This presentation will give users a general overview of many aspects of the industry and its purpose, including:
• The benefits of hedge fund investing
• Who invests in hedge funds?
• Who regulates the hedge fund industry?
• The various strategies and types of hedge funds
• How do hedge funds generate returns for their investors
Learn more about the global hedge fund industry at: www.hedgefundfundamentals.com.
This presentation will give users a general overview of many aspects of the industry and its purpose, including:
• The benefits of hedge fund investing
• Who invests in hedge funds?
• Who regulates the hedge fund industry?
• The various strategies and types of hedge funds
• How do hedge funds generate returns for their investors
Learn more about the global hedge fund industry at: www.hedgefundfundamentals.com.
Term Sheet Template PowerPoint Presentation SlidesSlideTeam
If your company needs to submit a Term Sheet Template PowerPoint Presentation Slides look no further. Our researchers have analyzed thousands of proposals on this topic for effectiveness and conversion. Just download our template, add your company data and submit to your client for a positive response. https://bit.ly/2WRh1zZ
Venture Capital 101 presentation on the basics of VC such as what venture capital is, and how it works. I delivered this presentation to a student group called InSITE that I belong to (mix of Columbia and NYU MBA and Law students). Enjoy!
-Brian Rothenberg
www.brianrothenberg.com
"A Term Sheet is a bullet-point document which outlines the material terms and conditions for investment. It is a non-binding document except in certain cases. While dealing with investors such as angel funds as an investee you might come across Term Sheet which would be provided to you if they intend to invest in your startup or business. A Term Sheet guides legal counsels in preparation for much detailed definitive Agreements for investment such as Shareholder’s Agreement or Share Subscription Agreement.
As an investee, you should be aware of documents like Term Sheets, Shareholders Agreement, Share Subscription Agreement etc. This presentation shall give you a brief idea of what Term Sheet is and what does it include?
Real Estate Investing 101: Private EquityPeerRealty
This is the presentation deck from Real Estate Investing 101: Private Equity, PeerRealty's second in a series of on-demand educational videos. In this series, PeerRealty Head of Investments Jeff Rothbart takes viewers through the fundamentals of real estate investing, and discusses some of the key metrics that real estate investors should consider. This first course, Private Equity, discusses the fundamentals of real estate private equity transactions, and covers concepts like private placement memorandums, the "promote," and preferred returns.
You can view this webinar at http://resources.peerrealty.com/real-estate-investing-101-private-equity
The presentation is about valuation of a start-up and usual deal structure - term sheet.
In the presentation you can find an overview why traditional valuation methods don't work (DCF, P/E multiple,...) and what are the real life approaches. You can also find more about types of the investments and potential exits.
The second part of the presentation is dedicated to the term-sheet and most frequent terms in an equity investment, especially in Central and Eastern Europe. In the presentation are listed the most frequent provision you can stumble upon, but no term sheet includes all of them.
In the presentation you can learn about many different clauses that influence economics and control in a venture capital deal. Nevertheless you should read more on the web (Term Sheet Hacks...) and the books like Venture Deal to have a clear picture if you have a good deal on the table or not for your startup.
All related information about capital market instruments such as debt instruments, equity instruments, insurance instruments, hybrid instruments, swaps etc.
Term Sheet Template PowerPoint Presentation SlidesSlideTeam
If your company needs to submit a Term Sheet Template PowerPoint Presentation Slides look no further. Our researchers have analyzed thousands of proposals on this topic for effectiveness and conversion. Just download our template, add your company data and submit to your client for a positive response. https://bit.ly/2WRh1zZ
Venture Capital 101 presentation on the basics of VC such as what venture capital is, and how it works. I delivered this presentation to a student group called InSITE that I belong to (mix of Columbia and NYU MBA and Law students). Enjoy!
-Brian Rothenberg
www.brianrothenberg.com
"A Term Sheet is a bullet-point document which outlines the material terms and conditions for investment. It is a non-binding document except in certain cases. While dealing with investors such as angel funds as an investee you might come across Term Sheet which would be provided to you if they intend to invest in your startup or business. A Term Sheet guides legal counsels in preparation for much detailed definitive Agreements for investment such as Shareholder’s Agreement or Share Subscription Agreement.
As an investee, you should be aware of documents like Term Sheets, Shareholders Agreement, Share Subscription Agreement etc. This presentation shall give you a brief idea of what Term Sheet is and what does it include?
Real Estate Investing 101: Private EquityPeerRealty
This is the presentation deck from Real Estate Investing 101: Private Equity, PeerRealty's second in a series of on-demand educational videos. In this series, PeerRealty Head of Investments Jeff Rothbart takes viewers through the fundamentals of real estate investing, and discusses some of the key metrics that real estate investors should consider. This first course, Private Equity, discusses the fundamentals of real estate private equity transactions, and covers concepts like private placement memorandums, the "promote," and preferred returns.
