Slide 1: Precoat Acquisition Value Creation
Precoat Acquisition Value Creation June 16, 2022 Confidential
Slide 2: Board Considerations
Board Considerations 2 Background: AZZ management had been evaluating Precoat Metals as a potential acquisition target since 2019, which made it well positioned to respond quickly when Carlyle/Sequa commenced an auction process in November 2021. AZZ engaged with the board of directors, and various e
Slide 3: Illustrative Equity-Linked Security Overview
Illustrative Equity-Linked Security Overview Overview of Equity-Linked Security Net Leverage ■ AZZ is seeking approval for convertible preferred shares valued at $240 million (terms below presume receipt of AZZ shareholder approval and exchange into preferred stock) ■ Effect will be to reduce the am
Slide 4: Summary of Terms – Series A Convertible Preferred
Summary of Terms – Series A Convertible Preferred 4 Investor: An investment vehicle of funds affiliated with Blackstone Inc. (the “Investor”) Investment Amount: $240 million Security: Series A Convertible Preferred Stock (the “Preferred Equity”) Use of Proceeds: Acquisition of Sequa Mezzanine Holdin
Slide 5: Summary of Terms – Senior Secured Credit Facilities
Summary of Terms – Senior Secured Credit Facilities 5 Borrower: AZZ Inc. Facilities: $400 million Senior Secured Revolving Credit Facility (“RCF”) $1,300 million Senior Secured Term Loan B (“TLB”) Guarantors: Each of the Borrower’s existing and future, direct and indirect, material wholly-owned dome
Slide 6: Blackstone Benefits
Blackstone Benefits 6 Engaging with Blackstone provides the Company significant potential forward-looking benefits: • Capital markets and Merger & Acquisition expertise • Employee benefits and healthcare program advantages • Procurement savings • Support for ESG strategy • Identification and executi