Cash offer for Cardo Johan Molin, President & CEO Tomas Eliasson, CFO 1
Investor presentation disclaimers Forw ard- looking Statem ents Information set forth in this presentation may contain forward-looking statements. These statements are not guarantees of future performance and are subject to inherent risks and uncertainties. Forward-looking statements include, but are not limited to, statements about the expected future business of ASSA ABLOY AB resulting from and following the offer. These statements reflect ASSA ABLOY AB’s current expectations based upon information currently available to it and are subject to various assumptions, as well as risks and uncertainties that may be outside of the control of ASSA ABLOY AB, including but not limited to the effect of changes in general economic conditions, the level of interest rates, fluctuations in product demand, competition, technological change, employee relations, planning and property regulations, natural disasters and the potential need for increased capital expenditure (such as resulting from increased demand, new business opportunities and deployment of new technologies). Actual results could differ materially from those expressed or implied in such forward-looking statements. Any such forward-looking statements speak only as of the date on which they are made and ASSA ABLOY AB has no obligation (and undertakes no such obligation) to update or revise any of them. Offer Restrictions The offer is not being made to persons whose participation in the offer requires that an additional offer document is prepared or registration effected or that other measures are taken in addition to those required under Swedish law. In particular, the offer is not being made, directly or indirectly, by use of mail or any other means or instrumentality in or into Australia, Canada, Japan, New Zealand or South Africa, and the offer cannot be accepted by any such use, means, instrumentality or facility of, or from within Australia, Canada, Japan, New Zealand or South Africa. Accordingly, this presentation and any related offer documentation are not being and should not be mailed or otherwise distributed, forwarded or sent in or into Australia, Canada, Japan, New Zealand or South Africa. Additional I nform ation For full information on the terms of the offer, the contents of and background to the offer and the offer restrictions, please refer to the offer announcement.
Cash offer for Cardo � ASSA ABLOY has reached agreements with the largest shareholders of Cardo, representing 63.6% of the shares, to acquire their shares in Cardo � A public offer is announced today with SEK 420 per share for the remaining shares � The Board of Directors of Cardo has unanimously recommended the offer � Cardo Entrance Solutions is a good fit with ASSA ABLOY’s division Entrance Systems and together they will be able to offer a complete range of products within Entrance Automation � ASSA ABLOY will investigate strategic options for Cardo’s other operations which do not fit in with ASSA ABLOY’s long term strategy, including a potential divestment
Strategic rationale � The acquisition is a step in ASSA ABLOY’s strategic ambition to grow the entrance automation business � The acquisition strengthens ASSA ABLOY’s product offering – as a leading supplier of complete solutions within Entrance Automation � ASSA ABLOY leverages its global organization and distribution network to expand and further develop the operations in Cardo Entrance Solutions � Large synergies in sales, services and product offering, but also cost synergies within manufacturing, purchasing, distribution � Cardo Entrance Solutions constitutes a platform for further growth in the broader entrance automation space
Future Entrance Systems division Entrance Systems Sales BSEK 8.8 EBIT 12.5% Ditec/ Entrematic Industrial doors Automatic doors Indirect Direct Direct Sales BSEK 4 .6 Sales BSEK 0 .9 Sales BSEK 3 .3 EBI T 1 1 % 1 ) EBI T 8 % EBI T 1 7 % ( Cardo) ( Ditec and Entrem atic) ( Entrance System s) ( Agta Record Sales 2 .0 BSEK, 3 8 % ) 1) Adjusted for items affecting comparability of BSEK 0.1
ASSA ABLOY Entrance Systems in brief � Sales of 4,200 MSEK � 2,800 employees � Sales companies in about 30 countries � Authorized distributors in more than 50 countries � Production/ assembly in Sweden, Czech Republic, Italy, Portugal, Korea, China, USA and Canada � Headquarters in Landskrona, Sweden
