Jason Choong

•**Cash flow clarity.** They want to see a clear line from today's numbers to cash generation within 24 months. If you can show unit economics that tighten as you scale, you have their attention.

•**Flexibility on structure.** They are not a pure equity shop. If you can articulate why a debt overlay or a hybrid structure improves your outcome, you stand out.

•**Use of proceeds that maps to growth.** They need to know exactly what their $1M-$5M unlocks: expansion, acquisition, or a specific growth initiative. Vague "hiring" does not move them.

•**Governance maturity.** They think in SPVs and board alignment. Founders who speak that language early signal institutional readiness.

•**No validated demand.** If you are pre-revenue with no pilots, waitlists, or LOIs, they will pass. Say instead: "Here is the evidence of demand we have, and here is the experiment we are running next."

•**Unit economics that don't converge.** If your CAC goes up as you scale or your gross margin erodes, they see a trap. Say instead: "Here is our path to margin expansion, with the specific levers we control."

•**Unclear use of proceeds.** "Growth" is not a plan. Say instead: "This capital funds X expansion into Y market, which we project to return Z."

•**Defensiveness about structure.** If you insist equity-only without reasoning, you miss their core value. Engage on the debt overlay question directly.

1. What are your unit economics today, and where do they need to be in 24 months? 2. Why is equity the right structure for you now, and would a debt overlay improve your outcome? 3. What does our capital unlock that you couldn't do without it? 4. How do you think about governance and board alignment as you scale? 5. What is your path to cash generation, and what is the specific trigger that gets you there? 6. Who is your ideal co-investor or board member, and why?

Be direct, structured, and precise. Move from problem to structure quickly. Avoid narrative fluff; they respect founders who get to terms and alignment fast. Partnership-first tone wins, not salesmanship.

At SEED, lead with early signals: waitlist numbers, pilot commitments, LOI count, and any revenue. Then show the unit economics you have and the path to cash generation. Close with the specific structure you think fits and why.

A PASS requires demonstrated early traction with a credible path to cash generation, plus a founder who can discuss structure and governance without hesitation. They benchmark against institutional discipline, not founder enthusiasm.