iProperty sold to REA group in biggest dot com exit in ASEAN to far

I have met with Patrick grove two or three times last 10 years. Always impressed me with his deal making prowess. He has done it again by getting REA to pay 28.7 times last 12 month sales (not profit!). Furthermore on a forward earnings basis, iProp is expected to do about A$35-40M if they maintain growth rate of > 50%. Divide by A$750M valuation and we get about 19-20 times forward sales. Either way we look at it, this is a super high valuation that exceeds what all companies including SAAS companies get which is about 10 to 20 times sales. It eclipses both the Zopim and Hungrygowhere multiple by a factor of 2! Also to note, it has not even broken even and is slightly loss making though MY is solidly profitable.

So what could prompt REA to pay so much? Obviously it is a new geographical market in countries where buyers are like Australians pretty crazy about property. iProp operates in Malaysia, HK, SG, ID and Thailand. So from a geographical synergy point of view, it makes great sense. REA has also tested waters owning a <20% minority stake in iProp for quite a while already. So they are clearly comfortable with the ex REA management team that Patrick has gathered for iProp.

In addition, the demographics are in favour of Asian property portals. The population here is huge and HK is an entry into the China market. Both make for excellent long term stories to investors of REA.

The other synergy could be in terms of putting REA practices to help leapfrog what iProp does to really rule the region. iProp is relatively basic classifieds system and maybe with REA better products and processes, it can accelerate growth even quicker and take a lead over chief competitor Propguru in the region.

Of course REA can afford the acquisition, they have about 280M EBITDA, strong cash position of A$80M which will allow them to finance the needed 480M debt comfortably. On the competitor side, Propertyguru will probably view this as a positive as it takes time for new management to effect positive change and this kind of valuation will probably help them in their next rounds or IPO. Propertyguru has raised a lot of cash last few years and so will probably be able to take iProp on even with REA as a shareholder. A possibility could be for REA to do what SEEK did (bought out both JobsDB and Jobstreet) and buy out both iProp and Propguru since in terms of revenues, I believe the overlap is not huge with Propguru being so dominant in SG while iProp does so in MY.

SO WHO GETS WHAT?

In terms of shareholders, iProperty major beneficiary will be the shareholders of Catcha Pte Ltd which owns 16.7% or about 31M shares worth A$124M. Patrick last I checked owns about 61.5% of Catcha Pte Ltd, so that is a A$76M payday. Very similar to what Jobstreet Mark Chang got for his sale of Jobstreet last year. He has only 2 other partners, Luke and Ken who own the rest of the 38.5% with Ken having more. Very nice pay day for them too.

Another positive thing is that this deal also gives the shareholders of the companies which Patrick acquired to build up iProp a nice bonus. These smaller shareholders took cash and iProperty shares at various prices over the years depending on when he acquired them. If they held on they would have gotten a nice premium due to this sale. Its a great win win which will help Patrick be even more credible in his future deals when he stitches for more companies together.

The last lesson I have from Patrick is that deal making can be a supremely effective skill set for an entrepreneur. Besides iProp, Patrick via Catcha Group has his fingers in Ensogo, Rev media, iFlix, iCarsasia and also a VC fund! He has leveraged his smallish sized print publishing Malaysian catcha media into a veritable internet empire! And most of it has been done by buying out smaller players who don't have his ability to sell a regional vision and to tap the capital markets in ASX.

Will be waiting to see if he can do the same with the other companies in his portfolio. My hats off to this deal maker!

Ps: there is a break deal penalty of 7.5m and the deal will only complete 1q or 2q next year. So as usual everything needs to look lovely both ways and it ain't over till the money's in the bank!

So how is early retirement at 38?

This is a rather personal post and I need to qualify that all I am writing is from the perspective of someone who has just stopped working for 7 months after 14 years of entrepreneurship. I may feel very differently if it is after 2 years.

And the reason i am sharing is that many people i meet seem to have a glorified ideal of semi/retirement. Also, i realize many entrepreneurs and working professionals seek financial freedom as a key goal in working life. So i want to share how it has been so far and hopefully it will help fellow entrepreneurs get another perspective of life after exit. This will help them in decision making and planning.

