Friday, February 10, 2017

Is Private Equity or IPO an enabler or a deterrent for Growing Private Businesses


I feel very concerned to see that the corporate world has a predominance of “Finance”.   

Finance was originally and rightly a service to Business.  Now it has become Primary and the Business itself, secondary.

If a Founder/Owner of a high potential business, wants to grow his company, there’s a tendency to jump to a “I just need Finance” solution.   As if getting the Finance will make the business automatically grow…..and all other aspects will fall in place, automatically.

This mindset has been created and reinforced by the hordes of Finance MBAs who, mostly without Business/Operations experience, become deal making Investment Bankers.  “If you want your company to grow, but naturally the FIRST step is to get Finance.  I can get you an investor.”

This is a big mindset problem and guess who profits from this the most?  The Investment Banker.  He has to just broker a deal and he goes away with his hefty brokerage commission … leaving the Owner/Founder to “manage” thereafter.

 Let me illustrate with an old joke …..
Jim, an HR Manager died, reached the Pearly Gates and was given an promo offer.  “You can go and tour both Heaven and Hell personally and make a choice.”  Down in hell it was like one big party – beautiful people laughing, drinking, gambling.  Exciting and action packed.  In Heaven, it was quiet chanting , soft music, white clouds, wings & robes and serenity all round.  Quite boring, he thought compared to Hell.  “What’s your decision Jim?” God asked.  “Heaven is nice, but hell is better.  I choose hell.”  He was reminded that there’s no going back once the contract was signed.  But he was clear. Hell.   Upon arrival into hell, he was immediately chained and thrown into a vat of boiling oil. He couldn’t understand what was happening. This was nothing like the hell he visited earlier. He called out to the God for an explanation. “Don’t confuse recruitment with induction!” replied God.

Same tragic comedy awaits when Founders/Owners are lured with offers for PE Funding or IPO.   Founders/Owners are often blinded by the beautified hell.  They think, or rather hope, that the equity infusion will solve all problems of their companies.

The fun starts after a year or so.   Once the Private Equity infusion deal is signed or IPO done, the pleasures of recruitment start dwindling and the pains of getting inducted surface. 

What is really happening?

The Founder/Owner who once had a calf (business) and a Vision…..A Vision to nurture and grow it into a healthy cow….. so it can give a lot of milk and …….birth to more calves ..…..nurture these calves to become cows and so on.  

What does the Private Equity or IPO Investor want?  “Just shut up and milk the calf.  No need to grow the calf.  I need an exit.”

The Founder wants to make his company healthy ….balanced between Short Term and Long Term goals……where professional managers and employees too can thrive.

The Private Equity or Stock Market wants quarterly performance reviews.

I’ve seen this story unfolding so many times.   Ad nauseam.

In all those cases, the problem was that the Founder/Owner was made to sacrifice the “create a healthy company” goal for the “make money” goal.

Read this twice.  It is not easy to accept.

If the Founder/Owner has no substantial majority stake in his company or has given away disproportionate rights to the Investor, he becomes an employee in his own company…….forced to the “milk the calf” at the cost of “creating a healthy company”.  In the worst cases, PE Funds are known to be micro managing the Founder/Owner in the name of helping with Strategy/Management, thus restricting the flexibility of the company.

Let me put it clearly.

The focus of the Owner/Founder should be on ensuring GOOD HEALTH for his company.

At each stage of the Lifecycle, if the Owner manages in a way that creates a “healthy company”, then “making money” would have been an automatic outcome. 

The reverse in not true.  Focus on “making money” is myopic and can deter to the health of a company.
What will ensure a “healthy company”?  Good Management.   

The role of Management is to make the company healthy, whether it is an “struggling to grow” company or a “struggling with growth” company or a company making a treacherous transition from Owner led to Professionally Managed organization.

I’ve seen strong Family Managed Companies asking for Equity from PE Funds, with a begging bowl.  What a pity!   In case of a healthy company, I dare say, the PE Fund will chase it.   The company will have a bargaining power equal to, if not more than, that of the PE Fund.     The deal will be between equals.

The questions that remain :
-          What exactly is a “Healthy Company”
-          Is the definition of “Health” same in the Infancy, GoGo, Adolescent and Prime stages of the Lifecycle?
-          What constitutes “Health” at each stage of the Lifecycle?  Is there an elaborate description of “good Health” at each stage?
-          What is the role of “management” to ensure good Health?  How does it change at each stage of the Lifecycle?
-          Does it mean that Equity infusion by PE/IPO is per se bad or completely unnecessary?   How can good management ensure bargaining

Let's deal with these questions in Part 2 of the Blog.


To conclude this insight : “Healthy Company” should be primary goal of the Founder/Owner and the way to ensure that is “Good Management”.   If it is, then equity funding via PE/IPO can be an enabler to growth.