EX-99.(C)(VII) 11 tm2524150d3_ex99-cvii.htm EXHIBIT 99.(C)(VII)
Exhibit (c)(vii)

 

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August 3, 2025 Project Arbutus Presentation to the Special Committee PRELIMINARY DRAFT AND STRICTLY CONFIDENTIAL

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PRELIMINARY DRAFT AND STRICTLY CONFIDENTIAL These materials have been prepared by one or more affiliates of Bank of America Corporation (“BAC” and, together with its affiliates, the “BAC Group”) for the client or potential client to whom these materials are directly addressed and delivered (the “Company”) for discussion purposes only in connection with an actual or potential mandate or engagement and remain subject to verification and to our further review and assessment from, inter alia, a legal, tax, compliance, accounting policy and risk perspective, as appropriate. These materials were designed for discussion with and consideration by specific persons familiar with the business and affairs of the Company and are being furnished and should be considered only when taken together with any other information, oral or written, provided by us in connection herewith. 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We are required to obtain, verify and record certain information that identifies the Company, which information includes the name and address of the Company and other information that will allow us to identify the Company in accordance, as applicable, with the USA Patriot Act (Title III of Pub. L. 107-56, as amended, which was signed into law October 26, 2001) and such other laws, rules and regulations as applicable within and outside the United States. For more information, including who your contractual service provider is or will be, the terms and conditions that apply to the service(s), and information regarding external third-party data providers and the criteria and methodology used to prepare a league table, please contact your Bank of America or BofA Securities representative or relationship manager. 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In accordance with the provisions of French Code Monétaire et Financier (Monetary and Financial Code), BofASE SA is an établissement de crédit et d’investissement (credit and investment institution) that is authorised and supervised by the European Central Bank and the Autorité de Contrôle Prudentiel et de Résolution (ACPR) and regulated by the ACPR and the Autorité des Marchés Financiers. BofASE SA’s share capital can be found at www.bofaml.com/BofASEdisclaimer. Notice for Argentina: “Merrill Lynch” is the trademark that Bank of America Corporation uses in the Republic of Argentina for capital markets, financial advisory and investment businesses, which are conducted by and through Merrill Lynch Argentina S.A. This entity does not conduct any activities subject to banking license, such as capturing deposits from the public. Notice for Brazil: Bank of America and BofA Securities’ Ombudsman*| Toll Free: 0800 886 2000 “BofA Securities” is the marketing name of Merrill Lynch S.A. 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Please note that Merrill Lynch International (QFC) Branch does not deal with retail customers. Bank of America Europe DAC (“BofA Europe”) is a designated activity company limited by shares. It is registered in Ireland with registered number no. 220165 and registered address at Two Park Place, Hatch Street, Dublin 2. BofA Europe is a credit institution and is authorised and supervised by the European Central Bank and the Central Bank of Ireland. BofA Europe is regulated by the Central Bank of Ireland.[List of branches is at https://business.bofa.com/content/dam/boamlimages/documents/articles/ID17_1174/bofaml_entities_list.pdf. Bank of America, N.A. (“BANA”) is a national banking association organised and existing under the laws of the USA with charter number 13044 and with its registered address at 100 North Tryon Street, Charlotte, North Carolina 28202, USA. 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In Indonesia, BANA Jakarta is licensed and under the supervision of the Indonesia Financial Services Authority (“Otoritas Jasa Keuangan” or“OJK”) and Bank Indonesia, and a participant of Deposit Insurance Corporation (“Lembaga Penjamin Simpanan” or "LPS”). PT Merrill Lynch Sekuritas Indonesia is licensed and supervised by OJK. Notice for Philippines: Bank of America, National Association, Manila Branch is regulated by Bangko Sentral ng Pilipinas. https://www.bsp.gov.ph. Deposits are insured by Philippine Deposit Insurance Corporation up to PHP 1,000,000 per depositor, per bank. For queries or concerns, please contact Client Service Team at (+632) 8815-5555 or asia.sse-ph@bofa.com. ©2025 Bank of America Corporation. All rights reserved. 5/2025 Confidential Notice to Recipient Are Not FDIC Insured Are Not Bank Guaranteed May Lose Value

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PRELIMINARY DRAFT AND STRICTLY CONFIDENTIAL • Information Requests / Due Diligence • Responses to selected TELUS information requests as directed by the Special Committee • Total data requests / responses: 126 / 68 (54% response rate) • High priority requests / responses: 24 / 12 (50% response rate) • Dialogue With Barclays • Barclays initiated discussion of critical diligence and valuation items • Barclays focused on segmented level financials and the WT earn-out (supporting analysis subsequently shared via virtual data room) • Conversation with EQT • Topics included information gap, continued dialogue, and a principal-to-principal conversation to take place near-term • Q2 Earnings • Assessment of Arbutus’ Q2 earnings and market response • Monitoring street response to peer earnings 1 A B C D Workstream Update

