Improving Portfolio Company Valuations by Working with Operating Executives

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Improving Portfolio Company Valuations by Working with Operating Executives

How Private Equity/Venture Capital Funds can work with Expert Networks, Interim Executives, Senior Advisor Networks, Executives in Residence, Entrepreneurs in Residence, and Deal Executives

David Teten
Teten.com

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Improving Portfolio Company Valuations by Working with Operating Executives

  1. 1. © David Teten 2016. More at teten.com© David Teten 2016. More at teten.com How Private Equity and VC Funds Find New Deals and Improve Portfolio Company Valuations by Working with Entrepreneurs and Operating Executives http://flickr.com/photos/7438870@N04/1329749621/sizes/l/ David Teten teten.com @dteten
  2. 2. © David Teten 2016. More at teten.com© David Teten 2016. More at teten.com • Selected private equity and venture capital funds • CEO Trust • Executive Forum • Harvard Business School Alumni Career Management Webinar Series • Harvard Business School Club of Connecticut • International Executives Resource Group • Institute for International Research PE Operations conference Selected Past Audiences for this Presentation
  3. 3. Intro Advisor Social Next StepsExpert Deal Exec © David Teten 2016. More at teten.com • Introduction • Expert Networks and Interim Executives • Senior Advisor Networks, Executives in Residence, and Entrepreneurs in Residence • Deal Executives • Social Media • Next Steps Agenda
  4. 4. Intro Advisor Social Next StepsExpert Deal Exec © David Teten 2016. More at teten.com David Teten • Partner, ff Venture Capital, early-stage technology venture capital fund, one of the best performing seed- and early-stage venture capital firms in the U.S. • Previously serial entrepreneur and technology investment banker • Advised clients such as Goldman Sachs Special Situations Group, Icahn Enterprises, LLR Partners ($1.4b fund), Birch Hill Equity Partners (C$2B fund), and other institutional investors • Harvard MBA 1998, Yale BA, both with honors. • Teten.com / @dteten
  5. 5. Intro Advisor Social Next StepsExpert Deal Exec © David Teten 2016. More at teten.com FundCommitment Free Agent expenses+upside Rejected Executives Senior Advisor / Deal Executive expenses+upside Executive/Entrepreneur in Residence retainer+upside Portfolio Company / NewCo Management salary+upside Executive’s Income Expert Network / Interim Executive hourly comp Operating Partner / Venture Partner salary+carry PE Fund Structural Options in Working with Operating Executives Private equity funds have a wide range of options in working with executives and entrepreneurs.
  6. 6. Intro Advisor Social Next StepsExpert Deal Exec © David Teten 2016. More at teten.com Selected Searchable Databases of PE/VC Funds You can identify institutional investors through one of multiple online databases. All Investors Private Equity Venture Capital • Galantes • Grey House • VentureXpert • Pitchbook • PrivateEquityFirms.com • Eurekahedge • Asia PE Research • AngelList • Gust • CrunchBase • PWC MoneyTree • TheFunded • VentureDeal • Asian Venture Capital Journal
  7. 7. Intro Advisor Social Next StepsExpert Deal Exec © David Teten 2016. More at teten.com Source of Gains in Private Equity-Backed Companies Ernst & Young 2006 study of 100 exits Operational improvement drives 71% of value creation in PE-backed companies.
  8. 8. Intro Advisor Social Next StepsExpert Deal Exec © David Teten 2016. More at teten.com • Global economic crisis Most portfolio companies require operating changes to survive • Investors seek differentiation Bain: “as much as 80% of PE returns will come from real performance improvement, rather than … financial structuring.”* • Maturing Private Equity Industry Larger size and greater complexity leads to greater role specialization • Risk Mitigation Operational perspective add counter-balance to deal team • Strategy Driven Deep value investing, turnarounds, mid-market focus, and industry- specialized funds require hands-on approach. based on Jon Weber, Anchorage Advisors LLC * http://www.bain.com/bainweb/publications/publications_detail.asp?id=10735&menu_url=publications_results.asp Operational improvement is particularly important now because of the economic landscape and the maturation of the PE industry.
