EX-99.(C)(10) 12 d313377dex99c10.htm EXHIBIT (C)(10) Exhibit (c)(10)

Exhibit (c)(10) Presentation to the Special Committee of Directors - Supplemental Materials Project Anchor October 5, 2022 STRICTLY PRIVATE AND CONFIDENTIAL


Anchor Discounted Cash Flow Analysis | Valuation Update Bridge (1) Anchor Implied DCF Value per Share $ / share; (+/-) $ / share variance Implied DCF Share Price (+/-) $ / Share Price Variance from (Midpoint Used for Illustrative Purposes) 09/02/22 Presentation DCF Valuation Presented to Special $16.43 (2) Committee on 09/02/22 (3) Exclusion of 4 Vessels ($0.81) (at 08/31/2022 Cost of Capital) (3) New Industry Charter Rates and Other $1.36 (at 08/31/2022 Cost of Capital) (4) Market Update to Cost of Capital ($1.58) (2) (5) DCF Valuation as of 10/04/22 $15.40 ($1.03) Source: Management Forecast Update as of September 2022, Company Filings, Capital IQ as of September 30, 2022, Broker Reports, Bloomberg Notes: 1. Balance sheet items as of June 30, 2022; net debt includes $5,714MM total debt (excluding operating leases), $401MM cash 2. Assumes mid-year discounting convention and June 30, 2022 valuation date; Seaspan valuation based on 15.5-year DCF; and cash equivalents, and $803MM of preferred stock; basic share count of 282MM, 3.1MM RSU, 0.5MM PSUs, 8.0MM APR valuation based on 4.5-year DCF outstanding options and other dilutive securities as provided by Anchor management on October 3, 2022. Assumes no dilution 3. Based on Management Forecast as of September 28, 2022 from exchangeable notes from $13.01 to $17.85 due to hedging from associated capped call; for share prices above $17.85, 4. Anchor Cost of Capital calculated as of September 30, 2022 assumes additional dilution from exchangeable notes due to net share settlement 5. Implied DCF midpoint value per share reflects Seaspan aggregate value at 1.0% PGR and 7.6% WACC and APR aggregate value at 5.75x terminal exit multiple and 9.3% WACC (please reference page 36 and page 37) PROJECT ANCHOR STRICTLY PRIVATE AND CONFIDENTIAL 2


Illustrative DCF Sensitivity Analysis Based on Seaspan Management Forecast as of September 2022 and APR Management Forecast as of August 2022 (1) Scenario Implied Agg. Value Impact ($MM) Input Impacted Downside Base Case Upside Implied Share Price Impact ($MM) Discount to Existing Fleet / Growth Industry Charter (20%) / (22%) (15%) / (22%) (10%) / (10%) ($1,007) $2,319 Fleet (2) ($3.46) $7.63 Rates (%) Utilization Contracted Utilization / 97.0% / 95.0% 98.9% / 98.9% ($1,075) (2) Spot Utilization Rates (%) ($3.69) Vessel Useful Life Conventional Vessels / 23 years / 25 years 25 years / 30 years ($763) (2) LNG Vessels (Years) ($2.61) Cost of Newbuild Base Year Capex $117MM $111MM ($309) (2) ($MM) ($1.05) Scrap Value Residual Value $300 / LWT $350 / LWT ($47) (2) ($ / LWT) ($0.16) Cost Inflation Increase to Cost Inflation 100 bps 0 bps ($1,008) (2) per Annum Increase of 100 bps ($3.46) APR 70% Utilization ($81) Turbine Utilization Rate 70% 75% (3) ($0.28) APR 50% Utilization Turbine Utilization Rate 50% 75% ($402) (3) ($1.37) Source: Management Forecast Update as of September 2022 Downside Sensitivity Upside Sensitivity Notes: 1. Balance sheet items as of June 30, 2022; net debt includes $5,714MM total debt (excluding operating leases), $401MM cash and cash equivalents, and $803MM of preferred stock; basic share count of 282MM, 3.1MM RSU, 0.5MM PSUs, 8.0MM outstanding options and other dilutive securities as provided by Anchor management on October 3, 2022. Assumes no dilution from exchangeable notes from $13.01 to $17.85 due to hedging from associated capped call; for share prices above $17.85, assumes additional dilution from exchangeable notes due to net share settlement 2. For Seaspan sensitivities, APR Aggregate Value held constant at the midpoint WACC of 9.3% and midpoint exit multiple of 5.75x 3. For APR sensitivities, Seaspan Aggregate Value held constant at the midpoint WACC of 7.6% and midpoint PGR of 1.0% PROJECT ANCHOR STRICTLY PRIVATE AND CONFIDENTIAL 3


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