Ingersoll Rand - s23.q4cdn.com

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Ingersoll Rand Capital Allocation Strategy Update September 2, 2021

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Ingersoll RandCapital Allocation Strategy Update

September 2, 2021

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Forward-Looking Statements

This presentation contains “forward-looking statements” as that term is defined in Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as

amended by the Private Securities Litigation Reform Act of 1995, including statements related to Ingersoll Rand Inc.’s (the “Company” or “Ingersoll Rand” and f/k/a Gardner Denver Holdings, Inc. or “Gardner

Denver”) expectations regarding the performance of its business, its financial results, its liquidity and capital resources and other non-historical statements, including statements regarding the Company’s

capital allocation framework, the completed transactions between Ingersoll Rand plc’s Industrial segment (“Ingersoll Rand Industrial”) and the Company and Seepex GmbH and the Company and the

recently-announced proposed transaction between the Company and Maximus Solutions (collectively, the “transactions”). These forward-looking statements generally are identified by the words “believe,”

“project,” “expect,” “anticipate,” “estimate,” “forecast,” “outlook,” “target,” “endeavor,” “seek,” “predict,” “intend,” “strategy,” “plan,” “may,” “could,” “should,” “will,” “would,” “will be,” “on track to” “will continue,”

“will likely result,” or the negative thereof or variations thereon or similar terminology generally intended to identify forward-looking statements. All statements other than historical facts, including, but not

limited to, statements regarding the expected benefits of the Company’s capital allocation framework and the transactions, including future financial and operating results and strategic benefits, the tax

consequences of the transactions, and the combined company’s plans, objectives, expectations and intentions, legal, economic and regulatory conditions, the future impact of the ongoing coronavirus

(COVID-19) pandemic on the Company’s business and any assumptions underlying any of the foregoing, are forward-looking statements.

These forward-looking statements are based on Ingersoll Rand’s current expectations and are subject to risks and uncertainties, which may cause actual results to differ materially from these current

expectations. Should one or more of these risks or uncertainties materialize, or should underlying assumptions prove incorrect, actual results may vary materially from those indicated or anticipated by such

forward-looking statements. The inclusion of such statements should not be regarded as a representation that such plans, estimates or expectations will be achieved. Important factors that could cause

actual results to differ materially from such plans, estimates or expectations include, among others, (1) the impact on the Company’s business, suppliers and customers and global economic conditions of the

COVID-19 pandemic; (2) unexpected costs, charges or expenses resulting from the completed and proposed business combinations; (3) uncertainty of the expected financial performance of the Company;

(4) failure to realize the anticipated benefits of the completed and proposed business combinations, including as a result of delay in integrating the businesses of Gardner Denver and Ingersoll Rand

Industrial; (5) the ability of the Company to implement its business strategy; (6) difficulties and delays in achieving revenue and cost synergies; (7) inability of the Company to retain and hire key personnel;

(8) risks and uncertainties with respect to the Seepex GmbH and Maximus Solutions acquisitions, including, without limitation, that one or more closing conditions to the proposed Maximus Solutions

transaction, including certain regulatory approvals, may not be satisfied or waived, on a timely basis or otherwise, or that the proposed Maximus Solutions transaction may not be completed on the terms or

in the time frame expected by the Company, or at all; (9) evolving legal, regulatory and tax regimes; (10) changes in general economic and/or industry specific conditions; (11) actions by third parties,

including government agencies; (12) adverse impact on our operations and financial performance due to natural disaster, catastrophe, pandemic or other event events outside of our control; and (13) other

risk factors detailed in Ingersoll Rand’s most recent Annual Report on Form 10-K filed with the Securities and Exchange Commission (the “SEC”), as such factors may be updated from time to time in its

periodic filings with the SEC, which are available on the SEC’s website at http://www.sec.gov. The foregoing list of important factors is not exclusive.

Any forward-looking statements speak only as of the date of this presentation. Ingersoll Rand undertakes no obligation to update any forward-looking statements, whether as a result of new information or

developments, future events or otherwise, except as required by law. Readers are cautioned not to place undue reliance on any of these forward-looking statements.

