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Development of an Exit Readiness Index
Presented at ICSB 2003 Belfast
By Tom Mckaskill


Abstract
Introduction
Sumary
References
Appendix


Dr. Tom McKaskill, Professor of Entrepreneurship,
Australian Graduate School of Entrepreneurship
PO Box, 218, Hawthorn, VIC, Australia, 3122
Tel: +61 (3) 9214 8422 Fax: +61 (3) 9214 8381
E-mail: tom@tommckaskill.com

Dr. K Mark Weaver, Rohrer Chair of Entrepreneurial Studies,
College of Business, Rowan University
201 Mullica Hill Rd. Glassboro, NJ 08028, USA
Phone: +1 (856) 256 4126 Fax: +1 (856) 256 4439
E-mail: weaverm@rowan.edu

Dr. Pat Dickson, Associate Professor of Strategic Management,
DuPree College of Management, The Georgia Institute of Technology
755 Ferst Drive, Atlanta, Georgia 30332-0520, USA
Phone: + 1 (404) 894 4372 Fax: + 1 (404) 894 6030
E-mail: pat.dickson@mgt.gatech.edu

Key words: venture finance, exit strategies, comparative financing, research methods

 

Abstract

The primary research issue in this project is the determination of how equity based investors view the importance of exit strategies and to develop an exit readiness index to measure firms readiness and equity investors sense of importance of each of the criteria for funding. Few private equity funded firms will ever achieve an IPO. Most firms are subject to a trade sale but few have a proactive exit strategy that considers anything other than the IPO in the sky model. This research project considers the following research propositions: 

'Firms seeking private equity funding that create a proactive and viable exit strategy will improve their chances of raising equity finance. (Tested initially by review of the importance of exit strategies to venture capital sources)

Firms seeking private equity funding that create a proactive and viable exit strategy will improve their chances of achieving a successful exit.

Therefore: (1) Can we develop an exit strategy guide for entrepreneurs seeking private equity?, and (2) What information can be provided to policy makers that impacts job creation and investment productivity?. This paper will show the initial results including interviews with Angels and Venture Capital fund managers, entrepreneurs, and examinations of web site investment criteria. Preliminary data from Australia and the United States will be examined in this paper. The project will present a model to expand the research and to involve researchers in several countries. The paper will include an “Exit Ready Index (ERI)” based on interviews with investors. Longer term, the study will consider data across a number of technology sectors to determine criteria for the ERI on a sector basis. The ERI will then be validated and applied to a longitudinal study of start-up and nascent firms to determine predictive ability.


Introduction

The raising and harvesting of equity investments in new and growing firms is a topic that is of interest to all parties in the investing equation-entrepreneurs, formal investors, angels and economic development entities. This research proposes the development and testing of an “Exit Ready Index”. This index could be used to assist in the search for equity and the screening of investment alternatives.

The primary research issue in this project is to determine the influence of the existence of exit strategies on the ability of firms to raise equity capital. Gladstone and Gladstone (2002) clearly state that how the venture capitalist will exit the investments will be a critical factor influencing investment decisions. The reality of venture capital finance is that very few private equity funded firms will ever achieve an IPO. Gompers and Lerner (2001) suggest that in the United States and United Kingdom, the historical exit strategy has been by selling firms to a corporate acquirer-a trade sale. The angels and venture capitalists contacted in the project development phase acknowledged that they spent a majority of their time creating trade sale opportunities and that very few firms had a proactive exit strategy.  This result and the experiences of the research team in successful exits has led to this research on whether a proactive exit strategy can increase the chances of obtaining angel and venture capital financing and of achieving successful exits for either party. Hall and Hofer (1993) in an earlier work examined forty-three investment criteria and the identification of exit mechanisms was rated 4.16/5.00 in importance, clearly showing that planned exits are important. Based on the experience of the research team and the basic citations, this research project considers the following research propositions:

1. 'Firms seeking private equity funding that create a proactive and viable exit strategy will improve their chances of raising equity finance.

2. Firms seeking private equity funding that create a proactive and viable exit strategy will improve their chances of achieving a successful exit.’

Answering these two initial propositions should significantly help answer two related questions arising from this proposition: (1) Can we develop an exit strategy guide for entrepreneurs seeking private equity? and (2) What information can be provided to policy makers that impacts job creation and investment productivity?

The development of an Exit Ready Index (ERI) is included to prompt discussion and solicit input on potential additions and approaches to answer the research questions. The project will present a model to expand the research and to involve researchers in several countries. The paper will include the draft of the preliminary ‘Exit Ready Index (ERI)’ based on the initial qualitative reviews of successful exits and interviews with investors.

