Are staging and syndication good predictors of performance for … · As Burchardt et al. (2016)...
Transcript of Are staging and syndication good predictors of performance for … · As Burchardt et al. (2016)...
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Are staging and syndication good predictors of performance for
venture-backed companies?
Empirical evidence from the U.S. context.
DUBOCAGE Emmanuelle1
University of Paris Sud/Paris Saclay
SANNAJUST Aurélie2
University of Saint-Etienne
ABSTRACT
We model the impact of staging and syndication on the performance of venture-backed
companies. Using robust probit estimates, we test our hypotheses on 884 American venture-
backed companies created from 2005 to 2010. The econometric estimates fully support our
contentions that syndication has a positive impact on success: The size of the syndication at the
first round and during the lifespan in the portfolio are positive predictors of success exit by
IPOs or trade sale. Moreover, we find a positive impact of the renewal of VCs in syndication
in the case of trade sale, which attests to the key role of new competencies in syndicates. Our
empirical results are enlightened by a new perspective: VCs in syndicates improve the dynamic
capabilities of venture-backed companies and then enhance performance. In addition, we
provide evidence that staged investment slows down the entrepreneur with respect to the rate
of innovation and reinforces the “liability of lateness,” which is detrimental to performance.
KEY-WORDS: Venture capital, performance, exit route, IPO, trade sale, write-off,
syndication, staging
JEL CLASSIFICATION: G24 G33 L25 M13
1 Associate Professor in the University of Paris-Sud/Paris Saclay, France, RITM lab., [email protected] 2 Associate Professor in the University of Saint-Etienne, France, [email protected]
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1. Introduction
Venture capital (VC) has a growing impact in the context of the digital revolution. As a
result, a better understanding of the mechanisms of its performance and, more precisely, the
identification of the key drivers of success of venture-backed companies is more important than
ever. Indeed, this performance issue is decisive for venture capitalists (VCists), their investors
and the CEOs of venture-backed companies but also for government as venture-backed
companies contribute to employment (Peneder, 2010) and innovation (Wahwad et al., 2016).
Many academic studies analyse the exit choice of VCists and venture-backed companies. Bayar
and Chemmanur (2012) analyse the situation in which private firms choose to be acquired rather
than to go public at higher valuations. They find that companies more viable against product
market competition are more likely to go public than to be acquired. In contrast, more capital-
intensive firms, those operating in industries characterized by greater private benefits of control,
and those that are more difficult to value by IPO market investors are more likely to be acquired.
Based on an empirical analysis of VC-backed UK start-ups, Clarysse et al. (2013) find that both
the trade sale experience of the VCists and learning from syndicate partners with trade sale
experience significantly increase the trade sale hazard. According to the authors, the routines
and procedures learned from experienced syndicate partners complement experience
accumulated through trial and error. Giot and Schwienbacher (2007) use competing risks
models to analyse jointly exit type and exit timing. They find that the hazard rates for IPOs are
clearly non-monotonic with respect to time: VC-backed firms first exhibit an increased
likelihood of exiting to an IPO, but after having reached a plateau, non-exited investments have
fewer possibilities of IPO exits over time. The hazard rate is less time-varying for trade sale
exits. Schwienbacher (2008) analyses how venture-backed companies choose their innovation
strategy based on the investor's exit preferences. The entrepreneur distorts the innovation
strategy to induce the VCist to bring the company public to remain independent. Hege and
Palomino (2009) compare the success of venture-capital investments in the United States and
in Europe by analysing the value generated within the stage financing process. Felix et al.
(2014) uses a competing risks model to analyse the impact of VCist type and their investments
on the exit decision.
However, to the best of our knowledge, the links between staging, syndication and performance
in terms of the exit of venture-backed companies are under-researched, as underlined by
scholars (Burchardt et al., 2016) and practitioners (Cannice et al., 2016).
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The objective of this paper is to analyse the impact of staged investment and syndication
on performance. This performance is measured by the exit route of venture-backed companies,
initial public offering (IPO), trade sale and write-off. The two first exit routes are regarded as
successes, and the third is regarded as failure. As Burchardt et al. (2016) underline, “More work
is needed to analyse the linkage between staging, syndication of VC investments and pre-
planned exits (e.g., Cumming and Johan (2008))” (p.42). According to VCists themselves, more
research about exit strategies and performance is needed (Cannice et al., 2016). This paper aims
to fill these gaps and therefore differs from many articles studying the exit choice of venture-
backed companies. Our research question is not “Should I stay or should I go?”3 but “Do
syndication and staged-investment practices have an impact on performance measured by exit
of venture-backed company?” Moreover our theoretical positioning is original as it combines
different analytical tools: Beyond agency theory (Jensen and Meckling, 1976; Gompers and
Lerner, 2004) and the resource-based view (Penrose, 1959; Barney, 1991; Wernerfelt, 1984)
used in the academic literature, our arguments stem from innovation economic theory
(innovation race, economies of scale…) and the dynamic capabilities approach (Teece, 2007;
Teece et al., 1997). To the best of our knowledge, there is little empirical research based on
these different areas. Based on this original framework of analysis, we gain insight into the
impact of staged investment and syndication on performance and provide a more
comprehensive understanding of the drivers of this performance.
