JOST Werke SE (JST) Earnings Call Transcript & Summary

Ladies and gentlemen, thank you for standing by. Welcome, and thank you for joining the JOST Investors and Analyst Conference. Our speakers today are Joachim Durr CEO of JOST Werke SE; and Romy Acosta, Head of Investor Relations. And I would now like to turn the conference over to Joachim Durr. Please go ahead.

Yes. Thank you very much, and a very good morning here from Norenberg. We were very happy yesterday to announce 2 strategic acquisitions for the JOST Group, and very happy to inform you today a little bit about what that means for our growth strategy for our agriculture and off-highway business. So we have really 3 initiatives that we would like to introduce to you today. So we -- with which we successfully advanced our global strategy. One is the 2 strategic compelling M&As that create value for and strengthen our JOST's global market position. We're targeting new regions and new customers with those 2 M&As and we have an additional greenfield investment that some of you already know, and that's our new plant in Chennai, India. We are expanding our product portfolio for our agricultural products and our global production footprint for these products. We accelerate the profitable growth by seizing cross-selling opportunities with a local -- for local approach in production and customer attention. And we are acquiring a strong industrial know-how and are enhancing the finance profile of the JOST Group. These acquisitions have a very good strategic fit for us. I think they fit extremely well into our view of the agricultural world and into the history that has started with the acquisition of Alo. And when we acquired Alo, we said already that we are with this acquisition in the European and the North American market, and we are looking for ways to expand that global coverage, to expand the product and also to expand the customer list that we are serving. And with these acquisitions, plus our own investments, that's a very compelling strategic fit, we are combined with the industrial in greenfield, pushing our corporate growth strategy, we expand, and that's bullet number two, our product portfolio and very important also our customer list worldwide so we will have more products to offer to our global customers, and we will have more customers that we can offer those products to. We are strengthening our market position with a combined global footprint. As I mentioned, we are already in very well set up in Europe and in North America. But now we will also enhance that with Brazil with an addition in China and with our own investments in India. And with that, we will close the white spots that we had in our agricultural business. We are combining know-how in manufacturing, know-how in product knowledge and in our sales force and thus increasing the value for ourselves, but also especially for our customers. And with the new cross-selling opportunities that, that brings, it will enhance our financial profile. So it's a big strength to our agricultural business, and let me introduce to you the individual initiatives. Crenlo do Brasil is one of the companies that we have taken over yesterday. It gives us immediate access to the Brazilian off-highway and agricultural machinery market. The products that Crenlo is producing today is front loaders, it's excavation buckets, both products that we have already in our portfolio, trenchers, and Cabs are new additions to the product portfolio. So with that, we are developing the South American market and are gaining, as I said, immediate access to new customers. And these are the customers that you see in the middle box, you will find customers that we already have in today's portfolio like AGCO and CNH, but you will also see new customers like Caterpillar, JCB and Komatsu that only play a minor role in our customer list today. So with that, we have a much better access and opportunity to serve these customers. The efficient manufacturing processes and capabilities allow us to rapidly scale up our production of our agricultural products in Brazil and we have an experienced management team and the sales force with more than 20 years of industrial experience in the agricultural market. And as I mentioned already, direct access to 30 blue chips OEMs. As you know, just as a side remark, we have already a very successful joint venture in the Brazilian market for our transport business that is not related to this investment. So this investment is purely focused on our agricultural components and agricultural customers. Let's come to the next. LH Lift is a company in Kuusa, Finland, also has a plant in Ningbo, China. And it's a highly complementary product that allows us product expansion with a lot of cross-selling potential. It expands our product portfolio in agriculture. It leverages joint know-how and sales channels to provide superior services for our agricultural OEMs and for our end customers worldwide. The products fit very well to our existing ROCKINGER product range, the 3-point linkages from LH complements, the ROCKINGER products, the pickup hitches, a great addition to the couplings that ROCKINGER is offering Drawbars are products that are -- today offered by ROCKINGER and now we have an expansion of portfolio and of customer base. And the coupling hooks are very important products for our OEMs and also for the aftermarket that fit very well to the rear of the tractor. And here, you find that the existing customers like Agco, Valtra, Massey Ferguson, John Deere are now be served with a broader portfolio. And we're also adding some new customers in Asia like Zoomlion and Lovol. Very good strategic fit, as I said, highly complementary product portfolio and cross-selling opportunities under the ROCKINGER brands, we will be able to scale the business, especially for the new components up very quickly. We have an experienced engineering team and a strong product know-how in Finland with LH Lift. We have strong sales synergies with the existing just sales channel that allows us to quickly scale up and provide a superior service to our customers. And we have an opportunity to consolidate the production plans in Ningbo. LH Lift is today in a rented facility. And we have an own facility to produce loaders and buckets, and those opportunities can be used to consolidate some of the production processes or all of the production processes, we will see. Third initiative is our own investment in India. It expands our manufacturing footprint for agriculture with our own greenfield production plants that we will be inaugurating. We are already producing prototype parts for our customers, and it expands our manufacturing footprint in Asia, taps into the strong growing Indian market. And it's widening our supplier pool and gives us access to a strong supply base in India, improving the logistics costs for existing products. And it's also a complement for our existing plant in China so that we reduce the dependency from only one country, and we now have a second strong and efficient production plant in Asia for our agricultural products. So this is how it looked before. On the left side, as I mentioned, very focused on Europe and North America, market leader in Europe and North America for front loaders so a very strong position but limited to these 2 global markets. Now with these 3 initiatives, our agricultural footprint looks a lot more balanced globally. We are adding South America. We're adding Asia and we also have a better access to the rest of the world with an expected market growth of 6% CAGR in the Brazilian agricultural market and also in the APA Asia Pacific Africa region. So to sum it up, it combines our know-how in manufacturing and in our sales force and creates value to strengthen our agricultural business and our future success. Mainly with 3 drivers: the customer focus, strong and deeply entrenched long-standing relationships with OEMs worldwide. That's important for our transport business, but equally important for our agricultural and off-highway business, these are companies and products that have a very long life cycle and therefore, a long-standing relationship is very important. We understand that, we play that on both arms on agriculture and also on transport, and that will be the same spirit for these new acquisitions and new initiatives. We gained a deep understanding of market and customer needs, which complements our capabilities and our product know-how and increases the product and service that allows us to boost innovation and accelerate the international expansion. In production, we have access to skilled staff in these locations, strong engineering capabilities in Brazil and also in Finland, and an excellent industrial know-how, efficient production processes with the capability to rapidly scale up and to manufacture our existing and new agricultural products in these locations, and the ability to replicate our industry-leading approach with high operational flexibility and synergies in the production process, mainly with a local for local production footprint where we are very close to our customers and enable a very flexible customer relationship. And that's the region of proximity, a wide joint global network of customers that allows us to boost our international growth, access to new regions hence, it accelerates the development of the JOST markets for our agriculture products in South America, in Asia and thus closing some regional white spots. So we have a strong and joint local production footprint, local for local, as we call it, on a global basis and the supplier network that allows us to increase the synergies and to optimize our supply cost. So that's the summary of the strategic fit, and Romy will give you a little more information about the financial profile.

