Chicago Booth Private Equity...

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1Chicago Booth Private Equity Conference

Chicago Booth Private Equity Conference2

As the preferred consulting partner for several leading PE firms worldwide, BCG provides a full spectrum of services covering the entire PE value chain from focused due diligence assignments to transformative profit improvement programs for their portfolio companies.

Our core PE team works extremely closely with experts from our functional and industry practice areas with over 5,600 professionals. BCG is a private company with 74 offices in 42 countries. For more information, please visit bcg.com.

For the second consecutive year, BCG has been ranked number two overall on Fortune magazine’s list of the “100 Best Companies to Work For.”

Please contact:

Thomas Lutz Senior Partner Leader of the PE practice in the Americas [email protected] 214-849-1520

Carl RutsteinSenior PartnerLeader of the PE practice in the [email protected]

3Chicago Booth Private Equity Conference

11th AnnualBeecken Petty O’Keefe & CompanyPrivate Equity ConferenceExpanding Private Equity beyond Traditional Models

Friday, February 24, 2012InterContinental Chicago

Polsky Center forEntrepreneurship

The University of ChicagoBooth School of Business5807 S. Woodlawn Ave.Chicago, IL 60637773.834.4525ChicagoBooth.edu/entrepreneurship

Steven Kaplan Faculty Director; Neubauer Family Distinguished Service Professor of Entrepreneurship and Finance

Ellen Rudnick, ’73Executive Director; Clinical Professor of Entrepreneurship

Linda DarraghDirector of Entrepreneurship Programs; Clinical Associate Professor of Entrepreneurship

Starr MarcelloDirector of Operations

Tracey KellerAssociate Director, Marketing, Communications, and External Relations

Erika MercerAssociate Director

Jonathan AllanAssociate Director, Innovation Programs

Tom AnconaAssociate Director, Entrepreneurship and Angel Investor Programs

Hannah WilliamsProgram Manager

Mary Kay LoncarOffi ce Manager

© 2012 The University of Chicago Booth School of Business. All rights reserved.

Printed by AlphaGraphics1017 West Washington Blvd.Chicago, Illinois 60607

Agenda

Time

8:00–9:00 a.m.

9:05–9:15 a.m.

9:15–10:05 a.m.

10:20-11:10 a.m.

11:25–12:15 p.m.

12:15–12:45 p.m.

12:45–1:35 p.m.

1:50–2:40 p.m.

2:55–3:45 p.m.

3:45–5:45 p.m.

Event

Registration & Networking Breakfast

Welcome & IntroductionsTim Sheehan, Beecken Petty O’Keefe & Company

Morning KeynoteSteven Taslitz, Sterling Partners

Concurrent PanelsNew Ways of Finding Value

Sponsored by Winston & Strawn

Alternatives to Traditional Exit Strategies

Sponsored by McDermott Will & Emery

Concurrent PanelsDue Diligence and the 100 Day Plan

Sponsored by The Boston Consulting Group

Active Ownership: Keys to Success in a New

Economic Environment

Sponsored by Ernst & Young

Lunch

Lunch KeynoteGlenn Hutchins, Silver Lake

Afternoon PanelFundraising: A New Paradigm

Sponsored by Kirkland & Ellis

Afternoon KeynoteJeff Burgis, Adams Street Partners

Networking Cocktail Reception

Location

Empire Ballroom,

7th Floor

Grand Ballroom,

7th Floor

Grand Ballroom,

7th Floor

Renaissance

Ballroom, 5th Floor

Exchange Ballroom,

11th Floor

Renaissance

Ballroom, 5th Floor

Exchange Ballroom,

11th Floor

Grand Ballroom,

7th Floor

Grand Ballroom,

7th Floor

Grand Ballroom,

7th Floor

Grand Ballroom,

7th Floor

Empire Ballroom,

7th Floor

Chicago Booth Private Equity Conference4

Boston Brussels Chicago Düsseldorf Houston London Los Angeles Miami Milan Munich New York

Orange County Paris Rome Silicon Valley Washington, D.C.

Strategic alliance with MWE China Law Offices (Shanghai)

McDermott Will & Emery conducts its practice through separate legal entities in each of the countries where it has offices. This communication may be considered

attorney advertising. Previous results are not a guarantee of future outcome.

www.mwe.com

We know your business, we know your industry. McDermott Will & Emery is proud to support The University of Chicago’s Booth School of

Business. We are honored to sponsor the 11th Annual Private Equity Conference.

McDermott is a leading international firm, with 1,000 lawyers across 16 offices worldwide.

Recognized nationally, our private equity lawyers pride themselves on acting as trusted

advisors to the private equity community.

5Chicago Booth Private Equity Conference

Dear Conference Attendees,

The Private Equity Group and the Polsky Center for Entrepreneurship would like to

thank you for joining us at the 11th Annual Beecken Petty O’Keefe & Company Private

Equity Conference.

Today’s event is designed to provide industry professionals and Chicago Booth

students with an opportunity to gain valuable insights from leaders within the private

equity industry. This year’s conference, themed “Expanding Private Equity beyond

Traditional Models,” will focus on new strategies for achieving industry-leading

performance in today’s challenging PE environment. The keynotes and panels will

focus on best practices to inform practitioners in their fundraising and due diligence

eff orts, as well as new approaches to exit and investment strategies. We hope that you

will leave with new ideas and enthusiasm to help guide your investment decisions in

the coming years.

The Beecken Petty O’Keefe & Company Private Equity Conference complements the

innovative courses, research, and guidance expertly provided by exceptional Chicago

Booth faculty in entrepreneurship and fi nance. Thank you to all of our sponsors,

panelists, moderators, and volunteers who have made this great event possible.

