A&M Asia

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Aug 2021 A&M Asia Introduction to A&M Services in Asia CONFIDENTIAL NOT FOR DISTRIBUTION

Transcript of A&M Asia

Aug 2021

A&M Asia

Introduction to A&M Services in Asia

CONFIDENTIAL – NOT FOR DISTRIBUTION

A&M Overview

2A&M Introduction | Aug 2021

A&M: A Global Professional Services Firm

Senior Leadership

▪ 400+ experienced Managing Directors

Dedicated Private Equity Service

Practice

▪ 500+ Private Equity Services Professionals

200+ Mid-cap/Large-cap PE Firms

41% FTSE 100

70% Fortune 100

138+ Industries

Integrated Full-service Solutions

Senior-led Team

Hands-on Approach to Problem Solving /

Value Creation

Strong Operational Heritage

Free from Audit-based Conflicts

OUR PEOPLE OUR CLIENTS OUR DIFFERENTIATORS

65+ OFFICES

25+

COUNTRIES

5,000+

EMPLOYEES

FOUNDED

1983

São Paulo

Latin America HQ

New York

Global HQ

London

Europe HQ

Hong Kong

Asia HQ

3A&M Introduction | Aug 2021

The A&M Difference

Leadership

• Focusing senior resources at every stage of the

delivery process

• Forging consensus around credible, executable

solutions

• Engaging and partnering with your organization

Senior Resource Depth

• Global reach

• Executives drawn from both industry and professional

services firms

• Majority of our professionals (Director grade and above)

have extensive Board-level operational experience

Managing Complexity

• Proven track record in managing complex,

high-profile situations

• Delivery through assured leadership and execution

• Development of strategic and corporate finance options

in cooperation with management to support the

business plan

Speed, Execution and Action

• Focus on delivering rapid results with overarching focus

on improving bottom-line results

• Coordinate short- and medium-term objectives and

credible plans with achievable milestones

Operational Heritage

• Over 30 years of operational experience

• Proven, fact-based approach

• Ability to provide seasoned interim executives for

rapid implementation

Practical Bottom-line Orientation

• Keen awareness of what can be implemented in a

turnaround environment

• Strong focus on improving bottom-line results

• Able to achieve business transformation with

restructuring speed

A&M adds substantial value to any complex situation.

4A&M Introduction | Aug 2021

A&M Global Services

Performance Improvement

Corporate Restructuring

Transaction Advisory, Forensics & Dispute Services

Private Equity Services

● Growth and Revenue Enhancement

● Supply Chain Operations

● Manufacturing Operations and Footprint

● SG&A

● Finance and Accounting

● Information Technology

● Human Capital and Organizational Change

● Merger Integration

● Turnaround Advisory

● Interim and Crisis Management

● Claims Management Services

● Corporate Finance

● Creditor Advisory

● Unsecured Creditor

Committee Advisory

● Fiduciary Services

● Transaction Advisory

● Global Forensic and Dispute

Services

● Tax Advisory

● Valuation Services

● Regulatory and Risk Management

● Corporate Governance

● Executive Compensation

and Benefits

● Due Diligence Services

● Operations and Performance Improvement

● Transaction Tax

● Rapid ResultsTM

● Exit Readiness

A&M brings operating and management expertise combined with top-tier consulting and

specialized industry experience to meet the changing needs of companies and investors

5A&M Introduction | Aug 2021

Deep Industry Expertise

Consumer

Energy

Financial Services

Healthcare

Insurance

Manufacturing

Media &

Entertainment

Public Sector

Real Estate

Software & Technology

Marketing Services

Transportation &

Logistics

Food & Beverage Education Retail & RestaurantsAutomotive & Suppliers

6A&M Introduction | Aug 2021

A&M Asia Overview

OUR CLIENTS

EXPERIENCED SENIOR TEAM

MARKET PRESENCE

▪ Established presence in 2003

▪ Offices in Greater China (Hong Kong, Beijing and Shanghai), India (Mumbai and Delhi), Korea (Seoul) and

Southeast Asia (Singapore)

▪ Experience in serving clients in Australia and Japan

▪ Local and multinational corporations with businesses, operations and supply chains in Asia

▪ Global, regional and local private equity firms investing in Asia

▪ US and European focused private equity firms with portfolio businesses operating in or sourcing from Asia

▪ Distressed funds and hedge funds holding debt issued by Asian companies

▪ Local and international banks lending to Asian businesses

▪ Law firms and their clients

▪ Average of 15+ years of experience

▪ Combination of top-tier consultants, other professional services and line roles (CEO, COO, CRO, CFO)

▪ C-level experience in consumer goods/retail, manufacturing, commercial banking, enterprise software,

transportation and energy

▪ Advisory experience covers private equity, financial services, telecommunications, consumer goods/retail, industrial

products and services, transportation and logistics, energy and resources, automotive and assembly

7A&M Introduction | Aug 2021

A&M Asia Supports Clients in 5 Core Areas

• Portfolio review to identify opportunities and risks across

o Business plan and operating metrics

o Cash and working capital management

o Operations

• Financial and operational performance improvement through:

o Revenue enhancement (pricing, sales & distribution, marketing)

o Cost optimization (direct and indirect costs)

o Operating process efficiency (manufacturing, supply chain operations, finance, information technology, human

resources, etc.)

• Asset efficiency (working capital, cash liquidity, asset optimization)

• Leadership and execution capabilities through advisory and interim roles

Performance

Improvement

• Address short- or medium-term liquidity concerns, stabilize operations

• Design/implement operational restructuring plans, manage communications with stakeholders and employees

• Crisis and interim management to help companies with immediate staffing of critical senior management positions (CEO,

CFO, COO, Chief Restructuring Officer)

• Structure and negotiate optimal asset recovery deals

• Identify and introduce special situation capital solutions needed for a successful turnaround

Restructuring/

Financial

Advisory

• Fraud, bribery, corruption and accounting investigations

• Expert witness and litigation support

• Compliance

• Forensic technology (electronic discovery mgt, data analytics, digital investigations)

• Business intelligence

Disputes and

Investigations

• Financial, tax, operational and commercial due diligence

• 100-day planning and post-merger integration

• Business plan development for exit / carve-outs

Transaction

Advisory

• Support for M&A transactions

o Tax due diligence

o Tax structure planning to improve profit after tax and enable more competitive bidding

• Other tax advisory services

o Tax planning to manage risk in restructuring projects

o Support for internal tax affairs, including business operations, e.g. supply chain management, and transfer pricing

Taxation

Advisory

8A&M Introduction | Aug 2021

Working Effectively in Asia

We have a strong track record of working effectively with Asian businesses to deliver

results across many situations and industry sectors

▪ Teams based throughout Asia with experience in key industry sectors, but more importantly real

operational experience with local companies

▪ Focus on aligning interests across all stakeholders, including local team, management and

shareholders, and also (where necessary) external parties such as suppliers, customers, banks and

specialty financiers.

