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Asymmetric risk and the dangers of too high a valuation July 9, 2007

Posted by jeremyliew in Entrepreneur, start-up, startups, VC, Venture Capital.

I recently met a company that I really liked; an innovative online financial services product. It hit a lot of my criteria for investment; it had a working product, it paralleled existing offline behavior, and it had achieved some early success in gaining distribution. And it had done all this on just $1.5m of angel money.

However, although I really liked the company, I didn’t seriously pursue an investment. The reason is that the $1.5m was raised at a $30m valuation. The company was still very early stage, with very limited usage and an unproven revenue model. Any sort of investment that we we would have made would have been at a much lower valuation than $30m.

The company is still pursuing financing, but it is currently focusing its efforts on raising more angel money.

This made me think about the asymmetric risk that an entrepreneur faces when pricing a round.

An example of asymmetric risk is catching a plane. If you arrive early, you waste some time sitting in the airport. This is unfortunate, but it’s tolerable. If you arrive late, you miss the plane altogether. This can be expensive and very inconvenient.

The same situation exists when an entrepreneur determines at what valuation she can raise money. So if she raises at a valuation that is too low, she suffers more dilution than she needed to. This is not desirable, but the negative consequences are linear in that they are roughly in proportion to the degree that the valuation was cheap. [Disclaimer: As a venture capitalist, I benefit from investing at lower valuations.]

On the other hand, if she raises at a valuation that is too high, she runs the risk of a future “down round“, or even worse, being unable to raise more money at all. Valuation is always based on some combination of past performance and future potential. When valuations creep up and are based more on future potential than past performance, more pressure is put on the company to hit its potential and justify its valuation. If things don’t go to plan, when the company next needs to raise money it may not be able to justify its past valuation at all.

The American Bar association has a good article describing some of the likely consequences of a down round. In this case, the negative consequences are not linear, but look more like a cliff. A downround can be highly disruptive and cause significant damage not just to ownership stakes, but to overall company morale and the relationship between investors and founders

Marc Andreessen recently posted about fundraising for a startup and answered the question “So how much money should I raise?” as follows:

In general, as much as you can.

Without giving away control of your company, and without being insane.

Entrepreneurs who try to play it too aggressive and hold back on raising money when they can because they think they can raise it later occasionally do very well, but are gambling their whole company on that strategy in addition to all the normal startup risks.

Suppose you raise a lot of money and you do really well. You’ll be really happy and make a lot of money, even if you don’t make quite as much money as if you had rolled the dice and raised less money up front.

Suppose you don’t raise a lot of money when you can and it backfires. You lose your company, and you’ll be really, really sad.

His rationale is the same as the one for thinking about valuation – asymmetric risk.

Today’s startup funding environment is buoyant, much like it was in the late ’90s. It’s a good time to be an entrepreneur. However, entrepreneurs should also be careful not to repeat some of the mistakes of the ’90s. Inc magazine has a case study of one company that raised money at too high a valuation that is worth reading as a lesson in the dangers of asymmetric risk.


1. midas - July 9, 2007

Like you, I’m also an investor, and so in general would prefer lower valuations to higher valuations, of course (except at exit!).
But this post is just silly.
For entrepreneurs it’s a simple equation: all else equal, raise as much money as possible, at the highest valuation possible, from the best investors possible, without giving up control, over-dilution etc.
Of course, there are trade-offs between all of these things, but the notion that an entrepreneur would offer a lower valuation versus a higher one — all else equal — makes zero sense.

2. jeremyliew - July 9, 2007


I think you misread my post. It didn’t say offer a lower valuation instead of a higher one – it said pay attention to the risks of having valuations being both too high and too low, and understand the asymmetries in those risks.

3. Amisare Waswere - July 9, 2007

It’s all relative, how high (or low) an evaluation is, depending whose perspective it is. Indeed midas states as much:”I … [as] an investor…would prefer lower evaluations…” and “For entrepreneurs…., at the highest valuation possible…”

The entrepreneurs can shop around for the highest evaluation offered and as Jeremy pointed out there are attendant risks and rewards associated with this, not least the down round.

So too the VP’s who offer too “low” an evaluation will have attendant risk, not least missing out an opportunity & potential rewards.

The acceptable valuation (to both parties) is what makes the deal. Only future outcome will tell whether the valuation is mutually beneficial or not, a hindsight which the now does not enjoy.

C’est la vie!!!

