Dauch Corporation · NYSE:DCH
Dauch — American Axle & Manufacturing Holdings, Inc. (AAM) — Investor Presentation (March 2025)
55 slides from Dauch's investor presentation, March 2025
Slide 1: AAM Investor Presentation March 2025
AAM Investor Presentation March 2025
Slide 2: Forward-Looking Statements
Forward-Looking Statements In this presentation, American Axle & Manufacturing Holdings, Inc. (“AAM”) makes statements concerning its and Dowlais’ expectations, beliefs, plans, objectives, goals, strategies, and future events or performance, including, but not limited to, certain statements related
Slide 3: Agenda
Agenda ▪ AAM Investment Thesis ▪ Dowlais Overview ▪ Transformational Combination with Dowlais 3
Slide 4: AAM Investment Thesis
AAM Investment Thesis
Slide 5: AAM is a Leading Global Driveline Supplier
AAM is a Leading Global Driveline Supplier Global leader in design, engineering and manufacturing of automotive propulsion systems and technologies to support electric, hybrid and ICE vehicles $6.1B 2024 Sales ~21,000 Employees1 16 Countries 2024 Sales By Business Unit 2024 Sales By Customer 2024 Sa
Slide 6: Complementary Business Segments
Complementary Business Segments DRIVELINE METAL FORMING 2024 SALES ≈ $4.25B1 2024 SALES ≈ $1.87B1 ▪ Full-size Pickup Truck and SUV ▪ Forged Gears & Shafts Driveline Systems Leading ▪ CVT Pulleys Supplier to ▪ AWD Systems for Crossover Forged Vehicles ▪ Powdered Metal Connecting Rods Attractive Compo
Slide 7: Global Footprint: Manufacture In-Region, For Region
Global Footprint: Manufacture In-Region, For Region Sales, Engineering, and Manufacturing Support in All Major Regions Europe Asia Americas EUROPE HQ & ENGINEERING CENTER ▪ Technology Center in Langen, Germany ASIA HQ & ENGINEERING CENTER ▪ Electrification Development WORLD HEADQUARTERS ▪ Production
Slide 8: Product Portfolio Serving All Powertrain Architectures
Product Portfolio Serving All Powertrain Architectures Traditional / ICE Hybrid Plug-In Hybrid Electric / Fuel Cell Powertrain Combustion Connecting Rods Isolation Pulleys Camshafts Engine Balance Shaft Systems Engine Dampers Damped Gears Electric Traction Inverters* Stator Assemblies* Rotor Shafts
Slide 9: High Revenue Visibility with Nearly All Core Vehicle Programs Secured
High Revenue Visibility with Nearly All Core Vehicle Programs Secured 2024 2030+ CURRENT PRODUCTION Platform A SECURED NEXT GEN PROGRAM QUOTING Platform B Platform C Platform D Platform E Platform F Next Gen Timing Platform A Platform B Next Gen Timing Platform A Platform B Next Gen Timing Platform
Slide 10: ICE / Hybrid Production Forecast Now a Tailwind for AAM
ICE / Hybrid Production Forecast Now a Tailwind for AAM NORTH AMERICA & EUROPE – ICE PRODUCTION (MM UNITS) NORTH AMERICA & EUROPE – HYBRID PRODUCTION (MM UNITS) Feb-25 Forecast vs. May-23 Forecast (Cumulative) +28.7 Feb-25 Forecast +25.9 11.7 11.3 11.3 +22.6 10.8 +18.9 10.0 9.0 +14.2 8.2 7.6 +9.0 +5
Slide 11: Robust Quoting Environment
Robust Quoting Environment Reemergence of Attractive ICE / Hybrid Opportunities • Majority of quoting opportunities within core ICE / Hybrid products • New business opportunities for major truck / SUV platforms in North America • Leverage existing portfolio to support hybridization across markets EV
Slide 12: Strong Margin Performance in Dynamic Market
