ISS from an Economic Perspective - Matthew Brabin
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Transcript of ISS from an Economic Perspective - Matthew Brabin
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from an Economic PerspectiveMatthew Brabin
UK&I CFO
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Intention To Float
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Intention To Float
ISS has announced its intention to launch an Initial Public Offering (IPO) of its shares and to list on NASDAQ OMX Copenhagen
The intended IPO is expected to consist primarily of an issue of new shares to raise proceeds of approximately DKK 8 billion. Proceeds from the IPO are proposed, together with amounts drawn under a new banking facilities agreement subject to the IPO, to repay existing credit facilities during the course of 2014
Drawings can be made under the new facilities agreement, which was put in place on 18 February 2014, subject to satisfaction of certain conditions precedent, including that the offering of shares contemplated by way of the IPO has occurred or will occur concurrently with the first drawing under the new facilities. The new facility, with investment grade like terms, is in place with a smaller number of relationship banks and includes a flexible interest margin depending on our leverage
For further information regarding the proposed IPO, including effects from the proposed refinancing, incentive programmes and corporate governance changes, please refer to the offering circular for ISS A/S if and when such document is published
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Business and Strategy Update
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ISS - a truly global company
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Our Vision:
The World’s Greatest Service Organisation
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Building the company globally …
… alignment of the company behind a core value
proposition
… further increasing scale and global
presence…
112 years of success in global facility servicesG
lob
al E
xpan
sio
nS
har
eho
lder
sS
trat
egy
1965Western Europe
1973Latin America
1995Asia entry
1977Listed on the Copenhagen
Stock Exchange
1997“Aim 2002” strategyfocus on Multi-service
2000“Create 2005” strategy introducesIFS facility services concept
2007North America
2005IntegratedFacility Services
2005Taken private by funds advised by EQT and Goldman Sachs CP1
2008“The ISS Way” strategy focus on alignment
2002Australia
2012OTPP & KIRKBI1
as new investors
2013#1 Global outsourcing company
1) Shareholders' names refer to the following: funds advised by EQT Partners ("EQT"), funds advised by affiliates of Goldman Sachs ("GSCP"), Ontario Teachers' Pension Plan Board ("OTPP") and KIRKBI Invest A/S ("KIRKBI")
1946Nordic(Sweden in 1946 and Norway in 1952)
1901Founded inDenmark
Headquartered in Denmark with more than 530,000 employees globally and operations in 53 countries
Global leader in facility services offering Single, Multi and Integrated Facility Services
Owned by EQT, Goldman Sachs CP, OTPP, KIRKBI1 and management
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Key features driving ISS performance
Global leader with unique service offering
Margin upside through operational efficiencies, business mix and recovery
Positioned to capture high growth opportunities
Resilient business model
Robust cash generation and low capital requirements
Target: Organic revenue growth in the medium term
of at least 6% p.a.
Target: Achieve 6.5% operating margin1 in the
medium term
1. Operating profit before other items divided by revenue
Experienced management team with solid track-record and in-depth sector expertise
Target: Continuously high and best in class cash
conversion
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What we do…
Facility Management
(FM)
Support
Security
Cleaning
Catering
Property
Integrated Facility Services
% of 2013 revenue
49%
8%
20%
11%
8%
4%
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…for whom and how
Business Services & IT
Public Administration
Industry & Manufacturing
Healthcare
Transportation & Infrastructure
Retail and Wholesale
Other
End-market exposure1
Diversified exposure to end-markets
Single services
Multi-services
Integrated Facility Services (IFS)
Delivery model1
IFS26%
ISS provides Single services, Multi-services and IFS to a wide range of customers in various end-markets
1) Breakdown of 2013 revenue2) Includes countries in Asia, Eastern Europe, Latin America as well as Turkey, Israel and South Africa3) Customer size is defined based on the actual and potential revenue generated from the customer. The top 10 customers represent approximately 10% of Group revenue
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Key AccountsLarge & MediumSmallRoute based
Customer size1,3
Focus on larger customers
Global presence1
Developed markets
Emerging markets
Emerging Markets2
23%
