Unitronics (1989) (rg) Ltd. · TASE:UNIT
Unitronics (1989) (rg) — Debt Investor Presentation (October 2018)
26 slides from Unitronics (1989) (rg)'s debt investor presentation, Oct 7, 2018
Slide 1: Division Spinoff into Two Separate Companies
Unitronics Division Spinoff into Two Separate Companies Presentation for Bond Holders October 7, 2018
Slide 2: Clarification
Clarification The said presentation does not constitute an investment offer and / or purchase of securities of Unitronics (1989) (RG) Ltd. ("the Company") and in particular does not constitute a "public offering" or "sale to the public" of any kind. This presentation does not purport to encompass or
Slide 3: Immediate Report as of August 20, 2018
Immediate Report as of August 20, 2018 – 2018-01-077146 The Company hereby announces that on August 19, 2018 the Company Board of Directors decided in principle to perform a Spinoff of the Company’s business (hereinafter: “the Spinoff”), through a Spinoff Prospectus and registration for trading at t
Slide 4: Background
Background These are two lines of business which differ substantially in their modus operandi The Controller business: Development, manufacture and marketing of products A mature product – stable, field proven and reputable Manufacture of tens of thousands of products and electronic components
Slide 5: Advantages of the Spinoff – General
Advantages of the Spinoff – General Division Spinoff into Two Separate Companies will make it easier to: Simplify the Company’s overall structure Focus each business on its specific goals Capital raising for U-Tron to support its growth
Slide 6: Advantages – Controller Business
Advantages of the Spinoff – Controller Business Management focus on growth engines and expansion of the business within the target markets Improved profitability and cash flow Improvement in all the financial indices Positioning within the Capital Market – Positioning of the enterprise as
Slide 7: Advantages – Parking and Warehouses Business
Advantages of the Spinoff – Parking and Warehouses Business Rounding out and stabilization of the corporate management Focus on the American market and positioning as market leader Capital raising for growth acceleration (if necessary) Positioning within the Capital Market – Positioning of
Slide 8: Advantages – Restructuring
Advantages of the Spinoff – Restructuring Parking and Warehouses Business
Slide 9: Reduction of Capital – Financial Analysis
Presentation for Bond Holders Following Application for Reduction of Capital – Financial Analysis October 2018 14 Kremenetski Str., Tel Aviv 6789912 I Telephone: 03-5617801 I Fax: 03-5617765
Slide 10: Foreword
Foreword • The said presentation is not an investment offer and/or an offer for a purchase of securities of Unitronics (1989) (R"G) Ltd (“the Company”) and in particular it is not a “public offering” or a “public sale” of any kind. This presentation does not purport to cover or contain all of the in
Slide 11: Background
Vy unirronics: Background DINnNDND “to y+
Slide 12: Background – The Spinoff
Background Background – The Spinoff • Unitronics plans to spin off the automation business and to remain only with the profitable controllers business. • The automation business, which will be spun off, is a loss-making business with a negative cash flow, whereas the remaining controller business is
Slide 13: Purpose of this Presentation
Purpose of this Presentation 5
Slide 14: Purpose of the Presentation
Purpose of the Presentation The Spinoff from the Bond Holders’ Standpoint • Unitronics has two series of bonds: • Series 4: Final payment due January 2019 • Series 5: Final payment due August 2023 • In this presentation we were requested to examine the Spinoff from the Bond Holders’ Standpoint (4 an
Slide 15: Qualitative Considerations
Qualitative Considerations 7
Slide 16: Qualitative Considerations – Historical Results
Qualitative Considerations Historical Results Historical Results on the Spun-Off Business: • The business to be spun off recorded a pro-forma loss of about NIS 6.6 million, about NIS 29.5 million and about NIS 12.5 million in 2015, 2016 and 2017 respectively. • In the first half of 2018, the busines
Slide 17: Qualitative Considerations – Risk Profile
Qualitative Considerations Risk Profile The Unitronics risk profile: • Unitronics today is comprised of two lines of business: • The controller business, which is well-established, profitable and has a positive cash flow • On the other hand the automation business (which is earmarked to be spun off)
Slide 18: Qualitative Considerations – Impact on Unitronics
Qualitative Considerations Impact on Unitronics Impact of the Spinoff on Unitronics • The impact of the Spinoff on financial soundness of Unitronics was evaluated as part of an expert opinion which was submitted to the court • The conclusion of the expert opinion was that Unitronics would be able to
Slide 19: Quantitative Considerations
Quantitative Considerations 11
Slide 20: Impact on Unitronics' Capital (Reduction of Capital)
Quantitative Considerations Impact of the Spinoff on Unitronics’ Capital (Reduction of Capital) Spinoff Components • From an accounting standpoint, the Spinoff is expected to cause a reduction of NIS 46.9 million in the Company’s owner’s capital. • The reduction of capital is mostly a cancellation o
Slide 21: Impact on the Financial Ratios – Pro Forma
Quantitative Considerations Impact of the Spinoff on the Financial Ratios Unitronics (Single Entity) Proforma Balance Sheet Post-Spinoff Balance sheet as of NIS in Thousands 30.6.3018 Current assets 75.8 Non-Current assets 59.9 Total assets 135.7 Current Liabilities 39.5 Non-Current Liabilities 54.3
Slide 22: Impact on the Financial Ratios
Quantitative Considerations Impact of the Spinoff on the Financial Ratios Financial ratios as of June 30, 2018 post-spinoff: • Net financial debt per balance sheet: 29.6% – Good • Net owner’s capital per balance sheet: 30.9% – Good • Net financial debt to EBITDA: 1.5 – Excellent • Current ratio: 1.9
Slide 23: Impact on the Historic Profit
Quantitative Considerations Impact of the Spinoff on the Historic Profit Following are data from the Company’s historical reports • The following table presents the Company’s actual results between 2015 and the end of the first half of 2018. • The top row shows the actual operating profit • The bott
Slide 24: Impact on Future Cash Flow
Quantitative Considerations Impact of the Spinoff on Future Cash Flow Following is the impact of the Spinoff on the cash flow – in an extreme scenario Working assumptions: • Revenues – despite steady growth in recent years, a per-annum decline of about 5% was assumed from 2019 • Cost of sale and ope
Slide 25: Projected cash flow – Extreme negative scenario
Quantitative Considerations Impact of the Spinoff on Future Cash Flow Projected cash flow – Extreme negative scenario NIS in 1.7.18 – 2019 2020 2021 2022 2023 2024 Thousands 31.12.18 Cash I.P. 14.4 17.1 16.7 16.3 20.8 25.1 29.2 Cash I.S. 17.1 16.7 16.3 20.8 25.1 29.2 41.2 Compliance with Bond Financ
Slide 26: Limitation of Liability
Limitation of Liability • This presentation has been prepared for Unitronics (1989) (R"G) Ltd. (hereinafter: “the Company” or “Unitronics”) following its request and is intended solely for its own use. This presentation shall not be used in any other way without obtaining advance written permission
Unitronics (1989) (R"G) — Debt Investor Presentation (October 2018) on 6ix