This is the first of the three-part learning program for a business to understand the importance of equity funding for business growth and financial turnaround. The three parts of the program are:
1. Strategic financial concepts for a promoter of technical background
2. Process of equity funding
3. Factors for success of equity funding deal
This presentation file is on the first part. It covers what is the no-nonsense financial objectives of a business, how it is measured, what are the aspects of it, what are the types of it, how to improve it, why medium businesses stagnate or become NPA, etc.
The presentation also tells a business how to focus more on returns than on profits, what are the factors apart from profit that affect returns. It also tells various types of sources of capital for a business. This presentation creates a background to understand the equity funding process in a business.
3. APOHANTM Profile: 22 years of work experience in the M&A, financial,
corporate, strategic role with the most prestigious companies of
India.
Companies: Worked in RIL, GAIL, CRISIL,
PricewaterhouseCoopers (PwC), Isolux Corsan, Delhi Integrated
Multi-Modal Transit (DIMTS), Bluestream Infrastructure
Sectors: Engineering, chemical & other process, construction,
energy, transport, information technology, social infrastructure
Domains & functions: Expert in M&A, corporate management,
financial models, business contracts, business strategy,
transaction advisory, business alliance management, contracts,
finance, banking, greenfield projects, CEO training, etc.
Graduation: BE (Mechanical) from College of Engineering,
Pune (COEP), 1998 Batch
PG: MBA (International Business) from Indian Institute of
Foreign Trade (IIFT), New Delhi, 2003 Batch
LinkedIn Profile: https://www.linkedin.com/in/arunjoshiapohan
Arun Joshi
An M&A advisor with
professional experience of
22 years across industries,
sectors, projects,
geographies in the reputed
companies in India.
Speaker Profile
4. APOHANTMProgram Overview - 1
Strength of Indian SMEs
Journey Of A Successful Business
Reasons For Financial Distress
Effects Of Absence Of Funds
What Is An Unviable Business?
Financial Viability And Capital Unavailability
What Is Capital?
How To Compute Capital Requirement?
Existing Capital
Additional Required Capital
Amount & Time
Capital Shortfall!
Threshold Minimum Capital
Indian SME Capital Situation
https://www.apohanconsultants.com/funding-indian-sme-business/
https://www.apohanconsultants.com/about-apohan/our-people-leaderships/chairmans-message/
Aspects Of Capital
Where To Prefer LOANS
Disadvantages Of Loans
◦ Stress On Cashflow
◦ Eligibility Is Rule Based & Not Merit Based:
◦ Personal Property As Security
◦ Not Available In Hard Times
◦ Rigid Terms
◦ No Difference Between Wilful And Innocent
Defaulters
Options For Raising Capital
ACCESS TO Equity CAPITAL For SMEs
◦ Limited Resources To Raise Capital
◦ Banks Don’t Understand Business:
◦ Brokers’ Role
5. APOHANTMProgram Overview -2
https://www.apohanconsultants.com/funding-indian-sme-business/
https://www.apohanconsultants.com/about-apohan/our-people-leaderships/chairmans-message/
EQUITY FUNDING: Why Rare in Indian SMES?
Investor Perspective
Advantages Of Equity Funding
Available In Distress As Well
No Stress On Cashflow
No Repayment, Exit Provision For Some
No Restriction On Amount
Benefits Of Synergies And Financial Experience
Long-term Investment
Disadvantages Of Equity Funding
Hectic Due Diligence At Entry
Sharing Of Control And Financial Fortunes
ELIGIBILITY ENHANCEMENT For Equity
Technical & Operational Merit
Market & Marketing
Financial Record
Financial Integrity
Internal Documentation
Transaction Deliverables
Professional Business-setup
Professional Conduct
Time-frame Available
Knowledge Of Process
Readiness For Rigorous Process
Investor Network
Communication
Soundness Of Offer
7. APOHANTMKey Takeaways
Why should a business take equity funding?
How to get equity funding even in most difficult business circumstances for financial turnaround?
How to get equity funding for business growth, new initiatives, new products /markets/projects?
How to attract equity investors to your business?
How to become eligible for equity funding?
How to get maximum valuation for your business?
