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Corporate and Investment Banking Teaching Program 2015-2016 March 31, 2016 Overview of an M&A Process: The Autogrill/WDF Spin-off
Marco Morelli – Vice Chairman Europe, Middle East & Africa GCIB, CEO BofAML Italy Diego Selva – Managing Director, Head of Investment Banking BofAML Italy
Autogrill / WDF Spin-Off in Context: Selected Precedents and Historical Volumes
1
Separation Patterns: The 4 Main Approaches to a Spin-off
Proactive Reactive
Investor-perceived underperformance in business strategy or financial policy
"Undermanaged" business
SOTP discount
M&A potential for individual parts
A B C D
Self-reinforcing, powerful sector trend
Recognition of value creation with willingness and ability to replicate
Divergence of strategic growth opportunities within businesses
Return characteristics
Capital requirements
Market position
First-mover successfully breaks with long-standing sector convention based on strategic vision
2
The “Shrink-to-Grow” Surfing Sector Trends Unlock Value The Innovator
€18 €16 €12 €16
€6 €12
€26
€9 €6
€2 €6 €9 €2
€2
€4 €3 €1
€5 €9
€0.3
€1 €2
€20 €27
€30
€18
€8
€16
€26
€14
€7
0
100
200
300
400
500
$0
$10
$20
$30
$40
2005 2006 2007 2008 2009 2010 2011 2012 2013
Volume (€bn)
3
____________________ Source: FactSet and Bloomberg and Dealogic (1) As measured by equity value of subsidiary separated. Includes only transaction values when Parent and SpinCo are each at least $500m (2) As measured by equity value of subsidiary separated. Includes only transaction values when Parent and SpinCo are each at least €200m
$26 $49
$140
$85
$33 $15
$43
$91 $102 $1
$5
$10
$8
$15
$50
$145
$96
$40
$116
0
400
800
1,200
1,600
2,000
2,400
$0
$40
$80
$120
$160
2005 2006 2007 2008 2009 2010 2011 2012 2013
S&P 500 Volume
($bn)
Spin Offs 8 12 11 15 5 7 11 16 14
Split Offs 1 2 4 1 2
Spin Offs Sub IPOs Split Offs
Euro Stoxx
Spin Offs 12 14 3 3 1 8 8 5 4
Sub IPOs 4 11 4 1 2 3 1 3 1
Split Offs 1 1 1 1 1 1
US
(1)
EU
(2)
Separation Volumes Since 2005
Autogrill Group Situation Pre-Transaction
4
EDIZIONE SRL
Autogrill S.p.A.
100%
59%
Schema34 S.r.l.
Food & Beverage, Travel Retail and
Duty Free
100%
Assicurazioni Generali S.p.A.
Mediobanca S.p.A.
Pirelli & C. S.p.A
RCS Mediagroup S.p.A.
Il Sole 24 Ore S.p.A
Caltagirone Editore S.p.A.
Prelios S.p.A.
Gruppo Banca Leonardo S.p.A.
Schema28 S.p.A
Sintonia S.A.
70% 33% 1%
40% 2%
67%
5%
5%
2%
2%
3%
2%
100%
46% (1)
35%
96%
Take-Private
Rugby/ Basket/ Volley
Italy/ LatAm
Selected Monetization
Benetton Group S.p.A.
Atlantia S.p.A Gemina S.p.A.
Grandi Stazioni S.p.A.
Eurostazioni S.p.A.
Aeroporti Di Roma S.p.A.
