Evalueserve Credentials Pack

Report
M&A Due Diligence Back-End Research Support
for International Society of Primerus Law Firms
Patrick Madden
Client Executive
Evalueserve
Tel: + 1 614 829 3580
[email protected]
www.Evalueserve.com
2008
© Evalueserve, 2008. All Rights Reserved - Privileged and Confidential
Presentation Plan
 Evalueserve Overview
 Evalueserve M&A Experience
 Confidentiality & Client Feedback
© Evalueserve, 2008. All Rights Reserved - Privileged and Confidential
Evalueserve – Your Global Knowledge Partner
 Evalueserve is a Knowledge Process Outsourcing (KPO) firm that provides custom
research and analytics services to companies in the US and worldwide
 Our services include: Legal Process Services, Intellectual Property Research,
Market Research, Business Research, Data & Financial Analytics, Investment
Research, and access to a global network of domain and Industry experts through
Evalueserve Circle of Experts.
 The firm was founded by IBM and McKinsey alumni, and has completed over 12,000
client engagements.
 We currently employ over 2,500 full-time professionals located in research centers in
Chile, India, China, and Romania.
 Evalueserve has won several recent awards, including: 2007 CIO-100; 2006 Red Herring
Asia Top 100 Private Companies; 2006 NASSCOM IT Innovation Award for Business
Model Innovation; Wall Street Journal (Asia) Top Six Innovative Emerging Companies in
Asia; Outsell Top 50 Research, Reports and Services Companies Worldwide; and
Deloitte Top 150 High-Growth Companies in Asia-Pacific.
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© Evalueserve, 2008. All Rights Reserved - Privileged and Confidential
A Full-Service Global Research Firm
 Evalueserve has various competencies—
Legal Process Services,
Intellectual Property, Investment Research, Business Research, Data and
Financial Analytics, Market Research, and Circle of Experts.
 Our research teams are comprised of highly skilled professionals including
Lawyers, Paralegals, MBAs, PhDs, Engineers, MDs, Chartered
Accountants, Scientists, Architects, Industry Experts, etc.
Evalueserve Value Proposition
Quality
Global Coverage
→ Attention to detail in every element
of client interaction
→ Disciplined project management
and communication
→ Accurate and insightful analysis
→ Extensive research infrastructure
→ Operation centers in India, China,
and Chile
→ Multi-lingual capabilities (50+)
→ Research conducted in the
Americas, Asia Pacific, and
EMEA
→ Local ‘in-country’ support
→ 24x5 coverage
Custom/Cost-Eeffective
→
→
→
→
Fraction of traditional cost
100% customized projects
Access to experts in your field
Multi-industry experience
(10,000+ completed projects)
→ Highly scalable/rapid response
→ Flexible working relationship
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© Evalueserve, 2008. All Rights Reserved - Privileged and Confidential
Synergistic Competencies
Circle of Experts
Fast access to frontline industry experts with unique opinions on
markets, companies, products; 360° view of market due
diligence on long-term investments
‘Executive confidante’ for one-on-one discussions on strategic
issues
Elicitation training on most effective and compliant methods to
interview experts
Market Research
End-to-end market research services
Design, conduct and analysis of surveys: B2B, B2C
Data processing
Survey analytics
Market research solutions: employee satisfaction, customer
satisfaction, brand perception, new product development,
advertisement effectiveness
Business Research
Investment Research
Validation of investment ideas
Corporate finance
Equity research support
Industry landscape and company profiles
Fixed income research
Target identification
Quantitative Analysis
Financial modeling and valuation
Data and Financial Analytics
Data cleansing, validation, and treatment
Dashboard solutions and reporting
Statistical modeling and forecasting
Data-driven strategies including profitability analysis, channel
assessment, product affinity analysis/cross selling
Segmentation and cluster analysis
Market sizing and estimation
Industry and company profiling
Benchmarking
Value chain analysis
Newsletters
Custom list generation
Marketing and sales operations support
Legal Support Services
Paralegal and litigation support services
Legal research
Contract related services
Intellectual Property
Patent application drafting and filing with USPTO, EPO, etc.
IP asset management
Other IP analysis, e.g, licensing of valuable patents,
Infringement analysis (preliminary)
Technology Assessment
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© Evalueserve, 2008. All Rights Reserved - Privileged and Confidential
Evalueserve Serves 1,000+ Leading-Edge Clients
Automotive
Financial Services
100+ Fortune 1,000 Companies
Energy and Utilities
Asia Pacific
Chemicals
Consumer Goods
Europe, the Middle
East, and Africa
Latin America and
the Caribbean
Retail
200+ Law Firms, Research, and
Consulting Firms
Life Sciences
Information
Technology
Manufacturing
North America
Media and
Entertainment
800+ Small and Medium Businesses
Telecommunications
Logistics and
Transportation
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© Evalueserve, 2008. All Rights Reserved - Privileged and Confidential
Key Milestones
Highlights
Dec ’00
Founded
Jan ’01
Commenced India Operations
Jul ’01
First Major Client Signed Up
Mar ’02
Achieved Profitability
Sep ’05
Commenced China Operations
Nov ’06
Commenced Chile Operations
Feb ’07
Acquired Circle of Experts
Jul ’08
Commenced Romania Operations
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© Evalueserve, 2008. All Rights Reserved - Privileged and Confidential
Evalueserve Language Capabilities
Asia Pacific
Europe
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Bulgarian
Croatian
Czech
Danish
Dutch
English
Estonian
Finnish
Flemish
French
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German
Greek
Hungarian
Italian
Latvian
Norwegian
Polish
Portuguese
Romanian
Russian
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Bangla
 Burmese
 Cantonese
 Chinese
 Hindi
 Indonesian
 Japanese
 Korean
 Malay
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Serbian
Slovak
Slovenian
Spanish
Swedish
Turkish
Turkmen
Ukrainian
Middle East
Americas
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English
Portuguese
Spanish
Mandarin
 Mongolian
 Punjabi
 Sinhalese
 Tamil
 Telegu
 Thai
 Taiwanese
 Urdu
 Vietnamese
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Arabic
 Hebrew
 Persian
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© Evalueserve, 2008. All Rights Reserved - Privileged and Confidential
Primerus Members can rely on Evalueserve
for many types of custom research projects!
