Isn't 'Syndicate' a worrisome term on an online crowd-funding platform?

A recent article by Lora Kolodny on Venture Capital Dispatch raises some interesting aspects on how VCs perceive the impact of likes of AngelList (online crowd funding platforms) on VCs - all but the potentially most impactful feature of investment 'Syndicates'

Below's my comment on the above article;   

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I was waiting for something on this – a much needed & timely insight.

It’s good to see all four VCs cautiously optimistic & none too worried about the online equity participation platforms impacting the role of a VC – couldn’t agree more!

From what has been said by the VCs, my key takeaways are as follows;

1. Fundamental changes to the proprietary-deal-flow showcase of the VCs ~Rory Eakin, CircleUp

1. The additional costs of investing associated with online platforms ~Annie Kadavy, Charles River Venture

1. ‘Tragedy of the commons’ Risk – to mean the relative disengagement of investors owing to a portfolio comprising of multiple small investments ~Jeremy Liew, Lightspeed Venture Partners

1. The risk of misreading or missing a signal by investors – owing to low signal to noise ratio of all online leads ~Alfred Lin, Sequoia Capital

While all these pose some but varying levels of risk, I feel the evolving ecosystem (of online equity platforms) will soon equalize the same & make the impact minimal.

One aspect that hasn’t been discussed is the potential risk of ‘investment bias’ stemming from the syndicate approach – which may inadvertently shift focus from a few worthy signals that already suffer a low S/N ratio - What say Alfred Lin (& AngelList)?

Coordinated rulings by SEBI & SEC - Winds of Market Regulatory Harmonization OR plain coincidence?

Viewed solely from the perspective of rationalizing regulatory framework to support creation & sustenance of new enterprise, a lot has indeed happened in the fortnight between 25^th June and 10^th July in India & USA.

While I’ll desist from repeating what many other bloggers, journalists & analysts have already written on, viz., the obvious v/s inferred derivations of the enactments & how they’d impact the start-up scene et al., my intention in putting together this piece is from my point of view to highlight certain clear similarities, interesting contrasts and some uncanny conjectures these two sets of reform throw up when seen together & what would this coincidence amount to.

Before getting there, below is a quick snap-shot of the regulatory changes (wherever possible, I used the official language of the regulator) that may be cross-referred down the line;

25 June 2013, when the SEBI (Securities & Exchange Board of India) board took, among others, the following three key decisions that impact the start-up investment scene;

      1.   Amendments to SEBI (Alternative Investment Funds)      Regulations, 2012 – thereby recognizing the angel          investors pools as category I venture capital funds

2.       Enabling Listing of Start-Ups and SMEs on Institutional Trading Platform (ITP) without having to make an IPO

3.       Acceptance of recommendations made by “Committee on Rationalization of Investment Routes and Monitoring of Foreign Portfolio Investments”

10 July 2013, when the SEC (US Securities & Exchange Commission) met to approve, among other things, adopting amendments to Rule 506 of Regulation D and Rule 144A under the Securities Act of 1933 to implement Section 201(a) of the JOBS (Jumpstart Our Business Startups) Act that essentially means enabling;

1.       Lifting the ban on general solicitation or general advertising for certain private securities offerings, thus improving the chance of a start-up raising requisite capital

Now coming back to the original story,

What is similar?

The Intent behind the reforms:  Enabling creation & sustenance of new enterprise within the respective countries

The primary approach of making funds available being by way of rationalizing  angel investment framework

Some level of similarity in enabling a regulator supported solicitation**;

o   Solicitation of investments by way of listing on ITP (Investor Trading Platforms) without having to make an IPO

o   Solicitation of investments by way of advertising on online & offline platforms after complying with filing of Form-D & submission of solicitation material with SEC et al

What is dissimilar?

While the intent is similar, it is interesting to note the subtle differences** of approach;

o   SEC comes across as more conservative in its approach of cautious provisions that simultaneously can OPEN-UP (owing to wider investment choices due to open solicitation) & CLAM-UP (some individual angels falling off the radar due to tightening the requirements of accrediting individual investors..) angel funding

o   SEBI on the other hand comes across as aggressive with its attempting sweeping changes to channelling & control of foreign investments while retaining FVCI as an independent investment class with benefits and simultaneously attempting to enhance access to domestic funds for the start-ups

**Just wondering, is this caution & aggression merely characteristics of a government that has just assumed power & one that is facing polls the coming year??

      While SEBI was at pains to formulate investor minimal requirements (min investment size, maximum angels in a particular scheme to be NMT 49 et al) – SEC seemed to have left the due-dil to the “issuer” by setting only some guidelines

      Finally, while the solicitation provisions are similar, the motivation/ rationale itself was pretty different with SEBI aiming to help improve exit-options of investors & SEC aiming to help raising of capital by the start-ups.

What are those uncanny conjectures?

Ponder this tango of “Accredited Investor” (SEC) ~ “Notified Investor” (SEBI);

-                  Portion of text from section 3.3ai of “Amendments to AIF Regulations” (SEBI):

“Such investors shall also be required to have tangible net assets of at least Rs. 2 crore excluding the value of the investor's primary residence”

                    Portion of text from text under Rule 506 of “New Rule Making” (SEC)

“An individual net worth or joint net worth with a spouse that exceeds $1 million at the time of the purchase, excluding the value (and any related indebtedness) of a primary residence”

Contrasts apart, the similarities & conjectures make it appear like the market regulators in USA & India have been comparing notes, if not working in tandem, while formulating these acts, amendments – I wonder if this is some sort of market regulatory harmonization effort going on? – Surely not unlikely!