We create a sample from Thomson Private Equity, and we collect data from 2005 to 2015
for 2535 American companies that were created between 2005 and 2010 and that received VC
from American VC firms. For each company, we collect complete data about staging and
syndication. After fully verifying all information for each variable, we obtain a final sample of
884 venture-backed companies having exited from the portfolio of VCs in the US.
Our results do not provide evidence that staged investment has a positive impact on
success exit. These empirical results can be interpreted as a result of the dark side described by
Krohmer et al. (2009). In addition, the negative impact of staged investment can be explained,
according to us, by the fact that providing capital on a piecemeal basis slows down the
entrepreneur with respect to the rate of innovation. The econometric estimates fully support our
contentions that syndication has a positive impact on performance. First, the positive effect of
the syndication at the first round on performance validates the view according to which
syndication allows for a better selection of portfolios companies (Desbrieres, 2015; Manigart
3 As stated by Bock and Schmidt (2015) in the title of their article.
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et al., 2006; Casamatta and Haritchabalet, 2007; Hopp, 2010). Second, our empirical results
provide evidence that the size of syndication throughout the entire lifespan in the portfolio
increases the probability of success by trade sale and by IPO and validates the managerial value-
added hypothesis (Fried and Hisrich, 1995; Sapienza et al., 1996; Brander et al., 2002; Obrimah
and Prakash, 2010). Finally, the positive impact of the renewal of VCs in syndication in the
case of trade sale attests to the key role of new competencies in syndicates. These empirical
results are enlightened by a new perspective: VCs in syndicates improve the dynamic
capabilities (in the sense of Teece et al. (1997)) of venture-backed companies and then enhance
their performance.
The remainder of the paper proceeds as follows. The next sections present the theoretical
background and develop our hypotheses. We then present our methodology and empirical
analysis. The final section details our main contribution, discusses the limitations of our study
and outlines promising avenues for further research.
2. Literature and Hypothesis
2.1 Staged investment and performance
The positive impact of staged investment on performance is analysed by referring to two
theoretical frameworks: agency theory and the real option approach.
First, in the VC literature, the main assumption is that venture-backed companies evolve in an
asymmetric information context and that investors-investee relationships are characterized by
agency conflicts. In this framework, investors provide capital on a piecemeal basis, and each
capital instalment depends on the achievement of strategic milestones. This well-known
practice - the staged-investment - has been deeply investigated by scholars as a way for
investors to minimize agency conflicts (Gompers 1995; Bergemann and Hege 1998; Lerner
1998; Casamatta, 2003; Cornelli and Yosha, 2003; Wang and Zhou, 2004; Landström and
Mason, 2012) and thereby enhance the performance of their portfolio companies. Stage
financing can be used to monitor either top management or the project (Bergemann and Hege,
1998; Lerner, 1998; Cornelli and Yosha, 2003; Wang and Zhou, 2004; Li 2008; Bergemann et
al., 2009). Gompers (1995) assumed that investors monitor companies subject to higher
performance and higher agency costs between the entrepreneur and the VC firm more closely
(Gompers, 1995). Staged investment value versus upfront investment is equivalent to the value
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of agency cost (Neher, 1999). To summarize, staged investment is a governance mechanism
used by VCists as a way to mitigate agency conflicts between VCists and CEOs arising from
the delegation of power (Jensen et Meckling, 1976), moral hazard (Arrow, 1968) and
engagement issues (Hart et Moore, 1994). For all these reasons, staged investment is supposed
to have a positive impact on performance.
Second, according to the real option approach, staged investment is a tool used by VCists in a
context of radical uncertainty with irreversible investment and sunk costs (Dixit and Pindyck,
1994). When there is no asymmetry of information, VCs and entrepreneurs are supposed to
observe the outcomes at the end of each financial round, and if the milestone is achieved, the
company receives additional equity. In other cases, two alternatives are possible: The ‘wait-
and-see’ alternative allows the company to stay in the portfolio, and the ‘stop’ alternative
involves the write-off of the company and thereby prior investments become sunk costs. When
entrepreneurs hold a private information and divergences between the actors are considered,
providing capital on a piecemeal basis is a way to reduce informational asymmetries and to
overcome agency conflicts (Neher, 1999; Hsu, 2010). Real options are viewed as learning
options: To learn about a project is a way to stop investment in poor performant projects. In
this respect, stage-investment has a positive impact on performance as it allows for better
investment allocation. Li (2008) and Wang and Zhou (2004) mix the two perspectives (agency
theory and option real approach).
