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Angel Investing Crowd Funding Finance Regulation Start Up

SPAC’kled

Or, why should Venture Capitalists have all the fun?

The new dawn of SPACs is here. These shell companies, as they are called, first raise money to the tune of hundreds of millions of dollars from institutional investors. The Founders of the SPAC also invest their own money. Then, they IPO the shell company and list the shares at $10/share. Retail investors can now buy shares of the SPAC in the open market. The SPAC keeps its funds in a trust until it can find a company to invest that money in and effect a merge. The SPAC has two years to do the merger. If it fails to merge, money is returned to all investors with interest. The merged company gets a new stock ticker and resumes trading. The original team that created the SPAC has to do some work to identify the target company and consummate the merger. It could get a sizable (median of 2-5%) in the merged entity. 

PIPE financing may also be done if the merged company needs to raise more money during the merging process or shortly thereafter. Big funders can provide PIPE financing in return for shares of the merged company. 

I am not a SPAC mechanics expert, but that’s a rough picture.

How can this impact the current VC and institutional model of financing of startup companies? A growing and successful startup usually raises a series of rounds from VCs and institutional investors while still remaining private. During this time, the success of the startup is often visible to the general public. Or for the curious, Crunchbase or Pitchbook tells the story. Retail investors, however, can’t buy shares of this startup until it goes public in some fashion.

The SPAC vehicle has the potential to accelerate the stage at which retail investors get to own shares of a startup company. We are talking possibly Series B/C/D stages that a company is suitable to be SPAC’kled allowing retail investors to invest in the majority of growth phase of the company. 

This allows retail investors to invest in an index of startup companies, diversifying risk. However, one should be cautious. SPACs are investing in moon shots and the target companies are not making revenue for decades. So, after getting de SPAC’kled (post merger), one could see big drops as investors get clarity on valuation and growth prospects. 

The first issue is that retail investors do not know beforehand the target company. They may know the target sector from the SPAC prospectus, but not much else. However, the SPAC gives voting rights and redemption rights to it’s investors once the target is announced. This allows the retail investor to get out if they don’t like the deal. There is a backstop redemption clause of $10/share in theory. As of this writing, I don’t know how well that is going to work

The second issue is the rigor of due diligence conducted by the SPAC. One goal of SPACs is to reduce burden on startup founders and companies and accelerate going public by limiting the need to disclose exhaustive information. As a retail investor in the SPAC, it is likely the case that you will not find details like you do in the S-1. So you have to trust the SPAC promoters that they are doing quality diligence and valuing the company fairly. 

By creating a lock up period for SPAC promoters to sell the merged company shares, it’s possible to reduce the motivation for them to flip. Some SPAC promoters are playing nice and adding lock up periods in their prospectus.

If SPACs work with good intent and are regulated efficiently, retail investors can stand to benefit. For VCs, it can act both ways. They could liquidate their “cash suckers” via the SPAC and breathe a sigh of relief. On the other hand, they don’t want to see their strongest performers go public before they can double down. They may still do that, but their control goes away.

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Personal

Fearlessness

(this article inspired by a discourse by one of my Gurus today)

In our life, we are afraid of many things.

More recently, we fear that we may contract COVID.

We fear the extremity of the seasons and weather.

We fear the repercussions of not being able to organize an event smoothly.

We fear that our travels will not be safe. 

We fear the results of an exam ; about not getting admission to our desired university ; we fear poor job performance. 

There is no end to fear in our lives. Even our last breath can be fearful. 

Our guru Swami Desikan has written an entire work called Abheetistavam dedicated to dealing with fear and how to eliminate it from our lives. It’s in praise of fearlessness. 

In it, he says that utmost faith in God (Lord Ranganatha in my tradition) is the only way to remove fear. He welcomes everyone with his eyes. He is waiting for us. He welcomes everyone. His vow (Sankalpam) is to make everyone lead a life without fear. 

If one sings in praise of Lord Ranganatha, one can become fearless.

If one says that one doesn’t know how to sing, one can just bow down to Him. That makes one fearless.

If one says, “I don’t reside in the same town, how can I go and bow down to Him?”, then one can just face his direction and utter His name. That makes one fearless.

Barring all this, one can do just Vakthi, which is just an impulse of saying God’s name. That’s enough to become fearless.

So, go ahead. Believe and trust in your God. You can become fearless.

Categories
Life People Personal

Carrom Bonding

The Carrom Board is a rite of passage for Indian families. To write this article, I looked up the origin of the Carrom game. No surprise, there is strong evidence that it originated in the Indian subcontinent.

For many of us, Carrom is not only a game. It is a family and friends bonding platform. A game can go on for hours with lots of interspersed small talk, jabs and pokes of the mental type, tantrums, taunts, distractions, exhilarations, near misses and a captive audience waiting for it’s turn to play. 

I remember one annual game that started at 10 PM and went on until 3 AM. At 3 AM it was time to get showered and head onto the temple for the Vaikunta Ekadasi festival. The twists and turns of the game were so exciting that no one bothered to get a shut eye for the night. 

