Business Combination - Alp.I Spacalpispac.it/sites/alpispac/files/alpi_antares_vision... · 2018. 12. 28. · Antares Vision 4.0: go beyond Pharma, to enter Industrial markets . The

Analyst: Alessandro Cecchini - [email protected]

ALP.I | ANTARES VISIONBusiness Combination

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Analyst: Alessandro Cecchini | [email protected] | +39 02 6204 859

Not Rated

Risk: Not Rated

December 19, 2018 1 NEITHER THIS DOCUMENT NOR ANY COPY THEREOF MAY BE TAKEN OR TRANSMITTED OR DISTRIBUTED, DIRECTLY OR INDIRECTLY, INTO UNITED STATES, CANADA OR JAPAN OR AUSTRALIA TO ANY RESIDENT THEREOF OR INTO THE UNITED STATES, ITS TERRITORIES OR POSSESSIONS. #487

EQUITY RESEARCH Italy | Technology STOCK DATAPrice € 9.8

Bloomberg code ALPI IMMarket Cap. (€ mn)* 570

Free Float* 12%Ordinary Shares Out. (mn)* 57.9

52-week range 9.2-10.7

Daily Volumes 757

PERFORMANCE 1M 3M 12MAbsolute 1.0% 0.4% -

Rel. to FTSE all shares 5.1% 9.8% -

MAIN METRICS* 2019E 2020E 2021ERevenues 132 151 177Adj.EBIT 38 45 55Net income 25 30 37Adj. EPS - € cents 44 52 64DPS ord - € cents 9 11 13

MULTIPLES* 2019E 2020E 2021EP/E 23.0 x 18.7 x 15.3 xP/E adj. ex-cash 18.2 x 14.8 x 11.4 xAdj. EV/EBIT 12.4 x 10.1 x 7.9 x

REMUNERATION* 2019E 2020E 2021EDiv. Yield ord 0.9% 1.1% 1.3%FCF yield 3.3% 4.2% 5.3%

INDEBTEDNESS* 2019E 2020E 2021ENFP 102 121 145

Debt/EBITDA n.m. n.m. n.m.Interests cov n.m. n.m. n.m. *After business combination PRICE ORD LAST 365 DAYS

ANTARES: SHINING STAR It is sometimes hard to set-up a business in Italy particularly for a university start-up operating in tech sectors….. ….that said, over the years we have come to know and appreciate some exceptional entrepreneurship stories such as Datalogic, Interpump or IMA… …..Antares Vision (AV) in just 10 years is part of this "elite" group thanks to factors such as its daring and ground-breaking achievements, top quality solutions and its leadership position in sophisticated niche segments. Glorious past and present but we think the future will be just as great. Antares Vision 2.0: strong player in Pharma T&T and Vision After 10 years from its set-up, AV: - Is the world's leading pharmaceutical Track & Trace (T&T) solutions

provider, and one of the top players in visual inspection for the pharma sector;

- Serves the entire market and it is the main supplier and in some cases the sole suppliers of 10 of the 20 most important pharmaceutical groups in the world (Sanofi, Abbott etc.) having installed 2000+ serialisation lines at 200+ production facilities globally;

- Is > € 110mn value of production (2018E), at a CAGR of >45% in 2012-18E;

- Is ~ € 32mn EBIT (2018E) from around € 1mn in 2012; - Has a workforce of over 5001 people; - Serves 60 countries and >270 clients through 9 branches, 2 development

centres and 30+ technical/business partners worldwide; - Is a global company considering that ~85% of turnover is export based. Antares Vision 4.0: go beyond Pharma, to enter Industrial markets The past and present are undoubtedly rosy, but we think that the future will be too. This is thanks to a combination of both external factors, such as the rapid growth of the underlying market, and internal circumstances, such as AV management's clear strategic VISION, which is to exploit its technological know-how and strengthened shareholder structure (arrival of Italian and foreign entrepreneurs with industrial know-how in 2018), to: - Penetrate the Industrial T&T sector, which is far larger than the

pharmaceutical T&T sector (around 9x) but is lagging in terms of technology;

- Expand in the Vision Inspection (VI) sector, which enjoys high innovation and growth rates and where AV boasts strong know-how;

- Strengthen its activity as a developer of software for corporate data management, a sector that is undergoing structural growth.

The company has already a solid financial structure (2018E cash > € 30mn) but we think that the additional financial firepower generated by the business combination with ALP.I may further accelerate growth thanks to the consolidation of what are still highly fragmented sectors.

1 Including partners’ employees (at 2018E AV employed an estimated >350 people).

ALP.I – Antares Vision | Business Combination

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ALPI.I – ANTARES VISION | December 19, 2018

MAIN FIGURES € mn 2016 2017 2018E 2019E 2020E 2021E Revenues 58 90 115 132 151 177

Growth 29% 53% 28% 15% 15% 18% EBITDA 13 24 33 38 47 57

Growth 15% 82% 38% 16% 23% 23% Adj.EBIT 12 23 32 38 45 55

Growth 21% 86% 39% 20% 18% 22% EBIT 12 23 32 37 45 55

Growth 21% 86% 39% 15% 23% 22% Profit before tax 13 23 31 36 45 55

Growth 26% 78% 39% 17% 23% 22% Net income 9 15 21 25 30 37

Growth 27% 71% 36% 18% 23% 22% Adj. net income 9 16 21 26 30 37

Growth 23% 80% 35% 23% 18% 22%

MARGIN 2016 2017 2018E 2019E 2020E 2021E Ebitda Margin 22.3% 26.6% 28.6% 28.8% 31.0% 32.4% Ebitda adj Margin 22.3% 26.6% 28.6% 30.0% 31.0% 32.4% Ebit adj margin 21.2% 25.7% 27.9% 29.1% 30.0% 31.2% Pbt margin 21.7% 25.1% 27.2% 27.8% 29.8% 31.0% Ni rep margin 15.5% 17.3% 18.3% 18.9% 20.1% 21.0% Ni adj margin 14.8% 17.4% 18.3% 19.7% 20.1% 21.0%

SHARE DATA 2016 2017 2018E 2019E 2020E 2021E EPS - € cents n.a. n.a. 39.6 42.7 52.3 64.0 Growth n.a. n.a. n.m. 8% 23% 22% Adj. EPS - € cents n.a. n.a. 39.6 44.5 52.3 64.0 Growth n.a. n.a. n.m. 12% 18% 22% DPS ord - € cents n.a. n.a. 0.0 8.6 10.5 12.9 BVPS n.a. n.a. 1.3 2.5 2.9 3.5

VARIOUS - € mn 2016 2017 2018E 2019E 2020E 2021E Capital employed 19 32 39 46 53 61 FCF 2 3 15 19 24 30 Capex 0 2 1 5 5 4 Working capital 31 45 55 60 68 79

INDEBTNESS - €mn 2016 2017 2018E 2019E 2020E 2021E NFP 7 9 33 102 121 145 D/E n.m. n.m. n.m. n.m. n.m. n.m. Debt/EBITDA n.m. n.m. n.m. n.m. n.m. n.m. Interests cov n.m. n.m. n.m. n.m. n.m. n.m.

MARKET RATIOS 2016 2017 2018E 2019E 2020E 2021E P/E n.a. n.a. 24.8 x 23.0 x 18.7 x 15.3 x P/E adj n.a. n.a. 24.8 x 22.0 x 18.7 x 15.3 x P/E adj. ex-cash n.a. n.a. 23.2 x 18.2 x 14.8 x 11.4 x PBV n.a. n.a. 7.3 x 3.9 x 3.3 x 2.8 x

EV FIGURES 2016 2017 2018E 2019E 2020E 2021E EV/Sales n.a. n.a. 4.3 x 3.6 x 3.0 x 2.5 x Adj. EV/EBITDA n.a. n.a. 15.1 x 12.1 x 9.8 x 7.6 x Adj. EV/EBIT n.a. n.a. 15.4 x 12.4 x 10.1 x 7.9 x EV/CE n.a. n.a. 12.6 x 10.4 x 8.7 x 7.2 x

REMUNERATION 2016 2017 2018E 2019E 2020E 2021E Div. Yield ord n.a. n.a. 0.0% 0.9% 1.1% 1.3% FCF yield n.a. n.a. 2.8% 3.3% 4.2% 5.3% ROCE 47.1% 51.9% 56.1% 58.8% 60.2% 63.4% ROE 35.6% 39.2% 29.6% 17.0% 17.8% 18.4% Source: Company data and EQUITA SIM estimates. 2018 multiples and numbers are pre-money.



