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Entrepreneurship & Small Business Management. Frank Moyes Leeds School of Business University of Colorado Boulder, Colorado. Today’s Agenda. Funding Sources Bank debt Deal structure: David Kendal, attorney Valuation. Next Week. Term Sheet negotiation. Seed 20x
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Entrepreneurship & Small Business Management Frank Moyes Leeds School of BusinessUniversity of ColoradoBoulder, Colorado Funding
Today’s Agenda • Funding • Sources • Bank debt • Deal structure: David Kendal, attorney • Valuation Funding
Next Week • Term Sheet negotiation Funding
Seed 20x Start-Up 10x Early Stage 8x Second Stage 5x Third Stage 4x Bridge 3x 80% 60% 50% 40% 30% 25% 0 VC Required Return on Investment DCF Cash on Cash Return Bygraves & Zacharakis Funding
What do Investors Look For? • Management team • Experience • Expertise in industry • Passion • Commitment of CEO • Market potential: size & growth • Stage of development • Scalable product or service • Proprietary • Profitability • Acceptable valuation - return Funding
0 What Methods Are Used To Value Entrepreneurial Ventures? • VC method (see Bygraves & Zacharakis) • Financial projections • Market comps for similar companies • Multiple of earnings • Multiple of sales • Investor ROI • Usually not a cash flow stream • Pre-money & post money • Tangible book value • P/E ratio • Discounted cash flow is not a good method for valuing early stage companies! Funding
How Are Going to Fund Your New Venture? • Personal Resources • Friends & family • Debt • Equity • Grants • Non-traditional Funding
0 Personal Resources • Sources • Savings • Mortgage on house • Credit cards • Skin in the game – best indicator of commitment • Advantages • Prove the concept • Establishes value before go to outside investors • Disadvantages • Pressures on family Funding
Friends & Family • Easy negotiation • Should have a formal agreement • Advantages • Maintain control • Disadvantages • Unsophisticated investors • Different kind of obligation • Turn a good friend to an enemy? Funding
0 Equity • Sources • F & F • Angels • Private Placement • Venture Capital • Corporate venture subsidiaries • IPO (Initial Public Offering) • Advantage • Permanent capital • Disadvantages • Give up piece of company (dilution) • Responsibilities to investor • Exit for investor – achieve a return Funding
Angels • Sophisticated investor who invests in early stage companies • 250,000 + angels in US • Invest $5 bill - $10 Bil, 20K – 30K companies annually • Typical investment = $25K - $250K • High net worth individuals • Usually wants to invest in industry where has experience • Accessing Angels • Not in the Yellow Pages • Networking • ACE-net.org Funding
0 Angels (cont’d) • Advantages • Early stage resource • Value-added money : network, advice, commitment • Disadvantages • No follow-on funds • Give-up equity • Over-control from angel Funding
Private Placement • Private offering to a focused group of investors • Accredited investors • SEC & Blue Sky Laws apply • If less than $1 million, then any number of small investors • Sam Adams • Advantages • Quicker & less expensive than IPO • SEC regulations are not as onerous • Disadvantages • Give up equity • Lack of advice / mentoring • Can be complicated, expensive & take a lot of time • Minority investors Funding
IPO • Public offering to buy ownership in an organization • Advantages • Obtain cash for opportunities that would otherwise be unaffordable • More capital with less stock dilution • To achieve liquidity for owners and investors • Disadvantages • Costly and time consuming • Change of leadership focus Funding
State, regional and municipal development agencies CapCo Federal SBIR (Small Business Innovation Research) CREDA (Cooperative Research & Development Agreement) Research – university & corps. Foundations freemoney.com Advantage: no equity or debt Disadvantage: Red tape and strings Grant mentality Grants Funding
Non-traditional Funding Sources • Customers • Suppliers • Joint ventures and strategic partners • Leasing of equipment • Broker/Promoters • Microloans – banks & non-profits <$25,000 • Incubators • Equity for professional services Funding
Government • SBIC’s – a “government VC” • 450 in the US • Backed by the SBA • $13 bill since 1958 • Small Business Development Centers – state and local organizations finance job creation Funding
0 Debt • Banks • SBA • Credit unions, S & L’s • Factoring receivables & inventory • Commercial Finance companies • Mezzanine • Sits on balance sheet between debt and equity • Debt, but doesn't have to be repaid right away • Equity, warrants • Guido Funding
0 Debt • Advantages • No dilution • Disadvantages • Very difficult to obtain in early stages • Must pay back • Interest expense • Personal guarantee • Lack of value-add money Funding
Borrowing from Banks • Types of loans • How banks look at borrowers? • How do you approach a bank? • Personality of a bank • SBA Loans Funding
Types of Bank Loans • Short term loans • One time • Line of credit • Term loans • Monthly installments • Balloon • Secured and unsecured Funding
How Banks Look at Borrowers? • Attitude toward risk • 4 C’s: credit history, character, capacity, collateral • How are you going to repay it? • Not: “If I default, there are assets to cover it.” • Banks don’t like work-out situations • Cash flow loans • Realizable assets • Accounts Receivable • Inventory • Personal guarantees Funding
How Do You Approach a Bank? • Establish a good credit history • Borrow when you don’t need it • Business Plan • Costs & fees • Loan processing fee • Interest rates • Services provided Funding
Personality of a Bank • Banks have different policies • Big company or small company • Aggressive or cautious • New companies or established • How important are relationships? • Shop around – new customers seem to get better deals than existing • Keep them informed of how your business is doing – no surprises Funding
Small Business Administration (SBA) Loans • Loan made by a bank, but guaranteed by the feds • Criteria for receiving a SBA loan similar to bank loan, but will take a greater risk • Fees • Interest rates Funding
0 Factors Affecting Discount Rates Total Discount Rate Risk of failureadjustment Cash Flow Adjustment Value ofVC advice Value Added Investmentnot liquid Justifiable Discount Rate Liquidity Marketsensitivity Systematic Risk Risk-freeinvestment Base Rate Seed Stage 1 Stage 2 Bridge IPO Funding Sahlman, A Method for Valuing High-Risk, Long-Term Investments, teaching note, HBS 9-288-006.