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Letter to Investors Page CEO & PM Review (Portfolio Digest / Main Highlights) 2 New Announcements / What’s Coming Up? 3 Recent Research Madison Square Garden Entertainment Corp. (MSGE) 4 Madison Square Garden Sports Corp. (MSGS) 6 Siemens AG (SIE GY) & Siemens Energy – Spinoff Analysis 8 Smith & Wesson Brands, Inc. & American Outdoor Brands, Inc. (SWBI & AOUT) – Spinoff Analysis 13 SunPower Corp & Maxeon Solar Technologies Ltd (SPWR & MAXN) – Spinoff Analysis 16 Model Portfolio Holdings Update Benchmark Performance Summary 22 Monthly Spinoff Calendars 2020-21 US 23 European 26 Global 28 The Edge’s Institutional Service Model 30 Edge Spinoff Report Lite® Worldwide Corporate Spinoff Update | September 2020

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Page 1: The Edge Spinoff Report Lite

Letter to Investors Page

CEO & PM Review (Portfolio Digest / Main Highlights) 2

New Announcements / What’s Coming Up? 3

Recent Research

Madison Square Garden Entertainment Corp. (MSGE) 4

Madison Square Garden Sports Corp. (MSGS) 6

Siemens AG (SIE GY) & Siemens Energy – Spinoff Analysis 8

Smith & Wesson Brands, Inc. & American Outdoor Brands, Inc. (SWBI & AOUT) – Spinoff Analysis 13

SunPower Corp & Maxeon Solar Technologies Ltd (SPWR & MAXN) – Spinoff Analysis 16

Model Portfolio Holdings Update

Benchmark Performance Summary 22

Monthly Spinoff Calendars 2020-21

US 23

European 26

Global 28

The Edge’s Institutional Service Model 30

Edge Spinoff Report Lite®

Worldwide Corporate Spinoff Update | September 2020

Page 2: The Edge Spinoff Report Lite

Page 2

The Edge® Spinoff Report Lite contains confidential and proprietary information. Transmission or distribution in any way is prohibited without the express consent of its authors, The Edge® and is strictly for the exclusively distributed & full service clients of The Edge Consulting Group Ltd. (The Edge C Group Ltd.) This document is based on information available to the public; no representation is made with regard to its accuracy or completeness. This document is neither an offer nor a solicitation to buy or sell securities. All expressions of opinion reflect judgment at this date and are subject to change without notice. The Edge Consulting Group Ltd. and others associated with it may have positions in securities of the companies mentioned. © 2020, The Edge Consulting Group Ltd. is registered in England & Wales. Company No. 6775372 and is authorized and regulated by the UK Financial Conduct Authority (FCA), No. 535037.

Partner Update

September 2020 Summary of Changes / Portfolio Digest / Main Highlights: The Edge® Catalyst Portfolio increased +6% in August **********************************************************************************************************

Go Tech or Event or Go Home! Dear Partner,

I am a value investor at heart. The likelihood is you are too and probably, like me, you have been wanting for it to return for years. I’ve never been optimistic. In fact, I said it had died a death a while ago. Things have changed. Value investing in the past has concentrated on looking at historical numbers to provide insight into future earnings. Sounds like a great plan. The fact that growth has overtaken value in this environment means that we must adjust our perception of the strategy. Technology is now the largest of all the sectors and continues to grow and it’s now also growing into other sectors.

From what I’ve seen the past year (at least) is that there have been two places to be in. You are either straight Tech and take the volatility that comes with it or you’re Event-Driven. Both are achieving some superior returns and I don’t envisage this ending soon. As a proponent on the latter, I feel much more comfortable in analyzing an event than predicting straight growth. Also, tech in history has always moved faster than we can keep up with, so be prepared for a pullback of these stocks at some stage. Just look at history and it will prove this. Start with 1929. We still use numbers as a basis for our predictions, but we are overlaying a growth strategy. Growth is essentially the new Value Investing. Throw in a catalyst and we have a multitude of investment ideas coming up that are under covered and super interesting. See the enclosed calendar at the back of each monthly report for all announced Spins.

I would further argue (and to quote Keynes) the markets can remain irrational longer than you can remain solvent. Human emotion just won’t ride through some of the peaks and troughs of tech. So therefore, concentrate on catalyst events. Hidden value that the robots can’t see. Lastly, even the greatest proponent and the father of value investing is headed the same way: Buffett’s $570m investment in Snowflake is a turn from the once pure value-based man.

Now that the world is opening, we are seeing several potential investments you should consider. As this publication is released once a month, you need to watch for the various alerts of our Model Portfolio increases and decreases. Two of which we increased last month and following on from our Value / Growth strategy, they both fit the bill – MSGE and MSGS. I want to push these as two of my favorites, not only short-term but longer-term too. Read on for more on both of those and for the other released analysis this month.

Kind Regards,

Jim Osman Chief Executive Officer [email protected]

Click below to follow The Edge on Twitter, Facebook, Instagram and YouTube.

I want to urge to keep an eye on your email during the month for entries and exits to the Model Portfolio. Please refer to the Holdings + Portfolio Sector Weights page for specific VWAP prices.

Page 3: The Edge Spinoff Report Lite

Page 3 The Edge® Spinoff Report Lite contains confidential and proprietary information. Transmission or distribution in any way is prohibited without the express consent of its authors, The Edge® and is strictly for the exclusively distributed & full service clients of The Edge Consulting Group Ltd. (The Edge C Group Ltd.) This document is based on information available to the public; no representation is made with regard to its accuracy or completeness. This document is neither an offer nor a solicitation to buy or sell securities. All expressions of opinion reflect judgment at this date and are subject to change without notice. The Edge Consulting Group Ltd. and others associated with it may have positions in securities of the companies mentioned. © 2020, The Edge Consulting Group Ltd. is registered in England & Wales. Company No. 6775372 and is authorized and regulated by the UK Financial Conduct Authority (FCA), No. 535037.

September 9, 2020

New Announcements / What’s Coming Up?

There was one newly announced Spinoff in August, though there are still a number of Spinoffs coming up. Please read on for further information and The Edge’s view…

Canadian-based Bausch Health Companies, Inc. (BHC CN), previously branded as Valeant Pharmaceuticals (VRX), announced that it is Spinning off its crown jewel eye health segment (Bausch+Lomb) into an independent publicly traded company in the first half of 2021 (possibly even by Q1). BHC CN (the RemainCo) will be a traditional diversified pharma company comprising a portfolio of leading brands in gastroenterology, neurology, medical dermatology / aesthetics and international pharma.

BHC’s announcement follows the 2019 Spinoff of the world’s largest eyecare Spinoff, Alcon, Inc. (ALC SW), from Novartis AG (NOVN SW) after a 10-year relationship. Previously, Valeant Pharmaceuticals and its then-CEO Michael Pearson acquired Bausch+Lomb for $8.7bn in 2013.

Having been involved with this company since 2014, activist investor ValueAct Capital currently still holds a top-5 position in BHC and Partner D. Robert Hale has served on the board since August 2015. Likewise, John Paulson, President of Paulson & Co., has served on BHC’s Board since June 2017 and is currently the largest owner of the company, which was a mantle previously held by Bill Ackman’s Pershing Square Capital back in 2015.

The most recent similar transaction can be seen with Novartis AG (NOVN), the Swiss pharmaceutical giant, and its Spinoff of the world’s largest eye-care business, Alcon, Inc. (ALC), on April 9, 2019, after holding the segment for more than a decade. Post-Spin, NOVN focuses on its core pharmaceutical business and its continuous blockbuster drug launches while the Spinoff ALC operates two leading eye-care divisions under (i) surgical and (ii) vision care. BHC’s separation will put the Bausch+Lomb eyecare in direct competition with ALC once listed.

Having been involved with this company since 2014, activist investor ValueAct Capital currently still holds a position top 5 position in BHC and Partner D. Robert Hale has been serving on the Board since August 2015. Likewise, John Paulson, President of Paulson & Co., has served on the Board of BHC since June 2017 and is currently the largest owner of the company, which was a mantel previously held by Bill Ackman’s Pershing Square Capital back in 2015. Likewise Glenview Capital, which in 2019 pushed for the break-up of Tenet Healthcare Corp. (THC) by 1H 2021, is also a major shareholder in BHC.

August’s Announced Spinoff 50 Upcoming Spinoffs / Fully Updated September 2020 Spinoff Deal Calendars (US, EU & Global) / Avg. Spinoff Size $20bn

Bausch Health Companies, Inc. (SPTSX: BHC CN) CAD 7.5bn ($5.7bn)

Spinoffs by Geography

Spinoffs by Sector

Source: The Edge Research Team, Company filings, Bloomberg

US, 44%

EU, 20% Global, 36%

Basic Materials

14%

Consumer Goods

16%

Consumer Services

6%

Financials8%

Health Care16%

Industrials22%

Oil & Gas4%

Technology10%

Telecomm'2%

Utilities2%

Page 4: The Edge Spinoff Report Lite

As released August 17, 2020

Page 4

MSGE: Upside in Early Signs of Recovery, Buy Here We continue to recommend accumulating our high conviction idea in Madison Square Garden Entertainment Corp. (MSGE), given early signs of a recovery for sports and venues reopening on the horizon. Additionally, despite delays to the construction of the MSG Sphere in Las Vegas, the company has ample financing available. Furthermore, 80% of sports fans have retained their tickets for next season, a silver lining for the company once events resume.

• Investors Recommended to Take Advantage of Lower Levels & Enter MSGE • Well-Capitalized to Finance the Sphere Construction / Any Cost Escalation can be

Absorbed • Silver Lining: 80% of Sports Fans Retained Next Season's Tickets • Monthly Cash Burn ($25m) Restrained Below The Edge's Estimate ($33m) • Valuation Update Shows Upside / MSGE is a Current Model Portfolio Holding

Earnings Update... On August 14, 2020, Madison Square Garden Entertainment Corp. (MSGE) announced its Q4FY20 and FY20 earnings. In Q4FY20 and FY20, MSGE generated revenues of $9m and $753m (respectively), in-line with The Edge's estimates of $8m and $752m. Adjusted operating loss was $103m and $43m (respectively), lower than The Edge's estimates of $110m and $48m.

The Edge View... The earnings came in-line with our expectations as entertainment venues remained closed amid the ongoing pandemic. The construction timeline for The Sphere now seems stretched toward 2023 (previously anticipated for 2022), which has reignited talks of further cost escalation beyond earlier expectations of $1.66bn. That said, MSGE is exploring other options, including non-recourse debt financing, joint ventures, equity partners, and a managed venue model, to fund the construction of The Sphere and address cost escalations.

Along with this, MSGE also raised a debt financing of $500m (The Edge expected $120m) to strengthen its finances. We believe this possibly hints toward the aforementioned cost escalation for The Sphere, although the management seems confident of their $1.66bn cost projection.

As of June 30, 2020, MSGE has spent a total of $453m on construction and the remaining $1.2bn will be spent via its existing cash balance of $1.2bn. There is a silver lining for the company: 80% of sports fans have kept their tickets for the next season. Therefore, we believe the comeback for wider sports and MSGE's Arena is inevitable. MSGE’s monthly cash burn has also been contained at $25m (compared to The Edge's previous expectation of $33m). Accordingly, we see this as a positive for MSGE.

Page 5: The Edge Spinoff Report Lite

As released August 17, 2020

Page 5

We recommend investors to take advantage of these lower levels, the expected reopening of the venues and resumption of sporting events. MSGE is one of our high conviction ideas, and investors should buy here for these long-term positives to play out.

Valuation Update... At current levels ($66.30), MSGE is trading at more than a 60% discount to its net asset-based valuation of $3.9bn, as MSGE's market cap is currently $1.6bn. Considering MSGE’s net cash balance of $1.2bn, the market seems to only be assigning $400m in valuation to MSGE’s iconic assets like Madison Square Garden and Theater (12 acres land worth $1.2bn), Air Rights (worth $348m), Christmas Spectacular (valued at $300m), Tao Group’s 77.5% stake ($335m), etc. Therefore, even after applying a 40% discount to its asset-based valuation, our one-year Base case target price is $94.68, implying a potential upside of +43%.

Page 6: The Edge Spinoff Report Lite

As released August 24, 2020

Page 6

MSGS: Trophy Assets At Attractive Levels, Recommend Entry Like MSGE, its recent Spinoff, given the early signs of a recovery for sports and venues reopening ahead, we continue to recommend accumulating Madison Square Garden Sports Corp. (MSGS) at current levels. Also, with 80% of hockey fans retaining their tickets for next season, the addition of a new NHL team to provide further cash to MSGS as well as the e-sports and sports betting to unlock the next growth phase, we believe the opportunity is now.

• Investors Recommended to Take advantage of Current Lower Levels & Enter MSGS • 80% of Hockey Fans (NY Rangers) Retain Tickets for Next Season / New Seattle NHL

Team Addition to Provide $21.7m to MSGS in FY21E • MSGS Remains a Trophy Assets Play / Trading at a 35% Discount • e-Sports and Sports Betting to Unlock Next Growth Phase • Valuation Update / Upside: +24% (Base Case) / MSGS is a Current Model Portfolio

Holding

Earnings Update… Last Friday (August 14, 2020), Madison Square Garden Sports Corp. (MSGS) announced the 4QFY20 and FY20 earnings, in which MSGS generated revenues of -$7m and $603m in-line with The Edge’s estimates of -$8m and $604m respectively. Adjusted operating income came in at -$34m and -$27m, lower than The Edge’s estimates of -$40m and -$31m.

