Tag Archives: life science nation

What Investors Look for During the Due Diligence Process

6 Mar

By Danielle Silva, Director of Research, Life Science Nation

For life science investors, conducting thorough due diligence on potential investments is critical, especially because many investors in the sector invest in pre-revenue companies that do not have sturdy financial positions from which to court investors. There are many misconceptions that life science firms have about what will make or break an investor’s decision to provide capital. It is extremely important for life science firms to understand what factors will come into play during the due diligence process, and what they will need to demonstrate to a potential investor. It is also key to have a checklist of all the due diligence materials that they will need to have readily available to provide to investors.

Investors in life science companies have become increasingly cognizant of intellectual property (IP) issues, which often times are addressed during the due diligence process. If IP issues are ignored, it can ultimately decrease an investor’s return on investment (ROI), and cause legal issues for them in the future. Thus, potential investors will expect that startups be very transparent about their IP portfolio and will expect companies to disclose all information regarding the IP, including if the IP is protected (for instance if the firm has patents), what products or services are covered by the IP, if there are potential competing technologies, as well as regulatory and legal implications that could potentially affect the IP. Investors may also expect to be provided a number of documents pertaining to the IP during the due diligence process.

Often times, emerging firms will believe that if they are backed by a well-known incubator, the due diligence process will be less exhaustive than for startups which do not have this kind of relationship. If anything, investors will expect firms that work with an incubator to be even more polished than startups that do not have a relationship with this kind of firm, because incubators often provide startups with many resources to help them create a solid infrastructure.

Although business incubators are known to be selective in terms of the firms they work with, they typically do not conduct deep due diligence themselves (they typically just want to ensure that a firm will not be a liability in the long term). Thus, investors will still need to conduct deep research on the firm themselves, and speak with references that are not associated with the firm’s incubator. Working with an incubator, however, is still beneficial for startups, and may illustrate to a potential investor that the firm has a unique product or idea and that they’re putting in some extra effort grow the company and get a solid infrastructure in place.

Another myth that many entrepreneurs believe is that if their firm is registered as a Delaware corporation (DE corp) it will shorten the due diligence process. Although registering a firm as a Delaware corporation will certainly add legitimacy to a company (around half on the Fortune 500 list are registered as DE corporations), it unquestionably will not convince an investor to immediately give a firm their stamp of approval and make an investment. Firms can easily and inexpensively register as a DE corporation online (sometimes for as little as a several hundred dollars), so investors may be wary about a firm’s validity even if they do obtain this registration. Registering as a DE firm, however, is beneficial to small firms and should be taken into consideration because Delaware does have very favorable business laws. Thus having a DE corp registration will not make or break an investor’s decision, but it may help a firm demonstrate to an investor that the management team does have a level of business acumen.

Many life science firms recognize that they must spend a good deal of time and resources putting together their marketing materials and focusing on branding their firm to attract potential investors. Many firms, however, do not realize that in order to complete a deal with a potential investor, they must also have their due diligence materials in order. Accordingly, it is vital to put just as much time and effort into drafting due diligence materials as it is to spend valuable resources on putting together marketing materials.

Investors will expect that entrepreneurs will provide a number of documents during the due diligence process, regardless of how young the firm is. This will generally include all of the companies financials (including future forecasts), lists of employees, investors, and advisors (including legal representation), stock purchase agreements (as well as stock option and agreements and plans), articles of incorporation and by-laws, product plans, as well as a business plan and investor deck (if not already provided to the investor previously). This is not an exhaustive list of all the due diligence materials that investors may ask for, but these are the most common documents that investors will ask that a company provide.

The most important thing to keep in mind during the due diligence process (although quite obvious) is that honesty is always the best policy. If certain numbers are provided to an investor over the phone by a company during their initial correspondence and these figures do not match up when an investor is going through a firm’s financials during the due diligence process this will be a huge red flag for the investor. Thus it is imperative for entrepreneurs to be open and honest with investors from the get go, and to be as transparent with investors as possible. This will not only ensure that an investor is comfortable during the due diligence process, but will also help the firm develop an open and solid relationship from the very beginning. Thus, the more transparent and candid life science firms are during the due diligence process, and the more willing they are to provide the necessary documents to investors, the smoother the due diligence process will be for both the life science firm and the investor.

