Baird Investment Banking
DETAILED COMPARISON OF CONSIDERATION ISSUED
($ and shares in millions)
Equity
Component
Cash
Components
Total Exchange
Ratio
Equity Consideration
Pre-"Split" Construct Equity Exchange Ratio (¹)
AM Units Receiving Merger Consideration
New AMGP Shares Issued
Impact of "Split the Difference" Construct
Total Shares Issued
Revised Equity Exchange Ratio
Merger Cash Consideration
Cash / AM Unit
AM Units Receiving Merger Consideration
Merger Consideration Cash
Cash Consideration Equivalent Exchange Ratio
Special Cash Dividend
Special Dividend / AM Unit
Units Receiving Special Dividend
Total Special Dividend
Special Dividend Equivalent Exchange Ratio
Total Cash Consideration
ALL IN EXCHANGE RATIO
AR
1.607x
99.943
160.645
(1.125)
159.520
1.596x
AR
3.000
99.943
$299.8
0.168x
AR
$0.415
99.943
$41.5
0.023x
(20
$341.3
(2)
▬▬▬▬▬▬▬▬▬▬▬
AR
1.787x
AM
1.607x
88.164
141.711
3.375
145.086
1.646x
AM
3.000
88.164
$264.5
0.168x
AM
$0.415
88.164
$36.6
0.023x
$301.1
Commande Freliminar Drafti
AM
1.836x
Series B
18.500
Source: Bloomberg market data as of September 14, 2018,
(1) Based on 20-day AMGP VWAP ended September 14, 2018.
(2) Includes approximately 1.1 mm AM units issued via the LTIP program at AM; assumed to carry same treatment as AR-held units. To be confirmed.
(1.125)
17.375
Series B
$0.0
Series B
$0.0
Total
Shares
188.1
320.856
1.125
321.981
Total
Cash
$564.3
$78.1
$642.4
Existing
AMGP Shares
186.200
186.200
BAIRD
Total
"AMC" Shares
Project Bronco
507.056
1.125
508.181
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