Techflash posting.. for pay angel groups

In response to John Cook’s thoughtful post: http://www.techflash.com/seattle/2009/10/angels_to_charge_or_not_to_charge.html, here is my reply. John – thanks for raising this topic.  It is a timely posting.  Historically, VCs haven’t ever charged entrepreneurs because they are paid management fees from their limited partners.  And individual angels don’t charge because they are investing their own money and don’t need to.  This has become an issue as angel groups have sprung up, and hired managers to manage deal flow and help entrepreneurs.

 

So who are the managers?  Some angel groups (like the Alliance of Angels) are investor-led, volunteer organizations.  The leadership of the group writes checks to startups.  (I’m personally in over 25 deals.)  We work closely with entrepreneurs and appreciate that, in many cases, they have given up lucrative jobs, mortgaged their homes, and invested virtually everything in making their company successful.  These are the entrepreneurs/companies we want to back and don’t want them to take any cash out of the company and put it in the pockets of middlemen who will “introduce them to investors.”  At the AoA, our executive committee is comprised of our most active angels – the ones that are actively investing in new companies.  I, personally, am less likely to invest in a company that is represented by an advisor who takes a fee that is dependent on raising money.  Our business model is simple – we put ourselves on the same side of the table as the entrepreneur: invest in the success of their company, help them thrive, and win only when the company does well.  It is a long-term commitment.

Other groups are led by “advisors” who only coordinate and don’t generally write their own checks.  These are the groups that want their money up front.  A friend of mine, who was a founder of Tech Coast Angels in San Diego, told me that one nationally syndicated organization not only charged entrepreneurs $8000 for the privilege of presenting there, but then would ask for $25,000 to $50,000 in consulting fees to help them hone their business plan and presentation. 

 

I’m glad that you have raised issue.  The AoA is in its 12th year.  We pride ourselves on helping entrepreneurs succeed and have a track record to prove it.  Startups that make it through our screening process get to present to more than 50 qualified angels at one time, and approximately 30-50% wind up getting financing.  I urge all entrepreneurs NOT to pay egregious fees to get in front of any investor.  It’s not necessary.  Just reach out to the ones who won’t ask you to pay – they are typically more aligned with your interests anyway!

Paying for presenting to Angel groups

I’m not sure I could or would want to be part of an angel group that charges entrepreneurs for the privilege of presenting/pitching their company.  It seems very odd that a bunch of high-net-worth individuals would ask an entrepreneur, who has most likely mortgaged their home and used their life savings to start their company, to pay them to look at their deal. 

 See the following link: http://www.avc.com/a_vc/2009/10/paying-to-pitch.html

Comments?

Professional Angels: the new early stage VCs

As I’ve blogged before, the market conditions are driving early-stage investment capital back to basics.  VCs have always fostered great entrepreneurs with great ideas.  But the model has changed profoundly and permanently (see my earlier blog: “Why the VC Investment Model is Broken”). 

So how do great entrepreneurs build their business in 2009?  Professional Angels.

Most professional angels are members of angel groups.  (See http://www.angelcapitalassociation.org/ for the largest trade association.)  In these groups, members generally act as individuals for their own investment, but team on the key aspects of deal sourcing, deal screening, due diligence, investment pooling to ensure that there is sufficient capital overall for the company, and then monitoring the deal afterwards (including board representation).  In this regard they act like an early-stage VC fund, but the decision making is on an individual basis.  In the Seattle Alliance of Angels (www.allianceofangels.com) these groups have grown from an average size of about 2-3 investors to 6-12 investors in the last 4 years.  Such organization makes life easier for the entrepreneur, since they only need to negotiate with one person (the “lead investor”) and they get more money.  From the angel investor point of view, there is more leverage on the deal, more shared due diligence, and the knowledge and wisdom that comes from the entire group.

Professional angels in groups also behave differently than the individuals.  Most, if not all, now reserve for follow-on rounds (even though the entrepreneur’s business plan might call for this “being the only round of financing required”), just as a VC would do.  For example, the Alliance of Angels did 44 transactions in 2007, with 15 being new companies; 29 were therefore follow-on rounds.  In 2008, this pattern continued with the AoA doing 36 investments, where 19 were new, so 17 were follow-on.  This behavior allows an angel group to carry a company through from inception to cash flow positive in many cases.  No VC or institutional funding is required for this sort of deal.  This is a new phenomenon that will help shape the market going forward.

The implications of this are the following:

1)      Angel groups and funds can and do provide the capital needed for a capital-efficient company to make it to cash flow positive.

