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Presentation of Credit Suisse First Boston to the Board of Directors 03/27/2005
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http://edgar.sec.gov/Archives/edgar/data/789388/000119312505074184/dex99c2.htm
EX-99.C2 3 dex99c2.htm PRESENTATION OF CREDIT SUISSE FIRST BOSTON TO THE BOARD OF DIRECTORS 03/27/2005
Exhibit (c)(2)
PROJECT
PRESENTATION
STRICTLY
THESE
MATERIALS
SOLAR
CONFIDENTIAL
TO THE
MAYBOARD
NOT
| MARCH
BEOF
USED
DIRECTORS
27, 2005
OR RELIED UPON FOR ANY PURPOSE OTHER THAN AS SPECIFICALLY CONTEMPLATED BY A WRITTEN AGREEMENT WITH CREDIT SUISSE FIRST BOSTON.
17/08/2011 05:39 p.m.
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4 of 33
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6 of 33
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17/08/2011 05:39 p.m.
7 of 33
Preliminary
CONFIDENTIAL
TERM
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17/08/2011 05:39 p.m.
8 of 33
(1)
7
Preliminary
($
Cash
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Sponsor
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Overview
CONFIDENTIAL
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17/08/2011 05:39 p.m.
9 of 33
Overview
CONFIDENTIAL
($
Premium
Historical
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sale
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and RRI acquisitions and BRUT divestiture. (3) Assumes pro forma net debt of $307 million per Solar management.
17/08/2011 05:39 p.m.
10 of 33
Historical
CONFIDENTIAL
Daily
Share
Saturn
3/17/00
35,000
Price
High
Volume(MM)
Low
Average
Days
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$34.00
$35.00
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9
(7/19/00)
(11/26/04)
(3/19/02)
(7/19/02)
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from
Price
30,000
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12/3/00
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8/21/01
0.232
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$35
$36.00
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17,$30
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2000
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5/9/02
$25to15,000
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17/08/2011 05:39 p.m.
11 of 33
Statistic
Solar
CONFIDENTIAL
($
Equity
Comparable
Discounted
Premiums
52
Wall
Implied
CY2004
CY2005
$31.59
$15.00
$20.00
$25.00
$30.00
$35.00
$40.00
Proposed
Stock
(1)
CY2005E
and
10
Note:
in
Week
RRI
Street
millions)
Financial
Pro
The
Price
Price
($9,800)
Multiples
Revenues
EBITDA
PF
Unlevered
acquisitions
High
Price
forma
Revenues
EBITDA
Unlevered
Paid
low
Analyst
Cash
as
Revenues
EBITDA
Unlevered
Company
Acquisitions
per/price
of
Analysis
$36.00
$24.73
Low
Share
Net
Flow
$36.00
3/18/05:
9.8x
2.9x
Price
NI
1,145
target
3,937
and
Debt
NI
10.3x
1,088
Analysis
3.1x
$3,691
($11,260)
Analysis
(Enterprise
($7,600)
24.1x
NI
467
BRUT
Analysis
Target
$24.95
6.6x
of
26.7x
422
1.9x
7.0x
16.3x
$25
$307MM
2.1x
18.0x
--$37.62
8.6x
divestiture.
-2.5x
($7,669)
was
9.0x
Value)
- 2.7x
21.0x
-8.1x
2.4x
from
23.2x
($11,800)
as
8.5x
2.5x
Solar
of
-19.9x
-Deutsche
10.3x
-3.0x
22.0x
12/31/04.
10.8x
- Equity
3.2x
-$30.07
2.3x
7.8x
25.3x
- 8.2x
27.9x
2.4x
Bank
-Reference
-2.9x
19.1x
($9,300)
9.9x
--21.1x
10.4x
3.1x
as
2.5x
8.4x
-of24.2x
2.6x
-8.9x
$36.12
2/15/95
-Range
26.7x
-2.6x
9.0x
--20.7x
2.8x
9.5x
1.8x
22.9x
($11,300)
6.0x
Per
and
1.9x
6.4x
--Share
the
-22.2x
-2.2x
7.7x
24.5x
--high
2.4x
$28.84
8.1x
2.0x
Other
14.8x
6.7x
16.4x
price
2.1x
7.1x
--($8,900)
2.9x
-Metrics
10.1x
18.9x
-target
--3.1x
20.9x
10.7x
16.5x
of
$33.25
18.2x
$37- was
24.8x
-($10,345)
27.4x
from Barrington
$31.19 ($9,668)
Research
$28.64
as ($8,833)
of 2/16/05.
$22.54
(1) Per
($6,924)
Solar $25.00
Management.
($7,685)2004
$37.00
statistics
($11,592)
pro forma for OSSI, Inflow, Vivista, Integrity
17/08/2011 05:39 p.m.
12 of 33
Summary
CONFIDENTIAL
Saturn
Sum
Solar
$4.3
Acquisitions
Comparable
Cash
Discounted
11
Analysis
of
Flow
Enterprise
$5.5
Proposal
theOverview
$5.5
Parts
$3.3
$4.7
Company
Value
Financial
$6.9
$4.3
$6.0($BN)
$3.4
$24.73
$4.6
Analysis
Equity
$4.4
$5.8
$31.59
$28.84
$36.00
$30.07
ValueIverson
per
$36.12
$37.62
share
Allen Per Share
17/08/2011 05:39 p.m.
13 of 33
Premiums
CONFIDENTIAL
Premium
Historical
Implied
Unaffected
10-Day
30-Day
60-Day
90-Day
Pre
All
LTM
(1)
(3)
Announced
12
Solar
Based
Deals
Spin-Off
High
Low
Premiums
Average
Prior
closing
/Greater
Unaffected
on
Paid
(08/09/04)
(04/14/04)
(Discount)
Global
Price
Ann.
the
$25.94
$26.85
$27.76
$26.65
Analysis
stock
$25.31
$25.85
$26.53
$26.60
following
(3/18/05)
than
Price
M&A
(10/1/04)
(3.8%)
(7.1%)
(10.1%)
(6.4%)
$22.54
$28.64
to
Price(1)
price
$1BN
(1.4%)
(3.5%)
(5.9%)
(6.2%)
$24.95
Solar
