Attached files
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| 8-K - 8-K - DEX ONE Corp | d474353d8k.htm |
 Integration Plans
and Progress
January 23, 2013
Exhibit 99.1 |
 2
Important Information for Investors and
Security Holders
This communication does not constitute an offer to sell or the solicitation of an offer to buy any
securities or a solicitation of any vote or approval. The proposed merger transaction between SuperMedia Inc. (“SuperMedia”)
and Dex One Corporation (“Dex”) will be submitted to the respective stockholders of
SuperMedia and Dex. In connection with the proposed transaction, Newdex, Inc., a subsidiary of Dex (“Newdex”) has filed with the
Securities and Exchange Commission (“SEC”) a registration statement on Form S-4,
as amended, that includes a joint proxy statement/prospectus to be used by SuperMedia and Dex to solicit the required approval of their
stockholders and that also constitutes a prospectus of Newdex. INVESTORS AND SECURITY HOLDERS OF
SUPERMEDIA AND DEX ARE ADVISED TO CAREFULLY READ THE REGISTRATION STATEMENT AND JOINT PROXY
STATEMENT/PROSPECTUS (INCLUDING ALL AMENDMENTS AND SUPPLEMENTS) AND OTHER RELEVANT DOCUMENTS FILED WITH THE SEC WHEN THEY BECOME AVAILABLE BECAUSE
THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE TRANSACTION, THE PARTIES TO THE TRANSACTION AND THE
RISKS ASSOCIATED WITH THE TRANSACTION. A definitive joint proxy statement/prospectus will
be sent to security holders of SuperMedia and Dex seeking their approval of the proposed transaction. Investors and security holders may obtain a free copy of the joint proxy statement/prospectus
(when available) and other relevant documents filed by SuperMedia and Dex with the SEC from the
SEC’s website at on SuperMedia’s website
at under the tab
“Investors” or by contacting SuperMedia’s Investor Relations Department at (877) 343-3272. Copies of the documents filed by
SuperMedia and Dex and their respective directors, executive officers and certain other
members of management may be deemed to be participants in the solicitation of proxies from their respective security holders with
respect to the transaction. Information about these persons is set forth in SuperMedia’s
proxy statement relating to its 2012 Annual Meeting of Shareholders and Dex’s proxy statement relating to its 2012 Annual Meeting of
Stockholders, as filed with the SEC on April 11, 2012 and March 22, 2012, respectively, and subsequent
statements of changes in beneficial ownership on file with the SEC. These documents can be obtained free of charge
from the sources described above. Security holders and investors may obtain additional
information regarding the interests of such persons, which may be different than those of the respective companies’ security holders
generally, by reading the joint proxy statement/prospectus and other relevant documents regarding the
transaction (when available), which will be filed with the SEC.
Forward-Looking
Statements
Certain statements contained in this document are “forward-looking
statements” subject to the safe harbor created by the Private Securities Litigation Reform Act of 1995, including but not limited to, statements about the
benefits of the proposed transaction and combined company, including future financial and operating
results and synergies, plans, objectives, expectations and intentions and other statements relating to the proposed
transaction and the combined company that are not historical facts. Where possible, the words
“believe,” “expect,” “anticipate,” “intend,” “should,” “will,” “would,” “planned,” “estimated,” “potential,” “goal,” “outlook,”
“may,” “predicts,” “could,” or the negative of such terms, or
other comparable expressions, as they relate to Dex, SuperMedia, the combined company or their respective management, have been used to identify such forward-looking
statements. All forward-looking statements reflect only Dex’s and SuperMedia’s current
beliefs and assumptions with respect to future business plans, prospects, decisions and results, and are based on information currently
available to Dex and SuperMedia. Accordingly, the statements are subject to significant risks,
uncertainties and contingencies, which could cause Dex’s, SuperMedia’s or the combined company’s actual operating results,
performance or business plans or prospects to differ materially from those expressed in, or implied by,
these statements.
