Agility Earnings Call Presentation - Q1 2021 Results Thursday, 20th May 2021 - Agility ...
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Disclaimer This presentation is strictly confidential and is being shown to you solely for your information and may not be reproduced, retransmitted, further distributed to any other person or published, in whole or in part, for any purpose. This presentation has been prepared by Agility Public Warehousing Company KSCP (“Agility”) and reflects the management’s current expectations or strategy concerning future events and are subject to known and unknown risks and uncertainties. Some of the statements in this presentation constitute "forward-looking statements" that do not directly or exclusively relate to historical facts. These forward-looking statements reflect Agility’s current intentions, plans, expectations, assumptions and beliefs about future events and are subject to risks, uncertainties and other factors, many of which are outside Agility’s control. Important factors that could cause actual results to differ materially from the expectations expressed or implied in the forward-looking statements include known and unknown risks. Agility undertakes no obligation to revise any such forward-looking statements to reflect any changes to its expectations or any change in circumstances, events, strategy or plans. Because actual results could differ materially from Agility’s current intentions, plans, expectations, assumptions and beliefs about the future, you are urged to view all forward-looking statements contained in this presentation with due care and caution and seek independent advice when evaluating investment decisions concerning Agility. No representation or warranty, express or implied, is made or given by or on behalf of Agility or any of its respective members, directors, officers or employees or any other person as to the accuracy, completeness or fairness of the information or opinions contained in or discussed at this presentation. 2
Agenda 1 DSV-GIL Transaction overview 2 Financial Highlights 3 Business Segments 4 Sustainability 5 Q&A 3
Key terms of DSV acquisition of Global Integrated Logistics Agility to remain a key supply chain player and becomes the second largest shareholder in DSV and hold a Board seat • DSV will acquire Agility’s Global Integrated Logistics (“GIL”) business in exchange for 19.3M shares Overview • After completion of the transaction, DSV has agreed to nominate an Agility designee to DSV’s Board of Directors • Agility will be the 2nd largest shareholder in combined company, based on today’s shareholder register Transaction Terms • GIL business valued for an Enterprise Value of ~ $4.2 Bn (KWD1.3 Bn) and Equity Value of $4.1 billion (KWD 1.2 Bn) at announcement • Expect GIL to be reported as part of Agility financials until Completion as per IFRS 5 Reporting • Post Completion the management intends to report the investment in DSV as a Financial asset at fair value through other comprehensive income i.e. Through Equity as per IFRS 9. This accounting treatment is subject to final Board approval. Timing • Completion of the transaction is expected towards the end of the third quarter of 2021 • Services Agreement: DSV to provide Agility with certain services in connection with its SHIPA business • Framework Agreement: DSV to (i) appoint Agility as the developer of choice for any development in MEA Other Agreements (excluding, South Africa), India; and (ii) provide Agility with the opportunity to be a strategic partner in any future real estate funds or investments 5 *The transaction is subject to satisfaction of regulatory conditions and approval by Agility’s shareholders.
