If you're raising money for your startup, understanding equity, SAFEs, and dilution is crucial. Without this knowledge, you could accidentally give away too much of your business and end up with a smaller share when it becomes successful. Let’s break down these key concepts to ensure you're ready for venture capital and company financing.
For more insights into company financing, venture capital, and SAFEs, check out Raise Millions from Hustle Fund here.
Imagine a pizza in front of you. At the start, you and your co-founders own 100% of the pizza—this represents your business. Let’s say your pizza is worth $20, but your goal is to grow its value. Ideally, this pizza could be worth $1 billion someday, with the help of equity investors.
To achieve that growth, you’ll need help from others—venture capital firms, angel networks, or key employees. In return for their contributions, you'll give away slices of the pizza. Each slice represents equity investment, or ownership in your company. For example, if an investor receives 5% equity, they now own 5% of your business.
Giving away equity means your ownership decreases, but the right partners can help increase the value of your pizza. Even if you own only 15% of the pizza by the end, if the company’s value grows to $1 billion, your slice will be worth $150 million. This is why smart capital raising can be so valuable.
However, it’s crucial to be cautious about how much equity you give away during each seed round or VC firm investment. Each slice you give away represents a portion of your company, so you want to make sure you retain enough to stay motivated and in control.
Every time you give away a slice of your pizza (equity), your ownership percentage shrinks—this is called dilution. Founders typically give away 10-20% of their equity during each fundraising round. After a seed round, it’s common for founders to still own the majority of their company. However, by the time you reach your Series B, your slice may be smaller, but if the company is growing, this isn’t necessarily a bad thing.
Understanding the capitalization table (cap table) is critical here. The capitalization table tracks who owns what slice of the company and how ownership changes with each investment round. This helps you maintain control over your business and see how much equity each investor—whether they come from angel networks or VC firms—has received.
Now, let’s talk about SAFEs (Simple Agreement for Future Equity). A SAFE isn’t a slice of pizza right away—it’s more like a ticket for a slice that the investor can claim in the future. With a SAFE, an investor isn’t given immediate equity; instead, they receive the promise of equity investment later.
In other words, a SAFE is an agreement that converts into equity when your company goes through an equity financing round, an acquisition, or an IPO. If the company fails, the SAFEs become worthless, which is why it’s important to understand how SAFEs impact your capital raising and company financing strategy.
For a deeper understanding of SAFEs, you can read an Investopedia article on this topic here.
There are two types of SAFEs: pre-money and post-money. Pre-money SAFEs were introduced by venture capital accelerator Y Combinator to make it easier for startups to raise funds. However, pre-money SAFEs can make it hard to track how much of your pizza you’ve given away, leading to confusion about your actual ownership.
One founder discovered too late that he only owned 35% of his company after using pre-money SAFEs for several rounds of funding. This is why it’s important to keep your capitalization table up-to-date and clear.
Post-money SAFEs, on the other hand, provide more clarity. With post-money SAFEs, you can easily calculate how much of your company you’re selling in exchange for funding. For example:
This straightforward math helps both you and your equity investors understand how much equity is being given away with each capital raising round.
In the end, it’s important to be strategic about how you distribute your equity. Whether you’re raising money through a seed round, SAFEs, or a direct equity investment from VC firms or angel networks, knowing how to manage dilution and understanding your capitalization table will help you maintain control over your company.
When you're starting a business, one of the most important decisions you'll make is where to incorporate your company. Eric Bahn, a successful entrepreneur and investor, learned this the hard way when he chose to set up his education startup as a California LLC rather than a Delaware C-Corp. Upon selling the business, his accountant revealed that he could have saved a significant amount on taxes had he chosen to incorporate in Delaware.
To help you avoid this costly mistake, here’s why incorporating your business in Delaware could be a smart move—especially if you’re planning to raise venture capital or seek equity investors.
Delaware is renowned for its business-friendly laws, which are designed to help businesses thrive. The state's corporate governance laws make it easier for companies to handle compliance, legal matters, and lawsuits compared to other states with stricter regulations. This is particularly advantageous when dealing with equity investment and navigating the complexities of a capitalization table.
