Venture Capital Masterclass
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Your Complete Guide to Navigating Venture Capital in the Real World
This job-focused training program teaches what firms look for, how to network effectively, how to interact with founders, and how to position your experience to stand out in a competitive recruiting environment.
Learn Directly From VC Practitioners
This course is designed for those pursuing a career in venture capital as well as founders and operators who want to understand how VC investors evaluate opportunities. You will learn how venture capitalists develop investment theses, assess markets, meet founders, and evaluate companies with the same investment frameworks used at top-tier firms.
Hands-On Training Across the Full VC Deal Process
You will learn through practical exercises in sourcing, due diligence, financial modeling, cap table analysis, and term sheet evaluation. Work through case studies including Uber’s fundraising history to understand how great companies are financed and how top firms like Sequoia, Benchmark, a16z, and Tiger Global make investment decisions.
Master VC Fund Strategy and Exit Outcomes
Understand the venture capital business model, how funds are structured, and how returns are measured using metrics like IRR, MOIC, TVPI, DPI, and RVPI. Learn how investors support companies after the deal through board involvement and governance, and how exits are structured across M&A and IPO scenarios.
Who Should Take This Course?
- Aspiring & Incoming VC Analysts
- VC Associates & Investors
- Entrepreneurs
- Start-up Employees & Execs
- MBAs & Business Undergrads
What You Will Learn
How Venture Capitalists Build Investment Conviction
Understand how professional investors form a differentiated point of view on markets and identify opportunities capable of venture-scale returns.
- Evaluating market structure, growth vectors and secular tailwinds
- Calculating TAM, SAM, and SOM using both top-down and bottom-up approaches, including the limitations of TAM as a predictive tool in venture capital
- Identifying compounding engines of value creation and early signals of breakout potential versus false positives
Founder Evaluation and Investor Alignment
Learn how top investors assess founders and early company quality when traditional financial data is insufficient.
- Founder-market fit and behavioral indicators of exceptional operators
- Aligning incentives between founders and investors to reduce long-term agency risk
Deal Sourcing and Proprietary Access
Study how elite investors create advantaged deal flow and secure allocations ahead of the broader market.
- Developing proprietary sourcing engines through outbound outreach, founder references and utilizing your network
- Building a high value network in a market known for its “co-opetition”
Deal Structuring and Term Sheet Economics
Learn how investment teams structure investments to align incentives and limit their downside risk throughout the full financing lifecycle.
- Modeling and managing cap tables to evaluate unpriced rounds (SAFEs and Convertible Notes) and priced rounds (Seed, Series A, Series B, etc.)
- Creating and analyzing term sheets - know the impact of liquidation preferences, participation rights, anti-dilution mechanics, and control provisions on your investments
Portfolio Support, Governance, and Outcome Management
Understand the responsibilities of investors post-investment and the mechanisms that drive value creation across a portfolio.
- Board management, corporate governance, and conflict resolution between investors and founders
- Operational value creation models and post-investment support structures
Fund Strategy, Portfolio Construction, and Return Distribution
Gain a sophisticated understanding of the “business of venture capital,” including how venture fund strategy shapes investment behavior and long-term performance.
- The VC fund legal structure, capital calls, co-investment strategy, and LP expectations
- Measuring fund performance through IRR, MOIC, TVPI, DPI, RVPI, and the power law distribution that drives portfolio construction decisions
Breaking Into Venture Capital
Develop a practical strategy for entering and succeeding within a competitive industry environment.
- Building credibility, developing a differentiated voice, and demonstrating proprietary insight
- Networking strategies that create real access to firms, founders, and LPs
- Preparing for interviews through thesis presentation, market analysis, and investment case articulation
This is the same training program Wall Street Prep delivers in-house to investment professionals at growth equity, private equity, and technology-focused investment firms evaluating venture-backed companies
Get the Venture Capital Masterclass Certification
VC Masterclass learners are eligible to earn Wall Street Prep's globally recognized Venture Capital Masterclass Certification. The certification is earned by successfully completing the final exam from each of the program's 7 courses. These online assessments can be taken any time after enrollment in the program.
What's Included
VC 1: Introduction & History of Venture Capital
This module lays the foundation for understanding how venture capital works, from the lifecycle of a ...
Course TOC
VC 1: Introduction & History of Venture Capital
This module lays the foundation for understanding how venture capital works, from the lifecycle of a startup to the structure and incentives of the firms that fund them. You will explore the history and performance of the VC asset class, the unique return distribution that defines it, and the roles ...
