中超1.3亿引进的巨星 1分钟不上只能玩 

What is the impact of early exits for studios? I confess, I got this wrong. Then I modeled it. Gamechanger. I confess, I have a VC bias. I have a lot of experience in the venture capital space as a startup founder, student of the venture capital business model, and in my work with studios that often focus just on venture capital. Early exits just sounded weird. Exit after the first or 2nd outside round? Too early! This is a hits driven business! WHY do that?!?!? Turns out, I was wrong. Here is the scenario. A studio has raise $20M to build a cohort of 10 companies in 3 years. They are true cofounders, removing the need for 1-2 founders, bringing a team, and providing hands on support for 18 months. They take 50% and provide $1M in capitalization to each company. They take a 50% common stake, are diluted by the 20% options pool they establish day one and the $1M preferred investment they make at pre-seed valuation of $8M for a 12.5% preferred stake. With the first outside investment targeting a Seed round of $3M at a 13.5M valuation for a 22.2% dilution (inline with Carta’s Q4 2023 data). They perform on par with the studio data, with 60% of their companies raising a Series A. What is the impact of a policy to sell a portion of their common stock at this point? Assuming a $9M Series A raise at a $45M valuation, the studio would have 21.16% of the common stock after the Series A, matched with the sole founder in the company. Total Value of the studio’s common stake is $9.522M for each portfolio company. With 6 portfolio companies that make it to Series A that is a value of $57.132M. Not including the preferred stake. Selling 25% yields $14.283M, an MOIC of 0.714. Selling 50% yields $28.556M, an MOIC of 1.427. Selling 75% yields $42.849M, an MOIC of 2.142. Selling 100% yields $57.132M, an MOIC of 2.856. Sell it all and still retain a 12.5% preferred stake (diluted to 9.44% after the Series A). This is HUGE. Why? We have returned 2.85x to LPs in 5 years (3 years build plus 2 years to get to Series A on average for studios) half time of the average VC fund AND still have typically sized seed/pre-seed investment stakes in 6 companies. Add in a preferred investment and it just gets better. Series B? Add 0.352 MOIC. Series C? Add 0.539 MOIC. Series D? Add 1.178 MOIC. Series E for $1B? Add 2.88 MOIC. Here’s a question for the crowd. Should studios play the early exit game or the follow on game? Either pro-rata or expanding ownership. BTW - This is from my beta financial model of a multi-fund, multi-strategy, multi-legal structure studio financial model. It’s a beast, but the capability and fidelity to explore these critical strategic decisions is powerful as I architect studios with clients.

?? We’ve had 8 exits to date, here’s what I’ve learned Early exits are often not big winners but they still can be meaningful to managment and for recycling capital Some things that stood out are - There is minimal correlation to revenue traction and exit value. Some of the highest traction had the lowest exits - There is high correlation to industry and exit value with software being the highest and E-commerce and wellness being the lowest - There is high correlation to the years exited and exit value. 2020-2021 saw highest exit values, 2022-2023 the lowest and 2024 has been in the middle The timing correlation was highest amongst the three. It showed me how much timing matters for liquidity. As a 2019 fund we didn’t have companies of significant scale in 2021 which means we couldn’t capture the largest liquidity ever in VC. We have already seen a substantial increase in exits values this year compared to 2022-2023 I’ve talked to many of my peers who also started 5 years ago it’s been consistent that most couldn’t capture the 2020-2021 value creation I’m now most focused on ensuring we have companies of scale during the next bull cycle. None of us know when that’ll be, but ensure you are best positioned for that moment

