Ranpak Holdings Corp · NYSE:PACK
Ranpak — SPAC Merger (February 2019)
62 slides from Ranpak's SPAC merger presentation, Feb 21, 2019
Slide 1: Analyst Day Presentation
0 Analyst Day Presentation
Slide 2: Disclaimer: Caution About Forward-Looking Statements
1 Disclaimer CAUTION ABOUT FORWARD - LOOKING STATEMENTS The information in this press release may contain “forward - looking statements” within the meaning of Section 27A of the Securiti es Act of 1933, as amended (the “Securities Act”), and Section 21E of the Securities Exchange Act of 1934, as ame
Slide 3: Table of contents
2 Table of contents Introduction Ranpak Business Overview Industry Overview Growth Opportunities 5 3 2 1 Appendix Financial and Valuation Overview 6 Environmental Sustainability Overview 4
Slide 4: Introduction
The Paper Packaging Experts ™ 3 Introduction
Slide 5: Situation overview
4 Situation overview One Madison Corp. (NYSE: OMAD) is a special purpose acquisition company launched in 2018 to acquire an operating business that produces stable revenues and robust free cash flow, with pricing power and significant opportunities for growth Ranpak Corporation (“Ranpak”) is the lea
Slide 6: Why One Madison likes Ranpak
5 Why One Madison likes Ranpak $7bn addressable global market with growth driven by e - Commerce Significant growth potential , particularly in wrapping, thermal and APAC Ranpak is a platform for additional industry - leading eco - friendly solutions (developed organically and through acquisit
Slide 7: The circular economy demands sustainable solutions
6 The circular economy demands sustainable solutions Environmental sustainability mindshare is accelerating among policymakers, companies, and consumers Source: Citi “Rethinking Single - Use Plastics August 2018”. Straws Cotton buds Cutlery European Union All plastic packaging must be recyclable or
Slide 8: Snapshot of Ranpak
7 Snapshot of Ranpak Industry leader offering full suite of environmentally sustainable, systems - based packaging solutions for e - Commerce and industrial supply chains Installed base of over 90,000 machines using Ranpak consumables exclusively Global business with strong presence in U.S. and Euro
Slide 9: Transaction overview
8 Transaction overview Pro forma enterprise value of $1.1 billion Compelling valuation of 11.5x ’19E Adj. EBITDA Omar Asali to serve as Executive Chairman post - closing Completion of transaction is expected in Spring 2019 $592 million of available equity Common stock private placement: $1
Slide 10: Transaction structure
Public investors 43% Anchor investors 28% Private placement 21% Sponsor promote 8% 9 Transaction structure Note: The sources and uses of funds presented herein are forward - looking statements and reflect the Company’s current plans and expectations regarding financing for the business combination.
