Harnessing cross–border Transactional Businesses Lotus Capital:An An Introduction Lotus Capital: Introduction – Strictly Private & Confidential– Lotus Capital: An Overview Boutique investment & advisory firm that seeks to leverage India’s competitiveness & market potential incl. cross-border growth opportunities Aims to service clients through the following broad practice areas: – Investment Banking – Asset Management – India Entry Advisory – Outsourcing Advisory Services Entrepreneurial team with cross–border, cross–cultural operational & investment experience – Team includes private equity specialists, investment bankers & senior corporate executives with decades of work experience gained with Fortune 500 firms, investment banks, across USA, UK, India & Middle East – Successful track record in M&A, capital raise, financial restructuring, private equity & structured investments, IPOs & secondary offerings, buy-outs & strategic sale, India entry, JVs, sales & business development – Expertise includes: short-listing potential targets/acquirers, assisting in due diligence, valuation, pitch preparation, negotiation, evaluating/issuing term sheets, deal structuring & support for transaction closure Value Proposition – Strong local network with corporate leaders, institutions, investment community & governmental agencies – Hands-on “Feet–On–The Street” approach to align with clients to succeed in complex market environments – India-centric, cross-border experience enables us to be a value-add partner to overseas cos./investors by assisting in creating appropriate & tax efficient structures for M&A transactions & capital raise initiatives – Ability to advise foreign firms in charting a successful India-centric strategy, for accelerated growth & risk mitigation Lotus Capital:An An Introduction Lotus Capital: Introduction – Strictly Private & Confidential– 2 Our Service Offerings: An Overview • • • • • Capital Raise Buy/Sell Side M&A mandates Spin Offs/Carve Outs Valuation/Restructuring Advisory services to Indian firms for overseas expansion • Originate/Conceptualize alternative investment products • Structuring, Fund Raising, Investment, Monitoring & Exit Support Investment Banking Asset Management Outsourcing Advisory India Entry Strategy • • • • • • Appropriate Vendor Partner • Structure Engagement Model • Client–Vendor Relationship Management • On-going Support Lotus Capital:An An Introduction Lotus Capital: Introduction – Strictly Private & Confidential– Market study Partner selection Negotiations & Structuring Implementation Post–entry support 3 Cross-Border Transactions on the Rise Technology Sector Cross-border Transactions FY11: 93% was cross-border 84% of total deal value $ 40 $ 35 US$ Billion $ 30 $ 25 $ 20 $ 15 $ 10 $5 $FY07 FY08 Outbound FY09 Inbound FY10 FY11 Domestic 9 out of top 10 deals announced in FY11 were cross-border & USA accounted for 43% of mid-market transactions Key Areas: internet services, BPO, niche solutions/ applications, IT Consulting & Services, infrastructure mgmt. services, engineering services etc. India being a growth play, outlook on M&A/PE transactions for mid-market is considered to be bullish for the next several years & with foreign firms being able to extract significant synergies from their M&A, There are myriad opportunities to collectively serve USA & Indian entities in the mid-market segment for cross–border M&A & capital raise transactions Lotus Capital:An An Introduction Lotus Capital: Introduction – Strictly Private & Confidential– 4 Potential Opportunities for Transactions IT/IT Services Indian IT industry is estd. to grow to $ 285 bn by 2020 from $ 12.8bn in 2004 M&A in IT was $ 2bn in FY11, set to increase significantly Media & Entertainment Market estd. to be $ 28bn by 2015 Digital & internet technologies increase to influence leading to a sea change in consumer behaviour across all segments eCommerce Online retail market to be S 1.43bn estd. by 2015, 250% growth rate 80mn internet users, 7% penetration; estd. to be 376mn by 2015 No. of transacting users estd. to 38mn by 2015 (from 8-10mn currently) BFSI Total bank advances estd. at $ 8.2 trillion by 2020, of which infrastructure & mortgage is to account for 25% Investment banking to increase 10x Banking, Financial Services, Insurance, Corporate Finance Advisory Lotus Capital:An An Introduction Lotus Capital: Introduction – Strictly Private & Confidential– Healthcare Estd. To grow to $ 280bn by 2020 Underserved market, burgeoning population, increased disposable income & rise of lifestyle diseases are propelling growth Pharmaceuticals India is world's 3rd largest market by volume Estd. to grow to $ 55-70bn by 2020 5 new opportunities will capture 45% of the market by 2020 Patented products, consumer healthcare, biologics, vaccines & public health Clean Technology Market estd. to touch $ 135bn by 2020 Energy efficiency market estd to treble to more than US 77bn by 2020 Estd. to support 10.5mn green jobs in 10 years as investments in energy efficiency & renewable energy technologies soar 5 Investment Banking Services • Private Equity/Venture Capital investments • PIPES/ Overseas listing • Debt Syndication • Mezzanine Funding • Acquisition Financing Capital Raising M&A Advisory Advisory