TABLE OF CONTENTS INVESTMENT SUMMARY ........................................................................................ 4

Antares Vision: from start-up to global leader in 10 years only ........................ 4

Entrepreneurial management with a strong track-record and the right “Vision” .............................................................................................................. 5

Attractive market fundamentals driven by several beneficial forces ................ 7

Unique business model based on technology, flexibility and integration ......... 8

Solid growth rates expected to continue ........................................................... 8

M&A optionality supported by an unlevered balance sheet ............................. 9

SWOT-RISK ANALYSIS ........................................................................................... 10

ANTARES VISION: FROM START-UP TO GLOBAL FRONT RUNNER ...................... 11

SEVERAL TECHOLOGICAL FIELDS, WITH MANY POSITIVE FORCES BEHIND THEM ... 15

T&T (Pharma): penetration rate is still low. ..................................................... 15

T&T (Industrial): big market to experience technological improvement ........ 17

VI (Pharma + Industrial): positive trends expected backed by multiples drivers ... 18

ANTARES VISION IN DEPTH .................................................................................. 19

A unique and integrated solutions portfolio ................................................... 19

A lean and flexible production model .............................................................. 23

Who are AV’s clients? ...................................................................................... 24

Some branches but a wide network of external partners ............................... 24

Antares Vision vs others. Why is Antares Vision so successful and leader? .... 25

GROWTH HISTORY MOSTLY DRIVEN BY PHARMA T&T ....................................... 27

Solid top-line development coupled with…. .................................................... 27

……high margins both at the EBIT and Net Income level….. ............................ 29

…...with limited FCF generation. ...................................................................... 30

A BRIGHT FUTURE ALSO BACKED BY PENETRATION OF NEW MARKETS ............ 32

Antares Vision 4.0: more than a Pharma T&T expert…. .................................. 32

……to support additional top-line growth ........................................................ 33

……further improving the already elevated profitability ................................. 36

……and boosting FCF profile ............................................................................. 37

BENCHMARKING AND VALUATION REMARKS ..................................................... 38

PRE-BUSINESS COMBINATION SHAREHOLDER STRUCTURE ................................ 42

ALP.I SPAC AND PROCESS ..................................................................................... 43

NUMBER OF SHARES FOLLOWING THE BUSINESS COMBINATION ..................... 46

MULTIPLES SENSITIVITY ........................................................................................ 47

STATEMENT OF RISK ............................................................................................. 48



INVESTMENT SUMMARY Antares Vision: from start-up to global leader in 10 years only It is sometimes hard to run a business in Italy (complex bureaucracy, inadequate infrastructure, tight financing conditions during periods of economic contraction, etc.) particularly for a university start-up operating in tech sectors. That said, over the years we have come to know and appreciate some exceptional listed enterprises such as Datalogic, Interpump, IMA, and Brembo, all companies that managed to become global leaders in their respective sectors in the space of a few short years. In our view, Antares Vision (AV), managed by Emidio Zorzella and Massimo Bonardi (majority shareholders and founders) is, and above all, will continue to be part of this "elite" group thanks to factors such as its daring and ground-breaking achievements, top quality solutions and its leadership position in sophisticated niche segments. But let's go back to the very beginning... …as well as being close friends, Emidio Zorzella and Massimo Bonardi were a talented pair of undergraduates (1995) with a big dream: to use their studies in optoelectronics to develop vision technology solutions. The first spin-off of the optoelectronics lab in Brescia took place in 1998 to create SemTec, and in 2000 the partners were introduced to IMA, which at the time was already one of the top packaging machinery producers. The rest is history..... ....after developing an optical inspection system for IMA that detects the minutest defects in bottles, packaging, vials and capsules during the packaging process, in 2007 (thanks to a combination of daring and love of challenges) the team created Antares in the area of Brescia. By exploiting a favourable regulatory framework and investing heavily in research and development, in just a few years AV became a leading pharmaceutical tracking systems provider (Track & Trace) and a partner of blue chip companies such as Sanofi and Abbott. After 10 years from its set-up, AV: • Is the world's leading pharmaceutical Track & Trace (T&T) solutions provider,

and one of the top players in visual inspection for the pharma sector; • Serves the entire market and it is the main supplier and in some cases the sole

suppliers of 10 of the 20 most important pharmaceutical groups in the world (Sanofi, Abbott etc.) having installed 2000+ serialisation lines at 200+ production facilities globally;

• Is > € 110mn value of production (2018E), at a CAGR of >45% in 2012-18E; • Is ~ € 32mn EBIT (2018E) from around € 1mn in 2012; • Has a workforce of over 5002 people; • Serves 60 countries and >270 clients through 9 branches, 2 development centres

and 30+ technical/business partners worldwide; • Is a global company considering that ~85% of turnover is export based.

2 Including partners’ employees (at 2018E AV employed an estimated >350 people).



ANTARES VISION – RECENT TRENDS, SALES BREAKDOWN (2017) AND 2018 GUIDANCE

Source: Analyst Presentation, (1) Statutory accounts

We find that Antares Vision has the following appealing features: Entrepreneurial management with a strong track-record and the right

“Vision” One of our favourite aspects of the AV equity story is the founders' entrepreneurial flair, which has enabled them to: • Create a profitable global leader in just a few years:

- Focusing on the right businesses (pharma) and market niches (T&T) without wasting their (previously limited) resources;

- Whilst deepening their knowledge of other sectors (industrial) /technological platforms (Smart Data Management), which will provide additional growth lines in the future;

• Identifying and merging with two small companies of high strategic value: 1) in 2008, AV bought a German company owned by Carsten Strampe (now an AV shareholder through Regolo Srl), which designs and produces image processing hardware and 2) in 2014, AV acquired Pharmamech, a company based in Parma that had the mechanical expertise required to design automated pharmaceutical inspection machines but lacked the right connections with the big pharma players. On top of this, AV set-up a JV in India in 2018;

• Dealing successfully with what are often much larger client and competitor companies (Sanofi, Abbott, Siemens, etc.) using not just its technologically advanced solutions but also its flexibility/modularity;

• Forming a strong and cohesive management team (churn rate of just 1.6%); • Allowing both financial shareholders (Fondo Italiano di Investimento in 2012)

and industrial players (Sargas holding in 2018) into the shareholder structure;

• Defining clear future strategic guidelines to bolster growth and prevent the company from depending too heavily on the Pharma T&T market.



ANTARES VISION – MANAGEMENT TEAM

Source: Analyst Presentation

The business combination with ALP.I is further confirmation of their commitment to growth given that: • We expect that some proceeds will be invested in acquisitions; • They will not sell any shares during the IPO.

ANTARES VISION - VISION FOR THE FUTURE




Attractive market fundamentals driven by several beneficial forces Particularly in a scenario of uncertainty around the economic cycle, we believe that being a company that is exposed to less cyclical market trends and based more on structural/regulatory drivers is a big plus. We think AV falls into this category. As a matter of fact, AV is exposed to the Pharma and Industrial T&T-VI sectors, which are expected to grow (2017-2021E CAGR) by between a low of +4.6% (Industrial VI) and high of +14.5% (Pharma T&T), driven by a number of factors that are not strictly correlated to the economic cycle.

