18 ms·

Cruise

• dataker 10y ago
  We don't know what made Jeremy leave the company and how he helped before YC. If this is a case Jeremy was present at incorporation, he contributed to the product (in some way) and his shares were eventually diluted, this will be similar to Saverin's case.
• minimaxir 10y ago
  Wow, this is incredible transparency on YC's part, and an interesting tactical decision naming names. I assume this post went by several of YC's lawyers. EDIT: Had asked about Jeremy's complaint; see sama's comment below
  • sama 10y ago
    As far as I know he hasn't filed a complaint yet, it's just been verbal/emails (which is still more than enough to interfere). I assume he will file something soon. RE naming names, the complain is public anyway, but still it's not something I feel great about. However, behavior like this is becoming more common (I spend far more time dealing with related issues than I'd like) and it needs to stop.
    • gist 10y ago
      If you are thinking that the lawyers wouldn't want you to say something you probably should have not barged ahead and become public with this type of situation. What do you expect will happen exactly? That the "aggrieved" party will read it and have a change of heart?
    • Cshelton 10y ago
      If you want some horror stories, go find a CPA that works with primarily small businesses. You will hear about the families fighting or deadweight partners that bring the company down and force it to close shop. Choosing who to go into business with is one of the most scary things when starting something new. If you find a good solution to reduce the rate of this happening, please share! It is a huge problem and a major barrier to why many businesses are never started or die a premature death. People are inherently unstable and difficult.
    • gallonofmilk 10y ago
      do you have an email I can write you with a question regarding a sort of similar circumstance?
    • Gargoyle 10y ago
      Realistically there's a 0.0% chance this sort of thing is going to stop. Not when there's a ton of money on the table. Which makes being so public about this particular dispute pointless and ultimately damaging to YC's reputation. This post was a mistake and it won't help anything.
  • deleted 10y ago
    [deleted]
• doh 10y ago
  This show the incredible value of YC in general. Two of my friends ended up in a similar situation when were selling their companies and their VCs essentially told them something like: "Don't you dare to fucked up this merger, give them the money they're asking for." Having a VC that stands behind you during time like this has an incredible value and should be considered by any founder(s) when thinking about applying to YC.
  • underwater 10y ago
    An alternative viewpoint (with the caveat that I know about the specifics of this case) is that if you leave a YC company, then not only can you be denied compensation for your work, but you may be sued for trying to make a claim for it.
    • acgourley 10y ago
      This is "current founder friendly" behavior on the part of Sam. I would argue if you're founding a company that's optimal for you, and you shouldn't be planning for a contingency where you will become an ex founder.
      • Bluestrike2 10y ago
        That's naively optimistic. Circumstances can change, and relationships can sour; often, it can happen through no fault of your own. It could a simple a disagreement in the face of mounting stress, somebody needing a quick exit due to life-changing events like an illness, or even just a deadlock over a key decision. Startups are stressful in general, and they usually move at high speed: things change, often quickly. Shareholders' agreements and other contracts (such as those with early consultants and employees, like Jeremy Guillory with Cruise) are meant to protect against this uncertainty. Simply ensuring that there's a clear exit strategy for the founders can ease possible tensions before they arise just through the knowledge that they exist. And if things do go south, it ensures that an exit is as painless as possible for all involved. If you assume things are going to go smoothly, at some point, you're going to be in for a very painful surprise. You should always figure out an exit strategy. Anything less is just dancing on the edge of the volcano.
• gkoberger 10y ago
  Finding a cofounder is often like dating. You sometimes need to "date" a few people before you find a "girl/boyfriend" (aka cofounder). It's too early for contracts or equity splits at this point, which results in enough ambiguity later on that these issue can arise. I hate the formality of contracts, but is there any good procedure early on for avoiding this in the future? It seems every billion dollar company has a "secret" cofounder that shows up when the money does. I know I've definitely shared ideas and even code with friends, long before my startup became an incorporated startup. I'd feel silly and presumptuous if I started handing out contracts, of course. Maybe something more along the lines of the YC handshake protocol, as opposed to a formal contract? Does it legally matter if you say "Hey, just wanted to acknowledge we talked a lot about this, and wanted to make sure you were okay with [terms]" and record the response?
  • jonathanwallace 10y ago
    Like http://friendda.org/ http://friendda.org/ ?
    • gojomo 10y ago
      I wonder if something even better is possible, for the common case of mixing ideas/work for a brief exploratory period, but then deciding to go separate ways (for any of hundreds of reasons). It'd be something that's short and works for early, barely-formal collaborations, that may never form a company. It'd end cleanly – protecting either side – as soon as other more formal contracts/entities are put into place. It'd probably include a mutual non-disclosure aspect, but the heart of it would be: * either party has discretion to end the temporary collaboration * each party has an irrevocable right to further develop/exploit any ideas/plans/proposals that can be shown to have been created during the collaboration period * granting each other that right is the full and only compensation due each other for the collaboration, in the absence of other superceding written agreements regarding stock, employment, compensation, patents, etc. Taking the current case as an example, the former collaborator (Guillory) would have the right to independently develop/license/etc anything shown to have been part of the original discussions. (That is, the content of those discussions – not refinements/extensions added later.) But, after either side having clearly said good-bye, there'd be no further claims on equity/licensing-fees/later-developments.
• kelvin0 10y ago
  Looks like that Jeremy guy is gonna have some splainin' to do in his next job interview. Pretty sure other startups won't want to touch him with a 10' pole, regardless of the veracity of the allegations made.
  • gist 10y ago
    The whole world does not revolve around startups. There are plenty of other jobs and ways to make money in the world. [1] [1] A bird in hand is worth two in the bush must be his thinking as well.
    • kelvin0 10y ago
      I was not aware Confucius's descendants posted on HN :)
  • jonknee 10y ago
    Rooting against someone to be able and work again is a weird reaction to hearing very little about one side of a private legal matter.
    • kelvin0 10y ago
      Not rooting for anything, just saying this is not good for any of the involved parties 'images' (bad PR).
  • ProAm 10y ago
    Unless Jeremy is right and he's fighting for truth and justice? We are seeing one side of the story from an investor set to make a large sum of money with the merger. We have no idea from here where the truth actually sits.
  • forgetsusername 10y ago
    I have no idea who's "right" here, but the idea that someone should have job prospects harmed for trying to get something that he believes is deserved is disgusting. >regardless of the veracity of the allegations made. So, even if he is actually entitled to the equity, he should be punished for making the claim? What the hell...
