We know there are great business ideas that don’t surface in traditional investment processes. Prizes provide an opportunity for a broader set of entrepreneurs to share their ideas, and can spark innovation and dialogue across participants, audiences, and investors that would otherwise not be connected. The Black Ambition Prizes are designed to benefit a broad range of applicants beyond those that receive funding — hundreds of teams will get access to peer support and mentorship to refine their ventures, and all eligible applicants will receive feedback on their idea.

Each step of Black Ambition is designed to support founding teams from backgrounds that are frequently underrepresented in venture capital, with a particular focus on Black and Latinx founders across all genders and orientations. This includes reaching out to networks focused on inclusive entrepreneurship, recruiting a diverse pool of application reviewers and mentors, and reducing traditional bias levers at each stage. In addition, Black Ambition asks all applicants to sign the Kapor Capital Founders’ Commitment — a pledge to build diverse and inclusive companies — to ensure that these values are carried forward beyond the Prize process.

The Black Ambition HBCU Prize and the Black Ambition Prize differ in eligibility criteria and the amount of funding available. The maximum amount of funding for the HBCU Prize is $100,000. The maximum amount of funding for the Black Ambition Prize is $1,000,000. Teams selected for either prize will receive similar coaching, mentorship, and peer learning opportunities.

For Black Ambition HBCU applicants:

• Eligible early-stage businesses will compete for up to $100,000.
• In addition to awards to teams, the school with the winning prize team will receive a grant of $50,000 to support entrepreneurial programming on their campus. Funds can be used to fund local pitch competitions, coordinate mentorship programs and organize guest speaker events and business visits, among other activities.

For more information on the prize eligibility, look at the sections titled “Application Eligibility” and “The Black Ambition HBCU Prize” in the FAQs below.

For Black Ambition Prize applicants:

• Eligible early-stage businesses will compete for up to $1,000,000.

For more information on the prize eligibility, look at the sections titled “Application Eligibility” and “The Black Ambition Prize” in the FAQs below.

Over the past few months, we have been working to identify a high-impact way to structure Black Ambition’s prizes for entrepreneurs – with the goal of providing exceptional entrepreneurs with significant capital to scale their ventures. After significant discussion with our attorneys about the impact of this approach on Black Ambition’s charitable purpose and applicants, we finalized the terms for this year’s prizes:

• All awards will be given in exchange for a simple agreement for future equity (SAFE) instrument, with the potential exception that awards for the Black Ambition HBCU Prize below $100,000 to current students may be grants
• However, Black Ambition will only count 50% of the prize award, up to a maximum of $250,000, toward the Investment Amount in the Black Ambition SAFE – in other words, 50% of the award will not provide economic value to Black Ambition
• The venture must be validly formed as a legal entity (e.g., C Corporation, LLC, etc.) within sixty (60) days of completion of Financial Counseling that is provided to prize winners after Demo Day and convert to a C corporation at or prior to its initial Equity Financing.

A SAFE is a convertible equity security that allows the investor to buy shares in a future priced round based on the price of the future round, rather than at a predetermined valuation. In other words, it is a way for an investor to acquire equity in a company at a future date in exchange for their investment now.

If you would like more information on SAFEs, feel free to use the following links here and here and please consult with a financial advisor or other knowledgeable investors or entrepreneurs

We believe the SAFE offers numerous advantages to the prize winners:

• Ongoing relationship with Black Ambition: recipients of an equity investment would have an ongoing connection with Black Ambition. The success of award winners would help to support future prizes for Black and Latinx entrepreneurs. At the same time, we have chosen to provide generous terms to the applicant.
• Positions companies for the next step: Having Black Ambition as an investor means that entrepreneurs would already have received their first investment. We spoke with two accelerators and indicated that an equity investment would make the company even more attractive to an accelerator. Also, entrepreneurs can attract co-investment from others on the same terms (with all new third party co-investor capital in addition to Black Ambition’s capital being considered the Investment Amount).
• Tax liability for award recipients: cash grants may be taxable as ordinary income, whereas equity investments would likely not be taxable. Note that start-ups may have losses that they can use to offset the cash grants from a tax standpoint. Please consult a financial or tax advisor for more information.

We have confirmed with counsel that giving a cash grant to a Black or Latinx entrepreneur does not in itself meet the charitable purpose required for grantmaking. Let’s say the Black entrepreneur was middle or upper middle class. The color of one’s skin alone does not qualify as a charitable purpose. As a result, all awards will be SAFE instruments, with the possible exception that awards below $100,000 to current students may be given as grants for educational or sponsored research purposes. In addition, as noted above, a cash grant would not create a vehicle for co-investment and may have adverse tax consequences.

To ensure we are maximizing the amount of resources we are providing to Black and Latinx entrepreneurs, Black Ambition will only count 50% of the prize award, up to a maximum of $250,000, toward the Investment Amount in the Black Ambition SAFE. In other words, 50% of the awards below $1M will have the economic effect of a grant and $750,000 of the $1M award will have the economic effect of a grant.

