Compagnie De Saint-gobain Sa · EURONEXT:SGO
Compagnie De Saint-gobain Sa — Saint-Gobain — Merger or Acquisition (December 2014)
31 slides from Compagnie De Saint-gobain Sa's merger presentation, Dec 8, 2014
Slide 1: Accelerating the roll-out of our strategy
Accelerating the roll-out of our strategy Plan to acquire a controlling interest in Sika and to launch a competitive bidding process for the sale of Verallia December 8, 2014
Slide 2: Contents
Contents Key points Plan to acquire a controlling interest in Sika Plan to launch a competitive bidding process for the sale of Verallia A stronger Group 2
Slide 3: Saint-Gobain is accelerating the roll-out of its strategy
Saint-Gobain is accelerating the roll-out of its strategy Raise potential for organic growth Reduce capital intensity Increase focus on differentiation 3
Slide 4: Saint-Gobain is accelerating the roll-out of its strategy
Saint-Gobain is accelerating the roll-out of its strategy Plan to acquire 16.1% of the capital and 52.4% of the voting rights of Sika for CHF 2.75 billion (~€2.3bn) Acquisition of a controlling interest and full consolidation as from closing No offer for the remaining shares Synergies: €100m in the
Slide 5: Saint-Gobain is accelerating the roll-out of its strategy
Saint-Gobain is accelerating the roll-out of its strategy The acquisition of a controlling interest in Sika will give the Group: Additional organic growth of 0.6-0.7 percentage points per year Additional potential for external growth Another strong brand associated with a culture of innovation As a
Slide 6: Contents
Contents Key points Plan to acquire a controlling interest in Sika Plan to launch a competitive bidding process for the sale of Verallia A stronger Group 6
Slide 7: Leading positions in specialty chemicals, a key sector for the habitat and high-performance materials
Leading positions in specialty chemicals, a key sector for the habitat and high-performance materials markets A world leader in specialty chemicals World no. 1 in construction chemicals World no. 2 in adhesives and sealants for its industrial applications 16,293 employees in 84 countries with 160 pr
Slide 8: Renowned technological expertise coupled with a strong culture of innovation
Renowned technological expertise coupled with a strong culture of innovation Thanks to its expertise in formulation, the company has developed high value-added technical solutions for the construction market helping to meet the demand for energy efficiency and living comfort Waterproofing Reinforcin
Slide 9: Niche positioning and low capital intensity
Niche positioning and low capital intensity Exposure to fast-growing markets in construction and industrial sectors (notably automotive) Capital intensity of around 31% (versus 39% for the Group) • Composite materials • Increase in demand for high- requiring more bonding and performance concrete les
Slide 10: Excellent financial performance over the long term
Excellent financial performance over the long term Organic growth: +7.6% per year over the last 10 years and +5.3% per year over 2007-2013 in a crisis-ridden environment External growth: +4% per year over the last 10 years ROCE: above 20% on average 600 EBIT growth of almost 12% per year over the la
Slide 11: Attractive prospects going forward
Attractive prospects going forward In CHF millions and as % of sales 2013 2014 2015 2018 strategy actual IBES consensus Nov. 2014 Annual growth of 6%-8% Sales 5,142 5,542 5,942 and an emerging country EBITDA 676 749 815 presence of 42%-45% EBITDA (%) 13.1% 13.5% 13.7% EBIT > 10% EBIT 523 585 644 Ope
Slide 12: €180m in synergies in 2019, including around €70m for Sika
€180m in synergies in 2019, including around €70m for Sika ~€180m ~€150m Margin on additional sales ~€100m Capex Other purchases ~€50m Raw material & energy purchases Overheads 2016 2017 2018 2019 12
Slide 13: Cost synergies and capex optimization
Cost synergies and capex optimization Purchases Optimization of raw materials supply contracts Use of framework agreements for general purchases, transport and energy Around €65m in 2019 calculated on a cost base of €3.5bn Overheads Co-operation between support functions, specialization of sales tea
Slide 14: Sika: complementarity and growth synergies
Sika: complementarity and growth synergies Construction Complementary products and Complementary chemicals segments technologies market access Additives Gypsum and mortars: optimization of processes and products Sika present in emerging markets at an earlier stage Concrete repair Waterproofing Optim
Slide 15: Complementary products: a stronger range of solutions for buildings
Complementary products: a stronger range of solutions for buildings Sika: Saint-Gobain: waterproofing, walls, insulation, sealants, façades, flooring, flooring, roofing glazing A “Floor to Roof” approach 15
Slide 16: Complementary market access: the case of Weber
