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Working-Capital Financing of Small Business
WORKING,-CAPITAL FINANCING OF SMALL BUSINESS VICTOR L. AlDREWS, *" SEYMOUR FRIEDLANDt AND ELI SHAPIRO$ INTRODUCTION There are several important suppliers of short-term funds1 in our financial system. The means used by small concerns to secure short-term financing are associated closely enough with the institutional practice of these lenders that, in large part, the two must be considered together. Therefore, this discussion concentrates upon the financial relationships between small businesses and (I) the commercial banking system, (2) other financial intermediaries, (3) business firms in their lending activities, and (4) specialized financing institutions. THE DEMAND FOR SHiORT-TERM FUNDS There are strong incentives for business to finance short-term assets with short- term funds and permanent assets with long-term funds.2 Lack of access to external long-term debt and equity sources, however, compels small businesses to substitute short-term funds where long-term funds would be preferred. Thus, many small firms 3 are forced to finance permanent assets by continuously refunding short-term debt. * A.B. i95i, M.A. 1953, M.B.A. 1954, University of Chicago; Ph.D. 1958, Massachusetts Institute of Technology. Assistant Professor of Finance, School of Industrial Management, Massachusetts Institute of Technology. Contributor to economics publications. tB.S. I95O, M.B.A. 1951, Boston University; Ph.D. 1955, Harvard University. Assistant Professor of Finance, School of Business, Rutgers University. Contributor to economics publications. $A.B. 1936, Brooklyn College; A.M. 1937, Ph.D. 1945, Columbia University. Professor of Finance, School of Industrial Management, Massachusetts Institute of Technology. Research Staff, National Bureau of Economic Research. -
Working Capital Considerations in Middle Market M&A
Working Capital Considerations in Middle Market M&A Table of Contents I. M&A PROCESS OVERVIEW...........................................................3 II. WORKING CAPITAL CALCULATIONS............................................6 III. EXAMPLES....................................................................................9 IV. WORKING CAPITAL NEGOTIATIONS..........................................10 V. TRUE-UP PROCESS AND DISPUTES...........................................11 VI. RECOMMENDED TIPS.................................................................13 VII. ABBREVIATIONS AND DEFINED TERMS....................................14 VIII. CONTACT US...............................................................................15 WORKING CAPITAL CONSIDERATIONS IN MIDDLE MARKET M&A | 2 I. M&A Process Overview From start to finish, middle market M&A transactions can take anywhere from a few months to over a year to get to closing. Events and steps that typically occur along the way are depicted in the timeline below. Buy-Side Indication Due Confirmatory of Interest Diligence Due Diligence Closing Sell-Side CIM, Letter of Definitive Post- Due Management Intent Agreement Closing Diligence Presentations The M&A process above is a generalized depiction for illustrative purposes. It is not all- inclusive, and the actual timeline of events depends on a variety of factors, including how and by whom the sell-side process is being run. SELL-SIDE DUE DILIGENCE: While certainly not a requirement, many sellers go through a sell-side or anticipatory due diligence process. This may focus heavily on financial due diligence, and in particular a Quality of Earnings, or QoE, analysis. Investing in a sell-side due diligence analysis offers the Seller a number of returns, including but not limited to: (i) identifying and mitigating material issues without buyer involvement; (ii) avoiding unexpected adjustments to reported earnings that sometimes upend transactions in the late innings; and (iii) gaining a firm grasp on working capital considerations. -
The Effects of Working Capital Management on Organizational Performance - a Survey of Manufacturing Firms in Eldoret Municipality
