Tag Archives: tech transfer

Universities and Angels

Schuerman: Today’s topic is University-Angel Investor relations, and I’m fortunate to be talking with exactly the right person for that topic, Mr. Jamie Rhodes. Jamie is the founder of the Central Texas Angel Network, which provides funding and support to Texas entrepreneurs across a broad spectrum of industries. He created the Alliance of Texas Angel Networks, which represents over 300 investors. He is vice-chair of the board of directors of the Angel Capital Association, a national organization spun out of the Kauffman Foundation representing seed stage investors. I say that Jamie is exactly the right person because in addition to all of this, he served as The Texas A&M University System’s Director of New Ventures and has experience in looking at things from the university perspective.

Before we begin, Jamie, I wanted to share with our readers the fact that angel investment in Texas is seeing some exciting new developments – could you comment on this?

Rhodes: In Texas we have focused on growing our angel investing ecosystem for the last seven years and it is paying off. The Halo report on angel investing for 2013 shows that two of Texas’ angel groups are in the top four most active angel groups in the country, as ranked by number of investments.

Schuerman: I’ve embedded the report above, and queued up slide 14 that shows the Houston Angel Network and Central Texas Angel Network rankings that you’re talking about. There really does seem to be a new ecosystem since I came to Texas back in 2001 – angels seemed few and far between and most of the VCs I knew were not local. In any case, well done and thanks for everything you are doing to support entrepreneurs.

That brings us to the topic of entrepreneurial effort of universities and their goals in forming start-up companies, as well as how they can best work with angel investors to get discoveries out of the lab and into the marketplace through new company formation. It’s always a good idea to understand the motivations of someone you want to work with, so let me ask first of all – what motivates a typical angel investor?

Rhodes: The typical motivation for an angel is to invest in a team that can grow a company in three to five years to an exit. Notice that I said team, and not technology. The challenge for a university is that most of their opportunities, because they are very early stage, are more like six to eight years from an exit, and the team is generally not in place yet. So universities don’t have typical opportunities and should not be looking for angels who are motivated in a typical way.

Schuerman: So working with a university is not for every angel investor.

Rhodes: Exactly. Universities need to connect with angels who have an interest in a scientific field and who are interested in getting to know researchers and evaluating them. Angel investors generally assess entrepreneurs, but university start-ups or university opportunities are, in most cases, not far enough along to have attracted an entrepreneur. So an angel working with a university needs to be applying the same due diligence process they would use with an entrepreneur to the researcher and anyone else from the university that will be on the early-stage team.

Schuerman: In what other ways would such an angel investor be different?

Rhodes: They’ll be on the board of directors, and the rule of thumb for board members is “nose in, hands out.” But that doesn’t work for university start-ups – in this case, angels need to get their hands dirty.

Schuerman: It sounds like the ideal angel is someone who is also a bit entrepreneurial themselves.

Rhodes: Yes. If an angel approaches opportunities like an entrepreneur – doing some market research, brainstorming about the possibilities – that is a very good sign. If the angel is focused on the transactional aspect of the opportunity – licensing the patent – that suggests that they are not thinking about making an investment.

Schuerman: So what would they be thinking about in that case?

Rhodes: They may be benchmarking – trying to get a sense of how your technology compares to technologies they have in one of their companies, or how they might complement them. Benchmarking is a legitimate activity, but as a university you need to recognize it and take the opportunity to expand the relationship.

Schuerman: It’s like having a shop, and having someone come in just to browse and kill some time – it’s an opportunity to engage them and make a sale.

Rhodes: That’s right.

Schuerman: Good advice. Okay, so let’s talk about experience. How important is it for an angel investor to have invested in university start-ups before? Or to have invested in similar companies before? Or to have invested in any company before?

Rhodes: Let’s take those one at a time. First of all, I would say it’s highly desirable for the angel to have worked with a university before. If they haven’t, it’s crucial that the university tech transfer office (TTO) get involved, because there are some pitfalls for an unexperienced angel.

Schuerman: Such as?