The default location for all work is India. The India hourly pricing rates for the term of this Agreement for Evalueserve’s various service lines are
tabulated below.
COST
PER HOUR *
EVALUESERVE LINE OF BUSINESS
Legal Process Services (Legal Research, M&A Due Diligence Back-End Research Support, Paralegal and Litigation Support Services-- including Document
Discovery and Compliance with e-Discovery Rules, Contract-Related Services, Legal Organization Benchmarking, Contract Review & Negotiation Support, InHouse Tool Development to Streamline Contract Management, Legal Data Extraction and Entry, Secretarial Assistance for Legal e-Filings and Application
Processing, CRM Database Setup / Entry / Cleanup / Maintenance, etc.)
Intellectual Property Research (Patent Landscapes, Patent Infringement Studies and Ongoing Monitoring, Patent Filing, Research for Investment Banks & Future
IP-Based Valuations, Patent Proofreading, IP Organization Benchmarking, Legal & IP Opportunity ‘White Space’ Identification, Patent Mapping, etc.)
Circle of Experts (Expert Witnesses, Industry Experts, Retired Executives from Client’s Competitors, Advisory Board Members, Strategic Advisors, etc.)
Business Research (Industry & Market Studies, Competitor Profiles, Identification of - and Outreach to - Target Clients / Suppliers / Distributors / Channel Partners
/ Partners / Buyers / Sellers, etc.)
Investment Research (Newsletters, Financial Profiles, Sector Reports, News Flows, Target Scouting, Equity Research, Company & Industry Report Updates, etc.)
Market Research (Phone/Web Market Surveys, Quantitative and Qualitative Expert Interviews, Member Firm/Customer/Employee Satisfaction Studies, Brand
Perception Studies, etc.)
Data and Financial Analytics (Econometric/Quantitative Modeling, Back Testing Strategies, Forecasting Volatility, Monte-Carlo Simulation, Data/Financial
Analysis, Proof of Concept Validation, Cash Flow & Balance Sheet Models, etc.)
Knowledge Technology (KT) (Sales Dashboards, Management Cockpits, Knowledge & Research Portals, File Conversion, Data Validation and Scrubbing,
CRM/Supplier /Vendor File Maintenance, etc.)
Marketing & Sales Support (ListGen, Updates & Maintenance -- Potential Clients, Investors, Suppliers, Vendors, Business Partners, Partners; Warm Lead
Generation Phone & Mail Campaigns, etc.)
Desktop Publishing & Technical Writing (File layout, formatting, color/logo schemes, document setup, template development, newsletter/marcom collateral/slide
deck reformatting, etc.)
Other (Administrative Support, File/Letter/Marcom Collateral Printing, Hand-Addressed Mailings, etc.)
TBD
*Please Contact Patrick Madden ([email protected]), or 1-614-829-3580 for special Primerus pricing options.
** Evalueserve will provide access to frontline industry experts-- in any industry vertical, any geography-- through its subsidiary Circle of Experts
(CoE). CoE introductory fees are waived for Primerus & Member Firm projects per this Agreement.
NOTE: Evalueserve will provide fixed pricing for individual on-demand projects upon request.
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© Evalueserve, 2008. All Rights Reserved - Privileged and Confidential
Presentation Plan
 Evalueserve Overview
 Evalueserve M&A Experience
 Confidentiality & Client Feedback
© Evalueserve, 2008. All Rights Reserved - Privileged and Confidential
Disclaimer for this Presentation
This Presentation has been prepared for the purpose of providing an overview of
the research support services offered by Evalueserve to its clients to carry out the
Due Diligence process for M & A activities. The contents herein shall not be
construed as a definitive suggestion. Services offered by Evalueserve are not
intended to constitute legal, accounting, financial, consulting or professional
advice or service. The contents of the Presentation are case-specific and do not
guarantee similar results for any future assignment. The viewers and recipients of
this Presentation are advised to seek consultation from professionals, as
appropriate, regarding the information provided for any reliance, action or decision
that they desire to place thereon. Evalueserve shall not be liable for any loss,
claim or damage whether financial, punitive, consequential or otherwise accruing
to any party, including without limitation that is caused due to any action taken in
reliance thereon or otherwise.
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© Evalueserve, 2008. All Rights Reserved - Privileged and Confidential
M&A Due Diligence Back-End Support Services
Strategy
Development
Support
 Target sector and geography identification
 Market trend study for M&A in particular sector
 Market analysis (market maps, economic scenario, regulatory environment,
etc.)
Target
Identification
 Identification of target companies based on specified parameters (revenue,
growth, sector, etc.)
Shortlisting and
Detailed Profiling
Deal Support and
Transaction
Analysis
 Shortlisting companies based on mutually discussed parameters
 Detailed company profiling
 Due diligence support
 Financial analysis—comparables, DCF Valuation, etc.
