The Cap Raise: Valuation

EDITOR’S NOTE: This article is a collaboration between Cairn Cross of FreshTracks Capital and Diane Abruzzini ’17 of VENTURE.co Holdings, Inc. It is one of a series we will be publishing concurrently with FreshTracks Capital.  Cairn Cross co-founded FreshTracks in 2000, and has worked as Managing Partner of the firm since that time. Notable FreshTracks VC investments include SunCommon, Mamava, and Eating Well. Cairn has helped to build a true Vermont entrepreneurial ecosystem by hosting pitch events, accelerator programs, workshops, and teaching at multiple Vermont universities and colleges. He is a former co-chair of The Sustainable Innovation MBA Advisory Board.  Diane Abruzzini has built her career as a food and agriculture entrepreneur and business consultant. She was a student of Cairn Cross during her time at UVM’s Sustainable Innovation MBA program. After completing her degree, she spent time working for FreshTracks partners as an analyst. She currently works in marketing and communications at VENTURE.co Holdings Inc, who’s wholly owned subsidiary VENTURE.co Brokerage Services LLC is a FINRA-licensed broker-dealer.

The valuation process can be murky for both entrepreneurs and investors. Private company stock is typically a “Level III” asset under ASC Topic 820 and its value “cannot be determined by using observable inputs of measures such as market prices or models.” Fair value is estimated rather than observed through readily observable market prices.

Entrepreneurs and investors often disagree on the valuation approach that should be used in a particular transaction. Should one base a private company’s valuation on the comparable metrics for publicly traded companies operating in the same industries, or should one base valuation on the estimated present value of a projected stream of cash flow? If you use public market comparables, which metric is most important to valuation? Revenue? EBITDA? Users? Growth Rate? If estimating the net present value of a stream of cash flow, which discount rate do you choose and are you being too aggressive or conservative in cash flow estimates? Do you arbitrarily choose the mid-growth position? Every entrepreneur, venture capitalist (VC), broker-dealer (BD), and investment bank will use a variety of criteria in order to determine valuation. None of the approaches are perfect–there is no secret sauce–but there are important differences to how VCs and BDs tackle company valuations.

First, we must consider to whom VCs and BDs have responsibilities. VCs are trying to create strong investment returns for the Limited Partners (LPs) who are the investors in the VC fund. Valuation and other terms such as dividends will be negotiated to give the venture investors an investment return commensurate with perceived risk. Before making an investment, VCs rely on the business plan and financial projections supported by company documentation as well as prior investment experience among the VC partners and external due diligence efforts to determine a reasonable company valuation. Continue reading “The Cap Raise: Valuation”

The Sustainable Innovation MBA Co-Hosts Global CEO Forum

On a beautiful autumn day in mid-October — the kind of day Vermont is famous for — the International Academy of Management came to the campus of UVM to host the Global Forum on Sustainable Innovation and Business Transformation.

The event, co-hosted by the Grossman School of Business and The Sustainable Innovation MBA program, featured a keynote speech and conversation with Muhtar Kent, chairman of the Coca-Cola Company. Our MBA students also had the opportunity to listen to and network with some of the U.S.’s and Vermont’s most innovative business leaders.

Kent, who has made innovation and the transformation of Coca-Cola a vital focus of his time at the helm of one of the world’s most recognizable companies, told the Forum’s 150 attendees that, at Coca Cola, innovation flows from the power of partnerships — that the best ideas are often found on the outside.

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Kent also made the case that a “golden triangle” of forces — business, government, and social-mission organizations —  must come together to solve the world’s most pressing problems. Therefore, he said, business leaders must be master relationship builders.

The Forum also featured reflections by three forward-thinking business leaders. Mary Powell, CEO of Green Mountain Power; Brian Griffith, chairman of Griffith Foods; and Joey Bergstein, CEO of Seventh Generation, shared their own personal and organizational stories of transformation and innovation.

