116 comments

  • newfocogi a day ago ago

    "Former Yahoo CEO Marissa Meyer is closing the doors on her consumer software startup Sunshine, and is selling the company’s assets to her new AI startup, Dazzle" and "all of Sunshine’s employees will move to the new company".

    Under what conditions is it better to buy the assets and hire the employees instead of just change the name and product offering of the company? Is it just to get the investors off the cap table?

    • taeric a day ago ago

      Ostensibly, it is in what you left out of your question? If you can buy the assets, specifically, you can not buy the liabilities.

      Obviously, getting some people off of obligation lists is one of them. There could be others?

      • xp84 a day ago ago

        Indeed; and when you don't want the brand it's even more ideal. We saw a few months ago an example of the "new company" buying the brand and the assets but not the liabilities, including some suckers who bought "lifetime" subscriptions[1] from the old owners that they allegedly didn't even disclose, and which legally speaking weren't the liability of this random unrelated company which just bought the assets and the brand of the defunct company who made the promises.

        In this case though with a new name and product that won't be an issue.

        [1] someone else will remember the name of that company - it escapes me

        • plorg a day ago ago

          Publisher's Clearing House went through bankruptcy and stopped paying "lifetime" annuities from before reorganization.

          https://apnews.com/article/publishers-clearing-house-bankrup...

          • xp84 11 hours ago ago

            That’s true, though I don’t think there’s going to even be a successor there to keep selling magazines under the PCH name.

            The company that I’ve forgotten was selling some kind of software offering.

      • eig a day ago ago

        Is it not illegal in the US to break up a company to isolate liabilities?

        • rtkwe a day ago ago

          It's not illegal just (possibly) shady, but there are ways to link the former company's liabilities to the purchaser in some situations in some jurisdictions. That may apply here but that's for a whole court to decide.

          https://kddk.com/2015/07/30/successor-liability-in-the-purch...

        • mrandish 19 hours ago ago

          It's not specifically against a law but debtors who got shafted can choose to sue the "old" and "new" companies under a few broader laws, basically alleging "I had a valid contract with the old company but this sale is a sham transaction to get out of the contract and 'NewCo' is unjustly enriching themselves by screwing us 'OldCo' debtors." IANAL but my sense is such a case can be won but is far from a slam dunk and it will cost money and take time. Debtors will have to decide if they are out enough money to be worth sinking more money into recovering it. This kind of move might also be an aggressive escalation tactic in a hardball negotiation with debtors unwilling to renegotiate on acceptable terms. It's possible that the OldCo/NewCo people doing this may choose to leave certain assets in OldCo to make legal challenges less likely to prevail than if they'd completely emptied out OldCo.

          Other impacts can include future potential NewCo lenders being pretty leery about getting involved with the same people. It's also not a great look for the founder(s)/senior execs in terms of future resume - unless there are extenuating circumstances which justify doing it. An example can be something like a fundamental disagreement between co-founders who are major shareholders. In that scenario this may not be to shaft debtors but rather for the majority co-founders, investors and key employees to 'dump' a minority non-cooperating co-founder who's no longer involved with the company, has a "change of control" veto and won't sell their shares but can't stop an asset sale. Basically the board approves the sale and the key execs/employees all vote with their feet. The original OldCo shareholders still own those shares, they're just worthless without the people, IP, assets, etc. In such a case, the non-cooperating shareholder might have grounds to sue but one defense can be a solid paper trail showing the company treated them fairly, offered to buy out their shares at fair market value and was basically forced into this as the only alternative.

        • taeric a day ago ago

          This is why I said ostensibly. I think it should be assumed the financial parts were done on the up and up. Such that disclosures and such can waive a lot of the concerns that would make it illegal.

          There are non-financial liabilities, as well.

    • prasadjoglekar a day ago ago

      Clean cap table is quite valuable.

      • bix6 a day ago ago

        Valuable to new investors. Old investors get hosed. I really struggle with these sorts of situations. She’s presumably doing something similar with the new company so all the old investors who didn’t participate (presuming a pay to play) get hosed. Is that really fair?

        • orionsbelt a day ago ago

          In my experience, the alternative to a pay to play or similar situation in which the old investors get hosed is the company dying, so they get hosed anyway. The fact is, a messed up cap table or zombie company is not attractive to new investors, so cleaning it up is an unfortunate necessity.

          • bix6 a day ago ago

            Maybe the company should just die? It failed and now they’re spinning out… why?