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© Evalueserve, 2008. All Rights Reserved - Privileged and Confidential
M&A Due Diligence Back-End Support Services
M&A Back-End Due Diligence Support by
reviewing these documents
 Employment Contract
 Consulting Contract (Independent Contractor Agreement)
 Assignment of Lease
 Assignment of Contracts
 Assignment of Intellectual Property
 Motor Vehicle Transfer Documents
 License Transfer Documents
 Real Estate Transfer Documents
 Mortgage or Deed of Trust
 Powers of Attorney for Absent Signers
 Covenant Not to Compete
 Consent of Entity Owners to Sale of Assets
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© Evalueserve, 2008. All Rights Reserved - Privileged and Confidential
M&A Due Diligence Back-End Support Services
Access to Internal
Repository of Clients
Sorting of legal
documents for
relevancy purposes
Indexing/Cataloging
of documents
Due Diligence
Back-End Research
Support
Preparing Due Diligence
Report/Rights & Liability
Chart highlighting the
Pre-merger & Post-merger
situation
If needed, conducting
secondary research
Legal audit
& Analyzing specific
clauses of contract,
such as change of
control, etc.
Slide 14
© Evalueserve, 2008. All Rights Reserved - Privileged and Confidential
M&A Project 1:
Information on M&A Activity in India
Project Overview
The client is a North America-based private bank. It wanted Evalueserve to provide information on the overall M&A activity in
India for the periods January-December 2003 and January-September 2004. The following information was required:
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Data on inbound and outbound M&A deals
Information on average size of the deal
Key players in the market and deals concluded by them
Data on split of M&A deals by sector and industry
Work Approach
The study involved only secondary research. The project team conducted the research using a paid database, Bloomberg.
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© Evalueserve, 2008. All Rights Reserved - Privileged and Confidential
M&A Project 2:
Identification of Targets for Potential Mergers and Acquisitions
Project Overview
The client is a leading global supplier of wireless equipment infrastructure and supports all major standards for wireless
communication. It wanted Evalueserve to identify telecom service providers in Spain and Portugal for potential mergers and
acquisitions. The criteria for the selection of the companies were their annual revenues, assets, and range of telecom
offerings.
Work Approach
The project was conducted in the following two phases:
 Phase 1: This phase involved secondary research using databases such as Kompass and Hoovers.
 Phase 2: This phase involved a targeted primary research to fill up data gaps.
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© Evalueserve, 2008. All Rights Reserved - Privileged and Confidential
M&A Project 3:
A Study of Mergers and Acquisitions in the UK in 2003
Project Overview
The client is a businessman in the UK. He wanted Evalueserve to study the impact of mergers and acquisitions on key stock
market indicators of the companies in the UK in 2003.
Work Approach
Evalueserve conducted the project in the following three phases:
 Phase 1: This phase involved secondary research through a general Internet search.
 Phase 2: This phase involved deriving some of the ratios by using the data available from websites pertaining to stock markets.
 Phase 3: This phase involved comparison of key stock market indicators before and after the M&A activity for the companies involved.
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© Evalueserve, 2008. All Rights Reserved - Privileged and Confidential
M&A Project 4:
Identification of Ownership Structure of a Chemicals Company – M&A Strategy
Project Overview
The client is the corporate strategy department of a diversified business conglomerate. It wanted Evalueserve to help in a
possible M&A opportunity and to provide it with the ownership structure of a large unlisted company.
Work Approach
The project was conducted using the following sources:
 Secondary research (through a general Internet search and paid databases)
 Paid reports of filings with Company House in the UK (where all UK-based limited companies need to file their company information as per the
Companies Act)
The project team was able to trace the complex web of shareholders from one company to another, before arriving at the
final ownership structure for the target company. Using an Excel model, the project team calculated the following
parameters:
 The exact percentage ownership of the top five individuals in the companies
 The broad break-up for the entire company
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© Evalueserve, 2008. All Rights Reserved - Privileged and Confidential
M&A Project 5:
Analysis of an Acquisition Deal for a Telecom Company
Project Overview
The client is a Europe-based regional investment advisory firm. It wanted Evalueserve to evaluate whether it should
participate in a consortium that has won a telecom bid or not. The following specific information was required:
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Profile of the telecom company
Comparables analysis pertaining to other telecom operators
Business valuation model of the company
Independent deal analysis
Work Approach
The project team worked on the information provided by the client. It also carried out secondary research by using paid
databases such as Bloomberg and through a general Internet search, and prepared a business valuation model and the deal
comparables analysis.
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© Evalueserve, 2008. All Rights Reserved - Privileged and Confidential
M&A Project 6:
Transaction Multiples Analysis on Publishing Industry in Select Regions
Project Overview
The client is a leading publishing firm in Asia. It wanted Evalueserve to search for and identify mergers and acquisitions in the
publishing industry in select regions.
Work Approach
The project team conducted secondary research using paid databases, such as DialogPro, Lexis Nexis, and Hoovers, and
through a general Internet search. The team provided specific information for the following:
 Target company details
 Acquirer company details
 Description of the deal
 Deal value
 Deal value to revenue multiple
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© Evalueserve, 2008. All Rights Reserved - Privileged and Confidential
M&A Project 7:
Pre-Acquisition Analysis in the Equipment Rental Industry
Project Overview
The client is a strategy and M&A consulting firm based in North America. It wanted Evalueserve to conduct a pre-acquisition
analysis of the equipment rental industry in North America.
