Fundraising

Minimum Close Amount

Definition

Floor — the smallest amount of committed capital required to legally close the round (often set in the subscription agreement) or the strategically smallest amount management would accept before re-pricing or pausing. Common pitfall: a `target_raise` of $10M and a `minimum_close_amount` of $4M tells a very different story than a target of $10M and a minimum of $9M — boards should always see both. Per common practice (NVCA Model Documents allow flexibility here), the minimum is typically 50–75% of target at seed, 70–90% at A+.

Why it matters

Defines the round's "this is enough to ship" line. Pacing relative to the minimum is the worst-case board view; pacing relative to target is the best-case view — both matter.

How it's calculated

Currency floor — typically defined in the subscription agreement or by management. Distinct from `target_raise` (the ask) and `committed_amount` (in-progress signal). Per NVCA Model Documents convention.

How to interpret it

Per common practice: minimum 50–75% of target at seed, 70–90% of target at A+. A minimum-equals-target round signals high commitment to the headline number; a minimum well below target signals optionality for a "step-down close." Triggered minimums (below floor) require management to revise scope and re-baseline runway.

Source

Editorial definition As of 2026-04-01

imboard Editorial

Stage relevance

Pre-Seed Recommended Seed Recommended Series A Recommended Series B Recommended Series C Recommended

Typically owned by

Finance

Related KPIs

Target Raise

Target gross capital the company intends to raise in the currently active round (the "ask"). This is the headline number the CEO walks investors through and the board uses to sanity-check dilution and runway implications. Note the distinction from `total_round_size` (which can include third-party participation beyond the company-led ask) and from `minimum_close_amount` (the floor at which the round can close). Common pitfall: the target is updated mid-process when investor demand or strategy shifts — every change deserves a board note.

Committed Amount

Capital that investors have agreed to invest — including both soft commitments (verbal / handshake / IOI) and hard commitments (signed term sheet or executed subscription docs). Treat this as the round-progress odometer. Common pitfall: soft commitments are notoriously squishy — every published fundraising postmortem (per First Round Review and Bessemer founder essays) warns that founders over-count soft commits. Board-best-practice is to track soft vs hard separately or to define a haircut convention (e.g. 50% of soft) at the start of the round.

Round Completion %

Progress of the round expressed as committed capital divided by target. Read alongside `round_status` and elapsed-time-in-round to detect stalls. Common pitfall: percentage progress is misleading when measured against a shifting `target_raise` — when management lowers the target mid-round, the percentage jumps without any new commitments arriving. The board should always be told when this is a target revision vs. a real progress event.

Runway (Months)

Estimated number of months the company can operate at the current net burn before unrestricted cash reaches zero, holding everything else constant. The single most consequential survival input for venture-backed companies — it sets the urgency of every fundraising, hiring, and cost decision. Common pitfall: runway is often quoted off `finance.total_cash_in_bank` and a single-month spot-burn instead of operationally-available cash and a 3-month-trailing burn — the result is a runway that looks 2–4 months longer than it actually is when working capital tightens. Boards should ask which cash and which burn went into the calculation.

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