COMPANY PRESENTATION AFTER REORGANIZATION - SEPTEMBER 2018 - CMVM
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Disclaimer This presentation was prepared by the statements and information. These statements Australia or Japan or any other jurisdiction management of VAA – Vista Alegre Atlantis, are not, and shall not be understood as, in which the distribution or release would be SGPS, S.A. (“VAA” or “Company”) merely for statements of historical facts. unlawful. informative purposes and is not and should Thus, these statements are not guarantees of This presentation and the information not be construed as an offer to sell or buy, a future performance and are subject to factors, contained herein shall not constitute an offer solicitation, a recommendation or an invitation risks and uncertainties that could cause the to sell or the solicitation of an offer to buy or to purchase or subscribe any securities. This assumptions and beliefs upon which the subscribe for, nor shall there be any sale of the document does not intend to be totally or forwarding looking statements were based securities referred to herein, in any jurisdiction partially the basis of any investment decisions to substantially differ from the expectation in which such offer, solicitation or sale would or to provide all comprehensive information predicted herein. be unlawful. Investors must neither accept to be reviewed by any prospective investor All forward-looking statements included herein any offer for, nor acquire or subscribe for, any and its addressees must conduct their own are based on information available to the securities to which this document refers, unless investigations as deemed necessary should Company as of the date hereof. The Company they do so on the basis of the information they decide whether to trade or not in any undertakes no obligation to update publicly or contained in an applicable prospectus securities. revise any forward-looking statement, whether published or distributed by the Company. This presentation may include forward- as a result of new information, future events The securities referred to herein have not looking statements, namely in respect to VAA’s or otherwise, except as may be required by been, and will not be, registered under the investment highlights, strategy, market trends. applicable law. Securities Act of 1933, as amended, and may Statements that are preceded by, followed No representation, warranty or undertaking, not be offered, exercised or sold in the United by or include words such as “anticipates”, express or implied, is made hereto and you are States absent registration or an applicable “believes”, “estimates”, “expects”, “forecasts”, cautioned not to place undue reliance on any exemption from registration requirements. “intends”, “is confident”, “plans”, “predicts”, forward-looking statements provided. There is no intention to register any portion of “may”, “might”, “could”, “would”, “will” and the The information contained herein is not for the Company’s shares in the United States or negatives of such terms or similar expressions release, publication or distribution, directly or to conduct a public offering of securities in the are intended to identify these forward-looking indirectly, in or into the United States, Canada, United States. 2
CO M PA N Y PR ES ENTATIO N AF TE R REORGANIZATION P ROC ESS 1 . C O M PA N Y O V E R V I E W Experienced Management Team Nuno Paulo Paulo NUNO Alexandra Alda Marques Pires Soares BARRA Lopes Costa CHAIRMAN CEO EXECUTIVE EXECUTIVE EXECUTIVE EXECUTIVE 18 years of experience 23 years of experience BOARD MEMBER BOARD MEMBER BOARD MEMBER BOARD MEMBER 21 years of experience 21 years of experience 19 years of experience 27 years of experience • Degree in • Responsibility: Electrotechnical production manager • Responsibility: • Responsibility: • Responsibility: • Responsibility: Engineering Head Of International Marketing & Design Financial, Accounting, Internal audit, • Works for VAA Sales & Expansion management Tax, Legal and HR Process improvement • Master in Business since 1997 management Administration • Previously VAA • Previously CMO at • Works for VAA • Previously General Commercial Director Visabeira Group • Works for VAA since 1994 • Specialization in Manager for Ria Stone responsible for the since 2014 Management Control • Prior to that, worked • Previously Financial • Previously worked Retail, Horeca and & Performance as consultant at • Works for Visabeira Manager at General Electric B2B channels Evaluation KPMG and PwC Group since 1999 - Continuous • Degree in Business • Previously • Previously CEO of Improvement • Degree in • Previously Manager Organisation and Commercial Director Visabeira Global and Manager Economics, MBA for Operational Management, MBA at Cristal de Sèvres Managing Director at with Marketing and Efficiency and Cost Constructel France • Degree in • Previously Export international business Reduction and Constructel Manufacturing Sales Director at specialization Belgique Engineering • Degree in Economics Crisal • Advanced Management • Post-graduation • Degree in Business, Program for in Management Specialization in Executives Marketing 4
