Dernière modification le 15/07/2022 à 11:09 par Kate Griss

by Erwan COATNOAN DE KERDU

Intangible Capital Value

Our core business: intangible capital valuation

Your Due Diligence in Five Steps

Due Diligence has several objectives:

  • verifying the veracity of the factual data in the business plan
  • Evaluation of the credibility of the performance monitoring indicators proposed by the entrepreneur, or even the co-construction of these indicators;
  • the evaluation of the valuation and the risk of the entrepreneurial project;
  • the evaluation and quantification of the profitability of the investment for the investor himself. It should be noted that due diligence is often carried out with the help of external firms, whose fees are generally paid by the startup.

Due Diligence draws, reinforces… or can complicate the elements of the partnership agreement negotiations and the financial conditions of the investment.

Without digitalization, it takes an average of 60 hours of consulting per file, compared to twice that amount for investment funds. For foreign investors, the time required can be longer due to country-specific legislative verifications. This is the time spent by the investors, which means three or four times more for the startup’s teams, who often end up “out of pocket” at the end of this phase of the fundraising.

Intangible Capital Value is not a law firm and does not provide legal advice.
Intangible Capital Value, its managers and employees do not engage in legal consulting, drafting of private documents or representation. You acknowledge that you create your own Documents, without the advice of a legal professional. For any legal consultation, you acknowledge that it is mandatory to contact a lawyer, or any other person authorized by law to provide legal advice. The Site and/or the Services offered on the Site are not a substitute for legal advice.

    1) Choose your lawyer

    A firm that knows the history of the company perfectly is a real advantage: it allows it to be reactive and to anticipate the investors' requests. term sheet (letter of intent) with an investor.


    I have a lawyer

    YOU

    I know the value of money




     

    2) Negotiate the term sheet well

    Amount of the investment (EUR):

    Pre-money valuation (i.e. the valuation of the company before the financing round):

    Amount of the new pool of BSPCE/BSA/Stock options (purchase options that the company intends to distribute to employees, independent members of the governing bodies or partners):

    Signing (signing of the Investment Agreement) and closing (completion of the financing transaction, i.e. date of the general meeting and signing of the Shareholders Agreement) deadlines:

    Preferential liquidation (clause guaranteeing the investors a minimum return):

    YOU

    Allocation of legal costs:

    Appointment or not of a board member:

    Do you want to appoint a person?

    Closing conditions precedent: legal and tax due diligence (all the elements that the investors will verify before the transaction), MAC (for Material Adverse Change, which serves to protect the investors in the event of a disadvantageous situation for the company), finalization of the contractual documentation based on that of previous financing rounds:

    Expiration date of the term sheet:




    Configurator

     

    3) Organize your legal documentation in the form of a data room

    Structured, exhaustive legal documentation that is easily accessible by your investors (and their lawyers) will allow you to limit the duration of the legal and tax due diligence period as much as possible.

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    YOU

    SCORING : Review and diagnosis of the business plan

    MONITORING : Evaluation of the credibility of indicators

    Valuation?

    VALUATION V CRE and RISKS

    VALUATION V REND

    DATA CONSOLIDATION

     

    4) Guarantee a smooth process

    Your objective is always to be the clearest, most organized, and therefore the fastest possible.

    Evaluate your organization:

    5) Secure your data

    Make sure that the security and confidentiality of your documentation is guaranteed, choosing a secure data room tool and setting up a non-disclosure agreement (NDA) with all potential investors. Particularly in times of fundraising, organized and secure legal documentation will save you precious time and peace of mind. Never forget that until an agreement is ratified by the shareholders, it is not finalized.

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    VALUATION Input

     

    6. KEY DOCUMENTS on valuation.capital

    THE PITCH DECK
    Send it:

    THE FINANCIAL FORECAST
    Send it:

    THE BUSINESS PLAN
    Send it:

    OTHER
    Send it:

    CVs of the management team
    Send it:

    Patents registered, if any
    Send it:

    Market studies
    Send it:

    Copies of commercial contracts
    Send it:

    Extracts of K-Bis
    Send it:

    Accounting reports from previous years
    Send it:

     

    Drag To Verify

    The due diligence is a key and costly step for the company which allows to communicate, to exchange with an investment fund, to prepare the valuation of the immaterial capital.

    Once the information is received, we will propose an action plan adapted to the company and the country.

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