Founders and Athletes

Fundraising Part I: Communicating with Investors

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Daniel Faierman ➡️ [email protected] 

Chuck Cotter ➡️ [email protected]

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Daniel Faierman is a Partner at Habitat Partners, an NYC-based early stage VC firm focused on pre-seed to Series A investments in the consumer and software ecosystems. Learn more about Habitat Partners on their website or notion page. Daniel has invested in numerous startups and previously operated and invested at organizations including PepsiCo, AB InBev, VMG Partners, and Selva Ventures. Daniel was a former Yale tennis 🎾 player & completed his MBA at the Stanford Graduate School of Business.

Chuck Cotter is a Partner in Morrison Foerster’s Emerging Company + Venture Capital practice group in Denver, with experience in the consumer products space, including food, beverage, personal care, beauty, and fashion. He has represented such companies and funds in over 200 🚀 consumer financing and M&A transactions. Chuck was a rugby player at Vassar College and completed his JD at Columbia Law School.

Communication Strategies for Founders 📢 

Today we’re shifting away from term sheets to share our first of several pieces on fundraising strategy. In this post, we aim to provide some simple advice for founders on effective communication strategy when interacting with investors. Unlike many of you, neither Chuck nor Daniel are scrappy, impressive startup founders; however, they’ve been on the receiving end of countless strong and weak communication styles. Of course, founders must allocate most of their time to building their business… not preparing external communications… but when it comes to fundraising and keeping those around you engaged, a long-term track record of consistent communication and relationship building with internal and external stakeholders makes a HUGE difference.

We titled this week’s newsletter Founders and Athletes as a framework for sharing some of our thoughts on investor communication strategy. What do athletes and founders have in common? A lot.

Read on to find out:

Background: College Sports Recruiting

By the fall of Daniel’s junior year of high school, he was incredibly fortunate to receive a handful of verbal offers to play division one college tennis… after plenty of rejections. For context, he started playing tennis at four years old and basically spent his entire adolescence traveling to random cities for tournaments. Reflecting on how he approached his college recruiting process drew many parallels to how we believe founders should communicate with investors.

While there are various rules for how early a collegiate coach can contact a high school athlete across sports, the general rule is that coaches cannot conduct outreach to high school athletes for the purpose of recruiting until June 15th after an athlete’s sophomore year.

**But… high school athletes can outreach and send updates to coaches well in advance of June 15th if desired. Also noteworthy is how high school athletes are assessed. Based on results in competition, athletes are assigned a national ranking within their recruiting class. Each ranking range corresponds to a rating.  For example, in tennis, a top 25 ranking equates to a “blue chip” rating … a top 75 ranking = a “5-star rating...” and so on…

Lastly, starting on August 1st before junior year of high school, top recruits are invited by college coaches for paid “official visits,” a huge step for one’s recruiting journey. Official visits typically indicate that a respective coach has a high level of interest in offering a prospective recruit a future roster spot.

Rule #1: Communicate Early & Consistently

We don’t have statistics but a high percentage of high school athletes UNDER communicate, waiting until June 15th after their sophomore year to communicate with college coaches for the first time.

This is a huge mistake:

1) Coaches are bombarded with emails on this date and it’s very hard to stand out.

2) Coaches know that if June 15th is your first time reaching out, you’re probably sending a similar email to tons of other schools.

3) Coaches have already built virtual relationships with other prospective recruits who communicated early.

If you’re a tip top blue-chip recruit, you can probably under communicate and still land a great scholarship based off sheer superior athletic talent. For everyone else, building consistent lines of communication well before the end of sophomore year is essential.

Daniel began creating dialogue with coaches and sharing results many months before June 15th of his sophomore year (see below for a flash from the past). By providing consistent updates on athletic and academic performance and staying top of mind for many coaches, he was able to successfully navigate the recruiting process and stand out on official visits alongside numerous other 5-star recruits.

So what does this mean for FOUNDERS?

