Professional Services Corporate Development & Strategy Financing & Capital Raising

Board & Investor Relations

Decisions that reshape organizational direction, structure, and partnerships.

ICR Joele Frank Edelman FTI Consulting
Inside this journey
  1. Executive Outcome Alignment

    Align executive stakeholders on IR objectives, timeline (IPO/activist response), decision roles, and measurable success signals.

    Discovery Questions

    Opening: Tell Us About Your Investor Relations Moment

    • Briefly describe the immediate event that brought you to look for IR support right now (pick all that apply) Options: Preparing for IPO, Persistent stock discount vs peers, 13D/activist notice, New CFO joining, Earnings volatility/poor call, Board request to professionalize IR, Other — will explain
    • Which single outcome matters most in the next 3–12 months? Options: Securing sell-side analyst coverage, Attracting institutional investors, Defusing activist pressure, Preparing a clean IPO story, Improving earnings call execution, Establishing ongoing IR governance, Other
    • Who is the primary decision owner for this engagement inside your company? Options: CFO, Head of IR/Investor Relations Director, Chief Communications Officer, CEO, General Counsel, Head of Strategy/Corporate Development, Board/Lead Independent Director, Other
    • How soon do you need to see demonstrable progress on that primary outcome? Options: Immediately (days), Within 1 month, 1–3 months, 3–6 months, 6–12 months

    Is Management’s Story Actually Reaching the Right People?

    • If you had to bet money, which is more true: the market misunderstands your business, or management hasn’t clearly told the right story to the right people? Options: Market misunderstands fundamentals, Management story not reaching right audiences, Both equally, Unsure
    • Which investor types currently engage with management most frequently? Options: Global long-only institutions, Fundamental hedge funds, Quantitative funds, Retail/individual investors, Private equity/venture investors, No reliable engagement
    • Tell us the last three meaningful pieces of investor feedback you received (specific quotes or paraphrases are very helpful)
    • Which sell-side analysts currently cover you, and which meaningful gaps do you see in that coverage?
    • How often does management proactively meet with top holders or prospective long-term institutional investors? Options: Weekly, Monthly, Quarterly, Occasionally (ad hoc), Rarely/never

    Where the Street Is Getting Lost

    • Many leadership teams assume their thesis is obvious — where do you suspect the sell-side or buy-side is misreading your investment case?
    • Which three metrics or story points do you believe investors are consistently mispricing? Options: Revenue growth sustainability, Margin improvement trajectory, Capital allocation plan, Addressable market size, Recurring revenue quality, One-time items/adjustments, Other
    • Has your company ever run a perception study or investor survey? If yes, summarize the surprising finding that changed your thinking. Options: Yes — summary attached, Yes — surprising finding: (free text), No
    • From investor conversations, what is the single most common objection that stops a buyer from initiating or expanding a position?
    • How long have these perception gaps existed, and what has been tried so far to address them? Options: A few months, 6–12 months, 1–2 years, Multiple years, Not sure

    What’s Getting in the Way of Fixing It?

    • If you stepped back for a moment — what internal habit, decision, or politics is most likely to stop a successful IR program from taking hold here?
    • Which of these internal constraints matter today? Options: Limited bandwidth in finance/IR, Board resistance to transparency, Legal/controls caution, Competing strategic priorities, Budget limitations, Lack of senior buy-in, Other
    • Describe a past initiative (IR or communications) that stalled — what specifically derailed it?
    • How would you characterize management’s appetite for candid investor dialogue on tough topics (e.g., unit economics, margin drivers, macro sensitivity)? Options: Very open, Cautiously open, Prefer guarded messaging, Avoids difficult conversations
    • Who typically wins the argument when communications trade-offs arise — growth storytelling or conservative disclosure? What is the downstream impact?

    What Would Executive Outcome Alignment Actually Look Like?

