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September 12, 2025 ANNOUNCING AGREEMENT TO ACQUIRE ANTARES VISION
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FORWARD-LOOKING STATEMENTS – DISCLAIMER 2 This presentation contains forward-looking statements within the meaning of the federal securities laws. Forward-looking statements include all statements that are not historical statements of fact and those regarding the Company's intent, belief, or expectations. Words such as “anticipate(s),” “expect(s),” “intend(s),” “believe(s),” “plan(s),” “may,” “will,” “would,” “could,” “should,” “seek(s),” and similar expressions, or the negative of these terms, are intended to identify such forward-looking statements. These statements are based on management’s current expectations and beliefs and are subject to a number of risks and uncertainties that could lead to actual results differing materially from those projected, forecasted or expected. The Company assumes no (and disclaims any) obligation to revise or update these statements to reflect future events or circumstances. Although the Company believes that the assumptions underlying the forward-looking statements are reasonable, it can give no assurance that its expectations will be attained. The Company cautions investors not to place undue reliance on any such forward-looking statements. Risks and uncertainties that could cause actual results to differ materially from the Company's expectations include, but are not limited to: the impact of tariffs and other trade measures; changes in global economic conditions (including inflationary pressures) and geopolitical risks, including macroeconomic fluctuations; demand for its products, which is variable and subject to factors beyond its control; fluctuation in the prices of, or disruption in its ability to source, components and raw materials, and delays in the distribution of its products; information systems and technology networks failures, breaches in data security, theft of personally identifiable and other information, and non-compliance with its contractual or other legal obligations regarding such information; risks associated with conducting a substantial portion of its business outside the U.S.; being unable to successfully develop and introduce new products, which would limit its ability to grow and maintain its competitive position; loss of personnel or being able to hire and retain additional personnel needed to sustain and grow its business as planned; being unable to identify or complete acquisitions, or to successfully integrate the businesses the Company acquires; governmental regulations and failure to comply with those regulations; risks from litigation, claims and investigations, including those related to product liability and warranties, and employee, commercial, intellectual property and environmental matters; risks related to its ability to improve productivity, reduce costs and align manufacturing capacity with customer demand; the ability to protect its intellectual property; significant competition in the Company's markets; adverse impacts from intangible asset impairment charges; additional tax expenses or exposures; inadequate or ineffective internal controls; and risks related to the Separation, including not obtaining the intended tax treatment of the Separation transaction, failure of Crane Company to perform under the various transaction agreements and actual or potential conflicts of interest with Crane Company. Readers should carefully review Crane NXT, Co.’s financial statements and the notes thereto, as well as the section entitled “Risk Factors” in Item 1A of Crane NXT, Co.’s Annual Report on Form 10-K for the year ended December 31, 2024 and the other documents Crane NXT, Co. and its subsidiaries file from time to time with the SEC. These filings identify and address other important risks and uncertainties that could cause actual events and results to differ materially from those contained in the forward-looking statements. This presentation contains non-GAAP financial measures. We have provided additional information regarding these non-GAAP financial measures and reconciliations of those measures to the most directly comparable GAAP measures at the end of this presentation. Due to rounding, numbers presented throughout this report may not add up precisely to totals we provide, and percentages may not precisely reflect the absolute figures.
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3 Further strengthens Crane NXT’s leadership in authentication solutions ~€200M 2024 Revenue1 ~15% 2024 Adj. EBITDA Margin1 ~MSD Revenue Growth2 ~1,200 Employees Equipment ANTARES VISION OVERVIEW Services Advanced inspection and detection systems to ensure quality and enable tracking of products through the supply chain Field and remote capabilities for new equipment commissioning and ongoing service Global leader in inspection, detection, and track & trace technologies Software Track and trace software to ensure safety and authenticity of products 1 Antares Vision Annual Financial Report as of December 31, 2024 2 Reflects Crane NXT's internal estimates. See "Forward-Looking Statements – Disclaimers" for more information regarding expected future contribution of the acquired business
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ACQUISITION OF ANTARES VISION EXPANDS CRANE NXT’S PRESENCE IN RESILIENT AND GROWING END MARKETS 4 END MARKETS Life Sciences Attractive end markets aligned to secular tailwinds Food & Beverage ~60% ~40% * Percentages represent share of Antares Vision’s 2024 revenue ~40% ~50% ~10% Europe Global footprint with opportunities to expand in emerging markets Americas GEOGRAPHIES ROW ~60%~20% ~20% SOLUTION TYPE Services Equipment Software Offerings complement existing Crane NXT capabilities
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ANTARES VISION ENHANCES EXISTING CRANE NXT CAPABILITIES 5 Equipment SoftwareServices Manufacturing of hardware systems New equipment commissioning and aftermarket services CPI Equipment manufacturing and assembly Field service with preventative maintenance agreements Embedded software for detection and inspection analysis SAT Authentication labels Track and trace software Software for track and tracing of products Segment
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ACQUISITION TERMS 6 • Purchase price of €5.00 per share, Enterprise Value of ~€445M • EV/EBITDA1 multiple of ~12x, ~10x after expected synergies • Substantial opportunity for margin improvement through deployment of the Crane Business System (CBS) • Expecting double digit ROIC by year-5 • EPS accretive in first full year after closing transaction and taking private (2027) • Net leverage at ~2.9x once acquisition is complete in 1H26 1 EV/EBITDA multiple based on Antares Vision's 2025 full year guidance. See "Forward-Looking Statements – Disclaimer" for more information regarding expected future contribution of the acquired business Financial returns are on-target to NXT’s growth strategy
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OUR M&A FRAMEWORK Focused on technology solutions that secure, detect and authenticate what matters most • Niche technologies with high barriers to entry • Fragmented market with consolidation opportunities • Market growth of MSD or higher Market Company Valuation Leading position in their market niche • Differentiation in technology, brand or channel • Target revenue between $100M to $500M Clear path to value creation • Ability to apply CBS to improve margins and growth • >10% ROIC by year 5 Antares Vision acquisition aligns with all aspects of our M&A criteria Antares Vision 7
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TRANSACTION TIMELINE 8 Transaction closing expected in 1H 2026 Q3 2025 Q4 2025 1H 2026 • Announce transaction and intent to take company private • Contractual agreement to acquire ~30% of company through purchase of Regolo S.p.A. and Sargas S.r.l. shares • €5.00 per share; all-cash transaction • Transaction subject to customary regulatory approvals • Closing of ~30% ownership of equity • Mandatory public tender offer to all remaining shareholders at €5.00 per share • Closing of mandatory public tender offer • Take company private