Credit Suisse Investment Banking Pitch Book
CONFIDENTIAL
Saturn Proposed Preliminary Timetable
and Significant Spin-off Dates
Week of
January 31
February 7
February 14
February 21
February 28
Dates
2/1
2/2
2/3-2/4
2/5
216
217
2/8-29
2/10
2/11-2/12
2/13
2/14-2/18
CREDIT FIRST
SUISSE BOSTON
221-2/25
2/22
2/23
2/28-3/4
2/28
2/28
February 2005
Sun Mon Tue Wed Thu Fri Sat
1 2 3 4 5
6 7 8 9 10 11 12
13 14 15 16 17 18 19
20 21 22 23 24 25 26
27 28
March 2005
April 2005
Sun Mon Tue Wed Thu Fri Sat Sun Mon Tue Wed Thu Fri Sat
1 2 3 4 5
6 7 8 9 10 11 12
13 14 15 16 17 18 19
20 21 22 23 24 25 26
27 28 29 30 31
Saturn Proposed Project Solar Timetable
Solar Board of Directors Meeting
CSFB to deliver response from Solar Board
Solars advisors to negotiate key transaction terms with Satum
12
3 4 5 6 7 8 9
10 11 12 13 14 15 16
17 18 19 20 21 22 23
24 25 26 27 28 29 30
Agreement on key transaction terms
Discussions with management about role, equity rollover and post-transaction governance
Discussions with management about role, equity rollover and post-transaction governance (cont'd)
Permission granted by Solar Board to call financing sources
-Invite three to four PE is to participate
- PE fimms execute a confidentiality agreement with Solar
-PE 1mms execute consortium agreement term sheet with Satum
-PE imms receive high level overview materials and diligence bring-down on Solar
-Provide PE srms copy of negotiated key transaction terms
-Refine and finalize investor presentation with management
One day management meeting with PE firms
PE fimms to decide whether to proceed
PE firms confirm interest in proceeding. Private equity consortium formed
Due diligence meetings with management and private equity consortium
Blackout. Sclar management meeting offsite
Private equity consortium to confirm interest to CSFB
Satum permitted to call two to three debt financing sources
Continue diligence
Satum to approach other sources of equity capital (e.g., limited partner investment community)
Solar legal counsel delivers draft merger agreement
Solar Board Checkpoint /Meeting
Preliminary Proposed Announcement Date
Spin-off Significant Dates
Receive first round of comments from
SEC on Form 10 document
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