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Lesson 6 of 7

Determining your Valuation

Introduction: Pricing your token before launch

Determining the valuation of a blockchain project is notoriously difficult. Valuation is the process of determining the worth or “fair value” of a token, project, asset, or company.

Valuation is important because it provides prospective buyers with an idea of how much they should pay for something, and prospective sellers an idea of how much they should sell something for. The concept of valuation is not unique to the cryptocurrency ecosystem; however, the methodology used to arrive at a project’s valuation differs from processes utilized for traditional (Web2) companies.

This section will focus on two major concepts related to value attribution to projects prior to their token generation event (“TGE”):

  1. Frameworks used to assess valuation.
  2. Mechanisms used to memorialize valuation.

Frameworks & Mechanisms

ConceptDescription
FrameworksFrameworks are exercises used to explore the fair value of a project in the absence of fundamentals such as revenue, cashflow, and active users. Frameworks provide structure to an otherwise subjective exercise when determining a valuation that accurately reflects an upstart project's usefulness and future potential.
MechanismsMechanisms are processes by which individuals dictate a project’s valuation and memorialize it in a legal contract or other auditable means. Mechanisms are executed after valuations have been agreed upon via frameworks. Private fundraising, public sales, and initial exchange listings are the most common mechanisms to codify valuation.

Before we dive in, let’s define some key terms:

Earmarking tokens for future funding stages

When structuring your Token Distribution & Emissions Schedules, you will have assigned a certain number of tokens to investors. It’s important to keep in mind that you might need to raise capital in multiple stages of the project.

Assuming that you have and or plan to engage investors for strategic growth capital, plan for multiple rounds of financing (ex: Seed, Private, Public, etc.) and earmark tokens accordingly.

When earmarking tokens for investors, it's best to anchor higher than might be necessary and potentially have excess tokens to reallocate to other groups vs. the alternative which would require you to cannibalize / reallocate tokens from other groups to facilitate a fundraise.

Early investors typically receive tokens at a lower price to compensate for higher risk; however, these tokens should carry a longer lock & vest structure.

In general, the more favorable the valuation granted to investors, the less favorable the emissions schedule. This means that Seed Investors will need to wait a long time for tokens to unlock, and once their lock period is over, they'll need to wait an even longer time for them to fully vest.

In contrast, later stage investors will receive less favorable valuations. To compensate for this, the investors will likely negotiate for a more favorable (i.e., shorter) emissions schedule.

As mentioned in earlier sections, you should aim for a 1 year lock up with a 2 - 3 year vest for early investors. For later stage investors, use your discretion and prioritize locking in a favorable valuation or securing the desired amount of Growth Capital vs. negotiating a more conservative emissions schedule. Aim for 6 - 9 months lock up with a 1 - 2 year vest.

Raising capital in tranches from diverse groups of investors will help you create value and monetize that value in later funding rounds.

Pre-TGE Valuation Framework

First, we will discuss a popular framework used to determine the fair value of a blockchain project prior to its token generation event (“TGE”). In other words, how do you determine a valuation (in US Dollar terms) that accurately reflects the usefulness and future potential of the business and technology you are building? Clearly you have conviction and confidence in your solution, mission, and vision (otherwise you wouldn’t be building in the first place) but what is the project worth at this stage, and what might it be worth as you draw closer to TGE? $10M? $50M? $100M? It’s understandably difficult to quantify current and future value with so many uncertainties.

While not always the case, many projects operate without a live product (or products) prior to their TGE. For example, Layer 1 blockchains such as Ethereum, Solana, and Avalanche are unable to operate without a native token; therefore, product release and revenue generation are entirely dependent on tokens being accessible given how essential they are to the product's functionality. Because of this, “fundamentals” such as revenue, cashflow, active users, and market penetration cannot be used as inputs to determine a valuation since they do not yet exist. This is not necessarily unique to the cryptocurrency ecosystem – pre-product and pre-revenue traditional (Web2) startups also lack fundamentals and financial ratios such as cashflow or price-to-earnings (“P/E”) ratios.

