20VC: Turning $16.5M into $2.1BN; Lessons from the Greatest Venture Investment in European History: UiPath | Why VC is Not Being Commoditised | Why Price Does Not Matter | Lessons on Loss Ratio, Selling and Signalling with Cem Sertoglu

26:50They are contracts where you're demonstrating alignment around a target that is very far out ahead. Every early stage check you're buying a very out of the money call option on these businesses. It's not a trade. I think a lot of people get that wrong. It's not a trade. It's really a construct for alignment, for a partnership where the founder is saying I'm going to have a few people around this table on this journey with me. And what I'm saying in return is this company and your team, the founder team is going to be one of my four or five slots for this fund. So for the next five years, I'm all in with you on this.

27:29The early stage, the seed round A round is really a contract that establishes this alignment. It's not a real investment. It's not it's not the same as buying Apple shares in the market. What are the biggest ways that founders and VCs become misaligned. I think we usually try to sort of disagree with the founders in the term sheet process at least once so that we kind of see the dynamics of what happens around that. So usually what we see companies go in a wrong direction and both dynamics go in a wrong direction is if there was a lot of tension in the early round discussions, if this was a very contentious negotiation around specific governance terms, etc.

28:09Sometimes that leaves a bad taste in them out on both sides. And there's this lack of trust that is in place as soon as the investment is done. We've had very few cases of this, but it's a very negative environment to operate it. A lot of founders are told, like, run an efficient process. You know, make sure that you align meetings this week's first meetings, this week's second meetings, this week's term sheets. Do you mind and feeling part of a very manufactured process. If we feel rushed, we might, and we will not get rushed into decisions. In 2021, when the market was in a frenzy, we would never categorically pass on evaluation, so we've written very expensive checks in that period, but we would categorically pass on not having enough time to understand the business and digest the opportunity.

29:00And sometimes the process that gets communicated with us will not let us understand and digest the company in those cases will pass. And it doesn't feel good because categorically passing is not right and I'm sure there's probably some good companies in there we may have passed passed on because it felt rushed. The expansive checks that you wrote have them matured into great companies and the real question I'm asking is, do high prices lead to high quality? The joy is out on the entire set. A few of them, a few very critical ones, have matured into, now grown into, the multiples that we ended up paying for them at the time.

29:39A few others are still on their way there, and it's a young portfolio, so I can't really... It's actually the worst performing segment of RC portfolio on our farm one. It was 525, because they had too much money too soon. There was a lack of focus, a lack of urgency, and actually they struggled to raise their night's round because it was already at two higher price for the round that they were going to go and raise. Right. I think one difficulty in analyzing our track record and mistakes is the round parameters have become quite fungible. What's called a precede, what's called a seed, what's called an A, are a bit all over the place.

30:14Sure. I mean, last week was an announcement of a seed round, a hundred million dollar seed around the billion dollar valuation. So that's not really a seed. That's a unique case. That's something else, but it's not a seed round. Do you agree we've seen the eradication of pre -seed rounds? To us pre -seed is that there's nothing to look at. That's what we call a pre -seed. So I'm making it one now, which is $5 million for the round, I'll do four million. Two people, just with an idea. So okay, that sounds like a very big seed round. Sorry, very big pre -seed round, if there's nothing to look at.

30:44Would you do that? If we're sold on the founders and the markets, since there is no traction, we can't look at that. But yeah, do you find it hard to get comfortable? I'm finding it hard to get comfortable in this situation when I see Jim, which is like, I get it, they're great. They come from great companies, they're mature product leaders, but it's forming in on nothing. It's our job to be uncomfortable because we're writing very high -risk checks that should lead to high return. So, but the high risk always feels uncomfortable. So, I think it's normal to feel uncomfortable. I think it's easier over time for you.

31:16No, it hasn't. Bucket. Actually, investing is never easy. I think it's a very hard profession. What's the hardest thing that people don't often see, do you think? How long things take? And I'm saying this as a very fortunate VC that's, you know, the big performer in our first fund matured very rapidly, but things take long. I think one thing that I think about a lot is wealth and how that impacts on investor mindset. Does the fact that you are now incredibly wealthy make you a better investor? In other words, our richer investors better because they only see upside. You did very well from your annual portfolio and from being an entrepreneur before.

