Brad Feld

Category: Entrepreneurship

Disclaimer: I’m not an investor in OnLive and I know nothing about the specifics of what happened. I’m just speculating, but it’s informed speculation based on my experience.

I read a few articles over the weekend about OnLive potentially going out of business, potentially screwing its employees, and a few other things. The first articles were weirdly hostile with a focus on how OnLive just laid all their employees off in preparation for a sale in order to enrich the founders/investors at the expense of the employees. By the end of the weekend the reporting was more thorough and balanced.

Companies fail – all the time. It’s part of entrepreneurship. It’s painful and sucks when you are part of a company that fails (I know from experience – I’ve been there many times) – whether you are a founder, employee, or investor. But failure is part of it and at the moment of acceptance of failure, a good founder and board look for the most graceful path forward, however messy and yucky that might be.

One of those approaches is something called assignment for the benefit of creditors (ABC). If you were around during the collapse of the Internet bubble, you’ll remember this. It’s a lot easier and quicker than a formal bankruptcy (via a Chapter 11 filing) and allows the assets of a company to quickly be sold to a new owner. In some cases this is just for cash to pay off creditors; in other cases it’s a way to sell the company to a new owner and keep the business operating.

OnLive looks to me like the second case. The news is coming out that it has a new owner, that many of the employees have already been offered jobs post ABC, and that the service will continue to operate and customers won’t be negatively impacted.

The key thing to understand in an ABC is that 100% of the equity is wiped out and deemed worthless. The founders equity, the investors equity, and the employees equity. When a company goes into ABC, it’s almost always because the value of the liabilities far outweighs the perceived value of the assets. No buyer was found that was willing to take on the liabilities while giving the equity holders any economic value. So – an ABC effectively “cleans this up” for the new owner – compartmentalizing the liabilities in the ABC process and using the proceeds from whatever asset sales come out of ABC to pay off some portion of the liabilities.

Occasionally investors will get something in an ABC because they are creditors. If the last round (or rounds) have been in convertible debt, or just straight debt, the investors (whoever holds the debt) will be creditors. They can often be pretty high up in the creditor stack and sometimes recover some or all of their debt. But their equity will almost always be worthless.

In a situation where the company is immediately purchased out of ABC (which is what it looks like happened in OnLive’s case) many of the employees will be rehired by the new owner. While their stock options will be worthless (as is all equity) they are often immediately offered new stock option packages. Usually the vesting clock resets completely; sometimes a new owner will be extra generous and offer a shorter vesting term.

In OnLive’s case, it feels like the company simply ran out of options and couldn’t find a new investor or a buyer who would take on the company outside of ABC. Rather than shut down, they found a buyer / investor (which could be a subset of the existing investors) who would recapitalize the company and keep it going as long as he didn’t inherit the liabilities. Hence, the ABC process.

Rather than screwing the employees to enrich management, this feels to me like a pretty employee friendly approach. Hopefully the stories this week will clear this up, rather than end on “it looks like the investors and the founders screwed the employees.”

Don’t ever forget that failure is part of the process.


I’ve invested in hundreds of companies that have started from scratch and I’ve been though some crazy number of product launches, especially if you include all of the TechStars companies I’ve been involved with. These alphas, or betas, or v1.0 or v0.1 launches are exciting moments as they signify the transition from an idea to a product. And, it’s at that point that the real work begins.

Early in the life of your company you want feedback. From anyone. Of any kind.

It’s often hard to get this feedback. You spend all of your time trying to get some people to use your product. When they have problems, you try to fix them. But you are maxed out – with all the various responsibilities you’ve got and all the things you are trying to do to keep things moving forward.

Occasionally you get feedback. Sometimes it’s precise – a feature request, a suggestion for how to do something differently, or a description of something that’s not working correctly.

Reward this feedback with features. Fix the bug and then tell the person who reported it that you did and thank them for pointing it out. Implement the requested feature and tell the person that suggested it that you did it. Write a blog post about it and name the feature after the person. Be public about thanking the person for the suggestion.

