How PerBlue Sold the Game and Kept the Company









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Episode Summary
In October 2016, PerBlue sold DragonSoul one year almost to the day after it launched. The game was doing about $3 million a month and made up something like 95% of the company's revenue. PerBlue kept the team, the core technology, and every other project, spun them into a new company, and let investors choose whether to put money back in. A short while later, Disney came into the picture, and that same team built Disney Heroes.
Justin Beck co-founded PerBlue with his electronics lab partner Andrew Hanson while they were students at UW-Madison, starting with a location-based game for the first touchscreen phones. He later founded Playback Rewards, a platform that pays players for playing mobile games, and is now building again in stealth. This episode is part of our series presented by Valency Fund, with Laura Strong in the host chair. Laura has been on the guest side of our mic too, talking through funding alternatives and growth capital for Wisconsin startups. This episode is for founders deciding whether to take the leap, operators weighing an offer or a raise, and anyone trying to figure out what AI changes about starting a company. Laura and Justin get into walking away from Microsoft and Google offers, turning down Zynga, selling the game instead of the company, why Justin would scale down sooner if he did it again, and how he'd run a board today.
Key Learnings
The Idea Was the Recruiting Tool
Justin and Andrew Hanson met in an electronics lab at UW-Madison, and they didn't really like each other at first. Andrew was diligent. Justin showed up late and wanted to know how fast they could finish and leave. A shared love of games pulled them onto a side project called Little Dudes, a 3D animation of small characters on a screen. When it wrapped, they started talking about where gaming was headed. The iPhone was out, the App Store didn't exist yet, and Google had announced Android. Their answer was Parallel Kingdom, a location-based game built on the GPS in those new phones.
They barely thought about funding at first. They built versions, shared them with friends, and the friends who got hooked joined the team. Justin says the idea itself was the recruiting tool. Money came in pieces: about $20,000 from a Google grant after they entered the Android developer competition and didn't win, plus $40,000 to $50,000 from family members. Call it $100,000 total. Then right after graduation they shipped a revenue model into the game, and it started making money. For a bigger picture of how UW-Madison wants to turn more students into founders like this, Jon Eckhardt laid out the founder forward vision for UW-Madison.
The Job Offer Will Still Be There
Justin had strong offers from both Microsoft and Google. He grew up in a pretty modest situation, and a software salary out of college was hard to wave off. Then one of his Microsoft mentors told him the offer would be there all the time. If the startup died, he could call three months later, and Microsoft would probably want him even more. That reframed the decision. Some doors stay open while you go in and out of them. Others close for good.
Keeping the PerBlue team together was a door that would close. If Justin took the job, everyone else would take theirs too, and the golden handcuffs would show up. Laura put it this way: what are you actually giving up? Walking away from a job you could land again in three or twelve months isn't that risky. Justin went further and said not starting PerBlue was arguably the riskier move. Laura added that risk is a moment in time. The judgment call you make at graduation doesn't hold for the next decade, and Justin agreed that the cost of keeping a thing going can get steep years later.
The Best Way to Raise Is to Not Need the Money
Parallel Kingdom grew on early mobile marketing that sounds unreal now, with users costing 20 to 50 cents to acquire. Then Zynga sent over an acqui-hire offer worth a few million dollars that would have moved everyone to San Francisco. The team was living in a rough house on Park Street in Madison at the time. Justin didn't want PerBlue to get absorbed and quietly die, so he turned it down and raised instead.
The seed round came in at about $800,000, led by the Golden Angels out of Milwaukee. Justin is honest that the setup did most of the work. Ex-Google founder, a product in market, revenue around $100,000 a month, and an acquisition offer on the table. His advice is to stack so much in your favor that you don't need the money. He also admits PerBlue probably didn't technically need it, though everyone around him said a company with a thin balance sheet is hard to grow once you're paying people.
Sell the Game, Keep the Company
After Parallel Kingdom plateaued, PerBlue got a few strategy games "on base," Justin's baseball way of saying revenue and cash flow without needing a home run. Lightbank invested in 2014 and the team went back to RPGs with DragonSoul. By 2016, PerBlue had gone about eight years without a return, and Justin could feel the tiredness in the cap table. A banker shopped the whole company and nothing compelling came back. The deal that worked started as a sidebar conversation at a conference with US operators of Gree, who wanted the game but not the team. PerBlue sold DragonSoul, kept everything else, and spun it into PerBlue Entertainment. Because the company had only raised a handful of millions, investors, employees, and founders all got paid, and Laura pointed out that investors can recycle that liquidity into new companies instead of waiting years. Nick Myers covers another kind of founder exit in the RedFox AI healthcare exit story.
Then Disney showed up during the press cycle from the sale. It happened to be restructuring how it licensed games, and Disney Heroes came out of that conversation, beating out a joint venture that would have effectively sold the team. PerBlue shipped it within a month or two of schedule, which Justin says is unheard of for Disney games, and scaled it to something like a $50 million annual run rate. That made him two for two in a few years, and he knows now how rare that is. PerBlue later ran another acquisition process, turned down a strong offer, and Disney Heroes never sold. Justin says he thinks about that one a lot.
Scaling Down Is Retooling, Not Failing
Playback Rewards pays players for playing the games they already love. It started in a pre-AI world and grew into a two-sided marketplace, but the unit economics weren't producing cash. When Justin went out to raise, AI had sucked the oxygen out of venture. Pitches that didn't sound like an AI platform got tuned out by investors pattern matching for one. So the team sold the platform to AdAwake while trying a pivot. The new AI initiatives didn't get far enough, and the board decided to wrap up and send cash back to investors.
His biggest do-over is scaling down sooner. A family business that wasn't working wouldn't put in a few more million with its head in the sand, so why does that happen in venture? His line: the time horizon gets short, so the IQ drops. Laura reframed scaling back as conserving cash to dig into what's working, which matters more with angel dollars down and venture capital bifurcating toward AI. Justin's advice is to think flexibly about the capital stack. A company that's been around a while might have assets to sell or core competencies to rent out.
Domain Experts Have the Edge Now
Laura asked the obvious question. If AI lets everyone go farther, faster, and cheaper, how do you win? Justin's first answer is that everyone isn't actually doing it. He's run an AI culture reboot twice, once at Playback Rewards early on and again more successfully. Of the 10 companies he talks to, maybe 2 have a good, positive AI culture. The other 8 are a mess, because handoffs, trust, and a workforce that isn't excited all get in the way.
For a solo founder, the tools are even, and that's where domain experts win. Someone who knows the problem can stand up a prototype with AI tools and then bring in an engineering team to make it production ready. The seasoned technologist with a hammer looking for a nail is now at a disadvantage. Justin also thinks new companies can get on base with a lot less capital, which makes smaller angel checks meaningful again. And with computer science grads not fully employed for the first time, he sees a pool of smart, motivated, quasi-bored people who could start something.
Boards Should Be Ten Slides and a Safe Word
Justin thinks most boards are overcomplicated. A board deck should be about 10 slides: where we were, where we're going, what we learned, what's working, and what's not. The board's real job is checking that the founder is in the right head space and working on the business, not in it, like an owner instead of an employee. What got him through messy moments with creditors, equity holders, employees, and founders pulling in different directions was clear communication and putting stakeholders above his own interests.
The cost of all that alignment is time. Justin suggests a prenegotiated safe word that tells the board the company has to move fast right now. He's seen what slow does. On one deal, he thinks they overnegotiated an LOI maybe six weeks too long and it may have nuked the deal. On a PerBlue sale, he still wonders whether the big company buyer lost its deal window while they negotiated. Time kills all deals. Laura added that the trust you build in the months after the term sheet is what lets you tell everyone it has to happen now when the moment comes.
Protect the Blocks Where the Real Work Happens
Laura asked which role makes Justin happiest after going from programmer to running a 90-person organization. His answer is building something people want, at any size. He spent too long in executive leadership away from the work, and he was unhappy there while convincing himself he wasn't. Now he thinks about a T shape: understand the high level, then go deep at the right moments and get back out. If that identity question sounds familiar, our conversation about helping founders get out of their own way is a good next listen.
