123456789101112131415161718192021222324252627282930313233343536373839404142434445464748495051525354555657585960616263646566676869707172737475767778798081828384858687888990919293949596979899100101102103104105106107108109110111112113114115116117118119120121122123124 |
- November 2005In the next few years, venture capital funds will find themselves
- squeezed from four directions. They're already stuck with a seller's
- market, because of the huge amounts they raised at the end of the
- Bubble and still haven't invested. This by itself is not the end
- of the world. In fact, it's just a more extreme version of the
- norm
- in the VC business: too much money chasing too few deals.Unfortunately, those few deals now want less and less money, because
- it's getting so cheap to start a startup. The four causes: open
- source, which makes software free; Moore's law, which makes hardware
- geometrically closer to free; the Web, which makes promotion free
- if you're good; and better languages, which make development a lot
- cheaper.When we started our startup in 1995, the first three were our biggest
- expenses. We had to pay $5000 for the Netscape Commerce Server,
- the only software that then supported secure http connections. We
- paid $3000 for a server with a 90 MHz processor and 32 meg of
- memory. And we paid a PR firm about $30,000 to promote our launch.Now you could get all three for nothing. You can get the software
- for free; people throw away computers more powerful than our first
- server; and if you make something good you can generate ten times
- as much traffic by word of mouth online than our first PR firm got
- through the print media.And of course another big change for the average startup is that
- programming languages have improved-- or rather, the median language has. At most startups ten years
- ago, software development meant ten programmers writing code in
- C++. Now the same work might be done by one or two using Python
- or Ruby.During the Bubble, a lot of people predicted that startups would
- outsource their development to India. I think a better model for
- the future is David Heinemeier Hansson, who outsourced his development
- to a more powerful language instead. A lot of well-known applications
- are now, like BaseCamp, written by just one programmer. And one
- guy is more than 10x cheaper than ten, because (a) he won't waste
- any time in meetings, and (b) since he's probably a founder, he can
- pay himself nothing.Because starting a startup is so cheap, venture capitalists now
- often want to give startups more money than the startups want to
- take. VCs like to invest several million at a time. But as one
- VC told me after a startup he funded would only take about half a
- million, "I don't know what we're going to do. Maybe we'll just
- have to give some of it back." Meaning give some of the fund back
- to the institutional investors who supplied it, because it wasn't
- going to be possible to invest it all.Into this already bad situation comes the third problem: Sarbanes-Oxley.
- Sarbanes-Oxley is a law, passed after the Bubble, that drastically
- increases the regulatory burden on public companies. And in addition
- to the cost of compliance, which is at least two million dollars a
- year, the law introduces frightening legal exposure for corporate
- officers. An experienced CFO I know said flatly: "I would not
- want to be CFO of a public company now."You might think that responsible corporate governance is an area
- where you can't go too far. But you can go too far in any law, and
- this remark convinced me that Sarbanes-Oxley must have. This CFO
- is both the smartest and the most upstanding money guy I know. If
- Sarbanes-Oxley deters people like him from being CFOs of public
- companies, that's proof enough that it's broken.Largely because of Sarbanes-Oxley, few startups go public now. For
- all practical purposes, succeeding now equals getting bought. Which
- means VCs are now in the business of finding promising little 2-3
- man startups and pumping them up into companies that cost $100
- million to acquire. They didn't mean to be in this business; it's
- just what their business has evolved into.Hence the fourth problem: the acquirers have begun to realize they
- can buy wholesale. Why should they wait for VCs to make the startups
- they want more expensive? Most of what the VCs add, acquirers don't
- want anyway. The acquirers already have brand recognition and HR
- departments. What they really want is the software and the developers,
- and that's what the startup is in the early phase: concentrated
- software and developers.Google, typically, seems to have been the first to figure this out.
- "Bring us your startups early," said Google's speaker at the Startup School. They're quite
- explicit about it: they like to acquire startups at just the point
- where they would do a Series A round. (The Series A round is the
- first round of real VC funding; it usually happens in the first
- year.) It is a brilliant strategy, and one that other big technology
- companies will no doubt try to duplicate. Unless they want to have
- still more of their lunch eaten by Google.Of course, Google has an advantage in buying startups: a lot of the
- people there are rich, or expect to be when their options vest.
- Ordinary employees find it very hard to recommend an acquisition;
- it's just too annoying to see a bunch of twenty year olds get rich
- when you're still working for salary. Even if it's the right thing
- for your company to do.The Solution(s)Bad as things look now, there is a way for VCs to save themselves.
- They need to do two things, one of which won't surprise them, and
- another that will seem an anathema.Let's start with the obvious one: lobby to get Sarbanes-Oxley
- loosened. This law was created to prevent future Enrons, not to
- destroy the IPO market. Since the IPO market was practically dead
- when it passed, few saw what bad effects it would have. But now
- that technology has recovered from the last bust, we can see clearly
- what a bottleneck Sarbanes-Oxley has become.Startups are fragile plants—seedlings, in fact. These seedlings
- are worth protecting, because they grow into the trees of the
- economy. Much of the economy's growth is their growth. I think
- most politicians realize that. But they don't realize just how
- fragile startups are, and how easily they can become collateral
- damage of laws meant to fix some other problem.Still more dangerously, when you destroy startups, they make very
- little noise. If you step on the toes of the coal industry, you'll
- hear about it. But if you inadvertantly squash the startup industry,
- all that happens is that the founders of the next Google stay in
- grad school instead of starting a company.My second suggestion will seem shocking to VCs: let founders cash
- out partially in the Series A round. At the moment, when VCs invest
- in a startup, all the stock they get is newly issued and all the
- money goes to the company. They could buy some stock directly from
- the founders as well.Most VCs have an almost religious rule against doing this. They
- don't want founders to get a penny till the company is sold or goes
- public. VCs are obsessed with control, and they worry that they'll
- have less leverage over the founders if the founders have any money.This is a dumb plan. In fact, letting the founders sell a little stock
- early would generally be better for the company, because it would
- cause the founders' attitudes toward risk to be aligned with the
- VCs'. As things currently work, their attitudes toward risk tend
- to be diametrically opposed: the founders, who have nothing, would
- prefer a 100% chance of $1 million to a 20% chance of $10 million,
- while the VCs can afford to be "rational" and prefer the latter.Whatever they say, the reason founders are selling their companies
- early instead of doing Series A rounds is that they get paid up
- front. That first million is just worth so much more than the
- subsequent ones. If founders could sell a little stock early,
- they'd be happy to take VC money and bet the rest on a bigger
- outcome.So why not let the founders have that first million, or at least
- half million? The VCs would get same number of shares for the
- money. So what if some of the money would go to the
- founders instead of the company?Some VCs will say this is
- unthinkable—that they want all their money to be put to work
- growing the company. But the fact is, the huge size of current VC
- investments is dictated by the structure
- of VC funds, not the needs of startups. Often as not these large
- investments go to work destroying the company rather than growing
- it.The angel investors who funded our startup let the founders sell
- some stock directly to them, and it was a good deal for everyone.
- The angels made a huge return on that investment, so they're happy.
- And for us founders it blunted the terrifying all-or-nothingness
- of a startup, which in its raw form is more a distraction than a
- motivator.If VCs are frightened at the idea of letting founders partially
- cash out, let me tell them something still more frightening: you
- are now competing directly with Google.
- Thanks to Trevor Blackwell, Sarah Harlin, Jessica
- Livingston, and Robert Morris for reading drafts of this.
|