Exhibit 99(c)(2)

JUNE 29, 2009

Project Frequency

PRESENTATION TO THE SPECIAL COMMITTEE

STRICTLY PRIVATE AND CONFIDENTIAL

Table of Contents

1 Executive Summary

2 Review of Strategic Alternatives

3 Financial Analysis

4 Appendix

A Frequency Potential Buyer Profiles B Overview of Current Market Conditions C Frequency Overview D Selected Transactions E WACC Calculation

PRESENTATION TO THE SPECIAL COMMITTEE / JUNE 29, 2009

1 Executive Summary

PRESENTATION TO THE SPECIAL COMMITTEE / JUNE 29, 2009

1

Executive Summary

Executive Summary: The Situation to Date

On May 20, 2009, Frequency (“Frequency” or the “Company”) received an unsolicited initial non-binding indication of interest by Saunders Acquisition Corporation (“Saunders”) for an all cash acquisition of $2.35 per share

Saunders is comprised of President and CEO Barry Lipsky; Chief Financial Officer Frank Musto; Chief Operating Officer Toshihide Hokari; Chairman of the Board Howard Morgan; Director James Simons; a Bermuda investment company owned by a trust established by James Simons, Shining Sea Ltd.; and an investor, Marcy Lewis

Frequency’s Board of Directors formed a Special Committee (the “Committee”) to consider the merits of the indication of interest and engaged Oppenheimer & Co. (“Oppenheimer”) to act as its financial advisor

Oppenheimer is evaluating Saunders’ offer

Oppenheimer contacted each party that either previously submitted an indication of interest or expressed a desire to acquire the Company and informed them of our role as financial advisor in evaluating their respective proposals

Oppenheimer conducted an analysis of Frequency’s financial and operational performance

On June 12, 2009, Oppenheimer’s investment banking team met with Frequency’s management in Burlington, New Jersey for an initial information gathering session

On June 19, 2009, Oppenheimer and Frequency’s management held an additional due diligence conference call

Reviewed historical audited financial statements and a draft of the fiscal year 2009 10K

Reviewed financial forecasts, budgets, and estimates provided by Frequency’s management

Reviewed publicly available data on Frequency’s industry including information on its competitors

Reviewed other financial, operational and competitive data as provided by Frequency’s management

Oppenheimer will discuss its findings with respect to Frequency

An assessment of current M&A, credit and industry market conditions and their implications for Frequency

A review of Frequency’s business performance and impact to bid conditions

Frequency’s strategic alternatives

PRESENTATION TO THE SPECIAL COMMITTEE / JUNE 29, 2009

2

Executive Summary

Executive Summary: Considerations for the Special Committee

Current Market

Conditions

Capital markets and general economic conditions remain extremely challenging

Equity market valuations are down significantly, making multiples -based valuations less favorable than historical levels

Frequency’s stock price over the last 2 years is down approximately 58%1, as compared to the Russell Small Cap Index and its immediate peer group declining 39% and 43%, respectively

Credit markets remain substantially frozen, making debt financing for potential acquirors limited and expensive

Lack of debt financing is a major obstacle for new acquisitions despite lower valuations

– As a result, M&A activity has fallen dramatically in the last two years, with many of the transactions being marketed as a result of distressed or “forced” sellers

Frequency

Management forecasts a steady recovery in 2009 with additional upside potential in subsequent years

Current cash position remains strong

Financial projections underscore growth and improvement in the overall business The Committee should weigh this potential value against other issues facing the Company:

Execution risk – Management’s previous growth plans have not been achieved

Market risk – the economy and capital markets may continue to be challenging making execution of the business plan or future M&A more difficult

Competitive risk – Frequency’s products face competitive threats from Internet -based content and other multi-function handheld devices

1 Stock price performance measured from the two years prior to the May 29, 2009 13D filing. PRESENTATION TO THE SPECIAL COMMITTEE / JUNE 29, 2009

3

Executive Summary

Executive Summary: Potential Buyer Update

Interested Party Summary History Feedback/Update

Saunders Submitted an unsolicited initial non-binding indication of Frequency’s Board of Directors has formed a Special

interest for an all cash acquisition of $2.35 per share on Committee to evaluate the offer

May 20, 2009

AUA—Goya Family Office Contacted the Company in late May 2009 Originally approached the Company based on valuation

Steve Hardek Exchanged draft non-disclosures with the Company Passive investors—they do not have or bring

Ended conversations with the Company after the management

Saunders announcement Would participate in a deal, but only with existing

management

If approached by Saunders, he would consider

partnering

PerAspera Holdings Contacted the Company in early 2009 regarding a Still interested in acquiring 100% of the stock

Ogden Hammond potential acquisition of 100% of the Company’s stock Understands the special committee process and would

Made a formal indication of interest for $2.00—$2.50 per like a process timetable when available

share in cash on March 20, 2009 Needs additional due diligence information

The indication was revised on March 25th and 26th to Stated he has the ability to finance the transaction and

state they would not have a financing contingency in the can potentially offer a higher price

offer

Signed a non-disclosure with the Company

Sent a letter on June 1, 2009 expressing their concern

with conflicts with Saunders and further information

requests

Mike Strange Contacted the Company with an indication of interest after Working with an investor group that is currently

seeing the Saunders announcement analyzing the public information

The investor group will decide if they should move

ahead the week of June 29th

Would like a process timetable when available

Ectaco Contacted the Company in the summer of 2008 about Would still like to proceed with the transaction

Represented by Milbank Roy acquiring a substantial portion of the Company’s assets Unsure if they can justify a $2.35 per share offer without

Pierre-Georges Roy/Maurice Signed a non-disclosure with the Company more information

Watkins Ectaco had numerous meetings and calls with Will not be able to compete, nor do they want to

management compete for the Company against James Simons

Received significant due diligence information Would like a process timetable when available

Made formal indications of interest on September 10,

2008 with revisions on October 3rd and December 2nd

Spoke with Howard Morgan in January 2009 and verbally

revised their offer to $2.15 in cash per share for 100% of

the shares outstanding

Howard Morgan verbally replied indicating the need for a

higher offer

Provided letters indicating they have the financing in

March 2009

Non disclosure agreement ended in March 2009

PRESENTATION TO THE SPECIAL COMMITTEE / JUNE 29, 2009

4

Executive Summary

Saunders Current Proposal

($ in millions, except per share data)

Management has the ability to draw down an additional $900K on the revolver without impacting peak working capital needs

Maximizing the draw down on the revolver provides Management with the ability to increase the purchase price by 10 cents per share

Trading Information

Frequency

Enterprise Value Current @ Deal

Share Price 6/26/2009 $2.15 $2.35

Fully Diluted Shares 8.6 8.7

Equity Market Value $18.5 $20.3

Plus: Debt, Preferred & MI 0.0 0.0

Less: Cash (12.0) (12.0)

Enterprise Value $6.5 $8.3

Multiple Analysis

LTM Revenue 0.1x 0.2x

LTM Adjusted EBITDA 1.9 2.4

2010 E EBITDA 1.8 2.3

2011 E EBITDA 1.2 1.5

Sources and Uses

Sources of Funds Amount Rate Percent

Bank Revolver (1) $0.6 LIBOR + 100 2.6%

Balance Sheet Cash 12.0 2.0% 55.0%

Management Roll—over 9.2 42.3%

Total Sources of Funds $21.8 100.0%

Uses of Funds

Purchase of Frequency Common Equity $20.3 93.1%

Transaction Costs 1.5 18.0% 6.9%

Total Uses of Funds $21.8 100.0%

1 Assumes removal of cash collateralized restriction on revolver per Management’s guidance.

PRESENTATION TO THE SPECIAL COMMITTEE / JUNE 29, 2009

5

2 Review of Strategic Alternatives

PRESENTATION TO THE SPECIAL COMMITTEE / JUNE 29, 2009

6

Review of Strategic Alternatives

Considerations as a Public Company

In addition to the financial aspect of a transaction, Oppenheimer would like to discuss with the Special Committee of Frequency the following:

Aspects of continuing to operate as a public company in the current economic climate

– Limited liquidity in Frequency shares

The Company has an average daily float under 6,500 shares, translating to a daily trading value of less than $14,000.

Attracting new investors to the story or allowing existing investors to achieve liquidity through the open market is extremely challenging.

