Whitewater Corporate Advisory_Profile

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Whitewater Corporate Advisory Private

Limited1

Whitewater Corporate Advisory

Private Limited

Profile

Whitewater Corporate Advisory Private Limited

Contents

1 About Us

2 Service Offerings

3 Team Credentials

4 Our Approach

2


Contents

1 About Us

2 Service Offerings

3 Team Credentials

4 Our Approach

3

Whitewater Corporate Advisory Private LimitedWhitewater Corporate Advisory Private Limited

About Us

4

Founded by a team of ex-KPMG

professionals with rich experience in

transaction and restructuring domain

Comprehensive solutions ranging from

advisory to implementation

Established relationships with various

Corporates, Banks, Financial

Institutions and Investors

Successful track record and credentials

of each team members

Team consists of Chartered Accountants

and Graduates from reputed Business

Schools

Combine meticulous analysis and

superior execution capabilities to assist

our clients

Whitewater Corporate Advisory is a specialist advisory firm with focus on providing

transaction, turnaround and restructuring solutions to corporates and financial institutions


Whitewater Founding Team

5

Bhavesh Parekh

Manish Didwania

Bhavesh has experience of 16 years in Mergers & Acquisitions, Private Equity placement, Business Turnaround &

Restructuring and Structured Finance transactions. Bhavesh set up the restructuring practice for KPMG in India. He

has worked extensively on turnaround and restructuring engagements throughout his career including Corporate

Debt Restructuring, BIFR, bilateral negotiations, FCCB negotiations, liquidation and special situation M&A. Some of

his noted transactions include Lehman Brothers liquidation assistance, FCCB Settlement for Marksans Pharma,

Kinetic Engineering and Vardhman Polytex, Wockhardt Independent Business Review, Sangli Bank merger with ICICI

Bank, Vedanta Group company India Foils sale under BIFR, etc

Manish is a Post Graduate from XLRI and a Chartered Accountant. Manish has experience of over 10 years in

Mergers & Acquisitions, Private Equity, Valuations, Business Turnaround & Restructuring and Commercial Banking.

Prior to Whitewater, Manish worked with KPMG Corporate Finance and Standard Chartered Bank. He has experience

across Corporate Debt Restructuring, BIFR, bilateral negotiations, one time settlement engagements. Some of his

noted transactions include Portfolio Assistance for Kubera Partners, Lehman Brothers liquidation assistance, FCCB

Settlement for Kinetic Engineering, Financial Planning for ISMT, Insurance M&A for Magma Fincorp, etc.


Contents

1 About Us

2 Service Offerings

3 Team Credentials

4 Our Approach

6


Service Offerings

7

Transaction ServicesTransaction Services

Investment

Banking

Financial

Restructuring

Management

Services

Operational

Restructuring

Business Turnaround

Services

Business Turnaround

Services

• JLF Assistance

• CDR Assistance

• SDR Assistance

• FCCB Settlement

• BIFR Advisory

• One Time Settlement

• SARFAESI Advisory

• M&A Assistance

• Strategic Partner Induction

• Debt Syndication

• Refinancing

• Private Equity

• Cash Management

• Working Capital

Management

• Contingency Planning

• Strategic Assistance

• Asset Consolidation

• Chief Restructuring Officer

(CRO)

