A global private-equity firm was acquiring an Indian technology business. The instruction came through the buyer’s US counsel, the structure I now set up under a Kovel letter, and the question was the usual one for an acquirer of a founder-built Indian company: is there anything in the history of this company, its subsidiaries, or the people who built it that should change the price or stop the deal?
“Sources spoke well of management; the record showed no integrity issue that bore on the transaction.”
The work, carried out during my tenure at a global investigations firm, covered the target and each of its operating subsidiaries, including a founder-led unit the target had itself acquired some years earlier, which received its own workup. Corporate records and litigation were pulled and read; the founders' and executives' histories were traced through media and public filings; and discreet source inquiries tested how the management team was regarded by the people who had dealt with it.
The finding was clean. Sources spoke well of management; the record showed no integrity issue that bore on the transaction. Interim reports moved to the deal team as each subsidiary was completed, and the final report closed the engagement.
A clean report is a finding in its own right, reached by the same work an adverse one would have needed. The buyer proceeded knowing that the absence of red flags had been investigated.