Keys to Financing the New Venture
Alec Johnson, Ph.D. University of St. Thomas
The 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
Entrepreneurial Finance vs. Corporate Finance
Differences from Corporate Finance
– Diversification and Value – Involvement of Investors – Harvesting
The Problem - Objectives
Entrepreneur
Minimize Cost Maintain Control Minimize Involvement
Investor
Maximize Return Maximize Ownership Minimize Risk
The Problem - Management
What is the Ultimate Task of an Entrepreneur?
• Job #1 is Risk Management
• Largest risk is Financial and question becomes “How?”
The 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?
Type – 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
Sources of Debt Financing
Friends and Family Banks Leasing Factoring
Bank Financing
Commercial banks are the largest source of external capital for growing firms. Problems:
– Lack of collateral – Lack of earnings history
Leasing
Often used technique to acquiring assets without having to purchase them. Two types of Leases:
– Operating Lease – Capital Lease
Factoring
Factors 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.
Equity
When 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.
Types of Equity Instruments
Typically used in small business placements:
– Common Stock – Preferred Stock
Types of Equity Instruments
Common Stock Characteristics:
– Most common form of issuance – Last in liquidation = ? – Represents Entire ownership of firm.
Types of Equity Instruments
Preferred Stock Characteristics:
– Pays dividends – Preference in liquidation
Types of Equity Instruments
Preferred Stock Characteristics:
– Looks a lot like Debt! – Used by Venture Capitalists to gain position in liquidity event while minimizing risk.
Types of Equity Investors
Angel Investors Venture Capitalists
Types of Equity Investors: Angels
Typical Angel Investor
– – – – Private individual (not an institutional fund) Age: 47 –54 years Gender: Male Net Worth: $1,000,000 +
Types 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%)
Types of Equity Investors: Angels
Typical Angel Investor
– Required Rate of Return: 15% - 45% – Length of Investment 3 – 10 years – “Patient Money”
Types 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
Types 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
Venture Capital Investments, Q2 2001
30 25 20 15 10 5 0
Communications and Networking Consumer and Business Services Biopharm Semiconductors Med Sftwr Retailers Consumer & Bus.
Dollars Share
2.2% of Venture Capital invested in Midwest!
Timing – Sources of New Venture Financing*
Development
Entrepreneur/ Friends/Family
Start-Up
Early Growth
Rapid Growth
Exit
Angels/Partner Banks/Lessors Venture Capital IPO
*Adapted from: Smith and Smith, Entrepreneurial Finance, 2000
Timing - 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!
Case 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.
Case 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
Case 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
Case 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?
Case 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
The Big Picture – Business Plan
Competitor Analysis Environmental Trends Business Plan Pro formas
Functional Plans
Customer Analysis
Financing Evaluation-CMOPs
Business Plans
What is a business plan?
– Something you produce because the bank expects it? – Something you produce because every says you should? –?
Business 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?
Business 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?
“Everything should be made as simple as possible, but not more so.”
Albert Einstein
Business Plan-The Purpose
A Sales Document to Raise Capital A Road Map to Developing a Successful OrganizationDo 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!!!!!
Business Plan Outline
Executive Summary Company History Major Products/Services Marketplace Competition Marketing Plan OperationsManufacturing Management Team Risks Financial Analysis
Company 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
Sustainable 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?”
Mission Statement
What do we do? How do we do it? Who do we do it for?
Example: Brew – On - Premise
Market 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
Example 1: Brew on Premise
Total Population (% age 24-55) Boulder County, Colorado
Dane County, Wisconsin
Median Income
Median Rent (upper quartile) $449 ($585)
225,339 (52%)
$35,322
367,085 (54%)
$32,703
$423 ($527)
Example 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.
Example 2 – Ascend Medical
Different approach to argument Focus isn’t one likely demographic Focus is on treatable number of cases
Example 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.
Example 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.
Management 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?
Management
Franchise
Granite Gear
Software, Medical Device, etc.
Low
Moderate
High
Level of Sophistication
Product Development
Franchise
Granite Gear
Software, Medical Device, etc.
none
moderate
high
Level of Complexity
Time To Market
Franchise
Granite Gear
Software, Medical Device, etc.
short
moderate
high
Time to Profitability
Franchise
Granite Gear
Software, Medical Device, etc.
Short < 6 months
Moderate 9 to 18 months
High >24 months
Market Risk
Franchise
Granite Gear
Software, Medical Device, etc.
High
Moderate
Low
Product Acceptance
Capitalization
Franchise
Granite Gear
Software, Medical Device, etc.
Low < $50,000
Moderate $500K to $2M
High > $2M
Risks
Competitive Risks Technological Risks Organizational Risks Main Point: Identify them and develop a plan to deal with them if and when they arise.
Funds 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?
Funds 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…
Financial Data
Historical financial statements and projections for the next five years Key assumptions
Appendices
Resumes Pictures of products Sales literature Supporting published market studies or trade journal articles Patents
The Big Picture
Competitor Analysis Environmental Trends Business Plan Proformas
Functional Plans
Customer Analysis
Financing Evaluation-CMOPs