    • Can you describe the executive-level outcome that would make the board say, 'this IR engagement was a clear success'?
    • Which measurable success signals would you accept as proof (pick up to three)? Options: New or reinstated sell-side coverage, Specific institutional buys/position sizes, Valuation multiple improvement vs peers, Improved guidance credibility (analyst adjustments), Reduced share volatility around earnings, Successful IPO pricing/coverage, Other
    • What is the hard deadline or event driving this timeline (e.g., IPO filing date, earnings call, board review, activist proxy deadline)?
    • Who must explicitly sign off on the outcome (names or roles), and who needs to stay informed but not decide?
    • If there were a public activist or proxy battle, what decision authorities and escalation paths would you want pre-defined?

    Designing the Minimum Viable Pilot: How Do We Prove Value Quickly?

    • What single pilot would convince you this advisory relationship moves the needle (choose one primary focus) Options: IR audit + gap analysis, Earnings script & management prep, Targeted buy-side outreach, Perception study of analysts/institutions, Roadshow coordination mock-up
    • How long should a diagnostic pilot run to feel credible in your environment? Options: 1–2 weeks, 3–4 weeks, 4–6 weeks, 2–3 months
    • What confidential or sensitive materials are you willing to share during a pilot (pick any that apply) Options: Historical investor feedback, Earnings scripts/drafts, Top 20 shareholder list, Recent sell-side notes, Board presentations, None
    • Which pilot success criteria would make you move to a broader engagement without further debate? Options: Clear buy-side meetings scheduled, One new analyst coverage, Quantified perception shift in survey, Board endorsement of IR roadmap, Documented improvements to disclosure

    Who Needs to Be in the Room — and Who’s Not Showing Up?

    • Think of the last time an important external stakeholder meeting went poorly — who was missing who mattered most?
    • Which internal roles should be included in weekly pilot governance calls? Options: CFO, Head of IR, CEO, GC/Legal, Head of Communications, Corporate Secretary, Investor Relations agency lead, Board observer
    • Are there external advisors or bankers whose alignment is critical to success? If so, name them or describe their role.
    • How do your key stakeholders prefer to receive bad news or trade-offs—email, short brief, face-to-face, or via the board? Options: Email with data, Concise executive brief, Direct conversation (phone/in-person), Board meeting

    How This Feels — The Emotional and Reputational Stakes

    • When you think about investor perception today, what emotion most captures how the leadership team feels (pick one) Options: Frustrated, Worried, Composed but concerned, Confident, Embarrassed, Renewed energy
    • What is the single thing that keeps you awake at night about investor relations and market perception?
    • Describe a recent internal disagreement about communications or disclosure — what decisions were contested and why?
    • If our engagement succeeds, how would you describe the reputational impact across investors, board, and media in one sentence?

    Making a Commitment: Practical Next Steps to Launch the Pilot

    • What is your preferred contracting model for a pilot? Options: Fixed-fee pilot, Time-and-materials retainer, Outcome-linked fee, Introductory discount then retainer
    • Who should be the primary point of contact to kick this off, and what are their contact details and typical availability?
    • What internal documents or access will you be able to provide within the first two weeks (pick any) Options: Top-20 shareholder list, Last 4 earnings scripts & calls, Sell-side coverage list, Recent investor presentations, Board packet relevant to strategy, None immediately available
    • What budget range have you allocated or expect to allocate for a diagnostic pilot? Options: >$250k, <$25k, $25k–$50k, $50k–$100k, $100k–$250k, TBD
    • If we propose a 4–6 week diagnostic, what would be a realistic internal timeline for your team to review and approve that scope? Options: Within 1 week, 1–2 weeks, 2–4 weeks, More than 4 weeks
    • Finally, what would make you say 'yes' to a pilot in the moment we present it? Be explicit about must-haves and deal-breakers.
  2. Solution Experience

    Walk through scenario-based plans that map diagnostics, perception study findings, and targeted outreach to the desired valuation and coverage outcomes.

