Effective communications enable organizations to achieve business goals. C L IC K B E L OW T O GO DIR E C T : About Us.......................................................................................2 Our Approach................................................................................3 Investor Relations & Shareholder Activism..................................4 Transaction Communications.......................................................5 Initial Public Offerings..................................................................6 Corporate & Financial Public Relations........................................7 Crisis Management.......................................................................8 Corporate Restructurings & Bankruptcy.......................................9 AMO Global Network.................................................................10 Contact Us...................................................................................11 We help our clients attract investors, complete transactions, resolve crises, prevail on public issues, retain customers and motivate employees. We offer our clients diverse and pertinent experience, relationships that matter and ideas that work. The Abernathy MacGregor Group Click Here: Executive Bios I Visit Our Website I Contact Info I Email Us 1 The Abernathy MacGregor Group is one of a very small group of high-end corporate, strategic, and financial communications consultancies. We are differentiated from our peers by the breadth and depth of the services we offer to clients, by our problem-solving approach, and by the global reach of our international network. About Us We serve our clients in six broad areas: 1. Investor Relations & Shareholder Activism 2. Transaction Communications 3. Initial Public Offerings 4. Corporate and Financial Public Relations 5. Crisis Management 6. Corporate Restructurings and Bankruptcy We are consistently ranked as a leader within these sectors. Most of our clients are publicly-­ owned corporations, both US-based and international. We also advise private businesses, individuals and nonprofits. When a client engages us to work in any of our primary The Abernathy MacGregor Group practice areas, our experience in the others enriches the advice and results we deliver. AMO, our international network, was formed to ­connect us with the agencies most like us in the financial centers of the world. We now comprise 10 agencies in 21 cities on four continents. These established relationships have become essential as the global dimension of business activity has grown. Ours is a flexible network: We work outside our network regularly when special expertise is needed in specific countries. Abernathy MacGregor is based in New York, with offices in Los Angeles, San Francisco and Houston. We were founded in 1984, and are today part of Havas Worldwide. We number approximately 80 professionals. They are all accomplished in the disciplines of communication; they also bring to us expertise in law, finance, strategic planning, traditional and digital media, electoral and regulatory politics, investment banking and internal communications, all available to clients as needed. Click Here: Executive Bios I Visit Our Website I Contact Info I Email Us 2 Our Approach 1 Good communications ­support business goals Our first question is always “what is the business goal?” Then comes “how can communications help?” We help to build awareness, win approval, foster advocacy and take action. 2 Short. Simple. Memorable People don’t remember much in the best of times. Today they’re drowning in every kind of conventional and digital media clutter. Two or three clear, well-targeted messages will be best remembered. 3 Talk first to whoever’s affected most If it’s good news, the beneficiaries will become your advocates. If it’s bad news, the victims’ voices will be sought out. Pick the most important audience. Reach them quickly and directly. 4 Infinite channel choice, finite credibility Mobile and web-based The Abernathy MacGregor Group communications allow everyone to connect with everyone else. To whom should I pay attention? In whom can I trust? We select for credibility above all. 5 One size does not fit all Even something we’ve done many times before needs new research, new analysis, lots of client conversation before a plan is launched. Good plans have to be custom-tailored. 6 To inform: Use documents. To persuade: Get personal Information is best conveyed by words, numbers, images on paper or the digital equivalent. Persuasion happens best one-on-one, face-to-face. 7 Everything leaks Whether taking the initiative or controlling the fallout, we bring new tools and strategies into play to ensure a favorable outcome for our clients. 8 Mistakes now live forever Cell phone cameras record everything. Databases retain everything. Search engines find everything. Bad events will always happen. New communications approaches can address new media. 9 If it’s going public, get there first Whatever is said first about any topic creates the frame through which people receive what’s said later. If something is going public, and going big, good news or bad, the first-mover advantage is overwhelming. 