Acquired - Rec Room Part II (with CEO Nick Fajt)

Episode Date: March 24, 2021

Last Acquired left the plucky Rec Room crew in our 2018 "Part I" episode, they were a seed stage startup making a VR game that users loved but grew slowly and barely monetized. Fast forward to today, and they're now a multi-platform social "place" with millions of active users, 500%+ YoY growth and hosting a robust creator economy that's rivaled only by their oft-compared metaverse cousin Roblox in dynamics and efficiency. And oh yeah, they're now a $1B+ company after a new $100m fundraise from existing investors Sequoia and Index, which they're announcing today. We figured it was high time to revisit Nick & crew for a Part II... Sponsors:ServiceNow: https://bit.ly/acqsnaiagentsHuntress: https://bit.ly/acqhuntressVanta: https://bit.ly/acquiredvantaMore Acquired!:Get email updates with hints on next episode and follow-ups from recent episodesJoin the SlackSubscribe to ACQ2Merch Store!The Rec Room Playbook is available on our website at https://www.acquired.fm/episodes/rec-room-part-ii-with-ceo-nick-fajtLinks:Our "Part I" episode with Nick on Rec Room's seed round:  https://www.acquired.fm/episodes/season-2-episode-2raising-a-seed-round-with-against-gravity-ceo-nick-fajtRec Room! https://recroom.comCarve Outs:Invent and Wander:  https://www.amazon.com/Invent-Wander-Collected-Writings-Introduction-ebook/dp/B08BCCT6MW/Resonant Arc on YouTube: https://www.youtube.com/channel/UCFzWAEPDGiY34bGpwM_DWmAHow The Economic Machine Works by Ray Dalio: https://www.youtube.com/watch?v=PHe0bXAIuk0

Ah, okay. Good to know. So we should not ship tomorrow then. Don't do it tomorrow. Please wait until Wednesday. Yeah. Good day. Glad we asked. I'm going to send you the press release. So you just, it has the embargo at the top. Welcome to Season 8, Episode 4 of Acquired, the podcast about great technology companies and the stories and playbooks behind them. I'm Ben Gilbert, and I am the co-founder and managing director of Seattle-based Pioneer Square Labs and our venture fund, PSL Ventures.

And I'm David Rosenthal, and I am an angel investor based in San Francisco. And we are your hosts. In 2018, we did an episode on the early stage Seattle startup, Rec Room. Founder and CEO Nick Fite joined us at the time to talk about their seed round that they had raised from Sequoia. At that time, they were a popular app in the slow to develop VR landscape with a couple hundred thousand users and $ dollars in revenue. Earlier today, Rec Room announced in the Wall Street Journal that they had raised $100 million at a $1.25 billion valuation from existing investors Sequoia and Index Ventures. They

are now a product that spans across many platforms from, of course, virtual reality, but also to Xbox, PlayStation, and iOS. They have had astonishing growth numbers over the last year, where they grew revenue 660%, and now have over 15 million lifetime users, 2 million of which are creators on the platform. Ooh, and we knew them when. Indeed. The background of all of this is that 2020 was a heck of a year for the entire metaverse category. You have Epic and Fortnite's growth. They're currently rumored to be raising at a $28 billion valuation. And of course, Roblox's blockbuster IPO that they pulled last December because there was too much demand and instead

raised private capital and then did their direct listing this month and are now valued at $40 billion. The price was too high. It was too high. You could say it's been a transformative year for Rec Room and the entire industry, to say the least. So today, we are back to tell part two of the Rec Room story, and again, with the best person in the world to join us, Nick Feit. So Nick, welcome back to Acquired. Thanks for having me back. I'm excited to dive back in. This is great. I think you are the first repeat guest on the main show. Wow. All right. Cool. Love it.

Yeah. And over so many different stages of your company, I mean, the premise of part one was how to raise your seed round with this guy we know who's raised it from Sequoia. And he's got this cool company and who knows about this very speculative space. And here you are like a mature grown-up company back to tell all of us how to do it. And it was just a straight line from those two points. There was no hardship in between. Yes. As it always is, especially in consumer entertainment, I'm sure. Well, listeners, are you an acquired Slack member? If not, what have you been waiting for? It is a spectacular community discussing, of course, recent acquired episodes. But more importantly, it's just a genuine and smart group of people having a thoughtful, nuanced, and respectful discussion about the tech and investing news

of the day. Fun fact that I just learned is one listener recently hired three other smart members of the Acquired community this month into his company directly from the Slack community. You can join at acquired.fm slash slack. agents. So only the ServiceNow platform puts AI agents to work across every corner of your business. Yep. And as you know from listening to us all year, ServiceNow is pretty remarkable about embracing the latest AI developments and building them into products for their customers. AI agents are the next phase of this. So what are AI agents? AI agents can think, learn, solve problems, and make decisions autonomously. They work on behalf of your teams, elevating their productivity and potential. And while you get incredible

productivity enhancements, you also get to stay in full control. Yep. With ServiceNow, AI agents proactively solve challenges from IT to HR, customer service, software development, you name it. These agents collaborate, they learn from each other, and they continuously improve, handling the busy work across your business so that your teams can actually focus on what truly matters. Ultimately, ServiceNow and Agentech AI is the way to deploy AI across every corner of your enterprise. They boost productivity for employees, enrich customer experiences, and make work better for everyone. Yep. So learn how you can put AI agents to work for your people by clicking the link in the show notes or going to servicenow.com slash AI dash agents.

And lastly, I will keep this brief today. If you are not a limited partner, you should become one. We had a delightful LP call with so many of you last week and we're looking forward to more to come. You can join at acquired.fm.com and we can't wait to see you there. David, Nick, let's dive in. Let's do it. I'm ready. Let's do it. Okay. So as Ben said, last we left you, you guys, the plucky rec room crew, It was February 2018. You'd raised this great seed round from Sequoia. You'd also raised an internal A from Sequoia that I think you hadn't announced by then. Everything seemed to be great. But I was actually wondering, before we get into what's happened since, we didn't talk as much about the real founding

story of Rec Room back then. And I was wondering if we could revisit it this time of how you guys actually came together out of Microsoft and started this company. And I think it'll be really good context for entrepreneurs out there to understand maybe that there's not always a big grand plan to become a billion dollar company from the beginning. Yeah, I mean, I think the founding stories

you normally hear, it's like a very cleaned up narrative of like, I had this vision or I was doing this mundane task and this light bulb like went off and that was not true for us. So I was working on the HoloLens team at Microsoft and I had been working on it for, I don't know, maybe like four or five years. And it was right before the first headset launched. My team was really focused on kind of consumer products for HoloLens. So like video games, essentially, like what kind of games are people going to play on HoloLens? And then as the HoloLens team progressed, it really shifted far away from consumer towards, you know, less, let's shoot aliens in your living room to let's help Boeing assemble jet engines. It was,

it really went enterprise and military. And it left my team that I was working with as, you know, kind of irrelevant. And a bunch of us got reorg'd. So we had this team, we all loved working together. And then the team got, where'd you get reorg'd to? I got reorged to the Microsoft edge browser. Uh, so, and I, and man, it was so, it was so difficult. Cause I was like, I've been working on the future for like four or five years. And now I'm working on Microsoft's second browser that I don't quite understand. Like what's wrong. Why can't we fix the first one? Like, why is there another one? So, uh, you know, I found I was moving over there and I was just so passionate about the AR and VR space.

I wanted to stay in that space. And so as soon as I found out there was going to be a reorg, I actually applied to like every company that was doing stuff. I applied to Oculus. I applied to Magic Leap. I applied to Google. I think I applied to like Unreal or Epic because I knew their engine was focused on it.

And I got turned down everywhere. So no one wanted to hire me. And I was like, man, I feel like I have this valuable skill. Like, shouldn't somebody want to hire me? Not even Magic Leap. Magic Leap, not a fan. Yeah. And I think there were a couple other people

that felt like I did. So shortly after this reorg, I don't know, maybe like 30 to 50 people left Microsoft and were just like, you know, I don't know what's next, but it's not going to be Groove Music or it's not going to be the calendar app, you know. And to set some context, Microsoft had been experimenting with what would become the HoloLens for like seven, eight years. I mean, it predated the work done on Oculus, right? Yeah. Yeah. I mean, I think my first demo of HoloLens was in like, you know, 2011, maybe. Yeah. Super early. So very, very early. And I had been working on it for years, but, you know, I think when Microsoft first started it, they saw it as a successor to Kinect. And then over time,

it was like, well, you know, enterprise makes a lot more sense, given the use cases were able to light up right now and the expense. So, you know, in Microsoft's defense, like everything they did made a lot of sense, like this was not ready to be a consumer product, it was way too expensive. And the use cases that we could light up at the time just didn't make sense. And so having a bunch of game devs focused on this, like it didn't make any sense. So a bunch of the game devs left, you know, a couple of them formed various companies that kind of focused on VR and Against Gravity happened to be one of them. So me and five other people came together to form a company called Against Gravity. And to just give you an idea of like how little of a plan there was, like the reason the company wasn't called Rec Room was we didn't have the idea of Rec Room. We had no idea. We actually thought maybe we could leave

and maybe Microsoft would let us keep developing stuff for HoloLens. We couldn't get a dev kit. That's so great. So not only did you not have the idea for Rec Room, you had no idea. The plan was just, we like working together, we're going to get together,

we're going to do something. Yeah, so as I said, I think like 30 or more people left and a bunch of them were like, oh, you know, I'm going to form this company, we're going to do something yeah so as i said i think like 30 or more people left and a bunch of them were like oh you know i'm going to form this company we're going to form that company and then against gravity just happened to be one of those offshoots the the name against gravity actually is a demonstration of how little of a plan we had the hololens headset internally was code named gravity it was it was so heavy like you know you know, they were called like gravity, a units,

gravity, B units. And so we were just like, well, we don't know what we're doing. We know we're moving away from that. And I guess we'll call it against gravity. But, um, we were like, actually still very excited to go build HoloLens software. We, we just couldn't get ahold of a HoloLens. Some friends at valve hooked us up with an HTC Vive and we were like, okay, well, hey, we got a piece of hardware. Why don't we start messing around on this thing? Wow. That's so cool. I think honestly, all of us thought like, oh, Microsoft will eventually get back in the consumer AR space and we'll just go back there. But in the interim, we'll do this. So yeah, I would say there was like

not a ton of intentionality there. It was more like, you know, maybe some egos were bruised and it was just like, well, I guess we'll take a chance and try something different. So I got to ask, you know, we're going to tell the whole story about, you know, everything since your seed round and how you've gotten to here. but to ask sort of an analysis question up front, do you think that figuring things out as you went in those early days, has that served you well in getting to here? And, you know, obviously most other VR companies that were started around then are certainly not doing what you guys are doing or as well as you guys are doing. Or would you say it's like, no, that was just how we started, but things things have changed i think it certainly gave the culture of the company a

specific flavor i wouldn't claim that it's like the right choice but it it was our choice and i think it's led the rest of rec room to have a very improvised you style. We don't get too attached to ideas because there wasn't, you know, ever one early on that I think we were really, really attached to. I think we had seen some challenges at HoloLens about like, you know, we kind of all envisioned

this like metaverse world where, you know, maybe different people are authoring rooms and objects and they all work together. Like we did see that problem. Like at HoloLens, there was an app that some people were working on that was like a travel app. Like you'd go to like Machu Picchu or the Coliseum. There's another one that was like- I remember doing that. Yeah. There was like another one that was like, I think it was called Holo Skype. And so you could

like chat with somebody who was like maybe hundreds of miles away and it was really cool. And there was a final one, which I don't think many people saw, but it was like a pet. And it was like this like little virtual dog and you could teach it tricks and stuff like that. But none of this worked together. Like we couldn't be chatting on Skype and then like go to the Coliseum and then be like, let's let our pets run around the Coliseum. Like it was one at a time. So you like saw your pet or you saw the Coliseum or you saw this person.