Work Approach
The project team conducted secondary research using paid databases, such as DialogPro, Hoovers, and Bloomberg, and
through a general Internet search. The financials of companies for trading comparables and M&A data of the target industry
were sourced from Bloomberg. The following information was provided to the client:
 List of players in the construction equipment industry in North America along with a short description of the players
 Trading comparables for public players in the industry
 Transaction comparables in the industry over the last five years
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© Evalueserve, 2008. All Rights Reserved - Privileged and Confidential
M&A Project 8:
Developing a Penetration Curve Model for a Target Acquisition Company
Project Overview
The client is a Europe-based leading private equity firm. It wanted to acquire a controlling stake in a company that designed
and manufactured hearing aids, and it wanted Evalueserve to complete due diligence pertaining to it.
Work Approach
The project was conducted in the following three phases:
 Phase 1: This phase involved collection of data points through extensive secondary research using the Internet and paid databases, such as
DialogPro and Hoovers.
 Phase 2: This phase involved filling up of data gaps through in-depth primary research and research through paid databases, such as DialogPro
and Hoovers.
 Phase 3: This phase involved developing penetration curves for the target company’s products in major markets worldwide.
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© Evalueserve, 2008. All Rights Reserved - Privileged and Confidential
M&A Project 9:
Creating A Database on Global M&A Activity
Project Overview
The client is a North America-based technology consulting firm. It wanted Evalueserve to create a database on mergers and
acquisitions by collecting information on the M&A activity of approximately 800 publicly traded technology companies that had
been acquired by public and private companies since January 1, 2002.
Work Approach
Evalueserve conducted a pilot on 10 M&A deals. It carried out secondary research through the Internet and various
secondary resources. The following data sources were used:
 Companies’ SEC filings
 Company sources, such as company websites, press releases
 Select paid databases, such as DialogPro, Hoovers, Bloomberg, Lexis-Nexis
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© Evalueserve, 2008. All Rights Reserved - Privileged and Confidential
M&A Project 10:
A Study on the Current M&A Outlook in the European Mid-Market
Project Overview
The client is a leading Europe-based M&A intelligence service firm providing deal flow opportunities integrated with
comprehensive databases. It wanted Evalueserve to understand mergers and acquisitions in European mid-market
companies. The client was also interested in learning about the IPO market in different regions (Germany, the Netherlands,
and the UK) in Europe.
Work Approach
The project involved primary research. The project team conducted 110 interviews with executives in various industries
across the UK, Germany, and the Netherlands. The average duration of each interview was 35–40 minutes.
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© Evalueserve, 2008. All Rights Reserved - Privileged and Confidential
M&A Project 11:
China’s Energy Companies – Partnerships and M&A
Project Overview
The client is a North America-based leading engineering component manufacturer. It wanted Evalueserve to prepare a list of
mergers and acquisitions in the oil and gas, and power sectors that have taken place in 2005, and involve a Chinese
company.
Work Approach
The project team conducted secondary research by using the websites of these companies; paid databases, such as
Bloomberg, DialogPro, and Hoovers; and a general Internet search.
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© Evalueserve, 2008. All Rights Reserved - Privileged and Confidential
M&A Project 12:
Investment Analysis and Target Identification
Project Overview
The client is a leading venture capital firm in the US. It wanted Evalueserve to analyze and research the global outsourced
custom software development market with a focus on Indian vendors in order to identify a potential investment target. The
primary objective of the study was to understand the intricacies of the market and the best practices therein.
Work Approach
The study was conducted in the following two phases:
 Phase 1: The project team conducted secondary research using industry journals, industry news, and a general Internet search. The team also
conducted focused primary research to develop an understanding of the market drivers and key success factors.
 Phase 2: The project team conducted a brief study of the key players in the Indian IT industry to identify relevant investment targets.
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© Evalueserve, 2008. All Rights Reserved - Privileged and Confidential
M&A Project 13:
Evaluation of Acquisition Targets in the Metal Casting Manufacturing Industry
Project Overview
The client is a large asset and wealth management organization in Europe. It wanted Evalueserve to evaluate acquisition
targets in the metal casting manufacturing industry.
Work Approach
The team conducted in-depth analysis of the target companies’ products and market segments in terms of their market
shares. It also studied the supply chain to analyze the competitive landscape and competitive position of business units with
respect to other players in the industry. In addition, the team identified possible buyers of business units and the relative
attractiveness of an outright sale vis-à-vis an IPO.
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© Evalueserve, 2008. All Rights Reserved - Privileged and Confidential
M&A Project 14:
An Analysis of Companies for Potential Acquisition or Investment by the Client
Project Overview
The client is a telemedicine company based in the US. It wanted Evalueserve to undertake the following:
 Profile selected companies
 Profile executives of the selected companies
 Rank the selected companies for potential acquisition or investment by the client and provide details of their financial summary and past
acquisitions
Work Approach
The study involved secondary research using sources, such as company websites and paid databases, and a general
Internet search.
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© Evalueserve, 2008. All Rights Reserved - Privileged and Confidential
M&A Project 15:
Identifying Targets for Potential M&As
Project Overview
The client is a leading supplier of wireless equipment infrastructure worldwide and supports all major standards of wireless
communication. It provides total solutions ranging from systems, applications, services, and core technologies for mobile
handsets. The client wanted Evalueserve to identify telecom service providers in Spain and Portugal for potential mergers
and acquisitions. The criteria for the selection of the companies were their annual revenues, assets, and range of telecom
offerings.
Work Approach
Evalueserve conducted the study in a single phase. The project primarily involved secondary research, which involved
referring to some of the paid databases subscribed to by Evalueserve, such as Kompass and Hoovers. The team also
conducted a targeted primary research to compliment the secondary research.
