Entrepreneurship at Cornell (which I run with a great team) just held one of our big annual conferences called Summit. Summit is in NYC. The photo gallery and speaker videos will be posted in about 10 days to the Summit site. We had some fabulous speakers and tried out “real time” audience Q&A with hand held microphones. That actually worked out very well and the speakers seemed to truly enjoy the unscripted questions. Summit is held at the Times Center in midtown Manhattan. The venue auditorium holds 380 and we had over 520 registered. Just like an airline!
One of my favorite speakers of the day was Barry Beck, the co-founder of Blue Mercury. His Q&A was hilarious actually and he really opened up on some of his experiences. Anyway, in his prepared remarks, he commented on the concept of DROOM. I had never heard this acronym, but Barry quickly told us what it means: Don’t Run Out Of Money. Obviously smart advice for any company. Unfortunately though it seems to happen all the time!
An acronym that we use at CVF often is SOM. SOM = shit out of money. Maybe we will start using SOOM intead. Suffice it to say that good DROOM planning will avoid the SOM situation. DROOM planning is one of the CEOs main responsibilities (add to hiring a great team and being a great leader to round out the top 3).
Barry’s acronym will stick with me. I will be using it and passing it along often.
I am always very cautious when it comes to government grants and government supported competitions. Apart from SBIR/STIR grants (which often literally are used to start companies based on university research), my general view is that startups should NOT overly rely on the government for anything. As a strategy, it is just too risky and unpredictable. Municipalities are tough customers, for example. Often slow paying, bureaucratic, etc. Likewise, state grant funding is sometimes extremely hard to collect or requires that a company spend first and then get reimbursed after the fact. That can be tough for a startup!
Well, let’s leave those cautions behind! EkoStinger (one of CVF’s portfolio companies and one on which I have been a board member of for over 5 years) just won NYSERDA’s 76W competition – first place! One million dollars of non-dilutive funding! Yes, there are milestones to be set. Yes, it will take a while to collect, but holy cow, this is a NICE win!
Congrats to EkoStinger!
I have posted a few times on management carve out plans (back in February 2011 and November 2011; wow, time flies!!).
Our portfolio companies routinely adopt carve out plans when the founders/employees equity values are not likely to provide enough incentive to get a company to an exit. This typically results when the company has raised a lot of money and the preferred stock liquidation preference would absorb an out sized portion of the exit proceeds. It can also result from straight forward dilution. Regardless, I am a big fan of carve out plans. There is just no way to get a good exit without a motivated management team and employee base.
Some great carve out plan materials were recently shared with me so I thought best to “memorialize” them in a blog post. Law firms often make startup “legal issues” materials available to help management teams better understand the startup landscape. So, thanks to Fenwick & West for putting these together. The first (Carving Up the Pie Using Change in Control Carve-Out Plans to Incentiviz… ) is a very well written memo on carve out plans in general. The second (Liquidity_Bonus_Plan_-_Board_Meeting_Slides) is a power point presentation that a startup board might review when adopting a plan. I am not giving legal advice……
Have a great weekend.
Howard Morgan (co-founder of First Round Capital and currently chairman of B Capital) spoke at Cornell this past Wednesday. Howard received his PhD from Cornell in operations research in 1968 (I was 3 years old!). He has a wonderful experience set (see this Cornell article).
I have seen Howard speak a bunch of times, and I enjoyed this recent one the best. He gave some really interesting data driven insights on VC and startups, like that timing is the #1 factor in startup company success, with team being the #2 factor. So…..the element of luck is huge as timing is often a factor of luck. I have seen many companies that have almost failed, then struggled to survive for a few years and then hit it out of the park as the market ultimately caught up to the company’s product offering. Timing, timing, timing! Howard noted that his idealab co-founder Bill Gross gave a super and short TED talk on this topic. Worth watching.
On the non-data driven insights, Howard mentioned a few times that that his personal relationships with startup management teams is one factor that drives him to keep being a VC. He simply enjoys the interactions and working relationships. We have all heard that the management teams are crucial to success – execution is king and only a good management team can execute. But taking this to the level of personal relationships is pretty interesting.
It boils down personal chemistry. For Howard, if he does not see himself developing a positive working and personal relationship with the startup management team then an investment won’t happen. I completely agree. And I have to admit that this factor has not always been #1 on my decision list. It should be. And will be.
The startup team/investor relationship is a long one. Often 10 years or more. Make it worth the effort.
I am going to try to address a complex problem in a concise way.
Here is the big problem with investors – they dilute the founders’ ownership in the company. Is this actually a big problem? Well, that answer depends on your point of view.
Let’s cover some basics:
- It is impossible to issue stock to investors without existing shareholders (founders, employees and prior investors) being diluted.
- It is impossible to do a stock for stock business combination without existing shareholders being diluted. But now the diluted shareholders own a smaller piece of a larger pie hopefully.
- If you have issues with dilution then raising outside investment will give you heartburn every time. That is not a good situation to endure.
Given the basics, here is one key subjective data point that I always like to keep in mind: what exit value is going to make the founders happy?. The answer to this question is a function of (i) how much of the company do the founders own at time of exit and (ii) the exit value. For example, a company may sell for a relatively small amount, say $18 million. Are the founders happy? Well, if they own 50% of it they well might be. Typically, 50% ownership would mean that the company only has raised 1 or, at best, 2 rounds of equity funding. Alternatively, if the founders own only 15% then they might not be too happy with an $18 million exit. But they might be really happy with a $100 million exit.
Here is another basic truth: the more a company raises, particularly in tough times when projections are not being met, for example, the greater the likelihood of real tension between the investors and the founders. As investment dollars increase, founders ownership decreases. And if dollars are raised in challenging times then valuation and other terms will favor the investors compounding the tension. VCs deal with this situation most of the time. The “up and to the right” valuation scenario is not at all common (unfortunately!) or only comes after millions and millions of investment.
It is up to the investors and founders to acknowledge the tension, discuss it and come up with solutions that dissipate it. Often times, investors face situations where they must support a company that is going through growing pains. These are tough times for the investors and founders. It is up to the founders and investors to make sure that the founders stay motivated. But it is up to the founders to acknowledge the situation the company might be in, particularly if sub-optimal. There are ways to keep management teams motivated – additional stock option grants and management carve out plans are probably the 2 most common. But the investors and founders need to have direct face to face open and trustworthy discussion.
The motivations of founders and investors are highly predictable and usually aligned (maximize company value!), which should make the discussion easier. Luckily, the motivations are not political – I have been watching House of Cards recently…….