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(Adjusted Capital Asset Pricing Model), 563 Acceptable Risk, 96 Index Absorption, 40 Assets, 554–555 ACAPM (adjusted capital asset pricing model), fixed, 577–578 563 intangible, 556–557 Acceptable risk, 96 liquidation value of, 64 Accountants, 312–315 replacement, 577 Accounting earnings, 537–538 specialized, 236 Accounting principles, 587–590 Assignment for benefit of creditors (ABC), 339– Accounts receivable: 343, 348 collection of past due, 81 Attorneys. See Counsel discounting, 74–75 Audits, 221 Accounts receivable (A/R) financing, 101–102, Avanir Pharmaceuticals, 365–366 332–335, 356, 357 Accredited investor, 84 Balance sheet, 53, 221, 553–561 Accrual accounting system, 538 analysis of, 17 Accrual revenues, 538 liquidation, 64 Acquisition, reverse, 194–195 Band of Angels, 359 Acquisition company, 194 Bank debt, 162 Acquisitions, 37–41, 252, 542 Bankers, 306–312 case study, 344–347, 378–379, 385–387, Bankruptcy, 258, 336, 341, 348, 386 389–392 Banks. See Commercial banks; Merchant banks reasons for, 37 Barnette, Meg, 374 Adjusted book value, 28 Bartering, 75 Adjusted capital asset pricing model (ACAPM), Basic 7(a) loans, 176–181 563 BATNA (best alternative to a negotiated Advance rates, 105, 107, 109 acquisition), 325 Affirmative covenants, 223, 224, 278, 290 Becker, Michael, 382 Agency costs, 47 Beneficial owners, 19 AIM Market, 195–196 Benefits, employee, 559–560 Alignment, 7–36 Biotechnology industry, 123, 196, 200–201 Allocated costs, 539 Blank check preferred stock, 283 Amortization, 537 Board of directors, 145–146, 276, 303–306 Anderson, Jim, 198–199 managing, 147–151 Angel investments, 83–95 Book, the, 321 case study, 359–361 Bootstrapping, 72–82, 160 groups of, 87–89 Borrowers: latest developments in, 93 financial statements, 220–222 source directory by minimum funding, 400 operations, 222–223 vs. venture capital, 85–86 organizational structure, 219–220 Antidilution provisions, 271–273 Borrowing base, 214 Antifraud provisions, 291 Borrowing base certificate, 244 Applied Intelligence Systems, Inc., 198–199 Bortech, Inc., 375–377 Arbitrage pricing model (APM), 533–534 Boutique investment banks, 306, 310–311 A/R indemnity insurance, 105 Bridge loans, 115, 135, 255–256 Asset-based financings, 244–246 Brookside Capital Partners, 377–378 Asset-based lenders (ABLs), 96, 100–114, 330, Budget bridge, 23 356 Built to Last (Collins), 8, 15 benefits of loans from, 101 Bulge bracket firms, 306 case study, 332–335, 336–339, 339–343, Business and Industry (B&I) Guaranteed Loan 344–347, 348–352, 352–355 Program, 191 documents for, 101 Business plan, 8–9, 22–25, 207, 261–263 market segmentation and pricing, 102 evaluation of, 91–92 other types of, 111–114 Business ValueXpress (BVX), 35 source directory by minimum funding, 401–403 Buttolph, David D., 378 Handbook of Financing Growth: Strategies, Capital Structure and M&A Transactions, 2nd Edition Copyright ©2009 John Wiley & Sons, Inc. All Rights Reserved Buy-and-build strategy, 393–395 and inventory financing, 110 Buyout funds, 157–164 liquidation of, 100 Collateral administration, 334 Call, Chuck, 359 Collateral assignment, 238 Capital: Collections, 81 cost of, 535, 545 Collins, James, 8, 15 least expensive, 50 Commercial banks, 95–100, 330 optimizing return on, 50 case study, 356–358 and quality of management, 54 source directory by minimum funding, 404 sources by company stage, 71 Commercial finance companies, 115–116 sources of, 69–201 source directory by minimum funding, 404–405 surplus, 274 Commitment, 207–208 uses of, 51, 52–53 Commitment letter, 208–210 Capital asset pricing model (CAPM), 29, 531–533, Common stock, 204, 259 563 Community Adjustment and Investment Program Capital efficiency, 152 (CAIP), 188 Capital expenditures, 537 Community development financial institutions Capital expense (capex) lines of credit, 111 (CDFIs), 174–175 Capitalization: case study, 370–374 alternatives, 45–46 Community development initiatives, 169–193 and leveraged buyouts, 161 Community Development Venture Capital Alliance, Capital leases, 117 370 Capital Pool Company (CPC), 195 Company registration rights, 288–289 Capital structure, 45–67 Company stages, 51 changes in, 545–546 and debt, 48 defined, 45 and equity, 48 drivers, 51, 54 funding sources, 71 factors shaping, 49–63 and valuation, 140 shareholders' influence on, 63 Compensation, deferred, 79–80 CAPLines loan program, 189–190 Compilation, 221 Carried interest, 164 Concept of no surprises, 326 Case studies, 329–395 Conflict, 14 Cash flow, 539–540 Consignment, 75 and A/R financing, 105 Construction loans, 246 and bootstrapping, 73 Consultants/advisers, 315–317 discounted, 29–30 Contracts, long-term, 553 excess, 226 Convergence, 587–590 forecasting, 49 Conversion rights, 286–287 operating cycle, 81, 567, 568–569 Convertible bonds, 536 planning, 23–25 