Mission 141 // May 27, 2026

$1.1B exit... then a MedTech with 12mo of runway called

Joe DeVivo promised himself he'd never do another turnaround. Then Butterfly Network called.

JD Joe DeVivoPresident, CEO & Chairman, Butterfly Network
$1.1B exit... then a MedTech with 12mo of runway called
0:00 // 61 min

About this episode

Part two of the conversation with Joe DeVivo — recorded in the same session as episode 137 and released as its own chapter. The first part laid out the playbook; this one applies it to Butterfly Network.

There's a legendary MedTech CEO called Joe DeVivo. In 2020, he sold his company to Teladoc in a deal worth over a billion dollars. He'd done four turnarounds like this already, and he'd promised himself and his family: no more. In fact, Joe had already made life-changing money — a feeling he vividly remembers.

But then he got a phone call from a company called Butterfly Network — a point-of-care ultrasound company that had gone public via SPAC at one and a half billion dollars and was in a really bad spot, running out of cash. So the board calls Joe.

In this conversation

  • Butterfly's stock bottomed out at $0.80 with $90M of semiconductor inventory on the books and cash running out — Joe walks through the actual brink-of-survival math, including a near-deal to sell off 20% of the chip business before the core product recovered and made it unnecessary.
  • The turnaround hinged on one bet: stop trying to be everything and pour all remaining resources into the next-generation semiconductor. Joe's framing for any builder facing too many roadmap options — "the most powerful word in business is no" — and why saying no is what actually defines your yes.
  • The unexpected second act: Butterfly's ultrasound chip turned out to be a platform play, not just a medical device part — leading to a $74M licensing deal with Midjourney (pre-commercialization revenue) and partnerships with brain-computer-interface and robotics companies who just want the chip.
  • A concrete example of the Kodak-digital-camera trap in MedTech — Butterfly's second-gen image quality was "good enough to be a wellness toy" but not good enough to be trusted clinically, and how doubling down on chip generations (not features) was the unlock that took revenue growth to 30%+ year-over-year.
  • A builder's framework for finding who actually runs your company: ask which 20% of people, if they vanished tomorrow, would actually stop the business — and why most of the org (including highly-paid middle managers) isn't in that group.

Transcript AI-generated

Joe0:53

This is a company that had declining revenues and was consuming — or, as one of my board members constantly corrects me, investing — over $160 million a year of cash burn, with just about that much left in the bank. So you had a year's worth of runway. That's jumping into a turnaround situation. A lot of people who cared about me at the time, who understood the situation, counseled me not to take this job. Don't do it, Joe. And I guess after doing so many turnarounds, maybe you get some beer muscles and you just think, hey, I've done it before, I can do this again. Trust me, there were some moments when I said, what did I do? Why did I take this job? But I did.

Musty

What's going through your mind? One would need to be very confident to take on a turnaround like this — you're receiving counsel that it's a difficult situation, people advising you not to take it. What gives you that confidence? Before you take on a job like that, do you already have a thesis on where the real value is in the business and how you might turn it around? Or is it more a confidence that you have the core skills, that you can execute, and you'll figure it out?

Joe

It's more of the former than the latter, but it's both. You have to have confidence getting into it.

But the truth for me was, I thought Todd Fruchterman, my predecessor, and Laurent, his predecessor, did a great job, actually. I thought the strategy was dead on. I thought the founder Jonathan Rothberg's strategy was dead on. They built all the right things. If there was any criticism, it was simply that healthcare takes a long time to adopt new technology — it takes ten years to become an overnight success — and the company needed to pace itself.

When I got into the company, I was amazed at the technology. I was amazed at what these guys had accomplished, at the breadth of it. This is basically the only company in healthcare that's ever received an Apple Design Award — I think there's one other, but it was a software company. It's a company that has a hardware device connected to the cloud, that has iOS and Android, its own semiconductor, and its own SaaS platform. Think of the development teams: cloud compute, hardware, a whole semiconductor, and an iOS-based software team. It was incredibly complex from a technology side. Very similar to InTouch, which had a robot, software, networking capabilities. I personally enjoyed InTouch a lot because it was out of the classic plastic medical device model — you cut plastic and sell a disposable.

And I liked that with Butterfly, they have 25 million images in their cloud, growing 30,000 to 40,000 a day. When you think about AI, what's your biggest challenge? It's not creating the model, it's having the data to train it on. In healthcare, if you want to go get a thousand livers to do a model, you're doing a whole study — we have it right there in our database. It's an extraordinary bunch of technology. So when I had the chance to look at it, I'm like, wow, these guys have created something incredible. Then I looked at the market and thought, wow, this is a major impact to society.

So I felt like if I could buy enough time — reduce the amount of things we were investing in, put some on the back burner for later, because I didn't disagree with them, we just didn't have the resources to do them all at once — focus on one thing, trim the company down, create some revenue acceleration, then we could start building out that vision with financial strength. I thought the strategy was dead on. I knew the challenge would be hard, and again, I've had my doubts. But I thought they did a great job, and I felt this was an opportunity to create a lot of value.

