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Questions and Answers
What can entrepreneurs use the VEM framework to identify and assess?
What can entrepreneurs use the VEM framework to identify and assess?
Financial projections are always accurate, especially for early-stage companies.
Financial projections are always accurate, especially for early-stage companies.
False
Define financial constraints in the context of entrepreneurial finance.
Define financial constraints in the context of entrepreneurial finance.
Financial constraints refer to the situation where a firm needs external finance but is unable to obtain it.
In the context of entrepreneurial finance, what can asymmetric information lead to?
In the context of entrepreneurial finance, what can asymmetric information lead to?
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Banks facing borrowers with unknown risk type is an example of adverse selection in entrepreneurial finance.
Banks facing borrowers with unknown risk type is an example of adverse selection in entrepreneurial finance.
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What drives economic growth according to Bob Solow (1987)?
What drives economic growth according to Bob Solow (1987)?
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Entrepreneurial finance contributes to economic growth.
Entrepreneurial finance contributes to economic growth.
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Which costs relate directly to the production & delivery of the product?
Which costs relate directly to the production & delivery of the product?
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Non-operating expenses are recurring costs that relate to maintaining the asset base. (True/False)
Non-operating expenses are recurring costs that relate to maintaining the asset base. (True/False)
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What is the purpose of using preferred stock in companies?
What is the purpose of using preferred stock in companies?
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Founders' stock is typically fully vested from the beginning.
Founders' stock is typically fully vested from the beginning.
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VCs aim to reduce downside risk while pushing their companies to create a large upside.
VCs aim to reduce downside risk while pushing their companies to create a large upside.
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What is one of the main motivations for corporate governance as stated in the content?
What is one of the main motivations for corporate governance as stated in the content?
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Investors under the 3x preferred share deal have no incentive at all.
Investors under the 3x preferred share deal have no incentive at all.
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What is the purpose of using convertible notes for pre-venture companies?
What is the purpose of using convertible notes for pre-venture companies?
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Once converted, ______ notes are usually converted into the same security then issued, which is ______ preferred.
Once converted, ______ notes are usually converted into the same security then issued, which is ______ preferred.
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Match the following terms related to deal structuring:
Match the following terms related to deal structuring:
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Where do investors add value according to the VEM model?
Where do investors add value according to the VEM model?
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What are the key motivations for staged financing for the Investor?
What are the key motivations for staged financing for the Investor?
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Internal Rate of Return (IRR) takes the level of risk into account.
Internal Rate of Return (IRR) takes the level of risk into account.
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What does FAST stand for in the context of founder ownership?
What does FAST stand for in the context of founder ownership?
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Standard valuation models can be easily applied to valuing entrepreneurial companies.
Standard valuation models can be easily applied to valuing entrepreneurial companies.
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What is the primary driver of economic growth, according to Bob Solow's Nobel insights?
What is the primary driver of economic growth, according to Bob Solow's Nobel insights?
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What is the impact of Venture Capital (VC) funding on start-ups, according to Chemmanur et al. (2011)?
What is the impact of Venture Capital (VC) funding on start-ups, according to Chemmanur et al. (2011)?
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What is one of the key motivations for entrepreneurs to seek Venture Capital (VC) funding?
What is one of the key motivations for entrepreneurs to seek Venture Capital (VC) funding?
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What is the primary reason why a firm may face financial constraints?
What is the primary reason why a firm may face financial constraints?
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What is the primary benefit of staged financing for investors?
What is the primary benefit of staged financing for investors?
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What is the main consequence of asymmetric information in the market for external funds?
What is the main consequence of asymmetric information in the market for external funds?
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What is the main purpose of corporate governance, according to the content?
What is the main purpose of corporate governance, according to the content?
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What is the definition of credit rationing?
What is the definition of credit rationing?
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What is one of the key benefits of entrepreneurial finance for the broader economy?
What is one of the key benefits of entrepreneurial finance for the broader economy?
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What is the purpose of financial projections in entrepreneurial finance?
What is the purpose of financial projections in entrepreneurial finance?
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What is the effect of asymmetric information on the market for external funds?
What is the effect of asymmetric information on the market for external funds?
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What is the primary role of investors in the entrepreneurial ecosystem?
What is the primary role of investors in the entrepreneurial ecosystem?
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What is the main characteristic of a financially constrained firm?
What is the main characteristic of a financially constrained firm?
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What is the primary driver of growth in entrepreneurial companies, according to Kortum & Lerner (2000)?
What is the primary driver of growth in entrepreneurial companies, according to Kortum & Lerner (2000)?
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What is the main consequence of credit rationing in the market for external funds?
What is the main consequence of credit rationing in the market for external funds?
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What is the main reason why entrepreneurial finance is considered challenging from the entrepreneurial perspective?
What is the main reason why entrepreneurial finance is considered challenging from the entrepreneurial perspective?
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What do researchers exploit to observe how VCs manage to bring companies to success?
What do researchers exploit to observe how VCs manage to bring companies to success?
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What is the primary way VCs add value to companies through networking?