    Experience Meetings

    • Current-State Confirmation & Cost-of-Inaction
    • Perception Study Findings -> Root Drivers Workshop
    • Scenario-Based Outreach & Targeting Workshop
    • Narrative Proof & Earnings Script Simulation
    • Outcome Modeling & Pilot Acceptance
    • Revise earnings script based on role-play feedback and circulate a redline within 48 hours.
    • Identify evidence to support rebuttals and a clear list of evidence gaps to close.
    • Obtain stakeholder validation that the prioritized drivers reflect the company's reality.
    • Produce a one-page prioritized driver list with linked evidence and estimated effort to remediate.
    • Assign owners to collect missing evidence/materials (financial metrics, customer proof points, governance clarifications).
    • Schedule follow-up with IR/Finance to resolve any contested drivers before scenario planning.
    • Read-back of Prioritized Drivers & Success Signals
    • Select a preferred outreach scenario that directly addresses prioritized perception drivers.
    • Produce a target investor/analyst list mapped to scenario tactics and timing.
    • Assign preliminary owners and timeline for pilot execution.
    • Draft the chosen scenario's detailed outreach sequence and 8–12 target investor/analyst list.
    • Create a resource RACI (who does what) for scenario execution and circulate to stakeholders.
    • Set dates for initial analyst briefings and non-deal roadshow windows aligned to earnings/IR calendar.
    • One-line Future State & Key Message Priorities
    • Validate that the narrative and scripts rebut core perception drivers and map to success signals.
    • Identify specific script edits and additional evidence required to make the narrative proof robust.
    • Commit to rehearsal cadence and owners to prepare management for public delivery.
    • Introductions & Objectives
    • Assemble an evidence packet (data charts, customer proof points, analyst notes) to support each message pillar.
    • Schedule the first full-dress rehearsal with management and the advisory team prior to the next earnings cycle.
    • Recap Selected Scenario & Success Signals
    • Obtain formal acceptance of the pilot scope, success metrics, and governance model.
    • Align stakeholders on modeled outcomes and the key execution risks that must be mitigated.
    • Assign owners and schedule the pilot kickoff within the agreed timeline.
    • Finalize and distribute the pilot SOW with success criteria, confidentiality terms, and governance within 48 hours.
    • Assign pilot owners and confirm availability for the kickoff week; prepare the initial diagnostic checklist.
    • Prepare a one-page decision memo for the board/steering committee summarizing scenario selection, modeled outcomes, and pilot ask.
    • Achieve a single, agreed sentence that crisply states the current state.
    • Quantify the financial and strategic consequences of the current state.
    • Agree a one-line future state and 3–5 measurable success signals to guide the Solution Experience.
    • Provide supporting datasets (price history vs peers, coverage list, perception study raw findings) to all participants within 48 hours.
    • Finance/IR to calculate the valuation gap in $/bps and prepare backup charts for the next workshop.
    • Circulate the agreed one-line current state, consequence bullets, and future state to stakeholders for formal sign-off.
    • Recap: Agreed Current State & Success Signals
    • Create a prioritized list of root perception drivers tied to investor behaviors.
    • Define Target Investor Personas & Analyst Profiles
    • Perception Study Themes
    • Outcome Modeling Presentation
    • Narrative Mapping: Messages to Drivers
    • One-line Current State Confirmation
    • Sensitivity & Risk Analysis
    • Data Review: Diagnostics Snapshot
    • Driver-to-Behavior Mapping
    • Scenario Design: Base / Accelerated / Defensive
    • Earnings Script & Q&A Framework Presentation
    • Prioritization Exercise
    • Pilot Scope, Success Criteria & Governance
    • Role-play Simulation (Management + Analyst Personas)
    • Consequence Quantification
    • Tactical Mapping: Channels & Timing
    • Stakeholder Impact Mapping
    • Decision & Commitment
    • Owner & Resource Assessment
    • Evidence Inventory & Gaps
    • Discussion: What Proof Was Needed & What Changed
    • Define One-line Future State & Success Signals
    • Select Preferred Scenario & Confirm Outcome Metrics
    • Iteration Plan & Next Rehearsals
    • Validation & Acceptance
    • Immediate Next Steps & Kickoff Scheduling
  3. Solution Scope

    Define advisory modules (IR audit, earnings scripts, investor targeting, roadshow coordination, shareholder surveillance), responsibilities, and measurable deliverables.

