Enx Group Limited · JSE:ENX
Enx — Merger or Acquisition (June 2016)
16 slides from Enx's merger presentation, June 2016
Slide 1: Building the JSE's Next Industrial Titan
Building the JSE’s Next Industrial Titan ACQUISITION OF EQSTRA’S INDUSTRIAL EQUIPMENT AND FLEET MANAGEMENT DIVISIONS AND A STRATEGIC INVESTMENT IN EQSTRA HOLDINGS LIMITED Transaction Presentation June 2016
Slide 2: Disclaimer
Disclaimer This Presentation (this “Presentation”) is prepared for the financial community (the “Recipient”) to provide a summary of the transaction as announced by enX Group Limited (“enX”) on SENS on 30 June 2016. The sole purpose of this Presentation is to inform the Recipient in respect of the t
Slide 3: What's the Transaction?
What’s the Transaction? The Transaction What Eqstra Shareholders Get • Issue of 52,7m enX shares to Eqstra in • 0.13 : 1.0 enX shares for every Eqstra exchange for Industrial Equipment (“IE”) share and Fleet Management (“FML”) businesses • Retain share in contract mining • Assumption of R5,2bn of re
Slide 4: Potential Value Uplift for Eqstra Shareholders
Potential Value Uplift for Eqstra Shareholders 6,00 5.24 (3) 5,00 196% 1,00 4,00 3.73 (2) Rand Per Share 111% 1,00 3,00 Eqstra enX 4,24 2,00 1.77 (1) 2,73 1,00 - Undisturbed EQS Current Values Implied Value 1. 30 day VWAP of Eqstra immediately prior to cautionary announcement released 8 April 2016 2
Slide 5: Three Steps to Unlocking Value at Eqstra
Three Steps to Unlocking Value at Eqstra Separate Industrial Equipment and Fleet Management Businesses from Contract Mining Recapitalise Introduce Business and Shareholders Refinance Debt Reference 5
Slide 6: enX's Plan Implemented as Follows…
enX’s Plan Implemented as Follows… Transaction Steps: 1. enX acquires Industrial R1,5bn Equity Capital Raise Equipment (IE) and Fleet Management and Logistics 2 (FML) in exchange for 52,7m enX shares • enX shares unbundled 1 by Eqstra 2. enX raises R1,5bn(1) in fresh Ord shares Pref Loan (20%) share
Slide 7: Together, Building the JSE's Next Industrial Titan
Together, Building the JSE’s Next Industrial Titan Post Transaction Market Cap (1)(2)(3) 7,0 6,0 5,8 • Our vision is to build the next 5,0 industrial powerhouse Market Cap (R’bn) 4,0 • The transaction with Eqstra represents an opportunity to 3,0 take a significant step towards 2,0 achieving our goal
Slide 8: Selected Pro Forma and Profit Forecast - enX
Selected Pro Forma and Profit Forecast - enX Year ending Year ending Financial Performance (1) 31 August 2017 31 August 2018 Revenue R’bn 6.1 7.8 EBIT R’bn 0.7 1.1 EPS cps 964 349 HEPS cps 249 349 Adjusted HEPS cps 270 362 Estimated Transaction Close Nov 2016 Monthly run rate of 35 cps is met June 2
Slide 9: Post Transaction enX – a Substantial Industrial Platform
Post Transaction enX – a Substantial Industrial platform INDUSTRIAL EQUIPMENT FUEL AND CHEMICALS FLEET MANAGEMENT CONTRACT MINING (20%) Operating Entity • Distribution, leasing rental, • Manufacturing, marketing • Corporate leasing and • Mining services: after-market and value- and distribution of o
Slide 10: Addressing Eqstra's Challenges – Providing Recovery Runway for Contract Mining
Addressing EQS’s Challenges – Providing Recovery Runway for Contact Mining Risk Mitigation Acquisition rationale • Contract mining is now ring-fenced • Contract mining presents an entry in the mining services sector at or close to, what appears to be, the • Robust new capital structure is more able
Slide 11: Addressing Eqstra's Challenges - New Smooth Debt Maturity Profile
Addressing Eqstra’s Challenges - New Smooth Debt Maturity Profile (1) Bunched Maturities Smooth Maturities 3 000 3 000 57% of R600m Day 1 The proposed debt Total Debt Liquidity facility + Total Debt allocated restructure results in a 2 500 2 500 free cash flows specifically to IE and available to me
Slide 12: Shareholders of Reference
Shareholders of Reference ~27% Shareholders of Reference Wild Rose Capital, Equity Capital Other enX Former Eqstra Former Eqstra Associates and CapLev Raise Shareholders Shareholders Management Executives (1)(2) Shareholders (4) 20% 7% 16% 27% 29% 1% enX Share Count (‘million) (3) Shares in Issue: F
Slide 13: Investment Case
Investment Case Combined Earnings Catapults enX into Mid Cap Realm Three Industrial ROE in Excess of Clusters with Strong WACC, with further Market Positions, Opportunities to Widen Spread op P[ Distinct from Contract Mining Stand Alone Listed Recapitalised Contract Contract Mining Mining Has Runway
Slide 14: Directors of enX Group
Directors of enX Group New enX Board Members Steven Joffe (Non-Executive Paul Mpho Jannie Chairman) Mansour Makwana Serfontein (Exec (Lead- (CEO) Deputy Independent) Chairman) • Three further Irwin independent non- Nopasika Lipworth Lila executive Board (Financial (INE) Director) Members currently a
Slide 15: Executive Management
Executive Management Paul Mansour Jannie Irwin Lipworth (Exec Deputy Serfontein (Financial Chairman) (CEO) Director) 100% 100% 100% 20% Industrial Equipment Fuel and Chemicals Fleet Management Contract Mining Gary Neubert Christian Clint Nickall Brent Hean Jacqui Carr Justin Colling Neuberger CEO of
Slide 16: Investor contact
Investor contact: Frank Ford frank.ford@fticonsulting.com +27 21 487 9022 +27 767 881 926 Media contacts: Trevor Jones trevor.jones@fticonsulting.com +27 11 214 2414 +27 71 682 6007 OR Max Gebhardt max.gebhardt@fticonsulting.com +27 11 214 2402 +27 76 400 6237