Zappos Deal Shows VCs Hate Entrepreneurs | Hacker News Reader

Zappos Deal Shows VCs Hate Entrepreneurs

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36 pointsBrandonWatson27 comments

This is actually pretty stupid. There's a literal 0% chance that Tony Hsieh got a bad deal here. The guy's a successful repeat entrepreneur who had been through the whole thing before and was dealing with a top-notch VC firm. He knew the game way too well to be getting burned by participating preferred or some absurd liquidation preference. Hell, I knew the game well enough to have avoided that before I even got in it, just from Googling around. (Thanks PG!)

He may have been forced to sell perhaps, but he gave up that right when he took the money and he knew it was a very real possibility. He also knew that if it happened, he'd be making a bundle off of it. If he feels screwed right now, which seems highly unlikely, it's his own fault.

VCs don't hate entrepreneurs, most of them love them. They just have a business to run and look out for themselves. The good ones, like Sequoia, do it by aligning their interests with the founders as much as possible.

Matt, yours is an opinion that I hold in high regard, and am a frequent reader of your blog. I am not in any way insinuating that the cash out deal for Tony is bad. What I am suggesting is that perhaps this wasn't the deal he wanted. It sounded like he wanted to stay the course and try to go public, which would have yielded a far higher pay day (presumably) and would have allowed him more autonomy than a sale to Amazon.

True he gave up the right to block a sale (I say this without any knowledge of the definitive documents) when he took the money, but I don't think it's too far afield to suggest that Tony thought he was getting a partner that would allow him to see this through.

The VC in this case was most likely acting in economic self interest, but not in the interest of the entrepreneur (or so it would appear).

The VC in this case was most likely acting in economic self interest, but not in the interest of the entrepreneur (or so it would appear).

This is a far cry from your headline that VCs "hate" entrepreneurs. VCs have a fiduciary responsibility to act in the best interest of their LPs. The best VCs work to align the interests of all parties involved, but when they conflict, the VCs have a duty to act in the best interest of their investors, just as entrepreneurs have a duty to act in the best interest of theirs. Using phrases like "VCs hate entrepreneurs" is beyond sensational and distorts the relationships and responsibilities of all parties.

For the record, I'm not a huge fan of the VC model, but for entirely different reasons.

VCs, if they sit on the board, have a fiduciary responsibility to the shareholders - all of them. If they took a deal that benefitted themselves to the detriment of common shareholders, well, draw your own conclusions.

It would seem that the deal in question offered the same benefit to all shareholders: an exchange of their stock in the company for Amazon stock. IANAL, but I doubt that the fiduciary responsibility includes ensuring that the founders get to keep their brand independent, especially when it makes more financial sense for the shareholders to sell.

Well, what was all that junk about liquidation preferences? That seemed to be insinuating the cash out deal could have been bad.

But the bigger point is that stuff isn't VCs hating entrepreneurs. If that rumor is true, it's just them doing exactly what Tony expected them to (or at least realized they would strongly consider) when he took the money.

You could similarly say Tony hates VCs because he didn't want to sell and give Sequoia a huge 5-10x, but that would be equally untrue.

Fair point. Perhaps the title would have been better as "VCs don't care about you as much as you want them to"?

The junk about liquidation preferences will have to serve for a later post. Liq pref is a device of which I am not a huge fan, having been on both sides of deals. I think they create really bad incentives, and when they are not understood, they are accepted by entrepreneurs well before the understand the implications of them.

Nonetheless, it's just VCs doing what's in their best interest. Hsieh, if he wants to continue on independently (which is still only rumor) only wants to do so because he feels it's in his best interest.

Why is the entrepreneur acting in his best interest correct, and the VC doing so wrong?

Their interests may differ, but VCs don't hate Tony Hsieh. Indeed, if he ever starts another company, I bet they'll be falling all over themselves wanting to fund him.

Also, while the founder/CEO of Zappos may not have wanted to sell, were I an early employee with a lot of vested stock, I might be happy that my stock was finally liquid. Zappos has been in existence for 10 years, and I just might be interested in cashing out enough stock to buy a nice house.

Tony already had enough money, and made a big enough salary, that the independence of Zappos was worth more than having Zappos stock liquid, but I doubt this was true for all of the early employees.

Good point. In general, in the VC backed business, the interests of employees tend to be aligned with interests of VCs not with interests of founders. Both VCs and employees need an exit and both make too little money to matter on a small exit.

Hate is just the wrong word to use. Do you think Sequoia had a personal dislike for Tony? Or do you think they just wanted to cash out earlier? Even the latter is speculation based on un-named sources, but assuming it's true - where does hate figure into any of this?

