ICP General Presentation


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General Presentation of ICP services and qualifications.

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ICP General Presentation

  1. 1. Presentation of Iris Capital Partners’ Mergers and Acquisitions Advisory Services 2005 - 20122300 M ST, NW SUITE 800 • WASHINGTON, DC 20037 • USAP: +1 202 521 4440 • F: +1 202 747 2957WWW.IRISCAPPARTNERS.COM
  2. 2. Iris Capital Partners (ICP) Profile Founded in 2004, ICP is a boutique investment banking firm that offers its client mergers and acquisitions advisory and support services. The core competences of ICP include identification of targets, preliminary valuations and negotiations, due diligence and other necessary support during all stages of M&A process. Our goal is to help our clients to conduct acquisitions in-house by providing them with professional support during all stages of M&A transactions from the search of potential acquisition targets to final negotiations and post-acquisition integration.2 www.iriscappartners.com
  3. 3. Overview of Services Provided by ICP M&A: Buyside Transactions • Identification of acquisition targets; • Preliminary contacts with the identified targets; • Information gathering, valuation and preliminary negotiations; • Due diligence support; • Assistance with LOI/Termsheets and subsequent steps. M&A: Sellside Transactions • Preparation of investment documentation and valuation; • Search and selection of buyers and preliminary negotiations; • LOI/Termsheet; • Due diligence support. Financial and Economic Analysis • Financial and benchmark profitability analysis; • Financial modeling and statistical analysis services; • Transfer pricing analysis; • Valuation of intellectual property and equity positions in private companies.3 www.iriscappartners.com
  4. 4. Mergers and Acquisitions Advisory Services: Sellside • ICP focuses its sellside Mergers and Acquisitions services on private companies with solid and proven business model and established market shares. • On sellside engagements we work with business owners that realize that merger could be beneficial for them not only as an “exit strategy” but also as a way to take their business to the next level via strategic partnership. • We work with clients that understand that fair business valuation is only one part of a successful transactions. Another important part is deal structuring, including a fair “earn-up” and transition period.4 www.iriscappartners.com
  5. 5. Sellside Process Preparation Termsheet / Negotiations of Selection of Preliminary Due Letter of of Final Closing Investment Buyers Negotiations Diligence Intent “LOI” Agreements Documents Presentation Acceptance of Buyer(s) of LOI5 www.iriscappartners.com
  6. 6. ICP served as an exclusive adviser to theshareholders of Izolan Ltd during all stages of thetransaction. ICP performed the following services:• Business valuation;• Negotiations with prospective buyers (BASF, DuPont, Dow Chemicals);• Structuring of the joint-venture with the selected strategic partner – Dow Chemicals;• Support to Izolan’s attorneys ;• Transfer pricing arrangement between JV “Dow-Izolan” and Dow Chemicals;• Employment and earnup agreements for the shareholders and key employers of Izolan Ltd. As a result of this transaction, a brand- “… this joint-venture would not be possible without new plant that incorporates all latest Alexey’s (ICP) support and guidance. I can highly recommend Alexey to owners of Russian companies that technologies was built in the City of want to build a working joint-venture with a Western Vladimir (170km from Moscow). company.” Today DOW-Izolan is a leading producer of polyurethane systems in the Russian Federation. Mikhail Tsarfin, CEO of “Dow-Izolan” former owner of Izolan Ltd.6 www.iriscappartners.com
  7. 7. Mergers and Acquisitions Advisory Services: Buyside ICP provides its buyside Mergers and Acquisitions services to companies that prefer to perform acquisition activities in-house. ICP provides the following services: 1. Identification of acquisition targets that meet selection criteria set by the client; 2. Preliminary negotiations with owners of the identified target companies about the prospects of potential acquisition; 3. Preliminary negotiations, including:  Financial and operational information gathering;  Verification of the provided data, including field visits and other activities necessary to conduct preliminary due diligence;  Business valuation and initial negotiations;  Preliminary negotiations on deal structuring (earnups, non-competes, employment agreements, options, etc.). During the initial stages ICP can act without revealing the name of the client to the potential targets.7 www.iriscappartners.com
