Goldman Sachs Investment Banking Pitch Book

Goldman Sachs Date 30-Jun-2022 July/August 2022 14-Sep-2022 21-Sep-2022 30-Sep-2022 06-Oct-2022 17-Oct-2022 to 20-Oct-2022 03-Nov-2022 Project Ferdinand Timeline / Events Update 09-Nov-2022 10-Nov-2022 16-Nov-2022 23-Nov-2022 01-Dec-2022 10-Dec-2022 Description of Events ■ Ferdinand Board of Directors discuss illustrative analyses regarding a hypothetical take-private transaction and potentially interested financial sponsors and [***] (no indication to sponsors of a ■ Meetings between Ferdinand ("Ferdinand" or the "Company") senior management and [***] CD&R, [***] potential process) ■ Board meeting to discuss the indication of interest and determine next steps ■ Board agrees to give Buyer a due diligence period so Buyer and Buyer's consultants can assess Ferdinand's business ■ CD&R (the "Buyer") approaches Ferdinand with an interest in taking Ferdinand private and submits a non-binding indication of interest ■ The Board verbally engages Goldman Sachs & Co. LLC ("Goldman Sachs") as a financial advisor to help review and assess the proposal ■ Buyer provided access to data room to review initial due diligence information ■ Full-day, in-person management meeting between Buyer and Ferdinand held at Goldman Sachs office ■ Subsequent in-person and Zoom due diligence meetings held INVESTMENT BANKING DIVISION ■ Ferdinand releases Q3'22 SEC filings and holds earnings conference call ■ Stock up -12% since earnings release CONFIDENTIAL ■ Receive oral update from CD&R indicating $45 per share ■ Board meeting to discuss process updates and next steps ■ Special Committee meeting to discuss update and next steps ■ Special Committee meeting to discuss valuation and other topics ■ Receive revised indication of interest letter from CD&R at $47.50 per share with accompanying exclusivity agreement ■ Receive revised indication of interest letter from CD&R at $50 per share with accompanying exclusivity agreement Note: Market data as of 16-Dec-20222. "[***]" indicates information that has been omitted on the basis of a confidential treatment request pursuant to Rule 24b-2 of the Securities Exchange 4 Act of 1934, as amended. The information has been submitted separately with the Securities and Exchange Commission.

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