Perhaps "hate" is too strong a word, but the more I think about this, I find it hard to understand why Sequoia would force a sale here. Tony is a very successful guy, who has built something quite amazing and unique. The public market would most likely be very receptive to the Zappos story. Their unique blend of customer focused service has erected quite a defensible market position, and I suspect that once they acquire a customer, the customer lifetime value is quite high.

With all that in mind, why would Sequoia force a sale? They wanted to report a liquidity event. They put a short term profit motive above the desires for building an even more successful business, which, according to all accounts, Zappos stood a very good chance of doing.

Assuming, again, that the speculation that this was a forced sale is true, there could be any number of reasons for it - ranging from the simple (Sequoia needs a good exit in this bleak environment for their limited partners and don't have any better alternatives) to the complex (Sequoia's analysis of the macro-economic conditions and their understanding of Zappos' business disagree with your own).

I wouldn't be surprised if "forced" is even too strong of a word. What would you do if some folks who had loaned you millions of dollars and who had presumably worked with you to make your company successful, said, "hey, is there any way we could get our money out?"

VCs aren't servants to the entrepreneurs, they're partners. When you take $20 from a customer, do you feel a sense of obligation to make sure they get something in return? That sense of obligation doesn't get smaller when the amount goes up.

Yes, Sequioa capital hates entrepreneurs. Somehow they hate them soooooo much they were able to attract founders who made successes such as Apple, PayPal, EA, Google, Yahoo, Youtube, and over 10% of the Nasdaq.

Please leave linkbait and uninformed articles like this to other places. Maybe they didn't want to sell, but it was not a homerun exit, and there are rules of engagement when taking on VC.

I agree with ajju, hate is totally the wrong word to use. Both parties simply have different interests. In this case, Sequoia wanted liquidity on their investment (the economy is in a downturn after all), while from what I understand Tony wanted to stay independent so that he could continue to run his company. I don't think that this in any way shows that Sequoia hates Tony though.

If the articles are true, it definitely casts a bit of a shadow on Sequoia. Having a reputation for wanting to cash out at any moment certainly isn't good when trying to court entrepreneurs.

Yes, both parties have different interests. One commenter pointed out that the employees could have really wanted this, as they likely don't have the financial security Tony has. I am sure there are more than one Twitter employee wondering when they can cash out some shares.

Isn't it the role of a VC to give a company funding so they can get a big return on their investment later one when the company sells, or something along those lines? I mean, isn't that something everyone expects when they get involved with a VC? Isn't that what they're for? Am I misunderstanding something here?

Venture Capitalists are capitalists. They believe that all wealth flows from capital.

Entrepreneurs believe in free enterprise, that wealth flows from one's efforts.

There will always be tension between the two camps.

"...but that liquidation preference (3 or 3.5X!!) is meant to ensure that no matter what, Sequoia actually gets a guaranteed return."

Since when does liquidation preference confer a guaranteed return?

The guaranteed return is in the interest rate that their security undoubtedly had...prob around 12% to 15%. In the event of a sale, the liquidation preference creates a scenario where the equity is being treated like debt - their money comes out first, and does so with an increased return. If they invested $100 with a 12% paid in kind interest, after 1 year, that's $112, and with a 3x liquidation preference, that's a $336 return for a $100 investment. If the sale of the company was under $336, the VC gets a guaranteed return, and all of the capital. It gets even worse over time. With a seven year horizon and the same return and liq pref, the sale price would have to be greater than $663 for the preferences to not come into the decision tree.

People cry foul over the payday loan places, but no one is crying foul over a 3x liq pref. 1x is palatable, but 3x (or even 3.5x) is crazy.

If they don't put DRM in the shoes, then break into my house and steal them back in the middle of the night, I might consider buying something from Zappos again.

there has to be another side to this story.

There certainly may be, and I would love more info. My experience as an investor and entrepreneur, however, has been that the interests of investor and management can have a tough time aligning when money is on the table.

Quite. seems rather unusual that the founders want to grow larger and the investor wants to take the money offered though ...

It doesn't seem all that unusual at all. Let's assume (I have absolutely no information here) that the valuation of the Sequoia round was $100M. This is a 9x valuation jump, and they are getting cash and AMZN stock, which is almost as good as cash. That's a great win for Sequoia, and it's not too unlikely that their limited partners were looking for any liquidity event to ease the pain of the losses over the last 12 months. In fact, the more I think about it, that's not an unreasonable explanation at all.

the CEO has had a great exit under his belt, Zappos had strong revenues, and a founder that wanted an IPO.

I'm not sure a VC could find a "safer" bet for a startup aiming large.

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