- beta vs. vhs - rich with guruza - unfort most hackers do that
starting a web startup is like setting up a store in the desert
nobody will go unless they know it’s there and you give them a reason to.
worth the effort for THE USER (not you)
37signals - signal vs noise - ruby on rails
MyBinaries - reviewed on most important review site
Ajaxwhois - techcrunch when it still mattered
Defensio - techcrunch - digg (don’t go too soon) - viral: bloggers
- i was like that too - don’t bother trying to come up with the perfect idea - all ideas suck. YT, FB, Twitter - the initial direction is never the final direction - Listen to what people are asking for - Mailagio -> Defensio - Paypal (Max Levchin)
- shy - poor communication skills
- tech/web biz rarely succeed because of technology - microsoft :D Windows vs OS/2 vs Unix - facebook - basecamp - ebay - youtube
Exceptions: google, yahoo. BUT, without good business people, they’d all be dead.
- Hackers code, they hate selling. - instead, they add new features - and give up - that’s the worst trap you call fall in
- it’s a long journey, at 2-3 times as long as you think - defensio: 3 week
- everything happens very fast once you launch (or announce launch) - agile ehgile - when you’re small, speed is your best weapon
- instead, switch gears. - find new opportunities - explore new things
both startups have been through very rough times - i almost quit in both. - say why i didnt quit with defensio
remote contractors isolated emotionally draining, you need social interaction much more productive enjoy your life more
- how do i know who’s good? - how do i know if i’ll get along?
- get involved in your local startup/hacker community - MoR - BarCamp, entrepreneur breakfast
- next startup, i have too many potential co founders now
Ideally, 2-3 people - share a vision - able to debate - argue - great ideas and solutions to problems
- strapped on resources - if end goal is profitability - if end goal is acquisition
- all the features in the world = worthless if people don’t know - full time job - find partners/customers - get on potential acquirers radars
-PR 2.0 - blog - announcements - digg - techcrunch and friends
- please early adopters - they’ll spread the word for you - defensio api - bloggers - give great support
- $ is survival - most startups fail because they run out of $ - ex: dev server, 270$ office, ikea tables - stay small, helps focus too
- Good things: - web design - flying to valley to meet people - hiring a few great people to get stuff done
- time projections are wrong - revenue projection are wrong - need money or a way to make real money (ie: consulting) within 2 years, you’ll - have time change strategy - know business worth pursuing - know interest from potential acquirers
that’s a whole other talk and i’m not an expert
- Not everything needs to be free - Freemium model seems to work - Ryan Singer (37s) - Chris Wanstrath (gh)
Youtube will lose 500M this year
People naturally ignore ads.
Fits the user’s normal behavior. Search for domain, then buy.
decent 5 figures
- doesn’t mean i’m against VC - some businesses require it - but many don’t - don’t raise money if you can do it without if it’s your 1st startup, you should definitely bootstrap
VCs want 100M, billion dollar company
VCs want 100M, billion dollar company
VCs want 100M, billion dollar company
VCs want 100M, billion dollar company
semi-successful tech company rarely sell for less than high 6 - low 7 figs
Take advantage of this
What if somebody offers 3M for the company?
I make 1.5M? NO!
SCREWED
What if somebody offers 3M for the company?
I make 1.5M? NO!
SCREWED
What if somebody offers 3M for the company?
I make 1.5M? NO!
SCREWED
What if somebody offers 3M for the company?
I make 1.5M? NO!
