Introduction

The Growth Company Guide 2000 - Investors, Deal Structures, and Legal Strategies is the latest, expanded and updated edition of a unique resource that has been used for more than a decade by entrepreneurs and private company investors to help them grow successful companies and understand the business fundraising process. 

Originally published in 1987 as The Venture Magazine Complete Guide to Venture Capital, The Growth Company Guide has received critical acclaim from business managers, investors, business school professors, new business incubators and enterprise web sites for its breadth of practical content, readability and ease of use. Copies of The Growth Company Guide have been used by venture capital funds to help train new associates, by business schools as texts for their enterprise programs, by business incubators as tools for their entrepreneurs, and by business owners and managers from Silicon Valley to Boston to Singapore.

As with it predecessor editions, The Growth Company Guide 2000 is designed to help entrepreneurs and managers of growing companies improve their odds of raising capital from outside sources. It does so by answering the questions most frequently asked by entrepreneurs and managers of growing companies as they search for funding and, later, negotiate for favorable financing terms.

The Growth Company Guide 2000 contains approximately 250 entries arranged in alphabetical order. Each entry describes a word or phrase that is commonly used by investors and entrepreneurs to describe an important fund-raising or growth company concept. Together, the entries explain what entrepreneurs need to know to prepare for fund-raising efforts and to attract and deal successfully with investors.

The book is comprehensive. It describes the types of investors who invest in private companies, the methods companies use to attract these investors, and ways to evaluate funding proposals. It includes strategies for negotiating better deals with investors. It also describes methods for protecting company secrets and using stock and other noncash considerations to attract and keep key employees.

The Growth Company Guide 2000 is different from other books about raising capital. It is not written by a venture capitalist, who may be biased toward protecting investors, or by an entrepreneur, whose experience may be limited to a few financings. Rather, it is written by an attorney who has more than a decade of practical experience in representing individual investors, venture capitalists, entrepreneurs, and growth companies in company financings, acquisitions, securities offerings, technology, and general corporate matters.

The Growth Company Guide 2000 is designed to be a "real-time" source book for busy entrepreneurs and executives. Its A to Z, key-word format helps readers get directly to the information they want. For example, if a reader wants to know how venture capitalists price their investments, he can find out by simply turning to the entry entitled Pricing.  There he will find a discussion of how investors evaluate and price investments in growing companies. The entry also suggests strategies for negotiating with investors and cross-references the reader to a discussion of the principal alternative pricing method contained in the Discounted Cash Flow entry.

If an investor offers funding but wants preferred stock and registration rights, the reader can quickly turn to the entries for those terms and learn the reasons behind the investor's request and the consequences the request may have on the company. In the Business Plan, Business Plan Format and Summary entries, the reader will find discussions of how business plans should be written to attract funding with detailed, tested outlines for producing a winning business plan and summary. In each case, the reader will also be directed to other entries in the book that treat related subjects.

The Growth Company Guide 2000's key-word entries address subjects that are vital to a successful fund-raising campaign. The subjects include the venture capital arena and its players, strategies for attracting the right investor, the funding deal and its structuring, company valuations, and technology protection. For the reader's convenience, the entries are not only extensively cross-referenced but organized by subject matter in a complete subject matter index found at Indexes by Topic.

Most entrepreneurs have too many things to do and too few resources to do them with to take the time to really learn about raising capital from traditional textbooks. As a result, many good ideas don't get funded. And even the entrepreneur who obtains funding usually finds himself dealing on uneven terms with an investor whose business it is to know the finer points of private company investing.

The Growth Company Guide 2000's format is designed to remedy this situation by helping entrepreneurs become familiar with the language and concepts of venture capital. Its alphabetical design and extensive cross-referencing enables entrepreneurs to learn the important concepts quickly and easily while they search for money. In so doing, it improves the reader's chances of raising funds for his company.

Use the book as a tool before and during your fund-raising efforts. Don't read it from cover to cover and put it away. Instead, keep it handy and refer to it often. And don't feel that you have to read the book from beginning to end. Start with an entry that interests you and proceed as you like through the others.

Good luck in your search for capital.

A Word of Caution:

Do not use this book as your only source of information. It does not answer every question or apply to every situation. Many of the answers in the book reflect personal judgment about what is "standard" or "fair" in the "usual" situation. Those answers may not always apply to your particular situation.

Try to stay current with changes that affect your company, industry, and the capital raising process by reading periodicals and getting good professional advice. Much of what directs the processes of a growth company and the deal structures investors use is related to provisions of the Internal Revenue Code, the securities laws, and methods accountants use to report company operations. These change regularly, as do government programs such as the Small Business Investment Companies (SBIC) program and the Small Business Innovation Research (SBIR) program of the federal government.

Also, remember that the growth and fund-raising processes differ with each company, each idea, and each investor. They are intense activities that can cloud the judgment of even the shrewdest of businessmen. To protect your interests, get independent counsel and learn as much as possible about the processes.

For simplicity, this book uses the pronouns "he," "his," etc., to represent both genders. Use of the masculine is not meant to slight women or imply that a woman is less likely than a man to be an entrepreneur or investor. It is merely the chosen device to speed the reader through the book without undue focus on any one element of the writing.