1.
Mastering the VC Game:
How to Raise Your First Round of Capital
Jeffrey Bussgang
Flybridge Capital Partners, General Partner
Harvard Business School, Senior Lecturer
April 10, 2013

2.
Context For My Perspective
 General Partner at Flybridge Capital Partners, early-
stage VC firm based in Boston and NYC
40+ active portfolio companies, Fund III: $280M
 Senior Lecturer at HBS – Launching Tech Ventures
 Former entrepreneur
Cofounder Upromise (acq‟d by SallieMae),
VP at Open Market (IPO „96)
 Author: Mastering the VC Game
 Blog: SeeingBothSides.com
 HBS ‟95, Harvard „91

3.
Why Raise Money from VC?
Experience Matters:
Deep Pockets: VCs have “seen the
High risk tolerance movie” over and over
and additional again and can help
funding for follow- avoid pitfalls to find
on rounds the path to success
Value-Add: Swing Big:
VCs provide domain VCs don’t invest in
experience, industry niches, they invest in
contacts, and transformative ideas
strategic planning that can build large
companies
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4.
VCs vs. Angels
 Will want some control (voting,  Will want no control (“send me
board, veto) an annual email”)
 Will want to own 20-30%  Will want to own 1-10%
 Very actively engaged (they  Maybe engaged or not (often a
get paid to do this!) hobby, sometimes a personal
 Can add tremendous value mission)
and be great business partners  Can add tremendous value and
 Can be total disasters be great business partners
 Typically rational actors,  Can be total disasters
commercially-driven, but if
inexperienced…  Typically rational, but if
unsophisticated: naïve
irrational, emotional

5.
Raising $ from VCs: Find the Sweet Spot
 Scope out the firm –
size matters, as does
the individual
 Arrange for a warm
introduction
 Prepare, be brief
(VCs Blink)
 Don‟t downplay risk
 Mutual due diligence
is fair play
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6.
Context About VCs and Angels
 Most VCs and Angels have ADD – operate on
“BLINK” instincts
 Want to SEE everything, but DO very, very few
deals
 Make their decision within the first 10-15 minutes
 Typical VC and angel will invest in one out of every
300-500 deals they see
 Long odds – you need to really stand out
 Like college applicants – triage quickly

7.
The Right People: an Unfair Advantage
 Ideas are a dime a dozen
 Having a world-class team is golden
 Laser focus of the young entrepreneur is very
powerful
 E.g., Bill Gates, Michael Dell, and Mark
Zuckerberg
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8.
Investor‟s Decision Tree
Worth 3 minutes
(email, phone)?
No
Ignore Worth 30 minutes
(phone, in person)?
No
Pass
gracefully Worth 60-90 minutes
(in person)?
No
Pass but stay
In touch Worth 2nd mtg
(in person)?
No
Pass but be helpful Serious due diligence

9.
Elements of the Pitch
 Intro  who are you, why are you here and why are you special?
 Problem  what is the customer pain?
 Solution  what‟s your disruptive, breakthrough compelling
solution? Is the “Gain vs. Pain” ratio 10x?
 Opportunity / market size  top down and bottoms up
 Competitive advantage  what is your unique differentiation?
what‟s your “competitive moat”?
 Go to market plan  how are you going to reach the customer?
 Business model  how are you going to make money?
 Financials  what‟s the bottom line, what are your key
assumptions? How are you going to make ME money?
 The ask  how much do you want, how long will it last you and how
much will you achieve?
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10.
Top 3 Things To Do
 Be gracious and personable
 Say something that makes you smile…authentically
 Tell your personal history, tell a story
 Be crisp and on point
 Personal intro should take < 5 minutes
 Team introduction 5-10 minutes
 Make it relevant – don‟t go off on tangents
 If you can‟t show good summarization skills,
how will you handle a board room?
 Know your stuff
 They will push you to test you
 John Doerr/Upromise case study

11.
Top 3 Things To Avoid
 Do not exaggerate
 Assume everything you say will be verified in due diligence
 Assume the listener is a cynic and a professional BS detector
 There‟s no “I” in team
 If you are self-aggrandizing, investors will assume you can‟t build
teams
 Do not name drop
 No one is going to be impressed
with who you know unless
the relationships are both real
and relevant.

12.
Typical Investment Criteria
 Tangible things investors like to see:
 Very big market (> $500m)
 Unfair advantage (why you? why now?)
 Attractive business model (recurring, high gross margin)
 Unique technology or business model approach
 Intangible things investors like to see:
 “Pied Piper” – an ability to recruit and retain a great team,
partners
 Interpersonal chemistry
 Movie, not a snapshot

13.
So You‟ve Had a Good Meeting…
Then What?
 Treat fundraising like a sales process – build a pipeline,
work people through the pipeline, build up to crescendo
 VCs get distracted – typically only pursue 2-3 high
priority new investment opportunities at any given time
 Stay connected, top of mind, build a sense of momentum
 Need to sell the individual “champion”, then the help
them sell the partnership
 Address objections with specific data
 Make the investment case for them
 Give them tools/materials to share with their partners
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14.
Then, Expect More Due Diligence
 Customers / partners
 Team
 Technology
 Business model
 Market size / analysts
As with sales, package up the information, make it easy
on the VC – provide reference list, financial models,
detailed market size analysis – all in readable form
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15.
The Vote
A B JB D E Average
Market 4 4 4 4 4 4.0
Team 4 4 4 4 5 4.2
Product/Tech 2 3 4 4 2 3.0
Business Model 5 4 5 3 3 4.0
Competitive
Landscape 4 3 3 3 4 3.4
Finance/Cap Markets 4 3 4 3 3 3.4
Disruption 4 4 4 4 4 4.0
Network Effects 2 4 3 4 4 3.4
Total 29 29 31 29 29 29.4
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16.
Term Sheet Time
Frequently Asked Questions…
 Should I include VCs in my first round or just angels?
 How big should the option pool be?
 How should I think about valuation?
 “Promote” definition
 Should I do a convertible note with a cap, no cap or a
priced round?
 How should I think about control?
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17.
Expectations and Milestones
 Have well-documented milestones that represent what
you expect to achieve during the initial funding period
 Team building
 Technical progress/product development
 Customers, revenue
 Budget
 Talk to the investor about the next round before you
close this round
 Expectations, amount, price
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18.
Who‟s Ready to Raise Money?

19.
Mastering the VC Game:
How to Raise Your First Round of Capital
Jeffrey Bussgang
Flybridge Capital Partners, General Partner
Harvard Business School, Senior Lecturer
April 10, 2013
Jeff@flybridge.com @bussgang