The Cap Raise: Introduction

EDITOR’S NOTE: This article is a collaboration between Cairn Cross of FreshTracks Capital and Diane Abruzzini ’17 of VENTURE.co Holdings, Inc. It is one of a series we will be publishing concurrently with FreshTracks Capital.  Cairn Cross co-founded FreshTracks in 2000, and has worked as Managing Partner of the firm since that time. Notable FreshTracks VC investments include SunCommon, Mamava, and Eating Well. Cairn has helped to build a true Vermont entrepreneurial ecosystem by hosting pitch events, accelerator programs, workshops, and teaching at multiple Vermont universities and colleges. He is a former co-chair of The Sustainable Innovation MBA Advisory Board.  Diane Abruzzini has built her career as a food and agriculture entrepreneur and business consultant. She was a student of Cairn Cross during her time at UVM’s Sustainable Innovation MBA program. After completing her degree, she spent time working for FreshTracks partners as an analyst. She currently works in marketing and communications at VENTURE.co Holdings Inc, who’s wholly owned subsidiary VENTURE.co Brokerage Services LLC is a FINRA-licensed broker-dealer.

U.S. Companies in multiple industries seek private capital to kindle a startup or fuel growth. Most entrepreneurs are aware of venture capital and angel investors as target sources of funds – pop culture shows such as Shark Tank and Dragon’s Den, as well as press-earning “unicorn” valuations – have earned ‘Venture Capital’ a spot in layman’s language. Far less understood is the work of investment bankers – particularly those raising capital in the private market.

We intend to discuss the differences between raising funding from venture capital firms and raising funding via broker-dealers. We’ll start with some general definitions.

A Venture Capital firm is most often a Limited Partnership (LP), managed by a team of General Partners (GPs). General Partners first obtain committed capital from accredited investors or qualified purchasers–Limited Partners–and use these commitments to form a fund. Each fund usually has a defined lifespan and specific industry or geographical focus. Typically, General Partners have full investment decision-making discretion over their Limited Partner funds, the funds have a defined life (typically 10 years) and investments in portfolio companies are made during the “investment period”, which is usually the first two or three years of the fund’s life. VC fund returns are reliant upon the sale of the fund’s stake in portfolio companies to private equity firms, strategic acquirers, or occasionally via an Initial Public Offering (IPO).

The number of U.S. Venture Capital deals per annum (post the economic recession of 2008) increased from 4,458 in 2009 to a peak of 10,444 deals in 2014 before slipping to 8,637 deals in 2017.  But despite the decrease in the number of VC deals per year from 2014 through 2017, there has been a marked increase in the dollar size of individual deals. This growth, in terms of investment and capital deployment, came alongside a rise of disruptors: technology-enabled companies whose business models cut long-standing, high-profit industries off at the knees. Continue reading “The Cap Raise: Introduction”

Practicum Scope Pitch Day!

The Sustainable Innovation MBA Class of 2018 is entering the home stretch.

On May 11, the cohort, faculty, and sponsoring companies gathered on UVM’s campus for what has become an inspiring demonstration of how the students have “put it all together.” Students spent the day “pitching” the scope and framework of their practicum projects — a capstone of The Sustainable Innovation MBA experience. Practicums call upon all the skills, insights, experiences, and learning the students have acquired over the past nine months.

The three-month practicum project is a full-time, hands-on experiential engagement with either existing companies or new ventures from the US and around the world focused on real challenges and opportunities in sustainable entrepreneurship. Practicum projects are composed of teams of 2-3 Sustainable Innovation MBA students each. Projects run from May until August, and culminate in a final report and presentation right before graduation.

Students pitched scoping for projects at companies such as Keurig Green Mountain, Griffith Foods, Essilor, Seventh Generation, and Caterpillar.

The deliverable for the practicum is a detailed and comprehensive business/action plan for the host organization.

Innovator-in-Residence: Donald Reed

This post was written by Kevin Hoskins ’18

As part of the Innovator-in-Residence series, Donald Reed recently visited the 2018 cohort of The Sustainable Innovation MBA program. Reed is currently a managing director in PwC’s (PriceWaterhouseCoopers) sustainable business solutions practice. Reed is also a member of The Sustainable Innovation MBA’s Advisory Board.