  8. 8. Buyside Process Identification of acquisition Identification targets that Preliminary of the search Termsheet / Negotiations meet the Negotiations criteria for Letter of Due Diligence of Final Closing selection with selected potential Intent “LOI” Agreements criteria targets targets established by the client Acceptance of LOI8 www.iriscappartners.com
  9. 9. Examples of Projects Completed by ICP9 www.iriscappartners.com
  10. 10. Our Competitive Advantages • ICP maintains total transparency at every stage of the process. No “black box Transparency solutions” in valuation, search and negotiations with potential targets • We recognize that unauthorized disclosure of information about the client’s Confidentiality intentions can damage the business, therefore, ICP maintains complete confidentiality during the entire process. • ICP has developed relationships with local boutique investment banks in the European Network of Union, the Russian Federation, Kazakhstan, and Ukraine. From our experience, it is often better to use smaller, more dynamic boutique-style banks to execute relationships transactions in emerging markets. Large Investment banks often are not well- equipped to handle transactions under certain amounts. Cost • Our cost structure is flexible and is result-oriented. Our team consists of highly effectiveness skilled professionals that are mobile, multilingual and multicultural. Personable • We treat our clients’ businesses as our own and striving to protect our clients’ approach interests is always our number one priority.10 www.iriscappartners.com
  11. 11. ICP Team and Qualifications Alexey has over 10 years of experience in investment banking, both sell-side and buy-side, private equity and valuation. Prior to joining Iris Capital Partners, Alexey was a vice president at the Houlihan Lokey investment bank and before that he worked at KPMGAlexey Khripunov Valuation Group, Deloitte Economic Analysis and Valuation Group and Price Waterhouse.Managing Director Alexey Khripunov completed his MBA with concentration in Finance at the George Washington University in Washington. DC. John has over 15 years of experience in financial communications and compliance- related services to the public and private companies. John is an expert in the US SEC EDGAR database and other databases that contain data on public and private companies, M&A transactions and other critical data to successfully complete sell-side engagements.John Bryant John is a graduate from the State University of New York.Senior Research Manager Brian West serves as General Counsel for Iris Capital Partners. He has more than 22 years of experience assisting clients in the areas of venture capital structuring, international business and civil law. Mr. West has worked extensively in establishing and operating various businesses which include an outdoor advertising concern in the US, real estateBrian West settlement services firms and traditional legal services entities.General Counsel Daniela performed financial modeling services to such companies as IBM, AXA Rosenberg and other Fortune 100 companies. In addition to ICP Daniela serves as a professor of mathematics and statistics the Massachusetts Institute of Technology (MIT). She has significant experience in financial modeling and statistical analysis.Daniela Farias, Ph.D. Daniela earned her Ph.D. in mathematical science from Stanford University.Senior Financial Engineer 11 www.iriscappartners.com
  12. 12. ICP Team and Qualifications Michael Holmes holds a Ph.D. in Geology from the University of London and a M.Sc. in Petroleum Engineering from the Colorado School of Mines. He started his professional career with British Petroleum (England, Libya, East Africa, and North Sea) and then joined Shell Canada. Subsequently, he was a Research Scientist for Marathon Oil CompanysDr. Michael Holmes Denver Research Center. For a brief period, he was Exploration and Production ManagerSenior Advisor for Berry Wiggins in London. Dr. Schmid advises and represents Iris Capital Partners after having spent the past 26 years at UBS AGs legal department. Over many years, he was General Counsel of the UBS Corporate Center. During his career at UBS, Dr. Schmid worked in New York, London and Zurich. Bernhard’s experience is focused on banking law and international trade law.Dr. Bernhard SchmidSenior Advisor Dr. Schmid received his Doctor in law from Basle University and is admitted as attorney at law in Switzerland. He completed advanced management program at INSEAD Fontainebleau. Prior to joining ICP Alexander worked for DaimlerChrysler in Europe and was responsible for business development and VIP client management in Eastern Europe and Former Soviet Union. Alexander holds Master’s degree in Economics and Business Development from The Riga Technical University of Civil Aviation (Riga, Latvia).Alexander KolosovVice President 12 www.iriscappartners.com
  13. 13. We are looking forward to talking to you!2300 M ST, NW SUITE 800 • WASHINGTON, DC 20037 • USAP: +1 202 521 4440 • F: +1 202 747 2957WWW.IRISCAPPARTNERS.COM