5. 1.1 Corporate Messaging
MORGAN STANLEY, NEW YORK
Executive Director & Corporate Communications Financial Writer, 2011 - 2012
• Financial Writer of executive communications including speeches, talking points,
internal memos, earnings releases, annual letter to shareholders and proxy
materials
• Also participated in earnings due diligence, draft Volcker Rule response,
corporate Twitter launch, Firm values refresh
• Series 24 Registered Principal compliance officer for communications with the
public by Corporate Communications, Philanthropy and Global Sustainable
Finance
6. 1.2 Writer Best Practices
Clarity, written simply in plain English, at times highly personalized for executives
Proficient: Ability to grasp complex financial issues and translate into a narrative
Seasoned: Articulate in working one on one with members of senior management
Collaborative: Collegial in working with IR on time sensitive or longer lead items
Consistent: Corporate voice and messaging in terms of content, style and format
Manage: Move projects forward in a complex environment
Address potential issues or concerns of multiple stakeholders
7. 1.3 Earnings Releases
Morgan Stanley Reports Third Quarter 2011
• http://www.morganstanley.com/about/ir/shareholder/3q2011.pdf
8. 1.4 Corporate Actions
Morgan Stanley Reaches Comprehensive Settlement with MBIA
• http://www.morganstanley.com/about/press/articles/de933308-080f-47af-
b939-4e9cba3832b9.html
9. 1.5 Annual Shareholder Letter
2012 Annual Letter To Shareholders
• http://www.morganstanley.com/2012ams/Letter-Shareholders.pdf
13. 1.9 Series 24 Registered Principal
Compliance for public communications by Philanthropy and Sustainable Finance
• http://www.fastcoexist.com/1679573/how-to-launch-a-skills-based-volunteering-
program-and-make-it-last
14. 1.10 Positive Feedback
2012 Annual Letter To Shareholders
“Looks good” - James Gorman, CEO
“Overall I think it reads very well.” - COO
“I like it. A couple of comments:” - CFO
“Fine by me” - Co-President, Institutional Securities Group
MBIA Settlement Press Release
"Overall this looks very good to me and we have certainly struck the right tone.”
- Global Head of Corporate Communications
Firm Values
"Thanks for all your help. Couldn’t have gotten these speaking points on time
without you!!!!" - VP, Marketing
16. 2.1 Generating Content
DOW JONES & COMPANY, NEW YORK
Columnist / Dow Jones Investment Banker, 2010 - 2011
• Columnist primarily covering the TMT and Consumer/Retail sectors for a
premium subscription service generating sophisticated financial and strategic
commentary for an audience of investment bankers
• Writing insightful, forward-looking columns and hard-hitting, in-depth analyses
that are often accompanied by interactive spreadsheets covering topics such as
M&A, capital raising, regulatory changes, venture capital and private equity
• Coordinated production of the 2011 Deal Predictions representing the editorial
team’s best ideas about which deals could shape or shake up the markets in 2011
and participated in both a virtual press conference and a webinar
• Hewlett-Packard article generated the 1st client subscription for djibanker.com
17. 2.2 Columnist
Idea Generation
Product: A premium subscription service that leverages news and data with in-
depth opinion and analysis
Audience: Investment Bankers, Management Consultants
Commentary: Exclusive analysis which is independent and forward-thinking
Distribution: Proprietary portals, FactSet, djibanker.com, mobile, Twitter
Recognition: Best Online Professional Financial Information Service at the
Software and Information Industry Association’s 2010 Codie Awards
18. 2.3 Coverage
As a Columnist, coverage included:
• Technology • Media • Telecommunications
• Consumer Products • Retail • Fashion
• E-Commerce • Social Media • Restaurants/Spirits
• Airlines/Travel • REITs/Leasing • Non-Profit
• Mergers & Acquisitions • Venture Capital • Private Equity
20. 2.5 Column Best Practices
Columnist, not a Reporter
Entertaining, memorable
The Lead: Opinion of opportunities and pitfalls, without numbers
Nut Graf: Executive summary that sets the scene
Arguments: Compelling commentary written with “swagger”
Valuation: Comparable transactions, trading laterals
Content: PowerPoints, spreadsheets, PDFs, videos and graphics
Avoid unactionable think pieces
22. 2.7 Annotated Filings
How High Will Spirit Fly?