And, and so that kind of highlighted for us, like, you know, there's something about the app model, like that doesn't work in this space. And so I think that got the gears turning a little bit of like, eh, maybe we could build like a Wii sports version of it that was like, you know, kind of express our idea. But I would say like, there was definitely no like grand world conquering plan it was like how do we survive for a little while well and and nick like just to put a fine point on what you're articulating here when you were saying that maybe the sort of app style doesn't work as well in this you know metaverse type. Can you help us understand what Rec Room is for folks who didn't catch you the last time around? And maybe especially articulate this notion of like, it is just one big world. How did you come to that? And what does it mean?

I mean, very gradually, and I wouldn't say I came to it. I would say that there were many, many people on the team that contributed a lot of, you know, there were a lot of tiny choices that kind of helped build where it is. But yeah, so Rec Room, backing all the way up, Rec Room, it's a virtual universe. It's made up of millions of different rooms. And all these rooms are unique experiences. So there are Battle Royale islands. There are escape rooms.

There are fashion shows. You could have a family reunion in Rec Room. You could have a book club. You could have a live performance of Hamilton. Like all of these things have been done. So Rec Room is just this like a very flexible environment where you can come together in a 3D world and users get to build these rooms

and they can build and publish them. And the way that they build is very unique. Like rather than building in a game engine, you're just building kind of the way that they build is very unique. Like rather than building in a game engine, you're just building kind of the way that you would in Minecraft. You're like in the game manipulating objects and you can do it socially. So you can have up to 40 people in a room that are like chatting with each other and talking about the room that they're creating. Maybe you want to build like a Castle Crashers game. I can be like, Ben, why don't you go build the moat and like David, go build the castle.

And I'm going to work on the scoring and put a little goblin army over here. Like we can just have that creation experience together. And so it makes creation very accessible to people, even if they don't know how to code, even if they don't know how to 3D model. Yeah. There's unlike say Roblox, which we'll talk about more as we go. There's no separate creator app.'s all it's all one world yeah roblox has another app called roblox studio which is where you go and build and it kind of looks like unity or unreal and it's a really

powerful tool set it does presuppose some knowledge about like hey you understand scripting and like what prefabs are and you might need to manage some like network authority or something rec room you're just kind of like building minecraft style and then when you press publish we're like great we put your your room is now accessible on phones and pcs and xboxes and playstations and vr headsets we'll just like host it for you and you don't submit to like a cert body or anything like that um so it's just this it it's like the Wikipedia of games. Like there's just like a lot of people contributing to this world and new rooms are constantly popping to the top of like a new hot list that people are discovering. You can follow creators to see what content

they've created and get notified when they build new stuff. And then we've started letting users monetize in their rooms. So we have an in-game currency that users can charge currency inside their rooms. And if they amass enough of the currency, we'll actually pay them out for the currency. And so we've got, you know, like 14, 15-year-old kids in there who are earning six, seven grand a month in Rec Room.

And, you know, we're trying to scale that up. We think that can be like a lot, lot bigger. But I think it just gives you an idea of like the accessibility of the creation tools are, you know, it's really anyone can go in and, you know, realize the idea that's in their head and they can really easily distribute it. Well, it shows up in the numbers. I mean, classically, the internet was, you know, 100% of people consumed and then 10% of people commented and then 1% of people created.

And that those numbers haven't held exactly true for a long time as we've entered this social era, but that was sort of the old moniker. But you look at 2 million of the 15 million users that you have are creators on the platform, which is a dramatically higher percentage since they're able to author right there in that environment. And I'm cheating a little bit because you and I went in and played and you showed because I, you and I went in and played and you showed me the Maker Pen and I got to like, you know, build my own little world. But like, it's remarkably easy to use tools like that to create. It's certainly a lot more accessible. And I think if you're the generation that grew up

living on the internet, living in games, it's a very familiar medium for you to create. Yep. Yeah. living in games. It's a very familiar medium for you to create. Yep. Yeah. Well, so let's dive into the history here a little bit. So you told me a moment ago that you publish across Xbox and iOS and VR headsets. Last time we chatted, you were just a VR company. So the VR boom didn't really arrive in the way that we were all sort of speculating and hoping, you know, how did that affect you as a company? And how did the calculus of, hey, maybe we should have a contingency plan come about? Yeah. So, I mean, to give a recap, I think of the previous episode, like we raised a seed round in 2016. We had launched the app and it was doing pretty well

for like a VR app. And so we were able to launch a seed round around that. And then a couple months later, after working with our investors, we had a good track record of evolving the product and finding growth. And so we were able to raise an A round from Sequoia as well. So it was just the same investor that did the A. That happened about nine months later. And we were just kind of keeping that secret as we kind of planned out what was next. When we chatted, you know, we had just rounded out holiday 2017. We had seen a lot of growth, like probably from October to December 2017, the app like 5x. So like, we actually we were doing really well. It was kind of a weird situation. We, we had had all of this growth, but then we were looking out over 2018 and we were like, man, there are no headsets on the horizon. Like, are there any headsets in 2019? It was like, man,

like normally where people are shipping us dev headsets, you know, 12 months ahead of time. And they're like, Hey, we're going to do this in the holidays and like, get ready. And we just had nothing. And we were like, you like this growth is good but this is not this is not a venture scale business and what and your growth was basically capped by the number of vhards headsets right yeah you were a free app so everyone would go or a lot you know the majority of people who had a headset would go download you so you were basically like your growth was governed by the headset growth oh 100 so to give you an idea from like december 2017 for the next 24 months vr did not grow like at all so your your your market no growth zero percent growth totally i think we were fortunate by like we sobered up and realized

it like january so i i credit to the team. I think, I think it would have been really easy to be like, oh, we just 5X, like we're world beaters. Like we're amazing. Keep doing what, but I think it was, oh, we just 5X and that's it. Like, this is not, there's nothing on the horizon for us. They're like, this is dark days here. So we need to figure out some path for more growth. And to that point, we had been building all the content ourselves. So, Rec Room was a universe of rooms, but they were rooms that we were building and there were only like maybe 10 or 15 of them. And we were good at building rooms. Like, you know, we really enjoyed it. It was really fun. We were building

these like little quests where we're like, you're going to go, you know, battle space aliens with like laser blasters or you're going to like take to the high seas and, you know, battle space aliens with like laser blasters, or you're going to like take to the high seas and, you know, battle armies of skeletons. It was really fun. We were building these like little kind of contained rooms and we were like, okay, well, this is just not going to work anymore. Like we have to do something very dramatically different. And so, the two ideas that I think we seized on were the community was so creative. Like the community was really bending and breaking Rec Room to do other things. Like we'd hear stories where people were like,

oh yeah, we went to, like I just invited a bunch of my friends to go play disc golf. You have a disc golf room. And we just turned off the rule sets and we have like a little picnic in the park. And we're like, oh, okay. Like that's it.

You know, somebody else was like having murder mystery parties in one of the rooms they would just turn off the tool set and last last we chatted two people had actually gotten married yeah yeah totally yeah they had you know so there but there wasn't like there wasn't really the systematized like creative community we we were sort of like people are hacking the game to get it to do things that, that we hadn't intended. We were like, okay, well, what if we lean into this? What if we, what if instead of our rooms, it's their rooms and what would it mean to, to kind of embrace this creativity?

Like people are going through all these hoops to build these like amazing murder mystery parties, but they can't save anything. And if you're not in the room with like the host, like it doesn't work. So what would it look like if you know, they could set up a room and they could publish it and other people go there and have that same experience, even without the host. So that was sort of one of the big problems we started playing with. And then the second was, we're like, all right, we've got to find growth outside of VR. And there was an app called VR chat that had had really started scaling

kind of around the same time outside of VR had really found this like, pretty devoted audience on on PC. And we were like, Okay, well, hey, there's, it has worked for someone, someone was able to find a marriage between VR and a flat app that works. And like, that gives us confidence that we might be able to do it as well. So we really started to like lean into user-generated content and screens. That was kind of what we went. At least you went to iOS next, right? That was your first flat world experience. Our first flat world experience

was actually on PlayStation. Huh. So PlayStation and PC. Because you had gotten a bunch of uptake from the PSVR. That was probably your big growth holiday 2017 yeah psvr was the big 2017 growth spurt and then we were like okay well we're already on psvr like what would it mean to make it work on psvr without the headset and kind of like the same question for for pc

so that summer we like did this big unveiling and we were like, all right, now you can have players from outside of VR. Now we're like mixing in your rooms with our rooms. And it was like dark days. Like the community was not happy about it. It was a big departure from what we were doing. And I think there was a,

like a lot of, Hey, we want this to just be what it was. Like we don't, we don't want this to evolve be what it was like we don't we don't want this to evolve in the way that you're you're doing this and what was a downside to them of having someone not in a headset coming in well i mean i think a lot of the users who who care deeply about headsets you know that kind of is its own community itself and so you know there probably was this like bonding element of people coming in on headsets and they're like, you care about VR.

