Hello everyone, and thank you for joining the Kingspan investor update call. My name is Claire and I will be coordinating you r call today. During the presentation, you can register a question by pressing star followed by one on your telephone keypad. If you change your mind, please press star followed by two on your telephone keypad. Now I would like to hand over to David O'Brien, Head of Investor Relations at Kingspan to begin. Please go ahead. Good evening everybody. It is David O'Brien here, Head of Investor Relations. Thanks for joining us at reasonably short not ice. I am joined today by Gene Murtagh, CEO, and Geoff Doherty, CFO. In a moment, Gene is going to take you through the slides reasonably quickly, and then we will hand over to Q&A. All told, do not really expect to go on much longer than 15 minutes or so. When we move to questions, if you could limit yourselves to two per person, we get through it quickly. With that, I will hand you over to Gene. Great. Thank you, Dave, and welcome everybody. If we could move to slide number two here. So in essence, today we have agreed to acquire a business called BMC Manufacturing, which is an Ireland-based business for the time being, but supplying worldwide in a very fast-growing sector of the data centers. It is a business that has been built over many years by Brendan and his team. In more recent years it has focused very significantly on the data center opportunity and well in excess of 95% of revenues derived from that sector now. The business has been acquired for a n initial consideration of EUR 850 million, which is made up of EUR 600 million in cash and EUR 250 million of new Kingspan shares, which will be issued. The primary product that the business produces and the one where we can get most significant global leverage is a product called PDCs, Power Distribution Cabinets. I will show you later on just exactly where that is positioned in our space, and how it is such a very natural next addition for the Advnsys business within Kingspan. The deal itself, from a financial perspective, is obviously attractive. In reality, by the time we get this done, it is going to be into the fourth quarter. So all going well, we expect some contribution this year, but clearly the lion's share of it into 2027 and beyond. So the first full- year multiple looks like around 5x EV/EBITDA. That is based on both a significant backlog and a very compelling pipeline of opportunity that Brendan and his team have been focused on even in the absence of Kingspan so far. The deal is significantly EPS accretive from the get-go. Geoff will take you through that shortly. And year one return on capital will be well in excess of 20%. Just on slide three then. Some of the numbers here I have already talked about, but in terms of our playbook and how we operate, naturally, BMC has been extremely successful in its own independent right. We intend to clearly add some horsepower to that whole effort worldwide, and part of that comes from our relationships with the key hyperscalers and colos around the world. And also our ability to expand our manufacturing presence at some pace, which we have already demonstrated in the Advnsys business and beyond in the wider Kingspan Group. A lot of the opportunity facing the business is not surprisingly in North America. Right now, the business is manufacturing in a number of premises in Dublin, in Ireland, and about to move into an even more significant facility close by outside Dublin. And still the lion's share of the manufactured product out of these facilities will be heading abroad, and obviously most significantly to the U.S. We have recently commissioned a facility within the Advnsys business in Glasgow, Kentucky, in the U.S. And there is a facility essentially right next door to this that we would be intending to convert to a BMC Manufacturing facility as fast as we possibly can. But in reality, that will take us through most of 2027 to actually get that up and running and then obviously producing product out of it in 2028 as we expand the product range and the customer base in North America. There is also an earn out aspect to the deal as well, EUR 50 million, which would take the total consideration up to EUR 900 million. And that is based on the achievement of an average EBITDA over the next three years of EUR 250 million. From a debt perspective, immediately 1.9x is where it leaves us. Obviously, comfortable from the limits that we set ourselves. And assuming we do nothing else and drive the thing for cash during 2027, that takes us to just over 1x at the end of 2027. Everything looking healthy from that side. On slide three and five, these are kind of key to just, if you like, address people's understanding of where this fits with us. Like we have been developing up through the white space into what we would call light gray at this stage. And the PDC product itself really does take us kind of into that borderline territory. And on slide five, people always ask us what is it that we do or provide through Advnsys and into data centers? And that is it in a nutshell on slide five, where you see we literally began at the floor level through Tate access floors in the U.S. and Hewetson in the U.K. to the structural ceilings and