HX Venture Fund leader talks investment trends in Houston and plans for 2020

HOUSTON INNOVATORS PODCAST EPISODE 13

Sandy Wallis, managing director of the HX Venture Fund, has seen investing in Houston change over her 20-year career. Courtesy of Sandy Wallis

After 20 years in the venture capital world, Sandy Guitar Wallis has seen the evolution of investing — on both coasts and here in Houston as well.

Now, as managing director of the HX Venture Fund, Wallis is playing the long game. The fund of funds acts as a broker to other venture funds, raising money from limited partners and then strategically doling out investments to non-Houston venture funds, with the hope that those funds circle back into the Houston innovation ecosystem with a multiplier effect.

"We have raised a fund of funds with the HX Venture Fund, and we're deploying that capital across probably 10 venture capital funds over time," Wallis explains on the most recent episode of the Houston Innovators Podcast. "Each one of those funds, will invest in 15 to 20 underlying private companies. So, at the end of the day, HX Venture Fund 1 will have exposure to 10 VC funds, as an example, and — by virtue of those investments — maybe 300 private companies."

The HX Venture Fund is aiming to raise between $50 million and $70 million for its first fund. Last year, HXVF made six investments, and Wallis says she expects another three to five investments in 2020. Ultimately, Wallis says, HXVF is looking to get a wide range of of firms involved — from early stage to later, growth stages — as well as a diversity in industries of focus.

Beyond the money, HXVF is opening up the discussion on a national scale, with visiting VCs and potential investors.

"We are getting a lot of interest in coastal VCs who want to invest here," Wallis says on the podcast.

Wallis, who is a co-founder of Weathergage Capital, got her MBA at Northwestern University's Kellogg School of Management, but has been in Houston for most of her career — traveling to each coast for business. Wallis shares her expertise, discussing everything from why the IPO process has slowed to what startups need to know about venture capital.

Listen to the full episode below — or wherever you get your podcasts — and subscribe for weekly episodes.


From friends and family rounds to how to navigate a seed round, here's what you need to know about raising money in Texas. Getty Images

Here's what you need to know if you're raising a seed round in Texas

Guest column

In the vast majority of startups we've worked with across Texas, their "seed round" is not the first money in the door. That money is often called a "Friends & Family Round" and it's usually from people so close to the entrepreneurs that they are willing to take a gamble before there is really even much "there" to invest in. It also might include bootstrap funds put in by the entrepreneurs themselves.

After an F&F Round, Texas startups will pursue a "seed round," which generally includes some angel investors in the local and broader ecosystem. A problem we occasionally run into is that Texas entrepreneurs, including those in Houston, will get bad advice on what the right structures are for this kind of deal; either because they are reading a blog post from Silicon Valley (where things work VERY differently) or they're talking to someone marketing themselves as an "adviser" when their advice doesn't have much substantive deal experience backing it.

If your seed round is under $1 million, you will most likely structure it as a convertible note with a valuation cap and a 2 to 3 year maturity. Convertible notes are extremely slimmed down investment instruments that angel investors across Texas will be very familiar with. Usually, the "deal" in a convertible note round is that investors will get minimal up-front rights, in order to streamline early decision-making and keep legal costs down for negotiation, but they will get back-end protections like debt treatment if the company goes south. They will also almost always get a valuation cap and/or a discount on the price that future VCs pay, as recognition for the extra risk the seed investors are taking relative to later investors.

Once seed rounds get above $1 million, a more robust equity (stock) based investment structure starts to make more sense. There are two types of equity rounds, broadly speaking: seed equity and full VC-style equity. The latter involves a large set of heavily negotiated documents with robust investor protections, and is the structure most often utilized for a Series A (after seed). The former (seed equity) is a slimmed down version of full VC docs designed to give investors some rights, but keep negotiation costs (including legal fees) within a range that's reasonable for the smaller amount of money being raised. Investors vary as to whether they will accept simpler seed equity docs, or require you to give them full VC-style protections.

Given the diversity of investor expectations and contexts you're likely to run into in structuring a seed round, and the very high-stakes (and permanent) implications of the contracts you're going to sign, it's extremely important that advisers you work with have specialized experience in these kinds of deals.