    Scope Configuration

    • Draft quarterly earnings script and CFO remarks
    • Prepare earnings press release and Form 8‑K filing
    • Conduct live earnings‑call rehearsal with management
    • Produce investor presentation deck (investor‑ready)
    • Deliver tailored investor meeting briefbooks per investor
    • Execute buy‑side roadshow meetings and briefings
    • Run sell‑side analyst briefing calls
    • Send targeted buy‑side outreach email campaign
    • Draft activist response statement and Q&A
    • Publish investor relations website pages and materials
    • Draft proxy messaging and shareholder letter
    • Distribute monthly shareholder register and ownership report
    • Deliver media and on‑camera interview training

    Scope Questions

    Draft quarterly earnings script and CFO remarks

    • Which quarter/date should the script and remarks cover?
    • What are the primary objectives for the script? Options: Reassure analysts, Explain variance vs guidance, Reset guidance, Drive valuation narrative, Address one-time items, Other
    • Are there material adjustments, non-recurring items, or restatements to disclose? Options: Yes, No, Unsure
    • Expected results relative to guidance or consensus? Options: Above guidance/consensus, In line, Below guidance/consensus, Uncertain
    • Who must review and approve the final script? Options: CFO, CEO, Corp Communications, Legal/Compliance, Board Representative, Other
    • Do you want a scripted Q&A prepared for anticipated analyst questions and tough follow-ups? Options: Yes, No

    Prepare earnings press release and Form 8‑K filing

    • Will the release include updated guidance or material disclosures that require accelerated review? Options: Yes, No, Possibly
    • Is there an internal template or prior release we should follow? Options: Yes, No
    • Who is the regulatory/filing owner for 8‑K submission and review timing requirements? Options: Legal, Finance, IR, External Counsel, Other
    • Are there embargo timing constraints or planned simultaneous announcements (e.g., PR, website posting)? Options: Yes, No
    • Do you require earnings highlights and boilerplate copy for press and investor sites? Options: Yes, No
    • Any sensitive legal/regulatory issues or disclosure controls we must account for?

    Conduct live earnings‑call rehearsal with management

    • Which executives will participate in the rehearsal (names and roles)?
    • What format do you prefer for rehearsal (full dress, tabletop, virtual only)? Options: Full dress run-through, Tabletop walkthrough, Virtual/remote rehearsal, Hybrid
    • Do you want mock analyst questions from sell‑side and buy‑side perspectives included? Options: Yes, No
    • Are there specific messaging risks or contentious topics to rehearse (e.g., guidance cuts, activism, restructuring)?
    • Do you require feedback notes, annotated scripts, and a post‑rehearsal action list? Options: Yes, No
    • Preferred rehearsal timing relative to the call (days before)? Options: 1 day, 2-3 days, 4-7 days, More than 7 days

    Produce investor presentation deck (investor‑ready)

    • What is the primary audience for the deck (sell‑side, buy‑side, retail, board)? Options: Sell‑side analysts, Buy‑side investors, Retail investors, Board of Directors, Mixed
    • Do you have an existing corporate pitch deck or assets to refresh? Options: Yes, No
    • Which key messages or investment thesis points must be emphasized?
    • Are there specific financial models, metrics, or data visualizations that must be included? Options: Yes, No
    • Do you require multiple deck versions (management, technical, CFO summary)? Options: Yes, No
    • What is the desired turnaround time for a first draft and for finalization? Options: 48 hours, 3-5 business days, 1-2 weeks, Custom

    Deliver tailored investor meeting briefbooks per investor

    • How many unique briefbooks do you anticipate needing (estimate)? Options: 1-5, 6-15, 16-50, 50+
    • What investor segments should be prioritized (long-only, quant, event-driven, mutual funds)? Options: Long‑only, Event‑driven/activist, Quant/ETF, Mutual funds, Hedge funds, Other
    • Do you have CRM data or investor profiles we should use to personalize briefbooks? Options: Yes, No
    • What level of customization is required (cover note only, tailored financial slides, full thesis writeup)? Options: Cover note only, Tailored slides + cover, Full bespoke briefbook
    • Are there confidentiality or distribution restrictions for specific investors? Options: Yes, No
    • Do you want meeting prep talking points and suggested next‑asks included with each briefbook? Options: Yes, No

