Market Research & Marketing Plan for Newco - UCLA Thesis

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MARKET'ANALYSIS! Given the nature of Newco’s business model, the company’s market is affected by a broad range of correlated forces. However, since Newco is a small firm that needs a small number of the “right” deals, this project does not require detailed market sizing. Instead, we offer key statistics that influence demand for their services today and in the years ahead.

KEY!TRENDS! Rapidly0Growing!Mobile!Application!Market!! •

• • • •

Mobile application development is the second-fastest-growing category of IT spending among U.S. businesses; they will invest; they are projected to spend a total of $11.6 billion creating mobile 1 applications by 2012. As shown in Table 1, Forrester projects that the total available market for outsourced mobile application 2 development services will grow 300% to $1.6B in 2012) and reach $5.6B by 2015. “Mobile” product (smartphones and tablets) shipments are expected to surpass PC shipments in 2011, 3 suggesting that the future of computing is in the mobile space. Mobile application revenue is projected to reach $25B in 2015, 20.5% of which is from Apple’s App 4 Store. Mobile platform competition is intense and fragmented (Google 33%, Nokia 31%, Apple 16%, RIM 14%, 5 Microsoft 3%, Others 3% ). This fragmentation adds complexity and cost to the application development process, particularly for firms developing applications to reach broad customer bases. Table!1:!US!Outsourced!Mobile!Application!Development!Services!Markets.!

2010 $100

Total mobile app development services (M) Annual growth rate

2011 $400

2012 $1,600

2013 $2,700

2014 $4,100

2015 $5,600

300%

300%

69%

52%

37%

!

1

“Mobile Application Market to Show Double Digit Growth”, Compass Research, September 2010. McCarthy, John, “Mobile App Internet Recasts the Software and Services Landscape,” Forrester Research, February 2011. 3 Murphy, Matt and Mary Meeker, “Top Mobile Internet Trends,” Kleiner Perkins Caufield & Byers, February 2011; available at http://www.slideshare.net/kleinerperkins/kpcb-top-10-mobile-trends-feb-2011. 4 Tsirulnik, Giselle, “Mobile App Revenue to Reach $25B in 2015: Study,” Mobile Marketer, January 24, 2011. 5 McCarthy, John, “Mobile App Internet Recasts the Software and Services Landscape,” Forrester Research, February 2011. 2

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Contradictory!Views!on!Time!to!Exit!for!Mobile!Startups!! In several interviews with company executives, some assume that exit times are faster in the mobile space. Our research indicates that this assumption may not be valid. Specifically: •

A prominent VC in Los Angeles explained that early mobile exits were not about product, but talent acquisition. The New York Times ran an article on May 18, 2011 with the same 6 conclusion, noting that bloggers call those deals “acqhires.” Our primary research including interviews with prominent local angel investors and thought-leaders indicates that the timeframe for mobile exits is either no different than any other technology or potentially longer.

Time to liquidity is critical in Newco’s current business model for deals involving equity compensation because it affects the IRR of the speculative investments they make with costly software/strategy resources that must be paid using dollars today. In addition, for “acqhires” that are primarily about talent acquisition, startups that outsource part or all of their engineering to Newco likely become less attractive to potential acquirers since they have less in-house talent to be acquired. Firms that see a big chunk of their firm’s intrinsic value being represented by their employees may be less likely to work with Newco for this reason.

The!Mobile!Boom!in!Established!Industries! The hype of mobile applications is not limited to tech startups. As shown in Table 4, a variety of industries 7 are making sizable investments in mobile applications:

Table!2:!Top!Verticals!for!Branded!Mobile! Applications.!!!

1. The entertainment industry is currently the topspending vertical for branded mobile 2009 2010 applications, followed by technology, media, • Entertainment • CPG retail and CPG. • Technology • Retail 2. Fortune 500 marketers are building branded • Media • Auto applications to enhance brand awareness and • Retail • Entertainmen improve their interaction with customers. t 3. Mobile e-commerce is expected to challenge the • CPG • Financial 8 web’s 5% share of USA retail spending. services 4. Financial institutions are rushing into the mobile 9 world to provide convenient mobile finance solutions. 10 5. The healthcare industry is expected to spend $1.1 billion on mobile applications by 2012. 6. Government and services industries are expected to join the top mobile app spenders.

6

Helft, Miguel, “For Buyers of Web Start-Ups, Quest to Corral Young Talent,” New York Times, May 17, 2011. Unless otherwise cited, the source for all data in this list (including the table): “State of the Apps Industry: 2010 and 2009 Surveys,” DIGIDAY, Stifel Nicolaus, Millennial Media, Q1 2011. 8 Murphy, M., Meeker, M., “Top Mobile Internet Trends,” Kleiner Perkins Caufield & Byers, February 2011. 9 Morgan, Steven, “Uptick in Tech Spending in 2011 for Financial Services sector is led by app development and cloud computing”, 57thstresearchandnews, March 2011. 10 Lucas, Mearian, “Healthcare IT spending to hit $40B this year,” RNCOS, May 2011. 7

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7. Mobile technology has also found applications in the automotive industry as Ford and Hyundai launched iPad owners’ manuals. BMW recently launched of a tech incubator with $100M 11 investment fund to seed innovations in mobile and location-based services. 8. Revenues from mobile entertainment content and services are expected to increase by more than 12 15% in 2011 from $33.2 billion to nearly $38.4 billion.

STARTUP!MARKET!SEGMENTATION!! To build a segmentation and targeting strategy for Newco, we conducted extensive primary research with entrepreneurs, founders and CEOs of web/mobile startups ranging from concept stage to approximately $10 million in annual revenue (For details on our survey techniques and sample sizes, please see Appendix 3). After running a cluster and segmentation analysis using a marketing engineering software package (ME-XL), we identified five segments with significantly different interest levels in Newco’s services and equity pricing option. Figure 1 offers a graphic representation of the segment clusters. The data table and detailed segmentation results are included in Appendix 4. Figure!1:!Segment!interest!in!Newco's!individual!services.!

!

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Carr, Austin, “BMW to Launch NYC Tech Incubator With $100 Million Investment Fund,” fastcompany.com, March 2011. Windsor, Holden, “Mobile Entertainment Market to Grow by 15% in 2011 Despite Global Economic Uncertainty, Juniper Report Finds”, Juniper Research, April 2011. 12

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Money Hungry

• • •

• •

13% of sample • •

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Equity ✓ ✓

Young founders with established ventures (83% are 3-5 years old). Relatively experienced: 71% have had an exit (highest of the group) with strong domain expertise. Have cash (33% Series A or B; 43% have revenue of $500k$2.49M). Want inexpensive capital-raising help for cash.

23% of sample

Relatively older, successful entrepreneurs with low tech expertise. Early stage ventures with low revenue and little outside funding. Will consider equity since they have no cash. Tend to outsource overseas. Includes Mad Scientists who don’t want to build a company and/or raise money for a big, unproven idea.

Nontech

20% of sample

• • •

Very high proportion of repeat entrepreneurs, though few with fundraising experience or exits. Young founders (25-34) and companies (<2 years). Little outside funding or revenue. Since they have little cash, equity is their only option.

Fledglings

Labs

Segment!Highlights!

Strategy

Interest in

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14% of sample

Strategy Seekers

Thomas’ current client base. Larger organizations led by older executives (67% are 35-54) with less entrepreneurial experience. None have raised more than angel funding, but they’re prepping to start the process. Want strategic guidance, and they’re moderately interested in paying with equity.

• •

team) unless it’s a short-term project or nonStrongly opposed to paying for services with equity.

Confident

31% of sample

Conclusions!&!Recommendations! Strategy:))Continue)targeting)Strategy)Seekers) The Strategy Seekers need Thomas’ strategic advice, have cash and are open to equity deals. Newco Strategy is already successfully targeting this group, and thus we don’t recommend any targeting or positioning changes beyond pricing insights included in the marketing plan section. Investments:)Market)the)combination)offer)to)investments)only)) • Weak market response: The only firms with interest in both strategy & engineering (regardless of deal structure) are those with little cash and experience. • Margin pressures: There are certainly high-potential opportunities in this group, but in addition to being unable to pay cash, they are likely to have less well-defined products that may change frequently (requiring rework) and require close integration between Newco and the customer, driving up Newco’s costs. Software:))Target)larger)customers:)Cash)Cows) According to our primary research and segmentation analysis, the universe of web/mobile startups from $0$10M in revenue is not the ideal target for Newco’s software services: •

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Weak market response: The only segments that showed high interest in outsourced elite engineering were the firms that had no cash, making them a prospect for the Investments division. Low customer lifetime value: Confident firms do outsource, but they outsource non-core, short-term projects for cash. Ultimately the Confident firms in technology industries have a strong preference for in-house development, and they have limited opportunities for ongoing work. Thus, we recommend accepting substantial cash projects ($100-$400k or Page 5


more) that arise from the team’s network, but we do not recommend strategically targeting this segment. Greater pricing pressure: As offshore firms and new development platforms gain sophistication, elite engineering firms like Newco will face more substantial pricing pressure, dragging down margins. (As one of our primary research subjects stated, “The mobile engineering business is a race to the bottom. In a few years, this will all be overseas.”)

Even more importantly, Newco must quickly diversify and grow its cash client base to 1) mitigate the threat of losing BiggestClient, which represents the vast majority of the Software Division’s net income, and 2) generate cash that can be used to fund the Investments division. Thus, instead of targeting early-stage tech firms, we recommend targeting a new segment, “Cash Cows,” and using cash profits to fund investments in internal and external projects.

CASH!COW!TARGETING!STRATEGY! Profile! A Cash Cow is a profitable, established firm in a mature industry like those we highlighted earlier. For example, in 2010, the industries that heavily invested in mobile applications were 1) entertainment, 2) technology and 3) media. Additional characteristics of the Cash Cows we recommend targeting: 1. They compete in large consumer markets, meaning their mobile applications will need to run on all of the fragmented platforms mentioned in the key trends section. Those platforms are continually evolving, adding complexity, cost, and challenge, since it is difficult for in-house dedicated teams to stay current on the latest technology shifts. These factors make outsourcing attractive for these firms to gain expertise and speed when launching robust mobile apps across multiple platforms. 2. Mobile offers a significant opportunity to improve their products/services, competitive position, revenue, and/or connection to customers: Firms that have a compelling market opportunity for web/mobile services face speed-to-market pressure that creates a strong case for outsourcing, particularly when mobile development is not a core competency. 3. High customer lifetime value as an outsourcing client: Firms whose mobile products must constantly evolve, who have a large asset base of content that can be customized for mobile, and/or who have multiple business units with mobile strategies are ideal first targets.

Recommended!Target!Segment!#1:!Media!and!Entertainment! After considering the criteria above and evaluating the Los Angeles mobile application development market, we recommend that Newco focus its first cash cow marketing initiatives on a high-demand, underserved market: media and entertainment firms based here in Los Angeles.

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As demonstrated earlier, the entertainment industry is #1 in mobile application investment and their apps are the most popular app category among users. Thanks to the improved visual experience and user interaction of smartphones and tablets, mobile is creating a new distribution channel for content delivery – not just video, but new forms of entertainment that utilize mobile technologies that the web or television cannot provide. For example, during panel discussions at the May 2011 Variety Entertainment & Technology Summit, industry execs from MTV, Sony TV, Pixar and DirecTV discussed “how the explosion of entertainment-related apps and tablet computers is changing the way filmed and interactive content is 13 conceived, produced and delivered.”

"Entertainment on mobile has not even scratched the surface of what is possible." ~Peter Guber, Chairman and CEO, Mandalay Entertainment14 "Embedded radio, live sports streaming, full movies, TV episodes, news and utilitarian apps will ultimately drive consumer interest across the mobile entertainment landscape.” ~ Bob Dowling, LA Mobile Entertainment Summit Co-Producer15 Industry!Outsourcing!&!Requirements! We conducted additional primary research to understand their outsourcing strategies and requirements, and they identified two types of services they look for to serve the common goal of accelerating time to market. •

Extend capacity: They cannot hire engineers fast enough or have limitations regarding the size of the core team and are under continuous pressure to supplement the capacity of the core team to accelerate time to market. To meet this demand they rely on contracting Mobile expertise from external software services firms. Outsource Product Development: Their core teams have specialized in web technologies and fall behind on Mobile platform expertise. They outsource mobile products that require expertise in specific mobile skill sets: porting to a variety of platforms, gaming framework expertise, IPTV framework expertise, etc. Two major categories of expertise dominate the mobile products they are seeking: expertise in Mobile Gaming and expertise in Mobile Video.

According to our primary research, there is insufficient supply to meet demand in this market: •

Los Angeles-based angels, attorneys, startups and experts consistently noted (unaided) that there is a shortage of good engineers in Southern California, particularly mobile engineers.

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Variety staff, "Meeting of the Minds: Behind Variety's Entertainment & Technology Summit," Variety, May 3, 2011. Available online at http://www.variety.com/article/VR1118036291?refcatid=3766. 14 Keynote address, LA Mobile Entertainment Summit, http://www.lamobilesummit.net/id12.html, December 7, 2010. 15 Welcome address, LA Mobile Entertainment Summit, http://www.lamobilesummit.net/id12.html, December 7, 2010. Newco - Confidential

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• •

Entertainment firms we interviewed told us that the mobile application development services market is highly fragmented and could not name a single firm that fell into that category. We interviewed a freelance contractor from Santa Barbara who stumbled into an app development project for a major musician with no previous entertainment experience. He told us that he cannot keep up with demand and ramps up teams of 20-30 virtual mobile developers to develop apps for major studios, TV shows and musicians. Offshoring is particularly difficult for these buyers because they need cutting-edge technology expertise and prefer that outside developers/firms work “flexibly” in their offices to improve collaboration.

Newco’s!Experience!in!This!Market! Newco has not actively pursued this market, but they already have a number of relevant references to offer including Withheld (Recognizable Investor’s company) and the projects listed below: •

• •

Withheld: Newco has developed mobile applications for Withheld that allow users to consume, curate and create content associated with TV production. The Withheld mobile apps also have gaming components. Withheld: This IPTV application uses current technologies adopted by Apple TV, Google TV, Samsung IPTV and the likes. Withheld: Similarly, Newco’s experience in building the core functionality of the Withheld social networking platform can be ported to other customers in the media and entertainment industry. For example, the Withheld “near field communication” product offers extensive integration with Twitter, Linkedin, and Facebook. Other relevant consumer products: Newco’s experience building traditional consumer applications for iOS, Android, javascript, etc. can address basic needs in media and entertainment to build applications on similar platforms.