In addition to making your product better, this does two powerful things.

First, it creates a feedback loop with your early users so they know they are specifically appreciated and valued. This will encourage them to give you more feedback, use your product more, and be part of your extended early community of fans.

More importantly, it builds a feedback loop culture into your business. You and your team will realize the feedback matters. You’ll show this through action. Your users will realize this. And they’ll value it, and you, more.

What do you do to get feedback from your early users?


In my upcoming book, Startup Communities: Building an Entrepreneurial Ecosystem in Your City, Mark Solon (Highway 12 Ventures) tells the story of a “startup wake” in a section where he gives an outsiders view of the Boulder startup community.

“I’ll never forget one of my early visits to Boulder. After a full day of meeting with startups, I was asked by the entrepreneurs I was with if I’d like to join them and some peers for a “special dinner.” “Sure,” I replied. “What’s special about it?” “It’s a wake” they deadpanned. That dinner showed me that the fabric of this small mountain town was different than anywhere else I’d been. Turns out that earlier that week, a local startup had decided to shut down and the “wake” was the startup community’s way of showing these young, fragile entrepreneurs that it was okay to fail – that the honor was in trying.  They made those founders feel good about themselves in a moment that was critical in their development as entrepreneurs. As an aside, in this case the founders didn’t run out of money. After giving it their best effort, they realized their business wasn’t going to be the great success they had envisioned and they decided to return their remaining cash to their investors. The epilogue of that dinner is that the founders had roles at other local startups within a few weeks.” 

I was thinking about this last night as I was emailing with an entrepreneur who’s company is struggling. Failure is a normal part of the entrepreneurial cycle and it’s talked about regularly. There are endless stories about the entrepreneur who failed and then created a monster success for his next company. But there’s not enough discussion about how startup communities should embrace failure.

I think this is especially important for first time entrepreneurs in a community. It’s easy to prognosticate about failure when you’ve been successful; it’s much harder to go through it. It’s even more painful when it’s your first time and everyone around you seems like they are doing great, even if they aren’t really but are just putting on a good act. So a natural instinct for an entrepreneur on a failing path is to turn inward, shut down, and withdraw.

If your peers in the startup community (the other entrepreneurs) don’t notice, it’s even worse. Failure sucks – it’s often emotional, physically, and financially painful. When your friends suddenly ignore you, avoid you, or don’t have time for you it just reinforces the pain.

Having a wake for a failed company can turn this around. If you are an entrepreneur and observe an entrepreneur in your community failing, do something about it. Organize a group of entrepreneurs to have a wake. Surprise the entrepreneur who is shutting down his company and take him out. It doesn’t have to be a debaucherous, alcohol laden evening (although it can be) – rather do something that you know the entrepreneur in question will enjoy and appreciate. A nice meal. A quiet conversation. A show of support from his peers. Encouragement. Acceptance that failure is part of the entrepreneurial process.

If you are an entrepreneur in a company that is failing, don’t be ashamed. Most startups fail. What matters is how you handle it and what happens next. Let your fellow entrepreneurs throw a wake for you, let the moment happen, and then get on with the next thing. Life is hopefully long. And, for all the entrepreneurs who are leaders of their startup community, make sure you do everything you can to make sure everyone knows failure is ok.


I’m a huge believer in TAGFEE. But I also respect confidentiality. Every company approaches this differently and it’s important to recognize which context you are in. Following is an example from an email I got (on the all@ list) from a company I’m on the board of (and yes – I checked to make sure I could post this.)

You know what they say about flattery, right? That’s an idea worth keeping in mind when someone is talking to you about what we’re doing here at as friendly compliments and questions mask an effort to obtain confidential info.

