Sec. 24.05.10.07. Equity Participation Financing Terms and Requirements

A. Equity participation financings shall meet the requirements in §§B-U of this regulation.

B. The Authority may not own securities representing more than:

(1) 45 percent of the voting stock of the franchisee or own an interest greater than 45 percent in any enterprise engaged in franchising; or

(2) 25 percent of the voting stock of any enterprise acquiring an existing business or own an interest greater than 25 percent in any enterprise acquiring an existing business.

C. The amount of the Authority's equity participation financing for any franchise enterprise may not exceed:

(1) $100,000; and

(2) 45 percent of the total initial investment in the enterprise.

D. The amount of the Authority's equity participation financing for any enterprise acquiring an existing business may not exceed:

(1) $500,000; and

(2) 25 percent of the total investment in the enterprise acquiring an existing business.

D-1. The amount of the Authority's equity participation financing may not exceed $500,000 for a technology-based business.

E. Authority's Investment.

(1) The Authority shall find that there is a reasonable probability that the Authority will recover its initial investment and an adequate return on investment.

(2) The Authority's investment shall be recoverable within:

(a) 7 years of the equity participation financing involving a franchise;

(b) 7 years of the equity participation financing involving an acquisition of an existing business; or

(c) 10 years of the equity participation financing involving a technology-based business.

F. The Authority's recovery shall be the greater of the current value of the percentage of the equity investment in the enterprise or the amount of the initial investment in the enterprise.

G. The value of the enterprise at the time of the recovery shall be determined after obtaining at least one independent appraisal of the value from an appraiser selected from a list of at least three appraisers supplied by the Authority.

H. The applicant shall either provide the enterprise with an equity injection in cash, assets, or collateral or demonstrate substantial technical or managerial expertise within the business or trade for which the financing is sought.

I. An enterprise involved in franchising shall have its principal location within Maryland and carry on its franchise business primarily in Maryland.

J. The existing business to be acquired shall have its principal place of business in Maryland.

J-1. A technology-based business applying for equity participation financing shall have its principal place of business in Maryland.

K. The applicant's business plan shall:

(1) Show a thorough understanding of franchising, of the existing business, or of the technology-based business;

(2) Demonstrate an understanding of the unique features of the products or services to be provided; and

(3) Have a fully developed marketing strategy.

L. The applicant's business plan shall show that the Authority can liquidate its initial investment within 7 years for a franchise or an acquisition of an existing business, or 10 years for a technology-based business.

L-1. The applicant's business plan shall show that the Authority can meet its minimum required return within 5 to 10 years.

M. An individual applicant or a major owner of the applicant shall be involved in the enterprise on a full-time basis.

N. The equity participation financing agreement shall be secured by the security required by the Authority, which may include but is not limited to the personal guaranties of the owners of the enterprise, liens on personal and real property of the enterprise, its owners, or the personal guarantors, and assignment of the franchise agreement.

O. To obtain equity participation financing for the acquisition of an existing business, an enterprise or its owners shall have the capacity to contribute cash from their own capital in an amount equal to at least 5 percent of the equity participation financing amount toward the acquisition of the existing business.

P. Late Charges. Late charges, as permitted by law, may be imposed.

Q. Change of Applicant Eligibility. If at any time the applicant ceases to satisfy the requirements of Regulation .04 of this chapter, the Authority, in accordance with the terms of the financing documents between the Authority and the applicant, may accelerate the payment of the entire amount due under the equity participation financing.

R. Change of Ownership. If at any time during the term of the equity participation financing the enterprise sells, ceases to own, assigns, transfers, or otherwise disposes of, all or any part of the franchised, existing, or technology-based business, the Authority, in accordance with the terms of the financing documents between the Authority and the enterprise, may accelerate the payment of the entire amount due under the equity participation financing.

S. Title Insurance. The applicant may be required to provide an American Land Title Association Loan Policy, as amended, issued by a title insurance company acceptable to the Authority for an amount equal to the amount of the equity participation financing, insuring the Authority, evidencing that title to the property on which the enterprise is located on the date of closing is vested in the enterprise, or that title to the property, if any, offered as collateral for the equity participation financing is vested in the enterprise, the owner or owners of the enterprise, or the offerers of the property. The title insurance policy:

(1) Shall contain only standard exceptions and encumbrances approved by the Authority;

(2) Shall be accompanied by a survey, certified in the manner required by the Authority and the title company issuing the title insurance, showing that there are no easements or encroachments upon or other matters pertaining to the property, except those acceptable to the Authority;

(3) May not contain any survey exceptions.

T. Insurance. Before providing equity participation financing, the Authority may require the applicant or the applicant's owners and key managers to obtain and assign to the Authority life insurance in the amount of the equity participation financing. The Authority may also require casualty, hazard, liability, vehicle, workers' compensation, and business interruption insurance as well as any other insurance it deems necessary.

U. Appraisals. The Authority may require appraisals by qualified appraisers showing the value of property that is offered as collateral.