So You Wanna be a VC?

Opening Day Barron Park Elementary School (9/8/98)

"Make new friends,

but keep the old.

One is silver,

the other is gold.

A circle is round,

it has no end.

That's how long,

I will be your friend."

(girl scout song believed to be adapted from poem written by Joseph Parry (1841-1903) or perhaps Boardwalk Empire if you believe Reddit)

In the picture above, "Make New Friends" was sung by the entire Barron Park Elementary School on its first day as a neighborhood school in 1998.  A fitting song for a new school year and new school. (Side note 1: My daughter with back to camera and her friend to her right in pigtails both graduated from UC Santa Barbara together in 2015.  Side note 2: School started on September 8th.  Yes, after Labor Day!  When summer is supposed to end, not in mid-August like Palo Alto and most other school districts do now.)

I've always believed in the golden rule.  You know, the one you learned in nursery school about treating others how you would like to be treated.  However, in my 25 years in the Silicon Valley startup ecosystem, I've experienced the VC corollary to the golden rule much more often: "He has the gold makes the rules!"  I can just picture Mr. Rogers saying "Children, can you say participating preferred stock with an uncapped 3x liquidation preference and a full ratchet?" Well, maybe so after watching his middle finger salute.

When AngelList first launched syndicates a few years ago, I was very skeptical of the idea of angels taking carry on my investment.  I've always felt that as an angel we should be sharing our best opportunities with each other and follow the golden rule.  I work hard on mine and you work hard on yours and we all win (entrepreneurs, angels, and upstream VC's).  I went back to look at a few twitter exchanges I had at the time and clearly had some issues with the program.

So what changed and why I am now launching a syndicate?

1. I got over it.  In looking at how syndicates have developed, there have been a lot of positives for both angels and entrepreneurs.  Some syndicate leads have gotten allocations in competitive deals where angels wouldn't have had the opportunity to invest previously.  Some are able to offer better terms (pro-rata rights, lower valuation caps) than an individual could get.
2. It's great for entrepreneurs!  A syndicate is very effective and efficient way to raise capital.  In addition to the syndicate participants who can potentially add value, AngelList has its own institutional funds that often participate.  In addition, the entrepreneur has only one investment entity on its cap table rather than a long list of individual angels.  This offers many of the benefits of angel groups (larger investment, breadth of experience, single entity) without many of the negatives (long process, lack of transparency, etc.)
3. I'm still not totally on board with the 15-20% carry most syndicates are charging (still stuck with that golden rule).  This is why I am taking 0% (yes you heard that right, 0%) on my syndicate.  There will still be a 5% carry charged that goes to AngelList, but I'm good with that. They have build a great platform and should be compensated for the marketing, administration, etc.

I'm sure your next question is how can I jump aboard?  Well, the train just pulled in to the station and isn't leaving just yet.  I expect to announce the first two opportunities this month.  You can learn more about the Steve Bennet (aka "ProfessorVC") syndicate here.

Does Elon Musk + Peter Thiel = 3 or 1.5

I've written previously (here and here) about the issues with private companies merging in an acquihire or other downside scenario (i.e. one company running out of cash and another with cash but searching for a business model).  Often times those involve trading within a venture capital portfolio or between two venture firms portfolios.

But what about the case where both companies are well capitalized and doing well?  I think we will see more of these in 2016 and beyond as IPOs are still far and few between and unicorns struggle to justify their stratospheric valuations.

One of the first I was exposed to was the merger between Peter Thiel's Confinity/PayPal and Elon Musk's X.com.  Both companies were relatively well capitalized, building peer to peer payments businesses and spending a significant amount of their funding on customer acquisition.  According to David Sacks (PayPal's COO at the time), both companies were involved in a scorched Earth battle to acquire customers (upping referral bonuses to $20) that neither were likely to survive if they continued down that road and the merger solved this problem (although created others).

Obviously, Musk and Thiel both did fine off the eventual Paypal IPO (and even better subsequently with Facebook and Tesla).  Musk was the early winner taking the CEO role (for a brief period) in the merged company and the largest equity stake as well.  Not surprisingly, the merger was highly dilutive, particularly to Confinity/PayPal shareholders.  I was a Limited Partner in Angel Investors II (Ron Conway's angel fund) that was an investor in Confinity.  At the IPO, Musk held a 14.2% stake vs Thiel's 5.6% (Sequoia Capital had 10.7%).

For the LP's in Angel Investors II, the investment ended up returning around 7x (but only 1% of the fund), which was a very good return but not as high as it could've been, and clearly not enough to make a dent in many of the other 150+ companies (most that went out of business) in a portfolio that included candybarrel.com, eRugGallery, and dunk.net.  Luckily, Google was one of the 150 and did ultimately return the fund assuming the LP was smart enough to hold the stock after distribution.

I originally got to thinking about this when I received a 485 page information statement on a previously announced merger between Clean Power Finance and Kilowatt Financial.  I was a seed investor in Clean Power Finance (CPF), which subsequently raised $90M+ in venture funding and  over $1 billion in project and debt financing.  CPF's major venture backer is Kleiner Perkins, who coincidentally, is also the majority equity holder in Kilowatt.  Like CPF, Kilowatt also provides solar financing services to consumers.  It is obviously too early to know whether this will be a successful merger, but I generally prefer to roll the dice with the original horse I bet on.  You also have to wonder about the numerous conflicts of interests involved in a deal where one investor owns a significant stake in both parties.