Pricing!Implications! Professional services like engineering are subject to three constraints: speed, quality, and cost. A firm can deliver one or potentially two, but not all three. This segment needs speed and cutting-edge quality, which means they will have to pay a premium. With large consumer markets at stake and large budgets to serve those markets, this segment offers a compelling opportunity for Newco to deliver elite services, create exciting new products, generate repeat business from multiple projects, and maintain high margins needed to fund its investments.

COMPETITIVE!ANALYSIS! Since Newco’s day-to-day operations depend on cash from the software business, we’ve focused this competitive analysis on competition for our recommended first target segment, the entertainment/media cash cows in Los Angeles. This analysis will help Newco position the company to better meet the needs of these customers, allowing them to fund internal or external investments as desired.

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Critical!Success!Factors! Los Angeles firms we interviewed complained about the “hit-and-miss experience” with outsourcing their projects, then identified the following critical selection criteria for their outsourcing needs: • • • • • •

References from clients of similar scope to ensure that vendors are capable of on-time project delivery. High quality code that would facilitate the knowledge transfer process and allow customers to take over code maintenance and expandability. Code and Intellectual Property ownership (can be an issue with offshore development). Dedicated resources to ensure their projects receive the required priority. Talent and creativity in addressing media and entertainment needs Passion to the firm’s Intellectual Property

While the criteria mentioned above are critical for both “Extending Capacity” and “Outsourcing Product Development” services, the “Extending Capacity” service has additional selection criteria: • •

Flexibility to integrate resources with the core team at their offices. Flexibility in adopting the firm’s coding standards.

Newco’s current cash customers, competitors, and attorneys we interviewed echoed those criteria: •

• •

Expertise is key: Large customers are paying a premium over in-house developers, so they must gain expertise, speed and rock-solid code to justify the investment. “We want the rock stars, not the B team,” they said. Dedicated resources: Current clients indicated that they prefer dedicated resources so they know their project is appropriately prioritized. Flexibility: Subjects shared the “co-location” and “flexibility in process” comments above. As one interviewee explained, “Great products come out of teams that are co-located and have a deep understanding of the customer’s needs and how we’re meeting those needs. You can only do that by co-locating.” Another said, “When the product team is remote, it’s like a body shop.” Project management: Firms need to properly scope projects, work closely with customers (especially when co-located), communicate effectively, and price projects appropriately to succeed in this market.

To develop a competitive positioning map and positioning strategy, we collapsed these criteria into three critical success factors for buyers: 1. Expertise: Expertise in emerging technologies used for media and entertainment apps (for example, IPTV, gaming frameworks, social media frameworks, video on demand). 2. Flexibility in Location and Process: Entertainment firms want vendors to work on site with their internal teams and demonstrate flexibility in adapting to the firm’s culture and coding standards.

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3. Reference Quality: Sufficient references that indicate the vendor can handle the size and number of projects needed by these customers. Entertainment-specific references are highly valued. Our competitive map uses these critical success factors. But first, we need to look at the competitor categories that Newco faces.

Competitive!Landscape! As noted at the beginning of the market section, Forrester Research proclaims that the outsourced mobile 16 applications development services market is exploding (300% growth to $1.6B in 2012; $5.6B by 2015. In Los Angeles, media and entertainment firms are looking to five groups of competitors to provide these services. In<House)Development)Teams) Media and entertainment firms have been keenly building up their core software development teams to meet the market demand in social media. In July 2010 MTV acquired Social Express Inc., a social gaming company with 10 employees based in San Francisco. The Walt Disney Company has created a subsidiary, Playdom, which develops social games. Yet despite their focus to ramp up their internal teams, our primary research indicated that media and entertainment companies still need to outsource mobile software development projects. Product)Suppliers:)Focused)on)Licensing) In the past few years, a new type of product supplier has emerged: software firms that specialize in middleware and frameworks that help media and entertainment brands launch cross-platform social applications. Examples include Accedo, a Swedish interactive content firm established in 2004, DreamSockets, an Atlanta middleware firm established in 2009, and Sibblingz, a gaming framework firm established in 2007 in Burlingame, California. While these firms provide important software components that enhance speed to market, their core business model is software licensing, not offering development services that help customers extend capacity or build their own products. Elite)Software)Engineering)Firms) Newco currently positions itself in this segment. Our primary research indicates that Newco’s major competition in this segment is dominated by two firms: Pivotal Labs and Citrusbyte. While both firms position themselves as providing industry-leading code and speed to market, their strategies to deliver those value propositions differ significantly: •

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Pivotal Labs requires clients to work onsite at Pivotal, and they pair a Pivotal engineer with a client engineer. This paired programming methodology produces focused coding sessions and automatic code reviews while teaching the client more robust coding methodologies. However, Pivotal is not simply building products for clients; they are training clients to create better products.

McCarthy, John, “Mobile App Internet Recasts the Software and Services Landscape,” Forrester Research, February 2011.

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Citrusbyte utilizes lightweight programming methodologies (“focus on the features that matter”) as their key differentiator.

These coding methodologies have created a buzz in the tech startup community and helped these firms establish solid business in that market. However, they have not established the same dominance among established media and entertainment firms. In fact, none of the big media firms we interviewed recognized either firm, and further discussions revealed that Pivotal and Citrusbyte’s methodologies do not meet their “flexibility” requirement. In addition, their portfolios do not demonstrate expertise in the technologies sought by this customer segment. Newco’s offering, on the other hand, is consistent with the flexibility and expertise valued by entertainment and media firms. In our primary research with Newco’s large customers, they rated Newco’s co-location and flexibility very highly, and Newco’s portfolio demonstrates the necessary expertise to win new projects in this industry. Media)and)Entertainment)Specialized)Software)Development)Services)Firms) Media and entertainment firms we interviewed couldn’t name any dominant or well-established firms in this space. Therefore, these firms have had to rely on small software development shops to extend their team’s capacity. The small shops were described to be unreliable and the experience was described as “hit or miss.” Our primary research indicates that this segment is under-served and that there is considerable opportunity for Newco if they follow our recommendation to move into this space. Offshore)Software)Development)Services) This segment competes on cost and is not well-rated on the time-to-market dimension. Primary research data shows that offshore software development services might be pursued when clear and well-documented requirements exist for applications that do not require substantial innovation, technical complexity (for example, porting simple applications across different platforms), or close integration with in-house teams. Therefore, this segment does not address the “extended capacity” and “expertise” critical success factors.

Category!Comparison! Table 3 summarizes the current advantages and disadvantages for each competitor category. Table!3:!Competitive!Advantage! Competitor Category

Examples

Advantages

Disadvantages

In-house teams

• MTV’s Social Express • Disney’s Playdom

• Reflects firm’s culture • Follows firm’s coding methodologies • Resources are dedicated • No code or ownership IP risks

• Capacity constraints • Challenging to keep up with multiple technologies

Product

• Accedo

• Specialized products (middleware,

• Business model is licensing, not

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suppliers

• DreamSockets • Sibblingz

Elite engineering firms Small software development firms

• Pivotal Labs • Citrusbyte

Offshore development

• Photon Infotech • L&T Infotech

• • • • • •

F2M2 Madmobile Xcube Urban Airship XTremeLabs ELC Mobile

frameworks, branded applications) for this customer segment

providing services that these customers need

• Elite talent • Specialized coding methodologies

• Rigid processes • No media/entertainment focus

• May offer niche specialization • Flexibility

• Capacity constraints • Niche specialization many not be right fit; generalists aren’t either • Lack of references from large customers • Unreliable

• Low cost

• Low industry specialization • No co-location or process adoption flexibility • Requires well-defined projects • Less sophisticated design

Competitive!Positioning!Map!!

The!competitive!positioning!map!shown!in!!

!

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Figure 2 lays out the positioning of the different competitive segments and sample competitors (see Appendix 5) using the critical success factors defined by this market segment. The horizontal axis reflects flexibility in co-location and process; the vertical axis reflects expertise/specialization in media/entertainment technologies. The map also reflects the third critical success factor – large, relevant client entertainment industry references – via the size of the bubble. Media and Entertainment companies looking to outsource product development evaluate development companies based on their specialization and track record. Flexibility is a third and equally important measure that Media and Entertainment companies look at when evaluating firms that could supplement their core team with software development resources (extending their capacity). Since this industry and the key participants are new, our team had to generate these ratings by aggregating our primary research data with secondary research about each firm. !

!

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Figure!2:!Competitive!Positioning!Map!for!Media!and!Entertainment!Software!Development!Services.!!! Bubble!size!reflects!relative!strength!of!references!in!media!and!entertainment.!

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SALES%&%MARKETING! TARGET!CUSTOMERS! Table 4 summarizes the target market segments based on the findings presented in the market section. For the Strategy Division, the recommendation is to continue to target customers with the same profile as current Strategy customers (e.g. Strategy Seekers). For the Investment Division, the Fledglings and Nontech segments may have high potential firms that are interested in engineering services and will provide equity. In addition, Newco may also discover Mad Scientists who provide investment opportunities, but that segment is the proverbial needle-in-a-haystack. For more insight into Mad Scientists, see Appendix 4. Table!4:!Target!Segments!

Division Software

Target segment • Cash cows starting with the Los Angeles entertainment and media industry; expand into additional verticals in later years. • Newco will also pick up short-term cash projects from participating in startup events and industry conferences, but the company’s sales & marketing resources will be directed at the cash cow segment.

Strategy

• Strategy seekers: same profile as current target. We recommend continuing the current sales & marketing model with one suggestion offered in the pricing section.

Investments

• Internally-developed ideas. • High potential external opportunities with the opportunity for Newco to obtain a substantial equity position.

PRODUCT!STRATEGY! As previously discussed, we recommend organizing Newco’s services into three divisions: • • •

Software Division: Provides elite mobile/web engineering services for cash clients. Strategy Division: Provides strategic advisory & fundraising services to a wide variety of firms who need Thomas’ specialized expertise. Investment Division: This group drives internal product creation and external equity investments.

The Operations and Recommendation sections of this Plan discuss the structure, staffing, financial impact and quality benefits of these divisions.

POSITIONING! Investments:!!Drop!“Venture!Resources”!Phrase!! Based on our primary research with customers, startups, angels and attorneys, the “venture resources” positioning for Newco does not resonate and leads to potential customer confusion. In fact, based on Newco - Confidential

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attorney responses, the venture resources concept positioning could create a barrier for referrals (see Figure 3). We then tested several alternative positioning concepts among the same constituencies including “the ultimate partner for venture success,” a phrase Newco is now using on its website. Unfortunately, all of the positioning concepts we tested were rated poorly. After formalizing the investment group and bringing in the new partner, we recommend that Newco conduct an additional positioning study to find a concept that resonates better with startup companies and deal flow partners for the investment division. Figure!3:!Attorney!interest!in!“Venture!Resources”!positioning.!!!

Only!20%!of!a`orneys!said!their!clients!were!likely!to!show!interest!in!a! firm!that!provides!"Venture!Resources”! %!of!responses!

100%! 80%! 60%! 40%! 20%!

40%! 20%!

20%!

20%!

Undecided!

Likely!

0%! Extremely!Unlikely!

Unlikely!

!

Mean!ra>ng!(7=extremely!interested)!

Figure!4:!Rating!of!Alternative!Positioning!Statements!for!Newco.!

Startups!expressed!low!interest!in!all!of!these!posidoning!concepts! (n=49)! 7" 6" 5" 4"

3.2!

3.0!

3.1!

2.9!

3.1!

Venture" Resources"

The"ultimate" partner"for" venture" success"

Seed"stage" technology" venture"

Mobile"launch" lab"or"mobile" technology" lab"

Mobile" incubator"

3.2"

3.0"

3.1"

2.9"

3.1"

3" 2" 1" 0"

Series1"

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PRICING!STRATEGY! Software!Division! Keep)Premium)Pricing) As previously explained, we recommend formally moving the engineering group to an all-cash pricing model. Our primary research indicated that current cash/equity, startup companies and attorneys feel that Newco’s pricing on both the cash and equity sides was “expensive,” and that reputation creates barriers for referrals, particularly from attorneys who feel that aggressive pricing (particularly the immediate vesting of warrants) is unfair to entrepreneurs. Cash cows, unlike startups, are well-funded and prefer to pay cash only. Newco’s current standard price of $25k per engineer per month is consistent with or slightly lower than competitive elite engineering firms like Pivotal Labs. Their cash-only customers cite Newco as “expensive but fair for this quality of services.” There are several other factors that support Newco’s pricing at this premium level: •

Nearly every primary research interviewee in Los Angeles complained that great mobile engineers are difficult to find in Southern California. Hiring a single engineer can take 6-9 months, meaning that a well-staffed mobile firm could substantially accelerate a cash cow’s time to market and create significant value for that type of customer. This value proposition certainly supports a premium price for Newco. Firms with large consumer businesses (e.g. the entertainment industry) need and have budget to launch mobile products on all platforms in order to reach their broad audiences. This increased project scope and complexity creates greater demand for additional elite talent that is difficult to find. Sophisticated technology customers understand the triangle of cost, quality, and speed. They know they can get one or two, but not all three. A consumer-driven cash cow needs high quality and speed, meaning cost is less important.

Submit)fixed<price)bids) We also recommend bidding cash cow projects on an hourly versus fixed-price basis. Our research indicates that cash cows are more likely to accept hourly contracts, particularly when the scope and performance measurements are well-defined. However, Newco will need to improve its scoping and project management capabilities in order to meet those objectives and to protect margins for customers who require fixed-price deals. Eliminate)cash)&)equity)deal)structure) Newco’s cash/equity model generated dismay among startups and attorneys. The data from our research indicates that • •

The “Confident” segment is not interested in paying with equity. The angels and attorneys we interviewed all felt that “good entrepreneurs” preserve equity and pay.

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• •

Interviewees also suggested that the blended deal would not save entrepreneurs time nor effort in fundraising (e.g. it requires nearly the same effort to raise $2M as it does to raise $1M). Thus, a firm will either have cash or no cash, making the 50/50 split the worst of both worlds. Even startups with little cash showed disinterest in blended deals shown in Table 5: Table!5:!Startups’!Level!of!Interest!in!Cash!&!Equity!Deals!