• pron 10y ago
  Knowing absolutely nothing about this case, and assuming Sam is 100% right, I think it is a bit unfair for Sam to use his huge PR advantage. Obviously, it's just business, and it's good to see Sam and YC putting their considerable PR weight behind one of their companies, but it's also problematic, especially at this point in time, where it doesn't seem like the other side has done any PR (otherwise this move is perfectly understandable). Maybe Jeremy will withdraw his claim? Maybe he'll take the next settlement offer? Maybe he's an opportunist, but maybe he truly feels he's been unjustly harmed (and maybe both)? And maybe he's just so angry with himself for dropping out that he just can't let it go? Is it really necessary to air this in public, possibly destroying a person's reputation, when you might well win anyway (and it is unlikely that this post would change the outcome one way or the other)? Or is it just a form of deterrence to others?
  • sama 10y ago
    It does feel a little unfair; I have a huge advantage, no doubt. I basically tried every other method I knew of, even encouraging Kyle to file the suit under seal to keep it private as long as possible. When the guy stopped talking to me, and to Kyle, and to Ron, and Cruise need to proceed with the lawsuit so that they could close the merger, I felt out of options. Today they lifted the seal on the suit. And, I think it's time people talk about these things publicly. They are a rising undercurrent, but I would have preferred to talk about them in the general case.
    • pron 10y ago
      OK, but I still don't understand what it is that you're trying to achieve with this particular post. Social pressure on Jeremy to settle? Deterrence to others? Is there a strategy here or just an expression of frustration (which is absolutely legitimate, but would be better served by a less official position)?
      • chejazi 10y ago
        > > I think it's time people talk about these things publicly The strategy is deterrence. This is similar to how the justice system "makes an example" out of certain cases by pressing extremely harsh penalties. So while this effects Jeremy negatively, he is not the target here.
• errantspark 10y ago
  This made me smile, maybe the future isn't so grim. I hope this doesn't end with an undue amount of fallout for sama such that he's discouraged from doing something like this again should the situation require.
• tomjacobs 10y ago
  I didn't know legal documents could be funny. "Mr. Guillory emerged from the shadows with his hand out within days of the March 11, 2016 news that General Motors Company (“GM”) intends to acquire Cruise. As explained below, Mr. Guillory should put his hand back into his pocket; he does not have any stake in the Company." Maybe Jeremy could go build his own company. There's plenty of wealth to create, you don't have to take.
  • mtkd 10y ago
    Courts exist so that both sides of situation can heard I briefly read the original post - it mentioned a month - a lot of strategy and insight can be transferred in a month
    • kybernetikos 10y ago
      > a lot of strategy and insight can be transferred in a month Not just that, a fair amount of work can be done in a month (bearing in mind that '1 month' is probably a rounding down). It sounds as if Cruise has gone from being worth very little to an awful lot in around 24 months.
• CPLX 10y ago
  As a side note, having read the actual court filing, this kind of language in legal complaints always rubs me the wrong way: 1. This case arises out of Defendant’s opportunistic and brazen attempts to extort money from Cruise and Mr. Vogt. As alleged below, after mutually parting ways with Mr. Vogt over two years ago, Mr. Guillory emerged from the shadows with his hand out within days of the March 11, 2016 news that General Motors Company (“GM”) intends to acquire Cruise. As explained below, Mr. Guillory should put his hand back into his pocket; he does not have any stake in the Company. 2. Defendant’s shocking and opportunistic claim is an attempt to thwart, interfere or otherwise delay GM’s merger acquisition of Cruise for his own pecuniary benefit. Knowing that his claim could interfere with the GM transaction, Mr. Guillory hopes to leverage his extortionist claims to achieve a pay-off from the Company. Declaratory relief is therefore necessary to remove potential uncertainty regarding equity ownership, partnership interests, intellectual property and trade secrets of the Company... Given that such inflammatory language will have no positive effect on the judge, and if anything distracts from the actual precise legal arguments, it seems calculated entirely for the attention of the press and/or general public. I have no opinion on the merits of this one obviously, but in my experience, when you see a complaint with language of that kind it's often a sign that there's more to the story. To that point, the fourth cause of action is regarding "Trade Secrets" in the possession of the Defendant and states that "Plaintiffs have reason to be concerned that Defendant may attempt to use such trade secrets in his further endeavors" Which does prompt a question of how a person who never had any involvement in the company and its technology came to be in possession of its trade secrets. In fairness, it's certainly plausible that its basis is solely in claims made by the Defendant, and not meant to imply there is any actual IP in his possession. Or, it could mean that during the acquisition his early role came to light and he was asked to sign away any potential IP by the acquiring company and declined to do so without compensation, since he might want to do a similar project in the future. Did he reach out when he heard the news, or did the company reach out to him during acquisition due diligence? That's complete speculation, but we have no choice but to guess, since unlike a typical complaint to commence a legal action, this particular one doesn't contain an affidavit or make any attempt to establish an underlying factual record at all. Instead of saying he "emerged with his hand out" it could state "contacted X via email asking for Y on Date Z" in the style of an actual legal argument rather than of a press release. Rather than referencing "baseless allegations" and "shocking and opportunistic claim" it could just state the claims he made. So, what shocking thing did he say? What is his stated rationale for compensation? On what date is there the first written evidence that he's making a claim of equity? Why aren't there any exhibits attached? Why aren't there any quotes from the emails he sent?
• brackin 10y ago
  Awesome work, I wouldn't be surprised if shaming these tactics stops him from filing or deters future shady characters from similar tactics.
• jl87 10y ago
  "Still, it’s important to the way Silicon Valley works that such behavior not be tolerated." Who are you to say what is or is not tolerated in SV? Sam, you and YC seem like good people, but language like that makes me not want to be your fans. It sounds very elitist.
  • forgetsusername 10y ago
    >Who are you to say what is or is not tolerated in SV? What makes it even more funny is that these are actual Silicon Valley people. From 10,000 feet, this is a very Silicon Valley-type story.
  • sama 10y ago
    Fair point, I don't like the way that reads either. I deleted it until I have time to rephrase it.
  • nailer 10y ago
    Do you think being a leader in a community does not entitle you to say what you believe is acceptable behaviour in that community?
• noahmbarr 10y ago
  People will be opportunistic when it's most opportune. A stern reminder to us all to get a release whenever you part ways.
  • forgetsusername 10y ago
    >People will be opportunistic when it's most opportune. It cuts both ways. Plenty of founders make promises of equity in the early going that never materializes.
• borski 10y ago
  So here's the thing: I actually think some of this is Kyle's fault, even if that doesn't feel "great" to say. We had a similar situation with a third cofounder for a few weeks (who is still one of my closest friends, though admittedly it's been a while since we caught up). Our lawyers recommended having us (and him) sign a document when we incorporated and receive compensation (it was like $25 each) for the IP created prior to incorporation. That would have resolved this whole issue, if they had thought about it before it really became a problem, no?
  • bosdev 10y ago
    It doesn't seem like any IP was created by the guy in question.