Life Science Investor Sands are Shifting and New Landscape is Forming

6 Mar

By Dennis Ford, CEO, LSN

As you know, I think that most of the industry is navigating the fundraising process from an out-of-date map in terms of who to go after for capital. The sands are shifting, and the new landscape is starting to take shape. The primary mission of LSN is to create the new accurate map.

I recently conducted an informal survey about what is needed in general to help the cause of fundraising. The people I interviewed all stated that biggest gap lies in connecting early stage firms with investors, and an “early stage” focused conference was needed.

“There is a big need to create an early-stage JP Morgan like event… with better content, focused on early stage only.” – CEO / scientist

“Something more focused than the partnering conferences… the problem with the big partnering conferences is that it’s a free-for-all, cross-industry meeting… closer to a “mosh pit” than organized for a specific purpose.” – CEO, emerging biotech

“What’s needed is basically assembling early and mid-stage investors who can write checks to scientists who need the capital. I understand it takes time which is why they should convene these meetings regularly.” – academic scientist #1

“What we need is a boot camp for partnering! A conference that offers a basic, rudimentary skillset explaining the ins and outs of raising money… a how to… a survival guide” – academic scientist #2

“Ongoing regular quarterly events where investors and emerging scientists can create dialogue facilitate relationships which eventually result in capital inflows.” – life science marketer

Outsourcing Your Fundraising Efforts: The Conundrum for Life Science CEOs

20 Feb

By Dennis Ford, CEO, LSN

One of the greatest challenges facing life science CEOs leading biotech or med-tech start-up firms is that they are faced with being in nearly perpetual fundraising mode. Deciding upon the best method to raise capital can be difficult, as each choice bears its own burden. Either in-house staff can agree to own the burden of fundraising, or they can choose to outsource to a third party.

While at first, unloading this tedious and laborious task to a third party firm or marketing expert sounds enticing, it is important to have a clear understanding of what you are doing. These outsourced fundraisers are called third party marketers in the alternative investor parlance – better known as 3PM’s. There are various ways to distinguish and classify 3PM’s, but I tend to group them into three main categories:

  • The first category consists of large financial companies that have very deep pockets. These companies are able to spend the millions of dollars needed to staff a high-end professional fund-sourcing machine through their cap-intro teams. Then there are also around a dozen well-known, private big brand firms who are able to effectively shop you around to their investor network. The only issue with this is that it is difficult to navigate your way in and thus, determine if you are a fit for them and their fund raising business. This is because most of the business is referred through a sourcing network that has been around for decades, and has become something of an “old boy’s network.” Lastly, within this group there is the VC, which – by most accounts – uses the herding mentality, in that it herds other VCs together to set you up with capital. VCs have lost their luster for various reasons, but they all come down to not being able to make returns on investments, and losing credibility as a result. There are a few that have done well and they are in the driver’s seat, but the market place is squealing due to their perceived predatory terms.
  • The second tier players – some who do quite well – are the loosely affiliated, retired executives who have a decent who’s who global rolodex of investors and can form business consultant or 3PM firms to use their connections to raise capital. This can be effective or can be a wash depending on who it is and the circumstantial timing.
  • Next is what I like to call the “wild west.” These firms can be 1-6 man firms that range from the fast-and-loose, to serious, button-down Business Development, to all the types in between. Typically, these guys are regional shops with local connections, or sometimes with specific reach into capital repositories comprising mostly angels and family offices. If you are a good 3PM, the work is extremely difficult, as investor interests change with the markets. Overall market perception of this type of 3PM is that they make a lot of promises to the client, but tend to always take the path of least resistance – meaning that the hot client gets the attention, while the rest are left waiting.

