Latest / trading places / TP4: Sydecar π΅ | TikTok deal πΊπΈπ€π¨π³ | Netskope Stubhub Figure IPOs π | xAI @ 200Bπ°| Stripe @ 91B π³ | Omni Ventures βοΈ
Transcript
- 0:00You can do almost anything through an SPVI think.
- 0:02The beauty of an SPV is that there's a defined business
- 0:05model, upfront and defined relationships that are specific
- 0:10to a certain transaction in mind.
- 0:12And once you affect that transaction, it's fairly there's
- 0:15routine maintenance that follows.
- 0:18Wouldn't you say that, you know, if the crappiest company still
- 0:21goes public, that bodes well for the rest of the IPO market like
- 0:25this? This company does not have that
- 0:28great metrics and still got out. This was a much anticipated
- 0:33decision, but I think it's the most important meeting they've
- 0:35had in the past year and it does clarify and I think sets the
- 0:38direction for the next three months.
- 1:04All right, ladies and germs, we're here for our fourth
- 1:06episode of our very bad podcast, Trading Places.
- 1:10My partner in crime, Aman Virgie.
- 1:11Aman, how are you doing? How you feeling about the market
- 1:14today? I'm doing real, real good, Dave.
- 1:16I know you are in the Far East this week, but I'm I'm here in
- 1:20the US where we had the big caps knock at a record, the little
- 1:23cap stock set a record. The bond market.
- 1:27We've got the we've got some excitement in the bond market,
- 1:29new highs and and some tech. Stocks.
- 1:31Kinds of records. So I'm feeling great.
- 1:34That's good. Yes, I am here in Vietnam for
- 1:37our 42 Geeks trip to Southeast Asia.
- 1:40So I am living in the future, 1615 hours ahead of you.
- 1:43Something like that. I can't completely see the
- 1:46future, but I would say it does seem like the IPO window is
- 1:49open. Baby Yahoo, we have 3 or 4 IP OS
- 1:53that have happened recently. I guess Netscope and StubHub and
- 1:56Pattern are the recent IP OS and Klarna maybe last week.
- 2:00All those seem to be going pretty good, right?
- 2:04Pretty, pretty, pretty pretty pretty good.
- 2:10Yeah. I think overall it's been a
- 2:13pretty healthy market in the last couple of weeks.
- 2:15We had Klarna and Figma were both IP OS that were happily
- 2:19anticipated. I think both did well.
- 2:21Fedma is holding at about a 25 times sales which is excellent.
- 2:26They had a great first day pop, little bit of a down trade but
- 2:29if certainly. Stabilize too Good 25 times sale
- 2:33that? That seems a little crazy.
- 2:36Yeah, I think they're they're all happy with how that how that
- 2:38went, which is a nice indicator for the SAS pace.
- 2:43Last week Netscope went public. This is one with about with the
- 2:46cyber security company about 700 million in ARR.
- 2:50They're priced at about 11 or 12 times sales and they've done
- 2:54great. They've traded up since the IPO.
- 2:56That's another positive in the space and I think confirmation
- 2:58that for companies with solid growth, this one's not a
- 3:01profitable company, but they do have ambitions I guess of free
- 3:04cash flow positive metrics in the first half of 2026.
- 3:08So if you're but then spitting distance of profitability and
- 3:12growing and in an interesting space like cybersecurity, that
- 3:15seems like a, that seems like a positive.
- 3:18The one that didn't do rate was StubHub.
- 3:21This is a company I know really well when I was at eBay 15 years
- 3:25ago. Now we own StubHub and it's a
- 3:27ticket marketplace that is a, it's an e-commerce business.
- 3:30They, if you don't know them, they're primarily here in the
- 3:33US, but they're a great place to go to get like secondary
- 3:35tickets, concerts and sports events and stuff.
- 3:39Aren't they a secondary marketplace?
- 3:41They are. They are exactly.
- 3:43They have this insight, too, that there are sellers and
- 3:46buyers and that primary markets don't clear.
- 3:48And hey, you had a great deal at a discount on the secondary
- 3:51market, although sometimes you have to pay a premium for stuff
- 3:54like, you know, Taylor Swift and hard properties.
- 3:57They had priced their IPO last week at a price of 2350 per
- 4:01share. That was about a 87 to $8
- 4:03billion market cap. The deal got done, but they
- 4:06priced down from they're now down from their IPO price.
- 4:09As of Friday, they're down around 10%.
- 4:10So they've been a little bit of an underperformer in the
- 4:14aftermarket. There was some noise around this
- 4:16IPO even going into it last week.
- 4:18They canceled it a couple of times in the in the run up just
- 4:20because of macro events. And they're only witness their
- 4:23first half growth rates were only 3% year over year.
- 4:27It's a seasonable. Mac Grade No.
- 4:30They had that. It's not a great growth rate and
- 4:33you know, they were growing faster than in 2024.
- 4:35They were 30% grower. But it's a tough business.
- 4:38It's a seasonal business. You know, concerts and sports
- 4:40events will create volatility in some of those revenue.
- 4:44So I guess we'll see how they perform.
- 4:45But this is not a great This one's not a great performer, but
- 4:47might have been the weakest IP on the bunch anyway.
- 4:49Yeah. But wouldn't you say that, you
- 4:52know, if the crappiest company still goes public that that
- 4:56bodes well for the rest of the IPO market like this?
- 4:59This company does not have that great metrics and still got out.
- 5:04Absolutely. The deal got done at a 6 billion
- 5:06market cap. It is something like 3 times
- 5:09sales for an e-commerce company. That's not bad, especially one
- 5:12without growth profile. I think he'd be told the team
- 5:14three years ago, hey, we can get this company public at a $6
- 5:18billion market cap. You know, I think they would
- 5:20have said that looks that looks like a win.
- 5:21That's far more than what eBay sold them for in 2020.
- 5:25So I guess that's the positive as the deal got done and if the
- 5:28company performs, it should do fine in the long run.
- 5:30Just a little bit of slow, a little bit of weakness in the
- 5:32current trading metrics. So I guess we have Netscope that
- 5:35was up, you know, maybe 1820%, think another IPO pattern was up
- 5:401011%, StubHub traded down, but generally seems like most of
- 5:44these IP OS are going pretty well.
- 5:46Yeah. And then figure was another one
- 5:47that did great. You know, you and I talked last
- 5:50week about what you need to get public in terms of revenue.
- 5:53We'd say north of 500 million in revenue is kind of where the the
- 5:56bar is really the median revenue for IPOs this year is over 800
- 6:01million figures to really company with less than that in
- 6:05revenue, I mean growing very quickly they're only they're.
- 6:08Only high growth rate though. Very high growth rate.
- 6:12They're at 100 million a quarter right now and growing 30% a
- 6:15year. So they're they're within
- 6:16spitting distance of those metrics, but not not quite there
- 6:18yet. They got a great pricing at 10
- 6:21billion in market cap and have traded up about 50% from the IPO
- 6:25crisis. This is a it's an interesting
- 6:27company, an interesting space. The blockchain lender started by
- 6:30Mike Cagney, who was the Sofi founder.
- 6:32This is a guy who knows. How to do about it?
- 6:35Business lending and market faces and and connecting people
- 6:39who want money with people who have money and it's done great.
- 6:42So this one I think is another very positive signal for the IPO
- 6:45market. Well, it certainly seems like
- 6:47IP, OS are happening. I know for the last couple of
- 6:49years, everybody was always like every two quarters, people were
- 6:51like just two more quarters and the IPO window will open up.
- 6:55But it finally seems like we've gotten there.
- 7:04What else has been happening out there?
- 7:06We had the TikTok deal kind of big news.
- 7:08This has been going back and forth for quite some time.
- 7:11But it sounds like the two deal makers in this particular deal
- 7:15are President Trump and Premier XI or President Xi.
- 7:19And I guess if those two guys think that the deal is going to
- 7:22happen, I, I guess it's going to happen, right?
- 7:24I don't know all the details of the deal.
- 7:26It does seem like there's an outline for US ownership and
- 7:29governance of the American part of TikTok and in our bike dance,
- 7:33Valerie said, hey, that's a pretty interesting part of the,
- 7:36you know, if you can buy bike dance and get a healthy business
- 7:39and the US business of TikTok is not zero.
- 7:42That's what we concluded last last time.
- 7:45This is a really interesting company and I think the company
- 7:47will have some US governance. Oracle seems to be in a in a
- 7:50leadership position on the board and with control over data and
- 7:53privacy and so that at least creates A investable company
- 7:57that now will will benefit. Byte Dance will keep TikTok
- 8:01operating in in America, which my 12 year old and 14 year old
- 8:04daughters will love to hear. Well, I think they'll be
- 8:07creating a new application is what I heard that will be run by
- 8:10the US entity. So I don't know exactly how
- 8:13they'll move all those users over from TikTok to this new
- 8:16app, but it sounds like the same company will be somewhat
- 8:20operating that app, although now in the US.
- 8:23And seems like the new entity will have 7 board members, six
- 8:28of which are going to be Americans.
- 8:30I, I don't know exactly how everyone's involved there, but
- 8:32it sounds like Oracle and a few others are going to be driving.
- 8:36Well, your kids will be happy I guess.
- 8:38Yes. And Oracle and the Ellison's and
- 8:42some of the key investors will have governance rights as well,
- 8:44which I think is a, it's a good outcome for the for the company
- 8:47for sure, probably for the 180 million consumers here as well.
- 8:51I think one other news item that I just saw, and I don't know
- 8:54that this is completely for sure because Elon Musk was denying
- 8:59that this was the case, but sources say that XAI is raising
- 9:04$10 billion, a $200 billion valuation.
- 9:08That's that's up from just 150 billion not too long ago.
- 9:13In fact, this entire company almost didn't really exist more
- 9:16than a year ago. It went from less than 10
- 9:19billion to 100 billion to 150 billion and now 200 billion.
- 9:23Certainly seems like Elon has been working hard to put a a
- 9:26competitor open AI together. Yeah, I don't know much about
- 9:30how that deal is going to get structured.
- 9:31I guess that these denying it then the the decals are light.
