Attached files
| file | filename |
|---|---|
| 8-K - FORM 8-K - MYERS INDUSTRIES INC | d755873d8k.htm |
 Myers
Industries, Inc. Scepter Acquisition Conference Call
July 9, 2014 |
 2
Statements
in
this
presentation
concerning
the
Company’s
goals,
strategies,
and
expectations
for
business
and
financial
results
may
be
"forward-looking
statements"
within
the
meaning
of
the
Private
Securities
Litigation
Reform
Act
of
1995
and
are
based
on
current indicators and expectations. Whenever you read a statement that is
not simply a statement of historical fact (such as when we describe what we
"believe," "expect," or "anticipate" will occur, and other similar statements), you must remember that our
expectations
may
not
be
correct,
even
though
we
believe
they
are
reasonable.
We
do
not
guarantee
that
the
transactions
and
events described will happen as described (or that they will happen at all).
You should review this presentation with the understanding that actual
future results may be materially different from what we expect. Many of the factors that will determine
these
results
are
beyond
our
ability
to
control
or
predict.
You
are
cautioned
not
to
put
undue
reliance
on
any
forward-looking
statement. We do not intend, and undertake no obligation, to update these
forward-looking statements. These statements involve a number of
risks and uncertainties that could cause actual results to differ materially from those expressed or implied in the
applicable statements. Such risks include: (1) changes in the markets for the
Company’s business segment; (2) changes in trends and demands in
the markets in which the Company competes; (3) unanticipated downturn in business relationships with customers
or their purchase; (4) competitive pressures on sales and pricing; (5) raw material
availability, increases in raw material costs, or other
production
cost;
(6)
harsh
weather
condition;
(7)
future
economic
and
financial
conditions
in
the
United
States
and
around
the
world; (8) inability of the Company to meet future capital requirements; (9)
claims, litigation and regulatory actions against the Company; (10) changes
in laws and regulations affecting the Company; (11) the Company’s ability to execute the components of
its strategic plan; and other risks as detailed in the Company’s 10-K and
other reports filed with the Securities and Exchange Commission.
Myers Industries, Inc. encourages investors to learn more about these risk factors.
A detailed explanation of these factors is available
in
the
Company’s
publicly
filed
quarterly
and
annual
reports,
which
can
be
found
online
at
www.myersind.com
and
at
the
SEC.gov web site.
EBITDA, adjusted EBITDA, free cash flow and net debt are not defined terms under
U.S. generally accepted accounting principles (non-GAAP measures).
Non-GAAP measures should not be considered in isolation or as a substitute for net income, cash flow or
total debt figures prepared in accordance with GAAP and may not be comparable to
similarly titled measures calculated by other companies.
Forward Looking Statements; Non GAAP Measures
Exhibit 99.1 |
 Myers
Industries Overview 3
•
NYSE: MYE
•
Founded in 1933
•
Headquartered in Akron, Ohio
•
3600 employees
•
International manufacturer of polymer products
•
Wholesale distributor for tire repair and retread products |
 Scepter
Overview •
Founded in Ontario in 1949
•
Headquartered in Toronto, Ontario
•
350 employees
•
Industry leading manufacturer of polymer products
that serve four markets:
•
Consumer
•
Military
•
Marine
•
Industrial
4 |
 Scepter
Acquisition Overview •
Acquisition completed July 2, 2014
•
Purchase price was $157M
•
Purchased Scepter Corporation (Canadian company) and
Scepter Manufacturing, LLC (U.S. company)
•
Third bolt-on acquisition in Material Handling in two
years
•
2013 annual sales approximately $100M
•
Represents an almost 30% increase to the Material Handling Segment
2013 sales
5 |
 Scepter
Acquisition Rationale •
Immediately enhances Myers’
overall profitability, free
cash flow and return on invested capital
•
Complements Material Handling Segment in end markets,
products, and technologies
•
Aligns closely with core growth platforms
•
Storage and Safety Products
•
Specialty Molding
•
Provides Myers opportunity to move into adjacent
markets –
military and consumer
•
Expands geographic reach
6 |
 Scepter
Transaction Economics •
Purchase price $157M
•
Trailing twelve months EBITDA $23.5M
•
EBITDA multiple of 6.7 times before synergies
•
Myers increased its senior secured revolving credit facility
to $300M to fund acquisition
•
Other terms of the facility remain unchanged
•
Proceeds from the divestiture of the Lawn & Garden Segment will be
used to pay down debt
7
•
Expected to be immediately accretive to adjusted earnings
per share
•
Annual synergies of more than $2.0M are anticipated |
 Additional
Recent Announcements & Events •
Commencement of the sale of the Lawn & Garden
Segment
•
Two-phase restructuring complete
•
Engaged William Blair to assist with the sales process
•
Expect the sale to be completed in less than twelve months
•
Reported as discontinued operation in second quarter Form 10Q filing
•
Sale of WEK Industries, Inc. to Industrial Opportunity
Partners
•
Sale price of approximately $19.5M
•
Segment reporting realignment
•
Reduces our reporting segments from four to two
•
Starts with the second quarter Form 10Q filing
•
Two reportable segments
•
Material Handling
•
Distribution
8 |
 Appendix
9 |
 Scepter EBITDA
Reconciliation (Unaudited) 10
(1) Earnings before interest and taxes of Scepter Corporation and Scepter
Manufacturing, LLC (Scepter). ($ millions USD)
TTM 5/31/2014
EBIT
(1)
$ 18.2
Depreciation and Amortization
EBITDA
$ 23.5
5.3 |
 Scepter
Markets & Products 11
Consumer Segment
•
Automotive fuel containers
•
“Flo n’
go”
fluid transfer system
Marine Segment
•
Remote outboard engine fuel tanks
•
Fuel transfer systems
Military
Segment
•
Ammunition packaging
•
Fuel and water canisters
Industrial Segment
•
Food and beverage handling
•
Storage cotainers |
 |