Category Archives: Angel Investing/Venture Funds

“The Business Opportunity” and the Epiphany

I was just recommended this excellent book called The Four Steps to the Epiphany by Steven Blank. It describes a particular problem I’ve encountered with some of the startups I’ve met with.
Some of the entrepreneurs I’ve met with lead with the business opportunity. They say that the market is this big. They have charts and research to back that up. They show millions upon millions, if not billions of dollars spent in this market alone.
Then they present this product that fits into this market. They go on to say that we can attack this market opportunity by building a product to gather all these eyeballs, users, consumers, whatever and then sell this market to advertisers and marketers.
It always worries me when they lead with business opportunity.
Most likely what I discover after is:
1. The entrepreneur is not a model customer of this market. They have come upon this opportunity through research.
2. The entrepreneur has researched business opportunity but has not researched what customers want. While it may be true that marketers spend millions and billions of dollars trying to reach these consumers, the entrepreneur has not asked consumers whether they want the product he is building.
3. I often get a defensive response when I tell them this is an issue.
Which brings me back to The Four Steps to the Epiphany. Author, Steve Blank describes the Customer Development Model, which is an iterative method of figuring out what customers actually want, versus driving a business with financial projections and product development and assumptions that the product will be accepted by consumers. He argues that every successful startup runs by this model, and that running it by traditional product development models brings a huge amount of risk into whether the business will be successful or not.
Reading about the Customer Development Model brought me back to those meetings with entrepreneurs who are trying to build companies using traditional methods. Those meetings left me feeling uncomfortable and ultimately, following my instinct on these matters, I would often let the opportunity go. I am glad to be reading this book, because now it frames my uncomfortable feelings into a way of articulating them better.
As an angel investor, I want to reduce risk whenever possible. I find that when entrepreneurs resonate with the market and are building a product that they are target markets for, then it minimizes risk. This also means that you get extra passion for the product because the entrepreneur wants the product for himself, and you may reduce the need for external research to figure out what customers want, which reduces cost and time which could be used in building the product.
That’s not to say that someone couldn’t be successful if they don’t fully or completely resonate with the product and are the target market. Success is a probability game and when entrepreneurs are themselves the target market and they resonate with the customers, then you stack the odds in your favor by a great deal.

What If I Advise But Don’t Invest?

When I started David Shen Ventures, LLC, I originally thought I could advise only or advise and invest. The latter would be a form of watching my investment by helping the startup in a formal fashion. I also thought that in certain cases, I might only advise but not invest.
So far, I have not invested in all of the companies I am involved with. In most of these cases, I just missed the opportunity to invest because I could not get in on the series A, or that opportunity had already passed. But there is the case where I could invest but choose not to.
Originally, I had just started up with entrepreneurs and signed up as advisor whenever the opportunity arose. I had not given much thought to points at which they would get to raise funds, but only to make my involvement formal by completing the paperwork. But now I am wondering about whether I should continue this method of operating or change it.
Why would I not invest but still advise?
One big one now is that I am coming to the end of my allocation of funds for this purpose in my budget. I had originally set aside some money out of my own pocket for angel investing as a means of diversifying my overall portfolio while making a new career out of it. I was planning to stop when I reached the end of that block of money and take stock of my operations and investments to see how I was doing. I near that limit now.
Another reason is that I have, at the time of this posting, 8 companies I am working with. Being an advisor allows me to increase the number of companies I am involved with, but potentially lower my exposure to investment in too many companies that I could effectively watch over as advisor AND be investor in. My model is to not be a passive investor at this point, but be active only (I may change this strategy later). But I do have A.D.D. and love to be involved in more companies than less, so I know I can sign up as advisor in more companies than I could be investor in.
But sometimes, I work with the entrepreneur a bit and just come to a point where I think I can help the company but my funds are better deployed elsewhere. It’s a hard choice to make as you think you can help anyone, but sometimes you can and sometimes you can’t help them in a way to make the company take off on a super positive trajectory.
That doesn’t mean that the company has no chance (in my view) but just means that I can’t help them as much as I’d like to be helping them, whereas for other companies I am adding a tremendous amount of value and seem to be making a huge difference in their trajectories.
So in deploying my own funds, I have to make that hard choice in deploying money in the companies with the maximum trajectories and me helping them. And not everyone is on the same slope of trajectory. It’s a really hard to choice to make.
Recently, there was an unanticipated effect. Because I have decided not to invest, other investors have begun to ask why I have not invested. This is naive in my view, as they just assume I would invest in everything I’m involved in, which is not true.
Seeing as how I may not be able to fully explain my operational model to everyone, this unanticipated effect has me re-thinking about whether I should advise a pre-money company but not invest. I do not want to inadvertently reduce a company’s chances for investment by putting doubt in other investors’ minds about a company’s prospects.
No particular solution comes to mind as of yet, but it is something I am working on more fully now. I may slightly change my operating model with entrepreneurs to not officially sign up as advisor until much later and until a lot of the business and product plan as been set. At this point, I can really evaluate whether I will feel comfortable investing and advising or just not continue my involvement. If I sign up as advisor too soon, then I may get myself in a situation where I am advising but when the first funding round comes, I decide not to invest.