1-7 scale with 7= “extremely interested”. n=30. Level of interest in all 3 services Level of interest in 50/50 deal structure Level of interest in 100% equity deal structure

Mean 3.26 3.62 5.56

A number of the more sophisticated interviewees (attorneys and experienced entrepreneurs) also brought up the conflict of interest issue with doing a cash/equity split, and we heard several comments that it was “greedy” or “having your cake and eating it too.” This perception among this group could create a barrier or negative word-of-mouth about Newco in LA’s small tech entrepreneur community.

Strategy!Division:!Keep!Current!Deal!Structure!and!Pricing!Model! Our primary research indicates the market, particularly sophisticated members of the entrepreneurial ecosystem, has negative views about Strategy’s standard pricing levels ($10k/month retainer plus warrants that vest immediately). Specifically: •

Immediate vesting raised many concerns. “Aggressive and obnoxious,” said a prominent local startup attorney who then stated he’d never refer deals to a firm that wasn’t willing to prove itself. The attorney further suggested that firms willing to accept such terms are probably not high potential opportunities. Interview subjects reminded us that a smart firm could hire an experienced executive (and one with industry-specific expertise, contacts, partners, etc.) for $120k/year with less equity than the Strategy Division requests. They also noted that there are many retired executives in town who enjoy working with startups and charge just $1-2k per month. The firms who are most likely to accept the Strategy pricing structure are those who greatly need Thomas’ specialized help, e.g. firms in distress or that need to raise significant funding. (These firms represent the “Strategy Seeker” category in our cluster analysis.) Stronger firms with less urgent fundraising needs or firms seeking technology industry-specific support are more likely to be turned off by the pricing model and seek help elsewhere. Thomas has been very successful to date with this deal structure and has a constant flow of firms that need his specific help. Therefore, we do not suggest any changes to Strategy prices. However, the “aggressive and obnoxious” feedback suggests the possibility that Newco Strategy could gain a reputation that may turn off the entrepreneurs and partners needed to refer top deals.

Investment!Division:!Deal!Structure! The proposed Investment Division will evaluate all internal projects and equity opportunities based on the quality of the investment, not whether the Software Division has idle or underutilized resources. Select findings from our primary research include:

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One interviewee was quoted as saying “If they’re really doing all of these things [interim management, fundraising, software development], they deserve a co-founder’s stake.” Interviewees cited fair equity stakes ranging from 20-50% for startup ventures. Our research data also indicates that few entrepreneurs with experience (e.g. the Confident segment) will be willing to give Newco equity states in the 20-50% range. The Fledgling and Nontech groups expressed interest in arrangements involving equity stakes in this range, but these firms also are the most risky potential investments. Newco should also be wary of outliers who will do a significant equity deal for a concept that isn’t well-developed. The entrepreneur’s interest in the equity model may be fueled by his/her own reluctance to invest in the project because s/he is unclear of the market potential.

SALES!STRATEGY! Scope!of!recommendations! This section focuses on selling cash cows for the Software division through two primary channels: direct sales and strategic partnerships. Here are several notes regarding sales for other Newco offerings: •

STRATEGY: Since the Strategy division enjoys targeted incoming deal flow from Thomas’ network, we don’t recommend any change to the Strategy division’s sales & marketing strategy beyond the pricing notes earlier. INDIVIDUAL SOFTWARE PROJECTS: To date, the Software division has enjoyed a steady inflow of individual projects through networking and Bill’s rolodex. Given our increased marketing budget and recommendation to send the team to more industry events, we project that the company will continue to source individual cash projects without project-specific sales campaigns or budget. However, there are budgeted funds that could easily be applied to these kinds of deals should the company need more marketing muscle. INVESTMENTS: Deal flow in the investment division is primarily driven through relationships and networking with the startup community in Los Angeles. This responsibility will lie with the investment team. We do not recommend further sales & marketing investment for this division beyond headcount, ongoing local event participation (included in the budget), and website/messaging modifications to eliminate the “venture resources” references mentioned earlier.

Direct!Sales!0!Cash!Cows! We recommend hiring a VP of Business Development to develop the cash cow business starting with the Los Angeles media and entertainment industries. The ideal executive will have entertainment industry business development experience with one of the local interactive agencies (e.g. Razorfish) or software development firms that work with the digital media / mobile groups at film/television studios (Warner Brothers, Fox, CBS) and content providers (ESPN, MTV, DirecTV). This VP will be tasked with driving cash cow business, first targeting the entertainment/media industries, then moving into additional industries that are aggressively developing mobile applications. For comparison, competitor Pivotal Labs currently generates an estimated $17.5M for similar services in the Bay Area (see Appendix 5).

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Strategic!Partnerships!0!Cash!Cows! One of the best ways for the new VP of Business Development to create greater brand recognition and deal flow among the entertainment community is through partnerships with large agencies and specialty service providers that are selling technology-oriented services to the same decision-makers in the industry. For example, • •

Large digital agencies that build high-end websites that integrate with the client’s existing technologies (requires working with marketers and technology groups). Platform and software providers that are enabling firms to encode and prepare their digital assets for wide distribution via the web and mobile.

Fortunately, there is a wide range of potential partners that the VP can pursue. We recommend building these relationships in parallel with direct sales efforts. Additionally, the marketing investments we have proposed in the budget will help Newco build brand recognition among prospective partners in addition to targeting end clients. Here are several firms we’ve identified as prospective partnership targets. In addition, Newco advisor & client Name Withheld (Company) is connected to many of LA’s digital executives on LinkedIn, which can accelerate partner introductions and recruiting for the VP-Business Development role.

Berman!Braun! This firm was founded by two Hollywood heavyweights: Gail Berman, the former president of Paramount Pictures and Fox TV (she introduced “American Idol”) and Lloyd Braun, former Chairman of ABC Entertainment Television Group (he conceived “Lost”) and Yahoo! Media Group. Obviously they have incredibly deep connections in the industry, and they are now developing digital properties (primarily high end websites) for entertainment assets. This firm offers a potentially compelling partnership opportunity thanks to a recent $100M deal with 17 Starcom for advertising on their traditional websites. Yet despite the fact that the entertainment industry is #1 in mobile advertising spend, Berman Braun has no mobile properties to capture this revenue stream. This fact points to a potential opportunity for Newco to partner with Berman Braun to create those mobile apps for their entertainment clients.

Sorenson!Media! Sorenson'provides'high.volume'video'encoding using'their'our'award.winning'Squeeze'engine,'and' their'current'clients'include'HBO, ESPN, Blockbuster, Disney, Bally Gaming, AOL Time Warner, 3 Mark Entertainment, Activate, Hitmusic.com, Knight Ridder, and R3 Music. In addition, they have a new VP of Business Development in Los Angeles who is aggressively building their client base in the entertainment industry. They also have a broad collection of partners including several mobile app partners, one of which an Newco team member has worked with personally and would not recommend.

17

Company website.

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Additional!Prospects! • • • • • •

Talent agencies: William Morris, CAA, ICM, Endeavor. Deutsch: The former LA head is now with Activision. David & Goliath: While their specialty is automotive accounts, they’ve done substantial work for Dish Network and Universal Orlando. Fanscape: They specialize in word-of-mouth (WOM) and social media for entertainment clients and are likely to be getting requests for mobile applications to extend that service. The Famous Group: Major clients include EA Sports & MTV. Appency: We interviewed this firm and they are eager to work with an elite mobile group on their client projects – their experiences with other vendors to date have been less than stellar. This partner can deliver single projects versus cash cows, although they may expand into larger projects in the future.

Investments:!Partner!Channel!Research!&!Analysis! Newco asked us specifically to interview VCs, angels, and attorneys to understand their propensity for referring startups and portfolio companies to Newco. Our research indicated that local startup attorneys would welcome the opportunity to refer their clients to a firm like Newco. However, VCs and angels were unlikely to do so. Since our marketing plan focuses on generating cash cow customers, we have included the VC, angel and attorney research results and analysis in Appendix 8.

PROMOTION! Operational!Note! Before launching widespread marketing efforts to attract cash cow clients, Newco likely should fix internal problems and ideally convert existing cash clients into strong advocates who will provide solid references and yield compelling case studies. Entertainment and media cash cows will demand customer references from large clients to prove that Newco can deliver high-quality code on schedule. Newco has experienced project management challenges during the past years, so they must strengthen those capabilities in summer 2011.

Promotional!Campaigns! Since the merger, Newco hasn’t actively marketed its services in Los Angeles, which explains the low awareness of the company among our primary research contacts – almost none recognized the name Newco and few knew Thomas or Bill: • •

In our research with startup companies (n=29), 21% knew Thomas, 3% knew Bill, and 76% knew neither. Among LA angels and startup attorneys, name recognition was even lower: only 11% knew Thomas and 32% knew Bill.

Therefore, we assume that Newco has no name recognition in the entertainment and media community. While the VP of Business Development and the partners s/he will develop already have relationships in this Newco - Confidential

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community, we recommend targeted promotion in order to build brand awareness, generate leads and differentiate Newco in LA’s fragmented mobile application development market. Our marketing budget includes funding to build brand awareness and generate leads from corporate mobile technology executives (the primary outsourcing decision makers) and heads of mobile strategy (influencers). The major investment categories are shown !

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Table 6 (see Appendix 9 for additional details). !

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Table!6:!Software!Marketing!Investments!by!Year!

Major trade shows, events & conferences Other event attendance (including local) Memberships Targeted promotion Services TOTAL

2011

2012

2013

2014

2015

$33,000

$63,150

$82,858

$89,505

$96,794

1,020 0 31,000 31,698 $96,718

5,651 15,000 103,470 93,878 $281,149

8,974 15,300 123,161 97,183 $327,475

9,355 15,606 140,645 123,945 $379,056

9,784 15,918 161,215 127,398 $411,109

191%

16%

16%

8%

Annual increase

Entertainment-focused mobile trade shows, events and conferences offer an immediate opportunity for Newco to meet and begin the sales process with entertainment cash cow decision-makers and influencers. For example, the budget includes highly visible sponsorships, speaking engagements and attendance at the events shown in Table 7. Table!7:!Budgeted!Events!for!the!First!Twelve!Months!of!the!Business!Plan!

Month

Event

Where

Overview Draws 400 top executives in digital, mobile, content creation, IT, ad networks, agencies, and vendors Entertainment execs, major brands and agencies (potential partners) along with vendors gather to learn & network Allows Newco to attend larger conferences that include but aren't limited to media/entertainment

Sep-11

LA Mobile Entertainment Summit

LA

Nov-11

Mobile Marketing Association Forum

LA

Jan-12

Conference of choice

TBD

Feb-12

Event of choice

TBD

Can be used for a party at CES, SXSW, etc.

Mar-12

Conference of choice

TBD

Allows Newco to attend larger conferences that include but aren't limited to media/entertainment

May-12

Digital Hollywood Smartphone & Tablet Track

LA

Jul-12

Conference of choice

TBD

Perfectly targeted to technology & business executives who are starting to move into this space Allows Newco to attend larger conferences that include but aren't limited to media/entertainment

“Bill should be out there at conferences, tech events, and making lots of presentations just to get Newco’s name out there.

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APPENDIX(3:((PRIMARY!RESEARCH'TECHNIQUES! HYPOTHESES! Our research plan was designed to prove or disprove the following four hypotheses. #

Description

1

An identifiable segment of high-potential early-stage technology ventures need and want a combination of strategic advisory services, capital-raising assistance and expert mobile/web technology resources from a single outside firm such as Newco to whom they are willing to provide equity to help them get their product or service to market faster. Venture capital firms, certain law firms and Angel investors will find value in partnering with Newco to provide services (e.g. engineering, leadership, strategy) to portfolio companies and clients.

2 3

4

Newco has a unique combination of technology development expertise and intellectual and financial resources that give it a sustainable competitive advantage along with the management capacity to act on this advantage in the marketplace of firms that help technology entrepreneurs bring their ideas to market. Newco can generate enough cash from service deals to allow it to fund and scale its existing operations while it seeks a payoff from equity deals.

SUBJECTS!&!SAMPLE!SIZES! Subject Group Customers Web/mobile startups from $0-10M annual revenue

Startup-focused attorneys in Los Angeles

n 10 31 full interviews + 56 web survey responses 87 8

Individual angel investors and heads of prominent local angel groups Venture capitalists

11 7 full interviews + 21 web survey responses + 5 email conversations 33

Competitors

7 (including 1 entertainmentfocused vendor) 5

Industry Thinkers Entertainment cash cows

Entertainment Consultants and Experts

5 + 2 customers 7 5

TOTAL SUBJECTS

170

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METHODOLOGY! We conducted extensive research on each individual and company we met with prior to that meeting. For example, CrunchBase.com and TheFunded.com provided funding dates, sizes, investors, and past deals for the founders; LinkedIn offered detail on founder backgrounds; the news section of company websites highlighted key milestones; web searches (including the major tech/mobile industry blogs and news sites) sometimes revealed additional data that we verified with interview subjects before entering into our database.

Startup!Company!Interviews!&!Web!Survey! In order to identify a target segment for Newco’s engineering + strategy services, we conducted 35 personal interviews with CEOs/founders of web/mobile firms with $0-$10M in annual revenue. Interviews averaged 60 minutes and included detailed qualitative and quantitative questions delivered from a script. We asked participants to rate the value of Newco’s services on a Likert scale where 7 = “extremely interested.” We also captured up to 107 discrimination values including the founders’ previous entrepreneurial experience, past exits, functional expertise, fundraising status, revenue, products in the pipeline, platforms, age, location, and more. Data were entered into a survey package (Qualtrics) for analysis and integration with data from the web surveys. We used a web survey to expand our sample and gather data from demographic groups that appeared to be under-represented in our primary research interviews. We gathered this data as follows: • • • •

Emails to every UCLA alumni club in the U.S. with a specific request for mobile/web entrepreneurs with firms doing $0-10M in revenue; Emails to primary research targets with whom we were unable to schedule a call or meeting. Personal emails to CEOs of 25 selected mobile startups that had recently been featured in TechCrunch. Promotion in LinkedIn groups, the CoLoft Facebook page, Twitter, and mobile-focused MeetUp groups.

Customer!Research! Newco’s original list of “customers past and present” included 24 firms, of which four they asked us specifically not to contact. We interviewed 10 (50%) of the remaining firms; four additional customers refused our requests for interviews. Our objective was to gather quantitative and qualitative feedback on the value provided by Newco, deal structure, decision making/negotiation process, and pricing. We also captured demographic data for the founders and companies (much of it through secondary research) including prior exits, capital-raising expertise, product category, importance of “speed to market,” product development costs and more. In addition, we incorporated feedback from Newco executives and employees to compare their analysis of the customer relationship (e.g. was this a good deal, did the project go well) to identify any potential gaps.

