Project Lilac – Investment Teaser
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PROJECT LILAC INVESTMENT TEASER September 2020 Strictly Private & Confidential 2 Opportunity Overview We are pleased to present an opportunity to acquire the market leading paints and coatings businesses in the South Pacific Islands (“Lilac”) Geographic Presence of Lilac . Established in 1978 and part The proposed target portfolio represents an attractive platform with leading brands, an established of a leading global paints and manufacturing base, extensive geographic presence and a wide distribution network coatings company (the 1 “Shareholder”), Lilac Solomon Islands includes majority and 5 Sam oa controlling equity interest in 2 the operating companies Vanuatu 4 Tonga Apia based in the South Pacific Islands (including Solomon Honiara Islands, Vanuatu, Fiji, Tonga 3 and Samoa) Fiji . As part of the divestment . Operating entity is a manufacturing and process, the Shareholder will trading company with manufacturing facility also transfer its rights in two . Operating entity is a distribution Nuku'alofa in Apia of its leading mother brands company with one warehousing Port Vila complex in Honiara across the operating markets: Lautoka . Distribution in the ̵ Brand X is the leading market done . Operating entity is through a local paints and coating brand a distribution distributor for every home maker in company with one Suva warehousing South Pacific complex in Port Vila ̵ Brand Y is a brand with premium image across . Operating entity has manufacturing and trading operations with manufacturing in South Pacific, Australia Lautoka and additional distribution and New Zealand regions warehousing in Suva 3 Key Investment Themes The proposed transaction represents a rare opportunity to acquire an attractive business with significant market share and an exceptional operational and financial track record Market player with strong presence and leading market share across Experienced and dedicated management team different segments . A clear market leader for over 3 decades with an estimated market share . The senior management team has deep expertise in the paints industry of over 50% by volume and value across key products and markets and a demonstrated track record of strong financial, operating and . Strong recognition and loyalty for the brands across the operating markets manufacturing performance . Deep and wide network penetration with presence in over 95% of the retail . The company has an experienced and loyal workforce engrained with network across the geographies excellence, continuous improvement, personal development . Over 76 Dealer Tinting Systems across the territories – more than the combined numbers of its competitors High quality product portfolio spanning a range of consumer markets Attractive margins underpinned by extensive product/segment and price-points penetration and low cost manufacturing base . Produces and distributes a wide range of products across various parts of . Has demonstrated sustained strong financial performance with consistently the paint and coating markets including: home improvement / decorative high EBITDA margins of over 20% across its key geographies and markets paints, protective / industrial coatings, marine and automotive coatings . Well managed overheads and strict cost control discipline . Product portfolio present across a full range of price points including the ultra premium paint products, mid-range and the economy products . Demonstrated track record of positive cash flow generation and return on invested capital Strong manufacturing capabilities with in-built capacity to expand Strong upside potential in financial performance . Modern production facilities with a total combined annual production . Total sales and EBITDA are expected to grow at CAGR of over 5.0% and capacity of c.5,500KL - current utilization rates of 60% and recently 12.0%, respectively between FY2020-FY2025 from continued market upgraded facilities allow a buyer to meet forecast demand growth penetration and strong market fundamentals in the select geographies . 2 production facilities and 3 distribution warehouses strategically located to support access to market and customer servicing across the South Pacific Islands region 4 Unique Leadership Position Across all Geographies Lilac established a market leading and difficult to replicate position in every geographic market in which it operates. The two leading mother brands have powerful lineage and underpin the portfolio, appealing to those who seek reliability and performance from a trusted, homegrown brand and the aspirational sophistication of a multinational brand Estimated Market Size (2020) (1) Fiji Sam oa Sales volume in liters Estimated market share (sales volume)(1) Estimated market share (sales volume) (1) Competitor A 22% Samoa Competitor B Solomon 35% Lilac 7% 47% Islands Lilac 6% 57% Other Vanuatu 21% 5% Other 18% Tonga 5% 6.8M Solomon Islands Vanuatu Total Estimated market share (sales volume)(1) Estimated market share (sales volume)(1) Competitor B Lilac 16% Competitor B 45% Fiji 35% 77% Lilac 57% Other 27% Competitor A 15% Other 5% . The only player with leadership position across the select geographies Tonga Estimated market share (sales volume)(1) . Total combined annual sales volume of Lilac is over 3x its nearest competitor Competitor B 15% Lilac . Strategically located manufacturing and distribution facilities with effective inventory 47% management ensure the seamless delivery of products to customers across the region Other 38% 1. Based on Lilac’s internal estimates Source: Company information and industry reports 5 Leading Market Position Across Different Product Segments Wide product portfolio across the two key brands allows Lilac to access a broad customer base at different price points across product categories throughout the South Pacific Islands region Total market share across segments (1) Decorative Coatings ( 1) Industrial & PC Coating (1) 80% Market share by sales value 80% Market share by sales value 80% Market share by sales value 70% 70% 70% 59% 60% 60% 52% 60% 50% 50% 50% 45% 39% 40% 40% 40% 30% 30% 24% 30% 20% 20% 20% 20% 13% 20% 14% 8% 10% 10% 10% 4% 2% 0% 0% 0% Other Competitor A Competitor B Lilac Other Competitor A Competitor B Lilac Other Lilac Competitor A Competitor B . Lilac maintains a leading position in Automotive Coating ( 1) Marine Coating ( 1) the lucrative decorative coatings 80% Market share by sales value 80% Market share by sales value segment, which remains the largest 70% 70% contributor to the company’s overall 60% 60% sales value and volume 49% 50% 46% 50% 40% 40% . Additionally, Lilac achieved a leadership 30% 30% 30% position in wood coatings, marine 20% segments and strong presence in 20% 20% 15% 16% 11% 13% industrial and automotive segments 10% 10% 0% 0% Lilac Competitor B Competitor A Other Competitor A Competitor B Other Lilac 1. Based on Lilac’s internal estimates Source: Company information and industry reports 6 Strong Historical Performance Demonstrated track record of continuous sales growth and consistently strong financial performance . Lilac’s sales have grown Sales Volume Net Paint Sales (before discount) consistently between 2010 – Liters x 1,000 S$ million 2020 driven by expanding CAGR: 4.0% CAGR: 2.9% market share and increased investments in the CAGR: 8.0% CAGR: 6.7% construction sector across 6000 CAGR: 11.7% CAGR: 6.1% geographies 30.00 5000 28.00 4,887 26.00 4000 ̵ 8-year CAGR to 2018 – 4,114 24.00 26.0 3,927 22.00 24.6 3000 8.0% (sales volume) and 20.00 22.4 6.7% (sales value) 2000 2,644 18.00 19.4 16.00 1000 14.00 ̵ 10-year CAGR to 2020 is 12.00 0 10.00 4.0% (sales volume) and 2010 2014 2018 2020 2010A 2014A 2018A 2020A 2.8% (sales value) EBITDA (1) EBIT (1) . Significant exposure to the production and distribution of S$ million & margin S$ million & ROIC (%)(2) high value / high margin 14 35% 64.0% 80% 53.5% product categories and an 12 27.3% 27.0% 30% 60% effective cost structure 23.0% 35.6% 10 25% 29.5% 40% enables Lilac to maintain one 21.1% of the highest EBITDA and 8 20% 20% EBIT margins in the industry 7.5 7.3 6 15% 7.2 7.0 0% 5.9 4 10% 5.2 -20% 4.7 4.0 2 5% -40% 0 0% 0 -60% 2017 2018 2019 2020 2017 2018 2019 2020 1. Figures adjusted for royalty payments to the parent company 2. ROIC is calculated as LTM EBIT over average capital employed Source: Company filings and financial reports 7 Process Overview and Key Contacts Process Overview Transaction Perimeter . ANZ is acting as exclusive financial advisor to the ParentCo HoldCo Assets Shareholder P a r e n t . The transaction perimeter covers Shareholder’s equity interest in its businesses in the South Pacific Islands Perimeter(1) (1) (including: Fiji, Samoa, Solomon Islands, Vanuatu) 100% Manufacturing and trading 54.1% F ij i company with warehousing . Shareholder’s strong preference is to sell the entire perimeter complex in Suva Manufacturing and trading in a single transaction, further details will be provided in a 80.0% S a m o a company with manufacturing process letter facility in Apia Shareholder . The sale will be conducted through a two-stage competitive 75.0% S o lo mo n A distribution company with a I s la n d s warehousing complex in Honiara process 60.0% A distribution company with a . Interested parties will be required to sign a confidentiality V a n u a t u warehousing complex in in Port Vila agreement, and subsequently will be provided with materials in order to evaluate the opportunity and submit a non-binding offer Key Contacts Interested parties are invited to register their interest with the ̵ Additional information including an information ANZ representatives below: memorandum will be provided in Stage 1 Martin Hanrahan Kristoff Keele ̵ Further details will be provided in a process letter to be Head of Corporate Advisory Executive Director, Corporate Advisory shared ahead of Stage 1 Tel: +61 3 8654 7323 Tel: +61 2 8937 8160 Mobile: +61 473 006 171 Mobile: +61 418 646 208 .