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Reference (apr02) Annual General Meeting 2008 June 3, 2008 Wacker Construction Equipment AG

Wacker Construction Equipment AG · 1 Figures for Wacker Construction Equipment AG, Weidemann GmbH, Kramer-Werke GmbH 2 Figures for Wacker Construction Equipment AG 5.78% 5.25% 2006

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Reference (apr02)

Annual General Meeting 2008

June 3, 2008

Wacker Construction Equipment AG

Reference (apr02)

Annual General Meeting 2008 – Management ReportDr.-Ing. Georg Sick, CEO and President

June 3, 2008

Wacker Construction Equipment AG

3Reference (apr02)

Overview

IPO

Financials 2007 and Q1/2008

Merger

Outlook

The Company

4Reference (apr02)

From blacksmith’s shop to profitable global market leader in 160 years

1848

1951

1957

20052006 2007

2007

2008

Wacker founded as a blacksmith’s shop in Dresden, Germany

Following total loss of production facilities, company headquarters

relocated to Munich in 1945

First affiliate in the USA

Acquisition of Weidemann GmbH, a leading wheel loader manufacturer for

the agricultural industry

Acquisition of Drillfix AG and Ground Heaters, Inc.

IPO, listing on SDAX

Company name changed to Wacker Neuson SE (AGM, June 2008)

Merger with Neuson Kramer Baumaschinen AG

5Reference (apr02)

Internal and external relations based on mature value-oriented corporate culture

Headcount

2,168

3,659

2006 20071

2,837

Keen awareness of environmental and social responsibilities

Fair competitive landscape and anti-corruption stance that fights any methods aimed at gaining improper advantage

Avoidance of all forms of staff discrimination

2003

Honest relations in all customer dealings

Value-oriented culture (extract)

Close attention to user safety

Cost-consciousness and rapid execution

2,934

1 2007 incl. Neuson Kramer Baumaschinen AG (yellow)

……

6Reference (apr02)

Extensive sales and service network with over 30 subsidiaries and more than 180 locations worldwide

More than 5,200 dealers worldwide based at over 12,400 sites

7Reference (apr02)

Strong focus on employee empowerment – giving our local people the freedom to add value to our customers

Innovative

Responsive Reliable

Quality-driven Trustworthy

Customer

8Reference (apr02)

70 percent of products in the light equipment segment are used in the infrastructure and industrial sector

9Reference (apr02)

Continuous product enhancement to meet market demands – 420 patents worldwide

Changes

0

10

20

30

40

50

60

70

80

1998 1999 2000 2001 2002 2003 2004 2005 2006 2007

Four-stroke low oil shut-off and general enhancements

Major upgrade of complete line featuring improved air filtration, starting and high temperature performance

Four-stroke Wacker engine rammers

Two-stroke oil injection models and Asian rammers

All new two-stroke BS500-BS700 plus diesel DS720

10Reference (apr02)

Examples of product innovations

Special motor for rammers and gasoline breakers Altitude test in a vacuum test chamber

11Reference (apr02)

Examples of product innovations

Trend-setting security technology with infrared remote control

12Reference (apr02)

Examples of product innovations

Non-linear crash simulation of plastic Global innovation: high-performance compaction

13Reference (apr02)

Each product group1 is manufactured at a single location for natural currency hedging

Reichertshofen (Germany)

Milwaukee (USA)

Manila (Philippines)

1 Selection of products in the light equipment segment.

Internal vibrators, reversible platesBreakers, floor saws

Trowels, rammers, rollersPortable generators, pumps

New: Norton Shores (USA)

Hydronic heating equipmentMobile generators, light towers

Wet screeds, cut-off-sawsVibratory plates

14Reference (apr02)

High flexibility and personal responsibility coupled with performance-driven remuneration increases productivity

Flat hierarchy without team-leaders/self-organisation of teamsOpen communication on targets and team achievementsLeadership

Well-trained employees

Flexible working hours

High automation

27 to 50 working hours per week, depending on demandIndividual focus factory teams organise their working hours independently

Considerable investments made over the last yearsInnovative quality and improvement management

Employees trained for the broad majority of different tasks in the production process of their respective focus factory

Employee incentives

Fix Salary IndividualBonus

ProductivityBonus

QualityBonus

DeliveryBonus

Total Salary

15Reference (apr02)

Philosophy (extract)