• Interim CFO Services

• Deputation Services

• Dispute Resolution

• Corporate Intelligence

Whitewater Services

Corporates

Lenders/

Investors

• Pre Deal Assistance

• Independent Business

Review

• Restructuring Advisory

• Performance Monitoring

• Exit Strategy

• M&A Assistance

• Valuation

• Debt Syndication

• Refinancing

• Assist Underperforming

Portfolio/ borrower

Companies

• Portfolio Review /

monitoring for Private Equity

• Administration Support to

Private Equity

• Monitoring of operational

KPIs


Service Suite for Corporates

Bu

sin

ess

Ou

tlo

ok

Time

RefinancingRefinancing

Strategic M&A

Chief Restructuring Officer

Strategic M&A

Chief Restructuring Officer

Operational

Restructuring

Operational

Restructuring

Working

Capital

Management

Working

Capital

Management

Asset

Consolidation

Asset

Consolidation

Crisis Cash

Management

Crisis Cash

ManagementFinancial

Restructuring

Financial

RestructuringExit PlanningExit Planning

RefinancingRefinancing

Capital

Restructuring

Capital

Restructuring

Growth FundingGrowth Funding

Private Equity/

Strategic JV

Private Equity/

Strategic JV

Turnaround Planning and ImplementationTurnaround Planning and Implementation

Interim

CFO

Interim

CFO

Operational

Restructuring

Operational

Restructuring

Underperformance Stress / Distress Recovery

Cash

Management

Cash

Management

Some of the services explained:

• Financial Restructuring: Assisting companies in

arriving at appropriate debt structure and

negotiation with lenders across platforms such as

CDR, BIFR, High Court, etc.

• Operational Restructuring: Assisting companies

in working out efficiencies in operations creating

more resilient organization's. Our team of senior

advisors with rich management and sector

expertise work closely with companies during the

process.

• Crisis Cash Management: One of the most critical

factors during distress situation. We assist in

formulating a 13 week/ months cash planning,

essential for business continuity in the interim

period.

• Interim CFO: We draw from our pool of

experienced CFOs, who assist companies during

the turnaround phase.

• Distress M&As: Assisting companies in carrying

out special situation transactions in the nature of

strategic partner induction, sale / merger of any

business unit or business .

8

Whitewater offers comprehensive services for corporates requiring assistance during under-

performance, stress or recovery stages


Service Suite for Lenders and Investors

Bu

sin

ess

Ou

tlo

ok

TimeUnderperformance/

Growth Phase

Stress / Distress Recovery

Some of the services explained:

• Pre Deal Assessment: Assisting lenders / investors in

evaluating the opportunity and provide insight on

critical success factors and areas of concerns.

• Independent Business Review: Assisting lenders/

investors in assessing the key business drivers,

evaluating sustainability of management business

plan, identifying likely pitfalls and arriving at various

restructuring options.

• Restructuring Advisory: Assisting lenders/ investors in

decision making with respect to recovery vs.

restructuring scenarios, hold / invest vs. exit options

taking into account legal position, security profile and

potential business cash flows.

• Performance Monitoring: Significant management

bandwidth can be freed through outsourcing regular

performance monitoring of borrower / investee

companies which have undergone restructuring or are

underperforming.

• Exit Strategy: Assisting lenders and investors in

arriving at the appropriate exit strategy for

underperforming investee companies.

9

Whitewater offers bouquet of services to lenders and investors across entry, holding and exit phases