Over 40% of the shares are held by insiders – add the top three institutional holders and it is over 60%

– Due to limited liquidity and recent financial performance, positive news and performance may not necessarily be reflected in the stock price

– Access to capital is limited, especially with the value of the public equity

– The recent economic slowdown has dramatically impacted the Company’s performance exacerbating the economic and time burdens of being public

Public company costs, including attorneys, auditors, Board fees, public D&O insurance, filing fees, Sarbanes -Oxley compliance, etc. add up to over $800,000 annually

– Financial transparency could hurt the Company’s reputation with customers and suppliers if the business does not improve

Business trends as discussed with Frequency Management

– Increasing usage of the Internet is replacing the functionality of the Company’s products

– Proliferation of wireless PDAs are marginalizing the products

Consumers desire one device for everything

– Innovation doesn’t allow for price increases

– Business growth is moving globally

PRESENTATION TO THE SPECIAL COMMITTEE / JUNE 29, 2009

7

Review of Strategic Alternatives

Strategic Alternatives

Sale of the Company

Maintain Current Operations

Sale to Existing Bidders Solicit Third Party Bidder

Plan Remain public company Solicit new/revised bids from recent Determine best process for Frequency

Maintain organic growth initiatives interested parties

Pros Eliminates current lawsuits Frequency isn’t forced to sell at this Frequency isn’t forced to sell at this

Most conservative choice point in time point in time

Gives shareholders potential for Shortest process with lowest risk of Obtains best valuation for Frequency

“upside” in the long-term by closing at this point in time

capitalizing on the current plan Interested parties are already Decreases litigation issue

informed Allows shareholders to monetize

Allows shareholders to monetize investment

investment As a small public company, access to

As a small public company, access to capital is tightening

capital is tightening Eliminates public profile

Eliminates public profile

Cons Continued trend of increasing public May not obtain the highest valuation Limited number of logical suitors

company expenses, especially for Frequency Management’s conflict of interest

relative to current market

capitalization Litigation Time and commitment of

Many long-term shareholders are in management to market and sell the

Near-term declining business loss positions business

prospects

Capital markets recovery Potential for continued slide in

Stock volatility and liquidity issues financial performance during the sale

remain process

Equity markets may continue to slide Capital markets recovery

Financial transparency could be Greater closing risk

detrimental with customers and

suppliers

Long-term liquidity still a concern

PRESENTATION TO THE SPECIAL COMMITTEE / JUNE 29, 2009

8

Review of Strategic Alternatives

Potential Buyers Matrix

Electronics

Tier Education / Entertainment Media / Other Financial Buyers

U.S. International

1 ECTACO Group Sense Intl. LeapFrog Enterprises AUA LLC (Goya)

Royal Consumer Info IDT International VTech Holdings ComVest Partners

Lexibook Holdings Harbour Group

LLR

PerAspera Holdings

Mike Strange

Trivest Partners

Versa Capital

2 Encyclopedia Britannica

Hasbro

Mattel

Noah Holdings

Unlikely Garmin Casio Pearson

Hewlett Packard Nintendo Scholastic

Logitech Sega Sammy Holdings

Palm Seiko Holdings

Sharp

Sony Corporation

Considered and excluded potential buyers:

Apple Canon McGraw-Hill

Audiovox Citizens Holdings Random House

Cobra Hitachi Washington Post

Fischer Scientific LG Electronics

Harman Nam Tai

Lojack Panasonic

Motorola Parrot

Rockford Philips Electronics

SanDisk Pioneer

Texas Instruments Samsung

Sanyo Electric

Siemens AG

Toshiba

Uniden

= Parties that have contacted Frequency.

PRESENTATION TO THE SPECIAL COMMITTEE / JUNE 29, 2009

9

Review of Strategic Alternatives

OpCo would conduct a market check in an expeditious fashion to minimize the disruption to the business and conclude the process in a timely manner

Process Recommendation

OpCo recommends identifying other potential buyers and conducting a market test to uncover additional interested parties while continuing dialogue with existing bidders

Increase options and reduce execution risk

Increase competition among bidders (or perception thereof) to improve negotiating leverage

Validate Saunders’ valuation of the Company

Minimize perception of conflicts of interest

Timing Event Parties

Week of 6/29 OpCo to present and review analysis with Special Committee and OpCo

develop strategy and tactics

Identify and agree on potential bidders to include in market test SC, OpCo

Prepare marketing materials for market test OpCo

Weeks of 7/6 – 7/20 Contact potential bidders and solicit interest level OpCo

Provide diligence materials to interested parties OpCo

Week of 7/20 Prepare draft purchase and sale/merger agreement (“Agreement”) Counsel

Negotiate purchase price SC, OpCo

Week of 7/27 Negotiate Agreement All

Prepare draft HSR notification and report form Company, Counsel

Week of 8/3 Finalize Agreement All

Prepare draft press release SC, OpCo, Counsel

Render fairness opinion OpCo

Board meeting to approve Agreement SC, OpCo, Counsel

Execute Agreement and issue press release SC, Company

File HSR notification and report form Company, Counsel

SC = Special Committee, Company = Frequency, OpCo = Oppenheimer

PRESENTATION TO THE SPECIAL COMMITTEE / JUNE 29, 2009

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3 Financial Analysis

PRESENTATION TO THE SPECIAL COMMITTEE / JUNE 29, 2009

11

Financial Analysis

Financial Assumptions and Considerations

The five-year plan used in our analysis was developed by Frequency’s management team

The plan assumes moderate revenue growth in 2010 with growth accelerating beginning in 2011

Moderate improvement in gross margin forecasted throughout the projected periods

Oppenheimer scrutinized a wide range of companies and industries to determine the appropriate selected companies for our analysis

Reviewed companies with similar characteristics including product offering, distribution channels, size, growth, sales geography and business model

While there are no comps that would be considered a perfect Frequency peer, we’ve identified several companies in similar business lines, as well as other consumer electronics companies for our analysis

Based on these comparable companies, we’ve utilized the average of LTM revenue and EBITDA multiples as the basis for our analysis

The comparable companies have limited research coverage and/or are not projected to be profitable during the projected periods

– As a result, projected revenue, EBITDA and P/E multiples are not relevant metrics

The discounted cash flow analysis was based on management forecasts and includes Oppenheimer’s assumptions for the cost of capital and terminal value

PRESENTATION TO THE SPECIAL COMMITTEE / JUNE 29, 2009

12

Financial Analysis

Financial Summary

($ in millions)

Historical and Projected Income Statement

Actual Estimated Projected

Fiscal Year End 03/31 2008 2009 2010 2011 2012 2013 2014

Sales $60.6 $46.8 $47.7 $52.2 $57.5 $59.8 $62.2

Cost of Goods Sold 28.7 24.0 23.5 26.0 28.7 29.9 31.1

Gross Profit 31.9 22.8 24.2 26.2 28.8 29.9 31.1

SG&A 25.7 23.5 20.6 20.6 20.2 20.6 21.1

EBITDA 6.3 (0.7) 3.6 5.6 8.7 9.3 10.0

Depreciation & Amortization 3.2 3.1 1.7 2.1 2.1 2.1 2.1

EBIT 3.1 (3.8) 1.8 3.5 6.6 7.2 8.0

Interest Expense (Income), net (0.1) 0.4 0.1 0.2 0.2 0.1 0.1

Other Non-Operating Expense 0.4 0.1 0.1 0.0 0.0 0.0 0.0

Pre-Tax Income 2.8 (4.3) 1.7 3.3 6.4 7.1 7.9

Provision for Taxes 0.2 2.8 0.1 0.3 0.4 2.8 3.1

Net Income $2.5 ($7.1) $1.6 $3.0 $6.0 $4.3 $4.8

Budget Comparison

2007 2008 2009

Fiscal Year End 03/31 Actual Budget Difference Actual Budget Difference Actual Budget Difference

Sales $52.2 $62.8 ($10.6) $60.6 $57.6 $3.0 $46.8 $56.6 ($9.8)

Cost of Goods Sold 28.3 32.6 (4.2) 28.7 29.5 (0.9) 24.0 29.2 (5.2)

Gross Profit $23.9 $30.3 ($6.4) $31.9 $28.0 $3.9 $22.8 $27.4 ($4.6)

SG&A 22.9 24.9 (2.0) 25.7 23.2 2.5 23.5 23.8 (0.2)

EBITDA $1.0 $5.4 ($4.4) $6.3 $4.9 $1.4 ($0.7) $3.6 ($4.3)

Depreciation & Amortization 4.3 3.4 0.9 3.2 3.1 0.0 3.1 2.9 0.2

EBIT (3.2) 2.0 (5.2) 3.1 1.7 1.4 (3.8) 0.7 (4.6)

Interest Expense (Income), net (0.2) (0.4) 0.2 (0.1) (0.1) (0.0) 0.4 0.1 0.3

Other Non-Operating Expense 0.1 0.0 0.1 0.4 (0.0) 0.4 0.1 0.0 0.1

Pre-Tax Income (3.1) 2.4 (5.5) 2.8 1.8 1.0 (4.3) 0.6 (4.9)

Provision for Taxes 0.1 0.1 (0.0) 0.2 0.2 0.1 2.8 0.1 2.7

Net Income ($3.2) $2.3 ($5.5) $2.5 $1.7 $0.9 ($7.1) $0.5 ($7.7)

Source: Frequency management and public filings.

PRESENTATION TO THE SPECIAL COMMITTEE / JUNE 29, 2009

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Financial Analysis

EBITDA Adjustments

($ in millions)

Fiscal Year 2009 Income Statement with EBITDA Adjustments

Sales $46,025

Revenue (Nuance-Actual & Seiko Last Year) 750

46,775

Cost of Sales 23,959

Gross Margin 22,816

Sales and Marketing 15,169

Research and Development 4,371

General and Administration 7,093

Severance

Total Operating Expenses 26,633

Operating Income (Loss) (3,817)

Interest Expense, Net 369

Other, Net 103

Incomet Before Income Tax (4,289)

Income Tax Provision (Benefit) 2,839

Net Income (Loss) ($7,128)

One time charges:

Severance $1,139

Rolodex Impairment 386

Deferred Tax Adjustment 2,700

Kreutzfeldt Write-off 721

Embedded Linguistic Solutions Write-off 36

Subtotal 4,982

Interest/Investment Loss 370

Depreciation and Amortization 2,717

Taxes 139

Subtotal 3,226

Anticipated Savings RIF 2,357

Adjusted EBITDA $3,437

Source: Frequency management.

