ITN Briefing May 6, 2008. 1 ITN Investment Overview ITN was acquired for $156MM by Veronis Suhler...

6
ITN Briefing May 6, 2008

Transcript of ITN Briefing May 6, 2008. 1 ITN Investment Overview ITN was acquired for $156MM by Veronis Suhler...

Page 1: ITN Briefing May 6, 2008. 1 ITN Investment Overview ITN was acquired for $156MM by Veronis Suhler Stevenson (VSS) and SPT in July 2006 Upon acquisition.

ITN Briefing

May 6, 2008

Page 2: ITN Briefing May 6, 2008. 1 ITN Investment Overview ITN was acquired for $156MM by Veronis Suhler Stevenson (VSS) and SPT in July 2006 Upon acquisition.

2

ITN Investment Overview

• ITN was acquired for $156MM by Veronis Suhler Stevenson (VSS) and SPT in July 2006

• Upon acquisition ITN experienced a short-term decline in profitability as was projected in the acquisition bank case

• In Q1 2008 ITN management increased its 2008 EBITDA forecast from $18MM to $26MM suggesting a return to historical profitability levels

• ITN’s average historical EBITDA is ~$29MM

Page 3: ITN Briefing May 6, 2008. 1 ITN Investment Overview ITN was acquired for $156MM by Veronis Suhler Stevenson (VSS) and SPT in July 2006 Upon acquisition.

3

Improved ITN Performance May Have Created A Window Of Opportunity For SPT To Acquire ITN

• SPT has always been bullish about ITN’s growth prospects and we invested with an expectation of earnings volatility

• Analysis of ITN’s historical profitability suggests there may be significant upside in acquiring the business from VSS

• We believe that the recent upward trend in earnings is the beginning of a period of extended profitability growth for the business

• We believe ITN’s financial volatility will encourage VSS to exit enable SPT to negotiate an acquisition price in the $185-215MM range

• To Validate this opportunity, SPT should:– 1) Confirm the sustainability of management EBITDA projections– 2) Establish VSS willingness to exit– 3) Develop and execute negotiation strategy (e.g., leverage SPT’s right of first

negotiation)

Page 4: ITN Briefing May 6, 2008. 1 ITN Investment Overview ITN was acquired for $156MM by Veronis Suhler Stevenson (VSS) and SPT in July 2006 Upon acquisition.

4

APPENDIX

Page 5: ITN Briefing May 6, 2008. 1 ITN Investment Overview ITN was acquired for $156MM by Veronis Suhler Stevenson (VSS) and SPT in July 2006 Upon acquisition.

5

5.3x 10.9x 11.9xEnterprise Value 84.2 175.1 190.3Net Debt 84.2 84.2 84.2VSS 0.0 65.2 72.9Sony 0.0 12.5 13.9Other Equity/Warrants 0.0 3.7 5.6Connors MIP 0.0 1.8 2.8Other MIP 0.0 6.9 8.5Series A IRR 0.0 30% 40%Sony Cash Purchase Price 84.2 162.6 176.4

EBITDA Multiple

Bank Case and Actual/Q4 '07 Projected EBITDA

26.0

32.3

24.1

36.3

33.6

30.6

20.0

21.923.5

25.226.0

32.3

24.1

36.3

33.6

30.6

17.216.0

18.0

20.3

27.1

21.6

14.0

19.0

24.0

29.0

34.0

39.0

2000A 2001A 2002A 2003A 2004A 2005A 2006A 2007A 2008 2009 2010

EB

ITD

A

Bank Case Actuals/ Q4 '07 Proj.

Implied EBITDA Multiples

5.3x

10.9x

11.9x

0.0x

2.0x

4.0x

6.0x

8.0x

10.0x

12.0x

14.0x

Pay Debt Only at $84.2M 30% IRR to VSS at $175.1M 40% IRR to VSS at $190.3M

EB

ITD

A M

ult

iple

Under Previous ITN Economic Forecasts the EBITDA Multiple Required to Meet VSS Minimum Price was Prohibitive

• 2006 actual EBITDA missed bank case projections by 16%

• 2007 Actual missed target by 27%

• Given this underperformance, acquiring ITN at the end 2007 would have required paying 10.9x EBITDA--more than twice the original acquisition multiple

Note: IRR figures calculated based on 12/31/07 transaction close

Page 6: ITN Briefing May 6, 2008. 1 ITN Investment Overview ITN was acquired for $156MM by Veronis Suhler Stevenson (VSS) and SPT in July 2006 Upon acquisition.

6

3.0x 7.2x 8.3xEnterprise Value 79.1 185.9 215.2Net Debt 79.1 79.1 79.1VSS 0.0 74.4 86.2Sony 0.0 14.2 16.5Other Equity/Warrants 0.0 5.4 10.9Connors MIP 0.0 2.7 4.2Other MIP 0.0 9.3 15.0Series A IRR 0% 30% 40%Sony Cash Purchase Price 79.1 171.7 198.8

EBITDA Multiple

Bank Case and Actuals/ Q1 '08 Projected EBITDA

26.0

32.3

24.1

36.3

33.6

30.6

20.0

21.923.5

25.226.0

32.3

24.1

36.3

33.6

30.6

17.216.0

26.1

27.1

14.0

19.0

24.0

29.0

34.0

39.0

2000A 2001A 2002A 2003A 2004A 2005A 2006A 2007A 2008 2009 2010

EB

ITD

A

Bank Case Actuals/ Q1 '08 Forecast

Implied EBITDA Multiples (Based on Revised 2008 Projections)

3.0x

7.2x

8.3x

0.0x

2.0x

4.0x

6.0x

8.0x

10.0x

12.0x

14.0x

Pay Debt Only at $79.1M 30% IRR to VSS at $185.9M 40% IRR to VSS at $215.2M

EB

ITD

A M

ult

iple

Improved ITN Profitability has Created a Window of Opportunity for VSS to Exit at an Acceptable IRR and for SPT Gain Control at a Reasonable EBITDA Multiple

• Revised ITN Q1 ’08 forecast suggests 2008 EBITDA will outperform bank case projections by 9%

• Projected 2008 EBITDA reduces the EBITDA multiple required to ensure a 30% IRR for VSS from 10.9x to 7.2x

• VSS may view current performance improvement as an opportunity to exit a business with inconsistent cash flows at an attractive IRR

Note: IRR figures calculated based on 6/30/08 transaction close