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EMERGING MARKETS DUE DILIGENCE, POST INVESTMENT, AND
CAPITAL PLACEMENT SERVICES



   EMERGING MARKETS DUE DILIGENCE AND ADVISORY
          Emerging markets are increasingly becoming a MUST for all but the most
   locally committed financial institutional investors:


         Higher                                       Favorable            Better overall       Emerging
                               Better
         Growth                                         trade                business            markets
                             debt ratios
          Rates                                         flows              fundamentals       opportunities


          Take Brazil for example. In addition to being a net exporter of energy, it has
   recently discovered some of the largest deepwater oil fields in the world.

         To be able to take advantage of the emerging markets opportunities, it is
   necessary to overcome the challenge of knowing how to navigate through the country
   or countries you’re investing in.


                                                          Capital
                                                       Requirements

                                                                      International
                                           FDI Laws
                                                                        Taxation




                                   Accurate
                                  Investment            Challenges              Treaties
                                 Information




         Lombard Global’s Emerging Markets Due Diligence and Advisory Services are
   the most unique and comprehensive of their kind globally. Our lead professionals:

            Average 25 years of global high-level business experience.
            Reside in the country of investment.
            Have lived and worked for multinationals, the Big Four, global banks, and
            consulting firms in the West.
            Have impeccable communications skills.

         Because of their often elite local status, they not only know the rules of the
   game in their respective countries, they also know the players of the game. Make no
   mistake,

           This combination of global and local knowledge and experience is the clear
            differentiator between emerging market investment success and failure.


  For more information or a confidential introduction to one or more of our emerging market teams, feel free to contact:

                                   William Billeaud, President of Lombard Global, Inc.
                                             Email: bill@lombardglobal.com
                                         Phone at 888-666-8204 or 214-675-5539
2


        From a detailed financial perspective, we analyze quality of earnings and
 working capital requirements through financial statements, independent auditor work
 papers, and on-site discussions with executive management, suppliers, and
 customers. Using a focused and customized approach, we rapidly identify and
 understand potential deal breakers, value drivers, and other areas of specific interest
 to our clients.

 Our Financial Due Diligence services include:

         Assess the target's quality of earnings.
              o Identification of overly aggressive accounting policies.
              o Assessment of the adequacy of judgmental accounts.
              o GAAP and/or local accounting and SEC reporting compliance.
         Analyze cash flows.
              o e.g., working capital changes, capital expenditures, etc.
         Review on and off balance sheet assets and liabilities.
         Identify key business drivers, trends in profitability, and significant
         concentrations of risk.
         Evaluate management's forecast.
         Conduct comprehensive discussions with key parties.
         Perform both buy-side and sell-side due diligence.

 EMERGING MARKET PLACEMENT AGENTS

          Our in-country professionals:

           •Have relationships with institutions, including insurance companies and sovereign wealth funds
     1

           •Have key ties with family funds and high net worth individuals
     2

           •Know the vast majority of private equity, venture capital, and investment management firms; if partnering
     3      is a viable option for you

           •Are FINRA registered through our GT Securities broker-dealer partnership (Growthink) out of Los Angeles
     4

           •Retain and adhere to a code of conduct which is uniquely client-centric and “by the book”
     5



                                                 Consequently,

            We provide a complete solution for those investors who are seeking
                           capital in addition to advisory work.




For more information or a confidential introduction to one or more of our emerging market teams, feel free to contact:

                                  William Billeaud, President of Lombard Global, Inc.
                                            Email: bill@lombardglobal.com
                                        Phone at 888-666-8204 or 214-675-5539
3


 POST-INVESTMENT MONITORING AND MANAGEMENT SERVICES

       After the transaction has closed, especially in emerging markets, an investor
 needs to know that:

         Its investments are operating at optimal productivity and efficiency.
         All rules of corporate governance are being followed accordingly.