MAIN UNDERLYING MARKETS – GROWTH RATES AND DRIVERS (PHARMA AND INDUSTRIAL MARKETS)

Pharma Markets Industrial Markets




Unique business model based on technology, flexibility and integration AV's leadership position was not built on: • Superior financial firepower to competitors; • Long- standing business relations. ...but, in our view, is thanks to its unique business model based on: • Vast and integrated product portfolio (“One-stop-shop”), in both the T&T and VI

segments, with “turn-key” solutions that include hardware/software components designed in-house;

• Over the years, AV has developed expertise in a wide variety of applications: electronic design, software design, mechanical design and data collection, etc..;

• The fact that AV is a comprehensive supplier is a key reason for its success as it enables clients to deal with just one project management team that oversees the entire procedure from the planning stage to when the last machine is switched on;

• AV's competitors do not offer the same extensive range of products (e.g. often they are not specific software providers) or have the same degree of know-how;

• Highly focused on technological innovation, as proven by the various awards and recognition received by the Group over the years (e.g. Horizon 2020);

• A global approach to sales and assistance (before and after sales). In view of this, AV implements T&T solutions more efficiently at numerous plants worldwide, supplying the same equipment and documentation in each case;

• Outsourcing of many stages of manufacturing/assembly in order to be able to focus better on higher value-added stages of the process (e.g R&D).

Solid growth rates expected to continue We believe AV may exploit the growth of its reference sector and its strengths and continue on offering robust growth rates. The main growth drivers for revenues and profitability will be the following: • Continued growth in existing Pharma business; • Cross-selling opportunities in the VI business; • Expansion in the Industrial sectors; • Development of a fully comprehensive software offer. ……to ensure the following trends for 2019-2021E: • Sales CAGR 2018-2021E=15.7%; • EBIT CAGR 2018-2021E=20.0%; • Net Income CAGR 2018-2021E=21%. Current trading (e.g 1H18: sales ~+49%) and order intake (1H18: ~+13%) support our FY18 estimates that foresee: sales +28%, EBIT +39% and Net Income +36%. On top of this, 2019 estimates enjoy good visibility considering that sales are backed-up by the large backlog (we estimate 2018 backlog=€ 96mn or ~73% of 2019 sales). These expectations result in the multiples reported below (please see chapters “Number of Shares following the Business Combination” and “Multiples Sensitivity” for a detailed analysis of fully-diluted multiples).

ANTARES VISION – MULTIPLES* (@ BUSINESS COMBINATION)

2018E 2019E 2020E Adj. PE 24.8 x 22.0 x 18.7 x Adj. PE (ex-cash) 23.2 x 18.2 x 14.8 x EV/Adj. EBIT 15.4 x 12.4 x 10.1 x Source: Equita SIM estimates * 2018E multiples are pre money.



M&A optionality supported by an unlevered balance sheet Following the recent arrival of Sargas holding after more than a year dialogues and the deal with ALP.I, AV will have ample financial firepower (we estimate 2019E NFP at around €100mn), which will probably (but not entirely, in our view) be invested in M&A to further accelerate growth in a market that offers structural growth drivers and is still highly fragmented. According to management, the three guidelines are as follows: • Strengthen market positioning: as we can see on page 26, AV's reference

markets are still highly fragmented and offer a chance for the group to acquire further market share/client portfolios;

• Product portfolio enlargement: we think that this path may also be taken by acquiring/incorporating university spin-offs focused on new technologies;

• Tapping new segments: we believe that this route may be taken by acquiring companies that are experts in niche segments of the vision market where AV aims to both gain technological know-how and, above all, win clients in currently under-served markets (VI in F&B).

It is hard to estimate the potential multiples in an M&A deal given the significant differences between the companies (e.g. niches covered, life cycle phase, technologies owned, patents, level of integration, etc..). That said, in 2018, Marchesini Group (a packaging machine producer) acquired 48% of Sea Vision for € 125mn and an implicit multiple of ~18x 2017 EV/EBIT, probably lower on 2018 numbers if we take account of company guidance for a +40% increase in 2018 turnover. Sea Vision has a similar story to Antares Vision: created in 1995 from a university spin-off specialised in artificial vision. Over the years, it has developed VI and T&T solutions using both its software and hardware competencies. Following years of growth, in 2017 the company generated revenues of € 32mn and EBIT of € 13.6mn partly thanks to the installation of 800 serialisation lines and 5k vision systems.



SWOT-RISK ANALYSIS Strengths: • Strong and consolidated relations with some of the world's leading

pharma/packaging companies. AV is in fact the main supplier and in some case the sole supplier of 10 of the world's top 20 pharmaceutical groups (i.e J&J, Abbott, Sanofi, etc.);

• The widest range of products on the reference market (T&T and VI), combining hardware, software and integrated solutions;

• Production flexibility thanks to a lean business model allowing the company to focus on value-added phases (e.g R&D) and to outsource manufacturing/assembly;

• Proven technological leadership, as shown by the various awards and recognition (e.g Horizon 2020) received by the company;

• High visibility on future trends: order backlog usually accounts for 76% of turnover for the following year;

• Switching costs are very high for T&T projects (e.g. 2/3 years); • Strong shareholder structure. The new industrial partners (holding Sargas) are

bringing relationships and know-how in some industrial sectors; • Exposure to growing reference sectors and bolstered by structural drivers. Opportunities: • Expansion in industrial sectors that are larger than the pharmaceutical business

but with less advanced technologies. In these fields, AV can leverage its elevated technological know-how developed in the Pharma market;

• Cross-selling opportunities in the VI business by relying on an extended and loyal T&T client base and by the interoperability with T&T (Smart data);

• Development of the T&T solutions in the Pharma OTC market; • Benefit from new legislation on serialisation-aggregation in both the pharma

and industrial sectors (i.e. Tobacco, Infant Nutrition); • M&A deals to reinforce the know-how, positioning and to expand end-markets; • Increased exposure to corporate software (Smart Data Management). Weaknesses: • Although production/assembly outsourcing provides flexibility and the

companies involved are well-regarded (#9) and reliable, a set-up of this kind does not guarantee full control of the supply chain;

• In the last few years, FCF has been limited due to sub-optimal management of NWC. The company is working to improve its performance on this front;

• Although the company is diversifying its sectors end-markets and the Pharma sector is certainly appealing (rich and anti-cyclical), at the moment AV is highly exposed to one reference sector.

Threats: • Increase in the cost and complexity of finding the workforce necessary to keep

up with the company's technological advancement/development in a scenario in which resources of this kind are becoming increasingly scarce. In order to counter this problem, AV is diversifying its target recruitment areas (e.g. Ireland, India). In addition, the listing would facilitate the hiring of talented people;

• Potentially "disruptive" technological innovation from competitors (although we think this is unlikely in the short term considering that the Pharma sector, while focused on innovation, is also highly conservative about adopting new practices).

Risks: • Although it has a strong and cohesive management team (company churn rate at

just 1.6%), the company is undoubtedly inextricably linked to its two extraordinary founders;

• Delays in real developments in the industrial sectors (T&T solutions). We do not see any risks for AV from a technological point of view;

• Limited execution in the improvement of NWC/cash-generation.



ANTARES VISION: FROM START-UP TO GLOBAL FRONT RUNNER We think the following phrase has never been more apt when considering AV: "looking back to see the future". With this in mind, below is an overview of the stories of the two entrepreneurs and AV itself, using some key words and answering some of the main questions that we think help us to better understand the group's future and sector trends.

University & Spin-off: the journey begins Emidio Zorzella and Massimo Bonardi are close friends and graduate in electronic engineering in 1995 working at the optoelectronics laboratory in Brescia (after the graduation they continue to collaborate). Using their vision and entrepreneurial spirit, in 1998 they launch the optolab's first spin-off (called SemTec), focusing on developing vision technology solutions.

IMA & Pharma: from talented engineers to entrepreneurs A key moment happened in 2000 when they were introduced to IMA, a well-known packaging machine manufacturer based in Bologna that was looking for new solutions to test blister pack integrity. The two engineers thus began to focus on designing a solution that could detect the slightest defects in bottles, packs, vials and capsules during the packaging process. In 2001, Zorzella and Bonardi, although also devoting research and attention to other areas (from automotive to F&B through video surveillance), created a division dedicated to solutions for the pharmaceutical industry.

Why the initial choice to focus on the pharmaceutical industry?

• Attention to safety and quality is without doubt acute in this sector and

therefore the associated technologies are required to be particularly advanced; • Italy is an important manufacturing hub for the main international

pharmaceutical companies (for example, Johnson & Johnson has a large manufacturing facility in Latina);

• Italy is home to some important packaging machine producers (for example IMA, Coesia, etc ..) ....

