Splitting equity can be a hard and emotional subject for innovators, and the models used for these splits can be unfair for the parties involved. What is the Slicing Pie model and how does it solve many of these equity issues?
How does this model help entrepreneurs work through the emotional aspects of giving up equity share? What are the different types of contributors in a startup and how do they get compensated differently?
In this episode, Managing Director at Fair and Square Ventures and creator of Slicing Pie, Mike Moyer talks about this new model, and how it helps innovators.
Mike Moyer is an entrepreneur, author, educator, Managing Director at Fair and Square Ventures and creator of Slicing Pie, an equity model for early stage bootstrapped startups.
Mike is an entrepreneur who has founded numerous companies including Bananagraphics, a product development and merchandising company; Moondog, an outdoor clothing manufacturing company; Vicarious Communication, Inc, a marketing technology company for the medical industry; Cappex.com, a site that helps students find the right college; and College Peas, LLC which provides publications and consulting on a variety of topics including, college admissions, trade shows and job search.
In addition to his experience as an entrepreneur he has held a number of senior-level marketing positions with companies that sell everything from vacuum cleaners to financial data services to motor home chassis to luxury wine.
Mike teaches Entrepreneurship at Northwestern University and the University of Chicago Booth School of Business.
For more information, visit https://slicingpie.com/.
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Speaker 1: Welcome back CoIQ listeners on today's show, I have Mike Moyer with me. He is the author of slicing pie and today we're going to be digging a little bit deeper into what is slicing pie and how does it impact or how can health innovators benefit from this conversation and benefit from his book. Welcome to the show. Mike.
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Speaker 2: Thank you very much for having me.
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Speaker 1: So tell our audience, before we dig any deeper, tell our audience a little bit about who you are and what you do.
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Speaker 2: I am a career entrepreneur. I've spent my life going from startup companies to real job to startups to real job back and forth. I've worked in all kinds of industries ranging from fine wine to motor home chassies to senior living to fishing tackle boxes. So
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Speaker 1: wow, that is diverse.
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Speaker 2: I didn't get, her name is, I worked in um, past six or eight years. I've, I run a company called fair and square ventures where I've done written number of books and run some software companies, have a camping gear company and uh, I teach, uh, university of Chicago or Northwestern university and previously university Chicago business school.
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Speaker 1: Nice. What do you teach?
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Speaker 2: Entrepreneurship
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Speaker 1: of course. Huh? So what is slicing pie
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Speaker 2: slicing by is an equity model for early stage bootstrap startups? So one of the key problems that we're, the first deals that founders do is a deal between each other. And typically what happens is you and I would go start a company together and we'll go in 50, 50 cause we're friends and then you do all the work and I own half the company. and this is a common problem all over the world. And slice the pie solves the problem by creating a perfectly fair equity split. It's the only model on the planet that actually creates their records. But every other, every other method for Sterling equity creates an unfair split.
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Speaker 1: So, you know, this topic, um, is seems to be a really hard, an emotional topic for health, innovative, well for any entrepreneur. Um, but you know, in the context our listeners are health innovators. Um, so explain to us a little bit about, you know, how does your model help us work through some of that difficulty and the emotions of giving a piece of your company away?
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Speaker 2: Well, it's hard because it's very ambiguous and we struggle between our want to be, our need to be generous, generous with each other and our need to be gritty with you or agree what we want as much as we can for ourselves. But we also want to be generous and you want them to feel right about it and so creates a lot of problems. But it's really not a very complicated problem. Um, do you know how to buy black gotta play blackjack? Let's pretend that you and I are going to play blackjack together as a team, not as opponents as a, as a team. And we're going to split the winnings 50 50 cause we're friends. So you go to Las Vegas, we each got a dollar on the same hand, black, yet we don't know if we're going to win. We don't know how much we're going to win. We don't know how long it's going to take to him. The future is unknowable, right? Yeah. I hope we're going to win. We're hopeful or optimistic. We were playing cause you think of it a win. The odds aren't really in our favor, but we're still playing. So the dealer deals QA since, so what do you do with those ACEs?