By incorporating in Delaware, you’ll have fewer legal obstacles, giving you more time to focus on growing your business and attracting venture capital firms.
A major reason why so many entrepreneurs opt for Delaware C-Corps is the potential for substantial tax savings. Under the Qualified Small Business Stock (QSBS) exemption, if your company has been operating as a Delaware C-Corp for over five years before being acquired, you could be exempt from paying federal taxes on the sale.
This tax break could save founders and equity investors a significant amount of money. For Eric Bahn, incorporating in Delaware could have greatly reduced his tax bill after the sale of his business. Additionally, venture capital and angel networks are more inclined to invest in Delaware C-Corps due to these tax advantages, ensuring everyone benefits during a capital raising event or exit.
It's important to consult a tax expert to understand all the specifics, but these savings make Delaware an appealing option for businesses looking to attract equity investors and venture-backed financing.
Incorporating as a Delaware C-Corp is a no-brainer if you're planning to raise money from VC firms or angel networks. Investors, especially in seed rounds, prefer Delaware C-Corps due to the state’s predictable legal framework and favorable tax treatment. For example, investors won’t be taxed on profits while the business is operating but only on their gains when the company is sold or goes public.
By setting up as a Delaware C-Corp, you make your business more attractive to venture capital and equity investors, helping you secure investment more easily. In fact, many venture capital firms actively seek out Delaware C-Corps, so incorporating there puts you in a prime position to raise funding. Learn more about why venture capitalists prefer Delaware C-Corps here.
If you've already incorporated your company in another state, don’t worry—switching to a Delaware C-Corp is relatively straightforward. There are legal services that can help you transition quickly and smoothly, so you can start enjoying the benefits of Delaware incorporation right away.
Incorporating your business in Delaware offers several benefits, from its business-friendly laws to potential tax savings and increased attractiveness to venture capital firms and equity investors. The state's corporate structure is ideal for businesses planning to go through multiple rounds of capital raising or those preparing for a future seed round.
For entrepreneurs who want to maximize their opportunities and minimize their tax burdens, Delaware is a top choice. Take the time now to explore the advantages of Delaware incorporation—it could save you significant money and make your business more appealing to investors down the line.
For more insights on company financing and raising venture capital, check out Raise Millions from Hustle Fund here.
Getting an offer from an investor for your business is a big deal. It might feel like the right move is to say "yes" right away, but slowing down and thinking things through can actually help you get more than just money from the deal. Here are two important steps to take before agreeing to any investor's offer.
When an investor shows interest in your business, the first thing you should do is thank them for believing in your idea. However, instead of quickly agreeing to their offer, let them know you're still figuring out the details of your fundraising.
One way to do this is by asking them to fill out a form that shows how much they want to invest and how they can help your business beyond just giving you money. This puts the decision-making power back in your hands, allowing you to see if they’re the right fit for your business.
By taking your time and not rushing to accept, you give yourself a chance to make sure this investor can provide more than just financial support. It also shows them that you’re careful and thoughtful about who you bring into your business.
For more details on this, you can check out this blog post from Hustle Fund.
Money is important, but a good investor can also offer advice, experience, and connections. Some investors have skills in different areas like marketing, leadership, or building strong teams. These skills can be just as valuable as their investment.
When deciding whether to accept an investor’s offer, think about how their knowledge and network could help you grow your business. The best investors bring more to the table than just cash—they can open doors, provide guidance, and help you avoid common mistakes.
Even if you don’t have many offers on the table, it’s still important to take the time to ask how an investor can contribute beyond money. Building relationships with investors who have a variety of skills will give your business more tools to succeed.
Before making a final decision, ask yourself these key questions:
These questions will help you figure out if an investor is truly the right fit for your company. For more questions to consider, take a look at this helpful Forbes article.