2)      Entrepreneurs and investors are positioned for more rapid exits, since the valuation needed for a successful exit is often much less.  If a startup takes in VC money, it will often require an exit over $150M for a successful exit (http://blog.drosenassoc.com/?p=7).  These exits are rare and the company often either fails or is sold for the liquidation preference, so the entrepreneur does not have a successful outcome.  On the other hand, if the total capital is low, even an exit of $20-40M can be hugely positive for both investors and entrepreneurs.

3)      Companies can now be built in a more capital efficient way.  With better tools, open source, Amazon Web Services, stimulus money, SBIR grants, etc. small amounts of capital can now go a long way.

Professional angels are filling the void created by VC funds getting larger and startups being more capital efficient.

Angel Investing in the Current Economic Environment

I recently was interviewed about the impact of the current economic environment on Angel Investing.  Since these are questions I’m asked frequently, here is the post. Reporter:  Are angels less willing to part with their money now? e.g. Angel investment was down 26% in 2008…what do you see so far in 2009? Dan:  There are two different categories of angels.  One is “fair weather” angels, who think it’s really cool to do some angel investing, but are more driven by environment.  The second are more “professional angels,” who understand that: (a) angel investing requires a long-term attitude – results don’t come quickly; (b) a portfolio approach is essential and one or a few investments is not a successful strategy; (c) the first investment in any company is rarely the last – you need to reserve for follow on rounds; and (d) “doubling down” on a good company leads to better returns, as does shedding a non-productive investment.  “Professional angels” continue to invest in down markets, knowing that the best returns are often made during these periods.Reporter:  Overall trends you’re seeing: e.g. investing more in existing deals? Giving more runway to portfolio companies? more disciplined approach to investing/how so? Dan:  I believe in a disciplined approach.  Create a portfolio and support your companies.  That discipline applies even more when markets are buoyant – maintaining post-money price at a level that won’t lead to later down rounds.  When exits are few and far between, the discipline is equally important – an investor needs to be balanced and not try to foist an unfair deal on an entrepreneur.  The entrepreneur also must be cognizant of market conditions and make sure that the are disciplined in the amount of money they are trying to raise, the value they give for that money, and the use of that money – efficiency is the key.Reporter: What will get an investors’ attention–now? e.g. have the type of companies you’re interested in shifted in anyway/how so? (green technology? distressed properties?) Dan:  Great entrepreneurs, building great businesses, with solid plans.  This is a constant.Reporter:  Benefits of launching in a down market e.g. for entrepreneurs: cost of starting a company is lower? more talent is available? e.g. for angels: reduced valuations/get more company for less? Dan:  In this down market, more talent is available at competitive prices.  This is good for startups.  For Angels, deal terms and valuation are also competitive, but as I said earlier, this should be reasonably constant.  The biggest difference is that VCs can no longer be counted on to finance startups that have made it through the seed stage successfully.  This implies that Angels will need to carry deals further – often to profitability, so deals.  This does raise the financing risk of many deals and also requires that Angels need larger syndicates and more reserves.Reporter:  How many deals do you/your firm evaluate in a year? month? is the number increasing/decreasing? Dan:  I look at about 15 deals a month.  This number has been pretty constant.Reporter:  How do the deals look right now? lots to choose from? less? (trying to gage to what degree the market is saturated or open)Dan:  This is a great time to be an angel investor.  It would be better if there were more positive exits.Reporter:  Getting to “yes”.  What does it really take for you/your firm to say “yes” to a deal today? How has that changed over the last 18 months? Dan:  Since financing risk has increased, capital efficiency (which was always important to me) has become even more critical.Reporter:  First impressions: how long does it take you to get to yes or no? why? what are you looking for…. Dan:  I will usually know in 10 minutes if I am going to do due diligence on a company and spend the next 90 minutes looking at it.  (This is the primary reason that the AoA does 10 minute pitches).    Then, based on the impressions of the company’s leadership, answers to questions, and their market/business model, I’ll typically do another day or two of due diligence to reach a decision, but those days might be spread over a month.  I am often influenced by who else is looking at the deal and will rely on their due diligence and experience.Reporter:  What are the top 3-5 reasons you say no to a deal? explain with examples e.g. what it is about a business model that you know won’t work…. Dan:  The main reasons for passing on a deal are: not capital efficient, insufficient confidence in the management team, no chemistry with the CEO, any hint of deception, too small a market, a management team that believes its own marketing more than the reality of the market (which will lead to many problems and surprises going forward).The main problem I see with business models is the inability to scale from the initial customer set to critical mass.  (Usually I hear words like “viral marketing” or other external ways to build market.  These rarely work.) Reporter:  Top 3-5 reasons you say yes to a deal? Examples?  Dan:  If I really like and admire the Founder or CEO, that gets me a long way to yes.  Then I need to see a large market potential, good plan to attack that market, and a good dose of realism.  And lastly, I like to understand how the company might achieve an exit.  Sometimes a company will meet the first criteria, but I can only see one path to exit – something I find risky.Reporter:  Explain your “feel for a deal”–what it is in your gut that tells you, this will work…. Dan:  The passion of the management team starts the process.  It helps if I understand the market.  And, of course, the ability to take what is a good idea and turn it into a good business.  Often I see great features, that might become a great product over time.  But rarely does a good feature/product make a great business.  That requires product lines that can hit multiple segments.Also, you often see entrepreneurs think about how to build their company to sell it to someone.  It is really important to build a great business and not focus too much about who will buy you.  That doesn’t mean you don’t think about potential exits – just that focusing solely on that rarely pans out.Reporter:  Advice: 5-7 tips to offer an entrepreneur presenting to you today….Dan:  I can’t manage 7 things at once.  But the #1 tip for an entrepreneur is: “tell them what you do.”  Too often an entrepreneur will want to educate me on how smart they are, or why what they do is so difficult.  Without the context of what you do, the rest might be interesting, but has limited relevance.  And remember that you are talking to investors, so your discussion has to be tailored to that audience.  And lastly, listen to questions – be willing to have a discussion and not present your slides.

