Prepared by Andrew Clary [ALERIS OPERATING MODEL AND VALUATION]
Solid Player
Serving Key
Growth
Markets for
Aluminum
Out of restructuring with
capital in place to drive
greater volume
Aleris to strengthen
position in building and
construction and capture
growth in emerging
product markets
Better debt mgmt
expected with increased
volumes; better WC
mgmt (esp. AP)
plausible even without
merger
Zhongwang acquisition
to be completed still –
offer price still attractive
given strong close of
FY16 and solid growth
expected going forward
Company Profile:
Summary Financials & Key Details:
Competitive Landscape & Incumbent Customers:
Industry Position:
10-Year Revenue Projection:
Leadership: Sean Stack (CEO), Eric Rychel (CFO)
Headquarters: Ohio, USA
Industry: Downstream Aluminum Processing
Geographic Reach: 13 facilities in North America, Europe, & Asia
Employee Headcount: 1,800 (SG&A) & 3,600 (Operations)
Last FY Revenue: 2,664m
Last FY EBITDA: 157m
Current Ownership: Privately-held by Oaktree- & Apollo-led PE consortium
Pending Ownership: Zhongwang (strategic buyer based in China), announced Aug 2016
Prepared by Andrew Clary [ALERIS OPERATING MODEL AND VALUATION]
Aerospace Revenues:
Auto Market
Driven by
11% CAGR
in NA ABS
Aleris to ship 2.6m
metric tons of aluminum
to auto customers by
2026
Fcst assumes Aleris
holds its current market
share in shipments
Non-ABS at 56% of
aluminum-in-auto market
in 2017, 33% in 2026
Strong history of
bookings with key NA &
Euro customers – Ford,
BMW, VW
Attractive potential for
Al, but automakers’
optimal cost-weight
tradeoff is still unclear
Key competition from
Arconic, Novelis, &
Constellium
Aleris’s projected revenue from North America and Europe’s automotive & trucking markets assumes 2 main drivers – 1) the overall
auto market for sheet and coil aluminum grows at a 10-year CAGR of about 6%, from about 1.99m metric tons (mt) to 3.57m mt
and 2) Aleris holds a 9-10% share of the NA and Euro market in terms of shipments. The market should be driven by auto body
sheet (ABS) demand, which is expected to see significant growth at ~11% CAGR across both NA and Europe as vehicle
manufacturers increasingly seek aluminum to improve Corporate Average Fuel Economies (CAFE) – as regulatory trends tighten,
disposable incomes continue to rise, and oil & gas suppliers manage supply.
To meet this demand, Aleris has and continues to put into place auto-oriented capital. In 2013, the company opened an
automotive-dedicated wide cold mill and annealing facility at its Belgium site, still with excess capacity for growth. In 2016, Aleris
continued revamping its Lewisport, Kentucky site with 2 continuous annealing lines, replicating its Belgian ABS expertise and
investing nearly $300m over the last 2 years to meet the growing market sector, with another $50m of CapEx expected in 2017.
The company plans to begin shipping auto body sheets from the facility in 2017. As Aleris plans to become the leader in North
America ABS – and if market growth remains on track – the Lewisport site alone expects to eventually fill added capacity for 0.20m
mt per year. The forecast delays the production readiness schedule of part of this capacity and assumes the actual amount will be
lower than estimated.
Regarding filling that capacity - as auto shipments (ABS, Non-ABS alike) are projected to increase to ~250k mt by the forecast
period’s midpoint, the Aleris projection discounts the Lewisport risk in bookings performance (threatened by concurrent expansion
of peers such as Constellium into the segment) and the overall ABS aluminum market (threats ranging from increased Asian
aluminum exports to environmental de-regulation). While the 2017-2025 CAFE standards remain intact for now, Trump
Administration policies could adversely affect demand for light-weight materials through the forecast period. Additionally, competing
low-cost metals and composite materials (e.g. high-tensile steels and reinforced polymers) could hamper Aleris’s ABS prospects.
VW and Ford, both key auto customers, indicated strong preference for high-strength steels over aluminum since aluminum sheets
cost almost 3x as much as conventional steel. Moreover, amid rising interest rates, tighter auto credit standards, and increasing
auto loan delinquencies and losses, auto makers may not be able to rely on easy auto credit to support demand and ease pressure
to design on cost; as they have since 2009. Instead, the auto credit environment may pressure automakers to favor cost over
weight and fuel efficiency in order to sustain margins as passing costs to consumers will be difficult without attractive financing
options. On the other hand, reduced China exports for both raw and processed material – resulting from expected Bauxite mine
closures in the area 2.55m to 7.42m mt (4.25m mt likely, ~9% of China’s total capacity) – should help revenue potential, both price
and quantity.
Even so, over the long term, many automakers plan to decrease the mass of next-generation vehicles by up to 30%. And since
ferrous metals compose on average about 75% of vehicle mass while aluminum and other non-ferrous materials compose under
20% – there appears to be meaningful opportunities for aluminum to replace standard metals on auto BOMs. The rate of EV
infrastructure build-out in NA and Europe will also be an important driver of demand for aluminum in automobiles. Ultimately – with
ABS mark-ups and raw materials coming in at the higher end of projected LME spots and Midwest / Rotterdam premiums – the
auto market is expected to contribute a growing portion of Aleris’s revenue base, reaching $1.17b by 2026 at a CAGR of 7.7%.
Revenue Build, 2017 – 2026:
Auto & Truck Revenue:
Prepared by Andrew Clary [ALERIS OPERATING MODEL AND VALUATION]
Aerospace Revenue:
Aleris serves the aerospace market with composite aluminum plates for aircraft wings, fuselage/shells and other metal
structures and finishes. Expected to increase from 2.8m mt in 2017 to 3.4m in 2020 (with about 2k mt of aluminum per
average aircraft, compared to an average aircraft weight of ~70k mt), the aerospace market (proxied by Boeing and Airbus)
offers a key growth area for Aleris in the first half of the forecast period. Narrow-bodies such as the A320 and 737 are
expected to continue to lead the growth as aircraft makers deliver on strong backlogs and book new orders from airlines and
aircraft lessors as airlines build out networks in key growth regions and low-cost carriers drive greater market share.
Additionally, previous excess plate inventory held by aircraft makers – which significantly affected FY14 – has dwindled
down and the growth in shipments in FY15 and 16 matched the periods’ build rates, positioning Aleris to benefit from new
aircraft demand going forward.
Airbus &
Boeing
Deliveries to
Peak in 2020
Delivery cycle to peak in
2020 with ~1,794 wide &
narrow bodies
Fcst assumes Aleris holds
its current market share in
shipments
Market’s baseline mix of
wide & narrow body aircraft
to stay relatively constant;
tilt toward narrow body
through expansion, wide
body through contraction
Bookings with key NA &
Euro customers – Airbus,
Boeing, Bombardier
Key competition from
Arconic, Constellium,
AMAG, & Kaiser
Aerospace Revenue:
Aleris serves the aerospace market with composite aluminum plates for aircraft wings, fuselage/shells and other metal
structures and finishes. Expected to increase from 2.8m mt in 2017 to 3.4m in 2020 (with about 2k mt of aluminum per
average aircraft, compared to an average aircraft weight of ~70k mt), the aerospace market (proxied by Boeing and
Airbus) offers a key growth area for Aleris in the first half of the forecast period. Narrow-bodies such as the A320 and 737
are expected to continue to lead the growth as aircraft makers deliver on strong backlogs and book new orders from
airlines and aircraft lessors as airlines build out networks in key growth regions and low-cost carriers drive greater market
share. Additionally, previous excess plate inventory held by aircraft makers – which significantly affected FY14 – has
dwindled down and the growth in shipments in FY15 and 16 matched the periods’ build rates, positioning Aleris to benefit
from new aircraft demand going forward.
