Gen Digital Inc. · NASDAQ:GEN

Gen Digital — NortonLifeLock — Debt Investor Presentation (January 2022)

54 slides from Gen Digital's debt investor presentation, Jan 12, 2022

  1. Slide 1: Lender Presentation January 13, 2022

    Copyright © 2022NortonLifeLock + Avast. All rights reserved. + Copyright © 2022NortonLifeLock + Avast. All rights reserved. LENDER PRESENTATION January 13, 2022

  2. Slide 2: Forward-Looking Statements

    Copyright © 2022NortonLifeLock + Avast. All rights reserved. Forward-Looking Statements This presentation contains certain forward-looking statements with respect to NortonLifeLock and Avast. These forward-looking statements can be identified by the fact that they do not relate only to historical or

  3. Slide 3: No Offer or Solicitation

    Copyright © 2022NortonLifeLock + Avast. All rights reserved. No Offer or Solicitation This presentation is for information purposes only and is not intended to and does not constitute, or form any part of, an offer to sell or the solicitation of an offer to subscribe for or an invitation to subscrib

  4. Slide 4: Notice to U.S. Investors in Avast

    Copyright © 2022NortonLifeLock + Avast. All rights reserved. Notice to U.S. Investors in Avast The transaction relates to the acquisition of the securities of an English company, and is expected to be implemented pursuant to a scheme of arrangement under English law. A transaction implemented by mea

  5. Slide 5: No Profit Forecasts or Estimates

    Copyright © 2022NortonLifeLock + Avast. All rights reserved. No Profit Forecasts or Estimates The NortonLifeLock Profit Forecast (see below) is a profit forecast for the purposes of Rule 28 of the UK’s City Code on Takeovers and Mergers (the “Code”). Other than the NortonLifeLock Profit Forecast, no

  6. Slide 6: Quantified Financial Benefits Statement

    Copyright © 2022NortonLifeLock + Avast. All rights reserved. Quantified Financial Benefits Statement This presentation contains statements of estimated cost savings and synergies arising from the Merger (together, the “Quantified Financial Benefits Statement”). A copy of the Quantified Financial Ben

  7. Slide 7: Bases of belief and principal assumptions

    Copyright © 2022NortonLifeLock + Avast. All rights reserved. Bases of belief and principal assumptions In preparing the Quantified Financial Benefits Statement, a synergy working group comprising senior strategy, operations, technical, sales and financial personnel from NortonLifeLock (the “Working

  8. Slide 8: Reports

    Copyright © 2022NortonLifeLock + Avast. All rights reserved. Reports As required by Rule 28.1(a) of the Code, Deloitte, as reporting accountants to NortonLifeLock, and Evercore, as financial adviser to NortonLifeLock, have provided the reports required under the Code. Copies of those reports were se

  9. Slide 9: Revenue Statements

    Copyright © 2022NortonLifeLock + Avast. All rights reserved. Revenue Statements In addition to the NortonLifeLock Profit Forecast (see below), the earnings slides and press release covering NortonLifeLock’s unaudited results for its second financial quarter ended October 1, 2021, which were publishe

  10. Slide 10: Assumptions

    Copyright © 2022NortonLifeLock + Avast. All rights reserved. Assumptions The NortonLifeLock Profit Forecast is based on certain assumptions (including those listed below). Factors outside the influence or control of the NortonLifeLock Directors • There will be no material changes to existing prevail

  11. Slide 11: Today's Presenters

    Copyright © 2022NortonLifeLock + Avast. All rights reserved. Copyright © 2022NortonLifeLock + Avast. All rights reserved. Today’s Presenters Natalie Derse CFO Vincent Pilette CEO 10

  12. Slide 12: Agenda

    Copyright © 2022NortonLifeLock + Avast. All rights reserved. Agenda Transaction Overview I Acquisition Rationale III NortonLifeLock Overview IV Avast Overview V Financial Overview VI 11 Business Update II

  13. Slide 13: Transaction Overview

    Copyright © 2022NortonLifeLock + Avast. All rights reserved. + Transaction Overview 12

  14. Slide 14: Transaction overview: purchase of Avast plc

    . On August 10th, 2021, NortonLifeLock Inc. (“NortonLifeLock” or the “Company”) announced a definitive agreement to purchase Avast plc for a mix of cash and stock, with alternative consideration elections available to Avast shareholders (the “Merger”) .. In the Majority Cash Bookend, the considerati