So how do we ascribe value to a project in the absence of fundamentals? The solution is not necessarily unique to the blockchain industry. Pre-TGE valuations can be determined for blockchain projects by approximating their current and future value via a framework known as “Comparable Project Analysis.” Comparable Project Analysis is conducted by investors when assessing valuations and should therefore be used by blockchain entrepreneurs as a best practice to arrive at reasonable token pricing.

Comparable Project Analysis

Comparable project analysis is a process used to estimate the fair value of one project by referencing quantitative metrics associated with other projects that operate in a similar market sector, with similar qualitative characteristics such as tokenomics design, target addressable market, and product suite. Comparable Project Analysis provides ballpark estimations of valuation ranges and is more of a directional “art” rather than a science.

There is no crystal ball to determine fair value! This framework will provide quality insights to formulate a data-backed hypothesis, which should be used to estimated token pricing, as well as your distribution and emissions schedules.

For example, Project ABC intends to launch a governance token for a new decentralized exchange. Project ABC wants to fundraise at a valuation of $50M. Project ABC has only recently started protocol development and will need to expand headcount to achieve its business goals. The founders have some experience in middle management, but this is their first attempt at launching a blockchain project.

To determine if a valuation of $50M is fair, we can use metrics related to the most successful, existing blockchain projects with similar characteristics as a reference. For example, Uniswap, Curve, Pancakeswap, GMX, and dYdX. For each of these comparables, we will make note of the following (information like the below can be obtained from places like coingecko or the protocols own whitepapers):

  • Quantitative Data Points:
    • Valuation (i.e., fully diluted valuation)
    • KPIs related to the platform such as:
      • Average daily trade volume
      • Number of markets (i.e., order books or liquidity pools)
      • Types of financial instruments supported (ex, spot trading, derivatives)
      • Monthly unique active users
      • Total value locked
  • Qualitative Data Points:
    • Tokenomics design:
      • Characteristics associated with token value accrual, such as revenue share mechanisms
      • Token demand drivers
      • Duration of Token Emissions Schedule

Calculating the mean and median values for all quantitative data points from the remaining projects will serve as a “best-case scenario” for expectations if Project ABC can successfully launch and achieve a scale equivalent to the comparables. For example, the mean valuation across the sampled projects is ~ $1.5B (as of the date of writing).

Does this indicate that the fair value for Project ABC is $1.5B? Absolutely not. Remember that this is the mean valuation from only the sampled projects and is not representative of the valuation of projects that may offer similar services but have less attractive KPIs and brand recognition. The projects outside the sample must be considered when calculating the fair value of a pre-TGE, pre-product project. While it is possible to expand the sample size further, this is only partially necessary. Please remember that this framework is supposed to inform directional hypotheses rather than serve as an exact science. Accordingly, it may be more productive to keep the sample size “as is” and instead ask a simple question:

How likely is Project ABC to achieve scale and KPIs similar to Uniswap, Curve, Pancakeswap, GMX, and dYdX?

Now that we’ve established the likelihood of Project ABC achieving similar KPIs to our comparables, we can multiply this percentage figure by the mean valuation of our sampled projects to arrive at a rough estimation of fair value. See below:

Mean Valuation from Sampled Projects ($1.5B)

x

Likelihood that Project ABC will achieve scale and KPIs similar to Sampled Projects (1%)

= $15M

Viola! Using the Comparable Project Analysis framework, we’ve arrived at an estimated fair value of $15M for Project ABC as it conducts a “Seed round” fundraise. As Project ABC begins shipping products, expanding its team, and drawing closer to TGE, the likelihood of scaling to become the “next Uniswap” may increase and therefore result in a higher valuation. Additionally, the valuation and KPIs of comparables may also increase or decrease based on extraneous variables which would also influence the “best case scenario” assumptions for Project ABC. For example, a crypto-centric bull market may increase token prices significantly for Uniswap, Curve, Pancakeswap, GMX, and dYdX so that the mean valuation increases to $2B. If investors believe there is a 5% likelihood of Project ABC achieving similar KPIs, they may value the project at $100M in future fundraising rounds.