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What the customer wants
Quality Reputation Price Range National coverage
International coverage
1
2
3
4
5
Companies with >DKK 2bn in revenue Companies with <DKK 2bn in revenue
Source: Global customer interview programme undertaken by a third party
Large customers care as much about
reputation as they do about price
Reputation is a more important parameter for large customers than it is for small
customers
How important is each of the following criteria when purchasing facility services? (1-5)
1
3
5 4.6 4.4 4.3 4.3 4.2 4.1
IFS buyers rate self-delivery criteria highly
How important are the following criteria in purchasing IFS for Multinational companies? (1-5)
Service range
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Single service
Single service
Single service
Single service
How we differentiate ourselves
Facility Management
Subcontractor
Subcontractor
Subcontractor
SubcontractorFacility
Management Provider
orS
olu
tio
ns
to o
uts
ou
rce
Value added offering
Credible and effective risk management, including HSE and local labour law management
Brand protection
Efficiencies and financial certainty
Sustainability and transparency
Delivery capabilities
Single Service Excellence
Consistent delivery globally
Flexible delivery model
What the customer needs
Integration of services
One point of contact - convenience
Further efficiencies
Self-delivery
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Growth drivers
2006 2007 2008 2009 2010 2011 2012 2013
14% 15% 16%
18% 19% 21%
24% 26%
Positioned for European recovery Strong IFS growth
(IF
S r
even
ue a
s %
of g
roup
rev
enue
)
CAGR: 15%
Strong momentum in Global Corporate Contracts
Glo
bal C
orpo
rate
Con
trac
ts
reve
nue
in D
KK
bn)
(Global C
orporate Contracts,
revenue as % of group revenue)
2006 2007 2008 2009 2010 2011 2012 2013
0.2 0.2 0.5 1.1
1.9
3.4 4.0
6.5
0.3% 0.3% 0.7%1.7% 2.5%
4.4% 5.0%
8.3%
2006 2007 2008 2009 2010 2011 2012 2013
9%11%
14%15%
18% 19%21%
23%
(Em
ergi
ng m
arke
ts %
of
grou
p re
venu
e)
Increased exposure to emerging markets1
CAGR: 19%
1) Emerging markets comprises Asia, Eastern Europe, Latin America, Israel, South Africa and Turkey
2006 2007 2008 2009 2010 2011 2012 2013
(5%)
-
5%
10%
Nordic Western Europe
4.7%
0.5%
Organic grow
th
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Leveraging five strategic areas to enhance profitability
Countries with high employee engagement (eNPS) and customer satisfaction (cNPS) scores have margins ~26% above group average
Over 25% of Group revenue has been mapped allowing an enhanced knowledge of customer segment profitability
This enables a focus on the most profitable customer segments
IFS readiness is a key focus area to further drive IFS growth
On average, we estimate that the IFS operating margin1 on a Group basis is between 6% and 7%
Matching customer segmentation with Group structure allows to reduce above unit costs through increased organisational efficiency
Procurement benefits currently being extracted are estimated at DKK 150-250m
Further benefits to be extracted in coming phases
People leadership
Customer segmentation
Organisational structure
IFS
Excellence
Overview of key characteristicsLever to create value
Focus on most profitable customer
segments
Reducing above unit costs
Driving growth in the margin accretive IFS
business
Extracting procurement benefits
Leadership and performance management
Strategic area
1) Before other items and including corporate costs
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Underlying business above 6%
Efficiency gains
Growing operating margin(1) from 5.6%
Growing emerging markets exposure
IFS
(1) Operating margin before other items
Opportunities to sustain and enhance operating margins
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Our 3 operational objectives
Organic Growth
Operating Margin
Cash Conversion
Value Creation
Customer focusRetain New sales
Cross-selling Up-selling
Delivering on our targets increases shareholder value…
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Our 3 operational objectives
Organic Growth Operating Margin Cash Conversion
… and is being measured
Organic growth by segment
By service, customer type & delivery
Portfolio growth
By service, customer type & delivery
Cross-selling
12 month rolling
CBI%, CBII%, CBIII%
By service, customer type & delivery
Impact of acquisitions as R&D versus CAPEX
Cash Conversion
ROCE
Investment in fixed asset % of Sales
Debt multiple
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Organic Growth
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2011 actual FX Acq. Div. Org. Growth2012 actual 76,000
76,500
77,000
77,500
78,000
78,500
79,000
79,500
80,000
DKK
Mill
.Measuring growth…
Organic growth is measuring a company’s ability to grow by additional net sales to existing and new customers
Opposed to organic growth is acquisitive growth which stems from acquisitions
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ISS A/S 2012DKK Mill.
