Fletcher Building Limited · NZX:FBU
Fletcher Building — Investor Presentation (April 2018)
29 slides from Fletcher Building's investor presentation, Apr 17, 2018
Slide 1: Strategy, Capital Structure and Trading Update
Building communities, building lives. For personal use only Fletcher Building Strategy, Capital Structure and Trading Update ROSS TAYLOR —Chief Executive Officer BEVAN MCKENZIE —Chief Financial Officer 17 April 2018 Fletcher Building Limited Strategy, Capital Structure and Trading Update April 2018
Slide 2: Important information
Important information For personal use only This presentation has been prepared by Fletcher Building Limited (Fletcher Building) in connection with a proposed entitlement offer of fully paid ordinary shares in Fletcher Building (the Offer). The Offer is made to Eligible Shareholders pursuant to the
Slide 3: Important information
Important information For personal use only Financial data All dollar values are in New Zealand dollars ($ or NZ$) unless otherwise stated. Totals may vary slightly due to rounding. Investors should also be aware that certain financial information included in this presentation, including EBIT, EBITD
Slide 4: Important information
Important information For personal use only Not for distribution or release in the United States This presentation does not constitute an offer to sell, or the solicitation of an offer to buy, any securities in the United States. The New Shares to be offered and sold in the Offer have not been, and
Slide 5: Contents
Contents For personal use only • Overview • Group Strategy Update • Capital Structure Update • Trading Update • Offer Details, Timetable and Jurisdictions 5 Fletcher Building Strategy, Capital Structure and Trading Update April 2018 NOT FOR DISTRIBUTION OR RELEASE IN THE UNITED STATES
Slide 6: Overview
Building communities, building lives. For personal use only Overview Fletcher Building Limited Strategy, Capital Structure and Trading Update April 2018 NOT FOR DISTRIBUTION OR RELEASE IN THE UNITED STATES
Slide 7: Overview
Overview For personal use only • Fletcher Building is undertaking the following actions to strengthen its balance sheet and enable a permanent solution to its current bank and USPP positions: − Raising NZ$750m through a fully underwritten pro rata entitlement offer (the “Offer”); − Establishing a ne
Slide 8: Group Strategy Update
Building communities, building lives. For personal use only Group Strategy Update Fletcher Building Limited Strategy, Capital Structure and Trading Update April 2018 NOT FOR DISTRIBUTION OR RELEASE IN THE UNITED STATES
Slide 9: Group Strategy Update (I)
Group Strategy Update (I) For personal use only While work remains to be done to complete the strategic review that the Company has been undertaking, the Board has approved the following key principles: • A focus of the Group’s activities on New Zealand and Australia • In New Zealand: – actively def
Slide 10: Group Strategy Update (II)
Group Strategy Update (II) For personal use only To support this revised strategic focus, the Company is commencing the implementation of the following initiatives between now and 30 June 2018: • An organisational structure and model that aligns with this revised strategy and better reflects similar
Slide 11: Capital Structure Update
Building communities, building lives. For personal use only Capital Structure Update Fletcher Building Limited Strategy, Capital Structure and Trading Update April 2018 NOT FOR DISTRIBUTION OR RELEASE IN THE UNITED STATES
Slide 12: Capital structure strategy – summary
Capital structure strategy – summary For personal use only • An outcome of the Company’s strategic review is that the Company believes it is now appropriate to strengthen its balance sheet. • The Company believes that this will better enable it to execute its immediate and longer term strategic obje
Slide 13: Bank Syndicate Update – Syndicated Facility Agreement
Bank Syndicate Update – Syndicated Facility Agreement For personal use only • Commitments have been obtained from ANZ, MUFG Bank, Westpac and HSBC on a permanent solution to the current breach under the Syndicated Facility Agreement (‘SFA’). • These lenders provide the necessary majority lender supp
Slide 14: Bank Syndicate Update – New Standby Facility of $500m
Bank Syndicate Update – New Standby Facility of $500m For personal use only • A new NZ$500m Standby Facility has been established with ANZ, Westpac, and MUFG Bank. • Key terms of the Standby Facility: − Purpose: • May only be drawn by the Company to fund repayment of USPP Notes and associated transa
Slide 15: USPP Noteholder update
USPP Noteholder update For personal use only • Discussions with the USPP Noteholders are ongoing and Fletcher Building’s objective and expectation is that it will achieve a mutually acceptable outcome in the negotiations with the USPP Noteholders. It is anticipated by Fletcher Building that this pro
