Annotations (18)
“When you overfund, you do everything. There's tons of great articles and research about constraints lead to creativity, and you're better off choosing one or two primary product initiatives. But when you have that much money, you do seven. And I think we had a mini correction in 2022, 23. Most of them ran towards break-even. So when you run to break-even, you stop doing those seven things. You go down to the two things.”— Bill Gurley
Broken Incentives, Bad Outcomes · p. 5
Strategy & Decision Making · Operations & Execution · Business & Entrepreneurship
DUR_ENDURING
Overfunding kills focus and quality
“Let's say you were expecting to get $100 back from an investment in year 10 and you want to delay it to year 15. If you just take that 10% compounding, it now needs to be worth $160 in year 15. If you make the argument that these people invested in venture to get a big return, then your cost of capital is not 5, that's the risk-free rate. It's 15 and then it's 20% a year, 15 plus the 5 from the equity dilution. And now if you wait five more years, guess how much money you need instead of $100?”— Bill Gurley
The Dilemmas Facing GPs and LPs · p. 16
Economics & Markets · Business & Entrepreneurship
DUR_ENDURING
Time delay kills returns via compounding
“The thing people may not realize is, the managers of the VC group at the large endowments have no incentive to try and right-size this number. In fact, many of them are bonused on paper marks. So if anything, they have the reverse incentives to get them right.”— Bill Gurley
The State of Private Markets · p. 3
Economics & Markets · Psychology & Behavior · Business & Entrepreneurship
DUR_ENDURING
Reverse incentives: bonused on inflated marks
“The fact that Yale is the one doing it is super important and super interesting, from a historical perspective. I would argue no single institution has had a bigger impact on the strategy of endowment management than Yale. David Swensen is the historic godfather of this model. And the Yale model is, put a lot more money in illiquid assets than liquid assets. The fact that Yale, which led us into this strategy, is trying to get out, I find super interesting.”— Bill Gurley
Why the Deal Window is Closed · p. 7
Economics & Markets · History & Geopolitics
DUR_ENDURING
Yale exits the Yale model
“Howard Marks famously said, you make a lot of money when you do something non-consensus and accurate. But what if everyone copies David Swensen? What if everyone goes to 50% illiquid? Will it still work? I think that's a provocative question, but I think that's what happened for sure.”— Bill Gurley
Why the Deal Window is Closed · p. 7
Economics & Markets · Strategy & Decision Making
DUR_ENDURING
Consensus adoption kills the edge
“When these firms go to a company like Databricks or Stripe and encourage this round, they can get 30%. So they can get a bigger ownership percentage than they would get through a traditional IPO process. And in fact, they share a lot of these deals. So kind of an oligopolistic opportunity to hoard the public IPO growth years and take it away from the public markets.”— Bill Gurley
Private is the New Public · p. 10
Economics & Markets · Strategy & Decision Making
DUR_ENDURING
Private investors hoard public growth years
“The amount of money you raise in aggregate, just the raw number, becomes your liquidation preference. And in M&A outcomes, the investor can choose to take the liquidation preference and not convert to common, so they can get their money back. And so if a company's raised $300 million and they're worth $2 billion, LiqPref doesn't matter that much. If the valuation is now $400 million, then the LiqPref could take 75% of the company in a sale.”— Bill Gurley
Broken Incentives, Bad Outcomes · p. 4
Business & Entrepreneurship · Economics & Markets
DUR_ENDURING
Overfunding creates liquidation preference trap
“The minute there's a company that has any amount of excitement about it whatsoever, someone's knocking on the door, trying to give them 100, 200, 300 million dollars. I think for founders that have struggled their whole life to raise money, this must sound like the most ridiculous comment ever. But it's a reality. And what that does is it forces everyone to go all or nothing, swing for the fences.”— Bill Gurley
How to Play the Game on the Field Right Now · p. 13
Business & Entrepreneurship · Strategy & Decision Making
DUR_ENDURING
Capital surplus forces binary outcomes
“There's nothing about a founder in the way they're born that makes them capable of leading a thousand-person organization. And there are people that have studied what it takes to be good at that their whole lives. There's a handful of founders, maybe 30, that got to work with Bill Campbell to help coach them on what it means to do that. But it doesn't come natively, it's not for free, and you have to want to do that.”— Bill Gurley
