Posted by Mr. Smith on 2008-07-27
Tags: Closing Governance
A lot of CEOs get busy right after closing an investment, leaving Independent Board seats unfilled. It is in the best interest of investors to wait and fill the Independent seats, as the investors get time to evaluate the company performance and nominate loyalists with relevant skills while the CEO is too busy to resist. Meanwhile, it is in the best interest of CEO to fill Independent seats right away with a highly qualified industry expert that will support the Company first and foremost.
Many new and experienced CEOs let the governance slip and make small compromises in governance "to get the deal done" or "get the problem off of your plate." From experience, these compromises WILL come back to haunt you. As many as two thirds of all start-up CEOs get replaced, and this process starts with the governance.
The most substantial job of a Board is to fire and recruit the CEO. A seasoned investor with control of an independent seat will orchestrate a management switch faster than you can blink an eye if the results are disappointing. Here are three things that every funded CEO should be doing: (see private)PRIVATE: Members Only (616 Characters)
Posted by Anonymous on 2008-05-04
I was surprised to read about a large ( $28M) funding win by a company from the local Sand Hill VC's. Only a few months ago, I was inteviewed by this company for a C-level position and found them to be essentially a big fraud.
As someone who has spent 10+ years in this technology space, their claims about how their product/system works is just not possible. This is not my ego but a matter of science.
My only guess is that VC's felt good about the CEO/founder while playing some golf.
So to what extent is it a true meritocracy to get your startup funded by a VC"
Posted by Anonymous on 2007-07-03
Tags: Closing Due Diligence References
A venture capitalist told me today that he passes on a number of investments because of bad references. He mentioned a specific instance where a former employer thought the manager in question was "a criminal" and another case where he learned that the group of founders were "fighting among themselves" to see who would run the company. In addition, the venture capitalist went on to say that in such cases, venture funds generally "just pass" without giving a good reason, since it is difficult to explain the reference context without giving away confidences.
This brings up a very important point that I have learned from personal experience: venture capitalists do both soft and hard references, and these references will haunt you one way or another. The "hard references" are the ones that you provide. The "soft references," which can include dozens of individuals, are people within your industry, potentially competitors, that they call in an off the "record format." In some cases, the calls you get from associates trying to learn about your business may be an industry research or reference call in disguise. So, what can you do" Members, read on...PRIVATE: Members Only (1824 Characters)
Posted by fnazeeri on 2008-05-13
Tags: Closing Due Diligence
You just signed a term sheet for your first round of venture capital. Congratulations! Now what"
While every fund has their own process and each deal works a bit differently, what you can expect between signing a term sheet and closing the round (to which I refer in aggregate as "diligence") basically falls into four buckets:
(1) Confirmatory due diligence. What this means is the investor is switching gears from "why should I do this deal"" mode to "why shouldn't I do this deal"" mode. There is a pretty standard set of items the investor will request. You can go to my blog and download the generic diligence request list that Softbank uses (http://tinyurl.com/4t5nud). Depending upon the stage of the company, there are usually a 100+ documents that need to be collected and delivered. I'm a big fan of using Microsoft Sharepoint to manage document delivery. In fact, I recommend using it to deliver documents from the beginning of the fund raising process. For example, when a VC asks for your "financial model" you should point them to Sharepoint instead of emailing the file. One benefit is you can check who's accessed the file and you can turn off access if they pass. For $40 per month you can buy a hosted version of Sharepoint.
(2) Syndication. For many deals, particularly the first institutional round, the full amount of the raise won't be spoken for. For example, if the raise is $8MM, the lead investor might be committed to $4-5MM. Syndication is the process of finding one or more additional investors to complete the round. If you had the good fortune of receiving multiple term sheets to begin with (and assuming you like one of the others) the easiest way to complete the syndicate is to invite those folks to participate on your newly signed term sheet. Failing that, you should reach out to the firms with whom you got close, but not all the way. The expectation is that the entrepreneur leads and directs the syndication process. The good news is that having a signed term sheet (hopefully from a reputable firm) makes it a lot easier than getting the term sheet to begin with.
(3) Documentation. Generating about 2-inches of legal agreements codifying the investment. Usually company counsel will take the lead on drafting documents; although it's not unheard of for the lead investor to do the first draft. You should ask that the syndicate use one law firm, but if they insist on each using there own, plan on the process taking a week or two longer than it would otherwise.
(4) Closing. Signing the paperwork and wiring the money. Yeah! It used to be that closings were held in person at some attorney's office (at least that was my experience early in my career) but today that almost never happens. The closing is usually held over a couple of days after everything has been agreed and then they sign and fax their signature pages to company counsel. Depending upon how many signatures, it can take a few days to complete.PRIVATE: Members Only (739 Characters)
Posted by Anonymous on 2008-09-07
By diligently negotiating the cap on investor legal fees, you will dramatically accelerate both the diligence and the closing timeline. Most investors will easily agree to a cap of $25,000 to $50,000, and you can be sure that all of this money (and time) get chewed through on both sides. Factoring in your own legal costs, you could be looking at a $50,000 to $100,000 deal that takes between two and four months to close.
However, negotiate hard when you get a term sheet to cap the investor legal expenses at $10,000. With fees at this level, all of the work needs to go into drafting documents versus negotiating detailed terms. The lawyers themselves will feel pressure to close faster, rather than work endlessly to reach the agreed cap level. All in all, you will be looking at a cleaner deal that closes in two weeks to one month.PRIVATE: Members Only
Posted by Anonymous on 2009-03-12
Posted by Anonymous on 2009-02-16
Tags: Closing Financials Funding Sources
Posted by Anonymous on 2008-11-21
Tags: Closing Compensation Advisor
Posted by Anonymous on 2008-08-15
Tags: Closing Compensation Founders
I am about to close on a $4M Series A in the NYC area and am trying to understand how much equity founders typically retain after the round. I have founded the company with one other person and we split our duties equally. (CTO/CEO) Since then we have brought on several other engineers. Thanks for any input.PRIVATE: Members Only
Posted by Anonymous on 2007-09-21
In all of my venture rounds, my company has had to bear relatively large closing costs for all of the funds involved. I do appreciate the reasoning, but I have seen it eat up 5% of the deal value on day one, especially if middle men are involved... Are other companies also bearing excessive venture closing costs" What are some thoughts on this"PRIVATE: Members Only
Posted by Anonymous on 2010-06-26
Posted by Anonymous on 2010-06-04
Posted by Anonymous on 2010-06-03
Tags: Closing Due Diligence
Posted by Anonymous on 2009-10-15
Tags: Closing Bonus Acquisition
Posted by blitzmedia on 2009-04-06
We are a start-up digital and social media, talent management and branding company. We have at least 9 revenue streams which are viable and are currently producing money. We are projected to turn a profit in year 2 and reach over $20M in revenues by year 5. We have a agreement with a large media company to produce content for their site and network. At this stage, we have a bank that is willing to give us a line of credit for $400K however we need a guarantor to approve the line. We have offered potential investors 10-20% of company equity and to pay off the line within 3yrs on a 10 yr loan. In year 3 we'll even offered to buy any investor out with a 25% ROI on the $400k line. Furthermore, any investor wouldn't have to put any money down but its a case where the bank will look at an investors company or personal assets to insure the line. We have came close to sealing the deal with few a investors but we haven't closed on any yet. Is there anything we can do to sweeten the deal?PRIVATE: Members Only