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DISCUSSION MATERIALS
Prepared for Conference Session
Australian Mining Services M & A Trends, & What This Means For The Rest Of Asia
CONFIDENTIAL DOCUMENT
Date Created: 31 March 2017
31 March 2017 Page | 2
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Workbook Contents
31 March 2017 Page | 3
Macro Sector Observations
Observations & Themes
LCC Asia Pacific Overview
Appendix : Additional Industry Data
1
2
3
4
5
Cover Photo : View From LCC Asia Pacific’s Sydney Office
6
“Australia Avoids Recession
as Household Spending,
Mining Boost Economy”
Bloomberg, 1 March 2017
https://www.bloomberg.com/news/articles/2017-03-01/aussie-economy-grows-faster-than-forecast-on-household-spending
Australian & Asian Deal Activity
Example High Level Deal Analysis
Macro Sector Observations
01
“As confidence grows and customers are
prepared to commence or expand
projects, mining service companies are
reporting acceleration in the rate
contracts are being awarded”
Mining Sector Returns To Growth. AFR. 27 Feb 2017
Sector Players “Rally” Since February 2016
Sentiment change across equity capital markets evident
Page | 531 March 2017 Source: Thomson Reuters Datastream
Southern Cross Electrical BSA Limited
NRW Holdings RCR Tomlinson
0.10
0.30
0.50
0.70
0.90
1.10
Jan-14 Jul-14 Jan-15 Jul-15 Jan-16 Jul-16 Jan-17
0.00
0.10
0.20
0.30
0.40
0.50
Jan-14 Jul-14 Jan-15 Jul-15 Jan-16 Jul-16 Jan-17
0.00
0.20
0.40
0.60
0.80
1.00
1.20
1.40
1.60
Jan-14 Jul-14 Jan-15 Jul-15 Jan-16 Jul-16 Jan-17
0.00
1.00
2.00
3.00
4.00
Jan-14 Jul-14 Jan-15 Jul-15 Jan-16 Jul-16 Jan-17
MACRO SECTOR OBSERVATIONS
0.00
1.00
2.00
3.00
4.00
5.00
6.00
Jan-14 Jul-14 Jan-15 Jul-15 Jan-16 Jul-16 Jan-17
Sector Players “Rally” Since February 2016
31 March 2017 Page | 6
Sentiment change across equity capital markets evident
Source: Thomson Reuters Datastream
Ausdrill Bradken
UGL Limited
Takeover by Hitachi
Takeover by CIMIC
0.00
0.50
1.00
1.50
2.00
Jan-14 Jul-14 Jan-15 Jul-15 Jan-16 Jul-16 Jan-17
0.00
1.00
2.00
3.00
4.00
Jan-14 Jul-14 Jan-15 Jul-15 Jan-16 Jul-16 Jan-17
What Drove the Sentiment “Pivot” Change ?
De-levering Balance Sheets From High Debt
Incredibly low valuations – many below 3x ACTUAL TEV/EBITDA
Sponsors signaling loosening CAPEX / OPEX Spend
Commodity price recovery
Optimised operational structures – all fat cut out
Change in contract risk profile – moves to open book / cost +
contracting as opposed to fixed price / lump sum
M & A activity cycle commenced
BothDealsSuccessful
MACRO SECTOR OBSERVATIONS
The IMF forecasts robust global growth of 3.1%, 3.4%, 3.6% for FY16-FY18
Monetary conditions in the major world economies remain loose in historical terms.
China and India are forecast to continue to grow at above 6% and 7% per annum respectively, and this
is off a sizeable base
The new US administration has committed to a material increase in infrastructure spending and
sizeable increase in military hardware (but can Trump deliver ?)
The Australian economy continues to grow at trend, with some slack in the labour market allowing
companies to expand selectively
Commodity prices have rebounded over the past six months – but what sustainable levels ?
Material increases in infrastructure spending globally will underpin further commodity price gains
The value of Australia’s resources and energy exports is forecast to increase by 30% in 2016–17, to a
record $204 billion. This forecast represents a 16% upward revision from the previous estimate made
in September. (Department of Industry 2016)
Prolonged supply disruptions at large mines overseas will reinforce Australia’s reputation as a safe
jurisdiction for commodity producers and investors
MACRO SECTOR OBSERVATIONS
Capitalising On Positive Market Sentiment
31 March 2017 Page | 7
The “Trump Presidency” hoped to be high spending and expansionary, but………
S&P ASX300 Metals & Mining Index
“DOW pierces 21,000
after Trump speech…….”
Reuters, 1 March 2017
http://www.reuters.com/article/us-usa-stocks-idUSKBN1684CM
World Economic Growth
Gradually Improving
1
Commodity Prices
Continue to Remain
Positive
2
A number of Australian-based miners have announced expansions in recent months. This is positive
for Service Providers potential project pipeline
BHP Billiton is investigating significant expansion opportunities at its massive Olympic Dam complex
Newcrest is seeking to ramp up and expand output from its Cadia mine over the next few years. This
expansion in capacity is largely to offset a decline in grade. This is certainly a theme with copper and
gold mines globally. Lower grade ores means more material has to be crushed and processed just to
maintain steady state production
Australian gold production has reached a 17 year high as miners seek to capitalise on strong
Australian dollar gold prices. New mines are opening, even as average ore grades are declining
Australian coal mines are also looking to expand as coal prices recover. This is on the back of large
mining curtailments in China due to uneconomic reserves and poor coal quality
Inbound queries from overseas investors looking to acquire and expand mining assets in Australia
have surged in the past six months
Australia is seen as a low-risk, politically-stable destination for foreign mining capital
Australia often seen as a platform jurisdiction for moving into Asian markets
Foreign acquirers tend to take a longer term view of commodity cycles than Australian-based
investors. They are seeking assets that they can grow over the medium-long term
Increasing inquiry of Western companies looking into emerging Asian regions – driven by anticipation
of ongoing increased growth of sector importance and the chase for Margin
Scale of in country operations often seen as a challenge – too small to be able to function as a local
platform to build other assets / operations around
Specialisation a much easier decision for a Board to sign of on to enter a market: “Sleep at night test”
Capitalising On Positive Market Sentiment
31 March 2017 Page | 8
‘Over the past year, Australia has generally gained market share of global resource commodities supply. The gains have come as a result of a large investment
in new capacity over the past decade, low production costs and the relatively high quality of Australia’s resources. Global consumption grew in 2016 for most
of the resource and energy commodities that Australia produces’. (Depart of Industry 2016)
Asia Seen As A Frontier
For Growth
Announced Mine
Expansions and Record
Ore Production
3
Inbound Investment &
Deal Inquiry Both On The
Rise
4
5
MACRO SECTOR OBSERVATIONS
Positive Fundamentals
1
Capitalising On
Positive Sentiment
2
Strategic Rationales
3
Capital Availability &
Deal Structures
4
Balance Sheets in good shape (Bidder & Target)
Cost cutting arguably delivered more effective, streamlined operations
Macro Factors “feeling” positive – although still fragile on US Policy
Bidders looking to diversify footprint / strategy quickly – ahead of perceived spend
Australian Mining Services & Engineering Companies have enjoyed aggressive valuation recovery
over the past 12 months, driven by commodity price recovery and Sponsor activity
Level of inquiry for Australia and South East Asia risen dramatically
Corporates & Financial Sponsors (selected) in deal making mode – although many PE now trying Exit
Multiple Cross Border and In Market plays unfolding – last quarter really accelerating
Rationales include acquiring :
1. like operations for geographic / client penetration
2. hetrogeneous business modelling – avoiding risk concentration
3. Market entry at the perceived lower risk part of the cycle curve
4. Specialisation
Capital for M & A is becoming increasingly available, although often from alternate sources to
traditional commercial trading banks – Mezz & Special Sits Funds
There is a reluctance for Boards / Management to return business models to gearing levels of pre
GFC and the “Resources Great Depression”
Stock being increasingly used as a currency again with the recovery in valuations
Deals structured in smaller transactions to ensure alignment moving forward
What is Driving Valuations & Deal Activity
31 March 2017 Page | 9
High level of deal activity in last 6 months driven by fundamentals and opportunism
“Mining sector
returns to growth”
http://www.afr.com/personal-finance/shares/mining-sector-returns-to-growth-20170227-gum0h9
MACRO SECTOR OBSERVATIONS
Australian & Asian Deal Activity
02
“In …. West Virginia, people are holding
on to President Donald Trump’s promise
to bring back coal mining jobs.