Performance MonitoringPre Deal Assessment

Independent Business Review

NPA/ Portfolio Management

Valuation Services

Restructuring Advisory


Contents

1 About Us

2 Service Offerings

3 Team Credentials

4 Our Approach

10


Team Credentials

11

Vardhman

Polytex Ltd

Acted as exclusive advisor to

the leading textile

manufacturing company in its

financial planning and capital

structuring in line with business

cash flows

₹ 480 cr

September 2014

₹ 125 cr

September 2014

Acted as exclusive financial

advisor to newspaper

manufacturing company to

facilitate bank debt

restructuring under Joint

Lender Forum (JLF) mechanism

Assisted the company in

carrying out financial planning,

FCCB restructuring and bank

debt refinancing

₹ 75 cr

February 2015

₹ 1,000 cr

May 2015

Assisted the company with

Restructuring Officer services

where the personnel was

deputed to the company for

bank liaising and negotiations

for restructuring of debt

₹ 50 cr

August 2015

Assisted as exclusive financial

advisor to the steel sheet

fabrication company in

financial restructuring with

lenders on bilateral basis

NA

August 2015

Assisted the steel sheet

fabrication company in process

of financial restructuring and

strategic investor induction

Rishi Consfab

Private Limited

₹ 1,000 cr

September 2015

Assisted the Photo Voltaic

Module manufacturing

company as financial advisor in

planning, structuring and

settlement of debt

Assisted Kinetic Engineering

Limited as their exclusive

advisor in FCCB settlement with

the bondholders

₹ 146 cr

July 2015₹ 175 cr

July 2015

Assisted as financial advisor to

the leading ACP manufacturing

company in financial

restructuring process

₹ 250 cr

June 2015


adviser to the leading

pharmaceutical company in

FCCB settlement with the

bondholders


Team Credentials

12

NA

September 2013

Acted as exclusive advisors for

debt syndication for proposed

capital expenditure by Taurian

Infrastructure for their school

project in Ranchi

NA

November 2013

Acted as exclusive advisors for

debt syndication for working

capital purpose to meet the

business growth requirement

Leading Textile

Manufacturer

Assisted the leading chemical

trading company in evaluation

and preparation of its financial

planning and capital structuring

in line with business cash flows

₹ 175 cr

November 2013

NA

November 2013

Assisted the Private Equity

player in its portfolio review,

performance analysis and

general administration

assistance for the fund


advisor to the steel and tube

manufacturing company in its


structuring in line with business

cash flows

₹ 2,200 cr

March 2014

Taurian Iron

& Steel Co

Exclusive financial advisor to

the iron ore mining and coal

trading company in financial

restructuring and group

restructuring planning

₹ 250 cr

January 2014

Assisted the API and

formulations company in its

proposed restructuring with its

lenders on bilateral basis

₹ 145 cr

January 2014

NA

January 2014


advisor to company to facilitate

one time settlement with Asset

Reconstruction Company (ARC)

Khandoba

Distilleries Limited

NA

July 2014


advisor for debt syndication of

the residential project in Pune


the leading textile

manufacturing company in

business strategy review and

operational efficiency

NA

August 2014


Team Credentials

13

₹ 28 cr

January 2012


advisor to the sponge iron and

coke manufacturing company

to facilitate bank debt

restructuring on bilateral basis

N. R. International

₹ 42 cr

March 2012

Acted as financial advisor to the

MS Ingot and Pig Iron


restructuring of its bank debt

on bilateral basis

Bajrangbali Alloys


advisor to the mango pulp

processing group for one time

settlement with lenders and

assist in business turnaround

strategy

₹ 135 cr

August 2012

Vardhman

Polytex Ltd.