As I continue to entertain the idea of building a venture capital firm in Latin America (at some point), I’ve become obsessed with questioning my assumptions. What works, what doesn’t, and what are the structural realities of LatAm that fundamentally reshape how a VC firm should be built. One belief I held—until my recent conversation with Paulo Passoni—was that M&A could be a viable exit strategy for venture capital in LatAm. Paulo’s argument made me think deeper on the subject. His take is that M&A is a trap for venture investors. It works in private equity, where entry multiples are low, but it fundamentally breaks down in a power-law-driven asset class like venture capital. Here’s why: 1.?Power Laws Don’t Work on $200M Exits?– Venture capital is an outlier business. It’s the 10x+ returns that make the model work, and M&A simply doesn’t deliver those outcomes in LatAm. Paulo pointed out that while 70% of portfolio companies may ultimately exit via M&A, at least 30% need to go public for the fund math to hold. Without IPO-scale outcomes, venture firms cannot generate the kind of returns their LPs expect. 2.?The ~$200M Exit Ceiling vs. $500M Entry Valuations?– In LatAm, acquisitions tend to land between $100M and $300M. That is a fundamental problem when venture firms are entering deals at $500M+ valuations. Underwriting for M&A means banking on 3-4x revenue exits, but that does not work in an industry where returns are concentrated in a handful of massive wins. 3.?M&A is a Game of Adverse Selection -?If you want to build a portfolio that?relies on M&A exits, you need to be?extraordinarily disciplined?on entry valuations. You need to invest at?3x revenue or lower?because you will likely exit at the same multiple. But here’s the problem:?The best companies in LatAm are never going to let you in at that price.?The moment you try to execute this strategy, you end up backing second-tier businesses rather than companies with a real shot at compounding into billion-dollar enterprises. The Only Exit That Works in Venture: IPOs M&A alone does not produce venture-scale returns. The only viable strategy is underwriting for companies that can go public. That does not mean every investment needs to IPO, but if at least 30% of a portfolio isn’t IPO-track, the model breaks. This changes the entire way we should think about venture in LatAm: ??If a company is not?potentially IPO-able, it shouldn’t be a venture investment. ??The?IPO threshold is rising, with U.S. markets demanding?$300M+ in revenue?at strong margins. ??The right way to think about exits is?not just finding acquirers, but?pre-selecting the founders and businesses that could become the next MercadoLibre or Nubank. Everything else is just private equity with bad economics.

When I hear about startup exits, my first thought is: did founders (and investors) make money? This is the brutal truth of startup exits that no one talks about. A thread on why founders often end up with nothing, even after a "successful" exit: Here's what really happens in most startup exits: 1. Let's say you sell your company for $100M - $63M goes to Series A/B investors - $10M to seed investors - $27M split between 3 co-founders - 37% capital gains tax - Personal loans & debt repayment = $4.8M take-home after 7 years But that's the GOOD scenario. Here's what usually happens... Most founders get nothing because of the "preference stack": ? Debt holders get paid first ? Then secured loans ? Then employee salaries ? Then investors (in order of preference) ? Founders are dead last I've seen countless companies where founders walked away with $0 after "successful" exits. Why? The dark side of venture debt: ? VCs push you to take "cushion debt" ? Debt comes with strict covenants ? Miss a covenant? Entire amount due immediately ? Lenders don't care about your growth story ? They'll kill the company to recover their money The real kicker? Many founders stay quiet about this because they're afraid of burning bridges with VCs. They think: "If I speak up, I won't get funded next time." But here's what VCs actually care about: VC math is brutal: ? They need 100x returns ? Your $5M exit is a rounding error ? They're playing for billion-dollar outcomes ? Everything else is a write-off A VC once told me: "10x return is great for angels, but surprisingly not that great for seed funds." Let that sink in. Key lessons for founders: 1. Get a personal lawyer before fundraising 2. Never make immediate decisions on investor calls 3. Don't take venture debt unless absolutely necessary 4. Remember: VCs aren't your friends or enemies - they're playing their own game The most underrated advice? When an investor pressures you for an immediate decision, just say: "Let me think about what's best for the team and company." Then consult your advisors. Ego and pressure make founders rush. Don't. Your company might be doing $50M in revenue next month, but debt holders don't care. They'll kill it today for their $10M. That's their game. Because in startups, what looks like a win on paper... often isn't. The best leverage is building a profitable company that doesn't need external capital to survive.

