Thursday, May 17, 2007

Musings from a Startup

Less than a few months ago, I expired from a startup and wanted to document some of my experience and remind myself to get more comfortable with these issues before taking on a startup role again. While I have no regrets, others may choose to be more selective based on the responses to these points:

What is the track record of the management team successfully launching a company? While academic qualifications, prior work record and general banter given to you by the executive management team may sound impressive, remember to gauge whether this is a on-the-job training for the CEO or based on previous successful outcomes. It is best for new employees to have a good feeling about the CEO/CFO positions and their combined ability to take this startup to the next level. What are their funding requirements? Have they raised money before? Who is in their capital formation network?

If you are receiving employee options, what is the number of fully-diluted outstanding shares? Options should be granted or committed to on joining the startup. Typically, option grants are a key component of compensation in a start-up and are often promoted as such. But the details surrounding stock options are often complex and confusing for non financially-oriented individuals. It is best for employees to understand as much as possible about their option grants, but the first place to start is to ask how many outstanding shares there are. From that point, one can calculate the percentage of the company an employee will own and a better gauge of the magnitude of this compensation component. It surprises me how many startup employees I know who are excited to have received a grant of x number of options, but never bothered to ask what relative percentage of the company that translates into.

Has there ever been a down round, a flat round, or a CEO change? Any of these three events are an indicator that the startup has faced some difficulties in the past and may not be on track moving forward. If one of them has occurred, prospective employees should seek out as much information as they can the context of the situation. After all, there are exceptions to blind the assumption that these are a black mark (e.g. a founding CEO stepping aside to make room for professional management could be an indicator of successful growth). However, if any of these issues have arisen, it is a signal to dig deeper into the health of the business.

What is the burn rate and how much cash is in the bank now? Even if a start-up is successfully executing, it could still face a cash crunch if it is not yet profitable. Employees should ask to find out how much longer the company will ride without the infusion of another round capital. While the actual answer to this question won’t necessarily provide a definitive answer about the ability for the company to access both cash and capital, it will open up a discussion about it.

What is the plan for exit strategy and its timeframe? The answer to this question is a soft one with many factors, and can always change depending on circumstances. However, it is best to find out management’s view of a possible exit strategy. Is the company pieced together for a quick flip, building for multi-year significant value creation, or plan on holding for the long term as an eventual cash cow (for founder/investors)? These expectations will affect not only how long employees may be working for the company as it exists today, but more importantly, the resulting surrounding corporate culture.

Could you meet the CEO, the founder(s), and those on the management team? Start-ups are all about the people involved. And there are a small number of people who are largely going to affect the organization. Even if an entry-level employee is going to work in engineering, I think it makes sense for him/her to meet the VP Sales; likewise, a marketing manager should meet the CTO. Yet it might not happen unless the prospective employee requests it. The handful at the top are going to have a profound affect on the future of the company as a whole and the position (regardless of function), and therefore it is best to meet as many people possible in the company possible before joining.

Are there plans in the next six months to hire anyone along the chain-in-command between your position and the CEO? Start-ups often have key vacant positions open as the companies expand and grow quickly. I recommend explicitly asking if there is an anticipated change in the reporting structure in the foreseeable future, as any modifications or additions (even those a few rungs up in the ladder) could significantly affect employees’ roles and responsibilities.

How many employees did/does/will the company have six month ago, now, six months from now, a year from now? Employee count is a strong (but not a perfect) proxy for management’s and investors’ outlook on the business. Start-ups hire ahead of growth (or at least predicted growth), which translate into a viable company, a healthy work environment, and future internal opportunities. Financial figures and projections are helpful indicators, certainly, but are often a distortion of the full picture (especially early on in a company’s cycle). The growth in employee count (or lack of) directly signals how much work needs to be done and how rosy the expectations are.

Saturday, January 13, 2007

Tagged Data Adoption

Technology adoption does follow a predictable curve, and the leap across the chasm from early adopters to mass adoption is also quite predictable. Tagged data still has an issue with demonstrating an immediate benefit, consequently inspite of huge marketing dollars spent on education and training by some of the leading vendors, adoption still waits for a carrot or a stick. It appears now that at least for public company filings in XBRL, the stick will drive the next surge. Without clear and strict and relevant guidelines by the SEC on compliance and QA, it is quite likely that we will continue to see tagged data that may be of less value than the current data sources unless vendors step up their QA efforts.


It should be noted, however that some companies like Microsoft, and some providers like Business Wire have successfully generated correct, flawless tagged data so either self correction is required by the other vendors or better compliance penalties by the SEC in allowing the miscreants to get away with shoddy work. In the end, the message to new adopters is to look very carefully at past performance of XBRL providers and do their due diligence before entering this brave new world.


Since Bowne & Co. and RR Donnelly each filed their first XBRL-related documents with the EDGAR system on April 4, 2005, (up to November 27, 2006), there were a total ninety-three VFP filings representing thirty-one companies.


A study published last month showed that of the ninety-three XBRL filings, fifty-two or almost 56% were not compliant with the latest XBRL specifications and that these incorrect filings had calculation errors. The highest number of errors found in one single filing reached 68.


R. Corey Booth, the CIO of the SEC, has said, ". the preparation of XBRL statements is still perceived to be difficult. The preparer him-or-herself needs to be comfortable with both the technological aspects and the accounting aspects of the standard. And that this kind of subject matter expertise isn't as easy to find as we would like."


The study went on to say that Edgar Online, one of the front runners in XBRL filing, has filed all six of its VFP filings inconsistently under the study assessment, and, that the number of errors is increasing as time goes on.


Here are highlights of the study findings:


EDGAR Online:

  • 2005/04/25: inconsistent, 12 calculation errors.
  • 2005/09/26 (for first quarter): inconsistent, 15 calculation errors.
  • 2005/09/26 (for first half): inconsistent, 22 calculation errors.
  • 2006/04/20: inconsistent, 32 calculation errors.
  • 2006/08/16: inconsistent, 32 calculation errors.
  • 2006/11/16: inconsistent, 36 calculation errors.
Interesting to note how the errors are actually increasing with time.

Three companies have filings with numbers of errors more than 50:


Xerox:

  • 2006/04/11: inconsistent, 57 calculation errors.
  • 2006/09/08: inconsistent, 66 calculation errors.
  • 2006/11/09: inconsistent, 65 calculation errors.

RR Donnelley:

  • 2006/04/25: inconsistent, 68 calculation errors.
  • Second filing had the highest number of errors in all VFP filings

Radyne:

  • 2006/08/28: inconsistent, 52 calculation errors
  • 2006/11/08: inconsistent, 56 calculation errors.