ACQUISITION OF COHERENT
WELL CAPITALIZED FOR FUTURE GROWTH¹
External Financing Sources
Debt
$3.4B secured term loans
■ $990M high yield bonds
■ $348M revolver availability
Convertible
Preferred
Equity
$2.15B series B investment from Bain
Capital
■ Coupon: 5%, 4-year payable-in-kind,
cash pay option thereafter
■ Conversion price of $85.00 per share
Leverage
Total Debt
$4.4 billion
2.9x(1)
Cash
$0.8 billion
Net Debt
$3.6 billion
2.4x(1)
PF Combined
TTM Adj
$1,508 million
EBITDA (1)
(incl. $177M synergies +$92M
additional cost savings)
Fully-Diluted Shares Outstanding (2)
COHR basic shares
Stock comp shares
(1) Reflects, as of 6/30/2023, using pro forma TTM combined adj EBITDA at 6/30/23,
including $269 million of future expected cost savings within 36 months. Not calculated
in accordance with Article 11 of SEC regulation S-X.
(2) Balances assuming all securities are dilutive as of 6/30/23. Not calculated in
accordance with Article 11 of SEC regulation S-X.
(3) Series A fully converted into 10.2 million shares of common post-FY4Q23 close on 7/3,
which also eliminated Series A preferred dividend of $27.6 million per annum.
COHERENT
Series A preferred equity
Series B preferred
Pro forma FDSO
Copyright 2023, Coherent. All rights reserved.
139M
2M
10M(3)
27M
178M
29
29View entire presentation