Ioi Corporation Berhad · MYX:IOICORP
Ioi Corporation Berhad — Shareholder Meeting (December 2017)
13 slides from Ioi Corporation Berhad's shareholder meeting presentation, Dec 4, 2017
Slide 1: Extraordinary General Meeting: Proposed Disposal
EXTRAORDINARY GENERAL MEETING PROPOSED DISPOSAL Principal Adviser 4 December 2017 1
Slide 2: Details of the Proposed Disposal
Details of the Proposed Disposal Proposed Disposal • IOI Corporation Berhad (“IOIC”) is proposing to dispose 70.0% of IOIC’s equity interest held in Loders Croklaan Group B.V. (after completion of an internal restructuring) (“Loders”) to Koninklijke Bunge B.V. (“KBBV”) for a disposal consideration o
Slide 3: Overview of Proposed Disposal
Overview of Proposed Disposal Existing After the Proposed Disposal Proposed to dispose 70% equity interest in Loders IOIC Bunge IOIC Bunge 100% 30% 70% Loders @ Loders Internal 100% Restructuring 100% IOILE IOILE 100% 100% IEO HK IEO HK @ IOI Loders Croklaan SC B.V. and Soyuz Loders Croklaan Corpora
Slide 4: Information on Bunge
Information on Bunge Key Information • Listed on the New York Stock Exchange. • Market capitalisation of USD9,161 million with market price of USD65.15 per Bunge share as at 16 November2017. • It recorded a revenue of USD42,679 million, gross profit of USD2,410 million, net profit attributable to Bu
Slide 5: Rationale of the Proposed Disposal
Rationale of the Proposed Disposal Allows IOIC to enter into a strategic business collaboration with Bunge and leverage on the size of Bunge’s operations, established business network and expertise to:- Strategic Business o build Loders into a leading global agri-food company; Collaboration with o e
Slide 6: Basis and justification of arriving at the disposal consideration
Basis and justification of arriving at the disposal consideration • The Disposal Consideration was arrived on a “willing-buyer-willing-seller basis” after taking into consideration :- o the EV / EBITDA multiple of approximately 13x based on the total proforma audited EBITDA of the Target Companies f
Slide 7: Comparable companies
Comparable companies • For information purposes, the EV / EBITDA of the listed agribusiness companies set out below with market capitalisation of above RM1.0 billion that are involved in, inter-alia, oils and fat businesses are as follow:- Company Country in which the company is listed EV / EBITDA W
Slide 8: Illustration of adjustments and the indicative Disposal Consideration
Illustration of adjustments and the indicative Disposal Consideration The indicative Disposal Consideration (after adjustments) is RM3.9 billion Disposal Consideration (‘ mil) RM’ mil USD 595.0 2,519.5 EUR 297.0 1,480.0 Less: Adjustments (EUR) based on the financial (9.3) (46.3) statements of the Ta
Slide 9: Estimated gain to IOIC
Estimated gain to IOIC • Based on the indicative Disposal Consideration of RM3.9 billion, IOIC is expected to record a gain of RM2.3 billion. RM’ mil Indicative Disposal Consideration A 3,953.2 NA of the Target Companies as at 30 June 2017 2,143.9 Add: Capitalisation of inter-company advances 1,128.
Slide 10: Utilisation of proceeds
Utilisation of proceeds Details of utilisation % RM’ mil Estimated utilisation timeframe from closing date Future investments # 25.0 988.0 Within 24 months Dividend to shareholders * 20.0 790.6 Within 12 months Repayment of borrowings ^ 50.0 1,976.6 Within 24 months General working capital 4.75 188.
Slide 11: Effects of the Proposed Disposal
Effects of the Proposed Disposal • No effects on the share capital and substantial shareholders’ shareholdings in IOIC. • NA and gearing Audited Adjustments for After the Proposed FYE 30 June 2017 subsequent events up Disposal to 25 October 2017 RM’ mil RM’ mil RM’ mil NA 7,457.4 7,166.4 8,741.2 NA
Slide 12: Approvals required
Approvals required Approvals required Status 1. Shareholders of IOIC Subject matter of today’s EGM 2. Relevant authorities / parties which form part of the conditions On-going precedent of the SPA * Barring any unforeseen circumstances and subject to the requisite approvals stated above, the Propose
Slide 13: End of Presentation, Thank You
END OF PRESENTATION THANK YOU 13
IOI Corporation Berhad — Shareholder Meeting (December 2017) on 6ix