Advancing Your Vision...LLC (a subgroup of Reckitt Benckiser Group plc) for $42 per share or a...

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Advancing Your Vision

Transcript of Advancing Your Vision...LLC (a subgroup of Reckitt Benckiser Group plc) for $42 per share or a...

Page 1: Advancing Your Vision...LLC (a subgroup of Reckitt Benckiser Group plc) for $42 per share or a transaction value of $1.45 billion (approximately €1.13 billion). In addition, we rendered

A d v a n c i n g Y o u r V i s i o n

Page 2: Advancing Your Vision...LLC (a subgroup of Reckitt Benckiser Group plc) for $42 per share or a transaction value of $1.45 billion (approximately €1.13 billion). In addition, we rendered

Houlihan Lokey is an advisory-focused investment

bank dedicated to providing strategic insight and

industry expertise. Our professionals bring depth of

experience and senior-level attention to every client,

helping you advance your vision.

• No.1M&AAdvisorforU.S.TransactionsUnder$3Billion

• No.1GlobalM&AFairnessOpinionAdvisorOverthePast10Years

• No.1GlobalInvestmentBankingRestructuringAdvisor

2012 RANKINGS Source: Thomson Reuters

2012 Accomplishments

The M&A Advisor’s International Awards•InvestmentBankingFirmoftheYear•IndustrialGoodsandBasicResourcesDealoftheYear— AcquisitionofFerrettiS.p.A.byWeichaiGroupHoldingsLimited

International Financing Review•EMEARestructuringDealoftheYear—eircom

Euromoney•BestGlobalCorporateRestructuringHouse

DealMakers Country Awards 2012•InvestmentBankoftheYear—NorthAmerica

EuroWeek•BestLoanRestructuringHouse

The Banker’s Deals of the Year Awards 2012 •AmericasRestructuringDealoftheYear— CapmarkFinancialGroup’s$21BillionRecapitalization•Asia-PacificRestructuringDealoftheYear—CentroRetailGroup

Page 3: Advancing Your Vision...LLC (a subgroup of Reckitt Benckiser Group plc) for $42 per share or a transaction value of $1.45 billion (approximately €1.13 billion). In addition, we rendered

MERGERS & ACQUISITIONS Houlihan Lokey has extensive expertise inmergers, acquisitions, divestitures, activistshareholder and takeover defense and other related advisory services for a broad range of U.S. and international clients. Ourexperience in M&A has earned us consistentrecognition throughout the industry. In2012,we were ranked the No. 1 M&A advisor forU.S. transactions under $3 billion andwe’vebeenrankedNo.1forU.S.transactionsunder $1billionforthepastsevenyears,accordingtoThomsonReuters.

CAPITAL MARKETS Astrustedadvisors,wehavetheprovenabilityto engineer and execute financing solutions that are essential for growth and success. We offer access to financing in the publicand alternative capital markets through the issuanceofdebt,equityorhybridsecurities.

OurintegratedCapitalMarketsGroupprovidesclients with independent solutions, free from conflicts of interest arising from credit extensions or proprietary investments. Thisdedicated team of financial professionals handles large, complex engagements and all aspects of capital-raising to help maximizeits clients’ financial flexibility over the longterm. Thanks to our extensive relationshipswith alternative capital providers, we have the unique ability to raise customized capital forthose situations where the public markets do notofferanattractivesolution.Inaddition,weoffer liability management expertise, enabling issuers to optimize their capital structure orresolve conflicts with existing debt securities.

Houlihan Lokey’s Capital Markets team hasdecades of combined experience and a track record of successfully executed financings in a variety of market conditions.

FINANCIAL RESTRUCTURING Houlihan Lokey has the largest, mostexperienced worldwide financial restructuring practice of any investment banking firm with approximately 170 professionals in offices intheUnitedStates,EuropeandAsia.In2012,weworkedonapproximately150restructuring-related transactions on behalf of companies, their creditors and shareholders, and other constituents. Over the past decade,HoulihanLokeyhasadvisedonover1,000restructuringtransactions with aggregate debt claims in excessof$1.5trillion.

Our group employs an interdisciplinary approach to engagements and is accustomed to evaluating complex, highly leveraged situations inshorttimeframes.Wearealsoarecognizedleader in achieving merger and acquisitiontransactions for distressed companies.

FINANCIAL ADVISORY SERVICES Over the past 40 years, Houlihan Lokey hasestablished one of the largest worldwide financial advisory practices. Our transaction expertise and leadership in the field of valuation inspire confidence in the financial executives, boards of directors, special committees, retained counsel, investors and business owners weserve.In2012,ThomsonReutersrankedustheNo.1globalM&Afairnessopinionadvisoroverthepast10years.

Our stability, integrity, technical leadership and global capabilities make us a trusted advisor for clients worldwide, across a wide range of services including: Transaction Opinions, TransactionAdvisoryServices,PortfolioValuation&AdvisoryServicesandFinancialConsulting.

Asyourbusinessevolves,sodoyourobjectives.Overthelifetime of our relationship with clients, we’ve helpedthemadapt,expandandthrive.Clientshavereliedonourglobal investment banking capabilities at every stage on their path toward success.

