Agenda

Morning Session

This session will provide an overview of the venture capital marketplace, a typical investment process and the investment structures involved; it will also provide an overview of company valuation. Topics will include:

Basic Investment Structures

  • Equity instruments
  • Debt instruments: Prefs/Convertibles
  • Hybrid instruments: warrants, options
  • Tax mitigation schemes e.g. EIS

Due Diligence and Business Documentation

  • Issues relating to the business plan 
  • Business due diligence
  • Legal & financial due diligence
  • The Term Sheet/LOI
  • Directors' duties/conflicts of interest 
  • Management warranties/disclosures

Approaches to Valuation

  • IRR based valuations
  • DCF Valuation
  • NAV Based Valuation
  • Asset and Option Based Valuations
  • "Pre-money" valuation and its relationship to other methods
  • Peer Group Analysis
  • Exit valuation and criteria
  • Managing the costs

CASE STUDY 1

Delegates will value a company using different valuation techniques.

Lunch Break

Afternoon Session

This session will examine typical documents/issues within a venture capital transaction including:

  • Investment/Shareholders Agreement 
  • Articles of Association, share rights, drag and tag rights, reversion rights, liquidation preferences and anti-dilution provisions
  • Debentures

CASE STUDY 2

Delegates will form negotiating teams and divide into VC investors and sellers.

The teams will value the potential investee company, negotiate a deal, and agree a Term Sheet outlining the basic structure of the deal.

Post Investment Monitoring and Value Enhancement

  • Investor director - issues arising on appointment 
  • Goal Setting
  • Reporting
  • Value Enhancement
  • Exit routes, and, 
  • Why do deals fail?

 

 


 

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