ACQUISITION OF COHERENT slide image

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 29
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