Bapcor Ltd · ASX:BAP
Bapcor — Corporate Update (February 2026)
44 slides from Bapcor's corporate update, Feb 26, 2026
Slide 1: Equity Raising Presentation
Equity Raising Presentation 26 February 2026 1
Slide 2: Important Notice and Disclaimer
Important Notice and Disclaimer IMPORTANT: You must read the following before continuing Not for release or distribution in the United States (other than in presentations to a limited number of "qualified institutional buyers" as set out below). The information contained in this presentation ("Prese
Slide 3: Important Notice and Disclaimer
Important Notice and Disclaimer No investment or financial product advice This Presentation, and the information provided in it, does not constitute, and is not intended to constitute, financial product or investment advice, or a recommendation to acquire New Shares or invest in the Company, nor doe
Slide 4: Important Notice and Disclaimer
Important Notice and Disclaimer Disclaimer No party other than Bapcor has authorised or caused the issue, lodgement, submission, dispatch or provision of this Presentation, or takes any responsibility for, or makes or purports to make, any statements, representations or undertakings in this Presenta
Slide 5: Important Notice and Disclaimer
Important Notice and Disclaimer Financial data All monetary values expressed as "$" or "A$" in this Presentation are in Australian dollars, unless stated otherwise. This Presentation also includes pro forma financial information to show the impact of the Equity Raising. The pro forma financial infor
Slide 6: Strengthening Bapcor's balance sheet to support operational turnaround
Strengthening Bapcor’s balance sheet to support operational turnaround Bapcor announces a $200 million Equity Raising and covenant relief secured beyond December 2026 ● 1H FY26 statutory NPAT loss of $104.8M ● 1H FY26 Revenue of $973.0M (1H FY25 Revenue $995.8M) down 2.3% on pcp ● 1H FY26 Underlying
Slide 7: Strengthening Bapcor's balance sheet to support operational turnaround
Strengthening Bapcor’s balance sheet to support operational turnaround Bapcor announces a $200 million Equity Raising and covenant relief secured beyond December 2026 • Bapcor is undertaking a fully underwritten $200 million equity raising (“Equity Raising”) of new ordinary Bapcor shares (“New Share
Slide 8: Key messages
Key messages New leadership with industry experience focused on delivering operational turnaround and improved performance 1HFY26 performance reflects previous decisions which new leadership is addressing Operational challenges have been identified and actions already underway to improve perfo
Slide 9: Summary of 1H26 results
Summary of 1H26 results 1H26 impacted by lower revenues and higher costs. New management team in place to deliver turnaround. NPAT – Statutory NPAT – Underlying • Statutory Loss of $104.8M includes $110.3M (post-tax) of significant items • 1H FY26 Revenue of $973.0M (1H FY25 Revenue $995.8M) down 2.
Slide 10: Outlook for 2H26
Outlook for 2H26 2H26 Underlying EBITDA expected to be above 1H26A, driven by a normalisation of trading in Networks, partly offset by higher overhead costs 1HFY26 1H26A Jan-26 LFL 2HFY26F 2HFY26F Segment1 sales vs. EBITDA Key drivers pcp sales2 sales vs. pcp margin3 EBITDA margin Underlying FY26F E
Slide 11: Addressing key issues
Addressing key issues Management have identified key issues to restore performance with actions already underway Key challenges Near term Medium term Enhance profitability • Enhanced discounting and pricing management • Stock availability of key controls re-established product lines in the right • U
Slide 12: Addressing key issues
Addressing key issues Management have identified key issues to restore performance with actions already underway Key challenges Near term Medium term Capital efficiency • Review of ranging to ensure appropriate to customer • Elevated inventory levels car parc while delivering maximum commercial • Re
Slide 13: Bapcor's upside potential
Bapcor’s upside potential Significant opportunity given historic profitability. Market structure has not changed materially. Bapcor Group EBITDA margins since FY211 Bapcor expects 2H FY26 actions 20.0% 1H26 5-year average Difference and new leadership to support EBITDA margin1 7.9% 14.5% (660)bps re
Slide 14: Lenders supportive
