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Sample Company Investment Prospectus 2013 Rating


Vulpine financial is a business born out of frustration yet driven by entrepreneurial dynamism. In 2008 the world watched in shock as the global financial markets imploded due to certain overzealous and immoral practices that had become standard in the vast majority of trading floors across the globe.

It was these immoral practices that caused Vulpine's executive team to kick start the financial revolution. Vulpine financial is the first finance house to take the focus away from margin and on to honesty and transparency. It is these values that have insured that our clients continue to return to vulpine financial services.

Vulpine Financial has three divisions: Commercial currency exchange:

Vulpine financial was initially setup as a currency house, as the executive team believed that this would be the best market to show their clients how simple changes to the business model can have an immense and immediate effect on the client's bottom line. Vulpine's currency division now looks after clients in a plethora of sectors, exchanging multiple currencies in values ranging from 50,000 a quarter to 5 million a week.

Financial acquisitions and investments:

Since the credit crunch, access to investment has been exceedingly hard to come by, Vulpine's high skilled investment division have spent the last 5 years building a network of VC (Venture Capital) and PE (Private Equity) firms across the globe to ensure that as and when the right opportunities arise Vulpine is perfectly placed to negotiate and secure the investment, with the right fund, and the right price.

Risk Advisory:

In late 2009 Vulpine Financial was asked to work alongside an AngloCanadian investment group to assess the viability of a large scale Chinese utilities company, looking to secure a good rating on their latest bond. Since then Vulpine's Risk Advisory Centre has worked along side some of the world's most prestigious financial institutions to publish detailed and complex risk assessments for a range of financial instruments, from IPOs, Bonds, and even M&As.


Sample Company Economic Review USA 2013 Rating


Vulpine Financial Risk Advisory Division - USA Economic Review

• Recent International Credit Rating Downgrade • Uncertain International Reputation • Wide Variety of Industries • Latest Budgetary Cuts put economic Growth in Jeopardy

Healthcare;

Economy of the USA

Country

The USA has, for many years, been the leading economy worldwide, however since the economic downturn the USA has been through several changes for the worse, such as having a GDP growth rate as high as 3.6% in mid 2007 for it to then plummet to -8.9% in mid 2009 and Standard & Poor credit agency deemed in necessary for their credit rating to drop from AAA to AA+ in 2011, with rumours circulating about a a further possible downgrade to AA.

Though there have been signs of recovery, we believe it will be a few years still until total recovery and it is unclear whether the country will ever reach the heights encountered between 2005 and 2007.

Rating

USA

AA+

UK

AAA

Germany

AAA

France

AA+

GDP Growth Rate

Since Barack Obama's election in 2008, he has been pushing healthcare policies to ensure better medical care and coverage for the entire population, not just for those who can afford it. Before President Obama's reforms on healthcare, figuratively speaking, the population was being held at ransom by insurance companies and private medical providers and thanks to President Obama's reelection in 2012, we should see further improvements to the system.

The way the system works in the USA, is that the population must have medical insurance to receive treatment in hospitals, clinics or medical centres. To get medical insurance the general population would either receive private insurance, from their employers or buy direct from the insurance companies, or public insurance, through government policies or subsidies. In the last census in 2010 it was estimated that 64% of the American population opt for private health insurance and in view of the quality of treatment received by patients in private health care, it is clear why so many people choose to pay the extra monthly premiums to obtain the levels of care offered in the private sector.

Oil Industry;

Issues concerning the country; Since 2008 the USA has seen many issues that are arising the interest of their national population as well as the interest of global players. Among them are the effects of the 2008 Global Financial Crisis on certain markets such as property and automotive, the new policies on healthcare and the recent oil and gas boom the country is experiencing. These issues are having mayor effects on the country, not just it's economy, but the national population's morale. Following is a more in depth view of some of the issues being experienced by the USA;

Recently tapped oil reserves in states such as North Dakota, which were previously believed to be unreachable, have made the government have to overturn certain "green" policies aimed at moving dependency off of limited natural resources to more environmentally friendly resources such as solar or wind power, and has left the states where these resources are located having to take action to accommodate the companies who own and tap these reserves.


Vulpine Financial Risk Advisory Division - USA Economic Review Over the past 18 months the USA has been through a massive oil boom, having been able to tap into oil reserves that were previously "untappable". Since this occurrence, several states, such as North Dakota have seen their economy boosted due to the oil companies moving in and using the resources and facilities these states have to offer, as such the hospitality and catering sectors in these states have been experiencing some much needed boost in sales and revenue. In the last 6 months, the likes of North Dakota has experienced such an influx of people coming for jobs in the oil companies that they have had to open new hotels and accommodations to house these people, as well as residents opening their homes and even, in extreme cases, people sleeping in their cars just to get to work. However, seeing as oil reserves are, by nature, limited, this boom will not continue indefinitely, though should an investor bear in mind that the time to profit off the back of such booms are limited, there would appear to be no reason why massive amounts of profit would be made.

There is a word of warning in the oil industry though, for starters should certain discussions in government about restricting some forms of extraction, such as fracking, it would cause a massive and sudden downturn. Also there is uncertainty regarding the quantity of the reserves in North Dakota. Should there not be as much oil as expected, the time frame that many Oil and Natural Gas companies are working on could be vastly exaggerated and Profit & Loss models could encounter severe problems.

On the other hand, should there be more oil in the reserves than previously thought, there might be pressure put on the government to bring down the price of the barrel of oil to relieve the pressure on consumers, however this would have the effect of lowering revenues and profits, which are being counted on to boost local economies and expand the Oil companies assets and revenues.

Property; Property market crash; Because of the massive crash in mortgage and default on houses. The prices of property have plummeted, making this a buyers market. People renting properties has gone up as well, seeing as banks are weary of lending money and are seeking much larger deposits on property than they were asking for a few years back.

As the market stands, vast amounts of money are to be made by those able to raise the capital needed to buy these properties. Although the financial crash of 2008 had the effect that many people lost their houses due to mortgage defaulting, it also had the effect that these properties ended up in auction sales, where property developers could pick them up at a fraction of it's original price. Property prices also fell drastically after the economic crisis making the market a buyers market, and but-to-rent properties have become immensely popular.

Automotive Industry; Starting with the energy crisis of 2003-2008, where everyone wanted to switch to smaller, more energy efficient cars and often hybrid or electric cars, the automotive Industry began its decline, however, the American "Big Three", Ford, General Motors and Chrysler, we're more affected than other makes, due to their previous emphasis on big, fuel consuming cars, pick-up trucks and Sports Utility Vehicles (SUV). Added to this focus on big, expensive cars is the fact that the "Big Three" also have many foreign car makers to compete with such as Toyota, who made it big with cars such as the Prius and Yaris or even having competition from Tesla, who make electric cars. These factors all contribute to the steady decline of the US's automotive industry, which now shows little to no signs of improvement, specially when car makers have to send their manufacturing factories to Mexico or China just to keep competitive prices on cars, thus leaving more Americans jobless.

Although there are many more Sectors and Industries in the USA, such as technology and entertainment amongst many, many others, there are other factors influencing the economy. Following are some of the upsides and downsides to investing in the USA.

Positive Factors; Perhaps the biggest advantage to investing in the US is the sheer variety and opportunities there are there. Being the largest consumer driven market in the world, the chances of over saturation are slim, and new opportunities seem to appear everyday. Accessibility works in favour of the USA as well, since most sectors and businesses have some sort of dealings with the country, it would appear to always be possible to reach someone who could aid in whatever project or investment one is planning to embark on. There certainly are sectors where the US is simply outstanding or where the benefits of investing are clear, such as the entertainment industry, for example. There can be no doubt that the US is internationally recognised for creating the largest grossing mainstream films, TV shows and Games, it is also known that, were people to "break into" this industry in the US, specially as a foreigner, they would be counted as a massive success.

