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Apr 4, 202442mEpisode 36

How do VCs use pro-rata rights to fund later rounds?

The short answer

Proof VC's 'insider access' strategy gives seed funds massive upside by investing their pro-rata rights for them in breakout growth rounds. The model, which splits carried interest 50/50 on a deal-by-deal basis, gives Proof curated access to competitive deals and allows early-stage VCs to participate in wins far beyond their fund's size, as seen in the recent DraftKings acquisition of Jackpocket.

Market Context

What 2026 exits actually pay for SaaS

Miro had $600M ARR and 250,000 enterprise customers. They sold for $1.79B — roughly 3x revenue. Their 2021 investors took a 90% haircut on their mark. This is the current market clearing price for quality horizontal SaaS. If you are building toward an exit, you need to know which multiple category your business belongs in — before your board does that math for you.

Highlights

  • Scaled from a $36M first fund to a $120M second fund, deploying ~$350M by facilitating LP co-investments.
  • A partner with a $10M seed fund gained exposure to $50M of follow-on investment in its single best company through Proof's model.
  • Proof splits carried interest 50/50 with referring seed funds on a deal-by-deal basis, aligning incentives for access to top companies.
  • Invested in three consecutive rounds (Series B, C, and D) of portfolio company Jackpocket prior to its acquisition by DraftKings.
  • For every one investment made, Proof's diligence process passes on 39 other opportunities from its network of 150+ partner VCs.

The full breakdown

Thanasis D., co-founder of Proof VC, has built a fund on an “insider access strategy” that partners with over 150 early-stage VC funds to invest in their most promising portfolio companies. Proof VC provides the capital for seed funds to exercise their pro-rata rights in competitive growth rounds (Series B and later) that they otherwise couldn't afford. This gives Proof a highly-vetted pipeline of breakout companies—typically those doubling revenue annually with strong unit economics—without having to compete with lead investors like Sequoia or IVP. The model's success hinges on a powerful incentive structure: Proof VC splits its carried interest 50/50 with the referring seed fund on a deal-by-deal basis. This is more attractive than traditional fund economics because the profits are not cross-collateralized against other losses in a portfolio and can be realized much sooner. Thanasis shared a compelling example of the model's impact: one partner with a $10 million seed fund now has exposure to $50 million of follow-on capital that Proof invested into their single best company. He noted, “It's possible that he might actually make more money out of that” partnership than from his entire original fund. This strategy is an evolution of the “opportunity fund” model that Thanasis and his partners first created in 2004 at Draper Atlantic. They realized that opportunity funds tied to a single firm's portfolio suffered from a limited pool of winners and potential conflicts of interest. By creating a multi-fund partnership, Proof solves for these issues, sourcing from a much larger and more diverse set of high-quality companies. This approach also helps founders keep their trusted, value-add early investors involved in the company for longer. Despite the compelling model, fundraising was initially a challenge. As a new strategy, institutional LPs were hesitant, viewing it as a “career risk.” Proof VC raised its first fund of $36 million primarily from family offices. After demonstrating success with early investments like Beyond Meat, the firm successfully raised a $120 million Fund II. This journey highlights the persistence required to pioneer a new capital allocation model. The strategy was recently validated by the acquisition of portfolio company Jackpocket by DraftKings, a deal where Proof had invested in three consecutive rounds (Series B, C, and D), showcasing their commitment to doubling down on winners.

Who's on this episode

Thanasis Delistathis
Thanasis Delistathis
Co-Founder & Managing Partner · Proof.vc

Thanasis Delistathis is the Co-Founder and Managing Partner of Proof.vc, a venture capital firm specializing in an 'insider access' strategy. With a background in engineering from Princeton and business consulting at McKinsey, Thanasis entered venture capital in 2000. He began his VC career at Draper Atlantic and later co-founded New Atlantic Ventures, where he pioneered one of the first opportunity funds. At Proof, he partners with a network of early-stage VCs to access and invest in their most promising portfolio companies by utilizing their pro-rata rights.