The Edge View… The earnings were in-line with our expectations as the suspension of the NBA league (basketball) and the NHL league (hockey) took a toll on MSGS’s entire revenue stream. Due to the season suspension amid the pandemic, management have already indicated that they will not record any revenues in 4QFY20. While the NBA has restarted in Orlando, Florida, the New York Knicks team was not part of this restart but the New York Rangers did participated in NHL’s return in Toronto, Canada. It is important to note that over 80% of ticket holders/fans for The Rangers have renewed for the next season so far. We at The Edge view this as an important early indication of the strength of sports going ahead.

Beginning with the '21/'22 season, the NHL will welcome a 32nd team to Seattle with an ownership group that will have to pay a $650m expansion fee, which will be divided equally among 30 of the 31 NHL teams (with The Rangers in this mix). As a result, MSGS will receive $21.7m of cash proceeds in FY21E that will further strengthen its existing cash balance of $90m. MSGS also has $200m of approved borrowing arrangement that will support its estimated quarterly cash burn of $35m to $40m during the pandemic.

Page 7: The Edge Spinoff Report Lite

As released August 24, 2020

Page 7

At current levels, MSGS is valued at a 35% discount to its net of sports teams (The Knicks and The Rangers) valuation of $5.9bn (grossly valued at $6.3bn). Hence, there is plenty of room to reduce this valuation gap over the next year when sports reach a new normal after the current coronavirus related league suspension. We believe that MSGS has a number of ways to grow from its own trophy assets, the ever increasing valuation story of its sports teams, its e-sports arm (Counter Logic Gaming - currently valued around $15m) to bring the next leg of growth as well as growth related to sports betting legalization in the New York.

ESR Action: Hence, we suggest investors to enter MSGS at current levels with our Base Case Target Price of $202.95 per share, giving a potential upside potential of +24%.

Page 8: The Edge Spinoff Report Lite

As released September 2, 2020

Page 8

Sources: The Edge® Spinoff Research Department, Company filings

Parent: Siemens AG (SIE GY) Sector: Industrials

SpinCo: Siemens Energy AG Sector: Industrials

Jim Osman [email protected]

Research Dept. [email protected]

Contact: +1 (973) 867 7760

Bucking the increasing trend of activists calling for value creation through separations at peer conglomerates, Siemens AG (SIE GY) proactively announced the separation of its Gas & Power segment on May 7, 2019, just after restructuring its business into new reporting segments nearly a month before (April 1). This is the company’s latest move away from conglomeration. What’s Happening? Shareholders are entitled to one share of Siemens Energy AG for every two shares held in SIE GY. The spin will result in SIE GY distributing 55% of the Energy segment to shareholders and the remaining 45% will be retained, also partially held through its wholly owned subsidiary SBI GmbH. In connection with the Spinoff, 9.9% of Siemens Energy AG will be transferred from Siemens AG to Siemens Pension Trust e.V. (SPT e.V), leaving SIE GY as a non-controlling anchor shareholder in Siemens Energy AG with a 35.1% shareholding. SIE GY has confirmed it will “significantly” reduce its remaining position within 12 to 18 months after Siemens Energy AG shares list on September 28, 2020. Earlier Split Creates Value for Shareholders: In March 2018, SIE GY separated its hospital equipment business via a partial Spinoff into the separately listed Siemens Healthineers (SHL GY) with the remaining businesses continuing under the Siemens banner. Since listing on March 15, 2018, SHL GY has outperformed the DAX Index by nearly +29.2% with a return of +36.1% to date, increasing its market value by nearly €10bn. Furthermore, with the Spinoff of the Energy business in the wings, SIE GY has already begun initial work on another break-up of its combined mechanical driver and wind energy generator businesses into a newly listed company called Flender, with pro-forma combined revenues of around €2bn, further reducing its overall conglomerate structure. Business Descriptions: Siemens AG is a multinational conglomerate based in Germany and is the largest industrial manufacturing company in Europe. Founded in 1847, the company has four primary segments: Industry, Energy (to be separated in this Spin), Healthcare (now the partially public Siemens Healthineers) and Infrastructure & Cities. The Spinoff entity is comprised of the Gas & Power segment (Energy, mentioned above) combined with the minority-owned stake in Siemens Gamesa Renewable Energy (SGRE SM), a renewable energy manufacturing company listed in Spain. The newly listed company will cover the entire range of energy production, from conventional to renewable sources.

Particulars Bull Base Bear

Siemens AG (Pre-Spin)

Target Price (€) 142.90 126.20 110.10

Pre-Spin Price (€) 118.22

Up / Downside (%) 20.9% 6.7% -6.9%

Siemens AG (Ex-Spin)

Target Price (€) 114.60 108.20 94.40

Technical Split Price (€) 99.90

Up / Downside (%) 14.7% 8.2% -5.6%

Siemens Energy AG (Spinoff)

Target Price (€) 28.04 26.61 22.46

Technical Split Price (€) 21.36

Up / Downside (%) 31.3% 24.6% 5.2%

Key Spinoff Details

Announcement Date May 7, 2019

Record Date TBA

Completion Date September 28, 2020

Spinoff Ratio 1 Siemens Energy AG : 2 SIEGY

0m

5m

10m

15m

20m

$30

$55

$80

$105

$130

Sep

-19

Oct

-19

No

v-1

9

Dec

-19

Dec

-19

Jan

-20

Feb

-20

Mar

-20

Ap

r-2

0

May

-20

Jun

-20

Jul-

20

Au

g-2

0

SIE GY

Volume (RHS)

DAX Index (rebased to SIE GY prices)

The Edge View – Siemens AG (SIE GY, Parent ex-Spin): Post-Spin, SIE’s portfolio strategy will focus on digital industries, smart infrastructure and the Healthineers segments with longer-term structural industries as their target market with ever growing demand for industrial automation, electrification and healthcare, respectively, making it more attractive in the long-term. The Edge View – Siemens Energy AG (Spinoff): We believe the separation of the Energy business is a mutually beneficial step for both entities. With an ever-shifting demand in energy demand and global movement toward alternate energy sources, the split will give the Energy business the much-needed entrepreneurial flexibility to adjust operating focus and mold the business model independently to adapt to changing market conditions.

SIE GY: Changing Global Energy Dynamics Prompts Energy Spinoff for Greater

Strategic Independence

Page 9: The Edge Spinoff Report Lite

As released September 2, 2020

Page 9

Siemens AG (SIE GY, Parent Ex-Spin) Well Diversified Business Targeting Longer-Term Revenue Stickiness Siemens AG (SIE GY, Parent ex-Spin) will continue to operate its industrial businesses, namely Digital Industries, Smart Infrastructure, Mobility, and Siemens Healthineers (via its 85% majority shareholding). These are the attractive companies in the portfolio, contributing not only nearly half of pre-Spin revenues but also nearly 84% of the pre-Spin group’s EBITDA. The Digital division’s software and hardware are assimilated with customer operations, making them costly to switch out because of the resulting downtime. Its Smart Infrastructure business benefits from higher margin after-market sales and recurring revenues, making them bid initially for larger projects at low to zero margins and earn profitably over the long-term. Siemens Healthineers is a leading supplier of imaging, diagnostics and advanced therapies equipment operating in a generally oligopoly market with other market players like GE and Phillips maintaining their market share. Therefore, with the separation of the volatile Gas & Power business, these segments will see stable and sticky revenue streams, steadying the cash flow for the overall company.

Financially Strong and Stable Cash-Generating Businesses As per the last reported Full Year period ending September 2019, SIE GY’s debt was €36,448m. However, most of this debt (around €25,959m) is attributed to the financing arm, which deals in leasing and providing loans for purchases of Siemens products and equipment. By eliminating the financing arm’s debt, the net debt position of pre-Spin SIE GY comes to €2,657m, leading to a net leverage position of 0.24x. Net Debt post-split for SIE GY will end up somewhere around ~1.2x, and even though this is comparably higher than the majority of peers (SU FP: 1.08x, ABB: 0.83x, ROK: 0.59x and GE: 3.65x), this is a manageable range. Our confidence stems from its stable cash generating businesses, which will be able to pay off the gross debt in the next few years. The majority of the debt on the balance sheet within the financing arm are loans secured against the products and equipment sold, and are used as collateral, which ensures appropriate rotation of liquidity and seldom does any of this debt go bad.

Discount to Peers Indicates Attractive Opportunity Based on the current valuation of SIE GY and assuming the EV derived from their respective divisions’ EBITDA generation capacity, we expect an enterprise value at ~€130bn. With a conservative forecast EBITDA margin of around 14.3% for FY21E, SIE GY post-Spin will likely trade nearly flat compared to its peers (with an average FY21E EV/EBITDA multiple of 15.4x). With an operating margin profile similar to its peers, we believe SIE GY is available at a good price, which will be further rewarding once the Spinoff is executed and unlocks value for shareholders. Furthermore, the Spin allows SIE GY to lower its conglomerate discount.

Departure of Dynamic CEO Casts Doubtful Shadow on Future Efforts On March 19, 2020, the current CEO Joe Kaeser told the supervisory board his intensions to not pursue his extension of his contract and is slated for retirement in Feb 2021. He would be leaving after serving nearly 40 years with the firm and was the main catalyst behind reinventing the company from an industrial conglomerate to a much smaller but more focused business. Under him, SIE GY has been proactive in separating its own troubled or non-core businesses ahead of any activists coming through to force change, for example with its IPO of the Healthineers segment, the sale of its home appliance business to Bosch, and the merger of its renewable energy operations with the Spanish company Gamesa to form the Siemens-Gamesa Renewable Energy joint venture. In fact, CEO Joe Kaeser had reportedly refused help from activist investors, who had approached the company with an offer to lend support as potential supervisory board directors. Before he departs in Feb 20201, under him the firm will also see the separation of the Energy business. He had replaced the earlier CEO Peter Loescher in August 2013 after Peter Loescher had left the firm abruptly following multiple profit warnings and serial underperformance. Incoming CEO, Mr. Roland Busch would be appointed as President & CEO and would be under continuous pressure to replicate or even better the business acumen that outgoing CEO Joe Kaeser possessed.

SIE GY’s Past Subpar Growth Continues to Dampen Investor Confidence Even though SIE GY enjoys near-top positions in most of the markets it operates in, the company has not been able to translate its successful positions into operational brilliance. Out of the 23 quarters since 2015, the company has been able to beat the consensus revenues only 9 times, lagging consensus expectations the rest of the time. Its historically overpriced M&A activity has helped it to gain further market share, but these acquisitions have not converted into beneficial operational numbers. Post-Spin of the Energy business, SIE GY will have to concentrate on growing its top-line and further strengthen its cost structure to convert operations into financially strong performances.

Page 10: The Edge Spinoff Report Lite

As released September 2, 2020

Page 10

Valuation & Peer Matrix – Siemens AG (SIE GY, Parent Ex-Spin) Our one-year Base case target price is €108.20 or a target equity value of €91.9bn for SIE GY (Parent ex-Spin), implying a potential upside of +8.2% from the technical split price of €99.96.

We have valued SIE GY on an EV/EBITDA multiple valuation method. Looking at the company lowering its conglomerate discount following the Energy Spinoff, we have applied a 20% premium to FY21E peer EV/EBITDA multiple of 15.4x.

Valuation Matrix

Valuation of SIE GY (Parent ex-Spin) based on relative valuation (in €m except per share data)

FY21E EBITDA 7,067

FY21E EV/EBITDA 18.5x

Value of SIE GY based on EV/EBITDA 130,954

Add: Cash and Cash Equivalent 7,832

Less: Pension Liabilities 7,512

Less: Non-controlling interest 2,858

Less: Debt 36,448

Total equity value 91,968

Shares outstanding (m) 850

Target value per share (in €) 108.20

Technical Split share price (in €) 99.96

Upside/Downside 8.2%

Peer Comparison Matrix

Company Ticker Mkt cap (m) EV (m) EV/EBITDA

FY19 FY20E FY21E

General Electric Co. GE $57,859 $99,891 9.8x 16.4x 11.0x

Schneider Electric SE SU FP €61,574 €67,827 16.0x 16.4x 14.0x

ABB Ltd ABB $54,840 $63,330 15.4x 19.3x 16.1x

Rockwell Automation, Inc. ROK $27,059 $28,865 19.1x 22.5x 20.6x

Siemens AG SIE GY €117,934 13.6x 19.4x 16.7x

Peer Avg. 15.1x 18.6x 15.4x

Sources: The Edge® Spinoff Research Department, Company filings

Page 11: The Edge Spinoff Report Lite

As released September 2, 2020

Page 11

Siemens Energy AG (Spinoff) Spin Results in Beneficial Combination of Conventional & Renewable Energy Service and Equipment Businesses The Spinoff involves internally merging Siemens AG’s Gas & Power division with the Parent’s owned stake in Siemens Gamesa Renewable Energy (SGRE SM) and separating them as the combined Siemens Energy AG, and the businesses and operations will cover the full energy value chain, from conventional to renewables. The Energy business will be divided into 4 divisions: (a) Generation, (b) Oil & Gas, (c) Transmission, and (d) SGRE. The Generation, Oil & Gas and Transmission segments will collectively be known as Gas & Power, boasting an order backlog of €52bn and a combined revenue delivery of €18.6bn as of FY19. The huge order backlog assures a continuous stream of inbound cash flows from the Gas & Power division. The SGRE business currently trades on the bourses with a market cap of €15.2bn and has an order backlog of €28.6bn and reported FY19 revenues of €10.2bn, providing clear revenue visibility for the business and result in positive cashflows for the firm overall. The SGRE segment will be incorporated into Siemens Energy AG through the transfer of SIE GY’s entire 67% stake as part of the Spinoff transaction.