PRESENTATION TO THE SPECIAL COMMITTEE / JUNE 29, 2009

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Financial Analysis

Preliminary Financial Analysis

Implied Per Share Equity Value Reference Ranges

Selected Companies (1)

Discounted Cash Flow Analysis (2)

Premiums Paid Analysis (3)

52 Week Trading Range

$0.00 $1.00 $2.00 $3.00 $4.00 $5.00

$2.56

$2.95

$4.00

$4.67

$1.01

[Graphic Appears Here]

$0.56

$2.16

Current Price $2.15

Offer Price $2.35

1 Based on +/- 15.0% of the median multiples in the selected companies analysis.

2 Assumes WACC of 18 – 20% and an EBITDA exit multiple of 3.3x – 4.5x.

3 Based on US transactions between 2006 – 2009 and deal values between $5 – $100 million. Transaction types exclude restructurings, repurchases, recapitalizations, tender offers, spin offs and split offs. Transactions exclude exchange traded funds, financial service firms, insurance companies and government related companies.

PRESENTATION TO THE SPECIAL COMMITTEE / JUNE 29, 2009

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Financial Analysis

Preliminary Financial Analysis Detail

($ in millions, except per share data)

Selected Companies Analysis

Financial Multiple Range (1) Enterprise Value Equity Value Per Share Amount

Statistic Low High Low High Low High Low High

LTM Revenue $46.8 0.2x 0.3x $9.1 $12.4 $21.2 $24.4 $2.44 $2.79

LTM Adjusted EBITDA (2) 3.4 3.3 4.5 11.4 15.4 23.4 27.4 2.68 3.11

Implied Reference Range $2.56 $2.95

Discounted Cash Flow Analysis

Discount Rate EBITDA Exit Multiple Equity Value Per Share Value

Low High Low High Low High Low High

Assumptions 18.0% 20.0% 3.3x 4.5x $36.2 $43.2 $4.00 $4.67

1 Based on +/- 15.0% of the median multiples in the selected companies analysis.

2 Includes adjustments for one time charges and pro forma for anticipated savings from work force reductions.

PRESENTATION TO THE SPECIAL COMMITTEE / JUNE 29, 2009

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Financial Analysis

Selected Publicly Traded Companies

(Figures in millions, except per share data)

Current

LTM price 52 week Market Enter. LTM LTM EV/ LTM EV/ LTM

Company Period 6/26/09 low — high value value Revenue EBITDA Revenue EBITDA

Consumer Electronics—Small Cap

Audiovox Corp. 2/28/2009 $6.34 $2.10 —$11.16 $145.2 $76.7 $603.1 ($2.0) 0.1x NM

Cobra Electronics 3/31/2009 $1.18 $0.75 — $3.19 $7.6 $23.1 $115.0 $6.0 0.2x 3.9x

Comarco 4/30/2009 $1.82 $0.54 — $4.29 $13.3 $0.8 $11.7 ($10.9) 0.1x NM

Group Sense International Ltd. 9/30/2008 HKD 0.17 HKD 0.08 —HKD 0.26 HKD 206.0 (HKD 30.7) HKD 805.9 (HKD 40.8) NM NM

IGO, Inc. 3/31/2009 $0.66 $0.49 — $1.32 $21.3 ($6.1) $72.7 $1.1 NM NM

IDT International 9/30/2008 HKD 0.19 HKD 0.09 —HKD 0.32 HKD 462.9 HKD 519.9 HKD 1,974.4 HKD 171.3 0.3x 3.0x

LeapFrog Enterprises 3/31/2009 $2.33 $0.57 —$10.63 $148.8 $63.4 $430.7 ($33.7) 0.1x NM

Lexibook Linguistic Electronic Systems 9/30/2008 € 8.80 € 3.02 —€ 15.00 € 9.7 € 32.4 € 42.3 € 3.5 0.8x 9.3x

Lojack Corp. 3/31/2009 $3.98 $2.53 — $9.77 $71.0 $37.5 $180.4 $12.2 0.2x 3.1x

Rockford Corp. 3/31/2009 $0.24 $0.18 — $1.23 $2.1 $17.4 $64.9 ($3.4) 0.3x NM

Uniden Corp 12/31/2008 ¥292 ¥106 — ¥579 ¥16,902 ¥19,743 ¥52,432 -¥3,969 0.4x NM

VTech Holdings 9/30/2008 HKD 53.00 HKD 18.50—HKD 54.40 HKD 13,015.6 HKD 11,901.9 HKD 12,372.6 HKD 1,879.4 1.0x 6.3x

Mean: 0.3x 5.1x

Median: 0.2x 3.9x

Frequency 3/31/2009 $2.15 $0.56 — $2.24 $18.5 $6.5 $46.8 ($0.7) 0.1x NM

Source: FactSet.

PRESENTATION TO THE SPECIAL COMMITTEE / JUNE 29, 2009

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Financial Analysis

Discounted Cash Flow Analysis

($ in millions, except per share data)

Projected

Fiscal Year End 03/31 6/09—3/10 2011 2012 2013 2014

Revenues $36.8 $52.2 $57.5 $59.8 $62.2

EBITDA 3.1 5.6 8.7 9.3 10.0

Less: Depreciation (0.5) (1.7) (1.7) (1.7) (1.7)

Less: Amortization (0.8) (0.4) (0.4) (0.4) (0.4)

EBIT 1.8 3.5 6.6 7.2 8.0

Less: Income Taxes @ 39.5% (0.7) (1.4) (2.6) (2.9) (3.2)

Unlevered After-Tax Income 1.1 2.1 4.0 4.4 4.8

Plus: Depreciation 0.5 1.7 1.7 1.7 1.7

Plus: Amortization 0.8 0.4 0.4 0.4 0.4

Less: Capital Expenditures (1.1) (1.5) (1.5) (1.5) (1.5)

Less: Working Capital Investment 0.4 (0.4) (0.5) (0.2) (0.2)

Free Cash Flow $1.7 $2.3 $4.1 $4.8 $5.2

Terminal Value Based on EBITDA Multiple

Exit Multiple in Year 5 (2014) 3.3 x EBITDA 3.9 x EBITDA 4.5 x EBITDA

18.0% 19.0% 20.0% 18.0% 19.0% 20.0% 18.0% 19.0% 20.0%

Discounted Free Cash Flows 6/09—2014 $10.7 $10.4 $10.1 $10.7 $10.4 $10.1 $10.7 $10.4 $10.1

Discounted Terminal Value 15.2 14.6 14.0 17.9 17.2 16.5 20.5 19.7 19.0

Enterprise Value 25.8 25.0 24.2 28.5 27.5 26.6 31.2 30.1 29.1

Less: Debt, Preferred & Minority Interest @ 03/31/09 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0

Plus: Cash @ 03/31/09 12.0 12.0 12.0 12.0 12.0 12.0 12.0 12.0 12.0

Implied Equity Value $37.9 $37.0 $36.2 $40.5 $39.6 $38.6 $43.2 $42.1 $41.1

Value of NOLs (1) $8.2 $7.7 $7.2 $8.8 $8.2 $7.7 $9.3 $8.7 $8.2

Equity Value Based on EBITDA Multiple

Discount EBITDA Terminal Multiple

Rate 3.3x 3.9x 4.5x

18.0% $4.16 $4.42 $4.67

19.0% 4.08 4.32 4.57

20.0% 4.00 4.24 4.47

1 Present value of impact of NOL carryforwards at Frequency, which will be subject to Sec. 382 limitations in a transaction.

PRESENTATION TO THE SPECIAL COMMITTEE / JUNE 29, 2009

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Financial Analysis

Premiums Paid Overview

Based on US transactions between 2006 – 2009 and deal values between $5 – $100 million

51 transactions total

Premiums Prior to Announcement (%)

1 Day 1 Week 1 Month Average

High 627.2% 380.0% 700.0% 569.1%

75th Percentile 69.4% 77.6% 110.8% 86.0%

Median 41.0% 42.0% 42.0% 41.7%

25th Percentile 8.7% 17.0% 22.9% 16.2%

Low 0.0% 0.0% 0.0% 0.0%

Premiums Paid Analysis

Share Range (2) Share Value

Price Low High Low High

1 Day Prior (3) $1.00 8.7% 69.4% $1.09 $1.69

1 Week Prior (3) 1.08 17.0% 77.6% 1.26 1.92

1 Month Prior (3) 0.82 22.9% 110.8% 1.01 1.73

Implied Reference Range $1.01 $1.92

1 Transaction types exclude restructurings, repurchases, recapitalizations, tender offers, spin offs and split offs. Transactions exclude exchange traded funds, financial service firms, insurance companies and government related companies.

