Far Point Acquisition Corporation
Far Point Acquisition — SPAC Merger (February 2020)
54 slides from Far Point Acquisition's SPAC merger presentation, Feb 25, 2020
Slide 1: Technology and Payments Provider Empowering Global Merchants
February 2020 TECHNOLOGY AND PAYMENTS PROVIDER EMPOWERING GLOBAL MERCHANTS Exhibit 99.1
Slide 2: Disclaimer
Disclaimer This presentation (this “Presentation”) was prepared for informational purposes only to assist interested parties in making their own evaluation of the proposed transaction (the “Transaction”) between Far Point Acquisition Corporation (“FPAC”, “we”, or “our”) and Global Blue Group AG (“Gl
Slide 3: Today's presenters
Today’s presenters Thomas Farley Chief Executive Officer Jacques Stern Chief Executive Officer Loïc Jenouvrier Chief Financial Officer
Slide 4: Summary transaction overview
Summary transaction overview Far Point Acquisition Corporation (“FPAC”) is entering into a definitive agreement to combine with Global Blue AG (“Global Blue”) The post-closing public company will be incorporated in Switzerland, listed in NYSE, and maintain the Global Blue name The transaction is exp
Slide 5: Business Overview
BUSINESS OVERVIEW INVESTMENT HIGHLIGHTS TRANSACTION OVERVIEW APPENDIX
Slide 6: A strategic technology and payments partner empowering merchants
INTERNATIONAL SHOPPERS Worldwide Luxury Revenue 20-30% (1) A strategic technology and payments partner empowering merchants to capture the growth of international shoppers TAX FREE SHOPPING TECHNOLOGY SOLUTIONS SMART DATA & BUSINESS INTELLIGENCE TARGETED MARKETING SOLUTIONS & INTELLIGENT SALES TECHN
Slide 7: Global Blue at a glance
13M GB international shoppers 36M GB transactions x €18.2B GB sales in store (SiS) €70B addressable market(2) €26B addressed market(2) ~70% GB market share(3) 16M GB international shoppers(1) 28M GB transactions €4.4B GB sales in store (SiS) €28B addressed market(4) ~20% GB market share(5) €455B add
Slide 8: Tax Free Shopping Technology Solutions
Purchase: €1,000 VAT: €200 Tax Free Shopping Technology Solutions INTERNATIONAL SHOPPER INTERNATIONAL SHOPPER VAT REFUND €140 MERCHANT REVENUE €30 GLOBAL BLUE SOLUTIONS Software Payments Processing, Software Software €30 VAT: €200 REFUND AGENT Issuing (Tax free form) Refunding (VAT) MERCHANT CUSTOMS
Slide 9: Most comprehensive integrated network in its category
REVENUE GROWTH DRIVERS(2) Global Blue is the most comprehensive INTEGRATED NETWORK in its category Employers Fleet Operators Retailers EMPLOYEE BENEFIT TRANSPORTATION INTERNATIONAL SHOPPERS CLIENTS Restaurants Petrol Stations Refund Agents / Payment Providers CONSTITUENCIES BACK END INTEGRATION WITH
Slide 10: Investment Highlights
BUSINESS OVERVIEW INVESTMENT HIGHLIGHTS TRANSACTION OVERVIEW APPENDIX
Slide 11: Investment highlights
Investment highlights POWERFUL MACRO DRIVERS OF GROWTH 1 CLEAR MARKET & TECHNOLOGY LEADERSHIP 2 BUSINESS STRATEGY CREATING VALUE 3 INTERNATIONAL MANAGEMENT TEAM WITH RELEVANT EXPERTISE 5 ATTRACTIVE TRANSACTION-BASED BUSINESS MODEL 4
Slide 12: Strong macro driven historical growth expected to continue
PROOF POINTS GROWTH DRIVER Strong macro driven historical growth expected to continue Next ~5 years expectation Note: (1) R-squared of the regression between arrivals into Global Blue markets (implied by emerging markets middle class growth, based on a regression calculated between 2000/01 to 2018/1
Slide 13: Global Blue's clear competitive differentiation
Global Blue’s clear competitive differentiation Note: Figures refer to 2018 / 19A. Fiscal year ending 31 March. (1) Estimated third-party serviced market share, based on TFS SiS; (2) Last 5 years average % SiS. (3) TFS countries where Global Blue currently operates. (4) Average tenure based on the t
Slide 14: Business strategy creating value
REVENUE GROWTH DRIVERS(2) VOLUME GROWTH MACRO DRIVERS MANAGEMENT INITIATIVES TO BOOST VOLUME GROWTH 3 VOLUME GROWTH MACRO DRIVERS VOLUME GROWTH DRIVERS REVENUE GROWTH DRIVERS Business strategy creating value INTELLIGENCE Open-eye advisory to identify opportunities for growth MARKETING Data-driven so
Slide 15: Well positioned for strategic M&A
INFORMATION SERVICES Assist merchants with driving additional revenue CONSUMER DIGITAL MARKETING Drive consumer footfall to merchant stores TECHNOLOGY AND PAYMENTS AT POINT-OF-SALE Assist merchants with the digital checkout process ADDED VALUE PAYMENT SERVICES Assist businesses with managing payment