Musty4:40

Joe, would you mind taking me back to, say, '23 — what was the strategy, the thesis, at that point in the company? I understand it's essentially a hardware company that also has AI capability and a SaaS platform. But really the ambition is to bring point-of-care ultrasound to every clinician, into their hands. Not this big, bulky machine in some department that you have to go find — something everyone has in their pocket. It kind of becomes a stethoscope. So take me through the ambition and strategy as you entered — and then my follow-on will be how you saw it, how you might have altered or adjusted it.

Joe

Again, given the situation we were in, we were investing in a lot of things and our revenue wasn't as strong. I tried to figure out why our revenue was declining, what our competitive disadvantage was, how customers perceived us. As I mentioned earlier, you always go to the customer. So I spent some time with customers, and they tell you exactly. They said, look, it's a great device, I love having it with me, but the image quality isn't at a place where I feel I can make a definitive clinical judgment. It was almost like they saw Butterfly as a wellness device — something they could use, but they'd have to back it up with other things.

One of the engineers — one of the founders, actually, Nevada Sanchez — educated me on the story of Kodak. In 1995 or '97, Kodak launched the first digital camera. You're probably too young to remember, but Kodak had 80% market share in film — and here's this company launching a digital camera. What a great idea: you can take a digital photo, you don't need film, you don't have to develop images you don't want, you can modify them, store them, forward them. It's beautiful. But the first version was a one-megapixel image. It was grainy. So while they had this disruptive analog-to-digital strategy, they weren't executing on it. And famously, Kodak jettisoned the program after two years. It's in every business school as to how they gave up too soon. Every other great imaging company — Canon, Fuji, Olympus, name any of them — said, no, this is a fascinating idea, you just have to keep investing in processor technology. So what happened? We got a three-megapixel, five-megapixel, seven-megapixel image with semiconductor innovation, and in 2003 they sold more digital cameras than film. Today, film's an art form, not a business.

It was exactly the same position Butterfly was in. It was on its second-generation processor — the image quality was good, but not at the level of specificity that would move the whole market. We were on our third-generation semiconductor. So I rolled the dice, shut down the other programs, and said: we are launching our third-generation semiconductor. We are going to make this as good as any other ultrasound out there. This is going to be our 2003 moment. We focused the entire company on launching a product called IQ3 — double the processing power of its predecessor, IQ+. We launched it, and everything we'd hoped happened.

Our revenue grew 25% year over year. The last two quarters of the year were 30 and 35% growth. The market loved the product. We upgraded customers and started getting hospital business, more subspecialty business. Our emergency rooms loved it because they didn't have to go search for a cart or send a patient to radiology — an emergency doctor can pull the device out and do a carotid, look at the heart, the lungs, check for bone fractures or peripheral vascular issues. So it worked.

Now we're on a semiconductor journey. We've already sent our fourth-generation chip to TSMC, our partner — we're blessed to have them with us on this journey. And we're now designing our fifth-generation chip, which will be a generative AI chip with 20 times the processing power of the one we'd already doubled. It's going to be significant. What we saw was: we can't give up on image quality. Now we're not only going to be as good as every other handheld, we're going to start being as good as some of the carts in the hospitals — and we're going to be better than every handheld on the market, because semiconductor technology, with Moore's Law, can continue to innovate. The 40-year-old piezoelectric crystal that was cut can't get any better. So we have a significant ability to innovate.

Musty9:42

If I'm understanding your bet correctly — when you came in, this was essentially a fun device that some enthusiasts used. A wellness device, as you described it: something they might do an initial screen with, but they'd always want it validated with the full cart or the full radiology treatment. It wasn't trusted as a true medical-grade device they could concretely base decisions on. Your bet was: if we focus our investment on getting this technology to the stage where a clinician can trust it as best-in-class, and doesn't need further investigation beyond it, that's going to be the unlock. That sounds like a big bet — it makes sense, but there's also a world in which it doesn't pay off. How did you come to that judgment as you entered Butterfly? How did you realize this was the bet you needed to make?

Joe

I'm not that smart — I just listened to the people in the company. The market perception was that while they loved the all-in-one device, it's like a Swiss Army knife: you have all these different things, but each one isn't as good as an individual tool. That's what my team told me. And they said, but if we just stay focused and keep investing in the semiconductors, we have the ability to get better. So it was less about knowing what to do than knowing what not to do. I believe very strongly, Mustafa — let me ask you a question. What's the most powerful word in business?

Musty

I love putting you on the spot. Look at you. What's the most powerful word in business?

“The most powerful word in business is no. By the pure definition of no, you're saying yes to everything else.”

Joe

Joe

The most powerful word in business is no. Now, you wouldn't think that. But if you get into a room of 20 people, and everyone's talking about all these different ideas, and someone says, no, I wouldn't do that — the whole room turns to that person. The reason no is so powerful is because yes is so easy. If I say yes to this program and yes to that program and yes to this program, who am I? But the moment you say no, you create boundaries — because by the pure definition of no, you're saying yes to everything else. If I'm going to do these three things and I say no to the other seven, then I'm defining those three things as what we are doing. In any relationship, the person who says no has the power. In a dating relationship, if you can imagine that, the person who says no has the power. When you have the courage to say no, you're standing up, putting your stake in the ground, and it creates a boundary and a true definition to everything else you say yes to. You can't say yes to everything.

