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8-K - 8-K - AMERICAN AXLE & MANUFACTURING HOLDINGS INC | a8-k_dbpresentation.htm |
DEUTSCHE BANK GLOBAL AUTO INDUSTRY CONFERENCE
JANUARY 17, 2018
This presentation contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking
statements involve certain risks and uncertainties that could cause actual results to differ materially from those expressed or implied by these
statements. These risks and uncertainties include factors detailed in the reports we file with the SEC, including those described under “Risk Factors” in our
most recent Annual Report on Form 10-K and our Quarterly Reports on Form 10-Q. These forward-looking statements speak only as of the date of this
communication. We expressly disclaim any obligation or undertaking to disseminate any updates or revisions to any forward-looking statement contained
herein to reflect any change in our expectations with regard thereto or any change in events, conditions or circumstances on which any such statement is
based.
It should also be noted that this presentation contains certain financial measures, including Adjusted EBITDA, Adjusted Earnings per Share, Adjusted Free
Cash Flow, and Net Leverage Ratio that are not required by, or presented in accordance with, accounting principles generally accepted in the United States,
or GAAP. These measures are presented here to provide additional useful measurements to review our operations, provide transparency to investors and
enable period-to-period comparability of financial performance. A description of non-GAAP financial measures that we use to evaluate our operations and
financial performance, and reconciliation of these non-GAAP financial measures to the most directly comparable financial measures calculated and reported in
accordance with GAAP, can be found in the appendix under “Reconciliation of Non-GAAP Measures”.
Forward Looking Statements
2
• Diversification and Value Creation
• Technology Leadership
• Financial Highlights and Targets
• Appendix – Industry Data, 2018 Walkdowns and Non-GAAP Measures
Agenda
3
About AAM
4
AAM is a premier, global leader in design, engineering,
validation and manufacturing of driveline, metal forming,
powertrain and casting technologies for automotive,
commercial and industrial markets
AAM is Delivering POWER through world-class quality,
technology leadership and operational excellence 17
ENGINEERING CENTERS
17
COUNTRIES
$7B
PRO FORMA SALES
Over
25,000
ASSOCIATES
Over
700
CUSTOMERS
Over
90
LOCATIONS
Over
75
MANUFACTURING
FACILITIES
Driving Long-Term Shareholder Value
Potential for
Multiple
Expansion
and Share
Appreciation
SOLID FOUNDATIONAL
BUSINESS
Concentrated in the strongest vehicle
segments of light trucks, SUVs and crossovers
INNOVATIVE TECHNOLOGY
LEADERSHIP
Focused on electrification, lightweighting, fuel
efficiency, and vehicle safety and performance
COMPELLING GROWTH
AND DIVERSIFICATION
Driven by our new business backlog, innovative
advanced technologies and global footprint
INDUSTRY LEADING
PROFITABILITY
Fueled by powerful vertical integration,
productivity initiatives and operational excellence
POWERFUL CASH
GENERATOR
Strong free cash flow yield while funding
investments in profitable growth opportunities
5
DIVERSIFICATION AND VALUE CREATION
Comprehensive Solutions from Engine to Driveline
7
DRIVELINE
Rear and front axles
Rear drive modules
Power transfer units
Driveshafts
Transfer cases
Electric drive units
METAL FORMING
Ring / pinion gears
Axle / transmission shafts
Differential gears
Transmission gears
CVT components
Suspension components
Transmission module and
differential assemblies
Aluminum valve bodies
Vibration control systems
Connecting rods
VVT products
Axle carriers
Differential cases
Steering knuckles
Control arms
Turbo charger housings
Brackets
≈ $1.5 billion
≈ $4.0 billion
CASTING
POWERTRAIN
≈ $1.1 billion
≈ $900 million
*Based on estimated 2017 pro forma amounts before eliminations of intercompany sales of approximately $0.5 billion
Our diverse product portfolio and technologies
provide continued growth and exciting cross-selling
