face to face layout 1 · 2004-11-16 · industry leaders know that getting new ideas into the...

Bill RutterCollaborativeInnovation:New Models forSuccess

State ofInnovationToday’s LeadersWeigh In

PREMIER IS

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Issue 1 - Fall 2004

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© 2004 MORGAN, LEWIS & BOCKIUS LLP. All Rights Reserved. This communication is provided as a general informational service to clients and friendsof Morgan, Lewis & Bockius LLP. It should not be construed as, and does not constitute, legal advice on any specific matter. The enclosed materials may be considered advertising in some states.

2 Letter from the EditorsWhat Morgan Lewis Face to Face can bring to you.

3 State of InnovationEmerging growth companies are at a crossroads: Access to ideas andinnovative technologies are abundant, yet access to the venturefunds that traditionally fueled startups is tighter than ever.

5 Collaborative Innovation:New Models for SuccessInterview with biotechnology industry pioneer William J. Rutter, Ph.D.

9 Business Advisory:Searching for InnovationIndustry leaders know that getting new ideas into the commercialarena requires creativity, focus, tenacity, funding and often sheer luck.

On the Cover: Biotechnology industry pioneer William J.

Rutter, Ph.D.

1 MORGAN LEWIS FACE TO FACE Issue 1/Fall 2004

Whether it was competing in the science fair or running the best lemonade stand on theblock, innovation inspired you early in life and continues to drive you today. If you are read-ing this, chances are you have built your career around innovation. The stakes and the gamecontinue to change, but the underlying drive to innovate remains as strong as ever.Progressing from idea to product or service and on to a successful business will be a patternover the course of your lifetime.

Written by Morgan, Lewis & Bockius LLP attorneys, Morgan Lewis Face to Face is designed toconnect you to this spirit of innovation. Whether you are in the business of creating newlife-saving treatments, advanced information technology, investing venture capital or pursu-ing core research, this new magazine offers insights from today’s top innovators. We’re proudto include the perspectives from leaders in their fields from across the country and aroundthe world.

In our inaugural issue, we address the changing face of innovation. What does it mean toinnovate—not in the Old Economy, not in the New Economy, but in this moment? How do you foster innovation? What makes innovation thrive in one company, and fail in another? Tough questions. But according to the industry leaders featured in this issue, it allcomes down to collaboration.

In Collaborative Innovation, biotechnology industry pioneer William J. Rutter, Ph.D., shareshis thoughts regarding today’s “startup sandbox.” The co-founder of biotech giant ChironCorporation, Dr. Rutter’s new San Francisco-based Synergenics LLC is a life sciences consor-tium that is taking a new approach to science and business collaboration. His insight for nurturing companies in the current economy will resonate with entrepreneurs working in abroad spectrum of industries.

In addition to Dr. Rutter, Morgan Lewis Face to Face features you, our readers. We opened upour Rolodexes and called you to discuss how you innovate today. We are thankful for yourenthusiastic response. We hope you enjoy being a part of this magazine.

LETTER FROM THE EDITORS

Stephen M. Goodman

Thomas W. Kellerman

For more information, please contact:

Stephen M. Goodman [email protected]

Thomas W. Kellerman [email protected]

or visit our web site atwww.morganlewis.com.

MORGAN LEWIS FACE TO FACE Issue 1/Fall 2004 2

THE STATE OF INNOVATIONEmerging growth companies are at a crossroads: Ideas and innova-tive technologies are abundant, yet access to the venture funds thattraditionally fueled startups is tighter than ever. Whether your focusis on drug discovery or Web services, nanotechnology or mobilenetworking, how your team navigates this new environment willdirectly affect your ability to innovate, expand into new markets andgrow your company.

Where’s the capital? In 2003, venture capital firms raised $10.8 bil-lion, half of that in the last quarter, representing the highest level offundraising in two years and more than twice the levels raised in theprior year period. Despite the uptick, first-round venture financingcommitments remained flat in early 2004, with a total of 158 com-panies receiving more than $886 million compared to186 compa-nies in the prior quarter. All total, more than $72 billion raised in2003 by venture capital firms remains uncommitted. How is thiscapital surplus and pressure from their limited partners for returnschanging the way venture firms make their investment decisions?How will this new environment impact the way emerging growthmanagement teams approach venture firms for financing andboard-level advice? Are venture capitalists willing to nurture com-

panies with long-term development cycles—or is a quick return thedriver for investment decisions? How are startups bridging the gapcreated by a lack of early-stage funding? How will today’s fundingenvironment affect the nation’s top universities’ ability to developand transfer technology and continue to be the source of scienceand engineering talent?