1/ Have you heard of the mere exposure effect? Humans develop an affinity or preference for people they are consistently exposed to (as opposed to someone that seems foreign or new). It’s very hard to convince an investor who is meeting you for the first time during a fundraise to write a check (unless you have a unique track record). Investors want to feel like they’ve built a trusting relationship with the founders that they decide to support. The only way to build this is by launching communications early in the founder journey (even if investors that you are communicating with may not be relevant targets for years to come). Communicating consistently with prospective investors is also a great indicator of how you will communicate after they join your cap table.

Lastly, each update is an opportunity to show off: how well you understand your business, how it should be assessed from a KPI perspective, your knowledge of the market you are competing in, your ability as an operator and team builder, how you plan to address underperformance and handle challenges that arise, and so much more.

2/ In a post we love (shoutout Ben Z!), there’s a great call out on the tracking of milestones. By building a paper trail of investor updates, investors/prospective investors are exposed to the setting and delivery/miss of milestones. From our experience, entering a diligence process with long term pre-existing knowledge of business performance accelerates our investment decisions. This equates to less time spent answering questions about the data room for founders, which means a less painful fundraising process. Investors pass on opportunities quite often because they can’t get a strong enough point of view on a business due to a lack of historical familiarity or because they feel rushed to learn a new business. Long term information asymmetry goes a long way. Of course, be careful about what you share with who. Certain updates with sensitive milestones may only be appropriate for insiders.

We’ve seen two blatantly opposite approaches to milestone setting work. Shoot for the moon knowing that coming up short will still be an incredibly impressive result OR underpromise (with reasonable ambition!) and overdeliver (our preference)

3/ Lastly, as a founder, it’s not only about communicating with existing and prospective investors. Keeping employees, vendors, service providers, and all relevant stakeholder groups engaged in the progression of the business from day one is crucial. Several founders in our networks share separate updates for varying stakeholder groups. Especially in the earliest days, an external partner (or in the case of CPG, a co-manufacturer) may be taking a major chance on you as an underfunded startup. Proactively sharing updates will give crucial operational stakeholders the confidence to continue partnering.  

Rule #2: Ask for help

When Daniel first embarked on his recruiting journey, asking for advice from his coaches (and even independent recruiting consultants) was incredibly valuable. Throughout many steps of the process, Daniel proactively sought out counsel from experts who had helped numerous athletes acquire roster spots at their dream schools.

Founders must ask for help. Especially when things are tough and being open with investors might feel the hardest, these can be the times when an experienced investor can add the most value. Even more important is asking for help before you’re “in to deep” as a preventative measure. With minimal runway, there’s only so much any great investor can do for you.

There are three types of investors from our experience.

Class 1: Investors who are extremely proactive in helping solve problems that arise for founders. Hopefully your board members fall in this bucket; however, we’ve also seen smaller angels become indispensable for founders in certain cases (check size isn’t everything). In rare cases, investors in this bucket might also over-involve themselves for the worse.

Class 2: Investors who really want to help but are 1/ genuinely too busy personally and/or professionally or are 2/ fearful of taking up too much of a founder’s precious time. As a result, they default to not helping very much even though they’re motivated and highly capable of adding value.

Class 3: Investors whose only value is their check. They don’t want to help beyond providing a financial investment or don’t have the skillset to do so.

You’d think these classes are correlated with check size but there are exceptions. We’ve seen cases in which a lead or large check investor can be so demanding that they become detrimental to the founder. Conversely, a smaller check angel might have incredible relationships to share and significant experience in the sector that you’re aiming to disrupt. Major investors will likely run reference checks on you before they invest and you should do the same on them, especially if you have optionality (more to come on this topic in future newsletters).

Communication strategies for each class:

Class 1 – Board members will have information rights (so you’ll be forced to communicate) and as mentioned, other investors in this bucket will prioritize helping.

