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Deal terms

Author: Wilmerding, Alex Publisher: Aspatore Books, 2005.Language: EnglishDescription: 206 p. ; 20 cm.ISBN: 9781587622083Type of document: Book
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Item type Current location Collection Call number Status Date due Barcode Item holds
Book Asia Campus
Main Collection
Print HG4751 .W55 2005
(Browse shelf)
Available 900184809
Total holds: 0


Table of Contents Foreword o Acknowledgements Deal Terms Deal Terms Chapter 1: Company Valuation o o o o o o o o Confidentiality Fair Market Value and the Use of Comparables Case Study: Comparables Analysis in Determining Valuation Effects of the Financing Environment and Intangibles Risk and Exit Strategy for Investors Future Capital Needs Case Study: Relationship of Dilution, Valuation. and Investor Return Venture Investors Need to Shoot for High Returns Chapter 2: Common and Preferred Stock and Effects on Valuation o o o The Relationship Between Common and Preferred Stock Straight Common or Convertible Preferred Structures Case Study: The Common and Non-convertible Preferred Structure o Impact on Management o Alignment of the Interests of Stakeholders o Impact of Common and Non-convertible Preferred on Term Sheet Structure Chapter 3: Dilution o o o o o A Sensitive Issue for Founders The Mechanics of Dilution Full-ratchet Provisions Weighted-average Dilution Narrow-based vs. Broad-based Weighted-average Antidilution Chapter 4: Stock Options and Their Effect on Capital Structure o o o Balancing Financing Needs with Competitive Best Practices Dilution and the Protection Investors May Require Director and Advisory Board Member Compensation The Hidden Costs of Added Value Chapter 5: Flat Rounds and Down-Rounds: Term Sheets as Road Maps o o o Multiple Classes of Preferred Stock and Implications in a Flat- or Down-Round Financing Resetting the Clock Case Study: Company, Inc. - Sample Term Sheet Chapter 6: Alternatives to Equity Financing: Types of Debt and Bridge Financing o o o o o Strategic Sources of Capital: Alternatives to Traditional Debt Debt and the Capital Structure: The Pros and Cons of Using Leverage Sources of Leverage Term Sheet for Convertible Promissory Notes Case Study: Company, Inc. - Summary of Terms for Convertible Promissory Notes Chapter 7: Due Diligence: How Investors Size-up a Company o o o How to Prepare Peeling the Onion: Understanding the Business Assessment of Business Mechanics o Organizational Structure o Markets and Market Positioning o Products, Suppliers, and External Relationships o Strategic Plan o Product Research and Development and Services Sales and Marketing o Sales Associate Profiles and Incentives o Parhering Program and Distribution Channel Definition o o o Direct and Indirect Selling Strategies o Pricing and Discounting Practices o Marketing Materials and Programs Financial Structure o Cash Flow Statements o Income Statements o Balance Sheets o Pro-forma Financials Organizational Structure, Management, and Other lssues o Physical Plant, Production, and Outsourcing o Other Significant Issues o Chapter 8: The Lawyer's View: Ins and Outs of Successful Financings o o What to look out for in a Term Sheet: Discussion with Private Equity Lawyer James M. Crane Logistical Coordination of Venture Firms, Legal Teams, and Company Management: Guidance from Sarah Reed, General Counsel. Charles River Ventures o o Cookbook for a Successful FIRST Financing Transaction Cookbook for a Successful FOLLOW-ON Financing Transaction Chapter 9: Raising Capital o o Discussion with Andrew McKee, Entrepreneur and Private Equity Investor Placement Agents - Terms of Engagement: Discussion with Ginny Davis Wilrnerding Appendix A. B. C. D. Sample Term Sheet Administration and Compensation of Boards and Advisory Boards Documents Likely to be Requested During Due Diligence Time Value of Money Tables

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