deals
criteria:
$24.95
preceding
38.8%
34.1%
35.1%
$24.42
10.7%
(12.9%)
29.7%
$31.19
Price
Proposal
from
$36.00
42.2%
39.3%
35.7%
35.3%
0.0%
Implied
Tech
2.2%
59.7%
1/1/1995
$32.80
25.7%
rumors
Tech
All
Premiums
Median
44.3%
Deals
47.4%
Deals
Solar
Deals
to
ofGreater
Precedent
Premium
3/10/2005
aGreater
Price
Paid
potential
Greater
Analysis
per
than
than
to
Premiums
100%
Share
than
sale
Share
$1BN
$1BN
1$1BN
(3/18/05
Cash
(4)
Day
Price
$31.47
25.0%
Paid
Prior
26.1%
Consideration
closing
(2)(3)
$33.25
31.5%
3033.3%
Days
stock
1.0%
(0.2%)
Prior
(4)
price).
Based
337
52111
(2)
Week
onSource:
unaffected
High SDC.
# of 3/18/05
Deals stock price of $24.95. Note: Based on closing stock prices.
17/08/2011 05:39 p.m.
14 of 33
Wall
CONFIDENTIAL
Report
Date
03/18/05
03/02/05
03/01/05
02/25/05
02/24/05
see
company.
market
think
02/16/05
Solars
makes
floorthe
remains.
02/15/05
13
Street
for
aBank
strategic
sale
Share
balance
value
stock
Solar
Merrill
Baird
Willam
SG
Lehman
Barrington
Prudential
Keefe,
Stifel
JPMorgan
Morgan
Janney
ThinkEquity
Deutsche
Wachovia
Needham
Analyst
Research
ofCowen
of
achieving
Price
the
Nicolaus
Carla
sheet
the
sense.
Lynch
Bruyette
Blair
Montgomery
Stanley
Brothers
company
Bank
Andrew
Securities
Target
Price
Equity
existing
Securities
Research
&
Cooper
Partners
Analyst
and
&Gregory
Co.
aPeter
Company
Brandt
David
$34
Target
&
cash
Group
Established
Roger
Moshe
makes
businessis
Jeffrey
Woods
$34.00
level
David
Price
Scott
Heckmann
Philip
Michael
Glenn
flows
Smith
Togut
Sakakeeny
Bryan
Freeman
Franco
Katri
on
perfect
Thomas
Targets
$33.00
Robert
Mickelson
Trossman
12/31/04
Greene
could
its
$34.00
NA
around
Date
Hutchison
Keane
NA
own.
$32.00
Turrinelli
NA
sense.
02/16/05
support
Lee
$29.00
$25.00
Action
McCrohan
NA
$32.00
07/23/03
Downgrade
$30
NA
Upgrade
NA
$26.00
$30.00
10/04/04
$37.00
or
02/17/05
aNA
07/21/04
/NA
Now
04/22/04
Selected
so
$10.5BN
All
11/01/04
02/17/05
per
$30.00
We
NA
from
02/16/05
from
In
thats
things
share.
We
think
We
Underweight
the
Comments
LBO.
02/16/05
Outperform
Investors
Downgrade
would
more
face
considered,
We
this
believe
potential
of
like
believe
expect
Downgrade
Since
significant
that
will
it;
to
tofrom
possible
we
Overweight.
Neutral.
the
likely
3/21/05
deal
think
Outperform
potential
company
market
would
welcome
from
LBO
$35
Announcement
Buy
would
be
Our
transaction
$10
begins
ambivalence
toato
give
billion
positive
buyout
analysis
Market
Hold.
beunlocking
itaserious
LBO
fair
may
at
We
for
to
Perform.
demonstrates
that
price
the
Solar
at
better
believe
value
consideration,
price.
least
proposed
toshareholders.
reflects
and
pay.
The
establish
theupside
that
sale
fundamental
[spin-off],
the
asof
a we
prospects
new
Solar
dowe
valuation
not
to
public
financial
for the buyers
17/08/2011 05:39 p.m.
15 of 33
3August
Illustrative
CONFIDENTIAL
March
6
13
20
27
April
May
8
15
22
29
June
5
12
19
26
July
17
24
31
7
21
28
September
Sun
1
11
18
25
30
Announcement
File
Receipt
HSR
Resolve
Mail
Comments
Shareholder
Mar.
Closing
10
4
14
Notification
4-5
712
9
6
8
2
14
21
28
16
23
30
13
20
27
11
18
25
15
22
29
19
26
Days
Business
656
8HSR
10
7
9
3
Preliminary
Mon
2005
Proxy
Weeks
2005
28
Clearance
67
92005
8
4
10
12
13
15
22
29
17
24
31
14
21
28
19
26
16
23
30
20
27
11
2005
78
10
9
5
2005
of
Early
11
SEC
(assuming
13
14
16
23
30
18
25
15
22
29
20
27
17
24
31
21
28
89
10
6
Tue
12
Pre-merger
11
SEC
Timetable
910
72005
12
/15
14
17
24
31
19
26
16
23
30
21
28
18
25
22
29
11
Days
Vote
13
Prospectus
12
Wed
April
13
15
16
18
25
20
27
17
24
22
29
19
26
23
30
14
Proxy
(assuming
16
17
19
26
21
28
18
25
23
30
20
27
24
Thu
no
Early
- HSR
Statement
Announcement
Fri
toMay
Shareholders
Sat
second
no Mid
HSR
with
June
request)
second
SEC
to Mid
Closing
20
request)
JulyMid
Business
Jul.Days
/ Early
15Early
Business
AugustAug.
Days
17/08/2011 05:39 p.m.
16 of 33
15
Appendix
CONFIDENTIAL
17/08/2011 05:39 p.m.
17 of 33
Solar
CONFIDENTIAL
($
2004A
Revenue
Cost
Depreciation
Amort.
Corporate
Total
Operating
EBITDA
Working
Capital
%
Source:
(1)
16
in
growth
margin
revenue
Pro
millions)
and
costs
Summary
2004PF(1)
Spending
forma
of
Financials
Capital
Expenses:
$3,555.9
$1,046.6
20.0%
29.4%
6.7%
acquisition
2,509.3
Income
46.2
and
6.8%
and
for
expenses
56.6
Financials
7.3%
Changes
$240.3
19.1%
29.5%
8.0%
amortization
BRUT
2,745.9
2005E
$3,690.6
$709.6
per
$1,088.3
60.5
intangibles
6.9%
Solar
7.0%
19.8%
29.1%
$314.5
2,846.3
2006E
divestiture
63.9
($44.8)
$704.1
2,900.4
$3,936.6
$1,144.5
5.7%
Management.
6.0%
67.5
218.1
20.8%
30.0%
$295.7
2007E
118.9
3,159.1
$777.5
(3,073.2
5.6%
$14.4)
5.9%
and
$4,225.0
222.6
$1,268.0
144.4
22.0%
30.6%
$269.1
2008E
$880.4
acquisitions
3,344.6
5.9%
3,246.5
($21.4)
246.0
141.5
$4,515.3
22.6%
30.6%
$1,381.6
2009E
$282.5
$994.2
3,521.1
255.7
3,427.9
(131.7
