Signet Jewelers Limited · NYSE:SIG

Signet Jewelers — Merger or Acquisition (February 2014)

16 slides from Signet Jewelers's merger presentation, Feb 19, 2014

  1. Slide 1: Combining Two of Today's Leading Jewelry Retailers

    Every kiss begins with Kay.® Combining Two of Today’s Leading Jewelry Retailers Investor Presentation February 19, 2014 1

  2. Slide 2: Safe Harbor for Forward-Looking Statements

    Safe Harbor for Forward-Looking Statements Statements in this presentation regarding the proposed transaction, the expected timetable for completing the proposed transaction, future financial and operating results, future capital structure and liquidity, benefits and synergies of the proposed transa

  3. Slide 3: Combining Two of Today's Leading Jewelry Retailers

    Combining Two of Today’s Leading Jewelry Retailers FY 20131 Revenue $3,983 million $1,888 million FY 20131 EBITDA $660 million $68 million Number of retail stores as of FYE 20131 1,954 1,694 Number of retail brands 17 6 Major retail brands Geographic footprint United States and United Kingdom United

  4. Slide 4: Signet is the #1 Specialty Jeweler in the U.S. & U.K.

    Signet is the #1 Specialty Jeweler in the U.S. & U.K. Kay Jewelers #1 Jewelry store in U.S. Sales: ~$2.0 billion Stores: 1,057 in 50 states Jared The Galleria Of Jewelry #1 U.S. Off-Mall Specialty Jeweler Sales: ~$1.0 billion Stores: 205 in 39 states H.Samuel #1 in U.K. Sales: ~$0.4 billion Stores:

  5. Slide 5: The Addition of Zale Complements Signet's Core Growth Strategies

    The Addition of Zale Complements Signet’s Core Growth Strategies Companies that build from core strengths create sustained value  Build upon existing growth strategies  Increase innovation and testing to drive merchandise initiatives Maximize Mid-Market    Explore and expand through formats, lo

  6. Slide 6: Complementary Strengths Align to Drive Future Growth

    Complementary Strengths Align to Drive Future Growth Iconic retail brands in U.S. & U.K. Maximize Iconic retail brands in U.S. & Canada Mid-market Successful development and growth of Successful development and growth branded, differentiated and exclusive of branded, differentiated and merchandise (

  7. Slide 7: A Compelling Value Proposition

    A Compelling Value Proposition  Broadens geographical footprint with Zale’s locations across the United States and Delivers Scale & Canada Geographic Expansion  Allows Signet to significantly expand into Canada via Peoples Jewellers, the #1 specialty fine jeweler in Canada with 146 locations Enhan

  8. Slide 8: The Combination Creates a More Diversified Retailer…

    The Combination Creates a More Diversified Retailer… Signet: 1,974 stores1 Zale: 1,679 stores1 Pro forma: 3,653 stores Canada: 0 Canada: 199 Canada: 199 Global footprint U.S.: 1,478 U.S.: 1,480 U.S.: 2,958 U.K. & Ireland: 496 U.K. & Ireland: 0 U.K. & Ireland: 496 Canada U.K. 5% Breakdown 25% Canada

  9. Slide 9: … With an Expanded Portfolio of Attractive, Differentiated and Exclusive Brands

    … With an Expanded Portfolio of Attractive, Differentiated and Exclusive Brands to Drive Future Growth Key exclusive brands 27.4% Exclusive 19.0% brands as % 8.0% 11.0% of sales¹ Jan-10 Jan-13 Jul-12 2 Jul-13 1 For Zale Corporation: as % of fine jewelry sales 2 Earliest reported date for exclusive b

  10. Slide 10: Transaction Summary

    Transaction Summary  $21.00 per Zale share all cash offer, implying ~$1.4 billion enterprise value for Zale  Represents EV / LTM Oct-13 Adjusted EBITDA¹ multiple of 7.4x2 Structure and  J.P. Morgan has provided new underwritten term loan facility and bridge Consideration financing commitment  St

  11. Slide 11: Combined Financial Overview

    Combined Financial Overview Revenue ($ billion) Standalone Signet Pro Forma Signet $6.2  Additional distribution points $3.4 $3.7 $4.0 and geographic reach provide $3.3 $3.3 solid platform for top line growth Jan-09 Jan-10 Jan-11 Jan-12 Jan-13 Pro formaLTM Oct-20131  Operating efficiencies will dr

  12. Slide 12: Overview of Synergies

    Overview of Synergies Estimated $100 Million Synergy Potential Provides Opportunity for Substantial Value Creation  Signet’s manufacturing knowledge, buying processes, and proprietary systems in partnership with Zale’s team will accelerate Supply Chain / Purchasing and ensure gross margin improveme

  13. Slide 13: Additional Business Benefits

    Additional Business Benefits  The Alliance Data Systems agreement will improve Zale’s credit offering and lower the cost of credit Credit Optimization  Enhanced credit approval rates, strengthened lifecycle marketing and improved in-store credit presentation.  Store rationalization continues  In

  14. Slide 14: Financing and Capital Structure

    Financing and Capital Structure Expected financing includes a combination of:  Significant accounts receivable securitization  Bank debt  Other debt financing J.P. Morgan has committed to provide financing for the transaction Company expected to achieve investment grade rating post transaction gi

  15. Slide 15: Transaction Strengthens Signet's Foundations and Unlocks New Growth Opportunities

    Transaction Strengthens Signet’s Foundations and Unlocks New Growth Opportunities We are going to invest in and grow the Zale brands  Maintain Zales as a collection of stand alone brands within the Signet portfolio of brands  Optimize marketing and promotional spend on Zales to drive brand recogni

  16. Slide 16: Important Additional Information Will Be Filed With The SEC

    Important Additional Information Will Be Filed With The SEC Zale Corporation plans to file with the Securities and Exchange Commission (the “SEC”) and mail to its stockholders a Proxy Statement in connection with the proposed transaction. The Proxy Statement will contain important information about

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