Regarding convertible notes: "“You’re putting in money now and getting a valuation later, whether the company is a failure or a success. If it’s a success, you get the valuation after it’s a success, but you really want the valuation of the company to be lower,” he says. “As an investor, that’s the wrong alignment with a start-up.”"
I didn't think sophisticated investors were doing convertible notes without valuation caps - something this article makes no mention of.
cdixon: "I believe that pretty much every other seed investor who advocates converts also assumes they have a cap. So any discussion of convertibles without caps seems to me a red herring." [1]
More importantly, angels behind a note want your valuation to be as low as possible (so they get the most value) - it's the misalignment that's most toxic.
I don't understand. My company recently raised using convertible notes with a cap right around where an appropriate valuation might have been. Now my investors are all interested in seeing the company valuation at the next funding round be a multiple on the cap. Where are the misaligned interests?
Additionally, it seems as though high caps are a separate argument from the "conv. with cap vs. priced round" argument. With either, the market decides what an appropriate valuation, cap, or terms (no cap) a company is able to raise at. Therefore, it is simply the mechanics of the market that lead to no cap notes and sky-high caps, not the fact that the deals are done with convertible notes.
Not trying to be argumentative; I'm really interested in learning why you've taken a strong stance on this.
Nothing in this article is wrong -- but raising that healthy Series A at the prototype stage requires a track record most of us don't have.
Any first-time entrepreneur who reads this and decides to forego today's very-entrepreneur-friendly angel environment to try and raise a Series A instead is doing themselves a disservice.
Yes, I think the "it's important to have a lead that'll help get the Series A done" advice got overshadowed by the "angel-backed companies don't raise enough cash" comment.
Having a strong lead in my own (priced) seed round proved very, very, very helpful later on - but I still wasn't able to raise much more than $500K on the first go-round.
I think I have been pretty lucky as an angel investor.
I think right now a lot of not-great stuff is getting funded, and it's very hard to figure out who is good with all the noise. I do think social signal is valuable and important, and that information is gone now.
I just think it's a MUCH better time to be an entrepreneur - there's a lot of easy angel money out there!
He brings-up a good point that most start-ups don't raise enough capital:
“If you raise [$500,000 to $700,000], you can pay the two founders decent salaries, you’re able to hire one or two other people, and that gets you maybe eight months, almost a year, except you have to start fundraising again three or four months beforehand."
I think a smart "founder" saves his Porsche buying until after the company is actually profitable.
A $50k salary for a founder is about the limit until the company is actually raking in some dough, unless the goal is to feel important and drive that sucker into the ground.
Me and my cofounder both pay ourselves $65k/year. We live very comfortably, afford most things we want, and while we do have to worry about money on occasion, it's a very comfortable salary. Another $15k/year or so would help alleviate that, but really isn't necessary.
A bigger problem is that talent is very expensive. A top-notch engineer just out of college costs about $120k/year when you factor in insurance and other expenses (this number will likely go up even more). A senior engineer can easily cost $150k - $180k/year. That's not counting recruiting costs, which are about a third of first year's salary (You can find recruiters that will work for 15-25% but they won't get you any good engineers). Between a team of five, and other expenses, a startup that raises $500k is incredibly underfunded. People say startups are getting cheaper, but the primary expense is talent, and talent is getting more expensive. So startups are getting more expensive too. A superb team of five (with two founders) costs about $700k/year, so IMO raising less than a million at the least is irresponsible.
50k is easily survivable in SV as long as you don't have a spouse and kids to support. I'm really having trouble understanding how you need more. Are you doing all your shopping at Whole Foods or something? Eating out 2 times a day? Where does all that money go?
This is the calling card of a very boring argument. $50k ($40k after taxes in California filing single) is $20k after the median single bedroom apartment rent in Santa Clara county, leaving you with $1600 headroom every month. This is comfortable if you have very, very few expenses.
It is obviously possible to cite a life plan that will navigate you through an arbitrarily low comp plan. Just sleep on a couch and eat rice and beans, you can make a go of it at $20,000/yr!
Founders are very highly compensated in equity, so asking that they take a lower salary is a reasonable argument, but may not be practically possible. (People with mortgages shouldn't start up? etc)
The main issue is that strong talent can get better prices elsewhere, so you either have to give them a huge chunk of equity, or reasonable salaries.
I think people here are talking about startups that 1) can be bootstrapped in a year 2) by two or three college kids 3) with little significant technology other than RoR and mySQL or whatever. I avoid investing in startups like this because honestly I don't think they have great chances of having exits.
It sounds like at early stages founder salaries are an issue. Does the number of founders and their salary needs have much of an impact on early valuations?
Say startup A has 3 founders willing to take $100k gross. They hire 2 $100k employees 100k expenses. Startup B is a single founder with a mortgage that needs $100k and hires 4 $100k employees and $100k expenses to get the same amount of work done.
Startup A has 1 year runway on 400k. Startup B has 1 year runway on $600k. Would this be reflected in valuation?