Rhodes: Researchers may not clearly understand or explain complexities about intellectual property rights. It may be that their IP rights are constrained by a sponsored research agreement, or even by an existing license agreement. IP rights may be spread across two or more institutions due to collaborative technology development. They may talk about technology as patented when it is patent-pending.

Schuerman: I have seen examples of all of those. Another problem is that a researcher may want to start a company, but then continue to use the licensed technology in their own research enterprise and engage commercial customers, effectively creating a competitive situation between their lab and the start-up.

Rhodes: These situations are unique to universities, and that’s why an angel who has never worked with a university needs some help from the TTO to recognize and either avoid or manage these problems.

Schuerman: Okay, so how important is experience in investing in similar companies?

Rhodes: For university opportunities, there is far more technology risk, and so domain experience is crucial.

Schuerman: I agree. I have seen people retire from the energy sector and decide to helm a university biotech start-up. They have no domain expertise, and so they have no idea what they are getting themselves into – and no way to get themselves out of it. I can easily see that the problem for an investor without domain expertise would be the same.

Rhodes: You also asked about first-time angels working with a university. The blunt answer is that angel investing is tricky and first-timers are likely to fail – and are much more likely to fail when working with a university. A first-time angel working with a university would have all of the challenges of being an angel investor, compounded with the challenges of working with an early stage opportunity.

This is where the value of an angel network lies. If an angel investor has peers who he or she can observe, learn from, and be mentored by, the risk of failure can be greatly mitigated. So if I were at a university and had an interested first-timer, I’d want them to be part of a good angel network.

Schuerman: Most people looking for start-up investment immediately think of VCs. What criteria should I use to decide whether to approach venture capital investors vs. angels?

Rhodes: Approach both, but recognize the differences. Angels are your best bet for funding a broad range of business opportunities as compared to VCs, and odds are that more of your opportunities will fit the angel’s investment criteria. VCs have more narrow criteria and are looking for deals that will require significant investment, but have the potential for much larger payoffs. A $30M return would be a homerun for an angel, but a failure for a VC. And with VCs, like angels, most don’t like university-stage deals. So universities need to do their homework and focus their efforts on connecting with ones that do.

Schuerman: I’ve talked with people who get excited by the prospect of pitching to a single angel investor, but who see angel networks as potentially too complicated to deal with. What are the pros and cons of investment from a network?

Rhodes: For universities, it’s all upside; there is power in numbers. A network means more check writers, more evaluators, and more diversity of deal funding. Since universities need to look for that special subset of angels who are right for their early-stage deals, networks are ideal for simplifying the job of finding those individuals.

Schuerman: I’ve heard a VC complain that a start-up was “messed up” by an angel investor. Should I be concerned that taking money from the wrong angel investor can damage a start-up?

Rhodes: VCs who claim that “angels screwed things up” are putting the blame in the wrong place. Companies get screwed up with they are mismanaged – the IP doesn’t get locked down well, equity stakeholders have come and gone without the right paperwork being done, liabilities have been created, and so on.

Schuerman: Makes sense. If I give someone gas money and they drive their car into a ditch, it’s hardly my fault.

Rhodes: Right. Someone can certainly blame you, but ultimately it’s whoever was behind the wheel that was responsible.

Schuerman: Okay, very good. Let’s talk now about stage of development. How far along does my start-up need to be in order to attract angel investment (e.g. concept, beta, product launch, first customer contract)?

Rhodes: You need a prototype or beta version. It’s possible to get investment earlier, but you’re going to be competing with other opportunities that are farther along.

Schuerman: Let’s say, though, that I’m not at that stage. Is it reasonable to want to work with an angel to develop business concepts?

Rhodes: It doesn’t hurt to ask, and many angels would be delighted to get involved at this point. Just note that you won’t be attracting financial investment, you’ll be attracting their attention and expertise. This is a great way to build a relationship.

Schuerman: I’ve heard that some angels charge a fee in order to hear a pitch. Should I be concerned if an angel wants to charge me to pitch to them?