2 Range represents 25th to 75th percentile of transaction premiums.

3 Base on closing stock prices prior to May 29, 2009.

PRESENTATION TO THE SPECIAL COMMITTEE / JUNE 29, 2009

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4 Appendix

PRESENTATION TO THE SPECIAL COMMITTEE / JUNE 29, 2009

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A Frequency Potential Buyer Profiles

PRESENTATION TO THE SPECIAL COMMITTEE / JUNE 29, 2009

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Frequency Potential Buyer Profiles

Casio Computer Co. Ltd. (Tokyo, Japan)

Business Description Relevant Segment Financial Info (US$ mm) Revenue by Segment

Manufactures and markets consumer Consumer Electronics Mkt. Cap(1) 2,507.8 Consumer Electronics: 31.0%

products. The company operates in two TEV(1) 2,668.8 Mobile Network Solutions: 22.5%

segments, Electronics, and Electronic Sales 5,819.1 Timepieces: 11.7%

Components and Others. The

Electronics segment includes electronic EBITDA 564.2

calculators, label printers, electronic Acquisition Activity Rationale/Comments

dictionaries, digital cameras, electronic

musical instruments, digital watches, Few recent acquisitions Electronics segment has product overlap with

analog watches, clocks, cellular phones, Frequency

handy terminals, electronic cash Cost and distribution synergies

registers, office computers, page Not historically acquisitive

printers, and data projectors. The

Electronic Components and Others Has the financial wherewithal

segment offers LCDs, bump processing

consignments, TCP assembly and

processing consignments, carrier tape,

factory automation products, molds, and

toys. The company operates in North

America, Europe, and Asia. The

Company was founded in 1957

ECTACO, Inc. (Long Island City, NY)

Business Description Relevant Segment Financial Info (US$ mm) Revenue by Segment

Develops, manufactures, and distributes Significant business Mkt. Cap NA

handheld electronic dictionaries and overlap with Frequency TEV

translators, and translation software to Private

Sales

consumer and government markets. It

provides talking electronic dictionaries, EBITDA

non-talking electronic dictionaries, travel Acquisition Activity Rationale/Comments

electronic phrase books and

dictionaries, speech-to-speech NA Significant product overlap with Frequency

electronic interpreters, and PDA Appears to have a greater focus on

electronic dictionaries, as well as text translation technology (they also offer

scanners, sunglasses, accessories, and translation software) as a % of overall

bibles. It provides its products through a business

network of dealers and its sales offices Higher price point product line

in the United States and internationally.

ECTACO, Inc. was founded in 1990 Sold through network of dealers and

catalog/internet

Global distribution

Privately held – no sponsor investment

1 As of 6/25/09, converted to USD from yen using current spot rate. PRESENTATION TO THE SPECIAL COMMITTEE / JUNE 29, 2009

22

Frequency Potential Buyer Profiles

Encyclopedia Britannica (Chicago, IL / Luxemberg)

Business Description Relevant Segment Financial Info (US$ mm) Revenue by Segment

Provides learning and knowledge products Significant content Mkt. Cap NA in print and online in various categories provider to Frequency TEV such as literature, history, philosophy, and Sales Private science; search and directory site that EBITDA offers news, magazines, online tools, and dictionary and thesaurus. The company Acquisition Activity Rationale/Comments also provides disc-based encyclopedias in the English language; and NLT, which Acquired Merriam -Webster Owns Merriam -Webster enables users to understand information in English, as well as access, understand, Provides content to Frequency

May be viewed by Encyclopedia Britannica search, and process information in other as a means (or alternative medium) by which languages. Encyclopædia Britannica offers they could ‘push’ out more of its content its products through a network of distributors. The company was founded in Privately owned by Safra, a 1768. European/Lebanese private banking family

US headquarters in Chicago, IL

Garmin Ltd. (Cayman Islands)

Business Description Relevant Segment Financial Info (US$ mm) Revenue by Segment

Designs, develops, manufactures, and Potential manufacturing Mkt. Cap(1) 4,556.6 Aviation – 9.3% markets GPS enabled products and other synergies with all business TEV(1) 3,618.5 Outdoor/Fitness – 12.2% navigation, communication, and information segments

Sales 3,267.0 Marine – 5.9% products worldwide. Garmin’s non-aviation EBITDA 829.7 Auto/Mobile – 72.6% products and consumer products are sold through independent dealers and distributors, and panel-mount aviation Acquisition Activity Rationale/Comments products are sold through aviation distributors worldwide. It has a strategic Historically acquisitive Common distribution channels – big box alliance with ASUSTeK Computer Inc. to retail design, manufacture, and distribute co-branded location -centric mobile phones Distributes globally

Both focus on handheld electronic devices providing alternative to paper based resources

Potential cost and distribution synergies

Both utilize 3rd party content (satellite services or other mapping content similar to FEP’s Merriam Webster and Encyclopedia Britannica)

Has the financial wherewithal

1 As of 6/25/09 close.

PRESENTATION TO THE SPECIAL COMMITTEE / JUNE 29, 2009

23

Frequency Potential Buyer Profiles

Group Sense International Ltd. (Hong Kong, China)

Business Description Relevant Segment Financial Info (US$ mm) Revenue by Segment

Engages in the design, manufacture, Electric Handheld Mkt. Cap(1) 26.6 Electric Handheld Products –

sale, and trading of a range of electronic Products TEV(1) 64.0%

-4.0

handheld products, as well as original Sales Original Design Manufacturing

design manufacturing products. It offers 104.0 Products – 36%

electronic dictionaries, smartphones, EBITDA -5.3

personal digital assistants, electronic Acquisition Activity Rationale/Comments

organizers, and handheld email devices.

In addition, the company involves in the Few recent acquisitions 2/3 of business is in consumer electronic

provision of subcontracting services for handheld devices including GPS and phones

electronic products; and property holding Significant opportunity for top line synergies

operations. Group Sense (International) as most of GSLs sales are in Asia (less than

sells its products primarily in Hong Kong, 6% of sales out of N Amer and less than 2%

Mainland China, and other Asian out of Europe)

countries; North America; Europe; and Vertically integrated with in-house

the Middle East. The company was manufacturing facilities

founded in 1988

Financial wherewithal questionable – has

cash on hand, but not currently cash flow

positive

Hasbro Inc. (Pawtucket, RI)

Business Description Relevant Segment Financial Info (US$ mm) Revenue by Segment

Designs, manufactures, and markets of Playskool handheld Mkt. Cap(2) 3,412.0 NA

games and toys. The company electronic learning devices TEV(2) 3,577.0

principally provides children’s and family Sales 3,938.6

leisure time and entertainment products

and services. It offers various games, EBITDA 641.8

including traditional board, card, hand- Acquisition Activity Rationale/Comments

held electronic, trading card, role playing,

and DVD games, as well as electronic Historically acquisitive Adjacent product verticals

learning aids and puzzles. The company Game / toy focus to children vs Frequency’s

was founded in 1923 handheld resources for young adults and

adults

Some overlapping distribution channels

Potential cost synergies

Financial wherewithal

1 As of 6/25/09 close, converted to USD from HKD using current spot rate.

2 As of 6/25/09 close.

PRESENTATION TO THE SPECIAL COMMITTEE / JUNE 29, 2009

24

Frequency Potential Buyer Profiles

Hewlett -Packard Company (Palo Alto, CA)

Business Description Relevant Segment Financial Info (US$ mm) Revenue by Segment

Provides a range of products, Personal Systems Group Mkt. Cap(1) 90,964.3 Personal Systems Group – 35.2%

technologies, software, solutions, and TEV(1) 96,728.3 Technologies Solutions – 37.3%

services worldwide. Major business Sales 117,786.0 Imaging and Printing – 24.5%

segments include: Enterprise Storage

and Servers which offers segment offers EBITDA 14,925.0

storage and server products, HP Acquisition Activity Rationale/Comments

Services which provides a portfolio of

multi vendor IT services, HP Software Historically acquisitive While they maintain a focus on “value add”

which provides enterprise IT calculators – this is their only handheld device

management software, information Although Personal Systems Group accounts for

management and business intelligence a significant portions of sales, the vast majority

solutions, Personal Systems Group comes from personal computers and other

segment offers a line of personal technology services and solutions

computers, calculators and handheld Has the financial wherewithal

electronics, Imaging and Printing Group

which provides consumer and

commercial printer hardware, and

supplies and HP Financial Services.

Hewlett-Packard was founded in 1939

IDT International (Hong Kong, China)

Business Description Relevant Segment Financial Info (US$ mm) Revenue by Segment

Designs, develops, manufactures, Electronic learning Mkt. Cap(2) 59.7 Electronic learning products –

markets, and sells of consumer products TEV(2) 68.0 36.6%

electronic products worldwide. LCD Telecommunications – 18.5%

consumer electronic products, Sales 254.8

EBITDA 15.2 LCD products – 44.7%

healthcare and sports products,

telecommunications products, digital Acquisition Activity Rationale/Comments

media products and electronic learning

products. The company was founded in Few recent acquisitions Owns Oregon Scientific, a widely recognized

1977 brand of desktop weather displays

Electronic Learning Products is one of three

operating segments – license 3rd party

content for learning devices

Vertically integrated with in-house

manufacturing

Has the financial wherewithal

1 As of 6/25/09 close.

2 As of 6/25/09, converted to USD from HKD using current spot rate. PRESENTATION TO THE SPECIAL COMMITTEE / JUNE 29, 2009

25

Frequency Potential Buyer Profiles

LeapFrog Enterprises Inc. (Emeryville, CA)

Business Description Relevant Segment Financial Info (US$ mm) Revenue by Segment

Provides technology-based educational NA Mkt. Cap(1) 141.7 NA

platforms worldwide. Products include: TEV(1) 56.4

reading solutions and educational Sales 430.7

gaming products. It sells its products

directly to national and regional mass- EBITDA -33.7

market and specialty retailers; and other Acquisition Activity Rationale/Comments

retail stores and school-related

distributors and resellers through a Not historically acquisitive Dedicated product line of learning centric

combination of sales representatives, as handheld electronic devices focused on

well as through online store and other children

Internet-based channels. The company

was founded in 1995 Stated desire to make a strategic acquisition

—$80+mm in cash on Balance Sheet

Lexibook Linguistic Electronic Systems SA (Courtaboeuf, France)

