Bachelor in Finance Pós-graduação em Entrepreneurial Finance II. FUNDING SOURCES Chapter 1 4. STAGE OF VENTURE DEVELOPMENT Stages of Venture Development Stages of venture development Sources of Financing Sources of financing Internal and bootstrapping Equity Debt Sources of Capital for Startups How important are the various arrows? The Who and What External Sources Debt Equity Credit Loans, etc.. Stocks/shares Bonds External equity Private Public Indep. VCs Security Intermediated (funds) Corporate VCs PEs Hedge Funds BAs Disintermed. IPOs Crowdfunding Financing Landscape 80s/90s A narrow world! Friends & Family M&A or IPO SeriesA 5x Series B 2x Series C,D,.. Financing Landscape Now Holy cow! Seed Ecology • • • • • • • Angels Inst’l Angels Corp Seed Accelerators Incubators Crowdfunding ICO Scale Ecology SeriesA Series Series B A,B,..+ venture debt Series • • C,D,.. • • • • IPO Pvt IPO JV Crowdfundig Mezz Debt PE $200K / Seed Aug 1, $37 M / Series B Dec $1.2 B / Series E Dec4, $200M / Private Equity 2009 7,2011 2014 Feb12, 2016 Garrett Camp Menlo Ventures (Lead) Lone Pine Capital LetterOne Travis Kalanick Benchmark New Enterprise Associates Bobby Yazdani Qatar Investment Authority $3.5 B / Private Equity Jun1, 2016 $1.25M / Angel Oct15, CrunchFund Sherpa Capital 2010 Uber : 15 funding rounds for $12B Investment Fund First Round (Lead) Data Collective Alfred Lin Goldman Sachs Babak Nivi Jeff Bezos Valiant Capital Partners $1.15 B / Debt Financing Jul 7, 2016 $600 M / Series E Dec16, Morgan Stanley (Lead) 2014 Cyan Banister Nihal Mehta David Cohen Signatures Capital Founder Collective Summit Action Fund Baidu Barclays PLC Citigroup $1.6 B / Debt Financing Jan21,2015 Jason Calacanis Troy Carter Jason Port Tusk Ventures Goldman Sachs Josh Spear $1 B / Lowercase Capital 2015 AITV (Accelerate IT $258 M / Series C Series E Feb18, Aug 23, 2013 Ventures) Mike Walsh Google Ventures (Lead) Foundation Capital Mitchell Kapor TPG Growth HDS Capital Naval Ravikant Benchmark Times Internet $1.2 B / $1 B / Oren Michels Scott Banister Series D Jun Series F Jul31,2015 6, 2014 Shawn Fanning $11 M / Source: Crunchbase Saudi Arabia’s Public Series A Feb14, Fidelity Investments Bennett Coleman and Co (Lead) Ltd BlackRock Microsoft Google ventures Microsoft Corp. - Strategic 2011 Benchmark (Lead) Investments Kleiner Perkins Caufield & Byers Alfred Lin Menlo Ventures $100 M / Private Equity Aug 19,2015 First Round Sherpa Capital Innovation Endeavors Summit Partners Lowercase Capital Wellington Management Scott Banister Tata Opportunities Fund Goldman Sachs 5. EARLY SOURCES OF FUNDING Sources of Capital for Startups Two Critical Lessons • A $1 is not just a $1: from whom you raise money can be as important as how much you get – Investors can be important business leads who can help you build your business; they are not just there to plug holes in a cash flow statement (although they might be) – These “value-added" services end up costing more in terms of greater loss of control, of ownership (but sometimes are worth it) – Some businesses are not well suited to some types of investors Sources of Capital for Startups Two Critical Lessons • Timing is everything – Investors specialize in certain points of the lifecycle of a business – It takes time to build relationships that lead to funding outcomes – Capital providers are often complements, not substitutes – Raising too much money too early can be deadly Sources of Funding 5.1. BOOTSTRAPPING Bootstrapping • obtaining capital from one’s own savings, personal loans, and from close relatives • obtaining capital without giving away ownership of the company • rarely related to business concept or market potential 5.2. DEBT Kauffman Firm Survey 2004 All Firms What about Garage businesses? Garage businesses vary by size 140,00 0 120,00 0 100,00 0 54,536 80,00 0 50,087 44,839 DT R 42,208 Outside Debt Outside Equity 60,00 0 Insider Debt 21,530 Insider Equity 16,268 18,753 26,960 40,00 0 Owner Debt 8,841 Owner Equity 19,353 2,774 4,731 20,00 0 17,269 20,035 31,201 35,433 31,784 31,609 0 Non Employer Home Based Pre Revenues Pre Profits Survived thru 2006 Closed by 2006 Sources of financing in EU-28 Source: SAFE Analytical report, 2014 A Closer Look at Debt Debt • Borrow money, receive cash, repay principal plus interest • This means that entrepreneur keeps the upside • Debt has covenants: guidelines that must be adhered to if the debt is considered to be in good standing • If default, debtholders can seize the firm’s assets and liquidate them • Collateral is typically required, often this is the entrepreneur’s personal assets (home, etc.) Chapter 2 5.3. INCUBATORS, ACCELERATORS AND CROWDFUNDING Early Market Sources