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Introduction to Entrepreneurship, 8e

Donald F. Kuratko

Chapter 8
The Search for Entrepreneurial
Ventures

Chapter Objectives
1.
2.
3.
4.

5.
6.

To differentiate between debt and equity as


methods of financing
To examine commercial loans and public stock
offerings as sources of capital
To discuss private placements as an
opportunity for equity capital
To study the market for venture capital and to
review venture capitalists evaluation criteria
for new ventures
To discuss the importance of evaluating
venture capitalists for a proper selection
To examine the existing informal risk-capital
market (angel capital)

2009 South-Western, a part of

82

Figure

Who Is Funding Entrepreneurial Start-Up


Companies?
8.1

Source: Successful Angel Investing, Indiana Venture Center, March 2008.

2009 South-Western, a part of

83

Debt Versus Equity


Debt Financing
Secured financing of a new venture that involves a
payback of the funds plus a fee (interest for the use of
the money).
Equity Financing

Involves the sale (exchange) of some of the


ownership interest in the venture in return for an
unsecured investment in the firm.

2009 South-Western, a part of

84

Debt Financing
Commercial Banks

Make 1-5 year intermediate-term loans secured by


collateral (receivables, inventories, or other assets).

Questions in securing a loan:


What do you plan to do with the money?
How much do you need?
When do you need it?
How long will you need it?
How will you repay the loan?

2009 South-Western, a part of

85

Debt Financing (contd)


Advantages

No relinquishment of
ownership is required.

Disadvantages

More borrowing allows


for potentially greater
return on equity.

Regular (monthly)
interest payments are
required.

During periods of low


interest rates, the
opportunity cost is
justified since the cost
of borrowing is low.

Continual cash-flow
problems can be
intensified because of
payback responsibility.

Heavy use of debt can


inhibit growth and
development.

2009 South-Western, a part of

86

Table

Common Debt Sources

8.1

Business Type Financed


Debt
Source

Financing Term

Start-Up
Firm

Existing
Firm

Short
Term

Intermediate
Term

Long
Term

Trade credit

Yes

Yes

Yes

No

No

Commercial
banks

Sometimes, but
only if strong
capital or
collateral exists

Yes

Frequently

Sometimes

Seldom

Finance
companies

Seldom

Yes

Most frequent

Yes

Seldom

Factors

Seldom

Yes

Most frequent

Seldom

No

Leasing
companies

Seldom

Yes

No

Most frequent

Occasionally

Mutual savings
banks and
savings-and-loan
associations

Seldom

Real estate
ventures only

No

No

Real estate
ventures only

Insurance
companies

Rarely

Yes

No

No

Yes

Source: PricewaterhouseCoopers/National Venture Capital Association, MoneyTree Report, 2007.

2009 South-Western, a part of

87

Other Debt Financing Sources


Trade Credit
Credit given by suppliers who sell goods on account.
Accounts Receivable Financing
Short-term financing that involves either the pledge of
receivables as collateral for a loan or the sale of
receivables at a discounted value (factoring).
Finance Companies

Asset-based lenders that lend money against assets


such as receivables, inventory, and equipment.

2009 South-Western, a part of

88

Other Debt Financing Sources (contd)


Equity Instruments

Give investors a share of the ownership.


Loan with warrants provide the investor with the right to buy
stock at a fixed price at some future date.
Convertible debentures are unsecured loans that can be
converted into stock.
Preferred stock is equity that gives investors a preferred
place among the creditors in the event the venture is
dissolved.
Common stock is the most basic form of ownership and is
often are sold through public or private offerings.

2009 South-Western, a part of

89

Equity Financing
Equity Financing
Money invested in the venture with no legal obligation
for entrepreneurs to repay the principal amount or pay
interest on it.
Funding sources: public offering and private
placement
Public Offering
Going public refers to a corporations raising capital
through the sale of securities on the stock markets.
Initial Public Offerings (IPOs): new issues of common stock

2009 South-Western, a part of

810

Public Offerings
Advantages

Size of capital amount


Liquidity
Value
Image

Disadvantages

Costs
Disclosure
Requirements
Shareholder pressure

2009 South-Western, a part of

811

Private Placements
Regulation D

Securities and Exchange Commission (SEC)


regulations for reports and statements required when
selling stock to private partiesfriends, employees,
customers, relatives, and professionals.

Defines four separate exemptions, which are based


on the amount of money being raised:
Rule 504a: placements of less than $500,000
Rule 504: placements up to $1,000,000
Rule 505: placements of up to $5 million
Rule 506: placements in excess of $5 million

2009 South-Western, a part of

812

Private Placements (contd)


Accredited Purchaser

Regulation D uses the term accredited purchaser.


