Alstom Sa · EURONEXT:ALO
Alstom Sa — Merger or Acquisition (February 2020)
20 slides from Alstom Sa's merger presentation, Feb 17, 2020
Slide 1: Acquisition of Bombardier Transportation: accelerating Alstom's strategic roadmap
Acquisition of Bombardier Transportation: accelerating Alstom’s strategic roadmap February 17th, 2020
Slide 2: Disclaimer
Disclaimer No Offer This presentation does not constitute or form any part of an offer to exchange or purchase, or solicitation of an offer to buy or exchange, any securities. Any such offer or solicitation will be made only pursuant to an official offer documentation approved by the appropriate reg
Slide 3: Transaction highlights
Transaction highlights Excellent strategic rationale Significant value creation Solid transaction structure • Acquisition of the 4th global rail OEM1, • Strategic and immediate additions to • Alstom to acquire Bombardier with strong commercial and product Alstom’s operational profile Transportation
Slide 4: Robust macro-economic drivers supporting the steady growth of rail traffic
Robust macro-economic drivers supporting the steady growth of rail traffic Supportive macro-economic Strong rail traffic growth drivers Passenger traffic per market segment Urban In basis 100 +5.2% Economic growth Mainline +3.2% Average growth (2015 – 2025) Freight +1.4% Sustainable development 2005
Slide 5: Alstom, a leading track record with a clear ambition
Alstom, a leading track record with a clear ambition Significant profitability Record backlog in the industry Top growth performance improvement Latest figures available Sales (€bn) aEBIT margin 8.1 7.1% 2 5.3% €43bn1 €33bn €32bn 6.9 Global Global competitor 1 competitor 2 FY 2015/16 FY 2018/19 FY 2
Slide 6: Bombardier Transportation, a reference in rail mobility
Bombardier Transportation, a reference in rail mobility ● Strong historical track record of market leadership ● A broad product portfolio in all market segments, with strategic products People Mover - Bangkok ● Comprehensive expertise ranging from component manufacturing to rail operations ● A balan
Slide 7: Establishing unparalleled commercial reach to feed sustainable growth
Establishing unparalleled commercial reach to feed sustainable growth Acquiring strong presence in Critical size on all continents strategic and growing markets Presence in over 70 countries Strong presence Market trends Presence in over 60 countries UK to invest ~€40bn by 2024 DB & Germany to inves
Slide 8: Rolling Stock: addition of a complementary and attractive portfolio
Rolling Stock : addition of a complementary and attractive portfolio to respond to a wider set of customer needs Bombardier Transportation brings selected Comprehensive & complementary portfolio attractive & profitable niches Complementary specific products in Metro London, San Francisco, Singapore
Slide 9: Services: access to the largest installed train fleet and strong technical capabilities
Services : access to the largest installed train fleet and strong technical capabilities Bombardier Transportation brings Additional solutions in digital Bombardier Transportation’s large maintenance facilities / predictive maintenance, experience in operations to footprint and 100k installed train
Slide 10: Signalling: scale increase to achieve Alstom's leadership ambition
Signalling : scale increase to achieve Alstom’s leadership ambition Bombardier Transportation’s brings Becoming the #2 in Signalling complementary and strategic signalling markets Based on 2018 sales (€bn) to Alstom New ERTMS to be implemented >2.5 2.2 Largest Eastern Europe 1.8-1.9 signalling marke
Slide 11: Acquiring industrial capacity in strategic and complementary geographies
Acquiring industrial capacity in strategic and complementary geographies Attractive Bombardier Alstom’s footprint balanced across mature and emerging markets Transportation footprint Rolling stock and signalling 7 production sites through industrial footprint JVs (8,000+ employees) covering the enti
Slide 12: Clear levers to recover Bombardier Transportation's full potential and profitability
Clear levers to recover Bombardier Transportation’s full potential and profitability Objective to restore Bombardier Transportation margins towards a standard level Bombardier Transportation EBIT margin, 31-Dec Focus on backlog 8.6% 8.4% execution, best practices and technologies global 7.4% deploym
Slide 13: Well-identified and executable synergies
Well-identified and executable synergies ~€400m run rate cost synergies achieved after 4 to 5 years1 with potential additional upside ● Cost base optimization and Procurement resourcing ● Best practice sharing, tender costs, Product related better design and project management capabilities Annual ru
Slide 14: A strong value creating transaction
A strong value creating transaction A strengthened operational Clear levers for Bombardier profile in a growing market Transportation’s margins recovery and robust synergies Revenue: €15.5bn1 Mid-term objective to recover (Global critical size) Bombardier Transportation’s EBIT margin at a standard l
Slide 15: Transaction considerations
Transaction considerations Net proceeds to Bombardier Perspectives on transaction value Transportation shareholders • Net proceeds floor & cap at €5.8bn - €6.2bn, subject Transaction multiples to closing mechanisms EV/EBIT EV/EBIT BEFORE INCLUDING • Bombardier Transportation net cash position at ~14
Slide 16: Fully committed financing – securing Alstom's strong balance sheet
Fully committed financing – securing Alstom’s strong balance sheet Structure to finance net proceeds to Bombardier Transportation shareholders (€bn) ~€5bn equity Secured financing with a committed component ~€2.4bn bridge facilities 0.3 - 0.5 5.8 - 6.2 ● In line with Alstom’s objective to ~0.4 ~2.0
Slide 17: A solid acquisition structure strengthening Alstom's long-term shareholding base
A solid acquisition structure strengthening Alstom’s long-term shareholding base Transaction mechanism CDPQ: a new long term shareholder Indicative shareholding post equity raising3 Free-float New Alstom c.18%2 67.5% 32.5% shares 15% 85% 2 1 Other c.72% Cash & new c.10% Alstom shares Acquisition of
Slide 18: Indicative timetable and next steps
Indicative timetable and next steps Key milestones Closing conditions ● Memorandum of Understanding signing between ● Workers’ Councils consultation Bombardier Inc, CDPQ and Alstom : February 2020 ● Anti-trust and regulatory approvals ● Share Purchase Agreement signing: H2 CY20 ● Alstom EGM: End Oct
Slide 19: Conclusion
Conclusion Unique opportunity to accelerate Alstom’s strategic roadmap in a growing market Acquiring key commercial, product and industrial complementary assets Leading portfolio offering and R&D capabilities to address ever-increasing needs for mobility Strong cultural fit and robust action plan to
Slide 20: www.alstom.com
www.alstom.com www.alstom.com