So all I did coming into the business was say: no, we are not funding that program; no, we're not funding this program; yes, this is the one thing we are doing. The team believed we needed to invest in semiconductors. The team believed we needed to get to the next level. We didn't know how good it would be — you have what makes sense on paper, but until you actually get it out of production and tune it, you don't know how good it is. So my bet on the company, and on my career, was that the founder and my predecessors were on the right track. If we just resized the company to the cash, focused on what my team thought was the next most important thing, and stayed disciplined and executed on that next launch — I guess that was a make-or-break moment. Truthfully, if the next semiconductor wasn't going to be as good, we probably don't have a business. So we bet the farm on that. It was a pretty educated bet, it was one my team believed, and I listened to them.

Musty13:28

Joe, when you came into Butterfly — and more generally when you do these turnarounds — you cite listening to the customer, but also listening to the team: the people doing the work, who are essentially the source of all your insights. Nothing's coming de novo; you're filtering through them and prioritizing. Where do good ideas generally come from? Do you immediately start talking to your sales team, because they're with the customer day in and day out? Is your product team where you find a lot of success? Do you start calling up your biggest customers directly?

Joe

It's all of the above. One of the things I learned early in my U.S. Surgical days was how to understand from a customer what a value prop is. Every surgeon has ideas on how to solve a problem — they all know what they want to do, but very few of them know what they actually need. It's a bit of an art form. There's probably one out of ten people who solve the actual problem with their solution, but they all have this big ego and think, well, if you just bend it like this, I can use it. So it's listening to those constituents and distilling it down to: what problem are we really solving? At InTouch, as we talked about, the founder was so fixated on the robot he wanted for stroke care — but it was actually the software network he built, which let the company penetrate hospital firewalls, which let one doctor with one click go into any one of 30 hospitals and provide care within seconds. That was the value prop. So there is an art to it, and if I bring something to the table, it's the ability to really listen and understand the essence of why something is working, then come back and have the discipline to focus the company around that essence.

Every company has people in it doing the work, close to the customer. I'll tell other entrepreneurs and business people: look around your company and ask yourself, if that person wasn't there today, what would stop happening? I bet for 80% of the people you think of, the company wouldn't skip a beat. But 20% of your people — if they didn't show up to work, things would stop happening, whether it's development of a new product, shipping, or customer service. Those are the people who actually know the business. A lot of your middle managers are overpaid — it's amazing.

I was blessed, for about eight years, to be on the board of St. Jude Children's Research Hospital, an incredible charity. Rick Shadyak, their president, was presenting to the board — I was one of 40 board members — and we were going through COVID, an incredible time of: how do you keep a charity up and people focused on donating? One of the things people don't realize is that while St. Jude is one of the top three charities in the world and raises a significant amount of money, the lion's share comes from people donating $30, $40 a month. It's not just the big donations — it's the people, and the communication tools, whether printed or digital, that keep up the connection to these wonderful people with beautiful hearts who donate to St. Jude. He said to us at a board meeting — this was the beginning of everyone being at home — you start to realize who's really core to running the business. The people sending out the mailings, continuing the connections to your donors — those were the people he felt were of greatest value. I learned a lot from him, and I started asking myself the same question, now that everyone was at home and I had tough decisions to make to keep our business running. It's always those people who have a heart of gold, who aren't overpaid, and who know what's happening.

So what I've learned in my career is: listen to the doctors, the customers using our product, parse through the message and understand what they care about most. Then listen to the people delivering the product — salespeople, operations people, marketing people, R&D people, the ones actually doing the work. That's where I get my information.

Musty18:30

Joe, one thing I was hoping you'd help me understand — and this probably refers to just as you started at Butterfly, or maybe even pre-Joe. I practiced at one of the largest hospitals in Europe, and I remember being in the ER, and there was this kind of eccentric, slightly nerdy intensivist who carried around a Butterfly device connected to his iPhone. It was a bit of a spectacle — we'd be doing rounds and he'd pull it out, and we'd nod enthusiastically. That's my first memory of Butterfly. But the other thing, which relates more to the TAM and the opportunity in POCUS: I remember having a passcode that let me access two trolley ultrasound devices across the whole hospital. That's what I really had access to when I was in the ER and needed one. And I'd guess, this being one of the largest hospitals in Europe — something like 400 beds — across the whole hospital we maybe had five or ten; radiology had a few, and I imagine each was 20, 30K. So my point is, it doesn't seem like the opportunity purely within POCUS is that large. There don't seem to be that many devices in the world — even a fairly large hospital has a few, and that investment lasts many years. It confused me how a company like Butterfly can be a public company. I know you have ambitions beyond it, but focusing on the POCUS opportunity — is that huge in itself?

Joe20:38

Yes, it is — because the vision is for every doctor and every nurse to have their own device. I'll tell you a story. At University of Rochester, there's a primary care physician — we heard this story recently. A patient comes in with challenges fully evacuating his bladder. Classic signs of a bladder infection. You have an infection, so what would you do? Send them home with an antibiotic, have them come back in six weeks for a checkup. This particular primary care physician was curious and pulled out his Butterfly. He said, let me just check before you go — scanned the bladder, and saw a big mass in it. He sent the patient to radiology for a confirmatory scan, and they found a cancerous tumor. Within a couple of days, the person was in surgery having that tumor removed, and it hadn't metastasized. Just think about that — that curiosity, and having ultrasound earlier in the care pathway...