Other industries that are well worth looking into at the moment are the oil and gas industry, healthcare and property. Though we have already breached the subject. We believe it is important to revisit these industries with investment in mind.

Negative Factors; One of the possible downsides to the US is the fact that the economy is still trying to recover from the crash of 2008, however, since this will be the case of most economies now a days, it is merely something to bear in mind.

The biggest difficulty of investing in the USA is the competition. Almost every Industry and Business in the US will have hundreds if not thousands of competitors within it. Also the flip side of being an established economy and world leader in many industries is that finding cheap, reliable investments is very difficult, and the American culture can be hard to tolerate for those not accustomed to dealing with them.

Extenuating Factors; The are 3 main factors that may cause a fluctuation in the American market, and these are; Political Situation. From a lack of agreement between the parties in Congress, President Obama has been forced to sign an order to cut $85 billion USD from the US budget that could seriously harm several government sectors, including the defence sector and healthcare

- Defence; Due to the cuts having to be enforced within the 2013 fiscal year, which ends September 30th, the cuts will equal roughly 13% of the budget for non-exempt defence programmes. Though the Department of Defence plan to shift funds were possible to minimise impact on war-fighting efforts and military programmes, certain areas will be hugely impacted, such as efficiency reductions for non-deployed units, delays in investment for new equipment, cutbacks for repairs and facilities maintenance, etc. possibly putting troupes and homeland security at greater risk.


Vulpine Financial Risk Advisory Division - USA Economic Review - Healthcare; with a 2% cut in Medicare, much needed medical coverage for underprivileged Americans could be lost, potentially affecting thousands, if not hundreds of thousands, of people in need of medical treatment and/or medication, which would normally be covered by Medicare benefits programmes, but that now may be cut due to the new budgetary restrictions.

Other areas of government will be affected by this radical cut, among them crucial investment for non-defence programmes that are vital for continued and consistent economic growth.

Both parties in Congress, the Administration and the opposition, have made it clear that neither approve these "last resort" measures, however, where they fail to agree on the right way of reducing the deficit, these cuts are ready to be implemented and could spell disaster for the recent signs of recovery that the US has experienced.

The Eurozone crisis. Because the world has become so globalised, with trading, exports, imports, loans and debts, should the Eurozone collapse it would have an averse effect on the US economy. If any of the Eurozone countries were to collapse and default on their debts, many countries that have bought the debt would be affected, and as the USA has many investments and companies in the Eurozone, the exact effect is very hard to determine.

The China Situation. China and the USA have, for many years, had a symbiotic relationship sharing exports, imports, loans and support for many years. For a long time now. China has been exporting good to the consumer driven US and using the revenue from these exports to increase the Chinese economy and lend money back to the US, since the downturn of 2008, the US population can't afford to buy these goods, which is affecting the Chinese Cash flow which means that China can't afford to lend the USA more money, so there is a vicious cycle. However the situation has been able to be kept under control because china has not succumbed to an economic downturn, but since US investment has dried up, it seems only a matter of time for China to collapse as well. Ex specially considering that due to salary increases in China, labour from Mexico is now only slightly more expensive than Chinese labour, which means, once factored in the cost of travel, it is cheaper for the USA to have Mexican labour rather than Chinese, which will affect the Chinese economy even further, however, the USA might be saved if they change their alliances.

Conclusion The conclusion we have come to at Vulpine, is that, investment in the USA can be very lucrative, but the investment project itself should be chosen with care, as there are many competitors to every industry and most industries are already established there.

The latest budgetary cutbacks have also set in motion an intense need for private investment, as a lot of investment expected to come from the government will now no longer be available.


Sample Company Market Sector Review Technology 2013


Vulpine Risk Advisory Division - Market Sector Analysis - Technology

• Touchscreen technology is the current trend and would appear to have a lasting effect on the whole technology sector.

• Better regulation and enforcement of intellectual property right laws are necessary for the manufacturing of technology in

Southeast Asia.

• It is important to stay up to date with new technologies in order to maintain the upper hand in the market.

It is common knowledge that the period of time between groundbreaking technologies has been shortening, from the invention of the wheel to the car was thousands of years, however from the car to, say, the motorcycle or segway was barely a hundred. Similarly from the abacus to the computer was thousands of years, yet from the first mass market computer, created by Hewlett Packard in 1968, to the iPad, released by Apple in 2010, the gap hasn't even been 50 years. Advancements is technology allow more access to information for everyone, and easier ways to deal with worldwide communication and day to day life. Technology is better explained by example, and following is the example of advancement that clearly depicts the leaps and the subtleties technological advancement can take.

- HP (Hewlett Packard) TouchSmart 600-0155 PC (Computer) - Lenovo ThinkPad T400S (Tablet) - Apple iPhone (Mobile phone) - HTC Imagio (Mobile Phone) - Apple iPod (Mp3 Player) - Microsoft Zune HD (Media Player) - Canon PowerShot SD980 IS (Camera) - Samsung DuealView TL 225 (Camera) - Logitech Harmony 1100 (Remote Control) - Sonos Bundle 250 (Remote Control)

Samsung ZTE

If we take, for example, the Nokia P800. Released in 2002, the P800 was one of the first smartphones that held a very simple, user friendly interface, with icons like a computer that would show the files and programmes accessible through the phone. It had internet connectivity and access to emails, as well as all the media we have come to expect in phones such as music player, video recorder and player and camera. Though the P800 was an outstanding piece of technology and was an excellent example of the quality we tend to associate with Nokia products, it can in no way compete with the likes of the iPhone. On the physical side alone, the iPhone is slimmer and more stylish than the P800, and as for the uses, the iPhone far surpasses the P800, with applications for almost every conceivable need, a storage capacity of 16GB in most models (compared to the 12MB in the P800), the quality of the picture on the screen and the clarity of the speakers, it's no wonder Apple is surpassing Nokia in the Mobile market share.

Apple Others

23.5% 38.7%

20.8% 3.4% 4.8% 8.8%

The piece of technology that is most in trend is touchscreen, being used in everything from panels on refrigerators to computers and televisions,though the most prominent association with touchscreen are smartphones. In the smartphone market the leaders are Samsung, Apple and Nokia. Nokia was, for many years, market leader, however the uprising of modern smartphones and Nokia's late-coming to the current stakes have left them losing ground, going from 26.8% market share in 2011 to 20.8% in 2012 and Apple growing from 4.6% to 8.8%, almost doubling their market share in a year. Though smartphones are, by far, the most notorious of touchscreen gadgets, they are, by no means, the only ones. Following is a list of the top ten must have touchscreen gadgets according to an internet poll.

Nokia LG

Engineering The engineering behind the technology is fairly simple to understand, even if the actual production is rather more complex. There are three basic ways of screens sensing touch, and they are;

- Resistive System; which consists of a glass panel covered with two layers, one conductive, one resistive, held apart by spacers, with an electrical current running between them. When touch is applied, the change in the electrical field is noted by the operating system in the computer and the coordinates are taken into account to translate all the data into the movement of the screen, much like the data from a mouse is registered and translated into dragging and clicking, of course the whole set up is covered in a scratch resistant layer to protect all the components.


