Evercore Investment Banking Pitch Book slide image

Evercore Investment Banking Pitch Book

Preliminary Situation Assessment Summary of Various Valuation Methodologies Analysis of Selected Publicly Traded Comparables Used to estimate the current market value of the business as a stand-alone, publicly traded entity Given MFW's unique and diversified asset/business mix, there are no perfect comparable companies We would triangulate value between multiple trading groups for each of the divisions, each of which have their respective pros and cons from a Company valuation perspective Discounted Cash Flow Analysis Used to estimate the intrinsic value of the business based on cash flow projections Highly sensitive to terminal year and discount rate assumptions DCF valuation will be an important tool to evaluate the relative attractiveness of the proposed offer to acquire the business against management's view of M&F's potential to continue to execute its stand- alone strategic plan Analysis of Selected Precedent Transactions Used to estimate the value of the business in a control transaction, and typically incorporates the value of synergies and "control premium" Given M&F's unique asset mix and shareholder structure, as well as the rapidly evolving markets in which it operates, there are no perfect precedent transaction benchmarks EVERCORE PARTNERS Also includes "premiums paid" benchmarking, to estimate a standard stock price premium for transactions of this nature Evaluation of the Company's standalone value is based on a mosaic of intrinsic and external methodologies including others beyond this list and not any one analysis in isolation Illustrative SOTP Analysis Sum of the Parts ("SOTP") Analysis can be performed to estimate the value of the Company were it to be broken up Potential tax considerations may be relevant Confidential 20 PV of Future Equity Used to estimate the long-term value to shareholders in the context of the Company remaining publicly traded Looks at the value created in the future by Management's business plan and then discounts it back to the present at a range of values for the Company's Cost of Equity LBO/Ability to Pay Analysis Used to estimate the value that a financial sponsor may be willing to pay for the business based on cash flow projections and required rates of return on equity Incorporates the specifics (size & cost) of a transaction's debt financing package The growth prospects of the business and exit opportunities perceived by a sponsor, as well as credit market conditions, will impact sponsor's ability to pay
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