Arthur van Hoff was part of the Java development team at Sun Microsystems when he left in 1996 to found Marimba, a software distribution company. Joining him as cofounders were two fellow developers from the Java team, Sami Shaio and Jonathan Payne, and Kim Polese, Java's product manager. Marimba received lots of attention from the press and venture capitalists early on. The company grew from a 4-person startup to a company with more than 300 employees at the time of its IPO in 1999. van Hoff left the company in 2002 to start another startup, Strangeberry. Marimba was acquired by BMC Software in 2004. Livingston: At what point did the four of you start talking about leaving Sun and starting your own company? van Hoff: Jonathan had left Sun, and, when I tried to convince him to come back, he said, "Well I don't know if I'll ever come back to Sun, but I'll do a startup with you." So we decided to do a startup, though we literally had no idea what we were going to make. The first thing that we did was drive around and find office space, which was getting pretty hard at the time. We found a little office above a flower shop on California Avenue in Palo Alto, and we went to a second-hand office furniture store and bought these heavy metal desks--$25 apiece. They weighed a million pounds, but we somehow carried them up the stairs. Livingston: How did you fund your company at first? van Hoff: Initially we all put in a little bit of money, I think $25,000 each. If you don't take a salary, that can last you a long time. Because starting a company is free, right, if you have a friend who is a lawyer. The law firm that we used, Gunderson Dettmer, will basically not take payment until you get funding. Silicon Valley is that way; everything is geared toward getting you started, and then you pay. 153 Arthur van Hoff Cofounder, Marimba 11 CHAPTER We spent about $1,400 to furnish the entire office, including equipment like a fax machine and printer. We all used cell phones at first, and we had no Internet access for the first couple of weeks, just the whiteboard. Livingston: You took a pretty big risk to decide to start a company without an idea. You must have known that the four of you were pretty compatible? van Hoff: You know, in a hot market like that, you saw a lot of people with crazy business ideas that were never going to work but they were getting funded. We were coming out of the Java project and felt that it was a pretty safe bet that if you are part of a core team and you leave together, getting an idea is not that hard. Anybody can have good ideas. Over the years, I've learned that the first idea you have is irrelevant. It's just a catalyst for you to get started. Then you figure out what's wrong with it and you go through phases of denial, panic, regret. And then you finally have a better idea and the second idea is always the important one. After Marimba, when I started Strangeberry with Jonathan, we had no plan whatsoever. We just put in some money and decided to spend a year brainstorming. We built all sorts of things, and everything we did turned out to be very relevant, because you're in the right area and you are giving yourself time to investigate. Eventually, you run into an interesting idea and you execute on that. People are really the key. Livingston: When you left Sun, did they try to stop you? van Hoff: Kim and I did a very dramatic thing. We arranged to have a meeting with Scott McNealy. He asked what we were there to talk about. When we told him that we were leaving to do a startup, he said, "Well, I can't wish you good luck, because everybody would go and do this. But I'll tell you one thing: don't fuck with me." One of the things that we wanted to build was a user interface builder. Java was an interesting model, but there weren't any tools for it. So we spent the first few months working on a user interface, and then these guys from a small startup visited us and showed us their product, and it was pretty much what we were doing. They were acquired by Netscape like the next week, and they turned into the IFC (Internet Foundation Class). It was ironic because that eventually turned into the JFC, or Swing, the Java toolkit. Livingston: Were you devastated that another company was doing the exact same thing? van Hoff: Not really. Once they were acquired, we sort of threw in the towel because Netscape was so popular and there was really no way we could compete with that. We hadn't spent a lot of time on it yet. We had some prototypes and it was working quite well, but we moved on really quickly. It was very surrealistic at the time because we had a lot attention from the press. There was a full-page photograph in Wired with no information at all. We weren't telling anyone what we were doing--mostly because we had absolutely no clue and we didn't want to let on. 154 Founders at Work But we then focused on software distribution, because the system that we helped build at Sun was not really scaling very well for real applications. We came up with the idea for subscription-based software where, rather than buying software, you subscribe to it and you get updates automatically. That was an interesting idea, but it's only now that it's really popular. These days, a Windows computer updates automatically and so everybody expects that--but at the time this was a very new concept. By the time we announced that we were doing software distribution, PointCast had come out. PointCast did push technology, which had some similarities to what we were doing, but we were immediately filed under "push." And that became a real problem, because for years we had to