Factors that could cause actual results to differ materially from current expectations
include risks and other factors described in Dex’s and SuperMedia’s publicly available reports filed with the SEC, which contain discussions
of various factors that may affect the business or financial results of Dex, SuperMedia or the combined
company. Such risks and other factors, which in some instances are beyond either company’s control, include: the
continuing decline in the use of print directories; increased competition, particularly from existing
and emerging digital technologies; ongoing weak economic conditions and continued decline in advertising sales; the
companies’ ability to collect trade receivables from customers to whom they extend credit; the
companies’ ability to generate sufficient cash to service their debt; the companies’ ability to comply with the financial covenants
contained in their debt agreements and the potential impact to operations and liquidity as a result of
restrictive covenants in such debt agreements; the companies’ ability to refinance or restructure their debt on reasonable
terms and conditions as might be necessary from time to time; increasing interest rates; changes in the
companies’ and the companies’ subsidiaries credit ratings; changes in accounting standards; regulatory changes and
judicial rulings impacting the companies’ businesses; adverse results from litigation,
governmental investigations or tax related proceedings or audits; the effect of labor strikes, lock-outs and negotiations; successful realization
of the expected benefits of acquisitions, divestitures and joint ventures; the companies’ ability
to maintain agreements with major Internet search and local media companies; the companies’ reliance on third-party vendors for
various services; and other events beyond their control that may result in unexpected adverse operating
results.
With respect to the proposed merger, important factors could cause actual results to
differ materially from those indicated by forward-looking statements included herein, including, but not limited to, the ability of Dex and
SuperMedia to consummate the transaction on the terms set forth in the merger agreement; the risk that
anticipated cost savings, growth opportunities and other financial and operating benefits as a result of the transaction
may not be realized or may take longer to realize than expected; the risk that benefits from the
transaction may be significantly offset by costs incurred in integrating the companies; potential adverse impacts or delay in
completing the transaction as a result of obtaining consents from lenders to Dex or SuperMedia; failure
to receive the approval of the stockholders of either Dex or SuperMedia for the transaction; the bankruptcy court failing to
confirm the pre-packaged plan of reorganization if cases are filed under Chapter 11 of the U.S.
bankruptcy code; and difficulties in connection with the process of integrating Dex and SuperMedia, including: coordinating
geographically separate organizations; integrating business cultures, which could prove to be
incompatible; difficulties and costs of integrating information technology systems; and the potential difficulty in retaining key officers
and personnel. These risks, as well as other risks associated with the merger, will be more fully
discussed in the proxy statement/prospectus included in the registration statement on Form S-4 that Newdex has filed with the
SEC in connection with the proposed transaction. None of
Dex, SuperMedia or the combined company is responsible for updating the information contained in this document beyond the publication date, or for changes made to this document by wire services or Internet
service providers.
www.supermedia.com
Dex with the SEC will be available free of charge on Dex’s website at
under the tab “Investors”
or by contacting Dex’s Investor Relations Department at (800)
497-6329. www.dexone.com
Copies of the documents filed by SuperMedia with the SEC will be
available free of charge
www.sec.gov
. |
 3
Table of Contents
Summary Synergy Assessment
Integration Governance and Process
Phase 1
Phase 2
Synergies
Digital Integration
Current Situation |
 Summary Synergy
Assessment |
 5
Synergy Assessment
Numerous assessments of synergy opportunities from
the merger over the last six months established and
confirmed expected synergies of $150m -
$175m over
the next three years
SuperMedia management’s and DexOne management’s estimates
and diligence processes
Alvarez & Marsal reviewed management’s estimates in detail
John Mieske, Independent Integration Lead with much experience
in the industry
Integration teams
As part of the negotiation process, the Steering
Committee retained FTI Consulting, who completed
due diligence on management’s plans and
assessment of synergies |
 6
Cost to Achieve
Synergies
Expense
synergies
actions
are
expected
to
be
implemented
in
2013
and
~70%
of
the
run rate synergies expected to be realized in 2014
Total cost to achieve synergies of $100-120 million offset by realization of
synergy benefit over the same time period
The combined company will benefit from the increased scale and cost
efficiencies. We have not modeled any revenue synergies
Expense Synergies
Cumulative Net Synergies
-17
87
262
437
Cumulative Gross Synergies
60
185
360
535
Expected cumulative gross synergies of $535MM through 2016
0
50
100
150
200
2013E
2014E
2015E
2016E
2013E-2016E Expense Synergies Summary |
 7
Vast majority of the synergies are associated with overhead and support
functions
Alvarez & Marsal Transaction Advisory Group, LLC (“A&M”) was
retained by SuperMedia to evaluate management’s expense synergy
estimates and the one-time costs to achieve.
