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Investor Presentation Schaltbau Holding AG THE SMART EVOLUTION OF MOBILITY November 2018 Picture credits: iStockphoto LP Investor Presentation November 2018 2 Executive Board Bringing Schaltbau back on track experienced management team

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SLIDE 1

Investor Presentation Schaltbau Holding AG

November 2018

THE SMART EVOLUTION OF MOBILITY

Picture credits: iStockphoto LP

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SLIDE 2

Investor Presentation 2

Bringing Schaltbau back on track – experienced management team

Our common

  • bjectives
  • Return to profit
  • Stick to stringent

cost management

  • Secure financing

capabilities

Dr Albrecht Köhler CEO (since May 2018)

  • Freelance interim CEO / COO

(2016-18)

  • Deputy CEO GAZ Group (2014-16)
  • Managing Director Knorr Bremse

rolling stock bus. unit (2000-14)

  • Leading general management and
  • perations roles at Dt. / Daimler Benz

Aerospace (1989-1999)

Thomas Dippold CFO (since Jan 2017)

  • CFO Faber-Castell AG (2014-16)
  • CFO Semikron International

(2008-14)

  • Head of Controlling SCHOTT AG

(2002-08)

Dr Martin Kleinschmitt CRO (since Aug 2017)

  • Partner at Noerr LLP and

CEO Noerr Consulting AG

  • Vice Chairman of the Board

SAF-HOLLAND S.A.

  • Interim management of various SMEs

as CFO/CRO (since 2001)

  • CFO Herlitz AG (1998-2000)

Executive Board November 2018

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SLIDE 3

Business and Market Overview

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SLIDE 4

4

Business overview Schaltbau Group

DC technology for trains, e-mobility and next-generation energy, driver desk equipment ~25%*

* Segmental sales split based on FY 2018 forecast, pre consolidation, rounded to the nearest 5% multiple

Investor Presentation The Schaltbau Group at a glance

Door systems for trains, buses and automotive ~60%* ** Level crossing systems, point heating systems, shunting equipment ~15%*

November 2018

Mobile Transportation Technology (MTT) Stationary Transport Technology (STT) Components (COM)

SCHALTBAU

Connect Contact Control

BODE

The Door

PINTSCH PINTSCH

Safety for Rail

SCHALTBAU

HOLDING

** Bode Group represents ~45% of Schaltbau Group’s FY 2018 forecast sales

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SLIDE 5

5

Snapshot of Schaltbau Subgroup

Investor Presentation

  • High-performance DC switching-technology for trains, e-mobility and next-generation energy
  • State-of-the-art driver desk equipment
  • High share of international sales, broad customer distribution
  • Has developed from a pure component supplier to an application specialist providing components, assembly and service
  • Highly efficient operations
  • Performed very well in 2017 and 9M 2018, high order intake with strong and sustainable margins

~25% of Group sales*

Key operating entities

* FY 2018 forecast, pre consolidation, rounded to the nearest 5% multiple

November 2018

COM MTT STT Member of the Schaltbau Group

SCHALTBAU

Connect Contact Control

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SLIDE 6

6

Snapshot of Bode Subgroup

Investor Presentation

  • Established #3 player in an oligopolistic market, strong train door systems quality track record and best-in-class products
  • Customer range has been expanded by leveraging train door system experience into bus and automotive applications

such as Deutsche Post DHL’s e-mobility vehicle StreetScooter

  • Service organisation with high flexibility
  • Polish subsidiary Rawag contributes train windows & interiors and provides additional production capacity
  • Reorganisation of production processes well underway, will significant efficiency gains in sight
  • Performance improved significantly in Q4 2017 and 9M 2018, good order intake

~45% of Group sales* **

Key operating entities November 2018

BODE

The Door

* FY 2018 forecast, pre consolidation, rounded to the nearest 5% multiple ** Number does not include contribution of Alte, Sepsa and Refurbishment to MTT segmental sales

COM MTT STT Member of the Schaltbau Group

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SLIDE 7

7

Snapshot of Pintsch Subgroup

Investor Presentation

  • Established #3 player in various oligopolistic submarkets such as level crossings, shunting equipment and point heating systems
  • Rail infrastructure market offers significant growth potential and major innovation opportunities related to digitalisation and

interconnection of field elements and systems (e. g., point diagnostics)

  • Improvement of terms & conditions with large customers ongoing
  • Stronger focus on key product portfolio
  • Consolidation of 3 sites into one major operations centre with roadmap established
  • Performance improved significantly in Q4 2017 and 9M 2018, order intake shows volatility

