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Strategic Counsel

As the importance of communicating with the public financial markets has risen in recent years, so has the need for companies to access individuals to review, critique and recommend company communication strategies.

The Global Consulting Group’s IR counsel is provided by a core group of seasoned professionals with backgrounds at senior levels of management in public companies, distinguished records in the financial markets and years of experience advising companies on matters of strategic importance.

The Global Consulting Group’s Senior counselors can help companies evaluate the impact of business strategies on financial markets, design investor relations strategic plans, develop messages and communications plans surrounding transactions or special events and help companies deal with crisis scenarios.

Among The Global Consulting Group’s various capabilities in the area of strategic counsel are:

• Business plan critiques
• Message development & Positioning
• Senior management training
• Investor relations strategic plans
• Transaction support
• Crisis message planning and execution

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Corporate Governance

Due to the work and expertise of our senior consultants, The Global Consulting Group has developed special strengths in the area of sensitive financial disclosure and can provide both advice and support to assist clients when confronting specific disclosure situations.

In the wake of Sarbanes-Oxley and the more stringent listing requirements of the New York Stock Exchange and Nasdaq, the nature of corporate governance has undergone radical change. Companies are confronting a new reality with heightened expectations and largely untested consequences of non-compliance. The Global Consulting Group has proven to be a capable guide, partnering with a range of business groups, investment banks and law firms to provide counsel on emerging governance principles, develop governance audits, research financial disclosure policies and provide communications support to executives and board members facing these new responsibilities.

The Global Consulting Group also engages in specific industry, region and market governance studies that help our clients better understand the broad range of responsibilities expected of them in the financial markets.

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Complete IR Program Support

The investor relations program, which includes a complete range of tactical IR support (e.g. the entire earnings process, ongoing analyst and investor communications, daily IR hotline maintenance etc.), is most successful when it is well researched, built around a clear plan and effectively executed. The Global Consulting Group provides all of the tools and resources to help companies build and maintain an effective program.
Key among these is the development of an annual plan which is prepared after an intense period of due diligence that brings together The Global Consulting Group’s advisors with management and our own independent market research. The thorough understanding of a company's history, management goals and financial drivers gained through this process are the formative elements in development of the plan. In addition to the plan itself, Global Consulting will recommend a process for the measurement of critical factors in the execution of the plan during the year.

The Global Consulting Group’s consultants can then become the primary IR resource for a company with limited internal staffing or an adjunct to the company's investor relations professionals.

Primary activities that can be supported by The Global Consulting Group during the year include:
• Complete support for the earnings reporting process
• Presentation development and update
• Support for investor meetings and road shows
• Annual investor day
• Continuous advice on developments

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Message Development and Review

A cogent investment story with compelling key messages is a strategic imperative for investor relations success. We work with management in developing its positioning and messages highlighting the company's attractiveness as an investment opportunity and to emphasize its differentiation from investment peers.

Once the positioning is determined, The Global Consulting Group will help build key messages into ongoing communications programs to ensure that they are clearly conveyed and consistently underscored. We draft, edit and/or review financial communications materials to reflect any revision of messages, including annual reports, investor presentations, fact sheets, Q&A, press releases, and the company's Web site.

In addition to message development we undertake the review and critique of a company's existing messages in an effort to strengthen overall positioning, identify areas of potential concern and advise management on the most favorable communications plan to convey the investment story to its target audiences.

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Best Practice Studies

Best Practice Findings Reports
The quality of any company's communications efforts is best measured against a reliable benchmark of relevant best practices. The Global Consulting Best Practice Findings Report identifies the investor relations efforts of a target company and its business or fundamental peers. The target company's activities are compared to those of the peer companies in an effort to provide suggestions about how and where the client's IR program could be enhanced. Global Consulting includes outreach to investor relations professionals at target and peer companies, as well as the buy side and sell side. In addition, the analysis includes a thorough review of the client's Web site, conference calls, press releases, financial materials and other IR tools.

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IPO Support

Working with clients in various stages of the IPO cycle-from preliminary considerations to post-IPO support, Global Consulting provides a full palate of IPO services to ensure a successful introduction to the public equity markets. This full-service solution enables management to remain focused on its business objectives and ultimately convey the most meaningful and desirable messages to the investment community. The IPO service extends through the first earnings announcement, ensuring the company has established a strong investor relations program to support continued investor communications success.
Global Consulting's IPO-related services include the following:

IPO Timeline
The timeline provides management with a firm understanding of what steps will need to be taken leading up to the IPO and the time necessary for successful completion.

IR Training Session
An important part of the program will be to train senior management and others who might communicate directly with investors about the fundamentals of investor relations.