opportunities
MPG Acquisition Update – 2017 Results
Acquisition Benefit FY 2017 Result
Greater scale and
financial profile
Expected Pro forma sales of over $6.9 billion
Accelerated business
diversification
Non-GM sales made up more than 50% of total sales
Larger presence with commercial and industrial business as those markets
strengthened in 2017
Enhanced profitability
and free cash flow
generation
AAM achieved Adjusted EBITDA* of approximately $1.1 billion
AAM generated over $300 million of Adjusted Free Cash Flow*
Synergy attainment and
value capture
AAM recognized > $30 million of cost reduction synergies in 2017 and expects an
annualized synergy attainment run rate of $73 million in January 2018
On track to meet our target of $100 - $120 million of annual run rate synergies by 1Q
2019 and 70% of this total by 1Q 2018
8* For definitions of terms, please see the attached appendix
Synergy Achievement Progress from MPG Acquisition
9
$38
$54
October 2017
July 2017 January 2018
$73
Synergy Achievement Gauge
(Annual Run Rate in millions)
$100 – $120
1Q 2019 Target
Sources of Cost Savings
Targeted Annual
Profit Impact
Overhead
Optimize operating structure
Elimination of redundant public company costs
≈ $45 - $50 million
Purchasing
Combine global purchasing to leverage larger scale
Direct and indirect material opportunities
Insourcing initiatives
≈ $45 - $50 million
Other Cost Savings
Manufacturing initiatives
Plant loading optimization / facility rationalization
≈ $10 - $20 million
Total Targeted Annual Improvement ≈ $100-$120 million
AAM is on track to achieve synergy targets
AAM’s Gross New and Incremental Business Backlog
As of January 17, 2018
$1.5 BILLION: 2018-2020
Backlog by Global MarketBacklog by Vehicle Segment
≈80% of new business backlog relates to Non-GM business
Passenger
Cars 15%
Crossover
Vehicles
55%
Full-size
Light
Truck and
SUV 25%
Commercial
and Other 5%
North
America 60%
Europe 15%
Asia 20%
South America
and other 5%
10
* For production and sales assumptions for 2018-2020, please see the attached appendix
Continued Customer Diversification
GM
41%
Ford
7%
FCA
14%
Other
Top 15
Global
OEMs
10%
Other
28%
AAM 3Q 2017 Sales By Customer
AAM will continue to diversify its customer concentricity through the backlog period
11
GM
31%
Ford
14%
FCA
15%
Other
Top 15
Global
OEMs
13%
Other
27%
Backlog and Impact of GM’s Sourcing Decision
12
Dollars in Millions
2018 2019 2020
$450 ($150)
$600 ($100-$200)*
$450
($175)
($275)
≈$300 - 400
2018-2020
AAM’s gross new
business backlog
Estimated sales
impact to AAM of
GM’s Next-Gen full-
size truck sourcing
Net impact for the
three year period of
2018 - 2020
Normal business
attrition
($100-$200)*
* Utilized the mid point for the range for charting purposes.
.
As of January 17, 2018
AAM’s new business backlog more than offsets attrition and the sales
impact of GM’s next generation full-size truck program sourcing
($225)
TECHNOLOGY LEADERSHIP
Additional Electrification New Business Award
14
AAM’s new business award is for a rear eDrive unit
on a high performance, hybrid passenger car
launching with a second e-AAM customer in 2020
AAM expects our e-AAM products to account for
between $100 - $200 million of revenue by 2021 –
with the potential to grow this higher
ELECTRIFICATION | Driving served market and content-per-vehicle growth for AAM
P1 P2 P3 P4
- AAM Powertrain and Driveline Content: Components and Sub-systems
- AAM Powertrain and Driveline Content: Components and Fully integrated systems
AAM’s Capabilities for Hybrid and Electric Vehicles
Launching
eDrive in
2020
Launching
eDrive in
2018
Content per vehicle opportunities > $2,500 for all architectures
+ Systems
Integration
15
Current
Production
Electric Powertrain Integrator
16
ICE Powertrain Components AAM’s AWD Electric Drive Units
Engine
Transmission
Axle
Each unit integrates
an electric motor,
gear box and
differential to
deliver power to
the vehicle
e-AAM products
provide content-
per-vehicle
opportunity of
over $2,500
Electric Drive Unit - Front
Electric Drive Unit - Rear
Note: ICE – Internal Combustion Engine.