Early sources of funding by orientation and venture development phase. Incubator • Organization that provides start-ups with a shared operation space and network opportunities, mentoring resources and shared equipment • First: 1959, Batavia Industrial Center, New York Incubator • Earliest type of formal support that entrepreneurs can access to • Consist of a physical location that provides general infrastructures and network for its participants • Most incubators have a restricted membership: selection is based on the characteristics of the individual Accelerator • Organization that offers start-ups support services and funding opportunities, in intense programmes that offer mentorship, resources and access to capital. • First: 2005, Y Combinator, Boston 2000, Seedcamp, London Accelerator Benefits • Foster new networks (entrepreneurs, corporations, mentors) • Signalling effects and PR exposure • Increases the odds of getting additional funding Accelerator Costs • Variable quality of the accelerators • Equity stake is non-dilutable up to fixed, minimal future value of the venture Top 10 accelerators by capital investment: Europe (2017). Incubator vs Accelerator Differences between an incubator and accelerator Later-stage Accelerators • speed up the market success of businesses that are already established companies • build these companies into ‘scale-ups’ • support the process from start-up to growth phase • Tailor-made programmes – assess the factors limiting the growth of the company; – address these limiting factors, enabling the desired growth. Crowdfunding • Form of financing that connects those who can give, lend or invest money directly with those who need financing. • First: 2003, ArtistShare, US 2006, Sellaband, Netherlands Crowdfunding Process Crowdfunding Benefits for the Entrepreneurs • Lowers the transaction costs involved in finding investors • Expand the reach and potential set of investors • Increase the change and speed of obtaining funding • Marketing tool, revealing the initial market response and building investor credibility Crowdfunding Benefits for the Investor • Reduces the search an transaction costs • Exposure to new and unthought-of propositions • Receiving feedback from the target market Crowdfunding Costs Entrepreneurs • Reputation risk - the visibility can be harmful if the goal is not met • Risk of being copied by rival firms Investors • Options for doing a proper due diligence are diminished Types of Crowdfunding Types of Crowdfunding Types of Crowdfunding Donations • e.g. Gofundme.com • [typically] individuals raise money from other individuals for charitable causes • Typically, transparent as long as the donners in the crowd carry out due diligence to ensure the campaign they are giving to represents a real need and not a scam. Types of Crowdfunding Rewards • e.g. Kickstarter and Indiegogo • Entrepreneurs raise money from crowdfunders in exchange for a promise to receive a reward (such as a yet to be made product) • More complicated than donations, as it typically involves the creation of a good or service, and the funding is used for advance access to capital for the entrepreneur to create that good or service. Types of Crowdfunding Rewards: Most successful projects • https://www.kickstarter.com/projects/getpebble/p ebble-time-awesome-smartwatch-nocompromises?ref=discovery_most_funded • https://www.kickstarter.com/projects/ryangrepper /coolest-cooler-21st-century-cooler-thatsactually?ref=discovery_most_funded • https://www.kickstarter.com/projects/baubax/theworlds-best-travel-jacket-with-15-featuresbau?ref=discovery_most_funded Types of Crowdfunding Debt/ Lending • Two types 1. Peer-to-Peer (P2P) such as Lending Club and Prosper 2. Marketplace landing such as Funding Circle • Individuals (in the case of P2P lending) or firms (in the case of marketplace lending) raise money from individuals in exchange for a debt security that pays a specified rate of interest Types of Crowdfunding Debt/ Lending Setup • Borrowers Create Listings – Amount requested (<=$25,000) – Maximum interest rate – Duration – Financial information – Personal information • Lenders Place Bids – Amount bid (>=$50) – Minimum interest rate Types of Crowdfunding Debt/ Lending Setup • Outcomes (duration is over) – Amount bid>=Amount Requested -> Listing becomes loan, bids with the highest interest rates are outbid – Amount Bid\ Amount Requested -> Listing expires Types of Crowdfunding Benefits Peer-to-Peer Lending • Receive strong support as means to alleviate constraints for financing of individuals and small business • Attracts significant attention in particular the online lending in peer-to peer transactions • Eliminate formal