CO M PA N Y PR ES ENTATIO N AF TE R REORGANIZATION P ROC ESS 1 . C O M PA N Y O V E R V I E W VAA Group before Reorganization • Vista Alegre Atlantis Group (“VAA”) produces, distributes and sells a variety • The essential values of the company are: quality of excellence, innovation, of products within the sector of ceramic and crystal, both retail and hotel design, universality, the connection to art and culture, and always combining sectors, operating in four different productions areas tradition and modernity Stoneware Tableware is a product with Crystal and Glass comprise products good mechanical resistance, allowing of high and prestigious quality that good performance in daily use. It is result from the incandescent finest thicker than porcelain and allows for raw minerals that are luminous, a great variety of colors and textures. resonating and very transparent. Because it is single fired, it is very eco- Includes tableware, barware, giftware, Porcelain and other products is friendly. decorative products, limited editions the segment for fine and high-end and luxury bottles to prestigious tableware. Porcelain is a non-porous, This business area has allowed the beverage producers extremely resistant and durable company to sell to large retailers, most Stoneware Oven-to-Tableware include material that allows the production of notably IKEA, which subsequently products resistant to oven, freezer and Member of the strict group of brands thin and translucent products has helped propel VAA’s products microwave, the material of which has who produce the best crystal in the internationally across Europe and an opaque and darker body. world Such business area, under which VAA Asian countries is acknowledged as one of the most VAA Group produces for this business The company positions itself in the prestigious brands, constitutes around By 2017, VAA’s revenues were 22% area, which accounts for 14% of VAA’s high-end segment of the market, which 51% of VAA’s revenues (FY2017) provided by this business area. revenues (FY2017) accounted for 14% of VAA’s sales in 2017 5
CO M PA N Y PR ES ENTATIO N AF TE R REORGANIZATION P ROC ESS 1 . C O M PA N Y O V E R V I E W VAA Group Reorganization • In 2017, VAA executed a capital increase of €51.5M that included the conversion of shareholders’ loans into equity, strengthening VAA’s capital structure, following which the company expressed the interest to increase its free float under terms and conditions to be disclosed to the market in due time • In 2018, the VAA continued the group reorganization with the acquisition of Cerutil and Bordalo Pinheiro and the sale of VA Grupo - Vista Alegre Participações REASONS FOR GROUP B R I E F O V E R V I E W O F T H E C O M PA N I E S T R A N S AC T I O N R E O R G A N I Z AT I O N I N V O LV E D I N T H E T R A N S A C T I O N FINANCIALS • Concentrate all participations in • Cerutil is a modern factory • Bordallo Pinheiro began producing • Cerutil and Bordallo Pinheiro the ceramics sector in VAA, SGPS specializing in the design ceramics in 1884 at Fábrica de were transferred to VAA and and production of stoneware Faianças in Caldas, with pieces “VA Grupo Vista Alegre • Provide Vista Alegre Group with oven-to-tableware. It can offer of great technical, artistic and Participações, SA” – the company greater financial and economic tailor-made solutions for the creative quality, including “azulejos” that holds the non-operating real strength specific needs of each market (blue tiles), tile panels, vases, table estate assets - was transferred to • Strengthen Vista Alegre’s position centrepieces, fountain basins, jugs, Grupo Visabeira. as a leader in the sector plates, perfume bottles, vases This transaction involves and gigantic animals. Thanks a net payable of €26.8M to a modern entrepreneurial to Grupo Visabeira, with approach, Bordallo Pinheiro plays no additional debt to VAA a fundamental role in the revival of Portuguese ceramics, both at a national and international level 6
CO M PA N Y PR ES ENTATIO N AF TE R REORGANIZATION P ROC ESS 1 . C O M PA N Y O V E R V I E W VAA Group Reorganization (Recent Transactions) • Grupo VAA has concluded a restructuring process involving the acquisition of Cerutil and Bordallo Pinheiro (formerly held by Visabeira Indústria), thereby concentrating the ceramics and crystal/glass product lines under VAA and strengthening its position as market leader, and the sale of the company that holds the Group´s Real Estate assets (VA Grupo) P R E -T R A N S A C T I O N G R O U P S T R U C T U R E P O S T-T R A N S A C T I O N G R O U P S T R U C T U R E Grupo Visabeira Grupo Visabeira 100% 3.64% 100% VA Grupo 3.64% Vista Alegre Vista Alegre Visabeira Atlantis Participações, SA Indústria 100% 100% 90.48% 100% Cerutil Cerutil Vista Alegre Atlantis Visabeira 84%* Indústria 90.48% 84%* Bordallo Pinheiro 99.3% Bordallo Pinheiro VA Grupo Vista Alegre Participações, SA * Cerutil owns 100% of Bordalgest which in turn owns 83.99% of Bordallo Pinheiro 7
CO M PA N Y PR ES ENTATIO N AF TE R REORGANIZATION P ROC ESS 2. PRODUCTS AND MARKETS Business Areas after Reorganization With Bordallo Pinheiro, a new business area was added – EARTHENWARE PORCELAIN & OTHER PRODUCTS CRYSTAL & GLASS STONEWARE / TABLEWARE STONEWARE / OVEN-TO-TABLEWARE EARTHENWARE SALES ‘17: €40.0 M SALES ‘17: €11.5 M SALES ‘17: €18.4 M SALES ‘17: €16.7 M SALES ‘17: €6.1 M Tableware Crystalware Tableware Tableware Tableware Home Decor / Giftware / Special Editions Home Decor Hotelware Giftware Hotelware Glassware Special Editions Cutlery Pro forma estimates non audited considering the financial information of FY2017. Values include Cerutil and Bordallo Pinheiro. 9
CO M PA N Y PR ES ENTATIO N AF TE R REORGANIZATION P ROC ESS 2. PRODUCTS AND MARKETS VAA Group 2017/2018 awards Vista Alegre has been awarded with 19 international prizes, including Red Dot Awards, Good Design Awards (Chicago), German Design Awards, among others. GERMAN DESIGN AWARD GOOD DESIGN WINNER 2018 AWARD 2017 Calçada Portuguesa Gazelle VA Studio by Manoela Medeiros Lavish VA Studio Garland by VA Studio Poison VA Studio GERMAN DESIGN AWARD SPECIAL MENTION 2018 Frosty VA Studio WINNER ICONIC AWARDS Oz VA Studio – INNOVATIVE INTERIOR 2018 Piet VA Studio Midnight by Mendel Heit Precious by Mendel Heit Printemps by Carsten Gollnick GERMAN DESIGN AWARD NOMINEE 2018 WINNER EUROPEAN Fénix by VA Studio PRODUCT DESIGN AWARD 2018 Folkifunki by Jaime Hayon Hryb by Ross Lovegrove Utopia by VA Studio Bicos Bicolor by VA Studio RED DOT AWARD WINNER 2018 Utopia by VA Studio HONORABLE MENTION EUROPEAN PRODUCT DESIGN AWARD 2018 Maya by VA Studio Cannaregio by VA Studio RED DOT AWARD WINNER 2017 Carrara by Coline le Corre Calçada Portuguesa by Manoela Medeiros TABLEWARE INTERNATIONAL AWARDS OF EXCELLENCE FUERA DE SERIE AWARD 2017 NOMINEE 2018 Folkifunki by Jaime Hayon 2018 Folkifunki by Jaime Hayon 10
