Baird Investment Banking Pitch Book
SUMMARY OF LEVERS DISCUSSED
Increasing
Exchange Ratio
Adding a Cash
Component
Reducing
Series B Exchange
Benefits
■ Increased cash flow to AR
Results in a premium on the sale of AM
More equitable sharing of transaction
economics
■ Likely viewed favorably by AR investors
Helps AR in return of capital initiatives
(i.e., share buybacks)
■ Increases new AMGP, "AMC" accretion per
share, and potential share price
Increases accretion potential with less cash
going to Series B
Better aligns cash flow profiles (status quo vs
pro forma cash flow to Series B holders)
■
Preliminar. Draft
Considerations
BAIRD
Cash flow impact to AR, even at a high exchange
ratio, is relatively minimal
Adding more shares potentially reduces the
equity value of the new AMGP, "AMC"
Less upside from holding shares in the new
AMGP, "AMC"
I Potentially greater AM per unit dilution
Increases leverage at the new AMGP, "AMC"
Relatively minimal impact to overall deal
economics
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