4. Asymmetric Risk | Fair or Unfair - July 9, 2007

[…] Liew at Lightspeed Venture Partners has today’s Great VC post titled Asymmetric risk and the dangers of too high a valuation.  Before you dismiss this post as self-serving VC tripe, read it carefully as it contains […]

5. James - July 9, 2007


What would you normally value a company at the stage of development that you described in your post?

Does the amount of funding the company raised (assuming it’s in the form of convertible debt) prior to seeking VC money influence your valuation? In other words, does your perception of valuation differ whether a company has raised, say $250K, or if it’s raised $1 million+ before they see you?

6. Harry DeMott - July 9, 2007

The question is whether to be long term greedy or short term greedy.

There are very few entrepreneurs out there that actually believe they will need additional money – and look far enough into the future to understand that creating a nice cascade of up rounds is more likely to lead to success than holding out for the absolute best deal at the time of funding and then figuring it out in the future.

Clearly, given what the entrepreneur believes, midas’ comments above make complete sense. It is a typical deal negotiation and you want to get the best deal possible.

However, as the initial post correctly points out – the best initial deal, might not be in the best long term interest of the company. Certainly companies should not take lower valuations for the hell of it – but they might take them to get better terms – better follow on possibilities – better investors (whatever that means) – and a clearer path to success in later rounds – when the valuation is likely to get more and more objective and less subjective (it’s hard to argue when you have launched your product and have no customers or no web traffic)

Since most VC investing is typical of the momentum investing we see in the public markets (follow the hot trend, follow the lead investors) a smart entrepreneur would not only come up with a great product / service, but would market it to the financing community in a way that keeps the funds flowing easily to see the project through to market realization. So $1.5M at a $30M pre for a start up clearly doesn’t meet this hurdle.

7. jeremyliew - July 9, 2007


I’d rather not speak to the specifics of this company, but the average Series A pre money valuation for IT deals has been remarkably consistent in the $6-7m range for Series A over the last ten years. Of course, this conceals a very high range of variability. Its usually not a function of how much money that the company has raised, but more a function of how much progress they have made (although one tends to influence the other)


8. Top Posts « WordPress.com - July 10, 2007

[…] Asymmetric risk and the dangers of too high a valuation I recently met a company that I really liked; an innovative online financial services product. It hit a lot of my […] […]

9. Steve Kane - July 10, 2007


the subject of “valuations” is of importance to VC investors but not at all to founders. all that matters to founders is how much they own at the exit. this is best illustrated by VCs themselves: when doing their own fundraising, VCs never discuss “valuations” and never ask for capital in chunks associated with “milestones” or execution. they tell their investors the maximum capital needed (the size of the fund) and the exit economics regardless of what the ride feels and looks like along the way (the “carried interest”, usually 20% of any positive returns.)

the step-function, neverending fundraising, “valuation” mdoel may be a tough model to move away from, but its only a model.

as I ask this, I know every VC will look at me like I’m an alien from outer space but why, for example, can’t the VCs simply guarantee that the common stock will get 20% “carried interest” in the exit — the same deal the VCs take from their LPs? How that 20% gets divvied up amongst the common shareholders (founders, employees, et al) can be left to the common shareholders, with all sorts of restrictions and penalties for early departure — same as the way the GPs of funds divvy up the “carried interest” amongst themselves and others.

10. High valuations bad for business | www.theirway.net - July 10, 2007

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11. bill - July 10, 2007

As a start-up guy, this is really hilarious. What about the risk of ending up with 3% of your company after 4 rounds of investment? That is the clear and present danger to all start-ups. Thinking about raising too much or at too high of a value is a rare event. Sure, I’ll tell the boys at Sequoia to drop their offer, “sorry, you guys are overpaying…”

It’s war out there. We fight every day to increase value. I would never give some back to the pro’s . Sure, a clump of dentists might screw you up, but, is this really a professional investor worry?

All entrepreneurs should read about the distribution of the power curve (Nassim Taleb). Think about all 100 investments these guys make, not just the one successful space shot.

12. Bobby Martyna - July 10, 2007

Thoughtful post, Jeremy.

Another way to think about this is whether a valuation was (not is) high or low can only be determined in hindsight — i.e. when the next round or IPO price or acquisition price is set.

Trying to determine fairness or appropriateness beforehand is difficult with any speculative investment — stocks, real estate, bottles of wine on ebay — one can always wonder whether something is truly ‘worth’ the price at the time it is paid.