▪ We mobilize the local management and team to tackle the problem together, and support those

resources to implement the solutions

▪ Holistic approach to problem solving: dive in and work together with frontline staff to better

understand the issues, then pull up to summarize and solve the problems with a higher level

perspective and in a sustainable way

▪ Able to rapidly mobilize the A&M global organization and client relationships as needed to support

clients with global reach

▪ Reference global best practices for insights, but always develop “Best Workable Solutions” tailored

to the local operating environment and stakeholders

▪ Willing to “roll up our sleeves” to get things done and align our fees to the financial impact we deliver

Serving Private Equity Clients, Private Debt,

and Special Situations Investors

10A&M Introduction | Aug 2021

A&M Service Offering Across The Investment Lifecycle

▪ C-Suite Executives

(e.g., CEO, COO, CFO,

CAO, CMO)

▪ Cash Flow and Working

Capital Management

▪ Cost Efficiency /

Reduction

o Direct Costs

o G&A

o Human Capital

▪ Risk Management /

Insurance Advisory

▪ Supply Chain /

Procurement

o Outsourcing and

Off-shoring

o Leveraged Sourcing

▪ Organization &

Operations Process

Restructuring

▪ Cash and Liquidity

Management

▪ Revenue Enhancement▪ Exit Planning and Execution

o Carve-Out /

Divestiture Advisory

o Corporate Finance

o Exit Tax Advisory

▪ Pre-Exit Financial Advisory

o Capital Structure Redesign

o Securities Renegotiation and

Amendment

▪ Acquisition Identification

and Sourcing

▪ Buy Side Due Diligence

o Commercial Diligence

o Operational Diligence

o Financial Diligence

o Forensics

o Tax Diligence and Tax

Structure Planning

▪ Merger Integration /

Carve-out Planning

o Day One / 100-Day

Plan Development

o Carve-Out Planning

and Execution

o Post Merger

Integration Execution

o PMO Planning

Performance Improvement

EBITDA

ImprovementAsset Efficiency

Interim

Management

Exit SupportDiligence /

Acquisition Support

▪ Sell Side Due Diligence

o Vendor Due Diligence

o Synergy Assessment

o Cost Reduction

Implementation Planning

▪ Operating Functions

(e.g., Supply Chain,

Store Operations,

Sales, Production,

Manufacturing, Field

Operations, Call

Center)

▪ Support Functions

(e.g., Treasurer,

Controller, Tax, HR, IT,

Insurance, Risk)

▪ PMO Support

▪ Leadership Assessment

▪ Capital Expenditure

Assessment

▪ ERP Selection and

Project Management

▪ IT Strategy /

Management

▪ Asset Optimization

o Operating Assets

o Technology Assets

11A&M Introduction | Aug 2021

Our Integrated Diligence is a Unique Solution

12A&M Introduction | Aug 2021

Data and Information Transfer

Integrated Due Diligence

A&M’s

Integrated

Diligence

Solution

100-day Performance Improvement Plan

Post Investment

Readiness

Corporate and Private Equity Investment Professionals

Business Insights

Financial Operational Tax

Integrated Diligence with a Common Data Platform

Commercial

Our integrated approach combines financial / accounting, tax and operational diligence as

well as SPA review to generate combined insights and guide private equity professionals in

their investment evaluation and underwriting process

Asia Performance Improvement

14A&M Introduction | Aug 2021

Asia Performance Improvement Leadership Team (1/2)

Jim Dubow

Managing Director, Head of Asia

Hong Kong

• Retail, banking, healthcare and energy

• Interim management, operational

transformation, M&A

• 25 years in China

• Mandarin speaker

Oliver Stratton

Managing Director

Hong Kong

• Consumer & retail, telecom, financial service,

transportation & logistics

• 30+ years experience in strategy, performance

improvement, operational transformation, M&A

• 20 years with Bain, leading relationships with

PE and corporate clients

Larry Wang

Managing Director

Hong Kong / Shanghai

• Automotive and technology

• 20+ years in strategy & operation

consulting

• Ex-McKinsey Automotive practice

Lim How Jit

Managing Director

Shanghai

• Corporate background in

manufacturing, incl. 15-year China &

Asia Pacific P&L experience

• Interim management, turnaround and

performance improvement

• Mandarin, Cantonese, Malay speaker

Myung Chul Kim

Managing Director

Head of Korea

• Heavy industry, shipping, construction,

manufacturing

• 20+ years of experience with

conglomerate control towers in Hyundai

Group & Doosan Group

• Development & execution of company-

wide turnaround / restructuring programs

Victor Du

Managing Director

Shanghai

• Chemical, automotive and manufacturing

• 25+ years in operations improvement and

consulting

• Ex-BCG, A.T. Kearney, Roland Berger and

Ping’an Technology

15A&M Introduction | Aug 2021

Asia Performance Improvement Leadership Team (2/2)