~15% of Group sales*

Key operating entities November 2018

PINTSCH

Safety for Rail

COM MTT STT Member of the Schaltbau Group

* FY 2018 forecast, pre consolidation, rounded to the nearest 5% multiple

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SLIDE 8

Megatrends drive sustainable growth in global rail markets

Market and competitive environment 8

Megatrends Digitisation / Automation Urbanisation Emission reductions Connectivity Electrification / E-mobility Safety Globalisation / China Regulation and liberalisation Rolling stock Components / Mobile Transportation Technology Infrastructure & Rail control Stationary Transportation Technology Regional market growth(1)(3)

  • Western Europe: ~2.2%
  • Asia / Pacific: ~2.5%
  • NAFTA: ~3.1%
  • CIS: ~2.7%
  • Eastern Europe: ~2.7%
  • Africa / ME: ~5.2%
  • Latin America: ~4.8%

Source: Unife, Roland Berger (1) Average annual market growth from 2015-17 until 2021-23 over six years (2) Average annual market 2015-2017 (3) Total rail market: Rolling stock, infrastructure, rail control, services and turnkey management

  • Market growth:(1)

~2.6%

  • Market size:(2)

~€53bn

  • Market growth:(1)

~2.9%

  • Market size:(2)

~€46bn

Investor Presentation November 2018

BODE

The Door

SCHALTBAU

Connect Contact Control

PINTSCH PINTSCH

Safety for Rail

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SLIDE 9

Railway market with oligopolistic supplier structure in many segments

Investor Presentation 9

Source: UNIFE, Company information (1) Total average annual rail market 2015-2017 (2) Incl. Hitachi Rail, Stadler, CAF, Pesa; ABB and Thales Transport not considered (mainly in infrastructure or control command and signalling technology) (3) Services, rail control, turnkey management (4) Combination of GE Transportation and Wabtec businesses still subject to regulatory approvals and other customary closing conditions

Overall rolling stock OEMs in the rail market Selected suppliers in the Schaltbau rolling stock market Other OEMs(2) €163bn(1)

3. 4. 5. 6. 7. 8. 9. 10. 1. 2.

49% Other(3) Market and competitive environment 19% Infrastructure Market size ~€53bn November 2018

  • c. 15%
  • c. 5%
  • c. 5%
  • c. 5%

< 5% 32% Rolling stock / +

(4)

BODE

The Door

SCHALTBAU

Connect Contact Control
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SLIDE 10

Striving for Sustainable and Profitable Growth– Management Agenda 2017 & 9M 2018 Fulfilled

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SLIDE 11

11

Management agenda 2017 & 9M 2018 fulfilled: higher financial flexibility for

  • ngoing restructuring activities and organic growth in core business areas

Key developments

Strengthening of future competitiveness Stabilisation of

  • perative business

Stabilisation of financial situation Major cost reduction programmes initiated

  • Investments mainly into

mobility/logistics applications and further rolling stock development

  • Digitisation: product

development to be increasingly aligned towards customers needs

  • Extended business model:

services for the entire lifecycle

  • f rolling stock and commercial

vehicles

  • Focus on local presence in

international markets

  • Sound order intake, revenue

and EBIT development since Q3 2017

  • Orders at hand at the end of

9M 2018 at decent level

  • Divestiture of non-core

industrial brakes business (Pintsch Bubenzer) effective 1 March 2018

  • Two successful capital

increases in May 2017 and February 2018

  • Reduction of short- and mid-

term financial debt

  • Optimisation of production and

logistic processes

  • “Fit for future” programs

at Bode and Rawag

  • “On time” program at Alte
  • Strict focus on reduction of

personnel cost and material expenses

  • Reduction of complexity of

Group organisation, improved steering and limitation of risks

  • Restructuring agreement in STT

(Pintsch) for 2018 and 2019, total savings of € 4 million Investor Presentation November 2018

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SLIDE 12

Restructuring roadmap Schaltbau: Major milestones successfully achieved – further road to go

  • Create financial headroom
  • Stabilise operational performance
  • Achieve satisfactory debt level
  • Selective investments
  • Ensure profitability on market level
  • Step up investments in market oppor-

tunities and digital business models 2017 2018 2019 2020 REDUCE DEBT REDUCE COSTS EXPLOIT GROWTH OPPORTUNITIES REDUCE COMPLEXITY 2018 – 2019 2019 – 2020 2017 – 2018

