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S. Jordan Associates
S. Jordan Associates
In this market environment, management fees and carry are less of a concern to LPs but could change quickly with a
reversal in capital flows and if lower returns ensues. Historically high fees detracted significantly from returns rendering most venture fund profits comparable to public market growth (Source: Kauffman Study). These high fee structures
(2/20 model) further incentivize fund managers to raise larger funds making it more difficult to invest in early-stage
deals (cant put enough capital to work) which is the primary source of innovation in the healthcare sector (as evidenced
by decreases in the number of Series A companies funded year-over-year, 2014-2015).
History has a tendency to repeat itself and venture investing is nor the exception exhibiting cyclical waves of outperformance and underperformance. Periods of outperformance characterized by significant inflows of capital and plentiful
exits/liquidity (IPOs) are followed by time periods (Great Recession) when investors (capital flows) flee the sector for
safe havens. Not surprising then to note prior to recent outperformance, the high risk of venture coupled with meager
returns led many to declare the venture model broken. Venture is far from dead, however, consider how answers to the
questions below have the potential to smooth out capital flows into the healthcare sector throughout market cycles.
When venture fundraising/investment levels do subside, will alternative sources of capital become available to meet the
growing capital needs of emerging growth companies in the healthcare sector?
Will LPs investing on a direct basis (co-investing vs. through traditional GP structures) be that source of alternative
capital for emerging growth healthcare companies?
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The goals of this paper are to establish best practices for direct investing while providing managers (GPs), institutional
managers (LPs), and early-stage/emerging growth companies with a greater understanding of the opportunities/challenges associated with this unique funding mechanism. We believe successful implementation of these best practices will
increase direct investing participation rates. Below is a summary overview of potential superior outcomes associated with
direct investing:
LEAD INVESTOR
Enhanced Control
Tighter reserves
Stronger Portfolio
New LP Relationships
LIMITED PARTNERS:
Transition from Traditional GP Role to
DIRECT INVESTOR
No Fee, No Carry
Accelerated Liquidity
Maximize MOIC
(8,300) Lead investors have made at least (1) investment since 2012
Transparency
Tailored Portfolio
Deal-By-Deal Discretion
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The total number of rounds and the number of first funds remained relatively unchanged from prior years (meaning
the average values per deal are steadily escalating accounting for increase in aggregate capital invested), while seed and
early-stage companies continue to be the recipient of the majority of deals. (Source: Bruce Booth, Where Does All That
Biotech Venture Capital Go, Forbes, 2/9/15 - Data Source: HBM)
The IPO markets hit post-millennium highs in many key metrics, and the performance of the market has proven broad and
resilient. The strong IPO markets continued to include a number of small-medium sized deals, and for the second year in a
row and the second time ever, the majority of venture-backed IPOs were in the biotechnology/pharmaceutical industry.
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Given newly funded companies are the lifeblood of innovation in the healthcare ecosystem, this trend should be carefully analyzed. From a venture capital perspective these financing levels may reflect the equilibrium level wherein companies deserving of funding receive it. But from a company perspective, the costs of rejection and associated opportunity
costs (another company selected by venture capitalists instead, fails) are high given capitals influence on advancing pre/
clinical milestones (proof of concept) in a timely fashion in light of competitive threats and limited patent lives.
And unlike the software industry, exit demand far exceeds the pace of startup creation highlighting the disconnect
between demand for innovation and formation of new startups. (Source: Bruce Booth Startups, Exits, and Ecosystem
Flux: Bullish for Biotech, Forbes, 9/8/2014)
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In addition, despite the strong year for later-round deals, 2014 saw a drop in Series A funding (often involves a syndicate
of venture firms backing a new approach to drug development funding early-stage companies). Series A round investment dropped from $1.2 billion in 2013 to $0.9 billion in 2014. The number of first-time Series A investments also
dropped from 63 in 2013 to 62 in 2014. Not surprising, the biotech sector started fewer companies in the robust 4Q 2014
than in any quarter of 2009 and 2010. (Source: Bruce Booth Data Snapshot: Venture-Backed Biotech Financing Riding
High, Forbes, 4/21/15)
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New commitments to venture capital funds in the United States (U.S.) by LPs increased to $30.0 billion in 2014 from
$17.7 billion a year earlier, and this increase is not surprising. The strong IPO markets in 2012 (although it was selective),
2013, and 2014 returned long-deployed capital to the investors in venture capital funds which was then reinvested into
new funds.
