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HC2 HOLDINGS, INC.
© HC2 Holdings, Inc. 2016
Company Overview
© 2 0 1 6 H C 2 H O L D I N G S , I N C .
Special Note Regarding Forward-Looking Statements. Safe Harbor Statement Under the Private Securities Litigation Reform Act of 1995: This presentation contains, and certain oral statements
made by our representatives from time to time may contain, forward-looking statements. Generally, forward-looking statements include information describing actions, events, results, strategies
and expectations and are generally identifiable by use of the words “believes,” “expects,” “intends,” “anticipates,” “plans,” “seeks,” “estimates,” “projects,” “may,” “will,” “could,” “might,” or
“continues” or similar expressions. The forward-looking statements in this presentation include without limitation statements regarding our expectation regarding building shareholder value. Such
statements are based on the beliefs and assumptions of HC2's management and the management of HC2's subsidiaries. The Company believes these judgments are reasonable, but you should
understand that these statements are not guarantees of performance or results, and the Company’s actual results could differ materially from those expressed or implied in the forward-looking
statements due to a variety of important factors, both positive and negative, that may be revised or supplemented in subsequent reports on Forms 10-K, 10-Q and 8-K. Such important factors
include, without limitation, issues related to the restatement of our financial statements; the fact that we have historically identified material weaknesses in our internal control over financial
reporting, and any inability to remediate future material weaknesses; capital market conditions; the ability of HC2's subsidiaries to generate sufficient net income and cash flows to make
upstream cash distributions; volatility in the trading price of HC2 common stock; the ability of HC2 and its subsidiaries to identify any suitable future acquisition opportunities; our ability to realize
efficiencies, cost savings, income and margin improvements, growth, economies of scale and other anticipated benefits of strategic transactions; difficulties related to the integration of
financial reporting of acquired or target businesses; difficulties completing pending and future acquisitions and dispositions; effects of litigation, indemnification claims, and other contingent
liabilities; changes in regulations and tax laws; and risks that may affect the performance of the operating subsidiaries of HC2. These risks and other important factors discussed under the
caption “Risk Factors” in our most recent Annual Report on Form 10-K filed with the Securities and Exchange Commission (“SEC”), and our other reports filed with the SEC could cause actual
results to differ materially from those indicated by the forward-looking statements made in this presentation .
You should not place undue reliance on forward-looking statements. All forward-looking statements attributable to HC2 or persons acting on its behalf are expressly qualified in their entirety by
the foregoing cautionary statements. All such statements speak only as of the date made, and HC2 undertakes no obligation to update or revise publicly any forward-looking statements,
whether as a result of new information, future events or otherwise.
Non-GAAP Financial Measures
In this presentation, HC2 refers to certain financial measures that are not presented in accordance with U.S. generally accepted accounting principles (“GAAP”), including Core Operating
Subsidiary Adjusted EBITDA, Total Adjusted EBITDA (excluding Insurance) and Insurance AOI.
Management believes that Adjusted EBITDA measures provide investors with meaningful information for gaining an understanding of certain results as it is frequently used by the financial
community to provide insight into an organization’s operating trends and facilitates comparisons between peer companies, because interest, taxes, depreciation, amortization and the other
items for which adjustments are made as noted in the definition of Adjusted EBITDA below can differ greatly between organizations as a result of differing capital structures and tax strategies.
Adjusted EBITDA can also be a useful measure of a company’s ability to service debt. In addition, management uses Adjusted EBITDA measures in evaluating certain of the Company’s
segments performance because they eliminate the effects of considerable amounts of noncash depreciation and amortization and items not within the control of the Company’s operations
managers. While management believes that these non-US GAAP measurements are useful as supplemental information, such adjusted results are not intended to replace our US GAAP financial
results and should be read together with HC2’s results reported under GAAP.
Management defines Adjusted EBITDA as Net income (loss) adjusted to exclude the impact of asset impairment expense; gain (loss) on sale or disposal of assets; lease termination costs; interest
expense; loss on early extinguishment or restructuring of debt; other income (expense), net; foreign currency transaction gain (loss); income tax (benefit) expense; gain (loss) from discontinued
operations; non-controlling interest; share-based compensation expense; acquisition related and other non-recurring costs; other costs and depreciation and amortization. A reconciliation of
Adjusted EBITDA to net income, the most comparable measure calculated in accordance with GAAP, is included in the financial tables at the end of this release.
Management believes that Insurance AOI measures, used frequently in the insurance industry, provide investors with meaningful information for gaining an understanding of certain results and
provides insight into an organization’s operating trends and facilitates comparisons between peer companies.
Management defines Insurance AOI as Net income (loss) for the Insurance segment adjusted to exclude the impact of net investment gains (losses), including other-than-temporary impairment
losses recognized in operations and acquisition related and non-recurring costs. Management believes that Insurance AOI provides a meaningful financial metric that helps investors understand
certain results and profitability. While these adjustments are an integral part of the overall performance of the Insurance segment, market conditions impacting these items can overshadow the
underlying performance of the business. Accordingly, we believe using a measure which excludes their impact is effective in analyzing the trends of our operations.
By accepting this document, each recipient agrees to and acknowledges the foregoing terms and conditions.
Safe Harbor Disclaimers
1
Company Overview
© 2 0 1 6 H C 2 H O L D I N G S , I N C .
HC2 Holdings, Inc.
3
W ho W e Are
W ha t W e Do
D i v e r s i f i e d h o l d i n g c o m p a n y
P e r m a n e n t c a p i t a l
S t r a t e g i c a n d f i n a n c i a l p a r t n e r
T e a m o f v i s i o n a r i e s
B u y a n d b u i l d c o m p a n i e s
E x e c u t e b u s i n e s s p l a n s
D e l i v e r s u s t a i n a b l e v a l u e f o r
s h a r e h o l d e r s
© 2 0 1 6 H C 2 H O L D I N G S , I N C .
Investment Highlights
4
Why Invest in HC2?
Leadership team has diverse network resulting in unique deal flow
Unique combination of operating entities accessible through one
investment
– Controlling stakes in leading, stable, cash flow generating businesses
– Option value opportunities with significant equity upside potential
Long-term strategy allows management teams the ability to
execute business plans
Diversification across a number of industries
Financial flexibility
© 2 0 1 6 H C 2 H O L D I N G S , I N C .
