Dormakaba Holding Ag · SIX:DOKA
Dormakaba — Merger or Acquisition (December 2016)
16 slides from Dormakaba's merger presentation, Dec 21, 2016
Slide 1: dormakaba to acquire Mechanical Security businesses from Stanley Black & Decker
Riet Cadonau, CEO Bernd Brinker, CFO Rümlang, 21 December 2016 dormakaba to acquire Mechanical Security businesses from Stanley Black & Decker
Slide 2: Disclaimer
Disclaimer This communication contains certain forward-looking statements, e.g. statements using the words "believes", "assumes", "expects", or formulations of a similar kind. Such forward-looking statements are based on assumptions and expectations which the company believes to be well founded, but
Slide 3: Transaction summary: top three player in North America
Transaction summary dormakaba to become top three player in the North American market, the most profitable market in the industry • Acquisition builds on successful dormakaba merger and recent Mesker acquisition, adding substantial scale in North America • Large installed base to provide attractive
Slide 4: Acquisition of Stanley Mechanical Security businesses – Transaction highlights
Transaction summary Acquisition of Stanley Mechanical Security businesses – Transaction highlights Transaction scope • Consolidated 2016E net sales of USD 276 mn and EBITDA of USD 52 mn • Transaction comprises Stanley Black & Decker Commercial Hardware (2016E: USD 229 mn net sales, USD 51 mn EBITDA)
Slide 5: Acquisition business profile – a leading player in an attractive market
Key business facts and figures Acquisition business profile – a leading player in an attractive market • Leading North American commercial access control business with 150 years of history • Based in Indianapolis (Indiana/USA), 3 main sites in North America (one manufacturing, two distribution cente
Slide 6: The North American access control market – the most profitable market in the industry
Key business facts and figures The North American access control market – the most profitable market in the industry • Favorable competitive dynamics dormakaba will get scale and • Continued strong growth momentum access – from a distant number 4 to a strong top 3 player in North America • Consisten
Slide 7: Acquisition will bring major benefits to dormakaba
Strategic logic Acquisition will bring major benefits to dormakaba Top 3 market player in North America with ability to offer the full portfolio of Manage the opening door hardware and access control solutions to our customers Leap forward for AS AMER with regard to sales and EBITDA Brand portfolio
Slide 8: dormakaba becomes a top three provider in North America
Strategic logic dormakaba becomes a top three provider in North America Manufacturer presence in product segments in North America pro forma Manual doors Needed to manage the opening Mechanical locks Master key systems Door accessories Electronic locks Door closers Exit devices Door operators Entran
Slide 9: Building a strong presence in a high margin business
Strategic logic Building a strong presence in a high margin business – recurring revenue plus replacement and upgrade opportunities • Interchangeable cores (cylinders) are differentiating and represent a unique value proposition ~350k • Large installed base of customer sites drives stable repeat bus
Slide 10: An opportunity with considerable value enhancement potential
Value enhancement An opportunity with considerable value enhancement potential Revenue synergies Tangible opportunities to drive growth • Leveraging the BEST brand and its large installed base • Gain scale in attractive verticals Cost synergies Selected cost optimization potential from • Production
Slide 11: Acquisition in line with our strategy
Summary Acquisition in line with our strategy* Superior offering Expanding presence Enterprise Innovation Optimized business Right people excellence leadership portfolio – right roles Global brand power Sustainability * dormakaba strategy as communicated at Capital Market Day 5 April 2016 11 dormaka
Slide 12: Acquisition creates value for shareholders
Summary Acquisition of Stanley Mechanical Security businesses creates value for shareholders • Adds strong presence in the most attractive and profitable market in our industry • Adds large installed base in high margin business – recurring revenue A very important step in line with our plus upgrade
Slide 13: dormakaba
dormakaba
Slide 14: Appendix
dormakaba
Slide 15: PMI in general on track; well advanced in AS AMER and AS APAC
Appendix PMI in general on track; well advanced in AS AMER and AS APAC Detail plan and Closing perform Execute plan and perform Perform 2015 2016 2017 2018 2019 “Closing” “Org Day” “Day 1” “Day i” (Sep 1, 2015) (Jan 4, 2016) (Jul 1, 2016) (Jul 1, 2018) • Legally • Major organi- • New target • Major
Slide 16: Organizational integration – Commercial Hardware go-to-market on a standalone basis
Appendix Organizational integration – Commercial Hardware go-to- market on a standalone basis for approx. 24 months AS Segment AMER AS Segment APAC COO AMER COO APAC Michael Kincaid Jim Heng-Lee Regions Commercial Regions Tong GMT North America Hardware CNA LungTaiwan South America ASEAN Controlling