    • mikeryan 10y ago
      It doesn't matter who creates it, any IP created while he's a "founder" he owns a share in.
    • ones_and_zeros 10y ago
      According to who?
    • borski 10y ago
      We don't know that. We know that Kyle says that's true. Did Jeremy create the original logo? Did he come up with a particular idea? I'm sure these will all be things that come out in the case, but I hesitate to take one particular side's 'truth' as the whole truth. Anyway, I'm just trying to inform folks that this is a possibility, and that they should take care of this sort of stuff early. It doesn't take long, and it isn't expensive.
      • sbisker 10y ago
        I did make you a beautiful logo, didn't I ;) Yes, it's been a while. One of the reasons I signed and took your $25 offer was because I wanted to live in a future where I didn't feel massively entitled to someone else's successes. At some point it makes sense to lock in your friendship with your friend-who-you-decided-to-maybe-cofound-with-but-stayed-in-Boston-instead and move on with your life, before money gets in the way. That said, every story is different. Just because all I made for borski was a silly logo, doesn't mean that this Cruise fellow didn't make a more significant contribution. For better or worse, it looks like that story will play out rather publicly now.
• edw519 10y ago
  Sorry to hear about all of this. As a repeat solo founder and bootstrapper, I have an intense desire to spend the maximum amount of time satisifying my customers by helping them solve their problems. Sure, this approach often leaves a bundle on the table, but so what; lots of us just want to accomplish a lot and have fun building stuff and helping others, regardless of the payback. I'm so glad I chose this way when I read stuff like this: ...long and sordid history... ...should own a substantial amount of Cruise’s equity... ...interfering with the pending Cruise/GM merger... ...offering to give Jeremy a lot of his own money... ...avoid a protracted litigation... ...worked incredibly hard to settle this claim amicably... ...obvious ridiculousness of it... ...incredible bummer these situations have to happen... ...least sensible professional situations... ...unfortunately these situations are not uncommon... ...I place myself at risk talking about this... ...say something before the lawyers can stop me... ...such behavior not be tolerated... ...personally involved all day on Friday... ...time pressure because of the pending merger...
  • MattyMc 10y ago
    Soliciting the levels of financial investment needed for Cruise to be successful would be difficult if the founders expressed the same sentiment, that they're trying to solve a problem regardless of the payback. I don't think any business is immune to legal trouble. I sincerely hope you don't experience any yourself (ever), but if you do you may find yourself using similar language.
• 6stringmerc 10y ago
  >And so I’ve decided to say something before the lawyers can stop me. Note to self to etch into brain: Do not emulate this in serious matters. I can understand the compulsion though, no doubt.
  • a_small_island 10y ago
    Great for those of us with popcorn in hand, but it seems like a terrible decision if roles reversed.
  • bouncingsoul 10y ago
    I interpreted that not as he's going against lawyers' advice but rather that he's speaking now in case the near future involves a gag order settlement
  • spinlock 10y ago
    I can't believe he made a public statement either. If you want a baseless lawsuit to go away quickly, you do not give the opposition ammunition (which is what this public statement is). The lawsuit sounds like bullshit to me but I can see this statement costing Cruise a lot of money.
    • 6stringmerc 10y ago
      Honestly I believe it would've taken minimal effort to obfuscate the players and turn it into a venting / warning regarding best practices in the industry, and, in some ways, perhaps have been more constructive.
• Animats 10y ago
  It's going to be amusing if GM realizes that Cruise doesn't have much technology and bails on the deal. GM/CMU has successfully demonstrated a Cadillac driving around Washington DC in traffic.[1] Cruise crashed into a parked car in San Francisco.[2] [1] http://www.cmu.edu/news/stories/archives/2014/june/june24_congressforaride.html http://www.cmu.edu/news/stories/archives/2014/june/june24_co... [2] https://www.dmv.ca.gov/portal/wcm/connect/bc21ef62-6e7c-4049-a552-0a7c50d92e86/Cruise_Automation_01.08.16.pdf?MOD=AJPERES https://www.dmv.ca.gov/portal/wcm/connect/bc21ef62-6e7c-4049...
  • ianhawes 10y ago
    While I also think that the GM/Cruise acquisition is terrible, it should be noted that the linked accident occurred during "Conventional" mode and not "Autonomous" mode.
    • Animats 10y ago
      Read the report. The automation swerved to the left, then to the right, then the driver took over, but too late. Yes, the vehicle was on manual at the point of the crash. I refer to this as the "deadly valley". Autonomous vehicles cannot rely on the driver as an immediate backup. This is what happens if a system does that.
    • csours 10y ago
      http://www.fastcodesign.com/3054330/innovation-by-design/the-secret-ux-issues-that-will-make-or-break-autonomous-cars http://www.fastcodesign.com/3054330/innovation-by-design/the... Yes it was manually driven at the instant of the accident, but this sort of thing will happen ALL THE TIME during the teething years of SDCs
  • pj_mukh 10y ago
    As someone who used to build the kind of R&D technology that you pointed to at CMU, it is VASTLY different from what Cruise is doing, being so close to customer deployments. In fact, this was brilliant on GM's part, they short-circuited a lot of work trying to convert their fractured list of R&D projects into actual products. P.S: I'd be worried if there WEREN'T crashes on your record if you're building an autonomous car for me. How much testing did you do?
• _sentient 10y ago
  We obviously only know one side here, and this issue will doubtless bring all the contrarians and tinfoil-types to the yard. However, even if we entertain the notion that Jeremy had some sort of de-facto equity interest in the company (a claim for which there is seemingly zero present evidence); can we at least agree that is uniquely shitty to suddenly level these claims days after the acquisition is announced? One does wonder why this moral injustice wasn't righted promptly in the days, weeks, months, or years following his involvement in the company. More facts will likely emerge, but the timing alone seems like prima facie evidence of rank opportunism on his part.
  • nsedlet 10y ago
    I agree with you, although: it's got to be a pain in the ass and a huge expenditure of social capital to try to negotiate some equity in a contentious situation like this. Most startups will not result in a meaningful financial outcome, so it sort of makes sense waiting to go through this mess until it's clear that it's going to matter because there's money on the table. (Whether the claim is legit is another matter...obviously extraordinarily shitty to do this if your claim is bogus)
    • _sentient 10y ago
      > Most startups will not result in a meaningful financial outcome, so it sort of makes sense waiting to go through this mess until it's clear that it's going to matter because there's money on the table. That's not how it works. We have great, special-built instruments for this purpose, commonly known as stock options. They come in many flavors, but all of them share the important feature of defining terms of ownership before it's obvious what the final value of a company will be. These tools exist for the express purpose of avoiding shadow claims and massive litigation every time a company is bought or sold.
      • nsedlet 10y ago
        Unfortunately, very early-stage founders don't always do paperwork before starting to work together (which seems to be the case here, although it seems very little work was done). Obviously, it would be easier if they did.
