Archive for January, 2006

Top Ten Most Redeeming 2005 Movies

January 31, 2006

“What do we mean by “redeeming” films? They’re all stories of redemption—sometimes blatantly, sometimes less so. Several of them literally have a character that represents a redeemer. And with some of them, the redemption thread is buried beneath the surface; you might have to look a bit harder for it, but it’s most certainly there. Some of them are “feel-good” movies that leave a smile on your face; some might leave you with more of a contemplative frown, asking, “How should I process that?”

See for yourself in the list below, which we present in reverse order, with the No. 1 movie at the bottom. (Just imagine the drum roll in your head and play along, OK?)

10. Cinderella Man…
9. Batman Begins…
8. Murderball…
7. Crash…
6. The Exorcism of Emily Rose…
5. Munich…
4. Dear Frankie…
3. Pride & Prejudice…
2. The Lion, The Witch and The Wardrobe…
1. Millions…”

I am not sure I agree with Crash and Munich being on this list. I might have substituted March of the Penguins and Broken Flowers. I have not seen Murderball, the Exorcism of Emily Rose or Dear Frankie. Otherwise, I agree with the selections.

Read more, including full reviews of some of the films in this article from Christianity Today.

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On Integration & Due Diligence

January 31, 2006

“Due diligence hasn’t changed much over the years, but two trends I see more of these days are larger, multi-disciplined teams; and the use of due diligence committees…[with] more operation people involved…[The} due diligence committee…is made up of C-level execs and business function leaders from the due diligence team. The committee meets regularly to review the status and findings of diligence, and to ask ‘hard’ questions. Often this committee has built-in stops, or pre-determined times where the members must discuss or vote on whether or not to move ahead with the transaction.

Integration hasn’t changed much either, but it’s planned for much sooner than in the past. Integration used to start right after the deal was signed, as it was commonly referred to as post-merger integration or PMI. Everyone now talks about how critical pre-merger integration planning (PMIP I suppose?) is. Thus the integration team and committee are put into action at the same time due diligence commences…”

Read more in this Confessions of a Corporate Dealmaker post.

Introductions Key to Obtaining VC Financing

January 31, 2006

Takeaways from a lively and informative presentation on early stage investing at the annual conference of the Pittsburgh Chapter of the Association for Corporate Growth:

1. Patience is a virtue in life sciences investing.
2. Ouch — those crammed down angels.
3. Deal structure matters.
4. What may matter more is what terms “survive” subsequent financings.
5. Introductions are key in obtaining VC funding.
6. Management can make or break a deal.

Ned Renzi of Birchmere Ventures moderated the session. The panelists included Ross Bersot of Bay City Capital, a west coast firm focused on life sciences investing, Koleman Karleski (Princeton ’85) of Chrysalis Ventures, a Louisville-based firm investing in healthcare & technology in middle America, and Patrick Stewart of Idea Foundry, a Pittsburgh non-profit that provides “idea stage” funding to Pennsylvania entrepreneurs.

Mr. Bersot noted that due to long FDA approval processes and other factors in the life sciences early stage investment arena, “revenues are rare and profits – a miracle.” Patience is indeed a virtue in this sector. Interestingly, he explained that Bay City, in addition to traditional VC investing, also hires managers to create companies based on internally generated ideas. Mr. Bersot cited as trends materially affecting life sciences investing: the move away from IPOs toward trade sales as exit strategies; and the move toward “platform” technologies and away from more specialized technologies as an area of Bay City Capital’s investment focus.

In contrast, Mr. Karleski stated that Chrysalis Ventures focuses more on what middle american businesses are doing with technology rather than on the technologies themselves. Chrysalis invests in companies with revenues typically in the $1 million to $2 million range in a 20 state area, that includes Western Pennsylvania, Chrysalis believes is underserved. Deal structure is important to Chrysalis, Mr. Karleski noting that deal terms such as participating preferred stock, anti-dilution protection and the like can add 15%-20% to the implied ownership position in a portfolio company, raising the VC’s ownership position, for example, from 20% (on paper) to 23% (in the event of a liquidation event).

Mr. Renzi made a great point in response to the discussion of deal terms. What may matter more that what terms are in a deal is what terms survive over the course of the investment. Experience has shown that many deal sweetening terms, like full ratchet anti-dilution, do not survive subsequent rounds of financing because follow-on investors often require such provisions be eliminated or waived as a condition to making the subsequent investment.

Mr. Stewart bolstered this contention by indicating that the recent past has been tough for angel investors who have seen their percentage ownership positions “crammed down” in subsequent financings.