$20.6)
of
23.2%
30.7%
$296.3
$4,771.7
272.6
$1,461.3
$1,076.7
OSSI,
3,695.0
112.0
($17.1)
281.0
Inflow,
95.2
$5,040.8
$1,545.4
$1,169.2
3,871.6
( $26.0)
Vivista, Integrity and RRI.
17/08/2011 05:39 p.m.
18 of 33
Statistic
CONFIDENTIAL
Iverson
($
Comparable
Discounted
CY2004
CY2005E
(1)
17
inAll
millions)
Iverson
Financial
Enterprise
PF
Revenues
EBITDA
Unlevered
Cash
Revenues
EBITDA
Unlevered
Company
Acquisitions
financial
Flow
Analysis
Value
593
2,612
NI
544
Analysis
$2,432
Analysis
NI
information
7.2x
244
Reference
Analysis
7.9x
207
1.6x
17.6x
-1.8x
20.8x
9.3x
-$7,500
10.1x
2.1x
- 7.9x
provided
Range
2.3x
22.5x
- 1.8x
26.6x
8.6x
$7,000
-1.9x
10.1x
19.2x
- -2.3x
22.7x
by
11.0x
-$6,500
2.5x
Solar
9.3x
-2.1x
24.5x
-10.1x
29.0x
2.3x
-$6,000
management.
-11.6x
2.6x
22.5x
-26.6x
2.8x
12.7x
$5,500
- 28.2x
- 33.4x
$5,000
2004 operating
$4,500 $4,000
statistics
$3,500
pro $3,000
forma for
$2,500
BRUT
$5,500
divestiture
$4,300 $6,000
and OSSI,
$4,700
Vivista,
$6,900
Integrity
$5,500 and RRI acquisitions.
17/08/2011 05:39 p.m.
19 of 33
Iverson
CONFIDENTIAL
($
2004PF(1)
Revenue
Cost
Depreciation
Amort.
Corporate
Total
Operating
EBITDA
Working
Capital
%
Source:
(1)
18
in
growth
margin
revenue
Pro
millions)
and
costs
Spending
forma
of
Financial
Financials
Capital
Expenses:
$2,432.5
$543.8
14.2%
22.4%
7.4%
acquisition
1,988.3
Income
30.7
2005E
and
4.5%
and
for
expenses
38.0
8.6%
Changes
$593.4
$117.1
15.6%
22.7%
3.1%
Projections
amortization
BRUT
2006E
2,107.8
$2,612.4
$344.5
per
41.0
intangibles
7.9%
Solar
3.1%
$87.7
17.5%
24.4%
$692.5
2007E
2,205.0
divestiture
43.6
($407.4
2,235.6
$2,838.3
$17.0)
6.4%
Management.
3.1%
46.4
71.2
$94.6
19.4%
25.6%
$784.7
2008E
114.8
2,342.3
$496.0
2,367.3
6.4%
(3.1%
84.6
$18.4)
and
$3,061.2
$100.6
111.9
20.5%
26.0%
2009E
$845.0
87.9
$594.5
acquisitions
2,466.7
2,512.8
( $107.0
$15.8)
102.2
90.7
$3,256.0
21.3%
26.1%
$903.9
$667.4
2,588.6
91.6
86.9
( of
$16.8)
$3,463.0
$738.4
OSSI,
73.9
2,724.6
( $17.9)
Vivista, Integrity and RRI.
17/08/2011 05:39 p.m.
20 of 33
Iverson
CONFIDENTIAL
($
FD
Stock
05-06
Solar
Financial
ADP
2.5x
Median
Securities
CME
7.5x
Statistic
CY05E
CY06E
Enterprise
Source:
19
Note:
inCapitalization
2.4x
7.0x
millions,
millions)
Street
(Jun.)
(Dec.)
Solar
Equity
Margin
Comparable
Revenue
EBITDA
Unlevered
Wall
Statistics
19.7x
Range
Services
8.2x
(0.6%)
Trading
Value
unaffected
$45.15
(Dec.)
Street
Enterp.
$193.25
except
16.9x
7.7x
Implied
(LTGR)
Reference
14.8%
$2,612
2,838
per
Operating
593
693
NI
$26,783
5.3%
$24.95
equity
2.5x
Company
per
FD
Company
$6,782
7.5x
7.0x
244
298
stock
2.0x
Enterprise
LTGR
10.5%
2.0x
share
Enterprise
2.4x
20.3%
research.
17.0x
15.0x
$7,362
$25,270
Statistics
Range
$6,034
price
9.5x
9.0x
9.2x
2.5x
amounts)
Analysis
1.6x
2.5x
management.
13.1%
$7,669
$4,450
$4,848
Value
as
22.0x
20.0x
8.5x
$5,677
$4,300
Value
22.7x
27.9x
Median
$5,225
of 1.3x
7.7%
3/18/05.
$4,155
$4,464
16.1x
19.3x
/23.9x
$6,233
$5,637
Revenue
$7,096
$5,500
SEI
16.4x
$6,531
19.9%
14.4x
6.7x
2.8x
Investments
$5,377
$5,952
17.2x
14.0%
CY05
5.9x
2.7x
2.0x4.9x
11.0x
11.8x
1.9x
LT
1.3x
3.7x
Co.
7.0x
CY2005
9.4x
11.4x
Mean
(Dec.)
11.0x
6.6x
14.3%
3.4%
20.6x
Price
9.4x
5.4%
35.98
54.7%
19.9%
18.0x
6.8%
Market
20.3%
3,894
15.0%
11.2%
35.0%
2.8x
3,637
13.6%
Market
2.6x
1.5x
2.5x
15.0%
20.7x
1.2x
10.5x
P/E
Fiserv
Factset
18.7x
1.5x
Iverson
Multiple
9.8x
(Dec.)
Mean
(Aug.)
4.9x
6.9%
Street
Revenues
4.5x
18.2x
37.85
20.9%
32.40
(Dec.)
14.9x
17.2x
7,450
1,647
14.0%
EBITDA
13.6x
NA
7,539
4.3x
1,579
NA
1.5x
8.2%
3.7x
17.4x
Growth
15.6x
NA
10.2x
30.4%
NA
15.1x
NA
EBIT
9.2x
NA
15.6%
4.9x
2.1x
Gr.
NA
6.8%
NA
1.9x
1.3x
Rate
NA
34.8%
12.1x
8.4x
Bisys
NA
PE7.8x
11.1x
/13.8%
NA
COMPANY
(Jun.)
10.1%
5.6%
NA
1.3x
15.17
35.0%
17.2%
19.2%
1,839
(FYE)
16.0%
NA
15.9%
2,094
3/24/05
NM
1.0x
1.1x
19.7x
Archipelago
Value
DST
16.9x
Systems
Value
1.9x(Dec.)
CY05
1.7x
(Dec.)
9.2x
CY06
17.85
46.17
8.5x
960
CY05
7.7%
4,005
784CY06
16.4x
14.8%
4,247CY05
15.0x
17.4x
14.0%
CY06
1.4x
15.3x
1.4x
1.4x
17/08/2011 05:39 p.m.
21 of 33
Iverson
CONFIDENTIAL
FD
Date
Annc.
12/16/2004
10/20/2004
09/09/2004
07/13/2004
06/08/2004
05/25/2004
05/17/2004
04/06/2004
04/05/2004
02/09/2004
12/10/2003
04/02/2003
03/14/2003
01/29/2003
01/08/2003
11/14/2002
08/05/2002
06/10/2002
04/29/2002
06/14/2001
05/07/2001
Median
Mean
Source:
($
Statistic
CY04
Enterprise
(1)
20
Note:
in2004
FD
millions)
Equity
Concord
2.7x
PF
Target
Enterprise
Comparable
SDC,
2.4x
(1)
statistics
Revenue
EBITDA
Unlevered
Value
11.7x
EDS
BHC
EquiServe
Intercept
Refco
Brut
Barra
Tradeweb
Aurum
SCT
Concord
InterPay
Alltel
Pershing
BrokerTec
Island
HNC
National
NYCE
NOVA
Range
Enterp.
11.0x
/company
Acquiror
EFS
LLC
/Consumer
Reference
25.5x
Investments
Financial
Software
/ECN
Sungard
pro
/Value
23.6x
/Technology
Implied
Morgan
Corp
$2,432
Thomas