Hypothesis 1a: Staged investment has a positive impact on venture-backed companies’
performance
The academic literature does not mention the alternative view addressing the inefficacy of
staged investment. To the best of our knowledge, there is only one article that refers to the dark
side of staged investment, that of Krohmer et al. (2009). On the dark side of staging, negative
performance is what invites closer scrutiny, and VCs monitor poor performant companies more
closely as a way to avoid complete failure and the disclosure of bad results. We propose adding
other arguments relating to the inefficacy of staged investment to improve the performance of
venture-backed companies. This original view is based on two arguments stemming from
innovation economic theory. The first is linked to economies of scale (Guellec, 1999). Indeed,
staged-investment reduces the first round amount in a context of increasing return to scale and
thereby reduces the success of companies and, in turn, performance. The second argument is
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linked to the “liability of lateness”4 : Staged-investment reduces the probability to benefit from
monopoly rent related to the exploitation of a radical innovation. In other words, stage
investment slows down the entrepreneur with respect to the rate of innovation. High-growth
ventures need to rely on timely execution to take advantage of early-mover advantages; delayed
execution can have a significantly negative impact on their success (Alhers et al. 2015).
Hypothesis 1b: Staged investment has a negative impact on venture-backed companies’
performance.
2.2 Syndication and performance
Numerous articles identify motives driving VCists to syndicate (Desbrieres, 2015; Manigart et
al., 2006). There are mainly two competing views regarding why VCists syndicate investments.
First, VCists may provide important productive resources to firms. Second, syndication can be
viewed as a means of risk-sharing.
The first hypothesis (H2a) can be divided into two sub-hypothesis: the selection hypothesis and
the managerial value-added hypothesis. According to the proponents of the selection
hypothesis, syndication allows for a better selection of portfolios companies (Manigart et al.,
2006; Casamatta and Haritchabalet, 2007; Brander and De Bettignies, 2009; Hopp, 2010;
Dimov and Milanov, 2010), and the accumulation of resources increases performance (Brander
et al., 2002). According to the proponents of the managerial value-added hypothesis, VCists
provide value-added services to their portfolio companies, networks, moral support and
business knowledge (Fried and Hisrich, 1995; Sapienza et al., 1996), and the impact of added
value should increase with syndication (Das et al., 2011). Xuan (2012) provides evidence that
syndication creates product value for companies, nurtures the innovation of portfolio firms and
therefore helps firms achieve better post-IPO operating performance. VC syndicate-backed
firms are more likely to have a successful exit, enjoy lower IPO underpricing, and receive a
higher IPO market valuation. According to Giot and Schwienbacher (2007), at the time of exit,
a larger number of VC firms increase the pool of contacts that are required for trade sales and
IPOs. According to Lerner (1994), the probability of success increases with syndication.
Brander et al. (2002) find that syndicated investments have higher returns than standalone
investments. The theoretical background of the selection hypothesis and the managerial value-
4 This expression draws a parallel with the “liability of newness” (Stinchcombe, 1965).
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added hypothesis is the resource-based approach (Penrose, 1959; Barney, 1991; Wernerfelt,
1984).
The dynamic capabilities approach, an extension of the resource-based view, studies a
company’s needs for sustaining competitive advantages in fast-moving business environments
(Teece, 2007; Teece et al., 1997). According to Teece (2011), these dynamic capabilities refer
to three classes of activities and adjustments: (1) the identification and assessment of
opportunities (sensing); (2) the mobilization of resources to address opportunities and capture
value (seizing); and (3) continued renewal (transforming). The challenge of the company
consists in shaping its environment and adapting to it. This theoretical framework focuses on
the strategic role of top management as an orchestra conductor combining these three
dimensions. In the highly specific case of a venture-backed company, VCs play an important
role in corporate governance. Thus, with the accumulation of competencies within the
syndication, VCs may have a crucial role to play in developing the dynamic capabilities of their
portfolio companies.
Hypothesis 2a: Syndication has a positive impact on venture-backed companies’ performance.
The second hypothesis (H2b) stems from financial theory: VCists averse to risk use syndication
to diversify their investments and reduce the variance of portfolio return (Lehmann, 2006). The
impact is expected to be neutral on venture-backed companies’ performance (H2b). According
to Manigart et al. (2006), the motives of syndication in European countries are driven far more
by portfolio management considerations than by the desire to exchange firm-specific resources
for selecting and managing specific deals. Moreover, according to Hopp (2010), in the German
context, syndication is more widespread when VCs face higher risks and capital burdens are
larger. The results of these empirical studies support portfolio diversification as the main
rationale for syndication. At a theoretical level, Huang and Xu (2003) provide a model
analysing the capacity of syndication for risk diversification to refinance short-run inefficient
projects.
Hypothesis 2b: Syndication has no impact on venture-backed companies’ performance.