Page 4: Advancing Your Vision...LLC (a subgroup of Reckitt Benckiser Group plc) for $42 per share or a transaction value of $1.45 billion (approximately €1.13 billion). In addition, we rendered

PROVEN CAPITAL MARKETS EXPERTISE Selected Recent Capital Markets Transactions

2012HIGHLIGHTS

Lead Left Bookrunner

has issued$66,000,000 Senior Secured Notes due 2017$105,500,000 Senior Secured Notes due 2018and7,500,000 Common Shares

Lead Left Bookrunner

has completed a follow-on offering

$21,620,000 of common stock

Placement Agent

has completed a financing consisting of

Series A Convertible Preferred Stock

Sole Placement Agent

$100,000,000Second Lien Term Loan

CIT Group, Inc. WeservedastheexclusivefinancialadvisortoCITGroup,Inc.—abankholdingcompanyfocusedonprovidinglending,leasingandadvisoryservicestosmall-andmid-capbusinesses—onthesaleofacommercialandindustrialloanportfoliotoLoneStarFunds.Aspartofthisuniquesecondary advisory assignment, we performed a detailed valuation and recovery analysis to developcomprehensiveasset-leveldisclosurematerials.Wealsoconductedatargetedsalesprocessincludingparticipationfrombothfinancialandstrategicinvestors.Bycreatingahighdegree of transparency to support price discovery, we were able to achieve an optimal outcome thatmetCIT’sobjectivesandenabledLoneStarFundstoacceleratethedevelopmentofitscorporate credit platform.

Schiff Nutrition International, Inc.WeservedasfinancialadvisortoSchiffNutritionInternational,Inc.—amarketleaderintheU.S.vitamins,mineralsandsupplements(VMS)category—onitssaletoReckittBenckiserLLC(asubgroupofReckittBenckiserGroupplc)for$42pershareoratransactionvalueof$1.45billion(approximately€1.13billion).Inaddition,werenderedafairnessopiniononbehalfofSchiff’sboardofdirectors.Thepurchasepricerepresentedan81.1%premiumtothecompany’sundisturbedstockprice.ThetransactionallowsReckitttosolidifyitspositionintheConsumerHealthsectorandexpandintothelargeandrapidlygrowingVMScategory.

eircom Weactedasthefinancialadvisortothecoordinatingcommitteeofthefirst-lienlendersofeircom—the largest fixed-line telecommunications operator in theRepublic of Ireland—inthelargestbankruptcyinIrishhistory.Wedesignedarestructuringplaninwhichthefirst-lienlendersacquiredeircomthroughapartialequitizationofits€3billionseniorfacilitiesandrestructuringofits€350millionfloating-ratenoteand€700millionfloating-rateseniorPIKnotes.Despitealargeanddiversesyndicate,therestructuringplanreceivedconsentfromamajorityofseniorlendersaswellassupportfromotherkeystakeholders,suchasthetradeunionsandtheIrishtelecomregulator.TherestructuringplanwasimplementedthroughIrishexaminershipwithnoprecedentforatransactionofthissizeandcomplexity.

Lehman Brothers Holdings Inc.WeservedasthefinancialadvisortotheofficialcommitteeofunsecuredcreditorsofLehmanBrothersHoldingsInc.anditsdomesticaffiliates.Thistransactionmarksthelargestbankruptcyfilinginhistorywithfiledclaimsinexcessof$1trilliongloballyandpre-petitionassetsofmorethan$630billion.Weoversawtheassetdispositionstrategiesofallmajorassetcategories,including real estate, private equity, loan book and derivatives, negotiating resolutions onhundredsoftransactionalandclaimsituations,includingtheresolutionofLehman’stwoFDICinsuredbanks.Wehelpedstructure,negotiateandconsummatetheplanofreorganizationthatrestructuredapproximately$350billionofliabilitiesforLehmanBrothersanditsaffiliates,which was unanimously accepted by all classes voting for the plan.

Page 5: Advancing Your Vision...LLC (a subgroup of Reckitt Benckiser Group plc) for $42 per share or a transaction value of $1.45 billion (approximately €1.13 billion). In addition, we rendered

Selected Recent Transactions

AEROSPACE•DEFENSE• GOVERNMENT

BUSINESS SERVICES CONSUMER, FOOD & RETAIL ENERGY & POWER

Bondholder Committee Advisor

has confirmed a Joint Chapter 11 Plan of Reorganization

Financial Opinion

a portfolio company of

Silver Lake Partners

has completed a recapitalizaion

Sellside Advisor

a portfolio company of

has been acquired by

Secured Creditors Advisor

has confirmed a “pre-packaged” Chapter 11 Plan of Reorganization

Debtor Advisor

has completed an out-of-court restructuring

Sellside Advisor

has been acquired by

The Test & Evaluation Business of

Lender Advisor

and its affiliates

have completed a consensual out-of-court recapitalization transaction, restructuring approximately $590 million of outstanding debt

Fairness Opinion

has agreed to repurchase 15,000,000 shares of its common stock from certain shareholders

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Valuation Services

We provided valuation services in connection with BearingPoint Europe Holdings BV’s annual impairment testing of their investments for financial reporting purposes under IFRS and Dutch GAAP.

