21 april 2016

1. WELKOM
Nikolas Vandelanotte
#FIER!
Vandelanotte
2015 – 2016 Cloud accountant award winner

2. PROGRAMMA
Björn Crul

3. LET’S MEET
Colors speak louder than words.

4. Jonas“Je moet show verkopen als je
een bedrijf begint”
Jonas Dhaenens

5. 7 STARTUP INSIGHTS
Wim Derkinderen

6. Claim back your time
By Wim derkinderen

7. About Myself
• Master in Economics, Sales & Marketing
• Self employed since 2014
• Investing in Real Estate, Stock exchange market and Startups/Scale ups
• Spacechecker: Satellite tracking & Tracing of Trailers and containers
• Netlog: Social Network, mainly for youngsters
• Cardwise: Prepaid MasterCard Program Management
• Xpenditure: Cloud based Expense management platform

8. About Xpenditure
• Founded in 2011
• Our shareholders:
Boris Bogaert & Wim Derkinderen
Lorenz Bogaert & Toon Coppens - founders Netlog.com/Twoo.com
Jonas Dhaenens - Founder Combell
Luc Verelst - Founder Verelst real estate group, Eurinpro, Droia, AntiCancerfund,…
Bart Swanson - Former MD Amazon EU, Former CCO Badoo, Advisor Horizon Ventures
• Capital: 8 Mio Euro (new fundraise October 2015)
• Headcount: 48 FTE and counting…
• Offices in Mechelen (Belgium), London, Amsterdam, Cologne, New York and Sao Paulo
• > 80000 customers in 167 countries

9. A Global Reach, A Local Approach
Offices in Mechelen (Belgium), London,
Amsterdam, Cologne, New York and Sao
Paulo
Users in 160 countries and more

10. A Short Introduction
We redefine expense management for
businesses of all sizes
by introducing a fully digital, real time process.
No more expense notes!

11. Leave The Hassle Behind
For employees
• Manual & time consuming work
• Losing money due to lost receipt
• Slow approval process
For employers and admins
• Inefficient tools (excel, paper, staples)
• No actual overview of company expenses
• Vulnerable for mistakes

12. A Game Changing Process

13. The 3-step Process
1. Capture & Scan 2. Manage & Approve 3. Report & Analyze

14. Capture &
scan receipts
Extract date, merchant,
amount & currency
Reports
Statistics
Analysis
Input & matching
Integrate with ERP or accounting software
or default .csv / .xml
How?
Via mobile phone
Via scanner or webcam
Via e-mail
credit card
transactions
And many others....
Manage Approve Control
A Three Step Process

15. Game Changing Process
Integrated approval on expense level
• Employees submit expenses for approval
• Manager approves or rejects with a single click
• Accounting reports in any format to existing software
No more expense notes
But one streamlined flow of approved expenses to accounting
One mistake doesn’t block all expenses

16. Security and Data Storage
All expenses and receipts are stored safely and secured
on Xpenditure servers in EU (Combell)
All data stays accessible and searchable for at least 10 years
for analysis and control
Digital receipt in Xpenditure is accepted as exhibit by authorities
no more paper archive
Power warranty & graceful exit
data export in pdf or xml or long-term storage offering

17. Why Choose Xpenditure?
Receipt & Statement scanning
•Xpenditure automatically extracts date, merchant, amount and currency
•Automatic conversion of exchange rates
•Matching with Credit Card statements
Approval on expense level
•Xpenditure checks with company policy and potential duplicates
•One streamlined flow of approved expenses
•Only rejected expenses go back to employee for review
Easy setup and no local implementation
•Xpenditure is configured in hours instead of months
•Test period with power guarantee
No more paperwork or archive
•Digital flow from expense to accountancy

18. Global Customers Trust Us

19. About SaaS
“Software that is owned, delivered and managed remotely by one or more providers. The provider delivers software based on one set of common code and data
definitions that is consumed in a one-to-many model by all contracted customers at any time on a pay-for-use basis or as a subscription based on use metrics.”
In fact, SaaS is a leased software maintained by its creator and not hosted on your premises.
SaaS apps run in the cloud and are changing the world of technology
SaaS

