The Middleby Corporation · NASDAQ:MIDD
The Middleby — MIDDLEBY — Merger or Acquisition (February 2025)
17 slides from The Middleby's merger presentation, Feb 25, 2025
Slide 1: Strategic Review Update: Middleby to Separate Food Processing Business into Standalone Public Company
Strategic Review Update: Middleby to Separate Food Processing Business into Standalone Public Company Exhibit 99.3
Slide 2: Forward-Looking Statements
Forward-Looking Statements This presentation contains "forward-looking statements" subject to the Private Securities Litigation Reform Act of 1995. These forward-looking statements involve known and unknown risks, uncertainties and other factors, which could cause the Company's actual results, perfo
Slide 3: Strategic Rationale for a Separation of Food Processing
Strategic Rationale for a Separation of Food Processing Enables each entity to have a unique, optimized capital structure and capital allocation policy in-line with individual business models and strategic / operational priorities Enhances strategic and financial impact of M&A across each business e
Slide 4: Fast growing and focused food processing market leader
$0.7bn 2024A Revenue $0.2bn1 2024A Adj. EBITDA ~26%1 Adj. EBITDA Margin $3.1bn 2024A Revenue $0.7bn1 2024A Adj. EBITDA ~23%1 Adj. EBITDA Margin Fast growing and focused food processing market leader with a best-in-class financial profile Business will benefit from its own capital structure, investor
Slide 5: Creating a Standalone Leader in the Protein, Baking, and Snack Industries
…Trusted by Key Blue Chip Customers Middleby Food Processing Competitive Advantages Portfolio of Industry Leading Food Processing Brands… 1 As reported in 2024A earnings release and excludes any allocation of corporate costs. Creating a Standalone Leader in the Protein, Baking, and Snack Industries
Slide 6: Food Processing Customer-Focused Innovation Leader with Long-term Industry Tailwinds
Middleby Food Processing Customer-Focused Innovation Leader with Long-term Industry Tailwinds We Develop Innovative, Industry-leading Processing Equipment Designed to . . . ACCELERATE PROCESSING IMPROVE THROUGHPUT INCREASE YIELDS RAISE PROFITABILITY MAXIMIZE SANITATION SAFER DESIGN, EASIER CLEANING
Slide 7: Food Processing Delivering Innovation, Indexed to Favorable Industry Trends
Middleby Food Processing Delivering Innovation…. ….Indexed to Favorable Industry Trends End-to-end solutions being powered by labor challenges and a greater need for automation Minimizing cost of ownership while also maximizing finished product quality Clean labels with longer shelf life drive enhan
Slide 8: Robust History of Food Processing M&A Has Created Leading Portfolio
Robust History of Food Processing M&A Has Created Leading Portfolio of Innovative Platforms and Brands… Expanded Meat Processing Offerings $3 $55 $70 $79 $66 $108 $133 $252 $302 $323 $298 $342 $353 $390 $401 $437 $481 $574 $721 $731 Net Sales ($mm) ~$750mm in capital allocated to Food Processing M&A
Slide 9: Significant Value Created Through Proven Integration Expertise
…With Significant Value Created Through Proven Integration Expertise Impacting Both Revenue and Adj. EBITDA Growth Strong track record of creating value through strategic M&A criteria and operational improvements 4% 2005A Adj. EBITDA Margin 22% 2024A Adj. EBITDA Margin $38 2005A Net Sales $73 2024A
Slide 10: Food Processing Financial Summary
Middleby Food Processing Financial Summary Compelling Financial Profile to Deliver Sustained Value for Shareholders 1 Represents revenue, which includes intercompany sales that are currently eliminated in consolidation, unless otherwise stated. 2 Includes intercompany sales that are currently elimin
Slide 11: RemainCo Competitive Advantages
Middleby RemainCo Competitive Advantages Portfolio of Industry Leading Commercial and Residential Brands… 1 As reported in 2024A earnings release and excludes any allocation of corporate costs. Most innovative portfolio of cooking and beverage solutions Synergistic technologies across commercial and
Slide 12: RemainCo Delivering Innovation, Indexed to Favorable Industry Trends
Middleby RemainCo Delivering Innovation…. ….Indexed to Favorable Industry Trends IoT and automation improving kitchen efficiency and consistency as customers focus on reducing labor costs Ventless, accelerated cooking equipment enabling flexible, smaller, and/or non-traditional kitchens Demand for b
Slide 13: Strategic Investments Driving Future Growth
Strategic Investments Driving Future Growth… Middleby RemainCo Transforming our Go-To-Market to Drive Growth and Customer Experience Substantial investments have been made to accelerate growth Middleby has made substantial investments in selling tools and capabilities focused on end-user engagement,
Slide 14: Recent Entry Into Fast-Growing Ice & Beverage Category
Middleby RemainCo Recent Entry Into Fast-Growing Ice & Beverage Category Provides Meaningful Growth Opportunities Automated coffee and espresso Ice production and storage Liquor and beer dispense solutions Brewing and distilling Canning and bottling Nitro and cold brew Soda, tea, milk, and water dis
Slide 15: Residential Is at a Cyclical Trough, and Poised to Benefit from Market Recovery
Residential Is at a Cyclical Trough, and Poised to Benefit from Market Recovery Residential Kitchen Adj. EBITDA1 18% 21% 17% 17% 12% 10% Cyclical Trough 1 As reported in filings and excludes any allocation of corporate costs. Adj. EBITDA Margin1 Middleby will continue to focus on maximizing sharehol
Slide 16: RemainCo Financial Summary
Middleby RemainCo Financial Summary Residential Kitchen’s Resurgence to Supplement Strong Commercial Foodservice Growth Revenue2 Adj. EBITDA3 ‘24A Segment, Geographic & Channel Mix1 Commercial Foodservice Residential Kitchen Segment Adj. EBITDA Margin (%)3 2024A Segment Adj. EBITDA3 Mix: 1 Represent
Slide 17: Key Takeaways and Next Steps
Key Takeaways and Next Steps Continued Evolution to Best Serve Customers and Shareholders Food Processing spin-off expected to be tax-free to Middleby and its shareholders for U.S. federal income tax purposes Both companies better positioned to further capitalize on evolving growth drivers and custo