Venture Capital puzzles, solved step by step
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061Three funds value a deal at Rs 100 crore, Rs 120 crore and Rs 150 crore, and they bid openly against each other, raising the price until only one is left. Roughly what valuation does the founder get, and why not Rs 150 crore?Growth equitySeries A to C VC
Try it first
Where does the open bidding stop?
Show the worked solution
About Rs 120 crore, the second-highest value. As the price rises, Fund A drops out at Rs 100 crore and Fund B at Rs 120 crore. Fund C, which would pay up to Rs 150 crore, wins the moment it bids one step above Rs 120 crore and has no reason to go further. The founder cannot capture C's top value because no one else is willing to push the price there, and C never says what its number is.
Why does the price stop at the runner-up's value?
At a house auction, the buyer who would pay Rs 2 crore often gets the house for Rs 1.6 crore, because the last rival stopped there. In an open ascending auction the winner pays roughly what the second-highest bidder was willing to pay, because the bidding ends the moment the second bidder quits. Fund C's private valuation decides who wins; Fund B's valuation decides the price. The Rs 30 crore between them is the winner's surplus, and it stays with Fund C.
Fund A drops out at Rs 100 crore and Fund B at Rs 120 crore, so Fund C wins by bidding just past Rs 120 crore and keeps Rs 30 crore of surplus that the open format never forces it to reveal. Could the founder run the process differently and get closer to Rs 150 crore?
A sealed bid, where each fund names one price and the highest wins at its own bid, looks as if it would extract more. It usually does not, because funds shade their sealed bids below their true value; under textbook assumptions the expected price ends up about the same as in the open auction. What actually moves the price is more serious bidders: a fourth fund valuing the deal at Rs 140 crore would push the clearing price to Rs 140 crore. That is why bankers and founders work so hard to keep several funds in the process to the end.
Say the limits. Venture rounds are not pure price auctions: founders often take a lower valuation from a fund they want on the board, and term sheets differ on preferences, board seats and option pools, so the headline number is only part of the price. The bid step matters too; the price is Rs 120 crore plus one increment, which in practice is a negotiation rather than a fixed step.
Where candidates lose it
The common wrong answer is Rs 150 crore, as if the highest valuation simply becomes the price. It confuses who wins with what they pay, and the interviewer wants to hear that distinction named.
The second trap is overcorrecting to Rs 100 crore, the lowest value. Walk through the drop-outs in order: A at 100, B at 120, then C stops. The answer is the second value, not the first or the last.
What the interviewer asks next
- How would a fourth fund valuing the deal at Rs 140 crore change the price?
- Why might a founder accept the Rs 100 crore fund's offer anyway?
- In a sealed-bid round, how much should Fund C shade its bid?
087A founder holds a term sheet at Rs 80 crore pre-money that expires today. If she lets it lapse and keeps talking to investors for four more weeks, she expects a 50% chance of an offer at Rs 110 crore, a 30% chance of Rs 80 crore again, and a 20% chance of no deal at all. Should she wait?Seed and early-stage VCSeries A to C VC
Try it first
What is the expected pre-money if she waits?
Show the worked solution
On these numbers, no: waiting is worth Rs 79 crore on average against a certain Rs 80 crore. Weight each outcome by its chance: half of 110 is 55, three tenths of 80 is 24, and the no-deal branch adds nothing. Waiting loses a crore of expected value and adds a one in five chance of having no round at all, which for a company that needs the money can be far worse than zero.
How do you compare a sure thing with a gamble?
A shop offers you Rs 800 for your old phone today, or you can try an online sale that might fetch Rs 1,100, might fetch Rs 800, or might not sell at all. Put a number on the gamble by weighting each outcome by its chance and adding, then compare that expected value with the sure offer. Here waiting gives 0.5 x 110 + 0.3 x 80 + 0.2 x 0, which is Rs 79 crore of pre-money on average, against Rs 80 crore she can sign today.
Signing today gives Rs 80 crore for certain, while waiting gives Rs 110 crore half the time, Rs 80 crore three times in ten and no deal one time in five, an expected Rs 79 crore that sits just below the certain offer. The relationshipE[wait] expected pre-money from waiting, Rs crore 0.5, 0.3, 0.2 chances of the better offer, the same offer and no deal What it says in wordsWaiting is worth the chance-weighted average of its outcomes, and here that average falls short of the sure offer.Why is the expected value not the whole answer?
Because the outcomes are not equally painful. A one crore gap in expected value understates the case against waiting, because the 20% branch is not a lower valuation but no round at all. A company with six months of cash that misses a round may have to cut staff or raise on much worse terms later. Even if waiting were worth slightly more on average, a founder who cannot survive the bad branch should still sign. Turn it round to show the margin: holding the no-deal chance at 20%, waiting only beats signing if the chance of Rs 110 crore rises above 53.3%; holding the 50% upside, the no-deal chance must fall below 18.75%.
What would you ask before trusting the probabilities?
Where the 50% comes from. Founders tend to overrate the chance of a better offer because the meetings that went well are the ones they remember. Ask how many investors are past a partner meeting, and whether the current lead would return at the same price after being turned down, which this puzzle quietly assumes. A pre-money figure is also not the founder's wealth: the stake she keeps depends on how much she raises as well.
Where candidates lose it
The fast wrong answer averages only the two offers, or simply notes that Rs 110 crore is the likeliest outcome, and says wait. The no-deal branch is worth zero and drags the average to Rs 79 crore.
The second loss is stopping at 79 versus 80 and calling it a coin toss. The interviewer wants the point about the shape of the risk: the bad branch is a missing round, and a company that cannot survive it should not take the bet even at a small expected gain.
What the interviewer asks next
- How high must the chance of a Rs 110 crore offer be for waiting to break even?
- She plans to raise Rs 20 crore in either case. What share does she keep under the Rs 80 crore and the Rs 110 crore offers?
- Why might an investor deliberately put a short expiry on a term sheet?