Questions answered in this episode

References & resources

Hosted by

Jason Kirby
Jason Kirby
Host · Founder, Thunder.vc

Podcast host, angel investor, and serial entrepreneur with 4× exits ranging from small businesses to VC-backed tech companies. Jason has been personally involved in over $100M in transactions and now helps founders close their next transaction at Thunder.vc, from pre-seed rounds to $100M exits. He coaches founders through their next major transaction and gets the deal done by introducing them to the right people in his network.

Apply to work with Jason

Full transcript

welcome to episode 36 of fundraising demystified today we mix things up a bit by having fasa's D managing partner of proof a venture fund with a unique thesis at over 300 million assets under management I invited the nases on the show as we start to explore new strategies for companies to raise capital I found his approach one-of aind as they work with early stage wece managers that have a great relationship with exceptional Founders but have run out of capital to secure progr further down the line the NASA shares his background and how his unique experience brought about their strategy to fill prata of early stage funds how he allows fund managers to maintain their relationships with Founders and increase the upside of their position for larger returns as a reminder to get notified of our weekly podcast and newsletter be sure to subscribe at join. thunder. BC again that's join. thunder. BC now on to the show welcome everyone welcome back to fundraising demystified today we have thanasis D on the show today managing partner and co-founder of proof VC welcome to the show at the nases yeah thank you Jason for having me on glad to be here no I'm excited to bring you on and for most of our viewers today this will be a bit of a different uh story and narrative as you're actually on the cap capit allocation side and not just in VC but a very unique thesis uh that you don't run across often and I thought it was so unique that I wanted to have you on the show to you know kind of share your background and kind of what led you to this thesis so if you can just give the audience a little bit of background on kind of who you are your history in finance and kind of what led you to to launching proof sure and feel free to interrupt me but I'll give a little bit my background is actually good context for how we came up with this strategy um because I think it will help people understand so you know I went uh I I thought I want to be an engineer I kep I'm you can guess from my name so you said D delist stus is the full name which is a full Greek name came over uh to the us to go to college and started electrical engineer I thought I want to be an engineer and then discovered like Venture uh after business school and went into couple of operating roles and then went into Ventures so I've been doing Ventures since 2000 and um we evolved into this strategy and I'll tell you what proof is uh in in in summary it's basically an Insider access strategy where you want to access High performing breakout companies that are typically doubling in Revenue every year have uh leaders in their field strong unit economics and these typically are very competitive rounds right like so you have the big funds that are coming in to fight to lead the next round and you have to compete against that right so we didn't want to compete against seoa and ivp and Nea right we want to go and get access to these rounds but without competing and that's what proof is uh in essence we are a a an Insider access strategy so how do we do it we do it in partnership with seed early stage funds um that have the right to invest but don't have the capital so this is where kind of the background comes in right because we started live as early stage funds early stage VC's and I remember back in 2004 we had four really great companies out of a seed fund and they're all doing great and we're getting calls from literally seoa ivp Mayfield Nea saying hey we want to lead the next round can you work with the team like we are perfect because of X Y and Z reason right and I thought it was kind of weird like here are these great funds they're calling us like why are they calling us right like and it became and we would buy a decent chunk of the company like 20% 25% and so it was basically for influence right it became obvious that we had access access was at a premium but for from our standpoint we didn't have the capital right and so that's kind of the impetus that's where it started and we created what became the first opportunity Fund in the US so for audience that is not familiar an opportunity fund is basically a strategy where you double down in your best company so you raise a fund it's a separate fund and is designed to invest in your best early stage companies from your early stage portfolio and that is is now an established strategy but we created the first fund back in 2004 um and so proof is really an evolution of that uh in the sense that we don't just work with one fund our own we work with many funds and it's a multi uh part multiun partnership strategy so we kind of like work with you know at any point in time we're talking to 150 different early stage funds identifying really promising companies where they would love to get more economics double down and leveraging those relationships to get into these great companies that I talked about that's kind of what uh what we do so that's fascinating I did not know that you guys were the original uh conceiver of the opportunity fund because that was quite the range of the last couple years everyone was trying to create an opportunity to fund whether they actually fill you know fill those funds up to deploy in the last couple years is a lot of those kind of faded away no no a lot of EC funds that weren't able to raise those funds but let's yeah let's let's go a little bit further