Millerknoll, Inc. · NASDAQ:MLKN
Millerknoll — Herman Miller — Merger or Acquisition (April 2021)
16 slides from Millerknoll's merger presentation, Apr 19, 2021
Slide 1: Herman Miller + Knoll: Creating the Preeminent Leader in Modern Design
HERMAN MILLER + KNOLL April 19 / 2021 Creating the Preeminent Leader in Modern Design
Slide 2: Forward-looking statements
/ Forward-looking statements /This communication relates to a proposed business combination transaction between Herman Miller, Inc. (the “Company”) and Knoll, Inc. (“Knoll”). This communication includes forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Se
Slide 3: No offer of solicitation; additional information about the merger
/ No offer of solicitation /This communication is not intended to and shall not constitute an offer to buy or sell or the solicitation of an offer to buy or sell any securities, or a solicitation of any vote or approval, nor shall there be any sale of securities in any jurisdiction in which such off
Slide 4: Today's presenters
Andi OwenPRESIDENT/CEO, HERMAN MILLERAndi joined Herman Miller as CEO in August 2018 after a 25-year career at Gap Inc., where she most recently served as Global President of Banana Republic. Andrew CoganCHAIRMAN/CEO, KNOLLAndrew has served as a director of Knoll since February 1996. He became CEO o
Slide 5: Creating the preeminent leader in modern design
1 Pairs two industry pioneers to catalyze the transformation of the home and office at a time of unprecedented disruption 2 Combines two highly complementary businesses to create a broader product portfolio 3 Enhances scale and capabilities to drive growth and profitability 4 Accelerates digital and
Slide 6: Transaction summary terms
/ Transaction summary terms / 1 Represents unaudited adjusted financial estimate. Consideration Herman Miller is acquiring Knoll for $11.00 per share in cash and 0.32 shares of Herman Miller common stock per share of Knoll common stock and approximately $253 million in cash in the aggregate for all
Slide 7: Knoll is a constellation of design-driven brands
Knoll Office Fully KnollStudio KnollTextiles DatesWeiser Spinneybeck/FilzFelt Muuto Holly Hunt / Knoll is a constellation of design-driven brands /
Slide 8: Combines two highly complementary businesses to create the preeminent leader in modern design
Bubble size indicates relative revenue PREMIUM ACCESSIBLE COMMERCIAL RESIDENTIAL Herman Miller Knoll / Combines two highly complementary businesses to create the preeminent leader in modern design / *Encompasses major brands.
Slide 9: Enhanced scale and capabilities to drive growth and profitability
¹ Includes an addback for stock-based compensation expense. ² Includes $100 million of run-rate cost synergies. ³ Revenue breakdown per latest annual filings. Herman Miller figures as of FYE 31-May-2020, 2020. Knoll figures as of FYE 31-Dec-2020. Note: Knoll reported segments are Office and Lifestyl
Slide 10: Accelerates digital and technology transformation
/ Accelerates digital and technology transformation / Digital Foundation Drives Growth Opportunities Expand existing platforms to include more brands and geographies Expanded eCommerce assortment Combined expertise increases in-house capability Utilize customer data Optimize digital marketing ROI eC
Slide 11: Deep heritage of design-driven innovation
/ Deep heritage of design-driven innovation / NELSON THIN EDGE CABINET EAMES LOUNGE & OTTOMAN SAARINEN DINING TABLE FLORENCE KNOLL SOFA Charles and Ray Eames Florence Knoll Eero Saarinen George Nelson
Slide 12: Sustainability, wellness and community impact
Sustainability 2020 50 Best ESG Companies Investor’s Business Daily 2020 Platinum CSR Rating EcoVadis Over 27,000 tons of products diverted from landfills since 2009 Through rePurpose program Wellness WELL Portfolio and WELL Health-Safety Rating First furniture company to register Community ImpactKn
Slide 13: Delivers significant financial benefits
/ Delivers significant financial benefits / ¹ Assumes $100 million in run-rate cost synergies. ² Includes $1.25 billion of term loan facilities and a $0.5 billion revolving credit facility expected to be undrawn at close $100 million in expected run-rate cost synergies to be achieved within two year
Slide 14: Compelling synergy opportunity
/ Compelling synergy opportunity / Fully dedicated integration team will plan and execute synergy capture in addition to building the new organization COGSe.g., logistics, procurement SG&Ae.g., Corporate, Business Units ~40% ~60% Breakdown of Cost Synergies $100 million of expected run-rate cost syn
Slide 15: Creating the preeminent leader in modern design
1 Pairs two industry pioneers to catalyze the transformation of the home and office at a time of unprecedented disruption 2 Combines two highly complementary businesses to create a broader product portfolio 3 Enhances scale and capabilities to drive growth and profitability 4 Accelerates digital and
Slide 16: Questions?
QUESTIONS?