544
transaction
Metavante
First
Processing
Revenue
EFS
/(FleetBoston)
Acquisitions
NI
/ forma
/Bank
LLC/
/Fidelity
Trading
Nasdaq
Computershare
/press
9.0x
207
Value
(GA)
/Instinet
/Data
2.0x
595.4
First
Services
Enterprise
/Network
Stanley
of
H.
Thomson
Range
for
22.0x
Fair,
releases
EBITDA
/National
/New
Value
Operations
/Corp.
12.0x
Fidelity
Lee
Stock
based
610.0
Data
/OSSI,
US
Fidelity
502.5
508.0
Bank
Analysis
2.5x
Isaac
/$4,700
828.2
Bancorp
Partners
/York
Paychex
26.0x
Services
LTM
$4,894
551.7
Fidelity
7,448.1
610.0
Market
Value
on
Financial
$4,865
and
Inflow,
1.9x
508.0
of
Investments
423.3
Limited
and
P/E
National
unaffected
620.8
2,000.0
America
/LTM
Wall
$4,547
551.7
ICAP
10.9x
4.3x
Company
$6,000
2,252.1
2,074.6
National
6,194.0
3.1x
435.5
155.0
190.0
/Vivista,
$6,525
Fiserv
460.0
$6,081
Street
307.0
4.1x
LTM
NA
305.0
NA
2,480.0
30.9x
NA
240.0
1,425.0
2.3x
155.0
190.0
(National
$5,374
stock
11.9x
2,250.0
2,474.4
3.1x
19.9x
435.0
307.0
NA
1,050.0
906.9
equity
320.0
Integrity
19.5x
305.0
18.3x
240.0
3.1x
NA
11.0x
price
NA
23.6x
1,138.5
4.4x
1.0x
839.0
320.0
2.4x
1.6x
research.
1.6x
Financial)
1,050.0
NA
NM
2.4x
and
preceding
20.4x
14.5x
9.8x
8.4x
12.4x
NA
3.7x
NA
2.2x
NA
RRI
1.3x
NA
17.9x
NA
Note:
9.7x
9.9x
25.0x
NA
$365.0
acquisitions
rumors
NA
NM
47.2x
25.7x
Tradeweb
NA
$365.0
of a potential
3.4x
transaction
NA transaction.
NAincludes 50% of $150MM earnout.
17/08/2011 05:39 p.m.
22 of 33
21
(9.0x).
Iverson
CONFIDENTIAL
Discounted
($
Discount
Rate
11.0%
4,291
$5,910
10.9x
3.6%
12.0%
4,103
$5,679
10.4x
4.5%
13.0%
3,925
$5,459
10.0x
5.4%
Growth
Revenue
6,191.5
(2.0%)
(1.0%)
Improvement
Margin
0.0%
1.0%
EBITDA
2.0%
Note:
in millions)
8.0x
4.3%
5.3%
6.2%
5,810
6,010
6,210
4,828
4,616
4,415
11.9x
11.4x
10.9x
%$1,618
$1,576
$1,534
$6,446
$6,191
$5,950
$5,410
5,610
(2.0%)
and
Discounted
increase
Terminal
Growth
9.0x
5.0%
5.9%
6.9%
5,998
6,205
6,413
5,364
5,129
4,906
Cash
12.8x
12.3x
11.8x
Margin
5,791
$1,618
$1,576
$1,534
$6,982
$6,704
$6,440
$5,584
10.0x
(1.0%)
Improvement
Flow
Implied
6,191
6,406
6,621
Present
in
Implied
EBITDA
5,977
Cash
Sensitivity
EBITDA
$1,618
$1,576
$1,534
Enterprise
$5,762
0.0%
Matrix
6,390
6,612
6,834
6,168
Flow
Terminal
Value
Enterprise
Present
Multiple(2009)
1.0%
$5,945
6,594
6,824
7,054
margin
6,364
Analysis
Value
of 2.0%
Terminal
Value
$6,134
Value
Value
applies
Perpetuity
of
/ Value
2004
to
Free
2009;
PF
Cash
Growth
EBITDA
each
Flow
year
Rate
(2005-2009)
Multiple
assumes a fifth of the % change in margin until 2009. Note: Assumes midpoints of the discounted cash flow matrix for discount rate (12.0%) and terminal EBITDA multiple
17/08/2011 05:39 p.m.
23 of 33
WACC
CONFIDENTIAL
Tax
Assumptions
Risk
Equity
Debt
Industry
Beta
SDS
ADP
FISV
DST
SEIC
BSG
CME
FDS
AX
Average
Cost
After-tax
Debt/
Capital
0.0%
10.0%
15.0%
20.0%
25.0%
30.0%
35.0%
40.0%
45.0%
50.0%
5.0%
3.0%
WEIGHTED
12.7%
12.5%
12.2%
12.0%
11.8%
11.5%
11.3%
11.0%
10.8%
10.5%
10.3%
(1)
(2)
Factor
(7)
(8)
22
Interpolated
The
Cost
WACC:
1.47
Rate
Free
1.04
1.13
of
1.15
0.96
(3)
Sensitivity
0.89
0.0%
5.3%
5.5%
3.3%
0.92
1.28
1.62
Debt/
Risk
11.8%
11.6%
11.4%
11.1%
17.6%
25.0%
33.3%
42.9%
53.8%
66.7%
81.8%
100.0%
12.7%
12.5%
12.3%
12.0%
10.9%
10.7%
10.4%
)Equity
Capital
AnalysisIverson
average
(6)
Statistics
of
9.0%
Mkt
0.2%
40.00%
Cost
7.5%
0.0%
21.8%
42.9%
Rate
0.3%
8.1%
0.4%
0.0%
Equity:
1.11
6.0%
3.6%
Premium
Rd
Levered
Average
Eq.
AVERAGE
11.9%
11.7%
11.4%
11.2%
1.11
12.7%
12.5%
12.3%
12.1%
11.0%
10.8%
10.6%
Unlev.
1.11
1.00
of
1.11
Pre-tax
=
(20
1.05
1.00
yield
0.50%
1.00
1.03
historic
1.05
1.13
1.26
Return
6.5%
3.9%
Factor
Debt
Debt
1.07
Rf
1.11
1.15
1.20
1.26
1.32
1.40
1.49
year)
12.7%
1.46
1.60
0.99
1.13
11.9%
11.7%
11.5%
11.3%
Beta:
11.1%
12.7%
12.5%
12.3%
12.1%
10.9%
10.7%
on
Lev.
1.11
1.15
0.89
(2)
Beta
0.88
1.27
1.62
+
1.02
0.76
7.0%
4.2%
Cost
1.19
1.23
/1.66
1.28
1.34
1.40
1.47
1.56
B
the
spread
15.3%
(4)
1.78
on
Levering
(9)
(1)
11.9%
12.8%
COST
12.7%
13.0%
11.1%
(Levered
11.0%
13.9%
16.4%
(Factor
12.0%
10.2%
12.0%
11.8%
11.6%
11.4%
RmRf
20-year
Debt
11.2%
12.7%
12.6%
12.4%
12.2%
11.1%
10.9%
Beta
13.3%
13.6%
7.20%
13.9%
14.3%
14.8%
15.3%
15.9%
16.7%
of
4.75%
7.5%
4.5%
17.6%
Debt
between
OF
0.0%
5.0%
Re
(5)
*Beta
Unlevered
11.9%
11.7%
11.5%
12.1%
11.4%
11.2%
8.0%
4.8%
12.7%
12.6%
12.4%
12.2%
11.0%
Cost
10.0%
15.0%
Levering
20.0%
25.0%
30.0%
35.0%
40.0%
45.0%
U.S.
50.0%
CAPITAL
=
)Equity
+Return
0.0%
(6)
of
Size
the
8.5%
5.1%
Treasury
12.0%
11.8%
11.6%
11.5%
12.1%
11.3%
11.2%
12.7%
12.6%
12.4%
12.3%
0.0%
Equity
Debt/
0.0%
(7)
return
Factor
Premium.
Cost
on
9.0%
5.4%
(8)
11.9%
11.8%
12.0%
11.6%
12.2%
11.5%
11.3%
12.7%
12.6%
12.5%
12.3%
Size
Equity
(7)
of
bond
on)5.7%
9.5%
Capital
stocks
12.0%
11.9%
11.7%
12.1%
12.2%
11.6%
11.5%
(3/24/05).
[12.4%
12.7%
12.6%
12.5%
Rd
10.0%
6.0%
and