Long viewed as engines of innovation, emerging growth compa-nies—and potentially the country as a whole—are feeling the directeffects from private equity investment strategy shifts. MorganLewis spoke with leaders from emerging, venture-backed compa-nies to explore today’s state of innovation, the fundraising environ-ment, risk-related issues, and the leadership challenges they face.We also reached out to leaders in the venture community to get afirsthand account of how this new financing environment is chang-ing the way they identify, invest in and work with emerging growthcompanies. We are pleased to present these insights as a way toenlighten everyone involved in the business of growing great busi-nesses. By working together, and developing a better understand-ing of the challenges and opportunities we face, we can all ensurethat the engine of innovation remains robust.


INNOVATION

For the past four decades, venture capital has been the fuel behind“high risk, high returns” investment opportunities that characterizethe market. What impact will cyclical changes in venture investinghave upon the next crop of technology-driven companies—thosewith the potential to create life-saving drugs and technologies withthe power to transform the way we work, live and learn?

“There is clearly an interrelationship between the vibrancy of the economyand capital markets and the breadth, depth and pace of innovation. Theimpact of economic growth and capital market performance is feltthroughout the “chain of production/development” from sales and market-ing, product management, production to research and development andcan impact the availability of capital and the urgency of mandates forbasic research.”

Jim Bodine, Janney Montgomery Scott

“I’ve seen less interest in core R&D and more interest in applying innova-tion to business execution—in short, finding faster and cheaper processesthat maximize business opportunities.”

Michael Bolton, PA Early Stage Partners

“Many people believe that innovation means breakthrough and tend tooverlook incremental improvements in products. The key is managing theprocess from idea inception so that all types of innovation can be capturedand managed to success.”

John Gabrick, MindMatters Technologies, Inc.

“We are in the middle of one of the most innovative periods in the historyof the world. Technology opens up opportunities for new discovery and,ultimately, greater freedom, which in turn drives the development of newtechnology. We are at the beginning of an explosion in wealth and qualityof life improvements for much of the world.”

Jonathan Silver, Core Capital

“We are experiencing ‘innovation inflation’—a company that could raise$3 to $4 million a few years ago now needs $12 million to address thesame milestone achievements.”

Fred Beste, Mid-Atlantic Venture Funds

“What really strikes me is the incredible pace of innovation—the rapiditywith which new things are created and different ways of executing adopt-ed. One leads to another. Look at biotech, software, medical, etc. Onehas to spend tremendous time to keep up to speed, and it is almost impos-sible. How can anyone keep up?”

Frank Slattery, Investor

VENTURE FUNDING

Venture investors are seeking proven business models—read pay-ing customers—as one key criterion for funding. Rather than focus-ing on new early stage investments, many are concentrating effortson working with existing portfolio companies or on investing inlater-stage deals where revenue flow has been established andinvestment risk is lower.

Entrepreneurs with no proof of concept or proven revenue streamare in the crosshairs. They need funding to mature their model, yetfunding is often contingent on the business model being moremature. With angel investments all but off the table, managementteams have been pushed to be more creative in their fundingefforts. Many are tapping their own resources or turning to friendsand family to generate the needed startup funds. Will tighter ven-ture financing prompt a plateau in innovation and formation ofemerging growth companies or will the new environment serve asa “self-regulating” mechanism to make management be morefocused and prudent? Does the new funding environment raise asmany challenges as it does opportunities for new ways of doingbusiness? It’s too early to tell but one thing is certain: The environ-ment for venture funding has changed.

“The decline in VC funding is due in part to institutional investorsdeclining to invest further in the asset class. Angel investors have histori-cally been significant venture investors but their portfolios were decimatedby the meltdown in the markets and it will take them a while to return inforce.”

Jonathan Silver, Core Capital

“While the overall number of deals we are reviewing is down perhaps30%, the top 10% of the companies we see are of higher quality than everbefore. This new generation of companies is IP-driven, with solid intellec-tual property protection.”