now obviously everything in between. So it is a modular HAC unit that has got air management integrated, liquid cooling integrated, cable management, et cetera. And where you can see there just on the bottom left of the graph is where you see the PDC itself, which is literally bolted onto the HAC and obviously a very natural next step for us as a business. From a share of wallet perspective, which is like there are three areas that we find highly attractive in the general Advnsys space. One is it is clea rly a hugely growing sector, data in its own right, data, AI, technology, et cetera. Our market share is still tiny if you take a world view of the opportunity. That is an area where we are growing. In terms of share of wallet, that has been a critical area of focus for us, that when we have got the audience with the customer, we essentially try and sell to them as much as possible. From a share of wallet perspective per MW, it has been growing very rapidly over the last few years. We a re up at around $500,000 per MW of opportunity from our current offering, and literally, this product doubles that to about $1 million, assuming naturally we can execute and make that work. On slide six, the strategic rationale here, I think is very straightforward. We have a very solid track record of execution right across our businesses, but clearly in this sector as well. In terms of technology readiness, this is fully aligned to next generation data center power specs and requirements, and also the move to 800V, if anything, actually becomes an even bigger opportunity for the BMC business and its product set. A very interesting dimension to all of this, which is not something either Kingspan or Advnsys has been exposed to in the past, is the obsolescence oppor tunity. In practice, these products will work for approx. 20 years. But in reality, things move on, computation requirement moves up, ener gy density moves up, et cetera. In practice, probably the obsolescence period for these products is in or around five years, which opens up obviously a critical and very attractive replacement opportunity over time. Again, extremely interesting for Kingspan. Just finally on slide eight, I will just take you to what it means for the overall group. We have clearly been growing at a significant pace for, well, a very long time now. Assuming our plans for this business in 2027 happen, which we would be highly confident they will, it should take group EBITDA to around $1.78 billion and group trading profit to about $1.47 billion. I would stress this is obviously very significant organic growth of the BMC business itself in 20 27, growing EBITDA from approx. 90- 180 or potentially even more, and that is all organic growth in advance of the horsepower we will put behind this in 2028, 2029 and beyond. It is worth pointing out here, just even if you look at the recent five or six years. In 2020, our EBITDA as a group was just about $600 million. Assuming we achieve this target next year, in that relatively short six or seven years, Kingspan Group's EBITA and EBITDA will have both grown by 300%. That is it in a nutshell. We would be delighted to take your questions. Thank you. To ask a question, please press star followed by one on your telephone keypad now. If you change your mind, please press star followed by two. When preparing to ask your question, please ensure your device is unmuted locally. to allow everyone the opportunity to address the management team, we kindly ask that you please limit yourself to two questions. Our first question comes from Shane Carberry from Goodbody. Your line is open, Shane. Please go ahead. Hi. Thanks, guys, and thanks for the presentation. I will just stick to one in the interest of time. Could I just dig a little bit further into the geographic expansion of this business? Obviously, Gene, you mentioned there in the pre sentation about the new facility in Kentucky. How should we think about the expansion here? Will it be existing data facilities that you will be expanding and bringing the BMC product in? Will it be BMC sites specifically? And how does that work in terms of the product that BMC are already shipping from their current facilities? Just how I should think about all that would be really helpful. Yeah. Thanks, Shane. The facilities will be bespoke to the assembly of PDCs under the BMC brand. Increasingly, we are going to launch a Tate Power brand around the world as well. I think our preference would be to have th ese close or alongside existing Advnsys facilities around the world. It does not necessarily have to be. It can be a product sale or it can be a package sale. It is flexible on that front. But obviously the opportunity worldwide is huge. The business is already serving some demand in Asia. As that grows, and obviously as the North American opportunity grows, I think we will just be expanding physically facilities, PDC dedicated, close by the Advnsys premises as well. Okay. Understood. Thanks, Shane. Thank you. Our next question comes from Flor O'Donoghue from Davy. Your line is open. Please go ahead. Thank you. Just a couple from me. Firstly, just wondering whether BMC, is there a kind of a customer cohort they do not currently deal with that Advnsys does? Are they