Far Point Acquisition Corporation
Far Point Acquisition — SPAC Merger (January 2020)
30 slides from Far Point Acquisition's SPAC merger presentation, Jan 29, 2020
Slide 1: Technology and Payments Provider Empowering Global Merchants
TECHNOLOGY AND PAYMENTS PROVIDER EMPOWERING GLOBAL MERCHANTS January 2020
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: Summary transaction overview
Summary transaction overview TRANSACTION 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 DESCRIPTIO
Slide 4: A strategic technology and payments partner empowering merchants
A strategic technology and payments partner empowering merchants to capture the growth of international shoppers TAX FREE SHOPPING TECHNOLOGY SOLU SMART DATA & BUSINESS INTELLIGENCE INTERNATIONAL TARGETED MARKETING SOLUTIONS MERCHANTS SHOPPERS & INTELLIGENT SALES TECHNOLOGY TFS Merchant (1) Worldwid
Slide 5: Global Blue at a glance
Global Blue at a glance Tax Free Shopping Technology Solutions (TFS) Added-Value Payment Solutions (AVPS) ~85% of revenue ~15% of revenue 13M 36M 16M 28M GB international GB transactions GB international GB transactions shoppers x shoppers(1) €18.2B ~70% €4.4B ~20% GB sales in store (SiS) GB market
Slide 6: Tax Free Shopping Technology Solutions
Tax Free Shopping Technology Solutions A win-win value proposition for merchants, international shoppers, customs & authorities, and Global Blue INTERNATIONAL SHOPPER PURCHASE (including VAT) €1,200 CUSTOMS & MERCHANT REFUND AGENT €140 AUTHORITIES INTERNATIONAL SHOPPER VAT REFUND Purchase: €1,000 VA
Slide 7: Strong macro driven historical growth expected to continue
Strong macro driven historical growth expected to continue PROOF POINTS GROWTH DRIVER Next ~5 years expectation Arrivals of EM EMERGING MARKETS 97% EM middle class vs. TFS shoppers into Global +9% A transactions correlation(1) Blue’s markets CAGR(4) (5) 2.0x Success ratio increase in % of transactio
Slide 8: Global leadership, in-house technology, iconic luxury brands
FULLY INTEGRATED PORTFOLIO OF ICONIC DEEP DOMAIN EXPERTISE GLOBAL LEADERSHIP IN-HOUSE TECHNOLOGY LUXURY BRANDS IN COMPLIANCE PLATFORM Longstanding relationships with iconic luxury brands >3x market share vs. next TFS competitor Global Blue’s clear competitive differentiation Low gross churn(2): -3%
Slide 9: GB is well positioned for strategic M&A
GB IS WELL POSITIONED FOR STRATEGIC M&A AREAS OF POTENTIAL M&A dernization of the technology stack since new management 1 am arrival in 2015 enables Global Blue to on-board acquired mpanies and drive revenue and cost synergies Assist merchants with driving additional revenue 2 blic currency, achieve
Slide 10: Powerful financial model delivering earnings growth and cash flow generation
Powerful financial model delivering earnings growth and cash flow generation (2009/10 and 2018/19 – Fiscal years ended in March. The year 2018/19 refers to 1 April 2018 to 31 March 2019) GROWTH PROFITABILITY CASH FLOW CONVERSION EARNINGS POWER Revenue, €M Adjusted EBITDA, €M 2018/19 €M, 2018/19 Adju
Slide 11: Well-diversified business
Well-diversified business INTERNATIONAL INTERNATIONAL MERCHANT SHOPPER’S ORIGIN SHOPPER’S BASE(2) DESTINATION HIGHLY DIVERSIFIED BUSINESS MODEL across destination markets, TFS SiS, % total TFS SiS, % total TFS Revenue, % total origin of international shoppers and merchants Other APAC 3% Merchant 1 5
Slide 12: Reversion of growth to medium-term trend
Reversion of growth to medium-term trend Fiscal years ended in March LAST 5 YEARS LAST 3 YEARS NOV-2019 YTD COMMENTARY 9% 8% Structural long-term growth SALES IN 5% underpinned by macro drivers STORE Last 2-3 years impacted by FX and geopolitical volatility 8% REVENUE 4% Business now back to solid g
Slide 13: Reversion of growth to medium-term trend: 2019 Zoom-in
Reversion of growth to medium-term trend: 2019 Zoom-in Quarterly 2019 Revenue YoY Growth COMMENTARY Revenue growth across all quarters in 2019 is at / ahead of top-end of medium-term revenue guidance of 9% 3 – 6% 9% 8% Stronger growth during summer 6% 6% shopping months Strongest Black Friday in Glo
Slide 14: Outlook and medium term guidance
Outlook and medium term guidance MEDIUM TERM GUIDANCE Fiscal years ended in March 2018/19A 2019/20E 2020/21E (3 YEARS: 2020/21E-2023/24E) ~455 431 ~445 REVENUE M 409 Margin 41% 42% ~42% ~193 (1) ADJUSTED 182 EBITDA 170 ~187 M 3-6% compounded annual revenue growth rate Structural macro drivers leadin