While it is true that many other factors such as building a good team, creating a good product and having a competitive advantage are all necessary, the private equity investor is really focused on the exit. Without the exit possibility, they find it hard to commit funds. Since IPOs are very rare, having alternative strategies such as trade sales increases the confidence of the investors.  Thus a strong, viable exit strategy should have the effect of improving the funding commitment. This research is core to the entrepreneurial process and to commercialisation of innovation. It has the potential to significantly impact the way in which entrepreneurs build ventures and in providing better guidelines to investors. It also has implications for government policy in job creation and funding allocation.


The Investor Ready Paradigm

Making a strategic exit, as a proactive part of the investment process more effective, is projected to have the following effects:

It will create realistic expectation on the part of the entrepreneur
It should improve the ability of firms to raise Angel and VC funds
It should improve the ROI of private equity finance
It should reduce the time from start-up to final exit

These impacts are expected to:
Increase funds flow into VC funds (improved ROI)
Increase the pool of Angel funds and improve the productivity of Government R&D and Innovation funding
Encourage more entrepreneurial activity (success breeds success)
Create more FDI into acquired firms (smart people don’t relocate easily)
Create more jobs in acquired firms, start-ups and VC and Angel backed firms

The Exit Ready benefits focus should:
Greatly improve the productivity of private equity finance
Improve the effectiveness of government support programs
Drive increased entrepreneurial activity.
Reduce start-up failures
Create jobs
Build longer term sector capability

This rather ambitious view of the potential impacts is the reason for examining exit strategies and developing an international research project that examines multiple countries. Limited venture and equity capital in markets could be increased with the development of exit strategies in business plans and investment proposals.


Methods for Index Development

In order to answer the core questions posed in the paper we use the initial results of interviews with angels and venture capital fund managers and the examinations of web site investment criteria about the use or non use of exit strategies, equity source specifications on use of exits. Comparisons of a sample of United States equity sources and Australian equity firm practices are discussed.

The initial interview with over 30 people clearly indicated the need for and exit model.

With any research idea, it is imperative to establish the prior research in the target domain. To do this the research team conducted a literature review (which is still on-going), and contacted senior researchers in entrepreneurship. Although there is still further work to be done in this area, the initial conclusions are that the area has little prior research and that this research study is unique and important. Prior articles were uncovered from trade journals providing advice on how trade firms could sell their business. These were often simple checklists or subtle advertisements from business brokers. Only two studies of any serious academic content were noted, one from Singapore and one Germany. Both these studies were case studies of several firms that had achieved an IPO.

In addition to the knowledge of the research team, who had seen no evidence of any research results in this area, Dr. McKaskill contacted three eminent scholars in entrepreneurship and requested from them any references they could provide on ‘exit strategies of private equity funded firms’. The results of these enquiries indicated that little had been done and that no substantive research results were know to the scholars. Excerpts from the responses are shown below:

“I agree with you that little research has been done on the exist strategy. Most of the work that I have seen talks about IPO. Other work covers exit strategies by well-established companies. Given that IPOs are ONLY one option, there is a need to understand why entrepreneurs may or may not use this approach. Also, predicting the choice of exit strategies would be an important research issue. There is little, if any, empirical guidance in this regard. I know this because I am preparing for a seminar and have done a thorough review
of the literature and could not locate significant research articles, even in lower quality journals.”
(e-mail 29/10/2002)

Shaker A. Zahra
Paul T. Babson Distinguished Professor of Entrepreneurship
Arthur M. Blank Center for Entrepreneurship

“ There is nothing specifically on "exit readiness" - that's an interesting issue to explore. Indeed, the whole issue of the exit process (for angels, VCs and entrepreneurs) has received very little attention from researchers.” (e-mail 8/10/2002)

Professor Colin Mason
Hunter Centre for Entrepreneurship
University of Strathclyde


“The most interesting kind of research would be to follow a cohort of new venture entrepreneurs who vary in their exit plans to see how such plans change and to see how having an exit plan from the beginning affects the way the venture is managed and its value at exit.” (e-mail 26/10/2002)

Ben Oviatt, Ph.D., Director
Herman J. Russell, Sr. International Center
 for Entrepreneurship
J. Mack Robinson College of Business
Georgia State University


We have concluded from this brief review that little research has been done in this area. However we also note that there is considerable interest and that the results would be received well by journal editors and conference organisers. The second area of review was the industry cohort. The industry support has come from more than 20 Australian and United States organizations ranging from service providers to actual equity investment groups or associations. The following insert shows the instructions by Dr. McKaskill to the industry sources to solicit their responses.