This module lays the foundation for understanding how venture capital works, from the lifecycle of a startup to the structure and incentives of the firms that fund them. You will explore the history and performance of the VC asset class, the unique return distribution that defines it, and the roles investors play in shaping high-growth companies. Through real examples from Sequoia, Benchmark, a16z, and Tiger Global, you will see how top firms operate and how the modern VC ecosystem evolved.
VC 1: Introduction & History of Venture Capital
1. Lifecyle of a venture-backed startup
5:37
2. Course Downloads
Files
3. Historical Industry Performance & Recent Trends
9:52
4. Return Distribution in VC
5:20
5. Types of Venture Capital Firms
12:40
6. Examples of Venture Capital Firms
2:42
7. Background of Sequoia
2:29
8. Background of Benchmark
2:42
9. Background of a16z
3:40
10. Background of Tiger Global
4:18
11. Other stakeholders in the VC ecosystem
6:44
12. VC Financing Process
9:42
13. Legal Structure of VC Firms
5:29
14. Roles & Responsibilities Within a VC Firm
8:59
15. Introduction to Uber Case Study
3:07
16. Timeline of Uber fundraising rounds
1:19
17. Course roadmap
3:39
18. History of Venture Capital
10:11
VC 2: Developing an Investment Thesis
This module teaches you how to think like a venture capitalist by building and refining an investmen ...
Course TOC
VC 2: Developing an Investment Thesis
This module teaches you how to think like a venture capitalist by building and refining an investment thesis. You will learn how to assess markets, define TAM, SAM, and SOM, and identify the true growth potential behind headline numbers. Through frameworks on competitive advantage, you will understa ...
This module teaches you how to think like a venture capitalist by building and refining an investment thesis. You will learn how to assess markets, define TAM, SAM, and SOM, and identify the true growth potential behind headline numbers. Through frameworks on competitive advantage, you will understand network effects and how enduring moats are built and sustained. Using real-world examples from Uber and other high-growth startups, you will practice turning market insights into conviction-driven investment decisions.
VC 2: Developing an Investment Thesis
1. Intro
3:40
2. Course Downloads
Files
3. USV Example
3:26
4. Industry Analysis
2:31
5. Market Size
6:10
6. Calculating TAM
13:26
7. SAM and SOM
6:29
8. The Limits of TAM Brian Chesky Interview
21:29
9. Market Growth
4:17
10. Market Trends
8:48
11. Industry Composition
8:34
12. Estimating Uber TAM
8:42
13. Uber TopdownTAM Analysis
4:40
14. Uber Bottomup TAM Analysis
3:57
15. Uber TAM at IPO
4:21
16. Concerns about Ubers TAM
9:10
17. Moats and Competitive Advantage
9:25
18. Sources of Competititive Advantage
1:59
19. Intangible Assets
4:08
20. Cost Advantage
13:54
21. Network Effect
4:27
22. Network Effect Exercise
4:46
23. Switching Costs
2:00
24. Exercise - Switching Costs
4:51
25. Exercise - Switching Costs part2
3:04
26. Importance of Compounding
4:31
27. Identifying Ideal Investments
2:50
28. Value Proposition
4:30
29. You Received A Pitch Deck now what
3:53
30. Evaluating Ubers Compounding Advantage
2:39
VC 3: Sourcing Early-Stage Deals
This module explores how venture capitalists source, evaluate, and win the best deals in a competiti ...
Course TOC
VC 3: Sourcing Early-Stage Deals
This module explores how venture capitalists source, evaluate, and win the best deals in a competitive landscape. You will learn both inbound and outbound sourcing strategies, how to approach founders, and how to maintain long-term relationships that lead to future opportunities. The lessons move fr ...
This module explores how venture capitalists source, evaluate, and win the best deals in a competitive landscape. You will learn both inbound and outbound sourcing strategies, how to approach founders, and how to maintain long-term relationships that lead to future opportunities. The lessons move from first contact to final close, covering due diligence, financial projections, and investment committee processes. Through insights from Sam Altman and Uber, you will see how great investors combine networks, judgment, and discipline to turn pipeline into portfolio.
VC 3: Sourcing Early-Stage Deals
1. Intro
4:39
2. Course Downloads
Files
3. VC Financing Process
2:40
4. Inbound Deal Sourcing
10:27
5. Inbound Intros
8:38
6. Outbound Deal Sourcing
8:40
7. Cold Outreach
8:20
8. Introductory Email Etiquette
6:40
9. Intro Call
6:09
10. Staying In Touch
2:02
11. Exercise - Sourcing
1:50
12. Sourcing Uber
2:55
13. Intro to Due Diligence
7:12
14. Revisiting the Deal Process
9:42
15. Pitch Meeting
1:39
16. Founder Diligence
3:20
17. Sam Altman Speech
5:31
18. Due Diligence Checklist
5:44
19. DD Roles at VC Firms
0:59
20. DD Best Practices
2:22
21. Financial Projections
2:24
22. Investment Committee Memo
5:53
23. IC Meeting
2:43
24. Confirmatory Diligence
3:35
25. SignClose
2:05
VC 4: Structuring a Venture Deal
This module breaks down how venture capital deals are structured and negotiated. You will learn how ...