Agility has been clear that consolidation is a priority And the timing is right to act now Agility has been open to Changing industry Increased scale is needed consolidation for some dynamics make this good in a competitive sector years now timing Wider industry consolidation has GIL was built by acquisition; it’s how Industry even more attractive for M&A been occurring for years the industry works because of: Economies of scale are critical in GIL today is subscale; ranked 21st COVID-19: supply chain disruption, freight forwarding, with significant in the industry, in terms of logistics as an essential industry commercial and operation benefits Revenues in 2020 E-commerce: accelerated The industry is getting more Some past consolidation and dramatically, with gains in the last competitive, with growing customer merger attempts were made by GIL; year equivalent to gains in the last expectations around better but targets are scarce (with high ten capabilities and reach valuation) and integration risks are Digital: Technology is reshaping material supply chains and underlying cost considerations of manufacturing 6
Why DSV DSV shows significant financial robustness DSV has secured a high rating from both S&P (A-) and Moody’s (A3) The recent EBIT performance is strong, and superior if compared to GIL’s The firm shows resiliency through economic cycles, being solid and supported by reputable shareholders DSV has a proven track-record of integration DSV has extensive experience of integrating acquired businesses and delivering synergies It has also shown significant improvements in terms of ability to grow organically DSV and GIL have good complementarity The two firms combined will become a strong player in the market, taking advantage of significant synergies Good complementarity in terms of products and services offered, geographical focus, and customers served Similar corporate culture with focus on customer service, entrepreneurship and corporate responsibility DSV is valuing GIL at a significant premium DSV offer is valuing GIL at an enterprise value of $4.2 Bn as of announcement date This offer comes with a significant premium to GIL standalone valuation based on a range of methods including current trading level of peers, precedents and intrinsic valuation DSV and Agility will explore other forms of collaboration In addition to the offer for GIL, DSV has offered other forms of collaboration These would cover different areas, such as Real Estate, e-commerce, CSR platform and more Agility is not exiting the logistics industry, it remains a key player in Supply Chains Globally 7
The combined company creates a top-three industry leader Third-party logistics providers by 2020 revenue in USD billion 1 DHL Logistics (DE) 32.4 2 Kuehne + Nagel (CH) 25.4 Combined DSV Panalpina + Agility… 21.7 3 DB Schenker (DE) 19.4 4 Nippon Express (JP) 18.5 5 DSV Panalpina (DK) 17.7 C. H. Robinson (US) 15.1 6 XPO Logistics (US) 11.3 7 UPS (US) 11.0 8 Expeditors (US) 10.1 9 J. B. Hunt (US) 9.2 10 Dachser (DE) 7.7 11 Sinotrans (CN) 7.4 12 CEVA Logistics (CH) (FR) 7.4 13 Bolloré (FR) 6.6 14 SNCF Geodis (FR) 5.8 15 Kintetsu (JP) 5.2 16 Kerry Logistics (HK) 5.1 17 Gefco (FR) 4.9 18 Samsung SDS (KR) 4.8 19 NYK Group (JP) 4.7 20 Rhenus & Co. (DE) 4.7 22 Agility GIL (KW) 4.0 Source: Journal of Commerce, DSV estimates 8
