Deal Flow

“Investor Ready” is not enough


While numerous enabling programs exist, offering services in business planning, technical development, market analysis, financial forecasting, etc., few enabler managers or entrepreneurs have been through the fundraising process.  As such, most “Investor Ready” programs fail to prepare entrepreneurs for the actual capital raising process.

Entrepreneurs are left facing various challenges, including:

  • Inability to identify an appropriate source of capital
  • Lack of understanding of common investment instruments
  • No understudying of, or preparation for, the investment process. What happens after a pitch?
  • Misalignment of priorities between the investor and entrepreneur
  • Limited knowledge on due diligence requirements
  • Misalignment of structure and valuation
  • No focus on the exit event for investors

The lack of preparation and ability to effectively engage investors contributes to a perception of poor quality “deal flow”, which is a hindrance to attracting individuals to become Angel investors, or to consider investing in certain locations.

Additional training is needed to help prepare companies not just to be able to pitch to investors, but to prepare them for the investment process – screening, due diligence, valuation, deal structuring, the content and impact of the legals, and critically, the post investment relationship with the investors. Such sessions should also help to break down the barriers resulting from lack of trust some founders have in potential investors, a lake of trust significantly resulting from a lack of understanding of the process.

“First Mover” is not a Strategic Advantage.


Far too many times I see company barely past the idea stage claim “First Mover Advantage” as a justification (or at least a major one) for their proposed pre investment valuation.

More likely, this should go on the other side of the evaluation equation – it’s a disadvantage.

  • “Google? Not the first search engine.
  • Facebook? Not the first social network.
  • Groupon? Not the first deal site.
  • Even in the mists of software industry time: MS-DOS – not the first operating system.

It’s not about having the idea first – it’s about having the best execution of the idea. Who can quickly and effectively engage with a profit paying customer base. It all comes back to the effectiveness and skill of the management team. So when doing due diligence look for real evidence that this management team have the experience, and skills and focus needed to rapidly engage with a critical mass of paying customers.

Less Sweat – More Equity. Maximising the value of your business


I recently read an account by William Draper 3rd, one of the foremost VC’s out of Silicon Valley, of a meeting he had in London back in 2005 with two young men, Niklas Zennstrom and Janus Friis, about the future of their company. The two entrepreneurs were looking for advice as to what to do next:

  • Sell
  • Merge
  • Stay on the current path

Draper had been one of the first seed investors in the company back in 2002.     When the entrepreneurs eventually decided to accepted the eBay offer for Skype of $2.6 billion his initial investment showed a 1,000 X return. Not bad for three years work.   A great investment story – yes. But perhaps not just because of the massive return on investment – by now I am sure we are all used to receiving 1,000 X.

OLYMPUS DIGITAL CAMERANo, it’s a great story because the company and the investors were able to have a conversation about their choices – sell, merge or stay on the current path.   They had built a company that understood its value in the market – that therefore had the capacity and nerve to consider not taking the $2.6 billion.

Unfortunately too few companies I see have been built in terms of time, management or cash to leave themselves this choice. Or any choice.    The more normal scenario is that it’s taking longer than expected to hit the next milestone or land the customer that will allow them to get to breakeven cash:

  • The cash is running out fast
  • The investors are tired
  • Prospects of another round of funding are non existent
  • The burn rate is too high, but they cant cut staff or they will look even weaker.
  • The dream of the start-up a few years ago has become a nightmare – Why did we give up the day job?

According to a report by NESTA – that’s the fate of around 56% of companies receiving angel investment in the UK. (A report done in the US by the same team suggested a failure rate there of 55%).    Now a failure rate of close to  60% – and I suspect the numbers may well be worse than that if investors were really to own up as to what is happening out there, is pretty bad news for investors……

But it’s a catastrophe for the entrepreneurs concerned and not to good for the country in terms of lost opportunities for jobs and wealth creation.   I don’t believe that all these companies were “bad companies”.    I don’t believe they all had poor management, ineffective technology or flawed business models.

No – I think the issue for many is they have not thought out their strategy properly – over the long term – they have not given themselves options –

“If we get to point B, we can a) secure new funding to get to point C, or we can  (think of options)-  sell our IP, or we might fit with company Y or (think of more options – other than shutting down!)…………….”.

Too many just get on a funding treadmill without thinking about the implications of the next funding in terms of valuation and dilution, or whether the objective they have set themselves actually create real value, either in the eyes of future funders or future acquirers of the business.  Sure, there may be a general strategy that some day there will be some kind of exit – it had to be in the business plan after all –  “by way of a trade sale or an IPO”.