CO M PA N Y PR ES ENTATIO N AF TE R REORGANIZATION P ROC ESS 2. PRODUCTS AND MARKETS Markets (FY2017 Total Turnover by Market and PRODUCT) • VAA is strongly export-oriented with a focus on European markets but with sales in such diverse countries as Brazil, USA, India and Mozambique, among others. External markets account for 67% of VAA’s total sales • The Porcelain segment is the greatest contributor to VAA’s total turnover (43%), followed by Stoneware Tableware (20%) and Stoneware Oven-to-Tableware (18%) T U R N OV E R BY M A R K E T T U R N OV E R BY P R O D U C T 9% 7% Porcelain and other products Portugal 12% 12% Stoneware Tableware Spain Stoneware Oven-to-Tableware 33% Germany 4% Crystal and Glass France 43% Earthenware 8% Italy 18% Brazil 11% Rest of Europe 12% Rest of World 11% 20% Pro forma estimates non audited considering the financial information of FY2017. Values include Cerutil and Bordallo Pinheiro. 11
CO M PA N Y PR ES ENTATIO N AF TE R REORGANIZATION P ROC ESS 2. PRODUCTS AND MARKETS Markets (FY2017 Turnover by PRODUCT) • While Portugal is VAA’s main market in the Porcelain, Earthenware and Crystal & Glass segments, stoneware production is essentially directed towards external markets. Spain (12%), Germany (11%), France (11%) and Italy (8%) are VAA’s main external markets S T O N E WA R E / T A B L E WA R E S T O N E WA R E / O V E N T O T A B L E WA R E 7% 2% 8% 8% 24% France Germany Italy 15% France Spain Netherlands 17% Germany 43% PORCELAIN & OTHER PRODUCTS 4% Italy UK Portugal Portugal 7% 22% Rest of World Rest of Europe 20% 14% 11% Rest of World 3% Portugal 12% 4% Spain Brazil 5% Italy E A R T H E N WA R E C R Y S TA L & G L A S S 51% 8% USA Belgium 3% 8% 4% 3% Rest of World Portugal 15% 15% Portugal 4% France Italy 2% Spain 3% USA 8% 44% USA 3% Netherlands UK 4% France Rest of Europe 70% Rest of Europe Rest of World Rest of World 29% Pro forma estimates non audited considering the financial information of FY2017. Values include Cerutil and Bordallo Pinheiro. 12
CO M PA N Y PR ES ENTATIO N AF TE R REORGANIZATION P ROC ESS 2. PRODUCTS AND MARKETS VAA IN THE WORLD Most notably, VAA sells and has operations in USA, Brazil, Mexico, India, Spain and France, but also across other European countries, South America, Middle East, Asia Pacific and CIS. Vista Alegre operates in three main areas – retail, Horeca and private label –, covering own stores, corners, SIS, independent stores, online, corporate business, decorators, hotels, restaurants, airlines, yacht and cruise ships GLOBAL BRAND SPAIN | 2 Stores, 44 ECI’s SPAIN | 2 Stores, U.S.A.44 ECI’s (New York) | 1 Showroom BYELORUSSIA | 1 Store U.S.A. | 1 Showroom (New York) BRAZIL | 1 Store, 250 Premium Retail Sales BYELORUSSIA | 1 Store LUANDA | 1 Store BRAZIL | 1 Store, 250| 1Premium KUWAIT Store Retail Sales LUANDA | 1 Store MAPUTO | 2 Stores MEXICO | 2 Corners KUWAIT | 1 Store NAMIBIA | 1 Store MAPUTO | 2 Stores BEIJING | 1 Corner MEXICO | 2 PORTUGAL Corners | 32 Stores NAMIBIA | 1 TURKEY Store | 1 Store BEIJING | 1 Corner PORTUGAL | 32 Stores TURKEY | 1 Store 13
3. THE INDUSTRY 14
CO M PA N Y PR ES ENTATIO N AF TE R REORGANIZATION P ROC ESS 3. THE INDUSTRY Market Position • VAA’s strong international presence makes it one of the leading players worldwide within the segments in which it operates, and its EBITDA margin is one of the highest amongst its main listed peers BRANDS 9% 12% 5% 9% 9% 18% 12% n.a. 17% n.a. s Te ar rie kw so wa cor oo es e 653 re xt e G De ar Ho re C ac wa g s Ho ry Ho a 574 ew ile tin c e e le ss re m m bl gh ift ut la Ta Li G C 278 VAA M€ 147 121 Libbey 59 71 93 80 68 60 13 13 11 17 10 10 43 n.a. n.a. Fiskars Villeroy & Boch ) n ) ) ) at s ey na ch (2 (3 (3 (1 ar rio ar Bo hi bb A sk e ne op ei cc ll C VA ak Li Fi & en m et Ba rit Baccarat hi rt y bl gr ro No Po rc Ta De lle hu S Vi C BH BHS Tabletop Portmeirion Turnover FY2017 EBITDA EBITDA MARGIN Noritake (1) Includes a Tools and Technology segment Churchill China (2) Values include Cerutil and Bordallo Pinheiro. (3) FY Mar17-Mar18 Degrenne N.B.: Figures exclude, where possible, business segments that are not comparable to VAA Sources: Bloomberg, Companies Reports and websites. 15
CO M PA N Y PR ES ENTATIO N AF TE R REORGANIZATION P ROC ESS 3. THE INDUSTRY Market Trends • Expected high growth in ceramics market of around 6,6% CAGR until 2021 is accompanied by more complex and demanding customer preferences MAIN TRENDS Demand: Preferences: • Increasing demand most noticeable for home decoration and giftware • Consumer preferences shifting towards more sophisticated products, products namely in terms of design • Growing disposition from consumers to follow recent and ever-changing • Top Design is a “must have” to compete against the price focused trends for interior design and to purchase unique pieces companies /countries and products/brands must tell a consistent story • Increasing demand in the hotelware tableware goods GLOBAL OUTLOOK Global tableware and ornamental ceramic market 26,7 28,5 • The global market is expected to grow at a 6.6% CAGR until 2021, whereas 23,4 25 20,7 22 production in Europe is expected to grow at approximately 1.4% per year until 2020 • The USA (amongst the countries in which VAA operates) is the main €bn importer of such products with 45% of global imports (2016), while China takes the lead in exports with 58% • Portugal has been increasing its exports at around 12% per year from 2012 2016 2017 2018 2019 2020 2021 to 2016 Source: Global Ceramics Market: 2017-2021 (Technavio) 16