... but also because in 2001 a European directive was issued obligating pharmaceutical manufacturers (as of February 2019, with the exception of some countries such as Italy, Belgium and Greece which have been granted later deadlines) to trace prescription medicines (T&T) in order to: • Counter the problem of falsified medicines; • Combat grey market activity; • Afford better consumer protection… …thus essentially creating a new market: that of pharmaceutical tracking systems (T&T).

What is T&T? Track & Trace (T&T) is a method of collecting, archiving and reporting data by means of serialisation (phase 1) and aggregation (phase 2) processes.



Both processes include: • Applying, checking and tracing unique codes that are visible and invisible (for

example Data Matrix) to the human eye; • Entering the codes in a database. Each process has a specific purpose: • Serialisation concerns individual product packages to track their timeline of the

movements; • As for aggregation, more than one serial number is stored within a longer code:

scanning this code provides access to a database containing the codes of each individual package.

T&T: SERIALIZATION AND AGGREGATION

Source: Company Presentation

What do pharmaceutical companies need to do? They must acquire systems that: 1) Generate the codes, 2) Check the codes, 3) Apply the codes and 4) Store and transmit the associated databases, using a variety of standards and technologies. The systems therefore generally require: video cameras (so-called smart-cameras), printers, product handling equipment, electric components for networking and software to manage all data. Although T&T has been in used in many sectors for decades (e.g. logistics), albeit with much less advanced technologies, why is the pharmaceutical sector currently the only sector subject to regulatory requirements? • The sector is highly prone to counterfeiting: a study conducted by OCSE

estimates that roughly $200bn of medicine sold worldwide is counterfeit. The counterfeiting is estimated to be significantly higher in developing countries and online. Governments therefore have a huge economic incentive to beat this problem;

• Product safety and quality is obviously an area of public interest; • The sector is highly prone to the presence of grey markets; • The sector is prone to fraud to the National Health Services.

Antares Vision: Antares Vision is born. Focus on Vision Inspection first Antares Vision was born in 2007 with an order backlog of € 4mn and 18 employees. Its initial focus was to make the first vision systems using smart cameras for multinational pharmaceutical packaging machine providers.



Abbott & Turkish campaign: the first certified serialisation plant in Europe In our view, two important things happened in 2008: • The two founders met Carsten Strampe, now one of their shareholders, and

bought his company with significant expertise in the production of image processing hardware;

• Turkey was the first country in the world to start implementing a pharmaceutical T&T.

But why Turkey specifically? • In 2008, Turkey was a very different country to the one it is today and was also

about to gain entry to the European Union; • In Turkey the issue of safety is of primary importance for the Government. So, within a few months the pharmaceutical companies that sold prescription drugs in Turkey were forced to adapt ... ......Antares rose to the challenge and upon the request of Abbott (based in Lazio) in just 6 months developed and installed printing and data aggregation technology onto a cartoning machine and a mounting machine along with the related software that enabled the plant to communicate directly with the headquarters’ IT systems: it was the first certified solution in Europe and allowed AV to gain a very important leadership position in Turkey (> 40% market share). Meanwhile, AV developed and designed the world's first standalone serialisation system.

Sanofi & FSI: from Europe to the World 2011 was the turning point. Sanofi required T&T solutions on a global scale and opened a call for tender to which 14 companies responded. Following an over year-long process, AV reached the final and beat the colossus Siemens, becoming the sole supplier for the French player and opening up to the international market (Sanofi has about 40 plants around the world).

How did AV manage to beat Siemens? • Greater flexibility in adapting to Sanofi's demands and delivering a highly

customised turn-key solution; • Higher-performance technological solution.

But how did AV keep up with Sanofi's demands with just 50-60 employees? The company immediately invested in personnel thanks to a capital increase subscribed for by Fondo Italiano di Investimento (€ 4mn). From that moment on, international growth and the number of customers served (obviously thanks to its calling card, Sanofi) exploded.

Parma: back to its roots 2013 was the year of the second acquisition (Pharmamech of Parma). The deal was small but very strategic, in our view, since AV bought a company that allowed it to expand its range of products in the vision segment and to gain important hardware know-how.



In fact, the acquisition allowed AV to offer pharmaceutical companies automated vision inspection systems to check packaging as well as the product itself (the current "Inspection machines" division): tablets, capsules, powders, lyophilised products and liquids. Meanwhile, geographical expansion continued with the opening of new branches in the US and Brazil.

Horizon 2020: an important support/award In 2016, AV received some important recognition. The company received funding from the Horizon 2020 programme to develop a machine that inspects lyophilised pharmaceutical products automatically using new technologies. Horizon 2020 is the largest financial programme for research and technological innovation ever launched by the European Union.

Sargas: paving the way for new worlds In 2018, Sargas (holding company controlled by Guido Barilla) entered the share capital via a reserved capital increase of € 40mn (please see page 42 for a more detailed description). Sargas's arrival was strategic because, in addition to providing additional resources for growth, the pool of important entrepreneurs including Guido Barilla, Antonio Belloni (Managing Director of LVMH) and the Berlusconi Family (through the family office H14) helped AV: • to understand the needs and requirements of the industrial sector; • potentially to collaborate on some projects; • to set-up pilot projects in order to introduce new standards. Below is a more detailed table showing AV's history and the evolution of turnover, number of clients and countries served.

ANTARES VISION – KEY HISTORICAL MILESTONES (2007-2018)

Source: Analyst presentation (1) Including only countries where AV has registered sales



SEVERAL TECHOLOGICAL FIELDS, WITH MANY POSITIVE FORCES BEHIND THEM AV solutions have been, are, and above all, will be of key strategic value for a number of stakeholders - from regulators, to manufacturers and ultimately to end clients.

STRATEGIC VALUES FOR ALL MAIN STAKEHOLDERS

Source: Analyst Presentation Their strategic value means that in the coming years these solutions are expected to continue to offer significant growth rates, underpinned by a number of positive drivers. T&T (Pharma): penetration rate is still low. As we have discussed, the market for T&T systems in the Pharma sector has also grown thanks to the introduction of specific regulations that aim to counter illegal activity and protect consumers. As we can see below, although regulation is already essentially being applied in many key countries (e.g. serialisation in US since 2018 and as of February 2019 in Europe) the penetration rate for prescription medicines is still low (23% 2018E3).

ANTARES VISION – REGULATORY FRAMEWORK IN THE PHARMA T&T AND PENETRATION RATE

Source: Analyst presentation based on Company information, Pharmaceutical Serialization and Traceability 2016 report and Euromonitor 3 Penetration is calculated on number of pharmaceutical products subject to T&T procedures (serialization).



But why? • Serialisation (phase 1 of T&T) is not yet formally applied in major countries such

as Brazil (as of 2022), Russia (as of 2020), Japan (as of 2021), China (2021-2022) and India (formally in place but not in practice);

• Penetration in Europe and in the US is still not at 100% (e.g there are some late countries).

As regards aggregation, regulation is in its infancy: in fact, aggregation (phase 2 of T&T) is still the preserve of just a few countries (e.g. Turkey, Russia) although some pharmaceutical companies have already made some headway: we in fact estimate that roughly 25% of AV T&T turnover in Europe + US (in 2015-2018) was generated by aggregation modules. That said: • The gradual deployment of regulations with a consequent increase in

penetration (expected to reach 55% in 2025); • The replacement of the earliest machines / systems installed (the company

estimates that each machine / system has a useful life of about 6/8 years), partly due to constant technological advancements;

• The natural growth of the pharmaceutical market driven by: growth of the global population, ageing population, increase the approval rate of prescription drugs etc..

WORLDWIDE TOTAL PRESCRIPTION DRUG SALES (2010-2024E, $ bn)

Source: EvaluatePharma World Preview 2018 .... are expected to allow the market to grow double-digit (2017-2021E CAGR = 14.5%) to over € 2bn (2021E). In detail, the real reference market for AV is worth about €500-600mn because the rest are systems dedicated to label printing/batches traceability rather than true T&T systems.