The companies have made significant progress towards developing an
integration plan over the past several months and anticipate being able to
begin implementing this plan immediately upon close
Expense Synergies –
Prior View
Category
Low
High
Description
Print Product, Publishing
25
30
Paper, printing and distribution economies of scale & process/vendor
management redundancies
Digital Product Costs
20
25
Traffic acquisition efficiencies and fulfillment redundancies
Sales, Marketing, Advertising
40
45
Channel management redundancies, training efficiencies, expense and
headcount redundancies
IT
20
25
Platform consolidation, vendor consolidation and support efficiencies
Corporate, Operational Overhead
45
50
Headcount and occupancy redundancies, best practices efficiencies,
additional outsourcing opportunities, management redundancies
Total
150
175
|
 Integration Governance
and Process |
 9
Integration Planning and Implementation
Process
4 Phase Approach
A well thought out, disciplined and proven approach.
Phase 1:
Evaluate current processes, organization and performance
Phase 2:
Agree upon strategy, priorities and objectives to drive
transformation and growth of the combined company post-merger;
creating an integration plan with preliminary organizational design and
targets and action plans to get to the end state
Phase 3:
Refine integration plan and organizational design; begin staffing
process to support the plans
Phase
4:
Execution
of
the
integration
plan
This process is being guided by an independent consultant who is
an
experienced financial executive with deep knowledge of the dynamics of the
local media industry and the operations of our businesses
Completed
Under
review and
subject to
further
revisions |
 10
Integration Governance
Functional Teams –
2 Leaders
from each Company
•
Local Sales
•
National Sales
•
Sales Training
•
Sales Planning/Operations
•
Marketing
Central/Field/Communications
•
Digital Marketing
•
Information Technology
•
Billing, Credit and Collections
•
Print and Distribution
•
Customer Care
•
Publishing/Graphics/Digital
operations
•
Human Resources
•
Legal
•
Accounting/Tax/Internal Audit
•
FP&A/Business Support
•
Treasury/Investor Relations
•
Strategy/Business
Planning/Business development
•
Real Estate/Procurement
Core Integration
Team
John Mieske -
Lead
Tad Doering
Mike Tracy
Stephen Setian
Paul Bonzagni
Doug Heatherly
Greg Gulden
Pat Bradford
Satish Shetty
Josh Mohr
Angelo Marchese
Comprehensive, collaborative and cross functional review and
accountability.
Dex Media
Leadership
Peter McDonald
Dee Jones
Functional and Core team
members are leaders and
experts (Directors and
above) from each function
in each company with a
variety of backgrounds and
experiences to assess,
review and develop
recommendations. Define
and design the best way to
meet customer
requirements and provide
operational efficiency
Executive Committee and
Leadership Team |
 Phases 1 and 2 |
 12
Integration Planning and Implementation
Process –
Phase 1 Summary
Focus
Functional teams to share information and develop a deep understanding
of
the
current
organizations,
cultures,
processes
and
systems
of
each
company
Align organizations as best as possible in terms of tasks performed and
resources required.