4. Strengths and Strategy 17
CO M PA N Y PR ES ENTATIO N AF TE R REORGANIZATION P ROC ESS 4 . S T R E N G T H S A N D S T R AT E G Y Strengths TOP B R OA D STRONG 1 PRODUCT 2 I N T E R N AT I O N A L 3 MARKET 4 FINANCIAL 5 PORTFOLIO PRESENCE LEADERSHIP PERFORMANCE I N N O VA T I O N • Manufacturing across various • Geographical footprint across • Solid brand awareness and • Revenues experiencing • Investment plan to expand distinct products and business 82 countries prestigious company consecutive positive growth capacity in the different areas • Business model that allows • Market leading position in rates production facilities • Constant focus on VAA for further distribution Portugal and a significant global • Growing turnover not tracked • Introduction of new differentiating products expansion in international player in retail and hotelware* by expenses, with EBITDA technologies and through design and quality markets increasing 36% CAGR since methodologies in the 2015 production process *Sources: Bloomberg, Companies Reports and websites. 18
CO M PA N Y PR ES ENTATIO N AF TE R REORGANIZATION P ROC ESS 4 . S T R E N G T H S A N D S T R AT E G Y Strategic Plan • VAA’s strategic plan going forward lies on three distinct complementary vectors that ultimately work towards strengthening the company’s market position and making Vista Alegre a brand of reference within its segments 1 2 3 COMMERCIAL O P E R AT I O N A L PA R T N E R S H I P S / D E S I G N VAA’s commercial agenda follows its vision VAA has several R&D investments that As part of VAA’s strategy, the company to further expand the brand internationally, are transversal to all segments and aim will maintain a strong bet on partnerships, develop the HORECA sector and leverage to increase operational skills and energy both with clients and artists, to promote sales via an online channel and an increased efficiency, enhance production quality the position of the brand as a reference product portfolio. and productivity. in the lifestyle segment. At focus are the already established markets VAA’s operational efforts are threefold: and recently-entered countries. innovation on products, processes and management. VAA has signed a strategic cooperation with university of Aveiro. 19
CO M PA N Y PR ES ENTATIO N AF TE R REORGANIZATION P ROC ESS 4 . S T R E N G T H S A N D S T R AT E G Y Strategic Plan 1 COMMERCIAL 2 O P E R AT I O N A L 3 PA R T N E R S H I P S / D E S I G N Consolidate presence in Spain, Brazil and the USA, while Product innovation Maintain and expand relevant partnerships with: simultaneously focusing on recently-entered areas such • R&D projects with suppliers, knowledge centers and designers to • Luxury brands in fashion, watches, decoration and furniture, such as Mexico, India, Italy and France deliver innovative products (Design, Image, elegance, functionality as Oscar de la Renta, Lacroix, Pineda Covalin, amongst others • Open flagship stores in main cities: and sustainability) • Renowned designers such as Ross Lovegrove, Marcel Wanders, Paris, New York, Milan, London, Dubai, Hong Kong and Toquio Process innovation Jaime Hayon and others, as well as visual artists, architects, • Enhance local commercial teams to better manage/understand writers and others • Development and introduction state of art equipment in the markets and expand commercial and sales relationships efficient layouts in order to improve: Quality, Productivity, • Clients such as IKEA, Henessy and Rémy Martin • Improve communication and brand awareness by hiring local Energy Efficiency, Safety and Environmental Sustainability PR firms and increasing social network activity Management innovation Develop the HORECA sector • Develop the principle of Continuous Improvement mindset • Partnerships with luxury restaurants and hotel chains, such – Kaizen (Everybody, Everyday, Everywhere), an inside culture as the recent contract with Club Med that covers industrial, commercial and supported areas Other actions • HR Management: HR global programs to create, strong team building, well trained, skilled and committed workers. • Increase product portfolio and enter new market segments, namely high-end lighting • Industry 4.0 Program: • Develop the online sales channel • Continuous monitoring of equipment and processes in order to have on-line and reliable information • Monitoring the main KPIs and targets through interactive dashboards, as - Quality, Productivity, Output and Energy Efficiency • This information in real-time, support the management to take fast decision in order to improve operational performance and create predictive models to avoid potential issues 20
CO M PA N Y PR ES ENTATIO N AF TE R REORGANIZATION P ROC ESS 4 . S T R E N G T H S A N D S T R AT E G Y Strategic Plan • Together with its plan that is transversal to all segments, VAA has defined individual strategic plans product-wise PORCELAIN AND S T O N E WA R E TA B L E C R Y S TA L OTHER PRODUCTS O V E N -T O -TA B L E WA R E E A R T H E N WA R E S T O N E WA R E & GLASS • Rebranding with a focus on the • Bet on impulsive shopping • Increase the portfolio • Preserve the partnership • Diversify luxury segment luxury segment by opening small-sized stores of Bordallo’s products with IKEA via the Ria Stone by introducing new elements, • Segregation of top-end product in high customer influx areas, to hotelware subsidiary with the recently namely illumination and mixtures array to evoke brand awareness, specialized in selling pieces extended contract until 2026 with silver, gold and porcelain and build accessibility via mid- with larger added-value • Develop the segment of end portfolio • Develop lines of Kitchen corporate business • Partnerships with contemporary accessories • Develop the B2B partnership design artists within the painting, with global luxury brands sculpture, architecture, and literature areas as well as other art forms, to differentiate its products when entering new markets • Focus on Home accessories, by selling all table products including textiles, glasses, candles, cutlery and limited edition furniture • Brand extension to Lifestyle products 21
