Credit Suisse Investment Banking Pitch Book
CONFIDENTIAL
Potential Key Issues
Confidentiality
Market Check
Spin-off
CREDIT FIRST
SUISSE BOSTON
▸ The formation of the private equity consortium will include three to
four additional firms
▸ Debt financing sources will include two to three banks
► The risk of a "leak" increases as more parties become involved - it
will be important to continue to run a tight process on an expedited
basis
▸ Consider performing a market check before selling to Saturn, rather
than just relying on a fiduciary out (termination right)
■ Private equity firms
Strategic companies
"
▸ As additional private equity firms are included in the consortium and
conduct due diligence, they become "contaminated" from a tax-free
acquisition for a 1-year period post spin-off
▸ To the extent the Solar transaction timetable is delayed, Board may
need to consider proceeding with or delaying the spin-off
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