20. The ideal SaaS Startup ?
Product
= Core of the business
Salesforce automates your sales processes
Xpenditure manages employee expenses
ZenDesk builds customer support system
Cost & Value proposition
= Straightforward
Very clear pricing models
No surprises
Direct ROI
Finances
its own growth
The company benefits from
- negative working capital
- shorter time-to-market
- Upfront payments
70% of the Xpenditure customers pay yearly
subscriptions upfront.
Sales Model
= Internationally focused
Go international from day 1 (website
#languages)
Focus on max. 5 key countries
Recoup customer acquisition cost (CAC)
Do not do freemium – difficult to convert

21. The ideal SaaS Startup ?
Market leader potential
Becoming market leader / operating in a segment with
little viable competition.
Offer something which is unique and try to become
market leader in your segment.

22. 7 insights on how
to become a
successful
SaaS startup

23. 1. Build a service that your customers love
Users love your application because it solves an immediate problem (e.g. Xpenditure)
and they are referring new customers by showing of.
Services must be of high quality
– they are used to quality web services e.g. Google
SaaS businesses have to delight their customers &
meet their expectations day after day to keep them renewing their contracts.

24. 2. Sell a best of breed service, not a product
A SaaS company should operate more like a service business than a product business.
Focus to become leader in best of breed solution and be open towards other systems.
Deliver service packs and not consultancy. Most SaaS companies are not designed for that.
Always think pragmatic in terms of services and features.
Innovate by growing and experimenting with your customers. E.g. Netflix,…

25. 3. Customer service needs to be outstanding
Happy customers are your best sales force.
Customer satisfaction is critical in keeping churn low and increasing revenues.
React fast towards inquiries and incoming leads (minutes) and over deliver where possible.
Subscription businesses have to look for cross-sell and up-sell opportunities to get
customers “addicted” to their services.
SaaS Companies have to interact on continuous basis and make their customers happy
to create demand for their services.

26. 4. Use the SaaS ‘API eco system’
SaaS companies have to find ways to generate leads without spending a lot on marketing
and advertisement.
Integrate with other major apps to create immediate added value for the customer,
partner and yourself.
Eg. At Xpenditure we see conversion ratios of higher then 20% via accounting packages
Start to integrate the API of high reach partners and create your own API for others later
(Xpenditure featured on Dropbox integrations).

27. 5. Keep simplicity and usability in mind
Don’t step in the we can “customize everything trap”.
Once you have an innovative product customers expect you solve the most crazy things.
Focus on the real need: Only if you hear the same question more than 20 times,
start building it (and then… do it fast).
Be flexible and work in short development sprints.
Do user testing on usability via online services & your existing customers
Always keep UI simple.

28. 6. Switching software is BIG for big companies
Fear of change is the biggest reason not selling your SaaS service as fast as you would expect.
Try to avoid the big RFP’s
– they think in a traditional way and existing market leaders will use that sentiment.
Convince bigger companies to buy a POC first (not for free but prove your solution)
and give warranties on your service. Money back guaranty if POC was not successful.
Bigger companies expect at least high touch sales (phone & email) and in Europe field sales.

29. 7. Partnerships are great but need time
SaaS companies need partnerships but don’t expect wonders from it.
It creates trust & confidence
Be a real added value to the partner or it’s a waste of time.
Look for a balanced deal and this does not always mean extra revenues, but also lead creation.

30. Study the Sales Learning Curve
Invest in success
Smart online Marketing is a must
Your customers know how the web works
Use more aggressive online marketing tactics
Check the 6 C’s of Cloud Finance
These metrics indicate the health of the business, churn rate and revenues.
The 6C’s are:
What you should remember
Customer Life Time Value (CLTV),
Customer Acquisition Cost (CAC),
Churn,
CMRR Pipeline (Cpipe),
Cash Flow,
Committed Monthly Recurring Revenue (CMRR)

31. Saas has unseen potential to grow your startup.
But keep in mind that every successful SaaS company faced
following phases to be innovative and market leader in his segment:
Experiment
(also with potential and existing customers on new upcoming features)
Learn from failure
(by opening test features for specific groups)
Patience & Persistence
(it takes time & don’t give up)
Conclusion