And a personal one. My 13-year-old son went to the doctor, and the pediatrician called us saying, you need to take your son to the hospital right now. What? You need to take your son to the hospital — I think he has an issue, you need to take him. Holy cow. So we race into the hospital, we sit in the waiting room for 45 minutes. We get into the room, the emergency room doctor looks at him and says, I think I know what it is, but I need a confirmatory ultrasound. Mustafa — three hours. We sat there for three hours until they finally put him in a wheelchair and brought him to radiology. The radiologist did a beautiful scan, wheeled him back. The ER doctor comes in and says, it's not what we thought — your son is fine. It was a testicular torsion, but it was only his appendage that was torsed, not the testicle. If it had been testicular torsion, he'd have had to go right into surgery. So we were really nervous about that. But I said to the ER doctor, why don't you have a Butterfly? I'm going to send you one. And he goes, we need Butterflies here — help us get Butterflies, they want this. And not only that — what if his pediatrician had a Butterfly? She would have pulled it out and said, oh, you just have an appendage, you'll be fine. Instead, it scared us, got us to go to the emergency room, wait, take three hours in the hospital. That waste.

But 40 years ago, someone was out there selling a stethoscope, right? Hey, Dr. Mustafa, if you just listen to the heart, you can hear these sounds. If you listen to the abdomen, you can hear bowel sounds, or hear if there's fluid in the lungs. Wow, that's a great idea, Joe. Now everyone walks around with stethoscopes. Well, we're just the stethoscope salespeople of today. We sell the ability to look inside the body. There are so many ways you can intervene in the patient's care journey that make a substantial impact on their life if you can just see inside their body. There are 27 million doctors and nurses worldwide. Every one of them will have a Butterfly, and it'll be an over $100 billion market opportunity when it comes.

The difference now is: how powerful is the device, how trustworthy is it? And the other challenge is how many people are classically trained in ultrasound. That ultrasonographer in that hospital was a very special person — one of 82,000 people in the U.S. So how do you train people to be confident enough to even capture the image? Because you have two things to solve with ultrasound: image acquisition — you have to capture the image — and then you need to know what you're looking at.

From Caption Health, where we created the link between AI ultrasound software and the Butterfly platform, I hired Steve. After he sold Caption, he had a stint at GE, and I brought Steve Cashman back into Butterfly, because he's a genius. We've now launched Butterfly Garden — there are 27 different companies developing AI tools that link into the Butterfly environment. They pull veterinary scans, cardiac scans, abdominal scans, deep vein thrombosis, all different things. Some of the AI tools simply make it easier to capture the image. If you're a nurse doing home care, you can do a cardiac echo now in the home. That nurse won't know what they're looking at, but the AI tool tells them: place the probe here, move it left, move it right, push it down, contort it to this — and once the image is good, it captures it. Once they capture all the views, they can send them virtually to the cardiac nurse or the cardiac clinic, whichever subspecialty is managing it, and they can make the diagnosis from the image.

In nursing homes, if someone has congestive heart failure and starts having an episode, they can't breathe well — instead of someone being able to treat them locally, they have to put them in an ambulance, send them to the hospital, put them in a wheelchair, bring them to radiology, get a cardiac echo, then make a determination. That's a $5,000, $10,000 incident. Whereas today, a nurse can just use the AI tool, capture the image, send it — the remote cardiologist says, okay, let's modify the drug, modify the diuretic, dial it up or dial it back — and treat the patient there. It's a massive market opportunity, a complete change in thought process, and very exciting.

Musty26:07

That's a beautiful vision. I'm curious, from both strategy and tactics — if you're trying to make point-of-care ultrasound the new stethoscope, how does a leader think about that problem and how it's to be solved? Do you view that shift as a three-year project, a ten-year project? How does one even begin to tackle it? My thoughts run toward educating medical students in their curriculum so they feel confident for the rest of their careers. Then there are different approaches — maybe top-down, maybe bottoms-up, maybe you give doctors the device for free. A really concrete way of asking the same question: if you have a hundred dollars, or a hundred million dollars, to make Butterfly the next stethoscope, how would you deploy those dollars?

Joe

Well, first of all, the concept of point-of-care ultrasound wasn't created by Butterfly. It came out of the Hennepin County emergency room, where doctors begged the hospital for old ultrasound machines they were going to throw away, and did a study to see if using ultrasound in the emergency room to look at fluid in the lungs would have a clinical benefit. It had a 100% clinical benefit — every patient where they found the fluid early had a better outcome. So the marketplace had been developing handhelds before Butterfly. We're not the owner of point-of-care ultrasound as a modality, but our semiconductor has made it less expensive, full body, mobile and easy. The first company that really tried to commercialize point-of-care ultrasound was SonoSite — a laptop-type screen cart, a single-purpose device — and it did marvelously; they sold the business for a billion dollars to Fuji. So we're not the purveyors of this, it's been happening. There are probably 1,600 to 1,800 clinical papers a year on point-of-care ultrasound, and over 50% of those are in the utilization of Butterfly. The mass knowledge about point-of-care ultrasound and Butterfly exists.

