American Axle & Manufacturing Holdings (DCH) Earnings Call Transcript & Summary

So I'm Doug Karson. Thank you for coming to the conference. We couldn't do a great conference without great investors or -- we certainly need great management teams as well. This year, we have about 1,000 investors and 250 management teams. When I started 20 years ago at BofA, I think this conference was 1/3 the size. So we're really proud of the event, and we're grateful to have you guys here. One of the best partners, I think we have at the conference is American Axle. Chris, I think you've come almost every year since I've been here. And we really appreciate you Shannon Curry, the VP and Treasurer. Chris, of course, is the CFO. American Axle was one of the first companies I covered 20 years ago, and I remember it because I went to see one of the facilities there. And it was like the cleanest, best operating facility that I think -- I didn't even know what I was seeing when I saw it because I thought they're all like that. Then over the years, I went to a lot of other facilities and like, wow, that American Axle facility is very different. So I encourage anyone to go reach out to American Axle and try to take a look at the facility if you could, it's a really special thing to see. American Axle is going through a really big transition with a great merger. We'll talk about that a little bit. And I think without further ado, we'll let Chris take over with a couple of slides.

Awesome. Great. Well, good morning, everybody. Thank you, Doug, for those introductions. And anyone, of course, as Doug mentioned, you're welcome to join us at one of our facilities, just reach out to myself or our Investor Relations team. Happy to host here to see that. But -- and also thank you to Bank of America for having this event. It's always a great event each year. Before we begin, I would remind you to take a look at our forward-looking statement and disclosures for the topics we're going to cover here today. I know many of you know who American Axle is, some of you may be new. So for your benefit, I will share with you, we are a $6 billion global Tier 1 automotive supplier. Our primary market or about 3/4 of our revenue are generated out of North America. And our main customer mix, you can see on this slide sort of in the pie in the middle, supports the big 3 here in the U.S. with General Motors, Stellantis and Ford. We run as a business 2 operating segments, our Driveline business unit and our Metal Forming business unit. And when you think of American Axle, you most likely are thinking about our driveline business unit. This is the group and the unit that builds our axles and our driveline systems for light trucks and for all-wheel drive systems on crossover vehicles. It's also our primary business unit that supports our electrification hub as it relates to drive units, drive axles and drive motors. On our metal forming side, on the right, it's about $2 billion of our $6 billion of revenue. We are the largest automotive forger in the world. We make many different products, support many different customers with primary manufacturing inside of North America and inside of Europe. Earlier in the month of November, I will transition now and talk a little bit about some of our financial performance and some business updates. We did release our third quarter earnings results. It was a good quarter for the company. Adjusted EBITDA margins of 12.9%, generated nearly $100 million of adjusted free cash flow. So a good solid quarter for the company. If you want to find out more information, more details on that, I would refer you back to our Investor Relations page on our website. You can see the transcript and all our other presentation materials associated with the quarter. But big picture, through the course of 2025, we continue to deliver a really strong year, good margins and most importantly, as you look at each of our quarters, continued year-over-year operating performance as a company. So we're very pleased with those results. Also during our earnings release, we frequently provide some business updates. In the last quarter, we had a couple I thought were really interesting. Number one, on the right-hand side, some continued business wins. As you know, this is a challenged environment for the auto supply base as many of the OEMs are sort of stretching out some of their existing programs, repivoting on electrification, but we continue to win, especially on our component side, supporting ICE, hybrid and EV vehicles. And you can see here also our metal forming group won some -- support some heavy-duty truck applications, which are very key to our core business franchise for product that will run for a very long time. So continue to advance the core of the business in light of everything else going on around us from a macro perspective. And then on the left, as Doug sort of referred to earlier, we are in the process of closing on our acquisition