Premium
*12.0%
12.1%
11.8%
12.2%
11.7%
12.3%
11.6%
(12.4%
12.7%
12.6%
12.5%
1tax
l-t bonds
12.1%
12.2%
12.0%
12.3%
11.9%
11.8%
12.4%
12.7%
12.6%
12.5%
rate
(Ibbotson
) * ( D Ass.)
/ (D +(3)
E) Barra
) ] + [ U.S.
Re *Equity
( E / (D+E)
Beta Book
) ] (9)predictions
Source: 2004
(4) Ibbotson
LeveringSBBI
Factor:
Yearbook.
1 + [ ( 1tax rate ) * ( debt / equity ratio ) ] (5) Unlevered Beta: ( Beta / Levering
17/08/2011 05:39 p.m.
24 of 33
CONFIDENTIAL
Allen
($
Comparable
Discounted
$4,300
Statistic(1)
CY2004
CY2005E
(1)
23
inAll
millions)
Financial
Enterprise
$3,300
Allen
PF
Revenues
EBITDA
Unlevered
Cash
Revenues
EBITDA
Unlevered
Company
Acquisitions
financial
$5,800
Analysis
Value
Flow
551
1,324
$4,600
NI
information
545
Analysis
$1,258
Reference
Analysis
NI
6.0x
222
Analysis
6.1x
216
2.5x
$4,400
14.9x
-2.6x
15.3x
7.8x
-$6,000
7.9x
3.2x
provided
Range
-$3,400
8.3x
3.4x
19.4x
-8.4x
3.5x
19.9x
$5,500
-3.7x
10.5x
20.7x
-by10.7x
4.4x
21.3x
Solar
-$5,000
4.6x
6.2x
-2.6x
26.1x
6.2x
-Management.
26.9x
2.7x
-$4,500
-8.0x
-3.3x
15.3x
8.1x
-15.8x
3.5x
$4,000
- 19.8x
- 20.4x
2004
$3,500
operating
$3,000statistics
$2,500 $2,000
pro forma for Inflow acquisition.
17/08/2011 05:39 p.m.
25 of 33
Allen
CONFIDENTIAL
($
2004PF(1)
Revenue
Cost
Depreciation
Amort.
Corporate
Total
Operating
EBITDA
Working
Capital
%
Source:
24
in
growth
margin
revenue
millions)
and
costs
Financial
Spending
of
Financials
Capital
Expenses:
$1,258.1
$544.6
28.6%
43.3%
5.3%
acquisition
757.6
Income
15.5
2005E
and
14.9%
and
expenses
Projections
18.6
4.7%
Changes
792.6
$551.2
$197.4
28.0%
41.6%
amortization
2006E
$1,324.3
15.0%
$359.6
per
19.5
intangibles
4.9%
Solar
837.6
27.7%
41.5%
$575.4
$208.0
2007E
954.1
20.3
12.0%
$2.5
$370.2
$1,386.7
4.2%
Management
879.1
21.1
151.4
($3.0)
1,002.2
27.5%
41.1%
$597.0
$174.5
2008E
29.6
12.0%
$384.4
4.1%
915.1
$1,454.1
161.5
($4.8)
29.6
27.0%
40.7%
2009E
$616.3
1,054.4
$181.9
12.0%
$399.6
(1)
29.5
167.8
($0.3)
$1,515.7
Pro
27.3%
40.7%
$641.5
$189.3
1,106.4
25.1
$409.3
181.9
forma
($8.1)
21.3
$1,577.8
1,146.9
189.3
$430.9
for acquisition of Inflow.
17/08/2011 05:39 p.m.
26 of 33
CONFIDENTIAL
FD
Stock
Price
COMPANY
Solar
Allen
Business
IBM
HP
Accenture
EDS
CSC
ACS
S&P
Industrials
Utilities
Median
Mean
($
Statistic
CY05E
CY06E
Enterprise
Source:
25
Note:
inCapitalization
(Oct.)
millions,
millions)
(Dec.)
(Mar.)
(Jun.)
500
Street
Market
Comparable
Solar
Equity
19.2x
16.8x
Revenue
EBITDA
Unlevered
Wall
Statistics
15.7x
16.8x
NA
Range
Continuity
Industry
19.81
Value
NA
(Aug.)
unaffected
51.85
(Dec.)
45.33
17.8x
15.1x
NA
20.15
$90.70
Street
Enterp.
(FYE)
except
Market
14.1x
15.1x
NA
Implied
57,894
NA
Reference
$1,324
1,387
per
Operating
6,821
551
575
24.40
8,799
Indexes
1.1x
NA
Company
10,422
NI
NA
$24.95
equity
$150,882
Services
1.0x
NA
3/24/05
per
FD
15.1x
Company
P/E
6.5x
6.0x
222
231
NA
stock
1.1x
2.0x
Enterprise
18.6x
7,045
51,505
NA
23,499
10,429
2.0x
NA
share
Enterprise
1.2x
11,073
Multiple
research.
14.0x
13.0x
$7,362
13.9x
NA
Statistics
Range
Value
7.0x
NA
Analysis
price
NA
8.5x
8.0x
$164,584
15.3x
16.3x
6.9x
3.0x
amounts)
12.5x
21,783
3.0x
management..
15.2x
NA
40.3x
NA
7.0x
NA
$7,669
$3,583
$3,453
Value
Value
as
18.0x
17.0x
Revenues
7.5x
$2,773
$3,300
Value
14.1x
4.7%
NA
$2,649
NA
of
13.7x
4.7%
NA
6.8%
16.1x
32.5x
7.4%
3/18/05.
NA
$3,109
$2,999
CY05
16.1x
0.6x
NA
17.6%
1.5x
/NA
$4,604
$4,685
Revenue
17.6%
0.7x
9.6%
$4,160
$4,300
14.1x
NA
14.5x
0.6x
EBITDA
$3,973
9.7%
NA
NA
1.3x
14.4x
CY06
0.7x
NA
0.6x
12.5%
$3,998
$3,921
NA
6.5x
NA
1.4x
2.1%
1.6x
12.3%
7.3x
CY05
2.0x
NA
5.0x
7.3%
CY05
4.4x
NA
NA
Growth
1.2x
NA
1.5x
6.5x
19.5%
1.5x
1.9x
NA
1.3x
5.0%
LT
15.6%
4.1x
NA
9.2x
CY06
9.4x
14.0%
CY2005
7.4%
7.0x
EBIT
NA
6.4%
(2.8%)
30.1%
8.5x
8.9x
NA
CY05
6.6x
NA
15.6%
6.4%
Gr.
10.9%
10.5%
5.0%
NA
3.1%
NA
5.4%
Rate
CY06
11.2%
15.7%
13.3%
NM
1.1x
13.0%
13.6%
20.3%
PE
05-06
1.4x
/1.0x
10.5%
13.4%
3.0x
13.6%
Margin
1.5x
1.2x
1.2x(LTGR) LTGR
17/08/2011 05:39 p.m.
27 of 33
Allen
CONFIDENTIAL
FD
Date
Annc.
08/09/2004
07/13/2004
03/14/2004
03/10/2004
02/23/2004
04/02/2003
11/14/2002
04/26/2002
10/12/2001
07/19/2001
Median
Mean
Source:
($
Statistic
CY04
Enterprise
(1)
26
in2004
FD
millions)
Equity
Comparable
1.7x
PF
Target
Enterprise
SDC,
1.6x
(1)
statistics
Revenue
EBITDA
Unlevered
Value
8.6x
EDS
Synstar
UGS
American
Triaton
Concord
Guardian
Comdisco
Lockheed
National
Range
Enterp.
8.6x
/company
Acquiror
23.2x
Consumer
PLM
Reference
20.4x
pro
Value
Acquisitions
Implied
GmbH
$1,258
PLC
545
Processing
Revenue
EFS
NI
IT
forma
Availability
Martin
Mgmt
Solutions
press
/8.0x
216
Value
//SunGard
Hewlett
/3.0x
First
Enterprise
Network
Hewlett-Packard
Range
Inflow
Systems
22.0x
IMS
releases
EBITDA
Value
11.0x
Analysis
Data
// Bank
Solns
3.5x
Consortium
Corp.
85.0
Packard
$4,600
acquisition.
26.0x
Services
LTM
$4,356
