Valuation and Strategic Consulting - Summit Ridge...

535 Fifth Avenue, 4th Fl, New York, NY 10017 Tel: +1.646.843.9850

Valuation and Strategic Consulting In the Media and Communications Sector

Page 2 www.SummitRidgeGroup.com

Contents

• Overview • Summit Ridge Approach & Skills

• Service Offerings and Case Studies

• Leadership Bios and Publications


Satellite Media

Telecom

We Provide Specialized Satellite, Media and Telecom Sector Consulting


Contents

• Overview

• Summit Ridge Approach & Skills




Summit Ridge Group was Founded by J. Armand Musey, CFA To leverage his broad functional background, deep industry expertise and capital markets experience § Unique blend of 16 years of equity research, investment banking and

consulting experience including §  Former Top Ranked Equity Research Analyst (Merrill Lynch, Banc of America, Salomon Smith Barney)

§  Three-time Institutional Investor “All American” Ranking (2000, 2001, 2002) §  #1 Ranked by Greenwich Association poll of institutional investors §  Wall Street Journal “Best on the Street” ranking

§  President of small boutique investment bank §  Extensive Consulting Experience

Education/Training §  JD/MBA (Northwestern); MA (Columbia); BA (U. Chicago) §  Chartered Financial Analyst (CFA) Other §  Member: NY Bar; Federal Comm. Bar Assn.; NY Society of Securities Analysts - Chair of Corporate Governance Committee (2007-2009)


Opportunity to Serve Gap Between Traditional Service Providers

•  Many challenges require multiple services and skills

•  Real-time financial market insights supplement our perspective

•  Single-firm efficiencies more responsive to client needs and lowers cost

Investment Banking Research

Consulting Legal


Summit Ridge Group Fills the Gap

•  Summit Ridge Group, LLC fills the Gap between Investment banking, Research, Regulatory and Consulting firms

•  Valuation and strategic assignments requiring substantial industry expertise (i.e. spectrum valuation)

•  Custom Research and Litigation/Regulatory Support

Investment Banking Research

Consulting Legal

Summit Ridge has Cross-Disciplinary Skills


Client Solution

Investor & Capital Markets

Perspective

Satellite, Media, Telecom DEEP INDUSTRY EXPERTISE

Finance, Valuation, Research, Strategic Analysis, Transaction, Regulatory

B R O A D F U N C T I O N A L S K I L L S

Summit Ridge Brings Multiple Layers of Skills to our Clients’ Projects While Creating Single-Firm Efficiencies That Provide More Powerful, Flexible and Cost Effective Solutions


Contents

• Overview


• Service Offerings and Case Studies • Leadership Bios and Publications


Service Offerings

Valua%on •  Transac%onal • Bankruptcy • Fairness opinions • M&A

•  Repor%ng • Asset impairment • Por=olio valua%on • Tax

Strategic Consul%ng •  Financial • Due diligence • M&A consul%ng

•  Strategic Development

•  Regulatory • Responding to agency publica%ons

• Spectrum auc%on/license acquisi%on support

Custom Research •  In-‐depth projects • Financial analysis • Market analysis • Strategic analysis

•  Short-‐term phone consulta%ons

Li%ga%on Support •  Exper%se includes: • Broadband/Spectrum

• Research prac%ces • Satellite communica%ons

• Securi%es Industry/Research prac%ces

• Valua%on


Our Advantages by Service Offering Valua%on Strategic Consul%ng Custom Research Li%ga%on Support

Background: §  Significant communica%on industry exper%se for complex valua%ons §  Allows rapid comple%on with greater quality §  Deal team/management is not distracted by inefficient ques%ons/data requests §  Support deal team by offering insight into value drivers and compe%%ve dynamics §  Valua%ons conform to ASA, USPAP and AICPA standards

Examples: §  Bankruptcy, Fairness Opinions, Intangible Asset Valua%on (inc Rf spectrum), Por=olio Valua%on, Purchase Price Alloca%ons, Solvency Opinions

Financial: §  Deep industry background combined with finance and legal background allows deal support from mul%-‐disciplinary perspec%ve.

Corporate Strategic Development: §  Leverage industry knowledge and rela%onships to provide consul%ng support for corporate financings or business development efforts

Regulatory: §  Legal background and industry knowledge facilitates rapid and accurate analysis of complex regulatory issues

Background: •  Former top-‐ranked research analyst with extensive industry background and connec%ons •  Able to track-‐down hard to find informa%on In-‐Depth Projects: • Able to conduct in-‐depth analyses of complex topics overlooked by tradi%onal research providers. Phone Consulta%ons: • Provide phone consulta%ons to investors and companies through major expert network providers. • Pay by the minute -‐ no long-‐term engagement

Experience: §  Selected by several Am Law 25 firms to provide li%ga%on support

Recognized expert in the areas of: §  Valua%on §  Satellite Communica%ons §  Investment research processes and procedures §  Corporate governance related to research and valua%on

Experience providing: §  General consul%ng/support §  Expert witness report prepara%on -‐ FRCP 26(a)2(b) §  Deposi%on and Court Tes%mony


Summit Ridge Group Case Studies Valua%on Strategic Consul%ng Custom Research Li%ga%on Support

Related Party Transac%on: §  Engaged by major PE firm to value spectrum asset personally owned by firm principles and sold to por=olio company §  Industry exper%se permi]ed quick and cost-‐effec%ve analysis

