Having recently spent a substantial amount of time reviewing new business opportunities, I'm beginning to realize just how hard it is to come to agreement on the value of an early stage company. I had thought that this would be challenging, and certainly it has been. However, I continue to be surprised by the metrics (or lack thereof) that are offered by founders and the shaky foundations for their logic. So below is my advice to founder-types on what they should avoid when trying to negotiate the worth of their progeny with any outside investor.
First Lesson - You can't use discounted cash flow analysis as a method to measure value when there are no cash flows. Almost every time a valuation discussion with a founder begins, someone whips out a discounted cash flow analysis. I guess business schools all teach some version of DCF. and perhaps business incubators perpetuate this teaching by suggesting it to budding companies. But the DCF method for valuing a business was based upon "predictable" cash flows. Without predictable cash flows, applying mathematics to speculation does not make the result any more real. And, increasing the discount rate to account for the "risk" that these cash flows may not occur, while better, still results in factoring a mathematical formula against a speculative occurrence - still not helping the result to become any more real.
Lesson Two - One or Two Customers does not a trend make. As Abraham Lincoln once said: "you can fool some of the people all of the time." And this is often just the case. Or at least you haven't yet proven that your idea has widespread appeal. Extrapolating value from the first few customers to anticipate broad market acceptance is at best optimistic or at least premature. In mathematical terms, you need a set of points, not just the first few, to spot a trend. Early adopters are just that. Market acceptance occurs as Geoff Moore would describe, when you cross the chasm, when real customers purchase products as a matter of course, not as a pioneer. Anything less may be an indication of future opportunity, but certainly not proof.
Lesson Three - You can't pay your bills by trying to cash in on someones interest in your solution. I can't tell you how many times a founder has told me that things are going great because several potential customers, partners, venture capitalists, angel investors, (you can fill in the noun here) has told them how "interested" they are in taking the next step. I can't speak for everyone here, but it seems like a very American personality trait to use the word "interest" to mean "please leave now since I have a lot of other things to do and I would rather not tell you how I really feel about what you are trying to convince me of." If you don't believe me, try being a bit cynical next time someone tells you how interested they are in what you are pitching. But even more important, interest (even if real) is a long way from cash in the bank. Founders by nature are optimistic. But they need to gain a healthy does of cynicism and perhaps an objective sales process, before they can begin to value the "interest" they are receiving.
Lesson Four - While selling the first few of anything may be difficult, it doesn't mean your organization will be capable of selling a sufficient quantity to become profitable. I recently became enamoured with an early stage company and its solution. I spent a good amount of time investigating how the company was selling its solution. What I found was that the direct cost of sales and implementation was something in the range of 10X or more the gross revenue the company would receive from this customer (who had shown interest - see lesson Three). But just like the businessman in the well told joke, I was told, don't worry about the cost, we will make it up in volume. Well, really what I was told was that these were just early sales and in the future this would be much easier and cheaper. While I agreed that there were some very clear ways to reduce the cost of sale, there was no real plan for doing so. No one had thought through how they were ultimately going to deliver this solution at a profit. And while early cash flows and even beginning profits are interesting and necessary, unless the company is capable of generating some kind of real gross margin on its solutions, this is no place for an outside investor.
Lesson Five - Sometimes you have to give up more than you would like to get your idea to market quickly enough. I've run into several situations with founders who need to raise capital, but they only want to raise a small amount because too much will be too dilutive to their early investors and themselves. I always approach these situations with admiration. I too would want to not give up any more equity than necessary if I had a early stage company that I believed was quite promising. However, don't let dilution blind you to market reality. If your idea is good, then get it to market. If your idea is completely protectable - i.e., you got an encompassing and defensible patent that will be difficult to work around - you might be able to ignore this lesson. For everyone else, if you slowly inch your way into the market, and it is in fact a good idea that you have, as soon as you have proven sufficient viability, you have opened the door for someone with more capitalization and more resources to steal this market from you. Taking market share early is often the best tactic. To borrow and idea from a seminal marketing book Positioning authored by Ries and Trout: getting to market first is important, but getting there firstest with the mostest (big presence and share) is critical. In today's global market, you can be sure there is someone somewhere who is waiting to pounce. If your slow path to market risks someone taking over leadership ahead of you, it would likely behoove you to take the larger-than-you-would-prefer dilution, and ramp up your plans early.
So how does this help you come up with a mutually acceptable valuation? My advice is be honest. Most investors (with some notable exceptions) do not want to steal your business from you. Usually, it is more important to have you completely engaged in the business, than it is for the investor to get your equity at a bargain price. Investors like to have rational conversations with factual underpinnings. They often are enthused when they hear some healthy skepticism in their conversations with founders. If you can run the business and grow it fast enough without asking for any outside funding then do it! But if your business model requires that you capture market share and ramp up sales more quickly than your personal capital requires, then understand that being realistic may be just the ticket you need to capturing a share of the investors wallet.
03 March 2007
10 February 2007
Sticking around too long?
I recently was referred to a blog post on Fred Wilson's Musings of a VC in NYC. Fred suggests that keeping a founder around post his replacement - moving "up" as he calls it - is an important positive development. I think Fred may not realize that while it may have positive implications for the right personality founder, it may pose some significant issues for the hired gun CEO who steps into a position which perhaps may have been previously filled by a "legend." Forcing a newly hired gun CEO to operate in the shadow of a large personality who has accomplished the impossible of starting and building a substantial company from scratch, while someone remains to look over his shoulder, can be an undue burden that hinders rather than helps the company. The fact that many founders return to their old jobs years later may not be as good a prescription as Fred leaves us to believe.