Strong Margin Performance in Dynamic Market NET SALES ($M) ADJUSTED EBITDA MARGIN (%) ADJUSTED FREE CASH FLOW MARGIN (%) $M: $M: $6,080 $6,125 $5,925 $693 $749 $730 $219 $230 $215 12.2% 12.3% 11.4% 3.8% 3.6% 3.6% 2023A 2024A 2025 Guidance 1 2023A 2024A 2025 Guidance 1 2023A 2024A 2025 Guidance 1 Foc
Slide 13: Consistent De-Leveraging Track Record
Consistent De-Leveraging Track Record Gross Debt ($M) Gross and Net Leverage Metrics 4Q 2024 $3,975 $3,808 Gross Debt $2.6B $3,641 $3,455 Cash & Cash Equivalents $0.6B $3,105 $2,921 Net Debt $2.1B $2,769 $2,625 2024A Adj. EBITDA $749M Gross Leverage 3.5x Net Leverage 2.8x 2017A 2018A 2019A 2020A 202
Slide 14: AAM – 2025 Guidance
AAM – 2025 Guidance (as of February 14, 2025) 2025 Financial Targets Full Year Sales $5.8 - $6.05 billion Adjusted EBITDA $700 - $760 million Adjusted Free Cash Flow $200 - $230 million • These targets are based on North American light vehicle production of ~15.1 million units, current customer prod
Slide 15: AAM Standalone Investment Thesis
AAM Standalone Investment Thesis ▪ Leading North American driveline supplier to light-duty truck and SUV platforms ▪ High revenue visibility with $20B+ of lifetime revenues secured through 2030+ ▪ Favorably positioned for resurging ICE / Hybrid volumes and quote activity in North America ▪ Consisten
Slide 16: Dowlais Overview
Dowlais Overview
Slide 17: Dowlais Overview
Dowlais Overview A MARKET LEADING, HIGH-TECHNOLOGY ENGINEERING GROUP ~$5.4B 2024 Sales 29,000+ Employees1 22 Countries1 Leading Global Driveline Supplier Leading Sinter Metals Supplier 100 Locations1 Present in 50% of Vehicles ~10M Components Produced / Day Powder Metal APAC 26% >90% of Global Auto
Slide 18: Dowlais – Automotive Products
Dowlais – Automotive Products ~80% revenue Select Products % revenue1 ICE Hybrid BEV Sideshafts ~49% Propshafts ~8% AWD Systems ~15% eComponents ~11% eSystems ~1% Expansive and Powertrain Agnostic Portfolio to Compete in a Dynamic Market Source: Dowlais company information (1
Slide 19: Dowlais – Leading Supplier of Sideshafts
Dowlais – Leading Supplier of Sideshafts DOWLAIS’ SIDESHAFT SIDESHAFT TECHNOLOGY TECHNOLOGY IS WORLD IS WORLD LEADING… ICE VEHICLE BATTERY ELECTRIC ICE VEHICLE BATTERY ELECTRICVEHICLE VEHICLE LEADING.. • Global, vertically integrated scale • Pioneers of the Auto CV joint ~2.1 ~2.4 • Over 100 joint t
Slide 20: Dowlais – Powder Metallurgy Products
~20% Dowlais – Powder Metallurgy Products revenue Select Products % revenue1 Applications ICE Hybrid BEV Auto components, structural ~76% parts, cutting tools, magnets Sinter Metals LFP batteries, energy storage ~21% systems, sinter metal feedstock Powder 3-D printing of industrial ~3% c
Slide 21: Attractive Longstanding China for China Joint Venture
Attractive Longstanding “China for China” Joint Venture FY 2024 Key Statistics1 China JV Provides Balanced Portfolio Across Established & Emerging OEMs ▪ Dowlais has an interest in a number of joint ventures globally Supplying Top OEMs in China $M ▪ Largest and most strategic joint venture is a 50%
Slide 22: Transformational Combination with Dowlais
Transformational Combination with Dowlais
Slide 23: Transaction Summary
Transaction Summary ▪ Terms of the combination represent a total implied value of 85.2 pence per Dowlais share, with each Dowlais shareholder entitled to receive for each Dowlais share held: 0.0863 new AAM shares, 42 pence in CONSIDERATION cash and up to 2.8 pence of Dowlais FY24 final dividend prio
Slide 24: Compelling Strategic Combination
