Different Problem,Same Solution: Contract‐Specialization in Venture Capital

Real‐world financial contracts vary greatly in the combinations of cash flow contingency terms and control rights used. Extant theoretical work explains such variation by arguing that each investor finely tailors contracts to mitigate investment‐specific incentive problems. We provide overwhelming evidence from 4,561 venture capital (VC) contracts that this tailoring is overstated: even though there is broad variation in contracting across VCs, each individual VC tends to specialize, recycling familiar terms. In fact, a VC typically restricts contracting choices to a small set of alternatives: 46% of the time, a VC uses the same exact cash flow contingencies as in one of her previous five contracts. We document specialization in both aggregated downside protection, and in each individual cash flow contingency term. Such specialization remains economically and statistically significant even after controlling for VC and company characteristics. We also find that VCs learn to use new contractual solutions from other VCs in her syndication network. Our findings challenge the traditional premise that each investor selects from the universe of combinations of terms to match an investment's unique contracting problem. Rather, the cumulative evidence indicates that contract‐specialization arises because investors better understand payoff consequences of familiar terms, and are reluctant to experiment with unknown combinations.     

Venture capitalist monitoring: Evidence from governance structures

We examine the impact of venture capitalist (VC) involvement, quality and exit on corporate governance structures at the time of and subsequent to an initial public offering (IPO). Venture capital backed firms utilize governance structures with greater levels of monitoring at the time of an IPO compared to non-backed firms, but this difference begins to dissipate over time. While short-lived, IPOs backed by high quality VCs have greater overall monitoring levels than those IPOs backed by low quality VCs. IPOs backed by high quality VCs use significantly more equity-based compensation than their low quality counterparts. Finally, the exit of a VC materially alters the governance structure of firms. Measures of governance decline following the departure of a venture capital firm. Overall, the presence of a venture capitalist affects governance structures of firms both at the IPO and through the early years as public firms.     

Doing Well by Doing Good? Community Development Venture Capital

This paper examines the investments and performance of community development venture capital (CDVC). We find substantial differences between CDVCs and traditional VCs: CDVC investments are far more likely to be in nonmetropolitan regions and in regions with little prior venture activity. CDVC investments are likely to be in earlier stage investments and in industries outside the venture capital mainstream that have lower probabilities of successful exit. Even after controlling for this unattractive transaction mixture, the probability of a CDVC investment being successfully exited is lower. One benefit of CDVCs may be their effect in bringing traditional VCs to underserved regions—controlling for the presence of traditional VC investments, each additional CDVC investment results in an additional 0.06 new traditional VC firms in a region.     

Taking a Second Look in a Warped Crystal Ball: Explaining the Accuracy of Revised Forecasts

The fundamental questions we address are whether firms with a higher initial forecasting ability are able to accurately revise the exit forecasts of their investments; and how co‐investment partners and value‐adding commitment with their investment influence the main effect. We explore these questions with novel and unique data collected via mixed research methods on venture capital firms’ forecasts of 114 portfolio companies. We find that venture capital firms that are better at making initial forecasts are less effective in revising their forecasts. In addition, while the number of co‐investment partners positively moderate this relationship, venture capital firms’ value‐adding commitment moderates it negatively. Our findings contribute to the literature on organizational forecasting as well as inter‐organizational knowledge transfer and knowledge creation. They also provide novel insights into venture capital literature and practice.     

Applying jump-diffusion processes to liquidate and convert venture capital

This study attempts to apply real options and expand the model designed by Lin and Huang [Lin, T.T., Huang, Y.T.: J. Technol. Manage. 8(3), 59–78 (2003)], which helps venture capital (VC) companies to optimize project exit decisions. The expected discounted factor and a jump-diffusion process combine to assess the value of a start-up company, and determine the threshold of the exit timing of liquidation or convertibility for establishing the optimal disinvestment evaluation model for VC companies. When the project value is below V_L^*V_L^\ast, the VC company carries out liquidation, but when the project value exceeds V_C^*V_C^\ast, the VC company performs convertibility. The project value is ranging between (V_L ^*,V_C^*)\left({V_L ^\ast,V_C^\ast}\right), and the best choice is holding the decision and waiting to carry out the rights of liquidation and convertibility next time. Besides, this work attempts to identify the expected discounted time in terms of the investment time for VC companies.     

A Property Rights Perspective on Venture Capital Investment Decisions

To understand how ownership differences influence specific types of strategic decisions, we examine the investment decisions of venture capital (VC) firms, for which a variety of property rights arrangements exist. We describe how VC firms are characterized by important differences in how and to whom various property rights are allocated. On this basis, we develop a series of hypotheses regarding differences in the range and types of investment opportunities pursued by private, corporate, and bank affiliated VC firms. Evaluating our hypotheses using data on investments carried out by 3557 firms, we find that these types of firm perform distinct roles in the ecology of VC financing.     