A key driver through the forecast period, the Asian market offers a bottom-up opportunity for Aleris’s customers that the
company is well-situated to continue to serve through its Zhenjiang, China plant. Over the last decade, Asia has
experienced low airport capacities and rising traffic. In 2013, the continent experienced the lowest airport capacity at 0.22
airports per million people (compared to a low of 0.30 for Africa and high of 2.53 for North America) with the second highest
average annual passenger traffic per airport at 1.75m passengers served (compared to a low of 0.25 for Africa and high of
2.51 for the Australia-South Pacific region). Considering Asia’s degree of airports operating near or above capacity –
leading to only 57% of flights from Asia departing on time in 2013 – plus high barriers to entry for competing modes of
transportation (geographic and cost challenges for rail for example), there appears strong opportunity for new investment in
infrastructure and aircraft.
In the pipeline, China plans to build almost 100 airports over the next 5 to 15 years to meet demand from the country’s
growing middle class; India plans at least 60. Amid plans for new construction, mega-hub projects in East and South East
Asia and the Middle East – such as Al Maktoun Intrl, Beijing Daxing Intl, Hong Kong’s 3-Runway System, and Changi’s
East add-on – expect to be completed in the next decade. With increased airport investment, airlines are expected to fill
out the added infrastructure with new orders. The new demand from Asia should support the market as presently large
backlogs for North America and Europe are delivered in the next several years, then becoming the foundation of the
market when North American and European fleets peek and demand drops off.
The Aleris forecast discounts the still uncertain degree of aircraft investment in Asia, thereby accentuating the impact of the
aircraft construction cycle in North America and Europe projected in 2021. The forecast also assumes the ratio of narrow to
wide bodies that Aleris serves remains relatively constant throughout the period, tilting toward narrow bodies during the
forecasted market expansion and wide bodies during the contraction. Under this thesis, Aleris’s revenue from the
aerospace market should grow at a CAGR of 11% until 2020 and decline thereafter until 2024 at a CAGR -11%, ultimately
booking a total of $4.1b in sales through 2026.
Prepared by Andrew Clary [ALERIS OPERATING MODEL AND VALUATION]
Building & Construction Revenue:
In 2016, Aleris shipped about 194k mt of aluminum to the North American building and construction (B&C) market for roofing,
rainware, siding, and structures. Driven by new residential construction, Aleris plans to ship almost 500k mt by 2018 if the
company holds its leading US market share and expected new housing starts remain on track. The National Association of
Home Builders predicts almost 2.6m new housing starts between single and multifamily housing units in the US by 2018.
Beyond 2018 – and heavily dependent on macro trends (e.g. consumption/savings, interest rates, demographics) as well as
micro (home prices, inventories) – Aleris’s B&C revenue is modeled on new housing starts, calibrated with forecasts for
housing supply & demand (absorption and new completions, barring homoscedasticity) and interest rates (30-year mortgage).
Using quarterly Fed-Reserve, St. Louis data from 1974 to 2017, the models (single family & multifamily) yield R-squared
values of 0.8 and 0.4 respectively and p-values under 0.05 for each coefficient. Under the models’ assumptions, new housing
starts are projected to grow at a CAGR of ~1.6% from 2016 to 2026, with cycles peaking in 2019 at ~1.33m starts and again
in 2026 at ~1.39m starts and “troughing” in 2023-24 at ~1.13m starts.
If aluminum consumption per unit ranges from ~0.75 to 1 metric ton and if Aleris gains US B&C market share in the range of 6
percentage points by 2020 (as peers focus on higher-growth and margin areas and Aleris leverages it already strong market
position), then the company may expect its segment revenues to grow by a CAGR of 4% until 2026, from $637m in FY16 to
~$920m in FY26 (194k mt, 282k mt respectively).
Other Revenue:
Revenue from other markets (metal distribution, consumer durables, heat exchangers/HVAC, etc.) is heavily dependent on
GDP but is projected as a flat 66% (5-year avg) of revenue identified from the auto, aerospace, and B&C markets, then rises
to 68% or closer to its recent average rate.
New Housing
Starts to Grow
at 1.6% CAGR
until 2026
Key relationships with Ply-
Gem, Gentek, and
OmniMax, among others
with strong developer &
contractor relationships
Aluminum to continue to
gain market share in new
commercial construction
with increased adoption of
LEED standards
Aleris B&C shipments to
peak in 2026 at 282k mt, up
from 194k mt in 2016
Key B&C competition from
Arconic, Novelis, JW, &
Jupiter
Other Revenue projected at
66-68% of Auto, Aero, &
B&C sales
Prepared by Andrew Clary [ALERIS OPERATING MODEL AND VALUATION]
Expense Build, 2017 - 2026:
Cost of Goods Sold:
COGS are driven primarily by material costs from smelters (dependent heavily on supply and LME prices), labor and process
complexity, and natural gas and electricity costs to run mills and annealing lines. However, material costs in the projection are
assigned based on expected material margins. Projects serving the auto and aero markets are expected to be marked up
higher on material, arising from demand value-added processing. The projection also assumes Aleris wins higher margin
projects going into the future. Overall, gross margins remain relatively flat, improving at the end of the period due to mix.
Operating Expenses:
OpEx is forecasted via total headcount, which rises over the first 2 years and again in the last three years. Inflation of SG&A
costs is forecasted under inflation of 2% per year. Ultimately, operating margins remain in range with historicals, rising in the
final 2 years driven by mix of shipments and offset partially by increased SG&A. The interest accrued below EBIT is expected
to be higher than in the previous 2 years but remain relatively flat even as rates are expected to rise over the forecast period,
implying improved debt management and LT borrowing terms as the company improves its interest coverage. Additionally, the
projected interest rate in the operating assumptions is slightly higher than the marginal pre-tax cost of debt applied in the
valuation model, which takes a simple average of the company’s revolver rate, its recently-issued LT rates, and the expected
terms given its recent Moody’s rating.
Total 10-Year
GM / OI Fcst at
11.3% / 3.5%
Gross and EBIT margin % -
in line with historicals
Shipments to “Other”
markets to drive gross
margins in final fcst year
Wgt avg GM% at ~11%,
compared to 5-yr high and
low of 11% and 7%
Wgt avg OI% at 3.5%,
compared to 5-yr high and
low of 4.2% and (0.3%)
Prepared by Andrew Clary [ALERIS OPERATING MODEL AND VALUATION]
Balance Sheet & Cash Flow Statement Drivers & Assumptions:
Key Working Capital Items:
Accounts Receivable: AR is projected with annual revenue and DSO for the period. DSO is estimated to be 28
throughout the forecast period, reflecting the company’s 5-year historical average (low of 18 days, high of 34).
Inventories: Inventory is projected using total COGS and DOH for the period. Inventory days are estimated to start at
65 (~5.5 turns) in FY17 and decrease to and remain at 45 (~8x) by FY21, dependent on operational improvements (e.g.
managing its supply chain, reducing production times, and managing excess). 65 days reflects the firm’s historical 5-
year median (low of 45, high of 87, average of 68). FY13,14 from Morningstar (does not match 10-K exactly).
