The W2VC Blog · VC, explained easy

Rock, Paper, Term Sheet.

Everything a kids' game can teach you about how founders and investors actually play the venture game.

5 min read · Women2VC

You already know how to play venture capital. You learned it at age six, in a school hallway, three pumps of a fist and then: shoot.

Rock, paper, scissors looks like luck. It isn't, not really. Watch two kids play ten rounds and you'll see it. One always opens with rock. One switches after every loss. One stares at your hand and throws a split second late. The game is about reading people, knowing the rules cold, and remembering that every throw has something that beats it.

That's also a pretty good description of a funding round. So let's play.

The three throws

Rock = the founderSolid, stubborn, a little hard-headed. That's the job. A founder walks into a room with conviction and a company that doesn't fully exist yet. Rock wins by being impossible to crush.
Paper = the term sheetA few pages that wrap around the deal: how much money comes in, at what valuation, and with which conditions. Paper covers rock. Once you sign, the founder's choices now live inside those terms.
Scissors = dilutionEvery new round brings new shares, and new shares cut your slice of the company smaller. Scissors cut paper: each future round reshapes the ownership your last term sheet set up.

And the circle closes the way it always does. Rock beats scissors. A founder who keeps growing the company doesn't fear dilution as much, because a smaller slice of a much bigger pie can be worth far more than a big slice of a small one. Owning 40% of a company worth $5 million is $2 million. Owning 20% of a company worth $50 million is $10 million.

Nobody wins every throw. In VC, the winners are the people who understand all three.

Why "just throw rock" doesn't work

Here's the thing about the kid who always opens with rock: by the third round, everyone has figured her out.

The same happens in fundraising. A founder who only brings conviction, and never reads the paper, can end up with terms that quietly decide her future. A liquidation preference that pays investors back first at exit. A board seat that changes who votes on big decisions. A valuation so high today that the next round has to come in lower, which is called a down round and hurts everyone.

None of these are tricks. They're the rules of the game. But you can only play well if you know them before the hands come out.

The hand you never see

In the real game, you can see both hands. In venture capital, for a long time, one side of the table looked almost the same every time.

Globally, about 11% of VC decision-makers are women. That means most of the people choosing which ideas get funded, which founders get a second meeting, and which problems are "big enough" come from a narrow slice of the population. It doesn't make them bad players. It just means a lot of hands never make it to the table.

That's the part of the game we want to change. Not by asking for a pity throw, but by bringing more women who know the rules cold: women who can read a term sheet, run the numbers on dilution, and sit on the investor side of the table.

Your 60-second cheat sheet

Screenshot this. You'll thank us at your next coffee with an investor.

Pre-money valuationWhat the company is worth before the new money comes in.
Post-money valuationPre-money plus the new investment. Your new ownership is calculated on this.
DilutionYour percentage shrinks when new shares are issued to new investors.
Liquidation preferenceWho gets paid first, and how much, when the company is sold.
Pro-rata rightsAn investor's right to keep their percentage by investing again in later rounds.
Term sheetThe short, mostly non-binding summary of the deal before the long legal documents.

So, best of three?

The best players don't have a lucky hand. They know the rules, they read the room, and they've played enough rounds to stop being surprised.

That's what the Women2VC community is for: evenings with the people who sit on the other side of the table, short videos that explain one term at a time, and a group of women learning the game together. Come play a round with us.

Ready for round two?

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