Patents,trademarks, and their complementarity in venture capital funding

This paper analyzes the effects of patents and trademarks in the financing of start-ups through venture capitalists (VCs). Patents and trademarks signal a start-up's technological and marketing capabilities. We find that patents and trademarks not only have direct effects on venture capital financing but also have complementary effects. Start-ups that apply for both patents and trademarks yield higher VC funding than do those firms that apply for only one of the two IP rights. Furthermore, we find that the complementarity between patents and trademarks exists only in initial VC funding rounds. Our results suggest that early-phase start-ups seeking their initial VC funding do best when stressing both their technology and marketing capabilities. Accordingly, entrepreneurship policy should encourage start-ups to build both technological and marketing capabilities.     

Accounting Scandals in IPO Firms: Do Underwriters and VCs Help?

We examine whether underwriter reputation, venture capitalist (VC) backing, and VC reputation are related to the probability that a newly public firm has serious accounting problems. Using a novel data set, we find that the probability of restatement by an initial public offering (IPO) firm is positively related to underwriter reputation and negatively related to VC backing, VC reputation, and VC maturity. Our results do not appear to be driven by the endogeneity of underwriter reputation or VC backing. Our findings suggest that while VCs positively influence the financial reporting quality of IPO firms, underwriters’ concerns about revenue generation outweigh their concerns about reputation.     

Weak Property Rights and Holdup in R&D

We study how the sequence of financing of R&D varies according to the ease with which property rights over knowledge can be defined. There are two financiers: a venture capitalist (VC) and a corporation. The knowledge acquired in costly research becomes embodied in the researcher's human capital, and she may hold up the financier and walk away with the project to develop it elsewhere. The main results are: (1) When property rights are strong, research is always funded by the VC, development is performed efficiently, and breakaways from the VC to the corporation are observed in equilibrium. (2) When property rights are weak, projects may be financed by the VC or the corporation, or may remain unfunded. (3) When property rights are weak, no breakaways occur in equilibrium; local spillovers and strong product market competition increase the likelihood that research projects will get funding. (4) The equilibrium sequence of R&D finance need not be first-best efficient. (5) In equilibrium, and controlling for the strength of property rights, VCs finance projects that are more profitable on average.     

风险投资背景异质性与退出时机选择——基于信任视角的实证研究

退出是风险投资获得投资回报、实现投资目标的关键环节，以我国2009—2016年深圳中小板和创业板IPO公司为研究样本，分析风险投资背景异质性对其退出时机的影响，并进一步检验风险投资机构与创业企业之间的信任在其中的调节作用。研究发现：风险投资背景异质性对其退出存在显著影响，与独立风险投资相比，公司风险投资在创业企业IPO后退出企业时间更晚；无论是基于声誉的信任还是基于制度的信任，风险投资机构与创业企业之间双向的信任都会促使公司风险投资更晚退出创业企业；相对于独立风险投资，公司风险投资更晚退出企业是为了追求战略回报。研究表明创业企业可以通过提升风险投资对其信任度来维护其投资管理，而风险投资机构则可以通过提升创业企业对其信任度来加深互惠互信的合作关系。     

The Structure and Management of Alliances: Syndication in the Venture Capital Industry*

abstract Syndicates are a form of inter‐firm alliance in which two or more venture capital firms co‐invest in an investee firm and share a joint pay‐off. Syndication is a significant part of the venture capital market yet little research has been conducted into the process of structuring syndicate deals and the management of syndicates following deal completion. This paper analyses the neglected issues concerning the structuring and management of syndicated venture capital investments from the perspectives of both lead and non‐lead syndicate members using two surveys of venture capital firms and examination of syndication documents. Lead investors typically have larger equity stakes and the syndicated investment agreement is a document that enshrines the rights of participants rather than specifying behaviour. Contractual arrangements typically serve as a back drop to relationships as non‐legal sanctions are important and decisions are typically reached following discussion and consensus, but lead venture capital investors’ residual and specific powers are important in ensuring timely decision‐making. The findings extend previous work on alliances by emphasizing the importance of non‐legal sanctions, especially reputation effects, in mitigating opportunistic behaviour by dominant equity holders. The paper also adds to the limited research on the dynamics of alliances by highlighting the role of repeat syndicates.     

WHAT DO ECONOMISTS TELL US ABOUT VENTURE CAPITAL CONTRACTS?

Abstract.  Venture capital markets are characterized by multiple incentive problems and asymmetric information. Entrepreneurs and venture capitalists enter into contracts that influence their behaviour and mitigate the agency costs. In particular, they select an appropriate kind and structure of financing and specify the rights as well as the duties of both parties. The typical features of venture capital investments are an intensive screening and evaluation process, active involvement of venture capitalists in their portfolio companies, staging of capital infusions, use of special financing instruments such as convertible debt or convertible preferred stock, syndication among venture capitalists or limited investment horizon.     