3PM’s in general have a mixed reputation in the market. I have developed a guideline to help you in your evaluation of a 3PM. Find references that have long term satisfaction from deals brought by the 3PM. Understand the subtly and nuance of the 3PM’s business culture, and how the 3PM handles deals. 3PM’s promise a lot and have been known to deliver less. Retainer fees should be high enough to keep the 3PM in the game, but low enough to keep him hungry. New 3PMs are often filling in while they develop a long-term career opportunity. Are they a one-man band, or even worse, a bunch of high-powered marketers with no stable leader to reel them in and no back up staff to help with research and preparation? Having support staff is critical, as is having the opportunity to be introduced and speak with them in order to better understand the firm. Consider setting a monthly retainer based on a mutually agreeable set of goals. Here a list of suggested qualifiers.

1) How many present deals/clients is he working on? Too few, and he isn’t a hustler. Too many, and he goes after whatever is hot and leaves you with little attention if you’re not.

2) Track record – how much, where, when, for who, from? If a 3PM can’t immediately elaborate on his last few deals, that’s a red flag.

3) References – as stated above, they have to be relevant, in context and current.

4) Culture of his 3PM – hopefully having understood the universe of fundraising, the 3PM can speak positively of his own firm’s culture.

5) How the 3PM does deals. Again, the 3PM cannot go blank on any question, but this one is especially important.

6) Basic trust is essential – if you do not trust your 3PM, you have nothing. Trust your gut.

7) Many investors want direct contact, and do not want (or appreciate) a middleman. What will the 3PM do in that situation?  The best answer is that he usually can make a compelling case to stay, and doesn’t get in the way of a deal.

8) Good 3PMs live off their investor relationships and their reputation as a good and fair businessman.

9) Good 3PM’s are focused in targeting investors, and do not ever use a mass-canvassing approach. If they are into spamming, they are not worth your time.

10) 3PM’s understand investors’ needs and desires. They employ a rational, systematic approach to canvassing for an investor fit. This means lots of tedious research. The 3PM should understand the value of fit.

In short, my suggestion to life science executives is that you should choose your fundraising partners wisely, and understand the value of direct VS 3PMs. To conduct an effective direct campaign, you must define a targeted list of investors that fit your investment profile, and then with the help of your staff, start directly reaching out to your investor prospects. Remember it’s about starting a dialog and building a lasting relationship, because at the end of the day they are investing in you, your team, and your products and services.

Blending R&D with Market Research Helps Consumer Acceptance

20 Feb

By Tom Crosby, Marketing Manager, LSN

Being the first to market with a new product is beneficial for several reasons: it positions your firm an innovator, makes rapid market penetration possible, and gives your brand an advantage in developing a positive image. However, this can be a potentially precarious situation as well, because speed to market is a function of the overall quality of research, development, and testing that goes into your product. The companies that are adroit and forward-thinking in all phases of development are the market winners.

While all biotech firms are subject to the timelines of clinical trials, the fact remains that the longer it takes for you to get your product to the public, the more market share your competition may eat up. This is true for the whole life science sector; whether you work for a pharmaceutical company developing a new drug, a medical technology firm bringing an innovative device to market, or a service provider with next generation technology platform. Simultaneously, taking time and care to ensure successful completion of trials with a market-beating product is critical to long term success. As in life, paradox exists, but never should be a barrier.

Even if your firm has the potential to successfully beat competitors to market, there are many other pitfalls associated with the launch of a new product. One of these is the high cost of the R&D and testing phases. Regardless of how innovative your product is, if capital is managed inefficiently during the rocky road towards market, your firm (and in turn the product) is doomed to fail. Then there is failure of design. If, during the research phase, your firm has neglected to fully examine a stragtegic approach to trials. A common misstep in toxicology for example, is passing trials based on low-efficacy dosages, sabotaging future success.

One way that R&D departments in life science firms reduce the risk of developing a certain product is by using the information available from third party data providers. If your firm can gather an accurate sense of its competition in the market, from the very beginning of the ideas phase, your team will be ahead of the game. This is because without some idea of the state of your marketplace, you may overestimate or underestimate the uniqueness of your product.  While this may seem like an obvious situation to avoid, what we see every day in our research of the marketplace tells a different story – that there are literally thousands of emerging biotech companies, some with little to no visibility on a global scale. For this reason, database services take the guesswork out of devising successful strategies around product development. Furthermore, by having in-depth details on the firms working with the same conditions, your organization gains all sorts of advantages, from how to distinguish yourself from rest of the marketplace, to how to best position your product when it finally does hit market readiness.