The ending turned into a conversation about time. Justin heard on a podcast that the average person reads about 0.4 books a year, which rounds to zero, and realized he'd been at zero for years. He recommends Atomic Habits and The Psychology of Money, especially for anyone facing an exit or taking a pay cut to start something. His most practical tip is to audit your meeting schedule with a scalpel, because meetings slice the day into pieces too small for meaningful work. Laura's version: make the hour 45 minutes, make the half hour 25, and batch meetings so you're not context switching all week. Both of them put Atomic Habits back on their own lists.
Transcript
[00:00:00] Laura Strong: One of the ways that I like to think about risk is like what are you actually giving up? it might look like a really risky thing to walk away from a good job offer, but if it's a job offer that you think you can get 3 months, 12 months down the road, how risky is that?
[00:00:15] Jacob Miller: Hey everyone, and welcome back to the Startup Wisconsin Podcast. My name is Jacob Miller, and I'm really glad you're here because this one kicks off something new for us. This episode is the first in our series sponsored by Valency Fund. Laura Strong from Valency is stepping in as guest host to run today's interview. If you know Laura, you know she spent years in and around Wisconsin's startup community, and she brings an investor's eye and a founder's empathy to every conversation. So when she offered to sit in as host chair for this series, it was an easy yes. Her guest today is Justin Beck. Justin's an entrepreneur a lot of you in Madison may recognize, and his story runs from building games in a UW computer lab to bootstrapping PerBlue to Parallel Kingdom, DragonSoul, and Disney Heroes, to what he's working on now in the AI era. It's a real arc for his journey, with the wins and the hard parts both left in and a lot of hard-earned thinking on risk, raising capital, exits, and what the next chapter looks like for founders. So I'm gonna get out of the way and hand it over to Laura. We hope you enjoy this conversation
[00:01:27] Laura Strong: So I'd like to take us in the kind of way back machine to how did you actually start out as an entrepreneur?
[00:01:36] Justin Beck: Yeah, the ancient history right now. It used to be, used to be young and it used to be re- really fresh. but yeah, so my entrepreneurial journey really started out in college at UW. I was a computer engineering and computer science double major, and, um, just loving building stuff. we, were just nerding out and having a grand old time. And I always had maybe I'd say the itch within my college,program to just be building unique projects. So we were always building unique things. But I would say when right around my junior year is when I was like, "Okay, like I, I really wanna start a company." I was so fortunate to have a- an internship at Google, and that's what kind of like really solidified the bug. And so we were already like working on starting a company after the Google, internship, which would've been my senior year of college. But then we transformed that. That one got sunset, and then, PerBlue, the, the nucleus of PerBlue was then started the senior year of college, and then done and continued on during my Microsoft internship, which would've been, b- basically that last internship before, yeah, senior
[00:02:35] Laura Strong: year, Interesting. So when you think about, you started one thing, sunset it, and then started PerBlue. So PerBlue wasn't even your first company out of the gate.
[00:02:46] Justin Beck: Technically not, yeah. There was... We were working on like a dis- a Discuss style, conversation forum for like embedding in websites was technically the first idea that was percolating. But it was a, it was a different co-founder. Mm-hmm. Uh, one of my other, ex-Google colleagues. but yeah, like at the end of the day, that one, like, you know, whenever you're doing these new ventures, like sometimes it's the team, sometimes it's the timing of your life and what's going on. Like, there's a lot of moving factors. and maybe it's even the idea It's like, oh, the idea sounded sexy to start with and it's like, ah, you know, kind of lost, lost its luster. And, So how did PerBlue
[00:03:20] Laura Strong: come about?
[00:03:21] Justin Beck: Yeah. So PerBlue's original starting story starts off with a, a lab partnership, which was funny. So I met Andrew Hanson, my business partner at, at PerBlue, in our electronics lab. And it was funny because I think we, we didn't really care for each other on first blush, much. He, Andrew was extremely smart and very diligent and I kinda came in late and I was like, "What do we need to do to get this l- you know, this lab done with and, left. And, and so I think it maybe left a, a, a bad taste in his mouth a little bit. but we both had an interest in games and and building games and technology, and we then collaborated on a little project basically, which was called Little Dudes, which was just literally, a 3D animation of some little characters on a screen. And we had a little bit of fun, uh, making this project, and he was like, "Oh, I like making games," and this guy seems to be crazy, so, and that's me. and so we, started on that project. And then after that project was complete, we were like, "Well, what do we want to do next?" And that's when we really had a platform discussion about, like, what's the future of gaming and what's happening with, with phones. and that is where, like, the App Store was not technically existing, but the iPhone, had come out, and had these touch screens, and Android was a project that Google was working on. Mm. and Google announced that. And so Andrew and I, the idea really was, like, what if we built some games or our game for the phone? Uh, what would that look like in the new world with the new platform? And that's where Parallel Kingdom was born. And, and that ultimately that was the genesis of PerBlue, uh, was this crazy idea to put a game on a phone and, uh, and it was to do a location-based game- Ooh ... using the GPS that existed in the device.
[00:05:01] Laura Strong: So that's an interesting one 'cause, you think about GPS now and phones now and all of the different ways that you can share location and information about where you are, but at that time, that was really different. New. It
[00:05:13] Justin Beck: was really new. Yeah, I mean, so the iPhone obviously was this landmark, uh, technical thing, but, you know, they really packaged a few... You know, phones and screens and PDAs had existed for a very long time. the adding of the GPS and getting it to work fairly consistently was a really, unique thing that, that Apple packaged up. So they packaged up the first, like, I'd say, like, decent screen with a decent GPS which then Android ultimately also followed- and did a fantastic job with as well. And so, and obviously now Google Maps application on our phone, I mean, it's like how do you live without it? and, you know, the ubiquitous GPS is just something we take for granted. but in the moment, yeah, it was pretty unique.
[00:05:52] Laura Strong: Yeah. So it was the two of you, you had this idea, and you wanted to get it started. And, at the time you had probably the same types of funding opportunities t- you know- None ... that exist today. Yeah. You know, it's bootstrapping- Yeah. For sure ... maybe some angel, maybe some VC. How did you guys think about funding, or did you at that s- point think about how are we gonna fund the development of this game?
[00:06:15] Justin Beck: Yeah. I think there's, there's a bunch of really interesting things about early stage that, you know, when you're really young it's a huge advantage because your naive- naiveness is a gift really. And yeah, on one hand we didn't really think about funding much at all in the beginning. We just sort of were like, "Hey, this is a unique idea. this is an idea that do we think has some legs?" It was a compelling idea from a team perspective. So also the other thing early stage, especially in college 'cause it's such a great, environment, is you have, we have- surrounded by lots of smart people who are really intrigued. And so this idea was compelling to the team. and so we, Andrew and I, were just building away, and then we'd share it with other friends of ours. And those friends, the ones who were, like, really intrigued, came in to join the team- Hmm ... at the end of the day. And so it, the idea itself was a recruiting tool we used. And obviously you're talking about it, you're pitching it, you're explaining it. but yeah, we didn't spend much time thinking about the funding piece in the very early days. then I mean, I guess maybe just to advance the story through here. So we were thinking about, okay, is this concept good? We were building different versions of it. Does the c- does the game work? Is it fun? Can people actually, like, stay playing it? We were doing all those things before we even thinking about funding. Mm. But then, uh, the end of college is coming around, and we're like, "Okay, do we really wanna turn this into a business?" And at that moment in time, we're like, "Okay, well now we gotta get serious on what does the business need?" And the business needs revenue. And so we're like, "Okay, How do we make this thing make money? How do we make this game make money?" So we literally shipped, our revenue model into the game, fairly quickly after, we graduated college. So it was mostly a project beforehand with very little revenue model, business model behind it, and then we, we jammed the revenue model into it, and put a lot of thought into it. And, uh, ultimately we shipped it, and it, it started generating revenue.
[00:07:58] Laura Strong: Oh, that's awesome. So revenue was really your first... It was kind of bootstrap to revenue. so you've got the revenue coming in, you've got a team of-
[00:08:08] Justin Beck: Five ...
[00:08:09] Laura Strong: five people. Yeah, yeah. and how did you think about kind of next steps? Or were you, were you just kind of caught up in, " All right. We've got this game. We've got revenue. How do we, grow this particular-"
[00:08:22] Justin Beck: Yeah
[00:08:22] Laura Strong: um, platform?
