Startup entrepreneurs assume what risks when pitching?

Last week I signed four NDAs.

Four!

NDA stands for non-disclosure agreement. A legal document given to someone receiving confidential information. By signing, the person pledges not to share the information for a certain time. If they do, they may be in breach of contract and face legal action.

Companies use NDAs to protect trade secrets and confidential internal information from employees and contractors. Appropriate. If you manage a huge, successful firm, you don't want your employees selling their information to your competitors. To be true, business NDAs don't always prevent corporate espionage, but they usually make employees and contractors think twice before sharing.

I understand employee and contractor NDAs, but I wasn't asked to sign one. I counsel entrepreneurs, thus the NDAs I signed last week were from startups that wanted my feedback on their concepts.

I’m not a startup investor. I give startup guidance online. Despite that, four entrepreneurs thought their company ideas were so important they wanted me to sign a generically written legal form they probably acquired from a shady, spam-filled legal templates website before we could chat.

False. One company tried to get me to sign their NDA a few days after our conversation. I gently rejected, but their tenacity encouraged me. I considered sending retroactive NDAs to everyone I've ever talked to about one of my startups in case they establish a successful company based on something I said.

Two of the other three NDAs were from nearly identical companies. Good thing I didn't sign an NDA for the first one, else they may have sued me for talking to the second one as though I control the firms people pitch me.

I wasn't talking to the fourth NDA company. Instead, I received an unsolicited email from someone who wanted comments on their fundraising pitch deck but required me to sign an NDA before sending it.

That's right, before I could read a random Internet stranger's unsolicited pitch deck, I had to sign his NDA, potentially limiting my ability to discuss what was in it.

You should understand. Advisors, mentors, investors, etc. talk to hundreds of businesses each year. They cannot manage all the companies they deal with, thus they cannot risk legal trouble by talking to someone. Well, if I signed NDAs for all the startups I spoke with, half of the 300+ articles I've written on Medium over the past several years could get me sued into the next century because I've undoubtedly addressed topics in my articles that I discussed with them.

The four NDAs I received last week are part of a recent trend of entrepreneurs sending out NDAs before meetings, despite the practical and legal issues. They act like asking someone to sign away their right to talk about all they see and hear in a day is as straightforward as asking for a glass of water.

Given this inflow of NDAs, I wanted to briefly remind entrepreneurs reading this blog about the merits and cons of requesting investors (or others in the startup ecosystem) to sign your NDA.

Benefits of having investors sign your NDA include:

None. Zero. Nothing.

Disadvantages of requesting investor NDAs:

• You'll come off as an amateur who has no idea what it takes to launch a successful firm.

• Investors won't trust you with their money since you appear to be a complete amateur.

• Printing NDAs will be a waste of paper because no genuine entrepreneur will ever sign one.

I apologize for missing any cons. Please leave your remarks.

Higher startup valuations are often favorable for all parties. High valuations show a business's potential. New customers and talent are attracted. They earn respect.

Everyone benefits if a company's valuation rises.

Founders and investors have always been incentivized to overestimate a company's value.

Post-money valuations were inflated by 2021 market expectations and the valuation model's mechanisms.

Founders must understand both levers to handle a normalizing market.

2021, the year of miracles

2021 must've seemed miraculous to entrepreneurs, employees, and VCs. Valuations rose, and funding resumed after the first Covid-19 epidemic caution.

In 2021, VC investments increased from $335B to $643B. 518 new worldwide unicorns vs. 134 in 2020; 951 US IPOs vs. 431.

Things can change quickly, as 2020-21 showed.

Rising interest rates, geopolitical developments, and normalizing technology conditions drive down share prices and tech company market caps in 2022. Zoom, the poster-child of early lockdown success, is down 37% since 1st Jan.

Once-inflated valuations can become a problem in a normalizing market, especially for founders, employees, and early investors.

the reason why startups are always overvalued

To see why inflated valuations are a problem, consider one of its causes.

Private company values only fluctuate following a new investment round, unlike publicly-traded corporations. The startup's new value is calculated simply:

(Latest round share price) x (total number of company shares)

This is the industry standard Post-Money Valuation model.