Research Journal of Finance and Accounting www.iiste.org ISSN 2222-1697 (Paper) ISSN 2222-2847 (Online) Vol.5, No.5, 2014 The Effects of Working Capital Management on Organizational Performance - A Survey of Manufacturing Firms in Eldoret Municipality Daniel Kamau 1* , Amos Ayuo 2 1. School of Human Resource Development, Jomo Kenyatta University of Agriculture and Technology, Kenya. 2. Faculty of Commerce, Egerton University, Kenya. * E-mail of the corresponding author: [email protected] Abstract Working capital management is a crucial element in determining the financial performance of an organization. The purpose of this study was to investigate the relationship between working capital management (given by cash conversion cycle, CCC) and organizational performance (represented by profitability/returns) of manufacturing firms in Eldoret Municipality of Uasin Gishu County, Kenya. A sample of 13 manufacturing firms in the region was used in the study. Historical data on financial performance was collected from the annual financial statements of the sampled firms for a period spanning ten years. More data was also obtained from the managements of these firms through interview schedules and questionnaires. Performance was measured in terms of return on assets and return on equity while cash conversion cycle, current assets to total assets and current liabilities to total assets were used as measures of working capital management. Correlation and regression analysis were used for the analysis. The findings reveal that the working capital management is negatively correlated with return on assets (ROA) and return on equity (ROE) consisting the R values of -0.148 and -0.231 respectively. However, these figures are low, implying that there is no significant relationship between CCC and performance measures used in the study. -
Project-Finance-Second-Edition-Boj.Pdf
The BOOK of JARGON ® Project Finance The Latham & Watkins Glossary of Project Development, Acquisition and Finance Slang and Terminology Second Edition Latham & Watkins operates worldwide as a limited liability partnership organized under the laws of the State of Delaware (USA) with affiliated limited liability partnerships conducting the practice in the United Kingdom, France, Italy and Singapore and as affiliated partnerships conducting the practice in Hong Kong and Japan. Latham & Watkins practices in Saudi Arabia in association with the Law Office of Salman M. Al-Sudairi. In Qatar, Latham & Watkins LLP is licensed by the Qatar Financial Centre Authority. Under New York’s Code of Professional Responsibility, portions of this communication contain attorney advertising. Prior results do not guarantee a similar outcome. Results depend upon a variety of factors unique to each representation. Please direct all inquiries regarding our conduct under New York’s Disciplinary Rules to Latham & Watkins LLP, 885 Third Avenue, New York, NY 10022-4834, Phone: +1.212.906.1200. © Copyright 2013 Latham & Watkins. All Rights Reserved. 2 The purpose of this publication is to assist the newest members of the project finance community in learning to talk the talk of project finance. It is intended to be a “Berlitz Course” for recent law school and business school graduates seeking initiation into the industry, and a desktop reference for not-so-recent graduates. In this book, you will find the key to the secret verbal handshakes that make up the code of the project finance community. We love this stuff. The PF Book of Jargon is one of a series of practice area-specific Books of Jargon published by Latham & Watkins. -
Smart Financing: the Value of Venture Debt Explained
TRINITY CAPITAL INVESTMENT SMART FINANCING: THE VALUE OF VENTURE DEBT EXPLAINED Alex Erhart, David Erhart and Vibhor Garg ABSTRACT This paper conveys the value of venture debt to startup companies and their venture capital investors. Venture debt is shown to be a smart financing option that complements venture capital and provides significant value to both common and preferred shareholders in a startup company. The paper utilizes mathematical models based on industry benchmarks for the cash burn J-curve and milestone-based valuation to illustrate the financing needs of a startup company and the impact of equity dilution. The value of venture debt is further explained in three primary examples that demonstrate the ideal situations and timing for debt financing. The paper concludes with two examples that quantify the value of venture debt by calculating the percentage of ownership saved for both entrepreneurs and investors by combining venture debt with venture capital. INTRODUCTION TO VENTURE DEBT Venture debt, also known as venture 2. Accounts receivable financing Venture debt is a subset of the venture lending or venture leasing, is a allows revenue-generating startup capital industry and is utilized worldwide.