31:51Do you think richer investors are more successful? I think it should help with that risk equation. We think a lot about GP commitment size. We have a very high GP commitment in the fund. And it's close to 10 % of a $250 million fund. And we were very proud of this saying that look, you know, this shows our confidence in what we're doing and it gets us aligned with our LPs. A very experienced LP challenged me on that and said, wait a minute, I don't like that. What I'm allocating to your fund is the highest return at the highest risk part of my portfolio. I don't want your team nervous because you personally have a lot of money in this fund.

32:33I want you to take very, very high risk investments as long as the return is there. Will this high GP commitment make you nervous, make you more risk of our sight? I thought that was a brilliant challenge, brilliant question. So I think plays out on those sides. I also think GP commits to actually flooring many ways because a lot of people will say with total respect, look at me and look at you and you know, RGB commit is 1%, but it's just me and it's the start of my career. And I don't have the liquidity that you've done very well with. And they go, well, you know, other fans have much larger and it's so much about proportionality.

33:07Of course. And if LP can't see that shame on them, I think that's inexcusable to hold a young emerging manager to that hurdle. I mean, without my first fund outcome, I wouldn't be able to put the large GP commitments in fund three. Have you seen institutional American LPs come to your region on mass and allocate, or has it still been a gray area for them? It's too exotic for most traditional allocators to VC funds. So, our LP base is very diverse, but it's not concentrated in large North American institutions. What should they know that they don't? I think venture capital has made the mistake of following private equity in terms of LP allocation, categorization.

33:52And in private equity, regional investment strategy ultimately is exposed to the regional macro dynamics, where as in venture capital, because the outcomes are typically global outcomes. You may be hunting in a region with certain macro dynamics, but the outcomes are never impacted by the macro. My portfolio is a global portfolio. My outcomes are American outcomes, London's suck exchange outcomes, acquisitions by global tech companies. They're not outcomes that are subject to the turbulence of whatever country that founder team may be coming from. How do you respond to an LP who goes as political risk, as currency risk?

34:35Oh, building a business is hard enough. We go to our track record and show them that there was not a single case where any of our portfolio companies were impacted by those risks. When bad things happen to our portfolio companies, they're the same bad things that can happen to a Silicon Valley based company. When you lose a deal, why do you lose the deal? Sometimes on price, ultimately we have to on the right to a certain level of return, I always feel that there are venture investors out there with a very much lower cost of capital than us. So somebody will come and on the right the same opportunity to a lower outcome.

35:11In those cases, our offer ends up being not high enough. So we've lost on price. Sometimes we've lost on ownership, desired ownership, where we find the existing investors would not let a new lead investor get to the level of ownership that they would like to get. Those have been some cases. We mentioned turning 16 and a half into 2 .1 million. I do want to discuss that. I spoke to Daniel before the show. I think it's probably one of the greatest fanciers deals in European venture history. Probably the best single venture investment. Pretty good intro to the show, isn't it? I mean, that's be honest.

35:50So I wouldn't start on that. How did you meet Daniel for the first time? So Daniel had been building a company called DeskOver. I think since 2005 or 2006 it was a more of a consulting firm that was doing custom automation and different sort of back office applications for different workflows for various clients. We met him in Bucharest. I think the company was 12 people when we met him and he struck us as having being at the right place where here's a founder who was deeply immersed in the problems that his clients were facing. Very technical, had a very strong vision on the immediate problem he wanted to solve.

36:34He didn't start out with painting ultimate picture of what the UiPath would look like 10 years out as a large global enterprise software company, but he was very keenly focused on what is the next feature he would need to add and how long that would take and what would that solve at what customer or what new customer would that then allow him to sign. So very pragmatic, very iteration focused, very technical, very hands -on and he also wowed us on how he saw what he was building to be so applicable in so many diverse situations and he came and convinced us that at one point every single company in the world could be his customer.