Good CEO's are not puppets. Moving the founder "up" to become the puppeteer to manipulate his strings (unfortunately what it appears happens with some founders who stick around), is likely not what you hired his successor for. When change is required (which often is the reason for replacing the founder to begin with) keeping the old guard around and still "in charge" as Chairman, can be a sea anchor on the successor's ability to implement change. It is a unique founder for sure who does not try to perpetuate their own ideas even when moved out of the CEO role.
Witness what may go down in history as one of the best performed transitions (albeit not of a founder, but the analogy certainly still holds) with Jack Welch giving way to Jeff Immelt. Jack carefully picked his successor after years of scrutiny (may be a big lesson there too on the care taken to select the successor - See my posting on Try Before you Buy) and then left the company entirely, in order to enable Immelt to do the right thing and not be encumbered by Jack's legacy. Jack clearly was quite a successful CEO. By all rights he could have stuck around and "helped" Jeff transition the company into its next stage. Instead, Jack felt it necessary to get out of the way. In fact, Immelt undid many of the well worn strategies that made GE successful during the Jack Welch era. But Jack was smart enough to realize that change was necessary and chose a capable successor, gave him the keys and waved him goodbye.
Is Jack available if Jeff needs him? Sure! But he is careful not to have his shadow restrict the vision that Immelt requires to take the company to the next level.
Good CEO's are not puppets. Moving the founder "up" to become the puppeteer to manipulate his strings (unfortunately what it appears happens with some founders who stick around), is likely not what you hired his successor for. When change is required (which often is the reason for replacing the founder to begin with) keeping the old guard around and still "in charge" as Chairman, can be a sea anchor on the successor's ability to implement change. It is a unique founder for sure who does not try to perpetuate their own ideas even when moved out of the CEO role.
Witness what may go down in history as one of the best performed transitions (albeit not of a founder, but the analogy certainly still holds) with Jack Welch giving way to Jeff Immelt. Jack carefully picked his successor after years of scrutiny (may be a big lesson there too on the care taken to select the successor - See my posting on Try Before you Buy) and then left the company entirely, in order to enable Immelt to do the right thing and not be encumbered by Jack's legacy. Jack clearly was quite a successful CEO. By all rights he could have stuck around and "helped" Jeff transition the company into its next stage. Instead, Jack felt it necessary to get out of the way. In fact, Immelt undid many of the well worn strategies that made GE successful during the Jack Welch era. But Jack was smart enough to realize that change was necessary and chose a capable successor, gave him the keys and waved him goodbye.
Is Jack available if Jeff needs him? Sure! But he is careful not to have his shadow restrict the vision that Immelt requires to take the company to the next level.
21 January 2007
Slicing up the Pie
One of the toughest moments for a new founder/CEO is when she realizes that success requires she begin to slice up the pie. Sometimes this happens first when its time to attract or compensate early employees - not all of whom are willing to take severe pay cuts without something in return. Or sometimes her first encounter is when it's time to raise some outside capital. But how big should the slices be? And how many of them should be cut? And what does this term dilution that people keep throwing around really mean?
The "pie" analogy is often used to describe the cutting and serving of slices of the business often in return for something of value. Whether this is a pizza, lemon meringue, or other category is not necessarily the relevant question. Venture capitalists will talk about "increasing the size of the pie" - usually about the time they are angling to cut themselves an oversize slice. And founders are often times seen giving out big servings to their original founding team without thinking through how many her pie will feed.
So there are several important considerations for how, when, why and how much, and to whom to serve from this founder's pie. Below are three common mistakes that the unwary founder may be (mis)guided to endure.
Common Slicing Mistakes
There only is One Pie to Slice
The first thing to understand when slicing up your pie is that there is only one pie to slice. Better put and despite some notable con-men to the contrary, you can only give or sell 100% of your company. That means there are a limited number of slices. Once you cut a slice out of the pie, that slice is gone. Even if the pie gets bigger (the venture gains value) that slice will grow proportionally as well.
Early stage employees may be very important to the early stages of a venture. It is common for these early stage employees to be just that: good early stage employees. They may not be capable to take the company to the next stage. They may have to be replaced by new talent at a later stage. Realizing that giving up an extraordinarily large slice of the pie early, may leave you "slice-less" later when your venture needs to attract talent that may not be willing to work for just a salary. Employees may come and go, but there only is one pie.
When you pay for current expenses using slices of equity, you also should be thoughtful about what that means at a later stage. Remembering you only have one pie, while realizing your expenses will continue forever (they are recurring), will help you to understand that you won't be able to use slices of your pie for ongoing expenses forever. Therefore if you have to use slices to pay for ongoing expenses, be sure you know when you can reverse this trend. And, while the size (value) of your pie (entity) may be small today, most people value equity based upon future value. [Our own public stock markets are really valued based upon the potential value the ownership right (shares) that you purchase. Financial types often speak about discounted cash flows - or the value of this share of the company based upon expected future results.] So if you use stock to pay for current expenses, be sensitive to this valuation process and don't sell yourself short.
Increasing the Size of the Pie
Being realistic when opportunities arise that will grow the size of your pie is equally as important as careful scrutiny of giving out early slices for employees or expenses. Your value (the size of your slice) is truly dependent upon BOTH the proportion of the piece you have for yourself AND the size of the pie. A 1/4 slice of an extra large pizza is bigger than a 1/4 slice of a personal-size pizza. Understanding what will grow your pie is critical. When angels or venture capitalists offer you cash in return for a slice of your pie, you must look at the impact that financing has on the size of your pie.
