1. Stephanie McCoy March 9, 2010

2. I.Venture Capital Process II.Venture Capital Investing Trends III.Industry Compensation IV.Dos and Don’ts Agenda

3. I.Venture Capital Process

4. Venture Capital Process Selecting Structuring & Syndication Selecting Structuring & Syndication Fund Raising Fund Raising Sourcing Creating Value Creating Value Exiting

5. Commitment Sources Source: Venture Economics Fund Raising Fund Raising

6. Sourcing Key Sources For Transactions Relationships with Entrepreneurs Limited Partner Investors Other Venture Capital Firms Accountants Bankers Attorneys Investment Bankers

7. Investment Criteria Market Potential and Size Quality of Management Product/Services Sustainable Competitive Advantage Financial Drivers Selecting Structuring Syndication Selecting Structuring Syndication

8. Creating Value Build Independent Boards Guide Strategy Facilitate Strategic Relations Recruit Key Managers Raise Additional Debt and Equity Creating Value Creating Value

9. Realization of Gains Sale/Merger of Portfolio Company Sale of Portfolio Company Securities (Public Offering) Private Placement of Portfolio Securities Exiting

10. Venture Portfolio Company Returns Source: Venture Economics Exiting

11. Timing of Winners and Losers Source: Venture Economics Years Percentage of Companies 63% 12% 37% 32% 56% Exiting

12. Length of Time to Liquidate a Venture Capital Fund Source: NVCA – Adam Street Presentation Data sample size = 64 Data as of 9/30/05

13. II.Venture Capital Investing Trends

14. Equity Difficult For Companies to Obtain Fewer deals are getting funded compounded by smaller investment sizes PWC Moneytree

15. Credit Virtually Unavailable 28% Annualized Decline Federal Reserve: loans to commercial and Industrial In the first half of 2009, companies consumed more capital than they raised for the first time in 60 years

16. IPO market has become virtually shut to smaller issuers (less than $50 million offering) IPO Market Unavailable for Small Companies Grant Thorton and Thompson Reuters

17. Going, Going, Gone 2009 Estimated American Bankruptcy Institute

18. III.Industry Compensation

19. Venture Capital Fee Structure 1.Management Fees - Typical Venture Fund receives 2% of the Fund annually for salaries and operating expenses 2.Carried Interest - 20% of realized value

20. Entrepreneur Compensation Salary and Stock Compensation by Title

21. IV. Dos and Don’ts

22. How Not to Get a VC’s Attention 1.Address Plan to “Dear Sir” 2.Management team is all ex venture capitalists 3.After reading the summary, have no idea what the company does 4.Project profitability in 6 months 5.Plan sent from jail 6.Projections exceed Microsoft’s 7.“There is no competition” 8.Plan comes from an out of work consultant 9.Guaranteed Exit in 3 months 10.Provide VC ownership of 10% or less

23. How to Get a VCs Attention A Compelling Story An Unfair Advantage Pinching Pennies Entrepreneurs have Skin in the Game The Team has Done it Before Command of the Key Business Metrics Big Vision Winning Attitude A CEO Who Can Sell Undeniable Customer Pain that will be Relieved An Elevator Pitch that is Easily Repeatable

24. Stephanie McCoy March 9, 2010