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Well-Positioned to Deliver Outsized Growth and Returns

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Focused on organic growth and market outperformance in high growth, sustainable end markets

M&A remains the principal lever through highly strategic, high return on capital acquisitions

Enhancing capital allocation strategy with initiation of dividend and establishment of share

repurchase program

Prudently maintaining a strong balance sheet in alignment with modest leverage expectations

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Effective Capital Allocation is a Critical Pillar of Our Strategy

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Deploy

Talent

Accelerate

Growth

Expand

Margins

Allocate Capital

Effectively

Operate

Sustainably

Executing Against Our Strategic Vision

Today’s Call

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Significantly Transformed Our Portfolio Since the GDI / IR Merger

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Industrial Technologies

and Services

Precision and Science

Technologies

Specialty Vehicle

Technologies

High Pressure

Solutions

Divested in Q2 2021

Club Car Transaction Overview

On June 1, 2021, completed the sale

of Specialty Vehicle Technologies

(“Club Car”) segment to Platinum

Equity for $1.68 billion

Implied multiple of ~12.1x EV / 2020A

Adjusted EBITDA

HPS Transaction Overview

On April 1, 2021, completed the

majority interest sale of High Pressure

Solutions (“HPS”) business to

American Industrial Partners

Received cash proceeds of

approximately $300 million at closing

for majority interest and retained a

45% common equity interest in the

business

Focuses Ingersoll Rand on providing mission-critical flow creation and

industrial solutions to high growth, sustainability-focused industrial, life

sciences and healthcare markets

Significantly reduces Ingersoll Rand’s net leverage and provides

significant capital flexibility

Reinforced commitment to employee ownership by honoring all-

employee equity grant though continuing vesting and/or replacing with

new equity plan in go-forward companies

Use of IRX accelerated both processes and continues to drive

execution of portfolio optimization

Materially eliminates upstream oil and gas exposure in continued

operations to align with ESG priorities

Transforming Ingersoll Rand into a High Growth, High Margin Company

Segment Structure as of Q1 2020

Portfolio Transformation Highlights

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Organic Reinvestment Leading to Above Market Growth

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Growth Drivers Execution Priorities

Talent / Engagement

$150 million equity grant to all employees in 2020

Implementing IRX through 250+ IDMs (up 233% since Q2 2020) to drive achievement of strategic priorities

Driving progress toward 2030 and 2050 Environmental Goals and 2025 Diversity, Equity and Inclusion Goals using IRX

New Product

Development

Accelerated cadence of new product introductions (e.g., in ITS Americas, cadence increased by 132% compared to 2020)

>20% of the global Oil Free Compressor portfolio revenue derived from new products launched since 2020

Aftermarket / IIoT Established partnership with Google Cloud to enable expansion of IIoT connectivity

IIoT enabled assets are up 67% YTD 2021, and by year end we are targeting to be up 250% compared to 2020

Commercial

Excellence

Expanded Demand Generation, Web and eCommerce teams to ~80 people that are now generating ~200K marketing qualified

leads annually (up ~3x from 2018)

Accelerated revenue generated from eCommerce activities across all businesses by ~70% as compared to 2020

Expanded dedicated team for Strategic Pricing to ~20 people and expecting 2021 price realization up ~2x as compared to 2020

Sustainable

End Markets

Announced $45 million multi-year investment in hydrogen technology development and manufacturing capacity expansion

Expanding addressable market for AgriTech, Animal Health, Water, Environmental and Food & Beverage

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Establishing a Comprehensive Capital Allocation Strategy to Fuel Growth

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Capital Allocation

Framework

M&A

Targeting a net leverage ratio of <2.0x

Prudently managing gross debt levels

Continue progress toward investment grade credit ratings

Principal focal point of capital allocation strategy

Supported by robust pipeline of highly synergistic and growth-oriented targets to drive

outsized market performance

Share Repurchase

Board-authorized $750 million repurchase program

Enables opportunistic and efficient execution

Dividend

Initiate quarterly dividend program, expected to begin in Q4 2021 at $0.02 per share

Expected to drive broader ownership base

M&A

Share Repurchase

DividendLeverage

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M&A Screening Framework Focused on Yielding Strategic, High-Quality Assets

8 ¹ ROIC defined as Net Operating Profit After Taxes divided by purchase price plus transaction expenses.

