Evercore Investment Banking Pitch Book
Implied Premium / (Discount) for LBRD Shares within GLIB
Implied Valuation of LBRD from LBRD Proposal at different GCI valuations ($ in millions, except per share data)
Purchase Equity and Enterprise Value Calculation
LBRD Series C Share Price (6/22/20)
LBRD Proposal Exchange Ratio (6/22/20)
Implied Offer Price / Share from LBRD Proposal (6/22/20)
GLIBA Share Price (as of 6/22/20)
Implied Premium for Series A Shares
GLIBB Share Price (as of 6/22/20)
Implied Premium for Series B Shares
Implied GLIB FDSO¹
Proposal Equity Value for GLIB
GLIB Purchase Premium
GLIB Purchase Premium/ Share
(+) Net Debt (3/31/20)2
Proposal Enterprise Value for GLIB
Assets
Proposal Enterprise Value for GLIB
Less: GCI Value Range3
Less: Evite at Mid-point Value*
Less Lending Tree (Post-tax)
6
Less: Charter at Look-through Price within LBRD
Less: NPV of Federal and Alaska State NOLS
Plus, NPV of Capitalized Corporate Expense 6
Less: NPV of RHC FY16-19 Settlement 6.7
Implied Value of LBRD Shares from Proposal
5
Value of LBRD Shares (Pre-tax) (6/22/20)
Implied Premium/ (Discount) on Pre-tax LBRD
Less: Potential Tax Leakage to GLIB in Taxable Sale
Value of LBRD Shares (Post-tax) (6/22/20)
Implied Valuation of LBRD from LBRD Proposal
$11,112
($2,500)
(21)
(748)
(2,448)
(132)
465
(114)
$5,614
$5,521
1.7%
(843)
$4,679
100.0%
$11,112
($2,600)
(21)
(748)
5
(2,448)
(132)
465
(114)
Scenarios with Different GCI Valuation Range
$11,112
$11,112
($2,700)
($2,800)
(21)
(21)
(748)
(748)
(2,448)
(2,448)
(132)
(132)
465
465
(114)
(114)
$5,414
$5,514
$5,521
(0.1%)
(843)
$4,679
99.1%
$129.36
0.575×
$74.38
$68.63
8.4%
$68.75
8.2%
106.9
$7,948
$623
$5.75
$3,164
$11,112
$4,679
87.3%
$5,521
(1.9%)
(843)
$5,314
$5,521
(3.8%)
(843)
$4,679
75.4%
$11,112
($2,900)
(21)
(748)
(2,448)
(132)
465
(114)
$5,214
$5,521
(5.6%)
(843)
$4,679
63.5%
% Deferred Tax Savings Delivered to GLIB
Source: Company flings, FactSet (as of 6/22/20)
Calculated using treasury stock method using offer price per share from LBRD proposal
Net debt includes the 1.75% exchangeable senior debenture valued on a trading value basis of $680mm as of 6/22/20; book value as of 3/31/20 of $477mm: Includes preferred Instrument of $178mm
GCI TEV range informed trading comparable analysis, precedent transactions and discounted cash flow valuation analyses
Confidential
$11,112
($3,000)
(21)
(748)
(2,448)
(132)
465
(114)
$5,114
$5,521
(7.4%)
(843)
$4,679
51.7%
1.
2
3.
4 Assumes the mid-point of Evite's value based on DCF analysis with terminal range of 1.25x to 2.25x
6
Charter share price as of 6/22/20 is $527.67, which results in look-through price within LBRD of $456.76: Calculated as (LBRD Equity Value as of 6/22/20 Plus Net Debt Plus NPV of corporate expense Minus the mid-point
of Skyhook valuation) divided by 54. 1mm Charter shares within LBRD
6.
Determined by Evercore based on GLIB management projections
7. Assumes 0.17% discount rate for RHC FY16-19 Settlement impact based on 1-year treasury rate on 6/22/20
EVERCORE
GCI
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