Slide 11: The new Ranpak team
The new Ranpak team Board and Operating Advisors 10 Ranpak Collective experience Collective experience PICKAND MATHER & CO Omar Asali Chairman & CEO of One Madison Corp. - Former Chairman & CEO, HRG Group Robert King Director of One Madison Corp., Gehl Foods (Chairman), Fresh Pet, and Arctic Glacier
Slide 12: Ranpak Business Overview
The Paper Packaging Experts ™ 11 Ranpak Business Overview
Slide 13: Attractive and diverse business fundamentals
12 Attractive and diverse business fundamentals Compelling financial attributes – high growth and high margins Clear market leader in sustainable systems Full suite of solutions for global commerce Innovative IP protected systems and technology Razor / razorblade model drives high retentio
Slide 14: Fast growing, high return and resilient worldwide leader
13 Fast growing, high return and resilient worldwide leader in sustainable systems - based packaging solutions Compelling financial attributes – high growth and high margins (1) FCF Conversion defined as Adj. EBITDA - Maintenance Capex / Adj. EBITDA. >29,500 Broad Customer Base 15 Months Payback Per
Slide 15: Strong growth driven by machine placement
24 24 27 31 36 45 50 52 54 57 60 64 70 76 82 90 97 104 02A 03A 04A 05A 06A 07A 08A 09A 10A 11A 12A 13A 14A 15A 16A 17A 18E 19E 14 Strong growth driven by machine placement $85 $89 $100 $112 $128 $149 $158 $144 $156 $176 $176 $188 $216 $218 $233 $246 $264 $289 02A 03A 04A 05A 06A 07A 08A 09A 10A 11A
Slide 16: Global infrastructure to support growth
15 Global infrastructure to support growth Concord Township, OH (1997) Machine Assembly x Paper Conversion x Shanghai , China (2014) Sales Office Tokyo, Japan (2012) Sales Office Heerlen, Netherlands (1991) Machine Assembly x Paper Conversion x e3neo Assembly x Reno , NV (2002) Paper Conversion x Ka
Slide 17: Full suite of solutions for global commerce
Note: User Fees make up remaining 5% portion of sales. Installed base as of December 2017. Unaudited sales figures gross of 1% c ustomer payment discount. 16 Full suite of solutions for global commerce Wrapping (6% of sales) Cushioning (41% of sales) e3neo (3% of sales) Void - Fill (45% of sales)
Slide 18: Continuous innovation leading to patent-protected systems
Void Fill 8% Cushioning 92% Void Fill 45% Cushioning 41% Wrapping 6% Automation 3% User Fees 5% 17 Continuous innovation leading to high - quality, patent - protected systems WrapPak PS WrapPak FS Geami HV Wrapping Geami Exbox Consistent new product innovation and geographic expansion have fueled gr
Slide 19: Industry-leading intellectual property and patent portfolio
Industry - leading intellectual property and patent portfolio 18 Intellectual property overview Ranpak has maintained a comprehensive patenting program since its inception for its converting equipment and accessories, processes and packaging material Ranpak maintains substantial trade secret kno
Slide 20: Diversified and growing end-markets
% of market ~40% ~5% ~5% ~10% ~2% % of Ranpak sales ~35% ~10% ~8% ~7% ~6% Est growth rate Low to mid teens GDP plus B2C B2B 19 Diversified and growing end - markets Source: Freedonia and US Census. Underlying Market e - Commerce Automotive auto aftermarket IT / electronics Machinery Home goods Int
Slide 21: Why Ranpak wins
20 Why Ranpak wins #1 #2 No capital outlay required for end users to improve efficiency of their business High speed and reduced handling results in higher productivity Cost Effective Highly protective Systems placed at no cost to end user #3 Throughput and speed Paper is faster than air bags
Slide 22: Ranpak is a leader in sustainability
21 Ranpak is a leader in sustainability and paper offers a compelling substitute to plastic Paper protective packaging possesses favorable environmental sustainability characteristics 9 out of 10 consumers would choose paper - based packaging or labels over other packaging materials Ranpak’s nat
Slide 23: Razor / razorblade model supports long-term relationships