Complementary market access: the case of Weber Developed countries Sophisticated •Potential entry on certain markets where segments Weber is not •Mortars market worth €3bn- €4bn present Sophisticated •Complementary market access markets where •Major projects, specifiers, Weber is present distributio
Slide 17: Weber's experience in Sika's markets
Weber’s experience in Sika’s markets Synergies generated from previous acquisitions 2008 Maxit acquisition 2011 Anchortec acquisition Development of Weber in Russia Business development for Anchortec in thanks to Maxit’s strong base in the Brazil thanks to distribution channel country synergies with
Slide 18: A transaction that will create value by the fourth year
A transaction that will create value by the fourth year As a result of: Sika’s growth 13% EBIT growth on average over 2001-2013 10% EBIT growth on average over 2005-2013, despite the crisis EBIT growth guidance of between 8%-12% for 2014 (12%-16% excluding 2013 one-off items) and the synergies betwe
Slide 19: Details of the planned transaction
Details of the planned transaction Acquisition of the family-owned holding company, owner of 2,330,841 registered shares and 20,000 bearer shares, giving the Group 16.1% of Sika’s capital and 52.4% of its voting rights Price: CHF 2.75bn (~€2.3bn) No offer for the remaining shares The company will be
Slide 20: Details of the planned transaction
Details of the planned transaction To further bolster the Group’s financial structure, a hybrid bond may be issued (≤ €1bn) provided that the financial conditions are appropriate The transaction is signed and binding. It is expected to be finalized in H2 2015 at the latest, once it has been approved
Slide 21: Contents
Contents Key points Plan to acquire a controlling interest in Sika Plan to launch a competitive bidding process for the sale of Verallia A stronger Group 21
Slide 22: A major player with leading positions in its markets, to be divested by the Group
A major player with leading positions in its markets, to be divested by the Group Global presence with €2.4bn in sales in 2013 Expanding presence in high-growth countries, which already represent 16% of its sales Leading position in its markets No. 3 worldwide, No. 1 worldwide on the wine market No.
Slide 23: Improved results conducive to the launch of a competitive bidding process
Improved results conducive to the launch of a competitive bidding process Clear improvement in H2 Low point hit in H1 Improving operating performance Tight rein on inventory levels ... and the momentum will remain upbeat in 2015 Plan to launch a competitive bidding process Based on 2014 earnings Wit
Slide 24: Contents
Contents Key points Plan to acquire a controlling interest in Sika Plan to launch a competitive bidding process for the sale of Verallia A stronger Group 24
Slide 25: Raise the Group's potential for growth
Raise the Group’s potential for growth Sika’s growth represents additional organic growth of 0.6-0.7 percentage points for the Group Sika’s portfolio of solutions will give Saint-Gobain earlier and faster access to new markets • Coated glass • Performance Structural sealing & materials for bonding s
Slide 26: Accelerate development in emerging countries and in the US
Accelerate development in emerging countries and in the US Stronger Group presence in emerging countries: plus 3 percentage points due to the planned transactions Development in emerging markets through complementary products/solutions and a good geographical fit (Mexico, Colombia, India, China, etc
Slide 27: Reduce capital intensity
Reduce capital intensity 2 percentage point reduction in the Group’s capital intensity Total Group Developed countries 39% 37% 32% 30.8% 27-29% 2013 2013 pf* 2013 2013 pf* 2018 (obj.) * Proforma following the acquisition of a controlling interest in Sika and the sale of Verallia 27
Slide 28: Increase focus on differentiation
Increase focus on differentiation 2 percentage point increase in the differentiation ratio 2 percentage point increase in the new solutions ratio Differentiation ratio* New solutions ratio** 53% 30% 44% 46% 24% 26% 2013 2013 pf*** obj. 2018 2013 2013 pf*** obj. 2018 * Differentiation ratio: share of
Slide 29: Saint-Gobain is accelerating the roll-out of its strategy
Saint-Gobain is accelerating the roll-out of its strategy Raise potential for organic growth Reduce capital intensity Increase focus on differentiation 29
Slide 30: Important disclaimer - forward-looking statements
Important disclaimer - forward-looking statements This presentation contains forward-looking statements with respect to Saint-Gobain’s financial condition, results, business, strategy, plans and outlook. Forward-looking statements are generally identified by the use of the words "expect", "anticipat
Slide 31: Accelerating the roll-out of our strategy
Accelerating the roll-out of our strategy Plan to acquire a controlling interest in Sika and to launch a competitive bidding process for the sale of Verallia December 8, 2014