explain to people why we weren't a push company. Livingston: Did all the publicity help or hurt your cause? van Hoff: Well, all press is good press. It definitely helps. Whenever we wanted a meeting with an executive at a big company, we'd get it because we were very well known. Nobody had a clue what we were doing. So the mystique around Marimba gave us a lot of inroads to companies, which is incredibly helpful to get deals done. In the end, it can work to your disadvantage because you always have to reeducate the market--you have to keep explaining what you really do. And you never have anyone coming to you saying, "I want what you have," because they don't know what you have. So it can work both ways. There were always reporters talking to Kim because she was a female CEO of a technology company. I don't know if that was a good thing. There was so much focus on her and so little focus on the company. I'd go to parties and people would ask where I worked and when I'd tell them they'd say, "Marimba? Oh yeah, Kim Polese works there, right?" And I'd say, "Do you know what we do?" And they'd say, "No, I have no idea." So if we were selling Kim Polese, we did really well. But that's not what you're there for. You're there for the product. So I think all the media hype did not work to our advantage. I think that Kim fell into that trap early on, and it was hard to get out of. I remember one particularly bad article by Fortune magazine. This reporter came and visited the company for two days while we were on a company outing. We really opened up the kimono and spent hours with her, telling and showing her everything. Then the article that came out was an expose on Kim and it was made even worse because they'd taken these photographs of her that were real extreme close-ups. It was terrible; it just made us look very bad since it was all about her. And all this time we spent with the reporter on our technology had been a complete waste of time, which was incredibly unfair. But that's the problem: it's so much easier to write an article about Kim than it is to write an article about the company. It's not very interesting to write about mediocrity. You have to write about the extreme, because that is what people want to hear about. So when companies are all about selling product, traveling and working hard, it's all really boring stuff. Arthur van Hoff 155 Livingston: Did you ever suggest to Kim that she stop talking to the press? van Hoff: Yes, we did, but she ignored it. Kim was a good CEO in the startup phase, but as startups grow it can get more difficult. Marimba went from 0 to 40 people in the first year and grew to 300 people during the IPO. Anybody can run a company up to 100 people. You just have to be intelligent and have good intuition. There's a lot of tedious work you need to do, but it's not that hard. But there's a point when the company gets bigger that it just becomes a management problem; it becomes something that you have to have experience in. Managing people and motivating teams requires a very different skill; it's not something that you can do by the seat of the pants. So the lack of experience eventually begins to show if you don't have somebody who can make decisions, for example. We had this really funky power balance in our company where we had a really strong VP of sales and a really strong CFO and a really inexperienced CEO. And whenever there was a decision to be made, she couldn't break the tie. And what do you do? Once Kim got replaced by John Olsen, he was completely different. John had run big companies and it was really easy for him to make decisions that were very hard for us to make. And that tells you that as a founder, you have the skills to start companies from scratch, but it doesn't necessarily mean that you have the skill to grow it till they're larger. Livingston: Did you have a plan in the beginning to get that big and take it public? van Hoff: Well, every business plan has an exit strategy and ours was IPO. That was the right choice at that time. Right now, you'd aim for an acquisition. Everybody that joins a startup hopes to get rich. They also do it because it's fun, but you're taking a bet on winning a lot of money. But the odds are skewed against you because not a lot of startups actually succeed in fulfilling that bet. We exceeded our own expectations in the end. But a business plan is a tool that you use to sell the idea to VCs. The VCs look at it and say, "There're no spelling mistakes and the math seems right. But I like the people so let's invest." A lot of the decision-making is very emotional. There's no formula that identifies good business plans versus bad business plans. So I think it's not really a fair question to ask "Did you execute on your business plan?" because every business plan is just a wild guess, right? You could easily add a couple of zeros everywhere and sell the same thing to people. Instead of 10 percent market growth you make 20 percent market growth, and suddenly you make $200 million more in the fifth year, but so what? They're marketing tools. Livingston: What big turning points occurred in the first year? van Hoff: We did a first release of the software, which was a really important thing. We hired some executives and lots of great people. We hired some really bad people too--we had to fire somebody in the first year. We had our first lawsuit filed. Livingston: Was there any time when you wanted to quit? 156 Founders at Work van Hoff: Marimba is an unfair case because we were willed on like crazy by the investors. We really had an unfair opportunity because when we got funding, the VCs