Yes. Thank you, Joachim. Also welcome from my side. Yes, I will go a bit into the details about how these new investments add to JOST's current exist on financial profile on top of the synergies that Joachim just mentioned's, we will immediately after acquisition, taking into account a full year basis at EUR 100 million revenues to our top line. And that will mean that the -- on a full year basis for JOST revenues, we will be increasing our sales by 7% to 8% and and also our bottom line also adjusted EBITDA by 7% to 8% going forward for a full year basis. The 2 acquisitions together are expected to generate based on that top line and adjusted EBITDA in the range of EUR 10 million to EUR 12 million for the year 2023. Please bear in mind that we will be consolidating these acquisitions as of September 1, also tomorrow, and that means that for the year 2023, only 4 months will be added to our books. But as of 2024, only based on the new revenues that the groups already bring. We will add EUR 100 million on top will come, of course, the synergies that we are able to bring for JOST. And Joachim did explain that in detail, but I would like to summarize why we believe that these are value-accretive transactions based on our ability, and we already showed that with Alo to replicate JOST business model in these new groups with these new products. We will not only be adding new products, also new customer at least and what's important and I think Joachim did not mention is that management of both teams are going to remain part of JOST going forward and as these industries, especially in ag and in South America, but also in Asia are very conservative. It's very important to have this established relationships, this understanding on the market and of the customers under specific needs for the region in order to generate the top line synergies that we see going forward for the joint group, both in South America, Asia and Europe, together with the new products that we will bring. And that's on the top line. But also for the bottom line, we see a lot of potential for creating value as a joint group going forward into the future. We are expanding our production footprint close in regional white spots and we have excellent operating leverage opportunities. First of all, we will be consolidating the Coronex [indiscernible] system production plant of LH Lift, our Finland acquisition, into the Ningbo, Chinese plant, that we already have for the quickie products, and we will be able to immediately start producing our loaders in the Brazilian market without needing to create a greenfield there. And as you remember for conversations in the past, we did mention that the Brazilian market is very -- is one of the biggest markets in Ag for worldwide, but it's also a very complex market to completely open up from 0. So we are counting on the experience and the know-how in the market of over 2 decades that Crenlo do Brasil brings to [indiscernible] in order to be able to also accelerate the growth of not only the products that Crenlo offers, but also the quickie products, the Rockinger products and the new products, which LH Lift will add to us. So overall, we are quite satisfied. We believe that as new owners, especially industrial owners, we bring additional potential to these groups and they too are quite happy to be part of the JOST family going forward. And as you remember, for Alo, that's very important for a successful integration process. This willingness also from the companies to be part of JOST overall and use the JOST brands to continue the growth in the business. One thing that I will mention also currently in the year 2022 or 2023 sales for JOST in Ag were roughly 25% of revenues. Looking at this additional EUR 100 million without synergies we will be looking -- going forward, bring the Ag to roughly 28% to 29% of total revenues, it will probably go up for that balancing out and diversifying forward even more our product portfolio from the application mix, but also from regional mix, which is 1 of the major success factors to maintain the growth potential for JOST given the cyclicality of the business. So overall, looking at the details in the transactions as of financial details, we are -- the pushes price represents a joint enterprise value of EUR 56 million which given the midrange point of the expected EBITDA of EUR 10 million to EUR 12 million for the year 2023 will represent 5.1x EBITDA as a very attractive multiple and the transactions will both be financed from existing cash and the partial use of our carbon revolver credit facility and it will not impact very strongly leverage. We were at 1.18x at the end of the second quarter. It will be -- leverage will go up slightly from that, but it will remain well below the 2x threshold that we always gave our midterm range for sweet spot regarding leverage. As I mentioned before, the companies will start becoming part of the JOST Group as of tomorrow, September 1, and we do not expect any regulatory issues at the time. With that, I will give back to Joachim to give the summary. And yes, thank you very much.