.
Competitive Advantage in Electric Powertrains
Ability to engineer and integrate the electric powertrain into a single eDrive unit1
Continued commitment and investment in next generation eDrive innovations3
Global footprint and launch capabilities4
Product in the market place in 20185
Expertise in highly engineered components critical to eDrive performance 2
17
QUANTUM™ Technology
Industry first technology along with a revolutionary design
Significant mass reduction (up to 35%)
In combination, additional efficiency and weight reduction can
deliver 1% to 1.5% improved vehicle fuel economy
Scalable across multiple applications— without loss of
performance or power
Streamlined manufacturing process for key driveline components.
KEY ATTRIBUTES
AAM’s QUANTUM technology features all-new, completely
redesigned family of lightweight axles and drive units
QUANTUMTM Rear AxleQUANTUMTM RDU w/ eLSD
Actively collaborating on QUANTUM projects with multiple customers
18
AAM FINANCIAL HIGHLIGHTS AND TARGETS
AAM’s 2017 Financial Update
2017 Full Year Estimates
AAM’s Consolidated Sales ≈ $6.25 billion
Adjusted EBITDA* ≈ $1.1 billion
Adjusted Free Cash Flow* ≈ $330 – $340 million
* For definitions of terms, please see the attached appendix
We achieved record financial performance in 2017 . . .
MPG’s pre-acquisition financial results from January 1st to April 5th are not included in AAM’s 2017 financials results.
We have incurred significant costs and payments related to restructuring, integration and acquisition-related activities as well as
purchase accounting adjustments and related effects on the income statement during 2017. The impact of these items has been
excluded from our Adjusted EBITDA and Adjusted free cash flow targets.
AAM is in the process of analyzing the impact of recent U.S. tax reform on our 2017 financial statements. While we are unable
to provide an estimate of the impact at this time, there may be significant accounting adjustments in 2017 as a result of the
change in tax regulations.
20
AAM’s 2018 Financial Targets
2018 Full Year Targets
Sales ≈ $7 billion
Adjusted EBITDA* Margin ≈ 17.5% - 18%
Adjusted Free Cash Flow* ≈ 5% of sales
* For definitions of terms, please see the attached appendix
. . . and expect another record year in 2018!
Based on the anticipated launch schedule of our new business backlog and our assumption that the US SAAR* is in the range of
16.8 to 17.0 million units.
Adjusted Free Cash Flow target assumes capital expenditures of ≈ 8% of sales. Elevated capital spending in 2018 reflects
significant new and replacement program launches.
We estimate approximately $50 to $75 million of restructuring and acquisition-related costs and related payments during 2018.
The impact of these have been excluded from our Adjusted EBITDA and Adjusted Free Cash Flow targets.
Our 2018 financial targets for the full year contemplate significant customer downtime in preparation for critical program
changeovers and related project expense. We expect this to have the greatest impact in the first quarter of 2018.
21
Free Cash Flow Generation Has Just Begun!