- 9:34That seems like a huge valuation though for a company that is
- 9:38still still very, very early and how it's going to apply and
- 9:41monetize. But you know, if it's part of
- 9:43the X platform and it's and it's got, you know, and it's got the
- 9:46ability to use that data and those customers, that's, that is
- 9:49a huge plus. I guess people like like to bet
- 9:52on Elon, seems like he's done pretty well with companies in
- 9:56the past. So I don't know what I bet.
- 9:58I want to bet against Elon on this one, but I guess we'll wait
- 10:01to see kind of if there's any numbers to base that valuation
- 10:05on in the future. I don't think we know much about
- 10:07the revenue of that entity or that those combined entities
- 10:10right now. I guess anything else going on
- 10:12in the market? There was a rate cut last week.
- 10:16Yeah, We can talk a bit about what the Federal Reserve did
- 10:19last week. This was a much anticipated
- 10:21decision, but I think it's the most important meeting they've
- 10:24had in the past year and it does clarify and and I think sets the
- 10:29direction for the next three months pretty clearly as well.
- 10:32the Fed did cut rates by 25 basis points.
- 10:36They have a Federal Open Market Committee that meets this 12
- 10:40voting members on it, and they voted 11 to one for a 25 basis
- 10:43point rate cut. One of the members, the new one,
- 10:46Steve Moran, voted for A50 basis point rate cut.
- 10:49And I think most importantly, there's a change in direction
- 10:51and language from what the Fed talks about.
- 10:53Normally they talk about the labor market and they talk about
- 10:56inflation and those being intentioned, the Fed is a dual
- 10:59mandate to have as many jobs as as possible, full employment.
- 11:03And so when you see weakness in the labor market, that's usually
- 11:05a sign that they want to cut interest rates and then they
- 11:08want to keep price stability. What does price stability mean?
- 11:12It doesn't mean 0% inflation. Over the last 15 years, it's
- 11:16been interpreted to be 2% inflation as the target.
- 11:19So inflation is running above that.
- 11:21And they emphasize that that's usually a sign of, oh, we're not
- 11:23going to, we're not going to cut rates.
- 11:25Well, in the last meeting, they basically reemphasized, hey,
- 11:28inflation is relatively high. It's above the target of two
- 11:31percents, but doesn't seem to be going any higher.
- 11:35And they deemphasize language that inflation was a risk.
- 11:38And then they talked a bit more about the labor markets and, and
- 11:41prior meetings that said the labor market had been solid, had
- 11:43been robust and they dropped all that language.
- 11:47And so I think what they did is acknowledge that over the past
- 11:50two months they there's been a slow down in jobs being created
- 11:53in the US. They've been some significant
- 11:56revisions to what we thought were the number of jobs created
- 11:59in the US over the past 24 months.
- 12:01That's all been revised down by almost 2 million jobs.
- 12:04So they cut rates. Jerome Powell call it a risk
- 12:06management rate cut and suggested going on a go forward
- 12:09basis. We'll still, you know, we'll
- 12:10look at the next two months. If you the Fed also provides a
- 12:13survey of what all their members think for the next two months
- 12:16look like. They call it a dot plot survey.
- 12:19And it seems like they think will be another rate cut in
- 12:22October and another one in December.
- 12:23So we'd expect probably two more rate cuts to get the Fed funds
- 12:27rate into 3 1/2 range, which is, you know, which is a good sign,
- 12:31I think for, for people who are, who are long tech stocks as
- 12:35we'll talk about in our evaluation corner when
- 12:37industries come down. That's a, that's a very positive
- 12:40thing for tech evaluations in particular.
- 12:42Any any in any kind of valuation having stable and and falling at
- 12:47its rates is probably a a bullish sign.
- 12:50Well, it seems like maybe Trump is getting what he wants in
- 12:53terms of lower rates, whether whether Jerome Powell still has
- 12:56a job or not next year, we'll see.
- 12:58But seems like Trump for the moment is winning that battle.
- 13:01I guess that you're correct, it is good for the IPO market.
- 13:05So I, I still worry about the rest of what's going on with the
- 13:09country. And you know, we totally be
- 13:11having some headwinds that we're facing in the future.
- 13:14We'll see. I think the growth is.
- 13:16Is really important. So as long as that holds, the
- 13:18economy is is growing and you've got stable rates and that are
- 13:21falling. That's that's the magic that's a
- 13:23secret sauce. So I think that is a positive
- 13:26tail when going into the fourth quarter for stocks.
- 13:39Hi, folks. Welcome to another episode of
- 13:41Trading Places, a very bad BC secondary podcast.
- 13:45Today we have a very good CEO with us, Nick Talreja from
- 13:48Sidecar. Nick, welcome to the show.
- 13:50Thank you, Dave. It's a pleasure to be here.
- 13:52Good to see you again. SPVS and Sidecar are definitely
- 13:55in the news lately. Give us a little bit of your
- 13:57background. I practiced law for about 9
- 13:59years. I worked primarily with VCs and
- 14:02and emerging companies over my. Career.
- 14:04My condolences. That's really tough job.
- 14:07Yeah, I was at a firm called Cooley in Palo Alto for some
- 14:10time and I got to know a bunch of really great founders.
- 14:13Ended up starting my own law firm, worked very closely with,
- 14:16with about 30 founders that I fell in love with.
- 14:19As you know, founder stories can be very infectious.
- 14:22Founders are great storytellers. And I would find myself, you
- 14:26know, wondering more about their journeys than my own as an
- 14:28attorney. And as an attorney, you don't
- 14:30get a lot of upside in your client success.
- 14:32I would start to invest behind some of my clients.
- 14:34You know, I would talk to my friends back in New York.
- 14:36I, I'd spend some time in New York and they would say, hey,
- 14:38you're always talking about these, these companies you're
- 14:40investing. Can I, can I join you?
- 14:42Can I invest in these companies too?
- 14:43And I was like, yeah, absolutely, totally should do
- 14:45this. And I would, I would raise
- 14:47capital from friends and invest in companies.
- 14:49And at that time, I needed an SPV.
- 14:52And as an attorney, it was easy for me to just put together LLC
- 14:55agreement, subscription agreements, DocuSign stuff, work
- 14:58with a a friend at First Republic Bank and get the wheels
- 15:01rolling. But it dawned on me that that
- 15:03whole process is not that easy for a lot of people in the
- 15:06world. Yeah.
- 15:06Long story short, I needed, I needed an SPV tool for, for my
- 15:10own, my own sort of side hustle, if you will.
- 15:11The business I was starting as AVC didn't exist, Angel list
- 15:15existed, but they had a market like, like approach at the time.
- 15:18And I didn't really want to take my LP's to our marketplace.
- 15:20It just seemed counter to my, my ambition.
- 15:22So I just kind of wondered, hey, what if I built something here
- 15:24for myself to, to raise capital from friends moving into
- 15:27companies I care about? Would that be something other
- 15:30people might use? And as I started to, to work on
- 15:32that, you know, with, with my Co founder, David, we kind of
- 15:36realized that, hey, there's a, there's a broader vision here.
- 15:40The entirety of private markets operates through sponsors, and
- 15:45sponsors create vehicles, partnerships, SPVSLLCS right
- 15:49across every asset class. And this entire world is
- 15:52primarily structured through law firms who have their own forms
- 15:56that stipulate how funds are created and have to be managed.
- 15:59What if we could standardize A meaningful share of how vehicles
- 16:03are created? Maybe we start with the SPV in
- 16:05venture and then take it to other asset classes.
- 16:07What could that world look like when more people get into the
- 16:10business, get off the bench and become capital allocators?
- 16:12With the price of structure transactions go down.
- 16:14So as a result, fees go down for for those ultimately paying
- 16:18them, which are LP's on these deals.
- 16:20And without mean that transactions below a certain
- 16:22value are now worth it, they actually can make these deals
- 16:26happen. And could we enable that world?
- 16:28And that was something we fell in love with and we started
- 16:30Sidecar in early 21. So for the past 4 1/2 years
- 16:33we've served over 1500 sponsors and venture capital structure
- 16:39about 3500 SPV's across primary deals, secondary deals, multi
- 16:44asset deals where you can, you can launch now a very a very
- 16:47basic turnkey fund on CYCAR to cross invest in a portfolio of
- 16:50assets. And we've learned a lot from
- 16:52that as far as how receptive the community has been to a
- 16:55standardized approach to structuring transactions and
- 16:58also about how much you can automate and how much you can
- 17:00decrease fees to make the private markets look more like
- 17:04the public markets and efficiencies.
- 17:06And we're still very early in our journey.
- 17:08I still think there's a lot of work to be done in venture
- 17:10capital alone. And I know that's something that
- 17:12you're very interested in seeing come true.
- 17:15But we're also looking at private equity, private debt and
- 17:18other asset classes as other frontiers for us to bring the
- 17:20same type of innovation too. So that's that's the journey in
- 17:24a nutshell. How do you view yourself, you
- 17:27know, compared to just a traditional fund formation
- 17:29structure? And can people use, you know,
- 17:31your platform to run their funds?
- 17:33At least my experience has been when we create a fund that was
- 17:36an expensive and lengthy process, you know, 50 to
- 17:39$100,000 to create a fund, maybe even more, you know, fund
- 17:42formation documents, which are, you know, often 7500 pages,
- 17:45maybe even longer. I doubt many VCs actually even
- 17:48understand what their funds formation docs say.
- 17:53And then, you know, on the other hand, you've got a process where
- 17:55you can set up an SPV you know, literally in in minutes and
- 17:58hopefully get started for people what?
- 18:01What's the difference between a formal fund and your platforms
- 18:04SPVS? Or is there a difference?
- 18:07That's a that's a great question to ask recovering attorney Dave.
- 18:12How can you get those fund formation docs down for like
- 18:142020 pages and less than $10,000?
- 18:18There is a way, however, and Hallelujah.
- 18:21Buddy, Hallelujah. We've attempted to bring that
- 18:24reality to today via via our Fund Plus product.