Let’s illustrate how it works with an example. If a VC invests $10M for 1M shares (at $10/share), and the company has 10M shares after the round, its Post-Money Valuation is $100M (10/share x 10M shares).

This approach might seem like the most natural way to assess a business, but the model often unintentionally overstates the underlying value of the company even if the share price paid by the investor is fair. All shares aren't equal.

New investors in a corporation will always try to minimize their downside risk, or the amount they lose if things go wrong. New investors will try to negotiate better terms and pay a premium.

How the value of a struggling SpaceX increased

SpaceX's 2008 Series D is an example. Despite the financial crisis and unsuccessful rocket launches, the company's Post-Money Valuation was 36% higher after the investment round. Why?

Series D SpaceX shares were protected. In case of liquidation, Series D investors were guaranteed a 2x return before other shareholders.

Due to downside protection, investors were willing to pay a higher price for this new share class.

The Post-Money Valuation model overpriced SpaceX because it viewed all the shares as equal (they weren't).

Why entrepreneurs, workers, and early investors stand to lose the most

Post-Money Valuation is an effective and sufficient method for assessing a startup's valuation, despite not taking share class disparities into consideration.

In a robust market, where the firm valuation will certainly expand with the next fundraising round or exit, the inflated value is of little significance.

Fairness endures. If a corporation leaves at a greater valuation, each stakeholder will receive a proportional distribution. (i.e., 5% of a $100M corporation yields $5M).

SpaceX's inherent overvaluation was never a problem. Had it been sold for less than its Post-Money Valuation, some shareholders, including founders, staff, and early investors, would have seen their ownership drop.

The unforgiving world of 2022

In 2022, founders, employees, and investors who benefited from inflated values will face below-valuation exits and down-rounds.

For them, 2021 will be a curse, not a blessing.

Some tech giants are worried. Klarna's valuation fell from $45B (Oct 21) to $30B (Jun 22), Canvas from $40B to $27B, and GoPuffs from $17B to $8.3B.

Shazam and Blue Apron have to exit or IPO at a cheaper price. Premium share classes are protected, while others receive less. The same goes for bankrupts.

Those who continue at lower valuations will lose reputation and talent. When their value declines by half, generous employee stock options become less enticing, and their ability to return anything is questioned.

What can we infer about the present situation?

Such techniques to enhance your company's value or stop a normalizing market are fiction.

The current situation is a painful reminder for entrepreneurs and a crucial lesson for future firms.

The devastating market fall of the previous six months has taught us one thing:

1. Keep in mind that any valuation is speculative. Money Post A startup's valuation is a highly simplified approximation of its true value, particularly in the early phases when it lacks significant income or a cutting-edge product. It is merely a projection of the future and a hypothetical meter. Until it is achieved by an exit, a valuation is nothing more than a number on paper.
   

2. Assume the value of your company is lower than it was in the past. Your previous valuation might not be accurate now due to substantial changes in the startup financing markets. There is little reason to think that your company's value will remain the same given the 50%+ decline in many newly listed IT companies. Recognize how the market situation is changing and use caution.
   

3. Recognize the importance of the stake you hold. Each share class has a unique value that varies. Know the sort of share class you own and how additional contractual provisions affect the market value of your security. Frameworks have been provided by Metrick and Yasuda (Yale & UC) and Gornall and Strebulaev (Stanford) for comprehending the terms that affect investors' cash-flow rights upon withdrawal. As a result, you will be able to more accurately evaluate your firm and determine the worth of each share class.
   

4. Be wary of approving excessively protective share terms.
   The trade-offs should be considered while negotiating subsequent rounds. Accepting punitive contractual terms could first seem like a smart option in order to uphold your inflated worth, but you should proceed with caution. Such provisions ALWAYS result in misaligned shareholders, with common shareholders (such as you and your staff) at the bottom of the list.

If asked, run.

An entrepreneur asked me about her pitch deck. A Platform as a Service (PaaS).

She told me she hadn't done her 5-year forecasts but would soon.

I said, Don't bother. I added "time-wasting."

“I've been asked”, she said.

“Who asked?”

“a VC”

“5-year forecast?”

