private and confidential 12 · listing roadshow presentation private and confidential 12 – 16...
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Listing Roadshow Presentation PRIVATE AND CONFIDENTIAL
12 – 16 October 2015
Offer summary Listing Listing on Main Board of JSE
Offer size 53.2m shares representing 49% of Trellidor’s shares in issue –
combination of sale and fresh issue R319m – R373m placement (R50m fresh issue)
Indicative price range R6.00 R7.00
Indicative div yield – based on 2015 normalised AFS
4,1% 3,5% Envisaged dividend policy - 50% of PAT
Estimated market cap R648m R756m
R6.00 R7.00 R6.00 R7.00
P/E
’15 Historic 13.2 15.4
EV/EBITDA
’15 Historic 9.1 10.5
’15 Normalised 12.2 14.3 ’15 Normalised 8.6 9.9
Growth scenario 11.2 13.1 Growth scenario 7.8 9.1
Slide 2
Anticipated listing timetable
Formal roadshow Monday, 12 October – Friday, 16 October 2015
Opening date of the Private Placement at 09h00 on Monday, 19 October 2015 Closing date of the Private Placement at 17h00 on Wednesday, 21 October 2015
Anticipated listing date on JSE and commencement of trade on Wednesday, 28 October 2015
Note The times and dates as indicated above are subject to change
Slide 3
Competent management and staff
Value proposition
WELL POSITIONED AND MANAGED BUSINESS WITH A STRONG BRAND, NATIONAL DISTRIBUTION, QUALITY EARNINGS AND PROVEN TRACK RECORD READY TO ACCELERATE ITS LOW RISK GROWTH STRATEGY
Slide 4
Valuable brand - market leader
Growth opportunity in Africa
Dominant market position
TRELLIDOR
Highly cash generative and profitable business
National franchise network
Low risk growth strategy
Growth achieved through product innovation
Defensive and resilient business – security a non
discretionary spend
Slide 5
Business overview
0.0
50.0
100.0
150.0
200.0
250.0
300.0
350.0
2007 2008 2009 2010 2011 2012 2013 2014 2015
Mill
ion
s
Trellidor Factory View
Net Sales Trading Profit
Expansion of Factory capacity
Introduction of clearguard & rollerstyle
Branch closure and increase number of franchisees
Overview
• Founded in 1976
• The trusted brand and market leader in barrier security
• Custom designed products – not in mass produced “DIY” sector
• Management team with over 70 years combined experience
• Growth platform recently established:
• investment in manufacturing (2008 and 2010)
• Branch closure and expanded distribution (2009 to 2012)
• launch of new products (2012)
Slide 6
Business model Route to market
70+ franchise outlets
throughout SA
17 African franchise outlets in
17 African countries
Franchise model most effective
to install custom made
products
No royalties paid
Marketing & Sales
Continuous marketing & advertising
campaigns – all media, shows etc.
Franchisees obliged to contribute to
marketing investment
Majority of leads through customer base
Leads conversion rate of 63%
24 hour turnaround for quotes
All products designed to specification
Detailed management of franchisee
performance stats
Manufacturing
Modern plant in Durban, assembly
plants in strategic African countries
Comprehensive IT system –
franchisee tracking of order
Roll forming, fabricating, painting,
assembly and packaging
Order despatched 7 – 15 days from
receipt of order
Overnight delivery to franchisee in
SA via road transport – outsourced
Installation and after sales service
Franchisee conducts installations
3 – 5 year warranty
Franchisee follow up any service
calls – warranty or repair
Warranty claims < 0.5% of turnover
Price & demand drivers
Product custom designed
Price not easily comparable
Trellidor dominant player – price setter
Price increases in line with input price
increases achieved – maintaining &
improving margins
Demand driven by need to be safe from
crime
Of late large growth in rural areas – non-
title homes
Input cost drivers
Steel, aluminium, fasteners, paint
No material stockholding – JIT
system
Major input prices fixed till Feb ‘16
Significant value-add to materials
Imports form significant input
Labour (manage disruption risk)
Load shedding – not affected
Durban property owned
Slide 7
Slide 8
Management
Terry Dennison (47) CEO
Craig Cunningham
(40) Finance and
admin
Peter Rawson
(58) Sales and Marketing
Chris Wright (55)
Production and Engineering
Colin Heads (51) HR
Craig Meekers (44)
Projects and Technology
• Combined executive management experience with Trellidor – 70 years • Total workforce (excluding franchisee network) - 363 • Blue collar workforce – 284
Slide 9
Loyal and highly competent management and staff
Management team
Board of directors Terry Dennison – CEO (47)
Joined as FD in 1999 and appointed as CEO in 2001. Former deputy general manager of an agricultural company owned by the Commonwealth
Development Corporation. Terry qualified with KPMG as a chartered accountant in 1992.