T&T MARKET (PHARMA – PRESCRIPTION ONLY) - SIZE (€, BN) AND GROWTH RATES

Sector 2017 2021E cagr Pharma 1.3 2.2 14.5% Source: Company information, Markets and Markets and Efficacy Associates What about the OTC (over-the-counter) market? T&T practices (phase 1 and 2) are currently only applied to prescription drugs (Russia is currently the only country that has also applied this regulation to OTC medicine). In our view, the OTC market could be another attractive growth driver in the medium term (we estimate from 2022-23 onwards), also considering that: • The market (in terms of installed lines) is estimated to be relevant; • Some Pharma companies have already shown an interest in AV's solutions.



T&T (Industrial): big market to experience technological improvement While the Pharma T&T sector is "relatively small", the Industrial T&T business is much larger (estimated at € 12.4bn in FY17, 9x the pharmaceutical sector, source: Company information, Markets and Markets and Efficacy Associates). Here too, growth rates are expected to be particularly robust (2017-2021E CAGR = 7.8%) and mainly driven by:

• New regulations: even though specific obligations are currently in place only in the pharmaceutical sector, some countries are about to implement T&T regulations for other sectors, such as the tobacco/alcohol sectors in Russia (2019), the beverage sector in Brazil or the baby food market in China.

In the F&B sector in particular, there is huge pressure to implement T&T regulations, partly stemming from fears related to contamination, fuelled by some serious past events: for example, in 2008 in China, a scandal involving adulterated milk powder for newborns led to almost 54k newborn babies being hospitalised, 6 of whom died;

• High replacement rates driven by technological improvements. As a matter of fact, according to the company, in terms of technology the industrial market in general is years behind the pharmaceutical sector (at least 10 years) and T&T application is typically limited to batches (not able to reach single SKU);

• Growing attention to safety/quality; • Marketing and communication needs.

UPCOMING T&T REGULATIONS FOR SOME INDUSTRIAL MARKETS


T&T MARKET (INDUSTRIAL) – SIZE (€,BN) AND GROWTH RATES

Sector 2017 2021E cagr Chemicals 2.8 3.6 6.8% F&B 1.5 1.8 4.5% Components 1.4 1.7 4.4% Raw materials & Jewelry 1.3 1.8 9.3% Transport and Logistics 1.2 2.0 14.1% Others 4.3 5.9 8.3% Total Industrial 12.4 16.8 7.8% Source: Company information, Markets and Markets and Efficacy Associates



VI (Pharma + Industrial): positive trends expected backed by multiples

drivers The world of VI is very diverse in terms of both the technology used and the products subject to inspection (product vs packaging). According to an analysis conducted by various experts (source: Company information, Markets and Markets, Efficacy Associates), the market is currently worth € 300mn (2017A) for the pharmaceutical sector and € 2bn (2017A) for the industrial sector and is expected to grow at mid-single digit rates (2017-21 CAGR = 5.9% for the pharmaceutical industry and 2017-21 CAGR = 4.6% for the industrial sector), driven by several drivers: • Underlying growth of the pharmaceutical market (2017-22 CAGR +4.6%); • Replacement due to ongoing technological innovation;

INNOVATION IN INSPECTION

Source: Analyst Presentation based on Company data • Greater penetration of solutions driven by ever-increasing demand for high

quality / safety standards (see children's food safety) and greater efficiency at manufacturing sites.

VI MARKET - SIZE (€, BN) AND GROWTH RATES

Sector 2017 2021E cagr Pharma 0.3 0.4 5.9% Chemicals 0.6 0.7 4.0% F&B 0.2 0.2 6.8% Components 0.3 0.3 4.1% Raw materials & Jewelry 0.2 0.3 5.2% Transport and Logistics 0.2 0.3 5.7% Others 0.6 0.7 4.2% Industrial 2.0 2.4 4.6% Source: Company information, Markets and Markets and Efficacy Associates



ANTARES VISION IN DEPTH In this section, we answer the following questions: • Explaining the AV business model: what does it produce? how does it make its

products? where and how does it sell its products?; • Explaining AV's competitive positioning and why it is so successful as well as

highly profitable (and this should not be taken for granted, particularly in the technology segment). We will analyse this in more detail in the next section.

A unique and integrated solutions portfolio Over the years, and in line with the technological evolution, AV has succeeded in creating a portfolio of solutions in four specific areas that mostly require real time data analysis / management and expertise in the vision segment: • Track & Trace (T&T) solutions (~79% of 2017 sales); • Visual Inspection (VI) solutions (~16% of 2017 sales); • Smart Data Management (recently launched); • Services (~5% of 2017 sales).

ANTARES VISION – MAIN PRODUCTS AND DIVISIONS

Source: Analyst presentation T&T products (79% of 2017 sales): single machines, systems and flexible software modules As well as taking time (anywhere between months to years) implementing a T&T programme and tailor-made solutions requires a variety of hardware and software that communicate with each other between at least Level 1 and Level 3 of a company.



ANTARES VISION – TRACKING SYSTEM ARCHITECTURE


AV designs, produces and installs: • Serialisation and aggregation modules in the form of both: 1) Single machines

that work as integration kits to be added to existing production / packaging lines (we estimate 50% of the total) and 2) Stand-alone systems that work separately from production / packaging lines (we estimate 50 % of the total). If we take a look at the company's product range, we find both "simple" solutions such as Print & Check EVO (serialisation), a compact footprint module for data printing and verification on up to two carton sides, and more complex systems such as Print & Check All in One (serialisation), a highly flexible station integrating checkweighter, labelling and tamper evident sealing functionality to data printing and verification on multiple carton sides.

SERIALIZATION PRODUCTS – PRINT & CHECK EVO AND PRINT & CHECK ALL IN ONE

Source: Company website

We estimate that serialisation modules are worth between € 80k to € 300k and serialisation + aggregation modules from € 150k to about € 500k.

• Flexible software modules for the management of machines, lines, warehouses (etc ..) such as ATS 3.0 Core, GTS Plant Manager, MTS Line Manager and WTS Warehouse and Shipment Manager.



Visual Inspection products (16% of 2017 sales): both machines and systems As we discussed earlier, AV began by producing inspection systems for companies such as IMA. AV designs, produces and installs solutions for various sectors: • Inspection systems (we estimate 4/5 of sales for the division) which are used on

existing packaging lines to check and inspect the integrity / safety of the packaging (e.g. are the blisters all full?);

ANTARES VISION - INSPECTION SYSTEMS

Source: Analyst Presentation • Inspection machines (we estimate 1/5 of sales for the division) which are used to

check and inspect pharmaceutical products (oral solids such as tablets and capsules or injectables, i.e. liquids, lyophilised substances and powders) that have already been manufactured (e.g. are there any impurities in the liquid? Are the capsules the right size?). AV recently launched this new line of products (around 2 years ago) and in 2017 greatly increased its manufacturing capacity for these solutions (new site in Parma).



ANTARES VISION - INSPECTION MACHINES


Smart data Management: a new and appealing business line By using its experience in installing systems that operate in synergy with manufacturing processes, AV recently developed (as of 2017) "open-architecture" software for the corporate level (level 4) with the aim of generating value through: • Correct management of data storage with the aim of transmitting data to third

parties such as regulatory bodies / external supply chains (e.g AVFour software); • Monitoring plant performance in real time (e.g AVionincs software) with the aim

of cutting costs / reducing inventory; • Advanced marketing techniques with the aim of making production /

distribution cycles more transparent and therefore enhancing the value of brands (e.g. TrackMyWay software);

• Controlling of raw materials to ensure a better supply chain visibility.