Gao Huan

Senior Director

• Consumer & retail, healthcare

• 15 years experience in interim

management, performance

improvement, M&A, strategy

• Ex-Siemens Mgmt. Consulting

Suresh Dalai

Senior Director

• Consumer & retail

• 20 years experience in interim

management, operational

transformation, performance

improvement

• Ex-Zegna, Levi’s

Sun Chao

Senior Director

• Consumer & retail,

manufacturing, IT

• 18 years in interim

management, performance

improvement, restructuring,

turnaround

• Ex-Welch’s, Hershey’s, and

Hewlett-Packard

Teo Chee Wee

Senior Director

• Manufacturing and healthcare

• 20 years in finance background

(incl. CFO of PE portfolio),

FCPA Australia, Six Sigma

Black Belt

• Ex-GE, Accenture, Danaher

Adam Mokhtee

Director

• Transportation, telecom,

entertainment and financial

service

• 20 years experience in FP&A,

restructuring, M&A, strategy

• Ex-Sprint Nextel, Sony Pictures

Entertainment

Dee Chung

Director

• ITC, consumer electronics, FMCG,

manufacturing

• 15 years of experience in industry

and private equity, restructuring &

turnaround

• Ex-Samsung, LG, BRV Capital

Management (a PE arm of Blue-Run

Ventures, Silicon Valley based VC)

• Ex-Naval Lieutenant

Thomas Wang

Director

• Manufacturing and LEAN

• 18+ years experience in P&L

management, operation,

project management, lean

consulting, etc.

• Ex-Bosch, Jungheinrich

Danfoss, Staufen

Eduardo Gaspar

Director

• Hospitality, Media &

Entertainment, Consumer

Goods, Healthcare

• 8+ years extensive

experience in business

transformation, program

management and cost

reduction in US, Europe and

Asia-Pacific

16A&M Introduction | Aug 2021

Our team has deep functional expertise, hands-on operational experience across the

investment lifecycle, and a bias towards action that has proven successful delivering results

Performance Improvement Drives Value Creation

A&M Private Equity Performance Improvement Scope of Services

Rapid Results Interim Management

Interim roles across the C-suite and within

functional areas

Assess, select permanent leadership

Advise stakeholders to improve operations,

address liquidity monitoring

Technology Optimization

Strategic Sourcing

Assess and implement opportunities to

leverage purchasing spend

Assist portfolio companies aggregate

buying power to achieve significant cost

savings

Integrated and cross-functional program to

review entire businesses

Clear roadmap of opportunities and actions

to improve EBITDA within two to six weeks

Merger Integration

Design and execute “Day One” plans for

integration of businesses, functional

areas and processes

Define and implement “First 100 day”

plans to accomplish critical acquisition

objectives

Working Capital Optimization

Assess and define ideal working capital and

liquidity levels

Implement processes and policies to improve

liquidity, enhance asset efficiency and

strengthen financial controls

Revenue & Margin Growth

Identify sustainable sources of increased

revenues and margin improvement

opportunities

Focus on product portfolio, pricing and go-

to-market levers to increase revenues and

profitability

Capture end to end business process and

assess technology to assure adequate

visibility and controls for PE interest

Concrete findings linked to direct

implications o costs savings, spend and risk.

Operational Cost Reduction

Identify sustainable direct cost reductions

while improving service levels

Focus on S&OP, labor and asset utilization

levers to increase efficiency and reduce

overall costs

SG&A Cost Reduction

Identify overhead efficiencies and reduce

the fixed cost structure of a company

Focus on shared services, outsourcing,

indirect spend and tax levers to reduce

fixed costs

17A&M Introduction | Aug 2021

A&M’s Rapid Results Approach to Value Creation

Our phased solution provides clients with a roadmap and the managerial leadership to

improve EBITDA and cash flow

• Assess key areas:

o Revenue growth & margin management

o Operations management

o G&A efficiency

o Capex / working capital / cash management

o Organization capabilities / processes

• Quantify benefits and required investments

• Develop implementation roadmap & risk

strategies

• Take immediate action on quick hits

• Pilot major initiatives

• Install interim leadership and

managerial assistance, as required

• Project Management Office to oversee

progress and refine strategy, as

required

• Implement and execute

recommendations across entire

organization

• Integrate operational plans into budget

• Track success

• Transfer ownership &

knowledge to client personnel

Key Activities:

• Integrated assessment of current operations

• Operational improvement plan

• Quantified EBITDA / cash improvements

• Rapid execution of operational improvement plan

• Integration of improvement plan into company financials

• Leadership and accountability to deliver forecasted benefits

Key Outcomes:

Develop the Roadmap Drive the ImprovementsAchieve Long-Term

Improvements

Implement Quick Hits /

Pilot Major initiatives

Implement for Sustainable

EBITDA Improvements

Implementation by A&M Team and Client Management

(8-24 Weeks)

Identify and Quantify

Improvements

Rapid Results Assessment

(4-8 Weeks)

18A&M Introduction | Aug 2021

Driving Performance Improvement

A&

M’s

Re

sp

on

sib

ilit

y a

nd

Ac

co

un

tab

ilit

y i

n

Clie

nt’

s O

rga

niz

ati

on

(sp

ee

d to

re

su

lts)

Urgency and Relationship to EBITDA

(timeline, magnitude of change required, availability of resources and

impact on EBITDA)

INTERIM

MANAGEMENT

PERFORMANCE

IMPROVEMENT

TRADITIONAL

CONSULTING

LOW HIGH

ADVISORY

INTERIM

MANGEMENT

THE A&M

APPROACH

Urgency of problem

Complexity of solution

Criticality of measurable benefit

Degree of change required

Degree of client resource gap

Lack of knowledge transfer to

permanent employees

History of past success

A&M willing put fees at risk

Our approach to driving value for our clients is a hybrid of traditional consulting expertise

and problem solving with the hands-on implementation skills of interim management

19A&M Introduction | Aug 2021

Our Implementation Approach

Our integrated team approach encourages client team engagement, capabilities

development and long term ownership of successful implementation

Flexibility in resource deployment for maximum impact and optimal cost – options include:

▪ Implementation by joint teams where A&M takes on ownership of key initiatives and supports other areas

if required

▪ Taking on interim leadership roles (e.g. CEO, COO, CFO) as needed to drive transformation

▪ Provide oversight of implementation – progress tracking, resource coordination, problem-solving, etc. –

through Project Management Office

Active involvement of key stakeholders at all levels throughout engagement

Working alongside management to jointly develop tools, metrics, and implement processes

▪ On-site to facilitate regular dialogue with client team

▪ Leveraging A&M global specialist expertise as required

Sharing methodologies, toolkit and relevant experience throughout project

Training client team at all levels to provide confidence for ongoing implementation