- 18:27But I will say this as you raise that first, second, third fund
- 18:32as AGP, it is not just what you want to see in convenience as
- 18:38the fund manager that will dictate the forms you use or how
- 18:42you negotiate things. It's going to be your
- 18:44institutional LP's and they're the real stakeholders, right?
- 18:48So they will have all kinds of side letter requests.
- 18:51And let's say they're based in Canada, they may have special
- 18:53tax provisions and whatnot that will just force that you are
- 18:57working with an attorney to understand those terms, which
- 18:59will then likely mean you need a more complex fund administrator
- 19:03on the other side to interpret all that complexity.
- 19:05And you will want to talk to a human to understand all of that
- 19:08because you just don't want to get into uncharted territory
- 19:11through just software, at least not yet, right?
- 19:13I think we're we're not yet there, but there is.
- 19:16I think that is likely the future is just not today.
- 19:18We've picked our lane as SP VS and Co investment vehicles
- 19:22largely because what we've seen is that that is a that is a
- 19:25pillar of this ecosystem where people don't really want to
- 19:30negotiate too much. The terms are relatively fixed
- 19:32and standard and what people really care about is price
- 19:35efficiency and time efficiency. So we view that as our right to
- 19:38win and we are not trying to fight the battle right now on
- 19:42winning Andreessen score fund because I think that is largely
- 19:46still a manual services type of hand holding business and we
- 19:49really want to be a higher margin software driven business.
- 19:52So we just picked the lane of Co investment vehicles.
- 19:55Well, what can we do with an SPV?
- 19:57You can do almost anything through an SPV, right?
- 20:00You could buy a house through an SPV.
- 20:01You can invest in the startup through an SPV.
- 20:03You can invest in music royalties through an SPV.
- 20:06You could buy a mine with an SPV and mine for gold, right?
- 20:10You could do anything. Yeah, I had, I had a call with
- 20:14someone who was in Alaska who asked me if he could use sidecar
- 20:18to buy barge, right. And I was like, oh, that's an
- 20:20interesting proposition. I'd love to learn about that.
- 20:23As a you know, I'm just personally curious about barge
- 20:24economics. But you can do anything through
- 20:27an SPVI think the beauty of an SPV is that it's, it's there's a
- 20:33defined business model upfront and define relationships that
- 20:39are specific to a certain transaction in mind.
- 20:43And once you affect that transaction, it's fairly there's
- 20:47routine maintenance that follows.
- 20:50And that's a big distinction between an SPV and like a multi
- 20:52asset fund where you're not investing in the asset as an LP
- 20:56and GP coming together as an LP, you're investing in the manager,
- 21:00right? In a multi asset fund, the
- 21:02manager's discretion to pick the right assets and that that's the
- 21:05big distinction. And I guess, you know, if we
- 21:09think about it, it's kind of an abstraction layer around an
- 21:11investment or a company. You know, what, what comes with
- 21:14that is that, you know, different menu of features that
- 21:18you can add. Is there some that are by
- 21:20default? You know, if we, we sort of
- 21:22think about I guess that investment almost being a
- 21:25company in many cases or the entity that you're creating to
- 21:29invest in the company, you know, do you have other reporting
- 21:33responsibilities, audits, you know, K1 tax issues, how how
- 21:38much of that comes with by default and how much of that is
- 21:40a la carte? So in, in our world, the one
- 21:44that that we talk about, it's you know, we're talking about
- 21:47venture capital here for, for SPBS at Sidecar and, and the
- 21:50business that's that that you know that we've been talking
- 21:52about. And SPB for venture capital is
- 21:55buying private company shares. And what you get by default with
- 21:58that is, you know, you get an entity that you're forming,
- 22:02typically in Delaware to hold a private company shares, you have
- 22:05to open a bank account. There's certain funds flow,
- 22:08there are accounting records that must be maintained for all
- 22:10of that funds flow in and out of the SPV for all the LP's joining
- 22:13in, the money moving to a target asset.
- 22:15And then at a minimum, there's tax reporting.
- 22:18Now if you are a traditional venture capitalist that is
- 22:22primarily investing in primary rounds, buying securities from
- 22:25companies directly, you are likely what's called an exempt
- 22:28reporting advisor, which means that you are not subject to
- 22:31audit requirements and and more stringent custody requirements
- 22:34and compliance requirements as you would be fewer what's called
- 22:37an RIA or registered investment advisor.
- 22:40Now there's like this really beautiful exemption for venture
- 22:43capitalists that says as long as 80% of every fund that you raise
- 22:48is investing in primary securities, I want to say every
- 22:51fund. I mean also every SPV because as
- 22:53every SPV is a fund that no matter how much capital you
- 22:57manage over the course of your venture capital career, you are
- 23:00still in ERA. However, if you do a single deal
- 23:05that is not in that deal, 80% primary securities, like let's
- 23:09say you buy through an SPV, secondary securities from an
- 23:13employee who left the business. That one deal not puts you in
- 23:17this category of potentially being an RIAA once the assets
- 23:21that you manage are beyond $150 million in value, right?
- 23:25And that's sort of like there's like these are the Sep.
- 23:27Rules into an RAA without knowing it just because your
- 23:30investment does really well. Exactly.
- 23:33And that's that's true, right. It's assets under management,
- 23:37the assets, the fair value of those assets right at the at the
- 23:40measuring period, which might be on an annual basis.
- 23:43Again, I would check with your attorney and all this is not
- 23:44legal guidance, but there is there's an issue there, right,
- 23:48which is once you become that RAA, now there are audit
- 23:52requirements, custody requirements and other
- 23:53compliance obligations to come into play that are very costly,
- 23:56right? So you want to be in the RA if
- 23:58you can, as long as you can be so.
- 24:01But to all of these SP VS that are buying secondaries by
- 24:05default now potentially Rias once they hit you know some
- 24:08number is that is that what you're saying?
- 24:10That's yeah, that's, that's correct.
- 24:12That's, that's there's a, there's a potential opening
- 24:14there to being an RA. And you know, when, when we look
- 24:18at and you read the news about like, you know, Lightspeed and
- 24:20Bessemer and other funds that are becoming Rias, it is for
- 24:23this reason, it's because the world is shifting right from,
- 24:27hey, you, you buy and hold an asset and venture capital for,
- 24:30you know, back in the day, it was like 3 or 4 years before an
- 24:33IPO, right? But now.
- 24:35It was a long time back, yes. It was a long time back, like
- 24:3880s and 90s I'm talking about right?
- 24:40Like like Microsoft era days, but now still.
- 24:43Still under 10 years maybe to get there up until maybe
- 24:4610/15/20 years ago, but now it's definitely taking longer than 10
- 24:49years and longer than fun life's fun life cycles.
- 24:52Exactly. So if you're a fund manager,
- 24:55right, and your LP's are holding you to liquidity expectations,
- 25:00how do you cater to that realistically, right?
- 25:04I think we're getting to like one of the, the big issues that
- 25:07people are are getting into is how do you, how do you manage
- 25:10liquidity when you've got an investment that is doing very
- 25:13well, but maybe has existed for 810 years, Heaven forbid, you
- 25:18know, 12 to 15 years. Now you've got, you know, a
- 25:21demand or responsibility, maybe an opportunity to provide
- 25:24liquidity to some of your investors, but maybe the company
- 25:28management and you know, other folks who might have to consent
- 25:33or oversee those invest that liquidity might might have a
- 25:35different opinion. Exactly right.
- 25:38So and there's a lot to entangle there and we can talk about, but
- 25:42let's just assume you were this venture capitalist day one.
- 25:45You, you entered a company starting today, right?
- 25:47Chances are the company's wildly successful.
- 25:50They will not IPO in five years or even 10 years.
- 25:53They likely will stay private longer than that, which means
- 25:56along your journey as a venture capitalist, your LP's are going
- 25:59to say, hey, when I read your pitch deck, you mentioned you
- 26:02know there was a certain fun life, right?
- 26:04I'm expecting there through that fun.
- 26:05Life, maybe 12. Years exactly with a one year
- 26:09add on after 10 right for a couple of.
- 26:11Years. Wait a second.
- 26:11It's now 15 years. What's going on?
- 26:13Yeah, right. And they're going to expect 3X4X
- 26:16their money back, right? How do you make that happen?
- 26:18Increasingly the path will be at least what we're seeing from
- 26:22institutional size funds is continuation vehicles.
- 26:25So now like at certain certain time point maybe the assets
- 26:29mature for that fund that you created on day one, you create
- 26:31another fund or an SPV to buy the asset at current.
- 26:35Value Second, I just want to define when we say continuation
- 26:38vehicle, just so our viewers understand, we're talking about
- 26:40creating a new fund. This is when you you have an
- 26:43existing fund, maybe it's gotten to 12 years, but now I want to
- 26:46kind of create a continuation fund or vehicle for another, you
- 26:50know, 357 years. And what I would typically do is
- 26:53take my high quality assets by big winners out of my first
- 26:57fund, roll them into this new vehicle, and then give my
- 27:00existing LP's the opportunity to either roll into that new
- 27:04vehicle or get some liquidity or maybe a combination of both.
- 27:06Is that maybe a quick summary of continuity vehicle?
- 27:10Could not have said it better, Dave, so thank you.
- 27:12That's exactly what I what I was talking about.
- 27:15And when you do that, you're essentially allowing new LP's to
- 27:19buy a secondary from your first fund, right from that, from that
- 27:22first vehicle, the SPV or fund you created in the first
- 27:24instance that holds that mature asset now.
- 27:27And you know, I'm, I'm kind of drawing this conversation now to
- 27:30explain why some of these larger funds are becoming Rias because
- 27:33they're increasingly partaking in activities like this and
- 27:36they're well beyond $150 million threshold for AU1 and.
- 27:39And more than 20% of their activity.
- 27:42Right, right. Exactly.
- 27:43And more than 20% activity is getting involved in things like
- 27:45secondaries through continuation vehicles or maybe even just
- 27:48going out and directly buying secondaries as a means of
- 27:51getting access to an asset. Crypto and other related
- 27:55blockchain type assets are also not VC style assets among other
- 28:00things. Now we talked about a few
- 28:02things. I think another interesting
- 28:03angle is what if you're that investor on day one, right, that
- 28:08wants to exit right after five years and someone wants to buy
- 28:11your shares, How do you actually facilitate that transfer, right,
- 28:16to create liquidity for your LP's?
