In response to the COVID-19 pandemic and its impact on businesses, especially small and mission-driven enterprises, Cutting Edge presented a webinar for nonprofits considering deploying a loan fund to further their missions. Nonprofits that intend to assist their stakeholders in recovering or restarting businesses by infusing those businesses with capital may want to explore starting or expanding a charitable loan fund.
A charitable fund would take note investments from community members/organizations and then manage the deployment of those funds to businesses as loans. The webinar will explore how these types of funds work, how they are especially powerful in recovery efforts, what the common legal set up and capital raise considerations are, how to prepare for a capital raise campaign and how to manage ongoing oversight of the fund.
Unfortunately, the first couple minutes of introductions were cut off from the recording. Kim Arnone and Brian Beckon are principals at Cutting Edge and were the presenters for this webinar.
At the end of 2019, Cutting Edge was contacted by St Louis non-profit, WEPOWER to help support their accelerator program for Black and Latinx entrepreneurs in St. Louis. Cutting Edge attorney, Sarah Kaplan, took on the project specifically to create a securities law strategy for their funding activities–raising funds into the accelerator that will then be invested into the start-ups that participate in the accelerator. Below is our interview with the WEPOWER team.
In 2-3 sentences could you explain what WEPOWER does and what are the guiding principles?
We’re a start-up nonprofit that partners with Black and Latinx communities to activate their power to advance equity & justice for all — particularly by transforming health, education, economic, and justice systems. That breaks down into three main areas of work — (1) engaging community by knocking on people’s doors, calling them, asking about their needs and dreams, (2) activating changemakers to work on policy and systems change (through programs like Power Building Academies, and our Tomorrow Builder’s Program), and (3) elevating entrepreneurs through our business accelerator, Elevate/Elevar, which is focused on building wealth and creating living wage and family sustaining wage jobs in disinvested areas of St. Louis. One of the most important principles in this work is activating the inherent potential that exists in Black and Latinx communities. We also focus across all of our work on dreaming boldly and unapologetically, challenging convention, listening and learning with humility, and focusing on results that matter to the Black and Latinx communities we work with.
Tell us a little about Elevate/Elevar. What is it, and how did its mission originate?
WEPOWER activates community power. Recognizing that our local communities are closely tied to our local economies, the Elevate/Elevar Accelerator is the part of our work focused on economic power building and job creation.
Elevate/Elevar is a one-of-a-kind, six-month accelerator that elevates early-stage, for-profit companies founded by Black and Latinx entrepreneurs. WEPOWER is partnering with Village Capital on the Elevate/Elevar Accelerator, as part of an international network that supports ready-to-scale companies.
Elevate/Elevar engages entrepreneurs who:
- Identify as Black and/or Latinx
- Run an early-stage company with demonstrated traction
- Work in industries that can create living wage jobs that do not require a bachelor’s degree, and so can create living wage jobs for community-members living in poverty
- Commit to their company full time or agree to make the leap once the Accelerator begins
- Agree to our Founder’s Commitment to Community
From the beginning, WEPOWER has known that policy change and building economic power are both crucial to close the gaps faced by Black and Latinx entrepreneurs, and are excited to be launching a program that directly addresses economic power.
What are the main goals for participants in Elevate/ Elevar?
The intention of the accelerator is to provide cohort members with the resources they need to take businesses to the next level, acquiring capital, tools, and skills. Our quantifiable five-year goals for success are:
- 70% rate of survival among the cohort, a significant improvement compared to other fledgling businesses.
- 50% of companies supported through Elevate/Elevar Accelerator hire residents in North St. Louis City and pay living wage salaries along with holistic benefits, increasing the number of accessible family-sustaining wage jobs in North St. Louis.
- 85% of workforce development programs have formal pipelines partners and strategies from which they recruit North St. Louis City residents.
- 85% of workforce development and startup support organizations leverage a shared technology and support team to foster connecting North St. Louis residents to employers.
- Improved relationships between businesses & disinvested communities, built around the idea of shared power; a movement of changemakers and entrepreneurs co-creating prosperous communities.