From my experiences I have formed a checklist which I now need to develop into an index. From a research methodology point of view, I also need to validate this list with experienced executives in the VC industry like yourself.

I would like your help to:

Ensure that each question is meaningful and will not be misinterpreted, thus any rewording or clarification will help.
Ask that you delete items you think are nor relevant and add further items that you think should be in the list.
Add any general comments that you can from your own experience that will help develop the topic.

These interviews and consultations have led the research team to suggest the following methods for developing the Exit Ready Index.
Investor Survey of Exit Ready Characteristics

This part of the study quizzed Angels, Venture Capital Firms, Mentors, successful entrepreneurs and incubator managers to ascertain their opinions on what it takes to be ‘exit ready’. The list of characteristics or indicators was then refined and a consensus list produced. The refined list was developed first to examine trade sale readiness as an exit option. The pilot questionnaire has been developed to permit firms to report their progress in getting exit ready. (see Appendix 1) Based on this pilot questionnaire, actual firms can be surveyed and their progress reported to develop their Weighted Index of Exit Readiness. The final index could then be then be applied by selected venture capitalists will also be asked to apply the Index to both successful exits and failures to show that it reasonably discriminates between successful and failed exits.

The web site reviews were conducted for 42 Australian equity investment firms listed in the Australian Venture Capital Guide 2002 and 61 United States firms primarily from a North Eastern region entrepreneurial forum. Web sites were examined for mention of the need for exit discussions for funding. The basic demographics were also collected on year founded, current number of portfolio companies, investment preferences, and number of professional staff. Each firm was then evaluated on a scale of 1(no mention) to 5 (Essential) based on how critical and how much emphasis was place on the need for exits in funding requests. Scoring was done by at least two people based on the same web reviews and any differences were noted and reconsidered to reach agreement.

The table below lists how sites were evaluated and scoring applied.

      Australia United States

Critical

An exit strategy is essential. Guidelines on what the exit strategy should contain are set out. The entrepreneur should have a viable exit path defined.
Exits are critical to an equity investment.

5 points

0 firms

0 firms

Very Important

An exit strategy should be included in the business plan or for evaluation. Points to include in the exit plan are set out.

4 points

2 firms

0 firms

Important

Included in the list of items that should be included in the business plan or in the evaluation.

3 points

12 firms

25 firms

Not Very Important

Mentioned in the web site but no details given.

2 points

14 firms

10 firms

Not Important

Not mentioned

1 point

14 firms

26 firms


This summary clearly shows that despite the interview data and reported importance tied to exits in the investment decisions, nearly two-thirds of the equity investors do not clearly indicate their reported preferences on the web sites in the Australian sample and 60% of the US firms do not stress it. This introduces inefficiencies and confusion on the part of the firms seeking equity. A clearer presentation of expectations could reduce the time needed to evaluate and return and redo proposals. This result is an indication that in conducting the survey equity firms will have to be asked “how important” the exit criteria are and investment seeking firms will need to be asked how much progress they have made or consideration given to each of the exit criteria. We expect that there will be a significant gap in these scores.

Phase 2 of the reviews involved summaries of the key descriptive variables about the equity investors. The tables below show the comparison of the Australian (AVC) firms and the United States (USVC) firms.

Table 1-Year Founded

AVC

US

 

N=42

N=28 of 61 reviewed

Pre 1997

 

N = 20

N = 20

Min 1982

Min 1968

Max 1996

Max 1996

1997-2002

 

N = 22

N = 8

Min 1997

Min 1997

Max 2001

Max 1999

 

Table 1 shows that the majority of the firms in both samples were founded since 1997 and indicates the lure of the entrepreneurial ventures for private investment funds. However, since 2000 and the USA dot.com bubble, only one new equity investment firm has been started in Australia and none in the survey of firms in the North Eastern US.

