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Modine Manufacturing Company
Investor Presentation August 2020
2
Forward-Looking Statements
This presentation contains statements, including information about future financial performance and market conditions, accompanied by phrases such as “believes,”
“estimates,” “expects,” “plans,” “anticipates,” “intends,” and other similar “forward-looking” statements, as defined in the Private Securities Litigation Reform Act of
1995. Modine's actual results, performance or achievements may differ materially from those expressed or implied in these statements because of certain risks and
uncertainties, including, but not limited to those described under “Risk Factors” in Item 1A of Part I of the Company's Annual Report on Form 10-K for the year ended
March 31, 2020 and under Forward-Looking Statements in Item 7 of Part II of that same report, and in the Company’s Quarterly Report on Form 10-Q for the quarter
ended June 30, 2020. Other risks and uncertainties include, but are not limited to, the following: the impact of the COVID-19 pandemic on the national and global
economy, our business, suppliers, customers, and employees; the overall health and price-down focus of Modine’s customers; our ability to successfully execute
our strategic and operational plans, including our ability to successfully exit the automotive business; our ability to effectively and efficiently reduce our cost structure
in response to sales volume declines and complete restructuring activities and realize benefits thereon; our ability to comply with the financial covenants in our
credit agreements and to fund our global liquidity requirements efficiently, particularly in light of the volatility and negative impacts to the financial markets resulting
from COVID-19; operational inefficiencies as a result of program launches, unexpected volume increases, product transfers, and delays or inefficiencies resulting
from restrictions imposed in response to the COVID-19 pandemic; economic, social and political conditions, changes and challenges in the markets where Modine
operates and competes, including foreign currency exchange rate fluctuations, tariffs (and potential trade war impacts resulting from tariffs or retaliatory actions),
inflation, changes in interest rates or tightening of the credit markets, recession, restrictions associated with importing and exporting and foreign ownership, public
health crises, and the general uncertainties about the impact of regulatory and/or policy changes, including those related to tax and trade, the COVID-19 pandemic
and other matters, that have been or may be implemented in the U.S. or abroad, and continuing uncertainty regarding the impacts of “Brexit”; the impact on Modine
of any significant increases in commodity prices, particularly aluminum, copper, steel and stainless steel (nickel) and other purchased component inventory, and our
ability to adjust product pricing in response to any such increases; the nature of and Modine’s significant exposure to the vehicular industry and the dependence of
this industry on the health of the economy; the concentration of sales within our CIS segment attributed to one customer; Modine’s ability to recruit and maintain
talent in managerial, leadership, and administrative functions; Modine’s ability to protect its proprietary information and intellectual property from theft or attack; the
impact of any substantial disruption or material breach of our information technology systems; costs and other effects of environmental investigation, remediation or
litigation; and other risks and uncertainties identified by the Company in public filings with the U.S. Securities and Exchange Commission. Forward-looking
statements are as of the date of this presentation, and the Company does not assume any obligation to update any forward-looking statements.
3
31%
11%36%
22%
Commercial &Industrial Solutions
Building HVACSystems
Heavy Duty Equipment
Automotive
Modine at a Glance
A Diversified Industrial Company with a Well Positioned Product Portfolio
Modine Manufacturing Company has been leading
the way in thermal management since 1916. We
design, manufacture and test heat transfer products
for a wide variety of applications and markets.
We're at work in practically every corner of the
world, delivering the solutions our customers need,
where they need them.