Another seed investment where something similar happened was the 2010 iControl Networks merger with uControl (yeah not a lot of creativity in naming...).  Kleiner was also the lead venture investor in iControl, which had raised close to $50M in financing at the time (I previously wrote a post about iControl's financing history).  Both companies offered home security and automation services through partners.  iControl had make significant inroads in the security industry (partnering with ADT to deliver ADT Pulse) while uControl had more success with cable and broadband providers.  As an investor, I wasn't very excited at the time due to the dilution and challenges in integrating the two platforms.  Looking back five years later, it appears that the merger was a very expensive partner acquisition strategy for iControl.  By the way, this month is the 10-year anniversary of iControl's Series A financing and I haven't been able to get liquid on a single share.  Hope that changes in 2016...

What does this mean for entrepreneurs and investors?  Here are a few thoughts:

• Expect more consolidation - While acquisitions of early stage companies often provide benefits to fill in product line, acquire a team, or enter a new market, later stage acquisitions are often a sign that one or both companies got stuck in the red zone and the hope that the combined effort can get the ball across the goal line.  

• Many acquisition are a Zero Sum Game (or worse) - This holds true for many public company acquisitions as well.  Press Releases always tout the synergistic benefits of the combination, but in reality, rarely are both entities better off.  Typically one comes out better and often both end up in a worse position.

• Resetting of Liquidity Clock - Similar to raising a large late stage private round, this also increases the combined enterprise value and limits potential exits to either an IPO or very large acquisition.  It takes time for the business to catch up to these market expectations and valuation.  Most never make it there.  I do wonder if we will being to see the rarely used redemption clauses triggered where early investors may be happy to take their money back plus accrued preferential return to close out a fund.

Back to that PayPal merger.  What would've actually happened if Confinity and X.com had continued to battle it out.  One thing I know is that the combined business turned out a lot better than Peter Thiel's original business plan for infrared beaming of electronic payments over Palm Pilots that I unfortunately passed on investing in 1999.  For those interested in an entertaining look back at Silicon Valley history, you can find that business plan here.

Please Don't Celebrate Failure!

Silicon Valley and the venture capital industry were built on taking risks and making big bets on technology, teams, and markets.  It's great that failure does not need to be worn as a scarlet letter as it does in other cultures or Hollywood...(wonder if a pic of Emma Stone will get a few new visitors to the ProfessorVC blog).

I remember back in the day when VC's took risks and would invest in nascent technologies and markets.  Now firms are more interested in piling on a late stage financing for an Uber or Slack after product/market has been de-risked and the only question is whether the sky high valuation will ultimately supported by the financial markets.

For a number of years (or at least since twitter has been around), the Silicon Valley echo chamber has publicly celebrated modest exits or acqui-hires.  However, now, it seems that the pendulum has swung so far the other way that failure is being celebrated.  Every week there is another post about "how we failed".   Medium seems to be the platform of choice to promote your failures.

Here are a few:

• Well We Failed, 
• Postmortem of a Venture-Backed Startup and 
• My Startup Failed

I recently had a fireside chat with Dave McClure at SJSU where I questioned Dave about a blog post he wrote on failure, late bloomer, not a loser (I hope). You can skip ahead to the 37:35 mark where Dave lets out the secret that writing about being a loser will get you a huge audience for your blog.



SVCE Speaker Series: Dave McClure from SJSU CoB on Vimeo.

Perhaps, those entrepreneurs are just looking to make a few bucks with google AdSense and Commission Junction while figuring out next career move...

I agree it is good to share lessons learned with other entrepreneurs.  Also, if it is cathartic for you to do a post-mortem for the world to see, I'm not going to stand in your way.  However, where I draw the line is when failures are treated as less than a little speed bump on the road to success.  FAILING SUCKS!! YOU ARE IN THE GAME TO WIN!! EMPLOYEES LOST THEIR JOBS AND INVESTORS LOST MONEY!!

Ok, now it's time to reveal what got ProfessorVC's tighty whities in a bunch.  I received this email from a CEO/founder of a company where I was an investor on April 14th at 8:29 PM:

Thank you for your belief in me and the entire team. We had bold visions for how we were going to upend research and investment in the private market, and we wanted to make that vision a reality. Unfortunately, like many startups, we’ve run out of runway to execute. As of April 15, company will be effectively out of cash.

Yeah, you read that right!  Oops. we're running out of cash tomorrow!! Oh well, we failed...This was with no advanced warning and only bullish statements on company's progress.  It's one thing to be an optimistic entrepreneur but another to be delusional and reckless!  Apparently the entrepreneur (can't tell you who it is but his name rhymes with Saul Pingh) was too embarrassed or arrogant to respond to my requests for answers and more info.  Another investor had to threaten to have his lawyer make the next request before getting a call.  It turns out there was ultimately an acquihire and investors may potentially receive a very small fraction of our investment back.

As an investor, I expect to lose money on many of my investments.  That's part of being an angel investor and luckily the returns on the winners far exceeds the losses on the losers.  However, if entrepreneurs are going to build their companies on other people's money, they need to communicate and work like hell to win!  Sorry, contrary to popular belief among the millennials, there is no trophy for losing (actually, a quick google search shows there is one).

