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November 01, 2008

New VC-InsideOut Podcast: Best Practices for Building High-Performance Boards During Challenging Times

Logo2 We have some engaging and topical new content on our VC-InsideOut podcast program-- Episode 7 in our Governance Series, "Best Practices for the High-Performance Board".  This is a first for VC InsideOut as we recorded a live, 92 minute program at the Pillsbury Winthrop law firm this past Thursday morning.


Allison_Tilley Danial_FaizullabhoyChris_RustPascal-65
Allison Leopold Tilley, Danial Faizullabhoy, Chris Rust, Pascal Levensohn 

The panel consisted of Chris Rust, General Partner of US Venture Partners, who sits on the board of Akros Silicon with me, Danial Faizullabhoy, CEO of Broadlogic, which is one of the Levensohn Venture Partners portfolio companies, and Allison Leopold Tilley, who has worked as outside counsel to an LVP company as far back as 1997.  We had an engaging and candid conversation, which included fielding questions from audience members including Laurie Yoler, Managing Director of GrowthPoint Technology Partners.  The perspectives from our panelists were all the more rich because Chris is a former CEO who is now a venture capitalist, and Danial is a former venture capitalist who is now a CEO.     

Some of the highlights, from my perspective, were our discussion of common board conflicts given the very different perspectives of venture capitalists from CEO's-- specifically, VC's cite "Personality Conflicts" as the most common conflicts on venture boards, whereas CEO's point to "Valuations" and don't even recognize Personality Conflicts as a category.

We reviewed director legal responsibilities and fiduciary duties and noted some common board misalignments:

SOME COMMON EXAMPLES OF BOARD MISALIGNMENT

Economic
In VC backed companies, different preferences can make for strange alliances

Fiduciary
Violations of fiduciary duty


Strategic
How do you spell independent?


Ego
Too often emotion clouds decision making

    
We closed the session commenting on current events and best practices to achieve board alignment during the current crisis, especially given the high probability of fragmented co-investor syndicates in venture companies and the real-time significant revisions of operating plans for 2009 that many companies are experiencing:

BEST BOARD PRACTICES DURING THE ECONOMIC CRISIS
Process, process, process…
Ask, and answer, the hard questions early
Be realistic about your operating forecasts and be prepared to revise them – up or down
Put yourself in the other directors’ shoes
Be open to working with outside consultants to address team and other management issues
Be creative when considering solutions
The sky is not falling– don’t panic yourself into a self-fulfilling downward spiral!

October 28, 2008

Why I am Voting for Barack Obama for President of the United States

Images I have been a registered Independent voter since 1994.  Like many Americans, I've given more thought to this election than to any previous political contest. Many of us share a deep sense of unease as we witness a degree of instability and see a snowballing lack of confidence in  our country's economic and political institutions that was considered impossible in America. I feel strongly that my vote in 2008 may well be the most important exercise of this civic duty in my life. 

In supporting Barack Obama, like General Colin Powell, I also believe that Senator Obama is a "transformational figure".  I trust Barack Obama's judgment and believe in his ability to successfully lead this country through the dark period that engulfs our national psyche.  I also believe he is sincere in his desire to "do the right thing" for America.  His specific position on eliminating capital gains taxes for start-ups supports long-term investing through innovation and venture capital.  This approach recognizes that there are no quick fixes to our economic problems and that America needs to resume a path toward sustainable long-term economic growth through new job creation.  

In my view, the Washington Post's endorsement of Barack Obama for President on October 17 most closely reflects my own personal opinions.  Below, I have quoted some excerpts from the Post's editorial which capture the essence of my strong support for Barack Obama:

"Mr. Obama is a man of supple intelligence, with a nuanced grasp of complex issues and evident skill at conciliation and consensus-building. At home, we believe, he would respond to the economic crisis with a healthy respect for markets tempered by justified dismay over rising inequality and an understanding of the need for focused regulation. Abroad, the best evidence suggests that he would seek to maintain U.S. leadership and engagement, continue the fight against terrorists, and wage vigorous diplomacy on behalf of U.S. values and interests. Mr. Obama has the potential to become a great president. . . .

