6/3/2019 EX-99.
(c)(2)
EX-99.C.2 2 [Link] EX-99.(C)(2)
Exhibit (c)(2)
Deutsche Bank
Corporate & Investment Bank
Presentation to the Special Committee
January 4, 2018
Deutsche Bank Securities Inc., a subsidiary of Deutsche Bank AG, conducts investment banking and securities activities in the United States.
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A. DB team and qualifications
B. situation assessment
C. Strategic alternatives
D. Conclusion
Discussion agenda
A DB team and qualifications
B Situation assessment for Special Committee
C Consideration of strategic and financial alternatives
D Conclusion and path forward
Deutsche Bank
Corporate & Investment Bank
1
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A. DB team and qualifications
B. situation assessment
C. Strategic alternatives
D. Conclusion
Deutsche Bank’s dedicated team for the Special Committee
Dedicated team for the Special Committee
39
14
Jim Stynes
Managing Director Global Chairman of M&A
31
2
Celeste Guth
Managing Director Global Co-Head of FIG
18
<1
MeirLewis
Managing Director Head of US Insurance
18
<1
Sean Fernandes
Managing Director
10
8
Simon Paciura
Vice President
6
<1
Kulin Shah Associate
2
2
Jacqueline Li
Analyst
Deutsche Bank • Number of years in the industry
Corporate & Investment Bank
• Number of years at Deutsche Bank
2
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A. DB team and qualifications B. Situation assessment C. Strategic alternatives D. Conclusion
Why DB?
Seasoned team of trusted advisors
– Highly experienced team of senior bankers with more than 100 years of combined advisory experience
– Hands-on approach to the engagement (please ask for our references)
Special Committee advisory track record
– This team personally advised on highly relevant insurance and financial services special committee assignments:
– American Financial / National Interstate
– AXA / AXA Financial
– MassMutual and Cerberus / Scottish Re
– DB institutional knowledge having advised on more than 10 special committee assignments in the past few years
Insurance industry expertise
– Global financial services and insurance team of more than 100 professionals
– Active dialogue and access to potential alternative buyers
– Comprehensive capital markets, trading and research capabilities
Dedicated execution resources
– Recent investment in dedicated execution team with immediate capacity for this priority assignment
– Line-of-sight location of DB office to AmTrust headquarters
Deep knowledge of company by team members
– Up to speed on situation and familiar with recent events
– Ability to move quickly and focus on robust process requirements
– Important assignment for individuals involved
Deutsche Bank
Corporate & Investment Bank
3
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A. DB team and qualifications B. Situation assessment C. Strategic alternatives D. Conclusion
Relevant transaction experience of senior team members (1/2)
Celeste Guth
Managing Director Global Co-Head of FIG
2 years at DB
31 years industry experience
Celeste joined DB in 2016 after spending 29 years at Goldman Sachs where she was Partner and Vice Chairman of the Global Financial Institutions Group and Global Head of Insurance
Prior to being named Vice Chairman she headed FIG Americas at Goldman from 2003 through 2012. She was named a partner in 2002
Special committee advisor to Scottish Re on sale to Cerberus / MassMutual
Minority buy-out of AXA Financial by AXA
Special committee of Castlepoint in their negotiations with Tower
American General’s take private of Western National by buy-out of minority shareholders
Represented PacLife in restructuring minority stake in PIMCO post-Alliance
Restructuring of FGIC post financial crisis
Sale of Stancorp Financial to Meiji Yasuda
Sale of New York Life’s Mexican Surety operations to ACE
lNG Latin America sale to GrupoSura
BBVA Latin America Pension Operations sale to Metlife and others
Sale of SunAmerica to AIG
Sale of USlife to American General
Sale of Capital Holdings to Aegon
Sell down of ING’s Canadian operations, now Intact
Sale of Kemper to Zurich
Warranty Group sale to TPG
Sale of Global Capital Re to XL
Sumitomo acquisition of Symetra
Dai-lchi life acquisition of Protective life
IPO and Demutualizations of Prudential, Principal, StanCorp and Dai-lchi
IPOs and carveouts of Voya from lNG and Hartford Insurance from ITT
Background
Select transaction experience
Jim Stynes
Managing Director Global Chairman of M&A
14 years at DB
39 years industry experience
Jim joined DB in 2003 after 25 years at Morgan Stanley in the Mergers & Acquisitions area
He has executed over 100 transactions consisting of sell-sides, buy-sides and restructurings in a wide variety of businesses
Sale of Nortek to Kelso (large management block)
Sale of Petrolite (45% controlled by Barnickel Trust) to Baker Hughes
Acquisition of Fina Inc by Petrofina
Sale of Hartford’s Japan Variable Annuity business to Orix
Sale of Hittite to Analog Devices
Sale of life Technologies to Thermo Fisher
Sale of Medicis to Valeant
Sale of Solutia to Eastman Chemical
Sale of CVR Energy to Icahn
Sale of Keebler to Kellogg
Acquisition of Qualcomm by Broadcom (Pending)
Acquisition of Axiall by Westlake
Acquisition of CSR by Qualcomm
Three-way merger between Coca-Cola Enterprises Inc. and Coca-Cola Iberian Partners and Germany’s Coca-Cola bottler
Acquisition of Cephalon Inc. by Teva Pharmaceutical Industries
Acquisition of Syniverse Technologies by Carlyle Group LLC
Acquisition of Cadbury PLC by Kraft Foods Inc.