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Speaker 1: Split them.
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Speaker 2: Split them and double down. Right. I'm out of cash and you're not. She put two more dollars down so now you've got $3 and I've only been a dollar. We still have no idea what the future holds. You don't know if we're going to win or how much we're going to win or how long it's going to take. The future still, just as I know it was before, are still optimistic, but we know what we know for sure. Those are, you bet $3 and I put a dollar if we win this 50 57 pair.
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Speaker 1: Well it depends on which place that you're in. Right, right, right, right. Yeah. Unless I was the one that with getting the extra 25%
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Speaker 2: you bet. You bet. Treat all the other dose. I should say 25% is your three 79% as a logical, obvious, unambiguous answer based on the facts of the case.
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There's no other way to split it. I have a deal for 50 50 I can Sue you and probably win. That would make it fair. Right? What's fair as a your share of the winnings, should we base in your share of the bets? So startups are exactly the same thing. Instead of bending on cards or betting on ideas. I think that our time and our money and our facilities and our relationships and our equipment, our spies, we contribute all kinds of things to start up for which we're not paid that amount on our pay. It is equal to the fair market value. That contribution and that earnings are bad. So when you got your time, you're betting the fair market value your time. You're not getting more than that. You know how many, if you're worth $100,000 a year and you worked for me for over a year, you bet $100,000 on paid conversations, but don't pay you, have you put it in your tractor and throw the $25,000, you bet $25,000 worth of tractor. So if you contribute your startup and you're not paid, you're essentially betting on the future profits or capital gains that start up. So you think about it that way. All you gotta do is keep track of the bets and you know exactly what your equity split should be. That's the basis of spicy pie.
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Speaker 1: Okay. So how, um, so just kind of helping plus out here, how should equity be divided amongst co founders and investors and early employees? Um, give us, so I, I appreciate the poker example. I mean the blackjack example cause that makes, that makes it easy to understand the slicing pie model. Um, but let's talk about like a, a real world example. How are you fairly using your model to spread equity amongst different players and different types of players?
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Speaker 2: So there's three basic kinds of contributors to start a company. There's the startup team, which I call a grant. It's called a fund. Sometimes startup team members, somebody who contributes to your startup and is not paid for the contribution, whether it be time or materials or money, they're not reimbursed for any expenses. That's a startup team member and you can call them a founder or an early employee whenever you want. If someone's contributing and not getting paid, they're placing bets just like anybody else. So I could call you my employee, but if you're placing bets, you're treated the same as me and size you buy. The second time the investor contributor is called an angel investor, an angel investor or somebody invested their own money, the amounts that are too small to fund your operations in the foreseeable future. So chunks of cash, ten thousand twenty thousand thirty thousand eight hundred thousand small chunks of cash.
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My own money. The third type of investors, professional investor who invest large chunks of money of other people's money and chunks that are large enough to fund your operations and you're usually known as a VC. Those are the three types of equity investors. Now there's credit card debt and threatened all kinds of other things. investors, so anyone participating in the company and then contributions not being paid is considered a participant in slicing pie model. They can keep track of their bets when you can pay them, depending stops. So if I paid you a full market salary, you and deserve any equity company, right? He's just getting paid. In fact, that's how most people work. They just get paid and that's that. But if you're not getting paid you, you deserve a chunk of equity. This space on your, your bed, an angel investor should always get a convertible note.
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Convertible note is one that is basically a loan. Yeah. At a certain point, the future turns into equity at the terms of the first major round of funding that's important is because if you set a price for your equity too early, you create all kinds of problems and Lottie will give their mom 5% for $5,000 for instance, I'll give you the early investor. Well when I sell 5% for $5,000 I just implied and my company's worth $100,000 that makes sense. so now when I get equity, future equity grants, it can be taxed as income. It has a price now plus I, I basically create a budget of $95,000 and when I run through is gone. And so it creates all kinds of problems. So the first VC round, the first day series a round should be your first price round. So you use slicing pie for founders and early employees that are taking risks.
