Description
Table of Contents 1. Background 2. Description 3. Process 4. Information for Respondents 4.1 How to Respond 4.2 Evaluation Factors 4.3 General Information 4.3.1 Proprietary and Confidential Information 4.3.2 Intellectual Property 4.3.3 Compliance with U.S. Laws, Regulations, and Policies 4.3.4 Use of Government Resources 4.3.5 Period of Performance 4.3.6 RFI Issuance and Response Selection 1. Background NASA has traditionally engaged the commercial sector by procuring products and services through contracts. Additionally, there are commercialization and partnership initiatives that utilize less traditional mechanisms like prizes, license agreements, and space act agreements. However, despite the existing involvement of the private sector to help NASA achieve its vision and mission, three management challenges remain: • To attract and motivate private sector innovators and investors who have not typically conducted business with NASA, including tapping more efficiently into the pool of small, leading-edge, organizations which are responsible for much of the innovative hi-tech thinking and research in the US; • To leverage existing external venture capital to encourage development of technologies and products likely to be of future use to NASA’s mission; • To improve and expedite public/private partnership formation, through the redesign of administrative, management, and legal processes and procedures. Several federal agencies have already established programs that address these challenges through venture funds. For example, the CIA and Army/SoCom respectively created the In-Q-Tel and OnPoint Funds. In order for NASA to specifically focus on entrepreneurial innovation in support of its mission objectives, the Agency has laid the foundation for a private equity investment vehicle (working name “Red Planet Capital”) aimed at early-stage companies. 2. Description Red Planet Capital (the “Fund”) will be an investment vehicle used to support innovative, dual-use technologies which will help NASA achieve its mission, but will also help better position these technologies for future commercial use. Portfolio companies should not anticipate the government as the primary customer. However, NASA anticipates that this approach might help some of NASA’s mission directorates in their future “make-versus-buy” decision-making processes. The Fund will invest in new, promising technologies through equity financing instruments. It is intended that Red Planet Capital will invest in syndication with existing private sector corporate and/or financial venture funds and abide by the same validation, due diligence, valuation and investment decision and management processes and principles. Anticipated activities include: sourcing and generating deal flow; reviewing and appraising business plans; performing detailed business analysis and developing the investment case. More specifically, the Fund will need to negotiate deal structure, conduct relevant management, financial, and technical due diligence, form co-investment syndicates; develop and finalize the investment structure, including price; and work with the NASA Interface Center. The Fund’s official Agency interface organization (the NASA Interface Center) will be representing both Mission Directorates and business support functions. The NASA Interface Center will be the Agency’s main regular communication mechanism with Red Planet Capital and will help strategically guide and focus the Fund on specific areas of immediate and longer term interest. The NASA Interface Center will also perform technical assessments of Fund proposed investments. The NASA Interface Center has identified initial problem sets which focus on: Innovative Human Enhancements for Exploration Water Recycling, Reuse, and Reduction In Situ Fabrication of Replacement Parts Technology Environmental Monitoring, Control, and Revitalization Communications and Data Systems Biomedical Support for Exploration Missions Legally, organizationally and operationally NASA has adapted the In-Q-Tel template to create its new fund which is scheduled to begin initial operation in Fiscal Year 2006. Although NASA will provide strategic direction and input on technical validity and relevance, investment decisions will be made by the Fund, not by NASA. Investment and operational funds available in Fiscal Year 2006 total $11M. It is anticipated Fund size will grow to approximately $20M per year. It is anticipated that the proceeds from the Fund will eventually be re-invested in the Fund for continuing investment activities. Red Planet Capital complements other investment instruments already available inside the Agency for promoting private sector participation in the Agency’s mission and vision. It is important to note that Red Planet Capital is not designed to replace existing technology partnership and technology transfer programs but rather on being another innovative mechanism for promoting the future availability of broad-use technologies that meet NASA mission requirements. 3. Process The Innovative Partnerships Program oversees this program. In Fiscal Year 2006, NASA plans to identify suitable partners for the venture capital initiative, negotiate a funded Space Act Agreement with the selected partner, deliver a set of NASA mission problem sets to the investment fund through the NASA Interface Center, and review initial investment decisions of the Fund. Step 1: Solicit information through this RFI on Fund structure and management, and identify parties qualified and interested in partnering with NASA on the venture capital investment initiative. Step 2: Negotiate a Funded Space Act Agreement with the partner selected per the evaluation criteria in this RFI. The Space Act Agreement will provide for both investment and management funds. 4. Information for Respondents 4.1 How to Respond Respondents are requested to provide a description of a proposed funded partnership with NASA for the establishment and operation of a venture capital fund. Responses shall describe: (1) the respondent’s team and expertise, key personnel and experience, proposed geographic location of Fund activities; (2) respondent’s proposed Fund organizational structure and management approach; (3) respondent’s investment strategy for the Fund; (4) respondent’s compensation plan for Fund employees; and (5) respondent’s approach to maximize programmatic value to NASA. Respondents are limited to organizations in which the majority ownership or control is by U.S. citizens. Based on respondents’ description of these five (5) factors, NASA will evaluate how effective and efficient the proposed Fund will be in meeting the objectives and programmatic goals in this RFI. Responses must be a maximum of seven (7) pages, with minimum 12-point Times font. All proposals shall include the organization name, point-of-contact, address, and phone number. All proposals shall include an e-mail address for the point-of-contact in order to expedite communications. All questions posed by email shall get a response. Please submit all responses in electronic format to the Point-of-Contact listed below by 8:00p.m. Eastern Standard Time, February 28, 2006: Name: Lisa Lockyer Title: Deputy Director (Acting), Innovative Partnerships Program Phone: 202-358-5227 Email: Lisa.L.Lockyer @nasa.gov Questions regarding this RFI should also be addressed to the above Point-of-Contact. Based upon assessment of the responses, NASA may contact RFI respondents to gain more information on specific points. Respondents are reminded that the evaluation process does not involve the procedures set forth in the Federal Acquisition Regulation (FAR) nor the NASA FAR supplement since this announcement will not result in the award of a contract, grant, or cooperative agreement. 4.2 General Information 4.2.1 Proprietary or Confidential Information Respondents are NOT to provide any information that is considered proprietary, trade secrets, or privileged or confidential. 4.2.2 Intellectual Property NASA does not anticipate any government rights in portfolio company intellectual property. 4.2.3 Compliance with U.S. Laws, Regulations, and Policies Proposals must comply with all applicable U.S. laws, regulations and policies. 4.2.4 Use of Government Resources In support of this RFI, the Government will consider requests from respondents for Government furnished equipment, facilities or services. Such requests should be provided to the Point-of-Contact for this RFI. 4.2.5 Period of Performance The Government anticipates that the proposed Space Act Agreement will have an initial period of performance of five (5) years, unless otherwise agreed to by the parties. 4.2.6 RFI Issuance and Response Selection NASA will not issue paper copies of this RFI. NASA reserves the right to select for negotiations all, some, or none of the proposed partnerships in response to this RFI.