TRW Automotive — Merger or Acquisition (September 2014)
24 slides from TRW Automotive's merger presentation, Sep 23, 2014
Slide 1: ZF Friedrichshafen AG and TRW Automotive Townhall Meeting
ZF Friedrichshafen AG and TRW Automotive Townhall Meeting Sept 17, 2014
Slide 2: Cautionary Statement Regarding Forward-Looking Statements
Cautionary Statement Regarding Forward-Looking Statements This communication includes "forward-looking statements," as that term is defined by the federal securities laws. The forward-looking statements include statements concerning regulatory approvals and the expected timing, completion and effect
Slide 3: ZF Group Key Figures 2013/2014
ZF Group Key Figures 2013/2014 ZF-Konzern im Überblick The ZF Group – An Overview 2013 2014* Sales $22.2 billion > $24 billion Employees (end of year) 72,643 74,000 (August) Capital expenditure $1.3 billion R&D expenditure $ 1.1 billion 122 production companies in 26 countries 8 main development loc
Slide 4: Key Figures Locations: ZF in North America
Key Figures Locations ZF in North America (2013) Sales: $ 4,268 million Employees: 7,237 Capital expenditure: $ 241 million Locations in: Mexico USA
Slide 5: Key Figures Locations: Worldwide Presence
Key Figures Locations 122 Production companies 8 Main development locations 33 Service companies More than 650 service partners worldwide Worldwide Presence with Production, Development, Sales
Slide 6: Product Portfolio: Passenger Car Technology
Product Portfolio Automatic transmissions manual transmissions dual clutch transmissions front and rear axle drives all-wheel drive systems electric drives differentials and bevel gearsets active starting systems torque converters and dual clutches clutch systems automation of manual transmissions F
Slide 7: Product Portfolio: Commercial Vehicle Technology
Commercial Vehicle Technology Product Portfolio Manual transmissions automatic transmissions control, gearshift and clutch systems dual-mass flywheels PTOs, retarder systems front and rear axle systems tag axle systems rear axle suspension systems damper modules and damping systems electric drives s
Slide 8: Product Portfolio: Industrial Technology
Product Portfolio Manual transmissions automatic transmissions powershift transmissions continuously variable transmissions synchromesh transmissions generator / hybrid systems electric drives PTOs differentials retarder systems clutches axles and axle components corner modules dampers and damper mo
Slide 9: Product Portfolio: Electronic Systems
Product Portfolio Human machine interface: gearshift systems for automatic and manual transmissions in passenger cars and commercial vehicles Body chassis driveline: control units incl. software, power electronics, sensors, and mechatronic systems Industrial solutions: electromechanical components,
Slide 10: Latest Innovations
Latest Innovations Innovation Car 2013 Innovation Truck 2014 8-Speed Plug-in-Hybrid Transmission Active Kinematics Control (AKC)
Slide 11: Transaction Follows a Clear Strategic Rationale
brings together a broad, complementary portfolio of acknowledged products including driveline, chassis, safety and electronic technologies is an R&D leader that benefits from global megatrends towards fuel efficiency, increased safety requirements and autonomous driving has a balanced regional and c
Slide 12: Both Companies at a Glance
Both Companies at a Glance ZF Friedrichshafen AG and TRW Automotive are Highly Successful Companies ZF Friedrichshafen AG TRW Automotive * without ZF Lenksysteme The group’s product range comprises transmissions and steering systems as well as chassis components and complete axle systems and modules
Slide 13: Global Megatrends in the Automotive Sector
Global Megatrends in the Automotive Sector Game Changing Potential for Suppliers Emission reduction is driven by regulation Increasing demand for lighter weight materials in key growth areas going forward Fuel efficiency Increased safety requirements OEMs as well as customers desire more safety cont
Slide 14: Highly Complementary Product Portfolio and Technologies
Highly Complementary Product Portfolio and Technologies Core Competences of Both Companies Ideally Address Future Trends ZF Friedrichshafen AG TRW Automotive ZF is an important player in driveline and chassis, delivering answers that significantly improve fuel efficiency TRW is a significant supplie
Slide 15: Key Automotive Regions
Key Automotive Regions Ongoing Demand Shift to China, further Growth in the US and Europe China is already the largest region for automotive sales, producing more than 30 million vehicles by the year 2020 North America will stay second-largest region Western Europe, as the third-largest region, to r
Slide 16: Strong Presence in Most Relevant Regions
ZF Friedrichshafen AG to Double Sales in Key Automotive Regions Strong Presence in Most Relevant Regions would generate about half of its sales in Europe would double its sales volume in two of the most significant countries of the world, China and the US China: From € 2.0 billion (US$ 2.8 billion)
Slide 17: Balanced Portfolio of Customers
Balanced Portfolio of Customers Partner of Choice for Important OEMs around the Globe ZF has a diversified customer base Strong in the premium segment TRW with a large portion of sales in the volume segment Strong relationships with US & European volume manufacturers will have access to a broader cu
Slide 18: Relevance of R&D in the Automotive Industry
Relevance of R&D in the Automotive Industry Customers Call for Innovative Solutions
Slide 19: A Global Leader in R&D and Innovation
A Global Leader in R&D and Innovation Substantial Investments for Future Growth R&D expenses of almost € 850 million (over US$ 1.1 billion) in 2013 More than 6,000 employees in R&D 8 major R&D hubs around the world R&D expenses* totals over € 650 million (US$ 900 million) in 2013 Several thousand em
Slide 20: Delivering Value to Key Stakeholders
Delivering Value to Key Stakeholders Benefit for Customers, Employees and Shareholders Customers Employees Shareholders will have access to a broad portfolio of technologies to serve megatrends will get integrated systemic offerings via one-stop-shop will benefit from an enhanced growth perspective
Slide 21: Key Facts on the Transaction
Key Facts on the Transaction ZF Friedrichshafen AG All-cash Acquisition of TRW Automotive Valuation Financing Announced acquisition by ZF provides stockholders of TRW with all-cash consideration of US$ 105.60 per share Purchase price at US$ 12.4 billion on equity value base Committed to ZF’s long hi
Slide 22: Roadmap to Completion
Roadmap to Completion Transaction Expected to Close in the First Half of 2015 TRW stock-holder approval All-cash consideration Regulatory process TRW stockholder approval (>50% of shares outstanding) at a special stockholder meeting required TRW stockholders to receive cash consideration TRW to be d
Slide 23: Post-Transaction-Integration
Post-Transaction-Integration TRW Automotive to Become Separate Business Division of ZF Friedrichshafen AG Organisation Integration process ZF will remain headquartered in Friedrichshafen TRW will be integrated into ZF as a separate business division The ZF Corporate Headquarters remains in Friedrich
Slide 24: Thank You for Your Attention!
Thank You for Your Attention!
TRW Automotive Holdings — Merger or Acquisition (September 2014) on 6ix