We propose adding a third hypothesis (H2c): Syndication can have a negative effect on
performance. Recall that for some scholars, syndication has a negative effect as a mechanism
through which VCs reduce informational uncertainty or exploit it to overstate their performance
(Admati and Pfleiderer, 1994; Lerner, 1994). Nevertheless, to the best of our knowledge, the
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academic literature does not explore the following viewpoint: This inefficiency may be related
to a loosening of control of VCists and to conflict between syndication’ partners. Through this
lens, greater syndication may increase coordination problems and ensuing transaction costs and
therefore may have a negative impact on venture-backed companies’ performance (H2c).
Hypothesis 2c: Syndication has a negative impact on venture-backed companies’ performance.
3. Methodology
3.1 Sample
The survey of the academic literature on the performance of venture-backed companies shows
that most empirical studies are based on a comparison between two samples of quoted
companies regarded as similar, the only difference being that the first sample contains venture-
backed companies and the second sample contains non-venture-backed companies. This
methodology is adapted from medical research, and its accuracy is linked to the degree of
similarity between the two samples. In the highly specific case of venture-backed companies,
we consider that similarity is not obvious. Therefore, we choose to not follow this methodology.
Empirical studies related to unquoted venture-backed companies are rare, are mostly based on
surveys and suffer from a small response rate and a bias related to declarative answers. Our
database avoids these pitfalls by excluding surveys and by analysing performance in terms of
exit success (IPO or trade sale) and exit failure (write-off) of venture-backed companies.
The sample used in this work is extracted from the Thomson Private Equity database. We
collect data from 2005 to 2015 for 2535 American Companies created between 2005 and 2010
and that received VC from American VC firms. By VC we mean the professional asset
management activity through which funds raised from institutional investors, or wealthy
individuals, are invested into promising new ventures with high growth potential. We therefore
exclude other forms of investments in these companies by non-professional investors such as
business angels and other forms of financial intermediation that are targeted at different types
of private companies, such as buyouts, turnarounds, or mezzanine financing (Da Rin et al.,
2013). The criterion for selecting our sample companies is defined to produce a critical size of
sample companies having exited from VCists’ portfolios. As the average time before exit is
approximately 5 years (according to the National Venture Capital Association (NVCA)
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Yearbook), we select venture-backed companies created from 2005 to 2010 and collect data
from 2005 to 2015. For each company in the database, we collect complete data about staging
and syndication. After fully verifying all information for each variable, we obtain a final sample
of 884 venture-backed companies having exited from the portfolio of VCs.
[Insert Tables 1-2-3]
Table 1 illustrates the distribution of the sample companies by main sector. Three main sectors
are represented: software (43%), information retrieval services (24%), and medical (17%). In
Table 2, we report the distribution of the sample companies by exit route. In our sample, 197
companies exit by IPOs and 446 exit by trade sale. This distribution of exit route is in line with
the observations of Espenlaub et al. (2015), who find that trade sales are the most frequently
used exit route for all investments. In the specific case of biotechnology, Benk and
Hülenschmidt (2007) provide evidence that biotech start-ups increasingly choose trade sales to
large pharma or biotech players to move their drug discoveries into the marketplace. In our
sample, the median time for an IPO is equal to 7 years and that for trade sales is equal to 5.7
years. This result is in line with that of Felix et al. (2014), who provide evidence that IPO
candidates take longer to be selected than trade sales. The main statistics of our variables are
presented in Table 3.
3.2 Model and variables
We model the performance of venture-backed companies by staged-investment and syndication
mechanisms using robust probit estimates. The first model is a binomial probit with two
outcomes: IPO and trade sale (643 companies) and write-off (241 companies). The second
model is a trinomial probit with three outcomes: IPO (197 companies), trade sale (446
companies) and write-off (241 companies). The dependent variable has more than two outcome
categories, and the outcomes have no natural order. Using an ordered probit model is not
suitable. The order would be an exit with IPO, an exit with a trade sale and an exit with a write-
off. Although the first exit mode and the last one are opposed and choices between both can be
ordered, a company with trade sale in the portfolio is not a second best choice and cannot be
considered an intermediate category. A multinomial probit model is used rather than a logit one
because the former requires only a normal distribution for the error term.
In a multinomial probit model, the utility Uij of option j to individual i (which corresponds to
the relative attractiveness of the option) is treated as a random variable consisting of the sum
of an observable part Vij plus an error term εij that follows the normal distribution Uij = Vij + εij.
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The error term represents the modeller’s inability to observe all of the variables that influence
the choice made. The ith alternative is selected if, and only if, Uij ≥ Uik for all j≠k. Thus, the
probability that the jth alternative is chosen is
𝑃(𝑦𝑖 = 𝑗) = 𝑃𝑖𝑗 = 𝑃 [𝜀𝑖1 − 𝜀𝑖𝑗 < (𝑥𝑖𝑗 − 𝑥𝑖1)′𝛽, … , 𝜀𝑖𝐽 − 𝜀𝑖𝑗 < (𝑥𝑖𝑗 − 𝑥𝑖𝐽)
′𝛽],
where yi is a random variable that indicates the choice made and J is the number of alternatives.
