Venture Finance. Ann Tuesday, February 16, 2010

Transcription

1 Venture Finance Ann

2 Agenda What is this thing called Venture Capital? Accounting for Entrepreneurs

3 What is Venture Capital INSTITUTIONAL INVESTORS (Limited Partners - e.g. Endowments, Pension Funds) VENTURE CAPITALIST (Finding and Funding Entrepreneurs) ENTREPRENEURS (Building innovative companies) Liquid Stock Preferred Stock Source: Andy Rachleff

4 How does VC work? Size of VC fund: $ M - Institutional investors ($10-50M each) - Individuals ($500k - 5M each) Invest over 3-5 years; return in ~10 years Should deliver 20-30% returns 10 partners

5 Learning the Lexicon

6 Chemdex Series A How much does the company need to raise? Pre- Post- % of money Amount money Company Share Total Round Valuation Raised Valuation Sold Price* Shares* Series A $2.7 $1.9 $4.6 41% $ Series B $11 $13 $24 54% $

7 Chemdex Series A Negotiate the pre-money valuation - post $ = pre $ + amount raised - % of company sold = amount raised / post $ Pre- Post- % of money Amount money Company Share Total Round Valuation Raised Valuation Sold Price* Shares* Series A $2.7 $1.9 $4.6 41% $ Series B $11 $13 $24 54% $

8 Chemdex Series A Negotiate the pre-money valuation - post $ = pre $ + amount raised - % of company sold = amount raised / post $ Pre- Post- % of money Amount money Company Share Total Round Valuation Raised Valuation Sold Price* Shares* Series A $2.7 $1.9 $4.6 41% $ Series B $11 $13 $24 54% $

9 Chemdex Series A Negotiate the pre-money valuation - post $ = pre $ + amount raised - % of company sold = amount raised / post $ Pre- Post- % of money Amount money Company Share Total Round Valuation Raised Valuation Sold Price* Shares* Series A $2.7 $1.9 $4.6 41% $ Series B $11 $13 $24 54% $

10 Chemdex Series A Negotiate the pre-money valuation - Share price = Post $ / Total Shares Pre- Post- % of money Amount money Company Share Total Round Valuation Raised Valuation Sold Price* Shares* Series A $2.7 $1.9 $4.6 41% $ Series B $11 $13 $24 54% $

11 Chemdex Series A Negotiate the pre-money valuation - Share price = Post $ / Total Shares Pre- Post- % of money Amount money Company Share Total Round Valuation Raised Valuation Sold Price* Shares* Series A $2.7 $1.9 $4.6 41% $ Series B $11 $13 $24 54% $

12 Chemdex Series B Pre- Post- % of money Amount money Company Share Total Round Valuation Raised Valuation Sold Price* Shares* Series A $2.7 $1.9 $4.6 41% $ Series B $11 $13 $24 54% $

13 Chemdex Series B Pre- Post- % of money Amount money Company Share Total Round Valuation Raised Valuation Sold Price* Shares* Series A $2.7 $1.9 $4.6 41% $ Series B $11 $13 $24 54% $

14 Chemdex Series B Pre- Post- % of money Amount money Company Share Total Round Valuation Raised Valuation Sold Price* Shares* Series A $2.7 $1.9 $4.6 41% $ Series B $11 $13 $24 54% $

15 Chemdex Series B Pre- Post- % of money Amount money Company Share Total Round Valuation Raised Valuation Sold Price* Shares* Series A $2.7 $1.9 $4.6 41% $ Series B $11 $13 $24 54% $

16 Chemdex Series B Pre- Post- % of money Amount money Company Share Total Round Valuation Raised Valuation Sold Price* Shares* Series A $2.7 $1.9 $4.6 41% $ Series B $11 $13 $24 54% $

17 Chemdex Series B Pre- Post- % of money Amount money Company Share Total Round Valuation Raised Valuation Sold Price* Shares* Series A $2.7 $1.9 $4.6 41% $ Series B $11 $13 $24 54% $

18 Chemdex multi-stage finance Pre- Post- % of money Amount money Company Share Total Date Round Valuation Raised Valuation Sold Price Shares Series 9/97 A $2.7 $1.9 $4.6 41% $ Series 5/98 B $11 $13 $24 54% $ Series 3/99 C $100 $30 $130 23% $ /99 IPO * $358 $113 $471 24% $ /00 $7.7B $ Today $103M $ * based on data from Hoover's Online valuations and share numbers in millions