33. BREAK-OUT
Kies uw corner
Pieter Capiau Frank Maene Veerle Cool
Anneleen Wydooghe
LEGAL CORNER FINANCE CORNER HR CORNER

34. BREAK-OUT
Kies uw corner
Frank Maene
FINANCE CORNER

35. INVESTOR READINESS
RELEVANT ASPECTS FOR A TECHNOLOGY
VENTURE

36. • How to raise funding?
– How to prepare your company for fundraising?
– The search for unicorns – (sky)high valuation vs investor protection
– How to structure relationships between stakeholders?
• Trends in technology M&A
• Importance of (legal) organization during the growth cycle
• Annex – Cresco representative transactions
PROGRAM

37. • Research has shown that the way VC providers ensure funding for the expansion of companies is increasingly done
on the basis of emerging global standards and best practices
• Actual relationship between VC firms and entrepreneurs will depend on, i.a.:
– Experience and reputation of the management/entrepreneur and state of the market
– The attractiveness of the portfolio company as an investment opportunity (e.g. global expansion in promising
economies)
– The stage of the company’s development (idea, start-up, emerging to more established)
• Exit horizon is typically set between 7 to 10 years (equal to the expected duration of the fund)
• There is a big difference in the nature of investment depending on its stage (seed, growth, expansion, etc..)
RAISING CAPITAL

38. • VC investment process
1. Agree preliminary valuation with VC
• Valuation with VC will be based on company’s past results (if available), its current level of
performance and the present value of expected future profits if it obtains new capital for growth
• At this stage an elaborate “pre” due diligence exercise will already take place to assist in the
determination of the value
2. Agree on amount of funding
• Parties to agree on amount of funding and required return on investment
• Minimizing investment risk can be accomplished by the use of staged financing whereby the funds are
invested in tranches with different expected returns per tranche, depending on performance
• Win-win situation for entrepreneur and the venture capital fund
3. Execution of letter of intent or term sheet with basic business terms
4. Performance of extensive due diligence
5. Execution of definitive agreements and closing
RAISING CAPITAL

39. • Valuation and milestones
– Pre-money valuation: used to determine the price per share to be paid by
investors in the investment round
• PPS is obtained by dividing such valuation by all shares and any options outstanding prior to the round
– Post-money valuation: refers to the valuation of the company immediately
following closing (and including the proceeds)
– Often a VC will invest in tranches, subject to various technical and/or commercial
milestones being met
– Such milestones need to be carefully thought through to avoid later conflicts of
interests between founders, company and investors.
RAISING CAPITAL

40. • USD 1 billion+ valuations - the search for the next unicorn
– Little awareness amongst entrepeneurs that these sky high valuations go hand in hand
with very onerous equity instruments
– Many instruments are akin to subordinated debt but offering significant downside and
upside protection to investor
– Entrepreneur required to realize exits at valuations up to 4x the valuation applied to VC
to neutralize effect of liquidation preference
• Bootstrapping, valuation, staged financing and milestones
– Bootstrapping and staged financing minimizes venture capital dilution
– Often an investor will propose to invest in tranches subject to milestones being met –
potential for conflicts of interests between founders, company and investors.
VALUATION VS PROTECTION

41. VALUATION VS PROTECTION

42. • Liquidation preference and deemed liquidation
– Right of investor to receive certain amount of proceeds upon liquidation or exit before any
other shareholder
– Preference amount may be equal to the amount invested or a multiple of it, such as:
• non-participating preferred: if exit below post-money valuation, investors receive their funds back with remaining proceeds
distributed to the other shareholders;
• capped non-participating preferred: investors first receive a multiple on their investment but do not share pro rata (unless
they convert)
• participating preferred: investors receive their funds back and then share pro rata in remaining proceeds with the other
shareholders
– Size and structure of preference reflects the risk inherent in a round (the higher the risk, the
higher the required return) and diverging views between founders and investors
– Right also applies upon merger, acquisition, change of control, consolidation, asset sale or IPO
VALUATION VS PROTECTION