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Rejected!Deals! We also conducted several in-person interviews with companies that rejected Newco’s proposal or that Newco turned down. We began by probing to understand why these companies chose not to work with Newco (or vice versa), then conducted our normal startup interview. These responses were analyzed with the startup company research.

Professional!Investors!(VCs/Angels/Angel!Groups)!&!Attorneys! Newco’s vision included partnerships with venture capital firms and angel investors to provide simple referrals, deal flow, and/or integrated partnerships. In our research, we captured data about their portfolio companies (e.g. the number of web/mobile deals they invested in per year, average deal size, whether those firms outsourced engineering, etc.) and then posed questions to understand whether the firms would find a relationship with a firm “like Newco” to provide value to their own firm and their portfolio companies/clients. We sought to identify whether and why Newco’s business model resonated with a specific target group. We also discussed Newco’s hybrid cash/equity model along with specific challenges rd such as IP protection, control over portfolio company hiring, dealing with 3 party firms in general, etc.

Competitors! We conducted deep secondary research on the various competitors for different Newco services, and we selected a subset to conduct primary research interviews. These interviews were among the most valuable we conducted during our project. Subjects included: • •

• •

A local firm that Newco views as a competitor, one that was often cited as having tried this model and failed. A firm in Chicago (referred to us by an LA attorney who said several clients are working with him) run by two founders under age 30 and a third partner who runs development from India. They enjoy a stable cash client base and have operationalized the cash business to the point that they are hiring an executive to run it while the founders focus on working with early-stage startups to build their prototypes. They target recent MBAs from top-tier schools and who don’t have engineering connections to build prototypes inexpensively. (In our segmentation, those companies would fall into the “Fledgling” category, but the firm’s cost structure is so low that they can afford to invest in these entrepreneurs who are “wired for success.” Two local firms that outsource development overseas for cash and takes on equity projects. One of those firms just launched in October 2010 and was named (unaided) by two prominent local attorneys, one of whom said that this firm is working with 6 of his 20 startup clients. One local firm that provides outsourced web development and all IT/managed services for a very select group of large clients, although they consider working with startups at times. A pair of former Pivotal Labs engineers who went out on their own to provide cash consulting services and build his own apps.

Cash!Cows!! We conducted this research after analyzing the data from our original primary research plan; rather than simply tell Newco that their intended market was not the right one, we wanted to provide an alternative, viable market option and go-to-market plan.

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Our primary research for the entertainment & media cash cow market included five major entertainment firms in Los Angeles and three independent mobile/entertainment consultants. Also, in our primary research with Newco’s two largest cash clients, we found that their needs and critical success factors were consistent with the entertainment & media cash cows we interviewed.

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APPENDIX(4:((SEGMENTATION&RESULTS! After finishing our primary research interviews with startup companies, we entered all quantitative and qualitative data into Qualtrics, the same survey package we used for our web survey. We then combined the data from the two sources and ran a cluster and segmentation analysis using a marketing engineering software package (ME-XL). Our analysis included five dependent variables (service ratings) and 107 demographic variables (often binomial) that were factored to eliminate correlation.

STATISTICS! Cluster!Sizes! Size of the population and each segment in absolute and relative terms

!

Size / Cluster Number of observations Proportion

!

!

!

!

!

Overall

Strategy Seekers

Confident

Nontech

Fledglings

Money Hungry

71

10

22

16

14

9

1

0.141

0.31

0.225

0.197

0.127

Segmentation!Variables! Mean ratings for each segmentation variable (service ratings, 1-7 scale, 7 = “extremely interested�) Segmentation variable / Cluster Interest, engineering Interest, capitalraising Interest, strategic advisory Interest, all 3 Interest, cash/ equity

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3.93

Strategy Seekers 2.33

3.35

4.08

1.16

2.63

5.98

5.11

3.23

5.19

1.32

3.17

5.76

1.88

2.94 3.82

2.78 4.95

1.06 1.71

3.4 5.69

5.79 5.28

2.43 2.13

Overall

Confident

Nontech

Fledglings

2.89

6.32

4.96

Money Hungry 2.37

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Dendogram! This graphic shows the hierarchy of the clusters and the distance (which represents the difference) between each segment. For example, the Confident segment is the most dissimilar to other clusters, and Strategy Seekers and Money Hungry are closely related.

! RAW!DATA! Strategy Seekers 20% 20% 30% 10% 0% 20%

Money Hungry 0% 17% 0% 83% 0% 0%

Nontech 15% 36% 15% 31% 0% 0%

Fledgling 7% 36% 43% 7% 7% 0%

Confident 6% 17% 39% 22% 17% 0%

FTEs

122

8

8

3

15

Revenue 0 Revenue 1-24.9k 25-99.9k 100-249k 500-999k 1M-2.49M 2.5M-4.99M

0% 0% 14% 29% 0% 29% 0%

0% 0% 0% 0% 14% 29% 0%

9% 9% 18% 0% 9% 0% 0%

0% 9% 9% 9% 9% 0% 0%

0% 0% 6% 13% 25% 13% 6%

Discrimination Variable Company age - Haven't officially formed Company age <1 year Company age 1-2 years Company age 3-5 years Company age 6-10 years Company age 10+ years

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5M-9.99M 10M+ Blank or can't estimate

0% 14% 0%

0% 14% 0%

9% 0% 20%

0% 0% 60%

0% 6% 40%

Funding - Bootstrap Funding - Friends & family Funding -Seed/angel Funding - Series A Funding - Series B Funding - Series C Funding - Series D Funding - Other

67% 0% 33% 0% 0% 0% 0% 0%

22% 11% 33% 22% 11% 0% 0% 0%

75% 13% 0% 6% 6% 0% 0% 0%

79% 21% 0% 0% 0% 0% 0% 0%

22% 0% 50% 11% 11% 6% 6% 0%

Raised 0 Raised 1-24k Raised 25-49k Raised 50-99k Raised 100-249k Raised 250-499k Raised 500-999k Raised 1-2.4M Raised 2.5-4.9M Raised 5M+ Refused

29% 0% 0% 0% 14% 29% 29% 0% 0% 0% 0%

0% 11% 0% 22% 0% 0% 22% 22% 0% 0% 11%

44% 13% 0% 6% 13% 0% 6% 0% 0% 13% 13%

15% 46% 15% 8% 8% 0% 8% 0% 0% 0% 0%

19% 0% 0% 0% 6% 0% 25% 13% 6% 19% 19%

Fundraising Yes - doing it RIGHT NOW Fundraising Definitely Fundraising Probably Fundraising Not sure maybe Fundraising Probably not Fundraising Definitely not Fundraising: How much will you raise ($000)

29% 29% 14% 14% 0% 14% $3,678

38% 38% 0% 25% 0% 0% $2,060

25% 31% 13% 13% 13% 6% $2,115

17% 25% 25% 25% 8% 0% $800

21% 21% 7% 29% 7% 14% $3,333

How many official founders do you have? Have ANY of your founders started a company before? Previous exit Raised institutional funds

2.1 44%

2.3 67%

1.5 69%

1.9 79%

1.8 72%

38% 43%

71% 57%

46% 50%

13% 11%

60% 64%

Mobile/web engineering Experience launching a mobile/web

78% 67%

78% 78%

38% 56%

57% 43%

67% 72%

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product Experience with the customers you're serving CEO / business / strategy leader Sales / Biz Dev experience Someone with an MBA CTO

78%

67%

60%

50%

67%

67% 0% 100% 44%

67% 67% 67% 67%

75% 63% 56% 13%

57% 33% 50% 14%

78% 56% 56% 50%

Outsource Internal team Blend Did you outsource overseas?

22% 33% 44% 67%

11% 67% 22% 67%

19% 38% 44% 56%

36% 50% 14% 44%

11% 56% 33% 44%

25-34 35-44 45-54 55-64

33% 56% 11% 0%

44% 44% 11% 0%

33% 27% 40% 0%

57% 29% 7% 8%

42% 32% 21% 0%

Male

89%

100%

87%

93%

100%

Location - SoCal Location - Bay area Location - Other CA Location - Other US Location -International

33% 33% 0% 11% 22%

67% 0% 0% 33% 0%

36% 14% 0% 36% 8%

71% 7% 7% 7% 7%

44% 31% 0% 25% 0%

Mad!Scientist!Subgroup! There are entrepreneurs in the Nontech segment whose products are very early stage and who we would characterize as “Mad Scientists” – visionaries who may or may not have technical expertise and don’t want to get bogged down with the technical detail. We interviewed five entrepreneurs who fall into this category. Those that have worked with Newco appreciate the fact that Newco is willing to invest, and all of our subjects indicated that they would likely only develop their product if they don’t have to spend or raise any money. The issue with Mad Scientists is that they love their ideas but are unclear of the market potential and thus unwilling to put in their own cash. Without a clear path to revenue, they are also uninterested in raising capital. Thus, they transfer the risk to Newco through a 100% equity deal. Newco’s investment team must filter these opportunities even more carefully. If the entrepreneur isn’t confident enough to move forward on his/her own, Newco should be extremely confident before investing

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hundreds of thousands of dollars into building a product that will require rework (as the product becomes more clearly defined or changes) and close integration with the client.

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APPENDIX(5:((COMPETITOR$PROFILES! Our primary research (which included five major entertainment firms in Los Angeles and three independent mobile/entertainment consultants) indicated that the mobile app software development outsourcing market in LA is fragmented with no dominant market leader. As a matter of fact, none of the interviewees could name a single software outsourcing firm that they considered to be a major player in this industry. Also since Flexibility was a key criteria that Media and Entertainment firms used to evaluate outsourcing companies that can supply them with interim software engineering resources to extend their core teams capacity, we did a search on crunshbase.com, a database with 67,433 IT and Technical companies, for Mobile outsourcing firms. The search returned a list of 19 Los Angeles based firms but none was in the resource outsourcing business (majority were Mobile App product development firms.) Another search on crunchbase.com for Mobile App development firms nationwide revealed that while a few companies have focus on delivering services to Fortune 500 companies, none have specific focus on the Media and Entertainment industry. One example is Bottle Rocket Apps, a Dallas-based iPhone and iPad application developer with Fortune 500 clients across numerous industries. The section below provides a profile summary of key software development companies that provide services to Los Angeles based media and entertainment firms helping them accelerate their launch of social media applications. The list below is limited to the software development companies included in the research and does not include all software development firms in the market. The summaries below are based on primary and secondary research including company websites and company profile from businessweek.com. Our team used this information to rate the companies on three basic competitive measures using a scale of 1 to 10: 1. Media & Entertainment + Mobile Specialization: A measure of the firm’s dedication to the Media and Entertainment industry in terms of technological needs, including its team’s expertise in relevant frameworks in the areas of IPTV, gaming frameworks, social media frameworks, video on demand, and other media frameworks • 2. Flexibility: The flexibility measure is based on two components: a. Flexibility to integrate with the client’s core team at their offices b. Flexibility in adopting the client’s culture and coding standards • 3. Relevant References: An estimated size and number of projects delivered to media and entertainment industry leaders based on the profiles and customer references published on the company’s websites. !

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PRODUCT!FIRMS! Accedo!Broadband!AB Accedo Broadband AB was founded in 2004 and is based in Stockholm, Sweden. Accedo provides interactive content and applications for IPTV and online TV-centric consumer electronics devices. Its products include application portfolio comprising various TV-centric applications, such as games, quizzes, puzzles, horoscope, karaoke, comics, plasma art, radio, news, messaging, and e-mail; Application Provisioning Solution, which is designed to integrate with existing middleware solutions; and Funspot game channel, a TV-centric entertainment service focused on casual gaming. The company supplies services through operators and service providers. The company has branch offices in London, Hong Kong, and San Francisco. • Accedo also provides custom application development services with primary specialization in IPTV middleware. • • Customers: European TV Operators and Consumer electronics with some US penetration. • Our Ratings: Specialization: 9, Flexibility: 3.5, References: 6' ! Dreamsocket.com Dreamsocket.com is a developer of media and entertainment base software established in 2009 and based in Atlanta. Dreamsocket.com business is focused on licensing social media frameworks for media and entertainment companies. • • Customers: CNN, Adult Swim, Disney, Scripps Networks, Cartoon Network, NBA, and Playstation • Our Ratings: Specialization: 9, Flexibility: 2, References: 8 • Sibblingz Sibblingz Inc. develops platform that let play the same social game across Facebook, iPad, iPhone, Android and the Web. The company has developed a cloud based social game framework that enables game developers to design and build social games using virtual goods and micro-transactions for users to access across multiple front-ends. Sibblingz Inc. was founded in 2007 and is based in Burlingame, California. • • Customers: N/A • Our Ratings: Specialization: 9, Flexibility: 2, References: 4 •

ELITE!ENGINEERING! Pivotal!Labs Pivotal Labs, Inc. develops and builds software. It offers Pivotal Tracker, a planning tool for large public companies, startups, and open source development teams to bring collaboration in software development teams; and Tweed, a Twitter client designed for the Palm Pre and Palm webOS with features, such as streamlined UI and navigation, trending topics browse and search, accessing work and personal accounts at Newco - Confidential

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the same time, bookmark searches and timelines, and Palm webOS notifications and location services. Pivotal Labs was founded in 2006 and is based in San Francisco, California. Pivotal Labs has 110 software developers helping both enterprises as well as startups build their web and mobile applications. Pivotal software services are focused on their paired programming methodology – focused code session and automatic code reviews in a paired environment. Pivotal’s paired programming methodology brings agile methods to existing teams, helping them produce business value faster, with less waste, higher quality, and lower cost. • • Customers: Twitter, Groupon, BestBuy, Salesforce, gowalla, citysearch.com, cookbook.com, EMI • Our Ratings: Specialization: 5, Flexibility: 5, References: 5 ! Citrusbyte Pivotal Labs is a software development company that was founded in 2007 with the mission to become the go-to technology consultancy for building world class web applications. Citrusbyte provides application development, technology consulting, product management, experience design, product R&D, and interactive media services. Citrusbyte utilizes its light weight programming methodologies – focus on the features that matter - as their key differentiator. Citrusbyte is a distributed company headquartered in Los Angeles California with engineering staff located in California, the western US and South America. • o Customers: Sony, MySpace o Our Ratings: Specialization: 5, Flexibility: 4, References: 4

SMALL!SHOPS! F2M2! F2M2, Inc. is a boutique mobile application and web development agency based in Marina Del Rey, CA and specializing in design and deployment. F2M2 is a small boutique shop with a couple of developers. o o

Customers: Fox Our Ratings: Specialization: 6.5, Flexibility: 8, References: 2

A sample of Small Shops based on secondary research include: Madmobile, Xcube, Urban Airship, XTremLabs, ELC Mobile

OFFSHORE!FIRMS! !Photon!Infotech! Founded in 1999, Photon Infotech is a next generation Internet Consulting firm creating innovative ebusiness solutions leveraging Next Generation Mobile, Social Media, SOA and Open Source technologies. Newco - Confidential

Page 37


Photon Infotech is headquartered in India with offices in San Jose,CA. Photon Infotech has 1600 employees most of which are offshore. o o

Customers: Britannica, Cengage , Virtual E Our Ratings: Specialization: 3, Flexibility: 2, References: 2

L&T!Infotech! L&T Infotech is a global IT services and solutions provider headquartered in India with global delivery offices one of which is San Jose, CA. L&T Infotech is focused on banking, insurance, energy and manufacturing industries but also has a division that provides content production and distribution as well as content distribution and broadcasting for the Media and Entertainment industry. o Customers: unavailable o Our Ratings: Specialization: 3, Flexibility: 4, References: 1

Newco - Confidential

Page 38


APPENDIX(6:(INITIAL(SALES%PROSPECTS! In this section, we list a wide variety of entertainment and media firms who are actively developing mobile content and products – they are ideal first targets. Note that major studios and content providers are developing mobile strategies in multiple business units (filmed entertainment, home entertainment, TV, theme parks, gaming, music, content libraries) and for individual properties (specialized apps for summer blockbusters, individual shows).