We expect to generate cumulative
adjusted free cash flow of over
$1.5 billion in the 4 year period
2017 – 2020
AAM expects Adjusted EBITDA*
margins to be in the range of 17%
to 18% of sales through 2020
Starting in 2019, AAM should
benefit from:
Lower capital spending
Lower restructuring and
integration payments
Lower interest payments
Full run rate synergies2017E 2017E - 2020E
Projected Cumulative Adj. Free Cash Flow* 2017 - 2020
> $1.5 Billion
$330 - $340 Million
* For definitions of terms, please see the attached appendix
22
Capital Allocation Priorities
Debt Paydown
*For definitions of terms, please see the attached appendix
Maintain Appropriate Liquidity*
2.98
2
June 30, 2017 December 31, 2017 Target
Net Leverage Ratio*
X
X
September 30, 2017 December 3 , 2019 target
Plan to Delever
• > $1.3 billion at December 31, 2017
• Target >$1 billion going forward
Favorable Debt Maturities
• Prepaid $200M Notes due 2019 in 4Q 2017
• Flexible prepayment options for both Senior
Notes and Term Loan
• $200M of 7.75% Notes due in 2019
• After 2019, minimal maturities until 2021
Organic Growth
Capital Investment
• Support $1.5 billion in new and
incremental business backlog
• Constant focus of quoting and
emerging opportunities on profitable
growth and diversification
Research and Development
• Product, process and systems
technology
• Leverage global engineering
capabilities
• Focused on the global automotive
megatrends of electrification,
lightweighting, and fuel efficiency
Others
Strategic Initiatives
• Will analyze opportunities within our
current capital structure to:
• Diversify geographically
• Expand technology leadership
• Enhance profitability
Shareholder Friendly Actions
• Will balance among other capital
allocation priorities
23
Well Positioned in a Potential Downside Scenario
24
17.2
2017E Breakeven
US SAAR (units in millions)
Highly variable cost structure allows for
flexibility during periods of lower volumes
AAM has track record of reducing fixed costs
through facility and labor efficiency initiatives
during previous downside periods
Multiple options available to manage to
additional potential change in volumes,
including SG&A, capital spending, R&D etc.
Continued synergy attainment and productivity
initiatives further reduce breakeven points
25-30%
downturn
≈12
APPENDIX – INDUSTRY DATA, 2018 WALKDOWNS AND NON-GAAP MEASURES
2018 2019 - 2020
Global Light Vehicle Production ≈ 97M units ≈ 2% annual growth
North America Light Vehicle Production ≈ 17.5M units Flat
US SAAR 16.8 – 17M units 16.5 – 17M units
Europe Light Vehicle Production ≈ 23M units Flat
China Light Vehicle Production ≈ 28M units ≈ 4-5% annual growth
North America Class 5-8 Commercial Vehicle Production ≈ 550k units Flat
Production and Sales Volume Assumptions
27
Powertrain Projections
North America
0
5
10
15
M
ill
ion
s
Greater China Europe
0
5
10
15
20
25
30
35
M
ill
ion
s
0
5
10
15
20
25
M
ill
ion
s
17M
32M 23MICE
ICE
ICE
IHS Production Forecasts as of December 4, 2017
0
20
40
60
80
100
M
ill
ion
s
ICE
Global
100M
For at least the next decade, the internal combustion engine (ICE)
is expected to be the main source of power for vehicles
28
Projected LV Production Mix
IHS Forecasts as of December 4, 2017
Vehicle mix is trending favorably for AAM in all of our key markets
45%
38%
32%
55%
62%
68%
2012 2016 2020
North America
64%
56%
51%
36%
44% 49%
2012 2016 2020
Europe
58%
44%
39%
42%
56%
61%
2012 2016 2020
China
29
2018 Sales Walkdown
(in millions)
$6,250
$6,975 $7,000 ≈$725
$450
($150)
($175)
($100)
AAM's Estimated
2017 Sales
1Q 2017 MPG Pro Forma 2017
Full Year Sales
New Business
Backlog
Expiring Programs /
Attrition
GM Next-Gen
Sourcing Impact
Volume, Mix &
Other
AAM's 2018 Sales
Target
Strong backlog offsets attrition and lower expected full-size truck volumes
Note: 1Q 2017 MPG sales reflect total pre-acquisition sales of approximately $750 million adjusted for the elimination of approximately $25 million of sales to AAM
30
2018 Adjusted EBITDA* Walkdown
(in millions)
31
$1,100
$1,225
$1,243**
≈$125
($25)
$70
($27)
AAM's Estimated 2017
Adj. EBITDA
1Q 2017 MPG Adj.
EBITDA
2017 Pro forma Volume & Mix Synergies Project Expense &
Other
AAM's 2018 Adj.