Key developments 12

Investor Presentation November 2018

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SLIDE 13

13

Comprehensive restructuring measures initiated

Investor Presentation

  • Alte: Expansion of after sales business, new business with composites for interiors,

purchase price reduction & quality management

  • Bode: Restructuring of production concept & production control (‘state-of-the-art production’),

general purchase price reductions

  • Rawag: Efficiency increase / reduction of personnel cost ratio,

raising value for the customer through expanded module offering

  • Personnel adjustments, restructuring of central functions (e.g. Controlling)
  • SPII: Execution of order for >300 trains (Italian prototype),

expansion of services & after-sales business

  • Pintsch Tiefenbach: Relocation of production site Sprockhövel to Dinslaken (end of 2019)
  • Pintsch Bamag: Improvement of terms and conditions with large customers,

efficiency increase in production through lean management Operational restructuring measures

Selected measures Current status

Mobile Transportation Technology Components Stationary Transportation Technology Holding

  • Xi’an: Planned expansion of refurbishment & services business

Group-wide procurement optimization Group

Key developments November 2018 BODE

The Door

PINTSCH

Safety for Rail

SCHALTBAU

Connect Contact Control

SCHALTBAU

HOLDING

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SLIDE 14

FY 2017

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SLIDE 15

15

Sales and earnings targets 2017 (as adjusted over time) achieved

Financials – FY 2017

Order intake +7.8% vs. 2016 € 594.0 million Sales +1.5% vs. 2016 € 516.5 million EBIT € 2.4 million before one-off effects

  • One-off effect of revaluation of Schaltbau Sepsa:

€ -24.2 million

  • Goodwill impairment Schaltbau Pintsch Bubenzer:

€ -1.1 million

€ -23.0 million reported

Investor Presentation November 2018

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SLIDE 16
  • Order intake grows by 7.8%

 Mainly driven by Mobile Transportation Technology, also impacted by a full-year contribution from Schaltbau Sepsa (consolidated since 30 September 2016) and relocation of the Refurbishment business (was part of Stationary Transportation Technology before)  Very positive order intake development in Components  Significant decrease of order intake in Stationary Transportation Technology due to lower order placements in Germany as well as a more conservative approach on international projects

  • Order book increases by 18.3% to € 508.3 million

(end of 2016: € 429.8 million)

Strong order intake in FY 2017 mainly due to contribution from Mobile Transportation Technology

Financials – FY 2017

263 333 158 114 130 146 100 200 300 400 500 600 700 800 1 2 551 594 2016 2017

16

Order intake in € million

Mobile Transportation Technology Stationary Transportation Technology Components

Investor Presentation November 2018

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SLIDE 17

35 42 23

Sales 2017 by market in %

Germany Rest of Europe Rest of World

222 265 149 121 138 131 100 200 300 400 500 600 700 1 2

  • Sales up by 1.5%

 Significant increase in second half of 2017 mainly due to completion of major projects  Slight decrease in comparable sales of 4% mainly driven by strong decline in industrial brakes volume (Pintsch Bubenzer) and a lower volume in level crossing technology  Full-year contribution of Schaltbau Sepsa offsets organic decline

FY 2017 sales increase in line with management expectations

Financials – FY 2017

509 517 2016 2017

17

Sales in € million

Germany Rest of Europe Rest of world Investor Presentation November 2018

Mobile Transportation Technology Stationary Transportation Technology Components

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SLIDE 18
  • 14.5
  • 25
  • 20
  • 15
  • 10
  • 5

5 10 15 20 25

EBIT EBITDA

  • EBITDA improved year-on-year
  • Reported EBIT at € -23.0 million, EBIT margin at -4.4%

 One-off effect of revaluation of Schaltbau Sepsa amounting to € -24.2 million  Goodwill impairment Schaltbau Pintsch Bubenzer amounting to € -1.1 million

  • Additional expenses for restructuring activities of

around € 8 million

Extraordinary Schaltbau Sepsa revaluation impacts Group EBIT in 2017

Financials – FY 2017

  • 2.8%

+3.9% 2016 2017

18

EBIT and EBITDA in € million

  • 4.4%

+3.2% 16.4 20.1

  • 23.0

Investor Presentation November 2018

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SLIDE 19
  • 12.0
  • 49.6
  • 15.8
  • 51.7
  • 60,0
  • 50,0
  • 40,0
  • 30,0
  • 20,0
  • 10,0