Sean Sebastian, Birchmere Ventures

“Like never before, there is pressure on venture capitalists to deliver returnsrelatively more quickly than pre-bubble times. Now they want startups todevelop business plans that achieve the cash flow to break even within twoyears.”

Keith Cox, MedCases Medical Education Company

It’s easier to hit singles or doubles, but no one is going for homeruns. VCswant assurance that things will work out, even if it’s a relatively smallwin.”

Frank Slattery, Investor

Venture capital performance over the long-term has continuallyoutperformed the public markets, posting 22.8% returns over thepast five years, 25.4% over the past ten years and 15.5% over thepast 25 years. Returns for NASDAQ during the same periods are1.8%, 9.9% and 12.4%, respectively.

(Source: Thomson Venture Economics, National Venture CapitalAssociation)

LEADERSHIP

For many newly minted CEOs, an overwhelming percentage of theirtime is spent proactively raising capital and meeting with institu-tional investors. Time and attention out of the office puts the rest ofthe team “on notice”to manage and motivate itself. As never before,CEOs of emerging growth companies are pressed to do more withless and go further before securing financing. As many VCs andCEOs will attest, this shift may be good news for all.

continued on page 10


William J. Rutter, Ph.D., is one of the founding fathers of the biotechnol-ogy industry. When he co-founded Chiron Corporation in 1981, he waschairman of the Biochemistry and Biophysics Department at Universityof California San Francisco. He resigned from that position and becamethe Director of the Hormone Research Institute at UCSF for severalyears during the early years of Chiron. He resigned from UCSF andbecame a full time executive at Chiron in 1989. He served as chairmanof Chiron for 17 years, during which time the company grew from anew start-up with about 15 employees to a major life science companywith more than 4,000 employees, and revenues in excess of $2 billion.

Now, Dr. Rutter is focused on another type of start-up venture. His newSan Francisco-based Synergenics LLC is a life sciences consortium rep-resenting a new approach to science and business collaboration in theindustry. Rutter brings a unique perspective to his company teams,including premier university researcher, accomplished business leader

and life sciences industry pioneer. With that firepower, Synergenics’companies are poised for growth.

In addition, Dr. Rutter is Chairman Emeritus of Emeryville, California-based Chiron Corporation and served on the board of directors untilDecember 2003. He has also founded, and has played a major role inthe inception and development of iMetrikus, Ventria Bioscience, ReLiaBiosystems and Synco Bio Partners. He continues to actively partici-pate in the management of these companies.

Thomas W. Kellerman, a Morgan Lewis partner in the firm’s SiliconValley office and co-chair of the firm’s Emerging Business andTechnology Group, met with Rutter at his office in San Francisco to dis-cuss collaboration, today’s start-up environment and the challenges ofstarting—and growing—an innovative business in today’s environment.

Collaborative Innovation:NEW MODELS FOR SUCCESS


By Tom KellermanPHOTOGRAPHS BY WILL MOSGROVE

Incubators were big in the 1990s among Web and technologystartups—what makes Synergenics different?Collaboration is great for all businesses—but it is essential for sci-ence-based companies in today’s world. The pace of new advancesand discoveries and the interdisciplinary nature of science make col-laborative environments an extremely valuable approach for life sci-ences startups. Traditional information technology incubatorshoused companies as they were getting going. It was more of a,“here are some phones and desks, now get going” approach. Therewas little interaction between the companies – little synergy – andthis is why they failed. At Synergenics, scientists get together andshare ideas in an in-depth way. Technology and concepts areshared; conversations lead to new ways of approaching a scientificchallenge. We also are very selective of the companies and workhard to create natural synergies among all of the participants.

