...9-802-141 REV: MAY 7, 2003 FELDA HARDYMON JOSH LERNER ANN LEAMON Endeca Technologies (A) On September 4, 2001, Steve Papa, CEO and founder of Endeca Technologies, could hear a construction worker nailing a “Commercial Real Estate Available” sign to a building across the street from his Cambridge, MA office. This had become routine, as hundreds of early stage technology companies failed to raise additional growth capital. The words of his Vice President of Marketing, Steve Sayre, warred with the sound of the construction. “I know the board is actively working on the C round,” Sayre said. “We’d better get this funding closed; I don’t think the NASDAQ is going to hold up.” Papa knew that his CFO shared Sayre’s concerns. To an even greater extent, so did he (see Exhibit 1 for NASDAQ values), because not only had the NASDAQ fallen, but so had the number of venture deals and the amount of money invested in them (see Exhibit 2). That afternoon, he and the board of his infrastructure software firm would have to decide between two term sheets, both raising $18 million but with very different impacts on the company’s current owners and customers, and on the way the company would be governed. One was an insider-led round at 98.5¢ per share that brought in a major potential customer; the other, which had arrived in the last 48 hours, was priced at $1.25 per share and had a new lead investor, but was likely to exclude the customer. Making the situation more awkward, Papa had verbally...
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