CohnReznick Private Equity Services
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Transcript of CohnReznick Private Equity Services
CohnReznick LLP
A n I n t r o d u c t i o n t o C o h n R e z n i c k ’ s
S e r v i c e s f o r P r i v a t e E q u i t y G r o u p s
a n d S i n g l e F a m i l y O f f i c e D i r e c t
I n v e s t m e n t G r o u p s
December 23,2016
C O H N R E Z N I C K
B Y T H E N U M B E R S
One of the top accounting, tax, and advisory firms in the U.S.
Blends the deep resources and technical acumen of a large
accounting firm with a hands-on, entrepreneurial service
approach that growing organizations require
Serves clients in numerous industries
International reach via Nexia member firms in more than
100 countries
December 23,2016 1
11th LARGEST ACCOUNTING
FIRM
2700+ EMPLOYEES
300 PARTNERS
30 CITIES
$575+ MILLION IN ANNUAL
REVENUES
A B R O A D P O R T F O L I O O F
S E R V I C E S
Accounting and Assurance Services
Tax Services Advisory CohnReznick
Affiliated Companies
Audits, Reviews, and
Compilations
Employee Benefit Plans
IFRS
SOC 1, 2, 3 / SSAE 16
Agreed upon procedures
Accounting outsourcing
and consultations
Public company services
IT audit and controls review
Tax compliance and
preparation
Strategic tax planning
Corporate tax outsourcing
Private clients
Federal tax
Trust and Estate
International tax
State and local tax
Transfer pricing
Cost segregation studies
New market tax credits
Tax specialty services
Tax credit advisory
Bankruptcy and
restructuring
Computer Forensics and eDiscovery
Cybersecurity
Forensic and litigation
Governance, Risk and
Compliance
Government and Public Sector
Management Consulting and CFO Advisory
Real Estate Advisory /
NOI Strategies
Technology and Digital Services
Transactional Advisory and M&A Consulting
Valuation
CohnReznick Benefits
Consultants CohnReznick UIC
Consultants LLC
CohnReznick Real Estate LLC
CohnReznick Professional Services PVT, Ltd.
CohnReznick Wealth Management LLC
Integratec Services, LLC
December 23,2016 3
O U R I N D U S T R Y E X P E R I E N C E
Affordable Housing
Apparel and Fashion
Commercial Real Estate
Construction
Educational Institutions
Entertainment
Financial Services
Government
Government Contractors
Healthcare
Hospitality
Law Firms
Life Sciences
Manufacturing and Distribution
Marketing Communications
Companies
Medical
Mortgage Finance/Consumer
Lending
Not-for-Profit
Private Equity/Venture Capital
Real Estate Investment Trusts
Renewable Energy
Retail and Consumer Products
Technology and New Media
December 23,2016 4
G L O B A L C A PA B I L I T I E S
To meet this need, CohnReznick is an
independent member of Nexia International.
Leading provider of audit and advisory services worldwide
$2.9 billion in total revenue 23,000 professionals 600+ offices 105 countries
We take a proactive role in Nexia, serving as
one of two U.S. firms on its board of directors
and regularly meeting with and training
member firms around the world. This allows us
to provide our clients with unified and
consistent solutions around the globe.
Geographic boundaries are no longer barriers to doing business. But doing
business in other countries requires reliable and experienced accounting,
tax and business advice from practitioners “on the ground” in those
jurisdictions.
December 23,2016 5
CohnReznick is an independent member of Nexia International
C O M P R E H E N S I V E P R I V A T E E Q U I T Y
A N D V E N T U R E C A P I T A L S O L U T I O N S
Current market conditions demand
that financial investors shift strategies and disrupt “business as usual” to respond and adapt to a progressively dynamic business and economic environment.
An abundant supply of capital and continued eagerness for investment activity within the private equity community has elevated the importance of sourcing new
acquisitions, increasing certainty of close, financing, and building portfolio company value--all among an increasing complex regulatory environment.
December 23,2016 6
C O M P R E H E N S I V E P R I VAT E E Q U I T Y
A N D V E N T U R E C A P I TA L S O L U T I O N S
CohnReznick’s Private Equity and Venture Capital team is a combination of industry specific and
functional professionals focused on the entire lifecycle of an investment from pre-acquisition to exit.