I care about VR. Like, this is great. We both care about VR. And like, that is a magical thing that we want to preserve. Like we want to have VR rooms where these people that care about things can find people. I think the big mistake we made out of the gate was we were like, we're just like one big community. We're just going to like dump everybody into the same rooms together, regardless of interest or intent. And that was challenging. Like that was probably not

the right move. The other challenge was like our user generated content tools were really, you know, they were in their infancy. And so the rooms that people were building were like, not very high quality. Our belief was like, look, if we can shine enough light on them and they're the right incentives, like maybe eventually we can get them. But the moment that we, we made the shift, like it was probably pretty abrupt. So I think the thing that we learned, like, I think for, for, you know, two years we were like, all right, let's, you know, we're going to be really iterative. We're going to experiment in public. Like we're going to ship stuff and we're not going to be embarrassed, like buy it. We're're just going to we want feedback from the community and i think we probably realize like there's probably

like some metabolism like that the community can you know evolve in this at this speed and we probably pushed it too hard then so you guys are this is right after we did our last episode you guys are pretty deep in the trough of sorrow at this point right oh yeah i mean like from 2017 to like all the way through 2019 it was like no one wanted to do any vr stuff but the vr users were like very passionate and it was hard to explain to that that group it was like yeah like we know you just want us to focus just on you but like they're so like if we want to keep serving you 10 years from now because we need we need to keep scaling this business yeah and you know i think some people really understood that they were like okay hey in order to make sure

like we weren't charging any any money so there was no revenue coming in so we were like okay like i think if you're a startup you have two lifebloods it's either revenue or growth like and we didn't have any revenue and we weren't going to find any growth in vr so it was like okay well we're either going to make this a 30 paid app which i don't think that serves anybody well or we need to go find growth outside of vr did you consider trying to get profitable? Were you like, okay, if we were to turn on monetization, how long would it take to find something that worked? How much could we actually cover our burn and get to like a zero net burn? Would our investors be on board with

that? What does the calculus look like when you're sort of examining that as a potential? I mean, it's not an unreasonable question i think once we looked the really bright spot for us was the user generated content we were like this is gonna take a long time to make it click but like eventually if we can take these vr creators if we can scale their creations if we can get them monetizing a user base that's at a mobile scale they will be happy we will be happy this will be an like a really strong business with with great network effects very scalable and if we if we just pivot hard towards like we are going to try and extract the maximum number of dollars from the very limited number of users we have so that we're cash flow neutral like we're just not heading

along that path. So I think we were just more comfortable being like, okay, Hey, we think that the promised land is really this user generated content ecosystem where, where we're rewarding our best creators, you know, for the amazing work that they're doing that just looked different. So I don't know that we ever really looked at it. Were there example companies or products you guys were looking to as sort of like either inspiration or like a vision of what the promised land could look like like i'm wondering like were you looking at something like an instagram we'll be in like

yeah like if you can get this ugc flywheel going or maybe even roblox at that point in time which it was starting to spin even though most of the rest of the world didn't know it yet yeah i mean i think you know we were definitely aware of Roblox. We were looking at probably a lot of stuff like YouTube and Twitch. We were like, okay, look, they have this creator class. They're able to reward the best of them. It creates really great incentives throughout the ecosystem where like the platform's not pestering you for money all the time.

You're really only rewarding the creators that you care about if you're a consumer and then the creators are really acting as wonderful evangelists for your app like you you shouldn't need to spend a whole bunch of money on marketing because you know the the creators will you can have creator-led growth basically so we were looking i think twitch was like a really interesting one for us to to look at there yeah this may when it actually happened might come a little later with when you introduced rec tokens in the economy but one thing i know you guys did that i think was really interesting was incentivizing you know you had this problem where you had this very passionate

user base. You wanted new behaviors out of them. You thought they were capable of doing these new behaviors and doing them well, but you had to incentivize them to do it. And so I think if I'm getting it right, when you launched REC tokens, you got REC tokens for accomplishing specific actions that you guys set up in the environment, right? Yeah, the economy has evolved. So David's referencing a thing called REC tokens, which is basically the in-game currency that we use. And you can use the in-game currency to buy things to like kit out your avatar.

So you can buy shirts and hats and gloves. And you can also buy virtual food. We sell a lot of virtual food, like root beer and pizzas and donuts and stuff like that. And then people are buying those both from you and from each other, right? Yeah. And then creators can charge for things inside their room. So you could build like a nightclub with like a VIP lounge and it costs some tokens to go in there or, you know, a fashion show and like different outfits cost different amounts of money or maybe you're in like some haunted mansion and you know creators are selling like flashlights and light bulb or like and you know light bulbs literally drink the water in the

desert yeah totally so people are doing all kinds of really interesting stuff with it it's a pretty flexible system but like if you look at where it is today, like it went through a number of different stages of evolution to get to that point. For a while, we just had avatar items. And we would, you know, you just did something good in the app, we're like, you leveled up or you, you made a friend or some action we cared about, here's an item, we then started, we're like, okay, we're not going to give you items anymore we're going to give you currency instead and then there's a store with with the items and so you started getting used to like okay well i've got the currency and like what do i want to buy and currency equals this much item and then we unlocked an ability to buy the currency and then we turned off the ability to earn the currency except the ability for you to earn the currency

then shifted to okay well you know you maybe not you you can't earn it through leveling up necessarily but you can earn it through creation so you can create something you can't earn it from us yeah you can earn it through other people finding value in what you do and that's not entirely true like there is still we do print a good amount of currency every day to like stimulate demand right um you know so so we the little rec room fed in the yeah exactly we're like yeah quantitative easing in rec room yeah so we're i mean we do print an amount of currency as well because you know we do see behaviors we want to reward we're just probably a little bit more careful about the way that it it works so that it's not um it's not an easy to game system you can't create like a thousand smurf accounts and like hoard the currency and then move it around and so for people familiar with games

it sounds like what you had is you had only items and then you introduced a soft currency and then you took that soft currency made it a soft and hard currency and then made it a basically exclusively a hard currency and soft currency is currency you soft and hard currency and then made it a basically exclusively a hard currency and soft currency is currency you earn hard currency is currency that you buy yeah so if you looked at like a gaming textbook of like how to build an economy rec room did all the wrong things like you should never have you should never have you should never be crossing the streams of your hard and your soft currency you shouldn't you should never shift one to the other i think we just have this idea of like okay this is where we want to get to like creators are making money like that's that's the end goal here and like

what are the like if that's charizard like we're at charmander how do we like evolve into that thing can i ask this is a derivation, but a team question. Once you realize you're going to do this and as you're doing it, are you like, ooh, we should have like an economist at our company. Like how do you, is it a PM?

Who owns this? Clearly not since you broke all the rules. No, we've had, we really have like focused pretty hard on having generalists tackle as many of our problems as possible. So the team behind this, it was like, there's an amazing designer that had worked in mobile gaming for a while. There was an amazing dev lead that worked with me at HoloLens. And, you know, him and her worked on this, this problem over probably two years, like, okay, how, like, we have this currency, we have this economy that doesn't match at all the goal that we want, like, how do we keep evolving it without, and I think it was largely informed by our choice early on to like, okay, here's screenplayers, here's user generated content. And that, that did not work. Like it was too much too fast. And so for this one, they were kind of like, okay, what are the stages we need to go through where the community will understand the incentives? They will go, they will be excited for each of the changes that we make.

And I think they were just really thoughtful about it. And they, they carried it out, you know, very intentionally over, over the course of probably about two years. And then shifting to kind of the creator side, what kind of behavior do you observe? Like, let's say I build a really successful haunted mansion and I'm selling flashlights. When do people decide to keep the REC tokens that they've earned? And when do they decide, you know what, this is a job for me, I I'd like to make some cash on it it's probably a scale question you know the currency it's kind of like I guess if you went to like a thrift store and you were like I'm gonna trade in some clothes and they're like well you can have this much in in-store credit or this much in cash yeah it kind of depends on like what those numbers are GameStop back in the day, probably currently. GameStop, kind of the same deal.

Yeah. And so, you know, if you go in and you're like, hey, we'll give you 60 bucks or $300 in store credit at GameStop, you're probably like, well, I'm going to buy a couple more games. Give me the 300 bucks. If you add, you know, two zeros to the end of that, you're like, you can have, you know, $30,000 in store credit or you know six grand you're like well six grand sounds better you know unless you want to be a real entrepreneur and start arbitraging and reselling i mean it depends

honestly it's kind of like a capital allocation question right like if you're a creator you're like well how much do i want to pull out of this business versus keep reinvesting because they can distribute those tokens to their users by incentivizing behavior they can do there's some element of that they can basically place free gifts inside their rooms and they can pay for the gifts in advance and stuff like that to try and drive activity towards their their rooms uh so yeah it really comes down to like you know what do you value um and how much of this currency do you have one of the classic game economy problems is you will end up with users who have so much currency they can kind of like ruin your economy and so it's like billionaires yes and so like and the the challenge like and it's the same like estate tax sort of sort of

challenge like the problem that they run into is like these people get tired of the game because it's like no fun anymore like i can buy everything so they'll just give their account to somebody else and it'll ruin the game for that person then too because like well they don't you know it's just like the game genie has been turned on and now everything's free. And so really what we're trying to do is like, okay, well, hey, some of these users are going to have Scrooge McDuck sized piles of in-game currency.

How do we pull that out of the system so that their incentives stay aligned with ours and they're not just like dropping, you know, their accounts. Do you have like a fun name for an estate tax? No, we do not have. It is fascinating, though. I mean, very quickly, even with the most sort of simple mechanics, you quickly get to a place where, I mean, even David and I, like, this is the first time I've heard of REC tokens.

David did a better job researching than I did. And my mind is racing on all the ways that I could game this thing. And I'm sure you just have to very carefully consider. Ben's going to quit Acquired and your new side gig is going to be scamming records. I mean, I think these systems are, well, I think you're going to see more of them in games. They are fairly complicated to set up.

There are a lot of things to be mindful of, both from like, okay, you don't want to be a bank. You don't want to create a security. You want to adhere to, you know, know your customer laws and stuff like don't want to create a security. You, you want to adhere to, you know, know your customer laws and stuff like that. So there is a lot of complexity behind the scenes. And then also there's a whole bunch of complexity for like, okay, and how do you ensure you're not getting scammed along the way here, um, as well. So that's why we have a fairly large team focused on that problem. And, you know, to date it's, it's, it's worked pretty well.

That's cool. So what is through these, you know, to date it's, it's, it's worked pretty well. That's cool. So what is through these, you know, these, these three kind of like major, major things you've figured out since our last episode of multi-platform UGC flywheel and creating this economy, what does the trajectory of the business and the company look like through this time? Like obviously you'd raised between the seed and the A it was about $15 million from Sequoia, right? Initially. How were you living during those Trafasaro years where you didn't have revenue coming in, fundraising more was probably going to be a challenge? Yeah. I mean, I think, again, going back to the roots of Rec Room,

and I don't think we had a normal founding story. I don't know that we had normal founding ambitions. And I don't think the people that we hired were like, quote, unquote, startup people. I don't think they were folks from the Valley that spent two years at a place, got their options and then bounced to the next, hopefully Facebook. So I think the people that we had hired to date were like, I love Rec Room, I love VR. I see the problem, like I see the challenge that we're facing. And it's an interesting set of challenges. So I think because we had sort of an unconventional founding, we had hired kind of unconventional backgrounds that were like, I'm willing to see this through the likely tough

times. So we had no attrition during this point at all, which was really cool. Like nobody left. Everybody was like, all right, I understand the challenges. And like, this kind of is painful getting yelled at by the community community you know during these transitions but like we really do think it's in their best interest like we really do think if we want this thing to still be around in five or ten years like we have to go do this stuff um and so it's it's worth getting some some yelled at on reddit if it means a couple years from now we can start having these creators earning like a ton of money. Like that's a really interesting world to go and live in.

And it's worth a little bit of temporary pain. So when you say the temporary pain, if you think about the VR true believers, obviously I'm going to flash us too far forward today, but like the Oculus Quest 2 is out by all reports, that's doing very well. We at PSL Ventures, we have a portfolio company, Big Box VR, with a game called Population One. They're seeing it. It's been phenomenally successful. I think you know Chachin, the CEO, well.