20A&M Introduction | Aug 2021

Recent Performance Improvement Projects in Asia

Operational Assessment Performance Improvement Operational Restructuring

• Review of business to identify opportunities

and risks associated with:

o Business plan and operating metrics

o Cash and working capital management

o Operations

o Asset efficiency

• Financial and operational performance

improvement through:

o Revenue enhancement

o Cost optimization

o Reorganization

o Operation process efficiency

o Working capital efficiency

• Address liquidity concerns, stabilize operations

• Design / implement operational restructuring plans,

manage communications with stakeholders

• Crisis and interim management to help with

immediate staffing of critical senior management

positions

• Structure / negotiate optimal asset recovery deals

• Leading fitness equipment brand • Global fast fashion retailer in China • Chinese plantation and wood trading company

• Chinese furniture manufacturer • China leading sports apparel retailer • Chinese flooring, cabinet and veneer manufacturer

• Chinese restaurant chain • Mother and baby care retailer • Bathroom fittings manufacturer

• Precision components producer • B2B service company • Chinese restaurant chain

• Mother and baby care retailer • Global water filtration company • Global wind blade manufacturer

• US sourcing company • Chinese luxury auto dealership • US listed Chinese chemical manufacturer

• Marine equipment manufacturer • Global office supplies businesses • Chinese toy manufacturer

• Chinese fashion group • Chinese highway construction company • Automotive leather components supplier

• English language education institution • European apparel retailer • Ship manufacturer / commodity trader

• Jewelry manufacturing and retailing company • Healthcare services provider • European rubber conveyer belt manufacturer

• European semiconductor manufacturer • Agricultural processing company • US chemical tanks and catalyst bins provider

Asia Transaction Advisory Group

22A&M Introduction | Aug 2021

Asia Transaction Advisory Group Leadership Team

Why A&M Asia?

▪ Dedicated transactions services professionals from the Big 4 with in-

depth China and cross-border transaction experience.

▪ Comprehensive knowledge of investing environment in China and Asia

▪ Integrated approach to due diligence combines best in class financial,

tax and commercial due diligence with the firm’s world-class operational

expertise, enabling investors/purchasers, vendors, lenders or

shareholders to quickly achieve their investment objectives.

▪ Pricing flexibility to adopt deals abort/success fee arrangements.

▪ Deep sector expertise across a broad range of sectors and verticals.

▪ Free from audit based conflicts.

▪ Senior led teams

Xuong Liu

Managing Director

Transaction Advisory Group

• 20 years of experience

• Specializes in transaction services

including financial due diligence,

SPA assistance, closing balance

sheet and purchase price

adjustment reviews

Richard Chen

Managing Director

Transaction Advisory Group

• 15+ years of experience

• Specializes in buy-side and sell side financial

due diligence covering a wide range of sectors

including consumer goods and retail, industrial

products and services, transportation and

logistics, energy and resources, software and

services, and media

Financial Due Diligence Tax

▪ Drivers of historical revenue

and profitability

▪ Normalized EBITDA

▪ Net debt / working capital /

cash flows

▪ Identification of contingent /

off-balance sheet liabilities

▪ Robustness of balance sheet

▪ Related party transactions

▪ Tax due diligence review

▪ Tax structuring assistance, including

pre- and post-deal restructuring

planning

▪ Cash trap and repatriation analysis

▪ Indirect transfer tax analysis

▪ Transaction document assistance

▪ Tax model assumptions review

▪ Transfer pricing study and analysis

Yvette Chan

Managing Director

Transaction Tax

• 14 years of experience

• Specializes in China and Hong Kong

taxation with regard to tax due

diligence, tax modeling review,

transaction structuring and devising

tax efficient strategies

23A&M Introduction | Aug 2021

Over 250 Transaction Advisory professionals globally

19 Offices Globally – “Boots on the Ground” in:

DEDICATED GLOBAL

PRACTICE INTEGRATED DILIGENCE

APPROACH

DEDICATED INDUSTRY VERTICAL

AND SUBJECT MATTER EXPERTS

DEDICATED RELATIONSHIP

MANAGEMENT

Global Transaction Advisory Group Overview

Over 500 Global Transaction Advisory professionals focusing on

financial and tax due diligence inclusive of over 50 partners

All ex-Big Four CPA’s and chartered accountants

Integrated diligence approach

Deep industry and subject matter expertise

Presence in 25 offices globally – “Boots on the Ground” in:

▪ Nine United States locations

▪ Two Latin America locations

▪ Eight Europe locations

▪ Two India locations

▪ Four Asia locations

24A&M Introduction | Aug 2021

A&M Taxand: A Global Tax Practice

A GLOBAL ORGANIZATION OF TAX ADVISORS

▪ Our global tax practice and network provides high quality, integrated tax advice worldwide. Our tax

professionals, more than 500 tax partners and over 2,500 tax advisors in 50 countries - grasp both

the fine points of tax and the broader strategic implications, helping mitigate risk, manage tax burden

and drive business performance.

▪ Our firms share knowledge and provide clients with seamless access to tax advisers in countries

around the globe.

▪ We are independent, ensuring that clients adhere both to best practice and to tax law and that we

remain free from time consuming, audit based conflict checks. This enables us to deliver practical

advice, responsively.

▪ We are the largest provider of global tax services outside the Big Four.

A&M OFFERS A FULL SERVICE TAX PRACTICE

▪ We have over 40 Managing Directors and 220 professionals located in the U.S., the UK., Asia, and

Latin America.