Compelling Strategic Combination + Creates a Comprehensive More diversified High margins leading global powertrain customer base Compelling with strong driveline and agnostic product with expanded industrial logic earnings metal forming portfolio with and balanced with ~$300M of accretion, cash supp
Slide 25: Financial Benefits of the Combination
Financial Benefits of the Combination + ~$12B ~$300M ~15% ~2.5x Revenue1 Synergies3 Combined Expected Day One Adj. EBITDA Margin Net Leverage including synergies2 including synergies3 Expect strong earnings accretion in the first full year following the close of the transaction4 (1) Combined 2024A r
Slide 26: Significantly Enhanced Scale
Significantly Enhanced Scale N.A. AUTO SUPPLIER RANKINGS BY 2024A TOTAL REVENUE ($B) $43 GLOBAL PROFILE3 Creates a Leading Global Auto Supplier $23 $20 50,000+ 25 Over 170 $15 $14 ~$12 Employees Countries Locations $10 $9 $6.1 $5.4 $5 $5 $5 $4 #6 $4 $4 $3 Magna Lear Aptiv Adient BorgWarner Non Adjus
Slide 27: Complementary Combined Business
Complementary Combined Business DRIVELINE METAL FORMING Axle Systems Torque Management Forging / Casting Powdered Metal • Beam Axles • Sideshafts • Hot, Warm and Cold • Powder • Final Drive Units • Propshafts Forming • Sintered Metal • AWD Systems • Joint Technology • Ferrous and Non-Ferrous • Machi
Slide 28: Comprehensive Product Portfolio
Comprehensive Product Portfolio ICE / HYBRID ELECTRIC BEAM eBEAM AXLES REAR DRIVE POWER TRANSFER DIFFERENTIAL BALANCE SHAFT GEARBOXES eMACHINE ELECTRIC DRIVE AXLES GEARS SIDESHAFTS PROPSHAFTS ACTUATOR MODULES UNITS ASSEMBLIES SYSTEMS / VCS UNITS Technology-driven powertrain agnostic product portfoli
Slide 29: Improved Customer Diversification
Improved Customer Diversification 1 1 COMBINED GROUP GM 11% GM Other Stellantis 27% 32% 10% GM Other 42% 40% + Other 49% Ford 7% = VW Group 9% Stellantis 11% Ford Renault- Toyota Nissan 13% Renault- Toyota VW Group Ford Stellantis 10% 3% Nissan 5% 10% 13% 4% 6% Balanced and Diversified Customer Base
Slide 30: Improved Geographic Diversification
Improved Geographic Diversification Combined AAM and Dowlais Will Have the Highest North American Exposure Among US-listed Auto Part Companies South America South America South America RoW South America RoW South America South America RoW 3% 1% 8% 1% 3% 13% 2% 4% 6% Asia APAC APAC APAC APAC & Other
Slide 31: Improved Positioning in China
Improved Positioning in China Key Products Key Customers Unique to: Transaction enhances AAM’s exposure to China CVJs & Sideshafts PHEV Transmissions Sales: ~$1.5B • China production for China market + Electric Drive Units AWD Systems Shared Products Material Cross-Selling & Customers Differentials
Slide 32: ~$300M of Synergy Potential
~$300M of Synergy Potential CATEGORY DESCRIPTION • Eliminating duplicate public company and other costs TIMING AND COST • Optimization of the combined workforce SG&A ~30% TO ACHIEVE • Streamlining of engineering, research, and development expenses • Elimination of duplicate business and technical of
Slide 33: Robust Synergy Identification and Validation Process
Robust Synergy Identification and Validation Process U.K. Takeover Code Rule 28 AAM & Dowlais each appointed a global contains specific requirements consulting firm to assist in reviewing regarding cost savings measures synergy opportunities Detailed, in-person diligence ▪ Quantified synergies to be
Slide 34: Synergy Execution