As we worked with legal counsel to define the terms for the SAFE instrument, we took multiple steps to ensure the terms are founder friendly beyond what’s typical, including:

• Black Ambition will only count 50% of the prize award, up to a maximum of $250,000, toward the Investment Amount in the Black Ambition SAFE. In other words, 50% of the awards below $1M will have the economic effect of a grant and $750,000 of the $1M award will have the economic effect of a grant.
• We have established a Valuation floor of $4 million. This floor caps Black Ambition’s potential ownership.
  • The Valuation floor means that, in an equity financing, if the Company receives a post-money valuation that is below $4 million, Black Ambition’s investment amount would be calculated based on a $4 million valuation, thus capping the amount of ownership Black Ambition would receive.
• We will use a post-money valuation (as opposed to a pre-money valuation) for the SAFE for simplicity of conversion calculation.

We are also using a 15% discount for the SAFE, which is lower than what is typically used. SAFE investors typically get a discount on the price of future shares. This discount is an incentive for an investor to invest early in a company, which is typically a riskier investment. We have decided to use a lower discount than is typical for SAFE instruments to provide favorable terms to entrepreneurs, but still within “market” discount range.

For further clarity, consider the following scenarios:

Example 1: The Rapido team is awarded a $100,000 Black Ambition prize. First, this team must have an entity validly formed under law within 60 days after Financial Counseling that is provided after Demo Day to be eligible to receive the SAFE investment. The Company must also agree if it is not a C Corporation to convert to a C Corporation at or prior to an Equity Financing to be eligible for the SAFE investment. The Company issues a SAFE instrument to Black Ambition in exchange for the $100,000 prize. Black Ambition will receive an economic return on 50% of the Investment Amount. Let’s say that Rapido attracted interest from Venture Capitalists at Black Ambition’s Demo Day. Rapido is offered an investment of $1 million (plus Black Ambition’s $50K Investment Amount) on a pre-money valuation of $5 million for its Series A investment round. Black Ambition would receive a 15% discount on this round given it was the first money in. Rapido’s post money valuation is $6 million. Black Ambition only calculates its ownership conversion based on 50% of the prize. Black Ambition would receive an ownership of $50,000 divided by 85% of the price per share paid by the Venture Capital firm.

Example 2: Southside LLC is awarded the $1,000,000 Black Ambition prize. First, this team must have an entity validly formed under law within 60 days after Financial Counseling that is provided after Demo Day to be eligible to receive the SAFE investment. The Company must also agree if it is not a C Corporation to convert to a C Corporation at or prior to an Equity Financing to be eligible for the SAFE investment.Southside must agree to convert to a C Corporation at or prior to an Equity Financing. The Company will issue a SAFE instrument to Black Ambition of $1 million and use the money to accelerate Southside’s business. Southside attracted a major firm that is prepared to invest $3M in equity at a pre-money valuation of $10 million. Black Ambition will receive an economic return on $250K of that prize. The post-money valuation is $13.25 million ($10M pre-money, plus $3M investment, plus $250,000 Black Ambition prize investment). Black Ambition will receive equity ownership of $250,000 divided by 85% of the price per share paid by the Venture Capital firm.

 

Black Ambition will provide a broad range of applicants with support to refine and improve their ventures. All eligible applicants will receive access to Ureeka — which includes access to entrepreneurship content and a network of experts — as well as written comments on their application.

Semi-finalists will also be eligible to participate in a 3-month peer-to-peer mentorship program facilitated by seasoned entrepreneurs.

In addition, finalists will have access to 1-1 mentorship and coaching to develop a strong pitch for their ventures to judges and potential investors.

 

Demo day is when finalists will have the opportunity to share their ideas with judges and potential investors. Black Ambition will host demo day in November 2022.

E-mail info@blackambitionprize.com.

For the Black Ambition HBCU Prize, entrepreneurs do not need to have a venture validly formed under law to apply. Please note that all prize winners that receive a SAFE instrument will need to create a venture validly formed under law within 60 days of Financial Counseling, which will be provided to prize winners after Demo Day. The exception will be for prize winners who are current students and win less than $100,000 – those winners will be eligible for educational or research grants and do not need to form a legal entity.

For the Black Ambition Prize, entrepreneurs will need to have ventures that are validly formed under law to apply.

All prize winners who receive a SAFE instrument will need to agree to convert to a C corporation, if the entity is not already a C Corporation, at or prior to its initial Equity Financing to be eligible for the SAFE.

We will be asking reviewers to uphold a code of conduct based on Black Ambition’s principles and values, including respect for applicants’ submissions. We will not ask reviewers to sign an NDA. This is in part driven by the fact that NDAs are difficult to enforce in the entrepreneurial space, as it is difficult to pinpoint the specific sources where individuals learned about specific information.