SCREWED
- everybody knows the delaware laws
- Merging: explain assets vs stock
- everybody knows the delaware laws
- Merging: explain assets vs stock
- everybody knows the delaware laws
- Merging: explain assets vs stock
- everybody knows the delaware laws
- Merging: explain assets vs stock
- everybody knows the delaware laws
- Merging: explain assets vs stock
- everybody knows the delaware laws
- Merging: explain assets vs stock
- invoice the other company as if it was a 3rd party - fair market rate - demonstrate NO Canadian activity in DE (taxes)
- 750k: taxes = 180k @ 48% tax rate
- invoice the other company as if it was a 3rd party - fair market rate - demonstrate NO Canadian activity in DE (taxes)
- 750k: taxes = 180k @ 48% tax rate
- invoice the other company as if it was a 3rd party - fair market rate - demonstrate NO Canadian activity in DE (taxes)
- 750k: taxes = 180k @ 48% tax rate
- invoice the other company as if it was a 3rd party - fair market rate - demonstrate NO Canadian activity in DE (taxes)
How I founded, bootstrapped, grew and sold my web startup(s) - MeshU 2009Presentation Transcript
Lessons Learned
How I founded, bootstrapped, grew
and sold my web startup(s)
hashtag: #meshuCM
Carl Mercier (@cmercier)
cmercier@websense.com
O U T S M A R T I N G E V I L S PA M
Who am I?
O U T S M A R T I N G E V I L S PA M
Who am I?
Founder and “ex-CEO” of Defensio.com
• Anti-spam for social web applications
• acquired by Websense (NASDAQ: WBSN) in January ’09
O U T S M A R T I N G E V I L S PA M
Who am I?
Founder and “ex-CEO” of Defensio.com
• Anti-spam for social web applications
• acquired by Websense (NASDAQ: WBSN) in January ’09
Serial entrepreneur
• 5th startup/project
O U T S M A R T I N G E V I L S PA M
Before Defensio
O U T S M A R T I N G E V I L S PA M
Before Defensio
• Adonis Technologies (acquired in 2006)
• Management software for leisure organization: camps, municipalities,
conference & outdoors centers, ...
O U T S M A R T I N G E V I L S PA M
Before Defensio
• Adonis Technologies (acquired in 2006)
• Management software for leisure organization: camps, municipalities,
conference & outdoors centers, ...
• AjaxWhois.com (acquired in 2008)
• Ajaxified domain name lookup
O U T S M A R T I N G E V I L S PA M
Before Defensio
• Adonis Technologies (acquired in 2006)
• Management software for leisure organization: camps, municipalities,
conference & outdoors centers, ...
• AjaxWhois.com (acquired in 2008)
• Ajaxified domain name lookup
• MyBinaries.com (acquired in 2004)
• Premium newsgroups/usenet provider, e.g.: giganews.com, usenet.com
O U T S M A R T I N G E V I L S PA M
Before Defensio
• Adonis Technologies (acquired in 2006)
• Management software for leisure organization: camps, municipalities,
conference & outdoors centers, ...
• AjaxWhois.com (acquired in 2008)
• Ajaxified domain name lookup
• MyBinaries.com (acquired in 2004)
• Premium newsgroups/usenet provider, e.g.: giganews.com, usenet.com
• Bincrawler.com (acquired in 2003)
• One of the first alt.binaries search engine
O U T S M A R T I N G E V I L S PA M
bootstrapped.
All of them
choice.
by
O U T S M A R T I N G E V I L S PA M
Making money on the
(some)
web is not that hard.
O U T S M A R T I N G E V I L S PA M
Making money on the
(some)
web is not that hard.
O U T S M A R T I N G E V I L S PA M
Making money on the
(some)
web is not that hard.
Making hundreds of millions is VERY hard.
O U T S M A R T I N G E V I L S PA M
Building a
great product is
NOT ENOUGH.
O U T S M A R T I N G E V I L S PA M
O U T S M A R T I N G E V I L S PA M
Your product is 100% of the business.
O U T S M A R T I N G E V I L S PA M
Your product is 100% of the business.
Marketing is
the other 100%.
O U T S M A R T I N G E V I L S PA M
Stop thinking,
Start working.
O U T S M A R T I N G E V I L S PA M
Great hackers rarely
make great businesses.
1337_H4X0R != :epic_win
O U T S M A R T I N G E V I L S PA M
Starting a business is
like running a marathon
O U T S M A R T I N G E V I L S PA M
Starting a business is
like running a marathon
and a sprint.
(at the same time? OMG!)
O U T S M A R T I N G E V I L S PA M
NEVER
GIVE UP
O U T S M A R T I N G E V I L S PA M
Working alone
sucks.