Major!players!from!the!2010!LA!Mobile!Entertainment!Summit!

ESPN: Broad collection of mobile products • • • NBC Universal • • Warner Brothers • • EPSN • • SonicBoom • • Vindigo • • Oasys • • EA Mobile

Disney Theme Parks – Orlando Parks App • • •

Gameloft Disney Univision Fox EPSN The Weather Channel

• • • •

House M.D. Christopher Coppola Productions GOTV CBS Retrofit Films MTV

Mobile!Marketing!Association!Forum,!Los!Angeles!!0!2010!Attendees! This list also includes media, prospective partners and competitors who attended this show. COMPANY NAME

JOB TITLE

COMPANY NAME

JOB TITLE

1020 PLACECAST 3CINTERACTIVE 41-29 4PLAY DIGITAL WORKSHOP 5TH FINGER

SR DIRECTOR, SALES & CLIENT SERVICES VP CORPORATE STRATEGY & INDUSTRY RELATIONS MANAGING DIRECTOR

MAD MOBILE MADHOUSE INC. MARKETNET SERVICES, LLC

VP OF SALES COO VP, SALES & MARKETING

SERVICE DESIGNER

MASHABLE

WEB STRATEGIST AND ENTREPRENEUR

VP, ACCOUNT DIRECTOR

MBLOX

DIRECTOR OF SALES AND ACCOUNT MANAGEMENT

Newco - Confidential

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COMPANY NAME

JOB TITLE

COMPANY NAME

JOB TITLE

5TH FINGER 5TH FINGER 5TH FINGER ABI RESEARCH ACADEMY OF MOTION PICTURE ARTS & SCIENCES ACCESS DEVELOPMENT

CEO VP, ACCOUNT SERVICE VP SALES PRACTICE DIRECTOR

MEDIA ENGINE MEDIALETS MEDIALETS MERKLE, INC

CEO CEO VP OF SALES VP, GM MOBILE SOLUTION

DIGITAL MARKETING MANAGER

METEOR GROUP

SALES REPRESENTATIVE

VICE PRESIDENT, MEMBERSHIP MARKETING

METEOR GROUP

VP BUSINESS DEVELOPMENT

ACCESS DEVELOPMENT

SR. DIRECTOR, MOBILE

METROPCS

DIRECTOR OF WIRELESS SERVICES

ACISION ADDCEL ADDCEL ADDCEL ADDCEL ADENYO ADENYO AEGIS MOBILE AERODEON AFFINION GROUP AFFINION GROUP AFFINION GROUP AFFLE AIMS COMMUNICATIONS INC. AIRSAGE AKBANK AKQA AKQA

VICE PRESIDENT - MARKETNIG SOLUTIONS PARTNER CEO PARTNER PARTNER SENIOR BUSINESS DEVELOPMENT MANAGER MANAGER, AD OPERATIONS CEO GENERAL MANAGER VICE PRESIDENT, NEW PRODUCT DEVELOPMENT SVP, ONLINE MARKETING SENIOR DIRECTOR, ONLINE MARKETING STRATEGY EXECUTIVE DIRECTOR, NORTH AMERICA

MICROSOFT MICROSOFT MICROSOFT MICROSOFT MICROSOFT MICROSOFT MICROSOFT MICROSOFT MICROSOFT MICROSOFT MICROSOFT

SENIOR EMERGING MEDIA MANAGER EVENT MANAGER MEDIA MANAGER SALES SPECIALIST EXECUTIVE DIRECTOR, BIZ DEV SR. PRODUCT MANAGER DIRECTOR, PRODUCT MARKETING SENIOR PRODUCT MANAGER MARKETING MANAGER XBOX GLOBAL SR MARKETING MANAGER PRODUCT MARKETING MANAGER

PRESIDENT

MICROSOFT

DIRECTOR, STUDIO RELATIONSHIPS & STRATEGY

PRESIDENT ALTERNATIVE DELIVERY CHANNELS MARKETING VP HEAD OF MOBILE ACCOUNT DIRECTOR DIRECTOR OF MARKETING, GLOBAL ADVERTISING SOLUTION MARKETING DIRECTOR VICE PRESIDENT OF MOBILE ADVERTISING APPLICATIONS BUSINESS MANAGER, AMERICAS SALES DIRECTOR FOUNDER & CEO MARKETING MANAGER

MICROSOFT MICROSOFT MICROSOFT ADVERTISING MICROSOFT CORP

MOBILE MARKETING GLOBAL PRACTICE LEADER DIGITAL MARKETING CONSULTANT DIRECTOR, GLOBAL TRADE MARKETING PRODUCT MANAGER

MIDNIGHT TRAIN MEDIA

OWNER EVENTS DIRECTOR DIRECTOR SALES VP SALES SVP SALES SVP, PUBLISHER SERVICES VP, ENTERTAINMENT DIRECTOR OF SALES, SOUTHWEST SENIOR VICE PRESIDENT OF MARKETING JOURNALIST BLOGGER DIGITAL PRODUCER

ALCATEL-LUCENT ALCATEL-LUCENT ALCATEL-LUCENT ALCATEL-LUCENT ALCATEL-LUCENT ALLIGATO MOBILE AMERICAN EXPRESS APPSSAVVY APPTERA APPTERA AQUAMOBILE ARCTOUCH - APP DEVELOPMENT ARENT FOX ARENT FOX ARX MOBILE

DIRECTOR WEST COAST SALES DIRECTOR, MOBILE AD SALES VP, ADVERTISING SALES DIRECTOR GENERAL

MILLENIAL MEDIA MILLENIAL MEDIA MILLENIAL MEDIA MILLENIAL MEDIA MILLENIAL MEDIA MILLENIAL MEDIA MILLENNIAL MEDIA MILLENNIAL MEDIA MM GROUP MOBIENTHUSIAST MOBIENTO

MANAGING DIRECTOR, AGENCY SERVICES

MOBIENTO

ACCOUNT DIRECTOR

PARTNER ASSOCIATE SVP, SALES & SERVICES

ACCOUNT MANAGER CEO & EXECUTIVE CREATIVE DIRECTOR CEO

ARX MOBILE

VP, BRAND RELATIONSHIP

AT&T

NATIONAL SALES

AT&T

VP MARKETING & MEDIA INNOVATION

AT&T

DIRECTOR EMERGING MEDIA

AT&T

DIRECTOR OF SALES

AT&T

DIRECTOR, MOBILE MARKETING AND INTERACTIVE MEDIA

AT&T INTERACTIVE

DIRECTOR OF COMMUNICATIONS

AT&T INTERACTIVE ATIMI SOFTWARE, INC ATMIO

VP, MOBILE PRODUCT MANAGEMENT VICE PRESIDENT CEO

AUGME TECHNOLOGIES INC

CHIEF MARKETING OFFICER

B2-MOBILETAIN

CEO

MOBIENTO MOBIENTO MOBILE DREAMS FACTORY MOBILE GIVING FOUNDATION MOBILE GIVING FOUNDATION MOBILE GIVING FOUNDATION MOBILE GIVING FOUNDATION MOBILE INTERACTIVE GROUP MOBILE INTERACTIVE GROUP MOBILE INTERACTIVE GROUP MOBILE MARKETER MOBILE MARKETER MOBILE MARKETER MOBILE MARKETER, MOBILE COMMERCE DAILY, LUXURY DAILY MOBILE MARKETING AND TECHNOLOGY NEWS MOBILE MARKETING AND TECHNOLOGY NEWS MOBILE MARKETING

BAYER HEALTHCARE PHARMACEUTICALS BEELINE GROUP

Newco - Confidential

ASSOCIATE DIRECTOR EXEC. DIRECTOR AGENCY ACCOUNTS

DIRECTOR OF MARKETING AND COMPLIANCE ACCOUNT MANAGER CHAIRMAN AND CEO COO CHAIRMAN - USA SVP NORTH AMERICA DIRECTOR GLOBAL BUSINESS DEVELOPMENT EDITOR IN CHIEF DIRECTOR OF ADVERTISING SALES SENIOR EDITOR EDITORIAL ASSISTANT PUBLISHER CONSULTANT EDITOR

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COMPANY NAME

JOB TITLE

COMPANY NAME

JOB TITLE

BIG IN JAPAN BILLTOMOBILE BLUE CALYPSO BLUEMESSAGING BLUEMESSAGING BNETTV BNETTV BOOKIT BRANDINHAND, INC BRANDINHAND, INC

VP OF BUSINESS DEVELOPMENT VP, CARRIER SALES & INDUSTRY COMMUNICATIONS CMO CHIEF TECHNOLOGY OFFICER CEO PRODUCTION COORDINATOR REPORTER/HOST US ACCOUNT MANAGER ASSOCIATE MEDIA DIRECTOR MANAGING PARTNER & FOUNDER

WATCH MOBILE MESSAGING SOLUTIONS MOBILE MESSENGER MOBILE MESSENGER MOBILE POSSE MOBILECAUSE MOBILERA MOBILESTORM MOBILESTORM MOBITAINMENT MOBITHINKING MOGREET MOGREET MOGREET

BRIABE MEDIA

CEO, CO-FOUNDER

MOTRICITY

BUZZCITY

DIRECTOR OF SALES US

BUZZCITY

VP MEDIA

CALL GENIE INC

DIRECTOR OF PRODUCT INNOVATION

MR PRICE FINANCIAL SERVICES MR PRICE FINANCIAL SERVICES MSL GROUP

CARAT

MEDIA SUPERVISOR

MSL GROUP

CARAT CARAT CARAT CARLSON MARKETING WORLDWIDE CATALENT PHARMA SOLUTIONS CAUSE MEDIA GROUP CELLFISH MEDIA CELTRA CENTURYLINK CHACHA CHACHA CHACHA CHACHA CHACHA CHACHA CHACHA CHECKPOINTS CHELSEA LATELY

MOBILE PLANNER/AE SVP, GENERAL MANAGER MOBILE PLANNER/AE GLOBAL SVP - CREATIVE, INTERACTIVE, MEDIA & MOBILE

MYRMX MYSPACE MYSPACE

DIGITAL ACCOUNT SUPERVISOR SVP, DIRECTOR OF DIGITAL INNOVATION AND STRATEGY EVP MUSIC & BIZ DEV VP & GENERAL MANAGER, MOBILE SENIOR PRODUCT MANAGER

MYTHUM INTERACTIVE INC.

PRESIDENT & CEO

GLOBAL PRODUCT MANAGER

NARANYA MARKETING

COUNTRY MANAGER MEXICO

CAUSE CORRESPONDENT EVP GM/EVP OF SALES MGR- WHOLESALE BUSINESS DEVELOPMENT DIRECTOR OF SALES SR MARKETING & COMMUNICATIONS MANAGER VP MARKETING & CLIENT CARE CRO CEO VP SOCIAL MEDIA STRATEGY ASSOCIATE DIRECTOR, HEAD OF MOBILE STRATEGY VP BUSINESS DEVELOPMENT TALENT PRODUCER

CITYGRID MEDIA

DIRECTOR PUBLISHER PRODUCTS

DIRECTOR SENIOR MARKETING MANAGER DIRECTOR, WIRELESS MARKETING VP, MARKETING MANAGER, MARKETING CTO SR ACCOUNT EXECUTIVE VICE PRESIDENT, MOBILE SERVICES DIGITAL MEDIA CORRESPONDENT CEO DIRECTOR OF STRATEGIC DEVELOPMENT SR. DIRECTOR PR GLOBAL MANAGER DIRECTOR DIGITAL NISSAN & INFINITI CTO

CLEARHUB PTE LTD

MANAGING DIRECTOR

CLEARHUB PTE LTD CLIC2C-US CNN CNN CNN/TURNER COGNITICAL COMCAST ENTERTAINMENT GROUP COMMERCETEL

CHAIRMAN DIRECTOR ACCOUNT EXECUTIVE VP OF MOBILE DIRECTOR OF MOBILE ADVERTISING CTO

NARANYA MARKETING NAVTEQ MEDIA NBC UNIVERSAL NBC UNIVERSAL NBC UNIVERSAL NETIXS CORPORATION NEUSTAR NEUSTAR NEXT GEN MEDIA NINE MULTIMEDIA NOMAD EDITIONS NOVATEL WIRELESS NTT OMD OMNILERT, LLC ONE SOURCE SOLUTIONS, INC. OPENMARKET OPENMARKET OPENMARKET OPENMARKET OPUS RESEARCH OTR GLOBAL