Slide 16: Powerful financial model delivering earnings growth and cash flow
Track record of growth Operating leverage High CASH FLOW conversion Exceptional total shareholder returns Growth Profitability Cash flow conversion Earnings power Powerful financial model delivering earnings growth and cash flow generation Note: Fiscal year ending 31 March. Adjusted EBITDA defined a
Slide 17: Well-diversified business
EXPOSED TO EMERGING MARKETS ~70% of TFS SiS generated by international shoppers from emerging markets HIGHLY DIVERSIFIED BUSINESS MODEL across destination markets, origin of international shoppers and merchants STRATEGIC POSITION IN APAC enabling company to capture the growth in the region Well-dive
Slide 18: Reversion of growth to medium-term trend
Commentary Reversion of growth to medium-term trend Note: See “Non-IFRS Financial Measures” above in the Disclaimer and Appendix for further information and a reconciliation of all historic non-IFRS financial measures included in this presentation. Source: Company Information (Global Blue). Last 5 Y
Slide 19: 2019 zoom-in: quarterly revenue growth
Commentary Reversion of growth to medium-term trend: 2019 Zoom-in Source: Company Information (Global Blue). Quarterly 2019 Revenue YoY Growth 1 2 3 4 5 Q4 2018/19 (3 months ending 31-Mar) Q1 2019/20 (3 months ending 30-Jun) Q2 2019/20 (3 months ending 30-Sept) Q3 2019/20 (3 months ending 31-Dec) Re
Slide 20: Outlook and medium term guidance (1/3)
Revenue €M Outlook and medium term guidance (1/3) Note: See “Non-IFRS Financial Measures” above in the Disclaimer and Appendix for further information and a reconciliation of all historic non-IFRS financial measures included in this presentation. See “Disclaimer Regarding Forecast Information and Me
Slide 21: Outlook and medium term guidance (2/3)
Outlook and medium term guidance (2/3) Note: See “Non-IFRS Financial Measures” above in the Disclaimer and Appendix for further information and a reconciliation of all historic non-IFRS financial measures included in this presentation. See “Disclaimer Regarding Forecast Information and Medium-Term O
Slide 22: Outlook and medium term guidance (3/3)
Outlook and medium term guidance (3/3) Note: See “Non-IFRS Financial Measures” above in the Disclaimer and Appendix for further information and a reconciliation of all historic non-IFRS financial measures included in this presentation. See “Disclaimer Regarding Forecast Information and Medium-Term O
Slide 23: International management team with relevant expertise
International management team with relevant expertise Average 10+ years at Global Blue(1) Note: (1) Based on the average tenure of the executive committee (defined as the management team presented herein), including experience of acquired companies. Years at Global Blue PRODUCTS Tomas Mostany Tax Fr
Slide 24: Transaction Overview
BUSINESS OVERVIEW INVESTMENT HIGHLIGHTS TRANSACTION OVERVIEW APPENDIX
Slide 25: Global Blue + Far Point: a partnership to create lasting value
Global Blue + Far Point: a partnership to create lasting value Market leading technology and payments provider empowering global merchants Formed to create a leading, public FinTech company as a platform for future growth PROVEN FINTECH EXPERIENCE PARTNERSHIP WITH PREMIER ASSET MANAGER ~$750M OF CAP
Slide 26: Detailed transaction overview (1/2)
Detailed transaction overview (1/2) Sources and USES(1) CAPITALISATION OVERVIEW Note: EUR/USD Exchange Rate 1.109. See “Non-IFRS Financial Measures” above in the Disclaimer and Appendix for further information and a reconciliation of all historic non-IFRS financial measures included in this presenta
Slide 27: Detailed transaction overview (2/2)
Detailed transaction overview (2/2) Note: EUR/USD Exchange Rate 1.109. Global Blue Fiscal year closing as of March 31. Pro forma for refinance of existing debt. See “Non-IFRS Financial Measures” above in the Disclaimer and Appendix for further information and a reconciliation of all historic non-IFR
Slide 28: Global Blue peer group positioning
CAPEX-LIGHT MODEL RICH CUSTOMER & MERCHANT DATA PAYMENT PROCESSING EXPERTISE DEEP MERCHANT RELATIONSHIPS END-TO-END SERVICE OFFERING INTEGRATED NETWORKS OTHER PAYMENTS NETWORK Global Blue peer group positioning No competency Core competency Some competency Potential peer set