Clear focus on delivering sustainable value for all stakeholders
Value operator with long-term outlook
Acquire controlling equity interests in diverse industries creating value through growth in operating
subsidiaries
Strong capital base allows funding of subsidiary growth
Speed of execution gives HC2 a competitive advantage over traditional private equity firms
Env i s ion
Execute Empower
– Seek to build value over the long-term
– Expansive network results in unique deal flow
– Target a barbell investment strategy
• Stable cash flow generation
• Early-stage companies with option value
Env i s ion
– Partner with experienced
management teams
– Establish specific operating
objectives
– Provide financial expertise
– Help execute strategy
E m p o w e r M a n a g e m e nt
– Focus on speed of execution
– Capitalize on opportunities
– Deliver sustainable value
Execute
HC2 Value Philosophy
5
© 2 0 1 6 H C 2 H O L D I N G S , I N C .
HC2 Company Snapshot
6
Early Stage and Other Holdings
Core Operating Subsidiaries
One of the largest steel
fabrication and erection
companies in the U.S.
91% ownership
Manufacturing:
SCHUFF
Marine Services:
GMSL
Leading provider of subsea
cable installation,
maintenance and
protection in telecom,
offshore power and oil & gas
JV’s with Huawei Marine
Networks & S.B. Submarine
Systems (China Telecom)
Majority interest in offshore
renewables specialist CWind
95% ownership
Premier distributor of natural
gas motor fuel throughout
the U.S.
Currently own or operate
17 natural gas fueling
stations
49.9% ownership
Utilities:
ANG
Telecom:
PTGI ICS
One of the largest
International wholesale
telecom service companies
Global sales presence
Internal and scalable
offshore back office
operations
100% ownership
Life Sciences: PANSEND
BeneVir: Oncolytic viral immunotherapy for treatment of solid cancer tumors
R2 Dermatology: Medical device to brighten skin based on Mass. General Hospital technology
Genovel: Novel, patented, “Mini Knee” and “Anatomical Knee” replacements
MediBeacon: Unique non-invasive real-time monitoring of kidney function
Triple Ring Technologies: R&D engineering company specializing in medical devices,
homeland security , imaging, sensors, optics, fluidics, robotics & mobile healthcare
Nervve: Provider of video
and image search technology
for information extraction
and powerful analytics applications
Dusenberry Martin Racing:
Owns worldwide exclusive licensing
rights to NASCAR® simulation style racing
titles on interactive entertainment platforms
Other:
Core Financial
Services Subsidiaries
Newly formed insurance unit
Executive Chair:
James P. Corcoran
Acquisition of American
Financial Group’s (“AFG”)
long-term care and life
insurance businesses
100% ownership
~$77m of statutory surplus
~$2.1b in total GAAP assets
Insurance:
CIG
All data as of June 30, 2016 except number of ANG fueling stations which includes
one station commissioned in July 2016 and one acquired in August 2016.
© 2 0 1 6 H C 2 H O L D I N G S , I N C .
HC2 Leadership Team
7
Philip A. Falcone
Chairman of the Board,
Chief Executive Officer and President
Keith M. Hladek
Chief Operating Officer
Michael Sena
Chief Financial Officer
Paul K. Voigt
Senior Managing Director
Paul L. Robinson
Chief Legal officer & Corporate Secretary
Suzi Raftery Herbst
Chief Administrative Officer
Andrew G. Backman
Managing Director
© 2 0 1 6 H C 2 H O L D I N G S , I N C .
Note: As a result of the Schuff Tender, HC2’s ownership increased to 89% and subsequently through open market share purchases increased to 91%
HC2 Stock Performance & Timeline
8
0
2
4
6
8
10
12
14
2014
HRG Group acquires
majority interest in
"PTGi"
1/8/2014
HC2 acquires Schuff
(65%)
5/29/2014
HC2 acquires
Global Marine (97%)
9/22/2014
HC2 announces results
of Schuff Tender Offer
Company renamed
"HC2"
4/14/2014
10/7/2014
$250M Senior
Secured Notes
Offering Closing
11/20/2014
NYSE Listing
Announced
12/23/2014
HC2 FY2014
Earnings Release
3/16/2015
HC2 forms
Continental
Insurance Group
4/14/2015
$50M Tack-On to
Senior Secured Notes
3/23/2015
2015
HC2 acquires interest
in Gaming Nation
6/10/2015
HC2 closes
LTC and life
insurance
acquisition
12/24/2015
2016
Global Marine
Acquires Majority
Interest in CWind
2/3/2016
HC2 1Q2016
Earnings Release
5/9/2016
HC2 2Q2016
Earnings Release
8/9/2016
Segment Detail
© 2 0 1 6 H C 2 H O L D I N G S , I N C .
Select Customers:
Schuff International – Company Snapshot
10
Schuff International operates primarily as an integrated fabricator and erector of structural
steel and heavy steel plate, as well as a manufacturer of equipment for the oil & gas industry
through it’s four subsidiaries
The Company fabricates and erects structural steel for commercial and industrial
construction projects including high and low-rise buildings and office complexes, hotels and
casinos, convention centers, sports arenas, shopping malls, hospitals, dams, bridges, mines
and power plants
Facilities in the U.S. and Panama (JV)
Founded in 1976 and headquartered in Phoenix, AZ
Business Description:
Wilshire Grand
Rustin Roach – President and CEO
Michael Hill – CFO and Treasurer
Scott Sherman – VP, General Counsel
Select Management:
Apple World Headquarters
© 2 0 1 6 H C 2 H O L D I N G S , I N C .
Schuff International – Company Snapshot
11
CORE
ACTIVITIES
The largest structural steel
fabricator and erector in
the U.S.