Here's a quick lesson in pre and post money valuation.
Venture capitalists speak to you about the value of your venture. They may offer you $1 million for a 33 1/3% share in your venture. To you that means your venture is worth $3 million. Once you get their money your whole pie will be $3 million sized - that's the size after they added their $1 million. By simple math - the "pre-money" size of your pie was $3 million less the $1 million they added - or $2 million.
So based upon this financing offer - you used to have a $2 million pie that you had unsliced - all was yours. The VC is offering to increase the size of the pie another million larger - now $3 million. In return, they are going to take a slice that is 1/3 of the pie (1/3 of $3 million). You get to keep 2/3 of the pie or $2 million of the size.
So in this case the pre-money valuation was $2 million. The post-money valuation was $3 million. Assuming you both agreed on the $2 million pre-money valuation of your entity, the new financing was not dilutive - did not reduce the actual size of your slice. While you now only have 2/3 of the pie left, that slice increased in size sufficiently to leave you with the same amount (to eat?). While the amount of (surface area) of the slice of the pie that you still hold has neither increased nor decreased, the financing has put you in a position to continue to grow the value (size, surface area, value) of your pie into the future. You now may be in a position to stop using pie slices to pay for current expenses. You now may be in a position to attract the kind of talent you require for this stage in your venture without giving up too many large slices of what you have remaining. Overall, taking on the cash should help you continue to grow your pie beyond where you could take it yourself.
Of course you always could be happy with the size of your current pie. You always could decide that there is no need to grow the pie. Those are your decisions. But understanding and accepting that outside resources may be required to ultimately grow your pie to the size you desire, and that to do so may require you reduce the percentage of the pie that you own, will be critical to how you deal with the distribution of slices and the raising of outside capital.
The "pie" analogy is often used to describe the cutting and serving of slices of the business often in return for something of value. Whether this is a pizza, lemon meringue, or other category is not necessarily the relevant question. Venture capitalists will talk about "increasing the size of the pie" - usually about the time they are angling to cut themselves an oversize slice. And founders are often times seen giving out big servings to their original founding team without thinking through how many her pie will feed.
So there are several important considerations for how, when, why and how much, and to whom to serve from this founder's pie. Below are three common mistakes that the unwary founder may be (mis)guided to endure.
Common Slicing Mistakes
- Excessive Portion Sizes for Early Employees - Early stage companies are often run like families. Sometimes they in fact are families (see Why CEO's Fail). Close knit groups of employees come together to do the impossible. To create something extraordinary from nothing but a vision. They dream dreams of (market) power and riches beyond most of the founding team's conceptions. They work hard, often in close quarters, and form strong interpersonal bonds. Many times these bonds cause founders to mistake relationships for value. At what Venture Capitalists might consider a "weak moment" for the founder, large slices of the pie are doled out early to the founder's team.
- Using equity instead of cash to pay operational costs - in the earliest stages of a new venture, it is common for cash to be dear. There is much to get accomplished and too little cash to "pay someone" to do it. So often founders are induced to use equity (another slice of the pie) to substitute for cash. Whether this be for a bargain property lease, purchasing of equipment, or hiring a consultant, equity may be all the founder has as a currency to purchase these resources. So necessity itself is the mother of this mistake. And, although there may be little alternative than to use equity, the cautious founder should realize that while these expenses may be real, the use of equity is akin to mortgaging the future of your venture "just" to get this resource today.
- Unwilling to create slices that increase the size of the pie - the flip side of the prior error is the contrary position. There are times in the life of a new venture when resources present themselves, in the form of unique talent, critical opportunities, and cash funding. Founders sometimes find themselves unwilling to part with even a relatively small slice of the pie, even though these resources may only be fleetingly available and could materially grow the size of the pie.
There only is One Pie to Slice
The first thing to understand when slicing up your pie is that there is only one pie to slice. Better put and despite some notable con-men to the contrary, you can only give or sell 100% of your company. That means there are a limited number of slices. Once you cut a slice out of the pie, that slice is gone. Even if the pie gets bigger (the venture gains value) that slice will grow proportionally as well.
Early stage employees may be very important to the early stages of a venture. It is common for these early stage employees to be just that: good early stage employees. They may not be capable to take the company to the next stage. They may have to be replaced by new talent at a later stage. Realizing that giving up an extraordinarily large slice of the pie early, may leave you "slice-less" later when your venture needs to attract talent that may not be willing to work for just a salary. Employees may come and go, but there only is one pie.
When you pay for current expenses using slices of equity, you also should be thoughtful about what that means at a later stage. Remembering you only have one pie, while realizing your expenses will continue forever (they are recurring), will help you to understand that you won't be able to use slices of your pie for ongoing expenses forever. Therefore if you have to use slices to pay for ongoing expenses, be sure you know when you can reverse this trend. And, while the size (value) of your pie (entity) may be small today, most people value equity based upon future value. [Our own public stock markets are really valued based upon the potential value the ownership right (shares) that you purchase. Financial types often speak about discounted cash flows - or the value of this share of the company based upon expected future results.] So if you use stock to pay for current expenses, be sensitive to this valuation process and don't sell yourself short.
Increasing the Size of the Pie
Being realistic when opportunities arise that will grow the size of your pie is equally as important as careful scrutiny of giving out early slices for employees or expenses. Your value (the size of your slice) is truly dependent upon BOTH the proportion of the piece you have for yourself AND the size of the pie. A 1/4 slice of an extra large pizza is bigger than a 1/4 slice of a personal-size pizza. Understanding what will grow your pie is critical. When angels or venture capitalists offer you cash in return for a slice of your pie, you must look at the impact that financing has on the size of your pie.
