Executive Resume Jim Marshall 40 Castle Hill Court Walnut Creek, CA 94595 Phone: (925) 938-3438 Email: jfmarshall@yahoo.com Leadership Profile Executive Leadership, Operational Effectiveness, Profitability Growth, Market Penetration, Strategic Alliances, Startups/Turnarounds/Acquisitions, International Business, Building Peak Performance Teams Solution-oriented business strategist with a proven record of success in building enterprises from the ground up, turning around underperforming business units, establishing profitable business models, and driving operational profitability in high tech industries. Broad base of experience in securing funds, business plan development, project management, systems, operations, production, budgeting, team building, IPO placement, mergers and acquisitions and right-sizing for maximum efficiency. Outstanding expertise in developing organizations, directing operations, and managing facilities. Proficient skills in developing/maintaining customer and sales management relationships as well as external business partner relationships; expertise in building alliances within customer organizations to enable effective negotiation of acceptable terms that will inevitably win the contract. Exceptional leadership, communication, team-building, and strategic management skills. Professional Experience Castle Hill Holdings, Inc. Walnut Creek, California Chairman and CEO 2008 to present Founded Castle Hill Holdings, Inc. to acquire the assets of Collier Rehabilitation Systems, an orthotics and prosthetics business in the durable medical equipment field. Negotiated the purchase of all assets, including business name, intellectual property, equipment, inventory, and patient database. Negotiated consulting and noncompete agreements with the seller and transitioned the business ownership with no interruption in operations. Established a business transition and growth strategy based on hiring new board certified prosthetic and orthotic practitioners and training them under the mentorship of the former owner and senior practitioner. Initiated discussions with local and national orthotic and prosthetic providers to license two of the company’s proprietary products. Implemented comprehensive policies and procedures in compliance with Medicare quality standards and applied for accreditation with the American Board of Certification for Orthotics and Prosthetics. Established comprehensive policies and procedures for accreditation by the American Board for Certification. Secured a supplier contract with Kaiser Permanente resulting in $700,000 annual patient billings. Negotiated new contracts for employee medical insurance, business liability insurance, and facility lease resulting in a 15 percent reduction in operating expenses. Berkeley Process Control, Inc. Richmond, California CEO and Director 2007 to 2008 Elected to the Board of Directors in 2004 and appointed CEO in September 2007 to assume overall leadership of the company with a primary objective of achieving a liquidity event for the shareholders of this 25 year old, privately held motion control and automation company serving the semiconductor equipment, medical equipment, automated pipeline welding and nuclear waste fuel containment industries. Negotiated long term loan and working capital loan agreements with Union Bank to finance ongoing operations. Initiated discussions with several institutional and private equity funds seeking investment capital to grow the company. Initiated discussions with a limited number of targeted potential acquirers of the business leading to a term sheet and letter of intent in June 2008. Led the company’s activities through the due diligence and transaction phases resulting in the sale of the company in October 2008 at a valuation of 2.1 times trailing twelve months revenues. Retained as a consultant by the acquiring company to assist with management and operational transition through the end of 2008. Secured $200,000 working capital line of credit to fund ongoing operations Secured $1,000,000 long term note to meet balloon payment obligation on prior bridge loan Negotiated the sale of the company for $14 million to Moog, Inc. representing a valuation multiple of 2.1 times trailing 12 months revenue in a rapidly deteriorating market environment. Jim Marshall Page 2 American Integration Technologies Chandler, Arizona CEO 2005 to 2006 Established a detailed financial operating plan for this contract manufacturer providing fabrication, assembly, and full product integration services to a broad variety of industries, including semiconductor capital equipment, medical equipment, industrial equipment, and aerospace markets. Directed sales, marketing, and business development activities targeting new markets and customers. Facilitated communication with company management, the board, investors, and banks. Served on the board; organized and led quarterly meetings. Led the development of sales and marketing material, including specialized brochures and a narrated video “virtual tour” through the company’s facilities that was posted on the company’s website. Secured new customers–personal sales yielded 10 percent of total 2006 company revenue. Secured the company’s largest initial order from a new customer for $3.6 million deliverable over 6 months. Vitex Systems, Inc. San Jose, California