In-house structural & design
engineering expertise
Provides structural steel
fabrication & erection
services for smaller
projects leveraging
subcontractors and in-
house project managers
Manufactures equipment
designed for use in the oil,
gas, petrochemical and
pipeline industries, such
as: pollution control
scrubbers, tunnel liners,
pressure vessels, strainers,
filters and separators
Panamanian Joint
Venture with Empresas
Hopsa, S.A and operates
a steel fabrication facility,
Strengthens Schuff’s
international presence
PRODUCTS
AND SERVICE
OFFERINGS
Structural Steel fabrication
Steel erection services
Structural engineering &
design services
Preconstruction engineering
services
BIM (Building Information
Modeling)
Project Management (using
proprietary SIMS platform)
Structural Steel fabrication
(subcontracted)
Steel erection services
(subcontracted)
Project Management
(using proprietary SIMS
platform)
Design engineering
Fabrication services
Design engineering
Structural steel fabrication
Steel erection services
INDUSTRIES
SERVED
Commercial
Convention & Event
Centers
Energy
Government
Healthcare
Industrial & Mining
Infrastructure
Leisure
Retail
Transportation
Commercial
Government
Healthcare
Leisure
Retail
Transportation
Petrochemical
Oil & gas infrastructure
Pipelines
Commercial
Government
Industrial
Infrastructure
Retail
Transportation
© 2 0 1 6 H C 2 H O L D I N G S , I N C .
Global Marine Systems (GMSL) – Company Snapshot
12
Leading provider of offshore marine engineering for subsea cable installation,
maintenance and cable protection requirements
Seeks to position itself as a key player driving convergence of its maintenance
services across the telecom, oil & gas, and subsea cabling markets
Has installed roughly 23% of the world's subsea fiber optic cable
Founded in 1850
Headquartered in UK with major regional hub in Singapore
Business Description:
In maintenance, Global Marine benefits from long-term contracts with high renewal
rates
Significant opportunities in Telecom through 49% owned strategic joint ventures with
Huawei Technologies (HMN) and China Telecom (SBSS)
Re-entry in high-growth offshore power market
Demonstrated commitment to the growing offshore renewable sector through
CWind acquisition
Competitive advantage due to role in the entire life cycle of cable and offshore
power assets and ability to operate across multiple markets utilizing adaptable fleet
Company Highlights:
Select Customers:
© 2 0 1 6 H C 2 H O L D I N G S , I N C .
Global Marine Systems (GMSL) – Company Snapshot
13
TELECOM
MAINTENANCE
TELECOM
INSTALLATION OFFSHORE POWER OIL & GAS
CORE
ACTIVITIES
Provision of vessels on
standby to repair fiber
optic telecom cables in
defined geographic zones
Location of fault, cable
recovery, jointing and re-
deployment of cables
Operation of depots
storing cable and spare
parts across the globe
Management of customer
data through the life of
the cable system
Provision of turnkey
repeated telecom
systems via Huawei
Marine Networks
(“HMN”) joint-venture
“Installation only”
contracts for telecom
customers
Services include route
planning, route survey,
cable mapping, route
engineering, laying,
trenching and burial at
all depths
Installation for inter-array
power cables for
offshore wind market
Re-entered market in
November 2015 after
expiry of non-compete
with Prysmian
Acquired majority
interest in offshore
renewables specialist
CWind
Offshore wind
construction support
services
Fiber optic
communications and
power infrastructure to
offshore platforms
Inter-platform and
subsea well command &
control and power
Permanent Reservoir
Monitoring (“PRM”)
systems
Maintenance & Repair
VESSELS
Cable Retriever
Pacific Guardian
Wave Sentinel
Wave Venture
Cable Innovator
CS Sovereign
Networker
Cable Innovator
CS Sovereign
Cable Innovator
CS Sovereign
Networker
JOINT
VENTURE
Sino British Submarine
Systems in Asia (SBSS)
Joint venture (49%) with
China Telecom
International Cableship
Pte Ltd (“ICPL”), joint
venture (30%) with SingTel
and ASEAN Cableship
SCDPL – joint venture
(40%) with SingTel
Huawei Marine Networks
Joint venture (49%) with
Huawei Technologies
Sino British Submarine
Systems in Asia (SBSS)
Joint venture (49%) with
China Telecom
Sino British Submarine
Systems in Asia
Joint venture (49%) with
China Telecom
Sino British Submarine
Systems in Asia
Joint venture (49%) with
China Telecom
© 2 0 1 6 H C 2 H O L D I N G S , I N C .
American Natural Gas – Company Snapshot
14
Designs, builds, owns, operates and maintains
compressed natural gas commercial fueling stations
for transportation
Current ownership 49.9% with ability to increase to 56%
In-depth experience in the natural gas fueling industry
Building a premier network of publically accessible heavy duty CNG fueling
stations throughout the United States designed and located to serve fleet
customers
– Currently 17 stations owned and/or operated
– Expect to own / operate ~20 stations by year-end 2016
American transportation sector is rapidly converting from foreign-dependent
diesel fuel to clean burning natural gas:
– Dramatically reduces emissions
– Extends truck life
– Significantly reduces fuel cost
Given the cost effectiveness of CNG, its environmental friendliness and the
abundance of natural gas reserves in the United States, CNG is the best
candidate for alternatives to gasoline and diesel for the motor vehicle market
All data as of June 30, 2016 except number of ANG fueling stations which includes
one station commissioned in July 2016 and one acquired in August 2016.
© 2 0 1 6 H C 2 H O L D I N G S , I N C .
PTGi International Carrier Services (“PTGi ICS”)
15
Leading international wholesale telecom service
company providing voice and data call termination
to the telecom industry worldwide
Provides transit and termination of telephone calls through its own global
network of next-generation IP soft switches and media gateways,
connecting the networks of incumbent telephone companies, mobile
operators and OTT companies worldwide
Restructured in 2014 PTGI, ICS now delivers industry leading technology via
best of breed sales and operational support teams
– 2Q16: Fifth consecutive quarter of profitability
In business since 1997, recognized as a trusted business partner globally
Headquartered in Herndon, Virginia with representation across North
America, South America, the Middle East and Europe
© 2 0 1 6 H C 2 H O L D I N G S , I N C .
Continental Insurance Group – Company Snapshot
16
April 2015: HC2 established Continental Insurance Group (“CIG”) as its
insurance platform led by industry veteran Jim Corcoran, as Executive
Chairman
December 2015: HC2 completed the acquisition of American Financial Group’s
long-term care and life insurance businesses, United Teacher Associates
Insurance Company and Continental General Insurance Company
The formation of Continental Insurance Group (“CIG”) to invest in the long-term care
and life insurance sector is consistent with HC2’s overall strategy of taking advantage of
dislocated and undervalued operating businesses
Through CIG, HC2 intends to build an attractive platform of insurance businesses
James P. Corcoran, Executive Chair, has extensive experience in the insurance industry
on both the corporate and regulatory side as the former Superintendent of Insurance of
the State of New York
Combined measures as of June 30, 2016:
– Statutory Surplus ~$77 million
– GAAP Assets of ~$2.1 billion
© 2 0 1 6 H C 2 H O L D I N G S , I N C .