Accounts Payable: AP is forecasted using COGS and DPO for the period. While the projected DPO trend is
aggressive – starting at 45 days in FY17 (up from 38 in PY) and rising to 60 by FY20 – strategic supplier renegotiations
may help bring DPO up from a 5-year company average of 30 to the industry average of ~55 days per Morningstar’s
available annual data for 5 comps (high of 70 for Novelis avg, low of 24 for Kaiser avg).
Other Operating Assets & Liabilities:
Other Current Assets: Other Current Assets are projected as a % of OpEx, held constant 93% of OpEx – reflecting
historical trends corrected for distortion caused by unusually high Other Current Assets in FY13 & 14 due to holding
assets for disposal in this account.
Accrued Liabilities: Accrued Liabilities are also projected as a % of OpEx, held constant 93% of OpEx – a 5-year
historical average.
Other Current Liabilities: Other Current Liabilities too are projected as a % of OpEx, using a recent historical average
of 57% of OpEx.
CCC Achieves
LT Stride of 13
Days by FY21,
Down from 75
in FY16 –
Driven by Inv &
AP Mgmt
Operating cycle – 113
days (FY16), 73 (FY21)
Fcst assumes mgmt
wins more favorable
credit terms from
suppliers – from 30
days to 60 by FY20
(industry at ~55)
Prepared by Andrew Clary [ALERIS OPERATING MODEL AND VALUATION]
CapEx & Depreciation:
CapEx: Over the last 5 years, Aleris has invested almost $1.5b. ~$300m in FY15 and 16 supported a cold mill and 2
annealing lines at the Lewisport plant - $50m in FY17 to complete the project - adding ~200k mt of annual capacity, which
the projection assumes is just delayed slightly. The shipment forecast also assumes an avg of 190k mt of annual
shipments more than if shipments remained flat at FY16 levels – which were at their highest since the FY14 recycling
divestiture, along with high growth CapEx – implying primarily maintenance CapEx is necessary in the forecast period while
still achieving growth – since the Lewisport investment already covers the shipment forecast over this period. Accordingly,
total projected CapEx declines until 2020, reflecting mainly maintenance CapEx while revenue during the pevriod is driven
by prior growth investment (Asia, Kentucky, etc.). However, as ABS operations crowd out other production at the Lewisport
facility, further investment from FY21 to 23 may be required to bolster secondary North American plants and to relieve
strained capacities (reaching 90%), which the company seeks to maintain in the 70 to 80% range in anticipation of
supporting future growth (which is in line with the Fed’s short- and long-term industrial manufacturing capacity index
~78%). These growth investments will be in larger physical assets, which carry longer depreciable lives on average as
depicted in the schedule. Key notes: Aleris’s estimated annual maintenance CapEx levels fall in the $100 - 120m range,
and production-ready capacity added by growth CapEx is expected to trail by ~1 year on average.
CapEx to Peak
in FY22/23 at
~$310m to
Support
Capacity
Expansions
CapEx to drive capacity
ahead of top line
growth
Maintenance levels at
~$120m annually
Depreciation driven by
existing PP&E and
maintenance during
fcst period
Growth CapEx totaling
almost $800m over
fcst period
Prepared by Andrew Clary [ALERIS OPERATING MODEL AND VALUATION]
Depreciation: Depreciable lives of PP&E fall in the range of 2 to 33, depending on asset type. The blended average
useful life of existing Net PP&E is assumed to be ~8 years. Thus, 13% of Net PP&E existing by FY16 is depreciated per
year for 8 years, composing the majority of depreciation until FY21 and continuing to boost depreciation until FY24. As
investments in PP&E between FY18 and 20 and after FY24 are forecasted primarily as maintenance CapEx, the average
useful life of CapEx in those periods is assumed to be shorter while heavy growth CapEx (in land and new buildings) is
assumed to carry longer average depreciable lives (reaching 20 years in FY22). Reflecting historicals, almost 90% of
depreciation lies above the gross profit line.
Deferred Tax Assets & Liabilities:
Deferred Tax Assets: DTA net valuation allowances (allowance assumed to be high at 90% for NOL DTAs, lower for
other DTAs) totaled $88m at the end of FY16. DTAs attributable to NOL carry-forwards totaled $235m, implying an off-
balance sheet gross NOL balance of ~$600m (tax rate of 39%). The DTA projection assumes that pre-tax losses in years
1 and 2 add to the company’s NOL balance, with no taxes to be paid out. Upon achieving positive pre-tax income – such
as in years 3-6 and 8-10 – the company then draws down its NOL balance to avoid paying taxes until the NOL balance is
exhausted. By year 10 (FY26), Aleris is projected to hold $0 NOLs but still a non-NOL DTA balance of $65m. The
forecast assumes $42m of DTA is created altogether, and that $65m of DTA is exercised during the forecast period.
Deferred Tax Liabilities: Regarding DTL, Aleris is projected to payout the $3m liability in year 3, when Aleris is pre-tax
positive.
Intangibles:
Intangible Assets: Intangibles end FY16 at ~$37m. With an average intangible life of 17 years by the end of the period,
amortization is assumed to be ~$2m per year. The projection assumes that no additional intangible assets are acquired or
created.
Interest-Bearing Debt:
Long-Term Debt: While the company is capitalized with both short-term and long-term debt, the forecast consolidates
the relatvely minimal outstanding credit revolver into long-term debt for simplicity’s sake. The operating model assumes
that 1) Aleris’s minimum operating cash need is $30m 2) its minimum excess cash reserve is ideally a $20m buffer and
3) that the company will raise debt (either drawing from its open facilities or issuing new notes) so that its cash balance is
at least $50m every year. Though the business grows its asset base, the minum operating cash need is not assumed to
increase over the forecast period. By this method, and depending on the annual cash flow forecast, the firm is projected
to raise $76m (FY17), $295m (FY20), $470m (FY21), $56m (FY22), and $48m (FY23). Per management, the firm is
expected to repay almost $1.5b by FY24, with large principal amounts becoming due in FY20 and 21.
The company maintains an average Net Debt to Total Assets ratio of 51% through the forecast period, compared to a 5-
year historical average of 54%. With total interest forecasted at 7.6% throughout the period (assuming mix of debt
products and rates remain within the current range compared to a rising market), interest coverage should remain low and
in line with historicals at an avg of 1.5x, up from 5-year avg of 1x. Net Debt multiples (of EBITDA) also decline over the
forecast period, averaging 3x and helping the firm to get cheaper debt.
DTA Saves
$65m Over
Fcst; $65m
Remains, No
NOLs
DTA driven by NOLs
DTA saves $65m in
taxes over fcst period
Debt issuance
decisions driven by FCF
and minimum cash on
hand target
Interest coverage
improves by 50%; debt
multiples also
projected to improve
and reduce cost of
debt compared to
rising rate
environment
Prepared by Andrew Clary [ALERIS OPERATING MODEL AND VALUATION]
Valuation (DCF Base Case Point Estimate):
Assumption Testing (Brief Take): Under the August debt situation (net debt of ~$1.2b around time of M&A
announcement), bullish revenue assumptions more in line with mgmt’s (greater revenues weighted earlier on) and bearish
operational assumptions in terms of working capital mgmt (e.i. forecasting DPO and DOH at historical company averages,
instead of industry averages), Zhongwang’s offer premium is still in the range of 20%. DTA model used in DCF is affected by
the financing assumptions from the operating model. Please see next page for cost of capital and terminal value sensitivity.