of Dowlais. So both shareholders -- sets of shareholders made -- improved this transaction in July. In October, we've completed our permanent financing for that. We'll share a little bit of information at the end of the presentation on that. But thank you for those that participated in that. And at our earnings call, we said our combination has been cleared under our antitrust laws in 8 out of 10 jurisdictions with the thought that Mexico would be cleared here and China by the end of the year or early next year. I'm pleased to report Mexico has now cleared this. So we are 9 out of 10 done, and we're just kind of working down the last leg here with the China approval. And we still anticipate closure here in the early part of 2026. All right. So with that said, I think that's a good leadoff point. So let's talk a little bit about now this transformation combination with Dowlais. So maybe the first question I'll answer for those of you that don't know who Dowlais is. They are a leading driveline supplier. And I think you'll recognize some of the verbiage I'm using here very similar to what I shared with you about American Axle. They're about $5 billion to $6 billion in annual revenues. They're a leading driveline supplier with a heavy focus on sideshafts, also commonly referred to as half shafts, but they command almost 40% market share. This is a very key piece from a driveline perspective. American Axle does not make this product here today. So this is really the last of the large driveline components that we would bring in-house through this combination. And what's most interesting about this, this is propulsion agnostic. You need these products on ICE vehicles. You need these products on EV vehicles and hybrid vehicles. And then on the right-hand side, they also have a large powder metal business, one of the largest powder metal operations in the world. They do both sintered as well as manufacture the powder. So very complementary to the AAM book of business. and we're really excited about this transaction. So the next question will be, why? Why did you do this? Well, on this slide, these are the primary pillars of our thought process and our rationale for this transaction. And on some following slides, I will cover some additional details on each of these topics. But big picture, this creates a company with greater size and scale, and that's very important inside of the auto space. It's important for engineering resources. It's important for global resources to support OEMs around the world, gives you depth and breadth, and we'll talk a little bit more about that in a few slides. It also will enhance our customer and geographic concentration to bring us more diversification. And of course, with a strong eye on a very compelling $300 million of synergy opportunity, we look to take that synergy opportunity, those other elements I shared with you and transform that into really a strong financial performing global Tier 1 automotive supplier. So let's take a look at what I mean here on some upcoming slides. So first, here's sort of the headline numbers. When we combine up, we'll be approximately $12 billion in revenue, so effectively doubling the size of the company. Strong synergy opportunity, as I mentioned, and approximately 14% plus margin opportunity once those synergies start to deliver. So heading towards mid-teen margins up from where you see both us and Dowlais performing today. So financially, extremely compelling for us as a company. As I talk about size and scale, which is very important inside of the space, so on the screen, you can see this is really the North America supply base. We're sort of the 2 red in the middle, meaning us and Dowlais today, just at about $6 billion each. When we double up, we're at $12 billion. So we're sort of in that upper quartile of size and scale inside of the space and one of the largest driveline suppliers inside of the automotive space as well. So global support, powerful engineering depth and skills and talent will all come along with this size and scale opportunity for us, which will allow us to continue to advance through the upcoming years and decades inside of our customer base. So let's talk on the next couple of slides, we'll talk a little bit about the diversification of our business. First up here is our customer diversification. On the far left side, this is our diversification today is American Axle. As I mentioned, supporting the big 3, GM is 42% of our revenues with Stellantis and Ford at 13% each. If you look at Dowlais in the middle, a much more diverse book of business, obviously, supporting many of those same customers. But when we're combined, our General Motors business, which is a great business for us, we have a great relationship with them. But as a percent of the total, we go from 42% down to 27%, and we have a more diverse customer base really around the globe. And this really brings us some exciting opportunities and new nameplates