President/COO 2004 to 2005 Recruited to oversee day-to-day operations of this technology development and licensing start-up supplying equipment and materials to the global flat panel display industry. Directed the development and introduction of the company’s first products into the marketplace. Partnered with U.S. Japanese and Korean companies for the design and manufacture of proprietary equipment for OLED displays and with a major U.S. chemical manufacturer for proprietary organic encapsulation monomer material. Provided leadership for the marketing and sales team; personally traveled to Japan, Korea and Taiwan, establishing company sales and service representatives in Korea and Taiwan and building relationships with key decision makers at target customers. Successfully negotiated the company’s first license agreements and chemical and equipment sales agreements with Sumitomo Chemical in Japan and Samsung SDI in Korea; generated revenues of $4.4 million. Matrix Integrated Systems, Inc. Richmond, California Chairman/CEO/President 1997 to 2003 Directed the development of a five-year business plan to reposition this manufacturer and supplier of plasma-based dry photo-resist strip and cleaning equipment to the global semiconductor industry and regain lost market share. Streamlined operations by analyzing and eliminating duplicate process and equipment development activities. Right-sized the company by terminating ineffective personnel and recruiting a peak performance team of qualified associates. Elected Chairman of the Board within the first year. Guided the company through the semiconductor equipment industry’s worst downturn, from 1998 to 1999. After the first downturn, the company recovered rapidly, achieving 300 percent quarterly revenue growth and profitability in the intervening up-cycle, as illustrated below: Company Turnaround $25 $3 $2 $1 $20 $(1) $(2) $(3) $10 Millions Millions $$15 $(4) $(5) $5 $(6) $(7) $- $(8) 1997 1998 1999 Revenue 2000 2001 Net Income Secured $9 million in new venture capital equity investment to fund the development of a completely new product platform to address both the 200mm and emerging 300mm markets, resulting in 5 new products, 11 issued U.S. patents and 14 additional patents pending. Successfully negotiated the acquisition of the company by competitor Axcelis Technologies in July 2003. After the events of 9-11, the dot com, telecom, and tech “meltdowns” successfully steered the company through another downturn period. Jim Marshall Page 3 Plasma & Materials Technologies, Inc. Chatsworth, California Executive Vice President/COO 1992 to 1996 Recruited to guide this early stage company from the technology development phase into product development and manufacturing of a novel anisotropic plasma etch system targeted for the global semiconductor industry. Spearheaded the development of an industry standards-compatible vacuum load-locked cluster tool for critical plasma etch applications that was introduced at the industry’s major annual trade show. Played a key role in developing strategic alliances with Canon and Anelva in Japan and Watkins-Johnson in the U.S. Key player in raising $20 million in venture capital in five investment rounds over four years. Drove growth of company revenues from $4 million to $35 million in three years, achieving profitability in the second year at a $25 million run rate. Chaired the working group to prepare the company’s S-1 registration statement; played a key role in launching a successful IPO that raised more than $40 million. Led the due diligence team for the successful acquisition of the $150 million U.K. company Electrotech. Silicon Valley Group, Thermco Systems Division Orange, California COO 1991 to 1992 Carried full P&L responsibility for an $80 million division of this semiconductor equipment conglomerate that manufactured horizontal and vertical furnaces for oxidation, diffusion, and chemical vapor deposition. This division was created through the acquisition of Thermco, a horizontal furnace manufacturer, and was integrated with the company’s internal vertical furnace operations. Integrated the VTR 6000/7000 vertical furnace product line, ramping production from zero to a $30 million annual sales run rate in two quarters while improving gross margins and contributed profit margin. Successfully turned the Thermco Division around within one year from a net loss of ($5 million) on $80 million in revenues to break-even status with $75 million revenues. Employment Prior to 1990 Served in management and executive positions in the global semiconductor equipment and microelectronics industries. Developed business plans, secured funding, managed daily operations and inventory, and developed product marketing, product development, and engineering functions related to automated photolithographic wafer processing equipment and wafer inspection stations. Significant accomplishments included: Developed strategies to expand served markets and the size of the division, doubling revenues from $30 million to $60 million in three years. Structured a new operating business unit and directed the scale-up from pilot production to an annualized run rate of $35 million within a one-year period, achieving revenues of $25 million in the first year of operation. Developed a solder bump interconnection technology that has been used in