Mark Olivier – Independent non-executive chairman (46)
Mark has over 20 years' experience in managing debt, property and private equity assets and providing corporate finance and strategic advice,
predominantly in the UK. Mark is a non-executive director of a $1 billion Chinese real estate fund managed by Blackstone Inc and Macquarie and is
the chairman of Rockcastle, a $2 billion public company investing in retail properties in Africa and in Eastern Europe.
Craig Cunningham – FD (40)
Craig is a chartered accountant with experience post-articles with Ernst and Young in the UK, Citigroup and, more recently, financial management
posts at Unitrans and Manline (both logistics companies).
John Winship – Independent non-executive director (61)
John was key to the development of BOE Asset Management, served on the board of BOE Limited and went on to establish Abvest, an institutional
asset manager subsequently bought by ABSA.
Slide 10
Ralph Patmore – Independent non-executive director (63)
Ralph co-founded and was instrumental in the listing of Iliad Africa Limited, a building supply company, which he led as CEO until retirement in 2008.
Prior to that Ralph held numerous executive positions including MD of Group Five Limited manufacturing division.
Slide 11
Industry and positioning
The industry
Partly counter cyclical and defensive
Crime rate and perceptions of crime
Growth in housing stock – middle to upper LSM and non-title deed homelands housing
Change in ownership and value of homes
Increase in middle class - SA and Africa
Disposable income
MACRO DRIVERS
SA market growth - increasing crime, growing middle class, ineffective policing and power outages
African market growth – urbanisation and increasing asset ownership
Margins stable - above inflation sales price increases and flat commodity prices offset by higher energy and labour costs
No new entrants in custom sector, churn in DIY market
Change in the nature of crime – electronic circumvention, house raids etc
KEY TRENDS
Slide 12
“During periods of growing crime people buy the best……Trellidor performs relatively well during these times”
“According to our online survey, 38% of respondents have been a victim (or someone close to them has been a victim) of crime in the last 6 months” Source: Crime stats SA
Number of people murdered and victims of attempted murder annually in South Africa……
28000
29000
30000
31000
32000
33000
34000
35000
36000
2012 2013 2014 2015
Market focus
95% of sales are retrofit into existing homes
95% of customers are end users (not construction, etc)
New builds generally become an opportunity after few years
Focus on non-commodity custom designed & installed
No retail off shelf “DIY” sales
Avoid construction sector – low margin and bad payers
Market leader
Slide 13
DEFINING THE MARKET
• Residential • Office and professional services property • Light retail (a small part of the business) • Focus on South Africa and Africa
CUSTOMER PROFILE
• Domestic LSM 6 and up • Strong growing rural (former homelands) demand
Trellidor – not a construction play
Slide 14
Results uncorrelated to construction index
Material growth achieved by Trellidor in a depressed construction environment
40%
90%
140%
190%
240%
290%
340%
390%
440%
01 July 2011 01 January 2012 01 July 2012 01 January 2013 01 July 2013 01 January 2014 01 July 2014 01 January 2015 01 July 2015
Growth in construction Index vs Trellidor EBITDA
JSE Construction & Materials EBITDA
Results uncorrelated to construction index
Defensive and resilient business
MARKET SHARE ESTIMATES
Brand awareness and market share
MARKET SIZE
BRAND AWARENESS
Very high in South Africa - generic for sliding door security Growing in Africa
No formal statistics – estimated size of market (custom made barrier security) – approximately 300,000 units and R900m annually in SA
Market penetration – substantial DIY product replacement & new builds
Trellidor = +/-35%
Main centres in SA
Trellidor = +/- 50%
Outlying areas
Slide 15
Dominant market position in South Africa but particularly outside the main centers
Brand awareness
Slide 16
Valuable brand - market leader
Major competitors National Competitors
Xpanda – Durban based 44 outlets – mostly very small part
of the distributors business 3 main branches Big focus on DIY products and
welded
Regional Competitors
Sequre – Pretoria – 22 outlets Magnador – Cape Town –12 outlets – focus on low-end