Acquisition of Anheuser Busch by lnBev
Acquisition of Nabisco by KKR
Lockheed’s purchase of General Dynamic’s F-16 fighter division
Merger of Equals between Molson and Coors
Merger of Texaco and Chevron
Merger of Equals between Lockheed and Martin Marietta
Defense of Texaco against Carl Icahn’s proxy contest
Deutsche Bank Note: Bolded names relate to transactions involving a Special Committee of the Board
Corporate & Investment Bank
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A. DB team and qualifications B. Situation assessment C. Strategic alternatives D. Conclusion
Relevant transaction experience of senior team members (2/2)
Meir Lewis
Managing Director
Head of Americas Insurance
<1 year at DB
18 years industry experience
— Meir joined DB in 2017 and spent 7 years at Morgan Stanley in New York, where
he was a Managing Director with a focus on P&C insurance and reinsurance
clients
— Meir started his career at Citi where he spent 10 years in both Tel Aviv and New
York
— Special committee advisor on public merger (ongoing)
— Special committee advisor to National Interstate on sale to American
Financial Group (2016)
_ Audit committee advisor to Global Indemnity on repurchase from Fox Paine
LPs (2015) and subsequent evaluation of transaction (2017)
— Audit committee advisor to Primerica on repurchases from Citi (2012, 2013)
— Sale of Rain and Hail Insurance to ACE
— Sale of U.S. Specialty Homeowners business by QBE to National General
— Sale of Chubb reinsurance operations to Stone Point Capital to form Harbor Point
—Cross-border acquisition of UK listed Catlin by XL
— Acquisition by Munich Re of Hartford Steam Boiler from AIG
— Acquisition by Liberty Mutual of Ohio Casualty
— LBOs: Alliant, Sedgwick, Cunningham Lindsey
— IPOs: Primerica, Apollo Invest Corp, BlackRock Kelso, Kayne Anderson, BPW,
National Atlantic
— Follow-ons / Secondaries: AmTrust, NatGen, Progressive, Markel, James River
— Private Placements: Primerica, Wilton Re
Sean Fernandes
Managing Director
<1 year at DB
18 years industry experience
Sean joined DB in 2017 and has spent the bulk of his career at Goldman Sachs, based in London, New York, Hong Kong and Tokyo, Where he focused on sponsor-held and independent insurance brokers and services companies
- He spent three years at Apax Partners where he had responsibility for various FIG investments
- Special committee advisor to Scottish Re on sale to Cerberus and MassMutual
- Stake increase by Barclays plc in Absa Group
- Sale of NWD Investment Management to Nationwide Financial Services
- Take private of ccs Income Trust
_ Take private of [Link]
- Sale of AmerUs to Aviva Plc
- Sale of UnumProvident Canada to Royal Bank of Canda
- Sale of RSUI to Alleghany Corporation
- Investment by Goldman Sachs in Hana Bank
- Sale of Fiduciary Trust Company to Franklin Resources
- Sale of State Street’s Private Asset Management business to US Trust
- Sale of HartRe to Endurance Specialty
- Sale of McMorgan to New York Life
- Sale of Goldman Sachs’ minority interests in its India JV to Kotak Bank
Background
Select transaction experience
Deutsche Bank Note: Bolded names relate to transactions involving a Special Committee of the Board
Corporate & Investment Bank
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A. DB team and qualifications B. Situation assessment C. Strategic alternatives D. Conclusion
Situation overview
AmTrust has grown from a start-up in 1998 to a leading international commercial lines carrier
–-Leading franchise in U.S. workers comp (#3)(a)
–-Leading franchise in U.S. commercial lines (#11)(a)
–-Strategy driven by organic growth in niche markets, complemented by M&A
Company has faced significant headwinds in the public markets over past 12 months
–-Stock has traded down in the past 12 months by 62%
–-Stock currently trades at 0.79x P/BV (excluding the impact of fee business sale) and 7.5x P/E (2018E)
The Company has taken decisive actions to address recent concerns
–-Injected capital in the business: Family PIPE, sale of NGHC stake
–-Management change: replaced CFO
–-Simplified business: sale of fee business, policy administration system sale
We understand from Wilkie that Special Committee has been formed to evaluate a potential going private transaction
The Special Committee will be responsible for acting in the interest of public shareholders and for ensuring a rigorous
process
Deutsche Bank Note: Market data as at January 2, 2018.