ASSA ABLOY Entrance Systems Ditec A true success story Agta Record Sales MSEK 3500 AAES Turkey … Besam Portugal Besam Cheil 3250 Besam South Africa Besam Norway Besam Korea 3000 Besam HongKong Besam New Zeeland Doorman 2750 Besam Canada EntreMatic AB Besam Slovakia 2500 Besam China Besam Australia Besam Export AB 2250 Besam Production AB Besam Russia Revolving Doors Besam Portugal 2000 Besam Poland Besam Japan Faiveley, France 1750 Besam Czech Republic Besam Hungary Entré-Matic AB 1500 Besam Belgium Besam Spain Sliding Doors Besam Italy 1250 Besam Malaysia Service Sales Besam Security … Besam Switzerland 1000 Besam Singapore SwingDoors Besam Finland Besam Sweden (Sales) 750 NJAD (USA - distributor) Besam France Besam USA 500 Besam Netherlands Besam Austria Besam Germany 250 Besam Great Britain Besam Denmark Besam AB 0
The Acquisition of Ditec 2009 moved ASSA ABLOY into Entrance Automation Entrance Roller Roller Entrance Control Shutters Shutters Control Entrance Entrance Window Pedestrian Automation Pedestrian Window Automation Doors Automation Doors Automation Market Market Traffic& Traffic & Industrial Vehicle Vehicle Industrial Doors Doors Going forw ard Before
Expansion in two dimensions: direct & indirect business Strategic rationale Recent cases � Acquisitions to complement direct selling model � Direct End-user focus – System sales, customized solutions m odel – Service � Global key accounting � Geographical gaps � Acquisitions to complement distributor sales channel I ndirect � Distribution market focus m odel – Fill product gaps – Geographical/ market expansion
Entrance Automation shows attractive growth & returns Autom atic I ndustrial Gate Total Doors doors autom ation Market size € ~ 2-2.5 bn € ~ 8-10 bn € ~ 3-4 bn € ~ 15bn Of which € ~ 1 bn € ~ 5-6 bn € ~ 1.5-2 bn € ~ 8-9 bn Europe Observed -5 to + 10% -25 to + 15% -10 to + 25% growth rates Typical 5-20% 5-15% 10-25% EBITDA marg
8,100 MSEK Sales 4.6 BSEK 3.2 BSEK 0.3 BSEK EBIT 11% 1) Service share 45% Cardo is a leading supplier of industrial doors and logistics systems, wastewater treatment systems, process equipment for the pulp and paper industry and garage doors 1) Adjusted for items affecting comparability of BSEK 0.1
ASSA ABLOY Entrance Automation Products for all door opening applications Residential applications Industrial applications Swing Doors Sliding Doors Entrance Industrial Doors Garage Doors Garage Doors Commercial applications Garage Doors Sliding Doors Revolving Doors
Service operations � Large service synergies � Global key accounting � Complete service offering � More than 2,000 mobile technicians � 45% of turnover aftermarket related � Bolt on service companies � Large potential in emerging markets
Cardo going forward � Intention is to grow and develop Cardo’s business � Global key accounting and bolt on service � Increase investments in R&D, new products � The company has gone through the recession in a good way and is now ready for growth � ASSA ABLOY always make use of talent and management in acquired companies
Future Entrance Systems division Entrance Systems Sales BSEK 8.8 EBIT 12.5% Ditec/ Entrematic Industrial doors Automatic doors Indirect Direct Direct Sales BSEK 4 .6 Sales BSEK 0 .9 Sales BSEK 3 .3 EBI T 1 1 % 1 ) EBI T 8 % EBI T 1 7 % ( Cardo) ( Ditec and Entrem atic) ( Entrance System s) ( Agta Record Sales BSEK 2 .0 , 3 8 % ) 1) Adjusted for items affecting comparability of BSEK 0.1
Financing & time table Tomas Eliasson, CFO 19
Financial effects for ASSA ABLOY ASSA ABLOY Cardo Com bined Jan-Sep Jan-Sep Jan-Sep BSEK 2 0 0 9 2 0 0 9 2 0 0 9 2 0 1 0 2 0 1 0 2 0 1 0 Sales 3 5 .0 2 7 .2 8 .8 5 .6 4 3 .8 3 2 .8 EBI T 5 .4 1 ) 4 .4 0 .8 2 ) 0 .5 3 ) 6 .2 4 ) 4 .9 4 ) EBI T m argin ( % ) 1 5 .5 1 6 .3 8 .7 8 .3 1 4 .1 1 5 .0 Net Debt 1 1 .0 1 0 .9 0 .2 0 .1 2 2 .6 5 ) 2 2 .3 5 ) Average no. of 2 9 ,3 7 5 3 7 ,2 4 9 5 ,5 9 9 5 ,3 3 7 3 4 ,9 7 4 4 2 ,5 8 6 em ployees 1) Excluding items affecting comparability of approximately BSEK 1.0 2) Excluding items affecting comparability of approximately BSEK 0.2 3) Excluding items affecting comparability of approximately BSEK 0.1 4) Not adjusted for amortizations of any excess value that arises in connection with the acquisition 5) Combined net debt for both companies at end of period including total offer consideration for 100% of the shares in Cardo
Recommend
More recommend
