Posts from January 2011

Music Hackday NYC

The awesome Music Hackday is coming to NYC. Twilio's John Britton has the news and details. It will take place the weekend of Feb 11th and 12th. Location is TBD at this time. NY Hacker is involved as well.

There have been ten Music Hackdays to date and none of them have been in NYC, which is certainly one of the top music and tech destinations in the world. So now it is our turn to bring it.

If you are into hacking in and around music, I hope to see you there. I plan to swing by a couple times during the weekend and be there for the presentations Sunday afternoon.



#My Music#Web/Tech

Calling All Fintech Entrepreneurs

The startup accelerator movement continues to gain momentum. And now we are starting to see sector specific startup accelerators. Last year I posted about Startl, which focuses on education entrepreneurs.

And now we've got a Fintech focused accelerator program here in NYC. It is called The FinTech Innovation Lab and it is an annual program runby the New York City Investment Fund and Accenture. In the spirit of full disclosure, I am on the Board of the New York City Invesstment Fund, which is twelve year old investment fund operated by The Partnership For New York City.

The Fintech Innovation Lab is focused on "entrepreneurs and early stage companies that are developing cutting edge technology products targeted at financial services customers."

Here's the cool thing. The customers are participating in this program. The CTOs and CIOs of firms like Bank of America, Barclays, Citigroup, Credit Suisse, Deutsche Bank, Goldman Sachs, JP Morgan, Morgan Stanley, State Street, and UBS will be participating in this program.

So not only do you get some funding but you also get mentoring and coaching by your potential customers. If you are an early stage Fintech entrepreneur, it sure seems like a fantastic opportunity.

The program runs from May 2nd to demo day on July 22nd. Applications are DUE SOON, on January 31st. If you want to apply, here is the application form, and here are the details.



#VC & Technology

M&A Case Studies: WhatCounts

We continue with our M&A case studies on MBA Mondays. Last week we saw the impact VCs can have on your exit. This week we are going to look at the opposite situation: what happens if you've entirely bootstrapped your company. AVC community member @daryn introduced me to David Geller who, over ten years, bootstrapped, built, and sold an email company called WhatCounts. It's a great story, but a bit long for one blog post. So we've cut it in two. This week, the events leading up to the sale. Next week, the sale itself.

As always, the comments will be the most interesting part of this dicussion. Make a point to stop by, check them out, ask a question, or answer one.

————-

Daryn Nakhuda, a friend, Fred Wilson groupie, former colleague and my co-founder at Eyejot before he left to become CTO at TeachStreet.com, suggested to Fred that I write about my company WhatCounts. WhatCounts was bootstrapped several years ago and was recently acquired. I agreed to accept the invitation knowing that bootstrapping is a sometimes under-appreciated funding path that startups often dismiss too quickly. Why is that? What's the attraction for new businesses, particularly technology-focused ones, to seek VC funding?

Iʼm a believer in self-funded companies. When I started WhatCounts it was seeded with $50K of my own money. It grew organically to be successful and was acquired in late 2010. With my co-founder, Brian Ratzliff, we were able to operate the company autonomously. Initially, I did all the product development and Brian orchestrated our sales and marketing programs. We jointly pursued new clients. Brian had more formal business training, including an MBA, but we both shared the same pragmatic approach to operating and growing a business. We liked the independence that came with self-funding and knew that the success, or failure, of our venture would hinge entirely upon our ability to win and keep business. Instead of VC funding we used customer funding. Our exit event was successful and the transaction benefitted the companyʼs original shareholders without any dilutive effect.

Is bootstrapping your business and funding it without outside capital a good idea? It was for us, but I have to admit that we arrived at that position more out of necessity than prescient planning. We actually tried to attract outside funding, without success, when we founded WhatCounts in 2000.

A brief introduction to WhatCounts may be useful.

