Schaeffler India Ltd · NSE:SCHAEFFLER
Schaeffler India — Merger or Acquisition (August 2017)
24 slides from Schaeffler India's merger presentation, Aug 30, 2017
Slide 1: Investor Presentation: Creation of 'One Schaeffler India' entity
Investor Presentation Creation of 'One Schaeffler India' entity August 30, 2017 Mumbai
Slide 2: Agenda
Agenda 1 Strategic overview 2 Transaction rationale 3 Transaction structure 4 Pro forma financial profile 5 Execution and next steps 6 Summary 2 30.08.2017 Investor Presentation
Slide 3: Schaeffler Group – A global automotive and industrial supplier
1 Strategic overview Schaeffler Group – A global automotive and industrial supplier Quality, technology and innovation as key success factors Well defined strategy 'Mobility for Tomorrow' with 4 focus areas and 8 strategic pillars Above average growth and profitability with global sales of mor
Slide 4: Schaeffler Group – Quality, technology and innovation
1 Strategic overview Schaeffler Group – Quality, technology and innovation Sales growth (in EUR bn) Sales by division and region in 2016 (in %) 13.2 13.3 21.0 22.5 15.4 53.1 12.1 77.5 10.5 11.1 11.2 Industrial Automotive Europe Asia/Pacific Greater China Americas 2012 2013 2014 2015 2016 EUROPE: Inc
Slide 5: Strategy 'Mobility for tomorrow' – key elements
1 Strategic overview Strategy "Mobility for tomorrow" – 4 key elements Vision / Mission 4 Focus areas 8 Strategic pillars 16 Strategic initiatives 5 30.08.2017 Investor Presentation
Slide 6: Schaeffler in India – Over 50 years of progress
1 Strategic overview Schaeffler in India – Over 50 years of progress INA plant set up at Pirangut, Pune Name of the FAG becomes part of JV between LuK Commissioned export FAG Bearings India Schaeffler Group Production of HLA/RFF FAG Savli Plant LuK : 2nd Plant Schaeffler India - Precision Bearings c
Slide 7: Schaeffler in India – 3 different entities
1 Strategic overview Schaeffler in India – 3 different entities Schaeffler India Ltd. (Schaeffler India) INA Bearings Pvt. Ltd. (INA) LuK India Pvt. Ltd. (LuK) ► Present in India since 1962 ► Present in India since 2001 ► Present in India since 1997 ► Schaeffler AG holds 51.33% stake through its who
Slide 8: Broad product spectrum – Automotive Division
1 Strategic overview Broad product spectrum – Automotive Division Clutch system and linings SAC Finger followers with Tappets Camshaft hydr. pivot elements McPherson strut bearings Double clutch systems phasing units dry/wet Components for Engine and transmission Clutch clutch and components Clutch
Slide 9: Broad product spectrum – Industrial Division
1 Strategic overview Broad product spectrum – Industrial Division INA-FAG catalog Example Steel Mills: Continuous Caster Rotary table bearings with 40,000 with measuring system articles applications Linear guidance systems Plain Cylindrical bearings roller bearings with disc cage Engine Needle rolle
Slide 10: Transaction rationale – Establishing one strong Schaeffler India entity
2 Transaction rationale Transaction rationale – Establishing one strong Schaeffler India entity 1 2 Leading Indian Automotive and Industrial supplier Diversified and high-growth product offering Creating a leading Indian Automotive and Industrial Establishing a diversified product offering across th
Slide 11: Leading Indian Automotive and Industrial supplier
2 Transaction rationale 1 Leading Indian Automotive and Industrial supplier Revenue (INRm) – CY16 Leading solutions provider with an all-round presence 35,694 Combined entity will be one of the biggest automotive component 18,139 and bearing suppliers in India 10,418 7,298 Within the bearings sp
Slide 12: Diversified and high-growth product offering (1/2)
2 Transaction rationale 2 Diversified and high-growth product offering – Automotive and Industrial segments (1/2) Schaeffler India will add high-growth attractive automotive business to its India's focus on infrastructure and domestic manufacturing to drive portfolio growth Schaeffler Fast growing
Slide 13: Diversified and high-growth product offering (2/2)
