Gen Digital Inc. · NASDAQ:GEN

Gen Digital — NortonLifeLock — Merger or Acquisition (August 2021)

25 slides from Gen Digital's merger presentation, Aug 10, 2021

  1. Slide 1: Combining Avast and NortonLifeLock to Lead the Transformation of Consumer Cyber Safety

    Combining Avast and NortonLifeLock to Lead the Transformation of Consumer Cyber Safety + AUGUST 10, 2021 Copyright © 2021 NortonLifeLock + Avast. All rights reserved.

  2. Slide 2: Forward-Looking Statements

    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 current facts. Forward-looking statements often use words su

  3. Slide 3: Transaction Summary

    Bringing Avast + NortonLifeLock Together Transaction Summary + • Mixed cash and stock merger, with alternative consideration elections available to Avast shareholders Transaction • Values Avast at Equity Value of $8.1B - $8.6B1 and Enterprise Value of $8.6B - $9.2B2 depending on Avast shareholders’

  4. Slide 4: Transaction Details

    Avast + NortonLifeLock Transaction Details  Election feature which provides Avast shareholders with the option to choose Majority Stock Option or Majority Cash Option  Majority Stock Option gives Avast shareholders the ability to Avast Shareholders participate in the upside and long-term value cre

  5. Slide 5: Generating Significant Shareholder Value

    Avast + NortonLifeLock Generating Significant + Shareholder Value  Subject to elections made by Avast shareholders, the range of Bookends of Aggregate Transaction Values possible transaction outcomes are bound by two bookends Majority Stock Bookend Majority Cash Bookend  Avast Directors, including

  6. Slide 6: Brought Together with a Common Vision

    Brought Together with a Common Vision NortonLifeLock’s Avast’s Vision Vision is to protect and is empowering digital empower people to live citizens for safer their digital lives safely online experiences Empowering Digital Freedom for Everyone Copyright © 2021 NortonLifeLock + Avast. All rights res

  7. Slide 7: Compelling Strategic & Financial Rationale

    + Compelling Strategic & Financial Rationale 1 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 2 complementary product portfolio, beyond core security and towards

  8. Slide 8: Large and Growing TAM Opportunity

    Avast + NortonLifeLock Large and Growing TAM Opportunity Cyber Safety still significantly CORE CYBER SAFETY & underpenetrated ADJACENT TRUST-BASED SOLUTIONS < 5% 5 billion Penetrated for global 2020 $13B+ Cyber Safety internet users Paid Subscribers Connected 2023 Home $16B+ Additional $10B+ 5-10% C

  9. Slide 9: The Problem: Cyber Criminality

    Avast + NortonLifeLock The Problem: More Expanded Dark Economy Cyber Criminality Activities Reach Re-Sell Market • Increase in threats and attacks, which have become extremely sophisticated • More targeted, more complex and faster • Identity records and confidential personal information sold in unde

  10. Slide 10: Technology-Based Solution: A Differentiated Approach

    Avast + NortonLifeLock A Differentiated Approach Scale and Visibility ● Geographically Distributed Cloud Data Platform ● Advanced AI-based Automation GIGA-SCALE ENDPOINT VISIBILITY AUTONOMOUS DEFENSE Visibility on threat and behavioral Automation of the detection trajectories across 500 million+ pip

  11. Slide 11: Comprehensive Offering in Consumer Cyber Safety

    Avast + NortonLifeLock Comprehensive Offering in Consumer Cyber Safety Security Device Performance Security Connected & Utility Home Identity Protection Family Privacy Safety Restoration Privacy & & Insurance INDIVIDUALS Access Identity & FAMILIES Copyright © 2021 NortonLifeLock + Avast. All rights

  12. Slide 12: Combined Customer Universe

    Avast + NortonLifeLock Combined 5 billion Customer Global Internet Users Universe Avast + NortonLifeLock TOTAL USERS 500M+ TOTAL USERS DIRECT CUSTOMERS ~40M DIRECT CUSTOMERS Copyright © 2021 NortonLifeLock + Avast. All rights reserved. 12

