Title: acquire
1x
acquire
optimize
grow
KMG Chemicals, Inc.NasdaqKMGBSidoti Co. 6th
Annual Palm Beach Emerging Growth Institutional
Investor ForumJanuary 15-16, 2009
2Safe Harbor
- The information in this presentation includes
certain forward-looking statements that are based
upon assumptions that in the future may prove not
to have been accurate and are subject to
significant risks and uncertainties, including
statements as to the future performance of the
Company. Although the Company believes that the
expectations reflected in its forward-looking
statements are reasonable, it can give no
assurance that such expectations or any of its
forward-looking statements will prove to be
correct. Factors that could cause results to
differ include, but are not limited to, the loss
of primary customers, successful implementation
of internal plans, product demand, the impact of
competing products, increases in the prices of
raw materials and active ingredients, successful
acquisition and integration of additional product
lines and businesses, environmental liabilities,
the ability to obtain registration and
re-registration of products, increased
environmental compliance costs of products and
general political and economic risks and
uncertainties.
3Company Overview
- Manufacture, formulate and globally distribute
established specialty chemicals - Grow primarily by acquiring, and then optimizing,
stable chemical product lines and businesses - Commenced formal acquisition program in FY02
completed seven acquisitions since that time - Completed 72.9 MM acquisition from Air Products
on December 31, 2007 - High Purity Process Chemicals used in
semiconductor fabrication
4Investment Highlights
- Unique, successful business strategy in niche
markets - Core businesses generate stable cash flow
- Proven acquisition program and active pipeline
- Substantial market shares significant barriers
to entry - Experienced management team infrastructure to
support further growth - Electronic Chemicals business includes very
experienced management, sales and production
teams - Leverage infrastructure upgrades of FY08 for
future acquisition efficiencies - Strong financial track record
- Newest acquisition was accretive to earnings and
cash flow in FY08 and Q109 despite considerable
transition costs - FY09 contribution will be much more significant
with a full year of Electronic Chemicals, and
integration costs behind us
5CORE BUSINESSESStable Profitable Due to
Disciplined Acquisitions
6KMG Operating Companies
7KMG Electronic Chemicals, Inc.
- Closed the acquisition of Air Products HPPC
Electronic Chemicals business on Dec. 31, 2007
75.4 MM total investment with 91 MM of revenue
in 2007 - Doubled the size of KMG
- State-of-the-Art Manufacturing sites in US and
Italy - Key customers are semiconductor manufacturers
- 40 market share in US and 15 in Europe
- FY 08 - Annualized run rate of 105 MM under
KMGs ownership, up more than 15 - Contributed 2.1 MM in operating income
- Strong top bottom line performance anticipated
in FY09 - Strong Q109 net sales of 26.2 MM w/ 1.6
million of operating income - New business from several global customers
phasing-in - Gross profit margins improved from price
increases enacted in late FY08 - Elimination of transitional services and
integration costs
8KMG Electronic Chemicals, Inc.
- Purchase price of 75.4 MM consisted of
- 71.9 MM in cash paid to the seller
- 2.5 MM of transaction related costs
- 1.0 MM of accrued retention bonuses offered to
Air Products US employees joining KMG - Appraisal was significantly greater than the
purchase price resulting in no goodwill - 48.4 MM for plant, property and equipment
- 1.1 MM for intangible assets
- 25.9 MM for AR, inventory and assumed
liabilities - As of October 31, 2008, repaid 13.6 MM of
principal on the 70MM of debt outstanding when
the acquisition closed on December 31, 2007.
9Infrastructure and Manufacturing Continues to Grow
- Electronic Chemicals in Milan and Pueblo
- Our Newest and Largest Additions
Milan New Hydrogen Peroxide Purification
Equipment
10KMG Bernuth, Inc.Wood Treating Chemicals
Creosote
- Industrial wood preservative used to process
railroad crossties - Approx. 20 MM crossties purchased each year in
the U.S. - 90 treated with Creosote
- Acquired original Creosote distribution business
in 1991 two subsequent Creosote acquisitions - U.S. merchant market leader only North American
importer - FY08 Record year in sales and profits
- Sales of 55.2 MM, up more than 26 compared to
FY07 - Strong Q109 sales of 17.5 MM, up 40 compared
to Q108 - FY09 Creosote sales should approximate those of
FY08 - Creosote EPA re-registration awarded
11KMG Bernuth, Inc.Wood Treating Chemicals Penta
- Industrial wood preservative used to treat
utility poles - Sell to wood treaters
- Approximately 45 of the utility poles purchased
in the U.S. are treated with Penta - Started original Penta business in 1984 three
Penta acquisitions since that time - Now KMG is the only North American producer
- U.S. Penta pole treating in FY08 7 under
record high FY07 - Sales of 26.4 MM (FY08) compared with 28.4 MM
(FY07) primarily due to spike in diesel prices
during Q3 of FY08. - FY09 Penta sales are expected to be at FY08
levels - Q109 Sales of 7.1 MM compared with 7.3 MM in
Q108 - Penta EPA re-registration awarded
12KMG Bernuth, Inc.Animal Health Insecticides
- Protect livestock and poultry from parasites and
other pests - Oral larvicide, powders, dusts, liquid
insecticides, and insecticidal ear tags for
cattle - Three acquisitions since 2003
- FY08 results
- Sales of 11.7 MM, down from 14.1 MM in FY07
- Cool weather across US reduced insect
infestations and resulted in lower demand - Increased feed, fuel and fertilizer prices
curtailed discretionary purchases by cattle
farmers - Q109 sales of 1.4 MM compared to 1.5 MM in
Q108 - KMG holds 23 market share
- Introduced three new products in FY08