production for 20 years. Education/Professional Development Masters Degree, Mechanical Engineering, Stanford University—1972. Bachelors Degree, Mechanical Engineering with Honors, Stanford University—1972. Ongoing education including Stephen Covey’s 7 Habits of Highly Successful People, SEMATECH Total Quality Management, Philip Crosby Quality College, Eaton’s Management in Action, and HP Leadership. Organizations/Activities Board Member, Berkeley Process Control, Richmond, CA—2004 to present. Advisory Board Member, Nile Technologies, Weatherford, TX—2006 to present. Chairman, Semiconductor Technical Advisory Committee (STAC), Department of Commerce—1988 to 1990. Key Accomplishment Summary Jim Marshall Secured $4.4 Million in New Product Revenues by Leveraging Multiple Partnerships Situation: Vitex Systems was commercializing a patented multi-layer thin film organic/inorganic coating process for encapsulating organic light emitting diode (OLED) displays to provide moisture protection. A second application of the technology was for a continuous roll coating process to create a plastic barrier substrate for use in flexible display applications. The company had developed prototype equipment for both applications and had spent more than two years running sample evaluations and long-term reliability tests for a few leading OLED manufacturing companies in Japan, Korea, and Taiwan. It was time to secure lead OLED display manufacturing customers in Japan and Korea who would work with Vitex to commercialize the process and purchase initial development equipment/licenses to employ the technology in their products. As the Vitex process was required to be integrated onto OLED deposition equipment manufactured by other OLED equipment manufacturers, a second challenge was to secure equipment development and manufacturing partners to design and manufacture the equipment incorporating the Vitex encapsulation process. A further requirement was to identify a partner to formulate and manufacture the proprietary organic material used in the Vitex process, since Vitex had been blending this material in-house in small quantities. Action Plan: Leveraged an existing relationship with an OLED equipment manufacturer in Japan where Vitex had established a demonstration laboratory—negotiated a contract for this company to design and manufacture the main equipment platform. Provided leadership to a team of engineers in designing the proprietary Vitex deposition sources. Secured a design/build agreement with a U.S. contract manufacturer to fabricate these sources. Negotiated a manufacturing and supply agreement with a major U.S. chemical company for the monomer organic material used in the encapsulation process. Landed a purchase order from a major Japanese company for a $2.2 million development system, a license to use the technology, and a material supply contract for the proprietary material consumed in the process. Secured a second $2.2 million purchase order from a major Korean OLED display manufacturer, conditioned on the use of a Korean equipment manufacturer for the main equipment platform to integrate with the customer’s existing equipment lines. Negotiated a design/build contract with a Korean equipment manufacturer for the main equipment platform. Sent the enginering team to Korea for two months to work with the equipment manufacturer in the integration of the Vitex deposition sources with their platform. Shipped the completed Vitex deposition sources to the equipment platform manufacturers in Japan and Korea, completing system integration, testing, and customer acceptance tests at their respective facilities. Results: Secured $4.4 million in new orders, the company’s first true product sales. Execution of the design and build of these first two systems was completed on schedule by each of the equipment platform partners. The system for the Japanese customer was completed within a year, and the Korean system was delivered in nine months. Key Accomplishment Summary Jim Marshall Turned Company Around and Boosted Sales 300 Percent during Downturn Recovery Situation: Matrix Integrated Systems introduced the industry’s first single wafer dry-strip system for 150mm wafers and quickly became the market share leader with systems installed at all major semiconductor manufacturers worldwide. A few years later, the industry began a shift to larger 200mm wafers and Matrix failed to invest early in development of new systems to accommodate the larger wafers. As semiconductor equipment manufacturers moved toward standardization of equipment, Matrix was unable to sell its 200mm systems because the Matrix equipment was introduced to the market after the equipment evaluations and selections were completed by most of the major semiconductor companies. Within a year, the company had lost significant market share and the industry was beginning to plan for the shift to even larger 300mm wafers. The board of directors decided to recruit me to replace the founding CEO and lead a turnaround to re-emerge as a successful supplier for the 300mm market and to develop a new strategy for saving the company. Existing equipment was plagued with reliability problems related to process repeatability, wafer handling problems, and excessive downtime. Action Plan: Conducted a comprehensive analysis of the company’s products, technology, organization, and