The concept of a fully-diluted basis is not difficult. A fully-diluted basis just means the assumption of the highest potential amount of common stock a startup will have outstanding, regardless of vesting provisions and assuming all options and other securities like convertible notes are converted into common stock. That is,
The option pool is the amount of common stock a startup reserves (typically at each series of financing) for future issuances to employees, directors, advisors, and consultants. For example, if a startup has 5,000,000 shares of common stock outstanding immediately before the Series A round, a condition of the Series
Convertible promissory notes do not include a stated pre-money valuation. Instead, the convertible note seed investor and startup agree that the pre-money valuation for the convertible note investment will be determined by the pre-money valuation the startup receives at the Series A round. However, the convertible note investor does not
Convertible debt is a type of security frequently issued by startups when raising capital in their seed round. With convertible debt, the startup issues the seed investor a promissory note, for the investment amount, that contains a conversion feature. The conversion feature is the mechanism by which the debt (the
CoHabitat in Uptown Dallas is hosting their inaugural Christmas party December 18th from 8pm to 2am. It looks to be a very merry time with music, drinks, and door prizes at 2517 Thomas Avenue. While you don’t have to celebrate Christmas to come to the party and have a grand
I’ve never had a client’s accountant recommend any legal form besides the LLC for a new startup. Even though I heart corporations, I still believe the LLC can be an appropriate legal entity for some companies and ventures. But when it comes to a startup looking to (i) raise capital,
I’ve been seeing a lot of white-label deals for startup clients in the past couple months. For example, Big in Japan struck a deal with CBS Interactive (CNET) to white-label ShopSavvy as the custom app “CNET Scan and Shop.” Also, ParaTweet came to terms with Royal Caribbean on a white-label
A term sheet is an outline of the deal terms that helps frame the contemplated transaction for both parties. Term Sheets for financings and acquisitions are usually not binding. However, it is quite common to see various sections of the term sheet binding, including: –No Shop or Go Shop Clauses:
Check out this great video recap of Startup Weekend Dallas 2009. If you weren’t able to make it this Startup Weekend, hopefully you can make it out in April 2010.
Founders frequently ask me to provide guidance on how their startup should split equity between co-founders. My answer is always: (1) It Depends, and (2) Quickly. (1) IT DEPENDS If you’ve ever hired a lawyer, you will (unfortunately) hear the phrase “it depends” several times. In this situation, the “it
