Griffon Corporation · NYSE:GFF

Griffon — Debt Investor Presentation (January 2022)

59 slides from Griffon's debt investor presentation, Jan 10, 2022

Slide 1: Lender Presentation January 2022
Lender Presentation January 2022 1
Slide 2: Disclaimer
Copyright © 2021 Griffon Corporation. All rights reserved. Disclaimer 2 2 Cautionary Note Regarding Forward - Looking Statements This presentation contains “forward - looking statements” – statements that address future, not past events. In this context, forw ard - looking statements often address o
Slide 4: Table of Contents
Copyright © 2021 Griffon Corporation. All rights reserved. Table of Contents 1. Transaction Overview 2. Griffon Overview 3. Hunter Fan Overview 4. Historical Financials 5. Appendix 4 4
Slide 6: Executive Summary
Copyright © 2021 Griffon Corporation. All rights reserved. Executive Summary 6 ▪ Griffon Corporation (NYSE: GFF) ("Griffon" or the "Company") is a diversified management and holding company that conducts bu sin ess through three segments: Consumer and Professional Products (through the AMES Companie
Slide 7: Sources & Uses and Pro Forma Capitalization
Copyright © 2021 Griffon Corporation. All rights reserved. Sources & Uses and Pro Forma Capitalization 1 As of 11/16/2021. 2 For reconciliation of Adj. EBITDA to Income before Taxes from Continuing Operations, or Net Income, as appropriate, see pages 52 - 53. Griffon Adj. EBITDA calculated per debt
Slide 8: Summary of Terms – Senior Credit Facilities
Copyright © 2021 Griffon Corporation. All rights reserved. Summary of Terms – Senior Credit Facilities Summary of Terms Borrower: Griffon Corporation Facilities: $400 million Cash Flow Revolver $750 million First Lien Term Loan Guarantees: Each existing and subsequently acquired or organized direct
Slide 9: Execution Timeline
Copyright © 2021 Griffon Corporation. All rights reserved. 9 Execution Timeline 9 Date: Event: Week of January 10 th ▪ Global Lender Conference Call (January 10 th at 11am ET) Week of January 17 th ▪ Lender Commitments and Comments to the Credit Agreement Due (January 20 th by 12pm ET) Week of Janua
Slide 10: Griffon Overview
Griffon Overview
Slide 11: Griffon business overview and key data
Copyright © 2021 Griffon Corporation. All rights reserved. x Diversified global management and holding company, which oversees the operations of its subsidiaries, allocates resources among them, and manages their capital structures x Owns and operates businesses in multiple industries and geographic
Slide 12: Portfolio reshaping and adjusted EBITDA margin trajectory
Copyright © 2021 Griffon Corporation. All rights reserved. 2008 1959 2010 2012 2014 2016 2018 A new chapter Transition to the future Portfolio reshaping Adjusted EBITDA excluding unallocated amounts margin trajectory 2,3 7.3% 7.6% 8.4% 9.0% 9.2% 9.7% 9.6% 10.1% 11.2% 11.4% 10.8% 11.1% 11.8% 12.5% 20
Slide 13: Consumer and Professional Products
Copyright © 2021 Griffon Corporation. All rights reserved. Consumer and Professional Products $1.2 bn / 54% Revenue 1 / % overall Founded in 1774 and based in Orlando, Florida, AMES is the leading North American manufacturer and a global provider of branded consumer and professional tools, and produ
Slide 14: Consumer and Professional Products (CPP)
Copyright © 2021 Griffon Corporation. All rights reserved. 1 Fiscal year ended 9/30/2021, geography determined by location of customer. 2 Revenue by end market for the year ended 9/30/2021. Note: International and Other category includes all revenue outside of North America. x Broad, iconic portfoli
Slide 15: Long handle tools, snow tools and hand tools
Copyright © 2021 Griffon Corporation. All rights reserved. North America UK & Ireland Australasia Long Handle Tools Snow Tools Striking Tools Cleaning Wheelbarrows and Carts Hand Tools Yard Maintenance Tools 15 15
Slide 16: Watering, Landscaping, Outdoor Lifestyles