Coal miners from 2 generations betting on Trump,
Marketplace, 21 February 2017
0
5
10
15
20
25
30
1990 1993 1996 1999 2002 2005 2008 2011 2014 2017
PricetoEarningsRatio
AUSTRALIAN & ASIAN DEAL ACTIVITY
Valuations across the Australian Stock Market “Healthy”
31 March 2017 Page | 11
With smaller PublicCo’s, however, multiples (driven by illiquidity) remain lower
Tops out at about 24x
Source: Thomson Reuters Datastream
Depths of GCF
Market fully
valued? –
explains
increasing use of
Shares as deal
currency
Increasing Deal Activity Seen in Australia
31 March 2017
Opportunistic transactions to capitalise on low valuation and sector recovery evident. Sector themes include
synergy & consolidation, expanding skillsets, and foreign acquirer obtaining geographical foothold in Australia
“Mining services M&A expected to pick up pace”
– The Australian Financial Review (26 March 2017)
1QCY16 2QCY16 3QCY16 4QCY16 1QCY17
Recent Private Equity rumours
(trade sale, IPO etc)
Big backlog which may “rush” to
market
Engineering and Mining Services Deal Activity in Australia (1)
Source: LCC analysis (non-exhaustive) Page | 12
AUSTRALIAN & ASIAN DEAL ACTIVITY
Deal Activity in Asia
31 March 2017
M&A in the engineering & contracting space in Asia is dominated by multinationals seeking to expand
(products/services & geography) as well as by Private Equity Players seeking value
Source: LCC analysis (non-exhaustive); Merger Markets
Year Target Acquirer Target Nation EV/EBITDA (LTM)
Deal Value
(US$ m)
Notes on Target
2016 Reverse takeover Singapore N/A 65 Environmental engineering services
2016
Asia Integrated Facility Solutions
Pte Ltd
Singapore N/A 137 Facilities management
2016 India 34.0x 313 Engineering services
2016 Singapore
4.1x
(PER)
17 Marine Services
2016 India N/A 62 Process & flow control
2015 Singapore 3.0x 181
Contracting & electrical engineering
services
2015 Singapore N/A 325
Civil engineering, design automation
and 3D modelling
2010 Investor Group Indonesia N/A 335 Mining contractor
2009 Indonesia 13.4x 84 Mining contractor
Page | 13
AUSTRALIAN & ASIAN DEAL ACTIVITY
Transaction Examples (Mining Products)
31 March 2017 Page | 14
A sample list of Precedent Transactions were concluded at an average EV/EBITDA of 9.0x.
Source: Thomson Reuters Eikon , Mergermarket, LCC research
Precedent Transactions
Date Acquirer Target Target Description Enterprise Value EV/EBITDA
Oct-16 Mining equipment components supplier and servicer $857 mil 9.0x (H)
Jul-16 Manufacturer of underground mining equipment US$3.7 bil 16.4x (F)
Feb-14
Multi-national manufacturer of cutting and welding equipment for
welders
$1,050 mil 10.3x
Jan-14 COALTRAM
Provides services and equipment for the operation, maintenance and
support of open cut and underground mining in Australia
$13 mil 5.7x
Oct-12
Engaged in heavy machinery parts distribution for the mining and
forestry industries
$183 mil 8.1x
Average 9.0x
Komatsu’s acquisition of Joy Global (at 16.4x EBITDA (F)) and Hitachi’s acquisition of Bradken (at 9.0x EBITDA)
highlight the foreign acquirers’ drive to acquire leading sector manufacturing styled companies
Hitachi has this week reached “Compulsory Acquisition” threshold in the Bradken takeover
Timing of the acquisitions (mid-2016) also represents the acquirers’ view that the industry is recovering, whilst trying
to capitalize in an opportunistic fashion on “lagging” valuations with good companies
AUSTRALIAN & ASIAN DEAL ACTIVITY
Transactions Examples (Mining Services)
31 March 2017 Page | 15
Transactions in the Mining Services space saw a lower average EV/EBITDA transaction multiple of 5.0x
Precedent Transactions
Date Acquirer Target Target Description Enterprise Value EV/EBITDA
Jan-17
Engaged in contracting and related services to groups operating in the
civil construction and mining sectors
$82mil 3.2x
May-16
Engaged in the providing engineering and project management
company that provides services to the mining industry
$154 mil 5.9x
Feb-16
Engaged in providing mineral processing and associated
infrastructure solutions to the global resources industry
$182 mil 5.2x
Dec-14 Provides hire of pump, power and compressed air equipment $93 mil 8.8x
Sep-14
Diversified Mining
Services
Specialises in vertical and lateral mine construction and leader in the
provision of raise boring services in Australasia.
$20 mil 3.0x
Oct-13
Specialises in vertical and lateral mine construction and leader in the
provision of raise boring services in Australasia.
$15 mil 5.4x
Aug-13
Provides rental of earthmoving equipment and maintenance services
to mine operators
$346 mil 3.3x
Average 5.0x
Highly opportunistic bid for MAH which still
carries considerable debt. Vigorous &
creative Response Strategy being executed
by the Target which may defeat this
valuation proposal
AUSTRALIAN & ASIAN DEAL ACTIVITY
Example High Level Deal Analysis
03
“In more good news for the Goldfields
region, gold exploration drove the biggest
portion of that increase….. Up 14.6%.....”
Exploration spending shows signs of mining recovery,
The Western Australian, 3 March 2017
0.0x 5.0x 10.0x 15.0x 20.0x
Comparable Analysis (Australia Mining Product)
Comparable Analysis (Australia Mining Services)
Comparable Analysis (International Comparables)
Precedent Transaction (Mining Product)
Precedent Transaction (Mining Services)
WearX
Achieving Outstanding Valuation For Shareholders
31 March 2017 Page | 17
CLIENTCO ultimate valuation will be a result of expertise in negotiation “defending” key value drivers
Local Comparable Analysis
(Mining Product)
Local Comparable Analysis
(Mining Services)
Precedent Deal Analysis
(Mining Services)
CLIENTCO Value Range
TEV/EBITDA(F)
7.0x 9.0x
Precedent Deal Analysis
(Mining Products)
Comparable Analysis
(International)
EV/EBITDADenotes mean
10.0x as a “stretch goal”
3.0x 8.8x
5.0x
5.7x 11.7x
9.0x
7.0x 17.3x
11.6x
3.9x 11.3x
6.8x
8.7x
8.4x 8.9x
Factors That Will Drive Value
External Factors
Market sentiment, capital availability for transactions &
Bidder trading valuation
Cost Saving & Synergy Analysis from any deal
Macro market trends, including Capital Investment in
Mining, Engineering Services, etc.
Internal Factors
High level of recurring revenue from stable client base
IP rich company, which continues to develop
evolutionary R & D solutions
Predictable CAPEX profile – not CAPEX starved in any
way
EBITDA Margin & sustainability of that margin
Current Order Book vs historic performance combined
with understanding of CAPEX requirement for Order
Book growth
Likely Deal Killers
¤ 1. CAPEX profile uncertain going forward
¤ 2. Margin analysis unable to be verified
¤ 3. Client relationships biased to Founder(s)
¤ 4. Risk profile of Contracts unacceptably high
EXAMPLE HIGH LEVEL DEAL ANALYSIS
Decomposing Value Drivers For Sub Sectors
31 March 2017 Page | 18
Each sub sector displays its own risk characteristics
Internal
External
Risks
Mining Services Engineering
I.P.