            • collingreen 21 hours ago ago

              It did die.

              One way to look at it is do you want zero or do you want pennies on the dollar for it?

              Is it crappy? Yeah. Doubly so if being abused by the founder. There is a version of this that is just the best of two bad options though.

              It leaves a bad taste in my mouth when the founder doesn't share the same pain as the investors and the employees but such is life and it's hard to draw a line anyway, especially for someone super rich and with star power like her.

              • bix6 18 hours ago ago

                I want zero. Give the LPs a loss and move on.

          • sleepybrett a day ago ago

            IMO the investors deserve a fair price for her 'buying' her old trash. I assume they won't get it and she'll be able to buy her old trash for pennies, probably 100 of them.

            • orionsbelt a day ago ago

              A typical startup would require the consent of a majority of the investor shares for a sale of all the assets, so there would be investor protection and consent to this type of a transaction.

              And indeed this article says “Almost all of Sunshine’s investors, who include Norwest Venture Partners, Felicis Partners, and SV Angel, have signed off on the deal, Wired cited the sources as saying.”

              So the investors think whatever is happening is a fair deal.

              • bix6 a day ago ago

                51% of investors agreeing isn’t necessarily fair. That could be 1 or 2 large investors hosing everyone else.

                Do you know which investor isn’t cruising over?

            • a day ago ago
              [deleted]
        • pkaye a day ago ago

          The article says it was largely self funded so maybe she would lose the most.

        • bookofjoe a day ago ago

          The chosen and the hosen

          • bix6 a day ago ago

            Lmao I’m stealing this

            • bookofjoe 5 hours ago ago

              Full disclosure: I stole it from a disgruntled anesthesiology resident c. 1990

        • drivingmenuts a day ago ago

          Given that her old company basically pissed away $20 million, what kind of idiot would be willing to invest in her new company?

          And should those idiots be avoided, as well?

          • strangattractor a day ago ago

            According to Gemini:

            Norwest Venture Partners: A venture capital firm that invested in Sunshine.

            Felicis Partners: A venture capital firm that also backed Sunshine.

            Ron Conway's SV Angel: An early-stage venture fund that invested in Sunshine.

            Archetype Agency: A public relations firm that was a Sunshine shareholder.

            This time it will different;)

        • LightBug1 a day ago ago

          Sometimes you do the hosing, sometimes you're the one getting hosed

      • mbesto a day ago ago

        Clean cap table and she probably provided a decent amount of the funding for the first startup. It's also more than likely a tax thing here. I don't think people ought to get too obsessed with the contractual details on this one.

        • adastra22 a day ago ago

          If she has any investors with preferences, she probably isn’t seeing a dime.

          • collingreen 21 hours ago ago

            There are lots of ways to see dimes in these scenarios like signing bonuses or bonuses for closing the funding or selling shares into the new funding. Also she already has more dimes than this failed attempt can bring so it isn't as big of an impact as it would be to someone with nothing.

            • adastra22 19 hours ago ago

              What does a "a tax thing" mean then?

          • vessenes a day ago ago

            She has a lot of dimes already

      • ajross a day ago ago

        It's "valuable" to the company and to new investors. It's quite the opposite to old investors. In the world of public companies, a "liquidate a shell company" trick like this is presumptively fraud. If you want to liquidate the company you have to buy back the stock at market price, not whatever your purchaser is offering.

        It's legitimate only if the existing investors are getting enough liquidity back from the sale to make it worth the transaction. The article says that "almost" all the investors are on board, so... maybe.

    • brudgers a day ago ago

      Liabilities don’t transfer, Corporate structure doesn’t transfer, and as you point out investors don’t either.

      Soft liabilities may be significant. For example here we are talking about the move. The headline “Sunshine launches Dazzle” is about a failing company and we wouldn’t be talking about it on the HN front page.

      And if you are adequately capitalized (you probably are not), starting a new company is an easy business decision. And if you are a serial entrepreneur, starting new companies is what you do.

    • SMAAART 14 hours ago ago

      When new capital is needed, the old investors (investors in the old company) are given the equivalent of cents on the dollar on the new company, while the new investors do the usual.

      Old investors are welcome to put new money into the new venture, of course.

    • caycep a day ago ago

      the old "burn down the restaurant to avoid taxes, build new restaurant under another name" play common here in the San Gabriel valley area...

    • a day ago ago
      [deleted]
    • freejazz a day ago ago

      Because you can get rid of liabilities...

