A
lot of businessmen would have raised money or are planning to raise money from
a private equity investor to expand their business. Based on personal
experience and after discussions with many other entrepreneurs, I am giving
below a list of points to watch out for as you go through the process of
selecting a Private Equity (PE) investor from a list of potential investors:
Remember
that a Private Equity investor is the business of making money from money and
therefore his interest will be primarily in getting a substantial return in as
short a period of time as possible. You need his money and he needs your
company to get a return on his money. Always remember that he is as interested
in doing a deal as you are.
1. Build a relationship with a strong
Investment Banking firm
Find a good investment banker who will
hold your hands through the PE selection and investment process. Investment Bankers
specialise in some industries and you can find them through your network of
friends. Talk to at least three short listed Investment bankers before you take
a decision. Once you have decided, let them go through your business plan with
a tooth comb and ask them to critique it. The Investment banker will then guide
you on who to go to and what your valuation should be pitched at.
2. Find out what the PE players brings to
the table other than money
It is very important for you to select a
PE player who brings more than simply money to the table. PE players, like
investment bankers, specialise in industries and you should expect them to get
you introductions to other players in your business as well as in the circles
that may influence your industry. Watch out for “glib talkers” who may promise
the moon.
3. Do your own due diligence
Just like a PE player will conduct a due
diligence on you and your business before he makes the investment. Make sure
that you also do your own diligence on the background of the PE player as well
as the investments he has made. If you can talk to one of their investee
companies, you must do so to understand from a counterpart their experience
with the PE player you are contemplating to give a piece of your business.
4. Study the term sheet very carefully
You will be in a hurry to get the
investment. Most promoters do not read the fine print of the term sheet. It is
only later when the conditions of the term sheet start to be implemented does
the promoter realise what he has signed up to. By then it is too late. At the
cost of delaying your investment, make sure you spend the time required to read
through your agreements very carefully. Once the agreement has been signed you
cannot say that you did not realise what had been written!
5. Use a lawyer you trust to get your
agreements done
The detailed agreements are critical.
The PE player will generally work with the big law firms. You don’t have to –
first the big firms will be expensive and second, they may have a conflict of
interest with you. Use a lawyer you trust who can guide you through the maze of
the legalese in all the agreements. Understand how multiple agreements are
linked together as well as all the terms you are signing up to including
guaranteed IRR’s, tag along, drag along, QIPO, Liquidity Preference and similar
such conditions.
6. Don’t get pushed into growing your
business at a rate that your PE investor wants
Finally, make sure that you grow your
business at a rate that you can manage without putting stress on the business
or your management team. If your PE player pushes you to grow faster than you
believe you can, it is better to push him back earlier than to get caught in a
difficult business situation. Watch out for “spreadsheet” specialists who will
pound away on their computers to deliver mythical valuations for themselves and
you!
*******************
The author is the founder Chairman of Guardian Pharmacies
and the author of the best-selling books, Reboot. Reinvent. Rewire: Managing
Retirement in the 21st Century; The Corner Office; An Eye for an Eye and The
Buck Stops Here - Learnings of a #Startup Entrepreneur.
Twitter: @gargashutosh
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Blog: ashutoshgargin.wordpress.com