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Acquisition of the Bimba Manufacturing Company IMI plc | Analyst Pack

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Page 1: Acquisition of the Bimba Manufacturing Company · IMI plc | Acquisition of the Bimba Manufacturing Company $120m leading North American manufacturer of advanced pneumatic products

Acquisition of the Bimba Manufacturing Company

IMI plc | Analyst Pack

Page 2: Acquisition of the Bimba Manufacturing Company · IMI plc | Acquisition of the Bimba Manufacturing Company $120m leading North American manufacturer of advanced pneumatic products

An excellent strategic fit▶ The deal is perfectly aligned with IMI’s strategic ambitions

▶ Increases IMI Group’s US revenue percentage from 20% to 23%1

▶ Consistent with the ambition to expand in Industrial Automation▶ Timing ideally suits Precision Engineering plans and capabilities

▶ The acquisition significantly enhances IMI Precision Engineering’s position in the US Industrial Automation market

▶ Doubles the size of Precision Engineering’s US Industrial Automation business▶ Opens access to market-leading distribution network in the US▶ Adds breadth and depth to product offering in existing markets and sectors

▶ It makes financial sense▶ US$198m consideration represents adj. EBITDA multiple of 12.4x▶ Earnings enhancing in the first full year of ownership▶ Returns in excess of IMI’s cost of capital within three years▶ Clear pathway towards IMI Precision Engineering margins▶ Pro forma net debt to EBITDA post acquisition at 1.3x

2Note 1: 2016 pro-forma combined sales converted at 1£:US$1.34 FX rate.

IMI plc | Acquisition of the Bimba Manufacturing Company

Page 3: Acquisition of the Bimba Manufacturing Company · IMI plc | Acquisition of the Bimba Manufacturing Company $120m leading North American manufacturer of advanced pneumatic products

Bimba Manufacturing Company overview

7382 86

98111 109 109

120

0

20

40

60

80

100

120

140

2010 2011 2012 2013 2014 2015 2016 2017E

Sales by product Sales by vertical Sales by channel

Source: Bimba historical sales information for total sales; 2017 estimates sales split by product, vertical and channel.3

IMI plc | Acquisition of the Bimba Manufacturing Company

▶ $120m leading North American manufacturer of advanced pneumatic products for Industrial Automation

▶ Based in Chicago, Illinois with locations in the USA (7), Mexico (1) and the Netherlands (1); plus a market-leading network of distributors

▶ 75% actuators, 14% controls, 1% air preparation, 3% safety & production and 7% other products

▶ Blue-chip customer base▶ ~500 permanent employees

Sales ($m)

93%

7%Industrial Automation

Life Sciences

85%

1%5%

10%Distribution

E-commerce

Private label

Direct

75%

14%

11%

Actuators

Controls

Associated Products

Page 4: Acquisition of the Bimba Manufacturing Company · IMI plc | Acquisition of the Bimba Manufacturing Company $120m leading North American manufacturer of advanced pneumatic products

► Market leading distributor network► Excellent customer reputation and

relationship► Long established installed base

WORLD-CLASS CAPABILITY

▶ IMI operating systems▶ Lean processes▶ Global sourcing▶ Engineering excellence

► Actuators (pneumatic, electric, hydraulic)► Valves► Sensors & switches► Vacuum► Standard FRLs

STRONG U.S. PRESENCE

LEADING PRODUCTS

Bimba + IMI Precision Engineering – WIN:WIN

4

IMI plc | Acquisition of the Bimba Manufacturing Company

Enhanced capabilities & investment to improve performance

Expanded product range and distributor network

to drive revenues

GLOBAL PRESENCE

COMPLIMENTARY PRODUCTS

Electric actuators

Pinch Valves

FRLs

Pneumatic actuators

Vacuum productsInline Solenoid Valves

Valve Islands

Page 5: Acquisition of the Bimba Manufacturing Company · IMI plc | Acquisition of the Bimba Manufacturing Company $120m leading North American manufacturer of advanced pneumatic products

IMI plc | Acquisition of the Bimba Manufacturing Company

Integration milestones & objectives

5

Implement Commercial

Strategy

Blueprint for the Future

Implement IMI Best Practice

Execute Operational

Improvement

Projects Deliverables

▶ Build plans to deliver synergy potential and provide the foundation for accelerated growth of the combined Precision Engineering and Bimba businesses

▶ Prioritise the implementation of IMI systems, procedures and practices to avoid unnecessary disruption

▶ Phase I: ‘Fit for Growth’▶ Phase II: Manufacturing

Excellence Plan IMI Precision USA

▶ First priority will be to present a unified approach to the market

2018 TimelineJan Mar DecJun Sep

Page 6: Acquisition of the Bimba Manufacturing Company · IMI plc | Acquisition of the Bimba Manufacturing Company $120m leading North American manufacturer of advanced pneumatic products

IMI plc | Acquisition of the Bimba Manufacturing Company

An excellent strategic fit

Transforms IMI Precision Engineering’s position in the US Industrial Automation market

Opens access to market-leading distributor network in the US

Extends product portfolio and customer offering with mimimal overlap

Creates cross-selling opportunities across an enlarged customer base

Brings IMI processes and disciplines to BIMBA

Clear pathway to improved margins at Bimba

Earnings enhancing and returns in excess of cost of capital

6

✓✓

✓✓✓

Page 7: Acquisition of the Bimba Manufacturing Company · IMI plc | Acquisition of the Bimba Manufacturing Company $120m leading North American manufacturer of advanced pneumatic products

Transaction details▶ Purchase consideration US$198m

▶ Cash-free, debt-free after expenses▶ Estimated 2017 adjusted EBITDA multiple of 12.4x▶ Funded through existing bank facilities

▶ Cash consideration still leaves strong balance sheet▶ Estimated pro forma Net Debt/EBITDA @1.3x

▶ Transaction conditions▶ Merger clearance▶ Bimba ESOP shareholder approval▶ Completion expected end-January 2018

▶ Investment returns▶ Earnings enhancing in the first full year of ownership▶ Returns in excess of IMI’s cost of capital within three years▶ Clear pathway towards IMI Precision Engineering margins 7

IMI plc | Acquisition of the Bimba Manufacturing Company

Page 8: Acquisition of the Bimba Manufacturing Company · IMI plc | Acquisition of the Bimba Manufacturing Company $120m leading North American manufacturer of advanced pneumatic products

Financials

8

$m FY 2015 Act FY 2016 Act FY 2017(E)Net sales 109.4 109.3 120.0

EBITDA1 13.9 13.3 16.0

EBITDA margin 12.7% 12.2% 13.3%

EBITA1 9.4 8.4 10.7

EBITA margin 8.6% 7.7% 8.9%

Note 1: Adjusted EBITDA for excess ESOP contributions, ESOP administration expenses and other non-recurring items. EBITDA and EBITA includes additional pro-forma US$1.5m for operational resources.

IMI plc | Acquisition of the Bimba Manufacturing Company

Page 9: Acquisition of the Bimba Manufacturing Company · IMI plc | Acquisition of the Bimba Manufacturing Company $120m leading North American manufacturer of advanced pneumatic products