- 28:18And here's where you got to talk to a company, right?
- 28:20The company that you invested in needs to consent to that because
- 28:23they're typically our rights of first refusal on transfers.
- 28:27The bylaws will prohibit those transfers where that company
- 28:29consent. There may be other restrictions
- 28:31related to the purchase agreement you signed.
- 28:34So there's all kinds of things that will come into play and
- 28:36that's why companies are involved typically when there
- 28:39are transfers on the cap table. And companies are generally
- 28:43reticent to supporting these secondary types of transfers for
- 28:46a few good reasons. One yeah, I I can pause here if
- 28:50you like. No, go ahead.
- 28:51I was just going to say that I think you've identified one of
- 28:53the biggest issues is, you know, when, when people want
- 28:57liquidity. I, I think it's understood from
- 28:59people in the industry, but maybe not folks coming in is
- 29:01that you need consent from the board and the management of the
- 29:04company to that transaction. The right of first refusal or
- 29:08Roefer is a common phrase. And I, I don't think that
- 29:12happens in all cases. And, and maybe it's happening
- 29:14less these days than it used to, but founders and management of
- 29:18companies typically want to know who their investors are and they
- 29:22want to sort of, you know, manage that process while
- 29:24they're private. Not an irrational perspective or
- 29:27understanding, But at the same time, these investors who might
- 29:29have been in the company for some period of time may want,
- 29:32you know, partial or full liquidity and those two things
- 29:35may come to a head. Yeah.
- 29:36And then they often do for for exactly those those reasons, you
- 29:40know, companies don't want to share confidential information
- 29:42that they may owe investors to investors they don't know our
- 29:45pre-existing relationships with. And they also don't want to have
- 29:48to acknowledge a value for their shares that they may not have
- 29:53been a part of negotiating. Right, that might I see.
- 29:57Might for them trigger value of shares that has tax tax
- 30:01implications for their employees or them?
- 30:03Is that is that part of what's going on?
- 30:05Right. I mean, there's, you know, I
- 30:06think you're looting to, you know, the, the employee value,
- 30:09right. So 409 A values are, you know,
- 30:12it's a value that companies have to establish on an annual basis
- 30:15for how they, you know, for, for the value which they issue
- 30:18equity incentives like options to employees.
- 30:22And if there's information about the value of those shares or
- 30:26some information might affect the value of those shares, the
- 30:28firm's app that determine that value, the 49A, the value that
- 30:32you, you, you're issuing shares at has to factor that
- 30:35information in. So let's see you have a bunch of
- 30:36secondary transactions at an obscene valuation or higher than
- 30:39where you want it to be 1. It kind of forces use a company
- 30:43to reckon with that as like or how do I live up to this
- 30:45valuation too? And may affect the 49A valuation
- 30:48for incentives, right? Well, what are you seeing happen
- 30:52in the market today? I mean, I, I guess I saw some
- 30:54statistics recently where, you know, somewhat manageably small,
- 30:59maybe only 2025% of, you know, secondary trades were being
- 31:03Rowford or restricted. That's, that's a lot lower than
- 31:08might have been the case, maybe, you know, 5-10, fifteen years
- 31:11ago. But do you still see that as a
- 31:13big, you know, issue or problem with people or are they, are
- 31:16they managing to get, you know, approval?
- 31:18I, I guess one thing was what happens if the company says,
- 31:21hey, I, you know, I don't want somebody else to buy the shares,
- 31:24but is the company might buy the shares, is that still OK or or
- 31:28can they completely block any type of liquidity whatsoever?
- 31:32Yeah. The the way these Rovers
- 31:33typically work, the rights of first refusal is there's a right
- 31:38of first refusal that the company holds and their rights
- 31:41of first refusal that other investors hold.
- 31:44And typically the way the way it unfolds is the company will have
- 31:47a first right of first refusal, at least in their bylaws that
- 31:51basically says, hey, the company can buy these shares at the
- 31:53value of transacting at. Now venture backed companies
- 31:57typically aren't using balance sheet cash to buy back its own
- 32:00securities. I mean, usually cash is for
- 32:02runway and investing in R&D and understanding how the market fit
- 32:07building the company. So the row for that generally
- 32:10comes into place. Other investors in the cap
- 32:11tailors are the ones who. Who?
- 32:13Who would? Likely participate now the
- 32:17company could probably still block the transfer at that
- 32:21point. Let's say investors did not want
- 32:23to buy the company could still say no, this transfer could not
- 32:26happen. What what I'm seeing changing
- 32:29and I think what you might be seeing changing is that
- 32:31companies increasingly are more permissive about these things.
- 32:35And I think it's just what the market dynamics have changed,
- 32:38right? Companies are not seeing public.
- 32:41Going to have to be the case, right?
- 32:43You can't keep, you know, employees in jail forever.
- 32:45And if companies are taking 15 years to go public, you know,
- 32:48some, some people may leave the company and move on.
- 32:51Some people, you know, they want to buy a house for their kids,
- 32:54you know, or send their kids to college.
- 32:56So I think it's not unreasonable to see these requests come in if
- 32:59the person's been with the company for five to 10 years or
- 33:02even longer. Right.
- 33:04Yeah. And you know, there I think
- 33:06there was also this notion of it being taboo maybe for an early
- 33:10executive that still have the company to sell a portion of
- 33:12their holdings or an early investor to sell that holding
- 33:15because it might signal a lack of conviction.
- 33:18Whereas for the same reason, companies just staying private
- 33:20longer, it's just a rational decision to make to keep money
- 33:24moving in in the private markets.
- 33:26So companies are increasingly more permissive.
- 33:27However, I think when we talk about secondaries or a few
- 33:30different flavors, 1 is a secondary where there's a
- 33:32transfer of the company shares directly and there's another
- 33:35type of transfer which might happen.
- 33:37We're like an investor created, let's say, an SPV on day one to
- 33:40create, to buy assets of a company.
- 33:43They want to create liquidity for those early SPV investors.
- 33:46Now they find new people to buy a slice of that SPV rather than
- 33:50sell the shares of the company directly.
- 33:52I think this is the trend that we're really starting to see
- 33:55more. And I, I wonder what your
- 33:57perspective and actually I wonder what the founder
- 34:00perspectives are that you come across for that type of story.
- 34:03Because, you know, as an early investor in a company, you know,
- 34:07I think now I have a different perspective on things than maybe
- 34:101520 years ago when I first started doing this.
- 34:13And, and we also have some, you know, some companies that went
- 34:17on to really big outcomes, a, a few that might be not known to
- 34:20everybody, but like, you know, investments in Canva or a couple
- 34:24like Solano or a couple like GitLab that eventually went
- 34:27public. But you know, in, in Canvas
- 34:30situation in particular, I've been, I was an investor out of
- 34:33our second fund at 500 startups in 2012 or 13.
- 34:36And now it's 13 years later, you know, that investment done
- 34:41fabulously well, which has been fantastic, but it's still not a
- 34:45public company yet and might be another year or two before they
- 34:49decide to go public. So I, I think we're seeing, you
- 34:53know, I guess both an opportunity and well as well as
- 34:56some concern. When people have, you know, a
- 34:59big illiquid position that's increased in value, you, you
- 35:03start worrying a little bit that you may not get to the finish
- 35:05line or you may not be able to, you know, get a return on some
- 35:08of those, those markups. And I, I guess that's where I
- 35:12kind of wonder what kind of dynamics are you seeing where
- 35:14people do want to provide that fractional liquidity within
- 35:17ESPV? Are they still considered one
- 35:20entity on the cap table or are they, you know, is that
- 35:23abstraction layer OK for the company?
- 35:26It's a great question. And unfortunately, here's where
- 35:29the answer isn't as precise because you have to look to that
- 35:33company's bylaws to see how they define a transfer.
- 35:39Because they may define a transfer not just as a transfer
- 35:42on the cap table, but they may define a transfer as a transfer
- 35:46of like beneficial ownership of an entity on the cap table,
- 35:52which would mean is to make it simple, if you're an SPV on a
- 35:55cap table and a portion of your SPV changes hands, that may be
- 36:00deemed the transfer on the cap table.
- 36:02The company may say this, this is not permissible.
- 36:05Now, I don't know if that specific language has been
- 36:09tested by the Delaware Chancery Court as something that the
- 36:12company can prohibit. I think that's maybe a question.
- 36:15If that's you know true or not true.
- 36:18Yeah, but but that is, that is the language in many companies
- 36:22bylaws, bylaws that I've seen when I was at Cooley and and
- 36:25beyond. Now what I will say, and this is
- 36:29sort of like rather than a pining on specific transfers and
- 36:32specific companies, companies I think are still generally averse
- 36:36to any transfers, whether it's directly on the cap table or
- 36:40through SPVSI. Think what needs to happen in
- 36:43the market is companies need to accept that if, if they want to
- 36:47stay private longer, there has to be a path for early
- 36:52stakeholders to realize value and some opt in, maybe some
- 36:56generalized standardized way of permitting this activity with
- 37:01certain general information that they're comfortable sharing.
- 37:04That is what would bring this market to healthier dynamic
- 37:08where you will see less of what I would consider the more
- 37:11perverse incentives in the secondary's market today where
- 37:14you have people who claim to have access to XYZ company and
- 37:17there's many that will fit this like open AI, you know, type of
- 37:21type of institution today. But they don't have access.
- 37:24They're going to go find a broker to get access and the
- 37:26broker will find an SPV and an SPV and then they'll shop that
- 37:30and sell that to investors who have no idea how many layers
- 37:33they're investing through, how many layers on the cap table.
- 37:35They're actually getting access to this, this shares and, and
- 37:38not know the fees that are associated with that.
- 37:40And that activity is not great. So I think if companies are
- 37:43opting in more from the outset, there is more expectation from
- 37:48LP's on the information they should have access to.
- 37:51You have a more fluid market that still supports companies
- 37:53staying private longer. And that's something I would
- 37:56advocate for. And I would actually ask you,
- 37:57Dave, with your megaphone, like that's something I'd like to see
- 38:00happen. Yeah.