What is the primary way VCs add value to companies through networking?
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What is the goal of pressuring by VCs?
What is the goal of pressuring by VCs?
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What is the result of VCs increasing their involvement with companies?
What is the result of VCs increasing their involvement with companies?
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What is the level at which mentoring and coaching by VCs takes place?
What is the level at which mentoring and coaching by VCs takes place?
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What is the purpose of advising by VCs?
What is the purpose of advising by VCs?
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What do VCs help companies with through their advising?
What do VCs help companies with through their advising?
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What is the outcome of VCs increasing their involvement with companies, which points to a real treatment effect?
What is the outcome of VCs increasing their involvement with companies, which points to a real treatment effect?
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What is the main implication of drag-along rights for investors?
What is the main implication of drag-along rights for investors?
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What is the purpose of key man insurance in venture capital agreements?
What is the purpose of key man insurance in venture capital agreements?
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What is the main difference between valuation and terms in venture capital agreements?
What is the main difference between valuation and terms in venture capital agreements?
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What is the implication of having a no-shop clause in a venture capital agreement?
What is the implication of having a no-shop clause in a venture capital agreement?
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What is the purpose of representations and warranties in venture capital agreements?
What is the purpose of representations and warranties in venture capital agreements?
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What is the implication of having a due diligence conditionality clause in a venture capital agreement?
What is the implication of having a due diligence conditionality clause in a venture capital agreement?
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What is the purpose of information rights in venture capital agreements?
What is the purpose of information rights in venture capital agreements?
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What is the implication of having a legal resolution clause in a venture capital agreement?
What is the implication of having a legal resolution clause in a venture capital agreement?
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What is the effect of dilution on the ownership fraction of current shareholders?
What is the effect of dilution on the ownership fraction of current shareholders?
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What is the relationship between risk and return in finance?
What is the relationship between risk and return in finance?
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What is the characteristic of low returns in entrepreneurial finance?
What is the characteristic of low returns in entrepreneurial finance?
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What is the effect of risk-aversion on investor behavior?
What is the effect of risk-aversion on investor behavior?
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What is the purpose of distinguishing between realized and expected returns in entrepreneurial finance?
What is the purpose of distinguishing between realized and expected returns in entrepreneurial finance?
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What is the effect of dilution on the ownership fraction of an investor across rounds?
What is the effect of dilution on the ownership fraction of an investor across rounds?
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What is the primary reason why a firm may face financial constraints?
What is the primary reason why a firm may face financial constraints?
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What is the result of asymmetric information in the market for external funds?
What is the result of asymmetric information in the market for external funds?
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What is the primary way to address credit rationing in the market for external funds?
What is the primary way to address credit rationing in the market for external funds?
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What is the characteristic of a financially constrained firm?
What is the characteristic of a financially constrained firm?
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What is the purpose of the interest rate in the market for external funds?
What is the purpose of the interest rate in the market for external funds?
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What is the consequence of market failure in the context of entrepreneurial finance?
What is the consequence of market failure in the context of entrepreneurial finance?
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What is the primary feature of a market with asymmetric information?
What is the primary feature of a market with asymmetric information?
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What is the role of credit rationing models in the context of entrepreneurial finance?
What is the role of credit rationing models in the context of entrepreneurial finance?
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What is the main limitation of the Discounted Cash Flow (DCF) model in entrepreneurial finance?
What is the main limitation of the Discounted Cash Flow (DCF) model in entrepreneurial finance?
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What is the relationship between ρ and z in the context of venture capital?
What is the relationship between ρ and z in the context of venture capital?
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What is the main difference between the Venture Capital Method (VCM) and the Discounted Cash Flow (DCF) model?
What is the main difference between the Venture Capital Method (VCM) and the Discounted Cash Flow (DCF) model?
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What is the purpose of estimating a terminal value in the Discounted Cash Flow (DCF) model?
What is the purpose of estimating a terminal value in the Discounted Cash Flow (DCF) model?
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What is the impact of uncertainty on the applicability of the Discounted Cash Flow (DCF) model in entrepreneurial finance?
What is the impact of uncertainty on the applicability of the Discounted Cash Flow (DCF) model in entrepreneurial finance?
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What is the relationship between the Venture Capital Method (VCM) and the Discounted Cash Flow (DCF) model?
What is the relationship between the Venture Capital Method (VCM) and the Discounted Cash Flow (DCF) model?
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What strategic challenge do investors provide expertise on market penetration, customer engagement, and geographic expansion?
What strategic challenge do investors provide expertise on market penetration, customer engagement, and geographic expansion?
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What is the primary problem with non-disclosure agreements (NDAs) in the context of venture ideas?
What is the primary problem with non-disclosure agreements (NDAs) in the context of venture ideas?
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What type of culture do investors pressure startups to craft?
What type of culture do investors pressure startups to craft?
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Why do problems arise when investors replace underperforming managers?
Why do problems arise when investors replace underperforming managers?
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What is the main challenge in valuing an idea in isolation?
What is the main challenge in valuing an idea in isolation?
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What is the primary purpose of the MATCH Tool?