WhatCounts developed a SaaS platform for creating, managing, deploying and analyzing mass email campaigns for transactional and marketing applications. It grew from the two of us to 50 employees and attracted clients like Costco, Alaska Airlines, Virgin America, MSNBC, FOXNews, Ziff-Davis, Pandora, REI and many other, well-known consumer-facing brands and media organizations. Many of you received emails over the years that were generated by our platform. WhatCounts became known as a technology innovator (later releasing an on-premise appliance solution to compliment the SaaS offering) and a company that did a surprisingly good job (for its size) attracting prestigious clients and providing them with exemplary service.

Thus far, so good.

We decided to do some informal investigating to see if WhatCounts could get VC funding. Using contacts Brian and I had established during our time working at Paul Allen's Starwave (me running an engineering team and Brian a marketing team) and later at other startups, we setup informational interviews with a few Seattle VC firms. Not surprisingly, our few meetings failed to generate a lot of excitement. Weʼre both good communicators and present strong messages, but I suspect the VCs we visited knew that we didnʼt believe in the hockey stick growth story – for us or anyone else in our space.

As cool as we thought what we were doing was (or was going to be), we also came to realize that the email industry, in the 2000-2001 time-frame, was not an overly attractive investment space for VCs. This was certainly true for pure email service providers, of which we were one. Other businesses involved in email were still garnering excitement from investors. Fred mentioned the 2002 merger between Return Path and Veripost in his Dec 6, 2010 post. He highlighted the fact that both of those firms had received VC funding. When we started we were confident weʼd be successful operating a small business but didnʼt believe we were going to turn the company into a $100 million juggernaut. We became convinced that we would not be able to grow to that level in the time horizon we believed VCs were typically interested. We also looked suspiciously at some of our competitors that were making VC-friendly (and overly optimistic) growth projections.

Now, we could have retreated and tried to retool our business model and presentation materials in preparation for a new round of meetings. We could have created a more exciting story or twisted things to appeal to our potential investors. But we liked our business model. Our customers did too. We were making money! We knew that if we decided to ignore outside funding opportunities weʼd potentially be jeopardizing our chances of growing the company at an accelerated pace. But the benefits we saw and were experiencing running things ourselves seemed to out-weigh the potential value and overhead VC funding would deliver.

To recap, the facts Iʼve described, so far, are the following: (1) we started a company; (2) we had some early VC meetings; (3) we didnʼt gain much traction from those meeting (admittedly we didn'tʼ try very hard);  and (4) we settled back onto our original plan of utilizing a customer funded growth strategy.

One of the most obvious benefits to a simplified, self-funded growth strategy is that if youʼre lucky enough to grow the business and get acquired youʼre going to gain all the benefit from that transaction without sharing it with outside investors. Calculate your ownership position and compare it with a diluted position after one round of funding. Then identify the intersection where they deliver the same benefit to you. Now consider a second round of funding and further dilution. Or a third. Of course, building simplistic models like this is for illustrative purposes only. Yet, itʼs important to know that a bigger piece of a smaller pie, at some point, is the same as a smaller piece of a much larger pie.     And, donʼt let anyone tell you that baking a bigger pie isnʼt a whole lot more difficult.

Self-funded businesses, by their very nature, involve fewer outsiders. So there are control benefits that can be enjoyed in their absence. Fewer outsiders dictating (or strongly suggesting) direction means that you will be able to pursue your goals more closely and with less friction. Back in 2001 Brian and I knew we had a great platform. Our customers told us so. Slowly, but surely, we started gaining traction by winning new customers. Weʼd hire additional staff whenever we had a large enough financial buffer to keep them employed even if our growth were to slow or even regress a little. Itʼs the model we had been told Microsoft had adopted early on. We both felt personally responsible for every person that trusted us and trusted our vision enough to join the firm. Many of the people that joined WhatCounts had sacrificed potentially higher salaries from larger companies to work in an environment that was smaller, people and pet friendly and somewhat more lifestyle-oriented – with the belief that we would grow. So, we tried to make sure there was always enough in the bank to cover payroll for approximately six months. We also disbursed bonuses to everyone each year.