Slide 16: Basis and purpose of pro forma financial information
Basis and purpose of pro forma financial information For personal use only Key assumptions: • The pro forma financial information presents the assumed impact of the proposed equity raising as if it had occurred on 31 March 2018. It has been assumed that the equity raising of NZ$750m is applied to re
Slide 17: Pro Forma Financial Profile – Funding Facilities
Pro Forma Financial Profile – Funding Facilities For personal use only Pre-Equity Raise (as at 31 March) Post-Equity Raise (1) NZ$m Facility Drawings Facility Drawings Banking syndicate 1,270 714 1,270 0 New Standby Facility - - 500 0 USPP2 1,119 1,119 1,119 1,119 Capital Notes 566 566 566 566 Other
Slide 18: Pro Forma Financial Profile – Capital Structure
Pro Forma Financial Profile – Capital Structure For personal use only As at 31 December 2017 As at 31 March 2018 (1) As at 31 March 2018 (unaudited Half-Year (unaudited management Impact of Equity Pro forma (3) NZ$m accounts) accounts) Raising (2) (unaudited) Key measures Unit Gross debt NZ$m 2,308
Slide 19: Pro Forma Financial Profile – Balance Sheet
Pro Forma Financial Profile – Balance Sheet For personal use only As at 31 December 2017 As at 31 March 2018 (1) As at 31 March 2018 (unaudited Half-Year (unaudited management Impact of Equity Pro forma (3) NZ$m accounts) accounts) Raising (2) (unaudited) Assets Cash and cash equivalents 190 241 11
Slide 20: Trading Update
Building communities, building lives. For personal use only Trading Update Fletcher Building Limited Strategy, Capital Structure and Trading Update April 2018 NOT FOR DISTRIBUTION OR RELEASE IN THE UNITED STATES
Slide 21: Group Trading Update
Group Trading Update For personal use only • The Group continues to trade in line with its earnings guidance with no change to estimated FY18 EBIT for the Group (excluding B+I and significant items) of NZ$680m - NZ$720m. • The reset of the Construction business continues and regular internally-led p
Slide 22: Offer Details, Timetable and Jurisdictions
Building communities, building lives. For personal use only Offer Details, Timetable and Jurisdictions Fletcher Building Limited Strategy, Capital Structure and Trading Update April 2018 NOT FOR DISTRIBUTION OR RELEASE IN THE UNITED STATES
Slide 23: Offer Details
Offer Details For personal use only • 1 for 4.46 accelerated pro-rata entitlement offer (“Offer”) at NZ$4.80 per share to raise approximately NZ$750m Entitlement Offer • Approximately 156.3m of new shares to be issued by Fletcher Building (22.4% of current shares on issue) • Offer is fully underwrit
Slide 24: Offer Timetable
Offer Timetable For personal use only Event Day Date Transaction announcement & trading halt Tuesday 17 April 2018 Institutional Entitlement Offer opens Tuesday 17 April 2018 Institutional Entitlement Offer closes Wednesday 18 April 2018 Institutional Shortfall Bookbuild opens Wednesday 18 April 201
Slide 25: Selling restrictions relating to the Offer
Selling restrictions relating to the Offer For personal use only This presentation does not constitute an offer of entitlements (“Entitlements”) or new ordinary shares (“New Shares”) of the Company in any jurisdiction in which it would be unlawful. In particular, this presentation may not be distrib
Slide 26: Selling restrictions relating to the Offer (cont.)
Selling restrictions relating to the Offer (cont.) For personal use only The following is a summary of the statutory rights of rescission or to damages, or both, available to purchasers in Ontario. In Ontario, every purchaser of the Entitlements or the New Shares purchased pursuant to the Offer Docu
Slide 27: Selling restrictions relating to the Offer (cont.)
Selling restrictions relating to the Offer (cont.) For personal use only France This presentation is not being distributed in the context of a public offering of financial securities (offre au public de titres financiers) in France within the meaning of Article L.411-1 of the French Monetary and Fin
Slide 28: Selling restrictions relating to the Offer (cont.)
Selling restrictions relating to the Offer (cont.) For personal use only Japan The Entitlements and the New Shares have not been and will not be registered under Article 4, paragraph 1 of the Financial Instruments and Exchange Law of Japan (Law No. 25 of 1948), as amended (the "FIEL") pursuant to an
Slide 29: Selling restrictions relating to the Offer (cont.)
Selling restrictions relating to the Offer (cont.) For personal use only Switzerland The Entitlements and the New Shares may not be publicly offered in Switzerland and will not be listed on the SIX Swiss Exchange or on any other stock exchange or regulated trading facility in Switzerland. This prese
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