Helpful Prompts

  • What is a “fair value” for what you are building?
    • Consider the aspirational scope (i.e., blue sky opportunities) as well as the minimum viable product (“MVP”) you plan to release.
    • Consider your current stage of development relative to the launch of your MVP. If your MVP has already been launched, then consider your orientation relative to mainstream customer adoption.
  • What are some competing projects that operate in the same space and are trying to solve similar problems?
  • What are some predecessor projects that you are taking inspiration from and/or improving upon?
  • What is your competitive advantage and differentiating factor?

Resources and further reading

Tasks

Action required

Conduct a simple "comparable projects" analysis to determine a rough valuation for your project

Select projects that are operating in the same niche as you from the dropdown menus. You can also list some predecessors that you have taken inspiration from. Based on your selections, the sheet will automatically populate with some basic quantitative and qualitative metrics such as fully diluted valuation ("FDV"), and token value capture.

If none of the projects from the dropdown can be considered "comparable" to what you are building, feel free to populate the table manually based on your independent research.

Try to populate the list with data related to four comparable projects. Next, make a rough estimation of the likelihood you’d have to achieve the same KPIs given where you are at in the development process. This will help you approximate rough valuations for what you are building.

If this process feels a bit haphazard, don't worry. Determining a fair value for your project is really more than an art than a science - especially at the Seed Stage when there are very few concrete proxies to assess fair value.

NOTE: If you already have a valuation in mind, feel free update the field for "Projected Fully Diluted Valuation" directly without going through the above exercise.

Pre-TGE Valuation Mechanisms

Now that we’ve discussed a popular valuation Framework, we will explore valuation Mechanisms.

Mechanisms are processes by which a group of individuals dictate a project’s valuation and memorialize it in a legal contract or other auditable means.

Mechanisms are executed after valuations have been agreed upon via Frameworks. The most common mechanisms to codify valuation are private fundraising, public sales (ex: IEOs, IDOs, LBPs), and initial exchange listings. Each mechanism dictates a token price. Token price is then used alongside a project’s Token Distribution & Emissions Schedules to determine its market capitalization (“MC”) and fully diluted valuation (“FDV”).

Private Fundraising

Prior to a TGE, the price of a project’s native token – and by extension, the project’s Fully Diluted Valuation – is usually determined by private investors. Private investors utilize frameworks to determine valuations and mechanisms such as a simple agreement for future tokens (“SAFT”) to memorialize these valuations. A SAFT is a contract issued for the eventual transfer of digital tokens from a project to investors. The reference to “future tokens'' is representative of the fact that tokens have not yet been created, generated, mined, or minted at the time the investment occurs. SAFTs were created to help projects fundraise in the absence of clear regulatory guidelines and are comparable to a simple agreement for future equity (“SAFE''), which allows traditional investors to convert cash investments into equity at a point in the future.

When a SAFT is executed, private investors agree to purchase tokens (usually with a lock & vest emissions schedule) for fiat or stablecoins. The project receives capital to bolster its operating budget and bootstrap initial development while the private investors receive favorably priced tokens that they may be able to sell for profit at a later date once a TGE occurs.

The quantity of tokens purchased by investors via a SAFT is determined by three inputs:

  • Capital contribution from investors
  • Fully Diluted Valuation
  • Maximum Token Supply

For example, if a project with a Maximum Supply of 1,000,000,000 tokens sought to raise $5,000,000 from investors at a $50,000,000 fully diluted valuation (as determined via a valuation Framework), we can determine the quantity of tokens purchased with the below formula:

(Capital contribution from investors) / ((Fully Diluted Valuation) / (Maximum Token Supply)) = Quantity of tokens purchased

Which converts to:

($5M) / ($50M / 1B Tokens) = 100M Tokens

This would imply a price per token of $0.05, which is calculated by dividing the Fully Diluted Valuation by the Maximum Token Supply.

(Fully Diluted Valuation) / (Maximum Token Supply) = Funding round price per token

Which converts to:

($50M / 1B Tokens) = $0.05 / token

An important takeaway here is that the Maximum Token Supply is a figure determined at the discretion of a project. Most projects choose a number for Maximum Token Supply that is larger than their Fully Diluted Valuation so that the price of their native token is less than $1; however, this is more of a marketing “gimmick” and will not have a material impact on token utility or demand drivers as long as tokens can be traded and transferred as fractional units with small enough denominations. For example, each bitcoin is composed of 100 million “units” known as “satoshis”. Accordingly, a prospective buyer can choose to purchase a fraction of a bitcoin (ex: 0.00001 BTC, or one ten thousandths of a bitcoin), rather than spending thousands of dollars to purchase a “whole” bitcoin.

