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December 12, 2012

Mattel Acquisition of Hasbro. Presented to: FIN5190 Presented by: Yuan Zou Kyle Patino. December 12, 2012. Project Overview . Created a hypothetical acquisition scenario. Selected two S&P 500 companies. Mattel (“MAT”) as the acquirer with a market cap of 12B.

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December 12, 2012

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  1. Mattel Acquisition of Hasbro Presented to: FIN5190 Presented by: Yuan Zou Kyle Patino December 12, 2012

  2. Project Overview • Created a hypothetical acquisition scenario. • Selected two S&P 500 companies. • Mattel (“MAT”) as the acquirer with a market cap of 12B. • Hasbro (“HAS”) as the acquiree with a market cap of 4.9B. • Both companies are involved in the design, manufacturing and marketing of toys. • Assumption is that there are synergies and cost reductions to be garnered. • Goal is to utilize different modeling techniques to gauge the valuation and scenario analysis to determine if the acquisition strategy should be pursued.

  3. Company Overviews Mattel • Share Price (as of 10/2/2012) $ 35.43 • Market Capitalization $ 12,077,000,000 • Headquarters El Segundo, California • Notable Brands Mattel, Fisher Price, American Girl, Thomas & Friends • Sales Distribution 76% US/Europe Hasbro • Share Price (as of 10/2/2012) $ 37.80 • Market Capitalization $ 4,922,700,000 • Headquarters Pawtucket, Rhode Island • Notable Brands Transformers, My Little Pony, Play-Doh • Sales Distribution 38.5% North America 3

  4. Project Objectives • Our project objectives include application of financial techniques such as the following: • Establish the WACC for Hasbro • Create a proforma and enterprise value for Hasbro • Establish a stock exchange ratio for an all-stock transaction • Consolidate the financial statements of Hasbro and Mattel, taking into account Goodwill accounting treatment • Run scenario analysis of the combined entity with a base case, economic recession and economic growth • Run crystal ball simulation to gauge the impact on the forward looking stock price 4

  5. Modeling Techniques • Weighted Average Cost of Capital Calculation • Company Valuation • Consolidated financial statements and pro forma spreadsheet • Crystal ball application 5

  6. Conclusion • Based on an 8.66% WACC for Hasbro, we conclude the enterprise value net of debt (purchase price) to be $2,984 million. • Implied share price of $22.91 vs current share price of $37.80. • Hasbro is overvalued. • We assume conservative sales growth of 2%, but assume a 20% reduction in G&A expense as the result of cost saving synergies and headcount reduction. • Once consolidated, base case implied enterprise value is $21,022 million with an implied share price of $41.26 (10.35% increase). • Recession case (negative 1% sales growth), implied enterprise value is $16,652 million with an implied share price of $30.95 (17.22% decrease). • Growth case (positive 5% sales growth), implied enterprise value is $25,914 million with an implied share price of $52.80 (41.21% increase). • Crystal ball simulation ranges from $ 36.70 to $ 45.86 price per share. 6

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