Employee turnover in Germany2

Active staff involvement and promotion

1 Figures for Wacker Construction Equipment AG, Weidemann GmbH, Kramer-Werke GmbH2 Figures for Wacker Construction Equipment AG

5.78% 5.25%

2006 2007

Apprenticeships in Germany1

106112

2006 2007

+ 5.7 %

Voluntary benefits (extract)

Employees encouraged to “think outside the box”

Flat hierarchies and freedom to make decisions

Hermann Wacker Innovation Award for technical and process innovations

Curt Wacker foundation provides emergency financial support for employees

In-house academy for further training

Employee share program at IPO

Collaboration with the Don Bosco institute in Manila

16Reference (apr02)

Steady organic growth complemented by acquisitions since 2005

Sales 1995 through 20061

(€ million)

619.3

2006

503.2

411.2

2004 2005

1 All figures prepared according to IFRS

361.9

20032002

356.7

…….

249.8

1995

CAGR: + 4.7%

CAGR: + 22.7%

607.2

472.7 Acquisitionof

Ground Heaters,

DrillfixAcquisition of

Weidemann

17Reference (apr02)

Overview

IPO

Financials 2007 and Q1/2008

Merger

Outlook

The Company

18Reference (apr02)

Successful IPO in May 2007

Prospectus: Detailed report of merger with Neuson Kramer Baumaschinen AG

I

P

0

Start of trading: May 15, 2007

Frankfurt Stock exchange: Prime Standard, SDAX

Shares: 18.4 million shares1

Price range: 18 up to 22 Euro

Initial price: 24.60 Euro

Lock-up: 12 months for management and family

1 Total shares as of 31. December 2007: 70.14m shares

19Reference (apr02)

Share price reflects trend away from small and mid-sized caps as well as effects of US subprime crisis

SDAX

20Reference (apr02)

Share price development in line with peer group

(50%)

21Reference (apr02)

EUR 13

EUR 14

EUR 17

EUR 17

EUR 15.34

EUR 21

EUR 27

EUR 18

Target price

NeutralGoldman Sachs

BuySal. Oppenheim (IPO)

BuyDeutsche Bank (IPO)

BuySES Research (M.M. Warburg)

BuyBankhaus Reuschel

UnderperformCheuvreux

BuyDresdner Kleinwort

Buy

Recommen-dation

UBS (IPO)

Current analyst recommendations

Active Investor Relations program at and after IPO

Over 85 investor meetings during the IPO roadshow

International award for the annual report for fiscal 2006

Investor Relations

Post-IPO actions:

Two analyst conferences

Countless roadshows and investor conferences

Meetings with over 100 institutional investors

Active corporate governance

22Reference (apr02)

Overview

IPO

Financials 2007 and Q1/2008

Merger

Outlook

The Company

23Reference (apr02)

Merger creates a global market leader for light and compact equipment

Memorandum of Understanding

Approval by the Antitrust Authorities

Closing

March 30, 2007

May 4 and 11, 2007

SigningSeptember 23, 2007 and October 18, 2007

October 31, 2007

AGMJune 3, 2008

24Reference (apr02)

Neuson Kramer: From foundation to market leader for compact equipment in just a few years

2008

2007

Merger with Wacker Construction Equipment AG

Name of parent company changed to Wacker Neuson SE (AGM, June 2008)

1981

1984

1990

19981999

Neuson Hydraulik GmbH founded

First mini excavator developed

Neuson Baumaschinen GmbH founded

Acquisition of dumper manufacturer Lifton Ltd., UK

Partnership with Gehl Company, USA

2001

Merger with Kramer-Werke GmbH, name changed to Neuson Kramer

Baumaschinen AG

25Reference (apr02)

Neuson Kramer sales1

Merger executed exactly as announced in the IPO prospectus

1 All figures prepared according to IFRS2 Fiscal 1.2.-31.1., 2005 figure: expenditure format, 2006 figure: cost of sales format3 Fiscal 1.2.-31.12., only 11 months for Neuson Baumaschinen GmbH, cost of sales format

(€ million)

198.5

329.9

20062 20073

264.0

EBIT-based asset-transfer ratio using fiscal 2006 figures :

Wacker: 62.5 percent

Neuson Kramer: 37.5 percent

Transfer of around 23.5 million shares to Neuson Kramer shareholders

around 19,1 million shares from capital increases

around 4.4 million treasury shares

Payment of cash settlement of 18.1 million euros prior to merger in recognition of strong growth in 2007