Business Description Relevant Segment Financial Info (US$ mm) Revenue by Segment

Distributes and produces electronic NA Mkt. Cap(2) 13.5 NA

educational games, pocket electronic TEV(2) 45.0

dictionaries, translators, diaries and Sales 58.8

calculators. The company purchases

semi-finished products from Asian EBITDA 8.7

manufacturers and sells them under its

own brand, Lexibook. Products are

mainly sold to hypermarkets, but also to

retailers, wholesalers and mail-order Acquisition Activity Rationale/Comments

companies NA Similar product verticals

Merger would provide significant distribution

synergies between the US and Europe

Currently Lexibook is highly levered, but may

have access to additional capital through

existing investors

1 As of 6/25/09 close.

2 As of 6/25/09, converted to USD from EUR using current spot rate. PRESENTATION TO THE SPECIAL COMMITTEE / JUNE 29, 2009

26

Frequency Potential Buyer Profiles

Logitech International SA (Apples, Switzerland)

Business Description Relevant Segment Financial Info (US$ mm) Revenue by Segment

Designs, manufactures, and markets All business segments Mkt. Cap(1) 2,404.1 NA

peripherals for personal computers and focus on consumer TEV(1) 1,909.7

other digital platforms globally. The electronic accessories Sales 2,208.8

Company also provides wireless music

solutions for home, remote controls for EBITDA 183.4

home entertainment systems, and PC- Acquisition Activity Rationale/Comments

based video security systems for home

or small business. Logitech International Historically acquisitive Focused solely on consumer electronic

S.A. was founded in 1981 accessories

Top line synergies

Potential cost and distribution synergies

Financial wherewithal – significant amount of

cash on balance sheet

Mattel Inc. (EI Segundo, CA)

Business Description Relevant Segment Financial Info (US$ mm) Revenue by Segment

Designs, manufactures, and markets Fisher Price Mkt. Cap(1) 5,772.4 Mattel Girls & Boys – 24.3%

various toy products worldwide. TEV(1) 6,267.5 Fisher Price Brands – 21.9%

Products include fashion dolls and Sales 5,784.3 American Girl – 7.8%

accessories, vehicles and playsets, and

games and puzzles. It sells its products EBITDA 764.9 International – 53.5%

to retailers, including discount and free- Acquisition Activity Rationale/Comments

standing toy stores, chain stores,

department stores, and other retail Historically acquisitive Potential cost synergies with the handheld

outlets; wholesalers; and distribution games manufactured under the Fisher Price

centers. The company also markets its brand name

products directly, as well as through its Game / toy focus to children vs Frequency’s

Web site, and agents and distributors handheld resources for young adults and

adults

Potential cost and distribution synergies

Has the financial wherewithal

1 As of 6/25/09 close.

PRESENTATION TO THE SPECIAL COMMITTEE / JUNE 29, 2009

27

Frequency Potential Buyer Profiles

Nam Tai Electronics, Inc. (Shenzhen, China)

Business Description Relevant Segment Financial Info (US$ mm) Revenue by Segment

Provides electronics manufacturing and NA Mkt. Cap(1) 199.4 NA

design services to the TEV(1) 24.4

telecommunications and consumer Sales 577.9

electronic products original equipment

manufacturers. The Company operates EBITDA 36.4

under the following business segments: Acquisition Activity Rationale/Comments

Consumer Electronic and

Communication Products which Historically acquisitive Primarily focused on manufacturing, unlikely

manufactures mobile phone they would want to own a products company as

accessories; Telecommunication they would not want to compete against their

Component Assembly which provides own customers

subassemblies and components; LCD Nam-Tai’s stated investment strategy – Invest

Products segment manufactures LCD strategically in key technology partners – “We

products for watches and medical have made and will continue to make strategic

instruments. The company was founded investments in targeted and existing customers

in 1975 and providers of critical component

technologies. We believe that such investments

foster new or enhance existing customer and

supplier relationships.”

Nintendo Co. Ltd. (Kyoto, Japan)

Business Description Relevant Segment Financial Info (US$ mm) Revenue by Segment

Develops interactive entertainment NA Mkt. Cap(1) 34,274.3 NA

products worldwide. It manufactures and TEV(1) 21,609.5

markets hardware and software for its Sales 19,084.7

home video game systems, including

Nintendo GameCube and the Game Boy EBITDA 5,8550.2

series. The company’s entertainment Acquisition Activity Rationale/Comments

products include `Nintendo DS’, a

handheld gaming device with a touch Few recent acquisitions Primary focus on gaming (electronic handheld

screen and microphone port that and internet)

enables intuitive game play; `Nintendo

Wi-Fi Connection’, a wireless Internet

service for the `Nintendo DS’. Nintendo

was founded in 1889. It was formerly

known as Marufuku Co., Ltd. and

changed its name to Nintendo Playing

Card Co., Ltd. in 1951; and to Nintendo

Co., Ltd. in 1963

1 As of 6/25/09 close.

PRESENTATION TO THE SPECIAL COMMITTEE / JUNE 29, 2009

28

Frequency Potential Buyer Profiles

Noah Education Holdings, Ltd. (Shenzhen, China)

Business Description Relevant Segment Financial Info (US$ mm) Revenue by Segment

Development, marketing, and NA Mkt. Cap(2) 151.5 NA

distribution of interactive education TEV(2) 28.3

content in the People’s Republic of Sales 94.8

China. The company offers interactive,

multimedia learning materials primarily EBITDA 9.1

to complement prescribed textbooks Acquisition Activity Rationale/Comments

used in China’s primary and secondary

school curriculum covering subjects. It Few recent acquisitions The Company derives a small portion of

delivers its content primarily through revenue from interactive electronic

handheld digital learning devices, into dictionaries, or e-dictionaries.

which its content is embedded or

subsequently downloaded at

approximately 8,500 points of sale,

approximately 2,000 download centers,

or through its Web site noahedu.com

Palm, Inc. (Sunnyvale, CA)

Business Description Relevant Segment Financial Info (US$ mm) Revenue by Segment

Provides mobile products for individual NA Mkt. Cap(2) 1,932.5 NA

users and business customers TEV(2) 2,449.6

worldwide. Its mobile products include Sales 945.3

smartphones and handheld computers,

which provide various business EBITDA -190.2

productivity tools, and personal and

entertainment applications. The Acquisition Activity Rationale/Comments

company, formerly known as palmOne,

Inc., was founded in 1992 and is Few recent acquisitions Palm is based solely around handheld devices

headquartered in Sunnyvale, California.

Palm, Inc. (NasdaqNM:PALM) operates May be a bit far a field

independently of 3Com Corporation, as

of July 27, 2000

1 As of 6/25/09 close.

2 As of 6/25/09 close.

PRESENTATION TO THE SPECIAL COMMITTEE / JUNE 29, 2009

29

Frequency Potential Buyer Profiles

Pearson plc (London, United Kingdom)

Business Description Relevant Segment Financial Info (US$ mm) Revenue by Segment

Engages in education, business NA Mkt. Cap(1) 8,113.3 NA

information, and consumer publishing TEV(1)

11,248.1

businesses worldwide. The company Sales

operates in three groups: Pearson 7,945.8

EBITDA

Education, Financial Times, and 1,843.1

Penguin. The Pearson Education group

provides educational materials, Acquisition Activity Rationale/Comments

technologies, assessments, and related Historically acquisitive Frequency may provide an additional medium

services to teachers and students.

Financial Times group provides financial to distribute its owned content

news, data, comments, and analysis in Has the financial wherewithal

print and online formats. The Penguin

group publishes approximately 4,000

fiction and non fiction books

Royal Consumer Information Products (Somerset, NJ)

Business Description Relevant Segment Financial Info (US$ mm) Revenue by Segment

Supplies office products, accessories, NA Mkt. Cap NA

and supplies for the consumer and small TEV Private

business markets. Its products include Sales

calculators, cash registers, desk

necessities, digital picture frames, GPS EBITDA

and navigation systems, jump drives and Acquisition Activity Rationale/Comments

connectables, olivetti supplies,

organizers and PDAs, postal scales, NA Consumer electronic focus

royal supplies, shredders, time clocks, Common distribution channels (office supply, big

toner and ink, typewriters, weather box)

stations, keychain thermometers, and Has the financial wherewithal – owned by

ink jet cartridges Olivetti S.p.A. which is a subsidiary of Telecom

Italia SpA

1 As of 6/25/09, converted to USD from yen using current spot rate. PRESENTATION TO THE SPECIAL COMMITTEE / JUNE 29, 2009

30

Frequency Potential Buyer Profiles

Scholastic Corporation (New York, NY)

Business Description Relevant Segment Financial Info (US$ mm) Revenue by Segment

Publishes and distributes children’s NA Mkt. Cap(1) 749.0 NA

books and educational technology TEV(1) 1,085.8

products globally. Scholastic Sales 1,920.4

Corporation distributes its products and

services through various channels that EBITDA 211.7

consist of proprietary school-based book Acquisition Activity Rationale/Comments

clubs, school-based book fairs, and

school-based and direct-to-home Historically acquisitive Frequency may provide an additional

continuity programs, retail stores as well medium to distribute its owned content

as through its Internet site Has the financial wherewithal

scholastic.com

Sega Sammy Holdings (Tokyo, Japan)

