DLR. The Partners agree, subject to appropriate funding from the BMBF, to work together within the framework of this joint project in accordance with the following provisions.
DLR. In performing a selected public companies’ analysis of DLR, BofA Securities reviewed publicly available financial and stock market information for DLR and the selected publicly traded companies, as described above. BofA Securities also observed that the 2020 EBITDA multiple for DLR was 21.4x, and that the average multiple of DLR’s enterprise value to its consensus next twelve month EBITDA (commonly referred to as NTM EBITDA), adjusted for stock-based compensation and operating lease rent expense, was 19.4x, 19.2x and 18.8x over the previous six, 12 and 24 month periods, respectively. Based on its professional judgment and experience, BofA Securities used the multiples determined for the selected publicly traded companies (as well as DLR’s historical trading multiples) to arrive at calendar year 2020 EBITDA reference multiples of 19.0x to 22.0x for DLR, which BofA Securities applied to DLR’s calendar year 2020 estimated adjusted GAAP EBITDA of $1,930 million to determine implied per share equity values. Estimated financial data of the selected publicly traded companies were based on publicly available research analysts’ estimates, and estimated financial data of DLR was based on publicly available research analysts’ estimates and the DLR forecasts. The analysis indicated an approximate implied per share equity value reference range for DLR, as of October 28, 2019, of $111.65 — $138.10, as compared to the DLR share price of $132.28. Utilizing the approximate implied per share equity value reference ranges for INXN and DLR described above, BofA Securities calculated the following approximate implied exchange ratio reference range, as compared to the exchange ratio: Implied Exchange Ratio Reference Range Exchange Ratio No company used in these analyses is identical or directly comparable to either INXN or DLR. Accordingly, an evaluation of the results of these analyses is not entirely mathematical. Rather, these analyses involve complex considerations and judgments concerning differences in financial and operating characteristics and other factors that could affect the public trading or other values of the companies to which each of INXN and DLR was compared.
DLR. In performing a discounted cash flow analysis of DLR, BofA Securities calculated terminal values for DLR by applying EBITDA exit multiples of 18.0x to 20.0x to DLR’s terminal year estimated EBITDA, which range was selected based on BofA Securities’ professional judgment and experience and after taking into consideration, among other things, the observed data for DLR and the selected publicly traded companies, the historical trading multiples of DLR and the selected publicly traded companies, and certain differences in the respective financial profiles of DLR and the selected publicly traded companies as described under “— Selected Publicly Traded Companies Analyses”, which implied perpetuity growth rates of (0.1%) to 1.3%. The cash flows and terminal values were then discounted to present value as of June 30, 2019, assuming a mid-year convention, using discount rates ranging from 5.0% to 6.0%, which were based on an estimate of DLR’s weighted average cost of capital. This analysis indicated an approximate implied per share equity value reference range for DLR of $136.30 to $166.90. Utilizing the approximate implied per share equity value reference ranges for INXN and DLR described above, BofA Securities calculated the following approximate implied exchange ratio reference range, as compared to the exchange ratio: Implied Exchange Ratio Reference Range Exchange Ratio 0.5460x — 0.8529x 0.7067x Other Factors. BofA Securities also noted certain additional factors that were not considered part of BofA Securities’ material financial analyses with respect to its opinion but were referenced for informational purposes, including, among other things, the following: • historical trading prices and trading volumes of INXN shares and DLR common stock during the 52-week period ended October 9, 2019, which ranged from $51.22 to $87.22 and $101.83 to $134.33, respectively; and • publicly available discounted analyst stock price targets for INXN and DLR, which generally indicated one-year forward range price targets for the INXN shares ranging from $76.85 to $88.22 and for the DLR common stock ranging from $102.65 to $152.55.
DLR. 3.21.1 The Grantee will not use or carry out any works on any part of the Premises, or on any part of the Estate in the immediate vicinity of the Docklands Light Railway, for any purpose which would materially adversely affect the construction or operation of the Docklands Light Railway or the premises demised by the DLR Lease as a railway station by DLR or the safe operation of the Docklands Light Railway or the premises demised by the DLR Lease as a railway station.