37:18Was he immediately exceptional? In these regards that I talked about, yes. Now, what we were worried about when we first met him, and we spent a lot of time with him, we met him in 2014, we ultimately wrote the first check in 2015. So we had six to nine months that we were able to spend with him and the team. One concern we had was, is he a go -to -market leader? Our Eastern European rooted founders are not polished. His English wasn't fluent. He was not a great narrative storyteller at the time. Can he be the sales leader here? We introduced him to a few early hires or potential co -founders to kind of join him with very senior responsibility in the company.

37:59And then, but along the way he interacted with him, one we saw how earnest he was and how much he wanted to make this happen. So he was giving these people the time, the effort to try to see if they would work. In the process, we got convinced that no Daniel will be able to handle all the responsibilities of a leader and a founder of the company. So we didn't insist on this go -to -market question being fully answered at the time. But yeah, he didn't fit the enterprise software founder mold. So when you finally build that conversion to go, you know what, we want to buy a Daniel and we want to do this.

38:39What did the deal look like? He was raising one and a half million. Initially we thought we should do the full one and a half million I mean this is a hundred fifty million dollar fund. We would have been able to write that check But then we thought this is a big enough vision that this company at the time he was struggling to raise We showed the company to I think at that first seed round we showed it to 14 funds to co -invest with us Credo ultimately came in with a half a million check We led with a million dollars and then seed camp joined us with a hundred thousand dollar check So it was 1 .6 million raised.

39:12I believe it was just south of 7 million pre So that was the that was the initial route 7 million pre this is a company doing about half a half a million in revenues Amazing things we had done it on sure and it took nine years to get to that stage Yes, although I mean he he it's not the same business I mean he started out as more of a solutions and then ended up finding the product idea along the way and building a product. With respect, it's a $150 million fund. Doing a $1 .5 million check is a 1 % check. Why didn't you? The most you can invest out of a $150 million fund is $15, $20 million. And we know that it costs more than that to build a global software company.

39:54And again, this looked so off the beaten path for London -based or New York -based companies. growth fund to come and invest into. We thought we may have to support the company. In fact, probably about a year later, a year and a half later, we ended up then showing the company to about 40 firms. Everybody passed. Every single European VC has passed on. Ui passed at least once. So we had to bridge the company by ourselves. I mean, not by ourselves. Our co -investors came in. Was it doing? Wow. Yes, it was headed in the right direction. The numbers were not exceptional, but we could see how the clients were getting value out of the product.

40:32It was certainly headed in the right direction. That's what our reserves are for. Our reserves are for those companies that will be misunderstood by the market or overlooked by the market because they don't fit into the mold. And we were able to write that check with a conviction. Okay, so we have this kind of tween around. Yes. And I spoke to Daniel and he said, you propose to the deal at 20 and he would have taken 25. So there's a learning from there like when the numbers are pointed in the right direction Double down do the price round. We felt that feedback from the market was so poor that nobody else was interested What was the feedback the feedback was?

41:10Okay, keep us posted not enough traction for us to care at the moment and this is coming from 40 very large number of firms. Okay, and so we get that feedback right? So we then do the do the we agree on a convertible structure I think ultimately it converted at something in the $60 million range because a was 80 I believe but we did the convertible We then regretted the price but of course I mean from that point when the numbers start to show then the Picture changed 180 degrees when all of us how much everybody was how much did you do in the convertible? 2 .5 so you did 2 .5 in the convertible So we did one in the seed round, two and a half in the bridge round, and then we put in three million dollars at the A -round.

41:53We introduced them to Excel. What changed in that business? The numbers, the traction numbers, essentially all of a sudden the proof was there out there for everyone to see. In that case, everybody got it. Everybody, it clicked, lots of interest. Everybody was, wanted a piece of the company. Excel came in and led the A -round. We joined, and yeah, they raised at that $80 million valuation and then about a year and a half later or two years later Rich Wong at Exxel Growth came and led the the B -Round at a billion dollar valuation. Did you do more of the billion? Yes we did. We wrote a $10 million late check with our hands shaking at the time but that's a bold check for that.

42:35That's actually I mean this is the way we ended up continuing to invest into what looked like a very strong performer in our hands. That's why we raised the size of fund we raised. At a billion dollars, that's a tough one to underwrite. Right. How did you think about the trajectory? The trajectory and the fact that there were a few things in place. One, we saw what happened in Japan. Japan was a very important early market for UI path and the Japanese uptake was very, very fast. So we could see that when the market conditions are right, back office clerical work in Japan is hard to fill by enterprises there because of the demographic reasons.