Business Description Relevant Segment Financial Info (US$ mm) Revenue by Segment

Develops, manufactures, and sells NA Mkt. Cap(2) 3,177.1 NA

pachislot and pachinko machines, game TEV(2) 2,700.9

machines used in amusement arcades, Sales 4,455.0

pachislot machines, pachislot and

pachinko peripherals, and toys. In EBITDA 406.4

addition, it engages in the maintenance Acquisition Activity Rationale/Comments

service, transportation, and warehouse

businesses; import, manufacture, and Historically acquisitive Primary focus on gaming (electronic

sale of amusement equipment; and real handheld and internet)

estate management and investment Historical acquisitions have been within

advisory activities gaming technology and proprietary games

1 As of 6/25/09.

2 As of 6/25/09, converted to USD from yen using current spot rate.

PRESENTATION TO THE SPECIAL COMMITTEE / JUNE 29, 2009

31

Frequency Potential Buyer Profiles

Seiko Holdings Corporation (Tokyo, Japan)

Business Description Relevant Segment Financial Info (US$ mm) Revenue by Segment

Engages in watch, precision products, Precision Products Mkt. Cap(1) 316.3 Watch – 51.9%

optical products, and clock businesses TEV(1) 1,650.7 Precision Products – 15.8%

globally. Its Watch segment produces Sales 1,806.4 Optical – 14.8%

watches. Precision Products segment

offers high-precision small-size camera EBITDA 20.3 Clock – 6.3%

modules and cameras shutters, analog Other – 11.2%

and digital semiconductors for use in Acquisition Activity Rationale/Comments

portable devices, digital consumer

electronics, and intelligent home Few recent acquisitions Would seek guidance as to the appropriateness

appliances. Clock segment offers two of Seiko as a potential buyer from Frequency

wave-band radio controlled clocks, and management as they are the current distributor

wireless clock system for office for Frequency product in the UK

buildings. Other segment sells a range

of products. The company was founded Current financial position may prohibit any size

in 1881 of financial commitment

Sharp Corporation (Osaka, Japan)

Business Description Relevant Segment Financial Info (US$ mm) Revenue by Segment

Manufactures and sells electronic Consumer/Information Mkt. Cap(1) 11,514.3 Consumer/Information Products:

products worldwide. The company Products TEV(1) 16,484.9 AV and Communications

operates in two segments, Equipment – 39.4%

Sales 29,553.9

Consumer/Information Products and

Electronic Components. The EBITDA 2,482.4 Home Appliances – 6.2%

Consumer/Information Products Information equipment – 10.9%

segment offers audio-visual and Electric Components:

communication equipment, home LSIs – 5.0%

appliances, and information equipment. LCDs – 30.5%

The Electronic Components segment

offers LSIs, including flash memories, Other – 8.0%

combination memories, CCD/CMOS Acquisition Activity Rationale/Comments

imagers, LSIs for LCDs, and

microcomputers; TFT LCD modules, Few recent acquisitions Has significant presence in the handheld

duty LCD modules, and system LCD electronics market

modules; and solar cells among others. Unlikely buyer

Sharp Corporation was founded in 1912

Has financial wherewithal for a transaction of this

size, but is currently focused in-house

1 As of 6/25/09, converted to USD from yen using current spot rate. PRESENTATION TO THE SPECIAL COMMITTEE / JUNE 29, 2009

32

Frequency Potential Buyer Profiles

Sony Corporation (Tokyo, Japan)

Business Description Relevant Segment Financial Info (US$ mm) Revenue by Segment

Developments, designs, manufactures, Electronics Mkt. Cap(1) 26,197.4 Electronics – 65.6%

and sells electronic equipment, TEV(1) 28,642.4 Game – 11.7%

instruments, and devices for consumer Sales 80,236.6 Pictures – 11.6%

and industrial markets globally. The

company’s products include audio and EBITDA 2,410.8 Financial Services – 7.5%

video equipment, liquid crystal display All Other – 3.5%

televisions, personal computers, Acquisition Activity Rationale/Comments

monitors, semiconductors, mobile

phones, CDs, DVDs, and Blu-ray Discs, Historically acquisitive Acquisitions traditionally focused on proprietary

home-use game consoles and software, technology, access to patents/copyrights or ability

such as PlayStation. The company to enter new markets

engages in motion picture, television,

and home entertainment production, Unlikely buyer of Frequency

acquisition, and distribution; television

broadcasting; digital content creation Has the financial wherewithal

and distribution; entertainment products,

services, and technologies development;

and studio facilities operations

Texas Instruments Inc. (Dallas, TX)

Business Description Relevant Segment Financial Info (US$ mm) Revenue by Segment

Engages in the design and sale of Education Technology Mkt. Cap(2) 27,188.2 NA

semiconductors to electronics designers Division TEV(2)

24,762.2

and manufacturers worldwide. It Sales

operates in four segments: Analog, 11,315.0

EBITDA

Embedded Processing, Wireless, and 3,047.0

Other. The Other segment offers smaller

semiconductor products, which include Acquisition Activity Rationale/Comments

DLP products that are used to create Historically acquisitive Education Technology Division that produces

high-definition images for business and calculators and educational devices

home theater projectors, televisions, and

movie projectors; reduced-instruction set Common distribution channels

computing microprocessors; and Distributes globally

application-specific integrated circuits. Offers test prep technology (SAT among others)

This segment also provides handheld Has the financial wherewithal

graphing and scientific calculators, as

well as licenses technologies to other

electronics companies

1 As of 6/25/09, converted to USD from yen using current spot rate.

2 As of 6/25/09.

PRESENTATION TO THE SPECIAL COMMITTEE / JUNE 29, 2009

33

Frequency Potential Buyer Profiles

Vtech Holdings Ltd. (Hong Kong, China)

Business Description Relevant Segment Financial Info (US$ mm) Revenue by Segment

Designs, manufactures, distributes, and Electronic Learning Mkt. Cap(1) 1,681.3 Electronic Learning – 39.7%

sells consumer electronics and TEV(1) 1,389.2 Telecommunications – 44.3%

telecommunication products. The Sales 1,596.4 Contract Manufacturing – 16.0%

company offers electronic learning

products, such as infant and toddler EBITDA 242.6

learning products, preschool learning Acquisition Activity Rationale/Comments

products, grade school learning

products, and television learning Few recent acquisitions Derives 40% of revenues from its Electronic

systems; telecommunication products, Learning Products segment

including corded and cordless This segment’s product line is similar to

telephones, and related accessories; LeapFrog

and contract electronic manufacturing Vertically integrated with manufacturing

services, such as circuit design, PCB facilities in China

layout, mechanical design, board

assembly, and system assembly Significant potential for cost synergies with

services for switching mode power Frequency

supplies, professional audio equipment, Has the financial wherewithal

communications products, and home

appliances. The company was founded

in 1976

1 As of 6/25/09, converted to USD from HKD using current spot rate.

PRESENTATION TO THE SPECIAL COMMITTEE / JUNE 29, 2009

34

B Overview of Current Market Conditions

PRESENTATION TO THE SPECIAL COMMITTEE / JUNE 29, 2009

Overview of Current Market Conditions

The M&A landscape has been significantly impacted by depressed valuations and difficult credit conditions

The M&A Landscape Is Challenging 1

Deal volumes are down 48% since 2007.

Many transactions are marketed as a result of distressed or “forced” sellers

The first quarter of 2009 continued the trend of declining transaction volume

Announced Global Transaction Volume 1

Weakened credit markets have impacted financial sponsor activity in particular

Valuations are challenging for exits from existing portfolio companies

Lack of debt financing is an obstacle for new acquisitions despite lower prices

Strategic vs. Sponsor M&A Activity

Middle market M&A activity has declined substantially in 2009

2009 run rate deal volume based on Q1 2009 is down 45% from 2008 levels

Middle Market M&A Activity 1

Source: Dealogic.

1 Includes transactions of between $50 million—$500 million. The gold shaded portion of 2009 represents the implied run rate based on first quarter figures.

PRESENTATION TO THE SPECIAL COMMITTEE / JUNE 29, 2009

36

Overview of Current Market Conditions

The credit crunch has limited capital for transactions while simultaneously placing significant pressure on highly leveraged companies

Credit Issues Continue To Hamper Deal Activity

Credit markets have been virtually frozen over the last 7 months since the collapse of Lehman Brothers

Limited non-investment grade loan issuance, mostly club deals at wide pricing and OID

The global credit crisis and weakening economy limits the opportunity for a near-term turnaround

The Fed has injected massive liquidity to bolster credit markets, which has resulted in LIBOR trending down to 1.1% from 4.8% (October 10)

Market fundamentals are still an issue with default rates on the rise and market liquidity still limited by lack of CLO issuance, cautious institutional buyers and risk averse banks

As a result, financing for potential acquirors remains limited and expensive

Limited demand for weaker -rated and leveraged credits

Indicative spreads for B-rated (L+650 area) and BB-rated (L+500 area), excluding OID and Libor floor

Investors are requiring OID and a Libor floor to protect against a weak secondary market

New Leveraged Loan Syndications

$600B $535 $480

149 $400B 159 $295 $265

$185 $166 112 $139 $139 112 $139 $200B 387 321 139 74

81 183 69 $14 105 153

91 70

46 34 59 $0B 11 2000 2001 2002 2003 2004 2005 2006 2007 2008 YTD

2009

Institutional Pro Rata

Leveraged loan markets continue to be extremely challenging for all but the most creditworthy issuers

Annual New High Yield Issuance Volume

$200B $178 $170 $169 $146 $150B $116

$91 $100B $68 $67 $50 $50B $17

$0B

‘00 ‘01 ‘02 ‘03 ‘04 ‘05 ‘06 ‘07 ‘08 ‘09 YTD

High yield activity appears to be improving, but this market has primarily been accessed by seasoned issuers

PRESENTATION TO THE SPECIAL COMMITTEE / JUNE 29, 2009

37

C Frequency Overview

PRESENTATION TO THE SPECIAL COMMITTEE / JUNE 29, 2009

38

Frequency Overview

Indexed Stock Price Performance

1 Year as of 06/26/09

180 160 140 120 100 80 60 40 20

0 6/07

11/07 4/08 9/08 2/09 6/09 Russell Small Cap Index Frequency Selected Companies

Last 2 Years Last 1 Year YTD 06/26/09

Russell Small Cap Index (40.8%) (34.8%) 1.2%

Frequency (10.0%) 5.4% 142.7%

Selected Companies (1) (46.4%) (26.4%) 16.5%

Source: FactSet.