  9. 9. Intro Advisor Social Next StepsExpert Deal Exec © David Teten 2016. More at teten.com Matthew Kissner, Kissner Group Management Environment Before and After PE Investment PE funds almost always require an upgrade in management, and change management teams if necessary. Before Investment After Investment Reporting Independent Have a “boss” Style Loose, entrepreneurial Financial discipline Decision making Just do it Board approval Determining success Divide up the cash at the end of the year Monthly financials, annual bonuses Spending Invest as needed Must be justified
  10. 10. Intro Advisor Social Next StepsExpert Deal Exec © David Teten 2016. More at teten.com Matthew Kissner, Kissner Group Growth Capacity Before and After PE Investment PE funds require a company to lay capacity for organic and, often, acquisition-led growth. Success Factors when Small Success Factors for Growth Lean senior executive team Complete senior and mid- management team Informal small group dynamics Formal roles, responsibilities, and systems Ad hoc IT projects – reactive Flexible and scalable IT Cash basis financial systems Strong monthly financial and operational reporting All business is good business Customer segmentation Limited prioritization Strategic plan drives priorities
  11. 11. Intro Advisor Social Next StepsExpert Deal Exec © David Teten 2016. More at teten.com • Introduction • Expert Networks and Interim Executives • Senior Advisor Networks, Executives in Residence, and Entrepreneurs in Residence • Deal Executives • Social Media • Next Steps Agenda
  12. 12. Intro Advisor Social Next StepsExpert Deal Exec © David Teten 2016. More at teten.com Expert Network Access Model Investor Buyers Academics Supplier Government New Entrants CompetitorCorporate Alumni based on Competitive Strategy: Techniques for Analyzing Industries and Competitors, Michael Porter. Management Expert networks provide investors access to experts from all of the forces that impact a company.
  13. 13. Intro Advisor Social Next StepsExpert Deal Exec © David Teten 2016. More at teten.com Generalists • Gerson Lehrman Group • Coleman Research Group • Guidepoint Specialty/Other Players • Advantus Global (Circle of Experts) • Intota • Kingfish Group • Primary Global Research • Primary Insight • Round Table Group Medical • MEDACorp (Leerink Swaan) • Sermo Selected Leading Expert Networks The expert network industry is the fastest-growing sector of the investment research sector, with aggregate revenues over $300m.
  14. 14. Intro Advisor Social Next StepsExpert Deal Exec © David Teten 2016. More at teten.com USA-focused • Business Talent Group • Highpoint Associates • Point B • 10EQS Europe-focused • a-connect • Eden McCallum http://www.flickr.com/photos/opendemocracy/1441901063/ Selected Consultant Networks Networks of independent consultants have emerged as a new niche, typically engaging in projects of 2-6 months duration.
  15. 15. Intro Advisor Social Next StepsExpert Deal Exec © David Teten 2016. More at teten.com Selected Interim Executive Providers USA • Business Talent Group • Epoch • Executive Smarts • ForteCEO • Heidrick & Struggles Chief Advisor Network • Interim America • OnDemand Resources • OneAccord • Tatum Executive Services • Willmark Associates Europe • Alium Partners • BIE • Brooklands Executives • EIM (Executive Interim Management) • Impact Executives • Marble Hill Partners http://www.flickr.com/photos/opendemocracy/1441901063/ The interim executive industry is much better developed in Europe than in the US.
  16. 16. Intro Advisor Social Next StepsExpert Deal Exec © David Teten 2016. More at teten.com • Interact with professional investors and corporations • Strategic, thought-provoking projects • Competitive compensation • Receive fees to introduce colleagues and the big NO’s: • No membership cost • No marketing cost • No time spent on negotiating or chasing payment Benefits To Executive of Participating in Expert Network http://flickr.com/photos/foundphotoslj/1134148114/ Expert networks are highly attractive to participants, whether working full-time, consultants, or in transition.
  17. 17. Intro Advisor Social Next StepsExpert Deal Exec © David Teten 2016. More at teten.com • Phone calls • Presentations • Surveys • White papers • Longer consulting projects http://farm2.static.flickr.com/1318/1134149284_85feb293d3.jpg?v=0 Expert networks engage with experts in a range of ways, but telephone calls are the primary method.
  18. 18. Intro Advisor Social Next StepsExpert Deal Exec © David Teten 2016. More at teten.com • Accept/Reject request within 48 hours • Consultation strictly between expert and client • No fixed obligation http://farm4.static.flickr.com/3274/2866399803_8c9493b42f_o.jpg Expert networks are designed to require an extremely low level of commitment from experts.