Class 2 - This is where consistent, proactive communication makes a massive difference. Remember, Class 2s want to help; however, they need to know exactly what you need help on… and they need to see you as top of mind. If Class 2 investors have a clear idea for what you need and have continuous exposure to your communications, they may become Class 1s and add unexpected value.

Class 3 – Trying to convert Class 3 investors into Class 1 or 2 may be a complete waste of time; however, hopefully they’ll come out of the woodwork (is that the expression?) if you keep including them on investor updates.

Tldr: if you’re consistently communicating, hopefully you’ll move 3s and 2s to 1s.

Rule #3: Keep Knocking

Top schools that Daniel outreached early in his college recruiting process completely ignored him… and continued to ignore him; however, over time as results continued to get better on the tennis court, some of those same schools that he continued to communicate with started calling and emailing.

There’s a major temptation to ghost or disassociate from investors who reject you. It’s sensible. Why would you want to continue communicating with someone who doesn’t appear to be bought in on your vision? As uncomfortable as it might be, continuing to communicate with rejectors will better position you for the future. You don’t know how your inside investors will behave in future rounds. Some funds will follow on, some funds that you expect to follow on won’t, some funds will unexpectedly wind down, etc, etc.

There is a plethora of reasons for why an investor may have said “no” the first time. The most common (and kind of annoying but fair excuse): “too early” or “not enough traction yet.” Continuing to emphasize the traction you are achieving time and time again will help eradicate this excuse in the future. It also shows grit and resilience, intangibles any investor would look for…

Daniel recently wrote an angel check into a commerce enablement company that he said “no” to twice. Stories like this are very common. Your top priorities for fundraising are SPEED and OPTIONALITY. Keep knocking rejectors with great results and you’ll maximize the likelihood of achieving both.

If you enjoyed this article, feel free to view recent prior articles - we’ll return back to term sheets next week!

Ongoing Term Glossary

Clawback provisions: provisions that give the company the right to buy back vested shares at the original issue price or at fair market value after dismissing an employee under defined circumstances (leaving for a competitor, severe misconduct, etc)

Comparable Company Analysis: a valuation methodology that entails identifying comparable companies and transactions to the company being valued as a means of deriving multiples that can be used to generate a landed valuation

Confidentiality: prevents the startup from disclosing the terms of a term sheet to outside parties (i.e., other investors, startups). This enables both parties to negotiate in good faith.

Definitive documents:  the legal contracts between the investors and the company that detail the terms of the transaction and are drafted by a lawyer

Dilution (D): losing a portion of your ownership as the company sells equity to investors

Discounted Cash Flow Analysis (DCF): a valuation methodology that entails forecasting the future cash flows of a business and discounting the cash flows by a determined cost of capital to derive an enterprise value

Down Round: when the pre-money valuation of a future financing is lower than the post-money valuation of the prior financing; often seen as a negative sign for the company

Double-trigger: requires two events to occur to accelerate the completion of your vesting. The first trigger is the acquisition, and the second trigger is the founder or employee getting terminated by the acquirer without cause or good reason in a specified period (typically one year)

Employee Option Pool (EOP): stock that is reserved for existing and future employees to compensate, retain, and motivate workforce

Exclusivity: often referred to as a “no shop,” this provision locks parties into negotiating only with each other for a defined period (i.e., 30-60 days)

Exercise (options): buy options at the strike price

Fund Model: a forecasting exercise that a VC conducts to project what a successful fund will look like in terms of returns from each investment. VCs typically build a pathway to 3.0x net DPI

Lead Investor: primary investor(s) (co-leads can exist) in a funding round that set terms and typically are writing the largest check(s); often take a board seat

Legally nonbinding: refers to the nature of term sheets. A signed term sheet does not legally mandate a deal be completed

Ownership (O): the % of a company a shareholder possesses prior to or post-closing of a financing

Major Investor: refers to a participating investor in a financing that surpasses a certain check size threshold, unlocking certain rights. I.e., “all those who invest over $500k will be deemed major investors and shall receive information and pro rata rights”