DSV Panalpina Diluted Adjusted Earnings per share (DKK) 16% (20x) CAGR 2002 – 2020 , consistent long term performance 33.7 26.5 22.1 22.1 18.4 12.9 13.4 9.5 10.1 10.5 7.8 5.8 6.1 6.2 4.5 3.9 3.4 1.7 1.9 2.3 2002 2003 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016 2017 2018 2019 2020 Q1 2021 (TTM) CAGR +16% 9
GIL / DSV Growth Rate Q1 2021 DSV Q1 2021 GIL USD 1,227 Mn Net Revenue USD 256 Mn 16.5% Vs Q1 2020 Growth 16.2% Vs Q1 2020 USD 483 Mn EBIT USD 54 Mn 95.8% Vs Q1 2020 Growth 936.6% Vs Q1 2020 39.4% Conversion Ratio 20.1% USD / DKK 6.3444 USD / KWD 0.3022 10 Note: DSV numbers based on Interim Financial Report Q1 2021 * DSV Air Freight volumes are still impacted by discontinued Panalpina activities
GIL Relative Size to Agility Total Group 11
GIL’s Relative Size to the Agility Group Average 6 years (2015-2020) in KWD MM GIL Non-GIL 1,449 470 132 97 66 20 10 34 (15%) (20%) (26%) 260 (55%) 1,081 (75%) 78 56 98 (85%) (80%) (74%) 209 (45%) 368 (25%) Rev NR EBITDA EBIT NI 12
GIL’s Relative Size to the Agility Group Profit and Loss Impact- KWD Mn +43 (+3%) Highlights 1,621 1,578 101 58 GIL Revenues Non-GIL GIL contributed ~ 70-75% of Agility’s total revenues. Revenues 1,115 1,216 (71%) (75%) The majority (~75%) of GIL revenues are Freight Forwarding related Revenues, which makes net revenues a better metric to assess the impact post 463 405 closing (29%) (25%) Non GIL revenue post closing is estimated to be KD 2019A GIL Non-GIL 2020A 400-450mln Net Revenues -38 (-7%) GIL contributed 51-57% of Agility’s total net Net Revenues 532 11 revenues. 49 494 GIL Weight has increase in 2020 due to COVID 272 GIL (51%) 283 Impact (57%) Non-GIL It is expected that post closing NR margin will improve from ~30% to more than 50% 260 (49%) 212 (43%) 2019A GIL Non-GIL 2020A 13
GIL’s Relative Size to the Agility Group Profit and Loss Impact- KWD Mn -41 Highlights (-32%) 127 22 5 GIL COVID impacted the non-GIL segment (18%) 46 Non-GIL disproportionately, while the impact on GIL was 85 favourable EBIT 27 (32%) Furthermore, GIL took significant cost measure at the 104 beginning of COVID which helped GIL to outperform. (82%) 58 However, GIL had to take a one-off restructuring cost of (68%) ~KD 13mln Non-GIL performance includes a KD 28mln one off 2019A GIL Non-GIL 2020A impact of Amghara land These factors have lead to the increase in the weight of -45 GIL relative contribution to the overall group’s (-52%) performance and contributed in 2020, 32% and 29% to 87 Net Income 10 2 EBIT and NP of the group respectively compared to GIL (12%) 18% and 12% in 2019. Non-GIL 47 It is expected that the non-GIL segment profitability will 42 recover post COVID. 77 12 (88%) (29%) 29 (71%) 2019A GIL Non-GIL 2020A 14
GIL’s Relative Size to the Agility Group Balance Sheet Impact* - KWD Mn Highlights Total Assets & Liabilities 2,272 2,272 415 GIL 807 (38%) GIL represents 36% and 38% of the total assets and total (36%) Non-GIL Segment 666 Equity liabilities respectively in 2020. (62%) Net carrying value of GIL is ~KD 390mln as of end of 2020 1,465 Non-GIL segment had the lion’s share of the capex (64%) 1,191 (100%) /Investments spent over the last 5 years Non-GIL Net Debt to EBITDA stood at 3.3x in 2020 (2019: 2020 Assets 2020 Liabilities & Equity 1.4x) due to COVID impact on EBITDA as well as the increase in Capex funding Non-GIL will be left with 19.3MM Capex was mainly spent on Reem Mall, Ships in Tristar, highly liquid (1) DSV shares which could more than repay the group Investments in Hyliion and other. Net Debt to EBTIDA debt if required 1.61 GIL Going forward, it is expected that the level of capex in non- Non-GIL Segment GIL segment will be lower compared to the last 5 year avg. 0.90 3.33 as some projects will be delivered. 1.40 0.86 1.67 2019A 2020A 15 Notes: 1. DSV has $50.5 Bn of Market Capitalization and a L1M average volume traded of 0.43 MM as of 07-May-21 * All are adjusted for Operating Leases