The beauty of the game is that one can bring in their own technique and personality. Some believe in precise geometry and physics and wouldn’t hesitate to crow about it when a coin was pocketed. Some play it quietly and can’t tolerate chit chats and distractions during their turn. The same kind do not reveal their techniques for fear of copycats. Some would lean back so far back on their backless chair to strike a coin that it was certain they crossed the international border to SriLanka.  A person’s true personality came through loud and clear.  

The carrom coins are of 2 colors – brown (white) and black. There is also a red one. The brown carries 2 points and the black carries one point. The queen (red) is valued at 5 points. You can note the color discrimination there too in the value system.

The powder is the substance that makes it all work. Boric Acid and Nycil are the two common ones. Without the powder, it is practically impossible for the striker to move smoothly on the  polished board made of plywood.

Last week, we received our new carrom board. We finally replaced our previous one that has gone missing for years. I feel like a kid again. To my horror, I taunted my wife to play and she gave it right back to me. However, we are spending more time looking at each other across the table than viewing the TV next to each other. 

Game on! What’s your Carrom story? 

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Personal

Inexplicable

Sometimes you wonder how a certain event happened in your life. You run it through your head many times over. You analyze various probabilities. You brainstorm with friends and family. At the end of it, you accept that it happened and get on with life. If it’s a good event you reminisce and smile. You start believing in the Divine Hand.

One such event is my securing a winning spot in the National Talent Search Exam. This nationwide exam for 10th graders tested one’s skills in five subjects. You chose two of the five subjects and the three compulsory ones being General Knowledge, Mental Ability and Mathematics. I think I chose Civics and Biology as my optional subjects. I’m a little fuzzy on the exact details but you get the gist. The test is considered extremely competitive. I believe 2000 students are chosen from the Exam for an in person interview and 500 out of that get the winning spots. The prize is a 4 year undergraduate scholarship that covers tuition. Sweet indeed!

After the written exam, I looked forward to the summer vacation but my friend Sriram would have none of it. He insisted that we discuss various questions and assess our performance. I knew I had done quite poorly. There were so many questions that made me feel like I was all alone on Mars. With twenty minutes to go in the exam, I went into random mode and started guessing answers. There was no penalty for wrong answers, so guessing was a workable strategy.

With the end of summer vacation, I was glad to get back to school and resume normal life. A few days in, while getting ready for the afternoon session, a peon peeked his head into my class and signaled to the teacher. With a series of gestures looking at me and then looking at her, he conveyed the message. The Principal wanted me at the main office immediately.

With a racing heart, compounded by 2 flights of stairs, I staggered into the office. There, sitting at the table was Principal Miss Meenakshi and across him was a balding gentleman, whom I immediately recognized as my father. “What the heck is he doing here”, I gulped. He broke into a smile. That confused me even more.

“Congratulations, GK, your father has brought you good news”, said Miss Meenakshi with her enthusiastic smile. Before I realized it, I came to know that I had secured an interview spot for the NTSE. It was unbelievable. How could that happen? It was a terrible mistake, I thought. But, adrenalin got the better of me and I instantly erased my doubts. My friends were happy for me and I didn’t know how to process that.

The Dosa was hot and the chutney was fresh. A cool breeze blew in as we ate our tiffin at the Woodlands restaurant. Within the hour, I would be appearing for a group interview. A day earlier, my parents and I, accompanied by a close friend of my father, had driven to Madras for the interview.

At a large circular table sat three gentleman and a lady. They were very polite. They asked me about subjects I was taking for ISC. They asked me to cite a habit I was proud of. Without batting an eyelid, I said it was reading the entire newspaper quickly every day, thanks to my grandfathers. The questions came quickly. They asked me about world affairs. They asked me what I thought about India’s role as a non aligned country. I said it was a worthwhile role. They asked me what I wanted to do as a career. I had no doubts that I wanted to be a doctor. There were some topical discussions. The rest is fuzzy.

In a few months, I was the proud recipient of the NTSE scholarship.

To this day, I remain completely clueless as to how I passed the exam. The interview was however a success.

As a not so brilliant performer in college, everyone must have wondered how I became a NTSE scholar. Their guess is as good as mine. It’s the Divine Hand. Or the random answer fills! When life gives you lemons, make lemonade.

Categories
Catalyst Entrepreneurship Thinking

The Present

The ability to look forward and visualize the future is a very good skill to have. To excel in that skill, one needs to understand deeply how the present works. It takes time to do that. Talking to experts, consuming lots of written information, performing targeted searches and experiencing something by oneself are some of the ways that one can gain insight into the present. Without a great understanding of the present, it is hard to think about the future and even harder to come to a reasonable assessment of how to change it.

So, we should understand the present in as much detail as one can. If we are going to change the healthcare system, we need to understand the nuances, the details, the player and the ecosystem.

One may say, “Screw it. I know that the present system is a failure, so I am just going to invent a future that will be a success”. Fair enough, but that is a limiting factor. Only by accumulating a wealth of knowledge on a domain, does one get the tools and the skills to change that domain. You may ask “What about the 20 year old’s who are inventing Lidar systems and becoming billionaires?”. The secret is that they recruited experts in photonics to make it happen. You can also collaborate with expertise to up your game.