Included in this category are the following:
Institutional investors such as banks, insurance companies,
venture capital firms.
Any person who buys at least $150,000 of the offered security
and whose net worth, including that of his or her spouse, is at
least 5 times the purchase price.
Any person who, together with his or her spouse, has a net
worth in excess of $1 million at the time of purchase.

2009 South-Western, a part of

813

Investors
Sophisticated Investors
Wealthy individuals who invest regularly in new and
early- and late-stage ventures and are knowledgeable
about the technical and commercial opportunities and
risks of the business in which they invest.

2009 South-Western, a part of

814

The Venture Capital Market


Venture Capitalists
Are valuable and powerful source of equity funding for
new ventures that provide:

Capital for start-ups and expansion


Market research and strategy
Management-consulting, audits and evaluation
Contactscustomers, suppliers, and businesspeople
Assistance in negotiating technical agreements
Help in establishing management and accounting controls
Help in employee recruitment and employee agreements
Help in risk management and with insurance programs
Counseling and guidance in complying with government
regulations

2009 South-Western, a part of

815

Table

Venture Capital Investments Comparison by

8.2

Stages

Stage

Amount

Deals

Expansion

$10.8 billion

1,235

Later Stage

$12.2 billion

1,168

Early Stage

$5.2 billion

995

Start up/ Seed

$1.2 billion

415

**data from 2007

2009 South-Western, a part of

816

Recent Developments in Venture Capital


More-Experienced
More-Experienced
Venture
VentureInvestors
Investors

More-Specialized
More-Specialized
Venture
VentureFunds
Funds

Decrease
DecreaseininSmall
Small
Start-up
Start-up
Investments
Investments

2009 South-Western, a part of

Emergence
Emergenceofof
Feeder
FeederFunds
Funds

More
MoreSophisticated
Sophisticated
Legal
LegalEnvironment
Environment

817

Investment Agreement Provisions


Choice of securities
Preferred stock, common stock, convertible debt, and
so forth
Control issues
Who maintains voting power
Evaluation issues and financial covenants
Ability to proceed with mergers and acquisitions
Remedies for breach of contract
Rescission of the contract or monetary damages

2009 South-Western, a part of

818

Dispelling Venture Capital Myths


Myth 1:

your

Venture capital firms want to own control of

company and tell you how to run the business.

Myth 2:

Venture capitalists are satisfied with a


reasonable return on investment.

Myth 3:

Venture capitalists are quick to invest.

Myth 4:

Venture capitalists are interested in backing

new

ideas or high-technology inventions


management is a secondary consideration.

Myth 5:

Venture capitalists need only basic summary


information before they make an investment.

2009 South-Western, a part of

819

Venture Capitalists and Business Plans


Proposal
Proposal
Size
Size

Financial
Financial
Projections
Projections

Competitive
Competitive
Advantage
Advantage

2009 South-Western, a part of

Investment
Investment
Recovery
Recovery

Company
Company
Management
Management

820

Factors in Successful Funding of Ventures


Characteristics
Characteristicsof
of
the
theEntrepreneurs
Entrepreneurs

Characteristi
Characteristi
cs
csof
ofthe
the
Request
Request

Success
Successin
inSeeking
Seeking
Funding
Funding
(Demand
(DemandSide)
Side)

Sources
Sourcesof
of
Advice
Advice

Characteristics
Characteristicsof
of
the
theEnterprise
Enterprise
2009 South-Western, a part of

821

Figure

8.2
Venture Capitalist System of Evaluating Product/Service
and Management
Level 4

Status of Product/Service

Fully developed product/service


Established market
Satisfied users

4/1

4/2

4/3

4/4

3/1

3/2

3/3

3/4

2/1

2/2

2/3

2/4

1/1

1/2

1/3

1/4

Level 3
Fully developed product/service
Few users as of yet
Market assumed

Level 2
Riskiest

Operable pilot or prototype


Not yet developed for production
Market assumed

Level 1
Product/service idea
Not yet operable
Market assumed

Level 1
Individual founder/
entrepreneur

Level 2

Level 3

Level 4

Two founders
Other personnel not
yet identified

Partial management
teammembers
identified to join
company when
funding received

Fully staffed,
experienced
management team

Riskiest

Status of Management
Source: Stanley Rich and David Gumpert, Business Plans That Win $$$ (New York: Harper & Row, 1985), 169.
Reprinted by permission of Sterling Lord Literistic, Inc. Copyright 1985 by Stanley Rich and David Gumpert.