We hope you enjoy the conference and fi nd the discussion enlightening, engaging,

and, above all, informative.

Sincerely,

Welcome from the Conference Hosts

Steven Kaplan

Faculty Director, Polsky Center for

Entrepreneurship; Neubauer Family

Distinguished Service Professor of

Entrepreneurship & Finance, Chicago Booth

Max Lin, Class of 2012

Private Equity Group Co-Chair

Ellen Rudnick, ’73

Executive Director, Polsky Center for

Entrepreneurship; Clinical Professor of

Entrepreneurship , Chicago Booth

Kaushik Ravi, Class of 2012

Private Equity Group Co-Chair

Ellen Rudnick, ’73and Steven Kaplan

Max Lin, Class of 2012, and Kaushik Ravi, Class of 2012

Chicago Booth Private Equity Conference6

Distinguished Speakers

Since co-founding Sterling

Partners in 1983, Taslitz has

been a key force in building

the fi rm into one of the most

preeminent mid-market

private equity groups in the

US. In addition to molding the

fi rm’s strategy and working

with teams, he helps create

and implement the strategy

and road map for the future. He assists all of Sterling’s

portfolio investments across the fi rm’s industry sectors

and builds teams within Sterling. He also identifi es and

sources new investment opportunities and works closely

with portfolio company CEOs to discover and share

best practices. In addition, he helped develop Sterling’s

proprietary Business Value Accelerator methodology, a

series of fi rm-wide best practices and processes.

Taslitz has more than 25 years of professional experience

and has always believed in the power of strong

partnerships. This philosophy is refl ected across all of

his work–with portfolio investments, limited partners,

and internal Sterling deal teams. He helped establish the

fi rm’s approach to invest in industries with positive, long-

term trends that leverage the fi rm’s experience, expertise

and network. He and the management team continue

to look for the same kind of partners today as they did

when the fi rm started – entrepreneurs looking for growth

partners; proven industry executives searching for a new

platform opportunity; and founders seeking a balance

between liquidity and retaining an ownership interest for

participation in future growth. Steven received a BA with

honors from the University of Illinois.

Hutchins is co-founder and

co-chief executive of Silver

Lake, one of the world’s

largest fi rms investing in

technology and technology-

enabled businesses. He

has spent his business

career investing in the most

rapidly-growing and dynamic

companies in the US and

around the world. He is chairman of the board of SunGard

Corp. and a director of the NASDAQ OMX Group, Inc.,

and Mercury Payment Systems.

Hutchins is active in public and charitable service. He

served former president Clinton in both the transition

and the White House as a special advisor on economic

and healthcare policy. He is a director of the Federal

Reserve Bank of New York and vice chairman of the board

of the Brookings Institution. He is also a director of the

Harvard Management Company, which is responsible for

the University’s endowment. He is the chairman of the

National Advisory Board of the W.E.B. DuBois Institute

for African and African-American Research at Harvard

and of the New York-Presbyterian Hospital. He is also a

member of the Advisory Council of the Hamilton Project

and director of the Partnership for New York City.

Hutchins holds an AB from Harvard College, an MBA

from Harvard Business School, and a JD from Harvard

Law School.

Steven TaslitzCo-Founder and Senior Managing Partner,Sterling Partners

Glenn HutchinsCo-Founder and Co-Chief Executive,Silver Lake

Morning Keynote Lunch Keynote

7Chicago Booth Private Equity Conference

Distinguished Speakers

Burgis is a partner at Adams

Street Partners, primarily

specializing in leveraged

buyouts and growth capital,

mezzanine, and distressed

debt fund investments. He

is responsible for managing

relationships with several

of Adams Street’s managers,

including ABRY Partners,

Bain Capital, Caltius Mezzanine, Genstar Capital, Leonard

Green & Partners, and TPG. He actively participates in all

fund investment decisions at Adams Street.

Prior to joining Adams Street in 2002, Burgis was an

equity research analyst at Goldman, Sachs & Co, providing

research coverage of the US telecommunication services

sector. In addition, he has over six years of consulting

experience with A.T. Kearney, IPC Group, and Arthur

Andersen in the areas of strategy development, valuation,

operational improvement, and litigation support.

Burgis is a member of the NVCA and a certifi ed public

accountant. He sits on advisory boards for six fi rms within

the Adams Street Partners portfolio. He received a BA

from the University of Notre Dame and an MBA from

Chicago Booth.

Jeff Burgis, ’01Partner,Adams Street Partners

Afternoon Keynote

The private equity industry continues to face headwinds on several fronts. Investors in private equity remain selective when making new commitments. Volatile capital markets limit the ability to raise debt fi nancing and to exit through IPOs. Fierce competition for deals keeps valuations high, while economic and political uncertainties continue to pressure portfolio companies.

Successful fi rms will continue to adapt and expand their business plans beyond traditional private equity models. For this year’s conference, we will explore the many challenges private equity fi rms face, as well as new tactics and incremental strategic changes adopted by leading fi rms to remain competitive.

Conference Theme:Expanding Private Equitybeyond Traditional Models

Chicago Booth Private Equity Conference8

Faculty Advisors

Kaplan conducts research

on issues in private

equity, venture capital,

entrepreneurial fi nance,

corporate governance,

mergers and acquisitions,

and corporate fi nance. He has

published papers in a number

of academic and business

journals and has testifi ed

to the US Senate Finance Committee and the US House

Financial Services Committee about his research. He is

a research associate at the National Bureau of Economic

Research and an associate editor of the Journal of Finance

and the Journal of Financial Economics.