Going back to the airplane analogy, you can only know once you made or missed the flight whether you made the right decision.

Conventional thinking says that something is worth what someone will pay for it — it is neither high, nor low. It just is.

Still, as a practical matter, the advice in the post is good — when one knows with some degree of certainty that there will be need to be follow on buyers, getting an unrealistic valuation may be short-term thinking with very negative consequences.

13. Redeye VC - July 10, 2007

The Unintentional Moonshot

Jeremy Liew of Lightspeed Ventures recently blogged about Asymmetric risk and the dangers of too high a valuation. This is something I’ve been thinking about for the last several months, as I observed several dismaying trends: Valuations have increase…

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15. Cogblog » Blog Archive » Sometimes you raise all you can, sometimes you don’t - July 10, 2007

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16. Mike O'Brien - July 10, 2007

As an entrepreneur, I try to figure this out in reverse. If we hit our business plan what are other like businesses being valued in the market. How much capital will it take to get us there? Over how many rounds? What is the expected ROI at each round?

I know that the VC’s we are negotiating with would like a 10x on their money. We worked backwards to get our expected valuations at each round and a price range for a sale when we exit.

17. Bronte Media » Venture Valuations - July 10, 2007

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18. Scott Rafer - July 10, 2007

@bill — very nice. resemble the customer.

19. tikitonga - July 10, 2007

Reply #9’s Steve Kane hits a nerve that all VCs simply don’t want to discuss – at least not in any rational manner. VCs simply don’t like risk, yet they take a ridiculously disproportionate % of the company once founders substantially derisk much of those issues (e.g. the angel round route). A $6M-$7M pre on a start-up that has derisked many hazards through angel or bootstrap financing is laughable. If entrepreneurs can raise their seed and/or A round money from Angels, then by all means go for it. Especially if you have a proven track record and have done this before. In my experience, there are very, very few VCs that can bring the kind of value to these seasoned pros that their % stake would indicate. Most VCs (not all, but most) have very little operating experience and their careers have been established from a perspective that is opposite of those shared by entrepreneurs.

20. Sawickipedia » Blog Archive » valuations are for egos - July 10, 2007

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21. todd sawicki - July 10, 2007

Jeremy – nice meeting you the other week with Dave McMurty at IR. Anyway – I agree with your premise. As I note (http://www.sawickipedia.com/blog/2007/07/10/valuations-are-for-egos/)- one of Loomia’s and your portfolio company’s – Mybuys – competitors – Aggregate Knowledge went down the high valuation path this past spring. It will be interesting to see the impact of that decision. Entrepreneurs can be blinded by numbers when they should be blinded by cash (as in their ability to earn themselves back some cash for their blood, sweat and tears in building a great company).

22. HipMojo.com - Main Street Meets Madison Avenue, Wall Street and Silicon Valley » Which Mold is Broken: Entrepreneurs’ or Investors’? - July 11, 2007

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24. sve - July 11, 2007

tikitonga #19 – You nailed that one right. If the VCs don’t like the percentage they’re being offered (“too high valuation” in VC-speak) and think that it hurts their chances for their desired high-multiple exits, don’t invest. If the founders have retained control and can force an exit that they deem reasonable, albeit low by their VC partners’ reckoning, that’s just fine. A company of value was created by the founders and cashed in. It also shouts loudly why the founders should retain full decision-making authority on accepting exits (read “offering low percentages to VCs”). Investors should just get on board and try to align their views with the founders, or pick founders with whom they do align.

25. Tim Marman - July 11, 2007

I agree, sometimes you can raise too much – but I think the impact is felt more in the expectations of an exit vs. raising a subsequent round. (If you raise “too much” and are disciplined, in theory, you shouldn’t need as many subsequent rounds, right?).


26. jeremyliew - July 11, 2007

Tim – I think you read Jason Calcanis’ blog post and not mine. I did not comment on “Taking too much” money. I commented on the risk to an entrepreneur of raising money at too high a valuation and at too low a valuation.

27. Valuation: Sometimes you *can* take too much money - Loosely Coupled has moved - July 11, 2007

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28. T. Bailey - July 11, 2007

Personally I feel that the VC industry itself needs a disruptive force to change the old-school ways in which they invest money. I hope something emerges in the next 10 years that will knock the socks off of Sand Hill VCs. A new model, more available access to capital through alternative sources, a more reasonable distribution of equity based on the value-added benefits coming from the grantor. Today’s model needs change. Why should a founder agree to $7M pre, loss of control when the VC sitting across the table from him is a 35 year old partner with two years operating experience in a low level product management position (albeit with a Stanford MBA!)? If you could explain that…..

