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General VC Questions

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Ask anything about venture capital, and there will likely be an answer. Sometime there is no answer, and you may need to consult a professional. The training data is growing every day, which will help the system answer even more questions in the future.
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What is the importance of a PPM for a new VC firm during fundraising?

Hi VC Lab, I'm in the process of establishing a new VC firm, New Light Ventures, focusing on innovative startups. I am considering the need for a Private Placement Memorandum (PPM) to facilitate our fundraising efforts and ensure compliance. Could you share insights on: - What is the importance of a PPM for a new VC firm during fundraising? - Any best practices or resources for drafting a PPM? Appreciate your guidance!

Top answer:

PPMs are not common for small emerging manager funds. They are typically more common in very large funds >$50M. The legal cost is not often justified for small fund sizes. Small emerging firms typically do not manage enough money to wher...

1

Is reporting to CB Insights or PitchBook worthwhile for a VC fund?

We get a stream of inquiries from these companies that want us to report on our investment activities. Presumably Signal will want this too. I would like to know what the pros and cons of participating in this busywork are. 

Top answer:

It's not that valuable from a sourcing or fundraising perspective. There is little benefit from being featured in CB Insights & PitchBook. They need your data for reporting reasons. 

 -  Mike Suprovici
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What are your preferred methods of company valuation for an early stage firm w/ no revenues? Comps, the VC method, scorecard method, etc.?

Top answer:

Though there are "standard seed-stage valuation methods" (Comps, VC, Scorecard, Berkus) valuation at early stage (pre-revenue) is a bit more art than science, a balance between optimism and delusion and between strategy and tactics. Fact...

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The PACT landing page does not give LPs a chance to preview the document they are about to sign. This is causing friction for potential LPs, and some are printing the PACT on paper and returning that. Is there a way for me to customize my landing page so the LP a chance to enter the level of commitment and contact info, to populate the PACT letter; and then allow them to see what they're signing?

Will this process be updated in the future?

Top answer:

That's by design. You first select your interest level, then you sign the document. Work through the PACT workflow yourself because it's pretty straight forward. They can't sign without reading the document, which is the 2nd step. So, ju...

1

How do I prepare for a family office meeting?

We're raising fund II, and we got our first family office interest. I've been regularly pitching to HNWIs, but this is the first FO meeting. What are the main differences in their requirements ? What I've got until now: - Knowing their thesis and showing how we fall in theirs. - Presenting our track record with examples of our top startups. - Being extremely clear on the fee/carried structure. - Get ready to send our materials because I know that with FOs DD is going to be more extensive. 

Top answer:

Family Offices typically require a substantial diligence process. They want to ensure that your firm will be in business for a long time and has a major edge over the 100s of mangers they diligence every year. In general, Family Offices ...

1

Why did my IRR go down significantly in Q1 despite portfolio markups?

My IRR had been climbing for all of 2023 and in Q1 of 2024 it went down significantly.  Despite one company having a 2x markup in the quarter.  There were no significant cash flows out, no new investments nor any large expenses. 

Top answer:

IRR takes into account contributions and distributions at the time of their recording; regardless of cash flow. Also, it takes into account any accrued income or expenses at the time of recording. When larger expenses are accrued, it can...

2

Can we choose to use only the Decile Partners back office operations, without taking the fund formation and the venture share advisory services?

Top answer:

Decile Partners is an integrated flat rate firm success offering that is purpose built for emerging managers. It is optimized to fix common issues with bespoke solutions by: • Access to ultra experienced senior operations team members en...

2

How is the Decile Partners venture share carry calculated?

Top answer:

The Decile Partners venture share is is 1% of the 20% carried interest. In other-words, assume that the fund's carried interest is 100%. The Partners venture share is 5% of 100% carried interest which equals 1% of 20%. This is in line wi...

2

What is the difference between Decile Partners and Decile Launch?

Top answer:

Decile Launch is a structured formation program to establish the venture capital firm and to close the fund. Then, the newly launched fund becomes a member of the Decile Partners Firm Success offering for deal reviews, legal operations, ...

3

How do I use Hub to manage LPs?

Top answer:

Decile Hub is a powerful tool to manage relationships and commitments with limited partners. Limited partners are managed in the Fundraising pipeline. To get started, add a limited partner to this pipeline, and assign them to a Stage, su...