I'm not sure what your point is. I have a ~$300k/30 mortgage, and I'm not paying less than I would for a 1 bedroom apartment in San Jose.
Even if I could, though, so what? Again: you can live in SV on $19,500/yr. People do it. That doesn't make $19,500 a reasonable comp package.
In discussions like this, people tend to talk as if there are two alternative comp plans: either (a) the package where founders build their own futons out of cinderblocks and shipping pallets, or (c) market salary.
There is, believe it or not, (b): significantly lower than market --- which for a startup founder in SV is probably north of $120k/yr --- and significantly higher than subsistence. The (b) comp plan is the rate that would allow a startup founder to:
(1) Rent (or make mortgage payments on) the same home they had prior to starting the company
(2) Continue making car payments on the car they bought last year
(3) Maintain all previous insurance levels
(4) Maintain phone, cable, and Internet
(5) Cut meals out by 50-75% but keep the grocery list approximately the same
Every one of these items is negotiable, but so is having a private sleeping space. If you want all of them, though, you're paying substantially north of $50k/yr in SV. I'd think $75k is closer to the mark.
The median income in SV is $85k ($96k if you're tech). People judge the quality of their lifestyle based on their peers. It's hard to argue that you'd feel just find with $40k after tax.
I'm getting sucked into what I admit is a very boring discussion, I know. I just wanted to make the (a) (b) (c) point.
> I have a ~$300k/30 mortgage, and I'm not paying less than I would for a 1 bedroom apartment in San Jose.
That may be true, but we agree that you could pay less.
"reasonable comp package" is meaningless. There's market and there's desired, but we're talking about what a founder could live on in SV.
Many people can live on something just north of what a grad student lives on. Some can't.
The former have more options than the latter. Most people can arrange to not have car payments. Some can share expenses with a partner.
Some people may choose to maintain a $100k lifestyle instead of founding a company because the latter would require them to live on $3-40k. (I lived on less while I was unemployed.) Others won't.
My point is that it's doable and I don't think that it's a huge sacrifice. Other people will disagree. As a result, some of them won't be founders. That's okay as long as they understand the consequences of their choice and that it is a choice.
BTW - SJ's $86k/$96k median household income is for households. Most SJ households are dual earner and they're not renting two one bedroom apartments.
Andy, what I'm objecting to is the binary notion of living an absurdly pared down lifestyle versus starting a company. It's not a tradeoff. Apparently, it's not even currently a tradeoff if you want to take venture capital (taking VC improved my prior fulltime salary by about $40k the one time a company I founded raised it, but that was during silly season)... but I know it's not a tradeoff if you can sell.
I'm not crazy famous guy like Joshua. We bootstrapped 5 years ago. Sorry, dude, I never had to eat ramen. Or, look at Patrick. He's not living on ramen either. He flies back and forth from Nagoya to Chicago on a semiregular basis. He just launched a product. How many hours do you think he worked this week? I betcha it isn't 40. And this is his launch week.
I'm going to go way out on a limb: the $50k salary bit is just macho BS. Have at me, Andy, I can take it.
> Andy, what I'm objecting to is the binary notion of living an absurdly pared down lifestyle versus starting a company. It's not a tradeoff.
In some cases, that is the decision that folks have to make. In others, it isn't.
It depends on lots of things, including, but not limited to what the funders are willing to do and the founders' resources.
More power to the folks for whom this isn't an issue. I think that other folks shouldn't make the decision thinking that you can't live on less than $50k in SV. I'm not saying that anyone should make that decision, I'm just pointing out that it's an option for a lot of folks who might think otherwise.
You're right. It is a boring argument. Every time I get into it, I realize that most people don't even know what saving money is. Saving money != spending like an average person so I don't know why you would quote the median apartment price. Obviously, you would try to find a cheaper one.
Without getting into value judgements about financial planning: what you don't want your comp plan to force founders to do is move to a new apartment (unless subsistence wages is part of your strategy).
Don't see why this follows. Many job offers require relocation. And YC itself requires relocation (for 3 months) to the Valley, with the expectation of subsistence wages.
In other words, grandparent has a very important point. In the context of all the stresses associated with startup life, moving to a new apartment (or city), cutting costs, and living on ramen is not even on the top 10 list.
Now, for someone like joshu who has a track record, fine, they don't have to live frugally their second time out of the gate.
On the other hand, if you have an exit that size, why raise money at all? Why not self-fund the whole shebang? If you think VC $ "legitimizes" it, ok, maybe give a traditional investor a small piece...but not much more than that.
Bottom line is that people who are able and willing to live on ramen can turn $700k into years of runway -- and are enriched for the kinds of people who can build a profitable cost-conscious business.
Personally, I think you should self-fund the whole shebang.
Are you willing to live on ramen for years? Good on you. Really.
Bucket my take as "the perspective of a founder with a family to take care of", noting only that if you forego the externally-funded "aim the cannon at the moon and shoot yourself out of it" game plan, you can do better for yourself with a startup than ramen.
Hey tptacek, didn't mean any offense and hope none was taken.
> Are you willing to live on ramen for years? Good on you. Really.