  19. 19. Intro Advisor Social Next StepsExpert Deal Exec © David Teten 2016. More at teten.com Experience • Industry Recognition • Academic credentials Access to unique knowledge • Affiliations Communication skills Irrelevant: social skills, management skills http://www.flickr.com/photos/kanzeon_zen_center/183801709/ Expert Network Selection Criteria Expert networks assess experts based on their knowledge and ability to share it.
  20. 20. Intro Advisor Social Next StepsExpert Deal Exec © David Teten 2016. More at teten.com • Update your availability and bio • Quantify achievements • Explain how you acquired your expertise • Insert specific keywords • Identify firms you touched • Focus on industry-specific knowledge • Update your bio and profile questions again based on consults you get The #1 driver of your participation in expert networks is the quality of data in your online profile. http://www.flickr.com/photos/edenpictures/3460562429/sizes/z/in/photostream/
  21. 21. Intro Advisor Social Next StepsExpert Deal Exec © David Teten 2016. More at teten.com 1. Ask 2. Mail your liaison when you have insight into a hot topic 3. Apply for open projects 4. Go on-call 5. Contribute to Expert Network news service (e.g., Gerson Lehrman Group News) http://www.flickr.com/photos/sarahquinn/124454341/ Successful consultations lead to more consultations. In addition, experts can increase consulting volume through 4 methods:
  22. 22. Intro Advisor Social Next StepsExpert Deal Exec © David Teten 2016. More at teten.com • Observe compliance restrictions • Review current news • Ask client’s level of background—do they want an introduction or to jump straight into very specific topics? • Ask questions to understand the client’s hot buttons • Make sure to answer client’s key questions • Acknowledge your limits • Offer referrals http://upload.wikimedia.org/wikipedia/commons/3/3b/Old_key_on_table.jpg Thorough preparation for a consultation enhances your client ratings.
  23. 23. Intro Advisor Social Next StepsExpert Deal Exec © David Teten 2016. More at teten.com • Register at expert network and interim executive web sites (and LinkedIn, job boards, etc.) • Biography • Hourly billing rate • Resume • Consider becoming a public expert: PRNewsWire ProfNet, HelpaReporter.com http://www.flickr.com/photos/twodolla/1764565402/ Next Steps to Becoming an Active Expert Network Member…
  24. 24. Intro Advisor Social Next StepsExpert Deal Exec © David Teten 2016. More at teten.com Agenda • Introduction • Expert Networks and Interim Executives • Senior Advisor Networks, Executives in Residence, and Entrepreneurs in Residence • Deal Executives • Social Media • Next Steps
  25. 25. Intro Advisor Social Next StepsExpert Deal Exec © David Teten 2016. More at teten.com “Senior advisor network” or “Executive network” = investor- sponsored group of executives with ability and willingness to add value to portfolio companies Industry Expert Deal Source Interim CFO Investor Portfolio Company “C” Portfolio Company “B” Portfolio Company “A” Board Member based on Jon Weber, Anchorage Advisors LLC Definition
  26. 26. Intro Advisor Social Next StepsExpert Deal Exec © David Teten 2016. More at teten.com based on table from Jon Weber, Anchorage Advisors LLC Senior Advisor Network vs. Traditional Talent Sources Senior Advisor networks offer a low-fixed-cost, high-return talent pool option. Experts and Consultants Senior Advisor Network Executive Recruitment Relationship Owner Expert network / consultancy Fund Recruiting firm, then handed over to fund Duration 1–2 hours to 3 months 6 months–2 years+ Permanent job and board positions Sample Service Providers Gerson Lehrman, McKinsey, Evalueserve Navon Partners, Notch Partners Heidrick & Struggles, Russell Reynolds, Ignition Search Partners Illustrative Cost $1,000/hr for expert networks $300–700/hr for consultants Sometimes retainer, sometimes paid like investment banker 1/3 compensation Driver of Exec Compensation Length of consultation Value creation and continued involvement with client companies Winning full-time employment Confidentiality NDA possibly. Consultant may “shop” ideas. Signed, enforceable NDA NDA unusual
  27. 27. Intro Advisor Social Next StepsExpert Deal Exec © David Teten 2016. More at teten.com Selected Funds with Senior Advisor Networks Many leading PE and VC funds have built Senior Advisor Networks. Private Equity Venture Capital • 3i • Castle Harlan • Cerberus • Irving Place Capital • General Atlantic • Goldman Sachs Special Situations Group • Sun Capital • Welsh, Carson, Anderson & Stowe • Great Oaks Venture Capital • 500 Startups
  28. 28. Intro Advisor Social Next StepsExpert Deal Exec © David Teten 2016. More at teten.com http://farm1.static.flickr.com/7/8228640_921246eaa3.jpg?v=0 • Abernathy Group “Collaborative Investing” • Castle Harlan • Frontenac • Institutional Venture Partners Founders Fund • Irving Place Capital (formerly BSMB) Selected PE Funds with Executive Funds Some PE funds offer favorable economic terms for executives who are “friends of the firm”.