Merger
Other Sport Real Estate and
Agriculture Infrastructure and Travel Service
100%
Fashion
(2)
5
Family Holding Asset Portfolio with Diversified Exposure and Needs Edizione Group Structure
Sector Contribution to Edizione GAV (3)
Sintonia
Food & Beverage, Travel Retail and Duty
Free
Unlisted Investment
Listed Investment
Edizione initiated a thorough group’s restructuring, aimed at the overall portfolio rationalization ____________________ Note: Company’s Documents (1) Inclusive of c.9% stake held directly by Sintonia into Atlantia (2) Via Sagat S.p.A and Aeroporti Holding S.R.L, Sintonia held also c.4% stake in Aeroporto di Firenze S.p.A. (3) Based on December 31, 2012 market values and latest public available information to date
Total GAV: €6.1bn
48%
22%
9%
21%
Food & Beverage
Travel Retail
69%
31%
Airports
Others
98%
2% Airports
Motorways
Railway Station
Others
47%
44%
4% 5%
Food & Beverage
Travel Retail
67%
33%
6
Global Leader Operating in Food & Beverage and Travel Retail Concessions Autogrill Group: 2012 Snapshot
In business for over 100 years, AGL is the
global leader in travel concessions, with a
market capitalization of c.€2.3bn(1),
generating c. €5.8bn in sales and €617m in
EBITDA as of FY 2011
Over 5,300 restaurants and stores
under management
c. 63,000 employees worldwide
Geographically spread across 35 countries
all around the world
Strong leadership in US, Italy and UK
Focused on transportation sectors
63% of sales generated in airport
terminals
30% in motorway service areas
Superior international, national and
regional brand portfolio
FY 2011 Breakdown
Food & Beverage Travel Retail
By
Div
isio
n
Sale
s b
y C
han
ne
l
Sales EBITDA
€5,845m €617m € 4,024m €1,821m
Only Food & Beverage Only Travel Retail Travel Retail/Food & Beverage
____________________ Note: Company’s Documents (1) Based on December 31, 2012 market values and latest public available information to date
AGI
Italy
Spain
UK
Other EU
RoW
32%
23%
15%
11%
13%
6%
7
2011 Sales: €5,845m 1996 Sales: €875m
Successful Diversification Strategy Revenue Evolution Over 15 Years
By
Co
un
try
By
Sect
or
By
Ch
ann
el
63%
30%
2% 5%
100%
13%
87%
5%
95%
Food &
Beverage
Travel Retail
69%
31%
____________________ Note: Company’s Documents
F&B Travel Retail Food & Beverage
Motorways Airports Others Railway Stations
Italy US Spain UK Other EU RoW
8
Two Major Step Changes in 1999 (HMS) and 2005 (Aldeasa) Acquisition Track Record
1999 2000 2002 2003 2005 2007 2008 2010
Acquisition of both World Duty
Free, UK’s leading travel retail &
duty-free operator, and the
remaining 50% of Aldeasa Expansion in
Canada and consolidation of market position in Spain through the acquisitions of Lettuce and
Receco
First entry into travel retail
business through the
acquisition of 50% stake in
Aldeasa
Market consolidation in North
America through the acquisition
of Anton
Acquisition of Alpha enabled
Autogrill to enter the exclusive UK
market, the most important in
Europe in the retail sector
Disposal of Alpha Flight,
expression of Autogrill’s intention
to focus only on food & beverage
and travel retail
Entrance into the Swiss market
through the acquisition of
Passaggio
Take-over bid for Host Marriott
Services, leading operator in Food
& Beverage and Retail services for
travelers in America
2,651 3,041 3,267 3,315 3,143 3,182
3,529 3,929
4,861
5,795 5,728 5,704 5,845 11.6% 12.3% 11.7% 12.1%
13.3% 13.7% 13.5% 13.1% 11.6%
10.4% 10.6% 10.6% 10.6%
0.0%
2.0%
4.0%
6.0%
8.0%
10.0%
12.0%
14.0%
16.0%
1999 2000 2001 2002 2003 2004 2005 2006 2007 2008 2009 2010 2011
% EBITDA Margin Net Sales (€m) ____________________ Note: Company’s Documents
F&B-related Transaction TR-related Transaction
9
Performing Top Players in Respective Sectors F&B/Travel Retail Snapshot
Description
Sales
Breakdown
Positioning vs. Key Comps
(Revenues 2011FY €bn) (1)
#1 world provider of F&B services for travelers in the two largest markets (Europe and North America)
Over 1,100 locations
Operating along motorways, railway stations and airports
Offerings geared primarily to domestic travelers and strongly influenced by local tastes and customs
Use of a wide range of proprietary and licensed brands
2011FY Revenues of €4.0bn and EBITDA of €414m (pre-Headquarter costs)
Food & Beverage Travel Retail
One of the world's leading airport retail operators in a fragmented market
Over 100 locations
Operations mainly focused on Europe
Strong presence in the UK and Spain, followed by the Middle East, Americas and Asia
Serving a mostly international clientele with a wide range of products (i.e. fragrances and cosmetics, spirits, tobacco and other travel-related retail products)
2011FY Revenues of €1.8bn and EBITDA of €228m
Airports
Motorways
Railway Stations
Others
47%
44%
4% 5%
By Channel
US
Italy
France
Switzerland
RoE RoW
45%
34%
6% 3%
11% 1%
By Geography
Airports
Others
98%
2%
By Channel
Spain
UK
RoW
38%
48%
22%
By Geography (1)
17.4
16.8
4.0
2.1 1.4
0.3
Compass Sodexo AGL SSP Elior IMC
1.9 1.8
1.3 1.3 1.3
Dufry WDF Nuance LS Travel Retail
Heinemann
____________________ Note: Company’s Documents (1) Reported revenues for airport retail operations only
Autogrill trading @ discount vs. peers
Spin-off of F&B And TR divisions would facilitate expression of
hidden value potential
____________________ Note: Company’s Documents (1) Include Compass and Sodexo 10
Autogrill S.p.A.