SGRE is the Dark Horse to Steer the Spinoff Higher Global energy markets are seeing strategic overhauls, and due to the increased awareness and the negative implications of climate change, there is an increase in demand for methodically changing power generation toward low-carbon energy sources. Therefore, there is a strong demand for global players like SGRE who design, develop, manufacture, and install wind turbines for various wind conditions, both onshore and offshore. Furthermore, the company develops, constructs, and sells wind farms in selected markets. With its heavy order book and increased demand for renewable energy, we expect SGRE to be the major cash generating division of the Spinoff moving forward. Based on pro-forma numbers, SGRE currently contributes nearly 52% of Siemens Energy’s combined FY19’s EBITDA, while contributing just 37% of the revenues for the same period. Additionally, its services business for the management, operation, and maintenance of wind farms are high margin growing businesses, providing higher cash inflows.

Appointment of Veteran Management at the Helm Christian Bruch has been named President and CEO of Siemens Energy AG and Gas & Power GmbH as of May 1, 2020. Before joining Siemens, Bruch had worked with Linde Engineering, a similar project-based company, for 15 years in various capacities. In his introductory remarks he exclaimed his penchant for “attention to details” and experience at Linde Engineering resulted in a successful turnaround with a 700bps margin improvement over 6 years. His initial experience with Linde and its strategies (which led to the turnaround in the firm) bodes well for the Siemens Energy AG Spin, providing experienced and independent decision making to adjust to the ever-changing dynamics of the energy markets.

Presence Across Energy Supply Chain Warrants Premium Over Peers Even though renewable energy is the flavor of the season, the current global energy demand remains to be satiated. Furthermore, given the volatility of renewable energies, conventional power plants continue to remain the prevalent source of energy, catering to the current need for a steady supply of energy. In the Generation division, the firm holds the top position in the global distribution business, while holding the second slot in the addressable oil and gas market, providing equipment for power generation and storage. Siemens products and equipment hold the top position in the global transmission division. Therefore, its enviable market positions assure Siemens Energy AG’s operational viability to tap both conventional and renewable needs for sources and equipment. This makes it a valuable player in the equipment and services industry catering to the energy markets.

Combined Entity Holds Manageable Leverage Position Based on the pro-forma numbers provided by the management, the Spinoff will carry a balance sheet liquidity in the form of €1,895m in cash and €2,331m in debt, leading to a net debt position of just €436m. With the pro-forma FY19 EBITDA of €2,205m for Siemens Energy based on Gas and Power’s and SGRE’s combined operating profits, the net leverage comes to around 0.2x. This provides ample financial room and flexibility to pile on additional debt on its balance sheet to fund aggressive capital expansion or wither untoward market conditions, such as the current slowdown due to the COVID-19 pandemic. Additionally, as a benefit of the separation, Siemens Energy AG is now eligible to gain direct access to the capital market, providing the business with additional sources of financing.

Page 12: The Edge Spinoff Report Lite

As released September 2, 2020

Page 12

Valuation & Peer Matrix – Siemens Energy AG (Spinoff) Our one-year Base case target price is €26.61 or a target equity value of €19.3bn for Siemens Energy AG (Spinoff), implying a potential upside of +24.6% from the technical split price of €21.36.

We have valued Siemens Energy AG on an EBITDA multiple valuation method. For this, we have applied an FY21E EBITDA multiple of 10.4x (in-line with its peer average).

The Spinoff ratio for Siemens Energy AG is 2:1, meaning shareholders will receive one Energy share for every two SIE GY shares owned (excluding treasury stocks). Accordingly, around 400m shares will be issued to SIE GY shareholders, in addition to further fresh issues of equity shares by the company, amounting to a total of ~727m shares outstanding for the newly listed business, and the share ownership distributed in the ratio of 55% and 45% among Siemens Energy shareholders and Siemens AG (SIE GY), respectively. Siemens will lower its stake gradually over 12 to 18 months going forward.

Valuation Matrix

Valuation of Siemens Energy AG (Spinoff) (in €m except per share data)

FY21E EBITDA 1,995.0

FY21E EV/EBITDA 10.4x

Value of Siemens Energy AG based on EV/EBITDA 20,807

Add: Cash and Cash Equivalent 1,895

Less: Pension Liabilities 1,037

Less: Non-controlling interest -

Less: Debt 2,331

Total equity value 19,334

Shares outstanding (m) 727

Target value per share (in €) 26.61

Technical split share price (in €) 21.36

Upside/Downside 24.6%

Peer Comparison Matrix

Company Ticker Mkt cap (m) EV (m) EV/EBITDA

FY19 FY20E FY21E

Vestas Wind Systems A/S VWS DC DKK184,232 DKK176,999 15.3x 16.1x 12.8x

Yokogawa Electric Corp. 6841 JP ¥462,596 ¥415,738 8.0x 7.8x 8.2x

Xinjiang Goldwind Science & Tech Co Ltd 2208

HK HKD54,776 HKD80,111 13.8x 11.7x 10.3x

Siemens Energy AG €21,538 9.8x 13.1x 10.8x

Peer Avg. 12.4x 11.9x 10.4x

Sources: The Edge® Spinoff Research Department, Company filings

Page 13: The Edge Spinoff Report Lite

As released August 21, 2020

Page 13

Sources: The Edge® Spinoff Research Department, Company filings

Parent: Smith & Wesson Brands, Inc. Sector: Consumer Discretionary (Firearms)

Spinoff: American Outdoor Brands, Inc. Sector: Consumer Discretionary Jim Osman [email protected] Research Dept. [email protected] Contact: +1 (973) 867 7760

Unrest in the US Leads to Increased Firearms Demand: Smith & Wesson Brands, Inc. (SWBI), a firearm and outdoor accessories company, is set to complete the Spinoff (announced on November 14, 2019) of its outdoor products and accessories business into a new listed entity named American Outdoor Brands, Inc. (AOUT) on August 24, 2020. The management intended for the Spinoff to separate the low-growth and low-margin outdoor accessories business from the high-growth firearms business. As part of the Spinoff transaction, SWBI will transfer $25m of cash and no debt to AOUT (Spinoff) that will leave SWBI with net debt of $97m at a leverage of 0.8x on FY22E EBITDA of $125m. On the other hand, national unrest in the US led to increased firearm sales and resulting applications to the National Instant Criminal Background Check System (NICS), up by +66% for handgun and +48% for long gun purchases. This strong demand for firearms sent SWBI’s share price up +117% since May 25, 2020 to date compared to the NASDAQ Composite Index return of +19.3% in the same period.

SWBI (ex-Spin) Will be a High Margin, High Growth Firearm Business: SWBI’s (ex-Spin) firearm business has an EBITDA margin profile of 19% in FY22E compared to AOUT’s (Spinoff) EBITDA margin profile of 8.2% in the same period. In addition, the civil unrest increased SWBI’s revenue by +37% in Q4FY20, while AOUT has only posted growth of 2.4% in the same period. That said, we believe AOUT (FY22E revenue of $200m and adjusted EBITDA of $16m) will likely follow its Parent’s growth path as increased firearm sales may lead to increases in accessory sales. However, that said, we expect AOUT’s medium to long-term revenue growth limited to the low-single digits.

Further Upside Limited Due to +117% Rally in Less-Than-3 Months: SWBI has seen a stellar +117% return due to increased firearm sales and NICS checks since May 25, and +150% YTD, outperforming respective indices. However, The Edge anticipates this growth to normalize in the medium to long-term coming back to the single digits from FY22E. Accordingly, though we are confident in SWBI’s growth in the near-term, there is limited upside given the strong rally leading up to the Spinoff transaction.

Business Descriptions: Smith & Wesson Brands, Inc. (SWBI, Parent) manufactures firearms (both handguns and long guns) under the S&W, M&P and Thompson/Center Arms brands, and the company also provides forging, machining, and precision plastic injection molding services. American Outdoor Brands, Inc. (AOUT, Spinoff) provides shooting, hunting and outdoor accessories, including reloading, gunsmithing, gun cleaning supplies, tree saws, vault accessories, knives, laser sighting systems and tactical lighting products (brands include Crimson Trace, Caldwell Shooting Supplies, Wheeler Engineering, Schrade, Old Timer, Imperial, and Uncle Henry).

Key Spinoff Details Announcement Date November 14, 2019

Distribution Ratio 1 AOUT : 4 SWBI

Tax Implications Tax-Free

Completion Date August 24, 2020

SWBI (Combined) Key Metrics Current Price $22.95

Market Cap ($m) $1,262

Enterprise Value (in $ m) $1,335

Avg. Volume (30 days) in m 1.7

Avg. Traded Value (30 days) in $m 41.9

Particulars Bull Base Bear

SWBI (Parent, Combined)

Target Price 26.55 23.44 18.02

Current Price $22.95

Up / Downside (%) +15.7% +2.1% -21.5%

SWBI (Parent Post-Spin)

Target Price 23.08 20.37 15.31

Technical Split Price $19.69

Up / Downside (%) +17.2% +3.4% -22.3%

AOUT (Spinoff)

Target Price 13.87 12.27 10.83

Technical Split Price $13.03

Up / Downside (%) +6.4% -5.8% -16.9%

Financial Trend SWBI (ex-Spin) Particulars FY20 FY21E FY22E

Revenue (in $m) 530 641 660

Growth % 21.0% 3.0%

Adj. EBITDA (in $m) 100 123 125

Margin % 18.8% 19.2% 19.0%

Growth % 23.4% 1.9%

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Page 14: The Edge Spinoff Report Lite

As released August 21, 2020

Page 14

Valuation & Peer Matrix – Smith & Wesson Brands, Inc. (SWBI, ex-Spin) Our one-year Base case target price is $20.37 or target equity value of $1.1bn for SWBI (Parent ex-Spin), implying a potential upside of +3.4% from the current technical-split price of $19.69.

We have valued SWBI (Parent, ex-Spin) on FY22E EV/EBITDA basis, and we have applied an EV/EBITDA multiple of 9.7x (5% premium to peer average) to arrive at an equity valuation of $1.1bn for SWBI (ex-Spin).

Valuation Matrix

Valuation of SWBI (ex-Spinoff) based on relative valuation (in $m except per share data) Base Bull Bear

FY22E EBITDA (Bull: 2.5% expansion, Bear: 10% contraction) 125 129 113

FY22E EV/EBITDA (Base: 5% premium to its peers, Bull: 15% premium, Bear: 10% discount) 9.7x 10.6x 8.3x

Value of business based on EV/EBITDA 1,218 1,367 939

Less: Net debt 97 97 97

Total equity value 1,120 1,270 842

Shares outstanding 55 55 55

Target value per share (in $) 20.37 23.08 15.31

Technical split share price (in $) 19.69 19.69 19.69

Upside/Downside 3.4% 17.2% -22.3%

Peer Comparison Matrix

Company Ticker Mkt cap $m EV $m

EV/EBITDA

FY20 FY21E FY22E

Sturm Ruger & Company, Inc. RGR 1,337 1,110 14.8x 9.2x 9.2x

Smith & Wesson Brands, Inc. SWBI 1,083 1,180 11.8x 9.6x 9.4x

Peer Avg. 14.8x 9.2x 9.2x

Sources: The Edge® Spinoff Research Department, Company filings

The Edge View (SWBI, Parent ex-Spinoff): As SWBI has already rallied by +117% since May 25, 2020 (the beginning of civil unrest in the US) and +150% YTD, the stock has outperformed its respective indices on the back of increased NICS checks converting into new firearm sales, a major boost for the company in the near-term. However, in the medium to long-term, we anticipate SWBI’s growth will normalize and limit further upside post-Spin. Therefore, we recommend investors to keep SWBI (ex-Spinoff) on a watchlist for lower entry points.

Page 15: The Edge Spinoff Report Lite

As released August 21, 2020

Page 15

Valuation & Peer Matrix – American Outdoor Brands, Inc. (AOUT, Spin) Our one-year Base case target price is $12.27 or target equity value of $169m for AOUT(Spinoff), implying a potential downside of -5.8% from the current technical split price of $13.03.

We have valued AOUT (Spinoff) on FY22E EV/EBITDA basis, we have applied EV/EBITDA multiple of 8.8x (at a premium of 20% to peer average) to arrive at an equity valuation of $169m for AOUT (Spinoff).

Valuation Matrix

Valuation of AOUT (Spinoff) (in $m except per share data) Base Bull Bear

FY22E EBITDA (Bull: 2.5% expansion, Bear: 10% contraction) 16 17 15

FY22E EV/EBITDA (Base: 20% premium to its peers, Bull: 35% premium, Bear: 15% premium) 8.8x 9.9x 8.4x

Value of business based on EV/EBITDA 144 166 124

Add: Net cash 25 25 25

Total equity value 169 191 149

Shares outstanding (Spinoff ratio 1:4) 14 14 14

Target value per share (in $) 12.27 13.87 10.83

Technical split share price (in $) 13.03 13.03 13.03

Upside/Downside -5.8% 6.4% -16.9%

Peer Comparison Matrix

Company Ticker Mkt cap $m EV $m

EV/EBITDA

FY20 FY21E FY22E

Vista Outdoor, Inc. VSTO 1,259 1,667 14.6x 7.0x 7.3x

American Outdoor Brands, Inc. AOUT 179 154 12.5x 9.4x 9.4x

Peer Avg. 14.6x 7.0x 7.3x

Sources: The Edge® Spinoff Research Department, Company filings

The Edge View (AOUT, Spinoff): AOUT (Spinoff) will be a smaller entity with an anticipated market cap of $169m. Additionally, we expect its growth profile to remain in the low-single digits after the recent uptick in the sales. Currently, we recommend investors to wait for lower levels and keep AOUT on a watchlist.

Page 16: The Edge Spinoff Report Lite

As released August 26, 2020

Page 16

Sources: The Edge® Spinoff Research Department, Company filings

Parent: SunPower Corp. (SPWR) Sector: Technology (Semiconductors)

Spinoff: Maxeon Solar Technologies Sector: Technology

Jim Osman [email protected] Research Dept. [email protected] Contact: +1 (973) 867 7760

Post-Spin Solar Players: On November 11, 2019, SunPower Corp. (SPWR) announced the Spinoff of its solar panel manufacturing operations in a move to simplify its structure and reduce its overall international footprint. Once the separation is completed, SPWR (ex-Spin) will be a pure-play domestic solar panel distribution business, and Maxeon Solar Technologies (MAXN, Spin) will comprise of the international solar manufacturing and assembly facilities in Malaysia, the Philippines, France and Mexico.

