| As your wellness business grows, you'll
probably need additional cash to get to the next level.
One way to raise capital is to seek investors and
sell them partial ownership of your business in exchange for their
investment. In this article, we review the
fundamentals of finding investors for your business. This is a
demanding and potentially complex process, so give us a call and let
us help if you're navigating these waters.
As you search out investors - whether it's Uncle Joe
or a venture capital fund - consult an attorney with expertise in
corporate formation and capital structure - the legal terms and
conditions that govern investment in your business. The
Securities and Exchange Commission, for example, requires that
angels must meet the guidelines for "sophisticated investors."
You'll also want financial and business advice to
prepare
at least a private placement memorandum that lays out
the rights of the investor and describes plans for the future of the
business and the risks associated with the investment.
Further documentation and
regulatory filings may be legally necessary depending mainly upon
the number of investors, their sophistication as defined by the
Securities & Exchange Commission, and the amount invested.
How equity investment works
Investors who contribute cash to your business receive an ownership
interest in your business in return.

Let's say your business is currently worth $100
and you own 100% of it.
You receive $25 from a new investor. Your
business is now worth $125.
However, you no longer own 100% of it. Now
you own only 80% (100/125) and your new investor owns 20% (25/125):
 |
Four
major types of private investors

New businesses typically start with an investment by their
owner. They then seek additional capital from family and friends,
"angel" investors, and potentially venture capital funds or other business
development funds.
Family and friends are exactly that - people who have a close
personal relationship with you. Angels are people who are less
close to you than friends and family and who periodically put money at risk
in other people's businesses. Think of them as investors who are two
steps away from you, whereas family and friends are only one step away.
However, angels are typically not full-time professional investors.
For many wellness businesses, family, friends and angels
provide all the outside capital they need.
The amounts provided in the chart give you a sense of how
much cash is typically available from these investors. However, the
specifics of each situation vary. Your brother and his wife, for
example, may be part of a physician group that's prepared to invest $500,000
in your wellness center. In that case, the lines between "family and
friends" and "angel" would be blurred. Or you might find that your
best source of capital is many angel investments of only $1,000 rather than
a couple of larger angel investments.
Businesses that outgrow the investment capability of these
sources will often then tap into venture capital funds or other business
development funds. If they outgrow these investors, several options
exist for finding additional funds, ranging from acquisition by a larger
company to selling stock to the general public.
Again, each situation is unique - but this description gives
you an overview of the major sources of investment for most businesses.
When you're first starting
your business
Entrepreneurs can tap a variety of sources for cash:
-
Your personal checking and savings accounts
-
Taxable investment accounts, like mutual fund investments
-
Retirement accounts like 401(k) and IRA accounts
-
Cash value of whole life insurance policies
-
Severance pay when you leave a job
-
Personal assets, like cars or electronic equipment
-
Inheritance or trust fund
-
Equity in your home
During the early days, you --
or perhaps you plus a couple of other folks - are generally the sole owners of the
business. In exchange for contributing all the assets of the business, you own 100% of the
business. You're also entitled to 100% of the financial upside as it
prospers. Of course, you've also got 100% of the risk when your
business hits bumps in the road.
If your reaction to this list
is "Wait...I don't want to put MY resources at risk!", imagine how an
outside lender or investor is going to feel. Investors expect
business owners to have "skin in the game." In fact, they
expect and often require a certain level of financial investment by the
owner. It's usually not realistic to expect to provide only "sweat
equity".
As you start to expand
Family and friends can also provide cash, usually as either a gift or a
loan, often with below-market interest rates. Or they may provide cash
in exchange for partial ownership. You need to document these
arrangements in writing. First, you and they need the records for tax
purposes.
Second, the Securities & Exchange Commission imposes documentation
requirements which vary depending upon the number of investors, their level
of sophistication, and the amounts invested. And third, it reduces the likelihood of mixed signals. More than one
entrepreneur has been surprised to discover that Uncle Joe actually thought
he was loaning them $10,000 -- not giving them $10,000 outright.
You and your
attorney can generally get the paperwork in place within a couple of weeks
to a couple of months, mainly depending on the complexity of the giver's tax
situation.
While it can be awkward to approach
family and friends as potential investors, they're often willing to agree to
extremely favorable terms and conditions that you would never come close to
matching with an investor who doesn't know you extremely well. They'll
often be willing to offer below-market interest rates, for example, or
extended payback periods. And they usually want little if any
involvement in the actual business - usually not the case with outside
investors.
Once you've established a successful track record
"Angel" investors are the next
logical source of funding for many wellness businesses.
They usually have more funds
available than family and friends do, so they bridge the gap between the
high-risk early stages of a business and its later, more stable stages when
it can attract larger sums from professional investors.
They're often open to investing in relatively new businesses
or smaller businesses. And they'll often be ready to take an active
management role. In fact, they may insist on it. That role may
be paid or unpaid. Access to their expertise can be incredibly
valuable for the entrepreneur.
Like any investor, most angels are
hoping for a better return from
their investment in your business than they might get elsewhere.
However -- unlike professional
investors -- their goals usually go beyond the strictly financial.
Angel investors in the health and wellness arena are passionate about
advancing technology in a particular area, improving community health, or
making a difference in people's lives.
You need to have your financial story together when you start
looking for angel investors. While they'll be passionate about your
wellness concept, they're usually very business-savvy. If you can't
explain the financial performance of your business, and spell out what
you're going to do with their investment, you'll be in trouble.
You'll also want to consult an attorney with expertise in
corporate formation and capital structure (that's a term that refers to the
terms and conditions that govern investment in your business). The
Securities and Exchange Commission, for example, requires that angels must
meet the guidelines for "sophisticated investors."
If you have regional or national
expansion plans
Your business may need more capital than your angel investors
can provide. Venture capital -- "VC" -- funds are pools of money
raised from wealthy individuals and institutions like pension funds.
Fulltime professional investors run VC funds, and their sole priority is
generally to achieve the highest possible financial return on their
investments. Doing good, benefiting the community, and improving the
lives of individuals is usually completely irrelevant for venture
capitalists, although some funds do specialize in socially-conscious
investments.
Most VC funds have between $50 million and $500 million
available in a single fund. They split these funds among multiple
investments, usually targeting a 25% or higher return on average across all
of those investments. They usually realize that return when they sell
an investment to another fund or to a corporation, or when the investment is
converted into a publicly-traded corporation.
These investors normally avoid new businesses, and typically
don't invest amounts under $1 million. Investment guidelines do vary
from firm to firm, however. Some smaller funds may be willing to make
a smaller investment (perhaps in the $500,000 range, for example). And
some funds will invest in the early years of a new business as well.
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