Wendel Se · EURONEXT:MF

Wendel — Merger or Acquisition (June 2015)

17 slides from Wendel's merger presentation, Jun 30, 2015

  1. Slide 1: Acquisition of AlliedBarton Security Services

    Acquisition of AlliedBarton Security Services June 30, 2015 Acquisition of AlliedBarton | June 30, 2015 1

  2. Slide 2: Introduction

    Introduction On June 29, Wendel agreed to acquire AlliedBarton Security Services, the second largest security officer services provider in the United States. Expected closing in the third quarter, subject to customary conditions and regulatory approvals Acquisition of AlliedBarton | June 30, 2015 2

  3. Slide 3: Transaction key figures

    AlliedBarton Security Services Transaction key figures $1.67bn entreprise value ~$670m equity invested(1) $990m of covenant-light debt(2) ~96% of the share capital held by Wendel(1) (1) Estimated amounts, to be finalized at closing (2) $880m already existing, $110m additional already committed Acqui

  4. Slide 4: Wendel's 2nd acquisition in the US in less than 7 months

    AlliedBarton Security Services Wendel’s 2nd acquisition in the US in less than 7 months Leading provider of security officer services in the US Strong market position in a growing and consolidating industry Attractive growth prospects organically and through acquisition Resilient business model Outs

  5. Slide 5: AlliedBarton in brief

    AlliedBarton Security Services In brief Leading provider of security officer services in the U.S. $ 2.18bn of LTM sales (1) $ 148m of LTM adjusted EBITDA (1) > 95% free cash flow conversion rate (2) ~ 3,300 clients across a variety of industries 60,000 + employees (1) Period ended March 31, 2015; Re

  6. Slide 6: AlliedBarton, a security services industry leader

    AlliedBarton, a security services industry leader • Develop customized outsourced security services solutions for clients • Offer strong value proposition by providing competent & motivated What they do security officers and managers • Focus on staff selection / training / development • Client-centr

  7. Slide 7: An outstanding management team

    An outstanding management team Bill Whitmore – A pioneer of the industry Randal Dorn Chairman and Chief Executive Officer Division President, Remote-Management Years with AlliedBarton: 33 Years with AlliedBarton: 28 Carol Johnson Mimi Lanfranchi President and Chief Operating Officer Senior Vice Pres

  8. Slide 8: AlliedBarton strategic vision

    AlliedBarton strategic vision Strong value proposition for customers to outsource security officer services to AlliedBarton Provide exceptionally trained and motivated  security officers and managers to ensure the safety and security of client‘s brands, people and facilities PROGRAMS MARKET FOCUS 

  9. Slide 9: Investment thesis fully aligned with Wendel's strategy

    Investment thesis fully aligned with Wendel’s strategy AlliedBarton is ideally positioned for significant future growth Outsourced US security officer services market projected to grow at 4.6% Strong macro trends CAGR (5.0%–6.5% for largest players), reaching $30 billion in 2019E Established value P

  10. Slide 10: A long history of outperformance, integrating acquisitions and delivering returns

    A long history of outperformance, integrating acquisitions and delivering returns Over 55 years of delivering unmatched security solutions to the US market • Transformed from a regional participant in the US security officer services industry to an industry leader with a national presence and strate

  11. Slide 11: Unmatched consistent growth over the last decade

    Unmatched consistent growth over the last decade Revenue $2,178 '04–LTM 3/31/15 CAGR: >9% '07–LTM 3/31/15 CAGR: >5% 2004 (1) 2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 LTM 3/31/15 Adjusted EBITDA(2) '04–LTM 3/31/15 CAGR: >12% Almost entirely $148 organic growth '07–LTM 3/31/15 CAGR: >9% 2004(

  12. Slide 12: Demand for outsourced security officer services continues to grow

    Demand for outsourced security officer services continues to grow Why is there growing demand for outsourced security officer services? • Concerns regarding safety, crime and terrorism • Vertical market driven need for specialized security services • Continuing trend toward outsourcing non-core func

  13. Slide 13: AlliedBarton has aggressively expanded its market share in the last 10 years

    AlliedBarton has aggressively expanded its market share in the last 10 years 9% Market X2.4 share 4% 2003 2014 AlliedBarton Revenue $554 million $2,149 million Key drivers of market share growth • Continuous investment and execution of organic growth • Highly fragmented market: ongoing pursuit of hi

  14. Slide 14: Conclusion

    Conclusion Acquisition of AlliedBarton | June 30, 2015 14

  15. Slide 15: All 2013-17 strategic goals already achieved

    All 2013-17 strategic goals already achieved Investment of €2bn c. 1/3 in Africa and other high-growth regions  c. 1/3 in Europe  c. 1/3 in North America  Diversify sectorally and geographically,  with priority on unlisted companies  Return to investment grade status  Pay an increasing divide

  16. Slide 16: €2.1bn invested in new companies since 2013

    €2.1bn invested in new companies since 2013 Target 2013-2017 €2bn c. €764m invested in North America(1) c. $670m to be invested in AlliedBarton CSP Technologies €640m invested in Europe (2) Constantia Flexibles €1bn €720m invested in high-growth regions (3) IHS Saham Group Nippon Oil Pump (1) €160m

  17. Slide 17: Disclaimer

    Disclaimer • This document has been prepared by Wendel S.E. (“Wendel”) solely for use at the presentation, to be held on June, 30 2015. This document must be treated confidentially by attendees at such presentation and may not be reproduced or redistributed to any other person. • No representation o

Wendel — Merger or Acquisition (June 2015) on 6ix