We’ve talked as a group about this frequently, but it merits another mention because we’ve seen a marked increase in the number of people that have various approached members of the team with questions that quickly get to the heart of our core technology. They pay compliments, they smile, they flatter, etc., but they’re looking to understand details that should never be discussed with outsiders, even if there is a NDA in place. As is often the case with being at a hot tech company that’s pushing the envelope on various fronts, it’s a double-edged sword. We’re doing cool stuff and people love it, but some of the attention we can do without.

So, another reminder–be wary and keep what we’re doing in house. If you’re in doubt about how to answer sensitive questions, it’s easy–don’t answer. Instead, ask for their contacts and forward them on to me.

I’m seeing this more and more from all directions. The most challenging are from VCs who have a competitive investment – it never surprises me how shameless some are about milking entrepreneurs about what they are up to when the VC has zero intention of investing. It’s also pervasive with journalists and tech bloggers who are always looking for a scoop and an angle. It’s always been something big tech companies do with startups in the guise of “business development”, but I’ve seen a few situations recently which clearly crossed a line of “wow – that wasn’t appropriate.”

So – be careful out there. Respect the power of TAGFEE but also respect when things should be kept confidential. And remember that most people out there will be asymmetric with information if you let them, especially if they use this information in their line of work.


I started off my morning by reading the Declaration of Independence. I never get tired of reading it or pondering what was going on at the time. It’s hard to transport myself back to July 4th, 1776 but it’s pretty remarkable to think about what was going on that caused 56 people to sign this brilliant document and in one moment start our country on amazing course over the next 236 years that have had a profound impact on the history of the world.

If you haven’t read it in a while – go read it. I’ll be here when you get back.

On Monday, a group of people including me and my partners at Foundry Group signed on to the Declaration of Internet Freedom. I found the preamble and the declaration itself to be powerful and profoundly important. Following is the preamble.

We believe that a free and open Internet can bring about a better world. To keep the Internet free and open, we call on communities, industries and countries to recognize these principles. We believe that they will help to bring about more creativity, more innovation and more open societies.

We are joining an international movement to defend our freedoms because we believe that they are worth fighting for.

Let’s discuss these principles — agree or disagree with them, debate them, translate them, make them your own and broaden the discussion with your community — as only the Internet can make possible.

Join us in keeping the Internet free and open.

Here is the Declaration of Internet Freedom. If you support this, either sign up your company or sign up as an individual. It’s open source so if you have comments or suggestions for improving it, please weigh in on Github, Cheezburger, reddit, or TechDirt. The Internet needs you.


Last night Amy and I watched the first episode of Aaron Sorkin’s new TV show The Newsroom. It started out strong but by about 30 minutes in I said to Amy “this isn’t going to last for us – this is Sports Night, but less interesting.” By the end I realized Sorkin was simply following “The Formula” which many people, both creatives and professionals, fall into. I’ll explain in a bit, but first some play by play analysis (to mix metaphors).

We loved Sports Night. I’m the sports widow in this family – I don’t really care about or watch much professional sports. But we watched Sports Night on DVD from beginning to end around 2002. I remember watching five or six episodes at night at some point. We literally couldn’t stop and just raced through it. We were already into The West Wing by then and felt like we’d discovered a special, magic window into Sorkin’s brain – a parallel universe to the brilliance that was the first few seasons of The West Wing. But even faster paced, punchier, rougher, less polished, and less serious.

Isaac, Dana, Casey, Dan, Natalie, and Jeremy became new friends. We loved them – flaws and all. The dramatic tension existed in every thirty minute (well – 22 minute to allow for commercials) show. We could watch three episodes in an hour. Six in two. Awesomeness.

Thirty minutes into The Newsroom and I already recognized Charley as Isaac, Will as Casey, Mackenzie as Dana, Jim as Nathalie, Maggie as Jeremy. Only Dan was missing. The supporting characters in the newsroom all looked familiar and as non-memorable as the one’s in Sports Center. There were a few gender change ups, but not many, and the obvious romantic / sexual relationship with Will-Mackenzie (Casey-Dana) and pending Jim-Maggie (Nathalie-Jeremy) were front and center.