Vulpine Risk Advisory Division - Market Sector Analysis - Technology

- Capacitive System, which consists of a layer that stores electrical charges that is placed over a glass panel on the monitor and registers the touch by having circuits that calculate the decrease of the charge, which has been transferred to the finger, exactly where the touch event took place. This information is then passed on to the touch-screen driver software, which shows up on the monitor as the movement just performed by the finger. The advantage to using a capacitive system over a resistive system is that the picture quality is much higher due to the screen needing less components.

- Surface Acoustic Wave System, consists of a glass plate monitor with two transducers (one receiving and one sending) placed along the x and y axes. Reflectors are also placed on the glass plate to reflect the electrical signal sent from one transducer to another. The receiving transducer can perceive the disruption at an instant and can locate it accordingly. The biggest advantage to the acoustic wave system is that since it has no metallic components on it's surface, the picture in presents has perfect clarity.

Copyright and Patent Laws in Southeast Asia As China, Japan, Taiwan and South Korea are the choice of many international companies for designing and manufacturing their products, as well as being at the cutting edge of technological design and manufacturing in their own right. All four countries are members of the WTO (World Trade Organisation), having clear laws and policies regarding breach of copyrights, trademarks and patents, however, it is only recently, and mainly due to threats from the USA, that these laws and policies have begun to be properly enforced and infringers policed yet because of the amount of time between making these laws and applying them, a piracy epidemic has swept over the area, leaving people very hesitant at investing in countries where counterfeit products are so readily available.

The risk of piracy when manufacturing products, especially technological and electrical goods, in Southeast Asia is always present and there seems to be no solution as to eradicating the problem completely. However, do the benefits outweigh the risks? It can only be decided by the companies who wish to get involved in these areas themselves, whether cheaper labour and cost efficient products and production are worth the risk of potential counterfeit copies.

Summary The world of technology is a fast paced, cut-throat business, where each new step towards advancement can mean the closure of an outdated piece of equipment. Because of this it is important to take into consideration, when investing in the technology industry, that one mustn't solely take the piece of equipment or new invention, but the individual or company that has the patent and intellectual rights to the technology involved. Where possible, invest in the person or organisation, because the bit of technology on its own may become quickly outdated, however the individual or organisation that created it may have many more ideas, inventions or updates that could become useful.


Sample Company Business Model Review 2013


Vulpine Financial Risk Advisory - Business Model Review

“THE COMPANY INC”, was founded by the President &CEO XXXX in the year 2000. The head office and R&D Centre are located in Seoul, South Korea with a satellite branch office in Shenzhen, China. Strategically the application engineering and marketing office are also positioned in Shenzhen. Tokyo, Japan retains a prestige with a vibrant Sales & Marketing team with the added bonus of local engineering personnel for production outsourcing in Suzhou, China. 1. Shareholders. As of 2011 THE COMPANY’s shareholder agreement can be presented as: Dr. Bang Lee Other Employees Private Investors and Venture Capitalists ST Micaro & Uniquest

16.43%

35.79%

32.87%

14.91%

Year ending 2011, net worth share value was US$0.825 per share, making an estimated net worth per shareholder US$3.92M. Dividends have not been received since 2007 the Financial Director forecast is that shareholders will again received dividends as early as 2015/2016. Main terms of the shareholders agreement with regards to Investors of THE COMPANY:

a) Continuing shareholder who currently owned 5% or more shares may not transfer shares to a competitor of THE COMPANY’s or any semiconductor company without the other investor’s permission. b) The right to sell or transfer shares are set out as standard shareholders agreement being the Investor shareholders have the first right to refusal. c) Uniquest Corporation, Modu Access Inc are corporate investors of THE COMPANY.

2. Management Team.

Business Model.

THE COMPANY Management team consist of: Length of Service with THE COMPANY XXXX (CEO& President) Founder Yr 2000 -12 years XXXX (Senior Vice President) Yr 2010 - 2 years XXXX, (VP of Operation & Quality) Co Founder Yr 2000 - 12 years XXXX, VP of Global Business Unit, Co FounderYr 2000 - 12 years XXXX Finance Director Yr 2001 - 11 years XXXX Director of Legal & IR Yr 2004- 8 years XXXX– Production Manager Yr 2000 - 12 years XXXX – R&D Manager Yr 2004 - 8 years With a combined experience of more than 100 years in semiconductor business/technology and proudly led by XXXX; their remarkable success, from the inception stage, can be attributed to sound market knowledge, strident product belief and shrewd business acumen. In addition to the management team THE COMPANY have the following resources in;

Sales & Marketing. A team of five (5) employees in the China office looking after the Chinese and Taiwan markets, one (1) employee in Japan and two (2) employees in Korea bringing the total Sales & Marketing team to nine (9) including VP of Global Business Unit. THE COMPANY’s also outsource to sales agents and sales representatives who work on behalf of THE COMPANY. This allows THE COMPANY team to mainly focus on marketing while the outsourcing team focus on sales.

Finance. The current financial team consisting of one (1) senior employee and one (1) junior employee as part of the finance team and including Finance Director bringing the total number of employees in finance is three (3).


Vulpine Financial Risk Advisory - Business Model Review

Production & IT Management.

4. Quality Control Processes & Procedures.

The production team of three (3) employees and Quality Control Department over sees the manufacturing processes of THE COMPANY’s manufacturing partners on all of THE COMPANY’s products. THE COMPANY have access to the manufacturing partners IT systems. This allows THE COMPANY production team to monitor production on a daily basis. Frequent site visits and product testing ensures THE COMPANY retains all control of quality processes and procedures. The production manger is also responsible for managing and maintaining THE COMPANY IT systems.

THE COMPANY are ISO9001 Certified quality is a vital part of their processes and procedures of which are especially important in R&D, Operations, Production Department, and the monitoring of their manufacturing partners. Quality control is held at the highest level, it becomes apparent when reviewing customer satisfaction reports after THE COMPANY customers have take delivery of products and technology solutions.

Operations & Quality. Consisting of two (2) quality controllers to monitor outsourcing partners (Manufacturing), two (2) supply chain management employees to ensure products are delivered to THE COMPANY customers in a timely manner. Total number of employees in operation is five (5).

R&D Centre. Consisting of three (3) chief technologists who each have more than 25 years of R&D experience, two (2) specialists who each have more than 10 years experience and are providing guidance and developing of the nine (9) junior engineers who conduct the details, bringing the total number of employees in R&D including Senior VP to fifteen (15).

CEO & Senior Vice President. Senior VP holds daily meetings with all heads of departments to discuss production issues, quality progress, development of new products and delivery schedule to customers. CEO/ President focus is on future developments of products, strategy, and relationships with stakeholders, shareholders, and employees morale.

3. Strategy. THE COMPANY way forward is to focus on; a) Finger Navigation and Touch Screen technologies and markets b) Deliver most advanced, high value technology solutions and be a generation ahead of the competition in terms of performance, cost, and power consumption.

Example: THE COMPANY capacitive sensing technology is 100% digital sensing as the competition is based on analog sensing making THE COMPANY performance - speed 25x faster, cost-chip size smaller making it more cost affect to produce and power consumption – uses 10x less power than the competition.

c) THE COMPANY will engage with tier 1 customers to understand and define the next generation solution requirements. For example tier 1 customers for smart phones are Samsung, Apple & HTC d) Drive faster market penetration by providing module level solutions. This year THE COMPANY provided Samsung and Chinese phone manufactures module level solutions. Samsung and 10 Chinese phone manufacturers have agreed to include THE COMPANY technology in one model of their phones. e) Prototypes are readily provided to customers likes of Samsung. This in turn allows THE COMPANY to provide a flexible business model constantly adapting to specific customer needs and in turn enabling a bespoke product to be designed on customers requirements.