43:16So we could see if one market behaves like that, we could see this in other markets as well. So the revenue trajectory at the company, I believe a UiPath went from a million to a hundred million ARR in 21 months. At the time that was I think the fastest ever for a company to have grown that fast. So we could see early signs of this this trajectory. My question to you is you said reserves are for the overlooked. When they get money from Excel and then Excel growth at the prices they do with brands that they do, this isn't overlooked. Correct. At that point, no. This is this is more let's ride that big momentum that we have.

43:52At what stage do you think actually I'm no longer getting paid for the risk that I'm taking and I could put this into three more new companies? That was That was an internal question for us at that billion dollar valuation. We ended up deciding to write that 10 million and that turned out to be the right decision, but it was not a fast decision for us. Then when Sequoia led the $3 billion next round, we set it out. We did not participate. And then when the 7 billion valuation series C happened, then we started to carefully the vest. So, I mean, again, this had been such a big win for us in terms of returns.

44:34Our prudent investor responsibility to our LPs would be to try to start to realize some of these gains. A hundred percent, I mean, very wise. I think we've toured a generation of investors that is all about leaning in and actually the best. We have a huge amount of data on this, but the best lean out strategically over time. How much do you sell in those increments? Because that was. In each case, it was between 1 and 10 % of our holding. I mean, I don't think we ever went up as high as 10%. Is there a kind of strategic thought process behind how much you sell? It's an analysis at the time of what our holding of that company looks like at the time.

45:17And we try to just triangulate to the price we may be able to sell it. I mean, our secondaries were all at a premium to the primary round. So each round was so oversubscribed that we were able to actually sell at a premium our share class shares that are at a lower class on the on the liquidation stack. What did the subsequent sell down? We ended up, I think our high watermark ownership was 18 % in the company and we entered the IPO slightly below 10%. So we sold about, I mean, I can't remember the dilution effect on that, but we were still the largest shareholder going into the IPO in the company.

46:01We had also realized already, I think, three, four times the fund at that point. And then you just sell down 10 % a year for the remaining five years. Post IPO, we executed and a divestment structure that was faster than that. Of course, we didn't wanna impact the price of the shares, but as, you know, once the stock is public, we felt that we have lost our entire edge in trying to manage that investment. I think as early stage investors, our job is to then leave that decision to our LPs. We were able to distribute in kind to our LPs who preferred to receive shares as opposed to cash. A hard question.

46:42When the firm does so well, it is as you said pervadee grade adventure investment in European history, there's a concern of like actually people just don't need to be here anymore. People can go and be an angel, they can stop that. It's a very big concern for a lot of firms who are very successful. How did you think about that problem? I think it's a very personal question, a personal decision. You're absolutely right, but for us, I understand that my team wants to work for a firm that one day they will inherit. And I want this to be bigger than me, that this is around for decades, if not longer.

47:19And when I look at the best most inspirational venture firms out there, I see that the ones that have done the best are the ones who are able to create that institutionalization and that doesn't happen with your family office. I agree, it's much harder to find that mission and love for the family office. You said you lost your edge when it went public in terms of what you know and how you act. There are firms which feel that actually they are best place to manage positions. Because of asymmetric information, we've known Daniel for years, we know the market, we know all these things public, but market doesn't, so we should manage that.

47:54Why do you feel you've lost to edge run companies go public and they don't? In our opinion, tech sector moves too fast for your edge to remain. It decays your whatever insight or asymmetric information you have until the point of the IPO starts to decay. If you're still on the board, if you're still an insider in the company, then your ability to manage that position is diminished. Then you're essentially like a founder, long -term, and our funds have a very specific lifetime. Even if I wanted to hang on to my stake, it would only post IPO. It would only for a few years be for a few years because then we have to divest anyway.

48:35because structurally. You said they're about kind of the biggest, the hardest thing that most people don't know is the length of time it takes to achieve liquidity. Do you think venture structures need to change? I'd love for them to change. I think a 10 year life for a C -DAN -A focused fund is too short. This is evidenced by the fact that almost, I don't know a single early stage VC fund that was liquid by year 10. It's also probably a healthy, pressure and friction to put on a GP team so that they're actually thinking about liquidity as they approach that 10 -year mark, even though there's perhaps understanding implicitly around the table with all the investors that it'll probably not be fully liquid by the end of fun life.