- 38:02And it's, it's funny that you mentioned this because I was
- 38:04literally just talking to a friend of mine last night and
- 38:09she has been part of three different companies that have
- 38:12gone through ups and downs. And you know, I, I, I will say
- 38:17one or twice, one or two of the situations were, were favorable,
- 38:20but you know, more than one of them was not so favorable where
- 38:23the company went up in value, but there was no liquidity.
- 38:26And then it later it went down in value substantially.
- 38:29And she was saying, you know, hey, I spent 6-7 years of my
- 38:31life working for these two or three different companies.
- 38:33And sometimes, you know, the company value on paper goes up
- 38:37to a certain level, but the employees don't see that
- 38:40liquidity. And you know, same thing maybe
- 38:42on the investor side as you might be in an investment
- 38:45vehicle that, you know, hey, has a 5X10X even, you know, 20X
- 38:49increase in value over the last 5-10 years, but you're still
- 38:52waiting for realize that value. And I, I think I can understand,
- 38:56as you say, the company wants to have some control of what's
- 38:59going on and probably wants to prevent, you know, crazy multi
- 39:03layered vehicles with lots of fees and lots of, you know,
- 39:06obfuscation about who's actually on the cap table.
- 39:09At the same time, you know, if we're, you know, employees and
- 39:13investors are taking a journey with a company that's, you know,
- 39:15risk oriented in the value of that, you know, equity goes up
- 39:19over time. I don't think you necessarily
- 39:21want to be held hostage until the day of liquidity, which may
- 39:25or may never happen. Being an IPO and having some
- 39:28regular opportunities along the way for liquidity seems, seems
- 39:32like there's got to be some happy medium between, OK, some
- 39:36amount of management of who's on the cap table, but also some
- 39:39amount of management of, you know, reasonable fractional
- 39:42liquidity along the way. Anyway, I don't know if that's
- 39:46likely to happen right away, but it seems like market forces are
- 39:49are pushing us towards that scenario, especially as you
- 39:52know, maybe this wasn't as much of an issue when companies only
- 39:54took 78 years to go public. But when they take 15 years to
- 39:58go public, I I think really changes the dynamics for a lot
- 40:00of employees and early investors.
- 40:03Yeah, 100%. And you know, there are things
- 40:06that companies will not be able to stop that.
- 40:09I think this could also help put an end to.
- 40:11For example, you know you may be aware of Robin Hood tokenizing
- 40:16interest. That was fascinating.
- 40:19Yeah. Again, for folks who haven't
- 40:20followed this, the the creation of almost like derivative
- 40:23instruments, really, really derivative instruments for, you
- 40:26know, both, both maybe public equities, but as well private
- 40:30companies where the platform that's creating those
- 40:33derivatives doesn't really have ownership in those entities.
- 40:38It's, it's kind of, I don't know, when you think about it,
- 40:40it's sort of like magic almost where you could sort of create
- 40:42this asset out of out of thin air and have people get trading
- 40:46in it where you don't really control the asset at all.
- 40:50Right. Exactly.
- 40:50There's no voting right attached to that derivative security.
- 40:54You don't really have a direct tie to claim beneficial
- 40:58ownership in in, in what you own.
- 40:59It's all through this derivative security that's not tokenized
- 41:02and it's like a mirror of of the actual security.
- 41:05Hopefully it's a mirror and there's no warps in that mirror
- 41:08or imperfections in the glass that make it not exactly the
- 41:11company, but but particularly when we're talking about private
- 41:14companies, I mean, how do you know what's going on in the
- 41:17private company in a way that, you know, you might expect from
- 41:20a normal public market where you get quarterly, you know,
- 41:22financials and earnings reports and things?
- 41:25Exactly. So, you know, I'm sure, I'm sure
- 41:27the folks at Robin Hood and across the market would prefer
- 41:30that there was a more direct route and something that they'd
- 41:33be happy to screen entry into if companies were also to opt in
- 41:39once they reach a certain stage. And, you know, as a founder, I,
- 41:42I frequently talk to employees at Sidecar and I, I mentioned to
- 41:45them that it is a goal of mine to create liquidity for them for
- 41:49the work that they're putting into their equity.
- 41:51I don't want them to have to wait.
- 41:52I don't know how many years, right, as a founder of a
- 41:54business to, to create liquidity.
- 41:56And we have a really healthy growing business.
- 41:58There's no reason to sell the business prematurely, but it's
- 42:00also no reason to hold back on liquidity for those who worked
- 42:02really hard for it. So I think, I think we need.
- 42:04To think that's where the market forces maybe dynamic is changing
- 42:08that because I, I know 10-15 years ago it was really
- 42:11considered to be rare and forbidden for people to seek
- 42:14liquidity outside of normal, you know, exit event, IPO or
- 42:18acquisition. But now more and more, it seems
- 42:21like again, as, as these journeys take longer than 10
- 42:24years, a lot of people are trying to figure out, well, you
- 42:27know, OK, the company's playing for a larger outcome or maybe,
- 42:31you know, just wants to say private forever.
- 42:33But that wasn't quite the bargain that I think that early
- 42:36investors and employees made with the founders of the company
- 42:39when they got started is, you know, hey, we're taking risks
- 42:41together. We should probably also share
- 42:44the words together as as the company increases in value.
- 42:48Yeah, exactly. Well, I, I guess I'd like to ask
- 43:00maybe one or two other questions that might be on the radar for
- 43:02people. I think we've had some recent
- 43:04changes in legislation and some pending possible future changes
- 43:08in legislation where that bar for, you know, ERA versus RIA
- 43:12might be changing. I think we've had some changes
- 43:15in QSBS rules that allow people to sort of take advantage of
- 43:18some tax benefits at least at the federal level for companies
- 43:21once they have had only three or four or five years, which is a
- 43:24little bit of a change from the previous QSPS rules.
- 43:28And then one other topic, which I may be getting into the weeds
- 43:31here, but some transactions are not happening where they're not
- 43:36actually transfers or purchases. They were what's called forward
- 43:39contracts. And I think in many cases these
- 43:42are done to avoid, you know, taxable events and maybe in some
- 43:45cases to avoid transfer restrictions.
- 43:48All, all these different structures now are starting to
- 43:50play into SP BS and I know I threw a lot at you there, but
- 43:53maybe let's walk through each of those and what do you think
- 43:56those are going to, you know, how those play out now as we go
- 43:59forward? Yeah, there there's, there's
- 44:03certainly a lot on the scene right now from a from a
- 44:06regulatory perspective. And I think, you know, we talked
- 44:08a lot in this conversation about the market incentives and market
- 44:11demands for liquidity. I think that on the other side
- 44:15there's speculation that there will be regulatory easing with
- 44:17the current administration and and changes at the SEC and, and
- 44:21what not. Certainly seems seems like
- 44:22they're leaning that direction. Right.
- 44:25And we haven't seen any rules come into play yet that
- 44:28definitively open the gates more.
- 44:31I think there was a rule around 5 O 6C general solicitation that
- 44:37basically made it so that if you invest past a certain dollar
- 44:41amount, there's a presumption you're accredited and you don't
- 44:43need to to serve information validating how you're credited
- 44:47to the issuer. But that didn't really do much
- 44:49because not many people rely on five O 16.
- 44:51If you're investing that much, it's probably not a problem for
- 44:54you to pull out it evidence of of of your five O 60 status.
- 44:58But now there's all these other rules coming to play around 4 O1
- 45:01KS being, you know, a vehicle that can invest in alternatives.
- 45:04There are rules that may. Change, change really change the
- 45:08amount of retail investing in startups and and funds that
- 45:11might be happening in the future.
- 45:14Total totally can. There are rules around the ERA
- 45:18exemption and and broadening the scope of what VCs can do and
- 45:24maintain the ERA exemption. That might include things like
- 45:26secondaries or investments in other private funds.
- 45:29What? Else what I heard was that was
- 45:32explicit proposal with that, that number either 20% would be
- 45:35raised or the dollar amount would be raised or possibly
- 45:38both. Right.
- 45:40And all of these finer details change as the bills go through
- 45:43Congress and then being finalized.
- 45:45But like the notion, the intent, the sentiment is opening the
- 45:48gates a bit more. And of course you mentioned the
- 45:51QSBS one, which makes it so you can realize QSBS the the
- 45:56elimination of the the Federal Capital gains tax on private
- 45:59company shares perhaps earlier and for a greater value which of
- 46:03course as expensive. Implications for people who are,
- 46:07you know, not nonprofit status who are investing.
- 46:10And again, if we're opening up to the retail market, a lot of
- 46:12those folks, you know, would benefit from that.
- 46:14Certainly some of our investors, our previous funds have
- 46:17benefited from that. I think the current exclusion is
- 46:20up to $10 million per company, per person or or per entity
- 46:25that's receiving that exemption, I guess.
- 46:28That's right. That's right.
- 46:29So we'll see how all these things unfold.
- 46:31I think the QSBS 1, I mean, you would take some modeling to
- 46:34figure out like the the net after tax gains on a certain
- 46:38startup investment and to see how much it changes the value.
- 46:40And maybe if you're a very large institutional investor that
- 46:43doesn't have tax advantages, you might think about that as like,
- 46:46oh, like maybe I should drop a bit more capital to venture as a
- 46:49result. I think for the retail investor
- 46:51probably won't change whether or not you invest in a certain
- 46:53startup or certain fund, but maybe maybe it will.
- 46:56I think the other stuff is really is it could really move
- 46:59the market in particular the four O 1K opening, so.
- 47:04That. Seems like a huge change maybe,
- 47:07you know, equivalent to when mutual funds got into venture,
- 47:10you know, I think 4050 years ago that really changed the game for
- 47:13a lot of folks and you know, could, could bring a whole new
- 47:19set of investors into the market that haven't been there before
- 47:22with both positive and negative potential.
- 47:26For sure, 'cause you got to think about, you know, you kind
- 47:27of follow the money and the incentives here.