ANTARES VISION – SMART DATA MANAGEMENT




Services: to assist costumers carefully When a customer signs a contract typically a post-sales service assistance start to be delivered. AV offers a full-range of services including: • Remote assistance • On-site maintenance • Preventive maintenance • Spare parts • Software maintenance • Training service AV services business was created in order to help the customers in their own activities also when the sale process is completed and, in this way, enforcing AV customer retention. In 2017, this division generated roughly € 4mn of sales. A lean and flexible production model While its competitors often opt for a more integrated production approach, AV has both by "necessity" (remember that it was founded just 10 years ago) and by choice, (in order to enjoy greater flexibility) taken a more "externalized" manufacturing approach (the key steps listed below). ANTARES VISION – MANUFACTURING CYCLE

Source: Analyst Presentation In our view, AV could be defined as a "sophisticated designer" that relies on R&D activity (~6% on sales on average over the last 3 years) and is directly involved in: • Designing electronic / mechanical infrastructure; • Generating customised software for data collection/analysis and

machine/solutions management; • Manufacturing / designing some high added value components (e.g. smart

cameras); • Producing sophisticated inspection machines; • Solution development / testing. ….while: • leaving actual assembly / manufacturing activity to a consolidated and reliable

network of third parties (#9). We also underline that: 1) no one third party has exclusivity for the production of a specific system / machine and 2) AV is taking steps to reduce its dependence on third parties: for example, AV is negotiating the acquisition of a minority stake in one of its assemblers.



ANTARES VISION – RECENT ACTIONS

Source: Analyst Presentation • buying components or third-party solutions in the case of non-key components

or components with features or technologies that are difficult to reproduce in house (e.g. Cognex smart cameras).

Who are AV’s clients? AV's clients tend to be: • Mainly large pharmaceutical companies (e.g. Sanofi, Recordati, J & J, Teva etc.):

it is worth remembering that AV is the sole or with other one/two players partner of 10 of the 20 major pharmaceutical companies in the world;

• Packaging machine manufacturers (e.g. IMA). Over time, the diversification of the customer base has increased exponentially: • The first 20 clients are estimated to account about 40% of turnover, whereas 3

or 4 years ago they represented around 70%. Sanofi, AV's main client, is estimated to account for less than 10% of sales;

• The number of clients is expected at > 270 in FY18 from 62 in FY08. Some branches but a wide network of external partners From a commercial point of view, AV takes a similar approach to the one used for production and again, by "necessity" and in order to obtain maximum flexibility, it makes use of: • Directly controlled branches in the most important countries (US, Brazil, Italy,

France, Germany, India and in the near future Russia); • Technical and local business partners (+30) that are paid on commission (costs

booked in the P&L as "commercial costs" and "installation expenses") and which also procure after sales service.

In terms of geographical exposure, AV sells its products worldwide with exports accounting for around 85% (the percentages below are based on turnover recorded with the legal entities of the various clients).

ANTARES VISION – SALES BREAKDOWN BY GEOGRAPHY (2017)

Source: Company data

Italy16%

Rest of Europe40%

North America28%

Asia9%

Middle East & Africa

7%

South America1%



ANTARES VISION - COMMERCIAL AND PRODUCTION FOOTPRINT

Type # Comments Commercial branches/plants 9 6 in Europe/1 in US/1 in Brazil and 1 in Asia Innovation centres 2 Italy and Ireland International Partners >30 5 in Americas, 5 Asia, 4 ME, 16 Europe and Africa JVs 1 India Source: Company data Antares Vision vs others. Why is Antares Vision so successful and leader? As we can see in the following tables, in the markets that are still highly fragmented, AV is leader in T&T (in 2017, it generated about € 70mn sales in a sub-market worth more than € 500mn) whereas it is one of the top players in the VI market. We believe that the following factors explain why the Italian company has gained a leadership position: • AV has been "front-runner" in the pharma business for some of the main

applications / solutions and for large projects (see Sanofi). This has certainly been beneficial in terms of both its reputation and greater "experience on the field";

• AV is the player with the most complete product portfolio ("One-stop-shop") both in the T&T and VI segments, and also offers integrated "turn-key" solutions. This is a winning offer for all types of clients but especially smaller ones. Some competitors operate in T&T but not in VI (and vice versa) and often they are not as focused as AV in managing and enhancing data, which will be one of the future growth drivers / diversification factors;

• AV is an independent player that is focused on these specific market niches, while several other players have been acquired by packaging machine producers or are part of large diversified industrial groups;

• A critical success factor is AV's ability to be at the forefront of a wide spectrum of areas, many of which were developed in house: electronic design, software design, mechanical design and data collection. For example, its main competitor in the T&T segment (the Canadian Optel Group) did not develop software/data analysis expertise internally (as it is the case of AV) and had to acquire its know-how from a third party;

• AV offers very flexible and modular solutions, both key aspects in their rapidly changing areas of application.

Probably the most similar player to Antares Vision in terms of both size and business is the Canadian Optel Group. According to the following tables, in 2016 Optel Group generated revenues of € 65mn in T&T and € 15.0mn in VI. The Canadian company's main business lines are: • Serialisation Software; • Automated Inspection Systems; • Serialisation and T&T Systems. According to our analysis, Optel Group differs from AV in the following ways: • Very strong on the US market and a solid position on the Indian market, whereas

it is weaker in Europe; • Optel Group does not produce vision machines but installs its software and

technology on existing ones; • It has a sound track record in acquisitions, which have boosted both the

company's growth and know-how (e.g. in data management). Like AV, it is very active in the pharmaceutical sector but has also expanded into sectors such as F&B and natural resources.



ANTARES VISION – COMPETITION

Source: Analyst Presentation. (1) Considering business line splits and 2017 values; (2) Values and business line splits coming from interviews; (3) Business line splits coming from interviews



ANTARES VISION – COMPETITION

Source: Analyst Presentation. (1) 2017 values (2) Tobacco GROWTH HISTORY MOSTLY DRIVEN BY PHARMA T&T In this section, we describe the most recent P&L / cash-flow and balance sheet trends, explaining the main results and the KPIs of the Group. Solid top-line development coupled with…. Over the last few years, AV has generated significant sales growth (2015-17 CAGR = 40.3%), driven by: • All the main divisions (as shown by the following tables), particularly Pharma T&

T - which has essentially doubled (sales from around € 35mn in 2015 to around € 70mn in 2017), supported by phase 1 EU-US (as an example the number of installed serialisation lines rose from 755 in 2015 to> 1650 in 2017);

• From Europe and North America (which together accounted for over 80% of sales in 2017).

Growth in 1H18 was particularly strong but also attributable to an acceleration in AV's invoicing of orders related to the imminent application of new T&T regulations in February 2019 in Europe. As regards order intake: • There are essentially two types: "spot" orders, especially from smaller clients, or

recurring orders scheduled within defined framework agreements (lasting 4-5 years) with pharmaceutical multinationals (we estimate around 60% of orders), which set: 1) Price lists (inflation-related adjustments, market-up etc.) and 2) Payment terms;

• Visibility provided by order intake is high (in the last 3 years order intake accounted for 76% of the turnover of the following year).



ANTARES VISION - MAIN KPIs (2015-1H18, € mn)

2015

2016

2017

1H18

Sales 45.5

58.5

89.6

52.4 yoy growth* 69%

29%

53%

49%

Backlog 46.4

69.8

89.8

94.9 yoy growth 43%

50%

29%

11%

coverage (backlog/sales T+1) 71%

79%

78%

78% Order Intake 59.6

81.9

109.6

57.4

yoy growth* na

38%

34%

14% Book-to-bill 131% 140% 122% 110% Source: Company data and EQUITA SIM elaboration. *1H18 growth rates are based on 1H17 adjusted numbers.