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And that's the poker, the black tech example. So they're the equities based, my share and the other really the bets I get angel investors, convertible notes, it will convert later on and when they convert, all the PI holders will dilute appropriately on equal footing. So everyone's in, they got in the same boat, cause my daughter's always worked at the team were the same as your dollar on the founder or the early employee. All I got to do, it's keep track of what I contribute. Now a lot of startups don't do that. They don't keep track of their expenses because they don't have any expenses. There's do working for free.
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But most companies track payroll. They track expenses and track your rent. So a matter of how you run a company is not very hard. So all you guys, you're not paid that urology. You bet. So what's going on is you don't know your split up front. You don't know. You only know the betting stops. That's a pay, that's a series a or breakeven. So does that change over time, which makes a lot of people uncomfortable. If you think about it all I could expect to change because if you go on 50, 50, we're going to adjusted him sooner or later.
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Speaker 1: okay.
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Speaker 2: Yeah, it is. Guaranteed is you always have what you deserve.
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Speaker 1: So, so if I'm a health innovator and I, um, want to hire a consultant to help me with commercializing my innovation, um, my go to market strategy, maybe product development, any of those things that this consultant's gonna help me with. Um, and I, of course, I imagine that it depends on the status of the funding of the company. Um, but what do you do when there's a scenario where there's some financial compensation and then there's the balance or there's a difference in equity?
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Speaker 2: Okay, well you don't know the equity yet because you're not giving equity where yet you just tracking the pie and it's basically the unpaid portion. So the consultants $100 an hour and you pay him $50 an hour, they're betting $50 now he always asks her the same question. If I was going to pay this person to full fair market wage or compensation, what would I pay? Make a good financial decision. And then you just pay it if you have the cash. If not, you slice it. So whatever. I can bet you I bet either all or part of it, I use slices, so slices it's like a poker chip. It's a convictional unit. contributes license in the pie. So this allows me to hire consultants or employees or landlords. You rent space creates sort of this alternative currency which says I owe you, I you, you contributed something. You, you're betting something. I'm going to keep track by allocating slices of my pie. And when the pie stops community slices will determine records based on that.
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Speaker 1: So as you've worked with entrepreneurs, what are you, you know, when you're explaining this, do, do people get it? Um, if, if not, like what are some of the challenges that you're still facing with, um, you know, gaining adoption of this model amongst entrepreneurs?
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Speaker 2: Well, there's three reasons why someone would not use slicing pie. The first reason is they don't get it. And it's my job to do stuff like this and teach people how to do it. Got all kinds of resources. I've written three books on this topic. I for games designed in spreadsheets and software and all kinds of ways to get in once a week
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Speaker 1: games. That sounds like fun.
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Speaker 2: Yeah, I use it for my classes. You actually, you, you play cards and the different things that you contributed. So she was doing that. So, um, there's an online game. My job in life is to teach shaping how this works. And once you click what you get, once you realize there's only one version of fairness that exists, then you'll see the slice advisor is the best tool for uncovering that version of fairness. The other reasons I wouldn't want to use this is because they're not willing to learn it. And there's a lot of people like that and you just don't want to learn something new. I'm an angel Basser and get my 5% and that's all I want to do. I want to know, I want to know I'm getting, which is impossible because things change all the time. Yup. But it shows that willing to learn it.
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My best advice is to walk away from that person. And the third type, which is a little more interesting, is someone who does get it, but is there their intent to take advantage of, you know, an example of this is a, is a, is a consultant. Maybe designer may be worth $50,000 a year and allows for $100,000 a year in slices. And you may not find anybody else knows what else we're willing to work for free. But they want, they want to, it takes lines at a higher rate. Yeah. It really is. Take advantage of you and sometimes you gotta you gotta do this. You know, if you're desperate and you need cash, you needed to help you or you, we will, we'll do things. Why don't you do get the cash? You can replace that employee, those lower cost employee. Um, but you know, they barriers are this, this notion that equity changes over time.