  • jacquesm a day ago ago

    The eternal sunshine of the spotless start-up.

    Mayer's track record is good enough that she's able to attract new investors easily enough but I wonder if they actually expect a return or if they see it as a lottery ticket.

    • crossroadsguy 16 hours ago ago

      From what I have seen in the Bangalore VC scene, a founder doesn't at all have to have a good track record to attract VC money again and again. They just have to have raised before, and they will raise again, no matter how badly and shadily they sunk the last ship(s). Maybe it's different in the OG valley.

    • rightbyte a day ago ago

      The Adam Neumann-effect. Wasting alot of investor money indicates that you got the know how to do it again.

      I mean it is a hard to make people give you other peoples money which is worth investing in.

    • inerte a day ago ago

      I think VCs see those things as one :)

  • azinman2 a day ago ago

    First a contacts app that bombed, and now an ai assistant? I fear she’s stuck in the past and now is in a beyond crowded space. Have any of her attempts post google worked?

    • NickC25 a day ago ago

      >Have any of her attempts post google worked?

      Yes. She made a tremendous amount of money for herself while failing miserably at Yahoo!.

      Oh, you mean attempts at getting workable, groundbreaking new products out into the market with success? No.

      • toast0 a day ago ago

        > Yes. She made a tremendous amount of money for herself while failing miserably at Yahoo!.

        I was at Yahoo from 2004-2011, so I've got my opinions, but I think failing miserably at Yahoo is like the default option. It was a great gig to take in 2012 --- if you do well, well then it's clearly your leadership; if you don't do well, it's that Yahoo wasn't salvageable.

        • inerte 21 hours ago ago

          I was there too. The Alibaba investment is what doomed Yahoo. Investors wanted their money and didn't care at all about Yahoo's core business.

          • itemize123 12 hours ago ago

            would you explain a bit more? Investor in Yahoo only cared about Alibaba?

            • toast0 2 hours ago ago

              August 11, 2005: Yahoo acquires 40 percent of Alibaba.com for $1 billion, and Alibaba takes over the operation of Yahoo China.

              Yahoo Japan was also a joint venture between Yahoo and Softbank, with Yahoo holding about 50% of the ownership.

              At some point, Yahoo stock was regularly trading at or below the estimated value of the overseas holdings. The part of the company that actually did stuff was valued at zero or less. In the acquisition, yahoo stockholders got cash for the operating business plus shares in holding company formed around the overseas holdings ... Over time, the holding company sold the holdings and distributed the proceeds to shareholders and ceased operating.

            • inerte 2 hours ago ago

              Yahoo made a $1b investment on Alibaba early on, and Alibaba was growing a lot, investors couldn't directly buy Alibaba, so they bought Yahoo hoping to eventually cash in.

              Yahoo was valued at $44b at one time, and the $1b it put in Alibaba was valued at $40b. So 90% of Yahoo was the Alibaba investment. There was a whole spin off core business to separate it from the investment part drama, years and years of distraction and investors and board people who wanted their ~40x instead.

      • collingreen 19 hours ago ago

        She is clearly an amazing negotiator if nothing else. She made a spectacular amount of money running yahoo even faster into the ground. Imagine being paid 100M just to go away. Inspiring in its own way.

    • freeopinion a day ago ago

      It depends on what you think she is attempting. If you consider that she is attempting to maintain a certain standard of living, then yes, it is working. There is a strange reality where you can get other people to pay you millions of dollars a year because somebody else previously paid you millions of dollars a year. You might have to keep shuffling who pays you, though.

      • azinman2 20 hours ago ago

        According to the article it’s largely self paid. I’d also be surprised anyone for a pre-product startup is being paid millions a year to run it… even her.

        • 17 hours ago ago
          [deleted]
    • nextworddev a day ago ago

      You just need to be lucky once

  • lbriner a day ago ago

    A lot of misunderstanding here about "why would you invest in someone who has failed?"

    An investor is a gambler. Not just on past success, although I'm sure Marissa has had some successes even if people don't know them.

    They gamble on: 1) Has this person got the experience (good or bad) to run a business. A failed business leader is a better gamble than someone with no experience. 2) Does this person have a strong network so they can realistically pull in some really good people? 3) Has this person raised capital before? 4) Do they have a convincing narrative about why they have failed and what they might do differently? 5) Is the potential ROI high? 6) Do I have anything else I could invest in instead with better odds?

    If I think as an Investor and not as an Engineer, I am not surprised that she has succeeded and I wish her all the best.