Here's a quick lesson in pre and post money valuation.
Venture capitalists speak to you about the value of your venture. They may offer you $1 million for a 33 1/3% share in your venture. To you that means your venture is worth $3 million. Once you get their money your whole pie will be $3 million sized - that's the size after they added their $1 million. By simple math - the "pre-money" size of your pie was $3 million less the $1 million they added - or $2 million.
So based upon this financing offer - you used to have a $2 million pie that you had unsliced - all was yours. The VC is offering to increase the size of the pie another million larger - now $3 million. In return, they are going to take a slice that is 1/3 of the pie (1/3 of $3 million). You get to keep 2/3 of the pie or $2 million of the size.
So in this case the pre-money valuation was $2 million. The post-money valuation was $3 million. Assuming you both agreed on the $2 million pre-money valuation of your entity, the new financing was not dilutive - did not reduce the actual size of your slice. While you now only have 2/3 of the pie left, that slice increased in size sufficiently to leave you with the same amount (to eat?). While the amount of (surface area) of the slice of the pie that you still hold has neither increased nor decreased, the financing has put you in a position to continue to grow the value (size, surface area, value) of your pie into the future. You now may be in a position to stop using pie slices to pay for current expenses. You now may be in a position to attract the kind of talent you require for this stage in your venture without giving up too many large slices of what you have remaining. Overall, taking on the cash should help you continue to grow your pie beyond where you could take it yourself.
Of course you always could be happy with the size of your current pie. You always could decide that there is no need to grow the pie. Those are your decisions. But understanding and accepting that outside resources may be required to ultimately grow your pie to the size you desire, and that to do so may require you reduce the percentage of the pie that you own, will be critical to how you deal with the distribution of slices and the raising of outside capital.
27 December 2006
A very bad Transition
A good friend of mine in Austin, TX, Hank Jones (Henry W. Jones, III Esq.) who is an industry pundit and expert on Open Source issues, sent me information on a founder transition that really went awry. According to allegations filed by the company in the Superior Court in Orange County, California, Medsphere apparently twice tried to find a CEO to take over from two founder brothers ( Why CEOs Fail?). The first ended abruptly less than a year into the new CEO's tenure when the brothers forced the Board's hand. A second CEO was recruited with even more egregious consequences. According to the company's amended complaint, the two founder brothers got so angry at the direction the new second CEO put in place (only three short months after he took over), they clandestinely published the source code for the company's proprietary software as open source. That certainly put a crimp in the new CEO's plans (see his letter regarding the company's open source stance). Wow! Talk about a bad transition! Boards everywhere should be paying close attention to how dire the consequences of a bad transition can be and what an awkward position they can be put in when founders join together to counter a new CEO.
2-Feb-07 --> The story continues to develop.
2-Feb-07 --> The story continues to develop.
26 December 2006
Try before you Buy?
Most of us who have been through or witnessed a founder transition would agree that this is no doubt a tricky process fraught with potential disaster at nearly every turn. Yet the process most companies and boards engage in with the potential CEO replacement is one that is set up for failure. And failure is what too often results.
Several interviews with various members of the management team and board, some surface level background and reference checks, discussions with some "insiders" who know what this candidate has done in the past, can never be sufficient to really know whether the most important criterion for successful founder transition will be met. That criterion is the chemistry and relationship that is required between the founder and the newly hired CEO.
While most of the "hard" criteria for founder/CEO transition can be learned using a time tested recruiting and interview process, the "soft" skill compatibility can probably never be really understood without trying it out. In-the-trenches interaction between the potential candidate and the founder and team might actually be the only way to really know if this transition will work.
Any organization that can avail itself of the opportunity to try-before-they-buy should take full advantage of that by engaging the CEO candidate as a consultant in advance of a final hiring decision. While this can be awkward for the candidate (confident and experienced candidates will relish this opportunity) and potentially a delay in the final decision for the recruiter, board and the team, finding out early that this relationship is not going to work is a small price to pay to avoid making a bad decision.
Several interviews with various members of the management team and board, some surface level background and reference checks, discussions with some "insiders" who know what this candidate has done in the past, can never be sufficient to really know whether the most important criterion for successful founder transition will be met. That criterion is the chemistry and relationship that is required between the founder and the newly hired CEO.
While most of the "hard" criteria for founder/CEO transition can be learned using a time tested recruiting and interview process, the "soft" skill compatibility can probably never be really understood without trying it out. In-the-trenches interaction between the potential candidate and the founder and team might actually be the only way to really know if this transition will work.
Any organization that can avail itself of the opportunity to try-before-they-buy should take full advantage of that by engaging the CEO candidate as a consultant in advance of a final hiring decision. While this can be awkward for the candidate (confident and experienced candidates will relish this opportunity) and potentially a delay in the final decision for the recruiter, board and the team, finding out early that this relationship is not going to work is a small price to pay to avoid making a bad decision.
10 December 2006
Why CEOs Fail?
One of the most compelling articles ever written about CEO failures has many lessons for Founder/CEO's as well. In June 1999 Fortune Magazine published the article: Why CEOs Fail? The lesson was that CEO failure was generally not caused by a disagreement between the CEO and his/her board, or even a failure of strategy. More often, failure was a product of relying too long on key employees who just weren't cutting it. The CEO's failure was the refusal or unwillingness to get the right people into (or probably more important - out of) the right positions due to personal relationships that had grown between the CEO and his/her team.