I won’t bother watching episode two. I’ll let The Newsroom run its course for the first season and if it gets great reviews go back and watch it later. I’m bummed because I was hoping it would feel like another West Wing to me rather than Studio 60. We’ve been looking for a new TV series to watch since we burned out on Mad Men – I guess it won’t be this one.

Back to The Formula. I got an email from an entrepreneur on Saturday. He described his new business in the words of his last successful business, which exited in 2000. I have no idea what he’s done between 2000 and 2012 – he didn’t go into it, but he used his 1996 – 2000 experience to explain why his new business was going to be great. While the context was different, the business was different, the environment was different, and the technology was different, The Formula was the same.

Big companies love The Formula. They keep doing the same things over and over again until they don’t work anymore. Suddenly, when they don’t work, they either go through radical transformation, upheaval, or disruption. In some cases, like IBM in the early 1990’s, they have a near death experience before re-emerging as something completely different. In others cases, like Novell, they just quietly disappear.

VCs use The Formula constantly. I’ve sat through thousands of board meetings where I hear the equivalent of “in 1985 we did blah blah blah and you should also.” Or, “sales works this way – you need to be getting $X per rep for direct – it has always worked this way.” I could give an endless list of examples of this. It’s one of the challenges with VCs, especially ones who had some success, drifted for a while, and then rediscovered “The Formula” as the path to being successful again. Sometimes it works, sometimes it doesn’t.

The Formula works for a while. Eventually it gets stale. If you go back 30 years, you’ll see The Formula hard at work in the sitcoms of my childhood. Happy Days. Laverne and Shirley. Three’s Company. Try to sit through two hours of these shows – you’ll pluck your eyeballs out with a tweezer. They are campy, fun and nostalgic for 15 minutes and then mindblowingly dull.

If you are an entrepreneur, recognize that The Formula is hard at work all around you. Many people – your investors, your partners, your competitors – are simply using a newer version of The Formula they used for the last 20 years. Don’t be afraid to completely blow it up – it worked in the past but people are attracted to new things, inspiring things, things that challenge the way they think. Inspire – don’t fall back on “it’s always worked this way.”

Don’t ignore The Formula. When it’s working, it’s awesome. But remember that it doesn’t work forever.

C’mon Sorkin – inspire us!


Ben Horowitz from Andreessen Horowitz has a beautiful post up titled The Struggle. He captures – in words – what many entrepreneurs, especially entrepreneurial CEOs go through. I’ve heard variants of it many times over the years and have experienced it myself in several companies where I’ve been the entrepreneur and many companies where I’ve been the investor. Ben states that there is no answer to The Struggle but offers some things that may or may not help.

I’d like to take it one step further and explain the brilliance of The Struggle. And I’ll begin at the end, by starting with one my favorite John Galt quotes.

“It’s not that I don’t suffer, it’s that I know the unimportance of suffering.” – John Galt

When you accept the complete and total unimportance of suffering, you can actually enjoy The Struggle. It’s just a step along the way, another experience in life, of the cumulative experiences before we ultimately die. Suffering, The Struggle, disappointment, failure, and self-doubt – these are all part of being an entrepreneur. And that brings to mind the famous Nietzsche quote.

“That which does not kill us makes us stronger” – Friedrich Nietzsche

Remember always that we all will die. And it’s unlikely that The Struggle will kill us. If we approach it the right way it will make us stronger. Here are a few examples from my first company, Feld Technologies (1987 – 1993).