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PRELIMINARY DRAFT AND STRICTLY CONFIDENTIAL 2 Due Diligence Progress Update Key Areas of Focus ◼ Historical & Projected Financials: Segment-level revenue and profitability, with breakdown by TELUS vs non-TELUS ◼ Revenue & Cost KPIs: Key drivers including average bill rate, utilization and detailed cost indicators ◼ Free Cash Flow: Supporting schedules for working capital, capex by type, lease payments, taxes, etc. ◼ Operations: Structure, workflow and employees (tenure, comp, performance, TELUS coverage, etc.) by functional area ◼ Suppliers & Customers: Supplier spend reports and summary-level customer information (# unique, churn, net adds, etc.) ◼ Dilutive Instruments: Information on WillowTree earnout and other potentially dilutive instruments ◼ Network & Infrastructure: Additional detail on functions, supporting teams, operating spend by function, vendors and contracts Summary of Current Status (As of August 1) 8 2 2 13 2 20 9 2 21 2 22 9 2 2 Financial Sales & Marketing HR / Employees Legal / Privacy Operations & Procurement Technology & Security High Priority Outstanding Other Outstanding Closed 13 Submitted 5 2 30 5 13 34 7 24 39 7 15 Total 58 68 126 Requests Outstanding Total submitted including 20 follow-up requests 146

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PRELIMINARY DRAFT AND STRICTLY CONFIDENTIAL Q2 2025 FY 2025 Consensus Actuals r (Actuals vs. Consensus) Pre-Earnings Consensus Post-Earnings Consensus r Revenue $662 $699 $37 $2,718 $2,724 $6 % Growth (YoY) 1.5% 7.2% +575 bps 2.3% 2.5% +22 bps Adj. Gross Profit $232 $240 $8 $962 $968 $5 % Margin 35.0% 34.3% (68 bps) 35.4% 35.5% +12 bps Adj. EBITDA $93 $94 $1 $398 $397 ($1) % Margin 14.0% 13.4% (59 bps) 14.6% 14.6% (7 bps) Adj. Net Income $18 $16 ($2) $90 $90 ($1) % Margin 2.7% 2.3% (42 bps) 3.3% 3.3% (3 bps) Adj. EPS $0.06 $0.06 - - $0.33 $0.33 - - % Growth (YoY) (62.5%) (62.5%) - - (16.2%) (16.2%) - - 3 Arbutus Earnings vs. Consensus and Estimate Evolution Arbutus Q2 2025 Earnings Update Arbutus Intra-Day Trading Performance (August 1) ____________________ Source: FactSet and Company filings as of 08/01/2025. Note: U.S. Dollars in millions. All financial figures presented on an IFRS-basis, in-line with Arbutus’ financial statements. (1) As of 07/31/2025. (2) As of 08/01/2025. (3) Adj. Gross Profit is unburdened for depreciation and amortization and impairment of goodwill. (4) Adj. EBITDA is unburdened for acquisition costs, integration costs and other one-time items, and burdened for SBC. (5) Adj. Net Income and Adj. EPS are unburdened for acquisition costs, integration costs, amortization of purchased intangible assets and impairment of goodwill, interest on written put options, FX loss, and the tax effect of the aforementioned adjustments. (6) Consensus estimate change driven by 6 brokers which published reports on 08/01/2025. - 50,000 100,000 150,000 $3.60 $3.65 $3.70 $3.75 $3.80 $3.85 9:30am EST 4:00pm EST US$3.68 (2.4% change) US$/sh. Shares Traded (1) (2) (3) (4) (5) US$3.77 (07/31/2025) (5) (1) (6) Note: Consensus includes all brokers

