John Nunemaker joins us to share his new thesis for acquiring Rails based SaaS apps. Heās early days on his next big thing called Very Good Software and recently acquired Fireside, a podcast hosting service started by Dan Benjamin. This comes after many years since Johnās acquisition of a lifetime of Speakerdeck to GitHub, which laid the foundation for these moves.
John Nunemaker: I think I would do it. I just would have to learn more about how people do that. And even in that, again, that podcast episode about like buying five ā I can share the link later, or whatever⦠But itās like buying five manufacturing companies; in that scenario, that guy was like ā they do kind of like a PE model, where basically theyāre like āLook, we come in and we run itā, and thereās six partners in the group, and each of those partners will personally guarantee one business. And so right now they have three, guaranteed. And when they do that, they do two things. So one, they charge a management fee to the business based on EBITDA. So they buy businesses that already have good profit margins, they take a slice of that profit margin for everyone whoās in the management group, and then theyāll also do - whatever, first 8% preferred return, in the event of a sale, goes to the investor, and then after that itās like split based on equity and all those kinds of things. And they bring in basically different people in every single deal.
So I wouldnāt say different people from the standpoint of like āWell, Adamās in this deal, and Garrettās in this dealā, or stuff like that. Itās more like āWeāve got five people each putting in like 100,000 or 50,000, so now we have 250k, 500k, and then weāre going to personally guarantee, do an SBA loan for the other halfā¦ā
[01:26:13.23] So their debt to whatever ratio is basically like half. Because again, if the business went all the way in half, youād still be able to run it, which is pretty rare for a business thatās been around for ā they stick to 30, 60, 80 years. 30 plus employees, so they know that all the knowledge is not with one owner in a 10-person company, or things like that. So again, a different scenario here, where we have software and leverage and stuff, and itās less of less of a concern. But Iām like, that idea is really fascinating to me.
The group, the six, each have a share in each of the companies they acquire. One of them runs each of the companies they acquire, one of them personally guarantees⦠Not necessarily the one theyāre running. And then they also kind of ā for lack of a better word, they shard their investors across all the deals as well, so no investor is heavily invested in one of them. And Iām like āI actually really liked that model.ā I think thatās sick. Because now theyāre doing the SBA loans, which means they can personally guarantee, but not actually put up the collateral, so you donāt run out of collateral and run out of money⦠But I donāt know all that financial stuff yet. I havenāt done any of that, so Iām like, Iām just going to start simple. And Iām like āLook, Iāve got some friends, they had a little bit of cash too, Iāve got the collateral, letās put it together, make it look a three to five-year payoff.ā If itās an eight-year payoff and we take more cash out, thatās fine. Itās just, ideally, I donāt want to have my house on the hook forever. Or maybe I pay off the loan at some point⦠Like, letās say Box Out does sell, for some reason. Weāre not planning on it now, weāre not talking to anybody, we donāt have any interest in that⦠But if somebody came along with the right price, weād be like āSure.ā That happens, now Iāve got some cashflow, so maybe I pay off the loan, get the lien off my house, and then I loan it back to the business at a lower interest rate, or something like that, so that the lien is basically gone from my house, but thereās still some amount of leverage of using other peopleās money to make money, which is kind of an interesting concept, I guess. Again, Iām all a rookie. I donāt know any of this stuff. Iām just flapping the stuff that Iāve been researching for a couple of years, and then heavily for a month or so⦠So I donāt know, but thatās just what I think in my head.