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Four reasons to consider Royalty-based financing for SaaS companies

Posted by Andy Singleton on Sun, Oct 17, 2010 @ 02:21 PM
 

John Landry was pitching Royalty Based Financing at the MTLC unconference last week.  In a royalty deal, a startup company gets a chunk of cash from investors, and then agrees to pay a fixed percentage of all revenue, starting immediately, until the investors have received some multiple of the original investment.  I heard about it last year from Andy Updegrove, who has been working on this type of royalty deal since at least 1993 - the date of this article on the subject.  I think it's time to take this type of financing seriously, for at least four reasons which I will list below.

Landry's argument: It solves the main problem with startup investing right now, which is that investors can't get paid back with a sale of the company.  There are 40,000 VC funded companies, and only 1,000 per year get sold, and 6 go to IPO.  That kills the VC partnerships that have to sell within 10 years.  With debt or royalty, investors can get paid back without a sale.

Updegrove's argument: Companies that are run by founders for cash, as opposed to run by VC's for sale, have better average economics and lower failure rates.  VC financing isn't right for these companies, but royalty financing is often a good fit.  Risk is further reduced for the investors if they fund the near-term launch of a specific product.

Singleton's argument:  I argued in a recent article that SaaS companies are great candidates for debt financing, because they have stable revenue and compressible expenses.  However, lenders make only a few percent on the deal, so they need to make loans of at least $500K at one time.  This means that they look for recurring revenues of at least $200K per month.  Royalty-based financing gets paid back over a longer time period and it can start at lower revenue run rates.  It might fill an important gap between first revenue, and the $200K/month level where a SaaS company is "bankable".

Availability of funds argument:  There are funds available!  Landry said that he is interested in investing through Lead Dog Ventures, his super-angel operation.  The biggest splash recently is from RevenueLoan, with $6M to start.  It's worth reading this article for a more detailed description of what they are doing.  Arthur Fox of Royalty Capital has been doing royalty deals since 1992.

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COMMENTS

Times today are actually better for RBF than they were back when I was doing this type of deal. Examples today include the exploding mobile device app market, because the keys to success are low development costs, high margins, and available, affordable distribution channels.  
 
 
 
One of the key things that would be needed to kickstart this approach today would be a simple, turnkey, non-negotiated (except for the numbers) deal structure/document set to do small deals at minimum expense (which is the way we approached in before).  
 
 
 
The problem is that while you can shortcut documentation, you can't shortcut investor due diligence, so deals as small as those you mention will still be a bit challenging, unless only one or two individuals do the whole deal, or the deals are otherwise somehow credentialed effectively.  
 
 
 
One way to do this would be to set up an online marketplace for accredited investors and entrepreneurs to meet, and to take advantage of document sets provided for that purpose, with the site perhaps taking a percentage of deals done in exchange for hosting. There are all kinds of associated legal issues that would need to be addressed, but if some constraints are introduced, they could be manageable.  
 

posted @ Monday, October 18, 2010 8:49 AM by Andy Updegrove


I have pioneered Royalty Based Finance for over 18 years through three funds and syndicated RBF transactions. RBF transactions require technical expertise in usury law, securities law and tax regulations. To be successful, the RBF investor must have a very different set of  
 
criteria slecting and vetting prospective investees. It's not as simple as it looks. Fortunately, RBF can help the 95%+ of all businesses that are not candidates for equity investment (as well as minimizing the equity dilution for the 5% of companies that are equity candidates). You read that correctly. All VCs and angels are focusing on a tiny sliver of the business universe (less than 5%).

posted @ Monday, October 18, 2010 2:07 PM by Arthur Fox


Well Andy.. you seem to have gotten the name brands in Boston to comment on this (present commenter excluded).. I'm late since my overly aggressive junk email filter dumped you in so I just saw this post (it's cosmic that I ran into you in Needham as well!) Andy Updegrove has already suggested that he an I get together and I'd love to take him and Arthur Fox to lunch SOON to discuss. These guys know where the bodies are buried and I'd love to hear their thoughts. 
 
I'll be on their case after the smoke clears this week. Again thanks for the post and thanks to the commenters as well!

posted @ Tuesday, October 19, 2010 9:03 PM by John Landry


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