    Execute buy‑side roadshow meetings and briefings

    • Which markets/regions and cities should roadshow coverage include?
    • Do you want in‑person meetings, virtual briefings, or a hybrid approach? Options: In‑person, Virtual, Hybrid
    • Who will be the primary company attendee(s) on roadshows (CFO, CEO, IR lead)?
    • What are the primary goals for the roadshow (raise awareness, secure allocations, win coverage)? Options: Raise awareness, Secure allocations, Win sell‑side coverage, Address concerns, Other
    • Do you require logistics and scheduling support, including investor introductions and follow‑ups? Options: Yes, No
    • Are there blackout periods, travel restrictions, or compliance rules we must follow? Options: Yes, No

    Run sell‑side analyst briefing calls

    • Which sell‑side firms/analysts are priority targets for briefings?
    • Preferred briefing format: group webcast, one‑on‑one calls, or in‑person analyst meetings? Options: Group webcast, One‑on‑one calls, In‑person meetings, Mixed
    • Do you want embargoed materials and advance analyst packets distributed? Options: Yes, No
    • Do you anticipate controversial topics or forecast changes that analysts will probe? Options: Yes, No
    • Will analyst briefings require legal/compliance sign‑off or an approved script? Options: Yes, No
    • Do you require follow‑up tracking (questions answered, note publication monitoring)? Options: Yes, No

    Send targeted buy‑side outreach email campaign

    • What is the campaign objective (set meetings, distribute briefbooks, announce results)? Options: Set meetings, Distribute materials, Announce results, Follow‑up after roadshow, Other
    • Which investor segments and lists should be targeted? Options: Long‑only, Hedge funds, Quant strategies, Index funds, Retail brokerages
    • Do you have existing email templates or prefer new copy aligned to the campaign? Options: Use existing, Create new templates
    • Do you require A/B testing, deliverability monitoring, and outreach analytics? Options: Yes, No
    • Are there compliance/opt‑out rules or CRM integrations needed for the campaign? Options: Yes, No
    • What is the intended send window and follow‑up cadence? Options: Immediate (within 1 week), 2–4 weeks, Quarterly, Custom cadence

    Draft activist response statement and Q&A

    • Is there an active filing or public letter from an activist today? Options: Yes, No, Threatened/Possible
    • What is the desired tone for the response (conciliatory, assertive, factual, legal‑minimal)? Options: Conciliatory, Assertive, Factual/neutral, Legal‑minimal
    • Do you need a public statement only, or also a controlled Q&A and spokesperson talking points? Options: Public statement only, Statement + Q&A, Statement + Q&A + media strategy
    • Are there governance or board communication protocols to follow before issuing a response? Options: Yes, No, Unknown
    • Should we prepare escalation paths and a rapid‑response retainer for media and investor inquiries? Options: Yes, No
    • Do you require scenario playbooks for potential activist next steps (proxy fight, lawsuit, negotiation)? Options: Yes, No

    Publish investor relations website pages and materials

    • Do you currently host an IR site or microsite that will be updated? Options: Yes, No
    • Which materials must be published or refreshed (press releases, financials, presentations, SEC filings)? Options: Press releases, Financial statements, Presentations, SEC filings, Corporate governance, Other
    • Are there technical or vendor constraints (CMS, IR provider platform) for publishing? Options: Yes, No
    • Do you require accessible/downloadable investor packs and analytics on page activity? Options: Yes, No
    • Who owns website approvals and update cadence (IR, Legal, Communications)? Options: IR, Legal, Corp Communications, External Agency, Other
    • Do you want SEO/meta tagging, RSS/alert subscriptions, and investor email notifications configured? Options: Yes, No
  4. Mutual Commit

    Finalize pilot audit terms, pricing, confidentiality, governance, acceptance criteria, and escalation paths for the engagement.