Pansend Life Sciences
17
HC2’s Life Sciences Segment Is Focused on the Development
of Innovative Healthcare Technologies and Products
52% equity ownership of company focused on immunotherapy; Oncolytic virotherapy for treatment of solid
cancer tumors
Founded by Dr. Matthew Mulvey & Dr. Ian Mohr (who co-developed T-Vec); Biovex (owner of T-Vec) acquired
by Amgen for ~$1billion
Benevir’s T-Stealth is a second generation oncolytic virus with new features and new intellectual property
BeneVir holds exclusive worldwide license to develop BV-2711 (T-Stealth)
61% equity ownership of dermatology company focused on lightening and brightening skin
Founded by Pansend in partnership with Mass. General Hospital and inventors Dr. Rox Anderson, Dieter Manstein
and Dr. Henry Chan
Over $10 billion global market
77% equity ownership in company with unique knee replacements based on technology from Dr. Peter Walker,
NYU Dept. of Orthopedic Surgery and one of the pioneers of the original Total Knee.
“Mini-Knee” for early osteoarthritis of the knee
“Anatomical Knee” – A Novel Total Knee Replacement
Strong patent portfolio
35% equity ownership in company with unique technology and device for monitoring of real-time kidney function
Current standard diagnostic tests measure kidney function are often inaccurate and not real-time
MediBeacon’s Optical Renal Function Monitor will be first and only, non-invasive system to enable real-time, direct
monitoring of renal function at point-of-care
$3.5 billion potential market
Profitable technology and product development company
Areas of expertise include medical devices , homeland security, imaging systems, sensors, optics, fluidics, robotics
and mobile healthcare
Located in Silicon Valley and Boston area with over 90,000 square feet of working laboratory and incubator space
Contract R&D market growing rapidly
Customers include Fortune 500 companies and start-ups
© 2 0 1 6 H C 2 H O L D I N G S , I N C .
Nervve
18
In October 2014, HC2 made an initial contribution of $5 million
in convertible preferred equity
Subsequent financing increased the total to $6.8 million
Headquartered in Buffalo, NY; Offices in VA and NY
Nervve has developed the fastest, most accurate video and image search technology
in the world; Able to search an hour of video in less than five seconds
The core technology utilizes a search by example methodology to automatically
search massive amounts of video and image data for objects of interest. It will
potentially change the way people think of search engine capabilities
In the era of Big Data, Nervve is revolutionizing the way organizations are able to
exploit massive amounts of video and images, benefitting social media platforms,
media and entertainment companies, the DoD/Intel Community, public safety and any
digital advertising platform
In January 2014, Nervve entered into a strategic agreement with In-Q-Tel, the
independent investment firm that identifies innovative technology solutions to support
the missions of the U.S. Intelligence Community
In July 2015, Nervve partnered with Wasserman Media Group, a leading sports and
entertainment agency, to bring to market their visual search technology, which will
allow brands and properties to easily, quickly and accurately track and analyze brand
exposure impact across various sports and entertainment programming
© 2 0 1 6 H C 2 H O L D I N G S , I N C .
Dusenberry Martin Racing (DMi, Inc.)
19
On December 31, 2014, HC2 / DMR completed a $6 million
asset purchase agreement to acquire worldwide exclusive
licensing rights to NASCAR® simulation style racing titles on
interactive entertainment platforms
DMi, Inc., doing business as Dusenberry Martin Racing (DMR), owns all the code,
artwork and animation previously developed for the games
Headquartered in Charlotte, NC in NASCAR® Hall of Fame building
Dusenberry Martin Racing’s license also extends to NASCAR® racetracks and all the
leading NASCAR® race teams and drivers
Tom Dusenberry, CEO, was the Founder and President of Hasbro Interactive. He is
credited with acquisitions including Atari and Wizards of the Coast
Currently working on several games including an all-new NASCAR® racing simulation
game, NASCAR® Heat Evolution, for PlayStation 4, Xbox One and PC that are expected
to be released on September 13, 2016
In April, 2016, DMR secured $8.0 million in addition equity growth capital from
consortium of new investors including superstar drivers Joey Logano and Brad
Keselowski
NASCAR® Heat Evolution Trailer Released in July; Makes television debut as part of
NBC’s broadcast of the Coke Zero 400 at Daytona
NASCAR® Heat Evolution to be released on September 13, 2016
Appendix:
2Q16 Highlights and
Select Financial Data
© 2 0 1 6 H C 2 H O L D I N G S , I N C .
2Q16 Highlights and Recent Developments
21
Results and Recent Developments
Solid second quarter results again highlight the unique value HC2 brings to
the market with our diverse holdings across a number of uncorrelated industries
– Manufacturing: Continued Margin Improvement; Strong Backlog and Deal Pipeline
– Marine Services: Stable Maintenance; Strong Joint Venture Performance; Offshore
Power Market Improving
– Telecommunications: Growth in Wholesale Volumes and Customer Expansion
– Utilities: Continued Footprint Expansion and Increased Delivery of Gasoline Gallon
Equivalents
Adjusted EBITDA for Core Operating Subsidiaries (Manufacturing, Marine Services,
Utilities and Telecommunications segments) totaled $27.1 million in Second
Quarter
– Up from $12.7 million in first quarter 2016
Cash and Investments as of June 30, 2016:
– $1.6 billion of consolidated cash, cash equivalents and investments, which includes the
addition of Insurance segment; essentially unchanged from prior quarter
– $105.6 million Consolidated Cash (excluding insurance segment)
All data as of June 30, 2016.
© 2 0 1 6 H C 2 H O L D I N G S , I N C .