“Yes”

“Get another VC. If he asks, it's because he doesn't understand your solution or to waste your time.”

Some VCs are lagging. They're still using steam engines.

10-years ago, 5-year forecasts were requested.

Since then, we've adopted a 3-year plan.

But It's outdated.

Max one year.

What has happened?

Revolutionary technology. NO-CODE.

Revolution's consequences?

Product viability tests are shorter. Hugely. SaaS and PaaS.

Let me explain:

• Building a minimum viable product (MVP) that works only takes a few months.

• 1 to 2 months for practical testing.

• Your company plan can be validated or rejected in 4 months as a consequence.

After validation, you can ask for VC money. Even while a prototype can generate revenue, you may not require any.

Good VCs won't ask for a 3-year business plan in that instance.

One-year, though.

If you want, establish a three-year plan, but realize that the second year will be different.

You may have changed your business model by then.

A VC isn't interested in a three-year business plan because your solution may change.

Your ability to create revenue will be key.

• But also, to pivot.

• They will be interested in your value proposition.

• They will want to know what differentiates you from other competitors and why people will buy your product over another.

• What will interest them is your resilience, your ability to bounce back.

• Not to mention your mindset. The fact that you won’t get discouraged at the slightest setback.

• The grit you have when facing adversity, as challenges will surely mark your journey.

• The authenticity of your approach. They’ll want to know that you’re not just in it for the money, let alone to show off.

• The fact that you put your guts into it and that you are passionate about it. Because entrepreneurship is a leap of faith, a leap into the void.

• They’ll want to make sure you are prepared for it because it’s not going to be a walk in the park.

• They’ll want to know your background and why you got into it.

• They’ll also want to know your family history.

• And what you’re like in real life.

So a 5-year plan…. You can bet they won’t give a damn. Like their first pair of shoes.

We've fought for humanity's sake. We need equilibrium.

We live in a world of opposites (black/white, up/down, love/hate), thus life is a game of achieving equilibrium. We have a universe of paradoxes within ourselves, not just in physics.

Individually, you balance your intellect and heart, but as a species, we're full of polarities. They might be gentle and compassionate, then ruthless and unsympathetic.

We desire for connection so much that we personify non-human beings and objects while turning to violence and hatred toward others. These contrasts baffle me. Will we find balance?

Anthropomorphization

Assigning human-like features or bonding with objects is common throughout childhood. Cartoons often give non-humans human traits. Adults still anthropomorphize this trait. Researchers agree we start doing it as infants and continue throughout life.

Humans of all ages are good at humanizing stuff. We build emotional attachments to weather events, inanimate objects, animals, plants, and locales. Gods, goddesses, and fictitious figures are anthropomorphized.

Cast Away, starring Tom Hanks, features anthropization. Hanks is left on an island, where he builds an emotional bond with a volleyball he calls Wilson.

We became emotionally invested in Wilson, including myself.

Why do we do it, though?

Our instincts and traits helped us survive and thrive. Our brain is alert to other people's thoughts, feelings, and intentions to assist us to determine who is safe or hazardous. We can think about others and our own mental states, or about thinking. This is the Theory of Mind.

Neurologically, specialists believe the Theory of Mind has to do with our mirror neurons, which exhibit the same activity while executing or witnessing an action.

Mirror neurons may contribute to anthropization, but they're not the only ones. In 2021, Harvard Medical School researchers at MGH and MIT colleagues published a study on the brain's notion of mind.

“Our study provides evidence to support theory of mind by individual neurons. Until now, it wasn’t clear whether or how neurons were able to perform these social cognitive computations.”

Neurons have particular functions, researchers found. Others encode information that differentiates one person's beliefs from another's. Some neurons reflect tale pieces, whereas others aren't directly involved in social reasoning but may multitask contributing factors.

Combining neuronal data gives a precise portrait of another's beliefs and comprehension. The theory of mind describes how we judge and understand each other in our species, and it likely led to anthropomorphism. Neuroscience indicates identical brain regions react to human or non-human behavior, like mirror neurons.

Some academics believe we're wired for connection, which explains why we anthropomorphize. When we're alone, we may anthropomorphize non-humans.