for us to work with over time, names such as Toyota, which we do not generally supply much to today. Renault, Nissan, VW, things of this nature will be great additions into our customer book as we go forward. And we look forward to expanding those relationships. From a diversification standpoint, on the left-hand side, sort of what we mentioned earlier, about 3/4 North America-based. When we combine with Dowlais, we'll be just over 57% combined North America. Europe will go from about 15% to 23%. So this will bring a little more diversity from a geographic perspective. But even all that said, we'll still be one of the largest North America exposed suppliers inside of the Tier 1 space. So that's key for us. It's key for our core platforms, and that strength will continue going forward. All right. So let's talk a little bit now about synergies. So as I mentioned in some of the previous pages, we have line of sight to $300 million of annual synergies. This combination is going to bring us great potential. It's really categorized into 3 buckets: SG&A synergies, purchasing synergies and operation synergies. And you can see on the right hand, each of those sort of their respective share in terms of their contribution to the $300 million. But when I think about the SG&A synergies, I would fall -- these would fall sort of into, I would call customary type of synergies, duplicate public company costs, the rationale of SG&A, streamlining of our engineering or R&D spend as combined companies should drive some of this performance. When I look in the purchasing side, which is about half of our synergy potential, clearly, that size and scale will give us leveraging or buying power with our supply base, which we will look to optimize, but also that relates to freight and logistics as well. But there's other -- another key piece in here, I would say, is a little bit unique to this transaction, which was one of, I think, sort of the hidden gems. As a stand-alone American Axle, we've been, since really our founding, very focused on the strength and the benefits of vertical integration with our metal forming operation. As we bring in Dowlais, they purchased a significant amount of steel forgings on the outside. We're the largest automotive steel forger in the world. You can see the vertical integration opportunities that sit there. We also have a very small powdered metal operations inside of our company for which we buy powder, steel powder from many suppliers. Dowlais manufactures and sells steel powder. So another vertical integration opportunity inside of the set that would be unique only to this combination. So that should drive some synergy opportunities. And then lastly, from an operations perspective, we think both companies have strong operating systems. Our view is we're going to take the best of the best, which will extract some efficiencies, gains through our entire fleet of plants. In addition, we'll have some, I would say, opportunity to rationalize a little bit of our global footprint. So put that together, we see a good line of sight to $300 million. We're excited to get at this. We've been working very closely together in terms of integration office and teams and filling pools of ideas and getting ready to go and launch as soon as we close. All right. So let's talk a little bit about that debt side, and I know this is probably a slide favorite for this group here. We just completed under Shannon's leadership, our permanent financing for the transaction. So this is our current maturity profile once the combination closes -- weighted average duration of this was greater than 6 years. So this is in place. We're locked and ready to go. You can see no real significant maturities until '28. I would argue no significant maturities really until '29. So we're excited about that. And thank you again to anyone in this room or listening online that helps support this transaction. We appreciate it. We're in a great spot and ready to rock and roll once we close on this transaction early next year. All right. So where does this all lead us to? Well, it all leads us to a strong, capable global Tier 1 automotive supplier with great financial metrics. We're looking to have best-in-class operational statistics, best-in-class technology and best-in-class financial performance. And if you look on the screen here, this is sort of a chart that kind of brings all these together sort of greater than $10 billion of revenue, greater than 5% of adjusted free cash flow opportunity, greater than 14% EBITDA margin. It's a small ZIP code that people that can live inside of that combination of those 3, and we look to be one of those as we advance on this transaction. So with that, those are some of our opening remarks. Hopefully, it gives you a little color of where we sit today, a little color on the transaction. So maybe Doug, I'll turn it back over to you or anyone in the audience has some questions, and we'll go from there.

