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Venture Deals: Be Smarter Than Your Lawyer and Venture Capitalist Hardcover – December 26, 2012
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From the Inside Flap
Although it hasn't been very long since the first edition of Venture Deals was published, the need for information in this evolving field continues to grow. That's why Brad Feld and Jason Mendelson have returned with the Second Edition of Venture Deals. While staying true to the original edition of this Wall Street Journal bestseller, the Second Edition contains timely updatesas well as new material on topics such as convertible debt financingthat will help you excel at this difficult endeavor.
Some of today's fastest-growing entrepreneurial companies have financed themselves by raising venture capital. Yet few people have a firm grasp of how venture capital deals really come together. Nobody understands this situation better than Brad Feld and Jason Mendelson. For over twenty years, they've been involved in hundreds of venture capital financings, and now, with this practical guide, they continue to share their experiences in this field with you.
Venture Deals, Second Edition opens with an informative overview of the venture capital term sheet and takes the time to discuss the different parties who participate in venture capital transactions as well as how entrepreneurs should go about raising money from a venture capitalist. From here, the book skillfully outlines the essential elements of the venture capital term sheetfrom terms related to economics to those related to control. Feld and Mendelson strive to give a balanced view of the particular terms along with the strategies to getting to a fair deal.
In addition to examining the nuts and bolts of the term sheet, this reliable resource also reveals how VC firms operate, describes how to apply different negotiating tactics to your deals, and introduces you to issues you may face at different stages of financing. You'll also gain valuable insights into several common legal issues most startups face and, as a bonus, discover what a typical letter of intent to acquire your company looks like.
Whether you're an experienced or aspiring entrepreneur, venture capitalist, or lawyer who partakes in these particular types of deals, you will benefit from the insights found throughout the Second Edition of Venture Deals.
For additional information that includes term sheets as well as all of the documents that are generated from the term sheet as part of venturing financing, visit the authors' website www.askthevc.com.
From the Back Cover
Praise for the First Edition of Venture Deals
"My biggest nightmare is taking advantage of an entrepreneur without even realizing it. It happens because VCs are experts in financings and most entrepreneurs are not. Brad and Jason are out to fix that problem with Venture Deals. This book is long overdue and badly needed."
—Fred Wilson, Managing Partner, Union Square Ventures
"Feld and Mendelson pack a graduate-level course into this energetic and accessible book. The authors' frank style and incisive insight make this a must-read for high-growth company entrepreneurs, early-stage investors, and graduate students. Start here if you want to understand venture capital deal structure and strategies. I enthusiastically recommend."
—Brad Bernthal, CU Boulder, Associate Clinical Professor of Law, Technology Policy, Entrepreneurial Law
"A must-read book for entrepreneurs. Brad and Jason demystify the overly complex world of term sheets and M&A, cutting through the legalese and focusing on what really matters. That's a good thing not just for entrepreneurs, but also for venture capitalists, angels, and lawyers. Having an educated entrepreneur on the other side of the table means you spend your time negotiating the important issues and ultimately get to the right deal faster."
—Greg Gottesman, Managing Director, Madrona Venture Group
"Venture Deals is a must-read for any entrepreneur contemplating or currently leading a venture-backed company. Brad and Jason are highly respected investors who shoot straight from the hip and tell it like it is, bringing a level of transparency to a process that is rarely well understood. It's like having a venture capitalist as a best friend who is looking out for your best interests and happy to answer all of your questions."
—Emily Mendell, Vice President of Communications, National Venture Capital Association
"The adventure of starting and growing a company can be exhilarating or excruciating—or both. Feld and Mendelson have done a masterful job of shedding light on what can either become one of the most helpful or dreadful experiences for entrepreneurs—accepting venture capital into their firm. This book takes the lid off the black box and helps entrepreneurs understand the economics and control provisions of working with a venture partner."
—Lesa Mitchell, Vice President, Advancing Innovation, Kauffman Foundation
If you’re the author, publisher, or rights holder of this book, let ACX help you produce the audiobook.Learn more.
Top Customer Reviews
I wish I had this book in 2007, when I was trying to raise money. Terms like "double ratchet anti-dilution", "preferred", "participation", "vesting pool' or "liquidation events" were all terms that I was completely ignorant about. worst yet, our attorneys had to explain these to me, and at $750/hr it was a costly lesson. $30 for this book would have saved me $1,000's in legal fees, and hundreds of thousands in earnings.
Well, but now that i have read this book my long-held view about VCs is further perpetuated.
