Venture Finance SIG: Deep Dive on Term Sheets in VC and Angel Funding



  • The Monthly Meeting of the Venture Finance SIG

    Please register at the door!


    Presentation Overview

    Deep Dive on Term Sheets in VC and Angel Funding

    There is lots going on in the Valley right now, money is flowing and deals are closing - but on what terms? Come listen Tom Cervantez (founder of SF based Golden Gate Angels and active VC/angel funding attorney) lead a group of top VC attorneys, angel investors and deal makers in a discussion about today's deal structures for venture and angel financings. For this particular event we are going to assume you have done some research and are coming to learn the finer points of financing structures and negotiations in the area of early stage venture investing (see for some background information in preparation for the meeting). Topics to be covered include:


    • Terms on Angel funding, note structure, warrant structures, staged investing
    • Founder restrictions placed by investors - both angels and VCs
    • Valuation negotiations, tactics and strategies In depth discussion of key features of preferred stock funding - liquidations preferences, antidilution, board structures and investor restrictions
    • Capital structure norms for today - vesting terms and share allocation amounts at founding and beyond Founder replacement realities
    • Business impacts of VC versus Angel funding
    • How to build the investor funnel and close the deal




    David Hubb of DLA Piper

    David A. Hubb concentrates his practice in capital market transactions; public and private financings; SEC reporting; and business and technology transactions.

    He has acted as company counsel in public offerings for software, hardware, Internet, and life science companies and as underwriters’ counsel in public offerings for major investment banking firms. Mr. Hubb represents companies and investment banks in convertible debt offerings under Rule 144A. He also acts as counsel to private high-tech and life science companies, venture capitalists, or corporate investors in their private equity and debt transactions.

    Mr. Hubb represents high-tech companies in their mergers and acquisitions. His experience in this area includes representing companies sold to LSI Logic and Sun Microsystems. He also provides ongoing representation of public and private companies with respect to their corporate governance, securities, and equity compensation matters.


    Ben T. Smith, IV - Chairman and CEO, and Co-founder, MerchantCircle

    Ben has always been excited about local businesses in his community. Growing up on the Mobile Bay in Alabama, Ben spent a lot of time around a few small businesses. One of his first jobs was at Daphne Pharmacy which eventually went out of business as CVS and Walgreens came to town. He also walked past Mancis Bar where one of his grandfathers spent a bit of time on his way to Triones grocery store which eventually closed as Winn Dixie before Wal-Mart came to town. His dads family all worked in Original Bens Jr., a famous BBQ pit founded by his grandfather that is still one of the best BBQ places in the south. Smith is the Co-Founder and Chairman of MerchantCircle, and is an Executive in Residence at Rustic Canyon Partners, one of the investors in MerchantCircle. Earlier, Ben co-founded Spoke Software with USVP and Chris Tolles from the MerchantCircle advisory board and a couple of other great entrepreneurs in 2002. Ben has been actively involved in advising a number of Fortune 500 and emerging technology companies on strategy, marketing, and business models. Prior to Co-founding Spoke and while on leave from EDS and A.T. Kearney after 9/11, Ben was honored to have the opportunity to serve the Bush Administration as the Senior Advisor for Strategy and Planning, to the Secretary of Transportation. While a Partner at A.T Kearney, Ben was elected as one of the most influential consultants in the world in 2002, was named one of the youngest partners in the firms history, and helped create EDS and Kearneys venture development efforts. He is a graduate of Carnegie Mellon University's Tepper Graduate School of Industrial Administration and received a Bachelor's degree in Mechanical Engineering from the University of California at Davis. Bens favorite local merchants include Gambinos in Fairhope, Ala., Dodd Priority in Scotts Valley, Calif., American Italian Deli in Los Altos, Calif., Murray Avenue Grill in Pittsburgh, Penn., and Aesops Room in Davis, Calif.


    Andy Halliday, Founder and CEO

    Andy has nurtured the vision that has led to OurStory for more than twenty years. The idea was already developing when Andy attended Harvard Business School; it continued to gain clarity as he launched his career in retailing, entertainment and technology.

    Andy’s strategic roles as Entertainment Group President for Edison Brothers Stores and as Co-Founder and President of Simon Brand Ventures, a division of Simon Property Group (the nation’s largest retail mall developer), honed his passion and expertise in creating innovative and memorable consumer experiences, and prepared him for his executive roles with leading technology companies including Excite’s Electronic Commerce Group,, and In-Q-Tel. After co-founding Open Field Software and leading business development for Spoke Software, Andy felt that technology and timing had aligned to the point where he could finally realize his vision to create an innovative and compelling consumer service for capturing and sharing life stories.

    Andy founded WisdomArk, the company that developed OurStory, in early 2005, and recruited (assembled) a team with a potent blend of technical and consumer marketing expertise and proven track record of building and growing consumer web services. The team built and launched the user-acclaimed Alpha version of the service in 2005 and a greatly enhanced Beta service May, 2006.


    Peter Havas, CTO Specialty's Cafe & Bakery

    Peter Havas is a serieal entrepreneur from Australia, most recently having founded, which was acquired by Specialty's Cafe & Bakery. At Specialty's he is in charge of information technology and strategic financial issues, including fund raising and negotiation of term sheets for preferred and other funding structures that have been used by Specialty's as part of its financial operations. Peter has a law degree and was a practicing commercial lawyer in Australia prior to going into business.


    Tom Cervantez, Partner, Davis Wright Tremaine LLP and founder, Golden Gate Angels

    Tom Cervantez is a Corporate Partner with Davis Wright Tremaine LLP in San Francisco and the founder of the Golden Gate Angels. Tom has over 15 years experience working in the securities and finance field, with a focus on helping emerging growth companies, venture funds, and software and hardware computer companies navigate issues concerning securities, capital structure planning, private placements, mergers and acquisitions, venture financing and licensing transactions. Tom has also participated at an operating level at several companies, including a venture fund, boutique investment bank and an ISP. Tom's most recent venture was the formation of Britton Silberman & Cervantez LLP, which was acquired by Thelen Reid & Priest LLP in June of 2000. Tom is also an active angel investor in the computer, communications and networking sectors. Tom holds a Bachelor's in Business Administration, magna cum laude, from Loyola Marymount University, a JD from Harvard Law School and a MBA from Harvard Business School.


    Event Logistics


    DLA Piper Rudnick Gray Cary LLP.

    2000 University Ave.(University Circle)

    East Palo Alto, CA 94303

    Tel: 650.833.2000

    Note: These are the tall buildings on the corner of University Avenue and Woodland Avenue on the west side of Hwy. 101. They are in the University Circle complex.



    6:30 p.m. - 7:00 p.m. Registration / Networking / Refreshments

    7:00p.m.-8:30 p.m. Panel discussion and Pitch Session (starts promptly at 7:00pm)


    $20 SDForum members

    $30 Non-SDForum members

    Please register at the door!

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