Customers exclusively use Ranpak’s consumables High customer satisfaction due to reliability and high quality Reliable provider of fulfillment service 22 Razor / razorblade model supports long - term relationships and favorable economics Machines provided at low cost to distributors with bul
Slide 24: Exclusive distribution network enables sales reach
E - Commerce Auto OE & aftermarket IT / electronics Machinery Home goods Revenue breakdown by relationship length (1) Number of distributor - serviced accounts by size (1) 23 Exclusive distribution network enables sales reach to thousands of small, fragmented end - users while maintaining an asset -
Slide 25: Ranpak employs a seasoned and talented workforce
24 Ranpak employs a seasoned and talented workforce with ample industry experience Deep and talented workforce Function As of April 30, 2018 Manufacturing 259 Sales 139 Engineering 63 Corporate 61 Sales & Marketing Support 45 Total Employees 567 Ranpak maintains a highly skilled workforce North
Slide 26: Industry Overview
The Paper Packaging Experts ™ 25 Industry Overview
Slide 27: Clear market leader in sustainable, system-based solutions
+ Other additional regional players 50% + 26 Clear market leader in sustainable, system - based solutions for e - Commerce and industrial supply chains Source: Management Estimates, Freedonia . (1) Represents North America and Europe systems based segment. Paper “in - the - box” packaging (1) Global
Slide 28: In-the-box protective packaging formats
“In - the - box” protective packaging formats “In-the-box” protective packaging application Void-fill Wrapping Cushioning and blocking & bracing Foam-in-place Engineered foam Non-random Random and non-random Paper-based Insulated shipping containers Sheet foam Molded pulp Loose-fill Air pillows Loos
Slide 29: Fiber is the preferred solution
28 Fiber is the preferred solution … Ranpak’s fiber - based solution is winning in the marketplace Source: Company management, industry research. Fiber Airbags Foam Bubble wrap Loose fill (peanuts) Main application Cushioning Void - fill Wrapping Void - fill Cushioning Insulating Wrapp
Slide 30: Environmental Sustainability Overview
The Paper Packaging Experts ™ 29 Environmental Sustainability Overview
Slide 31: Paper packaging, the sustainable solution
30 Paper packaging, the sustainable solution for in - the - box protection Sustainable Sourcing Sustainable Resources x 85% of Ranpak’s paper packaging in the US consists of either entirely or partially recycled content x Significant cost savings via reduced packing time and materials Ranpak works e
Slide 32: Myth busting: Green plastics
Green plastics give off harmful greenhouse gases 31 Myth busting: "Green" Plastics #1 “Green" plastics biodegrade in landfills #2 “Green" plastics are easy to recycle #3 “Green" plastics are better for the environment Recycled Plastics Made out of recycled film from pre - consumer recycled bag pro
Slide 33: Ranpak Paper vs. Polystyrene Insulation
32 Ra npak Paper vs. Polystyrene Insulation vs vs vs vs vs vs vs Ranpak Thermal Composed of recycled and virgin wood paper pulp from sustainably sourced trees and mills that are FSC or SFI certified Ranpak paper pads are created for immediate use on - site using innovative converting systems that ru
Slide 34: Growth Opportunities
The Paper Packaging Experts ™ 33 Growth Opportunities
Slide 35: Building blocks for revenue and Adj. EBITDA growth
34 Compelling building blocks for revenue and Adj. EBITDA growth 4.5% - 6.5% 10.0% e-Commerce Auto aftermarket IT/Electronics Machinery Home goods Other Initiatives Ranpak base growth M&A and global focus on sustainability Wrapping (Geami) Geographic expansion − Asia − E. Europe − C. / S. Americ
Slide 36: e3neo acquisition and e-Commerce tailwinds
e3neo acquisition Acquired in March 2017 Expands automation capabilities and machine product offering − High demand in e - Commerce Allows Ranpak to cross - sell and penetrate new customers − Now better positioned to capitalize on e - Commerce tailwinds Offers critical solutions for customer
Slide 37: Priority growth opportunities: APAC