At Chicago Booth, Kaplan teaches advanced courses in

entrepreneurial fi nance and private equity, corporate

fi nancial management, corporate governance, and wealth

management. BusinessWeek named him one of the top 12

business school teachers in the country.

Kaplan serves on the board of directors of Accretive

Health, Columbia Acorn Funds, and Morningstar. He

also serves as a director of the Illinois Venture Capital

Association and as the academic dean of the Kauff man

Fellows Program, an educational and mentoring

program for new venture capitalists. Kaplan received

an AB, summa cum laude, in applied mathematics and

economics from Harvard College and a PhD in Business

Economics from Harvard University.

Since 1982, Meadow has been

a principal investor in the

private equity industry. He

is the 2011 recipient of the

Richard J. Daley Award, which

recognizes an individual

who has given extraordinary

support to the state of

Illinois by participating in

or advocating for the venture

capital and private equity industry. At Chicago Booth,

Meadow is the faculty director of global initiatives and

clinical professor of entrepreneurship. He was awarded

the 2002, 2003, 2004, and 2005 Phoenix Prize and The

Faculty Excellence Award in 2010. He has taught more

than 7,000 students and serves as the faculty advisor for

the Venture Capital Investment Competition.

Meadow has over 25 years’ experience as a general partner

with William Blair Venture Partners, The Frontenac

Company, The Sprout Group, and most recently with

the Edgewater Funds, where he remains a senior

advisor. Over his career, he has approved hundreds

of equity fi nancings, been active in fundraising, and

personally led, originated, or created more than

60 investments including 24 healthcare services

companies and over a dozen consumer services and

retail companies. Representative investments include

Coventry Corporation, HEALTHSOUTH, Sunrise

Assisted Living, Sunrise International, Managed Health

Network, Aspen Education Services, Pathology Partners,

Heritage Healthcare, MedPartners, The Sports Authority,

CompUSA and Staples. He earned his AB, magna cum

laude, from Harvard College and his MBA from Harvard

Business School.

Steven KaplanFaculty Director, Polsky Center; Neubauer Family Distinguished Service Professor of Entrepreneurship and Finance, Chicago Booth

Scott MeadowFaculty Director of Global Initiatives and Clinical Profes-sor of Entrepreneurship, Chicago Booth

9Chicago Booth Private Equity Conference

Rudnick spent 25 years in

business management and

entrepreneurial activities,

primarily in healthcare

and information services

industries, before joining

the faculty at Chicago Booth.

She served as chairman of

Pacifi c Biometrics, a medical

diagnostics company she

co-founded (1993-1999); president of HCIA and CEO

of Healthcare Knowledge Resources, both healthcare

information service companies (1990-1992); and

corporate vice president of Baxter Healthcare and

President of Baxter’s Management Services Division.

In 1987, BusinessWeek named Rudnick one of the top

50 women in US business. She serves on the boards of

Liberty Mutual Insurance, Patterson Companies, First

Midwest Bank and HMS. She also serves on the board of

the Northshore University Research Institute. She has

won numerous community honors, is a member of the

Chicago Network, the Health Alliance, the Economic

Club of Chicago, and WPO/YPO.

Rudnick received a BA from Vassar College and an MBA

from Chicago Booth.

Ellen Rudnick, ’73Executive Director, Polsky Center; Clinical Professor of Entrepreneurship, Chicago Booth

Lubna AhmedCristian Aparicio

Blake Apel Amit Bapat

Kevin CondonSemanti DattaPaul DeMott

Darina DenkovaAdi Filipovic

Gautam GanguliKrati Gokharu

Simona GolebiowskaFederico Gonzalez

Griff GordonMichael Goy

BJ HansenKyson HawkinsAlex Hodgkin

Mark HolmquistDwight Hutchinson

Alexis JiRicardo JimenezLaura Johnson

Vladan JovanovicSanjiv Kalevar

John KellyLucas Lagos

Kevin LauwickBrian Leach

Jason MaloneTom McGuinessGarrett MondaKevin O’HareKatie Ossman

Ankit PatelWill Pauly

Donnie PhillipsJoseph Phua

Brian SchwartzSpandan Sharma

Michael ShengSteve Southwick

Manisha VarshneyAlex Wahllof-MalinconicoCailleach Weingart-Ryan

Tom WellsSteve Wierema

Ross WongZach WoodPhoebe Xu

William YoonRob Young

Thank you to the following Private Equity Group co-chairs and Private Equity

Conference volunteers for helping to make this event a success:

Special ThanksFaculty Advisors

Chicago Booth Private Equity Conference10

New Ways of Finding Value

Gone are the days when above-market returns could be realized solely through fi nancial engineering and rising exit multiples.

Many funds are now seeking new and creative ways to fi nd value in their investments, through roll-up strategies, expansion into new geographies and sectors, and operational improvements.

This panel will feature industry experts who have successfully crafted and implemented value-creating strategies throughout their transactions and portfolios.

Panel Description

Sponsored by Winston & Strawn

Doyle is a partner in Winston & Strawn’s corporate

department and concentrates his practice in mergers and

acquisitions and private equity. He has represented The

Boeing Company, Morningstar, Inc., Hub Group, Inc., John

Crane, Inc., Great Lakes Dredge & Dock Company, SPX

Corporation, and Northland Holdings, Inc. in connection

with a signifi cant number of acquisitions and divestitures. His

private equity work has included representing Baird Capital

Partners, Macquarie Capital, Booth Creek Management

Corporation, and KCA Partners, Ltd. In addition, he advises many clients with

regard to a variety of general corporate matters. Doyle is chair of the Leadership

Council of Horizons for Youth, a not-for-profi t organization providing scholarship,

mentoring, and enrichment activities to school children from low income families

in Chicago. He received a BBA with highest distinction from the University of Notre

Dame and a JD from Northwestern University School of Law, where he was elected

to the Order of the Coif and was coordinating executive editor of the Northwestern

University Journal of Criminal Law and Criminology. He successfully completed the

examination for certifi ed public accountants.

