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Estimated Intrinsic Valuation - Summary
Google Inc. (GOOG)
(Dollars and Shares in Millions, Except Per Share Amounts)

1.   Intrinsic Valuation Summary:
 
 A.   Estimated gross selling price of seller's assets at the end of first forecast year.$105,524
 B.   Estimated liabilities of the seller to be paid by the seller out of the gross selling price.5,680
 
 
 C.   Estimated intrinsic value of the seller's common equity at end of first forecast year.$111,204
 D.   Estimated fully diluted shares outstanding of seller at the end of first forecast year.292
 
 
 E.   Estimated intrinsic value per fully diluted share of seller at the end of first forecast year.$380.84
 
 
2.   The Deal:
 
  A.   Gross selling price of seller's assets at the end of the first forecast year   $105,524
 
  Seller's forecast of year one operating earnings   $2,302
  Seller's forecast of year one EBITDA   $2,662
 
  Gross selling price, divided by forecasted year one operating earnings   45.84
  Gross selling price, divided by forecasted year one EBITDA   39.64
 
  B.   Total selling price of the seller's assets at the end of first forecast year
 
  Gross selling price of the seller's assets at the end of the first forecast year   $105,524
  Transaction expenses   $1,847
 
  Total selling price of the seller's assets at the end of the first forecast year   $107,371
 
  C.   Intangible assets recorded by the buyer at the end of the first forecast year
 
  Total selling price of the seller's assets at end of the first forecast year   $107,371
  Fair market value of the seller's assets at the end of the first forecast year   $4,983
 
  Intangible assets recorded by the buyer at the end of the first forecast year   $102,388
 
  Buyer's annual intangible asset amortization   $6,826
 
 
3.   Seller's Outcome:
 
  A.   Net pretax sales proceeds to the seller
 
  Gross selling price of the seller's assets at end of the first forecast year   $105,524
  Liabilities of the seller to be paid by the seller from the gross selling price   5,680
 
  Net pretax sales proceeds to the seller   $111,204
 
  Net worth of the seller's business at the end of the first forecast year   $10,963
 
    Net pretax sales proceeds to the seller, minus the net worth of the seller's business   $100,241
  Net pretax sales proceeds to the seller, divided by the net worth of the seller's business   10.14
 
 
4.   Buyer's Outcome:
 
  A.   Gross selling price of the buyer's assets at the end of four years of ownership   $173,376
 
  Buyer's forecast of year four operating earnings   $6,574
  Buyer's forecast of year four EBITDA   $7,224
 
  Gross selling price, divided by forecasted year four operating earnings   26.37
  Gross selling price, divided by forecasted year four EBITDA   24.00
 
  B.   Net pretax sales proceeds to the buyer's equity and subordinated debt investors
 
  Gross selling price of the buyer's assets at the end of four years of ownership   $173,376
  Liabilities of the buyer to be paid by the buyer from the gross selling price   $82,205
 
  Net pretax sales proceeds available to buyer's equity and subordinated debt investors   $91,171
 
  C.   Buyer's subordinated debt investors return on investment after four years of ownership
 
  Net sales proceeds to subordinated debt investors for equity warrants   $34,815
  Subordinated debt investors' original subordinated debt investment   $73,581
  Subordinated debt investors' fully diluted ownership interest in the buyer's sales proceeds   38.2%
  Subordinated debt investors' pretax annual rate of return   20.0%
  Subordinated debt investors' pretax annual rate of return target   20.0%
 
  D.   Buyer's equity investors' pretax return on investment after four years of ownership
 
  Net selling proceeds to equity investors   $56,356
  Equity investors' original equity investment   $32,211
  Equity investors' pretax annual rate of return   15.0%
  Equity investors' pretax annual rate of return target   15.0%