O U T S M A R T I N G E V I L S PA M
Finding co-founders
is hard.
O U T S M A R T I N G E V I L S PA M
Great strategies come up by
bouncing ideas around.
O U T S M A R T I N G E V I L S PA M
Always focus on the
end goal.
O U T S M A R T I N G E V I L S PA M
Always focus on the
end goal.
Only execute on what
really matters.
O U T S M A R T I N G E V I L S PA M
Never neglect
the business aspect.
Wait a minute, I never signed up for this BS!
O U T S M A R T I N G E V I L S PA M
Passionate users are
your best asset.
Please them.
Let them spread the word.
O U T S M A R T I N G E V I L S PA M
Frugality rules
O U T S M A R T I N G E V I L S PA M
Frugality rules
I’m the cheapest bastard alive!
O U T S M A R T I N G E V I L S PA M
You need to survive
2 years
O U T S M A R T I N G E V I L S PA M
How do you
make money?
O U T S M A R T I N G E V I L S PA M
It depends.
O U T S M A R T I N G E V I L S PA M
Charging money is a
good start!
Duh! Who would have thought?
O U T S M A R T I N G E V I L S PA M
Avoid competing with free
O U T S M A R T I N G E V I L S PA M
if business_model == :ads
forget_it!
end
O U T S M A R T I N G E V I L S PA M
unless...
The user profits from
clicking the ads.
O U T S M A R T I N G E V I L S PA M
unless...
The user profits from
clicking the ads.
or you’re Google.
O U T S M A R T I N G E V I L S PA M
O U T S M A R T I N G E V I L S PA M
O U T S M A R T I N G E V I L S PA M
O U T S M A R T I N G E V I L S PA M
O U T S M A R T I N G E V I L S PA M
O U T S M A R T I N G E V I L S PA M
O U T S M A R T I N G E V I L S PA M
I’m a big fan of
bootstrapping
O U T S M A R T I N G E V I L S PA M
The joys of bootstrapping
O U T S M A R T I N G E V I L S PA M
The joys of bootstrapping
• Independence & Freedom
O U T S M A R T I N G E V I L S PA M
The joys of bootstrapping
• Independence & Freedom
• You call your own shots
O U T S M A R T I N G E V I L S PA M
The joys of bootstrapping
• Independence & Freedom
• You call your own shots
• You can exit whenever you want, at the price you
want
O U T S M A R T I N G E V I L S PA M
The joys of bootstrapping
• Independence & Freedom
• You call your own shots
• You can exit whenever you want, at the price you
want
• VCs are looking for the next Google. Chances
are, it won’t be you.
O U T S M A R T I N G E V I L S PA M
How many millions do
you need to be happy?
O U T S M A R T I N G E V I L S PA M
Example:VC Funded
O U T S M A R T I N G E V I L S PA M
Example:VC Funded
• Early stage funding, series A.
O U T S M A R T I N G E V I L S PA M
Example:VC Funded
• Early stage funding, series A.
• $1.5M investment at $1.5M pre-money valuation.
O U T S M A R T I N G E V I L S PA M
Example:VC Funded
• Early stage funding, series A.
• $1.5M investment at $1.5M pre-money valuation.
• $3M post-money valuation.
O U T S M A R T I N G E V I L S PA M
Example:VC Funded
• Early stage funding, series A.
• $1.5M investment at $1.5M pre-money valuation.
• $3M post-money valuation.
• 1.5/3 = 50% That’s the equity you have to give up.
O U T S M A R T I N G E V I L S PA M
Example:VC Funded
O U T S M A R T I N G E V I L S PA M
Example:VC Funded
• VCs will want at least 10x return
O U T S M A R T I N G E V I L S PA M
Example:VC Funded
• VCs will want at least 10x return
• $1.5M * 10 = $15M (for 50% of the company)
O U T S M A R T I N G E V I L S PA M
Example:VC Funded
• VCs will want at least 10x return
• $1.5M * 10 = $15M (for 50% of the company)
• The minimum exit is therefore $30M.