You can view this webinar at http://resources.peerrealty.com/real-estate-investing-101-private-equity
The presentation is about valuation of a start-up and usual deal structure - term sheet.
In the presentation you can find an overview why traditional valuation methods don't work (DCF, P/E multiple,...) and what are the real life approaches. You can also find more about types of the investments and potential exits.
The second part of the presentation is dedicated to the term-sheet and most frequent terms in an equity investment, especially in Central and Eastern Europe. In the presentation are listed the most frequent provision you can stumble upon, but no term sheet includes all of them.
In the presentation you can learn about many different clauses that influence economics and control in a venture capital deal. Nevertheless you should read more on the web (Term Sheet Hacks...) and the books like Venture Deal to have a clear picture if you have a good deal on the table or not for your startup.
All related information about capital market instruments such as debt instruments, equity instruments, insurance instruments, hybrid instruments, swaps etc.
A common problem facing startup founders is how to adequately fund their businesses from inception through profitability.
Many rely on equity raises to climb up the J-curve, but the dilution that results is often a hefty price to pay. Fortunately, that isn’t the only option.
Venture debt is a potentially attractive alternative that founders tend to under-utilize. Whether you’re looking for a source of growth capital with minimal dilution, a way to extend your runway between equity financings, or both, venture debt is an important component of the capital structure for many venture-backed startups.
What’s best is that you don’t need to be an expert in debt financing to make venture debt work for your business. What you do need to understand, however, is how and when to access the venture debt markets.
Read more here: https://openviewpartners.com/blog
Raising Capital: Negotiating with Potential Investors (Series: The Start-Up/S...Financial Poise
Every business needs capital (cash) to fund its activities. But not all capital is created equal. At the most macro level, a business can raise cash by selling equity or by borrowing (and these alternatives are not by any means mutually exclusive).
This webinar explains the different types of capital available to fund a startup; how to identify potential funding sources; how to evaluate competing funding proposals; and how (and when) to negotiate financing terms. In addition, this webinar will address the kinds of investors for entrepreneurs to consider for their start-ups.
To view the accompanying webinar, go to: https://www.financialpoise.com/financial-poise-webinars/raising-capital-negotiating-with-potential-investors-2021/
Incorporation Stage Issues and Seed Financings Overview w/ Kristine Di BaccoStanford Venture Studio
Which legal entity is best for your startup company? How should you deal with founder stock and other incorporation issues? How should you structure a seed investment? Kristine Di Bacco, Partner at Fenwick & West, will help you answer these important questions, and others, as you think about the process of incorporating and raising seed financing.
Funding 101 for Tech Entrepreneurs & StartupsRoger Royse
Roger Royse, founder of the Royse Law Firm, discusses the various options available to entrepreneurs when it comes to funding their startup.
Topics include:
1) What are the best funding options for entrepreneurs to scale their business?
2) When should entrepreneurs pursue external funding?
3) How do entrepreneurs choose the right investor?
4) What alternative sources of funding are available?
5) How and why should a founder stage their funding rounds?
6) When should a founder think about exiting?
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Raising Capital: Negotiating with Potential InvestorsFinancial Poise
Every business needs capital (cash) to fund its activities. But not all capital is created equal. At the most macro level, a business can raise cash by selling equity or by borrowing (and these alternatives are not by any means mutually exclusive).
This webinar explains the different types of capital available to fund a startup; how to identify potential funding sources; how to evaluate competing funding proposals; and how (and when) to negotiate financing terms. In addition, this webinar will address the kinds of investors for entrepreneurs to consider for their start-ups.
Part of the webinar series: The Start-Up/Small Business Advisor 2022
See more at https://www.financialpoise.com/webinars/
Eddie Lampert bought Kmart out of bankruptcy. W.L. Ross made a fortune many times over buying steel and other companies out of bankruptcy. Hedge funds and other distressed debt traders buy and sell millions of dollars of distressed securities and bankruptcy claims every day. A number of private equity funds focus exclusively on buying distressed businesses, fixing, and selling them. And fortunes are made when real estate crashes by those who have the dry powder to swoop in and buy when others are forced to sell. This webinar explains how to loan to, or purchase the debt of, a company in order to acquire it (a strategy commonly called “loan to own”); how to learn about opportunities involving distressed companies; and tips and best practices for participating in bankruptcy, Article 9, and other sales of distressed businesses (including the concept of serving as the “stalking horse).