intermediaries Crowdfunding Costs Peer-to-Peer Lending • Potential investors might being taken advantage of by unscrupulous lenders Types of Crowdfunding What happen in P2P lending? • Disintermediation in P2P – Investors actively screen – Wisdom of crowds – Active investors • Intermediation in P2P – Loan evaluation is done by the platform – Passive investors Types of Crowdfunding What happen in P2P lending? Types of Crowdfunding What happen in P2P lending? P2P lending is NOT peer-to-peer lending anymore – It is dominated by institutional investors – Sophisticated investors are adopting more passive strategies – They are doing automated investments relying on platform’s information. – Platform has become increasingly sophisticated over time – Platforms are producing valuable information which the market relies on – Platform’s default prediction ability has steadily improved over time. Types of Crowdfunding Equity • e.g., Crowdcube, OurCrowd, Wefunder • Firms raise money from individuals in exchange for ownership in the firm. • Equity crowdfunding typically involves the most uncertainty and complexity • The equity share, valuation of the company, and financial and business model of the company need to be set by the entrepreneur and understood by the crowd. Types of Crowdfunding Equity: US Market • JOBS Act was pivotal in allowing crowdfunding. • Prior to JOBS – Companies had to file a registration statement with the SEC for any security offering (debt or equity). – Or had to get an exemption e.g., Regulation D, private placement exemption – Such exemptions are typically for sophisticated players (accredited investors) – General solicitation or marketing not allowed. Types of Crowdfunding Equity: US Market • Before JOBS - Any company larger than $10m in assets with securities held by 500 people or more had to register and disclose, effectively becoming a public company • The JOBS Act raised this limit to 2000 people Types of Crowdfunding Equity: US Market • The Act suggested that companies would be able to “crowdfund” up to $1M in any 12-month period from unaccredited investors using one intermediary which could be an Internet Funding Platform (registered with FINRA) or a Broker/Dealer with an Internet site • Companies were simultaneously allowed to raise money using other means under existing accredited investor rules Types of Crowdfunding Equity: US Market • 3 essential forms of equity crowdfunding: – General Solicitation (Reg 506(c)): syndication of wealthy investors (eg. AngelList) – Regulation Crowdfunding – Regulation A+, designed as a low cost alternative to a full public offering for growing companies. Types of Crowdfunding Equity: US Market Accredited Investors • Banks, insurance companies, investment companies, etc. • Charity, corporation or partnership with >$5M assets • Employee benefit plans • Director/executive officer/GP of company selling the securities • SEC Rule 501 defines: – A person with net worth >$1m, excluding value of primary residence – A person with income >$200K in both of the last two years (or joint with spouse $300K) Types of Crowdfunding Equity: US Market Regulation A+ (mini-IPO) • “testing the waters” • This type of crowdfunding allows companies to raise up to $20 million per year (Tier 1) or up to $50 million per year (Tier 2) from the general public (investment limits apply) in a “mini-IPO” style offering. Types of Crowdfunding Equity: US Market Regulation Crowdfunding • “Traditional” or “real” equity crowdfunding brought on by the JOBS ACT’s (May 16, 2016) • Can raise up to $1, 070,000 p.a. from general public • Over 44 funding portals approved and growing; e.g., Wefunder.com • Compliance costs -Per the SEC’s estimation – <$100k offerings: $7k – $12k – $100k – $500k: $21k – $56k – > $500k: $48k – $120k Crowdfunding Volume Three largest countries 180,000 160,000 140,000 120,000 100,000 80,000 60,000 40,000 20,000 0 China United States United Kingdom $ millions, Averaged 2015-16, Selected Countries, All Types Crowdfunding Source: Rau (2019) 0 • $ millions, Averaged 2015-16, Selected Countries, All Types Crowdfunding Source: Rau (2019) Philippines Iran Luxembourg Hungary Greece Portugal Norway Malaysia Hong Kong Russia Argentina Indonesia Austria Czech Rep Switzerland Poland Taiwan Ireland Belgium Sweden Brazil Denmark India Italy Spain Singapore Finland Israel Netherlands Korea South New Zealand Canada Germany Japan France Australia Crowdfunding Volume Rest of the World 500 450 400 350 300 250 200 150 100 50 To sum up Early sources of funding • Improved learning curve of entrepreneurs – Sharing experiences, networking and participating in accelerator and incubator programs • Lowered transaction costs