• sharemywin 10y ago
  Seems like there should be some kind of project before company type of agreement. Kind of like "modeling agreements" photographers get you to sign before taking your picture.
• deleted 10y ago
  [deleted]
• daveguy 10y ago
  Kindof off topic, but I find it odd that they are referring to Cruise/GM as a merger. GM is a behemoth compared to Cruise. Isn't that more of an acquisition? Is merger a legal term? If so, can anyone clarify why this is a merger and not an acquisition?
  • peyton 10y ago
    According to Investopedia [1], acquisitions are sometimes negotiated to be called mergers to avoid negative connotations of being "bought out." [1]: http://www.investopedia.com/university/mergers/mergers1.asp http://www.investopedia.com/university/mergers/mergers1.asp
  • Bluestrike2 10y ago
    The terms are usually used interchangeably. If it's an actual merger, then they'd be merging with a GM subsidiary and not GM itself. Most public companies like GM (most companies in general, even) have a number of subsidiary companies for various reasons, such as asset protection or other financial considerations. GM's subsidiaries are listed on their 10-K filing with the SEC [0]. Sometimes, there might be a specific reason for structuring a deal as a merger rather than an outright acquisition. It could help a company get around a minority shareholder who would otherwise kill a deal if there's no drag-along provision in their shareholders' agreement, for example. But that's unlikely to be the case here. 0. https://www.gm.com/content/dam/gm/en_us/english/Group4/InvestorsPDFDocuments/10-K.pdf https://www.gm.com/content/dam/gm/en_us/english/Group4/Inves...
• zxcvvcxz 10y ago
  Knowing very little about the case, it's hard to take a side without legal due process. Statistically, from other similar cases, there's a good chance this Jeremy guy is probably full of shit. But this rubbed me the wrong way: > Still, it’s important to the way Silicon Valley works that such behavior not be tolerated. You're not above the law, nor should you have more say than any other resident in Silicon Valley (but by all means, vote in elections and write your congressman). If someone makes a legal claim, that's up for the courts to decide. They have every right to make such a legal claim. And investors have the right to fire back publicly, sure. But this attitude is now starting to make me think that there's more to this: > Kyle made an extremely generous offer to settle this claim by offering to give Jeremy a lot of his own money. Smart people don't settle if a claim is baseless. Baseless claims get thrown out quickly and easily. Edit: from another top-level comment, >To that point, the fourth cause of action is regarding "Trade Secrets" in the possession of the Defendant and states that "Plaintiffs have reason to be concerned that Defendant may attempt to use such trade secrets in his further endeavors" Which does prompt a question of how a person who never had any involvement in the company and its technology came to be in possession of its trade secrets. And now I already have some reasonable doubt that makes me want to think a bit harder. To re-iterate, I still think this Jeremy guy is most likely full of crap. But I am not a big fan of the attitude and public shaming of YC here. What this tells me is as follows: if I have anything to do with a successful YC company in the future and I get involved in a legal claim that looks unfavorable, some popular top investor could write a blog post shaming me and ruining my reputation for other startups. Not professional if you ask me.
  • birken 10y ago
    Agreed. I also was rubbed the wrong way by: > parted ways ... and well before the company had achieved much of anything. There are many shareholders of Thumbtack who left voluntary (or not) "well before the company had achieved much of anything," because companies take a long time to achieve big things. That doesn't mean they didn't have critical early contributions or that they aren't entitled to their equity. I'm not saying that means this guy is entitled to anything, clearly the courts will figure that out, but I think writing off early contributions in a nascent company as having no value is also wrong.
• Bluestrike2 10y ago
  Nobody should ever find themselves in a situation like this. Unfortunately, it's altogether too common even when everybody involved is acting in good faith. I can say from experience that if things ever get to the point they did with Cruise, everybody involved has made a series of blunders. I've been on the other side (sort of; the situations aren't analogous) as someone pushed out by two other non-technical founders after they'd discovered a cheaper option in a startup-in-a-box (best description I can come up with). I wrote about this on here a year or two ago, but there's nothing like discovering that on the day your grandmother dies, and having to deal with their bullshit while focused on her funeral. I didn't pursue the matter for a number of reasons (one of the two was a lawyer with sufficient resources to draw out any dispute, etc.), but as angry as I was at them for their actions, I realize that had I been more proactive, the entire situation could have been avoided. Instead of accepting repeated excuses and prevarications like "we'll deal with the legal documents soon, just after X" because the one was a good friend, I should have pushed to get everything out of the way first. I knew better, and I ignored my better judgment for what was largely emotional reasons. In hindsight when I look at how things went down in the end, and I look at the events leading up to it, I'm of the opinion that I was going to be be screwed no matter what. But I suppose that I got the last laugh, as they didn't get a line of code I wrote and they've more or less stagnated since a launch that few noticed and fewer cared about. They might not be dead, figuratively speaking, but they're certainly on life support. Good contracts that are highly specific might seem insulting to some people (they're not), or they might seem like an unnecessary delay, but they're incredibly important even when everything goes right. They spell out duties and roles, and make absolutely certain that everyone is on the same page with no confusion or misunderstandings so that you can focus on building things without any uncertainty. Basically, pay the lawyers and get things done right from the beginning. You don't have to go to a large firm and pay out $500/hr for this sort of work. There are plenty of small, solo practitioners who focus on business formation. When circumstances change, or you learn more about the business's nature and the risks you need to mitigate, you can always amend or replace your agreements at a later date. We usually don't think in these terms, but getting involved in a startup without contracts in place is akin to writing complex code without tests. You can do it, but you're making a huge mistake that'll bite you in all sorts of unexpected ways.
• gargarplex 10y ago
  Going through something similar with a pseudo ex-cofounder. He has been behaving extraordinarily passive aggressive. For a long time, he hasn't been picking up phone calls, responding to emails, or completing tasks that he agreed to do. Sometimes he'll send a text, like seven days later, asking for a clarification on a requested-task that has now already been completed. Things are finally starting to pick up. I don't know what to do. Technically he owns 50% of the "venture" but it's not like we've issued stock, etc. Things are hairy.
  • MaulingMonkey 10y ago
    An option is to try and make them a not-so-psuedo ex-cofounder. An amicable way to do this is to 'simply' try to buy them out - make an offer. Their actions show they're either unwilling or unable (due to other commitments?) to keep doing the hard work of being a founder, no matter how much they might still like the idea of being a founder. If you're lucky, they're aware of this, or can be made aware of this. Maybe they've only been sticking around out of a conflicted sense of obligation. "I can't just leave them in the lurch!" (nevermind that's exactly what they're doing by their actions, good intentions be damned.) A buyout offers them an out. If you're unlucky, at worst they'll probably want more money. Best of luck!
