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.

You need a specialized lawyer for your startup — but that's easier said than done in Houston, according to this expert. Getty Images

Lawyers specializing in startups are hard to comeby in Houston — but here's what you need to know

Guest column

One of the worst, and most expensive, mistakes that we see startup founders make in the very early days of their company is not realizing that hiring lawyers is a lot like hiring doctors: when the stakes are high, you need a highly experienced specialist.

Law has numerous specialties and sub-specialties, and hiring legal counsel with the wrong specialty can mean paying to reinvent the wheel, or simply getting advice that is out of sync with the norms of your industry and the expectations of your seasoned investors.

This challenge can be particularly acute for founders of startups located in Houston. The legal market in any particular city tends to mirror the dominant industries of that city. Houston has some of the world's most prominent energy and healthcare lawyers, for reasons that should be obvious to anyone who knows anything about Houston's economy.

Startup lawyers, or more formally —corporate/securities lawyers who are sub-specialized in "emerging companies" — are a different story entirely. Given the nascent status of Houston's startup ecosystem, finding local lawyers who work with emerging technology companies and early-stage funding day in and day out, and know all the norms and nuances, is a challenge.

Very often we see founders get referred to a local lawyer who is a broad generalist that dabbles lightly in many practice areas. Their lack of depth in startup or venture capital work usually leads to clients paying for things that a more specialized lawyer, with a deeper set of precedent forms and institutional knowledge, could simply pull off the shelf. In other cases, founders get referred to very expensive senior corporate lawyers from firms designed for billion-dollar public company representation; totally overkill (and overpriced) for an early-stage startup.

What the smartest Houston founders discover, if they do their homework, is that leveraging the broader "Texas ecosystem" can help not just with sourcing talent for their employee roster or finding venture capital, but with sourcing specialized legal talent as well. In the case of Startup Lawyers, Austin's venture capital and startup ecosystem has produced numerous highly specialized lawyers whose depth of startup/vc experience easily compares with lawyers found in Silicon Valley, but who also regularly interact with investors in the Houston market; and therefore know their expectations. In the case of our firm, Egan Nelson (E/N), a significant number of our clients are located in Houston, Dallas, San Antonio, and other markets in the general regional area.

Historically, businesspeople have assumed that if they really want top-tier, highly specialized counsel, they had to find that counsel at large, multi-national law firms. That is no longer the case. The broader Texas ecosystem has produced a thriving group of specialized, high-end "boutique" law firms that are recruiting top-tier lawyers away from the traditional mega-firms, and leveraging technology to deliver "leaner" legal counsel; saving hundreds of dollars per hour for entrepreneurs.

It is not uncommon for us to see Houston startups utilizing an emerging companies corporate lawyer in Austin, a regulatory specialist lawyer in Houston, and a tax lawyer in Dallas; all from different firms. This is the future for how emerging companies will source their legal talent, without the constraints of geography or old-fashioned "all in one" law firm structures.

This trend really isn't that new. VCs from Austin and other Texas cities (and the coasts) have regularly been visiting Houston to fund companies, and Houston companies have regularly leveraged contacts in other markets to source specialized resources for their companies. The same dynamics have extended to finding legal counsel. "Localism," and an over-preoccupation with hiring everyone in the same city, isn't really just last year, it's more like last century. There is nothing about legal services for startups that requires any of your lawyers to be within your same city. Videoconferencing works great.

The growth of the Texas ecosystem, and the emergence of specialized boutique law firms, mean that Houston entrepreneurs have far more options to choose from for sourcing specialized legal counsel. Leverage those options to avoid engaging lawyers who are insufficiently experienced, or overkill, for the needs of your company. For more resources on finding and assessing the right lawyers for your Houston startup, see Startup Lawyers, Explained.

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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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Texas ranks as top U.S. manufacturing hub, behind only one state

By The Numbers

Texas ranks among the country’s biggest hubs for manufacturing, according to a new study.

The study, conducted by Chinese manufacturing components supplier YIJIN Hardware, puts Texas at No. 2 among the states when it comes to manufacturing-hub status. California holds the top spot.

YIJIN crunched data from the U.S. Census Bureau, International Trade Administration, and National Association of Manufacturers to analyze manufacturing activity in each state. The study weighed factors such as number of manufacturing establishments, number of manufacturing employees, total value of manufacturing output, total manufacturing exports and manufacturing’s share of a state’s gross domestic product.

Here are Texas’ figures for those categories:

  • 19,526 manufacturing establishments
  • 847,470 manufacturing employees
  • Total manufacturing output of $292.6 billion
  • Total manufacturing exports of $291.9 billion
  • 11.3 percent share of state GDP

According to Texas Economic Development & Tourism, the state’s largest manufacturing sectors include automotive, tech, petroleum, chemicals, and food and beverage.

“The Lone Star State is truly a manufacturing powerhouse,” the state agency says.

In an October speech, Texas Gov. Greg Abbott praised the state’s robust manufacturing industry.

“We are proud that Texas is home to a booming manufacturing sector,” he said. “Thanks to our strong manufacturing sector, ‘Made in Texas’ has never been a bigger brand.”

Houston is a cornerstone of Texas’ manufacturing industry. The region produces more than $75 billion worth of goods each year, according to the Greater Houston Partnership. That makes Houston the second-ranked U.S. metro area for manufacturing GDP. The more than 7,000 manufacturing establishments in the area employ over 223,000 people.

