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What do private equity investors look for?

G Davies - Business Funding in tough times

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BEN event - Business funding in tough times - 9th Feb 2010

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  • 1. What do private equity investors look for?

2. Agenda

  • Introduction
  • How is private equity different from venture capital
  • What private equity investors look for?
  • What private equity offers investee companies
  • An example transaction e2 train
  • Conclusions

3. Introduction

  • Your presenter:
  • Guy Davies
    • Managing Partner
  • WestBridge Capital
    • Experienced private equity provider
    • Investing 1m to 5m in profitable SMEs across the UK
    • Offices in Cardiff and Reading

4. Agenda

  • Introduction
  • How is private equity different from venture capital
  • What do private equity investors look for?
  • What private equity offers investee companies
  • An example transaction e2train Limited
  • Conclusions

5. What is private equity?

  • Private equity is medium to long-term finance provided in return for an equity stake in potentially high growth unquoted companies defined by the BVCA
  • Generically (our definition):
    • venture capital (VC) refers only to investments in early stage and expanding companies (seed expansion)
    • private equity (PE) refers to investment into established profitable companies (buy-in, buyout and development capital)

6. What is private equity? 7. How do private equity fund managers earn returns for their investors?

  • Relative source of value creation depends on the type of fund
  • Debt is an increasingly important source of value creation as transaction size increases
  • Venture capital returns typically do not rely of debt repayment

8. Agenda

  • Introduction
  • How is private equity different from venture capital
  • What do private equity investors look for?
  • What private equity offers investee companies
  • An example transaction e2train Limited
  • Conclusions

9. What do private equity investors look for?

  • Businesses that they can develop with management to make more valuable hands on supportive approach
  • Typically value creation comes from
    • profit growth
    • increase in sale multiple compared to acquisition multiple
    • repayment of debt
  • Look to earn an IRR of 30% and 3x money multiple

10. Illustrative business

  • Acquire a business for 8m
  • Improve its performance over 4 years
  • Sell the business in year 4 for a slightly higher multiple
  • Use a combination of bank debt and equityto earn a target returns

000 Year 0 Year 1 Year 2 Year 3 Year 4 Acquisition price 8,000 Profits1,500 1,600 1,900 2,000 2,200 Multiple 5.3x 6.0x Sale price 13,200 11. What do private equity funds look for?

  • An identifiable competitive advantage or USP
  • A sizeable market for the companies product/service
  • Strong cash flows
  • Prospects for significant growth within 5 years
  • Management ability to exploit the opportunity and control the company through its growth stage
  • Potential reward that justifies the risk
  • Potential financial return on the investment that meet their investment criteria
  • Clear exit route
  • More details in the WestBridge Brochure

12. Agenda

  • Introduction
  • How is private equity different from venture capital
  • What do private equity investors look for?
  • What private equity offers investee companies
  • An example transaction e2train Limited
  • Conclusions

13. What private equity offers investee companies

  • Experience of successfully scaling businesses
  • Non Executive Director (s)
  • Rigour of review through monthly Board Meetings
  • Acquisition experience
  • Utilisation of contracts and networks to develop the business smart money
  • Input in to growth planning and creation of milestones for management to meet

14. Agenda

  • Introduction
  • How is private equity different from venture capital
  • What do private equity investors look for?
  • What private equity offers investee companies
  • An example transaction e2train Limited
  • Conclusions

15. e2train Holdings Ltd

  • Investment size:c1.25m investment
  • Deal type:MBO
  • Nature of business:e-learning software
  • No. of employees:34
  • Investment date:October 2009
  • Deal team:Valerie Kendall, Sandy Smart, ScottBarham
  • Funding source: WestBridge Partners, team and HNWs

16. Deal Timeline & Key Issues

  • WestBridge won because of enthusiasm for deal, and contact base which could deliver the value-add post completion, despite deliverability uncertainty due to lack of established fund
  • WestBridge delivered the deal on the same terms as in the agreed offer in June 2009.We did not seek to renegotiate the deal at any point

Date September 2008Deal negotiated between e2train management and vendors February 2009Introduced to WestBridge by Gambit Corporate Finance March 2009 e2train acquired a small competitor June 2009WestBridge won exclusivity with managementOctober 2009 Deal completed 17. Why we liked the opportunity

  • Impressive CEO responsible for strong performance to date
  • Management team ambitious and focused on growth opportunity
  • Management rolling over all proceeds, and investing further
  • Opportunity to broaden share ownership and align interests
  • Opportunity for the CEO to grow the board, and further professionalise the business
  • Significant growth despite economic recession
  • We knew a first rate chairman candidate, who had taken a similar sized software business through next growth phase
  • Loyal, blue chip customer base, with no dependency and excellent retention rates
  • Recurring revenue streams, and strong pipeline which underpinned future growth
  • Operating in a growing and increasingly global market
  • Modest acquisition price, and opportunity to structure with minimal external debt

18. Adding value during the holding period

  • Introduced John Caines, associate partner, as NXC (experience, engagement, team dynamic)
  • Started process of improving governance through new board protocols, etc
  • Introduced potential customers (Thompson Reuters, Vodafone, VT Group, O2), directly and through fund investors
  • Introduced potential channel partners (HLC, Meta Morphose), directlyand through fund investors
  • Ensuring all board decisions are made with context of future exit
  • Work with board to consider organic and acquisition opportunities
  • Potential further funding

19. Exit Strategies

  • Alignment of interest management and WestBridge
  • Maximising value on exit
  • 1) increase earnings during holding period
  • 2) increase multiple on exit
  • 3) increase cash generation during holding period
  • Being pro-active about promoting the business
  • Expectation of 3 to 4 years, however, flexibility regarding timing
  • Using the skills of the corporate finance community
  • Professional auction process
  • Trade sale . or maybe secondary buyout

20. Agenda

  • Introduction
  • How is private equity different from venture capital
  • What do private equity investors look for?
  • What private equity offers investee companies
  • An example transaction e2train Limited
  • Conclusions

21. Conclusions?

  • Private equity is a relevant source of capital to help scale SME companies
  • Private equity investors are fund managers who have return targets
  • Attractive returns can be earned by managers and investors from deploying capital in the right type of business
  • Good quality investors bring more than money experience and business contacts
  • Alignment of interests between managers and investors is key

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