INTRODUCTION
Entrepreneurs at any point in time
are always asking the question “How much is my new venture or company worth?”
especially so when a next round of funding is being considered.
Why is the determination of value so
important to an entrepreneur-founder?
Of course, the answer is simply that
the value of an enterprise at any point of time prior to an investment (e.g.,
pre-money value) is a principal determinant of how much founder equity must be
given away to secure the next round of investment.
Two simple relationships capture the
importance of pre-money value and should be embedded in an entrepreneur’s mind:
Post-money
value = Pre-money value + external investment made
Investor
equity = external investment/Post-money value
WHAT
IS AN EARLY-STAGE VENTURE?
There can be differences of opinion
amongst professional investors on how to define the developmental stages of a
company. Herein, I offer my own, generally accepted, definitions.
A pre-seed developmental stage new
venture has not raised money except for some relatively minor amounts from its
potential founder(s). Those involved, typically only founders and key
management persons, are simply doing their initial due diligence, perhaps filing
provisional patent applications, researching the markets, and thinking about
products and services.
A seed stage new venture has evolved
to the point where the founders realize they will need investment to move the
company forward, the amounts to be raised are relatively small and the sources
are typically the founders themselves, friends and family, and perhaps select
professional angels. The company is fully formed with corporate and patent
attorneys, corporate filings, and formal processes (i.e., board meetings,
minutes, etc.). Funding goes towards initial products, testing the target
markets, and resolving issues standing in the way of formal entry into the
marketplace.
The startup stage for a company
requires more substantial investment and allows the company to manufacture and
sell goods and services intended to product profit. The goals at this stage are
many but principally to increase customers, sales, and revenue as quickly as
possible. In brief, they are in the marketplace and competing. At this stage it
is presumed that the principal risk remaining to the success of the new venture
is that of execution; that is, the company’s plans simply don’t lead to the
success intended.
The use of the term early-stage may
be applied to each of these developmental stages and also to more mature
companies that have more significant revenue, sales, and customers but are
still pre-profit.
BASIC
APPROACH TO VALUING AN EARLY-STAGE COMPANY
When an enterprise has revenue and
profit from sales and historical financial data are available, investment
bankers have a relatively easy task to estimate pre-money value following
accepted financial principles and standards.
However, the determination of value
for an early-stage company is a slippery slope because the projections of
revenue, sales, expenses, and profit are, by necessity, speculative and subject
to differences in opinion between entrepreneur and investor. The more the
company is developed (closer to profitability) the less the complexities of
valuation and disputes amongst entrepreneurs and investors.
From an entrepreneur’s perspective
there are four important elements (discussed in subsequent parts) to valuation:
- Substantiation of Sales Projections—Part II
- Financial model, projections, and discounting to NPV—Part II
- Use of an entrepreneurial scorecard to arrive at a realistic valuation—Part IV
- Negotiating to determine value—Part V
The first two elements discussed in
Part II and Part III require the research and collection of relevant data and
the development of assumptions that are well thought out and can withstand
scrutiny from others (e.g., investors). The subsequent reductions by the
entrepreneur to secure an idea of pre-money value (NPV) based on projections of
sales, revenue, expenses, and profit should be as robust as practical and thus
more able to withstand criticism by investors.
As will be shown in Part IV,
deriving a realistic pre-money value is also based on the actual state of
development of the new venture. What constitutes realistic can be argued but
the use of a entrepreneurial scorecard can considerably aid the process.
Entrepreneurs and investors will
independently arrive at their own opinions of pre-money value and amount
required for investment to achieve agreed-upon goals. Guidance for how to conduct
the necessary negotiations are discussed in Part V.
Each of the four subsequent articles
of this series provides specific actionable along with the details of HOW to
accomplish the task at hand.
***
Rocky Richard Arnold provides strategic corporate and capital acquisition advice
to early-stage companies founded by entrepreneurs wishing to successfully
commercialize high-value-creation opportunities, ideas, and/or technologies.
More information about Rocky can be found at www.rockyrichardarnold.com. His book, The Smart Entrepreneur: The book investors
don’t want you to read, is available for purchase on Amazon at http://tinyurl.com/pv248qq.
Financial software for use by startups can be purchased on Amazon at http://www.amazon.com/gp/product/B00K2KPSI2. He posts articles about entrepreneurship on his blog at http://thesmartentrepreneur.blogspot.com. Connect with Rocky on Twitter @Rocky_R_Arnold; Facebook at
www.facebook.com/rocky.r.arnold; Google+ at www.google.com/+RockyArnold01.
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