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122 _____________________________________________ PRIVATE EQUITY
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The discounted cash flow analysis is an analysis that should be considered with the recognition that this analysis is most applicable to a strategic/corporate potential acquirer and with the recognition that an acquirer typically would not look to pay the full discounted cash flow valuation of a company Paying the full valuation would equate to an acquirer's transferring full value to selling stockholders while retaining no projected value and full risk for the acquirer's stockholders (V) Leveraged Buyout Analysis Goldman Sachs performed a leveraged buyout analysis using projections provided by the management of the company and based upon the cash consideration of $1025 per share Coverage ratios, cash available to service principal repayment and equity returns were calculated using a capital structure consisting of $25 million in senior debt, $32 million in revolving debt, and $8 million in debt The coverage ratios, defined as EBITDA less capital expenditures divided by interest expense, were 17x, 23x, and 31x for estimated 1996, 1998, and 2000 Cash available to service principal repayment was $00, $00, $10, and $71 for estimated 1996, 1998, 2000, and 2002 Equity returns in estimated 2000 were 346 percent and 425 percent given a 5x EBITDA exit value and a 6x EBITDA exit value, respectively Prior to the foregoing presentation, in the late summer of 1995, Goldman Sachs updated a share repurchase analysis it had earlier prepared (updated for the most recent management projections) The analysis indicated that a repurchase of shares at a price of $1025 per share in varying aggregate amounts of $58, $10, $16, and $25 million would result in pro forma projected fiscal 1996 EBIT-Cap Ex ratios (earnings before interest and taxes, less expenditures divided by net interest and other expense) of 24, 12, 07, and 04, respectively In all scenarios based on 1995 projected earnings, the repurchases would have been dilutive and in all scenarios, based on 1996 projected earnings, the repurchases would have been dilutive and coverage ratios associated with a major share repurchase program (or, alternatively, payment of a significant special dividend), particularly those ratios associated with the larger transactions, suggest that such transactions would be difficult to finance Prior to entering into the Merger Agreement, the board of Marietta concluded that it would be unwise to incur significant amounts of
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Marietta Corporation (1994-1996) ______________________________________ 123
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indebtedness to finance a significant share repurchase or special dividend in light of recent operating results
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SOURCES AND USES OF FUNDS __________
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The sources and uses of the funds constituting the financing and the estimated fees and expenses incurred or to be incurred by the company, Newco, and Parent in connection with the merger are approximately as shown in Table 121
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TABLE 121 Sources and Uses of Funds
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Sources of Funds Issuance of subordinated debt Amount available under revolving credit facility Issuance of term loan Contribution of cash and common stock Cash on hand Total sources Uses of Funds Purchase of company capital stock (1) Refinance company debt Post-merger working capital Advisory fees (2) Bank and subordinated debt financing fees and expenses Legal fees and expenses Accounting fees and expenses Commission filing fees Printing and mailing expenses Exchange agent fees and expenses Proxy solicitation fees and expenses Miscellaneous expenses Total uses $37,300,000 1,825,000 7,355,000 3,000,000 800,000 750,000 125,000 6,800 100,000 3,200 10,000 25,000 $51,300,000 $15,000,000 14,000,000 6,000,000 7,500,000 8,800,000 $51,300,000
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(1) Includes payment for all outstanding shares other than those owned by the par ent or its affiliates plus payments in settlement of outstanding employee stock op tions in accordance with the Merger Agreement (2) Includes the fees and estimated expenses of Goldman Sachs
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124 _____________________________________________ PRIVATE EQUITY
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MARKET PRICES OF SHARES _______________
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Table 122 sets forth, for the periods indicated, the range of high and low closing prices per share On August 25, 1995, the last full trading day before the public announcement of the execution of the Merger Agreement, the last reported sale price per share as reported by the NASDAQ was $9 During the company's last five fiscal years, no dividends have been declared by the company with respect to shares (see Tables 123 and 124)
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