August 8, 2017
For those entrepreneurs new to raising a significant amount of financing from either angel investors, venture capital firms or growth equity firms, the prospect of being examined by an outside party may seem intimidating. You need to prepare your startup to pitch investors – but where do you start?
What I’ve found through raising bank financing, angel investment, and venture capital – including the most recent $18 million through Morgan Stanley Expansion Capital – is that the data requests are surprisingly similar.
In order to prepare, and reduce any potential stress by being proactive, you can assemble a collection of documents and data sets before you start the fundraising process.
I’ve found that putting together a data room is one of the best moves you can make as an entrepreneur. The “data room” is the formal term for a private and shared folders that you’ll use to distribute confidential information about your company. There are commercial products on the market for this, however many entrepreneurs, myself included, use shared folders in Google Drive, DropBox or Box.com.
How To Create a Data Room
Start with your master version, the main folder that contains all the subfolders. I literally called mine “Data Room.” Within it, I created a number of subfolders where I keep the source material. Here’s the list in alphabetical order:
Include a PDF of your business plan, expansion plan or strategic plan. This is the expanded version of your pitch deck with full explanations on each facet of your business.
Every business has competitors. You’re either competing directly with another business or you’re competing with the status quo. Both types of competitors should be taken seriously and supported by a SWOT analysis, PEST analysis, and, if there’s a competing product out there, a side-by-side comparison of the features and benefits.
Corporate structures vary from business to business. At a minimum, you’ll have a Certificate of Incorporation and perhaps the Articles of Incorporation. If you have a more complicated structure, including holding companies and operating companies, with perhaps incorporated entities in different countries, you’ll want to include the registration documents for each entity.
If you’ve been in business for at least 1 year, you’ll have financial statements. While every accounting firm will uphold the same standards, there is a cache that comes with working with the Big 4 accounting firms. Audited statements will certainly provide more assurance to the investors conducting the due diligence. Include as many years of financial statements as you have.
For a capital raise of any significance, you’ll be asked to provide a financial model. A financial model is your business boiled down to its components and presented in a series of spreadsheets. The spreadsheet will include a number of inputs that can be easily changed to model out different scenarios such as increasing the rate of hiring sales reps or decreasing the advertising spend in seasonally slow periods. Bottom line, the model is arguably the most important document after your pitch deck.
Employment agreements for key employees and the template for standard hires will be of interest the further you go down the due diligence list. You may even get asked about your hiring, training, and termination practices. Include your Human Resource handbook here or your employee handbook which will give the investor the opportunity to evaluate your policies and procedures as they relate to the human capital.
Property insurance and content insurance covering the loss of the physical assets in your company always are summarized with a Certificate of Insurance. The same goes for other common insurance programs such as errors and omissions insurance or cyber insurance, a popular protection mechanism against data breach and data loss.
Do you have a patent, or even a patent pending? Perhaps you’ve registered a trademark? However you’ve pursued protecting your intellectual property, include the PDFs of the certificates in this folder.
Many businesses have important legal documents such as partnership or distribution agreements, terms of service, and engagement letters that will be needed as investors dive into the due diligence phase. It’s best to pull the mission-critical agreements now.
Validating the opportunity through third-party market research is a critical aspect to generating interest with investors. Supporting research from a reputable firm such as Gartner, eMarketer, or Forrester will go a long way in identifying and quantifying the opportunity.
What are the metrics that drive growth of your business? For web businesses, typically software-as-a-service and marketplace models, the metrics that matter start with traffic, user registrations, transactions, and repeat purchase behavior. These “unit economics” such as the cost per lead (CPL) and the cost per customer acquisition (CPA) will be of utmost interest to your investors. Take the time now to determine these metrics and plot them historically, as well as forecast them into the future.
Key business operating metrics should be included in the operating information. Such metrics such as usage behavior or the dynamics surrounding the buyers and sellers of your marketplace should be described here.
Regardless of the type of business, servicing your customers well will be critical to your long term success. Customer satisfaction scores and other forms of customer feedback will help tell the story of how well you treat your customers.
There are two pitch decks that you’ll want to include, the 10-slide investor presentation which is the version you’ll use to present in person, and the Confidential Information Memorandum, referred to as the CIM. This comprehensive document is the expanded version and is meant to tell the story of your company for those who don’t have the benefit of watching you present. This deck will go into details on revenue streams, gross margins, customer acquisition costs, product portfolio, customer case studies and much more. This information would be overkill during a 30 minute pitch, but it’s handy to have as a follow-up because it will answer 99 percent of the initial questions an investor may have.
Tech companies are product companies, and those product companies often position themselves as platform companies. However you choose to package your offering, you’ll want to include screenshots of the key pages of your site. For mobile apps, you’ll include screenshots of key screens showing how users will navigate your app. For each screenshot, consider listing the features and benefits of each page. Save that as a PDF, and this presentation will serve as a virtual tour of your product and will give a prospective investor a tour without having to create an account or understand exactly what to click on to move through the process.
Let’s hope that your company is generating sales, and hopefully significant sales. Include a cohort analysis for each of your revenue streams. I can’t begin to tell you how beneficial it is to have the cohort analysis done before you start pitching investors. Talking about the discoveries you made during the cohort analysis shows that you understand how to analyze customer behavior, drive more sales and ultimately speak the language of the investor.
Almost Ready To Pitch Investors
All in all, preparing a data room is preparing for a successful fundraise – then you'll be ready to pitch investors. While not every investor will ask for all this information, having it at-the-ready will speak volumes about your preparedness and give subtle cues as to how well you run the company. Quick turnarounds on data requests can only mean one thing, you mean business and you’re driven to success.
Read more advice on pitching investors at TechCo.
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