Patrick Doyle, Partner, Winston & Strawn

Moderator

Egan has over 24 years of experience in commercial fi nance,

credit administration, and banking. Prior to working at

Monroe Capital, he served as executive vice president and

chief credit offi cer of Hilco Capital. Before that, he was with

the CIT Group/Business Credit, Inc. for a 10-year period,

where he was senior vice president and regional manager

for the midwest US Region responsible for all credit, new

business, and operational functions that region. Earlier

in his career, Egan was a commercial lending offi cer with

the National Community Bank of New Jersey (The Bank of New York) and a credit

analyst with Key Corp, where he completed a formal management and credit

training program. Egan received a BS in business management from Ithaca College.

He is also a graduate of the American Bankers Association Commercial Lending

School at the University of Oklahoma and is a member of the Commercial Finance

Association and the Turnaround Management Association.

Michael Egan, Managing Director, Monroe Capital

Panelist

11Chicago Booth Private Equity Conference

Before joining Compass Partners, Marden led the investment activities in the information, media, and

services sectors at DLJ Merchant Banking Partners. He also served as president of the information and

media segment of The McGraw-Hill Companies, Inc., where he oversaw multiple operating businesses,

including J.D. Power and Associates, McGraw-Hill Construction, Platts, and BusinessWeek. Previously,

he was a partner at Compass Partners European Equity Fund. His executive experience includes serving as

president of Marvel Entertainment Group, Inc., where he directed the company’s publishing, licensing,

and international businesses and served as a member of Marvel’s board of directors. He also served as

president and CEO of Philips Media, a $1B division of Philips Electronics N.V., where he held worldwide

operating responsibility for Philips’ software, digital broadband, and service businesses. He held senior

investment banking roles at Bear Stearns & Co. and Bankers Trust Company and served as president of CBS Inc.’s International

Publishing division. He has served on a number of corporate boards, including Advanstar, Inc., General Magic, Inc., Marvel

Entertainment Group, Inc., Metro Goldwyn Mayer, Inc., NavTech, Inc., United Pan European Communications N.V., and Whittle

Communications, Inc. He currently serves on the board of directors for DANTOM Systems, Inc. He holds a bachelor’s degree

from Fordham University and a master’s degree from the University of Chicago’s Harris School of Public Policy Studies.

Scott Marden, MPP ’81, Managing Partner, Compass Partners

Panelist

Malchow joined Lincoln International at its founding in 1996. He is a member of the fi rm’s management

committee and co-heads the global industrial group, where he completes transactions for niche

manufacturing and value-added distribution companies, as well as clients within such growth-end

markets as power, energy, infrastructure, and process industries. He is also very active in coordinating

the fi rm’s activities with the private equity community. He manages key client relationships, leads deal

teams, and helps market the services of Lincoln International. Malchow has approximately 20 years of

transactional experience focused in middle-market mergers and acquisitions assignments. His clients

include leading private equity groups and publicly-traded corporations. He has experience advising on

the sale and acquisition of companies that are market-leading, overleveraged, distressed, or proceeding

through the bankruptcy process, as well as advising on numerous cross-border transactions. He worked as an associate with

Peers & Co., an international M&A advisory fi rm, and was an offi cer at Heller Financial, Inc.’s (now GE Antares) corporate fi nance

group. He earned a Bachelor of Business Administration from the University of Iowa and an MBA from Chicago Booth.

Eric Malchow, ’94, Managing Director, Lincoln International

Panelist

At Baird, Pan concentrates on acquisition opportunities in the manufactured products sector with a

particular focus in consumer and healthcare companies. He also oversees Baird Asia Limited, an operating

company headquartered in Hong Kong which provides operations, sales, and distribution support to

portfolio companies in China. Prior to joining Baird, Pan served as a principal with One Equity Partners.

He was also the founder and CEO of The Pangaea Group, an international consulting fi rm that specialized

in assisting the portfolio companies of private equity fi rms to establish strategic alliances in China. Pan

currently serves on the boards of directors of Backyard Leisure Holdings, Ellman International, Medical

Education Technologies, Inc., NAC Marketing, Inc. (New Vitality), and Baird Asia Limited. He earned a BA

from Colgate University and an MBA from the Kellogg School of Management at Northwestern University.

Gordon Pan, Partner, Baird Private Equity

Panelist

Chicago Booth Private Equity Conference12

Alternatives to Traditional Exit Strategies

Current market conditions and market forces require investment professionals to think creatively beyond traditional approaches when considering exit strategies for their portfolio company investments.

This panel, comprised of industry veterans with deep and direct experience using creative strategies, will discuss alternatives to traditional exit strategies and evaluate the benefi ts, challenges, applicability, and implementation of each option.