[2] type of debt financing provided to companies to borrow against It is generally accepted that for every venture capital-backed companies. their accounts receivable items four to seven venture equity dollars Unlike traditional bank lending, venture (typically 80-85%). invested in a company, one dollar is (or debt is available to startup companies could be) financed in venture debt.[3, 4] without positive cash flow or significant 3. Equipment financing is typically Therefore, a startup company should be assets to use as collateral.[1] There are structured as a lease and is used able to access roughly 14%-25% of their three primary types of venture debt: for the purchase of equipment invested capital in venture debt. -
Anatomy of an Asset Purchase Agreement
Buyer and Seller Beware: Navigating Business Purchase Agreements Nicholas J. Bakatsias Michael J. Allen Carruthers & Roth, P.A. 336-379-8651 [email protected] [email protected] 1 Anatomy of an Asset Purchase Agreement TABLE OF CONTENTS I. Article I – Definitions II. Article II – Basic Transaction A. Sale and Purchase of Assets B. Excluded Assets C. Assumption of Liabilities III. Purchase Price and Payment A. Purchase Price Amount/Form B. Net Working Capital Adjustments C. Contingent Purchase Price D. Purchase Price Allocation E. Escrow 2 1 Anatomy of an Asset Purchase Agreement IV. Closing Deliveries; Closing Conditions A. Deliveries by Sellers B. Deliveries by Buyer V. Representations and Warranties of Seller A. Consents; No Conflicts B. Organization; Qualification and Authority C. Financial Statements D. Absence of Undisclosed Liabilities E. Absence of Certain Changes or Events F. Title to Assets; Condition of Assets G. Accounts Receivable H. Tax Matters I. List of Properties and Contracts J. Real Property K. Legal Compliance L. Permits 3 Anatomy of an Asset Purchase Agreement V. Representations and Warranties (cont.) M. Labor Matters N. Insurance O. ERISA and Company Benefit Plans P. Litigation Q. Compliance with Laws R. Transactions with Certain Persons S. Inventory 4 2 Anatomy of an Asset Purchase Agreement VI. Representations and Warranties of Buyer VII. Pre-Closing and Post Closing Obligations VIII. Indemnification A. Survival of Representations and Warranties B. Indemnification by Seller and Shareholders C. Indemnification by Buyer D. Limitations on Indemnification E. Indemnification Claims Process 5 Anatomy of an Asset Purchase Agreement IX. Ancillary Agreements A. Restrictive Covenants B. Confidentiality C. -
Supply Chain Finance: from Myth to Reality
22 McKinsey on Payments October 2010 Supply chain finance: From myth to reality Trade finance is a cost-intensive and highly specialized business dominated by a small number of global banks. Given the scale and size traditionally required to compete in this highly specialized market, most banks have ignored trade finance in favor of more profitable businesses such as cash management and lending. But globalization and the new credit environment have changed the rules of the game. Long regarded by corporates as more myth than reality, supply chain finance (SCF) today offers banks a practical way to meet buyers’ and suppliers’ liquidity needs within a tighter regulatory framework. This article examines the evolution of sup- ply chain finance and discusses the strategic options available to banks seeking to play a role in this new model of trade and cash management services. Nicolas Hurtrez Challenges facing traditional trade more than 85 percent of cross-border trade Massimo Gesua’ sive finance services transaction volume. Furthermore, Basel II Salvadori Trade finance revenues amount to barely guidelines do not recognize the short-term four to five percent of corporate banking self-liquidating nature of traditional trade fi- revenues. As small and medium size enter- nance instruments, resulting in dispropor- prises (SMEs) have become increasingly ac- tionately high capital costs. tive in international trade, the average value of transactions has decreased, but the docu- Trade finance is vital to economic mentary burden has stayed the same. Put- prosperity ting additional pressure on margins, more While banks struggle to protect trade fi- profitable large corporate customers have nance margins, trade services play a vital been shifting from letters of credit (L/Cs) role in economic growth. -