Please don't win one of these!

PostScript: The identity of Saul Pingh was discovered by a DC reporter Chris Bing following in the footsteps of those other DC investigative reporters Woodward and Bernstein...Chris attended the celebration of the acquisition (pic below)

On April 16, the acquisition deal for Disruption Corp. by 1776 was announced. Those pictured include 1776 co-founder Evan Burfield (far left); Virginia Gov. Terry McAuliffe (center, behind podium); 1776 co-founder Donna Harris (to right of McAuliffe); and Disruption Corp. founder Paul Singh (far right). DC Inno photo.

Is the Unicorn Endangered or Extinct?

Before diving in to the topic at hand, I realize Professor VC has been gone for a long time. Although I don't blog for the sake of blogging, I am committed to writing more regularly this year.  In fact, that was one of my New Year's Resolutions for 2015.  My other was going to the eye doctor and I have an appointment for this coming Monday. Nothing like checking off your resolutions in the 2nd month of the year!

My favorite podcast is This American Life, hosted by my business school classmate Karen's brother, Ira.  It is hit and miss from week to week, but stories are well researched, interesting, and often downright hilarious!  One of my favorites is a Little Bit of Knowledge (Episode 293) that has stories on people who believe certain things such as childhood myths well past the age when they should.

In the episode, Kristy Kruger talks about picturing unicorns roaming the planes in Africa as a kid and being at a party many years later when the topic of conversation turned to endangered species:

It was about a group of five to seven people, kind of standing around the keg, just talking. And somehow a discussion of endangered species came up, in which I posed the question, is the unicorn endangered or extinct? And basically, there was a big gap of silence.

I doubt Aileen Lee of Cowboy Ventures believed that a horse with a horn existed when she wrote Welcome To The Unicorn Club: Learning From Billion-Dollar Startups in late 2013, but she probably had no idea that it would become a hot buzzword in Silicon Valley and hit the cover of mainstream business press, Fortune Magazine.

The subtitle on the cover asks the question "At least 80 Tech Startups are Worth $1 Billion or More?  Is this Boom for Real?" Before answering this question, it is good to at least address the B word (no not Billion, but Bubble).  When I pulled the current issue of Fortune out of my mailbox, it reminded me of my reaction to another Fortune cover almost 10 years ago.

When I pulled out the May 30, 2005 issue with Real Estate Gold Rush on the cover and posting the question "Inside the hot-money work of housing speculators, condo-flippers, and get-rich-quick schemers. Is it too late to get in?"  My thought was not whether it was too late to get in, but how quickly one could get out! The article profiled one of the flippers:

"Zareh Tahmassebian is on the way to look at two of his houses in Phoenix. He is lost. Most people don't get lost driving to their own residence, but then, Tahmassebian has never actually been to these particular homes. There are a few reasons for that: (1) He has no intention of ever moving into them, (2) he lives in Las Vegas, not Phoenix, and (3) he owns six other houses--and a half share of seven more--in the greater Phoenix area. "Sometimes it's hard to keep track," he says.  Tahmassebian, just 22, is a big, affable guy who dresses the way a budding young speculator should: black trousers, a blue-and-white-striped shirt, cuff links, a Cartier watch, black suede loafers, and rimless purple sunglasses. The son of Armenian immigrants, he has spent the past four years in Las Vegas working as a mortgage banker, a job that he says paid him $250,000 in salary and commissions last year."

I'm not about to compare the current state of private company valuations to the real estate bubble or even the dot-com bubble.  The real estate bubble was practically a Ponzi scheme driven by greedy (is there another kind?) investment bankers, while the dot com bubble was driven by investment bankers willing and able to convince institutional and retail investors that companies didn't need to have a business model or even a way to exist without relying on additional investment.

No, the question today is not whether these unicorns are viable businesses.  For the most part, they have proven that.  The question is whether the valuations can be supported.  For example, Uber (not a startup but someone should let TechCrunch know) is private and has a valuation greater than 70% of the Fortune 500.

Back in the day, tech companies typically went public at market caps in $100 - $250M range.  Late private and early public investors were richly rewarded.  With companies remaining private much longer today, most of the value appreciation is pre-IPO.  I don't think the intent of the JOBS Act was to have companies remain private longer, but has had this result by increasing the investor limit prior to required reporting.

Former students who are readers of this blog may recall the Amazon IPO case from Entrepreneurial Finance class.  Amazon priced it's IPO in 1997 at approximately $500M (the $18 IPO price was an increase from the $12-$14 range) and first trade was at $29.25 or a market cap of $800M.  It's previous financing round was a little over a year prior to the IPO and was a $8M raise at a $60M pre-money valuation led by John Doerr of Kleiner Perkins.  Kleiner got a markup of approximately 12X at the IPO.  However, the bulk of the gains were earned post IPO as Amazon's current market cap is $175B or a 2,500X increase from the IPO.  If Uber were to go public at its current private valuation, it would have a market cap of $100 Trillion.  No company has ever crossed the $1 Trillion threshold.  That wouldn't be a unicorn.  That would be a unicorn mermaid and cyclops all rolled in one!