Bill's Advice for Founders · p. 24
Leadership & Management · Psychology & Behavior
DUR_ENDURING
Leadership doesn't come naturally
“Reid Hoffman wrote about Uber, this pirate-navy metaphor where he said all startups are born as pirates, but they eventually have to become a navy. And that's true. I think it's an uncomfortable transition for some, but you have to figure out a way to do it.”— Bill Gurley
Bill's Advice for Founders · p. 24
Leadership & Management · Business & Entrepreneurship
DUR_ENDURING
Pirates must become a navy
“Never in my history of paying attention to the capital markets or being in venture capital do you have a successful NASDAQ market in a closed window. That was what was correlated. And so something else is happening.”— Bill Gurley
Why the Deal Window is Closed · p. 5
Economics & Markets · History & Geopolitics
DUR_CONTEXTUAL
Strong public markets with closed IPO window
“If you've got a human in the loop, you're going to notice the failure points and then you're going to improve the model. And those kinds of things could lead to someone that has an early lead having an even bigger lead in the long term if there's constant improvement of the model.”— Bill Gurley
Bill's Advice for Founders · p. 24
Technology & Engineering · Strategy & Decision Making
DUR_ENDURING
Human-in-loop creates compounding advantage
“All Michael and I's time at the Santa Fe Institute is basically tied to the theory that systems behave differently than their individual components. And seeing across systems, it's not easy, it's a difficult thing to do. But as we dive in, I think a lot of the components of the industry are bouncing into one another, and it's the aggregate effect of all those things that's super interesting. And so you have to step back and look at it from far away.”— Bill Gurley
The State of Private Markets · p. 1
Philosophy & Reasoning · Strategy & Decision Making
DUR_ENDURING
Systems behave differently than component parts
“M&A is a bit harder to unpack. Everyone blamed it on Lina Khan, but she's gone and we didn't have record M&A in the first five months of the year. It's likely Mag7 related. Those seven companies are sitting on an ungodly amount of cash, and in any natural universe that would lead to massive M&A and I'm sure they would love to use it for that. I think they buy back stock because they can't. But Washington's not excited about it.”— Bill Gurley
Why the Deal Window is Closed · p. 6
Economics & Markets · History & Geopolitics
DUR_CONTEXTUAL
Regulatory bottleneck blocks natural M&A flow
“Where you go at companies that were already on the list to go public and you present them with an offer that I don't know if you want to call it too good to refuse, but something of that nature. And founder liquidity encourages employee liquidity, it might encourage angel liquidity, and you basically encourage the company to stay private.”— Bill Gurley
Private is the New Public · p. 9
Business & Entrepreneurship · Economics & Markets
DUR_ENDURING
Liquidity offer delays public market entry
“It is a unique set of cards to be playing, and it's super high-stakes poker with strategies that you're not going to read about in Good to Great. This isn't how people traditionally ran companies and made them great. All the stuff you read in every Buffett letter will not apply in that world of capital competition.”— Bill Gurley
The Dilemmas Facing GPs and LPs · p. 16
Strategy & Decision Making · Business & Entrepreneurship
DUR_ENDURING
Traditional playbooks fail in capital wars
“I saw an interesting interview between Friedberg and Sundar where he asked him if he had ever read The Innovator's Dilemma and he admitted not. So when your company's crushing it, those kind of things, those were for somebody else. But yeah, maybe now he should read it.”— Bill Gurley
Thoughts on the AI Platform Shift · p. 18
Strategy & Decision Making · Psychology & Behavior
DUR_ENDURING
Success creates blindness to disruption
“There's a whole bunch of firms that have moved up market, and then they've also created different industry-specific funds and things like that, all leading to much more capital under management from many of the brands. And then there's a ton of parties that have entered the late-stage market with different approaches, and some of those have always been there.”— Bill Gurley
The State of Private Markets · p. 2
Business & Entrepreneurship · Economics & Markets
DUR_CONTEXTUAL
Mega funds dominate late-stage
Frameworks (2)
Late-Stage Value Capture Framework
How private investors extract public market growth
A methodology for understanding how late-stage private investors capture value by keeping high-growth companies private longer, obtaining larger ownership stakes than possible through traditional IPO allocations while hoarding the most valuable growth years away from public market participants.