  • deleted 10y ago
    [deleted]
  • DenisM 10y ago
    Talk to lawyer, they will have suggestions. A buyout seems a plausible outcome. My previous company with two 50% cofounders had a provision, where in case of an unresolvable disagreement both parties would make a blind offer to buy out the other party, and the higher offer wins.
    • MaulingMonkey 10y ago
      Interesting! I'd always dismissed the idea of having a cofounder out of hand as "too risky", but that kind of provision would make the idea much more palatable.
• jboydyhacker 10y ago
  From the filing it looks like they only collaborated for one month. Assuming that's true - it's a pretty offensive shakedown. It sounds like Kyle tried to offer some portion of the proceeds to make it go away but it was declined. Out of curiosity how much was he asking for? Also in what form did the claim take- Did Jeremy hire lawyers to write a demand letter? Why isn't that in the filing? DOes Jeremy have a lawyer or was he just talking. Further, isn't there a way to close on the merger given the specious nature of the claim and just ignore the claim and this whole thing? I mean- they knew each other a month.
• alain94040 10y ago
  I have seen my fair share of co-founder disagreements, and I have issues with several parts of Sam's comments: Even if Jeremy had signed a stock agreement, he wouldn’t have reached the standard 1-year cliff for founders to vest any equity Sam, are you recommending that co-founders with no salary be subject to a 1-year cliff? I have always argued that it's a bad idea, and today's case is the perfect example: if someone who is not paid leaves before 1 year, they receive absolutely nothing for their work. That's not right. I'm fine with a 1-year cliff for early employees who get a salary (see FAQ section of http://foundrs.com http://foundrs.com) To play devil's advocate, you need to hear both sides of that story. Of course one month is not much time. But if I'm the one who said the one magic sentence that made Elon Musk fall in love with Mars and told him how to get there, and I can truly claim that without me, SpaceX wouldn't exist, do I deserve something? Hard to tell. By default, if two people start working on something, they are partners, 50/50. That wouldn't be right either, but maybe the truth is not a 100/0 split. EDIT: after having read the legal complaint, it sounds like that person was not an original co-founder, but someone who had some discussions after the startup was incorporated. The only "oops" moment is having listed him as a co-founder on YC's application. You can imagine the scene in the courtroom: "did you or did you not list Mr X as a co-founder in the company's YC application? If so, are you lying to us now when you say he is not a co-founder or were you lying then?"
• sjg007 10y ago
  Real Companies of Silicon Valley Season 2 episode 1
• free2rhyme214 10y ago
  Sam's a leader. Reminds me of one of the recent Hubspot founders LinkedIn post. We need more leaders like Sam!
• mcculley 10y ago
  > And so I’ve decided to say something before the lawyers can stop me. I hate when people say things like this. Maybe he meant that other people's lawyers will prevent him from saying something, but often people are referring to their own lawyers. Your lawyer can't stop you from doing anything. Your lawyer can only encourage you to not say anything which might damage your case. And people often take that advice in the interest of self-preservation or greed or damage control instead of speaking candidly. They then blame the lawyers as if the lawyers are the reason they can't talk.
• blazespin 10y ago
  https://www.google.com/webhp?sourceid=chrome-instant&ion=1&espv=2&ie=UTF-8#safe=off&q=Jeremy+Guillory+cruise https://www.google.com/webhp?sourceid=chrome-instant&ion=1&e... Is like the second entry on Google Search. Great job, Sam. Boy I don't think i'd ever want to do business with you.
• businessy350 10y ago
  As a naive entrepreneur I allowed someone to become involved with my business and quickly discovered they were not the right person to work with. Their behaviour became a concern and I had to sacrifice millions of dollars to prevent the destruction of what I have worked for. By taking an acquisition offer in an effort to remove them from a position of control I lost a lot and they made a lot. I deeply sympathise with the decision Kyle made to offer Jeremy his own money to end this. I have many regrets about involving that person in my business but to this day I do believe that the decision to allow them to walk away with a lot (of undeserved money) was the right one. The business lives on. The person on the wrong side of my experience went on to deceive many other people and has left a trail of negative experience behind them, even using their involvement in my business to help deceive. I take comfort in knowing that my business survived their involvement and regardless of how they profited from my work they will likely never find honest success.
• oxryly1 10y ago
  Does this strike anyone else as naive speculation? And fiercely prejudicial, as well?
• sama 10y ago
  Ok, I tried to answer questions here for awhile. I've got to head into other meetings for the rest of the afternoon. BTW, my working assumption here is that Jeremy is a good person getting bad advice. I'm certainly not out to destroy his career, and I would talk to him about his next thing. We tried hard to keep this from being a public matter, but one things about YC good or bad is that we will do everything in our power to defend the people we fund if we think they're in the right. Since this was going to become public anyway, and Kyle can't say much, I wanted to clarify how hard Kyle worked to solve this privately. And as a takeaway--put stuff in writing!!
  • wkoszek 10y ago
    I think you guys are impacted by the US law allowing anybody sue anyone for anything, always. In EU if someone has no contract/shares/employment in some sort of a paperwork, I feel like there'd be no problem whatsoever. I doubt one could even sue at all. If someone without % of the company can request anything, that's slightly worrying.
    • jacalata 10y ago
      The EU absolutely allows for verbal contracts, it's just recommended against (like in the US) since it's so hard to prove.
  • CameronBanga 10y ago
    "I'm not out to destroy someone's career, I'm just calling his actions one of the least sensible professional situations I’ve ever been involved with. On my very influential blog."
• chetanahuja 10y ago
  "I recognize that I place myself at risk talking about this, but it’s time that someone speaks publicly about situations like what is happening at Cruise. And so I’ve decided to say something before the lawyers can stop me." I don't understand. What is the great risk to @sama here? For all intents and purposes, this looks like a public naming-and-shaming of a previously unknown person by a prominent VC because they made a legal claim against an investment.
• zekevermillion 10y ago
  I am curious whether Jeremy reached out to ask for money first, or whether instead what happened is Cruise asked Jeremy to sign a waiver of rights and Jeremy wanted money to sign. I suspect it is somewhere between these variants. It does not make sense to me that Jeremy would just reach out "from the shadows" to demand a vig from this acquisition. If he did, and the alleged facts are true, shame on him. But I wonder, how is Cruise concerned about Jeremy using their trade secrets if he never signed anything with the company? If they disclosed something to him when he was not an employee, and there was no NDA, then how is it a trade secret? Seems more likely that the acquirer saw Jeremy's name in diligence but without any signed NDA/Invention Assignment Agreement, and asked Cruise to close the gap by getting Jeremy to sign a waiver; then Jeremy asked for money to sign that (just speculating here). If this is how it went down, it's within normal bounds for Jeremy to request a payout. Maybe he asked for too much, but that is something that is purely a commercial dispute and I don't think deserves any moral outrage. I may be missing something -- and probably am, having seen only this article and Cruise's complaint. But there is something that smells a bit off, when there's a rush to smear this guy using all the power of sama's fame, and the $ to hire a big lawfirm to terrorize the defendant into submission.
