Differences from Corporate Finance Diversification and Value Involvement of Investors Harvesting
Trang 1Keys to Financing the New Venture
Alec Johnson, Ph.D.
University of St Thomas
Trang 2The Problem
“Small business management is cash flow management.” Dr Robert Pricer, Weinert Applied Ventures Program, Unviersity of Wisconsin
“Cash is King.” Dave Stassen, Partner, St Paul Venture Capital
“You’re not an entrepreneur until you’ve written payroll checks
on Friday and spent the weekend collecting the cash to cover them.” Keith Streckenbach, founder and CEO of PharmacyOneSouce.com
Trang 3Entrepreneurial Finance vs
Corporate Finance
Differences from Corporate Finance
– Diversification and Value
– Involvement of Investors
– Harvesting
Trang 4The Problem - Objectives
ReturnMaintain
Control
Maximize Ownership
Trang 5The Problem - Management What is the Ultimate Task of an Entrepreneur?
• Job #1 is Risk Management
• Largest risk is Financial and
question becomes “How?”
• Largest risk is Financial and
question becomes “How?”
Trang 6The Problem - Structure
Type, i.e Do I use debt, equity or some
combination.
Timing, i.e When do I need it?
Amount, i.e How much do I need?
Trang 7Type – Two General Classes
Debt
– Represents a fixed cost
– Represents more risk
– Cheapest type of outside
financing
Equity
– No interest payment– No obligation to repay– Most Expensive type of financing
Trang 8Sources of Debt Financing
Friends and Family
Banks
Leasing
Factoring
Trang 11Factors buy company’s accounts receivables at
a discount.
Recall R&R case.
Gets cash to company quickly, but must have cost of factor available in profit margin.
Trang 12When to use equity?
– Every company has some form of equity.
– Founders raise equity when:
• there is no collateral to secure debt
• insufficient cash flow to secure debt
• required growth capital more than banks can provide
Trang 13Types of Equity Instruments
Typically used in small business placements:
– Common Stock
– Preferred Stock
Trang 14Types of Equity Instruments
Common Stock Characteristics:
– Most common form of issuance
– Last in liquidation = ?
– Represents Entire ownership of firm.
Trang 15Types of Equity Instruments
Preferred Stock Characteristics:
– Pays dividends
– Preference in liquidation
Trang 16Types of Equity Instruments
Preferred Stock Characteristics:
– Looks a lot like Debt!
– Used by Venture Capitalists to gain position in liquidity event while minimizing risk.
Trang 17Types of Equity Investors
Angel Investors
Venture Capitalists
Trang 18Types of Equity Investors: Angels
Typical Angel Investor
– Private individual (not an institutional fund)
– Age: 47 –54 years
– Gender: Male
– Net Worth: $1,000,000 +
Trang 19Types of Equity Investors: Angels
Typical Angel Investor
– Education: Bachelors or greater
– Average Investment: $59,000
– Preferred Stage: Start-up (56%) and infant or young (24%)
Trang 20Types of Equity Investors: Angels
Typical Angel Investor
– Required Rate of Return: 15% - 45%
– Length of Investment 3 – 10 years
– “Patient Money”
Trang 21Types of Equity Investors: Venture
Capital
Typical Venture Capital Firms
– Institutional Firm
– Raises money from various sources, including Angels
– Creates “pool” of capital, a fund
– Develops portfolio of firms under management
Trang 22Types of Equity Investors: Venture
Capital
Typical Venture Capital Firms
– Average Investment: $1 M to $50 M per investment.
– Industries: High Growth, early or later stages
– Services Provided: None to direct management decision making and board control.
– Required Rate of Return: 10X in 3-5 years.
– Typically invest using Preferred Stock
Trang 23Venture Capital Investments, Q2 2001
2.2% of Venture Capital invested in Midwest!
Biopharm Semiconductors Med Sftwr Retailers Consumer &
Bus.
Dollars Share
Trang 24Timing – Sources of New Venture
Financing*
Development Start-Up Early
Growth Rapid Growth ExitEntrepreneur/
Trang 25Timing - Cash Needs
Goal is to manage risk to business and to
investor.
Minimize risk by staging investments
Establish stages by developing solid business plan and financial projections!
Trang 26Case Study – Ascend Medical
Facts:
• Development stage Medical Device company
• Prototype of catheter for stroke victims nearly complete
• Market need unclear
• FDA process is three years and $30M in expense
• No guarantee of approval
Trang 27Case Study – Ascend Medical
Analysis – Type?