- Expanding sales to Latin America
- 2009 initial shipments to Puerto Rico, Argentina,
Uruguay and Mexico - Pending registrations in Venezuela, Colombia
Brazil with sales expected in FY10 - Expect this segment to become an increasingly
significant contributor - Goal of 40 MM to 50 MM of revenue in 5 years
- Growth primarily through acquisition and
expansion in Latin America
13Significant Barriers to Entry
- KMG Bernuths products require EPA registration
to sell them in the U.S. - Expensive and time consuming
- Extensive infrastructure required for the
distribution of wood treating chemicals - Exclusive arrangements in place with certain
strategic suppliers - Most products require a formidable capital
investment relative to the market size - Electronic Chemicals require significant cap-ex
to enter market - Electronic Chemicals products are small part of
competitors portfolios, much the same as with
Air Products - Significant investment in plant required for
potential competitors to deliver increasing
stringent purity levels
14PROVEN ACQUISITION INTEGRATION STRATEGY
15Acquisition Model
16Acquisition Model
- Seek product lines and businesses that
- Are mature require little or no on-going RD
- Provide significant market share and clear path
toward market leadership through further
acquisitions and organic growth - Have niche products with established proven
commercial uses - Have significant barriers to entry
- Enable benefit of increased margin created by
pricing policies and operating efficiencies - These product lines are generally too small for
larger industry participants to consider
attractive
17Deal Pipeline Process
Selected Criteria applied
Suspect
- Niche
- Leadership
- Mature/proven
- Simple Chemistry
Prospect
Were interested
- Minimum GM Target
- Accretive to CF and earnings
Target
Theyre interested
In the Works
Key financial criteria
Exclusive negotiations ongoing
In the Bag
Due Diligence
Closed
18KMG Growth Wheel
3 CORE COMPETENCIES
1
3
- Optimize operations
- Maximize free cash flow
- Capture market leader
- position
- Create greater efficiencies
- Harvest synergies
- Absorb into core business
2
- Identify, target and
- close acquisitions
- that meet criteria
19Acquisition Outlook
- Manage an aggressive, disciplined acquisition
program - Primary areas of focus
- Animal health expand segment
- Electronic Chemicals expand segment
- Agricultural chemicals opportunistic basis
- Have 5 production facilities with sufficient
capacity to bring in new products - Size range up to 30 MM investment
- Goal for next acquisition 2010
- Current economic environment favorable for
acquisitions
20FINANCIAL RESULTS OUTLOOK
21History of Success Growth
in Sales and Shareholders Equity
- Compound annual growth rates
- since going public in 1996
- Book value per share 19
- Sales 19
Sales
Shareholders Equity
22Recent Results
- Q1 2009 results
- Net sales of 52.2 MM, an increase of 145 over
Q108 - Net income of 1.6 MM or 0.14 per diluted share
- flat with Q108 - Results included 1 million costs associated with
the transition and integration of the electronic
chemicals acquisition, completed on September
30th. - On-track to meet net sales goal of more than 200
MM in fiscal 2009 with significant year-over
improvement in profitability - Fiscal year 2008 results
- 79 revenue increase to 154.4 MM
- Net income of 5.4 MM compared to 8.8 MM in 2007
- Earnings decline driven by
- Rapidly increasing commodity prices during 2008
pressured margins - Pricing actions have expanded margins in 2009
- High feed, fuel and fertilizer costs hurt cattle
growers, leading to drop in high-margin animal
health sales - Transition and integration costs for the acquired
electronic chemicals business were 1.9 MM in
fiscal 2008. Transition to KMGs system and
processes was completed on Sept 30th.
23Financial Position
- Balance sheet highlights (at 10/31/08)
- Cash of 3.3 MM
- Working capital of 29.3 MM
- Long-term debt including current portion of 56.4
MM - Shareholders equity of 61.0 MM (book value
5.51 per share) - Key bank covenant ratios
- Fixed charge coverage 1.81
- Funded debt to capital 48
- Funded debt to pro-forma EBITDA 2.61
24Aggressive Deleveraging to Position for Future
Growth Opportunities
25Growth Diversification
20
40
79 Inc.
53
80
7
2008 154 Million
2007 90 Million
40
52
122 Inc.
8
2009 200 Million
26Fiscal 2009 Outlook
- FY09 Net Sales of 200 MM along with
significantly improved profitability - 1.2 MM reduction in amortization expense
associated with certain intangible assets - Price increases implemented in Wood Treating and
Electronic Chemicals to offset higher raw
material costs - Growth from having the Electronic Chemicals
business for a full year versus seven months in
FY08. - 1.9 MM was spent on transition and integration
expenses for the Electronic Chemicals acquisition
in FY08. The transition to KMGs systems and
processes was completed on Sept 30th. - Use cash flow from operations to pay down debt
and reload balance sheet for further acquisition
opportunities in FY10.
27Outlook Beyond Fiscal 2009
- Strong long-term prospects based on proven
business model - Continuation of 5 Year Strategy
- Target of average 20 CAGR in EPS
- Targeting next significant acquisition for 2010
- Acquisition candidates sought Wood Treatment,
Animal Health or Electronic Chemicals - Current economy provides acquisition
opportunities at very attractive multiples
28Summary Investment Considerations
- Strong long-term prospects based on unique,
successful business strategy in carefully focused
markets - Proven acquisition program and active pipeline
- Substantial market shares significant barriers
to entry - Experienced management team infrastructure to
support further growth - Paying down debt with cash flow
- Strong financial track record
- Newest acquisition was accretive to earnings and
cash flow in FY08 and Q109 despite considerable
transition costs
29KMG Chemicals, Inc.