August 22, 2007

TRANSPARENCY TOTAL

Day 8: Transparency (let's kill another taboo)

I think we covered a lot since 7 blogs.  This one gets a bit more practical.  In order to do everything what we want to achieve, we need to rethink our model.  Originally I had enthusiastically promised 50% of the company to the country managers.  This is no longer a viable position for VCs to come in.  So, we restructured that position in ways where everyone still benefits: 20% for country managers and 10% for management, together 30%.

An option pool will be created for country managers of 20% or 45,000,000 shares.  The option strike price will be fixed at 0.01333 Euro so with 225, 000,000 shares it is set to when the value of the company is 3M€. When we sell or do an IPO the option pool will be exercisable, that means that you get the difference between the strike price (0,01333) and the purchase price (hopefully 2$ :-).  The option pool is dilutable as are all other shares.

The CMs will receive 30% (net) of the revenue. If a merger is being made, 25% will go to the company which brought the users and 8% will be retained by the CM; so we give 3% extra to the CM because we know he is adding value for the rest of us.

It may seem less, and it is of course, but in the end positions are meaningless.  I ended up with 0.6% of Qwest Communications and this was more than enough.  

At this very moment we are also consolidating our management team, all of which I must add, work for free.

•    Walter De Brouwer, ceo (Belgium)
•    Yosi Dagan, Sales and Marketing President (Israel)
•    Chris Vertonghen, CTO (Belgium)
•    Andy Roberts, Country Site Coordinator (UK)
•    Jean-Antoine Bord, Vice President Africa (Kenya)
•    Ricardo del Rio, Vice President  South-America (Venezuela)
•    Paul Velho, Vice President Europe (Portugal)
•    Chanterria Mc Gilbra, PR Officer
•    Sunita Raho, Design

We still have openings for VP Asia, VP Pacific, VP Eastern Europe and VP USA/Canada but we will fill these in later.  Of the option pool for management we have reserved until now: Yosi (4,5m), Chris (4,5m),  JA Bord (1m shares), Ricardo (1m), Paul (1m).  Of the 22,500,000m shares we have reserved 12m shares and there are still 10,5m in the pool.  Also note that at this point, none of these have vested.

What will happen now is that Worldlawdirect, Brad Haskins, is going to put this in contracts (country managers, Vice Presidents, staff, option contracts) so that our legal dashboard is in order.

I think what would be cool now is to hear from our three new vice presidents how they see their new role.  I would like to invite Paul Velho to be the first.

Walter De Brouwer



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