back so that was at uh Draper that you guys conceptualized that that was yeah so we start I started my career with a fund called Draper Atlantic so Draper Atlantic was an affiliate of dfj and many of the viewers might have heard dfj which stands for Draper fiser jinson uh and it was started by Tim Draper and John fiser and then uh Steve jinson joined them later um a story seed early stage Fund in California and they had pioneered this stry of partnering with many other funds that were doing seed stage and leveraging so we would license the Draper name in essence and kind of collaborate and but we were focused on the Mid-Atlantic gotcha okay and and that's where you guys conceptualized the opportunity fund but then you spent a large part of your career uh founding another fund uh can you tell us a little bit about that fund and and kind of what the history was there yeah and so we at at some point I think the kind of the network that dfj had built kind of had changed a little bit and it didn't seem like a good fit for where we were trying to take the fund so we started a group called New Atlantic Ventures uh it was basically a partnership with another tfj fund in the east coast and started doing early stage inest you know continued in essence to do early stage investment that was around 20078 time frame and again deployed kind of this opportunity fund strategy did another opportunity fund um so we did that until about 2015 2015 and it was really I mean it's interesting like you think of innovation like as if something comes out of nowhere right and it's like such a great idea but it's really an evolution and so after we did the opport first opportunity fund um and then we did another one I was talking to one of my partners John bakus and we're kind of assessing like is this fund an interesting fund for LPS right and when you think think about it okay let's say you have a portfolio of 50 companies are you going to have 20 amazing companies probably not really so so it's actually inventure the the outcomes follow a power law distribution right which means that a small percentage of the companies um are going to generate such returns that they pay for all the other losses and everything else right and that's that's why VCS always aim for kind of the big idea the big hit right and so when you have um a portfolio you're going to have a few of those hopefully right and and if you're lucky you might have you know three or four in any one fund and so um we thought you know is this is not as attractive as as a fund for other companies you also have the the issue of conflicts right because if you're into the companies already you kind of drink the CATE so there's no independent third party assessment okay is this a good company or not and so a lot of the opportunity funds have those issues where you have the Insiders kind of deciding you don't have a big enough pool to really put 15 20 companies in so you end up putting companies that should maybe shouldn't be there and that's why actually in the last couple of years a lot of early stage groups have found that they're getting push back from LPS for the reasons that I mentioned saying hey this maybe you should focus on what you're best at which is seed early stage fund funding right so that's that's basically the status there that makes so much more sense now that I think about it especially from that you just don't have as many shots on go when you're working within your own existing portfolio to choose the winners and you definitely have bias uh at deploying that Capital so yeah it's not maybe as an attractive um you know product to LPS to to participate and invest in so before we get to where you are with proof and kind of the intricacies of the the strategy there's something that kind of I thought was interesting you I just kind of want to you know for fun go back to you moved to America to be an engineer then you discovered Venture how did you discover Venture like what what especially back then now it's like you know a lot more you know mainstream I you know still nent but you know more mainstream how did you hear about it back then yeah well that's an interesting question because I actually spoke about my experience recently to my alma M which is Princeton so I went to Princeton again thinking I wanted to be an engineer I knew nothing about business really not even I didn't know what Venture was but didn't know anything about business and now you go to college and you see kids are asking like sophisticated quite questions about Venture not only do they know what it is but they kind of know a lot of the intricacies and so you know I presented proof and I was getting a lot of good questions so I basically studied um engineering and then because I had taken a lot of the requirements uh for early class in high school I started taking a lot of econ courses and realized gee this Finance thing is really interesting and so I decided like after and it's more fun right like than sitting in a lab and kind of creating circuits and you know all that kind of stuff and so I decided to kind of pursue a business uh career I was lucky enough to get an opportunity to work at McKenzie after uh undergrad so that's where I really learned about business and it was at the tail end of that experience when a lot of like so what happens is these consulting firms they hire out of college and it's typically a two to threee program and you you know it's you they call these positions business analyst positions right so you you worked there for two to three years and at least back then you had to go back to business school to get a further education maybe come back maybe do something else and they would subsidize in fact your business school education if you came back but uh so what I liked about Consulting was you could work on a lot of different projects right I I love the variety of it but what I didn't like is that you didn't have a