The Venture Capital Deal Process – Process? We don’t need no stinkin’ process

Startup founders tend to ask a pretty common sense question during their meetings with venture capitalists, “What is your process?” This is a good question, because the CEOs want to know how much of their life they are going to have to waste trying to raise venture capital. It’s helpful to know where the goal line is so that you have an idea of how close you are getting. The bad news is that early stage VCs tend to have pretty non-defined processes – assuming that there ANY process at all. As such, I’ve created this helpful diagram so that you can try to guess where your company is in its capital raise:

Venture Capital Deal Process Diagram

The analogy is pretty simple; raising venture capital is a lot like pushing a boulder up a mountain. It is really hard at first, but at some point things start to click and eventually it is all about making sure the appropriate issues are examined and that the company has a real plan to execute on its vision. Unfortunately, as a startup founder, you really don’t know how tall the mountain is, how heavy the boulder is, how steep the slope is, where the top is, if there is only one mountain, or really anything at all when you first start the process. The good news is that the venture capitalist is in the same boat. In fact, if venture capitalists weren’t such stupid optimists I don’t think there would be any venture capitalists. Actually getting an investment done is so difficult and the hit rate of closed investments to companies met is so low that it’s depressing.

Here is a little bit more about each step:

  1. Figuring it out. This is where the VC tries to decide if the investment idea could possibly make any sense. Is the team creditable? Is there a real market, and is it big enough? Can the technology work? Do customers exist and what do they say? Most companies in the fund raising process don’t make it past this stage.
  2. Making some sense. The venture capitalist is starting to gel with the idea and team. Management might actually be able to pull it off. Key introductions around the team are clicking. The technology has survived numerous demos, and the back-end looks like it can scale. Customers are suggesting they’d buy the product. Usually a good piece of news or development is enough to push the startup into the next phase – a key customer sign up, or a top tier person agrees to join the team.
  3. Checking the boxes. Now the VC is on board. Instead of looking for reasons to not do the deal, he or she is simply turning over all the necessary stones to make sure nothing important is missed. Probably making final reference and background checks, and carefully monitoring the target market and customer group. While this might feel a bit easier, it is still a critical step. Don’t drop the ball here, keep pressing hard!
  4. Counting the Benjamins. Congratulations. Now it’s time to execute…

Note that I haven’t mentioned valuation or term sheets. Valuation is usually discussed at a high level somewhat early in the process. This is usually done quickly, just to make sure that the management team has expectations that align with the venture capitalist. For most early stage investors the term sheet is delivered after most of the important due diligence has been conducted. Most top tier VCs use pretty standard terms, so you should visit the NVCA to see what to expect. Also, make sure you have an experienced lawyer helping you – one who has done other early stage deals numerous times and recently. If you are going to use a really inexperienced lawyer you should tell the venture capitalist early, so that they don’t waste their time talking with you.

It is a bit of an exaggeration that there is NO process. Certain steps have to be taken, and these usually include reference checking everything, getting arms around the market in general, poking and prodding technology infrastructure/architecture, meeting with partner groups or investment committees, paying a lot of lawyers to spend time trying to find other ways that additional lawyers can spend time, sometimes talking to accountants, nailing down use of proceeds in the form of a detailed expense and operating model, etc.

The truth is that raising early stage venture capital is a discovery process, not a straight line. If your startup is doing something truly novel, and you are really attacking and opening up a new market or solving a problem in an innovative way, then there can be no map to fund raising. I feel blessed that I get to spend so much time with entrepreneurs as they are developing their business plans and go to market strategies. It can be fun… and I wish you luck if you’re raising VC!

 

10 Responses

  1. Sue Massey Says:
    September 11th, 2008 at 12:01 pm

    Great Blog post. I am going to bookmark and read more often. I love the Blog template

  2. The Venture Capital Deal Process - Process? We don’t need no … Says:
    September 11th, 2008 at 1:09 pm

    [...] Read the rest of this great post here [...]

  3. E-Said Says:
    September 11th, 2008 at 2:17 pm

    I can relate to this very well. The picture in fact summarizes the fund-raising process, especially, the first-round. I do not have experience with the subsequent rounds but I am guessing it is almost similar with different set of criteria.

    Question:

    1. Is it fair to assume all early-stage firms use a similar process?
    2. Are the decision making criteria you outlined here followed by majority of VC firms or some of it going to be different?

  4. V-Said Says:
    September 11th, 2008 at 3:41 pm

    Prasad,
    Answering your questions:
    1) I think this “process” is pretty similar to other early stage VC firms, although they may have more formalized parts of the dance, such as multiple required presentations to partners. However, other funds are even less structured… so the question “what is your process” is very important!
    2) I tried to highlight the most important decision making issues that came to mind immediately. For sure all VCs should care about the criteria I highlighted, but it will vary by the exact market and solution your startup is creating. However, I can say with a fair amount of confidence that the management team, market and technology will be on the top of any VCs list.
    Healy

  5. Michelle Says:
    September 11th, 2008 at 5:42 pm

    Of course deals can also be slowed down by terrible handwriting on the part of the venture capitalist.

  6. scott Says:
    September 11th, 2008 at 6:02 pm

    great post. love the drawing.

  7. Mark MacLeod Says:
    September 11th, 2008 at 11:09 pm

    Love the diagram. Glad to see its a small # of steps. As I posted about a while back (http://startupcfo.ca/2008/06/love-at-first-sight.html) in my experience, if a VC doesn’t love the deal after the 1st meeting, there is little chance it will happen. Hence, the steps on real deal cycles tend to be few in number.

  8. V-Said Says:
    September 12th, 2008 at 9:16 am

    Mark, good point and also good post; people should check it out.

  9. The importance of momentum « Yet Another VC Blog Says:
    October 22nd, 2008 at 6:17 pm

    [...] great post on how due diligence works at an early stage VC, and the Startable guys also provide an interesting view of the process (including obligatory boulder [...]

  10. VC deal hype cycle explained » Startable Says:
    November 11th, 2008 at 3:24 pm

    [...] If you are trying to raise early stage venture capital and are actively engaged with a VC or two, you may have noticed a funny variance in the VCs level of interest, excitement and mood. This is completely normal! As a startup’s dialog with a VC matures the VC will go through a totally natural “Deal Hype Cycle.” I’ve diagrammed the important stages in this venture capital deal hype cycle below and included some tips on how you can recognize these stages in your potential funding partner – and what you can do to help keep the process moving along. As a startup CEO, you don’t have to be a passive participant on this roller coaster… you can positively influence the VC and keep your fund raise on track! Note also that this is the cycle for an investment that actually closes.* (You may also be interested in my previous post on the VC deal process.) [...]

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