0,0 10,0 20,0

Group net profit Schaltbau Shareholders

  • Strong decline in Schaltbau Group’s net profit mainly driven

by:  Decreased EBIT  Higher interest expenses due to higher interest margins as well as higher drawing of existing credit lines  One-time effects related to refinancing activities

Net result 2017 impacted by higher financing costs

Financials – FY 2017

€ -2.61 per share € -8.04 per share 2016 2017

19

Net profit in € million

Investor Presentation November 2018

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SLIDE 20

9M 2018

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SLIDE 21
  • Strong order intake of € 420.2 million in 9M 2018
  • Like-for-like, overall increase by 2.3% or € 8.9 million,

driven by Stationary Transportation Technology (Q2 2018 win of train formation unit project) and Components

  • Order intake in Mobile Transportation Technology declines

slightly, but still in line with expectations

  • Order book at end of 9M 2018 at € 515.5 million,

up 1.3% vs. € 509.0 million at end of 9M 2017

Order intake increases like-for-like

Financials – 9M 2018

251 236 228 216 85 70 45 60 109 115 109 115 50 100 150 200 250 300 350 400 450 500 444 420 9M 2017

Investor Presentation 21

External order intake in € million**

Mobile Transportation Technology Stationary Transportation Technology Components

9M 2017 9M 2018 9M 2018 381 390

* Excluding Pintsch Bubenzer and Sepsa contributions: Pintsch Bubenzer was deconsolidated on 1 March 2018, Sepsa was classified as held for sale in November 2017

November 2018

Like-for-like* Reported

** Figures may not add up due to rounding

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SLIDE 22

190 221 162 199 77 44 42 36 96 112 96 112 50 100 150 200 250 300 350 400 450

  • Sales grow by 3.6% vs. 9M 2017, an increase of € 13.1 million
  • Significant volume increase in Mobile Transportation

Technology (in particular at Bode)

  • Strong sales volume development in Components
  • Sales in Stationary Transportation significantly below

prior year, mainly due to sale of Pintsch Bubenzer in Q1 2018

  • 45.6% of total sales in 9M 2018 generated in European

countries other than Germany, and 18.2% outside of Europe

Sales growth driven by increases in Mobile Transportation Technology and Components

Financials – 9M 2018

363 376

Investor Presentation 22

External sales in € million**

9M 2017 9M 2018 9M 2017 9M 2018 300 347

* Excluding Pintsch Bubenzer and Sepsa contributions: Pintsch Bubenzer was deconsolidated on 1 March 2018, Sepsa was classified as held for sale in November 2017

November 2018

Like-for-like* Reported

** Figures may not add up due to rounding Mobile Transportation Technology Stationary Transportation Technology Components

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SLIDE 23
  • 9M 2018 EBIT at € -1.5 million

(€ -16.4 million in 9M 2017), adjusted by one-off effects at € 12.3 million / 3.3% of sales

  • Increase is driven by
  • Higher sales volume, positive impact

from product mix, and productivity improvements in Components

  • Positive effects from restructuring

activities

  • € 12.0 million Sepsa impairment in

Q3 2017

  • Earnings per share at € -1.39

(9M 2017: € -6.01)

Significant EBIT improvement

Financials – 9M 2018 Investor Presentation 23

  • 4000
  • 2000
2000 4000 6000 8000 10000 12000 14000

9M 2018 EBIT adjustments in € million

EBIT reported Impair- ment LED tech- nology

  • 1.5

+1.6 +0.6 +2.6

  • 7.1

Decon- solidation Pintsch Bubenzer Restruc- turing expenses Release

  • f PSD

provisions EBIT before exceptional items

November 2018

+3.8

  • Add. IFRS 5

effect Sepsa real estate

12.3 +10.0 +2.3

Impair- ment Alte Impair- ment Bode UK

14 2 12 10 8 6 4

  • 2
  • 4
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SLIDE 24

Strategic Agenda

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SLIDE 25

Investor Presentation 25 November 2018

Strategy

  • Decentralised income statement responsibility
  • Standardised reporting from local management and review by Group Executive Board
  • Coordination of intra-Group aspects via management committee
  • State-of-the-art DC tech & driver desk equipment
  • Application of know-how from serving the rail

industry to grow further in dynamic fields such as e-mobility and next-gen energy

  • Ongoing process differentiation: pick/configure/

design-to-order, based on volume and complexity

  • Expansion into North America, Russia, China,

maybe India, with efforts coordinated with other Schaltbau Group entities where feasible; centralised competence centres along with local assembly and service