2009 South-Western, a part of

822

Table

Returns on Investment Typically Sought by


Venture Capitalists
8.3

Stage Of
Business

Expected Annual Return


on Investment

Expected Increase
on Initial Investment

Start-up business
(idea stage)

60% +

1015 investment

First-stage financing
(new business)

40%60%

612 investment

Second-stage financing
(development stage)

30%50%

48 investment

Third-stage financing
(expansion stage)

25%40%

36 investment

Turnaround situation

50% +

815 investment

Source: W. Keith Schilit, How to Obtain Venture Capital, Business


Horizons (May/June 1987): 78. Copyright 1987 by the Foundation for
the School of Business at Indiana University. Reprinted by permission.

2009 South-Western, a part of

823

Table

8.4

Factors in Venture Capitalists Evaluation Process

Attribute

Level

Definition

Timing of entry

Pioneer
Late
follower

Enters a new industry first


Enters an industry late in the industrys stage of development

Key success
factor stability

High

Requirements necessary for success will not change radically during


industry development

Low

Requirements necessary for success will change radically during


industry development

High

Considerable resources and skills available to overcome market


ignorance through education

Low

Few resources or skills available to overcome market ignorance


through education

Long

An extended period of monopoly for the first entrant prior to


competitors entering the industry

Short

A minimal period of monopoly for the first entrant prior to competitors


entering this industry

Educational
capability

Lead time

Source: Dean A. Shepherd, Venture Capitalists Introspection: A Comparison of In Use and Espoused Decision Policies, Journal of Small Business Management
(April 1999): 7687; and Venture Capitalists Assessment of New Venture Survival, Management Science (May 1999): 621632. Reprinted by permission. Copyright
1999, the Institute for Operation Research and the Management Sciences (INFORMS), 7240 Parkway Drive, Suite 310, Hanover MD 21076 USA.

2009 South-Western, a part of

824

Table

Factors in Venture Capitalists Evaluation Process

8.4

(contd)
Attribute

Level

Definition

Competitive rivalry

High

Intense competition among industry members during industry


development

Low

Little competition among industry members during industry


development

High

Considerable imitation of the mechanisms used by other firms to


enter this, or any other, industryfor example, a franchisee

Low

Minimal imitation of the mechanisms used by other firms to enter


this, or any other, industryfor example, introducing a new product

Broad

A firm that spreads its resources across a wide spectrum of the


marketfor example, many segments of the market

Narrow

A firm that concentrates on intensively exploiting a small segment


of the marketfor example, targeting a niche

High

Venturer has considerable experience and knowledge with the


industry being entered or a related industry

Low

Venturer has minimal experience and knowledge with the industry


being entered or related industry

Entry wedge
mimicry

Scope

Industry-related
competence

Source: Dean A. Shepherd, Venture Capitalists Introspection: A Comparison of In Use and Espoused Decision Policies, Journal of Small Business Management
(April 1999): 7687; and Venture Capitalists Assessment of New Venture Survival, Management Science (May 1999): 621632. Reprinted by permission. Copyright
1999, the Institute for Operation Research and the Management Sciences (INFORMS), 7240 Parkway Drive, Suite 310, Hanover MD 21076 USA.

2009 South-Western, a part of

825

Criteria for Evaluating


New-Venture Proposals
Major Categories of Venture Capitalist

Screening Criteria:

Entrepreneurs personality

Entrepreneurs experience

Product or service characteristics

Market characteristics

Financial considerations

Nature of the venture team

2009 South-Western, a part of

826

Table

Ten Criteria Most Frequently Rated Essential in


New-Venture
8.5

Criterion

Percentage

Capable of sustained intense effort

64

Thoroughly familiar with market

62

At least ten times return in five to ten


years

50

Demonstrated leadership in past

50

Evaluates and reacts to risk well

48

Investment can be made liquid

44

Significant market growth

43

Track record relevant to venture

37

Articulates venture well

31

Proprietary protection

29

Source: Reprinted by permission of the publisher from Criteria Used by Venture Capitalists to Evaluate New Venture Proposals, by Ian C. MacMillan,
Robin Siegel, and P. N. Subba Narasimha, Journal of Business Venturing (winter 1985): 123. Copyright 1985 by Elsevier Science Publishing Co., Inc.

2009 South-Western, a part of

827

Table

8.6

Venture Capitalists Screening Criteria

Venture Capital Firm Requirements

Financial Information on the Proposed Business

Must fit within lending guidelines of venture firm for


stage and size of investment

Financial projections should be realistic

Proposed business must be within geographic area


of interest

Must have full information

Proposal Characteristics

Prefer proposals recommended by someone known


to venture capitalist

Should be a reasonable length, be easy to scan,


have an executive summary, and be professionally
presented

Proposed industry must be kind of industry invested


in by venture firm

Proposal must contain a balanced presentation

Nature of the Proposed Business

Use graphics and large print to emphasize key


points

Projected growth should be relatively large within


five years of investment

Entrepreneur/Team Characteristics

Economic Environment of Proposed Industry


Industry must be capable of long-term growth and
profitability
Economic environment should be favorable to a
new entrant
Proposed Business Strategy

Must have relevant experience


Should have a balanced management team in
place
Management must be willing to work with venture
partners
Entrepreneur who has successfully started previous
business given special consideration

Selection of distribution channel(s) must be feasible


Product must demonstrate defendable competitive
position

Source: John Hall and Charles W. Hofer, Venture Capitalists Decision Criteria
in New Venture Evaluation, Journal of Business Venturing (January 1993): 37.

