A number of articles have started to appear that shine a harsh light on the mezzanine merchant bank groups like Advanced Equities. These groups specialize in raising capital for later stage venture companies. These firms have formed strong relationships with various brand name venture groups and help them raise "pre-IPO" capital for their businesses. These include companies like Vonage and Alien Technologies. The groups include the likes of Kleiner Perkins and NEA.
Ron May recently wrote in his May Report:
"Let me get specific…The case against Dwight and Keith (Advanced Equities) is that they are kissing up to the VC
firms and at the same time screwing over their retail clients. By the
way, they also sell some stock to institutions but the institutions are
more resistant to their highly inflated valuations. The VCs make out
like bandits and the retail investors that AEI sells to scrape for the
crumbs."
The standard procedure is that they find a company with a lot of buzz that has the momentum to potentially go public. These rounds carry extremely expensive valuations but are justified by being priced at a discount to a likely, near-term IPO. These were all the rage in 1998-9 when the IPO markets were hot and investors were able to quickly "flip" their positions post IPO. These investors are classic "momentum investors". In contrast to "Graham & Dodd/Buffett Value" investors that base decisions upon the underlying fundamentals of a company, momentum investors make their money by identifying trends and momentum in price movement and try to turn a profit based on the fact that the stock is worth x% more in the near future.
While the mezzanine houses have retail clients, their true customer is the provider of product for them: the venture firms. If they can get access to the hottest "stories", they can raise capital at extremely high values (and hence, really high fees) with the hope that their investors will do well post IPO. The VC’s like this since it is cheap equity, Advanced & brethren like it since they get big fees and the retail clients like it since they can make a quick profit.
However, all good things come to an end. Should a "story" lose its zeal, and fundamentals become the driving force (or a market correction), then the retail clients get crushed. While this is unfortunate, I have a more moderate position on all of this. These investors should know that they are playing with fire. We all went through the Tech Ice Age just 6 years ago and we all know momentum investing when we see it. These retail investors are either a) greedy for a quick flip or b) ignorant about fundamental investment analysis. They are momentum investors and pretty much should know what they are signing up for.
Institutional VC’s won’t go near these deals, normally, with a 10 foot pole. These companies are priced at $200-$300m+ when they would struggle, often, to get above $100m in an institutional event. However, the allure of the IPO is strong and clouds judgment.
Vonage is a classic example of such a firm. We all know that telco service companies commoditize in the long run. We also know that when you have large, active incumbents on one side (AT&T, etc) and free offerings (Skype) on the other, things will likely not end well. Furthermore, as I have posted on numerous occasions, the Vonage service is horrendous. This is a situation where investors could actually sign up for the service and test it for themselves. I am guessing that few, if any, actually did.
Now, I am certain that a number of "ethical" issues will emerge over time regarding how these securities are sold. People also hate losing money and will launch a sea of lawsuits. That said, how short are people’s memories and how easily can greed overcome rational analysis (or fear)? As they say, let the buyer beware…
Another sign that the bubble is in full force and likely unpleasant things are ahead for us.