  • State-of-the-art door systems for trains, buses and

automotive, train interiors

  • Further integration of digital functionality such as

passenger ticketing and entertainment & preven- tive maintenance, ramp in after-sales business

  • Standardisation of door drive modules, redesign of

production processes and better utilisation of capacities available in Poland and Turkey

  • Expansion into North America and Asian markets

with efforts coordinated with other Schaltbau Group entities where feasible

  • State-of-the-art level crossing systems,

point heating systems, shunting equipment and

  • ther rail infrastructure with focus on

German market

  • Strong relationship with Deutsche Bahn as the

key customer

  • Efficiency gains by ongoing restructuring and

consolidation of three Pintsch sites into one main location

  • Focus on core products and selective

exploitation of new business opportunities

Schaltbau Group management

BODE

The Door

SCHALTBAU

Connect Contact Control

PINTSCH PINTSCH

Safety for Rail

High-margin cross-industry DC technology specialist Efficient door system provider in high-growth market Sustainable high-quality rail infrastructure player

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SLIDE 26

Sales guidance 2018 confirmed

  • Sales guidance for 2018 with a range of € 480-500 million

(without Sepsa and taking into account the sale of Pintsch Bubenzer in Q1 2018)

  • Organic growth of around € 40 – 60 million expected for

FY 2018:

  • Strong growth in Mobile Transportation driven by Bode Group
  • Positive sales outlook for Component business

Investor Presentation 26

52 490 517

Pintsch Bubenzer* Sales FY 2017

  • 41

Sales guidance FY 2018

  • 37

Sepsa** Organic growth

In € million

€ 480-500 million

* Adjusted by FY 2017 and 01-02/2018 sales ** Adjusted by FY 2017 sales

November 2018

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SLIDE 27

Outlook (in € million) Guidance FY 2018* 2017 Order intake 500-520** 594.0 Sales 480-500** 516.5 Mobile Transportation Technology Significant improvement 265.3 Stationary Transportation Technology Significant decline 120.5 Components Slight increase 130.7 EBIT margin Around 3%** 0.5%***

Targets 2018 confirmed

* Compared to FY 2017 ** Excluding Pintsch Bubenzer, Sepsa and one-offs *** Excluding extraordinary items

  • Solid order book from stabilised order intake in 2017 serves

as stable basis for profitable growth

  • Initial positive effects from restructuring measures

implemented in the financial year 2017 expected to contribute to an improvement in EBIT margin:

  • Increase in profitability through optimized production processes

and improved purchase conditions should lead to savings in material and personnel expenses

  • Non-operating special effects from extraordinary

impairments arising out of restructuring measures or disposal of subsidiaries will possibly continue to occur in 2018

Investor Presentation 27 November 2018

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SLIDE 28

Portfolio development 2018 vs. 2017

Investor Presentation 28

  • 15
  • 5

5 15 25

  • 20
  • 10

10 20 30 Profitability in % Growth in %

November 2018

2017 2017 2017 2018 2018 2018

Schaltbau subgroup Profitable growth Bode subgroup Growth + profitability Pintsch subgroup Profitability increase

Bubbles show 2017/2018 E profitability and 2017/2018 E year-on-year revenue growth. Bubble size represents significance for Schaltbau, based on revenue share. Green arrows represent expected development trend 2018 vs. 2017.

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SLIDE 29

Investor Presentation 29

Schaltbau Vision 2020

Operational excellence throughout the organization Disposal of non-core business State-of-the-art product and service offering in terms of quality and innovation Overall increased share of service and international revenues

2020

Our clear goal is to focus Schaltbau Group on its strategic core competencies and to consistently increase profitability. That is why we intend to dispose non-core business areas as well as those which are not sustainably profitable. These alignments should result in reduced revenues and simultaneously increased profitability until 2020, enabling Schaltbau to return to historical profitability levels and future growth.