A less quantifiable, but integral goal: to change the narrative around Black and Latinx entrepreneurs, communities, and dreams. We want to illustrate that disparate outcomes are due to unequal access to support, that Black and Latinx individuals have incredible potential, that our strength lies in our communities, that we truly can create a system where everyone supports and everyone succeeds.
Are entrepreneurs the only people who can get involved with the Accelerator?
No, there are a number of other ways to get involved! We’re looking for people and organizations interested in sponsoring Elevate/Elevar or providing donated capital for an evergreen investment fund (the Elevate/Elevar Fund). We’re also actively recruiting mentors and guest experts — especially investors and lenders, founders who have hired/built teams, corporate executives, and other subject matter experts — to provide feedback, ideas, and connections to entrepreneurs as part of a mentoring team or on a one-time basis. Anyone interested in getting more involved as a sponsor or donating to the Elevate/Elevar Fund should reach out to firstname.lastname@example.org. If you’d like to learn more about being a mentor, find more info and share your interest at http://bit.ly/wepowerelevatementor or email email@example.com.
If you’re an entrepreneur who’d like to get involved, there’s room for you too! Entrepreneurs have already been selected for the first cohort, which will begin in March. Anyone interested in applying for the next cohort is welcome to email firstname.lastname@example.org in order to be notified when the next round of applications open.
We know that Black and Latinx business founders have not had, and continue to lack, the same access to resources that white founders have. How does WEPOWER connect founders in your network to resources?
Elevate/Elevar offers founders:
- Access to seed capital
- Training, using Village Capital’s research-based investment-readiness curriculum
- Advising from guest experts, a team of five mentors for each entrepreneur, and two paid business coaches
- Office hours with attorneys, accountants, HR, and marketing professionals
- Co-working space and community
Tell us about how Elevate/Elevar connects with communities (or tell us about what community self-determination has to do with Elevate/Elevar?)
We believe that businesses are strongest with community support, just as communities are strongest with businesses that truly support the community. We’ve put a lot of thought into including community input at every stage to reinforce that cycle of support. Community members applied and nominated entrepreneurs for the cohort; community leaders partnered with us to interview applicants and select finalists; and over 800 St. Louisans voted on the finalists to select the actual cohort! During the accelerator, the cohort members will be mentored by a mixture of experts in their particular industries and community leaders, recognizing local knowledge as an important form of expertise. The accelerator will wrap up with a community pitch day, deliberately cultivating community engagement to the last; and even after exiting the accelerator, each of the businesses will partner with a community advisory board to continually foster community involvement. We’re also working with Cutting Edge Counsel and Janice Shade of Local Capital to explore what a community capital strategy could look like to fund our investments in the future.
If all goes well, what will Elevate/Elevar look like in 5 years?
In five years, we will have scaled to two cohorts a year, having supported 90 founders who will be on track to create 200 jobs in our community. With the entrepreneurs committing to hiring at or on a clear path to a living wage, this will be a meaningful addition not just of jobs but of family-supporting jobs to the local landscape. In the broader investment landscape, we hope to have shifted the narrative of what investable businesses look like, what potential looks like, and what our communities can achieve.
How can our readers get involved and support you?
We’re looking for people and organizations to join us by sponsoring Elevate/Elevar or providing donated capital for our evergreen investment fund (the Elevate/Elevar Fund). If you or your organization might be interested, please reach out to Yoni at email@example.com. Readers can also choose to directly support Elevate/Elevar here: http://bit.ly/elevate-donate. We are driven by community involvement and passion — and money helps too!
We’re also actively recruiting mentors and guest experts (local and remote) to help advise our entrepreneurs — especially investors and lenders, entrepreneurs who have hired/built teams, corporate executives, and other subject matter experts — to provide feedback, ideas, and connections to entrepreneurs as part of a mentoring team or on a one-time basis. Anyone interested in getting more involved supporting entrepreneurs should email firstname.lastname@example.org! We recognize that many different types of expertise will be valuable to our entrepreneurs, and are eager to present them with a broad range of voices to learn from.