Stemming the Introductions Frenzy

Definitely connections is one of the most important parts of my involvement with startups. I introduce them to people I know in other companies for potential partnerships, I help them hire people (although I have to admit my record here is abysmal), and I try to meet more new people in case they may present opportunities for investment, partnership, or acquisitions later.
So I try to meet as many people as possible. But I’ve learned a lot about this introduction and meeting thing. Some thoughts about it:
1. In general, I try to meet as many people as possible, and as many as will meet with me.
2. I have discovered that it is impossible to meet everyone that you want to meet. It sucks but it’s true. More on why in a sec.
3. Time is a so precious. Filling up your day with meet and greets is tough and it doesn’t give you time to get your other work done. So I have to limit these kinds of meetings as much as possible.
4. Filtering becomes super important. As you can imagine, those with immediate purpose and importance come first.
5. Making introductions is also an important skill. Here is my process and thoughts:
a. I identify a possible introduction that should be made. In general, I try not to do more social type meets but want them to have at least a purpose. Think of it as a courtesy on peoples’ time demands and not wasting them, and also it gives them something to talk about which will reduce awkwardness.
b. I hold my contacts close and don’t frivolously make introductions. I am keenly aware of not creating an image where Dave Shen sends frivolous introductions around. That would reduce the possibility of someone responding to an introduction. My goal is to have a 100% response and connection rate, so I think deeply about whether to make the introduction or not.
c. Timing on the introduction has come up often. When to make it is important as you don’t want to intro too early and want to do it when both parties are ready.
For example, if a startup is working very hard and if I judge their resources to be strained too far, I won’t make another business development intro until they get more resources or some brain space frees up. The worst thing is you send them the intro and then nothing happens until much later. Or if the startup has nothing to show yet, then I don’t want the intro-ed party to feel like it was a wasted meeting because it was too early to talk about their product since there was no demo.
d. While I do not bill myself as a fund raiser, the few investor contacts I do have are important to me. Asking for money raises the stakes of an introduction. Thus I will not make an introduction to an investor until I feel the company is at a place to put a really good foot forward. I do not want to make it unless they will look good at the meeting. If they look bad, then I will look bad for sending an unprepared company to that investor contact. I also won’t make an introduction unless I have put my own money in. I feel it is the ultimate vote of confidence for a company when you have your own skin in the game. I do not want to come off as sending what may be perceived as random companies to them. There are plenty of people who are professional fund raisers who do this and do not have any skin in the game. I want to operate with bit more confidence than these guys.
e. I try not to deluge someone with introductions. For example, at a recent meeting with a media company executive, we discussed many of my startups who may be potential partners of theirs. He got excited about all of them. But I did not want to throw all the introductions at him at once for fear that he may not get to them, or they may get lost in email, etc. So as a courtesy to both introducees (is that a word?), I think about the tide of introductions racing at them and try not to overdo it, and space them out.
f. I always try to follow up on introductions. I want to see how they went, and pass feedback back to either or both parties. I also want to double check my introduction methods and make sure I am hitting as close to 100% response and connection rate as possible. I also want to address potential problems on the rare occasion that they occur.
6. Getting deluged myself with introductions is bad. If I meet someone who can intro me to several people, I tell them to slow it down a bit. I do not want to drop one or two because they get lost in email or from my brain. Sometimes, I am scheduling out many months and my calendar is super-important to me. As a personal goal, I try to get to 99% of my emails and always try to get back to those whom I say I will meet up with. I like saying I’ll do something, and then actually do it. I don’t like it when someone says they’ll meet up with me but don’t mean it. I intend to be as clear as possible, which unfortunately is really hard. Better to head it off with the introducer and be clear with them before they send the introduction email.
7. I have found there are many who are not what I would call socializers, which enjoy meeting for the sake of meeting with no particular goal for the meeting other than to connect. There are those who don’t seem to meet anyone who does not have a particular purpose for them. Whether this is good or bad I cannot be the judge, as everybody has their own way of working and time demands.
8. I always confirm a meeting the day before. You never know when someone else may drop you off their calendar. It’s always good to remind them that you’re meeting with them, again as a courtesy and also it’s a good time to remind them of why you’re meeting.
9. By the way, I always space travel time between meetings. I try not to pack them so closely together time-wise. This also goes for how many of these types of meetings I can do in one day. Generally, I try to space them out across days as well. Going through a whole day of meetings with people you haven’t met before is tough for a guy like me (call me an introvert with extroverted tendencies!).
10. Some people network solely for work purposes. There is almost no notion of personal relationship they build. You can tell by what they ask you about, what the conversation is about, and reasons for contacting you later. You never go out for a coffee with these people, or grab a brew. It’s kind of cold, sometimes empty. It creates this feeling that you are only useful to them for one thing, which is business. I prefer to look for opportunities to create a relationship that goes beyond that of business only. I think this creates a richer relationship than just for work alone. If they know and feel you are a good person and you connect with each other at that level, I think you’ll find that the relationship tends to work better and have more opportunities than less. Who wants to work with someone who isn’t cool to hang out with?
Bottom line: introductions, connecting, and meeting are important parts of my work. I do my best to try and not waste the relationships I have built with these people, and create value with each relationship I have.