20052

Merger details

CAGR: + 28.9%

26Reference (apr02)

Clearly defined brand structure for construction and agriculture

COMPACT EQUIPMENTLIGHT EQUIPMENT

NEW BRANDS

CONSTRUCTION, LANDSCAPING, MUNICIPAL BODIES, RECYCLING, INDUSTRY AGRICULTURE

produced for

OLD BRANDS

27Reference (apr02)

Business segments: Our portfolio optimizes the entire construction process flow

Wheeled excavators

Light Equipment Compact Equipment Services

Service

Wheel loaders (articulated steering)

Wheel loaders for agriculture

Wheel loaders (all-wheel steering)

Tracked excavators

Dumpers

Compact loaders

Rental in Central and Eastern Europe

Over 40 product groups

Telehandlers for agriculture

Telehandlers Tele wheel loaders

Over 250 product groups

Utility

Concrete technology Soil and asphalt compaction

Demolition

28Reference (apr02)

Compact equipment – premium product portfolio marketed under the Wacker Neuson brand

29Reference (apr02)

Compact equipment – premium product portfolio marketed under the Kramer Allrad brand

30Reference (apr02)

Compact equipment – premium product portfolio marketed under the Weidemann brand

31Reference (apr02)

In compact equipment, production mainly involves assembly work (low degree of vertical integration)

Linz (Austria) Tredegar (Great Britain) Korbach (Germany)

Track and mobile excavatorsSkid-steer loaders (SSL)Track dumpers

Dumpers Wheel loaders (articulated)

Pfullendorf (Germany)Wheel loaders(all-wheeled)Tele wheel loadersTelehandlers

Gotha (Germany)Tele-handlers

Note: Selected products.

32Reference (apr02)

Interplay between light and compact equipment for the same customer processes

Light towers Generators Pumps

Utility

Breakers Vibratory platesFloor/cut-off saws Wheel loadersMini excavators Rammers

Cutting Breaking Excavation Filling Compaction Asphalt compaction

33Reference (apr02)

Utilizing sales synergies in line with merger strategy

Introduction of compact class leveraging Wacker’s sales and service network

Introduction in 2008: USA, France, Spain, Great Britain, Switzerland, Russia, Australia and New Zealand

Introduction USA:

14 models presented at several trade shows in the USA, e.g. Conexpo in March in Las Vegas

High dealer interest

Planning to build a production facility for compact products in North America

34Reference (apr02)

Wacker Neuson Management – delivering on strategy

Dr. Georg SickCEO and President

Richard MayerLight Equipment

Werner SchwindSales, Service,

Rental

Martin LehnerDeputy Chairman of the Executive BoardCompact Equipment

Günther BinderCFO, IT

Supervisory BoardHans Neunteufel (Chairman of the Supervisory Board)Dr. Ulrich Wacker (Deputy Chairman of the Supervisory Board)Dr. Eberhard Kollmar, Kurt HelletzgruberHerbert Santl and Elvis Schwarzmair(Employee Representative)

Management structure

35Reference (apr02)

Overview

IPO

Financials 2007 and Q1/2008

Merger

Outlook

The Company

36Reference (apr02)

Expansion of rental business in CEE

Geographic Expansion

Expansion Light Equipment

Expansion Compact Equipment

2

3

4

1

Strategy Result

Significant investment (2007 capex ~ 25m €), broadening of offering

Expansion sales and service coverage in Russia and India

47 new products / product launches – new Manila plant for Light Equipment products

Launch of own compact equipment range for construction business New Weidemann plant for wheel loaders Merger with Neuson Kramer

2007 saw Wacker pursue its growth strategy as announced and fulfill all promises made at the time of the IPO

37Reference (apr02)

Revenues1

EBITDA incl. PPA1,2

2007: Strong growth and high profitability

1 All figures prepared according to IFRS; figures for 2007 include Q4 results for Neuson Kramer.2 PPA = Purchase Price Allocation

(€ million)

(€ million)

619.3

742.1

2006 2007

100.2117.0

2006 2007

720

Forecast

+ 19.8 %

+ 16.7 %

EBITDA before PPA1,2

(€ million)

100.2119.6

2006 2007

120

Forecast

+ 19.4 %

38Reference (apr02)

2.976.778.9(11.5)90.4EBIT

48.6

(27.6)

76.2

12.4

(45.3)

(16.1)

(123.9)