stake in the action right like you you would advise a company to do X Y and Z and if they they liked it they would do it but you you really didn't have any upside and so at the tail end of my McKenzie Career somebody said yeah I'm thinking about going to work for a venture fund and I said well Venture F what is that like tell me about what venture capital is and you know when they describe that you're an investor and you invest and you work with many companies you help them grow but you really have a stake in the outcome I'm like hooked that is awesome because that provides variety that I was seeking but it also provides kind of agency right like you have a stake in the outcome so that's what I loved about that's when I I I first learned about it I'd love how much you're perking up over the the story and just the excitement that you had for that you know kind of serendipitous moment where you discover kind of like what is what is this term um you know kind of me when I first discovered the definition of Entrepreneurship when I was you know like 1920 I had no idea what it was but I was very inclined in doing stuff very bunch of themar to it um so I appreciate you kind of go back and shareing that and also when we reflect back on that timeline that was when some of the biggest deals like the whole you know doc com craze was going on too so it must been pretty exive yes well let's fast forward to to proof so you kind of identify this opportunity that funds doing their own opportunity funds isn't the ideal product offering to pce there's got to be a better way you roll out proof so what was your experience like rolling out proof and and kind of walk us through a little bit more about the the strategy and how you build these relationships with early stage uh funds to kind of as we'll get to access their prata yeah for sure so again you know reminding everybody it was It was kind of an evolution of our strategy right it it was obvious that this was a good idea to us because we're early stage investors and having the ability to put more Capital into our best companies was something we wanted to do right so how do we do this better uh can we build a fund where we partner with other VCS and write checks and then share uh our economics with them that was the bargain right so you give us access to the opportunity you know the CEO you have the pra right the prata right is the right to invest which typically is a function of how much ownership you have in business so if as a seed fund you bought 10% you have the right to invest 10% of any future round but typically at some point the fund size limits how much you can put in because the best companies are going to raise a lot more money you know but not going to be able to keep up so that's kind of what we wanted to tap into uh so but but then how do you start right where do you start like which relationship do you want to so we we said okay we've worked with a lot of seed early stage funds in our career at the time we have we had worked in the business for 15 years let's go and talk to those people that we know well that we've collaborated that uh we've worked well together and so that's what we did right and every single one of them said this is a brilliant idea what are you up and running you know I want to talk to you about it I already have like company X Y and Z I want to talk to you about right so we went back and we're like man this is the best idea we've ever had this is going to be so easy to raise the fund like we're going to go and and tell LPS that we have these amazing relationships that you know convey the excitement and they're going to be signing up immediately and what we discovered it's not so easy right because um a it's a first fund right in this strategy and B it's a new strategy and most at least institutional LPS do not want to invest in a new strategy because that presents career risk so if you think about somebody who's going up you know growing up the chain of a pension fund right he is not going to take the risk to invent some to invest in a strategy that is unproven right it's a little bit inside basb to you know how you going to get the deals are they going to give you the best deals so it quickly became obvious that institutional investors wanted to see at least one fund most of them two three funds uh under your belt before they kind of write a big check and uh so we started talking to family offices right and family offices tend to be more entrepreneurial because most of them were built out of ENT some entrepreneurial activity um they typically don't have access to venture uh deals at the stage at which we're talking about most of the big funds are big and you have to write a big check so they liked that access story and that's kind of where we started and really for the first uh three funds that we've operated uh today we're in our third fund right now most of our Capital has come from um Family offices High net worth individuals Executives some wealth platforms and selective um institutional investors that took a risk early on so I I I love hearing this just because Founders and you know don't see this side of the story like it's hard raising money too I was a as a fund manager especially with something new and Innovative that doesn't have aen track record kind of being labeled emerging fund manager is already struggled enough when it comes to being an emerging fund manager but now you're St you know stacking in a new strategy um correct so you when it comes to you know kind of that that first fund uh you go to Family offices you secure kind of that additional side you know round or uh you know fund then what's it like in the subsequent rounds and and how are you going about kind of deploying the the capital picking the winners like picking the the the companies that you ultimately get access to yeah early on we sat down and we said you know we had to Think Through uh obviously you know