A McCain presidency would not equal four more years [of the Bush administration], but outside of his inner circle, Mr. McCain would draw on many of the same policymakers who have brought us to our current state. We believe they have richly earned, and might even benefit from, some years in the political wilderness. . . .

There are two sets of issues that matter most in judging these candidacies. The first has to do with restoring and promoting prosperity and sharing its fruits more evenly in a globalizing era that has suppressed wages and heightened inequality. Here the choice is not a close call. Mr. McCain has little interest in economics and no apparent feel for the topic. His principal proposal, doubling down on the Bush tax cuts, would exacerbate the fiscal wreckage and the inequality simultaneously. Mr. Obama's economic plan contains its share of unaffordable promises, but it pushes more in the direction of fairness and fiscal health. Both men have pledged to tackle climate change. . . .

Mr. Obama also understands that the most important single counter to inequality, and the best way to maintain American competitiveness, is improved education, another subject of only modest interest to Mr. McCain. . . .

A better health-care system also is crucial to bolstering U.S. competitiveness and relieving worker insecurity. Mr. McCain is right to advocate an end to the tax favoritism showed to employer plans. This system works against lower-income people, and Mr. Obama has disparaged the McCain proposal in deceptive ways. But Mr. McCain's health plan doesn't do enough to protect those who cannot afford health insurance. Mr. Obama hopes to steer the country toward universal coverage by charting a course between government mandates and individual choice, though we question whether his plan is affordable or does enough to contain costs. . . .

It is almost impossible to predict what policies will be called for by January, but certainly the country will want in its president a combination of nimbleness and steadfastness -- precisely the qualities Mr. Obama has displayed during the past few weeks. When he might have been scoring political points against the incumbent, he instead responsibly urged fellow Democrats in Congress to back Mr. Bush's financial rescue plan. He has surrounded himself with top-notch, experienced, centrist economic advisers -- perhaps the best warranty that, unlike some past presidents of modest experience, Mr. Obama will not ride into town determined to reinvent every policy wheel. Some have disparaged Mr. Obama as too cool, but his unflappability over the past few weeks -- indeed, over two years of campaigning -- strikes us as exactly what Americans might want in their president at a time of great uncertainty. . . .

...Mr. Obama, as anyone who reads his books can tell, also has a sophisticated understanding of the world and America's place in it. . . .We hope he would navigate between the amoral realism of some in his party and the counterproductive cocksureness of the current administration, especially in its first term. On most policies, such as the need to go after al-Qaeda, check Iran's nuclear ambitions and fight HIV/AIDS abroad, he differs little from Mr. Bush or Mr. McCain. But he promises defter diplomacy and greater commitment to allies. His team overstates the likelihood that either of those can produce dramatically better results, but both are certainly worth trying. . . .

Thanks to the surge that Mr. Obama opposed, it may be feasible to withdraw many troops during his first two years in office. But if it isn't -- and U.S. generals have warned that the hard-won gains of the past 18 months could be lost by a precipitous withdrawal -- we can only hope and assume that Mr. Obama would recognize the strategic importance of success in Iraq and adjust his plans. . . .

We also can only hope that the alarming anti-trade rhetoric we have heard from Mr. Obama during the campaign would give way to the understanding of the benefits of trade reflected in his writings. A silver lining of the financial crisis may be the flexibility it gives Mr. Obama to override some of the interest groups and members of Congress in his own party who oppose open trade, as well as to pursue the entitlement reform that he surely understands is needed. . . .