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© Evalueserve, 2008. All Rights Reserved - Privileged and Confidential
M&A Project 16 :
Creation of Manual Database for Contract Management
Project Overview
The client is a manufacturing company. It wanted Evalueserve to manage its contract portfolio. The Client had volumes of
contract and it was difficult to manage all the contracts across the countries. The Client wanted Evalueserve to create
manual database of the Contracts.
Work Approach
This service offering falls under “ Contract Management and Administration” of LPO Services. The project was carried out in
following seven phases:
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Phase 1: In this phase, all the Contracts (hard copies as well as soft copies) were made available to Evalueserve’s legal team.
Phase 2: In this phase, evalueserve’s legal team segregated the contract category wise.
Phase 3: In this phase, the hard copies were scanned and converted to PDF [Document Conversion].
Phase 4: In this phase, contracts were reviewed for specific clauses.
Phase 5: In this phase, manual Database was created to capture the important provisions of the contracts.
Phase 6: In this phase, client specific key Clauses i.e. liability, indemnity, term, termination charges, value of the contract, renewal period
etc. were identified and extracted.
Phase 7: In this phase, data was entered and updated in the spreadsheet under different heads for compliance purposes.
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© Evalueserve, 2008. All Rights Reserved - Privileged and Confidential
M&A Project 17 :
Document Discovery Process
Project Overview
The client is one of the leading international investment banks.It wanted Evalueserve to assist them in analyzing various
financial transactions and prepare a summary and step wise chronology of the transactions via the Document Discovery
Process.
Work Approach
The project was conducted in the following three phases:
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Phase 1: In this phase, a composite team was created for the project. The project team comprised 2 analysts from the Investment
Research Division, 2 lawyers and one analyst from the LPO team.
Phase 2: In this phase, the project team studied documents available on the Client website and also conducted secondary research by
using various databases to collect relevant information.
Phase 3: In this phase, the team, then extracted the relevant documents for the project, studied them and prepared a comprehensive
step by step chronology of various transactions.
Evalueserve presented the deliverable in a tabular form containing the information required and also cited the source of the
document from where information was collected.
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© Evalueserve, 2008. All Rights Reserved - Privileged and Confidential
M&A Project 18 :
Legal Research
Project Overview
The client is a leading global investment banking, securities and investment management firm. It wanted Evalueserve to
study regulatory regime of Media industry in India, its future prospects, impact and best practices of other markets.
Work Approach
The project involved study of regulatory environment in the Indian media industry. The study conducted was a mix of primary
and secondary research. The team interviewed key persons in Indian Media industry and also conducted secondary
research.
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© Evalueserve, 2008. All Rights Reserved - Privileged and Confidential
M&A Project 19 :
Review and Negotiation Support
Project Overview
The client is one of the leading technology Companies in the world. It wanted Evalueserve to review its key internal contracts
in accordance with Client policies on specific parameters. In addition, Client also wanted legal support services of
Evalueserve in negotiating the clauses of Contract with third party.
Work Approach
This is an ongoing project where project team reviews the contracts of Client on stipulated parameters and guidelines. The
modifications and inconsistencies are highlighted in track change mode, along with the comments. The project team also
negotiates the clauses of Contracts with third parties in order to bring them in accordance with Clients’ policies. In order to
facilitate smooth flow of operations, a web based access is provided to legal team with Clients domain name by the Client. At
the end of each month, an excel sheet detailing the number of contracts, being reviewed and negotiated are submitted to
Client, along with their current status.
The project helped the Client in saving a lot of time and money without any compromise on quality.
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© Evalueserve, 2008. All Rights Reserved - Privileged and Confidential
M&A Project 20 :
Profile of Companies in Shipping Industry
Project Overview
The client is the corporate finance division of a leading financial services provider. It wanted Evalueserve to provide profiles
of eight companies in the shipping industry. The profiles were to include the company description, operating data, recent
news and share price performance graphs. The company description section provided information on headquarters, the
number of employees, the geographic presence and strategic relationships of each company. The section on recent news
included news on any mergers or acquisitions, annual or quarterly results and key management changes.
Work Approach
The study was conducted in a single phase. It involved secondary research from company websites and paid databases,
such as DialogPro, Bloomberg and Hoovers, to obtain information on companies in the shipping industry.
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© Evalueserve, 2008. All Rights Reserved - Privileged and Confidential
M&A Project 21 :
Identifying M&A Alternatives for Embedded Software Services for Telecom Infrastructure
Project Overview
The client is a leading provider of embedded device software based in Europe. It wanted Evalueserve to identify potential
acquisition targets in Eastern Europe (including Russia) and India. The identified companies were required to meet the
following criteria:
 Provider of outsourced embedded software development services
 Having employee strength between 50-300
 Having customers within the telecommunications infrastructure equipment market
Work Approach
The project team conducted the research in the following two phases:
 Phase 1: This phase involved, secondary research using paid databases such as Hoovers, OneSource and general Internet search.
 Phase 2: This phase involved, undertook primary research by contacting top management executives in the identified companies.
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© Evalueserve, 2008. All Rights Reserved - Privileged and Confidential
M&A Project 22 :
A Study on Rechargeable Battery Market and Power Management for Data Centers
Project Overview
The client is leading investment banking firm based in North America. It wanted Evalueserve to study the market of
rechargeable battery industry including its roadmap, players and trends. The study also included an overview on power
management in data centers. Some of the key questions to be addressed were as follows:
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Roadmap of technological advancements in rechargeable batteries
Current size and growth prospects of the rechargeable battery industry
Players and their market shares
Investment, merger and acquisition trends
Identification of private companies in the rechargeable battery industry
Work Approach
The project team collected the required information only from secondary sources. The team triangulated the industry-related
information by talking to the industry experts. In addition, the team studied the financials of select rechargeable public
companies to develop an industry index of financial ratios. The team also studied patents related to rechargeable batteries to
identify private companies active in the field. Investments, mergers and acquisition trends were studied by collating data from
multiple databases, such as Bloomberg, Dialogpro, etc.