http://sec.gov/Archives/edgar/data/1498710/000119312510212371/ds1.htm
23. 2.8 Graphics Tell the Story
• Where Wal-Mart’s Cash Goes • The Golden Apple
24. 2.9 CEO Interviews
Why Tupperware Is Buyback-Prone And M&A-Shy - March 29, 2011
http://online.wsj.com/video/why-tupperware-is-buybackprone-and-mashy/
20802514-CC67-4846-9E42-15D7B1C81FEC.html
25. 2.10 Hire Announcement
Dow Jones Investment Banker Adds Wall Street Veteran to Editorial Team
• http://www.dowjones.com/pressroom/releases/2010/12102011-DJIB-
Gallagher-0093.asp
NEW YORK (December 9, 2010) – Dow Jones today announced the appointment
of Peter Gallagher to Dow Jones Investment Banker's dedicated editorial team.
Mr. Gallagher joins the New York team as a columnist focusing on the retail, food
& beverage, media, and consumer industries.
“With a deep knowledge of investment banking and corporate finance that can
only be gained working on Wall Street, Peter Gallagher brings a fresh, insider’s
perspective to the investment banking editorial team,” said Rick Stine, senior
editor at Dow Jones Newswires.
Mr. Gallagher has spent more than 21 years on Wall Street in both research and
corporate finance positions. Prior to joining Dow Jones, he was vice president and
content manager for the equity trading desk at Barclays Capital. Earlier, Mr.
Gallagher held positions as a research product manager at Lehman Brothers and
an equity sales specialist at UBS Investment Bank.
27. 2.12 Virtual Press Conference
Quoted extensively regarding HPQ in The M&A Journal Volume 11 Number 4
• http://www.themandajournal.com/
Says Mr. Gallagher: “I think what’s very interesting about Hewlett-Packard is that when the board got actively
involved and forced out the former CEO, the main driver behind it was Mark Andreeson, who has a big
software background.... To some degree, it’s relatively clear that they’re going to focus on growing the
software business, but when you look at HP today, you’ll see that their biggest business is actually their lowest
margin business, and their smallest business—software—is their highest margin business... For HP, it would
make sense to me, and this is a provocative and somewhat contrarian point of view, but if you were to take
the printers, which is profitable and having somewhat of a cyclical rebound, and the PCs, which is kind of a
laggard and losing out to laptops and recently tablets, if they could package those up and reinvest the
proceeds in going big in software and really focus on their enterprise-type business, which is where the future
of the company is, it would be similar to what IBM did over time.”
28. 2.13 Leadership Series Webinar
Featured Speaker
• http://www.dowjones.com/ib/webinars.asp/
29. 2.14 Provocative on HPQ PC’s
We Said: October 8, 2010 - Two Companies Are Better Than One
“But if the Silicon Valley icon is serious about bolstering its position in the
enterprise segment, it must separate its non-enterprise operations. HP's largest
revenue contributor, Personal Systems Group (PCs), has the lowest operating
margins and earnings multiple, while the smallest revenue contributor, Software,
has the highest margins and multiple...Removing Personal Systems Group would
reduce the valuation drag caused by Palm's on-going losses. It would also remove
the risk to HP shareholders that tablets cut deeply into the PC business.” - Peter
Gallagher
What Happened: August 18, 2011 - HP to Evaluate Strategic Alternatives for
Personal Systems Group
http://www.hp.com/hpinfo/newsroom/press/2011/110818xb.html
“HP today announced that its board of directors has authorized the evaluation of
strategic alternatives for its Personal Systems Group (PSG), including the
exploration of the separation of its PC business into a separate company through
a spin-off or other transaction.”
