Aristier brochure a4 singlepage screenview copy

NEW YORK - SINGAPORE

www.aristierpartners.com

An Alternative To The Large Integrated Firms


An Alternative To The Large Integrated Firms

Aristier Partners is a Global Investment Banking Advi-sory firm that provides advisory and Capital raising services to Corporate and Government clients involved in public Mergers and Acquisitions, Private Treaty Acquisitions and Divestments, Debt and Equity fund raising and Corporate restructuring. We work with Companies with revenues between $25 million - $500 million and transactions size from $10 - $250 million.

The firm offers capital raising, divestitures, due diligence, Mergers and Acquisitions advisory services, Corporate restructuring, privatizations and Private Equity transactions, Strategic alternative reviews, Valu-ations and Fairness Opinions.

Our team have the deepest knowledge in key sectors such as Resources and Energy, Infrastructure, Aero-space, Business Aviation, Metals and Mining, Real Estate and Financial institutions.

Our Firm

A Global Investment Banking Advisory firm that provides advisory and Capital raising services to Corporate and Government clients

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We are independent, unencumbered by the potential conflicts of interest inherent in bulge bracket firms and universal banks. We are never in a position where our client's best interests are in conflict with our own. We serve as trusted senior advisors, providing classical Investment Banking advice and always recommending ideas and strategies that we would pursue ourselves were we acting in management's capacity.

Our Philosophy

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• Adding value to our clients’ business• Putting our clients’ interests first• Acting with integrity and total professionalism Teamwork

• Being creative and innovative to solve new problems

• Fostering an open company culture

Our commitment to these six principles is vital for continued growth and prosperity.

What We Stand For


A Global Independent Financial Firm


We Add Value To Our Client’s Business

Our clients are typically bold, ambitious business lead-ers. They have the talent, the will and the open-mindedness required to succeed. They are not satisfied with the status quo.

Who we work with

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We help companies find where to make their money, make more of it faster and sustain its growth longer. We help management make the big decisions: on strat-egy, operations, technology, mergers and acquisitions and organization. Where appropriate, we work with them to make it happen.

What we do

We realize that helping an organization change requires more than just a recommendation. So we try to put ourselves in our clients’ shoes and focus on practical actions.

How we do it

How can we help you?Delivering

The Highest Quality Of Advice

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• By enhancing the buyer's understanding of the target business and therefore increasing the likelihood of the deal achieving its objectives.

• By helping buyers to identify and understand critical success factors so that informed acquisition decisions can be made.

• By providing purchasers with greater certainty over the nature of the business and the characteristics of its cash flow. This helps pricing decisions and the level of gearing the structure will support.

• By providing vendors with greater control over the sale process and the timing of sale, which can help secure a higher price for the business.

• By helping you to reduce disruption to the business as the sale process is more controlled.

• Our vendor assistance specialists can ensure that the vendor retains pace and initiative throughout the sale process.

• By assisting with an early identification of value critical issues, providing the option to "regroup and fix" outside the glare of publicity.

• By providing rapid execution of the divestment from the point of announcement for vendors. This reduces the business disruption and accelerates transfer to new owners.

Aristier Partners offers a full suite of advisory and capi-tal raising services across a range of industry sectors. We have dedicated teams of professionals in each region focused specifically on each service.

Our Global Expertise

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The M&A team combines structuring and advisory expertise with our international equity and debt capital market capabilities.

Aristier Partners global mergers and acquisitions (M&A) team combines structuring and advisoryexpertise with our international equity and debt capital market capabilities.

Our team of global professional delivers the highest quality of advice in relation to M&A buy-side and sell-side, divestments, takeover responses, debt and equity financing and capital management, restructuring and other strategic and financial matters.

This specialisation has enabled us to develop a deep understanding of our clients' businesses and the indus-try dynamics in which they operate, allowing us to assist in structuring innovative solutions that achieve their strategic objectives.

Here are the following key transactional elements, drivers and intricacies:

• Merger & Acquisition Strategy• Target screening• Transaction execution (Due diligence, valuations, tax structuring, IT due diligence, accounting structuring)• Merger integration (planning and execution)

Valuation & Fairness Opinion


Delivering The Highest Quality

Of Advice

Aristier Merger and Acquisition Process


M&AStrategy

Can M&A be used to enhance your strategic position?

Target Screening

Transaction ExecutionIntegration

Objectives

Validation Execution

Desirability Achievability Market Technical

Position Assessment

StrategyDevelopment

Implementation Planning

CriteriaDevelopment

TargetIdentification

Long-list

Long-listEvaluation

Merger BenefitPotential

InternalValuation

MarketContext

Short-list

MarketValuation

TacticalEvaluation

InvestorRelations

Financing

DealStrategy

FinancialStructure

OrganisationalStructure

MarketOperations

StrategicDue Diligence

FinancialDue Diligence

Legal/RegulatorDue Diligence

Documentation

Strategic

Legal

Financial

Operations

Technology

Organisation

Are there any suitable candidates who meet your criteria?