The multinomial probit model relaxes the multinomial logit model restrictions, as it allows the
random components of the utility of the different alternatives to be non-independent and non-
identical. Thus, it does not impose the independence of irrelevant alternatives (IIA) property.
In practice, because the model uses maximum likelihood estimators, convergence often requires
restrictions on the elements of the error covariance matrix. We make the error terms
independent given the sample size and the absence of alternative-specific attributes in our
database. Therefore, a multinomial logit model provides relatively similar results. In a
multinomial model, a positive coefficient does not mean that an increase in the regressor k (
βk1) leads to an increase in the probability of outcome i being selected; rather, it means that as
the regressor k increases, we are more likely to choose alternative i than the base alternative.
[Insert Table 4]
The variables of our model are described in Table 4. Explanatory variables are the following:
round #1/(round#1 + round #2), round number, duration between two rounds, duration between
creation and first round table, number of VCists at the first round, number of new VCists/old
VCists and syndication size.
We add control variables that can influence the staged investment and syndication. First, the
sector may have an impact. Each company has been affected in a sector category (computer,
information retrieval services, commercial, industry, software and medical). We control for age
and include year dummies as well.
4. Findings
4.1 The binomial probit model
[Insert Table 5]
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The results from the binomial probit model estimates are displayed in Table 5. The dependent
variable has two outcome categories, a success exit mode (IPO and trade sale) and a failure exit
mode (write-off). We provide two sub-models (column I and II) because of correlation issues
between our two variables of duration (duration between creation and the first round and
duration between two subsequent rounds).
[Insert Table 6]
We observe that the duration between two rounds has a negative and significant impact on the
likelihood of success by IPO or trade sale. In parallel, the duration between the creation of the
company and the first round decreases the likelihood of success and increases the likelihood of
failure. The syndication size during the lifespan in the portfolio is also an important factor for
the success of IPO and trade sale: As the importance of the size of the syndicate increases, the
importance of the probability of success with an IPO or with a trade sale increases as well. The
correlation is negative with the write-off exit. Moreover, the number of VCists at the first round
has a positive (negative) and significant impact on the likelihood of success (failure). The
number of new VCists relative to the number of old VCists shows a positive and significant
impact on the likelihood of success by IPO and trade sale. However, the impact of this variable
is not significant for the write-off exit. Companies belonging to the computer, information,
software and medical sectors are more likely to succeed. The older (younger) a company is, the
more likely it is to exit by success (failure).
4.2 The multinomial probit model
[Insert Table 7]
To perform a more in-depth analysis of the impact of staged-investment and syndication, we
conduct a trinomial probit model. This model allows for the analysis of the impact on the three
exit routes separately. For the binomial model, we propose two sub-models (column I and
column II) because of correlation issues between the two variables of duration. The results of
the multinomial probit model are consistent with those of the binomial probit model. What we
learn with the multinomial model is that not all exit modes are equally affected by syndication
or staged investment: The results are more robust for trade sale than for IPO. Indeed, for the
duration between two subsequent rounds and for the number of VCists at the first round, the
significance threshold is at 1% for trade sale and 5% for IPO. Moreover, it should be noted that
with the multinomial probit model, the impact of the new VCists on the old VCists is no more
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significant for IPO. Regarding the control variables, the results are similar to those of the
binomial model.
5. Discussion and conclusion
The link between staging, syndication and exits is under-investigated according to scholars
(Burchardt et al., 2016), and more research on exit strategies and performance according to
practitioners is needed (Cannice et al., 2016). The most important contribution of this paper is
the filling of these gaps. Our hypotheses stem from an original theoretical positioning that goes
beyond agency theory and the resource-based view. Our empirical results provide new insight
into the impact of staged-investment and syndication on performance.
5.1 The role of staged investment on venture-backed companies’ performance
Contrary to our hypothesis H1a, our results do not provide evidence that staged investment has
a positive impact on success exit. Thus, our empirical analysis does not validate predictions of
agency theory or of the real options approach. According to agency theory, staged investment
is assumed to improve the probability of success and thereby performance by mitigating agency
conflicts in a context of asymmetric information (Bergemann and Hege 1998; Lerner 1998;
Casamatta, 2003; Cornelli and Yosha, 2003; Landström and Mason, 2012). According to the
real options approach, learning options enable investors to stop investing in poorly performing
projects and to focus on high-performing companies and therefore to enhance performance. Our
econometrical analysis provides evidence that number of rounds has no impact on performance
and does not support hypothesis H1a. These empirical findings can be interpreted as the result
of the opposite sides of staged investment, the bright side (described above) and the dark side
described by Krohmer et al. (2009). On the dark side of staging, negative performance is what
invites closer scrutiny, and VCs monitor poorly performing companies more closely as a way
to avoid complete failure and the disclosure of bad results. Moreover, the amount of equity at
round #1 divided by the sum of the amount of equity at rounds #1 and #2 has no impact on
performance and does not support the view that staged investment reduces the probability of
success in a context of increasing returns to scale (Guellec, 1999). Finally, we find a negative
relation between the duration between the creation and the first round and the duration between
two subsequent rounds and the probability of success. Furthermore, the negative impact of the
duration between two subsequent rounds is more important in the case of trade sale. This result
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supports our hypothesis H1b: Our empirical analysis provides evidence that stage investment
slows down the entrepreneur with respect to the rate of innovation. As underlined by Alhers et
al. (2015), venture-backed companies need to rely on timely execution to take advantage of
early-mover advantages (monopoly rent); delayed execution can have a significantly negative
impact on their success. In other words, to provide capital on a piecemeal basis reinforces the
“liability of lateness,” which is detrimental to performance.
