For investors looking to take limited downside risk with potentially unlimited upside returnā¦
Chances are, youāve heard about the holy grail of investing āĀ asymmetric bets.Ā

Philosophically speaking, itās pretty obvious why youād want to invest ONLY in opportunities where the potential reward is greater than the potential riskā¦
But whatās not obvious is how to determine what the actual risk and reward potential is, or theĀ statistical probabilityĀ of either outcome happening.
And even less obvious⦠how do you think aboutĀ pricing in the risk and uncertaintyĀ of any trade youāre about to make ā especially as a small balance check writer who has to be mindful about position sizing?
Hereās a potential counter intuitive answer: Itās managing your risk throughĀ concentratingĀ your positions over time (i.e. cutting your losers early and doubling down on winners) instead ofĀ diversifyingĀ (i.e. selling your winners to rebalance into losers).
And when it comes to investing in early stage companies, this meansĀ keeping capital in reserves to invest in follow on rounds.
Thatās the topic of todayās issue of Private Capital Insider.
– Jake Hoffberg
P.S. Interested in investing in an early stage, AI-powered oil and gas play?Ā If so, Pytheas Energy is raising capital on the Equifund Crowd Funding Portal.Ā
Go here to review their offering page and learn more.
Risk Stacks: A brief primer on understanding risk (and how that impacts price)
Last week, we talked about the types ofĀ private market deals I like to invest in as a small checkwriter.
And just in case you donāt have time to read the entire article, hereās the gist of itā¦
If your entry price determines 80% of your long term stock returns,Ā proper underwriting (i.e. pricing in risk) and position sizing are the key risk management tools.
But as weāve discussed in previous issues,Ā most people donāt really understand what risk actually isā¦
Or for that matter, how to think about managing that risk through a function of both price and check size.
Thatās why the concepts ofĀ Alpha, Beta, and ThetaĀ are crucial in this context, each serving a distinct role in the assessment and pricing of risk.
- Alpha (š¼)Ā represents the excess return on an investment relative to the return of a benchmark index (for example, the S&P 500)…Ā when adjusted for risk.
Alpha is often seen as a reflection of theĀ unique value added or subtracted by the management of a portfolio. - Beta (š½)Ā measures the volatility of an investment compared the benchmark index.
A Beta greater than 1 indicates that the investment is more volatile than the benchmark, while a beta less than 1 indicates that the investment is less volatile. - Theta (Ī)Ā represents the rate of decline in the value of an option due to the passage of time, assuming all other variables remain constant. This is often referred to as the “time decay” of options.
Theta is particularly important in the pricing of options because it affects theĀ premiumĀ of the optionsĀ as they approach their expiration date (we are going to come back to this concept in just a moment)
While we are often inundated with the promise of alluring potentialĀ rewardsĀ that come with the high risk involved in early stage investingā¦
Very rarely do I hear management teams candidly address the multipleĀ risksĀ involved with any investment in the category they are inā¦
Nor do I hear an explanation about how those risks are beingĀ pricedĀ into the current financing.
For these reasons, when we are going through underwriting, one of my big questions is some version ofā¦
How does management generate Alpha through managing theĀ known risksĀ and dealing withĀ unknown uncertainty?
For this, we have to take a look at what we call theĀ āRisk StackāĀ āĀ the accumulation or layering of multiple risks that, when combined, significantly increase the likelihood of a negative outcome or failure.
In risk management disciplines, this is sometimes referred to as theĀ Swiss Cheese Model of Accident CausationĀ ā although many layers of defense lie between hazards and accidents, there are flaws in each layer that, if aligned, can allow the accident to occur.

And to use ourĀ Game of BusinessĀ vsĀ Game of MoneyĀ framework, we have to assess both theĀ business riskĀ andĀ financial riskĀ within the investment opportunity.
Generally speaking, here are the mainĀ Game of BusinessĀ risk flashpoints with respect to the typical early stage company:
- Technology Risk:Ā Does the technology work as claimed?
- Patent Risk:Ā Does the team have the ability to acquire and defend patents in an effort to drive enterprise value?
