MAHLE Metal Leve S.A. BTG Pactual XVI CEO Conference Brasil São Paulo February 11 th, MAHLE

Transcription

1 MAHLE Metal Leve S.A. BTG Pactual XVI CEO Conference Brasil 2015 São Paulo February 11 th,2015 1

2 Important Notice The material that follows is a confidential presentation of general background information about MAHLE Metal Leve S.A. and its subsidiaries (collectively, MAHLE ) as of the date of the presentation. It is information in summary form and does not purport to be complete. No representation or warranty, express or implied, is made concerning, and no reliance should be placed on, the accuracy, fairness, or completeness of this information. This confidential presentation may contain certain forward-looking statements and information relating to MAHLE that reflect the current views and/or expectations of MAHLE and its management with respect to its performance, business and future events. Forward looking statements include, without limitation, any statement that may predict, forecast, indicate or imply future results, performance or achievements, and may contain words like anticipate, believe, estimate, expect, forecast, plan, predict, project, target or any other words or phrases of similar meaning. Such statements are subject to a number of risks, uncertainties and assumptions. Wecaution you that a number of important factors could cause actual results to differ materially from the plans, objectives, expectations, estimates and intentions expressed in this presentation, including: market acceptance of MAHLE s products or services; volatility in the autoparts and automotive industry, the Brazilian economy and the financial markets; changes in legislation, accounting standards, taxation and government policies affecting the autoparts and automotive sector; ability to stay abreast of changes in technology; ability to continuously introduce competitive new products and services, while staying competitive in existing ones. In no event, neither MAHLE nor any of its affiliates, directors, officers, agents or employees, nor if applicable the selling shareholder, placement agents or underwriters, shall be liable before any third party (including investors) for any investment or business decision made or action taken in reliance on the information and statements contained in this presentation or for any consequential, special or similar damages. All forward-looking statements in this presentation are based on information and data available as of the date they were made, and MAHLE undertakes no obligation to update them in light of new information or future developments. This presentation and its contents are proprietary information and may not be reproduced or otherwise disseminated in whole or in part without MAHLE s prior written consent. Securities may not be offered or sold in the United States unless they are registered or exempt from registration under the United States Securities Act of 1933, as amended. Any offering of securities to be made in the United States will be made solely by means of a confidential offering circular that may be obtained from the placement agents or the underwriters. Such confidential offering circular will contain detailed information about MAHLE and its business and financial results, as well as its financial statements. This presentation does not constitute an offer, or invitation, or solicitation of an offer, to subscribe for or purchase any securities. Neither this presentation nor anything contained herein shall form the basis of any contract or commitment whatsoever. 2

3 Agenda 1. The MAHLE Group Worldwide 2. The MAHLE Metal Leve Group 3. Trends & Innovation 4. Financial and Capital Markets 3

4 The MAHLE Group Worldwide SECTION 1 The MAHLE Group Worldwide 4

5 The MAHLE Group Worldwide The MAHLE Group is a global leader in engine components and filters Group Highlights Revenues (EUR bn) German group founded in 1920 and headquartered in Stuttgart One of the 3 major global suppliers of piston systems, cylinder components, valve train systems, as well as management and filtration of air and fluid systems Global Footprint Global leader in partnerships for engine development Over 140 production units on 5 continents 10 technology centers on 4 continents Close to 65,000 employees MAHLE Group Presence MAHLE Group s Technology Centers 5

6 The MAHLE Group Worldwide MAHLE Overview Sales by geographical markets as of 2013 North America: Sales: EUR 1,606.2 m Employees: 10,196 Europe: Sales: EUR 2,960.8 m Employees: 30,131 Asia/Pacific: Sales: EUR 1,476.3 m Employees: 12,266 South America: Sales: EUR m (BRL 2.3b) Employees: 9,396 Production locations Research and development centers 6 Africa: Sales: EUR 63.9 m Employees: 862 6