Zhongwang
Offer of $1.1b
Implies ~20%
Premium to
Current Equity
Valuation
March cash assumed
to be all non-operating
Pensions funding
assumed within assets,
no deficit despite large
liability
Terminal value is ~55%
of total value
Terminal growth at 1%
off of FY26 FCF fcst
Higher risk-free used in
CAPM than current
rates
No PrivCo discount
applied
Prepared by Andrew Clary [ALERIS OPERATING MODEL AND VALUATION]
Cost of Capital Inputs:
Sensitivity (EV contingent on WACC & Terminal Growth):
DCF Cash
Flows Driven
by Non-Cash
Adjustments
Mid-year convention
applied based on Jul 5,
2017 valuation date
Comps chosen for size,
geography, industry,
and markets; only 3
used under
consideration of time
Aleris valued with
capital structure of
public comps
Moody rating of B3,
but spread assumed
higher than implied
due to low coverage
ratios; simple average
used to find marginal
cost of debt
Prepared by Andrew Clary [ALERIS OPERATING MODEL AND VALUATION]
Income Statement Projection:
Prepared by Andrew Clary [ALERIS OPERATING MODEL AND VALUATION]
Balance Sheet Projection:
Prepared by Andrew Clary [ALERIS OPERATING MODEL AND VALUATION]
Cash Flow Statement Projection:
Prepared by Andrew Clary [ALERIS OPERATING MODEL AND VALUATION]
Key Performance Indicators (KPIs):
Historical Forecasted
Ratio Analysis: Units FY12 FY13 FY14 FY15 FY16 FY17 FY18 FY19 FY20 FY21 FY22 FY23 FY24 FY25 FY26
Operating Margins:
Material Margin: % N / A N / A N / A N / A N / A 26% 27% 27% 28% 28% 28% 28% 29% 27% 29%
Gross Margin: % 11% 7% 9% 7% 11% 10% 10% 11% 11% 11% 10% 10% 11% 14% 15%
Operating Margin (EBIT): % 4% 2% 0% 0% 2% 1% 2% 3% 4% 3% 2% 2% 2% 6% 7%
D&A % Revenue: % 2% 3% 5% 4% 4% 7% 6% 6% 6% 7% 8% 8% 8% 4% 4%
EBITDA Margin: % 6% 5% 6% 4% 6% 8% 9% 10% 10% 10% 10% 10% 11% 10% 11%
Total Shipments: kMT 1,975 1,949 794 822 813 878 969 1,034 1,104 1,041 1,014 1,025 1,067 1,193 1,266
Shipment Growth: % N / A -1% -59% 4% -1% 8% 10% 7% 7% -6% -3% 1% 4% 12% 6%
Total Revenue: $M 4,412 4,333 2,882 2,918 2,664 2,876 3,177 3,388 3,617 3,412 3,323 3,359 3,495 3,907 4,148
Revenue Growth: % N / A -2% -33% 1% -9% 8% 10% 7% 7% -6% -3% 1% 4% 12% 6%
Working Capital Metrics:
Days Sales Outstanding (DSO): Days 32 18 34 27 30 28 28 28 28 28 28 28 28 28 28
Days Inventory Outstanding (DIO): Days 63 45 87 65 83 65 60 55 50 45 45 45 45 45 45
Inventory Turns: x 5.8 8.2 4.2 5.6 4.4 5.6 6.1 6.6 7.3 8.1 8.1 8.1 8.1 8.1 8.1
Days Payables Outstanding (DPO): Days 32 15 37 30 38 45 50 55 60 60 60 60 60 60 60
Operating Cycle: Days 95 62 121 92 113 93 88 83 78 73 73 73 73 73 73
Cash Conversion Cycle: Days 63 47 84 62 75 48 38 28 18 13 13 13 13 13 13
NWC (Excl. Cash): $M 451 585 704 268 343 268 223 159 87 31 25 24 25 44 51
Change in NWC: $M 134 119 (436) 75 (75) (46) (64) (72) (55) (6) (1) 1 19 6
Current Ratio: x 2.6 2.3 2.1 1.7 1.9 1.7 1.6 1.7 1.2 1.1 1.1 1.1 1.3 1.5 1.7
Investing:
CapEx: $M 390 235 165 314 358 260 156 125 125 233 308 308 154 156 172
CapEx % Revenue: % 9% 5% 6% 11% 13% 9% 5% 4% 3% 7% 9% 9% 4% 4% 4%
Depreciation: $M 85 130 158 124 103 187 204 218 229 245 260 281 294 141 165
Depreciation % Revenue: % 2% 3% 5% 4% 4% 6% 6% 6% 6% 7% 8% 8% 8% 4% 4%
Net PP&E: $M 1,077 905 943 1,139 1,346 1,419 1,370 1,277 1,173 1,161 1,208 1,235 1,095 1,111 1,117
PP&E Turns: x 4.1 4.8 3.1 2.6 2.0 2.0 2.3 2.7 3.1 2.9 2.8 2.7 3.2 3.5 3.7
Debt Stats:
Total Debt: $M 2,284 2,105 2,569 1,834 2,173 2,235 2,314 2,374 1,991 1,865 1,883 1,908 1,908 1,959 2,004
Cash & Cash Equivalents: $M 593 60 29 62 56 50 119 285 50 50 50 50 190 306 458
Net Debt: $M 954 1,343 1,675 1,247 1,606 1,669 1,603 1,430 1,207 1,104 1,130 1,147 982 871 730
Total Equity: $M 634 368 293 327 217 182 166 178 209 232 243 251 268 380 531
Total Assets: $M 2,918 2,473 2,862 2,161 2,390 2,416 2,480 2,552 2,200 2,097 2,126 2,159 2,177 2,338 2,535
EBIT: $M 187 66 12 (7) 52 40 74 117 146 100 73 68 85 234 298
EBITDA: $M 272 196 169 116 157 229 281 337 377 347 335 351 380 377 466
Net Interest Charge: $M 52 98 107 94 83 112 115 115 114 79 71 72 73 71 71
Effective Interest Rate: % N / A 8.0% 8.7% 6.4% 7.4% 7.6% 7.6% 7.6% 7.6% 7.6% 7.6% 7.6% 7.6% 7.6% 7.6%
Capital Structure:
Total Debt / Total Assets: % 78% 85% 90% 85% 91% 92% 93% 93% 91% 89% 89% 88% 88% 84% 79%
Net Debt / Total Assets: % 33% 54% 59% 58% 67% 69% 65% 56% 55% 53% 53% 53% 45% 37% 29%
Debt Multiples & Interest Coverage:
Total Debt / EBITDA: x 8.4 10.8 15.2 15.8 13.9 9.8 8.2 7.0 5.3 5.4 5.6 5.4 5.0 5.2 4.3
Net Debt / EBITDA: x 3.5 6.9 9.9 10.7 10.2 7.3 5.7 4.2 3.2 3.2 3.4 3.3 2.6 2.3 1.6
Total Interest-Bearing Debt / EBITDA: x 4.5 6.3 8.7 9.6 9.4 6.6 5.4 4.4 2.7 2.7 2.8 2.7 2.4 2.5 2.0
Net Interest-Bearing Debt / EBITDA: x 2.3 6.0 8.6 9.1 9.0 6.4 4.9 3.6 2.6 2.5 2.7 2.6 1.9 1.6 1.0
Interest Coverage:
EBIT / Interest: x 3.6 0.7 0.1 (0.1) 0.6 0.4 0.6 1.0 1.3 1.3 1.0 0.9 1.2 3.3 4.2
EBITDA / Interest: x 5.2 2.0 1.6 1.2 1.9 2.0 2.4 2.9 3.3 4.4 4.7 4.8 5.2 5.3 6.6

Aleris operating model and valuation

  • 1.