30. 2.15 On Target With SLE
We Said: December 23, 2010 - Sell The Coffee, Not The Company
http://www.dowjones.com/ib/pdf/Dow%20Jones%20Investment%20Banker
%20Ahead%20On%20Saral%20Lee.pdf
“Sara Lee's share price is now at levels where it would take a long time for any
buyer to make a deal accretive. But management ought to seriously consider a
tax-free spinoff of the company's coffee unit to generate immediate shareholder
value along with its existing share-buyback plan. The buyback, combined with a
spinoff of the coffee business should be attractive to current holders, who would
benefit from cash returns, higher valuations, deferred tax events and future
growth. Such a strategy should fend off potential buyers” - Peter Gallagher
What Happened: January 28, 2010 - Sara Lee To Split Into Two Public Companies
“The company is dividing entirely as an answer to recent outside takeover bids.
On Friday, the Downers Grove, Ill., food conglomerate said it plans to split into two
publicly traded companies in early 2012 while unveiling a special dividend of about
$3 a share.” - Dow Jones Newswires
31. 2.16 YUM’s Asian Fusion
We Said: December 2, 2010 - Asian (Con)Fusion
“Take Yum! Brands Inc. It should consider an IPO of its Chinese KFC and Pizza
Hut assets (its restaurants in China are largely company-owned). Alternatively,
Yum! could monetize its domestic Chinese fast-food chain East Dawning by
merging it into Hong Kong-listed Little Sheep Group Ltd., in which Yum! already
has a 27.3% stake.” - Peter Gallagher
What Happened: April 26, 2011 - Yum! Brands Makes Preliminary Proposal To
Acquire China’s Little Sheep Retaurants
http://www.yum.com/company/pressreleases/042611.asp
“YUM! Brands today announced that it has submitted a preliminary proposal to
Little Sheep Group Ltd under which Yum! Brands would offer to acquire all
outstanding shares of Little Sheep, other than a minority interest to be held by the
chairman and other founding shareholders of Little Sheep.”
32. 2.17 RL’s Buyback Capacity
We Said: April 20, 2011 - Can Polo Gallop Any Faster?
“As the company has never had a propensity for major acquisitions, the logical
thing is to return cash to shareholders even faster than the company is at the
moment. At current cash flow rates, Polo could borrow $500 million and draw
down $500 million of cash, bringing it to a neutral net cash position, and still just
brush up against the 2.0x level. That available $1 billion is more than sufficient to
execute the entire $719 million in authorized share buybacks on an accelerated
basis and maintain the new dividend level of $80 million.” - Peter Gallagher
What Happened: May 25, 2011 - The Company's Board of Directors Authorizes an
Additional $500 Million Stock Repurchase Program
http://phx.corporate-ir.net/phoenix.zhtml?c=65933&p=irol-
newsArticle_print&ID=1567576&highlight
“The Company has approximately $972 million remaining under its authorized
share repurchase programs, inclusive of a new $500 million authorization recently
approved by the Company's Board of Directors.”
33. 2.18 A View on GOOG Antitrust
We Said: November 10, 2010 - Google Opponents Should Put Up Or Shut Up
http://www.google.com/press/ita/saying.html
“A competitive threat is not the same thing as an antitrust violation… It is difficult to
make out FairSearch’s precise antitrust arguments. There are alternatives to ITA’s
software: both the GDSs but also upstarts such as the U.K.’s Everbread Ltd.,
which has relationships with 60 low-cost carriers, and Vayant Travel Technologies
LLC of New York. It isn’t clear, therefore, that competition would be reduced even
if Googled didn’t honor ITA’s contracts with other travel companies.” - Peter
Gallagher
What Happened: April 8, 2011 - ITA Software acquisition cleared for takeoff
http://googleblog.blogspot.com/2011/04/ita-software-acquisition-cleared-for.html
“We're excited that the U.S. Department of Justice today approved our
acquisition.”