风险投资“退出”内涵的系统界定与分析

文章从风险投资微观运作过程入手,对风险投资“退出”内涵进行了系统的界定,详细分析了风险投资“退出”的微观经济功能。文章认为:风险投资“退出”由风险投资项目退出和风险投资基金退出两部分内容构成,是针对风险投资中存在的双重委托———代理关系的最佳制度安排。     

Economic and capital market antecedents of venture capital commitments (1960–2010)

Using vector autoregression technique, we examine the interrelation between venture capital flows, economic development, capital market fund-raising activities, and capital market valuation, based on annual data of the United States over the past half-century. We find that venture capital commitments appear to be correlated with GDP and capital market valuation. While capital market fund-raising activities (Initial Public Offerings and Seasoned Equity Offerings) are also correlated with venture capital flows, these effects are subsumed by GDP, indicating that the overall economy drives both venture capital flows and capital market financing activities. Analyses from impulse response functions suggest that shocks to GDP have a permanent effect on venture capital flows, while the impact of capital market valuation (Standard & Poor 500 returns) on venture capital flows is rather short lived. Overall, both economy-wide development and financial market fluctuations seem to impact venture capital flows.     

我国商业银行与创业投资的投贷联动模式研究

金融创新是商业银行核心竞争力的重要来源。近年来创业投资行业发展迅猛,但较之美国等创业投资发达的国家,我国商业银行对创业投资的参与相对有限,与创业投资相关的业务创新缺乏。我国商业银行应借鉴美国硅谷银行投贷联动模式,建立健全创业企业信用担保体系、丰富与创业投资公司的合作模式、建立专业行业金融团队、完善增值服务体系,通过金融创新实现商业银行与创业投资的双赢。     

风险投资项目退出的时机与方式选择研究

文章对影响风险投资项目退出时机选择的微观因素和风险投资项目退出方式及其必要条件进行了深入分析,文章认为,风险投资项目退出的时机与方式选择具有动态性和一体性特点,遵循风险资本增值最大化的一般性原则,选择适宜的退出时机与方式对风险投资项目实现投资收益或锁定投资损失有着重要的意义。     

Firm Productivity and the Foreign‐Market Entry Decision

We use Japanese firm‐level data to examine how a firm’s productivity affects its foreign‐market entry strategy. The firm faces a choice between exporting and foreign direct investment (FDI). In the case of FDI, the firm has two options: greenfield investment or acquisition of an existing plant (M&A). If it selects greenfield investment, it has two ownership choices: whole ownership or a joint venture with a local company. Controlling for industry‐ and country‐specific characteristics, we find that the more productive a firm is, the more likely it is to choose FDI rather than exporting and greenfield investment rather than M&A.     

Firm Experience and Market Entry by Venture Capital Firms (1962–2004)

In this paper, we examine a firm's decision to enter new markets as related to the depth and breadth of its experience and the relative distance of those markets. We situate our discussion and analysis in the context of the venture capital (VC) industry, and examine whether and when US VC firms enter five high‐technology investment markets through first‐ or later‐round investments. This setting allows us to observe both the firms that chose to enter a new market and those that did not, and analyse the antecedents of these decisions. We find that VC firms overall are less likely to enter distant markets; those with broader experience are more likely to make first‐round entries. In addition, VC firms with deeper investment experience are more likely to make first‐round entries in proximate markets and less likely to enter distant markets and make later‐round entries. These results offer interesting implications for the literature on organizational learning and entrepreneurship.     

Network advantage’s effect on exit performance: examining venture capital’s inter-organizational networks

This study investigates how a venture capital’s network affects its exit performance. While most network research focuses on individual characteristics such as centrality and density, this study explores the overall advantage that results from holding a network position (i.e., a network advantage). This network advantage is examined at the syndicate level, which is a group of organizations. Within this context, the study contemplates the syndicate’s network advantage and hones in on the syndicate’s network advantage diversity, because the composition of members’ network advantage within the syndicate as well as the syndicate’s network advantage itself may affect the syndicate’s performance. To do this, first it is hypothesized that both a venture capital syndicate’s network advantage and its network advantage diversity are positively associated with its exit performance. Next, the study predicts that a syndicate’s network advantage diversity negatively moderates the positive relationship between the syndicate’s network advantage and its exit performance. Then a two stage least squares analysis of 1137 venture capital syndicate investments largely confirms the predicted effects. A syndicate’s network advantage is shown to contribute to its exit performance. A syndicate’s network advantage diversity clearly weakens the positive relationship between the syndicate’s network advantage and performance, while its direct effect on performance is not significantly supported. Overall, these findings show that a syndicate’s network advantage and its diversity are critical determinants of its exit performance in the venture capital industry.

     

The Relevance of Financial versus Non-Financial Information for the Valuation of Venture Capital-Backed Firms

This study examines the relevance of financial and non-financial information for the valuation of venture capital (VC) investments. Based on a hand-collected data set on venture-backed start-ups in Germany, we investigate the internal due diligence documents of over 200 investment rounds. We document that balance sheet and income statement items capture as much economic content as verifiable non-financial information (e.g. team experience or the number of patents) while controlling for several deal characteristics (e.g. industry, investment round, or yearly VC fund inflows). In addition, we show that valuations based on accounting and non-accounting information yield a level of valuation accuracy that is comparable to that of publicly traded firms. Further analyses show that the industry-specific total asset multiples outperform the popular revenue multiples but lead to significantly less accurate results than those obtained from the more comprehensive valuation models. Overall, our findings might inform researchers and standard-setters of the usefulness of accounting information for investment companies and provide additional evidence to gauge the overall valuation accuracy in VC settings.