge freezer and we joke that it’s big enough to put dead relatives in,” Kim laughs in all seriousness. 

Sometimes they actually create a menu. But there are drawbacks. “Justin won’t eat anything unless it’s on the menu and Emma, well it doesn’t matter what you put in front of her – she won’t eat it,” comments Stuart. 

With two working parents there is a system to most everything. But this is not a dry family. It is a juicy and dynamic warm spontaneous bunch.  Just as dinner comes to a close little four-year-old Emma whips off her clothing and throws on a costume portraying a character in the Lion King. The family adapts and moves into action.  Justin has his take on how to play the Lion King drama, Stuart lets in the dog to take a roll and Kim encourages the children to be creative, without getting too much out of line.

It’s a typical evening for the Foglia family but perhaps enjoyed just a bit more than in the past. Even in the chaos there is a semblance of calm. The underlying energy both Kim and Stuart will tell you is governed by less stress since Kim sold her company – Write Design – at the end of 2000 for a cool few million.  

Pre-Merger

Kim began Write Design four years ago in her living room shortly after her daughter Emma was born. “I always joke that Emma had the imprint of a keyboard on her cheek,” Kim laughs.  With a Masters in teaching and biology, business was

not her forte. Despite her limited knowledge she birthed a creative web development firm that took off almost immediately.

By her design it was a team of web creators and the business grew so fast in that realm that it was attracting an audience of distinguished clientele such as Symbol Technologies. Before long it also attracted formidable competitive offers from larger companies interested in purchasing Write Design. After four years of creating a successful web development firm she says the stress of the daily business grind was affecting her life dramatically, and so she considered selling. 

“Everything was suffering. Time and mood with the kids, our marriage, my health,” said Kim. “When somebody is carrying around that stress continuously for years it’s a crisis, it damages the equilibrium of the household,” adds Stuart.  It wasn’t that she needed to leave the working environment to spend more time with the children, she needed to work smarter. Things were taking a back seat to ownership. The baggage or as Kim said, “privilege of ownership” became overwhelming.
  
 “When we talked about selling I was in favor of it.  It didn’t matter to me what the deal was,” said Stuart.  “I was in favor of her having a job, not running a business,” he added. The final gut answer came at a weekend meeting of the National Association of Mothers’ Centers where Kim sits on the board. “There were long walks at night all by myself and it finally hit me that I had to listen to my own voice.” Kim went on to say, “I was the only set of hands on the steering wheel and I realized that there were parts of the business I was doing by the seat of my pants.” While she was well organized, she realized that she had to come to terms with what she was good at and what she wasn’t good at.
 

“There comes a time in an entrepreneurs life that in order for your business to get bigger or survive longer, you need to step aside and let some business people run it, and I think that’s the hardest thing for an entrepreneur,” Kim commented with a sigh.

The Selection Process
“I had to be very selective,” says Kim of the decision making process of choosing a company to sell to. 

She was looking for an acquisition that would be based on the spirit of a merger. She wanted to be sure that along with the acquisition, she would have a stake in the company, its inner workings and its team.  It was one web 

services company acquiring another web services company. The working difference being that Write Design concentrated on the creative, and the purchasing company (The Galt Corporation) focused on the technical end of the development business.

In essence, she says she traded equity in her own company for a mixture of equity and cash in another. But she had requirements before signing a deal. After all, Galt would be buying her team of experts and some of the client list. Her list of requirements were:   

  1. Stock in the company acquiring Write Design.

  2. A guarantee that her team would come with her.

  3. A guarantee that her team would stay in tact and not be
    spread throughout the company.

  4. A contract enabling her to hold a corporate position at the Company.

  5. A similar corporate culture for she and her team.

  6. Industry competitive compensation for her and her team.

After much contemplation, a year of negotiation, and a lot of midnight walks by herself she made the decision to sell. Colleagues, her husband, friends, and family all had their individual takes on what she should do but it was only after listening to her own voice that she came to a decision to sell. The result a final agreement comprised of a mixture of equity and a stake in the company for a low seven-figure price.   

Post-Merger

“No more calls in the middle of the night,” that’s what Kim says is one of the advantages of her decision. Another component of the resulting merged company is that Kim, while the Chief Creative Officer of the company, the business decisions do not entirely fall on her shoulders. There is a management team that she can share ideas with. “All the answers don’t have to come out of my head,” said Kim. 

It’s been less than two months, and Kim says she is still working just as hard at Galt, but her worries are no longer about payroll, or employee concerns, or the alarm going off at midnight at work.           

“There is more of a freedom to having a weekend with the family,” and she adds that “while the kids don’t necessarily see more of me, the time we spend is more quality time.” 

The Ah-HA
I asked Kim why she hung in there so long instead of selling sooner. She shared that it took her a long time to understand that selling was not equated with failure.

She questioned herself about the reasons for selling and finally got to a realization that the company simply got too big to handle with one person at the helm. It took her a long time to say, “This was a success, in and of itself.  I can go do something else now and it can still be a success and it doesn’t take anything from me. I don’t have to have Kim’s name on the door.” 

Editors Note: Kim Foglia co-chairs the newly created LISTnet (Long Island Software and Technology Network) committee, Women In Technology. 
      

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