5.2 The role of syndication on venture-backed companies’ performance
The econometric estimates fully support our contentions that syndication has a positive impact
on performance (H2a): The syndication size at the first round and during the lifespan in the
portfolio and the number of new VCists relative to the number of old VCists in the syndication
are positively associated with the probability of success (IPO or trade sale) and negatively with
the probability of failure. These results are in line with the literature (Lerner, 1994; Das et al.,
2011). The positive effect of the syndication at the first round on performance validates the
view according to which syndication allows for a better selection of portfolio companies
(Desbrieres, 2015; Manigart et al., 2006; Casamatta and Haritchabalet, 2007; Hopp, 2010). Our
empirical results provide evidence that this selection effect is more important for trade sale than
for IPOs. Moreover, scholarly opinion suggests that the accumulation of resources within the
syndication increases performance. Indeed, VCs provide value-added services to their portfolio
companies, networks, moral support and business knowledge, and the impact of added value
increases with syndication (Fried and Hisrich, 1995; Sapienza et al., 1996). Our empirical
results provide evidence that the size of syndication increases the probability of success by trade
sale and by IPO and validates this managerial value-added hypothesis. In addition, we find a
positive impact of the renewal of VCs in syndication in the case of trade sale, thereby attesting
to the key role of new competencies in syndicates. We also find, somewhat surprisingly, that
the renewal of VCs has no impact for IPOs. To conclude, the empirical analysis of Brander et
al. (2002) favours the managerial value-added hypothesis over the selection hypothesis as a
rationale for syndication. In contrast, Obrimah and Prakash (2010) provide evidence that VCs’
deal-screening skills are more important for success than advisory or monitoring skills. Our
empirical results validate these two (compatible) hypotheses.
5.3 Theoretical Implications
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Most scholars analyse staging and syndication based on agency theory and the resource-based
view. In this paper, we adopt an original theoretical positioning by mobilizing innovation
economic theory and the dynamic capabilities approach. To the best of our knowledge, there is
little empirical research on these different areas.
Except for Krohmer et al. (2009), the academic literature does not mention an alternative view
addressing the inefficacy of staged investment. We propose the addition of new arguments
stemming from innovation economic theory. First, staged investment may reduce the first round
amount in a context of increasing returns to scale and thereby reduce performance. Second,
staging increases what we refer to as the “liability of lateness” by slowing down the
entrepreneur with respect to the rate of innovation. Indeed, staged investment reduces the
probability of benefitting from monopoly rent related to the exploitation of a radical innovation
and thus affects performance. Our empirical results regarding staged investment are enlightened
by this original concept of “liability of lateness”.
Academic articles studying syndication focus on financial theory (VCs averse to risk use
syndication to diversify their investments) and resource-based theory (Penrose, 1959; Barney,
1991; Wernerfelt, 1984). We propose extending the theoretical framework regarding
syndication to the dynamic capabilities approach that studies a company’s needs for sustaining
competitive advantages in fast-moving business environments (Teece, 2007; Teece, Pisano, &
Shuen, 1997). Indeed, venture-backed companies evolve in this highly specific context, and
time is a key factor for performance. According to this theoretical positioning, the challenge for
a company consists in shaping its environment and adapting to it. By considering insights
gathered from the dynamic capabilities approach for the first time, we propose the following:
VCs play a key role in developing the dynamic capabilities of their portfolio companies. They
act as orchestra conductors by identifying and assessing opportunities (sensing), by mobilizing
resources to address opportunities and capture value, by continued renewal. All these activities
take place (at least partly) thanks to exchange within the syndication. Our empirical results are
enlightened by this new perspective: The size of the syndication at the first round and during
the lifespan in the portfolio and the renewal of VCs within this syndication are positive
predictors of success exit because VCs in syndicates improve the dynamic capabilities of
venture-backed companies and thereby enhance performance.
6. Limitations and Further Research
15
This research presents some limitations and opens many new perspectives for future research.