34. 2.19 Valuing TIVO Litigation
We Said: October 21, 2010 - TiVo's Out-Of-The-Box Appeal
“TiVo's valuation hinges crucially on a suit by EchoStar Corp. challenging TiVo's
patents... Should TiVo prevail, most cable operators will have to strike agreements
with TiVo to allow DVR-enabled set-top boxes. The value of a continuing
relationship with Dish Network Corp. is estimated to be worth $5 to $6 per TiVo
share, or roughly $500 million to $600 million.” - Peter Gallagher
What Happened: May 2, 2011
http://pr.tivo.com/easyir/customrel.do?
easyirid=CA934452BA6418EF&version=live&prid=750426&releasejsp=custom_15
0
“TiVo Inc. (NASDAQ: TIVO), DISH Network Corporation (NASDAQ: DISH), and
EchoStar Corporation (NASDAQ: SATS) announced today that they have settled
all of their ongoing patent litigation. Under the terms of the settlement, DISH
Network and EchoStar agreed to pay TiVo $500 million, including an initial
payment of $300 million with the remaining $200 million distributed in six equal
annual installments between 2012 and 2017.”
35. 2.20 AMZN TV Coverage
Should Amazon Buy Netflix? - May 5, 2011 5:41 PM ET
http://video.cnbc.com/gallery/?video=3000020472
Welcome back to Fast Money. we're live at the Nasdaq market site. Let's put our
ear to a wall in a deal that technogeeks can only dream of, a pairing of Amazon
and Netflix. An article was put out making the case that Amazon and its hulking
$90 billion market cap should buy Netflix to maintain the momentum and avoid
becoming a low margin retailer. Karen, what did you make of this Amazon/Netflix?
36. 2.21 FB Blog Coverage
Goldman’s Facebook plan falls apart - Jan 17, 2011 17:15 EST
http://blogs.reuters.com/felix-salmon/2011/01/17/goldmans-facebook-plan-falls-
apart/
And here’s Peter Gallagher, who notes that Goldman’s boilerplate talks about how
the bank “may at any time further reduce its exposure to its investment in
Facebook through hedging arrangements”. Goldman could write options against
its own Facebook shares and likely has discretion to do so against the fund’s
holdings. In other words, Facebook has a speculative shareholder for the first
time, now that it’s made its decision to get into bed with Goldman. And Goldman
will think nothing of buying puts or selling calls on Facebook shares — or even
dumping its shares outright, if it’s allowed to do so — if that’s what it needs to do
to protect its $450 million investment.
37. 2.22 Market Moving Columns
DJ MARKET TALK: Limited Brands Options Volume Up After LBO Chatter
Tuesday, June 21, 2011 1:47PM
(Dow Jones) Options volume registers an uptick after a report from Dow Jones
Investment Banker that Limited Brands (LTD) could make a peach of a takeout
target if LBO markets improve. Most active are July calls that grant the right to buy
LTD for $38 before expiration; calls to buy the stock for $37 and $39 also seeing
interest. Overall volume is more than three-times daily average, according to
Trade Alert. LTD up 2.8% to $37.32.
Avon Products strength attributed renewed takeover speculation
February 11, 2011 10:06 EDT
http://www.theflyonthewall.com/permalinks/entry.php/AVPid1376780/AVP-Avon-
Products-strength-attributed-renewed-takeover-speculation
Shares of Avon Products are trading higher on renewed takeover chatter following
a Dow Jones Investment Banker article that speculates that Avon may be a
takeover target.
38. 2.23 Contributing to WSJ
If the Tech Works, Buy It
http://online.wsj.com/article/
SB10001424052748703597804576194423391776088.html
When a technology is central to what you do, you want to own it. Partnerships are
like renting the apartment you wish you'd bought.
For example, if Cisco Systems Inc. had bought EMC Corp. instead of joining with it
in November 2009, EMC's virtualization technology likely would have lifted Cisco's
shares, given that the momentum around cloud computing has only increased.
Cisco may want to revisit its relationship with EMC; there are lessons in this for
Microsoft Corp. as well.