Part of the webinar series: RESTRUCTURING, INSOLVENCY & TROUBLED COMPANIES 2022
See more at https://www.financialpoise.com/webinars/
A presentation explaining the role of Venture Capital in our economy. I explain how Venture Capital Funds are structured and how they make investments.
How to Position Your Startup for Venture Capital Fundingideatoipo
During this webinar you will learn the basics of the venture model and path along with the necessary steps to take so that your company’s legal structure is an attractive investment. The discussion will cover:
1. Why a Delaware C-Corp is the most-common structure
2. How to document the relationship of the founders and early employees
3. The typical funding stages of a successful startup
4. An overview of convertible debt and SAFEs
5. Why it’s critical to run pro forma cap tables before financings
6. What happens in a venture financing
7. Why compliance with securities laws is important
8. Common legal mistakes in raising capital
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Startup Europe & TWIST Event: Understanding the Term SheetLVentureGroup
As a startup in need of funds, you are likely to be dealing with early-stage, seed or angel term sheets. Term sheets are usually schematic documents that outline the material terms and conditions of a investment agreement. The negotiation of these terms and conditions is not easy and you might be very well prepared before starting to talk with your investors.
During this event, Marcello Giordani, Investment Analyist at LVenture Group, will introduce you to all the aspects of the Term Sheet Analysis. At the end of the event, you will be able to understand all the basic terms and conditions of a term sheet in order to prepare yourself for your first negotiation!
VCs are exposed to unique challenges and risks when selling portfolio companies, and what is acceptable from a company's perspective may not be optimal for the investor base. An understanding of what goes wrong after companies are sold helps investors focus on effective planning strategies to protect returns and minimize exposure of their funds after closing.
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Presentation discusses trends in Silicon Valley and why technology companies are disrupting to fashion, education, food and art. Presentation delivered at Bitspartion on June 22, 2015 in Warsaw, Pland.
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In 2020, the Ministry of Home Affairs established a committee led by Prof. (Dr.) Ranbir Singh, former Vice Chancellor of National Law University (NLU), Delhi. This committee was tasked with reviewing the three codes of criminal law. The primary objective of the committee was to propose comprehensive reforms to the country’s criminal laws in a manner that is both principled and effective.
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1. Startup Law 101
Tytus Cytowski
Managing Partner
DECIHPERING SAFE, CONVERTIBLE
NOTES & TERM SHEETS
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• Tips for Startups
• Financing Road Map
• Term Sheet
• SAFE
• Convertible Debt
• Equity Financing
• Economic Terms
• Control Terms
• Other Terms
• Q&A
AGENDA
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Key Business Issues
• Valuation and Price of Capital
• How Much Money to Raise
• Time Frame
Key Legal Issues
• Economic Rights and Control
TIPS FOR STARTUPS
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TERM SHEET
STARTUP FINANCING
DEBT
HOW WILL YOU FINANCE?
EQUITY
CONVERTIBLE
NOTE
PREFERRED
STOCK
COMMON STOCK
ECONOMIC
CONTROL
OTHER
SAFE
Roadmap
INDIE VC
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• Non binding agreement between founders and investors.
• Why is it important if non binding?
BREAKDOWN OF A TERM SHEET
• SAFE vs. CONVERTIBLE NOTE vs. EQUITY (PREFERED EQUITY)
• ECONOMIC TERMS – regulate return the investors will ultimately get at
exit.
• CONTROL – provisions allowing to affirmatively exercise control over the
startup.
• OTHER – usually not that relevant, may be used as a smokescreen
TERM SHEET - BASICS
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• Definition: money converts to future equity in next financing
• Not a loan and no interest
• Spray & Pray Investors
Features:
• Conversion mechanics
• Discount Price
• Valuation Cap
Example:
• Ticket to a baseball game
SAFE
Basics
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• Definition: a regular loan which will convert to equity at such
time as another round of financing is raised
• Used for bridge financing
Benefits:
• No need to negotiate the valuation of the company (the main
drive)
• Less paperwork
• No decision making power for investors
CONVERTIBLE NOTE
Basics
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Downsides:
• Draws a line of what the company will be worth at the time of the
first series financing.
• Potential investors may refuse to fund the company unless the
debt investors remove or change the cap.
• Is a liability on the company’s balance sheet - may raise legal
issues of insolvency.
CONVERTIBLE NOTE
Basics
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Discount price
• Automatic conversion into equity of the same type and under the
same conditions as negotiated with subsequent investors but at
a better price.
• Price typically range between 10 and 30 %
CONVERTIBLE NOTE
Key terms
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Valuation Caps
• Investor-favorable term that puts a ceiling on the conversion price of the
debt.
