The Virtual Data Room. Redefined. Seminar ... - Blank Rome LLP

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The Virtual Data Room. Redefined. Seminar ... - Blank Rome LLP Powered By Docstoc
					Seminar : Data Room. Redefined.
The VirtualPlanning an IPO– January 28, 2010
Panel I
Prepared and Presented by:
Barbara L. Elias, Sales Director


                                               The Virtual Data Room. Redefined.
Use of Virtual Data Rooms to Accelerate Your Deal


                 Expedite the due diligence process

Optimize your
exit strategy    Avoid the last minute fire drill leading up to the exit
with a virtual   transaction

data room
                 Best approach – Deploy a well-planned virtual data
                 room




2
Use of Virtual Data Rooms to Accelerate Your Deal

                         Create a companywide culture of preparedness


                         Routinely update and add information for complete
     Benefits of Early   disclosure
    Virtual Data Room
           Deployment    Pursue multiple liquidity opportunities


                         Gain peace of mind


                         Strengthen control


                         Save time and money




3
Virtual Data Room Features


          Security   Exchange documents outside the company network with the highest encryption
                     security

          Control    Control access, printing and saving down to a single document or individual level

    Intelligence &
                     Monitor & record access to information with real-time reports and archive services
      Compliance

           Service   Expert account management services and 24/7 customer support


     Organization    Archive and organize large volumes of information in a single location


           Access    Access online from anywhere, anytime with a single password


     Cost Savings    No hardware or software to buy, install or maintain — multiple subscription levels




4
Full Service Offering – End-to-End Account Servicing
Data Room Creation Process – Set-up within hours

                                                   Full Service Offering
                                                   available to all parties
                                                   to the deal

                                                   • Dedicated account
                                                   consultant

                                                   • Continued 24/7/365 help
                                                   desk

                                                   • Redundant hosting

                                                   • DVD archiving




 5
Virtual Data Room Index
Typical IPO Index
           Financial   balance sheet records, all past income statements, cash flow statements, tax
         Statements    materials, projected financial information and other financial documents

                       incorporation statements, charter and bylaws, shareholders, qualifications and
    Corporate Books    registrations, reports to shareholders, minutes of meetings, officers and directors
        and Records    questionnaires in connection with most recent proxy statement (for M&A of public
                       company only)

          Contracts,   documents related to key stakeholders, such as suppliers and key customers,
    agreements and     marketing-related contracts and agreements, material sales representative
      arrangements     agreements, joint venture and partnership agreements

                       list and description of all material property, casualty, liability and other insurance
                       policies, history of all insured claims including paid, reserved and related expense
          Insurance    amounts, loss runs for workers’ compensation and general liability, history of any
                       self-insurance, loss prevention / control recommendations made by insurers,
                       brokers or consultants

          Employee     organizational chart, employee benefits including bonus retirements, profit
                       sharing, incentive compensation plans and agreements including retention
        Information    agreements, agency agreements, collective bargain arrangements, etc.



6
Virtual Data Room Index
Typical IPO Index (con’t)

       Property and    Incorporation statements, charter and bylaws, shareholders, qualifications and
                       registrations, reports to shareholders, minutes of meetings, officers and directors
        Equipment      questionnaires in connection with most recent proxy statement (for M&A of public
         Statements    company only)

       Ops, Sales &
         Marketing     Operations, sales & marketing records and statements
        Documents

              Legal    Legal records


 Governmental and      Lists of all material government permits and licenses, any correspondence
      Compliance       between the company and regulatory authorities, copies of all environmental
         Matters       inspections, audits and other reports


     Other Materials   press releases and other media-related information




 7

				
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