Again, we are talking about Amazon, a company that has completely disrupted the business of retail commerce among other things.  We should also remember that Amazon went public at a time (Q2 1997) when many companies were pulling IPO filings because the market was beating up Internet valuations.  In the year prior to Amazon's IPO, 23 Internet companies had gone public at valuations ranging from $63M to $485M, including Etrade ($380M), CNET ($211M), and First Virtual (79M).  At the time of the Amazon IPO, most of these were trading at prices 50%+ less than the IPO price.

Benchmark Capital VC (and former tech analyst) Bill Gurley wrote a post on bubbles a year ago and took a lot of flack for it, but I tend to listen to a guy like Bill who has been around for several cycles and even more so to Warren Buffet who has been around for many more than Bill or I have:

"Warren Buffet has a famous quote, 'Be fearful when others are greedy and greedy when others are fearful.' Using this traditionally contrarian investment mindset, one would certainly tread with trepidation in today’s market. Although we may have not reached the level of observing obvious greediness, there is most certainly an absence of fear. Those that managed companies in 2008 or thirteen years ago in 2001 know exactly how fear feels. And this is not it."

This also gets me thinking of the old poker adage:

 "if you are sitting around the poker table for 30 minutes and can't figure out who the sucker is, it's you." 

I'm a pretty good poker player but can figure out relatively quickly when I'm outmatched.  I don't want to be the last money in or the guy holding the bag.  Recently, I was given the opportunity to invest in unicorns including Dropbox, Lyft, Palantir, and Spotify.  I passed on all.  Not because they aren't excellent companies, but primarily based on valuations.  Is Dropbox at an $8B private valuation worth 4X more than Box as a public company?

For Lyft, it is much more painful.  I was an informal advisor to the founders from the time they were the only two employees.  In 2008, I made an investment offer of $250K for approximately 38% of the company ($400,000 pre-money valuation).  The current valuation of $2B is 3,000X the proposed post-money valuation of that seed term sheet. (igthwghjg2q2g8hu4). Sorry about that.  Just needed a good cry on the keyboard...Logan and John were wise to turn down the offer and continue to bootstrap Lyft (Zimride at the time).  However, I imagine we could've gotten the deal done at a valuation in the $1M range.

Yes, I do believe that late stage valuations are out of whack but remain excited about early stage opportunities.  Also, as the secondary market continues to mature, there will be many more opportunities to get liquid while companies are still private, reaping the rewards that early public investors would've had in days gone by.

Now back to our friend, Zareh, from the real estate flipper article.  I was curious to find out what happened to him.  I couldn't find a linkedin profile, but a quick google search did turn up a number of lawsuits and foreclosures.

If it sounds too good to be true, it probably is.  Just like Unicorns as imagined by a child.

Digital Currency and Bitcoinmania. Is ProfessorVC too Late to the Party?

Perhaps if my intention was to be a 49er and join in the Gold Rush and speculative frenzy...Unfortunately as much as I'd like to make a quick buck as the next guy or gal, I've never been very good at timing the market.

For example, I was on the waiting list for close to a year prior to the first Tesla Model S rolling off the robotic assembly line in Fremont.  When I finally bought the car in January, 2013, a single Bitcoin was worth $15. Had I skipped the car and bought Bitcoin instead, I'd have a nice $3.5M (assuming I didn't park it at Mt. Gox) and could buy 44 Teslas, enough for my entire extended family, a few students, and of course, some loyal readers of my blog.  Of course, I would've missed out on picking up the car after the Tesla factory tour (pic below).   I could've used the cash to buy Tesla stock at $33/share, which would now be worth over $600K.

Congratulations to those early miners and speculators who made a killing on Bitcoin.  For the rest of us, it is early days in the digital payments space and fortunes will be made by those starting, investing, and working at companies building payment infrastructure and applications.

We are excited to announce the launch of CrossCoin Ventures today, a Digital Currency Accelerator investing in entrepreneurs building on and advancing the Ripple ecosystem in collaboration with Ripple Labs.  Ripple Labs also announced it's developer portal and support of the CrossCoin accelerator. 

For those not familiar with Ripple, it is an open-source, distributed payment protocol. It enables nearly free and instant payments to merchants, consumers and developers with no chargebacks and in any currency -- including dollars, yen, euros, and even Bitcoin. Ripple's goal is to make payments just like communications -- global, distributed, instant and free.  Ripple Labs developed the protocol, promotes it's use, supports developers, and builds applications and SDKs to enhance it's utility worldwide.  If interested in learning more, here is a great primer to get started.

Why are we bullish on digital currency and Ripple specifically?  The banking industry is antiquated, inefficient and not built to support many areas of the information economy, including international commerce, financial services for the underbanked, and microtransactions.  Friction and fees are prevalent and we are beginning to see consumer adoption of alternative currencies with Bitcoin the obvious leader.  We love that Ripple works with Bitcoin, traditional currencies, and any other unit of value from frequent flyer miles to loyalty cards and in the future will support smart contracts for the exchange of specific assets. 

Some people make the analogy of digital currencies being at the same stage the Internet was at in 1994.  Huge new Internet businesses were created at that time and one of my partners in CrossCoin, Gary Kremen, invented online dating with the founding of Match.com.  Clearly, we are not alone in this belief as many astute investors including Marc Andreessen, Jeremy Liew, Chris Dixon and Fred Wilson are backing companies in this space. 