Synergy Execution Steering Committee CEO and combined senior leadership from AAM and Dowlais management Integration Management Office ✓ Proven integration track record Joint leadership from AAM and Dowlais management Overarching cross-functional topics ✓ AAM exceeded synergy targets in Baseline & va
Slide 35: Substantial Free Cash Flow Generation
Substantial Free Cash Flow Generation Combination Enhances Cash Flow Generation $M American Axle Adj. Free Cash Flow (2023-24A avg.) ~$225 Dowlais Adj. Free Cash Flow (2023-24A avg.) ~$175 Run-Rate Cash Flow from Synergies1 ~$300 Less: Interest from Incremental Financing ~($50) Less: Tax Impact (Ill
Slide 36: Best-in-Class Financial Metrics
Best-in-Class Financial Metrics >$10B Revenue ~15% EBITDA Margin + Source: Public Filings ~5% Adj. FCF / Sales Note: Reflects 2024A figures; Nexteer and TIFS reflect 2023A figures; See Appendix for Adj. Free Cash Flow definition 36
Slide 37: Balance Sheet and Capital Allocation
Balance Sheet and Capital Allocation BALANCE SHEET CAPITAL ALLOCATION • Transaction approximately net leverage neutral at • Support investment for organic growth closing (before synergies) • Prioritize debt repayment until 2.5x net leverage • Combination financing in place; upsized Bank Credit achie
Slide 38: Regulatory Update
Regulatory Update TIMING STRATEGIC COMBINATION ▪ Significant regulatory analysis and preparatory work ▪ Complementary product and customer portfolios already undertaken by both parties ▪ Expiration of the waiting period for the US HSR filing (submitted on February 7, 2025) satisfies one of the condi
Slide 39: Transformational Opportunity to Combine with Dowlais
Transformational Opportunity to Combine with Dowlais ▪ More robust, and scaled business model with compelling strategic rationale ▪ Broader, more complete powertrain agnostic portfolio with enhanced diversification ▪ High confidence in delivering ~$300M of jointly developed and vetted synergies crea
Slide 40: Appendix
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Slide 41: Additional Disclosures
Additional Disclosures Participants in the Solicitation AAM and its directors, executive officers and certain other members of management and employees will be participants in the solicitation of proxies from AAM’s shareholders in respect of the Business Combination, including the proposed issuance
Slide 42: Additional Disclosures
Additional Disclosures Quantified Financial Benefits Statement This presentation contains statements of estimated cost savings and synergies arising from the Combination (together, the “Quantified Financial Benefits Statements”). Statements of estimated cost savings and synergies relate to future ac
Slide 43: Additional Disclosures
Additional Disclosures Profit forecasts and estimates The statements in this presentation setting out targets for Adjusted EBITDA and Adjusted free cash flow of AAM for FY25 (together, the “AAM FY25 Profit Forecast”) constitute profit forecasts of AAM for the purposes of Rule 28.1(a) of the UK Takeo
Slide 44: Additional Disclosures
Additional Disclosures Principal assumptions a) Factors outside the influence or control of the AAM Directors: i. there will be no material change to macroeconomic, political, inflationary, regulatory or legal conditions in the markets or regions in which AAM operates; ii. there will be no material
Slide 45: Reconciliation of Non-GAAP Measures