Despite our early success, we were still aware that we were a relatively small company. When new competitors began appearing we decided to consider additional sources of funding. We had about $1 million in the bank but, with an increasingly growing employee base, considered a large portion of it to be part of our special payroll reserve. That led us to apply for an SBA loan that was quickly approved and provided us with an additional $500K in the form of a line of credit. We never needed to draw on the credit line and turned it off within the first year.

Throughout the years WhatCounts continued to grow. New engineers were hired. Our support and account management teams grew. New leadership for engineering, sales and customer service all helped the company to mature and appeal to larger, more sophisticated clients. The business continued to invest in our technology and the infrastructure required to support ever-increasing client expectations and requirements.

Two events in 2010 proved to be important for the company. First, after operating the business for almost ten years Brian and I decided to see if we could find a buyer. We had started to see consolidation in the space and M&A activity appeared to be increasing after an almost two year lull. Second, a few weeks after inking terms with a banker we were approached, literally out of the blue, by another firm about the same size as WhatCounts asking if weʼd consider being acquired. They had the backing of a large PE firm and quickly delivered an LOI. The process that began with their first phone call and ended with their acquiring our company was complex, challenging, long and, at times, nerve racking.

Next week Iʼll share some of those details with you.



#MBA Mondays

Content Shifting

I got this comment from @Daryn on yesterday's SoundCloud post:

I still have commitment issues with audio. I find myself saying "Cool, Fred did a podcast. I should listen to that later…" Is there a save for later app like instapaper or the boxee bookmarklet?

To which I replied:

what's the device you want to consume it on eventually?  a sonos home audio system?  an iPhone or Android?  a tablet?

Once you use a service like Instapaper or Boxee Watch Later, this kind of thing becomes muscle memory. You want to be able to content shift everywhere and onto every device.

I found this amazing artist yesterday on SoundCloud named James Vincent McMorrow (also courtesy of yesterday's comment thread – thanks Mark). Here's his new record called Early In The Morning. I'm listening right now on my laptop, but I really want to listen on our Sonos system.

I saw that the Black Keys played SNL last night. I found the video on YouTube and sent it to Boxee so I can watch on the big screen.

I heard some great music on Sirius XMU in the car yesterday afternoon. I want an easy way to get it from there onto fredwilson.fm.

I saw the DOJ court order to Twitter regarding Wikileaks yesterday on TechCrunch/Scribd. I want to get the document on my iPad so I can read it on the couch in the family room.

You get the idea. With the proliferation of devices and content types, all connected to each other via the Internet, content shifting is becoming a huge deal and a real pain point.

Some content shifting is pretty easy right now. Getting a web page onto a phone or tablet, like Instapaper does so well, does not require any magic tricks.

Some content shifting is pretty hard. Getting a song from Sirius XMU to fredwilson.fm is not straightforward. Getting Soundcloud playing on Sonos is not straighforward either, as Matt Galligan points out in this post pleading for a open Sonos platform.

I see this as an opportunity for entrepreneurs. In some cases, the content shifting will be a killer feature of a bigger platform, like watch later is for Boxee. In some cases, the content shifting will be a service in its own right, like Instapaper. 

But I am certain people want to shift content from discovery oriented devices (laptop, satellite radio, etc) to consumption oriented devices (tablet, sonos, etc) and I am certain that we will see this get easier and easier in the coming years.

#Web/Tech

Talent and Bandwidth

When people ask me what the city and state government can do to help the technology driven startup community in NYC, I tell them two things.

First, there is not one tech ecosystem. There is the software, internet, digital media sector which is thriving and on a tremendous growth spurt. And then there are the biotech, bioengineering, materials science, and energy sectors. These sectors are languishing in NYC with very little commercial activity given how much research and science goes on in the city.

I don't work every day in the latter category and I don't have much advice for how to stimulate these sectors commercially, but I do know that much must be done.

I do work every day in the former category and I have some advice for how to continue to stimulate the sectors that are working. I would focus on two areas; talent and bandwidth.