Attributing the same characteristics to the founder/CEO seems to be all too appropriate. Often the Founder brings family (husbands, wives, brothers, parents), close childhood or school friends, or others with whom the founder has had an other than pure business relationship, in as early trusted employees. No one would argue that it is hard to sever those relationships; doing so might have severe implications for their outside-of-the office life. However, the implications of maintaining these relationships beyond what is good for the company can be critical to an early stage venture's prospects.
We've seen dozens of ventures that have either failed or been critically wounded by the presence of fairly nice but incompetent friends and family holding positions of authority. Not only does the lack of competence in their particular field hinder the company's success, but it also has a detrimental impact on other employees who have only their objective performance on which to rely.
Certainly the writers of this article (now gone on to fame as pop business book writers) were not focusing on founders when they wrote this piece. However, founders should pay close attention to the issues identified and realize the implications of a more-than-business relationship in the workplace.
Attributing the same characteristics to the founder/CEO seems to be all too appropriate. Often the Founder brings family (husbands, wives, brothers, parents), close childhood or school friends, or others with whom the founder has had an other than pure business relationship, in as early trusted employees. No one would argue that it is hard to sever those relationships; doing so might have severe implications for their outside-of-the office life. However, the implications of maintaining these relationships beyond what is good for the company can be critical to an early stage venture's prospects.
We've seen dozens of ventures that have either failed or been critically wounded by the presence of fairly nice but incompetent friends and family holding positions of authority. Not only does the lack of competence in their particular field hinder the company's success, but it also has a detrimental impact on other employees who have only their objective performance on which to rely.
Certainly the writers of this article (now gone on to fame as pop business book writers) were not focusing on founders when they wrote this piece. However, founders should pay close attention to the issues identified and realize the implications of a more-than-business relationship in the workplace.
13 November 2006
Founder adoption
There is no closer analogy for the hired gun CEO taking over a founder run business than adoption. Founders "baby" their startups, spending inordinate time and attention nourishing them during their early years. Mistaking taking over for the founder (especially one that remains involved in the business) for anything less than this level of emotional attachment is a fatal mistake.
So when I made the decision that we needed to change the name of our company as we positioned ourselves for market expansion, I knew I was in for a difficult process. The founder of my company had been its leader for almost 18 years by the time I took over. He had painstakingly bootstrapped the company and had done so quite successfully. Deciding only after this time that he was finally ready to take on some institutional capital in return for a partial cash out, he agreed to replace himself as the CEO.
The transition from founder to hired gun CEO actually went pretty well. We worked closely together, he as a mentor and me as a change agent. I made no material changes without a detailed discussion and rationale with him and ultimately, if I was passionate about a change, my direction was adopted. If not, and we disagreed, he often was able to talk me out of it.
This arrangement worked quite well. The company grew quickly during the first few years of the transition, culminating during the heat of the market runup in 2000 with us taking on some strategic investors (two of our clients) and our founder being able to cash out even more of his holdings at a very nice multiple. It was at this time, that we decided to expand our business. As our team reviewed the alternatives, one of the ideas that became clear is that we needed a bit more expansive name than the TLA (three letter acronym) that we had adopted as our call letters. So after much painstaking process, and many rejected attempts at renaming the baby, we all agreed (founder included) that the change would go into effect.
We positioned the name change to be announced at a gala affair we had arranged in conjunction with the San Francisco Giants baseball team. We had rented out (then called) PacBell field to invite some of our largest customers, partners, and investors to play ball with Vida Blue and Mike McCormick - two former Cy Young award winners, in a charity event. The idea was to make a big splash with our marketing repositioning.
The founder and I dressed in our best baseball garb in the visitors' club house and began the long walk out from the clubhouse through the dugout onto one of the finest baseball stages in the world. As we were coming up the steps of the dugout onto the field, the founder turned to me and matter-of-factly told me that he had changed his mind and that he was withdrawing his support for the change of name.
Fortunate for me it was too late. I pointed to the scoreboard out in center field that glowed with a welcome message with our new name and logo. The deal was sealed. The baby was renamed, and we all lived happily ever after. (By the way, four years later we sold the company for a slightly lower multiple than the heady valuations of 2000.)
The moral of this story? Don't take lightly the responsibility and emotion that is involved with adopting a founder-based early stage company. There is much more involved than meets the eye.
So when I made the decision that we needed to change the name of our company as we positioned ourselves for market expansion, I knew I was in for a difficult process. The founder of my company had been its leader for almost 18 years by the time I took over. He had painstakingly bootstrapped the company and had done so quite successfully. Deciding only after this time that he was finally ready to take on some institutional capital in return for a partial cash out, he agreed to replace himself as the CEO.
The transition from founder to hired gun CEO actually went pretty well. We worked closely together, he as a mentor and me as a change agent. I made no material changes without a detailed discussion and rationale with him and ultimately, if I was passionate about a change, my direction was adopted. If not, and we disagreed, he often was able to talk me out of it.
This arrangement worked quite well. The company grew quickly during the first few years of the transition, culminating during the heat of the market runup in 2000 with us taking on some strategic investors (two of our clients) and our founder being able to cash out even more of his holdings at a very nice multiple. It was at this time, that we decided to expand our business. As our team reviewed the alternatives, one of the ideas that became clear is that we needed a bit more expansive name than the TLA (three letter acronym) that we had adopted as our call letters. So after much painstaking process, and many rejected attempts at renaming the baby, we all agreed (founder included) that the change would go into effect.
