Environmental Corporate Due Diligence Services

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ENVIRONMENTAL

VERTEX is a full-service construction, environmental and engineering services firm with over 20 domestic and international office locations and unique joint ventures worldwide. Founded in 1995, VERTEX has worked on over 30,000 projects totaling well into the billions of dollars. We have expertise to approach every client’s challenge with remarkable efficiency and local knowledge. Our reputation for excellence, both in terms of timely results and service quality, spans the globe. It has earned us the trust of a prestigious client base that includes public companies, private businesses, and government agencies in virtually every line of business.

Corporate Due Diligence Services For multinational mergers and acquisitions and private equity investments, VERTEX has provided strategic support focusing on highly regulated or polluting industries, multiple jurisdictions, and large, complex targets. A key part of the VERTEX corporate due diligence product is the early read. Using publicly available information, data provided by the client, and information about the industry and location of the target company’s facilities, VERTEX provides an evaluation of the key risks associated with environmental and safety performance, labor and social concerns. The focus of the desktop review is on identifying key risks and opportunities associated with the company’s products, industry, and jurisdictions in which manufacturing activities take place or where regulated products are sold.

Specific products associated with corporate due diligence may include: • Development of a questionnaire and document request list for a more in-depth desktop review of the company, to include a more detailed assessment of each company’s permit status and recent environmental performance as reported to the government. • Brief site visits, including overview of operations, review of permits, plans, policies, and procedures, and high-level assessment of compliance. These are typically scheduled as part of a larger due diligence effort and are intended to be low-key assessments of major risks. • Compliance audit for manufacturing sites to international or corporate standards and/or for compliance with applicable national laws. Generally, compliance audits are scoped using a

pre-determined materiality threshold and an audit checklist is developed and agreed to prior to conducting the fieldwork. • Assessment of soil and groundwater contamination with estimated costs for potential cleanup liabilities under applicable national and local statutes. • Review of product specifications for compliance with various US, EU, and other regulations for hazardous materials in products, including, for example, the U.S. Toxic Substances Control Act, the EU REACH and RoHS initiatives, and Japan’s equipment safety and RoHS requirements. • Review of customer contract terms for service-oriented businesses whose products have a major public safety component; for example engineering and servicing of nuclear power facilities, design of rail switching systems, and operation of nuclear medicine equipment.

Corporate Due Diligence Timeline Beyond the early read, VERTEX provides technical and regulatory support throughout the life cycle of a transaction. EARLY READ

Desktop review using publicly available or client provided source data DUE DILIGENCE

Management interviews Document reviews Site visits Cost analyses POST-ACQUISITION

Assessments and site visits Compliance action plans Compliance projects PORTFOLIO MANAGEMENT

Compliance evaluations Shareholder reporting DIVESTITURE

Dataroom preparation Compliance evaluations Cost analyses


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