Reed got his start in advocacy and grassroots work in Michigan. He discussed the evolution of his thinking from an “us versus them” mentality (environmentalists versus business) to understanding business’s role in society (and the part that sustainability-minded professionals can play).

Reed then worked on economically-targeted investing focused on creating market-rate return investments that created housing opportunities for health care workers. He stressed to the cohort the need to “not be bound by what’s already been done and what other people tell you is possible.”

In order to better understand the world of finance, Reed then went back to school, getting his MBA in finance from the Stern School at New York University. He subsequently went to work for the World Resources Institute, a think tank, where he felt he had found “his people.” That experience led Reed to ask questions of himself that he posed of the class: “how do I see myself and how do I explain to others what I’m interested in and the capabilities I bring to bear on that?”

“Don’t be bound by what’s already been done and what other people tell you is possible.”

Reed is extremely well-read and stressed the importance of integrative thinking, tying these seemingly disparate frameworks that you learn throughout your life in a way that you can understand other people’s perspectives and translate them to a new area. There may always be someone with deeper expertise on a topic than you, but it’s important to understand enough of it that you can converse intelligently on the topic at hand.

Reed also discussed his role as a consultant, becoming a trusted advisor to numerous large organizations. He described the challenges of consultants face: to understand enough to analyze the situation at hand, identify the key drivers and distill that down, but then engage your clients by listening and becoming trusted, in order to help the organizations change.

His previous company, Sustainable Finance Ltd. was eventually acquired by PwC. In his current role, Reed and his team focus on what they call “Sustainability Strategy through Execution.”  They are currently focused on four main areas: cities of the future, social determinants of health, the future of reporting, and total impact and measurement.

Lessons and Insights from the Climate Cap Summit

This post was written by Shari Siegel ’18

Four members of The Sustainable Innovation MBA Class of 2018 — Ian Dechow, Andria Denome, Kaitlin Sampson and Shari Siegel — recently headed south to attend the inaugural Climate Cap Summit at Duke University. The Summit was a chance for our travelers to listen to and exchange views with professional investors, bankers, scientists, financial strategists and advisors, corporate executives, academics and MBA students from other schools on a variety of business, finance, political, and social issues related to climate change and other sustainability challenges.

The program opened with a keynote presentation by Scott Jacobs, co-founder of Generate Capital, and a conversation between Jacobs and Greg Dalton from Climate One.  Jacobs posited that the challenge of “clean tech” is not so much about invention as it is about infrastructure: energy, land, water, food and clean air are critical and are made available through infrastructure, which requires substantial capital up-front. Thus, while there are hundreds of infrastructure projects that it might be in economic actors’ rational self-interest to pursue, it is often difficult to get these projects funded.

For the owners/developers of the technology, the “Silicon Valley” funding model (a small investment in a small, early stage company with the potential for rapid growth at exponential returns) does not fit: these companies have proven (potentially improved) technology that requires substantial investment that will yield long-term steady, but not exponential returns. For the potential clean tech customers, investing in a large capital project with substantial up-front costs that turn what was an operating expense into a capital expenditure is a difficult decision to make, especially in the current capital markets environment where there is so much focus on short-term results rather than long-term sustainability.

The solution proposed by Jacobs and his co-founder at Generate, Jigar Shah, is to provide “infrastructure as a service” using project finance structures under which independent developers build and operate infrastructure owned by a special purpose company financed by Generate. It is, in many ways, a macro version of successful strategies studied by students in The Sustainable Innovation MBA in connection with bringing solar power, mobile phone service, and other technology to the base of the pyramid.

The opening discussion was followed by a discussion between Truman Semans, founder and chief executive officer of Element Strategies and Matt Arnold, global head of Sustainable Finance at JPMorgan Chase regarding environmental, social and governance (“ESG”) investing, the UN Sustainable Development Goals (“SDGs”) and risk management.

