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David. A. Goldsmith


You want to buy a new company, expand operations, acquire a business, or raise capital. You’ve decided to go for venture capital funding versus a bank loan for a multitude of reasons from the risks involved to the amount you need to carry out your plan.

Do you know as much as you’d like about gaining capital? Most people don’t. Their expertise is in their business, not in capital funding. Here are ways to protect yourself from vultures, deals you can’t afford, and the nightmares of both.

Some quick explanations:

A venture capitalist (VC) is a person, group of people, company, or group of companies with money to invest in your business.

A VC broker represents you (or possibly a VC) and arranges the parties to create a deal. This article is about working with the broker.

Since many brokers are ethical, why such a negative slant? Over two months, two of our consulting clients nearly lost their shirts dealing with brokers. One broker tried to quadruple dip on a VC deal by taking a commission, bringing in another broker (who needed a commission), taking excessive points on growth targets, and adding interest fees into a contract making the deal impossible. Had our Boston-based client signed with his current and (estimated) future numbers, his decade-old business would have perished.

Another broker wanted a client in Connecticut to sign a broker-exclusivity contract, forcing our client to pay commissions on any type of financing, regardless of whether the deal originated through the broker or not. If an SBA loan or unrelated VC came through, our client would pay $400,000 in unearned commissions.

(With each client, the broker used four or more of the nine strategies below that would be harmful to your fulfilling your capital needs.)

Every deal has its own merits and challenges. Regardless, nine general tips to consider are:

1. Don’t sign exclusivity contracts barring you from finding your own funding. A) On one hand, a broker has every right to protect his intellectual property by preventing you from bypassing him and striking a deal with one of the contacts he’s introduced you to. B) On the other hand, beware of anything preventing you from gaining funding from any other source without going through the broker.

2. Avoid long-term cancellation clauses that hold you hostage for a year or more. Sixty to ninety days is reasonable. You’ve got to be able to move on. A broker’s objective in creating a long cancellation clause is to prevent you from securing funding with the VC they’ve introduced you to while at the same time making it difficult for you to find any funding. Keep your options open and agree to 90 days giving you time to find new opportunities.

3. Prevent double dipping. A savvy broker has multiple compensation channels: initial commission, commission on additional funding you get during a 1 or 2-year term, compensation if the business is sold during specified time frame, percentage of interest on monies lent, etc. Read fine print, several deals that have passed over our desks in the past 6 months have had hidden compensation clauses that would have made any deal difficult to swallow had they had signed with the broker. (Have legal representation from an expert in VC funding.)

4. Know the type of funding you want before you start searching, and bind your broker to the specifics with a contract. Looking for a VC with an equity position who wants shares and is interested in growing the firm, or do you just want financing? Initially, the two can appear similar. In one VC deal, the company looking for funding thought they were getting an equity partner, but the VC only wanted to achieve 3.5 times their ROI in 5 years in monthly fees and interest. The final terms of the agreement: the “receiver” would get $2.9 million, but would pay back $6 million in 5 years. It was not the deal he expected.

5. Remember that VC funding is all negotiation–between you, the VC, and the broker. First, never let the broker think that you don’t have other options. If they think you’re between a rock and a hard place, you’re in trouble. Second, VCs know the financing game in and out, and often they will tell you the deal is dead and not call back for weeks just to get you hungry. Sometimes the broker is in on this strategy. You must be patient. Third, even with contracts, the broker may only secure a few deals a year to make a great living. If they’ve invested four months on the project, they want the deal as badly a you do. Then ask for concessions. Realize they might jump up and down and scream as part of their negotiations. It’s a common strategy; look past it. In every deal, conditions change, and you must remember that commissions, fees, and terms can also change.

6. Know your broker’s loyalty, and make sure it’s to you, not to the VC, or solely to the broker’s own best interests. Think of real estate. The seller’s agent’s loyalty rests with the seller: the buyer’s agent’s with the buyer. Work only with people you trust.

7. Be careful of brokers in disguise. Some mask themselves as venture capitalists and yet have no money. What’s the problem? You think you’re working with an investor whose income is contingent upon the growth and success of the deal/business; in fact, you’re working with a commissioned salesperson who hasn’t invested a cent in the venture and only stands to gain as long as he links two parties. The only way you may ever know is when the deal is being written up and you catch the fine-print line for commission to XYZ firm.

8. Use a VC’s leverage if the broker is unreasonable. One of our clients worked with a broker whose stubbornness kept on getting in the way of the deal. Everyone was giving in a little to make the package work. Our client told the VC he couldn’t afford the deal, because the broker was not participating in the concessions. The VC (with greater financial leverage) wanted the deal enough that he negotiated a compromise with the broker, and everyone was happy.

9. Lastly, brokers, like you, are looking out for their own pockets. To combat this, try to put more emphasis on bonuses based on the long-term viability of the funding and the growth of the business rather than solely on the introduction. Incentives encourage brokers to build the most potentially successful deals.