Understanding the Relationship Between the Supply Chain and Finance Functions in Canadian Export Oriented Enterprises and Its Impact on Innovation Consideration
Understanding the Relationship Between the Supply Chain and Finance Functions in Canadian Export Oriented Enterprises and Its Impact on Innovation Consideration By Peter Cowan BA (University of Alberta); MBA (University of Western Ontario) A thesis submitted to the Faculty of Graduate and Post Doctoral Affairs in partial fulfillment of the requirements for the degree of Doctor of Philosophy in Management Carleton University Ottawa, Ontario May 2013 © Copyright 2013 Peter Cowan Library and Archives Bibliotheque et Canada Archives Canada Published Heritage Direction du 1+1 Branch Patrimoine de I'edition 395 Wellington Street 395, rue Wellington Ottawa ON K1A0N4 Ottawa ON K1A 0N4 Canada Canada Your file Votre reference ISBN: 978-0-494-94529-2 Our file Notre reference ISBN: 978-0-494-94529-2 NOTICE: AVIS: The author has granted a non L'auteur a accorde une licence non exclusive exclusive license allowing Library and permettant a la Bibliotheque et Archives Archives Canada to reproduce, Canada de reproduire, publier, archiver, publish, archive, preserve, conserve, sauvegarder, conserver, transmettre au public communicate to the public by par telecommunication ou par I'lnternet, preter, telecommunication or on the Internet, distribuer et vendre des theses partout dans le loan, distrbute and sell theses monde, a des fins commerciales ou autres, sur worldwide, for commercial or non support microforme, papier, electronique et/ou commercial purposes, in microform, autres formats. paper, electronic and/or any other formats. The author retains copyright L'auteur conserve la propriete du droit d'auteur ownership and moral rights in this et des droits moraux qui protege cette these. Ni thesis. -
Working Capital Capline Program
SBA CAPLine Program Options April 9, 2019 @ 11 a.m. Eastern To listen by phone, dial 1-877-369-5243 then enter access code: 0879391## For technical assistance, contact the AT&T Helpdesk at 888-796-6118 SBA CAPLine Program Options 7A LOAN GUARANTY PROGRAM Flexible financing for your small business customers DE, KY, TN, WV - District Offices April 9, 2019 Presenter – Bill Reed 2 Topics for Today’s Discussion Which CAPLine is the Best Fit? 1. WC CAPLine 2. Seasonal CAPLine 3. Contract CAPLine 4. Builders CAPLine 3 Which CAPLine is the Best Fit? Use of Proceeds Working Capital CAPLine . Finance short term working capital/operating needs. Seasonal CAPLine . Finance the seasonal increases of A/R and Inventory. Contract CAPLine . Finance the costs of one or more specific contracts. Builders CAPLine . Finance direct expenses for construction and/or substantial renovation costs for building a home for future sale. 4 Which CAPLine is the Best Fit? Maturity . Maximum maturity on the Working Capital, Seasonal, and Contract CAPLines is 10 years while the Maximum maturity on the Builders CAPLine is 5 years. CAPLines can be renewed any time during the maximum term period. CAPLines with an original maturity of 12 months or less will need to pay an additional guaranty fee within 30 days of renewal. 5 Which CAPLine is the Best Fit? Collateral ▶Existing (on the B/S now) or Creation of assets . WC CAPLine is secured with eligible trading assets and may be secured with additional assets found on the business & personal B/S. Seasonal, Contract, and Builders CAPLines are secured with the assets associated with the creation of what will be. -
Whitepaper Evolution of SCF in Japan EN
Evolution of Supply Chain Finance in Japan December 2020 SUPPLY CHAIN FINANCE IN JAPAN 1. Current lending practice in Japan Traditionally, real estate secured loans and trade In this context, factoring and assignment of credits (checks and bills) have been the main form receivables are also being used. The market for of financing for companies in Japan. However, the factoring and assignment of receivables has been use of bills has traced a downward trend due to the developed, but they are used as minor importance costs of creation, delivery and storage, as well as due to the higher cost of financing, reflecting the the risk of their loss or theft. Also, several risk involved. Purchasing receivables has become constraints are serving as bottlenecks to small and more popular in recent