Revenue - previouse year 77,644 +/- Reclassification - FX-adjustment 1,887 Adjusted Revenue previouse year (A) 79,531
Revenue Actual 79,454 - Revenue from acquisitions not included previouse years -20 + Revenue from divestments included previouse years 1,463 Adjusted revenue Actual (B) 80,897
Organic growth (B-A = C) 1,366 Organic growth % (C/A) 1.72%
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Operating Margin / CB III Margin
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Profit & Loss, example
SalesWages
Add wages & social charges
Wages subventions
Total wagesSubcontractors
Temporary workers
Total wages & Subcont.Transportation
Material
Machinery & Equipment
Provision for bad debt
Contract Contribution ASupervision
Other production cost
Contract Contribution - CCBBranch Management
Contribution I - CBIDistrict & Regional cost
Contribution II - CBIIHead office cost
Contribution III - CBIII
10040.8
17.8
(0.9)
57.7 4.1
1.5
63.3 1.6
6.1
2.8
0.2
26.02.5
1.9
21.64.4
17.15.7
11.43.9
7.5
Striving to reach at least a CB III Margin of 7.00% in business units with critical mass
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Focus on Operational Efficiency
Minimum targets for Contract Contribution
Contract follow up
Each month - 12 times per year (sometimes more frequent)
Action plan for unprofitable contracts (or “focus contracts”)
Even closer follow-up
Be attentive to highly profitable contracts
License to Act
Continuous improvements needed
Competitive landscape
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KA
Large
&
Medium
Small
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Cash & Working Capital
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Cash performance is a top priority
Why? Capital Structure – the ability to service our debt Liquidity Covenants
To Whom? Our Lenders & Bond holders Our investors The Company for cash management purposes – optimise
credit facilities and cash within the Group
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Value Drivers – and Key Priorities
Investments
Cash profits
If growth and (CBIII) margin are not converted to cash in our bank account, they are worthless
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Why is Cash important?
We need cash for paying
Salaries (payrolls / social charges)
Taxes and VAT
Suppliers
Interest
Investments (machinery and equipment)
Where is cash coming from?
Customer payments
Supplier credits
Drawings on our bank accounts
Working Capital
There is a lot of money in optimising the processes
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Why Cash is King: Working Capital
ISS is a high volume/low margin business
Approximately 75% of costs are employees or subcontractors, often paid bi-weekly
Customers typically pay after 50 days
We are basically working as a bank, funding customers incl. public authorities
Revenue Staff Costs Consumables Other operating costs
Depreciation & Amortisation
Other expenses EBIT / CB III -
10,000
20,000
30,000
40,000
50,000
60,000
70,000
80,000
90,000
79454
4103
52,071
7,009
15,110
853 308
ISS Group, mDKK 2012100% 66%
9%
19%
1% <1%5%
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Trade Working Capital
Net Working Capital is DKK 8.1bn → DKK 814.7m annual costs
Receivables Inventory Payables Net Working Capital -
2,000
4,000
6,000
8,000
10,000
12,000
14,000
11504
8147
312
3669
ISS Group, mDKK Dec 2012
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Account Receivables - Break-down (FY2012)
Accounts Receivables
11.5
Unbilled1.1
Work in Progress
(WIP)0.1
Current7.8
Past due2.6
Services partially delivered but not yet invoiced to customer under a project spanning several months
Services delivered but not yet invoiced to customer
Invoiced to customer;Invoice not past due date
Invoiced to customer;Past due date
Broken promise (Why?)
