Jan 13, 2024 - Business

Carta's stock marketplace was a moonshot

Illustration of a briefcase eating multiple denominations of bills.

Illustration: Aïda Amer/Axios

Carta's exit from the startup stock trading business ended one of co-founder Henry Ward's early visions for the company, but it's unlikely to affect its valuation or investor expectations.

Why it matters: Building out its secondaries marketplace — dubbed CartaX — has been a bumpy road.

Catch up quick: Carta announced the move Monday, after a weekend-long controversy over its ability to access customer cap table data.

  • On Jan. 5, Linear CEO Karri Saarinen posted on X that one of his very under-the-radar investors had received an email from a Carta employee, pitching a sale of their shares.
  • CEO Ward eventually admitted that the company had made some mistakes.
  • But by Monday evening, Carta announced it would be getting out of secondary stock trading to avoid any appearance of impropriety (the firm will still facilitate company-initiated tenders).

The big picture: For most of its existence, Carta has been known for its widely used cap table management software for startups.

  • It's expanded to adjacent business lines, like fund administration and 409a company valuations, taking advantage of a flywheel effect.
  • Eventually it began building CartaX, which it hoped would fulfill its original vision of becoming the "Nasdaq for private markets."

Zooming in: Carta touted the exchange as the future of the company, with Ward telling the Financial Times in May 2020 that "If CartaX wins, in 10 years there won't be a NYSE or a Nasdaq."

  • It quietly acquired Australia-based MarketGrid to help build its marketplace tech. It also hired a few employees from stock exchange IEX.

Yes, but: CartaX faced bumps in the road.

  • In spring 2019, longtime customer Slack jumped to Etrade just two months before its direct listing, after repeated unfulfilled promises that a rudimentary CartaX product could capture secondary trade data.

Notably: The model didn't gain significant traction, generating about $3 million in annual revenue, per recent figures shared by Ward.

  • That's less than 1% of its annual revenue of about $373 million.

Meanwhile, as the Carta controversy unfolded over last weekend, it didn't take long for Silicon Valley denizens to start discussing — and promoting — alternative cap table options.

  • Carta is the market leader in that software category, but it's not the only player. Here's how the fallout has impacted some companies:

AngelList:

  • The company says it's seeing a 7x increase in demand from Carta companies looking to switch.
  • On Tuesday, the company announced it would waive fees for customers switching from Carta, for however long they have left on their subscription.
  • "Over 1,000 startups have moved from Carta to AngelList since we launched cap tables, so I think companies like our plan," AngelList CEO Avlok Kohli posted on X on Thursday.

Pulley:

  • By Monday, the company had seen a 5x uptick in traffic to its website.
  • "The interest over the weekend has actually grown — we have 8x the number of demos we normally have," Pulley co-founder Yin Wu told Axios via email Thursday. "Many of these conversations are with later-stage companies that value data privacy and security."
  • Like AngelList, Pulley is waiving its fees for Carta customers so they aren't paying double.

Fidelity/Shoobx:

  • The company didn't provide Axios with any information about how the past week has been going, but it has been sending out marketing emails asking recipients if they're looking for a new cap table provider.… 👀

What we're watching: Whether Carta's valuation will suffer.

  • While CartaX was certainly a shiny part of the company's pitch, sources tell Axios that that wasn't what it staked its whole future and valuation on.
  • "It was always the cherry on top," says one longtime investor.

However, Ward predicted in 2020 that "the exchange could represent four-fifths of Carta's value in the next five to 10 years."

  • Now it will have to figure out how to keep growing beyond its flagship cap table and fund administration businesses.

The bottom line: CartaX turned out to be more of a moonshot than a slam dunk.

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