    Agreement Modules

    • Statement of Work (Pilot Audit)
    • Master Services Agreement (MSA)
    • Non-Disclosure Agreement (NDA)
    • Pricing & Payment Schedule
    • Data Processing & Confidentiality Addendum
    • Governance & Roles Annex
    • Acceptance Criteria & Success Signals
    • Escalation & Dispute Resolution
    • Change Order / Scope Amendment
    • Termination & Exit Rights
    • Intellectual Property & Deliverables Ownership
    • Compliance & Regulatory Representations
    • Pilot Evaluation & Transition Plan
  5. Deployment

    Execute the diagnostic pilot and integrate advisory activities into the upcoming earnings cycle and roadshow schedule with clear owners and milestones.

  6. Success

    Validate analyst coverage, institutional placement, and narrative alignment versus success signals, and maintain a shared channel for follow-ups.

    Success Reviews

    • Success Validation: Analyst Coverage & Narrative Alignment
    • Institutional Placement Reconciliation
    • Analyst Narrative Alignment Workshop (Role-Play & Proof)
    • Shared Follow-up Channel & Governance Setup

    Issues & Enhancements

    • Opening & One-Sentence Current State
    • Validate actual institutional holdings with custodial proof and compare them to placement targets.
    • Create a prioritized, timebound outreach plan to convert identified shortfalls into placements.
    • Identify and mitigate any compliance or timing risks to executing the outreach plan.
    • Request and consolidate final custody confirmations and prime-broker holdings to a master spreadsheet within 3 business days.
    • Prepare a prioritized investor outreach list (top 20) with tailored messaging for each investor category.
    • Assign outreach owners and schedule the first tranche of calls within the defined timeline.
    • One-Sentence Current State & Consequence
    • Prove that the proposed narrative and scripts directly resolve the documented objections and move the company to the defined future state.
    • Force validation through role-play and obtain explicit sign-off on final messaging and acceptance criteria.
    • Document any remaining messaging risks and assign owners to resolve them before public use.
    • Incorporate role-play feedback into a redlined final earnings script and Q&A document and circulate for executive sign-off within 48 hours.
    • Produce a short 'message map' linking objections to the exact disclosure/line that addresses each objection for use by spokespeople.
    • Schedule a full-rehearsal with executive spokespeople prior to the next investor engagement.
    • Current Communications State & Consequence
    • Create a single, governed follow-up channel that becomes the authoritative record for all post-validation activity.
    • Assign owners, SLAs, and an escalation path so follow-ups are tracked and closed on time.
    • Agree on templates and cadence to ensure consistent reporting of outcomes and evidence.
    • Create the shared channel, invite confirmed users, and seed it with the evidence pack and acceptance decision.
    • Publish governance doc (roles, SLAs, escalation contacts) to the channel and gain acknowledgment from owners.
    • Set up the first automated weekly digest and the monthly KPI snapshot report delivery.
    • Verify with documentary proof whether each success signal (analyst coverage, institutional placement, narrative alignment) has been met.
    • Make a go/no-go decision on acceptance of the engagement milestone and assign remediation tasks if needed.
    • Agree on an owner-led remediation plan and timeline for any gaps identified.
    • Produce a consolidated evidence pack (coverage logs, custody confirmations, redlined narrative) and share with attendees within 48 hours.
    • If conditional/fail, assign remediation owners with 2-week interim status checkpoints.
    • Publish signed acceptance or remediation decision into the shared follow-up channel after the meeting.
    • Pre-work & One-Sentence Current State
    • Consequence Quantification
    • Channel Selection & Structure
    • Define Future-State Narrative (One Sentence)
    • Review Custody & Broker Proofs
    • Diagnosis: Key Objections Mapped to Evidence
    • Coverage Reconciliation (Proof)
    • Gap Analysis vs Targets
    • Governance: Roles, SLAs, Escalation Paths
    • Templates & Reporting Cadence
    • Institutional Placement Snapshot (Proof)
    • Targeted Outreach & Timing Plan
    • Proof Walkthrough: Script & Analyst Note Redlines
    • Narrative Alignment Review
    • Onboarding & Access
    • Role-Play with Analyst Personas
    • Risk & Compliance Check
    • Decision & Acceptance Criteria
    • Agreement on Final Messaging & Acceptance Criteria
    • Confirmation of Commitments
    • Next Steps & Owners
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