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PLI's Venture Capital 2013: Nuts and Bolts

This PLI program will teach participants the essentials of venture capital, from examining the anatomy of a venture capital deal, to participating in a mock term sheet negotiation, to exploring key issues in follow-on financing rounds and exit strategies and securities law compliance. Goodwin partner John Egan will present a session on exit strategies.



SXSW 2013

We're looking forward to SXSW 2013 in Austin and hope we'll see you there! We've got a couple of exciting events to learn more!

The Eight Great Mistakes Founders Make (Part 1)

Goodwin Procter tech partner Dave Cappillo recently led a discussion at Harvard Innovation Lab focused on how to avoid eight missteps that entrepreneurs commonly make in the early stages of a company's life cycle. Here are Dave’s first four “great mistakes.”

To follow along with the video of Dave’s presentation, scroll to the minute markers noted next to each mistake.

  1. Failure to pay attention to corporate formalities (03:27 – 07:31)
    • Form the company correctly (make the appropriate filings with the state in which you incorporate). Use the documents found on Founder’s Workbench!            
    • Issue stock to the founders
    • Enter into a Founder’s Agreement
    • Incorporate early enough
  1. Complicating the formation process (07:32 – 25:31)
    • Keep it simple
    • Weigh the benefits of a LLC vs. a Corporation
    • Weigh benefits of an S Corp vs. C Corp
    • Decide where to incorporate: most companies incorporate in Delaware because legal precedents and laws there are well understood
  1. Failure to appropriately address founder equity issues (25:35 – 39:09)
    • Founders need to have specific, transparent discussions about expected contributions early on
    • Bad decisions about allocating founder equity can kill companies
    • Founders stock should be subject to vesting
    • Each founder should earn their way into stock issued to them over time.  If they leave, the unvested portion should revert back to the company
    • 83(b) elections are critical
    • Transfer restrictions should be put into place (Right of first refusal and IPO lock-ups)
  1. Dwelling on valuation (39:12 – 41:18)
    • Goal for a founder should be to reach a reasonable deal/outcome both on valuation and other terms as quickly as possible, because the fundraising process can be all consuming

Stay tuned for a look at the next four “great mistakes!”

VIDEO: Goodwin's Dave Cappillo Discusses "8 Mistakes Founders Make" at Harvard Innovation Lab

Goodwin Procter tech partner Dave Cappillo recently led a discussion at Harvard Innovation Lab focused on how to avoid eight missteps that entrepreneurs commonly make in the early stages of a company's life cycle. In the presentation, Dave explains why and how avoiding these eight "great" mistakes can save an entrepreneur time, money and angst when raising money or seeking liquidity.

The key takeaways:

  1. Keep the formation process and the company structure process as simple as possible
  2. Get the allocation of founder equity right at the outset
  3. Protect the start-up's intellectual property

To hear Dave's advice on these three key issues, please click here and view minutes 0:17 to 2:04.

Stay tuned for more highlights from Dave’s presentation.

REMINDER: Join VCs and Investors in New York for Capital On Stage This Friday

Capital On Stage has released the full agenda for its first ever U.S. conference on Friday, November 9 at Goodwin Procter in New York. The unconventional funding conference promises a full day of investor presentations and office hours for tech start-up founders.

Capital On Stage now has 20 confirmed VCs on the schedule, including these new additions:

  • Jahan Ali – The New York City Investment Fund
  • Steve Berg – RTP Ventures
  • Patrick Eggen – Qualcomm Ventures
  • Andy Hunt – Highland Capital Partners
  • Charlie Kemper – Revel Partners
  • Lucas Nelson – DFJ Gotham
  • Evan Nisselson – LDV Labs
  • Ellie Wheeler – Greycroft Partners
  • Thomas Wisniewski – New York Angels

The pre-conference meet-up “Cocktails for a Cause” on Thursday, November 8 will feature a drive for Hurricane Sandy relief supplies and non-perishable foods.

For more updates, follow CapitalOnStage and FoundersToolbox on Twitter!

We look forward to seeing everyone later this week!

Join VCs and Investors in New York for Capital On Stage

On Friday, November 9, Goodwin Procter’s New York office will host the first Capital On Stage conference held in the United States.

Previously held in London and Amsterdam, the unconventional funding conference brings together top-tier investors and tech start-up founders.