[00:08:23] Justin Beck: Yeah, so j- and, and just to kind of recap in that funding s- story, there were a bunch of different tools we used. once we needed to move the servers to a real place to host them, we needed a checkbook to start paying some bills. we applied for and ran into the Android competition, so we went into the developer competition for Android, and we're, we're pretty serious with that. We did not win, but we did get enough attention that we were able to, like, basically get, like, a sidecar Google grant, which we only got into half of that money, but we ended up getting a few, I think it was, like, $20,000 from Google as, like, a, a side, like, innovation. You're just, you're like, "Go continue to innovate on our platform, please." and then we also raised a small amount of friends and family money. So we basically went around to our family members and we said, "Hey, we're really thinking about doing this full time after college." and we got, um, I forget exactly the amount, but I think it was something like 40 to $50,000 of, from family members in that early stage moment. So we did cobble together, I'd say, you know, 100 grand of some sort of funding in the very early days. Mm-hmm. but then going to, yeah, to, to go into the question about the growth and the team, so yeah, so there's a critical moment there of like, okay, so when we're graduating, what are these team members doing? Are they gonna work on PerBlue or are they gonna go take their job? And so myself was in a position where I, we... Or actually both Andrew and I were at Microsoft, so we both had Microsoft offers that we had to contend with and deal with. and then also the other team members were also graduating at different time levels and also had different offers they had to contend with. And so that was probably a really tricky situation for a handful of reasons. But yeah, so, and, and one of which is those is is mo- money, you know? So, the next kind of question we all were evaluating at that moment in time was, should we keep doing this? And, not only did I have to ask that personally for, for myself, but also, like, I had to convince the, you know, other folks to,basically turn down their very, very strong compelling job offers from these tech companies and basically, you know, get paid very little-
[00:10:26] Laura Strong: Mm-hmm
[00:10:26] Justin Beck: at, at PerBlue.
[00:10:27] Laura Strong: Yeah. That, I mean, that's an interesting decision point, and I feel like sometimes that's an easier decision to make than others, and I think you already referenced, like, being at a particular stage in life, particularly right out of college, just the ability to sort of take the leap because you enter entrepreneurship because you haven't had the, the job with the salary- Yeah and the benefits and, you know, you're trying to buy a house and all the things. that does feel like one of those times in life where, where it is easier.
[00:10:58] Justin Beck: Yeah.
[00:10:58] Laura Strong: Yeah.
[00:10:59] Justin Beck: Yeah. And, and so, and just to, I'll break this down a little bit for just myself, my own decision of, like, okay, should I keep doing this? So, I got job offers technically from both Microsoft and Google, and they were very strong offers. Like, ... I grew up in a pretty modest situation, but my dad was a successful engineer and, and the, the fact that in software the compensation kind of coming out of college was just very strong. Mm. And, that was actually, like, harder for me to be wrestling with because I just was like, oh, I was like, this is a really legit path to to just join Microsoft and be a, a program manager or a developer there. the conversation that was really, like you said, it, there is, it is easier to make the decision, and it was actually one of my mentors from Microsoft was basically saying, hey, like, he said a very important line. He's like, "This offer from Microsoft's gonna be here all the time." He's like, "If, your startup dies and doesn't work out, three months later give us a call, and guess what? Are we gonna not hire you then? we wanna hire you now, like, like why would we not wanna hire you then? Uh, in fact, we might wanna hire you more, right? Like, in, in some way, shape, or form." and that was, like, a freeing thought because basically what I realized is that certain doors stay open when you can go in and out of them as you make a decision, and certain doors don't. Mm-hmm. That they close. And for example, not keeping PerBlue going was definitely a door that closed. If we didn't hold the team together, the team would've scattered. They all would've gotten their jobs. They all would've ... The golden handcuffs would've shown up in some way, shape, or form. That was a once in a lifetime opportunity to keep these extremely smart, motivated, culturally aligned people together. and that actually made the decision for me 'cause I was like, okay, I'm like- I, I will go back into, you know, go do that job ever. So I think that's like a r- I think the college unique moment is truly unique to that stage of life, but I think that that genuine moment does, I think, a really good decision criteria when evaluating whether to pursue certain opportunities. And that, that could be a job too. certain positions at a company will only exist for a moment in time, and the door may never open again. Yeah. but in this case with the team, it for sure was the moving force for us.
[00:12:57] Laura Strong: I like that. It's one of the ways that I like to think about risk is like what are you actually giving up? it might look like a really risky thing to walk away from a good job offer, but if it's a job offer that you think you can get 3 months, 12 months down the road, how risky is that?
[00:13:13] Justin Beck: Yeah. Yeah. I like that. Much less risky than we think- Yeah ... you know, in the moment, right? Yeah. So like, yeah, I think like was starting PerBlue risky? no. Uh, I would say the really early days it was not risky at all. I, I would say, not starting it would've actually been probably arguably more risky from a perspective of like what opportunities did you not o- open up. Now, I think like as time passed then, you know, then it gets more complicated, you know- Mm-hmm of, of, you know, k- you know, the cost of keeping doing a thing- Yes ... I think can often be extremely costly.
[00:13:42] Laura Strong: But- Yes. I think those risks take on a different flavor when you're two years out, five years out, 10 years out, and it's, It's risk is a moment in time. It's not you make that judgment call one time and then it's the same for the next decade.
[00:13:57] Justin Beck: Mm-hmm.
[00:13:58] Laura Strong: Right. Right. Yeah, absolutely.
[00:13:59] Justin Beck: Yeah.
[00:14:00] Laura Strong: so thinking about time passing, when you look at Parallel Kingdom, launched the game, you've got revenue coming in the door, what was your next step from a business perspective?
[00:14:11] Justin Beck: Keeping it running. So at the end of the day, like we were like, "Okay, we got, we got some product market fit here. We need to grow this. We need to scale it. We need ' to solve all the users' problems." You know? And so, just the, the, the transmission, you found two more gears, and it was a ton of fun. You know, I'd say whenever you find something that has some product market fit, it's always like still brings a smile to my face just thinking about it, right? Like, it's just always fun to be... Some- it's satisfying. It's like I built something and they're interested. And that was actually one of my personal goals for starting a company was I wanted to be able to make something that scaled. Hmm. so I could make something once and then sell those widgets X number of times and not be just, you know, hourly, to turning the, pun- punching a clock type of thing. but yeah, so then from a business perspective, we then grew, we worked on scaling our marketing. We tried different marketing avenues. It was super early days there. I mean, when I look back at the customer acquisition costs of early days mobile, it's un- it's unreal. It's like 20 cents, 50 cents. I remember like, chatting with, uh, Andy Gilbertson, who was, uh, one of the early stage team members there, and he was running marketing, and it's just like w- if we could back up the dump truck and buy as many users as possible back in the early days, it would've been just a very, very wonderful, situation. But anyways, the, um, so suddenly we started scaling it, and then we get to kind of some interesting journeys of like, okay, so where, where does this bootstrapping journey lead us? And, um, it, it ac- it actually leads us to a, an acquisition offer- Oh ... is actually the next step on the journey here.
[00:15:37] Laura Strong: Okay.
[00:15:37] Justin Beck: So.
[00:15:38] Laura Strong: So, um, tell me a little bit about the acquisition offer.
[00:15:42] Justin Beck: Yeah. So we were had this little game making some money, and we, um... Let's see. Yeah, so we, the company was Zynga. And I don't actually remember how I got in touch with Zynga. That's a separate... I should really think about that. But, but anyways, th- and, and they, they basically were like, "Here's kind of like an acqui-hire deal." Yeah. And they penciled it up and sent it our way, and I was like, "Oh. Well, that's fascinating." And it was, like, a meaningfully sized deal. It was like, okay, like, I think it was a few, million bucks. And, you know, all in kind of acqui-hire, acqui-hire structure, so, and I was like, "I don't really wanna sell." I was like, "I don't know if we really wanna get absorbed in and, like, this thing just kind of dies or whatever." So, and it would've been a, relocation to San Francisco as part of this. So we w- yeah, this is... We were all in Madison in some crappy apartment on, on Park Street, like a really crappy house. It was horrible. And the, um, and, and, you know, we get this, this, this, uh, situation. I was like, "Yeah," you know, I was like, "Maybe we should just raise some capital instead of
[00:16:42] Laura Strong: taking this." Cause you had this outside validation from Zynga- Yes ... which was a well-known brand, so you had validation for what you were building, that not only had you found product market fit and you were building the revenue side of it, but you were building value that other companies, other game companies were seeing. Mm-hmm. Mm-hmm. Which gave you A lot of information, I would say, about how the outside world- Mm-hmm ... would see the entire package. It wasn't just we have an idea or we have a game with a couple users. This was, you know-
[00:17:20] Justin Beck: Yeah ...