Components
- Identify Pre-IPO Companies
- Structure Attractive Liquidity Offer
- Secure Large Ownership Stake
- Capture Growth Years
Prerequisites
- Access to large capital pools
- Relationships with target companies
- Secondary market expertise
Success Indicators
- Ownership stake 10x+ typical IPO allocation
- Company remains private 2+ additional years
- Public market entry at higher valuation
Failure Modes
- Company goes public despite offer
- Regulatory changes force exit
- Dilution erodes position
Time-Adjusted Return Framework
Calculating the true cost of delayed liquidity
A quantitative framework for understanding how time delays in venture capital exits compound against returns, incorporating both cost of capital and equity dilution to determine the true hurdle rate required for equivalent performance.
Components
- Establish Base Return Expectation
- Calculate Cost of Capital Impact
- Add Annual Equity Dilution
- Calculate Required Exit Value
Prerequisites
- Basic financial modeling
- Understanding of compounding
- Cost of capital assumptions
Success Indicators
- Clear communication of new hurdle rates
- Portfolio companies understand implications
- LP expectations properly set
Failure Modes
- Using wrong cost of capital
- Ignoring dilution
- Not updating assumptions as delays extend
Mental Models (11)
Anchoring on Peak Valuation
PsychologyFounders anchor their perceived net worth on the highest valuation their company ever achieved.
In Practice: Explaining founder reluctance to mark down valuations
Demonstrated by Leg-bg-001
Incentive Misalignment
EconomicsWhen parties in a system have incentives that work against the system's optimal function. In private markets, GPs are incentivized to report high marks, LPs are bonused on paper returns, and founders want high valuations, creating nobody with incentive to right-size valuations.
In Practice: Explaining why private market valuations are systematically inflated
Demonstrated by Leg-bg-001
Constraint Breeds Creativity
Decision MakingResource constraints force focus and creative problem-solving. Abundance allows doing everything, which often means doing nothing well. Constraints force prioritization and focus on the highest-value activities.
In Practice: Explaining how overfunding leads to unfocused execution
Demonstrated by Leg-bg-001
Systems Thinking
Systems ThinkingUnderstanding that systems behave differently than their individual components, and that the aggrega
In Practice: Gurley explaining his analytical approach to venture capital markets
Demonstrated by Leg-bg-001
Feedback Loops and Compounding Advantages
Systems ThinkingRecognition that outputs feed back as inputs, creating self-reinforcing cycles. In AI systems with h
In Practice: Discussing how AI companies can build network effects through model improvement
Demonstrated by Leg-bg-001
Liquidation Preference Mathematics
EconomicsUnderstanding how the aggregate capital raised becomes a liquidation preference that can consume most or all of an exit if the company doesn't grow into its valuation. The LiqPref acts as debt-like downside protection for investors but penalty for common shareholders.
In Practice: Explaining the structural trap of overfunding
Demonstrated by Leg-bg-001
Non-Consensus and Accurate
EconomicsHoward Marks principle that outsized returns come from positions that are both non-consensus (contrarian to the crowd) and accurate (correct in fact). When a strategy becomes consensus through copying, it stops working even if still accurate.