45 days of sales tied up
31 days of sales tied up
10 days of sales tied up
4 days of sales tied up
10% has not yet been invoiced
68%
22% has not paid on time
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Debtor Days - Average time of payment
Debtor days =Value of one days revenue x (1+VAT)
Total accounts receivables
6,801 / 31 x (1+16%)
11,5Debtor days1 =
256
11,5= = 45
A Key Performance Indicator:
If we tie up one day of sales, we need to borrow additional DKK
260m. Interest costs @10% equals 25.6m per annum
1: 2011 FY numbers
ISS must ALWAYS keep Debtor Days under control to meet the cash conversion target
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Costs
Labour: € 6,000
Payable after: 14 days
Supplies: € 2,000
Payable after: 30
days
Example – working capital parameters
Contract
Price: €
10,000
Payment terms: 60
days
Operating margin:
20%
The customer keeps €10,000 in his account for 60 days
Employees and suppliers allow us to delay payments by 14 and
30 days
-€ 10,000
-€ 8,000
-€ 6,000
-€ 4,000
-€ 2,000
€ 0
€ 2,000
€ 4,000
0 5 10 15 20 25 30 35 40 45 50 55 60 65
ISS’s bank account
We need to borrow money (and pay
interest) in 46 days to operate this
account
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Cash flow break-even on contract
1 3 5 7 9 11 13 15 17 19 21 23 25 27 29 31 33 35 37 39 41 43 45 47 49 51 53
-300
-200
-100
0
100
200
300
CBIII @ 30 DSO CBIII @ 60 DSO CBIII @ 90 DSO
Months
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Payment terms and shareholder value
Economic profit on a customer contract?
Positive shareholder
value
Negative shareholder
value
Break even amongst others depend on:
- Contract performance
- WACC rate
- Customer risk profile
Debtor days
Economic profit
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Working Capital is cheap source of funding…
Customers will not need to draw on their bank account until invoice is due
Cheap funding for customers….
… unless we price it into our contracts
Employees, suppliers and other creditors provide ISS with cheap source of funding
We do not need to draw on our bank account until payment is due…
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Cash Conversion
A measure of ISS’s ability to convert profit into cash
Measures how much of our CBIII is available to
Service our debt,
Pay taxes and other obligations,
Fund investment in our business
CBIII + Changes in Working CapitalCBIII
Cash Conversion =
Tying up working capital reduces cash
conversion
Keep ISS in business
4,411 + 1164,411
103%= =
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What if cash conversion was….
Cash Conversion 99%
Operating Profit (CB3) 3,835
Changes in Working Capital (44)
Interest payments (2,373)
Tax payments (434)
Other payments (489)
Free Cash Flow 495
90%
3,835
(384)
(2,373)
(434)
(489)
156
85%
3,835
(575)
(2,373)
(434)
(489)
(36)
50%
3,835
(1,918)
(2,373)
(434)
(489)
(1,379)
0%
3,835
(3,835)
(2,373)
(434)
(489)
(3,296)
We do not have sufficient cash and need to borrow
money
Operating profits should be in our bank account rather than being tied up in working capital, hence cash conversion must be kept at a high level.
Target = 95%
If successful, money will be left to delever or make
investments
ISS needs cash to service our loans, taxes and other
obligations
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Clear credit policy Claims handling Communication between
operation and finance
Working Capital Optimisation “WCO”
Time from job finished to invoice sent
Number of credit notes Daily distribution of sent
invoices
Total average of Days S
ales Outstanding
(Debtor days)
Follow up on major invoices
Payment terms Payment methods Documentation
Agreed days
Days to Invoicing
Contract
Overduedays
Focus on Monitoring Objectives & Organization
Objective is to reduce working capital requirement by:
Analysis of order to cash process Streamlining internal procedures and
policies Enhancing internal communication Strengthening internal training Changing and anchoring the culture
Tailored organisation for roll-out Involvement of management Facilitator team Follow up
Workshop for mixed audience Officers from operation AND finance
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Debtor days, Cash Conversion and Growth – only a Financial Issue?
When negotiating a contract:
Longer payment periods
Higher debtor days
Negative development in working capital
Lower cash conversion
Lower sustainable cash flow
Reduces our ability to grow the business…
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Cash Converstion
Payable Days (DPO)
Debtor Days (DSO)
Contract Payment Terms
Work in Progress
Unbilled
Broken Promise(s)
Inventory (DSI)
It is certainly also a commercial issue!