[00:17:20] Laura Strong: something that you could say had external value already placed on it.
[00:17:25] Justin Beck: Mm-hmm. Yeah, I think when you now... So then, so as as many folks know how the story goes, like the, uh... So we end up turning that acquisition offer down, and we end up raising a, a s- a, a small round of seed capital with, uh, a bunch of local money. Mm-hmm. So we have, um, we raised about $800,000. The Golden Angels out of Milwaukee end up leading that round. We have another investor with ultimately, r- who runs a fund, uh, out west, but this is one of his early stage checks. He comes in for, another meaningful amount of that round. and yeah, and we, and we raise the money and we move on and, and, and we press on. But yes, going to your point there, I think when you look at this, yeah, you have, okay, you have, um, ex-Google, um, starting company. You- the, the product's in the market. The product is making revenue. I, I forget exactly how much revenue it is, but it's like maybe 100,000 per month-ish- in that r- time range. and then you have an " acquisition offer for the team coming in at the same time. Like that's a, that's a very strong setup. Yeah. And so you'd be like how do, how are initial rounds of capital raised by, that's one way of doing it, right? Mm-hmm. It's just having so much validation, so much extra feathers in the cap that like when you go talk to people, you're like, "Oh." Like it, you know, it makes investors be Like "Okay. Well, yeah, this young guy's a little crazy, but that seems like a, a good setup." I would say like, you know, I would say that's the best way to engineer the round for your success is just to have so much going for your favor and being able to just not, not need the money, right? Mm-hmm. And I think at that moment, that's another thing when I look back and I'm like, technically speaking, we probably didn't technically need the money, which was hilarious, but I would say from everyone else's perspective, they were like, "Take the money," like slash, "You, you do need this money." like it is really hard to grow a company with a very thin balance sheet, and once you actually start paying people and, and things like that. So yeah. Yeah. But that, that's the early initial capitalization structure for PerBlue.
[00:19:13] Laura Strong: And, you know, the PerBlue story just continues to be so interesting. so Disney, was it- Yeah around this time that Disney-
[00:19:21] Justin Beck: So there's a few- ... came into the picture? Yeah. I'll, I'll try to fast-forward some of these other elements of the story here. But yeah, so this is Parallel Kingdom. We, we grow this a certain amount, then we, we're trying to grow the company further. we plateau and kind of run into a bunch of problems. But in this, you know,we graduate through all the normal business things. We're now paying people. We're, we've like, we've been around for years. we're learning more about the market. but we end up making, some new strategy games that are not Parallel Kingdom, and we end up getting some of those on base. and the, uh, you know, I have this kind of, bad baseball analogy of like just getting on base with a product, right? And it means like, it's like we don't need a double, we don't need a home run. Mm-hmm. We just need to be making some revenue and having some cash flow, right? and so we end up getting some other products on base, and we end up raising some more capital from Lightbank. Mm-hmm. Lightbank comes in in 2014. Okay. And, one of the most important components of the story is right after Lightbank comes in, we also make some kind of key leadership hires as well, and we basically set on this product strategy to get back in the RPG space from strategy. Mm-hmm. So we make a, a game called DragonSoul, and DragonSoul, ultimately really hits it in the market. Uh, we have product market fit again in, in meaningful dose, and we end up scaling DragonSoul over the next 12 months. But just to give an example, the game started in October of 2015, was its launch, and we ended up selling DragonSoul in October of 2016. So one year almost to the date from launch. And at that time, DragonSoul was doing about 3 million a month in revenue.
[00:20:53] Laura Strong: Wow.
[00:20:53] Justin Beck: And, um-
[00:20:55] Laura Strong: So how did that thought process go of selling the, selling the game, selling the title, as opposed to selling-
[00:21:02] Justin Beck: Yeah ...
[00:21:02] Laura Strong: the company?
[00:21:03] Justin Beck: So this is, this is the, uh, yeah, the complexity. Uh, so now if you put ourselves in a... You know, we've raised two rounds of venture capital. When we're ra- when we're scaling DragonSoul, we also needed some type of capital to further scale that. So we brought on some, I think it's just debt. I think we brought on some, like, just debt mechanism to fund that. you know, it's, it's ironic because we felt from an investor's perspective, we were long in the tooth. Mm-hmm. If you think of when we started in 2008 to 2016, almost eight years- Mm-hmm ... like, without any returns, and, like, lots of up and downs in the journey there. So there was this tiredness you could feel in the cap table. Mm-hmm. So we were kind of like, "Look, we got a success. We should look for an exit." And so we ended up shopping the whole company. You know, we got a banker involved. We shopped the whole company And we didn't find, like even though we had all this success, we didn't find any offers that were like exceptionally compelling. And it was a sidebar conversation at a conference with, one of the US operators of Gree that basically unearthed this deal. and basically it was like, "Hey, we're interested in buying the asset, but not the team. Would that be of interest to you? and also for, we're, you know, pretty price sensitive, you know? And so we were like, "What is the price that, for this asset?" And so we really, like we had actually shut down the process of selling the company, and this, we kind of like unearthed this, this rock basically from the- ... from the deal. And, and ultimately, uh, we went back and forth on the LOI, and we, uh, found a price that we both sides agreed on, and then we inked it, and, uh, three months later closed it. And so, and then the way that ended up working is we sold them the asset, which was 95% of our revenue or something crazy, and then we kept the core technology, we kept all the team, and we kept all of our other projects. And so we spun that out into a new company- Mm ... and that is called PerBlue or PerBlue Entertainment, and, uh, and then kept going.
[00:22:56] Laura Strong: So this is a really interesting thing. So, I think it's great that you guys created this opportunity for your investors to get return while still maintaining the conviction that the team and the company should stay intact. and finding a way to do, part of it is, you know, luck and fate and these conversations and sidebars, right? But finding a way to keep the team and the company together while providing that, exit for shareholders, for investors- Mm-hmm ... I think is so meaningful. Mm-hmm. Because, you know, one of the things that I think is a little underappreciated is those investors then have the opportunity to take those gains and recycle the money, right? Mm-hmm. So it's not waiting another, year, two, three, four for PerBlue. Mm-hmm. So I think that's, that's a pretty awesome-
[00:23:49] Justin Beck: Yeah ...
[00:23:49] Laura Strong: outcome.
[00:23:50] Justin Beck: I would agree from being a founder of the company, uh, also to now being able to see the history of how this exit plays out. yeah, So many things, You know, I remember thinking, on the night before closing, I was like, "Boy, there's gonna be days that..." I knew there'd be days I was gonna regret doing this acquisition, and there'd be days that I would be very thankful I did this acquisition. And I knew there'd be both. And, you know, there was n-not a, not a totally wrong decision, but, at the end of the day, this panned out, decently well. and liquidity is a big deal. Mm-hmm. Liquidity is a big deal for investors putting, you know, early stage checks in, checks in. And it was a decent exit. It was not like a, oh, it's like a, you know, in this... It's not an OpenAI or Anthropic in, in the scale of things, but it was, like, a decent exit. And that was, in particular because we had not raised that much capital. We had only raised, you know, a handful of millions of dollars. we weren't raising multiple $10 million rounds and being underwater. And so em-em-employees got money, founders got money, a-and it wasn't like, it wasn't massive, but it was definitely decent, and provided liquidity f-for us to be able to play more ball games. and then so, so now leading into this, so where does, does Disney fit into this? So now, so the way we structured the money exits, and then we recapitalize with a percentage of proceeds the new company. So basically folks get... We pass the hat around, and people get to decide whether they wanna put money back into the new entity. Hmm. So then we proceed a pretty short while, and we have a few more decisions there, 'cause we don't have any revenue and we're burning money, you know, because we're, oh, and this is... So- and that's when Disney shows up. So we talk with, uh, different folks of licensors and different parties of, "Well, hey, what's going on? Like, is there a thing we..." We just had the exit, uh, going through the PR cycle, and Disney was like, "Actually, we're doing a few changes here." So we got a conversation in there. It was very unique timing for them 'cause they were restructuring how they were doing some licensing. And then the idea for Disney Heroes was birthed at that point in time. and there was also some other, unique opportunities and options there too. you know, for example, one of the option that was probably the most likely was actually just to be honest, to potentially partner up that team with another entity as a joint venture. So basically selling the, the team effectively, to a different company, that was interested in something. So we had those conversations happening at the same time. But the Disney Heroes thing was the thing that won out, and we ended up building Disney Heroes, ended up shipping it, within a month or two of schedule, which for Disney games is unheard of. and for our, you know, like a young team like ours, also unheard. But we, we did it and, uh, and then we had another set of product market success, with Disney Heroes. and this is just to tee this up 'cause I wanna like, you know, reference this a little bit. So we shipped Disney Heroes, we scaled Disney Heroes. And I am in this moment in time in my life where I'm two-for-two...within a multi-year period of time. and that is a very interesting thing, uh, be- because on, on, you know, and now on one hand, I had all those years beforehand to be humbled by the ups and downs and the rollercoaster and grinding it out and, like, having to shut down the company multiple times and, and then to be able to have, have the success, you know, t- twice, so close proximity. And now that more time has passed, I know how rare that is. It's, like, extremely challenging and extremely rare to be, to be two-for-twoin a period of time. but yeah, that was an interesting setup and yeah.
