East Chicago Machine Tool Corporation (KAI) Earnings Call Transcript & Summary

August 24, 2021

New York Stock Exchange US Industrials Machinery m_and_a 16 min

Earnings Call Speaker Segments

Operator

operator
#1

Ladies and gentlemen, thank you for standing by, and welcome to Kadant Acquires Balemaster Conference Call. [Operator Instructions] Please be advised that today's conference may be recorded. [Operator Instructions] I would now like to hand the conference over to your host today, Michael McKenney, Executive Vice President and CFO. Please go ahead.

Michael McKenney

executive
#2

Thank you, Sarah. Good morning, everyone, and welcome to Kadant's conference call to discuss its acquisition of Balemaster. With me on the call today is Jeff Powell, our President and Chief Executive Officer. Before we begin, let me read our safe harbor statement. Various remarks that we may make today about Kadant's future plans and expectations, including the expected benefits of the acquisition of Balemaster, are forward-looking statements for purposes of the safe harbor provisions under the Private Securities Litigation Reform Act of 1995. These forward-looking statements are subject to known and unknown risks and uncertainties that may cause our actual results to differ materially from these forward-looking statements as a result of various important factors, including those outlined at the beginning of our slide presentation and those discussed under the heading Risk Factors in our annual report on Form 10-K for the fiscal year ended January 2, 2021, and subsequent filings with the Securities and Exchange Commission. In addition, any forward-looking statements we make during this webcast represent our views and estimates only as of today. While we may elect to update forward-looking statements at some point in the future, we specifically disclaim any obligation to do so even if our views or estimates change. With that, I'll turn the call over to Jeff Powell, who will discuss the acquisition. Following Jeff's remarks, we will then have a Q&A session. Jeff?

Jeffrey Powell

executive
#3

Thanks, Mike. Hello, everyone, and thank you for joining the call today. As you read in our press release issued yesterday, we completed the acquisition of Balemaster. This morning, we want to provide you a bit more information about this acquisition and give you an opportunity to ask questions about this newest addition to Kadant. As many of you know, we have specific attributes we look for in an acquisition, namely: strong market position, high revenue percentage in parts and consumables, an asset-light operating model and strong financial performance. I'm pleased to say that Balemaster has all these attributes, and we are very excited about them joining the Kadant family. I'll start with an overview of the company and the transaction. Balemaster is a 75-year-old supplier of balers, shredders and ancillary equipment. They are the market leader in North America and serve the paper mill, corrugating and box plant industries as well as large retail and distribution centers. The equipment is manufactured and serviced at its own facility in Crown Point, Indiana. Balemaster's trailing 12-month revenue as of June 30, 2021, was approximately $22 million, and 47% of that was in parts and services. The purchase price is approximately $54 million in cash, subject to customary adjustments. Balemaster's trailing 12-month adjusted EBITDA margin as of June 30, 2021, was approximately 36%, which translates to an EBITDA multiple of 6.7x. We've had discussions with Balemaster by joining the Kadant family for nearly 4 years. Over that time, we have watched the company grow as it served the ever-expanding e-commerce distribution supply chain. Fiber-based products are expanding to meet the dual demands of at-home delivery and sustainable renewable packaging. Every packaging producer, distribution or retail center requires material handling equipment to prepare the waste packaging material for recycling. One of the things that attracted us to Balemaster was its strong focus on the packaging recycling market. They supply to companies baling pre-consumer virgin packaging material as well as post-consumer OCC and waste paper. Its machines are smaller and more focused on single-stream waste, which nicely complements Kadant's larger multi-stream balers manufactured at our facility -- PAAL facility in Germany. There is virtually no overlap between Balemaster and our PAAL products, and PAAL will benefit from having the Balemaster's engineering and service resources to support PAAL's growing U.S. business. With the addition and strength of Balemaster, we are now positioned to offer a complete line of balers throughout the world. Consistent with our decentralized operating model and past practices, we will maintain a multi-brand strategy with Balemaster continuing to operate as a stand-alone business. We each have specialized manufacturing operations and sales organizations that complement each other, serving different markets and geographies. We often find that acquired companies have some best practices, and we look forward to learning more about them. We'd now like to open up the call for questions.

Operator

operator
#4

[Operator Instructions] Our first question comes from the line of Chris Howe with Barrington Research.

Christopher Howe

analyst
#5

You mentioned some of the quick highlights on their financial details, very healthy EBITDA margin accretive to Kadant's profile. Can you provide some historical context on how the company has been performing? You mentioned they're in the attractive e-commerce distribution supply chain market. Just kind of their overall performance over the past maybe few years and how that looks on a top line and margin basis.

Jeffrey Powell

executive
#6

Yes. So they've grown -- as I mentioned, we've kind of been in discussions with them for almost 4 years now. And they had very good, of course, financials that went back many years before that. And they, as you might imagine, have grown quite nicely as the package recycling market and the e-retail business markets have grown. So they've had very nice top line growth, and they've also had -- always had very strong kind of EBITDA margin. And of course, that continues to strengthen as the top line grows and they have operating leverage in their asset-light business model, much like Kadant has. Their operating margins have grown, improved also during that time. So they -- over the 4 years we've watched them, they've grown substantially to service these markets. So it -- as you know, that's an area that is within the United States and really around the world is growing faster than the general markets, the e-retail side and the packaging associated with supporting that. And these guys kind of specialize in that. They specialize principally in the packaging markets, be it pre-consumer and post-consumer. So it's a growing field, and it's one that we've been very interested in and kind of being more involved with and we're quite pleased that they're joining us.