    Prepared by AndrewClary [ALERIS OPERATING MODEL AND VALUATION] Solid Player Serving Key Growth Markets for Aluminum Out of restructuring with capital in place to drive greater volume Aleris to strengthen position in building and construction and capture growth in emerging product markets Better debt mgmt expected with increased volumes; better WC mgmt (esp. AP) plausible even without merger Zhongwang acquisition to be completed still – offer price still attractive given strong close of FY16 and solid growth expected going forward Company Profile: Summary Financials & Key Details: Competitive Landscape & Incumbent Customers: Industry Position: 10-Year Revenue Projection: Leadership: Sean Stack (CEO), Eric Rychel (CFO) Headquarters: Ohio, USA Industry: Downstream Aluminum Processing Geographic Reach: 13 facilities in North America, Europe, & Asia Employee Headcount: 1,800 (SG&A) & 3,600 (Operations) Last FY Revenue: 2,664m Last FY EBITDA: 157m Current Ownership: Privately-held by Oaktree- & Apollo-led PE consortium Pending Ownership: Zhongwang (strategic buyer based in China), announced Aug 2016
  • 2.
    Prepared by AndrewClary [ALERIS OPERATING MODEL AND VALUATION] Aerospace Revenues: Auto Market Driven by 11% CAGR in NA ABS Aleris to ship 2.6m metric tons of aluminum to auto customers by 2026 Fcst assumes Aleris holds its current market share in shipments Non-ABS at 56% of aluminum-in-auto market in 2017, 33% in 2026 Strong history of bookings with key NA & Euro customers – Ford, BMW, VW Attractive potential for Al, but automakers’ optimal cost-weight tradeoff is still unclear Key competition from Arconic, Novelis, & Constellium Aleris’s projected revenue from North America and Europe’s automotive & trucking markets assumes 2 main drivers – 1) the overall auto market for sheet and coil aluminum grows at a 10-year CAGR of about 6%, from about 1.99m metric tons (mt) to 3.57m mt and 2) Aleris holds a 9-10% share of the NA and Euro market in terms of shipments. The market should be driven by auto body sheet (ABS) demand, which is expected to see significant growth at ~11% CAGR across both NA and Europe as vehicle manufacturers increasingly seek aluminum to improve Corporate Average Fuel Economies (CAFE) – as regulatory trends tighten, disposable incomes continue to rise, and oil & gas suppliers manage supply. To meet this demand, Aleris has and continues to put into place auto-oriented capital. In 2013, the company opened an automotive-dedicated wide cold mill and annealing facility at its Belgium site, still with excess capacity for growth. In 2016, Aleris continued revamping its Lewisport, Kentucky site with 2 continuous annealing lines, replicating its Belgian ABS expertise and investing nearly $300m over the last 2 years to meet the growing market sector, with another $50m of CapEx expected in 2017. The company plans to begin shipping auto body sheets from the facility in 2017. As Aleris plans to become the leader in North America ABS – and if market growth remains on track – the Lewisport site alone expects to eventually fill added capacity for 0.20m mt per year. The forecast delays the production readiness schedule of part of this capacity and assumes the actual amount will be lower than estimated. Regarding filling that capacity - as auto shipments (ABS, Non-ABS alike) are projected to increase to ~250k mt by the forecast period’s midpoint, the Aleris projection discounts the Lewisport risk in bookings performance (threatened by concurrent expansion of peers such as Constellium into the segment) and the overall ABS aluminum market (threats ranging from increased Asian aluminum exports to environmental de-regulation). While the 2017-2025 CAFE standards remain intact for now, Trump Administration policies could adversely affect demand for light-weight materials through the forecast period. Additionally, competing low-cost metals and composite materials (e.g. high-tensile steels and reinforced polymers) could hamper Aleris’s ABS prospects. VW and Ford, both key auto customers, indicated strong preference for high-strength steels over aluminum since aluminum sheets cost almost 3x as much as conventional steel. Moreover, amid rising interest rates, tighter auto credit standards, and increasing auto loan delinquencies and losses, auto makers may not be able to rely on easy auto credit to support demand and ease pressure to design on cost; as they have since 2009. Instead, the auto credit environment may pressure automakers to favor cost over weight and fuel efficiency in order to sustain margins as passing costs to consumers will be difficult without attractive financing options. On the other hand, reduced China exports for both raw and processed material – resulting from expected Bauxite mine closures in the area 2.55m to 7.42m mt (4.25m mt likely, ~9% of China’s total capacity) – should help revenue potential, both price and quantity. Even so, over the long term, many automakers plan to decrease the mass of next-generation vehicles by up to 30%. And since ferrous metals compose on average about 75% of vehicle mass while aluminum and other non-ferrous materials compose under 20% – there appears to be meaningful opportunities for aluminum to replace standard metals on auto BOMs. The rate of EV infrastructure build-out in NA and Europe will also be an important driver of demand for aluminum in automobiles. Ultimately – with ABS mark-ups and raw materials coming in at the higher end of projected LME spots and Midwest / Rotterdam premiums – the auto market is expected to contribute a growing portion of Aleris’s revenue base, reaching $1.17b by 2026 at a CAGR of 7.7%. Revenue Build, 2017 – 2026: Auto & Truck Revenue:
  • 3.