Are the merger benefits sufficient to justify the price and risks?

How will the market react to the proposed transaction?

How can you ensure the transaction is completed on the right terms?

Are there any unanticipated issues that may reduce the value of the assets or make the deal untenable?

How do you maximise the value of the newly combined entity?

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To measure value in today's environment, businesses must focus on traditional assets as well as intellectual property, customer and supplier relationships, know-how, and technology.

Aristier Partners offers valuation and Fairness Opinion services for both public and private Companies requir-ing an independent valuation for businesses, assets, or intellectual property. Typically, a financial model is an integral part of a valuation exercise.

We interact extensively with clients to build financial models with forecasts and valuations that best represent the business, assets, or intellectual property.

Our qualified, experienced professionals have deep experience in a wide range of valuation issues. They can be engaged to:

• Determine purchase price allocation and goodwill impairment.• Provide fairness opinions and formal valuations• Identify and value intangible assets, such as intellectual property, customer relationships, technology, trademarks/names, etc.• Provide valuations of assets and business interest for taxation purposes• Provide extensive financial and operational research.• Research transactions of comparable businesses or properties• Perform cost segregation studies for income tax and financial statement reporting purposes.

Valuation advice from an independent financial advisor can assure stakeholders that the decisions boards make are fair and reasonable. Regardless of whether the company is undergoing a major transaction or consid-ering the financial impact of a business decision, a fairness opinion helps ensure that the next actions taken are the right ones.

Mergers & Acquisitions

We build Strong Relationship with our Clients

Leverage Buy Out

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Aristier Partners advises company management seek-ing to acquire all or a portion of the companies they currently run. We also manage the process when owners wish to sell their businesses to specific personnel.

Aristier Partners facilitates these deals by guiding both parties step by step throughout the process. We specialize in setting up the financial structure of the acquisition, determining the fair market value, identify-ing key financial partners, facilitating the negotiations, keeping the relationships intact between both parties, and reviewing the business terms of transaction agree-ments.

Depending on your situation, we can help bring in strategic partners or Private Equity Groupsto participate in the transaction.

Our Strategic Advice

Our strategic advisory service allows us to build a strong relationship with our clients outside of the context of any transaction.

Often these services are provided in advance of a trans-action when a client is considering their strategic options for optimising the value of their business or following a transaction where clients have found the advice provided during the transaction process to be particularly valuable in developing their business and wish to maintain the relationship.

The success of this partnership with clients is demonstrated by our strong track record of repeat busi-ness over many years.

Some private equity groups and private investors actively invest in privately held companies.

They generally seek to partner with some or all of the existing management team. These investors typically purchase more than 51% to secure control, but there are firms who focus on purchases of minority positions. The owner is able to take some cash out of the business and retain ownership and decision-making ability going forward. Private equity firms typically seek to grow the company over a three to five year period and then exit.

Key benefits of a Private Equity recapitalization include funding expansion of the business, diversifying investments in areas outside the business, removal of personal guarantees, peace of mind, or diversification - “taking some chips off the table.”

Aristier Partners facilitates recapitalizations by working with the business owner to identify goals, identify the proper strategic partner, negotiate the agreement, maximize the take home and in general manage the entire process.

Private Equity

Funding for infrastructure projects is a complex area, and there are specific challenges involved in creating the appropriate finance structures to manage risks effectively.

• Provide fairness opinions and formal valuations• Provide fairness opinions and formal valuations

Aristier Partner is a global specialist in Project Finance having been at the forefront of project financing for over a decade.

In the years following the global financial crisis and despite the challenges it has presented, Aristier Partners's project finance team has remained a strong performer in the market.

We have specialist teams across the range of industries in which project finance is utilised including energy, utilities, power, oil and gas, transport, resources and social infrastructure projects.

Project Finance

We build Strong Relationship with our Clients

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Strategic Options

CommercialDue Diligence

OperationalDue Diligence

FinanceDue Diligence

LegalDue Diligence

• Market dynamics• High-level trends• Business porfolio analysis• Target identification

• Market and customer attractiveness• Industry structure and dynamics• Competitive position• Distribution channel dynamics• Top-line opportunities• Business plan review• Risk and opportunities

• Cost structure and drivers• Operational improvement potential• Cost synergies assessment• Integration capabilities• Risk and opportunities

• Review financial statements and management accounts• Basis for future business plans• Valuation• Deal financing

• Target liabilities and financial risks• Competition authority implications• Transaction mechanics, execution, and closing

• Senior managers (CEO, Board)• Strategic advisors (consultants, bankers)

• Senior management (CEO, strategic directors, business development directors)• Consultants

• CFO• Accountants• Input from commercial and operational due diligence

• Company general counsels• Legal advisors

Act

ivitie

s &

Anal

ysis

Par

ties

Invo

lved

Due Diligence Overview

To measure value in today's environment, businesses must focus on traditional assets as well as intellectual property, customer and supplier relationships, know-how, and technology.