▪ We provide tax advisory and compliance services throughout the full lifecycle of an organization to

mid-market, private equity funds, larger corporate, global clients without audit-based conflicts of

interest. Our services include:

Federal Tax State and Local International

Compensation and Benefits Research Credits and Incentives Mergers and Acquisitions

Transfer Pricing Sales and Use Private Client Services

25A&M Introduction | Aug 2021

Tax Capability throughout the M&A Lifecycle

TAX OFFERINGS

Funds formation • Design a tax effective fund and management structure

• Advise on carried interest

• Obtain applicable financial and tax incentives

• Review legal documents to ensure proper tax language is in place

• Advise on operational model to ensure the tax positions are supportable

Investment tax structureplanning

• Advise on pre-deal restructuring

• Design and advise on tax effective investment and financing structures

Tax due diligence • M&A tax due diligence

• Assistance in deal negotiation

• Review legal documents to ensure proper tax protection is obtained

• Assistance in building underwriting model and valuation

Post-deal integration • Post-deal tax improvement and risk management

• IP planning and supply chain management

• Post-deal restructuring advice and implementation

Exit planning • Vendor tax due diligence and assistance in deal negotiation

• Exit tax planning

• Regulatory, tax and foreign exchange compliance assistance

“We leverage insights cultivated through experience and deliver high value-added tax advisory

services on M&A transactions and business restructure activities”

Asia Financial Advisory

27A&M Introduction | Aug 2021

Asia Financial Advisory Leadership Team (1/2)

Ron Thompson

Managing Director

Hong Kong

• 30 years of experience in finance,

credit, special situation investment

and restructuring in Asia; previously

Chief Credit Officer of Standard

Chartered Bank with deep knowledge

of China credit market

• Multiple restructurings, operational

turnaround, special situation

investment across different industries

Tiffany Wong

Managing Director

Hong Kong

• 20+ years of experience in

restructuring and insolvency in

multiple jurisdictions

• Led various high profile onshore and

cross-border restructurings as the

administrator, provisional liquidator or

liquidator

Eddie Middleton

Managing Director

Hong Kong

• Long and distinguished career (20

year+) in the insolvency and

restructuring industry

• Former co-head of Houlihan Lokey’s

Asia Financial Restructuring Group

and head of KPMG China’s

Restructuring and Insolvency practice

James Hooper

Senior Director

Hong Kong

• 13+ years of financial restructuring

experience in Hong Kong, China,

Southeast Asia and Australia

• Extensive experience in business

reviews, developing and critiquing

business and restructuring plans

Kitty Yeung

Senior Director

Hong Kong

• More than 20 years experience in

different natures of insolvency and

restructuring engagements.

• Experienced appointment taker under

different jurisdiction

Carmen Yeung

Senior Director

Hong Kong

• 13 years of experience in both in-

court and out-of-court restructurings

across HK, China and Southeast Asia

• Worked on multiple restructurings in

China which involved discussion and

negotiation with onshore stakeholders

and coordination of creditors

committee

Weijing Li

Senior Director

Hong Kong and Shanghai

• Extensive experience in structured

finance, corporate finance and

financial restructuring with a China

focus

• Previously Head of Structured

Finance and Capital Market of a

state-owned AMC, well connected

with onshore and offshore Chinese

investment and banking community

Don Deng

Senior Advisor

Beijing

• 15+ years experience of onshore

financial restructuring, debt collection

and NPL investments

• Experienced in onshore relationship

management and due diligence in

complicated situation with significant

limitations

• Extensive experience in

steering/coordinating onshore

creditors committees and working

with administrators

Theodore Macri

Senior Advisor

Hong Kong

• Over 30 years of experience in

restructurings and turnarounds

globally as both an investor and

consultant

• Ex managing director of the the

Strategic Investment

Group/Distressed Products Group in

Deutsche Bank

Ben Hsiao

Senior Director

Shanghai

• 25+ years of commercial banking

experience, incorporating over 20

years engagement with non-

performing loan management and

corporate debt restructuring.

• Previously Head of Special Asset of

Standard Chartered Bank for 13

years.

28A&M Introduction | Aug 2021

Asia Financial Advisory Leadership Team (2/2)

Joshua Taylor

Managing Director

Singapore

• 20+ years of experience in corporate

restructuring and insolvency, practicing in

Singapore, Australia and the Cayman Islands.

• Managed the Judicial management of several

companies, in the shipping, healthcare sectors

• Formal insolvency appointments included a real

estate development in Indonesia, a Singapore

listed company and other irregular transactions

Charles Evans

Senior Director

Singapore / Indonesia

• 16+ years of experience in distressed investing,

restructuring and investment banking in Asia and

Australia, and has worked across several

industries

• Acted as Chief Restructuring Officer for

companies, including for a Singapore listed hotel

REIT with assets in the US

• Charles is conversant in Bahasa Indonesia

Steffi Thio

Senior Director

Singapore

• 20+ years of experience in credit approval and

portfolio management

• Has a successful track record of delivering risk

targets throughout macroeconomic cycles for

both loan loss and loan recoveries. Has worked

at Standard Chartered Bank, HSBC and GE.

• Approved credit facilities and managed a wide

range of credit portfolios, including a USD1.5b

commodity corporates portfolio, USD1.2b

alternative finance for consumer

Rajan

Director

Singapore

• 11+ years of experience assisting clients in

navigating through distressed situations and

realizing value from insolvent companies for the

benefit of creditors

• Led liquidations and investigations of many

companies in Singapore, including Obike Asia,

China Sinosteel, Serrano Holdings

Chew Ee Ling

Director

Singapore

• 21 years of experience in corporate restructuring

and insolvency, for public and private companies

in Singapore and China

• Also worked in China for 4 years with a Big-Four

firm. Involved in the first and successful debt

restructuring of two wholly owned subsidiaries of

a company listed in Taiwan under the new PRC

Enterprise Bankruptcy Law

Noviyanti Sari

Senior Manager

Singapore / Indonesia

• 9+ years of experience in corporate finance,

insolvency and investigations practice

• Contributed in many liquidation appointments,

including timber company involved in trade

finance fraud, construction company, car rental

company, shipping group, Indonesian F&B

company

• Fluent in English, Bahasa Indonesia and Bahasa

Malayu

Trisha Ng

Manager

Singapore

• 4+ years of experience in experience in

restructuring, corporate finance and

transaction advisory engagements

• Has contributed in several high profile

restructuring including listed Oil and gas

company Ezion, marine offshore ASL,

renewable energy company, engineering

services company Hiap Seng

Budi Mulyana

Senior Director

Indonesia

• 15+ years of experience in investment banking,

investment management, leveraged finance,

lease finance, turnaround and restructuring,

across a wide array of sectors

• Has raised bank financing and restructured debt

for numerous companies in Asia during his

tenure with Bear Stearns, DBS Bank, CVC

Capital and ORIX Corporation.