Most brokers are ethical. They don’t want to take you to the cleaners. Their future successes rest on their reputations for making good deals. But just in case you get a vulture, you now have ways to find out early and prevent yourself from getting in a jam. And as you probably know, always consult with your attorney when entering into a relationship with a broker or investor.

Acquiring capital to fund future projects is exciting and daunting. Although common sense will guide you to avoid pitfalls and seize opportunities, you won’t know everything about this area. Therefore, gaining outside help from experts in this area is wise no matter how many times you’ve done it. After all, you’re strongest doing what you do best: leading and managing your organization.

© David and Lorrie Goldsmith

Naz Daud


In past years, attracting venture capital interest might have been considered to be a relatively unchallenging feat by most successful entrepreneurs and small business owners. With a sound business model and a good growth strategy, it seemed fairly straightforward to obtain the financial investment and support which was needed to boost the business to the next level. However, recent months have certainly changed the face of venture capitalism, and it is important to fully understand the most effective means of approaching investors in the light of the economic downturn.

There are many small business owners who have shied away from the concept of venture capital in recent times, for three main reasons. The first reason tends to be a general uncertainty as far as the economy is concerned. With global financial institutions and national banks collapsing in ruins as a direct result of risky or foolhardy investments, how is it possible to find a good, solid investor? The last thing any business needs is an investor promising the finance and then failing to deliver.

The second concern that entrepreneurs tended to have lately is that the investment itself is unlikely to be easy to obtain. Investors are clearly much more cautious when approaching potential business investments. This has tended to encourage small business owners to make assumptions about their own business model which may or may not be true. Specifically, one assumption is that their business is not likely to win the interest of investors, and therefore there is little point in trying.

The third issue facing business owners is the long term viability of their own business. Are their plans and hopes more than simple misguided dreams? If they have any doubts or worries about the future strength of their business, then clearly investors will see that lack of enthusiasm and pass them by. Any self doubts should be dealt with thoroughly before any capital is sought.

Venture capital as a concept has been around for at least a couple of hundred years, but it is only in the last couple of decades that private venture capital investors have sought to invest in smaller businesses. There are some venture capitalists around today who have a heritage much greater than a decade or two. For this reason there’s little point in a small business trying to secure funding from an investor who has generations of experience in venture capital.

Ultimately, however, potential investment will rest on a couple of aspects: the long term viability and profitability of the business model. For this reason it is essential for any business seeking venture capital to make sure that the core viability of their business is sound and has growth potential.

This makes sense, because in a world where businesses cannot take anything for granted, regardless of their size or heritage, it is essential that they are not deluding themselves into thinking that they have a profitable business in the making. Any good investor will have the experience and understanding to ask questions which pierce any flowery presentations and establish exactly how viable the business is, how profitable it will be, and what evidence and market research has been provided which does corroborate these facts.

It is facts, not fluff, in which the investors will be interested, and for exactly the same reason, so should the business seeking funding. To gain interest, today more than at any other time, it is essential for businesses to look critically in the nuts and bolts of their company, the potential, the market research and facts which can support their long term plans and predictions. Once they have achieved this then they are closer to gaining the interest of a venture capitalist or private investor.

Clinton Douglas IV


Have you ever wondered how some companies find funding while others, possibly yours, barely hold their head above water? Often, the key to success during the delicate start-up years is having the right amount of capital to launch development and marketing efforts. Once a company’s well established, funding can support even stronger growth and expansion initiatives. Venture capital acquisition can help. Venture capital is funding provided to budding new, fast-track companies by other professional investors.

Venture capitalists review several companies, choosing just a few to invest in based on management credibility, long-term growth potential and business integrity, among other things. These venture capitalists may use funds from high net worth individuals, foundations, corporations, pension funds or their own personal capital equity to help support the success of new business ventures. Their various investments in start-up companies collectively represent an investment portfolio, thus reducing overall risk. These investors focus on acquiring a high rate of return in a five to seven year period.

While many venture capitalists are generalists, or supply funding alone to a broad range of specialized sectors, others offering expertise in one or more key roles within the company. Seed investing refers to funding provided before a real product or business is even created, or when a company is at the very early, ground-floor development stages.

Venture capital sponsored fairs, panel discussions and seminars are great vehicles for venture capital relationship building. Attorneys, consultants, business brokers and accountants also offer contacts with venture capitalists. When seeking funding, relationships are key and competition is high. First, identify a small number of companies or individuals holding similar goals to your company’s. Make sure you agree when it comes to business growth, geographic positioning and investment scope.

Venture capital assessment demands a great deal of time and energy, from presenting a well-developed business plan and executive summary, to educating your investors about your goals, budget, industry and growth potential. Remember to communicate with your contacts on a regular basis, nurturing the relationship and keeping them informed of progress and news. Above all, stay optimistic, learn from your mistakes and adapt your strategy.