Humanizing non-human entities may make them deserving of moral care, according to another theory. Animamorphizing something makes it responsible for its actions and deserves punishments or rewards. This mental shift is typically apparent in our connections with pets and leads to deanthropomorphization.

Dehumanization

Dehumanizing involves denying someone or anything ethical regard, the opposite of anthropomorphizing.

Dehumanization occurs throughout history. We do it to everything in nature, including ourselves. We experiment on and torture animals. We enslave, hate, and harm other groups of people.

Race, immigrant status, dress choices, sexual orientation, social class, religion, gender, politics, need I go on? Our degrading behavior is promoting fascism and division everywhere.

Dehumanizing someone or anything reduces their agency and value. Many assume they're immune to this feature, but tests disagree.

It's inevitable. Humans are wired to have knee-jerk reactions to differences. We are programmed to dehumanize others, and it's easier than we'd like to admit.

Why do we do it, though?

Dehumanizing others is simpler than humanizing things for several reasons. First, we consider everything unusual as harmful, which has helped our species survive for hundreds of millions of years. Our propensity to be distrustful of others, like our fear of the unknown, promotes an us-vs.-them mentality.

Since WWII, various studies have been done to explain how or why the holocaust happened. How did so many individuals become radicalized to commit such awful actions and feel morally justified? Researchers quickly showed how easily the mind can turn gloomy.

Stanley Milgram's 1960s electroshock experiment highlighted how quickly people bow to authority to injure others. Philip Zimbardo's 1971 Stanford Prison Experiment revealed how power may be abused.

The us-versus-them attitude is natural and even young toddlers act on it. Without a relationship, empathy is more difficult.

It's terrifying how quickly dehumanizing behavior becomes commonplace. The current pandemic is an example. Most countries no longer count deaths. Long Covid is a major issue, with predictions of a handicapped tsunami in the future years. Mostly, we shrug.

In 2020, we panicked. Remember everyone's caution? Now Long Covid is ruining more lives, threatening to disable an insane amount of our population for months or their entire lives.

There's little research. Experts can't even classify or cure it. The people should be outraged, but most have ceased caring. They're over covid.

We're encouraged to find a method to live with a terrible pandemic that will cause years of damage. People aren't worried about infection anymore. They shrug and say, "We'll all get it eventually," then hope they're not one of the 30% who develops Long Covid.

We can correct course before further damage. Because we can recognize our urges and biases, we're not captives to them. We can think critically about our thoughts and behaviors, then attempt to improve. We can recognize our deficiencies and work to attain balance.

Changing perspectives

We're currently attempting to find equilibrium between opposites. It's superficial to defend extremes by stating we're only human or wired this way because both imply we have no control.

Being human involves having self-awareness, and by being careful of our thoughts and acts, we can find balance and recognize opposites' purpose.

Extreme anthropomorphizing and dehumanizing isolate and imperil us. We anthropomorphize because we desire connection and dehumanize because we're terrified, frequently of the connection we crave. Will we find balance?

Katrina Paulson ponders humanity, unanswered questions, and discoveries. Please check out her newsletters, Curious Adventure and Curious Life.

The Habit of Learning implies constantly learning something new. One daily habit will make you successful. Learning will help you succeed.

Most successful people continually learn. Success requires this behavior. Daily learning.

Success loves books. Books offer expert advice. Everything is online today. Most books are online, so you can skip the library. You must download it and study for 15-30 minutes daily. This habit changes your thinking.

Typical Successful People

• Warren Buffett reads 500 pages of corporate reports and five newspapers for five to six hours each day.

• Each year, Bill Gates reads 50 books.

• Every two weeks, Mark Zuckerberg reads at least one book.

• According to his brother, Elon Musk studied two books a day as a child and taught himself engineering and rocket design.

Learning & Making Money Online

No worries if you can't afford books. Everything is online. YouTube, free online courses, etc.

How can you create this behavior in yourself?

1) Consider what you want to know

Before learning, know what's most important. So, move together.

Set a goal and schedule learning.

After deciding what you want to study, create a goal and plan learning time.

3) GATHER RESOURCES

Get the most out of your learning resources. Online or offline.