What should be deal/contract/profile strategy for getting equity funding?
What are the key deal success factors
How to carry out equity funding in your company (step-by-step, guide)?
8. APOHANTMProgram Instructions/Information
Program PPT will be shared with the participants
Certain contents will displayed directly from www.apohanconsultants.com
Share your contact & business information in chat the way we do in physical meetings
Keep video & audio on mute so long as not required
Record the session if you want to listen again
Text your questions in the chat window
These questions will be taken in the last 10 minutes
There will be test /exercise to be completed at home
Feedback form link will be shared
New participants can join by EOD, today
All materials, PPT, weblinks will be shared as per MCCIA policy
9. APOHANTM
Section 2:
Root Causes of
Stagnation & Financial Distress in SMEs
Business functions, Time use, Promoter Stress, Reasons of distress
10. APOHANTM
Alone, An SME Businessperson Can’t Manage…
CORPORATE FUNCTIONS
Group/ Corporate structure
Shareholder relations
BOD performance
Investor/bank relations
Strategic management
Mergers & acquisitions
Business alliances, JVs
Corporate management
Corporate governance
Risk management
TECHNICAL FUNCTIONS
Project plan
Project management
Certifications
Supplier development
Inbound logistics
Production, manufacturing
Operations & Maintenance
Quality management
Marketing
Business development & sales
Distribution channel
Research & development
SUPPORT FUNCTIONS
Administration
Human resources
IT – HW, NW, SW, SM
Financing
Financial management
(Business) Investment
Legal
Knowledge management
Compliances
Public relations
CSR
Industry memberships
We see that an SME business leader carries out a wide variety of professional roles with
relatively a very few support staff & without much corporate policy framework apart from
managing personal & social life.
11. APOHANTM
Long Experience Too Looks Short When…
Business side
◦ Complexity of business: Increasing every day & leading to
stress
◦ Compulsory new learning: An intellectual compulsory tax
◦ Brainstorming on long-term strategy: Rarely undertaken as
time is left for the same.
◦ Absence of systems: Prevent increased scale of operations
or required more personal attention
◦ Risks: Exposure to unknown without mitigation measures
in place
◦ Dissatisfactory growth: Despite growing market, possession
of technical/operational competence
◦ Decline in returns: As working on capital structure &
financing strategy is unattended
◦ Consultants: No satisfactory experience with problem .
Business growth is directly dependent on businessperson’s own time contribution.
His/her time being limited, there is a natural upper limit on the growth potential of the company.
Personal side
◦ Personal pursuits: No quality time to expend
the earned wealth
◦ Family life: Heavy sacrifice due to business
commitments
◦ Social, philosophical, spiritual side: take
second seat.
◦ Financial & reputational security: Not there
dues to volatile business environment.
◦ Physical health: poor due to haphazard
business schedule
◦ Business relationships: test limit of
psychological sensitivities.
◦ Frictional relationships: with business
stakeholders such as employees, suppliers,
clients, lenders, etc
12. APOHANTM
Transactions
Goods Services
Business Services
Business Consulting
Management
Consulting
Strategic Consulting
Growth / Turnaround Financial Excellence Corporate Development
Compliance Consulting Regular Management
Operational Excellence
Technical
consulting
Non-consulting
services
Public services
Works
Wastage of the Most Precious Corporate Commodity:
Top Management Time
BROKERS
Allocate more time for:
1. Corporate development,
2. Financial excellence
3. Operational excellence
4. Growth
5. Turnaround
Allocate less time for:
1. Compliances,
2. Routine management,
3. Brokers,
4. Standard market cost
work.
