1 00:00:00,770 --> 00:00:04,640 Most people are familiar with debt, but what is equity? 2 00:00:04,640 --> 00:00:07,730 Equity is ownership interest in a company. 3 00:00:07,730 --> 00:00:10,120 Now, what do we mean by that exactly? 4 00:00:10,120 --> 00:00:11,620 When a business is set up, 5 00:00:11,620 --> 00:00:15,300 you can imagine a company comprising of many little units of ownership. 6 00:00:16,330 --> 00:00:20,040 When you raise money through equity financing, you're basically asking for 7 00:00:20,040 --> 00:00:23,230 money in exchange for ownership in the company. 8 00:00:23,230 --> 00:00:26,400 This is pretty important because unlike debt financing, 9 00:00:26,400 --> 00:00:29,860 you don't have to pay back the money you raised through equity financing. 10 00:00:30,870 --> 00:00:35,110 Businesses first starting out might find equity more favorable than debt, for 11 00:00:35,110 --> 00:00:35,710 many reasons. 12 00:00:36,710 --> 00:00:39,450 Debt on your balance sheet can be seen as a bad thing. 13 00:00:39,450 --> 00:00:40,940 Equity isn't. 14 00:00:40,940 --> 00:00:42,010 When you raise equity, 15 00:00:42,010 --> 00:00:45,100 it puts your company in a better position, on paper at least. 16 00:00:46,330 --> 00:00:48,670 When you take out a loan to expand your company, 17 00:00:48,670 --> 00:00:51,530 you immediately have to start paying that loan back. 18 00:00:51,530 --> 00:00:54,230 This means that whatever you spend that money on has to 19 00:00:54,230 --> 00:00:58,130 increase cash flow immediately so that you can pay back the loan. 20 00:00:58,130 --> 00:01:01,300 With equity however, when investors give you money, 21 00:01:01,300 --> 00:01:03,700 they don't expect returns immediately. 22 00:01:03,700 --> 00:01:06,160 They understand that they're in a long term agreement, so 23 00:01:06,160 --> 00:01:09,160 there's less pressure on you to make their money work immediately. 24 00:01:10,520 --> 00:01:13,060 With equity financing, since unlike a loan, 25 00:01:13,060 --> 00:01:16,635 you don't have to return that cash immediately, you can use the money for 26 00:01:16,635 --> 00:01:19,840 long-term purposes, like the expansion of your office. 27 00:01:19,840 --> 00:01:20,980 Conducting research and 28 00:01:20,980 --> 00:01:25,180 development or hiring more staff to ramp up revenue growth. 29 00:01:25,180 --> 00:01:29,510 When you raise funds through equity you give away a portion of the company. 30 00:01:29,510 --> 00:01:33,190 This means that when you earn profits you have to distribute those profits to 31 00:01:33,190 --> 00:01:36,380 the investors in proportion to how much of the company they own. 32 00:01:37,635 --> 00:01:41,280 One thing important to note, is that when you have both equity and 33 00:01:41,280 --> 00:01:42,710 debt on your balance sheet, 34 00:01:42,710 --> 00:01:46,950 you pay off the debt before you distribute your profits to your investors. 35 00:01:46,950 --> 00:01:48,320 If your company goes bankrupt for 36 00:01:48,320 --> 00:01:52,340 some reason or another, debt is paid off before equity. 37 00:01:52,340 --> 00:01:55,590 If you don't have enough money after paying off debt, oh well, 38 00:01:55,590 --> 00:01:57,500 investors don't get anything. 39 00:01:57,500 --> 00:02:00,390 Debt always has a higher priority. 40 00:02:00,390 --> 00:02:03,290 There are lots of advantages to raising equity over debt. 41 00:02:03,290 --> 00:02:05,330 So why doesn't everyone do it? 42 00:02:05,330 --> 00:02:07,380 Well first off, it's not that easy. 43 00:02:07,380 --> 00:02:09,240 There are different types of equity. 44 00:02:09,240 --> 00:02:13,150 Stock that a company issues to its founders is different from stock issued to 45 00:02:13,150 --> 00:02:14,430 private investors. 46 00:02:14,430 --> 00:02:18,160 Which is completely different from what is issued to the general public. 47 00:02:18,160 --> 00:02:20,930 Before we can talk about the different types of stock though, 48 00:02:20,930 --> 00:02:24,180 let's take a look at what we mean when we say stock. 49 00:02:24,180 --> 00:02:27,510 Now, the terms used may vary depending on where you are, 50 00:02:27,510 --> 00:02:29,690 but the concept is the same. 51 00:02:29,690 --> 00:02:33,230 I'm going to use terminology that you would use here in the United States. 52 00:02:33,230 --> 00:02:35,420 If you're in another country, don't worry. 53 00:02:35,420 --> 00:02:38,230 You should still keep watching to understand how equity works. 54 00:02:39,310 --> 00:02:42,490 The equity of a corporation is called stock. 55 00:02:42,490 --> 00:02:45,710 Companies can issue and sell stock to investors in exchange for 56 00:02:45,710 --> 00:02:50,020 money, which as we just discussed is equity financing. 