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M&A Project 23 :
China's Energy Companies - Partnerships and M&A
Project Overview
The client is a North America-based leading engineering components manufacturer.It wanted Evalueserve to prepare a list of
the mergers/acquisitions in the Oil & Gas and Power sectors that have taken place in 2005, and involve a Chinese company.
Work Approach
The project team conducted secondary research by using the Websites of these companies, and also through general
Internet search.
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M&A Project 24 :
Analysis of M&A and Private Equity Market in Europe
Project Overview
The client is a leading private equity firm based in Europe. It wanted Evalueserve to perform an analysis of M&A and the
private equity market in Europe.
Work Approach
The project team was required to collect data from the client-specified database merger market, deal analysis tool (DAT). In
addition, the team was required to analyze this data to prepare pivot tables and charts.
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M&A Project 25 :
A Study on Mergers and Acquisitions in North American Mid-market Companies
Project Overview
The client is a leading Mergers and Acquisitions (M&A) intelligence service firm based in Europe. It wanted Evalueserve to
understand the Mergers and Acquisitions in North American mid-market companies. It was also interested in learning about
the various cross border deals among these mid-market companies.
Work Approach
The project team conducted 50 interviews with different executives in various industries across North America.
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© Evalueserve, 2008. All Rights Reserved - Privileged and Confidential
M&A Project 26 :
A Study on Current M&A Outlook in the European Mid-Market
Project Overview
The client is a leading Mergers and Acquisitions (M&A) intelligence service firm providing deal flow opportunities integrated
with comprehensive database. It is based in Europe. It wanted Evalueserve to understand the mergers and acquisitions in
European mid-market companies. The client was also interested in learning about the IPO market of different regions
(Germany, Netherlands and United Kingdom) in Europe.
Work Approach
The project team conducted 110 interviews with different executives in various industries across United Kingdom, Germany
and Netherlands.
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© Evalueserve, 2008. All Rights Reserved - Privileged and Confidential
M&A Project 27 :
An Islamic Finance Survey
Project Overview
The client is a leading independent mergers and acquisitions (M&A) intelligence service based in Europe. It wanted
Evalueserve to conduct a study and present a data file that would help the client to analyse and understand the latest trends
in Islamic Finance in the Middle East, along with its acceptability and understanding in the Gulf regions.
Work Approach
The project team conducted 50 interviews with senior executives in the Middle East banks and non-financial institutions. The
duration for each interview was approximately 8-10 minutes.
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© Evalueserve, 2008. All Rights Reserved - Privileged and Confidential
M&A Project 28 :
A Study to Understand UK Corporate M&A Due Diligence Issues
Project Overview
The client is a leading Mergers and Acquisitions (M&A) intelligence service firm based in Europe. It wanted Evalueserve to
understand the usage of virtual data room in M&A, with different firms in the United Kingdom.
Work Approach
The project team conducted 15 interviews with executives in various industries across the UK.
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© Evalueserve, 2008. All Rights Reserved - Privileged and Confidential
M&A Project 29 :
A Study to Understand IPO Activities in the US
Project Overview
The client is a leading merger and acquisition (M&A) intelligence service firm based in Europe. It wanted Evalueserve to
understand the IPO activities in the organizations that have launched IPOs in the past five years.
Work Approach
The project team conducted 30 interviews with different executives in various industries across the US.
The average duration of each interview was 25-30 minutes.
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© Evalueserve, 2008. All Rights Reserved - Privileged and Confidential
M&A Project 30 :
A Study on Central Eastern Europe (CEE)
Project Overview
The client is a leading independent M&A intelligence service provider in North America. It wanted Evalueserve to conduct a
study and collect data that will help it to analyse and understand the trends in the private equity market in the CEE region,
i.e., Czech Republic, Slovak Republic, Slovenia, Hungary and Poland.
Work Approach
The project team conducted primary research that involved interviewing C-level executives, such as CFOs, Board of
Directors, COOs and Director Finance, in various countries in the CEE region. Each interview spanned for an average
duration of about 30 minutes. Evalueserve presented the deliverable in client link.
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© Evalueserve, 2008. All Rights Reserved - Privileged and Confidential
M&A Project 31 :
Merger and Acquisition Support
Project Overview
The client is a leading private equity firm specializing in initiating, structuring and financing management buyouts based in
Europe. It wanted Evalueserve to prepare the following:
 Comparables
 Transaction Comps
 Overview of the Indian Capital Market
Work Approach
The project team conducted the project in the following two phases:
 Phase 1: In this phase, trading multiples were computed separately for Indian and European comparable companies( of DISA Denmark)
 Phase 2: In this phase, transaction comps were computed based on the historic financials of companies involved in heavy engineering
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© Evalueserve, 2008. All Rights Reserved - Privileged and Confidential
M&A Project 32 :
Information on M&A Activity in India
Project Overview
The client is a North America-based private bank. It wanted Evalueserve to provide information on the overall Merger and
Acquisition (M&A) activity in India for the period January-December 2003 and January-September 2004. The following
information was required:




Data on split of M&A deals by inbound and outbound
Information on average size of the deal
Key players in the market and deals done by them
Data on split of M&A deals by sector and industry
Work Approach
The study involved only secondary research. The project team conducted the research using the paid database (Bloomberg).