Rhodes: For an established company to make a pitch to an angel group, this is reasonable. Pitch fees serve a gatekeeping function, so that angels don’t end up hearing from the guy who is opening a second sandwich shop, and they also pay for the due diligence that is a necessary step before investment can be made.

Pitch fees for a university don’t make sense and I would regard them as a red flag. Universities are not generally pitching start-ups so much as they are pitching potential start-ups. However, universities can consider ways to make it more interesting to an angel group to listen to and provide feedback on opportunities. For example, a university could offer to cover a certain amount of patent expenses for any company that is formed as a result of angel investment. This type of gesture builds trust and communicates that the university is willing to be a true partner.

Schuerman: Jamie, this has been very informative. Thank you for your perspectives and insights. Any last thoughts on best practices for universities when partnering with angel investors?

Rhodes: Don’t wait until you need money to get to know angels. The goal is to create a trusted relationship.

Academia vs. Commerce: Bridging the Cultural Divide

Academia is the world of universities and research organizations that focus on publication and the dissemination of knowledge.  Commerce is the business world: industry, entrepreneurs, investors.  These very different worlds and cultures have something in common – they are infamous for their reputation for not getting along with each other.

Companies often complain about the bureaucracy they encounter when working with universities and are suspicious of the university’s motives.  It seems crazy how long it takes to do deals, and people in the university either don’t understand or don’t care that their proposed terms and the delays put a strain on getting internal buy-in for the agreement.

On the flip side, universities often complain of companies being exploitive and not understanding the rules, policies and laws they must follow.  University negotiators feel like the company is asking them to do the impossible; they are being pressured to do risky deals that will set a bad precedent, and they begin to dig in their heels in order to protect their organization and its reputation.

The good news is: both sides are wrong about how they view one another’s motives. Winston Churchill once said “America and England are two nations divided by a common language.”  It is precisely the same problem between Academia and Commerce.  It seems like we are communicating, but we are not.  The bad rap that each side gets has everything to do with the communication barriers that occur across the cultural divide and the assumptions people make when communication is less than perfect.

A term that cross-cultural psychologists use for a person who engages with members of another culture for a specific purpose (e.g. business, school, job, etc.) without having the goal of joining that culture is a “sojourner.”  Being a sojourner is tough.  The assumptions and customs that a sojourner carries from their own culture may cause them to come across poorly to members of the host culture.  Frustrations often erupt and a sojourner who isn’t communicating according to the other culture’s expectations can seem stupid, deceitful, or even crazy.

Sound familiar?

Once we understand that we have a cross-cultural communication issue, we can begin to solve the problem by using methods that work across other cultural divides.  Slow down. Check meanings.  Don’t make assumptions.  Give the benefit of the doubt.  Write things down and get feedback.  Take turns.  Use the power of nice.

And most importantly, let’s figure out what etiquette we will use for such cross-cultural communications.  As a frequent sojourner, my recommendation is to adopt the etiquette of whoever you are speaking with rather than expecting them to figure out yours.  It’s more work, and sometimes it doesn’t feel like you should have to do it.

If you feel like you are right – because you’re the customer, because you’re smart, or because you are knowledgeable about rules, policies and laws – then you may feel it’s not your job to put in the effort; let the other side do that.  But in the end, the feeling of being right is not nearly as good as the feeling of getting a deal done.

One of the recommendations for contentious negotiations is to lay down some ground rules before trying to make further progress.   But the same advice can keep negotiations from becoming contentious in the first place.  Imagine a set of ground rules that describe etiquette, which you could provide at the very outset either in written form or verbally, that might include such things as:

  1. Objectives: The parties believe that a win-win outcome is the goal of these negotiations, and that the results should ideally support the parties in forming a long-term working relationship.
  2. Contract Drafting: Neither party will commence with drafting a contract, or will request a draft contract, until the parties have achieved a verbal agreement and reduced it to a terms sheet.
  3. Taking Turns: Each party is committed to the principal of taking turns in communicating and recognizes that listening as well as speaking will be necessary to achieve understanding and agreement.
  4. Counter-Proposals: Neither party will request that the other party make a counter-proposal to its own proposal.
  5. Policies: The parties commit to never using the simple existence of policy as a reason for doing a deal in a particular way, but rather, will refer only to the underlying rationale for any such relevant policies during negotiations.
  6. Agreement: Both parties recognize that contractual agreements arise from parties actually agreeing, and that extensive redlining of a draft contract may be used as a basis for returning to verbal negotiations.

