After advising founders through VC, PE, and cross-border capital raises, one truth remains constant:
most deals don’t fall apart in pitch meetings — they fall apart in due diligence.
Investors rarely walk away because the idea isn’t compelling. More often, they step back because the company isn’t ready for the level of scrutiny institutional capital demands.
At Tat Capital, we see investor readiness as a strategic advantage, not an administrative afterthought.
Investor readiness must be treated as a workstream, not a task.
Before engaging any VC or PE fund, founders should already have a reconciled cap table that aligns with the legal share register, a structured data room that can be opened within 48 hours, and financials prepared under a single, consistent accounting standard. Clear documentation of IP ownership, regulatory compliance, and a narrative aligned to the company’s stage are not “nice to haves” — they are baseline expectations. Founders who prepare early control the pace of the raise, and investors feel that discipline immediately.
Strong founders know their metrics better than the investors reviewing them.
VCs benchmark companies against efficiency, scalability, and capital discipline — not just growth. Metrics like retention, expansion, burn multiple, gross margin, and the Rule of 40 are signals of how a business behaves under pressure. Falling below a benchmark is rarely fatal, but being unable to explain why — and articulate a credible path to improvement — almost always is. Investors don’t fear imperfect numbers; they fear founders who can’t interpret them.
Governance and integrity are non-negotiable in every capital raise.
No amount of growth compensates for undisclosed litigation, off-balance-sheet liabilities, IP ownership gaps, compliance failures, or founder integrity concerns. The Metigy collapse reminded the market that governance failures don’t just destroy individual companies — they erode trust across the entire ecosystem. The role of a good advisor is to surface, address, and disclose issues early, before they become deal-ending surprises.
The goal is to build a DD-ready company, not just a DD-ready folder.
A clean data room is helpful, but a clean company is far more valuable. Founders who track operational metrics monthly, build repeatable go-to-market motions, maintain aligned corporate records, and run disciplined governance processes turn due diligence into a confirmation exercise rather than a risk event.
Term sheets must be modelled, not hoped through.
In our experience, the greatest value leakage doesn’t occur in headline valuation — it occurs in terms founders didn’t fully model. ESOP structures, convertible note conversions, liquidation preferences, anti-dilution clauses, and board control can materially reshape outcomes if misunderstood. Preparation here prevents painful re-trades, which investors interpret as a lack of sophistication and planning.
The Bottom Line
Founders who invest in readiness early raise capital faster, protect valuation, reduce friction, and build durable investor trust. Due diligence doesn’t expose problems — it exposes preparation. And preparation is entirely within a founder’s control.