Diablo Management Group is a long-standing member of the Northern California Chapter of the Turnaround Management Association.

Diablo Management Group

Adicom Wireless: Results
· Bankruptcy was avoided
· Leased equipment returned
· Unemcumbered assets sold at auction
· Intellectual property was sold
· All creditors were paid out on a pro rata basis at 4.5 cents on the dollar

Anosys, Inc.: Results
DMG was able to manage the wind-down of the company and facilitate negotiations for the sale of fixed assets and IP.  Through the out-of-court voluntary process, DMG was able to vacate the company's facilities while complying with environmental requirements. The shell of the company remains for the collection of income and remaining creditor settlements.
· Completed successful operational wind-down
· Sold company's fixed assets
· Conducted employee and creditor settlement negotiations
· Sold IP to organization conducting research which may yield a future return to the estate

Antrim: Results
· Completed transaction with buyer allowing 75% of original employees to move to the buyer's company
· Finalized complex international multi-party financial factoring transactions at the conclusion of the sale
· Executed all fiduciary related operational items including the closure of all employee benefit plans, complex tax matters and ongoing constituency communications and management with customers, creditors, ex-employees and shareholders

Atoga Systems, Inc.: Results
· Sold all assets to Arris
· Distributed all proceeds from asset sale to the senior secured creditors
· Completed all tax returns
· Successfully closed the company's 401(k) plan
· Retained all key personnel
· Handled all tax and employee issues including federal and state tax returns, the issue of W2s and 1099s and a Sales and Use tax audit conducted by the state of California

Blindsgalore.com: Results
· Manage the sale of assets
· Negotiated key creditor settlements
· Business was maintained as required under the terms of the asset sale agreement
· Transaction was approved by the bankruptcy court
· Case was converted to a Chapter 7 liquidation

Cielo Communications, Inc.: Results
· Completed sale of manufacturing operations and intellectual property within four month period
· Gained significant return to creditors
· Purchase price allocation was successfully negotiated with senior secured debt holders, equipment lessors and IMI and unsecured debt holders
· Completed all remaining fiduciary responsibilities for business closure

EC Outlook
DMG worked cooperatively with current management to market and sell the company to the highest bidder.
· Conducted marketing campaign for the sale of company
· All personnel retained
· Successfully sold the company within four months of DMG engagement

Exabye
· Reduced overdue trade payable obligations from $4.7 million to $2.7 million and termed out over a period of 6 to 12 month period
· Reduced lease obligations by more than 200,000 sq. ft. with various landlords
· Negotiated agreement with Asian supplier enabling the continued flow of product and the term-out of overdue payables for a period of 5 years

Hammer Head Systems: Results
Successfully raised $18M in additional financing.

Inflow: Results
After an operational assessment and review, DMG was able to determine recommendations appropriate to the core business model that reduced competitor risk. DMG was able to:
· Reposition the company within current market, which facilitated greater segment market share
· Successfully fundraise $38M contributing to rapid growth efforts
· Successfully facilitate merger with Sungard.

Informatics co.: Results
DMG immediately worked to reorganize the operational processes in place for the marketing and sales channels, increasing quarterly revenues by 1300% in six months. While successfully increasing revenues, DMG determined the sale of the company was the most advantageous action for all involved parties and aggressively marketed and sold the company.
· Reviewed, developed and implemented aggressive marketing and sales improvements
· Increased quarterly revenues by 1300% in six month timeframe
· Successfully merged with biotech company within one year of DMG appointment

Inkra Networks Corp.: Results
· Conducted out-of-court voluntary wind-down
· Completed sale of company's fixed assets through an auctio
· Managed sales of IP assets and technology licenses
· Conducted creditor settlement negotiation
· Operational wind-down completed in all jurisdictions
· All foreign subsidiary liquidations are completed
The buyers and licensees of the IP have continued support of the installed base and integration of the technology into their respective product ranges allowing for future royalty stream payments..

Integrated Measurment Systems (IMS): Results : Results
· Improved order delivery times
· Settled with all creditors concerned with financing issues
· Raised interim bridge loan
· Successfully sold the company to Valid Logic
· Later assisted Valid Logic in sale of IMS to Cadence Design Systems.