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People have this strong desire to know where they're going to get and you're thinking they do what's called a fixed equity split, a 50, 50 split or 25, 25 20. And they think they do that. They'll somehow know what they get, but they can't know what they're gonna get. Cause things are going to change. You can't predict the future. Any number. You pick an advance, no matter what it is, no matter how careful you are, it's going to be the wrong number because it does not properly reflect your, your, your, your risk. People know that inherently they say, gosh, we agreed to 50, 50, that doesn't matter. It's because we agreed to it doesn't make it right. Was Ryan, is that my share the best. So, so if you have 50, 50 and you don't want to change that, even though I'm taking more risks than you, what I mean is you're willing to take benefit from my risk. That's not really fair.
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Speaker 1: so tell us a little bit more about these resources and um, web tools, tools that you have that you know our audience may be interested in.
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Speaker 2: Well, the important thing to remember is slicing bias free. It's free to use, I, I lie on some intellectual property there, but there's no license to use slicey by in your company. There's no, uh, barriers to use it as free resources, free videos on the internet. You download a free version of my, a sample, my book. This should free Excel spreadsheet you can download. And worksheets and you can get a lot of lawyers that offer templates and things like that. So there's no costumes. It's icy PI. That thing said, there's also books you can buy that are more comprehensive than theirs software on my website where you can track your contributions over time so each person can log in and track their contribution. So I worked six hours a day or I paid for a plane ticket that wasn't reimbursed for. It's kind of, the software is much better than Excel in the same way that QuickBooks is better for accounting and Excel is for accounting.
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Speaker 1: That was going to be one of my next questions was, you know, how complex, you know, obviously entrepreneurs are wearing a million different hats, right? And so time is their most precious asset. So how are they keeping track and making sure that they don't fall behind. And you know, some of these slices don't get misappropriated. Um, you know, inadvertently over time, just because it's, uh, you know, how are they managing it all?
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Speaker 2: Well if someone's working full time, the traditional way to pay that person is to give them a salary or every Friday, every month for instance. So in software you'd set up a payroll, it's just said on a recurring contribution of X number of hours per week, every Friday. So they will just do what to track anything. If you want to track by hour you can track by hour but most people are used to you know, tracking their expense report. For instance. Most people are used to tracking payroll was unbelievable. Then you know how much you get paid on a weekly basis. So you just, you're just checking things you'd check anyway in a regular company. In fact this feature, the model gives you great insight with your company's all about because if you're not tracking these things, you don't understand your cost structure. Well the biggest mistakes I see entrepreneurs make is Hey, our cost structure is really low so we're going to charge low prices and then we've got the competition.
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But because they're not tracking with her, they're non-cash, they're non non non expenditures are, they don't really know the cost of their company. Once you fully loaded with salaries, you realize that you can't charge a load. I teach a lot of students, student teams to say we're not getting paid so we can charge a lower price. They'll learn $50,000 a year. So what you load up $400,000 in salaries. All of a sudden you got to sell a hell of a lot more units to make them money dynamics and keeping track and gives you much more insight into your company and the things you should be tracking anyway.
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Speaker 1: Okay. So, so kind of just weaving into a little bit more of your experience with teaching entrepreneurship. Um, so I would say probably about 60% of our audience is health innovators that are in the trenches and I'm in some stage of growth of their company. Um, some of them have just an idea. Others are actually in the marketplace and they're really gaining adoption. And actually some of them have already exited and now they're on their, their next big thing. Um, and then the other segment of our audiences, a lot of like more of the bigger enterprise, what I would call early adopters. So like health plans, hospital systems that the innovators are selling to and then key influencers. Um, but kind of speaking to your experience with teaching entrepreneurship, what are some other lessons, um, or recommendations that you would have for how health innovators that are listening today?