Reconciliation of Non-GAAP Measures In addition to the results reported in accordance with accounting principles generally accepted in the United States of America (GAAP) included within this presentation, we have provided certain information, which includes non-GAAP financial measures. Such informa
Slide 46: Supplemental Data
Supplemental Data* EBITDA and Adjusted EBITDA Reconciliation ($ in millions) Three Months Ended Twelve Months Ended December 31, December 31, 2024 2023 2024 2023 Net income (loss) $ (13.7) $ (19.1) $ 35.0 $ (33.6) Interest expense 43.9 50.2 186.0 201.7 Income tax expense 6.8 5.8 27.8 9.1 Depreciatio
Slide 47: Supplemental Data
Supplemental Data* EBITDA and Adjusted EBITDA for the Last Twelve Months Ended December 31, 2024 ($ in millions) Last Twelve Quarter Ended Months Ended March 31, June 30, September 30, December 31, December 31, 2024 2024 2024 2024 2024 Net income (loss) $ 20.5 $ 18.2 $ 10.0 $ (13.7) $ 35.0 Interest
Slide 48: Supplemental Data
Supplemental Data* Adjusted Earnings (Loss) Per Share Reconciliation Three Months Ended Twelve Months Ended December 31, December 31, 2024 2023 2024 2023 Diluted earnings (loss) per share $ (0.12) $ (0.16) $ 0.29 $ (0.29) Restructuring and acquisition-related costs 0.07 0.07 0.14 0.22 Debt refinanci
Slide 49: Supplemental Data
Supplemental Data* Free Cash Flow and Adjusted Free Cash Flow Reconciliation ($ in millions) Three Months Ended Twelve Months Ended Decemeber 31, Decemeber 31, 2024 2023 2024 2023 Net cash provided by operating activities $ 151.2 $ 52.9 $ 455.4 $ 396.1 Less: Capital expenditures net of proceeds from
Slide 50: Supplemental Data
Supplemental Data* Net Debt and Net Leverage Ratio ($ in millions) December 31, 2024 Current portion of long term debt $ 47.9 Long-term debt, net 2,576.9 Total debt, net 2,624.8 Less: Cash and cash equivalents 552.9 Net debt at end of period 2,071.9 Adjusted LTM EBITDA $ 749.2 Net Leverage Ratio 2.8
Slide 51: Supplemental Data
Supplemental Data* Segment Financial Information ($ in millions) Three Months Ended Twelve Months Ended December 31, December 31, 2024 2023 2024 2023 Segment Sales Driveline $ 979.6 $ 1,015.2 $ 4,253.3 $ 4,176.7 Metal Forming 520.6 576.2 2,414.3 2,454.3 Total Sales 1,500.2 1,591.4 6,667.6 6,631.0 In
Slide 52: Supplemental Data
Supplemental Data* Full Year 2025 Financial Outlook ($ in millions) Adjusted EBITDA Adjusted Free Cash Flow Low End High End Low End High End Net Income $ 25 $ 60 Net cash provided by operating activities $ 475 $ 505 Interest expense 170 180 Capital expenditures net of proceeds from the sale of prop
Slide 53: Supplemental Data
Supplemental Data* Dowlais Adjusted Free Cash Flow Calculation Detail in £MM 2024 2023 Net cash from operating activities £120 £239 Capital expenditures net of proceeds from the sale of property, plant and equipment (187) (262) Dividends received from equity accounted investments 70 63 Interest rece
Slide 54: Definition of Non-GAAP Measures
Definition of Non-GAAP Measures AAM EBITDA and Adjusted EBITDA We define EBITDA to be earnings before interest expense, income taxes, depreciation and amortization. Adjusted EBITDA is defined as EBITDA excluding the impact of restructuring and acquisition-related costs, debt refinancing and redempti
Slide 55: BRINGING TBE PELE FASTER
BRINGING TBE PELE FASTER @)
American Axle & Manufacturing Holdings, Inc. (AAM) — Investor Presentation (March 2025) on 6ix