for investors – Selection process of investors improved: number of initiatives increased Chapter 3 5.4. ANGEL INVESTORS Who are Angels? • Term comes from financiers of early Broadway shows • High net worth individuals who invest their own money, along with time and expertise, directly in unquoted (usually new) companies in which they have no family connections, in hope of financial gain. – US: SEC Rule 501 defines “Accredited Investor" as • Net Worth > $1 million • Annual Income > $200K for last 2 yrs, or joint income > $300K • 10 million qualified households What do Angels do? • Invest in unregistered securities offerings • Primarily to support pre-seed, seed and very early stage companies • Europe: €10,000 to €100,000 and typically have a portfolio of 2 to 5 investments What do Angels do? • Make their own investment decisions • Invest their own money – They do not have to invest – They make quicker investment decisions – They adopt their own criteria Some Success Stories • Amazon.com – 8/1995: Two angels invest $54K. At IPO in 5/97, this was worth $7.6M. • Some other famous examples: – Bell Telephone (1874), – Ford Motors (1903), – Apple (1977), – Pete’s Brewing (1986) Why do Angels invest? • Financial returns, through capital gains • Non-monetary considerations Type of Angels • Business angels are typically successful entrepreneurs with disposable wealth, but they exhibit considerable heterogeneity: – Active angels • • • • Most active investors Takeover and turnaround artists Founder angels Super angels – Latent angels – Virgin angels The Changing Structure of the Angel Market • • • • • Invisible Market Individual Small Fragmented Ad hoc Word-of-mouth Visible Market • Angel groups • Routines for accessing deals, screening deals, undertaking due diligence, negotiating and investing Why did Angel Groups Appear? • Individual angels are rarely involved in follow-up investments – Do not like to join with VC – Do not have enough money • Advantages in working together – Better deal flow – Superior evaluation and due diligence – Ability to make more and bigger investments – Saving time on screening process Chapter 4 VENTURE CAPITAL, PRIVATE EQUITY AND CORPORATE VENTURE CAPITAL Venture Capital • Subsector of the private equity industry • Innovative high risk businesses, mainly in their early stages of development – Seed – Early stage/Start-up – Expansion • 1946, George Doriott, American Research and Development Corporation (ADRC) VC vrs Private Equity Private Equity • Mature companies in traditional sectors with proven business models that are trying to expand their business or consolidate their activity. – Growth funds – Leverage Buyout funds Corporate Venture Capital • A lot of large companies mainly involved in technology, have venture arms to invest in other young companies. – Google Ventures, Intel Capital, Siemens, Santander • Sponsor other independent venture firms, have their in-house venture activities or create acceleration programs What is a VC Investor? Fund Lifecycle Fund Lifecycle • Most funds have a 10 year life, include provisions to extend beyond 10. Fund Lifecycle Contract of the Fund • Maximum/minimum amount of money invested per portfolio company • Activity/sector • Geography • Stage of the company • Target stake in the venture • Type of deal • Time horizon: average period between 3 to 7 years, maximum 10 years • Return required Fund Lifecycle Exit Multiples European VC funds Compensation Basics How do VC Investors Earn Money? • Management fees – Typically 1.5% to 2.5% – Fee reductions common as fund gets older • Carried interest – Typically between 20% and 30% of net return – Often cannot be earned until fund’s whole invested capital is returned to Limited Partners Chapter 5 PUBLIC SOURCES OF FUNDING Public Support Programs Value • Benefit from networks and key players • Benefit from financial support • Source of information Public Support Programs Alternatives • • • • • Grants Public Loans Guarantees Limited Partners Fund of funds Grants • Direct funds – Non-refundable grants – Selection process • public authorities select the entrepreneur • entrepreneurs privately funded • Convertible grants Public Loans Public Loans to Entrepreneurs and Investors • Favourable interest rates • Long maturities • Grace periods Guarantees • Public authority agrees to bear some of the downside risk – Assuming the borrower’s debt in the event of default • Mobilizes financing • Lowers financing costs Limited Partner • Become a limited partner together with other limited partners in a venture capital fund • Provide funds to very active business angels Fund of Funds • Select a private manager • Private manager will select the VC funds