Evaluated and suggested strategic alternatives to a company by doing valuation, of different Mergers and Acquisitions alternatives, using Discounted Cash Flow, precedent transaction, Leverage buyout and Comparable company methods

1. Value Enhancement Strategies
for Titan Group
January 30th, 2017
Favela Advisors

2. Favela Advisors 2
Team Profile
Financial Analyst with double masters in International Business and Business Analytics about 4
years of global work experience focused on corporate banking, strategy development,
structuring cross-border financial transactions and hedging strategies with an expertise in
automobile and financial services sector.
Dhivya Rajprasad
MS – Business Analytics, UC
Swapnil Sharma
MS – Business Analytics, UC
Seasoned management consultant focused on analytical solutions and project delivery.
Specializes in leading and delivering engagements focused on customer and marketing
analytics at Fortune 500 companies. 3 years of experience working on problems like Direct
mail marketing, Customer Lifetime Value, Attrition Analysis and loyalty analytics.
Aditya Kuckian
MS – Business Analytics, UC
Matthew Murphy
MS – Business Analytics, UC
Management consultant with three years of work experience focused on strategy
development and deployment with a niche in mid-market manufacturing companies.
Specializations in data analytics, data visualizations, and financial modelling with experience in
industries ranging from healthcare to financial services, to commodity manufacturing.
Project Lead with three years of work experience focused on Operations Excellence for a Utility
MNC and a tech start-up. Specialization in Negotiation, Project Management and Analytics.

3. Favela Advisors
Background, Objective and Scope
Constraints
• Balance sheet of Lightning LLC is not available
Context
• Jupiter is in a process of acquiring Lightning LLC
• Charger Capital has offered $560 million to buy Jupiter
sans Lightning acquisition on a debt free, cash free
basis
Stakeholders
• Chief Strategy Officer, Titan
• Management Team, Jupiter (Titan’s subsidiary)
Desired outcome
• Maximize value for Jupiter by evaluating the deal from
Lightning acquisition and merger with Charger
• Determine Jupiter’s unit worth and Charger Capital’s
implied purchase price premium
Assumptions
• Terminal growth rate of 2% and 3% for DCF Valuation
• Charger acquisition of Jupiter has similar synergies to
Jupiter’s acquisition of Lightning
• The offer from Charger is for Jupiter without the
acquisition of Lightning
• Jupiter withdraws its bid on Lightning if it were to go
with Charger’s offer
• Offer from Charger is only on the current situation
considering the credit markets and rates; future offers
with similar terms are highly unlikely
Scope
3

4. Favela Advisors 4
Executive Summary
What should
we do?
Insights Recommendation
Acquire Lightning for 192.5 M
(11.0 * 2017 P EBITDA)
Acquire Lightning
LLC
• Synergies to improve top-line and
bottom-line performance
• Reduced cost per customer through
Lightning’s proprietary commingling
technology
• Incremental Value to shareholders
Status Quo
• Stagnant top-line growth (5%)
• Miss the current market with
inexpensive rates
Not recommended
Sell to Charger
Capital
• Markets are under-valuing Jupiter
• No premium is being offered at $560
M
Do not sell Jupiter to Charger

5. Favela Advisors
$664M
$586
$504M
$496M
$400 $500 $600 $700 $800 $900
Leveraged Buyout Model
Discounted Cashflow
Precedent Transactions
Comparable Companies
5
Jupiter’s Valuation: $640M to $680M
Millions
$539M
$532M
$648M
$720M
Considering terminal growth of 2% and 3%
COGS level reduced to comparable levels as Lightning
$560
Charger’s offer
Considering 1.29 and 9.45 as multiple
Considering 1.37 and 9 as multiple
Jupiter’s
Valuation
$640M $680M

6. Favela Advisors 6
Industry at a glance
1 2
3 4
Industry Jupiter
Saturated market –
Constant growth
~5%
Largest and leading
market player with
high market share
Industry Jupiter
Need for cost
Advantage
Offers unique and
differentiated products –
edge over competitors
Lightning LLC. possesses proprietary
commingling technology for effective
mail bundling, reducing cost per customer
Industry Jupiter
Low barrier to entry
due to low CAPEX
and high margins
High ROI and
high customer loyalty
Industry Jupiter
Threat from newer
technologies (email)
and eco friendly
movement
Part of a conglomerate –
Titan, which owns cloud
based solutions, enabling
synergies in case of
adversity
Market Gap
RiskCompetition

7. Favela Advisors 7
Should Jupiter be sold to Charger Capital?
• Markets are offering loans at inexpensive rates
• Markets are under-valuing Jupiter as we grew at a better rate than comparable
companies.
• Charger will ultimately bundle our company with another company in its portfolio and
sell off
• Loss of Existing Synergies with other companies in Titan
• No premium is being offered at $560 M; Do not sell Jupiter to Charger Capital
Discounted Cash Flow
$586 M
for terminal
growth of
2%
$648 M
for terminal
growth of
3%
Leveraged Buyout
$664 M $720 M
SGA: 10%
Sales: 6%
SGA: 25%
Sales: 6%
COGS level reduced to comparable levels as Lightning

8. Favela Advisors 8
 Miss the Market - Stagnant top-line growth (5%)
 SG&A expenses cannibalizing profits
 Favorable current market with inexpensive rates
 No incremental value for shareholders
 Threat of substitution / competition
 Threat of Technological Changes
 Loss of Opportunity to diversify Titan’s Portfolio with
more Stars.
Status Quo
High Low
Market Share
High
Low
Market
Growth
Status Quo
We are here
BCG Matrix: Milner Browning Company