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PRELIMINARY DRAFT AND STRICTLY CONFIDENTIAL Broker Unaffected Target Pre Q2 2025 Earnings Post Q2 2025 Earnings Post Earnings Δ $4.00 $4.00 $4.00 6.00 6.00 5.25 (0.75) 3.50 4.00 4.00 -- n.a. n.a. n.a. 3.22 3.40 3.40 3.49 3.49 3.49 3.00 Susp. Cov. Susp. Cov. 3.00 3.00 3.00 4.50 3.40 3.40 -- n.a. n.a. n.a. -- 5.00 5.00 5.00 -- 3.00 3.40 3.40 -- n.a. n.a. n.a. Median $3.50 $3.49 $3.49 Upside/(Downside) to Unaffected Price of $2.96 18.1% 17.9% 17.9% Upside/(Downside) to Current Price of $3.68 (5.0%) (5.2%) (5.2%) 4 Arbutus Q2 2025 Earnings Update (Cont’d) Price Target Evolution (1) ____________________ Source: Wall Street research, Bloomberg and FactSet as of 08/01/2025. Note: Per share data in U.S. Dollars. (1) Reflects price targets posted before 06/12/2025, which is when TELUS announced a non-binding offer to acquire the remaining outstanding shares of Arbutus. (2) Reflects latest price targets preceding Q2 earnings release on 08/01/2025. (3) Represents C$4.50 converted at a rate of 0.714x based on the date of the report on 05/12/2025. (4) Moved target price in-line with US$3.40/share non-binding IOI from TELUS but believe fair value on a multiples basis is near US$6/share. (5) Grey fill indicates that no report has been published subsequent to Q2 earnings on 08/01/2025. (6) Represents change from share price target immediately preceding Q2 earnings on 08/01/2025 vs. the share price target subsequent to Q2 earnings on 08/01/2025. (2) (3) (4) (5) (5)(6) Note: Gray fill indicates no report published post-Q2

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PRELIMINARY DRAFT AND STRICTLY CONFIDENTIAL 5 Arbutus Q2 2025 Earnings Update (Cont’d) Selected Equity Research Perspectives “While the Company continues to see stabilization trends across various businesses, there remain pockets of softness (e.g., the CX and Trust & Safety service lines) alongside margin pressures. There were no updates with respect to the June announcement of parent TELUS’ non-binding indication of interest (IOI) to acquire all remaining shares of TELUS Digital. That said, we remain of the view that an eventual offer with a potential sweetener to the initial US$3.40 IOI is likely. And while currently trading at ~5.8x EV/EBITDA (incl. SBC) on our FY25 estimates, the valuation is already reasonable being in line with CX peers. As a result, we believe further upside is limited. We maintain our Sector Perform rating and US$4.00 price target.” (August 1st, 2025) “IT services sector continues to show underlying signs of slow recovery: Although slower than previously expected, we continue to see some positive signs of a recovery in the IT services space, especially on front-end digital solutions. While the stocks have been quite volatile, at this point, most of TIXT’s peers are guiding to positive organic growth (with modest positive guidance changes noticed of late)…” (August 1st, 2025) “TELUS Digital reported its Q2/25 results this morning, which came in above our and consensus expectations primarily driven by growth in services provided to existing clients, including TELUS and META, among others, particularly in the AI & Data Solutions service line as GenAI LLM development services act as a tailwind.” (August 1st, 2025) ____________________ Source: Wall Street research as of 08/01/2025. (6)

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PRELIMINARY DRAFT AND STRICTLY CONFIDENTIAL Sector Updates 6 Selected Public Companies Price Performance – Recent Price Performance Analysis ____________________ Source: Company filings, FactSet as of 08/01/2025. $USD Price on % Change Since Company Unaffected (6/11/25) Last Meeting (7/27/25) Current (8/1/2025) Unaffected (6/11/25) Last Meeting (7/27/25) Concentrix $57.32 $60.55 $46.22 (19.4%) (23.7%) Teleperformance 108.90 104.89 78.59 (27.8%) (25.1%) TTEC 5.45 5.26 3.09 (43.3%) (41.3%) Ibex 29.87 29.79 27.75 (7.1%) (6.8%) TaskUs 16.72 17.06 17.03 1.9% (0.2%) CX Peer Mean (absolute) (19.1%) (19.4%) CX Peer Median (absolute) (19.4%) (23.7%) NYSE 20,119 20,950 20,268 0.7% (3.3%) Arbutus $2.96 $4.10 $3.68 24.3% (10.2%) ▪ Peer shares were down ~(19%) on average over the last week amidst a broader market selloff on macroeconomic uncertainties ▪ The decline in peers’ shares ranged from (0.2%) (TaskUs) to (41%) (TTEC) ▪ TTEC: On Friday, August 1 2025, announced that TTEC’s Chairman and CEO has withdrawn the previously disclosed non-binding proposal to acquire all outstanding shares for $6.85 citing current market conditions ▪ Shares traded down (38%) after ▪ Teleperformance: On Thursday July 31, 2025, reported mixed H1’25 results with modest revenue growth, weakened margins and lower free cash flow ▪ Shares traded down (20%) the following day, August 1, 2025 ▪ Full year 2025 guidance was slightly lowered due to challenges in Specialized Services