ANTARES VISION - SALES BREAKDOWN (2015-2017, € mn)

Breakdown by business line 2015 % on sales 2016

% on sales 2017

% on sales

Machinery 31.2 68.6% 33.2 56.8% 51.6 57.6% YoY Growth (%) 6.4% 55.4% Software*** 7.6 16.6% 8.6 14.7% 7.9 8.8% YoY Growth (%) 13.8% -8.3% Components parts 3.9 8.5% 5.0 8.5% 6.2 6.9% YoY Growth (%) 28.6% 24.4% Assistance* 2.4 5.2% 9.6 16.4% 19.3 21.5% YoY Growth (%) 305.4% 100.9% Other 0.5 1.1% 2.1 3.6% 4.7 5.2% YoY Growth (%) 320.7% 121.3%

Breakdown by geography Italy 4.8 10.5% 9.1 15.6% 14.0 15.6%

YoY Growth (%) 91.5% 52.7% Europe 23.6 52.0% 32.1 54.9% 35.4 39.5% YoY Growth (%) 35.8% 10.3% North America 3.9 8.5% 11.3 19.3% 25.1 28.0% YoY Growth (%) 191.4% 122.2% South America 8.9 19.5% 2.6 4.4% 1.2 1.3% YoY Growth (%) -71.2% -54.4% Asia 2.0 4.5% 2.4 4.0% 7.6 8.5% YoY Growth (%) 15.9% 223.6% Middle East and Africa 2.3 5.1% 1.1 1.8% 6.4 7.1% YoY Growth (%) -53.9% 501.2%

Breakdown by Industry Pharma 43.5 96% 56.3 96% 86.2 96%

YoY Growth (%) 29.5% 53.1% T&T 35.1 77% 45.7 78% 71.2 79% YoY Growth (%) 30.2% 55.8% Vision 6.9 15% 9.1 16% 10.9 12% YoY Growth (%) 31.1% 20.6% Services** 1.5 3% 1.6 3% 4.1 5% YoY Growth (%) 5.2% 161.1% Smart Data 0.0 0% 0.0 0% 0.0 0% YoY Growth (%) - - Industrial 2.0 4% 2.2 4% 3.4 4% YoY Growth (%) 8.1% 57.4% T&T 0.0 0% 0.0 0% 0.0 0% YoY Growth (%) - - Vision 2.0 4% 2.2 4% 3.4 4% YoY Growth (%) 8.1% 57.4% Services** 0.0 0% 0.0 0% 0.0 0% YoY Growth (%) - - Smart Data 0.0 0% 0.0 0% 0.0 0% YoY Growth (%) - - Source: Company data and EQUITA SIM elaboration *Assistance in installation +post sales, **Only post sales, ***From L2 to L4



……high margins both at the EBIT and Net Income level….. AV enjoys particularly high and growing margins (2017A EBIT margin = 25.7% vs. 2015A EBIT = 22.4%) in spite of R&D costs booked as expenses in the P&L account (from 2015).

ANTARES VISION – P&L (2015-1H18, €mn)

2015 % 2016 % 1H17* % 2H17 % 2017 % 1H18 % Revenues 45.5 100% 58.5 100% 35.1 100% 54.5 100% 89.6 100% 52.4 YoY Growth (%) 68.5% 28.6% 53.2% 49.3% Cogs -11.1 -24.5% -15.2 -26.1% -8.3 -25.1% -16.7 -29.7% -25.1 -28.0% -17.0 -32.4% Commercial costs -2.0 -4.4% -1.6 -2.7% -1.1 -3.3% -1.0 -1.8% -2.1 -2.4% -2.0 -3.9% Installation expenses -2.1 -4.6% -2.9 -5.0% -1.6 -4.8% -1.4 -2.4% -3.0 -3.3% -1.5 -2.9% First Margin 30.3 66.5% 38.7 66.2% 24.1 68.5% 35.4 66.0% 59.4 66.3% 31.9 60.8% YoY Growth (%) 28.0%

53.4% 32.4%

Services -8.1 -17.8% -11.4 -19.5% -7.5 -22.5% -9.3 -16.5% -16.8 -18.8% -8.6 -16.5% Personnel -9.2 -20.2% -13.0 -22.1% -8.0 -24.2% -8.9 -15.7% -16.9 -18.9% -10.3 -19.6% Other costs -1.6 -3.5% -1.3 -2.2% -0.9 -2.6% -1.0 -1.8% -1.9 -2.1% -1.2 -2.2% EBITDA 11.4 25.0% 13.1 22.3% 7.6 21.8% 16.2 31.9% 23.8 26.6% 11.8 22.5% YoY Growth (%) 14.8% 82.3% 54.3% D&A -1.2 -2.6% -0.7 -1.2% -0.4 -1.1% -0.4 -0.7% -0.8 -0.9% -0.3 -0.7% EBIT 10.2 22.4% 12.4 21.2% 7.3 20.7% 15.8 31.2% 23.0 25.7% 11.5 21.8% YoY Growth (%) 21.3%

86.0% 57.9%

Net financial exp. -0.2 -0.3 -0.1 -0.3 -0.4 -0.7 Extraordinary items 0.1 0.6 -0.1 -0.1 -0.1 0.0 Profit Before Tax 10.1 22.1% 12.7 21.7% 7.1 20.3% 15.4 30.5% 22.5 25.1% 10.8 20.5% YoY Growth (%) 25.8% 77.8% 51.5% taxes -2.8 -28.1% -3.5 -27.8% -2.6 -36.4% -3.7 -24.3% -6.3 -28.1% -3.9 -36.5% minorities -0.1 -0.1 0.9 -1.7 -0.7 0.0 Net Income 7.1 15.6% 9.1 15.5% 5.5 15.6% 10.0 20.4% 15.5 17.3% 6.9 YoY Growth (%) 27.3% 70.6% 25.4%

Source: Company data and EQUITA SIM elaboration. *1H17 is after pro-forma adjustments in order to delete potential cut-off errors. The pro forma adjustment resulted in a sales uplift of about €1.8m (1H17).

ANTARES VISION - R&D EXPENDITURES (2015-2017)

2015

2016

2017 R&D 2.9 3.5 4.5 % on sales 6.4% 6.0% 5.1% % on labour costs 31.6% 26.9% 26.6% Source: company data and EQUITA SIM elaboration

Its high margins (also in terms of net profit) are, in our view, attributable to: • High gross margin (at about 66%) partly due to the high technological content of

AV solutions and its consequent healthy price positioning; • Light business model (outsourced production) which allows for very low D&A

figures (EBIT margin similar to EBITDA margin); • Cash position that incurs negligible financial charges. The margin improvement during the period was mainly due to operating leverage mostly driven by the labour cost line that grew at lower speed than top-line (2015-17 CAGR=35.7% vs 40.3%) also thanks to the company’s focus on keeping under control the cost per person (e.g enlargement of the recruitment pool). As for 1H18, AV: • Showed a sharp drop in gross margin (from 68.5% to 60.8%) due to a lack of

software turnover (mix effect), which will be factored in to 3Q-4Q (where we expect a bold improvement);

• Nevertheless, it reported an EBIT margin improvement (21.8% vs. 20.7% in 1H17) proof of the Group's good operating leverage.



…...with limited FCF generation Despite: • Particularly high margins; • Very limited capex (R&D recorded entirely in the P&L while tangible capex is

minimal except in 2015/2017, when AV began leasing the new building in Travagliato and Parma respectively);

• Cash position; • A reasonable tax-rate of around 30%.... ….AV has generated limited FCF in the last few years (2016-17 average = < € 3mn) mainly due to high NWC absorption (2016-17 average = € 10mn) which is still effectively the company's only real "invested capital" (excluding down-payments), at > 50% of turnover (2017A), considering that (even though the company has little inventory given that products are made on a per-project basis / or to tailor-made order) it takes several months from when an order is placed to actually process and deliver the product (between 4 to 8 months depending on the level of customisation).

ANTARES VISION – TWC AND NWC (2015-2017, €mn)

2015 % 2016 % 2017 % Inventories 9.0 19.7% 16.2 27.7% 24.6 27.4% Receivables 15.6 34.4% 23.4 40.0% 30.9 34.5% Payables -5.8 -12.7% -8.9 -15.3% -10.2 -11.4% TWC 18.8 41.4% 30.7 52.5% 45.3 50.5% Other assets 2.5 5.5% 3.9 6.6% 5.9 6.6% Other liabilities -13.8 -30.4% -19.5 -33.4% -22.6 -25.3% -of which advances from clients -11.1 -24.5% -16.8 -28.8% -18.6 -20.7% NWC 7.5 16.4% 15.0 25.7% 28.6 31.9% Source: Company data and EQUITA SIM elaboration

ANTARES VISION – COMMERCIAL PROCESS

Source: Analyst presentation



We believe that the main reasons are attributable to: • Lively turnover growth; • Management's limited focus during the company's short life (remember that AV

is still a young start-up) on optimising the various NWC items; • The company's policy not to "squeeze" its assemblers / outsourcers given their

strategic value for the AV business model. As for the balance sheet, AV has a solid structure with a positive NFP of approximately € 9mn at the end of 2017, including about € 19mn of down-payments.

