Guest column

Here's what you need to know if you're raising a seed round in Texas

From friends and family rounds to how to navigate a seed round, here's what you need to know about raising money in Texas. Getty Images

In the vast majority of startups we've worked with across Texas, their "seed round" is not the first money in the door. That money is often called a "Friends & Family Round" and it's usually from people so close to the entrepreneurs that they are willing to take a gamble before there is really even much "there" to invest in. It also might include bootstrap funds put in by the entrepreneurs themselves.

After an F&F Round, Texas startups will pursue a "seed round," which generally includes some angel investors in the local and broader ecosystem. A problem we occasionally run into is that Texas entrepreneurs, including those in Houston, will get bad advice on what the right structures are for this kind of deal; either because they are reading a blog post from Silicon Valley (where things work VERY differently) or they're talking to someone marketing themselves as an "adviser" when their advice doesn't have much substantive deal experience backing it.

If your seed round is under $1 million, you will most likely structure it as a convertible note with a valuation cap and a 2 to 3 year maturity. Convertible notes are extremely slimmed down investment instruments that angel investors across Texas will be very familiar with. Usually, the "deal" in a convertible note round is that investors will get minimal up-front rights, in order to streamline early decision-making and keep legal costs down for negotiation, but they will get back-end protections like debt treatment if the company goes south. They will also almost always get a valuation cap and/or a discount on the price that future VCs pay, as recognition for the extra risk the seed investors are taking relative to later investors.

Once seed rounds get above $1 million, a more robust equity (stock) based investment structure starts to make more sense. There are two types of equity rounds, broadly speaking: seed equity and full VC-style equity. The latter involves a large set of heavily negotiated documents with robust investor protections, and is the structure most often utilized for a Series A (after seed). The former (seed equity) is a slimmed down version of full VC docs designed to give investors some rights, but keep negotiation costs (including legal fees) within a range that's reasonable for the smaller amount of money being raised. Investors vary as to whether they will accept simpler seed equity docs, or require you to give them full VC-style protections.

Given the diversity of investor expectations and contexts you're likely to run into in structuring a seed round, and the very high-stakes (and permanent) implications of the contracts you're going to sign, it's extremely important that advisers you work with have specialized experience in these kinds of deals.

In the case of lawyers specifically, it's also extremely important that they not have conflicts of interest with the investors you are raising money from. We too often see clever investors nudge entrepreneurs toward utilizing the investor's preferred law firm. Anyone with an ounce of honesty and experience can see why that's a problem.

Make sure you understand the high-level concepts and structures that are within the norms of your startup ecosystem, and then work with experienced, trustworthy advisors to translate everything into a deal that makes sense for your company's unique context.

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Jose Ancer is an emerging companies partner at Egan Nelson LLP. He also writes for Silicon Hills Lawyer, an internationally recognized startup/vc law blog focused on entrepreneurs located outside of Silicon Valley, including Texas.

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Building Houston

 
 

Data Gumbo, founded and led by Andrew Bruce, has announced its latest funding. Photo courtesy of Data Gumbo

A Houston-based tech company has announced another round of funding to support its blockchain network growth as well as to establish a presence in the Middle East.

Data Gumbo has closed its series B funding round totaling $7.7 million with follow-on investments led by Equinor Ventures. The round includes participation from Saudi Aramco Energy Ventures and Bay Area and Houston-based venture firm L37. The round's first close was announced in September 2020 at $4 million. The additional funds to close the Series B will be used to scale Data Gumbo to serve demand for GumboNetâ„¢ and GumboNetâ„¢ ESG. Additionally, Data Gumbo plans to establish a presence in the Middle East to cover expected demand growth in the region.

"The successful close of our series B is continued proof of the efficacy and booming interest in our ability to capture critical cost savings, deliver trust and provide transparency across commercial relationships," says Andrew Bruce, founder and CEO of Data Gumbo, in a news release. "Compounded by the growing demand for transparent, accurate sustainability data and the launch of our automated ESG measurement solution, GumboNetâ„¢ ESG, Data Gumbo's trajectory is well-positioned to serve our growing customer base by ensuring economic productivity and value. This infusion of capital will support our expansion efforts as we bring more international users to our network."

With this latest raise, Data Gumbo's total funding raised to date is $18.4 million.

"Data Gumbo's success is marked by a wide variety of business use cases and opportunities for expansion," says Bruce Niven, chief investment officer at Aramco Ventures, in the release. "Our continued investment is a testament to our continued support as the company attracts new customers, experiences further demand for its network and gains traction in new markets."

The company's technology features smart contract automation and execution, which reduces contract leakage, frees up working capital, enables real-time cash and financial management, and delivers provenance with unprecedented speed, accuracy, visibility and transparency, per the release.

"Data Gumbo is the market leader for smart contracts backed by blockchain, and the coming year will be a period of exponential growth for the company as they penetrate new industrial markets," says Kemal Farid, partner at L37, in the release. "We believe strongly that GumboNet will become the de facto network for smart contracts across industries for capturing value and solving enormous pain points in contractual relations. Additionally, as companies move to meet increasing sustainability measurement demands and ESG improvements, there is a huge growth path available for Data Gumbo with the launch of GumboNet ESG."

Earlier this year, the company announced its environmental, social and corporate governance tracking and reporting tool.

"Equinor's recent pilot at the Johan Sverdrup field has demonstrated that GumboNet can create strong value for the partnership," says Gareth Burns, head of Equinor Ventures, in the release. "Our follow-on investment confirms Equinor Ventures' confidence in Data Gumbo's solution for our company and the broader energy industry."

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