In Practice: Discussing why the Yale model may stop working as everyone copies it
Demonstrated by Leg-bg-001
Liquidity as Strategic Weapon
EconomicsProviding liquidity to key stakeholders (founders, employees, angels) can be used strategically to delay or prevent events (like IPOs) that would otherwise occur naturally. The liquidity provider gains strategic advantage through the delay.
In Practice: Explaining how late-stage investors keep companies private
Demonstrated by Leg-bg-001
Time Value of Money (Compounding)
EconomicsMoney today is worth more than money tomorrow because of compounding. In venture, delays increase the required exit value exponentially, not linearly, due to both cost of capital and dilution.
In Practice: Calculating the true cost of exit delays
Demonstrated by Leg-bg-001
Social Proof and Herd Behavior
PsychologyPeople follow the crowd, especially in uncertain domains.
In Practice: Discussing how Yale model became consensus
Demonstrated by Leg-bg-001
Exponential vs. Linear Growth
MathematicsExponential growth compounds on itself creating acceleration not intuitive to linear thinkers.
In Practice: Calculating time-adjusted return requirements
Demonstrated by Leg-bg-001
Connective Tissue (2)
Gavage tube force-feeding of geese to create foie gras
Gurley uses the French gavage tube (force-feeding geese for foie gras) as a metaphor for how excited AI companies are force-fed massive capital even when they don't need it, creating unhealthy growth patterns and forcing binary outcomes. Just as the gavage process artificially inflates the goose liver beyond natural capacity, excessive capital forces companies to overspend and pursue strategies that aren't organic to their development.
Explaining how capital abundance forces founders into unnatural growth patterns
Pirates becoming a navy (Reid Hoffman metaphor for organizational maturation)
Reid Hoffman's pirate-to-navy metaphor captures the organizational transition startups must make: beginning as agile, rule-breaking pirates operating outside established systems, then evolving into disciplined navies with formal structure, chains of command, and operational excellence. Pirates are fast and creative but chaotic; navies are structured and sustainable but slower. The transition is uncomfortable but necessary for scale.
Discussing the maturation challenges founders face as companies scale
Key Figures (5)
David Swensen
4 mentionsYale Endowment Chief Investment Officer
Michael Mauboussin
3 mentionsInvestment Strategist and Author
Frequent podcast guest alongside Gurley, studied systems thinking together at Santa Fe Institute, pioneer of applying behavioral economics to markets.
- Collaborated with Gurley on understanding systems thinking at Santa Fe Institute
Josh Wolfe (Thrive Capital)
2 mentionsVenture Capitalist
Reid Hoffman
2 mentionsEntrepreneur and Venture Capitalist
Bill Campbell
2 mentionsExecutive Coach
Glossary (2)
oligopolistic
DOMAIN_JARGONMarket dominated by small number of sellers with power to influence prices
“So kind of an oligopolistic opportunity to hoard the public IPO growth years”
gavage tube
FOREIGN_PHRASEFunnel used to force-feed geese for foie gras production
“So a gavage tube is what the French use to force-feed the geese”
Key People (7)
Michael Mauboussin
(1964–)Investment strategist and author, systems thinking expert
Lina Khan
(1989–)Former FTC Chair known for aggressive antitrust enforcement
David Swensen
(1954–2021)Yale endowment CIO
Howard Marks
(1946–)Oaktree Capital co-founder
Sundar Pichai
(1972–)Google and Alphabet CEO
Reid Hoffman
(1967–)LinkedIn founder
Bill Campbell
(1940–2016)Legendary Silicon Valley executive coach, mentored approximately 30 founders
Concepts (4)
Systems thinking
CL_PHILOSOPHYAnalytical approach recognizing systems behave differently than their components
Liquidation preference
CL_FINANCIALInvestor right to reclaim investment before common shareholders in exit
Yale model
CL_FINANCIALEndowment strategy emphasizing heavy allocation to illiquid assets like VC and PE
The Innovator Dilemma
CL_STRATEGYClayton Christensen theory that successful companies fail when disruptive innovation attacks from below
Synthesis
Synthesis
Migrated from Scholia