100%
59%
Schema34 S.r.l.
Food & Beverage, Travel Retail and
Duty Free
Autogrill: ~5.5x
vs.
Dufry: ~10.0x
Contract Manufacturers(1)
: ~9.0x
EV/ EBITDA FY+1
EDIZIONE SRL
How to Unlock Autogrill Real Valuation? Edizione Situation Assessment
Demerger of Travel & Retail Kick Off: Jan 2013
11
Food & Beverage Travel Retail
2 Distinctive Business Models The Demerger Rationale
Attractive Industry and Growth Prospects
Smaller Scale, Among Industry Leaders
Currently Over Exposed to EU,
with Increasing Exposure to Emerging Markets
~100% Airports
Limited Annual Investments
Focus on Growth
Fragmented Market, Significant Consolidation Opportunities Available
Mature and Highly Competitive Industry
Significant Scale of Operations, #1 in Relevant Markets
Global Business
Diversified by Channel
Capital Intensive
Business Model Rationalization and Channel/Geographic Refocus
Business Expansion Mainly from Transformational Combinations
12
13
Strategic and Financial Considerations The Demerger Rationale
Achieve the necessary flexibility in pursuing strategic and financials options
F&B: Rationalization of business model and geographic / channel repositioning
TR: Focus on growth, leveraging on its enviable portfolio concessions’ length (8+ average life)
Unlock the value potential of WDF, in part unexpressed
“Clean” the equity stories of the two newly formed companies
Explore potential M&A transactions, even “transformational”
No significant synergies between businesses
Improved financial communication
14
Key Steps to Ensure a Successful Transaction
Amendment of existing debt agreements/ refinancing
Corporate restructuring (e.g. transfer of HMS Host Retail)
Financial restructuring (e.g. extraordinary dividend payment)
Equity story/ repositioning - Marketing
Corporate governance re-definition
Choice of listing venue/ interactions with listing authorities
1
2
3
4
5
6
15
Amendment of Existing Debt Agreements/Refinancing
Travel
Retail
US Private Placement (“USPP”) amendment/ new issuance
Medium-term Financing (Working Capital Facility to HMS Host)
Amendment of existing Revolving Credit Facility (“RCF”)
Refinancing of existing RCF
New Financing
1
BofAML was not only actively involved in the debt advisory process, but also among the main lenders to the Group
~US$500m
Amount
~€650m
~€1.25bn
Food & Beverage
~€700m
~US$300m
Corporate Restructuring
HMS Host Retail (US)
Former Autogrill Shareholders
Listed entity
Travel Retail Food & Beverage
European Subsidiaries
HMS Host
WDF Group SAU
WDF Espana (Spain)
World Duty Free (UK)
(Demerged) (Beneficiary)
Listed entity Listed entity
16
2
Leverage Rebalancing Financial Restructuring
€1,035m
(c.€80m)
(€220m)
€735m
0
200
400
600
800
1,000
1,200
1H2013 Net Debt
Cash in From HMS Host Retail USA Sale
Dividends From WDF
1H2013 Net Debt PF
Financial Restructuring
Net Debt/EBITDA: 3.3x
Net Debt/EBITDA: 2.6x
Food & Beverage
Travel Retail
€706m +c.€100m
+€220m €1,026m
0
200
400
600
800
1,000
1,200
1H2013 Net Debt
Price paid for HMS Host Retail USA
Dividends Paid to AGL
1H2013 Net Debt PF
Net Debt/EBITDA: 2.6x Net Debt/EBITDA: 3.8x
(1)
17
3
____________________ (1) After taxes
Retail USA
18
Equity Story/ Repositioning - Marketing
Experienced Management
Team
6
Attractive Industry Dynamics
1
Leading Global Travel Retailer
2
Enviable Portfolio Length
3