Chris, great overview. So thank you for that. When you guys look at the acquisition, doubling the size of the company, ambitious, but I think great diversity as we kind of go into like bigger is better, right, for the auto suppliers in my view. And you're able to do it like leverage neutral. So tell us a little bit about the balance sheet. If I look back to like 2016 when you bought Metaldyne, leverage kind of did go up in that transaction took a while to come down, but this was a leverage-neutral transaction, which was important I think maybe talk a little bit about what the goals are for the balance sheet kind of over the next year or 2 out.

Yes, sure. As we stepped into this transaction, that was one of the mantras from our Board as well as the management team. Look, we did not want to take on significant leverage to do this transaction. We believe the health of the balance sheet is critically important. And we believe we are able to complete this as a leverage-neutral transaction, as you indicated. If you look at our history, as you mentioned, back to MPG, we focused on once we were combined, while we did take leverage to that transaction, our focus was to continue to strengthen our balance sheet over the following years and to pay down our debt. I would tell you, we met that obligation. We have paid down debt every single year since then in 2017 to the tune of over $1.6 billion. So as we think going forward, while we look to close around approximately leverage neutral, our goal isn't to stay in that in that ZIP code. Our goal is to continue to strengthen our balance sheet, continue to pay down outstanding debt. I would say we have sort of 2 kind of beacon goals. We will drive from a capital allocation perspective, I would say, almost exclusively once we fund our organic growth and our R&D, that cash flow will be used to continue to pay down debt until we're clear of 2.5x leverage. That's a net debt leverage statistic. And then once we cross the 2.5 threshold, I would tell you, we're looking to maybe bring out a little more balance to our capital allocation playbook. We will continue to pay down debt, continue to strengthen our balance sheet. We'd love to be below 2x after that. But we'll also, once we cross the 2.5x, look to potentially evaluate some opportunities on the shareholder side as well. So that's sort of where we sit here today, but strengthening that balance sheet is critical to any of these scenarios I just described.

Very helpful. Maybe we could talk about I guess the diversity in the customer base. So when I started covering American Axle, I think maybe 95% of the business was GM...

I think it was said 98%, I think, when we started.

Yes. I think I began covering you at 99% and maybe you spun off from GM maybe at 94%, kind of remembering. I kind of didn't catch that slide, but I think maybe GM was 27% possibly now.

Yes, once we're combined, yes.

Right. Okay. So if we talk me about -- geographically also, so when I always think of American Axle, I think very much of a North America business, but Dowlais is very much a European business. Maybe you could share with us a little bit what you've learned about their footprint and how the global scale could impact your business?

Yes. Clearly, from a scale perspective, maybe taking your question a little bit reverse, is critical to us. Our customers are asking us to support global programs. That's how you can win new business. That scale gives us depth and engineering talent. You think about the industry pivoting towards electrification, which requires not only financial resources, but installed infrastructure resources, but also talent resources. And that combined scale, that combined size will allow us to advance in all of those respective areas to not only support our book of business today, but to pivot and grow with the electrification trends or hybrid trends inside of the industry. And as you mentioned, from a diversification standpoint, we are clearly overweight North America, which has been fantastic with the programs we support as a stand-alone American Axle inside of North America are fantastic. As you know, our light truck franchise accounts for almost half of our revenue. But bringing on Dowlais brings us some really nice diversification from a driveline perspective, meaning bringing on those sideshaft products, which support many different platforms, are agnostic to the market, whether it's hybrid, ICE or EV, they all need them. They actually grow share in an EV world in terms of that. But also that geographic presence. They have a much larger footprint inside of Europe. They also have a very nice footprint inside of North America. This also allows us to support our customers there, and they have a large joint venture in China. So they're a 50-50 interest, and that's how they play in the China market. So we think that's a nice risk-balanced way to support China. That's a China for China approach.

So you build in China for China?

Correct. That's correct. So we've adopted that as a stand-alone American Axle. Dowlais does as well. So I think that's a nice combination, bringing that together with a common philosophy, looking to grow China OEM as part of our customer base. Their joint venture is now half of their book of business is local OEMs in China. So that diversification they bring from a geographic perspective, China, North America and Europe really supports the customer base and product base. I think one other advantage as you think about this and if you think about the macro that's going on inside the world today with tariffs and all sorts of other uncertainties, having that flexibility of different facilities in different regions will also, I think, be very beneficial to us. We've been very much build and buy in the region that you support your customers, they have as well, but now we have more capabilities in each of these regions, which I think will allow us to double down in that philosophy, which will be beneficial to us.

Before the whole tariff craziness, you -- happened, in most of my career, people would look at your steel costs and how much pass-through you had. I think you're able to pass through maybe 90%...

Yes, 80% to 90%...

80%, 90%. So how do we think about the tariff environment? You got USMCA tariff kind of no issue there, right? We are seeing tariffs in different parts of the world not impact auto companies as much as we feared. So maybe just give us a little kind of update on where you see the tariff landscape, how it could affect American Axle or Dowlais?

