Maas Group Holdings Ltd. · ASX:MGH
Maas — Investor Presentation (November 2024)
33 slides from Maas's investor presentation, Nov 28, 2024
Slide 1: Equity Raise for Strategic Acquisitions
EQUITY RAISE FOR STRATEGIC ACQUISITIONS 28 November 2024
Slide 2: Disclaimer and Important Notice
DISCLAIMER AND IMPORTANT NOTICE Summary Information This Investor Presentation has been prepared by, and is the sole responsibility of, Maas Group and is dated 28 Investment Risks November 2024. An investment in Maas Group shares is subject to investment and other known and unknown risks, some of Th
Slide 3: Disclaimer and Important Notice (Cont'd)
DISCLAIMER AND IMPORTANT NOTICE (CONT’D) Disclosure Future Performance The Joint Lead Managers, together with their respective related bodies corporate and affiliates, are each full This document contains certain forward looking statements and comments about future events. Forward looking service fi
Slide 4: Agenda
AGENDA TRANSACTION SUMMARY 5 MAAS GROUP SNAPSHOT 6–8 TRADING CONDITIONS AND FY25 OUTLOOK 9 ACQUISITION OVERVIEW 10 – 17 EQUITY RAISE 18 – 21 KEY RISKS 22 – 28 APPENDIX 29 – 33 4
Slide 5: Transaction Summary
TRANSACTION SUMMARY ▪ Maas Group Holdings Limited (“MGH” or “Maas Group”) to make three strategic acquisitions (together, the “Acquisitions”), with a combined purchase price of $252m1 ▪ The Acquisitions comprise: 1. 100% interest via an asset sale in Cleary Bros (Bombo) Pty Ltd (“Cleary Bros”), a fu
Slide 6: Maas Group Overview
MAAS GROUP OVERVIEW INDUSTRIAL OPERATING SEGMENTS REAL ESTATE OPERATING SEGMENTS CONSTRUCTION CIVIL CONSTRUCTION MANUFACTURING RESIDENTIAL COMMERCIAL MATERIALS & HIRE & EQUIPMENT SALES REAL ESTATE REAL ESTATE • Quarries • Equipment hire • Equipment sales & • Residential developments • Commercial dev
Slide 7: Disciplined Focus on Return on Capital Employed (ROCE)
INVESTMENT FRAMEWORK DISCIPLINED FOCUS ON RETURN ON CAPITAL EMPLOYED (ROCE) Compounding capital Enabled by STRATEGIC FUNDAMENTALS while delivering attractive returns through the cycle Maas Group Holdings1 Underlying EBITDA ($M) 207.3 Proven track record of 163.1 Established and organic growth and 12
Slide 8: Construction Materials Platform
CONSTRUCTION MATERIALS PLATFORM CONSTRUCTION MATERIALS UNDERPINNED BY GROWTH STRATEGY UPSTREAM QUARRY-LED INTEGRATED Build integrated positions in markets with CONSTRUCTION MATERIALS strong fundamentals and growth outlook OPERATOR Align staff with Maas Group values and culture to obtain discretionar
Slide 9: Trading Conditions & FY25 Outlook
TRADING CONDITIONS & FY25 OUTLOOK TRADING CONDITIONS UPDATE • Continued momentum in the Construction Materials business where price discipline across the industry remains evident. Integration of internal aggregate supply to Economix Concrete (acquired end of May) has been successfully implemented. •
Slide 10: Acquisition Overview
» ACQUISITION OVERVIEW
Slide 11: Overview of Acquisitions
OVERVIEW OF ACQUISITIONS CLEARY BROS STRATEGIC RATIONALE • 100% acquisition of fully integrated construction materials business with Maas Group continues disciplined strategic growth through acquisition of three a leading position in the Illawarra high-quality Construction Materials businesses, with
Slide 12: Cleary Bros – Business Overview
CLEARY BROS – BUSINESS OVERVIEW BUSINESS OVERVIEW GEOGRAPHIC FOOTPRINT ● Fully integrated construction materials business with a leading position in the Illawarra market, which has been family-owned since 1916 Western Sydney ● Strategically located assets close to key Illawarra market growth centres
Slide 13: Other Acquisitions to Strengthen CM Platform
OTHER ACQUISITIONS TO STRENGTHEN CM PLATFORM CAPITAL ASPHALT HARD ROCK QUARRY IN WEST MELBOURNE Overview Overview ● Supplier of asphalt, spray seal Canberra Canberra and other related services ● Hard rock quarry established in 2016 strategically Melbourne Insert coloured map located in west ● Primar
Slide 14: Strategic East Coast Footprint
STRATEGIC EAST COAST FOOTPRINT Key Maas Group Office / Hub EXPANSION INTO HIGH GROWTH AND COMPLEMENTARY GEOGRAPHIES Quarry Concrete Plant Newell Highway ILLAWARRA HUB Inland Rail National Highway ✓ Access growth in key Illawarra centres and Major Railway provide future option to Sydney market Renewa
Slide 15: Track Record of CM Growth
TRACK RECORD OF CM GROWTH TRACK RECORD OF CONSTRUCTION MATERIALS EBITDA GROWTH (A$M) 2020 - 2023 2024 - 2025 KEY GROWTH DRIVERS ● Expansion into geotechnical services and ● Continued strategic expansion in materials testing complementary assets and geographies ● Acquisition of numerous quarry sites
Slide 16: Financial Impact of Acquisitions