Presentation Assistance and Development
Whatever stage of funding a company is in, a strong presentation is critical for success. Global Consulting will work closely with clients to develop an effective presentation, or alternatively, review and edit an existing presentation.

Financial Media Relations
Global Consulting will work with management to differentiate the company's financial story through its business and management strategies, market and growth potential, and overall financial strength.

Disclosure Policy Counsel
Global Consulting can develop a written internal disclosure policy that provides the company with the necessary framework to comply with the broad dissemination of information to the investment community.

IR Plan
Global Consulting can design a first year action plan that will address near and long-term goals, and can act as a measure for overall investor relations success.

Investor Web Site and Hotline Design
The Global Consulting team can work with the web site vendor in creating an investor section within the corporate site. Along with incorporating all information that would be of interest to a potential investor, Global Consulting will ensure it is Regulation FD-compliant. Upon completion of the IPO, Global Consulting will implement a Company investor hotline, an effective tool for screening investors on behalf of management.

Additional IPO-related Services:

• Sell and Buy-Side Targeting
• Near-Term Investor Relations Calendar
• Employee IPO Education
• Listing Day Activities
• Contact Management Development
• Investor Relations Kit
• Earnings Release and Conference Call Delivery
• Ongoing Counsel and Support

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Retail Investor Programs

Regardless of company size or sector, an effective program aimed at communicating to and supporting a company's retail investors can be an important adjunct to the primary IR program targeting institutional investors. In addition, retail investors generally provide a stable and consistent investor base enhancing the overall stability of the share price. Global Consulting can design specific plans to enable a company to effectively develop a focused communications effort to attract new retail investors while maintaining clear and complete messages to existing shareholders.

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ADR/GDR Programs

ADR Expertise
ADRs can provide companies outside of the US with access to an expanded pool of capital and prospective clients. With its global resources, its local appreciation of individual company needs, and its wealth of capital markets expertise, Global Consulting is in a unique position to offer a complete range of ADR support for clients throughout the world.

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Investor and Sell Side Target Studies and Analysis

Investment Community Targeting/Outreach
Global Consulting is able to provide clients with a clear understanding of the styles, parameters and interest levels of key participants in the investment community. Through our experience of working with an extensive group of clients, we have created proprietary targeting databases in addition to Global Consulting's access to Thomson Financial's targeting tools and publicly available 13F information. Global Consulting provides not only the target information but also the initial buy side outreach for clients. Global Consulting also provides analysis and targeting of the sell side, prioritizes target sell side analysts and conducts outreach with these analysts for clients.

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Roadshow, Meeting and Event Services

Global Consulting's Event Services group has a dedicated staff of meetings planners that focus solely on organizing road shows, group investor meetings, analyst days and special events in financial centers around the world. The group brings its long experience with the relevant investment audiences to bear upon the strategy and implementation of company meetings. Group services range from making all travel and venue arrangements for a multi-city road show, providing a thorough institutional profile of the parties in attendance, to conducting a follow-up perception study of a group investor presentation. Specific services include:

Analyst Days
An analyst day provides a company with an important opportunity to bring together under one roof a broad investment community audience that can include current and prospective institutional shareholders, sell and buy side analysts as well as business and trade media. Global Consulting Group's meeting professionals can help streamline the Analyst Day planning process by:

• Identifying targeted/current investors and analysts to be invited by utilizing Thomson Financial proprietary databases
• Researching potential conflicts to help maximize attendance
• Managing the invitation distribution and responses
• Overseeing all event specifications and logistics prior to and on event day
• Proactively contacting invitees to generate interest and build attendance
• Providing a detailed Briefing Book including institutional profiles (assets by region, holdings of the company's shares and of its peers) of the confirmed participants
• Conducting Post Event Feedback Analysis

Roadshows
Senior management can rely on Global Consulting's dedicated coordinators to provide logistical support for its road show by:

• Creating a list of institutional targets and shareholders in designated cities
• Soliciting targeted investors for one-on-one meetings with management
• Organizing group events in major financial centers
• Overseeing all logistical aspects of the road show prior to and on the road (flights, cars, hotels, etc.)
• Providing detailed meeting guides to management team members traveling with the road show, listing the firms, contacts and locations of the meetings as well as institutional profiles
• Conducting Post Meeting Feedback Analysis

Special Events
From elegant cocktail receptions and eye-catching listing events to an intimate dinner affair, Global Consulting's qualified meeting professionals can tailor special events to meet any need, no matter how large or small.

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Financial Communications Training For Management

IR and Presentation Training
The content, structure and delivery of formal investor presentations are crucial to providing a clear and credible message to the financial community. Global Consulting works with companies in drafting or modifying investor presentations to incorporate appropriate messages and address key valuation factors. Specifically Global Consulting drafts or edits the content and layout of the presentation, develops talking points and Q&A, and trains all presenters in how to convey a compelling, cogent investment story.