10 Silence is sometimes golden News coverage peters out without fresh fuel. Social media eruptions quickly fade. When high profile is needed, go for it. When low profile is preferable, minimal communication works best. Click Here: Executive Bios I Visit Our Website I Contact Info I Email Us 3 INVESTOR RELATIONS & SHAREHOLDER ACTIVISM Investor relations was our founding discipline. Today, it informs all of our practice areas. We advise clients on best practices across the full range of investor-relevant communication. Messaging Investors need a simple ­narrative telling how a company will c­ reate value for its investors – and how that value will be deployed. Milestones, time frames, orders of magnitude and degrees of risk support the narrative. We help create narratives that best reflect a company’s potential. Tools and materials The website is an essential tool. So is the face-to-face conversation. In between there are reports, regulatory filings, media coverage, meetings, presentations, site visits, blogs, apps, tweets and more. We help companies build the right toolkits for their specific situations, and then advise on how to use the tools effectively. Targeting and outreach Investor relations professionals need to be constantly cultivating The Abernathy MacGregor Group new investors. New prospects are easier to reach but often flooded with competing messages. We help clients to adopt messages and tactics that break through the clutter to make a good first impression. Guidance and compliance Investors increasingly demand information from companies about their expectations for future performance. Each new regulatory constraint defines what can (or must) be said, when, how and to whom. We help companies provide useful information within today’s economic and regulatory environment. Event management Investor relations take place both in individual communications and in events: road shows, investor conferences, annual meetings, webcasts, conference calls, and more. We help clients with whatever logistical support and on-site management the events may require. Attitudinal surveys Good investor relations executives continually assess investor thinking. We conduct surveys large and small for IR departments, for corporate managements, and for their boards of directors. Shareholder activism Activist investors increasingly challenge companies and agitate for change. We help companies to prepare for possible activist situations, to engage constructively with declared activists and to maximize their chances of success if activists resort to proxy contests. Click Here: Executive Bios I Visit Our Website I Contact Info I Email Us 4 TRANSACTION COMMUNICATIONS Major transactions are transformational for their participants and their outcome depends on how key constituencies interpret what’s happening. We help clients to win the support they need. Friendly mergers and acquisitions Our firm has worked on nine hundred transactions in 10 years, including some of the biggest and most complex. We work with buyers, sellers, bankers, lawyers, managements, and boards of directors. We address the needs of investors and lenders, employees, customers and vendors, regulators and communities. Proxy contests Contested shareholder votes today challenge a company’s independence, leadership, strategy and policies. Activist investor initiatives and governance disputes can cast boards of directors and managements in an uncomfortable glare. We have deep experience counseling them and working closely with their other advisors. Private equity We have worked with most of the world’s major private equity firms. We modify our approach for the time frames and business strategies characteristic of private equity acquisitions. We support the acquired companies during their portfolio tenure, and take an active role when they go back out through IPOs or sale to permanent owners. Hostile and unsolicited transactions Acquirers can prepare their campaigns. Targets must react instantly. We work with both, in the preparation and contingency planning stages, then in the back-and-forth as decisions are made. When hostilities commence, clients value our counsel, media credibility, market insight and regulatory awareness. Cross-border transactions Friendly or hostile, these often involve at least two languages, two cultures, two currencies, two legal systems, two regulatory frameworks. We offer unique international capability, thanks to our international affiliation, AMO. Partnering with them, we offer seamless execution and communications clarity in the complex cross-border environment. Media Two dozen M&A reporters shape perceptions of most transactions. We have deep relations with them all. There are hundreds of bloggers and tweeters. We’ve had success with them when needed. We spend long hours with all media. When we can’t give them what they want, we can help them to be accurate. The Abernathy MacGregor Group Click Here: Executive Bios I Visit Our Website I Contact Info I Email Us 5 INITIAL PUBLIC OFFERINGS Companies that go public need not only to complete their initial offering successfully, but also begin their new public life favorably in the eyes of all their new audiences. We help with both missions. Private company visibility An IPO is one of a range of possible business alternatives, with a merger/acquisition transaction or private equity investment as other common outcomes. We work with private companies and their owners to identify, develop and implement appropriate levels of visibility targeted to their most important business and financial audiences; and to develop communications policies and practices suitable for their future