our strategies is to um Source deal flow from other early stage VCS right and and it's important to understand like one of the mo one of the most common questions we got early on was aren't they going to give you the worst companies and keep the best for themselves and you know we kind of laughed at that uh because we had been early stage investors ourselves and and the reality is that you know if somebody says I'm going to give you economics on additional Capital where would you deploy it right you would deploy it and now if you had unlimited Capital that wouldn't be an issue right but if you have limited Capital which is the case with more most early stage funds you're going to put it in your best companies right so so that um so we are already getting kind of a list of vetted companies so to speak because that's where we Source a deal for from but on top of that we wanted to because we're fiduciary we want to make sure that we are evaluating the companies for ourselves right and so that included we made a list of uh of rules and you know we call it the Sixpoint lens and I can quickly run that down that if you want but it it includes things like okay how fast is the company growing we want to see high growth because that's evidence that something is working we want to see product Market fit so we don't want to take technology risk we don't want to take Market risk something there's a service a product that is selling quickly uh we want to see strong unit economics and a capital efficient business model and then we want to also look for other signals that make an interesting company the valuation has to be right relative to other coms and it also has to have a good Syndicate right and and it's typically a Syndicate that will support companies during rough times and so having a well-known investor with with a good reputation is important so those are the kind of things that we look for did you know that most Founders waste days of their lives chasing the wrong investors well as a Founder you know your time is your most valuable resource don't waste it on the investors that aren't going to write you a check here at Thunder we built a free tool that identifies exactly which VCS are worth your time to pursue we score your company against 3500 VCS and family offices that have been vetted and are actively writing checks into companies like yours get your AI recommended list of investors that will look like this absolutely free by creating a free profile at thunder. BC you can upgrade to premium to download this list export to any tool you wish and get their contact information and access the data on their portfolio companies to map out a path to warm intros and build your founder Network sign up for free at Thunder . VC now let's get back to the show now I appreciate you walking us through those kind of key factors and what I think is interesting and I think for the audience sake it would be helpful to kind of identify how the unit e or how the economics work for you and the the fund that you partner with so that they can see how that those incentives align so that they do bring you the best deals and you're basically amplifying their exposure yeah absolutely and so and we that that's a very important question because that's what align interests at the end of the day and we had to very carefully come up with a structure that allows us to do that so most Venture funds are not structured to give economics away to other third parties right you obviously have the LPS investing in you to invest the money and you typically take uh what's called the carried interest or carry uh which is 20% of the profits from the fund so if you have a $50 million fund and that fund doubles over its lifetime to 100 million then you would take 20% of the profit So 20% of 50 or $10 million would be the profit so what we did is we said we want to split those profits with the fund that brings us into a deal so if you think about it from the perspective of our partner who is the early stage guy who found this great company and is in that deal early uh but is out of capital um this is like free money almost for them right so the only thing they have to do is like help us get the proper introduction to the co so we work with groups that have really strong relationships with the CEO because in competitive situations it's usually the CEO who's going to decide who is going to get a location and who is not right and and so that's that's basically our strategy we split that 50/50 with the fund that brings us into deals and you know it's kind of like a partnership right it's 50/50 they bring in the opportunities we bring in the capital and we have the share the same upside and you know it can work really well so we um you know I don't want to name the fund but we have a a partner in our Network who had a $10 million seed fund uh that was into a great company we started investing in a series B and you know to date that we have invested $50 million into that business as it grew into you know raising subsequent rounds so that small seed investor right has $50 million of upside invested in with upside into his best company right out of his fund so it's possible that he might actually make more money out of that co-investment opportunity that he shared with us than from his own fund and so that's what makes it really attractive and that's why people want to share the best opportunities with us and it's that point exactly why I wanted you on the podcast because I just think it's something that's incredibly unique and you know takes years and years of building these relationships it's not something you can just cold call like give me access but the that upside potential and that case study in it of itself I'm sure it's not every case study but that is absolutely phenomenal till they have a 10 million dollar fund right you know if you 3x that fund that's a decent outcome and your unit economics would