◆Finding Potential M&A Partners

・Finding potential partners and providing strategies for M&A

◆Evaluation of Potential Partner

・Evaluation of the company’s management resources, taking the current state and post-M&A synergy effect into consideration
・Evaluation of the potential growth and profitability of the businesses
・Business evaluation, taking social value, market growth potentials, competitive advantage, and profit structure of its business into consideration

◆Business Coordination

・Market research, strategy planning, evaluation of, and actual negotiation with the potential partner
・Coordination for technological alliance
・Coordination for reallocation of management resources and streamlining of corporate management structure, such as development of management structure, system integration and reconstruction, and reconstruction of accounting and budget management systems

◆Strategic Support

・Development of business restructuring plan and capital policies

◆Legal Support

・Advices on contractual practice, Companies Act, Japanese SOX Act, Antitrust Law, tax laws, and the protection of intellectual properties

(1) Advice and support for negotiation tactics

Based on the client’s management strategies, HVC provides advice and support in establishing overall negotiation tactics to achieve M&A with its potential partner.

(2) Management of a task force

HVC establishes and manages a task force consisting of lawyers, certified accountants and other experts most suitable for advancing the project.

(3) Execution of due diligence (detailed examination)

HVC oversees the task force to perform close examinations of the potential partner’s asset, business operations, financial and legal affairs and other items.
*When the client is on the seller side, due diligence is performed by the other side.

(4) Evaluation of the value of the potential M&A partner

HVC performs evaluations of the company or business value in multiple ways.

(5) Support decision-making of the client

To achieve M&A, HVC compares and examines a various means and measures to support the client’s decision.

(6) Support for negotiations

On top of supporting the negations on various conditions between the client, potential M&A partner and its shareholders, HVC negotiates as an agent role for the client upon request.

(7) Advice on closing M&A deals

HVC provides advice on the payment of the consideration, transfer of the shares, procedures for relevant organizations and governments, and execution of contract articles.

Satoshi ENDO

BA in Education from Waseda University, and completed the Advanced Management Program (AMP) at Harvard Business School. Endo’s career started at Chemical Bank New York Corporation in its credit division in New York and later in Tokyo in charge of credit evaluation of small to medium-sized enterprises in U.S., companies in energy sector, and Japanese companies followed by the experience of sales and dealing in its foreign exchange division. When moved to the equity capital market division at Swiss Bank Corporation (SBC) in Tokyo, he engaged in corporate financing for companies and government-affiliated financial institutions in eastern Japan that included Hokkaido. At the equity capital market headquarters at SBC in Zurich, Endo was responsible for financing on the Swiss market for Asian companies as Vice President for Japan and Asian regions. Then at SBC Warburg in Osaka, as General Manager for its investment banking division, and corporate financing group director, he provided merger & acquisition and other corporate financing services for companies in western Japan. Also as the head of its equity capital market (ECM) division at UBS Securities, and as executive director of ECM division at UBS in London, he was responsible for financing for companies in Japan and Asian countries. Currently he provides consultation for ICT venture firms and asset management firms in the fields of asset and liability management, financing, investment management, and IR for overseas investors as well as involved in starting up such firms. He is a Advisor to Hokkaido Venture Capital, Inc.

Koiuchi OKEKAWA

Graduated from advanced accounting course of Hokkaido Bookkeeping School (current Chamber Academy, a technical school attached to Sapporo Chamber of Commerce and Industry). After experienced overall tax practices at Yanase Atsushi Tax and Accounting Office, engaged in internal auditing, preparation of financial statements as an overseas consolidated group, preparation for the spin-off of the administrative section, and closure and sell-off of the shops, along with overall administrative and accounting practices at a retail distribution company. At a service company, restructured its accounting department, enabling the company to list its stocks on over-the-counter (current JASDAQ) market, and engaged in overall accounting and disclosure practices. At GS Consulting Co., Ltd., conducted IPO support, disclosure support, M&A, and corporate restructuring and other financial strategy consulting. Joined HVCSRI in October 2007.