Matson, Inc. · NYSE:MATX

Matson — Merger or Acquisition (November 2014)

14 slides from Matson's merger presentation, Nov 12, 2014

  1. Slide 1: Matson to Acquire Horizon's Alaska Operations

    MATSON TO ACQUIRE HORIZON’S ALASKA OPERATIONS

  2. Slide 2: Forward Looking Statements

    Forward Looking Statements Certain information set forth in this communication, including financial estimates, projections about the industries and markets in which Matson and Horizon operate, and statements as to the expected timing, completion and effects of the proposed merger between Matson and

  3. Slide 3: Additional Information

    Additional Information This communication is being made in respect of the proposed transaction involving Matson and Horizon. Horizon intends to file with the SEC a proxy statement in connection with the proposed transaction with Matson. Horizon also intends to file with the SEC other documents regar

  4. Slide 4: Compelling Strategic Rationale

    Compelling Strategic Rationale Annual revenue of ~$330 million Unique opportunity to leverage Matson’s platform into Alaska Attractive Alaska market a natural geographic extension in the Pacific Geographic revenue diversification Significantly grows and enhances Matson’s platform, providing multiple

  5. Slide 5: Transaction Highlights

    $0.72 per common share in cash, plus repayment of Horizon’s debt at closing Equity value of $69.2 million(1); transaction value of $456.1 million(2) Transaction Highlights Matson to acquire the stock of Horizon which will include the Alaska operations and the assumption of all non-Hawaii business li

  6. Slide 6: Two Step Transaction Structure

    Matson to Acquire Horizon after Hawaii Business Sale Two Step Transaction Structure Horizon Alaska Hawaii Pasha Horizon Matson Puerto Rico Step 1: Hawaii Business Sale to Pasha Step 2: Matson Acquires Stock of Horizon Alaska Horizon to cease service by end of 2014 $141.5 M

  7. Slide 7: A Valuable Franchise in an Attractive Market

    A Valuable Franchise in an Attractive Market Horizon pioneered container shipping into Alaska over 50 years ago and continues to be a market leader Long-term steady economic growth High vessel utilization Well-Balanced Demand and Supply Remote, non-contiguous economy dependent on reliable container

  8. Slide 8: Reliable Alaska Operating Platform

    Kodiak Anchorage Tacoma Dutch Harbor Reliable Alaska Operating Platform 2X Weekly 1X Weekly Vessel Name Year Built Power Plant TEU Status Anchorage 1987 Diesel 1,668 Active Tacoma 1987 Diesel 1,668 Active Kodiak 1987 Diesel 1,668 Active Consumer 1973 Steam 1,690 Reserve Active vessels are well-maint

  9. Slide 9: Meaningful EPS and Cash Flow Accretion

    Meaningful EPS and Cash Flow Accretion Illustrative Cash Flow per share Accretion ($ in millions, except per share amounts) Run-rate EBITDA (within 2 years post-closing) $70 $70 Less: Maintenance capital expenditures ($8) ($5) Less: Interest expense ($10) ($9) Less: Income tax expense ($10) ($11) Il

  10. Slide 10: Near-term Scrubber Investment and Capex Profile

    Near-term Scrubber Investment and Capex Profile Current plans to install main engine exhaust scrubbers on the three active diesel powered vessels To comply with ECA emissions requirements Estimated capital cost of $6-8 million per vessel; $18-24 million in aggregate in 2015-2016 Expect installation

  11. Slide 11: Transaction Funded Through Existing Liquidity

    Transaction Funded Through Existing Liquidity Matson expects to fund transaction from existing cash on hand and available borrowings under its existing revolving credit facility Sources and Uses of Funds ($ in millions) Sources of Funds: Cash and Cash Equivalents $225 Borrowing on Revolving Credit F

  12. Slide 12: Investment Grade Credit Metrics Maintained

    Investment Grade Credit Metrics Maintained Headroom on existing bank revolver debt covenants: Debt/EBITDA < 3.25 Can increase to < 3.9 for 4 quarters at Matson’s election following the Transaction EBITDA/Interest > 3.50 Transaction will not impact: Matson’s previously announced newbuild vessel progr

  13. Slide 13: Financial Summary of Transaction

    Financial Summary of Transaction Expect run-rate EBITDA contribution of $70 million within 2 years post-closing Operational efficiencies and reduction of duplicative corporate overhead and SG&A Excludes one-time pre-tax items ~$25 million transaction closing costs ~$20-25 million restructuring and i

  14. Slide 14: Multiple Near-term and Longer-Term Value Creation Catalysts

    EXISTING MATSON VALUE DRIVERS Hawaii trade poised for multi-year construction cycle increases and significant longer-term upside from investment in new Aloha class vessels Premium China rates showing continued strength Guam volume steady with incremental potential Logistics and SSAT businesses impro

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