needs. Public-company readiness When a client decides to go public, we work with other advisors on a “gap analysis” of necessary transitional actions to achieve required or conventional public company functionality. We help clients to establish communications policies and protocols, build investor relations infrastructure (including personnel recruitment), create The Abernathy MacGregor Group external relationships, raise or modify public profiles, and develop and road-test corporate messaging. IPO marketing The run-up from filing to offering is a busy “quiet period.” We assist the client with media relations, internal communications and staff development. We support clients and their investment b ­ ankers in the marketing effort: due diligence, messaging, drafting, road-show ­presentation preparation and ­feedback. We advise as well on initial IR and PR plans for the ­company once public. Listing day An IPO’s first day of trading commonly begins with a ceremonial event at the listing exchange, and ends with media scrutiny of the closing. Overall visibility is extremely high. We help companies to make the most of the opportunity with targeted communications and events for key audiences, and with carefully calibrated media exposure. Aftermarket communications We commonly work with clients after the IPO closes to support the launch and implementation of the PR and IR plans. We advise on dealing with unexpected challenges and opportunities. We obtain independent feedback on clients’ early performance. And we’re at times needed for M&A activity, crisis management, branding and positioning, and other communications capabilities. Click Here: Executive Bios I Visit Our Website I Contact Info I Email Us 6 CORPORATE & FINANCIAL PUBLIC RELATIONS Communications management is a critical component of business success. We offer principles that have passed the test of time, and techniques that address the realities of today. Strategic counsel We advise managements on the communications dimensions of corporate strategic plans and specific business initiatives. We work closely with internal communications teams and with external legal, financial and marketing advisors. We frequently play active roles in implementing the plans we help to shape. Boards of directors Board of directors’ public positioning is now part of business strategy. Investor relations is central to shareholder value creation. At times, board actions require ­communications counsel separate from management. Litigation support We are often engaged by clients involved in high stakes, high-­ visibility litigation. We help clients seeking to reassure employees, The Abernathy MacGregor Group customers and others potentially affected, or to develop greater understanding among opinion leaders and others of the client’s position on the issues. We are adept at delivering useful messages within narrow legal guidelines. Enterprise communications and credibility We use a proprietary multi-factorial analysis to highlight five key drivers of enterprise – vs. product, or line-of-business – credibility. This enterprise signature allows us to derive highly-targeted and cost-­ efficient communications strategies and tactics that correlate with supporting higher valuations. Management positioning We help clients to make their C-Suite actions in the public sphere meaningful, their relationships productive, their statements noteworthy, and their vulnerability well controlled. Media relations We maintain a wide range of relationships with publishers, producers, editors, reporters, bloggers and other media figures. We offer both strategic and situational advice on building, managing and muting media presence. Hedge funds Our award-winning hedge fund practice is one of the oldest and largest in the industry. These clients use the full range of our firms’ services: marketing and branding, transactions, crisis preparedness and management, executive posi­­ tion­ing, investor and media relations, and presentation training. Services are generally designed both to support strategic business objectives and manage reputation risk. Click Here: Executive Bios I Visit Our Website I Contact Info I Email Us 7 CRISIS MANAGEMENT Crises are unexpected. They can do great harm. They can be managed. Our approach is practical and sometimes unconventional. It has produced remarkable results for clients and crisis victims. Preparedness Being ready matters. Even small steps make a difference. We provide clients with a full range of crisis-prep services. We focus on early warning, authority to act, standby tools, constituency needs, necessary relationships and channels of communication. Direct Communications Crises end when those involved return to stability. Direct communication is most effective – through familiar channels, stressing reassurance, getting the problem under control, showing that you are doing the right things. Voluntary remediation counts. So do candor and generosity. Key constituencies Victims always come first. No crisis ends until their needs are addressed. Then employees, customers and/or neighbors. The Abernathy MacGregor Group Regulators, investors and others can also be vitally important. We help clients quickly ascertain and prioritize the needs of each, and to develop a program of actions and communications to address these needs. Media and social media News media are essential to communicate warnings, instructions and advice in crises. We