Westinghouse Air Brake Technologies Corporation · NYSE:WAB

Westinghouse Air Brake Technologies — Merger or Acquisition (July 2015)

23 slides from Westinghouse Air Brake Technologies's merger presentation, Jul 27, 2015

  1. Slide 1: Wabtec Plans to Acquire Faiveley Transport

    Wabtec CORPORATION Wabtec Plans to Acquire Faiveley Transport Investor Presentation July 27, 2015

  2. Slide 2: Forward-Looking Statements

    Forward-Looking Statements Statements contained in this presentation which are not historical facts are forward-looking statements as defined in the Private Securities Litigation Reform Act of 1995. These forward-looking statements and certain information contained in the presentation involve risks

  3. Slide 3: Wabtec Overview

    Wabtec Overview

  4. Slide 4: Successful Track Record

    Successful Track Record $ millions, unless indicated1 2006 2007 2008 2009 2010 20111 2012 2013 2014 H1 2015 Sales $1,088 $1,360 $1,575 $1,402 $1,507 $1,968 $2,391 $2,566 $3,044 $1,666 Income from $130 $180 $213 $180 $203 $281 $392 $437 $527 $304 Operations Operating Margin 11.9% 13.2% 13.5% 12.8% 13

  5. Slide 5: Diversified Revenue Base

    Diversified Revenue Base Segment1 Transit 37% Freight 63% Market1 OEM 36% Aftermarket 64% 69% Geography1 Rest of World 35% U.S. 52% Canada/ 12% Mexico 13% Note: 1 Represents H1 2015 split Wabtec CORPORATION 4

  6. Slide 6: Performance-Driven Growth Strategies

    Performance-Driven Growth Strategies Wabtec Performance System Drives Our Investment in the Following Strategies: 1. Global and Market Expansion 2. Aftermarket Products and Services 3. New Products and Technologies 4. Acquisitions VISION: To average double-digit EPS growth through the business cycle

  7. Slide 7: Acquisitions

    Acquisitions Strategic, selective acquisitions in core or adjacent businesses that add to Wabtec’s differentiation and/or help to dampen business cycle Financial criteria: Goal of accretion in first year, with positive and sustainable impact on economic profit Completed 30+ transactions in the last

  8. Slide 8: Compelling Industry Dynamics, Strong Company Fundamentals

    Compelling Industry Dynamics, Strong Company Fundamentals Compelling industry dynamics – Worldwide rail supply industry large and growing – Efficient transportation system essential to global economic growth – Secular trends favorable Strong company fundamentals – Market leader with substantial inst

  9. Slide 9: Planned Acquisition of Faiveley Transport

    Planned Acquisition of Faiveley Transport

  10. Slide 10: Compelling Strategic Rationale for Acquisition of Faiveley Transport

    Compelling Strategic Rationale for Acquisition of Faiveley Transport Transaction re-combines original WABCO Rail divisions to create one of the world’s largest public rail equipment companies with total revenues of about $4.5 billion in the compelling worldwide freight rail and passenger transit ind

  11. Slide 11: Transaction Overview

    Transaction Overview Purchase Price €100 per share all-cash or Wabtec preferred stock that converts into 1.125 Wabtec common shares per Faiveley Transport (Ticker: LEY) share Enterprise Value of approximately €1.66 billion ($1.82 billion)1 9.9x IBES consensus FY2015/16E EBITDA including synergies2 9

  12. Slide 12: Complementary Geographies With Minimal Overlap

    Complementary Geographies With Minimal Overlap Sales by Geography Wabtec1 Rest of World U.S. 35% 52% Canada/ Mexico 13% Faiveley Transport2 U.S. 12% Rest of World 88% Combined Company U.S. 0 41% Rest of World Canada/ 50% Mexico 9% Notes: 1 Represents H1 2015 split 2 Represents LTM 3/31/2015 split. A