In the case of lawyers specifically, it's also extremely important that they not have conflicts of interest with the investors you are raising money from. We too often see clever investors nudge entrepreneurs toward utilizing the investor's preferred law firm. Anyone with an ounce of honesty and experience can see why that's a problem.

Make sure you understand the high-level concepts and structures that are within the norms of your startup ecosystem, and then work with experienced, trustworthy advisors to translate everything into a deal that makes sense for your company's unique context.

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Jose Ancer is an emerging companies partner at Egan Nelson LLP. He also writes for Silicon Hills Lawyer, an internationally recognized startup/vc law blog focused on entrepreneurs located outside of Silicon Valley, including Texas.

Only time will tell how Houston did for startup fundraising in 2019, but in the meantime, here's what stories of venture capital tended on InnovationMap. Getty Images

Here were Houston's top 5 fundraising stories in 2019

2019 IN REVIEW

Editor's note: As 2019 comes to a close, InnovationMap is looking back at the year's top stories in Houston innovation. When it came to the money raised in Houston, five stories of new funds and closed rounds trended among readers.

These 7 Houston startups closed millions in funding in September

Seven Houston startups are beginning October with fresh funding. Photo by Tim Leviston/Getty Images

September was a busy month for several Houston startups. Seven companies closed rounds throughout the month and are now beginning the fourth quarter of 2019 with fresh funds.

InnovationMap has rounded up these seven deals based on previous stories as well as new information. Scroll through to see which Houston startups are catching the eyes — and cashing the checks — of investors. To continue reading this top story, click here.

3 TMCx companies have raised funds while completing the Houston accelerator

Three companies in TMCx's current cohort are leaving the program with new funds. Courtesy of TMCx

The Texas Medical Center's accelerator program is wrapping up its Digital Health cohort this week with the culmination of its TMCx Demo Day, and, while all of the companies have something to celebrate, three have announced that they are leaving the program with fresh funds.

Meru, Roundtrip, and Sani Nudge have raised over $10 million between the three companies. All three will be presenting at the TMCx Digital Health Demo Day on June 6 with the 16 other companies in the cohort. To continue reading this top story, click here.

5 Houston startups beginning 2019 with new capital

These five companies are starting 2019 out with some cash, and here's what they plan on doing with it. Getty Images

Finding growing Houston startups is as easy as following the money, and a few local companies are starting 2019 strong with a recent round of funding closed. InnovationMap has rounded up a few recent raises to highlight heading into the new year. To continue reading this top story, click here.

Exclusive: Houston-based stadium ordering app closes near $1.3 million Seed round with plans to scale

Houston-based sEATz has closed a funding round and plans to reach more fans than ever this football season. Courtesy of sEATz

Fans across the country are headed to football stadiums this weekend to cheer on their teams, but only a few will have the luxury of ordering food, beer, and even merchandise from the comfort of their seats.

Houston-based sEATz has created a platform where fans can order just about anything their stadium has from an app. Much like any other ordering app, once the order is placed, a runner will pick up the food and deliver it to the customer for a small fee and a tip.

The startup is now preparing to scale up from seven venues to 10 before the year is over as well as launching a new version of the app thanks to an oversubscribed near $1.3 million Seed round led by Houston-based Valedor Partners. Houston-based Starboard Star Venture Capital also contributed to the round. SEATz has plans to launch its Series A round before the new year. To continue reading this top story, click here.

Female-led venture capital firm launches in Houston to move the needle on investment in women-owned companies

A new venture capital firm launched in Houston to focus on female-led startups. Courtesy of The Artemis Fund

Three powerhouse investment minds have teamed up to launch a female-focused seed and series A venture capital firm in Houston.

In its first $20 million fund, The Artemis Fund will invest in around 30 women-led companies, and will award a $100,000 investment prize at the Rice Business Plan Competition, which takes place April 4 through 6. According to the company's press release, The Artemis Fund is the first of its kind — being female-led and female-focused — in Houston.

"There is a wealth of female leadership in the Houston innovation ecosystem, and we would like to see the same representation in the investor the investor community to help female founders thrive," says Stephanie Campbell, co-founder and principal of The Artemis Fund. To continue reading this top story, click here.