Proven, Highly Efficient Business Model
4
A Solid Financial Business
Model
5
4
Choice of Listing Venue
Management Phisical Presence / Proximity
Country Exposure for the Business
Index Inclusion Possibility
Precedent Transactions
Time to Market
Bolsa de Madrid
Borsa Italiana
London Stock Exchange
19
6
20
Key Investors’ Feedback
Structural growth in passenger numbers and relative
affluence through airports
Positive view of Travel Retail sector as a result of greater
capture, higher spend, retail innovation and essentially
getting better at monetising a de facto captive market
Solid and long-term portfolio of concessions should limit
volatility in coming years
Strong position in Beauty/ Fragrances segment
Strong cash flow profile
Strong management team
Well positioned to take advantage from the expected European macro-economic recovery
Spin-off has allowed the Company to highlight its US activities (HMS Host)
Strategy plan should restore profitability in the medium term: better formats, better channel/geographical mix and focus on cost cutting
Faster-than-expected growth in emerging markets: sound traffic trends and formats success
Profitable acquisitions and business combinations as key strategic priorities for management: increase scale efficiency and bargaining power on sourcing and when participating in new tenders
Still over exposure in Italy
Still weak general structural traffic trends
Global macro variables that could impact traffic, rising input
costs (food inflation and labour cost) and FX
High leverage may constraint possible M&A and payout in
the short-term as focus would be on debt repayment
Travel Retail Food & Beverage
6.0
7.0
8.0
9.0
10.0
11.0
12.0
13.0
14.0
Oct-12 Nov-12 Dec-12 Jan-13 Mar-13 Apr-13 May-13 Jul-13 Aug-13 Sep-13
Pre Spin-off Share Trading: +44% since Announcement
____________________ Source: Consob, Borsa Italiana
€
LTM +12.3%
Feb 1st From Spin-off Announcement: +43.7%
LTM +73.4%
21
“Autogrill S.p.A. announces that it has begun to study the feasibility of a possible industrial and corporate re-organization designed to separate its two sectors of business, Food & Beverage and Travel
Retail & Duty Free, which might entail a partial, proportional demerger of Travel
Retail business assets and liabilities currently owned by Autogrill”
FTSE MIB Autogrill
22
Price Definition @ Spin-off: Mechanics
Key Considerations for Price Definition @ T0:
Relative size of the businesses to be spun-off in terms of financial profile
Relative valuation of comparable companies in each sub-set
Brokers’ Sum of the Parts (“SOTP”)
Guarantee of adequate free-float liquidity levels on each of the two newly formed entities
No impact on value for shareholders: it comes down to how you split a “pie” in two, where you keep both slices
Differences vs. a Traditional IPO Process:
Punctual definition of share prices without prior indication of a range
No impact of pricing on shareholders’ wealth
No book-building process at the end of marketing activity
Borsa Italiana in charge of price definition @ T0
23
Autogrill Share Price Evolution Since Demerger
Demerger of Autogrill in favour of World Duty Free: AGL +2.2%; MIB +3.1%
ABB on 8.2% ordinary shares of Autogrill S.p.A, corresponding to 9.18% of share capital- AGL(6%) MIB +1.3%
1
2 8 1Q14 result: revenues -3.4% YoY AGL (2.0%); MIB (1.0%)