We positioned the name change to be announced at a gala affair we had arranged in conjunction with the San Francisco Giants baseball team. We had rented out (then called) PacBell field to invite some of our largest customers, partners, and investors to play ball with Vida Blue and Mike McCormick - two former Cy Young award winners, in a charity event. The idea was to make a big splash with our marketing repositioning.
The founder and I dressed in our best baseball garb in the visitors' club house and began the long walk out from the clubhouse through the dugout onto one of the finest baseball stages in the world. As we were coming up the steps of the dugout onto the field, the founder turned to me and matter-of-factly told me that he had changed his mind and that he was withdrawing his support for the change of name.
Fortunate for me it was too late. I pointed to the scoreboard out in center field that glowed with a welcome message with our new name and logo. The deal was sealed. The baby was renamed, and we all lived happily ever after. (By the way, four years later we sold the company for a slightly lower multiple than the heady valuations of 2000.)
The moral of this story? Don't take lightly the responsibility and emotion that is involved with adopting a founder-based early stage company. There is much more involved than meets the eye.
02 November 2006
Rich or King? A founder anomaly.
A phrase often used by venture capital investors when investigating the motives of a founder entrepreneur is: "would you rather be rich or king?" This arguably gets at the crux of whether or not the founder would give way to the greater good and relinquish his CEO role in return for the riches of success without him leading the way. Savvy founders looking for capital from these deep pocketed venture investors have learned the right answer from the VC's perspective is Rich!
It's not clear whether the Venture Investors are really seeking the truth or just want to see if the founder is savvy enough to answer this inquiry "correctly." But virtually every founder that I've interviewed has a good deal of king (or queen) in his (her) plans. Sure, founders may be seeking riches and financial rewards for their sacrifices and hard work. But ultimately, most founders found companies in order to run their own show (translate into rule their own kingdom).
And doesn't that make sense? Many of these founders were very successful corporate executives, earning good salaries, receiving nice perks, and enjoying the supporting casts of their established employ. Founding a startup involves leaving most of that behind, starting over from little, doing it mostly on your own, and usually getting paid very little for the effort. While founders may dream of some day hitting it rich, that may be a long way off. But the very day they start - they start as duke, albeit over what may be a very small duchy.
The transition to professional CEO usually occurs (is forced upon them) well before they begin to enjoy the promised riches. So the choice for the founder is more appropriately: "would you rather be king or would you rather bank on someone else to lead you to what might someday be the riches you originally envisioned." Not quite the same choice originally posed by the VC during the courting ritual.
So VC's will most often hear the answer that they desire. And founders who need the capital, will continue to answer expeditiously, no matter what their actual motivation.
It's not clear whether the Venture Investors are really seeking the truth or just want to see if the founder is savvy enough to answer this inquiry "correctly." But virtually every founder that I've interviewed has a good deal of king (or queen) in his (her) plans. Sure, founders may be seeking riches and financial rewards for their sacrifices and hard work. But ultimately, most founders found companies in order to run their own show (translate into rule their own kingdom).
And doesn't that make sense? Many of these founders were very successful corporate executives, earning good salaries, receiving nice perks, and enjoying the supporting casts of their established employ. Founding a startup involves leaving most of that behind, starting over from little, doing it mostly on your own, and usually getting paid very little for the effort. While founders may dream of some day hitting it rich, that may be a long way off. But the very day they start - they start as duke, albeit over what may be a very small duchy.
The transition to professional CEO usually occurs (is forced upon them) well before they begin to enjoy the promised riches. So the choice for the founder is more appropriately: "would you rather be king or would you rather bank on someone else to lead you to what might someday be the riches you originally envisioned." Not quite the same choice originally posed by the VC during the courting ritual.
So VC's will most often hear the answer that they desire. And founders who need the capital, will continue to answer expeditiously, no matter what their actual motivation.
03 October 2006
Why are founders surprised?
It happens all the time. Hard working capable and uniquely qualified founder of an outside funded company is abruptly told by his board that he is no longer needed as CEO. Founder is surprised!
Most entrepreneurs know that when they accept outside funding they are now subject to a whole new level of scrutiny. Certainly they know that after several rounds of fund raising, when their ownership gets diluted down below 50%, they likely don't have sufficient voting power to override their investors. They also are very much aware, and sometimes have been directly told, that as a founder/CEO they may sometime need to be replaced. And in fact, funding agreements for VC's often include the explicit right to replace the founder CEO.
So why in so many situations that we've seen, when a CEO is told she will be replaced, is this such a startling occurrence?
In my experiences and discussions with founder CEOs I've come across several understandable rationales for this type of behavior:
1) The immortality theory - I know this happens to most founders, but it won't happen to me.
Many founders have the view that they are different from the pack. While others may suffer as less capable, they are different. They will be able to grow, scale and lead the company forever. Didn't they already start a successful company? Weren't they divisional managers leading large teams in their prior lives? This confidence in themselves is what made them great founders to start with. Unfortunately, confidence can turn to hubris, leaving the founder less aware of the reality of the situation.
2) The I'm critical to the organization theory - they wouldn't know what to do if I wasn't running the company.
Certainly in the early stages of the venture the founder is most critical to the success of the organization. But in order to grow there needs to be a knowledge transfer to a increasing number of others within the organization. Technology changes occur; existing knowledge gets outdated; other smart people join the organization. The organization matures. Other functions like marketing and sales take over for technology as the critical constraint. Often times the singular focus of the founder can insulate him from the changes going on around him.
3) The timing is wrong theory - sure I know it will happen someday. But that someday isn't today.
