Negotiations through the eyes of an investor: it all starts with a dialog
2. Clear investment goals
Are you entering a business for control, share, and subsequent influence? Or is it more of a portfolio investment for diversification? A clear understanding of the goal determines your strategy in negotiations. Do you want to get x5 in 5 years? Make sure the company's growth model allows for this. Ask direct questions and voice expectations: how long are you coming in, what income do you expect, how do you see the exit? Understanding your goal is where a strong position begins.

3. Risk assessment
Investors often focus on potential, missing weak points: an opaque legal structure, vulnerable IP, an overheated market, or toxic partners. Evaluate not only the product and the market. Invest not in an idea, but in the people who must implement it. Evaluate the team: emotional state and experience, how it behaves under pressure, how it makes decisions, and how open it is to criticism.
4. Be prepared to walk away
The strongest position in negotiations is the ability to leave the table. If the terms do not match your investment profile, and there are discrepancies in the numbers or team motivation. Or if you see toxic founders, distorted metrics, a lack of understanding of unit economics, or “blind faith in growth,” it is better to leave the negotiations.

5. Financial and legal Due Diligence
Due Diligence is, first and foremost, capital protection. An open, mature founder is not afraid of uncomfortable questions. And vice versa — if he avoids specifics, this is an alarming signal. The investor’s task is not to believe promises, but to check the facts. What does the company really have today?

Check the capital structure, debt burden, legal purity, IP, key contracts and litigation risks. Pay attention to taxes, corporate rights, licenses and labor relations. It is important not just to “sign documents”, but to understand what you are dealing with — even before the deal. The LLC "EIFOS HUB" financial group conducts a comprehensive review of transactions with the participation of external lawyers and analysts. This allows you to exclude legal and reputational risks in advance.

Negotiations: What to Look for and What to Check
Once the main preparation is complete, the most difficult part begins — discussing the terms. It is important not only what is said, but also what is not directly voiced.

1. Valuation Cap
Valuation Cap is the maximum valuation of the company at which investments are converted into shares. It allows you to fix a “profitable entry” in case the Valuation Cap grows in the future. This is a key parameter. If the cap is too high, you are buying air. If it is too low, it is a sign of desperation or mistrust of the project. Both are reasons to ask questions.

2. Discount, interest, triggers
On what terms does the investment turn into shares and at what price? What happens if the next round does not take place on time? A well-set valuation cap allows the investor to fix favorable entry conditions, even if in the future the company attracts investments at a significantly higher valuation. Check: is there a discount to the future valuation, how is the conversion date fixed, are force majeure events provided for. These details determine how profitable your entry really is.
We often think of an investor as someone who presses the “buy” button. But an investment deal — especially in venture, real estate, or debt financing — is rarely about numbers. A savvy investor doesn’t just evaluate a business, they check who they’re dealing with and what principles the partnership will be built on.

This article will be useful for angel investors, corporate VCs, and startup funders who are raising money themselves and want to understand how the other side thinks.

Before Negotiations: How an Investor Prepares
1. Preparation
A good deal starts with analysis, questions, and understanding the risks.
Your job is to understand who you're dealing with. How does the market work? Who are the key players? Why does this particular project have potential? Understand the business model, for example, through unit economics analysis (how profitable is one unit of a product or service). Assess the market, competitors, team competencies, and exit scenarios. A good investment starts with understanding not only where you're entering, but also how you'll exit. Before you invest, understand how you'll get your money back.

LLC "EIFOS HUB" uses TAM/SAM/SOM analysis methods, competitive benchmarking, churn rate, and unit economics to evaluate investment deals. This approach allows you to make informed decisions before negotiations.
3. Jurisdiction
Not all instruments work the same everywhere. In the US, SAFE (Simple Agreement for Future Equity) is the standard. In Europe and Asia, ASA and convertible loan notes are popular, and SAFE is a legally controversial document. To avoid surprises, consult with lawyers who work in the required jurisdictions.

4. Deal Terms
The Term Sheet sets the entire structure of future rounds, it records the key terms of the deal (valuation, share, investor rights, etc.).

LLC "EIFOS HUB" recommends starting with a template set of terms, which are adjusted to a specific deal during negotiations. The investor should not dominate. The main rule: the terms should be clear, transparent and easily scalable in subsequent rounds. No complex structures, exotic rights and traps - all this alerts future investors and complicates fundraising.

5. Balance: control and trust
The terms of the "veto right" on key decisions, access to information (reporting and indicators), anti-dilution (pro-rata rights, protecting your share in subsequent rounds), rights to the next round - these are tools of control and insurance for the investor. But control should not prevent the company from developing.

The final: an investment that begins with questions
Investing means making decisions in conditions of insufficient information. This is primarily forecasts and negotiations. An experienced investor pays attention to details, listens, asks questions and observes. And draws conclusions.
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