- 47:29Who's who's who's shopping alternative asset opportunities
- 47:33to four O 1K administrators? Are they shopping the best
- 47:37opportunities? And what incentives do 4O1K
- 47:39administrators have to make sure like they're getting access to
- 47:41the highest quality alternative asset opportunities?
- 47:44Not folks that have had that experience before either.
- 47:47So I'm not sure if they're always going to be able to
- 47:49figure that out. Yeah.
- 47:51How about the one that I was mentioning there?
- 47:53I guess this is something that we're certainly seeing in our
- 47:56business more and more is what's called forward contracts or you
- 48:00know, basically an agreement to an exchange of economic value in
- 48:02the future when a liquidity event occurs, but not an actual
- 48:05transfer of shares in the in the normal sense of, you know,
- 48:09buying equity. So the the shareholder of record
- 48:12remains the shareholder of record.
- 48:13The buyer in this case is the person signing the deal, but
- 48:17there's no taxable event for the seller to to have to worry
- 48:20about. There's no change or control
- 48:23theoretically on the cap table for the employee or the investor
- 48:27who holds those shares. Is that something you're seeing
- 48:30more and how does that affect the, you know, is there an
- 48:35actual roofer over a forward contract?
- 48:39You know, I, I don't think there is and I don't know if you can
- 48:42restrict because the way that these contracts are drafted and
- 48:46candidly I haven't looked at them in a while, But there,
- 48:49there are a couple companies, Equity B, SECFI, among others
- 48:53that were in the business of essentially going to employees
- 48:57of companies that they may have left and saying, hey, we can
- 48:59help you finance the acquisition of your shares.
- 49:01Because when you leave a company, you have a.
- 49:03Certain. Typically like 90 days to
- 49:05exercise your options. Right after that you might lose
- 49:08it, use it or lose it and maybe it's like 50K to exercise your
- 49:12options and you don't have that cash sitting around or how do
- 49:14you get that, that cash? There are some companies that
- 49:16would finance that and then make you sign a forward contract so
- 49:19that a portion of that value right go to that company exit
- 49:23so. Essentially, they're going to
- 49:24front you the money to exercise and pay, you know, for the
- 49:28exercise and purchase of your shares.
- 49:30But then they're going to want some of those shares to come to
- 49:33them in the future at some point.
- 49:36But right now they're not taking control of those shares.
- 49:38But, you know, that's why they're fronting, you know, the
- 49:41cost of making that exercise available to the employees that
- 49:44they have an expectation of getting some of those shares
- 49:46back in the future when there's a liquidity event.
- 49:48But for the moment, that's not a taxable event.
- 49:51And it may not be shares, right? I think this is the key.
- 49:53The key component of these forward contracts is it's value,
- 49:56not shares. So the way at least the ones I
- 49:59looked at the the contract was signed by someone that was
- 50:04perhaps exiting a company need to text as an option.
- 50:06They sign a forward contract, they receive some cash.
- 50:08The forward contract basically says that at some point in the
- 50:11future, when there's a liquidity transaction, whether it's an M&A
- 50:14or an IPO, those shares will be sold by that individual and then
- 50:19the capital from that transaction is given to the
- 50:22other. Or the shares might be
- 50:24transferred at that, or the shares might be.
- 50:26If they can be, yes. If they can be transferred at
- 50:28that point, true. If they're if it's a public
- 50:29listed company, maybe that that's the case, but there
- 50:32isn't. There isn't typically a a
- 50:34commitment in the forward contract to a transfer of shares
- 50:37explicitly, because that might then implicate the transfer
- 50:40restriction. I see.
- 50:41Yeah. So although there's no tax
- 50:43upfront, it may be less tax efficient because it might
- 50:45actually be subject to ordinary income for the person sending
- 50:48the forward contract later. I think that's also.
- 50:50Depending on depending on it. Yeah, exactly.
- 50:54Delicate line to sort of dance there between having that still
- 50:57be deemed an investment and capital gains instead of
- 51:01ordinary income taxation, but also not a transaction that is
- 51:05subject to a taxable event. Exactly.
- 51:07And of course there's all these, you know, intricacies of like
- 51:10when they sell, whether it's within a year after year,
- 51:12etcetera. But yeah.
- 51:13Right. And I and I think you brought up
- 51:15an important part of that which is it's very fuzzy I think at
- 51:19the moment whether you know transfer restrictions and
- 51:22roofers can actually restrict these type of forward contracts.
- 51:27I think the company is sort of assume that they can control
- 51:30that, but I, I don't know if that's actually been tested.
- 51:34Do you have a a sense of whether that's definitive or not or is
- 51:37that on the case by case basis? You know, I think this will,
- 51:41well, I think the forward contracts really depends on how
- 51:44they're drafted. I think if it commits to a
- 51:46transfer of shares in the agreement, then a company might
- 51:50claim that it violates a transfer restriction because it
- 51:52may be considered what's called like an encumbrance on, on the
- 51:54shares. And that's typically something
- 51:56that is in bylaws. If it's just a transfer of value
- 51:59or a transfer of shares when they are freely transferable,
- 52:02then I don't think it would violate any transfer
- 52:04restrictions, but it can case by case.
- 52:06I think the real interesting thing is like what we first
- 52:08talked about in this conversation around transfers,
- 52:10which is, hey, what happens if you're a fund or an SPD on a cap
- 52:14table and and that fund or SPV changes hands?
- 52:17Is that a transfer? I don't know if that's been
- 52:19tested and there's so many transactions happening in that
- 52:21world where, you know, it would be really interesting to see how
- 52:25the market plays out because I don't think market dynamics are
- 52:27slowing. So I think companies will just
- 52:29need to get on board and and I think we can help make that
- 52:31happen. Well, I think the positive
- 52:34opportunity here is that we create an alternative path to,
- 52:38you know, both transfers of shares, liquidity, well,
- 52:41transfer of economic interest at the very least, and and
- 52:45hopefully a way for people to, you know, benefit as as the
- 52:49company is increasing in value, you can transfer some of that
- 52:51benefits to the employees to the investors, to other investors,
- 52:56you know, again, either partially in full.
- 52:57And I think that's beneficial to the entire, you know, industry.
- 53:02I think it's eventually beneficial to the company as
- 53:05well, although people may be looking more short term for
- 53:07control rather than, you know, the long term benefit.
- 53:10We had this conversation before in one of our early episodes
- 53:14with SIM Desai at Hive, where he was essentially saying a lot of
- 53:19public company private companies CE OS are almost doing their IP
- 53:23OS, you know, on training wheels.
- 53:25I guess maybe that's not the right metaphor, but they might
- 53:28have the company be private, but still getting used to being a
- 53:31public company, possibly releasing some limited
- 53:33financials or at least some metrics that could help, you
- 53:37know, 0 in on value for the company and really use that as
- 53:40an exercise to do price discovery before they go public
- 53:43in the real markets. And I, I would guess that a lot
- 53:45of, a lot of private companies, CE OS if they, if they know what
- 53:49the alternative is, having to pay an investment bank here 3 to
- 53:525%, do some imperfect price discovery, you know, prior to
- 53:56going public. I think we've seen recently with
- 53:58the Sigma IPO that that can be wildly inaccurate sometimes.
- 54:03I think it would make a lot of sense if you could do that price
- 54:05discovery over more measured period of time with some actual,
- 54:09you know, test cases before you go public and, and maybe that
- 54:13becomes a less expensive and more precise activity when you
- 54:17do decide to pull the trigger. But I, I don't know how many,
- 54:20how many CE OS are really thinking like that.
- 54:22It, it seems like they should be thinking like that rather than
- 54:27trying to take a shotgun approach to going public and
- 54:29having to figure that all out. You know, in one or two
- 54:31quarters. You might want to get your reps
- 54:34in, you know, start, start working out before you go up
- 54:37there on that stage and, and really try to figure out in the,
- 54:40in the private markets how you can get some stability and, and
- 54:44growth and price discovery. I totally agree.
- 54:47And the data's there, right. If you're a pre IPO company,
- 54:49there is a there's a good amount certainly on your shares.
- 54:53This is the thing though, I, I think there's a lot of companies
- 54:56who are probably let's say in this range of doing 100 million
- 54:59to 500 million in revenue. You know, maybe there's 500,
- 55:02maybe there's 1000 companies that fit that, you know, sort of
- 55:05model. And now that we're really seeing
- 55:08500 million, maybe even a billion dollars being the, the
- 55:11mark for companies to go public. There's a good period of time
- 55:15where they're going to be doing more than 100 million, but not
- 55:18public. Maybe that's even a five year
- 55:20period. I it seems like the secondary
- 55:23marketplaces out there are going to be the opportunity for
- 55:26liquidity and maybe these SPV's are sort of the vehicle by which
- 55:31you can provide some of that liquidity.
- 55:33Yeah, Yeah, we certainly think that's the case.
- 55:36And I think it's an elegant place where if companies are
- 55:38amenable, it does not require transfers of the shares
- 55:41directly. And there is an opt in and a way
- 55:43to do this the right way that we're pushing for.
- 55:46And you know it's speaking for Sycar, we're we're an
- 55:49administrator. So we don't we don't have a
- 55:51substantive view on a people use our platform for but I have
- 55:54personal views on how I want the market to shape up right.
- 55:56So yeah. And I think again, invitations
- 55:59there that they're probably some really good people out there
- 56:01like Sam yourself and others that if we come together and
- 56:03work on this, I'm sure we can come up with something good to
- 56:06to kind of put forth and suggest as the template.
- 56:09Well, I think we need to get behind a movement here, Nick,
- 56:12and I'll tell you that I think there's actually a perfect sort
- 56:18of metaphor for this, and I want to lay it on you here on my
- 56:21shared screen. So tell me what you think about
- 56:23this idea for our movement is that we need to start, you know,
- 56:29an MTV channel and make make SP VS as popular as music videos
- 56:35and make SP VS available to everybody.
- 56:38Is that is that a good sort of like, you know, power to the
- 56:42people sort of power to the investor employee sort of
- 56:46Clarion call out there. Do you like?
- 56:48Do you like? I want my SPV?
- 56:50Dave, that's the anthem. Let's let's rock.