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Speaker 2: Well, when it comes to investments in equity and things of that, there's often intellectual property. It goes along with how with health innovation and the whole idea of worth is a really important thing to think about. Mmm. People who have ideas for businesses often think that our ideas are worth billions of dollars. And you'll see this in like check transfer and universities. You know, I have an idea for a new medical device and so I want you to develop it. I'll give you 5% of equity and I'll keep 95% do nothing. um, it's extremely common, but properly valuing an idea in a startup is really important. Discipline ideas that have value. If they're somehow fixed in space, in form of a copyright trademark, a patent or some kind of trade secret and has to be developed enough that it's worth something. If it's fixed in space and licensable to somebody, Dan, it's worth what the licenses were.
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So if I have an idea for medical device, I want to talk to a company and I could do it, I can well the divisor for 5% on revenues, then that's the fair market value in the idea. Okay. So what's nice about that is I liked the idea to the start up. They can either pay me cash or you slices in the pie. They can't pay me if they pivot away from my idea. That means I didn't work. And because I was playing a role in the drawer, I won't get a royalty cause my idea didn't work and can start pivot all the time. Well I give a big chunk of equity, random number, equity check for idea. And then I pivot away from that idea. I got some, you gave me a bad idea. Who has your chunk of equity in the company? Right?
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So we've got to think of in terms of what's the, what's the license, what's the royalty to get? If I can't find anybody to pay for my idea, it's probably not worth something. If I, if I have an idea and there's no, no, no, no, not that it was the license. It, it's worthless. Things are either they don't have Revit. If I can't ask you in the price, they're worthless or it's priceless. Either way I'm kind of stuck. Yup. The other thing that ideas is, it's usually our job to have good ideas. So if I'm going to start a team and I do tracking my my salary, then I'm not getting paid. As long as you buy having good ideas, that is my job. So you don't usually get a royalty sort of job. The idea of on the job, I used to work in the fishing tackle box industry and it was my job to have awesome ideas and I invented new products that people use all over the world.
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But I don't get a royalty on that cause it was my job because I was the marketing VP so he was just part of my job. Okay. So it's the value of ideas. The second thing that keeps me combined when it comes to healthcare is usually once you get to a certain point, it needs a lot of capital. So start off, you know, mainly lot of capital right up front. So slicing pie is good for this. This early days before you raised capital. When you raise capital or it's break even, you can pay people for their contributions for their contributions and you don't need equity. Um, so if I, and I, and I have this, you know, I have a team of people that work for me that I paid him full American post sun fair market salary and you don't get equity, that's fine with them cause they didn't pay people.
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So, um, once you raise the money, you don't need to use equity in your company to provide incentives. That's a big mistake people make is they, they aren't willing to give them equity. I couldn't start started with like equity, any of the other company. If I get paid a full fair market salary, I can determine what I do at that salary. I can put it in the bank, I could spend it on Cheetos or I can invest it in stock market investments. So investing in the same decisions that apply to my startup equity. If I'm not willing to buy the equity with my salary or my income, then it's not worth anything to me. So giving it to me isn't worthwhile. So it's pretty, we'll think about, the third thing to keep in mind is this, this idea where like big companies want to invest in R and D through the startup community.
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So I'm a, I'm a big, you know, big. I'm avid labs and I want to invest in startups to get the intellectual property from the origin to find good ideas. Slicing by is a wonderful tool for doing that because it allows you to do is just, you have your fund and all you do is pay people's bills on the way you join a company. As you pay their bills, you get slices in the pie and if you liked them and things are going well and you keep paying their bills and keep earning equity and get him to break breakeven. If you don't like him, you just stop working with them. But that avoids is this whole, this whole song and dance it, the pitch and negotiating terms and giving chunks of cash than it is spend through. And then having debt equity. So traditional equity models are, are, are, are difficult to manage their real estate agents cause it requires this big commitment from an angel investor commitment from a big business plan pitch. If you'd like a team just starting investing in me maybe usually.
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Speaker 1: Okay. So, so, you know, it's interesting, I'm starting to see a growing number of health innovators who are, um, wanting to kind of avoid the traditional funding route and self fund and, and kind of adopt more of the slicing pie model and, and really just kind of whether through that storm, um, um, being bootstrapped for years and until they're actually start generating revenue and cashflow and just avoid it. What do you, what is your thoughts on that?
