28. Wagering Agreement
Dai Qi is the archetypal "30 under 30" or "40 under 40" man Vivian has met many times: all have respectable academic credentials, with US high schools and bachelor's degrees, often graduating from either Stanford or Harvard Business School. Their first job after graduation is always at an overseas investment bank or major consulting firm. Upon returning to China, they immediately plunge into the entrepreneurial and innovative frenzy, launching one concept after another. Even if their companies fail, it doesn't matter; after all, it's all investors' money, and they can still call themselves serial entrepreneurs. When the market is booming, a polished presentation can bring endless money. Those who make the "30 under 30" list often fail, go bankrupt, or even disappear without a trace after appearing on this list. Countless others have vanished without a trace. But this hasn't stopped the wave of entrepreneurs who continue to embrace the title with pride.
They often have a girlfriend who wears Asian makeup and speaks fluent English, their ultimate accessory. However, Dai Qi's girlfriend, Amy, is no mere foil; she's even more capable and shrewd than Dai Qi. While Dai Qi can be dealt with by simply praising him profusely, Amy is more challenging.
At the beginning of the contact, Amy said condescendingly that they had three requirements for financial investors: no gambling agreements, no store opening speed requirements, and no interference in daily operations and management.
Of course Vivian couldn't agree.
In the conference room that day, Dai Qi was still talking as usual, but Amy was in charge of the specific docking matters. Any document or even a piece of paper had to be reviewed by her before being handed over to a third party.
Vivian could see that Amy's well-placed smile and cooperative demeanor were all facades. She was completely secretive about the company's financial and operational status. During a previous interview with the head of finance, she was completely clueless and arrogant. Aside from the figures clearly listed on the three tables, she would feign a perfunctory response to all other questions, replying, "I don't know right now. I need to check and I'll tell you later." This must have been Amy's fault.
But Vivian thought, this didn't necessarily prove the financial fraud Dong Li hinted at. Perhaps Amy was simply overconfident, believing their ideas and tastes were so rare that they were afraid they would be copied by their peers, so she was extremely wary even of investors.
This kind of arrogance is quite normal among young entrepreneurs. Although the devil is in the details, their self-righteous and brilliant ideas are actually worthless.
Halfway through the time, although Dai Qi and Amy still couldn't explain the expansion model clearly, they both came from finance and consulting backgrounds and had impeccable eloquence. They mixed Chinese and English and spoke eloquently, and could talk for hours without any problems.
Listening to their rather complacent speeches, Vivian was multitasking, wondering what questions she would be asked at the decision-making meeting.
The high-ranking committee members don't necessarily understand every industry, but they can't appear ignorant. Most of the time, they simply follow a set of questions based on general logic: market size, consumer scenarios, profit model, financial model, exit path, buyback terms, and so on.
Whether this questioning is rational and insightful, and the ultimate "yes" or "no" decision, often depends not on the project itself but on considerations that are not readily apparent. For example, one's relationship with the responsible director, whether there are any rifts. If the relationship is good, everyone is willing to do a favor.
It's not their own money anyway.
Success will inevitably involve me. As for success or failure... that is naturally everyone's business.
That's about it. Weiwei knew that if she asked any more questions, she would only hear empty and beautiful words, so she politely suggested that the conversation end. She planned to go back to the company to report the situation to Jia Lan. As usual, Yang Ziqi was too lazy to go back to the company. After the previous lesson, Weiwei agreed repeatedly: "You can make your own arrangements."
After returning to the company, Vivian knocked on Jia Lan's door. He was also anxious to hear the report.
"From a personal perspective, I certainly hope the investment will be successful, but I feel a little negative about it right now." Vivian chose her words carefully.
Jia Lan folded his arms and leaned back in his chair: "Tell me."
"The logic behind investing in new consumption and retail lies in scalability, predicated on a sufficiently scientific and replicable single-store model, coupled with sufficient local experience and strong operational capabilities. However, neither of these two founders has experience in the restaurant and retail industry, and they haven't even been back in China for two years. Currently, the brand identity is there, along with a proven customer base, but operations and store expansion are significantly lacking. The demand is also too narrow. Investing 10 or 20 million yuan and expecting high returns in the future doesn't seem like the right investment for an institution like us."