7,448.1
/Value
$3,774
and
CGI
of
265.0
P/E
// SunGard
Affiliated
America
LTM
Wall
$4,747
Group
$293.4
$5,800
6,194.0
427.0
2,050.0
1.6x
/$5,990
Fiserv
$4,404
Street
LTM
902.4
5.9x
850.0
$266.6
1,425.0
427.0
Computer
$5,610
3.1x
2,050.0
equity
320.0
15.1x
840.1
850.6
0.9x
11.0x
0.7x
1,138.5
320.0
research.
2.4x
Services
NA
0.9x
1.8x
8.0x
20.4x
9.2x
NA
2.2x
NA
11.0x
6.1x
NM
NA
19.7x
825.0
9.9x
NM
35.3x
NM
25.7x
825.0 1.3x 7.6x NA
17/08/2011 05:39 p.m.
28 of 33
27
(8.0x).
Allen
CONFIDENTIAL
Discounted
($
Discount
Rate
10.5%
2,726
$3,642
6.7x
3.8%
11.5%
2,606
$3,498
6.4x
4.8%
12.5%
2,492
$3,361
6.2x
5.7%
Growth
Revenue
3,869.9
(2.0%)
(1.0%)
Improvement
Margin
0.0%
1.0%
EBITDA
2.0%
Note:
in 6.8x
7.4x
7.1x
millions)
7.0x
4.6%
5.6%
6.5%
3,626
3,711
3,796
3,115
2,978
2,848
Discounted
%$892
$916
$869
$4,031
$3,870
$3,717
$3,456
3,541
(2.0%)
and
increase
Terminal
Growth
8.1x
7.8x
7.5x
8.0x
3,834
3,505
5.3%
6.2%
7.2%
3,746
3,922
3,350
3,204
Cash
Margin
$892
$916
$869
3,658
$4,421
$4,242
$4,073
$3,570
Implied
9.0x
(1.0%)
Improvement
Flow
3,961
Present
Implied
3,870
4,053
Cash
$892
$916
$869
inEBITDA
3,779
Sensitivity
EBITDA
Enterprise
$3,687
Enterprise
0.0%
Matrix
Present
Flow
4,092
3,997
4,186
3,902
Terminal
Value
Multiple(2009)
1.0%
$3,808
Analysis
4,226
4,128
4,324
margin
4,030
Value
Value
ofValue
2.0%
Terminal
Value
$3,932
applies
of/Free
2004
Perpetuity
Value
to
Cash
PF
2009;
EBITDA
Flow
Growth
each
(2005-2009)
year
Multiple
Rateassumes a fifth of the % change in margin until 2009. Note: Assumes midpoints of the discounted cash flow matrix for discount rate (11.5%) and terminal EBITDA multiple
17/08/2011 05:39 p.m.
29 of 33
WACC
CONFIDENTIAL
Tax
Assumptions
Risk
Equity
Debt
Industry
Beta
SDS
IBM
HPQ
ACN
EDS
CSC
ACS
Average
Cost
After-tax
Debt/
Capital
0.0%
15.0%
20.0%
25.0%
30.0%
35.0%
40.0%
45.0%
50.0%
5.0%
3.0%
WEIGHTED
12.1%
11.8%
11.6%
11.4%
11.1%
10.9%
10.7%
10.4%
10.2%
10.0%
9.7%
(1)
(2)
Factor
(7)
(8)
28
Interpolated
The
Cost
WACC:
Rate
Free
1.04
of
1.14
0.98
1.19
(3)
1.10
Sensitivity
1.27
0.0%
5.3%
5.5%
3.3%
9.9%
1.06
Debt/
Risk
11.9%
11.6%
11.4%
11.2%
11.1%
17.6%
25.0%
33.3%
42.9%
53.8%
66.7%
81.8%
100.0%
12.1%
11.0%
10.8%
10.5%
10.3%
10.1%
)Equity
Capital
Analysis
average
(6)
Statistics
of
16.1%
Mkt
40.00%
Cost
7.5%
40.7%
16.1%
27.1%
Rate
3.8%
12.5%
4.9%
Equity:
1.02
6.0%
3.6%
10.0%
Premium
Rd
Levered
Average
Eq.
AVERAGE
11.9%
11.7%
11.5%
11.3%
1.02
11.0%
12.1%
10.8%
10.6%
10.4%
10.2%
Unlev.
of
1.02
Pre-tax
=
(20
1.05
1.02
yield
0.50%
1.02
1.00
1.03
historic
-1.24
1.10
1.16
Return
6.5%
3.9%
Factor
Debt
1.07
Debt
Allen
10.2%
Rf
1.07
1.11
1.15
1.20
1.26
1.32
1.40
1.49
year)
1.60
0.99
12.1%
11.9%
11.7%
11.5%
11.3%
11.1%
Beta:
1.08
12.1%
10.9%
10.7%
10.6%
10.4%
on
Lev.
1.02
1.05
(2)
Beta
1.03
+
0.92
0.90
1.03
1.18
7.0%
4.2%
Cost
/1.08
1.12
1.17
1.22
1.28
1.34
1.42
1.52
B
the
spread
(4)
on
1.63
Levering
(9)
(1)
11.9%
10.3%
12.5%
COST
12.1%
12.3%
(Levered
(Factor
11.4%
11.2%
12.1%
13.3%
11.9%
11.7%
11.5%
11.4%
RmRf
20-year
11.2%
Debt
12.1%
11.0%
10.9%
10.7%
10.5%
Beta
7.20%
12.6%
12.8%
13.2%
13.5%
14.0%
14.4%
15.0%
15.7%
of
4.75%
7.5%
4.5%
16.5%
Debt
between
10.5%
OF
0.0%
5.0%
Re
(5)
*Beta
Unlevered
11.9%
11.8%
11.6%
11.4%
11.3%
11.1%
8.0%
4.8%
12.1%
11.0%
10.8%
10.6%
Cost
Levering
10.0%
15.0%
20.0%
25.0%
30.0%
35.0%
40.0%
45.0%
U.S.
CAPITAL
50.0%
=
)Equity
+Return
0.0%
(6)
10.6%
of
Size
the
8.5%
5.1%
Treasury
11.9%
11.8%
11.6%
11.5%
11.3%
11.2%
11.1%
12.1%
10.9%
10.8%
0.0%
Equity
Debt/
0.0%
(7)
return
Factor
Premium.
Cost
on
9.0%
5.4%
10.8%
(8)
11.9%
11.8%
11.7%
11.6%
11.4%
11.3%
11.2%
12.1%
11.0%
10.9%
Size
Equity
(7)
of
bond
on)5.7%
9.5%
Capital
stocks
10.9%
12.0%
11.8%
11.7%
11.6%
11.5%
11.4%
11.3%
(3/24/05).
11.2%
[11.0%
12.1%
Rd
10.0%
6.0%
and
Premium
11.1%
*11.7%
11.9%
11.8%
12.0%
11.6%
11.5%
11.4%
(11.3%
11.2%
12.1%
1tax
l-t bonds
11.2%
11.9%
11.8%
11.7%
11.6%
12.0%
11.6%
11.5%
11.4%
11.3%
12.1%
rate
(Ibbotson
) * ( D Ass.)
/ (D +(3)
E) Barra
) ] + [ U.S.
Re *Equity
( E / (D+E)
Beta Book
) ] (9)predictions
Source: 2004
(4) Ibbotson
LeveringSBBI
Factor:
Yearbook.
1 + [ ( 1tax rate ) * ( debt / equity ratio ) ] (5) Unlevered Beta: ( Beta / Levering
17/08/2011 05:39 p.m.
30 of 33
Solar
29
Historical
CONFIDENTIAL
Current(1)
1
2
3
5
10
Period
35.0x
3/31/86
September
S&P
Note:
Year
Year
Mean:
S&P
30.0x
1-year
Average
5/28/89
Average
1-year
16.1x
500
11,
25.0x
19.5x
19.2x
forward
2001
7/26/92
19.2x
17.7x
18.4x
19.6x
21.6x
18.5x
Forward
22.2x
20.0x
P/E
19.5x
19.7x
21.6x
23.2x
24.5x
23.0x
9/23/95
15.0x
based
P/E 10.0x
Multiple
11/21/98
on IBES.
5.0x1/18/02
(1) As3/18/05
of 3/18/05
17/08/2011 05:39 p.m.
31 of 33
(5)
(6)
For
30
(1)
(3)
Illustrative
CONFIDENTIAL
Solar
($
Sources
Cash
Sources:
High
Sponsor
Refinance
Uses:
Rolled
Purchase
Transaction
Price
Valuation
FD
Equity
Plus:
Aggregate
2004