• Substantial experience in origination and

execution of LBO, Mezzanine financing and

bond issuance and exchange offer transactions

29A&M Introduction | Aug 2021

Scope Benefits

▪ Assess a company’s creditworthiness and provide an objective early view

to creditors during the early alert stage

▪ Complimentary independent opinions at early alert stage

▪ Form strategy before situation deteriorates

▪ Financial analysis of historical and current trading and cash flows

▪ Review of Management’s business and restructuring plans

▪ Review profitability and operational efficiency of business processes,

product portfolio, and routes to market

▪ Understand the current situation

▪ Fact based analysis to support development of options and

recommendations

▪ Immediate opportunities identified for implementation

▪ Determine cost reduction initiatives and identify other areas of operational

improvement, including working capital and cash flow

▪ Develop turnaround plan

▪ Identify implementation risks and develop mitigation measures

▪ Quickly identify and implement high impact opportunities for

EBITDA and cash flow improvement

▪ Bring in objective and comprehensive opinions and analysis

▪ Serve in an advisory or interim management capacity (CRO / CTO / CEO /

CFO) to drive execution of the turnaround plan

▪ Manage communications process with difference stakeholders

▪ Lead restructuring planning and administration, if needed

▪ Leadership, objectivity, and expertise required to achieve the

optimal outcome

▪ Reduced lead-time for implementing turnaround initiatives

▪ Mitigate negative effects of executive attrition

▪ Track performance and regularly report to Lenders

▪ Cash monitoring and/or management (if appropriate)

▪ Gain visibility of progress and outcome

▪ Allow early correction, if required

▪ Support lenders or company through discussions / negotiations in a

financial restructuring

▪ Evaluate various options and actively lobby to reach an agreement to

maximize overall value and which is equitable to all stakeholders

▪ Comprehensive financial analysis to facilitate negotiation and

support the lender group’s decision-making process

▪ Management of the lender group to reach consensus

▪ Identify key value drivers of the portfolio and recommend sale strategy

▪ Target the right investors

▪ Design a tailored and tightly run sale process

▪ Leverage A&M’s deep relationship with global investor

community

▪ Minimize execution risk through identifying and addressing key

deal issues up front

▪ Act as court-appointed liquidator or receiver to wind down business,

realize value in assets and make distribution to creditors

▪ Often as last resort to pursue recovery for creditors where

rescue is not feasible

▪ Value preservation in case of a provisional liquidation in common

law jurisdictions

Financial Advisory Services

Independent

Business

Review

Turnaround

Advisory

Turnaround

Execution

Ongoing

Monitoring

Financial

Restructuring

Loan / Portfolio Sales

2

3

4

5

6

7

Preliminary

Credit Review

1

Formal Insolvency Approach

8

30A&M Introduction | Aug 2021

Corporate Finance Advisory

Loan/Portfolio Sales

• Integrated into every Corporate Restructuring assessment

• Identifying capital needs and accessibility throughout the corporate recovery and performance improvement timeline

o Provides targeted solutions to improve performance and avoid the need for a restructuring

o Practical and actionable advice regarding non-core asset sales

o Identifies capital necessary to improve the chances of a successful normalization of operations and turnaround

o Recommends near term opportunities for post-restructuring debt or equity capital to enhance performance of the reorganized company

• Provides discreet access to targeted local, regional and international specialty capital providers

• SFC Registered entity

• Interests are aligned to identify the best capital option for the needs of the borrower

• Team includes professionals from international banks, hedge funds, and private equity experienced in turnaround and special situations underwriting

Asia Disputes and Investigations

32A&M Introduction | Aug 2021

Asia Disputes and Investigations Leadership Team (1/2)

Keith Williamson

Managing Director & Head of Disputes

and Investigations, Hong Kong

• 20+ years of forensic and

investigative accounting experience

• Specialises in investigations of fraud,

corruption (US FCPA/UK Bribery Act)

and regulatory issues, asset tracing

and recovery, and litigation support.

Davin Teo

Managing Director

Hong Kong

• 20+ years experience in forensic

technology, digital investigations and

electronic-discovery matters.

Chris Fordham

Managing Director

Hong Kong

• 20+ years in forensic investigations,

financial crime, regulatory,

insolvency and restructuring matters

Trevor Dick

Managing Director

Hong Kong

• 20+ years in expert accounting

testimony for contentious matters

on business interruption claims,

investor disputes, business

valuations and financial

investigations

Jacky Lo

Senior Director

Hong Kong

• 13 years of experience in forensic

accounting, statutory auditing,

employee misfeasance, fraud risk

assessments, anti-bribery & corruption

risk assessments and quantum dispute

resolutions

Shannon Tong

Senior Director

Hong Kong

• 18+ years in forensic investigative,

expert witness and litigation

support. Specialises in commercial

fraud, shareholder and joint venture

disputes, loss of profit claims, asset

tracing and matrimonial matters.

Irene Siu

Senior Director

Hong Kong

• 20+ years of forensic accounting, expert

witness and litigation support

• Specialises in fraud investigation, asset

and fund flow tracing, fraud risk

assessments, damages and quantum

assessments, shareholders and family

disputes, matrimonial disputes

Frankie Leung

Managing Director

Shanghai / Hong Kong

• 20+ years in forensic accounting

and investigation matters, FCPA

reviews, and compliance

assessments

33A&M Introduction | Aug 2021

Asia Disputes and Investigations Leadership Team (2/2)