[00:27:02] Laura Strong: Yeah. And I, I love that you said that without any, like, prompt from me, is There are huge ups and downs, and at the end of the day, if you look back at a story like PerBlue, it's like, oh, they had this big hit and sold it. They had this big hit and, you know, made money off of it. But it's really a much more complicated story because that's not how these stories go. Right. Right? so I love that you just jumped right in and added that in there. Yeah. And it kind of foreshadows some other things- Mm-hmm ... that you've, you've done since, and that you're still doing. Yep. So,
[00:27:34] Justin Beck: awesome. Yeah. Yeah, and, do you want me to like go expand on that? Yeah. Like, um-
[00:27:39] Laura Strong: I would love that
[00:27:39] Justin Beck: so, Disney Heroes, so we have this success. Disney Heroes is scaling again. You know, we're, we're very happy, but we've also now put in more capital. so more capital is going into the business as we're scaling Disney Heroes. And, so you know, just to paint a picture of this, we're doing something in the 50 million a year run rate, annualized. so this is a moment where we then continue to push in, our chips to the pot to try to like, okay, like see if we can build this into a yet, a bigger business. we do run an acquisition process in the middle here. We do get some offers, and we have one offer that is very debated negotiation, which was like a, a, a really strong offer, and we turned it down. and uh, and I think about that a lot because, um, just to foreshadow, yeah, so like d- per- Disney Heroes doesn't end up getting sold.
[00:28:24] Jacob Miller: A quick bit of context before we keep going. PerBlue kept running Disney Heroes, and Justin stayed involved in a leadership role there. But he also had his eye on a new problem in mobile gaming. So he went back to day one and founded a new company called Playback Rewards, a platform that pays players for playing the games they already love. Game studios get engaged players, and players get rewarded for their time. Here's Laura picking up on that story
[00:28:52] Laura Strong: So at Playback Rewards, you guys have made progress from idea team initial money. Mm-hmm. You've got this two-sided marketplace that you've built. You've got your ads, your advertisers, you've got your customers, your users. What's the next thing you do?
[00:29:09] Justin Beck: Yeah, I mean, it's like, hey, this is all going pretty good in the big picture, but we need, we need the, we need to raise another round of capital because we need to... We're still burning money because the unit economics of what we're building are just not producing cash. And talking about margin, but basically it's a, we had to expand this margin in order to, like, actually have the asset produce us cash. but e- e- either way, so we're working on that margin expansion. Um, but we go to the, we go to the market and again, when we started Playback Rewards, it was the pre-AI world. andPlayback Rewards was, you know... We also had a lot more competition end up coming into the market at, at, at the same time. But basically the, one of the main learning or main moments here is that it seemed like that AI had sucked up all the oxygen in the venture community. And so as we're... If you're coming in there with not like a, an AI, it basically, your pitch doesn't sound something like, "We're gonna be the AI platform that's gonna revolutionize and, and totally disrupt this market over here." It's like, there's a lot of VCs that are just kind of like, well, they just kind of turn off, and it's like, you know, it's not fitting their pattern matching, so they kind of, kind of move on. Now, and that's not to say that all the capital was kind of gone. We, we still... If, if we, would have more traction and more,be further along the, in the validation cycle, we for sure would've been able to raise some capital. So I, I don't mean to only blame, you know, the AI sucking up the oxygen, but it became very evident that we're probably not gonna have enough capital to get far enough along our journey, to be able to raise that round. And then in our situation, since the thing is not actually producing that much c- cash flow, even though it's producing revenue, well, that's pretty problematic, right? So it's, it's kind of... So we end up, retooling our strategy options there. So we pursue a sale process for the Playback Rewards platform at the same time as we do a pivot, to try a different lane. and ultimately we succeed at finding a buyer for Playback Rewards platform, which was great. And so, Playback Rewards goes to AdAwake, and it's a, a g- a good deal, and we provided that as a mechanism, to give us some more flexibility. and then ul- ultimately, our, our new AI initiatives do not pan out well enough. We don't get far enough along. we at the board level decide that we, um, g- gonna wrap it up and be done. So we, we try to send out cash to the investors and, and we kind of wrapped it up. but yeah, that's, that, that, that's part of the, the, the long and short of what ended up happening in, in the Playback Rewards journey.
[00:31:27] Laura Strong: Yeah. And that's an, an interesting thing because it's a, a different experience for you than kind of what you were able to do creatively at PerBlue.
[00:31:37] Justin Beck: Mm-hmm.
[00:31:38] Laura Strong: So when you think about capital, so now you have raised from all the different- ... you know, components in the capital stack. Mm. And as you think through where we are with, um, the capital stack today, what are you thinking about for the next thing?
[00:31:53] Justin Beck: maybe just what the thing I tell myself and I tell other folks is, like, try to think f- flexibly, you, you know, with as much flexibility as you can, right? Because a lot of times, if you move a little bit to the left or a little bit to the right, there is some more tools that maybe are in your toolbox. Now, if you're just starting the company and it's literally just nothing, well, then you don't have any tools, right? But if you've been around the block a bit, you might have some assets to sell. You might have some other things that are core competencies that you can rent and kind of put to, to work. and that is kind of my way I, I look at the, the capital stack now. I think that, So VC, I think is in for some change. I think the pattern that has been maybe the last 10, maybe even 15 years, I think is changing. And so I think VCs are adjusting how they're deploying capital for tech startups. but even besides that, I think that realizing as an entrepreneur that you have some flexibility, that not every VC is needing a peer up and to the right trajectory in order for it to be a success, I think is really important. Because, you know, I think one of the almost problems, if I were to go back at some of the biggest things I would change going back in time, I would've scaled the company down further-
[00:33:02] Laura Strong: earlier to try to give up almost on the, on the venture style, like we just gotta get this curve to look up and to the right.
[00:33:11] Justin Beck: Give up on that earlier, to try to, like, retool. And I think if you think of, like, a family office running a business or a family business,if, things aren't working and you're uncertain about the future, and then someone says, "Well, let's go put a few more million dollars," you know, just head, head in the sand, like let's just keep on going. Like, there's not that many family-ran companies that'd be like, "Yeah, let's do that." Like, "Let's just keep doing that. Let's keep it going." you know, so why are we doing that in VC land, right? Like, like, you know, it's like, the time horizon gets short, so the IQ drops, and everyone seems pot committed to the story, so we're, we're just ref- you know, refusing to, you know, be, have a little more flexibility. So I, I think that's one of the things that I think is coming to the, to, to the startups of the world. Yeah. I think there's gonna be a lot of capital missing in this gap as everything's chasing these AI unicorns. and I think that's gonna cause a reckoning. And, and I think as operators, you guys get to decide of, like, you know- how do you want to do this? Do you want to keep, keep it going and get some flexibility, or do you want to just kind of press on and then you might end up, you know, not being able to raise for the capital and winding that down or, or selling to some strategic that's gonna pick up some pieces? But, um, yeah, so it's a, a complicated situation, but yeah.