missing some hyperscalers or some of the bigger colos, et cetera? Is that something you will be able to put them in front of now under Kingspan ownership? Yes is the answer to that, Flor. Naturally, BMC have relationships with customers we do, as you would expect. But I think obviously our global presence, and really our kind of 25-year experience in the Data Solutions segment alread y means we understandably would have a lot more relationships. Therein lies the beauty of it all. That it is BMC's capability as technology and our scalability is where this all really comes together. Okay. Great. Second one, just more on the finance side. The kind of target of doubling EBITDA next year. Just to understand that, is that going to be based on a kind of a doubling in revenues as well, or will it be kind of helped by marg in instead? Just to think about what we should be doing in terms of 2027. Yeah, Geoff will take that for you there, Flor. In very broad terms, Flor, you can model a little over EUR 600 million of 2027 sales, and EUR 170 million of trading profit. Still very strong trading margins into 2027. Sure. Thanks, Geoff. Thanks, Shane. Thanks. Well done. Thank you. Our next question comes from Alexander Craeymeersch from Kepler. Your line is open. Please go ahead. Hey, thank you for taking my questions. I mean, clearly you are moving into power management, away from thermal and air management here. I am just wondering whether this is also the direction you want to go in the future and you want to continue to go into space doing acquisitions. Then the second question I have is really on the multiple. Obviously, a multiple of around 5x- 6x 2027 estim ates. Can you square this why the seller sort of accepted it? Is it because there were capacity issues or something like that? Then maybe if I can squeeze a third one in there, is there a lockup on the shares that are issued? Thanks. Okay. We will take that in reverse. There is a lockup of two years post-close on the shares. That might kind of answer your middle question, and that is about as far as I would go on that. Then the other piece. I guess we are certainly not moving away from thermal. In fact, we are at the very, very early stages of growth and expansion on the thermal side. So we are really after maximizing the ful l solution that we can offer, rather than moving in any particular direction. So we see it as an enhancement of our offering to our customer base rather than a move in any direction. Yes, you can take it that we will continue to bolt on and expand technologies onto our offering for as long as our customers demand that from us. We are in a strong position to be able to take this wider portfolio of solutions to the hyperscalers and colos and others. So it is an evolving piece, very exciting, and I would say many more steps to come as well. Yeah. Can I press a bit on the multiple here? Because it- We will talk offline, Alex. We have got to get everybody on for a question. We will talk offline. Okay. Thanks. Thank you. Our next question comes from Julian Radlinger from UBS. Your line is open. Please go ahead. Yeah. Thanks very much, guys. Could I just get a little bit more help, please, with the accretion math? First of all, did I just hear that correctly? EUR 170 million trading profit next year on EUR 180 million EBITDA. That does not seem like there is a big difference. Maybe you can help out with D&A. And will there be any PPA, and just maybe an idea of sort of the interest costs would be great to get a sense for the overall EPS accretion, if possible. Thank you. Yeah. Absolutely. Yeah. I am happy to take that, Julian. Going down the income statement, yeah, approximately EUR 180 of EBITDA. Depreciation is approximately EUR 10 million, so that bridges to the EUR 170 million of trading profit. The interest cost directionally will be about EUR 30 million on a full- year basis. We intend to issue a public bond to fund this. The effective tax rates will be broadly at the existing group average, which is 16.5%. The amortization in terms of the intangible of the order of EUR 50 million, there or thereabouts, the non-cash amortization charge. If you run all of that through the numbers, it is approximately EUR 0.38 of earnings on a full year basis, if you do the maths on that. That is including the small dilution from the new shares? That is net of the small dilution and also the non-cash amortization charge is within that. Okay, super. My other question was just on the 2027 outlook, which you are suggesting is very much locked in, basically, right? In terms of order book. Is it order book or is it a pipeline? Is there a lot of wiggle room there? Could it be a lot better? Could it be a little bit worse? How sure are we about that number? I would be inclined to take the one we gave you. It is a blend. It is not entirely locked in. Nothing ever is. You can take it that there is a very strong backlog and then a pipeline that is almost as good as, but POs have not been issued. So we would have a lot of confidence around the delivery of that number for next year. Like I said, this is before we really get our shoulder behind the wheel and take this thing more global. Wonderful. Thank you very much, gentlemen. Thanks, Julian. Thank you. Our next