If you are an entrepreneur or developer interested in leveraging the ripple ecosystem and looking for capital along with help in launching and building your business, we'd love to hear from you.  Some of the areas we are interested in involve remittance, wallets, analytics, along with other enterprise and consumer applications.  We are open to all ideas. You can find more information and contact us at CrossCoin Ventures.

Pari Passu or F.U...little guy

Mike Markkula presenting Steve Jobs with first investment in Apple

I recently watched an excellent documentary on PBS, Something Ventured: Risk, Reward, and the Original Venture Capitalists.  It is the story of the founding of the venture capital industry in Silicon Valley and features many of the iconic companies created including Apple, Intel, Genentech and Cisco.  VCs profiled include Arthur Rock, Tom Perkins, Don Valentine, Dick Kramlich, Reid Dennis, Bill Draper and Pitch Johnson (fathers of the industry).  Yup, no women, unfortunately, and industry is still male dominated over 40 years later.

The documentary is well worth watching.  It is both entertaining and a stark contrast to today's venture climate, that is dominated by sharp elbows and the focus on personal gain and self promotion (or the more acceptable term of creating a "personal brand").

Perhaps, I'm becoming an old curmudgeon, but I like the focus on working together to create something really big. This is the feeling you get from watching the venture capitalists talk about the entrepreneurs and other investors in the film.

Pari Passu is a term that was used quite frequently in the early days of the venture industry and even when I got my feet wet in the late '80s and early '90s.  It is a Latin phrase that means "on equal footing" and has been translated to mean "ranking equally", "hand in hand", and "fairly" according to Wikipedia.  In investment parlance, it strictly means that new classes of stock have equal rights with prior classes in terms of liquidation preference, voting rights, etc.

However, I view pari passu as a more intrinsic definition that goes beyond simple legal definitions. I'm a strong believer in fairness (although my daughters may not agree) and investors and entrepreneurs working together as a team to create something valuable to all stakeholders (customers, employees, founders, investors).  Startup outcomes tend to be very binary. The company either fails and provides little or no return to investors or is a success and returns a multiple to investors.  Yes, there are a number of cases in the middle where having a senior or participating preference does make a difference in liquidation proceeds, but I argue that it does very little to overall returns in a diversified portfolio.

I've witnessed a lot of bad behavior by investors recently, along with other examples of greed that stray far from pari passu.  I'm all for transparency, but won't be naming names in this post as I don't want to put some entrepreneurs in a difficult position.  However, I'm sure some of ProfessorVC's readers will recognize themselves or others in these examples.  It's also interesting how a lot of this resembles toddler behavior on the playground from "show me a little more love" to "mine mine mine" and of course, the classic playground bully.

One area I've noticed a lot more recently are angel investors and seed stage funds trying to grab a little bit extra, whether it's warrants for leading the round, advisor shares to go along with the investment, or a common stock stake for just being who they are.  Entrepreneurs are put in a difficult position as they are trying to get a round closed, benefit from having certain investors committed, but at the same time can't feel very comfortable having to tell prospective investors they aren't getting the same deal.  I always ask the question if other investors have different terms and almost always don't invest on principal in these cases.

Another closely related area is that of variable pricing on convertible debt or equity deals where different investors have different caps.  Generally (but not always) it is investors that came on board a little earlier.  As regular readers of this blog know, I'm not a fan of convertible deals to begin with, and it is difficult for me to internalize how value in the company has been created in the two weeks a cap goes from $3 million to $5 million.  I have turned down several of these types of transactions recently.

Seems like my rant is picking up steam now.  I was working closely with an entrepreneur and introduced another angel investor to the company.  We considered a joint investment in the company and the entrepreneur decided not to take funding at the time.  A year or so later, the entrepreneur did raise a round from a seed stage fund that wanted to have most of the round, but the guy I introduced was able to invest, while I got left on the outside.  Company has now raised over $70 million and is growing rapidly.  Yes, the entrepreneur could've worked to get me in the round, but not the easiest position when you are a young CEO raising your first round.  The other investor could've certainly lobbied to get me an allocation.

Another area where I'm not sure I stand is with some of the more formal referral and syndication programs that are emerging now.  Funders Club (which I've written about previously)  recently launched a referral program where angels can receive 10% of the carried interest in a deal they refer that ultimately gets investment from an FC fund.  Since this only impacts the investors participating in the deal through FC, I don't have a big problem with this, although not something I would participate in.  Not sure how much value in just a referral, but also going back to pari passu, I'm just as likely to refer the next opportunity and am happy investing at the same terms on one I refer as one that you refer.

AngelList (which I remain a big fan) also recently launched a syndicate program.  In this program, an angel can ask the entrepreneur for an allocation of the round and then syndicate through AngelList.  It is assumed that the angel has done diligence and will be working with the company going forward to earn a carried interest from others investing in the syndicate.  Effectively, the angel is acting as a VC and works in a similar manner to a pledge fund, where a firm's LPs commit on a deal by deal basis.  I could see potentially getting involved in this type of transaction, but am curious if the investor is committing to the full allocation whether she can syndicate or not.  If it is contingent, then this could provide some perverse incentives.