Slide 29: Implied valuation discount to peers
Implied discount: 28% vs. Integrated Networks 33% vs. Other Payments 55% vs. Networks Implied discount: 0.9 pp vs. Integrated Networks 2.1 pp vs. Other Payments 2.4 pp vs. Networks TEV/EBITDA 2020E Note: Global Blue valued at TEV €2.3B and Equity Value of €1.7B. See “Non-IFRS Financial Measures” abo
Slide 30: Appendix - Additional company materials
BUSINESS OVERVIEW INVESTMENT HIGHLIGHTS TRANSACTION OVERVIEW APPENDIX - Additional company materials
Slide 31: VAT refund regulatory framework
VAT refund regulatory framework Difference between duty free and in town? p.53 VAT: Value-added Tax is an indirect tax on the domestic consumption of goods and services, except those that are zero-rated (such as food and essential drugs) or are otherwise exempt (such as exports). VAT refund scheme:
Slide 32: Positive VAT dynamics are a strong driver of luxury sales growth
Positive VAT dynamics are a strong driver of luxury sales growth Number of countries and territories with VAT p.53 p.53 Graph p.53 but no clear data 24 in 2019 from DR Note: (1) Includes territories with different VAT rules than sovereign countries, that are counted as separate countries. Source: Co
Slide 33: Increasing VAT rates drive growth of TFS environment
Finland Netherlands UK Italy Spain Germany Japan Singapore Increasing VAT rates drive growth of TFS environment EUROPE ASIA Increased to 10% in 1 Oct. 2019 France Source: Company information (Global Blue). VAT evolution across major destination markets 77% of European OECD members increased their VA
Slide 34: Additional countries may implement VAT refund schemes
Additional countries may implement VAT refund schemes HIGH TO MEDIUM PROBABILITY MEDIUM TO LOW PROBABILITY p.55 Countries currently with VAT or GST and no VAT refund scheme Countries currently with VAT or GST and with VAT refund scheme managed by the government Countries currently with no VAT or GST
Slide 35: Open-Eye advisory to identify opportunities for growth
Open-Eye advisory to identify opportunities for growth We use data to help merchants understand the international shopper opportunity BENCHMARK TAX FREE SHOPPING SOLUTIONS PERFORMANCE IDENTIFY INTERNATIONAL SHOPPER TRAFFIC OR SPEND OPPORTUNITIES Adapt product assortment to latest international trend
Slide 36: Macro drivers directly tied to Global Blue's growth equation
DIGITALIZATION OF PAYMENTS 69% of transactions are digital(3) VAT DYNAMICS Increasing number of VAT refund schemes and increasing rates DIGITALIZATION 54% of Global Blue export validations are digital(2) EMERGING MARKETS 70% international shoppers from emerging markets A B C D Macro drivers directly
Slide 37: SiS forecast and revenue growth guidance reconciliation
SiS forecast and revenue growth guidance reconciliation Note: See “Disclaimer Regarding Forecast Information and Medium-Term Objectives”. Source: Company Information (Global Blue). Medium-term CAGR, % Mix Effect ~1/3 of the delta ~2/3 of the delta EM travel growth=9.0% x Int’l shopper’s origin: EM=7
Slide 38: Strong operating leverage as cost base is ~60% fixed
Strong operating leverage as a result of the cost base being ~60% fixed Variable costs tied to specific financial KPIs, not simply Group revenue cost breakdown(1) (as of 2018/19) Key takeaways definitions Group cost structure drives operating leverage VARIABLE Issuing & Validation: Costs related to
Slide 39: Well-invested business to support future growth
2016/17 capex increase is driven by introduction of innovation and differentiation investments Capex expected to stay approximately at current level of ~€32-35M D&A (excl. IFRS 16) to increase by ~€5M p.a. in the next 3 years (up to 2021/22E) D&A related to IFRS 16 right of use assets is expected to
Slide 40: Adjusted EBIT to Adjusted Net Income conversion
High Adjusted EBIT to Adjusted Net Income conversion driven by efficient organizational & capital structure Key takeaways ADJUSTED EBIT TO ADJUSTED NET INCOME (GROUP SHARE) BRIDGE COMMENTARY Adjusted EBIT to Adjusted net income (group share) bridge I Net finance costs include interest expenses relat
Slide 41: Resilient business performance during global financial crisis