5
____________________ Source: Consob, Company information, FactSet as at 13 March 2015
9
AGL wins a concession in Indonesia (expected €180m revenues) – AGL +1.5%; MIB +0.2%; SSP +0.3%
7
6 SSP IPO at 210p per share AGL (4%); MIB (2%); SSP +6.1%
4
3
Renewal concession in Copenhagen airport- AGL +3.0%; MIB +2.3%
Oct-13 Dec-13 Mar-14 May-14 Aug-14 Oct-14 Jan-15 Mar-154
5
6
7
8
9
10
0
2
4
6
8
10
12
14
27.8%
36.4%
1
2
3
9 45.8%
8
7
6 5
4
SSP Group AGL Volume Autogrill FTSE MIB
Volume (m) (€, Rebased to AGL)
AGL wins a concession in UK (expected £170m revenues in over 10Y) – AGL +4%; MIB +0.4%
3Q14 result; FY14 guidance revised upward AGL +6.6%; MIB +0.4%; SSP +2.0% FY14 result: revenues +1.6% YoY, EBITDA +5.9% YoY AGL (0.3%); MIB (0.1%); SSP +0.1%
Spin-off Share Price: €5.8
Oct-13 Dec-13 Mar-14 May-14 Aug-14 Oct-14 Jan-15 Mar-156
7
8
9
10
11
12
0
2
4
6
8
10
12
14
16
18
20
24
____________________ Source: Consob, Company information, FactSet as at March 2015
WDF Share Price Evolution Since Demerger
Dufry WDF FTSE MIB WDF Volume
ABB on 8.2% stake – exit price c.€8 per share
WDF (2.5%); Dufry +1.8%; MIB +1.3%
CEO José María Palencia resignation
WDF +0.5%; Dufry (0.1%); MIB (0.2%)
Spain Update: Profit warning – due to Spanish
rental costs. WDF (10.6%); Dufry +1.4; MIB +1.5%
2 4
5
2015-17 Budget Announcement
WDF +3.1%; Dufry (10.4%); MIB +2.4%
6
Nuance Acquisition
WDF (2.1%); Dufry +6.4%; MIB (0.2%)
3 M&A Speculation
WDF +8.9%; Dufry +3.1%; MIB +0.5%
7
27.8%
6.3%
WDF demerger from Autogrill
WDF +9.7%; Dufry +1.4%; MIB +3.1%
1
1
2
3
4
5
6
7
WDF (11.03) and Dufry (12.03) FY14 Results
WDF (0.8%); Dufry +0.4%; MIB 1.8%
8
8 27.1%
(€, Rebased to WDF)
Spin-off Share Price: €7.2
Volume (m)
24%
6% 5%
1 2 3
11.1x
12.3x
WDF Multiple at Spin-Off Dufry-WDF Implied Multiple
15-Jan-15 2-Feb-15 20-Feb-15 11-Mar-15 30-Mar-158
9
10
11
12
0
2
4
6
8
10
12
14
16
18
20
25
____________________ Source: Company information, BofAML estimates, broker consensus, the Moodie Report, Factset
Creation of Undisputed Travel Retail Leader, with ~25% Market Share Dufry Acquisition of Edizione 50.1% Stake in WDF for €1.3bn
Dufry WDF FTSE MIB WDF Volume
Volume (m)
+22.0%
13.9%
16.9%
(€, Rebased to WDF)
Mar 28th: Announcement
Total consideration for Edizione’s 50.1% stake in WDF of c. €1.3bn
Implied offer price of €10.25 per share, at ca. 22% premium vs. 6-month average price
Mandatory Tender Offer obligation on the remaining 49.9%
Implied EV/ EBITDA 2015E of 12.3x
Expected ca.€100m synergies at run-rate
Fully committed ca.€3.6bn debt bridge facility, with ca.€2.1bn equity take-out
Double-digit cash EPS accretion expected from year 2
Closing expected in 3Q 2015, subject to:
Anti-trust clearance
Dufry GM approval of rights issue (part of the funding package)
Presentation of WDF Business Plan; Rumors on a
sale process with Lagardere, Dufry, Lotte
Rumours on three bidders (Dufry, Lotte and
Sunrise Duty Free) admitted to the DD phase
1
1
Rumours on Dufry interest in WDF
2
2 Rumours on non-binding offers from
Lotte and Dufry
3
3
4
4
Announcement
5
Rumours on Benetton family openess to sell the entire WDF stake
5
6
6
Airport Travel Retail Market Share Value Creation since Spin-Off
WDF Share Price Performance since Business Plan Presentation
€1.8bn
€2.6bn +42.4%
Market Cap.
