Just Keep Swimming

It was 2015, a cold and dark winter afternoon. Rainer, Haver, Timmu, and I were sitting together in Madis Habakuk’s office. By that time, we had spent a full year working on our first product, yet we had no traction to show for it. Even worse, we only had a few weeks of runway left and were on the brink of going bankrupt.

This is our story—from starting a company and nearly going broke to pivoting multiple times and eventually raising over $70 million from top investors. Founders rarely talk openly about not dying as a startup. Just staying alive long enough to become an expert isn't a very sexy idea. Startups, as the stereotype goes, move fast and break things. But the truth is, disrupting an industry takes far longer than most people realize.

Our journey began in late 2014. We were fascinated by the idea of capturing people as realistic digital versions of themselves. At the time, 3D printing was on the rise, and we were convinced it would change everything (spoiler: not quite the way we imagined). We didn’t want to just print objects—we wanted to capture people. We had this early sense that digital representations of people would one day become important. It wasn’t a clear vision yet, but something about it felt like the future.

Our first product was a full-body 3D scanner that created realistic scans of people. We had spent nearly all our seed funding on developing this product. Once ready, we went to the largest shopping mall in Estonia to test the product and talk to people—pitching the idea of getting scanned and receiving a 3D printed figurine of themselves. We thought it would be the perfect place to showcase something new and exciting. But as people passed by, they mostly stared at us, puzzled. “Why would anyone want a 3D printed figure of themselves?” they asked. And they were right. We hadn’t done a single customer interview. We were building in a bubble, convinced our idea was cool without checking if anyone actually wanted it. We lacked product-market fit, our timing was off, and we misunderstood our audience completely.

That’s how we ended up in Madis’ office—four founders, out of money, deep in debt, and unsure what to do next. No one wanted to say it out loud, but the question hung in the air: is this the end?

After a long silence, Madis looked at us and said, “Running out of money is a small problem. You shouldn’t quit because of this. The chance you'll ever assemble a team with such strong chemistry again is slim. You just need to survive.”

And survival became our goal. We knew we needed to pivot. We realized one of our biggest mistakes was not understanding our customers. Most people didn’t want a realistic figurine of themselves. They wanted to become something more playful—like a superhero, a game character, or someone from a movie.  On top of that, the product wasn’t scalable.  It relied on more than 60 DSLR cameras and complex hardware—expensive to build, hard to maintain, and nearly impossible to transport. So we went back to the drawing board and started designing something more affordable, more accessible, and easier to scale.

This time, we got scrappy. We built our first prototypes using materials from around our office and validated demand by pre-selling the product before it was even fully ready.

We were out of money—again.  Building hardware products is expensive, and we needed funds to finish the prototype to deliver it to our first customers. But no investor believed in us. They didn’t understand why anyone would need a product like this. I still remember one quiet evening in our office, debating whether we should start preparing for bankruptcy. Then, out of nowhere, an email arrived: we’d been accepted into Startup Wise Guys. That money was just enough to finish the product and keep going.

We managed to finish building the product—an automated 3D scanning booth. You could step inside, scan your face, and instantly become any character.

Around the same time, we made another critical decision: we temporarily moved to Los Angeles. Estonia wasn’t our market. We needed to be where our customers were—the heart of entertainment. We found a tiny apartment and shared a bed with Timmu to save money like startup-era newlyweds (and got robbed twice, just to keep things exciting). It wasn’t pretty, but it kept us close to the people we needed to meet.

Even with early traction, we had to start fundraising again. Building hardware is expensive, and we needed capital to scale. We pitched to nearly every investor in LA and got rejected by all of them—I still have an inbox filled with hundreds of rejection emails. Some nights, Timmu and I walked home wondering if investors saw something we didn’t. Can it be that it’s just a bad idea? What kept us going were a handful of investors who stayed close. They weren’t ready to commit, but they asked thoughtful questions, cared about the vision, and followed our progress closely.

Soon after, Facebook unveiled its vision for social VR. Suddenly, the idea of having a digital version of yourself didn’t feel so weird anymore. People started to get it. That shift in mindset helped us raise $1.2M, land major customers like CBS, Paramount Pictures, and partner with the largest photo booth manufacturer with 15,000 locations. We were growing. But deep down, we knew it wasn’t enough.

Things were going great, but we knew we had to move beyond hardware to reach more people. Scaling physical products would always be hard, no matter how well they worked. We made another tough call: pivot again. This time, toward software—a chance to reach the masses.

In the process of scaling our scanner business, we had installed booths in high-foot-traffic locations around the world. Over time, those booths captured a large volume of 3D scans. That dataset became the foundation for our next pivot. We used it to train a deep learning system that could generate 3D avatars from a single selfie.

Facebook’s push into the social VR and avatars (later "metaverse") kicked off a wave of interest in digital identity. Suddenly, more companies were exploring how to bring avatars into their products—but few had the in-house expertise to do it. Over the next couple of years, we built custom avatar solutions using our SDK for companies like Tencent, Verizon, HTC, Wargaming, and many others. These projects weren’t just revenue—they helped us learn what companies really needed in an avatar system. We got to see the edge cases, the scaling issues, and the feature gaps firsthand.

The business was growing. We were generating revenue and working with some of the biggest companies in the world. But it still wasn’t scalable. Every project was custom work and completely dependent on someone else’s roadmap. And worse, many of the products we were integrating into didn’t survive. Teams would spend millions building games and apps that never found traction, got quietly sunsetted, or were shut down after launch. No matter how good our avatar system was, we were only as successful as the product it lived inside.

We realized that if we wanted to grow fast, we couldn’t keep betting on other people’s timelines. Building an avatar system from scratch was expensive and time-consuming—so we needed to dramatically lower the barrier to entry. That meant creating a product that didn’t require long integration cycles or enterprise sales. Something anyone could start using in minutes. Something open, self-serve, and ready to scale.

That’s what led us to build Ready Player Me—a cross-game avatar platform for the metaverse. We took everything we’d learned—edge cases, complex tech, infrastructure—and turned it into a plug-and-play system anyone could start using right away. For developers, it was an easy-to-integrate avatar system. For consumers, it offered a portable virtual identity.

This time, it was different. Traction was immediate—we went from zero to over 3,000 customers, tripled our team, and raised $69M in less than a year. But Ready Player Me wasn’t an overnight success. What most people don’t realize is that it was the result of eight years of pivots, mistakes, and relentless learning.

We had survived long enough to become experts. The market was finally ready—and so were we. It was a perfect storm: Covid pushed everyone deeper into digital worlds, gaming was booming, and Facebook rebranded as Meta. Suddenly, avatars weren’t just a weird concept—they were the future. And after eight years of hard lessons, we were uniquely positioned to lead it.

Chefs say patience is the secret ingredient behind great dishes. Building something truly new is no different. It takes time. It takes rejection. And it takes being misunderstood—over and over again. But if you stick with it, weird becomes visionary. What once made no sense suddenly makes all the sense in the world.

There's a scene in Finding Nemo where Dory sings, “Just keep swimming, just keep swimming,” when things feel hopeless. Honestly, that’s startup life. Your job is to keep swimming—until the world catches up.