5. Technologies Achievements From 2000- 2010 THE COMPANY was a chip and IP sales solution provider with a strong patent portfolio. The revenue streams in technology were a) (Optical Navigation Technology) reaching 130million units b) (Capacitive Sensing) reaching 15million units known as product categories groups OPD, DCC OFN. c) STMicro, MosArt, Fujitsu, purchased technology licenses for Capacitive Sensing d) Compass Analog Module. Their achievements in technology between 2003-2010 generated revenues of USD $73.7M In 2005 THE COMPANY Patent 100% digital sensor (DigiSensor) received “Worlds Best” to date the patent has generated 27m units, $15.4m sales, and IP licence & royalties sales of $2.1m.

Up till 2010 THE COMPANY relied on IP license for touch screen technology, after THE COMPANY press release in May 2010 on SLFMT (Single Layer Full Multi Touch) Samsung requested THE COMPANY’s to implement SLMFT with Samsung

Touch screen panel on completion of the implementation. THE COMPANY’s provided Samsung with a prototype which included ASIC chip in January 2011 Samsung were delighted with the results. With the success of the ASIC chip within Samsung's touch screen panel, THE COMPANY developed ASIC chip further and has been available to its customer since November 2011. Taiwan partner (MosArt) purchased the ASIC chip was incorporated with MosArt MCU which are sold to Mosart China's touch screen customers. Although MosArt sales are indirect, THE COMPANY expect to sell more than 800k units this way to China and Taiwan customers

THE COMPANY has continued to invest in its research and development and further develop OFN (optical finger navigation) product range which generated revenue of US $3M with OPD and DCC generating US$5.8M in 2011. Capacitive Touch Screen is in THE COMPANY prototype phone for China Market and is expected to generate revenue in 2012.

THE COMPANY focus is on OFN and Touch Screen new products of which they expect revenue for 2012-2015 areas follows: USD Millions Touchscreen

Country

2012

2013

2014

2015

Phone

China

$15.9m

$52.4m

$70.5m

$80.7m

Phone

Korea

$15.6m

$46.8m

$46.8m

$46.8m

Camera

Japan

$300k

$2m

$2m

$2m

$2.6m

$4.2m

$5m

$6m

OFN


Vulpine Financial Risk Advisory - Business Model Review

Existing Business for OPD & DCC Patents forecasted Revenue is 2012

2013

2014

2015

$8.2m

$11.8m

$19.2m

$22.3m

6. Product Portfolio As a result of their technological achievements in optical mouse chip and USB sensor chip of which is 42% smaller than their competitors. THE COMPANY have 15% worldwide market of which by the end of 2012 will be worth US $5.5million selling over 25million units. They also have six (6) IP licensing businesses to leading semiconductor companies such as STMicroelectronics, Fujitsu, and MosArt. They are a company that has focused on HID (human input devices) of IC (Integrated Circuits) and modules.

THE COMPANY’s HID product range /families are; 1.) OPD (optical pointing device) PC mice are major applications of the OPD THE COMPANY’s customers are in China (mouse set manufactures)

2.) CSD (capacitive sensing device) Capacitive Touch Button and Touchpad are major applications of the CSD of which THE COMPANY’s customers are Haier, Sony, Samsung, and Foxconn

3.) OFN (Optical Finger Navigation) THE COMPANY’s developed a working OFN module in 2010 volume sales started in 2011 with the first adaption on Smart TV remote controller.

4.) CFN (Capacitive Finger Navigation) THE COMPANY’s designed and developed CFN for Samsung phones and was designs win in January 2012making THE COMPANY’s the first company to commercialise CFN solution. Samsung provided a 3month order with THE COMPANY’s, first delivery expected to be in June 2012. Samsung's phone will be the world's 1st product to adapt THE COMPANY’s unique CFN technology. With the success of Samsung's phone, THE COMPANY’s can market their unique CFN technology and module-oriented business easily to new customers and applications.

5.) Smart Touch Sensor group (DigiSensor) touch screen, touch sensor. Touch key, 3D motion sensing, finger navigation. Touch scroll and proximity sensing will be included in electronic gadgets such as TV, DVDP, and digital audio player.

SLMTF (Single Layer Full Multi Touch) is a unique solution for frontend, algorithm and proven front-end technology, 100% logic-based, SLMTF has already been licensed to STMicro, Fujitsu, MosArt and is a wider ranges in single/dual layer, self-cap/mutual-cap. Samsung have checked THE COMPANY SLFMT in technology level and chip level, and Samsung have agreed to assign one phone model to approve touch screen model level. Sample phone with THE COMPANY technology is currently with Samsung approval team once approval has taken place; THE COMPANY have the necessary processes and procedures in place to mass produce SLFMT for the Samsung phone. It is agreed and understood that THE COMPANY will sell chips to assigned Samsung Module Company. Samsung will authorise the processes of technology approval, chip approval, and module approval. After all processes and procedures have been followed Samsung will provide an order to THE COMPANY they expect to start production in September 2012.

Other products which will have SLFMT technology in are Cameras, camcorders, smart watches and other phone models. THE COMPANY will continue to sell the chip; however they will retain the IPR, therefore fully protecting the patents from competitors. Other new technologies which THE COMPANY expect revenue between 2013-2015 are; Optical Motion Sensor (Module solution) Optical Navigation technology. Next generation of HID (Human Interface Device) The new developing technology may be able to replace accelerometer in portable electronics and to open new applications

Intelligent Lighting Controller which will be green and environmentally friendly Immediate wake up, 2-D Motion detection, and low power consumption will be differentiating features from existing motion detectors. THE COMPANY are considering asking the Korean Government R&D to aid them to fund further research and development cost of THE COMPANY. First target would be sensing on moving object and controlling light source wireless in the motion direction only. This implementation could produce huge savings in electricity for South Korea.

7. Markets. THE COMPANY have already entered the markets of China, Taiwan, & Japan they will look at establishing themselves further in Hong Kong and Singapore. China. This market has huge growth potential for THE COMPANY they have already established relationships with more then 20 potential customers in south of China. In March 2012 THE COMPANY’s started promotions and presentations of THE COMPANY solution. Of the 20, 10 are interested in taking THE COMPANY solution in the manufacturing of their next phone model. The new customers areXXXX,XXXX,XXXX,XXXX,XXXX,XXXX,XXXX,XXXX,XXXX, andXXXX.Which at least four are looking to expanding their business to Europe.

Chinese Phone Customers THE COMPANY Business Model Process for Chinese phone customers: Stage 1 (FM1) Promotion and Presentation to potential new customers Stage 2 (FM2) Receive Phone Model, Receive Physical Dimensions, Confirm Productivity, Make Sample, Get Approval Stage 3 (FM3) Receive First Order (Delivery of Phones), Check Delivery to ensure Quantity send has been received, Place order with Module Partner (Supplier) Delivery Full Module to Customer. THE COMPANY are at Stage 3 (FM3) and expect to receive orders of 200k units per month starting in June 2012. The production department have processes and procedures in place to start mass production of the phones which will include THE COMPANY new technology solution in the Chinese phones. The already established customers in China include Zaidtek Electronic, Hope Sea Ltd they currently purchase THE COMPANY DCC (Digital Contact Controller) product range. In addition to the THE COMPANY current product range and phone technology, THE COMPANY will approach at least 1 IPO in China in late 2014/2015 and depending on developments, they may look at establishing further relationships with at least 2 other IPO’s in China.