IP Rich No IP Low IP
Repeat Custom High Moderate Low
Margin Negotiation Some Power No Power Low Power
How Win Business ? Product Relationship Tender
Local Dependent ? Low V. High High
“On Time, On Budget” Low Moderate Extreme
Lumpy Cashflow ? Low High Extreme
Environmental Low ^ HighV. High
^ Need to understand facilities / foundry
Disputes, Warranties,
Claims
Low ^ High V. High
I.P. Merger Benefits ? High Low Moderate
Mining Products SEA Overlay
Can I protect ?
Relationship ?
Transparent ?
Local Partner ?
Extreme
High
Hold Backs ?
Very High
High
Low
EXAMPLE HIGH LEVEL DEAL ANALYSIS
Observations & Themes
04“Trump signs executive order to undo
Obama Climate Platform, flanked
by coal miners”
29 March 2017
Mining Services Technology sought after– particularly where productivity improvement
Products and companies with high IP will also be attractive, as international players will
be able to leverage their products through cross border sales channels
Acquisitions in Asia will likely increase – but in particular as bolt ons for existing
operations or Private Equity portfolios
A key issue in Diligence is potential of any Target being CAPEX starved during down times
Valuation separation of those with IP in their operations and those that commoditised
Deal quality, in particular assets that have seen the market a number of times before
Aggressive assumptions on future performance being used as the basis of valuation in
a still fragile global economy and US Presidency that needs to get agenda delivered
Increasing commercial competition as new entrants acquire cheap equipment in what
is still a flooded market and attempt to carve out a market segment for themselves
Retention of deal teams post any transaction should lead to ongoing preference for
structured transactions. Legal relief in any emerging economy non existent – so
protection needs to be built into the contract (in particular dealing with flight risk)
Specialist Services players including marine services, oilfield services, pipeline services
and electrical engineering will be attractive as boutique offerings into emerging Asian
markets. Established PE players already have significant portfolios in such sub sectors
and are anticipated to be active
Diligence challenges should not be underestimated, and thorough preparation to
engage in the commercial negotiation is critically important.
M & A will increase across 2017, but keep eye on Macro
31 March 2017 Page | 20
Well developed & disciplined M & A growth strategy required as deal environment heats up
LCC anticipates a number
of key deal themes Across
Asia & Australia
Challenges in Australian /
Developed Economies
2
Challenges in SEA / Asian
Growth Economies
3
1
OBSERVATIONS & THEMES
Appendix : Additional Industry Data
05“Shares in iron ore miners
continued to run today……
Miners run as iron ore tops US$90 a tonne,
AAP, 14 February 2017
APPENDIX : ADDITIONAL INDUSTRY DATA
Mining Equipment
31 March 2017 Page | 22
Based on the analysis of major mining equipment players, it appears that mining equipment sales have
increased towards the end of CY2016
Komatsu
(year-on-year growth of construction and mining equipment sales in Oceania)
Source: Komatsu
-30%
-20%
-10%
0%
10%
20%
30%
Apr-15 Jul-15 Oct-15 Jan-16 Apr-16 Jul-16 Oct-16
Caterpillar
(year-on-year growth of machines sale for resources industries in Asia Pacific)
Source: Caterpillar Inc
-90%
-60%
-30%
0%
30%
60%
90%
Jan-15 Apr-15 Jul-15 Oct-15 Jan-16 Apr-16 Jul-16 Oct-16 Jan-17
Atlas Copco
(orders received in Oceania – last 3 months vs previous year, %)
Source: Atlas Copco
-60%
-40%
-20%
0%
20%
40%
60%
-50%
-40%
-30%
-20%
-10%
0%
10%
20%
30%
Sandvik
(Quarterly Revenue, change compared to year earlier)
Source: Sandvik
Mining Consumables
31 March 2017 Page | 23
Fundamentals are stable, with mining consumables sector led by strong run-of-mine output growth
of 3% to 5% p.a. “Outlook” in mining sector has turned positive
Source: (1) Bradken Limited , (2) Hitachi (3) Office of the Chief Economist Resources and Energy Quarterly December 2016, (4) news reports
0
500
1,000
2007-08 2012-13 2017-18
Milliontonnes
Australia’s iron ore export volumes (3)
Export volumes are forecast to increase
5.9% in 2017 to 832mt, and 5.6% in
2018 to 879mt
0
100
200
300
2007-08 2012-13 2017-18
Milliontonnes
Australia’s thermal coal export volumes (3)
Export volumes are forecast to increase
3.7% in 2017 to 203mt (stable in FY18)
What are the industry players saying?
Fundamentals stable; while capital growth not expected until FY18, underlying run-of-
mine output expected to grow: (1)
Mining output at historic highs
Output growing steadily at 3-5% p.a.
Low cyclicality
Seeing recovery in demand for mining equipment (2)
Increase in customer’s need for improvement in productivity and decrease in life-cycle
costs (2)
Recent Positive Developments (4)
Anglo American (Feb-17): Ends forced asset sales
after the company swung back to profit. This is a
positive development for the sector, as holding the
assets means:
Confidence is returning to the sector
Anglo will likely recommit to reinvestments
into its mines (following a period where CAPEX
is likely held back as assets are put on sale)
Profitability will lead to emphasis on
increasing productivity, and hence, increasing
spend on minimising downtime
BHP Billiton (Feb-17)
Said that it can develop more QLD coking coal
mines after 3 years of squeezing the most
cash it could and not promoting their growth
Emphasised that coal remained an attractive
business
Is focused on making its coking coal mines as
efficient as possible
Flagged plant expansions, in the first sign of
more production, and prospects of new mines
APPENDIX : ADDITIONAL INDUSTRY DATA
Mining Industry in Australia
31 March 2017 Page | 24
The mining industry in Australia and is expected to grow at an annualised 2.3% through to 2021/2022,
supported by increase in commodity prices and strengthening global market conditions
240
226 230
198
179
197 206 210 215 217 221
0
50
100
150
200
250
300
2012 2013 2014 2015 2016 2017 2018 2019 2020 2021 2022
Revenue ($ billion)
(Exploration, development and extraction of minerals and/or
hydrocarbons)
Industry Overview
Industry revenue has declined c.25% over the past 5 years
due to decreasing commodity prices, and growing supply
gluts due to weak market conditions
However, industry revenue is expected to increase at an
annualised rate of 2.3% through to 2021/2022 as
commodity prices recover, on the back of demand from
emerging & developing markets, and strengthening global
market conditions
Source: IBIS World
Product Segmentation (2016/17)
Iron Ore
Mining, 31%
Coal
Mining,
24%
Other Metal
Ore Mining,
18%
Oil & Gas
extraction ,
18%
Exploration &
other mining
services , 6%
Non-
metallic
mineral
mining ,
4%
Over c.55% of the industry
comprises of iron ore and
coal mining
The price of both iron ore
and coal has increased
significantly over the past 6
months as a result of
increasing global demand
and current shortage of
supply in the markets
(particularly in China)
China, 43%
Japan, 35%
Other, 10%
South Korea,
8%
India, 5%
Export Market (2016/17)
The industry is export-oriented with
exports accounting for c.70% of revenue
in 2016/17
China & Japan account for c.78% of
Australian mining exports
Export volumes are expected to increase
due to strong domestic and global
demand
APPENDIX : ADDITIONAL INDUSTRY DATA
LCC Asia Pacific Overview
06“…..prices (sic) are now soaring ….. Thanks
to Chinese demand for higher grade ore”
Demand for higher grade iron ore in China is driving price spike,
AFR, 14 February 2017
A Boutique Firm, Calibrated To Performance
31 March 2017 Page | 26
An independent investment banking Firm, with over a decade of experience delivering “Excellence”
LCC Asia Pacific is a boutique investment banking practice, providing independent corporate finance & strategy advice
to clients in Australia and across Asia Pacific markets. We have acted for ambitious clients from “emerging” companies
to Fortune 100 & “Mega” Asian listed entities
LCC Asia Pacific provides clear, unbiased counsel to CEOs and Boards of Directors considering growth strategies,
business transformation and challenging corporate decisions. We understand that to service such clients requires a
high performance approach
The common thread for all clients is our ability to apply our expertise & skills in such a way that the client can enjoy
material benefit. We are often called into “urgent”, contentious & complex situations
We are distinguished from our competition by our bespoke solutions driven by lateral & analytical problem solving
capabilities, ongoing investment in best in class research & technology resources, first-class execution of client
engagements, and a fundamental commitment to a “client-first approach”. At the core of our work is always analysis
of impact on “shareholder value” of any proposed initiative
We believe that all service providers should be driven by “Excellence”, and we strive to
achieve this standard in all things we do. “Excellence” defines the DNA of our Firm
LCC ASIA PACIFIC OVERVIEW
Asia Pacific Experience Across Multiple Sectors
31 March 2017 Page | 27
We are ambitious to work cross border, advancing strategic initiatives for Clients in many cultures
CHINA
Outbound: Gold. Industrial. Agri.
