Evercore Investment Banking Pitch Book slide image

Evercore Investment Banking Pitch Book

Summary of Liberty Broadband's Proposal to GCI Liberty Proposal was received on 6/22/20 Terms Exchange Ratio Form of Consideration Implied Price Implied Premium GLIB Series A Cumulative Redeemable Preferred Stock EVERCORE Details 0.575 Liberty Broadband (LBRD) Series C shares (non-voting) for each GCI Liberty (GLIB) Series A and Series B (voting) share held LBRD Series C Common Shares (non-voting) Confidential $74.38/share for each GLIB Series A or Series B (voting) share based on LBRD Series C (non-voting) closing price of $129.36 on 6/22/20 Implies a 8.4% premium to GLIB Series A shareholders, based on GLIB Series A closing price of $68.63 as of 6/22/20 Implies a 8.2% premium to Series B shareholders, based on GLIB Series B closing price of $68.75 as of 6/22/20 (Average daily trading volume of less than 100 shares) Aggregate premium to GLIB series A shareholders on a fully diluted basis of $623mm or $5.75 per GLIBA share Rollover into a Liberty Broadband preferred instrument with same terms ▸ No conversion rights; voting rights with common (1/3 of a vote / share) ► Dividends, payable quarterly, accrue on a daily basis at a rate of 7.00% per annum ► If GCI Liberty fails to pay dividend for any four quarterly periods, dividend rate increases by 2% annual rate until cured ▸ Mandatory redemption date of March, 2039 GCI Liberty
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