Baird Investment Banking Pitch Book slide image

Baird Investment Banking Pitch Book

KEY ASSUMPTIONS UNDERLYING BAIRD'S ANALYSIS Preliminary aft BAIRD ■ We have held discussions with members of management concerning their views on general market trends, historical and current financial condition and operating results, as well as the future prospects of AR, AM, AMGP and AMGP Corp and the anticipated benefits of the proposed Transaction. We were not engaged or requested to provide, and have not provided, any advice concerning the advisability of entering into the Transaction, and we were not involved in assisting AMGP in obtaining any financing for the Transaction. ■ In arriving at our opinion, we have assumed and relied upon, without independent verification, the accuracy and completeness of all of the financial and other information that was publicly available or provided to us by or on behalf of AR, AM and/or AMGP, including the Forecasts. ■ We have not independently verified any information supplied to us by or on behalf of AR, AM and/or AMGP. ■ We have not been engaged to independently verify, have not assumed any responsibility to verify, assume no liability for, and express no opinion on, any such information, and we have assumed and relied upon, without independent verification, that none of AR, AM nor AMGP is aware of any information that might be material to our opinion that has not been provided to us. ■ We have assumed and relied upon, without any independent verification, that: - None of AR, AM and AMGP is aware of any information prepared for it or its advisors that might be material to our opinion that has not been provided to us; Any adverse tax consequences with respect to AR's receipt of the Consideration are offset by existing net operating losses of AR; All assets and liabilities (contingent or otherwise, known or unknown) of AR, AM and AMGP are set forth in the respective publicly-filed financial statements, and there is no information or facts that would make any of the information reviewed by us incomplete or misleading; Project Bronco | Page 7
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