It's a great game. Yeah. They've built a lot of good stuff. They built Smashbox. Their engine is awesome. They're great. Yeah. And so we could be at a little bit of an inflection point now

where it's too soon to tell, but VR could be here in little bit of an inflection point now where, you know, it's too soon to tell, but you know, VR could be here in a, in a major consumer way. And when you were thinking in the, in the long-term best interest of these users who are VR diehards, were you thinking like, look, the long-term for Rec Room is we will be a VR thing. And this is sort of the way that we survive in the meantime. And sure, it'll be multi-platform kind of forever now that we've taken the genie out of the bottle, but were you always thinking like the end-all be-all will be VR? I'll put it this way. Like there were a bunch of companies in 2018 that had built VR things and then pivoted to, we're not going to try and do cross-platform. We're just going to like,

VR is done. We're moving to, that was never a conversation for us. We were just like, we really love VR. Man, we really hope it's a thing. There's not a ton in our power to make it happen. We certainly think like a cheaper device with better marketing and less cables that works a little bit better would do well. But, you know, we don't know

and we can't really affect that ourselves. But we, we never talked like we never talked about like, Oh, we're just going to do a hard pivot out of VR. Even though almost everyone that, that I, you know, was chatting with in the VR space was just like, we're hard pivoting to like, you know, this new app enterprise SaaS. Yeah. Yeah. We're just, we're just totally doing a totally different thing. And we really wanted to like see the VR journey through. We just knew like, okay, if we exclusively focus on VR, either this is going to be like a six person team for two years while we wait, or we can go try and find growth somewhere

else through user generated content, and through other platforms. And we think we can actually ultimately build a much larger business that, you know, at the end of the rainbow, it'll have a much larger reward for VR users as well, because it'll mean if they create content, instead of reaching just VR users, they can reach VR and Xbox and PlayStation, iPhone, and all of those users are potentially monetizable to them and so their reward can just be so much greater and then i think we started seeing like i think there were like a lot of vr hardcore users that were like okay well like i kind of didn't like this to begin with but you know there is something nice about me just being able to hop into rec room like really easily and not move my coffee table out of my way and i can just check and see if users are in there i can just check on my room real fast and like i can now do that

without like or or like honestly because all the headsets were getting old we had a lot of users that were like my entire social life is in rec room and my controllers broke and i can't get hcc to fix them but i can still hang out with my friends because like i can still make it in here and so i think there were a lot of benefits that people started seeing from it. It definitely was not apparent when we first did it. I think there were a lot of people that were like, I don't know that this is the right move. There's also another dynamic that I want to talk about that you explained to me a little

bit ago that maybe you could talk about here which is if you guys had said you know what we're gonna fork this and there's gonna be the vr version of rec room and then we're also gonna make the flat screen version of rec room that would be fine but but the experience what you can do even in a flat screen environment when when your platform is architected for VR is so much more. And you explained it to me as sort of the difference of like in a video game in like Street Fighter or whatever. Like you hit a button and you punch. In Rec Room, you punch or you jump or whatever. Yeah.

I think, yeah, if you look at screen games, if you look at mobile games or you look at at like keyboard, mouse or controller, generally, the behaviors that your avatar can do, they are finite. So they can jump or they can punch or they can pick up things or they can place things. But there there is a finite number of them. There are n things that your player can do, because there are an n combination of these buttons. For Rec Room, because we started in VR, the player actions were always infinite. It was like, well, could somebody backflip? And it's like, well, we can't stop them, right? Like if you're wearing a headset and you do a backflip, like that can happen, right? Can players lie down? Well, yeah, definitely. Like, can players like juggle? Yeah, of course and so we we like with the ugc system we started seeing all of these rooms that were built around behaviors we had never anticipated it was like okay well this is an escape room where you need to like crawl under this thing and like you know while crawling you know you need to pull out a lighter to like light this candle and then the candle and so it was like

well okay if we're gonna make this work on mobile if we're going to make this work on a keyboard and mouse, like we can't have a crawl plus like whip out lighter button. Like that's not going to work. Right. Cause we don't know these things in advance. We just need to build an avatar that's really, really flexible. And, and like you as the, you know, controller of that marionette, you need to be able to make this avatar do like damn near anything. And so I think it just led to a very different control schema than you see in most games. Like the way that you can kind of control your rec room characters hands, you have independent control over left and right hands and you can make them do a whole bunch of wild and weird things like dance or like wave or, you know, all sorts of wild stuff. Which is so different than like you know

almost everything out there like fortnite like you know fortnite's great it's amazing but like you hit a button you jump you hit a button you hit a button you dance like that well yeah i mean what we're getting at here is there's there was a reasonably easy path that's like fork it squash it down to 2d and then use the same input system that, you know, works on iPhone games. And then there's a harder one that's like, can we keep it all one world and let you do, I assume not all, but a lot of the same flexibility from a screen that you can do in VR. And I have to imagine that now that you've crossed that chasm and taken, you know, door number two, it pays off in all these ways of having a critical mass of

people at all times in a single universe oh totally and i mean there were many false starts along the way like i think our original idea was like yeah let's just jam all this into like buttons and then at some point it was like oh my god we've got like 40 buttons and alt buttons and shift and control buttons and like i was really adamant that the game on screens be third person for a while like that was an example of like really bad design on my part because it made it really impossible for creators to like build a world that was cohesive because maybe they'd build like an escape room in vr and they're like well i've played it in vr and it works in vr and then you go in on screens and it was like okay well i need to pick up this post-it note and read this really

tiny writing and i can't do that because i'm in third person and so that was like a dumb move on my part but you can see what happened like i remember you you were showing me you're like well here's the um and this was in what 20 early 2018 it It was like, here's the view. If you want to stream on Twitch, it goes to this like third person view so that, you know, it's not this like, I want to vomit because I'm seeing through someone else's headset. It's a third party sort of camera up behind me view.

And you could imagine like, well, we should translate that. You can see why you would want that to be the case. That was my design contribution that probably wasted like six months of dev time for somebody. So if they're listening now, I apologize to them. All right, listeners, our next sponsor is a new friend of the show, Huntress. Huntress is one of the fastest growing and most loved cybersecurity companies today. It's purpose built for small to midsize businesses

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the industry leader in endpoint detection and response for the eighth consecutive season, and the industry leader in managed detection and response again this summer. Yep. So if you want cutting edge cybersecurity solutions backed by a 24-7 team of experts who monitor, investigate and respond to threats with unmatched precision, head on over to Huntress.com slash acquired or click the link in the show notes. Our huge thanks to Huntress. Nick, I have a question for you. Yes. This is just like based on what we were just talking about. Was this a consideration when you were thinking about your currency? Like, wait a minute, can we get cash on the balance sheet? Like, can we have a nice cash flow dynamic here from asking users to buy REC tokens? And then maybe we don't

need to raise money as soon. Oh, from basically treating this as a float? Yep. I mean, honestly, the way that it played out is kind of like when we first introduced this system, still the majority of the currency was coming through our sort of items. The Fed. So yeah, basically it was like,

well, yeah, mostly what people are buying is government services. And so that wasn't a huge consideration for us um you know you you can see like as more and more of our economy shifts from like a rec room specific like we're selling shirts to users selling shirts yeah you you really do get a float on this like and and the the benefit of like these kind of ecosystems is it's not so much the float i mean the real value is like this is a much more scalable way of growing your revenue like it's it's hard to grow your revenue by being like i am going to continually come up with new services and new items and like every time i want to have

a new hat or more hats i need to hire more people over here but if you build tools to let people do it um you just get a much more scalable catalog and so you know in the beginning it's a much harder way to grow revenue in the long term it's a much better way of growing revenue hmm it's fascinating so speaking of by summer early 2019 to summer 2019, you're seeing some green shoots. You're starting to get through the trough of sorrow. What are green shoots, David?

Green shoots. Green shoots. Yeah, so if I'm going here, I'm looking at our summer 2019 numbers. So by that point, screens had passed VR. So it was like the larger audience. We had launched on mobile. Mobile was our fastest growing audience. And VR was still doing well, just hadn't grown since 2017, at least in user base. We grew a lot on the engagement side,

but the user base stayed around the same. So we're like okay we found growth outside of vr and we actually raised a series b in in april 2019 and largely it was like look we took this vr wii sports and we turned it into a cross-platform user-generated content platform and we're about to launch on mobile that was kind of the story for the series b it was like you know and i was like showing people the the mobile build and like praying it wouldn't crash while i was like doing it um because you know we had basically taken like a playstation app and like we're gonna run it on an iphone and that should work fine i guess it was that did madrona lead that round locally that was index actually that was index that was indexa lead that round locally? That was Index, actually. That was Index. That was Index, yeah. So that round was still kind of a story round, right?

Yeah. I mean, I think the thing that they were looking at was, well, it would be interesting to ask them what their thesis on it was. I think the interesting thing that they were seeing was, this is an app that has been around for years and is still growing and it's taken some like interesting turns like the this user generated constant thing it's clearly not what they were doing to begin with this multi-platform thing clearly not what they've been doing from the beginning but like both of them are working now and maybe this team has you know more uh more ways it can evolve so i think it still was that story like at that point our revenue was really de minimis um yeah our revenue was barely existent i think i think we like i think we had like one month of revenue i think we were we we made like

20 grand in a month you know i, I think we were. Yeah. You had a 2021 revenue multiple on your fundraise on that. Yeah, something like that. Or a 2021 era revenue multiple. I think we were only monetizing on like one platform. That might have been it. I think we were maybe only monetizing on like Steam, but not on PlayStation and other stuff. So it started growing like pretty quickly after that. But yeah, at the time it was was largely a... I think we had

interesting engagement numbers. We were soaking up a lot of minutes. But in terms of a business, you really had to squint to see it. So kudos to Index for squinting pretty hard. So I think, I want to ask you about this. I think once you turned on monetization across all the platforms and the economy started to work, it seems like pretty quickly after that, the business became a really good business, right? You were generating a significant amount of revenue at pretty high margins, right? Yeah. I mean, I think you can, especially if you break out like, okay, what's fixed cost versus variable costs right like the the cost of supporting the service of rec room is is relatively small it's like okay well we need this these services like we need azure services and we need

you know maybe this networking middleware and then we need uh moderation teams so you're like okay what's that cost you're like wow wow this what's that cost? You're like, well, all the scales really nicely. And so like, you know, most software businesses, it's really a, okay. And how much do you want to spend on R and D to ensure that you're growing, you know, years down the line. So yeah, the business is, the business is growing really nicely. I think there's really, really interesting dynamics from the user generated content side, just because the the the revenue can grow really nicely without much input from us and then if you look at like the way like we have slightly lower margin on that revenue you know versus us selling some of it out to creators totally but it's really like we're happy to pay that out because those users are so valuable.

They create so much value for us. They do such a good job of evangelizing the app and going and finding new users. I would rather spend money on that all day long than buy more ads on Instagram. So the two things I wanted to highlight here that you just did is, one, the beauty of this model is you don't really need to spend much if anything on user acquisition right because you're as you as you said your creator led growth it's your creators that are creating amazing things that are spreading the word about it that are bringing in users right yeah i mean we we've started we started doing some paid advertising it like maybe two months ago.

