Warsaw Equity Group

Hardware Investments: Understanding VC Reluctance and Advantages of Family Offices

Author: Jakub Głowaczewski

In the vibrant startup ecosystem, hardware-based ventures face distinct challenges in securing funding, particularly from Venture Capital funds (VCs). According to DealRoom, “Over the next five years, 60% of revenue in “Technology” will come from Hardware, with only 40% coming from software. And by contrast, just slightly over 20% of VC funding went to Hardware since 2016”. As you can see, this disparity is not just anecdotal. It reflects deep-rooted aspects of the VC funding model and the inherent characteristics of hardware businesses.

Let’s clarify why a lot of VC funds don’t invest in hardware and explore why family offices (such as Warsaw Equity Group) may sometimes be better equipped to face these challenges!

Why VCs Often Shun Hardware Investments?

Venture capital, known for fueling the rapid growth of tech startups, has a noticeable bias towards software over hardware, while there are some good reasons to believe that investing in hardware is much less competitive. Why is it this way? Well, the preference is rooted in several key factors:

1. Prolonged and Less Predictable Development and Market Entry times

Hardware development is typically a marathon, not a sprint. From the drawing board to the final product hitting the shelves, the journey is fraught with prolonged R&D, extensive prototyping, and exhaustive testing phases. This drawn-out process contrasts sharply with the rapid iteration and deployment cycles prevalent in software development. For VCs, whose success hinges on fast growth and quicker exits, the more prolonged and more unpredictable pace of hardware startups is often a deal-breaker. The longer it takes for a product to reach the market, the longer the delay in generating revenue and, consequently, returns on investment. This is a big issue when you have a limited investment horizon by fund tenure.

2. High and Less Predictable Capital Requirements

The initial phase of a hardware startup is capital-intensive. Costs include not just development but also setting up manufacturing processes, supply chain logistics, and distribution networks. When it comes to scaling, the stakes get even higher. Scaling in hardware startups requires substantial capital, mainly for expanding production facilities and machinery. This phase often coincides with the ‘valley of death,’ a critical period where startups have started production but aren’t profitable yet due to low scale. Overcoming this phase demands significant funding to expand operations to a profitable scale. However, securing this funding is challenging, as it is already too late for VC, and debt financing options are limited for businesses not yet showing profitability. This creates a crucial financial hurdle that hardware startups must overcome to succeed.

3. Specialization and Evaluation Complexities

Hardware is diverse and often highly specialized. Evaluating a hardware startup’s potential requires a deep understanding of the specific industry, manufacturing processes, material sciences, and the end-user market. Unlike software, where a SaaS model can be relatively more straightforward to assess and scale (easier, not easy!), hardware demands nuanced, industry-specific knowledge. For many VCs, especially those without a strong background in manufacturing or the specific industrial segment, this presents a significant challenge for risk-accurate assessment and executing a fast investment process, which is necessary given the target portfolio size (number of companies a fund is aiming to invest).

4. Cap Table Complications in Hardware Ventures:

Hardware ventures, given their inherent characteristics – longer development cycles, higher capital intensity, and slower paths to market, typically go through more financing rounds than software startups. Each round potentially introduces new investors, often with different investment terms. This frequency and variability can lead to a cap table that becomes fragmented and convoluted over time. This issue becomes particularly pronounced in hardware startups for several reasons:

  • Dilution and Ownership Fragmentation: Repeated funding rounds often result in significant dilution of equity for existing shareholders. For early investors, including VCs, this dilution can substantially reduce their ownership percentage and, consequently, their influence and return on investment.
  • Negotiation Complexities in Subsequent Rounds: A fragmented cap table makes negotiating future investment rounds more complex. New investors may be wary of entering a crowded and disorganized cap table, and may demand terms that further complicate the equity structure. For VCs, the prospect of navigating these increasingly intricate investment scenarios can be a deterrent, particularly when they prefer cleaner, more straightforward investment agreements.
  • Implications for Future Strategic Moves: A complex cap table can pose significant challenges for strategic decisions, including exit strategies like acquisitions or IPOs. The risk of a ‘broken’ cap table can thus directly impact a hardware startup’s future exit opportunities, making them less attractive to VCs who are mindful of these exit dynamics.

