FIVE COMMON WAYS TO KILL A VC DEAL
Richard Koffler, CEO, Koffler Ventures

As the years-long nuclear winter in the capital markets turns into spring, growing numbers of hopeful entrepreneurs are back knocking at the doors of early-stage venture capitalists and angels investors.

Whether winter or spring, though, many entrepreneurs with viable ideas and even market momentum will make fatal mistakes that will kill their deals. Let’s look at five common deal-killers.

First, obvious as it may be, too many entrepreneurs ignore that the fundamental goal of investors is to make very high returns on their investments at the lowest risk and in the shortest possible time. In this context, investors classify each company they see as bad, good, or a possibly good investment opportunity. That is, not all good businesses are good investment opportunities, where “good” is in the eyes of the beholder: what is in one investor’s sweet spot is not necessarily in the sweet spots of others.

Investors make educated guesses about the upside potential and downside risk of a deal based on highly limited information. In general, they assess the following risks:

  • Execution -- Can management lead the company to a profitable exit?

  • Product/technology -- Can the first and subsequent versions of a unique, defensible technology be “invented”, refined and productized?

  • Market -- Will competition let the company survive and flourish? Will customers buy at good gross margins? Is the market large enough to support rapid and sustained growth?

  • Financing -- Will the company get enough financing to reach self-sufficiency? Will subsequent investments still allow previous investors to make adequate returns on their investments?

In this context, the five common deal-killers are:

1. Incorrect management. Nothing kills a deal faster than having the wrong management team, especially the CEO. There is much debate and little science on how to predict who will be a good CEO and who won’t. For instance, the axiom that engineers don’t make good CEOs gets contradicted every day. Conversely, the stellar track record of a CEO may not always be a predictor of future success.

The one sure thing, though, is that “vision” and “money raising” are not a CEO’s primary traits. The right CEO understands that he works for his investors, so his main goal is to give them excellent returns on their investments. To accomplish this, the CEO must:

  • Have the correct attitude. He must be passionate, tenacious, resourceful, optimistic, and much more.

  • Be a leader. The right CEO is always a team player and builder, and is open to 360º listening, mentoring and delegation to and from everyone around him, including employees, colleagues, investors and so forth.

    "Entreprenuership is the relentless pursuit of opportunity regardless of the resources at hand"

  • Have been-there-done-that experience. Investors’ money can’t pay for learning on the job, so the CEO must have enough expertise from a previous life experience to understand and react quickly to the team, markets, competition, and technology.

  • Be a superior salesperson. If the CEO can’t be his company’s best salesperson perhaps he shouldn’t be the CEO.

  • Details-driven, obsessive for quality, efficient. When it’s all taken into account, a CEO succeeds by paying attention to everything – business development, customer satisfaction, product development, financial management, operations, and so on. The right CEO is allergic to overhead, able to stretch dimes into dollars, because he knows he might never get additional money from investors.

  • And finally, the most important trait is impeccable integrity. For investors it’s first and foremost about trust and honesty.

2. Wrong market development, growth or financing strategy. This includes incorrectly positioning the company or its products; chasing after the wrong customers; underestimating competition; misjudging distribution channels, packaging, pricing, gross margins; overestimating marketing & sales productivity; misjudging market potential; and pursuing the wrong way to finance all of this.

3. Bad business plan. Both content and form are important. The biggest enemies of a business plan are lack of clarity; substituting fantasy for reality and then forcibly arguing that fantasy is reality; and providing incorrect data even if unintentionally.

4. Intransigence on control, valuation, or percentage ownership. CEOs make the frequent mistake of focusing on what percentage of the company they’ll own after investors take their share. What CEOs must focus on is the worth of their shares. A small piece of a hugely successful company can be significantly more valuable that a large percentage of a dud. On the issue of control going forward, if CEOs don’t trust their investors’ judgment and intentions, they shouldn’t take their money in the first place. In addition, if a CEO doesn’t agree with investors’ needs to convert their equity into cash at a high multiple, then as explained above the CEO is not right for the venture.

5. Corporate “hair”. This is a broad deal-killer category related to the company’s general and structural well-being that includes issues like messy legal affairs – corporate structure & agreements: equity, control, corporate, employment, customers, IP, licensing, distribution, etc.; messy accounting – bookkeeping, tax returns, etc.; debt overhang – loans, accounts payable, unpaid taxes; and open litigation.

All told, there is plenty of venture and angel capital available to fund all good software investment opportunities. The devil is in how well CEOs make their cases to investors. Although avoiding deal-killers like those explained here might not be sufficient to get funded, it will certainly improve your odds.


Richard Koffler is CEO of Koffler Ventures LLC, a management advisory firm concentrated on recovering and growing software companies that are off the winning track, challenged, distressed, under performing, or in transition. He is also an active member of Tech Coast Angels. Richard can be reached at (310) 883-5588 or rk@kofflerventures.com.

 

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