Alice Cheung

Director

Hong Kong

• 14 years forensic and investigation experience,

including 4 years AML experience with BlackRock

and Standard Chartered Bank

• Specialises in investigations of fraud, bribery and

corruption (FCPA/UK Bribery Act), AML and

sanctions review, financial crime compliance

review and institutional risk assessment

Matt Lan

Director

Hong Kong

• 15+ years experience in eDiscovery for

litigation or investigation and large-scale

public commission of inquiry

Jay Kim

Director

Hong Kong

• 14+ years experience in data analytics for

investigations and litigation matters

• Expertise in developing data visualizations,

data warehouse solutions and management

reporting

Eden Chen

Senior Director

Hong Kong

• 8+ years experience in digital investigations

and electronic discovery matters

• Expertise in fraud investigations, misconduct

investigations, intellectual property theft

investigations, dispute matters, and data

recovery in China

Kiyoung Nam

Director

Hong Kong

• 8+ years experience in litigation support

and investigations

• Expertise in eDiscovery project

management for cross-border litigations,

international arbitrations, and corporate

investigations in Korea

Henry Chambers

Senior Director

Hong Kong

• 8+ years of experience in forensic accounting

and investigation assignments

• Specialises in fraud investigations, accounting

misstatement, damages calculation and

breach of contract disputes

34A&M Introduction | Aug 2021

Disputes and Investigations Practice

We confront your challenges, protect your interests and provide you with solutions that

bring long-term value

▪ A diverse group of seasoned experts in major markets and

financial centres throughout the world

▪ Preeminent financial, accounting, economic, regulatory,

industry and technical experience

▪ Deep skills and experience in litigation consulting,

business investigations, accounting crises, forensic

technology, and expert testimony

▪ Unique ability to articulate complex findings in a clear and

meaningful manner

OUR EXPERTISE

▪ Disputes

▪ Investigations

▪ Compliance and Anti-corruption

▪ Forensic Technology

▪ Applied Data Analytics

▪ Cyber Risk Services

▪ Financial Crimes and Investigations

OUR TEAM

▪ Certified Public Accountants / Certified

Management Accountants / Chartered

Accountants /

Forensic CPAs

▪ Certified Fraud Examiners

▪ Chartered Financial Analysts

▪ Certified Anti-Money Laundering

Specialists (CAMS)

▪ PhD economists

▪ Forensic technology specialists

▪ Valuation professionals

▪ Banking and securities professionals

▪ Former Big Four partners and staff

▪ Former C-Suite executives

▪ Former SEC, CFTC, Financial Conduct

Authority / Prudential Regulatory

Authority and Office of the Comptroller of

the Currency professionals

▪ Former Military Officers and Federal

Special Agents

▪ Federal Prosecutors

A&M’s Disputes

and Investigations

professionals draw

on their deep skills

and experience in

litigation

consulting,

business

investigations,

forensic

technology and

expert testimony

to provide clients

with the solutions

they seek to

achieve their

goals.

35A&M Introduction | Aug 2021

Disputes Expertise

We help resolve complex matters posing a threat and disruption to normal operations

when your bottom line and reputation are at risk

Purchase Price

Disputes

▪ Calculating economic

damages

▪ Determining the value of

stock options and other

financial instruments

▪ Calculating damages in

antitrust matters

▪ Business valuation

▪ IP valuation

▪ Analysis of class action

claims

▪ Analysis of property value

diminution (PVD) claims

including regression and

sales trend analyses

▪ Valuing contaminated

property

▪ Reviewing opposing

experts’ reports and

preparing rebuttal reports

▪ Providing expert witness

testimony

Damages Calculation

and ValuationBusiness Interruption

International

Arbitration

Real Estate and

Environmental

Economics

▪ Preparing the closing

balance sheet or earn-out

statement

▪ Identifying or defending

potential objections to the

closing balance sheet or

earn-out statement

▪ Negotiating the post-closing

adjustment

▪ Serving as an arbitrator

▪ Preparing arbitration

submissions

▪ Contract compliance

▪ Providing expert testimony

in the related arbitration

or trial

▪ Advising clients in the

preparation and review

of claims

▪ Objectively measuring

losses and other potentially

disputed financial measures

▪ Assisting to maximize

insurance and

governmental recoveries

▪ Serving on appraisal panels

▪ Providing expert testimony

as applicable

▪ Preparing discovery

requests

▪ Preparing damages

calculations and expert

reports

▪ Reviewing opposing

experts’ reports and

preparing rebuttal reports

▪ Providing expert testimony

▪ Serving as special masters

▪ Serving on arbitration

panels

▪ Environmental insurance

claims

▪ Property value diminution

claims

▪ Analysis of class action

certification issues

▪ Remediation cost allocation

claims

▪ Regulatory fines and

penalties – EPA BEN and

ABEL models

▪ Wrongful death, personal

injury and medical

monitoring claims

▪ Estimation of toxic tort

liabilities – Asbestos,

Silicosis, CWP, etc.

▪ Natural resource damage

claims

▪ Settlement structure

development and analyses

▪ Settlement administration

36A&M Introduction | Aug 2021

Investigations and Forensic Accounting

We confront your challenges, protect your interests and provide you with solutions that

bring long-term value to help resolve complex matters posing a threat and disruption to

normal operations

Independent Investigations

Working together with an organization’s external counsel or board of directors, our experts interview key employees, analyze accounting records and policies to identify key issues and assess the impact of litigation, compliance with regulations, valuation and solvency related issues

Reporting

Our team is experienced in interacting with regulators, external auditors during an investigation and presenting our findings to boards of directors, special committees and management.

Investigation Services• Accounting Irregularities

• Asset Tracing and Recovery

• Bankruptcy Fraud

• Bribery Laws

• Embezzlement of Funds

Forensic Accounting Services• Accounting Reconstruction

• Audit Preparation

• Complex Accounting and Reporting Issues

• Financial Restatements

• Purchase Price Disputes

• Diversity and Inclusion policy assessment

• FCPA Compliance

• Receiverships and Monitoring

• Regulatory Compliance and Enforcement

• Securities Matters

• Tax Controversy

• White Collar Crime / Criminal Allegations

Forensic Accounting Expertise

▪ We assist outside Counsel, Boards of Directors, Audit

Committees, Special Committees, Fiduciaries

(Examiners, Monitors, Trustees) and Management of

Private and Public Companies

▪ Preeminent financial, accounting, economic, regulatory,

industry and technical experience

▪ Deep skills and experience in litigation consulting,

business investigations, accounting crises, forensic

technology, and expert testimony

▪ Unique ability to articulate complex findings in a clear and

meaningful manner

A&M’s Investigation Service

Forensic Accounting

Our experts perform large complex investigations and apply relevant authoritative standards in determining if an organization’s financial reporting may be inaccurate or misleading.