The guest experts will join our workshops to work with the entrepreneurs on market mapping, customer acquisition, team building, and overall investment readiness (a ~2 hour, one-time commitment). Each entrepreneur will also have a support team made up of five mentors who will meet as a team for 1.5hr/month (for 6 months) to collaborate and support them in achieving their goals.
All sectors and industries need workers to function. However, too often staff can find themselves being exploited by upper management and undervalued for the work they provide. The Staffing Cooperative exists to build staffing companies where workers are in control. The Staffing Cooperative is a holding company for staffing companies. Those subsidiaries are investable Delaware corporations, but they’re all majority owned by the cooperative, which is worker-owned. This allows the workers to control the businesses and set priorities. The Staffing Cooperative believes that the equity a worker puts into the company should be valued across the whole and that workers should have the ability to determine who is in a management role.
Cutting Edge attorney, Sarah Kaplan describes her client as, “giving people access to owning a business, access to owning their own jobs. They are turning the power structure of labor upside-down.” Working with an innovative client like The Staffing Cooperative allowed Kaplan to be creative and design a slideshow of bylaws instead of using a dense legal document. She was inspired by Janelle Orsi’s work at the Sustainable Economies Law Center (SELC).
The Staffing Cooperative is pioneering a new structure in cooperatives. Since their inception about four years ago, they’ve created a parent holding company, The Staffing Cooperative, that oversees subsidiary companies. Currently, there are two subsidiaries. The first, CORE Staffing in Baltimore, was created in 2016. It is made up of worker-owners who have previously been incarcerated and now staff jobs in a variety of industries including construction, demolition, carpentry, food service operation, and more. Workers have the opportunity to work part-time or hourly full-time jobs. CORE allows workers to grow communally and socially as they reintegrate into society.
Tribe is The Staffing Cooperative’s newest subsidiary of tech workers. These workers are located all over the country and are typically staffed into tech agencies as web designers, creatives, and developers. Tribe also developed the staffing platform that is used by The Staffing Cooperative, CORE, and will continue to be used by all future worker-owners.
When asked about The Staffing Cooperative’s long-term plans, their team hopes to continue acquiring and creating new subsidiaries with workers in different industries. This would allow for a conglomerate of industry knowledge that can be used to benefit workers and the overall health of the cooperative. In addition, the goal isn’t just to acquire for growth, but to support workers long-term and provide ways for them to move between industries. Typical worker-cooperatives are not looking at scale in the same way. The Staffing Cooperative is creating a new way of thinking about cooperative potential. By being a holding company on a large scale, there’s potential for higher wages and rates, more benefits, and better insurance policies.
We asked The Staffing Cooperative for three pieces of advice for others interested in worker-ownership models. They said:
- Don’t think of it as structure first, think of the worker first.
- Don’t let a company’s structure get in the way.
- Prioritize relationships. For them, it took sitting together as an entire team and hashing out what exactly membership would look like.
Kaplan expressed how much she loves working with her client and that she’s “proud of them for taking the lead and creating a well-optimized structure that is designed to be accessible for investors, but the cooperative maintains control.”
If you’re interested in getting involved or learning more about The Staffing Cooperative, you can contact them at email@example.com or on Twitter at @staffing_coop. They also accept donations! They’re hoping to continue growing the worker-owner training program and even have plans to launch a school through their fiscally sponsored non-profit program. To donate, email firstname.lastname@example.org.
Are you interested in learning more about structuring a cooperative? Do you want to talk to an attorney about how cooperatives can take in outside investment? Contact Sarah@cuttingedgecounsel.com
We spoke to Lauren Grattan and David Lynn at Mission Driven Finance to talk about their mission, and how their community-first perspective guides them to find investment opportunities.
What does Mission Driven Finance do and what are its guiding principles?