  29. 29. Intro Advisor Social Next StepsExpert Deal Exec © David Teten 2016. More at teten.com Agenda • Introduction • Expert Networks and Interim Executives • Senior Advisor Networks, Executives in Residence, and Entrepreneurs in Residence • Deal Executives • Social Media • Next Steps
  30. 30. Intro Advisor Social Next StepsExpert Deal Exec © David Teten 2016. More at teten.com How Private Equity Views Executives Job SeekerDeal Resource Thesis-Driven Deal Exec Deal Exec with Letter of Intent Target-Driven Deal Exec http://www.flickr.com/photos/chailey/138654755/ . Inspired by Notch Partners. PE funds are primarily looking for deals, not executives.
  31. 31. Intro Advisor Social Next StepsExpert Deal Exec © David Teten 2016. More at teten.com • CEO-level leader or direct report to C-level • 10+ years in industry/related market. 10+ years leading P&L and preferably also balance sheet experience. • Clear value creation plan. Understanding of private equity. • Personal capital to invest • Ideally: ready management team; corporate governance skills (board experience), investor relations experience http://www.flickr.com/photos/ilker/2494740320/ Deal Executive Preferred Profile: Credibility
  32. 32. Intro Advisor Social Next StepsExpert Deal Exec © David Teten 2016. More at teten.com • Compatible goals • Aligned incentives • Personal chemistry http://www.flickr.com/photos/superrabbit/319538167/ Deal Executive Preferred Profile: Compatibility
  33. 33. Intro Advisor Social Next StepsExpert Deal Exec © David Teten 2016. More at teten.com • Proactively seeking to identify deals. • Preferably, has proprietary deal(s) • Financially stable to go without salary during search • Spousal support • 100% committed to a risky process not fully in your control • Entrepreneurial and sales oriented • Can relocate • Prefer: acquisition experience. http://flickr.com/photos/krikit/2745563123/sizes/o/ Deal Executive Preferred Profile: Deal-Catcher
  34. 34. Intro Advisor Social Next StepsExpert Deal Exec © David Teten 2016. More at teten.com http://www.flickr.com/photos/bfurlong/2351689062/ . Based on Notch Partners and many other sources. • Clear definition of industry – niche, size, geography, etc. • Transaction rationale consistent with company’s growth prospects • Basic financial markets analysis: trading range, feasibility • Outline of value-creation opportunities • Plan for pursuing those sources of value • Explanation of why you/ your team are ideally suited to lead effort • Roster of 5-20 target companies • Status of discussions with targets (if any) • Thoughts on likely exit (IPO, strategic buyer) Elements of a Deal Thesis
  35. 35. Intro Advisor Social Next StepsExpert Deal Exec © David Teten 2016. More at teten.com • Review industry for feasibility: • Market trends (opportunistic research analysis) • Valuation analysis • Capital-intensity requirements • Fragmentation analysis • Profile executive to assess candidacy • Source companies • Source sponsors http://www.flickr.com/photos/pfala/3036252334/ Navon Partners works with executives throughout the process to help execute a transaction.