This can begin the process of creating a common, deal-making culture between the parties.

Given the pervasive “need for speed,” many may see this as just a way to slow down the negotiation.  But the key thing to recognize is that for any two parties, they only need to do this once.  The time is an investment in bridging the cultural divide.

What do you think – based on your experience, what are the rules of etiquette we would need to establish as we work between Academia and Commerce?

My First Experience with Technology Transfer

In genetics, one of the time-honored ways of studying something is to focus on how it is broken.  Genes are part of systems, links in chains of events that organisms rely on to do what they do.  When you break a link in the chain, it allows you to understand how the organism functions.

In graduate school, I was interested in sugar metabolism in Agrobacterium tumefaciens, so I used a nitrous acid mutagenesis protocol on a strain of the bacterium in order to randomly “break” genes throughout the organism’s genome.  I set to work sifting through the results, looking for mutant strains with altered sugar metabolism.

The strain I was using was known to convert lactose into 3-ketolactose, which has some vitamin-C like properties.  I found a mutant strain that would convert lactose in the growth medium into large quantities of 3-ketolactose – and when I tested the strain with other sugars I saw similar results.  Sucrose became 3-ketosucrose, trehalose became 3-ketotrehalose… any glucoside or galactoside disaccharide I used was converted. Even glucose, a monosaccharide, was converted into 3-ketoglucose, which was a bit surprising.

Since I had seen that 3-ketosugars had been proposed to be used as food preservatives, antioxidants, photographic chemicals, etc. my major professor encouraged me to disclose to our tech transfer office.

I dutifully filled in the disclosure and sent it in, and several weeks later I received a call from the licensing officer.  After giving me a chance to describe the invention and what I thought it would be good for, he asked “So, who would want this?”  I answered, “I have no idea, I’m busy writing my thesis.  I thought that’s what you guys do – figure out who wants these things.”

The outcome of my disclosure to the tech transfer office is not surprising – no commercial opportunity developed from this, and I simply published on my work.  But after I graduated, motivated by lingering curiosity I contacted an inventor listed on one of the patents I had found.  He had retired from the chemical company that had filed the patent, and was kind enough to take my call.  I asked him why the use of 3-ketosugars never took off in the marketplace.  He said, “They work great as food preservatives, but the molecular weight was just not low enough to be competitive.  If the compounds had had half the molecular weight, then the activity per unit would have been high enough and then you would have had something.

Half the molecular weight… 3-ketoglucose was exactly the molecule he was describing.  My mutant agrobacterium strain made lots of 3-ketoglucose, and the normal strain didn’t seem to make any.  It seemed like an opportunity had been missed.

It dawned on me that this loss of opportunity must be happening all the time, for all sorts of reasons.  The chain of events from lab bench to commercial product or service has many links, and it only takes one break in one link to keep things from ever reaching their potential.

It seemed to me that if you could understand how those links might become broken, you would understand a lot about the process of technology transfer.  And you just might be able to focus on making repairs or upgrades in exactly the right places.

A few years later I decided to see for myself what was going on, and I joined a tech transfer office.  Since then I’ve had the opportunity to identify the things that cause the links to break, and I’ve had the opportunity to address many of them.  I’ve also seen colleagues across the world doing the same thing, trying new ideas, and sharing their ideas with one another.

We have come a long way since the Bayh-Dole Act back in 1980, but fundamental challenges remain and we are barely tapping the potential of universities to create the future.  Universities are goldmines of potential innovation, and filled with exceptional people who are looking for ways to get the results of their research “out there.”  This blog is dedicated to helping them succeed, and to helping those who help them – the agents of change in an evolving field – succeed as well.