On Purpose - 2019 in Review

Another year passes so quickly. I have always been searching for the right framework to live and the picture seems slightly clearer this year. Previous posts have always been on stuff done and learning. I think i have enough to now take a step back and frame all the stuff. See if it makes sense and is useful to you.

Life is about having purpose. Purpose creates motivation and challenge which generates plans, execution and hopefully reward. It also acts as a time allocation device. Goals are what we set to achieve our purpose. One can have multiple purposes though it’s best to keep it to a few at best. Purposes can change after many years.

Life is also about pleasure or fun. Pleasure can be physical, mental or spiritual.  Exercise, beauty, learning new stuff, travel, eating etc.

Life needs connections with others. Can be family, friends, fellow workers, volunteers even animals etc. the mental need for social interaction should not be underestimated.

Life is about balance. The trick is to exist at the dynamic moving intersection of all the above and be happy with the current state and future trajectory state. This requires me to cultivate gratitude and contentment to handle the inevitable tension and trade offs between various purposes.

And what of happiness? Happiness happens easily when above is achieved. However, personally for me,  the issue of focus and the problem of drifting and feeling like a bystander is still there because this more multi-faceted life is still in vast contrast to the obsessive single purpose life I had previously in JobsCentral. Ning says it best when she remarked about how life was simpler but when we only just wanted JobsCentral to succeed.

So bearing above in mind, here goes:

Purpose 1 - help and be there for family. Extend to friends if i can.

Purpose 2 - be as healthy as I can

Purpose 3 - Be a good custodian of wealth. help grow startup ecosystem as angel investor.  Contribute to broader society as volunteer.

From the above, I generate goals and results as posted before. Below is an update.

Purpose 1 :  Good relations with Family & Friend & contribute to their lives

Goals: High level of family/wife/friend time. Share more learnings with kids.

2nd son had O levels. Very proud of the way he studied hard without much pressure from us. Our boys are a major focus for Ning & I. Number 3 also did well and seems to have matured. Likewise number 1 and 4 are growing up nicely. Perhaps a little too quickly for number 4. Goal is to bring up well adjusted, contributing and happy people.

Celebrated wedding 18 years anniversary. Love wife very much. Dad still going strong and traveled with us to Taiwan for 20 days. He also went to South America for almost 4 weeks with my sister earlier in the year! Still miss my mum and think of her every few days.

A very old friend of mine finally found a life partner and got married in 2018. This year became a father. Its actually hard to keep in touch with old friends and it requires a special effort to always organize group dinners. Still, my experience is that its worth it each time.

Purpose 2  : Be Healthy Mind and Body

GOALS: Keep lean, weight below 70kg. Pick up more outdoor sport. Control mood even better through exercise and mindfulness.

Body - improved with cholesterol dropping a bit. Weight maintained at 68-70kg range. Health screen all clear. 5-6 times exercise per week.

Mind- mentally up and down but not too dramatic. Regular contemplation of death helps keep perspective and having Gratitude. Mindfulness keeps my attention on right things. Boredom and bystander issue is still there.

Traveled 72 days. Less than last few years 80-90 days but it’s due to our commitment to stay at home for the various kids exams.

Purpose 3 :Portfolio mgmt & Work role in Society

Goals: min 6% long term annual growth on net worth.  hit 100 startups for angel investment doing well as a portfolio. Quality volunteer in any such work I take up.

Portfolio Work

Portfolio YTD gains of 17%. Tracking the 6+% annualized since 2011. Big mistake on baidu + overallocation to value funds + 1H delevering so took some money off a little early. Big wins on sea, fb, alibaba and shinvest help us to at least match index.

Still in progress to switch to even more etf index investing. Can’t significantly beat index so might as well don’t try. We also want to be more disciplined in giving. Will have more discussion with Ning on this. 

Startup Work 

Angel side very active. I think because we now see so many deals, we actually hit our upper limit and did 6 new investments. Also had 3 big up rounds from previous startups. Almost all grew by revenue. 30 startups now. Thats 30% of the way to the 100 startup goal. Portfolio doing well  if mark to market.

AngelCentral side ramp up a lot. 130 paying members and we ran angel education workshops for easily 200+ more. Also spent lots of time vetting and meeting the 700 startups that register with us.

Volunteer Work

Still volunteering with ITE, PEP, SWCDC. This year a bit less time due to AngelCentral but the education related projects are still very meaningful to me. Of note, spent 4-5 sessions on an  ITE project. It is a highlight as it involved helping plan continuous education pathways which is something I firmly believe in. 