Mission Driven Finance is an impact investment firm dedicated to building a financial system that ensures good businesses have sufficient, affordable access to capital. Built from the ground up with a single purpose—to make it easy to invest in your community—all our funds and structured products are designed to close financial gaps that will close opportunity gaps. We work with local and national investors to help them create the impact they want, and work with businesses and community partners to help them get the capital they need.
We have three guiding principles:
- Community Connected Capital – We use a network mindset to source, underwrite, and support investments. This helps us build solutions for and with the community.
- Employers as Change Agents – Impact isn’t just for nonprofits. We believe small businesses are critical components of thriving communities, and help them to intentionally use their operating expenses to create positive change.
- Strength in Diversity – We’re stronger together, as a team and as a society. Diversity is not an afterthought for us but rather core to our ability to source deal flow and underwrite effectively. With a variety of lived and worked experiences, the team is collectively able to recognize untapped market opportunities and partner sensitively with traditionally underserved communities, supporting our vision of an inclusive economy that is strong and resilient.
What inspired your work and mission?
Communities need good businesses, and good businesses need capital. But the financial systems, structures, and policies in America have both intentionally and unintentionally restricted access to capital and opportunity. The result is significant wealth inequality that hinders social mobility, dampens economic growth, and fosters conditions for political instability–Mission Driven Finance can change that.
We saw bold visions, innovative enterprises, and great community programs seeking capital on the one hand, and a growing pool of impact-intrigued investors on the other, but little to connect them. So we built a team with deep impact and finance skills, and intentional diversity of thought and experience to bridge the divide between community projects and investors.
While there are increasing responsible options in public markets, these have limited intentionality and typically mean moving money out of your regional economy. Investors are hungry to support initiatives in their own backyard or issues they’re passionate about, but have few opportunities to do so. Mission Driven Finance exists for this reason: to make investing in your community a great investment.
How does MDF decide on its investment strategies?
We start always from a community-first perspective, with the goal of mobilizing capital into overlooked and underestimated areas, whether geographic or thematic. We identified five key hurdles to unlock transformative capital for communities: size, credit, complexity, timing, and alignment.
Our structure allows us to pursue smaller and more nuanced community-based transactions that would otherwise be cost-prohibitive and suffer from inertia. We can service many types of transactions while leveraging a core set of elements and operations, allowing us to close gaps in a cost-effective manner.
Our investment strategy centers around mobilizing capital in ways that meet all of the following criteria:
- Is there a capital gap that is preventing scale?
- If we close this gap, will it increase impact?
- Are we particularly well-positioned to close this gap?
- Does closing this gap create a more inclusive economy?
- Is this gap indicative of a common problem that we can close?
Our first fund, Advance, is an evergreen commercial debt fund to close a gap for community-driven small businesses and nonprofits in the greater San Diego area that are too big for microfinance, yet can’t qualify for (sufficient) bank financing or venture capital. This gap of $100k to $500k plagues retail, childcare centers, and small real estate developers alike, stymying impactful organizations.
Following our community-connected capital approach, we work with a variety of partners to source and support potential investments, including other lenders and investors, business improvement groups, nonprofits and foundations, and accelerator and incubator programs. We regularly seek borrowers that meet our 3 T’s:
- Tenacious – Driven leadership with a history of execution and commitment to their community
- Tweens – Don’t fit SBA/microloan/bank/VC criteria and stuck without affordable access to capital
- Tipping Point – Where our investment will unlock potential and attract additional resources
How does MDF evaluate potential investments?
Mission Driven Finance employs a private equity approach for evaluating financing opportunities using a deep community engagement model to find, evaluate, and de-risk investments. Our approach allows us to focus on the potential to achieve a plan as opposed to a specific credit quality or company history. In this way, we can mobilize capital to people and projects that might otherwise be unable to access financing.
The core of the Mission Driven Finance investment process is identical regardless which investment vehicle–an Asset Pool in the Fund or other vehicles outside the Fund–holds the investment or deploys the capital. In all cases we evaluate the investment on its own merits, ensure alignment with investors, and then leverage the most efficient investment structure.