29. Tim Marman - July 11, 2007

Hmm – I posted a follow up here but it doesn’t look like it went through.

Anyway – I admittedly did simplify what you wrote about a little in the context of Jason’s post and focused on the high valuation side of the discussion.

I think taking the risk of taking “too little” is obvious for an entrepreneur – aside from the issue of having cash to run the business, you’re just undervaluing the business and selling something too low.

My point was mostly that the risk of taking money at the high-end valuation is more connected to the exit as opposed to subsequent rounds.

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31. Chris Neumann - July 12, 2007

At least he’s telling it like it is – the fact of the matter is that there is a pretty set formula if you want to go down the VC funding route for your company, although it seems like it’s changing now because of the low cost of getting interesting products to market. There are lots of exits after only angel or series A money is in, a bunch of which are talked about in the comments. I’m always shocked when I see companies take these huge rounds. All I can think about is the exit: I think Brightcove has nearly $100M invested. They’re going to sell for $500M to $1B? Man, they’d better hit a giant home run. Otherwise, they’re toast. Same with Joost and Ning. The common thread with those 3 companies is that the founders already have money, so they can afford, actually they almost *need* to take the huge risk to get the huge reward. If they have 50% of a $10 or $20M exit, that’s a waste of their time, but a huge amount of money to most everyone else. If a founder got $3M in a $15M exit, that’s almost enough money to buy a 2BR house with a garage and maybe even a few hundred sq ft yard in a nice area of San Francisco – sweet!

32. Business Quests in the Information Age - July 12, 2007

Short-term “optimal” valuation may spell future disasters

A very interesting post published on Always On’s Insider Network shows a number of worrying trends in the venture investment landscape and highlights one of the common mistakes entrepreneurs make when negotiating with investors, that is seeking the be…

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34. Greg - July 13, 2007

Being in this exact situation as an entrepreneur, please tell my why the following is true. Company 1 and Company 2. Both have say $1.2M in startup to date, and are seeking a further $2M. Both have exactly the same risk profile and probability of achieving their outcomes. Each is in a very different market with very different 5 year outcomes. Company One is just as likely to achieve an $80M exit as is Company 2 to achieve an $800M exit. Company one is valued at $6M pre-money, and Company two is valued at $20M pre-money. Company one gets the $2M investment. The investors have an acceptable chance of 10x return on thier money. Company two fails because the valuation is too high – even though the investors have the same chance at a 36-fold return. I know this is an oversimplification, but aren’t Investors interested in risk vs return? If the risk is the same between Company one and two, the probability of achieving their respective outcomes the same, then why can’t Company two promote a higher valuation? This is my problem. Please help me understand why the valuation is a problem when the return is better (all other things being equal). Why should I further inflate the investors returns by halving the valuation?

35. Josh - July 13, 2007

I don’t necessarily agree with some of your investments…however, I did enjoy this post and I will recommend it to friends. Keep up the good work.

36. Steven - July 16, 2007
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38. anonymous coward - July 20, 2007


You’re ok with asymmetry in your favor, though, right?

[disclaimer] I like the thoughtfulness of the some on the lightspeed team, [/disclaimer] but this is about as authentic as suggesting a healthcare company should buy a Google Adword to combat the negative press of Michael Moore’s Sicko.

It’s FINE to have a lower risk appetite for a given company, but to trot out that $6-$7M pre-money is “remarkably consistent” is belittling to entrepreneurs, and doesn’t show LSVP as a company who values truly good opportunities. It shows you pull deals out of “drawer #2”. Not to mention that is shits all over the angels.

Maybe this–now bashed and tainted–company had an idea which has better monetization opportunities than flash-based picture slideshow RockYou ($50M second round from Jeremy?) or Flixter? It’s certainly possible :), but it doesn’t matter. If you don’t invest, fine. But don’t trash them in your blog.

To me, this post smacks of phony PR plus a tinge of revenge and sour grapes rather than advice.

And entrepreneurs: It’s not supposed to be only YOU getting on that airplane. Carefully consider who is inviting you on the flight.