Panel Description

Sponsored by McDermott Will & Emery

Carroll is a partner and co-founder of Victory Park Capital,

an alternative investment fi rm that provides direct fi nancing

solutions to small cap and middle market companies across a

wide range of industries. Previously, he was a member of the

solutions group at Magnetar Capital. Prior to joining Magnetar

Capital, he held various investment banking positions

at William Blair and Company and Robertson Stephens,

where he specialized in corporate fi nance and mergers and

acquisitions. He also worked in various capacities for US

Senator Joseph Lieberman. Carroll serves on the boards of directors of Victory Park

Resources, Energy Maintenance Services Group I, LLC, and Best Buddies Illinois. He

is also on the leadership advisory board of Cristo Rey Jesuit High School in Chicago

and a member of The Chicago Council on Global Aff airs. He received a BA with

honors from Georgetown University and an MBA from Harvard Business School.

Brendan Carroll, Partner and Co-Founder, Victory Park Capital

Panelist

At McDermott Will & Emery (MWE), Harris counsels both

public companies and private equity funds on M&A, corporate

governance, securities, and general corporate matters. He

frequently represents entrepreneurs and their businesses on

a variety of general corporate, M&A, executive compensation,

and other matters. During his over 25-year legal career, he

has handled a wide range of corporate, technology, tax, and

litigation matters for clients of all types and sizes. Recent

transactions include representing Merge Healthcare in its bid-

topping acquisition of AMICAS, its pending public acquisition of Ophthalmic Imaging

Systems, and several other transactions; Health Care Service Corporation in several

strategic transactions; Munich Re in its acquisition of Windsor Health Group; and

the management teams of CDW Corporation and Nuveen Investments, Inc. in their

going-private transactions led by Madison Dearborn Partners. His public company

clients include Las Vegas Sands, Heritage Crystal-Clean, Covance, HCP, and Snap-On

Tools. Before joining MWE, Mark was the COO and a principal portfolio manager of

GTCR Golder Rauner, LLC, a Chicago-based private equity fi rm. He has also served

as a senior executive and chief legal offi cer for two venture-backed technology

companies, PrairieComm, Inc. and Click Commerce, Inc. He has been an outside

director of two public companies, including Global Imaging, which was acquired by

Xerox in 2007. Mark earned a BA, summa cum laude, from Saint Louis University and

a JD, cum laude, from Northwestern University School of Law.

Mark Harris, Partner, McDermott Will & Emery

Moderator

13Chicago Booth Private Equity Conference

Coetzee is head of Baird’s fi nancial sponsor group, co-head of the Chicago offi ce, and a member of the

fi rm’s investment banking management committee and M&A fairness opinion committee. He has 21

years of investment banking experience. Since joining Baird, he has provided fi nancing and advisory

services to companies in the business services, telecommunications, consumer, and industrial sectors.

He was previously a vice president with Kidder, Peabody & Co.’s Midwest investment banking group.

Coetzee is also a Chartered Accountant and a Certifi ed Public Accountant and has six years of experience

in public accounting with Grant Thornton in the US and Ernst & Whinney in South Africa. He is a

member of the board of directors of Teach for America, Chicago. He received a Bachelor of Honors in

fi nancial management and commerce from the University of Cape Town and an MBA from the Kellogg

Graduate School of Management at Northwestern University.

Chris Coetzee, Managing Director and Head of Financial Sponsor Group, Robert W. Baird & Co.

Panelist

Karch is a managing director at Butcher Joseph Hayes, a middle-market merchant banking partner based

in Chicago. He brings more than 20 years of investment banking and leveraged fi nance experience and

has structured numerous middle-market transactions for a list of clients, most of which are in the food

and beverage, manufacturing, and distribution segments. He has worked with private equity sponsors

throughout the country and also has signifi cant ESOP related experience, having served for a number of

years on the ESOP Association’s Advisory Committee on Finance. In his role at Butcher Joseph Hayes,

Karch is responsible for establishing and managing relationships for the fi rm, originating transactions

on behalf of the fi rm, and managing the transactions to closing. Karch earned a Bachelor’s degree in

marketing from Indiana University and an MBA with distinction from DePaul University.

Garry Karch, Managing Director, Butcher Joseph Hayes

Panelist

Chicago Booth Private Equity Conference14

Due Diligence and the 100 Day Plan

As competition for deals and valuations does not appear to be waning, it is becoming ever more important for private equity fi rms to conduct thorough business diligence on acquisition candidates.

Increasingly, this analysis is being performed by third-party diligence providers with deep expertise in their respective functional areas. In addition to understanding the industry, business (both positives and shortcomings), and key drivers, this analysis can help set the tone for the investment early in the hold period, which is typically the most critical time for the investment.

This panel will examine the benefi ts that experienced service providers can bring to a deal both during the auction process and post-closing. The panel will delve into the unique ways in which today’s private equity fi rms use diligence providers to win auctions and fi nd and create value.

Panel Description

Sponsored by The Boston Consulting Group

Copans joined Madison Dearborn Partners in 2005.

Previously, he was with Thomas H. Lee Partners and Morgan

Stanley & Co. He currently serves on the boards of directors

of BWAY Holding Company and The Yankee Candle Company,

Inc. He received a BA from Duke University and an MBA from

Northwestern University’s Kellogg School of Management.

Richard Copans, Director, Madison Dearborn Partners

Panelist

Rutstein is the leader of Boston Consulting Group’s Americas

Payment Practice and has over 20 years of experience in

banking and payments. He works with banks, networks,

and merchant acquirers, as well as new players in mobile

payments. His work focuses on profi t and growth strategies,

product innovation, business model transformation, and

related support processing operations. Recently, he has

advised several networks, banks, and mobile network

operators on their m-payments strategy, including

partnerships and go-to-market plan. He also leads BCG’s private equity practice in

the Midwest and Canada. Selected work includes: leading the support of Blackstone

during their purchase of Travelport, which included Orbitz; serving as the fi rst CEO

of Orbitz.com, an online travel company created by BCG for the major US airlines;

signifi cant recent work helping large clients adjust and respond to CARD Act, Reg E

and Durbin Amendment; and online banking strategy and implementation for large

banks, including executing a comprehensive benchmarking report working directly

with 20 of the top 30 US banks. Earlier in his career, Rutstein worked at Salmon

Brothers in corporate fi nance and M&A. He received an MBA with high honors

from Chicago Booth.