  15. Slide 15: Avast + NortonLifeLock Merger Sources & Uses, Pro Forma Capitalization

    14 Avast + NortonLifeLock Merger Sources & Uses Pro Forma Capitalization .. Refinancing of the 2022 maturities is not contemplated in the Merger sources and uses .. NortonLifeLock has sufficient liquidity, including $1.5 billion of undrawn revolver, to backstop the refinancing of or repay the $400 m

  16. Slide 16: Avast + NortonLifeLock Term Loan B

    15 Avast + NortonLifeLock Term Loan B Borrower NortonLifeLock, Inc. Guarantors Each existing and wholly-owned restricted subsidiary of the Borrower organized in the United States, other than Excluded Subsidiaries Security First priority security interest in substantially all tangible and intangible

  17. Slide 17: Avast + NortonLifeLock Term Loan A

    16 Avast + NortonLifeLock Term Loan A Borrower NortonLifeLock, Inc. Guarantors Each existing and wholly-owned restricted subsidiary of the Borrower organized in the United States, other than Excluded Subsidiaries Security First priority security interest in substantially all tangible and intangible

  18. Slide 18: Transaction Timeline

    17 Avast + NortonLifeLock Transaction Timeline January 13th Lender Call (2pm ET / 11am PT) January 27th Commitments due from Lenders (12pm ET / 9am PT) Mid-Calendar Year 2022 Close of Merger, fund Term Loan A & Term Loan B January 2022 Su M Tu W Th F Sa 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 1

  19. Slide 19: Business Update

    Copyright © 2022NortonLifeLock + Avast. All rights reserved. + Business Update 18

  20. Slide 20: NortonLifeLock Update – H1 FY22 Business Highlights

    Copyright © 2022NortonLifeLock + Avast. All rights reserved. 19 NortonLifeLock Update – H1 FY22 Business Highlights Source: Company filings. Note: Dollars in USD millions. All numbers presented are non-GAAP unless otherwise indicated. Amounts may not add due to rounding. See appendix for reconciliat

  21. Slide 21: Avast Update – Recent Business Highlights

    Copyright © 2022NortonLifeLock + Avast. All rights reserved. 20 Avast Update – Recent Business Highlights Source: Company filings. Note: Dollars in USD millions. H1 period represents the first two quarters of the fiscal year and ends on June 30. Avast’s fiscal year is the calendar year. 1) Organic g

  22. Slide 22: Acquisition Rationale

    Copyright © 2022NortonLifeLock + Avast. All rights reserved. + Acquisition Rationale 21

  23. Slide 23: Brought Together with a Common Vision

    Copyright © 2022NortonLifeLock + Avast. All rights reserved. Brought Together with a Common Vision NortonLifeLock’s Vision is to protect and empower people to live their digital lives safely​ Avast’s Vision is empowering digital citizens for safer online experiences Empowering Digital Freedom for Ev

  24. Slide 24: Compelling Strategic & Financial Rationale

    Copyright © 2022NortonLifeLock + Avast. All rights reserved. Compelling Strategic & Financial Rationale + Accelerates our transformation of consumer Cyber Safety with over 500 million users Combines Avast’s strength in privacy and NortonLifeLock’s strength in identity, creating a broad and complemen

  25. Slide 25: Cyber Safety still significantly underpenetrated

    Copyright © 2022NortonLifeLock + Avast. All rights reserved. Cyber Safety still significantly underpenetrated CORE CYBER SAFETY & ADJACENT TRUST- BASED SOLUTIONS Source: IDC, Gartner, Javelin Strategy & Research, GlobalInfoResearch, Maia Research, Statista, public company filings, NortonLifeLock Est

  26. Slide 26: The Problem: Cyber Criminality

    Copyright © 2022NortonLifeLock + Avast. All rights reserved. • Increase in threats and attacks, which have become extremely sophisticated • More targeted, more complex and faster • Identity records and confidential personal information sold in underground markets • A $6 trillion problem, touching ma

  27. Slide 27: A Differentiated Approach

    Copyright © 2022NortonLifeLock + Avast. All rights reserved. A Differentiated Approach GIGA-SCALE ENDPOINT VISIBILITY Visibility on threat and behavioral trajectories across 500 million+ endpoints and networks NEXT-GEN INSIGHT AI-based enrichment and best-in-class analytics of multi-factor, large-sc

  28. Slide 28: Comprehensive Offering in Consumer Cyber Safety

    Copyright © 2022NortonLifeLock + Avast. All rights reserved. Avast + NortonLifeLock Comprehensive Offering in Consumer Cyber Safety Identity Privacy Security INDIVIDUALS & FAMILIES Identity Protection Performance & Utility Privacy & Access Connected Home Device Security Restoration & Insurance 27 Fa

  29. Slide 29: Combined Customer Universe

    Copyright © 2022NortonLifeLock + Avast. All rights reserved. Combined Customer Universe 5 billion Global Internet Users TOTAL USERS DIRECT CUSTOMERS TOTAL USERS 500M+ ~40M DIRECT CUSTOMERS Avast + NortonLifeLock Avast + NortonLifeLock 28 Copyright © 2022NortonLifeLock + Avast. All rights reserved.