Investment levels in 2014 were remarkable; they were the highest amount since 2000, and the third-highest ever at
$48 billion. This compares with $30.1 billion in 2013 which was more in line with the prior several years. Healthcare
venture investment in biopharma, device, and dx/tools companies accounted for 18% of all venture capital dollars
invested in 2014 compared to 22% a year earlier. The dip resulted from the exponential growth in venture investment
overall not from a decline of interest in the sector. In fact, healthcare venture investment rose 30% to $8.6B, the highest
level in seven years.
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And corporate venture capital played a major role in funding companies. Corporate venture investment dollars increased
69% in 2014 and deployed an estimated $5.3 billion into 766 venture rounds creating the highest investment total by far in
the post-millennium period. This trend is reflective of the high dependence by corporate partners on outside innovation
to sustain their own growth objectives (External R&D). Interestingly companies receiving corporate venture investments have a ~60% higher rate of licensing deals, M&A, and IPOs. (Source: Bruce Booth, Want Better Odds? Get a
Pharma Corporate VC to Invest, Forbes, 5/22/12)
2014 is the seventh consecutive year and the 12th in the past 14 years in which more money was invested by the
industry than raised in new commitments. Although this trend clearly illustrates the appeal among investors for venture
capital investments, this imbalance is not sustainable. Over time, in order to sustain innovation and growth along with
superior investment returns which accompany them, either.
1. More capital must be raised, OR
2. New investment models must be created
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Exits
Once successful portfolio companies mature, venture funds generally exit their positions in those companies by taking
them public through an IPO or by selling them to presumably larger organizations (acquisition, trade sale or, increasingly,
a financial buyer). Exits are critical for generating investment returns for capital providers who oftentimes recycle capital
back into more healthcare companies and in recent years this capital cycle has been robust.
In 2014, 83 venture-backed healthcare companies went public, the highest count since the post-2000 bubble. Add in the
37 IPOs in 2013 and these companies now account for $60 billion in aggregate market value.Interestingly, as was atypically the case in 2013, many IPOs were early-stage biotechnology companies.
Source: Jonathan Norris/Kristina Peralta, Trends in Healthcare Investments and Exits 2015,
Silicon Valley Bank
Despite the higher totals counts than recent years, the overall scope of the IPO market is considerably less than it was in
the 1990s when 14% of first fundings eventually went public.
Healthcare M&A still accounts for a large percentage of exit activity of any size. (Source: Bruce Booth, Acquisitions As
the Silent Partner in Biotech Liquidity: IPO Vs. M&A Exit Paths, Forbes, 10/27/1014)
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Returns
During the past 5 years, investment returns for the Venture Capital asset class have returned to the peak of the risk-reward
scale. The Cambridge Associates U.S. Venture Capital Index climbed 2.4% and 10.8%. For comparison, the S&P 500 was
up 1.1% and 8.3% for the quarter and YTD, respectively. Q3 marked the ninth consecutive quarter of positive returns for
the private equity benchmarks and the 12th consecutive quarter for venture capital.
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The demand characteristics for each sub-sector is driven by a unique combination of the aging U.S. demographics,
advances in medical care and technology, and changes to the current regulatory environment. The profitability of individual companies is largely dependent on their ability to create innovative and disruptive technologies while maintaining
efficient operations.
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Signs of Renaissance
Many market trends point to a stronger U.S. healthcare investment opportunity going forward. For starters healthcare
venture capital firms have adapted by placing more emphasis on areas of greater unmet need including orphan diseases
especially in cancer. They have also begun to drive the utilization of discoveries made in the genomics revolution
targeting rare diseases with genetic abnormalities where successful treatments can be life altering and garner stronger
reimbursements.
Emerging companies have a robust pipeline with over 3,400 drug indication programs under development, based on
recent analysis of the BioMedTracker database. This accounts for a full 69% of the entire global industry pipeline. Roughly
43% of these programs are partnered with other companies demonstrating the importance of licensing and alliance development in the industry. Late-stage compounds are more likely to be partnered than early-stage assets. For example, only
36% of emerging company drug indication programs in Phase I are partnered, whereas 51% in Phase III are partnered.