CO M PA N Y PR ES ENTATIO N AF TE R REORGANIZATION P ROC ESS 4 . S T R E N G T H S A N D S T R AT E G Y Investment Projects • VAA’s strategic plan and investments intend to increase the company’s competitiveness and brand awareness by producing increased value-added products that shall lead to greater sales at lower costs Relevant contracts: • New stores • Higher product differentiation • IKEA: extended until 2026, (porcelain and Earthenware) worth €250m. Increase in • Improve product quality and units supplied from 32.5m to • New kilns for production resistance 48.5m pieces a year, increasing (Earthenware, Oven • Increase capacity related sales by approximately stoneware and crystal/glass more 57% segments) • Increase efficiency • Henessy: new pluriannual • New technologies • Waste reduction and recycling, contract worth €16m to supply and methodologies circular economy luxury crystal cognac bottles • New contracts/partnerships • Economies of scale • Remy Martin: new pluriannual (IKEA, Henessy, Rémy Martin, • Lower production cycle time contract worth €12m to supply Martell) luxury crystal cognac bottles • Increase competitiveness • Automation of production • Club Med: tableware supply process • Increase added-value across 40 resorts, 26 countries • Increase brand awareness and 3 years 22
5. Financial performance 23
CO M PA N Y PR ES ENTATIO N AF TE R REORGANIZATION P ROC ESS 5. FINANCIAL PERFORMANCE Financial Performance • With the acquisition of VAA by Grupo Visabeira in 2009, the company’s financial performance recorded a significant improvement • Despite adverse market conditions, the company showed strong sustained turnover growth, particularly since 2014 • Improvements in VAA’s operational efficiency and management resulted in outstanding growth in both EBITDA and EBITDA margins T U R N OV E R E B I T DA 16% 85 13% CAGR 10% 5,7% 75,4 5% 13,6 71,8 2% 3% 3% 1% 65,2 9,5 -12% 54,4 53,9 54,2 54,2 6,8 50,8 2,5 2,3 1,6 1 0,3 M€ M€ -6,5 2009 2010 2011 2012 2013 2014 2015 2016 2017 2009 2010 2011 2012 2013 2014 2015 2016 2017 EBITDA EBITDA Margin 24
CO M PA N Y PR ES ENTATIO N AF TE R REORGANIZATION P ROC ESS 5. FINANCIAL PERFORMANCE Financial Performance • VAA’s significant growth in sales and improved • The company’s constant effort to enhance • In 2017, VAA issued 367,743,189 shares for a operational efficiency led to enhanced productivity and product quality, as well as total amount of €51.5M, of which €50M were operating cash flows to expand to new markets, implied significant converted from shareholders’ loans into equity investments over this period CASH FLOW C A P I TA L S T R U C T U R E 46% 15,3 25% 24% 23% 19% 17% 16% 18% 12,4 10,6 11 172,8 175,8 177,8 166,1 9 -45% 146,1 131,4 130,9 130,4 4,7 4,9 5,2 4,4 103,9 2,7 1,8 1,2 41,2 -0,2 33,2 32,8 30,1 M€ M€ -1,4 18,3 22,8 -2,7 9,4 -4,4 -3,9 -5,5 -0,7 -9,7 2009 2010 2011 2012 2013 2014 2015 2016 2017 2009 2010 2011 2012 2013 2014 2015 2016 2017 Operating Cash flow Capex Assets Net Debt from financial institutions Equity/Assets ratio 25
CO M PA N Y PR ES ENTATIO N AF TE R REORGANIZATION P ROC ESS 5. FINANCIAL PERFORMANCE Pro Forma Financials T U R N OV E R E B I T DA 18,1% 18,0% 92,7 16,8 48,2 8,7 M€ M€ 2017 1H 2018 2017 1H 2018 EBITDA Margin The values presented for VAA are estimates (unaudited/not official) that combine figures from Cerutil and Bordallo Pinheiro. The 2017 values of VAA does not include transaction costs or funding costs, do not represent any consolidation of accounts and are for illustration purposes only 26
Final remarks 27
CO M PA N Y PR ES ENTATIO N AF TE R REORGANIZATION P ROC ESS FINAL REMARKS Final Remarks • Vista Alegre produces a wide range of products that are differentiated by their unique design and build quality • The company’s internationally-driven business plan has been propelling the brand abroad, which now is selling in 82 countries • VAA enjoys strong brand awareness in Portugal and increasing prestige internationally, making it a market leader in its home country* and a major player globally • VAA’s financial performance has been greatly improving, with revenue growing at a fast pace and EBITDA margin jumping 6 percentage points over the last three periods • The company is committed to its expansion and enhancement, focusing on innovation to consistently expand capacity and introduce more efficient and pioneering production processes • VAA’s strategic plan moving forward is threefold, focusing on commercial, operational and partnerships/design areas • Current and upcoming investments ultimately aim to strengthen market position and making VAA a brand of reference, by increasing competitiveness, product added- value, growing sales and achieving cost efficiencies * Sources: Bloomberg, Companies Reports and websites. 28
ANNEX 29
CO M PA N Y PR ES ENTATIO N AF TE R REORGANIZATION P ROC ESS ANNEX Landmarks • With 194 years of existence, Vista Alegre Atlantis has experienced a rich history, starting from a porcelain-only factory to a global brand of reference for the ceramic and crystal/glass markets The porcelain Vista Alegre Vista Alegre Acquisition of factory Vista Alegre receives its lists on the a factory unit is established first international Lisbon and in Brazil and a award in the Porto stock minority participation Exposition exchanges of 25% in a 1829 Universelle in Paris, France 1986 1997 British ceramic company 1824 1867 1987 Late Vista Alegre receives the Vista Alegre begins its Merger with Cerexport and 1990s title of Real international consequent Fábrica (Royal expansion, entry into the Factory) opening up a German market branch in Spain 30