Copyright © 2021 Griffon Corporation. All rights reserved. North America UK & Ireland Australasia Watering and Hose Reels Water Features Decorative Aggregates Pots and Planters Outdoor Décor Outdoor Lifestyles Pots and Planters, Watering, Landscaping, Outdoor Lifestyles 16 16
Slide 17: Storage and Organization
Copyright © 2021 Griffon Corporation. All rights reserved. North America Australasia Wire and Wood Closet Systems Decorative Shelving Cabinet Pull Outs and Racks Cube & Stackable Storage Wire and Wood Garage and Utility Systems Storage and Organization 17 17
Slide 18: Home and Building Products
Copyright © 2021 Griffon Corporation. All rights reserved. $1.0bn / 46% Revenue 1 / % overall 1 Fiscal year ended 9/30/2021; 46% of continuing revenue (excludes Telephonics ). Home and Building Products Clopay, founded in 1964 and based in Mason, Ohio, is North America’s largest manufacturer and mar
Slide 19: Home and Building Products (HBP)
Copyright © 2021 Griffon Corporation. All rights reserved. 1 Fiscal year ended 9/30/2021, geography determined by location of customer. 2 Revenue by end market for the fiscal year ended 9/30/2021. Home and Building Products (HBP) x Premium, reliable and recognized brands that are market leaders in t
Slide 21: Commercial Sectional and Commercial Rolling Steel
Copyright © 2021 Griffon Corporation. All rights reserved. North America Sectional Doors Grilles Shutters Service Doors Commercial Sectional and Commercial Rolling Steel 21 21
Slide 22: Diversified Businesses with Highly Recognized Brands and Leading Market Positions
Copyright © 2021 Griffon Corporation. All rights reserved. Griffon Owns Diversified Businesses with Highly Recognized Brands and Leading Market Positions 22 Outdoor Living Residential & Commercial Doors Indoor / Home Products Long handle tools, wheelbarrows and snow tools #1 Landscaping, pots and pl
Slide 23: Stable, Diversified Customer Base With Long Standing Relationships
Copyright © 2021 Griffon Corporation. All rights reserved. ▪ Longstanding relationship with top customers ▪ Griffon is the predominant supplier to many of our primary customers ▪ Clopay Doors: sole supplier of garage doors for both The Home Depot and Menards ▪ AMES: largest supplier of non - power l
Slide 24: Favorable Industry Trends in the Building, Home, and Outdoor Living Markets
Copyright © 2021 Griffon Corporation. All rights reserved. $205 $224 $227 $234 $260 $274 $291 $315 $349 $370 $392 $410 $418 $437 $0 $50 $100 $150 $200 $250 $300 $350 $400 $450 $500 2010 2011 2012 2013 2014 2015 2016 2017 2018 2019 2020 2021 2022 2023 ($ in Billions) Source: Bloomberg, IMF, U.S. Cens
Slide 25: Outdoor Living Growth is Underpinned by Long-Term Macro Tailwinds
Copyright © 2021 Griffon Corporation. All rights reserved. 25 Outdoor Living Growth is Underpinned by Long - Term Macro Tailwinds The Pandemic Has Heightened Consumer Focus on Outdoor Living and is Driving Increased Investment in Outdoor Home Projects 80% of Outdoor Living Spend is R&R Related with
Slide 26: Outlook for Residential Construction Activity is Increasingly Positive
Copyright © 2021 Griffon Corporation. All rights reserved. 26 Outlook for Residential Construction Activity is Increasingly Positive Source: Wall Street Research, U.S. Census Bureau and Dodge Data Analytics. x Pent up single family housing demand due to historic underbuilding as housing starts have
Slide 27: Defense Electronics
Copyright © 2021 Griffon Corporation. All rights reserved. 1 Fiscal year ended 9/30/2021; Telephonics classified as a discontinued operation with sale expected in FY22. 27 27 $271mm / 11% Revenue 1 / % overall Defense Electronics Telephonics, founded in 1933 and based in Farmingdale, New York, is a
Slide 28: Respected global Defense Electronics provider
Copyright © 2021 Griffon Corporation. All rights reserved. x Leading global provider of intelligence, surveillance, and communication solutions for defense, aerospace, and commercial customers x Incumbent position on high - profile U.S. and international, military and paramilitary, air, ground and s
Slide 29: Griffon Poised for Continued Growth