Attracting private investment in projects related to the SDGs requires reducing risk for the providers of capital. Among the strategies to further risk reduction is better (more transparent and standardized) disclosure relating to ESG matters.  The speakers noted the ESG disclosure scores promulgated by Bloomberg.  Another risk-reduction strategy is the one put forward in the Blended Finance, Better World discussion paper released for discussion by the World Economic Forum in 2017.[1]  It proposes using multilateral development banks to provide public money which can attract investment of private capital into major infrastructure projects in the developing world to meet the SDGs. Estimates are that investment of approximately US$6 trillion is needed annually to meet the SDGs.

Later panels returned to the subject of assessing ESG factors as part of fundamental long-term risk management.  While in the early days of ESG investing, such a strategy was thought to reflect a willingness to eschew higher returns in exchange for desired impacts, it is becoming increasingly clear that investors ignore environmental, social and governance aspects of a company’s operations at their peril and incorporating ESG factors into an investment strategy likely leads to better long-term performance.  As Ron Temple, head of US Equities and co-head of Multi-Asset Investing at Lazard Asset Management, said, it is “simply irresponsible” not to look at ESG factors in evaluating risk.

Elizabeth Lewis of Terra Alpha Investments, Mark McDivitt of State Street Corporation and Kate Gordon of the Paulson Institute agreed, particularly when talking about climate change. According to the 2017 Global Risks Report published by the World Economic Forum, extreme weather events and natural disasters are two of the top 5 global risks in terms of likelihood to occur and impact; water crises and failure of climate-change mitigation and adaptation are also in the top 5 global risks in terms of impact.[2]  The key to talking about business and climate change is to understand the pricing of climate change risk.

Fundamental risk and opportunity presented by ESG factors, especially those relating to climate destabilization, was hammered home again in a later presentation by Tiiram Sunderland of Bain & Co, who noted that climate change represents the biggest issue affecting business today.  He also noted that unless sustainability is embedded in the core of a business school’s curriculum, the school is failing its students. 

This last point was, of course, happily endorsed by The Sustainable Innovation MBA students.

[1]           See https://www.weforum.org/reports/blended-finance-toolkit.

[2]           See http://reports.weforum.org/global-risks-2017/

Wellington Management Talks About Investing in a Better Future

This post was written by Shari Siegel ’18

According to the Global Impact Investing Network (the “GIIN”), the financial markets will have to provide several trillion dollars annually if the U.N. Sustainable Development Goals (“SDGs”) are to be met by 2030.[1]  Thus far, impact investing has been mainly the realm of a small group of institutional and wealthy individual investors, but that situation is now poised for change.  The GIIN’s new framework is calling for impact investing to be “made more accessible by developing new products suited to the needs and preferences of the full spectrum of investors (from retail to institutional) and to accommodate the capital needs of various types of investees.”[2]

The Sustainable Innovation MBA Class of 2018 started Module 4 of its program with a visit from Meredith Joly, Christopher Kaufman, and Quyen Tran from Wellington Management arranged by Professor Charles Schnitzlein.  The Wellington trio came to discuss how the privately held Boston-based investment manager is making impact investing a viable option for a larger pool of investors.

First, A Little Vocabulary.  “Impact investing” differs from “ESG investing.”  ESG investing is a strategy in which investments, usually equity in publicly traded companies, are chosen because the issuers have environmental, social or governance practices that align with the investor’s values; the companies in question may or may not offer products or services that are intended to address social or environmental problems.  (For example, an ice cream manufacturer that is well known for its advocacy of better environmental practices and equality issues may be an ESG investment, but wouldn’t be an impact investment.)  Impact investing is a strategy in which the investor chooses investments with a view to addressing specific social and environmental issues.  The core businesses of the companies that the impact investor invests in are specifically aimed at solving one or more social or environmental problem.  (For example, a healthcare technology company that enables people in remote locations to have “virtual” doctor visits so that they can obtain otherwise unavailable or cost-prohibitive care could be an impact investment.)  The social and environmental issues impact investing usually attempts to address are subsets of the SDGs, including addressing adequate housing, access to education, healthcare, climate, water resources, etc.

Traditionally, impact investing has largely been done through large private investments in private companies.  Such investments would normally be limited to institutional investors or Very or Ultra High Net Worth individual investors (i.e., investors with more than $5 million to invest).  The Wellington team came to talk about how impact investing can be done through selecting publicly traded stocks, bonds and mutual funds, which are much more liquid and have much smaller minimum investment requirements than private equity, thus making such strategies more widely accessible.