But you're exactly right — how do you do it? Basically, yes to all the things you said. We've created our own University of Phoenix — an online course called Butterfly University, with videos and education that let people self-educate. We have in-person Butterfly certification training. In the United States today, about 80% of medical students are trained on Butterfly — they have them in their lab and go use them. Some of the largest leading schools are now giving them away to students, or having them purchase them as part of their tuition, so every kid gets a Butterfly — there are probably 10 or 15 schools now where every student who comes into the program gets one. And if 80% of the kids are being trained on Butterfly in the U.S., then it's done — we've already won the war. But it's a 20-year war, a generational war. In the next generation, all the kids are going to have ultrasound and all these capabilities, and just like giving someone an iPhone or a tablet, these kids are just going to get it, and it'll be part of their vernacular.

I don't have 20 years — I won't be around in 20 years. So how do I do it now, how do I accelerate that? Some of it's the education I mentioned — we have ScanLab, an AI education tool, very powerful, and universities are using it as the way first-years are trained. But really, it's those AI tools, Mustafa. Those 27 AI tools. Do you know the story of BlackBerry and the iPhone?

Musty

I was just growing up as it was popular — I'm more of the iPhone generation — but no, tell me.

“There will be a killer app — I don't know which of the 27, or maybe another 30 or 40 to come, but there will be an app that every clinician says, I have to have the ability to do that.”

Joe

Joe29:53

In the very beginning of handhelds, BlackBerry was seen as the enterprise device. If you were with a financial institution or any large institution, and they were giving out handhelds, they wouldn't let you use an iPhone — they didn't think it was secure; they thought it was more of a social device. BlackBerrys had a keyboard, enterprise software; you could surf the web and do email in a secure environment. But over time, apps came out. MapQuest launched an app — I think it was MapQuest, not Google — that let you do GPS. Holy cow, I can do GPS on my phone? I can take that TomTom off my dashboard.

What occurred with the iPhone is they had an open developer market where people could develop applications. As each application came onto the iPhone — now I have an alarm clock on it, I don't need an alarm clock; now I have a calendaring app; now another app that provides this whole other benefit — people started flocking to buy iPhones. At work they'd have the BlackBerry the company gave them for business, but they also had their iPhone, because the apps were fun, productive, and became essential. Think about the number of devices that were obsoleted because a new app came onto the iPhone. Eventually, IT directors were like, this is kind of crazy — I'm forcing people to use a BlackBerry when everyone has an iPhone, and some company information might even end up on this iPhone. So Apple convinced them it could be enterprise and secure, and they switched, and BlackBerry became obsolete, and iPhones became the standard.

That's the analog I see for Butterfly — as every new app comes into the environment. Now, all of a sudden, I can do a deep vein thrombosis scan with ThinkSono. Holy cow, I can diagnose this automatically. Or I can use HeartFocus, from DESKi, for a cardiac echo, or DeepBreathe for pulmonary fluid in the lungs. As all these apps come out and make it easier to acquire the image and interpret it, I can take that 20-year learning curve and press it down to a few years. And that's all happening now. We just launched our first FDA-approved app, HeartFocus from DESKi — a cardiac echo similar to Caption Health, now on our device. We can do 3D bladder scanning with a Butterfly app, B-lines with a pulmonary app Butterfly created and got FDA-approved, and now a cardiac echo. The more apps that come into this, and the easier it is to use ultrasound, the more people will use it, and it'll accelerate. There will be a killer app — I don't know which of the 27, or maybe another 30 or 40 to come, but there will be an app that every clinician says, I have to have the ability to do that. It'll force the whole market in one direction. So I'm very bullish on this business. We're doing everything to compress this timeline, and I think there's going to be an app out there that totally hits the mark.

Musty

I can imagine so many uses — in the ER, in clinics, in primary care. There are so many times, as you described, where it could save time, but also where it could accelerate your decision-making and diagnosis so much that you could meaningfully improve the outcome for a patient.

Joe

Very much so. We think about healthcare as being inside the hospital, but healthcare is becoming so distributed. Think about third-world countries, rural America, rural anywhere — where you don't have that singular, monolithic healthcare environment, but you need to empower a single connected caregiver. Having a device where they can do a full-body scan and help these patients — I think it's directly in line with the future of healthcare. As we go into these lower-cost environments and get closer to where the patient is, Butterfly is right on the cutting edge of that trend.

Musty35:20

This is kind of embarrassing, because I'm struggling to think here — but as you describe your AI capabilities helping with both image acquisition and image interpretation, there's a world where you're able to empower and upskill existing clinicians who aren't today skilled enough to do that. Is there also a world where you go direct to patient? Many of the indications running through my head are pretty clinical — spotting B-lines, doing a bladder scan. I'm struggling to imagine a patient doing this in their own home, but maybe you can correct me.