So for next year, should be continuation of the same and reminder to self to focus on 

Purpose, Fun, Balance & Gratitude.

How to handle investors on your cap table

Over the years, in addition to running our own businesses, we have also invested in about 24-25 startups where Shao Ning & I play different roles. Board member, Advisor, Angel Investor, Syndicate Lead Investor, Joint Venture Investor and even chairman type investor. Two main factors are at play - the shareholding we own and the role we play for the startup.

We have also realized that different founders handle non full time shareholders very differently and the standards vary. Below are some guidelines on what we would think founders should consider and do for the various types of shareholders.  

1) Key Mindset

The key mindset is that your shareholders are your supporters. Get to know each of their motivations for investing and also their strengths in terms of how they help you. Then make full use of it. Remember that most people prefer to be told what is happening and investors do expect startups to face lots of problems. So don't avoid updating bad stuff or problems. 

Of course, be prepared for all types of feedback and help. Some will be good, some not so good. But remember you are the boss. So don't be afraid to ignore advice given but of course, you better hopefully be right to ignore the advice.

2) Compliance with all legal requirements

Management should always be clear on the company constitution and shareholder agreement terms. Should also ensure that all shareholder rights are complied with. Eg. if a mgmt decision requires a Board or Shareholder approval, it should be sought. An email explaining the reason for the action and also giving enough time to ask questions and approve. It is also helpful if the board has already agreed to the decision. 

The other key factor here is information rights. AGMs, audited annual numbers are usually bare requirements which all shareholders should be privy to. Some shareholder agreements will require more regular updates and some state that board minutes must be shared. Make sure these are all done.

2) Regular updates (even if not legally required)

Depending on the role and shareholding, it is best practice to keep your shareholders updated on how the business is doing. It also depends on the understanding you have with each shareholder. By and large....

a) Monthly updates with commentary & P&L, Cash for all board members and lead investors in current round and maybe even past round lead. Likewise JV partners for sure will want this. Usually do not need to update individual smaller shareholders (own <5%) but you may want to send this update to shareholders who have demonstrated value to you via experience or contacts.

b) annual shareholder meetings and report. Does not hurt to write a longer commentary to summarise year and plans for next year and circulate to all shareholders. All shareholders will appreciate this rather than just a AGM and audited accounts. You can even host a simple gathering for shareholders annually.

3) Corporate Actions 

This is trickier to do well. Founders must remember you wear 2 hats. One as mgmt and board director, another as shareholder. There are many types of corporate actions that i have seen being handled less than ideally. The key problem is usually lack of information and notice given. Then some smaller shareholders may feel being pressured or rushed or worse still being taken advantage of!

a) Share transfers/sale to 3rd party. 

Once the company is notified of this, it should immediately act according to shareholder agreement and notify all shareholders of price and quantity if there are ROFR clauses.  Also check if tag alongs will be triggered, if so ssulders should be notified not just about ROFR and prices, identity of buyer and seller but also reminded of their rights.

As a founder, you usually are not allowed to sell or tag, and your role is more to facilitate. It is usually helpful to state reason for sale and identity and intentions of the buyer.

Eg. founder parents selling part of stake to new or existing shareholder because they were earliest money and now need to retire.

b) New round of investment

Board will usually discuss and approve this activity, so major shareholders will know about this. Smaller shareholders should also be informed once a term sheet is signed. They should be aware of terms and also of their rights. Usually is pro-rata. It is best practice to share the terms and then ask each shareholder to reply if they intend to keep pro-rata.

The trickier part is here is how to handle terms which require old investors losing board seat and new share class having much superior rights to old share classes. You need legal advice for sure but you should also keep your old investors updated on all the "asks" by the potential investor. Some key areas of contention usually revolve around those where founders/mgmt are not so affected but older investors are disadvantaged.

- board seats & composition

- Redemption clauses for new investor 

- Liquidity Preferences, Coupons which only accrue to new investor

- Any special rights  (ROFR, Drag, even information) that accrue only to new investor

Be sensitive and never try to make your old investor feel you are so eager to do the deal and happy to ignore their rights. This is not only bad move (as they can probably block the deal) but also quite ungrateful to not consider your oldest supporters. 

c) Sale of company

This is a happy event. Again once term sheet signed, all shareholders must be notified of price, buyer and intentions and timeline projected. Keep shareholders updated on the sale process. Eg. timelines, due dilligence etc. If you do close the sale, do remember to call each of them to thank them for support or hold a thank you session for everyone.

d) Closing down of company

Reverse of above point but it happens. Doing this well is also a mark of a good founder. If you have been updating shareholders, it will not come as a surprise. Share thinking, timeline and be open to shareholders suggesting ways to keep things afloat. Sometimes, a hail mary may appear and a shareholder finds a way to get more money in or even to sell the company. 

