Ooh Media Ltd · ASX:OML
Ooh Media — Investor Presentation (March 2020)
35 slides from Ooh Media's investor presentation, Mar 26, 2020
Slide 1: Equity Raising and Trading Update
Equity Raising and [Date] Trading Update NOT FOR DISTRIBUTION OR RELEASE IN THE UNITED STATES PAGE 0
Slide 2: Important notice and disclaimer
Important notice and disclaimer The following notice and disclaimer applies to this investor presentation (Presentation) and you are therefore advised to read this carefully before reading or making any other use of this Presentation or any information contained in this Presentation. By accepting th
Slide 3: Important notice and disclaimer
Important notice and disclaimer The distribution of this Presentation in jurisdictions outside Australia may also be restricted by law and any such restrictions should be observed. Any failure to comply with such restrictions may constitute a violation of applicable securities laws (see Selling Rest
Slide 4: Important notice and disclaimer
Important notice and disclaimer use of proceeds thereof, statements about the plans, objectives and strategies of the management of OML, statements about the industry and the markets in which OML operates, including the Out Of Home sector, and statements about the future performance of the OML busin
Slide 5: Equity raising and Operational Initiatives
Equity raising and Operational Initiatives Highlights NOT FOR DISTRIBUTION OR RELEASE IN THE UNITED STATES PAGE 4
Slide 6: Introduction
Introduction oOh! has announced a number of proactive Operational and Capital Structure Initiatives to improve the Company’s financial flexibility and maximise liquidity in light of recent global macroeconomic conditions: 1. 1 Equity Raising: $167m fully underwritten1 Equity Raising with proceeds to
Slide 7: Operational Initiatives
Operational Initiatives oOh! confirms trading for March 2020 YTD remains flat on p.c.p. however a number of Operational Initiatives have been initiated in light of evolving market conditions TRADING UPDATE FY20 revenue for the year to date remains in line with the prior corresponding period (p.c.p
Slide 8: Capital Structure Initiatives
Capital Structure Initiatives oOh! is undertaking a fully underwritten1 $167m Equity Raising to improve liquidity and financial flexibility EQUITY RAISING oOh! has determined to undertake a A$167 million fully underwritten1 equity raising to strengthen the Company’s balance sheet and support the c
Slide 9: Capital Structure Initiatives (cont.)
Capital Structure Initiatives (cont.) oOh! announced an amendment of the Company’s debt arrangements to increase the gearing covenant to 4.0x Net Debt / EBITDA for CY201 DEBT FACILITIES oOh! has agreed amendments to the Company’s debt facility with its banking syndicate to increase the gearing cov
Slide 10: Out of Home is a long-term structural growth sector
Out of Home is a long-term structural growth sector1 Despite near term challenges, long term fundamentals are positive for Out of Home Significant tailwinds to drive continued long-term structural Out Of Home sector has demonstrated significant and Out Of Home growth sustained growth¹ Out Of Home au
Slide 11: Out of Home is a long-term structural growth sector: oOh! is well positioned
Out of Home is a long-term structural growth sector1 oOh! is well Most extensive & diversified network Innovative and disciplined culture positioned to • Further digitisation opportunity • Growth and innovation culture capitalise on • Investments to drive enhanced yield and performance • Coupled wit
Slide 12: Equity Raising Details
Equity Raising Details oOh! is conducting a fully underwritten1 Equity Raising to raise $167 million Key terms • Approximately $167 million fully underwritten1 Equity Raising including: • an approximately $39 million Placement • an approximately $128 million Entitlement Offer at a ratio of 1 for 1,
Slide 13: Pro Forma Financial Profile – Capital Structure
Pro Forma Financial Profile – Capital Structure Gearing ratio to reduce on a pro forma basis to 1.4x EBITDA1 $167.0 million in proceeds from the Equity Raising will be used to reduce Impact of Post Equity debt by $161.0 million and pay transaction costs of $6.0 million Debt facility (A$m) 31 Decem
Slide 14: Summary Pro Forma Balance Sheet
Summary Pro Forma Balance Sheet 31 December 2019 31 December 2019 A$m Impact of Equity Raising (Statutory) (Pro Forma) Cash and cash equivalents 61.2 - 61.2 Trade and other receivables 133.5 - 133.5 Other assets 41.2 - 41.2 Property, plant and equipment 248.3 - 248.3 Right of use assets 807.6 - 807.
Slide 15: Entitlement Offer Timetable and Key Contacts
Entitlement Offer Timetable and Key Contacts Timetable Event Date (2020)1 Equity Raising announcement and Placement and Institutional Entitlement Offer opens Thursday, 26 March 2020 Placement and Institutional Entitlement Offer closes Friday, 27 March 2020 Trading in oOh! shares resumes on an ex-ent
Slide 16: Biography – Mick Hellman
Biography – Mick Hellman Marco (Mick) Hellman is a Founder, Managing Partner and member of the Investment Committee of HMI Capital. Prior to establishing HMI Capital, Mick spent most of his career at Hellman & Friedman, LLC where he was a Managing Director and a member of the Investment Committee. W
Slide 17: Key Risks
Key Risks NOT FOR DISTRIBUTION OR RELEASE IN THE UNITED STATES PAGE 16
Slide 18: Key risks
Key risks INTRODUCTION This section describes the key business risks of investing in OML together with the risks relating to participation in the Offer which may affect the value of OML shares. It does not describe all the risks of an investment. Investors should consult their own professional, fina
Slide 19: Key risks (cont.)