2009 South-Western, a part of

828

Venture Capitalist Evaluation Process


Stage 1: Initial Screening

This is a quick review of the basic venture to see if it meets the


venture capitalists particular interests.

Stage 2: Evaluation of the Business Plan

This is where a detailed reading of the plan is done in order to


evaluate the factors mentioned earlier.

Stage 3: Oral Presentation

The entrepreneur verbally presents the plan to the venture


capitalist.

Stage 4: Final Evaluation

After analyzing the plan and visiting with suppliers, customers,


consultants, and others, the venture capitalist makes a final
decision.

2009 South-Western, a part of

829

Table

8.7
Essential Elements for a Successful Presentation to a
Venture Capitalist

TEAM MUST:
Be able to adapt
Know the competition
Be able to manage rapid growth
Be able to manage an industry leader
Have relevant background and industry experience
Show financial commitment to firm, not just sweat equity
Be strong with a proven track record in the industry
unless the company is a start-up or seed investment
PRODUCT MUST:
Be real and work
Be unique
Be proprietary
Meet a well-defined need in the marketplace
Demonstrate potential for product expansion, to avoid
being a one-product company
Emphasize usability
Solve a problem or improve a process significantly
Be for mass production with potential for cost reduction

MARKET MUST:
Have current customers and the potential for many more
Grow rapidly (25% to 45% per year)
Have a potential market size in excess of $250 million
Show where and how you are competing in the
marketplace
Have potential to become a market leader
Outline any barriers to entry

BUSINESS PLAN MUST:


Tell the full story, not just one chapter
Promote a company, not just a product
Be compelling
Show the potential for rapid growth and knowledge of
your industry, especially competition and market vision
Include milestones for measuring performance
Show how you plan to beat or exceed those milestones
Address all of the key areas
Detail projections and assumptions; be realistic
Serve as a sales document
Include a strong and well-written executive summary
Show excitement and color
Show superior rate of return (a minimum of 30% to 40%
per year) with a clear exit strategy

Source: Andrew J. Sherman, Raising Capital, 2nd ed. AMACOM Books, 2005; p.175.

2009 South-Western, a part of

830

Informal Risk Capital


Business Angel Financing
Wealthy individuals in the United States are looking for
investment opportunities.
They are referred to as business angels or informal
risk capitalists.

Types of Angel Investors

Corporate angels
Entrepreneurial angels
Enthusiast angles
Micromanagement angels
Professional angels

2009 South-Western, a part of

831

Table

Main Differences Between Business Angels and


Venture Capitalists
8.8

Main Differences

Business Angels

Venture Capitalists

Personal

Entrepreneurs

Investors

Firms funded

Small, early-stage

Large, mature

Due diligence done

Minimal

Extensive

Location of investment

Of concern

Not important

Contract used

Simple

Comprehensive

Monitoring after investment

Active, hands-on

Strategic

Exiting the firm

Of lesser concern

Highly important

Rate of return

Of lesser concern

Highly important

Source: Mark Van Osnabrugge and Robert J. Robinson, Angel Investing (San Francisco:
Jossey-Bass, 2000), 111. This material is used by permission of John Wiley & Sons, Inc.

2009 South-Western, a part of

832

Table

8.9

Angel Stats

Typical deal size

$250,000

Typical recipient

Start-up firms

Cash-out time frame

5 to 7 years

Expected return

35 to 50% a year

Ownership stake

Less than 50%

Source: William E. Wetzel, University of New Hampshires Center for Venture Research, and the Indiana Venture Center, 2008.

2009 South-Western, a part of

833

Figure

8.3

The Pros and Cons of Business Angel Investments

Source: Mark Van Osnabrugge and Robert J. Robinson, Angel Investing (San Francisco:
Jossey-Bass, 2000), 64. This material is used by permission of John Wiley & Sons, Inc.

2009 South-Western, a part of

834

Key Terms and Concepts


accounts receivable

financing
accredited purchaser
angel capital
business angel
debt financing
equity financing
factoring
finance companies

2009 South-Western, a part of

informal risk capitalist


initial public offering

(IPO)
private placement
Regulation D
sophisticated investor
trade credit
venture capitalist

835

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