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© Evalueserve, 2008. All Rights Reserved - Privileged and Confidential
M&A Project 33 :
Identification of Mergers/Acquisitions in Healthcare BPO Industry
Project Overview
The client is a North America-based outsourcing consulting firm. It wanted Evalueserve to list the following in relation to the
healthcare BPO industry:
 Mergers and acquisitions
 Capital raising
Key indicators such as deal values and capital raised were also provided.
Work Approach
The research team conducted secondary research to gather the relevant information. It also undertook primary research to
obtain missing data points, such as deal value, revenues, etc.
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© Evalueserve, 2008. All Rights Reserved - Privileged and Confidential
M&A Project 34 :
Possible Targets for Acquisition in the EU Region
Project Overview
The client is a Europe based firm offering advisory services in the areas of finance, strategy, mergers and acquisitions and
compensations primarily to owners and senior managers of privately-held, mid-size European companies. It provides
services related to buying, owning, developing and selling companies. The client wanted Evalueserve to prepare a list of
target companies in the EU that could be acquired by a certain company in Chile in order to improve its distribution network in
EU.
The report included a list of 31 target companies in EU that could be acquired by the organization in Chile. These companies
were classified into categories ranging from 'can be acquired' to 'can not be acquired' on the basis of revenues, assets and
qualitative information. The report also provided contact details for all the companies that fell into the 'can be acquired'
category.
Work Approach
The report was prepared primarily through secondary research (market research reports, industry associations, analyst
reports), as well as through paid-databases, including Dialogpro, Bloomberg and Hovers.
Evalueserve prepared a report for the client in the form of worksheet, providing the list of companies, the details of the initial
short-listing criteria, qualitative information about the companies and the contact detail for a few selected companies.
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© Evalueserve, 2008. All Rights Reserved - Privileged and Confidential
M&A Project 35 :
Creating Database on Global Mergers and Acquisitions Activity
Project Overview
The client is a North America-based technology consulting firm. It wanted Evalueserve to create a database on mergers and
acquisition by collecting information on the merger and acquisition activity of approximately 800 publicly-traded technology
companies that have been acquired by public and private companies since 1 January 2002.
Work Approach
Evalueserve conducted a pilot on 10 merger and acquisition deals. The Evalueserve team carried out secondary research;
collected information from the Internet, as defined in the Scope; and referred to various secondary resources. The following
data sources were used:
 Company's SEC filings
 Company sources such as company websites, press releases, etc.
 Select paid databases such as DialogPro, Hoovers, Bloomberg, Lexis-Nexis, etc.
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© Evalueserve, 2008. All Rights Reserved - Privileged and Confidential
M&A Project 36 :
A Study on the Residential Real Estate Market in the US
Project Overview
The client is a private equity firm based in North America. It wanted Evalueserve to prepare a report on the residential real
estate brokerage market in the US with specific information about the following:
 Overview of the residential real estate market in the US
 Market dynamics, including the impact of the Internet on the market
 Mergers and acquisitions activity
Work Approach
The project team adopted the following research methodology:
 Secondary research was conducted using paid databases, such as DialogPro, Hoovers and LexisNexis, and through a general Internet search.
 Primary research was conducted by contacting executives of leading residential real estate brokerage companies in the US.
 The project team also conducted small-scale analytical modelling to forecast the residential real estate brokerage market in the US (2006-2010).
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© Evalueserve, 2008. All Rights Reserved - Privileged and Confidential
M&A Project 38 :
Identifying the Ownership Structure of a Chemicals Company - M & A Strategy
Project Overview
The client is a diversified business conglomerate. Evalueserve took this project for the corporate strategy department of the
conglomerate, to help them in a possible M & A (merger and acquisition) opportunity where Evalueserve team was required
to provide the client with the ownership structure of a large unlisted company.
Work Approach
Since the target company had a complex ownership structure hidden through a web of holding companies, getting the exact
percentages and the final key owners very difficult.
Evalueserve team worked on a best effort basis through secondary research. Additionally, using the paid reports of filings
with company house in UK, where all UK based limited companies need to file their company information as per the
Companies Act, the project team was able to trace the complex web of shareholders from one company to another, before
arriving at the final ownership structure for the target company.
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© Evalueserve, 2008. All Rights Reserved - Privileged and Confidential
M&A Project 39 :
M & A Analysis for an Investment Bank
Project Overview
The client is a leading investment banking, securities trading and brokerage firm in the USA. It wanted Evalueserve to create
a DCF valuation model for two companies under a hypothetical merger situation and build scenarios with respect to different
valuations and deal structures, and prepare a summary sheet to analyze merger consequences.
Work Approach
The project team conducted secondary research by using paid databases like Bloomberg. Annual reports and SEC filings
were also used. Forecasts were made by using consensus estimates from Bloomberg (IBES estimates).
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© Evalueserve, 2008. All Rights Reserved - Privileged and Confidential
M&A Project 40 :
Profiles of Companies with Debt Capacity Analysis
Project Overview
The client is the corporate finance division of a leading financial services provider. It wanted Evalueserve to provide profiles
of six companies in the following industries: apparel, pharmaceutical, electronic, brewery, software and communications. The
profiles were to include the company description, an overview of its products and services, key customer logos, recent news
about the company, debt capacity analysis and information about the top management. The company description section
provided information on headquarters, the number of employees, its geographic presence and strategic relationships. The
section on recent news included news on any mergers or acquisitions, annual or quarterly results and key management
changes.
Work Approach
The study was conducted in a single phase. It involved secondary research from company websites and paid databases,
such as DialogPro, Bloomberg and Hoovers, to obtain information on companies in the above-mentioned industries.