devise media strategies that hold down visibility and circulate only the few key facts and messages that matter. On-site management When situations require it, we send small teams to crisis locations to work directly with clients. When reassurance and persuasion are the goals, there’s no substitute for personal presence. Messaging Good crisis messages are short. They go directly to the audience’s most immediate needs. Under urgent and distracting conditions, that’s what people hear and remember. We prepare in-depth analyses and position papers as well, but withhold them until the need is clear and the audience is ready. Reputation risk assessments Federal law now requires corporate boards of directors to consider reputation risk. We work with managements to identify all possible forms of risk to reputation and to appraise their probability and their potential severity. Click Here: Executive Bios I Visit Our Website I Contact Info I Email Us 8 CORPORATE RESTRUCTURINGS & BANKRUPTCY Troubled companies today face new challenges that require effective communication with multiple concerned constituencies. We have developed approaches that work. The new landscape Troubled companies often need drastic changes to lines of business, balance sheets and cost structures. Alternatives to conventional bankruptcy now exist. Incumbent boards can drive the process. Private equity or other investors can take over, via low-cost financing. Communications help keep things on track early on and through the process. The communications imperative Corporate troubles are rarely secrets. Customers and vendors, employees and partners – all are anxious about the company’s ability to fulfill its commitments. Communications goal: Give enough reassurance that they don’t head for the exits. Don’t harm credibility by promising them what might not happen. The Abernathy MacGregor Group Conventional restructuring Some troubled companies address their issues without investor takeover or bankruptcy proceedings. We support clients with highly-focused campaigns that manage headlines and keep both hopes and fears within realistic contexts. Private equity restructuring When private equity firms take control of troubled companies, our work with clients is heavily concentrated in the pre-filing period, when information and reassurance are sought by stakeholders, and cooperation is sought by principals. Bankruptcy avoidance Companies under severe financial pressure may seek rescue through M&A transactions, equity infusions or other new financing. We help clients to reassure doubters, combat rumors, and maintain an atmosphere of normalcy during this highly vulnerable period. Conventional bankruptcy A company’s future hangs visibly in the balance; the participants’ interests can be very much at odds; publicly available information fuels endless gossip. We assist clients to disseminate timely, accurate information and to encourage patience and confidence among all stakeholders. Re-entry communications Emergence from bankruptcy is a new beginning. It can involve a marketing or rebranding campaign; a transformational transaction; investor relations for a new, debt-focused investor population; refreshed relationships with employees; reconnection programs for vendors and customers. We’ve helped develop and execute all of these with our clients. Click Here: Executive Bios I Visit Our Website I Contact Info I Email Us 9 AMO Global Network The leading global network of strategic and financial communications consultancies Excellence in Global Financial Communications The Abernathy MacGregor Group is a founding member of AMO – the leading global network of strategic and financial communications consultancies. Our ‘best in class’ philosophy brings together local market leaders with unrivaled knowledge of financial markets and cross-border transactions in the key financial centers of Europe, Asia and the Americas. With more than 500 professionals operating globally, AMO provides sophisticated communications counsel for M&A and capital market transactions, media relations, investor relations and corporate crises. Described by the industry publication Holmes Report as the “leading network for international M&A activity,” AMO consistently ranks at the top of M&A league tables of financial PR advisers by Mergermarket. An International Partnership Of Leading Specialists North America New York l Houston l Mexico City Los Angeles l San Francisco South America Buenos Aires l Bogota l Quito Lima l Rio de Janeiro Europe Stockholm l London l Hamburg Berlin l Dusseldorf l Amsterdam Frankfurt l Brussels l Paris Bern l Zurich l Milan l Barcelona Madrid l Lisbon Asia Beijing l Shanghai l Shenzen Hong Kong l Dubai The Abernathy MacGregor Group www.amo-global.com Click Here: Executive Bios I Visit Our Website I Contact Info I Email Us 10 CONTACT US TO LEARN MORE ABOUT ABERNATHY MacGREGOR New York Los Angeles San Francisco Houston 277 Park Avenue Floor 39 New York, NY 10172 T (212) 371-5999 F (212) 371-7097 E info@abmac.com 707 Wilshire Boulevard Suite 3950 Los Angeles, CA 90017 T (213) 630-6550 F (213) 489-3443 E info@abmac.com 275 Battery Street Suite 510 San Francisco, CA 94111 T (415) 926-7961 F (415) 296-8080 E info@abmac.com 5850 San Felipe Street Suite 500 Houston, TX 77057 T (832) 459-8720 E info@abmac.com The Abernathy MacGregor Group Click Here: Executive Bios I Visit Our Website I Contact Info I Email Us 11 visit our website: www.abmac.com