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When I first read Paul Graham’s blog post on “High Resolution&# Financing I read it as a treatise arguing that convertible notes are better than equity. As I’m generally a believer in ‘pricing rounds’ I initially didn’t agree with the premise of the post. Photo credit: D. and not a min.
New investors sometimes want early investors to put in money to “prove” they have confidence in the new price. In the old days there weren’t many fights about whether angels would take their prorata rights in financing rounds. Thus begins the dance. This is for a more complicated reason I call “the mark-up game.”
So in 2011 as a startup company if you can generate lots of demand you can definitely raise an A round of capital (say $3 million) at a $7 or 8 million pre-moneyvaluation or slightly higher whereas just two years ago you would have struggled. million post-moneyvaluation with no revenue. That’s fine.
Taking Corporate Venture Money: When it Makes Sense “PayPal took on these investors in small part because it gave us an imprimatur in the stodgy and regulated world of financial services. Finance is about reporting on historical performance and future planning through the lens of financial metrics.” ” (Lee Hower).
As Cuban pointed out, this is a “down round” Zomm is seeking $2M for 10% of the company, implying an $18M pre moneyvaluation today. But the company had previously raised $5M for 17% of the company, implying a postmoneyvaluation after that investment of $29.4M. But I’d love your thoughts and comments.
As the company grows and the second or third group of investors comes in, the terms of each subsequent financing grow in size, scope, and the number of lawyers’ fingerprints on them. The price is the percent of ownership given to the investor, calculated as “investment/post-moneyvaluation.” Seat on the board.
As the company grows and the second or third group of investors comes in, the terms of each subsequent financing grow in size, scope, and the number of lawyers’ fingerprints on them. The price is the percent of ownership given to the investor, calculated as “investment/post-moneyvaluation.” Seat on the board.
This is a fundamental issue that does, indeed, boil down to understanding the post-moneyvaluation of a company. At its core, this issue points to the lack of understanding about the importance of post-moneyvaluation by both entrepreneurs and investors.
As the company grows and the second or third group of investors comes in, the terms of each subsequent financing grow in size, scope, and the number of lawyers’ fingerprints on them. The price is the percent of ownership given to the investor, calculated as “investment/post-moneyvaluation.” Seat on the board.
You go back and forth on a price and you eventually settle on a post-moneyvaluation cap of $6.5mm, meaning you have sold about 23% of your company. The first round is $3mm with a post-moneyvaluation of $10mm, the Series A is $9mm with a post-moneyvaluation of $30mm and so on.
I am reminded of this problem every time my firm does a financing where a note went before us but more specifically I was reminded by this great post by Brad Feld to talk about the pre-money vs. post-money conversion issue. It’s worth reading his post to understand the problem. It’s very simple.
Unlike a startup that might raise equity financing across several rounds all combined in a single balance sheet, VC’s do not simply commingle these funds into a single bucket to be allocated across all the companies in that firm’s portfolio.
I thought it might be useful to post up a model cap table ( Cap Table Model with Waterfall ). This cap table can be used by a pre-funded startup and then a financing can be layered in. In other words, it shows both pre-money and post-money very clearly. Here are things to note: 1.
Is the price paid for shares by previous investors excessive, creating a post-moneyvaluation too high for the actual value of the company? More importantly, VC’s will worry over a number of issues when looking at a company and deciding about an investment.
I was giving some advice the other day on how to approach Series B investors in terms of valuation. Company X raised its Series A at a pre-moneyvaluation of $5mm and it raised $4mm dollars. So the post-moneyvaluation after the Series A was $9mm. Here is the hypo (all $$ amounts changed): 1.
A company raises $1m of seed money from angels in a convertible note with a $6m cap. Assuming equity is raised at or above that cap, the total dilution, before the new money, is 16.6% (equivalent to an equity financing of $1m at a $6m postmoneyvaluation. So they recapitalize the company.
I watched, participated, and suffered through every type of creative financing as companies were struggling to raise capital in this time frame. I suffered through the next financing after implementing a complex structure, or a sale of the company, or a liquidation. Your existing investors might be willing to provide it.
VCs have an unfair advantage when it comes to financings. A typical start-up company will do 2-4 venture capital financings before a successful exit (or, conversely, an ignomious ending). In contrast, the typical venture capitalist, either individually or across their partnership, will do 5-10 financings in any given year.