19 Chemdex multi-stage finance Pre- Post- % of money Amount money Company Share Total Date Round Valuation Raised Valuation Sold Price Shares Series 9/97 A $2.7 $1.9 $4.6 41% $ Series 5/98 B $11 $13 $24 54% $ Series 3/99 C $100 $30 $130 23% $ /99 IPO * $358 $113 $471 24% $ /00 $7.7B $ Today $103M $ * based on data from Hoover's Online valuations and share numbers in millions

20 Chemdex and Dilution

21 How to calculate dilution Step 1: Step 2: Step 3: Determine post money valuation Determine investor ownership Negotiate employee option pool + Money invested Pre-Money Money invested Post-Money Post-Money Value Investor Ownership + Investor Ownership Option Pool DILUTION Source: Founder s Fund

22 Option Pool

23 Seed Stage Financing Negotiate: - Valuation (pre-money generally $1-4M) - $ invested ($250k - $3M) - Employee pool (generally 10-20%) - Equity vs. Convertible Note

24 Series A Financing Negotiate: - Valuation (pre-money generally $5-15M) - $ invested ($5-$15M) - Employee pool (generally 10-20%)

25 Future Rounds Make sure valuations check with common P/E ratios given what milestones you ve hit Take into account how much total you will need to raise and make sure you raise at appropriate times where you ve hit good milestones Note that it takes ~6 months to raise cash. Make sure you have at least 12 months between rounds of financings

26 Valuation of Public Companies

27 Important Numbers to Know Market Cap = Outstanding Shares x Price per share EPS = Earnings per share P/E = Market Cap / Annual Earnings P/S = Market Cap / Annual Sales Enterprise Value = Market Cap + Debt

28 Metrics in Action Market Cap Net Income: $10 M Share Price: $15 Sales: $100 M P/E: 30 # Shares: 20 M P/S: 3 $300 M $300 M $300 M

29 Know Thyself

30 Would you rather... Raise $1M at $4M pre-money valuation Raise $7M at $7M pre-money valuation

31 Would you rather... Get $5M in the bank today Take a 10% chance of getting $50M in the bank tomorrow?

32 The important questions: How much do I need to raise? What is my risk profile? What do I believe about the future potential for this company?

33 Know what you re getting into...

34 80 winners per year* out of 1,500 VC backed deals exit >$50M 80 PASS 1,420 FAIL *IT industry only

35 ...The 80 that Passed

36 ...The 80 that Passed 8 7 >$750M $500-$750M Legendary Companies 20 $250-$500M 45 $50-$250M

37 2009 in Perspective IPO M&A

38 What is your identity?

39 Venture Economics: making VCs tick $7.5B $5B $1.5B $400M Fund size 20% return in 6 years Value creation required

40 Accounting for Startups

41 Two key types of risk Technology Risk Market Risk Examples: Biotech and Clean Tech Examples: Software, Retail, Biotech Fundamental question: Will it work? and Clean Tech going after existing market Fundamental question: Will it sell?

42 Balancing Act: Technology Risk Market Opportunity Cost to Vet and Produce the Technology

43 8!9%&8:;<=>% 5%!!!! +,-#"%.%% /0"($01'2)3% +)AB,$#% C;% ;$)4'?(% 5%!"#$"% 5% /#"063%! =#(B)$D"% -!E#?F3)-)6G% -!&'"()*#$% -!;,$(3#$% 5% &)*7)3#3("%! /,(,%! H03,3?036%! E#,*%.%% I*7-)G##"%! J3)B-#46#% 9#")'$?#"% /#*,34% &$#,2)3% 5% :,3'K,?('$036% 5% &'"()*#$"%

44 Balancing Act: Market Risk Monetization (LTV) Cost to Acquire a Customer (CAC) From the most awesome blog by David Skok (must read for all entrepreneurs)

45 8!9%&8:;<=>% 5%!!!! +,-#"%.%% /0"($01'2)3% +)AB,$#% C;% ;$)4'?(% 5%!"#$"% 5% /#"063%! =#(B)$D"% -!E#?F3)-)6G% -!&'"()*#$% -!;,$(3#$% 5% &)*7)3#3("%! /,(,%! H03,3?036%! E#,*%.%% I*7-)G##"%! J3)B-#46#% 9#")'$?#"% /#*,34% &$#,2)3% 5% :,3'K,?('$036% 5% &'"()*#$"%

46 Drivers of this balance Viral marketing Free/Freemium Open Source Free Trials Inside Sales SEO/SEM/blogs/social Touchless conversion Channels Strategic Partnerships High Churn Rates Low customer satisfaction Unclear value proposition Cost to serve customer Cost to Acquire a Customer (CAC) Monetization (LTV) Field Sales PR Recurring Revenue Scalable Pricing Cross Sell / Upsell Product line expansion Lead Gen for third parties From the most awesome blog by David Skok (must read for all entrepreneurs)

