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
LibertyView entire presentation