Jan 2, 2019 · 25m · a16z

a16z Podcast | Raising Money and Valuing Startups -- What Happens When Things Don't Go As Planned?

Scott Kupor · 8m spoken Danny Shader · 7m spoken Danielle Morrill · 7m spoken
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In this episode of the a16z podcast, host Scott Kupor and startup CEOs Danny Shader and Danielle Morrill examine the dynamics of current startup valuations, structured deal terms, and fundraising strategies. The panel offers crucial lessons on navigating market cycles, managing capital buffers, and aligning employee incentives for long-term survival.

How this conversation actually went

Every chapter scored 0–10 on four independent dynamics. Hover any point for the reasoning behind the score. How this is scored →

The host as informed peer 5.5 Guest teaching 3.5 Guest disagreement 2.1 The host pushing back 1.9
05100:0010:0020:001:42–4:25 · The host as informed peer 6/10 Structured Deal Terms and Liquidation Preferences Scott demonstrates clear venture expertise by detailing structured deal terms like full ratchets and price resets introduced by hedge funds and buyout firms in late-stage deals. Danny adds historical context about surviving past bubbles without conflict.4:25–6:40 · The host as informed peer 5/10 Late-Stage Investors and Massive Capital Deployment Pressure Danielle educates Scott on how non-traditional investors force larger round sizes to secure brand-name logos. She cites Andreessen Horowitz's own early strategy as the playbook new funds are imitating.6:40–9:06 · The host as informed peer 6/10 Exit Bottlenecks and M&A Constraints at Extreme Valuations Scott posits that high valuations constrain M&A options by eliminating potential acquirers. Danny politely rejects Scott's premise, stating he doesn't worry about exit constraints and even attempts to signal lower pricing when proposals get too inflated.9:06–13:02 · The host as informed peer 4/10 Capital Horizon Planning and Blurring Early-Stage Boundaries Danny and Danielle discuss how early-stage founders often lack long-term capital planning. Danny notes that Danielle's $4M seed round would historically be considered a Series A, highlighting the blurring definitions of early stage capital.13:02–15:45 · The host as informed peer 7/10 Underestimating Capital Needs and Offensive Fundraising Strategies Scott outlines how founders routinely underestimate capital needs and presents a strategic counter-framing: raising large amounts at high valuations acts defensively to create a margin of safety against macro downturns.15:45–21:28 · The host as informed peer 7/10 Managing Employee Expectations and Equity Incentives Scott shares a detailed personal anecdote from his time at LoudCloud with Ben Horowitz regarding employee disappointment over an $820M valuation. Danny and Danielle discuss employee alignment and alternative compensation models.21:28–24:38 · The host as informed peer 5/10 Generational Mindsets and SaaS Model Resilience Danny provides a stark assessment of younger founders' overconfidence, warning that many lack memories of past crashes where tax liabilities from option exercises drove founders to bankruptcy. Danielle highlights SaaS model resilience as a positive structural shift.24:38–25:30 · The host as informed peer 4/10 Key Takeaways and Podcast Conclusion As Scott attempts to summarize the episode takeaways regarding milestones and next rounds, Danny cuts in to recharacterize the core lesson, arguing that long-term planning and the end state are all that matter.1:42–4:25 · Guest teaching 2/10 Structured Deal Terms and Liquidation Preferences Scott demonstrates clear venture expertise by detailing structured deal terms like full ratchets and price resets introduced by hedge funds and buyout firms in late-stage deals. Danny adds historical context about surviving past bubbles without conflict.4:25–6:40 · Guest teaching 4/10 Late-Stage Investors and Massive Capital Deployment Pressure Danielle educates Scott on how non-traditional investors force larger round sizes to secure brand-name logos. She cites Andreessen Horowitz's own early strategy as the playbook new funds are imitating.6:40–9:06 · Guest teaching 4/10 Exit Bottlenecks and M&A Constraints at Extreme Valuations Scott posits that high valuations constrain M&A options by eliminating potential acquirers. Danny politely rejects Scott's premise, stating he doesn't worry about exit constraints and even attempts to signal lower pricing when proposals get too inflated.9:06–13:02 · Guest teaching 3/10 Capital Horizon Planning and Blurring Early-Stage Boundaries Danny and Danielle discuss how early-stage founders often lack long-term capital planning. Danny notes that Danielle's $4M seed round would historically be considered a Series A, highlighting the blurring definitions of early stage capital.13:02–15:45 · Guest teaching 2/10 Underestimating Capital Needs and Offensive Fundraising Strategies Scott outlines how founders routinely underestimate capital needs and presents a strategic counter-framing: raising large amounts at high valuations acts defensively to create a margin of safety against macro downturns.15:45–21:28 · Guest teaching 3/10 Managing Employee Expectations and Equity Incentives Scott shares a detailed personal anecdote from his time at LoudCloud with Ben Horowitz regarding employee disappointment over an $820M valuation. Danny and Danielle discuss employee alignment and alternative compensation models.21:28–24:38 · Guest teaching 5/10 Generational Mindsets and SaaS Model Resilience Danny provides a stark assessment of younger founders' overconfidence, warning that many lack memories