Resilient business performance during global financial crisis Travel industry Luxury industry Global Blue Resilient performance during economic downturn with less compression vs. the travel & luxury markets, as well as a stronger reversion / “catch-up” growth thereafter Reversion to the mean with Si
Slide 42: Relative FX rates impact international shoppers' TFS demand
Relative FX rates (origin vs. destination) impact international shoppers’ TFS demand, particularly for EM shoppers TFS demand adjusts instantly to FX Brexit-driven GBP-depreciation impacted demand on the same day Key takeaways FX impact felt instantly Total UK TFS SiS development post Brexit referen
Slide 43: Correlation between FX movements and SiS
Strong correlation between FX movements and SiS with high elasticity for Chinese Shoppers Chinese demand is highly elastic vis-à-vis FX movements though stable and growing at ~10%(1) over the longer-term Relationship between Chinese SiS in Eurozone and FX CNY/EUR Russian macro volatility resulting i
Slide 44: Dynamic Currency Conversion Solution
Dynamic Currency Conversion Solution A win-win value proposition for acquirers, merchants, international shoppers, and Global Blue GLOBAL BLUE SOLUTION €10 ACQUIRER FEE €10 MERCHANT REVENUE €10 PURCHASE AMOUNT: £900 INTERNATIONAL SHOPPER FEES: €30 €1,000 + €30 Fees Currency decision: £900(1) / €1,00
Slide 45: Valuation of publicly traded comparables
Valuation of publicly traded comparables (1) Based on unaffected stock price as of January 31, 2020 prior to announced acquisition of Ingenico.
Slide 46: Appendix - Financials and reconciliations
BUSINESS OVERVIEW INVESTMENT HIGHLIGHTS TRANSACTION OVERVIEW APPENDIX - Financials and reconciliations
Slide 47: Non-IFRS adjusted income statement
Non-IFRS adjusted income statement Source: Company Information (Global Blue). FY ended in March, €M FY 2016/17A FY 2017/18A FY 2018/19A FH1 2018/19A FH1 2019/20A Total Revenue 417.9 420.0 409.0 208.7 226.5 Adjusted operating expenses (251.6) (250.4) (239.4) (119.9) (126.4) Adjusted EBITDA 166.2 169.
Slide 48: Reported IFRS income statement
Reported IFRS income statement Source: Company Information (Global Blue). CONSOLIDATED INCOME STATEMENT FY ended in March, €M FY 2016/17A FY 2017/18A FY 2018/19A FH1 2018/19A FH1 2019/20A Total revenue 417.9 420.0 409.0 208.7 226.5 Operating expenses (338.8) (361.6) (354.4) (175.8) (190.5) Operating
Slide 49: Balance sheet
Balance sheet €M 3/31/2019 9/30/2019 Property, plant and equipment 56.2 53.8 Intangible assets 695.6 663.0 Deferred income tax assets 14.0 17.1 Investments in associates and joint ventures 2.4 3.1 Other non-current receivables 12.7 15.4 Non-current assets 781.0 752.4 Trade receivables 249.3 377.1 Ot
Slide 50: Reconciliations (1/4)
Reconciliations (1/4) Source: Company Information (Global Blue). Note: (1) Depreciation and amortization consist of (i) amortization of intangible assets acquired through business combinations and (ii) other depreciation and amortization. (2) Exceptional items consist of items which Global Blue does
Slide 51: Reconciliations (2/4)
Reconciliations (2/4) Source: Company Information (Global Blue). Note: (1) Exceptional items consist of items which Global Blue does not consider indicative of its ongoing operating performance, not directly related to ordinary business operations and which are not included in the assessment of mana
Slide 52: Reconciliations (3/4)
Reconciliations (3/4) CASH FLOW SUMMARY FY ended in March, €M FY 2016/17A FY 2017/18A FY 2018/19A FH 1 2018/19A FH1 2019/20A Adjusted EBITDA 166.2 169.6 169.6 88.9 100.1 Capital expenditure(2) (27.8) (26.6) (33.4) (13.9) (14.4) Adjusted EBITDA – capital expenditure 138.4 143.4 136.2 75.0 85.7 Cash F
Slide 53: Reconciliations (4/4)
Reconciliations (4/4) Source: Company Information (Global Blue). Note: (1) Represents Adjusted EBITDA, except for Adjusted EBITDA (on a rolling 12-month basis) for the 12 months ended September 30, 2019 which has been calculated by adding the amounts for Adjusted EBITDA for the six months ended Sept
Slide 54: Key risks relating to Global Blue
Key risks relating to Global Blue We are subject to currency exchange rate risk in the conduct of our business, including commercial risk if certain currency zones become less attractive for inbound international shoppers. Our business is highly dependent on international travel, which may be advers