The SDGs establish a common language for NGOs (non-governmental organizations), foundations, governments and private investors as they each work in their own ways to solve the world’s most pressing problems.  Supported by its large, centralized research team, Wellington has identified hundreds of publicly traded securities that provide capital for companies and projects whose core businesses and missions address SDGs in one of three impact themes: life essentials (housing, clean water/sanitation, sustainable agriculture/nutrition, and health), human empowerment (education and job training, digital divide and financial inclusion) and environment (alternative energy, resource efficiency and resource stewardship).  As the manager of its own equity and bond funds and subadvisor for third party funds, Wellington monitors and measures not only the financial performance of the securities in its portfolios but also the social and environmental impact the companies and projects are having to ensure that investor goals are being achieved.  This is an example of one more way business is being used as a force for good.

[1]           Global Impact Investing Network, Roadmap for the Future of Impact Investing: Reshaping Financial Markets (March 2018) at 9.

[2]           Id. at 49.

Is Wall Street Waking Up To The Benefits of Sustainability?

There’s something brewing among our economy’s biggest institutional investors, risk analysts, and economic forecasters.

Larry Fink is the founder, chairman, and chief executive officer of BlackRock, one of the world’s largest investment firms with over $6 trillion in assets under its management. Each year, Fink writes to the CEOs of leading companies in which its clients are shareholders. “As a fiduciary,” Fink states, “I write on their behalf to advocate governance practices that BlackRock believes will maximize long-term value creation for their investments.”

In this year’s letter, Fink urges business leaders to focus on “long-term value creation”. BlackRock also said its “engagement priorities” for talking to CEOs would include climate risk and boardroom diversity.

Also included in the letter is this paragraph:

“Environmental, social, and governance (ESG) factors relevant to a company’s business can provide essential insights into management effectiveness and thus a company’s long-term prospects. We look to see that a company is attuned to the key factors that contribute to long-term growth: sustainability of the business model and its operations, attention to external and environmental factors that could impact the company, and recognition of the company’s role as a member of the communities in which it operates. A global company needs to be local in every single one of its markets.”

As they say, read the whole thing.

BlackRock is not alone.  Fund giant Vanguard, which led a successful shareholder resolution on climate disclosure and strategies at ExxonMobil, also declared climate risk and gender diversity “defining themes” of its investment strategy.

Our mission at The Sustainable Innovation MBA is to build and launch the next generation of business, enterprise, and organizational leaders who are exceptionally well-equipped to create, and lead in, this new world.

Perfect Pitch: A Workshop with Cairn Cross

This post was written by Kevin Hoskins ’18

The members of The Sustainable Innovation MBA program at UVM were recently treated to a workshop on pitching by Cairn Cross. Cross is the co-founder and managing director of FreshTracks Capital, a venture capital firm based in Vermont that invests in early stage entrepreneurial companies. (He is part of The Sustainable Innovation MBA program’s Changemaker Network, as well as teaching the program’s class on venture capital.)

What is pitching? It is the art and skill of describing one’s project, entrepreneurial venture, or oneself in the minimal amount of words that communicates your message to the listener.  For startups and entrepreneurs, it is a skill that can be developed and honed over time with practice and feedback.

Cross began the workshop by outlining a number of different pitching styles. The first, is the one sentence pitch, as illustrated further by Adeo Rossi. It answers the question: “If you had to describe your company or mission in one sentence, what would it sound like?” For entrepreneurs, that response could look like this:

My (company) is developing (a well-defined offering) to help (the audience you’re targeting) (solve this problem) with (your secret sauce.)

The second style is the mantra. A mantra is a sacred verbal formula repeated in prayer, meditation or incantation such as an invocation of a god, a magic spell or a syllable or portion of scripture containing mystical potentialities.  Entrepreneurs and start-ups can use mantras to explain their mission in only a few crucial words. Guy Kawasaki, in his video Don’t Write a Mission Statement, Write a Mantra, gives a few helpful examples:

  • Starbucks: rewarding everyday moments
  • eBay: democratize commerce
  • Disney: fun family entertainment

The class was then asked to come up with mantras for The Sustainable Innovation MBA program. It’s important to remember that mantras should be short and sweet, but also outwardly focused. Your mantra should focus on the benefits that you provide to the customer.