Some background is that I have 4 kids, aged 12, 11, 6 and 0.5. I have about 3 key takeaways so far :

1) It is possible to stay reasonably busy but feel less fulfilled.

My days are quite busy. About 50-60% of time on kids and family stuff, 20% on various work items (portfolio mgmt., meeting potential companies for angel investment, volunteer work with SWCDC and ACE etc), 10% on exercise and remainder on leisure activities ( I managed to catch up Walking Dead and 100!). On average, i have 2-3 meetings weekly with potential investee companies or with currently invested companies or for volunteer related work.

After these last 7 months, I feel all this is less fulfilling when combined compared to running a full time business on top of them. Two key differences. First is that I am far less busy and everything is more touch and go rather than digging in and being intimately involved. There is no bone for my mind to chew on daily. Portfolio management has sort of replaced this since i can obsessively track gains and losses and there is an endless amount of analysis to read and learn. But it is not as fun. Second, there is a lack of buzz or excitement that comes from working with a regular team and aiming for a common goal. I used to work in an office with 100 people and interact with at least 10-20 daily. Now it is much lesser and we are frequently not on the same team.

What I do enjoy is working with startups whether as an investor, director or just sharing experiences over coffee with driven coachable entrepreneurs. Currently, I spend most time and effort on DrWealth which has just raised a S$800K seed round and things are getting exciting there. I have also formed regular forums under ACE to help tech startups learn from each other.

2) More time = healthier physically and mentally.

This is a big one for me and is one of two reason why I am not rushing back into business. While running the business, I was perpetually stressed out both mentally and physically. I had a permanent stress cough, bad sinus problems and had difficulty switching off at night. So much so, I would think of financials even while in the toilet! All that changed in the last 7 months. I sleep much better, have spent enough time in the gym, have fallen sick only 2-3 times (used to be almost monthly or bimonthly) and find myself more patient with people. In fact, my cholesterol level has dropped by almost 40 points into normal range despite little change in diet.

3) More time = Present for Loved Ones & People

The second reason I am not rushing back is that having time for my kids and loved ones is fantastic. Throughout my last 14 years of work, I have always tried to spend time weekly with my parents, have daily dinners with kids and generally be there as they grow up. But truth be told, I was obsessed with the business and competing much of the time even while I was with them. Now I find that I am far more present for them. I know and feel alongside their first day of school, their first taste of porridge, and even first PSLE! And this being present extends to friends and people I meet. I find myself far more patient and willing to listen and see things from their point of view. This is great because it helps me control my competitive nature and I believe makes me a nicer person.

So there you have it. Three key changes that happened to me. Will I plunge back into the fray with another startup? Maybe. As usual, it is a matter of right team, right idea and right timing. And it may not be an internet business. Will it be this year? I am letting things happen and will go along with it as events develop. My second kid has PSLE this year, my youngest is very cute (to me) at just 6 months and I have not even done much traveling due to recent family events and the new baby.

Entrepreneurs - How to Manage That Windfall !

Entrepreneurs who have a liquidity event are often like lottery winners. They are not well equipped to know how to manage the money esp if they are not from a wealthy family and have always lived a more normal/middle class lifestyle. They can end up being too conservative or too risk taking and the worst part is that they may not even be aware of it. Entrepreneurs also have an added problem of usually having a big ego, always optimistic and wanting to make all the decisions ourselves. Good recipe for investment failure.

I am writing this article so share some learning experiences which i had over the years. Both from reading, own experience and from others. Please feel free to comment and add experiences.

1) Don't touch bulk of money for next 6-12 months

Say you suddenly now have X million in the bank after a trade sale. There is a further prospect of another Y million over the next 2-3 years. You feel rich and super liberated. At the same time, everyone seems to expect you to give back and to start showing the moolah.

I would suggest to just do nothing major with the money. Put 90% of it in FD or a few 6 mth super safe bond. Let yourself and your family get used to your new found wealth. By all means, go for nice $$$$ dinner, buy a cartier ring or hermes bag for your loved one. Or take a 5 star vacation with the family for once. But don't spend anything more than 1% max 2% of your new net worth on these extravagant purchases. For Singapore, it means don't go buy a sports car that costs $500K right away unless you have $25M or more.