GRRRR ROWRRR ROWRRR

This is an impression of a “tough dog”, as performed by entrepreneur whose determination is shown through gritted teeth and never failing optimism in the face of rejection, sleepless nights, and stress at starting a new company.
It’s easy to give up. Retaining confidence, determination, and forward moving energy is super tough in the face of constant adversity. Rejection, business deals moving too slow, running out of cash, wondering when revenue is coming in, investors and partners beating on you, your staff is not working out and you need to fire them – the list goes on and on of things faced by new entrepreneurs.
But you can’t give up. If you do, then you may never realize your dream of watching your company and idea flourish and grow. You need to learn that the world is going to constantly try to beat you down and you have to live with that, roll with the punches, and keep moving forward. There will be times where it will seem you’ve hit rock bottom, but only to fall even lower. You, the budding entrepreneur, need to expect this, prepare yourself, and keep saying to yourself that it will get better, and to drive towards making it better.
Because if you can’t adapt, then maybe you shouldn’t be an entrepreneur. You’ll die of despair and never get anywhere. Know yourself before you embark in entrepreneurism.
Or…learn how to say:
GRRRR ROWRRR ROWRRR
It really works.

The Importance of Indemnification

The other day, I met a guy who told me about a situation he was in where he was a consultant for a company who got in a legal dispute with another firm. Then he got tangled up in the lawsuit and got sued by the other firm and was forced to defend himself with his own funds because there was no clear indemnification in any contracting agreement.
At the moment, this guy is shelling out between $25K to $50K per month out of his own pocket to pay for legal fees. There is a soon to come happy ending though. It turns out that this guy was employed through another temp firm while working for the company. While indemnification was not explicit, it just so happens that employees are automatically indemnified via the California Labor Code (see section 2802) and is the same for pretty much every other state’s Labor Code.
However, had this guy worked directly for the company without an official statement of indemnification as a consultant, he would have been really screwed. There would be no clear path for indemnification and thus reimbursement for legal fees.
Very scary. How would you like to pay out of pocket legal fees of $25K to $50K per month, and for months on end?
As soon as I heard this story, I called my lawyer and thanked him for being so adamant about indemnification.
In my journey to implement indemnification, here are my thoughts and discoveries:
1. Ignorance of the state’s Corporation Code, especially with respect to indemnification, is common among the lawyers I’ve worked with. So they err on the side of company favorable tactics, which is to never give anything away, including indemnifying advisors.
2. Not knowing or understanding indemnification is also shared by investors and other entrepreneurs.
3. It’s very much a worst-case scenario discussion. It’s difficult to discuss sometimes.
4. Experienced entrepreneurs have no issue with it. They just assume they’ll protect anybody that does work for them. It’s natural for them to thank people who help them in that way.
5. By the way, all the Corporation Codes stipulate that in the case of an external person causing harm willfully to a company, the Code states that indemnification is invalid, even if a contracting/consulting/advisory agreement calls for indemnification. By the way, there is the case of unknowingly causing harm which is a huge grey area and would probably have to be explored on a case by case basis.
If you’re interested, you can read about indemnification in the California Corporation Code or in the Delaware Corporation Code.
6. No matter what, I do not want to put my personal assets at risk for another company. It doesn’t make sense at all.
7. I will definitely walk away from any deal that will not indemnify me as an advisor. It is a deal breaker.