welded in recent years Trax Doors – FS King Trellis Other smaller players
Other Barrier Security Competitors
Taylor Blinds – security shutter (plantation) AC Screens – security roller shutters American Shutters – security shutter (plantation) Plantation Shutter Company
Maxidor - Gauteng based 43 outlets (4 main branches) Strong in Gauteng, but weaker in
other main centres Weak in outlying areas
Slide 17
Trellidor is the only truly national participant in the market
Slide 18
Distribution & Products
Footprint – RSA
• National distribution network vs. regional
focused competitors in main centres
The franchise network is well-established,
loyal and extremely effective
Not a royalty based model, franchisees
contribute to marketing spend
Opportunity to grow Gauteng presence
Establish new franchisees where demand
supports
72 Franchisees
• 65 Franchise owners • 103 Sales consultants • 98 Installers • 88 Administration staff
Slide 19
Unique capacity of franchise network to design, measure to fit and install
Footprint – Africa
Select assembly shops – shorten
lead times, reduce duties and
transport costs. Owned and
operated by the franchisees
Drive to increase African
representation
Low capex, low risk expansion –
partnering with select distributors
Limited international, non-African
exposure
African distributors
• 17 distributors in 17 African countries
• Company owned assembly plant in Ghana – services West Africa
Slide 20
Distributor footprint
Slide 21
National franchise network with an unique capacity to design, measure and install
Typical franchisee: Owner operator Sales team Admin staff Installers
Products Broad range of security products High quality and custom made – “non commodity” products Leaders in R&D (over 35 years of experience) Unique roll-formed steel design - increased strength and corrosion resistance Several patented locking devices Trademark registrations International certification on select products – competitors not certified
RETRACTABLE DOORS AND WINDOWS
• Wide range
• Traditional products
FIXED BARRIERS
• Primarily window solutions
• Various applications and aesthetics
ROLLERSTYLE (intro 2011)
• Residential, office and light commercial
• Emphasis on strength, aesthetics and automation
Slide 22
Products CLEAR GUARD (intro 2011) POLYCARBONATE BAR (intro 2015)
• Unique to Trellidor in Africa
• Strong “lifestyle” security barrier made from aluminium and stainless steel mesh
• “Open” when closed
• Uninterrupted views
• Newly developed for windows
• Provides an unobtrusive security barrier for windows
• Targeting gated estates
UNDER DEVELOPMENT (intro 2016)
“Without continual growth and progress, such words as improvement,
achievement, and success have no meaning.”
Benjamin Franklin
• A further substantive “lifestyle” security barrier is under development for release in mid 2016
• Targeting gated estates and suburban properties
Slide 23
Adding products
Slide 24
Growth achieved in stagnant market driven by product innovation
Slide 25
Financial information
Sales analysis
New products: Rollerstyle, Clear Guard and Polycarbonate Bar
2%
11%
41%
46%
Geographical presence
International (UK, Isreal)
Africa
Main centres (DBN, CPT, Gauteng)
Outlying regions (RSA)
2%
12%
6%
23% 58%
Product type
Poly Bar
Clear Guard
Rollerstyle
Windows
Doors
Slide 26
Opportunity to grow into Africa and broaden product range
Profit and loss Audited Audited Audited Audited Normalised 3 CAGR Growth scenario 4
2012 2013 2014 2015 2015 ’12 – ’15
Net Sales (R’m) 217.8 266.3 295.5 293.7 308.8 12.3% 336.7
Gross profit(R’m) 100.9 128.5 145.9 148.9 156.5 15.7% 170.1
EBITDA (R’m) 31.4 60.0 68.3 72.8 77.8 35.3% 85.3
PAT (R’m) 11.7 36.5 42.2 45.5 49.1 61.3% 53.4
Dividend (R’m) 29.8 20.0 40.8 43.5
EPS (cents/share) 11.2 36.5 42.2 45.5 49.1 53.4
Gross Margin 46.3% 48.3% 49.4% 50.7% 50.7% 50.7%
EBITDA Margin 14.4% 22.5% 23.1% 24.8% 25.2% 25.3%
Shares in Issue (millions - adjusted for share split) 104.9 100.0 100.0 100.0 100.0 100.0
1) Historic sales growth is a factor of several successful strategies including; the increase in number of franchises from 37 to 72 since 2010, the franchising of the Gauteng region in 2011 and 2012 (previously operated as a branch), the broadening of the product range and the opening of new territories in Africa. Historic results showed for continuing operations.