  30. Slide 30: Significant Cost Synergies Opportunity

    Copyright © 2022NortonLifeLock + Avast. All rights reserved. Copyright © 2022NortonLifeLock + Avast. All rights reserved. Avast + NortonLifeLock Significant Cost Synergies Opportunity Estimated phasing of gross cost synergies1: On run-rate basis ~60% achieved by end of year 1 and 100% achieved by en

  31. Slide 31: Enhance Customer Experience & Retention

    Copyright © 2022NortonLifeLock + Avast. All rights reserved. Enhance Customer Experience & Retention Localized experiences & customer service differentiation Solidifying our foundation for driving double-digit revenue growth in the long-term Broader Global Reach Larger global user base & geographic

  32. Slide 32: NortonLifeLock Overview

    Copyright © 2022NortonLifeLock + Avast. All rights reserved. NortonLifeLock Overview 31

  33. Slide 33: Our vision is to protect and empower people

    Copyright © 2022NortonLifeLock + Avast. All rights reserved. Our vision is to protect and empower peopleto live their digital lives safely. Fiscal 2022Q2 Total Users ~80M Direct Customers 23M+ 32 Copyright © 2022NortonLifeLock + Avast. All rights reserved.

  34. Slide 34: Strong brand awareness

    Copyright © 2022NortonLifeLock + Avast. All rights reserved. Copyright © 2022NortonLifeLock + Avast. All rights reserved. Strong brand awareness 89% Norton global aidedawareness Global consumer Cyber Safety brand #1 63% Norton brand trust Metric (U.S.) Trusted brand Source: 2020 NortonLifeLock brand

  35. Slide 35: NortonLifeLock at a Glance

    Copyright © 2022NortonLifeLock + Avast. All rights reserved. NortonLifeLock at a Glance (2) ~80M+ Total Customers 23M+ Direct Customers 85% Annual Retention Rate $8.85 Direct Monthly ARPU ~2,700+ Employees globally Summary Financials(3) We are a global leader in consumer Cyber Safety SECURITY Protec

  36. Slide 36: We Have Achieved Our Stated Commitments Ahead of Plan

    Copyright © 2022NortonLifeLock + Avast. All rights reserved. We Have Achieved Our Stated Commitments Ahead of Plan Note:All numberspresentedare non-GAAPunlessotherwise indicated.Unlessotherwisestated, results presentedare continuing operationsandexcludesenterprisededicatedrevenuesand costs. Revenue

  37. Slide 37: Avast Overview

    Copyright © 2022NortonLifeLock + Avast. All rights reserved. Avast Overview 36

  38. Slide 38: Avast's Journey

    Copyright © 2022NortonLifeLock + Avast. All rights reserved. Avast’s Journey – One of the Leading Consumer Security Companies Globally Future CTO Ondrej Vlcek joins Avast Avast enters utilities market The start Pavel Baudiš and Eduard Kučera help establish the burgeoning antivirus market 2008 2009 2

  39. Slide 39: Avast Offers a Broad Set of Solutions

    Copyright © 2022NortonLifeLock + Avast. All rights reserved. Avast Offers a Broad Set of Solutions Consumer Direct Consumer Indirect SMB NEXT-GEN ANTIVIRUS UTILITIES VPN ADVERTISING AND DISTRIBUTION ENDPOINT PROTECTION SOLUTIONS Secures your digital life and activities Clean your devices for optimal

  40. Slide 40: The Avast Direct Sales Model Advantage

    Copyright © 2022NortonLifeLock + Avast. All rights reserved. The Avast Direct Sales Model Advantage FREE to PAID Antivirus promoted through targeted sales, marketing and word of mouth ~5% Paid ~95% Free Continued Cross-Sell $$$ 13M+ Desktop customers 39

  41. Slide 41: Financial Overview

    Copyright © 2022NortonLifeLock + Avast. All rights reserved. + Financial Overview 40