Our scoring rubric includes three concurrent and interconnected underwriting modules – management, impact, and finance – and is intended to determine comfort with the:
People – The management is high quality, coachable, and well validated by their community.
Plan – There is a clear strategy and vision to grow both revenue and impact.
Purpose – They have an underlying mission that is core to their ethos and pervasive.
Potential – There is a history of achievement, commitment, and a viable path to success.
All of our processes are designed to be inclusive, intentional, and looking for ways to say “yes.” We follow a 5-stage process to underwrite potential investments:
Initial screening based on alignment with management, impact, and financial criteria.
The beginning of a formal engagement, including technical assistance around financial and impact frameworks, management evaluation, and transaction structuring.
The formal approval and closing process, including legal agreements.
In addition to servicing, we provide ongoing support and monitoring of the investment to maintain status as a trusted partner, be aware of any developing issues, and find opportunities to help them grow their business, along with collecting regular impact data, financial updates, and stories.
Even after a borrower successfully exits the portfolio, we continue to look for opportunities to help them grow or integrate with other parts of our portfolio, and also collect long-term impact stories.
Who can invest in MDF’s investment funds?
Accredited private, institutional, or charitable investors can participate, all via promissory notes. Private and institutional investors can invest directly or through accounts such as IRAs. Charitable investors can invest from foundations either as a Mission Related Investment in their corpus or as a Program Related Investment from their grant allocation. Another avenue for charitable investors is to invest through their Donor Advised Fund with a community foundation. We have good local partnerships with both the San Diego Foundation and the Jewish Community Foundation of San Diego.
How have you seen societal concepts about investing change in the last few years?
We certainly see an increased focused on responsible and impact oriented investments as evidenced by the rapid growth shown in data like US SIF publishes. However, this has also given rise to a large amount of impact-washing. Additionally, as much as people talk about shifting their investments to align with their mission or emotions, they still often end up taking a financial-first approach and mission falls to the wayside – even within mission-based organizations. The biggest shift we see is while there is still a huge need for education, most investment committees and advisors have at least heard of “impact investing” and “responsible investing”, even if they aren’t doing anything about it (yet).
We see more and more non-accredited investors wanting to invest with their values but still being unable to do so. We’re hoping to be able to reach non-accredited investors in the next year or two.
What advice would you give to companies who want to raise capital from impact investors?
Make sure your mission is completely core to your ethos and what you do, and can’t be removed from your business. For instance, we don’t get excited about buy-one-give-one or companies that pledge to donate some portion of their profits to some cause. We are looking for businesses where there is no possibility that the business can scale without the impact also scaling. It follows from all of that, you should also be thinking about how to measure your impact if you haven’t already! In addition, we look for management that clearly is a part of their community, and who would consider any loss of impact a failure even if the business is succeeding.
What advice would you give to investors who are considering impact investing?
Beware of impact washing. Do your homework–not all funds, managers, and businesses are created equal. Be clear about your goals and where you are on both the financial and impact spectrums. Don’t seek impact investments to both outperform the impact of your philanthropy and at the same time outperform your financial benchmarks.
And most importantly, you can’t close racial wealth gaps and earn 30%.
How do you hope to see Mission Driven Finance grow in the next few years?
Over the last three years, we built a core operational team, launched a creative community debt fund, and leveraged that infrastructure for multiple structured products in a previously unmet market range.
Now, we are ready to take this to scale in communities across the US. Our goal is to expand our toolkit to meet the full range of community capital needs and investor appetites. We already wield debt creatively in service of community and intend to complement that with capital options, expertise, and legal reference structures in Opportunity Zone business investing; venture and mezzanine investments; revenue-based financing; and real estate acquisition, pre-development, and construction financing.
Our near-term plan is to build on the foundation of our central team and add specialized capacity to efficiently bring creative capital solutions to more communities. We will be instituting a dedicated portfolio management function focused on the deployment of capital, and creating an advisory services team focused on building impact funds and transaction structures. Additionally, we want to capture and share stories and best practices, both to serve our investors and to build the impact investment field.