Copyright © 2021 Griffon Corporation. All rights reserved. Griffon Poised for Continued Growth 29 29 Multi - Pronged Growth Strategy Enables Us to Drive Above - Market Growth Across Cycles Capitalize on Consumer Demand for Home Improvement / Outdoor Living Products Innovation / New Products and Chan
Slide 30: Highly Experienced and Seasoned Management Team
Copyright © 2021 Griffon Corporation. All rights reserved. 30 Highly Experienced and Seasoned Management Team Corporate Chairman of the Board and CEO Joined Griffon in 2008 Ronald J. Kramer President and Chief Operating Officer Joined Griffon in 2012 Robert F. Mehmel SVP, CFO Joined Griffon in 2009
Slide 31: Key Credit Highlights
Copyright © 2021 Griffon Corporation. All rights reserved. Key Credit Highlights 31 31 Diversified business with leading market positions across each segment 1 Longstanding relationships with blue - chip customers 2 Platform poised for continued growth 3 Strong free cash flow generation and discipli
Slide 33: Griffon's Acquisition of Hunter Fan
Copyright © 2021 Griffon Corporation. All rights reserved. Griffon’s Acquisition of Hunter Fan A highly strategic addition to the Griffon portfolio Acquisition Highlights x Excellent fit with existing Griffon portfolio, significant customer and channel overlap x Established, recognized brands and le
Slide 34: Hunter Fan at a Glance
Copyright © 2021 Griffon Corporation. All rights reserved. Hunter Fan at a Glance x Hunter, founded in 1886, is an iconic brand with a superior reputation x A leading North American manufacturer of ceiling fans for residential, commercial, and industrial applications x Primarily serves residential R
Slide 35: Hunter Product Overview
Copyright © 2021 Griffon Corporation. All rights reserved. Consumer Ceiling Fans Commercial Ceiling Fans Residential Lighting Industrial Fans ■ #1 market share ■ Entered category in 1886 ■ Percentage of Revenue : 94% ■ End Markets: Residential R&R, residential new construction ■ Channels: big - box
Slide 36: Hunter Is The Most Recognized And Trusted Brand In Ceiling Fans
Copyright © 2021 Griffon Corporation. All rights reserved. 125.3 116.0 113.5 113.4 113.0 109.1 107.9 Hunter Is The Most Recognized And Trusted Brand In Ceiling Fans 42% 22% 9% 5% 42% 2x Unaided Awareness vs. #2 brand Hunter Unaided Brand Awareness Leading Brand Awareness Source: TraQline self - repo
Slide 37: Long-Standing Blue-Chip Customer Relationships
Copyright © 2021 Griffon Corporation. All rights reserved. Long - Standing Blue - Chip Customer Relationships 37 Why Customers Choose Hunter ▪ Distinct ability to provide quality design and engineering with a range of SKUs for distribution across all channels ▪ No other player can match Hunter’s sca
Slide 38: Large and Growing Market
Copyright © 2021 Griffon Corporation. All rights reserved. $2.2 $2.3 $2.3 $2.4 $2.4 $2.5 25% 26% 27% 27% 28% 29% 2020 2021 2022 2023 2024 2025 Total Sales e-Commerce Large and Growing Market 38 Residential Ceiling Fan Market by Channel 1 ($ in billions) Source: Hunter Data; Census data; Stax Researc
Slide 39: Deep e-Commerce Channel Penetration
Copyright © 2021 Griffon Corporation. All rights reserved. Deep e - Commerce Channel Penetration Hunter’s Advantages and Capabilities e - Commerce Sales Online Retailers Retailer e - Commerce Leading e - Commerce Partners Consumer / DIY Product Blue Chip Retail relationships Deepened by e - Commerce
Slide 40: International Supply Chain Strategy
Copyright © 2021 Griffon Corporation. All rights reserved. International Supply Chain Strategy 41 40 Hunter's Asset Light Model Risks and Mitigants Risk Managed Risk • Hunter utilizes an asset - light production model, sourcing most products from third - party suppliers • Asset - light model provide
Slide 41: Hunter's Well-Respected Management Team
Copyright © 2021 Griffon Corporation. All rights reserved. Hunter’s Well - Respected Management Team Name and title Years experience (Industry / Company) Past experience John Alexander President & CEO 30+ / 7 Paul Patek EVP & CFO 35+ / 1 Tom Blackwell SVP Sales 25+ / 22 Mark D’Agostino SVP & GM Indu