5. Pivoting Is More Difficult – Market Risks and Product Adaptability:

The market for hardware products can be fickle, with trends and consumer preferences shifting rapidly. Once a hardware product is manufactured, making adjustments or iterations is not as straightforward as updating software code. This rigidity means that hardware startups often need to get it right the first time, as the cost of modifying a product post-production can be prohibitive. Furthermore, hardware products are usually subject to more stringent regulatory requirements, adding another layer of risk. These factors contribute to a perception among VCs that hardware is a riskier bet compared to software.

6. Supply Chain, Operational Challenges, and Many More…

Beyond development, hardware startups must navigate the complexities of supply chain management, production oversight, and quality control while scaling. These operational challenges can be daunting, requiring expertise and resources that are often beyond the scope of early-stage startups. The global nature of supply chains also introduces vulnerabilities, as seen in disruptions caused by geopolitical tensions or pandemics. For VCs, these are additional layers of risk that make hardware investments less attractive.

Why Family Offices May Be Better Equipped to Invest in Hardware?

Given these challenges, hardware start-ups are often forced to look for capital elsewhere than in the VC world. Family offices emerge as a potentially more suitable source of funding for hardware startups. These private wealth management entities have unique characteristics compared to traditional VCs, which can align better with the needs of hardware ventures:

1. More Flexible Investment Horizons

Family offices are typically characterized by their long-term investment outlook. This perspective is in stark contrast to the shorter-term, high-turnover approach of many VCs. The longer time horizon allows family offices to be more patient with their investments, aligning well with the extended product development cycles of hardware startups. This patience is not just beneficial in allowing time for product development but also in weathering market cycles and overcoming scaling challenges.

2. Capacity for Significant Follow-Ons

Many family offices have substantial assets under management and multi-stage investment policies, giving them the financial muscle to support the high capital requirements of hardware startups. This capability is particularly crucial during the scaling phase, where the need for investment in manufacturing and market expansion can be substantial. Unlike VCs, who often spread their investments across a diverse portfolio to mitigate risk, family offices can afford to make more significant individual investments and follow-ons, betting on the long-term success of a hardware venture.

3. Flexibility in Funding and Cap Table Structures

Family offices offer a significant advantage in their flexibility regarding both funding rounds and cap table structure. Unlike traditional VCs, they are not bound (not even mentally) by strict investment frameworks of “VC path” or preconceived notions of an “ideal” cap table. Family offices are less afraid to enter “broken captable” as their approach includes customizing not only the size and timing of funding rounds but also the ability to take larger stakes in the company (including majority ownership if beneficial). And engaging in secondary market transactions – providing liquidity options to less patient investors and allowing for a dynamic and responsive approach to cap table management.

4. Experienced Money

In a world where every investor boasts of having ‘smart money,’ there’s a unique breed of family offices that truly stand apart. These are the veterans, the ones who were investing in hardware when software was just a newcomer on the scene. Beyond just funding, family offices often bring a wealth of experience, industry connections, strategic insight, and a more hands-on approach due to a smaller number of portfolio companies. This comprehensive support can be invaluable to hardware startups that require guidance in navigating scaling complex manufacturing processes, establishing supply & logistic chains, and market entry strategies. The mentorship and network offered by family offices can be just as crucial as financial support in ensuring the long-term success of a hardware venture.

Conclusion: Investor Profile May Be a Helping Hand, But Not a Silver Bullet

There is no coincidence in the fact that many VCs avoid hardware investments, given their inherent challenges. While family offices don’t have a universal remedy for all these difficulties, they are often more suited to handle them. Equipped with a different arsenal than traditional VCs, family offices approach hardware ventures with a perspective that aligns with the long-term, capital-intensive nature of these businesses. Their capability to inject substantial capital and offer multifaceted support makes them potentially more effective partners for hardware startups. Although they may not have a panacea for every obstacle, the combination of a family office’s resources, expertise, and dedicated commitment can significantly impact the challenging journey of hardware innovation.