Main Deliverables
Current (as is) organization structure and responsibilities
Goals, metrics and operational and financial performance of current
organizations
Work processes –
similarities and differences |
 13
Integration Planning and Implementation
Process –
Phase 2 Summary
Focus
Recommend functional organizations (not names) for Day 1, interim and
end state.
Create a plan of action to achieve end state
Develop job descriptions
Quantify new organization and compare to expense reduction target
Main Deliverables
New organizational charts
Timeline
Preliminary financial estimates
Best practices for the new organization
Actions relative to people, process and technology to achieve end state
Identify risks, concerns, opportunities
Identify system decision points and recommendations
Preliminary assessment of cost to achieve/implement |
 14
We continue to believe that:
We can achieve the $150 million to $175 million in cost synergies over the
next three years and that the cost to achieve/implement are within $100
million to $120 million
SuperMedia and Dex One face similar business challenges and
opportunities
Each company brings industry-leading best practices to Dex Media that will
benefit our customers and improve operational effectiveness and
efficiency.
We see these opportunities across a broad range of functions (e.g. Sales,
Marketing, Technology, Administrative functions)
SuperMedia and Dex One's different strengths in digital solutions will enable us
to
select
the
social,
mobile
and
local
products
that
provide
the
best
results
for
customers and offer them in all markets, while improving our efficiency in
sourcing and fulfilling the solutions.
Current Synergy Assessment |
 Synergies |
 16
Expense Synergies
Initial View
Category
Low
High
Description
Print Product, Publishing
25
30
Paper, printing and distribution economies of scale and process/vendor
management redundancies
Digital Product Costs
20
25
Traffic acquisition efficiencies and fulfillment redundancies
Sales, Marketing, Advertising
40
45
Channel management redundancies, training efficiencies, expense and
headcount redundancies
IT
20
25
Platform consolidation, vendor consolidation and support efficiencies
Corporate, Operational Overhead
45
50
Headcount and occupancy redundancies, best practices efficiencies,
additional outsourcing opportunities, management redundancies
Total
150
175
Current View
Category
Low
High
Description
Print Product, Publishing
25
30
Paper, printing and distribution economies of scale and process/vendor
management redundancies
Digital Product Costs
15
20
Traffic acquisition efficiencies and fulfillment redundancies
Sales, Marketing, Advertising
30
35
Channel management redundancies, training efficiencies, expense and
headcount redundancies
IT
25
30
Platform consolidation, vendor consolidation and support efficiencies
Corporate, Operational Overhead
55
60
Headcount and occupancy redundancies, best practices efficiencies,
additional outsourcing opportunities, management redundancies
Total
150
175
|
 17
2013 –
2015 Print Product and Publishing
Consolidation
and
rationalization
of
operations
functions
yields
an
approximate 35% reduction in headcount
Reduction in print, paper, and delivery through rationalization of suppliers to
achieve scale, standardization of product formats and distribution
processes Examples include standardizing trim sizes, moving to common color
tinting, aggressive consumer choice initiatives, standardizing column
approach, managing
secondary
distribution,
minimizing
multiple
directories
in
a
market
Optimization and rationalization of distribution strategy and print volumes
Costs to achieve primarily associated with severance, relocation, recruiting
and system conversion/integration
Current View
Category
Low
High
Description
Print Product, Publishing
25
30
Paper, printing and distribution economies of scale and
process/vendor management redundancies
Digital Product Costs
15
20
Traffic acquisition efficiencies and fulfillment redundancies
Sales, Marketing, Advertising
30
35
Channel management redundancies, training efficiencies, expense and headcount
redundancies
IT
25
30
Platform consolidation, vendor consolidation and support efficiencies
Corporate, Operational Overhead
55
60
Headcount and occupancy redundancies, best practices efficiencies, additional
outsourcing opportunities, management redundancies
Total
150
175
|
 18
2013 –
2015 Digital Product Costs
Reductions and efficiencies gained through a common product portfolio
Examples include standardization of platforms and tools, selection of suppliers,
distribution partners and SEM networks.