the leading textile


carrying out FCCB restructuring

with its bondholders

₹ 45 cr

September 2013

NA

November 2012

Financial advisory to the

Samsons Group, leading

manufacturers in vinyl

products, in their group

restructuring and financial

restructuring strategy

Umred Agro

Complex

Conducted Independent

Business Review of the

company for ICICI Bank in

relation to proposed scheme

under BIFR process

NA

January 2013

Carried out Business Valuation

of a leading textile player with

focus in the fabric and

garments segments

NA

June 2013

Provided financial advisory to

the leading OOH Media

company in financial planning

and capital structuring

₹ 30 cr

July 2013₹ 35 cr

July 2013

Assisted the glass processing

company in carrying out

realignment and refinance of

debt in line with business cash

flows

NA

August 2013


the company in the sale of its

4.5 MW Windmill assets based

in Gujarat

Taurian Iron

& Steel Co


Team Credentials

14

₹ 155 cr

Ongoing

South India Based

Spinning Mill

Assisting as exclusive financial

advisor to the yarn


bank debt restructuring

₹ 45 cr

Ongoing


leading OOH Media company in


structuring

Leading OOH Media

Company

₹ 850 cr

Ongoing

Pharma Company

Acting as exclusive financial

advisor to the company in

financial restructuring /

settlement of bank debt

₹ 110 cr

Ongoing

Polymer Trading

Company



financial restructuring

Newspaper

Company

NA

Ongoing


advisor to newspaper

publishing company in

identification of prospective

JDA partner for development of

property in Pune

₹ 800 cr

Ongoing


leading IMFL manufacturing

company in bank debt

restructuring

Leading IMFL

Company

₹ 1200 cr

Ongoing

Acting as the financial advisor

to a large real estate player in

financial restructuring /

settlement of debt

Mumbai Based Real

Estate Developer

₹ 70 cr

Ongoing

Leading OEM in

Clean Energy


advisor to the company in debt

syndication for its battery

operated vehicles venture

₹ 200 cr

Ongoing


leading textile company in bank

debt restructuring

Leading Textile

Company

Cement Company

NA

Ongoing


advisor to the cement

manufacturing company for

restructuring or settlement of

the bank debt


Team Credentials

15

₹ 4,960 cr

August 2011

Financial advisory to three

leading microfinance

companies in India in their

operational and financial

restructuring planning

Microfinance

Companies

₹ 406 cr

December 2010

Financial advisory to the wine


financial restructuring through

CDR and High Court Scheme of

Arrangement

₹ 250 cr

January 2011


Business Review of Marksans

Pharma with respect to

outstanding FCCB dues on

behalf of the bondholders

₹ 55 cr

August 2010

Acted as advisor to

administrators of Lehman

Brothers to facilitate buyback

of FCCBs by Pioneer

Embroideries

Undisclosed

November 2011

Assisted in the liquidation

process of Lehman Brothers

entities in India through

advising on exit strategy and in

administration process

NA

Ongoing

Assisting the Private Equity

investor in exit planning from

its portfolio investment

Private Equity

Investor

₹ 250

Ongoing

Iron Ore Mining

Company



financial restructuring / bank

debt settlement

₹ 77 cr

Ongoing

Leading Packaging

Company



financial restructuring of the

bank debt

₹ 1,500 cr

Ongoing

Leading Cotton

Trading Company


advisor to the leading cotton

trading company in India in


bank debt

₹ 155 cr

Ongoing

Leading Benefication

Plant


advisor to the leading iron ore

benefication company in


bank debt


Team Credentials

16

Undisclosed

June 2008

Acted as an exclusive financial


formulation of a business

restructuring plan

Leading Specialty

Packaging Company

Undisclosed

November 2008


advisor to MALCO to facilitate

restructuring and sale of its BIFR

referred associate company India

Foils Limited through induction of

a strategic investor

India Foils Limited

₹ 2,300 cr

December 2007


advisor to J. C. Flowers for

acquisition of a stake in IFCI

₹ 300 cr

April 2007


advisor to Sangli Bank Limited

on its amalgamation with ICICI

Bank Limited

Sangli Bank Limited

Undisclosed

February 2009

Performed an independent

review of the company’s

restructuring strategy

Trident Group

₹ 47 cr

March 2009

Acted as financial advisor to

Bank of Baroda for selling its

non performing loan portfolio

₹ 200 cr

March 2009

Acted as the financial advisor to

the leading real estate player to

facilitate financial restructuring

with a financial institution

Undisclosed

May 2009

Assisted the company in

financial restructuring planning

with respect to its ongoing

restructuring process

Picture Tube

Manufacturer

Undisclosed

June 2009

Valuation of an asset

reconstruction company SICOM

ARC Limited for internal

purpose

SICOM ARC

Undisclosed

February 2010


Business Review of a leading

Indian pharmaceutical company

in relation to Corporate Debt

Restructuring on behalf of 18

lenders worldwide


Contents

1 About Us

2 Service Offerings

3 Team Credentials

4 Our Approach

17


Financial Restructuring

18

Planned and coordinated financial restructuring process with regular stakeholder communication

Scenario

Assessment

Planning and

implementation

Stakeholder

Management

Preliminary

assessment of

situation

Preliminary

discussions with

stakeholders

Insight on

stakeholder

mindset

Communicate

progress

regularly to

stakeholders

Evaluate

appropriate

restructuring

platform

(CDR,BIFR,etc)Business plan

review to assess

sustainable cash

flows

Evaluate

restructuring

options

Identify cash

generation and

conservation

opportunities

Restructuring

scheme

negotiation and

closure

Strained

Lender

Relations

Cash Flow Stress

Debt

Servicing

Challenge

Cash Flow Challenges

Restructuring Process


Coordinated Debt Restructuring Approach

19

Robust

planning

Bank

and other

stakeholder

management

Scenario

and

options

analysis

We ensure

this happens

by focussing

on

Characteristics

of a successful

financial

restructuring

A common

plan to which

stakeholders

are aligned

Credible plans

and proposals

Consideration

of stakeholder

concerns

Clarity of

process and

communication –

quick, minimal

disruption

Clear

understanding

of options

and outcomes

Consensual

agreement

1

2

3

4

5

6


Strategic Cash Generation

20

Capital Projects

We help embed cash management disciplines by driving cultural change and facilitating skills transfer