Taiwan. THE COMPANY established customers in Taiwan include MosArt, who currently purchase THE COMPANY optical mouse sensor product range


Vulpine Financial Risk Advisory - Business Model Review

Japan. THE COMPANY already have a presence in Japan and have a well established relationship with Sony, Vitec electronic and Fujitsu, they are currently talking to Sony about an THE COMPANY solution for Sony Cameras. THE COMPANY are looking at presenting SLFMT technology for one or more of Sony phones after they have successfully launched Samsung's phone with the new technology.

Hong Kong. When THE COMPANY have successfully achieved IPO’s in China their plan is to approach IPO’s in Hong Kong after 2015 Currently THE COMPANY's customers in Hong Kong are HB Corporation, Comsoc Technology who purchase DCC (Digital Contact Controllers) Kyung HK-Samsung, Remote Solution who purchase OFN (Optical Finger Navigation.

Singapore Same as Hong Kong THE COMPANY will look to approach and speak to IPO’s in Singapore after 2015

8. Business Agreements. Customer & Sales Distribution

THE COMPANY's Sales Distribution Agreement includes all standard terms & conditions of which you would expect to see in an agreement they include Territory Forecasts Product availability, Responsibilities, Warranties, and Protection

Chinese Phone Customers Agreements. It is now seen as standard practice in mainland China for business to be conducted and completed via Internet, Email and telecoms. THE COMPANY follow a 3 stage process which they have called “Full Business Model Process” Stage 1 (FM1) Promotion and Presentation to potential new customers Stage 2 (FM2) Receive Phone Model, Receive Physical Dimensions, Confirm Productivity, Make Sample, Get Approval Stage 3 (FM3) Receive First Order which is (Delivery of Phones,) Check Delivery to ensure Quantity send has been received, place order with Module Partner (Supplier) Delivery Full Module to Customer.

Volume Discounts. THE COMPANY do apply a volume discount to major customers or large orders THE COMPANY's discount applies to orders above 20k units. Discount structure is as follows:

Units

Discount

20k - 50k

4%

50k - 100k

7%

100k+

14%

Suppliers. THE COMPANY Supplier Agreements are back to back agreements with their Customer Agreements and THE COMPANY receive a 10% discount annually from their suppliers of wafer and semiconductor assembly.

9. Conclusion After a rigorous assessment of THE COMPANY Business Model the following conclusions were ascertained.

With relation to “Developing Technologies” THE COMPANY have a strong management team however the Business Development skills need to be upgraded in order that a more rounded business strategy maybe deployed to match other areas.

When the financial worldwide crisis hit many technology companies adjusted their business strategy. If THE COMPANY, had experienced business development as a core part of their management strategy, serious reductions in orders of their OPD could have been avoided and sales of OFN could have been predicted prior to 2011 The development of a new technologies is not a problem for THE COMPANY in many cases only taking a year to be ready for markets on several occasions the technology had been developed but commercializing the technology took several years missing the opportunity to “Strike whilst the Iron was Hot”. We recommend that THE COMPANY increase resources for their R&D department in order that a pro-active approach may allow their pioneering design engineers to develop THE COMPANY’s future products beyond 2015and promote technologies and products for 2020-2030. At present THE COMPANY have a strong patent portfolio however theses active patents could become vulnerable on embarking into the Chinese & Taiwanese markets particularly the telecoms markets they will become susceptible to breach of patents as both markets are renowned for “Copies” Therefore patent protection is strongly advised and THE COMPANY should look at other ways to protect their patents. Currently the assembly of THE COMPANY products is outsourced to THE COMPANY’s Module Partners we recommend THE COMPANY consider purchasing one or more of the Partners or look at completing some of the Major Technologies break through in house this may give them some additional protection of their future patents. THE COMPANY is a forward thinking company with regards to its technologies advances. Limited business development is an area for concern but by adding a business development manager with a proven track record we feel their pioneering design spirit may be matched with sound business protocol.


Sample Company Financial Feasibility Study

2013 Rating


Vulpine Financial Risk Advisory - Financial Feasibility Study

• Excellent Revenues • Better than Average Cashflow • Low CoS • Good Profit Margin

All financial data included within the Financial Feasibility Study has been provided by Adam Kline Founder and President of THE COMPANY Organization LLC.

The Share holders of THE COMPANY initial investment was $500K split between three partners.

The revenue forecast from November 2012- October -2017 per game is as follows: Game Title

Total Revenue 2013- 2017

Underwater Adventures (IIII)

$ 5,696,081

NBA (I-V)

$ 31,655,197

USMC (I-V)

$ 25,465,290

Narco Terror (I & II)

$ 9,568,125

NHL (I-V)

$ 27,210,812

Time Zero (I&II)

$

4,746,656

Insurgency II

$

3,476,375

Free Fall (I-V)

$ 25,691,558

Escape to New York (I & II)

$ 6,386,625

For Example: If Q1 price point is $25, Q2= $20, Q3 = $15, Q4 = $10

EDM (I & II)

$ 4,180,779

Based on the above assumptions the revenue forecast from Year 1 Starting November 2012 until Year 5 October 2017 is as follows:

X

$ 52,005,676

Founder of Plum Tree LLC – Jeffrey Rich- $375,000 Founder of THE COMPANY Org LLC- Adam Kline -$75,000 Daniel Stansbury Jr $50,000

The shareholding split is Plum Tree- 75% share of THE COMPANY Adam Kline 15% share of THE COMPANY Dan Stansbury 10% share of THE COMPANY

1. Revenue THE COMPANY revenue forecast is based on the games that are currently under development and THE COMPANY has signed agreements with Developers who have agreed to set milestones included within the agreements. The games when released will be available on several platforms XBLA. PSN, PC,DLC,iPhone and iPad. The sales price is dependant on which platform the game is available on it can vary from $0.99 per unit to $ 25.00 per unit.

The assumptions are: 50% of units are sold in (Q1) of each year at,25% in (Q2) 15% in (Q3) and 10% in (Q4). Apple Platforms are subject to a 45% increase.

Each Price Points are reduced every quarter.

The gaming Industry can be a volatile market it is dependant on how the game is marketed, if a good marketing strategy is developed it can make all the difference to consumer demand and revenues produced.

Yearly Revenue Forecast: THE COMPANY will retain 50% of the yearly revenue and the other 50% will be paid to Koch Media as per THE COMPANY and Koch Media Joint Venture Agreement.

(I – V)

Monster Truck (I-III)

$ 5,105,231

Val Helsing (I & II)

$ 2,056,355

Shark Attack (I & II)

$ 3,001,972

WB 1 (I & II)

$ 9,550,896


Vulpine Financial Risk Advisory - Financial Feasibility Study WB 2 (I & II)

$ 9,550,896

2013

$

WB 3 (I & II)

$ 9,550,896

2014

$ 25,618,899

2015

$ 42,353,826

2016

$ 68,407,008

2017

$ 102,095,735

Total Revenue

$ 234,899,420

See Appendix? for more detailed analysis

If you wish to review detailed information please see Appendix ?

2. Cash Flow THE COMPANY cash flow is positive throughout from 2013- 2017 this includes making payment of 50% Dividends to share holders.

3. Profits: The profits forecasted from 2013 -2017 is forecasted to be between 71%-93% gross profit and between 68%- 92% Net profits.