be six mil to the that fund manager or less probably before but then you get $50 million exposure you're only get getting 10% but that's a much bigger pie to to get a piece of so it's it's an incredibly uh amazing opportunity if you were fortunate enough as if I managed to get into the right deals and then you have a relationship with someone like yourself to to kind of get that extra you know powder into into a deal um yeah and it's even it's actually even better than that because the uh profit sharing that we share with them is on a deal carry basis which means what which means that if that sing investment is profitable he will get 10% of the profits right whereas in a fund your each investment is C cross collateralized against other investments in the sense that you have to first pay for all your losses before you get a dollar of uh carried interest profit out of a fund so it takes many many years for that to happen right the in a in a seed early stage fund it may take you like six seven eight years to get into the carry and so that um that aspect of things becomes really attractive for an early stage VC and that's why you know we're getting good reception uh from a lot of uh a lot of the VCS now a lot of them you know have LPS increasingly because this is a good opportunity LPS are all also thinking about co-investing and we have our LPS go investing with us as well so as more investors are open to co-investing with seed ear estage funds you might have LPS that are interested in that but so we and we don't want to get in between that relationship we always encourage our uh Partners to share it with the LPS but it and it's not black or white right they may have an opportunity to invest $5 million in company XYZ and U couple of their LPS may want to take two million but they have three million leaving that they're leaving on the table otherwise to late stage funds right and so we could be a partner for that yeah and I think think that's uh something also kind of keep in mind that was a point that I wanted to bring up is technically your competition is the existing funds LPS that want to double down which correct that's a lot of strategies for for LPS family offices institutional is to kind of cherry pick the the winners and participate and um once at that you know they invest in the fund to get into those early companies and then they see them mature they have information rights and for R riots to kind of amplify into but what you just kind of said there explains kind of there could still be a gap and you can potentially fill that Gap yeah and and and increasingly they're doing that but I I will tell you you know even though it's not obvious at first when you say Hey you know I can create a co-investment vehicle for my LPS that sounds easy to say but it's actually very complex right because in essence for every new investment you're creating in essence a new fund a new entity uh that you have to register you have to create you know tax statements you for your LPS you have to manage it almost like you're managing a separate fund so a lot of seed early stage VCS are not set up to do that and they want don't want to do that right it takes their eye off the ball etc etc so obviously we encourage them to show it to their LPS but you know on our side we've built a process we have a full operational team to handle all these we handle them inhouse to make sure that we do it at scale and at the Quality that the LPS deserve and so that's that's kind of our business in essence right so a lot of them sometimes they say yeah I have a couple of LPS that are interested do you mind if they invest through your vehicle and we're we're say yeah absolutely we're happy to facilitate that right yeah uh you know okay more capital on the door and build new relationships with new LP sounds like a home run AB well yeah that that too yeah so we we're talking a lot of the positives there's a lot of symbiotic relationship building here where it's it creates kind of a win-win for everyone you know the the founders you know are open to this because the relationship is still tied to the original you know fund manager it's not like you're kicking them out of the board or taking you know any kind of involvement you're more or less just facilitating their ability to continue to participate so the founders usually are happy you know LPS are happy you're happy there you know everyone's happy are there any situations where you know it gets you know people start getting sharp elbows or you know are maybe not collaborative in this type of format there can be right and it's usually who is likely to have a sharp elbows it's the big funds that are coming in to lead the big ground right and they want to take as much of that as possible and so we've had a few of these situations where a big you know silon Valley based fund comes in and says hey tells the CE I want you to go to your existing investors and tell them that if they want us to invest they need to back off and don't do their Prada and we want to write a big check and we want to help you grow etc etc and so we've been in some of the situations but this is again coming back to a statement I made earlier it's really important to work with seed early stage funds that have the right relationships and so you know there was one case um you know with a company that I don't want to name but you know our seed investor was a small fund into that company it had a lot of big investors but the CEO of the company that we were investing in really valued the contributions of that small investor uh because he was a trusted adviser and so we got in fact not only just prata but over pra right in a very competitive situation so so it comes up it doesn't always come up and it also depends on you know like you said earlier right it's a relationship business how do you handle it so when you think about somebody introducing us to their best company that's a super