Services Financial Advisory • Valuation: Evaluate company & industry dynamics; • Financial modeling; Valuation Analysis & Report • Restructuring: Analyze existing corporate structure; Advise on best fit solution & assist in implementing • To Indian firms for overseas expansion: • Joint Ventures, Strategic Alliances/Market exploration/Business facilitation Lotus Capital:An An Introduction Lotus Capital: Introduction • Buy-side & sell-side mandates • Spin-offs / carve-outs • Joint venture/Alliances • Services: pitch preparation, financial modeling & valuation, due diligence, process mgmt., structuring, negotiating transaction & closing – Strictly Private & Confidential– 6 Asset Management Services We specialize in creating sector–focussed alternative investment products for investors who seek to participate in India’s growth story Conceptualize & originate alternate investment products aligned with our clients’ objectives Structure investment vehicle to balance risk-reward, prepare placement documents, & conduct road–shows, negotiate placement terms & assist in transaction closure Identify investment opportunities that can benefit from investment & management value add role in increasing operating efficiencies & margin expansion, leading to enhanced shareholder value Render investment management advise from deal origination, negotiations, structuring, investment entry, monitoring and exit Align interest, as a manger, with investment performance over a period of time Lotus Capital:An An Introduction Lotus Capital: Introduction – Strictly Private & Confidential– 7 experience in advising & executing complex cross-border transactions to generate value for stakeholders Hands-on knowledge & understanding of raising cross-border, sector-specific/ theme-based private & listed funds Substantial equity investment in cos. with “India-centric” thesis, from deal identification to investment exit Board memberships: assisting portfolio cos. to chart strategic growth initiatives Evaluated 200+ transactions, incl. in Business Services & Hospitality sectors Led several India-focused direct equity investments, with 35%+ avg. IRR over 3-5 years avg. holding period with global majors: Cray, Digital GlobalSoft, Schiller AG, Tektronix etc. Top management & board positions in public & private cos. Consultative approach with clients, having assisted highgrowth entities in organic/ inorganic growth strategy Build sales & marketing strategy & led cos. which achieved business excellence Advised cos. across sectors such as Infrastructure, Business Services, Technology, eCommerce etc. Deeply entrenched network: ME, India, USA Successfully led JVs in India Extensive domestic & international Operating & Consulting Expertise Expertise in Public & Private equity, I-banking Unique Positioning & Value Proposition Well networked in India with corporate entities at decision making levels for generating strong deal flow & efficient turnaround Access to governmental agencies/institutions policy advise/liasoning if reqd. “Feet on the Street” approach, led by a very senior team with unique combination of complementary skills Unique positioning with a partnership approach with clients Lotus Capital:An An Introduction Lotus Capital: Introduction – Strictly Private & Confidential– 8 Our Team Includes LM Singh Over 20 years cross-cultural global work experience covering private equity investments, buy outs, turnaround situations and audit & control across Middle East, North America, Europe & India Significant investment, operational & transactional experience as well as deeply entrenched network with large as well mid-market entities across sectors for access to quality deal flow Led several India-focused direct equity investments, with average IRR exceeding 35% over avg. holding period of 3–5 years (invested $ 45mn with exit values in excess of $ 110mn) Co-sponsored $ 40.4mn structured investment vehicle, TransTech Services Partners Inc., to make control investments in Business Services cos. & improve operating efficiencies by leveraging India’s competitiveness Former President & Country Head, TAIB Securities, New York & London, affiliates of TAIB Bank, Bahrain Boutique firm, with $ 1bn+ AUM, part of Dubai Financial Group; operating in India, Persian Gulf, Europe & USA Key team member involved in structuring, marketing & managing The Everest Fund at TAIB Bank (openended fund that invested in Indian listed securities; Micropal ranked it as Best Performing in its Category) Set up a cross-border investment bank & advisory firm based in India, which was acquired by a large European bank, with a total asset base of over €58bn Graduate B.Com (Hons), SRCC, Delhi University); Chartered Accountant (FCA), IIA (USA), CISA (USA) Lotus Capital:An An Introduction Lotus Capital: Introduction – Strictly Private & Confidential– 9 Our Team Includes Suresh Rajpal Over 35 years of senior executive global experience in U.S., Asia Pacific and India Founder/President of HP India – strategically led HP into Asia/India markets Generated revenue of $ 1.6bn+ (1984-88) as Director of Sales, Marketing & Support Hewlett-Packard (HP) Asia Led HP India since inception (1989-99) as Country head, President & CEO of HP India Was responsible for positioning HP