Indeed I was (during grad school), and am, as are many/most YC alumni.
And I hesitate to mention this as it's such conventional wisdom -- but as for self-funding, absolutely one should bootstrap for as long as possible before accepting outside investment. To further belabor the obvious, pay yourself well when the company is profitable, or even better wait for exit. Here's Peter Thiel on the same topic:
The lower the CEO salary, the more likely it is to succeed. The CEO’s salary sets a cap for everyone else. If it is set at a high level, you end up burning a whole lot more money. It aligns his interest with the equity holders. But [beyond that], it goes to whether the mission of the company is to build something new or just collect paychecks.
In practice we have found that if you only ask one question, ask that.
The 37signals management team pays themselves in Wisconsin farmhouses and (note plural) supercars. They seem to be doing just fine. I'm wary about C.W. that suggests founders should suffer for suffering's sake. Then again, 37signals never really went out for VC, either. I don't know anything about Fog Creek internals, but Joel and his partner don't seem to be suffering too much either.
I think many teams find that by the time they've scaled headcount even to a minimal degree, the founder's take-home pay is no longer a major budget concern. At least, that's how I've seen it rationalized.
(Don't ever worry about offending me, but thanks for the concern.)
My girlfriend and I are surviving easily in NY on about 24,000 a month total, and the valley probably isn't too much more expensive. I also eat delivery fairly often and am not particularly careful with money.
The average studio apartment in Manhattan is $1900, leaving you with $500 at the end of each month to cover every conceivable expense. MTA to-from work alone ate $180 of that between the two of you.
Back then it was possible to rent cheap in NYC without having to worry about bedbugs. I don't think I'd be willing to rent in w-burg again without paying for an inspection on any place I was serious about.
You can just look at the bedbug registry. No landlord is going to let you run your own bedbug inspection. As gross as the bedbug situation is in Williamsburg, I still think there's a worse roach problem.
There's just as big of a bedbug problem in Manhattan (if not worse) and it's not confined to cheap buildings. My office building got infested and it was primo real estate.
Finally, Williamsburg is no longer cheap unless you luck out and find an apartment-by-owner rental where the owner is senile. In a weird warping of reality, you can get a better deal in the Upper East Side (if you go over towards 1st/York.)
Dude, I run the Bedbug Registry. Hence the level of fear. Roaches are trivial to get rid of in comparison to bedbugs.
I agree that the problem is citywide. My intended point was that there is now a big new transaction cost to renting in NYC (and soon to renting in most cities).
You cannot find a nice, inexpensive apartment in Astoria or Williamsburg for much less than $1900 anymore. Williamsburg is way overpriced now. Better luck in Astoria but honestly you have to go pretty deep into Queens or Brooklyn for any combination of "nice and inexpensive." It's not going to be a very hip neighborhood.
Up until this summer I had a two-bedroom apartment in Astoria for $1545. My friend has a one-bedroom in Williamsburg for ~$1300 (which he moved to about eight years ago).
Of course, eating out twice a day, whole foods, the finest wines every night, and of course the Porsche 911 for him, and the Cayenne for her so she can get the kids to soccer practice.
Seriously, how much do people spend on the kids? Also, we have this thing called the Internet now, you don't have to live in SV to start a tech company.
If your startup lives in NYC, you can avoid poverty quite easily on $50k/year. NJ is about 20-30 min away. Rent is lower, food is cheaper, and you don't need to pay 2-3% of your income to MTA ticket booth agents taking home more money than you do [1].
Where you live is a choice, and living in Manhattan is choosing luxury.
But isn't it true that most start-ups can't raise more than $1 million without a proven track record or traction?
Doesn't the angel round buy the company time to get either a higher fidelity prototype or actually launch the business and get some traction before going for the bigger Series A?
The context is more generally that a lot of companies are doing the 500-750 now and will all be raising again at the same time mid next-year. Which means many of them are going to fail to raise simply because of the timing.
I mean more the fact that other startups will be raising at the same time, and you will be competing for attention and money.
Consider: Does an angel want take some dollars and a) invest in a new hot startup that he just got introduced to or b) double down in a startup that hasn't seen traction yet and is going back for another year's worth of runway?
Using story-based reasoning, the investor is able to convince himself that A is a much better opportunity.
If you have raised 500k, and have been working for a year and have not shown any traction, you are going to get punished if you try for a series A. You'll do better going back to your angels -- but the current crop of angels may react differently than you expect/hope. That's my overall point.
Yeah, I hear that. It was/is awesome for us to have you as an investor. Good luck with your new venture. It sounds interesting. You should stop by the office some time. Get a hold of Tommy or me and swing by.
I didn't think sophisticated investors were doing convertible notes without valuation caps - something this article makes no mention of.
cdixon: "I believe that pretty much every other seed investor who advocates converts also assumes they have a cap. So any discussion of convertibles without caps seems to me a red herring." [1]
Clarification please? (Josh?)
[1] http://cdixon.org/2010/08/31/converts-versus-equity-deals/
EDIT: Congrats on the recent funding and founding!