        There is an increasing need to take more robust, proactive yet culturally
 sensitive or discreet actions in respect of multi-million dollar investments to support
 standard asset management processes. This is particularly true for fund managers
 that have raised funds from institutional investors (such as pension funds and
 government-linked investors), who are now expecting and demanding far higher levels
 of integrity in their investments, more transparency, and greater investor security.

         A private equity or venture capital investor typically:

         Has some form of audit rights.
         Theoretical access to “the books”.
         A seat on the board of directors of the investee company.

         In reality, investors typically:

         Have limited real access to relevant information.
         Are informed early only of positive news.
         Have limited access to negative information, which is often withheld or
         massaged.

      Lombard Global’s Monitoring and Reporting services assist investors by
    monitoring potential investment risks in less transparent emerging markets.

        On the other hand, the value of the investment itself could be jeopardized if the
 investor employs methods or actions which are perceived by the emerging market
 investee to be overbearing, untrusting, or disrespectful. Therefore, we believe that
 it’s imperative for each investment monitoring strategy to be viewed
 independently; that country culture, regional culture, and individual corporate
 culture is taken into consideration. For example, Brazil is going to require a different
 approach than India or China. Different states within Brazil are going to require
 different approaches and a private equity manufacturing firm will need to be treated
 differently than a technology venture capital firm.

        Lombard’s differentiator is that we are emerging market experts. Although
 we will employ leading forensic auditors and ex-governmental investigation agents
 when necessary, we won’t apply a blanket offering approach. A blanket offering could
 end up being perceived as culturally insensitive and, therefore, cost you substantially
 more in the long run. Since our services are typically customized, an outline
 description would be composed of the following:


For more information or a confidential introduction to one or more of our emerging market teams, feel free to contact:

                                 William Billeaud, President of Lombard Global, Inc.
                                           Email: bill@lombardglobal.com
                                       Phone at 888-666-8204 or 214-675-5539
4


 MONITORING AND REPORTING

       There are two key facets to the process that offer investors flexibility and
 reassurance:

          On-going discreet business intelligence monitoring and regular reporting on
          the investment – including the key people and the entities involved.
          Focused, discreet, and customized investigations to clarify specific issues of
          concern or potential concern regarding the investment as issues are uncovered;
          either during regular post investment monitoring process or arising from the
          investor’s own monitoring of the investment.

       The key points of inquiry during post investment monitoring are client and/or
 investment-specific, but most frequently cover:

          Changes to the corporate structure.
          Reputational issues with associated entities (e.g. vendors, suppliers,
          competitors, trade bodies, etc).
          The business interests of the key principals.
          Litigation involving the company or associated individuals.
          Pertinent labor issues.
          Bribery or corruption-related concerns.
          Regulatory issues that could impact the investment.
          Environmental or social compliance issues.




 BUSINESS MANAGEMENT ADVISORY

        Our approach to Business Management Advisory is also highly customizable.
 Our approach consists of a combination of the following actions, which will all
 contribute towards the success of your investment portfolio.




                                         Address shortcomings with
        Track company’s progress                                              Mentor the investee
                                                  investee




                                                                            Help with critical decisions
       Provide senior management                                             such as replacement of
                                           Introduce follow-on and
          alternative financing                                            founder, board member, or
                                                 exit partners
                 options                                                    termination of company's
                                                                                   operations




For more information or a confidential introduction to one or more of our emerging market teams, feel free to contact:

                                 William Billeaud, President of Lombard Global, Inc.
                                           Email: bill@lombardglobal.com
                                       Phone at 888-666-8204 or 214-675-5539
5


        Research shows, however, that it is not a foregone conclusion that an intensive
 “hands-on” blanket approach must be employed to all investees. Well-developed
 processes and procedures and mutual trust can create a successful “hands-off”
 approach. In fact, mutual trust is one of the most vital elements in successful “hands-
 off” post-investment relationship building, but achieving this requires careful and
 considered nurturing. Moreover, because “hands-on” involvement can be expensive in
 terms of investor management resources and against the stated investor policy,
 investor-investee relationships could suffer as a result. On the other hand, a “hands-
 off” approach might require that more compensation is offered to board members to
 guarantee consistent involvement and results.