ANTARES VISION - CASH FLOW STATEMENT (2016-1H18, €mn)

2016 2017 1H18

EBITDA 13.1 23.8 11.8 ∆ NWC -7.6 -13.5 -1.2 Capex -0.3 -1.7 -0.6 TFR 0.9 0.4 0.3 Other -0.8 1.1 2.8 Financial Items -0.3 -0.4 -0.7 Taxes -3.5 -6.3 -3.9 Extraordinary Items 0.6 -0.1 0.0 FCF 2.1 3.3 8.4 Capital Increase/buy-back 0.2 0.0 0.0 M&A 0.0 0.0 0.0 Dividends 0.0 0.0 0.0 Others 0.0 -1.3 -0.6 (Increase) decrease in NFP 2.3 2.0 7.8

NFP 6.7 8.7 16.5

FCF Adj. 1.7 3.4 8.4 Source: Company data and EQUITA SIM elaboration

ANTARES VISION - BALANCE SHEET (2015-2017, €mn)

2015 % 2016 % 2017 %

Tangible Investments 4.3

4.2

5.4 Intangible assets 2.0

1.7

1.3

Financial assets 0.0

0.0

0.2 Fixed Assets 6.3

5.9

6.9

Inventories 9.0 19.7% 16.2 27.7% 24.6 27.4% Receivables 15.6 34.4% 23.4 40.0% 30.9 34.5% Payables -5.8 -12.7% -8.9 -15.3% -10.2 -11.4% TWC 18.8 41.4% 30.7 52.5% 45.3 50.5% Other assets 2.5 5.5% 3.9 6.6% 5.9 6.6% Other liabilities -13.8 -30.4% -19.5 -33.4% -22.6 -25.3% -of which advances from clients -11.1 -24.5% -16.8 -28.8% -18.6 -20.7% NWC 7.5 16.4% 15.0 25.7% 28.6 31.9% current tax assets (liabilities) -1.6

-0.8

-2.1

Others 0.0

0.0

0.0 Pension liabilities -0.3

-1.2

-1.6

Capital Employed 11.9 18.9 31.8

Liquidity 10.8

12.2

12.3 Other financial assets 0.1

0.0

3.1

Long term debt -2.3

-1.8

-2.2 Shareholder loan -0.2

-0.2

0.0

Leasing debt -3.9

-3.6

-4.6 NFP 4.4

6.7

8.7

Equities 16.1

25.5

39.4 Minorities 0.2

0.1

1.1

Equity 16.3

25.6

40.5 Capital Employed 11.9 18.9 31.8

TWC 18.8 41.4% 30.7 52.5% 45.3 50.5%

NWC (including downpayments) 7.5 16.4% 15.0 25.7% 28.6 31.9% Source: Company data and EQUITA SIM elaboration



A BRIGHT FUTURE ALSO BACKED BY PENETRATION OF NEW MARKETS In this section: • We run through AV's main and key strategic guidelines for the coming years; • We present our future estimates in detail. Antares Vision 4.0: more than a Pharma T&T expert…. As we have seen, AV is undoubtedly the market leader for T&T solutions in the pharmaceutical sector, which is still an embryonic market and is expected to continue to grow for a combination of reasons: new regulations in important countries like Russia/China/India/Japan etc. (phase 1 and/or phase 2), expansion into new product categories (OTC drugs), natural growth of the reference market (growth of the global population, ageing population, increase in the approval rate of drugs, etc.). Having said that, we believe that in the next few years the strongest growth could derive from the Group's new strategic businesses: Vision Inspection: back to its roots with a more enlarged product range Although it the Group started out in VI by developing a solution for IMA, AV is not the leader in this reference sector. That said, in recent years AV has increased its efforts in the VI segment by both strengthening its skills and expanding its production capacity thanks to the new facility in Parma (as of 2017), and now offers a more complete range of products for both packaging and product inspection (in all their forms: liquids, lyophilized substances, solids, powders). Future growth drivers: • Cross-selling in the VI sector, leveraging relations with existing T&T clients where

relationships are strong and the interoperability with T&T (Smart data); • Leveraging some iconic and award-winning innovations (e.g. the Lyo-check

inspection machine) in order to gain better brand-awareness; • Increasing penetration of VI solutions across several industrial sectors (e.g. F&B,

raw materials) partly due to wider application along the production chain thanks to new technologies/innovations (e.g. product contamination inspection, components and ingredients inspection, etc..).

T&T industrial: enlarging the battlefield The strategy in this area is clear: penetrate this large reference market (> € 12bn in 2017), leveraging: • The natural growth of the reference market (please see page 17 for more details); • Technological standards developed in the Pharma business that are: 1)

transferable to industrial segments and 2) much more advanced; • Arrival of important shareholders (e.g Guido Barilla) with an industrial

background. Smart data Management: this is the future and a critical success factor The processes of VI, T&T and, above, all the explosion of Industry 4.0 (e.g. various systems at factories now "communicate" with each other) are generating a massive amount of data. If used and analysed correctly, this huge amount of data could create value for companies and their main stakeholders and represent a key success factor. Against this backdrop, AV aims to become a reference player (remember the first revenues were generated in 2018) by building up a more complete portfolio of level 4 solutions (in 2018 for example, AVionics and TrackMyWay were launched), by leveraging its strong experience in this area (e.g. real-time data management is a crucial success factor in the T&T business).



By combining these qualitative indications with timing and turnover figures, we obtain the following two charts.

ANTARES VISION – STRATEGIC PILLARS

Source: Analyst presentation

ANTARES VISION – SALES DEVELOPMENTS BY MARKET

Source: Analyst presentation ……to support additional top-line growth If we focus on 2018-2023: • Setting out our estimates until 2023 partly in order to factor in the first stage of

the company's début on the industrial T&T market (significant roll-outs starting from 2021);

• Based solely on organic forecasts excluding potential M&A deals, …….we expect a sales CAGR of 16% for AV (2018-2023).



ANTARES VISION - TOP-LINE DEVELOPMENT (2017-2023, €mn)

(€ mn) 2017 2018 2019 2020 2021 2022 2023 Pharma 86.2 108.6 122.7 139.5 154.7 167.4 179.9 YoY Growth (%) 53.1% 26.0% 13.0% 13.7% 10.9% 8.2% 7.5% T&T 71.2 84.0 92.4 102.1 111.3 119.1 125.0 YoY Growth (%) 55.8% 18.0% 10.0% 10.5% 9.0% 7.0% 5.0% Vision 10.9 15.9 19.0 21.7 24.7 27.4 30.2 YoY Growth (%) 20.6% 45.0% 20.0% 14.0% 14.0% 11.0% 10.0% Services 4.1 5.8 7.6 10.7 12.8 14.4 17.2 YoY Growth (%) 161.1% 40.3% 31.5% 40.8% 19.1% 12.8% 19.5% Smart Data 0.0 3.0 3.7 5.0 6.0 6.5 7.5 YoY Growth (%) - - 23.3% 35.1% 20.0% 8.3% 15.4% Industrial 3.4 6.0 8.8 11.4 22.7 34.7 60.0 YoY Growth (%) 57.4% 76.2% 46.7% 29.8% 98.5% 53.0% 72.9% T&T 0.0 0.0 0.5 1.0 9.0 18.0 39.0 YoY Growth (%) - 0.0% nm nm 800.0% 100.0% 116.7% Vision 3.4 6.0 7.8 8.9 11.6 13.9 16.6 YoY Growth (%) 57.4% 76.2% 30.0% 14.0% 30.0% 20.0% 20.0% Services 0.0 0.0 0.0 0.0 0.2 0.6 1.4 YoY Growth (%) - - - - 600.0% 171.4% 136.8% Smart Data 0.0 0.0 0.5 1.5 1.9 2.3 3.0 YoY Growth (%) - - - 20.0% 20.0% 20.0% 20.0% Total Sales 89.6 114.6 131.5 150.9 177.4 2

Documents

Business Combination - Alp.I Spacalpispac.it/sites/alpispac/files/alpi_antares_vision... · 2018. 12. 28. · Antares Vision 4.0: go beyond Pharma, to enter Industrial markets . The