新创企业的金融合同如何演变?

How do financial contracts evolve for new ventures?

Journal of Corporate Finance · 2022
被引 13
人大 A-ABS 4

中文导读

通过收集美国早期创业公司各轮融资的合同数据,发现多数公司采用一种“默认合同”,该合同在A轮确立后很少改变,且修改通常有利于投资者而非创业者。

Abstract

While previous research has characterized the key features of contracts between entrepreneurs and venture capitalists, little is known about the contracts' evolution over time and across funding rounds. We overcome significant data challenges to compile a novel panel dataset of U.S. early-stage ventures that includes the main financial and control rights offered to investors at each (equity) funding round. We find that there is a ‘default contract’ with a distinct combination of rights that the majority of companies gravitate to. This default contract is typically implemented in the initial Series A funding round and rarely deviated from in later rounds. Whenever deviations do occur, terms are usually revised in favour of investors, and not entrepreneurs. Due to this stickiness of the default contract, for successful startups we argue that post-money valuations in later rounds can be a reasonable proxy for the economic value of the firm.

创业融资合同融资轮次控制权条款合同演化