And so we're like experimenting with it. I mean, I think there's probably some number greater than zero where it makes sense. But I think everyone who's been in the venture game knows that performance marketing is not, you do not get economies of scale, right? In fact, it goes the other way. Like the more you're spending,

the worse each incremental dollar gets. But that's not true. It's me playing pinball. Like I put a quarter in every time and eventually the ball goes to the bottom. Yeah. Except you're like, you run out of like the good pinballs early. Yeah. Right.

Yeah. There's somehow there's worse and worse product market fit with every additional pinball that gets loaded in. Totally. Because I mean, think about it. Like let's say you're building a a golf game on ios that's like cartoony so like the first couple users you buy are like i love cartoons and golf and i have a phone and then like exactly what i was looking for from then you're like okay

well we've got all those users next up we're like you kind of like the pga and like maybe we can get you into this like cartoon golf game because you like golf in some way right and then you get all those users and then you know instagram's like well these users like being outside i think and like maybe sports and like that's kind of related it's fun trust us yeah and so you're paying incrementally more and more to attract these users that want your thing less and less and and so, you know, I think there's definitely an amount that makes sense to spend in performance marketing. But like, I think this is how a lot of people get in trouble is like, they're going to force performance marketing to work. And like, the only way you force it to work is like,

you spend on those users that don't really want your thing. And so with the creators, like I would much rather pay creators more money and help them figure out like, okay, here's more money. Now your incentives just went up. Go find the sub community that really vibes with the content that you've created. And they don't need to even love every part of Rec Room. They just need to love the thing that you built. So like we can have these kind of sub communities that are, you know,-led like i love very specific parts of youtube they're very different than i bet what you guys love certainly what jenny loves like that's great yeah i think twitch does this really well i think there's like a lot of different tones and styles and personalities on there and you know they'll go and find their their people that make sense for them and that's what we want to happen in rec room as well like we want you to go be able to build your little sub-community. And if you're a user, we want to help you find your tribe. So when you come in, we want to help direct you towards the content that we think is most likely to light up your interests. It's very akin to the concept of marketplace liquidity. I remember

a great realization that Dan Lewis opened me up to when we had him on for the convoy episode was, he's like, look, the reason we need tons and tons of loads and tons and tons of truckers is because there is one trucker load pair that is optimal. And then the further and further you get from that, literally physical distance, the worse of an economic deal it is for them because they're going to have to drive to come pick up the load. They may not want to. it might be the wrong day and like if we can get everyone on the platform then we can always find the perfect match but when you're subscale you're

in this territory of like most of the time it's probably suboptimal and it's probably too expensive of a transaction and you can just sort of see that playing out in the world of games where you know or i suppose the meta the world of metaverses where the the more people there are on the platform and the more sort of um uh flexibility there is in the system the more opportunity there is for people to find their tribe that's why the internet is so great there's incredible marketplace liquidity on the internet yeah i mean i think and that that's that's the battle that's about to be fought is like what is the long tail of your metaverse, right? So the other aspect that we've already touched on is, you know, while it's probably not, maybe not something you guys think about as actively, you do get a float out of this.

It's like the users buy tokens up front, and then they use Rec Room, and then they spend those tokens over time to creators who then over time either cash them out or don't you guys are generating fluid it's the same deal with um you know roblox it hasn't been covered enough about why you know people say roblox is unprofitable their revenue numbers are still it's like no no it's accounting roblox is very very profitable yeah very very cash flow generative yeah So this like all shifts, the business pretty, you know, like everything slow and then fast. So last fall you raised your Series C, right?

Yeah. So in November, we raised a Series C. We raised 20 million from Madrona. And that's like eight months into the pandemic. That was eight months into the pandemic. And like, you know, know look the pandemic had been it it had definitely driven activity for rec room like the moment lockdown happened you can just you can just see the jump and rec room started getting used for a lot more unusual non-gaming things during the pandemic that was where we saw you know teachers teaching classes in there,

people holding group therapy sessions, people having family reunions. There were a lot more weddings happening in Rec Room. So, these were just a bunch of things that we were really excited about. It just showed the flexibility of the platform. So, we did that raise in November. And then we launched on Xbox in December. And then and then quest 2 you know back to the point about like vr like you know platform shoes and oversized denim jackets like it goes in and out of style man and like it's coming back into style um and you know quest 2 like oculus like i have to give them props like they they build an amazing headset at an amazing price. They did a great job marketing it. And we're seeing amazing VR growth. And I think that's poised to continue as more and more people start jumping into that AR and VR world. And it seems

like that's likely to happen over the next couple of years. So we're really excited about that space. Do you see this 660% growth in 2020 more attributable to we have the best product market fit on VR and there's this incredible VR device now that sold well or is selling well? Or do you see it primarily attributable to it's the pandemic and people need a place to congregate that's not the real world? You know, I don't know that I can assign it to one variable. It was kind of like all these variables kind of clicked at once. Like we launched on Xbox and we were like the number one free app on Xbox for several weeks around the holidays, which was very... Didn't you double your user base like in one week just by being launching on Xbox?

I mean, Xbox was a huge amount of growth for us. And we were really surprised by that. Like we didn't really do any marketing. It was a pretty soft launch in terms of like how much noise we made about it. But there was a lot of pent up demand there. The mobile app was clicking and it's been the fastest like growing group. And then you see VR starting to take off all the while the UGC ecosystem, you're seeing great content getting built and we start paying creators and you just see like all the incentives spin a little bit faster. So it's kind of all of these things kind of clicking at the same time and i don't know that i could assign

oh yeah and then i guess there was like covid also happening like if kids are only going to school for like two to three hours a day they have an additional couple hours to play video games and that's largely what they're doing with it and so we saw all these converging factors and it was really like wow hey the business is doing very interesting things during the last months of the year here but like i guess the the thing to take away from this and i would tell anybody else that's like starting a company is these are things that we started talking about in like 2017 and and it's like 2021 and it's like okay well now it's not a it's not a miracle that needs to happen anymore it's like a system that exists and now we need to like optimize it but like very little very few things that are like worth building

can be built quickly you guys are ever a testament to that so i imagine you know without we can get into whatever level detail you want but you know going from um the whole dynamics i imagine must just have been so different going from uh hey we need to raise money in the beginning to like build this thing to then like we need to raise money like it's still a story we're building this thing that now you don't need to raise money and and case in point a couple months after your last raise your insiders are like let's have a lot more money at a much higher valuation. What does that felt like? Did you see this transition coming as a CEO or has it been surprising as it's kind of happened?

Oh, I mean, I think it's definitely been surprising. I mean, I think the entire ride of Rec Room has been surprising. And, you know, when I look back at what I was thinking during all of these different months in the past, like I was wrong, like a lot, like I was wrong all the time. And I think the thing that we built was we built a really robust organism that could survive me being wrong a lot. Like that's what Rec Room is, is like, I don't need to be very right about like what's VR gonna do this quarter because like our businesses depend on that. And I don't need to build like the best room in Rec Room this quarter to drive growth because like users are publishing, I don't know, 25, 30,000 rooms a day.

So like there's plenty of content there. And I don't need to worry about like what's our next revenue generation tool? Because we've built tools for users to go figure that out and they're experimenting. And so like when we were fundraising, I think there's a lot of times I, like most of our fundraisers, we were just like, look, we're playing for time. Like we think we're at a point where we can fundraise and we think that the combination of the partner, the plan and the price match up. Like we like the partner.

We're willing to like enter into a marriage with this person. The plan for what we can go build with this money is interesting and has a possibility of inflecting the business. And then the price is a good risk adjusted value for both the investor and us. So that was basically like the calculus that we've done for every raise is we very rarely burned it down. Like, I don't think we ever burned it down to like, we have two months to live. And if we don't raise like, we were always raising, you know, pretty far out from from, you know, day zero. And then I assume this fundraise felt very different. This fundraise felt very different this fundraise this was not like a hey it would be nice to have more cash that this was uh this was the first time

you didn't approach an investor but an investor approached you is it fair to say that i mean they're they're insiders so yeah constant communication no i think that's accurate i mean the dynamics of this round were really i think, I think it was an internal gut check for us of like, do we think we can build something that's going to last for decades? And if we are, what's that plan look like? You know, what does this look like as a standalone business? What is it going to take from a capital perspective to get this to a standalone business? And then if it's really going to endure, like, what is the scale that it needs to get to? And, you know, I think we just kind of worked backwards from there. We were like, okay, it's going to take a lot of money. It's going to take a lot of time.

It's going to take a lot more people than we have right now. And if we can be patient about it, you know, we think, we think there's a huge business that can be built here, but it's just going to take money and time. And do we want to, we've seen what the oscillations of the market look like we've seen the peaks of vr happiness we've seen the troughs of vr unhappiness like the same thing might happen here like metaverses might be hot this year they might right trow next year for two years roblox is a 40 billion dollar company on the public markets today a year ago it was a four billion dollar company yeah you just don't know totally um and so we were like do we want to this is our opportunity to untether ourselves from the emotions of the market and

really take a long-term play here so i think that was really the question we asked ourselves was like, okay, what does it look like for Rec Room to be, you know, 100, 500 times bigger five years from now, 10 years from now? What's it going to take? And I'm thinking a lot about listeners out there who have fundraised for their startups. And they always, you know, there's the deck. And then one of the later slides is a use of proceeds. And you always got to say, like, here's what we're going to do with the money. And then here's the milestones we're going to hit with the money. And when you have a very different fundraise like this, that is an offer coming to you, like, do you have to have a plan to use the money? Or is it okay to say, like,

we may not spend all this money. Like, we might go public with this much money in the bank still and, you know, just like Zoom and that's okay. Well, I can tell you, I mean, there are a lot of things about Rec Room that are probably idiosyncratic and like there are many things that we did that I would probably advise like other startups not to do. But we've always been kind of vague around use of proceeds like in past rounds because we were kind of like well that's you know that's the charm of rec room is like there's not really like we're making it up as we go along yeah totally and you know we'd kind of point to the past like you know here's things that we thought we would do that we didn't and here's things that we never thought we would do that we did. So I can like make up a slide for you and show you what those things seem like today, but like know that these

could change. So I mean, we were always upfront about that. And I think it's self-selected. You know, there were some people that were like, this is bananas. Like, what are you guys doing? Like, this is your deck. This is crazy. And then I think other people are like, well, this is a refreshing level of honesty because like I've been in enough board meetings to know that like none of these plans survive contact with reality. Yep. So for this particular one, yeah, I think there was more a conversation around how big do we think this thing can get? Like realistically, what do we think the value of this thing can be. And I think, you know, we, I spent time, like, I basically like write little notes to myself over the years of like, here's how I'm feeling on this day. And

like, here's what I'm thinking. And, and, you know, when I look back, things always took longer than I thought, but they were always bigger than I thought. That was kind of like the, like, if I could write one lesson for like all the things that I was looking at over the years, it was, I was always like, man, I wish this thing was happening faster, man. I wish this thing was happening faster. But then when it finally did happen, I was like, Oh wow, this is so much bigger than, I thought this was going to be like a 50% increase.