Note i don't mean that we should not buy the sports car unless we have 25M or more. What i mean is that we should let the money sink in and let our brains adjust first. Then if 1-2 years later, you still think that 500K sports car or 100K luxury watch is worth buying, then go get it!

After 6-12 months is up, if you have been doing your homework below, you will have an idea how to invest or work it. Your sense of value will also have adjusted and you will be less prone to impulse buys or dumb financial decisions.

2) Admit you are not a financial planning expert. 

Entrepreneurs do well because we are experts in our own micro area. Whether it is software, internet, manufacturing, F&B etc. We need to admit we are not experts in the field of financial planning and portfolio management. So get a private banker(s) to help you.

Most private banks will let you open an account with min US$1M USD and especially if you show you have more to come or with other banks. Be discerning, there are private client solutions out there which is a sandwich tier between Priority Banking and Private Banking. Not so good because their fees tend to be higher. Go for the actual private banks and if possible get a referral so you start with a good relationship manager.

Apply your same determination to build your business to understanding the world of personal finance. Be patient and take the time to learn from others. For starters, learn indepth about the following terms :

Fixed income, equities, interest rates, private equity, hedge funds, portfolio allocation, rebalancing, yield, ROI, options, structured notes, dividends, commodities, gold, property, leverage, inflation.

3) Set Goals for the Money

Now that you have a lump sum, you need to decide what goals you have for it. Is it to preserve and grow this capital? Is it to take high  risks with it? This topic is frequently tied up to the actual number you require for financial freedom. For most living standards in SG, it is about S$3-5M range that will allow for retirement in your 40s to 50s. For people who live it up more, even $10M is not enough - skies the limit.

A good advice i got from a tech "qianbei" (older expert) is to build a stable property/bond/equity portfolio that generates cash flow that pays for all annual expenses. So if you spend $360K a year, then at 4% inflation adjusted real returns, this portfolio needs to be about S$9M excluding your residence. The extra money above this 9M can then be used for starting a new business or investing in startups etc.

One word about investing in startups. Be very careful and be prepared to lose all the money. A wise man told me before to spend not more than 10% of your net worth in such investments. Also, for this 10%, spread it out into 50K angel sizes and make sure you can invest in at least 10? Otherwise no diversification. If you can spare less than 500K, i think it makes more sense to be an LP with a venture fund.  I know readers may disagree on this. Feel free to comment and share.

4) Be aware of vastly higher mountains, maintain humility, give generously.

Don't let money change you. We are still the same people. We just have more responsibility since we are lucky enough to have exited our businesses. Continue to be useful to your family and people around, continue to learn and be generous. One method that has worked very well for me is to interact with people who are both a lot more successful and a lot less successful in terms of wealth or career. Listening to the both groups share their experiences and perspective and observing keeps me grounded.

We can't take our money with us. So give generously annually if you can. Many people lose out on the genetic/life lottery which you won. So give back to society and worthy causes in a sustainable way.

5) Spend within your means!

Be careful not to be seduced by the ever upward spiraling lifestyle which one segment of society espouses. If you are below 35 and have self-made millions, there is a tendency to think believe you can duplicate it again and be overconfident in your next venture or investments. There is also a possibility you may upgrade your lifestyle to beyond your income and wealth. Note, i am not advocating to be stingy, upgrade your lifestyle by all means just don't go above it. A good rule of thumb is that you should aim for total spending  <70% of total income per year.

You did not get to exit your business without brains, so apply it to model carefully what you can or cannot afford, use it to plan out your investment plans and act on it.

I hope the above 5 points help fellow fortunate entrepreneurs in terms of starting to think about what to do with  their new found wealth. Feel free to email me or add comments.

When to raise outside capital & what kind of dilution is ok.

Have been talking to quite a few entrepreneurs lately and i realize that many have very mixed views (rightly so) about raising capital from (semi)/ professional investors. Some also never seem to have thought about dilution and seem to have an almost ambivalent attitude about ownership.

So i thought i will pen down my thoughts on these issues both as an entrepreneur who tried to raise money before and as an investor in startups. DISCLAIMER : REGIONAL CONTEXT ONLY.

