Tony Hsieh built his online shoe retailer into an e-commerce powerhouse. But with credit tightening and investors eyeing the exits, Hsieh was forced to ask: Was selling Zappos really the only way to save it?
The first time Amazon.com tried to buy Zappos, we said no without even thinking.
It was the summer of 2005, and Zappos, the start-up into which I'd poured the past five years of my life (and almost all of my money), finally seemed to be on the right track.
Zappos sells shoes and apparel online, but what distinguished us from our competitors was that we'd put our company culture above all else. We'd bet that by being good to our employees -- for instance, by paying for 100 percent of health care premiums, spending heavily on personal development, and giving customer service reps more freedom than at a typical call center -- we would be able to offer better service than our competitors. Better service would translate into lots of repeat customers, which would mean low marketing expenses, long-term profits, and fast growth. Amazingly, it all seemed to be working. By 2005, gross merchandise sales were $370 million, and we made the Inc. 500. We weren't profitable yet, but we were close to breaking even, and our revenue was growing quickly.
At the time, we made almost all our money selling shoes, but our hope was that we'd eventually go into all sorts of other businesses. We saw Zappos as a global brand like Virgin -- except whereas Virgin was about being hip and cool, Zappos would be about offering the best service. The plan was to grow sales to $1 billion by 2010 and eventually go public.
These ideas about the power of our company culture had yet to be proved. As I talked to Amazon founder and CEO Jeff Bezos, who visited our headquarters in 2005, I realized that to Amazon, we were just a leading shoe company. If we sold, we'd probably be folded into their operations, and our brand and culture would be at risk of disappearing.
That was why we told Jeff that we weren't interested in selling at any price. I felt like we were just getting started.
Four years later, Amazon came calling again -- and again my impulse was to say no. Our sales had grown steadily since 2005; by 2008 we were doing more than $1 billion in gross merchandise sales annually -- two years ahead of our original plan. We were now profitable, and our culture was even stronger. As before, our plan was to stay independent and eventually go public.
But our board of directors had other ideas. Although I'd financed much of Zappos myself during its early days, we'd eventually raised tens of millions of dollars from outside investors, including $48 million from Sequoia Capital, a Silicon Valley venture capital firm. As with all VCs, Sequoia expected a substantial return on its investment -- most likely through an IPO. It might have been happy to wait a few more years if the economy had been thriving, but the recession and the credit crisis had put Zappos -- and our investors -- in a very precarious position.
At the time, Zappos relied on a revolving line of credit of $100 million to buy inventory. But our lending agreements required us to hit projected revenue and profitability targets each month. If we missed our numbers even by a small amount, the banks had the right to walk away from the loans, creating a possible cash-flow crisis that might theoretically bankrupt us. In early 2009, there weren't a lot of banks eager to give out $100 million to a business in our situation.
That wasn't our only potential cash-flow problem. Our line of credit was "asset backed," meaning that we could borrow between 50 percent and 60 percent of the value of our inventory. But the value of our inventory wasn't based on what we'd paid. It was based on the amount of money we could reasonably collect if the company were liquidated. As the economy deteriorated, the appraised value of our inventory began to fall, which meant that even if we hit our numbers, we might eventually find ourselves without enough cash to buy inventory.
These issues had nothing to do with the underlying performance of our business, but they increased tensions on our board of directors. Some board members had always viewed our company culture as a pet project -- "Tony's social experiments," they called it. I disagreed. I believe that getting the culture right is the most important thing a company can do. But the board took the conventional view -- namely, that a business should focus on profitability first and then use the profits to do nice things for its employees. The board's attitude was that my "social experiments" might make for good PR but that they didn't move the overall business forward. The board wanted me, or whoever was CEO, to spend less time on worrying about employee happiness and more time selling shoes.
On some level, I was sympathetic to the board's position. The truth was that if we pulled back on the culture stuff, the immediate effect on our financials would probably have been positive. It would have reduced our expenses in the short term, and I don't think our sales would have suffered much at first. But I was pretty sure that in the long term, it would have ruined everything we had created.
By early 2009, we were at a stalemate. Because of a complicated legal structure, I effectively controlled the majority of the common shares, so that the board couldn't force a sale of the company. But on the five-person board, only two of us -- Alfred Lin, our CFO and COO, and myself -- were completely committed to Zappos's culture. This made it likely that if the economy didn't improve, the board would fire me and hire a new CEO who was concerned only with maximizing profits. The threat was never made overtly, but I could tell that was the direction things were going.
It was a stressful time for me and Alfred. But we'd gotten through much tougher times before, and this seemed like just another challenge we needed to figure out. We began brainstorming ways that we could get out from under the board. We certainly didn't want to sell the company and move on to something else. To us, Zappos wasn't just a job -- it was a calling. So we came up with a plan: We would buy out our board of directors.
We figured to do so would cost about $200 million. As we were talking to potential investors, Amazon approached Alfred about buying Zappos outright. Although that still didn't seem like the best option to me, Alfred sensed that Amazon would be more open than last time to the idea of letting Zappos continue to operate as an independent entity. And we felt that the price Amazon was talking about was too large for us to ignore without potentially violating our fiduciary duty to our shareholders.
In April, I flew to Seattle for an hourlong meeting with Jeff Bezos. I gave him my standard presentation on Zappos, which is mostly about our culture. Toward the end of the presentation, I started talking about the science of happiness -- and how we try to use it to serve our customers and employees better.
