CORPORATE ADVISORY
We categorise our clients into two broad groups “General” and “Focused“.
Our General Corporate Advisory clients come to us for a diverse range of services focused upon raising money. These services will include drafting bond documents and securities, advising on Security Trustee issues, debentures and other risk mitigation measures, managing brokers and fundraising networks, automating the process, most IT and CRM issues, and the graphic design of promotional material and websites.
Our Focused Corporate Advisory Services include everything in the General category but also take advantage of our core competence and knowledge in the ESG, Renewable and Sustainable Energy Sector. In this respect, we are also able to advise on the technical aspects of Solar and Wind farms, EV charging networks, Power Purchase Agreements and Battery Energy Storage Solutions (“BESS”).
Our current client list includes a number of well-known corporate names trading over a broad spectrum of market sectors such as:
- Motor Vehicle Manufacture – three household names.
- A UK Sustainable / Renewable Energy (Solar and Wind) company focusing mainly on Sub-Saharan Africa.
- The world’s most prominent Electric Vehicle Charging and Battery Energy Storage Solutions company.
- The foremost fusion reactor company in the world.
- High-end acoustic development and manufacture of Speakers and Headphones
- Well-known after-market vehicle customise and tuning companies.
- Investment company dealing in commodities, derivatives and arbitrage.
- Restauranteur / Hotel chains.
- Hotel and Residential projects in Morocco.
- Alloy wheel manufacturer – largest in Europe
- Recruitment agency
- Sport and community centre development
- Cannabis Plantation and Investment company
- Property Development
- Modular Home Construction
- Crypto trading
With the specific exception of our Focused Corporate Advisory group (in which we excel), it’s easy to see that with such a diverse set of clients, our company could not possibly possess the skill-set and in-depth business-sector knowledge for each client’s company. What we do bring however, is a defined and honed set of specific skills in regard to fund-raising and risk-mitigation. To highlight how these skills are adapted and integrated into the various companies we contract with, we include below three actual case studies and abbreviated specimen “Scope of Works” agreements to illustrate our services and a typical chronological workflow.
Each case study is prefixed with a Fee Category:
- Fee Agreement means: Echelon Associates will perform the work required for a set and pre-agreed contracted fee.
- Sweat Equity means: Echelon Associates will perform the work required for a share of profits, dividends, shareholding, warrants/options in the client company (basically no win no fee).
- Very often Echelon Associates and its clients will agree a mixture of both.
Case Study 1
A household name UK Automotive Company requiring an urgent compliant Fundraising Solution. (In this instance we took the decision to invest our own funds, and returned over 118% in an 18 month period).
Fee Category: Fee Agreement.
A well-known aftermarket automotive brand* required £3 – 5,000,000 capital injection to retool and establish a new customised vehicle offering. The company approached Echelon Associates to investigate the possibility of raising £3 – 5m within a 6-9 month timeframe.
*Aftermarket Automotive Brands are tuning, engineering, finishing and trimming specialists that take existing production model cars (or in some cases rebuild or remanufacture famous vintage and iconic cars) and rebrand or co-brand the offerings at increased prices. The sector includes: Brabus, AC Schnitzer, Hennessey, Startech, Overfinch, Techart, Cosworth, G-Power, David Brown Automotive, Evtec Automotive, Hamann and Khan etc.
Scope of Works
Design phase:
- Design a fundraising platform to allow tax-free investment into the Company in the form of ISA and EIS compliant Debt and Equity securities.
- Submit Brand Guidelines to client:
- Fonts
- Pantone / Colours / Logo or Logo Adaption
- Proprietary Imagery,
- Stock Imagery,
- Design a compliant fundraising website, to incorporate online Brochures, documents and financial instruments.
- Design an automated Investor Qualification Compliancy system.
- Design a softer based CRM process to hold all data, template and executed agreements.
Drafting Phase:
- Draft the resulting Investment Memoranda, Bond and Shareholders agreements.
- Draft / copyright website, brochure and POS text and purchase or generate imagery and descriptive graphics.
