boards: chairman, special committee, independent director

As companies pursue in- and out-of-court restructurings, the involvement of hands-on, strategic independent directors with extensive financial and restructuring experience becomes critical. This involves project-managing the restructuring process and coordinating with third party financial and legal advisors, management, lenders, and equity.

When lenders become equity owners or increase their equity ownership, hands-on, strategic independent directors can play a key role providing proper board governance and business oversight. Areas of focus for these directors include: business model and strategy review, budget approvals, management evaluation and compensation, quarterly business reviews, operational/financial reporting, audit committee oversight, and M&A.

As companies are pursuing sale or recapitalization processes, stakeholders benefit from close transaction management and oversight at the board level by independent directors with M&A and financial experience. Focus for these directors include: review of business model and projections, banker selection and fee negotiations, counsel selection, quality of earnings process, retention plans, process timeline, Plan B alternatives, and timely reporting to stakeholders.

Fund managers, limited partners or other stakeholders looking to value maximize illiquid assets require a bottoms-up evaluation of each position and the development of a detailed value maximization and exit plan. We have extensive experience and a proven track record advising minority and/or control equity investors as well as holders of "fulcrum" debt securities in venture capital or more established companies. 

Small and mid cap public companies face unique challenges given their size, difficulty attracting high caliber management and board talent, limited sell-side coverage and support, and increasing focus and attention by active buy-side investors. Management and boards need to develop clear and compelling  investment theses which must include an easily understood investment rationale and company differentiation, key performance indicators, near and medium term goals, and well developed earnings transcripts. We have extensive experience creating investor engagement strategies to drive value creation. 

In situations where companies require day-to-day involvement, we act as Chief Executive Officer or Chief Restructuring Officer to drive business stabilization, transformation, and results.