Thank you, Romy. Yes, to sum it up. For us, this is an important step in our corporate growth strategy with 2 M&A acquisitions and one greenfield investments in our agriculture and off-highway business. Important, we expand our product portfolio. We have new products, and these are highly complementary products to our existing product range. Plus we are gaining new customers. We have better access to more customers with these acquisitions. And thirdly, very important, it diversifies our global footprint, and it increases our operational flexibility and broadens our supplier network. So global coverage, new customers, and expanded product portfolio. These are the main wins out of these important 3 initiatives. The top line add-ons, they boost our cross-selling potential and close geographical white spots in our off-highway markets, and it's a very accretive M&A transaction with, I consider a very attractive multiple and the ability to accelerate our profitable growth. So as I said, we're very happy to explain this to you today, and we're looking forward to your questions.

[Operator Instructions] And we have the first question from Pierre [indiscernible].

Can you hear me?

Yes. Yes, we hear you.

Okay. Good morning, first of all. Second of all congratulations, you seem to be taking a few boxes here in your strategy, which is due to acquisition. My question is, are we looking at a new JOST here in a way that I would assume that there are quite a few of those low bolt-on acquisition that you could do in the Agri business, a few more of those. And are we looking at JOST that eventually will have, I'd say, pretty much a well-balanced business between transport and agriculture. Are we looking at that? Is that the trend that you're following? And is that a target that you have?