2

What is the ideal roadmap for a successful venture capital fund?

Top answer:

The ideal roadmap for a fund depends on the phase of the fund, as well as other criteria. The fund phases and success criteria is described in detail below.  Inception PhaseThe inception phase is when the Thesis and team are developed. ...

2

Risk quantification of investment in a VC fund

Most of the online data I see gives statistics around how many funds have returned less than 1x of the capital and how many have returned more than 2x, 3x, etc.  However, to truly understand the risk for LPs to invest in a VC fund, it would also be great to know the statistics spanning from 0x to 1x. Let's say 80% of the fund that returned less than 1x DPI has returned above 0.7x, for example. Then, we can say that the downside of investing in VC is primarily that you can lose up to 30% of the capital invested, not all of the capital invested as happens in a direct startup investment. As we know, the potential upside of the direct deal for the investors is much higher than investing in a VC fund; by quantifying the downside, we can compare the risk-return profile in a better way. Is there a way we can compile this data, or is there any source available for such data? 

Top answer:

This is a slippery slope and you will struggle to make this point, irrespective of the data. LPs should understand that, albeit low, there is a risk of total loss when investing a VC fund. However, because the upside is exponential and b...

2

Is it acceptable for a fund to accept equity from a startup for no cash investment?

We are often approached by early stage startups who simply want our partners to advise their effort. The duties are relatively light, and often provide an optical benefit for having our partners associated with their company.   To be clear, the fund would receive the shares (or perhaps warrants). DecileBase seems to be aggressively against this arrangement, but it keeps getting confused and thinks that the fund partners would have separate relationships with the company and personally receive equity. That is not the situation we're looking at. 

Top answer:

Funds can't accept advisory options because they are for individuals. However, funds can accept warrants. This is why base is aggressively against this arrangement. If you receive advisory options, you can't move those to the fund becaus...

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What is a good argument a new/emerging Venture Fund for LPs who don't have experience with VC?

I asked DecileBase, but only found very generic answers. It would be useful to have a clear pitch for why a potential LP would want to invest in a venture firm.  How do new and emerging managers perform versus larger funds? How do they perform versus the market? 

Top answer:

We have developed an article for GPs to share with LPs: https://govclab.com/2023/04/26/how-to-invest-in-vc/. That being said, your proposed approach will not work. Sending LPs information about how the emerging managers over-perform othe...

1

Where do I report feature requests for decilehub?

Top answer:

Feature requests for Decile Hub can be shared in the Decile Base Hub Feedback channel, which can be found here: https://www.decilehub.com/base/40-hub_feedback. Your insights and suggestions are always welcome as they help improve the pla...

1

can an LP nominate IC member

AI Answer was  While an LP can potentially suggest a member for the Investment Committee (IC), the final decision typically rests with the General Partner or Fund Manager. It's important to ensure that any IC member is trusted, experienced, and aligns with the fund's strategy. any more to add

Top answer:

Yes. It's not uncommon for large LPs to want to request to be on the IC. That being said, you need to be very careful with who you nominate on the IC because it is making investment decisions for the fund. 

 -  Mike Suprovici
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compensation for a venture partner

Top answer:

VC Lab has developed a free Venture Share Agreement that is designed to be used by venture capital firms and Venture Partners alike to quickly start working together. The template agreement is designed to specify the duties and compensat...

1

What are the most appropriate private and public benchmarks for the Firm’s track record?

Top answer:

The main metrics track record metrics are IRR, TVPI & DPI. However there are others that you can review in this question. In addition, you may also find this article helpful. 

 -  Mike Suprovici
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1

How to determine markup valuation as an equity investment takes on token investors?