It was kept a bit vague, because they did not really spend much time thinking about it, and the investors thought it would make them look too much like a VC if they asked too many questions about how they were going to get out before they got in.

Chances are that neither the entrepreneurs nor the angels have ever actually had an exit, so it’s kind of hard to know what to ask anyway.   The only thing we all really know is that if only we lived in the USA it would all be so much easier.

I am also sceptical of the argument that you read fairly frequently at the moment that the drought of exits and liquidity is the result of recent recessions. I might be persuaded of that if we were able to look back to pre-recession days and see evidence of a “golden time” for such activity. If there ever was such a time I seem to have missed it.

This is not about forcing an exit, or selling out early. It’s about having a clear understanding of how to create real value in a business, and how to ensure that you have a choice as to when you realise that value:

  • If you decide its time to retire
  • You decide you wish to do something else – start something else
  • Your personal circumstances mean you need to find some cash
  • You wish to spend more time with your family / fishing / or being an angel investor.
  • Or you just want to sleep better at night knowing that you could sell up if you needed to, or wanted to.

Having an “Exit Strategy” allows you to have an “Options Strategy”. Having options increases the probability of success for all parties. wsyr9   And to develop these strategies you need to have an understanding of what’s really happening in terms of exits.

What does it really take to push the company through an IPO?   Who is actually buying companies, and for how much? When you hear of a company being acquired, what is it in that company that is attractive to the acquirer?   The problem is there is just so much misinformation flying around.

If you read recent technology blogs it is easy to see reports that the “IPO window is now open again”.  IPO

  • “2014 was the most active year for IPOs since 2000” Actually this translates as….
  • “In 2014 the total number of IPO’s (NYSE & NASDAQ) was 273”.

Admittedly this is up on the 222 in 2013.   Of these 273, 126 were VC backed.   Fewer by Angels.   In 2014 there were 4,356 VC deals reported and an estimated 70,000 angel deals.

So perhaps no surprise that “we will exit via an IPO” gives entrepreneurs little credibility in the eyes of investors.

SO – it’s going to be a trade sale?

“We might not be the next Google – but we can sure as hell be bought by Google – and all be rich. All we need is £20 million of funding to prove the model and scale it up”.   The only fly in the ointment is that, according to Charles Rim who was until recently Google’s head of M&A for Asian markets:

  • “90% plus of our transactions are small transactions. So that would be less than 20 people, less than $20m – that is truly the sweet spot”
  • “we do prefer companies that are pre-revenue”
  • “technical staff, engineering, a strong engineering team, these are the things that we think are very important…..”

This I think is the key to developing the options strategy.   A real understanding of what the customers for your business (as opposed to the customers of your business) see as really valuable.   In the case of Google they are saying that they want technical and engineering excellence formed into a team that can work together – and subsequently work together within Google.   So it looks like if the acquiring company for your business is likely to be Google, or someone similar you’ve now got a clue as to what you should be concentrating resources on building. webhosting information .   You also have an indicator that if the likely exit is going to be around $20 million there is not a lot of point in sinking $20 million of funding into

These metrics will be different for different industries. But the principle of really understanding what those metrics are for the industry you are in must be at the heart of strategy development.  In life sciences for example…

  • Just how far do you have to push the project before you can get the interest of large pharmaceutical companies these days?
  • What data do you need?
  • How does this vary between the different potential acquirers?
  • When you list the companies that might be interested, do they have any money?
  • Have the ever actually bought anyone else?
  • If they have, have they done so in this geographic area?

By having a clear understanding of the answers to these questions businesses can ensure that they invest their resources in the most appropriate way to build real value.   Value that can if they wish be realised if that is their preferred option for the future.   This understanding will help in developing the growth strategy and funding strategy.

Bluntly, will the current proposal to raise an additional £500,000 in order to achieve a targeted level of sales or the development of a new technology feature actually add value to the business? Or is this simply going to dilute the entrepreneurs and existing shareholders?

If Google is happy to buy a company for $20 million, or for $100 million, but the not interested in anything in between, then you need to plan accordingly so as not to end up somewhere in the middle.

As entrepreneur or investor, as an individual, group or syndicate of groups, have you really worked out if you have the fire power to reach that sweet point for your potential acquirers?

If not, may I suggest that the development of your “exit options” strategy is a priority at your next board meeting.