Can you explain moreabout why life sci-ences companies trulythrive in a collabora-tive environment?For the majority of lifesciences startups, thepath to commercializa-tion—of taking the sci-ence from the lab to themarketplace—is notclear from the start. Infact, the initial con-cepts, strategies andfocus are often very dif-ferent from the finalones. The key foremerging science-based companies is tofocus on the scienceand discovery and elim-inate the technical risk,all the while keeping their business operating costs as low as possi-ble. Synergenics is designed to help startups, or “tiny co’s”, do justthat. By sharing infrastructure costs—including costs for pricey cap-ital equipment or specialized personnel like a bioinformaticsexpert—life sciences companies are able to benefit from trueeconomies of scale without having to compromise on quality ofresources. They gain access to the best business strategies, financ-ing and legal advisors, all without high overhead and without takingon additional headcount. Synergenics helps keeps the companieslean. But more importantly, Synergenics provides shared lab spacefor teams to share ideas and cross-pollinate concepts that may oneday produce products. The result is better science—and betterbusiness.

How are the companies in Synergenics affiliated with eachother?Each start-up is formed as a separate entity. They have been select-ed for the potential of their scientific concepts, their unique intellec-tual property (IP) or science capability, and the caliber of theirfounding team. I have made an investment in each and work witheach of the companies to bridge the gap that often exists betweenscience and business.

Are the companies located together?Yes. All the companies are located in one facility, which allows themto share and reduce their operating burn rates. All employees signNDAs to protect confidential information, yet ensure an open workenvironment and continued sharing of information. Interactionhappens naturally in the shared space. I think proximity alwaysbreeds collaboration. I know that universities have found this to betrue, which is why many are establishing technology centers adja-cent to their campuses.

Are the companies expected to grow out of the space?Absolutely—the goal is to incubate and grow great companies.Once they mature into “mini co’s” and can sustain financially a dedi-cated business infrastructure, the companies move to their ownindependent lab space. Once a company leaves, it can still associ-

ate with Synergenics. Wewant that interaction andidea-sharing to continue.Having companies with amix of science expertiseand at different stages oftheir business develop-ment makes for a morecollaborative environ-ment.

How is the environmenttoday different from theearly 1980s when youfounded Chiron?When we foundedChiron, it was more of atraditional start-up com-pany. We took on fullbusiness operating andoverhead costs upfront,which was possible atthat time. We also had a

true technological and knowledge advantage. Our customers,major pharmaceutical companies, were interested in our science,and technical know how. That made it possible to do a 50/50 dealwith big pharma after only one round of venture funding. Chironwas funded through its corporate partnerships for 15 years.

How does that compare to today’s environment for a life sci-ences company?Today, fundamental technology is broadly distributed through largeand small companies. Large companies are doing little fundamen-tal research because it is more cost-effective for them and theirshare holders to have smaller companies pursue research and earlystage development.

Is this trend of larger companies not doing core research result-ing in an innovation gap in the making?Large companies are looking to small companies for much of theirearly stage research. At the same time, venture capitalists are lessinterested in funding early stage companies. They want less risk,which means investing in companies that are further along thedevelopment path with a more proven product platform and rev-enue model. These two funding trends are creating a gap. It’sunderstandable that a profitable pharmaceutical company does not

Bill Rutter and Tom Kellerman photographed in San Francisco.


want to spend a lot on research, since the cost is a direct hit to current shareholders, and the potential return is years away. Thereluctance is completely rational, with the probability of researchresulting in a commercial blockbuster less than 10%. Given that, itis better for large companies to pay a premium to gain access totechnology in exchange for reducing their overall risk.Consequently large pharma is moving further and further awayfrom basic research. For those companies, the in-house technicaltalent is often a generation old, since those teams worked on theresearch over a decade ago for products just now on the market.

Will today’s environment support a Chiron of the future? Willany fully integrated large companies emerge? When we started Chiron, every new biotech company wanted to bea fully integrated pharmaceutical company. To me, that just under-scored a lack of realism at a time when 1,000 companies were tryingto be fully integrated businesses. There are only a few companiesthat have been able to develop products and a sustainable business.There are different models now within large pharma companies.Moving forward, these models simply do not match the specializa-tion that is occurring within the life sciences arena. With smaller,specialized markets, new models for selling products will be useful.Companies are sometimes acquired by large pharma companies,but more frequently partnerships are formed with some form of co-marketing.

Can big companies still innovate?Within a given sector, big companies have the basic knowledge andtechnology that is required to make new products. If they stay with-in those fields, the big companies can still be dominant. But theindustry is moving toward specialization and multidisciplinaryapproaches to addressing markets—that’s where small companieshave leverage over larger ones. Biotechnology is a knowledge-based business. Moving forward, the more specialized your knowledge, the more competitive your market position. This is theleverage that small companies will have.