  • tlogan 10y ago
    If GM legal team is like legal teams I worked with in big companies then Jeremy name will definitely surface. And GM will ask guarantees that Jeremy will not pop up after acquisition is finished. Depending on the situation some lawyer might even suggest to Jeremy to be quiet till acquisition is finished and then the law firm will hit GM with lawsuit. So I think Jeremy signature is needed for acquisition to go thru and he probably asks a little more $$ for his signature than Cruise investors are willing to fork.
• intrasight 10y ago
  Obviously I don't have the full context, but I don't see the benefit of an open discussion on this legal issue. It's just going to have to work its way through the legal process.
• morgante 10y ago
  I cannot fathom why the majority of commentators here are automatically agreeing with Sam that Jeremy is in the wrong. If you look at the facts, it seems obvious that Jeremy is entitled to some compensation. He worked for the company for 1 month, without compensation. That would automatically entitle him to equity in the company. Now, they could have (and should have) signed a stock agreement with a cliff in it, but the did not. The cliff only exists if they agree to it. I have no idea what Jeremy is asking for, but it seems like he should absolutely be entitled to some equity. He never agreed to give up the equity he earned from working on it for a month. I suppose this underscores the importance of having legal agreements with anyone who works on your company, especially anyone you jointly apply to programs with.
  • codingdave 10y ago
    I am assuming Jeremy is in the wrong because Kyle did offer him compensation. More than was fair, if we take Sam at his word. But Jeremy rejected that offer. I don't think people coming out of the woodwork to stake a claim is inherently wrong, IF they contributed to the effort, and IF they accept compensation that is offered. But if they did not truly contribute, or reject an offer, that crosses the line into just being greedy.
    • ska 10y ago
      I am assuming Jeremy is in the wrong because Kyle did offer him compensation. "More than fair" could be doing a lot of work here, if the parties disagree on what it is for - if one side is thinking it's pretty good compensation for a couple of months work the other could be thinking it's a pretty lousy trade for x% of $bignum . Which says nothing about what is actually reasonable, in a given scenario.
    • Swannie 10y ago
      Or the other way: I'm assuming that Kyle is in the wrong, because he made an offer, which could be construed as an admission that Jeremy is owed something.
    • rpgmaker 10y ago
• pfarnsworth 10y ago
  One of my friends knows someone at Cruise, and he was incredulous about the deal. He believes that most of the $1B will be related to hitting milestones in the future, and isn't just straight cash or equity up front. Does anyone know anything about this? He basically said they don't have a working product, they have a prototype that works on one specific model, so the idea that this would garner $1B is insane unless there's some earnouts associated with it. I guess it will be in GM's financial statements so I'll be on the lookout for that.
  • foobarqux 10y ago
    Earnouts would be the sensible thing to do, but GM might be more dysfunctional and desperate than anyone realizes.
• vnchr 10y ago
  I can't imagine PG posting something like this.
• msane 10y ago
  I prefer to see the clean laundry.
• matt_wulfeck 10y ago
  The more money the higher the stakes. There was a founder that left under potentially unfavorable conditions? Then they definitely should have done their due diligence before going forward on a mega, billion dollar deal. This has nothing to do with silicon valley. These guys can learn something from the way investment banks prepare and close deals. Get all of your ducks in a row before putting that much money on the table.
• damonpace 10y ago
  Every lawyer in Silicon Valley knows the biggest threat to your startup is your co-founder. Not VC's. Not competitors. Not Copy Cats. Not Google or FB. It's your co-founder! If you don't want to believe that, read the countless stories and lawsuits in SV about co-founder disputes. Stories like this should give you the confidence you need to be a solo founder. Start solo & hire your co-founders after you get your paperwork done. It's not about equity or greed. It's about starting smart & protecting your investment.
• rdl 10y ago
  Hopefully this gets resolved soon. Seems like three clear takeaways for everyone else. 1) Don't work with Jeremy Guillory 2) Be extra careful with paperwork and understandings early on. (Although it doesn't look like they could have done anything more.) 3) If you possibly can, you want Sam Altman on your side. not just for when things are going badly, but also when they go world changingly well.
  • jsmthrowaway 10y ago
    > 1) Don't work with Jeremy [...] And this, right here, is why this post is bad, bad, bad news. You're allowing someone to dictate your interaction with someone you've never met due to circumstances with which you're not involved based on a single-sided narrative and public record. That'd be bad enough, but then you're taking it further and telling the rest of us to blackball a person as a forum. A person. With a career. Do you not see how absolutely crazy that is? I won't invoke his name because it's passé, but that shit happened in Congress once, and it didn't go well.
    • akg_67 10y ago
      Second this. This post from sama was very bad idea. It came across nothing more than vindictive and publicly shaming Jeremy because of sama's personal interest in seeing deal through. If there was any incentive for Jeremy to quietly settling the issue, this post just took it away. Now he should go for jugular- half of Kyle stake and then turn around and sue sama for defamation and crimping his ability work in SV in the future.
    • rdl 10y ago
      Yeah, in retrospect I'd probably not be so definitive.
• michael_storm 10y ago
  > Even if Jeremy had signed a stock agreement, he wouldn’t have reached the standard 1-year cliff for founders to vest any equity. How is someone not fulfilling hypothetical terms of an agreement that doesn't exist an argument that they don't have a claim? "Furthermore, had they signed an agreement stating that they wouldn't get compensation, they wouldn't get compensation. Therefore, they shouldn't get compensation."
  • grahamburger 10y ago
    That goes both ways though. "well if I had signed that hypothetical agreement that I had some ownership, then I would have some ownership."
    • fudged71 10y ago
      I don't think that is true. Intellectual property has value associated with it, and if it hasn't been transferred/compensated then they have some implied ownership. Specific clauses of a vesting agreement, however, are not implied or 'owed' by default.
      • jamiequint 10y ago
        That's not true because every standard employee agreement in VC backed companies (and in most other ones) also contains an IP assignment. So if you're going to claim that you would have signed a hypothetical employee agreement, it also would have come with a hypothetical IP assignment.
        • morgante 10y ago
          Right, but he never signed the employee agreement and hence never had an IP or equity assignment. Legally, this seems far from open-and-shut.
• JonFish85 10y ago
  Investor argues in favor of preserving his investment. That's about as much weight as I care to give his arguments. Also, as an aside, is it really a "merger"? I see it as an acquisition--one company buying the other out.