47 Cost of Customer Acquisition Calculation

48 Sales Funnel Online Ads PR Affiliates SEO! Customer Acquisition Cost Registration! Marketing Cost! Viral Coefficient! Customer Lifetime Value Use/Evaluate Pay

49 Cost of Customer Acquisition Calculation

50 Customer Lifetime Value Churn (% of customers you lose each time period) Value extracted from user during that time period

51 Customer Lifetime Value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

52 Rules of Thumb Your LTV should be recovered within 12 months 3*CAC < LTV

53 Revenues: Goal Setting t0 12 months 24 months $100k/m $1M/m What assumptions need to be made about your business? How many doublings do I need to make in order to get there? Needs to be achieved by doing only 1 line of business

54 Tools for tracking and improving metrics

55 Customer Lifecycle Activation Campaign 2 and 30 days post registration Goal: drive user activation Revenue Campaign Get people to order prints from photos they have uploaded Goal: for that user to return to the site and order prints Register Share Lapsed Upload Order Josh Kopelman s excellent blog Engagement Campaign 2 and 30 days post last add attempt Goal: Drive average shares and purchases Reactivation Campaign 15 and 45 days after 30 days of inactivity Goal: Drive reactivation and engagement

56 Cohort Analysis

57 Waterfall Analysis

58 Traditional Accounting: What Matters

59 Balance Sheet Assets Cash Accounts Receivable Inventories Other Current Assets Total Current Assets: Property, Plant and Equipment Intangible Assets Other Long Term Assets Total Assets: Assets = Liabilities + Equity Contributed Assets = Liabilities + + Retained Earnings Capital Liabilities and Shareholders Equity Accounts Payable Notes Payable Other Current Liabilities Total Current Liabilities Long Term Debt Assets = Liabilities Contributed Retained Earnings, Net Income Capital Beginning of Period for Period Dividends for Period Other Noncurrent Liabilities Total Liabilities Shareholders Equity Assets = Liabilities Contributed Retained Earnings, Revenues - Expenses Capital Beginning of Period for Period Dividends for Period Total Liabilities and Shareholders Equity.. Income Statement

60 Balance Sheet Analysis! Working Capital: Part of current assets not financed by current liabilities. Also a measure of how much you have in quickly liquid assets = Current Assets - Current Liabilities! Liquidity ratios: measures of the ability to meet short term financial obligations! Current Ratio = Current Assets / Current Liabilities! Acid-test = (Cash + Accounts Receivable) / Current Liabilities! Operational Efficiency Measures! Inventory Turnover = Cost of Sales per year / Current Inventory! Accounts Receivable Collection Period = Accounts Receivable / Sales! Accounts Payable Collection Period = Accounts Payable / Cost of Sales

61 Income Statment Income Statement of XYZ Corp. Year Revenues - Cost of Revenue (product cost or COGS) = Gross Margin -! Sales and Marketing -! General and Administrative -! Research & Development -! Depreciation and Amortization = Operating Income (EBIT) + Interest Income(expense) net = Net Income before Taxes - Income Tax Provision - Extraordinary Items = Net Income Net Income = Revenues - Expenses! Some Profitability Measures:! Gross Margin (%) = Gross Profit / Sales! Operating Margin = Operating Income / Sales! Return on Sales = Net Income / Sales! Return on Equity = Net Income / Shareholders Equity! Other Important Measures! Earnings Per Common Share (EPS) = Net Income / Common Shares! Price Earnings Ratio (P/E) = Market Price / Earnings Per Share

62 Cash Flow Statement Operations Cash Received from Sales of Goods and Services _ Cash Paid for Operating Goods and Services = Cash Flow from Operations Investing Cash Received from Sales of Investments and Property, Plant and Equipment _ Cash Paid for Acquisition of Investments and Property, Plant and Equipment = + Cash Flow from Investing + Financing Cash Received from Issue of Debt or Capital Stock _ Cash Paid for Dividends and Reacquisition of Debt or Capital Stock = Cash Flow from Financing = Net Change in Cash for the Period Source: Stickney and Weil, Financial Accounting

63 Common Cash Flow Questions What is your monthly burn? (How much cash outflow do you see each month?) How much cash do you have left (see Balance Sheet)? When do we need to raise more capital?

64 Ann Miura-Ko Maples Investments