The following organizations can provide a wealth of information for those researching venture capital avenues and sources:

- The National Venture Capital Association, www.nvca.org

- The Center for Venture Education, kauffmanfellows.org

- Emerging Markets Private Equity Association, empea.net

- Venture Capital Task Force, vctaskforce.com

- Private Equity Central, privateequitycentral.net

- Wall Street Journal’s Start-up Journal, startupjournal.com/partners/kennedy.html

Naz Daud


Not all businesses can attract venture capital. Venture capital is provided by a firm of professional investors that are generally seeking high growth business opportunities to invest in. They provide funds to help you grow your business but in return they often want shares in the business.

If you have a brilliant idea that has huge growth potential and are struggling to raise money through the normal channels then this route might be ideal for you. Be prepared to give away a large chunk of your business and remember that most venture capitalists will also want a say in how your business is run!

This method of raising funds is also a great way to get some fresh minds looking at your business idea. Venture capital investment companies have been investing in great ideas for many years and know how to turn great concepts into reality.

Do not approach a venture capital company if all you are seeking is money to clear your existing debts. They will not be interested! They are also not interested in providing funds so that you can buy your dream car or luxury house.

They are in the business of providing funds so that they can make money for themselves with the funds they provide you to assist your growth. Got the idea?

A well researched and carefully crafted business plan will definitely help you. How are you going to use their money? They will want to see it being used for growth, sales, marketing and creating value for them. They will not be happy if you use their funds to make a beautiful office! Remove any expenses that are not critical for growth and show them how you can generate profits and a return from their investment.

When a venture capitalist firm looks at your idea, they are also examining you. Millions of people have great ideas and to be honest, the majority of these people do not have a clue how to execute a plan.

If they like your idea, then they will want to get to know you in detail. What are your work ethics like? Why should they back you over the hundreds of other people that are competing with you for their money? Remember that they are most likely to be seeking a brilliant person with a great idea that can deliver them a “home run.”

It also costs a lot of time and money presenting your idea to venture capitalists! They do not give anybody any money at the first meeting. In fact they might even meet you a dozen times only to completely reject your idea at the end! Be prepared for this and possibly try out your business plan with a more than one firm at the same time.

The costs will not be that much greater to present your case to two different companies at the same time! Remember that you are also dealing with personalities and one wrong word and they will kick you out before you can count to ten. I never said that it was going to be easy, did I?

Seomul Evans


Are you a startup company that needs funds to launch? Are you an established company in need of funds for expansion? Are you running a company stricken with huge credit lines and in dire need of funds? Whatever the reason is that you need funds for; venture capital provides you the solution to all your financial needs.

How Venture Capital Works

Investors release funds to those companies that they feel have enough potential to be successful. Venture capital firms are managed by different individuals from various fields and sometimes by the venture capitalists themselves.

Now, we know that venture capitalists release funds to companies that are in need of money to develop and advertise. What do the venture capitalists get in return for this? They get a share of the equity and a part of the ownership. Sometimes they will even settle for seats on the board of directors. It all depends on how much you need and how they give you as well as how much they want in return.

Venture capitalists are not just the ones who give out money. That is not the sole reason though for companies to approach them. It is their line of contacts as well as the reputation that comes with it that are more attractive to companies. While money is important, it is not everything in business. Your contacts; who you know are just as important a factor. If you are associated with the right venture capital firm, which has a very good address book of associates and decent network then your work is done. You have got a great deal right there itself.

The venture capitalists just do not barge into any and every business that asks for their capital. They do their homework too and they do comply with their ground rules.

Broadly, there are three things that they take into consideration.

1. First is the value system of the company who seeks funds from them. This makes them ascertain how strong the morals are and would be able to assess the core strength of the company. If this is satisfactory then the company can weather any storm. So this becomes very relevant.

2. Second is the rate of return of money invested. This is for obvious reasons. No free lunches here. You got to know how much you would get if you are investing something. This will be checked out and if satisfied then there will be confidence in the minds of the venture capitalists to invest.

3. Third, they would look for an exit option. Business is a gamble at the end of the day. You got to know when to jump ship. You got to make the provisions at the start itself. They would look for one and if they know they can sneak out unharmed when the ground slips under the feet, then they will give a confident okay to the project.

There are various jargons that are used in case of venture capital investments. There is sweat equity, which as the name suggests is all about the sweat investment. The lawyers and other professional just work without getting paid and invest with their sweat. They do this only if they have faith in the firm. Later on for their sweat investment would expect to be rewarded with huge contracts and other lucrative services.

If you need funds to just do the groundwork and develop a blueprint of the business and the venture capitalists then it is called pre-used funding. If the funds are given to develop a model product and recruit a management group then it is called self-funding.

In case, the funds are given to aid with the completion of product and the starting of marketing then it is called startup funding.

There are development funding, Mezzanine funding, expansion funding, mergers and acquisitions and a lot more jargons that is associated with venture capital.