ACE-Net: A Tough Way to Find an Angel
This SBA Web site can connect you with backers, but you have to work at it
Where do you meet a hot startup artist? Or a rich benefactor for your indoor fish
farm? Try the Small Business Administration's ACE-Net (Angel Capital Electronic
Network), a blind, Internet-based matching service that helps wealthy private
investors, so-called "angels," find startups with stakes of $250,000 to $5
million to sell.
As befits an Internet matching service, some of its aspirants sound a bit
offbeat, including a video production company that does "infomercials" for the
Chinese market and a maker of ultrarapid ear thermometers. But ACE-Net is trying
to fill a perennial hole in the financing net -- companies that have outgrown the
generosity of sympathetic friends and even rich uncles but aren't able to attract
venture capital firms, which fund just 1% to 4% of the deals that cross their
transoms, according to SBA data.
Of the 350,000 U.S. companies the SBA estimates are high-achieving
"rapid-growers," less than 5,000 have any funding from venture firms or corporate
benefactors, says Terry Bibbens, the "Entrepreneur in Residence" who directs
ACE-Net (https://ace-net.sr.unh.edu/).
"It's easy for entrepreneurs to raise up to $250,000 from friends, family, and
associates," says Bibbens. "But we found that going beyond that -- to reach
people you don't really know -- was the real barrier to access to capital."
GET TOGETHER. It's all the harder because entrepreneurs aren't usually
hanging around at the country-club pro shop or other places where individuals
worth over $1 million tend to gather. By SBA reckoning, that group pumps $20
billion into more than 30,000 ventures each year.
To get the two sides together, the SBA has mounted a sort of cross between a
blind-dating service and an initial public offering. Companies generally pay $495
to post an abbreviated stock prospectus (called a Small Corporate Offering
Registration) to ACE-Net's Web site. There, the angels, who must certify their
net worth just to eye such high-risk investments, peruse the opportunities from
the privacy of their personal computers. The list isn't available to the general
public to avoid falling afoul of U.S. Securities & Exchange Commission laws
guarding against the sale of high-risk securities to unsophisticated
investors.
The odds on ACE-Net, which has been up and running since October, 1996, sound
pretty attractive for entrepreneurs. There are some 60 companies and some 600
investors. But a thicket of securities regulations makes it tough to tell if it
actually works. "The investors are cautiously enthusiastic," insists Bibbens.
But there's no telling just how enthusiastic: The SEC prohibits ACE-Net directors
from speaking about any deals completed through the service or even saying if any
have been done. ACE-Net entrepreneurs and the business-development executives
advising them say it seems like a great innovation, but few know of any angels
who've actually funded a company through it.
PAPER-HEAVY. Some ACE-Net organizers, like David Day, who advises
prospective ACE-Net enrollees through Kansas Technology Enterprise Corp. (KTEC)
in Topeka, say it will just take more marketing to get the good word out about
ACE-Net. "There are still things that need to be worked out," Day says. Arguably,
though, it will be hard to market successes without being able to talk about
them.
So, what's an entrepreneur got to lose by just signing on? Well, time, for one,
and money. The paper-heavy ACE-Net process is no lark. After the sign-up fee come
lawyers' fees that, according to Bibbens, average $5,000 but can sometimes run up
to $10,000 to help with the forms. Moreover, there's no guarantee anything will
come of it. Of course, that's true with a bank-loan application, but at least you
can call the bank for an answer. ACE-Netters have to wait for the phone to ring.
The 50-question SCOR "is the biggest form we've ever filled out," says Scott
Redmond, a San Francisco entrepreneur who hopes to secure $5 million for building
Unifree, a mechanism for automating tasks on the Internet. The SCOR form is
mandatory for an ACE-Net listing because technically, companies are offering
their stock and must meet certain SEC and state securities commission filing
requirements. Redmond has fielded some 24 inquiries since he first registered
with ACE-Net in May and is "in talks" with five potential investors. So far, only
one has invested -- $5,000.
DAUNTING. A SCOR is much like a conventional prospectus: It discloses risk
factors, earnings, financial projections, and how the share-sale proceeds will be
used. A public offering is no piece of cake for established corporations, and for
early-stage entrepreneurs, it's a daunting experience, say those who've tried
it.
"It's really laborious," says Stephen A. Menke, president of Mobil Care Inc. a
Lawrence (Kan.) company that's seeking $1 million via ACE-Net to expand
production of its prefabricated nursing-home units. Since he listed last summer,
he has spent $5,000 in legal bills and still has had no direct inquiries from
ACE-Net angels. He blames the investor warnings that litter the prospectus.
"First you tell all the risk factors, then you tell about the dream. But if first
you tell them why it won't work, you're fearful they'll become disenchanted
before they hear the dream," Menke says.
For Bibbens and other securities regulators, however, the laborious disclosure
process is what makes ACE-Net better for buyers and sellers than other Internet
business-for-sale sites. Scamsters and just plain immature companies don't even
bother. "It has turned people off," concedes Bibbens. "However, [they] are often
those who don't understand the securities laws of the state in which they
operate."
The SCOR form also forces registrants to articulate the specifics of their
business plans, something that overeager entrepreneurs tend to neglect. ACE-Net
enrollees interviewed by Frontier Online say they came to appreciate it. "It
helped us get together the paperwork that would answer any investor questions,"
says Unifree's Redmond. "If someone wanted to discuss terms, they can read your
filing and see what the underpinnings are."
"SHORT FORMS." But that brand of discipline has impeded ACE-Net's growth.
When the service failed to attract more than a handful of companies during its
early trial phase in 1997, the service streamlined the registration process. Now
a four-page SCOR "short form" is available to companies in 27 selected states.
Under the short form, companies provide a thumbnail business plan, which permits
them to raise up to $1 million. Eighty-five percent of the ACE-Net registrants
use the short form, which Bibbens says can be completed within a week.
Some entrepreneurs' advisers, however, are wary of the short form. They contend
that it doesn't tell investors what they need to make their decisions. "For
someone investing from a distance, the short form just doesn't do it," says Mark
Clevey, who assists ACE-Net enrollees at MERRA, a Michigan business development
agency. "It doesn't describe the risks properly."
The danger is that ACE-Net could become a bland bulletin board, full of four-page
business plans, none of which are sophisticated enough to catch an investor's
attention. To guard against that, Bibbens encourages any company using the short
form to attach a complete business plan to the electronic documents. That's
especially so because entrepreneurs may want other people's money, but they are
extremely wary of revealing too much about their businesses. That's not
misplaced, says Alexander Glass, director of the Bay Area Regional Technology
Alliance in Fremont, Calif. "There's an art of disclosure: Assume your principal
competitor has signed on to ACE-Net as an investor, and act accordingly."
To help educate entrepreneurs on the whole process, the SBA has set up 21
"regional operators" around the country, most of which are public/private
partnerships for encouraging business development. Companies interact with the
system through the regional operators, who issue passwords, advise on
registration, and check paperwork for errors. Some states that are particularly
eager to nurture new enterprises will even waive the $495 registration fee.
KCET's Day says ACE-Net is working to improve its shortcomings: "Because it's an
SBA project, it does have more bureaucracy than if it was done by a private
company. But they are doing as much as they can to make it a streamlined
process." Still, raising money is almost always a time-consuming, diabolically
detailed job. Many entrepreneurs may find ACE-Net's red tape too nettlesome. But
as most soon find out, angels with real money rarely go into a relationship
blind.
By Dennis Berman in New York
To: FINANCE
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