Finally, I have to bring up some bad behavior by a name Sand Hill Road firm (SH).  An entrepreneur received two Series A term sheets, one lead by an international investor and the other from SH.  The seed round had participation from two venture firms that were committed to doing their pro-rata and seed round was done with a very clean term sheet (1x preference, non participating, no anti-dilution).  SH wanted a senior preference over the seed investors (full disclosure: I'm one) and we tried to push back that precedent was being set for Series B and whoever comes after them, to demand the same, which will negate the value of their seniority at A.  Unfortunately, not everyone follows the KISS principle.  Their response was that we should be happy they didn't ask for a participating preference on top of the seniority.  Lucky us!!

We went ahead and accepted the term sheet, partially due to the fact that they knew the company well from 3 months of diligence, had expertise in the domain, and promised a quick close in 3 weeks from term sheet signing.  Well, those 3 weeks came and went, and they decided they weren't sure about the market and needed to get other partners in the firm on board.  That is VC speak, for get ready to bend over...After several meetings with different partners, principals, venture partners and associates, they scheduled a partner meeting for one month after the original close date to decide if they wanted to move ahead.  They did get the partners on board on the condition that the term sheet is renegotiated at a lower valuation.  Don't know why I'm thinking of Kevin Bacon from Animal House all of a sudden. "Thank you sir, may I have another!"

Just in case you are forgetting at this point, I'm not a pollyanna. It's also not a Rodney King "Can't we all just get along" thing.  I'm a capitalist, a CFO and investor.  I know it's all about capital and using wealth to create more wealth.  However, Wall Street was never an appealing destination for me (unlike the majority of my Wharton classmates) and as much as I snickered, I liked it when VCs started referring to their investments as projects rather than deals. The venture industry has clearly changed and grown since the early days profiled in Something Ventured, but it would be good not to forget all of the lessons shared in the documentary.

Was Launch the right platform to Launch?

While the rest of Silicon Valley is slamming drinks at SXSW in Austin and trying out the mobile app Bang with Friends, I'm sitting in my office thinking about last week's Launch Festival.  Seriously, Bang with Friends?? We decided to launch SocialParent at the conference (full disclosure: I'm an adviser, part-time CFO and investor). 

SocialParent is a social network for those who have moved beyond the Bang with Friends stage, have settled down, had a family and are looking for a social network that mirrors their real life social network.

 
 My proposed tagline for the company was "Powering the Modern Family" (with pic below), but the CEO (Reza Raji) shot that one down and reminded me that I was the CFO and not in charge of marketing.  I do love the tv show, but if they all used SocialParent, they wouldn't get involved with nearly as many predicaments as they would be on top of their schedules and where the rest of the family was at any given time.

(For more info download the app or listen to SocialParent CEO explain the service on PandoDaily below).

The founding duo of SocialParent (Reza Raji and Gerry Gutt) were also co-founders of iControl Networks, where I was also an investor and part-time CFO.  We used the DEMO conference in 2005 as the launch vehicle for iControl and got me thinking about how the seed funding landscape has changed in the past eight years.


In 2005, incubators were thought of as either bubble era disasters or university science projects.  The term accelerator wasn't in the vernacular and YCombinator had yet to set their first class free.  First Round Capital (one of the early entrants in the post bubble seed/micro VC funding category) was just getting going and it's primary focus was investing in companies coming out of DEMO.  The term "super angel" had yet been coined, and Naval and Nivi were several years away from sending out the first interesting deals email which ultimately became AngelList.  Demo days were weeks spent hiking up and down Sand Hill Road not a single afternoon when you can pitch to 150 angel investors and VC's. 

When we launched iControl at DEMO in 2005, the conference was not the only show in town, but was definitely a big deal.  Investors and press would flock to the desert to see future hot startups unwrap their products and mature tech companies show off their latest and greatest.  It was expensive ($20K+) but no better way to get major mainstream and tech press coverage, not to mention interest from venture capitalists.  6 minutes on stage were truly a CEO's 15 minutes of fame. There was a ton of energy, great networking and the jam sessions were epic!

The next time I went to DEMO was 2010 and it had moved from a nice resort in Scottsdale, to a Hyatt Hotel in Santa Clara, right in the middle of Silicon Valley.  The energy level was much lower, the startups less interesting, and the jam session gone...I've found through the years that conferences are much better when attendees aren't stopping by between the office and meetings.  I wrote a post forecasting the demise of the conference, Are DEMO's days numbered?  I'm surprised it is still around in 2013, but am sure the selectivity criteria has changed to whoever is willing to pay.

The Launch Festival was Jason Calacanis' response to the pay-to-play of DEMO and other similar conferences.  Launch is a bit of an entrepreneurial orgy (not in a Bang with Friends kind of way).  It is held at the San Francisco Design Center (125,000 sf), had over 5,000 attendees, a massive Hackathon up in the loft, demo pit with over 150 companies, and a cavernous hall where the entrepreneurs took to the stage and Jason held fireside chats with a number of interesting entrepreneurs and investors.  I had the opportunity to judge the Hackathon and was blown away by what the teams were able to build over a weekend.  The winning team (WizzyWig) flew in from Pittsburgh and walked away with over $100K in cash prizes!