EXECUTIVE DIRECTOR NEW MEDIA OPERATIONS

OUT THERE MEDIA

VP OPERATOR RELATIONS & MD AUSTRIA

CEO VICE PRESIDENT COMSCORE MARKETING SOLUTIONS

COMSCORE

ADVISOR

COMSCORE

DIRECTOR

COMSCORE, INC. COMSCORE, INC. CONSULTANT CONVISUAL CRISP WIRELESS CRISPIN PORTER + BOGUSKY CROSS MEDIAWORKS CTIA CTIA

SVP,TELECOM & MOBILE EVP CONSULTANT COO ACCOUNT EXECUTIVE, WEST SALES

OUT THERE MEDIA PALM SPRINGS BUREAU OF TOURISM PANDORA PARAMOUNT DIGITAL ENTERTAINMENT PAYFONE, INC PAYFONE, INC. PAYMENTONE PAYMENTONE PAYMENTONE

CPO

COMSCORE

VP, EXECUTIVE CREATIVE TECHNOLOGY DIRECTOR

PAYMENTONE

SR. DIRECTOR, DIGITAL MARKETS

VP MOBILE AND ONLINE ADVERTISING SENIOR VICE PRESIDENT & GENERAL COUNSEL VICE PRESIDENT, WIRELESS INTERNET DEVELOPMENT

PEPSI POINT REACH POYNT

MARKETING MANAGER ACCOUNT DIRECTOR VP BUSINESS DEVDELOPMENT AAME

BERING MEDIA

Newco - Confidential

VICE PRESIDENT

CEO VP CARRIER OPERATIONS CHIEF OPERATING OFFICER DIRECTOR OF WEST COAST ADVERTISING SALES VP OF PRODUCT MANAGEMENT CHIEF MOBILE MARKETING OFFICER EXECUTIVE VICE PRESIDENT, SALES CHIEF EXECUTIVE OFFICER INTERNATIONAL SALES EDITOR VP OF ENTERTAINMENT SALES CEO VICE PRESIDENT OF SALES AND BRAND SOLUTIONS DIRECTOR OF SALES, MOBILE SOLUTIONS AND GATEWAY SALES & MARKETING EXECUTIVE MANAGING DIRECTOR

CEO GENERAL MANAGER DIRECTOR, BUSINESS DEVELOPMENT VP, SALES DIRECTOR, MAJOR ACCOUNTS PROGRAM DIRECTOR AND SENIOR ANALYST TECHNOLOGY, TELECOM & MEDIA

ADVERTISING/MARKETING MANAGER SENIOR VICE PRESIDENT OF AD SALES EP, PRODUCT DEVELOPMENT VICE PRESIDENT SALES HEAD OF BUSINESS DEVELOPMENT CEO SENIOR VICE PRESIDENT EVP

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COMPANY NAME

JOB TITLE

COMPANY NAME

JOB TITLE

CTIA DAEDALUS MOBILE CONSULTING DARK MATTER, INC. DATAXU DC DDX MEDIA INC. DELL INC DENSO ADC DENSO ADC DENSO ADC DENUO DENUO DIALOGIC DIGIMARC DIGIMARC CORP

DIRECTOR, TECHNOLOGY PROGRAMS

POYNT CORPORATION

VP, MARKETING & PR

PRESIDENT

POYNT CORPORATION

DIRECTOR, MARKETING & PR, EUROPE

DIRECTOR OF MOBILE STRATEGY PRESIDENT & CEO CC PRESIDENT HEAD OF MOBILITY BUSINESS DEVELOPMENT MANAGER SENIOR MANAGER CIS MARKETING SUPERVISOR VP, DIRECTOR MANAGER BUSINESS DEVELOPMENT MANAGER VICE PRESIDENT, MARKETING PRODUCT MANAGEMENT

DIRECTOR, MARKETING & PR, EUROPE FREELANCE PHOTOGRAPHER VP OF INNOVATIVE DIGITAL MARKETING ASSOCIATE DIR, MOBILE MARKETING SVP, WORLDWIDE MARKETING DIRECTOR ART DIRECTOR DIRECTOR HEAD OF MOBILE MARKETING FEATURES EDITOR DIRECTOR CRO VP MONEY SENIOR VICE PRESIDENT OF DIGITAL STRATEGY

DIGIMARC CORP

SR PROGRAM MANAGER

DIGIMARC CORP DIGITAS DIRECTOR OF AIRWAVE DIRECTV DISNEY DISNEY DISNEY DISNEY DISNEY MOBILE DOUBLE DUTCH STUDIOS

PROD MKTG SPECIALIST SENIOR VICE PRESIDENT, MARKETING

POYNT CORPORATION PROMOVIEW PRUDENTIAL PUBLICIS MODEM USA PUBLICIS MODEM USA QUEEN MOB QUEEN MOB RABARBA RCR WIRELESS REDTECH STUDIOS RINGLEADER DIGITAL RINGRING MEDIA AGENCY RYAN PARTNERSHIP RYAN PARTNERSHIP WILTON SATTCHI SCANBUY

OMD

SCANBUY

PRESIDENT

MARKETING MANAGER DIRECTOR, BUSINESS DEVELOPMENT DISNEY | ABC TELEVISION GROUP, DIGITAL MEDIA MANAGER, BUSINESS DEVELOPMENT ASSOCIATE MARKETING MANAGER MARKETING MANAGER

SCVNGR SCVNGR SENDME, INC. SENDME, INC. SESAME WORKSHOP SESAME WORKSHOP SILVER CREEK PARTNERS INC.

SENIOR BRAND ALCHEMIST SVP, CHIEF BRAND ALCHEMIST DIRECTOR, OPERATIONS HEAD OF MOBILE MARKETING CORPORATE PARTNERSHIPS SR. VP, CORPORATE PARTNERSHIPS

SILVERSTONECIS

DIRECTOR

SILVERSTONECIS SMASH

CEO CEO

SNACKABLE MEDIA

DIRECTOR OF BUSINESS DEVELOPMENT

ECHOMETRIX, INC EMDIGO EMPOWERED WIRELESS ENCORE MEDIA PARTNERS

CEO & CO-FOUNDER V.P., BUSINESS DEVELOPMENT & PRODUCT MARKETING DIR OF SALES VICE PRESIDENT MANAGING PARTNER

GM MOBILE VP MARKETING

MANAGING PARTNER

EPRIZE

VICE PRESIDENT, BUSINESS DEVELOPMENT

ERICSSON ERICSSON AB ESPN EXACTTARGET EXCLAIM MOBILITY, INC. EXPERIAN EXPERIAN EXTRA FATHOM SEO FATHOM SEO FIERCE WIRELESS FISERV, INC FLIXSTER INC FLIXSTER INC FOX DIGITAL ENTERTAINMENT FOX MOBILE GROUP

BUSINESS DEVELOPMENT MANAGER, IPX HEAD OF ADVERTISING STRATEGY & PARTNERSHIPS DIRECTOR PRODUCT MANAGEMENT PRODUCT MARKETING MANAGER - MOBILE

SPIKE TV & MTV NETWORKS ENTERTAINMENT GROUP STARCOM STARZ SUNKIST GROWERS, INC. SYBASE

SENIOR DIRECTOR, MARKETING

SYBASE

MARKETING MANAGER

GLOBAL STRATEGY DIRECTOR DIRECTOR STRATEGY SENIOR SEGMENT PRODUCER LEAD DEVELOPER TECHNOLOGY MANAGER EDITOR-IN-CHIEF SENIOR PRODUCT & MOBILE ALLIANCES MANAGER SALES CRO

SYBASE 365 SYBASE 365 SYBASE 365 SYNIVERSE SYNIVERSE TECHNOLOGIES SYNIVERSE TECHNOLOGIES SYNIVERSE TECHNOLOGIES SYNIVERSE TECHNOLOGIES SYNIVERSE TECHNOLOGIES

DIRECTOR, BUSINESS DEVELOPMENT TECHNICAL MANAGER SENIOR DIRECTOR, OPERATIONS BUSINESS DEVELOPMENT DIRECTOR SR. MANAGER CLIENT MANAGEMENT CLIENT MANAGER III VP SALES MESSAGING REGULATORY AFFAIRS DIRECTOR SR. ACCOUNT EXEC - MES

MANAGER, MOBILE CONTENT

SYNIVERSE TECHNOLOGIES

DIRECTOR OF ENTERPRISE MESSAGING

EXECUTIVE DIRECTOR OF OPERATIONS ASSOCIATE MANAGER, ONLINE AND MOBILE MARKETING DIRECTOR, WAP AND ONLINE MARKETING MANAGER, ONLINE/WAP MARKETING MOBILE MARKETING MANAGER

SYNOVATE

SENIOR VICE PRESIDENT & ANALYTICS OFFICER

SYNOVATE

SENIOR VP

SYNOVATE T-MOBILE T-MOBILE

VICE PRESIDENT DIRECTOR, PRODUCT MANAGEMENT ADVERTISING, SEARCH, APPS

SR, MANAGER, MOBILE

TACO BELL CORPORATION

MANAGER, BRAND EXPERIENCE

VP OF MOBILE SALES

TELCORDIA

STRATEGIC BUSINESS DEVELOPMENT

PRESIDENT

TELEMEDIA USA

VP OPERATIONS

VICE PRESIDENT, BUSINESS DEVELOPMENT ACCOUNT EXECUTIVE DIRECTOR, BUSINESS DEVELOPMENT

TELENAV TELESCOPE TELIGENCE THE ADVERTISING RESEARCH FOUNDATION THE CIMARRON GROUP THE COCA-COLA COMPANY

PRODUCT MARKETING CEO DIRECTOR, PAYMENT AND RISK MANAGEMENT

FOX MOBILE GROUP FOX MOBILE GROUP FOX MOBILE GROUP FOX MOBILE GROUP FREEDOM INTERACTIVE GANNETT DIGITAL GARNER CONSULTING, LLC GEMALTO GETJAR GETJAR GETJAR

CMO

GETJAR GINGA MOBILE

SVP OF SALES AND BUSINESS DEVELOPMENT CEO

Newco - Confidential

SENIOR DIRECTOR, CONSUMER INSIGHTS MOBILE STARZ MARKETING TEAM DIRECTOR OF RETAIL MARKETING DIRECTOR, SALES

KNOWLEDGE SOLUTIONS DIRECTOR CHIEF INNOVATION OFFICER GROUP DIRECTOR DIGITAL PLATFORMS

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COMPANY NAME GLOBAL RESULTS COMMUNICATIONS GLOBAL RESULTS COMMUNICATIONS GLOBAL RESULTS COMMUNICATIONS GOLDSPOT MEDIA GOLDSPOT MEDIA GOMYCELL GOMYCELL GOOGLE GROUND TRUTH GUESS?, INC. GUESS?, INC. GUESS?, INC. GUESS?, INC. GUMIYO, INC. HALLMARK BUSINESS CONNECTIONS HEWLETT PACKARD HEWLETT-PACKARD HIGH CONVERTING MEDIA INC HIGH CONVERTING MEDIA INC HIPCRICKET HOME INTERIOR DECORATING IAPP TECHNOLOGIES IAPP TECHNOLOGIES ICONMOBILE ICROSSING ICROSSING ILOOP MOBILE INALAMBRIA INFINIAN INFOGROUP INTERACTIVE

JOB TITLE

COMPANY NAME

JOB TITLE

MANAGING DIRECTOR

THE COCA-COLA COMPANY

DIRECTOR, MOBILE, GLOBAL INTERACTIVE MARKET

SR. ACCOUNT DIRECTOR

THE COCA-COLA COMPANY

SENIOR MANAGER, CRM AND PRECISION MARKETING

ASSOCIATE

THE HAYZLETT GROUP

AUTHOR, CHANGE AGENT & COWBOY

SVP-SALES & BUSINESS DEVELOPMENT BUSINESS DEVELOPMENT ADVISOR PRESIDENT SALES PRODUCT MARKETING MANAGER SR. DIRECTOR, ACCOUNT MANAGEMENT CRM ANALYST RETAIL MARKETING MANAGER SENIOR PROJECT MANAGER - MARKETING SENIOR CRM MANAGER VP MARKETING

THE HAYZLETT GROUP THE HYPERFACTORY THE HYPERFACTORY THE MARKETING ARM THE MGIVE FOUNDATION THE NIELSEN COMPANY THE RECORDING ACADEMY THE RECORDING ACADEMY THE RECORDING ACADEMY THE SEARCH AGENCY THUMBPLAY

PRESIDENT VP MEDIA INNOVATION AND STRATEGY VP, NEW BUSINESS SVP MARKETING EXECUTIVE DIRECTOR MOBILE ACCOUNT MANAGER - TV NETWORKS DIRECTOR, MARKETING, STRATEGIC ALLIANCES DIRECTOR OF COMMUNICATIONS, MEDIA RELATIONS SOCIAL MEDIA SENIOR COORDINATOR SR. MANAGER, SEM MEDIA SENIOR DIRECTOR

PRODUCT DEVELOPMENT MANAGER

TOMTOM

SR. MANAGER DEVELOPER ALLIANCES

SHOPPER MARKETING MANAGER OF MOBILE, WW CORPORATE MARKETING

TRAILER PARK TRAILER PARK

DIRECTOR, PRODUCT DEVELOPMENT EXECUTIVE VICE PRESIDENT

CEO

TRAILER PARK

MOBILE PRODUCER

CFO

TRAILER PARK

CEO

CHIEF MARKETING OFFICER

TRAILER PARK

EXECUTIVE PRODUCER

HOME INTERIOR DECORATING AHEMDABAD

TRAILER PARK

VP, BIZ DEV

CONSULTANT CEO ACCOUNT DIRECTOR GROUP ACCOUNT DIRECTOR MOBILE STRATEGIST PROJECT MANAGER PRESIDENT DIRECTOR, GROCERY AND CPG

TRAILER PARK TRAILER PARK TRAILER PARK TRANSPERA TRIBUNE TRILIBIS TRIPCASE

VP PRODUCER DIRECTOR, TECHNOLOGY DIRECTOR AD SALES DIRECTOR OF MOBILE SALES & STRATEGY SVP, SALES & MARKETING VICE PRESIDENT OF MARKETING

TXT2GET TXTEAGLE UBILBA MEDIA UNILEVER

CEO CHIEF OPERATING OFFICER FOUNDER & CEO MARKETING DIRECTOR

UNIVERSAL UCLICK UPSTREAM UPSTREAM UPSTREAM US WEEKLY USAA

MOBILE STRATEGIST MARKETING CEO US CARRIER RELATIONS STAFF REPORTER MOBILE MARKETING MANAGER ASSOCIATE DIRECTOR, MOBILE MARKETING & ADVERTISING SVP SALES & MARKETING ACCOUNT DIRECTOR, CLIENT SERVICES DIRECTOR, HEAD OF TELEVISION & SPORTS VERTICALS CO-FOUNDER AND PRESIDENT V.I.C SENIOR VICE PRESIDENT BUSINESS DEVELOPMENT VICE PRESIDENT, ADVERTISING SALES EXECUTIVE VICE PRESIDENT, MARKETING & SALES VP, CREATIVE SERVICES & CO-FOUNDER