Our immediate expansion areas include:
- Launch a Community Finance Fellowship to simultaneously develop leadership in and deploy capital to more overlooked and underestimated communities
- Replicate our San Diego debt fund to other regions, particularly in Baton Rouge, LA and Columbus, OH
- Begin providing fund management services to more community partners around the country that need support to grow their own investment structures
- Add specific thematic funds to the platform without narrow geographic constraints to complement the place-based broader impact funds, such as cleantech and natural climate solutions
How can people get involved and support your mission?
It’s all about dollars and deals – and all through community partners. If you are connected to sources of capital, help them understand the power of impact investing into their own community, and how an intermediary like us can facilitate that effort. If you are connected to community-based organizations or individual companies that need capital to grow, help them understand how impact-based financing might be a good fit. And if we can add value to either of those, then call us.
The most powerful allies for us are those impact-oriented investors that will take a catalytic approach to mobilizing capital into the community or area they care most about, working with us to leverage their investment 5-20X, and at the same time leveraging their network to drive more deal flow.
What is Sonoma West’s mission?
Sonoma West Publishers is a small newspaper group devoted to local community news coverage, a mission we have been following for 154 years. Each of our four newspapers is actually older than the incorporated cities they cover.
Why did you choose to do a direct public offering (DPO) to raise capital for the fund?
The DPO funding model allows for a broad base of local and smaller community investors. Readers and local businesses gain an extra connection and added sense of pride in the local newspaper. The DPO structure is superior to seeking a commercial bank loan or taking on larger minority partners. The structure also allows for continued independence for our editorial voice.
What were the long-term benefits of a doing a DPO?
New community investors will become better connected to our local journalism efforts via a series of live events, investor-only meetings and periodic reports from the publisher. Long term, we may seek another DPO campaign in the future, depending on the successful growth and sustainability the current investments produce or support.
Did any of the outcomes surprise you?
We weren’t too sure what to expect, since we were the first newspaper in the country to launch a DPO. We experienced some slow periods of acquiring investors, but lately as we reach our expire date, we are gaining investors almost daily.
How much are you raising and how long will it take to raise that amount?
Our goal was $400,000 with the 12-month stock offer that expires Jan. 30, 2019. We are currently at 70% of that goal with almost 100 investors.
What were some of the challenges you faced and how did you overcome them?
We are a small corporation, owned by a husband and wife. We did not hire or do any outreach for marketing or other support. We relied on our own website and newspaper announcements and some word-of-mouth from early investors. We never encountered any opposition or criticisms. Quite the opposite, we met with lots of enthusiasm and encouragement, but not everyone who said they would invest has ended up writing a check.
What were your favorite aspects of the DPO process?
We received very personal testimonials in support of our journalism and our journalists. Many investors said we are invaluable in defending democracy. Journalism is hard work, with low pay. The DPO campaign allowed us to explain our roles in the local community and a free society.
Could you share 3 pieces of advice for other groups considering a DPO?
1) Be ready with your marketing plan early. Don’t wait for state approval because the 12 months can go very fast. 2) Enlist marketing and campaign help form your best friends or local associates. Test your messages early and often. 3) Don’t be afraid to ask for money and don’t be afraid to ask multiple times of the same people.
How do you hope to see Sonoma West grow in the next few years?
The DPO community investment has shored up our basic business foundation and will provide for a stable staff. Newspapers must be very innovative right now in this disruptive Digital Age. We seek to grow stronger at our core of publishing local news, and we seek to expand into new journalism ventures like our “reader-powered” newsroom, series of live community events and more enterprise and investigative journalism.
How can people get involved and support you?
Our DPO campaign and new newspaper business model was featured in a New York Times article in August, 2018. We received lots of national and newspaper industry attention. We aim to be a successful trendsetter for our industry and hope we can help other small newspapers stay in business and better serve their own communities through the many new innovations we are putting together. It would be great to attract some foundation or grant support, added to a Lenfest Foundation grant we already have received.