And it's like a 10 X increase. Like, so you're probably out ahead on an IRR basis, even though it took longer. Yes, exactly. Yeah. It's just like, I, you know, I think we don't do a good job of thinking about non-linear growth like humans yeah and so this was an opportunity to like okay how do i protect myself against my own biases of and inability to predict like okay well having a lot of money hiring great people making it clear to them what the problems are and then stepping back like this money lets us do that and it also it also puts you into a league

that i think helps with recruiting in a lot of ways like there's certain dollar amounts like there's certain valuation amounts where you're like well i'm not joining a startup that might not be here in a year which i think is is definitely a fear that many people in Seattle have. Like I think if you're working at Amazon or Microsoft, any startup seems like impossibly small, whether it's two people or 100 people. And so this was one that I think we thought could help a lot of people in those bigger companies get comfort about, okay, like I'm going to go join this company. It's legit. It's going to stay around for a while, but they're still really taking risks and thinking big. Like we wanted to have it both ways. So this allowed us to do that. And you're like 60, 70 people. Do I have that

right? We're like about 90 now. We're hiring a lot. Cool. Well, David, do we want to move on to powers? Yeah, that's what I was thinking. So long-term listeners to the show obviously know we're huge fans of Hamilton-Helmer and seven powers. And one thing we like to do when we, you know, just Ben and me analyze companies is we decide what we go through the seven different powers that companies can have according to Hamilton. And we identify which powers companies have. I don't think we've ever done it live with a CEO before, but if you're ready to be a guinea pig. Sure. Go for it.

Let's do it. Okay. So the seven are counter-positioning, scale economies, switching costs, network economies, process power, branding, and cornered resources. So maybe I'll jump in first give it let we did that lp show on roblox and i'm trying to like remember exactly what i said there because i don't see why it would be a lick different in this case and i i know i argued fervently for something and i'm trying to remember what it was so i don't contradict myself and be like i know oh yeah we're on the spot well okay so i'm gonna go first uh selflessly to give nick a break to think selfishly to take the incredibly obvious one

of network economies it's not just a network economies but it's a network economy economy with the layer of rec tokens in your own currency as well. And the value that... The way to think about network effects, network economies, is as more users get added to the system, it grows value for all the other users in the system. Great. But the thing about it is there's a multiplier. I'm thinking about an algebra equation. There's a constant that you have to put in front of that value which is how much value does each incremental user a coefficient one might say what's the coefficient exactly yeah yeah thank you ben what's the coefficient and for something like rec room the coefficient i think is actually really quite high because

you have such a high conversion rate from user to creator. And once you become a creator, then that value that you're adding back into the ecosystem, obviously, there's a scale. Some people are adding tons of value. Some people are adding little value. But overcoming that hump to become a creator then enables more super creators. That's my thoughts. I'm going to let Nick go next because he's had a long time to think.

You just want to go last. I think we talk about scale economies a lot. I mean, I think that's what we, especially for our creators, we're like, you know, the bigger rec room is the more people you're theoretically reaching and so you're the higher your potential reward is you know a viral hit in rec room is worth x today and we hope it's a thousand x a couple years from now and so i think that that contributes a lot to the you know if you're a creator like you want to jump on these ecosystems early while they're growing to try and get the value from that you're like okay now it's it's achievable for me to chart if i wait a while maybe it won't um and the value in the future will be so much greater so if i can

get that positioning now i can benefit from the scale later do you guys do we should ask this before do you do any highlighting of creators uh the user base? Oh, 100%. Yeah, we select like featured rooms every week. We're constantly looking for ways. I would say if you come into Rec Room, you'll see a mix of like, here is an algorithmically generated list. And then here is an editorial list that's selected by staff. And are you looking for either in the algorithm or editorial,

a combination of established creators that you know this stuff is awesome and new creators to kind of keep constantly seeding the ecosystem and giving new people a chance? I mean, we run contests all, a good example would be like every quarter we run a contest where we're like, I think the last contest we ran was like movie magic so we're like okay build a room around the concept of movie magic it can be like a scene from one of your favorite movies or you know can have like some cinematic flair to it or you know something like that and we we actually do like a an in-game ceremony where we're like okay the you know the the best horror room was this and you get to come up and

like take your your trophy and give a little speech it's called the roomies um and one of the ones that we we highlight is like the the emerging creator like who who haven't we never seen in a contest before that has really impressed us because yeah like two contests later those people are like the masters of of rec room tools and they're teaching classes in Rec Room about how to use these tools and bend them to their will. So, yeah, I mean, we're really on the lookout for that like young, nascent talent for sure. And we've hired actually quite a few people that have like work at Rec Room today were people that were in the community. And we were like, good God, they're building like amazing stuff. That's so cool like i wonder if they would come and give us feedback on like the tools that we're

building or help us test them to make sure we're not breaking them or explain the way that the tools work to other players like teach classes in rec room so rec room has been like we keep an eye on it one because it's like valuable for the ecosystem and two it's like a great source of hiring right the only last one that I was thinking about was, do you guys think you have switching costs? Like Apple Podcasts has switching costs over David and I. Like if we were to move and be like, okay, we're done with podcasting. We're going to be YouTubers now. Like that we would never do that because we've sunk so much into this investment wise. It would take us years and years and years to rebuild the same sort of not only audience but frankly like understanding for

the medium on a you know something that's not podcast does the same thing happen to creators in rec room oh i i think so i mean i think i think there's the way that you build in rec room is just so unique and it lets a group of people that otherwise can't create, create. Like every other tool like Unity or Unreal or even Roblox Studio just feels really, really different from Rec Room. And so I think it's hard to transfer those skills over. That non-transferability though is also the thing that like lets all those people who couldn't otherwise create, create. But yeah, I think once you, especially once you build up your audience, like if you have tens of thousands of subscribers in rec room and they get notified every time you build a new room as well,

like there's a cost to switching to another platform where you maybe don't have that audience and you don't have that, that notification engine. Yeah. The last one I want to, uh, we will be remiss if we didn't at least ask you. I suspect I know there are, well, I'm going to ask you first. Is there an element of counter-positioning here versus Roblox relative to the age of your user base? Remind me what counter-positioning is. Maybe. Counter-positioning is if you are doing something in your product or business

that if your competitor, if your established, entrenched, incumbent competitor did it, it would torpedo their business. Or at least be value destructive to them such that it's not economically worth them chasing you into the thing that you're doing. Yeah. I don't know if that's true. I mean, I think Roblox, like they definitely have a very young user base and I think they're trying to grow up with that user base. I don't know that there's anything we're doing that necessarily precludes them from, from doing that. I think we, we think of Rec Room as like fairly distinct from Roblox. Like Roblox has sort of more of like a two-sided marketplace where there's like two kind of independent groups like creators and and consumers and those groups are separated by

probably like a 20 year age gap it's like there's 9 to 12 year old players and then the creator basis is probably like you know mid-20s 30s maybe older like you're coding you're you're using a game engine and rec room kind of just sits in between there. We're like, hey, we just want teens who basically want to play games or create games, and you can do both of those in the same session. So I think that the difference between us is maybe more... Maybe like... Look, Instagram is very different than Photoshop, right?

Like, Photoshop has a more powerful tool set, but the people that are looking at the content that are produced in Photoshop and the people that are working in Photoshop, it's not the same group. But Instagram, it's probably closer like, well, you know, I could be a creator, I could be a consumer. Tools are pretty simple. I think we kind of sit more in that category. I love that analogy. It's funny. I thought you were going to say difference between Instagram and Facebook and the networks and the ages. But yeah, no, I like that. I like that analogy even better.

Well, I want to jump into a section here that's an acquired staple. What would have happened otherwise? And this is an opportunity, Nick, if there's any that you're comfortable sharing with, is there any counterfactual that we should talk about? This could be that the company got acquired or that the company shut down or, you know, you decided to sign some big partnership. Anything happened in the records? Is there a moment when history turned on a knife point? You know, I think the ones that probably jump out in my mind were, it was a very intentional choice

to, like, I think we could have buried our head in the sands with the vr thing and we were like look we've we've had success to date every you know sign is pointing to this being problematic but like damn the torpedoes full steam ahead and i think that would have been a really bad idea i think we probably would have run out of money in like 2019 look there are plenty of other i don't need to come up with a counterfactual for that one. I think there's other companies out there that have proved that for me. So I'm really happy we made that choice.

It was tough though. Like that was really, really tough. That was tough for the community. It was tough for the team too. Cause I mean, I think, you know, the team is really sensitive to like what the community thinks of Rec Room. It really means a lot to them. And so if we ever make any changes where the community is really sensitive to like what the community thinks of rec room. It's, it really means a lot to them.

And so if we ever make any changes where the community is not happy, like, man, I, I feel it like in my stomach, like I, I wake up with it every day. It like really pains me.

Um, and there were a couple months of that for sure. Hmm. I mean, you were, you were in a little bit of a Kobayashi Maru situation where like the, if you had buried your head in the sand and gone VR, VR, VR, you would have died. If you had completely pivoted and be like, we're going to be an app, then you wouldn't nearly have the power that you have today as a business. And you decided, hey, there is a door number three. We don't have to pick between these two kind of impossible, neither are good options. Yeah.

And I think even when we were making that choice, we were like, are we just fooling ourselves to think that this is like really, like this is really going to work? So I'm happy that we did. Yeah, but you didn't know. No, we definitely did not. And then, you know, at various points in Rec Room's life,

when it has been harder to find growth or harder to find, you know at various points in rec room's life when when it has been um harder to find growth or harder to find you know investment capital we have had chats with with various folks about like hey does it make like you never need to worry about financing again just come into the big warm arms of the the big tech company and we can we can figure this out for you and you know i don't know what that looks like. I think the moment that you accept that, you're giving up your agenda for someone else's agenda. It's no longer like our rec room. It's no longer the community's rec room.

Some large company is buying it for a goal or an agenda that's not ours. And so I think it really depends on what the company is to figure out if that aligns. I would say to date, we've never lined up like, hey, we think this is in everyone's best interest to join powers with this other thing. And actually, it's been great. I think that was one of the things that really attracted us to this round was like, hey, there isn't a capital deficit that we need to go solve. We can just go build. I was going to say, I think that isn't a capital deficit that we need to go solve. We can just go build. I was going to say, I think that's one of the things that I hope in a few years when we all look back on this period in history, we may be laughing a little bit at the exuberance in the market that certainly lots of people talk about. And I don't mean with regard to, I think your valuation is incredibly well incredibly well deserved and you've been on such a journey and like the market's

hot right now like if you're yeah the market's hot let's be clear listening to this podcast and you think about raising money like now is not the worst time to do it yeah now now is the time but i do think i i hope that this will be a really good enduring outcome of it which is that you don't have to sell your company anymore. Like if things are working and even, even if like, if you think things can work in the future, you don't have to ever sell because you can raise money in the private markets. That's been true for a while, but you can also be public now. Like there are Ben and I've talked about this a bunch as a theme on the show. There are so many more five to $20 billion tech companies out there and will be out there than anybody ever realized.