• Protection against overvaluation of the company by the new investors
and resulting loss of influence.
• Effectively used caps can create alignment between entrepreneurs and
seed investors as long as they are thoughtfully negotiated
CONVERTIBLE NOTE
Key terms
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Interest rate
• Minimum upside the investor wants to have for the investment
• Should not be high as it is not the essence of the convertible debt
• Usually between 6 to 12 %
CONVERTIBLE NOTE
Key terms
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Conversion Mechanics
• Describe the time and the way in which the debt will convert.
• The debt does not convert and stays outstanding if the company does not
reach its financing goal, unless the creditors agree to extend it.
• Outstanding debt as gives the creditor control and possibility to initiate
bankruptcy proceedings.
• Mechanism applicable in the sale of the company may be arranged for in many
ways, the most popular being the payment of the interest and the debt or its
multiple.
CONVERTIBLE NOTE
Key terms
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Common Stock (“Seed” Preferred)
• Usually no rights or preferences
• No downside protection (i.e., liquidation preference) for investors
• Its valuation must be determined
• Sets price for option grants
• VCs are not interested in it, usually issued during friends and family
rounds.
Preferred Stock
• Provides extensive economic and governance rights, preferences
and privileges to the shareholder
• Issuance is expensive and time consuming
• The only type of stock accepted by large VC’s
EQUITY
FINANCING
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• Price per share is a measure of what is being paid for the equity.
• The concepts of pre-money and post money valuation.
EXAMPLE:
Investor says “I’ll invest 2 million at a valuation of $10 million”.
Post Money Pre-money
Pays $2,000,000 Pays $2,000,000
Buys 20% of the company Buys only 16.6% of the
company
ECONOMIC TERMS
Price/Valuation
• Conclusion: The pre-money understanding of valuation is more favorable
towards the founders.
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• Liquidation preference = the way proceeds are shared in a liquidity
event.
• What is a liquidity event? Sale of the company or the majority of its
assets, not only bankruptcy or winding down of the company.
• How does it work? The money is returned to a particular, preferred
series of the company’s stock ahead of other series of stock.
ECONOMIC TERMS
Liquidation Preference
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Two components:
• Actual preference- multiple (x 1, x 2) of the original investment is
being returned to the investor before the common stock receives
any consideration.
• Participation – Investors are not only getting multiple of their
investment back but also participate, on as converted basis, in the
further distribution of profits with the other holders of the common
stock.
• Capped participation – the stock will share in the liquidation
proceedings on an as converted basis until a certain multiple is
reached
ECONOMIC TERMS
Liquidation Preference
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EXAMPLE:
Let’s assume that the company is being sold for $20 million. There
are 3 founders, each one of them is holding 20% of the common
stock and an Investor who invested $4 million. If Investor’s stock
has 2x preference and his/her stock is at the same time
participating, it effectively means that he/she will get his/her $8
million first and then will participate equally with the other founders
totaling $11 million.
Each founder will receive merely $3 million profit from this
apparently beneficial transaction.
ECONOMIC TERMS
Liquidation Preference
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• Usually one director will be chosen by the founders and one by
the investors
• Odd number of seats necessary in order to avoid a stalemate
• Observers
• Board of Directors seat given directly to the CEO - initially a
founder
Board of Directors
CONTROL TERMS
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A right of an investor to block certain actions of the
typically include:
• changing of the terms of stock owned by the VC
• issuing more stock
• Issuing stock senior or equal to the VC’s preferred
• selling the company
• changing the certificate or bylaws, i.e. size of board of directors
• Declaring or paying dividend
• Borrow money
Veto Rights
CONTROL TERMS
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• Drag along agreement gives a subset of the investors the ability
to “drag along”, i.e. simply force all of the other investors and the
founders to sell the company at the same time, to the same
buyer.
• Desired provision - following the majority of the common stock,
not the preferred. what may force preferred investors to convert
some of their holdings to common stock to generate a majority
what in turn results in a benefit to the common stockholders as it
lowers the overall liquidation preference.
CONTROL TERMS
Drag along
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• Private Equity Background or Downside Protection
• Do not provide venture returns at the beginning.
Watch out for:
• Automatic dividends – can drag you to the insolvency zone.
• Cumulative dividends – pose accounting problems
OTHER
Dividends
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Right of First Refusal (ROFR)
• Investor’s right to purchase certain amount of shares in a future
financing before any other interested entity.
• Very common and Venture Capital investors will insist on it
• Helps to control the shareholder base of the company what benefits all
constituents
• Watch out for the super pro rata right
Voting rights
• Voting rights establish the voting dynamics within the corporation,
usually between the common stock and various series of preferred
stock.
OTHER
ROFR & VotingRights