Yes, certainly. And I would say American Axle and Dowlais in very similar positions as it relates to this. Tariffs, obviously, it's a big deal. It's something we're actively working on almost every day. But it really starts with the company's -- both companies' core philosophies of build and buy in the region that you support. So that mitigation from tariffs is really the first step. And I think our ability historically to do that has been very positive, same for theirs. But really, since tariff -- I think you said tariff craziness started about it earlier this year, we doubled down on mitigation efforts, working with our supply base or our own operations to mitigate where we can, also working with our customers. And then that residual amount that was left over, we've been working with our customers to receive compensation to offset these tariffs. So that's really been our primary sort of, I would say, short-term objective. Clearly, our customers here in North America as well as in Europe and elsewhere are focused on how going forward can we mitigate these tariff costs. and we're working closely with them to support whatever endeavors they need to do to mitigate some of this. This is, again, where that geographic diversity and that strong footprint that we will have combined is going to give us an opportunity to help our customers from that regard. So it will also help ourselves. But that's sort of mitigations first and then, of course, looking to receive compensation from the customers to offset some of these tariff costs.

Perfect. Great answer. Thank you. I thought maybe we'd open up any questions from the audience. If anyone had any questions on the Dowlais transaction or leverage or tariffs. If we have questions, I'll keep it moving. Okay. We'll just keep it moving then. I'd say 5, 6 years ago, the EV excitement really was blossoming. And there is a worry about companies who are focused on ICE being left behind. Kind of ironically, that's turned upside down now. The companies that were too heavily invested in EV have been pulling back and maybe there's more of a balance now. If you could maybe go over 2 things, please. One, how is Dowlais and American Axle positioned for, we think probably an inevitable move to EV, but it could be 10, 20 years out. And what part of your EV axles have been impacted by some of the contraction in production?

Yes, certainly. I'll start there. But combined, let's say, talking about going forward, clearly, you say blossom, I think that's probably an understatement a few years ago. It was a very -- at a hype cycle. I think we took a very measured approach to our view on electrification. We looked at the core products that we support, which, as I mentioned, American Axle stand-alone is the light truck segment inside of North America, which represents about half of our book of business. Our view was those would be some of the longest to electrify. We also recognized we would see growth in our all-wheel drive segments that we support as well as passenger cars. So we made investments into our R&D to design drive units as well as components to supply to OEMs that are building some of these units in-house. And through that process, I think we've developed some really advanced technologies. We've launched electrification programs with JLR, with AMG. We recently had an announcement earlier this year, our axles, our e-Beam axles for our trucks will be featured on Scout, which was a really great award for us earlier. And that brand is going to launch here in a year or 2 inside of North America. So I think we took a measured approach. Our components that supply ICE also, in many regards, also supply into the drive units on EV world. And the technology advancements we had from our EV space allowed us to, I think, as I mentioned, on a measured pace, invest into EV drive units to allow us to grow that business. We've done the same inside of China. So we've launched a beam axle, an electric beam axle in China, which now I think we have 3 or 4 different customers on the take rate. So we're sort of growing that. One of the attractive things, as I mentioned earlier in some of my prepared remarks as it relates to Dowlais, we looked at their product segments. They also were investing in advancing on some of the all-wheel drive systems from an E perspective and have won many different awards from that perspective. So great technologies there. That's one of the benefits of this combination, bringing together these technologies, not only we can optimize our spend here, but we also have deeper technology. But also their sideshaft business, as I mentioned, as part of their driveline their automotive business unit, 40% global share. It's completely agnostic to the market. You need a sideshaft on an ICE, you need a sideshaft on a hybrid, you need a sideshaft on an EV. And as you enter into the EV space, you actually have more all-wheel drive content on an EV versus an ICE world, so you need more sideshafts. So we actually see that as a growth segment on their core products in an EV world. So we're focused on e-beams and drive units from American Axle Driveline perspective, which we're seeing growth, and we're very focused on their all-wheel drive system as well as their sideshaft business in an EV world. So that's how we're sort of from a technology standpoint, product standpoint, looking to kind of grow the business. I think the second part of your question is now that the hype cycle has kind of come down, were we impacted? The answer is yes, especially on the component side has come down significantly here this year. But we weren't overly weighted into that space. Our -- as a stand-alone American Axle -- our EV book of business is low single-digit percentage. So we did see some impact associated with that. We've seen customers either cancel programs, scope down programs or delay programs. We've experienced that, and I believe Dowlais has experienced the same.