Joe

Yes. Here's where the future is. One of the things that makes Butterfly unique with the digital processor: a normal ultrasound device is like a flashlight. You grab it, there's a beam that comes out, and you have to contort the device to move the beam. It's like being in a dark cave trying to look for something — you move the beam and then find it. That's what ultrasound is: you have an expert who goes over the general area and shoots this planar beam to see the image. But what Butterfly can do, because it's a processor, is actually move the beam without moving the device. It's very similar to the Star Trek tricorder, if you remember that — you just scan through and get your data.

In the future, we're going to send patients home with something this size — this is my AirPod case. Something this size. They'll put it on the patient, tell them to press the button, and it'll do a scan, and the AI will find something. The scan can be of any orientation, any depth — we can see a soccer ball inside the body; that's the type of field we can scan with this. It's not a little scan, it's a large sweep, in both dimensions. So yes, patients will go home with a device. Maybe a cardiac patient, maybe a liver issue, a renal issue, abdominal — they'll place it over the anatomy, the device will auto-scan, find the anatomy, and — once you've cleared all this properly with the regulatory bodies — likely have the AI to actually diagnose, and say what we see is this and that. It'll have the capability of the patient bringing it home, capturing the image, finding the anatomy, and interpreting it and telling you how you're doing.

Musty39:07

Very, very cool. I want to touch on an interesting part of your turnaround playbook — when you come in, you're able to pick out the core competency, the true value proposition, and adjust the product strategy in an interesting way. Butterfly has had a couple of these transitions: originally a pure hardware device, then some AI enablement, a marketplace that opened up, and some more future-facing stuff too. As you entered Butterfly, how did you think about what the true core competency of Butterfly as a business is?

Joe

As I mentioned, I listened to why customers were buying our product, talked to our team inside, and there was always a debate. I'd do these all-hands meetings and people would say: are we a software company, a hardware company, a semiconductor company? I didn't really know. The way I'd answer was, do I need my right arm, my left arm, or my left leg? Which one do you want to cut off? I need them all — we can't have a product without all of these. But truthfully, what powered our differentiation was our semiconductor.

At one point, I was looking at our financials — we had over $90 million of semiconductor inventory. I'm like, holy cow, what do I do with this? And we were innovating so fast that some of that inventory was on the first or second generation chip when we were going for the third. So I started asking the team: with our semiconductor, our MEMS-based technology — did we create something for point-of-care ultrasound, or did we actually solve a foundational problem in technology? Are there other people who could benefit from this chip? The answer came back pretty resoundingly: yes, there are other people who can use this chip.

The company was so focused on POCUS — I learned later that six months before I arrived, Garmin, the big GPS company, had reached out to Butterfly and said, hey, do you want to help us develop a fish finder using your MEMS chip? And our team said, no, we're focused on point-of-care ultrasound. And I'm like, oh my God — they do billions in fish finding, it's such a brilliant company, we should have said yes. So because we've solved this problem to such an extent, we've now opened our business up to partner with third parties. We have about eight different partnerships today, and we license our semiconductor to applications that aren't competitive with Butterfly but help us capture a much larger market opportunity. So what's really core to us is the semiconductor, and that's now turning into a whole thing.

Musty

You're helping me understand — you've licensed out this infrastructure layer. By licensed out, you mean they're able to build with it themselves if they're non-competitive, and the innovation is that this chip is so good they'd prefer to use it compared to something like an Nvidia chip. Am I understanding this correctly?

“I actually think Butterfly is going to do more revenue in licensing semiconductors in the short term than in point-of-care ultrasound.”

Joe

Joe

Today, ultrasound is analog. There's an analog portion of sound we convert to digital, but in general there's a fixed lens — a fixed piezoelectric crystal — at the front end of an ultrasound device. Imagine a camera with a nearsighted lens, then another with a farsighted lens, another with a superfocus lens. In this analogy, there's no autofocus — you have one lens, another lens, another lens. No matter what you do digitally on the back end, you still have to send energy through a lens that focuses near. That's the problem with current legacy ultrasound technology. Whereas our semiconductor, because we control all 9,000 sensors, can dynamically modify the sound, come back, look at what we did, change it, improve it, improve it, improve it, in that cycle.

So anyone who uses legacy ultrasound in their products, medical or industrial — we spent $300 million to get our first-generation chip out, so there's a huge bar, 600 patents. We can now let someone take our chip and program it for their use case. From 1993 to 2005, Nvidia was a video game company. They made chips for video games — they didn't have this vision of being a massive AI player, they just focused on their customer and built this multidimensional processing for a very complex use case. I heard Jensen give a talk to a bunch of Stanford students saying they just kept pushing the envelope on their chips, not even knowing what they'd be used for.

That's what's happening with Butterfly now. We just signed a deal with Midjourney, a generative AI company, a text-to-image company. They have an idea on how to use our ultrasound semiconductor chip that I can't disclose at this date because it's their idea, but it's a massive idea — an idea that uses massive AI compute to use ultrasound in a way that's really never been done before. We're partnering with brain-computer interface companies, advanced diagnostic companies, robotics companies, who are taking our chip and bringing it into their product. The deal we just signed with Midjourney is a $74 million licensing deal, and that's all pre-commercialization revenue. When it gets commercial, we'll be selling them chips, and in the near future we'll be telling the Street what impact that has on us. I actually think Butterfly is going to do more revenue in licensing semiconductors in the short term than in point-of-care ultrasound. It'll have this beautiful, multidimensional, growing business.