  42. Slide 42: NortonLifeLock Standalone Historical Financials

    Copyright © 2022NortonLifeLock + Avast. All rights reserved. $207 $89 $6 $5 FY19A FY20A FY21A LTM 41 NortonLifeLock Standalone Historical Financials Source: Company filings. Note: As of Q2 FY22. Results presented are continuing operations and excludes enterprise dedicated revenues and costs. Periods

  43. Slide 43: NortonLifeLock – KPIs

    Copyright © 2022NortonLifeLock + Avast. All rights reserved. 42 NortonLifeLock – KPIs Notes: Periods FY21 and FY22 end April 2, 2021 and April 1, 2022 respectively. 1. Bookings are defined as customer orders received that are expected to generate net revenues in the future. Bookings growth is normal

  44. Slide 44: Avast Historical Financials

    Copyright © 2022NortonLifeLock + Avast. All rights reserved. 43 Notes: Avast’s fiscal year is the calendar year. 1. Adjusted Revenue represents Avast Group’s revenue adjusted for the Deferred Revenue Haircut Reversal and the Gross-Up Adjustment. Avast Group considers Adjusted Revenue as an appropria

  45. Slide 45: Avast – KPIs

    Copyright © 2022NortonLifeLock + Avast. All rights reserved. Avast – KPIs Notes: Avast’s fiscal year is the calendar year. 1. Organic growth rate excludes the impact of foreign exchange rates, acquisitions, business disposals, and Discontinued Business. It excludes current period billings and revenu

  46. Slide 46: Reaffirming Long-Term Objective of ~$3 EPS

    Copyright © 2022NortonLifeLock + Avast. All rights reserved. From NortonLifeLock's Investor Day in May 2021 Avast + NortonLifeLock Reaffirming Long-Term Objective of ~$3 EPS $1.44 ~$3 3-5 yrs FY21 Bridge to Double EPS: "M&A is an accelerator" Combined Company Profile Based on latest reported full ye

  47. Slide 47: Long-Term Capital Allocation

    Copyright © 2022NortonLifeLock + Avast. All rights reserved. • Return 100% of FCF (excl. M&A) over the long-term • Maintain current quarterly dividend of $0.125 per share • Increasing current share repurchase program of ~$1.8B to up to ~$4.8B depending on Avast shareholders' elections ~$1.5B Annual

  48. Slide 48: Leverage and Liquidity

    Copyright © 2022NortonLifeLock + Avast. All rights reserved. Leverage .. NortonLifeLock expects rapid deleveraging on a combined basis post-Closing of the Merger .. The Combined Company expects strong free cash flow generation to support net leverage of approximately 2.0x to 3.0x over the long-term,

  49. Slide 49: Appendix

    Copyright © 2022NortonLifeLock + Avast. All rights reserved. + Appendix 48

  50. Slide 50: Significant Long-Term Value Creation: Bookends of Aggregate Transaction Values

    Significant Long-Term Value Creation Bookends of Aggregate Transaction Values . Subject to elections made by Avast shareholders, the range of possible transaction outcomes are bound by two bookends .. Avast Directors, including Founders, representing ~36% of Avast shares outstanding, elect the Major

  51. Slide 51: NortonLifeLock - Reconciliation of Reported EBITDA and Free Cash Flow

    Copyright ©2022 NortonLifeLock + Avast. All rights reserved. Source: Company filings. Note: Dollars in USD millions. H1 represents the first two quarters of the fiscal year and ends on October 2, 2020 and October 1, 2021 for FY21 and FY22 respectively. Periods FY20 and FY21 ended April 3, 2020 and A

  52. Slide 52: Avast - Reconciliation of Billings, Adjusted Revenue and Adjusted EBITDA

    Avast - Reconciliation of Billings, Adjusted Revenue and Adjusted EBITDA 51 Avast reported Q3 2020 and Q3 2021 Adjusted EBITDA of $126 million and $127 million, respectively implying an LTM September 30, 2021 EBITDA of $525 million FY18 FY19 FY20 H1 FY20 H1 FY21 LTM Q2'21 Revenue $808 $871 $893 $433

  53. Slide 53: Avast - Reconciliation of CFO to Levered Free Cash Flow

    Copyright ©2022 NortonLifeLock + Avast. All rights reserved. Avast - Reconciliation of CFO to Levered Free Cash Flow 52 FY18 FY19 FY20 H1 FY20 H1 FY21 LTM Q2'21 Net cash flows from operating activities $376 $399 $457 $226 $257 $488 Adjustments: FX gains/losses and other non-cash items 13 6 (2) 1 2 (

  54. Slide 54: +

    Copyright © 2022NortonLifeLock + Avast. All rights reserved. +

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