Merger Model

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Street and JobSearchDigest.com

ght consider the complete

tion 382 NOLs,

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Merger Model - Intel Corporation and McAfee, Inc.
($ in Millions Except Per Share Amounts)

Transaction Assumptions

Buyer Name: Intel Corporation Seller Name: McAfee, Inc.

Announcement Date: 8/19/2010 Premium to Seller's Share Price:
Assumed Close Date: 12/31/2010 Per Share Purchase Price:
Purchase Price:

% Cash: 33.3% Cash Used:

% Debt: 33.3% Debt Issued:
% Stock: 33.3% New Shares Issued:
Foregone Cash Interest Rate: 4.0% Debt Interest Rate:

Intel Corporation - Financial Profile Prior to Merger McAfee, Inc. - Financial Profile Prior to Merger

Share Price: $19.59 Share Price:

Shares Outstanding (MM): 5,711.0 Shares Outstanding (MM):
Market Cap: $111,878 Market Cap:
Effective Tax Rate: 31% Effective Tax Rate:

Buyer - Income Statement Seller - Income Statement

Projected Years Projected Years

12/31/2011 12/31/2012 12/31/2011
Revenue: $47,450 $48,667 Revenue: $2,205
Cost of Goods Sold: $16,331 $17,995 Cost of Goods Sold: $496
Gross Profit: $31,119 $30,672 Gross Profit: $1,709

Operating Expenses: $13,000 $13,100 Operating Expenses: $1,131

Operating Income: $18,119 $17,572 Operating Income: $578

Interest Income / (Expense $150 $200 Interest Income / (Expense $5
Pre-Tax Income: $18,269 $17,772 Pre-Tax Income: $583
Income Taxes: $5,663 $5,509 Income Taxes: $140

Net Income: $12,606 $12,263 Net Income: $443

Earnings Per Share (EPS): $2.18 $2.10 Earnings Per Share (EPS): $2.88
Shares Outstanding: 5,786.0 5,832.0 Shares Outstanding: 154.0

Combined Income Statement, Post-Merger

Projected Years
12/31/2011 12/31/2012
Combined Revenue: $49,655 $51,048
Cost of Goods Sold: $16,827 $18,531
Gross Profit: $32,828 $32,518

Operating Expenses: $14,131 $14,322

Operating Income: $18,697 $18,196

Interest Income / (Expens $155 $205
Foregone Interest on Cash ($101) ($101)
Interest Paid on New Debt ($228) ($228)
Pre-Tax Income: $18,523 $18,072
Income Tax Provision: $5,742 $5,602

Net Income: $12,781 $12,469

Earnings Per Share (EPS): $2.16 $2.09

Shares Outstanding: 5,915.3 5,961.3

Accretion / Dilution: ($0.02) ($0.01)

Accretion / Dilution %: (0.8%) (0.5%)
deling Course

McAfee, Inc.
60.4%
$48.00
$7,600

$2,533
$2,533
129.3
9.0%

rofile Prior to Merger

$29.93
158.3
$4,739
24%

Projected Years
12/31/2012
$2,381
$536
$1,846

$1,222

$624
$5
$629
$151

$478

$3.10
154.0
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Company Filings:

Intel 10-Q

McAfee 10-Q

Share Price Information from Google Finance:

McAfee, Inc

Intel Corporation, Inc.