注:大多数vc在决定给你投资1000万美元的时候,它们通常并不会一次性将1000万美元打入你的公司帐户,而是根据公司的发展(设置一些Milestone)达到不同的要求再继续入资。
版权作者:brad@feld.com
Q: What type of structure have you seen where the VC agrees
to fund over some time period 18-24 months and up to some
level.
A: (Brad): These are commonly called “Tranched
Financings.” The typical approach is that a VC
commits to fund a specific amount in multiple “tranches” based on
the company achieving some milestones. For
example, assume a $10m financing broken up into two tranches - an
initial $5m investment on day 1 and another $5m investment after 12
months assuming the company “releases a product with performance
characteristics acceptable to the investor.”
There are numerous derivatives of this case.
The valuation on each tranche (or price per share) can be held
constant or can vary (typically increase) for the second
tranche. The trigger (what causes the second
tranche to get funded) can either be under the VC control (similar
to a put option) or the company control (similar to a call
option). The amounts for each tranche can vary
(they don’t have to be the same) and there may be even more
tranches (I’ve seen situations where there are monthly tranches
over a twelve month period.) Finally, the
characteristics of the trigger vary widely.
An alternative approach is to have a warrant attached to the
financing round that is exercisable at the discretion of the
investor within some time period. This serves a
similar purpose to a tranched financing, but gives the investor
more control and potential option value in the case where the
company is acquired early before the warrant expires.
Tranched financings tend to come into play more frequently in
downside cases where a company and its investors are trying to
extend the company’s life either to an exit event or another
financing. In these cases, the investors want to
run a single process within their firms for getting approval for an
investment, but then want to maintain control over how much money
they invest at any given time in case the deal goes completely
south (leaving the flexibility to decide to pull the plug in the
hands of the investor.)
Occasionally tranches are used in the early stages of
investments although more recently I seen the “warrant approach”
instead of a tranched approach.