In response to a question I posed about how the firms cull business plans to find potential investments to investigate in more detail, three factors stood out. First the potential investment must meet the basic investment criteria of the fund. Second, referrals from trusted sources, including self generated leads, can be crucial. And third, it’s Management, Managment, Management.

“Show Some Pain – Investors Love Pain”

January 30, 2006

“While the path to funding is different for every company, knowing what angels and venture capitalists (VCs) look for and how the process works can significantly increase an entrepreneur’s chances for success. Here are 10 tips to consider:

#1 – Understand that Size Matters: Investors look for big, bold market opportunities…
#2 – Show Some Pain: Investors love pain. Entrepreneurs targeting markets that are experiencing excruciating pain coupled with an elegant, scaleable solution will almost always have a rapt audience with investors.
#3 – Validate Early…
#4 – Hock Some Assets: To be taken seriously, an entrepreneur must put some skin in the game…
#5 – Assemble an A-Team…
#6 – Don’t Cut Corners…A reputable attorney with a firm specializing in serving new ventures will not only provide invaluable strategic guidance, but also make vital introductions that could expedite the fundraising process…
#7 – Think like a Boy Scout: Be prepared!…
#8 – Respect the Pecking Order: When targeting VCs, an entrepreneur should try to pitch first to local, top-tier firms…
#9 – Get Introduced…
10 – Mitigate Deal-Breaking Objections…

Read more in this Local Tech Wire article.

Daily Routine for Conscious Living

January 30, 2006

From this conscious living journal post:

“There are two aspects to my daily regime: 1) cultivating self-awareness, being in the now, and harmonizing my mind, body, and spirit; and 2) setting myself aside and being present for others.

Here are ten things I try to do every day to lead my life in a more “conscious” way:

1. Meditate for 30 minutes each day. (Early morning works best for me.)

2. Exercise for one hour each day. (Usually 30 minutes of some type of cardio, 15 minutes of weight training, and 15 minutes of tai chi/yoga.)

3. Practice positive affirmation and cultivating feelings of well-being….(10 minutes).

4. Read…books on spirituality, philosophy, psychology, and consciousness studies. (1 to 2 hours daily.)…

5. Practice unconditional giving (love, caring, help, support) to my family and friends. (I try to do something specific for someone everyday. It can be a small thing that demonstrates my caring and love for others. (15 minutes daily)

6. Practice unconditional giving to those needing help…(15 minutes daily)

7. Acknowledge Nature’s power and beauty each day. (Can be as simple as watching the birds at our feeders or gazing upon the beauty of my wife Mary’s flower gardens.)

8. Give thanks for my clients, business partners, and others I encounter in my…work.

9. Remind myself every day that “leadership” is about serving others in a conscious, collaborative, and meaningful way. Set the right example and others will follow (not me necessarily, but their own true nature).

10. Do my best to bring both my mind and heart to the work I do every day. Work on feeling something about the work I do and the people I serve.”

Will Work for Super Bowl Ticket

January 30, 2006

What better way to repay your tireless blogger who consistently posts mounds of useful information for your use than to ensure his attendance at the Super Bowl?

When the Steelers were last in the Super Bowl in 1996, I let myself be talked out of attending and lived to regret the decision. I swore that if the Steelers ever made it to the Big Game again in my lifetime, I would not make the same mistake twice. Yet, I just can not convince myself to pay $3,000 for a ticket.

What I can offer instead is $3,000 worth of legal services in exchange for a ticket. That is 10 hours of my services at my normal rate. So if you have a Super Bowl ticket that you are willing to exchange and a contract that requires drafting, review or negotiation, a corporation to be set up or other need for business legal services, drop me a line or give me a call and we will work out the details.

If you prefer, I will, of course, pay cash instead, if the price is not too steep.

Building to Be Bought? Invest in R&D

January 30, 2006

“I often get asked by start-ups planning for a future sale if it is better to invest in the business’ infrastructure or should they just put all money back into R&D?

In just about every case I err on the side of R&D; however, I do promote infrastructure spending around people (and processes) in three areas: (i) your CFO (finance & accounting); (ii) your HR manager (people & culture); and (iii) your CTO (IP development & management). You should plow everything else aggressively into R&D.

Now many are probably wondering what about sales & marketing, facilities, integration or customer support? Those are important, but I wouldn’t invest heavily in them and certainly outsource them if possible. My thesis is this: don’t make long-term infrastructure investments in assets that an acquirer already has, instead invest in assets they don’t have and need your product, IP, customers and market share…”

Read more in this Confessions of a Corporate Dealmaker post.