What is the primary purpose of the MATCH Tool?
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What do investors help startups with during the exit challenge?
What do investors help startups with during the exit challenge?
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How many business plans do VC investors examine on average per year?
How many business plans do VC investors examine on average per year?
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What type of relationships do investors help startups establish?
What type of relationships do investors help startups establish?
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What do investors provide to help startups with the production challenge?
What do investors provide to help startups with the production challenge?
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What is the primary outcome of Arrow's information paradox?
What is the primary outcome of Arrow's information paradox?
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Why are NDAs suitable for project-specific, non-patentable information?
Why are NDAs suitable for project-specific, non-patentable information?
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What is the outcome of investors increasing their involvement with startups?
What is the outcome of investors increasing their involvement with startups?
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What do investors provide to help startups with the organization challenge?
What do investors provide to help startups with the organization challenge?
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What is the primary reason why valuing an idea is different from valuing a venture?
What is the primary reason why valuing an idea is different from valuing a venture?
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What is the main concern when assessing the value of an idea?
What is the main concern when assessing the value of an idea?
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What is the primary motivation for entrepreneurs to use staged financing?
What is the primary motivation for entrepreneurs to use staged financing?
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What happens to the number of rounds in staged financing as the venture matures?
What happens to the number of rounds in staged financing as the venture matures?
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What is the primary motivation for investors to use staged financing?
What is the primary motivation for investors to use staged financing?
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What is the trend of the amount raised in successive rounds of staged financing?
What is the trend of the amount raised in successive rounds of staged financing?
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What is the impact of staged financing on entrepreneurs' ownership?
What is the impact of staged financing on entrepreneurs' ownership?
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What is the primary driver of growth in entrepreneurial companies, according to Kortum & Lerner (2000)?
What is the primary driver of growth in entrepreneurial companies, according to Kortum & Lerner (2000)?
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What is the primary benefit of staged financing for entrepreneurs?
What is the primary benefit of staged financing for entrepreneurs?
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What is the main characteristic of staged financing?
What is the main characteristic of staged financing?
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What is the primary purpose of using preferred securities in venture capital investments?
What is the primary purpose of using preferred securities in venture capital investments?
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What happens to the investor's shares if the exit value is above XCOM?
What happens to the investor's shares if the exit value is above XCOM?
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What is the primary benefit of using preferred securities in venture capital investments?
What is the primary benefit of using preferred securities in venture capital investments?
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What is the typical maturity of a convertible note?
What is the typical maturity of a convertible note?
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What happens to the investor's shares if the exit value is between XCAP and XCOM?
What happens to the investor's shares if the exit value is between XCAP and XCOM?
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What is the appeal of convertible notes?
What is the appeal of convertible notes?
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Why do entrepreneurs prefer to use common stock instead of preferred stock?
Why do entrepreneurs prefer to use common stock instead of preferred stock?
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What is the main purpose of a valuation cap in a convertible note?
What is the main purpose of a valuation cap in a convertible note?
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What is the primary reason why entrepreneurs accept preferred stock?
What is the primary reason why entrepreneurs accept preferred stock?
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What happens to a convertible note when a company raises its first qualified funding round?
What happens to a convertible note when a company raises its first qualified funding round?
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What is the result of using preferred securities in venture capital investments?
What is the result of using preferred securities in venture capital investments?
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What is the conversion rate of a convertible note determined by?
What is the conversion rate of a convertible note determined by?
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What is the primary benefit of using preferred securities for investors?
What is the primary benefit of using preferred securities for investors?
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What is the main benefit of using convertible notes for pre-venture companies?
What is the main benefit of using convertible notes for pre-venture companies?
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What is the formula for the conversion price of a convertible note (PCN)?
What is the formula for the conversion price of a convertible note (PCN)?
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What is the formula for the number of shares received by a convertible note investor (SCN)?
What is the formula for the number of shares received by a convertible note investor (SCN)?
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What percentage of deals are typically syndicated?
What percentage of deals are typically syndicated?
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Why do investors syndicate deals?
Why do investors syndicate deals?
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What is the role of lead investors in a syndicate?
What is the role of lead investors in a syndicate?
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What is the impact of syndication on deal performance?
What is the impact of syndication on deal performance?
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What is the purpose of John Nash's bargaining theory?
What is the purpose of John Nash's bargaining theory?
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What is the benefit of syndication for entrepreneurs?
What is the benefit of syndication for entrepreneurs?
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What is the main reason why angel and seed investors are not often syndicated?
What is the main reason why angel and seed investors are not often syndicated?
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What is the implication of syndication for venture capital firms?
What is the implication of syndication for venture capital firms?
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What is the typical duration of a Convertible Note (CN)?
What is the typical duration of a Convertible Note (CN)?
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What is the benefit of using Convertible Notes (CN) for pre-venture companies?
What is the benefit of using Convertible Notes (CN) for pre-venture companies?
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What is the conversion rate of a Convertible Note (CN)?
What is the conversion rate of a Convertible Note (CN)?
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What is the purpose of a valuation cap in a Convertible Note (CN)?