important relationship for that V GP right for that venture capitalist so we have to treat it with respect we have to um you know be respectful of the ce's time this is a company that is very popular a lot of people are talking to them so we do our diligence efficiently we know how to ask questions without being aerial um we know how to be helpful and they all appreciate it because in essence we don't want to take board seats we want to support the early stage VC to stay relevant longer we want to be on the table but passive and helpful right so our pitch is like hey we've made 85 Investments using this strategy go look at our portfolio we are happy to leverage our Network and get you introduced to where you want to be like what do you need how can we be helpful but we're not coming in to say hey we need to add our value do you want us to help you great we're here if you don't need anything we're happy to just be supportive and so you know let's go back to the fundraising experience for yourself cuz you know I personally am a fan of your strategy obviously and I think it's an interesting approach but obviously in that early days of launching the you know fun one wasn't as as open a reception uh in the early days because that' be proven how did Raising fund two and fund three uh change over the years for you yeah it was frankly much easier right because we we had something to point to so when we started fund one we could claim that we're going to get great access to Great companies but could only claim that and so you know and I tell this a lot of the GPS that we talk to are small funds and so we're in essence advisers to some of these funds they call us all the time because we've now been in the business for 25 years so we can kind of advise them on this and and we had to take our own advice which is like you you know you start where you can start even if it's small our first fund was $36 million uh smaller than we thought we deserved uh but you know it it was what it was right and so we started making Investments and the one thing that we did which was different and it was kind of out of necessity but it turned out to be very appealing to our LPS was that you know with a $36 million fund you're not going to write big checks so going to a GP and saying hey you know let us help you with your best companies but we can only write you know million doll checks uh it's you know it's not as compelling as if we could say hey we can scale it up because we have access to our LPS so what we what we did is we went to rlps and said hey we're seeing these deals you know we can share our work with you in the form of a memo um we can facilitate uh kind of a a direct investment through our entity ities and so they love that so a big part of our strategy we've invested to date about $350 million into the companies that we've invested in on behalf of our LPS through entities that we manage I guess uh so so we're on the cap table from our fund and on behalf of our LP so the way we dealt with you know you have to be entrepreneurial right we're entrepreneurs again we're starting a new strategy new fund this is how much we can raise in the fund and this is what we did so that helped help a lot because we had a couple of you know we were early on uh in Beyond meet pre-ipo that company did well um in the mar you know on an exit to the market and that kind of created more of a storyline of hey we have access to these opportunities we can get you access and so our second fund was 120 million and you know alp's kept co-investing and so we're hoping to you know to grow over time how did 20 21's kind of bubble impact your strategy and and decisions yeah 21 was obviously a very frothy time in the Venture market right companies were raising money and it was actually funny because today I was looking at a chart earlier today where we we send a market update to rlps every quarter kind of looking at the trends in the market in the Venture market like and and one of the charts had demand for Capital and supply of capital right and it was in in uh 21 there was way more Supply than demand and so companies could raise rounds in like a week to two weeks so the challenge was that you had to move quickly and you had to look for a lot of other signals than than you do frankly now right when it's a very different market and you have more time and you can ask a lot more questions and so we had to do that then obviously you had to invest you can either decide to stay out of the market and um not invest right because you think it's frothy but I can tell you that people have been talking about a frothy Market dating back to 2014 right and so you never know when the market is going to turn so uh we invested in some good companies some of the valuations are frankly a little high for some of our companies and so they have to grow into those valuations but you know our loss ratio was not so far at least uh any different from fund one to fund two and so I think it's you know the issues are have to do with primarily because we invest in usually later stages so series b or later so it's it's just a matter of like is the valuation of fair valuation for the company and obviously if you're investing in frothy markets you either and when we said no to a lot of opportunities so for every one we invested we said no to 39 uh and so uh you know we we we focus on high quality companies and over time high quality companies will grow into their valuation and uh yeah I do want to do a timely call out and congratulate you on the acquisition of uh Jack pocket uh probably was just announc that draft gings is acquiring them yesterday it's a portfolio company of yours I you post about it on LinkedIn so you know it sounds like your strategy worked FL uh you know perfectly there I think you announced on your LinkedIn you made three you know consecutive Investments on that so whatever you obviously there's not a lot of information