What advice do you give your “tiny co’s” as they forge relation-ships with larger, more established companies?I encourage my companies to find ways to capitalize on their knowl-edge in a practical, business way—to clearly communicate the busi-ness or market potential for their research initiatives. This requiresscientists to adopt more of a business mindset, which is not alwaysan easy or smooth transition. But when these conditions are met, Ihave witnessed enthusiasm on both sides of the partnership. Also,when you share in the development costs, both sides of the partner-ship tend to come out better. Ensuring that both sides of the dealhave clearly articulated goals to work toward is key—this is a funda-mental point that is often overlooked.

Where do small companies tend to trip up?In general, small companies don’t get good enough deals from bigpharma. Part of the problem is tied to the fact that startups oftenhave a difficult time articulating the practical utility of their work.There is an eagerness on the part of the small company to executea deal, and get out early. Too often, I see companies forging dealstoo early and, as a result, not maximizing the value of the deal. Youwant to be in a position of strength when the deal is negotiated. Toachieve that, it requires startups to minimize their burn rate, oroperational expenses, and maximize their research results. That’sexactly what Synergenics is trying to achieve.

What is the role of the university in the innovation mix?True discovery in the life sciences arena requires a multidisciplinaryapproach. When we started Chiron, we originally proposed havingthe business be set up as an adjunct lab within UCSF. TheUniversity’s structure could not accommodate this type of model,which in hindsight, turned out for the best. Now, two decades later,universities across the country continue to grapple with this issue ofnurturing new technologies, while finding ways to expedite com-mercialization and ensure they capture the market value of theseinitiatives.

Have universities been slow to adopt more innovativeapproaches to commercialization?It is difficult for universities to deviate from their traditionalapproaches, mostly because of their fundamental teaching missionand of funding restrictions. Today, the majority of life sciencesresearch within top-tier universities is funded by the NationalInstitutes of Health, state funds, foundations and restricted giving.This funding is tied to teaching, which must be non-biased at everylevel. With all those potential conflicts it becomes harder and harder to forge corporate partnerships.

Is collaboration among top science researchers and institutionspossible?That is a big challenge within the healthcare arena. To get 50 peo-ple, not five, to collaborate in one field of science is a tremendouschallenge. The Human Genome Project broke new ground in thisarea. In that endeavor, collaboration was driven primarily by accessto funds—if one didn’t share, funding dried up. In order to play, scientists had to play by the rules. Dr. James Watson and others incharge of the research initiative were very savvy about spreading itaround and setting collaboration mandates. Today, “Capcure” isfunded by Michael Milken and others who focuses on prostate can-cer. In order to be supplied, independent researchers have to shareinformation and insights in one disease area. Again, access to fund-ing is driving the sharing.

Are restrictions on areas of scientific research affecting theUnited States’ ability to innovate—and compete?You simply need to look at stem cell research to see how the UnitedStates is jeopardizing its leadership within the life sciences arena.No one doubts that stem cell research is a productive area of investigation that holds the key to obscure secrets in a range ofhealthcare areas, including organ regeneration and longevity. Inthe United States, however, research is being restrained due to government restrictions. As a result other countries are taking thelead: UK, Japan. China, India—the list is growing. To my knowledge,this is the first time that research has been artificially restrained inthe United States. It’s bad for science, bad for the future of biomed-ical research, and ultimately bad for our citizens. ■


“In general, small companies don’t getgood enough deals from big pharma.Part of the problem is tied to the factthat startups often have a difficult timearticulating the practical utility of theirwork. “

THE LAWYERS’ TWO CENTS

Industry leaders know that getting new ideas into the commercial arena requires creativity, focus, tenacity, fund-ing and often sheer luck. As is reflected throughout thecommentary in The State of Innovation (page 3), the“patient capital” required for a new venture to discoverand push innovation into the marketplace on its ownis long gone. Mature companies that must reportresults to their public shareholders on a quarterlybasis and venture capitalists who are under increasingly heavy scrutiny from their owninvestors do not have the luxury of time. Clearly,new methods of fostering early stage innovationare required. Our interviewees are at the fore-front of such developments, creating cuttingedge paradigms.