Slide 15: Outlook and medium term guidance (cont'd)
Outlook and medium term guidance (cont’d) REVENUE CAGR 3-6% compounded annual growth rate ADJUSTED EBITDA MARGIN >200bps Adjusted EBITDA margin expansion over the medium-term CLEAN EPS CAGR(1) High-single digit growth from fiscal year ending 31 March 2021 onwards NET LEVERAGE Rapid deleveraging to b
Slide 16: Global Blue peer group positioning
Global Blue peer group positioning POTENTIAL PEER SET INTEGRATED NETWORKS OTHER PAYMENTS NETWORK Core competency Some competency No competency END-TO-END SERVICE OFFERING DEEP MERCHANT RELATIONSHIPS PAYMENT PROCESSING EXPERTISE RICH CUSTOMER & MERCHANT DATA CAPEX-LIGHT MODEL 16
Slide 17: Global Blue represents a unique and attractive investment opportunity
Global Blue represents a unique and attractive investment opportunity at a compelling valuation TEV/EBITDA 2020E P/E 2020E FCFE YIELD 2020E 12.1x 17.9x 5.3% (1) (1) (1) Integrated Networks 16.4x Integrated Networks 23.2x Integrated Networks 3.7% (2) (2) (2) Other Payments 17.6x Other Payments 24.1x
Slide 18: Investment highlights
Investment highlights 1 2 3 4 5 6 POWERFUL CLEAR BUSINESS ATTRACTIVE INTERNATIONAL COMPELLING MACRO DRIVERS MARKET & STRATEGY TRANSACTION- MANAGEMENT VALUATION OF GROWTH TECHNOLOGY CREATING BASED TEAM WITH RELATIVE TO LEADERSHIP VALUE BUSINESS RELEVANT PUBLIC PEERS MODEL EXPERTISE 18
Slide 19: Appendix—Detailed transaction overview
APPENDIX—Detailed transaction overview 19
Slide 20: Detailed transaction overview (1/2)
Detailed transaction overview (1/2) IMPLIED VALUATION POST-TRANSACTION OWNERSHIP (%) Founders VALUATION 6% (4) (1) Pro-forma shares outstanding (M) ~188 Shareholders Illustrative share price $10.0 / €9.0 39% Implied equity value €1,700 Net debt at closing 600 Public shareholders Existing shareholder
Slide 21: Detailed transaction overview (2/2)
Detailed transaction overview (2/2) SOURCES AND USES CAPITALISATION OVERVIEW SOURCES €M $M €M xEBITDA FPAC cash in trust (1) 586 650 RCF (€100M undrawn) 0 0.0x Cornerstone equity investment—Ant Financial 113 125 Term loan 630 3.5x Cornerstone equity investment—Additional investors 113 125 Gross fina
Slide 22: Appendix—Financials and reconciliations
APPENDIX—Financials and reconciliations
Slide 23: Non-GAAP adjusted income statement
Non-GAAP adjusted income statement FY ended in March, €M FY 2016/17A FY 2017/18A FY 2018/19A FH1 2018/19A FH1 2019/20A 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 166.2 169.6 169.6 88.9 100.1 Other depreciation and amortis
Slide 24: Reported IFRS income statement
Reported IFRS income statement 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 profit 79.0 58.4 54.6 32.9 35.9 Finance in
Slide 25: Balance sheet
Balance sheet CONSOLIDATED STATEMENT OF FINANCIAL POSITION €M 3/31/2019 9/30/2019 €M 3/31/2019 9/30/2019 Attributable to the parents 75.1 80.3 Non-controlling interest 8.4 7.7 Total equity 83.5 87.9 Property, plant and equipment 56.2 53.8 Loans and borrowings 622.4 623.5 Intangible assets 695.6 663.
Slide 26: Reconciliations (1/4)
Reconciliations (1/4) ADJUSTED OPERATING EXPENSES FY ended in March, €M FY 2016/17A FY 2017/18A FY 2018/19A FH1 2018/19A FH1 2019/20A Operating expenses (338.8) (361.6) (354.4) (175.8) (190.5) (1) Other income and expenses 3.8 24.4 9.9 4.1 9.2 Amortisation of acquisition-related assets 74.9 74.8 74.
Slide 27: Reconciliations (2/4)
Reconciliations (2/4) ADJUSTED PROFIT BEFORE TAX and ADJUSTED NET INCOME FY ended in March, €M FY 2016/17A FY 2017/18A FY 2018/19A FH1 2018/19A FH1 2019/20A Profit before tax 44.2 26.3 25.9 17.0 19.8(1) Other income and expenses 3.8 24.4 9.9 4.1 9.2 Amortisation of acquisition-related assets 74.9 74
Slide 28: 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 Normal seasonal Adjusted EBITDA(1) 166.2 169.6 169.6 88.9 working capital 100.1 cash outflow driven by summer Capex (27.8) (26.6) (33.4) (13.9) peak shopping (14.4) period NWC
Slide 29: Reconciliations (4/4)
Reconciliations (4/4) NET LEVERAGE FY ended in March, €M FY 2016/17A FY 2017/18A FY 2018/19A FH1 2018/19A FH1 2019/20A Cash and cash equivalents (111.7) (50.7) (104.1) N.A. (75.1) Non-current loans and borrowings 610.5 612.8 622.4 N.A. 623.5 Addback: Capitalized Financing Costs 19.5 17.2 13.4 N.A. 1
Slide 30: 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