HC2 Segment Overview
22
Early Stage and Other Holdings
Core Operating Subsidiaries
Q2 Revenue: $124.3m
Q2 Adjusted EBITDA: $13.2m
Backlog $344m; Over $500m
inclusive of contracts
awarded, not yet signed
Solid long-term pipeline
Manufacturing:
SCHUFF
Marine Services:
GMSL
Q2 Revenue: $33.4m
Q2 Adjusted EBITDA: $11.8m
Incremental revenue
contribution from CWind
Maintenance business
stable; Strong performance
from joint ventures
Positive long-term telecom
installation opportunities
Q2 Revenue: $1.3m
Q2 Adjusted EBITDA: $0.5m
17 stations currently owned
and / or operated
Delivered 848,000 Gasoline
Gallon Equivalents (GGEs)
in the second quarter versus
330,000 GGEs in 2Q15
Utilities:
ANG
Telecom:
PTGI ICS
Q2 Revenue: $164.0m
Q2 Adjusted EBITDA: $1.5m
Expanding scale and
number of customer
relationships
Increased margins in Q2
as a result of the religious
holiday season in the
Middle East
Life Sciences: PANSEND
BeneVir: Oncolytic viral immunotherapy for treatment of solid cancer tumors
R2 Dermatology: Medical device to brighten skin based on Mass. General Hospital technology
Genovel: Novel, patented , Mini Knee” and “Anatomical Knee” replacements
MediBeacon: Unique non-invasive real-time monitoring of kidney function
Triple Ring Technologies: R&D engineering company specializing in medical devices,
homeland security, imaging, sensors, optics, fluidics, robotics & mobile healthcare
Nervve
Dusenberry Martin Racing
NASCAR® Heat Evolution
to be released on
September 13, 2016
Other:
Core Financial
Services Subsidiaries
~$77m of statutory surplus
~$2.1b in total GAAP assets
Recently began process of
merging CGI and UTA into
one legal entity; meaningful
cost saving, lower required
statutory capital
Platform for growth through
additional M&A
Insurance:
CIG
All data as of June 30, 2016 except number of ANG fueling stations which includes
one station commissioned in July 2016 and one acquired in August 2016.
© 2 0 1 6 H C 2 H O L D I N G S , I N C .
Segment Financial Summary
23
Adjusted EBITDA for Core Operating Subsidiaries $27.1m for Q2 2016
ADJUSTED
EBITDA
($m)
Q2 2016 Q1 2016
Core Operating Subsidiaries
Manufacturing $13.2 $11.5
Marine Services 11.8 0.5
Utilities 0.5 0.4
Telecom 1.5 0.3
Total Core Operating $27.1 $12.7
Early Stage and Other Holdings
Life Sciences (2.7) (2.6)
Other (3.3) (4.0)
Total Early Stage and Other (6.0) (6.6)
Non-Operating Corporate (5.9) (5.7)
Total HC2 (excluding Insurance) $15.2 $0.3
ADJUSTED
OPERATING
INCOME
($m)
Core Financial Services
Insurance
(2Q16 Inclusive of $5.3m non-cash tax charge)
($4.7) ($2.6)
Note: Reconciliation of Adjusted EBITDA and Adjusted Operating Income to U.S. GAAP Net Income in appendix. Table may not foot due to rounding. Adjusted Operating
Income for Q1 2016 has been adjusted to exclude certain intercompany eliminations to better reflect the results of the insurance company, and remain consistent with
internally reported metrics. Additional details in appendix.
© 2 0 1 6 H C 2 H O L D I N G S , I N C .
Manufacturing: Schuff International
24
Net Income1: $9.4m versus $4.4m for the first quarter 2016
Adjusted EBITDA: $13.2m versus $11.5m in the first quarter 2016
Continued gross margin expansion due to better than bid performance
Backlog $344m; Over $500m inclusive of contracts awarded, not yet signed
Second Quarter Update
Proactively selecting profitable, strategic and “core competency” jobs, not all jobs
Solid long-term pipeline of prospective projects; No shortage of transactions to evaluate
Commercial / Stadium / Healthcare sectors remain strong
Opportunities to add higher margin, value added services to overall product offering
Strategic Initiatives
The Cosmopolitan of Las Vegas Mile High Stadium U.S. Steel
(1) Second quarter inclusive of a $1.3 million prior period beneficial adjustment to depreciation & amortization expense.
© 2 0 1 6 H C 2 H O L D I N G S , I N C .
Marine Services: GMSL
25
Net Income: $6.0m versus Net Loss of ($5.9)m for the first quarter 2016
Adjusted EBITDA: $11.8m versus $0.5m in the first quarter 2016
Incremental revenue contribution from CWind acquisition
Joint ventures up significantly from first quarter
Maintenance revenues strong; up 35% year-over-year & 19% quarter-over-quarter
Significantly reduced debt and pension obligations by over [$50] million since September 2014
Second Quarter Update
Source: Huawei Investment & Holding Co., Ltd – 2015 Annual Report Currency Exchange: CNY:USD 1:0.15
Huawei Marine Networks – 49% ownership S. B. Submarine Systems (SBSS – China Telecom) – 49% ownership
– Joint Venture established in 1995 with China Telecom
– China’s leading provider of submarine cable installation
– Located in Shanghai and possesses a fleet of advanced purpose-built
cable ships
Strategic Initiatives
Total HMN* 2015 2014
Revenue ~$188m ~$73m
Profit ~$14m ~$1.2m
Cash / Equivalents ~$26m ~$16m
© 2 0 1 6 H C 2 H O L D I N G S , I N C .
Utilities: ANG
26
Delivered 848,000 Gasoline Gallon Equivalents (GGEs) in the second quarter versus 800,000 GGEs in the first quarter
of 2016 and 330,000 GGEs in the second quarter of 2015
17 stations currently owned and / or operated
Opened fueling stations north of Albany, New York and in Georgetown, Kentucky in second quarter
Acquired two stations from an affiliate of Southwestern Energy Company (NYSE: SWN) in Conway, Arkansas
and Damascus, Arkansas in second quarter
Recently commissioned fueling station in Rochester, New York & acquired a station in Searcy, Arkansas
with long-term fueling agreement
Continue to expect to own / operate ~20 stations by year-end 2016
Entered into line of credit and term loan agreement with Pioneer Bank*
– $6.5m delayed draw term loan
– $1m working capital line of credit
Second Quarter Update
* $6.5 million Term Loan delayed draw through 7/1//17 @ L+300 bps;, then fixed rate 4.30% until maturity of 7/1/23; Revolving Line of Credit L+ 300bps until 7/1/23 maturity.
