Mattr Corp · TSX:MATR

Mattr — Shawcor — Merger or Acquisition (January 2019)

12 slides from Mattr's merger presentation, Jan 21, 2019

  1. Slide 1: Shawcor to Acquire ZCL Composites

    Shawcor to Acquire ZCL Composites January 21, 2019

  2. Slide 2: Disclaimer

    Disclaimer This presentation contains forward-looking information within the meaning of applicable securities laws. Words such as "may", "will", "should", "anticipate", "plan", "expect", "believe", "predict", "estimate" or similar terminology are used to identify forward-looking information. This fo

  3. Slide 3: ZCL is a Continuation of Our Strategy

    ZCL is a Continuation of Our Strategy ZCL Broad product and service offering – a powerful competitive advantage 3

  4. Slide 4: ZCL is an Attractive Opportunity From Three Perspectives

    ZCL is an Attractive Opportunity From Three Perspectives  Business long term fundamentals are aligned to Shawcor’s ZCL  Broadens material sciences application in composites Fits  Leverages our operational excellence to restore margins  Expanded portfolio broadens addressable market ZCL  Increas

  5. Slide 5: Transaction Summary

    Transaction Summary  $10.00 / ZCL share for a total consideration of $308 million (equity value) Consideration  Represents a 37% premium to ZCL’s last closing price of $7.29  Purchase multiple of 10.7x LTM Adjusted EBITDA1, after annualized cost savings  All cash transaction funded with cash and

  6. Slide 6: ZCL at a Glance

    ZCL at a Glance ZCL is North America’s largest manufacturer and supplier Highlights of environmentally friendly fibreglass reinforced plastic (“FRP”) underground storage tanks (“USTs”) Leading position in >4,500 tanks  Headquartered in Edmonton, Alberta North American fuel manufactured  Manufactur

  7. Slide 7: ZCL Markets

    ZCL Markets FUEL WATER & WASTEWATER OIL & GAS ($151MM LTM Revenue) ($23MM LTM Revenue) ($6MM LTM Revenue) Largest provider of underground Provides fibreglass tank Provides storage tanks and related fuel storage tanks for the retail alternative to traditional concrete accessories for pipelines Servic

  8. Slide 8: ZCL Fits

    ZCL Fits  Event mitigation and capacity will drive Building on Long-Term Fundamentals Energy Sustainability Aging Infrastructure Impact of Depletion Business long term replacement of aged assets fundamentals are  Addressing depletion will require investments in aligned to Shawcor’s new production

  9. Slide 9: ZCL Strengthens

    ZCL Strengthens Expanded portfolio  New products broadens  New customers addressable market  New markets Historical Revenue Mix (In 000s)  Reduced financial performance variability $2,500 $2,000 Diversity brings  At arms length from the energy market $1,500 increased certainty  Brings long ter

  10. Slide 10: ZCL Enables

    ZCL Enables  Bundling tanks and pipe into a system Integration of  Expanding data enablement and field discrete products services opportunities and services into  Additional opportunity to leverage value added systems engineering and integrity knowledge (LSC consulting)  Shawcor’s offering expan

  11. Slide 11: Portfolio Strategy is providing Confidence

    Portfolio Strategy is providing Confidence 1. Supportive base business  Pipeline Replacement and Refurbishment  North America Drilling and Completions  Infrastructure and Transportation Expansion and Upgrading 2. Return of Pipe Coating  LNG  Offshore  Land Transmission Lines  >$2.5B in visibl

  12. Slide 12: Questions?

    Questions? @® SHAWCOR January 21, 2019

Shawcor — Merger or Acquisition (January 2019) on 6ix