- 56:53We will be a part of this. Yeah.
- 56:55But I, I really do think that, you know, your platform is
- 56:58creating an opportunity that more and more people are going
- 57:02to take advantage of. And, you know, I think maybe
- 57:045-10 years ago, SP VS were sort of this weird, odd thing that
- 57:08happened, you know, once or twice in the market.
- 57:11But now it seems I, I saw, I saw, I heard some numbers from
- 57:14Forge that more than half of their secondary volume was
- 57:18happening through a single asset SP VS.
- 57:21And, and it does seem like, you know, the roofers are coming
- 57:24down, you know, maybe there's people that aren't trying.
- 57:27And I know there's, there's still some people that are
- 57:30pushing back against, you know, all these things happening, but
- 57:32it seems more and more like people are looking at, you know,
- 57:35frequent opportunities for liquidity being an OK thing for
- 57:39a company, for employees as well as early investors.
- 57:41So I hope we're going to see more use cases in the future.
- 57:46For sure that that's that's the win, win outcome.
- 57:48That's the icon Charlie Munger would be a fan of.
- 57:50Well, Nick, thanks for spending some time with us today and
- 57:53really appreciate you pulling the covers back and taking us
- 57:56under the hood, seeing how things are are made.
- 57:59And I really hope we're going to see more SPBS and more Sidecar
- 58:03in the future. Amazing.
- 58:04Let's make it happen, Dave. Thank you for having me it.
- 58:07Certainly is a big bun. It's a.
- 58:09Very big bun big. Fluffy bun.
- 58:12It's a very big, fluffy bun. Where's the beef?
- 58:16Some handbag of places give you a lot less beef on a lot of bun.
- 58:20Where's the beef? OK, we're here for another
- 58:28session of Valuation Corner with Professor Virgie Aman.
- 58:32What company were you going to be covering today?
- 58:34Today, Dave, we're going to be covering Stripe, which is a
- 58:38payments processor. Up until at the very beginning
- 58:41of this year, this was one of the maybe the third biggest
- 58:44company, private company in the world.
- 58:46It's not been surpassed by Open AI and Anthropic and a couple of
- 58:50others, but it's been a very successful company for a long
- 58:54time. The payment space there, they
- 58:56did a secondary back in February, about a $91.5 billion
- 59:00evaluation and has been one of the most available, most liquid
- 59:04companies if we're in the secondary market available on
- 59:07platforms like Hive and others. And there's been an active
- 59:10secondary market that's going back a number of years now.
- 59:13The company's had a really interesting valuation trajectory
- 59:17before that February 2025 valuation.
- 59:20Their valuation back in 2021 reached almost $100 billion.
- 59:25This was at the peak of the bubble and and their valuation
- 59:29at that time. $100 billion. My goodness. $100 billion.
- 59:39They did turn a lot of heads with that $100 billion valuation
- 59:43in March of 2021 and then in 2023 they kind of corrected as
- 59:47the market corrected and did a the $50 billion evaluation.
- 59:50But if had subsequent up rounds, if you look at the graph then
- 59:54the and the history of the valuations, you can see that
- 59:56just that one March 2021 valuation is kind of an outlier,
- 1:00:00right? It's kind of the one that
- 1:00:01doesn't. Seem pretty steady.
- 1:00:03So I think that's that just tells you that the market was
- 1:00:05out of whack, but the company has otherwise performed well.
- 1:00:07And if you exclude that outlier, it's been fairly a solid, almost
- 1:00:11monotonic trajectory up into the right.
- 1:00:14So if I have a deep dive on Stripe and what they do and what
- 1:00:17their what their current valuation looks like and maybe
- 1:00:20talk about whether this $90 billion valuation is too low,
- 1:00:24too high or or just right. And I expect in the next three
- 1:00:28to six months to another, they'll do another secondary
- 1:00:30because they happen every year and they're certainly one of the
- 1:00:33top IPO candidates for 2026. So let's talk about how to do
- 1:00:43evaluation. There's really two ways that you
- 1:00:45can do it. On the left hand side, you can
- 1:00:47see a methodology and the the things you need for a discounted
- 1:00:52cash flow methodology for evaluation.
- 1:00:54On the right hand side would be market comps.
- 1:00:57These are really the two ways. If you talk to auditors, these
- 1:01:00are the two ways that they will guide you on doing fair market
- 1:01:03valuations. There may be a third way usually
- 1:01:06around IP and if what do you own, what are the, what are the,
- 1:01:09what's the value of the assets that you own?
- 1:01:10That's typically done for drug companies and people like that.
- 1:01:14But for tech companies, it's really just one of these two.
- 1:01:17On the left hand side, this down to cash flows.
- 1:01:19What we're looking for is revenue growth in revenue and
- 1:01:22unit economics. And then we'll look at basically
- 1:01:25free cash flow. What are the drivers of free
- 1:01:26cash flow? That's going to be a function of
- 1:01:29your profit margin, the, the growth rate and all those
- 1:01:33things, how durable those cash flows are based on competitive
- 1:01:37advantage technology you've got or other ways to define and
- 1:01:41forecast those things. And we we will look at all those
- 1:01:45things as we know them for Stripe today.
- 1:01:47I'll also do another market comp comparable for Stripe.
- 1:01:51So I'll kind of give you a discount cash flow analysis and
- 1:01:54a market cap analysis. And we'll, we'll try to use both
- 1:01:56those things to come up with a, a reasonable thing for, for
- 1:01:59Stripe. The thing to look for with
- 1:02:01market comps is, well, what, what do you think is the right
- 1:02:04market comp? You can compare payments
- 1:02:07companies to different companies within that category.
- 1:02:10There are payment providers, there are financial services
- 1:02:12companies, there are banks, there are wealth managers.
- 1:02:16Companies always get a little bit of creative in terms of how
- 1:02:18they choose comps. They want to find comparables
- 1:02:19that are favorable to them and that kind of work for their,
- 1:02:22their marketing and their pricing.
- 1:02:24But investors have to have to think a bit about that.
- 1:02:27OK. So we'll go through this
- 1:02:28exercise now and I'll take you through what a possible
- 1:02:31evaluation looks like for Stripe for 2026 for a viewing audience.
- 1:02:36This is a, a chart that just shows two things. the Y axis is
- 1:02:41it's a bit of a magic metric. It is the EBITDA margin of the
- 1:02:44company multiplied by the CAGR of the sales.
- 1:02:47So the growth rate of the sales in the past two years.
- 1:02:50So I'm putting profitability and growth and just multiplying them
- 1:02:54together one metric and on the X axis is your multiple, what is
- 1:03:00the multiple of the enterprise value of the company to sales.
- 1:03:04So let me start by adding in the comps that I think are going to
- 1:03:07be relevant for Stripe. I'm, I'm going to put in payment
- 1:03:11processors folks like PayPal or Global Payments or Fiserv, money
- 1:03:15transfer companies like Western Union.
- 1:03:17And then I got Visa and MasterCard on the chart as well.
- 1:03:20And I've put in a line that I think represents a good fit
- 1:03:23between the Y axis and the X axis.
- 1:03:27You can see that there's basically two companies on the
- 1:03:29list that fall outside of that line in a, in a, in a way that
- 1:03:32shows that their sales multiple is a little bit higher than
- 1:03:35their metrics. That's a Visa and MasterCard.
- 1:03:38Those aren't payment processors now those are payment networks.
- 1:03:40So there's a lot of recurring revenue and sticky brand value
- 1:03:44in both those companies that might, that might tell you,
- 1:03:46well, the value of companies is off the line in a, in a positive
- 1:03:50way for the multiple just because when you have a strong
- 1:03:53brand and a strong network, maybe investors pay a premium
- 1:03:56for that. Let me add in a couple of
- 1:03:59others, ADP and paychecks. These are payroll processors.
- 1:04:01You can see they're close to the line, but also a little bit
- 1:04:05higher than the financials might justify their multiples a little
- 1:04:08bit higher. Why is that?
- 1:04:09Well, if you're a payment processor and you're a payroll
- 1:04:12provider, there's a lot of stickiness too, right?
- 1:04:14If you're ACF of a company, you know, you don't really want to
- 1:04:16switch payroll processors. It's hard to do that because if
- 1:04:19it works, it works. Your employees are happy, you're
- 1:04:21happy, you don't want to, you don't want to break anything.
- 1:04:24So this is where Stripe and its nearest competitor, Audien fall
- 1:04:29at the $91 billion evaluation for Stripe.
- 1:04:31Stripe and Audien are pretty much on that line, as you can
- 1:04:33see. And so that tells me based on,
- 1:04:36you know, based on this magic metric and just based on
- 1:04:39treating Audien as near competitor, but even looking at
- 1:04:41the whole thing this universe, that seems like a pretty good
- 1:04:44valuation for Stripe. So therefore at the valuation, I
- 1:04:48think Stripe is, you know, kind of close to close to fair value.
- 1:04:53Let's just walk through a quick comparison of Stripe versus
- 1:04:55Audion and what what they both do.
- 1:04:58They are very similar in terms of their, their basic business
- 1:05:02model. Both of them are payment
- 1:05:04processors, gateways and merchant accounts.
- 1:05:06They both deal with merchants. I've done a side by side or a
- 1:05:09comparison of what their revenues and multiples are.
- 1:05:11And things like total payment volume strike is processing a
- 1:05:14little bit more payment volume has much higher headcount.
- 1:05:18So they, they need a lot more employees to do what they do.
- 1:05:21Their productivity in terms of TPV per employee is not quite as
- 1:05:25good as Audien. And that's good.
- 1:05:27Stripe is focusing on more on smaller businesses and audience
- 1:05:30focusing on larger enterprises. I think that probably is good
- 1:05:34for Audien. If they've got fewer customers,
- 1:05:36they're less complicated to serve.
- 1:05:39It's a bit more of a technology platform.
- 1:05:41And so they're going to be a bit more productive.
- 1:05:43And so maybe that's why Audien has a little bit of a stronger
- 1:05:46multiple. But again, going back to that
- 1:05:48line of best fit, given the metrics, I think Stripe and IDN
- 1:05:52are pretty much right on top of each other.
