Investing Best Practices

By Michelle Stewart and George Willman, of Reed Smith LLP

Traditionally, investors have selected between two main modes of accomplishing early-stage financing – direct issuance of equity or convertible debt.  There have been some changes over time, such as the increasing proportion of early-stage financings using convertible notes, and increased investor demand for better economics in the notes, with features such as valuation caps and discounts to conversion. However, for a long time, early-stage investments were generally limited to these two modes of financing without a lot of fundamental change. 

Recently, several new approaches have emerged, which have generated quite a bit of interest in the early-stage financing community.  These include SAFE (Simple Agreement for Future Equity), KISS (Keep it Simple Security), and Series Seed. SAFE, proposed by Y Combinator, and KISS, proposed by 500 Startups, were quickly adopted by companies coming out of these well-known accelerators.  But the use of, and interest in, these new approaches reaches beyond these portfolio companies to other emerging companies looking for something different.  The Wall Street Journal highlighted this trend recently in “Startups Offer Unusual Reward for Investing - Simple Agreement for Future Equity promises benefits later if the firm is able to move forward,” April 1, 2015.

By Bill Payne, Frontier Angel Funds

Three outcomes dominate exits of angel-funded companies:

  • Dead bugs – Startups that go out of business, returning less-than-invested capital to angels (usually zero).
  • Positive exits – Companies that liquidate with capital gains to investors, usually via a cash sale to a larger company.  While IPOs are possible, they are very rare for angel-funded companies.  The exits can range from simply return of capital to wildly exiting multiples.
  • The living dead – These companies continue indefinitely to operate with internally generated cash without pursuing an exit.  By intention or due to market forces, these entrepreneurs turn what at first appeared to be a high-growth opportunity into a lifestyle company, that is, a company that meets payroll for all employees but does not demonstrate sufficient upside potential to attract buyers.  Such companies are going sideways and, as such, offer no opportunities to angels to harvest their investment – not even to write off their investment.  There are also examples of entrepreneurs who “get comfortable” with the income provided by their startup companies and simply choose not to pursue an exit.

By: Bill Payne, Frontier Angels

Entrepreneurs seem genuinely surprised to find that investors in Peoria or Little Rock are not willing to invest in startup companies at Silicon Valley prices.  After all, they just read in TechCrunch that investors funded a company similar to theirs at an $8 million pre-money valuation! 

The valuation of startup companies shouldn’t be impacted by location, should they?  Guess again!  A newly-constructed 3500 square foot home with a pool near New York City is priced well above a similar home in Fargo, right?  Well, the same differentials are true for startup companies.  In fact, the issues that influence residential real estate pricing are quite analogous to those which determine the price investors will pay for ownership in startup companies.

By: Jeff Solomon, CPA, CVA, Managing Partner, Katz Nannis + Solomon, PC

Early stage investors are often asked to sit on boards, and many sets of investment terms require that outside investors sit on the key board committees.  But what’s involved in being on an Audit Committee, and how do you do it right?  Let’s take a look at examples of an effective working relationship with the auditor and the types of questions you should be asking your auditors when you meet to add value to the governance process and to the company you represent:

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