… the stress of a campaign can reveal some essential truths, and the picture of Mr. McCain that emerged this year is far from reassuring. To pass his party's tax-cut litmus test, he jettisoned his commitment to balanced budgets. He hasn't come up with a coherent agenda, and at times he has seemed rash and impulsive. And we find no way to square his professed passion for America's national security with his choice of a running mate who, no matter what her other strengths, is not prepared to be commander in chief. . . .

… Mr. Obama's temperament is unlike anything we've seen on the national stage in many years. He is deliberate but not indecisive; eloquent but a master of substance and detail; preternaturally confident but eager to hear opposing points of view. He has inspired millions of voters of diverse ages and races, no small thing in our often divided and cynical country. We think he is the right man for a perilous moment."

October 21, 2008

Corporate Culture-- An Asset That Matters

I just found an interesting blog, Customer Experience Matters, written by Bruce Temkin of Forrester Research.  Temkin focuses in his business practice on customer experience, and his blog covers topics including management best practices.  He recently identified Six New Management Imperatives, and he just posted a great piece on the importance of creating a strong and positive corporate culture.  Having witnessed the destructive impact that dysfunctional corporate cultures can have on emerging venture-backed companies, not to mention the cost in time and dollars of rebuilding a broken corporate culture, the positive lessons to be learned from treating your corporate culture as an asset are very significant.   

October 19, 2008

Useful Non-Partisan Reporting on the Election-- realclearpolitics.com

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Are we sufficiently riven and polarized yet?  


I've found this site to be very useful-- particularly the most recent national and regional poll data on contests for different offices across the country. CLICK HERE TO ACCESS

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October 18, 2008

Putting Additional Context Around Sequoia's Message

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How many venture-backed CEO's have reported that they have received multiple copies of the Sequoia PowerPoint, first from all of their VC directors, then their VC friends, and finally from random people who know they are working in a venture-backed company? Well, the 'don't-tell-anyone-it's-confidential-but here you-go' guerilla dissemination tactics have worked very well for the PR people at Sequoia.  But is the 'be afraid' message that most people are highlighting the right message to focus on, or is it that we need to stay ahead of the massive shifts in the macro economy and watch our costs? 

Alan Patricof of Greycroft Partners recently wrote a letter to investors, in part commenting on the need to avoid overreacting to the Sequoia call to alarm.  In my view his comments reflect a balanced recognition of both the risks and the opportunities facing VC and entrepreneurs in the new investing reality.  I excerpt a portion of his letter below:

This is surely a time for companies to pay meticulous attention to detail, particularly their cost structure. It is a time to be realistic in their near term assumptions for revenue growth and take nothing for granted.  Raising additional capital to support operations is of course critical, as it is at any time, but this is particularly a time for young companies to be extra cautious in developing pragmatic assumptions of their needs and in focusing on the amount and not necessarily the cost of that capital.  
 
This is not a time to panic, cut off all investment in the future, and burrow into a dark hole. ...  It is our strong belief that we can and will continue to make sound investments in excellent opportunities. It is as good a time as ever to start a company with sound fundamentals.  
 
So my point is to heed the caution of the Sequoia comments but to use them only as a strong message to reexamine all cost elements and growth plans and use this opportunity to assure that you are a survivor.  Find a way to use this moment to gain your greater share of the market by providing a solution that is needed by others to improve their prospects in the difficult environment ahead.  Tighten your belt and live within your means.  Although the timing makes this message seem more prescient, it is a philosophy that works for successful companies at all times and at all stages; it is simply put, good business.  This is not a time for heroes!

Alan Patricof 

In a recent letter to our investors, my partners and I communicated a similar message, a portion of that letter is excerpted below:

While the general outlook is bleak in the capital markets today, we must remember that capital markets are dynamic—they change constantly.  The process of value destruction that we are experiencing now will give way to a  new cycle of value and wealth creation.  New capital formation and the support of entrepreneurs is the lifeblood of the global economic system.  Venture capital is the purest model of unleveraged growth investing that exists.  We believe that the United States will join other countries in making the support of entrepreneurs a national priority and recognize that institutional venture capital is the most effective way to help America grow out of the mess that we are in.  Our job is to continue to show leadership in the venture capital industry by making profitable long term investments for our partners. 