Most venture capital rejection is because of one or more of these three reasons. Miguel Tovar/University of Houston

3 reasons venture capitalists say no, according to University of Houston research

Houston Voices

One of the most common questions that pops up in startup circles is, "Why did they turn me down?" There are myriad reasons why a venture capitalist might turn down pitches and decline funding. Here, I'll present the three most common.

They don't understand your business

Einstein once said, "If you cannot explain it to a six-year old, you don't understand it yourself."

If you spend an entire presentation showing well-researched facts and figures, talking about how groundbreaking your idea is, and presenting detailed charts and graphs, but your audience still has no idea what you do, you're in trouble.

Moreover, avoid overusing jargon and esoteric terms in your pitch. Speak simply.

If you cannot explain in simple terms what your startup does and why it's marketable, potential investors have no reason to believe you will know what you're doing with their money. To sum up, they'll think you don't understand your own business.

They don't think you've done the legwork

Some venture capitalists invest in early stage startups, so it's totally normal for them to sit through pitches where a product has not even been built yet. Consequently, the problem comes when it becomes evident the startup founder has failed to do any legwork. As a result, investors are likely to feel insecure about giving their money to someone who couldn't even do simple research.

Sure, the product hasn't been built, but that is not an excuse to sit back on cruise control. In other words, don't take your foot off the gas. Move forward constantly and don't stop learning more about your industry.

What have you done for customer development? Customer discovery? How many potential customers have you talked to? How much would they pay for your product or service? Have you studied the competitive dynamics of the market for which you will enter? Who is your competition and what are their strengths and weaknesses? You get the picture.

Certainly, one big misstep among startup founders is that they tend to believe work should not be done until they attain funding. Wrong. During your struggle to attain money, you should be busy learning everything about your industry, market, and customers. That way, once you finally get that meeting with an investor, they will feel much more confident that you will use their money intelligently.

They don't see that you have a strategy

It's an unfortunate commonality that a startup founder will put together a great pitch, get deep into it in front of a venture capitalist, and then unravel the entire presentation by exposing themselves as not having a plan of attack for the market. To clarify, it is a huge waste of your time to undo all your hard work by showing you don't have a strategy. Remember, investors are looking for reasons to pass on you.

When asked about their strategy for reaching the market, a common refrain is, "we will provide this awesome service (or make this awesome product) and the customers will roll right in." Or even "we will partner with this corporate giant who will sell our product because it's that amazing."

Above all, you must show your potential investor that you have the wherewithal to create, polish, and scale a reliable process that reaches your customer base.

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This article originally appeared on the University of Houston's The Big Idea.

Rene Cantu is the writer and editor at UH Division of Research.

Texas venture capital deals had a slow quarter, according to Crunchbase data. Getty Images

Houston sees underwhelming venture capital funds in Q3 2019, following larger Texas trend

funding fumble

The entire state of Texas saw an unimpressive third quarter of venture deals — especially compared to the second quarter's reports — and Houston was not immune.

The state reported $372.4 million fundraised by tech startups in Q3 of 2019, according to Crunchbase data, which is less than half of what was reported in Q3 of 2018 ($776.8 million) and what the state raked in the second quarter of this year ($830.6 million).

Houston brought in a measly $38.4 million last quarter, per Crunchbase, and compared to the $251 million raised by Houston companies in Q2, that drop stings. It's the lowest quarterly venture amount Houston's seen in over a year, and lower than Houston's $44.7 million reported for Q1. Zooming out a little, the city's venture reports remain a rollercoaster of sorts with strong quarters bookended by lousy ones.

Chart via InnovationMap using Crunchbase data.

Austin maintained its top spot on the Texas venture leader board with $236.4 million of Texas' total $372.4 million raised in Q3 2019, according to Crunchbase, but that's about $200 million less than the city raised in Q2. Meanwhile, Dallas — a city Houston usually competes with for the No. 2 spot — raised $70.3 million compared to its $126.7 million raised in Q2. The only region up in raises is categorized as "other Texas metros," which went from $7.3 million to $27.4 million between Q2 and Q3.

According to Crunchbase, the city's $38.4 million was raised in six deals between June and September 2019. The top deal of those six companies was raised by Axiom Space, which closed a $16 million in a seed round.

Crunchbase's Texas reporter, Mary Ann Azevedo, reminds readers that their proprietary data is subject to reporting delays.