The Mad Rush to Close

Raising money is never fun. When the time draws near to a date at which you want to officially stop fund raising and collect the money, things tend to get pretty hectic.
So what happens exactly? And who is involved? What are things you should watch out for?
Let’s say you created a term sheet X weeks or months ago. You’ve met with a whole bunch of investors and some of them say they will invest (usually we say “we’ve soft circled them”). The term sheet has been negotiated and potentially changed, and you circulate that back to each investor and finally everyone says they’re on board and they’re ok with the final term sheet.
And then, time draws near and you realize it’s time to get serious and actually get the money. What happens?
1. In the financings I’ve done, the law firm project manages this process. They help circulate the documents, gather signatures, send reminders, etc.
2. The law firm has an escrow account where investors wire their money. As one entrepreneur I met put it, “The reason why you wire to an escrow account is to prevent us from absconding with your money (if wired into our own bank account directly) to the Cayman Islands before all the official paperwork was finished .”
3. The law firm takes the term sheet and expands that into official paperwork that spells out the terms in detail. The investors sign these documents and they make everything official. This paperwork is passed back to investors for review and signature.
4. Due diligence materials from the company are sent to each investor upon request (and I HIGHLY recommend that) to make sure everything is in order. Every company document is sent, every record, every contract – just about everything. Thankfully for early stage startups, there isn’t that much paperwork to review. But imagine if you were to do due diligence on buying a company like Yahoo! or IBM. The due diligence alone would be staggering as you reviewed every contract, every patent, every legal dealing, every lawsuit – everything that could introduce risk into the investment. You don’t want to miss something that could turn what appears to be a great investment into zilch.
5. The CEO devotes his/her entire life to the closing during the last 2-3 weeks before close of the financing. He calls every investor and double checks to make sure they are still on board. He fields any last minute questions. He assures investors that the close will happen and makes sure everyone knows to sign papers, wire money on time, etc.
6. Investors need to prepare the cash for wiring. This could take some time to prepare if the investor needs to sell stocks, or get out of other investments. They may need to give their money manager lead time to make sure cash is available. Even the wiring process takes time. I fax in requests the day before with wiring instructions just to make sure that they get in on time. If the money is being wired internationally, you have to be wary of the fact that it could take additional time, or the wiring may not even be accessible to that account from theirs. More warning is always better than less.
7. Signatures also take time to collect. The law firm project manages the collection of the signatures and makes sure that everybody has signed the right papers on the right lines.
8. After the money is collected and the paperwork signed, then the law firm gets copies of signed paperwork back to the investors and, if it is an equity deal, prepares stock certificates and sends those back to investors as well. Other paperwork that goes back to investors can include receipts for the money wired; one law firm prepared a huge notebook for me which had all the involved paperwork in it. Very nice!
9. Be prepared for high stress situations as the time draws near, the lack of sleep, distractions up the wazoo. You must remain focused and determined through the whole process.
So there are never problems, right? HA. What COULD happen:
1. At the last moment, one or more investors back out and you’re left with less cash than you expected, perhaps substantially less.
2. Other investors backing out could cause even more investors to back out. It might be interpreted as a vote of no-confidence for the investors.
3. Some strange investors could keep saying they’ll send you money, but it never shows up.
4. Unfortunately, I have also seen the law firm flake out which is REALLY BAD. All the more reason for the CEO to keep tabs on EVERYTHING and make sure it’s all moving along.
All sorts of things can happen which can spoil your day. As CEO of a startup and going through this process, you should make sure your full attention is on this and be ready to adapt to changing, chaotic conditions – but rejoice when you get every investor that you say you got and see that money arrive in your bank account.

