Here’s a situation which some entrepreneurs would go through. They decide to take in an investor or join an incubator program. In front of them, an investor asks for “x” % of equity. The entrepreneurs then speak to different people in the community to get some advice. The opinions will be diverse. They turn to US tech blogs, which give them a totally different picture. All this adds up to a lot of frustration.
Any entrepreneur has to deal with this potential scenario and negotiate in good faith with investors. To help you, here’s a checklist of things to do before getting an investment deal.
Sit down with your co-founders to decide the value of your company.
A lot of entrepreneurs are stuck with this problem. They evade the question subconsciously because it’s one of the hardest questions for any entrepreneur to answer. How do you assign a valuation to your company? Nobody, including you and your co-founders, can decide that value so you need to have an honest and no-feelings-hurt type of discussion with your co-founders.
If you don’t have that value in your mind, don’t sign anything because chances are, no matter what you are going to do, you will regret it.
Here’s how you can do some math for you and your team: First, read and understand how dilution affects you and your startup. Then work out all the scenarios that are associated with rounds of funding that your company will need in order to be sustainable. It is an indicator to have an estimate on how much your ownership of the company (together with your co-founders) will be diluted at the end point before exit.
Yes, a lot of you want to build empires but reality is a bitch. What it comes down to is that you need to assign a value. This article teaches you how investors thinks of their shareholding differently from you and the market capitalization will help you work out the value of your company. Note that you have to do this calculation if you want money from others. Don’t expect others to calculate your valuation for you. If you can’t even do this, you should not be asking for money.
Work out a percentage equity for the investor where you will a) close the deal, b) accept the deal without feeling that you are suckered or c) walk away from the deal
Never walk into a negotiation with one value for your company and only one set amount of equity you’re willing to give away. Let’s do some math here: Say, you get $50K from an investor for 10% of your company. According to your investor, the value of your company is $500K.
For you and your co-founders, you want to give only 5%, i.e you think the company is worth $1M. Now, it is likely that both the investors and you are going to meet halfway (and halfway is not 7.5%). The halfway point is when both your co-founders, your investors, and you are happy.
A potential major roadblock would be that one of the stakeholders in the negotiations feel that they have been short-changed and it is inevitable that there will be tension and conflict in a few months when things go south. To minimize that, make a spreadsheet with a range of equity you are willing to concede to the investor to one decimal point, starting from 5 to 10% (on the x-axis) and associate the valuation of the company. Then carve out & highlight three regions: (a) the region you close the deal and you are happy, (b) the midway point where your team and you don’t feel suckered, and (c) the region that you will walk away.
Decide on the ROI you are setting for your investor
If your investors ask for more equity, the checklist that you want to have is what they can do for you. What are acceptable ROIs? First rule of thumb: do not give anything away if there is no money transaction i.e. if your investor values silly things like introducing you to big corporations as equity exchange, tell him or her to fly kite.
There must be money transaction and the next steps in how he or she will help you. A key difference between Singapore and US is the following: some investors in the US provide real value like setting up your next round of funding, helping you to scale the company with proper hires and closing deals with other companies. In Singapore, as very few investors are entrepreneurs in their past lives, you might be dealing with many investors who are previously bankers, i.e. they are totally clueless and bring no value.
Here’s a takeaway that summarizes what this article is all about: Negotiate in good faith, know your value and close a deal with investors that makes your whole team of founders happy. People will always come and offer you something. If what they offer doesn’t mean anything to you, just walk away.
In a future article, I will address what early-stage investors should look out for in deciding whether to fund a startup.