Whereas I think before this era, it was kind of like, okay, great, you're going to sell your company for a lot of money to a big tech company. Or you're going to be one of the very, very few that can be an enduring standalone big business. And I just don't think that dichotomy exists anymore. That's a good point yeah i mean i think especially on the consumer side with more i think you've seen more consumer apps shift away from the advertising model and i think the advertising model really was like there will be one right like there's so many parties involved, like having a subscale ad business just sucks. Like you're just going to have a bad business and you're going to have an inefficient marketplace. Yeah. I mean like, and it's a testament to what Google and Facebook

built. Those are like unassailable businesses, right? Like, and, and having, you know, one 10th of their scale is worth one 100th of the value they have, right? Like, it's just you're, you're pushing the that's the Sisyphus pushing a boulder up a hill, you're never gonna make it right. Like, it's just never gonna happen for you. And I think with more companies, especially on the consumer side going, like, hey, we're we are not going to use an advertising model, it's just going to be this different exchange of value you can often build you know better businesses at smaller scales and they're not as subject to like winner take all sort of mentalities i think that's that's what you see in the gaming space there's like a lot of very big profitable

games um there's not just like one game uh but it's not as true in the social media space there's there is like one one ring to rule them all. That's a really great point, especially as social media heads into the world of microtransactions and a little bit away from advertising. I mean, assuming that the next generation of social media is VR and AR, then it's very likely that there's going to be a direct supported model of the next sort of platform where everyone spends time and interacts with each other. You know, I'm probably like under educated on this, but my impression is that the market in China is less advertising driven, like a hundred percent. Yeah. Tencent. And I'm, I'm curious to know like how that's affected the dynamics of like, does it create more room for, you know, smaller companies to, to shoot up? Um,

yeah. Yeah. Well, I think the dynamics are very different. Yeah. There's definitely a lot more medium sized companies shooting up, but yeah. Yeah.

To, to what to attribute is, uh, it's kind of like your comment earlier, five things are happening all at the same time and it's kind of hard to, to have attribution. Um, before we move on,

Nick, I want to ask you sort of one, I think cause you're a friend, I feel comfortable asking this on the show, but the warm embrace of a big company is a very rational decision for founding teams to make, particularly economically. And is there something you feel as you sort of look at yourself or your co-founders from a personality characteristic where you're like, that actually probably played a role in us deciding to stay independent? Hmm. That's a reasonable question. I guess I've never maybe examined it as deeply as I should. I mean, look, I think anybody in my shoes is trying to, like the larger these things get, the more incentives, like the more people that have incentives in these sort of decisions.

And at this point, I'm, you know, I'm always trying to find choices that align well with the community that's playing Rec Room, the people who are working at Rec Room and the investors who have invested. And I think the longer you go, like, the thing that got you here was betting on yourself, right? The thing that got you here was betting you could keep making it bigger and bigger. And so, when you come to those crossroads, you're like, well, hey, this thing has worked for me in the past. Like, do we take the chips off the table or do we double down? Well, doubling down has been the right choice for X long and it's worked out for the parties involved.

And so I think it's just like, that's the decision that we've gotten comfort with for X many rounds so far. And so it's not to say that we'll never get comfort with maybe tying up with a big company, but I think we've been through enough good and bad that we're like, look, there could be bad coming and that bad could last for two years, but we know there's going to be a bright spot on the other side and we won't get demoralized. And we've seen

the team hold together through those like storms. And so I don't worry about it as much as maybe I did for a while. I think a lot of people worry like, oh, everything we're going to, we've built could disappear in six months and i definitely worried about that more like in the early stages of the company where i was like man it feels it feels like this could all disappear like i can't believe we got here and then now now that i've seen like the team really persevere through some some dark times i'm like okay the the engine that we have built has a lot of grit so it just makes it tough i mean i think when you're chatting with other companies then

like they need to believe in what you've built more than you believe in what you've built to make the price work you know yeah right that's essentially what needs to happen and like i'm pretty bare or i'm pretty bullish and i think like like i think that's just that's just the challenge that you run into i think the longer longer you go. Right. Well, thanks for answering that. Sure. I did. I appropriately like dodge your question. No, it was perfect. It was great. It's actually a great company CEO here. That's a great, uh, it's a great segue into playbook, uh, which, you know, I think we've

touched on a lot of themes here that don't need to be rehashed. But there is one that I really want to highlight here. And I can't say enough, at least my perception from the outside, the value this creates of one single world. Across platforms, you're not creating a bunch of servers individually, like Minecraft or something like that. You have a fluid economy and a fluid set of social experiences that are able to all happen on one single place. And sure, you have rooms and rooms have limits. But it seems to me like we've touched on this idea of liquidity or of finding the perfect match between creator and someone experiencing something in rec room i just wanted to sort of like pose this

question back to you for how much gravitas i give that characteristic of your business do you feel that that's sort of as important as i'm drilling in here? Like that this is one cohesive world that's like, oh. Yes. Yeah, I mean, I think it is really important. I think it's the element that gives you brand. Like every picture that anyone takes in Rec Room is recognizably Rec Room. I think it's the element that gives you economic control.

So people often will ask me like, are you going to do anything with NFTs? A couple of years ago, like ICOs were all were all the craze like are you guys going to make cryptocurrency and my statement to a lot of people were like look the value of those entities is that they are decentralized like that's the value and the value that rec room derives out of its economy and its things is they are centralized that's the value so like we would be throwing that away for a buzzword right like we don't need decentral like in fact we don't want decentralization we want centralization because

it's like paramount like if you think about the economy transition that i was telling you about like imagine going through that with like like a cryptocurrency like you'd never be able to do it right right lobbying 50 plus of the community to be able to flip to your new yeah i would be subject to like whatever stupidity i put down in my white paper five years ago like and like i i guess that's the that's the thing that i would i would tell most people like maybe other people are really good at forecasting like i am not and like that's we we just like face that that decision head on and so we're like okay how can we build optionality into the business so that when we're wrong, we're not trapped in a corner?

And so centralization in that one big world gives us a lot more control over being when we're right and when we're wrong. We have a lot more levers to try and shift the game or the economy or the ranking algorithms to favor activities or actions we care about. Yeah, that makes a lot of sense. Well, the other one that I do think is worth just highlighting here, because it so dramatically affected the trajectory of the business is the realization you had that your growth was governed by someone else's growth, and by being captive to one platform and betting on that future. To the extent that you make the decision

to become a venture-funded business where the capital you're taking is expensive and it is intended for ultra-high growth businesses, you become a business that needs to go seek growth. And I don't want to put on you that capital was sort of dictating that to you. I think that was a goal of yours too. But it does strike me that there's a lesson in there for other entrepreneurs where they can sort of look and say, in the business that I'm starting, am I in control of my own growth or is my growth governed by someone else? When we first started the company, I had never heard of a series A round. I had never heard of, I didn't know how you pitched investors actually

probably like one of the best stories that i think i've got is like madrona who led our b round i went to pitch them for a seed round they were like this was not very good like this this was bad like i didn't i didn't make it to the next meeting and i emailed them back and was like can i come back next week and like i've worked on my pitch and like and they were like no like that's not how this works at all um but i mean like that's how dumb was we were was they david they were not david no this is before i met david i think no this is um it was so funny because when when nick and i did meet later and i didn't know nick and talked to other folks and and then i told everybody i was like oh man this company's at people like wait are we talking

about the same person here like i so i think the learning curve was was sharp we we we just started at zero like let's so our first couple interactions with with venture um did did not go very well and so we were also looking for publishers and so publishers if you're not familiar like in the game space they'll basically pay you per project so you're like hey this is the project i want to work on it's going to cost me 10 million dollars to do this thing they're like great we'll front the money you're talking about electronic arts activision yeah totally there's a bunch um we'll front you the money and we'll pay you for this very specific project and at the end of the project we want x percent like we want to get paid back and then we want x percent of the excess

capital that this thing brings in and that can be the right decision for a lot of games but because of the way it's financed it really does finance a very specific type of game you are not going to build a services game that has like an uncertain roadmap with that model because you have to know up front like hey two years from now i'm going to ship this thing and the moment it ships i have to step away because i actually can't finance it anymore like the publisher has only financed it for these two years and so that's where you get these like discs that ship and then the moment it's out the door you're like okay we're on to the sequel for that thing because you have no way to finance the continued growth and iteration of

the project and even if you could like the economics are really not in your favor you're like you're probably splitting the revenue right like 50 50 maybe worse with the publisher probably worse yeah it's like a movie it's like a band of contractors that comes together has a budget burns it down and then there's no more dollars left and it's not like you could do anything anyway yeah totally and so I think as a result of interacting more and more with the venture space, like, you know, a lot of people are like, oh, well, if you take venture dollars, you're going to be forced to grow. And I think you're more like, look, it is a framework for thinking. Like if you were to, the returns they're chasing

are very specific and it will force you into a very specific way of looking at the world and making decisions, which is not a bad thing. It's just like you are gonna swing for the fences like that's the the game you're playing is like it's about home runs it's not about bunts it's not about singles like it's about home runs and so you're playing home run derby like you so i think that's just the the way to think about it is like there there are ways to finance any type of project, just understand that if you have specific ambitions, venture can be right for you, or it can be wrong for you, depending on what your what your goals are. And I think we realized pretty quickly, we were like, look, we don't have a two year plan, we want to work on this for a long time, like a publisher

is never gonna be the right choice. Venture has to be the way we're financing it. And this is the things that they're gonna expect in terms of like growth and margin and okay so like how do we feed that back into the decision making of like what is recrim gonna look like i don't think anyone has ever articulated that as well as you just did on this show it actually is really really good and i think uh to rabbit hole for one quick sec on it, because I think it's something really important there. I think people get a lot of cognitive dissonance looking at the venture market and financings

where they're like, there's no plan. How did you guys have no plan and raise all this money? Like, what do you need the plan? You need the plan. But you had the key point there, which is if you're financing a project in the context of a movie or a traditional game studio and yeah, you need a plan because there's a set amount of money and you need a set return on that afterwards. But that's not what venture is about. Venture is about the long-term asymmetric uncapped upside potential. And the way you can oftentimes, the way you can best

realize that is exactly by not having a plan. And by it, I'd be like, oh, shoot, okay, VR market dried up. All right, what are we going to do? We got to find that growth. Well, we're going to go to screens, et cetera, et cetera. We want to thank our longtime friend of the show, Vanta, the leading trust management platform. Vanta, of course, automates your security reviews and compliance efforts. So frameworks like SOC 2, ISO 27001, GDPR, and HIPAA compliance and monitoring, Vanta takes care of these otherwise incredibly time and resource draining efforts for your organization and makes them fast and simple. Yeah, Vanta is the perfect example of the quote that we talk about all the time here on