Source: Company data, SNL Financial, FactSet
Corporate & Investment Bank (a) Based on AmTrust 2016 financials.
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A. DB team and qualifications B. Situation assessment C. Strategic alternatives D. Conclusion
Key focus areas for the Special Committee
Key focus area Key considerations
– Detailed preparation process to highlight opportunities and issues
early
1 Thoroughness of process – Appropriate level of due diligence is a key starting point
– Examine all available strategic and financial alternatives thoroughly
– The controlling shareholders / acquirers may have different interests
and objectives than minority shareholders
2 Establishing control of the process
– Ensure the process allows the time and flexibility to determine and
pursue the right outcome for public shareholders
– Important to consider the wide range of alternatives available to the
Special Committee
3 Maintaining maximum optionality
– Including assessment of alternative buyers and capital markets
solutions
4 Minimizing disruption to the business – Process must be both effective and efficient
during the process – Protect the flow of confidential information
– Scrutiny will be intense from shareholders and other key constituents
– Benefits of clear and open communication and careful record for all
5 Maintaining effective communication constituencies (Special Committee, buyer group, minority share
and records throughout the process holders)
– Direct communications with large institutional shareholders can be
helpful
Deutsche Bank
Corporate & Investment Bank
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A. DB team and qualifications B. Situation assessment C. Strategic alternatives D. Conclusion
Preliminary framework for assessment of strategic alternatives
Scenario Description Key issues to consider
– Advantages of being public
– Continue to execute on the current
1 Maintain business plan – Impact of remedial actions have
already been taken
status quo – Minority stake continues to be owned by
public shareholders – Impact of distraction from public
markets
– Robust process
2 Management – Take-private and de-listing of AmTrust – Consideration of alternatives
Buy Out stock
– Financing
3 Sale of Cash – Family willingness to sell
100% to – Acquisition by a third party strategic or – Buyer appetite
financial buyer – Financing (if cash deal)
a third party Stock – Consideration (if stock deal)
– Excess capital
– Use excess capital and debt capacity to
Recapitalization – Leverage target
buy back shares in public markets
– Stock liquidity
Deutsche Bank
Corporate & Investment Bank
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A. DB team and qualifications B. Situation assessment C. Strategic alternatives D. Conclusion
Illustration of potential strategic and financial buyers
Valuation metrics
Market Cap ($bn) p/e (2018) P/BV
U.S. insurance ranking
Workers’ comp Commercial
DWP ($bn) Market share DWP ($bn) Market share
Strategic buyers Financial buyers
Note: Market data as of 1/2/2018.
Deutsche Bank
(a) Indicated sorted by the metric.