7 The MAHLE Group Worldwide MAHLE Overview Organizational Structure Professional and independent management with high levels of corporate governance Association with supervisory rights in the company 0.09% MABEG 90.44% (direct) MAHLE GmbH MAHLE Stiftung (MAHLE Foundation) 9.56% (indirect) 99.91% A German not-for-profit foundation, that supports its activities through dividends it receives from the MAHLE Group No supervisory rights Overseas Brazil % MIB MAHLE Indústria and Comércio Ltda 10.00% 60.00% 30.00% Free Float Controlling Shareholder Direct and Indirect Stake: 70.00% MAHLE Metal Leve S/A 7

8 The MAHLE Group Worldwide MAHLE Overview Behr Integration - Shareholder Structure 19,9% 36,8% > 50% Behr Family MAHLE Capital increase of MAHLE Capital increase of MAHLE 49% 51% / /2013 MAHLE Behr GmbH & Co. KG A structure of put call options (5% p.a.) will enable MAHLE to acquire 100% of Behr over time MAHLE s call options are subject to a minimum equity value of 925 MEUR in 2015 and 875 MEUR in the following years The put options of the Behr family have no guaranteed exercise strike price Expected cash outflow for exercising the Option of approx. 50 MEUR p.a. starting from

9 The MAHLE Group Worldwide Product Range more than pistons 9

10 The MAHLE Group Worldwide Product Applications more than Automotive 10

11 The MAHLE Group Worldwide Unrivaled Portfolio of Components 11 Plastic cylinder head cover module Oil filter module Valve camshaft Aluminum cylinder head¹ Valve guide Valve Valve seat insert Aluminum engine block¹ Turbocharger¹ Piston ring Piston Piston pin, Piston pin circlip Note: 1 Products not manufactured in Brazil Oil-mist separator with control valve Air filter module Tappet (cam follower, rocker arm)¹ Tumble flap¹ Exhaust gas recirculation valve¹ Intake manifold (charged air distribution) Blow-by induction¹ Fuel filter Cylinder liner Connecting rod Bearing Controlled Oil pump¹

12 The MAHLE Group Worldwide Product portfolio Power Cell Unit for passenger car application Piston 1 st Compression ring Piston pin 2 nd Compression ring Cylinder liner Oil scraper ring Connecting rod bearing Connecting rod 12

13 The MAHLE Group Worldwide Product portfolio Power Cell Unit for heavy duty application Piston 1 st Compression ring Piston pin 2 nd Compression ring Oil scraper ring Cylinder liner Connecting rod 13

14 The MAHLE Metal Leve S.A. Group SECTION 2 The MAHLE Metal Leve S.A. Group 14

15 MAHLE Metal Leve S.A. From a components manufacturer to a global systems partner MAHLE Metal Leve S.A. Shareholder Profile In 1951 Ernst Mahle settles in Brazil and becomes the founder-partner of the company Metal Leve, establishing a solid partnership and supplying technology for the beginning activities. In June of 2011: adhesion of the Company to the Novo Mercado listing segment of the BM&FBovespa. Approximately 9,500 employees at seven industrial plants, six of which are located in Brazil, and our seventh plant is located in the city of Rafaela in Argentina. We have two distribution centers: one in the city of Limeira in the State of São Paulo and one in Buenos Aires in Argentina. Net sales revenue by segment (%) We have a technology center located in the city of Jundiaí in the State of São Paulo, which we believe is one of the largest and most well-equipped technology centers in Latin America for the development of components and solution packages for internal combustion engines. This technology center is the second largest at MAHLE Group worldwide. 15