EV/ EBITDA FY+1
7.7x
13.0x
9.8x
11.5x10.7x
0.0x
2.0x
4.0x
6.0x
8.0x
10.0x
12.0x
14.0x
AGL Compass Sodexo WDF Dufry
26
Multiple Re-Rating @ Autogrill (EV/EBITDA ‘13E)
Significant Multiple Re-Rating On Both Legs
7.9x
11.1x
EV/EBITDA AGL EV/EBITDA WDF
____________________ Source: Consob, Company’s Documents, Borsa Italiana, Factset, BofAML IBK Estimates
6.6x
8.8x9.3x
0x
2x
4x
6x
8x
10x
GL Group at Announcement (1 Feb.) AGL Goup Pre Spinn-off (30 Sept.) Pro Forma AGL Group Post Spin-off (1 Oct)
13.0x
9.9x 8.7x
7.7x
11.1x 9.8x
12.2x
9.3x 8.0x
7.2x
10.0x 8.9x
2.0x
4.0x
6.0x
8.0x
10.0x
12.0x
14.0x
Compass SSP Elior Autogrill Catering Leisure
6.6x
8.8x
9.3x
AGL Group at Announcement(1 Feb. 2013)
AGL Goup Pre Spin-off(30 Sept. 2013)
Pro Forma AGL Group Post Spin-off(1 Oct. 2013)
27
Key Facts
Jan. 2012: start analysing value enhancing options for Autogrill
Corporate finance study on several financing and strategic alternatives
2H 2012: BofAML and Autogrill start exploring preparatory activities needed for eventual spin off
Amendment and refinancing of debt facilities/rating considerations/corporate re-organisation, tax
Feb 2013: formal announcement on exploratory phase for spin off
Documentation drafting, equity story and positioning, listing considerations
May 2013: spin off formally approved by AGL Board
Fairness opinion
September 2013: Autogrill and World Duty Free investor roadshows
Research and equity salesforce marketing
Since spin-off, substantial re rating and refocusing of the two divisions
Range of services provided by BofAML: M&A, Corporate Finance, Debt Advisory and Lending, ECM advisory
Autogrill Group Today
28
4.0x
5.0x
6.0x
7.0x
8.0x
9.0x
10.0x
Jun-14 Sep-14 Dec-14 Mar-15 Jun-15 Sep-15 Dec-15 Mar-16
29
____________________ Source: Company information, Factset as of March 2016 as of 7th May 2015 (1) Since SSP IPO (2) Defined on the basis of reference EV/EBITDA FY+1
Elior and SSP public market
listings providing an important
valuation benchmark
Autogrill historically trading at
significant discount vs. peers on
the back of:
Market’s negative
perception from exposure to
Italian Motorways
US engine top line growth
under pressure from
fracturing and aggressive
competition
International growth below
forecasts
Italy FTSE Mib
underperformance vis-à-vis
other EU indices
EBITDA FY+1 Evolution Since SSP / Elior IPOs
Autogrill Average Discount vs. Peers Since SSP / Elior IPOs (2)
Elior 9.3x
Autogrill 6.3x
SSP 9.0x
6.3x7.7x
8.9x
Autogrill Elior SSP
-18%
-30%
Discount vs. Elior Discount vs. SSP
SSP IPO
Elior IPO
Max ∆ vs. SSP
3.5x
Max ∆ vs. Elior
3.2x
Systematically Trading at Discount vs. Peers Autogrill Group Today
Perf. FTSE Mib AGL FTSE 100 SSP CAC 40 Elior
YTD (12.7%) (13.3%) (0.9%) (11.7%) (4.5%) 0.7%
LTM (18.9%) (15.8%) (12.1%) (5.9%) (12.4%) 18.5%
Elior IPO (15.9%) 9.1% (9.6%) 33.0% (2.8%) 30.4%(1) (1)
99
1,790
EBITDA
Revenues 13%
70%
9%
9%
278
2,579
EBITDA
Revenues
376
4,369
EBITDA
Revenues
83%
16% 1%
54% 38%
4% 4%
(€bn) AGL Elior SSP
Market Cap 1.9 3.3 1.4
EV 2.6 4.8 1.7
EV/ EBITDA 16E 6.3x 9.3x 9.0x
30
Different constituents with diverse
profile, both financially and
operationally
HMS Host is significantly undervalued
at current Autogrill market valuation
Europe (c.€107m EBITDA 16E) seems
to contribute nil value to the Group at
current share price
Applying SSP multiple to HMS Host and
Elior multiple to Autogrill could provide
an EV of ~€3.6bn
c.41% higher than current
Blended multiple of 9.1x vs.
current multiple of 6.3x
____________________ Source: Company information, Institutional Equity Research, Factset as of March 2016as of 7th May 2015 Note: Figures by region inclusive of proportional allocation of €25.7m of central corporate costs. Reported breakdown by channel on the basis of 2015FY data (1) Reported figures include HMS Host International Business, mainly concentrated in the airport segment (2) Net of European structure costs
2015A - Autogrill Group (€m)
Airports Motorways
Railway Stations Other
2015A - HMS Host (€m)
Airports
Motorways Other
59%
74%
Airports
Motorways
Railway Station
Other
Proportion of Group’s Revenue
Proportion of Group’s EBITDA
2015A - Autogrill excl. HMS Host (€m)
PMO
41%
26%
8.6%
10.8% 5.5%
HMS EBITDA 16E: €294m
SSP EV/ EBITDA 16E: ~ 9.0x
EV: ~ €2.6bn AGL ex. HMS 16E:
€107m Elior EV/ EBITDA
16E: ~ 9.3x EV: ~ €1.0bn
(1)
(2)
(2)
Europe / Italy as Option Value Autogrill Group Today