O U T S M A R T I N G E V I L S PA M
Example:VC Funded
• VCs will want at least 10x return
• $1.5M * 10 = $15M (for 50% of the company)
• The minimum exit is therefore $30M.
• Founders & VC each make $15M.
O U T S M A R T I N G E V I L S PA M
Example: Bootstrapping
O U T S M A R T I N G E V I L S PA M
Example: Bootstrapping
• Build a great product that matters
O U T S M A R T I N G E V I L S PA M
Example: Bootstrapping
• Build a great product that matters
• Market it properly
O U T S M A R T I N G E V I L S PA M
Example: Bootstrapping
• Build a great product that matters
• Market it properly
• Have a price, generate real revenues
O U T S M A R T I N G E V I L S PA M
Example: Bootstrapping
• Build a great product that matters
• Market it properly
• Have a price, generate real revenues
• Gain traction
O U T S M A R T I N G E V I L S PA M
Example: Bootstrapping
• Build a great product that matters
• Market it properly
• Have a price, generate real revenues
• Gain traction
• Get on people’s radar
O U T S M A R T I N G E V I L S PA M
Example: Bootstrapping
• Build a great product that matters
• Market it properly
• Have a price, generate real revenues
• Gain traction
• Get on people’s radar
• Optional: Sell for 7-8 figures.
O U T S M A R T I N G E V I L S PA M
The odds are
not created equal!
O U T S M A R T I N G E V I L S PA M
Exiting for $30M is
100 times less likely
than exiting for $3M
O U T S M A R T I N G E V I L S PA M
But if you really
need to raise money...
O U T S M A R T I N G E V I L S PA M
But if you really
need to raise money...
• Launch & get some buzz
O U T S M A R T I N G E V I L S PA M
But if you really
need to raise money...
• Launch & get some buzz
• Show traction
O U T S M A R T I N G E V I L S PA M
But if you really
need to raise money...
• Launch & get some buzz
• Show traction
• Let THEM approach you
O U T S M A R T I N G E V I L S PA M
But if you really
need to raise money...
• Launch & get some buzz
• Show traction
• Let THEM approach you
• Wait as long as you can
O U T S M A R T I N G E V I L S PA M
Delaware Inc.
O U T S M A R T I N G E V I L S PA M
850,000 business entities have their legal
Over
home in Delaware
More than 50% of all U.S. publicly-traded companies
63% of the Fortune 500
Delaware population: 865,000. Toronto (GTA) is 5.5M.
O U T S M A R T I N G E V I L S PA M
Probably the way to go if...
O U T S M A R T I N G E V I L S PA M
Probably the way to go if...
• You want/need/expect to raise money
O U T S M A R T I N G E V I L S PA M
Probably the way to go if...
• You want/need/expect to raise money
• Your company might be acquired by a US entity
O U T S M A R T I N G E V I L S PA M
Probably the way to go if...
• You want/need/expect to raise money
• Your company might be acquired by a US entity
• You want to partner with other US corporations
O U T S M A R T I N G E V I L S PA M
But why?
O U T S M A R T I N G E V I L S PA M
But why?
• Most companies you’ll deal with are in DE
O U T S M A R T I N G E V I L S PA M
But why?
• Most companies you’ll deal with are in DE
• Nobody wants to deal with a Canadian corporation
O U T S M A R T I N G E V I L S PA M
But why?
• Most companies you’ll deal with are in DE
• Nobody wants to deal with a Canadian corporation
• Even less with a provincial company
O U T S M A R T I N G E V I L S PA M
But why?
• Most companies you’ll deal with are in DE
• Nobody wants to deal with a Canadian corporation
• Even less with a provincial company
• Delaware has great business laws
O U T S M A R T I N G E V I L S PA M
But why?
• Most companies you’ll deal with are in DE
• Nobody wants to deal with a Canadian corporation
• Even less with a provincial company
• Delaware has great business laws
• Merging a foreign entity with a DE Inc. is impossible
O U T S M A R T I N G E V I L S PA M
But why?
