The Challenge of Raising Capital for Small Business The Cutting Edge Capital Solution

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Christine Fitzgerald
7 years ago
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1 The Challenge of Raising Capital for Small Business Raising capital is one of the most difficult challenges faced by today s entrepreneurs Bank loans are very hard to get Risk capital investors (angels and venture capital funds) expect high growth and rapid exit, which are not options for a huge majority of businesses Complicated securities regulations place severe limits on who can invest The Cutting Edge Capital Solution Cutting Edge Capital provides small and mid- sized businesses with the information, tools, and expertise they need to raise capital in a way that fits with their unique business model and long- term goals.

2 As experienced business lawyers, entrepreneurs, and marketing and finance experts, the CEC team has identified capital raising strategies that allow businesses to solicit non- traditional sources of funding. Our most popular tool is the Direct Public Offering. What is a Direct Public Offering (DPO)? A DPO means that securities can be offered to the public the offering can be advertised on your web site, on TV, on billboards, at events, etc. There are no limits on the number of investors, accredited or unaccredited (note that going over 500 non- wealthy investors or 2,000 total investors in a single class of equity securities can be inadvisable under some circumstances). DPOs allow you to Offer debt, stocks, and other kinds of investment opportunities to the public Advertise the investment opportunity to the public Accept hundreds and possibly even thousands of investors Raise up to $1 million (more in some circumstances) Do all this without breaking the state and federal securities laws. A DPO is a generic term that can involve several different legal compliance strategies, some of which are surprisingly simple and easy to do! CEC can help you understand which compliance strategy works best for your situation and ensure that your capital raising process is fully compliant with applicable law. Frequently Asked Questions How much can I raise? We work with you to determine how much you need to raise, to identify potential investors, and to estimate the amount you are likely to be able to raise. Based on this, we set a realistic fundraising goal together. Our DPO clients usually target between $500,000 and $5 million. In some cases the securities laws will limit you to a maximum of $1 million. Once you do one DPO, doing additional ones is relatively easy so that you can raise more when you need it. 2

3 How much will the financing process cost? The cost will vary a great deal depending on the type of investment you choose to offer, which states you want to make your offering in, whether any legal clean- up work is needed, how much assistance you need preparing your prospectus, etc. A DPO may cost as little as $15,000 or as much as $100,000. The average is $25,000. Our fees are payable in installments over a three to four month period. In some cases, we will defer our fees until you complete your raise. I am a start- up can CEC help me? Yes! Many of our clients are start- ups. DPOs can be effective for both start- ups and established businesses. How do I get investors? In most cases, your investors will be your customers, community, colleagues, and friends. There may also be affinity groups for your product or service that would be interested in investing in your business. We work with you to identify the most likely investors for your fundraising. We also announce your DPO to our networks. CEC does not find investors for you but gives you the tools you need to find the best investors for your situation and we coach you through the process of identifying potential investors and communicating with them. What if I don t raise the amount I set as a goal? CEC cannot guarantee that you will meet your fundraising goal. You may raise more or less than what you plan. However, we can help you set the most realistic possible goal and increase your chances of success by helping you find the best possible fundraising strategy for your situation. You are not obligated to complete the entire process. You may withdraw at any time without further payment obligation. Do I need to have a business plan before working with CEC? No. The more clarity you have about your business financial position and funding needs, the better we will be able to help you. But a formal business plan is not required. What are some examples of DPOs that Cutting Edge Capital has worked on? Farm Fresh to You is offering loans to California residents the interest is payable in credits for organic produce 3

4 People s Community Market is offering preferred stock to California residents to open a grocery store in Oakland Quimper Mercantile is offering common stock in Washington state to open a community- owned store in Port Townsend Real Pickles raised $500,000 by selling non- voting preferred stock to Vermont and Massachusetts residents Can people invest their retirement funds in my DPO? Yes! There is a tool called the Self Directed IRA that makes this a relatively simple process. Why is it better to raise capital from my community than to pitch VCs and angels? VC and angel investments are very difficult to get. You can spend months perfecting your pitch and never find an interested investor. As our pie chart shows, this kind of investment capital only represents about 4% of the total capital that is available for investment. The rest is in the hands of regular folks. Even if you do get this type of investment, it often involves giving up control of your company. Many say that when you get VC funding, you re hiring your new boss. And founders are not infrequently fired by VCs. When the deal between you and the investor is hammered out, guess who holds all the cards? You will probably be asked to live with some terms that you are not happy with, including a lower valuation than you might feel is fair. Also, VCs and most angels expect a fairly high return on their investment in a short amount of time. Most of the businesses they invest in don t make it, so the ones that do have to cover the losses for the others plus make a reasonable return for the wealthy folks that give their money to VCs to invest. You will almost certainly be pressured to put fast growth above all other concerns. The investor will also expect an exit event which usually means you will have to sell your company. When you raise money from a large number of small retail (non- wealthy) investors, you call the shots. You decide on the kind of investment you want, the offering price, and how your investors will ultimately exit. Your investors will not have any control over the business unless you want them to. 4

5 How do I know if I am a good candidate for CEC s services? If you can answer yes to most of these questions, you are likely to be a good candidate for a DPO. 1. Is your business something that might excite potential investors or appeal to a particular affinity group? For example, do you find that your customers love you and want to be your fan on Facebook? Does your business do something or operate in a way that has a positive impact? 2. Does your team have a reputation for integrity and honesty? Is your past free of any red flags that might make people think twice about investing in your business? 3. Do you have a track record of running a successful business? 4. Is your business model easy to understand for the average person or at least to a decently- sized affinity group? 5. Do you have a network of contacts and affiliations that could serve as a channel to get the word out about investing in your business? Examples could include your place of worship, professional associations, neighborhood groups, etc. 6. Are you comfortable with promoting your business to potential investors or do you have someone else on your team who can? 7. Do you or someone on your team have time to devote to a fundraising process? You may need to devote several hours per week to communicating with potential investors and completing compliance work. Remember, the average investor is increasingly hungry for an alternative to Wall Street. Many people would like to invest in businesses that reflect their values and/or benefit their own communities. According to a recent survey, approximately 50% of retail investors are interested in socially responsible investing. A DPO allows you to create those scarce alternatives that many investors are looking for. For more information, please visit CuttingEdgeCapital.com 5

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