Corporate & Investment Bank Source: Company filings, Wall Street research, FactSet, SNL Financial
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A. DB team and qualifications B. Situation assessment C. Strategic alternatives D. Conclusion
Role of DB in advising the Special Committee
DB will be fully committed to each aspect of the analysis of strategic options, providing precise advice to the Special
Committee, and executing the range of strategic alternatives available
Conduct business and financial due diligence on AmTrust
—Commence detailed due diligence immediately upon appointment to advise Special Committee
- Develop a detailed assessment of management’s business and financial plan
—Develop a detailed view of the opportunities and challenges posed by management’s plan
Analyze the value of AmTrust
—Assess current and potential future public market value
—Assess private market value
—Identify other sources of value
Assess value maximization alternatives to the current plan
—Strategic or capital markets alternatives
—Form an assessment on the achievability, certainty and conditionality of each alternative
- Advise the Special Committee on tactical and process considerations
Advise the Special committee in formulating and communicating a response to the buyer group
- Develop process to maximize the Special Committee’s control over the outcome
As directed by the Special Committee, manage the execution of any alternative selected by the Special Committee
- Management buy-out, sale to third-party, recapitalization or other
As directed by the Special Committee, assist in negotiating a transaction for the best interests of public shareholders
Coordinate and collaborate with the Special Committee’s other external advisors (actuarial, accounting, legal)
Deutsche Bank
Corporate & Investment Bank
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DB will work closely with the Special Committee throughout the process with regular update meetings to track progress and timeline
A. DB team and qualifications B. Situation assessment C. Strategic alternatives
D. Conclusion
strategic review
Due diligence of the business
Evaluate and analyze proposal (once received)
Review
options
Respond to proposal
Negotiate transaction and market check (if appropriate)
Close transaction (following go shop if appropriate)
Assessment of current situation
Detailed
valuation
review
Deal feasibility
In-depth due
diligence
review to
understand
value and
business
momentum
Remain public/ status quo
Assess depth and interest from other potential strategic or financial buyers
Evaluate other options to
maximize
value
Agree initial response to proposal and
key messages
Negotiate with bidder and advisors (if appropriate)
Further special committee
review
post
discussions
Close transaction (following go shop if appropriate)
Negotiate
definitive
agreement
focus on critical terms
- financing commitment /deal certainty
- termination/ fiduciary out
Conduct market check (limited or broad process pre / post signing)
Coordinate day-to-day details to bring the transaction to closure
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Deutsche Bank
Corporate & Investment Bank
Appendix I
Supplemental information
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Select other DB special committee assignments
CONSOLIDATED TOMOKA Consolidated Tomoka Undisclosed Exploration of strategic alternatives Sole Financial Advisor to Special Committee Terminated Pan Pan Seguros / Pan Corretora USD254 million
Advised Pan Seguros I Pan Corretora on sale to Banco PTG Pactual and Caixa Economica Federal
Financial Advisor to Special Committee December 2014 cm: 16
LOKAL CPA:16 Global USD1.9 billion Advised CPA: 16 on the acquisition of affiliated CPA14 REIT MWeff
Neff Corp
USD13 billion Advised the special committee of the Board of Directors of Neff Corp on its agreement to sell to United Rental
Sole Financial Advisor to Special
Committee
July 2017
ft TC PipeLines, LP TC PipeLines, LP
USD215 million
Advised TransCanada on the drop-down of Bison Pipeline
Sole Financial Advisor to Conflicts
Committee
October 2014
RC.V+
RCN Corporation
USD13 billion
Advised RCN on the sale to ABRY Partners
TC PipeLines, LP TC PipeLines, LP
USD223 million
Advised TransCanada in the drop-down of 49.9% interest in PNGTS
Sole Financial Advisor to Conflicts
Committee
January 2016
duco
I incorporated
Alico
USD138 million
Advised Alico on the sale of 51% to the AHon Group
Sole Financial Advisor to Special
Committee
November 2013
i ms
IMS Health Inc
USD5.2 billion
