Resideo Technologies : Acquisition of Snap One Call Presentation

Acquisition of Snap One

April 15, 2024

Disclaimer

Forward-Looking Statements

This presentation contains "forward-looking statements" within the meaning of the federal securities laws. All statements, other than statements of fact, that address activities, events or developments that we or our management intend, expect, project, believe or anticipate will or may occur in the future are forward-looking statements. Although we believe forward-looking statements are based upon reasonable assumptions, such statements involve known and unknown risks, uncertainties, and other factors, which may cause the actual results or performance of the company to be materially different from any future results or performance expressed or implied by such forward-looking statements. Such risks and uncertainties include, but are not limited to, (1) our ability to timely satisfy the conditions to the closing of the Snap One transaction and the timing for the consummation thereof, (2) our ability to drive increased customer value and financial returns and enhance our strategic and operational capabilities, (3) our ability to achieve the targeted amount of synergies and the related valuation implications described in this presentation, (4) the accretive nature of the transaction to our non-GAAP EPS in the first full year of ownership and the growth and margin profile of the combined businesses, (5) our ability to accelerate brand strategy as a result of the transaction, (6) our ability to integrate the Snap One business into Resideo and realize the anticipated strategic benefits of the transaction, including the anticipated operational and strategic benefits of the transaction, (7) our actual results for the first quarter ended March 30, 2024 differing from the estimated financial results included in this presentation or the related press release, including due to the completion of our financial closing procedures, final adjustments and other developments that may arise between the date of this presentation and the time that financial results for the first quarter of 2024 are finalized, (8) our expectation that the financing for the transaction will allow Resideo to maintain our existing credit ratings and preserve financial flexibility for future strategic initiatives, (9) our ability to recognize the expected savings from, and the timing and impact of, our existing and anticipated cost reduction actions, (10) the likelihood of continued success of our transformation programs and initiatives, and (11) the other risks described under the headings "Risk Factors" and "Cautionary Statement Concerning Forward-Looking Statements" in our Annual Report on Form 10-K for the year ended December 31, 2023 and other periodic filings we make from time to time with the Securities and Exchange Commission (SEC). You are cautioned not to place undue reliance on these forward-looking statements. Forward-looking statements are not guarantees of future performance, and actual results, developments, and business

decisions may differ from those envisaged by our forward-looking statements. Except as required by law, we undertake no obligation to update such statements to reflect events or circumstances arising after the date of this presentation, and we caution investors not to place undue reliance on any such forward-looking statements.

Use of Non-GAAP Measures

This presentation includes certain "non-GAAP financial measures" as defined under the

Securities Exchange Act of 1934. Resideo management believes the use of such non-GAAP financial measures, specifically Adjusted EBITDA, assists investors in understanding the ongoing operating performance of Resideo by presenting the financial results between periods on a more comparable basis. Non-GAAP Adjusted EBITDA should not be considered in isolation or as an alternative to results determined in accordance with U.S. GAAP. Resideo defines non-GAAP Adjusted EBITDA as Net Income as determined in accordance with U.S. GAAP, adjusted for the following items: provision for income taxes; depreciation and amortization expenses; interest expense, net; stock-based compensation expense; Honeywell reimbursement agreement non-cash expense; restructuring and impairment expenses; loss on the sale of assets, net, and foreign exchange transaction loss (income). A reconciliation between Resideo's Adjusted EBITDA and U.S. GAAP Net Income for the annual period ended December 31, 2023, is provided in Resideo's Fourth quarter and full year 2023 earnings release filed with the SEC on Form 8-K on February 13, 2024.

This presentation also includes a reference to Snap One's Adjusted EBITDA, which is a non-

GAAP financial measure. Snap One's management believes that this non-GAAP financial measure provides useful information about the proposed transaction; however, it should not be considered as an alternative to U.S. GAAP net income (loss). A reconciliation between Snap One's Adjusted EBITDA and U.S. GAAP net income (loss) for the annual period ended December 29, 2023, is provided in Snap One's Annual Report filed with the SEC on Form 10- K on March 9, 2024.

2 © 2024 Resideo Technologies, Inc

Today's Presenters

Jay Geldmacher

Chief Executive Officer

Tony Trunzo

Chief Financial Officer

Rob Aarnes

President

ADI Global Distribution

Tom Surran

President

Products & Solutions

3 © 2024 Resideo Technologies, Inc

Acquisition Drives Value Creation for Resideo

1. Strategic Acquisition Continues Resideo's Transformation by
   Enhancing its ADI Business
   Expanded Product Breadth and Enhanced Capabilities Across
2. Security, Audio Visual and Smart Living Technology Distribution
   Complementary Business Models, Customers and
3. Capabilities Enable Meaningful Cross-Selling and Market Expansion Opportunity
   Attractive Financial Profile is Accretive to Resideo's Revenue
4. Growth, Margins and Non-GAAP EPS Supported by Significant Identified Synergies