13. APOHANTM
Reasons for Financial Distress…
FINANCE RELATED
No financial planning
No financial analysis
Poor cash management
Insufficient capital provisioning
Shortfall in working capital
Delayed recovery of receivables
Reducing profitability
No risk mitigation measures
Price war, stagnation
No computation of overheads
Improper allocation of overheads
No provisions for contingencies
Poor credit rating, CIBIL
Poor bank relations
OPERATIONS RELATED
Absence of project plan
Delays in project completion
No necessary certifications
Absence of marketing infrastructure
Poor contracts with clients
Loss of key customers
Ineligibility for tenders
Absence of efficient procurement
Low capacity utilization
No product basket rationalization
Frequent shutdowns
Rejection due to poor quality
Absence of innovation
Unexpected regulatory development
Poor documentation, communication
MANAGEMENT RELATED
Office politics
Friction in the management
Loss of business partner
High attrition of employees
Loss of key employees
Frauds & corruption
Absence of policies
Poor reporting structure
No professional training
Poor working culture
No use of modern technology
No business data to analyse
Absence of compliances
No participation in industry activities
Success needs all success factors together!
Failure needs aggravation of just one failure factor!!!
14. APOHANTM
Need & Role of Equity Funding Advisors
Getting out of financial Distress
Businesses face internal & external risks
They can be further classified into within
control & out of control types
Occasionally, businesses face risk events
and financial problems starts
Old financial problems bring in new
financial problems
The business is still attractive if a fresh
capital is infused
Banks & institutions have their rule book &
don’t understand business merit, don’t lend
The technocrat promoter is not aware of
private, case-based investors.
Coming out of business stagnation
Business develops huge competencies &
network of clients over time
Demand is growing & margins attractive
Businessperson doesn’t have time to
dedicatedly undertake growth initiatives.
Banks & institutional investors refuse to lend
without security, margin money, guarantee,
etc.
There is no documentation & financial model
to analyze the potential returns for all.
As opportunities see an end, negativity seeps
in.
These companies can’t afford to have permanent high quality staff to look into this. They
don’t know how to find & coordinate with various consultants.
Custom, end-to-end solutions are rare!
16. APOHANTM
What is financial objective of a business?
To make more money
To make more revenue
To make more profit
To increase net-worth
To make more returns
To increase market capitalization
To increase valuation of a business
To fulfil a social need such as employment
To increase economic activity in the country
To meet all stakeholder expectations
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16
Even the most professional SME businesses fail to identify & measure the most crucial business metric!
17. APOHANTM
Difference between Profit & Return
Comparison of Profits & Returns
Profit is on revenue
Returns are on investment /capital
The to are related as well as unrelated
Large profit margin does not necessarily mean
higher returns
Speed of rotation of capital is important
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APOHAN CORPORATE CONSULTANTS PRIVATE LIMITED
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Concept of return
How much return to expect?
Comparison perspective
Internal rate of return
Concept of financial risk
Perspective - Return on capital & return
on equity
Effective result – Post-tax rate of return
Unit- % of capital per annum
Just treat your business as a bank FD to understand what is return!
18. APOHANTM
Relation between Profit & Return
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Assumptions:
Suppose you invest 800 in fixed capital, 200 in
working capital; total 1000. Suppose you sell
goods of 500 for 6 times in a year = 3000.
Suppose you make 8% net profit = 240.
Computation
Your return = 240/(800+200)= 240/1000= 24%
per annum
Equation:
Return% = (Profit%* revenue possible in one
cycle with the given capital * number of such
cash conversion cycles in one year) /capital *100
Degree of complexity in computing return
Single transaction
Number of sales cycles in a period
Number of periods
Leveraging
Investments
Complex corporate transaction
At zero profit, you add to GDP equal to your revenue!
Profitability (%) is not the only contributor to good returns!
19. APOHANTM
Various Names of Returns
7/11/2020 APOHAN CORPORATE CONSULTANTS 19
Perspective basis:
•Return on capital
•Return on equity
Term perspective
•One year - ROE
•Project life - IRR
Composition of capital
•All capital = ROCE
•Equity = ROE
Decision perspective
•Expected rate of return
•Required rate of return
•Hurdle rate
•Min. expected rate of return
•WACC
•Discounting rate, interest rate, inflation rate
Tax consideration
•Pre-tax return
•Post-tax return
Accuracy perspective
•IRR = Simple
•XIRR = Irregular cash flows
•MIRR = Multiple roots of binomial equations
•XMIRR = Both
20. APOHANTM
Concept of capital
Forms of Capital by nature
Equity
Debt
Grant
Schemes
Combination of above
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APOHAN CORPORATE CONSULTANTS PRIVATE LIMITED
20
Return on what? – Capital!
