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Deal Structuring
Deal structuring is the framework capital moves through: the entity, the offering, the terms, and the economics. Vesta designs that framework before you go ask for money, so the raise is not renegotiated halfway through diligence.
Who this is for
- Founders whose cap table was improvised across three friendly rounds.
- Sponsors putting together a first fund or a single-asset vehicle.
- Operators adding investors to a business that was never built to take them.
What we do
Entity architecture
Who owns what, where, and why — mapped so counsel can paper it without redesigning it.
Offering structure
Equity, debt, preferred, revenue share, or a hybrid. Chosen against your actual cash flows.
Terms
Preference, participation, control, and protective provisions written in plain language before they hit a term sheet.
Cap table
Clean, current, and modelled forward through the round and the next one.
Revenue-share & waterfall economics
Distribution mechanics, hurdles, and promotes modelled so every party can see their outcome.
Diligence readiness
The document set, the reconciliations, and the answers to the questions that stall closes.
What you leave with
- A structure your counsel can paper quickly and your investors can underwrite.
- Economics every party understands before the money moves.
- A diligence pack that does not need a fire drill.
Signals you need this
- Nobody can produce a current, accurate cap table in under an hour.
- Your last term sheet came back with a redline you did not understand.
- The waterfall lives in one person's head.
- Deals keep dying in diligence for reasons you learn about afterward.
How it runs
Most structuring work fits a Deal Sprint of two to four weeks. If the structure is one piece of a larger raise, it sits inside a Raise Build.
Questions we get
- Do you replace our lawyers?
- No. Vesta is not a law firm. We design the structure and the economics, then work alongside your counsel, who drafts and opines on the documents.
- Can you fix a cap table that is already messy?
- Yes. Cleanup is common: reconciling instruments, documenting what was promised verbally, and modelling the fix before the next round prices it.
- What if we do not know which structure we need?
- That is the first week of the work. We model two or three viable structures against your cash flows and investor type, then recommend one.
Ready to structure the raise?
Start with a Capital Checkup and walk away with a clear view of what is fundable, what is blocking the close, and where the fastest path to capital actually runs.