Table 2-Investment Levels

AVC

US

 

N=42

N=28 of 61 reviewed

Up to $5 million US

 

N = 19

N = 28

Min $0.30 million

Min $0.50 million

Max $2.96 million

Max $5.00 million

Over $5 million US

 

N = 23

N = 26

Min $5.93 million

Min $6 million

Max $59.28 million

Max $75 million

 

Table 2 shows the investment levels of the firms in the two countries. The amounts have all been converted to US dollars for ease of discussion. In the AVC sample and the USVC sample the percentage of firms that invest under $5 million and those over $5 million are about equally split. The ranges are from a minimum of $300,000 to $500,000 for the samples and maximums of nearly $60 million to $75 million in the larger firms. One interesting fact is that in US Dollars, the two samples are remarkably similar. There are a slightly higher percentage of early or seed funds in the USVC sample and this may be an area where other countries see difficulty. The use of the exit readiness index would be especially interesting to forming more early stage or smaller investment firms because of the increased efficiency this might introduce.

Table 3-Capital Under Management

AVC

US

 

N=41of 42 reviewed

N=53 of 61 reviewed

Less than $20 million US

 

N = 5

N = 8

Min $4 million

Min $1.30 million

Max $18 million

Max $15 million

$20 million to $50 million US

 

N = 15

N = 9

Min $21 million

Min $20 million

Max $47 million

Max $44 million

$50 million to $100 million US

 

N = 7 N = 8
Min $57 million Min $50 million
Max $86 million Max $90 million

$100 million to $200 million US

 

N = 9 N = 11
Min $119 million Min $100 million
Max $ 184 million Max $185 million

Over $200 million US

 

N = 5 N = 17
Min $207 million Min $200 million
Max $326 million Max $11 billion

 

Table 3 reports the capital under management of the equity investment firms. It shows that the range and size of firm investment portfolios are much larger in the USVC sample. While only 5 AVC firms were over $200 million and non over $326 million, 17 USVC firms had over $200 million and the largest reported firm, APAX Partners, in King of Prussia Pennsylvania reported over $ 11 billion under management. This finding shows that the US venture industry is better developed, has a larger base and is capable of very large investments. The need for exits other than IPOs may be increasing with the decline of market opportunities for even large firms in the current market malaise.


Summary

Considerable national resources are spent at all levels of Government and through our educational institutions on encouraging, developing and commercialising inventions. The objective is to capitalise on our knowledge, create jobs, generate exports, encourage foreign direct investment and build sustainable industries or sectors. We see the private equity investment sector, angel and venture capital firms, as providing risk money to move inventions from early stage prototypes to commercial reality.

This research project is designed to show that the development of an exit readiness index, initially focusing on trade sale exits, will show that firms are ‘Exit Ready’ and they will have a higher probability of raising private equity finance and have a higher probability of achieving a successful exit. The index from the research shows firms what needs to be done to build viable exit strategies that result in private equity finance and successful exits. This should in turn increase returns to angels and venture capital firms, stimulating the flow of funds into that sector. Successful entrepreneurs are also expected to create new ventures and put sales proceeds back to work in the sector. Additional benefits will more informed inventors and entrepreneurs, a more knowledgeable private equity market, better allocation of Government funding, and a shorter time to commercialisation.

Testing of the Exit Ready Index is the next phase of the research and interested parties are encouraged to contact the authors to participate in your region or country. This research clearly shows that insufficient attention has been spent on identifying exit criteria, evaluating investments with exit in mind and in informing firms what needs to be done to access the limited equity funds available to firms. The addition of additional items on the proposed index will be carefully evaluated to keep the instrument short so that firms will be more likely to respond to requests for information. No one index or paper can address all of the concerns and one limit to this research is the limited web searches in two countries. Additional countries and more searches in the pilot countries will be conducted once funding is available. A second possible limitation is the focus on trade sales, but since they are the majority of reported exits, this is a way to focus the effort. Modifications of the instrument for other exits are possible and will depend on access and funding issues.

If firms were to develop “exit portfolios” consisting of the items that are important to equity investors and government promotion organizations, they could have a competitive advantage over those firms that still think the idea is enough.

 

References

Gladstone, David and Gladstone, Laura (2002), Venture Capital Handbook-An Entrepreneurs Guide to Raising Venture Capital, Financial Times-Prentice Hall, p 85.

Gompers, Paul A. and Lerner, Josh, (2001) The Money of Invention-How Venture Capital Creates Wealth, Harvard Business School Press, Boston. P 219

Hall, J. and Hofer, C.W., “Venture Capitalists Decision Criteria in New Venture Evaluation”, Journal of Business Venturing, 1993, p. 46.

 

Appendix 1: Sample Survey of Exit Readiness

Survey of Exit Readiness of Private Companies

Please complete this survey if you are a major decision maker in a private firm (e.g. CEO, CFO, significant shareholder, Board Director).