1 Selected companies include Groupe Sense, IDT, LeapFrog, Lexibook, VTech, Audiovox, Cobra Electronics, Lojack, Rockford, and Uniden.

PRESENTATION TO THE SPECIAL COMMITTEE / JUNE 29, 2009

39

Frequency Overview

Annotated Stock Price and Volume History

LTM Daily Price / Volume Graph

200 B $2.00 E

150 C

A

(USD) $1.50 D

100 (Thousands) Price $1.00

50 Volume $0.50 0 07/01/2008 09/01/2008 11/03/2008 01/01/2009 03/02/2009 05/01/2009 Volume Frequency

Recent News

A 08/07/2008 Word translation system released by Proximity Technology for C Technologies

Frequency launches English as a Foreign Language (EFL) spelling competition in

B 09/22/2008

China

C 11/11/2008 Frequency reports Second Quarter results

D 02/05/2009 Frequency reports profitable Third Quarter results

Saunders submitted an unsolicited non binding proposal to acquire the Company in

E 05/20/2009

an all cash acquisition of $2.35 per share

Source: FactSet.

PRESENTATION TO THE SPECIAL COMMITTEE / JUNE 29, 2009

40

Frequency Overview

Price Volume Histogram

1 Year

35.0%

30.0% 25.0% 20.0%

15.0%

10.0%

5.0% $0.60—0.84 $0.85—0.93 $0.93—1.40 $1.40—1.81 $1.82—2.18

3 Month

70.0% 60.0% 50.0% 40.0% 30.0% 20.0% 10.0%

0.0% $0.71—0.81 $0.81—0.85 $0.85—0.96 $0.98—1.08 $2.11—2.18

6 Month

40.0%

35.0% 30.0% 25.0%

20.0%

15.0%

10.0% $0.69—0.82 $0.82—0.87 $0.87—0.91 $0.91—1.03 $1.03—2.18

1 Month

35.0% 30.0% 25.0% 20.0% 15.0%

10.0% $0.60—0.85 $0.85—0.96 $0.98—1.47 $1.48—1.90 $1.90—2.18

Source: FactSet.

PRESENTATION TO THE SPECIAL COMMITTEE / JUNE 29, 2009

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Frequency Overview

Frequency Historical and Projected Financial Summary

($ in millions)

Revenue

$70.0 30.0% $62.2 $60.6 $57.5 $59.8 $60.0 20.0% $52.2 $46.8 $47.7 $50.0 16.0% 10.0% 9.4% 10.3% $40.0 1.9% 4.0% 4.0% 0.0% $30.0 $20.0 (10.0%) (20.0%) $10.0

$0.0 (22.8%) (30.0%) 2008 2009 2010 2011 2012 2013 2014

Sales Growth %

Gross Profit

$35.0 55.0% $31.9 $31.1 $29.9 54.0% $28.8 $30.0 $26.2 53.0% $24.2 $25.0 52.7% $22.8 52.0% 51.0% $20.0 50.8% 50.0% $15.0 50.1% 50.1% 50.0% 50.0% 49.0% $10.0 48.8% 48.0% 47.0% $5.0 46.0% $0.0 45.0% 2008 2009 2010 2011 2012 2013 2014

Gross Profit Gross Margin %

EBITDA 1

$12.0 40.0% $10.0 35.0% $10.0 $9.3 $8.7 30.0% $8.0 25.0% $6.3 20.0% $5.6 $6.0 15.0% $3.6 15.6% 16.1% $4.0 15.0% 10.0% 10.3% 10.7% 5.0% $2.0 (1.5%) 7.5% 0.0% $0.0 (5.0%) ($2.0) ($0.7) (10.0%) 2008 2009 2010 2011 2012 2013 2014

EBITDA EBITDA Margin %

Source: Frequency management and public filings.

1 Excludes stock based compensation.

PRESENTATION TO THE SPECIAL COMMITTEE / JUNE 29, 2009

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Frequency Overview

Frequency Ownership Overview

Top Institutional Holders Position 1 Change 2 % S/O

Dimensional Fund Advisors, Inc. 526,785 (16,179) 6.4%

American Capital Management, Inc. 500,000 0 6.0%

Burnham Asset Management Corp. 141,200 700 1.7%

Vanguard Group, Inc. 121,361 0 1.5%

New Jersey Division of Investment 105,000 0 1.3%

Northern Trust Investments 26,458 0 0.3%

Bank of New York Mellon Asset Management 19,862 0 0.2%

Barclays Global Investors NA 17,154 0 0.2%

The California Public Employees Retirement System 14,900 (500) 0.2%

Glenmede Investment Management LP 700 0 0.0%

UBS Global Asset Management 200 0 0.0%

Deutsche Bank Investment Management, Inc. 123 0 0.0%

UBS Securities LLC 0 (1,838) 0.0%

Other 0 0.0%

Total for all Institutions 1,473,743 17.8%

Largest Buyers Position 1 Change 2 % S/O

Burnham Asset Management Corp. 141,200 700 1.7%

Vanguard Group, Inc. 121,361 0.0 1.5%

UBS Global Asset Management 200 0.0 0.0%

Deutsche Bank Investment Management, Inc. 123 0.0 0.0%

Northern Trust Investments 26,458 0.0 0.3%

Largest Sellers Position 1 Change 2 % S/O

Dimensional Fund Advisors, Inc. 526,785 (16,179) 6.4%

UBS Securities LLC 0 (1,838) 0.0%

The California Public Employees Retirement System 14,900 (500) 0.2%

Bank of New York Mellon Asset Management 19,862 0 0.2%

Northern Trust Investments 26,458 0 0.3%

Insiders / Stake Holders Position 1 % S/O

Shining Sea Ltd. 1,684,638 20.4%

Lewis Marcy /Fl/ 945,350 11.4%

Simons James H 410,000 5.0%

Lipsky Barry J 49,322 0.6%

Morgan Howard Lee 34,000 0.4%

Turner William H 23,000 0.3%

Schubel Jerry R 14,813 0.2%

Meister James 13,000 0.2%

Levitt Arnold D 12,000 0.1%

Lodish Leonard M 10,000 0.1%

Cohen Edward H 5,086 0.1%

Total for all Insiders / Stake Holders 3,203,209 38.7%

Ownership Summary Position 1 % S/O

Institutions 1,473,743 17.8%

Insiders / Stake Holders 3,203,209 38.7%

Implied Retail Float 3,601,131 43.5%

Total for All Holder Types 8,278,083 100.0%

Institutional Shareholder Base Profile

8% 3%

Investment Adviser 9%

Broker/Inv Bank Asset Mgmt

10%

Mutual Fund Manager

Pension Fund

Bank Management Division

70%

1 As of 3/31/09 per SEC filings.

2 Represents change from previous quarter.

PRESENTATION TO THE SPECIAL COMMITTEE / JUNE 29, 2009

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D Selected Transactions

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Selected Transactions

Selected Transactions 1

($ in millions)

Date Firm Firm Value / LTM (1)

Announced Target Acquiror Value Revenue EBITDA EBIT

Consumer Electronics:

Aug-08 Ultimate Ears Developer and retailer of molded in-ear monitors and consumer earphones Logitech International SA $34.0 NA NA NA

Feb-08 New Age Electronics Provides logistics and remanufacturing services to consumer technology SYNNEX Corp $54.3 0.1x NA NA

Nov-07 Technuity Designs, manufactures and markets licensed consumer electronics producers and retailers Audiovox $20.5 0.7x NA NA

May-07 Famous Music LLC US based music publisher Sony/ATV Music Publishing LLC $400.0 NA NA NA

Jan-07 Digital Cyclone Inc. Provider of customized weather intelligence wireless devices Garmin Ltd $45.0 NA NA NA

Dec-06 Dynastream Innovations Manufacturer of electronic devices for the recreational running market Garmin Ltd $36.0 NA NA NA

Oct-06 Performance Products Limited UK based manufacturer of radar detectors Cobra Electronics $39.0 NA NA NA

Oct-06 Clarion Co. Ltd. Car and boat audio, video and navigation electronics maker Hitachi Ltd. $465.0 0.3x 8.1x 11.0x

Jul-06 Power Sentry Manufacturer of consumer electronics accessories (Power surge protectors) Philips Electronics NA NA NA NA

Jul-06 Polk Audio Designer and manufacturer of home and mobile audio equipment Directed Electronics $136.3 1.6x NA 9.5x

May-06 Fargo Electronics Electronic ID card systems HID Global Corp. $305.2 3.6x 21.0x 23.1x

May-06 Avent Holdings Baby care products (monitors, feeding, etc) Philips Electronics $863.0 4.1x NA 18.5x

Mar-06 Lexar Media Inc. Designer and marketer of memory cards for consumer electronics Micron Technology Inc. $763.1 0.9x NM NM