All data as of June 30, 2016 except number of ANG fueling stations which includes
one station commissioned in July 2016 and one acquired in August 2016.
© 2 0 1 6 H C 2 H O L D I N G S , I N C .
Telecommunications: PTGi-ICS
27
Strong quarterly results due to continued growth in wholesale traffic volumes, in part delivered by the religious
holidays and resulting increase in traffic in the Middle East region
– Net Income: $1.0m versus $1.2m for the first quarter 2016
– Adjusted EBITDA continues positive trend as the overall business continues to mature post restructuring
– Adjusted EBITDA for second quarter 2016 of $1.5m vs. $0.3m in the prior quarter
– 5th consecutive quarter of profitability
One of the key objectives: leverage the infrastructure and management expertise within PTGI-ICS
– Over 800+ wholesale interconnections globally provides HC2 the opportunity to leverage the existing cost effective
infrastructure by bolting on higher margin products and M&A opportunities
– A focused strategic initiative has been launched within PTGI-ICS to identify potential M&A opportunities
Second Quarter Update
© 2 0 1 6 H C 2 H O L D I N G S , I N C .
Insurance: Continental Insurance Group
28
Continental Insurance, Inc. (CII) serves as a platform for run-off LTC books of business and for acquiring
additional run-off LTC businesses
– Net Loss: ($2.3)m versus ($7.5)m for the first quarter 2016
– Adjusted Operating Income: ($4.7)m, inclusive of $5.3m non-cash tax charge
– ~$77.0m of statutory surplus at end of second quarter
– ~$2.1b in total GAAP assets at June 30, 2016
– ~$20.0m premiums for second quarter 2016
CII Strategy:
– A concentrated focus on LTC and acquisitions of additional books of run-off LTC business
– A platform to provide a vehicle for multi-line insurers who do not consider LTC a core business segment to exit
the market
– Enhancing efficiency and effectiveness through scale and a concentrated focus on LTC
Second Quarter Update
Note: Reconciliation of Adjusted Operating Income to U.S. GAAP Net Income in appendix. Net Loss for Q1 2016 has been adjusted to exclude certain intercompany
eliminations to better reflect the results of the insurance company, and remain consistent with internally reported metrics. Additional details in appendix.
© 2 0 1 6 H C 2 H O L D I N G S , I N C .
Pansend Life Sciences
29
HC2’s Life Sciences Segment Is Focused on the Development
of Innovative Healthcare Technologies and Products
52% equity ownership of company focused on immunotherapy; Oncolytic virotherapy for treatment of solid
cancer tumors
Founded by Dr. Matthew Mulvey & Dr. Ian Mohr (who co-developed T-Vec); Biovex (owner of T-Vec) acquired by
Amgen for ~$1billion
Benevir’s T-Stealth is a second generation oncolytic virus with new features and new intellectual property
BeneVir holds exclusive worldwide license to develop BV-2711 (T-Stealth)
61% equity ownership of dermatology company focused on lightening and brightening skin
Founded by Pansend in partnership with Mass. General Hospital and inventors Drs. Rox Anderson, Dieter Manstein
and Henry Chan
Over $10 billion global market
77% equity ownership in company with unique knee replacements based on technology from Dr. Peter Walker,
NYU Dept. of Orthopedic Surgery and one of the pioneers of the original Total Knee
“Mini-Knee” for early osteoarthritis of the knee
“Anatomical Knee” – A Novel Total Knee Replacement
Strong patent portfolio
35% equity ownership in company with unique technology and device for monitoring of real-time kidney function
Current standard diagnostic tests measure kidney function are often inaccurate and not real-time
MediBeacon’s Optical Renal Function Monitor will be first and only, non-invasive system to enable real-time, direct
monitoring of renal function at point-of-care
$3.5 billion potential market
Profitable technology and product development company
Areas of expertise include medical devices , homeland security, imaging systems, sensors, optics, fluidics, robotics
and mobile healthcare
Located in Silicon Valley and Boston area with over 90,000 square feet of working laboratory and incubator space
Contract R&D market growing rapidly
Customers include Fortune 500 companies and start-ups
© 2 0 1 6 H C 2 H O L D I N G S , I N C .
Other Holdings
30
Nervve
Provider of video and image search technology for
information extraction and powerful analytics applications
Focused markets include:
– Sports Marketing: Brand recognition, exposure measurement & analytics, insights, brand
evaluation
– Media & Entertainment: Production work flows, monetization of archives, product placement,
exposure management
– Social Media: Earned media management, embedded branding in UGC, micro-targeting
– Government: Intelligence, surveillance & reconnaissance, force protection, live operations,
forensic search, body cams
Dusenberry Martin Racing
Owns worldwide exclusive licensing rights to NASCAR®
simulation style racing titles on interactive entertainment
platforms including PlayStation 4, Xbox One, PC and mobile games
NASCAR® Heat Evolution
– Expected to be released on September 13, 2016
– NASCAR® Heat Evolution trailer released in July
– NASCAR® Heat Evolution trailer makes television debut as part of NBC’s broadcast of the Coke
Zero 400 at Daytona
© 2 0 1 6 H C 2 H O L D I N G S , I N C .
Notable Financial Updates
31
Collateral Coverage Ratio at quarter end exceeded 2.0x
– Minimum liquidity reduced to six months from twelve months
– Incremental $19 million of available cash and cash equivalents
$105.6 million Consolidated Cash (excluding insurance segment)
– $40.3 million corporate cash of which $21.4 million available
Cumulative outstanding value of Preferred Equity reduced to $42.7 million
subsequent to quarter end
(1) Market capitalization on a fully diluted basis, excluding preferred equity, using a common stock price per share of $4.34 on August 8, 2016.
(2) Cash and cash equivalents.
(3) Enterprise Value is calculated by adding market capitalization, total debt and total preferred equity amounts, less corporate cash.
BALANCE SHEET (AT JUNE 30, 2016)
Market Cap(1) $154.7
Preferred Equity $52.7
Total Debt $307.0
Corporate Cash(2) $40.3
Enterprise Value(3) $554.7
($m)
Appendix:
Biographies
© 2 0 1 6 H C 2 H O L D I N G S , I N C .