Musty44:12

That's so exciting. Joe, this is a similar question to one I asked on a different part of the story — can you walk me through your decision-making process to prioritize that? Clearly it's a lucrative opportunity, and I'm sure five or ten other lucrative opportunities came across your desk too — I guess your wisdom is picking the right one. How did you decide that licensing this chip technology, perhaps even outside healthcare, was the next growth inflection point, versus the hundred other things the team was running by your desk? I'm guessing some people even responded in a confused way — why are we doing this, we're a medical device company, this makes no sense.

Joe

Survival. I had $90 million of inventory and I was running out of cash. In early to mid-2024, our revenue was starting to take off — IQ3 was doing well — but we were still burning a lot of cash, and the amount of cash we had wasn't enough to get us to cash-flow independence. We needed to bring more money into the company. Our stock price at that time was $0.80. So the ability for me to go to the financial markets, issue shares, and dilute my shareholders to bring in enough capital for the company to survive was like threading a needle. I was stressed out — how do I keep this company going, how do I not wash out my investors, how do I leverage an asset I currently have?

So we created this concept of a business called Octiv. We said, okay, we're going to take our semiconductor and put it into a separate internal business. I took two of my best people and said, go out and try to build a business, and let's see if we can fundraise into it. Because the semiconductor was so exciting — and our market cap was $300 or $400 million when we'd invested $300 million just in developing this chip, so the market wasn't giving us any credit for the technology — I said to the team, let's see if we can put this into a separate business, get an investor, and sell 20% of Octiv, of this division. They went out into the market to see if they could sell part of this semiconductor opportunity, because we'd already signed on a few companies. They got a lot of interest. We were working with one investor looking to put up to $75 million into this new semiconductor business, and we were getting very encouraged, going down this path of negotiation.

But at the same time, our IQ3 was really starting to sell, and our stock price went from $0.80 to $1.20, to $1.60, to $1.80, to $2.00. We announced a 30% growth quarter entering the third quarter, and the stock went to $2.50, to $2.80, to $3.00. That other deal became less and less attractive, because they were trying to get a large percentage of the Butterfly core business too, and it got messier and messier. So basically, it was the necessity of survival — how do I leverage what I have to continue our survival? Fortunately, even though we were going down that path to sell part of the business, the core business started performing so well, and our stock price recovered so well, that it became less necessary from a fundraising standpoint. But we woke up to the fact that we really had something. So we've rebranded it — it's Butterfly Embedded now, which is like Intel Inside. It's now a core part of our business that I think will be as big, or bigger, than POCUS in the next three years.

Musty48:35

Joe, I want to give two reflections on interesting growth opportunities I see in Butterfly, and then test a third idea I was thinking around. There's something around building out your app marketplace and different medical use cases for Butterfly, whether those come internally or from external developers — and one hits, and suddenly it's as ubiquitous as the stethoscope. That's one. Two is this larger opportunity around licensing your chip technology, even beyond healthcare, with lots of interesting deals there. And there's another world in which — as I thought of Butterfly as an outsider, knowing very little, admittedly — Butterfly just becomes the point-of-care company in healthcare. POCUS is one manifestation of that, but there's lots of interesting work, I don't need to tell you, in point-of-care medicine, and a lot of it links into healthcare at home too. You become the company that's basically point-of-care everything, whether that's medical-grade devices or more wellness devices. In some ways we start to think of Butterfly the way I might think of companies like Oura or Whoop. What's your initial reaction to that idea?

Joe

I think our founder, Dr. Rothberg, would hug and kiss you, because I think that was his original vision — creating this as a brand where every person could benefit from this core technology. There's a desire to get to a consumer orientation, to make this as simple and ubiquitous as possible, and to allow people to take more control over their care and have information. So I think your idea is spot on. The challenge is there are consequences to ultrasound — if I take ultrasound and put it on your body and leave it there for 24 hours, the sound waves have a therapeutic capability, and the FDA and other regulatory bodies are really concerned about that. So you have to find a way to provide the technology to the consumer that stays within a safe algorithm. We're working on that. It's a dream of ours to have this be literally ubiquitous. It's a concept of form factor, of AI and intelligence, of ease of use and simplicity — when those things converge, this can be a massive, massive product. We're going to have to pull you into our product department, because you have a lot of good ideas.

Musty51:07

Okay, that's very cool. Joe, as we round off, there's one question I was thinking about more at a Joe level than a Butterfly level. Throughout your story, you've been a great magnet for talent — you've built good relationships, then been able to leverage those and bring in good people to run and execute on some of your great ideas. My question is twofold — one slightly narrower, one slightly broader. The narrower version: how do you think about attracting world-class talent, building those networks over decades, retaining people or keeping good relationships so you can call on them when an opportunity comes around? And then the broader question is about relationship building and network building throughout your career — is there anything intentional you do? I think it was Kennedy who used to keep a notebook and write down every encounter he'd had — when someone's birthday was, an interesting fact they'd told him, almost like a personal CRM, which of course is much easier in the digital world now. So: the talent component of company building, and general networking habits you've had throughout your life.