How to impress an investor? 10 tips for startups on how to attract the attention of VC funds

Author: Paweł Maj

Fundraising is never easy, especially nowadays. After the optimism of VC funds during 2021-2022, when it seemed that every project had the chance to attract an investor, there is no trace – the global VC activity in Q1’23 decreased by 53% year on year.

Therefore, based on my 13 years of experience (11 as VC partner/manager and 2 years supporting funders in fundraising, during which I was closing on average one round per month) , I share my 10 tips on how to attract the attention of a VCs and increase your chances of acquiring an investor.

1. Understand the investor perspective.

Investors expect founders to be prepared for the fundraising process, even if it is their first startup. This expectation is justified since now, as never before, there is a lot of material available in the form of blogs, podcasts, articles or books. It is worth starting with the book Secrets of Sand Hill Road by Scott Kupor, which is a great introduction to the world of venture capital. I also recommend my list of over 300 questions that VC funds have asked companies during fundraising LINK

2. Outline the path to spectacular success

VC funds and business angels (especially those investing in pre-seed and seed rounds) take high risk, but at the same time they expect that at least one of their startups will achieve spectacular success (increase in value 30x or more). The fund’s decision-making process and most of the potential questions will be directly or indirectly related to this topic, so the materials you prepare and the answers you provide should refer to this topic.

3. Global minset

Most likely, your local market (unless you are from the US) is too small to build scale and achieve spectacular success (also financial). That is why investors are most eager to invest in projects that have an international mindset from the very beginning, which will help them enter foreign markets, build an international team and raise funds from international investors in subsequent rounds. Unfortunately, most startups still start with building a solution that addresses local needs, selling in the local market and building a team consisting only of local employees – which in the future makes scaling and fundraising difficult.

4. Prepare documents

Before you start contacting investors, prepare not only the pitch deck and financial model, but also additional documents and materials that investors will most likely ask for after the first or second meeting (such as product development roadmap, market analysis, competition analysis, VC fund activity and M&A transactions in your market segment, sales funnel with an indication of potential customers at each stage, cap table, CVs of founders and key team members, key metrics if they are not part of the financial model, etc.).

5. Take care of the formalities

If you haven’t already done so, list the founder’s agreement (the role of each of the founders , time of involvement, non-competition clause, reverse vesting , i.e. what will happen to the shares after one of the founders leaves the startup), straighten the ownership structure (if you gave away too much equity in previous rounds) so that the company does not have a broken cap table, and make sure that the entire IP is owned by the company. So, address topics that are important to investors.

6. Growth, but not at any cost

Investors, especially after recent large drops in valuations and investment, prefer startups that not only have unique technology, but are also able to monetize it. If you already have a finished product that you are monetizing, you should be able to show 100% year on year revenue growth (especially if your revenues/ARR is below $1M) with good metrics (like LTV/CAC above 3x, low churn, NRR above 100%, low burn multiple, etc.). If you are not monetizing yet, you should be able to demonstrate probability of generating revenues such as large number of downloads, free trials, pilots, list of resellers or distributors, etc.

7. Do some research on the investors

Prepare for the meeting with investors (study info on their website, Linkedin profile, blog entries and publications in the media) so that during the meeting you can indicate your expectations regarding added value, and at the same time ask tailored made questions to gather information that is important to you.

8. Data

Investors want to see that you work with data, i.e., you have a process where you collect data, analyze it, and then make decisions and draw conclusions based on it. If you are already collecting data, make sure you share it with potential investors (e.g., by adding key metrics to your financial model). And if you are a business operating in the B2B SaaS model and want to make a big impression on potential investors, then provide them with direct access to your metrics (dashboards or external solutions such as Chartmogul or Profitwell).

9. Take advantage of professional legal services

When negotiating the term sheet and then the investment agreement, you should rely on the support of a lawyer or law firm. However, make sure that such a person/law firm has extensive experience in transactions between startups and VC funds (preferably at least a dozen). If do not have such a contact, get in touch with founders who have recently acquired an investor and ask them for recommendations.