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Financial Media Relations

Message Development
To better understand and effectively convey the client's story, Global Consulting begins the message development process by researching the company and sector, conducting informational interviews with appropriate senior management, and reviewing internal and external company materials. When this preliminary research phase is completed, the consulting team works with the company in developing and/or building upon the existing investment or brand thesis to incorporate the most compelling messages that will differentiate it from the competition.

Media Training
Understanding how to manage one's agenda with the media is a critical skill in the modern business environment. Global Consulting offers executive media training sessions to help sharpen the delivery of key messages as well as train executives in useful communication techniques. We also prepare spokesmen for dealing with ambush interviews, confrontational questions or hostile reporters. In addition, our media relations team will prepare company spokesmen for all media interviews, including providing background information on the reporter, previous stories he/she has written, any pro- or anti-industry bias in those stories and recommended talking points per interview.

Media Relations
The media is a vehicle clients must utilize to reach a range of audiences and stakeholders. Through its media relations department, based in New York City, Global Consulting offers a complete range of business and financial media relations services including strategy development, media audits, the development of targeted media lists and the full array of media support, including the creation of "news bureaus," the drafting and merchandising of op-eds and byline articles, and arranging deskside briefings and feature interviews. Global Consulting's Media Relations group has particular expertise in helping public and about-to-be public companies communicate their investment story and raise their profile specifically within key financial media. The Media Relations group works closely with the investor relations consultants in their development of strategic media outreach, key messages and a targeted list of relevant trade and financial media.

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Perception Studies

A full and informed understanding of the financial market's perceptions of a company constitutes an excellent platform on which to build an investor relations plan or evaluate the success of a company's communications efforts. It can also provide a superb tool to help re-formulate an IR plan or develop specific communications objectives.

Global Consulting has a long and successful record of performing strategic perception studies that add real value for our clients. Our perception studies are strategic and qualitative studies, not quantitative by-the-numbers reports. We seek to involve top management and, if appropriate, the board of directors, to include the full management team and render the resulting product one which delivers meaningful insights for all senior management.

After the interview questions and study process has been well defined we engage in discussions with audiences including investors, the sell side, and financial media to ensure a well-rounded commentary. We then review findings, prepare summaries, develop recommendations and present an action plan to address issues raised in the study. The complete findings are then captured and conveyed in both report and presentation format.

An important addition to the study can be the engagement of Global Consulting to conduct a six-month follow-up study to measure the effectiveness of any actions taken as a result of the initial study.

Perception studies can be built around a wide variety of issues such as:

• Ongoing communications
• Earnings events
• Sector or industry issues
• Special transactions
• Management succession
• Business strategy

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Capital Markets Analyses

Competitive, Valuation and Case Study Analyses
Market and industry analysis can help delineate new opportunities or raise unexamined business issues for decision makers in the company. In particular, insight into potential competitors, the valuations that the investment community places on companies and case studies that are particularly relevant to such objectives can add significant value to a client's communications program.

Competitive Analysis -The consulting team will conduct a comparative analysis of the company and its peer group to provide deeper insight into the competitive landscape within the industry, valuation parameters and key differentiators that it will need to establish with the investment community.

Valuation Analysis - Global Consulting will review and break down the variety of methods that buy and sell side analysts use in their valuation of the company and its peers. This analysis will assist in identifying key business and financial metrics the company could highlight as well as any disparities in peer multiples.

Case Study Analysis - Through effective research, industry analysis and financial acumen, the Global Consulting consulting team can investigate case studies of companies facing similar or potential circumstances as the company. These case studies can assist in developing an understanding of market reactions, effective messaging and successful IR strategies.

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Mergers & Acquisitions

Global Consulting consultants have served as communications counsel in a number of cross border transactions, hostile offers and defenses, proxy fights and divestitures in a range of industries. Its professional staff is well-known for its expertise in this area, rating Global Consulting among the elite boutique M&A firms.

We provide a comprehensive range of services, including:

• Developing the announcement launch strategy
• Focusing communications on all key audiences: investors, employees, community organizations and activists, legislators and regulatory bodies, organized labor, environmentalists, customers.
• Media relations: financial, business, general, trade, and local
• Managing leaks
• Dealing with the arb community
• Working directly with investment bankers and outside attorneys
• Understanding the demanding pace of M&A transactions
• Combining IR and Communications expertise to position the transaction.

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Restructuring & Bankruptcies

Restructuring and Bankruptcy communications require careful attendance to a range of stakeholder concerns. Global Consulting has developed and assisted in the implementation of Chapter 11 communications for a range of companies to their key audiences, including employees, creditors, customers, business partners, shareholders and the media throughout the reorganization process.

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