What is the purpose of a valuation cap in a Convertible Note (CN)?
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What is the appeal of Convertible Notes (CN)?
What is the appeal of Convertible Notes (CN)?
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What is the advantage of Convertible Notes (CN) in terms of ownership?
What is the advantage of Convertible Notes (CN) in terms of ownership?
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What happens to a Convertible Note (CN) at the first 'qualified' fundraising (Series A)?
What happens to a Convertible Note (CN) at the first 'qualified' fundraising (Series A)?
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What is the formula to calculate the amount of shares (S-CN) of a Convertible Note (CN)?
What is the formula to calculate the amount of shares (S-CN) of a Convertible Note (CN)?
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What is the purpose of using preferred stock in companies?
What is the purpose of using preferred stock in companies?
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What happens to the investor's shares for exit values above XCOM?
What happens to the investor's shares for exit values above XCOM?
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Why do entrepreneurs accept preferred shares?
Why do entrepreneurs accept preferred shares?
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What is the effect of using preferred stock on the entrepreneur's incentives?
What is the effect of using preferred stock on the entrepreneur's incentives?
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What is the purpose of preferred stock in aligning investor and entrepreneur expectations?
What is the purpose of preferred stock in aligning investor and entrepreneur expectations?
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What happens to the entrepreneur's shares when the company fails?
What happens to the entrepreneur's shares when the company fails?
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What is the effect of preferred stock on the company's cash flows?
What is the effect of preferred stock on the company's cash flows?
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Why do investors use preferred stock?
Why do investors use preferred stock?
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What is the primary purpose of syndication in venture capital investments?
What is the primary purpose of syndication in venture capital investments?
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What is the role of lead investors in a syndicate?
What is the role of lead investors in a syndicate?
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What is the effect of syndication on deal performance?
What is the effect of syndication on deal performance?
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Who is the Nobel laureate who pioneered the mathematical study of non-cooperative games?
Who is the Nobel laureate who pioneered the mathematical study of non-cooperative games?
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What is the purpose of involving investors with complementary skills and networks in a syndicate?
What is the purpose of involving investors with complementary skills and networks in a syndicate?
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What is the main motivation for VCs to syndicate deals?
What is the main motivation for VCs to syndicate deals?
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What is the primary benefit of syndication for entrepreneurs?
What is the primary benefit of syndication for entrepreneurs?
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What is the primary purpose of survey evidence in the context of syndication?
What is the primary purpose of survey evidence in the context of syndication?
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Which of the following is NOT a reason why investors syndicate deals?
Which of the following is NOT a reason why investors syndicate deals?
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What is the main benefit of syndication for investors?
What is the main benefit of syndication for investors?
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According to the Nash bargaining solution, how many variables do we need to know to understand what deal two parties would strike?
According to the Nash bargaining solution, how many variables do we need to know to understand what deal two parties would strike?
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What is the main driver of economic growth, according to Bob Solow's Nobel insights?
What is the main driver of economic growth, according to Bob Solow's Nobel insights?
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What is the purpose of syndication in venture capital?
What is the purpose of syndication in venture capital?
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What is the outcome of VCs increasing their involvement with companies?
What is the outcome of VCs increasing their involvement with companies?
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What is the main characteristic of a financially constrained firm?
What is the main characteristic of a financially constrained firm?
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What is the primary role of investors in the entrepreneurial ecosystem?
What is the primary role of investors in the entrepreneurial ecosystem?
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What is the main advantage of using convertible notes in the seed stage?
What is the main advantage of using convertible notes in the seed stage?
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What is the purpose of the valuation cap in convertible notes?
What is the purpose of the valuation cap in convertible notes?
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What is the conversion rate of convertible notes determined by?
What is the conversion rate of convertible notes determined by?
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What is the benefit of using a standardized structure for convertible notes?
What is the benefit of using a standardized structure for convertible notes?
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What is the main purpose of structuring deals in entrepreneurial finance?
What is the main purpose of structuring deals in entrepreneurial finance?
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What is the relationship between the conversion rate and the valuation cap in convertible notes?
What is the relationship between the conversion rate and the valuation cap in convertible notes?
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What is the primary advantage of using convertible notes in pre-venture companies?
What is the primary advantage of using convertible notes in pre-venture companies?
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What is the typical maturity period of convertible notes?
What is the typical maturity period of convertible notes?
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What is the purpose of preferred stock in companies?
What is the purpose of preferred stock in companies?
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What happens to the investor's shares if the exit value is above XCOM?
What happens to the investor's shares if the exit value is above XCOM?
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What is the benefit of using preferred stock in companies?
What is the benefit of using preferred stock in companies?
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What is the purpose of using preferred stock in deal structuring?
What is the purpose of using preferred stock in deal structuring?
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What is the benefit of preferred stock for investors?
What is the benefit of preferred stock for investors?
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What is the benefit of preferred stock for entrepreneurs?
What is the benefit of preferred stock for entrepreneurs?
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What is the implication of using preferred stock for weaker projects?
What is the implication of using preferred stock for weaker projects?
