Скачать презентацию Goldman Stanley Inc Project Aardvark Presentation to the Скачать презентацию Goldman Stanley Inc Project Aardvark Presentation to the

45dc68d5df289892153bb6d1f8f9a43d.ppt

  • Количество слайдов: 22

Goldman Stanley, Inc. Project Aardvark Presentation to the Board of Directors January 29, 2010 Goldman Stanley, Inc. Project Aardvark Presentation to the Board of Directors January 29, 2010 Goldman Stanley Confidential Draft

Table Of Contents Executive Summary 3 Aardvark Valuation 5 Potential Acquisitions 11 Process Recommendations Table Of Contents Executive Summary 3 Aardvark Valuation 5 Potential Acquisitions 11 Process Recommendations 16 Appendix 19 Goldman Stanley

Executive Summary Goldman Stanley Executive Summary Goldman Stanley

Executive Summary • As of January 29, 2010, Aardvark’s share price and valuation are Executive Summary • As of January 29, 2010, Aardvark’s share price and valuation are at all-time highs, having more than doubled since early 2009 • As Aardvark’s stock price has soared in value, it has also generated over $35 B in cash & cash-equivalents • As Aardvark’s cash balance grows, it is likely to face shareholder pressure to reinvest the cash in its business and to make significant acquisitions • Given Aardvark’s strong currency and cash balance, it could easily make several “tuck-in” acquisitions – or larger-scale acquisitions to acquire customers • Such a strategy would allow Aardvark to capture more of the smartphone, laptop, and desktop markets, and significantly improve its software offerings • Given Aardvark’s cash position, such acquisitions could be made with 100% cash – or in the case of a larger deal, stock could also be used Goldman Stanley

Aardvark Valuation Goldman Stanley Aardvark Valuation Goldman Stanley

Valuation Summary • Aardvark’s current share price of $192. 61 far exceeds the value Valuation Summary • Aardvark’s current share price of $192. 61 far exceeds the value implied by comparable public companies • Recent comparable transactions show higher implied valuation ranges due to flurry of consolidation and hardware M&A activity over 2009 • Discounted Cash Flow Analysis under base-case assumptions shows implied valuation on-par with Aardvark’s current share price, implying that share price is justified • All valuation analysis is based on “base-case” financial projections in line with Wall Street analyst expectations • Given Aardvark’s cash balance and high valuation multiples vs. similar public companies, few competitors are well-positioned to make substantial acquisitions Goldman Stanley

Aardvark Valuation Summary Goldman Stanley Aardvark Valuation Summary Goldman Stanley

Aardvark Comparable Public Companies – Operating Metrics 45. 0% 40. 0% 35. 0% 30. Aardvark Comparable Public Companies – Operating Metrics 45. 0% 40. 0% 35. 0% 30. 0% 25. 0% 20. 0% 15. 0% 10. 0% 5. 0% 0. 0% (5. 0%) (10. 0%) 39% 31% 29% 18% 14% 8% 25% 22% 2010 E Revenue Growth 8% 7% 2009 A EBITDA Margin 4% (6%) Comparable Public Companies – Valuation Multiples 14. 0 x 12. 0 x 10. 0 x 8. 0 x 6. 0 x 4. 0 x 2. 0 x 0. 0 x Goldman Stanley 11. 5 x 10. 6 x 7. 6 x 8. 4 x 6. 8 x 4. 4 x 3. 7 x 10. 7 x 8. 6 x 7. 3 x 5. 1 x 5. 5 x 2009 EBITDA Multiple 2010 E EBITDA Multiple

Aardvark Precedent Transactions Goldman Stanley Aardvark Precedent Transactions Goldman Stanley

Aardvark Discounted Cash Flow Analysis DCF Assumptions: Discount Rate: Terminal EBITDA Multiple: x 12. Aardvark Discounted Cash Flow Analysis DCF Assumptions: Discount Rate: Terminal EBITDA Multiple: x 12. 5% 7. 0 Model Uses “Base Case” Financial Projections Mid-Year Convention Used For PV Of Cash Flows Goldman Stanley

Potential Acquisitions Goldman Stanley Potential Acquisitions Goldman Stanley

Potential Acquisitions • Given Aardvark’s large cash balance, it could make a wide variety Potential Acquisitions • Given Aardvark’s large cash balance, it could make a wide variety of acquisitions – ranging from small “tuck-in” deals to acquire technology and IP to larger deals driven by customer or market share acquisition • Tier 1 Potential Acquisitions – “Tier 1” acquisition candidates are worth over $1 billion and would significantly boost Aardvark’s market share or result in substantial revenue or cost synergies – Leading candidates include ARM, for its chipset technology and integration with Aardvark’s existing products, and Research in Motion – to capture additional share in the corporate smartphone market • Tier 2 Potential Acquisitions – “Tier 2” acquisition candidates are worth less than $1 billion and would enhance Aardvark’s core technology and fill in gaps in existing products – Potential acquisitions include specialized chipset and semiconductor companies as well as Web 2. 0, social media, and mobile software companies Goldman Stanley

Potential Acquisition Candidates Tier 1 Acquisition Candidates Tier 2 Acquisition Candidates Goldman Stanley Potential Acquisition Candidates Tier 1 Acquisition Candidates Tier 2 Acquisition Candidates Goldman Stanley