Acquired. Jeff Bezos, his idea that a company should only focus on what actually makes your beer taste better, i.e. spend your time and resources only on what's actually going to move the needle for your product and your customers and outsource everything else that doesn't. Every company needs compliance and trust with their vendors and customers. It plays a major role in enabling revenue because customers and partners demand it, but yet it adds zero flavor to your actual product. Vanta takes care of all of it for you. No more spreadsheets, no fragmented tools, no manual reviews to cobble together your

security and compliance requirements. It is one single software pane of glass that connects to all of your services via APIs and eliminates countless hours of work for your organization. There are now AI capabilities to make this even more powerful, and they even integrate with over 300 external tools. Plus, they let customers build private integrations with their internal systems. And perhaps most importantly, your security reviews are now real-time instead of static, so you can monitor and share with your customers and partners to give them added confidence. So whether you're a startup or a large enterprise and your company is ready

to automate compliance and streamline security reviews like Vanta's 7,000 customers around the globe, and go back to making your beer taste better, head on over to vanta.com slash acquired and just tell them that Ben and David sent you. And thanks to friend of the show, Christina, Vanta's CEO, all Acquired listeners get $1,000 of free credit. Vanta.com slash Acquired. Okay, Nick, so the way we're going to do grading, since we're not like grading a transaction here, is to speculate. What is the A scenario for Rec Room look like three years from now? And i think there's an obvious f scenario like you know we we could there those are like less interesting because like lots of numbers could go to zero

and anything multiplied by zero is bad um but like what's the b minus scenario what sort of worries you on like stagnation or how do things sort of like just plateau but before we get there let's talk about the the a aa plus like what in the world happens for this thing to just go gangbusters i think there's i think if you look at the video game space there's a couple video games that have transcended video games right like they are part of popular culture minecraft fortnite roblox mario like these things like everybody knows what these things are they have impacts well beyond gaming and so i think that's what the a scenario for rec room is is like we have grown into a space where rec room can have a positive impact well beyond gaming it can have an impact on

what digital entrepreneurship looks like it can have an impact on what digital entrepreneurship looks like. It can have an impact on what the future of digital events look like, what the future of the metaverse looks like. So that's the space that I'm most interested in is it's not really a financial outcome and it's not really like a valuation or we've IPO'd or we've made X number of dollars. It's really like what is the lasting impact that the brand and the product that we've IPO'd or we've made X number of dollars. It's really like, what is the lasting impact that the brand and the product that we've built has beyond the gaming space? I think that's really what I focus on.

And would that primarily be attributed to this sort of like creator-led growth strategy going well? I think it's probably like, how high up can we keep ramping those incentives for creators? Because right now we're like, okay, we're paying out X. And X buys us this style of creator spending this amount of time on their thing. If we can 2X that, do they quit their job and then focus on this exclusively? If we can 10x that, do they quit their job and convince five other people to quit their job and form a team to build this content?

So I think it's like how high up that ladder can you build? Look, if you're a platform, the true test of whether you're a platform is are other people building a business on top of your business? You're only a platform if that's true. And I think the question is like, okay, well, how big is the business somebody could build on top of Rec Room? Love it. And then the B minus, what keeps you up at night? How could things sort of just, hey, this is the top? I mean, I think the B minus is like, it's so easy to get complacent. It's so easy to be like, look at all the things that we've done. We crossed X,

we defeated these challenges. And i think if you spend too much time thinking about the battles you won you know you don't want to be that guy that like peaked in high school and is like still talking about like how they ran back some kickoff and and you know their homecoming game like i think it's really easy to become that as a startup where you're like we did this thing and it is it so is yeah so i think the and i think it's especially challenging as you as you grow as well like continuing to find people that want to push the boundaries of what's capable here like keep taking ownership and so i think the b minus scenario for us is just like oh man we get really content with like

patting ourselves on the back and like being so proud of what we've done. Anytime you're raising money, I think it's you have that temptation. You're like, I can view this as an end point. Like, like look at the success that we've achieved. It's this number on that number. Or you can view it as like, okay, the game just started again. Like we just put all of our chips onto the table, like time to play. And so that's what we need to do to avoid that B minus one. It's like, you know, you gotta keep experimenting. You gotta keep growing.

I love it. Love that. All right, well, carve outs. Nick? Mine is someone sent me Invent and Wander, which was like a collection of writing from bezos and was sort of organized by walter isaacson and it's bezos over i don't know like two decades and the consistency and like the long-term thinking that you can just see it through the writings it's like

this guy was writing about this in like the late 90s you know and you're just see it through the writings. It's like, this guy was writing about this in like the late 90s, you know, and you're just seeing it play out today. I think looking at the writings of Bezos over a long period of time just gives me a new respect for like the vision and the determination that that guy has exercised over just such a long period of time. I think it's really easy for people to forget,

like there was a decade when that business was like the smaller unloved stepchild of like ebay where everybody was like well ebay is like ebay is like the really good business like look like ebay has the superior model it's a marketplace not the high martin taylor yeah and like i i remember that i remember and i i like, like nodding along reading those articles of like, yeah, obviously, like, Amazon, how anachronistic, like, you know, managing your own inventory, like, that's crazy. And then you look at what they built it in today. And I think they just, they just slogged it out over years and years and years. I think that's how many of the tech companies go is like for a long period of time people are like oh this valuation is crazy and like this doesn't

make any sense and why are people wasting money they don't make any money to like oh my god it's way too powerful shut it down yeah um it's it's crazy how quick it can switch and i i think bezos just it's clear he has had this idea in his head the entire time um especially looking back at these old writings just very impressive that's awesome i love it such good to the list uh my carve out is so appropriate for this episode on so many levels it is my new favorite youtube channel called resonant arc. You guys heard of this Nick? No, I haven't. Oh,

you're gonna love it. Okay. So it's like, they do a whole bunch of stuff on there. They're way, obviously way better at video production than we are at acquired, but, um,

they're like, uh, somewhat like, like so nerdy, super, super, super deep dives on video games. And,

um, what got me hooked, I'd sort of casually watched it for a while. But what got me so hooked was they just did a massive five part series. Each episode is like three hours long about Final Fantasy eight, which like I remember playing as a kid the day it came out and then like got it the day it came out and then played several times as an adult. If you've played this game, you know it's a very controversial game, unlike all the other Final Fantasies. These guys go to town, like 15, 20 hours worth of content digging into this game.

It's awesome. Squall Leonhardt, the main character, right? Yeah. I remember Final Fantasy VIII. All right. I didn't realize it was the first Final Fantasy with a different director at the helm from all the previous ones,

which is why it was so different. Huh. The more you know. All right, mine is a YouTube video that I finally watched that I've had on my to-do list forever. And then I was catching up with someone who reminded me that I should be...

It's actually someone who listened to our Bitcoin episode and had some feedback and we were catching up and they reminded me you should watch this video. And it's called How the Economic Machine Works by Ray Dalio.

Have either of you ever watched this? I think I maybe did a while back. It's unbelievably succinct. It's unbelievably digestible at any level. You know, you're both, you know, four notches above the economic understanding necessary to understand this video. But it's basically a 30-minute primer

on the economy. He's like, we got three big things that happen over time. One, you have productivity growth. Two, you have short-term debt cycles. And clearly, we're experiencing that right now. And then you're always experiencing it. And then on top of that, you've got the long-term debt cycle. And he sort of explains recessions, depressions, all the different levers that the Fed has, that the government has, that wealth redistribution has, and when each of these different things are appropriate. It's just a crazy, succinct way to understand how to zoom out from our current conversation around oh no it's a bubble and say like well actually like what tends to happen over like several hundred years

out of an economy especially ours and here in the u.s and um and you know where might we be in the combination of these three factors in our current one and it's a it's old too it's from like 2012 or something so it's not it's not written for people pining to understand right now, which I think gives it a little bit more authority. And so I highly recommend it. We'll link it in the show notes. Well worth your time. Well, with that, Nick, thank you so much for joining us. Thanks for having me.

What do you want to plug? What should listeners go check out? Go check out R check go check out rec room yeah yeah i was so you we told you you could have just made rec room your carve out but yeah yeah go check it out send us feedback like the the app is far from done um and so we're always interested in people's feedback awesome well nick we we hope to have you back for part three someday. And I don't want to foreshadow what event that could even happen, but let's just say in the far future. What about, Nick, what about if people want to get involved in Rec Room more deeply?

They want to work with you. They want to get in touch with you, partner with you guys. What's the best way to? We are hiring. Yes, for sure so um so we would love it if you so go to rec room.com there's a bunch of jobs listed on there there's new ones being posted every week we would love to have you as part of the team i think we've found there's so much untapped potential especially in the the Pacific Northwest with the really, really big

tech companies. I think you see that there's like all the talent and startup ambition in the San Francisco space. And there's like all the talent up in Seattle, but like there's not as much of that spark. And I think there's so many people at a Microsoft or an Amazon or a Google or a Facebook that would enjoy their life more. Who are listening to this. Yeah, who would enjoy their life more on the startup journey. I mean, I wouldn't want a lot of them, higher highs, lower lows,

but definitely like a much more rewarding journey when you're sitting at the end of a five-year journey and looking back. I think there's like a lot more. There's a, it will certainly make your life much more interesting. I'll take it from Nick and I, both former Microsoft. So you could do, you know, this is another thing that Dan Lewis brought up during our

convoy episode, but I just have to say it one more time. Like, you always overweight the risk of joining a startup. You always think, oh my gosh, this is so risky. But like your downside is wildly capped. Like you could just go get your old job or probably a better one. And if it goes well, God forbid, like who knows what unforeseen doors

that opens in your future. Oh, for sure. And like, I think when most people are calculating, like what is going to happen at a startup or what is going to happen to me at Microsoft, like they're using the law of averages. And so I just asked them like, okay, are you average? Like, do you think you are an average person?

That is some serious jujitsu. Wow. I love it. Well, I mean, look, I think then the math makes a lot of sense. If you feel like you're going to be subject to that law of averages and you're going to score in the middle, like Microsoft's a great, a great spot. If you do think you're in the top 25, or, you know, the top 10%, like your upside is really capped at Microsoft's, like, there is only so fast, you can grow there, there's only so much responsibility you can get over such a short period of time. And so like, that's not true at startups. And so if

you really feel like, you know, your career is capped in some way, I, you know, I think people, I tell them, like, hey, the risk is really worth it. You really can find a lot more responsibility and a lot more ownership and have a lot more impact on a product. Ben and I would be remiss if we didn't also throw in, also applies to starting a company for most people. Totally. Totally. Yeah. Sorry, Nick. No, no. Go for it. If you don't start a company go work at record exactly i i i think i mean to go back to bezos the the regret minimization function that he uses which is like hey when i'm looking at any decision and i think about you know what am i going to feel in five years

when i look back on this choice and people tend to regret the decisions that they you know they didn't jump at not the ones that they let pass. Yeah, totally. It's a great framework. You're like stealing all these future potential carve-outs. All right, listeners, we're going to wrap here. We told you about the Slack. Go check it out, acquired.fm slash Slack.

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