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What is the purpose of using preferred stock in deal structuring, according to the content?
What is the purpose of using preferred stock in deal structuring, according to the content?
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Study Notes
Chapter 0: Access to Finance
- Financial constraints/credit rationing occur when a firm needs external finance but is unable to obtain it.
- Causes of credit rationing:
- Adverse selection: banks face borrowers with unknown risk types, and safe firms may not accept high interest rates.
- Moral hazard: banks cannot observe the effort of entrepreneurs, and firms with insufficient assets cannot convince banks to lend.
Market Failure
- Market failure occurs when there is asymmetric information between demand and supply, leading to credit rationing.
- Examples of market failure:
- Adverse selection (Stiglitz & Weiss, 1981)
- Moral hazard (Holmström & Tirole, 1997)
Adverse Selection
- Banks face borrowers with unknown risk types, and safe firms may not accept high interest rates.
- High interest rates lead to higher profits for banks, but safe firms drop out, reducing bank profits.
- It is rational for banks not to lend beyond a certain interest rate, leading to credit rationing.
Moral Hazard
- Banks face borrowers with the same risk type, but different amounts of ex-ante collateral.
- Entrepreneurs may promise to exert high effort but may not do so, and banks cannot observe effort.
- Firms need to pledge a minimum level of assets to convince banks to lend, and those with insufficient assets are credit rationed.
Implications of Financial Constraints
- Financial constraints have important consequences for:
- Exports
- Investments
- Asset growth
- Sales growth
- Employment growth
- Startup formation
Chapter 1: Introduction to Entrepreneurial Finance
- Definition of Entrepreneurial Finance (EF): provision of funding to young, innovative, growth-oriented companies.
- Key characteristics of EF:
- Focus on growth firms (not SMEs)
- Entrepreneurial finance process is long and risky
- Three fundamental principles:
- Gathering and recombining resources (Schumpeter)
- Uncertainty (Frank Knight)
- Experimentation (James March)
Challenges of EF
- Entrepreneurial perspective:
- Getting funded is difficult
- Diversity of investors with different characteristics
- Investor perspective:
- Swamped with proposals, most of which are bad or not a good fit
- Long and costly investment process
Importance of EF
- Entrepreneurial perspective:
- Money is a key resource for entrepreneurs
- Investors impact the company
- Investor perspective:
- Search for returns, portfolio diversification, or strategic objectives
- Pass on knowledge and expertise
- Broader economic and societal perspective:
- Market-driven selection system
- Creates jobs, innovation, and economic growth
And so on...### Entrepreneurial Venture Management
Solution
- The proposed solution should solve the customer's need.
- It should be compared to alternatives.
- The innovation should be protected to some extent.
Team
- Talent is a scarce resource.
- Founders should have required skills and experience.
- Motivation and commitment are important.
- Integrity and trustworthiness are essential.
- Solo founder vs. founder teams should be evaluated.
Market
- The size of the opportunity should be determined.
- The target market size and growth rate should be assessed.
- The adoption process should be understood.
- Transformative and incremental innovations should be considered.
Competition
- The competition should be known.
- Current and future competitors should be identified.
- The nature of competition should be understood.
- The venture should differentiate itself.
Network
- The founders' network can provide access to resources.
- The team's reputation and network should be evaluated.
- The quality of network ties should be assessed.
Sales
- The product should be brought to customers.
- The venture should reach its customers.
- Marketing and distribution strategies should be outlined.
- Pricing strategies and revenue models should be determined.
Production
- Value creation should be captured.
- Development strategies should be outlined.
- The scope of activities and partnering strategies should be determined.
- Operational efficiency should be assessed.
Organization
- Company leadership should be developed and maintained.
- The role of the founders should evolve.
- Governance structure should be established.
- Talent strategy should be outlined.
Venture Evaluation Model (VEM)
- The VEM assesses a venture's attractiveness across three perspectives:
- Ability to create value.
- Ability to achieve scale.
- Ability to grow and capture value.
- The VEM identifies a venture's main risks, including market, technology, and people risks.
How Entrepreneurs can use the VEM
- The VEM helps identify strengths and weaknesses.
- It exposes assumptions underlying the opportunity.
- It reflects on where the business model is rooted.
- It helps decide if the business opportunity is convincing.
How Investors can use the VEM
- The VEM helps identify if the business plan is convincing.
- It guides due diligence.
- Different investors have different decision processes and rules.
Financial Planning
- Financial planning predicts financing needs and timing.
- It helps negotiate terms of external financing.
- It chooses between different project/policy options.
- It avoids surprises.
Two Horizons of Financial Planning
- Medium/long-term financial planning (machines, growth planning, and financial policy).
- Short-term financial planning (cash management and working capital management).
Growth Management
- Growing companies require investments in production facilities, buildings, equipment, etc.
- Not every industry needs large investments in fixed assets to grow.
- Growing affects working capital requirements.
Working Capital Management
- Let's look at the production and sales cycle.
- Increase in profits and increase in working capital requirement.