Determining a Maximum Token Supply is really just a matter of optics. The quantity of tokens is an arbitrary figure. Your token price, and by extension, your Fully Diluted Valuation and Market Capitalization are what matter.

Increasing the Maximum Token Supply while holding Fully Diluted Valuation constant will result in a lower price per token and a larger quantity of tokens purchased by private investors. The percentage of the Maximum Token Supply to be purchased by private investors will remain the same. For example, upon executing the SAFT, private investors in the example above would own 10% of the project’s Maximum Token Supply.

From the perspective of an investor, the quantity of tokens purchased is an arbitrary figure. Instead, the important metric is their percentage ownership of the Maximum Token Supply. Percentage ownership of the Maximum Token Supply is similar to an investor’s percentage ownership of outstanding shares from a traditional equity capitalization table. However, there is one critical caveat related to dilution:

Percentage ownership on an equity capitalization table is subject to dilution (in the event of future share issuance due to fundraising, option pools, or other mechanisms). In contrast, percentage ownership of Maximum Token Supply is non-dilutive. By definition, once a Maximum Token Supply is reached, no new tokens will be produced or mined. Future private fundraising and all internal & external allocations within a project’s Token Distribution Schedule will draw from the same Maximum Token Supply; therefore, any token(s) purchased represents a fixed, non-dilutive, pro-rata share of a protocol.

Public Sale

A Public Sale is a fundraising event conducted by a project and made available to a broader group of investors, including less sophisticated retail participants. In this regard, Public Sales are a more accessible form of fundraising than private token sales, which are usually accessible to only a select group of accredited investors and venture capital firms. Public sales are almost always conducted after Private Fundraising has been completed and are heavily marketed to attract a large number of participants and generate momentum leading up to a project’s TGE.

Similar to a Private Sale, a Public Sale involves the sale of tokens to investors as a way for a project to raise capital. Just like a Private Sale, investors in a Public Sale purchase tokens at a predetermined price; therefore, a Public Sale serves as a Mechanism to memorialize the project’s Fully Diluted Valuation.

There are many types of Public Sales, but the most common form is an initial exchange offering (“IEO”). An IEO is the Web3 equivalent of an initial public offering (“IPO”). An IEO is a sale of tokens facilitated through an established centralized exchange (“CEX”) to a group of its registered customers – most commonly, retail speculators.

During an IEO, centralized exchanges operate as a middleman between projects and prospective investors, generally charging the project a fee for their roles as facilitators. IEO’s and initial coin offerings (“ICO”) have similarities; however, an IEO is a regulatory evolution of ICO’s given its ability to restrict access to various geographies via know-you-customer (“KYC”) conducted by the exchange. The most popular IEO platforms are Binance Launchpad, Kucoin Spotlight, Gate.io Startup, OKX Jumpstart, Huobi Primelist, and Coinlist. A more comprehensive list of IEO platforms can be found here: Crypto Rank IEO Platforms

When an IEO is conducted, the exchange hosting the public sale will determine (1) a quantity of tokens to be made available for its customers, and (2) a price at which the tokens can be purchased for. The quantity of tokens to be sold is an output of this exercise given that it is dependent on a project’s Max Token Supply and Fully Diluted Valuation. Tokens sold via an IEO are almost always made available to purchasers with no lockups or vesting period. In other words, IEO allocations are generally 100% vested at TGE and therefore included in a project’s initial circulating supply.

Most reputable exchanges will facilitate IEO’s for roughly $2 - $5M worth of tokens, depending on the size of their user base. Exchanges will aggressively negotiate with projects on Fully Diluted Valuation, often arguing for a more favorable FDV (i.e., lower) for their users. For example, Binance Launchpad is notorious for valuing projects at roughly 50% of their FDV ascribed from prior private fundraising. This is a marketing tactic that allows the exchange to position the investment opportunity as a favorably priced offering with high upside potential. Essentially, the exchange can imply that private investors were willing to pay double the purchase available to those who participate in the IEO; therefore, investors are likely to see a 100% return at minimum. IEOs on reputable exchanges generally target FDVs ranging from $50 - $150M; however, this is highly variable based on the type of project and the sector it operates within.