Hyperion: While Feld Technologies was a software consulting company, the companies that installed the networks that our software ran on (mostly PC-based Novell Networks) were so shitty that we set up our own small network installation group. Some of our clients wanted to buy everything from us so we also sold them the hardware. We made about 20% margin on the hardware so this was worthwhile, especially since we were able to bill by the hour for all the time we spent on this stuff. People liked working with us – all of our new business either was “random” or “word of mouth.” We ended up working for a bunch of Boston-based VC firms and several of them referred us to their biotech investments. In the early 1990’s, biotech was white hot – these companies raised tons of money and spent it on crazy wet lab facilities, which included lots and lots of hardware. I can’t remember much about Hyperion other than they were out on 495 somewhere (it was a long drive) and they bought a bunch of hardware from us. They paid intermittently and one day we realized they owed us around $75,000 and hadn’t paid us in over 60 days. For another 30 days I called and kept getting promised checks, which never came. I vividly remember The Struggle – I was lying in bed with Amy in our apartment at 15 Sleeper Street (Apt 304 in case you were curious). It was the middle of the night and I couldn’t sleep. Amy could feel the wheels turning in my brain and asked me what was wrong. I told her I was worried Feld Technologies wasn’t going to make payroll because Hyperion owed us $75,000. I then went in the bathroom and threw up. It’s important to realize that it wasn’t that we were out $75,000, but the hardware had cost us 80% of this and we’d already paid our hardware vendor so we were really out over $125,000. We were a $1.5m-ish self-funded business at the time so this was a devastatingly large amount of money for us. After a sleepless night, on a totally empty stomach, I got in my car and drove out to Hyperion. They were still there (thankfully) – I then sat in the lobby until the CFO would meet with me, and I stayed in his office until he brought me a check for whatever they owed us. They went out of business a few months later.

Avatar: My parter Dave Jilk and I were at a gas station filling up his red Ford Tempo with gas on our way to Avatar in Hopkinton. We knew it was going to be a terrible meeting and each of us was incredibly anxious. We were in the middle of The Struggle. We’d taken on our first Mac custom software project and were using an RDBMS called ACI 4D which was new to us. It was one of the two choices on the Mac at the time (the other was Blythe Omnis) – each had their own version of suckage especially when compared to the PC-based 4GL called Clarion that we used for most of our clients. We we’re really struggling with 4D – performance on the Mac was awful, the networking dynamics were weak (and the Mac networking software was terribly slow at the time), and our understanding of how to really tune it was non-existant. We had heard of some successful 4D implementations but they were hard to find out much about. We knew this was likely our final meeting where we’d get fired, even though that rarely happened in our world. We were meeting with Tom Bogan, the CEO, and a few other people on his team. We liked Tom a lot – he was a very direct and thoughtful CEO and we knew we were failing him. Over the preceding months, we had tried extremely hard and worked many unbillable hours trying to get things working, but just couldn’t. I don’t remember the ACI folks being very helpful and I remember a number of conversations with Dave about “the fucking Macintosh.” We were deep in The Struggle. Tom eventually fired us (I don’t remember if it was at that meeting or not). He and I lost touch over the years (I’m sure he was glad to be rid of us) until I had breakfast with him in Boulder in 1997 when he was first looking at investing in Rally Software. I started out the meal by saying “hi – sorry we did such a crummy job for you at Avatar” and he responded, graciously, with “that was a long time ago, wasn’t it.”

I’ve got a lot more stories like this from Feld Technologies and several other companies I co-founded, including Interliant and Email Publishing, along with long stretches of time at Mobius Venture Capital. All of them share The Struggle and when I reflect on it from my perch at 46.5 years old, I recognize the unimportance of suffering.


So far I’m pleased with my shift to Maker Mode this summer.  I’ve managed to get in a solid four hours of writing on my Startup Communities book each day and will have a full draft to circulate to a small group of people on Saturday. I chose deliberately to skip TechStars New York Demo Day (which looks like it went great) this year, which was a hard choice for me but I just didn’t want to break the flow of what I’m doing. And I’m still running on inbox zero and – other than physical proximity – haven’t heard any concerns about my responsiveness or availability. As a bonus, I’m getting to spend 24 hours a day (except when I’m out running) with my amazing wife Amy.

Yesterday I saw a post from Gnip titled You Are What You Do. Gnip is one of the companies we’ve invested in that I refer to as a Silent Killers – they are building an amazing company by just doing things that customers care about, not hyping themselves, and delivering what they say they are going to deliver, ahead of and beyond expectations. No hype – just substance – and execution.