    • Ekaros 21 hours ago ago

      Could there also be 7) Can I sell or offer something to this new company and prop up my other parts of my portfolio?

      • nivertech 11 hours ago ago

        aka "loss leader" or "supporting the ecosystem"

        e.g. VCs invest in startups commercializing open-source foundational/infrastructure projects not only for the financial RoI, but also because it helps their portfolio companies succeed faster while maintaining a smaller headcount or spending less on non-core R&D.

  • nivertech a day ago ago

    > Both apps have been downloaded just over 1,000 times on the Google Play Store.

    The company had raised about $20 million in 2020.

    $20K per free app download?

    • itemize123 12 hours ago ago

      that's not too useful ratio isn't it? investment is going to be lumped at the onset

      • nivertech 11 hours ago ago

        I'm not criticizing.

        I think these 2 apps were experiments.

        They probably wanted organic downloads only, in order to identify real user needs / find PM/F.

        Otherwise, it's hard to explain why they wouldn't spend money on marketing/advertising.

    • frankfrank13 21 hours ago ago

      It was a paid subscription!

    • bix6 a day ago ago

      Now that’s some CAC!

    • runlaszlorun 17 hours ago ago

      Yes but they'll make it up in volume...

  • ugh123 a day ago ago

    This person has a history of failures venturing on their own.

    • Keyframe a day ago ago

      How she gets any investment going anymore is a great mystery.

      • oltmang a day ago ago

        People still give Adam Neumann money

        • bix6 a day ago ago

          Early investors made a ton so why not? Left SoftBank and the public cash you out! Gold mine.

      • watwut 19 hours ago ago

        Some people get investment money again and again and again and again and all their failures are somehow positive things.

    • tootie a day ago ago

      How did Sunshine operate for so long? I remember when it was announced and nobody understood what it was for. It never gained adoption. Presumably never had much, if any, revenue. Was it pure vanity?

    • moffkalast a day ago ago

      I thought Americans figured that was the best thing ever or something.

    • pydry a day ago ago

      A history of failures period. She surfed google's wave of success before proving conclusively at yahoo that it couldnt have had anything to do with her.

  • dtnewman a day ago ago

    Seems like a non-story? Person starts a company and for legal or other technical reasons needs to restructure it. This happens all the time.

    • tiahura a day ago ago

      and, as per the article, largely self-funded.

  • computerphage a day ago ago

    "due to privacy concerns about privacy"

    This strikes me as a particularly funny typo

    • cosmicgadget a day ago ago

      Probably wrote "due to concerns about privacy" then realized it should be "due to privacy concerns" and forgot to remove the original bit.

      Many such cases.

      • antod 20 hours ago ago

        I often do that frequently. I should do it, but forget to not fully proof read after a quick edit. I also regularly leave out n't a lot when changing where a negation happens (see above).

      • crossroadsguy 16 hours ago ago

        Definitely not using Apple's epic proofread feature.

    • neilv a day ago ago

      "In hindsight, the ad slogan 'Sunshine on your privacy' was a little too obvious, even for modern consumers. Let's Dazzle them with the next shiny thing instead."

  • cosmicgadget a day ago ago

    > Originally founded in 2018, Sunshine first launched with a subscription app for contact management, dubbed “Sunshine Contacts.”

    I'm sure the new venture will be just as disruptive.

  • geodel a day ago ago

    As long there is new logo designed by founder/CEO I am in.

  • frankfrank13 21 hours ago ago

    i use Sunshine contacts, its pretty nice. I used to have a work phone, my personal phone, and tons of linkedin and Gmail contacts, and I use Sunshine to sync them all to icloud. Works well! Was always super put off by the photos app, but I just never used it.

    I like Marissa Mayer, but I'm shocked at how little investment these apps got over the years, despite being the *only* apps they offered. What was this startup lab even doing? For five years!!

    • frankfrank13 21 hours ago ago

      If anyone has a replacement I am all ears

  • fishmicrowaver a day ago ago

    Time to load up the Marissa laugh loop on YT while reading this

  • philipwhiuk a day ago ago

    What's the benefit of this paperwork re-arrangement?

    • pkphilip a day ago ago

      You are buying the assets from the previous company but not its liabilities. So the previous company can file for bankruptcy without affecting the new company.

      Also, since the new company is buying the assets, it improves the books in the old company and the extra funds will be used to pay off some of the debtors without the debtors being able to access the assets in the new company.