This year, 20 VCs and Angel Investors are expected to present their views on the market, their added value, and what they’re looking for in their next investments, to more than 200 selected founders who are seeking funding.

Confirmed presenters include:

The conference also includes sessions on fundraising and open office hours that allow all start-ups to book 15-minute meetings with investors of their choice.

For more information on Capital On Stage, watch this video from the London event earlier this year.

To request an invitation to the New York conference, please visit this link.

Boston BizSpark Funded Founders Breakfast – Tuesday, October 16 – Boston

Goodwin Procter will host the upcoming Boston BizSpark Funded Founders breakfast event next Tuesday:

When: Tuesday, October 16, 2012 8-10 am - light breakfast
Where: Goodwin Procter, 53 State St, 2nd Floor Conference Center
Who: Funded Founders and anyone looking for insight into how to raise that first round

-- John Mutkoski, Goodwin Procter (moderator)
-- Graham Brooks, .406 Ventures

-- Phil Beauregard, CEO Objective Logistics
-- Andrew Yu, CEO Modo Labs

What: BizSpark is shaking it up and adding a VC to the funded founders panel.  The panelists will discuss:

-- How to connect with potential funders (and how to deal with angels and VCs)
-- How to structure a funding
-- How their company story evolved over time (or in the case of Graham, how he tracks companies over time)
-- How long did it take to nail down funding
-- What they would do differently if they had to do it again
-- What recommendations do they have for others
-- What do you want to know? Bring your questions!

Doors open at 8:00 am for networking and breakfast, and the panel kicks off promptly at 9:00 am. Goodwin will be providing coffee and a light breakfast to get your day started right!

Goodwin’s offices are at Exchange Place (State and Congress St), right at the Blue Line and Orange Line State Street or Government Center Stops.  There will be someone in the lobby to check you in.

For more information or to RSVP, click here or visit

Rock Health Boston Demo Day in 300 Words

Goodwin Procter served as legal mentor to the teams participating in the Rock Health Boston health-IT accelerator this summer.  This was the first class that San Francisco-based Rock Health held in the Boston area, following two graduating classes from their San Francisco location. 

Rock Health provides very early stage digital health companies with funding, office space and mentorship over the course of its accelerator program. The culmination of the Rock Heath Boston program, the Rock Boston Demo Day, took place in front of a packed-house at the Broad Institute in Cambridge last Friday, August 24, 2012. 

The Demo Day began with a brief overview of the Rock Health program, complete with humorous photos of the Boston teams, by Sarah Pollet, Rock Health’s chief operating officer who ran the Rock Health Boston program.  John Halamka, Chief Information Officer of Beth Israel Deaconess Medical Center, Chairman of the New England Healthcare Exchange Network and Professor at Harvard Medical School, then gave the keynote address, which focused on the benefits of the release of the final rules for meaningful use stage 2 for electronic health records. Next each of the seven teams, Home Team Therapy, Neumitra, NeuroTrack, NoviMedicine, Podimetrics, Reify Health and RxApps, gave a short (5-10 minute) pitch summarizing their technology, market opportunities for their technology and stating their needs (funding, partners, mentors or team members), which was followed by networking time with the teams.

The inaugural Rock Health Boston Demo Day  introduced the community to start-up companies tackling a variety of challenges faced by the healthcare system and demonstrated the immense potential of digital health.  We wish the Rock Health Boston 2012 teams the best of luck and look forward to hearing about their future successes.

The University Research & Entrepreneurship Symposium 2012 (URES)

The University Research & Entrepreneurship Symposium is an invitation-only one-day conference established to bring world-class research universities to Boston and to showcase them before a group of New England's top entrepreneurs and venture capitalists. The Symposium will explore the challenges and opportunities faced by entrepreneurs and start-up companies commercializing university-owned technology while at the same time showcasing New England's top venture capitalists and entrepreneurs to leading research universities beyond the Boston area.

For more information please visit:

Twitter: @usymposium; hashtag #URES2012

Heading to Austin for SXSW? Drop by our Founder’s Lounge on Saturday!

Stop by to see the Founders Workbench in action and have a drink or a bite with our StartUp Squad! Steve DavisJohn EganJeff Klein and Ian Engstrand will be on hand to show off some new developments on the Workbench and answer any additional questions you might have.

For updates from SXSW, follow us on Twitter @founderstoolbox or #GPSXSW.