NYC has a tremendous workforce advantage over most any other city in the world. With one exception. There is a dearth of well educated engineers coming into the workforce every year in NYC. We have a large exisiting workforce of engineers, but they are in high demand and there are scarcities in NYC like those that exist in the bay area. Talented engineers are expensive and are always being recruited away from companies.

So the obvious answer is to develop ways to bring engineers right out of school into the local workforce. One way to do that is to develop strong engineering programs here in the city. The Bloomberg administration has announced an initiative to do that. I am very supportive of that effort. But that will not be enough. We also need to support our existing educational institutions, like NYU, Columbia, Fordham, CUNY, etc, etc.

And we need to start recruiting newly minted engineering grads to come to NYC to start their career. If you are a 22 year old man or woman just starting out in life, would you rather live in suburbia and work on a campus or would you rather live in Williamsburg and work in Flatiron? I think the answer to that is obvious. We just aren't making that case to the best and brightest engineering grads. There are emerging programs, like HackNY, that need our support, both financial and emotional, to do this work. It is critical. Charlie O'Donnell has put forth a challenge to bring 250 new software developers this year to NYC. I think that's a good start but I'd like to see a bolder number, like 1000 a year, or even more.

The other area is bandwidth. I mean data bandwidth. I mean fiber to every school, institution, business and home in the five boroughs. Other localities have built community owned fiber networks. A good example is Lafayette Louisiana. NYC needs to do this and it needs to do this now. The fiber plant should be owned by us, the citizens of NYC, not some company that will charge us a fortune for using the network and potentially restrict what we can do on the network.

There is a company I know of that is one of the most exciting new startups in NYC. They are locating their new office in the emerging area in Brooklyn between DUMBO, Fort Greene, and the Brooklyn Navy Yard. This is a cool new neighborhood that could be home to a lot of startups looking for great workspaces at low rents. But there is no commercial grade Internet service in this neighborhood. TIme Warner Cable wants this young startup to guarantee them $80,000 in revenues so they can afford to dig up the street and lay the cables.

That is nuts. We need to wire up this city from Staten Island to the Bronx, from Harlem to Rockaway Beach. And we need to own this fiber plant and we need it to be the best in the world.

These two moves will do it. We have everything else we need. We have the capital to fund startups. We have the real estate to house them. We have the legal, accounting, marketing, and other service providers. We've got it all. We just need talent and bandwidth to keep it going. Bring it on.



#NYC#VC & Technology#Web/Tech

RSS Continued

This is a followup post from yesterday's one on RSS. Two things I want to add.

There is now an RSS feed just for MBA Mondays. It is available in the AVC RSS page. But for all of you who want to separately subscribe to MBA Mondays, here is the MBA Mondays feed. There's your MBA Mondays book everyone 😉

There were a bunch of requests to see the full refer logs for AVC. People wanted to see if engagement differed measurably by source of traffic (with most of the interest in people who click thru from RSS readers). Here are the refer logs for the top 25 referring sites over the past 30 days. If you want to see it larger, click on the image.

Avc referring domains

There are clearly differences but I don't really see any evidence that RSS subscribers are more engaged. The most engaged readers seem to come from TechCrunch! Go figure.



#Weblogs

RSS: Not Dead Yet

I immediately thought of that great Monty Python skit when I read a series of posts in the past week declaring RSS "dead." If you look at the number of refers/visits coming from RSS, you might conclude that services like Facebook and Twitter are taking over the role of content syndication from RSS. That's essentially what MG Siegler concludes by looking at TechCrunch data in this post.

But as some of the commenters on that TechCrunch post point out, many RSS users consume the content in the reader and don't click thru. That's certainly what goes on with AVC content. Here are AVC's Feedburner stats for the past 30 days:

Feedburner

The blue line is "reach" meaning the number of unique people every day who open an AVC post in their RSS reader. It was almost 10k yesterday and it averaged 7,730 per day over the past month.

