What Do Canadian Entrepreneurs Have to Offer?

When the flow of credit to companies dried during the credit crisis, large companies cut expenditures in their Research & Development budgets and hoarded cash. Now that the general economic outlook has eased and companies are starved for innovation, business owners and management are now looking at ways of obtaining growth.

Canada possesses a legacy of strong returns and successful deals. Also, boasting the largest announced leverage buyout of our time.

As Canadians, we live in what is often called the “Great White North”.  Our neighbours to the South and the rest of the world have a common perception that there is less competition in Canada. This is a commonly accepted truth for private equity funds as the U.S. has a greater number of funds with larger capital base. However, there is currently no known analytics verifying the perceived lower level of competition.

Currently, Canadians can also boast about the strength of the Canadian economy. No banking system is fundamentally as sound as ours. Our education system and clusters of innovation across the country provide us with a talented and high calibre workforce. Our legal framework is also well developed to facilitate the growth in private equity. And with the continual “Brain Drain” to the U.S., we have Canadians working on both sides of the border.

As an added bonus, Canadian investments are not counted in “foreign” concentration limits for PE funds. Typically, in a PE fund’s investment mandate, the Limited Partner (“LP”) list restrictions in the types, size, risk level, etc. of investments. Such restriction may include the amount that a fund can commit to one investment opportunity (not >25% of entire fund capital) or foreign investments (not >25% of capital committed overseas). The advantage for Canadian companies is that North America is not treated as “foreign”. 

Private equity--Use it or Lose it

Use it or lose it. That is the choice faced by some buyout firms sitting on piles of capital they have raised but not invested. The firms are unlikely to give it up without a fight. That was the message I heard while visiting Boston last week and speaking with a large number of private equity firms. They definitely are stressing about finding good companies as the American market is over-served and seen to be saturated. The funds had been counting on Europe but now that is a big muddle. Australia is too far and the time distance burns out the teams. So that leaves Canada. 

The Wall Street journal's JOHN JANNARONE  explains the increased pressure in private equity investing which is good news for Canadian business owners.

A fund-raising arms race last decade was followed by a sharp slowdown in investments, leading levels of dry powder to surge. Such undeployed capital stood at a record $280 billion among U.S.-focused buyout firms at the end of 2009, according to research firm Preqin.

The catch is that firms generally agree to invest capital within five years or return it to investors. For some, the deadline is fast approaching. U.S.-focused buyout funds have $51 billion that must be used before the end of 2011, Preqin says. Another $213 billion needs to be invested by 2015.

Raising new money isn't that easy anymore. So, the worry is that firms will lower the bar on the quality of investments to ensure existing funds are put to work. One risk is that firms begin to chase after deals and overpay. 

Why Private Capital?

One of our clients was a Canadian domestic company with large margins and a solid customer base of Canadian banks was looking to enter the public markets.  This would have been a nightmare. The public market option is typically not ideally suited for mid-market companies, often lacking liquidity as investors lose interest after the initial public offering.

In addition to the high initial costs of an IPO, business owners must pay annual fees for audited financial statements and supply quarterly reports to their shareholders. There is often the conflict of interest in meeting short-term expectations with long-term growth plans. The initial sacrifice of payout to the investor should be rewarded with later value from the realized growth potential of the firm.

Furthermore, the lack of privacy of confidential information, once a company goes public, may decrease a company’s competitive edge as margins are disclosed to competitors, suppliers and customers, among other strategic information.

Private capital has the flexibility to meet a wide range of business owner needs, while providing privacy of confidential information and a long term outlook in realizing growth potential. A PE fund provides strong financial expertise to complement the management team. With no short-term external reporting requirements, management is able to better focus their capital on growth opportunities that add value to existing shareholders. PE funds assist in improving business operations through efficiency or by supplying expertise in exploring new markets for growth.

PE funds are also able to leverage their existing relationships with banks and lawyers to provide the business owner with access to a broader base of financing options than they had before. American private capital investors in particular are able to use their relationships with banks and lawyers south of the border to support investment opportunities in Canada. This provides a much larger pool for Canadian business owner’s to dip their toes in and Canadian business owners are no longer restricted to the kiddie side of the pool.

In amidst all the talk of PE funds building equity value, let me  emind the business owner that there is a lot of hype around adding value and that there is often the need to cut through all the clutter. Some PE funds are able to add tangible value to building the business through growth, others are more focused on cost cutting, and others are all about the hype.

It is also important to consider the decision making process as PE financing entails the addition of a partner. It is important to retain the rapid decision making that exists prior to the PE fund investor while incorporating the additional expertise of the board members.

An example of a “Homerun” investment for the Monitor Clipper Partners entailed a small Canadian investment in 2004. The founder owned 70% of a truly amazing business model and wanted to diversify holdings. The fund was able to dissuade the owner from listing on the public markets for the reasons listed above. Instead the individual sold half of his equity position to private equity investors, effectively taking money off the table. With the injection of working and growth capital, the business growth rate was accelerated. The 35% ownership structure and additional capital to turbo charge growth and expand the business footprint into the U.S., grew to become 75% of what the initial business value was, upon exit, three years later. For Monitor Clipper, this was their highest IRR on a three year investment and a Canadian investment to boot!