Jan-06 Lowrance Electronics Inc. Designs, manufactures and markets SONAR and GPS products Simrad AS $215.0 1.5x 12.5x 15.4x

Sep-05 SpinBrush (out of P&G) Electric toothbrush designer/manufacturer Church & Dwight $75.0 0.7x NA NA

Jun-05 Holmes Group Inc. Air purifiers, fans , heaters and humidifiers Jarden Corp. $625.0 0.9x 6.6x NA

Jun-05 Boston Acoustics Inc. High performance audio systems D&M Holdings $68.8 1.2x 10.2x 16.0x

Mean 1.4x 11.7x 15.6x

Median 0.9x 10.2x 15.7x

Other Consumer Products:

Nov-08 Disguise Manufacturer of Halloween costumes and accessories JAKKS Pacific $55.9 0.5x 4.3x NA

Jun-08 PTI Sports Manufacturer and distributor of bicycle parts and accessories Dorel Industries Inc. $28.0 0.4x 5.6x NA

Mar-08 Del Laboratories Branded consumer products such as Sally Hansen, La Cross (Nail Care) and Oreiel Church & Dwight $380.0 3.8x 13.6x NA

Feb-08 Cannondale Bicycle Corp. Designer, developer and manufacturer of high-end bicycles Dorel Industries Inc. $190.0 1.0x NA NA

Jan-08 Cranium Kids and adults educational game and toy company Hasbro Inc. $77.5 0.8x NA NA

Jun-07 Everlast Worldwide Designer, developer and manufacturer boxing and fitness related products Sports Direct International $167.6 3.1x 16.4x NA

Nov-06 Ariat Designer and manufacturer of equestrian footwear, apparel and accessories Brentwood Associates $226.5 0.9x 12.1x NA

Jul-06 WearEver Distributor of cookware, bake ware and other accessories Lifetime Brands Inc. $21.0 NA NA NA

Jan-06 Water Pik Technologies Personal health and oral care products and showerheads Carlyle Group $378.3 1.2x NA NA

Dec-05 EK Success Ltd. Scrap booking and creative consumer products company GTCR $200.0 1.3x 6.7x NA

Nov-05 Murry’s Inc. Provides auto parts and accessories CSK Auto Corp. $170.5 0.7x NA NA

Mean 1.4x 9.8x NA

Median 0.9x 9.4x NA

Other Consumer Related:

Jun-09 Tween Brands Dress Barn $948.5 0.4x 4.0x NM

Jun-09 J. Jill brand assets (2) Golden Gate $75.0 0.2x NA NA

Jul-08 Corporate Express Staples G 5,552.3 0.5x 9.6x 14.0x

Jun-08 Oakley Luxottica $2,043.6 2.7x 19.3x NA

Feb-08 Kellwood Inc. Sun Capital Securities $864.8 0.4x 6.8x 10.4x

Nov-07 Restoration Hardware Catterton Partners $366.5 0.5x NM NM

Jul-07 Orange Glo International Church & Dwight Co, Inc. $325.0 0.8x 16.3x NA

Apr-07 K2, Inc. Jarden Corp. $1,167.6 0.8x 9.5x NA

Apr-07 Pure Fishing Jarden Corp. $400.0 1.6x 10.0x NA

Apr-05 Electronics Boutique Holdings Corp. GameStop Corp. $1,165.0 0.6x 10.8x 14.7x

Apr-05 Brookstone OSIM International $407.0 0.8x 8.9x NA

Oct-04 Thule AB Candover $587.0 2.0x 9.9x NA

Dec-03 American Acheivement Fenway Partners $419.2 1.3x 7.7x NA

Sep-03 Euro-Pro Vacuum Cleaners Westin Presidio $260.0 1.2x 6.3x NA

Aug-03 Remington Products Rayovac Corp. $322.0 0.9x 6.9x 8.0x

Aug-03 Lehigh Consumer Products Jarden Corp. $155.0 1.2x 6.3x NA

Apr-03 Advanced Accessory Systems Castle Harlan Partners $260.0 0.8x 5.6x NA

Mar-03 Oreck Corp (Keystone) American Securities Capital $270.0 1.1x 6.5x 6.8x

Mean 1.0x 9.3x 12.2x

Median 0.8x 7.7x 10.4x

NA = Not Available; NM = Not Meaningful.

Source: MergerMarket, Capital IQ & theDeal. com.

1 Public information not available for all transactions. Where complete financial information is not available, figures are estimates from news sources.

PRESENTATION TO THE SPECIAL COMMITTEE / JUNE 29, 2009

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E WACC Calculation

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WACC Calculation

WACC Calculation 12345

($ in millions, except per share data)

Assumptions

Risk Free Rate (1) 4.1%

Market Risk Premium (2) 7.1%

Equity Size Premium (3) 9.7%

Marginal Tax Rate 39.5%

Cost of Target Debt 15.0%

Levered Mkt. Val. Book Val. Book Val. BV Debt/ BV Pref. BV Debt/Pref. Unlevered

Company Beta (4) Equity Debt Preferred MV Equity MV Equity Market Cap Beta

VTECH HLDGS 0.98 $1,681.3 $0.0 $0.0 0.0% 0.0% 0.0% 0.98

UNIDEN CORP 1.04 193.3 0.0 0.0 0.0% 0.0% 0.0% 1.04

LEAPFROG ENTERPRISES INC 1.55 148.8 0.0 0.0 0.0% 0.0% 0.0% 1.55

AUDIOVOX CORP -CL A 1.64 145.2 0.0 0.0 0.0% 0.0% 0.0% 1.64

LOJACK CORP 1.20 71.0 23.3 0.0 32.8% 0.0% 24.7% 1.00

IDT INTERNATIONAL 0.90 61.0 47.4 0.0 77.6% 0.0% 43.7% 0.61

GROUP SENSE INTL 0.69 25.8 0.0 0.0 0.0% 0.0% 0.0% 0.69

COMARCO INC 0.49 13.3 0.0 0.0 0.0% 0.0% 0.0% 0.49

LEXIBOOK 0.13 14.0 0.0 0.0 0.0% 0.0% 0.0% 0.13

COBRA ELECTRONICS CORP 0.71 7.6 16.8 0.0 220.0% 0.0% 68.7% 0.31

ROCKFORD CORP 0.91 2.1 0.0 0.0 0.0% 0.0% 0.0% 0.91

Industry Average 30.0% 0.0% 12.5% 0.85

Cost of Equity Estimate (5)

Unlevered Beta 0.85

Industry BV Debt/MV Equity 30.0%

Industry BV Preferred/MV Equity 0.0%

Levered Beta 1.00

Risk Free Rate 4.1%

Market Risk Premium 7.1%

Equity Size Premium 9.7%

Cost of Equity 20.9%

WACC Estimate (5)

Industry BV Debt/MV Equity 30.0%

Industry BV Debt/Total Market Capitalization 12.5%

Industry MV Equity/Total Market Capitalization 87.5%

After-Tax Cost of Debt 9.1%

Cost of Equity 20.9%

WACC 19.4%

1 Based on average of 10-year and 30-year U.S. Treasury bond rate.

2 Source: Ibbotson Associates, SBBI 2008 Yearbook, Market Results for 1926-2007. Intermediate -horizon expected equity risk premium. Large company stock total returns minus intermediate -term government bond income returns.

3 Source: Ibbotson Associates, SBBI 2008 Yearbook, Market Results for 1926-2007. Equals 9.73% for market capitalization ranges of $1.9—$211.6 million.

4 Source: Bloomberg. Bloomberg adjusted betas are calculated as follows: (0.67 * Raw Beta) + (0.33 * 1.0) .

5 Assumes average industry capital structure is optimal capital structure.

PRESENTATION TO THE SPECIAL COMMITTEE / JUNE 29, 2009

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CONFIDENTIAL

THIS DOCUMENT IS FOR DISCUSSION PURPOSES ONLY AND DOES NOT CONSTITUTE ADVICE OF ANY KIND, INCLUDING TAX, ACCOUNTING, LEGAL OR REGULATORY ADVICE, AND OPPENHEIMER & CO. INC. IS NOT AND DOES NOT HOLD ITSELF OUT TO BE AN ADVISOR AS TO TAX, ACCOUNTING, LEGAL OR

REGULATORY MATTERS.

THIS DOCUMENT WAS PREPARED ON A CONFIDENTIAL BASIS SOLELY FOR DISCUSSION BY THE

COMPANY AND OPPENHEIMER & CO. INC. AND NOT WITH A VIEW TOWARD PUBLIC DISCLOSURE. THIS DOCUMENT SHALL BE TREATED AS CONFIDENTIAL BY ITS RECIPIENTS.

THE INFORMATION CONTAINED HEREIN WAS OBTAINED FROM THE COMPANY AND PUBLIC SOURCES AND WAS RELIED UPON BY OPPENHEIMER & CO. INC. WITHOUT ASSUMING RESPONSIBILITY FOR

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SIGNIFICANT SUBJECTIVE DETERMINATIONS, WHICH MAY NOT BE CORRECT. NO REPRESENTATION OR WARRANTY, EXPRESS OR IMPLIED, IS MADE AS TO THE ACCURACY OR COMPLETENESS OF SUCH INFORMATION AND NOTHING CONTAINED HEREIN IS, OR SHALL BE RELIED UPON AS, A REPRESENTATION OR WARRANTY, WHETHER AS TO THE PAST OR THE FUTURE.

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