were calling us. They all wanted to invest because they had heard about us and wanted to find out what we were doing. So we got a really good first round of funding--$4 million from Kleiner Perkins. Though I thought they wired the money in these situations, they actually gave us a check. So we had two checks--from the Kleiner fund and the Java fund--and Sami goes, "Let's go to Kinko's and make copies!" So he takes the checks to Kinko's and comes back with the photocopies, and he forgot to take the checks out of the copy machine! Luckily they were still there. Another story I remember from our first round of funding was when they gave us the checks--the lawyers were there, Kleiner was there, and I said, "Oh great, now I can buy that espresso machine!" and they all jumped me and said, "No, you're not going to buy an espresso machine with this money. This is to start the company." And it became a sticking point. We were very frugal and we didn't spend money on frills, but after the IPO there was a really bad time for Marimba when it was very difficult to hire people, and all the early people that had been there 3 to 4 years were starting to leave. Morale was very low, and so I went to the CFO and said, "Look, I want to buy an espresso machine." And he said, "No, we can't do that, it's too expensive." A few weeks later, when another senior engineer quit, I said, "Screw it, let's go buy an espresso machine." So Jonathan and I went online and bought this super-duper Italian, fully automatic, $15,000 espresso machine on his credit card and submitted the expense form. The CFO almost had a baby. It was unbelievable. This was a beautiful piece of work, and they came and installed the espresso machine and it was the best money we ever spent. Every morning, people would meet and crowd around it. This thing was just it, the bee's knees, people loved it, they couldn't stop talking about it. A month later, the CFO came and said, "I'm sorry, we should have done this years ago." And it tells you something about where you spend your money and what you spend your money on. It's not just business-related expenses. You also have to create an environment that you like so that people are happy and feel they are valued. Livingston: Did you get along with your VCs? van Hoff: VCs are an interesting bunch; you can't live with them, you can't live without them. They are instrumental in your success because they give you money and a really strong endorsement. They have this mafia-like network of connections and they help you with deals and find the right executives. They are really working your case. In my experience, it rarely happens that they turn against you, because you're a team and if the team isn't working, the company will likely fail. Occasionally, when you're a screw-up, they'll have to make a tough decision and fire someone, but that's rare in my opinion. Because they wouldn't invest in your company if they didn't believe in you and your team. So I've always had a good experience working with VCs. Arthur van Hoff 157 Livingston: Was there anything about your technology that people misunderstood? van Hoff: We spent a lot of time talking about subscription-based software distribution and that took a long time for people to get. In hindsight, we were probably a little early with that. Now it's a very well-understood thing. The Microsoft operating system updates automatically. Updates to virus programs come over automatically. In the beginning, a lot of people we talked to said, "It's too early. Do I really want to do this?" But we had a couple of really big successes--Morgan Stanley and Bear Stearns. These companies that had thousands of traders all over the world really needed to use the same software or it wouldn't work. They needed to roll this out at 100,000 endpoints and needed to get a report and warn people that didn't get updates. And we did that very, very well. Over time, Marimba went from a consumer software distribution/push technology company to an enterprise software distribution company--which is a lot more boring than in the early days, but there was a lot more money to be made in that market. Livingston: What would you tell someone who wanted to start their own company? van Hoff: If you have the energy to do it, then you should try it yourself. But you do need to have the ability to form a team around you with good people. Talent attracts talent. A lot of people get stuck on the idea. They all want to invent something and go execute on it. I think that's a fallacy. You have to have an unfair advantage in that you have to be good at something, or you have to have a direction that you're interested in or a market that you see an opportunity in--but you shouldn't get stuck too much on the details, because you can't foresee your future anyway. Because you'll go through so many changes, I don't think it pays off to overanalyze the first business plan, for example. The first business plan is there to make sure you can use Microsoft Word. Eventually, you need to go to VCs and attract money, and at that point you need to be able to put your plan in writing and sell it. That's something you need to practice a lot. Start with your friends and your parents and eventually go to VCs. If you get good reactions, then keep doing it. If you get bad reactions, then stop immediately, because it's a really bad idea to sell a bad plan. You can screw up once, but it's hard to screw up multiple times, because the VCs won't give you the time if you come up with a few bad plans. Another good idea is to join a startup that already has funding. That way you can experience the startup atmosphere and all the pros and cons without really taking all the risk yourself. Because doing a startup does mean that you have to give up your job and your income and take the plunge. That's what holds a lot of people back. I'm lucky I really don't need to work anymore. If I do a startup, whether it succeeds or fails is somewhat irrelevant--I do it because it's fun. I'd like to succeed. When it comes to taking a salary, at Strangeberry we worked for several years without taking a salary because we had fun doing what we were doing. 