of past crashes where tax liabilities from option exercises drove founders to bankruptcy. Danielle highlights SaaS model resilience as a positive structural shift.24:38–25:30 · Guest teaching 5/10 Key Takeaways and Podcast Conclusion As Scott attempts to summarize the episode takeaways regarding milestones and next rounds, Danny cuts in to recharacterize the core lesson, arguing that long-term planning and the end state are all that matter.1:42–4:25 · Guest disagreement 1/10 Structured Deal Terms and Liquidation Preferences Scott demonstrates clear venture expertise by detailing structured deal terms like full ratchets and price resets introduced by hedge funds and buyout firms in late-stage deals. Danny adds historical context about surviving past bubbles without conflict.4:25–6:40 · Guest disagreement 2/10 Late-Stage Investors and Massive Capital Deployment Pressure Danielle educates Scott on how non-traditional investors force larger round sizes to secure brand-name logos. She cites Andreessen Horowitz's own early strategy as the playbook new funds are imitating.6:40–9:06 · Guest disagreement 3/10 Exit Bottlenecks and M&A Constraints at Extreme Valuations Scott posits that high valuations constrain M&A options by eliminating potential acquirers. Danny politely rejects Scott's premise, stating he doesn't worry about exit constraints and even attempts to signal lower pricing when proposals get too inflated.9:06–13:02 · Guest disagreement 1/10 Capital Horizon Planning and Blurring Early-Stage Boundaries Danny and Danielle discuss how early-stage founders often lack long-term capital planning. Danny notes that Danielle's $4M seed round would historically be considered a Series A, highlighting the blurring definitions of early stage capital.13:02–15:45 · Guest disagreement 1/10 Underestimating Capital Needs and Offensive Fundraising Strategies Scott outlines how founders routinely underestimate capital needs and presents a strategic counter-framing: raising large amounts at high valuations acts defensively to create a margin of safety against macro downturns.15:45–21:28 · Guest disagreement 1/10 Managing Employee Expectations and Equity Incentives Scott shares a detailed personal anecdote from his time at LoudCloud with Ben Horowitz regarding employee disappointment over an $820M valuation. Danny and Danielle discuss employee alignment and alternative compensation models.21:28–24:38 · Guest disagreement 3/10 Generational Mindsets and SaaS Model Resilience Danny provides a stark assessment of younger founders' overconfidence, warning that many lack memories of past crashes where tax liabilities from option exercises drove founders to bankruptcy. Danielle highlights SaaS model resilience as a positive structural shift.24:38–25:30 · Guest disagreement 5/10 Key Takeaways and Podcast Conclusion As Scott attempts to summarize the episode takeaways regarding milestones and next rounds, Danny cuts in to recharacterize the core lesson, arguing that long-term planning and the end state are all that matter.1:42–4:25 · The host pushing back 2/10 Structured Deal Terms and Liquidation Preferences Scott demonstrates clear venture expertise by detailing structured deal terms like full ratchets and price resets introduced by hedge funds and buyout firms in late-stage deals. Danny adds historical context about surviving past bubbles without conflict.4:25–6:40 · The host pushing back 2/10 Late-Stage Investors and Massive Capital Deployment Pressure Danielle educates Scott on how non-traditional investors force larger round sizes to secure brand-name logos. She cites Andreessen Horowitz's own early strategy as the playbook new funds are imitating.6:40–9:06 · The host pushing back 3/10 Exit Bottlenecks and M&A Constraints at Extreme Valuations Scott posits that high valuations constrain M&A options by eliminating potential acquirers. Danny politely rejects Scott's premise, stating he doesn't worry about exit constraints and even attempts to signal lower pricing when proposals get too inflated.9:06–13:02 · The host pushing back 1/10 Capital Horizon Planning and Blurring Early-Stage Boundaries Danny and Danielle discuss how early-stage founders often lack long-term capital planning. Danny notes that Danielle's $4M seed round would historically be considered a Series A, highlighting the blurring definitions of early stage capital.13:02–15:45 · The host pushing back 4/10 Underestimating Capital Needs and Offensive Fundraising Strategies Scott outlines how founders routinely underestimate capital needs and presents a strategic counter-framing: raising large amounts at high valuations acts defensively to create a margin of safety against macro downturns.15:45–21:28 · The host pushing back 1/10 Managing Employee Expectations and Equity Incentives Scott shares a detailed personal anecdote from his time at LoudCloud with Ben Horowitz regarding employee disappointment over an $820M valuation. Danny and Danielle discuss employee alignment and alternative compensation models.21:28–24:38 · The host pushing back 1/10 Generational Mindsets and SaaS Model Resilience Danny provides a stark assessment of younger founders' overconfidence, warning that many lack memories of past crashes where tax liabilities from option exercises drove founders to bankruptcy. Danielle highlights SaaS model resilience as a positive structural shift.24:38–25:30 · The host pushing back 1/10 Key Takeaways and Podcast Conclusion As Scott attempts to summarize the episode takeaways regarding milestones and next rounds, Danny cuts in to recharacterize the core lesson, arguing that long-term planning and the end state are all that matter.