Christopher Howe

analyst
#7

Okay. And then following up on that question. As we kind of think about this, this will have some incremental impacts on Q4, some here in Q3. As we think about the company on a fiscal year basis, is Q4 typically their strongest? Or is it pretty consistent quarter-to-quarter? How would you comment on that?

Jeffrey Powell

executive
#8

So they've been quite busy in the last several years. They've had a very healthy backlog. And so they've seen less, I would say, cyclicality than a lot of companies would because they've had such a strong backlog, and they're just basically produce as many machines as possible every quarter. So I don't think there's going to be a big variation from the third to fourth in their business. Now from a purchase guidance standpoint, I'll let Mike address that.

Michael McKenney

executive
#9

Yes. Chris, we'll have the usual inventory write-up, et cetera, to deal with those inventory and backlog write-ups, and those will flush through over the next 6 to 12 months, probably a little bit shorter than 12 months given their manufacturing cycle.

Christopher Howe

analyst
#10

Okay. Great. And my last question, I'll just hop back in the queue after that. Perhaps you can talk about -- you mentioned there's not much overlap here. But if you compare their existing customer base with yours, perhaps there's some synergies. I know those aren't announced with deals, but perhaps there's some potential here down the line as the combination has some time to run.

Jeffrey Powell

executive
#11

Yes. So one of the -- in addition to just the underlying strength of the business and the markets we serve here, one of the things that we were quite interested in was getting a bigger footprint in North America to support our German-based business that's been over here supplying the large multi-stream machines to the big recycling facilities, the big murks around the country. It's always a little challenging when you first enter a new geographic market, to have enough resources on the ground to support the installations and really to give your customers comfort level that there's enough resources to meet their needs. And that's always -- for any company entering a new market, that's always a little bit of a challenge. And it has been with us over the last few years as we've sold more and more machines. The customers have said, "Hey, how do we get comfortable in knowing that there's enough resources if in the middle of the night, we have a problem and we need somebody? We don't have to call Germany to do that." And so these guys, of course, have -- being a 75-year-old company, they have significant resources. They have a large service team of engineers. And so we'll be able to draw upon those to support PAAL's kind of growth within the U.S. market. So there is some opportunities there. And frankly, there's also opportunities in their machines, a lower-cost machine that the PAAL guys may be able to take -- the PAAL company sells around the world, not only in Europe and North America. And there's the opportunity for, I think, for the PAAL team to take this machine to some markets, South America and Middle East and places where they currently sell larger machines where there could be a demand for it. So yes, there's definitely -- it fills out our product line, and there's definitely synergistic opportunities on both sides that we'll be exploring and trying to realize over the next 12 to 24 months.

Operator

operator
#12

[Operator Instructions] Our next question comes from the line of Kurt Yinger with D.A. Davidson.

Kurt Yinger

analyst
#13

When you guys had acquired PAAL Group in 2016, you had outlined some kind of global market share numbers and I think sized that horizontal baler market at about $200 million. Was that just what was kind of sold into the MRFs? Or would that include, call it, the smaller systems that Balemaster offers to mills and box plants and the like?

Jeffrey Powell

executive
#14

As you know, Kurt, it's always a little challenging to get a firm grasp on market size when you're talking about global markets. One of the things that we're always surprised with when we acquire companies often is just how big they are, how much revenue they have, and it tends to -- when we start to look at this, we tend to realize the markets a little bigger than some of the economic forecasters kind of publish. But yes, I think it was -- I'd have to go back and look at the data because we had a pretty extensive market study done back then when we acquired PAAL. But I think that was, in general, the horizontal baler market. So it would have included companies and systems the size of Balemaster's equipment.

Kurt Yinger

analyst
#15

Got it. Got it. Okay. And then just secondly, I mean, looking at Clouth and now Balemaster, both deals represent kind of nice market share consolidation moves and geographic expansion for your existing product lines. I'm just curious, looking forward, whether you think there's a good runway of similar opportunities to that or whether, given your existing market shares, leading positions, more opportunities, will kind of be on the platform expansion side.

Jeffrey Powell

executive
#16

It really, Kurt, kind of depends on the business we're looking at. For instance, if you think of our wood processing side, where we have very, very high market share, it's obviously more challenging to pick up complementary businesses that are in a similar space or maybe in the same business but a different geographic area just because we have very high market share. So just by the sheer math of it, the opportunities are a little greater for these type of acquisitions where our market share is a little lower. But that being said, I would say at any given time, our corporate development people are looking and in discussions with companies that really are in every area we're in. And so there are opportunities there. There are just sometimes fewer opportunities or maybe they're harder to get done, but it doesn't stop us from pursuing them. And to date, we've had pretty good luck, I think. As you know, our strategy is to identify companies and in many cases, years before they're -- they ultimately are sold. You mentioned Clouth. Both Clouth and Balemaster are companies that we had discussions with for many years before ultimately, we were able to complete the transaction. So that's typical of us. So we -- there's companies in almost every area that we're in that we've been talking to for years and some of them will come to the market and we'll be successful and others, we won't. But I would say in all areas, we have ongoing discussions kind of continually.

Operator

operator
#17

There are no further questions. I will now turn the call over to Jeff Powell for closing remarks.

Jeffrey Powell

executive
#18

Thanks, Sarah. So in closing, Balemaster is a company we followed and admired for some time, and we are excited to have the Balemaster employees joining Kadant. The combination of the company that can serve all of our customers' needs globally and there are many synergistic opportunities to explore going forward. We want to thank you for joining us today, and we look forward to updating you in the future. Stay safe.

Operator

operator
#19

Ladies and gentlemen, this concludes today's conference call. Thank you for your participation. You may now disconnect.

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