Services. E & C. Energy Services.
Energy
VIETNAM
Inbound: TMT. Energy. Food,
Water
MALAYSIA
Inbound: Energy. TMT. Energy Services.
Industrial
THAILAND
Inbound: Gold
Outbound: Renewables
MONGOLIA
Inbound: Energy
INDIA
Outbound: TMT. Energy
SINGAPORE
Multiple
INDONESIA
Inbound: Mining Services.
Energy, Water
PAPUA NEW GUINEA
Inbound: Energy. Gold. Mining Services
Outbound: Energy
PHILLIPINES
Inbound: Tech Infrastructure.
Services, Water & Waste
Outbound : TMT. Services
AUSTRALIA
Multiple
NEW ZEALAND
Inbound: Services. Resources.
Energy. TMT
HONG KONG
Outbound: Gold. Mining Services.
Technology. Energy Services.
Energy
LCC ASIA PACIFIC OVERVIEW
LCC Asia Pacific Research & Distribution
31 March 2017 Page | 28
Our publications take a 360-degree view of the information our clients want – this means information
meaningfully distilled in order to present a commercially driven insight
LCC’s research capability produces highly regarded publications aimed at giving clients
and industry associates an edge by providing in simple form key data and analysis
We recognise that businesses have become global, digitised, data-driven & personalized.
Our publications take a 360-degree view of the information our clients want
Stay in the know, in real-time
LCC operates a number of leading business
twitter feeds that aggregate M&A news
primarily with an eye on Australasian
developments.
Our @MergerNews / @NicholasAssef feed has
been recognised by UK’s RealBusiness as one
of the Top 10 financial feeds in the world to
follow.
@LCCAsiaPacific Covering macro economic,
regulatory and business issues, including
developing business news
@MergerNews A pure Merger & Acquisition activity
feed that provides a combination of Stock
Exchange announcements and news articles
@WindSolarMerger A combined feed on corporate
and M&A developments for both Wind and Solar
across the Australasian / Pacific Rim geographies
Publication series Frequency Distribution
Sectorbased
Mining Report Weekly, since
2011
Australian Engineering, Contractors and Service
Providers Report
Semi-annually
Wind & Solar Report Monthly, since
2015
Articles
LCC’s latest thinking on trends in M&A, risk and
analytics to provide critical insight for top management.
In the format of a commentary, interview or slide deck
Quarterly
White
papers
LCC’s latest research on general business and
leadership issues through a corporate finance lens
Semi-annually
LCC ASIA PACIFIC OVERVIEW
IMPORTANT INFORMATION: This presentation (‘Presentation’) has been drafted by LCC Asia Pacific Pty Limited and/or its affiliates (together, “LCC”) for the exclusive use of the party to whom LCC delivers this presentation (the “Recipient”) using
information provided from a variety of sources, including publicly available information and potentially information from the Recipient. You acknowledge and agree LCC has not independently verified the information contained in this Presentation, nor
does LCC make any representation or warranty, either express or implied, as to the accuracy, completeness or reliability of the information contained in this Presentation. This Presentation should not be regarded by the Recipient as a substitute for
the exercise of its own judgment, and the Recipient is expected to rely on its own due diligence, including separate legal, tax and accounting, if it wishes to proceed further in relation to any transaction concept outlined in this Presentation.
The indicative valuations, forecasts, estimates, opinions and projections contained in this Presentation involve elements of subjective judgment and analysis. They are based on facts and data that are often subject to rapid change. Any opinions
expressed in this material are subject to change without notice. This Presentation may contain forward-looking statements, included those reported by various Companies. LCC undertakes no obligation to update these forward-looking statements for
events or circumstances that occur subsequent to such dates or to update or keep current any of the information contained in this Presentation. Any estimates or projections as to events that occur in the future (including projections of revenue,
expense, net income and stock performance) are based upon the best judgment of LCC from the information provided by the Recipient and other publicly available as of the date of this presentation. Any statements, estimates or projections as to
LCC’s fees or other pricing are accurate only as at the date of this presentation. There is no guarantee that any of these estimates or projections will be achieved. Actual results will vary from the projections and such variations may be material.
Nothing contained in this Presentation is, or shall be relied upon as, a promise or presentation as to the past or the future. LCC, its affiliates, directors, employees and/or agents expressly disclaim any and all liability relating or resulting from
inaccurate or incomplete information and the use or reliance of all or any part of this Presentation or any of the information contained within this Presentation.
By accepting this Presentation, the Recipient acknowledges and agrees that LCC will at all times act as an independent contractor on an arm’s-length basis and will not act in any other capacity, including in a fiduciary capacity, with respect to the
Recipient. LCC may provide services to any member of the same group as the Recipient or any other entity or person (a “Third Party”), engage in any transaction (on its own account or otherwise) with respect to the Recipient or a Third Party, or act in
relation to any matter for itself or any Third Party, notwithstanding that such services, transactions or actions may be adverse to the Recipient or any member of its group, and LCC may retain for its own benefit any related remuneration or profit.
This Presentation has been prepared solely for informational purposes and is not to be constructed as a solicitation or an offer to buy or sell any securities or related financial instruments. The Recipient should not construe the contents of this
presentation as legal, tax, accounting or investment advice or a recommendation. The Recipient should consult its own counsel, tax and financial advisors as to legal and related matters concerning any transaction described in this Presentation. This
Presentation does not purport to be all-inclusive or to contain all of the information that the Recipient may require. No investment, divestment or other financial decisions or actions should be based solely on the information in this Presentation.
This presentation has been prepared on a confidential basis solely for the use and benefit of the Recipient. Distribution of this presentation to any person other than the Recipient and those persons retained to advice the Recipient, who agree to
maintain the confidentiality of this material and be bound by the limitations outlined herein, is not authorized by LCC. LCC specifically prohibits the redistribution or reproduction of this material in whole or in part without the written permission of LCC
and LCC accepts no liability whatsoever for the actions of third parties in this respect.