VP, DIGITAL MARKETING SOLUTIONS

INMOBI INSIGHTEXPRESS INSPIRIA MEDIA INTEL CORPORATION INTUIT INTUIT IPSH ISOBAR ITRACKS IVDOPIA IVDOPIA IVDOPIA JRH CONSULTANTS JUMPTAP

REGIONAL SALES MANAGER OF WEST - NORTH AMERICA VP & MANAGING DIRECTOR NORTH AMERICA SENIOR DIRECTOR MANAGING DIRECTOR GLOBAL MEDIA MANAGER GROUP MARKETING MANAGER GROUP DIRECT MARKETING MANAGER EVP, MANAGING DIRECTOR VICE PRESIDENT, MOBILE STRATEGIES PRESIDENT & CEO CHIEF BUSINESS OFFICER DIRECTOR OF SALES - EAST COAST DIRECTOR OF SALES - WEST COAST CONSULTANT CMO

KAISER PERMANENTE KAISER PERMANENTE

SR. EMARKETING MANAGER INNOVATION HUNTER

VIBES VIBES

KIA MOTORS AMERICA

MANAGER, INTERACTIVE MARKETING

VIBES MEDIA

INMOBI

VERIZON WIRELESS

VIBES MEDIA KJLH RADIO KJLH RADIO KNOTICE KNOTICE KONICA MINOLTA BUSINESS SOLUTIONS

MEDIA/TECHNOLOGY REPORTER TECHNICAL SUPPORT CEO DIRECTOR OF MOBILE ENGAGEMENT

LENCO MOBILE INC LENCO MOBILE INC. LIVE CROSSING LOCATION LABS

CHAIRMAN & CEO CHIEF STRATEGY OFFICER PRESIDENT SR. DIRECTOR OF PRODUCT MANAGEMENT

Newco - Confidential

MANAGER, INTERACTIVE MARKETING

WATERFALL MOBILE WHERE, INC. WHOOP WHOOP WIRELESS AND MOBILE NEWS WIRELESS WEEK WIRELESSWERX YAHOO! YOWZA!! ZONG, INC

EDITOR EDITOR DIRECTOR, SALES VP, CONSUMER ADVERTISING EXPERIENCE CEO VP CARRIER & INDUSTRY RELATIONS

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COMPANY NAME

JOB TITLE

COMPANY NAME

JOB TITLE

LOCATION3 MEDIA

INTERACTIVE PROJECT MANAGER

ZOOVE

VICE PRESIDENT

LOS ANGELES TIMES

MANAGING DIRECTOR, DIGITAL & LOCAL SALES

ZUMOBI

CEO

LUNEX TELECOM LUTH RESEARCH LUTH RESEARCH

PRESIDENT/CEO DIRECTOR EXECUTIVE VICE PRESIDENT BUSINESS DEVELOPMENT

Digital!Hollywood!Smartphone!/!Tablet!Summit!Speakers!&!Panelists! 2011)Keynote)Speakers) • • •

Sean Baily, President, Walt Disney Studios Jordan Levin, Founding Partner and CEO, Generate Richard Whittington, SVP Entertainment, SAP

Panel)participants TouchIt!0!Roundtable!on!the!Immersive!Consumer!Experience! David Gill, Sr Director, Mobile Media & Marketing, The Nielsen Company Michael Brown, VP Media & Entertainment, Digitaria * COMPETITOR, BUT COULD BE A PARTNER Ted Theocheung, VP of PC & Digital Home Divisions, Synaptics Pedro Vargas, Senior Director, Corporate Marketing, Atmel Steve Kingsley-Jones, Director of Product Management, Immersion Corporation Matt Joe, Vice President of Technology, POP Joyce Schwarz, Author and Business Development Advisor, JCOM

The!Facebook!Factor!–!A!Discussion!of!Facebook!as!an! Entertainment!Product!and!Communications!Platform!–!Building! Buzz,!Building!Community,!Building!Brand!Loyalty,!Building!a! Commerce!Engine! Mitch Feinman, General Manager, Stargreetz Chris Carvalho, Chief Operating Officer, Kabam, Inc. Dilip Venkatachari, CEO and co-founder, Compass Labs Mike Doernberg, Chief Executive Officer, ReverbNation Lisa Marino, Chief Executive Officer, RockYou Mike Vorhaus, President, Magid Advisors, Frank N. Magid Associates, Moderator

Smartphone!and!Tablet!Apps!as!the!Next!Platform!for! Communication,!Information,!Entertainment!and!Commerce! Matt Bean, AVP, Mobile, Social and Emerging Media, Rodale David Goldstein, Director of Business Development, Bottle Rocket Apps* COMPETITOR BASED IN AUSTIN PJ Gurumohan, CEO and Co-founder, GENWI Dan Lee, Director of Mobile Audience Measurement Solutions, The Nielsen Company Preston Rutherford, Business Development, Cooliris Howard Tiersky, President, Moving Interactive, Inc. Brandon R. Lucas, VP and GM, Mobile, Black Entertainment Television

Newco - Confidential

Harshul Sanghi, Managing Director | Motorola Mobility Ventures, Moderator

Merging!Content!with!New!Technologies!0!Content!Reinvention! with!the!Next!Generation!of!Tablets,!eReaders!and!Mobile! Devices! Matt McMahon, VP Mobile, Fox Digital Entertainment *DOING LOTS OF APPS Josh Resnik, Vice President and General Manager of the Gannett Digital Media Network Richard Gingras, Chief Executive Officer, Salon Pallavi Shah, General Manager, BookPrep Business, Hewlett-Packard Nash Parker, Director, Emerging Technology & Media, AlcatelLucent RJ Kirkland, Vice President, Weather Channel James Crawford, Engineering Director, Google Books and Google One Pass Russell P. Reeder, President and CEO, LibreDigital, Inc., Moderator

The!Social!Experience:!Personalized!Communication,! Personalized!TV,!Personalized!Apps,!Personalized!Commerce! Gregg Spiridellis, Co-founder & CEO Guy, JibJab Media Michael Lazerow, CEO, Buddy Media Harry Kargman, founder and CEO, Kargo Marc Ruxin, Chief Innovation Officer, Universal McCann * POTENTIAL PARTNER Sandy Jen, Co-Founder and Engineer Chief, Meebo Marcelino Ford-Livene, General Manager, Interactive Content and Advanced Advertising Development, Digital Home Group, Intel Corporation Lizzie Widhelm, Regional VP, National Advertising Sales, Pandora Patrick Kennedy, President and CEO, Sidebar, Moderator

The!Smartphone!0!Tablet!Economy:!Apps,!Devices,!Commerce,! Video,!Music!&!Consumer!Obsession! Andrew Stalbow, Senior Vice President, Mobile, Fox Digital Entertainment *Lots of apps

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Mark Young, Vice President, Strategy and Business Development, Mobile, Comcast Interactive Media* Cameron Friedlander, VP, Director of Creative technology, Designkitchen Bruce Davis, CEO and Chairman of the Board of Directors, Digimarc Michael Haggerty, SVP, Director of Marketing Accountability and Research, Universal McCann Jordan Kobert, Strategic Partnerships, Mobile, Google Steven L. Canepa, General Manager, Global Media & Entertainment Industry, IBM *Potential partner Lucy Hood, Executive Director, Institute for Communications, Technology Management, USC Marshall School of Business, Moderator

The!Apps!0!The!Smartphone!and!Tablet!–!Entertainment,!News,! Music,!Games,!Location0Based,!Communication!and!Community! Chidi Afulezi, Senior Director, Product Management, Turner Broadcasting Jeffrey Litvack, General Manager, Global Product Development, Associated Press Marc N. DeBevoise, Senior Vice President - Digital Media, Business Development & Strategy, Starz Media Jason Seiken, SVP for Interactive, PBS *DOING A LOT OF APPS Mike Scogin, VP, Wireless, MTV Mobile, MTV Networks * DOING A LOT OF APPS Carl J. Rohling, Esq., V.P. Business Development, Radiotime EJ Laratta, Mobile Specialist, Microsoft Sun Jen Yung, Managing Director, Headwaters MB, Moderator

Video!on!the!Smartphone!and!Tablet!0!Programming,!Content! Relationships,!Dealmaking!and!Commerce! Caroline Giegerich, Director, Innovations, Initiative Beth Clearfield, SVP Digital, Media & Business Development, BBC Worldwide Frank Barbieri, Senior Vice President, Emerging Platforms, YuMe Natalie Farsi, Head of Mobile, Warner Bros. Digital Distribution & Warner Bros. TV Group L.M. Kit Carson, Filmmaker/Journalist, AFRICA DIARY Clark Pierce, Vice President, Emerging Technologies, FOX Sports Frank Chindamo, President & Chief Creative Officer, Fun Little Movies, Moderator

iPhone!Apps!–!Tablet!Apps!0!Change!Agents!–!App! Breakthroughs,!Video,!Games,!Mobile!Engagement!and! Advertising! Steve Polsky, President & COO, Flixster Sean Nolan, VP, General Manager, Rodale Digital Brian Wong, Founder, Kiip Walker Fenton, General Manager, NewsGator Media & Data Services John Kim, Head of Product Development, Pelago Lisa Sullivan-Cross, VP of Marketing and Business Development, Dictionary.com Barb Dybwad, Director of Programming, Tecca Tony Hoskins, Principal, POP, Moderator

Newco - Confidential

Music!Apps!for!SmartPhones,!Tablets!&!Social!Media!–!Reaching! Millions!–!Monetization! Robert!(Leo)!Rodgers,!Sr.!VP!&!Label!Liaison,!Bungalo!Records! Larry Miller, founder - Chairman, ROBA Interactive Michael Schneider,CEO, Mobile Roadie Les Borsai, founder, Gridmob KamranV, CyKiK Timo Poijärvi, co-founder, Hitlantis John Rudolph, CEO, Bug Music Nik Miskov, VP of Business Development, CamUp Kelli Richards, President, The All Access Group, Moderator

The!Social!Experience:!Personalized!Communication,! Personalized!TV,!Personalized!Apps,!Personalized!Commerce! David Jones, Executive Vice President Marketing, Shazam Jesse Redniss, Vice President, Digital, USA Network, NBC Universal Tricia Han, General Manager, DailyCandy Deals Glenn Kiladis, VP of Global Marketing, HeyWire James Field, Director of Technology, NDS Chia-Lin Simmons, VP of Marketing & Content, Harman International, Aha Radio David Goodrich, Executive Vice President, Director Digital, Initiative Jonathan Weitz, Partner, IBB Consulting, Moderator * Potential partner

iPad0Tablet0SmartPhone!Advertising!–!the!Premium!Advertising! Platform! Sid Gorham, EVP, Strategy & Business Development, Media-Sync Dan Neumann, Emerging Platform Strategist, Organic Craig Etheridge, VP of Mobile Advertising Sales, Gannett Digital Network Paul Kultgen, Director Mobile Media & Marketing, The Nielsen Company, Kelvin Rowlette, General Manager, July Systems Tanya Davies, Director of Ad Sales, Jumptap Thomas Plaisted, National Sales Manager, Microsoft Mobile Advertising, Microsoft Corporation Lauren Cole, President, Cole Media, Moderator

The!Social!Media!Primer!–!Using!Twitter!–!The!Real!Time!Web!–! Content,!Communication,!Advertising! Richard Jalichandra, President & CEO, Technorati Media Mari Ghuneim, Vice President, Bravo Digital Media Dounia Turrill, Senior Vice President, Client Insights, The Nielsen Company Michael Weiss, Partner/CEO, imagistic Ben Straley, CEO, Meteor Solutions Sean Casey, Founder and CEO, SocialGuide.com Ben Wiener, CEO, WDCW Marissa Gluck, founder, Radar Research, Moderator

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The!Entertainment!App!Primer:!A!Basic!Users!Roundtable!–! Benefits!of!Apps,!Development!of!Apps,!Marketing!of!Apps! Dr. Natalie Petouhoff, Chief Strategist, Digital Communications, Social Media, Measurement and ROI practice, Weber Shandwick Pavan Mandhani, CEO, Mobifusion Adam Blum, CEO, Rhomobile Mark Adams, VP North America, Accedo Broadband Arlo Gilbert, CEO and founder, iCall Gary Yentin, Consultant, Global Media and Entertainment, Moderator

The!Facebook!Factor!–!A!Discussion!of!Facebook!as!a!Product! and!Communications!Platform!–!Building!Buzz,!Building! Community,!Building!Brand!Loyalty,!Building!a!Commerce!Engine! Thomas French, CEO, Loud Door/Big Prize Dr. A.K. Pradeep, CEO, NeuroFocus Jennifer Sullivan, President, Membrain Licensing, LLC Evan Bailyn, President, First Page Sage Luigi Picarazzi, President, Digital Media Management Linda Sherman, Co-Founder, The Courage Group, Moderator

Personalized!Media:!Entertainment!&!Commerce!0!Social! Television,!Video,!Music!and!Communications! Mark Anderson, CEO, HipLogic Mark Vrieling, CEO, SCREENPLAY, INC. Yosi Glick, CEO and co-founder, Jinni Gabe Adiv, Founder & CEO, TuneUp Media Dirk Brown, Chairman & CEO, Pandoodle Corp. Nick DeMartino, former, Senior Vice President, American Film Institute, Moderator

Advertising,!Commerce!&!Content!Innovation!on!Tablets!and! SmartPhones!–!the!Immersive!or!Location0Based!Commerce!and! Communication!Experience! Kenneth M. Harlan, co-founder and President, MobileFuse Joel Roodman, Managing Partner, Angry Villagers John Clancy, CEO, Azuki Systems Mark Dixon, Vice President, Mobile, JiWire Srini Dharmaji, CEO and Founder, GoldSpot Media Glenn Pingul, VP of Products & Mobile Strategies, Globys David C. Tice, Vice President and Group Account Director, Media Team, Knowledge Networks, Inc., Moderator

Newco - Confidential

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May!2011!Speakers!at!the!Variety!Entertainment!&!Technology!Summit!Lineup! (Held in conjuction with the Digital Hollywood event listed above.) • • • • • • • • • • • • • • • • • • • • • • • • • • • •