Costs to achieve primarily associated with severance, relocation, recruiting
and implementation of platform and network conversions/integration.
Current View
Category
Low
High
Description
Print Product & Publishing
25
30
Paper, printing and distribution economies of scale and process/vendor management
redundancies
Digital Product Costs
15
20
Traffic acquisition efficiencies and fulfillment redundancies
Sales, Marketing, Advertising
30
35
Channel management redundancies, training efficiencies, expense and headcount
redundancies
IT
25
30
Platform consolidation, vendor consolidation and support efficiencies
Corporate, Operational Overhead
55
60
Headcount and occupancy redundancies, best practices efficiencies, additional
outsourcing opportunities, management redundancies
Total
150
175
|
 19
2013 –
2015 Sales, Marketing and Advertising
Application of most effective segmentation, channel management and
productivity models yielding an anticipated headcount reduction of 20%.
Rationalization of contiguous and overlap markets
Elimination of duplicate resources in reporting, market research, barter,
compensation, ad agency fees, vendors (e.g., call tracking)
Aligning sales leadership with new footprint and sales office configuration,
reducing national sales marketing support
Best in class go to market and consulting approach, common recruiting and
training practices.
Alignment of sales compensation plans
Costs to achieve is primarily severance, relocation and branding.
Current View
Category
Low
High
Description
Print Product, Publishing
25
30
Paper, printing and distribution economies of scale and process/vendor management
redundancies
Digital Product Costs
15
20
Traffic acquisition efficiencies and fulfillment redundancies
Sales, Marketing, Advertising
30
35
Channel management redundancies, training efficiencies, expense
and headcount redundancies
IT
25
30
Platform consolidation, vendor consolidation and support efficiencies
Corporate, Operational Overhead
55
60
Headcount and occupancy redundancies, best practices efficiencies, additional
outsourcing opportunities, management redundancies
Total
150
175
|
 20
Reduction in IT costs through rationalization of platforms, systems and
operations
Consolidation of Distribution, Enterprise Resource Planning (ERP) and HR
systems; streamlining risk management and security systems; and other ancillary
systems
Consolidation
of
production
support
and
outsourcing;
consolidate
architecture,
R/D and Program Management Office (PMO) groups.
Costs to achieve primarily associated with severance, relocation, recruiting
and various system and platform conversions/consolidations.
2013 –
2015 IT
Current View
Category
Low
High
Description
Print Product, Publishing
25
30
Paper, printing and distribution economies of scale and process/vendor management
redundancies
Digital Product Costs
15
20
Traffic acquisition efficiencies and fulfillment redundancies
Sales, Marketing, Advertising
30
35
Channel management redundancies, training efficiencies, expense and headcount
redundancies
IT
25
30
Platform consolidation, vendor consolidation and support efficiencies
Corporate, Operational Overhead
55
60
Headcount and occupancy redundancies, best practices efficiencies, additional
outsourcing opportunities, management redundancies
Total
150
175
|
 21
2013 –
2015 Corporate, Operational Overhead
Consolidation and rationalization of duplicative corporate functions such as
Finance, Legal, HR, etc. along with Operational functions.
Reduction in G&A functions and in real estate through elimination of
facilities and efficiencies in real estate management
Operational overhead will be reduced through streamlining processes, handle
times and driving to new KPI’s.
Savings
in
billing
and
collection
processes
via
consolidation
of
vendors
and
other
best practices
Costs to achieve primarily associated with severance, relocation, recruiting,
system consolidations, facility closures and lease impairments.
