GA Angel Financing Course Draft Course Notes 9/26/2011 Target Audience: Founders and other entrepreneurs involved in early

stage start-ups. Likely 1st-timers that have not been through a launch/financing cycle or at least not as a founder/leader. Problem/Question (being addressed by the course): Raising capital for an early-stage ventures is difficult/challenging: How can I successfully raise Angel financing? What do I need to understand about Angels, early stage financing, etc. ? At what point should I raise capital? What are investors looking for? Thesis: By understanding the marketplace for Angel financing and early stage capital (e.g. people, processes, rationale, etc.), entrepreneurs can improve/adapt and raise money more effectively.

Course Outline: Class, Topic, Key Areas Covered I. Introduction to Angel Financing (Class #1)

A. B. C. D. E. F. II.

Course/class set-up Angel financing landscape Who are angel investors Angel (non-$ Capital) Value-Added Identifying the Right Investors Incubators and other programs

Source / Content Description For this class, mostly draw from existing 9/7 Angel Intro materials/presentation

Angel Financing: How to Attract and Pitch (Class #2) A. Fund Raising Process [This section is mostly a set-up for next] 1. 2. 3. 4. Key Steps What happens, Rationale, whos involved Common Problems Key Success Factors / lessons learned

Use process from 9/7 materials; extend and add

B.

Developing B-plan and other key documents [This section is the core of this class] 1. What are Angels looking for?

2. Key documents: what are they, what are they for 3. 4. Common problems Key success factors / lessons learned.

Lots of how-to materials to leverage from NYA and prior presentations Pull examples of good/bad b-plans, decks, one-pages, etc. from my archives

5. Examples and Discussion of each document type C. Developing an Approach

1. Apply understanding of Fund Raising Process and Key Documents to create an approach that fits specific start-ups needs/ situation

TBD

III.

Mechanics of Angel Finance: Nuts and Bolts (Class #3) A. Deal Structures 1. 2. Convertible Preferred vs. Convertible Note Term Sheet Examples

Develop some side-byside examples of structures with commentary, pro/con discussion

3. Key discussion topics: valuation, dilution, negotiation B. Board of Directors 1. 2. 3. 4. Roles/Responsibilities Structures Problems/ what to avoid Success factors / Advice TBD; have thoughts/materials, need to create, it

C.

Other Legal Matters 1. 2. Formational documents (e.g incorporation) (Other) Key Deal Documents

TBD

D. IV.

[other nuts and bolts topics?]

TBD

Post Angel Round (Class #4) A. B. What changes? How are things different? Investor Management 1. 2. C. Investor interactions and requirements How to manage effectively, efficiently

TBD. Mostly, commentary, advice. TBD. Commentary, advice, some examples TBD. Commentary, advice, some examples

Next Round: Raising Additional Capital 1.

2.

What are the options, and the landscape

How to prepare, lay ground work.

3. D.

Another angel round

Venture Capital 1. 2. 3. 4. Similarities / Differences vs. Angel Who are they? How do they differ? When does VC make sense? Not? VC Process

TBD. Mostly similar to Angel but with few notable differences, higher expectations, more institutionalized, less noncapital value/added available? Have VC deliver this section or co-lead TBD

E. V.

[other post angel round topics?]

Capstone: Pulling it all Together (Class #5) [May need to pick A or B (below) to make it fit?] A. Case Study Example 1. Use an sample early stage company from my/NYA portfolio to highlight key elements of first 4 classes B. Live Case Study Review TBD Develop with one of the founders I know. Perhaps have founder come into deliver? Either do this on the fly or perhaps have participants

1. Use / Discuss one or more live examples from the class

submit materials ahead; choose one/several to use Could make very interactive with class offering collaborative input on their colleagues case