- Compile and Value Default Security Assets to underwrite Investor funds.
- Draft cession and pledge documents, including fixed and floating debentures to form the Default Security Assets.
- Draft Security Trust Deed in order to cede the Default Security Assets to a Security Trustee.
- Appoint Security Trustee.
- Appoint an FCA/MiFID Authorised and Regulated Payment Platform.
- Appoint an ISA and EIS Plan Manager.
- Liaise with client’s financial and legal counsel.
Approval and Execution Stage:
- Submit EIS to HMRC for approval.
- Submit ISA Investment Memorandum to HMRC / FCA authorised and Regulator for approval.
- Agree KYC/AML and Financial Promotion compliance procedure with all parties.
- Cede Default Security Assets to Security Trustee (signing Security Trust Deed and Fixed and Floating Debenture).
Initial Fundraising Stage:
- Design Lead Generation programme.
- Design Social Media pages and content.
- Appoint Sales Agents.
- Populate online CRM with lead source.
- Initiate sales programme.
Case Study 2
An investment company trading in securities, commodity and derivative arbitrage requiring a risk mitigation programme.
Fee Category: Half Fee / Half Sweat-Equity Agreement.
A small boutique investment company lacked the financial credentials to build relationships with their preferred trading partners, and in addition wanted to offer their investors stronger security, and show better credibility and in the process mitigate their own risks and that of their investors.
Scope of Works
Discovery Stage:
- Investigate client company and their target groups (where and with whom they invest).
- Chronological risk point analysis (time-windows of risk factors (“Risk Windows”).
- Evaluate maximum and minimum financial risk parameters in regard to Risk Windows.
- Agree mean-average financial risk component in terms of identified and evaluated risk events.
Design Internal Risk Mitigation Programme (Stage 1)
- Identify and value Default Security Assets to be pledged to client as default security.
- Draft Default Security Deed, cession and pledge documents.
- Draft Ongoing Funding Agreements in relation to Investment placements.
- Draft Put and Call Notes.
- Draft Promissory Notes in favour of client.
Design External Risk Mitigation Programme (Stage 2)
- Design risk matrix (internally mitigated vs externally insured).
- Allocate internal and external (underwritten/insured) Risk events.
- Ringfence and Adopt internal Risk Mitigation programme.
- Classify and categorise Risk events to be insured by third-party insurer / underwriter.
Quote Stage.
- Obtain Premium Quotes from third-party insurers for externally insured risks.
- Install automated internal risk mitigation processes.
- Discuss captive and underwritten insurance options with client.
Policy Stage:
- Negotiate Insurance policy premium, options, terms and conditions with insurer, broker and client.
- Instruction from client in regard third-party / underwritten / captive cell.
- Execute Insurance programme.
In this second example, the client was a UK Limited company with less than 2 years trading and accounts; it was therefore difficult for the client to establish a trading relationship with some of their preferred trading partners. In this respect Echelon Associates acted as Risk Mitigator between our client and their preferred trading partners. We pledged and ceded our own security assets to our own client and opened a trading relationship with our client’s preferred trading partners. Echelon Associates takes a share of profit and envisaged trading relationship is established.
Case Study 3
A Community Sports Initiative wanted to increase exposure, credibility and balance sheet assets, and in the process raise £10m to initiate a series of small community sports projects throughout the UK. The company had UK government support and a number of athletes and premier league footballers pledging to invest but did not know how to set-up their company and campaign, or how to structure their financial instruments.
Fee Category: 100% Sweat Equity.
Scope of Works
Discovery Stage:
- Investigate client company and their sole Director.
- Evaluate company net worth.
- Cashflow and Balance Sheet forecast process.
Design Investment Structure:
- Identify and value Default Security Assets to be pledged to investors as default security.
- Draft Default Security Deed, cession and pledge documents (inc. Fixed and Floating Debenture)
- Draft Bond Investment Memorandum.
- Draft Equity Participation Agreements (Share Purchase Agreements).
- Present to HMRC for EIS approval.