overview of japan vc industry by standford japan
TRANSCRIPT
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Japanese Venture Capital
An Analysis of Start-up InvestmentPatterns vs. Silicon Valley
Robert Eberhart, STAJE Fellow
Stanford University
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research questions
What are the apparent differences in venture capitalinvestment patterns in Japan versus Silicon Valley?
How can these empirical differences be understoodwithout cultural explanations and be consistent withthe empirical data?
Do the explanations - consistent with theobservations - help us understand the future patternof VC investment in Japan?
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japan VC market
Note: Annual figures. Figures from 1991 to 2002 are for annual periods through September of indicated year. Figuresfrom 2003 to 2006 are for annual periods through March of following year. E.g., 2006 is for the fiscal year ending March
31, 2007. Source: VEC, Japan Venture Research
Japanese VC Investment Dat
0
500
1000
1500
2000
2500
3000
1991 1992 1993 1994 1995 1996 1997 1998 1999 2000 2001 2002 2003 2004 2005 2006
Deals,
Investmen
tinMillionsofYen
Total Invested
Number of Deals
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US VC marketUS VC Investment Activit
0
5000000000
10000000000
15000000000
20000000000
25000000000
30000000000
1995-1
1995-3
1996-1
1996-3
1997-1
1997-3
1998-1
1998-3
1999-1
1999-3
2000-1
2000-3
2001-1
2001-3
2002-1
2002-3
2003-1
2003-3
2004-1
2004-3
2005-1
2005-3
2006-1
2006-3
2007-1
2007-3
2008-1
2008-3
2009-1
0
500
1000
1500
2000
2500
Deals
Amount Invested
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japan VC IRR
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Comparative IRR
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Syndication
Syndication
In US, most deals
One contract,several investors
Claimed uncommonin Japan
1 SOURCE: Japan Venure Research 2009
Preliminary Surveydata: 60-70% of Japan VC
deals are de facto
syndicated1 Three to four firms per
deal With similar term sheets
A de facto lead
Lead assigns directorand coordinates
Lacks the form of a USsyndicate but is samefunction
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empirical data revisited
Start with 2800 deals and @Y95M per deal With de facto syndicates, we recalculate to obtain:
Actual NET: (approx.) 1500 deals, $1.9M per deal
Versus US, 2006: 3080 deals with $7.1M per deal
So, truer picture is:
in Japans economy deals are roughly equal, given relative economy size
but average deal size in Japan is 1/4 of US
What can explain this empirical difference?
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empirical summary Any explanation of Japan VC patterns must
account for:
Comparatively different deal size
US: $23.5 billion into 3080 deals (2006) Japan $2.8 billion into 1500 deals (2006)
Long term Japanese IRR is lower than U.S. Japan LT Avg, life of fund = 3.9%1,2
U.S. LT Avg, life of fund = 16.5%
2
1 SOURCE: Japan Venture zResearch
2SOURCE: Martin Haemmig 2009
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is current literature explanatory?
Institutional Environment Lack of Syndication
No common contracts
Japanese VCs do not assign adirector
Ownership at IPO Japanese firms at IPO greater
founder control
Structure of VC firms Shareholder =>Risk
diversification strategy
Japanese VC JPF structure=>Internal VC staff to find andpersuade investments
Tax Implications
Cultural Explanations Japanese entrepreneurs
resist loss of control
Japanese VCs are riskaverse Salary motivations
culturally
Poorly developed reputationmarkets for VCs
Entrepreneurs cannot
decide which VC => lessopportunism
Do these explain the data?
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analysis The current
explanations:1. Suggest a reduction of
the supply of funds,which
2. Implies a higher returnto reflect attracting thesmaller supply.
3. However, Japan haslower returnso
inconsistent with manyexplanations
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Now what?
What is theexplanation of the
differences?
What can we learn?
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Heterogeneity can explain
culture Cultural
explanations mayactually be pathdependencies withina heterogeneousindustry structure
Can find a behaviordepending on thefounding date andstrategy of a VC firm
ex. Salaryman type portfolioinvestment In some firms, not others,
not in new firms
Persists in some firms (pathdependence)
Each period of VCfoundation has its owninstitutional pathdependencies
Appears cultural because acultural explanation can besupported by behavior ofsome firm.
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heterogeneity in governance
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heterogeneity in strategy
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Lower return from lower costs
agency cost differences can explain lower returns
Opportunism and agency costs VC and entrepreneurs interests are not aligned
opportunistic behavior VC
Common shareholder
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opportunism IN US
VCs control commonshareholderopportunism by
Preferred shares
Obtaining early controlvia
large investment
Preferred shares
Common control of VC
is less effective Shareholder activismnot favored by courts
In Japan VCs almost always common
shareholders less divergent interests
More important - less abilityto control through shareacquisition
Must acquire commonshares for control
Rights in law for significant
minorities Silencing requires coalitionof 71% or greater
Shareholder activism canbe expressed effectivelyextra-legally
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mitigating opportunism
U.S. VC can control with
sub 50% ownership
and preferred rights Vocal minority can
be silenced withinvoluntary buy-out
Courts rely oncommonshareholders sellingto get out
Japan
sparse preferred so
VC needs 50%+ tocontrol
To silence a minoritymust control morethan US
Courts generallyhear remedies tounfair practice
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conclusions
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conclusions
Cultural explanations Inconsistent with IRR
data
Can be explained byheterogeneity of VC firms
Many apparentdifferences aredifferences of form notfunction
Agency costs, fromopportunism mitigationtactics, may explain thedifference: US structure creates need for
control by VCs to mitigate Common shrdr opportunism
Operationalize VCopportunism
But, not reqd or available inJapan
Is consistent with empirics
Explains why Japanesefounders come to IPO withmore ownership
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the future Because of the agency
cost situation inJapanese VCinvestment
And because ofheterogeneous VCsystems
Japan has the ability to
adjust to new economicreality perhapseasier than US VC firms
Predictions of a VCshakeout in US
Predictions of second
lost decade in Japan
But entrepreneurship isan element of recovery..
VC is a catalyst
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Thank you
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