10. Build relationships, don’t just seek capital

Fundraising is a marathon, not a sprint, especially since you will most likely need to fundraise capital for a few rounds before you break even or sell your business. Therefore, even if you hear a negative answer from a given investor (and you will hear this often), do not take it personally – ask if they can introduce you to other funds that may be interested, and ask if you can add a given investor to your investor newsletter (if you don’t have one, you should consider creating one).

What venture capital funds can learn from private equity funds?

Author: Paweł Maj, Investment Director, Warsaw Equity Group

The vast majority of investment funds focus exclusively on one model. Either venture capital or private equity. There are relatively few examples, such as Warsaw Equity Group, where we combine these worlds by investing both at VC and PE growth stages. We work with startups on strategic and operational level focusing on value creation. You can read more about our investment criteria in our tab: Investment criteria – Warsaw Equity Group

Just as important are the differences between VC and PE as the similarities that unite them. VC funds are said to be more dynamic than PE. Here, the growth of a startup is more important than operating profit. Meanwhile, PE funds are said to be more conservative and focus on investing in profitable companies.

According to analysts’ predictions, 2023 will be a time of great change in the start-up market. The article published in My Company Poland (February 2023) includes my opinion on this topic. As investors, we’ve turned away from “growth at all cost” approach and started to focus on startups that combine growth with good unit economics.

Therefore, let’s compare VC and PE funds and see what VCs can learn from PE funds.


  1. PE funds usually invest by buying existing shares from the current owners (cash in the hands of shareholders) and VC funds usually invest by increasing capital (new issue of shares, cash in the bank account of a given company).
  2. PE funds typically invest in mature companies that are generating positive cash flow, while VC funds invest at a much earlier stage (before companies are profitable, and pre-seed and seed VC funds even before a finished product is created or a startup begins to generate revenue).
  3. PE funds usually take control of a company by buying between 50% + 1 and even 100% of the shares. VC funds, on the other hand, usually invest in minority stakes (usually around 5-20%).
  4. When investing, PE funds assume that each of their companies will be successful (i.e. their shares will be sold at a higher valuation than when they were bought), as they invest in mature companies (already generating profits and positive cash flow), which are much less risky than investing in start-ups. On the other hand, VC funds invest in startups at a much earlier stage (when they are still unprofitable, and in the case of pre-seed funds, even when a startup doesn’t have a product ready), which means that they expect as many as half of their investments to fail (defined as selling their shares for less than the value of their investment), This means that they expect even half of their investments to fail (defined as selling their shares below the investment value, and in extreme cases even losing everything if a startup goes bankrupt), but at the same time they hope that 5-10% of the portfolio companies will be spectacular successes (increase in company value by 30 times or more), enabling the fund to generate a profit for its investors.
  5. PE funds usually invest alone and VC funds usually co-invest with other VC funds.
  6. PE funds generate a return on their investments mainly through financial engineering (leverage buyouts of the companies they invest in) and by increasing the EBITDA of the portfolio companies (optimisation of internal processes as well as mergers and acquisitions), and VC funds mainly through the rapid revenue growth or unique IP of their portfolio companies.
  7. VC funds invest in a much larger number of companies than PE funds. VC funds invest at a much earlier stage and with a higher risk per deal, thus spreading the risk of the portfolio and increasing the probability of investing in a fund returner (an exit that generates at least an amount equal to the size of the fund) by investing in a much larger number of companies/start-ups (a pre-seed fund should invest in +100 start-ups, but a later-stage fund might invest in only 20-30 start-ups). PE funds invest at a much later stage of a company’s development with much less risk, so they can accept a much smaller number of companies in the portfolio (typically 10-30), which also allows them to focus more on each of them.