question comes from Ephrem Ravi from Citigroup. Your line is open. Please go ahead. Thank you. So two quick questions. Firstly, apologies for going back to the funding. On the conference call on Friday, you mentioned you are not planning any equity, but obviously there is some equity component to it. Given the attractive multiple, I take it that it is because the sellers wanted to participate in the upside. Would that be a correct sort of interpreta tion of that aspect? Secondly, in terms of the obsolescence point, which you mentioned earlier, it was very interesting. So what percentage of your Data Solutions business today is refurbishment slash sort of replacement? What could you see it sort of in three years or? Thank you. Okay. So actually to date, very little. The sector is so young itself, and the buildings are so recent and so modern. A very tiny part of our business would be remodeling so far. We see that clearly as being a much more attractive opportunity longer- term. Then just on the dilution piece, I will take that because I made the point myself. That was clearly meant in the c ontext of any significant share issuance or dilution, which once again, I can tell you is absolutely not in the offing. Bear in mind, we still have a share buyback program, which we may or may not use to repurchase this stock. So like in all, we are talking here about little over 1% dilution. That was not really what we were trying to capture on the comment last Friday. Thank you. Thanks, Ephrem. Thank you. Our next question comes from Isaac Ocio from On Field Investment Research. Your line is open. Please go ahead. Hi. Thanks for the presentation. Could you maybe give a geographical sales split of your EUR 600 million revenue expected in 2027? And maybe if you deleverage by 2027, do you see similar acquisition opportunities by the end of the decade in that space? And if so, would it be more in the white space or in the gray space? Yeah. So in terms of the revenue split, it feels like around 50% could be U.S. and then a very large chunk in Europe and smaller chunk in Asia. That is kind of what it feels like. On your second point, yes, I think in our very normal way, applying the same style and strategy to growing the business and expanding it. Yes, we will delever and we will go again, both in this and indeed across the building envelope businesses in the group. Thanks. Thank you. Our next question comes from Pujarini Ghosh from Bernstein. Your line is open. Please go ahead. Hi, and thanks for taking my question. If we talk about the EBITA margin expectations from this. This year, the expectation is EUR 90 million off a revenue base of EUR 280 million, and next year you said EUR 180 million off a low EUR 600 million revenue base. The margin seems to be slightly weaker. Are you not baking in any synergy potential as you combine the two groups? I think that is my question. Well, Geoff will deal with just the other end of that in a minute. But in terms of synergy potential, I kind of regard a doubling of the business in year 1 as pretty strong performance. Like I said, more to come in the future. That's organic growth next year. On the other piece there, Geoff? Yeah. The margins remain strong into 2027. Again, they're bordering on high 20s into 30% in terms of trading margins. We're not planning for margin dilution here. We're actually planning for the opposite. Okay. Thank you. Thank you. Our next question comes from Ben Rada Martin from Goldman Sachs. Your line is open, Ben. Please go ahead. Hi. Thanks for the time this evening. I just have two, please. My first was just around the product mix of BMC. It sounds like PDCs is obviously the growth area, but when you think about the three products that you mentioned today, PDC s, switchboards, and switchgear, how big are each of those within the scope of the business? Then just a second one on CapEx, and I guess the Kentucky expansion plan for BMC. Does this change any of the CapEx outlook for the business? Could you kind of speak to the capital intensity of the BMC business as well? Thanks. Yes. The PDCs is approximately 90% and even growing as a portion of the product sales. Going back, it would have been more in the low voltage switchgear end, but much less so at the present time. The opportunity clearly is around the PDC and the advancing PDC product itself. Geoff on CapEx? On CapEx, the guidance we gave on the earnings call on Friday was next year's CapEx of EUR 360 million. Post this transaction, the guidance is approximately EUR 390 million in total, including BMC, in 2027. Very helpful. Thanks very much. Thanks, Ben. Thank you. We currently have no further questions waiting in the queue. I would now like to pass back to Gene for any closing remarks. That's great. Thank you very much all for joining us at such short notice. Anyway, it's a tremendously exciting opportunity for us and for the BMC team. We look forward to getting it over the line and making it happen. Obviously, we're all available if you need to contact us individually hereafter. So thank you and goodbye. Thanks, everyone. Thank you. Thank you. This now concludes today's call. Thank you all for joining, and you may now disconnect your lines.
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