• Debt is not an option
• Angels to get the product through prototype development, further market study, conduct focus groups with doctors
$500,000
• Venture Capital to take it through FDA process and initial market launch $45M
Trang 28Case Study – Sporto
Facts:
• Start up phase winter apparel company
• One season’s sales under it belt
• Moderate growth plans
• Required funds: $1.5 M
• Needs immediate funds of $100,000 to expand sales organization and $1.4 M to expand product line and related marketing expenses over the next 18-24 months
Trang 29Case Study – Sporto
Analysis – Type?
• Venture Capital not an option – growth too slow
• All debt not an option – unless financials can demonstrate adequate cash flow and plenty of collateral available
• Private equity with debt mix is viable option
• Factoring after sales grow, leasing office equipment
• Alternative?
Trang 30Case Study – Sporto
Analysis – Timing?
• Could split rounds up, reduce overall cost of capital
• Rounds are close enough that it might make sense to raise all at one time
• Unless founder gets lucky? Example
Trang 31The Big Picture – Business Plan
Trang 32Business Plans
What is a business plan?
– Something you produce because the bank expects it?
– Something you produce because every says you should?
– ?
Trang 33Business Plans – Make Your
Argument
Argument contains some consistent themes
– What is the product or service?
– Who is MOST likely to buy it?
– How much are they willing to pay for it?
– How many of “THEM” are there?
Trang 34Business Plans – Make Your
Argument
Argument contains some consistent themes
– Who is MOST likely to buy it?
– Where and How will they purchase the product?
– How will I let them know about it?
– Does my team have the ability to execute the plan?
Trang 35“Everything should be made as
simple as possible, but not more so.”
Albert Einstein
Trang 36Business Plan-The Purpose
A Sales Document to Raise Capital
A Road Map to Developing a Successful
Organization-Do we have a product the market wants and do we
have an organization that can see it to market?
The Plan makes an argument for why the business will be successful!!!!!
Trang 37Business Plan Outline
Operations-Management Team
Risks
Financial Analysis
Trang 38Company Description
What business are you in?
What are your:
– products or services?
– customers?
– applications? (Different uses and needs satisfied
What is your distinctive competence?
What is your competitive advantage?
What is your Mission Statement
Trang 39Sustainable Competitive Advantage
Versus Distinctive Competence
Ask the question “What do we have that can’t be replicated by our competitors?”
vs “What are we good at?”
Trang 41Market Analysis & Marketing
Industry description and outlook
Target markets (segments)
Competition
Reaction from prospective customers
Marketing activities (strategy/pricing)
Selling activities
The Key is your Feasibility Study
Trang 42Example 1: Brew on Premise
Trang 43Example 1 - Brew on Premise
•Counties are comparable
•15 batches per day in Boulder
•Ratio of target population 1.6:1
•Expected revenues for Badgerland to reach 24 batches per day after 2 years of operation
Trang 44Example 2 – Ascend Medical
Different approach to argument
Focus isn’t one likely demographic
Focus is on treatable number of cases
Trang 45Example 2 – Ascend Medical
Process:
1 Population growth through 2010 (Source: US
Census)
2 “Target” population not important All medical
research data based on incidence in US
population.
3 Medical data implies number of treatable cases by
type of stroke.
Trang 46Example 2 – Ascend Medical
Process:
1 Once number of treatable cases established by
type of stroke, can then establish type of
treatments received.
2 Those requiring clot removal (vs stenting, etc.) are
established as likely candidates for this procedure.
3 356,000 treatable cases today, growing to 560,000
in 2010.
Trang 47Management and Ownership
Key management positions
Background of personnel
Board of Directors
Ownership
Starting a business is about building a successful
organization and working in a “team.”
Does your team cover all the necessary roles or have you developed a plan to cover areas that are weak?
Trang 48Granite Gear
Level of Sophistication
Trang 49Product Development
Level of Complexity
Granite Gear
Trang 50Time To Market
Granite Gear
Trang 51Moderate 9 to 18 months
Granite Gear
Trang 52Market Risk
Granite Gear
Product Acceptance
Trang 53Low < $50,000 Moderate High > $2M
$500K to $2M Granite Gear
Trang 54Competitive Risks
Technological Risks
Organizational Risks
Main Point: Identify them and develop a plan
to deal with them if and when they arise.
Trang 55Funds Required and Their Uses
How much money do you require now?
How much will you require over the next five
years?
How will the funds be used?
Trang 56Funds Required and Their Uses
Debt/Equity mix
What terms do you ask? (Let the commercial
money market help you select winners)
Do you plan to “harvest?” Be explicit about the deal you offer…
Trang 57Financial Data
Historical financial statements and projections for the next five years
Key assumptions
Trang 59The Big Picture