years. More companies are medium enterprises (SMEs) in accessing finance buying them, and interest rates have gone down. from banks, including the practice of requiring real estate collateral. Volume of Bills / Checks in Circulation million of bills (Source: Japanese Bankers Association) 1 Trillion of yen 300 1,200 yen bills 250 1,000 200 800 150 600 100 400 50 200 0 0 1999 2000 2001 2002 2003 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016 2017 2018 2019 01 Evolution of Supply Chain Finance in Japan 1 https://www.zenginkyo.or.jp/stats/year1-01/2019/ Supply chain finance in Japan 2. Electronically Recorded Monetary Claims (ERMC) In order to facilitate financing by SMEs, the ERMC by the electrical record. The title over the receivable was introduced in 2008. -
Securitisation 2020
Securitisation 2020 A practical cross-border insight to securitisation work 13th Edition Featuring contributions from: Allen & Overy LLP Macfarlanes LLP Roschier Advokatbyrå AB Brodies LLP Maples Group Schulte Roth & Zabel LLP Cuatrecasas Mayer Brown Shearman & Sterling LLP Freshfields Bruckhaus McMillan LLP Sidley Austin LLP Deringer LLP Nishimura & Asahi VdA GSK Stockmann Oon & Bazul LLP Walder Wyss Ltd. King & Wood Mallesons Orrick, Herrington & Sutcliffe (Europe) Waselius & Wist Loyens & Loeff Luxembourg S.à r.l. LLP ISBN 978-1-83918-046-0 ISSN 1745-7661 Published by 59 Tanner Street London SE1 3PL United Kingdom Securitisation 2020 +44 207 367 0720 [email protected] th www.iclg.com 13 Edition Group Publisher Rory Smith Editor Jane Simmons Senior Editor Contributing Editor: Sam Friend Rupert Wall Head of Production Suzie Levy Sidley Austin LLP Chief Media Officer Fraser Allan CEO Jason Byles Printed by Stephens & George Print Group Cover image www.istockphoto.com ©2020 Global Legal Group Limited. All rights reserved. Unauthorised reproduction by any means, Strategic Partners digital or analogue, in whole or in part, is strictly forbidden. PEFC Certified Disclaimer This product is from sustainably managed forests and controlled sources This publication is for general information purposes only. It does not purport to provide comprehen- PEFC/16-33-254 www.pefc.org sive full legal or other advice. Global Legal Group Ltd. and the contributors accept no responsibility for losses that may arise from reliance upon information contained in this publication. This publication is intended to give an indication of legal issues upon which you may need advice. Full legal advice should be taken from a qualified professional when dealing with specific situations. -
Emerging Technology & Advances in Supply Chain Finance & Risk Management
Full content available at: https://nowpublishers.com/TOM/special-issues/TOMV11N1-2 Emerging Technology & Advances in Supply Chain Finance & Risk Management Full content available at: https://nowpublishers.com/TOM/special-issues/TOMV11N1-2 Other titles in Foundations and Trends R in Technology, Information and Operations Management Inventory Management: Modeling Real-life Supply Chains and Empirical Validity Ton de Kok ISBN: 978-1-68083-416-1 Operations in Financial Services: Processes, Technologies, and Risks Michael Pinedo and Yuqian Xu ISBN: 978-1-68083-336-2 Integrated Risk Management in Supply Chains Panos Kouvelis, Ling Dong and Danko Turcic (eds.) ISBN: 978-1-68083-378-2 Supply Chain Finance Panos Kouvelis, Ling Dong and Danko Turcic (eds.) ISBN: 978-1-68083-376-8 Full content available at: https://nowpublishers.com/TOM/special-issues/TOMV11N1-2 Emerging Technology & Advances in Supply Chain Finance & Risk Management Edited by Panos Kouvelis Olin Business School Washington University in St. Louis, USA [email protected] Ling Dong Olin Business School Washington University in St. Louis, USA [email protected] Danko Turcic Olin Business School Washington University in St. Louis, USA [email protected] Boston — Delft Full content available at: https://nowpublishers.com/TOM/special-issues/TOMV11N1-2 Foundations and Trends R in Technology, Informa- tion and Operations Management Published, sold and distributed by: now Publishers Inc. PO Box 1024 Hanover, MA 02339 United States Tel. +1-781-985-4510 www.nowpublishers.com [email protected] Outside North America: now Publishers Inc. PO Box 179 2600 AD Delft The Netherlands Tel. +31-6-51115274 R The content of the book was originally published in Foundations and Trends in Technology, Information and Operations Management, vol.