Pascal Levensohn, Kip Sheeline, Jeff Karras, and Steve Reale 




October 12, 2008

Going Solar Update-- My Panels Are In!

DSC_0033 The Levensohn Go Solar project continues! According to our installation project manager from Solar City, Jeremy, PG&E will take another three to four weeks to turn the system on, but the panels are functional. I will be posting "BEFORE" and "AFTER" comparable electric bills once we are live. Solar City also has an information monitoring function that I look forward to understanding and blogging about once the system is fully operational.

October 11, 2008

It's Time for America to Get Back Into the Storage Business

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I used to be in the moving business. Eighteen years ago, after working for seven years in the risk arbitrage business, one of the many 'moving' businesses of Wall Street, I left New York to come to San Francisco in order to get into the 'storage' business. America's strong economic foundations are rooted in multi-year business building and long-term risk taking. We are now bearing witness to the sour fruits of moving securities around like meaningless scraps of paper for short-term profit and the securitization of risk into a daisy chain of the unknown and the unmanageable.

Over the past 20 years, the average holding period for stocks has declined from 2+years to just 3 months as of earlier this year. A root cause of the relentless volatility in the equity, commodity, and debt indexes is the steady erosion of long term thinking in investing, not only in this country, but all over the world. How many public company CEOs have lamented the wholly inconsistent demands of managing quarterly earnings expectations for fickle institutional investors while maintaining a consistent long term operating strategy to maximize shareholder value?

It's time for a global re-boot of the investor mindset so that people can start investing responsibly-- there are many reasons why Warren Buffett is such a successful investor, and long-term thinking is one of them.

I can thank Brett Haire, my boss at First Boston during the 1980's, for inspiring me to leave Wall Street and risk arbitrage behind. I remember once asking Brett for permission to accumulate a long-term, unhedged position in the spin-out of a company that we were researching for investment. Brett looked at me, incredulous, and said, "Pascal, we're in the moving business here, not in the storage business." At that moment I realized that I did not want to be in the moving business and initiated the career path that led me to become a venture capitalist.

America needs to get back in the storage business at many levels and actively promote the entrepreneurial spirit that built this country one brick at a time at the same time that we re-build our securities markets. Let's learn from our mistakes.

Risk

October 10, 2008

Sequoia Announces the New VC Reality






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Matt Marshall of VentureBeat posted the Sequoia CEO presentation that is buzzing around VC circles and generating plenty of commentary. Putting aside the colorful graphics and the pointed 'cutting the fat' imagery, the presentation is excellent and right on the money. The new reality for entrepreneurs and venture capitalists alike is that we need to focus on building private companies that are cash flow positive while they remain private. The old 'build it and they will come", "technology first" approaches simply won't work in a liquidity constrained capital markets environment that is in major systemic flux. This does not, however, categorically spell 'Bad News' for the VC industry.


The first positive step is for VC's and entrepreneurs to recognize that Silicon Valley is not insulated from the capital markets-- the lag time between traded markets "Cause" and their "Effect" on the less liquid VC markets gives us the chance to make necessary changes to our business models before our portfolio companies go out of business.  At Levensohn Venture Partners we are proactively addressing the challenges as well as seeking out the opportunities created by the leveling of the old Wall Street while we wait for the New Wall Street to emerge (and it will).

Venture capital is all about capital formation, creating new jobs, and embracing innovation-- and these are essential elements of the capitalist engine that America must support to restore a new and lasting equilibrium to our economy. It is incumbent on the venture capital community to build companies which embrace fiscal discipline and can achieve positive cash flow organically. I also expect that we will see many more private to private mergers between existing VC-backed companies in growing technology markets in order to achieve scale and profitability.