57 00:02:50,020 --> 00:02:55,310 Once an investor purchases company stock, he or she is an owner of the company. 58 00:02:55,310 --> 00:02:58,080 Now, stock ownership is considered perpetual. 59 00:02:58,080 --> 00:03:00,840 This means that a stock has no maturity date. 60 00:03:00,840 --> 00:03:04,000 You can hold onto that stock and remain an owner until you sell it 61 00:03:04,000 --> 00:03:06,850 off to someone else or the company buys it back from you. 62 00:03:07,990 --> 00:03:09,760 So where does stock come from? 63 00:03:09,760 --> 00:03:11,960 How many units of a company's stock are out there? 64 00:03:13,090 --> 00:03:15,790 When a company files its incorporation documents, 65 00:03:15,790 --> 00:03:18,980 it usually has to write down the number of shares it wants to authorize. 66 00:03:20,280 --> 00:03:24,750 Authorized stock is the total amount of a stock that a company possesses. 67 00:03:24,750 --> 00:03:27,457 Well, let's say I incorporated my company and 68 00:03:27,457 --> 00:03:31,140 authorized ten million units of stock or shares. 69 00:03:31,140 --> 00:03:35,940 Knowing the amount of stock allows you to establish a baseline when raising equity. 70 00:03:35,940 --> 00:03:37,650 If you didn't have a pool of shares and 71 00:03:37,650 --> 00:03:42,370 randomly decided to issue 10,000 shares to an investor, what does that mean? 72 00:03:42,370 --> 00:03:44,720 Do they now own 10% or just 1%? 73 00:03:44,720 --> 00:03:47,740 By knowing that the total pool is ten million, 74 00:03:47,740 --> 00:03:52,100 we know that issuing 10,000 shares means giving away less than 1%. 75 00:03:52,100 --> 00:03:55,860 Some of this initial authorized stock is issued to founders, 76 00:03:55,860 --> 00:03:58,270 who pay a par value for it. 77 00:03:58,270 --> 00:04:01,600 Par value is a nominal value that you arbitrarily assign to 78 00:04:01,600 --> 00:04:03,790 the share when authorizing it. 79 00:04:03,790 --> 00:04:05,980 You usually assign a low par value so 80 00:04:05,980 --> 00:04:09,800 that founders have to pay very little to acquire their shares. 81 00:04:09,800 --> 00:04:15,325 At my company with ten million authorized shares, if I issued myself 82 00:04:15,325 --> 00:04:21,270 four million founder shares, I could set the par value to $0.001. 83 00:04:21,270 --> 00:04:24,701 This way I only pay 400 for my four million shares. 84 00:04:25,760 --> 00:04:29,460 Do not confuse par values with market values of a share. 85 00:04:29,460 --> 00:04:33,250 A par value is an arbitrarily assigned nominal value. 86 00:04:33,250 --> 00:04:37,310 While the market value is established in the market and changes over time, 87 00:04:37,310 --> 00:04:40,440 depending on the valuation of the company, investor sentiment and 88 00:04:40,440 --> 00:04:41,310 a lot of other things. 89 00:04:42,420 --> 00:04:47,000 The portion of shares that you give to other people is known as issued stock. 90 00:04:47,000 --> 00:04:51,080 Issued stock is the amount of authorized stock that is currently in, or 91 00:04:51,080 --> 00:04:54,350 has been in the hands of founders or investors. 92 00:04:54,350 --> 00:04:56,750 Once issued, stock is always issued, 93 00:04:56,750 --> 00:04:59,990 regardless of whether the company has repurchased it. 94 00:04:59,990 --> 00:05:01,950 That leaves, outstanding stock. 95 00:05:01,950 --> 00:05:05,640 Shares that are currently owned, either by founders or by investors. 96 00:05:06,680 --> 00:05:09,570 Let's use those terms in another example. 97 00:05:09,570 --> 00:05:14,010 At my company, I authorize ten million shares at a par value of $0.001. 98 00:05:14,010 --> 00:05:19,340 I want to maintain majority control of the company down the road, so 99 00:05:19,340 --> 00:05:23,350 I issue myself 50% of the shares, or five million. 100 00:05:23,350 --> 00:05:29,740 To get those five million, I pay five million times 0.001, or $5,000. 101 00:05:29,740 --> 00:05:33,680 While five million is half of the authorized stock, 102 00:05:33,680 --> 00:05:36,040 it is 100% of issued stock. 103 00:05:36,040 --> 00:05:38,890 Which means, currently, I have complete control. 104 00:05:38,890 --> 00:05:40,805 So we have ten million authorized stock, 105 00:05:40,805 --> 00:05:44,510 five million issued, and five million outstanding, as well. 106 00:05:45,752 --> 00:05:49,690 It is now two years later, and I want to raise $1 million to expand the company. 107 00:05:49,690 --> 00:05:53,960 The market value of the company stock is around a dollar, 108 00:05:53,960 --> 00:05:59,080 which means that to raise $1 million, I need to issue a further million shares. 109 00:05:59,080 --> 00:06:01,590 So, as always, our authorized stock rule remains the same. 110 00:06:01,590 --> 00:06:03,370 There's ten million shares. 