CO M PA N Y PR ES ENTATIO N AF TE R REORGANIZATION P ROC ESS ANNEX Landmarks • More recently, the merger between Vista Alegre and Atlantis as well as a series of consolidating restructurings have made VAA the largest Portuguese group in its segments and one of the largest worldwide Capital increase totaling €51.5M, the majority of which from the conversion of shareholders’ loans Merger of Vista Alegre Ria Stone factory IKEA contract extended and Atlantis (crystal and begins its activity, for an additional five glass), then on VAA Group supplying 30M years, until 2026 stoneware units to be sold 2009 internationally in IKEA stores 2016 2018 2001 2014 2017 VAA Group New visual identity. Reorganization of is acquired Vista Alegre and VAA to concentrate by Grupo Atlantis items start all ceramic Visabeira selling under a sole participation within name the Group, strengthening VAA’s market positioning 31
CO M PA N Y PR ES ENTATIO N AF TE R REORGANIZATION P ROC ESS ANNEX Shareholder Structure and Governance SHAREHOLDER STRUCTURE 100% Caixa Visabeira Grupo Geral de Free Indústria Visabeira Depósitos Float 3.64% 3.4% Vista 90.48% Alegre 2.49% Atlantis* *Vista Alegre owns 1,099 treasury shares at of 30 June, 2018 G OV E R N A N C E • VAA’s Board of Directors is composed Board of General of a minimum of 5 and a maximum Remunerations Audit Board Committee Shareholders’ Meeting of 11 members • As of 18th May 2018, the Board of Directors comprised 10 members Statutory Auditor Board of Directors and the Executive Committee 5 members • The Statutory Auditor is independent from the Audit Board Executive Committee 32
CO M PA N Y PR ES ENTATIO N AF TE R REORGANIZATION P ROC ESS ANNEX Original VAA Group Structure 1 VA A G R O U P S T R U C T U R E Vista Alegre Atlantis, SGPS, SA 100% 99% 100% 100% 100% 100% 100% 100% 100% 99.3% 100% Vista Alegre Vista Alegre VA – Vista Alegre VA Grupo France, SAS USA Corporation España, SA Vista Alegre Participações, SA Vista Alegre Atlantis Vista Alegre Atlantis Vista Alegre Faianças da Capôa Moçambique, Lda UK LTD Atlantis, SA Indústria Cerâmica, SA VAA I.I. Ria Stone Cerexport Sociedade Fábrica de Louça Cerâmica de Imobiliária, SA de Mesa em Grés, SA Exportação, SA 50% 87.59% 2.33% Shree Sharda VAA Brasil Vista Alegre Private Comércio Imp. Limited e Exp., SA 1 Group structure as of 30th June 2018, prior to Cerutil Transaction 33
CO M PA N Y PR ES ENTATIO N AF TE R REORGANIZATION P ROC ESS ANNEX Final VAA Group Structure VA A G R O U P S T R U C T U R E Vista Alegre Atlantis, SGPS, SA 100% 99% 100% 100% 100% 100% 100% 100% 100% 100% 100% Vista Alegre Vista Alegre Ria Stone VA – Vista Alegre France, SAS USA Corporation Fábrica de Louça de España, SA Mesa em Grés, SA Vista Alegre Atlantis Vista Alegre Atlantis Vista Alegre Faianças da Capôa Moçambique, Lda UK LTD Atlantis, SA Indústria Cerâmica, SA VAA I.I. Cerutil SA Cerexport Sociedade Cerâmica de Imobiliária, SA Exportação, SA 84%* 50% 87.59% 2.33% Faianças Artísticas Shree Sharda VAA Brasil Bordallo Vista Alegre Private Comércio Imp. Pinheiro, Lda Limited e Exp., SA * Cerutil owns 100% of Bordalgest which in turn owns 83.99% of Bordallo Pinheiro 34
CO M PA N Y PR ES ENTATIO N AF TE R REORGANIZATION P ROC ESS ANNEX Products – Porcelain and Other Products • Vista Alegre has been producing porcelain for almost two centuries and its • It also cooperates with design schools and young designers worldwide, high-class luxury products enjoy deep-rooted recognition both in Portugal and by sponsoring artistic residences (ID-Pool) worldwide. With over €40M in sales, porcelain remains VAA’s primary business segment, at 31st December 2017 • VAA’s premium porcelain has been recognised with various prestigious international design awards, be it for its tableware, hotelware or home décor items • VAA promotes partnerships with renowned designers and is engaged in strategic partnerships with Christian Lacroix, Oscar de la Renta and Pineda • In complement to its porcelain, VAA has also developed its own cutlery lines, Covalin including both traditional and modern designs T A B L E WA R E H O T E LWA R E HOME DECOR “CALÇADA PORTUGUESA” “UTOPIA” “PRINTEMPS” “GÁRGULAS” “CARRARA” “PRECIOUS” “POISON” 35
CO M PA N Y PR ES ENTATIO N AF TE R REORGANIZATION P ROC ESS ANNEX Products – Crystal and Glass • VAA’s superior lead crystal (30% PbO) is one of the best in the world. Its premium quality and design have been recognised on numerous occasions with the most distinguished international awards. VAA is currently investing in the luxury bottle segment with a contract with Hennessy for the supply of luxury crystal cognac bottles and strategic partnerships with Remy Martin and Martell • The Group’s glassware is commercialised under the “Vista Alegre” and “Casa Alegre” brand names T A B L E A N D B A R C R Y S T A LWA R E C R Y S TA L H O M E D E C O R G L A S S WA R E “FROSTY” “OZ” “BLUE MING” “GAZELLE” “GARLAND” “PIET” “ÚNICA” “CHEERFUL” (VISTA ALEGRE - CRYSTAL AND GLASS) (CASA ALEGRE) 36
CO M PA N Y PR ES ENTATIO N AF TE R REORGANIZATION P ROC ESS ANNEX Products - Stoneware Tableware • Stoneware tableware is produced mainly by Ria Stone, a company founded by VAA in 2012 with the main objective of producing tableware for the Swedish Group IKEA., which enables direct exports mostly to European Countries such as Germany, Spain, France and Italy • VAA is currently expanding Ria Stone’s production capacity and is introducing new additional technologies to improve productivity and quality S T O N E WA R E T A B L E WA R E “DINERA” “FARARIK” “FINSTILT” 37