ADDENDUM:

One of my Silicon Valley CEO friends made the following observation after reading this post:

Yes this is the time to be careful in how companies
spend - but it is also a time that good companies will be killed by
this type of scare tactic.  Many start-ups will see their revenue
impacted significantly by the economic downturn, but if the
fundamentals of the technology and business model are sound - this is
the time they need venture backers that will get them through the
downturn with some support and nurturing.  Arbitrarily deciding the
everyone has to get to profitability will create it's own death spiral
in many companies as they cut too deep to survive.  The venture firms
have the money to provide the cushion to get through bad times - they
shouldn't do it for everyone, now is a good time to weed out
investments that are mediocre - but it is also the time to support
those that have the potential to go on to do something great.
 

I agree completely with this observation-- let's not forget that great companies are started during hard times and that we cannot abandon innovation and research in the name of cash flow.  To be clear, at Levensohn Venture Partners we will continue to make early stage investments as we do our part to help build the next generation of great companies.

October 02, 2008

What Would Teddy Roosevelt Say Now?

"The things that will destroy America are prosperity at any price, peace at any price, safety first instead of duty first, and love of soft living and the get-rich-quick way of life."

Theodore Roosevelt, 1917

Would he say, "I told you so...?"


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September 29, 2008

The SEC's Colossal Failure of Oversight-- Isn't This a Violation of the Business Judgment Rule?

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The damning New York Times headline, "SEC CONCEDES OVERSIGHT FLAWS FUELED COLLAPSE," from a September 26th article by Stephen Labaton, will hopefully end up as more than a footnote in the long list of misdeeds by the 'stewards' of the American economy that have brought American capitalism to the precipice of systemic financial collapse. According to the article, a report by the inspector general of the SEC asserts that "voluntary regulation does not work" and that the SEC's oversight program for the investment banks "was fundamentally flawed from the beginning."

The article goes on to state:

The report found that the S.E.C. division that oversees trading and markets had failed to update the rules of the program and was “not fulfilling its obligations.” It said that nearly one-third of the firms under supervision had failed to file the required documents. And it found that the division had not adequately reviewed many of the filings made by other firms. The division’s “failure to carry out the purpose and goals of the broker-dealer risk assessment program hinders the commission’s ability to foresee or respond to weaknesses in the financial markets,” the report said.

We should not gloss over the importance and the far reaching nature of this indictment of the SEC by the SEC's inspector general. The most fundamental fiduciary duty in business is the Duty of Oversight. Oversight is a theme which binds together the more commonly referred to fiduciary Duties of Care, Loyalty, Confidentiality, and Disclosure. Violators of the fiduciary duties listed above often seek refuge in the Business Judgment Rule and try to to hide behind 'squishy' judgment call concepts like "good faith" and "honest belief". But the Business Judgment Rule stands on oversight, and the SEC clearly failed in its duty of oversight of the investment banks. In my view, in addition to the bankers, the regulators themselves should also be held responsible for this crime against America.

Below is a definition of the rule, taken from the white paper, "A Simple Guide to the Basic Responsibilities of VC-Backed Company Directors", written by the Working Group on Director Accountability and Board Effectiveness:

Business Judgment Rule
Creates a presumption that in making a business decision, the directors of a company acted on an informed
basis, in good faith and in the honest belief that the action taken was in the best interests of the company.
The business judgment rule helps protect a director from personal liability for allegedly bad business
decisions by essentially shifting the burden of proof to a plaintiff alleging that the director did not satisfy
its fiduciary duties. This presumption and the protections afforded by the business judgment rule are lost if the directors involved in the decision are not disinterested, do not make appropriate inquiry prior to
making their decisions, or fail to establish adequate oversight mechanisims.

All corporate directors and persons in positions of accountable oversight responsibility need to commit these rules to memory-- and, more importantly, to act on them in the daily course of business.

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