           Lombard Global uses analytics, proven processes and procedures and
    creativity to develop a customized Business Management solution which will
                        maximize your long-term investment.




For more information or a confidential introduction to one or more of our emerging market teams, feel free to contact:

                                 William Billeaud, President of Lombard Global, Inc.
                                           Email: bill@lombardglobal.com
                                       Phone at 888-666-8204 or 214-675-5539

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Emerging Markets Transaction Advisory Services

  • 1. EMERGING MARKETS DUE DILIGENCE, POST INVESTMENT, AND CAPITAL PLACEMENT SERVICES EMERGING MARKETS DUE DILIGENCE AND ADVISORY Emerging markets are increasingly becoming a MUST for all but the most locally committed financial institutional investors: Higher Favorable Better overall Emerging Better Growth trade business markets debt ratios Rates flows fundamentals opportunities Take Brazil for example. In addition to being a net exporter of energy, it has recently discovered some of the largest deepwater oil fields in the world. To be able to take advantage of the emerging markets opportunities, it is necessary to overcome the challenge of knowing how to navigate through the country or countries you’re investing in. Capital Requirements International FDI Laws Taxation Accurate Investment Challenges Treaties Information Lombard Global’s Emerging Markets Due Diligence and Advisory Services are the most unique and comprehensive of their kind globally. Our lead professionals: Average 25 years of global high-level business experience. Reside in the country of investment. Have lived and worked for multinationals, the Big Four, global banks, and consulting firms in the West. Have impeccable communications skills. Because of their often elite local status, they not only know the rules of the game in their respective countries, they also know the players of the game. Make no mistake, This combination of global and local knowledge and experience is the clear differentiator between emerging market investment success and failure. For more information or a confidential introduction to one or more of our emerging market teams, feel free to contact: William Billeaud, President of Lombard Global, Inc. Email: bill@lombardglobal.com Phone at 888-666-8204 or 214-675-5539
  • 2. 2 From a detailed financial perspective, we analyze quality of earnings and working capital requirements through financial statements, independent auditor work papers, and on-site discussions with executive management, suppliers, and customers. Using a focused and customized approach, we rapidly identify and understand potential deal breakers, value drivers, and other areas of specific interest to our clients. Our Financial Due Diligence services include: Assess the target's quality of earnings. o Identification of overly aggressive accounting policies. o Assessment of the adequacy of judgmental accounts. o GAAP and/or local accounting and SEC reporting compliance. Analyze cash flows. o e.g., working capital changes, capital expenditures, etc. Review on and off balance sheet assets and liabilities. Identify key business drivers, trends in profitability, and significant concentrations of risk. Evaluate management's forecast. Conduct comprehensive discussions with key parties. Perform both buy-side and sell-side due diligence. EMERGING MARKET PLACEMENT AGENTS Our in-country professionals: •Have relationships with institutions, including insurance companies and sovereign wealth funds 1 •Have key ties with family funds and high net worth individuals 2 •Know the vast majority of private equity, venture capital, and investment management firms; if partnering 3 is a viable option for you •Are FINRA registered through our GT Securities broker-dealer partnership (Growthink) out of Los Angeles 4 •Retain and adhere to a code of conduct which is uniquely client-centric and “by the book” 5 Consequently, We provide a complete solution for those investors who are seeking capital in addition to advisory work. For more information or a confidential introduction to one or more of our emerging market teams, feel free to contact: William Billeaud, President of Lombard Global, Inc. Email: bill@lombardglobal.com Phone at 888-666-8204 or 214-675-5539