The Financial Plan
- The financial plan should illustrate the financial attractiveness of a venture and determine its financing needs.
- Learn about key forecast metrics (revenues, costs, cash flows).
- Identify milestones that can be used to provide salient information about the venture's progress.
- Pitch a financial plan to investors.
Two Key Questions
- How financially attractive is the venture?
- What financial resources does the venture need?
Building Financial Projections
- Define a timeline (milestones, time horizon, level of detail).
- Estimate revenues (unit, price, quantity).
- Estimate costs (cost of goods sold, operating expenses, development costs).
- Build the three financial statements (income statement, balance sheet, cash flow statement).
- Formulate the financial plan.
Limitations of Financial Projections
- Financial projections are always inaccurate, especially for early-stage companies.
- Financial projections quickly become outdated.
- Financial projections are always optimistic.
Structure of Financial Projections
- Income Statement (IS): business model and profitability.
- Balance Sheet (BS): size, asset base structure, and financing.
- Cash Flow Statement (CF): cash changes from IS and BS.
Sources of Information
- Primary data research (directly from the market).
- Secondary data research (filtered and prepared).
- Learn from the experience of similar companies.
- Use own past performance (when available).
How to Build Financial Projections
- Step 1: Define a timeline.
- Step 2: Estimate revenues (unit, price, quantity).
- Step 3: Estimate costs (cost of goods sold, operating expenses, development costs).
- Step 4: Build the three financial statements.
- Step 5: Formulate the financial plan.Here are the study notes for the text:
Pitching the Financial Plan
- A financial plan should answer two key questions convincingly:
- What funding does the venture need, and when?
- How will the venture generate returns for investors?
- Key points to cover in a pitch:
- Discussion of underlying assumptions
- Revenues: level, growth, timing
- Costs: nature, level, growth
- Profitability: drivers and timing
- Funding needs and cash flow analysis
Behavioral Biases and the Pitch
- Behavioral biases can affect investment decisions, e.g.:
- Framing of information can influence investment choices
- Sunk cost fallacy can lead investors to pour more money into failing ventures
- Over-optimism is a common bias among entrepreneurs
- Nudging can be used to reduce the impact of behavioral biases
Ownership and Returns
- Ownership is central to structuring an investment
- Valuation determines the percentage of equity received for an investment and expected returns
- Pre-money and post-money valuations are important concepts:
- Pre-money valuation: valuation before investment
- Post-money valuation: valuation after investment
- The capitalization table (Cap Table) tracks ownership stakes and investments across funding rounds
- Dilution occurs when new shares are issued, reducing current shareholders' ownership fractions
Investor Returns
- Three measures of investor return:
- Net Present Value (NPV)
- Internal Rate of Return (IRR)
- Cash on Cash Multiple (CCM)
- Each measure has its strengths and weaknesses
- NPV takes into account the time value of money, but requires an appropriate discount rate
- IRR is a common measure, but does not account for risk or the level of investment
- CCM is simple, but does not account for the time value of money or risk
Valuation Methods
- Four main approaches to valuing entrepreneurial companies:
- Venture Capital Method (VCM)
- Discounted Cash Flow Model (DCF)
- Comparables Method
- Probabilistic approaches with model uncertainty
- The VCM is a popular method, but requires estimating four inputs:
- Investment amount (I)
- Time to exit (T)
- Exit value (Xe)
- Required rate of return (ρ)
The Venture Capital Method (VCM)
- The VCM estimates post-money valuation as Xe / (1 + ρ)^T^
- VCM requires an estimate of the exit value, time to exit, and required rate of return
- The required rate of return consists of five elements:
- Financial risk-premium
- Illiquidity premium
- Failure rate premium
- Service premium
- Systematic risk premium (β)
Nobel Insights: Behavioral Biases, CAPM, and Failure Risk Premium
- Behavioral biases can affect investment decisions
- CAPM helps estimate the required rate of return
- Failure risk premium can be estimated using past experience or a model
- Approaches to calculating the failure premium include using a "large number" or developing a model to capture uncertainty
Access to Finance
- A firm is financially constrained if it has a need for external finance but is unable to obtain it.
- Financial constraints prevent a firm from funding all desired investments.
- The interest rate clears the market for external funds, and credit rationing occurs when firms are willing to borrow at the equilibrium interest rate but are unable to do so.
Market Failure
- Market failure occurs when there is a characteristic inherent to the market, leading to a feature of the long-run equilibrium.
- Examples of market failure include asymmetric information between demand and supply, adverse selection, and moral hazard.
Credit Rationing
- Credit rationing can be rational under asymmetric information, leading to different allocations.
- Frictions in the market can lead to credit rationing.
Entrepreneurial Perspective
- Getting funded is often considered hard, and entrepreneurs face a bewildering diversity of investors with different characteristics.
- It is difficult to reach out to investors and overcome challenges on both sides.
Investor Perspective
- Investors are swamped with proposals, most of which are bad or a poor fit, and the investment process is long and costly.
- Investors search for returns, portfolio diversification, or strategic objectives, and pass on knowledge and expertise.
