Baird Investment Banking Pitch Book

reliminary Praft BAIRD KEY ASSUMPTIONS UNDERLYING BAIRD'S ANALYSIS ...Continued ■ In that regard, if any description of or reference to us or our opinion in any proxy statement, information statement or any other public filing or any other public filing or other materials mailed, our opinion shall be reproduced in any such statement or filing in full and any description of or reference to us or any summary of our opinion included in any such statement or filing shall be in form and substance acceptable to us and our legal counsel in our or their respective reasonable judgments. ■ Our opinion does not address the relative merits or risk of: - The Transaction, the Agreement or any other agreements or other matters provided for, or contemplated by, the Transaction, the Agreement, or any tax strategy implemented or contemplated pursuant to the Transaction; Any other transactions that may be or might have been available as an alternative to the Transaction; or - The Transaction compared to any other potential alternative transactions or business strategies considered by AR, AM, AMGP, the Committee or the Board and, accordingly, we have relied upon our discussions with the management with respect to the availability and consequences of any alternatives to the Transaction. ■ Our opinion does not constitute a recommendation to the Committee, the Board or any other person or entity as to how any such person or entity should act with respect to the Transaction. ■ We, based on our experience and professional judgment, made qualitative conclusions as to the relevance and significance of each analysis and factor considered by us. Therefore, our analysis must be considered as a whole. Considering any portion of the various analyses and factors reviewed, without bearing in mind all analyses, could create a misleading or incomplete view of the process underlying our opinion. Project Bronco | Page 11

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