• Most companies you’ll deal with are in DE
• Nobody wants to deal with a Canadian corporation
• Even less with a provincial company
• Delaware has great business laws
• Merging a foreign entity with a DE Inc. is impossible
• Cheap, fast and easy
O U T S M A R T I N G E V I L S PA M
Karabunga Inc. Structure
ME
Karabunga Inc. CM Enterprise
owns Defensio.com (no employee) Consulting company (all employees)
Delaware C corp Quebec Inc.
Employees Karabunga outsources to CM
(stock options)
O U T S M A R T I N G E V I L S PA M
Advantages
O U T S M A R T I N G E V I L S PA M
Advantages
• Simple (and 100% legal) structure
O U T S M A R T I N G E V I L S PA M
Advantages
• Simple (and 100% legal) structure
• No day-to-day stuff in Delaware
O U T S M A R T I N G E V I L S PA M
Advantages
• Simple (and 100% legal) structure
• No day-to-day stuff in Delaware
• Canadian employees in a US corporation is a pain
O U T S M A R T I N G E V I L S PA M
Advantages
• Simple (and 100% legal) structure
• No day-to-day stuff in Delaware
• Canadian employees in a US corporation is a pain
• All IP is in Delaware
O U T S M A R T I N G E V I L S PA M
Advantages
• Simple (and 100% legal) structure
• No day-to-day stuff in Delaware
• Canadian employees in a US corporation is a pain
• All IP is in Delaware
• The “real” company is in Delaware
O U T S M A R T I N G E V I L S PA M
Advantages
• Simple (and 100% legal) structure
• No day-to-day stuff in Delaware
• Canadian employees in a US corporation is a pain
• All IP is in Delaware
• The “real” company is in Delaware
• Easy to do business with or get acquired by
Americans
O U T S M A R T I N G E V I L S PA M
Advantages
• Simple (and 100% legal) structure
• No day-to-day stuff in Delaware
• Canadian employees in a US corporation is a pain
• All IP is in Delaware
• The “real” company is in Delaware
• Easy to do business with or get acquired by
Americans
• R&D tax credits
O U T S M A R T I N G E V I L S PA M
Advantages
• Simple (and 100% legal) structure
• No day-to-day stuff in Delaware
• Canadian employees in a US corporation is a pain
• All IP is in Delaware
• The “real” company is in Delaware
• Easy to do business with or get acquired by
Americans
• R&D tax credits
• Makes you feel warm inside.
O U T S M A R T I N G E V I L S PA M
Drawbacks
O U T S M A R T I N G E V I L S PA M
Drawbacks
• 2 companies to manage
O U T S M A R T I N G E V I L S PA M
Drawbacks
• 2 companies to manage
• You have to do things right or you might get in
trouble
O U T S M A R T I N G E V I L S PA M
Drawbacks
• 2 companies to manage
• You have to do things right or you might get in
trouble
• No capital gain exemption in Canada (750k)
O U T S M A R T I N G E V I L S PA M
Drawbacks
• 2 companies to manage
• You have to do things right or you might get in
trouble
• No capital gain exemption in Canada (750k)
• Getting a bank account is a mess (tip: RBC Centura)
O U T S M A R T I N G E V I L S PA M
Important!
Talk to a
US-Canadian tax specialist!
I know a great one, just ask me.
I cannot be held responsible, bla bla bla.
O U T S M A R T I N G E V I L S PA M
Remember...
O U T S M A R T I N G E V I L S PA M
Remember...
• Stop fooling around and GET GOING
O U T S M A R T I N G E V I L S PA M
Remember...
• Stop fooling around and GET GOING
Evolve.
• Never give up.
O U T S M A R T I N G E V I L S PA M
MUST WATCH!