Ticker MOD (NYSE)
Founded 1916 in Racine, WI
FY’20 Net Sales $2.0 billion
Employees 11,300
Locations Operate in 17 countries
50%
39%
11%Americas
EMEA
Asia
FY’20 Sales by Geographic Region
FY’20 Sales by Business Segment
4
Serving Diversified Industrial Markets
Modine provides thermal management solutions focusing on industrial
markets with strong macro trends
Heat
Exchangers
Fluid
Management
Controls
Thermal management
solutions
Channel(OEMs and System
Integrators)
OEMs
Distributors
End-Users and Specifiers
Commercial
Transport
Food Chain
Comfort
Infrastructure
Process
Commercial Truck
Transit Bus
Specialty Vehicles
Med, Heavy Agriculture
Commercial Refrigeration
Industrial Refrigeration
Refrigerated Transport
Commercial Heating
Ventilation
Residential AC
Commercial AC
Mobile AC
HVDC Power Conversion
Generator Sets
Mining and Construction
Data Centers
Industrial Growing
Greenhouses
Technology CustomersIndustrial
Markets
Market
SegmentsMacro Trends
Greenhouse
Gas Reduction
Energy
Efficiency
Data Usage
and Storage
Population
Growth
5
Strategic Transformation
Optimize Capital
Improve Profitability
Leverage People
& Culture
Accelerate Organic Growth
• CEO transition plan
• Continuous improvement focus
• Leadership behavior model
• Data centers
• Specialty vehicles and bus
• Commercial refrigeration
• Specialty coatings
• Ventilation and air conditioning
• Strong balance sheet
• Improved free cash flow
• Disciplined capital allocation
• Strategic acquisition strategy
• Auto exit strategy
• Manufacturing efficiency
• Pricing and procurement initiatives
• Focus on systems and technology
• Leverage SG&A reductions
6
Strategic Actions and Priorities
CEO Transition Exit AutoData Center Expansion
CIS Margin Improvement
Renewed Focus on HDE
Capital Reallocation Program
• CEO search underway
• Accelerate growth
• Drive industrial strategy
• Considering internal and external candidates
• Execute sale of liquid-cooled business
• Sell or wind-down air-cooled business
• Run on a cash neutral basis during wind-down period
• Leverage existing
footprint in North
America and
Europe
• Target new and
existing customers
outside of our UK
markets
• Grow coatings & coolers business
• Optimize pricing model
• Drive efficiency and margin improvement in coils
• Grow market share in bus and specialty vehicle
• Drive operational excellence and margin improvement
• Focus spending on high margin businesses
• Reduce overall level of capex spending
• Strategically increase IT spend to optimize efficiency
7
Financial Trend Graphs
* See Appendix for Non-GAAP reconciliations
8
Commercial & Industrial Solutions (31%)
FY Ended March 31 2020 2019
Net Sales $623.9 $707.6
Adjusted EBITDA* 59.6 77.9
Adjusted EBITDA margin* 9.6% 11.0%56%
37%
7%
Americas
Europe
Asia
69%
23%
8%
Coils
Coolers
Coatings/Other
42%
26%
17%
8%7%
Commercial HVAC
Refrigeration
Data Center
Coatings/Other
Industrial
FY 2020 Sales by End Market
FY 2020 Sales by Product
FY 2020 Sales by Geography
* See Appendix for Non-GAAP reconciliations
9
Building HVAC Systems (11%)
63%
37%North America
EMEA
41%
22%
20%
17%
Heating
Air Conditioning
Ventilation
Aftersales/Other
41%
39%
19%
1%
Heating
Ventilation & AC
Data Center
Other
FY 2020 Sales by End Market
FY 2020 Sales by Product
FY 2020 Sales by Geography
* See Appendix for Non-GAAP reconciliations
FY Ended March 31 2020 2019
Net Sales $221.1 $212.4
Adjusted EBITDA* 39.8 32.1
Adjusted EBITDA margin* 18.0% 15.1%
10
Heavy Duty Equipment (36%)
* See Appendix for Non-GAAP reconciliations
60%
31%
9%
Powertrain Cooling
Engine Products
Other
40%
32%
13%
15%
Commercial Vehicle
Off-Highway
Other
Automotive
FY 2020 Sales by End Market
FY 2020 Sales by Product
65%
19%
16%
Americas
Europe
Asia
FY 2020 Sales by GeographyFY Ended March 31 2020
Net Sales $745.9
Adjusted EBITDA* 66.7
Adjusted EBITDA margin* 8.9%
11
Automotive (22%)
* See Appendix for Non-GAAP reconciliations
31%
67%
2%
Powertrain Cooling
Engine Products
Other
FY 2020 Sales by Product
16%
72%
12%
Americas
Europe
Asia
FY 2020 Sales by Geography
FY Ended March 31 2020
Net Sales $444.9
Adjusted EBITDA* 26.0
Adjusted EBITDA margin* 5.8%
Appendix
13
Non-GAAP Reconciliations
(a) Restructuring expenses primarily relate to employee severance expenses, largely resulting from
targeted headcount reductions, and equipment transfer and plant consolidation costs.
(b) During fiscal 2020, the Company recorded asset impairment charges totaling $8.0 million within the
Automotive segment, primarily related to manufacturing facilities in Austria and Germany. Also in
fiscal 2020, the Company recorded a $0.6 million impairment charge to reduce the carry ing value of a
prev iously-closed CIS manufacturing facility in Austria. During fiscal 2019, the Company recorded a
$0.4 million impairment charge related to the CIS facility in Austria.