2) Earnings growth has been driven by a focus on improving margins through better material utilisation, improved labour productivity, a reduction in salaried headcount (2011:94 vs 2015:81) including two senior executives. Increases in power and labour costs in excess of inflation have muted the gains in margin.
3) National protected strike action in 2015 resulted in a loss of sales of approximately R15m which in turn reduced earnings by approximately R5m. The 2015 audited AFS have not been adjusted for the affects of the strike whilst the normalised results have been adjusted to exclude same.
4) Growth scenario assumes revenue growth of 14.6% on the 2015 audited results, whilst margins are assumed to remain constant.
Slide 27
30.6% 29.7%
11.0%9.5%
10.0%
7.1%
2.1%
3.0%
0.0%
10.0%
20.0%
30.0%
40.0%
50.0%
60.0%
2012 2015
Materials Wages Operations Maintenance
Trading margin
Slide 28
• Earnings growth has been driven by a focus on improving margins through:
• better material utilisation • improved labour productivity
• Increases in power and labour rates in excess of inflation have muted the gains in margin
• Significant flexibility in cost base – 34% of costs are variable or semi variable
• Overhead cost contained – CAGR of 2% since 2012
Trading margin - costs as % of net sales
Highly profitable sustainable trading margin
53.7%
49.3%
Material price analysis
Slide 29
75.00%
85.00%
95.00%
105.00%
115.00%
125.00%
135.00%
Jul-13 Jan-14 Jul-14 Jan-15 Jul-15
USD steel price vs ZAR steel price
Steel Base (US$) Steel Base Conv ZAR USD/ZAR
75.00%
85.00%
95.00%
105.00%
115.00%
125.00%
135.00%
Jul-13 Jan-14 Jul-14 Jan-15 Jul-15
USD aluminium ("LME") price vs. ZAR LME price
LME $ LME Conv ZAR USD/ZAR
Trellidor achieved strong margins despite no real assistance from input prices
Cash conversion and ROIC
Slide 30
• Targeted ROIC > 50% and cash conversion rate of 90%
• Cash generating capacity driven by profitability and working capital management
• Low credit risk - customers pay franchises 50%
deposit on order to the factory, franchisees pay Trellidor in the month following installation
• Despatch of order 7 – 15 days from receipt of order
• Major machinery has 20 to 30 year lifespan, thus
no major machinery related capex forecasted
0%
40%
80%
120%
160%
200%
0%
10%
20%
30%
40%
50%
60%
2012 2013 2014 2015
FCF/PAT ROIC - (LHS)
Cash conversion analysis
Slide 31
Note: ^ – Before interest expense
Highly cash generative
11.7
36.5 42.2 45.5
23.1
47.5 43.5
56.9
20.8
43.6 38.8
53.7
-
10.0
20.0
30.0
40.0
50.0
60.0
Jun12A Jun13A Jun14A Jun15A
Cash conversion ratio
Profit after tax Free cash flow from operations ^ Free cash flow - net of PPE investment
Balance sheet
Slide 32
• Low financial risk • interest cover 25x • FCF/debt = 2.3x
• Excellent working capital management
• Limited growth in invested capital over 2 years
Invested capital and interest cover
Low financial risk and frugal management of capital
27.4 25.822.5
62.4
65.368.3
-
5.0
10.0
15.0
20.0
25.0
30.0
0
15
30
45
60
75
90
105
2013 2014 2015
Debt Equity interest cover
Slide 33
Growth strategy and new capital allocation
Key growth strategies
LOW RISK STRATEGY – BUILDING ON AN EXISTING GROWTH PLATFORM – ACQUISITIONS TO ACCELERATE STRATEGY
Slide 34
Continue process to improve margins
Utilize manufacturing capacity
TRELLIDOR Grow and broaden the
African distribution network
Grow recently launched products and broaden range: in-house development and
acquisitions
Organic growth - product innovation
