Silgan Holdings Inc. · NYSE:SLGN
Silgan — Merger or Acquisition (July 2024)
15 slides from Silgan's merger presentation, Jul 24, 2024
Slide 1: Acquisition of Weener Packaging
Sustainable Packaging for the World’s Essential Products Acquisition of Weener Packaging July 24, 2024 Exhibit 99.1
Slide 2: Presentation Notes
PRESENTATION NOTES 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 securities. Statements made in or
Slide 3: Non-GAAP financial measures
Generally accepted accounting principles in the United States are commonly referred to as GAAP. A non-GAAP financial measure is generally defined as a financial measure that purports to measure financial performance, financial position or liquidity but excludes or includes amounts that could not be
Slide 4: Executing Our Value Creation Strategy
Executing Our Value Creation Strategy Build and enhance franchise positions Deploy strong Free Cash Flow Earnings growth and value creation Sustainable competitive advantage Supply best value in industry by focusing on unique needs of customers Growth through targeted acquisitions Other cash deploym
Slide 5: Continuing Portfolio Evolution
Market leading positions with barriers to entry Broadening consumer end market category exposure Enhanced organic growth opportunity Strengthening margin profile Best-in-class assets at attractive returns Extending new and existing partnerships with the world’s strongest brands Expanding addressable
Slide 6: Transaction Details
Enterprise value of €838M LTM May 2024 Revenue of approximately €450M, Adjusted EBITDA €96M Annual synergy target of approximately €20M Expected to be achieved within 18 months of closing 26% Synergy Adjusted EBITDA margin Debt financing available under existing credit agreement Expected pro-forma y
Slide 7: Weener Overview
LTM May 2024 Revenue of approximately €450M, Adjusted EBITDA €96M 2019 – 2023 Organic Sales CAGR: 6% 2019 – 2023 Organic Adjusted EBITDA CAGR: 8% 19 well-capitalized operating facilities with operations in 12 countries Significant clean room capabilities Approximately 4,000 employees Leading positio
Slide 8: Market Leading Positions With Differentiated Products
Market Leading Positions With Differentiated Products Personal Care Healthcare Food Market Growth Outlook + Low to mid single digits + Mid to high single digits + Low to mid single digits Products Weener 2023 End Markets Silgan PF DSC End Markets¹ Silgan 2023 DSC End Markets Silgan PF DSC End Market
Slide 9: Best-in-Class Growth With Top Tier Margins
Best-in-Class Growth With Top Tier Margins Best in class Growth Top Tier EBITDA Margins 2023 Pro Forma (2023PF) combines Silgan DSC Adjusted EBITDA for 2023 and Weener Adjusted EBITDA for 2023 as well as expected synergies from the proposed acquisition Public comp: AptarGroup; data source for public
Slide 10: Continuing to Create Value Through Unique Business Model
Continuing to Create Value Through Unique Business Model Focused leadership team Proven segment management Customer-focused Metric-driven culture Track record of value creation Disciplined deployment of free cash flow Core competency in M&A Long-term focus Constancy of purpose Our cash deployment mo
Slide 11: Appendix A: Reconciliation of Non-GAAP Financial Measures
Appendix A: Reconciliation of Non-GAAP Financial Measures
Slide 12: Appendix: Weener reconciliation
Appendix Note: Income before interest and income taxes for Weener includes certain adjustments to convert IFRS accounting to US GAAP accounting.
Slide 13: Appendix: Adjusted EBITDA reconciliation
Appendix Yesican Sian Holdings ne Dispensingand speci Closures Income before interest and income taxes (8) ‘Year Ended December 3, {Sinmilons) corporate Income before interest and income taxes (EBT) Poe ‘eat Ended December, 203 2082 S$ aos ms § mo (39 5 (292) $ asa) Pus ‘Aguled intangible stzet amor
Slide 14: Appendix: Expected synergies
Appendix Refer to slide 12 for Weener financial information Expected Synergies from the proposed acquisition 2023PF combines Silgan Dispensing and Specialty Closures 2023 Adjusted EBITDA and Weener 2023 Adjusted EBITDA plus expected synergies from the proposed acquisition
Slide 15: Appendix: Dispensing & Specialty Closures 2023 PF
Appendix Refer to Slide 14 for the calculation of Dispensing & Specialty Closures 2023 PF Adjusted EBITDA Refer to slide 13 for the calculation of Metal Containers and Custom Containers 2023 Adjusted EBITDA