AgTech · Pre-Seed Stage Due Diligence

AgTech Pre-Seed Due Diligence Checklist

The complete Pre-Seed due diligence checklist for AgTech startups. Prepare your data room, anticipate every investor request, and close your round faster.

All Checklists

1–2 weeks

Typical DD Timeline

5

DD Categories Covered

50+

Checklist Items Total

AgTech Regulatory DD Context

AgTech DD includes EPA and USDA regulatory review for any biological or chemical products. Data platform companies face fewer regulatory hurdles but investors still evaluate commodity price sensitivity and climate risk.

Data Room Essentials for Pre-Seed

Documents to have ready before DD begins

  • Incorporation documents
  • Founder IP assignment agreements
  • Cap table (Carta or equity schedule)
  • Bank statements (3 months)
  • Any signed LOIs or customer contracts
  • Pitch deck and financial model

LEGALLegal Due Diligence

Basic corporate formation documents, founder IP assignment, and cap table verification. Investors rarely hire outside counsel at pre-seed — but they will verify these exist.

General Legal Items

  • Certificate of Incorporation and all amendments
  • Bylaws and any shareholder agreements
  • Cap table with fully diluted ownership by class
  • All convertible instruments (SAFEs, notes, warrants)
  • Option pool documentation and all grants
  • Founder IP assignment agreements
  • Co-founder agreements and vesting schedules
  • Material third-party agreements

AgTech-Specific Legal Items

  • EPA pesticide and chemical registration compliance
  • USDA organic certification documentation (if applicable)
  • Water rights and irrigation agreements
  • Grower and farmer contract enforceability review
  • Food safety certification (SQF, BRC, GlobalG.A.P.)

FINANCIALFinancial Due Diligence

Bank statements for 3 months, any existing revenue documentation, and a basic projection model. Financial audit is not expected.

General Financial Items

  • Financial statements (P&L, balance sheet, cash flow)
  • Bank statements (12+ months)
  • Accounts receivable aging report
  • Accounts payable aging report
  • Payroll records and headcount history
  • Revenue recognition policy documentation
  • Tax returns and any outstanding tax obligations
  • Insurance policies (D&O, E&O, general liability)

AgTech-Specific Financial Items

  • Seasonal revenue normalization and cohort comparisons
  • Grower retention rate by crop type and geography
  • Yield improvement ROI data from customer farms
  • Per-acre economics and contract size trends
  • Commodity price sensitivity in revenue model

PRODUCTProduct and Technical Due Diligence

  • Field trial data and agronomic performance validation
  • Sensor and IoT device reliability and connectivity in rural settings
  • Data platform scale and processing pipeline documentation
  • Integration with precision agriculture platforms (John Deere, CNH)
  • Climate and weather model data licensing

MARKETMarket Due Diligence

  • Distribution channel relationships and exclusivity
  • Competitive assessment vs. Bayer, BASF, and AgTech startups
  • Government program (FSA, USDA REAP) eligibility for customers
  • Seasonal adoption and churn patterns by crop cycle

TEAMTeam Due Diligence

LinkedIn profile verification and informal reference calls with 2–3 professional contacts. Background check is increasingly common.

  • LinkedIn profiles for all founders and officers
  • Employment agreements for key personnel
  • Equity grant history and vesting schedules
  • Any prior employer IP invention disclosure forms
  • Non-compete and non-solicitation agreements
  • Professional reference contacts (3+ per founder)
  • Advisory board agreements and equity grants
  • Organizational chart as of current date

Frequently Asked Questions

How long does Pre-Seed due diligence typically take for AgTech startups?

AgTech Pre-Seed due diligence typically takes 1–2 weeks. Basic corporate formation documents, founder IP assignment, and cap table verification. Investors rarely hire outside counsel at pre-seed — but they will verify these exist. Having a complete data room ready before DD kicks off can reduce this timeline by 30–50%.

What AgTech-specific items do investors review during Pre-Seed DD?

For AgTech at the Pre-Seed stage, investors focus heavily on: EPA pesticide and chemical registration compliance, USDA organic certification documentation (if applicable), and Seasonal revenue normalization and cohort comparisons, Grower retention rate by crop type and geography. AgTech DD includes EPA and USDA regulatory review for any biological or chemical products. Data platform companies face fewer regulatory hurdles but investors still evaluate commodity price sensitivity and climate risk.

What should I put in my data room?

Your Pre-Seed data room should include: Incorporation documents; Founder IP assignment agreements; Cap table (Carta or equity schedule); Bank statements (3 months); Any signed LOIs or customer contracts; Pitch deck and financial model. Use a structured folder system that mirrors investor expectations — most institutional investors use a standard folder taxonomy.

What are the most common due diligence deal-killers?

The five most common DD deal-killers are: (1) undisclosed founder litigation or criminal history, (2) IP ownership gaps — particularly for university-origin technology, (3) customer contract terms that prevent assignment on change of control, (4) cap table math errors or undocumented equity grants, and (5) financial restatements required after revenue recognition review.

What team due diligence should I expect at the Pre-Seed stage?

LinkedIn profile verification and informal reference calls with 2–3 professional contacts. Background check is increasingly common.

Download the Full Checklist

Get the AgTech Pre-Seed due diligence checklist as a Google Sheets or Notion template. Track completion status for every item in your data room.

Includes data room folder template, investor question tracker, and reference FAQ guide

Other AgTech Stages