Financial Opinion

We rendered a valuation opinion for financial reporting purposes to Susser Petroleum Partners LP regarding tangible and intangible assets of the newly formed operating subsidiary, Susser Petroleum Operating LLC.

Fairness Opinion

has merged with

Sellside Advisor & Fairness Opinion

has been acquired by

Sellside Advisor

a portfolio company of

has been acquired by

Sellside Advisor

and

have been acquired by

Sellside Advisor

a business unit of

has been acquired by

Sellside Advisor

a portfolio company of

has been acquired by

®

TM

Page 6: Advancing Your Vision...LLC (a subgroup of Reckitt Benckiser Group plc) for $42 per share or a transaction value of $1.45 billion (approximately €1.13 billion). In addition, we rendered

FINANCIAL INSTITUTIONS HEALTHCARE INDUSTRIALS MEDIA & TELECOM

Creditors Committee Advisor

has confirmed a Chapter 11 Plan of Reorganization, restructuring approximately $350 billion of liabilities

Lead Left Bookrunner

has completed a follow-on offering

$21,620,000 of common stock

Buyside Advisor & Fairness Opinion

has acquired

Sellside Advisor

has been acquired by

Sellside Advisor

has been acquired by

Fairness Opinion

has been acquired by

Creditor Advisor

has been acquired in an Irish Examinership process by its Senior Lenders through a partial equitization of its Senior Facilities and restructuring of its Floating Rate and PIK Notes

Sellside Advisor

has been acquired by

Fairness Opinion

has completed the restructuring of Willis Stein Partners III LP and affiliated entities

Buyside Advisor

has acquired

Sellside Advisor

a portfolio company of

has been acquired by

Company Advisor

has completed an exchange offer and consent solicitation for

$225,000,000 Senior Floating Rate Notes due 2013

Secondary Advisory

has sold a commercial-loan portfolio to

$950 million

Debtor Advisor

has completed an out-of-court restructuring of its Foreign Currency Convertible Bonds

Buyside Advisor

Zachry Holdings, Inc.

has acquired

a portfolio company of

Sellside Advisor

has been acquired by

a member of Al Ghurair Group

Page 7: Advancing Your Vision...LLC (a subgroup of Reckitt Benckiser Group plc) for $42 per share or a transaction value of $1.45 billion (approximately €1.13 billion). In addition, we rendered

In the United States, investment banking services are provided by Houlihan Lokey Capital, Inc., a SEC-registered broker-dealer and a member of FINRA (www.finra.org) and SIPC (www.sipc.org); investment advisory services are provided by Houlihan Lokey Financial Advisors, Inc., a SEC-registered investment advisor. Houlihan Lokey (Europe) Limited, a company incorporated in England which is authorized and regulated by the U.K. Financial Services Authority, and Houlihan Lokey (China) Limited, a company incorporated in Hong Kong SAR which is licensed in Hong Kong by the Securities and Futures Commission, provide investment banking services and may direct this communication within the European Economic Area and Hong Kong, respectively, to intended recipients including professional investors, high-net-worth companies or other institutional investors. Publication# 9834. 0313

TRANSPORTATION & LOGISTICSREAL ESTATE, LODGING & LEISURE

TECHNOLOGY

Sole Dealer Manager

Offer to Purchase and Exchange$76,243,000 3.25% Convertible Subordinated Notes due 2026

and

Offer to Purchase$26,666,000 8.50% Convertible Senior Notes due 2026

Advisor to Plan Sponsor

General Maritime Corporation has confirmed a Chapter 11 Plan of Reorganization and received a new equity investment of $175 million from the Plan Sponsor

Placement Agent

has completed a financing consisting of

$24,000,000Series DConvertible Preferred Stock

Creditor Advisor

has confirmed a “pre-packaged” Chapter 11 Plan of Reorganization

Creditor Advisor

Kerzner International has confirmed an out-of-court restructuring of its more than $3.0 billion in OpCo and PropCo debt

Co-Manager & Dealer Manager

$225,000,0007.875% Senior Notes due 2017

and Tender Offer & Consent Solicitation

$200,000,0009.25% Senior Notes due 2015

Co-Manager

Initial Public Offering of Common Stock

$1,242,000,000

Price: $27.00 per share

46,000,000 shares

Fairness Opinion

has acquired

Sellside Advisor

has been acquired by

Company Advisor

Horizon Lines, Inc. has confirmed an out-of-court restructuring of financial indebtedness and vessel charters

Sellside Advisor

a portfolio company of

has been acquired by

Buyside Advisor & Placement Agent

has acquired certain assets and operations of

$33,000,000 Senior Credit Facility

®

TM

Page 8: Advancing Your Vision...LLC (a subgroup of Reckitt Benckiser Group plc) for $42 per share or a transaction value of $1.45 billion (approximately €1.13 billion). In addition, we rendered

HL.com

MERGERS&ACQUISITIONS

CAPITALMARKETS

FINANCIALRESTRUCTURING

FINANCIALADVISORYSERVICES