Teract · EURONEXT:TRACT
Teract — 2MX Organic — SPAC Merger (June 2022)
33 slides from Teract's SPAC merger presentation, June 2022
Slide 1: Investor Presentation June 2022
INVESTOR PRESENTATION June 2022
Slide 2: Disclaimer (1/2)
Disclaimer (1/2) IMPORTANT NOTICE - YOU MUST READ THE FOLLOWING BEFORE CONTINUING The following applies to this document, the oral presentation of the information in this document by 2MX Organic or and any question-and-answer session that follows the oral presentation (collectively, the “Presentatio
Slide 3: Disclaimer (2/2)
Disclaimer (2/2) IMPORTANT NOTICE - YOU MUST READ THE FOLLOWING BEFORE CONTINUING Financial Information; Non-IFRS Financial Measures The financial information contained in this Presentation is based on audited IFRS accounts. The financial information contained in this Presentation, such as EBITDA an
Slide 4: With You Today
With You Today Moez-Alexandre Zouari Founder and CEO Xavier Niel Founder Matthieu Pigasse Founder Thierry Blandinières CEO of InVivo Guillaume Darrasse CEO of InVivo Retail Valéry Duvacher CFO of InVivo Retail Confidential 4
Slide 5: InVivo Retail is part of InVivo Group, the first agricultural cooperative in France
InVivo Retail is part of InVivo Group, the first agricultural cooperative in France Largest French agricultural cooperative, representing more than half of the French farmers, and agile and financially sophisticated proven by the recent acquisition of Soufflet and investment of KKR in malting activi
Slide 6: InVivo Retail is the perfect platform for responsible and sustainable distribution
InVivo Retail is the perfect platform to create the specialist in responsible and sustainable distribution Well-established garden and pet care centres Leading gardening and pet care banners mainly located in rural area located in urban area 1,164 €1.4bn €793m 176 stores stores sales in FY21 sales i
Slide 7: 2MX Organic's mission
2MX Organic’s mission Unique SPAC in Europe focusing on responsible and sustainable consumption and distribution, backed by complementary and leading industry experts recognized for their strong operational track records in driving value creation Dynamic and attractive Unique investment Ambiti
Slide 8: Combining with 2MX Organic positions InVivo Retail as the sustainable retail platform
Combining with 2MX Organic will allow InVivo Retail to position itself as the specialist sustainable and ESG-focus retail platform Combination of agricultural and food expertise consolidation Platform for further in the specialized Complementary and growing categories at the core of consumers’
Slide 9: Transaction highlights
Transaction highlights Contribution in kind from InVivo to 2MX Organic of 100% of the shares of InVivo Retail in exchange for new ordinary shares issued by 2MX Organic Transaction summary InVivo will hold c.60%(1) of the share capital of 2MX Organic and 2MX Organic existing shareholders will hol
Slide 10: Section 1: InVivo Retail at a glance
Section 1: InVivo Retail at a glance
Slide 11: From a mono-brand franchise manager to multi-concept specialist retailer
From a mono-brand franchise manager to multi-concept specialist retailer Managing franchises Creating the multi- Integrating Jardiland and harmonizing InVivo Retail’s Group under Gamm Vert banners specialist retailer Acquisition of Nalod’s franchisees Acquisition of Partnership with network in 2014:
Slide 12: A sizeable and diversified platform
A sizeable and diversified platform… InVivo Retail’s selected KPIs 1,597 213 4,230 Number Operated Employees(3) of stores(1) stores(2) €2.5bn €211m €867m Total revenues under of own brands sales Consolidated IFRS banner (FY21A)(4) under banner(5) sales(6) (FY21A) €99m c.1.4m Adjusted EBITDA Online c
Slide 13: …with complementary activities and banners…
…with complementary activities and banners… InVivo Retail’s main categories Food & nutrition 9% Pet supplies Gardening & 20% decoration 71% Note: split based on sales under banners as of Sep-21 Source: Company information, Financial VDD Confidential 13
Slide 14: Wide recognition and change in consumer demography and trends
…benefiting from wide recognition and change in consumer demography & trends offering further runways for growth Favorite banner in gardening for the Best store chain for the 6th Best e-commerce site 3rd year in a row year in a row for the 1st time Average age of customers Average age of customers 2
Slide 15: Section 2: An ESG DNA
Section 2: An ESG DNA
Slide 16: A deeply embedded ESG culture…
A deeply embedded ESG culture… Natural exposition to ESG creating a virtuous circle and benefitting the group at various levels Leverage know how and deep exposure in its Put ESG into concrete action through markets innovation and own brands Key player acting for the protection of the Eco-designed,
Slide 17: …further accelerated by a voluntary policy in line with the 2MX vision…
…further accelerated by a voluntary policy fully in line with the 2MX vision… #1 Protection #2 Promotion #3 Mobilization of nature’s sustainability towards an overall of nature’s benefits through its own products of stakeholders, including employees and eco-conception of operations and supply chain