November 2018

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SLIDE 30

Backup Financial Figures FY 2017 and 9M 2018

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SLIDE 31
  • Order intake up € 70.2 million vs. 2016

 Positive development at rail door systems as well as interiors for rail vehicles  Significant new orders, e. g. from Hitachi Rail Italy for deliv- ery of 39 vehicles including options of up to 300 vehicles

  • Sales growth of € 43.1 million vs. 2016

 Full-year contribution from Schaltbau Sepsa (+ € 19 million) and reclassification of Schaltbau Refurbishment (+ € 12 million)  Organic business growth at Rawag and Alte

  • EBIT margin of -10.0% vs. +2.3% in 2016

 Revaluation of Schaltbau Sepsa (€ 24.2 million)  Negative operating contribution from Schaltbau Sepsa Group (€ -8.7 million) and other foreign subsidiaries almost compensated by positive margin at Bode and Rawag

Mobile Transportation Technology FY 2017 growth driven by consolidation effects

Financials – FY 2017

263.2 222.2 333.4 265.3 50 100 150 200 250 300 350 400 Order intake Revenue

2016 2017

5.2

  • 30
  • 26
  • 22
  • 18
  • 14
  • 10
  • 6
  • 2

2 6 10 EBIT

  • 26.4

+26.7% +19.4%

31

Order intake and revenue in € million EBIT in € million

*

* Operating EBIT 2017: € -2.2 million; effect from revaluation of Schaltbau Sepsa: € - 24.2 million

Investor Presentation November 2018 BODE

The Door

slide-32
SLIDE 32
  • Significantly lower order intake volume

 Decline in new business with level crossing technology as well as railway signal technology (axle counting and shunting technology)

  • Sales decrease by € 28.8 million vs. 2016

 Mainly driven by rail infrastructure products and brake systems  Shift of Refurbishment business (€ 11.9 million) to MTT

  • EBIT margin of -4.6% (FY 2016: -18.8%)

 Cost-cutting measures compensate negative volume effects to just a small extent  Impairment at Schaltbau Pintsch Bubenzer (€ -1.1 million)  Provisions for contingent losses high in 2016 (€ 16.4 million)

Stationary Transportation Technology Weak order intake and revenue development in FY 2017

Financials – FY 2017

157.8 149.3 114.3 120.5 20 40 60 80 100 120 140 160 180 Order intake Revenue

2016 2017

  • 27.6%
  • 19.4%

32

  • 28.1
  • 5.5
  • 40
  • 35
  • 30
  • 25
  • 20
  • 15
  • 10
  • 5

5 10 EBIT

Order intake and revenue in € million EBIT in € million

Investor Presentation November 2018 PINTSCH

Safety for Rail

slide-33
SLIDE 33
  • Order intake clearly improved (€ +16.2 million)

 Higher order intake volume for snap-action switches for rail vehicles both in the new vehicles business and in after- sales business  Positive development at SPII in Italy; stabilisation of business in China despite investment shift from locomotives and passenger coaches to metro systems; North America below prior year due to project delays

  • Sales decrease of € 6.8 million vs. 2016

 Significantly lower revenue at SPII partially offset by sales increases at Schaltbau GmbH

  • EBIT margin improves to 16.4% (2016: 12.5%)

 Moderate sales decrease overcompensated by positive product mix effects and improved cost structure

Components Strong business performance in FY 2017

Financials – FY 2017

130.1 137.5 146.3 130.7 20 40 60 80 100 120 140 160 180 Order intake Revenue

2016 2017

+12.5%

  • 4.9%

33

  • 28.1

17.2 21.4 5 10 15 20 25 30 EBIT

Order intake and revenue in € million EBIT in € million

+24.4%

Investor Presentation November 2018 SCHALTBAU

Connect Contact Control

slide-34
SLIDE 34
  • Non-current assets € 40.0 million below prior year, reduction
  • f both tangible and intangible assets

 Depreciation on Schaltbau Sepsa due to classification as “assets held for sale” (€24.2 million)  Classification of Pintsch Bubenzer as “assets held for sale” (€ 16 million)  Foundation of joint venture Zhejiang Yonggui Bode Transportation Equipment in China; payment of initial capital contribution

  • Current assets significantly higher (€ +32.9 million):

 Classification of Schaltbau Sepsa and Schaltbau Pintsch Bubenzer as “assets held for sale”  € 15.6 million cash inflow from capital increase in May 2017 reported under other receivables and assets

Slight decrease in Group assets in FY 2017 due to divestiture effects

Financials – FY 2017

195 155 264 297 100 200 300 400 500 600 1 2

Non-current Current

459 452

34

Assets in € million

End of 2016 End of 2017

Investor Presentation November 2018

slide-35
SLIDE 35
  • Higher non-current liabilities due to restructuring of financial

debt: syndicated loan line amounting to € 100.0 million and debenture stock classified as long-term liabilities

  • Current liabilities down to € 198.5 million due to the afore-

mentioned reclassifications; bridge financing of € 25.0 million and current account liabilities classified as short-term