Carl Rutstein, ’94, Senior Partner, The Boston Consulting Group

Moderator

15Chicago Booth Private Equity Conference

Cunningham joined GTCR in 2001 and became a principal in 2011. GTCR is a leading private equity

fi rm focused on investing in growth companies in the fi nancial services and technology, healthcare

and information services, and technology industries. The Chicago-based fi rm pioneered the “leaders

strategy,” fi nding and partnering with world-class leaders as the critical fi rst step in identifying,

acquiring, and building market-leading companies through acquisitions and organic growth. Since

its inception, GTCR has invested more than $8.5 billion in over 200 companies. Cunningham was

instrumental in GTCR’s investment in Ovation Pharmaceuticals. He currently serves as a director of

Devicor Medical Products and Sterigenics. Previously, he was a consultant with The Boston Consulting

Group. He holds AB and BE degrees in engineering sciences from Dartmouth College and an MBA from

the Wharton School at the University of Pennsylvania.

Sean Cunningham, Principal, GTCR

Panelist

Henderson is a core member of The Boston Consulting Group’s (BCG) fi nancial institutions practice and

works with leading alternative asset managers, investment banks, commercial banks, and exchanges. He

leads one of BCG’s largest private equity relationships as well as their undergraduate recruiting eff orts

for the midwest region. Henderson currently serves as the board president for ACCION US Network,

a recently-created national organization to support the fi ve regional ACCION small business micro-

lenders in the US. He serves as chair of the marketing and development of the Association House of

Chicago, a social services agency in Chicago and is a fellow for Leadership Greater Chicago. He earned a

BA (Phi Beta Kappa) and MA from the University of Chicago, as well as an MSc in economic history and

an MBA from Oxford University, where he was a Rhodes Scholar.

Brad Henderson, MA ’01, Partner and Managing Director, The Boston Consulting Group

Panelist

McGowan is the general partner of CJM Ventures, a private equity investment vehicle focused on

industrial businesses located in the Midwest. McGowan recently retired as managing director at

Madison Dearborn Partners (MDP), where he co-headed their basic industries practice. At MDP, he

oversaw $1.2B of equity investments focused on growth equity and buyout investment opportunities in

natural resources, building products, construction materials, mining and metals, chemicals, capital

goods, paper and packaging, manufacturing, and diversifi ed industrials. Prior to his work in basic

industries, he focused in the consumer and energy and power sectors. On behalf of MDP, he serves

on the boards of directors of Boise Cascade, LLC and Smurfi t Kappa Group plc, and formerly served

on or advised the boards of the Illinois Venture Capital Association, FirstWind, US Power Generating

Company, OPENLANE, iExplore, RedEnvelope, Mascot Networks, Atelier America, and Direct Equity Partners. Previously,

McGowan was with the private equity fi rm AEA Investors, Inc. and Morgan Stanley. He is also an active angel investor and

serves on the Limited Partner Advisory Committee for Hyde Park Venture Partners. He has an undergraduate degree in

theoretical mathematics from Columbia University and an MBA from Harvard Business School.

Chris McGowan, General Partner, CJM Ventures

Panelist

Chicago Booth Private Equity Conference16

Active Ownership: Keys to Success in a New Economic Environment

With the LBO boom of 2005-2007 long gone, private equity investors can no longer rely on fi nancial engineering to generate returns.

The sharp decline in leverage in the global fi nancial system necessitated a shift among private equity towards active management. In this environment, the private equity industry adapted to a new model, and operational improvements are now core to many funds’ successes.

This panel will discuss comparisons of passive versus active ownership styles, the implications of active ownership on human and capital resources, case studies of successful operational improvement, and more. Our panelists will share lessons learned and outlooks for the future in this changing environment.

Broglio is a principal and member of the executive

committee of Lake Capital. He is responsible for identifying

investment opportunities, evaluating investments,

structuring transactions, managing due diligence, negotiating

transactions and fi nancing agreements, and working with

portfolio company management teams to execute organic

growth strategies, add-on acquisitions, and leadership

team development initiatives. He has been actively involved

with the investments in a number of Lake Capital’s current

and past portfolio companies, including Driveline, Empower Software Solutions,

Hudson Energy Services, intraFUSION, MediaWhiz, Respond2 Communications,

SolutionSet, Soil Safe, Trailer Park, Vestcom, VFM Leonardo, and Viamedia. Broglio

has 14 years of experience as a principal investor, investment banker, and corporate

director. Previously, he was an associate at FMI Capital, the merchant banking and

private equity arm of FMI Corporation, and an analyst with the investment banking

fi rm of Hanifen Imhoff , where he helped execute private and public equity and debt

off erings and merger and acquisition transactions. Broglio earned a BS from the

University of Colorado and an MBA with honors from Chicago Booth.

