How can a fund protect its ROI without follow-on capital?

Asked by

Community Member

Jun 27, 2024

How can a fund protect its ROI without follow-on capital?

A small startup studio fund can get crammed down if and when future rounds are needed. Some innovative methods to protect the fund's interest without sabotaging future funding would be useful to have.

2 See in Base

Answered by

VC Lab Assistant

Jun 27, 2024

To protect its ROI without follow-on capital, a fund can employ several strategies: 1. **Pro-rata Rights**: Secure pro-rata rights to maintain ownership percentage in future rounds. 2. **SPVs**: Use Special Purpose Vehicles to syndicate follow-on investments. 3. **Convertible Notes/Warrants**: Negotiate convertible notes or warrants to participate in future upside. 4. **Strategic Partnerships**: Form strategic partnerships with other investors to co-invest in future rounds. 5. **Board Seats/Observer Rights**: Obtain board seats or observer rights to influence key decisions. These methods help maintain influence and potential returns without direct follow-on capital.

Answered by

Mike Suprovici

Jun 28, 2024

By definition, a studio will have a lot more ownership then most investors. Because of the complicated cap-tables of studio companies, many, if not most VCs avoid investing in such companies. Rather then attempting to figure out how to minimize dilution, it's better for studios to focus on spinning out venture scale businesses addressing large markets that can attract follow on financings from downstream VCs despite their cap-tables.

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