In-house design engineering team – continues innovation and improvement of existing products
New products introduced accelerated growth and opened new markets
Cottage Guard Early 2000
R8m turnover
Burglar Guard 2009
R9m turnover
Rollerstyle Acquired 2012
R19m turnover
Clear Guard Launched 2012
R33m turnover
Polycarbonate Bar May 2015 Promising
Under development – target gated communities and upmarket homes Anticipated market penetration similar to Clear Guard within 3 years
Research into changing trends ongoing and necessary to stay ahead Overseas trends through digital research and international trade shows Analysis of burglaries – methods to gain entry, tools used etc
Slide 35
26
52
-
10
20
30
40
50
60
2012 2015
Rollerstyle & Clearguard - Revenue growth since lanuch
Replicate a proven strategy – low risk growth
23
35
1.7
5.8
-
5
10
15
20
25
30
35
40
45
2012 2015
Traditional Rollerstyle & Clearguard
Organic growth - Africa
Slide 36
• Grow & Broaden distribution in Africa • Growth to date achieved with limited
investment • Growth through existing network – training
and support – time in the market • Opening new distributorships in 2016 in
Nigeria, Angola, Uganda, DRC and northern Mozambique
• Increasing distributors in Ghana – platform to service neighbouring West Africa
• Roll out new products (Clear Guard,
Rollerstyle, Polycarbonate bar) into international territories – accelerate existing strategy
Sales growth in Africa by product
Acquisition growth strategy
• Targets identified – size up to R100m, P/E 5 – 8x
• Utilise existing distribution network
• Enhancement of product basket - SA & Africa
• Synergistic – significant excess manufacturing capacity leads to operational efficiencies
Slide 37
Case study – acquisition of Rollerstyle
• September 2010
• High-end security roller shutter
• CAGR of 23% in turnover since acquisition
• Manufacturing synergies – production
relocated to Durban factory
• < 3 year pay back
Slide 38
Group structure and reasons for listing
Indicative group structure on Listing
TRELLIDOR
HOLDINGS
TRELLICOR
(PTY) LTD
(Operating)
TRELLIDOR (PTY)
LTD
(Property)
TRELLIDOR
GHANA LTD
(Ghana)
NEW
INVESTORS
FOUNDERS
SAIOL
(MAURITIUS)
NEWGEN
TRUST (SOUTH
AFRICA)
100.0% 100.0%
85.0%
5.7% 27.9% 13.4% 3.8% 49.2%
Board & Management
Holding
Mark Olivier 2.2%
John Winship 0.7%
Terry Dennison 7.3%
Peter Rawson 2.8%
Chris Wright 0.4%
Total 13.4%
BOARD &
MANAGEMENT
In-specie distribution of Trellidor shares – 39 shareholders
Slide 39
Reasons for listing
The business is currently majority owned by private equity funders (since 2006) - provide fund shareholders with liquidity event in terms of the fund’s mandate – however, majority of investors in the fund will retain a substantial stake in Trellidor
Enhance the company’s profile Access to capital markets for growth (organic & acquisitive) Retention, attraction and incentivisation of key staff – SIT to be established
Provide franchisees and the general public an opportunity to share in the growth of the business
Acquisition opportunities (scrip or cash) – the economy is currently depressed and it is likely that good acquisition
opportunities will be available off a relatively weak base
Slide 40
Slide 41
Summary
Loyal and highly competent management and staff
Value proposition
WELL POSITIONED AND MANAGED BUSINESS WITH A STRONG BRAND, NATIONAL DISTRIBUTION, QUALITY EARNINGS AND PROVEN TRACK RECORD READY TO ACCELERATE ITS LOW RISK GROWTH STRATEGY
Slide 42
Valuable brand - market leader
Growth opportunity in Africa underpinned by
growing levels of urbanisation and asset