VCs are in the business to accomplish two things: (1) preserve their LP capital (i.e. don't lose money). and (2) earn outsized earning to makeup for all the duds (i.e. take everything you can).
Note, "make the entrepreneur lots of money" is not on the list. This is something that the authors and most VCs, including Mark Suster on his talks/blogs will confirm this. As an entrepreneur you end up working for the VCs and will get wealthy if your company ends up being one of the 0.01% of VC companies that have very successful exits. If your company does just "great", or "OK" then expect to earn nothing from the exit - while the VC will walkaway with 2x to 5x of the investment.
This is not a bad thing if you expect to be in the 0.01%, but as that number indicates - it's not likely.
so lets look at the main two things covered in this book that describe how VCs make money:
VCs get their money from pension funds, alternative asset funds, government organizations, and basically any large sources of capital that is looking for risk-adjusted better-than-average returns.Read more ›
But don't be misled: this is a book written by a VC. You should be cautious. Feld's in business to find and sign entrepreneurs, and it's in his interest to set your expectations low and make himself and his peers look harmless. VCs love entrepreneurs who "go along to get along". After all, the VC wants control of your company (for his minority stake) plus as much of your company as he can grab. He'll want the option pool to come out of your end. And those "independent" directors? They'll usually be pals of the VC, or hoping for a job from the VC. In other words, when the crunch comes, they'l side with the VC. Which is why the VC is always happy to have independents on the board. VCs take control of companies through many subtle techniques. Don't be a schmuck and wake up having made them rich while you toil to vest stock in your own company.
There are many blogs written by VCs, each offering "helpful" advice for entrepreneurs. Beware! VCs are not in business to serve you. They serve their LPs. Entrepreneurs are disposable. You are not their customer. They don't work for you--but you may end up working for them.
Be careful when the crocodile tells you how to cross the river.
My credentials: former VC and have run VC-backed software companies.
Take it from someone in the middle of a funding round, Brad and Jason are at the TOP of the VC world and are widely respected. Reading this book is how I imagine a mentorship with Brad and Jason would be. What's best about it is the information is conveyed in a conversational way such that it is very easy to remember and act upon, even in the most intense meetings with prospective VCs. It's like they are sitting there with you (on your side of the table) whispering things in your ear like "Don't forget to ask about recent deals" and "You've done a lot of work, push for a 25% vesting," or maybe even "This guy's a zombie, bail out!"
This is a MUST READ for anyone seeking financing for a startup, and a pretty good idea for anyone that wishes to speak intelligently about the world of tech in general. Fundraising is among the most critical responsibilities of a CEO. You basically never stop fundraising, and even if you manage to bootstrap to glory, you will still need to discuss the matters of finance explained in this book with every strategic partner, industry heavyweight, and potential acquirer you meet (not to mention sizing up the strength of the competition and their partners).
Get it. Get it now. You'll be glad you did.
This book lays out in great and simple way all the complexity of the VC world, so that even things I thought I knew already, became so clear that now I feel like a really get them, finally.
Even if you are an avid entrepreneur, you owe it to yourself to at least read chapter 9: "How Venture Capital Funds Work" especially if you never been part of one, which is the bucket where most of us entrepreneurs falls into. This was super helpful for me and was worth my entire read (but it was all good, I promise).
Brad and Jason are doing a great job taking an otherwise boring topic and making it entertaining and fun to read.
Most Recent Customer Reviews
This is the second time in my life I find myself doing the rounds to collect proper money from investors. Read morePublished 9 days ago by Athan
I just finished reading Venture Deals. To say it was enlightening would be putting it mildly. I found many takeaways from the reading. Read morePublished 23 days ago by Gary McNamee
This book is a must read for entrepreneurs. Incredibly informative and highly enjoyable to read.Published 1 month ago by Amazon Customer
"Staple" to the venture capital and private equity community. I highly recommend this book to students, young professionals or anyone looking to dive into venture capital,... Read morePublished 1 month ago by Amazon Customer
Writing style is fresh and engaging, it is a very interesting book. As any book aimed to educate, it has certain Authors' presumptions about the readers background knowledge. Read morePublished 1 month ago by natasha
If you plan on raising funding for your startup read this book first! You can read the whole thing in less than 24 hours, and really help demystify the process and terms for first... Read morePublished 1 month ago by Amazon Customer
For any aspiring venture capitalists or entrepreneurs, this is a must read! Brad is one of the best VC's in the game and offers incredible insight into raising venture capital... Read morePublished 2 months ago by Amazon Customer