- Regulatory Risk:Ā Does the company need to achieve some sort of regulatory approval (or permitting) to execute the business plan?
- Commercial Risk:Ā Is there sufficient demand in the marketplace to successfully commercialize the technology?
- Supply Chain Risk:Ā Will management be able to maintain profit margins and product quality as it scales supply to meet demand?
In my experience, the vast majority of investors are very focused on theĀ Game of BusinessĀ risk factors; whenever Iām in a room where investors are asking management teams questions, itās almost always product (or operations) focused.
This makes sense when you think about itā¦
Most individual investors are far more likely to have some sort of operational (or product) experience than they are a corporate finance or capital markets background.
But remember: Good products donāt necessarily make good companies, andĀ good companies don’t necessarily make good investments.
However, there are plenty of situations where investors can make above market returns betting on āokayā companies with āokayā products.
For these reasons, instead of getting overly caught up in the details of āis this product better than whatās already out thereā or āis the market as big as theyāve forecasted?ā…
I find itās far more useful to ask the questionĀ āso how do I make money in this deal?ā
Why? Because in the majority of early stage investments, there are only two things that determine your financial returns:Ā Your entry price and your exit price.
Simply put, you are looking to make short- to medium-termĀ tradeā¦Ā not a medium- to long-termĀ investment.
And even though theĀ Game of BusinessĀ Risk StackĀ is something we need to pay attention to when it comes toĀ execution riskā¦
TheĀ Game of MoneyĀ has its own risk stack called theĀ Capital Stack āĀ which organizes the different types of financing into a hierarchy based on the order of repayment priority andĀ financial risk.

- Senior Debt:Ā This is the most secure form of investment in the capital stack. It has the highest priority in terms of repayment and generally carries the lowest risk.
Senior debt holders are usually the first to be repaid in the event of a sale, refinancing, or liquidation of the property.
- Mezzanine Debt:Ā Positioned between senior debt and equity, mezzanine debt is subordinated to senior debt. It is riskier than senior debt and therefore typically offers higher returns.
Mezzanine lenders may also receive warrants or options to convert debt into equity, increasing potential returns if the project performs well. - Preferred Equity:Ā This component of the capital stack offers features of both debt and equity.
Preferred equity holders have a priority over common equity holders in terms of profit distribution and capital return, but they are subordinate to all debt holders. - Common Equity:Ā At the top of the capital stack, common equity holders assume the highest level of risk. They are the last to be paid in any capital distribution scenario, such as from operational cash flows or upon liquidation of assets.Ā
Said another way, your biggest risk as an early stage investor āĀ especially if you own common stockĀ ā is every other round of capital that comes in.
More specifically, how theĀ rights and privilegesĀ those shareholders receive āĀ relative to yours āĀ impact your ability to sell your shares at a future date.

And once we have a composite understanding of theĀ Risk StackĀ andĀ Capital StackĀ ā as well as how management can āde-riskā the investment opportunity over time by achieving certain milestonesā¦
Then, and only then, can we have a real discussion around how to properly price the risk vs reward potentialā¦
And how much weāre willing to wager on this current investment opportunity.
With a mature company with an observable track record of results, itās relatively easy to produce a reasonable forecast of future returns ā the next 12 months probably looks pretty similar to the previous 12 months (with some growth factored in).Ā
But what about young companies with a limited track record and incredible ā albeit speculative ā future potential value?
Valuing early stage companies withĀ milestone driven valuationsĀ andĀ multi-stage call option pricing
Before we begin, we have to remember thatĀ valuationĀ is not the same thing asĀ price.
- ValuationĀ is an attempt to quantify the true intrinsic value of an asset using objective measures and predictions of future performance.
Ā - PriceĀ is what the market will bear, influenced by psychological factors (i.e., risk and reward), market dynamics (i.e, supply and demand), and external economic conditions (i.e., liquidity)
In ānormalā finance, the method for valuing a company (or asset) is most commonly determined by aĀ discounted cash flowĀ model.
Basically, you have a spreadsheet that provides both a backwards looking track record ofĀ actual financial results, and a forward looking pro forma that projectsĀ expected future results.