  • jmtulloss 10y ago
    These terms have legal meaning, and the deal is probably structured as a merger. Since GM is so much larger than Cruise, I would speculate that they're forming a new wholly-owned subsidiary that Cruise is merging into, or some other sort of triangular merger.
  • tclmeelmo 10y ago
    An investor who also has at the very least a strong personal motivation in proving that SV and YC are capable of creating value in "hard tech": http://blog.samaltman.com/hard-tech-is-back http://blog.samaltman.com/hard-tech-is-back
  • deleted 10y ago
    [deleted]
  • philip1209 10y ago
    Reverse triangle mergers are often how acquisitions like this happen: http://www.investopedia.com/terms/r/rtm.asp http://www.investopedia.com/terms/r/rtm.asp
• abalone 10y ago
  "I’ve decided to say something before the lawyers can stop me." Is this really a smart decision that the HN community should model? To view your friend's lawyers in a multi-million $ lawsuit as obstacles that should be routed around? Posting to the HN community about this seems like an emotionally-driven decision. With so much at stake, wouldn't it be better to (a) follow your lawyer's advice and (b) do a post-mortem on it after the acquisition closes?
• andy_ppp 10y ago
  This is the sort of blog post I'd write :-) My spidey-sense for business works like this (probably wrongly); as a geek I assume it's normal for investors to screw me over if I haven't done due diligence of contracts and also for every single former employee to come back if there is a chance for a pay day. It's sad but I don't find it that surprising; I'm surprised we don't hear about this more.
• mangeletti 10y ago
  I'm gonna get a lot of hate for this opinion of mine: This seems like a great way to muddy the waters for any potential future jury trial. What a shameful move on the part of Sam Altman, using such a soapbox to publicly put somebody's personal ethics on trial, and for personal monetary gain.
• deleted 10y ago
  [deleted]
• Tarrosion 10y ago
  sama: can you comment on the various personal and financial interests you have in this case? Would you name and shame for a YC company in which you had not invested as an individual? One not run by a personal friend? One not about to be acquired for huge money and become another home run for YC? Or similarly, you note in this post that you spent a whole day dealing with this issue. Hanging around HN we frequently read about how YC partners' time is in high demand, many applications to YC are viewed for literally only seconds, office hours are in fact not hours, etc. Would any YC company get such a chunk of your time? I certainly don't mean to be some jerk on the internet telling you how you may or may not spend your hours. That's a) not my place and b) a topic I'm not qualified to philosophize on. Nonetheless, it's more than a bit disconcerting to read a blog post which starts out with "here are some of my various connections to an interests in this company" followed by "and I'm doing them special favors, apparently at risk to myself, including writing this blog post." This blog post gave me quite a sense of "well, sama and YC have a solid moral compass and plenty of self confidence but don't always follow the rules." The "I'm making an exception of my usual don't-be-on-YC-company-boards policy to be chairman of two YC companies" post from a year ago [1] had a similar vibe. Both posts made me wary of YC. [1] http://blog.samaltman.com/energy http://blog.samaltman.com/energy Maybe I should clarify that I'm rooting for Helion and UPower and hope they go far with Sam. But a policy of I won't be on YC boards unless it's for my favorite company in one of my favorite application areas sounds a lot like I've given up desserts and other refined sugars (except warm brownie sundaes with ice cream and chocolate sauce).
  • joncalhoun 10y ago
    I'm not sama, but I did attend YC a few years ago so I will try to chime in a bit here based on my experiences. First, you are right - every YC partner has very limited time, and if you expect to get a lot of it for anything and everything you will be disappointed. YC wouldn't scale that way, and it would be a waste of the partners' time. That said, if you ever NEED a partners time, they will bend over backwards to make it happen, regardless of whether you just sold for $1b, were personal friends with them, or whatever else.
    • pj_mukh 10y ago
• tlogan 10y ago
  Here is how understand what I was told regarding these kind of problems. - When acquisition happens, then acquirer will do due diligence. They will want that all people which were involved in the development without the contract to sign a waiver / transfer IP. - If people involvement in the development were working for free and there were not contract, then, by default, they are eligible for part of equity. In short if co-founder leaves and was not paid you must ask him to sign waiver / transfer of IP (not sure exactly what: ask your lawyer - then can craft that). I believe the key here is whether is that person was compensated or not. Am I right here?
• mkoble11 10y ago
  seems like a shakedown to me. - jeremy left after a MONTH, never went through the YC interview with kyle - >>> jeremy never signed any agreement over equity breakdown, etc <<< - jeremy never inquired about equity when kyle raised previous rounds, only after the $1b exit. pretty straightforward.
  • mattthebaker 10y ago
    - j contributed something, anything to the company - j was never compensated - j was never forced to legally release rights to anything when he left - legally, if j contributed anything of significance, even ideas, cruise is about to learn a very expensive lesson
• bookmarkacc 10y ago
  I don't know much about this domain. However it seems like this is an important time to create presedence. It is in Angel investors interest that people coming out of the wood works be entitled to nothing.
• bitmadness 10y ago
  I disapprove of investor's commenting on such cases. Sam has a conflict of interest in this case, and was not even present for the events in question.
• dmode 10y ago
  Jeremy deserves nothing in principle. You cannot ask for millions of dollars of someone's hard work when you have barely put in 1 month of effort. A billion dollar exit requires a lot of hard work and execution. Even if the core idea was Jeremy's, ideas are dime a dozen. Heck, several billion dollar ideas popup in my brain every day. Building on that idea and getting it to market is where the value is. I have no sympathy for Jeremy. He is an opportunist. And Sam is 100% correct.
• naveenspark 10y ago
  From personal experience, the moment someone does any work on a project they have a claim. The state of CA is extremely worker friendly in this regard. I've made this stupid mistake twice in two different startups unrelated to Immunity Project. The first time, we had someone interview for a job and attend a few meetings. We ended up not offering them the job and they filed a complaint. We fought it and ended up spending nearly six figures on legal + more then you can possibly imagine to settle. It know this sounds insane, but its true. The second circumstance was a co-founder who stole cash from the company and was booted. Similar end result. In both cases we had no documentation (classic startup excuse), and strongly believed in the premise that if you didn't do the work, you don't deserve to be paid. We lost in both cases. One of the primary drivers in both cases was the dreaded contingency attorney. Anytime someone is able to get an attorney to take a case on contingency with minimal out of pocket cost, they have little reason to be reasonable. And because filing is the nuclear option in the first place, they don't care about fallout. Contingency attorneys are paid a % of the resulting settlement so they will drive the case as hard as needed to extract the maximum outcome. In some cases the attorney will manipulate their client in pursuit of this outcome even if its not in their clients best interest long term. It was smart for Kyle to file first because it makes it harder for the other party to retain a contingency attorney who will cover defense in the deal. This will dramatically increase the other parties cost to litigate the case. Lessons learned: 1. ALWAYS put stuff in writing. 2. NEVER have anyone do any "work" without some written agreement on compensation. 3. The only winners in litigation are the lawyers. 4. 3pt14159 makes a great point: ALWAYS settle early. The longer you let something drag, the more it will cost. Its always best to try to settle prior to either party filing a lawsuit. In this case it sounds like Kyle tried to settle first but was unsuccessful.