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Group Financials
FY 2013
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Key Events
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Key events 2013
Sharper focus
Divestment of non-core activities: Continued alignment of business through divestment of non-core activities; Pest control activities in 12 countries in May 2013, the Nordic damage control activities in August 2013. In 2014 further significant divestments have been announced1
Financing
ISS refinanced its Second Lien facility, as well as amended and extended the predominant part of its Senior Secured Credit Facilities and obtained greater flexibility. ISS furthermore partially redeemed DKK 2.4 billion of its 8.875% Senior Subordinated Notes due 2016
Operational performance
Focus continued on generating profitable organic growth, resilient margins, and strong cash flow. Solid results generated through especially Emerging Markets, IFS and Global Corporate Clients. In 2013 ISS launched and now operates some of the largest international IFS contracts in the industry. Furthermore, ISS was ranked the world’s leading outsourcing provider by IAOP
1) The divestments of the commercial security activities in the Pacific region and the landscaping activities in France have been signed, but not yet completed
Strengthened management team: The Executive Group Management Board has been further strengthened allowing ISS to align the organisation and increase focus in the markets where ISS operates
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Preliminary Results
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Summary of key objectives
Organic growth reached 4.3% in 2013 with Q4 2013 finishing particularly strong at 5.0%
Growth was driven by both developed and emerging markets as well as the start-ups of the Barclays and Novartis contracts
Growth was among others affected by challenging macroeconomic conditions in certain European countries, weak demand for non-portfolio services, timing of contract start-ups and exiting customer contracts with unsatisfactory conditions
The margin was 5.5% in 2013 compared with 5.6% in 2012. However, the margin improved 0.2 pp. in Q4 2013 compared with Q4 2012
Adjusted for the impact of the divested pest control activities the operating margin for 2013 was slightly improved compared with 2012
The margin was supported by improved margins in Nordic and Latin America, offset by strategic divestments as well as start-up of multinational IFS contracts and the impact of operational challenges in certain countries in Europe and the Americas
Organic Growth 4.3% Operating Margin1) 5.5% Cash conversion2) 102%
Strong cash conversion was 102% in 2013 compared with 103% in 2012
The result reflects strong cash flow performance across the Group
ISS continued efforts to secure payment for work performed and to exit customer contracts with unsatisfactory payment conditions
These efforts led to a decrease in debtor days of more than one day compared with 2012
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1) The Group uses Operating profit before other items for the calculations instead of Operating profit. Consequently, the Group excludes from the calculations those items recorded under Other income and expenses, net, in which the Group includes income and expenses that it believes do not form part of the Group’s normal ordinary operations, such as gains and losses arising from divestments, remeasurement of disposal groups classified as held for sale, the winding up of operations, acquisition and integration costs, disposals of property and restructurings.
2) Cash conversion is defined as Operating profit before other items plus Changes in working capital as a percentage of Operating profit before other items
2009 2010 2011 2012 2013
50.0
55.0
60.0
65.0
70.0
75.0
80.0
-1.0%
0.0%
1.0%
2.0%
3.0%
4.0%
5.0%
6.0%
7.0%
Revenue Organic growth
DK
K b
illio
n
REVENUE AND ORGANIC GROWTH
2009 2010 2011 2012 2013
3.0
3.2
3.4
3.6
3.8
4.0
4.2
4.4
4.6
4.8
5.0
3.0%
3.5%
4.0%
4.5%
5.0%
5.5%
6.0%
6.5%
7.0%
Operating profit before other items Operating margin
DK
K b
illio
n
OPERATING PROFIT AND OPERATING MARGIN
2009 2010 2011 2012 2013
50
60
70
80
90
100
110
CASH CONVERSION