Money irretrievably locked in business is capital!
Retained earnings – There is nothing called original capital !
Cheap capital (is good but) doesn’t make a business viable…
What does “We need more capital for our business mean????”
Forms of capital by application
Fixed capital
(Net) Working capital
21. APOHANTM
Time Aspect of Capital/Investment
Comparison with fixed deposit
Deposit earnings – uniform, fixed
Business earnings – fluctuating
Deposit term - fixed
Business investment period
Infinite? Undefined? Subjective?
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Debt is like a floating rubber ball!
Business is like a continuously peddling swimmer!!
Timing
How much & when
Requirement of additional working capital
Liquidity management
Cash flow
Time value of money
Inflation
Interest rate
22. APOHANTM
Business – A Money Cycle
Money box
Owner is shareholder
Manager is BOD
Givers
Promoters, shareholders, lenders
Credit- Suppliers, employees
Investments
Clients, etc
Takers
Suppliers, employees
Utilities, services, overheads
Government – Tax, compliances
Lenders
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The only real source of
business income is:
Client!
More the professionalism, more the capital participants!
More the participants/participation, more the capital!!
More the capital, more the absolute return!!!
23. APOHANTM
Section 4:
Strategic Financial Responsibilities of
a SME Businessperson
Financial roles, levels, financial performance, elements of financial
strategy, cost of cost focus
24. APOHANTM
Types of financial roles
The responsibility of getting money in the company is more of the
businessperson than that of the CFO!!
◦ Financing / Funding
◦ How much money to bring
◦ How to bring
◦ How to redeem
◦ Financial management
◦ Accounts, audit, tax
◦ Budgets, projections
◦ Compliance, reporting, control
◦ Investment management
◦ Where to invest excess money
◦ What new projects to undertake
◦ How much dividend to pay
◦ Private Business Investment
25 graded financial health conditions of an SME:
From
High growth, high profitability, high stability, high sustainability
to
Defaults, losses, capital destruction, auction, liquidation, civil
litigation, criminal litigation
https://www.apohanconsultants.com/financial-strategy/bad-
financial-management-business-journey-from-grand-success-to-
abysmal-failure-in-25-steps
25. APOHANTM
Levels of Financial Knowledge
◦ Accountant’s financial knowledge:
◦ Typically done by commerce graduate or CA
◦ Record of what happened in the past
◦ Compliance, recording, filing, statutory
◦ Manager’s financial knowledge
◦ Budgeting & planning
◦ Profit increase orientation
◦ Businessman’s financial knowledge
◦ Most important
◦ Requires knowledge of only basic mathematics
◦ Financial decision making
◦ Strategic financing
A businessman typically gets too deep into compliance, reportings, filings, tally, regular
accounting, cash handling, etc rather than financial trends, profitability, returns, competition,
strategic corrections & FINANCING!
26. APOHANTM
Six Simple Ways to Grow A Company
The Technocrat Promotor’s Role
1. Increasing Volume of Sales/Supplies
Increase production capacity
Add new production capacity
Use all existing production capacity
Produce what sales
Market all production
2. Increasing Prices of Goods/Services
Increase quality
Identify right buyers
Market properly
3. Reducing Cost of Production/ Delivery
Reduce volume of inputs
Reduce cost of all inputs
Identify contribution of each project/ product
Increase quality of inputs
Increase quality of processes
Increase efficiencies
There are three more areas of investment of excess money!