This was coincidentally followed a few minutes later by an email exchange between Ben Huh (Cheezburger CEO) and Rand Fishkin (SEOMoz CEO). Rand and SEOMoz run on a set of principles called TAGFEE (Transparent, Authentic, Generous, Fun, Empathetic, Exceptional) and if you want to see this in action, take a look at the post Rand wrote recently about the financing we led titled Moz’s $18 Million Venture Financing: Our Story, Metrics and Future.

Ben (to:Rand, Brad): Just a random thought… Maybe I don’t have the balls to do it, maybe I just think that I want to run my biz differently, but the more I do this, the more I converge on TAGFEE. Thanks for putting it out there in the world.

Brad (to:Ben, Rand): I am 100% convinced TAGFEE is right. It’s so unbelievably liberating. 

Rand (to:Ben, Brad): This email put a huge smile on my face. That said, it’s fucking hard. So hard I can barely believe it. Being TAGFEE yourself when there’s always pressure not to sucks bad enough. But working with a large team and getting managers and individual contributors to act this way (and figure out when/where/how/whether it’s being broken) is the toughest challenge I’ve ever had. Thankfully, it’s incredibly rewarding, too. Oh – and there’s a missing “H” in TAGFEE. For humility. In fact, empathy and humility in potential hires are the best predictors that they’re going to fit with our team and be TAGFEE.

In contrast, I got an email from a VC earlier this week who said “aren’t you worried that one of your LPs will see your post about spending the summer at your place in Keystone?” My immediate reaction was to point him to TAGFEE and say that we try to be 100% TAGFEE with our LPs so I hope they see what I’m doing and appreciate why I’m doing it. I know unambiguously what my job for my LPs is – they give me a box of money and my job is to give them back – over time – a much bigger box full of money. I’m never confused this and I always try to do it in a way that maximizes the size of the box I give them back.

If you line up You Are What You Do, TAGFEE, and Silent Killers you start to get a feel for the type of entrepreneurs we love to work with. An awesome part of it is watching them learn from each other and learning from what they are learning. It informs everything I’m thinking about and the last 24 hours once again reinforced for me the power of TAGFEE and just executing.


I get asked some version of this question, often in the form of “I’m thinking about becoming an entrepreneur”, every day. It’s awesome to me that lots of people are asking this question but it’s really hard to answer with a simple, short response. I’ve been pointing people at a number of resources to help them get a feel for what being an entrepreneur is like and two that I’m involved in top the list.

The first is the book Do More Faster: TechStars Lessons To Accelerate Your Startup that I wrote with David Cohen in 2010. There are a bunch of reviews up on Amazon – mostly good – that capture the spirit of what we were trying to convey. Whenever I’ve aimed it at someone who asks what it’s like to be an entrepreneur or wants to learn more about what’s in the mind of an entrepreneur, I usually get the feedback that it’s useful. What surprised me early on was the feedback from early employees at startups who told me it helped them understand what the founders of their company were going through. I recently skimmed through it again just to make sure it still felt fresh to me and it does.

The second is Startup Weekend. If you’ve never done a Startup Weekend, it’s an incredible simulation of entrepreneurship. In 54 hours you’ll go through the experience of starting a company from scratch, surrounded by others doing the same thing. You’ll compress a lot of the activities into a weekend, especially dynamics around team, idea, and trying to get something out the door quickly. It’s valuable for existing entrepreneurs as well –  if you are an entrepreneur looking for smart people who want to get involved with startups, it’s a great recruiting ground. I’ve known and supported Startup Weekend from the very first one that was held in Boulder in 2007 and joined the board last year to amp up my involvement.

While there is no substitute for jumping in the deep end and starting a company, I believe both our book and the experience of Startup Weekend are great ways to get a deeper perspective of what it’s like to be an entrepreneur.

What are some of the things you point people at to answer this question?