While the investors and press made up a relatively small number of the attendees, the overall vibe of the conference was great.  One new addition to the conference was a crowdfunding simulation in partnership with MicroVentures.  I imagine the original intent was to make this real, but with the SEC dragging their feet, this provision of the JOBs Act is far from final.  The simulation was interesting, and was glad to see SocialParent finish on top of the leaderboard.

Hopefully, we can turn that fake investment to real financing.  You can watch the real investment meter go up on AngelList

Back to my original question on whether the Launch Festival is the right platform to launch your start-up.  It obviously depends on a number of factors, one of which is timing.  At a conference held once a year, this is clearly important.  For SocialParent, timing was good.  Also, as experienced entrepreneurs, an accelerator program wasn't that appealing.  For many entrepreneurs, you'll get more investor traction and press coverage out of a YCombinator, 500 Startups or AngelPad demo day.

However, I definitely look forward to Launch 2014.  I hear Jason is looking for a bigger venue.  I wouldn't doubt him and perhaps he can even give those folks in Washington a nudge to make the crowdfunding real next year.

Democratization of Angel Investing

I had a conversation recently with Alex Mittal, Co-founder and CEO of FundersClub (FC) and decided to revisit my blog post from last fall that was skeptical of crowdfunding for angel investments.  FC is the latest Kickstarter type site to launch to give entrepreneurs the opportunity to raise financing from a large number of individuals.  Some of the current services act on the investment bank model and either facilitate transactions between investors and companies (i.e. Micro Ventures) or provide a secondary marketing between investors (i.e. Second Market). 

FC's approach is much more akin to the deal flow and social proof model of AngelList, with the ability to make small investments in a number of companies.  Since the provisions of the JOBS Act relating to angel investments by non-accredited investors haven't been finalized yet, these platforms are currently only available to accredited investors, who already have the ability to make angel investments.  However, there are many pieces of the FC model that are intriguing.

First, a little background on the company.  FC is a YCombinator (YC) company in the current Summer '12 class that will be pitching at next Tuesday's Demo Day. The site has recently launched and all of the 6 companies on FC are part of the same YC cohort.  Only one transaction has closed to date.  Surprise! Surprise! It is FundersClub, so good to see they are eating their own dog food, in VC parlance.

In many respects, the service is similar to the way Angel Groups operate, or at least the way Sand Hill Angels, where I was a long time member does.  Individuals pool their cash in to a single purpose entity to make the investment in the company.  Individuals can make smaller investments in a number of companies, gaining portfolio diversification benefits.  And the company has only one investor on the cap table but can (if they wish) take advantage of a larger group network. On FC, you can see who else is investing, invest with a few clicks, and see how the round is coming together by viewing a real time thermometer. Very cool!  I had always thought AngelList would go in this direction and this indeed may be on their roadmap.  You can connect to FC through Facebook and LinkedIn, but not AngelList...Investors pay a one-time 12% administration fee on top of the investment amount.  This may seem steep, but is certainly cheaper than the annual 2% management fee and 20% carry of a typical venture fund.  Of course, this is comparing apples to oranges.

One of FC's goals is to expand the pool of investors.  While I will be attending the YC Demo Day next week along with many other Silicon Valley Angels, this is not a public event and difficult to attend for those out of the area.  Anyone can now have access to many of the highly competitive investment opportunities.  In addition, the angel investment process can be time consuming and daunting to those not familiar with venture deal terms.  Now, if you wish, you can make investments as small as $1,000 in several companies in a matter of minutes.

I'm curious as to how the SEC will view FC.  The site was designed with the very simple registration process we are all demanding, including checking a couple of boxes to prove you are an accredited investor.  It is no more difficult to move through this than all of the under 13-year olds who have facebook profiles by checking that they are 13 or up.  I'm guessing (if FC proves successful) that there will be unsophisticated unaccredited investors making investments and that the SEC may see this as a public offering of securities. On SecondMarket, there is a much more rigorous interview process and an electronic signature is required.

I still don't see FC as a place I'll make many investments and the administrative fee seems like it will have a material impact on returns, but could prove a great way to have your own angel investment portfolio with aggregate investment amount of $50K instead of $500K-$1M.  Jury is still out, but I'm excited to track their progress and am optimistic that there will be a successful angel investment crowdfunding platform. 

I wouldn't bet against FundersClub.  Unfortunately, I can't bet on them.  I was on vacation last week and missed out on investing in FundersClub through FundersClub before the opportunity closed.  Perhaps, there will still be an opportunity to invest the old fashioned way, but signing a bunch of docs and writing a check. 

Angel Groups Panning for Gold

ProfessorVC just returned from an Alaskan vacation and was mortified to realize it was almost six months since the last blog post. One of our stops was in Skagway, which became the biggest city in Alaska during the Klondike Gold Rush.  Most of the prospectors came up empty and of those who did strike gold, most lost their new found wealth through bad investments or dealings with swindlers. This got me thinking about the "suckers bet" of angel investing and how most don't strike gold for a variety of reasons.  Interesting enough, it was an entrepreneur (John Nordstrom) who was able to get out of town with his gold and opened a little shoe store in Seattle.
 