Advised IMS Health on its sale to investor group
^ ASHFORD
nosriTALrrv fume
Ashford Hospitality Trust
Undisclosed
Exploration of strategic alternatives
Sole Financial Advisor to Special Committee
2015/2016
kitd&al
Kit Digital
Undisclosed
Advised the Transaction Committee of Kit Digital on reorganisation plan
Financial Advisor to Transaction Committee
August 2013
Tutor-Soliba
CORTOfiATlON
Tutor-Saliba
USD862 million
Advised Tutor-Salfea on the sale to Perini
vivendi
Vivendi SA/SFR
EUR17 billion
Advised supervisory board of Vivendi on proposed disposal of SFR
Sole Financial Advisor to Special
Committee
May 2015
BELMOND Belmond Ltd
USD1.9 billion
Advised Belmond Ltd on hostile defense
Financial Advisor to Transaction Committee October 2012
Beritl
Bentley Pharmaceuticals
USD352 million
Advised Bentley Pharmaceuticals on the sale to Teva Pharmaceuticals
TC PipeLines, LP TC PipeLines, LP
USD446 million
Advised Trans Canada on the drop-down of remaining 30% interest in GTN Pipeline
Sole Financial Advisor to Conflicts
Committee
April 2015
15
CPA:15
USD2.6 billion
Advised CPA15 on its sale to WP Carey & Co
Sole Financial Advisor to Special
Committee
September 2012
BRADLEY
PHARMACEUTICALS Bradley Pharmaceuticals
USD349 million
Advised Bradley Pharmaceuticals on the merger with Nycomed US Inc
Affinity
Affinity Gaming Undisclosed
Exploration of strategic alternatives
Sole Financial Advisor to Special
Committee
2014/2015
CIC ENERGY:
CIC Energy CAD115 million
Advised CIC Energy on the sale to Jindal Steel and Power
Sole Financial Advisor to Special
Committee
September 2012
Sole Financial Advisor to Special
Committee
May 2011
EC3Q
EGLInc USD22 billion
Advised EGL on the sale to CEVA Logistics Inc
Financial Advisor to Special Committee November 2007
Financial Advisor to Special Committee August 2010
Comverse Technology Inc USD293 million
Advised Comverse on the private placement in Verint Systems
Financial Advisor to Special Committee May 2007
Lead Financial Advisor to Transaction
Committee
February2010
LnraAL
Space & Communications
Loral Space & Communications Ltd USD300 million
Advised Loral on a private placement to MHR Fund Management
Financial Advisor to Special Committee February 2007
Financial Advisor to Special Committee
September 2008
Asahi-Tec USD1.2 billion
Advised Asahi-Tec on the acquisition of Metaldyne
Financial Advisor to Special Committee January 2007
Financial Advisor to Special Committee July 2008
Royal Group
Royal Group Technologies USD2.0 billion
Advised Royal Group Technologies on the sale to Georgia Gulf
Financial Advisor to Special Committee October 2006
Financial Advisor to Special Committee February 2008
BOYDGAMING Boyd Gaming Corp USD533 million
Advised Boyd Gaming Corp on the sale of South Coast Casino
Sole Financial Advisor to Special
Committee
October 2006
Financial Advisor to Special Committee November 2007
Telewest Global Inc USD9.2 billion
Advised Telewest Global on the sale to NIL Inc
Financial Advisor to Special Committee March 2006
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AFSI LTM stock price development
Price performance
LTM 3-month 6-month
(61.6%) (25.1%) (30.8%)
2/27/2017 4/4/2017 5/8/2017 6/5/2017 9/14/2017 11/8/2017 11/16/2017
AFSI files for 2016 2016 10K filed Q1 earnings release CFO replaced Announced sale of Q3 earnings release; WSJ article
10K filing delay policy administration exhaustion of
system to NGHC for Premia ADC
$200mm
3/16/2017 4/10/2017 5/25/2017 6/9/2017 11/6/2017
Extended deadline to WSJ article Announced $300mm Sale of $200mm stake Sale of FeeCo in $1.1bn
file 2016 10K and private placement with in National General LBO with MDP;
announcement of members of the AM Best places credit rating
further delay Karfunkel family under review
$35.00
$30.00 $25.00 $20.00 $15.00 $10.00 $5.00
$10.47
Stock price ($)
11/13/2017 AFSI downgraded by JMP
Jan-17 Feb-17 Mar-17 Apr-17 May-17 Jul-17 Aug-17 Sep-17 Oct-17 Nov-17 Jan-18
Deutsche Bank Note: Market data as of 1/2/2018.
Source: Company filings, Wall Street research, FactSet, Internet publications
Corporate & Investment Bank
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AFSI trading multiples
P/BV development
P/NTM earnings development
P/B
1-year 10-year
Current average average
0.79x 1.17x 1.81x
P / NTM Earnings
1-year 10-year
Current average average
7.5x 7.1x 7.9x
Price / book (x)
0.00x 0.50x 1.00x 1.50x 2.00x 2.50x 3.00x 3.50x
Apr-07 Dec-09 Aug-12 Apr-15 Jan-18
0.79x
Price / NTM EPS (x)
0.0x 2.0x 4.0x 6.0x 8.0x 10.0x 12.0x 14.0x 16.0x
Apr-07 Dec-09 Aug-12 Apr-15 Jan-18
Deutsche Bank Note: Market data as at January 2, 2018.
