Fundamentals of Venture Capital

ISBN-10: 1568331266
ISBN-13: 9781568331263
Edition: N/A
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Description: Written in highly readable layman's language, Fundamentals of Venture Capital is a concise introduction to the key issues facing both investors and entrepreneurs as they embark on the journey of turning a good idea into a profitable reality.

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Book details

List price: $26.95
Publisher: Madison Books, Incorporated
Publication date: 11/17/1999
Binding: Hardcover
Pages: 176
Size: 5.75" wide x 9.25" long x 0.75" tall
Weight: 0.682
Language: English

Written in highly readable layman's language, Fundamentals of Venture Capital is a concise introduction to the key issues facing both investors and entrepreneurs as they embark on the journey of turning a good idea into a profitable reality.

What Is All the Talk About?
What Is Venture Capital?
How Venture Capitalists Talk
Should You Start Your Own Company?
"You Can Make it... Will Someone Buy It?
Where Should I Look for Seed Capital?
Introduction
Angels
Seed Capital from VCs
State Aid
Federal Grants and Loans
Commercial Banks
Should I Have a Placement Agent?
Venture-Capital Clubs
Concept IPOs
The Shell Game
Multiple-Round Strategy
Case Study in Finding Money: A Reality Check
How on Earth Do I Put a Value on My Company?
Portfolio Management
Nonnumerical Factors
What Legal Form Works Best for You?
S Corporations
Limited Liability Companies
Corporation versus Limited Liability Company
What Will My Corporation Look Like?
Corporate Charter
Payment for Stock
Purposes
Miscellaneous Charter Provisions
Restrictions on Transfer
Preferred Stock Provisions
Preemptive Rights
Indemnification
Bylaws
Other Organizational Documents
State of Corporate Domicile: Delaware or Somewhere Else?
Tax Discussion for the Nonlawyer: Minimizing Taxes in the Early Stages
Cheap Stock to Employees and Promoters: The "Eat-'em-All-Up" Preferred Stock Approach
Stock for Services: The "Passage-of-Time" Approach
Section 83 and Stock Subject to Vesting
Drafting the Business Plan and the Placement Memo
Risk Factors
Certain Transactions
Business Plan
The Marketing Section: The Single-Most Important Section for Early-Stage Investments
Business Strategy and the Single-Product Problem
Management
Beefing up the Board of Directors
Other Issues
Projections--The "Bull's-Eye" Theory of Forecasting: "Shoot High,"
The Promissory Nature of the Forecast: "Shoot Low,"
You've Set up the Company and Negotiated the Price: What Are the Investors' Terms?
Herein the Term Sheet
What Will the VCs Want for a Security: Common Stock? Preferred Stock? Debt? Warrants?
Common Stock
Warrants
Preferred Stock
Conversion and Redemption
Preferred Stock Redeemable at the Option of the Holder
Participating Preferred
Antidilution Protection for Investors
Who Controls: Me or Them?
Registration Rights
I Have a Letter of Intent: What's in the Contract?
Stockholders Agreement
Rights of First Refusal
Selling Stock, Privately ... and Legally
If Reg. D Is Not Available?
Compensating Your Key Executives
The "Carrot" Approach: Equity Incentives
Stock Options
Incentive Stock Options
Nonqualified Stock Options
ISOs versus NSOs
"Grossing Up,"
Miscellaneous Items
The Carrot-and-Stick Approach: The Employment Agreement
Restrictions on Post-Employment Behavior: Noncompetition, Nondisclosure, and "Work-for-Hire" Clauses
How to Go to the Promised Land (i.e., Go Public)
Whether or Not to "Go Public,"
Preparation for the Public Offering
Liability
"Directed Shares" and "Hot Issues,"
Lock Ups and Other Obstacles to Liquidity
Financing with Strategic Investors: Joint Ventures
Typical Business Contexts
Negotiation Points
The Duty of Candor
Corporate Opportunity and Self-Dealing
Conclusion
Index
About the author

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