43. • Convertible debt financing
– Recent tendency at technology companies to raise funds under the form of convertible
debt instruments, mostly as bridge financing to the completion of an equity financing
round
– Most often provided that the bridge financing is convertible into preferred shares at
the valuation of the round minus a discount of 10 to 20%.
– Convertible debt financing should be used carefully
• Debt overhang: the larger the amount of debt raised as a percentage of the total round, the more difficult it will
be to convince investors to accept the discount arrangement for the early investors
• Valuation floor: not providing a floor on the valuation exposes the founder to significant risk as a financing might
not be completed or at lower than expected valuations, thus advisable to insert a valuation floor whereby the
debt may not be converted at a lower valuation
• Type of securities: be careful about the promises and commitments made to bridge investors that might make
future capital raisings difficult or impossible to implement
RAISING CAPITAL

44. • Type of share subscribed to by a venture capitalist
– a VC will normally only subscribe to preferred shares
– Preferred rights are required because VCs in general invest far greater amounts than founders
(who generally invest their ideas and times) at much higher valuations.
– Preferred shares also compensate for fact that VC has less control over day-to-day operations.
– Each round will typically contain a new series of preferred shares
• Preferred Shares rank senior to ordinary shares or founder shares in:
– dividend rights
– Exit rights
– Conversion rights
– Anti-dilution rights
STAKEHOLDER RELATIONS

45. • Conversion rights
– VCs are typically entitled to convert the preferred shares into ordinary shares at
any time, on a 1:1 basis
– Conversion ratio is adjusted to take account of any reorganisation of the capital
structure as a form of anti-dilution protection
– Automatic conversion into ordinary shares often required in the event of IPO at a
certain valuation and minimum net proceeds
STAKEHOLDER RELATIONS

46. • Anti-dilution rights (or price protection)
– VCs almost always require anti-dilution protection against new investments at a
valuation lower than their pre-money valuation (down round)
– VCs will receive new shares for no or minimal cost to compensate the dilutive
effect of the issuance of cheaper shares
• Full ratchet: ensures that the % ownership of VC is kept at same level or same value in down rounds
• Weighted average ratchet: level of protection depends on several factors, including the number of
shares outstanding at the time of the down round, the size of the dilutive offering and the dilutive
price
STAKEHOLDER RELATIONS

47. • Preferred dividend rights
– Investors negotiate a preferential, cumulative dividend, usually fixed at a
percentage of the purchase price paid for each share
– No dividends may be paid to any other shareholders until the preferred dividend
is paid
– Capitalised dividends usually form part of the liquidation preference (with
potentially severe consequences, depending on the timing of an exit)
– Upon conversion of preferred shares into ordinary shares, dividends are also
converted into common shares
STAKEHOLDER RELATIONS

48. • Founder shares
– Founders and senior management are key to the investment decision and must remain
in place to execute their business plan
– Often provided that if they leave the company within a certain period of time, they are
required to offer to sell their shares back
– Price paid depends upon reasons for departure:
• Good leaver: may be at fair market value
• Bad leaver: may be a nominal price or nothing
– Shares may also be made subject to a vesting schedule to ensure retention
• Vesting means that person must remain engaged by the company for a certain period of time (except if through
no fault of the relevant person)
• Vesting can also be tied to performance targets
• Vesting can be accelerated upon change of control
STAKEHOLDER RELATIONS

49. • Pre-emption rights
– Investors will require the right to maintain their stake by being allowed to participate in
any capital raising up to amount of pro rata holding
– Stock option plans and other circumstances may be excluded
• Right of first refusal
– Obligation for shareholders who wish to sell, to offer them to some or all of the other
shareholders, with certain exceptions
• Co-sale and tag along rights
– In the event of sale by a founder to a third party, the other shareholders may insist for
the purchaser to purchase an equivalent percentage of their shares, at the same price
– In general makes it impossible for founders to sell any shares prior to exit
STAKEHOLDER RELATIONS

50. • Drag along rights
– A drag along creates an obligation on all shareholders to sell their shares if a
certain percentage votes to sell to that purchaser
– Often provided that regardless of required majority, VC has a veto right on a sale
and that liquidation preference applies
• Exit rights
– In view of 5 to 7 year investment horizon, VCs often negotiate forced exit rights
– VC entitled to find buyer for 100% of the capital and force the other shareholders
to sell
STAKEHOLDER RELATIONS