(c) During fiscal 2020, the Auto segment sold a prev iously-closed manufacturing facility in Germany
and, as a result, recorded a gain of $0.8 million. During fiscal 2019, the Building HVAC Systems
segment sold its operations in South Africa and, as a result, recorded a loss of $1.7 million.
(d) Environmental charges, including related legal costs, are recorded as SG&A expenses and relate
to prev iously-owned U.S. manufacturing facilities in the HDE segment.
14
Non-GAAP Reconciliations
Modine Manufacturing Company
Adjusted EBITDA
(In millions)
2020 2019 2018 2017 2016
Net (loss) earnings (2.0)$ 85.9$ 23.8$ 14.9$ (1.0)$
Interest expense 22.7 24.8 25.6 17.2 11.1
Prov ision (benefit) for income taxes 12.4 (5.1) 39.5 5.9 (8.9)
Depreciation and amortization expense 77.1 76.9 76.7 58.3 50.2
Other expense - net 4.8 4.1 3.3 4.3 35.9
Automotive separation and strategy costs (a)
39.2 7.1 - - -
Restructuring expenses (b)
12.2 9.6 16.0 10.9 16.6
Impairment charges (c)
8.6 0.4 2.5 - 9.9
Environmental charges (d)
0.2 3.2 1.4 1.9 1.6
(Gain) loss on sale of assets (e)
(0.8) 1.7 - (2.0) -
Acquisition and integration costs (f)
- 0.2 4.3 19.1 0.5
Strategy consulting fees (g)
- - 3.7 - -
Adjusted EBITDA 174.4$ 208.8$ 196.8$ 130.5$ 115.9$
Net sales 1,975.5$ 2,212.7$ 2,103.1$ 1,503.0$ 1,352.5$
Adjusted EBITDA margin 8.8% 9.4% 9.4% 8.7% 8.6%
Twelve months ended March 31,
(a) The Company recorded costs associated with its rev iew of strategic alternatives for the automotive business, including costs to separate and prepare the business for a potential sale, at
Corporate. With the exception of $3.1 million of costs in fiscal 2020 associated with program and equipment transfers recorded as costs of sales, these costs were recorded as SG&A
expenses and primarily related to accounting, legal, and IT professional serv ices.
(b) Restructuring expenses primarily relate to employee severance expenses and equipment transfer and plant consolidation costs.
(c) During fiscal 2020, the Company recorded asset impairment charges totaling $8.0 million within the Automotive segment, primarily related to manufacturing facilities in Austria and
Germany. Also in fiscal 2020, the Company recorded a $0.6 million impairment charge to reduce the carry ing value of a prev iously-closed CIS manufacturing facility in Austria. During fiscal
2019 and 2018, the Company recorded a $0.4 million and $1.3 million impairment charge, respectively , related to the CIS facility in Austria. Also during fiscal 2018, the Building HVAC
Systems ("BHVAC") segment recorded a $1.2 million impairment charge related to a discontinued geothermal product line. During fiscal 2016, the Company recorded a $9.9 million
impairment charge related to a manufacturing facility in Germany.
(d) Environmental charges, including related legal costs, are recorded as SG&A expenses and relate to prev iously-owned U.S. manufacturing facilities in the Heavy Duty Equipment
segment. (e) During fiscal 2020, the Automotive segment sold a prev iously-closed manufacturing facility in Germany and, as a result, recorded a gain of $0.8 million. During fiscal 2019, the BHVAC
segment sold its operations in South Africa and, as a result, recorded a loss of $1.7 million. During fiscal 2017, the Company sold two prev iously-closed manufacturing facilities in North
America and a manufacturing facility in Europe; as a result of these sales, the Company recorded net gains totaling $2.0 million.
(f) These costs related to the Company's acquisition and integration of the Luvata Heat Transfer Solutions business.
(g) During fiscal 2018, the Company recorded $3.7 million of third party strategy advisory fees as SG&A expenses at Corporate.
15
Non-GAAP Reconciliations
Free cash flow and adjusted free cash flow
(In millions)
2020 2019 2018 2017 2016
Net cash prov ided by operating activ ities 57.9$ 103.3$ 124.2$ 41.6$ 72.4$
Expenditures for property , plant and equipment (71.3) (73.9) (71.0) (64.4) (62.8)
Free cash flow (13.4)$ 29.4$ 53.2$ (22.8)$ 9.6$
Payments for restructuring activ ities, automotive separation and strategy costs, acquisition-
related costs, and certain other expenses 65.2 17.0 26.1 32.7 12.8
Adjusted free cash flow 51.8$ 46.4$ 79.3$ 9.8$ 22.4$
Twelve months ended March 31,