Z47
August 11, 2021

Valuation versus Dilution

Valuation or Dilution - which to pick when you can’t have both?!

Valuation versus dilution, is something all founders spend a lot of time thinking about. Avnish Bajaj,Founder & MD, Matrix Partners India,shares his point of view on how founders should approach this, while in conversation with Salonie Ganju, Marketing lead, Matrix Partners India.

Salonie: Okay so coming to every single founder’s favourite topic which is valuations – how should one think about this especially across different stages, seed, series A, B, and of course at the later stages?

Avnish: Look I don’t know how much value one can add here given there’s a lot of talk about this and we’ve also spoken about it before – but the first thing I want to repeat: it’s not about valuation, it’s about dilution, you cannot manage valuation, but you can manage dilution.

Valuation is notional, dilution is real. The reality is at seed, series A you’re going to get diluted ~20-30% so my view is you build a business plan for 18 – 24 months and raise as much as you can for that dilution. It’s as simple as that

I think it gets more interesting, and where I think Indian founders are not doing as great a job in thinking through – once your business is working, so first let’s finish off if it’s not working -if it’s not working frankly it goes back to the first rule which is to raise whatever you can.

Personally, my advice would be don’t raise if your business is not working, your reputation is at stake, and you don’t want to be in a situation where instead of managing dilution/valuations and you’re managing investors because your business is not doing well.

In my view, one should think very hard about a pivot or doing something else.

I think a point of view that I have is, when the business is working, founders used the same filter of raise as much as you can for 20-30% dilution as an approach and I think it’s tragic because it dilutes them too much.

If your business is working you should start saying I’m going to raise only as much as I can for single digit dilution – 10%, 5%, 6%. Especially if you’re in businesses that are scaling 2-3x yearover year, it could be in financial services or consumer, you can grow that much and raise 5-10% more valuation money again and when you take a blended raise you can raise a lot more for a lot less dilution.

My request and input to the founders is don’t apply this default of 20-30% dilution – ‘let me raise as much as I can’ concept. This only applies when your business isn’t working, which is it’s a seed/series A, a very early stage company and isn’t working, but I see the same approach when businesses are working and where some more thoughtfulness is required and founders should become dilution sensitive and only raise that much capital as they can within that dilution I think that will be overall shareholder value creation for all the existing shareholders as well as for themselves.

For more on valuations & fundraising, go here:https://www.matrixpartners.in/blog/detail/valuations

For more information, write to us: namaste@Z47.com.
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August 11, 2021

Valuation versus Dilution

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Valuation or Dilution - which to pick when you can’t have both?!

Valuation versus dilution, is something all founders spend a lot of time thinking about. Avnish Bajaj,Founder & MD, Matrix Partners India,shares his point of view on how founders should approach this, while in conversation with Salonie Ganju, Marketing lead, Matrix Partners India.

Salonie: Okay so coming to every single founder’s favourite topic which is valuations – how should one think about this especially across different stages, seed, series A, B, and of course at the later stages?

Avnish: Look I don’t know how much value one can add here given there’s a lot of talk about this and we’ve also spoken about it before – but the first thing I want to repeat: it’s not about valuation, it’s about dilution, you cannot manage valuation, but you can manage dilution.

Valuation is notional, dilution is real. The reality is at seed, series A you’re going to get diluted ~20-30% so my view is you build a business plan for 18 – 24 months and raise as much as you can for that dilution. It’s as simple as that

I think it gets more interesting, and where I think Indian founders are not doing as great a job in thinking through – once your business is working, so first let’s finish off if it’s not working -if it’s not working frankly it goes back to the first rule which is to raise whatever you can.

Personally, my advice would be don’t raise if your business is not working, your reputation is at stake, and you don’t want to be in a situation where instead of managing dilution/valuations and you’re managing investors because your business is not doing well.

In my view, one should think very hard about a pivot or doing something else.

I think a point of view that I have is, when the business is working, founders used the same filter of raise as much as you can for 20-30% dilution as an approach and I think it’s tragic because it dilutes them too much.