ownership
Dominant market position in South Africa but
particularly outside the main centres
TRELLIDOR
Highly cash generative and profitable business
> 50% ROIC 4% dividend yield
National franchise network with an unique capacity to design, measure and install
Low risk growth strategy building on a recently
established proven growth platform
Growth achieved in stagnant economy driven by
product innovation
Defensive and resilient business – security a non discretionary spend – no
correlation with the construction sector
Slide 43
Annexures
Audited Audited Audited Audited 2012 2013 2014 2015
Non Current Assets PPE 48.8 46.2 44.7 41.5
Goodwill and other intangibles 3.3 3.2 3.2 3.1
Other 1.7 1.1 1.3 3.2 53.8 50.5 49.2 47.8
Current Assets Inventories 16.3 19.9 22.2 21.4 Trade Receivables 28.7 29.6 43.4 40.7
Cash 7.1 16.0 11.1 15.4
Other 1.8 1.0 0.4 1.1 53.9 66.5 77.1 78.6
Non Current Liabilities Debt 28.9 24.5 22.2 18.8
Provisions 2.3 2.9 3.4 5.6 31.2 27.4 25.6 24.4
Current Liabilities
Debt 15.9 2.9 3.6 3.7 Trade Payables 17.4 22.9 28.5 27.7
Other (Tax + other) 0.6 1.4 3.4 2.2 33.9 27.2 35.5 33.6
Equity 42.6 62.4 65.2 68.3
Profitability ROIC 19% 42% 48% 50%
Financial Risk Debt/Equity 105% 44% 40% 33% Debt/EBITDA 1.43 0.46 0.38 0.31 Interest Cover 5.67 17.23 21.38 23.71 Debt/FCF 2.15 0.63 0.66 0.42
Slide 44
Annexure A – Balance Sheet
Annexure B – Cash Flow
Audited Audited Audited Reviewed
2012 2013 2014 2015
Cash generated by operations (excluding finance costs) 23.1 47.5 43.5 56.9
Investment in PPE -2.3 -3.9 -4.7 -3.2
FCF 20.8 43.6 38.8 53.3
Net interest costs -4.3 -3.1 -2.9 -2.8
Repayment/raising of debt 4.2 -15.9 -0.8 -2.8
Investing and financing activities -0.1 -19.0 -3.7 -5.6
Purchase and sale of franchises / other 11.7 4.3 0.8 0
Cash available to shareholders 32.4 28.9 35.9 47.7
Dividend paid to shareholders -29.8 -20.0 -40.8 -43.5
Cash movement for the year 2.6 8.9 -4.9 4.2
Opening cash balance 4.5 7.1 16.0 11.1
Closing cash balance 7.1 16.0 11.1 15.3
Working Capital:
Trade receivable days 41 34 49 43
Inventory days 91 94 91 90
Trade payable days 55 58 70 65
Net working capital cycle 77 70 70 69
Slide 45
Annexure C - Industry structure & risk analysis
Medium risk
Integrated security and import substitution - risk
mitigated by the quality of the Trellidor product,
service and ability to customize
• Low to medium risk
Metal pricing highly visible - multiple sources of metal supply and buy forward
Well established supplier relationships with a high level of transparency to underlying commodity costs
Exposed to increases in power charges
Single supplier of clear guard mesh
Stable - highly competitive market in the main centres
Opportunity in Africa is significant - urbanisation and domestic housing growth – good margins
Shift to quality in periods of high crime
Periods of high demand produce “super” profits – operational leverage
High barriers to entry – for a national competitor
Dominant market position and high brand awareness
Capacity and extent of the distribution network is
unique
Lead time – order to installation is 10 working days
Low barriers to entry exist at the bottom end of the
market
Low to medium risk
Protection from crime is a non-discretionary
spend
Seen as highest quality product – only
manufacturer with an international rating
Trellidor is the only supplier with capacity to
deliver on larger projects nationally
Slide 46
SUPPLIER BARGAINING POWER
SUBSTITUTE PRODUCTS
CUSTOMER BARGAINING POWER INDUSTRY PROFIT POTENTIAL
ENTRY BARRIERS