Lenders supportive Agreement to amend facility agreements provides time and flexibility to undertake operational reset in a sustainable manner Pro forma debt maturity profile ($M) Lenders supportive • Bapcor’s lending syndicate remains supportive of the business and the operational turnaround being
Slide 15: Strengthened balance sheet
Strengthened balance sheet Increasing Bapcor’s financial flexibility and resilience – 30 June 2026 net leverage ratio expected to reduce to ~1.2x – 1.5x post Equity Raising Equity Raising – $200M Pro forma net debt Pro forma covenant Net (A$M) leverage ratio1 • $200M Equity Raising to improve financ
Slide 16: Equity raising details
Equity raising details • Bapcor is undertaking a fully underwritten $200 million equity raising (“Equity Raising”) of new ordinary Bapcor shares (“New Shares”) via a: — 1 for 1.36 pro rata accelerated non-renounceable entitlement offer (“Entitlement Offer”) to raise approximately $150 million; and O
Slide 17: Pro forma balance sheet
Pro forma balance sheet Pro forma balance sheet2 $m 31 Dec 25 (reported) Offer 31 Dec 25 (pro forma) Cash and cash equivalents 39.3 - 39.3 Lease liabilities (217.7) - (217.7) Borrowings (427.5) 192.7 (234.8) Statutory net debt (605.9) 192.7 (413.2) Lease liabilities 217.7 - 217.7 Net derivative fina
Slide 18: Equity raising timetable
Equity raising timetable Event Date Extension of voluntary suspension and announcement of the Equity Raising Thursday, 26 February 2026 ‘Pro Rata’ Placement and Institutional Entitlement Offer Closes Friday, 27 February 2026 Announce results of ‘Pro Rata’ Placement and Institutional Entitlement Offe
Slide 19: The Bapcor investment proposition
The Bapcor investment proposition Bapcor is a leading player in the Australian automotive aftermarket sector, with a unique ecosystem, strong brand reputation, customer relationships and a significant footprint in ANZ A market leader, with significant benefits from scale ● A market leading position
Slide 20: Get the engine running
Get the engine running Enhance Optimise Capital Return to profitability CODB efficiency growth ✓ Improved discounting ✓ Removal of non-value add ✓ Range and merchandising ✓ Stabilising Team controls activities across the Group review ✓ Rectify price position ✓ Improved branch level ✓ Group wide revi
Slide 21: Appendix A Key risks
Appendix A Key risks 21
Slide 22: Key risks
Key risks All investments carry risk, including loss of some or all of the capital invested and failure of investments to generate a positive return. You should carefully consider whether an investment in Bapcor is a suitable investment for you. Some of the risks of investing in Bapcor include the f
Slide 23: Key risks
Key risks 1.2 Strategic execution and transformation risk Bapcor’s strategy is underpinned by six strategic imperatives being, optimising the network, including by identification and removal of non-value add activities, establishing a single supply chain for effective utilisation and to fractionalis
Slide 24: Key risks
Key risks 1.4 Technology Rapid advances in technology, including generative AI, cyber-security threats, data integration tools, and the digitisation of supply chains are reshaping customer expectations and operational risk profiles. For the aftermarket sector, technology uplift is essential to maint
Slide 25: Key risks
Key risks 1.6 Supply chain and procurement Bapcor’s ability to deliver quality automotive parts relies on a resilient supply network and effective procurement processes. The aftermarket sector remains heavily reliant on imported components, making it particularly vulnerable to international volatili
Slide 26: Key risks
Key risks 1.8 Interest rate and access to capital risk Bapcor is subject to the risk of rising interest rates associated with bearing liabilities with variable interest rates where interest rate movements can impact Bapcor's cash flow exposures. Bapcor seeks to manage part of its exposure to adverse
Slide 27: Key risks
Key risks 1.12 People and culture Bapcor strives to be a highly customer focused service business, and its team members are key to maintaining the level of operational service to its customers, as well as executing Bapcor’s strategy. Performance depends on attracting, retaining, and developing skill
Slide 28: Key risks
Key risks 1.16 Property leases Bapcor has a large number of leased premises. The growth prospects of Bapcor are likely to result from increased contribution from existing stores, Bapcor's ability to continue to open and operate new stores on a profitable basis and divest underperforming stores. Acco