  36. 36. Intro Advisor Social Next StepsExpert Deal Exec © David Teten 2016. More at teten.com 1) Find the company and get close to signing a Letter of Intent, and then pursue sponsor 2) Find sponsor and then search for company. • Executive + Navon Partners screens for funds with track record of pursuing executive-led transactions and interest in industry • More important to use this strategy with larger deals http://www.flickr.com/photos/thalamus/3560789785/ An executive has two main paths to choose from in pursuing a transaction:
  37. 37. Intro Advisor Social Next StepsExpert Deal Exec © David Teten 2016. More at teten.com • Secrecy • Continuity • Speed • Lower investment banking fees • “Dummy insurance”: easier to keep a stake in the spunoff company • Trust/proven competency • Relationship with the Board of Directors Rick Rickertson, Buyout: The Insider’s Guide to Buying Your Own Company, 49-50. Primary Reasons Some Companies Prefer Selling to Management Many companies prefer to sell to management, even at risk of a lower price than they might get from an auction.
  38. 38. Intro Advisor Social Next StepsExpert Deal Exec © David Teten 2016. More at teten.com • Teaser • Business plan • Executive profile • Forecasts • Strategic • Operational • Financial http://www.flickr.com/photos/11846056@N06/3110329005/ Elements of a Deal Memo
  39. 39. Intro Advisor Social Next StepsExpert Deal Exec © David Teten 2016. More at teten.com Based on Post Capital, http://www.defenselink.mil/dodcmsshare/newsphoto/2008-03/hires_080301-F-2319R-006.jpg • Introduction • Initial meetings • Assessment of investment thesis Duration: 2-4 weeks Step 1 of 5: Launch Relationship with Fund
  40. 40. Intro Advisor Social Next StepsExpert Deal Exec © David Teten 2016. More at teten.com Based on Post Capital, picasaweb.google.com/lh/photo/FOHUbVdTEYKdftpmi6TkXQ • Refine thesis • Agree on compensation/economics and exclusivity • Background check • Formulate deal origination plan Step 2 of 5: Finalize partnership between executive and fund Duration: 1-4 weeks
  41. 41. Intro Advisor Social Next StepsExpert Deal Exec © David Teten 2016. More at teten.com Based on Mario Kyd, Unlimited Horizons; http://www.flickr.com/photos/carve/2856365431/ • Inefficiencies within a market segment or industry • Ineffective processes • Outdated business models • Competition from low cost countries • Novel product, process or idea • Rollup of fragmented industry • Industry changes (read the trade rags) Concept-Driven Approach (e.g., with investment banker) Step 3 of 5: Identify/Contact Opportunities Duration: 1-12 months
  42. 42. Intro Advisor Social Next StepsExpert Deal Exec © David Teten 2016. More at teten.com Based on Mario Kyd, Unlimited Horizons; http://www.flickr.com/photos/jurvetson/3346659199/ • Former employers, suppliers, customers, competitors • Investment bankers, brokers, accountants, lawyers • Attend conferences • Look for reasons why people sell Opportunistic Approach (Network), led by Executive Step 3 of 5: Identify/Contact Opportunities (cont’d) Duration: 1-12 months
  43. 43. Intro Advisor Social Next StepsExpert Deal Exec © David Teten 2016. More at teten.com based on Post Capital; Lapis Group; numerous other sources. http://www.flickr.com/photos/matt_gibson/954340171/ • Company meetings • Negotiate • Due Diligence • Can a deal be made? • Can we interest investors? • Can you “drive” the deal? Step 4 of 5: Evaluate Targets Duration: up to 3 months
  44. 44. Intro Advisor Social Next StepsExpert Deal Exec © David Teten 2016. More at teten.com Based on Post Capital upload.wikimedia.org/wikipedia/commons/4/47/Tower_Bridge_closing.jpg • Finalize documentation • Finalize financing Step 5 of 5: Closing Duration: up to 3 months
  45. 45. Intro Advisor Social Next StepsExpert Deal Exec © David Teten 2016. More at teten.com This does not reflect compensation for an executive’s role as a company employee post-deal. Note that transaction fee and carry are inversely related. * Robert Seber, Dechert LLP, “Transaction and Monitoring Fees: Does Anything Go?”, 2003. ** The PEG’s fund documents will generally discuss whether a portion of that fee (often half) is set off against management fees that the LP’s would otherwise owe. Other data based on Akoya Capital, Oberon Securities, and other interviewees. Typical Economics for Mid-Market Private Equity Acquisition, for PEG, Deal Finders, Investment Bankers, and other Executives Fee Type This entity Pays to PEG Other parties Transaction Fees Capital providers 0.5-3.4% deal size* PEG pays finder’s fee of 1-3% of enterprise value to deal finder + buy-side investment bank (if any). Company (specifically selling shareholders) pay investment banker seller’s fee. Monitoring Fees Company 0.2%-4.4% EBITDA (median 1.2%)*,** Company pays outside board members for ongoing services (~$5K+/meeting + equity incentives) Expenses Company Post-deal expenses, not pre-deal Important for buy-side operating exec/investment banker to get PEG to commit to pay broken deal costs. Carry Limited Partners ~1% assets + ~20% carry Company may pay deal finder some carry, typically 2-8%, on total capital invested by fund. May require passing a performance mark. Investment rights - - Usually unlimited co-invest rights for executives involved, with no PEG management fee. Executives will, however, pay pro rata monitoring/other fees.
