Making deals happen:
We provided legal services in relation to a large public share offer. During the initial transaction scoping exercise, we identified a potentially large number of documents required to support the due diligence and prospectus process, with a number of institutional investors and advisors located around the world requiring access to those documents. It was therefore proposed that the Mallesons' MatterWeb virtual data room technology be used.
MatterWeb was designed and built by us to support due diligence processes, IPOs and other transactional, document intensive tasks. The Mallesons solution enables a more streamlined and efficient process as documents can be added, renamed and removed in real time, in line with the business needs of the transaction.
The Applied Legal Technology practice support group worked closely with the legal team and client to understand and scope an appropriate technical solution, using its extensive experience in managing both physical and electronic data rooms. The client was also considering two other commercially available solutions to manage the transaction, but decided that we offered the best and most cost-effective solution for their needs.
Once the Mallesons solution was decided upon, we underwent a thorough security audit by senior client security officers. During this process the client advised that they expected severe security threats to be made on any potential deal site, with the objective of the attacks being to take down the site. The risk to our client was a potential significant delay in the share offer process.
Our standard MatterWeb technology operates at a very high security level, however it was considered that the security profile was different to a standard transaction. Six weeks prior to the deal room opening we pulled together a team of highly skilled specialists who created a series of scenarios and solutions which would protect the deal site from the various identified threats. After an intense evaluation process the client selected the solution that was most closely aligned with their interest and risk profile. We provided an ambitious five week deadline for delivery, and within four weeks (one week ahead of schedule) we developed, tested and deployed a highly secured virtual data room at a secondary data centre. Our technical team worked day and night to create an industrial strength site which was resilient and secure, and in a timeframe which enabled the electronic virtual data room to open earlier than originally scoped.
In parallel to the procurement and configuration of the highly secure infrastructure, senior members of the Applied Legal Technology practice support group worked seamlessly with both the legal and client teams to extract and upload a large number of documents which supported the share offer. Documents were provided over a four month period with documents received after the opening of the virtual data room being uploaded on the day of receipt, even if received outside of standard business hours. The site experienced 100% uptime over the four month period.
Unsolicited feedback received from advisors and investors was that the deal room was one of the best run rooms they had experienced.
When language is no barrier:
The Applied Legal Technology practice support group supports transactions in Hong Kong and PRC in asset sales, IPOs and other securitisation transactions. This work has included PRC’s first cross-border commercial mortgage-backed securitisation.
Coordination on this matter involved legal and advisory teams located across the PRC, Singapore, Mauritius, Bermuda, the Cayman Islands, Australia and the United Kingdom. The cross-jurisdictional nature of the team, working as it did across multiple time zones, required that documents and support be available around-the-clock. This included not only technical support by the Applied Legal Technology practice support group but also liaison with all legal, client and advisor teams in response to data room updates, investor queries and third party access. In addition, MatterWeb’s ability to support multiple language requirements, including Chinese Simplified, ensured the client’s requirements for accessibility were readily met.
Other aspects of this transaction demonstrated the inherent flexibility of MatterWeb and the services provided by the Applied Legal Technology practice support group, as the flavour of the transaction moved from initial acquisition to related debt and equity financing of the underlying properties. Feedback on the Applied Legal Technology practice support group's support throughout the lifecycle of the transaction was extremely positive, noting in particular the responsiveness of, and high level of services provided by, the group.
Turning deals into knowledge:
The Applied Legal Technology practice support group create hundreds of electronic transaction bibles or deal books annually. These compact and effective document collections include key documents which have been converted into an enhanced electronic format, making them highly interactive and portable. Clients and third parties are then able to easily navigate and search across complex contracts or large document sets, leading to commercial advantages from being able to manage, review and respond to contractual situations in an efficient and cost-effective way. Deal books are frequently used to manage ongoing asset obligations as well as precedent or knowledge collections which are referred back to when entering into future similar contractual arrangements.
Finding inaccessible smoking guns just takes planning and innovation:
We were engaged by an insurer to assist them in resolving a protracted and complex dispute. The dispute was broad in both the nature of the allegations and the period of time over which relevant business documents were created. The document collection scope included documents created from 1 January 1996 to the present, from an identified 36 custodians, and was limited to the agreed discovery categories.
The Applied Legal Technology practice support group used its deep understanding of IT to work closely with the client‘s IT staff to develop a document collection strategy. A list of all file servers used over the dispute period was created, and custodian employment tenure mapped against the file server information. The exercise was complicated by the migration of electronic data between legacy systems from one server to another, and from one software program or platform to another. Electronic data was located on a series of active file servers as well as in a variety of legacy backup tape formats, with in excess of 1,200 back up tapes identified.
The document collection strategy developed by us with our client was designed to meet the legal obligations of discovery, ensured that costs were contained, and that the exercise delivered value. It also scoped and then assigned roles and responsibilities for all team members who came with a variety of insurance, technical and legal skills. The document collection strategy was reviewed and refined on an ongoing and regular basis.
The processing and review of electronic documents was undertaken using the firm’s innovative electronic review product. Initial processing was undertaken to strategically filter and suppress documents (for example, to remove duplicate documents and those outside a date range) to reduce the volume of documents requiring legal review. The review team then had access to the reduced document collection from any computer. Full text and metadata searching (eg ‘who sent what, to whom, and when’) allowed the review team to find crucial documents extremely quickly. An accelerated rate of investigation and review was made possible through the product’s multiple aspect content analysis, whereby analysis is undertaken and produces a graphic display of electronic files in a number of views (including a concept compass, event and social). The graphical display is generated by grouping like content together. As a part of the review process, electronic documents were issue coded, categorised and redacted for privilege and confidentiality in a highly efficient and cost effective manner.
The Applied Legal Technology practice support group working closely alongside the lawyers and the client throughout the process ensured that our client was in the best possible position, with their utmost confidence that they had everything necessary from the discovery to support their case. The Applied Legal Technology practice support group continues to lead the industry in the innovative methods and technology used to manage this complex area.
Gaining and sharing knowledge across the globe:
A number of senior members of the Applied Legal Technology practice support group have recently delivered presentations in Australia and in the US on the increasingly high profile and complex area of electronic discovery and cross border discovery issues. Members of our team are renowned internationally as thought and innovation leaders in the electronic discovery industry. Team members have been involved with the various drafting committees which release the e-litigation Practice Notes within the Australian courts. Team members are also active members of the Australian Litigation Support Managers group. We are also an active member and the first Australian firm to have a Peer Group Steering Committee representative on the International Legal Technology Association. A series of articles were also published by the group on associated legal technology topics.