Office Hours with Vela Wood

In this episode, we discuss the pros and cons of using convertible debt from both an investor and company perspective, the three different scenarios that will cause a conversion, and when you should and shouldn't use KISS or SAFE agreements.  See "Episode Website" for show notes.

In this episode, we discuss best uses of cap tables, online cap table management platforms, and how VCs and companies each approach calculating price per share. See "Episode Website" for show notes.

In this episode, we discuss restriction on sales, assigning confidential information to the company, tag along rights, no-shop agreements, and indemnification clauses.  See "Episode Website" for show notes.

In this episode, we discuss the difference between compounding and non-compounding dividends, why VCs ask for redemption rights, when conditions precedent matter, what's included in information rights, and suggested thresholds for registration rights and ROFO. See "Episode Website" for show notes.

In this episode, we discuss which activities a company's board of directors must approve, how long a company should keep control of its board, the difference between a board member and board observer, and negotiating a threshold for protective provisions.  See "Episode Website" for show notes.

In this episode, we discuss why venture-backed startups must vest their equity, why you shouldn't give employees Restricted Stock Purchase Agreements, how to get VCs to agree to a smaller option pool, and the difference between full ratchet anti-dilution and weighted-average anti-dilution. See "Episode Website" for show notes.

In this episode, we discuss why the difference between pre-money valuation and post-money valuation matters when negotiating with a VC, why price per share is critical in later financing docs, what is included in a fully-diluted basis, why accepting a lower valuation can be the best option, the difference between participating preferred stock and non-participating preferred stock, and why play-to-...

In this episode, we discuss who is responsible for providing the term sheet, which parts of a term sheet are binding, the different types of term sheets, and what should be included in a term sheet.  See "Episode Website" for show notes.

In this episode, we discuss how to determine how much money to raise, how to prepare a pitch deck, whether or not you need a PPM, four key roles of a lead investor, and first practical steps after deciding to raise money.  See "Episode Website" for show notes.

Note: We recommend listening VDR Ch.16 first, before VDR Ch.1 In this episode, we discuss the non-monetary value your VC should provide, issues with Friends and Family financing, how the angel investor ecosystem has evolved, and how paying advisors success fees can violate SEC laws. See "Episode Website" for show notes.

If you're a startup looking to raise capital, here is some of the basic language you need to know. See "Episode Website" for show notes.

If you're a startup looking to raise capital, here is some of the basic language you need to know. See "Episode Website" for show notes.

Kevin interviews Daniel De Valdenebro of LiftFund about alternative lending sources for small businesses.  See "Episode Website" for show notes.

In this episode, we discuss the do's and don'ts of terminating employees. A must listen for any small business owner or startup. See "Episode Website" for show notes.

You know all of those provisions at the end of contracts and agreements under "Miscellaneous"? Do you ever wonder what they mean? In this episode, we discuss choice of law, venue, and attorneys' fees. See "Episode Website" for show notes.

Kevin interviews Dorie Pickle, the founder and director of Creative Pickle, an Austin-based digital agency, about running her own business. See "Episode Website" for show notes.

Kevin interviews our client Matt Alexander about his experience launching a curated fashion startup. See "Episode Website" for show notes.

Some contracts "automatically renew" unless you affirmatively reject the renewal period. In this episode, we discuss this litigation trap, and how to avoid it. See "Episode Website" for show notes.

In this episode, we discuss some common pitfalls when classifying workers as independent contractors. See "Episode Website" for show notes.

The last 5 of 10 things we’ve learned about starting a new business. See "Episode Website" for show notes.

The first 5 of 10 things we've learned about starting a new business. See "Episode Website" for show notes.

Choosing a domain name is important. Don't choose the wrong extension. See "Episode Website" for show notes.

In our first episode, we introduce ourselves and seek a little outside help in coming up with a better name than "Podcast." See "Episode Website" for show notes.