CO M PA N Y PR ES ENTATIO N AF TE R REORGANIZATION P ROC ESS ANNEX Products – Stoneware Oven-to-Tableware • The Group’s ovenware is produced mainly at Cerexport and Cerutil, • Cerutil is a modern factory specializing in the production of oven-to-tableware; with a strong focus on the European market it is highly specialized in Design and Production of stoneware crockery and, because it controls the entire process, it can offer specific solutions tailored to • Cerexport began producing tableware and stoneware oven-to-tableware two each market’s needs years ago, with significant customers including large American retail stores, such as William Sonoma, Crate & Barrel, Anthropologie and House of Fraser • Plans for product diversification, increased production capacity and circular economy measures are being considered by VAA in this segment O V E N T O T A B L E WA R E S T O N E WA R E “FESTIVAL” “FRUITS” “SIENA” BRONZE WHISPER “TERRA AZUL” 38
CO M PA N Y PR ES ENTATIO N AF TE R REORGANIZATION P ROC ESS ANNEX Products – Earthenware • Most of VAA’s earthenware is produced by Bordallo Pinheiro, a company that • Thanks to a modern entrepreneurial approach, Bordallo Pinheiro plays was acquired by Visabeira Group in 2009 but whose origins date back to the a fundamental role in the revival of Portuguese ceramics, both at a national 19th century and international level • Bordallo Pinheiro is deeply rooted in Portuguese culture and embodies • While Bordallo Pinheiro remains faithful to its heritage through the use of the creativity and critical thinking of its founder Rafael Bordallo Pinheiro. ancestral manufacturing techniques and nature-inspired motifs, it also adopts Its utilitarian and decorative pieces reflect such diverse influences as the contemporary excellence standards and a continuously innovative approach, Renaissance, Naturalism, Art Nouveau and the Spanish and Arab legacies both in aesthetic and technical terms T A B L E WA R E HOME DECOR “FIGURAS EM MOVIMENTO” “SARDINHA” “MELANCIA” “ANANÁS” “ABÓBORA” “COUVE” “ALCACHOFRA” “GATO ASSANHADO” “JARRO COM LAGARTIXA” “ANDORINHAS” 39
CO M PA N Y PR ES ENTATIO N AF TE R REORGANIZATION P ROC ESS ANNEX Strengths TOP PRODUCT PORTFOLIO • In line with ever-changing preferences and consumers’ shift towards more sophisticated purchases that value more design and quality, VAA has remained faithful to its core values and principles to deliver high quality products, combining tradition and modernity DESIGN QUALITY DIVERSIFICATION • Awarded numerous international prizes. • The Quality Management System of the VAA’s product portfolio spans across several In 2017 alone, it has been awarded 19 prizes company is certified by an independent entity different offerings, namely; • Limited editions pieces for museums and - Certification ISO 9001 • Tableware VAA’s Collectors’ Club. Pieces/ exhibitions • Quality control examines products across • Bar and wine items are displayed in various venues (NY MoMA, the various production stages, with tests London’s Victoria and Albert Museum, in laboratories, control of product’s • Decoration amongst others) characteristics and audit to products’ • Giftware • Pieces often showcased in lifestyle media shipments • Cookware publications such as such as AD, Architectural • VAA is certified by some of its major clients as • Lighting Design, Elle Décor and many prestigious a requisite for the continuity of the contracts, others globally spanning environmental, social, hygienic and • Cutlery • Ever more frequent partnerships with safety concerns • Artistic and design pieces contemporary artists have gained international • Recognized by customers as a Superbrand High potential for a brand extension to lifestyle recognition, such as: Christian Lacroix, Marcel complementary products Wanders, Oscar de La Renta, Pineda Covalin, Sam Baron and others 40
CO M PA N Y PR ES ENTATIO N AF TE R REORGANIZATION P ROC ESS ANNEX Strengths BROAD INTERNATIONAL PRESENCE • VAA’s exports in 2017 correspond to around 64% of total revenue and cover 82 countries – a clear reflection of VAA’s internationally-driven business plan GLOBAL BRAND FUTURE Most notably, VAA sells and VAA plans to further increase its international has operations in USA, Brazil, presence by: Mexico, India, Spain and • Consolidating its position in markets where France, but also across other it is already established European countries, South America, Middle East, Asia • Opening new flagship stores in main cities Pacific and CIS • Enhancing local commercial teams Vista Alegre operates in • Creating great consumer experiences and social SPAIN | 2 Stores, 44 ECI’s three main areas – retail, network activity U.S.A. | 1 Showroom (New York) Horeca and private label BYELORUSSIA | 1 Store • Increasing product portfolio and entering new BRAZIL | 1 Store, 250 Premium Retail Sales –, covering own stores, LUANDA | 1 Store segments KUWAIT | 1 Store corners, SIS, independent MAPUTO | 2 Stores stores, online, corporate • Developing the online sales channel MEXICO | 2 Corners NAMIBIA | 1 Store business, decorators, hotels, • Partnering with luxury restaurants and hotel chains BEIJING | 1 Corner restaurants, airlines, yacht PORTUGAL | 32 Stores and cruise ships • VAA is re-enforcing commercial efforts South TURKEY | 1 Store Korea, China, Russia and the Middle East 41