The Financer Promotor’s Role
1. Making available “adequate” capital
So that profit opportunities don’t go to others
Arrangement of all foreseeable requirements
Arrangement for risk events
2. Reducing the cost of capital
Lesser than cost to peers from same source
Much lesser than existing ROI
Strategic fit with capital structure
Favorable T&C
Easy repayment possible
3. Reducing cost of raising capital
Reduce statutory, compliance charges
Reduce professional’s fees
Reduce taxes
Reduce Apohan fees
27. APOHANTM
Elements of Financial Strategy (1/3)
Working capital
Working capital management
Cash flow management
Improvement in cash
conversion cycle
Supplier contracts
Client contracts
Bill discounting
Re-finance
Strategic finance
Financial strategy
Financial plan
Capital structure
Financing strategy
Financial performance
improvement
Financial risk analysis
Investment strategy
Financing strategy
Mergers & acquisitions
External commercial borrowings
Financial restructuring
Financial turnaround
APOHAN CORPORATE CONSULTANTS PVT LTD WWW.APOHANCONSULTANTS.COM
28. APOHANTM
Elements of Financial Strategy (2/3)
Special financial solutions
Project finance
Export finance
Lease strategy
Licensee contract
Royalty contract
Local joint venture
Joint ventures with FDI
Operation finance
Product pricing strategy
Product basket rationalization
Fixed & variables cost management
Management & allocation of
overheads
Insurance strategy
Technology transfer agreements
SME finance
Government schemes
Management of bank guarantees
APOHAN CORPORATE CONSULTANTS PVT LTD WWW.APOHANCONSULTANTS.COM
29. APOHANTM
Elements of Financial Strategy (3/3)
Financial Training
Strategic financial training for
businessmen
Financial training for non-
finance management
Discreet matters
Business valuation
Financial models
Debt contracts
Equity contracts
Financial negotiations
Investor relations
Financial policies
Organization of finance
department
Financial growth strategy
Directorial remuneration
Key personnel remuneration
Financial KRAs of top
management
Tender policy
Budget policy
Dividend policy
Financial data & software strategy
APOHAN CORPORATE CONSULTANTS PVT LTD WWW.APOHANCONSULTANTS.COM
30. APOHANTM
Financing Fatality: Cost Focus Costs Heavily…
Cost of finance should take second seat with respect to…
◦ Capital structure: (capital ratios, long-term implications, liabilities)
◦ Ability to repay: (Schedule, moratorium, DSCR, cash flow projections, etc)
◦ Terms & conditions: (drawdown, convertibility, voting power, etc)
◦ Total cost of finance: (interest, cost of equity, processing fees, etc)
Logical process of preparation of Financing Strategy
◦ Assessment of appropriate investment amount to be mobilized and its phasing
◦ Assessment of possible internal sources (accruals, promotors, shareholders, ESOPs, rights, etc)
◦ Selection of external source type (debt, equity, grant, mix, their types, etc)
◦ Selection of the specific instrument/contract (DVR, preference equity, bond, ECB, etc.)
◦ Selection of funding entity type (Private individual, PE, VC, Bank, FDI, etc)
◦ Approaching of a specific funding entity that meets the criteria
Cost of finance is not all about financing!
A superficial management of funding/borrowing leads to major corporate failure!
31. APOHANTM
Section 5:
Funding options for a SME Business
Equity, Debt, Grants & Schemes, DisciplineActions, Encashments.Customers, Suppliers, Cost Cutting,
BreathingEasy, ForeignFunds, Corporate Issues, Restructuring, M&a
32. APOHANTM
Options For Raising Capital
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APOHAN CORPORATE CONSULTANTS PRIVATE LIMITED
32
EQUITY:
DEBT:
GRANTS & SCHEMES:
DISCIPLINE ACTIONS:
ENCASHMENT:
CUSTOMERS:
SUPPLIERS:
COST CUTTING
BREATHING EASY:
FOREIGN FUNDS:
ISSUES:
RESTRUCTURING:
M&A
https://www.apohanconsultants.com/funding-indian-sme-business/
1. Getting money without compulsory obligation
to return
2. Getting money with an obligation to return on
time & returns on its
3. Borrowing time
33. APOHANTM
7/11/2020 APOHAN CORPORATE CONSULTANTS 33
Options For Raising Capital(1/5)
Equity
• Promoters’ equity capital
• Equity capital from non-
promoter initial
shareholders
• Equity capital from
directors
• Equity from general
public fruit initial public
offer (IPO) for follow-on
public offer (FPO)
• Private institutional
equity
• Private individual equity
• Investment trusts
• Family offices
• Wealth management
companies
• Purpose specific equity
funds
• Seed funding, angel
funding, venture capital,
crowdsourcing