Source: Company data, SNL Financial, FactSet
Corporate & Investment Bank
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Current AmTrust ownership
Based on public sources
Current shareholder breakdown Family ownership summary Public ownership summary
Public
Family float ownership
44% 55%
Other insiders 1%
Non-voting shares until after the 2018 annual shareholders meeting
Market Position % Name value (‘000) ownership ($mm)
Position % Market Name ownership value
(‘000)
($mm)
Barry Zyskind (CEO) 44,777 22.8% $447.7
George Karfunkel (Director) 32,438 16.5% 324.3
Family 2017 PIPE 24,096(a) 12.3% 240.9
Estate of Michael Karfunkel 4,225 2.2% 42.2 2,371 1.2% 23.7 107,907 55.0% $1,079.0
Market Position % Name value (‘000) ownership ($mm)
Other insiders 2,712 1.4% 27.1
9,726 5.0% $97.2 lnvesco Advisers 7,620 3.9% 76.2 BlackRock Fund Advisors 5,221 2.7% 52.2 Goldman Sachs & Co. 5,146 2.6% 51.5 Principal Global Investors 3,702 1.9% 37.0 SSgA Fund Management 3,254 1.7% 32.5
RBC Global Asset
2,871 1.5% 28.7
Management
Dimensional Fund
2,699 1.4% 27.0
Advisors
lnvesco PowerShares
Capital Management 2,301 1.2% 23.0 JPMorgan Securities 2,145 1.1% 21.4
Other 40,748 20.8% 407.4
Total public 85,433 43.6% $854.2
Note: Market data as of 1/2/2018. Total shares outstanding as of latest available. Based on share price of $10.47.
Deutsche Bank
(a) Shares issued on 5/25/2017.
Corporate & Investment Bank Source: Company filings, FactSet
Leah Karfunkel (Director)
Total family
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“IMPORTANT: This presentation (the “Presentation”) has been prepared by Deutsche Bank’s investment banking department exclusively for the benefit and internal use of the recipient (the “Recipient”) to whom it is addressed. Neither Deutsche Bank AG New York Branch, Deutsche Bank Trust Company Americas (“DBTCA”) nor any of their banking affiliates is responsible for the obligations of Deutsche Bank Securities Inc. or any
U.S. Broker-dealer affiliate. Unless specified otherwise, deposit products are provided by DBTCA, Member FDIC. The Recipient is not permitted to reproduce in whole or in part the information provided in this Presentation (the “Information”) or to communicate the Information to any third party without our prior written consent. No party may rely on this Presentation without our prior written consent. Deutsche Bank and its affiliates, officers, directors, employees and agents do not accept responsibility or liability for this Presentation or its contents (except to the extent that such liability cannot be excluded by law).
Statements and opinions regarding the Recipient’s investment case, positioning and valuation are not, and should not be construed as, an indication that Deutsche Bank will provide favorable research coverage of the Recipient or publish research containing any particular rating or price target for the Recipient’s securities.
This Presentation is (i) for discussion purposes only; and (ii) speaks only as of the date it is given, reflecting prevailing market conditions and the views expressed are subject to change based upon a number of factors, including market conditions and the Recipient’s business and prospects. The Information, whether taken from public sources, received from the Recipient or elsewhere, has not been verified and Deutsche Bank has relied upon and assumed without independent verification, the accuracy and completeness of all information which may have been provided directly or indirectly by the Recipient. No representation or warranty is made as to the Information’s accuracy or completeness and Deutsche Bank assumes no obligation to update the Information. The Presentation is incomplete without reference to, and should be viewed solely in conjunction with, the oral briefing provided by Deutsche Bank. The analyses contained in the Presentation are not, and do not purport to be, appraisals of the assets, stock, or business of the Recipient. The Information does not take into account the effects of a possible transaction or transactions involving an actual or potential change of control, which may have significant valuation and other effects.
The Presentation is not exhaustive and does not serve as legal, accounting, tax, investment or any other kind of advice. This Presentation is not intended to provide, and must not be taken as, the basis of any decision and should not be considered as a recommendation by Deutsche Bank. Recipient must make its own independent assessment and such investigations as it deems necessary. In preparing this presentation Deutsche Bank has acted as an independent contractor and nothing in this presentation is intended to create or shall be construed as creating a fiduciary or other relationship between the Recipient and Deutsche Bank.”
Deutsche Bank
Corporate & Investment Bank
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