Jetstream Communications Inc.: Results
· Assets were sold to Paradyne
· Cash distribution was made to the general unsecured creditors of approximately 25 cents on the dollar
· International subsidiaries in Korea, Canada and Germany were fully dissolved successfully and without incident
· All employee details including final tax filings, W2s, 1099s, and the 401(k) shutdown were expertly handled
· The orderly liquidations and wind-down of Jetstream

Maranti Networks, Inc.: Results
· Sold IP to a major computer data storage manufacturer
· Liquidated all remaining assets
· Successfully handled all corporate tax issues, including tax particulars associated with a Sales and Use Tax audit
· Negotiated and paid all settlements with secured and general unsecured creditors
· Secured settlements with all creditors
· Successfully sold IP assets and managed the transition and shutdown process, post-sale

Moviebeam, Inc.: Results
· Changed the burn rate; made the business more operationally efficient
· Launched campaign to acquire more assets in place
· Business was sold to Movie Gallery / Hollywood Video
· Settlements were reached with all creditors.

Neurome, Inc.: Results
· Successfully completed operational wind-down
· Sold IP to a buyer who continues with promising research (this research may lead to a future return to the estate).

Nsite Software, Inc.: Results
· Closed company's original headquarters
· Determined and paid all outstanding employee and general unsecured creditor claims
· Issued a nominal distribution to the company's preferred shareholders
· Completed all tax returns
· Successfully closed the company's 401(k) program

Oakville Grocery Company, Inc.: Results
· Transferred company assets and operational control from old management to new buyer
· Adhered to all timeframes imposed by courts and the Proof of Claim process
· Assumed responsibility for and managed the shutdown of 401(k) plan
· Distributed claims on assets to general unsecured creditors of Oakville
· Successfully sold Oakville to Leslie Rudd Investment Company

Pets.com: Results
· Terminated 401K plans and effectively closed benefit programs
· Sold remaining assets
· Settled all facility leases
· Received clean opinions on 2 audits
· Pets.com remained in compliance with all SEC requirements
· No shareholder lawsuits were filed against the company
· All tax filings were completed
· Significantly reduced trade payables obligations
· Returned $0.23 per share to shareholders

Silicon Dimensions Inc
· Operationally realigned the business
· Successfully secured bridge funding and a bridge facility
· Successfully sold intellectual property

Skystream Networks, Inc.: Results
· Set up a new business model closely associating Skystream with similar product sellers
· Challenged each expense in the business to eradicate all unnecessary costs
· Established sales channel that minimized unique costs to Skystream
· Fully restructured business to better attain and retain customers
· Raised $38 million in capital
· Successfully negotiated the acquisition of the company

StorageWay, Inc.: Results
· Arranged multiple forbearance agreements with secured and unsecured creditors
· Implemented marketing plan and timetable for business sale
· Settle more than $50 million in secured lease, secured debt and other operating expenses
· Assisted in due diligence/negotiations process with senior secured creditors to achieve maximum value for all assets
· Retained core technology and personnel
· Extended timetable for effective sale of company
· Actively worked with all parties for an amicable settlement of all debts and leases

Visual Numerics
· Brought focus and discipline to the sales and marketing teams and as a result improved sales by 25% year over year
· Restructured operations and better aligned sales levels with royalty rates
· Asian operations were no longer a drain on US operations
· Replaced and recruited country managers in Japan and Taiwan allowing long term business strategy to be led and implemented by a local national

WebWare Corporation: Results
· Conducted creditor negotiations
· Handled all ex-employee related issues
· Closed transactions in approximately one month
· Sold WebWare's assets to WCORP
· Negotiated the subordination of the senior-secured claims
· Generated proceeds for general unsecured creditors

Zatso, Inc.: Results
· Auctioned all assets
· Vacated facility
· Filed tax returns
· Paid creditors 7 cents on the dollar

Diablo Management Group

Since our founding in 1986, Diablo Management Group (DMG) has provided more than 400 troubled corporations with hands-on management and advisory services with the sole mission to increase the value of its clients' assets. For more than 25 years we have effectively conducted a wide variety of interim management and consulting assignments with companies seeking operational improvements or requiring business expansion.

Richard Couch, CEO of Diablo Management Group DMG Business Overview

At DMG we understand that each situation is unique and we are focused on providing choices for businesses to gain control of their demanding and rapidly-changing situations. In every business cycle and environment, rapid change in technology, competition and personnel continues to challenge even the most seasoned executives. We remain focused on providing the optimal choices and solutions to each business.

Our willingness and ability to work in a wide variety of situations, assume fiduciary responsibility when required and respond quickly to client needs has earned us a solid reputation for accomplishment.

Our ability to develop and implement solutions has brought praise from virtually all of our clients; simply stated, we save them significant time and money.

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