Accepting an investor’s offer is a big decision. Instead of jumping at the first chance for funding, take a little time to evaluate whether this investor can offer more than just money. The right investor will be a long-term partner who helps you grow your business in different ways. By thinking carefully and making smart choices, you’ll be setting your business up for future success.
If you're starting a new company and looking for investors, it's important to be prepared for the questions they might ask. Venture capitalists (VCs) are people or firms that invest money in startups in exchange for a share of the company. They want to make sure that your business has a good chance of success before they invest.
Investors want to know about the people running the company. They might ask:
They ask these questions to see if your team has the skills and commitment needed to make the business successful.
VCs need to understand the problem your company is trying to fix. They may ask:
Being able to clearly explain the problem shows that you understand your market and the needs of potential customers.
After understanding the problem, investors want to know about your solution. Questions might include:
You need to show how your solution stands out and why it's better than existing options.
Investors care about the size of your market. They might ask:
Showing that there is a large and growing market can make your company more attractive to investors.
VCs are interested in how you plan to attract and retain customers. They may ask:
Having a clear plan for gaining and keeping customers shows that you know how to grow your business.
Investors will want to know about your competitors. They might ask:
Understanding your competition helps investors see how you can succeed in the market.
VCs look for signs that your business is gaining momentum. They may ask:
Showing progress can increase investor confidence in your business.
Finally, investors will ask about your funding requirements. Questions might include:
Being clear about your financial needs and plans shows that you have thought carefully about the future of your business.
When meeting with venture capitalists, it's important to be prepared for their questions. Understanding what investors are looking for can help you make a good impression and improve your chances of securing funding. Take the time to think about your answers to these questions, and you'll be better equipped to convince investors that your startup is worth their investment.
For more tips on preparing for VC meetings, check out Elizabeth Yin’s full list of questions VCs may ask early-stage founders.
This guide is designed to help early-stage founders understand the types of questions they might face when seeking venture capital funding. By preparing thoughtful answers, you can increase your chances of success in securing the investment you need to grow your business.
Let’s face it—raising money when you don’t have traction feels like convincing someone to invest in an invisible unicorn. You don’t have users, your product might still be in the oven, but hey, you need that cash to bring your vision to life! So how do you get investors to throw money at your idea when you’ve got no numbers to back it up? Simple. You sell them the dream.
Here’s the inside scoop on how to raise money with zero traction and a whole lot of potential.
At the pre-seed stage, investors know you’re probably not rolling in users. And believe it or not, they’re okay with that. What really gets them excited isn’t the fact that you’ve got a killer app in the works, but whether you’ve got a killer plan. Investors like Hustle Fund’s Eric Bahn stress that what they really want to see is your thesis for traction—basically, your blueprint for how you’ll go from zero to hero. For more insights on how investors evaluate early-stage startups, check out Eric’s full take on the subject here.
Think of it this way: They’re not investing in what you have now; they’re investing in what you’re going to create. You just need to convince them you know the difference between a side project and a future money-making machine. Here’s how you make it happen.
Every founder thinks their product is so cool it’ll go viral overnight. Spoiler alert: it won’t. But that’s okay! What investors want to see is that you’ve got a real plan to get your product into the hands of users.
You need a solid Go-to-Market (GTM) strategy that shows exactly how you’ll target your audience and get them hooked. Say something like, “We’re building a sales team to target mid-size companies in the fintech space.” That’s way better than, “Our product is so good, it’ll sell itself.” Pro tip: It won’t.
You don’t need traction to generate buzz. In fact, you can create hype before you even launch. GrowthMode outlines brilliant pre-launch marketing strategies that can get people buzzing about your product long before it hits the market. Building anticipation not only shows investors there’s interest, but also helps to create an early audience for your product. Read more about how to build pre-launch buzz here.
Here’s how to create FOMO for something that hasn’t even hit the market yet:
Okay, so you don’t have users yet, but that doesn’t mean you can’t show there’s a market hungry for your product. Hit investors with cold, hard facts. Use stats, trends, and pain points to show that your product solves a real problem people will pay to fix.
For example:
“We’ve identified that 65% of SMBs struggle with customer retention, costing them an average of $50,000 annually. Our solution will cut that churn rate in half.”