Slide 42: Combination Analysis
Copyright © 2021 Griffon Corporation. All rights reserved. Combination Analysis 15% 7% 16% 32% 28% 2% 85% 5% 9% 1% Consumer & Professional Products Griffon Hunter Fan Proforma Revenue Breakdown North America Rest of World Australia Europe Residential Repair & Remodel (R&R) Retail Industrial Internat
Slide 44: Griffon Historical Operating Performance
Copyright © 2021 Griffon Corporation. All rights reserved. 44 Griffon Historical Operating Performance Revenue Adj. EBITDA and % Margin 1 Capital Expenditures and Capex as % of Revenue $141 $169 $202 $242 73.8% 78.8% 80.5% 83.7% 0.0% 20.0% 40.0% 60.0% 80.0% 100.0% 120.0% 140.0% 160.0% 180.0% $0 $50
Slide 45: Q4 FY21 segment revenue and commentary
Copyright © 2021 Griffon Corporation. All rights reserved. $551 $570 $294 $282 $257 $288 Q4 FY20 Q4 FY21 CPP HBP Commentary x Revenue increased 3% and Adjusted EBITDA before unallocated expenses increased 6% in Q4 2021 vs. prior year 2 x Consumer and Professional Products (CPP) revenue decreased 4%
Slide 46: YTD FY21 segment revenue and commentary
Copyright © 2021 Griffon Corporation. All rights reserved. $2,067 $2,271 $1,139 $1,230 $927 $1,041 YTD FY20 YTD FY21 CPP HBP Commentary x Revenue increased 10% and adjusted EBITDA before unallocated expenses increased 15% in YTD 2021 vs. prior year 2 x Consumer and Professional Products (CPP) revenu
Slide 47: Pro Forma Combined Revenue and EBITDA
Copyright © 2021 Griffon Corporation. All rights reserved. $214 $251 $289 $57 $80 $86 $271 $331 $376 11.0% 12.1% 12.9% 5.0% 7.0% 9.0% 11.0% 13.0% 15.0% 17.0% 19.0% $0 $50 $100 $150 $200 $250 $300 $350 $400 $450 $500 2019A 2020A 2021A Griffon Hunter Fan % Margin $2,209 $2,408 $2,542 $270 $335 $365 $2
Slide 48: Hunter Fan Historical Operating Performance
Copyright © 2021 Griffon Corporation. All rights reserved. 48 Hunter Fan Historical Operating Performance Revenue Adj. EBITDA 1 and % Margin $288 $270 $335 $365 $0 $50 $100 $150 $200 $250 $300 $350 $400 $450 2018A 2019A 2020A 2021A Capital Expenditures and Capex as % of Revenue $5 $5 $7 $7 1.8% 2.0%
Slide 50: Prudent Financial Management
Copyright © 2021 Griffon Corporation. All rights reserved. x Griffon portfolio realignment completed in Q3 FY18 has resulted in significant improvement in free cash flow performance x Leverage reduced by 2.8x over three years x Improvement driven by organic sales growth and margin expansion, resulti
Slide 51: Griffon Revenue Reconciliation
Copyright © 2021 Griffon Corporation. All rights reserved. 51 Griffon Revenue Reconciliation ($ in millions) Year Ending September 2018 2019 2020 2021 Consumer and Professional Products $954 $1,001 $1,139 $1,230 Home and Building Products 698 874 927 1,041 Revenue $1,652 $1,874 $2,067 $2,271 Add: De
Slide 52: Griffon Adjusted EBITDA Reconciliation
Copyright © 2021 Griffon Corporation. All rights reserved. Griffon Adjusted EBITDA Reconciliation ($ in millions) Year Ending September 2018 2019 2020 2021 Income before taxes from continuing operations $8 $46 $69 $111 Acquisitions Costs 8 -- 3 -- Cost of life insurance benefits 3 -- -- -- Secondary
Slide 53: Hunter Adjusted EBITDA Reconciliation
Copyright © 2021 Griffon Corporation. All rights reserved. Hunter Adjusted EBITDA Reconciliation 57 53 ($ in millions) Year Ending October 2018 2019 2020 2021 Net Income $5 $3 $22 $3 Interest, net 19 20 23 31 Income Taxes 6 7 9 5 Depreciation and Amortization 19 18 18 18 EBITDA, as reported $49 $47
Slide 55: Hunter Fan 2020 - 2021 Income Statement
Copyright © 2021 Griffon Corporation. All rights reserved. Hunter Fan 2020 - 2021 Income Statement 57 55 Note: Hunter Fan, as allowed under private company accounting, elects to amortize its goodwill.
Slide 58: Hunter Fan 2018 - 2019 Income Statement
Copyright © 2021 Griffon Corporation. All rights reserved. Hunter Fan 2018 - 2019 Income Statement 57 58 Note: Hunter Fan, as allowed under private company accounting, elects to amortize its goodwill.