  • sparky_z 10y ago
    > It was smart for Kyle to file first because it makes it harder for the other party to retain a contingency attorney Why would that change the calculus for an attorney considering a contingency agreement? (Honest question. I have 0 legal experience.)
    • naveenspark 10y ago
• danielpwm 10y ago
  Sure, but Sam Altman is biased here. He is a share holder and has a lot to gain from the merger going through, and not being delayed or derailed. So it's hard to read this as if it were neutral, which is how he is presenting it.
• not_that_noob 10y ago
  This has the potential to derail the merger, not just delay it, and would explain Jeremy's position. The reason is that any acquirer will ask for the consent of a very high threshold of shareholders for an acquisition. We're talking sometimes as high as 95% of shareholders. Note that this is not people with options, but those who are actual shareholders. In practice, this isn't a problem because usually you have the shareholders generally lined up before you start the process of sale. And you also have drag-along provisions in the various stock agreements where the stock holder agrees to vote with the majority of holders of that class of stock, so large holders can pretty much make a merger happen if they wish. In this case, Jeremy can claim that he is owed a huge percentage of the equity. Because there are no written agreements where his rights to the equity lapse, regardless of how long he worked, that putative equity is his. And in that case, more than enough for him to veto the merger. Tough spot for Kyle to be in, but I'm shocked with his prior startup experience that he didn't get this resolved earlier. It would have been easy to have something be written up and signed for next to nothing right as Jeremy left. I sympathize with Sam and Kyle over this, but unfortunately the legal world is an alternative universe, and they need Jeremy to close the deal.
  • delinka 10y ago
    Assuming Sam's story is accurate, and given your comments: "In this case, Jeremy can claim that he is owed a huge percentage of the equity. Because there are no written agreements where his rights to the equity lapse..." This sounds like anyone can make the claim. If they set foot in the office, they have a claim. Perhaps someone substituted for the usual janitor one night; then he shows up with a claim. Maybe someone had lunch in the same restaurant nearby, chimed in with a sarcastic comment about anything, and shows up over two years later with a claim. I cannot fathom the situation being tenable. "It would have been easy to have something be written up and signed for next to nothing right as Jeremy left." And if Jeremy refused to sign? Would that have been further evidence (e.g. of Kyle trying to push Jeremy out) Jeremy can use against Kyle in this situation to say he's owed more?
    • CPLX 10y ago
      > someone had lunch in the same restaurant nearby, chimed in with a sarcastic comment about anything, and shows up over two years later with a claim. There's a substantive difference between this sentence, and someone who is listed on a written, successful, YC application as a founder of the company. As such your comment is disingenuous.
• Scirra_Tom 10y ago
  Can't see any mention of what Jeremy did for Cruise apart from help find an office, he must of done something else? Would like to hear the other side of the story tbh. Wondering if the risk Jeremy posed was identified in the duedil at any stage for previous rounds, and if the risk was identified if it was used as leverage for lower valuation at all, or if it was not identified or underestimated. Would of thought seasoned investors would of wanted to snub out any future issues like this before handing large amounts of money over.
• mslate 10y ago
  $1,000 This blog post will be taken down w/in 24 hours.
• studentrob 10y ago
  There is no value in making this public. It is going to be decided by a judge, arbiter, or parties themselves. Public opinion has no say in that matter.
• yuhong 10y ago
  I really wish the restrictions on public companies can be reduced or removed so board of directors can tweet more on the companies.
• deleted 10y ago
  [deleted]
• jondubois 10y ago
  It sounds like Jeremy was part of the company before any of these 'vesting schedules' were agreed upon. It would be nice to read Jeremy's side of the story. It's strange that somebody as wealthy as Kyle (who sold Twitch for $1 billion) would make such a fuss over what is probably only a couple of millions... It would be interesting to know exactly how 'extremely generous' his settlement offer was. Also it's really strange/suspicious that the founder of Cruise would put himself on a vesting schedule... Is this common practice?
• pmorici 10y ago
  Did anyone else read the linked complaint that was filed with the court? What I found interesting is it spends seven pages essentially painting the guy as a villain and claiming he had nothing to do with anything the company did then in prayer for relief it says they are worried he is going to take Cruise's trade secrets and use them in his own venture. How can anyone claim that someone simultaneously had no involvement in your business and yet you are worried they have knowledge of and are going to use your trade secrets? The whole complaint is very light on specific facts and contains a good dose of ad hominem language assailing the defendants character w/o alleging any specific actions taken by the guy to support the claim. It also alleges that the guy is interfering in the acquisition but doesn't specify how. It seems like there is more to this story, unless they just managed to hire the world's worst lawyer.
  • j_s 10y ago
    Thanks for taking the time to read the linked complaint and share your impression!
• sandGorgon 10y ago
  So the claims in this case are based upon the fact that they made the YC video application together and clearly mentioned in the YC application on what each cofounder's contribution was ? Hmm...this is very tricky. Because I'm very sure they attributed some concrete work to each founder . in fact if i remember correctly, they ask how much code each cofounder wrote.
• flashman 10y ago
  > According to Kyle, Jeremy did not write any code or build any hardware during this exploratory period. He'd better be 100% right about this. I imagine it wouldn't look good for Kyle if it comes out that Jeremy wrote some code, no matter how insignificant. Because if 'no code written' = no equity, 'some code written' could turn out to be a gateway to having some equity.
• theoracle101 10y ago
  The sheer amount of misinformation in this thread is astounding. He wrote no code, literally did not prototype anything, contributed nothing. Self driving cars take 100s of moving pieces and complex algorithms. You can literally just check the github repo to see who has contributed what. There is no one IDEA that is the silver bullet. Its an entire system working together. Obviously I can't say much as most is hearsay (though I do believe what I've heard), but the one part of this story that irks me the most is that this all started when Jeremy (allegedly) drunk at a party, bragged to Cruise's counsel that he could stall the GM deal if he really wanted to. Can't believe its actually come to this. I feel for the engineers there. All their hard work, and likely they will have to lose a large portion of their shares due to indemnity clawbacks when the deal goes through.
• jasonwilk 10y ago
  This shouldn't hold up the deal. GM can write in the agreement that Cruise shareholders have an unresolved potential obligation which they will cover with proceeds. I had to deal with this at a previous company and it in no way blocked or slowed down the sale. Just a pain in the ass and something that is unfortunately too common. You can never be too careful with starting your business.