Me: I'm rejecting all our VC offers. Term sheets, convertible notes, equity financing - everything. Co-Founder: Wait, what? That doesn't make sense. Didn't that SV?fund offer us great terms? Me: The term sheet said they did. And maybe it looked good... on paper. But look at what happens as the rounds go on. The more we raise - Series B, C, etc–the more ownership we give up and we get less control with every dollar. Dilution math. It's not sustainable. Co-Founder: But if we turn funding off, won't our growth hit a ceiling? Me: In the short term, maybe. But maybe not. Nobody in SaaS has the courage to find out because everybody is terrified of turning down anything that "fuels hypergrowth." Personally, I want to build something I actually own. And, I also want to spend all my engineering time and money creating a product people actually want to pay for, not what VCs think might become a unicorn someday. Co-Founder: That sounds great in theory, but how will you know it's working? Me: Quarter by quarter we won't have the same growth charts. But here's the thing - I ran the numbers last night and it shocked me. VC-backed founders end up with about 8% ownership after multiple rounds, which means on a $100M exit, they might see $8M before taxes. Meanwhile, we can build a $6M ARR business with 94% ownership, taking home $2.8M annually with 52% margins - all while keeping complete control. Co-Founder: So your plan is to build a slower-growing business that you actually own? Me: Exactly. The downside is we don't have fancy TechCrunch articles or unicorn status to brag about, but all that is vanity anyway. Just because you can raise a round doesn't mean you're building real value. Most of the time it's just delaying the inevitable dilution, with VCs claiming credit to justify more funding. Co-Founder: I still don't understand why we wouldn't chase the bigger exit like everyone else. Me: When founders chase unicorn exits, they're giving up 92% of their company hoping to be in the lucky 0.8% that succeeds. When they focus on customer-funded growth, they can build a business that pays them $2.8M a year with full control. When it comes time to decide what's next, we'll have real options - operate independently, sell for $32M, or continue scaling - all on our terms, not a board's. Co-Founder: So it becomes a type of wealth-building advantage... Me: I've watched dozens of funded companies give away 92% of their equity since we started building. With today's tools and technology, things are only going to move toward efficiency. In the future, ownership will be this type of wealth engine, built up over months if not years, one paying customer at a time. Co-Founder: Alright, I'm starting to see where you're coming from. Me: I forgot one more thing... If it all works out, HubEngage will be completely ours. Not 8% of something big, but 94% of something real. Co-Founder: You know what, I like that vision...

Post-SPV Investment → Stories & Examples of GP decision making impact I've heard stories from LPs in my syndicate of other GPs selling an SPV (as a secondary transaction) they? participated in to another buyer. The LPs were upset because they felt the position was sold too quickly (< 18 months from the investment) which disappointed some LPs and was not in line with their expectations, who believed these positions would be held until a liquidity event. Time will tell if that was a good or bad decision, but it happens, which is part of the reason it’s important to know and trust the Syndicate managers. I’ve seen scenarios where SPV’s were marked up substantially (10x+) with the GP opting to sell a portion of the shares to return 2x-4x capital to LPs while still keeping the majority of the SPV’s capital in the deal for future upside. Every scenario here is different but I generally think this can be good for LPs to realize some capital at a 2x-5x+ while keeping more capital for additional upside. Others may disagree, as the age old adage in venture has been to let your winners ride, but this may no longer be the case given 1) the speed to markups for companies and 2) speed of disruption. To state the obvious, the status and position of the company in these scenarios is extremely important but generally speaking it can be great to realize a return while keeping 50%+ of the SPV’s capital in the company for future upside. A scary example is when GPs who syndicate deals completely leave the ecosystem. If they are not involved and actively making future decisions on pro-rata and/or pay-to-play rounds etc., then who is? Nobody, and that’s the problem as that syndicate might miss out on crucial post-investment decisions/opportunities. Pay-to-Play rounds can be uniquely tough for syndicates. In these scenarios, you typically need to invest additional capital to keep your ownership in the business and these really only happen when the company is in a less than ideal financial / business situation. While the Company’s situation at the moment may not be great, these rounds can wipe out LP investment if they’re not evaluated/managed. They can occasionally be a compelling investment opportunity if capital can solve the company’s problems and/or there’s large warrants etc to participating investors, among other scenarios. The reality is, you never really know as it’s an investment in a company that desperately needs cash, but if the GP does not evaluate and/or bring this opportunity forward to existing (and new LPs) then the SPV manager is essentially forfeiting their ownership in the business and previous LPs in the SPV lose out on their ownership. That being said, completing pay-to-play rounds as a syndicate has proven to be extremely challenging.? -- Powered by Sydecar and Forge, Last Money In Media is the most actionable venture capital newsletter. Written by Zachary Ginsburg and Alex Pattis, global syndicate leaders with 800+ SPVs closed.

