Venture Capital Firms and the Retention of Founder-Ceos Timothy G
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Strategic Entrepreneurship Journal Strat. Entrepreneurship J., 3: 199–217 (2009) Published online in Wiley InterScience (www.interscience.wiley.com). DOI: 10.1002/sej.71 DANCE WITH THE ONE THAT BROUGHT YOU? VENTURE CAPITAL FIRMS AND THE RETENTION OF FOUNDER-CEOS TIMOTHY G. POLLOCK,1* BRET R. FUND,2 and TED BAKER3 1Smeal School of Business, The Pennsylvania State University, University Park, Pennsylvania, U.S.A. 2Leeds School of Business, University of Colorado-Boulder, Boulder, Colorado, U.S.A. 3College of Management, North Carolina State University, Raleigh, North Carolina, U.S.A. We consider how a venture capital fi rm’s perceived uncertainty in new and uncertain industry environments affects its decisions to retain founder-CEOs at companies they take public. We further consider how the human capital of the founder-CEO, the overall experience of the venture capital fi rm (VCF), and the VCF’s specifi c experience with the new industry moderate the relationship between industry-based uncertainty and founder-CEO retention. We explore these issues in the context of 340 venture capital fi rm investments in Internet sector start-ups that went public from 1995 to 2000. We fi nd evidence that industry-based uncertainty decreases the likelihood of founder-CEO retention, that founder-CEO human capital and VCF Internet- sector experience decreases the effects of these uncertainties on founder-CEO retention for business-to-business (B2B) fi rms, but increases them for business-to consumer (B2C) fi rms, and that VCF age further decreases the likelihood that the founder-CEOs of B2C fi rms will be retained. Copyright © 2009 Strategic Management Society. INTRODUCTION founded and grown their new companies (Boeker and Karichalil, 2002; Flamholtz and Randle, 2000; Two key assumptions underlying research on upper Nelson, 2003; Wasserman, 2003). An equally key echelons and corporate governance are that who assumption that has received far less scholarly atten- leads a company matters greatly, and that changes tion is that owners somehow know whether and how in leadership can have signifi cant consequences for to use their ability to replace fi rms’ leaders in ways a fi rm’s strategy and performance (e.g., Bebchuk that will enhance fi rm performance. However, the and Fried, 2004; Hambrick and Mason, 1984; Shen general assumption that owners are skilled in their and Cannella, 2002; Westphal and Fredrickson, performance of governance activities has been chal- 2001). In the context of entrepreneurial start-ups, lenged (see Bebchuk and Fried [2004] for a review these leaders are generally the individuals who have of this literature), and research on the effects of founder-CEO replacement on fi rm performance has been mixed (e.g., Beckman, Burton and O’Reilly, Keywords: Initial public offerings; founder; venture capitalist; corporate governance; cognition; symbolic action; decision 2007; Certo, et al., 2001; Daily and Dalton, 1992; making He, 2008; Jayaraman, et al., 2000; Nelson, 2003; *Correspondence to: Timothy G. Pollock, Smeal School of Willard, Krueger, and Feeser, 1992). Business, The Pennsylvania State University, 417 Business Building, University Park, PA 16802, U.S.A. Further, little research has considered what E-mail: [email protected] happens to owners’ attempts to shape fi rm Copyright © 2009 Strategic Management Society 200 T. G. Pollock, B. R. Fund, and T. Baker leadership during upheavals in the organizational in an emerging and fast-changing industry. In addi- landscape around the creation of major new indus- tion, we consider how founder-CEOs’ human capital tries and the promulgation of new technologies. The and different types of VCF experience shape the novelty and uncertainty of such developments creates extent to which industry-based uncertainty infl u- new ambiguities, confl icting interests, different ences founder-CEO retention decisions. means of success, and alternative ways for the con- We test our hypotheses using a sample of 340 fl icting interests and preferences to play out (Santos VCF investments in Internet fi rms that went public and Eisenhardt, 2009; Sine, Mitsuhashi, and Kirsch, from 1995 to 2000. VCFs play a critical role in 2006), all of which can challenge existing under- shaping young fi rms’ leadership and governance standings of who is appropriate to lead a fi rm. structures as they attempt to deal with major issues We attempt to address this issue by studying how of uncertainty and incentive alignment between owners’ perceptions of industry-based uncertainty sources and users of risk capital, especially in prom- infl uence decisions to retain or replace founder- ising new industries (Sahlman, 1988; Sapienza and CEOs in companies preparing to conduct initial