Baird Investment Banking Pitch Book
3 MERGER CONSIDERATION ANALYSIS (CONT.)
Detailed exchange ratio analysis across methodologies
(1)
Discounted Cash Flow Analysis
Distribution Discount Analysis
Public Comparables Analysis
Distribution Yield Analysis
Price to CAFD/Unit Analysis
Firm Value to EBITDA Analysis
Transactions Analysis
Implied Exchange Ratio
Low
High
2.02x
1.13x
1.24x
0.88x
0.97x
0.84x
0.97x
-
2.20x
2.03x
1.90x
1.60x
1.72x
Midpoint
1.573x
1.717x
1.457x
1.435x
1.223x
1.346x
Assumes a 1.602 3x base exchange ratio and $3.00 per unit in cash. Based on a 20-day VWAP as of October 5, 2018, the cash value in exchange ratio terms is 1.776.
Confidential
AR
Holders All-In
Exchange Ratio
1.776x
1.776x
1.776x
1.776x
1.776x
1.776x
BAIRD
(1)
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