9. Favela Advisors 9
Synergies to improve top-tine and bottom-
line
• Complimentary Channels-SG&A
expense: 50%
• Revenue Synergy- Sales: 6%
• Similar Operations -COGS
• Proprietary commingling Technology
Cost per Customer
Acquiring Lightning LLC for $192.5 M
Geographic overlap
Legacy Maintenance
Incremental Value to
the Shareholder
Cash Cow  Star
High Low
Market Share
Market
Growth
We are here
High
Low
Market has no variance and cyclicity
Benefits
Jupiter should acquire
Lightning for $ 192.5 M
(11.0 * 2017 P EBITDA)
• Free Cash Flow for current
year decreases by $96 due
to half cash – half debt
transaction
• Incremental Value of Jupiter
after acquisition is $120M
• Proforma Forecast was used
to valuate Jupiter after its
acquisition of lightning
considering increased sales
by 6% , decreased SG&A
expense by 50% and
decrease in COGS to match
Lightning.
BCG Matrix: Milner Browning Company

10. Favela Advisors 10
Appendix

11. Favela Advisors 11
Current Market
• Leading provider of direct mail
solutions in US
• Provides end-to-end services
• Unique and differentiated
integrated platform providing
superior marketing ROI
• High margins and minimal
CAPEX
• SG&A expenses grow at 4% YoY
• Direct mail continues to be the primary method of customer solicitation, acquisition and retention for direct
marketers
• The $35.3 billion direct mail industry has grown at a CAGR of 4.0% from 2013–2016 and is projected to grow at
a CAGR of 5.0% in the five years to 2021
• The industry’s steady performance historically is attributable to the continuing popularity of
direct mail as a highly-targeted promotional tool with superior ROI
• Electronic methodologies have
• Direct mail solutions provider
operating across west coast, NY
and Chicago, providing attractive
revenue synergies for Jupiter
• Proprietary commingling
technology for effective mail
bundling, reducing cost per
customer
• 6% increased sales for Jupiter
due to cross sell opportunities
Jupiter Lightning LLC
Current Market

12. Favela Advisors 12
(Multiple chosen is average of highlighted companies chosen on the basis of similar sales and EBITDA)
Jupiter Comp Valuation Estimated Multiple Estimated Enterprise Value
Revenue 1.38 538.9
EBITDA 8.81 496.4
Lightning
Revenue 1.38 153.9
EBITDA 8.81 148.8
Comparable Companies Multiple Calculation

13. Favela Advisors 13
Transaction Multiple selection
Announced
Date
Target /
Issuer
Business Description
Total
Transaction
Value ($USD
mm)
EV /
Revenue
EV /
EBITDA
04-19-2016 1 Developer, manufacturer, supplier of printing and content mgmt $3,740.8 1.4x 9.9x
02-17-2015 2 Offers printing, promotional, graphic products & ecommerce $350.0 1.2x 9.0x
02-05-2014 3 Digital, commercial printing & mailing services in New England $12.4 0.9x 7.1x
10-24-2013 4 General commercial printing and print-related services $698.1 1.0x 6.9x
08-01-2013 5 Printing, document management, marketing, & distribution services $237.9 0.8x 7.4x
08-13-2012 6 Provides prepress, manufacturing, and print management solutions $472.0 1.3x 8.5x
07-13-2011 7 Provides marketing , publishing services & pre-media services $88.7 0.7x 8.1x
02-23-2010 8 Provides shareholder reporting , marketing, and commercial printing $495.5 1.0x 9.5x
Jupiter Comp Valuation
2016E
($ M)
Estimated Multiples from
Transactions
Estimated Enterprise
Value ($ M)
Revenue 391.7 1.29 503.5
EBITDA 56.3 9.45 532.4
Lightning
Revenue 111.9 1.29 143.8
EBITDA 16.9 9.45 159.7

14. Favela Advisors 14
DCF Model

15. Favela Advisors 15
Additional 6% growth in sales; COGS reduced to 73%
LBO Model

16. Favela Advisors 16
Combined Income Statement for Jupiter & Lightning
Jupiter
Income Statement
Fiscal Year Ended December 31,
($ in millions) 2012A 2013A 2014A 2015A 2016E 2017P 2018P 2019P
Total Sales $470.4 $492.6 $462.0 $502.9 $527.1 $551.8 $576.8 $602.2
Jupiter Sales $361.9 $388.3 $355.8 $393.2 $415.2 $437.6 $460.4 $483.4
Lightning Sales $108.5 $104.3 $106.2 $109.7 $111.9 $114.1 $116.4 $118.7
Gross Profit $115.7 $120.6 $111.4 $125.6 $131.9 $138.9 $146.0 $153.4
EBIT $64.7 $63.7 $59.9 $66.3 $70.2 $74.9 $79.8 $84.8
EBITDA $78.0 $78.4 $74.0 $82.0 $87.0 $92.4 $97.8 $103.3
Adjusted EBITDA $78.0 $78.4 $74.0 $82.0 $87.0 $92.4 $97.8 $103.3
Net Income $38.8 $38.2 $35.9 $39.8 $42.1 $45.0 $47.9 $50.9

17. Favela Advisors 17
Valuation of Jupiter + Lightning
Valuation by EBIDTA multiple to be considered as it takes care of increased
revenue and decreased SG&A due to synergies.

18. Favela Advisors 18
Sensitivity Analysis for Lightning Acquisition
Team believes COGS reduction is certainly achievable.

19. For further details contact:
Thank You
Swapnil Sharma <sharmsp@mail.uc.edu>
Dhivya Rajprasad <rajprada@mail.uc.edu>
Aditya Kuckian <kuckiaaa@mail.uc.edu>
Matthew Murphy <murphm6@mail.uc.edu>