  • Equity decreases by €36.5 million despite €15.5 million

capital increase, due to negative net group result; equity ratio of 15.6% (end of 2016: 23.3%)

  • Net financial debt increases to €158.4 million (end of 2016:

€148.0 million)

  • Leverage (net financial debt/annual EBITDA) at 7.9 (2016:

9.1); mid-term goal: Further reduction of net financial debt relative to EBITDA to reach a leverage figure around 3

  • In Q1 2018, the situation improved significantly, driven by

the sale of Pintsch Bubenzer and a major equity injection

Equity & liabilities: negative group result impacts equity in FY 2017

Financials – FY 2017

107 71 111 183 241 199 100 200 300 400 500 600 1 2

Equity Non-current Current

End of 2016 End of 2017

35

459 452

Liabilities in € million

End of 2017

Investor Presentation November 2018

slide-36
SLIDE 36

5 10 15 20 25 30 35 40 45 50

Cash flow 2017 in million EUR

Thereof: 15.5 m. EUR escrow account for debt redemption

CF op. CF invest CF fin. Currency Cash EoFY 2017 Cash EoFY 2016

  • Positive operating cash flow (€ +10.5 million) reflects

stringent working capital management (operating cash flow in FY 2016: € +25.8 million)

  • Cash outflow for investments increases vs. 2016 (€ -18.2

million), proceeds from capital increase deposited on escrow account (€ 15.6 million)

  • Financing cash flow 2017 mainly reflects:

 € 15.5 million cash inflow from capital increase and € 4.1 million from new loans  € 6.0 million repayment of loans and € 11.4 million cash

  • utflow for interest payments

Positive operating cash flow in FY 2017

Financials – FY 2017 36

Free cashflow= CF op.+CF invest. +10.5 31.2 +12.2

  • 34.3

+5,7

  • 0,9

Investor Presentation November 2018

slide-37
SLIDE 37

228.6 215.9 22.9 20.5 20 40 60 80 100 120 140 160 180 200 220 240 260 9M 2017 9M 2018

  • External order intake down € 15.1 million
  • Like-for-like decrease of roughly € 12 million, but still in line with

expectations

  • External sales growth of € 30.4 million
  • Significant increase driven by Bode Group
  • EBIT at € -16.0 million
  • 9M 2017 impacted by a € 12.0 million Sepsa impairment
  • 9M 2018 performance impacted by
  • Impairment of Alte and Bode UK (€12.3 million)
  • IFRS 5 effects from purchase of Sepsa real estate in Q3 2018 (€ 3.8 million)
  • Negative operating contribution from Alte (lower sales volume, additional

temporary workers, warranty expenses, ramp-up costs)

  • Further improvements in productivity expected in the coming

quarters

Mobile Transportation Technology Sales growth driven by positive development at Bode Group

Financials – 9M 2018 Investor Presentation 37

  • 16.2
  • 16.0
  • 20,0
  • 18,0
  • 16,0
  • 14,0
  • 12,0
  • 10,0
  • 8,0
  • 6,0
  • 4,0
  • 2,0

0,0

9M 2017 9M 2018

  • 6.0%

External order intake and sales in € million* EBIT in € million

162.6 199.2 27.5 21.3 9M2017 9M 2018

Sepsa Like-for-like

Sales +16.0% Order intake 251.5 236.4 190.1 220.5

November 2018

* Figures may not add up and/or match exactly with figures consolidated on Group level, due to rounding

BODE

The Door

slide-38
SLIDE 38
  • External order intake declines by >15%, related to the sale of

Pintsch Bubenzer

  • Like-for-like, external order intake is up >30%, largely due to winning

a major order for a train formation unit

  • External sales decrease by >40%, mainly due to the disposal
  • f Pintsch Bubenzer
  • Sales like-for-like down by € 6.0 million
  • Lower sales volume at Pintsch Bamag due to several customer push-
  • uts in rail infrastructure, mostly to be recovered until year-end
  • EBIT just above the base line
  • Improvement largely due to the release of provisions for onerous

contracts for the PSD project in Brazil and cost reductions, set off in part by impairment on the LED technology business