Joe

I've been fortunate to lead a bunch of turnarounds and work for a lot of companies, big and small. Relationships are built when you connect with people beyond just checking boxes at work — when you connect to a mission. You've heard the cliché: people don't leave their job, they leave their bosses. I believe in servant leadership. I believe in identifying talented people, giving them a vision, giving them the resources necessary to succeed. And when they have everything they need, when they understand the vision of the business and what it's going to take to be successful, my job is only to make my people successful. It's not to sit out there and say, this is what I'm going to do, I'm going to do this and that. It's: I have great people, I have a great vision, and my job is to ensure they're all successful.

Over time, as each of these companies has become very successful, you develop deep relationships of trust, and when people want to follow you from one place to the next, it's because it's like a drug — they want to go back into an environment where they can be passionate about their work but not have to worry about their back. People don't like politics. They don't like being stabbed in the back, being used or lied to. Compensation is important, for the family, for your life. But being attached to a mission and a business, feeling you can create value and work for someone you trust, who cares about accomplishing the goal, not the politics of it — people seek those environments. That's why I'm able to get a Steve Cashman to work for me again. He didn't go run another company as a CEO, but he saw he's appreciated, loved and respected, and he can blossom, and I'm going to let him shine. I'm going to put him out and let him shine. It's not about me, it's about Butterfly, it's about the mission. So I try very hard to create an environment like that.

But also, I'm not a big fan of walking into a new company and wiping out the management team and bringing in your own good old boys. I don't do that at the very beginning. I try hard to do what we talked about earlier — find the people doing the job, find those pearls. If there's a couple of pearls missing from your necklace, then you go pull someone from your past. But you want your current people to believe they have a chance — you don't want them feeling like you're just going to bring someone in from your past. As long as you find people who are genuine, connected to the business, working hard, and you make them successful and create a mission where they can succeed, you can renovate and reinvigorate existing teams. Most people aren't bad — truthfully, at times the strategy was wrong, or it was the wrong time, but the people in the company are excellent. So I give the benefit of the doubt and try to find it. I take it upon myself to recraft the vision, to create the environment where they can be successful.

I remember the best manager I ever worked for was Carlos Babini. He was a sales executive at U.S. Surgical, and I was a sales rep — he gave me my first job as a regional manager. He was excellent — great-looking man, perfect shape, incredibly intelligent, inspirational, excellent in everything he did. I had imposter syndrome; I felt I couldn't live up to this man. But he saw something in me and promoted me to regional manager. He treated me like I was the best sales leader in the world. Of course I wasn't — I was a sales rep who got promoted to sales manager. But he treated me like I was the absolute best, and I did everything in my power not to prove him wrong, because he treated me with that respect. He showed me excellence and expected that excellence from me. I've always followed that same model: I'm going to assume this person on my team is the best in the world. I'm going to give them every opportunity, and they have every opportunity to prove me wrong. If I give everyone that trust, build them up, give them the resources, support them — you get so much productivity out of people, because people love to work. When you work in an environment with no stress and politics, and it's just the work, your biggest problem as a manager is telling them to go home, telling them to have a life.

So yes, you want to develop talent, and if you've had people in your past who know certain things and you've had success together, you want to bring them with you. But it's just as important to develop the people where you go — because if you place all this emphasis on the people you bring with you, you de-emphasize the potential of everyone else you have.

Musty57:26

I love that answer, Joe. My follow-on, part two, is around even outside a team-building and management context — the wider people and stakeholders in your professional circles. Have there been any habits, any ways you've built your network over the years? I remember very early on, as a teenager, my dad asked me to read How to Win Friends and Influence People by Dale Carnegie — there's kind of a parody version of it too — but it taught me some good principles: compliment liberally, save your criticism for private if you do share it, use people's names, things like that. I was curious if there's been anything like those principles that's served you well.

Joe

Any time I need to influence someone I don't know — I haven't really had a particular trick in that vernacular. I'm typically so committed to the mission I'm on that I push that mission first and see whether it energizes them or not, whether in fundraising or recruiting. For me, the greatest value you build is when you can align with someone's value structure, when you can communicate. St. Jude does this amazingly in their fundraising — a lot of their internal software is called Proud Beggars. Danny Thomas, who founded the charity, would always talk about being a proud beggar: whenever he was out begging, he'd talk about the child he's trying to help, who has cancer and wants a better chance at life. So for me, it's never been a trick or a tool — it's always been trying to find people who share a vision for the mission, and capturing them there. If that happens, you have something real. But I can't say I've been the greatest networker — I haven't gone and tried to talk to a politician. I'm always on a mission, regardless of whatever it is, and trying to find other people who wish to join that mission. For me, it's just been as simple as that.

Musty59:59

Love it. Thank you, Joe, this is really good. Anything else you want to say, or should I stop recording?

Joe

You're the best.

Musty

I hope you enjoyed that episode. If you did, please do me a small favor — forward this to someone who you think might enjoy it. It really helps. All right, I'll see you in the next one.