Cobham — Merger or Acquisition (April 2012)
15 slides from Cobham's merger presentation, Apr 10, 2012
Slide 1: Presentation to Cobham Investors - Voluntary Offer for Thrane & Thrane A/S
10 April 2012 The most important thing we build is trust Presentation to Cobham Investors - Voluntary Offer for Thrane & Thrane A/S
Slide 2: Transaction Overview
Transaction Overview • Voluntary public tender offer to the shareholders and warrant holders of Thrane & Thrane • DKK 420 per share in cash, valuing the equity of Thrane & Thrane at DKK 2,419m (approx £270m), consistent with level proposed to Thrane & Thrane Board • 43% premium to undisturbed price1
Slide 3: Valuation
Valuation • Offer of DKK 420 per share in cash Thrane & Offer translates to the following Period Thrane Premium Share Price2 multiples: 24 February 20123 DKK294.0 43% • EV/Revenue 2.32x LTM to Jan-121 3 months up to and including 24 Feb 2012 DKK268.9 56% • EV/EBIT 14.8x LTM to Jan-121 6 months up to
Slide 4: Cobham Background
Cobham Background • Cobham is an international company that specialises in meeting the almost insatiable demand for data, connectivity and bandwidth in commercial, defence and security environments • Company invests some £70m p.a. in market led research and product development • In 2011 Cobham was s
Slide 5: Thrane & Thrane Offers Communication Solutions for Four Market Areas
Thrane & Thrane Offers Communication Solutions for Four Market Areas • Maritime - equipment is typically used by merchant vessels, commercial Revenue split vessels, fishing vessels and pleasure craft for radio and satellite (9 months to Jan-12) communication. Customers include mainly shipyards and c
Slide 6: Strategic Rationale
Strategic Rationale • Highly complementary - increases Marine systems scale in maritime, land and Cobham Thrane & Thrane airborne SATCOM communication • VSAT market leader across C, X and • Portable radios, VHF and MF/HF systems Ku bands • Leader in Inmarsat L band terminals • Leader in stabilised m
Slide 7: Combination with Cobham
Combination with Cobham • Transaction will create a SATCOM business with significant scale • Cobham will build upon the existing engineering centre of excellence in Denmark • Accelerate the marketing and development of the next generation of products • Thrane & Thrane’s Danish facility would become
Slide 8: Market Positions Strengthened
Market Positions Strengthened + Today HIGHER HIGHER HIGHER Mission Antenna Mission Aerospace Equipment Aerospace Aerospace Systems Antenna Equipment Comms Comms Comms Antenna Systems Systems Life Life MARKET GROWTH Support MARKET GROWTH Support Life Support Planned Planned Planned Divestment Divestm
Slide 9: Financial Effects of the Offer
Financial Effects of the Offer • The purchase of shares in Thrane & Thrane adds modestly to net debt, but is earnings enhancing given the forecast cash dividend yield of Thrane & Thrane • Cobham anticipates achieving a minimum of £2m pa pre-tax synergies in the areas of engineering, production and d
Slide 10: Q&A
Q&A 9 10 April 2012 Cobham plc
Slide 11: Appendices
APPENDICES 10 10 April 2012 Cobham plc
Slide 12: Thrane & Thrane Financial Performance
Thrane & Thrane Financial Performance 9 months to DKK million April 2010 April 2011 January 2012 Revenue 1,051 1,093 778 Cost of goods sold (594) (574) (410) Cost of goods sold as % of revenue 56.5% 52.5% 52.7% Development, distribution and admin costs (343) (325) (270) Operating profit (EBIT) 114 1
Slide 13: Cobham's Strategy
Cobham’s Strategy Focus on Defence, Maintain an appropriately focused portfolio on the defence, security and commercial markets, such 1 Security & that we can add value and manage risk across the portfolio Commercial markets Sell technically Sell technically differentiated products and services that
Slide 14: A Core Fit With Cobham's Strategy
A Core Fit With Cobham’s Strategy Strategic objectives Transaction rationale Focus on Commercial 1 Defence & Security The Thrane & Thrane business will strengthen Cobham’s position in the commercial market markets Sell technically 2 differentiated products & services Thrane & Thrane is recognise
Slide 15: Disclaimer
DISCLAIMER For the purposes of the following disclaimers, references to this "document" shall be deemed to include references to the presenters’ speeches, the question and answer session and any other related verbal or written communications. By reviewing or attending this presentation you agree to