111 00:06:03,370 --> 00:06:07,350 Our issued, as well as our outstanding, go up from five million to six million. 112 00:06:08,390 --> 00:06:12,954 Earlier I owned five million of the total five million outstanding stock, 113 00:06:12,954 --> 00:06:15,750 which was 100% ownership. 114 00:06:15,750 --> 00:06:21,534 Now I own five million of a total of six million outstanding stock, which is 83%. 115 00:06:22,640 --> 00:06:24,980 This highlights an important point. 116 00:06:24,980 --> 00:06:28,670 As more stock is issued to investors through equity funding rounds, 117 00:06:28,670 --> 00:06:32,288 the founders' percentage of ownership is diluted or decreased. 118 00:06:32,288 --> 00:06:37,730 From the investors' point of view, they own 10% of the authorized shares and 119 00:06:37,730 --> 00:06:41,640 16.6% of the issued and outstanding shares. 120 00:06:41,640 --> 00:06:44,770 Now that you have a good understanding of the life of a stock, 121 00:06:44,770 --> 00:06:46,840 let's talk about some of the different types of stocks. 122 00:06:48,240 --> 00:06:52,090 When people talk about stocks, whether it's about privately held stock or stock 123 00:06:52,090 --> 00:06:57,770 in the financial markets, the most common terms used are common and preferred stock. 124 00:06:57,770 --> 00:07:01,520 What do they mean though and do they apply to all companies? 125 00:07:01,520 --> 00:07:05,050 When we talk about common and preferred stock, we are referring to 126 00:07:05,050 --> 00:07:09,200 ownership structures and corporations in the United States specifically. 127 00:07:09,200 --> 00:07:12,730 While the terminology may differ, common stock in the U.S. 128 00:07:12,730 --> 00:07:16,610 or ordinary shares in the UK, the underlying concepts are similar. 129 00:07:17,650 --> 00:07:19,470 Common stock is voting stock, and 130 00:07:19,470 --> 00:07:24,030 is issued to founders when the company incorporates, to officers, directors, and 131 00:07:24,030 --> 00:07:27,640 consultants as incentives, and as stock options. 132 00:07:27,640 --> 00:07:31,760 When the company goes public, common stock is what is offered to the public as well. 133 00:07:32,780 --> 00:07:35,620 Holders of the common stock are typically entitled to 134 00:07:35,620 --> 00:07:40,310 one vote per share on all matters that are voted on by shareholders. 135 00:07:40,310 --> 00:07:43,200 Common stockholders are also entitled to a share of 136 00:07:43,200 --> 00:07:46,130 the profits if the company decides to hand some of it out. 137 00:07:47,530 --> 00:07:49,540 Then you have preferred stock. 138 00:07:49,540 --> 00:07:52,690 Preferred stock can be customized and offers more rights and 139 00:07:52,690 --> 00:07:55,100 privileges than common stock. 140 00:07:55,100 --> 00:07:58,570 Preferred stockholders get to be at the front of the line amongst equity 141 00:07:58,570 --> 00:08:02,960 holders when it comes to profit sharing and that's why investors love it. 142 00:08:02,960 --> 00:08:06,640 With preferred stock, you can have all sorts of rights, preferences, and 143 00:08:06,640 --> 00:08:10,540 privileges that allow investors preferential treatment. 144 00:08:10,540 --> 00:08:14,000 In exchange for this treatment, they give up their voting rights, however. 145 00:08:14,000 --> 00:08:15,350 So, they don't get everything they want. 146 00:08:16,465 --> 00:08:19,460 You're probably wondering why all this is necessary. 147 00:08:19,460 --> 00:08:21,730 Well, now that you know how the moving parts work, 148 00:08:21,730 --> 00:08:25,420 we can talk about how equity financing works in a nutshell. 149 00:08:25,420 --> 00:08:29,440 When you raise an equity round, you're essentially getting money in exchange for 150 00:08:29,440 --> 00:08:31,330 ownership in the company. 151 00:08:31,330 --> 00:08:35,020 You don't have to pay this money back, so it seems like free money, but 152 00:08:35,020 --> 00:08:37,420 there are other consequences. 153 00:08:37,420 --> 00:08:41,110 Depending on how much money you raise and how much of the company you exchange for 154 00:08:41,110 --> 00:08:45,650 it, you will be handing over a portion of control through your preferred stock. 155 00:08:45,650 --> 00:08:50,430 So you may now have to run big decisions by other people before you can execute. 156 00:08:50,430 --> 00:08:53,810 These investors may also dictate a minimum rate of return. 157 00:08:53,810 --> 00:08:56,610 They want to see the money they gave put to work. 158 00:08:56,610 --> 00:08:59,490 Which means you may have to take some revenue generating actions that 159 00:08:59,490 --> 00:09:00,350 you weren't happy with. 160 00:09:01,600 --> 00:09:05,380 So how do you know whether you should take on debt or raise an equity round? 161 00:09:05,380 --> 00:09:06,650 Let's go on to the next video.