This is a very tough thing to do. I find most founder run away and avoid shareholders. This kind of behavior is doubly wrong. Investors understand startups fail, so handle this episode well and depending on why startup failed, investors may still continue to support you. And plan finances properly so that the company can be closed down without debt. This is only ethical. It is morally wrong to continue to incur large costs when it is clear you are closing down.

4) Entanglement with govt, lawsuit

If the company has broken a law or is being sued, there is a responsibility to notify your board and act to remedy right away if it is with govt. Commercial lawsuits are a bit different and more nuanced as it it depends on whether the suit was frivolous or has merit.

5) What about confidentiality? 

I know some startups are worried that their investors have similar investments or worse still are not ethical and share the data they send to competitors. This is very possible as there are all sorts of investors out there. There are a few ways to mitigate this.

a) Shareholders agreement should have confidentiality clause. So there is legal recourse if need be.

b) Send what they need to know. Its usually very top level financials and general commentary. You dont have to give any client names, contract sums or marketing/sales funnel details. 

c) Don't take money from possible competitors and don't take money from VC who support multiple startups in same space and geography.

If you really have doubts about a shareholder, just revert back whatever legally required and dont share more. 

I hope the above is useful to founders and management. There is a lot that can be improved in the area of communications and expectation setting. If you find this useful and want to join a community of serious angel investors and get good dealflow, come register at http://www.angelcentral.co/membershipdetails

How should Angels behave?

After interacting with numerous VCs, Angels and Founders, i realize that while there has been much improvement in the quality of our founders and some improvement in the VC quality, there is much lesser improvement in the Angel scene.  That is one of the reasons why we started AngelCentral.co - to build a community of competent and effective angels in ASEAN. So here is a list of key things Angels should do both pre and post deal. Actually many of the points apply to early stage VCs too.

1) Respect the founders!

Remember that the real stars of the show are the founders. Bearing this in mind helps with many decisions and where in doubt defer to the founders who are taking the most risk and pain. So any behaviour that is contrary to this is a big no no.

Eg. i have attended angel pitches where angels are eating dinner and not taking founders seriously during pitches. Or angels that badger founders over every small detail to the extent the angel is causing the founder stress. 

A good angel supports the founders as their earliest cheer leader. We help with thoughtful experience sharing, sometimes emotional burst outlet and can be a sounding board for the founders until they scale the business and raise professional money. 

2) Keep terms simple

Some angels try to add too many terms. Here are some i have seen :

a) Tranches. Some angels try to mitigate their risk by investing half first and half later upon certain milestones. While this is fine in principle, it would be easier to invest half now and have a pro rata right to invest next round. That frees the founders up to choose best investors and also frees your capital up too. We too, have been guilty of this in our earliest deals but have stopped since then. 

b) Board seats.  Don't insist on board seats unless you add good value and the founders want you.  I have heard of at least 2 good founders with successful companies that have to spend time and energy to kick out their earliest investor who has a board seat. What a waste of effort.

If the concern is on keeping up to date about the company, ask for information rights for the first few rounds. Information rights allow you to keep track of the company and so you can make better decisions subsequent rounds.

c) Nitpicking on agreements

We are not lead investors, we are angels who follow rounds or who do the earliest rounds. As such a simple preferred share structure or convertible note with cap will do.

What you do need to ask for as an Angel is pro-rata rights and information rights. The former so that you can continue to invest in successful startups as it is core to a successful angel portfolio that you maintain ownership as much as possible in winners. The latter so that you can value add with sharing, network and so that you can track how the startup is doing. This is critical and as an Angel you need the founders to agree to give you these terms for at least the next 1 or 2 rounds. Walk away from deals and VC leads that don't offer this. 

3) Be quick 

One of the key advantages of  Angels is that we move fast. A rule of thumb should be to make soft commits (agreeing to an investment pending lead investor and min capital raised) within 1-4 weeks of listening to pitch and receiving information. Most angels do this well. Also be quick to sign subscription and shareholder agreements. In terms of wiring money, do so once lead has done so.  No need to be the first here just in case lead investor pulls a fast one. 

Its the post investment phase that is less ideal. Post investment, you will need to sign resolutions, AGMs, exemptions etc. Please take this seriously and sign them promptly once you are satisfied the content is fine. Do not be an obstacle and make decisions on corporate actions quickly. 