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Speaker 2: Well, a traditional model I gotta get, I have to, I have 100% I can give away. Mm. If I start chunking out a little bit to that, once the a hundred percent is gone, it's gone. And so if I give you 5% for your marketing efforts and I gave you my landlord 2% in treatment, I just keep doing that. That it's a finite resource. Yup. So I chucked it away and chocolate, that makes it very difficult. We were slicing by ViaGen had an endless number of slices to the pie and everyone knows they get exactly the deserves. So I can acquire the resources I need for much longer period of time before I run out of juice, for instance. Fuzzy by the much, much more logical way to divide it by equity because I have, I don't pay for someone for contribution. I just use slices. And the whole time I'm making good financial decisions.
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I don't go and read $10,000 a month for office space. 500 right. So I just keep spending, continues to join. All I need. And so it gives people a long ramp up period for um, for bootstrapping. It's much easier tool to use because no matter what changes is really always be fair and also gives you that due to the size of your pie, gives you an idea of what kinds of contributions were necessary to get to where you are today. You really have 10 million slices in your pie to get you MVP. That's pretty expensive to get to an MVP. So you've got to be very careful moving forward. So it gives you good decision making tools.
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Speaker 1: Sure. Yeah. That's great. So is there anything else that you would want to share with our listeners?
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Speaker 2: Yeah, the important thing to keep in mind about equity splits in bootstrap companies is that there's only one version of fairness. If our dad gives us a cookie, you and I, we're now our sister and brother. He said split it up kids. The only fair way to split the cookie is 50, 50, right? break in half, I reckon. Have you pick a chapter you want right now? I could give you my half the cookie, but my generosity doesn't make it more fair.
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Speaker 1: Right?
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Speaker 2: You could steal my half the cookie we agreed doesn't make it more fair. Sorry there is 50, 50. Now if you bought the cookie you can do whatever you want with it. If I bought them again. So there's only one version of fairness, there's no way to split the cookie. And once you keep that in mind, you'll realize that when you are with a company, determined it as a possibility. So any other method, any of the model I use is by definition going to be unfair because this study is an alternative to the true one. Fairness there is. So keeping that in mind, uh, I hope your listeners will take the time to listen to this to look as dicey. Pie. There's a free sample on my website slicing by.com and give it a chance cause it definitely works. It's worked all over the world. Oh well we just launched slicing pies, doubt IIR and I ran
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Speaker 1: no way
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Speaker 2: as an example of the transfer transcended versions or even in very different cultures. In the economy economies and works just the same. It's only one version is a universal model.
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Speaker 1: Are you seeing, um, that's interesting. Are you seeing kind of, um, adoption of the model more prevalent in some markets versus others or some countries versus others?
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Speaker 2: I don't have it. I don't know of any, uh, instances in North Korea, but both in transcendent over a dozen different languages. I've got lawyers all over the world who do it. Yeah, it always works exactly the same no matter what I do. What happens this year? It's universal. So if you're based in, let's say it's, you can work people in India, you can exact same model is always the same. So it always works. Lawyers estimate that. The ones that I talked to, and I talked to a lot of lawyers, they asked me that 60 days, 80% of all the equity deals they do wind up in dispute requires legal intervention. I mean, the chance of us winding up hiring a lawyer to fix our equities, but it's great. And the chance of it not happening 10 years or so is it to launch slicing pie. It's been used all over the world by thousands of startups I have yet here with single instance. That's nice. If I couldn't solve the problem for them. That's incredible.
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Speaker 1: I love the work that you're doing and I think it's so relevant to our listeners. Thank you so much for sharing your wisdom with us today. So how can folks get ahold of you? I know you talked about the website, but what if they want to connect with you?
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Speaker 2: Yeah, a slicing pie.com to the website. If they fill the form on the contact form, my guys forwarded to me, or they can email me at Mike. It's slicing dot com okay,
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Speaker 1: awesome. Thank you so much, Mike.
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You're welcome. Thank you.