speaking balance: gold is the host, purple is the guest (3 minute bins)

0:00 · the host 0% · guest 100%0:00 · the host 0% · guest 100%3:00 · the host 0% · guest 100%3:00 · the host 0% · guest 100%6:00 · the host 0% · guest 100%6:00 · the host 0% · guest 100%9:00 · the host 0% · guest 100%9:00 · the host 0% · guest 100%12:00 · the host 0% · guest 100%12:00 · the host 0% · guest 100%15:00 · the host 0% · guest 100%15:00 · the host 0% · guest 100%18:00 · the host 0% · guest 100%18:00 · the host 0% · guest 100%21:00 · the host 0% · guest 100%21:00 · the host 0% · guest 100%24:00 · the host 0% · guest 100%24:00 · the host 0% · guest 100%
Sharpest disagreement ▶ 25:05 Danny reframes the host's concluding summary

Danny directly interrupts Scott's attempt to summarize the episode takeaways, explicitly saying 'let me try to characterize it in a different way' to replace Scott's summary with his own point.

Hardest push from the host ▶ 13:42 Scott presents offensive fundraising as a counter-perspective

Scott pushes back against the premise that high late-stage valuations are merely investor-driven inflation, proposing that founders intentionally raise massive capital defensively to build a margin of safety against market shifts.

