M&A Brand Diligence

1. M&A Brand Diligence January 2013

2. Presentation Topics

3. What is Brand Diligence? • Brand diligence is a formal process that allows an organization to assess another organization’s brand assets. It examines the risks and rewards associated with managing brand assets post M&A.

4. Why It Matters • Brands are critical strategic business assets • Higher risk for costly mistakes post M&A • Research shows that outperformers recognize brand & corporate character as an invaluable tool

5. A Robust Indicator • The corporate brand is the single greatest indicator of what an organization values: its culture, leadership style and how it operates and performs on a day-to-day level.

6. Outperformers Build Momentum • A recent study by IBM revealed that CMOs who “outperform” view having a clear corporate brand character as fundamental to their company’s success.  • They recognize that what their company believes and how it subsequently behaves are as important as to what it sells. • These CMOs make it their job to make sure that management and employees exemplify and live the brand.

7. The Distinction Brand Diligence Due Diligence • Qualitative & quantitative • Comprehensive review of tangible and intangible assets: • Legal review • Market review • Competitive review • Brand image review • Branded organization review • Heavily quantitative • Comprehensive financial examination: • Assess costs & risks • Identify valuation opportunities • Assess management

8. Why Do Companies Overlook It? Answer:

9. The Omission Challenge • By underestimating the role of brand during M&A, an organization overlooks significant cues for success and failure. • Slower integration momentum • Heightens political jockeying • Drains organizational morale • Violates the #1 rule for maintaining brand performance – protect the customer • Increase probability for misguided decisions by executives

10. Benefits Facilitate Stronger Performance • Expedite the integration process • Use resources more effectively • Sharpen executive acumen • Leads to better long-term decision making • Optimize revenue goals more quickly • Decrease the overall cost, fatigue and churn associated with post-merger integration • Gain immediate foothold on brand assets • Facilitates brand and business alignment • Develop smoother brand migrations

11. Solution • Translate data and insight into three primary directives: Do we invest? Do we continue to maintain? Do we retire brand assets?

13. Brand Diligence: Methodology Review

14. Philosophy There are two roles for the corporate brand to play during M&A; either as a lightening rod for organizational conflict and disruption or as bridge to synergy and high performance.

15. Brand Diligence Methodology: Approach • Disciplined • Practical • Iterative • Humanistic • Outside-In & Inside-Out • Holistic • Independent

16. Brand Diligence Methodology: Process

17. Brand Diligence Methodology: Metrics (across brand attributes) (overall composite/dedicated resources) (favorability/loyaltytoward the brand) (profile/longevity)

19. Why Tugboat Experienced • Been operating as an independent firm since 2001. Each one of our team members is a seasoned pro in their respective field of expertise. Proven • Blue chip client base with thorny complexity. Emerson, BlackBaud, Harris, Symmetricom, Wonderlic. Value • Agile and cost effective business model Results-Driven • Heavily focused on tying brand to business performance

20. Tugboat Services Brand Diligence Brand Architecture & Portfolio Management Brand Purpose Business Alignment Predictive Analytics (coming soon!) Corporate Identity Product Identity Name Development Brand Guidelines Marcom Development Collateral Advertising Campaigns Copywriting PR Messaging Corporate Communications Video

21. In Conclusion

23. Thank You 800.284.2135 | sheryl@tugboatbranding.com | tugboatbranding.com