Current View
Category
Low
High
Description
Print Product, Publishing
25
30
Paper, printing and distribution economies of scale and process/vendor management
redundancies
Digital Product Costs
15
20
Traffic acquisition efficiencies and fulfillment redundancies
Sales, Marketing, Advertising
30
35
Channel management redundancies, training efficiencies, expense and headcount
redundancies
IT
25
30
Platform consolidation, vendor consolidation and support efficiencies
Corporate, Operational Overhead
55
60
Headcount and occupancy redundancies, best practices efficiencies,
additional outsourcing opportunities, management redundancies
Total
150
175
|
 Digital Integration |
 23
Digital Integration Objectives
Achieve an integrated, comprehensive, defined
approach to the marketplace
Achieve an integrated set of offerings and solutions
Create a migration path, timeline and process for
supporting the above
Purpose is to define and create a product portfolio that
meets or exceeds customer needs in a profitable and
efficient manner |
 24
Digital Product Rationalization Principles
Providing products that meet customer requirements by delivering
sustainable and measurable results.
Providing products that are better or equal to those offered by competitors
in terms of performance, ease of use and results.
Providing
products
that
deliver
acceptable
financial
performance
for
the
company (in terms of revenue growth, contribution margin, customer
acquisition and customer retention).
Retaining and growing customers of both companies that use current digital
products.
Consolidating product sets where possible to simplify go-to-market
approach, achieve operational efficiencies and capture synergies, while
taking into account transition costs and customer impact.
|
 25
2012 -
Products
Digital
Digital
Products
Products
Description
Description
Solutions
Solutions
Solutions
Solutions
Presence
Creating Online Visibility
iYP Placement
Placement of a business listing and
content on an iYP site
Identity Bundles, Orange,
SuperMatch
DSP and DEP Bundles, Prime
Display
Website
Templated desktop site
Web.com (new), Hostopia, and
Netopia
Hostopia
Mobile Site
Mobile optimized site with similar
content to desktop
GoMobi
Hostopia (part of Websites)
Reputation
Monitoring of client reputation,
social, and reviews online
Yext
Boostability/YellowBot
Social Media
Creation and management of
Social Presence
Internal Supermedia –
Facebook
N/A -
Trialing Solutions
YPH (YP.com)
YP.com iYP Products
Nationwide
Illinois
Online Listings
Listings on Local/Vertical Engines
including Google+
Yext and Internal
Boostability
Video
Custom Shoot or Montage Videos
bieMedia
BieMedia, StudioNow
Promotion
Aggressive Promotion Techniques
Bundles
Bundles of Print and/or Online
Products as a single package
Orange and Top 5%
DGA
SEM
Search Engine Marketing/Pay per
Click/Pay per Call
Internal Supermedia
Internal, OrangeSoda, Kenshoo
Display
Online Banner Ads in various
formats
Banners sold and delivered to
Superpages.com only
PaperG
SEO
Organic methods of increasing
Search Engine Rankings
OrangeSoda
Boostability |
 26
Product Sets Offered
Combined companies offer broad marketing
opportunities for customers on different platforms
SEM/Lead Generation
IYP/Presence (Web and Mobile)
SEO
Sites (Web and Mobile)
Display
Video
Reputation Management and Listings
Social Media |
 27
SEM/Lead Generation
Dex Media will offer a SEM/Lead Generation Product
Evaluated each company’s offering to best understand
differences. Next steps are:
Complete commercial evaluation of:
Commercial model concepts (explicit vs. embedded management fee)
Financial performance
Value delivered to customers
Traffic purchasing and network efficiency
Operational support requirements
Define next generation product functionality
Assess DexNet and Merchant Platform technologies to determine how
to best support the product direction, with best client/traffic and cost
performance, while capturing available synergies and efficiencies
Define migration options, assess impact of migration options on client
retention and growth, transition costs and speed of implementation and final
recommendations on platform approach integration plan.