Company Profile: ARM Holdings Headquarters: Employees: Founded: Cambridge, UK 1700 1990 Financial Information: Market Company Profile: ARM Holdings Headquarters: Employees: Founded: Cambridge, UK 1700 1990 Financial Information: Market Cap: Cash: 2009 Revenue: 2009 EPS: 2010 E Revenue: 2010 E EPS: $2. 5 B $204 M $490 M $7. 85 $531 M $10. 97 Goldman Stanley ARM Holdings is a supplier of semiconductor intellectual property and components of digital electronic products. It designs and licenses intellectual property rather than manufacturing and selling semiconductor chips, and it licenses its IP to a wide network of hardware, mobile, and networking companies. It also provides tools to optimize system-on-chip designs. Management Team: Warren East Tudor Brown Graham Budd Mike Muller Tim Score John Cornish Ian Drew Antonio Viana CEO President COO CTO CFO EVP, Systems EVP, Marketing EVP, Sales Products: Key Partners: • Processors – ARM provides 32 -bit embedded microprocessors based on a common architecture that delivers high-performance, power efficiency, and reduced system cost. • System IP – Serves as the connection between processors, memory, and peripherals to ensure optimum performance. • Multimedia – ARM provides graphics processors that enable embedded graphics, audio, and video applications. • Physical IP – Provides So. C integrated circuits and logic, embedded memory, and interface IP. • Tools – ARM subsidiaries provide compilers, debuggers, simulators, and other optimization tools for a wide variety of chip and processor families. Electronic Arts, LSI Logic, Microsoft, National Semiconductor, Nokia, NVIDIA, Rambus, Real Networks, Samsung, and Toshiba.

Company Profile: Research In Motion Headquarters: Employees: Founded: Waterloo, ON 12, 000 1984 Financial Company Profile: Research In Motion Headquarters: Employees: Founded: Waterloo, ON 12, 000 1984 Financial Information: Market Cap: Cash: 2009 Revenue: 2009 EPS: 2010 E Revenue: 2010 E EPS: $36 B $2. 5 B $13 B $3. 70 $17 B $5. 03 Goldman Stanley Research In Motion designs the Black. Berry smartphone and creates solutions for the worldwide mobile communications market, including a variety of software for the Black. Berry device. In addition to its line of Black. Berry devices, the company also provides enterprise server software to support businesses using the device. Products: • Black. Berry Pearl 3 G – Provides Trackpad and dedicated media keys as well as Sure. Type technology and 3 G network support. • Black. Berry Bold – Provides extended battery life as well as GPS, Wi-Fi, and 3 G network support. • Black. Berry Curve 8500 – Includes Trackpad and dedicated media keys, easy media sharing, and 2. 0 MP camera. • Black. Berry Tour 9630 – Provides GPS, worldwide compatibility, and 3. 2 MP camera. • Black. Berry Storm – Features Wi-Fi, Sure. Press technology, and 3 G network support. • Black. Berry Curve 8900 – Features thin, lightweight design as well as GPS and Wi-Fi support and 3. 2 MP camera. Management Team: Jim Balsillie Mike Lazaridis Don Morrison Robin Bienfait Brian Bidulka David Yach Co-CEO COO CIO CFO CTO Key Partners: AT&T, Brightstar, Digital China, GPXS, Hewlett-Packard, IBM, Skype, Sprint, Tata Indicom, TMobile, Verizon, Virgin, and Vodafone,

Process Recommendations Goldman Stanley Process Recommendations Goldman Stanley

Key Recommendations • We recommend engaging in targeted discussions with the Tier 1 acquisition Key Recommendations • We recommend engaging in targeted discussions with the Tier 1 acquisition candidates and assessing their receptiveness to M&A discussions • At the same time, Goldman Stanley will reach out to Tier 2 candidates and introduce Aardvark as a potential acquirer • M&A process with Tier 1 candidates will take significantly longer due to the scale of the companies, so we recommend conducting both processes simultaneously • Depending on responses from Tier 1 and Tier 2 candidates, Goldman Stanley and Aardvark may do additional research to determine other potential acquisitions and then approach them Targeted Buy-Side M&A Broad Buy-Side M&A Fewer than 5 parties contacted Ranges from 10 to hundreds of companies 6 months to 1 year Time required is highly variable Close-ended Iterative process Higher success probability Lower success probability Goldman Stanley

Process Recommendation Specialized Negotiations With One Party Highly Targeted Process Targeted Discussions + Broader Process Recommendation Specialized Negotiations With One Party Highly Targeted Process Targeted Discussions + Broader Search RECOMMENDED • Combination of targeted discussions plus broader search conducted in background maximizes success probability and minimizes disruption to Aardvark • Additional parties contacted depend on responsiveness of Tier 1 and Tier 2 companies • Interested parties would sign NDAs and then proceed into due diligence and valuation discussions with Aardvark Goldman Stanley Broad M&A Process Broad Marketing

Appendix Goldman Stanley Appendix Goldman Stanley

Aardvark Projected Income Statement Goldman Stanley Aardvark Projected Income Statement Goldman Stanley

Aardvark Comparable Public Companies Goldman Stanley Aardvark Comparable Public Companies Goldman Stanley

Aardvark DCF Analysis – WACC Calculation Goldman Stanley Aardvark DCF Analysis – WACC Calculation Goldman Stanley