Agg
Return
Exit
8.0x
9.0x
10.0x
11.0x
12.0x
Credit
LTM
Bank
2,902
EBITDA
Total
Source:
Note:
in2004
Assumes
Existing
Shares
Illustrative
Multiple
Value
13.1%
17.2%
millions,
PF
Yield
Net
Sources
Uses
Debt
3/31/05
on
Price
2,378
Debt
per
23.7%
20.6%
26.5%
Assumes
Analysis
Value
Bonds
Debt
Analysis
Financials
Equity
&
Balance
EBITDA
and
Debt
Share
/(5)
Solar
ST
/8,000
LBO
$11,823
Value
(5)
(MM)
Interest
Uses
/of
4,500
1,784
debt
Expenses
EBITDA
Capitalization
2004
LTM
(1)
Receivables
LTM
10,952
IRR
coupons
Term
$1,104
PF
2005E
except
(4)
$11,823
$36.00
Debt
3,000
Purposes
as
3,513
Equity
management
($36.00
509
$36.00
Analysis
and
7,922
EBITDA
4,422
500
$11,047
Sheet
PF
304.2
3/31/05
(5.5-year)
of
2010
per
3/31/05
(6)
Loan
Expense
(1)
2006E
$1,145
per
6/30/05
cash
EBITDA
per
of
7.2x
316
1,088
Solar
10,952
7,661
4,161
$45
(1)(2)
per
share)
8%
Only
Rate
Share
Fin.
PF
69.5%
as
EBITDA
(6)
6.9x
2007E
$1,268
share)
Management.
7,296
2.0x
and
94
3,381
of
rolls
EBITDA
(3)
$310
of
1,104
10.2x
June
6.0x
9%
LIBOR
68.6%
4,500
2.1x
equity
2008E
6,881
$1,382
pro
5.3x
for
30,
2.3x
10.0x
66.3%
forma
6,402
and
senior
2005
2009E
+250bps
$1,461
4.7x
2.5x
isand
5,878
4.1x
granted
for
notes
63.3%
2010E
2.8x
$1,545
pro
and
OSSI,
3.6x
3.1x
and
forma
59.8%
Receivables
new
$1,633
Inflow,
senior
3.5x
options.
for
55.7%
subordinated
OSSI,
Vivista,
Financing
Note:
51.2%
Inflow,
Integrity
Assumes
notes,
Rate
Vivista,
and
ofrespectively.
transaction
LIBOR
RRI
Integrity
acquisitions
+150bps.
and
closes
RRI
6/30/05.
and
(4)
acquisitions
Assumes
BRUT divestiture.
rolled
and BRUT
bondsdivestiture.
maintain their
(2) current
Assumes
coupons
a minimum
of 3.75%
cash and
balance
4.88%.
of $150MM.
17/08/2011 05:39 p.m.
32 of 33
Leverage
LEVERAGE
6.5x
$33.00
$33.50
$34.00
$34.50
$35.00
$35.50
$36.00
For
31
Illustrative
CONFIDENTIAL
Exit
EXIT
8.0x
Note:
Illustrative
Multiple
7.0x
9.0x
Assumes
MULTIPLE
23.8%
22.8%
21.8%
20.8%
19.9%
19.1%
18.3%
18.6%
17.3%
16.2%
15.1%
14.1%
13.1%
7.2x
10.0x
Sensitivity
LBO
Sensitivity
SENSITIVITY
26.4%
25.1%
23.9%
22.7%
21.7%
20.7%
19.8%
24.2%
22.8%
21.5%
20.3%
19.2%
18.1%
17.2%
7.5x
Purposes
10.0x
7.2x
11.0x
Sensitivity
SENSITIVITY
8.0x
leverage,
27.9%
26.5%
25.2%
23.9%
22.7%
21.7%
20.6%
12.0x
exit.
Only
Analysis
29.8%
28.1%
26.6%
25.2%
23.9%
22.7%
21.6%
31.2%
29.7%
28.4%
27.1%
25.9%
24.8%
23.7%
based24.0%
34.7%
32.4%
30.4%
28.6%
27.0%
25.4%
34.2%
32.7%
31.2%
29.9%
28.7%
27.5%
26.5%
on LTM 3/31/05 PF EBITDA of $1,104.
17/08/2011 05:39 p.m.
33 of 33
These
aCONFIDENTIAL
obtained
respects.
company
your
may
you
relevant
CSFB
change
transactions
32
judgments
written
relating
disclose
company
has
materials
ato
from
agreement
To
and/or
research
of
adopted
understanding
to
except
the
such
toor
and
such
any
have
extent
other
through
managements
CSFB
rating
policies
to
tax
and
with
been
the
potential
such
treatment
all
you
or
the
CSFB.
assumes
extent
and
persons,
provided
price
information
purported
ortransaction
guidelines
your
such
In
(or,
target,
and
no
addition,
without
to
with
representatives
obligation
structure.
participation
you
orincludes
asdesigned
respect
claimed
participants
by
consideration
limitation
these
Credit
to
For
estimates
to
U.S.
update
materials
istothis
estimates
or
Suisse
intended
of
preserve
orfederal
from
any
purpose,
for
obtained
orand
First
may
otherwise
kind,
or
public
to
and
the
an
income
forecasts
benefit
Boston
not
the
the
inducement
from
forecasts
independence
sources.
be
tax
tax
revise
tax
disclosed,
public
investor
(CSFB)
treatment
of
treatment
treatment
future
obtained
CSFB
these
to
sources,
clients.
obtain
ofin
financial
of
in
assumes
materials.
and
its
whole
of
from
connection
aresearch
we
business
transaction
tax
the public
have
or
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performance
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Nothing
responsibility
analysts.
part,
assumed
or
with
sources,
is
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of
or
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an
contained
the
summarized
(including
compensation.
actual
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CSFBs
that
represent
transactions
for
such
or
herein
independent
policies
potential
estimates
or
estimates
reasonable
orclaimed
otherwise
should
contemplated
CSFBs
prohibit
mandate
verification
of
and
be
U.S.
estimates).
potential
policies
construed
referred
forecasts
employees
federal
orbyengagement
prohibit
these
of
cost
toThese
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as
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research
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of
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orthe
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17/08/2011 05:39 p.m.