Biggest teaching moment ▶ 5:53 Danielle points out a16z's own fund strategy

Danielle directly educates Scott on how new venture funds operate by citing Andreessen Horowitz's own initial fund strategy as the archetype others copy to buy portfolio vanity logos.

The host holds their own ▶ 15:44 Scott shares LoudCloud's $820M valuation experience

Scott displays deep operational background by recounting how Ben Horowitz and he managed employee disappointment after raising $120M at an $820M post-money valuation during the 2000 tech bubble.

the scores for every segment, with the reasoning behind each
ChapterTopicThe host as informed peerGuest teachingGuest disagreementThe host pushing backWhy
Structured Deal Terms and Liquidation Preferences 6212 Scott demonstrates clear venture expertise by detailing structured deal terms like full ratchets and price resets introduced by hedge funds and buyout firms in late-stage deals. Danny adds historical context about surviving past bubbles without conflict.
Late-Stage Investors and Massive Capital Deployment Pressure 5422 Danielle educates Scott on how non-traditional investors force larger round sizes to secure brand-name logos. She cites Andreessen Horowitz's own early strategy as the playbook new funds are imitating.
Exit Bottlenecks and M&A Constraints at Extreme Valuations 6433 Scott posits that high valuations constrain M&A options by eliminating potential acquirers. Danny politely rejects Scott's premise, stating he doesn't worry about exit constraints and even attempts to signal lower pricing when proposals get too inflated.
Capital Horizon Planning and Blurring Early-Stage Boundaries 4311 Danny and Danielle discuss how early-stage founders often lack long-term capital planning. Danny notes that Danielle's $4M seed round would historically be considered a Series A, highlighting the blurring definitions of early stage capital.
Underestimating Capital Needs and Offensive Fundraising Strategies 7214 Scott outlines how founders routinely underestimate capital needs and presents a strategic counter-framing: raising large amounts at high valuations acts defensively to create a margin of safety against macro downturns.
Managing Employee Expectations and Equity Incentives 7311 Scott shares a detailed personal anecdote from his time at LoudCloud with Ben Horowitz regarding employee disappointment over an $820M valuation. Danny and Danielle discuss employee alignment and alternative compensation models.
Generational Mindsets and SaaS Model Resilience 5531 Danny provides a stark assessment of younger founders' overconfidence, warning that many lack memories of past crashes where tax liabilities from option exercises drove founders to bankruptcy. Danielle highlights SaaS model resilience as a positive structural shift.
Key Takeaways and Podcast Conclusion 4551 As Scott attempts to summarize the episode takeaways regarding milestones and next rounds, Danny cuts in to recharacterize the core lesson, arguing that long-term planning and the end state are all that matter.

Statements from this episode (17)