She knew that Jia Lan had been behind this project, and he must have had a bias. But she couldn't ignore what she saw on the scene. So she finished her speech in one breath to avoid being interrupted.
Jia Lan seemed a little surprised. "Your consideration is correct, and your logic is sound. But we are just financial investors. Shouldn't we not overstep our bounds and overly consider the issues that non-financial investors are concerned about?"
Vivian waited for him to continue.
"Who said that investing isn't like raising a son, it's like raising pigs? It's a rough idea, but the truth is. The purpose of raising pigs is to sell them while they're fat and strong. We're not in the industrial business, so you're responsible for the deal structure, financial forecasts, and key terms. Make sure the growth model is solid and has no major issues. Personally, I think if the downside doesn't have a significant impact on the fund's performance, it's worth a try. What do you think?"
This tendency could not be more obvious.
Vivian thought for a moment and added a note of concern: "I'm a little worried. The current state of the fund's portfolio isn't very optimistic. Given this situation, even if a small project fails, LPs might be dissatisfied. Also, small but well-known internet-famous projects like these are more likely to be repeatedly picked up by the media, which could have an impact on the company's brand."
Jia Lan smiled and shook his head, stretched, and rested his head on the back of his head, half lying on the office chair: "Vivian, Vivian, you are so cute. The truth is correct, but do you think this is an issue that you or I should pay attention to at this level?"
Vivian understood.
However, she still insisted on setting up a bet-against clause in the investment agreement. The performance target does not have to be very aggressive, but it needs to be accompanied by a repurchase guarantee clause of principal + 12% annualized return.
Jia Lan shook his head and said, "From a technical point of view, it's okay to add it. But if something really goes wrong, it will be difficult to buy it back. The bet-against-the-grain clause is always deceiving yourself." But he finally agreed.
After communicating with the company through FA, the draft investment agreement was sent to them within a day. Dai Qi and Amy had no objection to the main terms and only made some minor revisions to the wording.
Vivian was a bit surprised. Normally, both parties would repeatedly wrangle over the repurchase terms, but they were surprisingly straightforward, demonstrating their eagerness to secure the funds. The rumored strategic investor likely didn't exist. Or perhaps they'd simply been politely mentioned in a social setting, and were tricked into believing it.
Logically speaking, these types of businesses have excellent cash flow and shouldn't have to worry about money. Why were Dai Qi and Amy so anxious? Vivian suddenly felt a little alert.
But after such a long delay, this matter had achieved some initial success. She consoled herself, saying there was no need to dwell on it. A war lost was definitely not the fault of a small soldier on the front lines. Those in high positions had their own agendas, so why should a small soldier like her have to stick to her own agenda?
She left the office in a hurry as she had tasks to do today.
Not long ago, her college classmate Zhou Lin sent her a message and assigned her a task.
Zhou Lin had clearly expressed his affection for Vivian, writing her a 13-page confession letter upon graduation. It couldn't be called a love letter at all, but rather a rigorously structured argumentative essay, elaborating on his fondness for her. But throughout these 13 pages, there was no hint of "courtship"; it was simply "information."
But she had no romantic feelings for Zhou Lin, whether during their school days or when he confessed his feelings. Remarkably, the two didn't sever ties, but instead became good friends. Only after the tension between a man and a woman has been completely removed can they truly become friends. Without the need for mutual testing and speculation, things become simpler.
Moreover, Zhou Lin is a warm and sincere person. If they were not lovers, that rigidity would actually become his advantage.
Zhou Lin has been settled in the United States for many years now. The last time they met, he had returned home with his wife and children. Vivian treated them to roast duck, a feast that was a real delight. Since she no longer had any feelings for him beyond friendship, seeing him so happy and contented was simply comforting.
This time, Zhou Lin came to tell her that their mutual friend Xiao Jiang had recently returned to Beijing from Boston, and asked her to "take good care of him." He immediately created a WeChat group and enthusiastically @Vivian in the group.
Vivian sighed inwardly: Time has passed, but Xiao Zhou is still so lacking in emotional intelligence.
He is a grown man, not a female student who has just entered society, so why does he need her "care"?
But Xiao Jiang was no one else. Ten years ago, she had had a crush on him. She was very curious about what he had become.
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