49:17Is that anything with the UI path process where you look back now and you're like, I wish we'd done that differently. In hindsight, we should have part spayed in the $3 billion round by Sequoia. We post IPO, we did some block trades that felt as if we were playing in a market that we're not naturally suited for. So maybe the investment strategy post IPO would have been a bit different. 16 to 2 .1, amazing. Sadly, it's not all that. There is sometimes a loss. Of course, what's been your biggest loss and how did it change you as an investor? Fortunately, we haven't had big losses and we've had relatively low loss ratios, which is maybe even a criticism of what is a low loss ratio.

50:02In fund one out of 15 investments, only three of them did not return capital for us. Now six companies are still live, but we expect to make money from all six of them. So they will not be lost. So we will have made a positive return on 12 out of 15 investments in fund one. Now, when I think about it, some of those returns were kept returns. Probably lower risk investments than we should have made, even though they returned us capital. They cost us to higher risk, higher return opportunities we should have probably backed. That was a learning for us from fun. Do you think about downside protection when investing?

50:43I do, maybe because I was an angel investor before, or maybe I'm human. I know I shouldn't be thinking about downside protection, but it enters the top process, it enters the equation. I think it's overrated. Why? As I mentioned before, our deals, our investments, are not real investments the way you go by Apple shares on the stock market. They are long -term contracts around a vision. Ultimately, it doesn't really move the needle that much, whether you have a liquidation preference instead can lock in some asymmetric returns if things go bad. Many times we've seen those type of structures get renegotiated at the point of liquidity because it just serves one right purpose or another.

51:33We've never really seen downside protection measures make a big difference in any outcome. What has been your biggest loss? About six million in a company that was faced with some regulatory. It was an HR business that faced some regulatory issues around it. Loss changed that made their vision very difficult to execute and they ended up liquidating. Did that impact your mindset moving forwards in any way? In that case, we had written a follow -on check where I think about that follow -on check that we maybe didn't have enough data to evaluate that follow -on check. So that could have been a smaller loss learning there.

52:14That was an early investment of ours in our first fund. So I think we were still somewhat novice around fund management and fund investing as opposed to personal investing. So the learning is around maybe delogancing a follow on investments more thoroughly. How do you approach the delogancing of follow on investments today? Depends on the follow on investment. I think it's different when you've written a half a million dollar check and you're writing another half a million dollar check early on in a journey. Whereas you're really doubling down with a 10 million UI path late check. So like point nine, they have the rule, which is like, you know, what if a great come, if a great fund does your nice round, will do it too.

52:53Of course, that's a very strong signal. But we've, we've done, I mean, the bridge round that UI path, no great fund was touching the company and we had to build our conviction internally. I think if you have the luxury to get validated way, you mentioned, of course, final one for you. Are you worried by the quality markets today? You know, we've seen M &A markets close up a lot of competition prohibits M &A, happening to say, we've seen IPO markets almost shut down entirely. Are you worried about that? If it's a sustaining trend, I am, I suspect it's not. I think markets are cyclical. I think exuberance will come back.

53:32We've started the rates change direction recently. We'll see what the FTC governance will look like post -election. So I think those are cyclical. I think it'll come back. Great companies are defined by sustainability that they're not dependent on the mood of the markets. The outcomes are very dependent on the vintage. I think a very humbling fact is the biggest predictor of a fund's performance is its vintage. Irrespective of how... Do we get a pass for last vintage? It depends on how you played it. I don't think you get an automatic pass. I think the question that will get asked would be, what did you say you would do?

54:15Did you do what you said? If there is a performance issue, can it be attributed to the markets or was it other factors that led to it? If it's pure vintage related, I think it's not a coincidence that funds get benchmarked based on vintage. The majority of funds from 21 will not do one X. Agree or disagree? I would suspect that is probably the case. I'm afraid that is a right prediction. Final one. Before a quick fire. I'm really worried actually about now. It's a really hard time to be investing, Gem. I feel pricing is insane. The AI bubble is just almost more prolific than 2021 from my perspective.