According to research described by Noam Wasserman in his article "Founder-CEO Succession and the Paradox of Entrepreneurial Success," Organizational Science/Vol 14, No. 2, March-April 2003., the timing for replacing the founder can often coincide with the successful completion of a prototype or commercialization of their offering. The experience of successfully meeting a milestone stands in stark comparison to the idea that the founder would be replaced... at least NOW!
So surprise it does. And the consequence of surprise often is the awkward and uncomfortable process of transitioning to a new CEO at a time when the founder is just not prepared to have their heart in the process - all things that make a tricky transition all the more delicate.
Organizations and certainly boards of directors would be well served if they ensured that they maintain high bandwidth communication with the founder, beginning well in advance of a forced transition, in order to reduce or eradicate the surprise factor and its consequences.
Most entrepreneurs know that when they accept outside funding they are now subject to a whole new level of scrutiny. Certainly they know that after several rounds of fund raising, when their ownership gets diluted down below 50%, they likely don't have sufficient voting power to override their investors. They also are very much aware, and sometimes have been directly told, that as a founder/CEO they may sometime need to be replaced. And in fact, funding agreements for VC's often include the explicit right to replace the founder CEO.
So why in so many situations that we've seen, when a CEO is told she will be replaced, is this such a startling occurrence?
In my experiences and discussions with founder CEOs I've come across several understandable rationales for this type of behavior:
1) The immortality theory - I know this happens to most founders, but it won't happen to me.
Many founders have the view that they are different from the pack. While others may suffer as less capable, they are different. They will be able to grow, scale and lead the company forever. Didn't they already start a successful company? Weren't they divisional managers leading large teams in their prior lives? This confidence in themselves is what made them great founders to start with. Unfortunately, confidence can turn to hubris, leaving the founder less aware of the reality of the situation.
2) The I'm critical to the organization theory - they wouldn't know what to do if I wasn't running the company.
Certainly in the early stages of the venture the founder is most critical to the success of the organization. But in order to grow there needs to be a knowledge transfer to a increasing number of others within the organization. Technology changes occur; existing knowledge gets outdated; other smart people join the organization. The organization matures. Other functions like marketing and sales take over for technology as the critical constraint. Often times the singular focus of the founder can insulate him from the changes going on around him.
3) The timing is wrong theory - sure I know it will happen someday. But that someday isn't today.
According to research described by Noam Wasserman in his article "Founder-CEO Succession and the Paradox of Entrepreneurial Success," Organizational Science/Vol 14, No. 2, March-April 2003., the timing for replacing the founder can often coincide with the successful completion of a prototype or commercialization of their offering. The experience of successfully meeting a milestone stands in stark comparison to the idea that the founder would be replaced... at least NOW!
So surprise it does. And the consequence of surprise often is the awkward and uncomfortable process of transitioning to a new CEO at a time when the founder is just not prepared to have their heart in the process - all things that make a tricky transition all the more delicate.
Organizations and certainly boards of directors would be well served if they ensured that they maintain high bandwidth communication with the founder, beginning well in advance of a forced transition, in order to reduce or eradicate the surprise factor and its consequences.
13 September 2006
An Ounce of Preventive Medicine
Venture Capitalists are often the impetus for the charge of bringing on a new CEO. And almost as often, the founder/CEO is reluctant to accept the change. However, typically the founder is in no position to object. He really needs to close that round of capital! An expensive retained search ensues. The Founder studiously interviews multiple candidates. Board members, recruiter and Founder have regularly scheduled sessions to vet these candidates. Leading candidates attend second and third interviews with a selected few meeting the staff. The Founder is usually given the final veto which results in making an offer to the candidate that they feel will do the "least damage."
All too often, damage is what occurs. Several venture capitalists have somewhat jokingly stated that to save time and money they should do two searches at once - first for the transition CEO who will fail and then for his/her replacement. While I am not aware of any situation where two searches have taken place simultaneously, it is clear that making a bad hiring decision wastes not only tens of thousands of dollars of search fees and costs, the time and opportunity cost taken by the senior management team and the board to do the search, but also the months when the company founders (pun intended) while this transition CEO struggles with the duel charge of leading the company while establishing a comfort level with the Founder.
This disconnect can sew the seeds of months or years of below the surface conflict, lack of productivity, adding up to a very costly mistake. While a good process may have led to the decision to hire the "right" CEO, even the perfectly suited CEO may not succeed without sufficient advance spadework.
Experienced boards know that the process of hiring a successful transition CEO is based on much more than a good recruiting process alone. Many have found that a good fit depends even more on ensuring the Founder is clear on the roles and responsibilities of the CEO and the Founder - a task that is not as simple as it sounds.
So rather than making that expensive mistake, some preventive medicine may be in order. Here are some "commandments" that will ensure the success of your Founder Transition:
1) Before engaging in the search, get the Board, the Founder, and the senior management team together to talk about WHY a new CEO should be hired; what are the challenges that the company is or will be facing that the existing team is not alone capable of accomplishing? While board members are always busy, be sure there is at least one designated "friend" to the Founder that dedicates sufficient time and maintains a close connection to keep the Founder informed and interested in the process.
2) Discuss openly how the role of the Founder will change when the new CEO comes on board. How will other members of the management team be impacted? Be specific. Discuss roles and responsibilities that will shift from the Founder to the new CEO. Now is not the time to placate a Founder just to ensure they go along with the recruiting.