We have a portco that we invested in as an equity investor when they were an online experience platform. That business turned out not to be venture scalable. They team pivoted and raised another equity round... then they pivoted again into a blockchain gaming company. That company is doing very well now and they are the leaders in their space and with non-trivial revenue.  They have now raised $3M more in two subsequent funding rounds from blockchain-first investors who invest on a valuation basis of the fully diluted token value. This is good for company given that it is how their space commonly works. The fully diluted value of the token is substantial and (coupled with the progress for the company) certainly represents a mark up for our equity investment. As early equity investors, we will be receiving a token allocation as well. But determining a reasonable markup value is uncharted territory for us. I'm looking for advice from GPs who are familiar with the blockchain space on how to approach this. For context, we are entering fundraising mode for Fund II and capturing markups is an important element of the track record we have established. If this situation occurred in year one of deployment, marking the deal at cost would be fine. And that may be the right thing to do in the end. But given that the company has made material revenue traction sufficient to attract several million in additional capital investment, it seems worthwhile to take a minute to understand the implications of what amounts to two "priced rounds" from token-based investors. 

Top answer:

TL'DR - leave your valuation policy in-tact and manage these LP communications at the newsletter/report summary level rather then at the financial level. Each quarterly/yearly report where you include financial statements should be accom...

1

Valuation increase after PoC

Hi, is is possible to quantify the average valuation increase of a seed-stage company after performing successful PoC?

Top answer:

Valuation increases are determined by the fund's valuation policy. In venture capital, the valuation of the company is typically set by priced equity round. Other inputs don't factor in unless the fund is writing down a company. 

 -  Mike Suprovici
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1

What is the difference between underrepresented and overlooked founders?

Top answer:

Underrepresented represents the demographics of the founder (gender, ethnicity, economic background, underserved region for example.) Overlooked relates more to some investors' bias or the founder's lack of access or influence. This cou...

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1

Which fund metrics are essential to fund performance reporting?

Top answer:

Fund operations providers such as Decile Partners generate full financials for Limited Partners including: • Statement of Assets, Liabilities, and Investors' Capital • Income Statement  • Schedule of Investments • Statement of Changes in...

1

Have you found any helpful resources to model your fund performance?

I have been using Taylor Davidson's templates but wondering if there are any resources or approaches you all have used.

Top answer:

You can find more resources at this on the Foresight website here: https://foresight.is/fund-resources

 -  Mike Suprovici
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1

What types of LPs should I go after?

Top answer:

Securing Limited Partners is a formidable task that demands persistence, meticulous research, and strategic networking. For the average fund, this means courting nearly 250 LP prospects and pitching to a majority of them, only to culmina...

1

What is the best way to inform a potential LP of QSBS?

Top answer:

The LP needs to speak with their CPA about QSBS and you really should avoid providing advice here. QSBS is complicated and some LPs may not qualify. Providing LPs with tax advice creates a lot of problems for you. 

 -  Mike Suprovici
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1

Am I supposed to be getting healthcare from the management company? If so, after what return threshold makes sense? Or am I supposed to have done this since the beginning?

Top answer:

Management Companies are setup as a Distribution Focus, Hybrid or Operating Company. You can find more information here: https://vcl.to/ManCo-strategy [Image] The majority of new and emerging mangers will setup their Management Compani...

1

Definition and Example of Win:Loss Ratio

Hi, is the win-loss ratio mentioned in Sprint 5 - Firm Positioning about how many deals does your firm go after and how many is it able to win their ideal term sheet and close?

Top answer:

The Win-Loss ratio is the percent of investments that you were able to win. Many of the best investments are competitive and it's common for VCs to lose some of those deals unless they provide a strong value add.

 -  Mike Suprovici
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1

Is it common for VCs in the life sciences to sign NDAs with companies?

I asked Decile Hub this question and got a slightly different answer on the follow up (i.e., on follow up, that it is permissible for life sciences companies). I am meeting with a company building a hardware product for measuring metabolites in blood, and they requested an NDA when sending us the materials.  I've heard that this is more common for companies in the life sciences space, especially if they have deals with major pharma, who often require such terms. I do not think they are disclosing deals with partners that might require NDAs.  What is the proper way to respond to a request like this?

Top answer:

For initial evaluation you could request a non-NDA version of materials.  If you initiate serious diligence of the deal you can evaluate signing an NDA or bringing on a 3rd party expert to evaluate the technology under NDA. For an initia...

2

What is included in the Decile Partners offerings or SLA?

Top answer:

Decile Partners provides a unified back office service for venture capital firms. This includes multiple functions such as legal, accounting, tax, and audit, which are typically provided by multiple external vendors. Decile Partners also...

2

Any idea on how a fund in the Netherlands would acquire another fund in Delaware? How would you roll over the portfolio companies and LPs?

