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It's a good article but some parts of it don't ring true, or perhaps things have changed since it was written (in 2001). For example, the investor director a V
by binbag 5y ago
It's a good article but some parts of it don't ring true, or perhaps things have changed since it was written (in 2001).
For example, the investor director a VC appoints to a board does not generally get any stock options - just a fee for attending board meetings (generally paid to the VC firm, not the individual). It also feels unlikely that a VC today would appoint their own CEO - it does happen, but it is far more likely that they would either back the existing management team or not invest at all, such is their view of how critical the team's quality is to the company's prospects.
The author also describes the VC and its appointed CEO taking ~75% of the company. I've never seen anything like that happen - investors usually end up with about ~30% stake, regardless of what funding phase you are at.
The paragraph about the 'down round' scenario is bizarre. There would need to have been serious failures in the company's/founder's legal work to allow this type of retrospective revaluation to occur. I've never heard of anything like this.
I guess the reason for these oddities is because the landscape was very different in 2001, when we were just emerging from the dot com boom, but I'm not sure. Can anyone else comment?
Anyway, overall it's a really good article, and the final parts ('Fixing the problem') was pretty insightful, since things like this have actually happened since then.
- pge 5y agoThe down round situation was probably the result of anti-dilution protection, meaning it was baked into the previous rounds documents, not something that was renegotiated. Anti-dilution protection basically says that if the company closes a Series B financing at a price lower than the price of the Series A, the Series A investors get an adjustment to their fully-diluted ownership (ie get additional ownership). In the worst case, the Series A shares are effectively repriced to the Series B price, but most often the adjustment is much less. These terms would be part of the Series A term sheet and deal documents, not something that is raised when the Series B occurs.
- binbag 5y agoExactly, so the legal team and the founders didn't do a good deal. They agreed to those terms. Nothing was "re-negotiated" as the article said.
- davidw 5y agoThings were definitely different in the dot com era. I have stories... I think things are a lot better now from what I see.