How are you expected to process a data room?

We have access to a vdr and there are hundreds of files to go through.

What are best practices for going through all the files and understanding everything?

Partner also wants me to create a hardcopy binder of files that can be printed

Comments (2)

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  • Associate 2 in PE - LBOs
Jun 16, 2022 - 11:05pm

The ask I believe is for a VDR pack. On the front of the pack the first file should be the VDR index. Read the VDR index and highlight which documents look interesting / you plan to pull. These should generally be things like operational information, cap table information, financial model summary, sales efficiency metrics, draft purchase agreement, etc. This is effectively the table of contents of the VDR pack; what's highlighted is what's in here. Your partner cannot expect you to read his mind and give exactly what he would highlight if doing the exercise himself; using the highlighted vdr index as a cover page allows him to read the index and see what items he wants you to add that you did not highlight. That's how it goes.

For the rest of the items, organize them in a folder with sub folders by category that best make sense. Eg a section on S&M overview, a section on Product, a section on financials, etc. Put relevant documents in these folders in an order that makes sense. You'll remember from sell side that the order they are uploaded / appear in the VDR is often just what junior bankers and management can prepare first. For many of the excel based items, you will need to format them to look pretty, and also add analysis. For example, say a file only has S&M spend and churn numbers. Go ahead and calculate LTV CAC (this example might be a bit overboard but it serves my point of perform additional useful analysis). Then, print to PDF and put it in your VDR pack staging folder.

Combine the files with a live TOC you can click to get to relevant files. Before you send it to him, annotate the TOC in an email so that it looks like this.

File 1 - Here you'll find X and Y, notice trends A, B, and C.

File 2 - Here you'll find L and M, notice trends N and O. We should ask the bankers to send us P, Q, and R.

Stuff like that. Do all that and you'll be his favorite associate 

give me bananas this is solid advice 

  • Analyst 3+ in IB - CB
Jun 17, 2022 - 12:51am

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