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BERNICK AND LIFSON <br /> A PROFESSIONAL ASSOCIATION <br /> The objectives of the financial analysis as explained in the <br /> attached report were to assess: <br /> The financial strength of the proposed buyer <br /> The reasonableness of the proposed financing arrangement <br /> The reasonableness of financial projections for the system <br /> The ability of the buyer to meet debt obligations <br /> Other financial issues that may arise in the course of the <br /> analysis <br /> Public Knowledge arrived at the following conclusions <br /> regarding the financial analysis: <br /> The proposed purchase price of about $2, 136 per subscriber is <br /> consistent with the market range in the past few years. <br /> The initial debt-to-equity ratio of 1. 12 under the proposed <br /> ownership is less leveraged than the industry average of 3 .0. <br /> Because Meredith/New Heritage Strategic Partners L.P. (the <br /> buyer) is recently formed, audited financial statements are <br /> not available for the partnership, and therefore its <br /> historical financial condition cannot be assessed. <br /> The North Central system currently performs slightly below <br /> norms for certain selected financial indicators, and slightly <br /> better for others. <br /> The buyer's financial projections for the North Central system <br />—appear—opt imistic;but—achievable. <br /> Sensitivity analysis of the buyer's projections suggests that <br /> the buyer can service the acquisition debt even if certain <br /> conditions materialize somewhat less favorably than assumed. <br /> However, there are unlikely to be sufficient funds for any <br /> significant plant rebuild or upgrade before the year 2000 <br /> unless there is a significant amount of additional borrowing <br /> or an equity infusion; debt service and normal capital <br /> expenditures will consume most of the operating cash flow. ** <br /> 8 <br />