| The first question that must be answered prior to obtaining funds from
another party is: Why do you need the money? There are many reasons why
companies
seek outside financing. This section covers the most common reasons.
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Growth Financing |
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The most common use of financing is to fund a company's growth. Many
companies reach a point in their growth at which they need outside
financing
to
expand so as to meet their potential.
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Physical Expansion |
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Physical expansion can be the easiest form of growth for a company to
finance
through outside sources. The company is normally increasing its asset base
and
therefore its borrowing capacity. Expansion scenarios can be located on a
spectrum. At one end of the spectrum is the project in which all of the
costs are
associated with the purchase of fixed assets.
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Working Capital for Growth |
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In some situations, a company can grow without purchasing additional assets
or expanding its physical
plant. Often this growth requires additional working capital to finance
inventory purchases and accounts
receivable that may grow faster than payables, thus putting the company in
a
tight cash position.
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Refinancing to Replace Restrictive Lenders |
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There are situations when a company is poised for growth and is held back
by
a reluctant financial
partner, most often but not exclusively a conservative bank unwilling to
bear the risks of growth. Banks
are often in the position of curbing growth if only because they generally
do not price their loans to
account for the risks associated with change.
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Acquisition Financing |
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The opportunity to complete a strategic acquisition is one of the best ways
to enhance the value of a
company, since an acquisition may enable you to leap frog competitors, open
new markets, develop
new product lines, etc. However, a poorly executed acquisition can weaken a
company's balance sheet
and distract key management without providing the anticipated value.
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Debt Financing |
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Debt is the cheapest method of financing an acquisition bid and can take
many forms. The amount of
debt that can finance an acquisition depends on the projected cash flows of
the combined company.
This will depend on the financial health of both the target and the
acquirer.
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Equity Financing |
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Equity is a more expensive form of capital than debt. This is because it
carries the most risk since it has
no claim to the company's assets. Acquisitions that have unstable cash
flows
require capital for growth
and compete in turbulent industries often require a greater amount of
equity. Equity provides more
financial flexibility because it does not require scheduled payments.
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Stock Swaps |
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It is also possible to use the acquirer's stock to purchase all or some of
the shares of the target. This is
very common among companies whose stock is publicly traded. A stock swap is
more difficult in private
transactions because the acquiring stock is illiquid (i.e., cannot be
quickly sold). However, if the owner
of the target would like to retain some stake in the combined company, then
exchanging shares is a
sensible solution.
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Turnarounds |
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Turnaround financing involves providing capital to companies that are
performing poorly but that are
expected to turn around and perform much better in the future. Often this
kind of financing occurs in
the context of a transaction or purchase of the company by a new owner and
often a new management
team is hired at the same time. Turnaround financing can include senior
debt, subordinated debt and
equity.
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Management Buyouts |
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Managers often team up with private equity investors to purchase businesses
or subsidiaries, divisions or
product lines of corporations, using a combination of debt and equity
financing. This is one of the most
powerful methods for enriching the entrepreneurial spirit of professional
managers.
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Employee Buyouts |
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Employee buyouts are one of the most fascinating developments in the world
of corporate finance.
They had their beginnings in the early 1970s after Employee Stock Ownership
Plan (ESOP) regulations
were codified in the law as part of the ERISA legislation in 1974. An
employee buyout involves owners
of a company selling a majority of their stock to its employees through an
ESOP structured corporate
transaction.
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ESOP Financing |
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Countless studies have shown that employee ownership motivates employees to
improve their
productivity, the quality of their work and the competitiveness of their
company. ESOP financing
provides a whole series of benefits to the owners of a company, to the
company itself and to the
employees.
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Internet Financing |
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Every company that deploys a product or service through a large and
expensive distribution system will
be confronted over the next ten years with a major distribution dilemma.
Should the company continue
to market through its existing distribution system or should it
dramatically
reduce costs by turning
instead to the Internet to distribute and market its product or service?
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Recapitalizations |
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There are many situations in which a company may need to be recapitalized.
As the word implies, a
recapitalization involves an infusion of capital and, potentially, certain
parties taking money out of the
company.
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Rollups |
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A rollup is a strategy
of buying several
companies at once, or in
rapid succession, in one
industry to gain a
variety of corporate
benefits, such as
economies of scale,
broader product line,
cheaper financing,
greater diversity of
customer base, etc.
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