Focus on areas with: higher labor costs, internet penetration, IP protection, industrial growth Aggressively pursue growth in China and India, especially related to e - Commerce Leverage relationships with existing multi - national customers Partner with local distributors and end use customers to c
Slide 38: Near-term value creation levers
37 Near - term value creation levers One Madison’s expertise and network can be utilized immediately to improve Ranpak’s core business A significant opportunity that historically has not been a focal point Focused marketing efforts devoted to Geami products demonstrating their enhanced efficacy
Slide 39: Other growth opportunities - One Madison-led initiatives
38 Other growth opportunities - One Madison - led initiatives Ranpak is an attractive platform and brand to grow beyond its current three core applications Substantial opportunity in growing grocery delivery / Click & Collect Growth of online Pharmacy, meal kits Cold chain / Thermal Areas of Foc
Slide 40: Financial and Valuation Overview
The Paper Packaging Experts ™ 39 Financial and Valuation Overview
Slide 41: Financial summary
Capex (2) Free cash flow (3) % Growth (constant currency) - 3% 7% (1%) 11% 40 Financial summary Source: Company management. Figures shown for historical periods derived from GAAP financial statements. (1) Based on constant currency at € / $ 1.15. 2015 to 2017 results are pro forma for the e3neo acqu
Slide 42: Best-in-class asset with superior financial metrics
41 Ranpak is a best - in - class asset with superior financial metrics Sales growth Adj. EBITDA margin Return on tangible assets (4) (0%) 0% 2% 2% 3% 4% 4% 4% 5% 5% 5% 6% 6% 9% Ball ITW Nordson Sealed Air Rockwell Automation IDEX Kuehne + Nagel Aptar Middleby Graco CH Robinson CCL Expeditors Ranpak
Slide 43: Superior top-line growth and profitability
42 Superior top - line growth and profitability Source: FactSet, market data as of 2/20/2019 . Sales Growth and EBITDA margin Sales Growth 2018E - 2019E EBITDA Margin 2018E Maintains leading margins with strong growth Ranpak Ball Sealed Air CCL Aptar ITW Rockwell Automation IDEX Nordson Middleby Gra
Slide 44: Ranpak valuation in perspective
43 Ranpak valuation in perspective Source: FactSet, market data as of 2/20/2019 . (1) After tax adj. EBITA divided by tangible assets. Sales Growth and Valuation in Perspective EBITDA Margin and Valuation in Perspective Sales Growth 2018E - 2019E FV / 2019E EBITDA EBITDA Margin 2018E FV / 2019E EBIT
Slide 45: Recurring revenue makes Ranpak recession resistant
44 Recurring revenue from consumables historically has made Ranpak recession resistant Source: Company management. Note: Based on constant currency at € / $ 1.15. Figures based on internal company financial statements (1) Unbleached Kraft Paper 30lb, $ per Ton. (2) Free Cash Flow calculated as Adj.
Slide 46: Investment highlights
45 Investment highlights (1) FCF Conversion defined as Adj. EBITDA - Maintenance Capex / Adj. EBITDA. x Long - term revenue growth – 7.3% 2015A to 2019E CAGR x e - Commerce led growth – 30%+ e - Commerce exposure x Industry - leading EBITDA margin – 32% 2018E Adjusted EBITDA Margin x High cash flow
Slide 47: Appendix
The Paper Packaging Experts ™ 46 Appendix
Slide 48: Long history of systems innovation and geographic expansion
47 Long history of systems innovation and geographic expansion M&A Innovation / Product Development Legend Market Entry 1972 2013 2012 2009 2008 2003 1997 2017 2014 2018+ 2004 1992 2016 2015 Ranpak founded; first development of environmentally friendly packaging PadPak JR introduced Ranpak enters vo
Slide 49: Cushioning / blocking & bracing snapshot
Cushioning / blocking & bracing snapshot 48 Ranpak’s original offering, the PadPak family of products, focuses on protecting fragile items from shocks and / or vibrations sustained during shipping and handling Significant exposure to B2B PadPak systems convert paper by crimping 1 - , 2 - , or
Slide 50: Void-fill snapshot
Void - fill snapshot 49 FillPak family of products introduced in 2003 to capitalize on high - growth void - fill market Converts single - ply, fanfold paper into a highly effective and cost - efficient configuration to fill empty spaces in a package an d limit object movement High eCommerce ex