Aristier Partners offers valuation and Fairness Opinion services for both public and private Companies requir-ing an independent valuation for businesses, assets, or intellectual property. Typically, a financial model is an integral part of a valuation exercise.

We interact extensively with clients to build financial models with forecasts and valuations that best represent the business, assets, or intellectual property.

Our qualified, experienced professionals have deep experience in a wide range of valuation issues. They can be engaged to:

• Determine purchase price allocation and goodwill impairment.• Provide fairness opinions and formal valuations• Identify and value intangible assets, such as intellectual property, customer relationships, technology, trademarks/names, etc.• Provide valuations of assets and business interest for taxation purposes• Provide extensive financial and operational research.• Research transactions of comparable businesses or properties• Perform cost segregation studies for income tax and financial statement reporting purposes.

Valuation advice from an independent financial advisor can assure stakeholders that the decisions boards make are fair and reasonable. Regardless of whether the company is undergoing a major transaction or consid-ering the financial impact of a business decision, a fairness opinion helps ensure that the next actions taken are the right ones.

Due Diligence

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All businesses involved in an acquisition, as buyers or sellers, need to ensure that the financial information they hold is as accurate as possible, not only to prevent paying too much (or in a seller’s case receiving too little) but also to ensure that their governance and risk management objectives are met.

From the buyer’s perspective the quality of information available about a potential acquisition determines the ultimate success of a transaction. Without ensuring that the financial statements about a business reflect the reality, a deal may deliver less than first impressions suggest.

• To ensure an efficient sales process, vendors need to present their financial information to potential buyers as transparently as possible. An independent assessment provides potential buyers with certainty about the business and the nature of its cashflow.

• Financial due-diligence can help to identify and focus attention on the factors in the business that will be critical to its future success.

• Public company boards’ governance responsibilities require them to ensure that all steps possible have been taken to identify any problematic issues in a potential acquisition.

If this is your situation

• You want to strengthen your company's core business by acquiring rival or complementary products.

• You want to purchase a company to gain access to its existing products in new markets, or to increase your customer base.

• Your company's strategy involves disposing of part of the business, whether through a carveout of business units, or by the sale of existing entities.

• Your company is in the process of restructuring/re-focusing its activities.

• You want to reposition your portfolio focus on core businesses, or return value to shareholders.

• You have started to feel pressure from financiers as a result of deteriorating financial ratios.

Structured Finance

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Aristier Partners leverages extensive advisory, arrang-ing, underwriting and financial engineering capability in the structured finance field to provide corporate and institutional clients with solutions tailored to their needs. Solutions encompass asset finance (project, aviation, shipping, structured export), commodity andenergy finance, acquisition and strategic finance (LBO, financial engineering), and real-estate finance, and are underpinned by an integrated team with specific expertise.

A Debt Solutions platform gives investors (banks, insti-tutions, insurers, funds, etc.) access to debt assets origi-nated, analyzed and profiled by recognized profession-als. The asset profile on offer is adjusted to investors’ situations using bespoke structuring and assembling techniques.

This diversified and dynamic approach to providing structured finance solutions to client investors is reinforced by securitization expertise on a wide variety of underlying assets and on all types of sellers.

Industry Focus

Aristier Partners specialisation along sector lines has enabled us to develop a deep understanding of our clients' businesses, and the issues and challenges they face. Advisory and capital raising activities are aligned with four industry groups.


We Provide Solutions Tailored To Client Needs


Established Expertise In All Manners Of Business & Corporate Aviation Assets


Established Expertise In All Manners Of Business & Corporate Aviation Assets

Business & Corporate Aviation

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Aristier Partners has an established reputation for providing expert advice and assistance with the management of all manner of Business & Corporate Aviation assets.

The firm provides technical consulting services to many of the world’s airlines, aircraft manufacturers, aviation industry lenders and aircraft leasing companies. Services include all aspects of asset management, including asset appraisal, fleet planning, aircraft acquisition, lease structuring, lease returns, equipment recov-ery, storage and maintenance, and aviation asset inspections.

Financial consulting services for the Business aviation industry include the valu-ation of airlines, their operating assets and other investments, and Aristier Partners has extensive experience providing due diligence assessments for buyers, sellers and investors involved with a wide range of aviation related busi-nesses. Aristier Partners also provides restructuring and bankruptcy consulting services for Business Aviation Company, associated financial institutions andtrustees, including the procurement of new investors, debt restructuring, reorganization plans, business plans, fleet and network plans, financial projec-tions, Cap Ex and lease renegotiations.