Food for thought!

Does the SEC validation of TFC model pave way to cyberization of venture capital? – a SWOT

It’s always exhilarating when the old, routine systems and approaches evolve by embracing and respecting the newer technological trends – the recent endorsement by SEC (The US Securities & Exchange Commission) of the TheFundersClub (TFC) model of venture funding is surely an exciting harbinger of things to come.

Some suppositions & sweeping statements before a SWOT

• Even as the Venturebeat article is upbeat about this validation of SEC being ‘significant for the venture capital and finance industries as well as start-ups looking for more flexible methods of fundraising’ – I’d consider that TFC is essentially a platform for individual accredited investors to spread their investments and risk & NOT (still) a VC firm that went online!
• At this juncture, this is indicative of the strong trend towards of ‘gamification of investing’ rather than ‘cyberization of venture funding’.

STRENGTHS - This shift, whether or not paradigm, is promising

• NUDGE TOWARDS A VC PROCESS UPGRADE: Like the Venturebeat article says, while VCs routinely chase investments into innovation, VC process itself has been largely untouched by technological advances – THIS is definitely is a nudge in the right direction
• ENHANCED ANGEL INVESTOR BASE: The ability of an individual investor to bring down the investment size than otherwise possible offline will potentially open up the angel funding domain to a lot of HNWIs that else would go in for more conventional investments such as equities trading, real estate et al.
• IMPROVED DECISION TIMELINES: The USD1K - 250K window for investment allowed by TFC is pretty much within the risk-threshold of an individual investor (the median deal size of an angel investor is ~0.6mio USD) & considering TFC makes screening of potential deals easier for the angel, it does appear TFC and the likes (clones that’ll invariably emerge & soon), can potentially get popular among the non-regular, domain-neutral angels that have a need to invest but very little time & inclination for any kind of foot work/ due-diligence.

WEAKNESSES - Good to be aware about what to be wary of

• IMPATIENCE FUND: What helps the current ‘offline’ VC model is that the relative smallness of PE/VC funds in the total investment pool of an LP, essentially makes VC a patience-fund & this in effect is largely true with Angel investors that behave like the VCs. An open, online competitive crowd sourcing of funds may change the expectations of the investors and take the patience out of the fund.
• CROWD BIAS V/S TRUE POTENTIAL: Again, the same transparency that lets the investor see the cumulative investments a particular company is attracting may also trigger a crowd-bias categorization of the hosted investee companies as attractive or unattractive merely by their ability to attract funds & not necessarily by their true potential, thus making it a gamble rather than an investment.
• INVESTOR ATTRITION: And, while the range of investments allowed could lure a lot more investors like it has been mentioned before, it is also highly probable that the investor will compare it with his other investment options that may offer a quicker ROI & get disillusioned
• SCALABILITY ISSUES: I’d think the scalability of a venture funding follows the path; angel investing --> venture capital --> private equity. Looking at the regulatory scenario & the way LPs operate, it doesn’t look plausible that this model can be applied in a scenario that i) Involves fund raising from traditional LPs & ii) Involves funding rounds involving multiple VCs  

THREATS - Being the devil’s advocate in an angels’ gathering

• OFFLINE IS THE EVENTUAL DESTINATION: It is interesting to note that the SEC ‘no-action’ letter substantiates the non-action mostly based on operational relevance of the offline arm ‘FC Management’ rather than online TFC as such. – If not anything else, this indicates the omnipresent importance of an offline validation of an online user interface – But what’s the threat perception in this realization?... ponder this; It’s a well acknowledged fact by now that the real-money is offline & the scalability of any e-commerce platform is only when it triggers the quintessential O2O retro transition – This is particularly true in a case wherein it becomes necessary for TFC or the likes to generate more carried interest in order to be sustainable & the requisite scale of operation makes it pertinent that the investor & the investees are physically & comprehensively attended to – thus there exists a threat of the model progressively getting offline & hence get inconsequential.
• CYBER-CONSUMERS ARE A DIFFERENT BREED: I always felt that the absence of
  
  scope for a visual prejudice or lack of pressure in conforming to imposed stereotypes makes the worldwide web a great leveller wherein most consumer demographics tend to blend and behave in a very similar fashion in being impulsive, adventurous, trend-junkie, impatient – meaning essentially everyone’s a teenager on Cyberia. For a marketer this means that the average risk taking capacity of a consumer online is higher than when the same consumer is offline – but on the flip-side this also means that the cyber-consumer is seldom loyal & quick to get bored & that’s a definite & short-term threat.

OPPORTUNITIES - It’s eventually the potential of the Opportunity that prevails

• The SEC endorsement qualifies the current TFC model as being the proof of concept for (eventual) handling of venture capital non-conventionally. As postulated above, there appears to be a lot to sort-out before the model can be scaled-up successfully, but the opportunity of defining a paradigm shift in VC is out there & I'm sure someone's already cobbling together a design to overcoming these road-blocks to scalability.

As Heraclitus said long ago, the only constant is change!