Startup funding
F.A.Q.
Image source
Volodymyr Nesterenko, Digital Future
Whatever I do, I end up in Investments
Managing Partner @ Digital Future
Digital Future is the most active Ukrainian VC firm
Closed 11 deals in 2016, $4M+ invested
About me
When to raise money
How much to raise
What valuation to expect
Which investors to approach
Debt or Equity
Can I get paid my past cost
Do I need a legal entity
What is Term Sheet and do I need it
Questions
When to raise
money?
Image source
When to raise
money?
When there is no other choice
Image source
When to raise
money?
When there is no other choice
You know how to use it and prove you can do it
Image source
When to raise
money?
When there is no other choice
You know how to use it and prove you can do it
You have at least 6 months of runway
Image source
Image source
Runway
Runway: how many months a company can operate
without new financing at the current level of cash burn
Cash burn: monthly net cash outflow
Mailchimp:
The most known bootstrapped company
Founded in 2007, never raised venture capital
$300M+ annual revenue, 550+ employees
Bootstraps
Image source
How much
to raise?
Image source
How much
to raise?
The round should cover 12-18m runway
Image source
How much
to raise?
The round should cover 12-18m runway
If less: out of cash => depressed valuation (at best)
Image source
How much
to raise?
The round should cover 12-18m runway
If less: out of cash => depressed valuation (at best)
If more: selling your stake too cheap
Image source
How much
to raise?
The round should cover 12-18m runway
If less: out of cash => depressed valuation (at best)
If more: selling your stake too cheap
Mind investors’ ticket
Image source
Startup funding F.A.Q.
What valuation
to expect?
Image source
The one promising an investor min 10x return over 5-7y
What valuation
to expect?
Image source
The one promising an investor min 10x return over 5-7y
Using revenue multiples is the most common method
What valuation
to expect?
Image source
The one promising an investor min 10x return over 5-7y
Using revenue multiples is the most common method
Investors also check valuations vs potential exit value
What valuation
to expect?
Image source
The one promising an investor min 10x return over 5-7y
Using revenue multiples is the most common method
Investors also check valuations vs potential exit value
If it’s $50M, they’re unlikely to accept valuation >$5M
What valuation
to expect?
Image source
Revenue multiple: a benchmark ratio that is used to
measure a company's value based on its annual sales;
expressed in ‘times revenue’: 3x, 5x, 10x ... Multiples
depend on industry averages, growth and margins
Startup funding F.A.Q.
Which investors
to approach?
Image source
Which investors
to approach?
Most appropriate for your stage
Image source
Which investors
to approach?
Most appropriate for your stage
Seed and earlier stages: raise where the money is
Image source
Which investors
to approach?
Most appropriate for your stage
Seed and earlier stages: raise where the money is
Late seed, venture stages: raise where the revenue is
Image source
Which investors
to approach?
Most appropriate for your stage
Seed and earlier stages: raise where the money is
Late seed, venture stages: raise where the revenue is
Seek VCs which can bring clients and other investors
Image source
Startup funding F.A.Q.
Debt or Equity?
Image source
Debt or Equity?
They both suck
Image source
Debt or Equity?
They both suck
Selling equity is better for a founder
Image source
Debt or Equity?
They both suck
Selling equity is better for a founder
But it steals much time and costs money
Image source
Debt or Equity?
They both suck
Selling equity is better for a founder
But it steals much time and costs money
That’s why we use convertibles and SAFEs at early stages
Image source
Convertible note SAFE* Preferred stock Common stock
Class debt derivative equity equity
Ownership no no yes yes
Voting rights no no no yes
Asset claim priority 1 1 2 3
Maturity yes no no no
Interest yes/no no no no
Valuation yes** yes**/no yes yes
* Simple Agreement for Future Equity; it is neither equity, nor debt, as it doesn’t have any maturity or interest;
** So-called ‘valuation cap’ -- maximum valuation, at which the underlying amount will be converted into equity;
actual equity round valuation can be lower (or higher)
Can I get paid
my past cost?
Image source
Can I get paid
my past cost?
Never ask this ^^^ question
Image source
Can I get paid
my past cost?
Never ask this ^^^ question
Yes, you can. If it’s not your personal debt
Image source
Can I get paid
my past cost?
Never ask this ^^^ question
Yes, you can. If it’s not your personal debt
To repay personal debt, sell your own shares
(be prepared for low valuation)
Image source
Do I need
a legal entity?
Image source
Do I need
a legal entity?
YES - at any stage later than Friends & Family
Image source
Do I need
a legal entity?
YES - at any stage later than Friends & Family
Register where your clients are
Image source
Do I need
a legal entity?
YES - at any stage later than Friends & Family
Register where your clients are
LLC is just fine until you need to issue shares
Image source
Do I need
a legal entity?
YES - at any stage later than Friends & Family
Register where your clients are
LLC is just fine until you need to issue shares
Corp - for raising equity and for SAFEs
Image source
What is Term Sheet
and do I need it?
Image source
What is Term Sheet
and do I need it?
The summary of key terms of a future binding agreement
Image source
What is Term Sheet
and do I need it?
The summary of key terms of a future binding agreement
Needed to save time & money for everybody
Image source
What is Term Sheet
and do I need it?
The summary of key terms of a future binding agreement
Needed to save time & money for everybody
Normally used by professional VCs
Image source
What is Term Sheet
and do I need it?