"Actual deal counts and dollar volume totals are higher than what Crunchbase currently has on record, and the numbers we're reporting today are likely to change as more data gets added to Crunchbase over time," she writes.

Just like Crunchbase, InnovationMap doesn't get to report on every single venture deal. However, here are some of the raises we covered in the third quarter of this year.

  • Spruce, a service provider for apartment residents, raised a $3 million round in July. The company moved its headquarters to Austin around the same time. Read more.
  • Grab, a mobile software company that's designed an airport mobile ordering app, closed a multimillion-dollar series A this summer. Read more.
  • Fannin Partners LLC, an early-stage life science commercialization company, closed a $5.25 million round this summer. Read more.
  • Voyager, a bulk shipping software company, raised $1.5 million in seed funding in August. Read more.
  • Cemvita Factory, which created a way to mimic photosynthesis, raised an undisclosed amount from corporate partners in August and September. Read more.
  • Galen Data, which uses its cloud-based software to connect medical devices, closed a $1 million seed round in September. Read more.
  • Syzygy Plasmonics, a hydrogen fuel cell creator, closed a $5.8 million Series A round in September. Read more.
  • sEATz, an app that allows in-seat ordering, closed a $1.3 million seed round in September. Read more.
  • Sourcewater Inc., which specializes in oilfield water intelligence, closed its series A round at $7.2 million in September. Read more.
  • Topl, a blockchain developer, raised over $700,000 in its seed round in September. Read more.
The Artemis Fund, which focuses on providing access to capital to women-led companies, made its first investment. Getty Images

New Houston venture capital firm makes first investment

Follow the money

The new female-founded venture capital fund that launched in Houston in April has made its first investment. The Artemis Fund led Burbank, California-based U-Nest's $2 million Seed round.

U-Nest is a user-friendly app that allows for users to create a 529 college savings plan in less than five minutes and $25. This tool provides access to financial tools that previously were only available to wealthy families who could afford financial advisers.

Syndicate partners, including The Draper Dragon Fund, Band of Angels, and Pasadena Angels, also contributed to the round.

"I'm very excited that The Artemis Fund has led my seed round because they've proven to be an amazing partner that brings a lot of value to the company beyond the money," says U-Nest founder, Ksenia Yudena, in a news release. "During the fundraising process, they made a lot of strategic introductions to the partners and advisers that helped us grow the business. They also coordinated the due diligence with other co-investors that made the process very smooth."

Prior to launching her startup, Yudena managed $1.2 bullion in business as vice president at Capital Group America Funds, and she has over 10 years of experience in financial services.

"I believe that we need more female led funds, because they understand the needs and struggles of the female founders," Yudena continues in the release. "We're on the same page in all matters related to the fundraising and building the successful company."

The Artemis Fund was founded by Stephanie Campbell, Leslie Goldman, and Diana Murakhovskaya, all of whom have years in investment experience from various institutions across the country and here in Houston. The three women wanted to provide a platform to funnel funds to female-founded startups that are constantly overlooked by other VC funds. Only 2 percent of funding from VC firms goes to women-led institutions, the release cites.

Goldman was introduced to the U-Nest team through one of the startup's advisers.

"We are thrilled to announce this as our first investment," Goldman says in the release. "We just need 14 more founders like Ksenia. With her drive, determination, deep expertise in this area, and her ability to attract top, seasoned talent, she sets the bar high for us as we look for additional portfolio companies."

U-Nest's mission of making financial information more accessible to families who need it most was especially attractive for the fund.

"Through her experience, [Yudena] saw a real world need for access to education planning and developed an incredibly impressive product to meet that need," Goldman continues in the release. "U-Nest squarely aligns with the Artemis thesis: stellar management team, traction with a product that will have tremendous impact on people's lives, scalable with a large addressable market opportunity, and a realistic exit strategy that can produce outsized returns."

Peter Mansfield serves as U-Nest's chief marketing officer and previously served as a consultant to Marqeta, which has a slew of successful clients — to the tune of Square, Affirm, DoorDash, Kabbage and Instacart — and recently closed a Series E valuation of $2 billion.

"We couldn't be more excited to have Artemis lead our round. From our first meeting it was clear that The Artemis Fund team understood our mission to eradicate the college loan crisis and shared our desire to champion women entrepreneurs," Mansfield says in the release. "The Artemis Fund is a perfect fit for U-Nest."