Post Closing Agility’s Profile Post Closing Profile Strategic, Controlled Strategic, non-controlled Future Investments Businesses businesses Agility will have a Strong Pre-COVD EBIT of ~KD 104mln Estimated Value of KD 1.5bln balance sheet with the ability ($345mln) (~$5bln), 753 fils/share to invest ALP DSV Organic investments Tristar NREC Acquisitions NAS GWC ESG Sector related UPAC ex RM RM Other GCS Tech 16
Post Closing Agility’s Profile – Financial Snapshot Well positioned for further growth Strategic, Controlled Entities Strategic, Non-Controlled Entities Absolute Value in KWD Mn CAGR (%) Total Value 2020 2016- 2016- M KWD 2016 2017 2018 2019 * 19 20 Total Quoted Securities* 1,453 Revenue 307 346 398 463 405 14.8% 7.2% Total Unquoted Securities 154 Net Revenue 184 218 234 260 212 12.2% 3.6% EBIT 65 82 98 104 58 16.9% -2.9% TOTAL 1,607 Debt ** 167 EBIT Margin 21% 24% 25% 22% 14% NET VALUE 1,441 EBIT Margin 7% 7% 8% 8% 5% inc. GIL Agility # of Shares Outstanding 1,913,539,451 Net Debt ** 86 Value per Share (KWD) 0.753 * 2020 Revenue was impacted by the Covid-19 pandemic and 2020 EBIT included a one- time expense of KWD 28 M associated with the loss of Amghara Land. * Quoted Securities are valued as 18 May 2021 and include DSV, GWC, NREC, Hyliion, Tortoise II, and Queen’s Gambit shares. ** To calculate net debt of controlled entities total Net Debt in 2020 of KWD 253 M is adjusted for funds used to fund RM, NREC shares acquisition, and other investments ** Figure includes funds used to fund RM, NREC stake, some Tech investments . Note: These figures are based on unaudited estimates and are subject to change upon finalizing the closing process . 17
Shareholders’ Value Creation 18
Company’s Mission 1997 Chairman’s Message “Annual Report 1997” “Of particular importance is “The Public Warehousing the realization that our Company (Agility) intends to company’s future growth become a leading facilitator prospects will be limited if of commerce and commerce- we continue to restrict our related logistics through the activities to the development of high quality management of low value- and innovative services added real estate which create value for our properties” esteemed customers” “Privatization earmarked a period of change, development and redirection in the face of new opportunities and risk” 19
Value Creation Since Privatization – 1997 to May 2021 (KD Mn) IRR for 24 years is ~ 28% (~62x of pre-privatization value) +2,628 (+6,098%) Summary income statement 2,671 CAGR Growth 1997** 2019 2020 1997- 1997- 2,086 2019 2019 Revenue 8.4 1578.6 1620.7 26.9% 188X EBIT 4.6 125.3 85.5 16.2% 27.2X 43 542 Net income 5.2 89.3 47.5 13.8% 17.2X Mcap Pre- * Cash Div Value Growth May-21 Privitization *an estimate of price before privatization 2019 is a better comparison as 2020 has the COVID impact ** estimates of recurring earning power pre-privatization 20