41.3

255.7

619.3

2006

-10.6-12.2EBIT margin (in %)

2.678.2(11.6)89.8EBT

-38.1-39.5Gross margin (in %)

10.5282.5(10.6)293.2Gross profit

29.2(20.8)(0.8)(20.0)Research and development costs

6.6(48.3)(0.1)(48.2)Administration cost

(12.7)(24.1)3.5(27.6)Taxes on income

11.354.1(7.9)62.0Profit for the period

13.1(140.1)-(140.1)Sales costs

742.1

2007excl. PPA

-

PPA

742.1

2007incl. PPA

Change in %

19.8Revenues

Income Statement1,2

2007: Key figures up despite PPA effects

(€ million)

1 All figures prepared according to IFRS; figures for 2007 include Q4 results for Neuson Kramer.2 PPA = Purchase Price Allocation3 Without Other income and Other expense

39Reference (apr02)

Revenues Wacker + Q4 Neuson Kramer1

2007: Substantially enhanced revenues on pro-forma basis

(€ million)

619.3

742.1

2006 2007

658.2

Wacker

+ 19.8%

Revenues Wacker Neuson2

(€ million)

883.2

979.5

2006 2007

+ 10.9 %

1 All figures prepared according to IFRS; figures for 2007 include Q4 results for Neuson Kramer.2 All figures prepared according to IFRS; Revenues on pro-forma basis, only 11 months Neuson Baumaschinen GmbH (1.2.-31.12.)

+6.3%

40Reference (apr02)

Dividend proposal: Increased payout - rise in number of eligible shares

Dividend proposal

0.62€

70.14million shares

2006 20071

39.15 million shares

0.50€

Annual General Meeting (extract)

Resolution to authorize the procurement and subsequent resale of treasury shares within the meaning of Section 71 (1) No. 8 of the AktG

Resolution to change the legal form of Wacker Construction Equipment AG to a European company (Societas Europaea, SE)

Payout

24.27

35.07

2006 2007

+ 44.5 %(€ million)

1 Dividends of EUR 0.27 per share + bonus of EUR 0.23 per share (yellow)

41Reference (apr02)

2007: Demand in Europe and Asia remains healthy –strong demand in all business segments

Revenues Europe1

(€ million)+ 33.1%

391.1520.7

2006 2007

Revenues Americas1

(€ million)

- 4.4%205.0 196.1

2006 2007

Revenues Asia1

+ 9.0%23.2 25.3

2006 2007

1 All figures prepared according to IFRS; figures for 2007 include Q4 results for Neuson Kramer (Previous year).

(€ million)

Revenues Light Equipment(€ million)

+ 4.3%391.4

408.2

2006 2007

Revenues Compact Equipment(€ million)

+ 103.4%

88.2179.5

2006 2007

Revenues Services

+ 10.4%

144.7159.7

2006 2007

(€ million)

42Reference (apr02)

Purchase of property, plant and equipment1

Use of proceeds of the IPO to fund potential growth

(€ million)

31.4

81.6

2006 20072

+ 159.9 %

Construction of a new production plant in Manila

Construction of new production plant Weidemann GmbH in Korbach (Germany)

Expansion of the rental business in Central and Eastern Europe

Construction of new production plant Ground Heaters, Inc in Norton Shores (USA)

Construction of new training centre in Reichertshofen (Germany)

1 All figures prepared according to IFRS; figures for 2007 include Q4 results for Neuson Kramer.2 Inclusive Purchase Price Allocation

43Reference (apr02)

2007: Expansion of profitable rental business in Central and Eastern Europe

Rental business strategy:

In countries with their own regional branches (direct sales)

Not in countries with potential for conflict with existing customers, such as Spain, the US, France, Great Britain, Scandinavia

Objective: rental pool of own equipment from the light and compact equipment segments

Rental business is profitable:

Equipment at manufacturing costs in rental pool

Depreciation over four to six years

Subsequent sale as used equipment

44Reference (apr02)

Revenues1

Adjusted EBITDA2,3

Q1/2008: Revenues and earnings up due to merger

1 All figures prepared according to IFRS; figures for 2007 Wacker stand alone, for 2008 Wacker plus Neuson Kramer2 PPA = Purchase Price Allocation3 Adjusted EBITDA = EBITDA, we would have realized by selling invested compact equipment to third parties

(€ million)

(€ million)