We analyse performance in terms of the exit success of venture-backed companies, a choice
that is limiting in some ways. In our paper, exit by IPO or trade sale is used as a proxy for
success and write-off is a proxy for failure. The definition of success and failure may be more
complex as one may consider that a return on investment less than the expected one regarding
risk is a failure. Moreover, IPO does not systematically imply capital gains for VCs who can
sell their shares only after the lock-up period. By studying performance in terms of exit success,
we focus on performance at a very specific time, and we do not provide evidence of
performance after VCs exit and over time. Following Meles et al. (2014), we consider further
investigating the effect of staging and syndication on performance over time.
Our empirical context is the American one. This choice brings forth the issue of the
generalisation of our results to other contexts. Cumming et al. (2006), Groh et al. (2010) and
Espenlaub et al. (2015) provide evidence that the institutional environment (the legal systems
protecting investors, market liquidity) affect the mode of exit. In this respect, it will be
interesting to analyse to what extent this institutional environment influences the impact of
staging and syndication on performance.
Other fertile areas for research include a deeper analysis of the composition of syndication. Our
research analyses the impact on new VCs in syndicates. Bertoni and Groh (2014) examine the
manner in which the exit mode is influenced by the additional exit opportunities introduced by
cross-border VC investors in European countries. Moreover, Li and Li (2014) examine how
institutional and cultural distances between VCists and venture-backed companies affect
performance in terms of exit success. In this respect, it will be interesting to investigate to what
extent international syndication affects performance in the U.S context. In addition, following
Guo et al. (2015), it could also be relevant to study to what extent the impact of staging and
syndication varies between corporate VCists nd independent VCists.
Finally, our paper focuses on the impact of staging and syndication. Another possible direction
for future research could be the analysis of other determinants of performance such as the
characteristics of the founding teams of companies (Streletzki and Schulte, 2013), VCs’ human
capital (Ewens and Rhodes-Kropf (2015), the reputation of VCs (Rajarishi, 2008; Espenlaub et
al., 2015) and founder-CEO replacement (Gerasymenko and Arthurs, 2014).
16
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21
Table 1: Distribution of sample firms by sector
Number %
Computer 69 7,81
Information retrieval services 210 23,76
Commercial 50 5,66
Industry 25 2,83
Prepackaged software 380 42,99
Medical 150 16,97
Total 884 100,00
Table 2: Distribution of investment by exit route
IPO Trade Sale Write-Off
Computer 14 45 10
Information retrieval services 47 96 67
Commercial 15 10 25
Industry 8 5 12
Prepackaged software 53 248 79
Medical 60 42 48
IPO Trade Sale Write-Off
Computer 7,11% 10,09% 4,15%
Information retrieval services 23,86% 21,52% 27,80%
Commercial 7,61% 2,24% 10,37%
Industry 4,06% 1,12% 4,98%
Prepackaged software 26,90% 55,61% 32,78%
Medical 30,46% 9,42% 19,92%
22
Table 3: Summary statistics
mean median St. Dv. min max observations
round1/(round1+round2) 0,42 0,37 0,26 0,00 0,98 884
Round number 4,20 4,00 2,43 1 16 884
duration between 2 rounds 1,13 0,70 1,22 0,1 3,60 884
duration between creation and 1st round 7,30 7,00 3,5 0,1 10 884
number of VC at the first round 14,04 10,00 12,07 1 90 884
number of new VC/olds VC 2,26 2,00 1,03 0 7,5 884
23
Table 4: Definition of variables
Variable name Description
Main variables
Round1/(round1/round2) Equity amount at the first round / (Equity amount at the first Round + Equity amount at the
second round)
Round number Number of rounds
Duration between two rounds Duration between two subsequent rounds in number of years
Duration between creation and the 1st
round
Duration between the creation of the firm and the first round in number of years
Number of VC at the 1st round Number of VCs at the 1st round
