Hexagon Advisors Overview
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Transcript of Hexagon Advisors Overview
Introduction to Hexagon Advisors
Investment banking and strategic advisory services exclusively tailored for middle-market growth companies.
I. Hexagon Advisors, LLC Overview
II. Private Placements
III. Mergers & Acquisitions
IV. Financial Advisory Services
V. Strategic Advisory Services
VI. Transaction Experience by Sector
VII. Biographies
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I. Hexagon Advisors, LLC Overview
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• Investment banking and strategic advisory services exclusively tailored for middle-market growth companies
• Focused partnership of long-tenured Wall Street investment bankers providing clients senior-level attention and superior execution capabilities
• Significant experience (200+ transactions) across multiple emerging growth industries and sectors
• Focused range of disciplines: Capital Raising, Mergers & Acquisitions and Financial and Strategic Advisory Services
A Unique Approach to Investment Banking
• Successful track record in private equity and debt markets • Independent advisory services especially relevant in today’s environment • Unique ability to access and organize the market and then deliver the outlier result
through flawless execution
Private equity
Bank debt
Mezzanine debt
Public market co-manager and adviser
Sell-side advisory
Buy-side advisory
Management buyouts
Fairness opinions/ independent advisory services
Strategic alternatives review
Restructuring analysis
Private Placement; Capital Raising and
Restructuring
Financial Advisory Services
Mergers and Acquisitions
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Corporate strategy development
Strategic alliances
Marketing strategy
Licensing
Strategic Consulting
Services
Offering a full range of financial and strategic advisory services to the middle market
Our deep industry expertise uniquely positions Hexagon to provide a complete service offering to our clients
Experience
• Over $30 bn
• 200+ Deals
• $26 bn of M&A Advisory
• $7 bn of Capital Raised
Model
Investment Banking
Strategic Consulting
Services
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Build Reputation and Participate Economically through Incentive Fees
Gain Additional Transactions
Over-Service Clients Achieve Extraordinary Results
Significance of each client to Hexagon • Client will receive senior attention from start to finish
• No conflicts or mixed agendas
• Not “Just another deal” to us
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Maximizing the likelihood of an OUTLIER RESULT
Transaction Size in line with
Hexagon’s Focus
Consistent Senior-Level Attention
Deep Industry Relationships
Superior Transaction Execution
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• Attention - Committed to providing comprehensive senior level focus on every aspect of a
transaction - Committed to long-term partnerships with Clients - Every transaction is viewed as a reference transaction - Focused partnership clear of prevailing Wall Street ‘carnage’
• Ability - Can facilitate and execute all strategic options: advisory, private placement, and
company sale - Extensive transaction experience ensures no stone remains unturned - Over 200+ capital raising & advisory transactions totaling $30+ billion
• Access - “Tapped in”– long standing relationships with VC’s, private equity & debt firms, industry
leading public and private companies - “In the Flow”– enables us to provide clients with real time insights into capital market
and industry trends
• Passion - Our goal is the relentless pursuit of perfection for our clients
II. Private Placements
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• High quality deal flow – Established relationships with venture capitalists, private debt and equity firms,
strategic industry partners and angel investors – Due diligence and positioning at an IPO level of depth and quality
• Solutions-oriented structuring – Extensive experience structuring private investment for both private and publicly
listed companies – Expertise in equity, fixed income, convertible securities, derivatives and bank
debt – Understanding of buy-side and sell-side motivations and objectives
• Careful management of offering process – Senior level involvement from origination through closing – Institutional distribution focusing on value-added investors and partners
• Proven track record – For issuers: High completion and aftermarket success rate for transactions
undertaken – For investors: Significant and reliable IRR – For Hexagon: Over $7 billion of capital raised
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Assist in preparation of offering
memorandum
Prepare valuation of
company
Assist in preparation of
roadshow presentation
Develop marketing strategy to
potential investors
Contact potential investor groups and schedule roadshow
meetings
Supervise and coordinate investor
due diligence meetings
Provide follow-up information to investors as requested
Drive negotiation of value and appropriate transaction structure
Coordinate all activities required to close transaction
Transaction closing
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Size of the Offering
• Allocation of funds
• Number of shares to be offered
Issues for Consideration
Timing of Offering
• Key milestones and upcoming news or events
Use of Proceeds
• Corporate purposes vs. shareholder liquidity
Compensation
• Management incentivation post-funding
• Key management / employee option pools
Valuation Methodologies
• Company and Shareholder expectations
• Market environment
Positioning of Company
• Progress / achievements
• Competitive advantages
• Long-term differentiation
Target Investor Base
• Diversification goal
• Value-added capital
Process Management
• Preservation/allocation of key management time
Outside Advisors
• Company counsel and auditors
There are a number of key issues to consider that if managed correctly will ultimately lead to the success of the offering
III. Mergers & Acquisitions
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• Add value through selective engagements – Recognize and appreciate strategic opportunities – Understand company objectives – Align client expectations with transaction goals – Deliver the commitment and attention of senior professionals
• Provide superior execution strength – In-depth knowledge of the full range of corporate advisory services – Extensive industry, legal and accounting expertise – Completed transactions totaling over $26 billion
• Strategic positioning of the transaction – Anticipate the reaction on Wall Street – Know when to accept a proposed transaction – Understand the value of a stock – Explore all the available alternatives
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Hexagon’s unique combination of industry knowledge and transaction experience allows us to provide unmatched advisory services
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Shareholder Value
Protection
Merger of Equals
Shareholder Value
Protection
Cross Border Transactions
Sell-side Advisory
Buy-side Advisory
Leveraged Transactions
Fairness Opinions
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Identifying Deals
Evaluating Deals
Executing Deals
Making Deals
Successful
Evaluation of Target/Buyer
Position
Analysis of Synergies
Assess Wall Street Reaction
Structure & Arrange Financing
Ascertain Client Needs
Idea Generation
Monitoring Deal Flow
Assess Integration
Issues
Target/Buyer Valuation
Due Diligence
Deal Structuring
& Negotiation
Post Announcement
Positioning
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• McKinsey type analysis of strategic alternatives
• Choose optimal path or appropriate action to achieve Client’s objectives
Certainty Value
Maximizing Strategies
Minimize Management
Burden
Speed
Market Deal
Confidentiality Analysis
• Develop investment case / marketing story
• Convey Clients’s compelling story
• Create Competitive tension
• Effective management presentations
• Dedicated and focused team of experienced senior transaction professionals at every step
• Constant communication and effective dissemination
• Primary Hexagon access point
• Thorough preparation: no surprises
• Accurate, regular feedback (communication is key)
• Achievement of forecasts
• Hexagon is prepared for immediate execution
• Momentum and urgency from engagement to deal closing
• Carefully selected potential partners
• Controlled flow of information
IV. Financial Advisory Services
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Strategic Planning & Positioning
Strategic Partner
Introductions
Restructuring &
Reorganizations
Early Stage
Advisory
IPO Advisory Services
• IPO advisory services – Hexagon has substantial experience in preparing clients for their IPO transaction:
IPO process preparation, valuation analysis and underwriter selection process.
