Hexagon Ab Class B · OMXSTO:HEXA_B
Hexagon Ab Class B — Merger or Acquisition (January 2006)
21 slides from Hexagon Ab Class B's merger presentation, Jan 12, 2006
Slide 1: Effects of the Acquisition of Leica Geosystems
Effects of the Acquisition of Leica Geosystems 12th January 2006
Slide 2: Agenda
Agenda • Status integration • Effects due to accounting standards • Synergies • Rights issue • Questions & Answers
Slide 3: Status integration
Status integration O)) HEXAGON -3-
Slide 4: Status integration process
Status integration process ¤ More than 98 per cent as of October 12, 2005 ¤ Secondary listing at SWX Swiss Exchange of October 26, 2005 ¤ Consolidation as of October 14, 2005 ¤ New Board of Directors as of November 18, 2005 integration formally started ¤ Business plan as presented during summer co
Slide 5: Divisional structure before integration
Divisional structure before integration Measurement Technologies Leica Hexagon Geosystems Metrology GIS & S&E Mapping Consumer Special HDS Metrology Products Products -5-
Slide 6: Divisional structure after integration
Divisional structure after integration Measurement Technologies Leica Hexagon Geosystems Metrology Geosystems Geospatial Imaging Measuring Tools Metrology •S&E • GIS & Mapping S/W • Special Products • HDS • Airbone sensors -6-
Slide 7: Group structure in the future – reporting to external markets
Group structure in the future – reporting to external markets Measurement Polymers Engineering Technologies Geographical regions -7-
Slide 8: Effects due to IFRS
Effects due to IFRS O)) HEXAGON
Slide 9: Effects due to accounting standards
Effects due to accounting standards Purchase price allocation (PPA) ¤ Assigning fair values to all major assets and liabilities of an acquired enterprise following a business combination ¤ Market value assigned to all acquired assets and liabilities of Leica Geosystems -9-
Slide 10: Leica Geosystems – Allocation of acquisition cost
Leica Geosystems – Allocation of acquisition cost PPA Annual Depreciation effect (MCHF) adjustment as from 2006 and onwards Net assets Leica ex GW 265 PPA adjustments Customers 40 Patents 87 Leica Geosystems brand 461 Inventories 22 Pensions -54 Other -85 Deferred tax -12 Minority share 15 Goodwill
Slide 11: Non-recurring items in Q4 2005
Non-recurring items in Q4 2005 (MSEK) Cost in Q4 Restructuring - Leica Geosystems -65 - Hexagon -51 -116 Overlapping software -162 Inventories -150 Total -428 - 11 -
Slide 12: Non-recurring items in 2005
Non-recurring items in 2005 (MSEK) Nine months 2005 Amount Hexagon Automation Capital gain +457 Hexagon Engineering restructuring - 69 Hexagon Metrology product transfer - 25 Other -15 Jan – Sept 2005 +348 (MSEK) Q4 2005 Restructuring Leica and Hexagon -116 Overlapping software applications -162 Inv
Slide 13: Synergies
O)) HEXAGON -13-
Slide 14: Synergies taken into account in the financial plan
Synergies taken into account in the financial plan (MSEK) (MCHF) 300 50 250 40 200 30 150 20 100 10 50 0 0 FY 2006E FY 2007E FY 2008E FY 2009E Synergies of around 270 MSEK p.a. to be realised over 3-4 years We will over achieve in 2006. - 14 -
Slide 15: Synergies taken into account in the financial plan
Synergies taken into account in the financial plan Synergies Annual impact on EBIT Comments MSEK MCHF Use of common software, rationalisation of Metrology 75 12 distribution and after-sales functions, incremental sales due to cross-selling potential Use of Leica Geosystems’ scanners in Hexagon Scann
Slide 16: Synergies – Restructuring
Synergies – Restructuring Reduction in work force Leica Geosystems - 98 persons Hexagon - 105 persons Total - 203 persons Cost Q4 2005 116 MSEK Cost per employee 571 TSEK - 16 -
Slide 17: Comments to outlook
Comments to outlook ¤ The Business plan as presented during the summer of 2005 is still valid ¤ Tax rate for 2005 – Capital gains are tax free ¤ Growth opportunities in several areas for the new group: 3D Geospatial imaging S/W projects Infrastructural projects - USA Investment cycle at a peak
Slide 18: Rights Issue
Rights Issue O)) HEXAGON 18 -
Slide 19: Rights Issue Q2 2006
Rights Issue Q2 2006 ¤ Amount: 2,700 MSEK Net debt to EBITDA < 3.5 times Complementary acquisitions underway X Technology expansion X Geographical expansion X Measurement Technologies and Polymers ¤ To be paid to the company in Q2 2006 ¤ Principal shareholders guarantee their portion of the righ
Slide 20: Thank you for your time – Questions?
Thank you for your time – Questions? Precision in everything - 20 -
Slide 21: Precision in everything
Precision in everything - 21 -