If your business is working you should start saying I’m going to raise only as much as I can for single digit dilution – 10%, 5%, 6%. Especially if you’re in businesses that are scaling 2-3x yearover year, it could be in financial services or consumer, you can grow that much and raise 5-10% more valuation money again and when you take a blended raise you can raise a lot more for a lot less dilution.

My request and input to the founders is don’t apply this default of 20-30% dilution – ‘let me raise as much as I can’ concept. This only applies when your business isn’t working, which is it’s a seed/series A, a very early stage company and isn’t working, but I see the same approach when businesses are working and where some more thoughtfulness is required and founders should become dilution sensitive and only raise that much capital as they can within that dilution I think that will be overall shareholder value creation for all the existing shareholders as well as for themselves.

For more on valuations & fundraising, go here:https://www.matrixpartners.in/blog/detail/valuations

We are excited about the innovation and growth opportunities in this sector.

If you are considering building in the footwear space, we’d love to chat.
Drop us a line at consumer@matrixpartners.in

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Z47^fortyseven is up +23.9% since its January 2024 base date, versus Nifty 500's +18.4%, ahead by 550 bps.

The cohort moved +4.7% over the month versus Nifty 500's +2.5%, leading by 220 bps.

Anchored in domestic demand and rising digital adoption, the cohort remained resilient amid global headwinds.

Consumer Tech was the best-performing sector at +9.2% last month, driven by sustained growth in consumer demand and strength in consumer-internet platforms.

Largest Constituents  ·  The Names That Anchor The Index

1.
Eternal
Quick-commerce leadership and continued investment
▲ +12.8%
2.
Groww
Broking market-share gains and margin-funding growth.
▲ +10.4%
3.
Lenskart
Store densification and margin expansion.
▲ +2.4%

Top Gainers  ·  Key Drivers

1 MONTH RETURN
1.
CarTrade
Auto-marketplace dominance and a cash-rich balance sheet.
▲ +59.4%
2.
 Amagi Media Labs
Profitability turnaround and AI-led cloud media adoption.
▲ +31.4%

Top Laggards  ·  Key Drivers

1 MONTH RETURN
1.
Fractal Analytics
Enterprise AI spending trends and post-listing share supply.
▼ -10.8%
2.
MedPlus Health
Pharmacy-margin pressure and competitive intensity.
▼ -6.6%

Key Themes  ·  Latest Results

In Q4FY26, Z47^fortyseven's cohort grew top line ~39% YoY, more than 3x the broad market's ~12% growth.

Operating leverage lifted net margins around 500 bps into positive territory, even as broad-market net margins remained roughly flat.

With 40 of 47 companies now profitable, the cohort reflects a broader shift toward profitable growth over growth at any cost.

AI adoption runs deeper across this cohort than in the broader market, with companies using it to drive growth and reshape demand, not just improve efficiency.

Cash generation is increasingly defining the winners, enabling market leaders like Eternal, CarTrade, and PB Fintech to fund acquisitions and expansion from their own balance sheets.

Market & Macro Context

The cohort saw several block deals this month, including sizeable stake sales in Lenskart, Delhivery, Honasa, and Shadowfax.

Ownership continues to shift from foreign investors to domestic institutions, creating a more durable shareholder base.

AI remained the defining technology investment theme, driving capital deployment across both private and public markets.

IPO Takeaway · Kissht

Listed May 2026

A modest listing pop followed by strong post-listing gains reinforced the market's preference for asset quality and disciplined underwriting over pure loan-book growth.

The listing helped reset perceptions around unsecured lending, creating a constructive valuation anchor for the issuers that follow.

The buyer mix was a notable positive — strong participation from long-only domestic institutions supporting a durable post-listing ownership base.

Net Read

Fundamentals continued to strengthen across the cohort, with growth, margins, and cash generation improving in tandem.

Performance dispersion widened, with profitability and earnings quality increasingly distinguishing the strongest performers from the rest.

Disclaimer

Z47^fortyseven is published for informational purposes only and does not constitute investment advice, or any offer, solicitation, or recommendation to buy or sell securities. Index performance is historical and should not be construed as indicative of future results.

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