Here is AVC's web traffic over the same period:

Google analytics

So AVC averages about the same number of web visits every day that it gets RSS opens (about 7,500 per day).

Not dead yet.

A few other things worth noting. The direct visits of ~80k per month include a substanital amount of Twitter third party client traffic that doesn't report to Google Analytics as Twitter traffic. That's been a missing piece of the analytics picture for a long time and I wish someone (Twitter and Google??) would fix it.

AVC gets about 2,500 visits a day from RSS. That means about 1/3 of the people who open a post in their reader end up clicking through and visiting the blog. I suspect the desire to engage in the comments drives that.

The twin tech news aggregators, Techmeme and Hacker News, drive a ton of traffic to AVC. Thanks Paul and Gabe!

Bottom line is that RSS is alive and well in the AVC community. While I do agree that Twitter and Facebook have gained significantly in terms of driving traffic across the web, for technology oriented audiences, RSS is still a critically important distribution platform and is very much alive and well.



#Web/Tech#Weblogs

M&A Case Studies: ChiliSoft

The AVC community's very own Charlie Crystle has a great story about the sale of ChiliSoft at the height of the late 90s bubble. I've asked him to tell it as case study number one in the M&A Case Studies on MBA Mondays.

We will be discussing this case in the comments. There's a bit of shorthand in Charlie's story and not everyone will understand it. Please join the discussion, ask any questions you have, and the community and I will answer them. Do not be shy. I have a busy day today, first day back after two weeks away, so I may not be active in the comments until this evening.

————

When Fred asked me to post about the ChiliSoft acquisition for MBA Mondays, I immediately thought “I don’t have an MBA”, and “it was such a weird set of experiences”. I hope it's useful to someone. Here’s part of the story, skipping lots of details. (For an invite to my latest startup, see the end of the post).

ChiliSoft sold for $100 million in 2000. Or $70 million. Or $28 million. It depends on the date you choose, the built-in triggers, and ego. Notably, from December 1999 to May 2000, my stake dropped from 40% to 15% when the deal closed. Most employee stakes dropped as well–but not all employees.

My point at the end of this post will be something like this: sweat the details.

Some context.

I started ChiliSoft in 1996 out of my software services company in Lancaster, PA. I had no money, and Dad had just passed away days before. It was a tough time, but I saw this huge opportunity for adding functionality to web servers so I took the deep plunge.

I tried raising money nearby, but in those days there wasn’t a firm like First Round in PA that really got the space, so I headed to the West Coast with a credit card, deeply believing in our mission to take over the world. Tip: try to take over the world.

To save money, I slept on Ben’s (my attorney) floor as I bounced around the Valley trying to get meetings and raise money. Ben finally got me a meeting with DFJ, and a few months later Warren Packard and Steve Jurvetsen produced a term sheet. Tip: floors are cheaper than hotel rooms.

Warren and I signed the term sheet for $1.4 million on a Sunday night at 11 pm at a bar in a casino in Las Vegas–completely emblematic, it seemed. But I was out of debt–DFJ saved my life, in a way. Tip: try not to run up debt–it’s unlikely you’ll be saved by Series A.

That Series B deal was nuts–$3.7 million on $19 million pre-money, with about a million in revenue, perhaps, and a cap on the preference. That meant if we sold for more than $42 million, Series B simply got its pro rata share–and everyone would be thrilled. Tip: don’t create the wrong incentives.

Over the next year and a half, we fired the CEO, and I ended up taking the CEO job back. I wasn’t a popular guy with investors for that, but my gut (informed intuition) said that we needed to cut the bullshit and sell software. I figured they’ll like us when we win. Tip: they’ll like you when you win.

The chill set in, so I focused the company on sales, and kept sending reports to the board. We increased revenue in that next quarter by 3 times the prior one, and things thawed. Tip: communication matters with investor relationships.

I started a CEO search; I really didn’t want to run the company, but also didn’t want to see someone run it into the ground. A few months later, we had our guy. Tip: run the company, get help with ops.