  • 3. 3 POST-INVESTMENT MONITORING AND MANAGEMENT SERVICES After the transaction has closed, especially in emerging markets, an investor needs to know that: Its investments are operating at optimal productivity and efficiency. All rules of corporate governance are being followed accordingly. There is an increasing need to take more robust, proactive yet culturally sensitive or discreet actions in respect of multi-million dollar investments to support standard asset management processes. This is particularly true for fund managers that have raised funds from institutional investors (such as pension funds and government-linked investors), who are now expecting and demanding far higher levels of integrity in their investments, more transparency, and greater investor security. A private equity or venture capital investor typically: Has some form of audit rights. Theoretical access to “the books”. A seat on the board of directors of the investee company. In reality, investors typically: Have limited real access to relevant information. Are informed early only of positive news. Have limited access to negative information, which is often withheld or massaged. Lombard Global’s Monitoring and Reporting services assist investors by monitoring potential investment risks in less transparent emerging markets. On the other hand, the value of the investment itself could be jeopardized if the investor employs methods or actions which are perceived by the emerging market investee to be overbearing, untrusting, or disrespectful. Therefore, we believe that it’s imperative for each investment monitoring strategy to be viewed independently; that country culture, regional culture, and individual corporate culture is taken into consideration. For example, Brazil is going to require a different approach than India or China. Different states within Brazil are going to require different approaches and a private equity manufacturing firm will need to be treated differently than a technology venture capital firm. Lombard’s differentiator is that we are emerging market experts. Although we will employ leading forensic auditors and ex-governmental investigation agents when necessary, we won’t apply a blanket offering approach. A blanket offering could end up being perceived as culturally insensitive and, therefore, cost you substantially more in the long run. Since our services are typically customized, an outline description would be composed of the following: For more information or a confidential introduction to one or more of our emerging market teams, feel free to contact: William Billeaud, President of Lombard Global, Inc. Email: bill@lombardglobal.com Phone at 888-666-8204 or 214-675-5539
  • 4. 4 MONITORING AND REPORTING There are two key facets to the process that offer investors flexibility and reassurance: On-going discreet business intelligence monitoring and regular reporting on the investment – including the key people and the entities involved. Focused, discreet, and customized investigations to clarify specific issues of concern or potential concern regarding the investment as issues are uncovered; either during regular post investment monitoring process or arising from the investor’s own monitoring of the investment. The key points of inquiry during post investment monitoring are client and/or investment-specific, but most frequently cover: Changes to the corporate structure. Reputational issues with associated entities (e.g. vendors, suppliers, competitors, trade bodies, etc). The business interests of the key principals. Litigation involving the company or associated individuals. Pertinent labor issues. Bribery or corruption-related concerns. Regulatory issues that could impact the investment. Environmental or social compliance issues. BUSINESS MANAGEMENT ADVISORY Our approach to Business Management Advisory is also highly customizable. Our approach consists of a combination of the following actions, which will all contribute towards the success of your investment portfolio. Address shortcomings with Track company’s progress Mentor the investee investee Help with critical decisions Provide senior management such as replacement of Introduce follow-on and alternative financing founder, board member, or exit partners options termination of company's operations For more information or a confidential introduction to one or more of our emerging market teams, feel free to contact: William Billeaud, President of Lombard Global, Inc. Email: bill@lombardglobal.com Phone at 888-666-8204 or 214-675-5539
  • 5. 5 Research shows, however, that it is not a foregone conclusion that an intensive “hands-on” blanket approach must be employed to all investees. Well-developed processes and procedures and mutual trust can create a successful “hands-off” approach. In fact, mutual trust is one of the most vital elements in successful “hands- off” post-investment relationship building, but achieving this requires careful and considered nurturing. Moreover, because “hands-on” involvement can be expensive in terms of investor management resources and against the stated investor policy, investor-investee relationships could suffer as a result. On the other hand, a “hands- off” approach might require that more compensation is offered to board members to guarantee consistent involvement and results. Lombard Global uses analytics, proven processes and procedures and creativity to develop a customized Business Management solution which will maximize your long-term investment. For more information or a confidential introduction to one or more of our emerging market teams, feel free to contact: William Billeaud, President of Lombard Global, Inc. Email: bill@lombardglobal.com Phone at 888-666-8204 or 214-675-5539