LCC holds a series of registered trademarks in the United States of America and Australia to protect its intellectual property. Examples of regional engagements detailed in this Work Book are typically advisory or consulting in style, or involve an
Australian company that is either seeking to expand into a market or has assets within that market. Today LCC is a licensed wholesale securities dealer in Australia only
Office Contact Details
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Initial contacts to:
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Page | 2931 March 2017

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Australian Mining Services M&A Trends

  • 1. DISCUSSION MATERIALS Prepared for Conference Session Australian Mining Services M & A Trends, & What This Means For The Rest Of Asia CONFIDENTIAL DOCUMENT Date Created: 31 March 2017
  • 2. 31 March 2017 Page | 2 Our Client Service Principles Deliver excellence in all aspects of client engagements Immerse ourselves in the client business model Be innovative & flexible in approach to each engagement. Listen attentively Understand clients are engaging us for an outcome, not a process Reduce complex issues to simple – like any great athlete, make it look easy Act local & think global Be a strategic advisor, not a reporter Evolve relationships into friendships
  • 3. Workbook Contents 31 March 2017 Page | 3 Macro Sector Observations Observations & Themes LCC Asia Pacific Overview Appendix : Additional Industry Data 1 2 3 4 5 Cover Photo : View From LCC Asia Pacific’s Sydney Office 6 “Australia Avoids Recession as Household Spending, Mining Boost Economy” Bloomberg, 1 March 2017 https://www.bloomberg.com/news/articles/2017-03-01/aussie-economy-grows-faster-than-forecast-on-household-spending Australian & Asian Deal Activity Example High Level Deal Analysis
  • 4. Macro Sector Observations 01 “As confidence grows and customers are prepared to commence or expand projects, mining service companies are reporting acceleration in the rate contracts are being awarded” Mining Sector Returns To Growth. AFR. 27 Feb 2017
  • 5. Sector Players “Rally” Since February 2016 Sentiment change across equity capital markets evident Page | 531 March 2017 Source: Thomson Reuters Datastream Southern Cross Electrical BSA Limited NRW Holdings RCR Tomlinson 0.10 0.30 0.50 0.70 0.90 1.10 Jan-14 Jul-14 Jan-15 Jul-15 Jan-16 Jul-16 Jan-17 0.00 0.10 0.20 0.30 0.40 0.50 Jan-14 Jul-14 Jan-15 Jul-15 Jan-16 Jul-16 Jan-17 0.00 0.20 0.40 0.60 0.80 1.00 1.20 1.40 1.60 Jan-14 Jul-14 Jan-15 Jul-15 Jan-16 Jul-16 Jan-17 0.00 1.00 2.00 3.00 4.00 Jan-14 Jul-14 Jan-15 Jul-15 Jan-16 Jul-16 Jan-17 MACRO SECTOR OBSERVATIONS
  • 6. 0.00 1.00 2.00 3.00 4.00 5.00 6.00 Jan-14 Jul-14 Jan-15 Jul-15 Jan-16 Jul-16 Jan-17 Sector Players “Rally” Since February 2016 31 March 2017 Page | 6 Sentiment change across equity capital markets evident Source: Thomson Reuters Datastream Ausdrill Bradken UGL Limited Takeover by Hitachi Takeover by CIMIC 0.00 0.50 1.00 1.50 2.00 Jan-14 Jul-14 Jan-15 Jul-15 Jan-16 Jul-16 Jan-17 0.00 1.00 2.00 3.00 4.00 Jan-14 Jul-14 Jan-15 Jul-15 Jan-16 Jul-16 Jan-17 What Drove the Sentiment “Pivot” Change ? De-levering Balance Sheets From High Debt Incredibly low valuations – many below 3x ACTUAL TEV/EBITDA Sponsors signaling loosening CAPEX / OPEX Spend Commodity price recovery Optimised operational structures – all fat cut out Change in contract risk profile – moves to open book / cost + contracting as opposed to fixed price / lump sum M & A activity cycle commenced BothDealsSuccessful MACRO SECTOR OBSERVATIONS
  • 7. The IMF forecasts robust global growth of 3.1%, 3.4%, 3.6% for FY16-FY18 Monetary conditions in the major world economies remain loose in historical terms. China and India are forecast to continue to grow at above 6% and 7% per annum respectively, and this is off a sizeable base The new US administration has committed to a material increase in infrastructure spending and sizeable increase in military hardware (but can Trump deliver ?) The Australian economy continues to grow at trend, with some slack in the labour market allowing companies to expand selectively Commodity prices have rebounded over the past six months – but what sustainable levels ? Material increases in infrastructure spending globally will underpin further commodity price gains The value of Australia’s resources and energy exports is forecast to increase by 30% in 2016–17, to a record $204 billion. This forecast represents a 16% upward revision from the previous estimate made in September. (Department of Industry 2016) Prolonged supply disruptions at large mines overseas will reinforce Australia’s reputation as a safe jurisdiction for commodity producers and investors MACRO SECTOR OBSERVATIONS Capitalising On Positive Market Sentiment 31 March 2017 Page | 7 The “Trump Presidency” hoped to be high spending and expansionary, but……… S&P ASX300 Metals & Mining Index “DOW pierces 21,000 after Trump speech…….” Reuters, 1 March 2017 http://www.reuters.com/article/us-usa-stocks-idUSKBN1684CM World Economic Growth Gradually Improving 1 Commodity Prices Continue to Remain Positive 2
  • 8. A number of Australian-based miners have announced expansions in recent months. This is positive for Service Providers potential project pipeline BHP Billiton is investigating significant expansion opportunities at its massive Olympic Dam complex Newcrest is seeking to ramp up and expand output from its Cadia mine over the next few years. This expansion in capacity is largely to offset a decline in grade. This is certainly a theme with copper and gold mines globally. Lower grade ores means more material has to be crushed and processed just to maintain steady state production Australian gold production has reached a 17 year high as miners seek to capitalise on strong Australian dollar gold prices. New mines are opening, even as average ore grades are declining Australian coal mines are also looking to expand as coal prices recover. This is on the back of large mining curtailments in China due to uneconomic reserves and poor coal quality Inbound queries from overseas investors looking to acquire and expand mining assets in Australia have surged in the past six months Australia is seen as a low-risk, politically-stable destination for foreign mining capital Australia often seen as a platform jurisdiction for moving into Asian markets Foreign acquirers tend to take a longer term view of commodity cycles than Australian-based investors. They are seeking assets that they can grow over the medium-long term Increasing inquiry of Western companies looking into emerging Asian regions – driven by anticipation of ongoing increased growth of sector importance and the chase for Margin Scale of in country operations often seen as a challenge – too small to be able to function as a local platform to build other assets / operations around Specialisation a much easier decision for a Board to sign of on to enter a market: “Sleep at night test” Capitalising On Positive Market Sentiment 31 March 2017 Page | 8 ‘Over the past year, Australia has generally gained market share of global resource commodities supply. The gains have come as a result of a large investment in new capacity over the past decade, low production costs and the relatively high quality of Australia’s resources. Global consumption grew in 2016 for most of the resource and energy commodities that Australia produces’. (Depart of Industry 2016) Asia Seen As A Frontier For Growth Announced Mine Expansions and Record Ore Production 3 Inbound Investment & Deal Inquiry Both On The Rise 4 5 MACRO SECTOR OBSERVATIONS