  13. Slide 13: Significant Cost Synergies Opportunity

    % of Gross Avast + NortonLifeLock Cost Significant Synergies Cost Synergies • Adoption of shared best practices Organization • Reduction of duplicate roles ~50% Opportunity • <4,000 employees post-integration ~$280 Million • Common data & security platform annual gross cost synergies1 Systems & Infr

  14. Slide 14: Solidifying our foundation for driving double-digit revenue growth

    Solidifying our foundation for driving Avast + NortonLifeLock double-digit revenue growth in the long-term Cross-Sell Enhance Expand Broader New & Enhanced Customer into Adjacent Global Diversified Products & Experience & Trust-Based Reach Sales Channels Solutions Retention Solutions Larger global I

  15. Slide 15: Reaffirming Long-Term Objective of ~$3 EPS

    Avast + NortonLifeLock Reaffirming Long-Term Objective of ~$3 EPS From NortonLifeLock’s Investor Day in May 2021 Combined Company Profile Based on latest reported full year results1 Bridge to Double EPS: Non-GAAP EPS • Approximately 40 million direct customers ~$3 • Approximately $3.5 billion of com

  16. Slide 16: Transaction Financing

    Avast + NortonLifeLock Transaction Financing • Transaction expected to be financed with cash and $5.35B of new permanent debt facilities • Fully committed financing facility is comprised of a Term Loan A and Term Loan B at a blended rate of ~2% • Other existing indebtedness of NortonLifeLock with up

  17. Slide 17: Long-term Capital Allocation

    Avast + NortonLifeLock Share Buyback Long-term Capital Allocation Acquisitions ~$1.5B Annual Free Cash Flow (Pre-Synergies)1 LONG-TERM Growing in-line with the business CAPITAL ALLOCATION • Return 100% of FCF (excl. M&A) over the long-term • Maintain current quarterly dividend of $0.125 per share •

  18. Slide 18: Committed to Corporate Responsibility

    Avast + NortonLifeLock Committed to Corporate Responsibility Sources: Company information Copyright © 2021 NortonLifeLock + Avast. All rights reserved. 18

  19. Slide 19: What Employees Can Expect

    Avast + NortonLifeLock What Employees Can Expect Shared vision to Values and Professional and empower innovation-driven personal growth digital freedom team opportunities for everyone Copyright © 2021 NortonLifeLock + Avast. All rights reserved. 19

  20. Slide 20: Empowering Digital Freedom for Everyone

    Empowering Digital Freedom for Everyone + Copyright © 2021 NortonLifeLock + Avast. All rights reserved. 20

  21. Slide 21: Legal Disclaimers

    Legal No Offer or Solicitation Disclaimers 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 subscribe for any securities or the solicitation of

  22. Slide 22: Legal Disclaimers (cont'd)

    Legal Disclaimers Overseas Shareholders (cont’d) The materials herein contain information in respect of the transaction. Viewing this information may be unlawful if you are resident or located in any jurisdiction where to do so would constitute a violation of the relevant laws and regulations or wou

  23. Slide 23: Legal Disclaimers (cont'd)

    Legal Use of Non-GAAP Financial Information We use the non-GAAP measures of operating margin and earnings per share, which are adjusted from results based on U.S. GAAP and exclude certain expenses, Disclaimers gains and losses. We also provide the non-GAAP metric of free cash flow, which is defined

  24. Slide 24: Quantified Financial Benefits Statement

    Quantified This presentation contains statements of estimated cost savings and synergies arising from the Merger (together, the “Quantified Financial Benefits Statement”). Financial A copy of the Quantified Financial Benefits Statement is set out below: “Given the complementary nature of both Norton

  25. Slide 25: Quantified Financial Benefits: Bases of belief and principal assumptions

    Quantified 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 Group”) Financial was established to identify, cha

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