    Prepared by AndrewClary [ALERIS OPERATING MODEL AND VALUATION] Aerospace Revenue: Aleris serves the aerospace market with composite aluminum plates for aircraft wings, fuselage/shells and other metal structures and finishes. Expected to increase from 2.8m mt in 2017 to 3.4m in 2020 (with about 2k mt of aluminum per average aircraft, compared to an average aircraft weight of ~70k mt), the aerospace market (proxied by Boeing and Airbus) offers a key growth area for Aleris in the first half of the forecast period. Narrow-bodies such as the A320 and 737 are expected to continue to lead the growth as aircraft makers deliver on strong backlogs and book new orders from airlines and aircraft lessors as airlines build out networks in key growth regions and low-cost carriers drive greater market share. Additionally, previous excess plate inventory held by aircraft makers – which significantly affected FY14 – has dwindled down and the growth in shipments in FY15 and 16 matched the periods’ build rates, positioning Aleris to benefit from new aircraft demand going forward. Airbus & Boeing Deliveries to Peak in 2020 Delivery cycle to peak in 2020 with ~1,794 wide & narrow bodies Fcst assumes Aleris holds its current market share in shipments Market’s baseline mix of wide & narrow body aircraft to stay relatively constant; tilt toward narrow body through expansion, wide body through contraction Bookings with key NA & Euro customers – Airbus, Boeing, Bombardier Key competition from Arconic, Constellium, AMAG, & Kaiser Aerospace Revenue: Aleris serves the aerospace market with composite aluminum plates for aircraft wings, fuselage/shells and other metal structures and finishes. Expected to increase from 2.8m mt in 2017 to 3.4m in 2020 (with about 2k mt of aluminum per average aircraft, compared to an average aircraft weight of ~70k mt), the aerospace market (proxied by Boeing and Airbus) offers a key growth area for Aleris in the first half of the forecast period. Narrow-bodies such as the A320 and 737 are expected to continue to lead the growth as aircraft makers deliver on strong backlogs and book new orders from airlines and aircraft lessors as airlines build out networks in key growth regions and low-cost carriers drive greater market share. Additionally, previous excess plate inventory held by aircraft makers – which significantly affected FY14 – has dwindled down and the growth in shipments in FY15 and 16 matched the periods’ build rates, positioning Aleris to benefit from new aircraft demand going forward. A key driver through the forecast period, the Asian market offers a bottom-up opportunity for Aleris’s customers that the company is well-situated to continue to serve through its Zhenjiang, China plant. Over the last decade, Asia has experienced low airport capacities and rising traffic. In 2013, the continent experienced the lowest airport capacity at 0.22 airports per million people (compared to a low of 0.30 for Africa and high of 2.53 for North America) with the second highest average annual passenger traffic per airport at 1.75m passengers served (compared to a low of 0.25 for Africa and high of 2.51 for the Australia-South Pacific region). Considering Asia’s degree of airports operating near or above capacity – leading to only 57% of flights from Asia departing on time in 2013 – plus high barriers to entry for competing modes of transportation (geographic and cost challenges for rail for example), there appears strong opportunity for new investment in infrastructure and aircraft. In the pipeline, China plans to build almost 100 airports over the next 5 to 15 years to meet demand from the country’s growing middle class; India plans at least 60. Amid plans for new construction, mega-hub projects in East and South East Asia and the Middle East – such as Al Maktoun Intrl, Beijing Daxing Intl, Hong Kong’s 3-Runway System, and Changi’s East add-on – expect to be completed in the next decade. With increased airport investment, airlines are expected to fill out the added infrastructure with new orders. The new demand from Asia should support the market as presently large backlogs for North America and Europe are delivered in the next several years, then becoming the foundation of the market when North American and European fleets peek and demand drops off. The Aleris forecast discounts the still uncertain degree of aircraft investment in Asia, thereby accentuating the impact of the aircraft construction cycle in North America and Europe projected in 2021. The forecast also assumes the ratio of narrow to wide bodies that Aleris serves remains relatively constant throughout the period, tilting toward narrow bodies during the forecasted market expansion and wide bodies during the contraction. Under this thesis, Aleris’s revenue from the aerospace market should grow at a CAGR of 11% until 2020 and decline thereafter until 2024 at a CAGR -11%, ultimately booking a total of $4.1b in sales through 2026.
  • 4.
    Prepared by AndrewClary [ALERIS OPERATING MODEL AND VALUATION] Building & Construction Revenue: In 2016, Aleris shipped about 194k mt of aluminum to the North American building and construction (B&C) market for roofing, rainware, siding, and structures. Driven by new residential construction, Aleris plans to ship almost 500k mt by 2018 if the company holds its leading US market share and expected new housing starts remain on track. The National Association of Home Builders predicts almost 2.6m new housing starts between single and multifamily housing units in the US by 2018. Beyond 2018 – and heavily dependent on macro trends (e.g. consumption/savings, interest rates, demographics) as well as micro (home prices, inventories) – Aleris’s B&C revenue is modeled on new housing starts, calibrated with forecasts for housing supply & demand (absorption and new completions, barring homoscedasticity) and interest rates (30-year mortgage). Using quarterly Fed-Reserve, St. Louis data from 1974 to 2017, the models (single family & multifamily) yield R-squared values of 0.8 and 0.4 respectively and p-values under 0.05 for each coefficient. Under the models’ assumptions, new housing starts are projected to grow at a CAGR of ~1.6% from 2016 to 2026, with cycles peaking in 2019 at ~1.33m starts and again in 2026 at ~1.39m starts and “troughing” in 2023-24 at ~1.13m starts. If aluminum consumption per unit ranges from ~0.75 to 1 metric ton and if Aleris gains US B&C market share in the range of 6 percentage points by 2020 (as peers focus on higher-growth and margin areas and Aleris leverages it already strong market position), then the company may expect its segment revenues to grow by a CAGR of 4% until 2026, from $637m in FY16 to ~$920m in FY26 (194k mt, 282k mt respectively). Other Revenue: Revenue from other markets (metal distribution, consumer durables, heat exchangers/HVAC, etc.) is heavily dependent on GDP but is projected as a flat 66% (5-year avg) of revenue identified from the auto, aerospace, and B&C markets, then rises to 68% or closer to its recent average rate. New Housing Starts to Grow at 1.6% CAGR until 2026 Key relationships with Ply- Gem, Gentek, and OmniMax, among others with strong developer & contractor relationships Aluminum to continue to gain market share in new commercial construction with increased adoption of LEED standards Aleris B&C shipments to peak in 2026 at 282k mt, up from 194k mt in 2016 Key B&C competition from Arconic, Novelis, JW, & Jupiter Other Revenue projected at 66-68% of Auto, Aero, & B&C sales
  • 5.
    Prepared by AndrewClary [ALERIS OPERATING MODEL AND VALUATION] Expense Build, 2017 - 2026: Cost of Goods Sold: COGS are driven primarily by material costs from smelters (dependent heavily on supply and LME prices), labor and process complexity, and natural gas and electricity costs to run mills and annealing lines. However, material costs in the projection are assigned based on expected material margins. Projects serving the auto and aero markets are expected to be marked up higher on material, arising from demand value-added processing. The projection also assumes Aleris wins higher margin projects going into the future. Overall, gross margins remain relatively flat, improving at the end of the period due to mix. Operating Expenses: OpEx is forecasted via total headcount, which rises over the first 2 years and again in the last three years. Inflation of SG&A costs is forecasted under inflation of 2% per year. Ultimately, operating margins remain in range with historicals, rising in the final 2 years driven by mix of shipments and offset partially by increased SG&A. The interest accrued below EBIT is expected to be higher than in the previous 2 years but remain relatively flat even as rates are expected to rise over the forecast period, implying improved debt management and LT borrowing terms as the company improves its interest coverage. Additionally, the projected interest rate in the operating assumptions is slightly higher than the marginal pre-tax cost of debt applied in the valuation model, which takes a simple average of the company’s revolver rate, its recently-issued LT rates, and the expected terms given its recent Moody’s rating. Total 10-Year GM / OI Fcst at 11.3% / 3.5% Gross and EBIT margin % - in line with historicals Shipments to “Other” markets to drive gross margins in final fcst year Wgt avg GM% at ~11%, compared to 5-yr high and low of 11% and 7% Wgt avg OI% at 3.5%, compared to 5-yr high and low of 4.2% and (0.3%)
  • 6.