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Presentation of Credit Suisse First Boston to the Board of Directors 03/27/2005

17/08/2011 05:39 p.m.

Presentation of Credit Suisse First Boston to the Board of Directors 03/27/2005

17/08/2011 05:39 p.m.

Presentation of Credit Suisse First Boston to the Board of Directors 03/27/2005

17/08/2011 05:39 p.m.

Presentation of Credit Suisse First Boston to the Board of Directors 03/27/2005

17/08/2011 05:39 p.m.

Presentation of Credit Suisse First Boston to the Board of Directors 03/27/2005

17/08/2011 05:39 p.m.

Presentation of Credit Suisse First Boston to the Board of Directors 03/27/2005

17/08/2011 05:39 p.m.

Presentation of Credit Suisse First Boston to the Board of Directors 03/27/2005

17/08/2011 05:39 p.m.

Presentation of Credit Suisse First Boston to the Board of Directors 03/27/2005

17/08/2011 05:39 p.m.

Presentation of Credit Suisse First Boston to the Board of Directors 03/27/2005

17/08/2011 05:39 p.m.

Presentation of Credit Suisse First Boston to the Board of Directors 03/27/2005

17/08/2011 05:39 p.m.

Presentation of Credit Suisse First Boston to the Board of Directors 03/27/2005

17/08/2011 05:39 p.m.

Presentation of Credit Suisse First Boston to the Board of Directors 03/27/2005

17/08/2011 05:39 p.m.

Presentation of Credit Suisse First Boston to the Board of Directors 03/27/2005

17/08/2011 05:39 p.m.

Presentation of Credit Suisse First Boston to the Board of Directors 03/27/2005

17/08/2011 05:39 p.m.

Presentation of Credit Suisse First Boston to the Board of Directors 03/27/2005

17/08/2011 05:39 p.m.

Presentation of Credit Suisse First Boston to the Board of Directors 03/27/2005

17/08/2011 05:39 p.m.

Presentation of Credit Suisse First Boston to the Board of Directors 03/27/2005

17/08/2011 05:39 p.m.

Presentation of Credit Suisse First Boston to the Board of Directors 03/27/2005

17/08/2011 05:39 p.m.

Presentation of Credit Suisse First Boston to the Board of Directors 03/27/2005

17/08/2011 05:39 p.m.

Presentation of Credit Suisse First Boston to the Board of Directors 03/27/2005

17/08/2011 05:39 p.m.

Presentation of Credit Suisse First Boston to the Board of Directors 03/27/2005

17/08/2011 05:39 p.m.

Presentation of Credit Suisse First Boston to the Board of Directors 03/27/2005

17/08/2011 05:39 p.m.

Presentation of Credit Suisse First Boston to the Board of Directors 03/27/2005

17/08/2011 05:39 p.m.

Presentation of Credit Suisse First Boston to the Board of Directors 03/27/2005

17/08/2011 05:39 p.m.

Presentation of Credit Suisse First Boston to the Board of Directors 03/27/2005

17/08/2011 05:39 p.m.

Presentation of Credit Suisse First Boston to the Board of Directors 03/27/2005

17/08/2011 05:39 p.m.

Presentation of Credit Suisse First Boston to the Board of Directors 03/27/2005

17/08/2011 05:39 p.m.

Presentation of Credit Suisse First Boston to the Board of Directors 03/27/2005

17/08/2011 05:39 p.m.

Presentation of Credit Suisse First Boston to the Board of Directors 03/27/2005

17/08/2011 05:39 p.m.

Presentation of Credit Suisse First Boston to the Board of Directors 03/27/2005

17/08/2011 05:39 p.m.