158 Founders at Work Livingston: What do you remember as being the most frustrating things early on? van Hoff: The thing that was most frustrating for us very early on was that we got a lawsuit that just kept dragging on and on, and it took so much time and attention, and that became a real pain in the ass. Livingston: What was it about? van Hoff: It was a patent infringement case, without merit. Patents are pretty frivolous overall anyway. But if you're at the receiving end of a lawsuit, it can make things difficult. One of the problems for the founders, after the IPO, is that you can't sell for a certain period of time and, after that, every time you sell and the stock goes down, you'll get personally sued--shareholder lawsuits. So every time there was an opportunity for us to sell, our lawyers would say, "You better not because if you lose the lawsuit then you'll get sued. You'll replace one lawsuit with the other." So we had to see the stock go down from $75 to almost nothing and we weren't able to sell. We were legally able to sell, but you kind of talk yourself out of it because you think the risk is too high. If you do a startup and the company goes bankrupt, the shareholders lose their money, but you don't personally lose your house. But a shareholder lawsuit is a personal lawsuit--if you lose, they take your house, so it's a totally different ball game. There're all sorts of crazy schemes that people use to get around this stuff. But at the time, we were pretty naïve about these things. You don't want the employees to focus on that, so you take the burden and deal with it. There's a lot to be learned from doing a startup. It's much broader than you think. Although I was the CTO, I wrote a lot of code, I did a lot of depositions, interviewing, selling, traveling, moving furniture. That's the great thing about it; it's not a regular job. I like that, and that's why I've done a couple more since then. Livingston: Was there anything you found you were better at? van Hoff: You grow into it a little bit. We had just received the President's Award at Sun, which is a really prestigious award that they gave out every year, and it's a whole bunch of stock options. And we were going to walk away from that. It's sort of ironic, because the Sun stock split three times since we left, and if we had sold at the peak, we would have made about as much money as we did with Marimba, personally. But would I do it differently? No, I had a great time at Marimba. Livingston: Did you have regrets? van Hoff: When it's your first startup, there are a lot of people involved. You take advice from a lot of people, and that advice is not always the best advice. Very often, your intuition tells you to do something different, but then you go with the advice from the experienced guys anyway. And there were a few occasions where I look back and think, "If only I had gone with my intuition, things Arthur van Hoff 159 might have been different." So I might rely more on my intuition if I were to do it again. Livingston: Were you the ringleader to start the company? van Hoff: Well, in a way. Jonathan and I came up with the initial idea to do a startup, but you're talking about a difference in weeks. Very quickly it became the four of us. Then you need to make some decisions about when do you want to leave and how much money are you going to put in. Then once you've left, it gets quite interesting. Because then you've got to go for it whether you like it or not. Livingston: Were the founding shares divided equally? van Hoff: Yes, we split it four ways. We were very lucky because at the time of the IPO, the founders still had a fair amount of stock. Financially, the company was structured really well. That's mostly because early on, we had some really good VC deals. Especially with four founders, if you're not careful, you end up with such a small portion of the company. Livingston: What advice would you give to a group of people who worked together and wanted to go out on their own? van Hoff: Don't take anything with you. Especially if you go and do something that is somewhat competitive with your previous employer. Although you might not have actually taken anything--ideas, physical things, or time--if you're successful, they'll come and sue you just for fun. They'll have a really good starting point because you are a previous employee. You must have taken something because you're successful now, right? So unless you go into a completely different area, you have to be very careful about the intellectual property. So really what you've got to do is: don't plan anything, don't write anything down. Talk about it over a beer and then leave. And then you start. Don't use any office equipment or email. It's irrelevant if the company fails, but if the company succeeds, that can be a big problem. The funny thing is that they won't sue you until you're successful, because why sue someone who is a failure? And this is particularly important if you start out at a big company like Google or Amazon, because they have a lot of time and money to spend on these kinds of things.