Sociedad Matriz Saam S.a. · BCS:SMSAAM
Sociedad Matriz Saam — Merger or Acquisition (October 2022)
13 slides from Sociedad Matriz Saam's merger presentation, October 2022
Slide 1: Investor Meeting
Investor Meeting October 2022 1
Slide 2: Executive Summary
EXECUTIVE SUMMARY A SM SAAM agreed to sell its port terminal and port logistics businesses in Chile to Hapag-Lloyd (HL). The transaction includes 100% of the shares of SAAM Ports S.A. and SAAM Logistics S.A., as well as the latter company’s real estate. Closing is subject to obtaining relevant appro
Slide 3: The transaction includes the purchase of SAAM Ports, SAAM Logistics and real estate assets
DESCRIPTION OF TRANSACTION A The transaction includes the purchase of SAAM Ports, SAAM Logistics and real estate assets Simplified Structure of SAAM and Transaction Perimeter Perimeter Company sold • The transaction requires: o Shareholder SAAM Inversiones Approval at Extraordinary Meeting (October
Slide 4: Transaction based on Enterprise Value of BUS$ 1.137 and estimated gain of ~MUS$ 400
VALUE OF TRANSACTION B Transaction based on Enterprise Value of BUS$ 1.137 and estimated gain of ~MUS$ 400 Transaction Perimeter represents 45% of 2021 EBITDA at EMV Transaction EV of BUS$ 1.137 and Equity Value of ~BUS$ 1.000 of MUS$ 125 Economic Summary of Transaction (MUS$) 2021 Pro Forma EBITDA
Slide 5: SAAM Ports + SAAM Logistics have demonstrated positive trends, reaching EBITDA of MUS$ 121 in 2021
VALUE OF TRANSACTION B SAAM Ports + SAAM Logistics have demonstrated positive trends, reaching equity- method EBITDA of MUS$ 121 in 2021 and EBITDA margin of 30% The combined revenues of SAAM Terminals and SAAM Logistics The combined EBITDA of SAAM Terminals and SAAM Logistics at EMV grew 7% annuall
Slide 6: SM SAAM will be able to strengthen its capital structure and accelerate its growth strategy
TRANSACTION RATIONALE C SM SAAM will be able to strengthen its capital structure, have funds to accelerate its growth strategy and focus management on towage and air cargo logistics Vision and Strategic Imperatives of Towage and Air Cargo Logistics Divisions TOWAGE AND AEROSAN VISION 2020 - 2025 "Do
Slide 7: The transaction allows us to focus on our aspiration to become a global Tier 1 towage player
TRANSACTION RATIONALE C The transaction allows us to focus on our strategic aspiration to become a global Tier 1 player in towage and consolidate a single operational model Strategic Principles Growth and Consolidation In 2020 we set a goal to double the size of the business in 5 years, generating s
Slide 8: Our strategic aspiration is backed by a track record of accretive acquisitions
TRANSACTION RATIONALE C Our strategic aspiration is backed by a track record of accretive acquisitions and the implementation of a successful operating model 2019 2021 • Acquired remaining interest 2017 in Boskalis (purchased • Acquired 70% of Intertug +50% Brazil +49% Canada, 2022 • Sold non-core a
Slide 9: SAAM's continuing operations in 2021 had proforma revenue of MUS$ 409 and EBITDA of MUS$ 157
SAAM'S CONTINUED OPERATIONS D SAAM’s continuing operations in 2021 had proforma revenue of MUS$ 409 and proforma EBITDA of MUS$ 1571 Pro Forma Consolidated Revenue (MUS$) Pro Forma Consolidated EBITDA and EBITDA Margin (MUS$) 409 157 119 290 209 69 38% 41% 33% 2019P 2020P 2021P 2019P 2020P 2021P Pro
Slide 10: Towage Division: Two growth projects in process will enhance expansion and development
SAAM’S CONTINUED OPERATIONS D Towage Division: Two growth projects in process will enhance SAAM Towage's expansion and development Ongoing projects will provide growth and coverage in South SAAM's consolidated tug fleet has almost tripled in five years America Summary of Ongoing Towage Projects Evol
Slide 11: SM SAAM's investment thesis remains attractive
SM SAAM FUNDAMENTALS ARE MAINTAINED E SM SAAM's investment thesis remains attractive 1 Leadership: #1 in sea towage in the Americas and #3 in the world 2 Geographic diversification, operations in 13 countries 3 Single operational model of excellence and standardized processes 4 USD-denominated busin
Slide 12: Next Steps: Extraordinary Shareholders' Meeting on October 19
NEXT STEPS The next step is to hold an ESM on October 19 to vote on the transaction Items to be discussed during the Extraordinary Shareholders' Meeting The sale of all shares of SAAM Ports S.A. and SAAM Logistics S.A. to Hapag-Lloyd Aktiengesellschaft, as well as the real estate owned by Inmobiliar
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