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Revenue growth by region
5%
1%
15%
-1%
7%
2%
5% 4%
-3%-3%
0%
-4%
0%
-1%
0%
-2%
-1%
-3%
-6%
-10%-10%
-3%
-2%
-3%
1%
-5%
9%
-15%
-3%-2%
3%
-1%
(16)%
(12)%
(8)%
(4)%
0%
4%
8%
12%
16%
Western Europe Nordic Asia Pacific Latin America North America Eastern Europe Group
Organic growth Acquisition & Divestments, net FX Total growth1) Other Countries, which include Bahrain, Cayman Island, Cyprus, Egypt, Morocco, Nigeria, Qatar, Pakistan, Saudi Arabia, South Africa, South Korea, Ukraine and United Arab Emirates, are not shown as a separate region but included in Group figures
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1)
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WesternEurope
Nordic Asia Pacific LatinAmerica
NorthAmerica
EasternEurope
Group
-1.0%
0.0%
1.0%
2.0%
3.0%
4.0%
5.0%
6.0%
7.0%
8.0%
6.1%
6.7%
7.7%
5.2%
2.4%
4.3%
6.4%
5.6%
6.0%
7.4%7.6%
5.0%
3.9%
2.9%
6.6%
5.5%
2012 2013
Operating Margin1)
2)
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1) The Group uses Operating profit before other items for the calculations instead of Operating profit. Consequently, the Group excludes from the calculations those items recorded under Other income and expenses, net, in which the Group includes income and expenses that it believes do not form part of the Group’s normal ordinary operations
2) Other Countries, which include Bahrain, Cayman Island, Cyprus, Egypt, Morocco, Nigeria, Qatar, Pakistan, Saudi Arabia, South Africa, South Korea, Ukraine and United Arab Emirates, are not shown as a separate region but included in Group figures
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WesternEurope
Nordic Asia Pacific LatinAmerica
NorthAmerica
EasternEurope
Group0%
20%
40%
60%
80%
100%
120%
140%
103% 104%
95%
99% 99%94%
107%103%101%
96%
106%
115%
40%
109%
101% 102%
2012 2013
Cash Conversion1)
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1) Cash conversion is defined as Operating profit before other items plus Changes in working capital as a percentage of Operating profit before other items
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Capital Structure
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Continued focus on deleveraging1
47
2009 2010 2011 2012 2013
30.9 30.6 29.9
26.0
22.7
6.5
6.0
5.8
4.9
4.5
Net debt, carrying amount (DKK bn) PF Net leverage (x)¹
2
1) Leverage measured to Pro forma Adjusted EBITDA. Proforma adjusted EBITDA reflects Adjusted EBITDA as if all acquisitions and divestments had occurred on January 1 of the respective year2) Measured at Adjusted EBITDA the leverage was 4.44x
OTPP and KIRKBI investment in August 2012
(DK
K b
n)
Ability to pay significant interests in a challenging macro-economic environment
Accelerated deleveraging supported by proceeds from divestments and new equity raised allowing repayment of the more expensive part of the debt
Repaying expensive debt further supports deleverage by saving significant interest cost in 2013
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2014 2015 2016 2017 20180
2,000
4,000
6,000
8,000
10,000
12,000
14,000
16,000
380 1,304
509
4,933
15,904
824
1,204
4,288
2,421 2,984
1,912
Senior Facilites Medium Term Notes due 2014 Senior Subordinated Notes due 2016 Securitisation
DK
Km
Maturity profile as per 31 December 20131)
1) The maturity profile above is based on the principal commitment values of the debt and does not reflect the actual drawn amount of debt
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UK Operational Management Meeting
January 2014
Financial Presentation
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ISS UK – KPI’s – January 2014
United Kingdom
£'000
Actual Budget Previous Year Var/Budget Actual Budget Previous Year Var/Budget
Total Revenue
Revenue 83,538 83,538 83,583 (1) 83,538 83,538 83,583 (1)
Organic Growth
Organic Growth (0.1) (0.1) 10.3 (0.0) (0.1) (0.1) 10.3 (0.0)
Working Capital
Changes in Working Capital (72,794) (71,299) (67,539) (1,495) (72,794) (71,299) (67,539) (1,495)
CBIII % 6.0 6.0 6.0 0.0 6.0 6.0 6.0 0.0
Cash conversion LTM 103 92 93 11
EMC2 (0.1) (0.1) 64.5 (0.0)
Debtor Days
Calculated Debtor Days 44.2 43.7 40.8 0.5
January 2014
Current Month Year To Date
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Q&A
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