Number of new VCists/old VCists Number of new VCists / old VCists
Syndication Size Number of VCists at time t
Control Variables
Sector Computer, Information retrieval services, commercial, industry, software, medical
Age Number of years existence of venture-backed companies
Bubble Dummy variable equals 1 when the first round has been received in the year 2000
Year Dummies Dummy variable for the year
24
Table 5: Binomial Probit (IPO+Trade Sale/Write-Off)
Variables IPO/Trade Sale Write-off
I II I II
Round1/(round1+round2) 0,324 0,421 -0,189 -0,902
(1,453) (1,590) (1,732) (1,924)
Round number -0,205 -0,342 0,219 0,285
(1,462) (1,502) (1,529) (1,612)
Duration between two rounds -0,646 0,702
(2,791) *** (2,718) ***
Duration between creation and 1st round -0,197 0,187
(2,304) ** (2,338)**
25
Number of VC at the 1st round 0,378 0,428 -0,489 -0,504
(2,821)*** (2,893)*** (2,763) *** (2,694)***
Number of new VC/olds VC 0,242 0,229 -0,278 -0,325
(1,992) ** (1,983) ** (1,875) (1,891)
Syndication Size 0,876 0,743 -0,231 -0,339
(3,543) *** (3,821) *** (3,421) *** (3,396)***
Computer 0,593 0,621 -0,452 -0,493
(2,984)*** (2,923)*** (3,002) *** (3,105) ***
Information retrieval services 0,293 0,314 -0,492 -0,503
(2,971) *** (2,992) *** (2,989) *** (2,981) ***
Commercial -0,378 -0,401 -0,394 -0,298
(1,245) (1,356) (1,152) (1,208)
Industry 0,187 0,203 -0,352 -0,415
(1,539) (1,632) (1,719) (1,674)
26
Software 0,782 0,821 -0,912 -0,892
(2,629) *** (2,651) *** (2,712) *** (2,769) ***
Medical 0,345 0,358 -0,542 -0,621
(2,456)** (2,572) ** (2,523)** (2,582)**
Age of firm 0,513 0,456 -0,239 -0,312
(2,031) ** (2,134) ** (2,315) ** (2,219) **
Bubble 0,386 0,402 0,449 0,408
(2,487)** (2,476)** (2,343)** (2,439)**
Year Dummies Yes Yes Yes Yes
Adjusted R2 43,5% 44,6% 41,4% 42,3%
Observations 884 884 884 884
27
Table 6: Correlation matrix
(1) (2) (3) (4) (5) (6) (7)
(1) Round1/(round1+round2) 1,00
(2) Round number 0,11 1,00
(3) Duration between two rounds 0,10 0,04 1,00
(4) Duration between creation and 1st round 0,09 0,11 0,49 1,00
(5) Number of VC at the 1st round 0,07 0,05 0,08 0,03 1,00
(6) Number of new VC/olds VC 0,02 0,06 0,08 0,04 0,12 1,00
(7) Syndication Size 0,08 0,04 0,06 0,05 0,09 0,07 1,00
28
Table 7: Multinomial Probit (IPO/Trade Sale/Write off)
____________________________________________________________________________________________________________________
IPO Trade Sale Write off
I II I II I II
Round1/(round1+round2) 0,342 0,435 0,241 0,176 -0,097 -1,654
(1,231) (1,229) (1,336) (1,347) (1,134) (1,125)
Round number -0,189 -0,204 -0,245 -0,197 0,561 0,502
(1,543) (1,592) (1,421) (1,485) (1,502) (1,498)
Duration between two rounds -0,384 -0,411 0,437
(2,432)** (2,781)*** (2,405) **
Duration between creation and 1st round -0,241 -0,339 0,206
(2,114) ** (2,124)** (2,093)**
Number of VC at the 1st round 0,087 0,103 0,203 0,220 -0,153 -0,163
29
(2,554) ** (2,491)** (2,743)*** (2,782) *** (2,509) ** (2,485)**
Number of new VC/olds VC 0,675 0,653 0,548 0,552 -0,514 -0,509
(1,429) (1,451) (1,984) ** (1,974)** (1,402) (1,414)
Syndication Size 0,432 0,529 0,514 0,542 -0,456 -0,485
(3,682) *** (3,728) *** (3,634)*** (3,592)*** (3,564) *** (3,551)***
Computer 0,672 0,703 0,821 0,915 -0,893 -0,923
(3,124)*** (3,085)*** (3,245)*** (3,482)*** (3,143) *** (3,186) ***
Information retrieval services 0,347 0,289 0,357 0,381 -0,394 -0,429
(2,893) *** (2,832) *** (2,831)*** (2,808)*** (2,851) *** (2,910) ***
Commercial -0,652 -0,532 -0,623 -0,504 -0,279 -0,355
(1,076) (1,321) (1,209) (1,164) (1,159) (1,245)
Industry 0,113 0,192 0,104 0,203 -0,219 -0,306
(1,410) (1,419) (1,502) (1,619) (1,552) (1,498)
30
Software 0,621 0,702 0,592 0,601 -0,596 -0,634
(2,762) *** (2,752) *** (2,815)*** (2,828)*** (2,803) *** (2,896) ***
Medical 0,456 0,509 0,589 0,546 -0,603 -0,587
(2,357) ** (2,406) ** (2,523) ** (2,492) ** (2,501) ** (2,523)**
Age of firm 0,609 0,543 0,636 0,691 -0,496 -0,414
(2,125) ** (2,295) ** (2,235)** (2,328)** (2,301) ** (2,290) **
Bubble 0,738 0,692 0,624 0,694 0,704 0,721
(2,534) ** (2,551) ** (2,579) ** (2,584) ** (2,567) ** (2,595) **
Year Dummies Yes Yes Yes Yes Yes Yes
Adjusted R2 44,8% 43,1% 45,2% 44,6% 42,4% 45,7%
Observations 884 884 884 884 884 884