as a leading player in India and grew revenues to $ 200mn+ Under him, Co. achieved the highest award for business excellence in India, the CII EXIM Award for Business Excellence (equivalent to the Deming prize in Japan & the Malcolm Baldrige in the US) Recipient of Ernst & Young’s Entrepreneur of the Year Award for India in 2000 (for companies started in previous 3 years) Recipient of US ambassador’s award for extraordinary service to American businesses in India as the President of American Business Council Electrical Engineer, IIT–BHU, India; MBA, York University, Toronto, Canada Lotus Capital:An An Introduction Lotus Capital: Introduction – Strictly Private & Confidential– 10 Our Team Includes Hemant Sonawala One of India’s IT industry’s pioneers; 40 years experience incubating cos., & leading JVs with multi-nationals: Digital Equipment Corporation, USA; Tektronix, Inc., USA; Schiller AG, Switzerland, among others Vice-Chairman Digital GlobalSoft – a leading software services company Awarded the Lifetime Achievement awards by Computer Society of India & Dataquest Extensive corporate governance experience as Board member of public companies Founder, Patron Member, Past President & member of various industry bodies incl.: Indo-American Chamber of Commerce, Computer Society of India, IEEE-USA, Indian Science Congress Association etc. Honorary Citizen of the State of Washington conferred by Secretary of State Sam Reed M.S.E.E. from University of Washington, Seattle, Washington, USA Lotus Capital:An An Introduction Lotus Capital: Introduction – Strictly Private & Confidential– 11 Our Team Includes Amitabh Singh Extensive Expereince of around 18 years in the IT/Telecom Industry across Geoghraphies. Specialisation and expertise in the domains of Strategy,Deal –Making ,Pricing ,Alliiance management,Business Development etc Have dealt with various group holdings in the Telecom sector at the Board/CXO levels in the EMEA/APAC regions. Held senior level positions with Companies like NSN/Nokia/Huawei/Reliance /Airtel etc. Generated revenues close to 1 billion USD during senior sales roles with Huawei and NSN. Have successfully initiated and managed partnerships and alliances on behalf of NSN/Huawei with Companies like IBM/Gartner/Accenture/Tech Mahendra/Infosys etc A Economics graduate along with a MBA in International business. Lotus Capital:An An Introduction Lotus Capital: Introduction – Strictly Private & Confidential– 12 Representative Transactional Experience Acquisition of 20% stake by 2007 Includes prior expeince of the team Lotus Capital:An An Introduction Lotus Capital: Introduction – Strictly Private & Confidential– 13 Representative Investment Experience Asset Management Product Consolidation in the Business Services sector vide a listed entity The Everest Fund (Listed Securities Fund) Rationale, Role played and Outcome Raised $ 40.40mn in equity capital, with option for additional $ 25mn, from institutional investors in USA/Europe through a listed structure; to execute control investments in operating IT/BPO entities, which could benefit from India’s cost arbitrage & market access Aim: leverage the team’s value-add operating & investment experience in assisting IT/BPO firms, for productivity improvement & margin expansion initiatives, by leveraging India’s delivery capability, & also for seeking consolidation opportunities through the public entity. Our role included: conceptualize investment thesis, sponsor, assimilate a marquee team & advisors, conduct road shows, fund raising & managing the listed entity. The team leveraged its strong institutional/corporate network for access to quality deal flow; evaluated 200+ potential targets incl. conducting due diligence, valuations, negotiation & structuring investments Finalized acquisition target & led it through regulatory clearances; however, post 2008 global meltdown, which led to unrealistic investor’s risk-return expectations, the sponsors decided not to invest any further funds & liquidated the structure. Fund was the 1st FII investor in India for listed securities from the Middle East Key team member involved in structuring, marketing & management of the open-ended fund launched by TAIB Bank (part of the Dubai Financial Group) Primarily invested in listed, high-growth Indian cos., with a specific focus on the Services sector The Fund was ranked by Micropal as the Best Performing in its Category Includes prior experience of the team Lotus Capital:An An Introduction Lotus Capital: Introduction – Strictly Private & Confidential– 14 Representative Advisory Experience Corporate Advisory, India Entry Strategy 2007 Includes prior experience of the team Lotus Capital:An An Introduction Lotus Capital: Introduction – Strictly Private & Confidential– 15 Representative Advisory Experience Corporate Advisory, India Entry Strategy 2007 Includes prior experience of the team Lotus Capital:An An Introduction Lotus Capital: Introduction – Strictly Private & Confidential– 16 Level 4, Rectangle 1, Commercial Complex, D–4 Saket New Delhi–110017 www.lotuscapital.in Thank You LM Singh +91 98113 48489 (India Cell) lmsingh@usa.net lmsingh@lotuscapital.in Lotus Capital:An An Introduction Lotus Capital: Introduction – Strictly Private & Confidential– 17