  • 9. Positive Fundamentals 1 Capitalising On Positive Sentiment 2 Strategic Rationales 3 Capital Availability & Deal Structures 4 Balance Sheets in good shape (Bidder & Target) Cost cutting arguably delivered more effective, streamlined operations Macro Factors “feeling” positive – although still fragile on US Policy Bidders looking to diversify footprint / strategy quickly – ahead of perceived spend Australian Mining Services & Engineering Companies have enjoyed aggressive valuation recovery over the past 12 months, driven by commodity price recovery and Sponsor activity Level of inquiry for Australia and South East Asia risen dramatically Corporates & Financial Sponsors (selected) in deal making mode – although many PE now trying Exit Multiple Cross Border and In Market plays unfolding – last quarter really accelerating Rationales include acquiring : 1. like operations for geographic / client penetration 2. hetrogeneous business modelling – avoiding risk concentration 3. Market entry at the perceived lower risk part of the cycle curve 4. Specialisation Capital for M & A is becoming increasingly available, although often from alternate sources to traditional commercial trading banks – Mezz & Special Sits Funds There is a reluctance for Boards / Management to return business models to gearing levels of pre GFC and the “Resources Great Depression” Stock being increasingly used as a currency again with the recovery in valuations Deals structured in smaller transactions to ensure alignment moving forward What is Driving Valuations & Deal Activity 31 March 2017 Page | 9 High level of deal activity in last 6 months driven by fundamentals and opportunism “Mining sector returns to growth” http://www.afr.com/personal-finance/shares/mining-sector-returns-to-growth-20170227-gum0h9 MACRO SECTOR OBSERVATIONS
  • 10. Australian & Asian Deal Activity 02 “In …. West Virginia, people are holding on to President Donald Trump’s promise to bring back coal mining jobs. Coal miners from 2 generations betting on Trump, Marketplace, 21 February 2017
  • 11. 0 5 10 15 20 25 30 1990 1993 1996 1999 2002 2005 2008 2011 2014 2017 PricetoEarningsRatio AUSTRALIAN & ASIAN DEAL ACTIVITY Valuations across the Australian Stock Market “Healthy” 31 March 2017 Page | 11 With smaller PublicCo’s, however, multiples (driven by illiquidity) remain lower Tops out at about 24x Source: Thomson Reuters Datastream Depths of GCF Market fully valued? – explains increasing use of Shares as deal currency
  • 12. Increasing Deal Activity Seen in Australia 31 March 2017 Opportunistic transactions to capitalise on low valuation and sector recovery evident. Sector themes include synergy & consolidation, expanding skillsets, and foreign acquirer obtaining geographical foothold in Australia “Mining services M&A expected to pick up pace” – The Australian Financial Review (26 March 2017) 1QCY16 2QCY16 3QCY16 4QCY16 1QCY17 Recent Private Equity rumours (trade sale, IPO etc) Big backlog which may “rush” to market Engineering and Mining Services Deal Activity in Australia (1) Source: LCC analysis (non-exhaustive) Page | 12 AUSTRALIAN & ASIAN DEAL ACTIVITY
  • 13. Deal Activity in Asia 31 March 2017 M&A in the engineering & contracting space in Asia is dominated by multinationals seeking to expand (products/services & geography) as well as by Private Equity Players seeking value Source: LCC analysis (non-exhaustive); Merger Markets Year Target Acquirer Target Nation EV/EBITDA (LTM) Deal Value (US$ m) Notes on Target 2016 Reverse takeover Singapore N/A 65 Environmental engineering services 2016 Asia Integrated Facility Solutions Pte Ltd Singapore N/A 137 Facilities management 2016 India 34.0x 313 Engineering services 2016 Singapore 4.1x (PER) 17 Marine Services 2016 India N/A 62 Process & flow control 2015 Singapore 3.0x 181 Contracting & electrical engineering services 2015 Singapore N/A 325 Civil engineering, design automation and 3D modelling 2010 Investor Group Indonesia N/A 335 Mining contractor 2009 Indonesia 13.4x 84 Mining contractor Page | 13 AUSTRALIAN & ASIAN DEAL ACTIVITY
  • 14. Transaction Examples (Mining Products) 31 March 2017 Page | 14 A sample list of Precedent Transactions were concluded at an average EV/EBITDA of 9.0x. Source: Thomson Reuters Eikon , Mergermarket, LCC research Precedent Transactions Date Acquirer Target Target Description Enterprise Value EV/EBITDA Oct-16 Mining equipment components supplier and servicer $857 mil 9.0x (H) Jul-16 Manufacturer of underground mining equipment US$3.7 bil 16.4x (F) Feb-14 Multi-national manufacturer of cutting and welding equipment for welders $1,050 mil 10.3x Jan-14 COALTRAM Provides services and equipment for the operation, maintenance and support of open cut and underground mining in Australia $13 mil 5.7x Oct-12 Engaged in heavy machinery parts distribution for the mining and forestry industries $183 mil 8.1x Average 9.0x Komatsu’s acquisition of Joy Global (at 16.4x EBITDA (F)) and Hitachi’s acquisition of Bradken (at 9.0x EBITDA) highlight the foreign acquirers’ drive to acquire leading sector manufacturing styled companies Hitachi has this week reached “Compulsory Acquisition” threshold in the Bradken takeover Timing of the acquisitions (mid-2016) also represents the acquirers’ view that the industry is recovering, whilst trying to capitalize in an opportunistic fashion on “lagging” valuations with good companies AUSTRALIAN & ASIAN DEAL ACTIVITY
  • 15. Transactions Examples (Mining Services) 31 March 2017 Page | 15 Transactions in the Mining Services space saw a lower average EV/EBITDA transaction multiple of 5.0x Precedent Transactions Date Acquirer Target Target Description Enterprise Value EV/EBITDA Jan-17 Engaged in contracting and related services to groups operating in the civil construction and mining sectors $82mil 3.2x May-16 Engaged in the providing engineering and project management company that provides services to the mining industry $154 mil 5.9x Feb-16 Engaged in providing mineral processing and associated infrastructure solutions to the global resources industry $182 mil 5.2x Dec-14 Provides hire of pump, power and compressed air equipment $93 mil 8.8x Sep-14 Diversified Mining Services Specialises in vertical and lateral mine construction and leader in the provision of raise boring services in Australasia. $20 mil 3.0x Oct-13 Specialises in vertical and lateral mine construction and leader in the provision of raise boring services in Australasia. $15 mil 5.4x Aug-13 Provides rental of earthmoving equipment and maintenance services to mine operators $346 mil 3.3x Average 5.0x Highly opportunistic bid for MAH which still carries considerable debt. Vigorous & creative Response Strategy being executed by the Target which may defeat this valuation proposal AUSTRALIAN & ASIAN DEAL ACTIVITY
  • 16. Example High Level Deal Analysis 03 “In more good news for the Goldfields region, gold exploration drove the biggest portion of that increase….. Up 14.6%.....” Exploration spending shows signs of mining recovery, The Western Australian, 3 March 2017
  • 17. 0.0x 5.0x 10.0x 15.0x 20.0x Comparable Analysis (Australia Mining Product) Comparable Analysis (Australia Mining Services) Comparable Analysis (International Comparables) Precedent Transaction (Mining Product) Precedent Transaction (Mining Services) WearX Achieving Outstanding Valuation For Shareholders 31 March 2017 Page | 17 CLIENTCO ultimate valuation will be a result of expertise in negotiation “defending” key value drivers Local Comparable Analysis (Mining Product) Local Comparable Analysis (Mining Services) Precedent Deal Analysis (Mining Services) CLIENTCO Value Range TEV/EBITDA(F) 7.0x 9.0x Precedent Deal Analysis (Mining Products) Comparable Analysis (International) EV/EBITDADenotes mean 10.0x as a “stretch goal” 3.0x 8.8x 5.0x 5.7x 11.7x 9.0x 7.0x 17.3x 11.6x 3.9x 11.3x 6.8x 8.7x 8.4x 8.9x Factors That Will Drive Value External Factors Market sentiment, capital availability for transactions & Bidder trading valuation Cost Saving & Synergy Analysis from any deal Macro market trends, including Capital Investment in Mining, Engineering Services, etc. Internal Factors High level of recurring revenue from stable client base IP rich company, which continues to develop evolutionary R & D solutions Predictable CAPEX profile – not CAPEX starved in any way EBITDA Margin & sustainability of that margin Current Order Book vs historic performance combined with understanding of CAPEX requirement for Order Book growth Likely Deal Killers ¤ 1. CAPEX profile uncertain going forward ¤ 2. Margin analysis unable to be verified ¤ 3. Client relationships biased to Founder(s) ¤ 4. Risk profile of Contracts unacceptably high EXAMPLE HIGH LEVEL DEAL ANALYSIS
  • 18. Decomposing Value Drivers For Sub Sectors 31 March 2017 Page | 18 Each sub sector displays its own risk characteristics Internal External Risks Mining Services Engineering I.P. IP Rich No IP Low IP Repeat Custom High Moderate Low Margin Negotiation Some Power No Power Low Power How Win Business ? Product Relationship Tender Local Dependent ? Low V. High High “On Time, On Budget” Low Moderate Extreme Lumpy Cashflow ? Low High Extreme Environmental Low ^ HighV. High ^ Need to understand facilities / foundry Disputes, Warranties, Claims Low ^ High V. High I.P. Merger Benefits ? High Low Moderate Mining Products SEA Overlay Can I protect ? Relationship ? Transparent ? Local Partner ? Extreme High Hold Backs ? Very High High Low EXAMPLE HIGH LEVEL DEAL ANALYSIS