Assertion Not checkable as stated
Morrill: Investor Competition for Rare Unicorns Drives Up Startup Valuations
“And then I think you're also seeing these really massive rounds because what I'm seeing is really competitive deals where investors feel like there's not that many super Unicorn potential startups. They want to pile into those, and so that drives up valuation …”
Danielle Morrill Jan 2, 2019 ▶ 1:09
Opinion
Shader: Structured high valuations harm employee common equity long term
“And it seems like that has really negative implications for the new common shareholder employee who joins, which, you know, I'm old fashioned, but that seems like that's not necessarily an interest of the company long term.”
Danny Shader Jan 2, 2019 ▶ 1:52
Assertion Not checkable as stated
Kupor: Hedge funds and buyout firms structure late-stage deals with ratchets
“Certainly, you know, the ones we've seen, particularly where you start to get to either, you know, the hedge fund community, or in some cases, you know, buyout firms who are now kind of doing these later stage private rounds, you definitely see more structured…”
Scott Kupor Jan 2, 2019 ▶ 2:04
Insight
Shader: Overreaching for valuation creates severe risks unless future rounds guaranteed
“I don't know that stretching for evaluation is a great idea. Unless you have incredible certainty on your deal. And you know, absolutely know that there's going to be another round behind it at a higher valuation, either because you're pressing about the overa…”
Danny Shader Jan 2, 2019 ▶ 2:55
Insight
Morrill: Late-Stage Investors Push $100M Rounds to Deploy Excess Capital
“What I'm seeing is a lot of the pressure is coming from that side. It's like, well, we don't want to deploy thirty million dollars, we want to deploy a hundred million dollars, because We don't have another, enough places to deploy its capital.”
Danielle Morrill Jan 2, 2019 ▶ 4:45
Prediction Not checkable as stated
Shader: Overvalued payments startups risk crashing the broader market
“My biggest fear just as an entrepreneur trying to run things rationally is that some of those guys are going to crash and burn and drag the entire rational segment of the market down with them.”
Danny Shader Jan 2, 2019 ▶ 7:12
Disclosure
Shader: I actively attempt to lower investor valuation offers
“When people have proposed things that are sort of too high, I've tried to signal bringing them down, which is a delicate Balance.”
Danny Shader Jan 2, 2019 ▶ 8:22
Insight
Danny Shader: Over-promising during fundraising breaks trust during crisis
“Nothing will set up that relationship to be bad during bad times as if you over-promised when you were raising money and then disappoint, because now you've broken this bond of trust you need when you're, you know, weathering the inevitable storms that are goi…”
Danny Shader Jan 2, 2019 ▶ 10:23
Disclosure
Morrill: Mattermark operates without a board of directors
“Raising these big seed rounds, so we don't have boards for a really long time. Like, I don't have any board members, so I go to my advisors, and I'm trying to work with them and think through a lot of these questions with them”
Danielle Morrill Jan 2, 2019 ▶ 12:06
Insight
Kupor: Startup founders systematically underestimate their required capital
“From the perspective of the deals that we see, I think almost to a fault, everybody historically underestimates how much capital they will actually need to get to either, either the next milestone or to an exit.”
Scott Kupor Jan 2, 2019 ▶ 13:08
Insight
Kupor: Startups stretching on valuation should maximize capital taken
“If you're going to stretch for valuation, you better take as much money as you can possibly get at that valuation to give yourself way more running room than you ever think to kind of insulate yourself from macro changes that might kind of impact the financing…”
Scott Kupor Jan 2, 2019 ▶ 14:24
Disclosure
Shader: PayNearMe intentionally located away from transit to screen candidates
“To the extent that we even do things like we don't have an office near a train station, right? Intentionally, like we're sort of self screening for that.”
Danny Shader Jan 2, 2019 ▶ 17:30
Opinion
Morrill: Hopping between mid-stage startups is a smart career tactic
“Actually, you can find people that just hop from, you know, mid-stage startup to mid-stage startup as pretty much a career tactic, which I think is pretty smart, actually.”
Danielle Morrill Jan 2, 2019 ▶ 19:36
Insight
Morrill: Overhyped equity options create severe retention crises during repricings
“It's almost like we've taken stock options and we've hyped them up more than we should have, because then you do have this trust problem where if you do have to do something for the survival of the company, Now you're telling a couple thousand people, hey, we …”
Danielle Morrill Jan 2, 2019 ▶ 21:01
Prediction Not checkable as stated
Danny Shader: Tech market boom will end badly for overconfident workers
“I think this party ends and it will have an ugly end and I'll, and there will be people who have an expectation for what their lifestyle will be and have dialed in a bunch of very important life decisions to that who are going to not be happy with what happens…”
Danny Shader Jan 2, 2019 ▶ 22:51
Opinion
Morrill: Young founders build consumer tech because they lack real-world experience
“I think there's just a ton of people who work on consumer products because they don't know anything about the world.”
Danielle Morrill Jan 2, 2019 ▶ 23:31
Opinion
Morrill: Public markets do not know how to value low-friction SaaS
“I think the public market doesn't even know how to value it, really.”
Danielle Morrill Jan 2, 2019 ▶ 24:22
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