The positive year end cash flow is estimated to be as follows: Year 1 -2013 Opening cash flow balance for 2013 is Zero as THE COMPANY is a start up business. During 2013 THE COMPANY expect to raise $22.8M USD in revenues, from the revenue the majority of the costs will be related to making payments to developers, license holders and marketing professional fees. This will leave THE COMPANY with a positive cash flow of$7.7M. Year 2 – 2014 If the estimates are reached in 2013 the opening balance for 2014 is estimated to be $7.7M, During 2014 THE COMPANY expects to increase their revenues substantially to $43.2M and at the same time reducing the majority of costs from 29% in 2013 to 15% in 2014, therefore as a result of the cost efficiencies they will have in place THE COMPANY estimate their year end cash flow to be $25.6M

Year 3 -2015 Opening Balance for 2015 is estimated to be $25.6M THE COMPANY expects revenues to slightly drop by around $5M compared to 2014 estimates. However they expect they will achieve around $38.1M in revenues throughout 2015.THE COMPANY continue to keep a close eye on their costs and are looking at reducing costs from 15% in 2014 to 10% in 2015. If they achieve their targets for revenues and costs this will leave THE COMPANY with a healthy cash flow of $42.4M.

We have reviewed the detailed data and if THE COMPANY achieve their cost reduction targets and manage to achieve their sales targets the percentages are achievable.

Year 5 – 2017 Expected opening balance for 2017 is $68.4M estimated revenues $73.1M Cost reductions target is 7% for 2017 estimated revenues. If all targets and financial objectives have been reached by the end of 2017 THE COMPANY will have a very healthy cash flow of $102.1M by year ending 2017 this is after 50% of revenues being paid to Koch Media.

Please see Cash Flow table below Year

Cash Flow

Estimated Profits Table Year

Gross Profit

%

Net Profits

%

2013

$ 16,282,199

71%

$ 15,405,609

68%

2014

$ 36,708,779

85%

$ 35,832,189

83%

2015

$ 34,346,444

90%

$ 33,469,854

88%

2016

$ 52,982,954

92%

$ 52,106,364

90%

2017

$ 68,254,044

93%

$ 67,377,454

92%

4. Assets: Currently THE COMPANY does not have any assets of great value, THE COMPANY main assets are it management team.

Year 4 – 2016 If all targets are achieved in 2015 THE COMPANY cash flow opening balance after payments of dividend to shareholder will be $42.4M. In 2016 THE COMPANY have set their revenue targets to be $57.8M and reducing their cost to 8% of revenues. Closing cash flow balance is expected to be around $68.4M.

7,702,805

We can safely predict THE COMPANY will have valuable assets in the near future as they will own the rights to some of the games that are currently in production for example EDM I& II which is expected to generate revenues of $4M.

5.

Cost of Sales

Game Title

Total COS 2013- 2017

Underwater Adventures (IIII)

$ 1,545,000

NBA (I-V)

$ 3,200,000

USMC (I-V)

$ 3,750,000

Narco Terror (I & II)

$

NHL (I-V)

$ 2,750,000

910,000


Vulpine Financial Risk Advisory - Financial Feasibility Study Time Zero (I&II)

$ 1,050,000

Insurgency II

$

Free Fall (I-V)

$ 1,000,000

Escape to New York (I & II)

$ 1,150,000

EDM (I & II)

$

X

(I – V)

400,000

690,000

$ 1,300,000

Val Helsing (I & II)

$ 1,300,000

Shark Attack (I & II)

$ 1,030,000

WB 1 (I & II)

$ 1,000,000

WB 2 (I & II)

$ 1,000,000

WB 3 (I & II)

$ 1,000,000

$ 26,325,000

THE COMPANY are planning to reduce COS year on year from 29% in year 1 down to 7% in year 5 that is a 22% reduction over the 5 year period, if they do achieve their targets this will show THE COMPANY have a tight grip on their cost of sales..

6. Overheads: THE COMPANY forecast for over head costs are consistent throughout the 5 year period Per Year Total Year 1-5 Salaries & Payroll costs $528,000 $2,640,000 General Overheads $336,000 $1,680,000 Total Over Head costs

$864,000

$4,320,000

Taking into consideration the revenues they expect to achieve and the heavy workload that this may encompass, THE COMPANY are not being realistic when it comes to salaries and or general overheads. 1) Staff would normally expect to receive some sort of increase in salary at least biannually. 2) Normally general overhead like insurance, professional fees and utility bills etc increase annually.

Taking the above two points into consideration we strongly suggest THE COMPANY to factor in at least 5% increase per year for recruitment of new members of staff and at least 3% if not the same as recruitment for general expenses.

THE COMPANY have not forecasted any further recruitment for the 5 year period

8.

Strengths Experienced Senior Management Low cost business model Excellent processes and procedures in place Good quality control procedures Signed agreements in place with Developers & License holder • Higher than average profits • • • • •

9. • •

7.Head Count Current head count is 4 CEO, Production Manager, Technology & Business development Manager, and CEO Assistant.

Weaknesses Mainly dependant on CEO to negotiate agreements Digital gaming industry frequently change models and platforms Competition from major publishers

Assessment and Conclusion THE COMPANY has the expertise, knowledge to make THE COMPANY one of the top twenty publishers and developers in North America. It may come at the cost of over worked and exhausted team members. We recommend THE COMPANY look to recruit additional resources to assist them in achieving their goals over the next 5 years and avoid having over worked colleagues.

$ 3,250,000

Monster Truck (I-III)

Total COS

THE COMPANY are currently looking to recruit a Financial Officer making the total number of permanent staff to 5 and two external companies 1 Sales & Marketing and the other Legal services.

THE COMPANY is a good business venture opportunity, they have all the necessary processes and procedures in place for this fast moving industry. They have good financial control and have negotiated good agreements for THE COMPANY business, and they have a promising future ahead , but they must continue to keep a keen eye on the market movements to ensure they continue to adapt to the market conditions.


Sample Company Management Capacity Review

2013 Rating


Vulpine Financial Risk Advisory - Management Capacity Review

• THE COMPANY Technology Experience. • World’s 1st Technologies • Cohesive Team • Reactive Sales Force

Introduction With a combined career span of 100 years, THE COMPANY have accrued a wealth of experience and knowledge specifically within the modular and chip technology.

Working as a fully function and cohesive unit for over a decade, has entitled THE COMPANY to be promoted form an “ALSO RAN” unit to the echelons of a serious market leading enterprise.

Successfully designing and manufacturing chips at its inception, has progressed with the securement of a 15% market share of the global market. A slow reaction for all high-lighted reasons caused a decline within their primary market.

Had the marketing of the OFN product line been pressed more vehemently, reparations for the decline could have been attained. This in turn could have afforded a larger percentage share of the global market for touchscreen technologies and provided an elevation into the top five design and manufacturers within its chosen sector.

Business Acumen A lack of shrewd business acumen at the primary stage prevented THE COMPANY from developing “World Class” technologies such as OFN

This failure to project a move from computer ancillaries to touchscreen technology has caused significant damage to THE COMPANY revenues. Remarkably “lessons learned” have been rectified with a now quick and proactive response to quivering market indicators. Contracts have been signed with leading smart phone manufacturers. The potential to achieve 80% of THE COMPANY products in the world’s smart phones by way of new contracts could soon become reality.

Vision The ability to develop technologies ahead of their competitors but less success in marketing the products to the head of the queue left THE COMPANY relegated to 3rd/ 4th position in the markets.

The team have shown a relentless drive to succeed and an ability to learn quickly and adapt. This coupled with their vision for new

technologies leaves THE COMPANY frequently first in the world & to market and on average 40% ahead of their competitors in research & development. THE COMPANY have been 1st in the world for DigiSensor, CFN, SOC for optical mice and low cost device of OPD smallest die sensor for USB mouse

Skill Set The team has shown a consistency over the last decade in developing new technologies there can be no doubt within the technology sector THE COMPANY management are true visionaries.