51. • Representations & Warranties – Indemnification
– Investors expect appropriate R&W to be provided by key founders and
management
– Purpose is to ensure that investors have complete and accurate picture of
condition of the company so they can evaluate the risks
– Through disclosure letter founders and management can notify investors of
exceptions to R&W and limit their exposure
– Within certain time period and limitations, warrantors to indemnify investors for
any inaccuracy:
• In cash; and/or
• Through delivery of their shares (which also serves as a way to reduce the pre-money valuation)
STAKEHOLDER RELATIONS

52. • Protective provisions and consent rights
– Investors expect rights to nominate board members which will have veto rights for
certain significant board decisions
– Investors expect certain rights to block shareholder resolutions on significant
shareholder matters
• Information rights
– Investors are required (by their investors) to monitor the condition of their investment,
which is why they negotiate rights to receive:
• annual budgets;
• Unaudited monthly statements
• Unaudited quarterly statements
• Any other important information concerning the company
STAKEHOLDER RELATIONS

53. • Relationships between Board of Directors and management
– The Board of Directors sets the general policy and supervises the management
– The ounders/management runs the company on a daily basis and reports to the board of
directors
– Decision making by management is subject to veto and information rights imposed by
external investors
• Negative control rights
– It is important to note that VC’s generally do not wish to run a start-up and actively manage it
– VC’s will normally only exercise their veto rights when in total disagreement with
management
– Veto right is “passive” to the extent that it confers the right to say “no” rather than actively
manage the company
STAKEHOLDER RELATIONS

54. • IP Assignment and non-compete agreements
– Investors will demand all founders, executive and employees to assign their IP
rights to the company
– This is also valid for employees of an academic institution working for a spin-off of
such institution
– Founders and senior management will also be required to execute non-compete
agreements
• Investment is based largely on value of technology and management experience
• Leaving to a competitor to do the same, could significantly affect the value of the company
STAKEHOLDER RELATIONS

55. • Employee share option plan
– A percentage of shares of the company must be reserved for share option grants
to employees and management of the company
– To provide an incentive for such persons to share in the financial rewards resultign
from the success of the company
– 10-20% is customary for technoloy companies and should be held steady, taking
into account each capital raising
– Typically stock option plan is not for founders and other management with
significant shareholdings
STAKEHOLDER RELATIONS

56. • Very strong focus on IPR in Technology Venture Capital M&A
– Unique and exclusive nature of IPR (patents, copyrights, trade secrets) attracts a significant valuation
premium
– Extreme focus on legal, technical and commercial aspects of IP portfolio
• Issues with IPR ownership lead to significant issues in Venture Capital and M&A
transactions:
– Making you hostage to investor’s buyer’s requirement to obtain IP assignments from third parties or
to have them agree to modifications to existing agreements
– Leading to substantial valuation reduction
– Leading to buyer to walk away if problems cannot be solved
TRENDS IN TECHNOLOGY VENTURE
CAPITAL AND M&A

57. • Technology Venture Capitalists and purchasers demand the following:
– Very detailed historical overview on source code development and ownership
– Open source contamination issues are very high on the agenda – specialized code scanning
firms are engaged by buyers
– Foreign corrupt practices and export compliance issues surrounding encryption technology
– Higher indemnification caps and claim periods for IPR warranties
– “Clean” third party infringement warranties are demanded, amounting to an IPR insurance
TRENDS IN TECHNOLOGY VENTURE
CAPITAL AND M&A

58. • Development of IP portfolio
– Obtain and secure IP rights:
• Define core technology (product roadmap) vs. customer specific technology
• Patents vs. trade secrets
– Maintain IP rights
• Pay registration fees, renewal fees
• Set out guidelines with respect to the development, use and confidentiality of your IP portfolio
• Keep in touch with the market and monitor relevant sector:
– Is a certain technology already available on the market?
– Is there a need for such technology on the market?
– Are there market shifts or changes to be anticipated?
• Competitor analysis
– What are your competitors doing?
– Defend IP rights:
• Cease and desist letters
• Litigation or settlement
IP IMPORTANCE

