PROJECT ReLAP (CONFIDENTIAL)
Valuation Discussion
DRAFT – For Discussion Purposes Only
PROJECT ReLAP (CONFIDENTIAL)
Hypothetical Analysis that an Advisor might provide a SC
RANGE OF PER SHARE EQUITY VALUES
Comparable Companies
EV / Current EBITDA
EV / Projected EBITDA
Price / Current Earnings
Price / Projected Earnings
M&A Methods
EV / Current EBITDA
EV / Projected EBITDA
Price / Current Earnings
Price / Projected Earnings
Going Private Premiums Paid
2003 YTD—All Transactions
2002—All Transactions
2003 YTD—Control Buyers
2002—Control Buyers
DCF
LBO
Acquiror Pricing Model
100% Equity
50% / 50% Debt & Equity
100% Debt
$10.0 $12.0 $14.0 $16.0 $18.0 $20.0 $22.0 $24.0 $26.0
DRAFT – For Discussion Purposes Only
PROJECT ReLAP (CONFIDENTIAL)
VMC Rebuttal to SC Advisor’s Hypothetical Analysis
RANGE OF PER SHARE EQUITY VALUES
Comparable Companies
EV / Current EBITDA
EV / Projected EBITDA
Price / Current Earnings
Price / Projected Earnings
M&A Methods
EV / Current EBITDA
EV / Projected EBITDA
Price / Current Earnings
Price / Projected Earnings
Going Private Premiums Paid
2003 YTD—All Transactions
2002—All Transactions
2003 YTD—Control Buyers
2002—Control Buyers
DCF
LBO
Acquiror Pricing Model
100% Equity
50% / 50% Debt & Equity
100% Debt
$10.0 $12.0 $14.0 $16.0 $18.0 $20.0 $22.0
DRAFT – For Discussion Purposes Only
PROJECT ReLAP (CONFIDENTIAL)
What Overlap exists at Today’s Stock Price?
A Typical SC Viewpoint
Seller’s range may likely be based heavily on premium
Seller may want to apply premium to cash
Seller’s initial range for desired outcome based Advisor’s initial analysis
After negotiations, Seller’s range likely to be lower (given today’s price and agreement on no premium on cash)
Buyer’s Viewpoint
No premium on Cash
Lower growth – lower value
Smaller size – lower value
Continued problems at Watercraft
Some overlap may exist today
DRAFT – For Discussion Purposes Only