Slide 51: Wrapping snapshot
Wrapping snapshot 50 The WrapPak family of products was launched in 2008 to diversify the Company’s offering, acquire new customers, and further penetrate existing customers Ideal for securely wrapping fragile items, lining the bottom of a box, and/or providing separation when shipping multiple
Slide 52: Automation snapshot
Automation snapshot 51 e3neo is a highly strategic new product segment focused on automated box sizing, reducing the “in - the - box” void and the effectiveness of non - paper products Product overview Next Generation EVO Cut - It Machine Other e3neo Products An automated, in line box sizing machine
Slide 53: Dual value added conversion & assembly process
52 Ranpak’s dual value added conversion & assembly process Paper Conversion Machine Assembly Large Mill Rolls In - House Conversion Process Custom Paper Assembly Outsourcing Machine Assembly High Quality Products x Efficient paper sourcing x Diversified group of more than 20 suppliers x Mill rolls a
Slide 54: Sourcing and production of Kraft Paper
COGS represents 46% of total sales Location Supplier Relationship Tenure (Years) % of Total North America Supplier A 8 25% North America Supplier B 3 14 North America Supplier C 16 13 Europe Supplier D 11 8 North America Supplier E 10 8 North America Supplier F 40 7 Total for Top Six Suppliers 75% O
Slide 55: Illustrative drivers of financial performance
54 Illustrative Drivers of financial performance Revenue COGS SG&A Installed BASE Paper ~80% of sales in 2017 Corporate Throughput Overhead / Labor ~20% of sales in 2017 Sales & Marketing Pricing EBITDA Capex Depreciation Maintenance capex Associated with maintaining the fleet and keeping installe
Slide 56: Low capital intensity
55 Low capital intensity Growth capex is cost of new machines. Increase is driven by machine deployment to fuel growth, particularly in ecommerce facilities in new geographies Maintenance capex is connected to maintaining the installed base One - Time capex primarily related to the global ERP
Slide 57: One Madison Team
56 One Madison Team One Madison has the industry and functional expertise to drive growth at Ranpak Managing Director, Blue Strat Advisors Previous roles − Chief Information Officer for the National Basketball Association (NBA) − Senior Vice President, Application Development for Viacom, MTVN, S
Slide 58: One Madison Team
Most recently at Drivetrain LLC, a provider of independent fiduciary services for companies. Previous roles − Investment Counsel at Harbinger Capital Partners − Weil, Gotshal & Manges LLP, Corporate Department 57 One Madison Team One Madison has the proven M&A capability to enhance growth in Ran
Slide 59: Ranpak's experienced and proven management team
58 Ranpak’s experienced and proven management team Note: Recruitment in progress for CFO. (1) Jean - Yves Sia founded e3neo and has been with Ranpak since 2017 acquisition. Eric Laurensse Managing Director Europe 9 years Larry Thomas Managing Director Americas 1 Year Momentive General Electric
Slide 60: Non GAAP metric reconciliation
59 Non GAAP metric reconciliation Gross to net revenue $000 FY15 FY16 FY17 Reported net revenue $210,982 $224,708 $244,092 Pro forma e3neo 3,159 4,087 68 Currency adjustment 3,556 4,399 2,119 Pro forma net revenue $217,697 $233,194 $ 246,279 Pro forma Adjusted EBITDA $000 FY15 FY16 FY17 Net Loss ($6
Slide 61: Consolidated statements of comprehensive loss
60 Consolidated statements of comprehensive loss $000 FY15 FY16 FY17 Net sales $210,982 $224,708 $244,092 Cost of sales 96,876 102,782 112,559 Gross profit $114,106 $121,926 $131,533 Intangible asset amortization 40,526 40,506 40,850 Goodwill amortization 54,424 54,345 55,175 Depreciation 20,146 18,
Slide 62: Consolidated balance sheets
61 Consolidated balance sheets $000 FY 15 FY 16 FY 17 Cash and cash equivalents $6,293 $5,322 $8,635 Receivable, net 19,029 20,119 29,436 Inventory, net 8,166 7,066 12,378 Prepaid expenses and other current assets 4,786 6,418 5,944 Total current assets $38,274 $38,925 $56,393 Total property, plant,