Thirdly, Cross discussed the Art of the Pitch for entrepreneurs. The idea behind this is that entrepreneurs should always be prepared with a pitch handy for potential investors, co-founders, or partners. The pitch outline Cross illustrated and the questions you should answer in your pitch is as follows:

  • Title (name, organization, contact information)
  • The “Ask” (I am here today to ask you…)
  • The Problem (what is customer pain you will alleviate?)
  • Your Solution (why are we better?)
  • Your Management Team (why are you the one(s)?)
  • Your Business Model (how will you make money?)
  • Any Underlying “Magic” (what is your secret sauce?)
  • How Will You Reach the Customer? (sales/marketing)
  • Repeat the “Ask”

Cross noted that pitches should be as concise and succinct as possible. Remember that you can only speak at most 150 words a minute comfortably. It’s also helpful, Cross noted, to think of someone on your shoulder whispering “so what?” to better focus on the value your offer needs to create for others.

Lastly, Cross touched upon the idea of the personal pitch. Have a way to describe who you are what you do clearly and succinctly in a way that resonates with people. As a way to frame your personal pitch, think of these questions:

  • What’s your motivation?
  • What do you do well?
  • Why you?

Answering those questions is key to communicating your personal secret sauce.

Do you have a business idea that you’ve been working on? Can you say it in 140 characters or less? Tweet your business idea to @vtcairncross. Just remember to keep it concise!

Editor’s Note: What should we call a business pitch delivered by tweet? A “twitch”? Or a “peetch”?

Burlington Hosts “Slow Money” Food Economy Entrepreneurs

This post was written by Ariella Pasackow ’18

On December 6, Slow Money Vermont hosted its 3rd annual Entrepreneurial Showcase at the Main Street Landing Performing Art Center in Burlington. Together with the Moulton Law Group, Milk Money, Flexible Capital Fund, City Market, and other sponsors, the program brought together entrepreneurs and investors with a shared vision for local, sustainable food and farms. Slow Money Vermont “catalyzes new investment opportunities in the people, businesses and community that contribute to a sustainable food economy.” A project of the Farm to Plate Network, Slow Money Vermont is part of a national movement headquartered in Boulder, Colorado.

The Entrepreneurial Showcase presented two panels, along with opening remarks by Slow Money Vermont chair Eric DeLuca. The plenary panel was introduced by Janice St. Onge, president of Flexible Capital Fund, who discussed the life cycle of businesses and the need for a succession plan. Allison Hooper from Vermont Creamery and Bill Cherry from Switchback Brewing Company both spoke to their own exit strategies, and the challenges of thinking about selling your business before you even begin. After years of discussion and possible “suitors,” Vermont Creamery was purchased by Minnesota based Land O’Lakes in March 2017. Switchback Brewing became employee owned in February 2017, and changed their logo to reflect that decision: “Employee & Vermont Owned, Forever.” Matt Cropp from Vermont Employee Ownership Center also joined the panel to discuss broad based employee ownership programs and the ESOP model. Panelists offered advice to aspiring entrepreneurs to think about the culture that want to cultivate within their company and the legacy they want to leave behind.

Following the panel, five entrepreneurs presented a brief pitch, including an “ask” for capital and other resources, with time for questions and answers. Kimball Brook Farm, Zenbarn, Metta Earth, Kingdom View Compost at Tamerlane Farm, and Eden Specialty Ciders shared their story and plans for future growth, and showcased the diversity of businesses throughout the state. Audience members asked about the opportunities and challenges the entrepreneurs faced, and what they needed to help them succeed. Though each entrepreneur was seeking to solve very different problems, they were all committed to growing companies grounded in local, sustainable, and innovative business practices and beliefs. Additional information about the Slow Money Movement can be found here.