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Johan Molin, President & CEO Tomas Eliasson, CFO
Cash offer for Cardo
Cash offer for Cardo Johan Molin, President & CEO Tomas - - PDF document
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
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Johan Molin, President & CEO Tomas Eliasson, CFO
Cash offer for Cardo
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
Investor presentation disclaimers
Cash offer for Cardo
shareholders of Cardo, representing 63.6% of the shares, to acquire their shares in Cardo
remaining shares
the offer
Entrance Systems and together they will be able to offer a complete range of products within Entrance Automation
strategy, including a potential divestment
Strategic rationale
grow the entrance automation business
leading supplier of complete solutions within Entrance Automation
network to expand and further develop the operations in Cardo Entrance Solutions
cost synergies within manufacturing, purchasing, distribution
growth in the broader entrance automation space
Future Entrance Systems division
Entrance Systems
Sales BSEK 8.8 EBIT 12.5%
Ditec/ Entrematic
Indirect
Industrial doors
Direct
Automatic doors
Direct
Sales BSEK 0 .9 EBI T 8 % ( Ditec and Entrem atic) Sales BSEK 4 .6 EBI T 1 1 % 1 ) ( Cardo) Sales BSEK 3 .3 EBI T 1 7 % ( 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
China, USA and Canada
Besam AB Besam Denmark Besam Great Britain Besam Germany Besam Austria Besam Netherlands Besam USA Besam France NJAD (USA
Besam Sweden (Sales) Besam Finland Besam Singapore Besam Switzerland Besam Security … Besam Malaysia Besam Italy Besam Spain Besam Belgium Entré-Matic AB Besam Hungary Besam Czech Republic Faiveley, France Besam Japan Besam Poland Besam Portugal Besam Russia Besam Production AB Besam Export AB Besam Australia Besam China Besam Slovakia EntreMatic AB Besam Canada Doorman Besam New Zeeland Besam HongKong Besam Korea Besam Norway Besam South Africa Besam Cheil Besam Portugal AAES Turkey …
250 500 750 1000 1250 1500 1750 2000 2250 2500 2750 3000 3250 3500
Sales MSEK
SwingDoors Sliding Doors Revolving Doors Service Sales
ASSA ABLOY Entrance Systems
A true success story
Ditec Agta Record
Roller Shutters Entrance Control Traffic & Vehicle
The Acquisition of Ditec 2009 moved ASSA ABLOY into Entrance Automation
Industrial Doors Roller Shutters Window Automation Pedestrian Doors Entrance Control Traffic& Vehicle
Entrance Automation Market Entrance Automation Market
Before Going forw ard
Industrial Doors Pedestrian Doors Window Automation
Expansion in two dimensions: direct & indirect business
direct selling model
– System sales, customized solutions – Service
Direct m odel I ndirect m odel
distributor sales channel
– Fill product gaps – Geographical/ market expansion Strategic rationale Recent cases
Entrance Automation shows attractive growth & returns
Autom atic Doors I ndustrial doors Gate autom ation Total Market size € ~ 2-2.5 bn € ~ 8-10 bn € ~ 3-4 bn € ~ 15bn Of which Europe € ~ 1 bn € ~ 5-6 bn € ~ 1.5-2 bn € ~ 8-9 bn Observed growth rates
Typical EBITDA marg 5-20% 5-15% 10-25%
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 8,100 MSEK Sales 4.6 BSEK EBIT 11%1) Service share 45% 3.2 BSEK 0.3 BSEK
1) Adjusted for items affecting comparability of BSEK 0.1
ASSA ABLOY Entrance Automation
Products for all door opening applications
Commercial applications Residential applications Industrial applications
Swing Doors Revolving Doors Entrance Industrial Doors Garage Doors Garage Doors Garage Doors Sliding Doors Sliding Doors
Service operations
related
markets
Cardo going forward
ready for growth
companies
Future Entrance Systems division
Entrance Systems
Sales BSEK 8.8 EBIT 12.5%
Ditec/ Entrematic
Indirect
Industrial doors
Direct
Automatic doors
Direct
Sales BSEK 0 .9 EBI T 8 % ( Ditec and Entrem atic) Sales BSEK 4 .6 EBI T 1 1 % 1 ) ( Cardo) Sales BSEK 3 .3 EBI T 1 7 % ( Entrance System s) ( Agta Record Sales BSEK 2 .0 , 3 8 % )
1) Adjusted for items affecting comparability of BSEK 0.1
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Tomas Eliasson, CFO
Financing & time table
Financial effects for ASSA ABLOY
BSEK 2 0 0 9 Jan-Sep 2 0 1 0 2 0 0 9 Jan-Sep 2 0 1 0 2 0 0 9 Jan-Sep 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 em ployees 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 Com bined Cardo ASSA ABLOY
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
Financing
Financing
Key ratios
1) Combined net debt for both companies at end of period including total offer consideration for 100% of the shares in Cardo 2) EBITDA adjusted for items affecting comparability of BSEK 1
The offer
– Premium of 48 percent compared to the latest closing (December 10)
Preliminary timetable
13 December 2010
1 February 2011
4-25 February 2011
7 March 2011
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