There is actually only 1 good reason why a tech startup raises money.

Company needs the cash to grow in SG or to expand into overseas markets which current organic cash flow projections cannot meet. Growing can be by organic or acquisition route. Usually your 5 or 3 or 2 year P&L projection shows great revenue growth but you need to spend money to get there and you are negative cashflow for a good period. Then you need funding to tide all that negative cashflow and then some. The extra is buffer.

So if you find that you are in the lucky situation where you are already profitable and cashflow positive. And you actually do not have a burning vision that you cannot execute due to lack of money, then perhaps you should not be fund raising. Even though usually, this is when VCs and investors and brokers will bug you the most to raise. They will tell you stuff like money in the bank is king, having a buffer is always good, you never know, how much network and strategic help they can give etc etc.

They are not wrong. But you need to weigh that against the distraction of fund raising, the distraction of dealing with investors, the value of network and also whether you actually need the money. I have known of at least 2 big internet companies who raised 800K and 1+M each and they actually almost did not touch the money at all until exit!

To be fair, I am not including the strategic help which a good investor can offer and that is valuable. This cannot be underestimated and i think if you find an investor who really helps and cares, then the story is different.  For these cases, i have seen people do convertible notes so that valuation is higher later or just raise less money. You still get the help and network but dilute less.

How about dilution? How much is too much or too little for our tech space today?

It really depends on each entrepreneurs goal. But by and large, most entrepreneurs are highly competitive people who benchmark a lot. I think they also want to win and there are many measures of winning. It can be to control the biggest company by revenue or profit or user traffic etc. It can also be a combination of those factors.

1) My first non-contentious observation in SG is that it will be best to bootstrap and skip the angel round. Lets say we have a 2-3 founder team. They run through  100K to build their prototype and a further 50K to market the prototype and raise money. At this stage they still own 100% of the company.

So they raise the Seed round to hire a few pax, market more, build out software more. Lets say they raise 500K at 1.5M premoney. So now, the founders own 75% of the company. With this 500K, they build out SG and after another 1 year want to expand overseas and drive to SG profitability. Now in SG, it is usually a 1.5 to 2.5M raise. So lets say 2M raised at premoney 8M, now founders are down to 60%.

Wait, there is now employee option pool which varies from 5-10% usually paid jointly or out of founder pool. So lets say founders down to 55%.

This is where we depart from USA since our ASEAN market is a lot smaller. With this 2M raised, the tech company needs to grow into exit event.   An exit event can be an IPO or a trade sale. There are some fewer cases of raising Series B to expand even further but most of the SG stories exit already - Hungrygowhere, Tencube, Brandtology, Groupon, Dealguru, sgcarmart, Travelmob, Asian food channel all exited after raising 1-2+M. The only ones i know who raise Series B or equivalent is Propguru and Reebonz. Maybe readers can add.

So back to the optimal stake. At 55% left for founders and average sale value of lets say 20M, that is 11M only for say 3 founders. Or about 3.66M each. Now imagine if this company raised a initial bootstrap round that took out 15%, they are left with 2.7M each for about 6 years work if divided evenly.

2) The 2nd observation i have is a lot more contentious. I have seen many teams where the 2-3 founders share the stake equally. While this feels right at the startup phase, it actually does not make sense. A company will require a CEO and driver. That person performs a role that is more stressful and more impactful than other founder roles. And in startup, pay cannot be used to compensate. So i would argue and indeed prefer configurations where the key leader has a much higher stake and plays a stronger role. So in the case of the 3 founders, maybe 50%, 30%, 20% or even 60/20/20. Of course, the founders should put in capital commensurate to their shareholding and i am all for equal or near equal pay among the 3 to show the solidarity.

On the flip side, i would not advocate any key founder having less than 10% equity from the start. Too little to feel any pain and to be aligned well. And after all the dilution, the person will be left with 5%. Too little for talent for our region. They will end up looking around and asking for near market rate salaries to compensate.