Okay. Yes. Thank you, Pierre, for that question. And well, certainly, in a way, you are exactly right. We've always mentioned that we see a bigger growth opportunity in the Ag because the market is not as consolidated, it is with the tractor manufacturers. We have a high global consolidation. But with the suppliers to those manufacturers, we see a consolidation potential. So yes, the growth opportunities in Ag, we consider them higher than in transport. Also, we always mentioned that we have these white spots that we're trying to close. And what you see here is indeed a little bit of a trend where we see the opportunities to expand our product portfolio and our regional coverage plus the customers that we're serving. So as Romy mentioned, we will be close to 30% after these acquisitions of our total turnover to be in agriculture. I don't see this go beyond the 40-50 very quickly. But in general, I would say, yes, the trends that we will see more growth opportunities in agriculture by M&A and by consolidating and by adding new products to the portfolio, I see a little higher than in transport. I hope that answers your questions. Thank you.

We have the next question from Nicolai Kempf from Deutsche Bank.

Nicolai Kempf from Deutsche Bank. I have 2. The first one is on financing. You mentioned that your finance [indiscernible] cash and existing credit lines. Can you just say what kind of interest you will be paying on those or this credit lines like from the 0 interest rate environment? And my second one would be on the profitability of new targets. It seems that it is slightly below the current group margin, not much most likely. When do you expect to kind of lift these new targets on a group level postability?

Okay. I can take those questions. So the -- on the existing cash, that's mainly cash that we have been generating. So of course, there's no interest involved with that. On the credit facility, we have more or less the Euribor interest rates plus margin, which is somewhere between 100 and 150 basis points. So just the normal margin on the Euribor is the interest rates that you can consider for that. The profitability today is a tad below our average profitability. But with the cross-selling opportunities with the synergies that we're seeing, we will be very soon at the same level, so it will be an accretive long-term acquisition for us. So more or less, we are, as I said, almost there and with the initiatives and the synergies that we're seeing, we will be value adding.

Okay. And it seems like a good fit and seem to line [indiscernible].

Yes, very much. So we're very happy about it.

[Operator Instructions] And we have the next question from Jorge Gonzalez from Hauck Aufhäuser.

So I will start with Brazil. Would it be possible to have the proximate sales in Brazil more or less if the sales in Brazil are higher than the ones in Finland, if you can give us a rough number that will be interesting. And then regarding Brazil in the presentation, you are mentioning that they are already selling loaders. So I was wondering and knowing that you have already interest from your current clients to deliver your products into Brazil, how we should think about the potential for additional growth in Brazil. It could be as much as in markets like Europe and U.S. for Alo or the fact that you are already -- this company is already selling loaders limits a little bit the potential. So that will be my first question, please.

Okay. So the turnover for Brazil is between BRL 400 million and BRL 500 million, so that's a little below EUR 100 million. Then the potential for growth, they have already a loader that they are producing, but it's a loader for our customer that we do not serve today. So the initiatives that we have with our existing customers where they ask us to go to Brazil, they do come on top. So we see that as a pure additional business and we also don't consider that there's a risk to lose the existing business because, as I said, it's a completely different customer. We've had a very strong growth rate with our Alo business. When you remember when we acquired it and when you look at the numbers, especially from last year, those were fueled by 1 market performance, and we will see the same with the existing targets but they were also fueled by inflation and by general price increases and supporting market itself. So these are factors that we will probably not see in the next years as much as we've seen in the last years. At least on the inflation, I hope we're not seeing it in that -- these strong numbers. So yes, you can think of growth, and there will be growth also because it's supported by the Brazilian market where today, not a lot of loaders come with the OEM. A lot of loaders are being installed at the dealers with aftermarket solutions. And this is typically a more expensive solution for the final customer. And therefore, we believe that with the trend similar to what we've seen in Europe and North America, that a lot of the loader is already handled with the OEM and then only installed at the dealer, but is sold through the OEM. We will see the loader penetration go up. And with our access to the OEMs, we will see that volume also adding up. But you cannot multiply the existing turnover with that factor because loaders today are only one part of the portfolio. On the other portfolio, we don't have these effects. So yes, you can think of growth but don't think of 50% growth in a couple of years, but I think maybe adding another BRL 50 million or BRL 100 million to the top line in the next years.

Okay. So but sorry, Romy

No, I was going to say that from the due diligence regarding the market, what we see is, of course, the Brazilian loader market is a bit smaller than the European North American market. But they do have -- we see the potential to get -- go up to 30% market share. They're combining both business and taking into account the new customers that we we would acquire, which is similar to what we have right now in Europe and North America. So we see that potential there for the lower part of the business of the Crenlo Group. And that's important, of course.