Course TOC
VC 4: Structuring a Venture Deal
This module breaks down how venture capital deals are structured and negotiated. You will learn how to interpret term sheets, model cap tables, and evaluate key economic and control provisions such as liquidation preferences, anti-dilution clauses, and board composition. The lessons explore mileston ...
This module breaks down how venture capital deals are structured and negotiated. You will learn how to interpret term sheets, model cap tables, and evaluate key economic and control provisions such as liquidation preferences, anti-dilution clauses, and board composition. The lessons explore milestone-based investing, unpriced and priced rounds, and the trade-offs that shape the investor and founder relationship while gaining practical experience through hands-on exercises.
VC 4: Structuring a Venture Deal
1. Journey
0:48
2. Course Downloads
Files
3. Milestone-based Investing
4:31
4. Sources of VC Funding
2:25
5. Uber Milestone
2:27
6. Intro to Cap Tables
8:28
7. Cap Table Exercise
21:01
8. Intro to Deal Structuring
0:18
9. Type of Financing
5:21
10. Financing Process
1:44
11. Term Sheet
9:07
12. Unpriced Rounds
15:13
13. Exercise - Convertible Notes - SAFE
8:34
14. Priced Rounds
2:55
15. Term Sheet - Economic Terms
9:59
16. Exercise - Priced Rounds
13:42
17. Types of Preferred Shares
2:55
18. Exercise - Preferred Share Participation
6:24
19. Other Key Economic Terms
0:19
20. Liquidations Rights
7:06
21. Dividends
3:43
22. Anti-dilution
5:58
23. Conversion Rights
0:23
24. Redemption
3:33
25. Control Rights
0:39
26. Protective Provisions
6:34
27. Vesting of Founder Equity
5:06
28. Board Composition
3:40
29. Intro to Contractual Rights
5:39
30. Term Sheet Review
7:00
31. Uber Case Study
0:55
32. Exercise - Uber
4:33
VC 5: Venture Fund Strategy
This module explains the “business of venture capital.” You will learn how VC funds are structured, ...
Course TOC
VC 5: Venture Fund Strategy
This module explains the “business of venture capital.” You will learn how VC funds are structured, how capital is deployed and returned, and how investors measure success through metrics like IRR, MOIC, TVPI, RVPI, and DPI. The lessons explore the business model behind the VC firm, the role of limi ...
This module explains the “business of venture capital.” You will learn how VC funds are structured, how capital is deployed and returned, and how investors measure success through metrics like IRR, MOIC, TVPI, RVPI, and DPI. The lessons explore the business model behind the VC firm, the role of limited partners, and the dynamics of capital calls and co-investments. Using real fund examples and modeling exercises, you will see how fund strategy drives investment behavior and long-term performance.
VC 5: Venture Fund Strategy
1. Types of Venture Capital Firms
10:26
2. Course Downloads
Files
3. VC Business Model
55:02
4. VC Fund Structure
4:13
5. Limited Partners (LPs)
6:07
6. Capital Calls
6:17
7. The -J-Curve-
2:18
8. Coinvest
2:35
9. Exercise - Illustrative Fund Model
4:17
10. Fund Metrics
5:24
11. MOIC and IRR
2:41
12. TVPI, DPI and RVPI
4:33
13. USV Example
0:43
14. Exercise - Fund Metrics
1:37
VC 6: Post-Investment Involvement & Exits
This module covers what happens after the investment is made, from board participation and founder r ...
Course TOC
VC 6: Post-Investment Involvement & Exits
This module covers what happens after the investment is made, from board participation and founder relationships to guiding a company through growth and eventual exit. You will learn how venture capitalists add value beyond capital, manage governance, and navigate common sources of tension between i ...
This module covers what happens after the investment is made, from board participation and founder relationships to guiding a company through growth and eventual exit. You will learn how venture capitalists add value beyond capital, manage governance, and navigate common sources of tension between investors and founders. The lessons also explore the full exit landscape, including M&A and IPOs. Finally, you will work through a distribution waterfall, with an example from Uber providing a detailed look at how investors realize returns. By the end, you will understand how top firms steward companies from early investment to successful exit.