There are several different models for fostering innovation: those driven by venture capital investment, private research part-nerships and government funding. For example, the environ-ment provided by Dr. William Rutter at Synergenics is creating an “incubator on steroids” for the creation and development of new ideasin the life sciences field. His thinking and approach could easily translate to other industry sectors.

Collaboration emerges as the common theme among new approach-es to innovation—collaboration at every stage of development of aproduct and of a company. Entrepreneurs, and those who hope toprosper based on their efforts, will increasingly need to find innovativeways to collaborate with all of their constituents to get the job done.But as any innovator knows, sharing ideas and ownership interests incore intellectual property is not a simple proposition. Traditional methods of stand-alone innovation fueled by venture capital dollars(and perhaps supported by a patent license from a university along theway), are no longer viable when funding is only available for companies likely to achieve break-even cash flow in two years or less.With more players involved at different stages in the innovation cycle, ownership rights and the implications of delivery become more complex. The key is going in with your eyes wide open, with clarity onhow to approach current issues as well as future—potentially unknown—outcomes.

We are at theearly stages of developingthis new translational approach. Thereare no simple lists for tackling the issues. Each situ-ation is unique. Every player in the process—including yourattorneys—is going to need to forge new methods of sharing ideas,and sharing the value that those ideas create. As with any exciting newarea, it will be messy but rewarding. We look forward to working withyou to sort it all out. ■


Steve [email protected]

Tom [email protected]

BUSINESS ADVISORY:SEARCHING FOR INNOVATION

THE STATE OF INNOVATIONcontinued from page 4

“Balancing operational, engineering, partnerand customer priorities and messages is a chal-lenge for an early stage company CEO. Theengineering guy looks purely inward, the salespeople look purely outward, but the CEO hasto have a 360 degree perspective on the busi-ness and be able to present the right messageand deal with the right priorities for everyonein our ecosystem-investors, employers, partners and customers.”

Michael Campbell, Pan Go Networks

“If people who started companies in 2000 or2001 have survived, it probably means theyhave figured out what today’s very price-sensitive market wants.”

Dean Stephens, Intermap Systems

“There are always ways to execute with verylittle funding. You have to think more carefully, which can be good.”

Glenda Anderson, PathWork Informatics

“Our employees are inherently motivated bywhat we do. When I was at Genentech, Iworked on a drug involving breast cancer.Years later, a colleague introduced me to afriend who had benefited from the drug wecreated. It was like an IV dose of enthusiasmfor my colleague—she was so proud.”

Henry “Hank” Fuchs, Intrabiotics

RISK

The business of starting a business is inher-ently risky—as is the funding of new ventures. The risk factor, of course, is whatbrings the possibility for big returns.Increasingly, reducing risk has become afocus for all stakeholders. Large corpora-tions are looking to startups as a source fortechnology—and as a way to reduce therisk of investing in core research and development with no commercial appeal.Venture investors are seeking opportunitieswhere the early risk of innovation development has been absolved based on

customer adoption. If everyone is shyingaway and trying to limit their exposure what does this mean to startups and futureinnovation?

“VCs have changed their risk profile from the1990s. Now they act more like my parents. Theyare afraid of revolutionary new ideas and longincubation opportunities. In contrast, VCs arelooking for sure bets in later stage companies thatonly need a cash infusion to reach significant profitability within two years.”

Dean Stephens, Intermap Systems

“Successful companies are often founded in toughtimes. It helps you put in place the financial controls, and out of necessity build carefully andrightly a smart rather than costly business.”

Bill Loftus, Gestalt, LLC

“The biggest threat to innovation that I see is thatventure capitalists will become risk averse and wewill only make safe decisions.”

Michael Bolton, PA Early Stage Partners ■


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With 1,200 lawyers in 19 offices, Morgan Lewis offers seamless serviceacross practice areas and offices. A fully integrated, multipractice global law firm, Morgan Lewis assists clients with all of their legalneeds, from day-to-day business decisions to the most complex globaldeals and litigation. To learn more about Morgan Lewis’ services andpractice areas, please visit www.morganlewis.com or any of theoffices listed below.

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or Tom Kellerman at 650.843.7550

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face to face layout 1 · 2004-11-16 · industry leaders know that getting new ideas into the...

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