Significant focus:

Mission-critical flow

creation technologies;

high cost

of failure/low cost relative

to overall system

Data gathering / digital

solutions that enhance

customer experience and

value proposition

Secondary focus:

Highly targeted channel

acquisitions in key

geographies with strong

market share

M&A Focus Strategic Framework

Market Leader

• Market leadership in niche markets, applications or geographies

Strong Organic Growth

• Established history of strong GDP+ or greater organic growth

Sustainable End Markets

• Exposure to high growth, sustainable end markets (e.g. medical, laboratory,

food & beverage, pharmaceutical, water, wastewater, renewable energy)

High Aftermarket / Recurring Revenue Content

• Existing or potential recurring aftermarket opportunities (target 35% or

greater aftermarket content entitlement)

Strong Synergy Potential

• Opportunity to leverage Ingersoll Rand’s existing portfolio, channel,

operational excellence, and footprint to drive value creation

Enhance Digital Capabilities

• Controls, IIoT, SaaS and hardware platforms that can be scaled across IR

Financial Framework

Gross Margins

• Strong gross margins ~40% or better

Net Working Capital

• <20% as a % of Sales

Capital Intensity

• Low capex with <3% as a % of revenue

ROIC¹

• Targeting mid-teens ROIC by Year 3

of ownership

• Minimum of ROIC > WACC by Year 3

of ownership

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M&A Scorecard of Significant Acquisitions Validates Investment Thesis

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2020 / 2021 SegmentMarket

Leader

Strong

Organic

Growth

Sustainable

End

Markets

Aftermarket /

Recurring

Revenue >35%

Strong

Synergy

Potential

Enhance

Digital

Capabilities

~40% Gross

Margins

<20% Net

Working

Capital

<3% Capex

Progressive cavity

pumps and digital IIoTPST

Controls and software

for AgriTech marketPST

Peristaltic and

hose pumpsPST

Vacuum pumps

and blowers ITS

• Since RMT, Ingersoll Rand has deployed >$800M on major acquisitions to support inorganic growth strategy

• With these four transactions, have replaced ~50% of the EBITDA lost from divestitures

• Assets are highly aligned to strategic and financial criteria and are elevating the quality of the portfolio

Strategic Criteria Financial Criteria

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M&A Pipeline Remains Robust After Recent Announcements

We Will Remain Focused on Disciplined Capital Deployment

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As reported Q1 2021 vs. Q2 2020 Q2 2021 vs. Q2 2020

Funnel Size ~5x ~5x

Average Revenue >50% >45%

Velocity through Funnel >50% >60%

• IRX tools driving weekly progress toward

funnel KPIs with high level of engagement

from executive and P&L leadership

• Rigorous evaluation criteria applied to all

targets: 32 targets evaluated and passed

on in Q2 2021

• Funnel is probability-weighted and

comprised of only targets currently being

actioned

• Focused on strategic bolt-on targets with

high-growth, sustainable end markets,

digital capabilities and strong synergy

potential, similar to Seepex and Maximus

Solutions

Active Funnel Development

• 32 Passed Targets

• Closed Deals (e.g. Seepex, Maximus Solutions)

• SPX FLOW

Active Funnel Progression KPIs Since GDI – IR RMT

Excluded

from Q2 2021

Funnel KPIs

above

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Comprehensive Capital Allocation Strategy Detail

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Dividend

• Initiate quarterly dividend program

• Expected to begin in Q4 2021 at $0.02 per share

• Expected to drive broader ownership base

Share Repurchase

• Board-authorized $750 million repurchase program

• Expect to execute over a 3-year period

• Retains flexibility and enables opportunistic and efficient execution

• Targeting a net leverage ratio of <2.0x

• May exceed in extraordinary circumstances to pursue critical

strategic objectives (e.g., highly strategic M&A) given a clear

path to coming back in line with target

• Prudently managing gross debt levels

• Continue progress toward investment grade credit ratings

Leverage

($ in millions) As of 6/30/20211 Coupon

Revolver Capacity (Undrawn) $1,016 (L + 2.00%)

Dollar Term Loan Facility Due 2027 $915 (L + 1.75%)

Euro Term Loan Facility Due 2027 $703 (L + 2.00%)

Dollar Term Loan B Due 2027 $1,874 (L + 1.75%)

Dollar Term Loan Series A Due 2027 $391 (L + 2.75%)

Other Debt $18

Total Debt $3,901

¹ Current capitalization as of Q2 2021 Quarterly Report on Form 10-Q filing.

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Investor Day

Save the Date

Thursday

November 18th

8:00 am – 1:00 pm

The Langham Hotel

Boston, MA

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Key Takeaways – Investing With Ingersoll Rand

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Strong performance in 1H with momentum into Q3; 2021 is poised

to be a strong year

Continuing to differentiate Ingersoll Rand as an investment:

◦ Focusing the portfolio

◦ Investing for growth

◦ Becoming more sustainable

Delivering on our planned transformation and increasing value

for all stakeholders

Utilizing IRX to create unique execution-focused culture to deliver

sustainable value creation

Executing on strategic opportunities supported by comprehensive

capital allocation plan

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