  • 19. Observations & Themes 04“Trump signs executive order to undo Obama Climate Platform, flanked by coal miners” 29 March 2017
  • 20. Mining Services Technology sought after– particularly where productivity improvement Products and companies with high IP will also be attractive, as international players will be able to leverage their products through cross border sales channels Acquisitions in Asia will likely increase – but in particular as bolt ons for existing operations or Private Equity portfolios A key issue in Diligence is potential of any Target being CAPEX starved during down times Valuation separation of those with IP in their operations and those that commoditised Deal quality, in particular assets that have seen the market a number of times before Aggressive assumptions on future performance being used as the basis of valuation in a still fragile global economy and US Presidency that needs to get agenda delivered Increasing commercial competition as new entrants acquire cheap equipment in what is still a flooded market and attempt to carve out a market segment for themselves Retention of deal teams post any transaction should lead to ongoing preference for structured transactions. Legal relief in any emerging economy non existent – so protection needs to be built into the contract (in particular dealing with flight risk) Specialist Services players including marine services, oilfield services, pipeline services and electrical engineering will be attractive as boutique offerings into emerging Asian markets. Established PE players already have significant portfolios in such sub sectors and are anticipated to be active Diligence challenges should not be underestimated, and thorough preparation to engage in the commercial negotiation is critically important. M & A will increase across 2017, but keep eye on Macro 31 March 2017 Page | 20 Well developed & disciplined M & A growth strategy required as deal environment heats up LCC anticipates a number of key deal themes Across Asia & Australia Challenges in Australian / Developed Economies 2 Challenges in SEA / Asian Growth Economies 3 1 OBSERVATIONS & THEMES
  • 21. Appendix : Additional Industry Data 05“Shares in iron ore miners continued to run today…… Miners run as iron ore tops US$90 a tonne, AAP, 14 February 2017
  • 22. APPENDIX : ADDITIONAL INDUSTRY DATA Mining Equipment 31 March 2017 Page | 22 Based on the analysis of major mining equipment players, it appears that mining equipment sales have increased towards the end of CY2016 Komatsu (year-on-year growth of construction and mining equipment sales in Oceania) Source: Komatsu -30% -20% -10% 0% 10% 20% 30% Apr-15 Jul-15 Oct-15 Jan-16 Apr-16 Jul-16 Oct-16 Caterpillar (year-on-year growth of machines sale for resources industries in Asia Pacific) Source: Caterpillar Inc -90% -60% -30% 0% 30% 60% 90% Jan-15 Apr-15 Jul-15 Oct-15 Jan-16 Apr-16 Jul-16 Oct-16 Jan-17 Atlas Copco (orders received in Oceania – last 3 months vs previous year, %) Source: Atlas Copco -60% -40% -20% 0% 20% 40% 60% -50% -40% -30% -20% -10% 0% 10% 20% 30% Sandvik (Quarterly Revenue, change compared to year earlier) Source: Sandvik
  • 23. Mining Consumables 31 March 2017 Page | 23 Fundamentals are stable, with mining consumables sector led by strong run-of-mine output growth of 3% to 5% p.a. “Outlook” in mining sector has turned positive Source: (1) Bradken Limited , (2) Hitachi (3) Office of the Chief Economist Resources and Energy Quarterly December 2016, (4) news reports 0 500 1,000 2007-08 2012-13 2017-18 Milliontonnes Australia’s iron ore export volumes (3) Export volumes are forecast to increase 5.9% in 2017 to 832mt, and 5.6% in 2018 to 879mt 0 100 200 300 2007-08 2012-13 2017-18 Milliontonnes Australia’s thermal coal export volumes (3) Export volumes are forecast to increase 3.7% in 2017 to 203mt (stable in FY18) What are the industry players saying? Fundamentals stable; while capital growth not expected until FY18, underlying run-of- mine output expected to grow: (1) Mining output at historic highs Output growing steadily at 3-5% p.a. Low cyclicality Seeing recovery in demand for mining equipment (2) Increase in customer’s need for improvement in productivity and decrease in life-cycle costs (2) Recent Positive Developments (4) Anglo American (Feb-17): Ends forced asset sales after the company swung back to profit. This is a positive development for the sector, as holding the assets means: Confidence is returning to the sector Anglo will likely recommit to reinvestments into its mines (following a period where CAPEX is likely held back as assets are put on sale) Profitability will lead to emphasis on increasing productivity, and hence, increasing spend on minimising downtime BHP Billiton (Feb-17) Said that it can develop more QLD coking coal mines after 3 years of squeezing the most cash it could and not promoting their growth Emphasised that coal remained an attractive business Is focused on making its coking coal mines as efficient as possible Flagged plant expansions, in the first sign of more production, and prospects of new mines APPENDIX : ADDITIONAL INDUSTRY DATA
  • 24. Mining Industry in Australia 31 March 2017 Page | 24 The mining industry in Australia and is expected to grow at an annualised 2.3% through to 2021/2022, supported by increase in commodity prices and strengthening global market conditions 240 226 230 198 179 197 206 210 215 217 221 0 50 100 150 200 250 300 2012 2013 2014 2015 2016 2017 2018 2019 2020 2021 2022 Revenue ($ billion) (Exploration, development and extraction of minerals and/or hydrocarbons) Industry Overview Industry revenue has declined c.25% over the past 5 years due to decreasing commodity prices, and growing supply gluts due to weak market conditions However, industry revenue is expected to increase at an annualised rate of 2.3% through to 2021/2022 as commodity prices recover, on the back of demand from emerging & developing markets, and strengthening global market conditions Source: IBIS World Product Segmentation (2016/17) Iron Ore Mining, 31% Coal Mining, 24% Other Metal Ore Mining, 18% Oil & Gas extraction , 18% Exploration & other mining services , 6% Non- metallic mineral mining , 4% Over c.55% of the industry comprises of iron ore and coal mining The price of both iron ore and coal has increased significantly over the past 6 months as a result of increasing global demand and current shortage of supply in the markets (particularly in China) China, 43% Japan, 35% Other, 10% South Korea, 8% India, 5% Export Market (2016/17) The industry is export-oriented with exports accounting for c.70% of revenue in 2016/17 China & Japan account for c.78% of Australian mining exports Export volumes are expected to increase due to strong domestic and global demand APPENDIX : ADDITIONAL INDUSTRY DATA
  • 25. LCC Asia Pacific Overview 06“…..prices (sic) are now soaring ….. Thanks to Chinese demand for higher grade ore” Demand for higher grade iron ore in China is driving price spike, AFR, 14 February 2017
  • 26. A Boutique Firm, Calibrated To Performance 31 March 2017 Page | 26 An independent investment banking Firm, with over a decade of experience delivering “Excellence” LCC Asia Pacific is a boutique investment banking practice, providing independent corporate finance & strategy advice to clients in Australia and across Asia Pacific markets. We have acted for ambitious clients from “emerging” companies to Fortune 100 & “Mega” Asian listed entities LCC Asia Pacific provides clear, unbiased counsel to CEOs and Boards of Directors considering growth strategies, business transformation and challenging corporate decisions. We understand that to service such clients requires a high performance approach The common thread for all clients is our ability to apply our expertise & skills in such a way that the client can enjoy material benefit. We are often called into “urgent”, contentious & complex situations We are distinguished from our competition by our bespoke solutions driven by lateral & analytical problem solving capabilities, ongoing investment in best in class research & technology resources, first-class execution of client engagements, and a fundamental commitment to a “client-first approach”. At the core of our work is always analysis of impact on “shareholder value” of any proposed initiative We believe that all service providers should be driven by “Excellence”, and we strive to achieve this standard in all things we do. “Excellence” defines the DNA of our Firm LCC ASIA PACIFIC OVERVIEW