59. • Secure IP chain of title
– In the relation with employees
– In the relation with external developers used by the emerging company to develop, create
the product, prototype, website, …
• IP awareness training
– Ensure a minimum level of IP awareness training for all staff to avoid employees
compromising valuable IP
• Set out publication standards with regard to new inventions or innovations
• Obeying contracting guidelines
• Implement standards of use
IP IMPORTANCE

60. Protect valuable corporate assets that enable business to pursue significant revenue
streams
– Develop a clear IP monetization strategy
– Develop contracting guidelines to support the monetization strategy
– Always avoid transferring IP ownership to third parties as it leads to:
• lost opportunity to resell or sublicense IP to other customers
• additional costs in future business since business cannot copy or reuse the transferred IP
rights
– Do not be afraid to form alliances and licensing deals to supplement the resources and to be
able to exploit markets at an early stage in the growth cycle.
IP MONETIZATION

61. General contracting guidelines: some do’s and don’ts
– Limitation of liability: exclusion of any liability for indirect and consequential damages
as well as putting liability caps on sales of products and services
III. Most favoured customer clauses: to be avoided: restrict a business’ discretion to price
its products and services and are likely to result in adverse impact on revenue forecasts
set forth in financial model
IV. Non-compete: you should never agree to any contractual restrictions on your ability
to freely conduct business
IP MONETIZATION

62. OFFICES
Lange Kievitstraat 118-120
2018 Antwerp
Belgium
CONTACT
yannick.verrycke@crescolaw.com
+ 32 479 24 49 24
pieter.capiau@crescolaw.com
+32 497 86 94 77

63. BREAK-OUT
Kies uw corner
Veerle Cool
Anneleen Wydooghe
HR CORNER

64. Retentie
van X, Y tot … Z
Veerle Cool
Anneleen Wydooghe
22/04/2016 65

65. • 4 generaties op de werkvloer:
– Babyboom generatie (1940 – 1955)
• (bijna) pensioen
– X generatie (1955 – 1980)
• nadruk op kwaliteit, duurzaamheid, evenwicht werk / privé
– Y generatie (1980 – 1994)
• nadruk op authenticiteit, creativiteit, flexibel werken, …
– Z generatie (1994 - …)
• ???
• zapgeneratie
1. X, Y, Z ….
22/04/2016 66

66. • Hoe jonger, hoe … (studie van Acerta)
– meer zin in nieuwe projecten en uitdagingen
– meer gericht op persoonlijke ontwikkeling
– centraler het werk staat, maar … van 9 to 5
– groepsgerichter
– meer ze veranderen van werkgever
– groter de vraag naar duidelijke doelstellingen
22/04/2016 67

67. • Betekenis
– Retentie = het aan boord houden van goede,
waardevolle medewerkers die bijdragen tot het
succes van de onderneming
– Causaal verband tussen ‘engagement’ en
‘verloopintentie’
2. Retentie
22/04/2016 68

68. • Creëren van engagement
– Kwaliteit van het werk / jobinhoud
– Work / life balance
– Inspiratie en waarden
– Ontwikkelingsperspectieven
– Faciliterende omgeving
– Beloning
22/04/2016 69

69. • Opzetten van retentiebeleid:
– inzetten op alle dimensies!
– hét retentiebeleid bestaat niet!
• durf medewerkerstevredenheid bevragen, in kaart
brengen en speel hierop in!
22/04/2016 70

70. • Loon als één van de 6 dimensies
Nood aan dynamisch loonbeleid aangepast op noden medewerkers
– Cafetariaplannen
– Green mobility pack
– Variabele verloningssystemen
– Stimuleren creativiteit en innovatie
22/04/2016 71

71. 15 MINUTEN FISCALTEIT
Over een aantal bijzondere bomen…
Dries Torreele

72. 15 MINUTEN FISCALTEIT

73. 15 MINUTEN FISCALTEIT

74. 15 MINUTEN FISCALTEIT

75. 15 MINUTEN FISCALTEIT
0 - 15.360: 50%
15.360 - 30.710: 25%
> 30.710 EUR: 0%

76. 15 MINUTEN FISCALTEIT

77. 15 MINUTEN FISCALTEIT

78. 15 MINUTEN FISCALTEIT

79. 15 MINUTEN FISCALTEIT
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