The summary of key terms of a future binding agreement
Needed to save time & money for everybody
Normally used by professional VCs
This is an investor’s document
Image source
Get connected
/nesterenko.v
/digitalfuture
digital-future.org

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Startup funding F.A.Q.

  • 2. Whatever I do, I end up in Investments Managing Partner @ Digital Future Digital Future is the most active Ukrainian VC firm Closed 11 deals in 2016, $4M+ invested About me
  • 3. When to raise money How much to raise What valuation to expect Which investors to approach Debt or Equity Can I get paid my past cost Do I need a legal entity What is Term Sheet and do I need it Questions
  • 5. When to raise money? When there is no other choice Image source
  • 6. When to raise money? When there is no other choice You know how to use it and prove you can do it Image source
  • 7. When to raise money? When there is no other choice You know how to use it and prove you can do it You have at least 6 months of runway Image source
  • 9. Runway: how many months a company can operate without new financing at the current level of cash burn Cash burn: monthly net cash outflow
  • 10. Mailchimp: The most known bootstrapped company Founded in 2007, never raised venture capital $300M+ annual revenue, 550+ employees
  • 13. How much to raise? The round should cover 12-18m runway Image source
  • 14. How much to raise? The round should cover 12-18m runway If less: out of cash => depressed valuation (at best) Image source
  • 15. How much to raise? The round should cover 12-18m runway If less: out of cash => depressed valuation (at best) If more: selling your stake too cheap Image source
  • 16. How much to raise? The round should cover 12-18m runway If less: out of cash => depressed valuation (at best) If more: selling your stake too cheap Mind investors’ ticket Image source
  • 19. The one promising an investor min 10x return over 5-7y What valuation to expect? Image source
  • 20. The one promising an investor min 10x return over 5-7y Using revenue multiples is the most common method What valuation to expect? Image source
  • 21. The one promising an investor min 10x return over 5-7y Using revenue multiples is the most common method Investors also check valuations vs potential exit value What valuation to expect? Image source
  • 22. The one promising an investor min 10x return over 5-7y Using revenue multiples is the most common method Investors also check valuations vs potential exit value If it’s $50M, they’re unlikely to accept valuation >$5M What valuation to expect? Image source
  • 23. Revenue multiple: a benchmark ratio that is used to measure a company's value based on its annual sales; expressed in ‘times revenue’: 3x, 5x, 10x ... Multiples depend on industry averages, growth and margins
  • 26. Which investors to approach? Most appropriate for your stage Image source
  • 27. Which investors to approach? Most appropriate for your stage Seed and earlier stages: raise where the money is Image source
  • 28. Which investors to approach? Most appropriate for your stage Seed and earlier stages: raise where the money is Late seed, venture stages: raise where the revenue is Image source
  • 29. Which investors to approach? Most appropriate for your stage Seed and earlier stages: raise where the money is Late seed, venture stages: raise where the revenue is Seek VCs which can bring clients and other investors Image source
  • 32. Debt or Equity? They both suck Image source
  • 33. Debt or Equity? They both suck Selling equity is better for a founder Image source
  • 34. Debt or Equity? They both suck Selling equity is better for a founder But it steals much time and costs money Image source
  • 35. Debt or Equity? They both suck Selling equity is better for a founder But it steals much time and costs money That’s why we use convertibles and SAFEs at early stages Image source
  • 36. Convertible note SAFE* Preferred stock Common stock Class debt derivative equity equity Ownership no no yes yes Voting rights no no no yes Asset claim priority 1 1 2 3 Maturity yes no no no Interest yes/no no no no Valuation yes** yes**/no yes yes * Simple Agreement for Future Equity; it is neither equity, nor debt, as it doesn’t have any maturity or interest; ** So-called ‘valuation cap’ -- maximum valuation, at which the underlying amount will be converted into equity; actual equity round valuation can be lower (or higher)
  • 37. Can I get paid my past cost? Image source
  • 38. Can I get paid my past cost? Never ask this ^^^ question Image source
  • 39. Can I get paid my past cost? Never ask this ^^^ question Yes, you can. If it’s not your personal debt Image source
  • 40. Can I get paid my past cost? Never ask this ^^^ question Yes, you can. If it’s not your personal debt To repay personal debt, sell your own shares (be prepared for low valuation) Image source
  • 41. Do I need a legal entity? Image source
  • 42. Do I need a legal entity? YES - at any stage later than Friends & Family Image source
  • 43. Do I need a legal entity? YES - at any stage later than Friends & Family Register where your clients are Image source
  • 44. Do I need a legal entity? YES - at any stage later than Friends & Family Register where your clients are LLC is just fine until you need to issue shares Image source
  • 45. Do I need a legal entity? YES - at any stage later than Friends & Family Register where your clients are LLC is just fine until you need to issue shares Corp - for raising equity and for SAFEs Image source
  • 46. What is Term Sheet and do I need it? Image source
  • 47. What is Term Sheet and do I need it? The summary of key terms of a future binding agreement Image source
  • 48. What is Term Sheet and do I need it? The summary of key terms of a future binding agreement Needed to save time & money for everybody Image source
  • 49. What is Term Sheet and do I need it? The summary of key terms of a future binding agreement Needed to save time & money for everybody Normally used by professional VCs Image source
  • 50. What is Term Sheet and do I need it? The summary of key terms of a future binding agreement Needed to save time & money for everybody Normally used by professional VCs This is an investor’s document Image source