Aar Corp. · NYSE:AIR
Aar — Merger or Acquisition (December 2023)
11 slides from Aar's merger presentation, Dec 21, 2023
Slide 1: AAR to acquire Triumph Group's Product Support business
AAR to acquire Triumph Group’s Product Support business December 21, 2023 AAR CORP. All rights reserved worldwide. 0
Slide 2: Forward-looking statements
Forward-looking statements This presentation contains certain statements relating to future business opportunities and conditions, as well as anticipated benefits of AAR CORP.’s (the “Company”) proposed acquisition of Triumph Group’s Product Support business (the “Acquisition”) and expected contribu
Slide 3: Compelling acquisition of Triumph Product Support
Compelling acquisition of Triumph Product Support Furthering AAR’s Strategic highlights: Connected Business Model Meaningfully scales AAR’s proprietary repair capabilities, highly complementary with existing portfolio Significantly accretive to margins with highly attractive overall financial pr
Slide 4: Triumph Product Support overview
Triumph Product Support overview Key Products Sales by End Market* • Aircraft system components Capability summary Regional jet Business jet o ACM, Heat Exchangers, IDG, Generators 3% ~10,000 part numbers 2% Military • Engine system components 19% o Pumps, Gearboxes, Valves, Controls, Mounts ~6,000
Slide 5: Expands global footprint and offerings
Expands global footprint and offerings North American Facilities International Facilities A D A E D Wellington, KS B Hot Springs, AR Airframe Accessories Airborne Structures C • HTP, ACM, Valves, • Nacelles, Flight Booms, HTP Controls, Select Interior Products • Commercial and Military Aircraft • 24
Slide 6: Complementary capabilities unlocking compelling opportunities
Complementary capabilities unlocking compelling opportunities o Deep technical capabilities in component repair o Largest independent USM supplier globally across ATA chapters o Asset sourcing / distribution capabilities o Complete offering of structures and accessories o Airframe MRO / Landing Gear
Slide 7: Track record of sequential margin improvement expected to be accelerated with Triumph Product Support
Track record of sequential margin improvement expected to be accelerated with Triumph Product Support Actions yielding consistent operating margin improvement: Focus on higher value-added offerings and strong growth in Parts Supply Improving efficiency in hangars and exiting underperforming cont
Slide 8: Providing enhanced scale and capabilities to drive growth and profitability
Providing enhanced scale and capabilities to drive growth and profitability + COMBINED Adjusted sales $2,094 ~$280 $2,374 Estimated pro forma combined company highlights: Adjusted operating income 159 ~51 220* Adjusted operating margin 7.6% ~18% 9.2%* Provides significant scale, increases value, a
Slide 9: Transaction overview
Transaction overview • Acquisition of Product Support business from Triumph Group in a privately negotiated transaction • Attractive purchase price of $725 million on cash-free, debt-free basis Overview ‒ Net purchase price of $645 million, when adjusted for $80 million present value of tax benefits
Slide 10: Non-GAAP financial measures
Non-GAAP financial measures Adjusted sales and adjusted operating margin are “non-GAAP financial measures” as defined in Regulation G of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). We believe these non-GAAP financial measures are relevant and useful for investors as they il
Slide 11: Non-GAAP financial measures
Non-GAAP financial measures Adjusted sales, adjusted operating income and adjusted operating margin LTM ($ in millions) Q1-22 Q2-22 Q3-22 Q4-22 Q1-23 Q2-23 Q3-23 Q4-23 Q1-24 Q4-22 Q1-23 Q2-23 Q3-23 Q4-23 Q1-24 Sales $ 455.1 $ 436.6 $ 452.2 $ 476.1 $ 446.3 $ 469.8 $ 521.1 $ 553.3 $ 549.7 $ 1,820.0 $