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Undaunted by the meltdown

Here's the next chapter in my 'What happened to Sempre' series.  If you haven't been reading along, the previous posts described why we decided to pull the plug, a look back at how we got started, building the team, and a discussion of our initial strategy of VC-style investing in public microcap stocks.

Once the market melted down in September 2008, we had to re-trench.  Our investor traction was gone, and we felt that we had to re-examine our proposed strategy in light of changing times.  As you may recall, there were a lot of people thinking that our economic world was coming to an end in the fourth quarter of 2008.  We decided to not do much fund raising during this time due to the high level of uncertainty.  Instead, we thought about alternative strategies.

First of all, our strategy of investing in microcap stocks had to go.  Although still economically viable (and remaining so today), there was no appetite for this type of strategy on the part of investors.  They were worried about continued downside risk and didn't see a lot of upside in a straight equity-only strategy.  That was coupled with increased risk aversion on the part of investors.  If we continued to pursue that strategy, we were dead in the water right then.

As some of our potential investors pointed out, one of our partners, Tim O'Loughlin, had an extensive background with venture debt.  This type of financing was very much lacking in the marketplace, particularly for later stage companies that may have trouble borrowing from banks.  We spent some time investigating this strategy and decided to pursue it.  Here's why:

First of all, most venture debt funds focus on lending to very early stage companies that have strong VC backing.  As a company, I never understood this.  If I am so early that I have no revenues, why would I borrow money to finance my product development?  Shouldn't my equity investors put more money into the company rather than use their funds to pay interest on a loan?  Here's the rationale that a venture debt firm will give you:  We will give you additional money so that you can get more work done on your Series A funding, hopefully earning you a higher valuation on Series B.  In exchange for that, we'll earn some interest and take a small warrant (option) position in the company in preferred stock.  If everything works out fine, that's all true.  The initial investors and management team will end up somewhat better off in this scenario.

But, not enough people think about what happens if things don't work as planned.  And, how often do things work as planned at a start-up?  If you fall behind plan, your lenders will get nervous and perhaps consider taking your last amount of cash in order to satisfy their loan.  At the least, they'll take up a lot of management and Board bandwidth getting reassured that additional capital will be coming into the company to service the loan.  Hopefully, the investors will realize that the lenders are expecting to get repaid and won't try to force them to convert their loan to equity.  This can lead to a game of 'chicken' being played with the company.  No one really wins these games. 

Why do venture debt players do this?  Because they are essentially loaning money to the venture capital firms and not the individual companies.  This 'off balance sheet' leverage can be helpful to a VC firm, and the risks are pretty low as long as the lender and VC investor have a good working relationship.  Despite this, I don't think that companies should borrow very much money until they have revenues to pay the loans back.  The issues and risks of the downside scenario don't balance out the upside opportunity.

That's where Sempre's Capital Access strategy fit in.  We were going to loan money to companies that had revenues and were at or near cash flow break even.  Most venture debt firms don't loan to these companies because they perceive the warrant upside to be smaller than with the early stage companies.  However, because capital is scarce, the interest rates you can charge are very attractive.  And, the risk of loss is likely to be lower.  Even if the company fails, they have a real, revenue-producing business that is more likely to have salvage value than an early-stage pre-revenue start-up.  Tim's track record bore this out, with consistent IRRs that would rival that of any tippety-top tier venture fund.  The money is returned to the investors (or recycled into new investments quickly), so the investment multiple might be lower than a venture fund.  But, assuming you can put the money to work again and again, an high IRR is the way to measure investments.

I won't go into the nitty gritty details of our strategy, but we certainly found a very strong deal flow of companies that had $4-$40M in annual sales and were at or near cash flow break even.  They were, in most cases, 'equity worthy' but couldn't or didn't want to raise additional equity capital.  Maybe their exsiting synidcate didn't have sufficient capital reserved for the deal.  Or, maybe the company had never raised venture capital and didn't want to start now.  In any event, we proved to ourselves very quickly that this was a viable strategy, and probably with higher caliber companies than we had at first anticipated.

Fund raising in 2009 was, of course, difficult.  Most investors had very limited liquidity to allow them to make new commitments.  And, first time funds always come under scrutiny.  We did find some investors who liked and were looking for venture debt, liked our strategy, our team, and our track record.  But, as chronicled in my 'pulling the plug' post, we couldn't get this over the finish line.  Traditional venture debt strategies tend to have returns that go up and down with VC returns.  They have been out of favor for many investors.  Sempre's strategy has been shown to be much more consistent, but it turned out to not be a benefit to be in the venture debt bucket.

The last chapter of my Sempre story will cover what I am thinking of doing next and why.  Stay tuned.

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