Improving cash forecasting

Increased

Free cash

flow

Forecasting

Identification

Implementation

� Short & medium

term forecasts

� Cash driver

analysis

� Funding levels

and working

capital

requirements

Cash management

� Monitoring

of cash flows

� Variance

analysis

� Control

testing

Cash generation

� Hands on

� Benefits

tracking

� Communication

� Coaching skills

& transfer

� Identify

generation

opportunities

� Evaluate and

validate

� Use of specialists

� Prioritise

� Milestones

Our aim is to drive out the excess cash and improve visibility

Monitoring

& Control

Improving cash operating cycles

Sale order to cash collection

Treasury/systemic cash

Purchase to pay

Financial Operational


Operational Restructuring

21

Mix

Price

Customer Satisfaction

Revenue

Volume

People

Expenditure

Working capital

Capacity

Availability

Efficiency

Rate

Consumption

Specification

Price

Compliance

Credit terms (payable)

Removing excess

Increasing ratio of staff

focussed on output

Taking time put of the

task

Reducing cost per

labour hour

Using less, wasting less

Detuning specifications

Negotiating prices

down

With group policies

Extending

Reducing call centre team to

match drop in volumes

Taking out one layer of

management

Automating a core process

Salary sacrifice benefit

schemes

Double sided printing

Move to unbranded

stationary

E-auctions

‘Block’ use of all suppliers

bar the preferred provider

Extend terms for new

suppliers

Lever Rationale Example

… is focused on all value drivers of the business

Do

vs.

Buy


Working Capital Management

22

� Flex buying policy

for seasonality of

demand

� Stock pooling

� Consignment

stock/VMI

� Accelerate

invoicing

� Early payment

incentives/repaym

ent plans

� Amending credit

policies

� Contract cash

profiling

� Factoring

� Renegotiating

credit terms

� Payment time

tables

� Rationalization of

suppliers

� Funding options

� Demand challenge

� Deferrals

� Re-profiling spend

� Consistent

approval

frameworks

� Payment planning

� Group structure

� Review impact of

accruals on

returns

� VAT bad debt

relief

� Pooling/sweeping

arrangements

� Repatriation of

surplus funds

� Reduction in

facilities

� Inventory cover

� On time delivery

� Debtor days

(count back)

� Delivery to invoice

� Creditor days

count forward

� Inventory versus

trade variables

� Cash payback on

R&D

� Success rate

� Capex versus

capital allowances

� Bad debts

� Cleared funds on

facilities

� ‘Excess’ cash in

subsidiaries

� Review buying

policy and current

inventory levels

� Analyse

seasonality of

demand

� Review inventory

ageing and write

offs

� Walk through

demand planning

process

� Credit terms,

policies and

exception

processes

� Invoicing

� Review of

collection profile

� Review aged

debtor analysis

� Contract

acceptance

� Review payment

processes and

payment rationale

� Review payment

controls &

systems

� Unwind creditor

ledger by largest

suppliers

� Compare credit

terms by supplier

Inventory

and purchasing

� Capital projects

� R&D spend

� Budgeted spend

� Committed

(annual) spend

� Year to date

actual spend

� Match to priority

areas

� Review indirect

tax payment

packages

� Review systems &

processes

� Review cross

jurisdictional

issues e.g. duty

� Applicability of

capital goods

scheme

� Renegotiating

credit terms

� Payment time

tables

� Rationalization of

suppliers

Trade debtors

cycle

Trade creditors

cycleR&D/Capex Taxation Treasury

Working capital Other assets and liabilities

Where we

look for

opportunities

Typical

initiatives/

areas of

improvement

Example

metrics


Cash Management

A range of short-term, longer-term and strategic options for change are identified, with varying degrees of associated risk