SPWR, a US-based solar panel designer and manufacturer and provider of solar power services and marketing, started in 1985 as a private renewable energy project out of Stanford University. After gathering funding to begin shipping panels commercially and seeing them used for winning a solar-powered car race in Australia and on NASA’s Helios craft, Cypress Semiconductor Corp (CY) acquired the business in 2002 for $8m.

IPO-Spin: In November 2005 SPWR entered the public market via a partial IPO from CY (13%, raising approximately $138.6m), and the remaining stake was then Spun off to shareholders on September 29, 2008. Since that final distribution, SPWR shares have seen significant pressure, losing -87% to date compared to the Russell 2000 Index’s return of +129% in the same period. The Spinoff was poorly timed (occurring amid the financial crisis), which likely impacted sales as consumers were not focused on implementing renewable energy for residential purposes at the time. Additionally, SPWR has had a reduced free float for most of its publicly traded life due to Total’s majority shareholding, meaning liquidity has also been impacted, potentially accounting for the company’s underperformance.

International Majority Stake Taken: In April 2011, France’s Total SA (FP FP, one of the seven supermajor oil companies in the world) agreed to take a 60% stake in SPWR for $1.38bn (at a 44% premium). This was a way for Total to claim a place in the renewable energy space with a stake in one of the largest US solar panel makers. This involvement held restrictions, namely limiting Total to a 60% stake until 2013 unless SPWR’s management invited Total to acquire a greater stake or the entire company. After 2013, Total would be allowed to bid for the remainder of SPWR on the condition of its directors’ approval, but this offer was rescinded by the company in 2015. Since then, Total has steadily increased its stake in SPWR ahead of the upcoming Spinoff. The French oil giant has made 19 open market purchases beginning in February 2020 through April (more details on page 3).

Key Spinoff Details Announcement Date November 11, 2019

Distribution Ratio 1:8 (for 8 shares of SPWR, 1 share of MAXN)

Tax Implications Tax-Free (US)

Completion Date August 26, 2020

SPWR (Combined) Key Metrics Current Price $13.28

Market Cap ($m) $2,364

Enterprise Value (in $ m) $3,067

Avg. Volume (30 days) in m 3.6

Avg. Traded Value (30 days) in $m 25.2

Particulars Bull Base Bear

SPWR (Parent, Combined)

Target Price 16.48 14.40 10.50

Current Price $13.28

Up / Downside (%) +24.1% +8.5% -20.9%

SPWR (Parent ex-Spin)

Target Price 13.06 11.89 8.31

Technical Split Price $10.91

Up / Downside (%) +19.7% +9.0% -23.8%

MAXN (Spinoff)

Target Price 44.31 34.68 27.76

Technical Split Price $32.39

Up / Downside (%) +36.8% +7.1% -14.3%

Financial Trend (SPWR, ex-Spin) Particulars FY19 FY20E FY21E

Revenue (in $m) 671 646 844

Growth % -3.1% 30.7%

Adj. EBITDA (in $m) 25 51 115

Margin % 3.8% 7.9% 13.6%

Growth % 104% 125%

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Page 17: The Edge Spinoff Report Lite

As released August 26, 2020

Page 17

SunPower Corp. (SPWR, Parent Post-Spin) International Shareholder Owns Majority Stake As mentioned on page 1, SPWR is currently majority owned by Total SA (FP FP), one of the world’s major oil players, as a way for the French company to benefit from the global shift toward the renewable energy space without a focused subsidiary (yet, see the next page) and as a hedge against any potential fall from favor for oil and gas. At the time of Total’s initial investment, it was seen by investors as a way for SPWR to compete against other Chinese manufacturers, as those international players received government investment to support their own operations. Total has increased its stake following SPWR’s Spinoff announcement in the purchases detailed below (February-April 2020), starting with a hefty planned buy with the rest as open market purchases:

Transaction Date Shares Acquired Net Total Spending Net Holding % Change in Holding

February 3, 2020* 2,952,091 $25.54m 81,528,773 +3.76%

February 14, 2020 676,600 $5.75m 82,205,373 +0.83%

February 27, 2020 339,897 $2.91m 82,545,270 +0.41%

February 28, 2020 203,319 $1.67m 82,748,589 +0.25%

March 11, 2020 641,117 $4.05m 83,389,706 +0.77%

March 13, 2020 579,212 $2.93m 83,968,918 +0.69%

March 17, 2020 460,369 $2.14m 84,429,287 +0.55%

March 17, 2020 456,071 $2.12m 84,424,989 +0.54%

March 19, 2020 492,731 $2.43m 84,922,018 +0.58%

March 23, 2020 42,134 $0.24m 84,864,152 +0.05%

March 24, 2020 14,000 $0.09m 84,978,152 +0.02%

April 2, 2020 1,028,575 $4.93m 86,006,727 +1.21%

April 6, 2020 852,511 $4.19m 86,859,238 +0.99%

April 8, 2020 505,794 $2.94m 87,365,032 +0.58%

April 13, 2020 206,589 $1.29m 87,571,621 +0.24%

April 15, 2020 182,968 $1.19m 87,754,589 +0.21%

April 17, 2020 85,674 $0.56m 87,840,263 +0.10%

April 21, 2020 93,032 $0.59m 87,933,295 +0.11%

April 23, 2020 18,261 $0.12m 87,951,556 +0.02%

April 24, 2020 3,900 $0.03m 87,955,456 +0.00%

Total Net Holdings: $587m 87,955,456 51.81%

*Note: The first purchase on February 3, 2020 was a planned buy, while the rest of the purchases were on the open market; Sources: The Edge® Spinoff Research Department, Company filings

Total SA (FP FP) has confirmed the firm intends to maintain their majority stake in both SPWR and MAXN once the Spinoff is completed.

Page 18: The Edge Spinoff Report Lite

As released August 26, 2020

Page 18

Strong Leadership in CEO & Key Director SPWR’s long-time CEO, President and Chairman Tom Werner has held these positions over the past 17 years (took office in June 2003). Before joining SPWR, Mr. Werner was CEO of Silicon Light Machines, Inc., a subsidiary of SPWR’s previous Parent company, Cypress Semiconductor Corp. (CY). He also previously held leadership roles at Business Connectivity Group of 3Com Corp., Oak Industries, Inc., and General Electric Co. Werner will remain in his leadership positions at SPWR (Parent post-Spin).

When the Spinoff was announced on November 11, 2019, Mr. Werner related this separation to the HP/HPE split, drawing an explicit comparison to how the software and hardware businesses parted ways. We believe this was largely influenced by one of SPWR’s independent directors, Ms. Catherine A. Lesjak, who was directly involved in the HP/HPE break-up; Ms. Lesjak was HP’s CFO and its predecessor, Hewlett-Packard Co., from 2007 to 2018 (with a 32-year total career at the company). She has also been on GE’s board since March 1, 2019. Once ranked 32nd among the world's 100 most powerful women on Forbes, her wealth of experience is critical for the board, particularly with her involvement in HP’s break-up.

Solid Start to the Year in Q1 Earnings SPWR’s Q1 earnings (May 7, 2020) beat expectations on revenue by +12% ($454m over the mean estimate of $406m), and the company’s EBITDA of $9.37m was well above the consensus estimate of -$5.88m (a +259% outperformance). Additionally, SPWR’s GAAP EPS beat expectations by +98%, reporting -$0.01 against the estimated -$0.41 per share. The company saw a 50% Y-o-Y volume growth in its distributed generation demand, and the management expects the commercial segment to be profitable in the second half of 2020. A new homes backlog of more than 45,000 homes will also help to boost its deployment of panels and increase the customer base once pandemic restrictions ease and building of those homes is resumed.

The SunPower Technologies segment (what will become MAXN in the upcoming break-up) specifically saw a Y-o-Y growth in shipments of +29%. April and May’s losses are expected to be heavier than in Q1, so SPWR has put measures in place to save $100m and has identified another $500m in potential liquidity for the next 12 months, including an undrawn $55m revolving credit.

Focus on Distribution Rather than Manufacturing Aside from the typically cited reasons for performing a separation of businesses, namely “simplifying organizational structures, reducing costs, and increasing efficiency and creating more nimble companies,” SPWR will benefit from no longer having a direct hand in manufacturing the solar panels it markets and deploys. Instead, the company will be solely focused on the distribution network of over 500 dealers it works with to install its solar panels. In addition, SPWR has targeted the solar battery storage market as a growth opportunity. Removing the manufacturing arm allows for that improved focus on becoming a pure-play energy services company.

The Edge View (SPWR, Parent ex-Spinoff): SPWR is following through on its 2019-2022 business restructuring in this break-

up, which will result in the removal of potential continued exposure to domestic tariffs. Additionally, SPWR will be able to

focus solely on the deployment of solar panels and distribution of renewable energy, rather than have a hand in

manufacturing, thereby simplifying its overall investment thesis. We recommend investors to take a position in SPWR post-

Spin below $10.00 levels.

Page 19: The Edge Spinoff Report Lite

As released August 26, 2020

Page 19

Valuation & Peer Matrix – SunPower Corp. (SPWR) Our one-year Base case target price is $11.89 or target equity value of $2.1bn for SPWR (ex-Spinoff) implying a potential upside of +9.0% from the current when-issued price of $10.91.

We have valued SPWR (Parent, ex-Spin) on FY21E EV/revenue basis, we have applied EV/revenue multiple of 3.1x (5% discount to peer average) to arrive at an equity valuation of $2.1bn for SPWR (ex-Spinoff).

Valuation Matrix

Valuation of SPWR (ex-Spinoff) based on relative valuation (in $m except per share data) Base Bull Bear

FY21E Revenue (Bull: 2.5% expansion, Bear: 10% contraction) 844 865 760

FY21E EV/Revenue (Base: 5% discount to its peers, Bull: in-line, Bear: 20% discount) 3.1x 3.3x 2.6x

Value of business based on EV/Revenue 2,632 2,840 1,995

Less: Net debt 515 515 515

Total equity value 2,117 2,325 1,480

Shares outstanding 178 178 178

Target value per share (in $) 11.89 13.06 8.31

Current when- issued price (in $) 10.91 10.91 10.91

Upside/Downside 9.0% 19.7% -23.8%

Peer Comparison Matrix

Company Ticker Mkt cap $m EV $m

EV/Revenue

FY19 FY20E FY21E

First Solar, Inc. FSLR 8,201 7,302 2.4x 2.8x 2.5x

SunRun, Inc. RUN 6,110 8,830 10.3x 10.9x 9.0x

Jinco Solar Holdings JKS 998 4,796 1.3x 0.9x 0.9x

Canadian Solar, Inc. CSIQ 1,637 3,174 1.0x 0.9x 0.8x

SunPower Corp. SPWR 1,942 2,457 3.7x 3.8x 2.9x

Peer Avg. 3.7x 3.9x 3.3x

Sources: The Edge® Spinoff Research Department, Company filings

Page 20: The Edge Spinoff Report Lite

As released August 26, 2020

Page 20

Maxeon Solar Technologies (MAXN, Spinoff) What Will the Spinoff Comprise of? Jeff Waters joined SPWR in January 2019 and was appointed CEO of the SunPower Technologies segment, which will become Maxeon Solar Technologies (MAXN) once the Spinoff is completed. The business will be headquartered in Singapore, be listed on the NASDAQ in the United States, and be comprised of factories and assembly plants in France, Mexico, Malaysia, and the Philippines. Post-Spin, Total SA (FP FP) will continue to hold a majority stake due to the distribution of shares from SPWR, and another major player will take a stake in the company, detailed in the point below. Given these proportional major shareholders, MAXN’s free float will be low at approximately 19.34% of total shares outstanding.

Significant International Partner Makes Investment The Spinoff of MAXN came about as part of SPWR’s simplification and optimization of its business structure, but it also provided the Spinoff to receive a significant investment from one of SPWR’s partners: Tianjin Zhonghuan Semiconductor Co. (TZS), a Chinese semiconductor manufacturer. TZS will own a 28.848% stake in MAXN due to a cash injection of $298m, and this intimate partnership will allow MAXN to access TZS’ cheaper supply chains, thereby decreasing the costs associated with its solar panel manufacturing. TZS itself is currently a majority-state-owned entity, though it has recently been investigating either a partial or entire privatization of that Chinese government stake.

Spinoff Navigates Around US & International Tariffs MAXN is expected to enter an agreement with its Parent company stating SPWR will exclusively deploy and distribute the Spinoff’s solar panels in the United States. Additionally, while SPWR’s tariff exemptions are maintained, MAXN will be able to avoid these costs as well due to the close relationship with SPWR. Currently, the Trump Administration is hitting Chinese-made goods with tariffs, which would otherwise apply to MAXN’s solar panels. SPWR has historically been wary of expanding internationally to align with the Trump Administration’s push for American manufacturing, meaning MAXN’s independence will allow it to access untapped international markets and continue SPWR’s focus on domestic operations.

Focus on R&D, Cost Reduction and Efficiency Maximization Alongside the $298m investment from TZS, MAXN is looking to take on an additional $300m in debt following the Spinoff (debt transfer from SPWR is currently undisclosed) to scale its technology in support of its international expansions. MAXN CEO Jeff Waters recently highlighted each subsequent generation of panels have resulted in a 50% reduction in capex per watt generated, and the Maxeon 5 is expected to continue that trend into the Maxeon 6 currently under development. These cost reductions and efficiency increases will translate into a stronger brand and market penetration, both in the United States and around the world.