Importance of Entrepreneurial Finance
- Entrepreneurial finance is important because money is a key resource for entrepreneurs, and investors impact the company.
- Investors search for returns, portfolio diversification, or strategic objectives, and pass on knowledge and expertise.
- Entrepreneurial finance creates jobs, innovation, and economic growth.
Nobel Insights: What Drives Growth?
- Economic growth is driven by technological progress or "total factor productivity" (TFP) once labor and capital are fully employed.
- Studies have investigated the links between corporate innovation, entrepreneurship, and TFP.
Drivers of Long-term Growth
- Venture capital (VC) funding leads to higher total factor productivity (TFP) than corporate R&D spending.
- Increases in local VC funding increase the local start-up rate, employment, and aggregate income.
Dilution
- Dilution is the reduction in the ownership fraction of current shareholders due to the issuance of new shares at any new financing round.
- The ownership fraction can be calculated across rounds.
Investor Returns
- Realized returns are backward-looking objective measures of what an investment has yielded.
- Expected returns are forward-looking expectations.
- Skewness in returns indicates that low returns are more probable than high returns.
Risk and Return
- A basic principle of finance is that one can achieve higher return by taking more risk.
- Risk-averse investors want a higher return to be compensated for additional risk.
- A risk-averse investor would be willing to pay more for an investment that has lower risk for a given return.
Additional Clauses
- Drag-along rights imply that investors can force other shareholders to sell their stock.
- Registration rights and piggy-back rights imply that right holders can force a listing.
- Information rights allow investors to obtain hard data.
- Key Man Insurance provides insurance for investors in case a key person passes away.
- Legal resolutions, representations, and warranties, and negotiation clauses are important in investment agreements.
Valuation vs Terms
- Valuation is the most visible term, but cash flow rights and other terms can undo a generous valuation.
- Some trade-offs make clear that negotiation is not a zero-sum game.
How Investors Add Value
- Investors add value through four types of activities: mentoring and coaching, advising, networking, and pressuring.
- Investors help entrepreneurs cope with challenges, provide guidance, networking opportunities, and monitoring to suggest strategic changes.
Financial Constraints and Credit Rationing
- A firm is financially constrained if it cannot obtain external finance despite having a need for it.
- Credit rationing occurs when firms willing to borrow at the equilibrium interest rate are unable to do so due to funding providers' reluctance to lend.
Market Failure
- Market failure occurs when a characteristic inherent to the market prevents it from functioning efficiently.
- Asymmetric information between demand and supply can lead to market failure.
Models of Credit Rationing
- Credit rationing can be rational under asymmetric information.
- Notation: z = failure probability, d = discount rate.
- Probability of surviving until exit at T = (1-z)^T.
- Expected exit value: X^e^ (1-z)^T.
- Discounted value: V
POST= X^e^ (1-z)^T / (1+d)^T.
The Discounted Cash Flow (DCF) Model
- Theoretically grounded, but less popular in practice.
- Models company cash flows, requiring detailed assumptions and knowledge of the business.
- The DCF model can be written as: V
POST= X^e^ (1-z)^T / (1+d)^T. - Uncertainty of entrepreneurial ventures makes the DCF model less applicable, except at later stages.
Disclosure Dilemma
- The disclosure dilemma arises when entrepreneurs need to disclose their idea to attract investors, but fear that the idea will be stolen.
- Two solutions to the disclosure dilemma: patenting and using non-disclosure agreements (NDAs) for objective, project-specific, non-patentable information.
Valuing an Idea
- Valuing an idea is different from valuing a venture, as it reflects a more basic level of option value.
- An idea is only worth something if it can improve the profitability of alternative uses of the necessary assets.
Screening
- Investors vet proposals for investment opportunities, examining an average of 200 business plans per year.
- The MATCH Tool assesses the fit between investor and entrepreneur, considering geography, industry, stage, and other factors.
Investor Value-Adding
- Investors provide strategic advice, expertise, and support in various areas, such as market penetration, supplier identification, and professionalizing start-ups.
- Investors help entrepreneurs build a profile that acquirers or stock markets expect.
Modelling Agency Conflicts
- Agency conflicts arise when the interests of entrepreneurs and investors diverge.
Staged Financing
- Most start-ups only raise one round of financing, but those that survive typically raise additional rounds.
- Staged financing reduces the cost of fundraising and the associated dilution for entrepreneurs.
- Staged financing creates options for investors.
- Key features of staging include:
- The number of rounds decreases as the venture matures.
- The raised amount increases over the rounds.
- Later stages raise more money than early stages.
Term Sheets
- Low funding amounts (< $100,000) and unsophisticated investors characterize the seed ("pre-venture") stage, where most companies likely fade away.
- Convertible Notes (CN) address these issues by being automatically converted into stock at the first "qualified" fundraising (Series A) with a pre-determined price discount (10-20%) and maturity of 12-24 months.
Convertible Notes (CN)
- CNs are debt-like claims with a simple, standardized structure that saves on legal costs and involves virtually no control or protective rights.
