- Post-money value = $X/y%
- Pre-money value = $X/y% – $X
- NPV of road = -100 + 10/.05 = $100
- Case 1 – Only entrepreneur in market, Lots of capital providers: Assume that you are the only entrepreneur with a valuable franchise in the economy and there is a large supply of capital (from banks, venture capitalists, private equity investors). You (as the entrepreneur) have all the power in this negotiation and I will end up with a 50% share of the post-money valuation ($200 million).
- Case 2 – Lots of entrepreneurs with valuable franchises, a monopolist capital provider: At the other extreme, if I (the VC) am the only game in town for capital, I will argue that without me your franchise is worth nothing, and that I should end up with all of the value (thus giving me close to 100% of the business).
The reality will fall somewhere in the middle. In general, the value that you will use to compute your percentage ownership will be neither the pre-money, nor the post-money value. It will be the value of the business, with the next best capital provider providing the $100 million in capital. In the toll road example, assume that you can borrow $100 million from a bank at 7.5%, a rate that is much too high, given the risk of the investment (zero). The value of your equity in this toll road will now have to reflect the interest payments on this debt.
- Pricing is opaque: While pricing is market-based, quick and convenient, the cost of pricing an asset rather than valuing it is that the process glosses over details and makes it difficult to figure out what exactly you are getting for your investment today and what you have already incorporated in that number.
- The Target rate is Swiss Army knife of VC valuation; In the VC approach, the target rate (though called a discount rate) is like a Swiss Army knife, serving multiple purposes. First, it is a reflection of the expected return you should make, given the risk in the investment, i.e., the conventional risk-adjusted rate. Second, it incorporates the survival risk in the company, i.e., the reality that many of the companies that VCs invest in don’t make it and that you have to lower the value of start-ups to reflect this risk. Third, it includes a component to cover the future capital needs of the business, with a higher discount rate being used for companies that will need more rounds of capital. Finally, it is a negotiating tool, with VCs pushing up the target rate, if they feel that they have a strong bargaining position. While it is impressive that so much can be piled into one number, it does make it difficult to figure whether you have counted all of these variables correctly and not double counted or miscounted it. It also implies that the actual returns generated by VCs will bear little resemblance to the target returns; the table below summarizes venture capital returns across VC funds over the last year, three years, five years and ten years and compares them to returns on growth equity mutual funds and the S&P 500.
Through Sept 30, 2014; Source: National Venture Capital Association (NCVA)
- Winners and Losers: It is not clear who wins and loses in the pricing game, when sloppiness rules. In periods where entrepreneurial investments are plentiful and venture capital funding is scarce, it probably leads to venture capitalists claiming too large a stake in the businesses that they invest in, given the capital invested. During periods when entrepreneurial investments are scare and venture capitalists are plentiful, my guess it that it leads venture capitalists to overpay for businesses.