Venture Capital Term Sheets: Valuation, Vesting & Deals

Venture Capital, VC Term Sheet, Valuation, Vesting, Convertible Preferred, Participating Preferred, Anti-Dilution, Excel

All the Excel files used in the videos are available in the Resources section of the respective lessons.

If you are an entrepreneur raising capital—or a student/professional aiming to understand how Venture Capital really works—this course will give you a practical, structured foundation to evaluate a deal and read a term sheet with confidence.

I’m Carlos Martínez (MBA, PhD – University of St. Gallen, Switzerland). My research has focused on entrepreneurial financing under real-world constraints (including institutional voids), and has been presented at international academic venues and institutions such as Tel-Aviv, Politecnico di Milano, Halmstad University, and MIT. I’ve also co-authored 25+ teaching cases, some included in university case collections.

What you will be able to do after this course

By the end, you will be able to:

• Understand how VCs think: the investment decision process and what drives a “yes” or “no”

• Break down a term sheet and interpret its most important clauses

• Work through VC valuation logic (including a practical “cascade” approach where applicable)

• Evaluate key deal mechanics such as:

  • Vesting and incentives

  • Convertible preferred equity (simple vs. participating structures)

  • Anti-dilution clauses (full ratchet vs. weighted average)

Learning approach: hands-on, case-based

This course uses a learning-by-doing, teaching-case approach. You won’t just hear definitions—you’ll apply them.

You will step into real roles (entrepreneur and investor) and work through realistic scenarios, including:

• Comparing vesting outcomes under different exit paths

• Understanding how different preferred structures change payoffs

• Modeling dilution outcomes under anti-dilution provisions

And again: all Excel models used in the course are included in the lesson resources so you can replicate every step.

Who this course is for

This course is a strong fit for:

• Early-stage founders preparing to raise capital and negotiate intelligently

• Students exploring venture capital, startups, or entrepreneurial finance

• Analysts / young professionals interested in VC, startups, or early-stage investing

Prerequisite: basic spreadsheet skills (Excel). Finance background helps, but the course is structured so you can follow step by step.

What learners say

Here are a few comments that reflect what students value most about the course:

• Sushma P. highlights detailed explanations and clarity, even for first-time learners.

• Nikola M. describes the course as comprehensive and insightful for learning VC from scratch.

• Ramesh K. points to solid theory paired with examples.

Ready to build real term sheet confidence?

If you want a course that is structured, practical, and designed to help you think like a VC while protecting yourself as a founder, you are in the right place.

Explore the preview lectures—and when you’re ready, enroll and start working through the cases.