To summarize, when conducting an IEO on a centralized exchange, the two main variables dictated by the platform are:

  1. US Dollar value worth of tokens made available for prospective investors
  2. Fully Diluted Valuation

For example, if Project XYZ conducted an IEO on Binance Launchpad, the terms may dictate $3M worth of tokens to be sold at a $150M FDV. Assuming Project XYZ had a Maximum Token Supply of 1B, then 20M tokens would be allocated to Binance Launchpad for purchase by its users at $0.150 per token. This would equate to 2% of Project XYZ’s Maximum Token Supply. To calculate the quantity of tokens allocated to the IEO, use the below equation:

(1,000,000,000 Maximum Token Supply) X (($3M worth of tokens to be sold in IEO) / ($150M Fully Diluted Valuation)) = 20,000,000 tokens allocated to IEO

To calculate the price per token allocated to the IEO, use the below equation:

($150M Fully Diluted Valuation) / (1,000,000,000 Maximum Token Supply) = $0.150 per token allocated to IEO.

Helpful Prompts

  • How do you intend to fund development and ongoing operations leading up to your project’s TGE?
  • How much capital / outside funding do you need to deliver an MVP product and conduct a TGE?
  • Have you already earmarked a percentage of your Maximum Token Supply as an allocation to prospective investors in your Token Distribution Schedule?
  • Do you have flexibility with your Token Distribution Schedule to carve out an allocation to prospective investors? If not, what is the largest percentage you can allocate to investors?

Private funding is the most realistic option for most projects to start with as it allows you to validate your idea, secure funding and build a network before opening up to a wider audience.

Resources and further reading

Tasks

Action required

See how aspects of inputs such capital contribution, maximum token supply, and % ownership of the network interact with one another during the fundraising process.

You can use this template to calculate key metrics related to your project's valuation based on various fundraising scenarios across both private and public token sales.

If you've had experience either raising capital via token sales or investing in Web3 projects that issue a token, this template will serve as a refresher.

If you don't have any experience with Web3 fundraising, or have past experience in Web2 equity financing, this template is a great way to get acclimated to valuation mechanisms. You'll find that "network ownership" via token purchases are much more basic then equity transactions that involve issuance of new shares, dilution, and differentiation between shares to dictate preference.

As discussed in the Token Distribution Schedule section, allocating the Maximum Token Supply to various "groups" - whether they are investors, incentives, or team members - is simply a matter of splitting up the pie into various "slices" and deciding how big each slice is. There are no mechanisms for redistribution of the pie after these groups begin consuming their individual slices. You get one shot at supply-side allocations, and it needs to occur prior to your TGE.

Tasks

Action required

Determine your Fully Diluted Valuation ("FDV") and Maximum Token Supply.

Utilize the comparable project assessment (or any other Framework) to determine a Fully Diluted Valuation ("FDV") for your project. Your Maximum Token Supply is a figure you can determine at your sole discretion. Forgd recommends a Maximum Token Supply of 10,000,000,000 (10 Billion) if you want to keep things simple.

Most projects choose a number for Maximum Token Supply that is larger than their Fully Diluted Valuation so that the price of their native token is less than $1; however, this is more of a marketing “gimmick” and will not have a material impact on token utility or demand drivers as long as tokens can be traded and transferred as fractional units with small enough denominations.

Remember, determining a Maximum Token Supply is really just a matter of optics. The quantity of tokens is an arbitrary figure. Your token price, and by extension, your Fully Diluted Valuation and Market Capitalization are what matter.

IMPORTANT! Once you submit details related to your FDV and Maximum Token Supply, the worksheet will automatically update and display initial versions of your:

  1. Token Distribution Schedule
  2. Token Emissions Schedule

These are core aspects of the Tokenomics and Protocol Value Flows that you've designed. Our exercises and tasks moving forward will help you iterate on both of these to optimize for post-TGE performance. However, even as iterative work products, the initial drafts should be helpful for you as you begin to share you vision with potential investors and prospective community members.

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