    Prepared by AndrewClary [ALERIS OPERATING MODEL AND VALUATION] Balance Sheet & Cash Flow Statement Drivers & Assumptions: Key Working Capital Items: Accounts Receivable: AR is projected with annual revenue and DSO for the period. DSO is estimated to be 28 throughout the forecast period, reflecting the company’s 5-year historical average (low of 18 days, high of 34). Inventories: Inventory is projected using total COGS and DOH for the period. Inventory days are estimated to start at 65 (~5.5 turns) in FY17 and decrease to and remain at 45 (~8x) by FY21, dependent on operational improvements (e.g. managing its supply chain, reducing production times, and managing excess). 65 days reflects the firm’s historical 5- year median (low of 45, high of 87, average of 68). FY13,14 from Morningstar (does not match 10-K exactly). Accounts Payable: AP is forecasted using COGS and DPO for the period. While the projected DPO trend is aggressive – starting at 45 days in FY17 (up from 38 in PY) and rising to 60 by FY20 – strategic supplier renegotiations may help bring DPO up from a 5-year company average of 30 to the industry average of ~55 days per Morningstar’s available annual data for 5 comps (high of 70 for Novelis avg, low of 24 for Kaiser avg). Other Operating Assets & Liabilities: Other Current Assets: Other Current Assets are projected as a % of OpEx, held constant 93% of OpEx – reflecting historical trends corrected for distortion caused by unusually high Other Current Assets in FY13 & 14 due to holding assets for disposal in this account. Accrued Liabilities: Accrued Liabilities are also projected as a % of OpEx, held constant 93% of OpEx – a 5-year historical average. Other Current Liabilities: Other Current Liabilities too are projected as a % of OpEx, using a recent historical average of 57% of OpEx. CCC Achieves LT Stride of 13 Days by FY21, Down from 75 in FY16 – Driven by Inv & AP Mgmt Operating cycle – 113 days (FY16), 73 (FY21) Fcst assumes mgmt wins more favorable credit terms from suppliers – from 30 days to 60 by FY20 (industry at ~55)
  • 7.
    Prepared by AndrewClary [ALERIS OPERATING MODEL AND VALUATION] CapEx & Depreciation: CapEx: Over the last 5 years, Aleris has invested almost $1.5b. ~$300m in FY15 and 16 supported a cold mill and 2 annealing lines at the Lewisport plant - $50m in FY17 to complete the project - adding ~200k mt of annual capacity, which the projection assumes is just delayed slightly. The shipment forecast also assumes an avg of 190k mt of annual shipments more than if shipments remained flat at FY16 levels – which were at their highest since the FY14 recycling divestiture, along with high growth CapEx – implying primarily maintenance CapEx is necessary in the forecast period while still achieving growth – since the Lewisport investment already covers the shipment forecast over this period. Accordingly, total projected CapEx declines until 2020, reflecting mainly maintenance CapEx while revenue during the pevriod is driven by prior growth investment (Asia, Kentucky, etc.). However, as ABS operations crowd out other production at the Lewisport facility, further investment from FY21 to 23 may be required to bolster secondary North American plants and to relieve strained capacities (reaching 90%), which the company seeks to maintain in the 70 to 80% range in anticipation of supporting future growth (which is in line with the Fed’s short- and long-term industrial manufacturing capacity index ~78%). These growth investments will be in larger physical assets, which carry longer depreciable lives on average as depicted in the schedule. Key notes: Aleris’s estimated annual maintenance CapEx levels fall in the $100 - 120m range, and production-ready capacity added by growth CapEx is expected to trail by ~1 year on average. CapEx to Peak in FY22/23 at ~$310m to Support Capacity Expansions CapEx to drive capacity ahead of top line growth Maintenance levels at ~$120m annually Depreciation driven by existing PP&E and maintenance during fcst period Growth CapEx totaling almost $800m over fcst period
  • 8.
    Prepared by AndrewClary [ALERIS OPERATING MODEL AND VALUATION] Depreciation: Depreciable lives of PP&E fall in the range of 2 to 33, depending on asset type. The blended average useful life of existing Net PP&E is assumed to be ~8 years. Thus, 13% of Net PP&E existing by FY16 is depreciated per year for 8 years, composing the majority of depreciation until FY21 and continuing to boost depreciation until FY24. As investments in PP&E between FY18 and 20 and after FY24 are forecasted primarily as maintenance CapEx, the average useful life of CapEx in those periods is assumed to be shorter while heavy growth CapEx (in land and new buildings) is assumed to carry longer average depreciable lives (reaching 20 years in FY22). Reflecting historicals, almost 90% of depreciation lies above the gross profit line. Deferred Tax Assets & Liabilities: Deferred Tax Assets: DTA net valuation allowances (allowance assumed to be high at 90% for NOL DTAs, lower for other DTAs) totaled $88m at the end of FY16. DTAs attributable to NOL carry-forwards totaled $235m, implying an off- balance sheet gross NOL balance of ~$600m (tax rate of 39%). The DTA projection assumes that pre-tax losses in years 1 and 2 add to the company’s NOL balance, with no taxes to be paid out. Upon achieving positive pre-tax income – such as in years 3-6 and 8-10 – the company then draws down its NOL balance to avoid paying taxes until the NOL balance is exhausted. By year 10 (FY26), Aleris is projected to hold $0 NOLs but still a non-NOL DTA balance of $65m. The forecast assumes $42m of DTA is created altogether, and that $65m of DTA is exercised during the forecast period. Deferred Tax Liabilities: Regarding DTL, Aleris is projected to payout the $3m liability in year 3, when Aleris is pre-tax positive. Intangibles: Intangible Assets: Intangibles end FY16 at ~$37m. With an average intangible life of 17 years by the end of the period, amortization is assumed to be ~$2m per year. The projection assumes that no additional intangible assets are acquired or created. Interest-Bearing Debt: Long-Term Debt: While the company is capitalized with both short-term and long-term debt, the forecast consolidates the relatvely minimal outstanding credit revolver into long-term debt for simplicity’s sake. The operating model assumes that 1) Aleris’s minimum operating cash need is $30m 2) its minimum excess cash reserve is ideally a $20m buffer and 3) that the company will raise debt (either drawing from its open facilities or issuing new notes) so that its cash balance is at least $50m every year. Though the business grows its asset base, the minum operating cash need is not assumed to increase over the forecast period. By this method, and depending on the annual cash flow forecast, the firm is projected to raise $76m (FY17), $295m (FY20), $470m (FY21), $56m (FY22), and $48m (FY23). Per management, the firm is expected to repay almost $1.5b by FY24, with large principal amounts becoming due in FY20 and 21. The company maintains an average Net Debt to Total Assets ratio of 51% through the forecast period, compared to a 5- year historical average of 54%. With total interest forecasted at 7.6% throughout the period (assuming mix of debt products and rates remain within the current range compared to a rising market), interest coverage should remain low and in line with historicals at an avg of 1.5x, up from 5-year avg of 1x. Net Debt multiples (of EBITDA) also decline over the forecast period, averaging 3x and helping the firm to get cheaper debt. DTA Saves $65m Over Fcst; $65m Remains, No NOLs DTA driven by NOLs DTA saves $65m in taxes over fcst period Debt issuance decisions driven by FCF and minimum cash on hand target Interest coverage improves by 50%; debt multiples also projected to improve and reduce cost of debt compared to rising rate environment
  • 9.
    Prepared by AndrewClary [ALERIS OPERATING MODEL AND VALUATION] Valuation (DCF Base Case Point Estimate): Assumption Testing (Brief Take): Under the August debt situation (net debt of ~$1.2b around time of M&A announcement), bullish revenue assumptions more in line with mgmt’s (greater revenues weighted earlier on) and bearish operational assumptions in terms of working capital mgmt (e.i. forecasting DPO and DOH at historical company averages, instead of industry averages), Zhongwang’s offer premium is still in the range of 20%. DTA model used in DCF is affected by the financing assumptions from the operating model. Please see next page for cost of capital and terminal value sensitivity. Zhongwang Offer of $1.1b Implies ~20% Premium to Current Equity Valuation March cash assumed to be all non-operating Pensions funding assumed within assets, no deficit despite large liability Terminal value is ~55% of total value Terminal growth at 1% off of FY26 FCF fcst Higher risk-free used in CAPM than current rates No PrivCo discount applied
  • 10.