Then, you discount the value of all future cash flows to today in order to account for theĀ riskĀ andĀ uncertaintyĀ of that forecast being proven.
If youāve ever heard of a company being valued as a multiple of any metrics ā whether itāsĀ revenue, EBITDA, or net operating incomeĀ ā youāll notice the larger the number being multiplied is, the larger the multiple is.
This makes sense when you think about it: the more mature the company is ā or the faster itās growing ā the more likely it is that the forecasted results are going to come true.
So what factors ā aside from pure supply and demand for the companyās equity ā would potentially justify aĀ higher multipleĀ (i.e. higher price) for the sameĀ present value?
Why is one business that is in roughly the same starting position as another business sometimes worth 2x, 5x, even 10x more?
Short answer: the expected risk vs reward of the investment
Said another way, risk taking investors who understand they are looking forĀ asymmetric bets areĀ willing to pay a higher price for better odds.

So what types of factors might influence the price investors are willing to pay for any asset?
- Product:Ā Highly engineered product(s), especially critical infrastructure or lifesaving devices
- Market:Ā A large total addressable market, or the ability to expand into adjacent ones
- Revenue:Ā Recurring customer base without significant customer concentration
- Margins:Ā High margin and differentiation from competitors
- Team:Ā Strong leadership team with a track record of success in the asset class
- Growth:Ā The ability to rapidly scale and achieve aggressive growth targets
But how do you value a company that has limited (or no) revenue?Ā Especially companies where there is aĀ significant ārisk flashpointāĀ they have to overcome before they can generate revenue?
To answer this question, we have to think about an investment opportunity as a transfer of risk from the seller to the buyer.
Hereās whyā¦
In theĀ Game of Business, figuring out the price of something is relatively straight forward.Ā
You have a price for how much something costs to make, how much competing products are selling for, and some amount of profit margin youāre solving for.
For the customer, theĀ risk reversal mechanismĀ often comes in the form of a āmake goodā or a ārefundā from the selling party if the product or service doesnāt perform as advertised.
But in theĀ Game of Money, weāre not buying and selling tangible goods and services. We are buying and selling financial products called securities.Ā
And with the exception of annuities and US treasuries, no security can be considered a ārisk freeā asset.
This means by definition, in theĀ Game of Money, the buyer is actually purchasing risk from the sell sideā¦
And the buy side expects to be appropriately compensated for the risk they are being asked to take.
So how does the price of the risk get determined?Ā
Generally speaking, this is the value theĀ BankerĀ (aka āSponsorā or āLead Investorā) brings to the deal āĀ they are responsible for underwriting the risk, setting the price, and making a market toĀ transfer the risk (and potential future value) from the sell side (the Issuer) to the buy side (the Investor).Ā
For example, when an Issuer raises debt capital by sellingĀ bonds, in exchange for money, the company promises to repay the principal at a later date (plus interest).
The risk transferred here includes theĀ credit riskĀ that the issuer might default on its payments.Ā
However, if the Issuer doesnāt have any cash flow āĀ and therefore have no way of repaying debt āĀ this means their only real option is to raise equity capital by sellingĀ stock.
When Investors purchase stock, they essentially accept the risk associated with the company’s future performance (i.e.Ā execution risk).Ā
In return, they gain potential for high returns through appreciation of their equity value if the company succeeds.
But again, when investing in an early stage company ā which should be considered high risk and speculative in nature āĀ how do we think about pricing the risk weāre being asked to take?Ā
For this reason, many professional early stage investors view the price they are willing to pay today based on aĀ āmulti stage call option pricingāĀ rationale.
This perspective is based on the idea that investing in a startup involvesĀ committing capital in stages, contingent upon the venture meeting certain developmental milestones.