• Restructuring and reorganization – Hexagon serves as financial advisor to investors, creditors and companies, providing
expertise in negotiation and arrangement of standstill agreements and covenant waivers, pre-petition and debtor-in-possession financings, debt restructurings, asset sales, exchange/tender offers and plans of reorganization.
• Strategic planning and positioning – Hexagon takes a consulting approach, conducting thorough due diligence on a
client’s business and financials, assessing the competitive landscape, analyzing prevailing industry trends and ascertaining current strategic opportunities, then works closely with senior management in the formation, development and implementation/execution of the client’s strategic plan and market positioning.
• Strategic partner introductions – Hexagon has long standing relationships with CEOs, CFOs, and Heads of Business
Development at leading companies worldwide enabling senior level, principal-to-principal introductions for clients and global access to potential partners for purposes of leveraging sales, marketing and distribution, technology partnering, joint ventures, outsourcing, turn-key manufacturing and equity investment.
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V. Strategic Advisory Services
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Marketing Strategy
Strategic Alliances
Corporate Strategy
Development
Licensing
• Strategic Alliances and Collaboration Agreements – Hexagon is able to identify potential strategic partners for purposes of collaborating
on scientific research, IP, distribution, marketing, or sales.
• Licensing or Sale of Intellectual Property – Assists clients with negotiating out-licensing, and in-licensing agreements.
• Corporate Strategy and Consulting – Hexagon aids companies in strategic planning, including developing or improving
general business plans, marketing plans, brand development plans, and planning for the launch of new products and services.
• Company and Industry Research – Hexagon assists private equity groups, venture capitalists, and hedge funds to value
potential investment opportunities. – Value chain analysis, financial benchmarking, assessment of regulatory issues, and
analysis of industry profiles and trends.
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VI. Transaction Experience by Sector *
* Listing of select companies with which Hexagon professionals have worked; advisory and principal investment.
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VII. Professionals
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Todd Hellmann (415) 307-0430
Professional Background Education Transaction Experience
• 18 years of investment banking experience
• Headwaters MB
• UBS Warburg
• JP Morgan Chase (Hired by Hambrecht & Quist)
• CIBC Oppenheimer
• Houlihan, Lokey, Howard & Zukin
• PaineWebber
Bachelor of Arts Brown University
• Participated in more than 100 transactions
• Public and private debt and equity
• Mergers & acquisitions
• Fairness opinions
• Restructuring
• Strategic consulting
Todd R. Hellmann
Marshall Jensen (415) 370-7887
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Professional Background Education Transaction Experience
• 15 years of investment banking , principal investment and legal experience
• Fort Mason Capital, LLC
• Adams Harkness
• UBS Warburg
• CIBC Oppenheimer
• Shearman & Sterling
Bachelor of Arts Brown University
Juris Doctorate Columbia University
• Participated in more than 100 transactions
• Principal investment (Fort Mason Capital)
• Public and private debt and equity
• Mergers & acquisitions
• Fairness opinions
• Strategic consulting
Marshall P. Jensen
Boyd Bell (720) 201-0589
Professional Background Education Management and M&A Experience
• 17 years of operations, IT, & executive mgmt experience
• Level 3 Communications
• Worldbridge Broadband Services
• AT&T Broadband (formerly known as TCI)
• U S WEST
• Maytag Corp & Fleetguard (div Cummins Engines)
Bachelor of Science Industrial Engineering, Iowa State University
Master of Technology Management, University of Denver
Master of Business Administration, University of Colorado
• Assisted and led in integrations of 7 M&A’s while at Level 3 (Genuity, WilTel, Progress Telecom, ICG Communications, Telcove, Looking Glass Networks, Broadwing) that included network, operations, IT systems, and SOX compliance/regulatory requirements.
• Implemented numerous operations projects that provided transparency to operational performance and enabled substantial improvements.
• Complex portfolio/program/project management experience including programs in excess of $4B.
• Managed teams as organization as 275 people that included offshore and outsourced function.
Boyd J. Bell