Investment
Banking Blog Series – Capital Raise Process (Article 3 of 4)
10
Strategies to Raise Capital Effectively
By:
RKJ Partners, LLC (Cyril Jones &
Gregory Ficklin)
As investment bankers, RKJ Partners possesses a
breadth of knowledge and experience in advising clients that seek growth
capital. In our latest blog
installment, we define and outline the key elements involved in the process of
raising capital.
Given their title and job description, private company chief
financial officers (CFOs) are expected to be able to raise capital for their
company, yet many often feel unprepared or under qualified for this challenging
task. By leveraging and utilizing
some sound and fundamental guidelines, CFOs from all levels of experience can
become efficient and successful at sourcing needed capital that serve the best
interests of their company while potentially creating more wealth for owners,
shareholders, management as well as themselves.
Strategy 1: Create a Quality
Business Plan
In order to secure the best possible financial terms, capital
requirements need to be clearly and thoroughly articulated. This is not likely
to happen without some detailed projections of income statements, cash flows
and balance sheets. Ideally, projections should be completed for a five-year
period with the first two to three years projected on a monthly or quarterly
basis. Projections should outline how much capital the company will need both
now and in the future. The ideal goal is to obtain financing that will work for
the company over the next five years. The projections should be optimistic yet
achievable. It’s also important to provide a concise description of the
business (products/services), growth strategies, company history, industry dynamics
and management team.
Strategy 2: Play the Numbers:
Solicit Numerous Funding Sources
Bankers typically do not like to compete, but
competition can dramatically reduce the overall cost of capital. Traditional banks tout the value of
relationships, yet relationships rarely drive pricing or creativity as much as
competition. Professional investors such as buyout firms and equity players
know the importance of competition.
Strategy 3: Consider Financing
Sources Beyond the Bank
Beyond the traditional banks there are pension funds,
specialty lenders, BDOs and other financial institutions that provide
capital. These groups can offer
very innovative rates and structures.
Often these structures have appealing aspects such as fewer covenants
and limited or no personal guarantees from the owners. Given the uniqueness and possible
benefits, it’s important to include these institutions in the search for
capital.
Strategy 4: Know the Primary
Financing Products
With so many potential funding sources and alternative
strategies, CFOs can become overwhelmed by the different financing products. Financial institutions, particularly
specialty finance companies, will often combine several products to make them
appealing to established businesses.
To be fair, the terms from the bundled product need to be compared
against comparable financing for individual/single products from at least two
separate sources.
Strategy 5: Consider
Subordinated Debt as an Alternative to Equity
Most CFOs are familiar with the two financing products:
senior debt and equity. Probably the most exotic of the instruments is
subordinated debt. While not a household name, subordinated debt has been
around for over 25 years. Entrepreneurs often shy away from these types of
instruments because of the higher interest rates and increased complexity. The pros, however, use these financial
instruments extensively to finance buyouts, growth or acquisitions. These products are popular with buyout
firms because they significantly reduce the amount of equity the buyout firm
has to put up in order to buy a company. By buying companies on a predominately
debt basis, buyout firms are able to make spectacular returns on their equity. Private
companies have the same opportunity.
Strategy 6: Anticipate a Wide
Range of Pricing
The main reason for all this effort is because the
differences in the cost of capital and financing terms can be dramatic
particularly when institutions bid in a competitive situation. The decision to choose one institution
over the other is not always solely dependent on the cost. The discussion should also include an
analysis of the different costs of capital including any added costs for
increased asset monitoring or compliance.
While it is true that pricing can vary substantially between the same
types of institutions, the structure and covenants differences can be more
significant. By shopping all available types and sources of capital, the CFO
and entrepreneur are armed with the information necessary to make the best
possible decision.
Strategy 8: Address Any Conflicts
with Advisors
The benefits of using an advisor or consultant can
often far outweigh the costs. However
several common conflicts which buyers should be aware of include:
Investment bankers and advisors are often paid a variable amount based on the amount and type of capital raised. The most common approach to investment banking is for an advisor to be paid more to raise equity than debt. This compensation structure can encourage advisors to lead clients toward equity rather than debt and needlessly giving away too much ownership because the advisor wanted to maximize his or her fee.
Advisors often take additional compensation in the form of stock or warrants. For those that do, the amount of stock or warrant received is based on the valuation of the company at the time of the investment.
When working with an advisor, use common sense and make
sure that advisor is willing to help the company seek a variety of financing
alternatives and ensure that their compensation is not in conflict with the best
interests of the company.
Strategy 9: Proactively Seek
Ownership Opportunities for Management
Management team members and CFOs are often promised
ownership in their company when they join but many owners never formalizes this
offer. For companies where the owner has set such an expectation, a major
financing event provides the opportunity for management to seek a stake in the
business either through options or a small management buy‐in. For companies with strong growth prospects, an
option plan can be good for the owner because it can motivate the management
team, increase retention, and minimize equity dilution. For a company where the
owner may sell the company in the next five years, a partial management buy‐in may be attractive. In the case of a buy‐in, management invests personal capital that is
combined with outside capital to allow management to purchase a small stake in
the business (say 5% to 20%). For the owner, this can provide some real
liquidity and personal financial diversification while locking in management to
stay committed to the business.
Strategy 10: Focus on the Long
Term Goals
Financing can be time consuming and everyone should
celebrate when one is complete. However,
long term success is driven by ensuring management stays focused on the
ultimate goal of trying to hit their five year projections. Unfortunately, companies will often work
hard to make a great financing happen only go shelve the business plan and miss
their numbers.
Summary
Despite some inherent challenges for private company
CFOs, most are in an ideal position to make a strong positive impact on the
success and value of their company.
By implementing these 10
Strategies to Raise Capital Effectively, CFOs will have the opportunity to grow their skill
set and expertise while serving the best interests of their company.
RKJ Partners, LLC: Cyril Jones (cyril@rkjparnters.com) and Gregory Ficklin (greg@rkjpartners.com) are Managing Partners with RKJ Partners, LLC. RKJ is a minority-owned, Atlanta, GA based investment banking firm formed to assist lower middle market growth companies in execute transactions between $2MM and $75MM. RKJ provides buy-side and sell side M&A advisory services, capital raising services and strategic advisory services.
Focusing on long-term goals is a good way of ensuring that the business addresses issues in a way that takes the larger picture into consideration, rather than create band aid solutions.
ReplyDelete