Acquisition Target’s Business Valuation January 1, 2007 TruSuccess Advisors, 27 Circle Dr. Rockaway, NJ 07866 (973) 784-3257 CONFIDENTIAL AND PROPRIETARY INFORMATION The information contained within this presentation is confidential and proprietary, and intended for review purposes only. All other uses are expressly forbidden, unless it receives prior, written permission from the Officers of TruSuccess or its subsidiaries. Copyright © 2006 TruSuccess, Inc. All rights reserved.

Project Summary Potential Acquisition target had a $9.5Bn Enterprise value ($7.7Bn Equity and $1.8Bn Net Debt) Valuation was between 30% to 40% lower than other similar competitors despite possessing a higher market share Company’s market share was about 20% at the end of 2004, which was second highest in the industry Top four companies in industry account for nearly 75% of total market share Project objectives were to fairly value the company and determine the best options for unlocking that value TruSuccess Advisory

The Acquisition Target’s Five-Year Financial Performance * *Company went to the current LOB format at the start of the 2001 fiscal year Source: 2003 Annual Report TruSuccess Advisory

The Acquisition Target’s Five-Year Financial Performance, contd. TruSuccess Advisory

Current Stock Price Valuation Market Valuation As at December 31, 2003 the Acquisition Target’s shares closed at: $31.19 per ADR on the New York Stock Exchange1 £8.54 per share on the London Stock Exchange This represented a market cap of $7.68Bn With total Debt of $1.8Bn this resulted in an Enterprise Value of $9.5Bn Competitor Market Valuation In contrast, its major US and European competitors had the following valuations (market shares in parentheses) Competitor 1 - $17.6B in Market Cap & $20.2B in Enterprise Value (23%) Competitor 2 - $12.3B in Market Cap & $15.0B in Enterprise Value (18%) Competitor 3 - $11.9B in Market Cap & $14.1B in Enterprise Value (13%) Competitor 4 - $1.6B in Market Cap & $2.3B in Enterprise Value (6%) Competitor 5 - $6.2B in Market Cap & $10.3B in Enterprise Value (14%) Industrial gases represent 46% of Sales and 76% of EBITDA 1 1 ADR on the NYSE is equivalent to 2 shares on the LSE TruSuccess Advisory

Company’s Underlying Valuation suggests that the equity markets were discounting its growth opportunities DCF Valuation (assuming no future growth opportunities) Target’s Implied Equity Value US$MM $8,416 Implied US$ Stock Price $33.66 Implied GBP Stock Price £10.52 DCF Valuation (assuming future growth opportunities) $12,163 $48.65 £15.20 The Comps used in the analysis include the four top competitors Assumptions used in the DCF model Acquisition Target’s calculated WACC used was 7% Future growth rate of Free Cash Flows used is 3.5% Exchange rates are: GBP £1= US $1.60 TruSuccess Advisory

Acquisition Target’s Strategies for Delivering Enhanced & Sustainable Growth TruSuccess Advisory

Growth-oriented strategies to unlock the pent-up value of the target company Short-term Initiatives (1-2 years) Reduce head count to match the numbers of major competitors Announcement should be visible to the financial marketplace Revisit the conservative corporate culture, and manner of evaluating capital investments Involves reducing the layers of overhead costs embedded in financial evaluation methodologies Aggressively go after the remaining ‘captive’ industrial gases schemes globally Medium-term Initiatives (3-5 years) Merge with or acquire a competitor, most likely Competitor 5 Acquire an air purification/ air filtration company, engaged in consumer-based marketing Acquire an energy trading company to help reduce energy exposure Long-term Initiatives (5+ years) Position the company in the Renewable Energy sector, notably in Hydrogen fuel cells Potentially partner with a major automobile manufacturer on this initiative TruSuccess Advisory

Short-Term Growth Strategies Reducing Employee Overhead Costs Total Employee Base was 44,507 at Sept. 30, 2003 46,280 at Sept. 30, 2002 43,171 at Sept. 30, 2001 Employees were geographical distributed as follows: Americas 7,451 Asia/Pacific 7,565 Africa 17,138 Europe 12,353 Engineering employee cuts in Africa & Europe especially should help reduce overheads Could consider business divestitures in each region and a reduction in headcount through rationalizations Cuts in the Americas & Asia appear unlikely since they employ 34% of work force, but are the major sources of revenues (60%) and profits (50%) TruSuccess Advisory

Medium-Term Growth Strategies Pursue possible M&A partners Likely synergies exist between an Acquisition Target & Competitor 5 combination Opportunity for Acquisition Target to expand into continental and eastern Europe Enhanced value through Competitor 5’s engineering business Competitor 5’s current valuation appears low, and ripe for a strategic acquisition Position the company in the Air purification business via a major acquisition Expected to be a significant market in the future as regulatory influences and health concerns force investments in cleaner airs for personal and commercial parties Acquire an influential player in the energy trading business Should help to reduce Acquisition Target’s significant power exposure Could also serve as a platform for a stable profit contributor in this deregulated sector TruSuccess Advisory

Long-Term Growth Strategies Reposition the company as a Renewable Energy Player Enter the Renewable Energy market Via a series of key strategic acquisitions in hydrogen fuel cells entities Commit a significant portion of R&D budget to hydrogen fuel cells research Consider alternative sources of renewable energy, such as Water and Wind TruSuccess Advisory

Back-up Slides Acquisition Target Overview & Valuation TruSuccess Advisory

Tracking Stock Prices - Feb. 6, 2004 U.S. Stock Prices (Market Cap) Acquisition Target = $33.38 ($8.22 BN) Competitor 2 = $35.85 ($11.66 BN) Competitor 3 = $49.76 ($11.31 BN) European Stock Prices (Exch. Rates) Acquisition Target = £8.86 (£1=$1.8476) Competitor 1 = €134.30 (€1=$1.2706) Competitor 5 = €43.37 (€1=$1.2706) Comps Dividend Yields Acquisition Target = 4.25% (3.4% U.S. equiv) Competitor 1 = 2.4% Competitor 2 = 1.7% Competitor 3 = 1.9% Competitor 5 = 2.6% TruSuccess Advisory