    Prepared by AndrewClary [ALERIS OPERATING MODEL AND VALUATION] Cost of Capital Inputs: Sensitivity (EV contingent on WACC & Terminal Growth): DCF Cash Flows Driven by Non-Cash Adjustments Mid-year convention applied based on Jul 5, 2017 valuation date Comps chosen for size, geography, industry, and markets; only 3 used under consideration of time Aleris valued with capital structure of public comps Moody rating of B3, but spread assumed higher than implied due to low coverage ratios; simple average used to find marginal cost of debt
  • 11.
    Prepared by AndrewClary [ALERIS OPERATING MODEL AND VALUATION] Income Statement Projection:
  • 12.
    Prepared by AndrewClary [ALERIS OPERATING MODEL AND VALUATION] Balance Sheet Projection:
  • 13.
    Prepared by AndrewClary [ALERIS OPERATING MODEL AND VALUATION] Cash Flow Statement Projection:
  • 14.
    Prepared by AndrewClary [ALERIS OPERATING MODEL AND VALUATION] Key Performance Indicators (KPIs): Historical Forecasted Ratio Analysis: Units FY12 FY13 FY14 FY15 FY16 FY17 FY18 FY19 FY20 FY21 FY22 FY23 FY24 FY25 FY26 Operating Margins: Material Margin: % N / A N / A N / A N / A N / A 26% 27% 27% 28% 28% 28% 28% 29% 27% 29% Gross Margin: % 11% 7% 9% 7% 11% 10% 10% 11% 11% 11% 10% 10% 11% 14% 15% Operating Margin (EBIT): % 4% 2% 0% 0% 2% 1% 2% 3% 4% 3% 2% 2% 2% 6% 7% D&A % Revenue: % 2% 3% 5% 4% 4% 7% 6% 6% 6% 7% 8% 8% 8% 4% 4% EBITDA Margin: % 6% 5% 6% 4% 6% 8% 9% 10% 10% 10% 10% 10% 11% 10% 11% Total Shipments: kMT 1,975 1,949 794 822 813 878 969 1,034 1,104 1,041 1,014 1,025 1,067 1,193 1,266 Shipment Growth: % N / A -1% -59% 4% -1% 8% 10% 7% 7% -6% -3% 1% 4% 12% 6% Total Revenue: $M 4,412 4,333 2,882 2,918 2,664 2,876 3,177 3,388 3,617 3,412 3,323 3,359 3,495 3,907 4,148 Revenue Growth: % N / A -2% -33% 1% -9% 8% 10% 7% 7% -6% -3% 1% 4% 12% 6% Working Capital Metrics: Days Sales Outstanding (DSO): Days 32 18 34 27 30 28 28 28 28 28 28 28 28 28 28 Days Inventory Outstanding (DIO): Days 63 45 87 65 83 65 60 55 50 45 45 45 45 45 45 Inventory Turns: x 5.8 8.2 4.2 5.6 4.4 5.6 6.1 6.6 7.3 8.1 8.1 8.1 8.1 8.1 8.1 Days Payables Outstanding (DPO): Days 32 15 37 30 38 45 50 55 60 60 60 60 60 60 60 Operating Cycle: Days 95 62 121 92 113 93 88 83 78 73 73 73 73 73 73 Cash Conversion Cycle: Days 63 47 84 62 75 48 38 28 18 13 13 13 13 13 13 NWC (Excl. Cash): $M 451 585 704 268 343 268 223 159 87 31 25 24 25 44 51 Change in NWC: $M 134 119 (436) 75 (75) (46) (64) (72) (55) (6) (1) 1 19 6 Current Ratio: x 2.6 2.3 2.1 1.7 1.9 1.7 1.6 1.7 1.2 1.1 1.1 1.1 1.3 1.5 1.7 Investing: CapEx: $M 390 235 165 314 358 260 156 125 125 233 308 308 154 156 172 CapEx % Revenue: % 9% 5% 6% 11% 13% 9% 5% 4% 3% 7% 9% 9% 4% 4% 4% Depreciation: $M 85 130 158 124 103 187 204 218 229 245 260 281 294 141 165 Depreciation % Revenue: % 2% 3% 5% 4% 4% 6% 6% 6% 6% 7% 8% 8% 8% 4% 4% Net PP&E: $M 1,077 905 943 1,139 1,346 1,419 1,370 1,277 1,173 1,161 1,208 1,235 1,095 1,111 1,117 PP&E Turns: x 4.1 4.8 3.1 2.6 2.0 2.0 2.3 2.7 3.1 2.9 2.8 2.7 3.2 3.5 3.7 Debt Stats: Total Debt: $M 2,284 2,105 2,569 1,834 2,173 2,235 2,314 2,374 1,991 1,865 1,883 1,908 1,908 1,959 2,004 Cash & Cash Equivalents: $M 593 60 29 62 56 50 119 285 50 50 50 50 190 306 458 Net Debt: $M 954 1,343 1,675 1,247 1,606 1,669 1,603 1,430 1,207 1,104 1,130 1,147 982 871 730 Total Equity: $M 634 368 293 327 217 182 166 178 209 232 243 251 268 380 531 Total Assets: $M 2,918 2,473 2,862 2,161 2,390 2,416 2,480 2,552 2,200 2,097 2,126 2,159 2,177 2,338 2,535 EBIT: $M 187 66 12 (7) 52 40 74 117 146 100 73 68 85 234 298 EBITDA: $M 272 196 169 116 157 229 281 337 377 347 335 351 380 377 466 Net Interest Charge: $M 52 98 107 94 83 112 115 115 114 79 71 72 73 71 71 Effective Interest Rate: % N / A 8.0% 8.7% 6.4% 7.4% 7.6% 7.6% 7.6% 7.6% 7.6% 7.6% 7.6% 7.6% 7.6% 7.6% Capital Structure: Total Debt / Total Assets: % 78% 85% 90% 85% 91% 92% 93% 93% 91% 89% 89% 88% 88% 84% 79% Net Debt / Total Assets: % 33% 54% 59% 58% 67% 69% 65% 56% 55% 53% 53% 53% 45% 37% 29% Debt Multiples & Interest Coverage: Total Debt / EBITDA: x 8.4 10.8 15.2 15.8 13.9 9.8 8.2 7.0 5.3 5.4 5.6 5.4 5.0 5.2 4.3 Net Debt / EBITDA: x 3.5 6.9 9.9 10.7 10.2 7.3 5.7 4.2 3.2 3.2 3.4 3.3 2.6 2.3 1.6 Total Interest-Bearing Debt / EBITDA: x 4.5 6.3 8.7 9.6 9.4 6.6 5.4 4.4 2.7 2.7 2.8 2.7 2.4 2.5 2.0 Net Interest-Bearing Debt / EBITDA: x 2.3 6.0 8.6 9.1 9.0 6.4 4.9 3.6 2.6 2.5 2.7 2.6 1.9 1.6 1.0 Interest Coverage: EBIT / Interest: x 3.6 0.7 0.1 (0.1) 0.6 0.4 0.6 1.0 1.3 1.3 1.0 0.9 1.2 3.3 4.2 EBITDA / Interest: x 5.2 2.0 1.6 1.2 1.9 2.0 2.4 2.9 3.3 4.4 4.7 4.8 5.2 5.3 6.6