As an investor, one thing good about CEO owning the bulk is that we know even if the shit hits the fan, there is one clear person with the most to lose. And that is good alignment.

iBuy and DealGuru

Edit : I made a mistake in Groupon multiple. Groupon trades at 2.5 times revenue not total sales transacted. Using sales transaction, Groupon trades at 1.4 times at current $12 shareprice of 8B market cap. So Dealguru sale at 50/38 = 1.3 times or so is quite fairly valued. It also means there is no obvious valuation upside for Dealguru holding on the ibuy shares.

This post follows from my post about Patrick Grove's Empire. Earlier this week, got news that iBuy ( a new vehicle which will list on ASX) has entered to buy DealGuru and 2 other deal sites in the region. The deal will form an instant A$70M revenue business and the CEO of the entity will be Patrick Linden from Dealguru.

This is again a good move from Patrick Grove of Catcha Group. He buys these companies via 1/3 cash and 2/3 share swap at 1 times past 12 months revenue and he will unlock value in their respective markets and then the ASX market will accord them a better multiple which will then result in win win for not just Patrick but for the guys who sold the business to him. Take note that Groupon is now valued at 2.5 times revenue past 12 months. So there is an easy 2.5 times capital gain here.

Whats more, because he intends to raise about 33M from IPO investors and probably some bond investors, this means he is using OPM for the combined entity. That is a cool Series B/C done via IPO route again! Really love the guy.

How about the guys who sold and what does it mean for the deal industry or ecommerce industry?

Well, i have only met Patrick Linden a long time ago before he started Dealguru. Came across as intelligent, nice and sharp person. Insead grad i think....

Anyway, he and his partner each own about 18% of the company, so they get S$2.25M cash first and end up owning about 4% of combined entity. I think it is a smart arrangement all ways. That way , they are committed to growing the business and if it grows 2.5 times, then Patrick and partner are looking at real money. For example, at present value, their stake is each worth about $7M give or that. But if share price increases 2.5 fold... then it is a deal worth about S$14M.

But they should take note that they need to replicate what iProperty did and they are up against much stronger players like Groupon, Taobao, Q100 etc. Basically there are so many big and small ecommerce players and deal sites are not focused yet.

So happy for Patrick and partner. And patrick linden has a new challenge to run as CEO with Patrick Grove as chairman. Rebate I guess will be happy since they own 62% and have a successful exit.

As for other deal site clones and other ecommerce players, this deal may not be that great. It offers a new competitor that is listed and regional. And it also values them at 1 time revenue which is quite a lot lower than the Series A rounds where i am hearing valuations of 1.5 to 2.5 or even higher valuations.

Feel free to comment and share!

Current Record Holder for Best Multiple in an Acquistion - Hungrygowhere

Decided to write this article after reading this article on techinasia. 

Deal as we know it. InSing bought GTW Holdings who owns Hungrygowhere and TableDB back in mid 2012. Great deal for NYPS, CHS class mate Dennis, UofMich school mate Hoong Ann and last partner Yung Yih.  They put in a lot of pain and effort to build up the business. I met the 3 of them periodically from the day they started back in 2006/07and it is clear that they went though hard startup times like anyone else. So I am happy for them that the deal was done and that their effort was rewarded.

Deal details based on public information :

1) Sold for S$12M cash to Singtel
2) Entity integrated into InSing under Singtel Digital Media.
3) 3 main founders with 2M investment from Walden. Each of 3 main founders had about 24% stake so about 2.88M each (nice number).
4) Best deal ever in SG based on historical revenue multiple of about 16 since in FY 2012

Consider that Sgcarmart sales is only 7.5 times revenue and they had profit margins in the 30+%!

Rationale for Deal?

Singtel POV makes some sense. Great traffic on the topic of F&B. I think it Singlehandedly gives InSing good traffic moving forward if they do not screw up running HGW. There is further upside, if they can implement TableDB well. Everyone can see how strong OpenTable is as a NASDAQ listed business in USA. I also believe there was a strong acquhire element here. We may feel 2.88M is alot, but if we think that a fresh graduate scholar costs an organization about $300K and 3 years to wait... then to get these 3 founders is quite ok?

HGW POV makes great sense though i would personally feel a little early. There was probably room to grow revenues and hence profits many folds more and build the local and regional story a bit more. TableDB also was just started and so has a lot potential. But as I always believe, only the management and founders know the full details and to take money off the table will never be totally wrong.
 