Panel Description

Tony Broglio, ’04, Principal, Lake Capital

Sponsored by Ernst & Young

Panelist

Novak joined Ernst & Young Transaction Advisory Services

in 1999 and is experienced in both fi nancial due diligence

and restructuring advisory services. In his role at Ernst &

Young, he provides advisory services related to all aspects of

fi nancial and business due diligence, including the quality

and sustainability of earnings, the quality of net assets, and

working capital requirements of target businesses. Novak has

extensive experience serving private equity clients, including

Madison Dearborn Partners, GTCR, Lake Capital, Linden,

Baird Capital Partners, and several other funds. He led due diligence teams on closed

transactions in 2010 and 2011 in a wide range of industries and supported clients

on completed transactions with enterprise values ranging from $10B to $7B. He

has experience in both buy side and sell side due diligence, as well as in public-to-

private, international, carve-out, and consolidations/roll-up transactions. Novak

is a certifi ed public accountant with more than 16 years of professional experience.

Prior to joining Ernst & Young, he worked in the audit practice of another Big Four

fi rm, specializing in audits of life and property and casualty insurance companies.

He received an ABS, summa cum laude, from Illinois State University and is a

member of the American Institute of Certifi ed Public Accountants.

Todd Novak, Partner, Transaction Advisory Services, Ernst & Young

Moderator

17Chicago Booth Private Equity Conference

Prior to joining Beecken Petty O’Keefe & Company in 2007, Sheehan was a director at Madison Dearborn

Partners (MDP), a private equity investment fi rm based in Chicago, where he focused exclusively on

healthcare transactions. Before MDP, he was a member of the investment banking group of Solomon

Brothers. Sheehan serves or has served on the boards of directors of Hospital Physician Partners, Path

Lab Holdings, Sirona Dental Systems (NASDAQ: SIRO), Team Health Holdings, Valitás Health Services,

and VWR International. He received a BA from the University of Virginia.

Timothy Sheehan, Partner, Beecken Petty O’Keefe & Company

Panelist

Ospalik is a partner with Baird Private Equity (BPE) and director of portfolio management for BPE Funds,

consisting of Baird Capital Partners, Baird Venture Partners, Baird Capital Partners Europe, and Baird

Capital Partners Asia. He is responsible for BPE’s Portfolio Management Program, which focuses on

management of and value creation initiatives within the BPE portfolio of approximately 50 companies.

BPE invests in the commercial, specialty consumer, healthcare, business services, and life sciences

industry sectors. Ospalik also works closely with Baird’s Asia operations team, Baird Asia Limited (BAL),

which is a team of over 15 professionals based in Shanghai, China, and Bangalore, India, who directly

support the Asia-related initiatives of BPE portfolio companies. He also works with BPE’s investment

team, portfolio company management, and BAL on portfolio company integration and support through

BAL, cross-portfolio spend programs, and targeted value creation projects. Ospalik has been with Baird for 14 years, having

joined BPE after two years in Baird’s Investment Banking Group. Prior to this, he was with Price Waterhouse LLP in the audit

and business advisory services practice. He is a director of Pentagon Technologies Group and graduated with a BS in Accounting

from Washington University in St. Louis.

Rob Ospalik, Partner, Baird Private Equity

Panelist

Davis has been involved in principal investing and consulting since 1992. Prior to founding Linden LLC,

he was a partner with One Equity Partners (formerly FCEC) and a strategy and operations management

consultant with Cresap, McCormick and Paget in Chicago and Hong Kong. Davis currently serves on the

boards of directors of Behavioral Centers of America and Drayer Physical Therapy Institute and was a

board member of Focused Health Solutions and Ranir. He is a member of the Economic Club of Chicago

and the Chicago Council on Global Aff airs. He holds a BA with honors from Northwestern University

and an MBA with honors from Chicago Booth, where he was a Rosett Scholar and now serves as a guest

lecturer on private equity.

Tony Davis, ’98, Managing Partner, Linden LLC

Panelist

Chicago Booth Private Equity Conference18

Fundraising: A New Paradigm

A panel of limited partners, placement agents, and private equity managers will discuss conditions, trends, and strategies in the private equity fundraising market.

The discussion will examine factors infl uencing whether investors opt to invest in new or continue with existing fund managers; the consolidation of private equity fi rms; new fund structures; and the impact of changing regulations.

Panel Description

Sponsored by Kirkland & Ellis

Ettelson is a partner at Kirkland & Ellis and leads the fi rm’s

private funds group. His practice focuses on structuring and

forming premier private equity funds and their management

companies, including billion dollar plus funds for multiple

fi rms. He has represented over 75 private equity fi rms in the

formation of more than 300 private equity funds. He is also

involved in the structuring and formation of private equity

funds associated with commercial and investment banks;

representing investors in making and monitoring investments

in private equity funds; representing buyers, sellers, management teams, and fund

sponsors in their investments in the secondary market; and acting for private equity

clients in general corporate counseling. Ettelson was selected as one of “40 Illinois

Attorneys Under 40 to Watch” by The Law Bulletin Publishing Company and named

as one of “The International Who’s Who of Private Funds Lawyers” by Law Business

Research Ltd. every year it has been published. The Legal 500 US has recognized him as

a leading lawyer in the private equity funds category every year since its fi rst edition in

2007. Ettelson received a JD, cum laude, from the University of Chicago Law School,

where he was a John M. Olin fellow in law and economics, and a BSE, magna cum

laude, from the Wharton School of the University of Pennsylvania.

