As I wrote in Part I of this post, many of the most creative and disruptive startup businesses in recent years have involved the use of intellectual property in innovative, non-traditional ways that defy easy categorization and stretch the boundaries of concepts such as the fair use doctrine in copyright. When presented with a product or service in development, we often have to admit that there is no clear precedent and look for the best analogous situation to assess legal risk. Is Instapaper like collecting press clippings? (If so, do you have to buy a copy of each paper first?) Is pinning a photo or article on Pinterest more akin to showing someone an article in a magazine you’ve bought or actually making and handing them a copy? Does using a friend’s name or photo in a Facebook “Sponsored Story” (e.g., “David S. Rose likes Gust. Click thumbs up to Like it too”) more closely resemble a personal recommendation by that friend to buy the product, or plastering the friend’s photo on the product packaging in stores?
This was one of the primary subjects for discussion at Venture Forward 2012 (ventureforwardconference.com). The answer to that question at the pre-conference speaker’s dinner implied unanimous agreement (from a group consisting of many of the top angels, VCs, lawyers, and pundits in the industry), that “direct, equity-based, common stock crowd funding as envisioned by the JOBS Act” would absolutely, positively preclude future investment by any serious professional investor, either angel or VC. Read more
Dual-class voting structures are receiving a lot of attention these days along with intense publicity related to the Facebook IPO, following in the wake of other recent tech IPOs with a similar structure such as Zynga and LinkedIn. This is nothing new; long favored by family-controlled media empires such as Rupert Murdoch’s News Corporation, among Internet firms alone, Google took a dual-class approach when going public in 2004. Some commentators have suggested this is the wave of the future, signifying a shift in the balance of power from investors to founders of the relatively small, elite group of growth companies that make it to public markets. Yet I’m skeptical that a widespread shift will occur anytime soon, and for reasons discussed below, as much as I admire and advocate for talented entrepreneurs, I believe it would be a losing proposition for nearly all involved. Read more
What do investors look for in an entrepreneur? This month I’ve been reviewing submissions for my local angel group. I found this excellent list of 14 Ways to be a Great Startup CEO, posted at OnStartups by Jason Baptiste. And that reminded me of my own list, 10 Traits of Successful Entrepreneurs, which I posted a few years ago, before I joined the angel investing group. Both of those lists, against the background of what I’m doing this month, remind me that what makes a successful venture, or a successful entrepreneur, isn’t necessarily the same thing that makes a good investment opportunity for outside investors.
Hint: there’s a difference between a good business and a good investment. There are a lot more good businesses. A good business can make its entrepreneurs happy, while a good investment has to make the investors happy. Investors aren’t employees. They aren’t building themselves jobs. They need to get actual money back, sometime in the future, to get a return. Read more
Most all the talk about the JOBS bill is about crowdfunding, seeding, and the ability to advertise private placements. In my mind, other provisions are the really big news for young companies.
Those are the expansion of the size limits for “Reg A” offerings, and the newly created “regulatory on-ramp.” Together, these have re-opened a door to capital that’s been boarded over and forgotten: small company public offerings. In a back-to-the-future way, companies with a proven model and modest revenues will have a new, realistic option for growth capital– one that doesn’t require capitulating to onerous terms from large funds, or begging bankers who prefer to make money by simply rolling over government securities. Read more
Last week I penned an in-depth critique of the portion of the JOBS Act seeking to legalize crowdfunding in the United States. The bill, which may have more to do with political grandstanding in an election year than with actual job creation, was approved by a strong bipartisan majority in the House of Representatives. As I argued last week, the version of the JOBS Act approved by the House is a bold experiment in targeted radical deregulation of financial markets on the heels of one of the worst economic disasters in American history — itself attributable to deregulation with inadequate oversight — while the asthmatic U.S. economic recovery wheezes and stumbles through the smoldering wreckage of once mighty financial institutions. Read more
Now there’s a great title for a blog post. Writing about angel investment, on his Portland-based Silicon Forest entrepreneurship etc. blog, Rick Turozcy titled his post: I’m confused, scared, and more than a little ashamed. Don’t even try to tell me that doesn’t make you curious. Rick’s a smart guy, very well known in Portland (OR), and his blog matters. So here’s his problem:
WTF Angel Oregon? This is one of your concept companies? Blanket Booster? Again… WTF?
Yes, it turns out that the Portland angel group called Angel Oregon (actually OEN Angel Oregon, where the OEN stands for Oregon Entrepreneurs Network) just announced an investment in a startup making a bar that goes on a bed to hold the blankets up so they don’t weigh down the feet. What’s the problem? Read more