And can you sell the addressable market in Brazil more or less? The addressable market.

Right now, it's like 15,000 loaders, what we believe that could be targeted.

Okay. So in the -- to simplify a little bit, so in the medium, long term, could you get to sales in the same levels than Europe and U.S.? Or if this is too much? I mean we can see at some point, Brazil representing, I don't know, EUR 100 million to EUR 100 million. Once you have grown your network and your aftermarket service and you have a similar exposure than the one you have already in U.S. or Europe?

It's account in the current business that they already have and on top of the 1 that we would bring then, yes.

Okay. I'm also interested into the new info that you have provided regarding India. So in the past, we learned that this investment was mostly target to serve other markets like Europe and U.S. to diversify a little bit on part of the production in China and to reduce cost. But obviously, there is a huge potential in India itself. So do you have any plan to grow your sales in India or any specific time line for introducing new products adapted to the region that you can share? Or are you planning to to launch a new strategic plan to grow -- for your future growth in the region?

Well, first of all, let me confirm that what you summed up, that's correct. For us, the investment as a main purpose, to get another production facility, very competitive production facility in Asia, mainly for the European and the North American market. And a lot of that comes today out of China, which is hit by tariffs, and with India and China together, we have much more flexibility and a better setup. And that has been the main initiatives. It's been proven quite successful. And it also has some positive spin-off effects because all of a sudden, we have new customers approaching us and they're saying, okay, we heard that you can supply us out of India. One of Indian agricultural customers are now approaching us and that allows us additional sales, not only with existing customers, but we have now ITL and Mahindra & Mahindra and other OEMs from India that are now much more interested in using our products. So that is already a positive spin off effect. And some of that will also be in the Indian market. They -- the first reason why they approach us is we have products that we want to sell in Europe and North America. So that's great because we can develop in India together, we can be very local, and then we can export it together. But of course, in that discussion, we find more and more opportunities also for India. And this has not been the prime reason for the investment, but is now, as you mentioned, coming on our list of things to do where we're saying, okay, now let's start the discussion with the local OEMs and with local dealers, of what other products that they need and if we can supply them from India. I don't expect that to grow that quickly that it will be recognizable in the overall numbers very quickly, but it's certainly a trend and a great door opener to work with this local -- with the local OEMs in India. And fortunately, we have a lot of important tractor manufacturers that are located in India. And I'm sure that there will be spin-off effects out of that, that we do not have considered in our outlook today.

And okay, thank you for the color. Maybe if you allow me, I have 2 more. So first, to clarify, so the introduction of the Alo products, like the Front loaders will require the growth network for the aftermarket business? Or this is not comparable to the transport business. How is -- how is the Brazilian company doing this at this point. It will be interesting to know how the market works in general for these loaders. And the last one is regarding the price. So it looks like a very, very attractive transaction at multiples that are quite in line with your current ones. So I was wondering how this match with the very bullish outlook for the growth in Brazil is -- I mean, did you take advantage of the weakness of the agriculture sector at this point. But you are -- do you really think that the group -- that the sector is going to recover fast as this outlook is suggesting? Or how do you see the cycle now for the agricultural market and specifically in Brazil, please?

Okay. For your first question to Brazil about the dealers. Of course, we do require a dealer network. And the existing company, Crenlo has already some dealer connections and some dealer network that they work with, but we will have to strengthen that. It's always -- it's like in transfer to, we call it push and pull. You have to be close to the OEMs in order to make sure that you meet their requirements in terms of engineering, in terms of documentation, in terms of quality, delivery, performance, logistics and everything that a big OEM needs but, at the same time, a lot of these products get installed at the dealer and get serviced at the dealer. And therefore, you also need the support from the dealer and also the dealer creates the pull when he says that I want that tractor with a quickie loader, for example, because that's the one that I know best and my customers have the best experience with. So we have already a very strong OEM connection. And we have already a dealer network. But quite honestly, on the dealer network, I think that's the part that we need to grow more with the new business that is coming. So I think we have a very good basis to build it on, but there will be a lot of initiatives that we will have to do for Brazil to really find a very strong dealer relationship and have a sales force that is very well connected to the dealers so that we can play that push and pull. So that will be in the focus for the next months and maybe years to build that up. Concerning the multiples, we try to invest our -- the money that from our shareholders in a very efficient way. So it is a business that fits very well to us. And in that respect, I'm very happy that we were able to close the deals at these multiples. I wouldn't say that we will be able -- that we were able to take advantage of anything. It's just that the industry that we are in still has very attractive multiples where you have to pay much higher multiples, is then when it comes to electric, electronic software and things like that. And therefore, I'm very happy with the deals and also that we were able to have a very efficient allocation of the funds. So we think it's a very, very healthy relationship between the potential earnings, the earnings that are already being gained and the purchase price that we have. In that way, a very smart and positive investment of the money of our shareholders.