Amend supplier terms

Supply chain and operations

improvements

Challenge high cost strategic initiatives

Surplus asset/ brand disposals Direct

procurement efficiencies

Indirect spend

efficiencies

Better manage temporary and contract staff

Tighten Recruitment controls and

overtime

Factory consolidation

Head office headcount reduction

Optimise marketing spend

by sales SKU

Production SKU

rationalisation

Change staff targeting and

incentives

Supplier consolidation

Property strategy

Strategic operations plan responding to medium term

demand changes

Footprint rationalisation / transition to low

cost countries

De-layer management

Design cost out of the product

Integration and scale economies from acquisitionsDiversify

customer base

Change product mix towards

higher margin

QUICK WINS BEST PRACTICE STRUCTURAL

Shorter term

Timescale

Longer term

Higher

commercial

risk

Strategic

Lower

commercial

risk

These examples are largely about improving the way

we do business today, they:

� Can be identified using a bottom up process;

� Can provide quick and material P&L gains;

� Are a reliable way of keeping promises;

� Are often driven by changes in policy and targets

as much as by project team action.

These ideas make more fundamental changes to the business, they:

� Are identified in a top down process;

� Require significant levels of planning and sign off;

� Often involve significant up front cost and therefore need careful

phasing as part of an overall improvement programme.

Restructure manufacturing,

logistics and distribution

Consolidate back office services to shared service

centre

Optimise financial structure

Risk

23


Turnaround Executive Management / CRO Services

ServiceWe work

alongside the

Company to:

ApproachControl of the

agenda

With support from our team of specialists we can provide CRO services

� Provide executive capability, experienced in distressed situations

� We are hands on decision takers providing fast start solutions

� We work with existing executives, filling gaps and providing functional

or situation relevant skills.

� We focus on restructuring activities, but can also support operations

� We act through retainers and success fees: we share the risk and reward

� Our relationship is with the company rather than its creditors

� Assessment and Stabilisation

� Develop a turnaround plan

� Execute detailed plans

� We can support the phases with additional services

�Refinancing

�Sale of Business

�Project Management

�Run-off

�Integration Support

Taking executive roles to make successful turnarounds

24


Exit Planning & Implementation

What we do

� We work with clients at three distinct

stages to:

1. Assess sale or exit options

2. Plan for their chosen scenario

3. Implement

� We combine our past experiences and

proven methodologies to provide tailor-

made, pragmatic solutions.

� We welcome the opportunity to take

ownership of projects (within whatever

control structures/boundaries the client is

comfortable with) and are committed to

ensuring a successful conclusion within

agreed time frames.

� We use a core team of experienced

professionals that specialise in this area but

we also have access to a range of non-core

staff (tax, pensions etc.) that have the skills

and experience to add value to any exit

process.

Background

� Most businesses could generate cash and

value through the exit of non-core or

unprofitable or disruptive activities

� Exit becomes inevitable if the situation

cannot be resolved through other means

such as operational turnaround or

relocation. We can assist in identifying and

considering all the options during the

assessment phase.

� Activities can range from loss making

subsidiaries/divisions that need to be

closed, to unfavourable commercial

contracts that need to be renegotiated or

terminated.

� It is all too easy for companies to

concentrate their resources on their core

business and ‘put-off’ dealing with problem

non-core situations. Often they can appear

too time consuming or sometimes even too

insignificant to address – this can be

expensive in the long-term.

� Delays in ‘biting the bullet’ can destroy

value for shareholders.

Key features

� Flexible approach based on client

preference:

– Unlike other advisory firms, we are

happy to work in a hands-on executive

capacity which can considerably reduce

the distraction to management and also

allows them to concentrate on the core

business;

– We can also work alongside company

management, either to lead projects

and negotiations or as part of a team

led by company management; or

– We can of course operate in a more

traditional advisory role.

� We are happy to work under self-funding

success fee arrangements that are aligned

to the overall success of the project.

� We provide fully rounded risk adjusted

solutions. We understand and have

considerable experience in handling the

sensitive issues which arise in an exit

scenario.

25



3rd Floor, 351 Icon, Western Express Highway

Andheri (East), Mumbai – 400 069, India

Manish Didwania

Phone: +91 (22) 2682 5006

Mobile: +91 98204 62005

Email: [email protected]

Whitewater Corporate Advisory_Profile

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