4) Be useful

This is understand but its not easy to do well. We have over 20+ startup investments and i have found that the best way to be useful is to highlight from experience. Eg. many b2c startups severely underestimate the challenge of overseas expansion. They usually aim for 3-4 countries using Series A funds. Our JobsCentral and portfolio experience has been that its better to expand to just 1 more country first and base country mgmt depth better be strong!

Another area to value add can be in terms of network. Potential clients are best. Followed by potential investors. But make sure the contact is the right one! Don't try to be useful but end up wasting founder time.

Strategic or functional value is also good. We have shared in depth on topics like How to use Culture in Workplace, Sales Team management and metrics, Joint Venture overseas etc. All these help your founders learn faster and execute better!

5) Have right expectations!

Depending on the value of the angel, it is reasonable to expect that after the initial startup phase and once the startup has grown and raised more capital, angels play a much less important role. So unless you can continue to value add significantly in terms of network, capital or experience, it is reasonable to expect to be less engaged as time goes by. For myself and Ning, we know we are valuable knowledge/experience wise for startups up to maybe 10M gross profit and with about 100-200 headcount. Capital wise, we are usually following up to Series A round. Once beyond that, we are happy if the founders find time to meet us once a year just as friends, some updates and of course, we hope for the big exit when the startup finally has a liquidity event. Then actually, we may become useful again if the founders want to become investors! 

Of course, some of you may be strategic angels who run huge family businesses. In this case, you just need to have founders value you accordingly. Its either capital, network or knowhow. Show your value and insist on the rights that should be accorded to your value.

If you  like what you read, please visit http://www.angelcentral.co to sign up as an Angel today!

AngelCentral.co is up and running!

Some readers may know that Shao Ning & I have been actively organizing pitches and training Angel Investing workshops since late 2016. And just last month, we incorporated AngelCentral as an entity. Here's the journey and thought process - its almost like any startup story!

The AngelCentral Story

Ning & I have been angel investors since 2012 or so. We saw this as a way to give back to ecosystem and also to make use of our knowledge having built JobsCentral. Needless to say, we made many, many rookie mistakes of bite sizing, over optimism, poor due dilligence etc. By 2015, we worked out a methodology and start picking much better. If we just look at our last 15-20 picks since 2015, we are at 3.3X or about 68+% IRR (as of end July 2019) Only 1 failure with 1 exit and the rest either uprounds or new. We are now committed Angel Investors and have set for ourselves a 100 startup investment goal over the next 20-25 years.

We thought we should share our learning via Angel Investing Workshops. In 2017, we ran a total of 6 workshops and trained over 120 angels. Then, we thought since we met about 100+ startups annually, we can help organize pitch days for those whom we thought were good. Last year, we ran 6 pitch days for 19 startups and we had S$3+m in capital commitments.

Moreover, on a more macro level, we know that there are insufficient well trained angels in the region. Add on to the fact that tech businesses are booming in ASEAN and we have a classic growth area. Though i must say if we do our market sizing properly, the revenues at scale are not large.

However, we still feel this space needs help and from our pitches and workshops, we realize that we have tested out our MVP and it works very well for both startups and angels. So the next step is to actually start charging users and building a team.

Launching AngelCentral.co

Shao Ning as the boss/driver, came up with a vision and business plan for AngelCentral. AngelCentral's goal is to build a community of competent and effective angels in ASEAN. We will do so by offering quality deal flow and by creating learning platforms to widen investor knowledge. She then roped in Teck Moh who is a co-investor with us on some startups and whom we share similar investing philosophy.

Next, we all approved the budget and decided to invest S$200K of our own money to see if we can build up AngelCentral to be a sustainable enterprise.

First Month of Operations

AngelCentral incorporated in early Feb and since then we launched our membership tiers. Testing out a MVP really matters and accumulating goodwill initially helps. Within 1 month, we now have over 30 paying angels and corporates/VCs. We also organized our first well attended pitch day for 5 startups on Feb 23rd and have received 30+ decks from startups.

The hardest part turns out to be on the administrative and technical bits as we needed to build up the web site and forms. I must say the stack of tools available are amazing and much better in UI and features than what we had back in 2000 (basically non-existent).

We are also recruiting interns and key staff to help drive AngelCentral. So if you are keen on the topic of early stage investing and have great project management skills, email dershing@angelcentral.co with your CV.