  46. 46. Intro Advisor Social Next StepsExpert Deal Exec © David Teten 2016. More at teten.com Agenda • Introduction • Expert Networks and Interim Executives • Senior Advisor Networks, Executives in Residence, and Entrepreneurs in Residence • Deal Executives • Social Media • Next Steps
  47. 47. Intro Advisor Social Next StepsExpert Deal Exec © David Teten 2016. More at teten.com Biography analysis software allows searches by common affinity and more effective subsequent outreach. • Boardex • Klout* • LinkedIn • Saleforce Data.com • Pipl • Relationship Science • ZoomInfo * ffVC portfolio company
  48. 48. Intro Advisor Social Next StepsExpert Deal Exec © David Teten 2016. More at teten.com Private Equity News • Dealbook.blogs.nytimes.com • PEHub.com • PENews.com • PrivateEquityInfo.com Venture Capital News • Mercurynews.com/vc • Techcrunch.com • Mashable.com PE / VC News
  49. 49. Intro Advisor Social Next StepsExpert Deal Exec © David Teten 2016. More at teten.com Angel Group Platforms Angel Communities Consumer Loans Private Equity Public Gust AngelList LendingClub Association for Corporate Growth Albourne Village Proseeder CircleUp Prosper Axial FT Alphaville Long Room FundersClub Intralinks Deal Nexus Sum Zero OurCrowd MergerMarket Value Investors Club SeedInvest Investors can also connect with one another via online gated communities. Sample Gated Communities for Investors
  50. 50. Next StepsIntro AdvisorExpert Deal Exec Social © David Teten 2016. More at teten.com Agenda • Introduction • Expert Networks and Interim Executives • Senior Advisor Networks, Executives in Residence, and Entrepreneurs in Residence • Deal Executives • Social Media • Next Steps
  51. 51. Next StepsIntro AdvisorExpert Deal Exec Social © David Teten 2016. More at teten.com • The Virtual Handshake: Opening Doors and Closing Deals Online, David Teten and Scott Allen • Buyout: The Insider’s Guide to Buying Your Own Company, Rick Rickertson • goodreads.com/teten Suggested Reading
  52. 52. Next StepsIntro AdvisorExpert Deal Exec Social © David Teten 2016. More at teten.com Any questions ? slides at teten.com/oe Sign up for the mailing list at teten.com @dteten
  53. 53. Next StepsIntro AdvisorExpert Deal Exec Social © David Teten 2016. More at teten.com A representative of ff Asset Management, LLC d/b/a ff Venture Capital (“ffVC”) is providing this presentation for informational purposes to the intended audience. Nothing in this presentation shall constitute an offer or solicitation with respect to the purchase or sale of any security in any jurisdiction nor should anything in this presentation form the basis of, or be relied upon for, making any investment decision. Nothing in this presentation constitutes professional and/or financial advice of any kind (including business, employment, investment advisory, accounting, tax, and/or legal advice), nor does any information in this presentation constitute a comprehensive or complete statement of the matters discussed or the law relating thereto. This presentation and the information contained herein are provided “AS IS”. ffVC makes no representation or warranty (express or implied) with respect to the information contained herein (including, without limitation, information obtained from third parties) and expressly disclaims any liability based on or relating to the information contained in, or errors or omissions from, these materials; or based on or relating to the recipient’s use (or the use by any of its affiliates or representatives or any other person) of these materials; or based on any other written or oral communications transmitted to the recipient or any of its affiliates or representatives. ffVC undertakes no duty or obligation to update or revise the information contained in this presentation. Disclaimer

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