The company has a strong track record of value creation 2011-May 2021 (KD Mn) Value Creation & Aspirations (KD Mn) Created KD 2 Bln in value for our shareholders with 25% IRR since 2011 Value Growth -1,741 KD Mln (88%) Dividends1- KD 240 Mln (12%) 758 +55% 2,369 758 234 19% 179 -72 8 +17% 213 -63 +1,982 335 22 -4% +45% 160 (512%) 19 137 204 318 254 +18% +35% 38 17 +48% 96 42 -272 170 176 35 225 +46% -234 30 387 147 -27% 30 387 Dec 11 MCap 2012 2013 2014 2015 2016 2017 2018 2019 2020 May-21 Total 21 1 Dividends Declared
Key Takeaways Agility will be a better and stronger company Strategic Value Economic Value Stronger Logistics Future Cooperation Highly Profitable Unlock Shareholders Financial Flexibility Platform with DSV Non-GIL Business Value DSV is one of the best Agility and DSV will explore The deal creates the The remaining business GIL was valued at a global operators further areas of cooperation resources and flexibility to generates the majority of premium Agility will be the 2nd with other related Agility explore new opportunities Agility’s earnings power Estimated Return to businesses- Agility Logistics for next phase of Solid, stable and high- Shareholders Through largest shareholder Parks, Shipa companies, company’s growth margin Dividends and Share Agility will have a board and technology ventures Buybacks of c. $150-250 seat Resilient & diversified MM Per Year for 8.0% Stake across geographies, services 22
Q1 Financial Highlights 23
Group Summary Financial Performance KD Mn Revenue Net Revenue +28.6% +5.1% 485.5 133.9 127.4 377.6 Margin Margin 33.7% 27.6% Q1 2020 Q1 2021 Q1 2020 Q1 2021 EBIT Net Profit +31.2% +28.7% 26.9 12.6 20.5 9.8 Margin 5.5% Margin Margin Margin 2.6% 2.6% 5.4% Q1 2020 Q1 2021 Q1 2020 Q1 2021 24
Group Financial Performance KD Mn Revenue contribution by Business Group Net Revenue contribution by Business Group Y/Y 39.6% 0.3% 28.6% Y/Y Growth 16.2% -7.0% 5.1% Growth GIL Infra 485.5 133.9 0.3 127.4 -4.3 GIL 10.8 107.6 377.6 Infra 66.5 77.2 379.3 (52%) (58%) 271.6 (78%) (72%) 60.9 56.7 106.0 106.3 (48%) (42%) (28%) (22%) 2020 GIL Infra 2021 Q1 2020 GIL Infra Q1 2021 GIL revenue and net revenue increase was driven by strong results in Air Freight and Contract Logistics Infra structure revenue came inline with last year numbers, with some infra entities not recovered completely from COVID-19 25
Group Financial Performance KD Mn EBITDA contribution by Business Group EBIT contribution by Business Group Y/Y Y/Y 139.7% -29.1% 19.2% 40.3% 936.1% -44.2% 31.2% 71.7% Growth Growth GIL Infra 54.7 35.2 -8.1 46.4 15.6 -8.4 39.0 26.8 14.8 26.9 16.4 (49%) (46%) 11.2 26.8 20.5 (29%) (58%) 1.6 16.4 (8%) (61%) 27.8 27.9 19.0 18.8 (71%) 19.7 (51%) (92%) (54%) 10.6 (42%) (39%) Q1 2020 GIL Non-GIL Q1 2021 Q1 2021 Q1 2020 GIL Non-GIL Q1 2021 Q1 2021 Adjusted Adjusted GIL revenue growth with a range of cost reduction measures resulted in EBITDA growth Within infra, EBITDA and EBIT performance came inline with last year’s performance, despite some entities still being impacted by the COVID pandemic EBITDA and EBIT adjusted for non-operating performance 26
Balance Sheet KD Mn Assets Equity & Liabilities Balance sheet Q1 2021 Q1 2020 Variance % Current assets 708.1 695.9 12.3 1.8% 24.6% 30.3% Current Liabilities Non-Current assets 1,632.7 1,545.1 87.7 5.7% Current Assets Total assets 2,340.9 2,240.9 100.0 4.5% Current liabilities 576.2 491.9 84.3 17.1% 23.9% Non-current liabilities 559.5 582.0 -22.6 -3.9% Non-Current Liabilities Total liabilities 1,135.6 1,073.9 61.7 5.7% Shareholders’ equity 1,154.7 1,113.4 41.3 3.7% 69.7% Non-Current Assets 51.5% Highlights Total Equity Net Debt1 209.3 165.8 Net Debt1 / EBITDA2 1.4X 1.4X 2,341 2,341 1 Excluding Lease liabilities 2 Pre IFRS16 and annualized 27
