Sale of Hastings Insurance Services Limited to IAG
by Tim Adams, Director, ReOrient Legal Limited
Document Vault Systems' Virtual Dataroom product was used in the sale of Hastings Insurance Services Limited and Advantage Insurance Company Limited to Insurance Australia Group Limited - a deal managed by ReOrient Legal worth in excess of £140 million.
Most M&A transactions involve the need to provide large volumes of due diligence material to prospective buyers. With the Hastings transaction in particular, necessity required ReOrient Legal to adopt a more innovative approach to the data sharing process, as the buyers and their advisers were based in Sydney, Australia. What was required was the means to package the due diligence materials in a secure manner avoiding the need for hard copies to be sent to Australia or the need for a real-time data room in London.
The solution was the Virtual Dataroom. ReOrient Legal commissioned the creation of a data room of the target’s documentation (amounting to many thousands of pages). These were collated into a secure data room to which only those members of the buyer’s legal and professional team (identified and issued with security passes) had access. This enabled the buyer to view pdf documents in its own time (there being a 11 hour difference in time zone) and for ReOrient Legal to control the due diligence process, concurrently recording automatically the identity of persons viewing the documents together with details of copy documents viewed and/or downloaded.
Further, the virtual Dataroom enabled ReOrient Legal to operate a continuously updated enquiry and response service, logging queries in the Information Request Centre overnight which could be viewed, considered and responded to by the appropriate management or ReOrient Legal personnel within a few hours during UK time, the replies being posted on the site.
Also, additional documents were able to be uploaded as they became available at the UK end and hence these could be provided to the buyer quickly and efficiently, the uploading procedure being and simple and reliable.
In the Hastings transaction, from a standing start it was possible to reach exchange of contracts within 28 days, both on schedule and in accordance with a tight pre-arranged timetable.
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