And regarding the cycle for Brazil, do you see growth next year or this outlook that you provided as you -- do you think this is -- well, it is your main assumption, this growth around 6% per year for the following 5 years?

Yes, that's the outlook that we're seeing, and we see a little bit of in agriculture, especially right now, we see a little bit of a dip, but that dip comes from, one, a very strong market that we've had in the last 2 years after COVID. It also comes from fairly large destocking that all the dealers and OEMs are doing. So it's not the fundamental market. It's not as weak as what we're seeing right now as a drop in the market because there's a lot of a big destocking effect in there. Overall, transport and agriculture are -- both needs that with a growing population will have to be served, a growing population and a growing economy requires transport and it requires agriculture. And we will see more and more mechanized agriculture, because there's a lot of people that now want access to premium foods and that requires a mechanized agriculture. So we see those as the overall growth rates. And in our case, due to the effect that I mentioned that we will see more loaders being controlled through the OEMs of the agricultural equipment because they're much more integrated now. Mechanically integrated, but also electronically integrated. It will be much harder to have loaders installed at the dealer, third-party loaders that are not connected to the tractor so that OEM relationship in designing and implementing the product becomes more and more important, and that is helping us in gaining market shares because we have that OEM connection. So these are the fundamentals of the growth rates that we have been showing with the 6% CAGR.

There are no further verbal questions at this time, and I back over to Romy Acosta for the written questions.

Yes. We have one written question or 2 actually from [indiscernible] from Value Holdings. The first 1 is, could you please elaborate on the PPA for 2023 and '24 going forward arising from today's acquisitions. I will take that one. And there is a second one. Do the new companies have a different seasonality versus the Alo business. I will give that one to you. But I'll start with the PPA. Of course, we just signed a deal yesterday. We need to finalize the purchase price allocation, so that will probably be done either preliminary to Q3 or by the full year report. However, so I cannot give you an exact number. However, based on our experience regarding other deals that we've done in the past and like the Alo deal, we believe that the PPAs for these acquisitions will be rather low on the very low one single-digit million range or the very low one single million digit range for yearly PPA. That's sort of what we are expecting as of today, and that will, of course, continue to go forward for the next years. Thank you.

Okay. And concerning the seasonality, with the Finnish acquisition, you would see the same seasonality in the Northern Hemisphere. Usually, we have 1 harvest per year, and our customers, they prepare their equipment in spring and in early summer for these harvest and for the agricultural season. So that's the normal cycle that we will see. Of course, in Brazil, we have a different cycle. It's in the southern hemisphere. Summer is in our winter and vice versa. And partially, they have 2 harvests in Brazil, very close to the equator. So there, you would see a more balanced seasonality. But the effects overall will not be huge because also these acquisitions in relation to our total turnover will not really impact the seasonality that you will see in the overall numbers. Okay. Are there any other questions?

There are no further written questions and I believe the queue is also empty. So...

So with that, thank you very much for your interest. As I said, we are very happy about these acquisitions. We think it's a very logical step for our development, very accretive for our business. adding new products to our portfolio, adding new customers, the ability to better serve those customers with product and with a much more global access to our production network. As I said, we're very happy about it. The big work lies ahead of us, and I would like to welcome both new companies to the JOST world. I think we're all very eager to get to work and to create value for our customers, for our employees and for our shareholders. Thank you very much for your attention and for your questions.

Thank you also from my side.

Thank you. Bye-bye.

Ladies and gentlemen, the conference has now concluded, and you may disconnect. Thank you very much for joining, and have a pleasant day. Goodbye.