Salmon: Kickstarter Funders Aren't Angel Investors

NEW YORK ( Reuters Blogs) -- A correspondent writes, via email:

Since much of the seed capital of Matter was Kickstarter-funded, isn't it worth asking why the backers aren't coming along, so to speak?

I know the absolute answer, but the usual issues of founder sweat equity versus angel capital apply, it seems to me. It's likely that the angel funding via Kickstarter is pretty substantial on a term sheet basis relative to other early stage investing. At the very least, it's an interesting topic vis a vis what Kickstarter is and isn't: the Verge just did a piece about how it's not a store. Fine. But what exactly is it then? It would be one thing if it was used to put the screws to Sand Hill Road, but the people left holding the bag aren't really Fred Wilson.

This is an easy one, but it's also important. Kickstarter is not a store, but it's definitely not a place to raise seed-round equity. The money that gets raised by a company on Kickstarter isn't debt, and isn't equity: it's operating revenue. From a business-plan perspective, Kickstarter revenue are basically pre-orders.

Last September, NPR asked a simple question: "When A Kickstarter Campaign Fails, Does Anyone Get The Money Back?". It's a question with a simple answer: No. To take just one example, look at the Geode. It raised $350,000 a year ago, but most of its backers -- who are complaining vociferously in the comments section -- seem to have received nothing. And while the founder didn't just abscond with the money (he was eventually tracked down by the Charleston Post and Courier), it's pretty clear that the Geode is Exhibit A for people who think of Kickstarter as SkyMall for vaporware.

There is one small piece of good news from the Geode fiasco: While the manufacturer has disappeared, and Kickstarter certainly isn't giving anybody their money back, some commenters have managed to get refunds from their credit-card companies. If you do back a Kickstarter where you're expecting a reasonably valuable thing in return, then it makes sense to use a credit card rather than, say, a debit card or PayPal, to make your payment. (Just as it makes sense, if you're buying an airline ticket, to use a credit card just in case the airline goes bust before your flight.)

That said, NPR's question does make it clear that there's a pretty explicit contractual relationship between the company and the funder: cash goes one way, goods and/or services flow the other way, a few months later. The money counts as revenue, not as funding, and the liability for the company is not a cash liability but rather one of deliverables.

But if it's wrong to think of Kickstarter funding as debt finance, it's even more wrong to think of it as equity finance. Kickstarter money is pretty much the cheapest money that an entrepreneur can raise, and that's great: anything which makes it easier to generate some cashflow for startups can generally be considered a good thing. And Kickstarter is very clear that it's not going to jump onto the crowdfunding bandwagon that was included in the JOBS act. Other companies can try to provide platforms for small companies selling off micro-chunks of micro-equity: that's not what Kickstarter is about.

Matter did give out some equity, carefully, to important partners like Clearleft, which is wonderfully recycling the proceeds from yesterday's sale into a small incubator. Matter's backers, however, would and should neither want nor expect to see their pledges converted into some kind of equity. Most of the backers -- 1,775 of the 2,566 in total -- gave $25 or less: It's clearly impractical for any company to deal with that many shareholders owning such tiny stakes. And people who subscribed after Matter launched have in some cases given just as much money; it's not clear why the people who prepaid should get some kind of equity stake, while all other customers don't.

Clearly there's a bit of an asymmetry here: Whenever you back a Kickstarter project, you're running the risk of unexpectedly losing everything, while there's no countervailing upside risk of some windfall down the road. But that's the genius of Kickstarter. It gives creative people and entrepreneurs a way of asking for money without seeming to be begging, and it gives funders a way to be able to support the people they like and admire within the familiar wrapper of a commercial transaction. It's a fine line to walk, and Kickstarter has done a very good job of not turning it into a contractually-binding funding operation, be it debt or equity or something in between.

For people who are used to looking at the world in terms of capital structures and funding costs, this can be weird: At one event in Davos this year, I met a successful businessman who was genuinely offended at how cheap the effective funding cost was for startup companies using Kickstarter. But backers of Kickstarter projects don't think that way, and it's worth noting that Kickstarter caps the amount that any one person can give at $10,000.

On the Internet, there are lots of people who are generous and enthusiastic. That's a great resource to be able to tap into. Let's not try to turn it into something which is all lawyered up and financial.

-- Written by Felix Salmon in New York.

Read more of Felix's blogs at Reuters.