Bruce Ettelson, JD ’89, Partner, Kirkland & Ellis

Moderator

Kelly is a partner at Adams Street specializing in US and

non-US corporate fi nance fund investments (leveraged

buyouts, mezzanine, distressed debt, and special situation

funds). He actively participates in all fund investment

decisions and is responsible for managing relationships

with many of Adams Street’s managers, including Anacap

Financial Partners, Clayton Dublier & Rice, Birch Hill Capital,

Odyssey Investment Partners, MHR Capital, Sterling Capital

Partners, and Olympus Capital. Before joining Adams Street,

Kelly was the managing director of GE Commercial Finance, where he managed

their domestic and international private equity fund portfolio (formerly Heller

Financial). He also worked for 10 years at Allstate Insurance Company as a senior

investment manager, practiced law at Allstate and Mayer, Brown & Platt, and

managed Goldman, Sachs & Co’s Chicago trading desk. Kelly sits on advisory boards

for 22 private equity fi rms within the Adams Street portfolio and is a member of the

Adams Street Primary Partnership Sub-Committee and the NVCA. He holds a BA

from Dominican University, a JD from the John Marshall Law School, and an MBA

from Chicago Booth. He has completed all coursework towards a PhD in industrial/

organizational psychology from Northcentral University and is writing a dissertation

on entrepreneurial traits and their infl uence on private company performance.

Tim Kelly, ’00, Partner, Adams Street Partners

Panelist

19Chicago Booth Private Equity Conference

Roth joined The University of Chicago Offi ce of Investments team in 2007. Prior to working at the

University, she was vice president of fi nance and corporate development at optionsXpress, an online

trading and brokerage fi rm. Previously, she was a vice president in the mergers and acquisitions group

of BMO Capital Markets, and prior to that she was with Merrill Lynch in the private sales and divestiture

group, where she was engaged in merger and acquisition assignments for middle market companies.

Roth earned a BA in economics from Tufts University an MBA from Georgetown University.

Elisabeth Roth, Senior Portfolio Manager of Private Equity, University of Chicago

Panelist

Mitchell is managing partner in the private equity investment fi rm Thoma Bravo, LLC. The fi rm currently

has about $3.4B in assets under management and invests across multiple industries with a particular

focus on software and services industry sectors. Previously, Mitchell was a partner with private equity

fi rm Golder, Thoma, Cressey, Rauner (GTCR) and, before that, the president and CEO of The Field

Corporation and its predecessor, Field Enterprises, Inc., which owned and operated businesses in

newspaper publishing (including the Chicago Sun-Times), direct marketing, television, and cable

television. He also has been a practicing attorney and partner with Sidley Austin in Washington, DC and

Chicago and later oversaw that fi rm’s Asian offi ces. Mitchell is the former chairman of The Chicago Stock

Exchange, which makes an alternative market in NYSE, AMEX and NASDAQ stocks, and past chair of the

Metropolitan Planning Council, a nonpartisan group of business and civic leaders committed to the promotion of an equitable

and economically competitive Chicago region. He is a trustee of Northwestern University and Northwestern Memorial Hospital

and is chair and co-chair, respectively, of their investment committees. He also serves as a member of the board and an offi cer of

the Illinois Venture Capital Association and on committees of the Private Equity Growth Capital Council. Mitchell received an AB

degree from Wesleyan University and a JD from the University of Chicago Law School.

Lee Mitchell, JD ’68, Managing Partner, Thoma Bravo

Panelist

Thuet is a co-founder of the Park Hill Group and is head of Park Hill’s secondary advisory group. Before

joining Park Hill, he was a principal with Atlantic-Pacifi c Capital. Previously, he was a senior vice president

in the institutional management group of Putnam Investments, where he was responsible for new business

development and client service in the Midwest. Thuet is a member of the Economic Club of Chicago and

a member of the board of regents at the Mercy Home for Boys and Girls. He received a BS in Business

Administration from the University of Colorado and an MBA from Chicago Booth.

Lawrence Thuet, ’98, Senior Managing Director, Park Hill Group

Panelist

Chicago Booth Private Equity Conference20

Grant Thornton LLP is the U.S. member fi rm of Grant Thornton International Ltd.

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21Chicago Booth Private Equity Conference

Notes

Chicago Booth Private Equity Conference22

Thank you to this year’s marketing and media sponsors for their support:

is proud to sponsor the 2012 Private Equity Conference

Richard Moran, MBA ‘82President

23Chicago Booth Private Equity Conference

Kirkland & Ellis is proud to support

The University of Chicago’sBooth School of Businessand its

11th AnnualPrivate Equity Conference

www.kirkland.com

Chicago • Hong Kong • London • Los Angeles • MunichNew York • Palo Alto • San Francisco • Shanghai • Washington, D.C.

Chicago Booth Private Equity Conference24

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What’s driving your capital agenda?

In today’s rapidly changing market, a strong capital agenda needs to be at the heart of all strategic boardroom and management decisions.

Whether you’re preserving, optimizing, raising or investing capital, Ernst & Young’s 8,700 transaction advisory professionals

can help you drive competitive advantage.

What’s next?ey.com/us/transactions

25Chicago Booth Private Equity Conference

Sponsors and SupportersTitle Sponsor

Platinum Sponsors

Marketing Sponsors

The Polsky Center for

Entrepreneurship launched

in 1998 through a grant from

the Ewing Marion Kauff man Foundation and became an endowed

center in 2002 through the generous commitment of Michael Polsky,

‘87, a successful energy entrepreneur. The Polsky Center aims to

create entrepreneurial leaders through a broad range of experiences,

including classroom and experiential learning, leading-edge research,

and community outreach. ChicagoBooth.edu/entrepreneurship

The Private Equity Group complements

the innovative courses, research, and

guidance provided by exceptional

faculty in entrepreneurship, fi nance,

and strategy at Chicago Booth. The Group is very active within the

student community, providing career development, networking

opportunities, conferences on current topics in the industry, group

activities, industry-leading speakers, industry-focused trips, and

many other resources for its members. Student.chicagobooth.edu/

Silver Sponsors