3) When engaging the recruiter, be sure he or she is aware of the special challenge that the new CEO will face in order to effectively replace the Founder. Recruiters can play an important role in ensuring a smooth process. Experienced recruiters are familiar with the potential problems in having the Founder either intentionally or not chase off potential candidates. If the recruiter is not sensitive to this issue - find another one.
4) Be sure the CEO and management team is using some type of structured interviewing process - Like Topgrading: How Leading Companies Win by Hiring, Coaching, and Keeping the Best People. (Often Founders and the management teams are not experienced in the appropriate techniques for identifying the right hire.)
5) Create a transition plan, ensuring that there is a specific plan for how the new CEO will be indoctrinated, what information needs to be transferred, who will be engaged in the process and a time line for reaching certain transition milestones. (I suggest you get the new CEO to read the book: You're in Charge--Now What?
before he/she arrives for their first day at the new company.)
6) Founder and Board in advance of the selected CEO coming on board, work out the tactical details of titles (a new one for the founder), office location, support staff, etc. in order to avoid the first awkward moments of the new CEO's tenure.
7) When the new CEO comes aboard, be sure that Board members are personally present when the new CEO is introduced to show the support that the Board has for the new CEO. Hold an all employee meeting to introduce the new CEO. Be sure the CEO and Founder have coordinated their "statements" so that the company gets the message that these two are working together.
8) Reinforce this process several times with joint Founder/CEO/Board discussions, measuring progress against the transition plan.
Everyone involved in the success of the transition (recruiter, Board, CEO, management team) should know in advance that not all Founder/CEO transitions work. The founder will no doubt go through the standard "grief" cycles of shock, disbelief and anger prior to either accepting or at least convincing the board he or she has accepted the inevitable shift in his or her role.
Even with sufficient preparation, not every hire is a good one, and not every Founder is capable of sticking around while a new CEO reconfigures his/her baby. So be honest, be clear, be attentive, and be sure that the board and the Founder have a high bandwidth communication channel throughout the process.
All too often, damage is what occurs. Several venture capitalists have somewhat jokingly stated that to save time and money they should do two searches at once - first for the transition CEO who will fail and then for his/her replacement. While I am not aware of any situation where two searches have taken place simultaneously, it is clear that making a bad hiring decision wastes not only tens of thousands of dollars of search fees and costs, the time and opportunity cost taken by the senior management team and the board to do the search, but also the months when the company founders (pun intended) while this transition CEO struggles with the duel charge of leading the company while establishing a comfort level with the Founder.
This disconnect can sew the seeds of months or years of below the surface conflict, lack of productivity, adding up to a very costly mistake. While a good process may have led to the decision to hire the "right" CEO, even the perfectly suited CEO may not succeed without sufficient advance spadework.
Experienced boards know that the process of hiring a successful transition CEO is based on much more than a good recruiting process alone. Many have found that a good fit depends even more on ensuring the Founder is clear on the roles and responsibilities of the CEO and the Founder - a task that is not as simple as it sounds.
So rather than making that expensive mistake, some preventive medicine may be in order. Here are some "commandments" that will ensure the success of your Founder Transition:
1) Before engaging in the search, get the Board, the Founder, and the senior management team together to talk about WHY a new CEO should be hired; what are the challenges that the company is or will be facing that the existing team is not alone capable of accomplishing? While board members are always busy, be sure there is at least one designated "friend" to the Founder that dedicates sufficient time and maintains a close connection to keep the Founder informed and interested in the process.
2) Discuss openly how the role of the Founder will change when the new CEO comes on board. How will other members of the management team be impacted? Be specific. Discuss roles and responsibilities that will shift from the Founder to the new CEO. Now is not the time to placate a Founder just to ensure they go along with the recruiting.
3) When engaging the recruiter, be sure he or she is aware of the special challenge that the new CEO will face in order to effectively replace the Founder. Recruiters can play an important role in ensuring a smooth process. Experienced recruiters are familiar with the potential problems in having the Founder either intentionally or not chase off potential candidates. If the recruiter is not sensitive to this issue - find another one.
4) Be sure the CEO and management team is using some type of structured interviewing process - Like Topgrading: How Leading Companies Win by Hiring, Coaching, and Keeping the Best People. (Often Founders and the management teams are not experienced in the appropriate techniques for identifying the right hire.)
5) Create a transition plan, ensuring that there is a specific plan for how the new CEO will be indoctrinated, what information needs to be transferred, who will be engaged in the process and a time line for reaching certain transition milestones. (I suggest you get the new CEO to read the book: You're in Charge--Now What?
before he/she arrives for their first day at the new company.)6) Founder and Board in advance of the selected CEO coming on board, work out the tactical details of titles (a new one for the founder), office location, support staff, etc. in order to avoid the first awkward moments of the new CEO's tenure.
7) When the new CEO comes aboard, be sure that Board members are personally present when the new CEO is introduced to show the support that the Board has for the new CEO. Hold an all employee meeting to introduce the new CEO. Be sure the CEO and Founder have coordinated their "statements" so that the company gets the message that these two are working together.
8) Reinforce this process several times with joint Founder/CEO/Board discussions, measuring progress against the transition plan.
Everyone involved in the success of the transition (recruiter, Board, CEO, management team) should know in advance that not all Founder/CEO transitions work. The founder will no doubt go through the standard "grief" cycles of shock, disbelief and anger prior to either accepting or at least convincing the board he or she has accepted the inevitable shift in his or her role.
Even with sufficient preparation, not every hire is a good one, and not every Founder is capable of sticking around while a new CEO reconfigures his/her baby. So be honest, be clear, be attentive, and be sure that the board and the Founder have a high bandwidth communication channel throughout the process.
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