    • nextworddev a day ago ago

      restructuring

  • thm a day ago ago

    What Got You Here Won't Get You There.

  • 14 hours ago ago
    [deleted]
  • BLanen 18 hours ago ago

    > That product saw little adoption due to privacy concerns about privacy, and pretty much languished.

    This sentence reeks AI-writing

  • baal80spam a day ago ago

    But of course she will.

  • add-sub-mul-div a day ago ago

    "Slorp is now BONTO!"

  • lisbbb a day ago ago

    Another whiff of 2001. I wonder if they will remove all the copper wiring and toilet paper from the office before they vanish?

  • mortoc a day ago ago

    "That product saw little adoption due to privacy concerns about privacy, and pretty much languished."

    - A professional writer

    • elicash a day ago ago

      Getting rid of editors happened at the same time as shorter deadlines. I'm sympathetic.

      • moc_was_wronged a day ago ago

        Yes, and this is an editing fault. Even top-tier writers make this sort of mistake, albeit rarely. You write it one way, then you decide to write it the other way, then your cat interrupts you, and you forget to take out the original.

        • lisbbb a day ago ago

          Hilarious! My son is taking Honors English in the 10th grade and I am constantly finding those kinds of mistakes in his writing assignments because he gets distracted by his phone a lot. He also adds a lot of extra sentences that say nothing of value, which I remove. I guess I'm his editor.

      • stathibus a day ago ago

        Makes sense, lack of editors is why all my essays in high school weren’t any good either

    • ipsum2 a day ago ago

      Typos and grammatical errors are common in journalism nowadays, even with formerly respected organizations like APNews.

      • boothby a day ago ago

        It's crossed my mind that a couple of a certain class of typos in a document has become a signal of authenticity. It's only a matter of time* before we see prompting or even manual editing adapt to falsify that signal.

        * before this comment gets a single upvote, somebody will have vibe-coded this

      • lesuorac a day ago ago

        I think they're pointing out that the sentence is symmetric.

        "That product saw little adoption" - "and pretty much languished."

        "privacy concerns" - "about privacy"

        • aspenmayer a day ago ago

          Tautologically redundant is how I’ve heard other professional writers older and wiser than I am refer to this occurrence.

          • floydnoel a day ago ago

            I really enjoy how that phrase is also an example of itself- such a great term!

            • DonHopkins a day ago ago

              Department of Redundancy Department

          • moc_was_wronged a day ago ago

            They’re also popping up in fiction novels. You have to treat these findings as a free gift or otherwise you will waste emotional energy for nothing.

      • blackoil a day ago ago

        I think it boils down to you get what you pay for. If information is free, it will become same as noise.

        • acegopher a day ago ago

          And when it's offered for free once, it's then a race to the bottom. People in general don't understand the value of curation nor quality, especially when it comes to information. So it's hard for well-curated high quality information to remain because it costs money to make it.

      • oldandboring a day ago ago

        The article also misspelled her last name.

    • 1vuio0pswjnm7 a day ago ago

      Why can't "AI" be used to fix such errors

      Unless this grammatical error is extremely common, LLMs should make this an easy one to detect (relatively low probability of next token)

      Why not use "AI" to fix human error (like this one, presumably) instead of expecting people to fix "AI" output

    • busymom0 a day ago ago

      Ironically, an AI would write a better sentence than this professional writer.

      • LeifCarrotson a day ago ago

        The AI would, hands down, write a better sentence if you compared the output quality of an author writing 10,000 words per day with an AI writing 10,000 words per day. Or make the AI write 100,000 words per day, it could write sentences better than that 24/7 without breaking a sweat, while the human would literally be incapable of achieving this goal.

        But if you gave both a month to write the best 400 word article they could possibly generate on a particular subject, the human author would dominate. Give them time to make a few drafts, to research and think and talk to people, to edit and reorganize and restart and rehearse, and they'll produce something that's worth being read and re-read and considered thoughtfully by thousands of people.

        The problem is that the journalism industry has become optimized to generate content to be skimmed by a few people and read by thousands of bots.

        • busymom0 a day ago ago

          > But if you gave both a month to write the best 400 word article they could possibly generate on a particular subject, the human author would dominate.

          What proof is there for this?

      • krona a day ago ago

        Poor style gives a sense of character and authenticity.

        • RadiozRadioz a day ago ago

          In a text from a friend maybe. This is a professional news publication.

    • a day ago ago
      [deleted]