  13. Slide 13: Diversified End-Market Offering

    Diversified End-Market Offering Wabtec1 Faiveley Transport2 Combined Company Freight Transit 5% Freight 37% 46% Sales by Freight Transit Segment 63% 54% Transit 95% OEM 36% OEM After- OEM Sales by 58% market 42% 42% Market After- After- market market 58% 64% Notes: 1 Represents H1 2015 split 2 Repre

  14. Slide 14: Extension of Product and Service Capabilities

    Extension of Product and Service Capabilities Wabtec CORPORATION Faiveley TRANSPORT Freight: Freight: Brakes Brakes Air Compressors Couplers Friction Products Axle Generators Positive Train Control Empty Load Valves Broad Heat Exchangers Pneumatic Gates & Transit: Distributors Comprehensive Brakes S

  15. Slide 15: Enhances Technology and Innovation Initiatives

    Enhances Technology and Innovation Initiatives Wabtec CORPORATION Faiveley TRANSPORT Product breadth and engineering expertise Significant share of dedicated human resources Technology to improve safety, productivity and efficiency - 860 engineers, 10% dedicated to R&D 12 Centers of Competence world

  16. Slide 16: Expands Relationships with Blue-chip, Global Customers

    Expands Relationships with Blue-chip, Global Customers Wabtec CORPORATION ALSTOM AMTRAK GO A Division of Metrolinx Kawasaki INNOVATING RAIL BOMBARDIER SIEMENS MTA Metropolitan Transportation Authority NEW FLYER UTA CAF ELECTRO MOTIVE CSX UNION PACIFIC BNSF RAILWAY CAT® GUNDERSON CN North America’s R

  17. Slide 17: Creating a Leading Rail Equipment and Services Company

    Creating a Leading Rail Equipment and Services Company Wabtec Faiveley Transport Combined Company Countries 20 24 31 Manufacturing Locations 60 441104 Employees 13,188 5,756 18,944 LTM 3/31/2015 Sales ($mm) $3,168 $1,3312 $4,499 LTM 3/31/2015 EBIT ($mm) $554 $1212 $674 Notes: 1 Refer to production a

  18. Slide 18: Synergies to Drive Growth

    Synergies to Drive Growth Expected long-term annual synergies of at least €40 million to be achieved through: Supply chain efficiencies Review of operations for efficiency and cost savings Leveraging SG&A capabilities Complementary geographic presence, products and engineering activities Global scal

  19. Slide 19: Intense Focus on Operational Execution

    Intense Focus on Operational Execution Disciplined integration processes in place Al Neupaver will continue to be the WAB Executive Chairman and Ray Betler will continue to be the WAB President and CEO Current LEY CEO Stéphane Rambaud-Measson would become President and CEO of Wabtec’s Faiveley Trans

  20. Slide 20: Comments from Stéphane Rambaud-Measson

    Comments from Stéphane Rambaud-Measson Thanks for asking me to join the call today, Al On behalf of everyone at Faiveley Transport, I’d just like to say that we are excited by today’s news and eager to move things forward Faiveley Transport recently reported record revenues and backlog, and we are p

  21. Slide 21: Compelling Strategic Rationale for Acquisition of Faiveley Transport

    Compelling Strategic Rationale for Acquisition of Faiveley Transport Transaction re-combines original WABCO Rail divisions to create one of the world’s largest public rail equipment companies with total revenues of about $4.5 billion in the compelling worldwide freight rail and passenger transit ind

  22. Slide 22: Certain Legal Matters

    Certain Legal Matters This communication is not intended to, and does not, constitute, represent or form part of any offer, invitation or solicitation of an offer to purchase, otherwise acquire, subscribe for, sell or otherwise dispose of, any securities whether pursuant to this press release or oth

  23. Slide 23: Certain Legal Matters, continued

    Certain Legal Matters, continued No offer of securities shall be made except by means of a prospectus meeting the requirements of Section 10 of the Securities Act of 1933, as amended. contained in this presentation which are not historical facts are forward-looking statements as defined in the Priva

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