Provided by Leslie Cummins and Peter Tropper of the
International Finance Corporation
In this section you will learn more about:
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Objective of the Early Investment Committee (IC) Review
- Introduce the potential Investee and transaction to the IC via the "Alert", thereby informing them that an offer will likely be made, subject to due diligence
- Provide the IC with an opportunity to give early warning should they have any objections, particularly ones of principle, to the proposed investment.
- Elicit comments from those who have relevant industry experience, and can assist in the due diligence process.
- Inform other members of the Fund Management team (particularly relevant for larger organizations)
- Provide the potential Investee with a clear signal of intent to proceed
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Issues to Consider
- Who within the deal team is responsible for preparing the "Alert"?
- Should the format of the "Alert" be standardized (see guidelines below)?
- Who receives copies?
- How many days ahead of the Initial IC Review should the "Alert" be circulated?
- How does the Initial IC meet? (e.g. by phone, in person, by mail)
- Who participates in the decision making process?
- Who keeps track of decisions of the IC?
- Who keeps the minutes of the Initial IC meeting (decisions, issues covered, additional issues or information required?)
- How and when to inform the potential Investee in question of the meeting outcome?
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Documents
- The "Alert" should include the following details:
- Introduction: a short synopsis
- The Investee's business: products, markets, and competition
- Management: a résumé of senior management
- Financials: historic and forecast profit and loss, balance sheet
- Deal structure:
- Basic terms
- Entry statistics (e.g. price/earnings or price/EBITDA ratio)
- Proposed Investment Strategy (explain how the Fund will make money on the deal)
- Expected exit
- Key issues to be resolved, potential dealbreakers, principal risks
- Due diligence: nature of the due diligence to be carried out and any external consultants needed
- Confidentiality Agreement
- Mandate letter and other correspondence with the potential Investee
Download this Suggested Fund Manager Deal "Alert".
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