HC2 Executive Management Team
33
Philip A. Falcone Served as a director of HC2 since January 2014 and Chairman of the Board, Chief
Executive Officer and President of HC2 since May 2014
Served as a director, Chairman of the Board and Chief Executive Officer of HRG
Group Inc.. (“HRG”) from July 2009 to December 2014
From July 2009 to June 2011, served as the President of HRG
Chief Investment Officer and Chief Executive Officer of Harbinger Capital Partners,
LLC (“Harbinger Capital”)
Before founding Harbinger Capital in 2001, managed the High Yield and Distressed
trading operations for Barclays Capital from 1998 to 2000
Received an A.B. in Economics from Harvard University
Chairman of the Board
Chief Executive Officer
President
© 2 0 1 6 H C 2 H O L D I N G S , I N C .
HC2 Executive Management Team
34
Keith M. Hladek Chief Operating Officer of HC2 since May 2014
Chief Financial Officer and Chief Operating Officer of Harbinger Capital since
September 2009
From October 2009 to December 2014, served as a director of HRG
Served as Controller at Silver Point Capital and held positions at GoldenTree Asset
Management and Oak Hill Capital Management
Mr. Hladek is a Certified Public Accountant and received a Bachelor of Science in
Accounting from Binghamton University
Chief Operating Officer
Michael Sena Chief Financial Officer of HC2 since June 2015
Served as the Chief Accounting Officer of HRG from November 2012 to May 2015
From January 2009 to November 2012, held various accounting and financial
reporting positions with the Reader’s Digest Association, Inc., last serving as Vice
President and North American Controller
Served as Director of Reporting and Business Processes for Barr Pharmaceuticals from
July 2007 until January 2009
Held various positions with PricewaterhouseCoopers
Mr. Sena is a Certified Public Accountant and holds a Bachelor of Science in
Accounting from Syracuse University
Chief Financial Officer
© 2 0 1 6 H C 2 H O L D I N G S , I N C .
HC2 Executive Management Team
35
Paul K. Voigt Senior Managing Director of HC2 since May 2014
Prior to joining HC2, served as Executive Vice President on the sales and trading desk
at Jefferies from 1996 to 2013
Served as Managing Director on the High Yield sales desk at Prudential Securities
from 1988 to 1996
Mr. Voigt received an MBA from the University of Southern California in 1988 after
playing professional baseball. Graduated from the University of Virginia where he
received a Bachelor of Science in Electrical Engineering
Senior Managing Director
Paul L. Robinson Chief Legal Officer & Corporate Secretary of HC2 since March 2016
Served as Executive Vice President, Chief Legal Officer and Corporate Secretary for
SEACOR Holdings Inc. for nearly nine years prior to HC2
Held various positions at Comverse Technology, Inc., including Chief Operating
Officer, Executive Vice President, General Counsel and Corporate Secretary
Served as associate attorney at Kramer, Levin, Naftalis & Frankel, LLP.; Counsel to the
United States Senate Committee on Governmental Affairs and associate attorney at
Skadden, Arps, Slate, Meagher & Flom LLP
Mr. Robinson earned a Bachelor of Arts degree in Political Science and was Phi Beta
Kappa from State University of New York at Binghamton and a J.D., cum laude, from
Boston University School of Law
Chief Legal Officer &
Corporate Secretary
© 2 0 1 6 H C 2 H O L D I N G S , I N C .
HC2 Executive Management Team
36
Suzi Raftery Herbst Chief Administrative Officer of HC2 since March 2015 with over 17 years of diverse
human resources, recruiting, equity and foreign exchange sales experience
Prior to joining HC2, served as Senior Vice President and Director
of Human Resources of Harbinger Capital and HRG
Previously served as Head of Recruiting at Knight Capital Group
Previously held various positions in Human Resources, as well as Foreign Exchange Sales
at Cantor Fitzgerald after beginning her career in Equity Sales at Merrill Lynch
Ms. Herbst earned a Bachelor of Arts degree in Communications and Studio Art from
Marist College
Chief Administrative
Officer
Andrew G. Backman Managing Director of Investor Relations & Public Relations of HC2 since April 2016
Prior to joining HC2, served as Managing Director of Investor Relations and Public
Relations for RCS Capital and AR Capital (now AR Global) from 2014 to 2016
Founder and Chief Executive Officer of InVisionIR, a New York-based advisory and
consulting firm from 2011 to 2014
Served as Senior Vice President, Investor Relations & Marketing of iStar Financial from
2004 to 2010
Served as Vice President, Investor Relations and Marketing Communications for Corvis
Corporation / Broadwing Communications from 2000 to 2004
Spent first 10 years of career at Lucent Technologies and AT&T Corp.
Mr. Backman earned a Bachelor of Arts degree in Economics from Boston College and
graduated from AT&T / Lucent Technologies’ prestigious Financial Leadership Program
Managing Director
Appendix:
Reconciliations
© 2 0 1 6 H C 2 H O L D I N G S , I N C .
Reconciliation of Adjusted EBITDA of HC2 to
U.S. GAAP Net Income (Three Months Ended June 30, 2016)
38
(in thousands)
Three Months Ended June 30, 2016
Core Operating Early Stage & Other Non-
operating
Corporate
HC2** Manufactur
ing
Marine
Services Telecom Utilities
Total Core
Operating
Life
Sciences
Other and
Eliminations
Net income (loss) $ 9,364 $ 6,002 $ 1,009 $ 68 $ 16,443 $ (2,004 ) $ (2,608 ) $ (7,603 ) $ 4,228
Adjustments to reconcile net income
(loss) to Adjusted EBITDA:
Depreciation and amortization 303 5,725 140 468 6,636 36 336 — 7,008
Depreciation and amortization
(included in cost of revenue)* (206 ) —
—
—
(206 ) —
—
—
(206 )
(Gain) loss on sale or disposal of
assets
(1,845 ) 7 — — (1,838 ) — 1 — (1,837 )
Lease termination costs — — 338 — 338 — — — 338
Interest expense 303 1,285 — 14 1,602 — 1 8,966 10,569
Other (income) expense, net (32 ) 211 29 (344 ) (136 ) — (10 ) 465 319
Foreign curre cy (gain) loss (included
in cost of revenue) —
(1,540 ) —
—
(1,540 ) —
—
—
(1,540 )
Income tax (benefit) expense 4,524 (212 ) — — 4,312 — 1 (9,404 ) (5,091 )
Noncontrolling interest 768 200 — 244 1,212 (812 ) (1,044 ) — (644 )
Share-based payment expense — 152 — 90 242 34 40 1,359 1,675
Acquisition and nonrecurring items — — 18 — 18 — 313 331
Adjusted EBITDA $ 13,179 $ 11,830 $ 1,534 $ 540 $ 27,083 $ (2,746 ) $ (3,283 ) $ (5,904 ) $ 15,150
(*) Includes depreciation adjustments from purchase accounting as described in the Manufacturing: Schuff International slide.