Key risks (cont.) Some of these changes may have an adverse impact on the financial position and prospects of the Group. If market conditions continue to deteriorate, OML may need to take additional measures in order to respond. See also paragraph 1.4 for details of OML’s business partners, key cont
Slide 20: Key risks (cont.)
Key risks (cont.) although the parties may continue to operate on existing commercial terms, a number of OML’s contracts have expired or will expire in the ordinary course of business and may not be renewed. Many concession contracts require OML to participate in competitive processes ahead of or
Slide 21: Key risks (cont.)
Key risks (cont.) disasters, terrorist acts, war, or human error. These events may cause one or more of the Group’s core technologies to become unavailable. Any interruptions to these operations would impact the Group's ability to operate and could result in business interruption, the loss of custom
Slide 22: Key risks (cont.)
Key risks (cont.) digital conversions and installation of new digital products is based on business cases and revenue projections which make certain assumptions about the revenue and earnings attributable to such conversion or installation. The digital products offered by the Group may not achieve t
Slide 23: Key risks (cont.)
Key risks (cont.) 1.16 Credit and financing risk OML is required to comply with financial covenants under its syndicated debt facilities, being a fixed charge cover ratio and a leverage ratio, both of which are tested by reference to annual and half yearly financials. If OML were to breach any of th
Slide 24: Key risks (cont.)
Key risks (cont.) 1.21 Counterparty The Group is exposed to collection risks where the counterparty fails to fulfil its contractual obligations, which may be heightened in the current economic environment. For example, OML is exposed to advertising agencies with which it conducts regular business on
Slide 25: Key risks (cont.)
Key risks (cont.) 1.26 Inability to pay dividends The payment of dividends (if any) by the Group will be determined by the Board from time to time at its discretion, and will be dependent upon factors including the profitability and cash flow of the Group’s business and the economy at the relevant t
Slide 26: Key risks (cont.)
Key risks (cont.) The share prices for many companies have in recent times been subject to wide fluctuations and volatility, which in many cases may reflect a diverse range of non-company specific influences referred to above, including the general state of the economy, the response to COVID-19, inv
Slide 27: Key risks (cont.)
Key risks (cont.) there is an event or occurrence, including any statute, order, rule, regulation, directive or request (including one compliance with which is in accordance with the general practice of persons to whom the directive or request is addressed) of any governmental agency which makes i
Slide 28: Key risks (cont.)
Key risks (cont.) in respect of any one or more of Australia, New Zealand, the United States, the United Kingdom, Singapore, Hong Kong, China, Japan, North Korea, South Korea, Russia or any member state of the European Union, or involving any diplomatic, military, commercial or political establish
Slide 29: Key risks (cont.)
Key risks (cont.) 2.4 Liquidity / overhang risk Following the Offer, it is possible that HMI could hold a greater percentage of shares on issue of OML than it currently holds (19.0%) and potentially up to 25.0%, which could lead to reduced liquidity in the market for OML shares. This could affect th
Slide 30: Selling Restrictions
Selling Restrictions Highlights NOT FOR DISTRIBUTION OR RELEASE IN THE UNITED STATES PAGE 29
Slide 31: Selling Restrictions
Selling Restrictions This document does not constitute an offer of New Shares of the Company in any jurisdiction in which it would be unlawful. In particular, this document may not be distributed to any person, and the New Shares may not be offered or sold, in any country outside Australia except to
Slide 32: Selling Restrictions (cont.)
Selling Restrictions (cont.) of the securities legislation of their respective Province for the particulars of these rights or consult with a legal adviser. The following is a summary of the statutory rights of rescission or to damages, or both, available to purchasers in Ontario. In Ontario, every
Slide 33: Selling Restrictions (cont.)
Selling Restrictions (cont.) Hong Kong WARNING: This document has not been, and will not be, registered as a prospectus under the Companies (Winding Up and Miscellaneous Provisions) Ordinance (Cap. 32) of Hong Kong, nor has it been authorised by the Securities and Futures Commission in Hong Kong pur
Slide 34: Selling Restrictions (cont.)
Selling Restrictions (cont.) Norway This document has not been approved by, or registered with, any Norwegian securities regulator under the Norwegian Securities Trading Act of 29 June 2007. Accordingly, this document shall not be deemed to constitute an offer to the public in Norway within the mean
Slide 35: Selling Restrictions (cont.)
Selling Restrictions (cont.) United Kingdom Neither this document nor any other document relating to the offer has been delivered for approval to the Financial Conduct Authority in the United Kingdom and no prospectus (within the meaning of section 85 of the Financial Services and Markets Act 2000,