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© Evalueserve, 2008. All Rights Reserved - Privileged and Confidential
M&A Project 41 :
Hedge Fund Due Diligence
Project Overview
The client is a leading asset management company based in Asia. It wanted Evalueserve to prepare due diligence reports on
hedge funds as well as monthly and yearly return analysis.
Work Approach
The project was done on a monthly basis wherein the client sent all the details of the hedge fund to be analysed.
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© Evalueserve, 2008. All Rights Reserved - Privileged and Confidential
M&A Project 42 :
IP Due Diligence ( Prior Art + FTO) in the domain of Lithium Ion Battery/Cell
Project Overview
The client is a law firm in North America. It wanted Evalueserve to perform an IP Due Diligence (FTO and Prior Art) for a US
patent and the technology in the field of lithium ion batteries/celsl.
Work Approach
The project team conducted the following:


Generated a set of keywords
Identified relevant and related publications through a search conducted on the Micro Patent database
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© Evalueserve, 2008. All Rights Reserved - Privileged and Confidential
M&A Project 43 :
IP Due Diligence for a Company in the Domain of Gene Therapy
Project Overview
The client is a leading biotechnology firm in Europe. It wanted Evalueserve to conduct an IP due diligence for a company it
was acquiring.
Work Approach
The project was conducted in the following three phases:
 Phase1: This phase involved, patent portfolio structuring of the patents of the target company
 Phase 2: This phase involved, identifying the key patents that were of interest to the client
 Phase 3: This phase involved, conducting a FTO analysis of the key patents
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© Evalueserve, 2008. All Rights Reserved - Privileged and Confidential
M&A Project 44 :
Identification of Venture Capital Opportunities in Analytics and e-Services
Project Overview
The client is a North America-based leading private equity firm. It wanted Evalueserve to identify potential VC opportunities
for the client in the IT technology and services domain. The project also required ad-hoc due diligence support wherein
several company and industry analysis exercises were undertaken.
Work Approach
The project team conducted secondary research using paid databases, such as Hoovers, Venture Source, etc., and through
a general Internet search.
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© Evalueserve, 2008. All Rights Reserved - Privileged and Confidential
M&A Project 45 :
Asian IB and Law Firm Survey
Project Overview
The client is a leading mergers and acquisitions (M&A) intelligence service firm based in Europe. It wanted Evalueserve to
understand the usage of Virtual Data Room in M&A, with Investment Bankers and law firms in the Asia-Pacific region. The
client was also interested in learning about the familiarity, usage, benefits and drawbacks of Virtual Data Rooms in various
geographies, such as India, China, Hong Kong, South Korea and Singapore.
Work Approach
The project team conducted 50 interviews with different executives in various industries across the Asia-Pacific region, such
as India, China, Hong Kong, South Korea and Singapore.
The average duration of each interview was 15-20 minutes.
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© Evalueserve, 2008. All Rights Reserved - Privileged and Confidential
Sample Deliverables
Deliverables
M&A – Valuation
Embedded files removed from this slide due
to overall file size…
Please ask me for longer version of file and
I will e-mail it to you!
Slide 59
© Evalueserve, 2008. All Rights Reserved - Privileged and Confidential
Presentation Plan
 Evalueserve Overview
 Evalueserve M&A Experience
 Confidentiality & Client Feedback
© Evalueserve, 2008. All Rights Reserved - Privileged and Confidential
Evalueserve Confidentiality Management System
Legal Measures
Dedicated Teams




 Chinese walls
 Staffing rules
 Independent expert
opinions
Non-disclosure agreement
Client-favorable jurisdiction
IP of projects belongs to Client
In-house legal counsel ensures
contractual compliance
 Internal/External advisors
ensure statutory
compliance
Confidentiality
 Clean desk,
clear screen
 Legal Privilege Principle –
‘Need-to-know’
 IS0 27001 certification
 Confidentiality as element of
quality
 Pre- and post-involvement
confirmation of expert’s role
 Strict ‘ethical research’/business
conduct guidelines
Process Measures
 Secure transmission
 Secure storage
 Data access for
team members only
Technology
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© Evalueserve, 2008. All Rights Reserved - Privileged and Confidential
Client Recognition of Evalueserve Quality
“…EVS is the finest professional services organization I
have worked with in my 40 years in business.”
“…by leveraging EVS, we have seen significant cost
savings and improvement in delivery time to our Clients.
This is a dependable company, responsive to our
needs…”
“…I was very pleased with the work, I have referred
you to several patent attorneys at my firm.”
“[Circle of Experts] has delivered the most relevant
experts for our needs, without fail, from engineers to
managers.”
“…You exceeded our expectations in each area. We
truly appreciate your clarity, professionalism and
devoted organizational management.”
© Evalueserve, 2008. All Rights Reserved - Privileged and Confidential
“Your proposals and reports are (in my opinion) second
to none.”
“…Always a pleasure working with the EVS team,
always thoroughly professional, I look forward to
working on many more projects together.”
“…The EVS team was well organized and operated in a
highly disciplined manner.”
“…Wonderful job on this project; thank you for being
flexible and finishing on time (even under pressure).”
“I was impressed with the speed, follow up and value of
deliverables. I will recommend evalueserve to many of
my collaborators.”
Thank you…
for considering us as your
Global Knowledge Partner!
Patrick Madden
Engagement Manager
Evalueserve
Tel: + 1 614 829 3580
[email protected]
www.Evalueserve.com
© Evalueserve, 2008. All Rights Reserved - Privileged and Confidential

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