so you don't have to share details but if you're you know interested you kind of share how how that experience worked out for you yeah that's actually a great story because we uh went in we could we thought you know we looked at two or three companies in that market actually and what Jack pocket does for for those that don't know the companies basically allows individuals to uh buy lottery tickets through their phone uh so Most states uh regulate lottery sales uh directly at the state level and so they make the rules and um until very recently you couldn't buy any lottery tickets online you had to go in person to a 7-Eleven or so and get a a paper ticket so um we we looked at like I said two or three companies in that field and felt that Jack bucket was the best one they had some early successes with some key States we liked Peter Sullivan who was the CEO very tenacious repeat entrepreneur you know working the right Regulators in all the states and building kind of the network over time we like The Syndicate of investors and so we came into a series B and then came and reinvested in the series C and D and so we are happy with the outcome it's a great and in in fact you know one interesting story around this investment is that it we sourced it from a guy named Brian cambella who um is a great investor uh based in New York and uh we recently actually brought him in house because he was uh you know he's he's a great St great pecker of good companies and so he's now a partner so it's uh you know he was already originally a network VC partner and now he's a partner in our firm it's an incredible story and uh you know just it's awesome to kind of see the exits come to fruition and you know it's a company I've been following for a little while it's had uh interplay found them affiliated with had invested as well uh so it's kind of great to you kind of see these types of outcomes especially other the podcast happened yesterday kind of hard to avoid um so yeah I really appreciate the the insights and kind of the story and the strategy the thesis that you've shared so far for for fund managers out there that you know are emerging that are considering launching a fund or maybe on fund One Fund to you know what what's some advice or what's something you want to share with them if they're if they're listening yeah I think the key thing is is to um you know and I'm assuming here we're speaking of seed early stage funds right because that's the most common type and partner and uh that we're familiar with and so it's really important to be patient and you know make good decisions always keep the longterm in perspective and uh and um you know invest in good companies it may take time to kind of build I mean there were there were times you know when when we went and started new Atlantic Ventures it was inconceivable that you would be able to raise a fund as a solo GP right and that has obviously changed there are a lot of solo GP funds right now um and so it's become easier over time to fundraise that said it still goes in In Waves right there's times when it's easy right now it's not easy right and so uh somebody who obviously have has an established track record in a bigger firm might have an easier time but like we did our perspective is we're in it for the long term we're going to raise whatever fund we can raise and start making Investments and so I've given that advice to a lot of uh other VCS that are starting new funds and I you know my my advice is just R get even if it's a small close get a close and get in business right because you the moment you start making Investments it's easier to Showcase your strategy and staying consistent though and being um be persevering on on your course strategy is very important and so that's what LPS want to look for right and you may take a fund uh cycle to get enough proof points to be able to scale it up but this is what you got to do so being patient is the most important thing uh some Sage advice I appreciate you sharing that so the ask say where uh where can people learn more about you and proof and and what you're doing absolutely so proof. VC uh is our website we have a lot of information about our program obviously if anybody wants to reach us directly we're on LinkedIn we're on social media and whatnot uh and on email my email is TD proof. VC uh and we also have a um you know I want to give a shout out to our podcast so we we host finding proof which is a podcast that is to uh showcase seed early stage funds uh that have the strategy that we all kind of discussed in this episode uh and so yeah if anybody's interested in learning about other small early stage funds that's that's basically what we do fantastic we'll make sure to include those in the the show notes and uh really appreciate you joining us today and and sharing more about your strategy and your thesis it's been a pleasure having you and look forward to sharing this with their audience thanks Jason I enjoyed it thanks for having me thanks for listening to the show today we hope you learned something valuable and if you did be sure to let us know in the comments or by hitting that like button and if you're a Founder looking to raise Capital then join us at thunder. VC we provide a free tool to help you identify which VC family offices or lenders are the best fit for you using raai it will save you a ton of time from chasing the wrong investors and since launching our free tools Founders that have joined our Network have gone on to raise over $1 billion in financing again you can find these free tools at thunder. VC and as a reminder we released new episodes every week so stay informed by subscribing to our newsletter at join. thunder. BC again that's join. thunder. BC and if you or someone you know has recently raised around and want to share your story please email me at Json thunder. VC and that's our show we hope you enjoyed it and we see you next week