I. Company Profile:

1. a. Year Founded:________ b. Number of employees:_______

2. Do a small number of shareholders between them hold 51% of the equity: __YES ___NO

3. Do you have independent external private equity investment: _____YES_____NO

If YES: a. Angel Investment _____YES _____NO

b. Venture Capital investment _____YES _____NO

4. Will you be seeking to raise equity finance in the 2003/2004 ___ YES ___NO

5. Sector in which your firm operates: (e.g Biotechnology):______________________

6. Is this a family owned firm (family members hold a controlling interest)___ YES ___NO

 

II. Exit Plan for Independent Private Investors or major shareholders

1. What is your current anticipated exit path? Please check one only.

a. ( ) No exit strategy at this time

b. ( ) Pass control to other family members

c. ( ) Leveraged buyout by managers or employees

d. ( ) Close down the operation and end all operations

e. ( ) Trade sale (sell 100% to another company)

f. ( ) IPO (Initial Public Offering)


2. Other than ‘No exit strategy” what is your timescale for the exit: Within___ years.


3. Please fill in the contact information below if you would be willing to take part in a longer term study of exit strategies related to trade sales alternatives. Please answer the items on the next page as a preliminary guide so we can develop information that may assist in developing your strategy.

Name: _____________________ Phone: ____________ e-mail:______________

Company Name: __________________________________________

 

Return to: Professor Tom McKaskill Phone: +61 (3) 9214 8422
tom@tommckaskill.com
Australian Graduate School of Entrepreneurship
Cnr. Wakefield and William Streets
Hawthorn, Victoria, 3122, Australia

 

III. Trade Sale Exit Planning - Agreement Items – Please indicate your level of agreement with each of the following statements:

Strongly Disagree (SD), Disagree (D), Neutral (N), Agree (A), Strongly Agree (SA)

Activity

SD

D

N

A

SA

NA

a. Company Directors agree to a trade sale exit

 

 

 

 

 

 

b. Senior Management agree to a trade sale exit

 

 

 

 

 

 

c. Key employees agree to a trade sale exit

 

 

 

 

 

 

d. A high proportion of the shareholders agree to a trade sale exit

 

 

 

 

 

 

e. Personal objectives of key shareholders are able to be met by a trade sale

 

 

 

 

 

 

f. Monthly financial and key performance indicator reporting exists

 

 

 

 

 

 

g. Customer and employee relations are managed to minimize litigation

 

 

 

 

 

 

h. Customer and supplier contracts are industry standard

 

 

 

 

 

 

i. Intellectual Property is able to be traded and appropriately protected

 

 

 

 

 

 

j. Employment conditions, salaries and benefits are industry standard

 

 

 

 

 

 

k. Option schemes and benefits are compliant with stock exchange regulations

 

 

 

 

 

 

l. Value/benefits to potential acquirers is clearly understood

 

 

 

 

 

 

m. Industry norms for valuation are acceptable to all interested parties

 

 

 

 

 

 

n. NO existing formal business relationship exists with potential acquirers

 

 

 

 

 

 

o. Potential acquirers do not have an Advisor/Director position and/or equity share in your firm

 

 

 

 

 

 

B. Attainment Items – If ‘Trade Sale’ is your anticipated or back-up exit path, please indicate for each of the items listed below, your current level of achievement/progress/attainment. For each item below indicate to what extent you have made progress on achieving the stated condition.

No Progress (NP), Little Progress (LP), Reasonable Progress (RP), Significant Progress (SP), Fully Accomplished (FA), Not Apply (NA)

Activity

NP

LP

RP

SP

FA

NA

a. Post-sale organizational changes are anticipated and planned for

 

 

 

 

 

 

b. A formal business plan has been prepared and is updated periodically

 

 

 

 

 

 

c. Full compliance with regulatory issues (e.g. Environment, Health, Safety)

 

 

 

 

 

 

d. Post exit management roles or resignations are understood and accepted

 

 

 

 

 

 

e. Respected and creditable Lawyers and Accountants have been appointed

 

 

 

 

 

 

f. Multiple potential acquirers are identified

 

 

 

 

 

 

g. NO products/services designs/adaptations have been done to increase attractiveness to acquirers

 

 

 

 

 

 

h. Acquisition requirements and process of potential acquirers are understood

 

 

 

 

 

 

i. Informal contact has been established with potential acquirers

 

 

 

 

 

 

j. Potential acquirers have been formally approached about an acquisition

 

 

 

 

 

 

 

 


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