1. Introductory Presentation to (Insert Company Here) (Insert Date Here) (Insert Logo Here)

2. Contents www.bCatalyst.com About Us_______________________________________________________________________ History_________________________________________________________________________ Our Services _____________________________________________________________________ Team ___________________________________________________________________________ Recent Transactions _______________________________________________________________ Recent Consulting Projects_________________________________________________________ M&A Climate ____________________________________________________________________ Debt Markets____________________________________________________________________ Economic Indicators _______________________________________________________________ Industry Outlook __________________________________________________________________ Market Forecast__________________________________________________________________ Reasons to Engage a Specialist______________________________________________________ Contact Information_______________________________________________________________ 3 4 5 8 9 10 11 12 13 14 15 16 17 3. About Us

bCatalyst Advisors, LLC is the regions leading middle-market mergers, acquisitions and corporate advisory specialist.

Our experienced professionals provide mergers and acquisitions (M&A), investment banking and financial advisory services to both mature and growing market leaders.

Over our history, we have achieved successful results for demanding buyers and sellers of corporate assets across a range of industries, including manufacturing, distribution, natural resource and energy services, technology, financial services, media, and food and beverage production.

www.bCatalyst.com 4. History

bCatalyst was founded in 2000 as a provider of seed capital by eight entrepreneurs with considerable start-up and operational experience, including:

Doug Cobb of Appris, David Jones, Jr. of Humana and Chrysalis Ventures, David Grissom of Glenview Trust and Churchill Downs, and Chairman Greg Fischer, former CEO of Servend Industries.

The Company is now headed by CEO and M&A specialist, Andrew McKay, who leads a group of experienced M&A professionals targeting the middle market with a combination of in-depth analytical diligence and market-sensitive advice.

As a result of our Companys unique history and deep contacts within the region, the bCatalyst team has added value and sold companies at every stage of the corporate life cycle, from start-up to full maturity.

www.bCatalyst.com 5. Our Services

Mergers & Acquisitions

bCatalyst Advisors primary focus is providing value-added middle-market mergers and acquisitions advisory services with a high level of expertise, commitment and professionalism.We assist our clients by maximizing their transaction value, expediting the confidential process, and minimizing managements and ownerships organizational burden.

Sell-Side Services

When engaged to sell a business, we provide the following services:

• Valuation consideration and advice

• Preparation of the Confidential Information Sales Memorandum

• Development of a customized marketing strategy and targeted potential buyers list

• Assistance in the prospective purchaser due diligence process

• Assistance in transaction negotiations, term structuring and closing

Buy-Side Services

We represent buyers of businesses for initial and institutional purchasers.Our buy-side engagement services include:

• Identification of potential targets and evaluation of interest

• Initial contact and ongoing communications

• Assistance in due diligence processes

• Assistance in negotiations, term structuring, financing and transaction closing

www.bCatalyst.com 6. Our Services

Valuation

Our valuation work focuses on determining the full worth of an enterprise in the transactional context whether that be for acquisition purposes, share exchanges, succession planning, reorganization, joint ventures or capital raises.In addition to a skilled analytical platform, we bring practical buy/sell advisory experience into the equation.Given our business incubator heritage and strong relationships in the venture capital community, we also have significant experience in valuing start-up and early-stage companies, including valuations under IRS Section 409A.

www.bCatalyst.com

Financial Consulting

bCatalyst Advisors provides a range of value-added financial consulting services.Each service is tailored to the specific needs of the client.Every engagement is a custom assignment, and may include the following:

• Business plan development

• Assistance in locating equity and debt financing for private companies

• Institutional investor marketing material development

• Detailed financial projection analysis

7. Our Services

Strategic Consulting

bCatalyst leverages its experience as both financial analysts and advisors of early to late stage companies to provide insightful direction for your company.Proper development of business strategy is central to a companys success in a changing marketplace.We offer a variety of strategic and analytical tools to make your company successful, including:

• Development of customized marketing strategies

• Corporate partnering, joint ventures and strategic alliances

• Customized market and industry analyses

• Instructive customer analysis

• Strategic process improvement

Financial Modeling

Construction of an articulated financial model should be central to any business plan.bCatalyst offers custom development of detailed financial and decision models that can capture every activity of your business and marketplace.By manipulating a particular variable in our model, a manager can accurately assess the effects of one or multiple changes on each business segment.Some of the tools we offer include:

• Comprehensive pro forma models

• Option pricing models

• Monte Carlo simulations

• Decision analysis modeling

• Multiple regression prediction models

www.bCatalyst.com 8. Team www.bCatalyst.com S. Andrew McKay, CEOAndy is CEO of bCatalyst Advisors and leads client engagements for the firm. He has over 20 years experience in executing middle-market M&A, investment, financial and other business transactions.Andy holds an Illinois CPA certificate, and is a member of the Kentucky and Georgia bars. He is a member of the American Institute of Certified Public Accountants, the Institute of Business Appraisers, the National Association of Certified Valuation Analysts, and the Association for Corporate Growth. He has a BS from the Georgia Institute of Technology and a JD (with honors) from the University of Georgia School of Law.[email_address] 502.583.2230 John Sweeney, Managing DirectorJohn is a Managing Director at bCatalyst Advisors.From 1997 to 2006, John was a vice president in the Investment Banking Group at Hilliard Lyons, a full-service investment firm.At Hilliard Lyons, John focused on middle-market M&A and public and private institutional capital raising.Prior to joining Hilliard Lyons, John spent two years as a partner with Southern Capital Corporation, a Richmond-based LBO firm with portfolio holdings in insurance and radio broadcasting.John also worked in the Mergers and Acquisitions Group of Morgan Stanley Investment Banking and with the FIG-Insurance Group at CS First Boston.John received his MBA from the Amos Tuck School of Business Administration at Dartmouth College, and his BA from Amherst College.[email_address] 502.583.8895 G. Kenneth Kapp Ken is a Senior Managing Director with bCatalyst Advisors. Prior to joining bCatalyst, Ken was CEO of Kapp & Company, a certified public accounting firm, for 29 years. With more than 35 years experience in public accounting, Ken has been involved in all aspects of business. He currently serves as Chair of the Louisville chapter of Vistage. Ken also serves on several local boards, including the School of Business and AAP Advisory Board at Spalding University, Boys Haven, Custom Quality ServicesandFamily & Children First .Ken received his BS in Accounting from the University of Kentucky, and is a member of the American Institute of Certified Public Accountants, the Kentucky Society of Certified Public Accountants, the Association of Insolvency Accountants, and the National Association of Certified Valuation Analysts.KKapp @bCatalyst.com 502.580.5400 John Shumate, AssociateJohn is an Associate at bCatalyst.He joined the firm in 2005 upon graduation from The Wharton School at the University of Pennsylvania, where he received a B.S. in Economics with concentrations in Finance and Management.His work experience includes time at Hilliard Lyons, a regional brokerage house, and at Johnson & Johnson's medical device leader, Ethicon Endo-Surgery.He provides analytical support for mergers and acquisitions and a wide range of consulting activities, including custom financial modeling, business plan development, and company valuation.[email_address] 502.583.8895 9. Sell-Side Transactions www.bCatalyst.com 10. Consulting Projects www.bCatalyst.com 11. M&A Climate www.bCatalyst.com 12. M&A Climate www.bCatalyst.com 13. Debt Markets www.bCatalyst.com 14. Economic Indicators www.bCatalyst.com 15. Industry Outlook www.bCatalyst.com 16. Market Forecast www.bCatalyst.com 17. Reasons to Engage a Specialist www.bCatalyst.com 18. Contact Information www.bCatalyst.com 19. 124 North First Street Louisville, Ky 40202 Phone: 502.583.0400 www.bCatalyst.com