Project Perseus—Summary of Initial Bids
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| ($ in millions, except per share data) |
| | | | | | | | | | | Implied | | Implied | | | | |
| | | | | | | | | | | Equity | | Enterprise | | Enterprise Value/2005E EBITDA | | |
| Bidder | | Bid | | % Premium(1) | | Value | | Value | | 32.5(2) | | 34.1(3) | | 37.9(4) | | Comments |
| * | | | $12.50 — $14.00 | | | | 16.5% — 30.5% | | | | $264 — $302 | | | | $317 — $354 | | | 9.8x — 10.9x | | 9.3x — 10.4x | | 8.4x — 9.3x | | Very excited about business and moving forward in the process. * has identified an undisclosed executive to run/advise the business. |
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| * | | | $12.05 — $14.00 | | | | 12.3% — 30.5% | | | | $253 — $302 | | | | $306 — $354 | | | 9.4x — 10.9x | | 9.0x — 10.4x | | 8.1x — 9.3x | | Did not formally bid due to 13D filing regulations but discussed valuation with Bear Stearns. Thinks the business is worth 15—25% higher than their net cost of $11. 20, or a valuation of $12.90 to $14.00 per share. Alternatively, * said they believe the business is worth 8.5x — 9.5x EBITDA of $36 million, or $12.05 to $13.51 per share. |
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| * | | | $10.50 — $12.00 | | | | (2.2%) — 11.8% | | | $ | 220 — $252 | | | $ | 273 — $305 | | | 8.4x — 9.4x | | 8.0x — 8.9x | | 7.2x — 8.0x | | Interested in acquiring the entire company. |
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| * | | | $10.50 — $11.00 | | | | (2.2%) — 2.5% | | | $ | 220 — $231 | | | $ | 273 — $283 | | | 8.4x — 8.7x | | 8.0x — 8.3x | | 7.2x — 7.5x | | Interested in acquiring the entire company. The bid was approved by * committee when PEGS stock was $10.50. * intent is to have a market to a slight premium to market bid. |
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| * | | | $10.75 | | | | 0.2% | | | | $226 | | | | $278 | | | 8.6x | | 8.2x | | 7.3x | | Interested in acquiring the entire company. |
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| * | | Financial & Distribution Services | | | | | | | | | | | * | | | | | | | | | Interested in purchasing the Financial & Distribution Services segment for a value of * |
| | | Distribution Services | | | | | | | | | | | * | | | | | | | | | Would also purchase Distribution Services only for * |
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| * | | | | | | | | | | | | | | | | | | | | | | | | Highly interested in Distribution, Reservation and Financial Services. Would like to continue diligence on these businesses and receive a historical and projected P&L for these segments to determine bid level. |
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| * | | | | | | | | | | | | | | | | | | | | | | | | Interested in Representation Services. Would like to continue diligence on Representation Services and receive a historical and projected P&L for this segment to determine bid level. |
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| * | | | | | | | | | | | | | | | | | | | | | | | | Highly interested in purchasing Representation Services only. Would also consider partnering with a financial sponsor to purchase the whole business (would be a minority equity investor) in combination with a commercial relationship. |
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(1) Based on stock price of $10.73 on June 27, 2005.
(2) Management estimate.
(3) Management estimate excluding impact of PegasusCentral.
(4) Management estimate excluding impact of PegasusCentral and public company costs.
* Confidential Treatment Requested
