Free Response to Motion - District Court of Delaware - Delaware

Case 1:04—cv—00583-GI\/IS Document 93-9 Filed 08/29/2005 Page 1 of 3 A
I 23
1 . JZ Fensterstock _
2 Athinking with Rich Whalen on issues, among others.
3 Q. Did you personally perform any of the I
4 tasks connected with the discounted cash flow
HM_ 5 analysis?
6 A. Yes.
7 Q. What tasks were you involved with?
3 A. Review of the discounted cggh flgw
9 analysis, review of the weighted average cost of
sw lO capital calculation, review of the Excel
e ll spreadsheets, checking numbers, the way
l2 professionals like I do, with back of the envelope
l3 checks, to see that the numbers make sense from an
dl4 overall point of view, reviewing of the base data
an l5 to that data which was included in the Excel
16 spreadsheet that comprised the DCF analysis.
l7 Q. Did you, in the course of the tasks
V 18 you just described, review any of the source
19 documents?
nw 20 ‘ A. All of the source documents relative
. 21 to the discounted cash flow analysis, I located
22 through the discovery process, and provided tok
23 i Duff & Phelps personnel, and reviewed thOS@
24 documents and the data in those documents for the
hg 25 normal processes of review that one includes in a
ilu CQMPUHMHUHURHNGHW2
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1 _ ‘ JZ Ebnstexstock
2 M&A transactions list, once you identify the
3 industry and SIC codes that you are looking for,
4 and the time frame, it is a computer run out of
;B 5 databases, with standard information that is
Q provided out of the those\databases for —— that is
7 used in investment banking circles and valuation
8 circles, and therefore it is really a reporting of
4 9 data and much less —— it is really reporting of
an 10 data, requires less thorough analysis than the
115 discounted cash flow analysis or the comparable
5 512sl company analysis.
;..13 A Q. Did you have any role in the
s 514 comparable transaction analysis?
{M 15 A. Only to review it, and to make sure
A `16 that the universe that was being focused on,
17 relative to the lnacom service business, was the
18q universe that 1 would have focused on.
19_ Q. Did you make any changes to that
1U 20 universe, through your review? _
y .21 1. A. I Did not have to.
22 Q. Who was primarily responsible for the
23` COmparable transaction analyS1S?
24 A. The Duff & Phelps side of the
B 25. equation. ,
A COMPUURIMTORHNGHWZ
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F Case 1:04—cv—00583-GI\/IS Document 93-9 Filed 08/29/2005 Page30f3
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lr _ J1 Ebnstezstock
2 1 Q. Was Mr. Whalen ultimately responsible
3 at Duff & Phelps for that analysis?
4 A. Yes. \
M 5 Q. Do you intend, at trial, to offer
6 opinions with respect to all of the analyses in
7 the May 2 report?
3 A. I suspect so, that's conjecture, since
9 I suspect you are going to capitulate before
m l0 trial.
ll Q. Let me ask it a different way then,
l2 and I always appreciate humor, believe me.
13 A. Forgive me for that indulgence.
I4 Q. No forgiveness required. Assuming
M I5 this matter proceeds to trial, do you expect to
16 offer opinions with respect to all of these
17 analyses in the May 2nd report?
18 A. Yes.
19 V Q. To your knowledge, does Mr. Whalen
Q 20 hold any opinions with respect to the May 2
21 report? 1 _
22 A. Yes. 1
23 I Q. Does he hold any opinions different
24 than yours?
Q 25 A. Not to my knowledge.
I CQMHHERREHMTMWHWZ
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Case 1:04-cv-00583-GMS

Document 93-9

Filed 08/29/2005

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Case 1:04-cv-00583-GMS

Document 93-9

Filed 08/29/2005

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Case 1:04-cv-00583-GMS

Document 93-9

Filed 08/29/2005

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