I think this is driven both by entrepreneurs who want to take risk out of their business with more cash on the balance sheet, as well as by investors who, despite higher frothy valuations, are looking to hit certain ownership thresholds.
with a median post-moneyvaluation of $10.7M — these are the highest Pitchbook has recorded. OK, so microVC funds and smaller pre-seed financings could really be a thing. Um… wow. A number of companies that will go public this year and next (like Dropbox) didn’t raise obscene rounds of funding early.
We’ve been regularly running into another problem with doing a financing after companies have raised convertible notes. Most notes are ambiguous as to whether they convert on a pre-money or a post-money basis. Mark has a superb example of how this works on his blog.
First: Is the price paid for shares by previous investors excessive, creating a post-moneyvaluation too high for the actual value of the company? More importantly, VC’s will worry over several issues when looking at a company and deciding about an investment. The enlightened professional investor.
Having a relatively small about of convertible debt on your balance sheet prior to your Series A financing is not a bad thing. In our example, if the premoney is $3mm and the Series A new investors are putting in $1mm, then they expect to own 25% of the company after the closing ($1mm invested/$4mm postmoney).
If different investors have invested at very different prices, or if the entrepreneur has not made money before and this is their first shot, there can be greater tension inserted into a naturally tense situation. But the Series C investor who just invested at an $80 million post-moneyvaluation would be bitterly disappointed.
I think this is driven both by entrepreneurs who want to take risk out of their business with more cash on the balance sheet, as well as by investors who, despite higher frothy valuations, are looking to hit certain ownership thresholds.
Effective) post-moneyvaluation. to build sitting at a $17M post-money is going to look fundamentally different than that exactly comparable startup which took only two years and $2M total capital at a $10M post- to get there. How much time has elapsed since company founding. 100K in MRR was cited).
That's because the two key assumptions regarding how much money a portfolio company would require from start to finish (the exit) have changed: (1) the length of time before exit; and (2) the number of portfolio companies that would attract outside capital to lead follow-on financing rounds.
Former students who are readers of this blog may recall the Amazon IPO case from Entrepreneurial Finance class. It''s previous financing round was a little over a year prior to the IPO and was a $8M raise at a $60M pre-moneyvaluation led by John Doerr of Kleiner Perkins. or a market cap of $800M. igthwghjg2q2g8hu4).
It’s like we need a finance 101 course for entrepreneurs. Me: There is no rational explanation for valuations of A round companies by ANY objective financial measure. In finance they call it “terminal value” but the truth is the price is as arbitrary at your A round as it is at your seed round. Truthfully.
What is the post-moneyvaluation of your last round? Post-moneyvaluation” is the value of the company after the last round of money was put in (again, lines of credit and promises don’t count). Check out the personal finance topic by clicking here. So easy on the eyes! All Rights Reserved.
postmoneyvaluation. Mark Cuban offered $300k for 33% of the company, implying a $900k postmoneyvaluation. implying a $600k postmoneyvaluation. The company ended up negotiating with Cuban and settled on $300k for 30% of the company, or a $1M postmoneyvaluation.
In these cases we proactively offer to lead their next round of financing. If we can’t agree on price I tell entrepreneurs that they can raise money and say “GRP will speak for half of the round.&# Done – the only signal is positive. Obviously this “half the round&# offer has limits.
It’s like we need a finance 101 course for entrepreneurs. Me: There is no rational explanation for valuations of A round companies by ANY objective financial measure. In finance they call it “terminal value” but the truth is the price is as arbitrary at your A round as it is at your seed round. There were no metrics.
In June of 2000, I raised money at an $820M post-moneyvaluation. By the end of the year and despite more than doubling bookings, I could not raise money at any price in the private markets and was forced to take the company public at a $560M post-moneyvaluation. Things change.
In June of 2000, I raised money at an $820M post-moneyvaluation. By the end of the year and despite more than doubling bookings, I could not raise money at any price in the private markets and was forced to take the company public at a $560M post-moneyvaluation. Things change.
About the Author Ryan Roberts is a startup lawyer and represents technology companies through all phases of the startup process, including incorporation, seed & venture financings, and exit transactions. He obviously never launched a startup and got shafted by a co-founder. Click here to learn more about his practice.
First: Is the price paid for shares by previous investors excessive, creating a post-moneyvaluation too high for the actual value of the company? And what VC’s worry about More importantly, VCs will worry over several issues when looking at a company and deciding about an investment.
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