At the same time, we were lower on cash than was comfortable, and I had the choice of cutting from 35 people to 9, or bringing on the CEO and making sure he had cash in the bank. DFJ and the other firm offered an onerous bridge: monthly escalating warrants, and a controlling board seat. I didn’t really grok the meaning of the warrants. Tip: sweat the details.

I didn’t want to send people home and our pipeline was strong, so I chose to keep the ride rolling and go with it. Everyone was surprised when I wasn’t fired right away, but there I was, still employed. 


THE PROSPECT
That Fall a great sales/biz dev guy, Brian Pavicic, asked me to attend a conference with him. He was incredibly excited about a potentially big licensing deal with Cobalt Networks, which made linux servers for ISPs. ChiliSoft had a number of large ISP partners, like PSI and ATT, and that kind of distribution at the time was a big win.

Somewhere in the conversations the talk turned to a merger–Cobalt saw our application server as a strategic edge, and admired our traction with major customers like Excite. And that’s where it gets murky for me; I had been focused on launching a suite of small business apps on top of ChiliSoft, and the talks went on without me.

A month later I  got the voicemail from Ben. “Just make it easy, accept the severance, you’ll make a lot of money in the sale…”. I sat down in the CEO’s office and acted like I didn’t know anything, and talked about how excited I was about the company, and how he was doing so well, and…he could have at least had the balls to tell me himself. Tip: You won't always be indispensable.

I imagine they wanted me out because I was dogmatic about the direction of the company–I wanted to make the engine free and sell apps into it, like the CRM system I was building–and they wanted to get the company sold and get liquid. Besides, CRM wasn’t going to be big or anything. But I was difficult, admittedly.

So I left, a bit bitter and burned out, and spent a few weeks more in Seattle to take in the WTO riots and plan my trip home. Tip: stay away from riots after getting fired from  your startup.

Fast foward to the deal.

THE DEAL
The deal was struck at $100 million In January 2000. But the VCs insisted on fixing the number of shares, not the value of the deal. A month later, they looked like geniuses: the deal was worth $135 million. Next month, $70 million. It closed in May at $28 million, 72% down from the deal price. Tip: fix the price, not the stock.

The management team also threatenend to quit if they didn’t get an additional 10% of the deal. JLM's rule is "if anyone goes to the pay window, everyone goes to the pay window" and I bet he'd add "and no double-dipping." 

The US doesn’t allow management to hold a company hostage in a transaction like that without suffering a massive tax consequence, unless they get approval from the majority of shareholders. That would be me and a few others.

From my perspective they already had better than average option allocations, and I didn’t believe they would walk. But at that point I basically decided to stop paying attention to the details, and just get it done, after a threatening call from the Cobalt CFO. Fun stuff.

THE DROP

So how did my stock drop by 62% in 6 months? Three things: escalating warrants, management shakedown, and the timing of one of the dips in Cobalt’s wild ride in 2000. The deal closed below the $42 million threshold at $28 million, which triggered more magic. The management shakedown took another 10%. Tip, again: sweat the details.

And the escalating warrants? Let’s just say it made DFJ very happy. They made ( I think) over 15 times their original investment, with a big boost coming from the bridge deal). Overall I owe a lot to those guys–learned a lot, made a lot, and don’t regret much of it. Tip: you don’t have to accept a bad deal–at least try to negotiate.

Some final tips: Run your company–you’ll figure it out. Get good advisors, but follow your gut. Don’t touch anything with escalating warrants. Be generous with employee options and make them meaningful.

And once you close your acquisition and get your stake? Don’t let it ride, especially in a bubble. I did. Then Sun bought Cobalt and dropped 97% in value. I sold enough stock to invest in a few startups and support some great nonprofits, but it was a huge, huge hit.  Founders love to take risks, but we’re notorious for taking stupid risks with our own money.

My Next Big Thing? Something new around search–get an invite here. I’m raising capital and building a team, and would love to hear your thoughts on it. 

I hope some of this has been helpful!


#MBA Mondays