And if we are looking to take smarter investment risks through asymmetric betsā¦
One of the simplest ways we can manage risk is throughĀ proper position sizingĀ andĀ follow on rounds.Ā
To understand why, hereās a quote from one of my all time favorite books on investing in high tech startups as a small balance investor,Ā The Gorilla Game: Picking Winners in High Technology, by Geoffrey Moore (published in 1998)ā¦

As a gorilla-game investor, we think you have or can readily acquire āmediumā knowledge both of the high-tech industry and of investment principles.Ā
That is, on the industry knowledge side, we think you have or can gain a knowledge of the industry that is better than your retail stock brokerās but not as good as, say, a venture capitalistās.Ā
Finally, and perhaps most importantly, the you, that we have uppermost in our minds, is a private investor who is turning to the stock market to provide for your familyās future.Ā
Far from being independently wealthy, we assume you to have modest capital at the outset and to be deeply concerned about not losing it.Ā
As a result, we are going to define an investment strategy that has significant upside potential but that is, at its heart, inherently conservative.Ā
That is to our mind the real purpose of the gorilla gameāto help private investors participate in the rewards of high-tech stock gains while standing clear of the marketās unnerving volatility.Ā
So what is the gorilla game? It is a form ofĀ growth investing.Ā
Like growth investors, gorilla gamers value the forward-looking dynamics of a companyās market as a better indicator of its future stock performance than its current price/earnings ratio.Ā
Two key points distinguish the gorilla game from growth investing in general:Ā
1: Ā It focuses exclusively on high tech, and specifically on product-oriented companies that sell into mass markets undergoing hypergrowth.
2: Ā Ā It uses consolidation, not diversification, as its primary risk-reduction strategy for long-term holds.
Simply put, if we assume that any early stage company is going to raise multiple rounds of private capital before a liquidity eventā¦
We will have multiple chances to invest ā usually at higher prices āĀ as the company matures and āde risks.ā
If we assume this to be true, we should consider placing more ā but smaller ā bets across multiple companies (i.e. buying a basket of stocks)ā¦
Then, as it becomes more clear which ones will be winners and losers, we cut the losers short and add more to the potential winners.
Final Thoughts: The Easiest Alpha is Price
For many reasons, the simplest way to achieve a consensus around price is to identify the significant ārisk flashpointsā in the corporate lifecycleā¦
And then assigning a āvalueā to the company for successfully moving through these milestones āĀ ideally on (or ahead) of forecast, and on (or under) budget.Ā
In essence,Ā we are looking for signals that indicate the believability of Managementās forecastĀ ā and ideally, some sort of track record where Management has demonstrated their ability to make and meet forecasts in the past.
In other words,Ā weāre looking for Alpha.
With this idea in mind, Equifund strives to be a source of Alpha for our members byĀ underwriting (and pricing) risk.
According to Eric Falksteinās bookĀ āFinding Alpha: The Search for Alpha When Risk and Return Break Downā:
While some alpha seeking is based on understanding portfolio theory, most of it is not.
Alpha is basically self-derived private information about straightforward but detailed situations, which implies that people have a good reason to present it strategically.
The theory that risk underlies any returns not due to chance is fundamental to modern finance, andĀ because it is also wrong presents both current confusion and considerable opportunities to those seeking alpha.Ā
A good risky investment is tied to one’s human capital, meaning it is highly idiosyncratic, not so much dependent on covariances with the business cycle as with one’s talents.
No matter what your position,Ā it helps to understand how the archetypal alpha is created,Ā because a manager who knows the source of his organization’s alpha is much more effective than one who merely knows everyone’s name.Ā
Entrepreneurs, inventors, alpha seekers and others like them are trying to create value by doing something differently from how others would do it.
The goal in the search for alpha is to find what you are good at, become better at it, and do it a lot.
Thus, it is more of a self-discovery process in a quest to find an edge that can become a vocation or firm value, rather than a specific trading strategy.
This idea of figuring out what weāre good at, in order to find our source of Alpha, has been a key tenet at Equifund.Ā
And as much as weād like to say we are genius stock pickers who can predict what companies will be massive winnersā¦
We know that, statistically speaking, the easiest way to deliver better investment returns is to simplyĀ reduce fee drag and negotiate an appropriate risk-adjusted price.
And when youāre a small balance check writer with non-controlling shares in a privately held companyā¦
In many ways, this is the single easiest way to target better investment returns as a completely passive investor.