[00:34:20] Laura Strong: you mentioned scaling back both in a more recent timeframe and then at times at PerBlue. And I think sometimes when people think about scaling back, right, it's a, it's, "Oh, that's a sign and it's a failure. It's not working." It's like, no, that's an opportunity to retool, right? Mm-hmm. I'm conserving cash so that I have the opportunity to drill down on the things that are working or the things that we haven't tried yet that could work. as opposed to, "Oh, just this whole thing doesn't work." and I think in this VC land where, and really, you know, kind of capital as a whole, angel investing dollars are down over the last few years. Mm-hmm. Venture capital is bifurcating. Really a, a significant focus on AI. Mm-hmm. getting creative with capital is, critical, and maintaining, you know, good cash discipline is also- Mm-hmm ... super important.
[00:35:12] Justin Beck: Mm-hmm.
[00:35:13] Laura Strong: So when you think about kind of where early growth stage or growth stage companies, early stage companies can get capital- Mm kind of in the next chapter, do you have any ideas of- Yeah ... kind of what that might look like?
[00:35:28] Justin Beck: I, I think that, so first off, I think it's, it's the thing that I'm excited about for myself and for other, is to, to be able to get a lot further with less.
[00:36:44] Justin Beck: I think new companies should be able to get some initial traction with a lot less capital than they were the last several years, and that's mostly all because of AI efficiency. Now, it also means you actually have more competition as well, because since it takes less to spin up different ideas, there's more competition. but it also means that, the checks that you have to write in order to get on base sh- you know, should be, should be less. so that's exciting because then it opens up more opportunities, right? Uh, I think a lot of people can start businesses on the side as they're working their day job.
[00:37:14] Laura Strong: I think that the, also maybe to just take a break. You could just, leave your day job for a period of focused months and be able to just purely focus on that and, and live, you know, do it with some savings.
[00:37:25] Justin Beck: there's also that brings back actually the angels, before it's like, a- angels have to pool together a pretty meaningful amount of money before they get to be able to compete with like the seed funds and whatnot. And so, It's pretty hard at that angel level to, to really have that, that work. and so I think that's gonna come back because I think like the 250, the 500, the 750 checks I think can go a lot further, in the next set of time. and then to be honest, the other thing that we should not, there's a lot more people on the bench right now, uh, when it comes into the software space. Like, like we talk about the negative of like, this is the first time actually like the graduating classes in the computer science, uh, realm are not like fully employed. Mm-hmm. I mean, we can look at that as negative, but I, from an entrepreneur perspective, I see tremendous opportunity, right? 'Cause you have a bunch of very, hopefully very smart, very enthusiastic, motivated, and quasi-bored people 'cause they, they're, they're not just like doing the standard career path. So I think that's a huge opportunity for, two parties there. One is any of they're in the cohort who are want to start something because their peers are underemployed, where they've always been overemployed before. so and then also other people who want to hire people in that pool is another great opportunity. and then the last one is just all those people. It's like, "Hey, start a, just a business." maybe that, yeah, getting that six-figure job working in some software thing at some insurance company, maybe it's better off to start a a franchise. Maybe it's better to start up some other kind of business. I'm ultimately excited about the, the letting that cook a little bit, and I think we'll see a lot more,the businesses come out of it is what I'm hoping for.
[00:38:59] Laura Strong: So, when you think about the opportunity with AI, I also love it in the sense that, you know, it, it allows you to get farther, faster, cheaper. but if everybody's doing that- Mm.
[00:39:13] Justin Beck: Mm-hmm ...
[00:39:14] Laura Strong: how do you win? Right. Like, how do you end up with- So ... a successful, sustainable business at the end?
[00:39:19] Justin Beck: so there's so many facets to this question, but first off, let's just talk about is everyone doing it? So first off, I would say the answer's no. it's really hard to really get a team to get to fully change their workflow to an AI enhanced workflow. I have now done this multiple attempts through dif- you know, in early Playback Rewards we did a, a big AIboot, uh, you know, kind of like a cultural reboot around it. We did it a second time a lot more successfully. I've now talked with a lot of other companies who are doing, like an AI adoption. Like, what I'll say in this vein, if, if I, if you talk to 10 companies, 2 out of the 10 have like a successful, good, positive AI culture. 8 out of the 10, it is just a mess. And so it's actually extremely difficult to take a team of people to all get on a new set of workflows, because you have coordinations, you have handoffs, you've got trust, you've got a lot of moving pieces, and then you have got a workforce that potentially is not that excited about it. Mm. Right? So the incumbents, there will be a few of them that are very good at this, and there will be a lot of them that are very bad. So that is, one thing, about that. So then going back to just an individual, but okay. So an individual starting a company and an individual starting a company, well, they're both gonna be doing the tools 'cause it's just one person. There's nothing stopping them. So there you are more even. and this is where I think, like, the domain experts have a big advantage, right? Because so much before was, okay, discovery, build the product, ship it, and the faster you could do that loop, the better off you were to find success. Because you had to hire, or not hire, you had to partner with some software person to build the software, and you had, But now that's less so the case. Like, a domain expert could stand up the prototype using AI tools and then have a, a, a tech, you know, an engineering professional team build out and make sure it's production worthy, right? So I think the team combinations here give you a big... Like, if you can just cut to the end and build the right solution from the get-go, because you know the problem really well, you know the domain really well, maybe you have a sales or distribution advantage, all of those things are huge advantages to the, I would call it the, non-technical lay domain expert has, has a great advantage right now. Whereas if you're a seasoned kind of technologist, where you look at, you know, you've got a hammer looking for a nail, which is maybe the old way of us doing startups for the last maybe, many years, at least 10 years, um, well, they... It is a disadvantage. Because they don't know the domain as well. You, you, you have to kind of do more suggesting. So, and then you're doing that search loop process. So I, I think there's lots of different ways of cutting the bacon here. And, but I would say all of it is definitely a different playbook- Mm-hmm ... than what I think has been in the past where it's like, And, and I do think we'll find a lot more, success in businesses, but I think they may t- to come in a different variety than we- we've seen them in, in the past.
[00:42:07] Laura Strong: Interesting. how does that impact what you're building next?
[00:42:12] Justin Beck: Yeah. So I, I mean, I'll be a little, a little cagey on what I'm building 'cause I'm kind of in, in, in stealth mode here. But, but the, the short ver- I'll talk about the how. I mean, the, the... I wanna keep building. I'm very happy to be back in the code and the technical side, and I wanna, like, keep doubling down there. There's this moment... We, we were seeing the moment of new technology that is obviously gonna be an Earth-changing technology, right? We, you know, like, I'm so fortunate to see the phone beforehand and the first thing, which truly for both positive and negative, had a tremendous effect on people's lives, culture, andeverything. And, and this is yet another one. Like, to be able to see two mass- like, massively, you know, kind of life-changing moments in one's career, like, is pretty neat. So I do want to capitalize on that. Yeah. I, I, I want to, you know, enjoy the ride in a handful of ways. But I think right now, you know, I don't have another venture-backed, my sole focus, uh, you know, at the moment. But I am, continuing to build, and build in a smaller form factor. but then also, in just, Yeah. Build it in a smaller form factor.
[00:43:11] Laura Strong: So when you think about kind of all the different roles that you've played over the years, you know- Mm-hmm ... you started out a programmer, deep in the code. You know, at one point you're running an organization of 90 people. Uh, you've done the fundraising, the deal-making. which of those things makes you the happiest?
[00:43:30] Justin Beck: There's two answers to this question right now, 'cause one is, like, I do love the code. I love building things. I think when you're finding product market fit in anywhere, wherever you are in the team structure, that is the most enjoyable one, 'cause it's literally the thing we're seeking, right? Like, we're like, "I wanna build something that people want."
[00:43:46] Laura Strong: Mm-hmm.
