it all starts with the vision the project the product the service no one has done it before unbelievable it's so painfully obvious can you pull it off maybe you're two friends you are excited design a logo design a name all fun and games design the concept things get serious you decide to make this a company you need a structure a legal structure how much will that cost you in the US incorporating a company will set you back anything between $25 and a few th000 that's in part registration fees which largely vary depending on where you
are and legal fees which vary depending on how fence you need your first shareholders agreement to be your incorporation turns out to be on the pricey side also you need to rent a server in order to develop your product therefore you decide to collect some other people's money for it this early in your Venture who on Earth would give you their money you will get it from family friends or by crowdsourcing it usually a nuding operated company issues 100,000 shares which are equal pieces of ownership you need to decide who will get how many of
those you agree on 40,000 shares or 40% of the company for each founder and 20,000 shares or 20% of the company for a well of family friend who buys them for $50,000 it's called an investment and at such an early stage in your startup it's called a seed investment the money he pays now belongs to the company if the company fails in the near future fut which statistically speaking is the most likely scenario you will probably never see a dime of it again $50,000 for 20% of the company puts the value of your Enterprise at
$250,000 which puts the value of your 40% at $100,000 not bad please sign here here and here congratulations you Incorporated your company and finished your seed round of investment a year has passed you're having a successful Beta Trial with customers time to hire a few more people rent not just a server but a small office space the $50,000 of seed Capital only got you so far time to collect your first big round of cash you will do this in a so-called series a round you're looking for an investment of $1 million this time you're contacting
Angel Investors and Venture capitalists also called VCS VCS are people who work for Venture Capital firms which raise Venture Capital funds they take other people's money which they then invest into young risky companies such as yours Angel Investors are individuals who professionally invest their own money into young companies often they successfully sold their own startup many years ago and are now looking to support early Ventures you contacted a few VCS and Angels some of them you found online some you got in touch with via friends and colleagues you send them mails you sent them a
business plan usually they don't care much for the business plan they want to see the team is it competent the idea is it special they know it's not easy what have you already achieved is it promising what could you achieve can you dream big you set up some Skype calls a bit of small talk a lot of business talk describe the vision easy you've done it countless times by now they ask you tough questions have you heard of that other startup which does a similar thing how are you different you spark interest you have second
calls you have third calls you meet them in person they might invest time to talk valuation there's pre-money valuation and post money valuation the pre-money valuation of your startup is how you currently value it the post money valuation is the pre-money valuation plus the investment you're looking to collect this is usually the one that you reference when you negotiate because the investment divided by the post money valuation equals to the investor share in your startup investors want a low post money valuation to get more for their money you want a high post money valuation to
keep a larger share you suggest a post money valuation of $8 million for the investor who would put in $1 million this would mean a 12.5% stake in your company a few weeks down the road there are two offers on the table 1 VC offers an investment of $1 million for post money valuation of $6 million an angel investor you talk to offers to invest $500,000 for a $5 million post money valuation the offer of the venture capitalist sounds like the better deal but the angel has great connections in the industry it's called smart money
what do you do you decide to go for both you tell the angel that you have a standing offer of $6 million post money valuation but you would really love to have her on board she agrees to invest at a $6 million post money valuation great how's the cake split this time let's do the math together the VC and the angel will put in a total of 1.5 million into your business for a $6 million post money valuation this means that they will own 25% of the company you your co-founder and your family friend used
to Own 100% together with the new investors coming on board you will be diluted after the series a investment your cumulative share will only add up to 75% of the company this dilutes ution happens proportionally thus this mean that you have fewer shares now no here's how it works just like your company issued the first 100,000 shares when you Incorporated it it will now issue more shares for the new investors to buy a company can create shares just like a central bank can print money the total number of shares of the company just changes while
your number of shares Remains the Same how many shares does the company issue if 100,000 Shares are now only 75% of the company it means that 100% of the company will now be equivalent to 133,000 shares therefore the investors receive 33,000 newly issued shares for their investment since they pay $1.5 million for their shares each share is now valued at $45 your 40,000 Shares are now worth over $1.8 million congrats this whole process of a company issuing new shares to receive cash is called a capital raise if things go well the series a won't be
the last Capital raise of your startup there will be a series B A series C A series D and so on for each investment round the company valuation will hopefully increase also each time your company takes a new cash from investors you will be further diluted remember how I said that your number of shares Remains the Same though I lied actually there will usually be stock splits along the way which convert each single share anyone holds into multiple shares hence your number of shares is doubled or Tri red every now and then along with everyone
else's the purpose of this and many other things that are determined in the term sheet are a story for next time you don't care much for legal work anyway your primary interest is in growing your business which is now on track to reach New Heights it has been 6 years since you founded your company you have successfully completed four investment rounds since then you launched your product by now guess what customers love it you're a huge success the big blocks right about you and whatnot most importantly last quarter your company has not been losing money
for the first time the business made a profit time for the exit exiting the company is investor talk for selling their shares everyone who invested cash into your business since the beginning has been quietly dreaming about a big profit the earlier they invested the bigger of a risk they took and accordingly the bigger of a profit they will get if the company really takes off there are usually two ways of exiting a company selling to one of the big guys or offering it on the stock market if you sell out to a big company the
investors will usually sell all their shares at once you and your co-workers on the other hand usually won't whoever buys you needs you people to stay motivated to run the whole thing Therefore your shares will be transformed into shares of the company who bought you and then made available to you over time this is called vesting your shares if you leave early or you don't reach some Milestones you agreed on then you won't receive all all your shares the much cooler way to exit is to become big enough so that you will be able to
sell your company's shares on the stock market the process of doing this is called an initial public offering or ins shorted IPO what's an IPO what's an IPO I still don't know what an IPO is don't believe Martin scor sessi how it works is painfully easy in essence an IPO is just another Capital raise once again your company will issue new shares only that the investor who buys them this time is neither an angel nor VC it's the public the day you go public your company dumps a bunch of new shares on the stock market
from then on people can buy and sell them among themselves furthermore you now hold tradable paper almost as good as cash the price of which goes up and down every day you can sell your stock into the stock market at market price anytime with the exception of IPO lockup periods which are topic for another time you floated the shares at a starting price of $64 and they shot up to over $70 on the first day of trading due to stock splits you did along the way you're now sitting on 10 million shares of your company
your personal wealth is over $700 million you could cash in but do you want that it feels like yesterday that you two just had a vision now you're one in a million there's a lot you achieved and yet endless things to do even though investors call it an exit for many Founders it's just the beginning