Another method for reducing product risk that is coming into favor in life science market research is the idea of using focus groups. Focus groups have been widely employed in other areas of business, but the idea is relatively new to the life science space. This is largely due to the fact that it is very difficult to incentivize a live meeting with a group of scientists in such a way that your firm can make it worth their while. However, with the increasing speed and ubiquity of telepresence providers, life science firms can feasibly collect a quorum of scientists for useful, compelling market research. This is perhaps the very best way to reduce product risk when going to market; by hearing directly from the groups that will be putting your products to use, your firm is able to cater to their needs as early as the idea stage. Historically, smaller firms were priced out of this advanced type of research. However, with the tools available today, virtually any biotech is able to compete on the market, regardless of size.

While speed to market is extremely important, with a little bit of foresight, a firm can source research and development with certainty at a cost that was not feasible until fairly recently. If done correctly, using these methods in conjunction with others, it is even possible to minimize risk while streamlining your product’s time to the marketplace.

Hot Life Science Investor Mandate 1: Venture Arm of Large Organization to Invest in at Least Two New Firms in 2013 – February 20, 2013

20 Feb

The venture arm of a larger organization based in the Western US is currently looking for new companies in the life science space to invest in, and anticipates on investing in at least two new firms this year. The firm has an evergreen structure, meaning that funds come directly from its parent organization, and can be deployed as needed. The arm was allotted around $5 million in 2013 for new investments, and typically makes equity investments ranging from $500,000 to $3 million.

The firm is currently looking for companies in the biotech therapeutics space, and are especially interested in companies that are developing therapeutics that treat diseases that fall within the realm of neuromuscular diseases, of which there about 40.

They will invest in firms anywhere in the world, but primarily only in pre-revenue companies. That being said, they have no criteria in terms of revenue or EBITDA. The firm will invest in companies that have products ranging from proof of concept in phase I to phase III.

Hot Life Science Investor Mandate 2: VC Fund Ready to Invest in Medtech Space in Coming Months – February 20, 2013

20 Feb

A venture capital firm based in the Midwestern US with $254 million in total assets under management is currently looking for new opportunities in the life sciences space. While the firm has no set timeframe to make an allocation, they would invest in a company within the next few quarters if a compelling opportunity were uncovered. The firm typically writes equity checks in the $5-35 million equity range. They have raised four funds in the past.

The firm is currently most interested in the medtech space, and is specifically looking for companies developing medical devices. Specifically, they are looking for firms in the neurology, cardiology, pulmonology, hearing, and wound-care spaces. The firm also has a particular interest in companies developing disposable devices.

Their goal is to bridge the gap between venture capital and growth equity. With that being said, the firm will consider both pre-revenue firms, and firms that are cash-flow-positive with products on the market. For companies that have devices already on the market, the firm looks for revenue in the range of $20-30 per annum. For companies that are pre-revenue, the firm will only invest in phase II or later.

Hot Life Science Investor Mandate 3: PE Group with Available Dry Powder Seeks CROs – February 20, 2013

20 Feb

A private equity group with offices in the US and Canada recently closed its 3rd fund at around $300 million, and is seeking new life science firms to invest in. The group currently has over $500 million in total assets under management. Although they have no set timeframe to make allocations, they do have a good amount of dry powder on hand, and would make an allocation within the next couple of quarters if a compelling opportunity were identified. They typically write equity checks ranging from $10 million to $30 million.

Currently, the group is most interested in the medtech and biotech R&D services space. Within the medtech space, the firm is very opportunistic, and will look at companies that are developing any kind of device. Within the biotech R&D services space, the firm is particularly seeking partnerships with contract research organizations (CROs).

The group executes recapitalization, growth equity, and buyout transactions. They are currently only looking for companies that have products on the market within the medtech space, and in the biotech R&D sector, they prefer companies that are cash-flow positive. With that being said, the firm is looking for firms whose EBITDA exceeds $4 million.