customer base. Initiated immediate corrective action programs to address problems with equipment in the field that were impacting sales. Drafted a comprehensive five-year business plan and leveraged existing European investors to raise $9 million in new equity to fund new product development. Eliminated duplicate process and equipment development activities at the company’s facilities in Europe and Japan, consolidating all R&D and engineering activities in Richmond, California. Conducted a “crash” strategic planning exercise to identify the strengths and weaknesses of the company’s technologies and product offerings as well as the competitive opportunities and threats. Terminated a new product development program that was more than one year behind schedule with questionable competitive value. Right-sized the organization, weeding out ineffective personnel and recruiting talented leaders and technical associates to drive the company’s reorganization and success. Launched a new product development program for superior 300mm and 200mm products based on a platform offering higher productivity at lower cost with a smaller footprint under the “faster, cheaper, smaller” mantra. Results: Quarterly revenues recovered from $3.3 million to $6.3 million in six months as a result of focused efforts to resolve field reliability problems on existing products. Matrix introduced the Cheetah 200mm and Jaguar 300mm systems concurrently two years later, demonstrating the industry’s highest throughput (>200 wafers/hour), smallest footprint (72 sq. ft.) and lowest price (<$500K). Sales of all equipment in the industry were negatively impacted shortly thereafter by an industry-wide downturn which ran for two years. As the industry recovered from this downturn, Matrix grew quarterly revenues more than 300 percent, consistently outperforming competitors and peaking in the first half of 2001 before entering a second downturn sparked by 9-11 and fueled by the dot com, telecom and overall tech “meltdowns” in 2001 and 2002. In 2002 Matrix introduced a second family of single chamber products based on the Cheetah and Jaguar platforms and succeeded in penetrating the first 300mm semiconductor facility in Europe, displacing three larger competitors. Key Accomplishment Summary Jim Marshall Grew a Small Company to Profitability; Achieved IPO Positioning Situation: Plasma & Materials Technologies, Inc. (PMT) was established to design instruments used to measure certain properties of gas phase plasmas such as ion current densities and plasma potentials. Several years later, the company began development of a new product to address many of the deficiencies that existed with plasma sources for semiconductor processing applications. This would mean breaking into the semiconductor equipment industry to deliver a plasma etch system, putting PMT in direct competition with three global industry leaders. With only 10 employees (primarily in R&D and none of whom had experience in the semiconductor equipment industry), it appeared the company needed some “break-in” strategies. Action Plan: Established partnership agreements with Canon and Anelva in Japan which provided $1 million in licensing fees from each company and commitments for each company to purchase an additional $1 million in plasma sources for use in their plasma systems for two separate applications in Japan only. Focused on development of an industry standards-compliant process module for semiconductor plasma etch applications and integration of multiple modules with a platform based on the Brooks industry standard cluster tool platform to speed time to market. Introduced the company’s first cluster tool system at Semicon West, generating significant notice and facilitating additional VC funding. Introduced a second, single chamber system at Semicon Japan later that same year, which was displayed in the Canon booth alongside Canon’s much larger two chamber system featuring PMT’s MORI™ plasma source Customer interest was so strong that Canon abandoned its own internally-developed etch system and negotiated an agreement to market PMT etch systems in Japan. Secured a coveted SEMATECH contract to demonstrate the reliability and production-worthiness of the PMT etch system as a prerequisite to selling to U.S. semiconductor manufacturers. Bolstered by overwhelming interest in the company’s products, the company established a Korean branch to penetrate that market. Created a joint venture project with Anelva Corporation to develop a chemical vapor deposition product based on the PMT MORI ™ plasma source for the Japan market and another joint venture with Watkins-Johnson to develop a high-density plasma CVD product for all markets outside Japan. Results: Raised a total of $20 million in VC equity investment in five rounds over a four-year period, leading to a successful initial public offering that raised more than $40 million on the NASDAQ exchange only three years after breaking into the semiconductor industry. Drove revenues from $4 million to $35 million in three years, achieving profitability in the second year at a $25 million run rate. The new public company acquired 25-year-old Electrotech, an acquisition was valued at $150 million that was consummated through a $75 million convertible debt offering and the issuance of $75 million in PMAT stock.