Our experience in the private equity and venture capital industry translates to
thoughtful, well-prepared transactional advisory, fund compliance, portfolio
compliance and performance improvement services.
In highly competitive transactions where deals often hinge on our abil ity to deliver
results quickly, clients deserve and get deep resources and technical acumen
coupled with significant “A” team attention.
Our private equity and venture capital professionals leverage specific industry
insights and experience to help maximize value and mitigate risk.
We communicate candid, continuous, client-focused research reports,
industry outlooks, whitepapers, newsletters and updates on important issues
relevant to private equity investors.
December 23,2016 7
C O H N R E Z N I C K P R O F E S S I O N A L S
L E V E R A G E I N D U S T R Y S P E C I F I C
K N O W L E D G E W I T H T E C H N I C A L S K I L L S
December 23,2016 8
Transactional Advisory
Corporate Finance
Advisory
Post- Transaction
Value Creation
Portfolio Compliance
Fund Compliance
Exit Healthcare
Hospitality
Life Sciences
Manufacturing and Wholesale
Distribution
Renewable Energy
Retail and Consumer Products
Technology and New
Media
Commercial Real Estate
Construction
Financial Services
C O M P R E H E N S I V E P R I VAT E E Q U I T Y
A N D V E N T U R E C A P I TA L S O L U T I O N S
Our professionals encompass a solid understanding of industry -specific financial, operational, risk,
technology, and market issues. This dedicated industry approach is supported by a long -term
Firm commitment to industry involvement, and a strategic focus on key industry sectors of owner -
operated companies.
December 23,2016
Services designed to provide buyers and sellers
with the intelligence to make well-informed
decisions. An emphasis on aspects of the acquisition
process, with a focus on identifying risks
and maximizing stakeholder value.
Transactional
Advisory
A collaborative process designed to identify and
implement effective solutions to help
organizations optimize profitability and grow.
Performance
Improvement
Industry-focused, seasoned professionals
whose audit and tax services
frequently include recommendations with
respect to general business practices,
operating efficiencies, and fiscal policies.
Portfolio
Compliance
Fund-level audit and tax compliance and
consulting services through all phases
of fund development and growth.
Fund
Compliance
$$ $
9
December 23,2016
As auditors focused on serving middle-market owner-operated companies,
we often consult with our clients when a liquidity event becomes part of
their strategic plan. We match our clients’ needs and objectives to our
network of potential investors.
C O M P R E H E N S I V E P R I VAT E E Q U I T Y
A N D V E N T U R E C A P I TA L S O L U T I O N S
10
VA L U AT I O N A D V I S O R Y
The Valuation professionals of CohnReznick Advisory
Group perform hundreds of engagements each year
for public companies and closely held businesses in a
variety of industries. Services include both
independent opinions and advisory services for a
broad range of purposes:
• Financial reporting: Fair value measurements, purchase price allocations, goodwill impairment studies, intellectual property valuation and investment fund portfolio valuation.
• Tax related: Estate, gift and income taxes including charitable contributions, transfer pricing and net operating loss limitations.
• Asset based appraisal services for real estate, energy, and other tangible assets: We are licensed to perform real estate appraisal services in all 50 states and
perform valuations of alternative energy assets including solar, wind and biomass technologies.
• Valuation of fractional ownership interests and complex financial instruments, including convertible securities, debt, and derivatives: We combine capital market, real estate and complex security valuation expertise.
• Transaction and strategic advisory: Strategic planning advice and structuring to maximize economic and tax benefits, financial and tax due diligence, and valuation and fairness opinions.
• Dispute and litigation services: Valuation and economic analysis in divorce, bankruptcy and restructuring, buy/sell and shareholder disputes, eminent domain and other commercial litigation.
• Third party valuation study verification: As part of a national accounting firm, we are uniquely qualified
to provide valuations that will meet the expectations of auditors and to verify whether the third party studies meet valuation standards for audit evidence. We also perform formal valuation and appraisal reviews for third parties.