Statement of Cash Flows KD Mn Cash Flow Statement Q1 2021 Q1 2020 Variance % Capex Allocation Cash from Operating activities before changes in working capital 54.9 41.7 13.1 31.5% 75 100 94 118 141 46 573 Changes in working capital -8.6 -10.0 1.5 -14.7% 8.4% 11.9% 8.6% 20.5% 14.0% 15.7% ALP Other Items -6.0 -5.3 27.8% -0.7 14.2% 29.6% Net Cash flow from operating 21.7% 40.3 26.4 13.9 52.5% 30.0% activities 17.9% 29.1% Tristar 58.5% Capex + Investments 45.5 27.7 17.8 64.3% 5.7% 25.5% 8.9% 14.2% 7.8% Net Cash flow from investing 10.9% GIL activities -48.8 -27.6 -21.2 76.6% 16.6% Free Cash Flow -8.5 -1.2 -7.3 591.2% 12.7% 55.8% 53.0% 50.1% 50.4% 44.2% Other 30.1% Highlights 20.4% Conversion ratio (OCF/EBITDA2) 86.7% 67.8% 2016 2017 2018 2019 2020 Q1 2021 Total CAPEX as % of Revenue 9.4% 7.3% 28 2 EBITDA and OCF as reported 1 Others include Reem mall and corporate investment
Business Segments 29
GIL Financial Performance Q1 2021 KD Mn Revenue Net Revenue +39.6% +16.2% 379.3 77.2 66.5 271.6 Margin Margin 20.4% 24.5% Q1 2020 Q1 2021 Q1 2020 Q1 2021 EBITDA EBIT +139.7% +936.6% 26.8 16.4 Margin 7.05% 11.2 Margin Margin 21.2% 2.4% Margin 4.1% 1.6 Q1 2020 Q1 2021 Q1 2020 Q1 2021 30
GIL Product Performance KD Mn Product Net Revenue Contribution Regional Net Revenue Contribution % & (absolute) % & (absolute) AME AF EUR OF 15% ASP 26% CL (11.7) MEA (20.3) PL 7.8% 44.5% 16% 21% Others Growth (10.9) (14.1) Growth 27% (21.0) 21% 16.6% 20% (16.4) 27% 21.3% (13.5) (18.0) 15.6% 33% 29% 28% (25.8) 31% 26.3% (19.0) (22.0) (20.4) 9% 7% (6.1) -11.7% (5.4) 26% 24% 21% 17% 9.0% (18.7) -4.5%% (17.2) (13.8) (13.2) Q1 2020 Q1 2021 Q1 2020 Q1 2021 Net Revenue and Volumes Q1 2021 Product NR Growth Volume Growth Air Freight 44.5% 14.8% Ocean Freight 21.3% 0.7% 31
Infrastructure Group Financial Performance KD Mn +0.3 (+0.3%) Revenue QTD 106.0 106.3 Revenue -10.2% -0.3% Q1 2020 Q1 2021 -8.4 -0.2 (-44%) (-1%) -38.7% 19.0 18.8 -7.0% 10.6 EBIT 8.3% Q1 2020 Q1 2021 Q1 2021 adjusted 32
Sustainability 33
The three pillars of our approach to greener supply chains Ecovadis rated Agility in the top 4% of logistics industry companies for environmental sustainability ADDRESSING SUPPLY CHAIN ADDRESSING DIRECT INVESTING IN INNOVATION EMISSIONS EMISSIONS Tracking emissions for 600,000 customer 90% of country operations report electricity $18 million invested in green supply shipments and fuel usage chain tech over 3 years through corporate ventures team Supply Chain Optimization ISO 14001 certifications in sites covering Industry engagement using network rationalization, air freight densification, and other techniques lead to 50% of all headcount Clean Cargo Working Group (CCWG), Sustainable Air Freight Alliance (SAFA), the World Economic considerable cost and emissions savings Forum’s Getting to Zero Coalition, and more * 34 2018
Community partnerships for impact at scale We have invested in 1,700+ community partnerships in 80+ countries, reaching more than 1.6 million people in need since 2006 Ghana Malaysia India Vocational training program Supported 1,000 students with school UNHCR community center for 12,000 refugees graduates 325 youth refurbishment projects Kuwait Brazil Bangladesh Mentored 1,700+ high school students in Set up a computer lab for 600 students Tutored 2,200 students at two schools business fundamentals through the ‘Google for Education’ initiative 35
Q&A Session 36
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