What Do Private Capital Investors Look for?

The private equity industry really got going in the 1970s when, Kohlberg Kravis & Roberts (“KKR”), one of the present day PE titans, was founded. The industry has flourished in goods times while being hit hard during the Great Recession. The fundamental framework though has always remained the same regardless of whether the economy was at the peak or trough of the business cycle. The criteria for evaluating investment opportunities are uniform globally.

The international criteria for what constitutes an attractive investment consist of solid industry characteristics, meaningful competitive differentiation, strong management with equity ownership, and business growth potential. PE fund investors look for a compelling reason to invest and love growth stories where the business owner is looking for capital to excel the current growth of their business.

Strong management with a meaningful equity stake in the business is a crucial criterion for investors. Often, if an existing owner is looking for a complete exit, this is a sign of worry for the investing party. PE funds like to create partnerships and can help owner managed or family businesses acquire ownership if they don’t have it initially. Funds can help take some cash off the table initially but with the continued presence of management and a capital injection from the investor, grow the equity stake remaining into a larger pie.

The alignment of growth plans between investors and business owners needs exist for the growth phase for the business to bear fruit. The due diligence process prior to investment from both parties ensures there is a strong alignment initially.

 Increasingly, entrepreneurs and business owners are competing on a global platform. Like companies, private equity funds are becoming more multinational. The Harvard Endowment invests capital in locally based Canadian private equity funds such as Torquest and Birch Hill Equity Partners. Private equity is an alternative asset class that allows institutional and high net worth investors exposure to a different risk-return scenario. Some mid-market and virtually all large cap funds are multi-national and as funds follow the attractive returns, increasingly they are moving to Asia.

Some PE funds are quite diverse in national or ethnic origin of personnel. You’ll be hard pressed to find many native New Yorkers working on Wall Street these days as Jacoline Loewen, author of Money Magnet can attest to. Broad similarities among private equity firms are evident around the world. The big differences lie in a firm’s strategy and culture and their ability to operate effectively internationally -- the litmus test for U.S. funds. 

You can't be for jobs and against business

Business has taken a beating and capitalism questioned this past two years. Common sense is beginning to flow back into the media as journalists hear from business owners that they might as well sell their companies and get a union job. 
Our business owners need to know they are appreciated and that their service to business, usually at the cost of family time, is recognized. Private equity takes on these same risks as the owner, putting at risk their own capital, unlike a bank. Private equity is also getting a beating as the American tax laws change to show that their risk taking will not be seen as equal to the business owner.
With the increasingly negative rhetoric about business, I was pleased to read Thomas Friedman's article on the best gift to a graduate -- a start up. Of course, encouraging start ups requires many elements of the business environment to work together. Above all, the knowledge by society that founding and running a business takes enormous effort is the most critical. Otherwise, taxing those who make jobs will push their incentives down. 
Here's Thomas Friedman:

We owe our young people something better — and the solution is not that complicated, although it is amazing how little it is discussed in the Washington policy debates. We need three things: start-ups, start-ups and more start-ups. 

Good jobs — in bulk — don’t come from government. They come from risk-takers starting businesses —  businesses that make people’s lives healthier, more productive, more comfortable or more entertained, with services and products that can be sold around the world. You can’t be for jobs and against business.

 I asked two of the best people on this subject, Robert Litan, vice president of research and policy at the Kauffman Foundation, which specializes in innovation, and Curtis Carlson, the chief executive of SRI International, the Silicon Valley-based innovation specialists.

Carlson said he would begin by creating a cabinet position exclusively for promoting innovation and competitiveness to ensure that America remains “the world’s new company formation leader.” “Secretary Newco” would be focused on pushing through initiatives — including lower corporate taxes for start-ups, reducing costly regulations (like Sarbanes-Oxley reporting for new companies), and expanding tax breaks for research and development to make it cheaper and faster to start new firms. We need to unleash millions of entrepreneurs.

Litan said he’d staple a green card to the diploma of every foreign student who graduates from a U.S. university and push for a new meaningful entrepreneurs visa (the current one, the EB-5, requires $1 million of capital that few foreign entrepreneurs have). It would grant temporary residence to any foreigner who comes here to establish a company and permanent residency if that company generates a certain level of new full-time jobs and revenues. One of the best moves we could make, adds Litan, would be a long-term budget deal that would address the looming Social Security/Medicare payouts for baby boomers. Proving to the bond market that we have our long-term fiscal house in order would keep long-term interest rates low and thereby “encourage private investment more than any tax cut.”

Nevertheless, I’d also cut the capital gains tax for any profit-making venture start-up from 15 percent to 1 percent. I want our best minds to be able to make a killing from starting new companies rather than going to Wall Street and making a killing by betting against existing companies. I’d also impose a carbon tax and balance that with a cut in payroll taxes and corporate taxes. Let’s tax what we don’t want and encourage what we do.