[00:43:46] Justin Beck: Right? Build something people want and get it out there, and then keep improving it. Like, I love that part of the process. So as long as I'm doing that at any size of the range, I think I'm ultimately probably the most jazzed and the most happy. I will say that I've spent too much time in kind of the upper end of, of kind of executive leadership, where I was less in the weeds, and I think that I wasn't very happy there. In fact, I was probably really unhappy there. But I was like, you know, game face, and, and I'm a pretty robustly flexible person, right? So I, like, could play that game for years and kind of convince myself I was happy. but I think also what I've realized is, like, it's like the You can be in the top end of an organization and still get down into the weeds at the right moments. You know, we kind of call it the T, the T structure of, of, of management or leadership, where it's like deep in the T, you know, deep in the T in certain moments. Mm-hmm. And then otherwise, like really maybe able to understand the high level, alignment. And so I, I think if I were to, you know, work through the progression ch- I wouldn't say I'm allergic to being, you know, in the executive groups, you know, at the top end. You know, like even now I'm still, still technically ch- chairman of, of some things. But, like, I think I always love being able to specialize in that T when necessary, like whe- when it's the right moment for the business. Uh, and I'm probably a lot less bashful of it now in, in my version. Whereas before I was kind of like, "Oh, let, let everyone have their lanes. Like let them give them some space." Whereas now I'd be like, "Wait a minute," "I don't know if that's so good." It's like, let's just get into it. Yeah. Let's get, put the team together. Let's figure out exactly what's going on, and now get me, get me out of here. Get me in there and get me out of here as fast as you can.
[00:45:15] Laura Strong: that brings up an interesting point, which is governance.
[00:45:18] Justin Beck: So you kind of- Mm ... threw it out there a couple of times, and you mentioned you're, you know, executive chairman, and you've run boards and all of these things.
[00:45:26] Laura Strong: And you've managed to really do some creative things at these companies- Mm.
[00:45:31] Justin Beck: Mm ...
[00:45:31] Laura Strong: which I would actually guess is partly your style of governance and the way that you run your, not only the company, but the board itself. if you were just starting out, how would you think about becoming good at that? Yeah. How would you think about developing that skill?
[00:45:49] Justin Beck: Yeah, and I think there's so many d- ways of cutting this. I mean, I think what I've done historically is one way, but I, I, I think, like, there's lots of ways of, of cutting this. But ultimately when I'm, I think what's made me successful at the deals and a variety of these things is I try to make sure I'm very clear about the communicating of what we're doing. Mm-hmm. I try to make sure I am kind of acting,in f- truly fiduciary duty of trying to, like, get everyone the best outcome and exit as possible, and doing that in a way or long enough so that, that folks know, they're like, "Hey, okay, like, r- they're really working on this." Because ultimately investors gotta trust management to run and do this, and sometimes it gets complicated, right? If you have creditors- Mm ... you have equity holders, and you have employees and founders, like, those parties can be very not aligned, right? And so it, it's a dicey situation there. and in those dicey situations, like, I have been able to work through them, but, it's only because of trust and good communication and, and truly, genuinely putting the stakeholders, you know, above, above my own interests or above my own, like, personal, d- desires in some way, shape, or form. And then the, the negative on that sometimes though is it takes time, right? It takes time, and it takes, So some things maybe are not as fast as they could be. And you know, as a note of that, like, when it's in the pivots in the early stage, like, yeah, I, I think speed is of utmost importance, and I would encourage, both investor, like, and if mostly founders, like, if the founder's going slow because they're trying to keep all the stakeholders aligned, that is might be a direct op- opposite of what is necessary to save the company. And so I, I think that is really tricky, where there should be almost like a safe word that basically says, "I've gotta go fast, and I'll let you know when we are on there," right? and then just go, right? Yeah. Like, it's just, it's just, just, just get it done, right? I think I have had that slow me down in certain moments, which has not been good. but okay, I think we overcomplicate boards a lot of the times, and we are making them not as useful to what's actually helping the entrepreneurial journey, right? And I think that if we stack our boards and our board meetings with purely just focusing on what's actually on that entrepreneurial's mind or what's on the business' mind, so making sure that entrepreneur's working on their business and not in their business- the businesses will do better, right? And so I think like so many times, like it's like either you over- over-boardify something, right? And you have all this governance and financial documents and then, you know, PDF or a PowerPoint that's multiple pages, where it's like it should really be just 10 slides. And the slide is like, where were we at? Where are we going? What did we learn? Now what's working, what's not working? Mm-hmm. Right? That's it, right? Like, and that should be very similar to what's happening at the leadership level, and the board should really be focused on saying, "Okay, is that entrepreneur in the right head space?" are they working on their business? because we want them to be acting as a business owner, not as an employee. and because it's the ownership mentality of it's like, this is your business that is yours, that is the most critical component of guiding the ship through the ice field. so that would be some of my, some of my thoughts, but...
[00:48:44] Laura Strong: Yeah, that's an interesting, one of the things that you just said about governance and boards, and really the whole capital stack, is trust. Mm-hmm. And one of the things you mentioned earlier- Mm ... was kind of this idea of the last days, day or days- Mm-hmm ... being as good as the first days.
[00:49:04] Justin Beck: Yeah.
[00:49:05] Laura Strong: And those first days, I feel like when you're negotiating a term sheet or you're, you know, you've got your loan document or whatever, those first days, you know, you're still kind of getting to know each other. Honeymoon. Honeymoon phase, yeah. You're like, "Oh, let's sign. Everybody's gonna do great." And it's that next day and the day after that and the week and the month and the year after that where you're still building that relationship where I feel like then you have the trust when you get to those last days. Mm. And you're not, you're not going long periods of time- Mm ... without telling people like- Yeah ... "Hey, here's what's going on." Right. Is that kind of this?
[00:49:42] Justin Beck: Yeah. And, and that, and I'd say I definitely don't do it perfect. I, I would say, and perfect can get in the way of just, just trying and doing your best. But yeah, I, I would say the, the classic things are, yeah, like, you know, management gets so heads down they, they don't update, you know, their stakeholders along the journey. you know, or they just don't ... I think the other one is just not getting down to the sizzling essence of what's really going on, right? Mm-hmm. Like, I think, and I think that's the issue with a lot of like the big company, bigger orgs or bigger nonprofits, it's like you get in all this kind of governance, you know, which is like, you know, financial reporting and kind of reporting of an exist- whereas you're not getting into the heart of what's, what's really going on, right? Mm-hmm. Like, is the business doing okay? Is the business not doing okay? and, you know, what, what do we really need to be focused on? Yeah. And, and sometimes those, the, the, the key thing is the board can see stuff that the management just can't, but the management knows infinitely more about what's going on inside that than the board, right? And so I think, like, navigating that so you get the right amount of things to get them in sync,but not too much that you get bogged down in all reporting and then not get into the sizzle on the steak type of thing but yeah, I mean, it, I, I would say like in my dream situation, I would be just really good at really consistent reporting of all the, all the, all the details, you know, have prenegotiated safe words that we needed to say for when we need to move fast and, and whatnot. but yeah, I, I will say that timing does really matter. So I've had now two deals in particular where we probably overnegotiated one LOI maybe six weeks too long- Mm ... that potentially ended up nuking the deal. The, the, the, the PerBlue sale, like we, we spent a bunch of time negotiating that very important LOI, but the fact that we didn't close that deal in the period of time, I would just wonder if that, like, big company's, like, lost their deal window. Mm-hmm. Right? Like, and you know, we'll never know, right? But the reality is time kills all deals as you always... and thus, like, you know, when do you really finagle and negotiate and when do you just kind of press it on, press along, right? is a true art form that's, really, nuanced. So I, I think making sure a board can be speedy. there's no reason, like that has to be in the ingre- in the ingredients. doesn't mean they can't, d- doesn't mean you're doing that in excuse for not being thoughtful. Mm-hmm. but having your prep work all organized so that when the timing does matter, you can go fast.
[00:51:55] Laura Strong: Yeah. Yeah. And when you need to go fast, that trust allows you to say like, "I've already told you this is where we're gonna be and we're here and it's gotta happen."
[00:52:03] Justin Beck: Mm-hmm.
[00:52:03] Laura Strong: Yeah.
[00:52:03] Justin Beck: Yeah.
[00:52:04] Laura Strong: Okay. I think maybe a final question. Mm-hmm.
[00:52:07] Justin Beck: Yeah.
[00:52:08] Laura Strong: So you have given me many great book recommendations over the years- Mm-hmm ... on various topics. So if we're thinking about the people listening to the podcast, we're talking about a lot of entrepreneurs, a lot of, you know, startup folks, maybe supporting entrepreneurs. Give us one, two, three, whatever, book recommendations you have for this, for this group. Yeah.