(Source: David Thomas, Chad Wessel, Emerging Therapeutic Company Investment and Deal Trends June 2015)
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2014 was also the best exit year for VC-backed biopharma companies over the past decade the value both in terms
of up fronts and full biobuck potential have reached new highs topping over $5 and $8 billion, respectively. (Source:
HBM Pharma/Biotech Report 2014, and Bruce Booth, Data Snapshot: VC-Backed BioPharma M&A 2014)
This is not surprising as many large pharmaceutical companies have significantly pruned their research and development
staff and expenses and seem to view smaller biotechnology companies, many VC-backed, as outsourced R&D. With the
predicted patent cliff of Big Pharma now a current reality, and with many of the larger biotechnology companies aggressively participating in acquisitions, we expect this favorable M&A environment to continue.
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Finally, the potential effects of the landmark regulatory overhaul known as the Affordable Care Act (ACA) have only
begun to surface. The changes in the regulatory environment brought by the ACA will likely create opportunity for
services that reduce costs or manage resources more efficiently; on the other hand, it may adversely impact the pricing
power of pharmaceutical companies given the streamlining of care and the increased power of the counterparties they
negotiate with as more providers bear risk for costs through accountable care organizations and other integrated healthcare delivery models. According to the Centers for Medicare and Medicaid Services, by 2022 the ACA is projected to
reduce the number of uninsured people by 30 million, add approximately 0.1 percentage-point to average annual health
spending growth over the full projection period, and increase cumulative health spending by roughly $621 billion. The
revolution in healthcare delivery from this Act will provide opportunities (as well as challenges) for all areas of healthcare investing.
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Based on the conclusions on their report, the Kauffman Foundation made the following recommendations for investors
regarding the future of growth capital investing:
Invest directly in a small portfolio of new companies, without being saddled by high fees and carry
Co-invest in later-round deals side-by-side with seasoned investors
Invest in VC funds of less than $400 million with a history of consistently high public market equivalent
(PME) performance, and in which GPs commit at least 5% of capital
Move a portion of capital invested in VC into the public markets. There are not enough strong VC investors
with above-market returns to absorb even our limited investment capital
As the pace of global innovation accelerates and economies around the world depend increasingly on growth, a vibrant
venture capital industry will be vital to securing the future. This sentiment is the subject of a recent study by PWC, which
predicts global alternative assets will increase to US$15.3 trillion by 2020. Among the findings of the PWC study are:
Rapid developments in the global economic environment have pushed asset management to the forefront of
social and economic change
An important part of this change the need for increased and sustainable long-term investment returns has
propelled the alternative asset classes to a more prominent role in the investment management industry.
The global alternative asset management industry is expected to experience a transformation as alternative
asset managers transform their business and operations and make technology a top investment priority
The impending transformation in alternative asset management will have far-reaching effects on medical innovation and
the global healthcare capital markets. For each of the participants, the impact of these transformations will change the
manner in which they do business.
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92% of investors expect to either Increase or Maintain their allocations to Venture Capital and Private
Equity over the long term
55% of Limited Partners with fund investments in healthcare identified management fees as the principal
motivation for a shift in investment strategies. In addition, investors cited better control of investments, greater
transparency, and an opportunity to increase diversification.
77% of Limited Partners are Actively or Opportunistically engaging in Direct Investments
24% of LPs allocate more than 10% of AUM to Direct investment. By 2016, Direct investments will increase by
50% to 15% of AUM
86% of Limited Partners assert that Direct Investing yields either Significantly Better or Slightly
Better returns
87% of Limited Partners intend to Increase or Maintain their Direct investment activity during the
next five years
(source: Preqin)
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TIMING IS UNPREDICTABLE
GPs are likely to syndicate co-investments to their investors when capital accessible via their main funds is low.
Though inherent risks remain, the strategys popularity has grown as institutional investor increasingly seek ways to
invest more private capital with select GPs at a reduced cost, often at more than half-off the prevailing cost of access.
(Source: Making Waves: The Cresting Investment Opportunity, Cambridge Associates, 2015) Increasingly, GPs are
offering more co-invest differentiating themselves from the LP community, deepening relationships with key investors,
managing their own risk, and maintaining greater flexibility for themselves.
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Summary Description
Illiquidity
Diversification
Correlation
Volatility
Performance
Adverse Selection
Scalability of Venture
Capital
Access to Best
Managers / GPs
Valuation
Zeros
Inconsistent Cash
Flows
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S. Jordan Associates
S. Jordan Associates
Scott Jordan
312.451.6210
scott@sjordanassociates.com
S. Jordan Associates