Venture capital contracts

Michael Ewens

doi:10.1016/j.jfineco.2021.06.042

Venture capital contracts

2022-01-01

27

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M

Michael Ewens *

A

Alexander S. Gorbenko

K

Korteweg, Arthur

DOI：10.1016/j.jfineco.2021.06.042

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We estimate the impact of venture capital (VC) contract terms on startup outcomes and the split of value between the entrepreneur and investor, accounting for endogenous selection via a novel dynamic search-and-matching model. The estimation uses a new, large data set of first financing rounds of startup companies. Consistent with efficient contracting theories, there is an optimal equity split between agents, which maximizes the probability of success. However, venture capitalists (VCs) use their bargaining power to receive more investor-friendly terms compared to the contract that maximizes startup values. Better VCs still benefit the startup and the entrepreneur due to their positive value creation. Counterfactuals show that reducing search frictions shifts the bargaining power to VCs and benefits them at the expense of entrepreneurs. The results show that the selection of agents into deals is a first-order factor to take into account in studies of contracting. (c) 2021 Elsevier B.V. All rights reserved.

Keyword:

Venture capital

Contracts

Entrepreneurship

Matching

Structural

Venture capital contracts

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