Qwest Communications International Inc
Qwest Communications International — Merger or Acquisition (April 2010)
18 slides from Qwest Communications International's merger presentation, Apr 22, 2010
Slide 1: CenturyLink and Qwest Merger Conference Call
CenturyLink and Qwest Merger Conference Call Thursday, April 22, 2010
Slide 2: Forward-looking statements
Except for the historical and factual information contained herein, the matters set forth in this presentation, including statements regarding the expected timing and benefits of the acquisition such as efficiencies, cost savings, enhanced revenues, growth potential, market profile and financial str
Slide 3: Additional Information
CenturyLink and Qwest plan to file a joint proxy statement/prospectus with the SEC. INVESTORS ARE URGED TO READ THE JOINT PROXY STATEMENT/PROSPECTUS WHEN IT BECOMES AVAILABLE BECAUSE IT WILL CONTAIN IMPORTANT INFORMATION. You will be able to obtain the joint proxy statement/prospectus, as well as ot
Slide 4: Participants
Glen F. Post, III Chief Executive Officer & President, CenturyLink Edward A. Mueller, Chairman & Chief Executive Officer, Qwest R. Stewart Ewing, Jr. Chief Financial Officer, CenturyLink Joseph J. Euteneuer Chief Financial Officer, Qwest Participants
Slide 5: Transaction Overview
Transaction Overview Glen F. Post, III CEO & President, CenturyLink
Slide 6: Transaction Summary
Transaction Summary 50.5% CenturyLink shareholders / 49.5% Qwest shareholders Pro Forma Ownership: $22.4 billion, including net debt of $11.8 billion as of 12/31/2009 Transaction Value: Approximately $625 million of annual run-rate synergies (a) Estimated Synergies: 5.1x / 4.5x 2009 EBITDA (before /
Slide 7: Transaction Summary (cont'd)
Transaction Summary (cont’d) HSR, FCC, certain state regulatory approvals; CenturyLink and Qwest shareholder approvals; and other customary closing conditions Closing Conditions: No new financing or refinancing required Financing: 2.4x (before synergies) / 2.2x (after run-rate synergies) Pro Forma 2
Slide 8: Transformational transaction will create a nationwide, industry-leading communications company
Transformational transaction will create a nationwide, industry-leading communications company Pro forma 2009: revenue - $19.8 billion; EBITDA - $8.2 billion; free cash flow (a) - $3.4 billion Extensive broadband capabilities with 173,000-mile fiber network Premier enterprise services to 95% of the
Slide 9: A Local Operating Model with A Premier Nationwide Network
A Local Operating Model with A Premier Nationwide Network National Breadth Approximately $5 billion of pro forma 2009 enterprise revenue Serves more than 95% of Fortune 500 companies Leverages fiber network to lower costs and expand on-net footprint Local Depth CenturyLink’s operating model focus on
Slide 10: Enhanced Scale, Scope and Reach
Firm Value 2009 Revenue 2009 Broadband Subscribers 2009 Access Lines ($ in billions) ($ in billions) (in millions) (in millions) (a) (b) Source: Company filings Note: Firm value as of April 21, 2010 (a) Pro forma for Frontier’s acquisition of Verizon assets Pro forma for Windstream’s acquisition of
Slide 11: Attractive Financial Profile
Attractive Financial Profile 2009 EBITDA 2009 EBITDA % Margin 2009 Net Leverage 2009 Dividend Payout Ratio (b) (c) (b) (c) (b) (c) Source: Company filings Pro forma for CenturyTel’s acquisition of Embarq Pro forma for Frontier’s acquisition of Verizon assets Pro forma for Windstream’s acquisition of
Slide 12: Estimated Synergies & Integration Costs
Estimated Synergies & Integration Costs Operating Cost Synergies Capex Synergies Integration Costs $650 - $800 million $150 - $200 million One-time operating costs to achieve synergies One-time capital costs to achieve synergies ~$50 million annually ~$575 million annually Corporate Overhead Network
Slide 13: Governance
Governance Christopher K. Ancell President of Business Markets Group: Karen A. Puckett Chief Operating Officer: R. Stewart Ewing Jr. Chief Financial Officer: 4 members from the current Qwest Board, including Edward A. Mueller, Qwest’s Chairman and Chief Executive Officer to be added to CenturyLink B
Slide 14: Qwest's Perspective
Qwest’s Perspective Edward A. Mueller Chairman & CEO, Qwest
Slide 15: Value Accretive for Qwest Shareholders
16 Opportunity to participate in the future success of industry-leading communications company Attractive premium compared to current stock price Benefit from value creation upon realization of substantial synergies Receive ~50% increase in rate of annual dividend Increased financial strength and fl
Slide 16: Closing
Closing Glen F. Post, III CEO & President, CenturyLink
Slide 17: Great Strategic Combination
Great Strategic Combination Significantly enhanced scale with improved growth characteristics Immediately accretive to free cash flow / improved payout ratio Significant free cash flow, solid balance sheet and strong liquidity Extensive broadband capabilities with 173,000-mile fiber network Experien
Slide 18: CenturyLink Qwest
as, 71 CenturyLink Ms as CenturyLink~ 19 Qwest
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