Griffon — Debt Investor Presentation (January 2022) on 6ix

Griffon — Debt Investor Presentation (January 2022)

Slide 1: Lender Presentation January 2022

Slide 2: Disclaimer

Slide 3: Management Participants

Slide 4: Table of Contents

Slide 5: Transaction Overview

Slide 6: Executive Summary

Slide 7: Sources & Uses and Pro Forma Capitalization

Slide 8: Summary of Terms – Senior Credit Facilities

Slide 9: Execution Timeline

Slide 10: Griffon Overview

Slide 11: Griffon business overview and key data

Slide 12: Portfolio reshaping and adjusted EBITDA margin trajectory

Slide 13: Consumer and Professional Products

Slide 14: Consumer and Professional Products (CPP)

Slide 15: Long handle tools, snow tools and hand tools

Slide 16: Watering, Landscaping, Outdoor Lifestyles

Slide 17: Storage and Organization

Slide 18: Home and Building Products

Slide 19: Home and Building Products (HBP)

Slide 20: North America Residential Garage Doors

Slide 21: Commercial Sectional and Commercial Rolling Steel

Slide 22: Diversified Businesses with Highly Recognized Brands and Leading Market Positions

Slide 23: Stable, Diversified Customer Base With Long Standing Relationships

Slide 24: Favorable Industry Trends in the Building, Home, and Outdoor Living Markets

Slide 25: Outdoor Living Growth is Underpinned by Long-Term Macro Tailwinds

Slide 26: Outlook for Residential Construction Activity is Increasingly Positive

Slide 27: Defense Electronics

Slide 28: Respected global Defense Electronics provider

Slide 29: Griffon Poised for Continued Growth

Slide 30: Highly Experienced and Seasoned Management Team

Slide 31: Key Credit Highlights

Slide 32: Hunter Fan Overview

Slide 33: Griffon's Acquisition of Hunter Fan

Slide 34: Hunter Fan at a Glance

Slide 35: Hunter Product Overview

Slide 36: Hunter Is The Most Recognized And Trusted Brand In Ceiling Fans

Slide 37: Long-Standing Blue-Chip Customer Relationships

Slide 38: Large and Growing Market

Slide 39: Deep e-Commerce Channel Penetration

Slide 40: International Supply Chain Strategy

Slide 41: Hunter's Well-Respected Management Team

Slide 42: Combination Analysis

Slide 43: Historical Financials

Slide 44: Griffon Historical Operating Performance

Slide 45: Q4 FY21 segment revenue and commentary

Slide 46: YTD FY21 segment revenue and commentary

Slide 47: Pro Forma Combined Revenue and EBITDA

Slide 48: Hunter Fan Historical Operating Performance

Slide 49: Appendix

Slide 50: Prudent Financial Management

Slide 51: Griffon Revenue Reconciliation

Slide 52: Griffon Adjusted EBITDA Reconciliation

Slide 53: Hunter Adjusted EBITDA Reconciliation

Slide 54: Hunter Fan 2020 - 2021 Balance Sheet

Slide 55: Hunter Fan 2020 - 2021 Income Statement

Slide 56: Hunter Fan 2020 - 2021 Cash Flow Statement

Slide 57: Hunter Fan 2018 - 2019 Balance Sheet

Slide 58: Hunter Fan 2018 - 2019 Income Statement

Slide 59: Hunter Fan 2018 - 2019 Cash Flow Statement