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Capital Structure Theory:
ways to acquire capital
- - Retained Earnings
- - Sale of Bonds
- - Sale of Stock
- - Loans
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Venture Capital
Financing for new often high risk ventures - aka Early stage financing
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individual Venture Capitalists
- - wealthy people
- - aka as "Angels"
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Venture Capital Firms
- - these can be insurance companies.
- - retirement plans, 401k
- - large companies
- - colleges and universities
- - Venture Capital Companies themselves
- - Bane Capital (Mitt Romney)
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short term assets
cash, inventory, accounts receivables, and marketable security
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Venture Capital Realities
- - Is a large market but access to it is limited
- - it is also expensive affair
- - Typical Terms
- - 40% of equity (ownership of the company)
- - Preferred stock which has a stated divend with voting rights
- - Seats on the board of directors
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How to choose a venture capital co?
- - Terms are required
- - Financial strength
- - Experience
- - References
- - Exit strategy
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Selling Securities to the public
- Securities Act of 1933 - applies to all new securities.
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basic procedure Selling Securities
- - Official board of director approval
- - Prepare a registration statement for SEC
- - SEC reviews the above request , there is a 20 day work day period when they make this decision.
- - securites can't be sold til effective date
- - these were standard 1933 procedures
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Alternative Issue Methods
- - Get cash offer
- - Rights off sale to existing share holders
- - IPO , Initial Public Offering
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Firm Commitment
- the best for the company selling the stock , the under writer buys all of the shares right out and assumes
- responsibility for any unsold shares
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Best efforts
UW will sell as much as they can. and return the rest to the Co
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Dutch auction
price is determined by competitive bidding. Used for smaller amounts of shares that need to be sold
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Greenshoe
where the UW can go back and sell more shares at the offering price
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AfterMarket
- also know as Making the market, they want to sell 100k shares , 20K still needs to be sold still and there is not
- much interest in it. Artificially create interest by getting the company to buy some shares
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Shelf Registration
- allows the Co. through the basic procedure but decide not to go ahead with the sale. They have a 2yr window
- to hold it if they want until the time is right to sell
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Correct Pricing
Determine the offering price on stock or the interests rate on bonds
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