Steve Mosko, President of Sony Pictures Television; Thomas Gewecke, President of Warner Bros. Digital Distribution; Robert Kyncl, Global Head of Film and TV at Google Director/Producer/Writer Eli Roth. Victoria Alonso, EVP of Visual Effects at Marvel Entertainment Claire Alexander, VP of Digital Strategy and Business Development at Discovery Communications Joe Ambeault, Director of Entertainment Services at Verizon Manny Anekal, Global Director of Brand Advertising at Zynga Mike Aragon, VP and General Manager of Global Digital Video Distribution and Operations at Sony Network Entertainment Kevin Beggs, President of Lionsgate Television Eric Berger, SVP of Digital Networks at Sony Pictures Television Derek Chang, EVP of Content Strategy and Development at DirecTV Jon M. Chu, Director, Producer and Creator Cameron Death, Senior VP and General Manager at NBCUniversal Digital Studio David Eastman, CEO of North America/Worldwide Director of Digital at JWT Erik Flannigan, EVP of Digital Media at MTV Networks Entertainment Group Arnie Gullov-Singh, CEO of Ad.ly James Gunn, Director, Producer, and Writer Jordan Hoffner, President of Digital at Electus Michael Kassan, Chairman and CEO of MediaLink LLC David Lang, President of Mindshare Entertainment North America Andy Marcus, SVP of Entertainment and Video at MySpace Bill Rowe, Director of Studio Relations-Interactive at Pixar Animation Studios/Disney Feature Animation Cody Simms, VP of Entertainment and Lifestyles Products at Yahoo! Mark Turner, Director of Relationships and Strategy, Media and Entertainment Group at Microsoft Jim Wiatt, Strategic Advisor at AOL Brent Weinstein, Head of Digital Media at United Talent Agency Zia Zaman, Chief Strategy Officer at LG Electronics

Newco - Confidential

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APPENDIX(7:"CASH"COW"PROMOTION! Since we have recommended focusing on media & entertainment as the first cash cow segment, the media plan is geared toward reaching that audience. As Newco moves into additional sectors, the media plan would evolve to incorporate those buyers. Our budget adds additional shows and opportunistic campaigns in later years, and Newco would likely swap some of these tactics to focus on the next target group.

Trade!shows,!conferences!&!events! We’ve budgeted for midlevel sponsorships that would provide strong visibility for Newco and create the opportunity for the company to participate as a featured topic speaker or panelist. 1. September 20-21, 2011: LA Mobile Entertainment Summit (Hollywood & Highland, Los Angeles, lamobilesummit.net). We recommend submitting a speaking proposal (due 7/1/2011)!and sponsoring this event including an exhibit in the Mobile Technology Lounge. • • Last year’s speakers included top entertainment industry executives from Mandalay Entertainment (Peter Guber, Chairman & CEO), Warner Brothers, CBS Mobile, ESPN Digital Media, Fox Sports Interactive, Fox Mobile, MTV, BET, McCann Worldwide, Warner Brothers, “Heroes,” “House,” Variety, and Katalyst (an Newco Strategy client). • th • Attendees (400) included executives from 20 Century Fox, BestBuy, CBS Interactive, CBS Mobile, Dolby, Fox Mobile Group, Fox Sports, Google, Intel, July Systems, Lionsgate, Mayfly Films, Mercedes Benz, Microsoft, MTV, NBC Universal, Netflix, Paramount Media sponsors included Variety, Mashable, Fierce Developer, Fierce Mobile Content, Fierce Wireless, Millenial Media, ReadWriteWeb. 2. November 17, 2011: Mobile Marketing Association Forum (Los Angeles). Attracts brands and agencies, most of which are connected to the entertainment industry. We recommend submitting a speaking proposal (due 7/1/2011) and sponsoring this event including an exhibit in the Mobile Technology Lounge. 3. Opportunistic event: We’ve provided budget for Newco to procure a small sponsorship or throw a party for prospects at one Q1 2012 event. Choices would include the Digital Hollywood at CES: SmartPhone and Tablet Conference or SXSW. • 4. May 2012: Digital Hollywood + Variety’s Entertainment & Technology Summit: This is a larger event than the LA Mobile Entertainment Summit and presents another opportunity for sponsorship and speaking in front of key technology & business unit executives from across the industry.

Newco - Confidential

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In addition, we’ve budgeted for one executive to attend three networking conferences in 2012; that figure increases to 2 executives in later years.

Web!presence! •

Newco’s website needs to clearly delineate between the services & value proposition offered for cash cows versus investments. It also needs to prominently feature entertainment-oriented clients (for example, Withheld) and the more sophisticated, fun, award-winning apps the company (or individual engineers) has built. Withheld, Withheld, BiggestClient and Withheld fall into that category. Demonstrate expertise in sophisticated projects by strategically blogging about new technologies (and how they improve the product or the business), industry trends, interviews with mobile marketers and other thought leaders, etc. Optimize all content for search engines and cross-promote throughout the social web. Publish a column or guest articles for major mobile news sites & blogs, particularly those that offer content specifically for the media & entertainment industries. For example, Mobile Marketer just issued a call for opinion posts on mobile marketing and offers a variety of columns written by executives from technology, advertising, and research firms. Variety.com does not yet list mobile as a “hot topic,” but Bill or the VP-BD could propose to write a regular piece to kick off that category. Heavily promote client apps on your own site and social media accounts. When they win, you win!

Campaigns! •

Test and roll out mobile campaigns on business apps/mobile sites used by mobile executives in the entertainment industry (ex: Variety, Mobile Marketer).

Media!Relations! • •

News releases (6/year) targeted to journalists who focus on mobile & entertainment for industry publications. Seek out members of the media at industry events (especially after speaking) and follow up afterward.

Newco - Confidential

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APPENDIX(8:"INVESTMENT'PARTNER&CHANNEL& RESEARCH! For the Investments side of the business, Newco asked us specifically to interview VCs, angels, and attorneys to understand their propensity for referring startups and portfolio companies to Newco. Our research indicated that local startup attorneys would welcome the opportunity to refer their clients to a firm like Newco. However, VCs and angels were unlikely to do so. Venture)capital)firms) VC firms told us that they do not commonly refer their portfolio companies to software development or strategy firms, and they largely rejected the idea of using a single firm to provide both sets of services (see Figure 5 and Figure 6). In our primary research, several quotes professional investors stood out. First, two quotes regarding referrals were noteworthy: “With most of these guys, their management teams are better at that than me.” Another quote was “Referrals are mostly on a personal relationship process.” Second, when questioning one VC if the deals they pass on ever get funded: “That is quite hard to ascertain … probably a very small percentage … nobody likes to fund rejects.” Finally, one interviewee commented about the deal structure currently proposed by Newco: “That’s tough. Momentum Ventures tried it and it didn’t work. It takes too long to get paid and you have little control. When there’s a bubble, everyone runs around and tries to do things like this.” VCs!Referrals!!of!Software!and!Strategy! Firms!to!Portfolio!Companies.!n=13!

Responsess"

10"

Outside"software" development"firms"

8" 6" 4" 2" 0"

Firms"that"provide" strategic"services"like" interim"management," goLtoLmarket" strategies,"etc."

Figure!5:!VC!referrals!of!software!or!strategy!firms!to! portfolio!companies.!!As!the!chart!indications,!VCs!don't! frequently!refer!portfolio!companies!to!software!or! strategy!firms.!

Newco - Confidential

7" Number"of"responses"

12"

Value!of!Obtaining!!Software!and! Strategy!Services!from!the!same!firm.! n=13! 6" 5" 4" 3" 2" 1" 0"

Figure!6:!!Value!of!Obtaining!Software!and!Strategy! Services!from!the!Same!Firm.!

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VCs do support Newco’s model of taking equity in lieu of cash: 67% of respondents said they would probably or definitely support a portfolio company’s desire to enter into such a deal. However, as explained in the Market section, our research with the CEOs of those firms (the Confident segment) indicated significant opposition to paying with equity. Since our research also revealed that outsourcing decisions lie with the portfolio company, the weak interest from the Confident CEOs negates the VC support for the option. Angel)investors) Angels were equally unlikely to refer their portfolio companies to a firm like Newco (see Table 8). When considering whether to refer deals or partner with a firm like Newco, angels rated “personal relationship” as the most important factor (6.38 of 7) and “good referrals” as the second factor (6.13). Table!8:!Survey!of!Angel!Investor!Interest!in!Referring!Companies!to!Newco!

Response (n=9) Definitely will not Probably will not Not sure Probably will Definitely will

Percentage of Respondents 11% 67% 11% 11% 0%

)Attorneys) In contrast with VCs and angels, attorneys are very willing to refer their clients to Newco (see Table 9) – “that’s what I do” in the words of one interviewee. Attorneys rated deal history as the #1 factor in considering a referral (5.67 of 7), followed by good referrals (5.33), then personal relationship (5.0). Like angel investors, pricing was the least important factor to attorneys. Two additional quotes from our interviews highlight the attorney perspective: “I would love to have a company like this to refer. It would make my life so much easier.” “The best way for them to get my interest is if a client comes to me and says ‘I used them they were awesome.’ Then they can come give a dog & pony show – I’ll watch.” ~LA startup attorneys Table!9:!Survey!of!Attorney!Interest!in!Referring!Companies!to!Newco!

Response (n=16) Definitely will not Probably will not Not sure Newco - Confidential

Percentage of Respondents 0% 14% 14% Page 52


Probably will Definitely will

43% 2%

Bill and Thomas should have little trouble scheduling meetings with local startup attorneys given their interest level in referring their clients. However, we recommend implementing our operational recommendations (please see the Operations sections) and re-surveying Labs customers to measure improvement first. Newco needs enthusiastic reviews and referrals as described above, and they currently don’t have a solid group of raving fans. The entire Newco team also needs to become more visible in LA’s small tech community. Attorneys attend events selectively but explained that word travels quickly.

Newco - Confidential

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APPENDIX(9:"MARKETING"BUDGET! Newco Software Division Marketing Investments by Year Not e 1

2011

2012

2013

2014

2015

2

$10,000

$11,000

$12,100

$13,310

$14,641

23,000

24,150

25,358

26,625

27,957

-

18,000

18,900

19,845

20,837

33,000

10,000 63,150

11,500 15,000 82,858

13,225 16,500 89,505

15,209 18,150 96,794

Other event attendance (including local) Conference attendance Local events (all team members) Subtotal

1,020

2,985 2,666

5,970 3,004

5,970 3,385

5,970 3,814

1,020

5,651

8,974

9,355

9,784

Memberships Subtotal

-

15,000 15,000

15,300 15,300

15,606 15,606

15,918 15,918

9

15,000

15,000

15,000

15,000

15,000

10

-

18,000

19,800

21,780

23,958

8,000

26,235

32,930

37,870

43,550

8,000 -

26,235 18,000

32,930 22,500

37,870 28,125

43,550 35,156

Major trade shows, events & conferences LA Mobile Entertainment Summit Mobile Marketing Association Forum Digital Hollywood Smartphone & Tablet Track Other Future - next vertical Subtotal

Targeted promotion Variety.com Mobile Issue Mobile advertising on industry sites / tech areas Paid search (highly targeted B2B) Other web programs Opportunistic Newco - Confidential

4

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Subtotal Services Marketing consultant Event signage Printing Writing/editing services Graphic design/photography News release distribution Web services subscriptions Subtotal TOTAL

31,000

103,470

123,161

140,645

161,215

15000 1,700 4,000 6,000

60000 3,570 8,200 12,000

60000 3,927 8,610 12,000

84000 4,320 9,041 12,000

84000 4,752 9,493 12,000

3,000

4,450

5,118

5,885

6,768

19

1,800

4,470

5,141

5,912

6,798

20

198

1,188

2,388

2,788

3,588

31,698

93,878

97,183

123,945

127,398

$281,14 9

$327,47 5

$379,05 6

$411,10 9

14

17

$96,718

Assumptions/notes 1 Includes sponsorship/event fees and related expenses (shipping, electricity, etc.) for small exhibit space. Travel expenses for all conferences are included in the travel budget. 2 Estimated - still awaiting pricing 3 "Workshop sponsor": Pre-event 3-hour workshop with an Newco executive moderating the session. Includes business card collection during the workshop, tabletop display outside show entrance, full page collateral piece or giveaway (an app!) in conference tote, logo next to workshop in the event guide, full page ad in the show guide, 4 event registrations, plus standard sponsor benefits 4 Pricing information enroute 5 Could include a minor promotion or a customer party at CES, SXSW 6 "Future" = shows designated for the next vertical target. As Newco moves into new verticals, some entertainment events can be replaced. 7 Assumes Newco sends 1 person (BD or Bill) to several events in 2012, then sends 2 execs to events from 2013 on. 8 Fees for local events like LAVA, MeetUps, CoLoft seminars, etc. Prices range from free to $50ish. We assume several Newco employees will attend each month. Parking fees and gas are included in the travel budget. 9 Published in November 2011, this issue will focus on mobile application development for the industry. Rate card en route; we have entered an estimate. 10 On B2B mobile sites/apps for customer industry execs only (e.g. mobile industry content on

Newco - Confidential

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11

12 13 14

15 16

17 18 19 20

Variety's mobile app/site) Paid search would be extremely targeted to entertainment digital media execs. Content ads would only run on the most important sites (eg Variety, Hollywood Reporter); search engine ads would be restricted to Google only, LA only during reasonable hours for that industry, and carefully monitored for conversion rates to eliminate garbage clicks. Could include creation of a video series, an entertainment-oriented app to promote Newco, or just banners on selected sites. Could be combined with the catchall "opportunistic" budget line. A catchall line that can be combined with #12. Oversees execution of marketing strategies working closely with VP-BD. Executes news releases, web content, case studies, ghost blogging, columns, etc. Drives and coaches team on social media strategy including Facebook & Twitter content strategies. This could easily become a full-time position, particularly if Newco's investments need marketing support, but we have modeled it as a consultant to provide more flexibility. For trade shows. Printed materials for trade shows. We recommend using printed materials to encourage sampling of Newco's products -- eg directing them to a free app that provides specific value for this audience. Will be needed for collateral, blog posts, website content. Similar - may also include fees for stock photography or student photographers to capture compelling shots at events. Six announcements per year via PRNewswire with premium industry and location targeting PLUS announcements around major shows Monthly subscription fees for premium web services as needed (eg email marketing platform, Facebook page tools, etc.)

Newco - Confidential

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