Sources: The Edge® Spinoff Research Department, Company filings

The Edge View (MAXN, Spinoff): Once separated from the domestic distribution business, MAXN will leverage off its

international footprint to expand opportunities for its solar panels around the world. Manufacturing supply chain costs will

also be reduced due to its partnership with TZS in China, and MAXN will still enjoy exclusivity with its Parent SPWR in the

US. We believe MAXN is focused on improving its panels and expanding its international competitiveness, though its narrow

free float presents a potential trading volume challenge. We currently recommend investors to refrain from taking any

position in MAXN (Spinoff).

Page 21: The Edge Spinoff Report Lite

As released August 26, 2020

Page 21

Valuation & Peer Matrix – Maxeon Solar Technologies (MAXN, Spinoff) Our one-year Base case target price is $34.68 or target equity value of $1.1bn for MAXN (Spinoff), implying a potential upside of +7.1% from the current when issued price of $32.39.

We have valued MAXN (Spinoff) on FY21E EV/revenue basis, we have applied EV/revenue multiple of 0.7x (at a discount of 65% to peer average) to arrive at an equity valuation of $1.1bn for MAXN (Spinoff).

Valuation Matrix

Valuation of MAXN (Spinoff) (in $m except per share data) Base Bull Bear

FY21E Revenue (Bull: 2.5% expansion, Bear: 10% contraction) 1,272 1,304 1,145

FY21E EV/Revenue (Base: 65% discount to its peers, Bull: 50% discount, Bear: 70% discount)

0.7x 1.1x 0.6x

Value of business based on EV/Revenue 938 1,374 724

Add: Net cash 136 136 136

Total equity value 1,074 1,510 860

Shares outstanding 31 31 31

Target value per share (in $) 34.68 48.74 27.76

Current when- issued price (in $) 32.39 32.39 32.39

Upside/Downside 7.1% 50.5% -14.3%

Peer Comparison Matrix

Company Ticker Mkt cap $m EV $m

EV/Revenue

FY19 FY20E FY21E

LONGi Green Energy Tech. 601012 CH 30,613 30,390 6.4x 4.4x 3.5x

Canadian Solar, Inc. CSIQ 1,637 3,174 1.0x 0.9x 0.8x

Maxeon Solar Technologies MAXN 1,003 867 0.7x 0.8x 0.7x

Peer Avg. 3.7x 2.6x 2.1x

Sources: The Edge® Spinoff Research Department, Company filings

Page 22: The Edge Spinoff Report Lite

Page 22

The Edge® Spinoff Report Lite contains confidential and proprietary information. Transmission or distribution in any way is prohibited without the express consent of its authors, The Edge® and is strictly for the exclusively distributed & full service clients of The Edge Consulting Group Ltd. (The Edge C Group Ltd.) This document is based on information available to the public; no representation is made with regard to its accuracy or completeness. This document is neither an offer nor a solicitation to buy or sell securities. All expressions of opinion reflect judgment at this date and are subject to change without notice. The Edge Consulting Group Ltd. and others associated with it may have positions in securities of the companies mentioned. © 2020, The Edge Consulting Group Ltd. is registered in England & Wales. Company No. 6775372 and is authorized and regulated by the UK Financial Conduct Authority (FCA), No. 535037.

The Edge Catalyst Model Portfolio: 12 Years+ (154 Months), +120% Absolute Return September 9, 2020 Benchmark Performance Summary (%)

Fund vs. Benchmarks

Absolute Performance

Inception*

Relative Out- Performance

Vs. Benchmark Total Return

2020 Jul 19

Aug 19

Sep 19

Oct 19

Nov 19

Dec 19

Jan 2020

Feb 20

Mar 20

Apr 20

May 20

Jun 20

Jul 20

Aug 20

The Edge Catalyst MP 120.4% 10.4% -0.6% -1.5% -0.9% -0.2% 1.8% 2.3% -1.2% -1.9% -4.3% 4.3% 3.1% 1.7% 2.4% 6.3%

Relevant Index

HFRX Special Sits Index 10.5% 99.4% 4.5% 0.2% 0.0% 1.6% 1.3% 2.2% 2.1% 0.5% -0.5% -5.4% 2.6% 2.1% 2.7% 0.9% 1.7%

Note: The HFRX Special Situations Index is an average of the monthly reported global equity funds investing with this focus. Reported by Hedge Fund Research. * From December 3, 2007 to August 31, 2020

The Edge Catalyst Portfolio increased by +6% in August 2020. Over the 12 years since inception, the MP has an absolute gain of +120%. Most relevant given asset class, the HRFX Special Situations Index has a return of +11% over the same >12-year period. The Edge Catalyst MP has outperformed this Index by a relative +99% since inception. To communicate our highest-conviction ideas most effectively to clients and maximize overall performance, we have combined the positions of the Spinoff and Special Situations Model Portfolios, creating the newly unified Catalyst Portfolio. All previous returns and positions have been adjusted accordingly, and future ideas will enter this comprehensive MP.

Holdings + Portfolio Sector Weights (August 31, 2020)

Company Ticker Entry Date

Adjusted Buy Price

Current Weighting (%)

Current Price

Target Price (Base

Case)

Current Upside

(%)

Current Return

(%) MTD % Change

ESR Action Recommendation

EchoStar Corp. SATS 12-Sep-19 $31.57 4.13% $29.38 $46.37 57.8% -6.9% 7.6% Buy <$35

Electronic Arts, Inc. EA 14-Jul-20 $136.97 4.62% $139.47 $184.49 32.3% 1.8% -1.5% Buy <$150

CDK Global, Inc. CDK 26-May-20 $40.40 -3.05% $46.62 $31.83 -31.7% -13.3% 2.6% Short >$40

Arrowhead Pharmaceuticals, Inc. ARWR 26-May-20 $34.73 -3.21% $42.24 $28.99 -31.4% -17.8% -1.9% Short >$35

MSG Entertainment Corp. MSGE 14-Apr-20 $74.96 4.65% $75.17 $94.73 26.0% 0.3% 6.1% Buy <$80

MSG Sports Corp. MSGS 14-Jun-19 $160.55 5.02% $164.00 $202.95 23.8% 2.1% 6.7% Buy <$165

Arcosa, Inc. ACA 21-Apr-20 $38.46 1.57% $46.29 $56.62 22.3% 20.4% 9.6% Buy <$45

Fox Corp. FOXA 14-Jun-19 $27.72 3.83% $27.86 $33.52 20.3% 0.5% 8.1% Buy <$28

Verint Systems, Inc. VRNT 7-Aug-20 $44.32 2.06% $47.56 $57.02 19.9% 7.3% 5.9% Buy <$48

Corteva, Inc. CTVA 3-Jun-19 $28.42 5.76% $28.55 $34.03 19.2% 0.5% 0.0% Buy <$28

Pfizer, Inc. PFE 12-Aug-20 $38.29 2.44% $37.79 $42.00 11.1% -1.3% -1.8% Buy <$38

Match Group, Inc. MTCH 01-Jul-20 $69.19 2.22% $111.68 $120.62 8.0% 61.4% 8.7% Buy <$105

KAR Auction Services, Inc. KAR 28-May-20 $14.60 5.41% $17.34 $18.01 3.9% 18.8% 14.6% Buy <$15

Canadian Solar, Inc. CSIQ 10-Jan-20 $20.76 3.02% $32.49 $33.08 1.8% 56.5% 46.7% Buy <$25

Bunge Ltd BG 9-Apr-20 $39.68 5.60% $45.62 $45.01 -1.3% 15.0% 5.0% Buy <$40

Howmet Aerospace, Inc. HWM 8-May-19 $17.48 4.58% $17.52 $16.53 -5.7% 0.2% 18.5% Under Evaluation

Trane Technologies Plc TT 28-Oct-19 $101.71 4.75% $118.39 $106.33 -10.2% 16.4% 5.8% Under Evaluation

** Edge Insider Holding Cash 47%

Total Value $484,744,550 Net Cash $225,910,428 Portfolio Value $258,834,122

Portfolio Weightings – August 31, 2020 Transactions

Additions: Verint Systems, Inc. (VRNT) entered the MP on August 7 with a +2% weighting at a VWAP $44.32; Pfizer, Inc. (PFE) entered the MP on August 12 with a +2.5% weighting at a VWAP $38.29;

Shorts: No changes;

Removed: VF Corp. (VFC) exited the MP on August 7 at a VWAP $60.20; HD Supply Holdings, Inc. (HDS) exited the MP on August 11 at a VWAP $42.00; Ingersoll Rand, Inc. (IR) exited the MP on August 13 at a VWAP $35.21; Metso Outotec Corp. (MOCORP FH) exited the MP on August 14 at a VWAP €6.22;

Spinoffs: No changes;

Weightings: Trane Technologies Plc (TT) increased its MP weighting by +2.5% on August 5 at a VWAP $114.86; EchoStar Corp. (SATS) increased its MP weighting by +3% on August 5 at a VWAP $29.78;

Cash, 46.6%Communication Services, 15.7%

Consumer Discretionary,

5.4%

Consumer Staples, 5.6%

Healthcare, -0.8%

Industrials, 10.9%Information

Technology, 10.8%

Materials, 5.8%

Page 23: The Edge Spinoff Report Lite

Edge Spinoff Report Lite: Monthly Calendar of All Spinoffs/All Sizes September 8, 2020Copyright of Edge Spinoff Report Lite® 2020 (In order of expected date)Contact: Jonathan Morgan: +1 (973) 867 7760 or Email: [email protected] Nb: Full company fundamental data is not always readily available.

Charts Key: Stock (Area) vs. Index (Line)

Parent FundamentalsParent Company Stock vs. Primary Market Market Spinoff Sector Spinoff EV/ Net Price/ Current Average

Name OTC Index Ticker Country Exchange Cap m(Local) Cap USDm Name (Spinoff Entity) Date EBITDA Debt Sales Price Daily Vol ($m)

Vystar Corp VYSTUnited States of

AmericaOTC Markets 43 43 RxAir, Inc. Basic Materials 2H 2020 -1.29 2 1.45 0.04 1.20

Parent FundamentalsParent Company Stock vs. Primary Market Market Spinoff Sector Spinoff EV/ Net Price/ Current Average

Name NYSE Composite Index Ticker Country Exchange Cap m(Local) Cap USDm Name (Spinoff Entity) Date EBITDA Debt Sales Price Daily Vol ($m)

Eagle Materials, Inc. EXPUnited States of

America

New York Stock

Exchange3,424 3,424 American Gypsum Co. Basic Materials 2H 2020 19.64 612 5.42 81.99 25.48

Parent FundamentalsParent Company Stock vs. Primary Market Market Spinoff Sector Spinoff EV/ Net Price/ Current Average

Name NYSE Composite Index Ticker Country Exchange Cap m(Local) Cap USDm Name (Spinoff Entity) Date EBITDA Debt Sales Price Daily Vol ($m)

DuPont de Nemours,

Inc.DD

United States of

America

New York Stock

Exchange43,149 43,149

Nutrition Business

(RMT with IFF)Basic Materials Q1 2021 3.46 4,062 2.55 58.80 250.26

Parent FundamentalsParent Company Stock vs. Primary Market Market Spinoff Sector Spinoff EV/ Net Price/ Current Average

Name NYSE Composite Index Ticker Country Exchange Cap m(Local) Cap USDm Name (Spinoff Entity) Date EBITDA Debt Sales Price Daily Vol ($m)

Aaron's, Inc. AANUnited States of

America

New York Stock

Exchange3,671 3,671

Progressive Leasing

BusinessConsumer Services Q4 2020 9.64 409 0.87 54.67 46.91

Parent FundamentalsParent Company Stock vs. Primary Market Market Spinoff Sector Spinoff EV/ Net Price/ Current Average

Name NYSE Composite Index Ticker Country Exchange Cap m(Local) Cap USDm Name (Spinoff Entity) Date EBITDA Debt Sales Price Daily Vol ($m)

Post Holdings Inc POSTUnited States of

America

New York Stock

Exchange6,020 6,020 BellRing Brands, Inc. Consumer Goods 2H 2020 10.41 6,265 1.05 88.92 36.18

Parent FundamentalsParent Company Stock vs. Primary Market Market Spinoff Sector Spinoff EV/ Net Price/ Current Average

Name NYSE Composite Index Ticker Country Exchange Cap m(Local) Cap USDm Name (Spinoff Entity) Date EBITDA Debt Sales Price Daily Vol ($m)

Archer-Daniels-Midland

CoADM

United States of

America

New York Stock

Exchange25,832 25,832 Ethanol Business Consumer Goods 2H 2020 9.95 6,378 0.36 46.49 110.42

Parent FundamentalsParent Company Stock vs. Primary Market Market Spinoff Sector Spinoff EV/ Net Price/ Current Average

Name NASDAQ Composite Index Ticker Country Exchange Cap m(Local) Cap USDm Name (Spinoff Entity) Date EBITDA Debt Sales Price Daily Vol ($m)

AGRITEK HOLDINGS,

INC.AGTK

United States of

AmericaOTC Markets 0 0 Maxx eSports, Inc. Consumer Services 2H 2020 1213.69 0.02 0.00

Parent FundamentalsParent Company Stock vs. Country Primary Market Market Spinoff Sector Spinoff EV/ Net Price/ Current Average

Name NYSE Composite Index Ticker Exchange Cap m(Local) Cap USDm Name (Spinoff Entity) Date EBITDA Debt Sales Price Daily Vol ($m)

TENNECO INC TENUnited States of

America

New York Stock

Exchange715 715 DRiV, Inc. Consumer Goods 2H 2020 7.02 4,796 0.19 8.80 10.21

Parent FundamentalsParent Company Stock vs. Country Primary Market Market Spinoff Sector Spinoff EV/ Net Price/ Current Average