NDAs and Me, Ideas and Execution

It’s so funny when I hear people being so protective of ideas. (People who want me to sign an nda to tell me the simplest idea.)

To me, ideas are worth nothing unless executed. They are just a multiplier. Execution is worth millions.

– Derek Sivers, president and programmer, CD Baby and HostBaby

I just found this quote in 37Signals’s book, “Getting Real”, which is an awesome book on super fast Web development.

It says it all.
So far I’ve had a few entrepreneurs ask me to sign an NDA before talking about their startups. Each time, I politely decline. My main reason for declining is just what Derek Sivers says in his quote. Ideas are just that – they are just ideas. No substance, no solidity yet, but just words. Execution is harder than you think. Just because you tell me your idea doesn’t mean I am going to go out and build it. In fact, I have no desire to build it. I recognize that it’s your idea and that you are the best person to execute it, not me. And I don’t have the time or desire to execute it, nor is it my business model to build stuff.
So in essence I am saying that there should be no fear about sharing ideas and that goes both ways. I don’t mind throwing ideas their way as much as I like hearing them. I toss out ideas all the time and I don’t look for monetary return because I know that 99% of the time, they won’t be able to or have time or desire to execute on them.
But occasionally, they may find value in my ideas and actually do something with them and make their product stronger. That’s a good thing. But most of the time, they’ll need the originator of the idea to fully explain the idea enough to the entrepreneur so that they can internalize it and be able to execute against it. In that, I build value for my services and it helps sell my value to a startup.
Here are my thoughts about NDAs:
1. If I sign an NDA, then I’ll be bound to not reveal any ideas from my interactions with them for the length of time designated in the NDA. While I have no problem signing one if I do work with them in official capacity, it is possible that I might end up not working with them. If I don’t work with them, I could be hampered from working with any other company in the same space because I might inadvertantly reveal some bit of knowledge that could be taken as confidential by the company I signed an NDA with.
2. If for some reason I were to sign lots of NDAs, I would have to manage the NDAs which is a nightmare. I’d have to remember when each NDA started and when they would end. They could all have variable expiration terms. The chance of slipping up would be incredibly high which could put me at legal risk.
3. Negotiation of NDAs would increase my legal fees. There are mutual NDAs and one-way NDAs. There are those that go in perpetuity and those that end in 1, 2, 5 or any number of years. There is no standard NDA; the conditions are written based on the situation. I’d have to go through negotiation on every one.
4. If there is something you don’t trust me enough to tell me, then don’t tell me.
5. Trust is an essential part of my business. You gotta know when to keep your mouth shut and no piece of paper is going to help with that.
6. I have and will walk away from companies who require NDAs to hear about what they are doing. It doesn’t matter how cool the company seems to be. It just isn’t worth the hassle. There will ALWAYS be other companies and opportunities.

Rejection Sucks

Rejection sucks. You spend umpteen hours on your deck, you go through trial runs and field criticism and incorporate feedback, you redo it again and again, you spend hours driving around to meetings, you brush your hair for the first time in weeks and pretty yourself up for the pitch. When you get there and start, you look around the room and the body language is clear:
What is this guy talking about?
This’ll never work.
Where am I going to lunch?
This is a dumb idea.
I can’t believe my partner dragged me into this meeting.
When is this presentation over?
I need to pee.
Way too many competitors. Why even touch this market?
Yawn.
And the list goes on. All from subtle and not-so-subtle bodily cues. Or overt vocalizations.
You throw your heart into the pitch and you wonder how these guys could be so blind! Why don’t they get it?
At the end, they usher you out with a polite, “We’ll get back to you.”
Your heart drops. You walk out dejected. Nobody likes you. Everybody hates you. Self doubt creeps in. Life sucks. You grab a beer and drown your sorrows vegetating in front of Tivo.
You wish everyone could just see why your idea is so great. But it’s just not so. I wrote about resonance way back and think it also applies to investors. They need to be able to feel the idea, to get their brains and hearts around it. And unfortunately, not everybody can resonate with every idea. It’s just the way the world is.
So steel yourself for rejection. It will come and you’ll see it a lot. Build your resistance to letting rejection take you down emotionally and energetically. Practice blowing it off so it doesn’t wipe you out. Because it only takes ONE investor to resonate with you and your idea, and they will give you the cash to make it to the big time, and then you can say, “I told you so” to all the nonbelievers.