EBITDA target
* For definitions of terms, please see the attached appendix ** For charting purposes, this reflects 2018 Adj. EBITDA at midpoint of 17.5% to 18% range
Benefit of cost reductions synergies more than offsets margin headwinds
Reconciliation of Non-GAAP Measures
In addition to the results reported in accordance with accounting principles generally
accepted in the United States of America (GAAP) included within this presentation, we
have provided certain information, which includes non-GAAP financial measures. Such
information is reconciled to its closest GAAP measure in accordance with Securities
and Exchange Commission rules and is included in the following slides.
Certain of the forward-looking financial measures included in this presentation are
provided on a non-GAAP basis. A reconciliation of non-GAAP forward-looking financial
measures to the most directly comparable financial measures calculated and presented
in accordance with GAAP is not practical given the difficulty of projecting event driven
transactional and other non-core operating items, as well accounting adjustments
related to recent tax reform and their related effects in any future period. The
magnitude of these items, however, may be significant.
32
Supplemental Data
2017 2016 2017 2016
Net income attributable to AAM 86.2$ 61.7$ 230.8$ 193.8$
Interest expense 57.5 23.2 139.9 70.2
Income tax expense 5.7 17.8 15.6 53.8
Depreciation and amortization 122.6 49.9 303.4 150.4
EBITDA 272.0$ 152.6$ 689.7$ 468.2$
Restructuring and acquisition-related costs 22.8 4.1 90.5 4.1
Debt refinancing and redemption costs __ __ 2.7 __
Non-recurring items:
Acquisition-related fair value inventory adjustment __ __ 24.9 __
Other 2.9 __ (0.8) (1.0)
Adjusted EBITDA 297.7$ 156.7$ 807.0$ 471.3$
As % of net sales 17.3 % 15.6 % 17.8 % 15.7 %
September 30, September 30,
Three Months Ended Nine Months Ended
EBITDA and Adjusted EBITDA Reconciliation
($ in millions)
33
Supplemental Data
2017 2016 2017 2016
Net cash provided by operating activities
207.5$ 107.5$ 420.7$ 291.0$
Purchases of property, plant and equipment, net of proceeds from
sale of property, plant and equipment and government grants
(139.9) (52.9) (277.0) (155.2)
Free cash flow
67.6$ 54.6$ 143.7$ 135.8$
Cash payments for restructuring and acquisition-related costs
20.3 __ 86.5 __
Acquisition-related settlement of pre-existing accounts payable
balances with acquired entities __ __
35.2
__
Interest payments upon settlement of acquired company debt __ __
24.6
__
Adjusted free cash flow 87.9$ 54.6$ 290.0$ 135.8$
Three Months Ended Nine Months Ended
September 30, September 30,
Free Cash Flow and Adjusted Free Cash Flow Reconciliation
($ in millions)
34
Supplemental Data
Trailing Twelve
Months Ended
December 31, March 31, June 30, September 30, September 30,
2016 2017 2017 2017 2017
Net income attributable to AAM 46.9$ 78.4$ 66.2$ 86.2$ 277.7$
Interest expense 23.2 25.5 56.9 57.5 163.1
Income tax expense 4.5 7.5 2.4 5.7 20.1
Depreciation and amortization 51.4 56.2 124.6 122.6 354.8
EBITDA 126.0$ 167.6$ 250.1$ 272.0$ 815.7$
Restructuring and acquisition-related costs 22.2 16.0 51.7 22.8 112.7
Debt refinancing and redemption costs __ __ 2.7 __ 2.7
Non-recurring items: __
Acquisition-related fair value inventory adjustment __ __ 24.9 __ 24.9
Other __ __ (3.7) 2.9 (0.8)
Adjusted EBITDA 148.2$ 183.6$ 325.7$ 297.7$ 955.2$
261.9
1,217.1$
EBITDA and Adjusted EBITDA for the Trailing Twelve Months Ended September 30, 2017
($ in millions)
Quarter Ended
Pre-acquisition adjusted EBITDA from acquired entities
Pro forma Adjusted EBITDA
35
Supplemental Data
Trailing Twelve
Months Ended
September 30, 2017
Current portion of long term debt 6.8$
Long-term debt, net 4,169.3
Total debt, net 4,176.1
Less: Cash and cash equivalents 549.6
Net debt at end of period 3,626.5$
Pro forma Adjusted EBITDA 1,217.1$
Net Leverage Ratio 2.98
Net Debt and Net Leverage Ratio
($ in millions)
36
Definition of Non-GAAP Measures
EBITDA and Adjusted EBITDA
We define EBITDA to be earnings before interest expense, income taxes, depreciation and amortization. Adjusted EBITDA is defined as EBITDA excluding the impact of restructuring and acquisition-related costs, debt refinancing and
redemption costs, and non-recurring items. We believe that EBITDA and Adjusted EBITDA are meaningful measures of performance as they are commonly utilized by management and investors to analyze operating performance and entity
valuation. Our management, the investment community and the banking institutions routinely use EBITDA and Adjusted EBITDA, together with other measures, to measure our operating performance relative to other Tier 1 automotive suppliers.