39. 2.24 Venture Capital Dispatch
Groupon Risks A Discount By Waiting
http://blogs.wsj.com/venturecapital/2011/01/05/groupon-risks-a-discount-by-
waiting/
Dear Dinky Startup: You're Not Facebook.
http://blogs.wsj.com/venturecapital/2011/01/10/bankers-to-venture-backed-clients-
youre-not-facebook/
Struck Out On Facebook Stock? Maybe Goldman Will Sell You Some Options
http://blogs.wsj.com/venturecapital/2011/01/14/struck-out-on-facebook-stock-
maybe-goldman-will-sell-you-some-options/
Cheap Content Is King: Why LinkedIn's IPO Trumps Pandora's
http://blogs.wsj.com/venturecapital/2011/02/17/cheap-content-is-king-why-
linkedins-ipo-trumps-pandoras/
Why Fusion-io's IPO Could Melt Down
http://blogs.wsj.com/venturecapital/2011/03/24/why-fusion-ios-ipo-could-melt-
down/
40. 2.25 WSJ Deal Journal
Family Dollar: Get a Deal or Take a Discount
http://blogs.wsj.com/deals/2011/02/22/family-dollar-get-a-deal-or-take-a-discount/
Betting on a Turnaround at Jones Group
http://blogs.wsj.com/deals/2011/03/08/betting-on-a-turnaround-at-jones-group/
Did Starbucks Spill a Chance to Buy Green Mountain?
http://blogs.wsj.com/deals/2011/03/16/did-starbucks-spill-a-chance-to-buy-green-
mountain/
Why Amazon Should Buy Netflix or Sony
http://blogs.wsj.com/deals/2011/05/05/why-amazon-should-buy-netflix-or-sony/
A Modest Proposal For Abercrombie & Fitch
http://blogs.wsj.com/deals/2011/06/08/a-modest-proposal-for-abercrombie-fitch/
Could Those Victoria’s Secret Models Be a $10 Billion Buyout?
http://blogs.wsj.com/deals/2011/06/21/could-those-victoria-secret-models-be-a-10-
billion-buyout/
42. 2.27 Review / Farewell Email
You have written a number of very good columns, including some that have drawn
attention. You also have good instincts for significance -- e.g., trends that could
have deal implications (e.g., the consumerization of IT).
You have done a good job coming up to speed on both retail/consumer goods and
the tech worlds, and have balanced the two well.
Your writing has improved markedly... The most recent ones have been well
written and well argued... I appreciate the care with which you review edits. This
inspires confidence in your grasp of the facts.
Peter has contributed much in his year with IB, from the beginning, when was
saddled with the thankless task of corralling the deal predictions last fall.
He has had a knack for calling things right. Not the least of those calls was his
brave – nay, heroic – recommendation a year ago that HP ought to spin off its PC
business. “Sure. Nice argument, but it will never happen,” I told him. Sadly, he
was vacationing in the Adirondacks when HP did the unthinkable last week and
thus wasn’t here to bask in his glory with a string of TV interviews.
43. 2.28 Positive Feedback
“I've never seen a provision like this one in an S-1. What's interesting about the
provision is that it treats the NOLs as though such NOLs were "personal" to the
pre-IPO shareholders, even though it's clear an NOL is a corporate asset. If the
purchasers in the IPO fully appreciate the implications of this provision, it should
affect, adversely, the price they're be willing to pay for the company's stock.”
- II Ranked Institutional Investor's Accounting & Tax Policy Analyst
"This is one of the most thoughtful articles I've read on the topic [HPQ PC's]. I'm
impressed. You're clearly focusing on strategy and not the name calling. Have you
been thinking about why Larry is so voluble on the topic?" - IT Hardware Analyst
For those of us around then, the corporate buybacks were like an Armada entering
the harbor during the '87 crash. As each large cap lined up behind IBM you could
feel the market sentiment shift. Kudos on clearly stating such an important
message. I hope your note reaches Jobs' and Cook's desks.” - Fund Consultant
“Just learned your H-P article that precipitated the first sale of djibanker.com since
its release last week to Bite Comms, sight-unseen - they were called by H-P. Nice
job for a first week!” - Dow Jones Global Director of Investment Banking Solutions
