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Venture Capital and the Finance of Innovation, Second Edition

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principle, channel analysis should be an important component <strong>of</strong> <strong>the</strong> customer <strong>and</strong><br />

projection categories (see earlier discussion). Many potential markets are characterized<br />

by st<strong>and</strong>ards battles, powerful wholesale players, <strong>and</strong> relationship-driven<br />

sales at several points in <strong>the</strong> value chain. Indeed, <strong>the</strong> analysis <strong>of</strong> channels is <strong>the</strong> most<br />

important step in underst<strong>and</strong>ing whe<strong>the</strong>r a large market is indeed “addressable.”<br />

Partners<br />

Many startup companies are particularly reliant on a few partners. We use <strong>the</strong> term<br />

“partners” loosely here to mean anything from key suppliers, development partners,<br />

<strong>and</strong> firms with any kind <strong>of</strong> cooperative agreement. VCs should certainly speak with<br />

any partners <strong>and</strong> confirm that <strong>the</strong> relationships are healthy <strong>and</strong> stable. A highreputation<br />

VC can be particularly influential in attracting <strong>and</strong> retaining partners, a<br />

strategy that has particular value in businesses where potential partners <strong>and</strong> customers<br />

need to see some evidence <strong>of</strong> credibility.<br />

Money<br />

How has <strong>the</strong> company been financed up to this point? How well does it take care <strong>of</strong><br />

its cash? What exactly does it intend to do with <strong>the</strong> investment? VCs should insist<br />

on a high level <strong>of</strong> financial controls (hence <strong>the</strong> common requirement to add a CFO)<br />

<strong>and</strong> should make sure <strong>the</strong>y underst<strong>and</strong> <strong>the</strong> cash situation <strong>of</strong> <strong>the</strong>ir portfolio companies<br />

at all times. Many startups begin on shoestring budget <strong>and</strong> do not have <strong>the</strong><br />

discipline to h<strong>and</strong>le <strong>the</strong> large new sums from a VC investment. Fur<strong>the</strong>rmore, this<br />

analysis must include a reasonable estimate <strong>of</strong> <strong>the</strong> total amount <strong>of</strong> financing that<br />

would be required to reach a successful exit. It is not uncommon for VCs to find<br />

investments that meet <strong>the</strong> market <strong>and</strong> management tests but never<strong>the</strong>less are not<br />

viable investments, because <strong>the</strong>ir cash needs are so great. The classic example here<br />

is in early stage drug development. To bring a drug through <strong>the</strong> approval process<br />

has become such an expensive proposition that only a few early stage companies<br />

can qualify for VC financing. Companies with high cash needs are said to have a<br />

high burn rate, meaning that <strong>the</strong>y “burn through cash at a high rate”. The burn rate<br />

can also be used to calculate how long a company can last between rounds <strong>of</strong><br />

investment.<br />

Transaction Terms<br />

7.2 THE INVESTMENT PROCESS 143<br />

Although VCs should certainly rely on lawyers for <strong>the</strong> careful checking <strong>of</strong> legal<br />

language in <strong>the</strong> final contracts, <strong>the</strong>re is still work for VCs to do in crafting economic<br />

terms specific to each transaction. Many <strong>of</strong> <strong>the</strong>se terms will be introduced in<br />

Chapter 8 <strong>and</strong> <strong>the</strong>n discussed in Part III <strong>of</strong> <strong>the</strong> book. Transaction terms are a duediligence<br />

subject, because it is <strong>the</strong> information uncovered by due diligence that<br />

should lead VCs to ask for (or, in some cases, dem<strong>and</strong>) certain terms in <strong>the</strong> final<br />

contract. Fur<strong>the</strong>rmore, <strong>the</strong> negotiation <strong>of</strong> <strong>the</strong>se specific terms will <strong>of</strong>ten provide<br />

insights into specific concerns <strong>and</strong> private information <strong>of</strong> management.

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