Slide 18: …and translated into concrete and ambitious objectives
…and translated into concrete and ambitious objectives Strong ESG focus deeply engrained due to the nature of our business and supported by clearly defined objectives 80% 100% of InVivo Retail’s products with a positive of InVivo Retail’s packaging eco- impact in 2025 (100% in 2030) designed in 2
Slide 19: Section 3: Focus on new strategy
Section 3: Focus on new strategy
Slide 20: Pooling strengths to create a specialised production and distribution platform
Pooling strengths to create a specialised production and distribution platform, leader in digital and at the forefront of sustainable consumption trends A project built around 4 key growth areas 1 2 3 4 Continued Expansion of Accelerate development Rapid scale-up of Food strengthening in digitalisat
Slide 21: Strengthen gardening offering and accelerate in pet food
Strengthen gardening offering and accelerate in pet food through a revamped offering 1 2 Continued strengthening in Gardening and accelerate development in Pet Care Transformation of offer around 4 pillars Well-defined ambitions Ongoing revamping of offering from product End-user centric Multiply by
Slide 22: New food concept focused on local and fresh products – Le Grand Marché – Frais d'ici
The creation of a new food concept focused on local and fresh products – “Le Grand Marché – Frais d’ici” 3 Rapid scale-up of Food activities A fresh food concept bringing to life a new food retail philosophy… Creating the specialist for fresh and ultra-fresh food with a Making farmers the bedstone o
Slide 23: The new food concept will be built on the success of Grand Marché – Marnière
The new food concept will be built on the success of “Grand Marché – Marnière” 3 Rapid scale-up of Food activities A unique and easily replicable store concept… …with a wide assortment of categories €42m c.€7m Sales (FY21) Adj. EBITDA(a) (FY21A) Unique store concept in the Paris area focused on 12 c
Slide 24: Expansion of digitalisation and omni-channel strategy
Acceleration of omni-channel strategy based on 4 levers 4 Expansion of digitalisation and omni-channel strategy Assets already in place for a successful omni-channel strategy Overhaul of Multi-brand Optimization of e-commerce platforms marketplace click and collect a unique multi- e-commerce platf
Slide 25: Further upside from potential external growth levers
Further upside available to drive value creations from various potential external growth levers Store network expansion Additional food categories Local food Transformational M&A Continued optimisation of Already identified partners Numerous opportunities of Ideally positioned to gardening stores th
Slide 26: Section 4: Key Operational Metrics and Financials
Section 4: Key Operational Metrics and Financials
Slide 27: Revenue & EBITDA
Revenue & EBITDA Historical revenues(1) & FY23 guidance(2) Historical adjusted EBITDA(1)(3) & FY23 guidance(2) (in €m) (in €m) 9% 11% c.12% >870 c.105 855 867 99 75 FY20A FY21A FY23E FY20A FY21A FY23E Sep-20 Sep-21 Jun-23 Sep-20 Sep-21 Jun-23 (15 months) (12 months) (12 months) (15 months) (12 month
Slide 28: Mid-term guidance on revenue & EBITDA
Mid-term guidance on revenue & EBITDA Mid-term guidance on revenue Clear strategic roadmap, supporting an ambitious development plan to reach c.€1.2bn revenues in FY25 3 Food 1 2 Growth concept c.€1.2bn Low single digit LFL growth accelerators 1 Historical perimeter c.64-65% of total sales 2 Online
Slide 29: Capex & Cash Flow
Capex & Cash Flow Historical Capex(1) & FY23 guidance(2) Historical FCF(1)(3) & FY23 guidance(2) (in €m) (in €m) 4% 3% c.4-5% 80% 66% c.55-65% 38 65 29 60 FY20A FY21A FY23-25E FY20A FY21A FY23-25E Sep-20 Sep-21 June Sep-20 Sep-21 June (15 months) (12 months) (12 months) (15 months) (12 months) (12 m
Slide 30: Section 5: Transaction parameters & valuation reference points
Section 5: Transaction parameters & valuation reference points
Slide 31: Proposed transaction terms
Proposed transaction terms Transaction overview and valuation Sources (€m) Uses (€m) InVivo equity roll-over 457 InVivo equity roll-over (post recap) 557 InVivo capitalised debt(1) 100 InVivo Retail financial net debt (post recap)(4) 79 Total InVivo equity 557 Estimated transaction costs c.20 SPAC c
Slide 32: Conclusion: A combination of InVivo Retail and 2MX Organic
Conclusion: A combination of InVivo Retail and 2MX Organic, a compelling success story Combination of agricultural and food expertise consolidation Platform for further in the specialized Complementary and growing categories at the core of consumers’ retail sector growing interest for Nature,
Slide 33: Key risk factors
Key risk factors Key risk factors Risks related to the Contribution The Contribution will result in a dilution of the stake of the existing shareholders of the Company. The Contribution may have a significant impact on the Company’s share price. The share price of the Company could fluctuate between