Top answer:

Generally speaking, funds do not acquire other funds, especially across different countries/jurisdictions.  This is not to say it never happens, but it is fraught with jurisdictional, regulatory and legal hurdles. A company acquiring an...

2

Hello, I've already raised 3.5MM for a fund of 10MM USD. However, we have the interest of several institutional investors who want to invest at least 5MM USD. How would you handle this dilemma? Initially, due to the fund's potential, we wanted to make it 15MM-20MM, but at VC lab, since it's a fund in Latin America, they recommended capping it at 10MM. What do you recommend? Greetings from Chile.

Top answer:

Your fund size should be the minimum target. So in this case $10mm is the minimum target and you can oversubscribe it to a hard cap of say $15 or $20m. The first thing that you should do is to see the conversation through with the LP and...

1

What are some examples of unethical behaviour in venture capital?

Top answer:

Venture Capitalists engage in a variety of conscious and unconscious unethical behavior with different stakeholders. Some example of unethical behavior commonly seen in venture capital include: Founders / Deals • Disrespecting Founders ...

1

Do cost and fair market value ever differ?

Question edited slightly for clarity. 

Top answer:

Yes - cost and fair market value can differ. Cost in this context refers to the amount initially paid for an investment, while fair market value (commonly referred to as FMV) is the current market value of that investment. Changes in mar...

1

What is an acceptable equity ask by investors from portfolio companies?

Top answer:

What an investor can ask in terms of a percentage of equity or an investment amount depends nearly entirely on variables, so it is impossible to generalize. Some factors to consider for startup: • Geography (US, LatAm, etc.) • Market (B...

2

What are the differences between using SAFE in the UK and the US?

I believe they are often called ASAs (Advance Subscription Agreements) in the UK. Are there any fundamental differences in how they work in the UK and US?

Top answer:

Generally speaking, an Advanced Subscription Agreement (commonly known as an ASA and designed for use in the United Kingdom), is conceptually similar to a SAFE (originally designed for use within the United States).  However, there are ...

3

GP carry raise: How can one perform valuation of a percentage of GP carry prior to fund closure or returns from fund (when DCF can be applied)?

An LP has already signed my LPA and is bringing others into my fund as investors. He shared that a condition of bringing others is that I be full-time over the fund since this is the only way one can really run a successful venture. I agree, however I require more than my management fee provides for living expenses since Fund 1 is small. Even if I oversubscribe, it wont get us to the amount I need. My question: Investor is willing to provide me cash now for a percentage of carry as a one time payment to help support my transition to VC full time. He suggested I valuate a percentage with rationale and he will help me raise the capital  for the GP carry (NOTE: this is not Management Company carry, ONLY fund 1 GP carry and has been clarified with investor. Greatly appreciate guidance on how to valuate this.

Top answer:

Do not form your fund and send LPAs to limited partners prior to you having at least $1m in PACTs signed or 10% of the fund, whichever is greater. This is a major mistake with dire consequences.  Also, please note that the arrangement th...

1

How GAAP and ASC820 are involved in valuation policy?

Here is the response of the decile LLM: The Generally Accepted Accounting Principles (GAAP) and ASC 820 (formerly FAS 157) are involved in valuation policy by providing a framework for measuring and reporting the fair value of assets and liabilities. Under ASC 820, investments are categorized into three levels based on the observability of inputs used in their valuation. Level 1 investments have quoted prices in active markets, Level 2 investments use observable inputs other than quoted prices, and Level 3 investments use unobservable inputs. These standards ensure consistency and transparency in financial reporting.

Top answer:

The Generally Accepted Accounting Principles (GAAP) and ASC 820 (formerly FAS 157) are involved in valuation policy by providing a framework for measuring and reporting the fair value of assets and liabilities. Under ASC 820, investments...

3

What are the approximate number of Global Venture Firms forecasted by the end of 2023?

By my estimates, this number can range from 30,000- 45,000.  There are a multitude of variables to consider.

Top answer:

There is no hard data on this because most of the filings are done at a fund level, instead of at the Firm level. A firm will often manage a family of funds. VC Lab estimates that ~9,500 new VC firms will launch within 5 years.

 -  Mike Suprovici
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