David Heinemeier Hanson aka DHH, the Rails guy
The Secret to Making Money Online
http://tinyurl.com/dhh4president
O U T S M A R T I N G E V I L S PA M
echo $QUESTION > mic
echo $COMPLAINTS > /dev/null ;-)
Carl Mercier (@cmercier)
cmercier@websense.com
O U T S M A R T I N G E V I L S PA M
Ajaxwhois: 2005-2008
MyBinaries: 2002-2004
- profitable day 1
- 5 figs doing nothing
BinCrawler: 2002-2003
EASY TO FLIP
Ajaxwhois: 2005-2008
MyBinaries: 2002-2004
- profitable day 1
- 5 figs doing nothing
BinCrawler: 2002-2003
EASY TO FLIP
Ajaxwhois: 2005-2008
MyBinaries: 2002-2004
- profitable day 1
- 5 figs doing nothing
BinCrawler: 2002-2003
EASY TO FLIP
Ajaxwhois: 2005-2008
MyBinaries: 2002-2004
- profitable day 1
- 5 figs doing nothing
BinCrawler: 2002-2003
EASY TO FLIP
- rich with guruza
- unfort most hackers do that
nobody will go unless they know it’s there and you give them a reason to.
worth the effort for THE USER (not you)
- signal vs noise
- ruby on rails
MyBinaries
- reviewed on most important review site
Ajaxwhois
- techcrunch when it still mattered
Defensio
- techcrunch
- digg (don’t go too soon)
- viral: bloggers
- don’t bother trying to come up with the perfect idea
- all ideas suck. YT, FB, Twitter
- the initial direction is never the final direction
- Listen to what people are asking for
- Mailagio -> Defensio
- Paypal (Max Levchin)
- poor communication skills
- tech/web biz rarely succeed because of technology
- microsoft :D Windows vs OS/2 vs Unix
- facebook
- basecamp
- ebay
- youtube
Exceptions: google, yahoo. BUT, without good business people, they’d all be dead.
- Hackers code, they hate selling.
- instead, they add new features
- and give up
- that’s the worst trap you call fall in
- defensio: 3 week
- everything happens very fast once you launch (or announce launch)
- agile ehgile
- when you’re small, speed is your best weapon
- find new opportunities
- explore new things
both startups have been through very rough times
- i almost quit in both.
- say why i didnt quit with defensio
isolated
emotionally draining, you need social interaction
much more productive
enjoy your life more
- how do i know if i’ll get along?
- get involved in your local startup/hacker community
- MoR
- BarCamp, entrepreneur breakfast
- next startup, i have too many potential co founders now
- share a vision
- able to debate
- argue
- great ideas and solutions to problems
- if end goal is profitability
- if end goal is acquisition
- full time job
- find partners/customers
- get on potential acquirers radars
-PR 2.0
- blog
- announcements
- digg
- techcrunch and friends
- they’ll spread the word for you
- defensio api
- bloggers
- give great support
- most startups fail because they run out of $
- ex: dev server, 270$ office, ikea tables
- stay small, helps focus too
- Good things:
- web design
- flying to valley to meet people
- hiring a few great people to get stuff done
- revenue projection are wrong
- need money or a way to make real money (ie: consulting)
within 2 years, you’ll
- have time change strategy
- know business worth pursuing
- know interest from potential acquirers
- Freemium model seems to work
- Ryan Singer (37s)
- Chris Wanstrath (gh)
- some businesses require it
- but many don’t
- don’t raise money if you can do it without
if it’s your 1st startup, you should definitely bootstrap
Take advantage of this
I make 1.5M? NO!
SCREWED
I make 1.5M? NO!
SCREWED
I make 1.5M? NO!
SCREWED
I make 1.5M? NO!
SCREWED
- Merging: explain assets vs stock
- Merging: explain assets vs stock
- Merging: explain assets vs stock
- Merging: explain assets vs stock
- Merging: explain assets vs stock
- Merging: explain assets vs stock
- fair market rate
- demonstrate NO Canadian activity in DE (taxes)
- 750k: taxes = 180k @ 48% tax rate
- fair market rate
- demonstrate NO Canadian activity in DE (taxes)
- 750k: taxes = 180k @ 48% tax rate
- fair market rate
- demonstrate NO Canadian activity in DE (taxes)
- 750k: taxes = 180k @ 48% tax rate
- fair market rate
- demonstrate NO Canadian activity in DE (taxes)
- 750k: taxes = 180k @ 48% tax rate