160.4

228.2

Q1/2007 Q1/2008

29.441.3

+ 42.3%

EBITDA1,2

(€ million)

24.529.4

Q1/2007 Q1/2008incl. PPA

+ 20.0%

100%

30.0

Q1/2008before PPA

Q1/2008incl. PPA

Q1/2008adjusted

45Reference (apr02)

7.7

-

11.1

-

5.8

11.3

Factors affecting earnings

1.9

-

2.8

-

0.6

0.6

PPA

-12.9EBITDA margin (as a %)

--Neuson Kramer consolidation expenses

-8.4EBIT margin (as a %)

21.912.3Profit for the period

33.019.1EBIT

29.4

Q1/2008incl. PPA

Adjusted

41.3EBITDA

Consolidation effects1,2

Q1/2008: Earnings effects from consolidation

(€ million)

1 All figures prepared according to IFRS; figures for 2007 Wacker stand alone, for 2008 Wacker plus Neuson Kramer2 PPA = Purchase Price Allocation3 Proceeds from the sale equipment that would normally have accrued to the company had the products been sold to third

parties, but which were not realized. The reason was that these products were channeled into rental and demo fleets as part of our investment policy to stock our fleets with compact machines from our own production facilities

46Reference (apr02)

Q1/2008: Increasing revenues in Europe and compact equipment

Regions1 Business Segments1

Asia2.5% (3.0%)

Europe 78.2% (64.7%)

Americas 19.3% (32.3%)

Compact Equipment 43.1% (13.3%)

Light Equipment 39.8% (65.8%)

Services 17.1% (20.9%)

1 All figures prepared according to IFRS; figures for 2007 Wacker stand alone, for 2008 Wacker plus Neuson Kramer

47Reference (apr02)

Q1/2008: High demand in Europe and Asia – positive trend for compact equipment and services segments

Revenues Europe1

(€ million)+ 72.0%

103.3178.4

Q1/2007 Q1/2008

Revenues Americas1

(€ million)

- 15.0%51.9 44.1

Q1/2007 Q1/2008

Revenues Asia1

+ 20.9%4.8 5.8

Q1/2007 Q1/2008

(€ million)

1 All figures prepared according to IFRS; figures for 2007 Wacker stand alone, for 2008 Wacker plus Neuson Kramer

Revenues Light Equipment(€ million)

- 14.2%106.3 91.3

Q1/2007 Q1/2008

Revenues Compact Equipment(€ million)

+ 361.1%

21.4

98.8

Q1/2007 Q1/2008

Revenues Services

+ 16.0%

33.8 39.2

Q1/2007 Q1/2008

(€ million)

48Reference (apr02)

Overview

IPO

Financials 2007 and Q1/2008

Merger

Outlook

The Company

49Reference (apr02)

Source: Global Insight.

Ø p.a. +4.6%Construction industry by 2010

+7.7%Construction projects 2008

AsiaSource: Global Insight.

+7,6%South America: Construction projects 2008

+7.1%USA: Non-residential construction by 2011

+0.4%USA: Residential construction by 2011

AmericasSource: Euroconstruct.

p.a. +2.2%2009 and 2010

Ø p.a. +3.5%Underground construction by 2010

+3.1%Non-residential construction 2008

EuropeSource: Federation of the German Construction Industry.

Germany

+3.0%Construction investment 2008

Bright medium to long-term market forecasts for the construction industry

Global Construction Industry Growth

2007 2008e 2009e 2010e

+3.6%

+5.3%

+5.3%

US$ 5 trillion

Market Performance

Source: Global Insight.

50Reference (apr02)

Wacker Neuson is striving for sustained expansion through both organic growth and acquisitions

Global launch of products from the compact equipment business segment

Expansion of product portfolio in the light and compact equipment business segments

Expansion of rental business in Central and Eastern Europe

International expansion, including Russia, Eastern Europe, India and China

Acquisitions to round off product portfolio

51Reference (apr02)

Wacker Neuson is aiming for further growth in sales and earnings

Revenues

(€ million)

20071 2008e2

>1,000

742.1

619.3

2006

503.2

411.2

2004 2005

EBITDA ratio

16.1%

>17.0%

1 All figures prepared according to IFRS; figures for 2007 include Q4 results for Neuson Kramer.2 All figures prepared according to IFRS; Sales on pro-forma basis

Reference (apr02)

Annual General Meeting 2008

June 3, 2008

Wacker Construction Equipment AG