CO M PA N Y PR ES ENTATIO N AF TE R REORGANIZATION P ROC ESS ANNEX Strengths MARKET LEADERSHIP • The brand has received domestic and international recognition awarded for its build quality and design, being acknowledged as one of the most prestigious brands within its business areas. This has proven highly crucial to position VAA as a top global player in the ceramics and glass markets MAIN COMPETITORS MARKET POSITIONING • Across all business areas and offerings, VAA’s main competitors are both local and international players, with an increasing presence from Asian producers • VAA has maintained a long-standing market leading position in Portugal. As for the international market, revenue growth has propelled the company, now placed among the largest international players both in revenue and EBITDA. Specifically, VAA ranks eighth worldwide in turnover against its listed comparables • Vista Alegre operates in three main areas – retail, Horeca and private label –, covering own stores, corners, SIS, independent stores, online, corporate business, decorators, hotels, restaurants, airlines, yacht and cruise ships. Sources: Bloomberg, Companies Reports and websites. 42
CO M PA N Y PR ES ENTATIO N AF TE R REORGANIZATION P ROC ESS ANNEX Strengths STRONG FINANCIAL PERFORMANCE • VAA’s efforts to deliver an increasingly more diverse offering of high quality products, increase its brand awareness, intensify its international presence, expand its partnerships and invest in innovation and efficiency have allowed the company to enjoy a strong financial performance over the last few years. T U R N OV E R E B I T DA O P E R AT I N G C F 10,6 11,0 85,0 16% 17% 9,7 13% 9,0 71,8 75,4 10% 13,6 4,7 4,9 5,2 42,0 9,5 4,1 41,1 7,0 M€ M€ 6,8 M€ 6,3 2015 2016 2017 1H 2018 2015 2016 2017 1H 2018 2015 2016 2017 1H 2018 Operating Cash flow Capex ANNUAL 1H ANNUAL 1H EBITDA Margin Values before the reorganization process 43
CO M PA N Y PR ES ENTATIO N AF TE R REORGANIZATION P ROC ESS ANNEX Strengths INNOVATION • Under an increasingly competitive environment, VAA has been continuously investing with a specific focus on innovation in order to improve its production processes and sustain a standard of quality and design that tries to one up other market participants • VAA emphasizes a great commitment on merging artisanal methods with state-of-the-art production technology, for which it invests in Research and Development projects, as exemplified below Automation of Ria Stone factory R&D project Decorglass that focuses on the limitations of glass decoration techniques Manufacturing using monocooking and development of a new glass gamut 2018 (Ria Stone) and digitally decorated 2016 table stoneware units 2015 Modernization of VAA factory to allow 2017 Introduction of a series of new technologies, namely regarding: for better storage, management and logistics • Improved processes by reducing cycle time, (customers services) control and flexibility New technologies implemented in the porcelain • State of-art equipment's (green generation) production that resulted in quality, productivity • Optimized layout and pull flow production system and energy efficiency • Improved processes by merging different stages into one New R&D projects M2G2 and Casa, in order to develop new Stoneware products with higher • Creation of unique product shapes added-value. • Circular economies and raw-material reutilization • Process automation and energy efficiency 44
CO M PA N Y PR ES ENTATIO N AF TE R REORGANIZATION P ROC ESS ANNEX Investment Projects • VAA has been implementing a series of investments to promote its strategic objectives totaling €49.6M, of which €41.9M is still outstanding. These are expected to be entirely concluded until 2021 and partially financed through subsidies adding to €15.7M, of which 50% may be converted into a grant • Next 4 aim to expand VAA’s product portfolio and do it efficiently by altering every stage of the production process • Cerexcor and Cristalux focus on increasing competitiveness by introducing new technology that promotes productivity and efficiency TOTAL OUTSTANDING COMPANY SEGMENT PROJECT OBJECTIVES SUBSIDY INVESTMENT INVESTMENT* Process innovation: • Reduce manual labor and waste • Increase added-value through design differentiation • Increase quality and resistance Porcelain Next 4 €5.3M €5.3M €2.1M • Introducing Isocup and Digital Print technologies that allow for the manufacturing of cups and handles in a single operation and the non-manual decal of the pieces, respectively Vista Alegre Stoneware • Redevelopment of the old Faianças de Capoa factory Oven-to- Cerexcor €1.9M €0.7M €0.3M • Introduction of a new segment Casa Alegre -Tableware • Capacity increase with a new furnace Glass and • Process innovation via automation of manual labor Cristalux €10.2M €7.0M €3.2M Crystal • Introduction of new technology singlepass to allow for the creation of unique geometrical shapes and thickness Approximate values * Amounts refering to December 2017 45
CO M PA N Y PR ES ENTATIO N AF TE R REORGANIZATION P ROC ESS ANNEX Investment Projects • DecorRia intends to expand production output, while allowing for the development of new products in partnership with IKEA • Both New Shapping Stoneware and InovBordallo target optimized production processes, thus allowing for more efficient and larger output to expand internationally TOTAL OUTSTANDING COMPANY SEGMENT PROJECT OBJECTIVES SUBSIDY INVESTMENT INVESTMENT* • Capacity increase (+60%) by enlarging the factory unit and the acquisition of a new klin Process innovation: Stoneware • Automation using Digital Print Ria Stone DecorRia €20.3M €17.7M €5.7M Tableware • Increase added-value (single-firing processes) • Increase product quality (mechanical resistance, dishwasher durability and metal marking resistance) • Capacity increase (+30%) and modernization by introducing new technology isostatic Stoneware pressing New Shapping Cerutil Oven-to- Process innovation: €3.8M €3.8M €1.5M Stoneware -Tableware • Waste reduction (from 50% to 5-10%), recycling of chips and introduction of circular economy efficiencies • Capacity increase (+50%) using new ovens and adjacent lines Bordallo Earthenware Inov Bordallo Process innovation: €8.3M €7.5M €2.9M Pinheiro • Further process automation and energy efficiency Approximate values * Amounts refering to December 2017 46
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