39. jeremyliew - July 20, 2007

Dear Anonymous Coward,

According to VentureOne (part of Dow Jones) which researches average valuations for venture funded comapnies quarterly based on announced investments, the Series A pre-money has been between 6M and 7M since 1995. Its the math, and it doesn’t reflect either Lightspeed or this given company.

Incidentally, I’d be very impressed if anyone can identify the company that I am referring to from the very sketchy details I shared.

Love and kisses


40. anonymous coward - July 21, 2007

I apologize–that wasn’t the point I was trying to make. And thanks for the reply.

What I’m hearing is that your fund’s strategy is to price by averages, shun the outliers, and never pay more than 7M. (?!)

My point is that that stats like “Series A Pre-money averages since 1995” do not capture the unique qualities of breakout companies.

Yes, indeed, the “averages” of all investments may bear out the 6-7M pre-money figure. Fine. Every VC needs to have average deals in the portfolio.

Other VCs might argue that they’re not Index Funds investing in market averages. It is the outliers that make the investment business financially interesting. Above average companies may command a more expensive round, but it’s delivering on the exit valuation that makes a fund. (unless, of course, you’re just happy living on the carry.)

As entrepreneurs are often instructed, sometimes VCs should forget about average prices and instead focus on great exits and winning. Be vital in the market. The right investment price isn’t about averages any more than the winning business is about averages. If you make a deal based on “averages from source xyz, since 1995”, you’re more likely pulling the deal out of drawer #2, and not fully groking the deal or perhaps the market. In any case, you’re not investing to win.

The danger to entrepreneurs is not about too high of a valuation but about being shoved into a box of averages. Entrepreneurs need to find a *fit* with their investors (that includes price) but is more about how well their investors understand the business and how capable & influential they are in contributing to the breakout win.

41. jeremyliew - July 21, 2007

Anonymous coward,

You are absolutely right. At Lightspeed, and at all high quality VC firms, valuations are arrived at uniquely for each investment opportunity. I have made 5 investments since I got to Lightspeed and none of them have been in the $6-7m pre money range.

You’ll see above that James (comment#4) asked:

“What would you normally value a company at the stage of development that you described in your post?”

and, I answered (comment #7):

“I’d rather not speak to the specifics of this company, but the average Series A pre money valuation for IT deals has been remarkably consistent in the $6-7m range for Series A over the last ten years. Of course, this conceals a very high range of variability. Its usually not a function of how much money that the company has raised, but more a function of how much progress they have made (although one tends to influence the other)”

So it appears that we are in violent agreement.


42. Charlie Crystle - July 23, 2007

Do you see a West Coast-East coast difference in valuation? I see it every time I fly to the Valley. Raising Series B now, and expect it to be in line with the average.

For the entrepreneur the main point is this–raise money when you don’t need it, don’t be so protective of your equity that you fail to raise money fast enough to act on the market opportunity, and think about what your goals and values are before getting in bed with VC. If your goals and values aren’t aligned, you’re going to have a rough ride.

And 3% of a $10 billion company is pretty sweet, btw, but sure, if you can keep 30%, do it, but 30% of $10 million isn’t quite what your shooting for, I imagine.

43. :: ifocos :: » iPhone rising, Backfence falling, VC takedown, Glocer blogs about (nothing) - July 24, 2007

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44. Christine - July 30, 2007

I agree with Charlie. As a bi-coastal entrepreneur, the perceptions differ dramatically from coast to coast. As with all entrepreneurial endeavors, being aligned with your goals and values is important to be able to sleep at night.

45. regor60 - August 7, 2007

I think what is being said is that high early valuations increase the chances of a downround/dilution, which could in turn affect ability to raise future capital, thereby potentially diminishing chances of success for the company. A perception of increased risk thereby becoming reality.

46. regor60 - August 7, 2007


As a follow-up, if you didn’t to have to raise capital beyond the round you’re referring to, I’d say you’re right, but how can you predict that with any assurance ?

47. tony anderson - December 11, 2007

tony anderson

Man i just love your blog, keep the cool posts comin..

48. the dangers of successful - July 7, 2008

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50. Alen - November 20, 2010

I am looking to invest in to readoz.com – what valuation shoul business like that be at?
I have no idea how to approach those negotiations…would 15 mil be too high?

jeremyliew - November 20, 2010

Alen, I’m unfamiliar with the company so can’t comment on valuation

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[…] spent yesterday trying to convince the world of “Asymmetric risk and the dangers of too high a valuation”. I have to take a step back to say that Jeremy has one of the most practical and useful blogs out […]

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