Startup Fundamental Workshop Series (February 16, March 17, April 20)


Startup Fundamentals Workshop #1 (3hrs):

“Doing a Startup Right”

February 17, 2016: 6:00PM – 9:30PM

MATERIALS: A comprehensive printed workbook & reference materials is included in the price of the admission.

CURRICULUM: Besides building and selling a product, entrepreneurs need to worry about many other things, including how to:

  • form and correctly structure a fundable company;
  • hire the right people;
  • compensatethe team;
  • split the pie with the cofounders and the team members;
  • determine a reasonable pre-money valuation; and
  • raise money and under what terms.

Often, these issues seem overwhelming, and traps for the unwary or uninformed are numerous. However, successfully avoiding the most common pitfalls can make a significant difference as to:

  • whether or not your startup is fundable;
  • the sources and types of capital that a founder will attract;
  • who controls the company;
  • how much a founder will make upon exit; and
  • and a startup’s likelihood of success.

In this first segment of the Startup Fundamentals series, Roger Rappoport will conduct an interactive, informative session with great take away materials and actionable items. Startup issues that will be covered in this workshop (among others):

  • Choices in entity selection;
  • creating an appropriate capitalizationtable;
  • co-founders vs early employees (should they be treated differently?);
  • appropriate allocations of founders’ stock (including Series FF Preferred Stock) between founders and vesting, repurchase rights and rights of first refusal;
  • determining if and when it is appropriate to obtain proxies from co-founders/early employees;
  • stock allocation for employees, consultants, board and advisory board members, and the perils of Section 409A under the Internal Revenue Code when granting options;
  • when milestone based vesting, as opposed to time based vesting, is appropriate;
  • the assignment of intellectual property, and ensuring that all IP created belongs to the company;
  • executing employment/consulting agreements; and
  • the value of developing an intellectual property strategy early on.


Startup Fundamentals Workshop #2 (3hrs): “Developing A Funding Strategy For Your Startup”

March 16, 2016: 6:00PM – 9:30PM

MATERIALS: A comprehensive printed workbook and reference materials is included in the price of the admission.

CURRICULUM: Getting funding from investors is always a challenge for startups. Avoiding common pitfalls when raising money can make the difference between your startup’s success or failure and the amount of dilution that founders will suffer, which could ultimately mean the difference between a great or a dismal exit.

In this interactive workshop, Roger Rappoport will cover the following topics:

  • how to develop a funding strategy appropriate for your startup;
  • when to raise funds, how muchto raise, and from whom;
  • the danger of taking too much or too little from investors;
  • identifying the value inflection points for your company;
  • the differences between seed, angel and venture capital funding;
  • alternative funding sources;
  • appropriate funding instruments for each round of funding, including convertible notes, SAFE’s, common stock and preferred stock;
  • the pros and cons of selling equity, convertible debt, and venture debt;
  • selecting and gaining access to the right investor; and
  • what to do to increase the pre-money valuation of a company.


Startup Fundamentals Workshop #3 (3hrs): “Understanding & Negotiating the “terms” in Term Sheets”

April 20, 2016: 6:00PM – 9:30PM

MATERIALS: A comprehensive printed workbook and reference materials is included in the price of the admission.

CURRICULUM: This workshop will focus on terms and term sheets for a seed, angel, convertible debt, and Series A (including a “Series A Lite”) round, in an interactive, informative session with great take away materials and actionable items.

In this session you will learn:

  • the structure of, and the provisions that will most likely be included in, a convertible debt, angel and venture financing term sheet;
  • the differences between seed, angel and venture capital funding;
  • when and from whom to take money;
  • when is an amount raised too much or too little, and the perils of both;
  • the anatomy of a term sheet;
  • how to arrive at a realistic pre-money valuation;
  • theimpact of term sheets on existing shareholders; and
  • the provisions that willimpact control of major and day-to-day decisions at your startup;

Roger Rappoport will also cover the most recent trends relating to:

  • liquidation preferences;
  • participation rights;
  • anti-dilution provisions;
  • pay-to-play provisions;
  • redemption rights;
  • registration rights;
  • drag along rights;
  • rights of first refusal; and
  • co-sale rights.


RCR Photo


These workshops will be presented by Roger Rappoport, founder of Access Silicon Valley, a practicing corporate attorney and leader of the Emerging Growth and Technology Practice Group for Procopio, Cory, Hargreaves & Savitch, a full service law firm serving Silicon Valley, Southern California, Austin and Phoenix.

He has extensive experience in advising startup and emerging growth companies in the Internet, software, telecom, life sciences and cleantech industries. His practice is focused on assisting companies at all stages in their life cycle, from inception through seed, angel and venture capital raises, and mergers and acquisitions and, drawing on his experience as an entrepreneur of 10 years, the implementation of effective strategies to achieve business objectives and ultimately a successful exit. He also represents investors who invest in these areas. Before attending law school, he was the founder of a company for 10 years.

For additional information, please contact:

Roger C. Rappoport, Esq.

Procopio, Cory, Hargreaves & Savitch LLP

1020 Marsh Road, Menlo Park, CA 94025

Direct Dial: (650) 645-9001

Direct Fax: (619) 744-5456


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