    1. VC and PE funds raise capital from external investors called LPs (limited partners), including fund of funds (private and public), high net worth individuals, pension funds, insurance companies, corporations and university endowments.
    2. VC and PE funds invest in private companies (or, in the case of PE, in listed companies which they delist after purchase) with the aim of earning a return on their investment in the future.
    3. VC and PE funds charge their LPs (investors) a management fee of 1-2% per annum, calculated on the value of the assets under management, and a carried interest (performance fee) of approximately 20% of the profits generated for the LPs (assuming the fund’s profits exceed the agreed minimum profit level, known as the hurdle rate).
    4. VC and PE funds invest through investment vehicles that typically operate for 8-10 years, half of which is spent building a portfolio (initial investments) and half on building value/supporting companies and exits.
    5. VC and PE funds expect to earn 3x the capital they have raised for their investors over the 8-10 year life of the fund, although each has a diametrically different approach to portfolio risk management.
    6. VC and PE funds are very selective, investing in around 1% of the companies analysed.

    What VCs can learn from PE funds:

    1. Involvement in each portfolio company as an owner, not just a minority shareholder.

    VC funds focus primarily on supporting their stars (best performing companies with the potential to return 30x or more of the amount invested) and spend less time or none at all on their remaining portfolio companies. PE funds, on the other hand, support each of their portfolio companies, working to build value and maximise the potential sale price, as each investment (even the less successful ones) has a significant impact on the performance of the overall fund. In addition, PE funds commit their entire teams to supporting portfolio companies, employing advisors, experts and mentors not only to help with the next round or exit, but also to provide strategic and operational support.

    1. Take full responsibility for each portfolio company.

    VC funds often co-invest with other VCs, with the lead investor (usually the fund that invests the largest amount in each round) having the most decision-making power and the other investors in the round playing a more passive role. What’s more, in the case of a next round, new investors (including a new lead investor in particular) take over decision-making from existing investors. This blurs the lines of decision making and responsibility in the company, and at the same time the founders/managers of the company are often faced with a dilemma in taking advice, especially if it is conflicting.

    On the other hand, PE funds invest alone and take full responsibility for the portfolio companies, as they are the only investor and cannot transfer responsibility to anyone else. From the company’s perspective, this means that a PE fund is much more involved in supporting its portfolio (hiring a much larger team, investing more time and resources), which also translates into a much higher probability of success for such an investment.

    1. A long-term approach to working with portfolio companies.

    VC funds invest with a 3-5 year horizon to exit, but they work closely with their startups for the first 12-24 months after their investment, hoping that the startup will attract more investors in the next round to take responsibility for its growth. This short-term perspective also applies to the approach to financing capital needs – VC-backed startups are indeed in a continuous fundraising process (the interval between rounds is on average 12-24 months), and most of the cash raised in follow-on rounds comes from new investors.

    On the other hand, PE funds take a long-term approach to their investments, remaining hands-on throughout the investment period and providing their companies with all the capital they need to develop until the exit (PE fund portfolio companies usually do not need to raise capital from follow-on rounds until the company exits or at least goes public). For the company, this means that it can focus fully on its operations without being distracted by raising the next rounds of financing, as is the case with VCs).

    1. Careful approach to investments in terms of valuations and due diligence.

    VC funds decide relatively quickly to invest in a given startup (usually within a few weeks from the first meeting to the signing of the term sheet), often accepting high valuations relative to the stage of the project and its traction (in this case, VCs assume that the startup will quickly grow up to its valuation, an extreme example of which we saw between the 2020-2021 bull market, during which investors accepted valuations several times higher than the long-term average), and conducting superficial due diligence.

    On the other hand, PE funds take months, not weeks, to make an investment decision, approach the company’s valuation cautiously (assuming that the EBITDA multiple at the exit will be similar to the one at the time of investment, so that the increase in the company’s value, which will generate a profit for the fund, will come mainly from the increase in EBITDA during the investment period and possible financial leverage of the transaction), and carry out in-depth due diligence (covering the team, the company, the technology, the market, the competition).

    1. Ongoing operational involvement with portfolio companies.

    VC funds rarely become operationally involved (focusing mainly on helping their portfolio companies raise capital and exit), and when they do, they respond to existing problems by putting out fires rather than systematically building value.

    PE funds, on the other hand, analyse each of their companies in detail and become operationally involved if there are alarming signals, bringing in external advisors/experts if necessary.

    Article was originally published in Polish language in January 2023 (MamStartup.pl):Czego fundusze venture capital mogą nauczyć się od funduszy private equity? – MamStartup