Earlier this year, I left Sand Hill Angels, the angel group I was actively involved with since 2005.  I've been meaning to share my thoughts about angel groups and will do so in an upcoming post.  In the meantime, I ran across the recent Halo Report on angel group investing prepared by Silicon Valley Bank.

 Some of the nuggets from the report are summarized in the infographic below.

A few of my takeaways:

• Interesting that 81% of deals completed outside of California.  This compares with less than 50% of venture deals being outside of California.  I would guess that overall angel investments are greater than 50% in California, which means that angel groups are active in areas where VCs and individual angels are not.  With deal velocity so great in Silicon Valley along with the large numbers of experienced entrepreneurs and investors, there is little need to associate with an angel group.

• Median pre-money valuation of $2.5 million also indicates a majority of deals being done outside of California, where I would guess the median is closer to $3.5M.  There are a number of reasons for the premium, not the least is the cost of engineering talent.

• Internet dominates total deals while Healthcare received the largest share of funding.  If you add mobile, ratio is greater than 2:1 on deal basis and a little higher on funding.  With the low cost of creating these companies, they are a good fit for angel groups that can move quickly, make a number of bets and have the ability to follow-on.  Healthcare (primarily medical device companies) are very well suited for angel investments.  At Sand Hill Angels, we invested in a number of these medical device companies that had serial entrepreneurs, patents filed, low valuations, and clear paths to exit.  The investment thesis made sense from both sides as funding could get to (or though FDA) and requirement for further funding was low.

Waah...Do I have to build a financial model?

I get asked this question a lot by entrepreneurs (and students). I often feel like a Dad (which I am to two wonderful teenage daughters) when I respond, "Yes, because I say so"...Everyone seems to know someone who has raised huge amounts of venture capital without ever putting together even back of the envelope projections. The objections range from "it's hard", "nobody believes them" to "all hockey sticks look alike". To that last one, there is certainly some truth as the standard time vs. revenue chart in most business plans looks like this:



I'm not teaching Entrepreneurial Finance this semester for the first time since Fall 2007. However, I am teaching the ELAB and a new experimental course (The Silicon Valley Experience) for the MBA program. Since I won't have the opportunity to lecture students on this topic until the spring semester, I'll share some of my thoughts here and perhaps can have a dialog on the topic. High level, building the financial model forces the entrepreneur to:

1. Validate the concept and business model
2. Determine financing needs and key milestones
3. Build credibility with investors
   

I used to also argue that it supports your proposed valuation, but on an early stage deal that is a bit far fetched to get in to a valuation discussion based on your pro-forma projections. The importance is what is behind the numbers. How do you think? What are the key drivers and metrics? Is the model consistent with the business plan? Does the business model make sense? Do you understand the business and market? The process of building the model forces you to answer the difficult questions related to the business model and give a complete picture of the opportunity. Most importantly, how are you going to make money? What did you expect from a long time start-up CFO?

Related to this, I got an email from an entrepreneur this week interested in meeting with me. Unfortunately, I don't have time to take all of these requests, but always try and help where I can so offered to respond by email. Thought it would be appropriate to share his questions and my answers below related to the topic at hand:

The main questions have to do with presentation of documents to VC's.

1.) Does a complicated sales build model make sense for a pre-revenue SaaS company? Analyzing each step of who comes to the website organic, paid, conversions etc

[SB] Having a bottoms-up model is helpful. Of course, this is all hypothesis at this point, but you want to make sure that your assumptions are consistent with market realities for other SAAS companies. Byron Deeter has a good blog post on SAAS metrics.

2.) How should you include market comps? I don't like doing top down models, but I want to make sure the numbers are based on the other people in the markets.

[SB] It is good to have a top down that is consistent with your bottoms-up, so I’d recommend doing both.

3.) How much needs to be shown in the form of a cashflow statement, and balance sheet? Also, do you show accounts payable/receivable in these as they are not accurate or real?

[SB] I include all of the statements in my models to be complete, but nobody should care about this on a prospective basis. For actuals or short-term projections, much more important. When I look at a model, I care most about the assumptions around the business model. I want to get a good idea of the drivers and what is most important for success. I also want to know how you think about the business and how well you know the market, which becomes apparent through how the model is constructed.

4.) Would you put the assumptions/variables on one page that drives the numbers throughout the spreadsheet, or do you put them above each month so they can be altered monthly.

[SB] Ideally, it is good to have all of the assumptions in one tab, so it makes it much easier to do sensitivity analysis. I like to have one tab with assumptions and one tab with summary financials and key metrics. If the model is constructed properly, you don’t really need to look beyond these. I also typically, write a text document summarizing the assumptions, validation for the assumptions and key metrics. However, sometimes (particularly in the early periods when annual is too long a period), you may want to have some of the assumptions on a monthly basis within the appropriate tab. I often do this in the revenue tab.

Hope that was some helpful advice from ProfessorVC. Feel free to chime in with your thoughts.

I'm heading up to the mountains with the family this evening and should probably get ready for that other common Dad question coming from the back seat, "When are we going to be there?"

One final note: After labeling myself as "the last blogger in Silicon Valley", I am now doing the same thing on twitter. Wanted to make sure it was going to catch on...You can follow me @professorvc, and hopefully will comment more frequently than this blog.