Evercore Investment Banking Pitch Book
Executive Summary
Transaction Economics at Various Values
SIRE Common Unit Price
SIRE Units Outstanding¹
Total Equity Value - SIRE²
Noncontrolling Interest²
Total Equity Value - Sisecam Wyoming
Plus: Net Debt as of December 31, 2022
Consolidated Enterprise Value
Premium to Unaffected Price³
10-Day VWAP from Unaffected Date*
20-Day VWAP from Unaffected Date*
30-Day VWAP from Unaffected Date*
SIRE Consolidated EBITDA5
2022E
2023E
2024E
Enterprise Value /SIRE Consolidated EBITDA
2022E
2023E
2024E
Value of Common Units Owned by Unaffiliated Unitholders
6
2.
3.
SIRE Management Proposals
Initial Second Third
Proposal Proposal Proposal $23.00
(7/5/22) (9/27/22) (10/20/22) Unit Price
$23.00
20.2
$464.6
446.4
$17.90
20.2
$361.6
$19.00
20.2
$383.8
$22.00
20.2
$444.4
426.9
347.4
368.7
$708.9
$752.5
$871.3
143.6
$910.9
143.6
143.6
143.6
$896.1 $1,014.9 $1,054.5
$852.6
4.
5.
6.
(0.3%)
3.5%
2.4%
0.2%
$152.0
154.0
143.5
5.6x
5.5
5.9
$94.0
5.8%
9.9%
8.7%
6.3%
$152.0
154.0
143.5
5.9x
5.8
6.2
$99.7
22.6%
27.2%
25.9%
23.1%
$152.0
154.0
143.5
6.7x
6.6
7.1
$115.5
28.1%
33.0%
31.6%
28.7%
$152.0
154.0
143.5
3
6.9x
6.8
7.4
$120.7
Confidential - Preliminary and Subject to Change
$24.00
Unit Price
$25.00
Unit Price
$25.00
20.2
$505.0
485.2
$950.5 $990.1
143.6
143.6
$1,094.2 $1,133.8
$24.00
20.2
$484.8
465.8
33.7%
38.8%
37.3%
34.3%
$152.0
154.0
143.5
($ in millions, except per unit amounts,
Conflicts Committee
Counterproposals
7.2x
7.1
7.6
$126.0
39.3%
44.6%
43.0%
39.9%
$152.0
154.0
143.5
7.5x
7.4
7.9
$131.2
$26.00 $27.00 Second
Unit Price Unit Price (10/11/22)
$26.00 $27.00 $28.50
20.2
20.2
20.2
$525.2 $545.4 $575.7
504.6
524.0
553.1
$1,029.7 $1,069.3 $1,128.8
143.6
143.6
143.6
$1,173.4 $1,213.0 $1,272.4
44.8%
50.4%
48.8%
45.5%
$152.0
154.0
143.5
7.7x
7.6
8.2
$136.5
50.4%
56.1%
54.5%
51.1%
$152.0
154.0
143.5
SIRE's total equity value represents a 51% interest in Sisecam Wyoming with the resulting 49% non-controlling interest stated at implied market value based on the SIRE Common Unit price
Based on a Common Unit price of $17.95 as of July 5, 2022, the last unaffected trading date before the Initial Proposal
Based on a 10-day, 20-day and 30-day VWAP prices of $17.29, $17.48 and $17.87, respectively, from July 5, 2022, the last unaffected trading date before the Initial Proposal
Per SIRE Financial Projections; reflects 100% of Sisecam Wyoming EBITDA less SIRE G&A
As of July 26, 2022, Unaffiliated Unitholders owned 5,248,791 Common Units
EVERCORE
8.0x
7.9
8.5
$141.7
58.8%
64.8%
63.1%
59.5%
$152.0
154.0
143.5
8.4x
8.3
8.9
$149.6
First
(9/20/22)
$29.50
20.2
$595.9
572.5
$1,168.4
143.6
$1,312.0
Source: Partnership filings, FactSet, SIRE Financial Projections
As of July 26, 2022; reflects the sum of: (i) 19,799,791 Common Units outstanding and (ii) 399,000 general partner units representing an approximate 2.0% limited partner interest in SIRE and assumes pro rata allocation of
equity value to Common Units and SIRE GP, with no incremental allocation to SIRE GP attributable to IDRs
1.
64.3%
70.6%
68.8%
65.1%
$152.0
154.0
143.5
8.6x
8.5
9.1
$154.8
ŞİŞECAMView entire presentation