4 © 2024 Resideo Technologies, Inc

Transaction Overview

Purchase Price

• $10.75 / Snap One share in cash to all shareholders
• $1.4 billion transaction value
• ~7.4x 2023 Snap One Adjusted EBITDA, including projected run-rate synergies1,2

Synergies

• $75 million projected run-rate annual pre-tax synergies through areas including real estate consolidation and overhead efficiencies exiting year three
• $30 million of one-time costs to achieve synergies, spread evenly over the first three years

Financing

• Sources including fully-committed debt and preferred equity financing, anticipated to be allocated between:

• ~$300 million cash from Resideo balance sheet - $500 million perpetual convertible preferred

- $600 million new secured Term Loan B	equity investment from Clayton, Dubilier & Rice
maturing in 2031, and	LLC ("CD&R")

• Liquidity of ~$800 million upon closing

CD&R Investment

• Attractive partnership with world class investor brings track record of investing and value creation in distribution
• Validates strategic merits of the transaction and Resideo transformation
• Nate Sleeper, CEO of CD&R, and one other CD&R representative to join Resideo board at closing​

Financial Impact

• Accretive to non-GAAP EPS2 in first full year of ownership
• Strong pro forma balance sheet with estimated net leverage at year-end 2024 of ~2.2x

Timing and Closing Considerations

• Unanimously approved by both Resideo and Snap One Boards of Directors
• Hellman & Friedman LLC holds 72% ownership interest in Snap One and has given written consent of the transaction
• Customary regulatory approvals and closing conditions
• Anticipated close in second half of 2024

	1 Snap One 2023 Adjusted EBITDA of $117 million plus $75 million of projected run-rate synergies.
5 © 2024 Resideo Technologies, Inc	2 Refer to Slide 2 for discussion of non-GAAP measures.

Overview of Snap One

Vertically-integrated Provider of Smart Living Products and Services to ~20,000 Professional Integrators

3,300	Proprietary	~60%	E-Commerce	$1.1B	2023	$117M	2023
SKUs	Net Sales	Revenue	Adj. EBITDA1

Broad Universe of Smart Living Products

Lighting

Entertainment

Infrastructure

Security

Control

Surveillance

Audio

Networking

Category-defining, technology- enabled specialty distribution platform serving a vast network of professional integrators

Aligned with large and growing technology-driven Smart Living market creating seamless connected experiences in homes and small businesses

Recognized innovator with proprietary products, platforms and services that drive value and stickiness with integrators

Delivering a wide selection of proprietary and third-party entertainment, connectivity, automation and security solutions

1 Refer to Slide 2 for discussion of non-GAAP measures.

6 © 2024 Resideo Technologies, Inc

Highly Impactful Transaction for Resideo With Multiple Value Creation Levers

Complementary		Enhanced Integrator		Meaningfully Expands		Significant Identified
Capabilities Drive		Value Proposition		Proprietary Product		Business and Financial
Differentiated Market				Opportunity		Synergies
Position

7 © 2024 Resideo Technologies, Inc

Complementary Capabilities Drive Differentiated Market Position

#1 distributor of professional security products

~80% branch sales supported by

~195 stocking locations serving North America and Europe

Significant investment in omni-channel capabilities; ~20% e-commerce sales

1,000+ third-party suppliers

>$4.5B

in Sales

Serving Security,

Audio Visual and

Smart Technology

Distribution

Strong position in the smart living market servicing ~20k Integrators

~40% branch sales and 45 branches

~60% e-commerce sales

~66% of sales from proprietary products

Differentiated Control4 technology and OvrC platforms

8 © 2024 Resideo Technologies, Inc

Enhanced Integrator Value Proposition

Market Expansion

• ADI's expertise within commercial markets is highly complementary to
  Snap One's strength with residential integrators
• Access for integrators to adjacent products across security, audio visual and smart living technology

Support Services

• Combining Control4 and OvrC platforms with ADI sales and support teams and workflow solutions

• Opportunity to enhance value within the Control4 integrator base through increasing service levels and expanding exclusive offerings

Omni-channel Experience

• 195 ADI stocking locations support same day availability across combined products and integrator bases
• Ability to leverage combined e- commerce and digital capabilities

9 © 2024 Resideo Technologies, Inc

Meaningfully

Expands Proprietary

Product Opportunity

Accelerates ADI's Exclusive

Brand Strategy

Addition of Differentiated Innovation and Product Development Platform

Significant Margin Opportunity with Growth of Proprietary Products in Overall Mix

Drive Availability Across Channels and to New Residential and Commercial Markets

Infrastructure Entertainment

Bulk Wire

Audio

Audio

Mounts &	Projection Screens
Racks
	Outdoor Televisions

Media Distribution

& Cables

Lighting

Surveillance	Power
	Connected
Remote	Control
Management

10 © 2024 Resideo Technologies, Inc