The Enstar Group, Inc. (“ESGR”) is a U.S. based-NASDAQ company with a Bermuda-based subsidiary in the financial services industry. Given this organizational structure and the parent-subsidiary relationship, Enstar pays U.S. income tax on its foreign operations --- and withholding taxes on the US operations of its foreign subsidiary. There are significant tax advantages to being headquartered in Bermuda, and Enstar contacted Nicholas to assist in assessing its interest in exploring the business, financial, tax and regulatory implications of such a move. An impediment to such a move is Congressional opposition and increasing IRS regulation, making such a move significantly more difficult.
As part of the contemplated move, Enstar is interested in identifying and exploring a ‘comprehensive view’ of potential business combination and merger partners with companies that are currently headquartered in Bermuda. The Nicholas students prepared a ‘pitch book’ to present to the top management of Enstar that describes: (1) the benefits/advantages as well as the costs/disadvantages of a possible move to Bermuda; (2) an analysis of the different types of corporate structures that could be employed on a tax-advantaged basis that would facilitate such a move; (3) the identification of a preferred partner for a potential business combination; (4) a plan for systematic follow-up with these potential partners; and (5) an analysis of any additional complexities or complications that would arise on the basis of a cross-border business combination transaction. Based upon this analysis, several potential partners were identified and recommended by the Nicholas team for consideration by Enstar.
Ford Motor Company asked the Nicholas team to determine how the company should optimally finance its Brazilian automotive subsidiary, taking into consideration concerns such as the appropriate equity capitalization of the business, the future outlook for the Brazilian economy, exchange rates (and, in particular, the recent weakness of the US dollar), tax considerations and the use of non-recourse debt.
Michael Best & Friedrich LLP (“MBF”) is one of the Midwest's oldest and largest law firms. It was founded in 1848 by the noted trial lawyer Edward G. Ryan, who later served as Chief Justice of the Wisconsin Supreme Court. Today, the firm comprises nearly 300 attorneys in six locations, including Milwaukee, Madison, Waukesha and Manitowoc, Wisconsin; Chicago, Illinois and Lehigh Valley, Pennsylvania.
MBF contacted Nicholas for assistance in formulating a comprehensive market assessment and entry strategy. In order to decide which markets were most attractive for the firm to expand into, the Nicholas group was charged with three key questions:
• Identify and quantify factors that a law firm should consider when assessing the relative costs of entering and doing business in a metropolitan market area;
• Identify and quantify factors that a law firm should consider when assessing the relative future growth prospects and potential for a metropolitan market area;
• Identify and quantify factors that a law firm should consider when assessing the ability of a law firm to recruit and retain high quality lawyers to the firm in a metropolitan market area.
The Nicholas team was able to gather a large quantity of economic, demographic and quality of life data that was used to build a proprietary model for the MBF market entry decision. Ultimately, the Nicholas team proposed a two-pronged strategy for MBF that they felt would make the greatest use of the regional, university town-based reputation that MBF has accumulated throughout its history. In particular, the Nicholas group recommended that MBF concentrate its expansion efforts on large Midwest university towns where there was a considerable amount of scientific and engineering-based incubation businesses currently and prospectively being created.
Past Consulting Engagements |
||||||
Fall '08 Projects |
Spring '09 Projects |
|||||
Fall '07 Projects |
Spring '08 Projects |
3rd Round Projects |
4th Round Projects |
|||
Fall '06 Projects |
Spring '07 Projects |
3rd Round Projects |
4th Round Projects |
|||
Previous Nicholas Projects |
Spring '06 Projects |
3rd Round Projects |
4th Round Projects |
|||