(**) Excludes net loss from Insurance segment in the amount of $2.3 million and $0.1 million for the three months ended June 30, 2016 and 2015, respectively.
© 2 0 1 6 H C 2 H O L D I N G S , I N C .
Reconciliation of Adjusted EBITDA of HC2 to
U.S. GAAP Net Income (Three Months Ended June 30, 2015)
39
(in thousands)
Three Months Ended June 30, 2015
Core Operating Early Stage & Other Non-
operating
Corporate
HC2** Manufactur
ing
Marine
Services Telecom Utilities
Total Core
Operating
Life
Sciences
Other and
Eliminations
Net income (loss) $ 5,878 $ 9,398 $ 587 $ (134 ) $ 15,729 $ (1,383 ) $ (2,232 ) $ (22,885 ) $ (10,771 )
Adjustments to reconcile net income
(loss) to Adjusted EBITDA:
Depreciation and amortization 499 4,324 98 397 5,318 1 159 — 5,478
Depreciation and amortization
(included in cost of revenue) 1,932
—
—
—
1,932
—
—
—
1,932
Loss on sale or disposal of assets 498 — — — 498 — — — 498
Interest expense 366 963 — 11 1,340 — 1 8,784 10,125
Other (income) expense, net (6 ) (1,388 ) (469 ) (7 ) (1,870 ) — (1,128 ) 5,342 2,344
Foreign currency (gain) loss
(included in cost of revenue) —
2,758
—
—
2,758
—
—
—
2,758
Income tax (benefit) expense 4,335 38 — — 4,373 (9 ) (1,571 ) (115 ) 2,678
Loss from discontinued operations 11 — — — 11 — — — 11
Noncontrolling interest 499 310 — (129 ) 680 (475 ) (1 ) — 204
Share-based payment expense — — — 2 2 — (2 ) 2,364 2,364
Acquisition and nonrecurring items — — — — — — — 1,969 1,969
Adjusted EBITDA $ 14,012 $ 16,403 $ 216 $ 140 $ 30,771 $ (1,866 ) $ (4,774 ) $ (4,541 ) $ 19,590
(*) Includes depreciation adjustments from purchase accounting as described in the Manufacturing: Schuff International slide.
(**) Excludes net loss from Insurance segment in the amount of $2.3 million and $0.1 million for the three months ended June 30, 2016 and 2015, respectively.
© 2 0 1 6 H C 2 H O L D I N G S , I N C .
Reconciliation of Adjusted EBITDA of HC2 to
U.S. GAAP Net Income (Three Months Ended March 31, 2016)
40
(in thousands)
Three Months Ended March 31, 2016
Core Operating Early Stage & Other Non-
operating
Corporate
HC2** Manufactu
ring
Marine
Services Telecom Utilities
Total Core
Operating
Life
Sciences
Other and
Eliminations
Net income (loss) $ 4,384 $ (5,918 ) $ 1,202 $ (27 ) $ (359 ) $ 1,298 $ (10,494 ) $ (13,409 ) $ (22,966 )
Adjustments to reconcile net income
(loss) to Adjusted EBITDA:
Depreciation and amortization 529 4,797 106 429 5,861 19 336 — 6,216
Depreciation and amortization
(included in cost of revenue) 1,933
—
—
—
1,933
—
—
—
1,933
(Gain) loss on sale or disposal of
assets 904
(17 ) —
—
887
—
—
—
887
Interest expense 310 1,070 — 9 1,389 — — 8,937 10,326
Other (income) expense, net (44 ) 612 (1,025 ) (31 ) (488 ) (3,221 ) 6,006 (1,611 ) 687
Foreign currency (gain) loss
(included in cost of revenue) —
(147 ) —
—
(147 ) —
—
—
(147 )
Income tax (benefit) expense 3,445 (640 ) — — 2,805 — — (4,226 ) (1,422 )
Noncontrolling interest 61 (155 ) — (22 ) (116 ) (720 ) (44 ) — (880 )
Share-based payment expense — 609 — 14 623 22 159 2,386 3,191
Acquisition and nonrecurring items — 266 — 27 293 — 2,201 2,494
Adjusted EBITDA $ 11,522 $ 477 $ 283 $ 399 $ 12,681 $ (2,602 ) $ (4,037 ) $ (5,722 ) $ 319
(**) Excludes net loss from Insurance segment in the amount of $7.5 million for the three months ended March 31, 2016.
© 2 0 1 6 H C 2 H O L D I N G S , I N C .
Reconciliation of Insurance AOI to U.S. GAAP Net Income
(Three Months Ended June 30, 2016)
41
Three Months Ended
June 30, 2016
Six Months Ended June
30, 2016
Net loss - Insurance Segment $ (2,293 ) $ (9,789 )
Effect of investment (gains) losses (2,418 ) 2,457
Insurance AOI $ (4,711 ) $ (7,332 )
The calculation of Insurance Net Loss has been revised to exclude adjustments for intercompany eliminations as they are not considered relevant in evaluating the performance of our
Insurance segment. For first quarter 2016, this resulted in a change to the previously reported Insurance loss of ($12.3) mil lion for the quarter to a loss of ($7.5) million.
The calculation of Insurance AOI has been revised to exclude adjustments for intercompany eliminations as they are not considered relevant in evaluating the performance of our Insurance
segment. For first quarter 2016, this resulted in a change to the previously reported Insurance AOI loss of ($3.6) million for the quarter to a loss of ($2.6) million.
(in thousands)
HC2 HOLDINGS, INC.
© HC2 Holdings, Inc. 2016
A n d r e w G . B a c k m a n • i r @ h c 2 . c om • 2 1 2 . 2 3 5 . 2 6 9 1 • 4 5 0 P a r k A v e n u e , 3 0 t h F l o o r , N e w Y o r k , N Y 1 0 0 2 2