Evercore Investment Banking Pitch Book
Transaction Economics at Various Values
SIRE Common Unit Price
SIRE Units Outstanding¹
Total Equity Value -
Noncontrolling Interest²
SIRE²
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 Date¹
20-Day VWAP from Unaffected Date¹
30-Day VWAP from Unaffected Date¹
SIRE Consolidated EBITDA5
2022E
2023E
2024E
Enterprise Value /SIRE Consolidated EBITDA
2022E
2023E
2024E
SIRE Proposals
-
$17.90
20.2
$361.6
347.4
$708.9
143.6
$852.6
Second
Initial
Proposal Proposal $21.00
7/5/2022 9/27/2022 Unit Price
$22.00 $23.00 $24.00 $25.00 $26.00
Unit Price Unit Price Unit Price Unit Price Unit Price
$26.00
$21.00
20.2
$424.2
407.5
$22.00 $23.00 $24.00 $25.00
20.2
20.2
20.2
20.2
20.2
$444.4 $464.6 $484.8 $505.0 $525.2
426.9 446.4 465.8 485.2
504.6
$831.7 $871.3 $910.9 $950.5 $990.1 $1,029.7
143.6
143.6 143.6
143.6 143.6
$975.3 $1,014.9 $1,054.5 $1,094.2 $1,133.8
(0.3%)
3.5%
2.4%
0.2%
$152.0
154.0
143.5
5.6x
5.5
5.9
-
$19.00
20.2
$383.8
368.7
$752.5
143.6
$896.1
5.8%
9.9%
8.7%
6.3%
$152.0
154.0
143.5
5.9x
5.8
6.2
17.0%
21.4%
20.2%
17.5%
$152.0
154.0
143.5
6.4x
6.3
6.8
22.6%
27.2%
25.9%
23.1%
28.1%
33.0%
31.6%
28.7%
6.7x
6.6
7.1
1
Confidential Preliminary and Subject to Change
6.9x
6.8
7.4
33.7%
38.8%
37.3%
34.3%
$152.0 $152.0 $152.0 $152.0
154.0
154.0
154.0
154.0
143.5
143.5
143.5
143.5
($ in millions, except per unit amounts,
7.2x
7.1
7.6
39.3%
44.6%
43.0%
39.9%
7.5x
7.4
7.9
Second First
Counter- Counter-
$27.00 proposal proposal -
Unit Price 10/11/2022 9/20/2022
$27.00
20.2
$545.4
524.0
$1,069.3
143.6
143.6
$1,173.4 $1,213.0
44.8%
50.4%
48.8%
45.5%
$152.0
154.0
143.5
7.7x
7.6
8.2
50.4%
56.1%
54.5%
51.1%
$152.0
154.0
143.5
8.0x
7.9
8.5
Conflicts Committee
2. 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
3.
4.
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
5.
Per SIRE Financial Projections; reflects 100% of Sisecam Wyoming EBITDA less SIRE G&A
EVERCORE
Counterproposals
-
$28.50
$29.50
20.2
20.2
$575.7 $595.9
553.1
572.5
$1,128.8 $1,168.4
143.6
143.6
$1,272.4 $1,312.0
58.8%
64.8%
63.1%
59.5%
$152.0
154.0
143.5
8.4x
8.3
8.9
64.3%
70.6%
68.8%
65.1%
$152.0
154.0
143.5
Source: Partnership filings, FactSet, SIRE Financial Projections
1. 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
8.6x
8.5
9.1
ŞİŞECAMView entire presentation