Making enough to retire at 35?

Wow! This is like reading a letter from myself written 7 years ago. How things have changed :

1)I did that half marathon. In fact, i did a full marathon the year after. Felt great to complete the marathon. Definitely one of the more memorable experiences in my life.

 2) I was 1 year late. I sold my company in 2011 age 36. And yes, i collected enough immediately to have an option to retire at my standard of living. But of course, i did not retire and am still happily running the company i founded.

3) I failed totally in being less competitive. In fact, from 2006 to 2010 was my most competitive period of life. I would compare myself obsessively with other people in terms of achievements. I think that is what spurs me on. Today? I am somewhere inbetween. Still very competitive but now i try to compete on being happy and not just numbers.

4) Trip. I made many in these 7 years. Some with kids, some without. I am very blessed. been to Bhutan, Europe x 3 times, China x 3 times, Japan x 2 times, USA x 2 times, Phuket/bali/koh samui many many times etc

So do i feel i am an entrepreneur? It is a definite yes! Because I cannot imagine not running and owning a company if i am to work long term till i am in 50s. I may take breaks, I may do a corporate stint for couple of years but i will always be involved in startup scene as investor/director/advisor etc. Now i realize that entrepreneurship is part of life, it is not everything but it is very important to me. Only things more important is my family , wife, kids and mental/physical health.

===================================================================== (Article first appeared on sgentrepreneurs - July 2006)

Recently, it seems that God is trying to tell me something. I was a speaker and career panelist for Confluence 06 (for overseas students to speak to Teo Chee Hian and others) and had to speak to 200+ undergraduates on my experience in business and my aspirations. My company is helping EDB with a web site called Aspirations which is focused on providing career information to students. In both, the word “Aspirations” kept hitting me and got me thinking about what I wanted to do in life. I think most people would agree with me that we do not want to settle for a life less than exciting.

As entrepreneurs, people sometimes think that all we want to do is grow our business. For me personally, that is definitely not true by now. In fact, I see my “aspiration” as one whereby I am challenged daily but in a way that is not just mental but also physical and spiritual. And yet at the same time, I do not want to always be challenged. Sometimes, I just want to kick back, chill out and play with my kids, wife or just laze. Other times, I am so inspired by nature, I want to scuba dive the pacific islands or walk the appalachian trails. I wonder how other entreprenuers who are above 40 can plug away at the same task for a lifetime. Sheer one-dimensional passion? Lack of imagination of another type of life? What is the motivating factor that drives and more importantly satisfies? I examine some that I know thrill me.

 Intellectual challenge.

This has always been fun for me. Whether it is the satisfaction of thinking of good work flow, business model, sales pitch etc. But when I compare it to the intellectual completeness of academic thought and the wit and beauty of literary and philosophical thought, then the intellectual challenge of running a business is so much more limited in scope and untidy. Physical challenge. There is an intrinsic beauty to being fit and being physically energized and challenged. I used to windsurf a lot and scuba dive. I still do a little but I think running your own business kind of occupies so much time that there is no time for the quietness that I used to enjoy with such sports.

Spiritual Challenge.

Entreprenuership fails even more on this count. To me to play the game of running a company is to play the game of capitalism. So it is always cost benefit in the long term that matters. And frankly there is little spiritual about commerce and money. So where do I go from here? As usual, the tedium of life will drag us down and remind us of the responsibilities we have to clients, staff and family. That is why subconsciously, I have always known I am not a true entreprenuer. I am like a pretend person, performing the role adequately but always aspiring for a deeper life. I know all about enjoying the journey while getting to the goals but it is tough to always focus when it is a fact that life as a business person is quite demanding in terms of time and energy.

Some key stuff I aspire for that will alleviate this sense of “ennui” or boredom/emptiness.

Run a half marathon (full is too much for me).

Make enough money to have option to quit by 35.
Be less competitive and not benchmark material acqusitions to much with others.
Need to sneak a trip (without kids) to some nature haven. Nepal? Tibet? …

Well.. this is the inner musing of an entrepreneur. I believe man are quite common in this respect. Some can articulate their inner thoughts, others cannot. But I would love to hear from others how each deals with this essential question.