Aristier Partners Business & Corporate Aviation provides integrated services across the corporate advisory spectrum, including expert advice on specific Aviation services:

• Aircraft and Spare Parts Remarketing (Sales, Leasing, Part-out)• Aircraft Acquisition • Aircraft and Spare Parts Storage & Maintenance • Overhaul Management• Reliability Analysis• Valuation of Business & Corporate Aviation, Operating Assets, Other Investments• Due Diligence Assessments• Maintenance Management

Aristier Partners specialisation along sector lines has enabled us to develop a deep understanding of our clients' businesses, and the issues and challenges they face. Advisory and capital raising activities are aligned with four industry groups.

Industrials

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Aristier Partners industrials team provides integrated services across the corporate advisory spectrum.

Aristier Partners industrials team combines our corporate advisory expertise and experience with a dedicated focus on companies operating in the Industrials sector.

We provide specialised coverage across several Industrials sub-sectors:

• General industrials: capital goods, engineering and construction, mining services, electrical equipment, auto, cleantech

• Basic materials: forestry, paper and packaging, metal distribution, chemicals, building products

• Business and industrials services: professional and business services, business process out sourcing, customer relationship management, facilities management/maintenance

• Consumer and retail: food and beverage, agriculture and soft commodities, consumer goods, retail

• Transport and logistics

We Provide Specialised Coverage

Across The Industrial Sectors

Resources

Specialisation along sector lines has enabled the Resources team to develop a deep understand-ing of their clients' businesses.

Aristier Partners combines financial services and specialised industry knowledge with a focus on Companies operating globally in the resources sector, particularly the mining and metals, energy and related services sectors.

The resources boom has offered unprecedented opportunities in the sector.

Our team is a premier adviser to companies across the resources industry and is renowned for its innovation, success and market insight.

Working around the world as 'one team' allows us to leverage our substantial presence across all major resources hubs to provide local market knowledge and seamless cross-border service.

We Provide Specialised Coverage

Across The Industrial Sectors

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Real Estate

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The Real Estate team has a reputation for successfully advising and arranging capital for large and complex real estate transactions.

Aristier Partners provides advisory and capital arrang-ing services to Real Estate and real estate related market participants. Aristier Partner believes that its emphasis on individualised attention to its clients, extensive global network of relationships and its singu-lar industry focus enable it to provide unparalleled client service.

To help its clients meet their strategic, capital and investment objectives, Aristier Partners provides specialist private capital solutions and traditional advi-sory and M&A services that draw upon its deep under-standing of the private capital markets. Aristier Partners's strategic advisory and capital raising services are delivered by a global platform of real estate and private capital specialists.

With the globalisation of Real Estate as an asset class, the team has also been at the forefront of cross-border Real Estate acquisitions, structuring, securitisation and capital sourcing.


A Reputation For Successfully Advising And Arranging Capital For Large And

Complex Real Estate Transactions


A Reputation For Successfully Advising And Arranging Capital For Large And

Complex Real Estate Transactions

NEW YORK

14 Wall Street, 20th FloorNew York, NY 10005

Email: [email protected]

SINGAPORE

12 Marina Boulevard17th FloorMarina Bay Financial Centre - Tower 3 Singapore 018982

General Disclaimer

The information provided in this document has been drafted by Aristier Partners LLC and is intended as general information and is not oriented to your personal situation. The information may therefore not expressly be regarded as a recommendation.

Decisions made on the basis of the information in this document are your own responsi-bility and at your own risk. Although Aristier Partners LLC attempts to provide accurate, complete and up-to-date information, which has been obtained from sources that are considered reliable, Arister Partners LLC makes no representations or warranties, express or implied, as to whether the information provided isaccurate, complete or up-to-date.

Aristier Partners assumes no liability for printing and typographical errors. The informa-tion included in this document may be amended without prior notice. Aristier Partners is not obliged to update or amend the information included herein.

Neither Aristier Partners nor any of its agents or subcontractors shall be liable for any damages (including lost profits) arising in any way from the information provided in this document or for the use thereof.

Aristier Partners LLC, or the relevant owner, retains all rights (including copyright, trademarks, patents and any other intellectual property right) in relation to all the informa-tion provided in this document (including all texts, graphic material and logos). The information in this document may not be copied or in published, distributed or reproduced in any form without the prior written consent of Aristier Partners LLC or the appropriate consent of the owner. The information in this document may be printed for your personal use.

2014 Aristier Partner LLC is a Member of the Financial Industry Regulatory Authority (FINRA) in New York and is regulated by the Monetary Authority of Singapore (MAS).


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Aristier brochure a4 singlepage screenview copy