When reviewing the teams skills within the business context they have shown their strengths far out weigh their weaknesses not only are the team now producing and successfully marketing their products on the global stage they are consistently under cutting their rivals while ensuring their products are of the highest standards, this can be seen by the fact that THE COMPANY has received over 50 awards for their technologies/products.

We are sure that the teams vision when combined with an ever increasing skill set will see THE COMPANY continue to grow in products/technologies and profitability over the next decade.


Sample Company Management Capacity Review Personal Performance Profile John Smith 2013 Rating


Vulpine Risk Advisory Division - Personal Performance Profile John Smith - Sample Company

Name: John Smith

Position: CEO

Salary: $200,000

John Smith is a highly capable and valuable member of Sample Company, his direct approach to business and methodical mental structure makes his position ideal in this project and the company.


Interview with 19th February, 2013

John Smith

Conducted by

Phillippa Cox

Local time

13:00-13:30

UK Time

18:00-18:30

USA conference line

+81-123-1234

UK conference line

+44-456-7896

Access pin

- 234567

Purpose of the interview:

To understand each person's role within the company and gain a greater understanding of each person's responsibilities, objectives and goals for the year ahead

Agenda:

1. 2. 3. 4. 5.

Introductions Introduction to Vulpine Risk Advisory Interviewee's Background Interviewee's Role &Responsibilities Questions (Interviewer to Interviewee & Interviewee to Interviewer)


Introductions

1.

Introduction to Vulpine Risk Advisory

2. Interviewee Background I worked for XXXXX for 10 years in their financial division and was headhunted in 2003 by Sample Company. I went to Central University in New York and did a masters in business studies at Harvard. I have always taken a special interest in entrepreneurship and enjoy the challenge of new projects, which is why I was first interested in Sample Company.

3.

Interviewee Role & Responsibilities (from Resume)

For the past 10 years I have been working as CEO for Sample Company, making sure the business grows and that we hit our year-on-year targets as well as our long term goals 4.

Questions (Interviewer to Interviewee & Interviewee to Interviewer)

Q1) What are your Key responsibilities for the project A1) my responsibilities for this specific project is to make sure all the people involved know to follow our processes and procedures to allow for the project to comply with our short and long term goals as a company.

Q2) Are you a shareholder if yes what percentage of shares do you own A2) I am not currently a shareholder, however we have incentive schemes in place that allows for staff to become shareholders of specific projects should they surpass their targets.

Q3) what are your main objectives for the year ahead A3) to meet and surpass the targets set by our long and short term plans Q4) Have you worked with any other member of the management team on other projects if YES who with and what were the projects A4) I have worked with Jane Smith on several projects over the past 10 years, and since we recruit from within, most of the management staff involved in the project will come from our company and therefore it is probable I have worked with most at some point or other.

Q5) What Goals would you like to achieve A5) my personal goal is to have the product of this specific project on the shelves by Christmas Q6) what is project business strategy A6) to follow the proven path of our company in these situation, such as new projects or products, and apply all our methods in order to make it a success

Q7) what would you say your main strengths are A7) I would say my main strength is my ability to delegate to the correct people and identify the strengths in others Q8) what would you say your weakness are A8) I can be too cutting and too the point, without considering how other people take it. I like results and I don't beat around the bush to get them

Q9) what targets have you set yourself the year ahead A9) to prove, yet again, that having structures plans means any project can be rolled out and be successful Q10) what percentage of your time will be focused on project A10) it is not necessary for me to spend too much time on each project, but at the inception of any project I work closely with Jane (Smith) to ensure the right people are put in place and that our strategies and methods are followed.

Q11) what would you say your biggest achievements has been A11) to accomplish the company's 5 year plan in 3 and to have trebled the profit in the first 18 months I worked for Sample Company.


Q12) who are project main competitors A12) n/a

Q13) what are the main differences between Project and its competitors A13) n/a Q14) what is the marketing strategy for the business A14) n/a Q15) What additional benefits will you receive if you reach your targets, objectives and goals A15) as mentioned previously we have incentives schemes for staff that surpassed and surpass their targets and I am included in these schemes.

End of Interview

Interviewee Questions to Interviewer None.


John Smith 1234 Main Street Anytown, State ZIP 123-456-7890 no_reply@apple.com

PROFILE John Smith is an extremely capable worker who has proved his experience several times over by constantly hitting and surpassing targets. EXPERIENCE Job Title, Company Name, City, State — January 2007- February 2009 CEO of Sample Company Financial Advisor, Xxxxxxxxxx, New York, March 1992- April 2003 Worked for many years as a financial advisor to the company's MD

EDUCATION Business Studies, Central University, New York, 1986-1990 SKILLS - Bilingual (English - German) - Extraordinary Computer Skills


Sample Company Management Capacity Review Personal Performance Profile Jane Smith 2013 Rating


Vulpine Risk Advisory Division - Personal Performance Profile Jane Smith - Sample Company

Name: Jane Smith

Position: Managing Director Salary: $150,000 p/a

Jane appears to be the right person for the job, she is capable and competent and has proven her worth over 20 years with the company.


Interview with 19th February, 2013

Jane Smith VFRA-SAM-1234

Conducted by

Phillippa Cox

Local time

12:00-12:30

UK Time

17:00-17:30

USA conference line

+81-123-1234

UK conference line

+44-456-7896

Access pin

- 234567

Purpose of the interview:

To understand each person's role within the company and gain a greater understanding of each person's responsibilities, objectives and goals for the year ahead

Agenda:

1. 2. 3. 4. 5.

Introductions Introduction to Vulpine Risk Advisory Interviewee's Background Interviewee's Role &Responsibilities Questions (Interviewer to Interviewee & Interviewee to Interviewer)


Introductions

1.

Introduction to Vulpine Risk Advisory

2. Interviewee Background I have worked for Sample Company for 25 years, starting in the secretarial pool and working my way up the corporate ladder. In 1994 I was given the opportunity to go on several courses and study business and technology to understand the nature of the company better. Over the years I have been able to take several courses to keep up to date with the technology sector and maintain the company at the cutting edge. In 2005 I was appointed managing director of Sample Company and have since strived to get the most out the company and grow it exponentially.

3. Interviewee Role & Responsibilities (from Resume) My responsibilities as MD of Sample Company is to make sure all departments are being run efficiently and the right people are heading their corresponding departments to the best of their abilities. I also make sure the company is progressing the way we want and that the company's targets are being met.

4.

Questions (Interviewer to Interviewee & Interviewee to Interviewer)

Q1) What are your Key responsibilities for the project A1) to make sure this projects aligns with our company's ethos and follows our processes and procedures well in order to present the company in the best possible light. Also to make sure the right management team is in place to be able to achieve this.

Q2) Are you a shareholder if yes what percentage of shares do you own A2) I am not currently a shareholder, however incentives have been put in place so that if the project is a success according to our guidelines I will be able to opt for either a cash bonus or a small equity stake in the business.

Q3) what are your main objectives for the year ahead A3) to complete the new project on time, on budget and to place the right management team to make it a success and an asset to our already established group of companies.

Q4) Have you worked with any other member of the management team on other projects if YES who with and what were the projects A4) I have worked with John Smith for almost 10 years and some of the management team for this project are being sourced from within the company.

Q5) What Goals would you like to achieve A5) to bring this new project into our group of companies and for it to be an asset rather than a liability. As this is the third project of this type that we have worked on, we would like to see that our structure, processes and procedures work in any environment and this project would prove such a thing.

Q6) what is project business strategy A6) we have a very structures manual of processes and procedures, including marketing devices and recruitment guidelines to make sure all projects run efficiently.