- They delegate/postpone valuation and negotiation, allowing for a conversion rate of P
CN= (1-DIS) * PINV. - Ownership is calculated as S
CN= ICN/PCN= ICN/(1-DIS) * PINV. - A valuation cap is used to avoid "paying for success".
Structuring Deals
- Deals rely on hard elements (valuation, term sheet) and soft elements (size, security type, board of directors) to provide a buffer for a productive partnership.
- Soft elements include considering how parties work together and whether they can trust each other.
Syndication
- Syndication is common (50-80% of deals) and involves getting more investors on board, investing alongside other investors.
- Investors syndicate deals to:
- Obtain second opinions
- Reduce commitment and diversify
- Reciprocate invitations
- Involve investors with complementary skills and networks
- Lead investors perform due diligence, negotiate, and sit on boards of directors, while followers provide capital, on-demand expertise, and networks.
- Syndication tends to improve deal performance, allow for better investment choices, and attract co-investors that are a good fit.
Nobel Insights: Bargaining Theory
- John Nash's (Nobel, 1994) "Nash bargaining solution" shows that understanding deal-making can be simplified to three variables.
Why Preferred Securities?
- Three main rationales for using preferred stock:
- Provide incentives to founders (need for balance)
- Screen out weaker projects (dealing with the "lemon" problem)
- Align investor and entrepreneurs' expectations
Term Sheets
- Low funding amounts (< $100,000) and unsophisticated investors characterize the seed ("pre-venture") stage, where most companies likely fade away.
- Convertible Notes (CN) address these issues by being automatically converted into stock at the first "qualified" fundraising (Series A) with a pre-determined price discount (10-20%) and maturity of 12-24 months.
Convertible Notes (CN)
- CNs are debt-like claims with a simple, standardized structure that saves on legal costs and involves virtually no control or protective rights.
- They delegate/postpone valuation and negotiation, allowing for a conversion rate of P
CN= (1-DIS) * PINV. - Ownership is calculated as S
CN= ICN/PCN= ICN/(1-DIS) * PINV. - A valuation cap is used to avoid "paying for success".
Structuring Deals
- Deals rely on hard elements (valuation, term sheet) and soft elements (size, security type, board of directors) to provide a buffer for a productive partnership.
- Soft elements include considering how parties work together and whether they can trust each other.
Syndication
- Syndication is common (50-80% of deals) and involves getting more investors on board, investing alongside other investors.
- Investors syndicate deals to:
- Obtain second opinions
- Reduce commitment and diversify
- Reciprocate invitations
- Involve investors with complementary skills and networks
- Lead investors perform due diligence, negotiate, and sit on boards of directors, while followers provide capital, on-demand expertise, and networks.
- Syndication tends to improve deal performance, allow for better investment choices, and attract co-investors that are a good fit.
Nobel Insights: Bargaining Theory
- John Nash's (Nobel, 1994) "Nash bargaining solution" shows that understanding deal-making can be simplified to three variables.
Why Preferred Securities?
- Three main rationales for using preferred stock:
- Provide incentives to founders (need for balance)
- Screen out weaker projects (dealing with the "lemon" problem)
- Align investor and entrepreneurs' expectations
Term Sheets
- Low funding amounts (< $100,000) and unsophisticated investors characterize the seed ("pre-venture") stage, where most companies likely fade away.
- Convertible Notes (CN) address these issues by being automatically converted into stock at the first "qualified" fundraising (Series A) with a pre-determined price discount (10-20%) and maturity of 12-24 months.
Convertible Notes (CN)
- CNs are debt-like claims with a simple, standardized structure that saves on legal costs and involves virtually no control or protective rights.
- They delegate/postpone valuation and negotiation, allowing for a conversion rate of P
CN= (1-DIS) * PINV. - Ownership is calculated as S
CN= ICN/PCN= ICN/(1-DIS) * PINV. - A valuation cap is used to avoid "paying for success".
Structuring Deals
- Deals rely on hard elements (valuation, term sheet) and soft elements (size, security type, board of directors) to provide a buffer for a productive partnership.
- Soft elements include considering how parties work together and whether they can trust each other.
Syndication
- Syndication is common (50-80% of deals) and involves getting more investors on board, investing alongside other investors.
- Investors syndicate deals to:
- Obtain second opinions
- Reduce commitment and diversify
- Reciprocate invitations
- Involve investors with complementary skills and networks
- Lead investors perform due diligence, negotiate, and sit on boards of directors, while followers provide capital, on-demand expertise, and networks.
- Syndication tends to improve deal performance, allow for better investment choices, and attract co-investors that are a good fit.
Nobel Insights: Bargaining Theory
- John Nash's (Nobel, 1994) "Nash bargaining solution" shows that understanding deal-making can be simplified to three variables.
Why Preferred Securities?
- Three main rationales for using preferred stock:
- Provide incentives to founders (need for balance)
- Screen out weaker projects (dealing with the "lemon" problem)
- Align investor and entrepreneurs' expectations
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Description
This quiz covers the concept of financial constraints and credit rationing in entrepreneurial finance, including the definition and implications of financial constraints for firms.