Boom. You’ve just demonstrated market demand without needing a single customer.
Even if you don’t have users, you can still flex some credibility. Ever heard of social proof? It’s where early adopters, press mentions, or influencer shoutouts give your product that shiny, "people are talking" glow.
Got early partnerships? Maybe a notable figure gave you a nod on LinkedIn? Highlight it. Did your teaser campaign get featured in a cool tech blog? Throw that into your pitch deck like confetti.
If you don’t have traction, don’t pretend you do. Investors can smell a bluff from a mile away. What they appreciate more is honesty—and a clear roadmap. Be upfront about where you are and show a detailed timeline of your next steps.
Tell them when you’ll launch your MVP, when you’ll do beta testing, and how you’ll scale post-funding. Confidence + transparency = investor trust.
Raising money without traction? Easy—it’s all about getting investors to fall in love with the future you’re building, even if it doesn’t exist yet. Sell them on the potential, the buzz, and the iron-clad plan you’ve got to make it all happen.
So, put together that Go-to-Market strategy, start building hype before you even launch, and show investors you’ve got what it takes to turn your vision into a reality. They’ll be throwing money your way faster than you can say “pre-seed.”
Your problem slide is one of the most crucial parts of your pitch deck. If you can’t clearly define the problem you’re solving, even the most innovative solution won’t get you very far with investors. Think of this slide as the foundation of your entire pitch—it sets the context for everything else. Without a well-defined problem, investors won’t understand why your product matters or why they should care. So, let’s break down the essential dos and don’ts for nailing this key slide.
Investors are trying to answer three key questions when they see your problem slide:
If your problem slide doesn’t clearly address these points, investors might tune out before you even get to your solution. In short, this slide is your chance to hook them.
For additional tips on how investors evaluate problem slides, take a look at this analysis by Story Pitch Decks.
Investors want to know that you truly understand the pain points of your customers. Use data, research, or stories to demonstrate that you’ve done your homework. Show them you’ve spoken to your target audience and that you understand their struggles.
For example:
"We surveyed 300 Airbnb hosts, and 55% said they hadn’t received any bookings in the past three months."
This shows that you’ve done your research and can quantify the problem.
Vague claims won’t cut it with investors. They need to see numbers that demonstrate the scope and urgency of the problem. Use hard data to back up your assertions and show why this issue needs to be solved.
For example:
"The average Airbnb host is leaving $2,000 on the table every month due to vacant bookings."
Now, the problem is not just theoretical—it’s quantifiable and impactful.
Your problem slide should communicate the issue in a way that’s easy to understand. Avoid jargon or complicated explanations. The goal is to make sure investors immediately grasp the significance of the problem without getting lost in unnecessary details.
Simplicity is key. Investors should be able to quickly understand the issue. Don’t overload the slide with too many points or unnecessary complexity. Focus on the main problem and make it clear.
Broad, sweeping statements like "Airbnb hosts don’t know how to market their homes" won’t resonate with investors. If you can’t back up your claim with data or real-world evidence, it’s better to leave it out.
It’s tempting to hint at how your product solves the problem, but avoid jumping ahead. This slide is only about defining the problem. The solution will come later. Keep investors focused on why the problem matters first.
To craft a problem slide that resonates, focus on these key elements:
Numbers add credibility to your claims. Whether you’ve conducted user surveys or relied on industry research, make sure you’re using data to demonstrate the severity of the problem.
Avoid being too general or vague. Clearly define the problem and provide specific examples or statistics to make it tangible for investors.
This slide should focus solely on articulating the problem. Save your solution for the appropriate section of your deck.
You can find more best practices on keeping problem slides focused in this article from Hustle Fund.
Your problem slide is the gateway to your entire pitch. If investors don’t understand or resonate with the problem, they won’t care about your solution. Focus on showing empathy for your target market, backing up your claims with data, and keeping the message clear and concise. Get this right, and you’ll have investors eager to hear how you plan to solve the problem.
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