Moving Forward

We have a goal to grow our membership base, double the pitches and funding amount in 2018. We also want to help educate angels with deep dives into legal and sector specific areas. Finally, we also want to provide syndicate structures so that Angels can invest together and with lesser bite sizes. If we succeed, we would have done our part to make AngelCentral more sustainable and also help improve our early funding climate.

So if you are an angel or a startup, do take a look at what AngelCentral can offer you!

For Angel Membership- https://www.angelcentral.co/angelinvestment
For Angel Education - https://www.angelcentral.co/learningevents
For Startups - https://www.angelcentral.co/startups

All about Angel Investing (Part 1)

This article has 2 parts. Below are general questions many people ask about Angel Investing. The next article will be specific experiences and learning which I absorbed over the past 5 years of actually doing it.

NB: While I have experience mainly in tech startups, I believe the principles mostly apply to non tech angel investments too.

1) What in Angel Investing ? How is this different from other Private Investments?

Angel investing is more specific. It is investing in startups in hope that they succeed and you earn back your money via an exit (trade sale, IPO, sale to next investor).  In non tech world, you can also earn back your money via dividends once the company turns profitable. Private Investing covers angel investing but also include later stage investments into companies that are already larger, profitable etc. Private investing also covers investments into VC or PE funds. Basically investment into any non listed company.

2) Can I afford to be an angel investor? How much to invest?

We invest money that we can afford to lose completely. If you look at most strategic portfolio allocations (this is the various asset classes that experts advice people to allocate their investible money in), most will have an alternative allocation that includes private investments, art, wine, hedge funds and commodities. This percentage varies from 0% to 20%.

So lets say it is 20% of investible assets (excludes own home and current business which you run if applicable). 20% is currently what some banks recommend for alternatives and also what some UHNWI (people with more than 30M USD investible) individuals in the USA are doing.  Of course, not all 20% is for angel investing. Probably 5% of that? The other 15% is for hedge funds, PE funds, later stage VC funds, commodities etc.

Now flipping to the other side, we need to spread our bets since we do not control the companies we invest in. We will make mistakes and invest in bad models or bad people. So lets say at a minimum of 25K per investment and at 10 investments over 5 years, this means 250K is 5% or we need an investible net worth of about 5M min.

3) Is 25K the usual quantum for Angel Investments and what does that buy?

From what I can see, most angels in this region invest anything from 25K to 200K. One mistake I made early on was to invest way above that. Doing so made it hard for us to diversify properly and spread our bets. If your average bite is supposed to be 25K and you are doing 12 companies, then you can allocate 50K for 2-3 exceptional stories that you feel strongly about.

In the current tech space, angel/Seed round valuations range from 1M to 2.5M and amount raised is usually 500K. So 25K buys you anything from 1-2%.

4) What kind of returns can I expect as an Angel investor and in what time frame?

We all read about the lucky guy who invested in the next FB or Google. But lets face it, most Angel Investors in this region will take anything from 2 years to 10 years or more to exit their investments. We have invested in 7 startups in SG and regionally so far. None have exited yet. Luckily none have failed yet too.

So the usual timeframe to expect will be similar to a early stage VC fund. Anything from 3 years to 10 years for exit and blended returns of above 25% annualized would be good.

5) How do I get deals?

This is critical for success. There are a 2 ways that have worked for me.

a) Spread the word that you do coinvesting alongside incubators for SEED and Series A rounds. This way, you follow the lead investor for deals. This method has an advantage in that the lead investor helps settle the terms. It helps if you actually invest in some of these VC/incubators too.

b) Value add when you meet founders. Don't just view founder meetings as potential investments. Rather try to help them with your experience and connect them to relevant people. After a while, people will see you as a good person to talk to regardless of whether you invest.

6) What is my role as an Angel Investor?

With a stake of 1%-2%, you are not expected to play an active role in the business. Experience sharing if you have it and can get along with mgmt would be good periodically. Connecting to relevant people too would be useful if you have such contacts.

Of course, if you invested a lot or very early and own >5%, then it is entirely possible that the management wants you to perform some structured role. All these should be decided before investment.

7) I don't have access to good deals or any good value add, I just want to invest. What else can I do?

Of course, another way is to outright invest directly into early stage/Series A funds. You will be called in LP (limited partner) if you do so. Usual quantum ranges from $100K (for small funds) to $5M for large funds. The expected returns for these funds range from 15-25%. Some names in this area include Jungle Ventures, Golden Gate, Walden, Monkshill, 500Durians/Startups and many more. They are all raising capital now.

You can then treat these investments just like a mutual fund but classify it under alternatives.

In my next article, I will share specific experiences and learnings we have from our own foray into angel investing.