Name NYSE Composite Index Ticker Exchange Cap m(Local) Cap USDm Name (Spinoff Entity) Date EBITDA Debt Sales Price Daily Vol ($m)

BBX Capital Corp BBXUnited States of

America

New York Stock

Exchange1,454 1,454 BBX Capital Florida LLC Consumer Services 1H 2021 7.33 439 0.65 15.06 0.62

Parent Technicals

Key Information Parent Technicals

Key Information Parent Technicals

Parent Sector: Consumer Services

Key Information Parent Technicals

Key Information Parent Technicals

Key Information

Parent Sector: Basic Materials

Parent Sector: Consumer Goods

Key Information Parent Technicals

Key Information Parent Technicals

Key Information Parent Technicals

Key Information Parent Technicals

ed

gecg

rou

p.c

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US

$40

$50

$60

$70

12-A

pr-1

7

26-A

pr-1

7

10-M

ay-1

7

24-M

ay-1

7

7-Ju

n-17

21-J

un-1

7

5-Ju

l-17

19-J

ul-1

7

2-Au

g-17

16-A

ug-1

7

30-A

ug-1

7

13-S

ep-1

7

27-S

ep-1

7

11-O

ct-1

7

25-O

ct-1

7

8-N

ov-1

7

22-N

ov-1

7

6-De

c-17

20-D

ec-1

7

3-Ja

n-18

17-J

an-1

8

31-J

an-1

8

14-F

eb-1

8

28-F

eb-1

8

14-M

ar-1

8

28-M

ar-1

8

11-A

pr-1

8

QNM SP Series2

ed

gecg

rou

p.c

om

$35

$40

$45

$50

$55

31-May-18 31-Jul-18 30-Sep-18 30-Nov-18 31-Jan-19 31-Mar-1 9 31-May-19

Series1 Series2

$55

$70

$85

$100

$115

7-Jun-18 7-Jul-18 7-Aug-18 7-Sep-18 7-Oct-18 7-Nov-18 7-Dec-18 7-Jan-19 7-Feb-19 7-Mar-19 7-Apr-19 7-May-19 7-Jun-19

Series1 Series2

$50

$65

$80

$95

$110

17-Aug-18 17-Oct-18 17-Dec-18 17-Feb-19 17-Apr-19 17-Jun-19

Series1 Series2

$0.00

$0.02

$0.04

$0.06

$0.08

$0.10

$0.12

$0.14

24-Oct-18 24-Dec-18 24-Feb-19 24-Apr-19 24-Jun-19 24-Aug-19

Series1 Series2

$50

$65

$80

$95

$110

10-Jan-19 10-Feb-19 10-Mar-1 9 10-Apr-19 10-May-19 10-Jun-19 10-Jul-19 10-Aug-19 10-Sep-19 10-Oct-19 10-Nov-19 10-Dec-19

Series1 Series2

$0.0

$0.1

$0.2

$0.3

$0.4

13-May-19 13-Jul-19 13-Sep-19 13-Nov-19 13-Jan-20 13-Mar-20

MRK US SPX Index (Rebased to MRK US)

$0

$2

$4

$6

24-Jun-19 24-Jul-19 24-Aug-19 24-Sep-19 24-Oct-19 24-Nov-19 24-Dec-19 24-Jan-20 24-Feb-20 24-Mar-20 24-Apr-20 24-May-20

MRK US SPX Index (Rebased to MRK US)

$0

$20

$40

$60

$80

5-Aug-19 5-Sep-19 5-Oct-19 5-Nov-19 5-Dec-19 5-Jan-20 5-Feb-20 5-Mar-20 5-Apr-20 5-May-20 5-Jun-20 5-Jul-20

MRK US SPX Index (Rebased to MRK US)

Page 1 of 7

Page 24: The Edge Spinoff Report Lite

Edge Spinoff Report Lite: Monthly Calendar of All Spinoffs/All Sizes September 8, 2020Copyright of Edge Spinoff Report Lite® 2020 (In order of expected date)Contact: Jonathan Morgan: +1 (973) 867 7760 or Email: [email protected] Nb: Full company fundamental data is not always readily available.

Charts Key: Stock (Area) vs. Index (Line)

Parent FundamentalsParent Company Stock vs. Primary Market Market Spinoff Sector Spinoff EV/ Net Price/ Current Average

Name NASDAQ Composite Index Ticker Country Exchange Cap m(Local) Cap USDm Name (Spinoff Entity) Date EBITDA Debt Sales Price Daily Vol ($m)

Greenpro Capital Corp. GRNQUnited States of

America

NASDAQ Stock

Market28 28 D'Swiss, Inc. Consumer Staples

September

28 2020-88.70 0 61.03 1.00 4.66

Parent FundamentalsParent Company Stock vs. Primary Market Market Spinoff Sector Spinoff EV/ Net Price/ Current Average

Name NYSE Composite Index Ticker Country Exchange Cap m(Local) Cap USDm Name (Spinoff Entity) Date EBITDA Debt Sales Price Daily Vol ($m)

Pfizer Inc. PFEUnited States of

America

New York Stock

Exchange202,048 202,048 Viatris Health Care Q4 2020 10.32 22,907 4.65 36.36 896.39

Parent FundamentalsParent Company Stock vs. Primary Market Market Spinoff Sector Spinoff EV/ Net Price/ Current Average

Name OTC Index Ticker Country Exchange Cap m(Local) Cap USDm Name (Spinoff Entity) Date EBITDA Debt Sales Price Daily Vol ($m)

Applied BioSciences

Corp.APPB

United States of

AmericaOTC Markets 2 2

Applied Products

BusinessHealth Care Q4 2020 -16.50 0 106.30 0.22 0.00

Parent FundamentalsParent Company Stock vs. Primary Market Market Spinoff Sector Spinoff EV/ Net Price/ Current Average

Name NASDAQ Composite Index Ticker Country Exchange Cap m(Local) Cap USDm Name (Spinoff Entity) Date EBITDA Debt Sales Price Daily Vol ($m)

PDL BioPharma Inc PDLIUnited States of

America

NASDAQ Stock

Market383 383 LENSAR, Inc. Health Care Q1 2021 1.37 -270 1.94 3.36 3.99

Parent FundamentalsParent Company Stock vs. Primary Market Market Spinoff Sector Spinoff EV/ Net Price/ Current Average

Name NYSE Composite Index Ticker Country Exchange Cap m(Local) Cap USDm Name (Spinoff Entity) Date EBITDA Debt Sales Price Daily Vol ($m)

Merck & Co., Inc. MRKUnited States of

America

New York Stock

Exchange215,593 215,593

Women's Health &

Legacy Drugs BusinessHealth Care

June 1

202111.63 16,250 4.68 85.24 655.26

Parent FundamentalsParent Company Stock vs. Primary Market Market Spinoff Sector Spinoff EV/ Net Price/ Current Average

Name NYSE Composite Index Ticker Country Exchange Cap m(Local) Cap USDm Name (Spinoff Entity) Date EBITDA Debt Sales Price Daily Vol ($m)

Tenet Healthcare Corp THCUnited States of

America

New York Stock

Exchange3,162 3,162

Conifer Medical Billing

Service BusinessHealth Care Q2 2021 7.19 14,375 0.10 30.00 41.03

Parent FundamentalsParent Company Stock vs. Primary Market Market Spinoff Sector Spinoff EV/ Net Price/ Current Average

Name OTC Index Ticker Country Exchange Cap m(Local) Cap USDm Name (Spinoff Entity) Date EBITDA Debt Sales Price Daily Vol ($m)

Innovest Global Inc IVSTUnited States of

AmericaOTC Markets 28 28 StemVax Therapeutics Industrials Q3 2020 0.28 0.01

Parent FundamentalsParent Company Stock vs. Primary Market Market Spinoff Sector Spinoff EV/ Net Price/ Current Average

Name NYSE Composite Index Ticker Country Exchange Cap m(Local) Cap USDm Name (Spinoff Entity) Date EBITDA Debt Sales Price Daily Vol ($m)

Fortive Corp FTVUnited States of

America

New York Stock

Exchange25,014 25,014 Vontier Corp Industrials 2H 2020 16.16 2,252 3.51 74.21 210.15

Parent FundamentalsParent Company Stock vs. Primary Market Market Spinoff Sector Spinoff EV/ Net Price/ Current Average

Name NYSE Composite Index Ticker Country Exchange Cap m(Local) Cap USDm Name (Spinoff Entity) Date EBITDA Debt Sales Price Daily Vol ($m)

Nielsen Holdings plc NLSNUnited States of

America

New York Stock

Exchange5,451 5,451

Global Connect

BusinessIndustrials Q1 2021 8.84 7,863 1.27 15.28 48.20

Parent TechnicalsKey Information

Key Information Parent Technicals

Parent Sector: Industrials

Parent Sector: Health Care

Parent Technicals

Parent Sector: FinancialsKey Information Parent Technicals

Key Information

Key Information Parent Technicals

Key Information Parent Technicals

Key Information Parent Technicals

Key Information Parent Technicals

Key Information Parent Technicals

ed

gecg

rou

p.c

om

US

ed

gecg

rou

p.c

om

$20

$24

$28

$32

$36

6-Aug-18 6-Sep-18 6-Oct-18 6-Nov-18 6-Dec-18 6-Jan-19 6-Feb-19 6-Mar-19 6-Apr-19 6-May-19 6-Jun-19 6-Jul-19 6-Aug-19

Series1 Series2

$27

$32

$37

$42

$47

17-Aug-18 17-Oct-18 17-Dec-18 17-Feb-19 17-Apr-19 17-Jun-19

Series1 Series2

$55

$65

$75

$85

$95

18-Sep-18 18-Nov-18 18-Jan-19 18-Mar-1 9 18-May-19 18-Jul-19

Series1 Series2

$15

$20

$25

$30

8-Nov-18 8-Dec-18 8-Jan-19 8-Feb-19 8-Mar-19 8-Apr-19 8-May-19 8-Jun-19 8-Jul-19 8-Aug-19 8-Sep-19 8-Oct-19

Series1 Series2

$0

$1

$2

$3

6-Dec-18 6-Jan-19 6-Feb-19 6-Mar-19 6-Apr-19 6-May-19 6-Jun-19 6-Jul-19 6-Aug-19 6-Sep-19 6-Oct-19 6-Nov-19 6-Dec-19

Series1 Series2

$70

$80

$90

$100

11-Feb-19 11-Apr-19 11-Jun-19 11-Aug-19 11-Oct-19 11-Dec-19

MRK US SPX Index (Rebased to MRK US)

$0.0

$0.1

$0.2

$0.3

$0.4

$0.5

7-Mar-19 7-Apr-19 7-May-19 7-Jun-19 7-Jul-19 7-Aug-19 7-Sep-19 7-Oct-19 7-Nov-19 7-Dec-19 7-Jan-20 7-Feb-20

MRK US SPX Index (Rebased to MRK US)

$0

$1

$2

$3

29-Aug-19 29-Oct-19 29-Dec-19 29-Feb-20 30-Apr-20 30-Jun-20

MRK US SPX Index (Rebased to MRK US)

$1

$2

$3

$4

29-Aug-19 29-Oct-19 29-Dec-19 29-Feb-20 30-Apr-20 30-Jun-20

MRK US SPX Index (Rebased to MRK US)

Page 2 of 7

Page 25: The Edge Spinoff Report Lite

Edge Spinoff Report Lite: Monthly Calendar of All Spinoffs/All Sizes September 8, 2020Copyright of Edge Spinoff Report Lite® 2020 (In order of expected date)Contact: Jonathan Morgan: +1 (973) 867 7760 or Email: [email protected] Nb: Full company fundamental data is not always readily available.

Charts Key: Stock (Area) vs. Index (Line)

Parent FundamentalsParent Company Stock vs. Primary Market Market Spinoff Sector Spinoff EV/ Net Price/ Current Average

Name NASDAQ Composite Index Ticker Country Exchange Cap m(Local) Cap USDm Name (Spinoff Entity) Date EBITDA Debt Sales Price Daily Vol ($m)

Golar LNG Limited

(USA)GLNG

United States of

America

NASDAQ Stock

Market998 998

TFDE LNG Shipping

BusinessOil & Gas 2H 2020 21.24 2,348 5.12 10.20 9.27

Parent FundamentalsParent Company Stock vs. Primary Market Market Spinoff Sector Spinoff EV/ Net Price/ Current Average

Name NYSE Composite Index Ticker Country Exchange Cap m(Local) Cap USDm Name (Spinoff Entity) Date EBITDA Debt Sales Price Daily Vol ($m)

TechnipFMC plc FTIUnited States of

America

New York Stock

Exchange3,510 3,510 Technip Energies Energy 1H 2021 4.91 -1,348 0.70 7.81 37.89

Parent FundamentalsParent Company Stock vs. Primary Market Market Spinoff Sector Spinoff EV/ Net Price/ Current Average

Name NASDAQ Composite Index Ticker Country Exchange Cap m(Local) Cap USDm Name (Spinoff Entity) Date EBITDA Debt Sales Price Daily Vol ($m)

Verint Systems Inc. VRNTUnited States of

America

NASDAQ Stock

Market3,113 3,113

Cyber Intelligence

Solutions BusinessTechnology

January 31

202112.10 428 2.35 48.25 22.45

Parent FundamentalsParent Company Stock vs. Primary Market Market Spinoff Sector Spinoff EV/ Net Price/ Current Average

Name NASDAQ Composite Index Ticker Country Exchange Cap m(Local) Cap USDm Name (Spinoff Entity) Date EBITDA Debt Sales Price Daily Vol ($m)

SYNNEX CORP SNXUnited States of

America

New York Stock

Exchange6,446 6,446 Concentrix Business Technology 1H 2021 8.64 3,001 0.21 125.17 31.31

Parent Sector: Technology

Parent Technicals

Parent TechnicalsKey Information

Parent Sector: Oil & GasKey Information

Key Information Parent Technicals

Key Information Parent Technicals

ed

gecg

rou

p.c

om

$15

$18

$21

$24

$27

$30

7-Jun-18 7-Jul-18 7-Aug-18 7-Sep-18 7-Oct-18 7-Nov-18 7-Dec-18 7-Jan-19 7-Feb-19 7-Mar-19 7-Apr-19 7-May-19 7-Jun-19

Series1 Series2

$15

$20

$25

$30

$35

10-Sep-18 10-Nov-18 10-Jan-19 10-Mar-1 9 10-May-19 10-Jul-19

Series1 Series2

US

ed

gecg

rou

p.c

om

$30

$40

$50

$60

$70

16-Dec-18 16-Feb-19 16-Apr-19 16-Jun-19 16-Aug-19 16-Oct-19 16-Dec-19

Series1 Series2

$65

$95

$125

$155

11-Feb-19 11-Apr-19 11-Jun-19 11-Aug-19 11-Oct-19 11-Dec-19

MRK US SPX Index (Rebased to MRK US)

Page 3 of 7

Page 26: The Edge Spinoff Report Lite

Edge Spinoff Report Lite: Monthly Calendar of All Spinoffs/All Sizes September 8, 2020Copyright of Edge Spinoff Report Lite® 2020 (In order of expected date)Contact: Jonathan Morgan: +1 (973) 867 7760 or Email: [email protected] Nb: Full company fundamental data is not always readily available.

