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Fairness Opinion Detail

The Michaels Companies Inc. to Apollo Global Management

General Retail/Mar 2021/UBS

Deal Information

Target
The Michaels Companies Inc.
Acquiror
Apollo Global Management
Sector
General Retail
Target Type
Public
Acquiror Type
Financial
Advisors
UBS

Transaction Metrics

Enterprise Value
$5.0B
EV / LTM Sales
EV / LTM EBITDA
6.9x
EV / Fwd EBITDA

Advisor Transaction Comparables

Comparable transactions cited by the advisor, excluding the subject transaction.

Advisor: UBS

TV/LTM EBITDA selected range: 5.0x - 7.0x

6 comps
Dec 2020Sportsman's Warehouse Holdings Inc.Great American Outdoors Group, LLC$788M-6.0x-
Aug 2020Hudson Ltd.Dufry AG$1.1B-5.7x-
Jun 2020GNC Holdings, Inc.Harbin Pharmaceutical Group Co Ltd$780M-6.9x-
Aug 2019Vitamin Shoppe Inc.Franchise Group Inc$206M-3.7x-
Jun 2019Barnes & Noble Education, Inc.Elliott Management Advisors L.P.$603M-5.7x-
Jun 2017Staples Inc.Sycamore Partners$6.7B-5.0x-
Mean-5.5x-
Median-5.7x-

DCF Assumptions

Discount rate and terminal value assumptions the advisor selected for its discounted cash flow analysis.

WACC
9.0% – 11.0%
Terminal method
Exit multiple
Terminal assumption
6.0x – 7.5x (FY2025E standalone Adjusted EBITDA (as adjusted to reflect normalized capital expenditures))
Forecast basis
Company Forecasts (as provided to UBS by management as of January 18, 2021)
Forecast period
2021E through 2025E (from April 30, 2021)
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