FINANCIAL IMPACT OF ACQUISITIONS MAAS GROUP + PRO MAAS GROUP ACQUISITIONS FORMA ACQUISITIONS UNDERLYING EBITDA (A$M) UNDERLYING EBITDA (A$M)1 ILLUSTRATIVE COMBINED UNDERLYING EBITDA (A$M)2 215 - 245 34 - 38 249 - 283 207 236 29 163 24 187 3 FY23A FY24A FY25F FY23A FY24A FY25F FY23A FY24A Pro Forma F
Slide 17: Summary of Acquisition Terms
SUMMARY OF ACQUISITION TERMS Cleary Bros Transaction ▪ Certain wholly owned subsidiaries of Maas Group will acquire the Cleary Bros business and assets including the freehold land associated with the business overview (the Cleary Bros Acquisition). ▪ Total purchase price of $172,000,000 in cash, pay
Slide 18: Equity Raise
» EQUITY RAISE
Slide 19: Equity Raising Overview
EQUITY RAISING OVERVIEW MGH to raise up to $128m by way of a Placement and up to $10m through an SPP (the “Offer”) ▪ MGH to raise up to $128m via a Placement comprising: ▪ An Institutional Placement to raise up to $100m; and Capital raising ▪ A Conditional Placement to certain Directors of MGH (or e
Slide 20: Timetable
TIMETABLE Event Date Record date for SPP 7:00pm (AEDT) Wednesday, 27 November 2024 Trading halt and announcement of Institutional Placement and SPP and Acquisitions Thursday, 28 November 2024 Institutional Placement bookbuild Thursday, 28 November 2024 Announcement of outcome of the Institutional Pl
Slide 21: Sources and Uses
SOURCES AND USES $ Million FINANCIAL IMPACTS ▪ Pro forma leverage ratio Sources of funds1 expected to be approximately 2.6x post the completion of the Acquisitions and equity raise2,3,4 Institutional Placement $100m ▪ Expected to reduce to the low Conditional Placement2 $28m end of the Maas Group ta
Slide 22: Key Risks
» KEY RISKS
Slide 23: Key Risks
KEY RISKS • MAAS Group has undertaken due diligence on each of the target businesses (each, a “Target”) that it proposes to acquire in connection with the Acquisitions. It is possible that, despite such analysis and the best estimate assumptions made by MAAS Group, the conclusions drawn are inaccura
Slide 24: Key Risks
KEY RISKS • The projects and activities undertaken by MAAS Group are subject to certain regulations regarding environmental matters, as determined by governments, local authorities and enforcement agencies. • MAAS Group’s activities, particularly with respect to its quarrying, real estate developmen
Slide 25: Key Risks
KEY RISKS • MAAS Group is required to incur a certain level of expenditure to maintain its operations. Increased maintenance • If the level of maintenance expenditure required is higher than expected, if it must be undertaken earlier than anticipated, or if there is a significant operational failure
Slide 26: Key Risks
KEY RISKS • MAAS Group has pursued and may in the future pursue, strategic acquisitions in the course of its business. • To finance any future acquisitions, MAAS Group may procure additional debt and/or seek to raise equity capital, which may further dilute the holdings of shareholders. • There can
Slide 27: Key Risks
KEY RISKS Inflation and interest • Increases in interest rates will impact MAAS Group’s cost of funds. Further, continuing inflationary pressure on the costs of goods will impact MAAS Group’s profitability and increase the cost of delivering its current rate pressure projects. • MAAS Group has signi
Slide 28: Key Risks
KEY RISKS • MAAS Group is party to a syndicated debt facility dated July 2024. MAAS Group is subject to various debt covenants under the debt facility agreement. Debt covenants may • Factors such as a decline in operational and financial performance could lead to MAAS Group breaching one or more of
Slide 29: Appendix
APPENDIX MAAS
Slide 30: Summary of Offer Management Agreement
SUMMARY OF OFFER MANAGEMENT AGREEMENT Maas Group has appointed the Joint lead Managers to manage and underwrite the SPP pursuant to the terms of an offer management agreement entered into between the parties on or before the date of this presentation (“Offer Management Agreement”).The Offer Manageme
Slide 31: Summary of Offer Management Agreement
SUMMARY OF OFFER MANAGEMENT AGREEMENT In addition, a Joint Lead Manager may terminate its obligations under the agreement on the occurrence of any of the following events during the same period as above, provided that it has reasonable grounds to believe that the event: (a) has or is likely to have
Slide 32: International Offer Restrictions
INTERNATIONAL OFFER RESTRICTIONS Hong Kong Singapore New Zealand WARNING: This document has not been, and will not be, This document and any other materials relating to the New This document has not been registered, filed with or approved registered as a prospectus under the Companies (Winding Up Sh
Slide 33: &
& 33
Maas Group Holdings — Investor Presentation (November 2024) on 6ix