So low single digit as a mix. And so they're a little bit ahead on a low single-digit number...

Yes, our component business, some of the OEMs, you noticed their vehicle production is down in those categories, we would trail accordingly.

Makes sense. Maybe you could talk a little bit about like the commercial vehicle exposure you have. People think very much of light trucks and SUVs. But if you could maybe talk to us a little bit about some of the larger vehicles you service.

Yes. So from a commercial vehicle standpoint, I would say a few years back, it was closing in on maybe 5% of our company's revenues. We decided as a management team and with our Board to focus and increase our focus on the light-duty segment. So we have decided to sort of exit out of some of our commercial vehicle applications. Most recently, we did sell our commercial vehicle operation -- axle operations in India. We received proceeds this year of about $65 million. We had some commercial vehicle operations inside of Europe, which we sort of have wound those down over the last couple of years. So I would tell you, it's -- we do sell some small components into that space. But by and large, we are light-duty applications inside of American Axle today, not a lot of exposure on the commercial vehicle side.

If we can talk a little bit about the production. We all follow IHS production. I think your assumptions in North America, if I'm remembering, were 15.1 million which I think is a pretty conservative number. How have you seen inventory and production cadences with all the supply chain issues that have kind of come and gone and how do you feel about, a, your optimization of the plants under the 15.1 million production? And do you see any upside or downside to those numbers?

Yes. So the 15.1 million was our most recent that we announced in November for the full calendar year of 2025. So it looks like -- it still looks like it's tracking towards that ZIP code. Of course, at this point in the year, we're following customer schedules versus really some of these more higher level S&P IHS estimates. But look, in terms of what we've experienced so far inside of the fourth quarter, there has been, as you just mentioned, some supply issues with some of the OEMs. As you know, Ford has had some very public issues with some of their supply base of fire at one of their locations. But we started the quarter off. We experienced some downtime at General Motors Wentzville facility. It produces their van and midsized truck. They had a supplier challenge that had them down for about 3 weeks. We've seen a little bit of extended downtime around the Christmas holiday and then the Ford volumes have been a little bit, I would say, some puts and takes across their platforms as they are looking to clearly manage through their supplier issues from that perspective. So fourth quarter has sort of been in that kind of macro kind of view as what we've experienced. And into next year, I think it's a little too early to call where we're at. We're not giving any guidance here today. But look, we're looking and very confident in our truck franchise on the full-size trucks with General Motors, which will be going through a product refresh here over the next couple of years. And of course, as you know, the Ram heavy-duty just launched into their new model year earlier this year and last year, and that continues to be rather robust. So there's a couple of macro points on the volumes that we're experiencing as a stand-alone American Axle.

And thank you for having Slide 12, which just kind of called out to me. So prior to Dowlais, you have not really had business materially with Toyota, for example. How have your like initial conversations been with Toyota, VW Group, Renault, Nissan, kind of new business for you?

Yes. No. Well, it's certainly early days, and we are limited on what we can do, obviously, going to our new potential customers with the combined book until after we close. But I'll tell you, the sales team back in Detroit, very excited. The sales teams in Europe and Asia, very excited to really get introductions into some of these teams, sort of gain them -- they have very good exposure into Dowlais, very happy with their product. Now they can get a little better sense of other things and other capabilities we have around the -- and I think it's going to be really exciting. That takes time to play out, right, to build these relationships, but we're really excited about it. I think that's one of -- again, one of the hidden gems of this transaction is putting on nameplates that we really have had no experience with in the past or very limited experience.

I think that's a great idea. Well, I think that we run out of time. Thank you so much to American Axle for spending time with us here and also throughout the day. Thanks for being here, Chris, I really appreciate -- great presentation. Thank you so much.