Charts Key: Stock (Area) vs. Index (Line)

Parent FundamentalsParent Company Stock vs. Primary Market Market Spinoff Sector Spinoff EV/ Net Price/ Current Average

Name DAX Index Ticker Country Exchange Cap m(Local) Cap USDm Name (Spinoff Entity) Date EBITDA Debt Sales Price Daily Vol ($m)

Continental AG CON:GR GermanyXetra (trading

system)19,033 22,491 Vitesco Technologies Consumer Goods Q4 2020 4.19 2,011 0.54 95.16 50.18

Parent FundamentalsParent Company Stock vs. Primary Market Market Spinoff Sector Spinoff EV/ Net Price/ Current Average

Name UKX Index Ticker Country Exchange Cap m(Local) Cap USDm Name (Spinoff Entity) Date EBITDA Debt Sales Price Daily Vol ($m)

Bankinter SA BKT:SM Spain Bolsa de Madrid 4,083 4,825Linea Directa

AseguradoraFinancials 2H 2020 6.32 3.25 4.54 11.21

Parent FundamentalsParent Company Stock vs. Primary Market Market Spinoff Sector Spinoff EV/ Net Price/ Current Average

Name UKX Index Ticker Country Exchange Cap m(Local) Cap USDm Name (Spinoff Entity) Date EBITDA Debt Sales Price Daily Vol ($m)

GlaxoSmithKline plc GSK:LN United KingdomLondon Stock

Exchange75,060 98,824

GSK Consumer

Healthcare JVHealth Care

July 31

20229.02 22,106 2.38 1,496.00 87.72

Parent FundamentalsParent Company Stock vs. Primary Market Market Spinoff Sector Spinoff EV/ Net Price/ Current Average

Name DAX Index Ticker Country Exchange Cap m(Local) Cap USDm Name (Spinoff Entity) Date EBITDA Debt Sales Price Daily Vol ($m)

Siemens AG SIE:GR GermanyXetra (trading

system)99,671 117,781 Siemens Energy AG Energy

September

28 202011.25 19,141 1.13 117.26 186.04

Parent FundamentalsParent Company Stock vs. Primary Market Market Spinoff Sector Spinoff EV/ Net Price/ Current Average

Name UKX Index Ticker Country Exchange Cap m(Local) Cap USDm Name (Spinoff Entity) Date EBITDA Debt Sales Price Daily Vol ($m)

Travis Perkins plc TPK:LN United KingdomLondon Stock

Exchange3,075 4,048

Wickes DIY Retailer

BusinessConsumer Goods 2H 2020 6.21 354 0.51 1,219.50 6.21

Key Information Parent Technicals

Key Information Parent Technicals

Parent Sector: Health Care

Parent Sector: Consumer Goods

Key Information Parent Technicals

Parent Technicals

Parent Sector: Industrials

Key Information Parent Technicals

Key Information

Parent Sector: Financials

GBp 1,100

GBp 1,300

GBp 1,500

GBp 1,700

8-Jan-18 8-Mar-18 8-May-18 8-Jul-18 8-Sep-18 8-Nov-18 8-Jan-19

Series1 Series2

€ 85

€ 95

€ 105

€ 115

€ 125

31-May-18 31-Jul-18 30-Sep-18 30-Nov-18 31-Jan-19 31-Mar-1 9 31-May-19

Series1 Series2

Euro

pe

an

GBp 900

GBp 1,100

GBp 1,300

GBp 1,500

16-Aug-18 16-Oct-18 16-Dec-18 16-Feb-19 16-Apr-19 16-Jun-19 16-Aug-19

Series1 Series2

€ 75

€ 100

€ 125

€ 150

€ 175

26-Nov-18 26-Jan-19 26-Mar-1 9 26-May-19 26-Jul-19 26-Sep-19

Series1 Series2

€ 2

€ 4

€ 6

€ 8

13-May-19 13-Jul-19 13-Sep-19 13-Nov-19 13-Jan-20 13-Mar-20

MRK US SPX Index (Rebased to MRK US)

ed

gecg

rou

p.c

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Page 4 of 7

Page 27: The Edge Spinoff Report Lite

Edge Spinoff Report Lite: Monthly Calendar of All Spinoffs/All Sizes September 8, 2020Copyright of Edge Spinoff Report Lite® 2020 (In order of expected date)Contact: Jonathan Morgan: +1 (973) 867 7760 or Email: [email protected] Nb: Full company fundamental data is not always readily available.

Charts Key: Stock (Area) vs. Index (Line)

Parent FundamentalsParent Company Stock vs. Primary Market Market Spinoff Sector Spinoff EV/ Net Price/ Current Average

Name UKX Index Ticker Country Exchange Cap m(Local) Cap USDm Name (Spinoff Entity) Date EBITDA Debt Sales Price Daily Vol ($m)

Ferguson PLC FERG:LN United KingdomLondon Stock

Exchange16,234 21,374 Wolseley UK Business Industrials 2H 2020 11.48 1,078 0.88 7,218.00 21.47

Parent FundamentalsParent Company Stock vs. Primary Market Market Spinoff Sector Spinoff EV/ Net Price/ Current Average

Name UKX Index Ticker Country Exchange Cap m(Local) Cap USDm Name (Spinoff Entity) Date EBITDA Debt Sales Price Daily Vol ($m)

Smiths Group plc SMIN:LN United KingdomLondon Stock

Exchange5,588 7,357

Smiths Medical

BusinessHealthcare 1H 2021 10.87 881 2.74 1,410.00 7.70

Parent FundamentalsParent Company Stock vs. Primary Market Market Spinoff Sector Spinoff EV/ Net Price/ Current Average

Name FTSEMIB Index Ticker Country Exchange Cap m(Local) Cap USDm Name (Spinoff Entity) Date EBITDA Debt Sales Price Daily Vol ($m)

CNH Industrial NV CNHI:IM Italy

Borsa

Italiana/Milan

Stock Exchange

9,476 11,198

Trucks, Buses &

Powertrain "On-Road"

Business

Industrials 1H 2021 11.28 19,487 0.43 7.00 22.68

Parent FundamentalsParent Company Stock vs. Primary Market Market Spinoff Sector Spinoff EV/ Net Price/ Current Average

Name DAX Index Ticker Country Exchange Cap m(Local) Cap USDm Name (Spinoff Entity) Date EBITDA Debt Sales Price Daily Vol ($m)

Allgeier SE AEIN:GR GermanyXetra (trading

system)687 811 Nagarro SE Technology

December

31 202014.44 170 0.36 61.40 2.15

Parent FundamentalsParent Company Stock vs. Primary Market Market Spinoff Sector Spinoff EV/ Net Price/ Current Average

Name IBEX Index Ticker Country Exchange Cap m(Local) Cap USDm Name (Spinoff Entity) Date EBITDA Debt Sales Price Daily Vol ($m)

Telefonica SA TEF:SM Spain Bolsa de Madrid 17,401 20,563

Telefonica

Hispanamerica

Business

Telecommunications 2H 2020 5.91 44,535 0.77 3.32 50.80

Parent Technicals

Key Information

Parent Sector: Telecommunications

Parent TechnicalsKey Information

Key Information

Key Information

Parent Sector: Industrials (Cont.)

Parent Sector: TechnologyKey Information Parent Technicals

Parent Technicals

Parent Technicals

GBp 1,000

GBp 1,300

GBp 1,600

GBp 1,900

21-Nov-17 21-Jan-18 21-Mar-1 8 21-May-18 21-Jul-18 21-Sep-18

QNM SP Series2

ed

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€ 7

€ 9

€ 11

17-Sep-18 17-Nov-18 17-Jan-19 17-Mar-1 9 17-May-19 17-Jul-19 17-Sep-19

Series1 Series2

GBp 4,000

GBp 5,000

GBp 6,000

GBp 7,000

17-Sep-18 17-Nov-18 17-Jan-19 17-Mar-1 9 17-May-19 17-Jul-19 17-Sep-19

Series1 Series2

€ 5

€ 6

€ 7

€ 8

€ 9

6-Dec-18 6-Jan-19 6-Feb-19 6-Mar-19 6-Apr-19 6-May-19 6-Jun-19 6-Jul-19 6-Aug-19 6-Sep-19 6-Oct-19 6-Nov-19 6-Dec-19

Series1 Series2

Euro

pe

an

$5

$20

$35

$50

$65

28-Aug-19 28-Oct-19 28-Dec-19 28-Feb-20 28-Apr-20 28-Jun-20 28-Aug-20

MRK US SPX Index (Rebased to MRK US)

Page 5 of 7

Page 28: The Edge Spinoff Report Lite

Edge Spinoff Report Lite: Monthly Calendar of All Spinoffs/All Sizes September 8, 2020Copyright of Edge Spinoff Report Lite® 2020 (In order of expected date)Contact: Jonathan Morgan: +1 (973) 867 7760 or Email: [email protected] Nb: Full company fundamental data is not always readily available.

Charts Key: Stock (Area) vs. Index (Line)

Parent FundamentalsParent Company Stock vs. Primary Market Market Spinoff Sector Spinoff EV/ Net Price/ Current Average

Name NIFTY Index Ticker Country Exchange Cap m(Local) Cap USDm Name (Spinoff Entity) Date EBITDA Debt Sales Price Daily Vol ($m)

Arshiya Ltd ARSHIYA:IN India

National Stock

Exchange of

India Limited

2,826 38Arshiya Rail

Infrastructure LtdBasic Materials 2H 2020 103.25 18,967 6.43 10.95 0.53

Parent FundamentalsParent Company Stock vs. Primary Market Market Spinoff Sector Spinoff EV/ Net Price/ Current Average

Name AS51 Index Ticker Country Exchange Cap m(Local) Cap USDm Name (Spinoff Entity) Date EBITDA Debt Sales Price Daily Vol ($m)

Iluka Resources Limited ILU:AU Australia

Australian

Securities

Exchange

4,183 3,043 Deterra Royalties Ltd Basic MaterialsNovember

30 20205.35 -2 2.38 9.90 17.54

Parent FundamentalsParent Company Stock vs. Primary Market Market Spinoff Sector Spinoff EV/ Net Price/ Current Average

Name SPTSX Index Ticker Country Exchange Cap m(Local) Cap USDm Name (Spinoff Entity) Date EBITDA Debt Sales Price Daily Vol ($m)

Iconic Minerals Ltd ICM:CN CanadaTSX Venture

Exchange10 8

New Pass / Midas

South MiningBasic Materials 1H 2021 2 0.10 0.02

Parent FundamentalsParent Company Stock vs. Primary Market Market Spinoff Sector Spinoff EV/ Net Price/ Current Average

Name AS51 Index Ticker Country Exchange Cap m(Local) Cap USDm Name (Spinoff Entity) Date EBITDA Debt Sales Price Daily Vol ($m)

Swick Mining Services

LtdSWK:AU Australia

Australian

Securities

Exchange

63 46Drilling & Mineral

Technology BusinessBasic Materials 1H 2021 18 0.36 0.21 0.18

Parent FundamentalsParent Company Stock vs. Primary Market Market Spinoff Sector Spinoff EV/ Net Price/ Current Average

Name The Hang Seng Index Ticker Country Exchange Cap m(Local) Cap USDm Name (Spinoff Entity) Date EBITDA Debt Sales Price Daily Vol ($m)

Phoenix Media

Investment (Holdings)

Ltd

2008:HK Hong KongHong Kong

Stock Exchange2,047 264

Phoenix Metropolis

Media Technology Co

Ltd

Consumer Goods 2H 2020 2.06 -3,749 0.90 0.41 0.52

Parent FundamentalsParent Company Stock vs. Primary Market Market Spinoff Sector Spinoff EV/ Net Price/ Current Average

Name NIFTY Index Ticker Country Exchange Cap m(Local) Cap USDm Name (Spinoff Entity) Date EBITDA Debt Sales Price Daily Vol ($m)

Raymond Limited RAYMOND:IN India

National Stock

Exchange of

India Limited

17,635 240 Endeavour Group Ltd Lifestyle Business 2H 2020 16.15 19,083 0.93 264.90 367.64

Parent FundamentalsParent Company Stock vs. Primary Market Market Spinoff Sector Spinoff EV/ Net Price/ Current Average

Name AS51 Index Ticker Country Exchange Cap m(Local) Cap USDm Name (Spinoff Entity) Date EBITDA Debt Sales Price Daily Vol ($m)