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T R A N S A C T I O N A L A D V I S O R Y
December 23,2016 12
Analysis of sale alternatives
Data room establishment
Deal structuring and contact
assistance
Divestiture strategic planning
Financial and transaction modeling
Pre-deal evaluation
Purchase price disputes
Strategic alliance analysis
Tax strategy development
Transactional due diligence
Deal structure assistance
Due diligence of distressed/
underperforming targets
Financial modeling
Industry analyses
Integration analysis and
planning
Pre-deal evaluation
Strategic planning
Purchase price disputes
Tax structuring
Transactional due diligence
Financial & Accounting -
Quality of Earnings
Finance Process
Human Resource
Information Technology
Operations
Risk Management
Tax
Acquisition accounting
Deal structuring and contract
assistance
Detailed financial modeling
Market and competitive analyses
Post-acquisition advisory and support
Purchase price dispute services
Strategic and operational
Transactional tax advisory
Valuation support and analysis
Sell-Side
Services
Buy-Side
Services
Transactional
Advisory
Services
December 23,2016
Other Due Diligence Services
HUMAN RESOURCE
Assessment of employees
Assessment of medical plans
Assessment of retirement and deferred
compensation plans
Review of workers compensation
experience rates and claim history
Review of employment agreements
OPERATIONS
Site visit and review of facilities
Assessment of existing employees
and contracts
Assessment of relevant intellectual
property
Review of real estate and related
contracts
Assessment of synergies and
redundancies
FINANCE PROCESS
Assessment of current finance
systems and integration with overall
IT infrastructure
Review of financial close process and
timing
Assessment of:
Finance organization
Assessment of internal audit
function
Synergies and redundancies
Sourcing and Strategy
Due Diligence Execution Closing Integration
T R A N S A C T I O N A L A D V I S O R Y
( C O N T ’ D . )
13
RISK MANAGEMENT
Assessment of insurance policies
including, but not limited, to:
General liability
Product liability
Property & equipment
Umbrella
Vehicle
Other
INFORMATION TECHNOLOGY (“IT”)
Assessment of current systems and
processes
Data and network security
Assessment of IT organization
Review of software development lifecycle
Assessment of third-party service and software
providers
Assessment of synergies and redundancies
P O R T F O L I O VA L U E I M P R O V E M E N T
A S S E S S M E N T S E R V I C E S
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Insurance, benefit
plans, logistics and
real estate
operating expense
reduction
assessments
Supply chain and
workflow consulting
and optimization
Business Discovery
services including
industry reporting
dashboards and
methods
Lean
Management
tools to reduce
process waste
A post-acquisition collaborative process designed to identify opportunities to improve visibility into key EBITDA drivers and root causes of profit and cash flow leaks.
Internal controls
review and risk
assessment
Tax specialty
studies including
Repair and
Maintenance
and Research
and
Development
Technology
review, including
automated work-
flow
Capabil ities, CRM functionality,
warehouse management tools,
forecast and demand planning capabil ities, and
resource planning
P R I VAT E E Q U I T Y C O M P L I A N C E
S E R V I C E S
December 23,2016 15
• Annual audit of financial statements. Reporting under U.S. GAAP and IFRS
• Cayman Islands-registered fund audits
• Consultation on partnership agreements, private placement memoranda,
and other offering documents
• Domestic and international tax planning and entity structuring
• Performance examinations
• Preparation of partnership tax allocations
• Preparation of tax returns and partners’ Schedule K-1s
• Quarterly compilation or review of financial statements
• SBIC financial reporting and compliance
• Structural and tax advice on Surprise examinations to comply with Rule
206(4)-2 under the Investment Advisers Act of 1940
FUND COMPLIANCE SERVICES $$
P R I VAT E E Q U I T Y C O M P L I A N C E
S E R V I C E S ( C O N T ’ D . )
December 23,2016 16
• Audits, reviews, compilations
• Corporate governance
• FAS 109 and FIN 48 consultation
• Fraud and other investigations
• Accounting outsourcing and consultations
• Internal audit outsourcing and co-sourcing
• International compliance
• Restructuring
• SEC services including IPO support
• Tax planning and compliance
• Tax specialty services including state and
local tax expertise
PORTFOLIO COMPLIANCE SERVICES $
R e p r e s e n t a t i v e P r i v a t e E q u i t y
a n d V e n t u r e C a p i t a l C l i e n t s
R E P R E S E N T A T I V E P R I V A T E E Q U I T Y
A N D V E N T U R E C A P I T A L C L I E N T S
CohnReznick serves a diverse range of clients providing transactional advisory, fund compliance, portfolio compliance and performance improvement services and expertise across many industries.
