Four Places
to Find Capital for Emerging Growth and Middle-Market Companies
By
Kenneth H. Marks
While there seems
to be some light at the end of the tunnel for emerging growth and
middle-market companies with regards to capital availability, it
likely is going to be awhile before we return to what we hope are
“normal” market conditions. So where do you get the funds to
support growth in today’s market? This question is being asked by
many CEOs, CFOs, board members and their advisors seeking money to
support strategic initiatives. Many operating companies with
revenues from a few million to several hundred million dollars
(emerging growth and middle-market) experienced tough business
conditions throughout 2008 and 2009.
Some businesses may
have had losses or diminished revenues with minimal profits
resulting in a weaker balance sheet. Further, many firms may have
trimmed costs and become more efficient and are now ready to rebuild
in 2010. Yet their bank has likely tightened the reins on available
credit and taken a more conservative posture. While augmenting a
company’s capital or equity base might be an option, numerous
private and institutional investors have pulled back on funding
commitments as they have seen their sources of liquidity dry-up and
they focus on their existing portfolio. Alas, there is hope!
Finding the right
capital depends on having a solid well thought-out strategy and
operating plan and a strong management team. With the fundamentals
in place you can find investors or lenders that align with the type
and horizon of funding required to implement the strategic
initiatives. Here are four sources of capital for emerging growth
and middle-market companies that leadership teams should consider:
1. Asset
Based Lenders (“ABLs”):
There is a wide range of ABLs - starting with
commercial bank-owned lenders that lightly monitor collateral to
very aggressive loan-to-own privately held financiers. Most likely,
the bank ABLs are going to be nearly as tight as their corporate
finance counter-parts given that they have some of the same
regulatory pressures and risk aversion. Non-bank non-regulated
asset based lenders are a more likely source those that can tolerate
higher debt leverage ratios and an inconsistent earnings history.
They typically provide working capital based on accounts
receivable, inventory and in some cases customer contracts or
purchase orders. In the past, some ABLs would tolerate current
operating losses on the short-run or even slightly negative cash
flow - but not in today’s market. Most of these ABLs have credit
facilities that are lines of credit with daily or weekly monitoring.
In addition to traditional factors, there are hybrid factors that
provide working capital in a line of credit type facility making
these less intrusive solutions. Lastly, there is now the ability to
directly and selectively auction accounts receivable via an online
exchange. While more expensive than traditional bank debt, ABLs
avoid equity dilution and provide cash availability for short and
mid-term working capital needs.
Barry Yelton,
Senior Vice President of Federal National Payables, counsels
executives to “Keep in mind that there are far fewer non-bank ABLs
today than just a few years ago. If a borrower is turned down by a
bank, they may have problems obtaining financing from a non-bank ABL
as well, particularly in the funding bracket under $5 million.
Borrowers need to present as complete and positive picture of their
company to a new lender as possible. This includes providing full
financial and collateral information, including a believable
forecast of revenues and cash flow for the coming year. ABLs, like
their banking cousins, are being more selective and requiring more
from borrowers than in recent years. As a result of the current
market environment, borrowers can expect to pay higher interest
rates and obtain lower advance rates than historically.”
2. Growth
Equity:
For initiatives requiring permanent capital, growth
equity may be an appropriate alternative for your company. Growth
equity funds make-up a minor percentage of the total population of
private equity investors. You can think of growth equity investors
as being at the intersection of venture capital and non-control
private equity funds in their appetite for risk balanced with cash
flow and control. Unlike a venture capitalist whose interests
extend to start-up or early stage opportunities, growth equity
investors do not make investments expecting many to fail, so their
risk tolerance is lower. These investors are looking for operating
companies that have revenues, a proven technology or service, and
proven market demand. As Ed McCarthy of River Cities Capital Funds
says, “they look to avoid concept risk preferring to invest in
execution”. Growth equity investors will fund operating losses if
the company is in a growth or expansion mode and where the losses
are an investment in capturing market share or long-term customers.
In some cases, growth equity investors may be willing to fund a
partial recapitalization or minority shareholder buyout.
3.
Mezzanine Capital:
Mezzanine funds are similar in their positioning in
the world of private equity relative to growth equity. However,
their investments are primarily in the form of subordinated debt
with an equity kicker (warrants to purchase stock) that allows them
to participate in the value growth of the business. As debt they
have a defined repayment period to recapture their initial
investment (usually four to seven years). In some cases you will
find that mezzanine funds will make a portion of their investment in
the form of pure equity. Mezzanine is thought of as a hybrid type of
financing providing a lower cost of capital while having some
characteristics of equity, given that it is subordinated to any
bank or senior debt and that most banks will exclude subordinated
debt in the total debt calculation for testing leverage ratios.
Repayment is typically interest only with the principal due at
maturity. Keep in mind that mezzanine capital only works if your
company is generating positive cash flow, which will likely need to
be at least a million dollars in EBITDA (earnings before interest,
taxes, depreciation and amortization). Typical uses of funds
include an acquisition, major new initiatives like product launches
or business unit startups, and partner buyouts or recapitalization.
4. Key
Partners:
In almost a counter intuitive move, strategic supplier
and key partner relationships are providing capital as many
companies seek to stabilize revenues and earnings. The capital
provided is not usually in the form of direct investment (i.e. they
write a check), but rather in the form of providing services,
resources or new business on increasingly favorable terms to lock-in
or secure sales and margins. This technique of obtaining working
capital may be the most inexpensive and quickest form of fund
raising for many companies. Executives are encouraged to look at
their company’s customer and supplier relationships to determine who
has the most to gain by their success. Then seek creative deal or
relationship structures that provide value to both parties while not
jeopardizing the opportunity for the company.
You will find that
there are no silver bullets in fund raising, especially in difficult
times. But it helps to understand the overall financing
environment, clearly align your funding needs with the lender or
investor and their priorities, and to seek out financing before you
actually need it i.e. proactively manage your capital structure as
you would any other aspect of your business.
Read other articles and learn more about
Kenneth H. Marks.
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