Multiple: a ratio that is calculated by dividing the valuation of an asset by a specific item on the financial statements

Multiple on Invested Capital (MOIC): compares the value of an investment on the exit date to the initial equity contribution

Option pool: an amount of common stock primarily reserved in the cap table for future employees (in certain cases, options can be pulled out of the option pool for existing employees/founders as well)

Pre-Money Valuation (PM): what the investor is valuing the company at TODAY, prior to the investment

Priced round: a round of financing in which the valuation and price per share of a unit of stock being sold is officially determined (as opposed to a SAFE or convertible note in which case the valuation is left officially undetermined)

Price Per Share (PPS): the cost of acquiring a share of company x, typically determined by pre-money valuation and fully diluted shares outstanding prior to close of financing

Post-Money Valuation (PO): the valuation of the company after the round size is invested by the VC(s)

Restricted Stock: company stock given to employees, usually as a bonus or additional compensation; does not have a strike price unlike options; usually awarded to company directors and executives and is subject to vesting

Round Size or Investment Amount (R): how much capital the founder is raising for the financing or VC round

RSUs: refers to an agreement by a company to issue employees shares on a future date. One RSU is the right to get one common share. RSUs, like options, are also subject to a time-based vesting schedule and can be trigger based; however, RSUs don’t have a strike price and are instead released directly to the recipient after vesting without any need to “exercise” or buy them; typically awarded to lower level employees than restricted stock

Single-trigger: states that only one event must occur to accelerate the vesting of your equity. If the company is acquired, you gain complete ownership over all your options

Stock options: incentive mechanisms granted to employees, advisors, and consultants. Employees joining a VC-backed startup typically receive an option grant, which allows them to acquire company common shares in the future at a certain price by “exercising vested options”

Strike Price: the predetermined price an employee pays to exercise (aka purchase) their stock options and turn their stock options into actual shares of the company owned outright. Tax regulations (IRS Section 409a) require options grants to have a strike price equal to or above the fair market value of the underlying company stock on the date that the option is granted

‘Success disaster’: employees run the risk of being harmed financially for building a succeeding business that has grown in value significantly

Up Round: when the pre-money valuation of a future financing is higher than the post-money valuation of the prior financing; often seen as a positive sign for the company

VC Valuation Method: a valuation methodology that entails projecting a company’s exit value in the future and a VC’s required MOIC in order to back into an implied valuation and ownership level at time of investment (starting with the future and backing into the present)

Vesting: the process of gaining ownership over granted stock options

Warrants: when issued/contracted, give the warrant holder the right to buy a certain number of shares of the company’s common or preferred stock at a predefined price over a specified period

PM + R = PO ➡️ the pre-money valuation plus the round size = the post-money valuation

PO – R = PM ➡️ the post-money valuation minus the round size = the pre-money valuation

PM / FDSO = PPS ➡️ the pre-money valuation divided by shares outstanding = price per share

R / PO = O ➡️ round size divided by the post-money valuation is the amount of ownership acquired in a financing by participating investors

D / PO = Daniel’s O ➡️ Daniel’s investment divided by the post-money valuation is the amount of ownership Daniel is acquiring in a financing

Fundraising

Rule #1: Communicate early and consistently. Goal: build long term relationships with a roster of investors before you kick off a process.

Rule #2: Ask for help. The only way to get maximal value out of your cap table is by asking for help. Especially when times are tough, great investors can potentially be the difference between make or break.

Rule #3: Keep knocking. As hard as it is, keep communicating with rejectors and make them aware of your progress.

Is there a topic you’d like us to cover? Don’t be a stranger! Ever want to dive deeper on a topic in VC Investing or Law?

We can be reached here:

Daniel Faierman ➡️ [email protected] 

Chuck Cotter ➡️ [email protected]

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✍️ Written by Daniel Faierman and Chuck Cotter 

Disclaimer: The information provided in this entry does not, and is not intended to, constitute legal or investment advice; instead, all information, content, and materials available in this entry are for general informational purposes only.