December 23,2016
• AEW Capital • Friend Skoler • Platinum Equity
• TSG Consumer • VMG Partners • Victory Park Capital
• Aisling Capital • Glenmont Capital (b), (c), (d) • Pulse Equity Partners
• Angelo Gordon & Co. • Goode Partners • Quilvest Private Equity
• Corinthian Capital Group • The Gores Group • Lateral Investment Management
• Argosy Capital • H.I.G. Capital • RFE Investment Partners
• Avante Mezzanine Partners • Crescent Capital • New Canaan Funding
• Balance Point Capital Partners • Hampshire Companies, The • The Riverside Company
• Balmoral Advisors LLC • Insight Venture Partners • Rosser Capital
• Berkshire Partners • Ironwood Mezzanine Fund • Sagard Capital
• Black Oak Capital Partners • Gladstone Partners • Lineage Capital
• Blue Wolf Capital • Irving Place Capital • Saybrook Capital
• Canrock Ventures • J.H. Whitney & Co. • Shore Points Capital
• Catterton Partners • KarpReilly, LLC • Steel Partners
• CIC Partners • KRG Capital Partners • Stephens Capital
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R E P R E S E N T A T I V E R E A L E S T A T E P R I V A T E E Q U I T Y C L I E N T S
CohnReznick serves a diverse range of clients providing transactional advisory, fund compliance, portfolio
compliance and performance improvement services and expertise across many industries.
December 23,2016
• American Real Estate Partners • Ivy Realty Fund • Omninet Real Estate Fund
• City View Fund • Kuwaiti Financial Center • Partners Capital Solutions Fund
• Crimson Real Estate Partners • Latus Partners • Primestar Urban Opportunity Fund
• Dune Real Estate Partners • Lone Oak Fund • Secured Capital-Japan
• Hackman Capital • Magellan Industrial Fund • SMA Investors LLC and SMA Investors
II LLC
• Hawthorne Retail Partners • Main Street Resources • Tennant Capital Partners
• Hines • McKinley Partners • TriPacific Capital Advisors
• IBEW-NECA Diversified
Underwritten Real Estate Fund LLC
(INCURE)
• NorthStar Opportunities Master Fund • Washington Alliance Capital, LLC
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• Creo Capital Partners • Levine Leichtman Capital Partners • Tengram Capital Partners
• Edison Venture Fund • Longroad Asset Management, LP • Topspin Partners LBO
• Enhanced Capital • Midmark Capital • Vanterra Funds
• Eos Partners • Moxie Capital • VisioCap
• Fir Tree Partners • Odyssey Investment Partners • Yellow Wood Partners
• First New England Capital • Palisades Capital Management • Pegasus Capital Advisors
• Founders Equity • Palladin Consumer Retail Partners • Swander Pace Capital
R E P R E S E N T A T I V E P R I V A T E E Q U I T Y A N D
V E N T U R E C A P I T A L C L I E N T S , ( C O N T ’ D . )
P R I VAT E E Q U I T Y / M & A
E N G A G E M E N T S CohnReznick LLP is proud to have assisted clients with a variety of private equity/M&A transactions. These
illustrations are representative of the scope and depth of our capabilities. As of January, 2016
December 23,2016 21
P R I VAT E E Q U I T Y / M & A
E N G A G E M E N T S ( C O N T ’ D )
December 23,2016 22
As of January, 2016
P R I VAT E E Q U I T Y / M & A
E N G A G E M E N T S ( C O N T ’ D )
December 23,2016 23
As of January, 2016
P R I VAT E E Q U I T Y / M & A
E N G A G E M E N T S ( C O N T ’ D )
December 23,2016 24
As of January, 2016
W H Y C O H N R E Z N I C K ?
Nearly 100 years helping our clients manage and grow their business
The resources and experience of a national firm combined with the hands-on approach usually found associated with boutique firms.
Industry specific focus to help you maximize your bottom line and meet strategic goals.
A commitment to providing clients with actionable insight and a high level of service
Dedicated engagement teams with active partner leadership and involvement
International reach and experience in over 100 countries
Integrity and a commitment to excellence that has earned the trust and confidence of our clients and the financial community
December 23,2016 25
FORWARD
THINKING
CREATES
RESULTS