Tax-‐Driven Acquisi%on: §  Engaged by large mul%na%onal company to provide valua%on to support tax-‐driven M&A transac%on §  Deal encountered unan%cipated challenges and assignment expanded to include due diligence and industry analysis to augment bulge bracket I-‐bank’s efforts §  Deal closed with minimal incremental fees

Acquisi%on Analysis: §  Engaged by Fortune 50 company to provide industry analysis of poten%al acquisi%on §  Client avoided cost of engaging large investment bank by using internal finance professionals supplemented by SRG industry knowledge

Regulatory Support: §  Support premier spectrum regulatory firm §  Respond to regulatory agency publica%ons §  License nego%a%on §  Other projects as needed §  Client obtains top-‐quality regulatory support on a project basis

Bankruptcy Analysis: §  Engaged by leading distressed debt hedge fund to conduct an industry analysis and value a distressed issuer whose debt securi%es were likely to convert to equity §  Client presented analysis to creditor’s commi]ee to support proposal for commi]ee’s bankruptcy nego%a%on strategy

Company Analysis §  Engaged by large hedge fund to value a significant telecom holding a`er departure of internal personnel during a cri%cal phase in company’s development

M&A Fallout Li%ga%on: §  Engaged by major FSS operator to opine on issues related to orbital slot valua%on and development resul%ng from dispute surrounding post-‐M&A payment obliga%ons

Copyright Royalty Arbitra%on: §  Engaged by leading content distributor to provide extensive financial and valua%on analysis to support royalty rate proposal §  Expert report and tes%mony included subscriber forecasts, valua%on scenarios and corporate strategy analysis


Contents

• Overview





IV. J. Armand Musey, CFA (Founder) Overview J. Armand Musey is the president and founder of Summit Ridge Group LLC. Armand specializes in the media and telecommunications industries. He has a unique blend of 16 years of equity research, investment banking and consulting experience. Armand has completed dozens of financial valuation, strategic analysis, business development, corporate governance and business plan creation assignments He also has experience working on numerous financing and M&A transactions. His involvement with a wide breadth of companies has allowed him to develop a deep understanding of a range of communication topics and the complex web of relationships underlying the sector’s competitive dynamics and regulatory issues.

Experience Armand started his Wall Street career in investment banking but soon transitioned to equity research covering the satellite communication industry. Armand became the lead analyst covering the industry for Bank of America, and later Solomon Smith Barney where he also covered the wireless tower industry. He earned numerous honors as a research analyst including being named to the Institutional Investor “All American” team three times (2000-2002) and the Wall Street Journal “All Star” team. He was also ranked the top satellite industry analyst by Greenwich Associates.

In 2003, Armand became president of Near Earth LLC, a boutique investment bank specializing in the satellite, media and telecom industries. An avid mountain climber, he left his position at Near Earth LLC in 2007 to train for his dream of completing the ascent the highest mountain on each continent (“the 7 Summits”), which he accomplished with his ascent of Mt. Everest in May 2008. Upon returning from his mountaineering sabbatical, Armand founded Summit Ridge Group, LLC. He regularly speaks at major industry conferences and has been frequently quoted in leading trade publications and by national publications as an expert in communications finance and in corporate governance.

Education/Training Armand holds an MBA from Northwestern University’s Kellogg Graduate School of Management and a JD (cum laude) from its Law School (during law school he interned with the U.S. Bankruptcy Court - SDNY). He also has an MA from Columbia University and and a BA (with honors) from the University of Chicago. He is a member of the Federal Communications Bar Association. Armand is also a Chartered Financial Analyst (CFA) and a member of the New York Society of Securities Analysts where he chaired the Corporate Governance Committee from 2007-2009.


Advisors •  Ron W. Clifton – Corporate Strategy and Technology

–  President, CliftonGroup International Ltd; A C-level consulting firm –  Significant Board experience with public and private companies –  Strong industry, technology and international business

development experience –  Former president and CEO, International Datacasting Corporation –  BS, MSEE; University of Waterloo

•  Dan Ramsden – Capital Markets –  Founder, CEO, CoRise LLC; A new media merchant bank –  Extensive media and technology industry experience –  Former managing director, Bank of Montreal/Nesbitt Burns –  BA, Cornell; MBA, Fordham


Selected Publications

•  Broadcas%ng Licenses: Ownership Rights and the Spectrum Ra%onaliza%on Challenge. (Forthcoming) Columbia Science and Technology Law Review (2012)

•  How the Tradi%onal Property Rights Model Informs the Spectrum Ra%onaliza%on Challenge. Has%ngs Communica%ons and Entertainment Law Journal (2012)

•  Law Journal Ar%cles are available for download at: h]p://ssrn.com/author=1736251

Academic Publica%ons

• From the Ground Up. Wrote monthly ar%cles and oversaw produc%on of a widely read monthly newsle]er with analysis of issues in the satellite communica%ons, media and telecommunica%ons industries. (November 2005 to April 2007)

• Via Satellite. Wrote monthly financial column for leading satellite trade magazine %tled “Dollars and Sense,” from late 1999 un%l early 2003

Industry Periodicals

• Published highly regarded analysis on the satellite communica%ons and cellular tower industry that was instrumental in achieving several research honors and widely cited by industry insiders

•  Issued, strategic analysis, valua%on opinions, buy/sell recommenda%ons as well as quarterly earnings es%mates and earnings results analysis

• Published virtually every week, usually mul%ple %mes a week

Wall Street Research

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