Thoughts on startups by investors that
fund them & entrepreneurs that run them

Blog Archives

How does Convertible Debt work?

Let’s start by understanding that because we are talking about something called “Convertible Debt”, it means that whatever it is will start out as one thing, and potentially convert (or “change”) into something else. In this case, what the investor receives in exchange for his or her cash starts out as debt, and potentially converts into equity.

Debt is a

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The Road to Crowdfunding Hell

The lack of rational analysis about equity crowdfunding is remarkable to me.  Sure, it sounds like an easy source of startup capital that should lead to happy entrepreneurs, delighted investors and job creation galore.  However, this will likely not be the case. Few pundits seem to have the depth of knowledge and foresight to look far enough down the equity

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A Bubble for Seed Stage Valuation

When entrepreneurs raise equity capital for startup companies, the investors’ percentage of ownership is determined by the negotiated valuation for the company at the time of investment.  For example, if the negotiated pre-money valuation is $1.5 million and the investors provide $500,000 in equity investment, the investors are purchasing 25% of the company [$0.5 million ÷ ($1.5 million + $0.5

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Limiting the Number of Shareholders in Private Companies

The US Securities Exchange Act of 1934, section 12(g), generally limits a privately held company to fewer than 500 shareholders. The assumption has been that companies with 500 investors are quasi-public anyway, and for disclosure and other reasons should be forced to go public when the shareholder number approaches this limit.

Good Sources on the Pros & Cons of Convertible Notes

Entrepreneurs: if you’re looking seriously at angel investment, and you have the kind of product-market fit and management experience investors will like, you need to take a good look at convertible notes.

Do yourself and the investors you want to talk to a favor: take a few minutes and do some homework on this issue.

IPOs, M&As, Liquidity, & You. (the entrepreneur)

In the “good old days,” angels invested in seed-stage startups and teed up promising companies for subsequent venture capital financing. If the company was successful, this quickly led to an IPO – a very happy ending for the entrepreneur, the angels, and the venture capitalists. My, my…how the world has changed.

Entrepreneurs: Due Diligence on Investors is Smart

Due diligence should always be a two-way street. A while back, I published an article on “Startup Due Diligence Is Not a Mysterious Black Art,” describing what investors do to validate your startup before they invest. Here is the inverse, sometimes called reverse due diligence, describing what you should do to validate your investor before signing up for an equity

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Trends in Seed Stage Funding for Entrepreneurs

I’ve recently taken a look at seed stage funding by venture capitalists (VCs) and angel investors over the past five years.  For VCs, I chose to look at all seed stage VC deals (from MoneyTree©) as well as those in five of the most active regions in the country.  Note that I merged the two Southern California regions (LA/Orange County

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Do It Right The First Time, Part II: Visit the Doctor or House Call?

In Part I, I gave a quick summary of the who, when and why of forming and documenting a new startup company. This week we’ll delve into what, exactly, is necessary or desirable to lay a solid legal foundation for a startup to build upon.

The Funding Gap

The resources required to start a company vary significantly, depending on the type of company and growth rate anticipated by the entrepreneur. An experienced software engineer, for example, can develop a new mobile app with his or her own resources and market the product on the web with very little capital. A medical device company, on the other hand, may

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