  • 27. Asia Pacific Experience Across Multiple Sectors 31 March 2017 Page | 27 We are ambitious to work cross border, advancing strategic initiatives for Clients in many cultures CHINA Outbound: Gold. Industrial. Agri. Services. E & C. Energy Services. Energy VIETNAM Inbound: TMT. Energy. Food, Water MALAYSIA Inbound: Energy. TMT. Energy Services. Industrial THAILAND Inbound: Gold Outbound: Renewables MONGOLIA Inbound: Energy INDIA Outbound: TMT. Energy SINGAPORE Multiple INDONESIA Inbound: Mining Services. Energy, Water PAPUA NEW GUINEA Inbound: Energy. Gold. Mining Services Outbound: Energy PHILLIPINES Inbound: Tech Infrastructure. Services, Water & Waste Outbound : TMT. Services AUSTRALIA Multiple NEW ZEALAND Inbound: Services. Resources. Energy. TMT HONG KONG Outbound: Gold. Mining Services. Technology. Energy Services. Energy LCC ASIA PACIFIC OVERVIEW
  • 28. LCC Asia Pacific Research & Distribution 31 March 2017 Page | 28 Our publications take a 360-degree view of the information our clients want – this means information meaningfully distilled in order to present a commercially driven insight LCC’s research capability produces highly regarded publications aimed at giving clients and industry associates an edge by providing in simple form key data and analysis We recognise that businesses have become global, digitised, data-driven & personalized. Our publications take a 360-degree view of the information our clients want Stay in the know, in real-time LCC operates a number of leading business twitter feeds that aggregate M&A news primarily with an eye on Australasian developments. Our @MergerNews / @NicholasAssef feed has been recognised by UK’s RealBusiness as one of the Top 10 financial feeds in the world to follow. @LCCAsiaPacific Covering macro economic, regulatory and business issues, including developing business news @MergerNews A pure Merger & Acquisition activity feed that provides a combination of Stock Exchange announcements and news articles @WindSolarMerger A combined feed on corporate and M&A developments for both Wind and Solar across the Australasian / Pacific Rim geographies Publication series Frequency Distribution Sectorbased Mining Report Weekly, since 2011 Australian Engineering, Contractors and Service Providers Report Semi-annually Wind & Solar Report Monthly, since 2015 Articles LCC’s latest thinking on trends in M&A, risk and analytics to provide critical insight for top management. In the format of a commentary, interview or slide deck Quarterly White papers LCC’s latest research on general business and leadership issues through a corporate finance lens Semi-annually LCC ASIA PACIFIC OVERVIEW
  • 29. IMPORTANT INFORMATION: This presentation (‘Presentation’) has been drafted by LCC Asia Pacific Pty Limited and/or its affiliates (together, “LCC”) for the exclusive use of the party to whom LCC delivers this presentation (the “Recipient”) using information provided from a variety of sources, including publicly available information and potentially information from the Recipient. You acknowledge and agree LCC has not independently verified the information contained in this Presentation, nor does LCC make any representation or warranty, either express or implied, as to the accuracy, completeness or reliability of the information contained in this Presentation. This Presentation should not be regarded by the Recipient as a substitute for the exercise of its own judgment, and the Recipient is expected to rely on its own due diligence, including separate legal, tax and accounting, if it wishes to proceed further in relation to any transaction concept outlined in this Presentation. The indicative valuations, forecasts, estimates, opinions and projections contained in this Presentation involve elements of subjective judgment and analysis. They are based on facts and data that are often subject to rapid change. Any opinions expressed in this material are subject to change without notice. This Presentation may contain forward-looking statements, included those reported by various Companies. LCC undertakes no obligation to update these forward-looking statements for events or circumstances that occur subsequent to such dates or to update or keep current any of the information contained in this Presentation. Any estimates or projections as to events that occur in the future (including projections of revenue, expense, net income and stock performance) are based upon the best judgment of LCC from the information provided by the Recipient and other publicly available as of the date of this presentation. Any statements, estimates or projections as to LCC’s fees or other pricing are accurate only as at the date of this presentation. There is no guarantee that any of these estimates or projections will be achieved. Actual results will vary from the projections and such variations may be material. Nothing contained in this Presentation is, or shall be relied upon as, a promise or presentation as to the past or the future. LCC, its affiliates, directors, employees and/or agents expressly disclaim any and all liability relating or resulting from inaccurate or incomplete information and the use or reliance of all or any part of this Presentation or any of the information contained within this Presentation. By accepting this Presentation, the Recipient acknowledges and agrees that LCC will at all times act as an independent contractor on an arm’s-length basis and will not act in any other capacity, including in a fiduciary capacity, with respect to the Recipient. LCC may provide services to any member of the same group as the Recipient or any other entity or person (a “Third Party”), engage in any transaction (on its own account or otherwise) with respect to the Recipient or a Third Party, or act in relation to any matter for itself or any Third Party, notwithstanding that such services, transactions or actions may be adverse to the Recipient or any member of its group, and LCC may retain for its own benefit any related remuneration or profit. This Presentation has been prepared solely for informational purposes and is not to be constructed as a solicitation or an offer to buy or sell any securities or related financial instruments. The Recipient should not construe the contents of this presentation as legal, tax, accounting or investment advice or a recommendation. The Recipient should consult its own counsel, tax and financial advisors as to legal and related matters concerning any transaction described in this Presentation. This Presentation does not purport to be all-inclusive or to contain all of the information that the Recipient may require. No investment, divestment or other financial decisions or actions should be based solely on the information in this Presentation. This presentation has been prepared on a confidential basis solely for the use and benefit of the Recipient. Distribution of this presentation to any person other than the Recipient and those persons retained to advice the Recipient, who agree to maintain the confidentiality of this material and be bound by the limitations outlined herein, is not authorized by LCC. LCC specifically prohibits the redistribution or reproduction of this material in whole or in part without the written permission of LCC and LCC accepts no liability whatsoever for the actions of third parties in this respect. LCC holds a series of registered trademarks in the United States of America and Australia to protect its intellectual property. Examples of regional engagements detailed in this Work Book are typically advisory or consulting in style, or involve an Australian company that is either seeking to expand into a market or has assets within that market. Today LCC is a licensed wholesale securities dealer in Australia only Office Contact Details SYDNEY Suite 3, Level 39, Aurora Place 88 Phillip Street Sydney NSW 2000 AUSTRALIA T: +612 9262 2121 F: +612 8088 1239 Correspondence GPO Box 4154 Sydney NSW 2001 HONG KONG 20/F One International Finance Centre 1 Harbour View Street Central Hong Kong HONG KONG T: +852 3960 6532 F: +852 3669 8008 LCCAPAC.COM AFSL 278054 ACN 105 807 645 Initial contacts to: Nicholas Assef Executive Director Cell : + 61 424 222 444 naa@lccapac.com Page | 2931 March 2017