• All other forms of equity
Loans
• Bank loans
• NBFC loans
• Other institutional loans
• Loans from friends and
family
• Credit from various types
of funds that lend
businesses
• Preference equity capital
• Debentures
• Corporate bonds
• Interest free loan from
directors
• Inter corporate loans from
related companies or and
related companies
• Interest free advances
from several stakeholders
• Project Finance with
minimum margin money
• Working capital finance
• Unsecured personal loans
by the directors
• Loan against pledged
shares by the
shareholders
34. APOHANTM
7/11/2020 APOHAN CORPORATE CONSULTANTS 34
Grants & Schemes
• Grants from government or
private institutions
• Financial benefits from
several schemes of the
government
• Export incentives
• Area specific incentives by
shifting operations
• Tax exemptions
Corporate Discipline
• Reduction in dividend payouts
• Reduction in overheads
• Reduction in compliance
consultancy costs
• Reduction in directorial
remuneration
• Reduction in remuneration of
key managerial persons
Encashments
• Disposal of inventory
• Liquidation of investments
• Selling the real estate and
leasing back
• Leasing plant and machinery
instead of buying them
• Leasing key tools
• Asset sale
• Selling the brand or similar
intangible assets
• Monetizing rights
• Franchising or reducing the
role in value chain
Options For Raising Capital(2/5)
35. APOHANTM
7/11/2020 APOHAN CORPORATE CONSULTANTS 35
Customer
• Past internal profit accruals or reserves
• Revenues or payments from clients or income from
operations
• Advances from clients
• Bill discounting
• Increase in prices
• Increase in operating volumes
• Bidding through joint ventures if the company is not
eligible standalone
• Shortening the cash conversion cycle
• Exploring more profitable markets
• Engaging in contract production by outsourcing the
capacity to other brands
• Exploring exports and international business
• Exploring new businesses new products replacing the
existing ones
Suppliers
• Increased credit amount & period from suppliers
• Employee stock option plan
• Finding alternate economical competing suppliers
• Just-in-time procurement
• Balancing between cash flow timings and net life
cycle cost of procurement
Options For Raising Capital(3/5)
36. APOHANTM
7/11/2020 APOHAN CORPORATE CONSULTANTS 36
Cost cutting
• layoffs and salary cuts
• Supplier renegotiation
• Reducing the marketing costs
• Suppressing the supply chain
margins
• Lowering the quality standards
removing the unnecessary
features in the products and
services
• Outsourcing management
services to reduce corporate
overheads
• Outsourcing labor services to
reduce long term liabilities
• Many others
Holding the horses
• Dropping Greenfield and
brownfield projects
• Shutting down unviable projects
and product lines and project
locations
• Stopping the research and
development works
Foreign Funds
• Foreign currency loans through
external commercial
borrowings
• Foreign currency bonds
• ADR and GDR
• Foreign direct investment
Options For Raising Capital(4/5)
37. APOHANTM
7/11/2020 APOHAN CORPORATE CONSULTANTS 37
Corporate issues
• Rights issue to the existing
shareholders
• Preferential allocation
• Private placement
Restructuring
• Financial restructuring
• Business restructuring
• Refinance benefit through
shifting loan to a bank with
better terms
• Changing the nature of capital
instrument
• Enhanced credit from the
same bank or different bank
• Getting moratorium
• Extending repayment period
• Ballooning repayment
M&A
• Mergers and acquisitions and
other types of business
transfers
• Demergers and divestitures
some verticals of the business
• Sale of strategic assets or fixed
assets
• Slump sale
• Share pledge
Options For Raising Capital(5/5)
39. APOHANTMExercise
What is the financial objective of your business?
What is the rate of return on capital in your company?
What is the rate of return on equity in your company?
Where does your company stand among the 25 stages of financial
health?
What is the amount of capital employed in your company?
What is the requirement of additional capital to best run your
company?
What are the sources that you are identified to procure for this capital?
What are the risks with resources of money?
Which funding problems your company suffers from?
Evaluation method…
Rating on 1 to 10 basis
No reference to financial
statements
No advice of any officers, etc
Send answers to:
Arun.joshi@apohanconsultants.com,
Shailesh.waghmare@apohanconsultants.com
Pavan.kale@apohanconsultants.com