54:56Do you agree with me and do you share my concern? I agree. Is it more difficult than it's ever been? I'm not sure. I think in these kind of in between cycles situations, I think things get a bit more murky. That's why it's important to have clear strategy. It's like what's the game you're playing? What do you think your edges there? Are you sticking to that game? I think that delivers. That gives me confidence. I agree. Do you play the game on the field for AI companies? What do you just say this is a bubble right now? Everything that touches software today is AI. There is no software company that doesn't utilize machine learning and artificial intelligence in some way to do their Job better.

55:35So of course every investment we've made out of fund three the last five investments are all in one way or another AI companies now are we investing into you know hundreds of millions of dollars rounds of foundational models or not we're not in that come on jam just is only a hundred billion can you see that Larry Allison on stage, he's like it costs a hundred billion dollars to enter the race. I saw it at like, you know, one a .m. Well, he'd like that to be the case because then, you know, there's only four players in that game, right? Yeah, I mean, I'm not sure that's the that's the game. Listen, I want to move into a quick fire.

56:12So I say a short statement, you give me your immediate thoughts. What do you believe that most stage investment is a trade. You're buying something for a price. I believe it's a contract for long -term alignment to build a great company. Which venture invested you most respect and learn from outside of your own firm? Fred Wilson was the first person to tell me that he thought I might make a good venture investor. This is back in 2005 when I just sold my company. Did he say why? He thought I was well -rounded and he's been in inspiration and source of learning for me like through his writing Online as I developed into an investor.

56:59I also have a lot of respect for USB and benchmark in how they've kept their discipline Around you know what they think they do better than anyone else and I think the results show So those are the two firms I would name most memorable first founder meeting one of our fun two founders I met when he was six years old. Yeah, I picked him for my soccer team. How busy when you founded him? 12 Mali's he's about 42. I think when we founded it. Wow. That's amazing. Tell me what's the most contrarian or unorthodox advice for founders listening? Founders usually underestimate the leverage they have on their cap table.

57:40They negotiate things for very obscure situations, etc. Experience founders know that it's their company. They will have a lot of flexibility around managing things when it happens, when the opportunity comes down the road. I always find myself smiling when we're negotiating a very obscure one -off, far -fetched scenario. Where I just know in my actual portfolio, I know how much weight the founder carries. and it's their company, you know, this is kind of funny. What do founders most care about in a time sheet that they shouldn't? For the founder, I think the most important thing is probability of success.

58:20Is this round that I'm closing? Is this gonna impact my potential of getting where I want to get to as a percentage? Will it make up for the dilution I'm suffering? So if I'm giving up 20 % in this route, after this is signed, am I 20 % more likely to get to that vision? If the answer is yes, then they should sign. Have we seen predatory terms come back in the departure of tourist capital? Very rarely. We've seen a few, but usually they're in very difficult situations. So I doubt there will be any good outcomes coming from those dirty terms. What concerns you most in the world today? Technology has been a factor in concentrating resources in the hands of very few, And I think that is causing a lot of problem right now, and I think it's going to get worse before it gets better.

59:11Is there any way that can be solving that? Is that not by nature just capitalism and innovation? I'm hoping, you know, with the existential threats that our world and humanity faces, solutions that are compatible with capitalism or how resources get allocated will also emerge. However, in the short term, technology has been a very strong accelerator of the trend. What do you know now that you wish you'd known when you got into venture? That tingsake long, so I should be patient. Final one, what question you not ever asked that you should be asked more? I'm surprised founders don't ask us about data around our follow -ons.

59:48You know, at the seed stage, early stages, that when I mentioned that founders are buying care by investors, that's actually a very good indicator of care. I think it's really important to ask in the cases where you haven't, why have you not? I'm so appreciative of you doing this. As I said, I walked around the park and I was like, I really wished that we were doing this as a show. So I'm so grateful that you did this. And thank you for joining me. Thank you for having me. I've been a fan of yours for a long time. It's fantastic to be here. Thank you. I mean, the greatest venture investment in European history, I cannot believe that 16 million into 2 .1 billion.

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