16 The MAHLE Metal Leve S.A. Group A history of successful acquisitions and high growth Acquisitions 96 Acqusition of the control of Metal Leve S.A. by MAHLE Acquisition of 3 business units from Siemens - VDO 07 Acquisition of Dana s engine components business Acquisition of Edival in Argentina (valve manufacturing plant) 1,9 08 Joint Venture with MAHLE HIRSCHVOGEL FORJAS S.A. in Queimados, RJ 2,1 10 Acqusition of the piston ring business from MAHLE Componentes de Motores by MAHLE Metal Leve 2,0 1,7 1,7 1,7 1,7 Other Events 50 Foundation of METAL LEVE, the 1 st piston manufacturer in Brazil 98 Incorporation of the piston manufacturing plant in Mogi Guaçu, SP 71 Initial public offering at BM&F Bovespa 0,7 0,9 1,0 01 Opening of the filter manufacturing plant in Mogi Guaçu, SP 1,4 05 Opening of the bushing manufacturing plant in Itajubá, MG 08 Opening of the Technology Center in Jundiaí, SP 11 MAHLE completes its US$195 mm follo w-on offering at BM&FBovespa Net Revenues (R$ bn) 16

17 The MAHLE Metal Leve S.A. Group Locations in Brazil MOGI-GUAÇU Headquarters Pistons, Pins, Cylinder Liners, Camshafts, and Connecting Rods ITAJUBÁ Piston Rings and Bushings MOGI-GUAÇU Filters QUEIMADOS Connecting Rods and other products forged LIMEIRA Distribution Center JUNDIAÍ Tech Center Powertrain INDAIATUBA Sinter parts 1 Tech Center SÃO BERNARDO DO CAMPO Bearings 6 Plants 1 Distribution Center 17

18 The MAHLE Metal Leve S.A. Group Locations in Argentina RAFAELA Valves / Valve guides / Valve Seats BUENOS AIRES Distribution Center 1 1 Plant Distribution Center 18

19 The MAHLE Metal Leve S.A. Group Diversified presence in markets and products (end of 3Q14) Market Breakdown Product Breakdown Engine Type Breakdown 19

20 Trends & Innovations SECTION 3 Trends & Innovations 20

21 Trends & Innovations Excellence and Technological Innovation Company is ranked third among publicly-held companies in international patent filings in Brazil: 34 patent applications were filed in 2013 (up 21.4% compared to 2012) Technologies involve coatings of piston rings, cylinder liners and bearings, oil flow control, filter systems, and sintered parts. Various discussions occurred with several entities in the automotive market concerning the regulation of items of the Inovar-Auto program. Meetings with customers for prospecting solutions in technologies for engine components and engineering service activities through the MAHLE Powertrain division. Maintenance of working papers developed jointly with institutes and universities (MIT, USP among others). FINEP (Study and Project Financing Authority) has started the evaluation of innovation projects in the field of powertrain. 21

22 Trends & Innovations Innovar-Auto Available and Future Technologies In October 2012 the Government announced the INOVAR AUTO program : TARGET To get reduction of the IPI tax rate (up to 34%) HOW Minimum local content achievement & investments in fuel efficiency REQUIREMENTS Local vehicle production steps¹ (Mandatory) Improve vehicles fuel economy² (Mandatory) Investment in R&D (innovation)³ (Optional) Increase expenses in Engineering and Industrial Basic Technology 4 (Optional) 1 up to 30% IPI reduction; 2 up to 2% IPI reduction; 3 & 4 up to 1% IPI reduction each 22

23 Trends & Innovations Innovar-Auto Automotive Regime % CO 2-10% CO 2-20% CO 2 Downsizing (single turbo) Combination of technologies is possible! General optimization (Friction & Cooling) GDI (hom)* VVT/VVL* GDI + EGR* (lean) Fully Variable Valvetrain EPS * Start- Stop CO 2 reduction potential Inovar-Auto (*) Available in Brazil Available outside Brazil -1% IPI -2% IPI 23

24 Financials & Capital Markets SECTION 4 Financials & Capital Markets 24

25 Financials & Capital Markets 25

26 Financials & Capital Markets R$ million 26

27 Financials & Capital Markets R$ million 27

28 Thank you! 28