  • Restructuring agreement with workers’ counsel, total savings of

€ 4.0 million for 2018 and 2019

  • Further restructuring and PSD closing benefits will materialise in the

next quarters

Stationary Transportation Technology Stabilisation and first improvements

Financials – 9M 2018 Investor Presentation 38

41.8 35.8 35.7 8.2 9M 2017 9M 2018

External order intake and sales in € million*

Bubenzer Like-for-like

Sales

45.2 60.1 39.8 9.9 10 20 30 40 50 60 70 80 90 9M 2017 9M 2018

Order intake 85.0 70.0 77.5 44.0

  • 17.6%
  • 43.2%

November 2018

  • 7.0

+0.2

  • 8,0
  • 6,0
  • 4,0
  • 2,0

0,0 2,0

9M 2017 9M 2018

EBIT in € million

* Figures may not add up and/or match exactly with figures consolidated on Group level, due to rounding

PINTSCH

Safety for Rail

slide-39
SLIDE 39
  • External order intake increases
  • External sales strongly improved by € 16.4 million
  • Ongoing high demand of connectors, snap-action switches and

contactors

  • EBIT improves to € 22.4 million
  • Positive development driven by high sales volume, favorable

product mix and productivity improvements

  • Strong EBIT level expected to be maintained throughout 2018

Components Ongoing strong operational performance

Financials – 9M 2018

108.6 95.8 115.7 112.2 20 40 60 80 100 120 Order intake Sales

9M 2017 9M 2018

+17.1%

Investor Presentation 39

External order intake and sales in € million* EBIT in € million

15.9 22.4 5 10 15 20 25 EBIT +6.5%

November 2018

* Figures may not match exactly with figures consolidated on Group level, due to rounding

SCHALTBAU

Connect Contact Control

slide-40
SLIDE 40
  • Equity increases by € 31.8 million following the successful

capital increase in February 2018; equity ratio at 25.4% at the end of 9M 2018 (up from 15.6% at year-end 2017)

  • Reduction of net debt by € 46.7 million in 9M 2018
  • Repayment of € 25.0 million in bridge financing
  • Additional repayment of current account liabilities
  • Further reduction of net debt expected in Q4 2018

Equity base substantially strengthened, net debt significantly reduced

Financials – 9M 2018 Investor Presentation 40

Restructuring of equity and net debt in € million

70.6 102.4 20 40 60 80 100 120 Equity

31/12/2017 30/09/2018

+45.1%

November 2018

158.4 111.7 20 40 60 80 100 120 140 160 180 Net debt

31/12/2017 30/09/2018

  • 29.5%
slide-41
SLIDE 41
  • Positive free cash flow driven by
  • € 29.3 million cash inflow from sale of Pintsch Bubenzer
  • € 15.6 million release of funds from an escrow account
  • Positive effects set off in part by higher working capital
  • Financing cash flow in 9M 2018 mainly reflects:
  • € 46.5 million cash inflow from capital increase
  • € 70.5 million cash outflow due net repayment of loans

Cash flow in 9M 2018 is affected by sale of Pintsch Bubenzer, capital increases and higher working capital

Financials – 9M 2018 Investor Presentation 41

  • 29.8

+5.0

  • 25.8

+7.4

  • 21.4
  • 14.0

Free cash flow Cash flow from financing activities Cash flow

9M 2017 9M 2018

In € million

November 2018

*

* Total cash flow includes change in cash funds due to exchange rate fluctuations

slide-42
SLIDE 42

Schaltbau Holding AG Hollerithstrasse 5 81829 Munich Germany IR contact Wolfgang Güssgen Head of IR & CC guessgen@schaltbau.de T +49 89 93005-209

Financial calendar and contact details

2019

  • 2 April 2019 Annual Report 2018
  • 30 April 2019 3M 2019 Interim Statement
  • 31 July 2019

6M 2019 Interim Report

  • 31 October 2019 9M 2019 Interim Statement

Picture credits: iStockphoto LP

slide-43
SLIDE 43

Disclaimer

Investor Presentation 43

This presentation contains forward-looking statements. These statements are based on the current views, expectations and assumptions of the management of Schaltbau Holding AG and involve known and unknown risks and uncertainties that could cause actual results, performance or events to differ materially from those expressed or implied in such statements. Actual results, performance or events may differ materially from those described herein due to factors affecting Schaltbau Holding AG such as, among other things, changes in the general economic and competitive environment, capital market risks, currency exchange rate fluctuations and competition from other companies, and changes in international and national laws and regulations, in particular with respect to tax laws and

  • regulations. Schaltbau Holding AG does not assume any obligation to update any forward-looking statements.

The information contained in this presentation is for background purposes only and does not purport to be full or complete. No reliance may be placed, for any purpose, on the information contained in this announcement or its accuracy or completeness. The information in this presentation is subject to change.

Appendix November 2018