[00:52:31] Justin Beck: my one thought to kind of, you know, as I ... My big compelling thing for books is like, I used to like to read a lot and, and then, right around my renaissance, I was listening to some podcast of some sort, and there was like, "You know what the average number of books read per person is per year?" And it was like, oh my god, it's gotta be two, three maybe. And, and the a- the average was like zero. Because they're like, it was like 0.4 and it round down to zero. And I was like, hmm. I was like, oh, those, those poor schmucks, they don't, uh, they don't read. And then I realized for myself like it was me. I was at zero. I was at zero for like years. So gotta get back on the on the train and read some books. But anyway, so some book recommendations. So I think that, to help people find their renaissance in some way, shape, or form, I think just even a reread of Atomic Habits. Atomic Habits has got to be like one of my favorite books, just because of, just like how, how, how important it is and just how, how wasteful we are with our days. Mm-hmm. And how we structure our brain and how we structure our work, and why we don't do the things that we want to do. And anyway, so I think, I think Atomic Habits has gotta be like on, on the list here. and then, oh, let's see here. What else are some good ones here? another one that just more recently is like The Psychology of Money. which, I think when dealing with an exit or the potential of an exit or maybe even, even thinking about like starting the entrepreneurial journey and taking your net income way down from where it is to like potentially a lower thing, I think like really think- rethinking like how you, what your relationship is with money and what your I, I think it's a great book. so that'd be another one.
[00:54:01] Laura Strong: when I read Atomic Habits, I was like, "Oh my gosh, what am I doing?" I've done it. And you just said it again, and I'm like, "Yeah, I gotta go back," and I've been feeling that in my life lately. Yeah. It's like I'm straying from-
[00:54:13] Justin Beck: Mm-hmm ...
[00:54:14] Laura Strong: kind of the, the things that make it possible to do the vast amount of stuff that I enjoy.
[00:54:21] Justin Beck: so it's causing me more stress about doing the things I enjoy 'cause I'm not You know, I don't, I'm not over-engineering my life ever, right?
[00:54:30] Laura Strong: I still give myself time to have fun and do random stuff, but also there are big chunks that should be systematized and, you know, that makes time for the fun.
[00:54:42] Justin Beck: Yep.
[00:54:42] Laura Strong: So, yeah.
[00:54:43] Justin Beck: Yeah, and I think like, you know, I find myself as a very productive... I view myself as a very productive individual and like just really capable. But I think the reality is when, when I went through Atomic Habits, it's like you just realize that there's still so much waste.
[00:54:55] Laura Strong: Yeah.
[00:54:56] Justin Beck: And so much like... And even if you're still getting it done, you're getting it done in this kind of like poor way, right? And, whereas, you know, just r- just changing a few things like can make such a big impact. But yeah, I think, I think like the d- dealing with that like maker-manager schedule where you have like the manager schedule which is just filled with meetings versus the maker which is like your individual contributor who just needs to be in the code or in the marketing campaign or in the data- Mm-hmm or in the... Even, to be honest, even in the customer relationships, right? Like, you know, you can be like, "Oh, that's all meetings." Well, actually, there's all the prep thought and all the pre-thought, right? Like, so I think for... That is one of the hardest things in any of these like growing businesses of like you just have tons of meetings. And those meetings like r- just are like little mini slices of the day that prevent you from getting this meaningful work done. And I think, to be honest, I think that's probably been my most, my most thing I've en- en- enjoyed about like scaling down my, my, my meetings in general has been able to allow, allow me to have just more meaningful blocks of work time. But, but also I think like w- even when you think of like what's handicapping our businesses, I think that the meeting schedule is one of the most things that should be audited first, right? Like, and, and, and probably done with some, with some gusto and a scalpel, b- because I think like the, so many companies' meeting schedules are just so bad that-
[00:56:15] Laura Strong: Yeah yeah. And I, it is interesting 'cause you think about this default of like, oh, every meeting's an hour. why is it an hour? Let's make it 45 minutes, or if it's half an hour, let's make it 25 minutes, and let's not have them throughout the day, and all of the days are, of the week are equal. Let's chunk them into these blocks where then I don't have to context switch from this thing to that thing. I already have enough context switching in my projects. running a small company- It's very apparent, yeah ... you wear all the hats, right? So it's like, oh, I have to pay the bills right now. Oh, I have to jump into this pitch meeting. Oh, I have to, work with my board on this. Oh, I have to do some fundraising over here. Like, all of the different projects are enough without having to add into jumping in and out of a call and then trying to get back to any of those things. That's
[00:57:03] Justin Beck: a great point, and I- that's a great point for me this week, right? Like I'm just, yeah, like how do you manage your lanes and like load the context- Yeah
[00:57:10] Laura Strong: and like, and empty it, Yeah. I had gotten really good at it and my, my, uh, schedule hygiene I'll call it, has really gone downhill- Slicing up ... lately and I'm like, oh gosh.
[00:57:21] Justin Beck: Yep.
[00:57:21] Laura Strong: Yeah.
[00:57:22] Justin Beck: It's
[00:57:22] Laura Strong: tough. Yeah.
[00:57:22] Justin Beck: It's tough.
[00:57:23] Laura Strong: Atomic habits back on the list. Yep.
[00:57:24] Justin Beck: Yep. Ah, it's on my list too.
[00:57:26] Laura Strong: Yeah.
[00:57:26] Justin Beck: It's gonna be, yep.
[00:57:27] Laura Strong: Cool.
[00:57:28] Justin Beck: So. Thank you so much. This is just a, a wonderful time.
[00:57:31] Laura Strong: Yeah. I had a lot of fun. I feel like we have coffee together and we talk and talk and talk, and then we get to the thing we're supposed to talk about.
[00:57:38] Justin Beck: It's true.
[00:57:39] Laura Strong: But I so enjoy our conversations for that reason- Yeah is we seemingly can talk- Yeah ... about pretty much any topic, which is fun.
[00:57:47] Justin Beck: And there's, and there's so much to talk about, so.
[00:57:49] Laura Strong: There's so much to talk about. Yeah.
[00:57:50] Justin Beck: So.
[00:57:50] Laura Strong: Yeah.
[00:57:51] Justin Beck: Well, thank you. Cool.
[00:57:52] Laura Strong: Thanks Justin.
[00:57:53] Justin Beck: Yeah. Thank you.
Show full transcript
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Show Notes
(00:00)
Introduction
(01:28)
Starting out at UW and the company that didn’t make it
(03:17)
How PerBlue began in an electronics lab
(06:15)
Funding the early days with a Google grant and family money
(09:27)
Turning down Microsoft and Google to keep the team together
(12:57)
Why risk is a moment in time
(15:37)
The Zynga offer and raising a seed round instead
(19:25)
How DragonSoul led to selling the game, not the company
(24:52)
Building Disney Heroes
(28:52)
Starting Playback Rewards and raising in the AI era
(31:53)
Thinking flexibly about the capital stack
(35:28)
Getting further with less capital
(38:59)
How to win when everyone is using AI
(43:11)
Which role makes Justin the happiest
(45:15)
Running boards and building trust with investors
(50:57)
Why time kills deals
(52:04)
Book recommendations for founders
Related from Startup Wisconsin
Evolving the path to entrepreneurship at StartingBlock in Madison
Building two mission-driven startups
How Creative Destruction Lab builds startups without taking equity
Show Notes
(00:00)
Introduction
(01:28)
Starting out at UW and the company that didn’t make it
(03:17)
How PerBlue began in an electronics lab
(06:15)
Funding the early days with a Google grant and family money
(09:27)
Turning down Microsoft and Google to keep the team together
(12:57)
Why risk is a moment in time
(15:37)
The Zynga offer and raising a seed round instead
(19:25)
How DragonSoul led to selling the game, not the company
(24:52)
Building Disney Heroes
(28:52)
Starting Playback Rewards and raising in the AI era
(31:53)
Thinking flexibly about the capital stack
(35:28)
Getting further with less capital
(38:59)
How to win when everyone is using AI
(43:11)
Which role makes Justin the happiest
(45:15)
Running boards and building trust with investors
(50:57)
Why time kills deals
(52:04)
Book recommendations for founders
Related from Startup Wisconsin
Evolving the path to entrepreneurship at StartingBlock in Madison
Building two mission-driven startups
How Creative Destruction Lab builds startups without taking equity
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