I’ve had a few founders reach out lately with the same question: “How do I think about what I actually own after a majority recap?” They see a headline like "$100M valuation" and assume they’re set. But after advising on dozens of deals, here’s what I tell them: Just because you still have 20% equity on paper… Doesn’t mean you’re walking away with 20% of the next exit. So let’s break it down. ? You likely have preferred equity ahead of you. – VC/PE investors typically have 1–1.5x liquidation preferences (can be worse) – Meaning they get paid before your common equity sees a dollar – If the business sells for less than the post-money valuation, your ownership is diluted in real terms ? You’ve probably agreed to a drag-along and board control. – You may not control when or how the next exit happens – If the investor wants to exit and you don’t, you may have no say – If you want to exit and they don’t, you definitely have no say ? Earnouts, option pools, and secondary rounds chip away. – Future management hires, retention grants, and dilution from strategic rounds reduce your stake – Most founders don’t model this out and are surprised by how small the second bite is ? You now have reporting obligations and governance friction. – You’re not the final word anymore – You’ll need to align with board priorities on capital allocation, hiring, M&A, and GTM strategy ? Your equity is illiquid. – You can’t sell it whenever you want – There’s no market for it until the next transaction – If the company grows slowly or doesn't transact, your wealth is stuck… AND at risk That doesn’t mean majority recaps are bad. They can be great. Liquidity + growth capital + strategic help = real upside. But you need to go in with eyes open. Know what you’re signing. Understand the capital stack. And build your second bite on clear economics, not just ownership %. If you're heading into a recap or raise and want a second set of eyes on how your equity converts to funds wired to your account, I'm happy to help. #FounderAdvice #PrivateEquity #Liquidity #Recap

When Hany and I decided to start ACME Capital, we went on a hike to work through the details. I vividly remember a central debate (the first of many): whether sourcing or exiting companies was more important. Hany was adamant that exiting, at minimum, deserves a position equal to sourcing. He was right; and he loves being right. In today's Venture 4.0 environment, this insight has proven critical to survival. → A defining challenge of Venture 4.0 is the stockpile of unicorns stuck in private purgatory. This "liquidity debt" left by the previous era must be addressed, and how we address it will fundamentally shape this next phase → The capital recycling loop - VCs returning capital to LPs, LPs recommitting to VCs - is breaking down, endangering future innovation financing. This is an ecosystem-wide problem requiring an ecosystem-wide solution → Today's secondary funds are thriving ($162B 2024 volume) and offer a critical but partial path forward, yet this volume is still dwarfed by the sheer scale of the $2.7T unicorn backlog that continues to expand daily → Investment bankers won't solve this; they're transaction-focused and excel at optimizing deals that are ready, not manufacturing exits from scratch → Founders shouldn't be expected to solve it; their singular focus on building exceptional businesses is precisely what creates exit optionality in the first place → A large part of the responsibility falls on us as VCs. Exits are one of the most critical parts of investing - arguably the hardest part - especially in challenging markets → We can not be passive participants in venture’s exit ecosystem → The days of "invest and hope" are behind us. Being a venture capitalist in Venture 4.0 means we cannot simply monitor quarterly board decks and offer support - we must align with the Founders and actively architect and pursue exit solutions for our portfolios →?This means getting creative: driving consolidation among portfolios, developing meaningful relationships with strategic acquirers, building connections with PE firms, exploring joint ventures, and dare I say, even revisiting SPACs and other creative paths to liquidity → My dad (“Big AL”) would say we need to get off our keisters. If you don't know how to actively drive exits for your portfolio companies, you're not delivering the full value you promised to your founders and LPs → To thrive in Venture 4.0, VCs need to roll up their sleeves, leverage their networks, and manufacture liquidity - rather than hope and wait for it to appear Pictured: Hany and I on that fateful hike. Hopefully, this post counts as a sufficient 'I told you so' for him ;).