Silgan Holdings Inc. · NYSE:SLGN
Silgan — Merger or Acquisition (January 2020)
18 slides from Silgan's merger presentation, Jan 27, 2020
Slide 1: Proposed Acquisition of Albea's Dispensing Business
Proposed Acquisition of Albea’s Dispensing Business Deploying Strong Free Cash Flow to Build Shareholder Value January 27, 2020 Exhibit 99.2
Slide 2: Forward Looking Statements & Non-GAAP Measures
Forward Looking Statements & Non-GAAP Measures This presentation, and the statements made during the course of this presentation, are not intended to and do not constitute an offer to sell or the solicitation of an offer to subscribe for or buy or an invitation to purchase or subscribe for any secur
Slide 3: Value Creation Model
Value Creation Model Earnings growth and value creation Sustainable competitive advantage Supply best value in industry by focusing on unique needs of customers Deploy strong, growing Free Cash Flow Build and enhance franchise positions Growth through targeted acquisitions Other cash deployment to d
Slide 4: Proposed Transaction Summary – Albea Dispensing
Proposed Transaction Summary – Albea Dispensing Purchase price of $900M LTM September 30, 2019 Revenue of $394M, Adjusted EBITDA¹ of $77M 20% Adjusted EBITDA margin¹ Annual synergy estimate of $20 million 25% Synergy Adjusted EBITDA margin¹ Run-rate realized in the first 18 months Fully committed de
Slide 5: Compelling Strategic Acquisition
Compelling Strategic Acquisition Strong earnings and free cash flow accretion Value enhancing synergies and optimization opportunities $20M annual run-rate achieved within the first 18 months Synergies from: procurement, SG&A, in-sourcing, and manufacturing efficiency Established franchise with stro
Slide 6: Albea Dispensing Business Portfolio
Albea Dispensing Business Portfolio Fine Mist Pumps Lotion Pumps Foam Pumps Beauty and Personal Care Portion of Sales End Markets Fragrance Skincare Skincare Skincare Skincare Makeup & Beauty Personal Care Growth Range Key Customers Geographic Footprint Global Network of 10 Manufacturing Facilities
Slide 7: Hand-in-Glove Fit
Hand-in-Glove Fit Current Silgan Closures Albea Dispensing Pro-Forma Closures Metal Closures Lotion Pumps Plastic Closures Trigger Sprayers Other Dispensing Closures Spray Pumps Foam Pumps Markets Served Leading Market Position Market Presence Current Silgan Closures Albea Dispensing - - - Food, Spe
Slide 8: Expanded Closures Franchise
Expanded Closures Franchise Deploying Strong Free Cash Flow to Build Shareholder Value Closures 49% Silgan Today Silgan Pro Forma Revenue Adjusted EBITDA $4.5B $4.9B Adj EBITDA¹ $621M Adj EBITDA¹ $718M Figures based on LTM 9/30/19. Refer to Slide 13 for calculation of Silgan financial information fo
Slide 9: Enhanced Silgan Closures Franchise
Enhanced Silgan Closures Franchise Deploying Strong Free Cash Flow to Build Shareholder Value Pro Forma Revenue Pro Forma Adjusted EBITDA $1.8B $362M¹ Pro Forma Capex Pro Forma Adj EBITDA-Capex $255M¹ $107M 70% of EBITDA¹ Note: Figures based on LTM 9/30/19. Refer to Slide 13 for calculation of Silga
Slide 10: Value Hidden in Plain Sight
Value Hidden in Plain Sight Deploying Strong Free Cash Flow to Build Shareholder Value LTM Adjusted EBITDA Margin (1) 5-Year Sales CAGR (2) LTM Trading Multiples (3) Enterprise Value EBITDA Multiple (EV / LTM Adj. EBITDA) Cash Flow Multiple (EV / LTM Adj. EBITDA – Capex) Note: Figures based on LTM 9
Slide 11: Unique Business Model
Unique Business Model Our cash deployment model gives us the flexibility to selectively grow and create franchise positions in the packaging industry Proven leadership team Focused segment management Customer-focused Metric-driven culture Track record of value creation Disciplined deployment of free
Slide 12: Appendix
Fovommes Ine Appendix
Slide 13: Financial Summary – Silgan Holdings
Financial Summary – Silgan Holdings Note: Figures may not sum due to rounding. All adjustments are rationalization charges. ($ in millions) 2018 Nine months ended 9/30/2018 Nine months ended 9/30/2019 LTM 9/30/2019 Revenue by Segment Metal Containers $2,378 $1,809 $1,905 $2,474 Closures 1,457 1,110
Slide 14: Financial Summary – Albea Dispensing
Financial Summary – Albea Dispensing Based on historical financial data provided by Albea Dispensing, not adjusted for purchase price accounting.
Slide 15: Financial Summary – Pro Forma Silgan Holdings
Financial Summary – Pro Forma Silgan Holdings Note: Figures may not sum due to rounding. Based on historical financial data provided by Albea Dispensing, not adjusted for purchase price accounting. Refer to slide 13 for detail on adjustments.
Slide 16: Financial Summary – Pro Forma Silgan Closures
Financial Summary – Pro Forma Silgan Closures Note: Figures may not sum due to rounding. Based on historical financial data provided by Albea Dispensing, not adjusted for purchase price accounting.
Slide 17: Silgan and Pro Forma Closures Enterprise Value Calculation
Silgan and Pro Forma Closures Enterprise Value Calculation Note: $ in Millions. Refer to Slide 13 for calculation of Silgan financial information for LTM ended 9/30/19. Refer to Slide 14 for LTM 9/30/19 financial information for Albea Dispensing. Source: Capital IQ. See reconciliation of non-GAAP am
Slide 18: Silgan Closures 5-Year Sales Compound Annual Growth Rate
Silgan Closures 5-Year Sales Compound Annual Growth Rate Note: Figures may not sum due to rounding. Based on historical financial data provided by Albea Dispensing, not adjusted for purchase price accounting. Calculated as Pro Forma Silgan Closures LTM Sales 9/30/2019 / Silgan Closures LTM Sales 9/3
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