The Artemis Fund was founded by Diana Murakhovskaya (left), Leslie Goldman (center), and Stephanie Campbell.Courtesy of The Artemis Fund

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Houston health and wellness startup uses money as a motivator for lifestyle changes

health is wealth

Everything is different when money is on the line, and a Houston startup is using financial incentives as a motivator for its users to make smart, healthy lifestyle changes to enhance their wellness.

Healthiby, a cost-effective wellness program, is changing the game of health solutions by addressing chronic and pre-chronic conditions through innovative prevention and management methods, all incentivized by both short-term and long-term financial benefits.

"Healthiby incentivizes and empowers people to achieve better health outcomes in a team context," says Mary Beth Snodgrass, managing director and co-founder. "We're different from other wellness solutions because we're focused on changing habits, as well as incentivizing better health outcomes, providing both immediate and long-term rewards."

The company launched in May 2019 and is still in its pilot stage. Snodgrass and co-founder Dr. Tristan Hartzell, a surgeon based in Nebraska, have remained committed to their foundational concept for their startup, which is to empower people on their wellness journeys and spread knowledge about the financial benefits of leading a healthy lifestyle.

Mary Beth Snodgrass (pictured) founded Healthiby with Nebraska-based surgeon Dr. Tristan Hartzell. Photo courtesy of Healthiby.

Healthiby's notion that "health is wealth" relates to the idea that engaging in a healthy lifestyle will ultimately benefit individuals financially long-term, as healthcare costs can be avoided. Essentially, Healthiby qualifies health goals as preventative measures for chronic and pre-chronic diseases. Not only does Healthiby inform its users about the long-term financial benefits of healthy living, the program introduces exciting contests in which users are eligible to win financial rewards if they meet certain health-related criteria.

In time for the start of the new year and the health-related resolutions buzz, Healthiby enacts their user-friendly digital software application, social programs, expert health advice and financial incentives to serve their goal-oriented consumers with an engaging health management regiment that is sure to keep them on track throughout the year.

"What we're really focused on this year is, in addition to our incentives, digital content and coach guidance, is making sure that participants are engaging among themselves," Snodgrass tells InnovationMap. "Science shows there are benefits to surrounding yourself with other people who share similar health goals."

In what the program's founders refer to as a "wellness rewards solution," users are able to tap into the Healthiby digital platform to track their progress, participate in social wellness groups, invest in long-term financial incentives and access digestible, cutting edge wellness literature; all components of Healthiby's "journey goals," the program's building blocks to achieving a healthy lifestyle.

"Our software application manages our contests and our rewards, but we also have a very social component, in which participants are meeting online regularly with a dietician coach," Snodgrass explains. "The reason for this is because when we're talking about chronic and pre-chronic conditions, it's important for people to have a strong understanding of how these issues affect the body and what kinds of lifestyle changes are most effective at helping people better manage or reverse them."

Photo courtesy of Healthiby

For an annual minimum of $8 each month, individual consumers have the opportunity to invest in their own long-term wellness through this interactive, user-friendly health progress program.

"Healthiby is providing a really low cost solution for people to get additional social motivation, information, and incentives so that they can stick with their goals throughout the year," Snodgrass said.

Healthiby is currently available to individual consumers in Texas, but its founders have their sights set on expanding the business and sharing their solutions to companies vested in the importance of healthy living for their employees. For now, Houston's health and wellness consumers just got richer — both physically and financially — when Healthiby opened its digital doors to the city.

Real estate tech company founded by Houstonian launches locally, looks for office space

Homecoming

A New York-based company that uses technology to optimize the commercial real estate leasing process is expanding into Houston — and it's a bit of a homecoming for the company's CEO.

SquareFoot, which was founded by Houston native Jonathan Wasserstrum in 2011, has launched in Houston following the closing of a $16 million series B funding round led by Chicago-based DRW VC. The company uses tech tools — like a space calculator and online listings to help users find the right office space quicker and easier than traditional methods.

The Bayou City's growth in small businesses and startups makes for a great market for SquareFoot.

"Houston, in addition to being a leading market for business, is a city in transition," Wasserstrum says. "We've witnessed a growing trend of smaller companies cropping up, with startups showing that they're here to stay. I want SquareFoot to be a major part of the city's growth and evolution."