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Traditional Venture Capital Broken?

January 29, 2006

Venture Capital Broken?

“You would think that cheap, abundant capital was a great boon for entrepreneurs. It isn’t. The reality of startups is that you spend what you have. The more cash you have in your pocket, the less you value each dollar. It is human nature. Lots of cheap capital, available at high valuations seems great, until you do the exit math…Higher valuations and high venture rounds may feel good in the short term, but with IPOs as scarce as they are, they can price you out of the very exit you seek…

The traditional venture capital model has been “fund twenty, pray for two.” Since you could only lose 1X your money, you could make it up with a couple of big hits. But big hits are fewer and much farther between than ever before…The math worked when venture funds were $200M and exits were $500M. It doesn’t work when the numbers are reversed…

I can only see two venture capital strategies that make sense in this environment. One is to be small, focused, and totally aligned with market realities and founder incentives…be maniacal about capital efficiency…place small bets in multiple companies along an investment theme…Then even the small outcomes can provide a venture return…The other strategy is to be treat venture capital as one of many capital markets to search for inefficiencies across the private-public spectrum…”

Read more in this provocative post from EarlyStageVC.

Do Your Beliefs Hold You Back?

January 28, 2006

“All of us have some flawed or erroneous beliefs. Since we interpret the world though these beliefs, we see the world not as it is, but as we are – and it’s this flawed interpretation that drives our attitude and behavior…our beliefs become our truths and reality…

For example, if you don’t believe something is possible to do, you’re probably not going to commit much energy and resources to accomplishing it. Whether it’s gathering new assets, landing a big client, or simply getting out of the office at five o’clock, your beliefs dictate your actions…

Insanity is often defined as doing the same things over and over again, while expecting different results. If this rings a bell, it may be time to change your mindset so you can get different results.

Here are three steps to change your beliefs and mindset:

First, begin by specifically identifying the results you want.
Then create and develop actions that will accomplish those results.
Lastly, examine your beliefs about those actions to determine if they are holding you back.”

Read more in this article by Bob Lodie

New Tax Deduction for Energy Efficient Commercial Buildings

January 27, 2006

“The Energy Tax Incentives Act of 2005 creates a brand-new deduction for expenses incurred for energy-efficient commercial buildings (Code Sec. 179D). It’s a major incentive for building owners to upgrade their systems and for those building new structures to design them in an energy-efficient manner. The deduction is available whether the building is new or used.

The maximum energy efficient commercial building (EECB) deduction is equal to (1) $1.80 per building square foot (60¢ per building square foot, for certain separate building systems), less (2) the aggregate amount of EECB deductions allowed for the building for prior years…

The new deduction is available only if the EECB property meets all of the following conditions:
… It is property that is otherwise depreciable or amortizable.
… It is installed on or in any building located in the U.S. that is within the scope of Standard 90.1-2001 of the American Society of Heating, Refrigerating, and Air Conditioning Engineers and the Illuminating Engineering Society of North America (ASHRAE/IESNA).
… It is installed as part of (a) the interior lighting systems, (b) the heating, cooling, ventilation, and hot water systems, or (c) the building envelope.
… It is certified as being installed as part of a plan designed to reduce the total annual energy and power costs with respect to the interior lighting systems, heating, cooling, ventilation, and hot water systems of the building, by 50% or more in comparison to a reference building which meets the minimum requirements of Standard 90.1-2001 (as in effect on April 2, 2003). Detailed certification requirements must be met in order to qualify for the deduction, with IRS to promulgate regs explaining how the fuel savings targets are to be measured. Any energy or power cost savings calculation must be prepared by “qualified computer software.” “Qualified computer software” is software that:
… the software designer has certified meets all procedures and detailed methods for calculating energy and power consumption and costs as IRS requires;
… provides the forms that IRS requires to be filed in connection with the energy efficiency of property and the deduction for energy efficient commercial property; and
… provides a notice form that summarizes the energy efficiency features of the building and its projected annual energy costs…

Effective Date. The new deduction for energy-efficient commercial building property applies for property placed in service after Dec. 31, 2005, and before Jan. 1, 2008.”

Thanks for the information goes to
Harry R. Veltum, Jr.
Sobol Bosco & Associates
615 Iron City Drive
Pittsburgh, PA 15205
e-mail: harryv-at-sobolbosco-dot-com

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