“As one of the most important industrial bases in the world, Houston has access to many global markets thanks to its central location within the U.S. and the Americas,” the partnership says.

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This story originally appeared on our sister site, EnergyCapitalHTX.

Houston's top 25 business and civic leaders named by local organization

HTown leaders

As part of its 25th anniversary celebrations, the Center for Houston’s Future has named its first-ever group of Top 25 Business/Civic Leadership Forum Alumni, including energy transition CEOs and legendary craft brewery founders.

The group was selected from among 1,400 alumni of the Center for Houston's Future's Leadership Forum, which hosts two cohorts per year, bringing together leaders from across industries to focus on issues critical to the long-term success of Greater Houston.

The individuals will be honored throughout the year, starting with an event this Thursday, March 20, at the Junior League of Houston called Leaders for Houston’s Future: Women Who Stand Apart, and culminating in the signature Dinner & Conversation event this fall.

Earlier this year, the organization selected an honor roll of 75 Leaders Who Stand Apart before naming the list of 25. See the honor roll here.

“Both our Top 25 and the honor roll of 75 Leaders are a testament to the amazing group of leaders working for the good of our region every day,” David Gow, the center’s CEO and president, said in a statement. “They are also a reflection of the Center’s historical and ongoing commitment to develop, inspire and connect leaders across all facets of our region.

Gow is the founder and chairman of Gow Media, InnovationMap's parent company.

The Top 25 Business/Civic Leadership Forum Alumni list includes:

  • Laura Bellows, president and board chairman, W.S. Bellows Construction
  • Richard Campo, chairman and CEO, Camden Property Trust
  • Anne Chao, co-founder, Houston Asian American Archive
  • Donna Cole, founder, president and CEO, Cole Chemical & Distributing
  • Suzan Deison, CEO, president and founder, Greater Houston Women's Chamber of Commerce
  • Amanda Edwards, principal, The Community Based Solutions Firm
  • Bob Eury, retired president and CEO, Central Houston, Inc.
  • Sidney Evans II, senior advisor, business affairs, Reliant Energy
  • Roland Garcia, shareholder, Greenberg Traurig LLP
  • Cullen Geiselman, board chair, Houston Parks Board
  • Bernard Harris Jr., former NASA astronaut
  • Winell Herron, senior vice president of public affairs, diversity and environmental affairs, H-E-B
  • Paul Hobby, founder and managing director, Genesis Park
  • Laura Jaramillo, executive director, LISC
  • Melanie Johnson, president and CEO, Collaborative for Children
  • Laura Murillo, president and CEO, Houston Hispanic Chamber of Commerce
  • Wilhelmina "Beth" Robertson, president, Cockspur, Inc. and Westview Development Inc.
  • Judson Robinson III, president and CEO, Houston Area Urban League
  • Kimberly Sterling, principal, Sterling for Good
  • Y. Ping Sun, of counsel, Yetter Coleman LLP
  • Bobby Tudor, founder and CEO, Artemis Energy Partners
  • Brock Wagner, founder, Saint Arnold Brewing Company
  • Barron Wallace, public finance partner and practice group co-Head, Bracewell LLP
  • Marc Watts, president, The Friedkin Group
  • Beth Wolff, founder and chairman, Beth Wolff Realtors

Eury, Sun and Wolff serve on the center’s board of directors.

“I’m grateful to be included on the Top 25,” Wolff said in the release. “I cannot stress enough what an extraordinary opportunity it is to participate in the Leadership Forum and focus on Houston’s future. Fellow cohort members become friends and colleagues working together in service of the community.”

This week's panel will feature Cole, Geiselman and Herron. They will be joined by Lharissa Jacobs, executive director of Fit Houston, who made the top 75 list. Frances Castañeda Dyess, president of the Houston East End Chamber of Commerce, will moderate.

California-based healthcare co. expands to Houston with new bioskills lab

med skills

Axis Research & Technologies, a California-based healthcare innovation solutions and medical research company, has expanded into the Houston area via a new 10,800-square-foot bioskills lab in Shenandoah last month.

The facility includes a main lab that’s configurable into a single space with over 20 stations, two more lab suites for specialized bioskills training, a conference room for presentations and a large multipurpose area.

Medical professionals can simulate a fully functional operating room in the lab for training and education. It also has the capability of handling cadaver specimens.

The company says the new facility aims to serve surgeons, medical device companies, hospitals and research institutions.

Axis was attracted to Houston thanks to the Texas Medical Center and other world-class medical groups, according to a release from the company. The facility in Shenandoah will be near medical facilities in The Woodlands.

“We are thrilled to expand into the Houston market,” Jill Goodwin, COO of Axis, said in a news release. “This new facility was driven by demand from our clients who have expressed a need for a high-quality bioskills lab in Houston. We repeatedly heard this feedback at the most recent American Academy of Orthopaedic Surgeons (AAOS) conference, which reinforced our decision to bring Axis to the region.”

Axis hosted its first lab event at its Houston-area venue on Feb. 22. The facility is currently accepting bookings for medical trainings, research collaborations and use of its bioskills lab.

“Our goal is to create an environment where groundbreaking medical advancements can take place,” Goodwin added in a news release. “Houston is home to one of the largest medical communities in the country, making it a perfect fit for our expansion.”

Axis' other bioskills labs are located in Nasvhille; Irvine, California; and Columbia, Maryland.