Slide 29: Key risks
Key risks 1.20 Cybersecurity and data privacy Bapcor’s operations depend on integrated, fit for purpose technology systems and responsible management of data. Risks include system limitations, unplanned outages, cybersecurity threats such as data breaches, and failures in data governance or privacy
Slide 30: Key risks
Key risks 1.23 Forward looking financial information Forward looking statements are predictive in character, may be affected by inaccurate assumptions or by known or unknown risks and uncertainties and may differ materially from results ultimately achieved, The forward looking statements, opinions a
Slide 31: Key risks
Key risks 1.29 Counterparty risk There is a risk that counterparties (including customers) may fail to meet their contractual obligations (particularly to the extent that the relevant counterparties are facing financial distress) resulting in financial loss to Bapcor and impacting on Bapcor's busine
Slide 32: Key risks
Key risks 2.2 Underwriting risk Bapcor has entered into an underwriting agreement with the underwriter for the Offer, pursuant to which the underwriter has agreed to fully underwrite the Offer on the terms and conditions of the underwriting agreement. The underwriter’s obligation to underwrite the O
Slide 33: Appendix B International Offer Restrictions
Appendix B International Offer Restrictions 33
Slide 34: International Offer Restrictions
International Offer Restrictions This document does not constitute an offer of new ordinary shares (“New Shares”) of the Company in any jurisdiction in which it would be unlawful. In particular, this document may not be distributed to any person, and the New Shares may not be offered or sold, in any
Slide 35: International Offer Restrictions
International Offer Restrictions New Zealand This document has not been registered, filed with or approved by any New Zealand regulatory authority under the Financial Markets Conduct Act 2013 (the “FMC Act”). The New Shares are not being offered to the public within New Zealand other than to existin
Slide 36: International Offer Restrictions
International Offer Restrictions Switzerland 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. Neither this document nor any other offering or marketing material rela
Slide 37: Appendix C Underwriting Agreement Summary
Appendix C Underwriting Agreement Summary 37
Slide 38: Underwriting Agreement Summary
Underwriting Agreement Summary The Company has entered into an underwriting agreement with the Lead Manager in respect of the Offer (Underwriting Agreement). The Underwriting Agreement contains customary representations and warranties and indemnities in favour of the Lead Manager. Details of the fee
Slide 39: Underwriting Agreement Summary
Underwriting Agreement Summary a) . b) . c) . d) . e) . f) . g) . h) . i) . j) . k) . l) . m) . n) . o) . p) . q) the occurrence of any adverse change or disruption to the political conditions or financial markets of Australia, the USA, NZ, Singapore, Hong Kong, the UK, the People's Republic of Chin
Slide 40: Appendix D Statutory to pro forma reconciliation
Appendix D Statutory to pro forma reconciliation 40
Slide 41: 1H26 significant items breakdown
1H26 significant items breakdown Externally facilitated detailed examination of the balance sheet undertaken during 1H26 1H26 1H26 $M 1H25 Commentary Pre tax Post tax Impairment of goodwill due to further deterioration in the macro-economic New Zealand impairment 99.9 99.9 - conditions in New Zealan
Slide 42: Statutory to Underlying reconciliation
Statutory to Underlying reconciliation 1H26 Consolidated 1H25 Consolidated – Restated 3, 4 $M Statutory Significant Items 1 Underlying $M Statutory Significant Items 2 Underlying Revenue 973.0 - 973.0 Revenue 1,012.4 (16.5) 995.8 EBITDA 65.9 11.0 76.9 EBITDA 123.9 5.2 129.2 D&A (49.8) 0.0 (49.8) D&A
Slide 43: Leverage calculation reconciliation
Leverage calculation reconciliation The following tables reconcile statutory to pro forma net debt, statutory EBITDA to pre-AASB16 EBITDA and the Net Leverage calculation. 1H25 and FY25 numbers have not been restated for covenant calculation purposes. Consolidated Consolidated 31 Dec 25 31 Dec 25 30
Slide 44: A leading ANZ provider of aftermarket vehicle parts, accessories, equipment, services and solutions
A leading ANZ provider of aftermarket vehicle parts, accessories, equipment, services and solutions 44