|
 28
IYP/Presence (Desktop and Mobile)
DexMedia’s presence products will include IYP sites (DexKnows/SuperPages)
including
distribution
to
an
extended
network
of
Tier
1
and
Tier
2
engines
Recommendations
Future IYP products should maintain the existing IYP brands and DNS structure to
maintain SEO validity as well as recognition in the marketplace that can
help retain usage (approach may differ for mobile)
IYP/Presence products should be standardized over time with publication in terms of
content, advertising units, distribution, and commercial (monetization)
approach A single back-end platform should retain content for utilization
on all owned desktop and mobile site/app versioning
Next Step
Determine the commercial model and supporting product set
Evaluate and agree upon the post-merger integration path/consolidation path for
the platforms that will support the agreed common content, product set and
commercial model
Recommend web technology platforms for future scalability to existing desktop
owned presence, with separate evaluation of mobile site and application
technology structure. Recommendation should be separated by platform/mode
of usage. |
 29
Search Engine Optimization (SEO)
DexMedia should offer SEO products to meet a range of
SMB requirements
Recommendation:
Offer basic and high end products
Select a single provider
Product Managers will complete product definitions and
a vendor to recommend based on profitability |
 30
Websites (Desktop and Mobile)
DexMedia should offer a set of website products, basic
and custom, including mobile optimized sites
Recommendation:
Generate common product definition criteria
Select a single provider for all sites or single providers for each site
product (basic, custom and mobile)
Do not force migration of client sites created by former vendors
should
the providing vendor change from the current vendor providing the client
site |
 31
Display, Video, Reputation
Management/Listings and Social
Display
Should offer a product that that provides similar contribution margins comparable
to other company products
Delivers sustainable measurable results for customers
Performs well in terms of customer retention and acquisition
Establish product and distribution criteria and recommend vendor
Video
With the rise in bandwidth, smartphones, tablets and enhanced SEO ranking for
video, sale of a la carte and bundled video should be increased
Define the products and recommend a vendor
Reputation Management / Listing Claiming
Standardize onto one product solution
Define product and recommend a vendor or vendors
Social
Evolve the product to include management for other social applications and
communities (e.g Include LinkedIn, Twitter, Foursquare, Pinterest)
Agree on a single product and approach |
 32
Digital Work in Progress and Next Steps
People:
Plans submitted for both organizational structure and scope of
responsibility Focused
on
market
demand
for
growth,
internal
company
synergies,
and
internal
profitability
Products -
Plans underway as summarized:
Determine market criteria
Determine product features needed for market demand
Determine potential vendors and profitability
Determine consolidation, migration, and new launch criteria for combined
DexMedia footprint
Systems -
Plans underway as summarized:
Determine functionality required to support product criteria
Determine system framework to support product and process direction
Determine architecture and infrastructure for transition to future long last
state Processes:
This will be an output of the Product and Systems discussions
Focus being the most efficient and complete use of processes to grow and retain
clients |
 Current Situation |
 34
Continue to refine Phase 2 based on changes in the
business and learnings to date
Align stand-alone budgets into the 18 functional teams and assess
against preliminary expense reduction targets
Refine expense reduction targets based on phase 2 work
Complete job descriptions for new organizational charts
Continue to assess the potential impact of timing
Phase 3
Identification and placement of qualified candidates into key
leadership positions
Create timelines and dependencies in preparation for Day 1
Refined estimates on cost to achieve/implement
Ongoing Activities |
 35
Maintain focus on continuing to manage these
companies as separate and independent enterprises
thereby impeding our ability to take full advantage of
our combined scope prior to close
The companies are adhering to SEC and Anti-Trust regulations related
to operating as a combined company
Doing as much as possible in preparation for Day 1 without incurring risk
Executive Leadership not named yet thereby slowing
recommendations and decision making
Naming executives too soon may jeopardize current stand-alone
company’s performance and ability to achieve stand alone budgets
Identification and retention of key contributors
Companies still have individual 2013 commitments to
achieve
Challenges |
 Q
& A? |