The idea for a company, Wasserstrum says, came from a friend in Houston who was struggling to find office space for his small company. Years later, that problem's solution would be SquareFoot.

SquareFoot's Houston operations are up and running online, and the listings and resources will continue to grow. Wasserstrum says the team will also open a physical office in Houston, and the team is currently looking for its own office space in a "highly-desirable" area, Wasserstrum says.

"That will not only make it easier for us to show office spaces to prospective clients, but it also sends the message that we understand these clients better than anyone," he explains. "Where you choose to open your offices is part of the story you're shaping for candidates and clients."

In regards to Houston-based employees, Wasserstrum says he will start with tapping a few Houston real estate experts. He will take the business model that was successful in New York and adapt it for Houston

"It's not only the East and West Coasts where innovation is taking place," Wasserstrum says. "We want to help Houston continue to grow as a stellar place to launch and grow a company."

National expansion is Wasserstrum's big goal, he says, and after settling in Houston, he plans to next enter into Washington, D.C., and a few other major markets.

Wasserstrum explains what the Houston expansion means to him, how tech is changing real estate, and trends he's keeping an eye on.

IM: What does it mean to be expanding in your hometown?

Jonathan Wasserstrum: Houston is where I grew up. My whole life has been shaped by what I saw and learned in Houston. I moved away for college, and have built my career on the East Coast, but Houston will always be a big part of me. My parents still live there so I have good reasons to fly home and to come home again.

As I've built out my company, SquareFoot, since 2012 at our NYC headquarters, I have dreamed of being able to expand our services nationally. We have helped over 1,200 companies find and secure office spaces in major cities. As our executive team considered where to invest in and to expand to next, Houston emerged at the top of the list. We made this decision for professional growth reasons, but that choice has an emotional element for me as well.

Going forward, I should have additional good reasons to fly home and to see my parents more often than I have had the occasion to over recent years. Plus, we save on hotel costs!

IM: What makes Houston a great place to expand into?

JW: From an office space perspective, Houston is an under tapped market. There are countless companies looking for the services we provide, but nobody has yet figured out how to build a company to serve them specifically.

We acquire many of our clients through online search — people looking for office space are literally searching online for solutions. We've seen in recent months and years a surge in searches from Houston, which indicated to us that there was a gap that had developed there. We've long had a digital presence there, thanks to these searches, but now we're increasing our physical presence on the ground. We'll hire a broker and put an office there in the coming months.

IM: What sort of trends are you seeing in office real estate? Are these trends happening in Houston already?

JW: Over the past years, we've seen a sharp increase in demand for flexible solutions. Traditional coworking spaces have worked out for many companies, but it's not for everyone.

At the same time, the long-term leases that are usually required upon signing on for an office space of your own has largely kept growing companies out of the market; it has scared them off. We realized there had to be a middle option so we launched FLEX by SquareFoot last year. Now, for the first time, all companies can find the spaces they want with the terms they want.

We are excited to introduce FLEX to the Houston market and to show companies there that there's more lease flexibility and opportunity available than they might think. Change in commercial real estate happens slowly over a long period of time. Houston has the chance now to be a part of their changing wave.

IM: How is technology changing the industry?

JW: For many decades, commercial real estate operated the exact same way. And it intended to stay that way because nobody had reason to believe anything was broken or wrong. However, there were several inefficiencies that clients just had to deal with because that was the industry standard.

The first one was the lack of transparency of which office spaces were unoccupied or what they'd cost. Brokers would lock up this information and keep clients at a distance, unless they were willing to sign on to work with them. With SquareFoot's online listings platform, we have unlocked that information, have educated countless people, and have made for a more seamless and enjoyable process for our clients as partners in their searches.

The other technological breakthrough we've made is in our mobile app. Still, in 2020, too many clients are taking tours of these offices with pen and paper and occasionally snapping a photo or video to send back to their stakeholders. Our app solved those issues once and for all, enabling better communication back and forth and a better user experience for all. Regardless of which team member goes on the office tour with our broker, everyone is clued in and on the same page.

We want everyone on the greater team to buy into the vision, and to recognize the potential, not just one representative who happened to be on the office tour one afternoon.