We also use Segment Adjusted EBITDA as the measure of earnings to assess the performance of each segment and determine the resources to be allocated to the segments. EBITDA and Adjusted EBITDA should not be construed as income from
operations, net income or cash flow from operating activities as determined under GAAP. Other companies may calculate EBITDA and Adjusted EBITDA differently.
Other Non-recurring Items
For the three months ended on September 30, 2017, other non-recurring items reflect the impact of a non-cash pension settlement charge related to one of our foreign entities. For the nine months ended on September 30, 2017, other non-recurring
items also reflect the impact of a gain related to the change of our method of accounting for indirect inventory and the interest expense for the debt drawdown period prior to acquisition funding requirement. For the three and nine months ended on
September 30, 2016, other non-recurring items reflect the impact of an investment gain related to the final distribution of the Reserve Yield Plus Fund.
Adjusted Earnings per Share
We define Adjusted earnings per share to be diluted earnings per share excluding the impact of restructuring and acquisition-related costs, debt refinancing and redemption costs, and non-recurring items, including the tax effect thereon. We
believe Adjusted earnings per share is a meaningful measure as it is commonly utilized by management and investors in assessing ongoing financial performance that provides improved comparability between periods through the exclusion of
certain items that management believes are not indicative of core operating performance and which may obscure underlying business results and trends. Other companies may calculate Adjusted earnings per share differently.
Free Cash Flow and Adjusted Free Cash Flow
We define free cash flow to be net cash provided by operating activities less capital expenditures net of proceeds from the sale of property, plant and equipment and government grants. Adjusted free cash flow is defined as free cash flow
excluding the impact of cash payments for restructuring and acquisition-related costs, settlements of pre-existing accounts payable balances with acquired entities, and interest payments upon the settlement of acquired company debt. We believe
free cash flow and Adjusted free cash flow are meaningful measures as they are commonly utilized by management and investors to assess our ability to generate cash flow from business operations to repay debt and return capital to our
stockholders. Free cash flow and Adjusted free cash flow are also key metrics used in our calculation of incentive compensation. Other companies may calculate free cash flow and Adjusted free cash flow differently.
Net Debt and Net Leverage Ratio
We define net debt to be the current portion of long-term debt plus long-term debt, net less cash and cash equivalents. We define Net Leverage Ratio to be net debt divided by the trailing 12 months of pro forma Adjusted EBITDA. Pro forma
Adjusted EBITDA includes AAM's Adjusted EBITDA and the pre-acquisition EBITDA of acquired entities. We believe that Net Leverage Ratio is a meaningful measure of financial condition as it is commonly used by management, investors
and creditors to assess capital structure risk. Other companies may calculate Net Leverage Ratio differently.
Liquidity
We define Liquidity as cash on hand plus amounts available on our revolving credit facility and foreign credit facilities.
US SAAR
We define US SAAR as the seasonally adjusted annual rate of light vehicle sales in the United States
37