37A&M Introduction | Aug 2021

Our Team’s Role Across the Life of an Investigation

A&M investigations are characterized by a surgical approach to scope development and

project execution with a focus on efficiency of work and a targeted approach

Investigation Lifecycle

▪ Collaborative, commercial and reasonable

approach to development of project scope

▪ Identify and target red flags to hone in on

suspected unusual or fraudulent activity

(if relevant)

▪ Focused document collection review on the

points at issue

▪ Use of internal corporate information sources,

internal systems data and publicly available

information, including social media reviews

if relevant

▪ Conducting interviews of people in multiple

languages

▪ Expert data-mining and use of technology to

interrogate systems and achieve targeted and

efficient retrieval of data

▪ Use of A&M industry experts where beneficial

to provide a detailed understanding of

situations under review

Information Gathering Information Analysis Reporting of Findings

▪ Ongoing re-evaluation of strategy and

consideration of scope based on interim

findings (i.e. adapt continuously)

▪ Link key facts and documents to evaluate,

support or refute suspicions or allegations

▪ Where appropriate, conduct pattern analysis to

identify accounting or other irregularities and

the assessment of impact on

financial statements

▪ Understanding and communicating

ramifications of issues arising within the

context of the investigation – and liaison with

legal / regulatory experts (if needed)

▪ Tracing of misappropriated assets through

analysis of complex financial and

economic data

▪ Collaboratively working with in-house teams

with continuous informal communication

of progress

▪ Articulating findings quickly in clear, concise

language that is easily understood by all

parties

▪ Presenting to senior management or other key

stakeholders on findings

▪ Preparing detailed written reports when

required

▪ Assistance in assessing the need and scale of

potential accounting restatements whilst

working with requirements of external auditors

▪ Identifying areas in need of remediation,

recommending preventative controls, and

assisting in implementation

▪ Making assessments of culpability, where

relevant and providing calculations of quantum

of loss or damage

▪ Written and oral testimony in legal proceedings

where required

38A&M Introduction | Aug 2021

Compliance and Anti-Corruption Expertise

The cost of non-compliance has never been higher and the risks have never been greater.

Safeguarding your operations and reputation is our top priority. Providing the effective corruption

controls frameworks you need, from our professionals who know what it takes to comply

Anti-corruption

consulting

Compliance and

monitoring

Financial crimes

and anti-money

laundering

We work with leadership and line managers to satisfy regulatory

agencies’ demands. Our professionals are experienced in

serving as independent monitors, assisting monitors to fulfill

their responsibilities and helping companies respond to

a monitor.

Given the multijurisdictional nature of anti-corruption violations

and investigations, A&M’s global team leads internal

investigations designed to strengthen systems that

promote compliance.

We address the challenges associated with Bank Secrecy Act

(BSA) / anti-money laundering (AML) compliance. We navigate

compliance risk management and AML remediation projects.

OUR SERVICES

▪ Evaluate compliance with anti-corruption provisions

of the FCPA, UK Bribery Act and other statutes

▪ Assist with SEC / DOJ and other regulatory and law

enforcement inquiries (and experience working with,

and presenting to, the SEC, DOJ, U.K.

Serious Fraud Office and other international

regulatory bodies)

▪ Identify, assess and remediate internal control

weaknesses and provide technical accounting

services

▪ Investigate alleged violations through our forensic

accounting, forensic technology and corporate

intelligence services

▪ Complete in-country corruption audits of business

units, joint venture partners and third parties

▪ Conduct third-party due diligence on vendors, agents

and intermediaries

▪ Investigate allegations made by employees,

whistleblowers and government agencies

▪ Respond to regulatory consent orders to

provide structure and support for the project

management office

▪ Analyze, manage and execute historical

transaction reviews

39A&M Introduction | Aug 2021

Forensic Technology Services

We are skilled in the most advanced tools and techniques to quickly and accurately

identify, analyze and interpret large volumes of information

A&M’s forensic technology expertise:

Experts

Combining Forensics

Expertise with Industry

Experience

Procedures

Auditable, Repeatable

and Defensible

Technology

Industry Leading

Technology

Bespoke solutions to fit your needs.

Since every case is unique, our team includes

senior forensic technologists, information security

specialists and investigators who bring expertise

in computer science and information systems and

an appreciation of how technology is best utilized.

We offer a range of centralized processing and

hosting solutions around the world, as well as

“field kits” to ensure your short and long-term

requirements are met. We meet your key

business objectives by managing the security,

confidentiality, integrity and availability of

electronic information.

Our experts also have significant experience

testifying and presenting expert evidence. We use

our findings to generate comprehensive reports

for investigations, regulatory enquiries and

dispute related matters.

Data Analytics

Leveraging data to enable insightful decision-making and business transparency

Electronic Disclosure/Discovery

Ensuring the defensible satisfaction of our clients’ preservation and discovery obligations

Digital Investigations

Defensibly tracing the digital footprints of internal and external threats

Cyber Risk Services

Protecting the privacy of your customers and your intellectual property

40A&M Introduction | Aug 2021

Disputes and Investigations – Industry Recognition

Our Disputes and Investigations team has been recognized by numerous publications as being

leading experts across a variety of fields of service related to disputes, litigation and investigations

WWL 2020:

✓ Arbitration

✓ Asset Recovery

✓ Consulting Experts

✓ Data

✓ Digital & Data – eDiscovery &

Digital Forensics

✓ Energy

✓ Financial Advisory & Valuation

✓ Forensic Accounting

✓ Investigations

✓ Litigation

WWL Thought Leaders 2020:

✓ Arbitration

✓ Global Elite

✓ Global Investigations

WWL Countries 2020:

✓ Canada

✓ France

✓ Germany

Chambers and Partners 2020:

✓ Forensic Accounting

Chambers and Partners 2020:

Band One:

✓ eDiscovery (UK)

✓ Forensic Accounting (UK)

Band Two:

✓ Economic Analysis (Global)

2020 Global Investigations Review 100:

✓ Top 100 Firm for Cross-Border Investigations

2020 Global Arbitration Review 100:

✓ Power Index Top 10

Practice-wide recognition Individual expert recognition

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Alvarez & Marsal Holdings, LLC. All rights reserved. ALVAREZ & MARSAL®,