2 Transaction rationale 2 Diversified and high-growth product offering – Automotive and Industrial segments (2/2) Revenue mix (CY16) Top customers Schaeffler India INA LuK Schaeffler India INA LuK Passenger cars 11% 59% 24% PREMIER Two Wheelers 12% 21% - Wind Energy 7% - - Railway 6% - - Tractors 4%
Slide 14: Revenue and cost synergy potentials – Product and Distribution
2 Transaction rationale 3 Revenue and cost synergy potentials – Product and Distribution Schaeffler OEM Aftermarket INA LuK India Automotive Current Distribution network: Industrial 205 30 Clutch package: Clutch release Automotive 130 bearing can be packaged with a All 3 entities have clutch and
Slide 15: Optimizing warehousing and freight movement
2 Transaction rationale 3 Revenue and cost synergy potentials – Optimizing warehousing and freight movement Current Network To-Be Network Logistics Concept can be developed by leveraging combined requirements of 3 legal entities and thus creating a positive customer experience through 'One face' a
Slide 16: Revenue and cost synergy potentials – Efficiency improvements
2 Transaction rationale 3 Revenue and cost synergy potentials – Efficiency improvements ► Re-organization of internal sales team to implement the ‘One Schaeffler India’ and ‘Mobility for Tomorrow’ strategy Sales & Marketing efficiency ► Field sales force efficiency improvement due to “One face” to c
Slide 17: Creating value for all stakeholders – Higher growth and margin expansion
2 Transaction rationale 4 Creating value for all stakeholders – Higher growth and margin expansion Combined entity (on pro-forma basis) recorded revenue CAGR of 10.1% over CY13-16 EBITDA margins for the combined entity improved from 9.3% in CY13 to 15.9% in CY16 Historical revenue (INR mn) Histo
Slide 18: Proposal to merge three entities to create 'One Schaeffler India' entity
3 Transaction structure Proposal to merge three entities to create "One Schaeffler India" entity ► The Board of Directors of Schaeffler India Ltd, INA Bearings India Pvt Ltd and LuK India Pvt Ltd in their respective meetings on 30th August, 2017 have approved a proposal to merge INA Bearings India P
Slide 19: Proposed structure of merged entity
3 Transaction structure Proposed structure of merged entity Simplified Simplified Current structure in India Proposed structure after proposed merger Schaeffler AG Schaeffler AG 100% 100% 100% 100% 100% 100% 100% 100% Promoter group Industriewerk Schaeffler Industriewerk Schaeffler INA Beteiligungs-
Slide 20: Financial statements of the parties and pro-forma post merger
4 Pro forma financial profile Details of the financial statements of the respective parties and pro-forma post merger Key financials Schaeffler India Ltd. INA Bearings India Pvt. Ltd. LuK India Pvt. Ltd. Schaeffler India Ltd. (proforma) INRm CY16 H1CY171) CY16 H1CY171) CY16 H1CY171) CY16 H1CY17 Reve
Slide 21: Transaction expected to be completed in 2018
5 Execution and next steps Transaction expected to be completed in 2018 Key events Expected date BSE, NSE and SEBI approvals sought Q3CY17 BSE, NSE and SEBI approvals Q4CY17 Applications to NCLT (Mumbai and Chennai benches) in India Q4CY17 Notice to shareholders Q4CY17 Shareholder approvals ‒ Approv
Slide 22: Key messages
6 Summary Key messages 1 Merger to combine the strengths of Schaeffler Group's entities in India and create a unified entity 2 In line with our strategy "Mobility for Tomorrow" to position ourselves as a leading Indian Automotive and Industrial supplier 3 Add attractive high growth Automotive busine
Slide 23: Contact
6 Summary Contact Schaeffler India Ltd Vijay Chaudhury, Head – Corporate Communications Tel: +91 (20) 3061 4221 / +91 91686 84744 Email: vijay.chaudhury@schaeffler.com 23 30.08.2017 Investor Presentation
Slide 24: Disclaimer
Disclaimer The information contained in this presentation is provided by Schaeffler India Limited (“the Company”), to you solely for your reference. This document is being given solely for your information and for your use and may not be retained by you and neither this presentation nor any part the
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