When M&A money goes to charity: EscrowUp closes second transaction

Silicon Valley investors and entrepreneurs are sometimes scolded for being driven by money rather than purpose. SRS Acquiom, which handles M&A deals, is trying to change that by exerting a positive kind of peer pressure on the venture world. The firm partnered with Pledge 1% to give a portion of the M&A escrow money it handles to nonprofits.

Launched in late 2016, the EscrowUp service has two transactions under its belt: the Salesforce/Krux acquisition and the Envision Healthcare/Imaging Advantage deal, which closed today. Recipients of the donated escrow funds to date are Girls Who Code, Springboard Enterprises, Endeavor, and Patriot Boot Camp.

EscrowUp’s novel approach to charitable giving means tapping into the flow of money in an M&A transaction. “There is over $250 billion placed into private M&A escrows per year,” said SRS Acquiom cofounder Paul Koenig, in an interview with VentureBeat. “So this is a lot of money we are talking about.” The reality, however, is that merger parties have costs and fiduciary obligations, which might deter them from giving a portion of their transaction returns to sponsor charitable programs. “Hence why EscrowUp made sense,” said Koenig.

All M&A transactions include an escrow fund, where the selling company sets aside money in case something unexpected happens before the deal closes. For example, if the sellers misrepresented a fact about their business or failed to perform a required task prior to the deal closing, then the buyer can make a claim rather than file a full-on lawsuit. An M&A escrow will typically last between 12 to 24 months.

EscrowUp works the same way standard M&A escrows do — the only difference is that SRS Acquiom will donate 16 basis points of return per year on escrow deposits to Pledge 1% (basis points are a way to measure interest derived from the escrow while it’s held). This in no way affects the parties involved in the deal. The money comes from SRS Acquiom, which donates a portion of its service fees to nonprofits.

“It’s like money out of thin air,” Seth Levine of Foundry Group told VentureBeat in an interview. Although none of Foundry Group’s portfolio companies are currently involved in an EscrowUp transaction, the VC firm is an advocate of the program’s mission and has pledged one percent of the carried interest of each of its funds to a nonprofit. When asked whether they encourage their portfolio companies to pledge as well, Levine said, “We are supportive but not dogmatic about it. But we do encourage it.”

The first company to use EscrowUp was Salesforce, when it acquired Krux last October. Salesforce is a founding partner of Pledge 1%, and CEO Marc Benioff is a fervent proponent of the 1-1-1 model — an integrated philanthropic approach whereby companies leverage 1 percent of their technology, people, and resources to support communities around the world. Envision Healthcare was the second company to adopt EscrowUp with its acquisition of Imaging Advantage, a provider of radiology services.

EscrowUp declined to share the amount given to nonprofits so far. “What we can disclose is that the donations going to Pledge 1% from these first two transactions is already in the six figures, and we expect that to hit the millions mark soon,” Koenig said. According to the cofounder, SRS Acquiom and Pledge 1% currently have “tens of millions” in escrow dollars and plan to announce new transactions closing soon.

Founded in 2007, SRS Acquiom is based in Denver, Colorado. The EscrowUp program was initially an “opt-in” for merger parties that use SRS Acquiom’s bank deposit escrows. The service firm is now making all of its bank deposit escrows automatically with EscrowUp, however. “The rationale behind this change is really the fact that the program is popular,” said Koenig. “And frankly, no merger parties are really saying no to using it.”

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