Startup Fundraising: Three Things to Think About Before You Open a Round

You have idea, you’ve found a co-founder and maybe even built a product and have some early customer traction. The next step? If you’re building a venture scale company, you probably want to open a Seed Round.

Raising you Seed Round of Funding

1. Incorporation: In the United States, investors won’t even look at you unless you are a Delaware C Corp. Limited Liability Companies (LLCs) and other business entities are not as well set up to take on outside funding, so it’s often too much legal work for investors to carry.
   
   Many founders go with a LLC structure in the beginning because a C-Corp is “double taxed”, whereas an LLC only pays taxes once. HOWEVER, in reality because startups reinvest most if not all of their profits, they rarely actually get doubled taxed.

2. The SEC (Securities and Exchange Commission) Fight Club Rule: The SEC passed a rule in 2015 called Rule 506(c) which prohibits companies from “General Solicitation”. This means that companies are not allowed to advertise or publicly disseminate information about the round (or anything that involves exchanging money for equity). This includes: how much money you are raising, your valuation, what you would do with the money, burn rate or runway.
   
   A lot of startups and publications are unaware of this rule and can get in trouble with the SEC, which as a cash strapped startup, in the last thing you need. So who can you talk to? According to the SEC, only accredited and sophisticated investors. Generally, anyone at a VC firm and accredited angel investors. A person will know if they are accredited or not and don’t be afraid to ask. In closing: the second rule of fundraising: you don’t talk about fundraising.

3. The Checklist: Despite not being able to publicly talk about your raise amount, valuation and burn rate, milestones, and runway, these are things that you will need to know when you do land a meeting or call with an investor. For Seed Rounds, investors typically like to see a raise amount that will give you 18 months or more of runway.
   
   When calculating your pre-money valuation, keep in mind that you don’t want to give away more than 25%-30% of your company in your first raise. For example, if you are asking for $1M and your pre-money valuation is $3M, once you raise $1M you would have given up 25% of your company ($1M / [$1M + $3M] = 25%). Your burn rate and runway is completely dependent on what city you are in (overhead) and how much you need to pay yourselves and your staff to remain competitive.

This is far from a complete list, it’s merely the top three things I wished I’d known when we started getting into venture capital. If you want to know more gritty details, check out Venture Deals by Brad Feld:

Venture Deals: Be Smarter Than Your Lawyer and Venture Capitalist

and these other books on building a startup.

Books for Tech Entrepreneurs in 2019

As a founder, I read (and sometimes reread) dozens of books each year. Some of them are tactical how-to, like how to build a cap table, and other are inspirational memoirs and autobiographies that quantify the incredible amount of work that goes into building a career. To recommend them all would be overwhelming, so to start I have put together a list for beginner and aspiring entrepreneurs who are thinking of turning a solution in a business, just in time for the holidays. Add these to your wish list or gift them to the aspiring entrepreneur(s) in your life.

Lean Startup by Eric Ries - This book has been out for a while, but there is a reason Ries’ work has stuck around. Lean Startup details how to take an idea and with very little, to no money, iterate it into a prototype that people actually want to use and buy. This method is contradictory to traditional methods which involve building a product, stocking it in warehouses and then work to move inventory, often with very little interaction with the end users and a lot of wasted cash. Lean Startup can be applied to B2B and B2C, consumer products and enterprise products and is a great starting point for entrepreneurs.

The Startup J Curve by Howard Love - The “J Curve” refers to that hockey stick- shaped curve that you see on a linear graph when something goes viral or experiences explosive growth. Love’s book covers the six stages to startup growth and helps you figure out where you are in the life-cycle and how to better predict where to go next. I originally got the audio book version of this book, which I can also recommend, HOWEVER, if you are a note taker, I would get the paper version.

Power Up by Magdalena Yesil - This book is a must-read for anyone in business. Magdalena is a BOSS in every sense of the word. The book is both autobiography about how Yesil came to America in 1976 with $43 to becoming a founding board member at Salesforce (and several other jaw dropping achievements) and practical guide, to owning your career, getting due credit for your work and prevailing through adversity (whether that be sexism, racism, blatant discrimination).

Disrupt You by Jay Samit - In Disrupt You, author and digital media expert Jay Samit, describes the method he used to invent new markets and expand business in established sectors. Samit himself has launched and sold startups and worked with Fortune 500 companies, running the gamut. The book aims to deliver a replicable formula for disruption and successful innovation, and while a little self-help-y at times is a great guide for those just starting out. Samit also does not shy away from talking about his failures, which are just as informative as his successes.

Venture Deals by Brad Feld - Before you talk to a startup lawyer. venture capitalist or angel investor, you need to read and understand venture deals. Okay, you don’t have to understand the entire thing, but at least 70% of it. Venture Deals is a very practical guide to venture capital (VC) fundraising. Raising venture capital means going to an investor, or group of investors and exchanging equity in your company for cash. Feld’s book explains how to do that, describes terms, how to negotiate, valuations, different financing stages, just to list out a few. It’s all the things that founders need to learn to love if they are going to succeed. It’s the “eat your vegetables” part of entrepreneurship. Bon Appetite!

The Originals by Adam Grant - In the Originals Adam Grant explores how to recognize a good idea is the current sea of white noise. The book covers examples of how non-conformity ultimately led to real change in the world (sometimes tied to a business venture, sometimes changing a system). This book is packed with surprising studies and stories spanning business, politics, sports, and entertainment. The chapters read a little like individual blog posts, so while the book runs long (336 pages) you can jump around without getting too lost.

Jab Jab Jab Right Hook by Gary Vaynerchuck - This book is part practical guide, part mash up on how to connect with an audience or target market in an overcrowded social media world. The title, a boxing reference, refers to the practice of disproportionately providing value for free - the jabs - before offering up an ask (i.e. buy my book, download my app, sign up for my email list, etc) - the right hook. To be transparent, there is nothing in this book that isn’t covered on The GaryVee Audio Experience podcast, HOWEVER, it is all nicely compiled and bound into a single book and that convenience is really what you are paying for here.

Grit by Angela Duckworth - Grit is not a business book or a book on entrepreneurship, but still an important read. In her heavily research book, Duckworth explains and quantifies how some of the world’s most successful laureates, Olympians, CEOs, and billionaires got where they are today. The short story: grit. The book has a grit test, gritty traits and how you can increase your grittiness. Duckworth also address ‘passion’ and how it relates to grit and perseverance.

Seeing something missing? Connect below on social and let us know! We are always looking for new books to add to the list.

SXSW 2018: Ready Player One, HTC Vive, Pitches, Elon Musk and YouTube

This year we hustled hard and got into SXSW! Last month we drove up to Austin to pitch in the accelerator competition and explore the festival. We were lucky enough to run into the partners of WXR Fund, who were also judging the competition. After a successful pitch we set out into Austin to check out Ready Player One, YouTube, Elon Musk & Jon Nolan's Q&A, and lots of coffee. We documented as much as we could and only hope we can go back next year.