Woolworths Group Ltd WOW:AU Australia

Australian

Securities

Exchange

47,202 34,335 Endeavour Group Ltd Consumer Goods 1H 2021 11.48 1,530 0.70 37.37 86.61

Parent FundamentalsParent Company Stock vs. Primary Market Market Spinoff Sector Spinoff EV/ Net Price/ Current Average

Name NIFTY Index Ticker Country Exchange Cap m(Local) Cap USDm Name (Spinoff Entity) Date EBITDA Debt Sales Price Daily Vol ($m)

Indiabulls Integrated

Services LtdIBULISL:IN India

National Stock

Exchange of

India Limited

4,265 58Indiabulls Enterprises

LtdConsumer Services 2H 2020 30.42 4,229 4.75 47.75 13.00

Parent FundamentalsParent Company Stock vs. Primary Market Market Spinoff Sector Spinoff EV/ Net Price/ Current Average

Name NIFTY Index Ticker Country Exchange Cap m(Local) Cap USDm Name (Spinoff Entity) Date EBITDA Debt Sales Price Daily Vol ($m)

Anant Raj Ltd ANANTRAJ:IN India

National Stock

Exchange of

India Limited

8,823 120 Anant Raj Global Ltd Financials 2H 2020 18.85 23,612 2.86 29.90 13.59

Parent FundamentalsParent Company Stock vs. Primary Market Market Spinoff Sector Spinoff EV/ Net Price/ Current Average

Name IBX50 Index Ticker Country Exchange Cap m(Local) Cap USDm Name (Spinoff Entity) Date EBITDA Debt Sales Price Daily Vol ($m)

Banco do Brasil SA BBAS3:BZ BrazilSao Paolo Stock

Exchange96,831 18,266 BV Financeira Financials 2H 2020 1.57 33.95 565.91

Key Information Parent Technicals

Key Information Parent Technicals

Parent Technicals

Parent Technicals

Parent Technicals

Parent Technicals

Key Information Parent Technicals

Key Information

Parent Sector: Consumer Services

Parent Sector: Financials Key Information Parent Technicals

Key Information

Parent Technicals

Key Information

Parent Sector: Consumer Goods

Parent Sector: Basic Materials

Key Information

Key Information Parent Technicals

Key Information

Glo

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HKD 1.0

HKD 1.3

HKD 1.6

HKD 1.9

5-Ap

r-16

19-A

pr-1

6

3-M

ay-1

6

17-M

ay-1

6

31-M

ay-1

6

14-Ju

n-16

28-Ju

n-16

12-Ju

l-16

26-Ju

l-16

9-Au

g-16

23-A

ug-1

6

6-Se

p-16

20-S

ep-1

6

4-Oc

t-16

18-O

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6

1-No

v-16

15-N

ov-1

6

29-N

ov-1

6

13-D

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6

27-D

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6

10-Ja

n-17

24-Ja

n-17

7-Fe

b-17

21-F

eb-1

7

7-M

ar-1

7

21-M

ar-1

7

4-Ap

r-17

QNM SP STI Index (Rebased to QNM SP)

INR 40

INR 60

INR 80

INR 100

INR 120

7-Ju

n-17

21-J

un-1

7

5-Ju

l-17

19-J

ul-1

7

2-Au

g-17

16-A

ug-1

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30-A

ug-1

7

13-S

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7

27-S

ep-1

7

11-O

ct-1

7

25-O

ct-1

7

8-N

ov-1

7

22-N

ov-1

7

6-De

c-17

20-D

ec-1

7

3-Ja

n-18

17-J

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8

31-J

an-1

8

14-F

eb-1

8

28-F

eb-1

8

14-M

ar-1

8

28-M

ar-1

8

11-A

pr-1

8

25-A

pr-1

8

9-M

ay-1

8

23-M

ay-1

8

6-Ju

n-18

QNM SP Series2

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INR 30

INR 45

INR 60

INR 75

INR 90

12-Sep-17 12-Nov-17 12-Jan-18 12-Mar-1 8 12-May-18 12-Jul-18 12-Sep-18

QNM SP Series2

INR 100

INR 275

INR 450

INR 625

INR 800

6-Feb-18 6-Apr-18 6-Jun-18 6-Aug-18 6-Oct-18 6-Dec-18 6-Feb-19

Series1 Series2

AUD 25

AUD 27

AUD 29

AUD 31

AUD 33

AUD 35

23-Jul-18 23-Aug-18 23-Sep-18 23-Oct-18 23-Nov-18 23-Dec-18 23-Jan-19 23-Feb-1923-Mar-1 9 23-Apr-19 23-May-19 23-Jun-19

Series1 Series2

INR 450

INR 550

INR 650

INR 750

INR 850

INR 950

26-Nov-18 26-Jan-19 26-Mar-1 9 26-May-19 26-Jul-19 26-Sep-19

Series1 Series2

AUD 6

AUD 8

AUD 10

AUD 12

28-Feb-19 30-Apr-19 30-Jun-19 31-Aug-19 31-Oct-19 31-Dec-19

MRK US SPX Index (Rebased to MRK US)

BRL 0

BRL 20

BRL 40

BRL 60

5-Aug-19 5-Sep-19 5-Oct-19 5-Nov-19 5-Dec-19 5-Jan-20 5-Feb-20 5-Mar-20 5-Apr-20 5-May-20 5-Jun-20 5-Jul-20

MRK US SPX Index (Rebased to MRK US)

CAD 0.00

CAD 0.04

CAD 0.08

CAD 0.12

CAD 0.16

28-Aug-19 28-Oct-19 28-Dec-19 28-Feb-20 28-Apr-20 28-Jun-20 28-Aug-20

MRK US SPX Index (Rebased to MRK US)

AUD 0.0

AUD 0.1

AUD 0.2

AUD 0.3

9-Sep-19 9-Oct-19 9-Nov-19 9-Dec-19 9-Jan-20 9-Feb-20 9-Mar-20 9-Apr-20 9-May-20 9-Jun-20 9-Jul-20 9-Aug-20

MRK US SPX Index (Rebased to MRK US)

Page 6 of 7

Page 29: The Edge Spinoff Report Lite

Edge Spinoff Report Lite: Monthly Calendar of All Spinoffs/All Sizes September 8, 2020Copyright of Edge Spinoff Report Lite® 2020 (In order of expected date)Contact: Jonathan Morgan: +1 (973) 867 7760 or Email: [email protected] Nb: Full company fundamental data is not always readily available.

Charts Key: Stock (Area) vs. Index (Line)

Parent FundamentalsParent Company Stock vs. Primary Market Market Spinoff Sector Spinoff EV/ Net Price/ Current Average

Name SPTSX Index Ticker Country Exchange Cap m(Local) Cap USDm Name (Spinoff Entity) Date EBITDA Debt Sales Price Daily Vol ($m)

Chemesis International

IncCSI.U:CN Canada

Canadian

Securities

Exchange

22 22La Finca Interacviva-

Arachna MED SASHealth Care 2H 2020 -1 2108.50 0.62 0.03

Parent FundamentalsParent Company Stock vs. Primary Market Market Spinoff Sector Spinoff EV/ Net Price/ Current Average

Name SPTSX Index Ticker Country Exchange Cap m(Local) Cap USDm Name (Spinoff Entity) Date EBITDA Debt Sales Price Daily Vol ($m)

Bausch Health

Companies IncBHC:CN Canada

Toronto Stock

Exchange 7,553 5,783

Bausch+Lomb Eyecare

BusinessHealth Care 1H 2021 8.67 23,584 0.77 21.24 14.16

Parent FundamentalsParent Company Stock vs. Primary Market Market Spinoff Sector Spinoff EV/ Net Price/ Current Average

Name STI Index Ticker Country Exchange Cap m(Local) Cap USDm Name (Spinoff Entity) Date EBITDA Debt Sales Price Daily Vol ($m)

SembCorp Industries

LimitedU96:SP Singapore

Stock Exchange

of Singapore3,410 2,497 SembCorp Marine Ltd Industrials

September

9 202011.86 8,808 0.39 1.91 12.15

Parent FundamentalsParent Company Stock vs. Primary Market Market Spinoff Sector Spinoff EV/ Net Price/ Current Average

Name S&P/BMV Index Ticker Country Exchange Cap m(Local) Cap USDm Name (Spinoff Entity) Date EBITDA Debt Sales Price Daily Vol ($m)

Alfa SAB de CV ALFAA:MM Mexico

Mexican

Bolsa/Mexican

Stock Exchange

69,956 3,236 Controladora Nemak IndustrialsOctober 30

20204.93 129,138 0.32 14.25 143.59

Parent FundamentalsParent Company Stock vs. Primary Market Market Spinoff Sector Spinoff EV/ Net Price/ Current Average

Name PSEI Index Ticker Country Exchange Cap m(Local) Cap USDm Name (Spinoff Entity) Date EBITDA Debt Sales Price Daily Vol ($m)

MacroAsia Corp MAC:PM PhilippinesPhilippine Stock

Exchange9,190 189 AlacroAsia Mining Industrials Q4 2020 22.08 2,170 7.89 4.86 15.62

Parent FundamentalsParent Company Stock vs. Primary Market Market Spinoff Sector Spinoff EV/ Net Price/ Current Average

Name S&P/TSX Composite Index Ticker Country Exchange Cap m(Local) Cap USDm Name (Spinoff Entity) Date EBITDA Debt Sales Price Daily Vol ($m)

Tower One Wireless

CorpTO:CN Canada

Canadian

Securities

Exchange

4 3Tower Construction &

Services CoIndustrials 2H 2020 7 5.40 0.05 0.00

Parent FundamentalsParent Company Stock vs. Primary Market Market Spinoff Sector Spinoff EV/ Net Price/ Current Average

Name S&P/TSX Composite Index Ticker Country Exchange Cap m(Local) Cap USDm Name (Spinoff Entity) Date EBITDA Debt Sales Price Daily Vol ($m)

VPN Technologies Inc VPN:CN Canada

Canadian

Securities

Exchange

1 1 Digital Assets Technology 2H 2020 -1 0.14 0.00

Parent FundamentalsParent Company Stock vs. Primary Market Market Spinoff Sector Spinoff EV/ Net Price/ Current Average

Name S&P/TSX Composite Index Ticker Country Exchange Cap m(Local) Cap USDm Name (Spinoff Entity) Date EBITDA Debt Sales Price Daily Vol ($m)

Kontrol Energy Corp KNR:CN Canada

Canadian

Securities

Exchange

66 51Efficiency Engineering,

Inc.Industrials Q3 2020 33.27 7 1.73 2.21 0.96

Key Information Parent Technicals

Key Information Parent Technicals

Parent Sector: Technology

Key Information Parent Technicals

Parent Sector: Industrials

Parent Sector: Health Care

Parent Sector: UtilitiesKey Information Parent Technicals

Key Information Parent Technicals

Key Information Parent Technicals

Key Information Parent Technicals

Key Information Parent Technicals

CAD 0.1

CAD 0.2

CAD 0.3

CAD 0.4

CAD 0.5

CAD 0.6

7-M

ar-1

7

21-M

ar-1

7

4-Ap

r-17

18-A

pr-1

7

2-M

ay-1

7

16-M

ay-1

7

30-M

ay-1

7

13-J

un-1

7

27-J

un-1

7

11-J

ul-1

7

25-J

ul-1

7

8-Au

g-17

22-A

ug-1

7

5-Se

p-17

19-S

ep-1

7

3-O

ct-1

7

17-O

ct-1

7

31-O

ct-1

7

14-N

ov-1

7

28-N

ov-1

7

12-D

ec-1

7

26-D

ec-1

7

9-Ja

n-18

23-J

an-1

8

6-Fe

b-18

20-F

eb-1

8

6-M

ar-1

8

QNM SP Series2

ed

gecg

rou

p.c

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CAD 0.2

CAD 0.4

CAD 0.6

CAD 0.8

CAD 1.0

12-Feb-19 12-Apr-19 12-Jun-19 12-Aug-19 12-Oct-19 12-Dec-19

MRK US SPX Index (Rebased to MRK US)

CAD 0

CAD 5

CAD 10

CAD 15

CAD 20

CAD 25

13-May-19 13-Jul-19 13-Sep-19 13-Nov-19 13-Jan-20 13-Mar-20

MRK US SPX Index (Rebased to MRK US)

CAD 0

CAD 5

CAD 10

CAD 15

CAD 20

CAD 25

27-May-19 27-Jul-19 27-Sep-19 27-Nov-19 27-Jan-20 27-Mar-20 27-May-20

MRK US SPX Index (Rebased to MRK US)

MXN 5

MXN 10

MXN 15

MXN 20

5-Aug-19 5-Sep-19 5-Oct-19 5-Nov-19 5-Dec-19 5-Jan-20 5-Feb-20 5-Mar-20 5-Apr-20 5-May-20 5-Jun-20 5-Jul-20

MRK US SPX Index (Rebased to MRK US)

ed

gecg

rou

p.c

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Glo

bal

CAD 15

CAD 25

CAD 35

CAD 45

28-Aug-19 28-Oct-19 28-Dec-19 28-Feb-20 28-Apr-20 28-Jun-20 28-Aug-20

MRK US SPX Index (Rebased to MRK US)

SDG 1.0

SDG 1.5

SDG 2.0

SDG 2.5

28-Aug-19 28-Oct-19 28-Dec-19 28-Feb-20 28-Apr-20 28-Jun-20 28-Aug-20

MRK US SPX Index (Rebased to MRK US)

PHP 0

PHP 5

PHP 10

PHP 15

PHP 20

28-Aug-19 28-Oct-19 28-Dec-19 28-Feb-20 28-Apr-20 28-Jun-20 28-Aug-20

MRK US SPX Index (Rebased to MRK US)

Page 7 of 7

Page 30: The Edge Spinoff Report Lite

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