Business, Law, and Innovation

Start-Ups(a/k/a What I’m Working On)

Lecture 4Spring 2014

Professor Adam Dell

The University of Texas School of Law

Stage Sources Form SizeSeed / Angel Friends & Family, SBC Common / Loan $100-2MM

Venture Capital Institutional Firms Preferred Stock $1-10MM

Private Equity Institutional Firms Preferred Stock $10-50MMGrowth Equity Re-Cap

Stages of Financings

Seed/Angel Venture Capital Private EquityGrowth Equity

IPO PIPE Icahn ;)

Precisely what is the product or service you are offering?

Precisely what is the market you are targeting?

Who are the competitors in this market?

What is the competitive advantage of your offering andis it sustainable?

What are the economics of the business opportunity?

How will the public markets value this business?

Venture Capital: 6 Simple Questions

WHAT’s MISSING FROM THIS LIST??????

Venture Capital

One Simple Truth

Venture Capital

I tend to pick sectors and go deep.

I look for new innovations that will cause creative destruction.

And I focus on team.

Very few start-ups come fully baked.

Many pivot and evolve.

If the team is strong and the market is ready, you may have something.

Ex. Civitas Learning

I went on an education jihad.

I met the CEOs of every education technology company I could find.

Came away with a few core beliefs:

The teams in edu generally stink

Content is not the problem

Schools move slowly, unless they have to

The hybrid model (online and offline class) will dominate the market

The incumbents (Pearson, etc.) are not going to let their businesses be taken away from them. They are acquisitive

Civitas Learning – The Story

Civitas Learning: First Pitch

Overview

. Civitas Learning will disrupt the $20B For-ProfitHigher Education Market by partnering withCommunity Colleges to provide high quality, white-labelonline Associate’s degree programs for lessthan half of the annual tuition of currently availableprograms.

. The leadership team combines successful start-upexperience with deep expertise in for-profiteducation. Team members have designed,implemented, and managed the systems used byleading online universities.

Civitas Learning: First Pitch

Austin Ventures, First Round Capital and Floodgate Capital

Invested $4.0mm into this idea, March 2011

Civitas Learning: Today

Products deliver current, personalized, data-informed advice to the front lines of higher education. Students, faculty, advisors, and administrators interact with these clean, user-friendly apps, which distill deep analytical insights into straightforward, actionable guidance. By helping to improve a million small decisions across a college or university, we enable big improvements across the institution.

Civitas Learning: Today

What questions would you have for the CEO?

Civitas Learning

Team

The Economics

ValueProposition

Technology

Competition

VC =

Venture Capital: Dynamic Fit Analysis

Sales/Marketing

Partners

MarketOpportunity

Do you want to ‘be’ in this business?

What is exciting about the opportunity?

Is the market new and rapidly growing?

Market

How clear is it to the customer the problem you are solving?

How do they do it today?

Is that effective?

Value Proposition

People / Management

How well do these people work together?How well suited are they to compete in the market?How effective are they at getting to the right answer?Assess management’s judgment.

Where do they sit within this industry?How well does management understand the marketplace?What are the distinctive competencies of management?Does management have the right characteristics?What competencies are missing?How intense is the management team?

Track record, done it before, know how to win, refuses not to win.Assess their strategy, strengths, and weaknesses.How are their references?How will they treat their investors, their partners, their customers?How well does the CEO understand the details of the business?How well does the team understand: integrity, honest, commitment?

Sales and Marketing

Are you having to push (evangelical sales) it into market or is there pull (Uber)?

How is it sold? Direct or Indirect?Over the phone?How long are the sales cycles?How in the organization are you selling to?Who in the organization is benefitting from what you are selling?

How much authority does your “champion” have in the organization?

How will you market to these customers?How expensive is it to reach these customers?Can you effectively get to enough of them to make the business scalable?How much noise in the market from others with similar offerings?

Barriers to Entry

What are the barriers to entry?

Is the ‘process’ patentable?

How defensible is the business?

- Against who?- Who are likely entrants into the market?

Technology

How difficult is it to build what they’ve built?

How unique is it?

How defensible?

How well can it scale?

How robust is it?

Was it built on standards? Or is it proprietary?

Business Model

What are the average price of a deal?

How long are deals?

What kind of gross margins?

What kind of operating margins can you achieve?

How many customers before you are profitable?

Competitors

Who are the competitors?

What are the substitutes?

What are the barriers to entry?

Who are likely entrants into the market?

Who are the incumbants?

If there are only likely to be a few winners, can we be one of them?

Partners

What partnerships are key to success?

How critical are they for your success?

Are you dependent on them?

Can they put you out of business?

What is the bargaining power of suppliers?

What is the bargaining power of buyers?

Financing Requirements & Exit

How much will it cost to finance the business to cash flow positive?

How well thought out is management’s financing plan?

At what point will you know the economics of the business ‘works’?

How much ownership will I have after all the rounds of financing are done?

Is this company a ‘take public’ kind of opportunity?

How will Wall Street view the cash flow generated by the business?

What kind of operating margins can we achieve?

Who is likely to buy this business if I cant access the public market?

At what multiple?

Venture Capital: Decision Tree

Screen

Market/Strategic Analysis

Project Origination

Technology Analysis

Business ModelSuccess Factors

Decision

Management Assessment

Expert Review

Expert Review

Analyze Need for Syndicate

Fund

Decision Decision

Decision

No

Yes

Yes

Yes

YesYes

Yes

Yes

No

No

No

DecisionYes

No

Team

The Economics

ValueProposition

Technology

Competition

VC =

All the Pieces Need to Work & Fit Together

Sales/Marketing

Partners

MarketOpportunity

Product Marketing as a

Proxy for Venture Capital

If you think carefully about what venture capitalists look for, you’ll

note that it’s not that dissimilar from the ever important role of PRODUCT MARKETING

Product marketing in a business addresses four important strategic questions:

What products will be offered (i.e., the breadth and depth of the product line)?

Who will be the target customers (i.e., the boundaries of the market segments to be served)?

How will the products reach those customers (i.e., the distribution channels to be used)?

Why will customers prefer our products to those of competitors (i.e., the distinctive attributes and value to be provided)?

What does the product need to do?

What does it need to have to differentiate from the competition?

Who is going to buy it?

How much will they pay for it?

How can we sell it / position it in the market?