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35 Cards in this Set

  • Front
  • Back

Pros / Cons of IRR Valuation

+ Factors risk and time value of money through discount rate


+ Based on feasible/achievable exit value


- Very sensitive to discount rate


- Not based on company fundamentals


- Based on exit/liquidation which may not apply to all investors


Which valuation method to use?

- Nature of the industry


- Current/anticipated market conditions


- Quality and reliability of the data


- Stage of the enterprise


- Unique aspects of the enterprise


- Valuers informed and experienced judgement

How to estimate the discount rate?

- Basic cost of capital


- Adjusted costs due to government fund leverage, etc


- Risk assessment:


- Market


- Product


- Entrepreneur


- Time


- Opportunity cost


- Portfolio statistics


- Promised returns


- Segment "heat"

Pros/Cons of comparable valuation

- Finding comparable company


- Finding out their value anyway


- Finding comparable time, geography, etc

Pros/Cons of sunk costs valuation

- Why does value care?


+ Ongoing research / exploration costs

Pros/Cons multiples valuation

+ Some industries have standards


- If not, which multiple to use? Sales, EBIT, EBITDA, etc?


- Pre-revenue

Pros/Cons net assets valuation

- Not necessarily linked to profit potential


+ Liquidation value


- Irrelevant for low-asset industries

Stages of companies

- Seed


- Development


- Start up


- Early growth


- Pre-IPO


- IPO


- M&A possible across all stages


Seed financing

Used to determine if business idea viable

Startup financing

Takes viable idea to initial production and sales

First round financing

Cover cash shortfall when expense exceed revenues

Second round financing

Funds rapid growth to support WC needs

Mezzanine financing

Funds for IPO, marketing, WC or product improvements

Bridge financing

Temporary financing until next raise

Seasoned securities offering

Selling shares/securities after initial IPO

Sources of finance

- Friends, family, fools


- Suppliers, vendors


- Government


- Lenders (banks)


- VC


- Mature investors (mutual funds, etc)

Product adoption curve

- Innovators


- Early adopters


- Early majority


- Late majority


- Laggards

Questions for investees

- How big is the market?


- Who is in the market?


- What type of customers are in your market?


- How will you reach the market?


- What will it cost to acquire a customer?


- How will you keep a customer?

VCs screen investments by assessing...

- Opportunity


- Business model


- Business plan


- Credibility (experience, knowledge, etc)


- Management team


- Due diligence

Breakeven analysis shows...

- EBIT shows operating income B/E


- EBITDA shows cashflow B/E


- EBDAT shows all operations B/E

Survival revenues

EBDAT = R - VC - CFC


S.R. whan EBDAT = 0

Reasons for investment

- Fund a resource base (WC)


- ... quickly (for stability, protection, competitive pressure, growth)


- ... in order to survive

Reasons for strategic investment

- Product or service initiative (you have a product that is good for us)


- Market development (we can grow it better together)


- Innovation (you drive R&D, etc)

Reasons for strategic M&A

- Defensive - patents, anti-litigation, etc


- Aggressive - acquihire


- Creative - kick start new business

VC follow on

Typically keep $2 for every $1 invested

Primary VC concerns

- Extreme caution over act of investment


- Obsession with exit potential


- Insistence on uncapped upside


- Insistence on downside risk management


- Dynamic capital allocation

Investee considerations re: VC

- Are these the right investors?


- Do they have the right connections?


- Are they able to follow on? (Time and $)


- How can they add value over the money?


- What successes have they had to date?


- Have other investees been happy?

Term sheet outlines...

- Amount and valuation


- Security instrument


- Management control parameters


- Investment control parameters


- Exit parameters

Harvesting and exit considerations

- Size of company


- Public market valuation


- Synergies within industry


- Ease of valuation


- Timing


- Ownership and control


- Taxes and transaction costs

Exit options

- IPO


- M&A


- LBO and MBO


- Exit by puts (buy back clause)


- Finding a new/replacement investor


- Liquidation

IPO Pros/Cons

+ Perception of premium value


+ Perception that current mgmt stays


+ Greater credibility for company


+ Significant cash injection


- Premium value not guaranteed


- Current mgmt not necessarily stay


- Costs in listing, compliance


- Could hinder international M&A

M&A Pros/Cons

+ More common, better known


+ May provide synergies with acquirer


- May require relinquishing control


- May not be cash acquisition

LBO/MBO Pros/Cons

+ Current mgmt likely to stay


- Requires proven cashflows to leverage

Weight average ratchet price

(Total shares * Original price) + New Investment $


/


Total shares pre-investment + Total New Shares

Participating preferred gets...

- Original investment


- Interest


- Equity share