Q7) what would you say your main strengths are A7) my main strengths are my ability to dissect and analyse any process or procedure in order to get the most efficient process and result possible

Q8) what would you say your weakness are A8) I believe my main weakness is that I can get obsessed about problems that pose an enigma to me, I cannot let them go until the most efficient solution has been established

Q9) what targets have you set yourself the year ahead A9) to have this project finished from idea, quality control, production to distribution by Christmas Q10) what percentage of your time will be focused on project


A10) as part of my full time job is to keep an eye on all projects we are working on, and since this is the most recent project on our books, I believe around 50% of my time will be focused solely on the progress of this project, as I make sure to work closely on any new project, without neglecting the company at large.

Q11) what would you say your biggest achievements has been A11) most definitely my biggest achievement has been able to work my way up from secretary to MD, by way of hard work and continuous study.

Q12) who are project main competitors A12) though not something I have personally been involved in, I believe our closest competitors are XXXXXXXXX.

Q13) what are the main differences between Project and its competitors A13) because of the structure and efficiencies we have in place we are able to produce and distribute the product with higher quality but at a lower price than our closest competition.

Q14) what is the marketing strategy for the business A14) Again, this is not something I am especially involved in, however all our marketing strategies are put in place in our manuals and updated regularly to include the latest forms of marketing. I believe in this occasion there are plans to do big marketing events by creating situations in high profile events that would mark our products out in the mind of the people attending and the people watching the coverage.

Q15) What additional benefits will you receive if you reach your targets, objectives and goals A15) as I mentioned before, there are incentives in place for people that reach and surpass their targets in the form of cash bonuses, equity shares, "prize bonuses", etc.

End of Interview

Interviewee Questions to Interviewer None.


Jane Smith 1234 Main Street Anytown, State ZIP 123-456-7890 no_reply@apple.com

PROFILE Jane Smith is an extremely capable worker who has proved his experience several times over by constantly hitting and surpassing targets. EXPERIENCE Managing Director, Sample Company, Washington, May 2005 Managing Director of Sample Company Personal Assistant, Sample Company, Washington, September 1992 Worked for many years as Assistant and Secretary for Sample Company, while working my way up the corporate ladder.

EDUCATION - IT Course, 1994 - Business Studies, 1996 - Financial Skills, 1997 - Corporate Accountancy, 2000 SKILLS - Bilingual (English - Spanish - French) - Accountancy and Bookkeeping.


Sample Company Investment Review

2013 Rating


Vulpine Financial Risk Advisory - Investment Review

THE COMPANY ’s current proposal is for USD$5M investment, in return for this capital injection the investor will receive 30% equity in THE COMPANY Inc Valuation: THE COMPANY is a startup venture with zero assets however we find their valuation of USD$16/$17M to be a fair valuation when considering the management team’s previous successes and the growth potential of the business itself.

Management: The management team bring to the table numerous years of experience, between them they have collectively worked on or with the majority of the major players in the gaming sector and they have proven to be assets in their roles. Our only concern with the management team would be that they seem to be overly confident of their competitive edge in this already booming and vibrant sector.

Year

Revenue

Gross Profit

Net Profits

%

Over the course of our analysis we have found them to be confident, professional and easy to work with.

2013

$22,807,1 99

$ 16,282,199

$ 15,405,609

68%

Financial assumptions:

2014

$43,163,7 79

$ 36,708,779

$ 35,832,189

83%

When it comes to the finances within THE COMPANY, there is little cause for concern. The business model has allowed them to minimise overheads while maximising profits.

2015

$38,061,4 44

$ 34,346,444

$ 33,469,854

88%

THE COMPANY have reduced their risk further by forming joint ventures with multinational games distributers.

2016

$57,797,9 54

$ 52,982,954

$ 52,106,364

90%

Risk Profile:

2017

$73,069,0 44

$ 68,254,044

$ 67,377,454

92%

When we look at the digital gaming sector globally we can see that this sector is growing and we believe will keep growing for many years to come.

Shareholdings: INSERT PIE CHART SHOWING THE SHAREHOLDINGS OF THE COMPANY TODAY Business Model: THE COMPANY have a plethora of experience coming from their management team, this in turn has allowed them to develop a creative business model that allows them to rapidly capture and cultivate their target consumers, while maintaining a level of cost efficiency rarely seen in startup ventures. .

THE COMPANY ’s biggest risk comes not from the lose of revenues or the market becoming over saturated, it comes from their over confidence in their ability to continue to out class their competitors. Only time will tell whether this will be proven right or a fatal underestimation. This being the major risk, we feel comfortable in assigning THE COMPANY a medium to low risk profile. Investment Proposal: Based on the above risk profile and the aforementioned valuation we find THE COMPANY’s investment proposal to be not only an exciting opportunity for any investor but also one that is primed to start delivering its ROI almost immediately.


Vulpine Financial Risk Advisory - Investment Review Equity Position: THE COMPANY may only be a startup but the timing of this investment means that any investor is negating the initial startup stage and will invest at the growth stage in THE COMPANY ’s journey.

Because of the cashflow’s inability to support a higher APR, the new inclusion of collateralised debt rather than unsecured debt means that the investor has the ability to protect their income streams in the unlikely event of defaults.

This means that a valuation of USD$16/$17M is a fair and justifiable one

If the investor then chooses to include our additional suggestion of a quarterly repayment structure as apposed to an annual one, this allows them to react quickly to any potential negative movements within the project.

Equitable share of the profits: THE COMPANY ’s management team have opted for a 50/50 split between retained earnings and dividend pool, this in turn allows not only the management team but also the investor to realise higher rates of return, while also maintaining THE COMPANY ’s taxable income to a minimum.

Year

Revenue

Net Profit

Retained Earnings

Dividend

2013

$22,807,199

$ 15,405,609

$7,702,805

$7,702,805

2014

$43,163,779

$ 35,832,189

$25,618,899

$17,916,095

2015

$38,061,444

$ 33,469,854

$42,353,826

$16,734,927

2016

$57,797,954

$ 52,106,364

$68,407,008

$26,053,182

2017

$73,069,044

$ 67,377,454

$102,095,735

$33,688,727

As the table above shows, any potential investor is being presented with an opportunity to have a cashflowing asset as part of their portfolio almost immediately. Risks: The Primary risk to THE COMPANY is: Reliability on external marketing expert to market THE COMPANY games / titles effectively. Minimal staff to meet difficult deadlines , targets, objectives. Secondary Risks to THE COMPANY are: Overly confident which may come across a Arrogant about their capabilities and the impact their competitors may affect THE COMPANY . Overall Return on Investment: By simply placing a more realistic valuation on the enterprise we see an immediate increase in the ROI realised from the exit strategy, this in turn means that any small reductions in revenues due to unforeseen circumstances would be absorbed by the exit and in turn the investor would still be able to realise a more balanced ROI. If we then couple this with increased dividends because of the new equity position this means the investor is less reliant on the debt structure for its annual income.

INSERT TABLE SHOWING NEW SCENARIO Overall Conclusion: If we are to base our conclusion on the original proposal we would have to say that while we are confident the project can be profitable, the potential risks are not countered by the potential gains. However if THE COMPANY ’s board were to accept our new proposal or something similar where the risks listed herein are negated, or even slightly elevated then we would recommend any investor think seriously about investing into THE COMPANY as part of a well rounded portfolio.


Sample Company Appendices 2013 Rating


Sample Company VFRA 410 Hamilton House Hemel Hempstead, England HP1 1BB 2013 Rating

Sample Prospectus  

This is a sample prospectus not depicting any one specific business. It is to be used to gain an understanding of what it is Vulpine Financi...

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