VC 6: Post-Investment Involvement & Exits
1. Intro
3:04
2. Course Downloads
Files
3. Typical VC involvement post-investment
6:38
4. Board of Directors Involvement
4:08
5. Corporate Governance
4:40
6. Common Board Issues
5:57
7. Running an Effective Board Meeting
2:48
8. Other VC Services
5:08
9. Example - Andreesen Horowitz
0:57
10. Founder VC Dynamics
1:17
11. Founder Incentives
1:20
12. VC Incentives
6:42
13. Sources Of Conflict
2:45
14. Uber Case Study
3:47
15. Creating Alignment
9:32
16. Introduction to Exits
4:06
17. Reasons for an Exit
6:05
18. M&A in Tech
1:23
19. What do you do if a Buyer Approaches Your Company-
2:54
20. Due Diligence
2:36
21. Structure the Transaction
8:03
22. Closing Transaction
1:18
23. Exercise - Distribution Waterfall
13:03
24. IPOs
11:45
25. Exiting Uber
0:42
26. Exercise- Exiting Uber
6:42
VC 7: Getting a Job in Venture Capital
This module helps you understand what it takes to break into and succeed in the venture capital indu ...
Course TOC
VC 7: Getting a Job in Venture Capital
This module helps you understand what it takes to break into and succeed in the venture capital industry. You will learn which career paths and skills best position you for VC roles, how to think like an investor in every professional setting, and how to demonstrate value in a competitive field. The ...
This module helps you understand what it takes to break into and succeed in the venture capital industry. You will learn which career paths and skills best position you for VC roles, how to think like an investor in every professional setting, and how to demonstrate value in a competitive field. The lessons cover networking strategies, interview preparation, resume development, and professional conduct, including how to engage effectively with founders. By the end, you will have a clear roadmap for building credibility and launching a career in venture capital.
VC 7: Getting a Job in Venture Capital
1. Getting a Job in VC
6:30
2. Course Downloads
Files
3. Typical -Feeder- Jobs into VC
3:27
4. Think Like a VC
6:56
5. Helpful Resources
6:16
6. Professionalism in VC
3:53
7. Interacting with Founders
2:40
8. Dealing with Ambiguity
4:27
9. Application Strategies for VC
9:05
10. Using Social Media to Network
1:18
11. Writing a Strong Resume
7:53
12. Preparing for the Interview
10:32
13. Course Wrap
0:22
Course Samples
Venture Capital Masterclass Highlights
Intuitive, Practical, and Built for the Real VC Workflow
Wall Street Prep’s Venture Capital Masterclass is designed to be intuitive, self-paced, and deeply practical. The program walks learners through the full venture capital investment lifecycle, from sourcing and thesis development to diligence, deal execution, and portfolio support. Using real-world case studies including Uber’s fundraising history, learners engage with authentic VC workflows such as market sizing, founder evaluation, cap table modeling, and term sheet analysis. The course emphasizes how venture capital decisions are actually made inside top firms and what it takes to think and operate like a professional VC investor.
Expert-Led Support Center
Upon enrollment, students receive free and unlimited access to Wall Street Prep’s Online Support Center. Learners can ask questions, download updated resources, and receive guidance from a dedicated support team made up of experienced finance and investing professionals. This ensures clarity on complex venture topics such as fund economics, term sheet mechanics, valuation tradeoffs, and portfolio construction, helping learners confidently apply concepts to real investment scenarios.
Private Online Tutoring (Additional Fee Applies)
For those seeking personalized guidance, live one-on-one online tutoring is available for an additional fee. Sessions are conducted via video chat and allow students to work directly with experienced professionals on venture-specific topics such as investment thesis development, cap table modeling, or interview preparation. Tutors and students can collaborate in real time using shared models, a virtual whiteboard, and integrated file sharing to deepen understanding and accelerate learning outcomes.
Prerequisites
The program assumes a basic introductory knowledge of accounting (e.g. interaction of balance sheet, cash flow, and income statement) and proficiency in Excel. Students with no prior background in Accounting should enroll in the Accounting Crash Course. Students with limited experience using Excel should enroll in the Excel Crash Course.
Earn CPE Credits with WSP Online Courses
Wall Street Prep is registered with the National Association of State Boards of Accountancy (NASBA) as a sponsor of continuing professional education on the National Registry of CPE Sponsors. State boards of accountancy have final authority on the acceptance of individual courses for CPE credit. Complaints regarding registered sponsors may be submitted to the National Registry of CPE Sponsors through its website: www.nasbaregistry.org.
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