Convertible Note vs. Priced Preferred Round

Convertible Note vs. Priced Preferred Round

 

The form of an investment is an on-going issue for Angel Investors and Startup entrepreneurs.  This post describes the differences between a convertible note and a priced round, the benefits of each, and recommendations for investors, service providers, and entrepreneurs.

A priced round is easy to understand.  Each investor in that round is told the price per share, and is issued shares (generally preferred) at that price.  Legal fees for a priced round are usually in the range of $25,000 to $50,000.  So for a small round, the legal fees can be a significant portion of the round.  Also, many entrepreneurs and investors cannot agree on the valuation of the company to set the price.  I believe that this is the wrong reason to avoid a priced round, because it is indicative of a deeper problem and fundamental disagreement between the investor and the company.  Would you buy a car, where you didn’t know the price till you had driven it a year?

Many lawyers recommend that startups offer investors a convertible note, a form of loan that converts to equity when the next round is closed, usually with some form of discount.  It is both quicker and incurs lower legal fees than a priced round.  In general, these notes are used to “bridge” a company between two funding events, e.g. between a friend/family round and an institutional round.  There are several key parameters in these notes.  They are outlined below (with what I consider average values in Seattle today):

1)      What is the term of the note?  This can range from 3 months to 18 months.  In general, most of the deals I see have a term between 6-12 months, where 6 is more investor friendly and 12 is more entrepreneur friendly.

2)      What is the discount?  This discount can take two forms.  One is a plain discount, where the investor gets a price per share that is less than the next investors.  The second, is the issue of warrants, where the investor gets warrants issued as a discount (e.g. 1 warrant for every 4 shares = 25% discount).  This is to some degree related to the term – the longer the term, the higher the discount.  It is rather common for the discount to increase with the term (e.g. 20% for the first 6 months, then increasing by 5% per month for the next three months).  Currently, the discount is about 20-30%.

3)      What is the interest on the note?  In general this is either prime plus some percent or a fixed percent.  Lately, I have seen 8% annual.

4)      Is there an assumed value?  This takes two flavors in the docs.  First is what happens if the company doesn’t raise its round before the term of the note.  For example, if the company issued a 6 month note, but didn’t raise its round, at what price does the note convert?  Usually, investors will insist on a price that is prevailing for the company at the time the note was issued.  This is often the last round pricing.  For Seattle startups, without a final product or customers, that is typically in the $1.5M to 2.5M range, but there is great variability depending on lots of factors.  The second flavor of the value is what will happen if the company is acquired before raising the round.  For example, if the company takes in a convertible note for $1M, but then sells for $100M before the conversion?  Unless otherwise specified, the investor only gets their principal plus interest (in this case $1M plus 8%), while entrepreneur gets the other $99M.  As an investor, I like to be aligned with the entrepreneur, so would set an assumed value in this case, so that the investor has their choice of either the principal plus interest OR conversion at a fixed value (say $5M) in this case.

5)      Does the investor get any say in the terms of the round? When the company raises their round, it might be at terms that the investor would never have agreed to, but rarely has the right to do anything about it.

So, in conclusion, investors like priced rounds, and usually fight for them.  Entrepreneurs often benefit from convertible notes.  If the note is short term and has reasonable terms, it’s not a bad idea.  However, there has been a trend for longer notes (more than 6 months), at a time when the next financing round is not pending.  In essence, this is the company asking the investor to put up their money to build value in the company so that they will then pay a much higher price per share.  As an investor, not something I’m inclined to do.

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