Gupta, 1994). The infusion of venture capital into a public offerings (IPOs). Prior research has consid- young fi rm is a fundamental step in the process of ered the important role that governance and execu- separating ownership from control (Berle and Means, tive recruiting plays in managing uncertainties as 1932; Wasserman, 2003), and the leadership deci- fi rms prepare for their IPOs (Beatty and Zajac, 1994; sions made at this early stage in an organization’s Certo, et al., 2003; Chen, Hambrick, and Pollock, life can have signifi cant, ongoing consequences for 2008). In this study, we consider how one particular the fi rm (Baron, Hannan, and Burton, 1999; Fischer set of active and powerful owners—venture capital and Pollock, 2004; He, 2008). fi rms (VCFs)—infl uenced the leadership of start-ups We contribute to the entrepreneurship literature they invested in during the Internet bubble of the by exploring the important role that VCFs’ perceived mid- to late-1990s (Hendershott, 2004; Sine, et al., uncertainty plays in shaping the founder-CEO reten- 2006). Both academics and practitioners have noted tion decision in an emerging industry. Our study that replacing founder-CEOs with outside execu- contributes to the governance literature by showing tives is one of the most signifi cant ways that venture how differing experiences infl uence owners’ percep- capital fi rms shape their portfolio companies (Boeker tions of uncertainty, thereby shaping fundamental and Karichalil, 2002; Flamholtz and Randle, 2000; governance decisions. Levensohn, 2006; Nelson, 2003; Wasserman, 2003). Indeed, as one experienced venture capitalist recently wrote, ‘Executing that task [managing the founder- THEORY AND HYPOTHESES CEO transition] is arguably the single most impor- tant value a VC board will add in the company’s The benefi ts and costs of founder-CEO retention and replacement lifetime’ (Levensohn, 2006: 5). And while prior research has explored how factors such as stock Deciding whether or not to retain the founding CEOs ownership, founder characteristics, and life cycle of promising fi rms in their investment portfolios is factors (such as hitting milestones) infl uence this a key strategic decision made by VCFs, second in decision (e.g., Boeker and Karichalil, 2002; Jain and importance only to their decisions about which Tabak, 2008; Wasserman, 2003), questions regard- investments to make (Hellmann and Puri, 2002; ing the role played by VCFs’ perceptions of the Kaplan and Stromberg, 2004; Wasserman, 2003). industry uncertainties they face, and how these per- This decision can have substantial consequences for ceptions infl uence whether a founder-CEO is retained the structure of the fi rm (Baron, Burton, and Hannan, or replaced, have been left largely unaddressed. 1999) and its ability to retain key employees (Baron, We draw on cognitive theories of perception and Hannan, and Burton, 2001; Beckman, et al., 2007), decision making (Carpenter, Pollock, and Leary, acquire fi nancial resources (Boeker and Karichalil, 2003; Cyert and March, 1963; Haunschild and 2002; Certo, et al., 2001; Nelson, 2003) and even Miner, 1997; Sitkin and Pablo, 1992) and theories survive (Fischer and Pollock, 2004; He, 2008). Evi- of symbolic action (DiMaggio and Powell, 1983; dence regarding the performance benefi ts of founder- Meyer and Rowan, 1977; Pfeffer and Salancik, CEO retention remains quite mixed. Some studies 1978) to examine how perceived uncertainty infl u- fi nd that replacing a founder-CEO enhances perfor- ences whether VCFs retain or replace founder-CEOs mance outcomes (Beckman et al., 2007; Certo et al., Copyright © 2009 Strategic Management Society Strat. Entrepreneurship J., 3: 199–217 (2009) DOI: 10.1002/sej Founder-CEO Retention 201 2001; Hambrick and Crozier, 1985), while others substantially less relationship confl ict among board fi nd no signifi cant performance differences (Daily members. and Dalton, 1992; Willard, et al., 1992), and yet Mixed effects are also found when studying the others fi nd benefi ts to founder-CEO retention relationship between founder-CEO presence and (Fischer and Pollock, 2004; Forbes, Korsgaard, and initial fi nancial market reactions at IPO. Nelson Sapienza, Forthcoming; He, 2008; Jayaraman et al., (2003) found that fi rms going public with founder- 2000; Kor, 2003; Nelson, 2003). CEOs receive a higher price premium over the book The relationship between founder-CEO retention value of the company, suggesting investors may or replacement and fi rm performance is complicated. place a higher value on the intangible benefi ts asso- The presence of a founder-CEO who retains sub- ciated with the founder’s presence. In contrast, other stantial ownership power and, thus, greater control scholars (Certo et al., 2001) found that founder-CEO over the practices and strategic direction of the