- 1:05:54So that that would suggest to me based on these metrics that
- 1:05:57Stripe is is exactly where it's supposed to be at the $90
- 1:05:59billion evaluation. Well, thanks for taking us
- 1:06:02through that evaluation analysis month.
- 1:06:04We'll see you back next week for another company.
- 1:06:17Welcome to another episode of OPP or Other People's
- 1:06:20Portfolios. Today we're going to be
- 1:06:23reviewing Omni Venture Labs and we have with us Sushant Sharma,
- 1:06:26who's one of the limited partners in Omni.
- 1:06:29Sushant, welcome to the show. Thanks Dave.
- 1:06:32Pleasure to be here. I.
- 1:06:32Wonder if we could start off maybe just a little bit of your
- 1:06:35background. So it started as a software
- 1:06:37engineer more than 20 years ago. Then my Business School did
- 1:06:40management consulting for for a few years and then jumped into
- 1:06:43completely different space, which was enterprise sales go to
- 1:06:45market for, for tech companies. So I used to need businesses for
- 1:06:50mostly investing companies, Silicon Valley headquarters or
- 1:06:53European headquarter companies. I would leave their go to market
- 1:06:56and enterprise sales previously missed in Hong Kong, then moved
- 1:06:59to Singapore about nine years ago.
- 1:07:01During my strategy consulting days, I did some work for some
- 1:07:05corporate VCs. Then around 2017 is is the time
- 1:07:08when I started doing some Indian investment.
- 1:07:10During this time, I also realized that as an Indian
- 1:07:12investor, it's very hard to get access to like good deals,
- 1:07:16right, unless you are into the into the networks.
- 1:07:19And I think one of the thoughts was that it's probably better to
- 1:07:21invest in, you know, some good fund managers, like even the
- 1:07:24small checks, but then being able to find some interesting
- 1:07:27deals. So we myself and some of the
- 1:07:29Angel investor, we set up a fund, an Angel fund in Southeast
- 1:07:32Asia. So that fund is now kind of
- 1:07:33fully deployed. And then about two years ago I
- 1:07:36met Simon. What I liked about, you know,
- 1:07:38Omni is and Simon's background is that especially in Southeast
- 1:07:41Asia and you know, most parts of Asia, there is not that many
- 1:07:44deep tech, foreign startups and so on.
- 1:07:47And I think a lot of focus has been on consumer tech, fintech,
- 1:07:50you know, those kind of those kind of areas.
- 1:07:52So that's what kind of caught the attention in Southwest Asia.
- 1:07:55It's very hard to find people who really understand deep tech,
- 1:07:58especially in the context of manufacturing industrial kind of
- 1:08:01these industries, right? You might find them in Japan and
- 1:08:03Korea, but very hard to find in this part of the work.
- 1:08:06That's also what struck me as that both Simon and Sabrina had
- 1:08:09pretty strong backgrounds in, you know, working from Apple but
- 1:08:12also working with hard manufacturers.
- 1:08:14And they really zeroed in on kind of the manufacturing tech
- 1:08:18being a big component of what they're going after.
- 1:08:20Yeah. What do you see is kind of
- 1:08:22unique or special about what they do?
- 1:08:24You know, first and foremost says like you also mentioned,
- 1:08:26you know, Simons and Sabrina's background.
- 1:08:28So they, they have kind of lived that life.
- 1:08:30So they understand the whole stack of, you know,
- 1:08:32manufacturing hardware, software, etcetera.
- 1:08:34They, you know, in their in their Apple days, they kind of
- 1:08:37travel the world, looked at all kind of tech, looked at all kind
- 1:08:40of product design aspects of as it relates to manufacturing
- 1:08:44industrial. And also they are kind of very
- 1:08:47well complement each other. So I think both on the you know,
- 1:08:50the IRIR aspect of fundraising deployment and then you know,
- 1:08:55all the operational investment aspects of of running AVC third
- 1:08:59was obviously in the the thesis, right.
- 1:09:02So again, investing in deep thing and it's as a condition
- 1:09:04manufacturing industrial and more oriented on I think
- 1:09:07software rather than less of hardware, but more of kind of
- 1:09:10software as to how software kind of changes or or disrupts, you
- 1:09:15know, that that industry. They had a very clearview of who
- 1:09:18are the founders they're going to invest in, right?
- 1:09:20So they're going to be mid career professionals from
- 1:09:24manufacturing industrial background or people who have
- 1:09:27put their teeth, you know, either on the factory floor or
- 1:09:30you know, or, or or in those organizations who have seen
- 1:09:33these current challenges first time, who have felt the pain
- 1:09:36first time. And then they want to kind of
- 1:09:38bring the startup to address the pain point as opposed to more
- 1:09:42like an economic oriented deep tech ecosystem where you know,
- 1:09:46some PhDs will come up with a with a solution and trying to
- 1:09:49find a problem, right? But in this case, you know this
- 1:09:52mid career profession, they have seen the problem already and
- 1:09:54then they need funding to kind of build a solution to kind of
- 1:09:57address the problem, right? Yeah, I noticed that, You know,
- 1:10:00it's not maybe the typical Silicon Valley software founder
- 1:10:04who's early 20s and maybe just out of college or sometimes not
- 1:10:07even in college. They're really going for people
- 1:10:10to, you know, had 10-15, maybe even 20 years of experience.
- 1:10:13Who really a bit around the block a few times.
- 1:10:16I think one other thing that caught my attention was they
- 1:10:20also looked for their companies to exit I guess primarily or at
- 1:10:24least significant opportunities to exit to corporate
- 1:10:28acquisitions. And I wonder if you had a
- 1:10:30perspective on that part of their thesis?
- 1:10:32Yeah, that was the something that caught my attention as
- 1:10:35well, that they were not looking for blockbuster exits.
- 1:10:38You know that the kind of stuff that you would read in, in, in
- 1:10:40the in the media. But I think they, they really
- 1:10:42thought about not just the portfolio construction, but the
- 1:10:45the exit construction as well that are these companies
- 1:10:48exitable? What is the exit horizon?
- 1:10:50And rather than waiting for that 10 + 1 + 1 classic BC model, is
- 1:10:54that a way to generate DTA faster, return that capital
- 1:10:58faster to the LP's and then move on to the next, next opportunity
- 1:11:04and so on, right. So that caught my attention as
- 1:11:05well and that kind of a lower or mid market M&S space is probably
- 1:11:10I was a less regulated in the US as compared to some of the
- 1:11:13larger companies. So I think there is definitely
- 1:11:16an opportunity for them to you know exit companies faster at
- 1:11:19very reasonable valuation because Omni is coming in, you
- 1:11:22know below 10 mil valuation and you know those exits could be
- 1:11:26could be several multiples of the of the initial valuation.
- 1:11:29That's why I think that exit, that exit perspective was quite
- 1:11:33interesting, which again you know, coming back to Southeast
- 1:11:35Asia, which we have not seen here either in public markets or
- 1:11:38in the in the M&M market as well, which also makes them kind
- 1:11:42of quite unique. I wonder if you had a chance to
- 1:11:44look at the book that they just released.
- 1:11:47I think it's called Unlocking Alpha.
- 1:11:48The rise of niche VC that seems to tie in with the what we were
- 1:11:52just talking about was really identifying a specific niche in
- 1:11:55the ecosystem where they're building solutions that are
- 1:11:58potentially on the M and a radar for some of these larger
- 1:12:01corporates. But we actually spoke about it
- 1:12:03early this year when I was in the Bay Area.
- 1:12:05So we did kind of speak about some of the topics and I, I, and
- 1:12:08I hope I was able to give some inspirational thoughts to, to
- 1:12:11Simon to include in the book. Yeah, I think coming to the,
- 1:12:13your question was around the, the niche area on the unlocking
- 1:12:17alpha. Yeah.
- 1:12:17So I think looking at industry verticals who are not yet
- 1:12:20disrupted, of course everyone talks about robotics and that's
- 1:12:23like a big topic in in Asia as well in China, Korea, etcetera.
- 1:12:27Yeah, there are, you know, that sector is definitely is quite,
- 1:12:30quite destructive. But I think there are other
- 1:12:33aspects of manufacturing industry as well.
- 1:12:34So I think, yeah, that industry has not been as destructive as
- 1:12:38compared to let's say financial services or telecommunication or
- 1:12:41some of the other industries that we have that we cannot read
- 1:12:43about. So there is a huge potential in
- 1:12:46as to the digitalization of of the entire manufacturing
- 1:12:51process, how things are done, make them more efficient, the
- 1:12:54whole kind of supply chain around it.
- 1:12:56A lot of focus has not been kind of spent on, and that's where I
- 1:12:59think Stamina Sabrina are kind of really focused on.
- 1:13:03Yeah. I think you mentioned you know
- 1:13:05the software being AT component or at least capital light
- 1:13:08hardware being one of the things they look for.
- 1:13:11Are there specific companies or Co investments that have come
- 1:13:16your way or other things that you're looking for you might Co
- 1:13:19invest with them on? Yeah, yeah.
- 1:13:21So Simon has shared some Co investment opportunities from
- 1:13:25his from their portfolio. I think Mimic was one and there
- 1:13:28was another one for me. I mean I'm more like an
- 1:13:31opportunistic investor. So we only invest options
- 1:13:34strictly when we see the kind of right opportunity we do have our
- 1:13:37run, what we call it Albion Capital like a discovery and
- 1:13:40selection practice for LP's who are looking to find emerging GPS
- 1:13:44like Omni Ventures or GPS who are looking to find destructive
- 1:13:48tech. So by virtue on that we can
- 1:13:50always bring in, you know other interesting LP's to Omni or
- 1:13:54other GPS who might be interested to Co invest with
- 1:13:57Omni into those kind of startups, right.
- 1:14:00And there is definitely a demand for other kind of companies that
- 1:14:04that Omni is able to uncover maybe not in the at that stage
- 1:14:07at the pre seed seed stage, but maybe you know a subsequent
- 1:14:10stage of Omni as portfolio companies.
- 1:14:13Sushant, thanks for spending some time with us today.
- 1:14:15Thanks, Dave.