Swimming with the Sharks: Part I

Last week I had a meeting with a friend turned entrepreneur. We talked about the company he was forming and it sounded really interesting, interesting enough for me to put in some early money into it. We then moved to talking about possible angels who would fill out a first funding round.
These were angels who were also individuals very prominent in the area of business he was going into. They were definitely going to be helpful in building the business and be able to make the chance for success much higher.
Since he was my friend, he also told me what these people were like. They are very money focused. And they will do anything to maximize their gain, potentially at the expense of others.
I thought about this for a moment. At first, I thought what could happen if I were to invest early, probably into a convertible note, and then convert to the preferred series? Aren’t I protected by preferred rights?
Then it dawned on me what could happen. Let’s say the preferred round closes. Then a few months later, the board is faced with the other angel investors proposing to change their own rights. They propose changing them so that they can, upon majority vote of the shareholders, buy out any shareholder. My friend who will undoubtedly be on the board of directors may oppose this, knowing why this is being proposed, which is to squeeze me out. He tries to defend me but then the angels apply leverage in that they could make life much more sweeter to him and his business if he agrees to the change in rights. My share in the company leaves me no leverage at all. I have not put enough money into the company so that I can defend myself in this proposal through vote alone; I don’t have enough share in the company.
In this scenario, the vote passes with my friend/entrepreneur bowing to the needs of the company and the next vote is buying me out, perhaps with a bit of profit, perhaps not.
There is a possible solution. That is to propose that I go in with my seed money and demand a board seat. This should protect me for at least one round of funding, but after that I will probably need to relinquish my board seat in favor of whomever is coming in with subsequent rounds of funding. I do not know if my friend would agree to this or not, or if I would even want a board seat. I am thinking on this some more…
Early stage angels are definitely in a tough position when we come in early, and often with small amounts of money relative to the cash coming in for later rounds. We take the most risk, but yet we are left with no leverage later on, as the needs of the company outweigh shareholder need.

Legal Help is Showing a Depressing Pattern

So far, my scorecard for legal help for startups and investors has been pretty dismal.
Let’s see. The stories go on:
An LLC agreement costs $6000 to create but upon dissolution of the LLC the agreement has ambiguous terms on who owns what and causes tons of issues upon dissolution. Note that an LLC agreement can be created and filed in about $1000.
A term sheet is created by a new associate who is new to Silicon Valley and barely has any experience in startups and financing. He tries to snow an investor during a call to defend his terms and the investor, who happens to be seasoned and coached by his really good lawyer, refutes every point made by associate, who concedes at the end of the call that investor was actually experienced and compliments him.
The night before the first investor meeting, a lawyer totally flakes on entrepreneur and doesn’t have a term sheet done! It arrives around midnight the night before and there is no time for review at all.
Entrepreneur asks for term sheet, and lawyer delivers one. Investor reviews and finds provisions that have no meaning whatsoever to the current deal. It is obvious that lawyer cut and pasted from a previous deal term sheet and didn’t bother to review and check for relevance to current deal, costing everyone in time and legal fees.
Entrepreneur asks for advice from lawyer on what to do from a financing standpoint, and gets almost no worthwhile advice whatsoever. Friendly investor guides entrepreneur through all the possibilities and helps develop a financing strategy.
Investor asks lawyer for help on looking at startup term sheet and gets back worst case scenario response on the whole thing. Investor initially gets cold feet, but quickly realizes that this particular lawyer is the most conservative, worst case scenario lawyer in the world, and investor realizes that risk is a part of life for the early stage investor and that this lawyer isn’t the right person to advise on early stage investments. If investor had listened to this lawyer, investor probably would never make any investments at all and would rather sit home and stuff money in mattress.
Legal help is crucial to both the entrepreneur and investor. It doesn’t matter that the legal help sits in a big expensive firm or a smaller shop. Why can’t we find good, dependable, and experienced legal help?