Convertible debt, 255 speeding, 573–574 Convertible preferred stock, 255, 259–260, 267 in startups, 583–586 Core focus, 41 vs. accounting earnings, 537–538 Corporate finance: Cash flow-based financing, 246–248 fundamental propositions, 525 Cash flow collateralized debt obligation, 116 overview, 523–526 Cash revenues, 538 Corporate venture capital (CVC), 166–168 Cash sweep, 162 Cost/benefit analysis, 22 Certificate of incorporation, 283 Cost of capital, 545 Certified Development Company (CDC), 181–183 Cost of sales, 572 Chapter 11 bankruptcy, 348, 386 Cost reduction, 574 Clean technology industry, 124 Counsel, 301–303 Closing conditions, 283 Covenants, 290, 351 Co-investments, 164 Covenants, loan, 223–231 Collateral, 66, 96, 338–339 Cram-down financing, 269–270 case study, 336 Credit, 105 Handbook of Financing Growth: Strategies, Capital Structure and M&A Transactions, 2nd Edition Copyright ©2009 John Wiley & Sons, Inc. All Rights Reserved managing risk, 81 Depreciation, 537, 577 references, 73 Desired state analysis, 18–19 types of, 212–215 Direct marketers, 580–581 Credit agreement, 212 Disclosure document, 321 Credit insurance, 109 Discounted cash flow (DCF), 29–30, 34, 541 Credit rating, 217 Discounting, 34, 540 agencies, 258–259 accounts receivable, 74–75 Crestmark Bank, 332–335 Discount rate, 107, 540, 563–565 Cumulative dividends, 284 Discounts, 31–32 Current ratio, 228 Dissenters' rights, 291 Current state analysis, 16–18 Diversification, 530–531, 532, 533 Customers: Dividends, 284, 547–549 investments, 77–78 Down-round, 33, 135, 144 Drag-along right, 291 DataMax Corporation, 380 Drug Royalty, 365–366 Deal structure, 39–41 Due diligence, 278, 279, 283, 323–324 Death spiral, 273, 287 Dunn Paper, Inc., 382–384 Debt, 66 Dwyer Group, 388–392 advantages of issuing, 205 categories of instruments, 243 Early stage companies, 32–33 and company stage, 48 case study, 362–364 cost of, 535 and equity, 48 defined, 205 and mezzanine funding, 156 disadvantages of issuing, 205 valuation in, 92 distinction from equity, 205, 543–545 EBITDA (earnings before interest, taxes, and environmental dynamism, 55 depreciation, and amortization), 29, 229– financings, 203–300 230, 247, 248 funded, 56 Elasticity, price, 76–77 instruments, 206–212 Eldorado Stone, 379 long-term, 56 Eligibility, 244–245 negotiating terms of lenders, 98 Employees: relationship with innovation, 55 benefits, 559–560 secured, 206–207 deferred compensation, 79–80 subordinated, 153–154 stock options, 277 Debt claim, 543 Engelke, Jack, 344 Debt/equity ratio, 46–47, 54, 217, 229 Enterprise value, 143–144 by industry, 57–62 Entrepreneurs, 94–95 and leverage, 56 Environmental dynamism, 55 Debtor-in-possession financing, 111, 258 Equity, 48, 66 Debt ratio, 546 and company stage, 48 Debt-to-cash flow ratio, 217 cost of, 534–536 Debt with revenue sharing defined, 56, 204 case study, 375–377 distinction from debt, 205, 543–545 Decision-making, 524 financing, 203–300 asset management, 579 preferred, 163 objectives, 526–527 private, 119–122 rules for investments, 541–543 repurchases, 547 template, 14–26 vs mezzanine debt, 154 Default, 231–233 Equity, growth: Defieux, Rick, 370 case study, 367–369 Definitive agreements, 325 Equity claim, 543 Demand registration rights, 274–275, 288 Equity co-investments with senior debt, 115–116 Department of Agriculture, U.S., 191–193 Equity investments, 259–263 Department of Housing and Urban Development, documentation, 263–291 U.S. (HUD), 257–258 securing, 260–263 Handbook of Financing Growth: Strategies, Capital Structure and M&A Transactions, 2nd Edition Copyright ©2009 John Wiley & Sons, Inc. All Rights Reserved Events of default, 231–233 Forecasting, 220 Excess cash flow, 226 and bootstrapping, 73 Exclusivity period, 278 cash flow, 49 Executive summary, 320 company growth, 141 Exit strategies, 162, 260–261, 274, 391 updating, 27 case study, 378–379 Form S-3, 275 Expert support, 301–317 Foundation setting, 15 Export financing, 184–187, 357 Founder share vesting, 277–278 Export Working Capital Program (EWCP) loans, Franchise businesses, 388 184–187 Friends and family loans, 73 Extended terms, 75 Funded debt, 56 Funds. See Capital Factoring, 106–109, 245, 333, 340–341, 353, 356 Fair market value (FMV) appraisal, 111 Generally accepted accounting principles (GAAP), Fairness hearings, 298–299 552–553, 587–588 Fast growth companies, 32–33 Glass-Steagall Act, 309 Fee letter, 211–212 Godshall, Ned, 359 Fees: Goodwill, 28 banking services, 311 Government agencies, 169–193 and inventory financing, 109 source directory by minimum funding, 406 Filtering, 19–21 Graham Partners, 378–379 Finance companies, commercial. See Commercial Greenfield Commercial Credit, 336–355 finance companies Growth, business: Financial Accounting Standards Board (FASB), how fast to do it, 567–582 588
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