Greetings, welcome to today's conference call: Hillenbrand to acquire Schenck Process Food and Performance Materials business. At this time, all participants are in a listen-only mode. The question and answer session will follow the formal presentation. If anyone should require operator assistance during the conference, please press star zero on your telephone keypad. As a reminder, this conference is being recorded. At this time, I'd like to turn the call over to Sam Mynsberge, Vice President of Investor Relations. Thank you. You may begin. Thank you, operator, and good morning, everyone. Thank you for joining us today as we discuss our planned acquisition of the Schenck Process Food and Performance Materials business, which we announced earlier this morning. I'm joined by our President and CEO, Kim Ryan, and our Senior Vice President and CFO, Bob VanHimbergen. I'd like to direct your attention to the supplemental slides posted on our IR website that we referenced on today's call. Turning to slide three, a reminder that our comments may contain certain forward-looking statements that are subject to the safe harbor provisions of the securities laws. These statements are not guarantees of future performance and our actual results could differ materially. I encourage you to review slide three of the presentation for a deeper discussion of forward-looking statements and the risk factors that could impact our actual results. With that, I'll turn the call over to Kim. Thank you, Sam, and good morning, everyone. We're very pleased to be here with you today to discuss this exciting opportunity for Hillenbrand and our stakeholders. Turning to slide five. As we announced in this morning's press release, we've entered into a definitive agreement to acquire the Schenck Process Food and Performance Materials business, or FPM, for an enterprise value of approximately $730 million. We believe this transaction provides a unique and compelling opportunity for Hillenbrand and is in clear alignment with our strategy as we advance our position as a global leader of highly engineered mission-critical processing equipment and solutions. As we've transformed into a pure play go-global industrial company, our focus has been to build additional scale in attractive end markets such as food and recycling by expanding our capabilities and enhancing the value proposition we can bring to customers. These end markets are attractive not only because they share common processing requirements and engineering expertise with our core business of plastics processing equipment, but also because they are historically less cyclical and underpinned by long-term secular growth trends. This transaction will create significant scale within our food growth platform, with anticipated combined annual revenue of over $750 million, or nearly 25% of our total enterprise revenue. It expands our North American presence, where FPM is a leader in food processing, particularly in the attractive pet food sector, while also building scale in other key end markets, including engineering, plastics, and chemicals, in which we already also participate. The processing equipment offered by FPM, including weighing, feeding, and filtration, to name a few, is highly complementary to the equipment and systems currently offered within our Advanced Process Solutions segment. This will enable us to drive additional scale benefits across numerous key functions such as engineering, manufacturing, and procurement, while also creating enhanced value for our customers through a more comprehensive offering. Furthermore, with approximately 30% of FPM's revenues coming from profitable recurring aftermarket parts and service, we are excited to be able to build additional scale in this attractive, stable part of our business. Finally, we anticipate this transaction will provide compelling financial benefits with adjusted EPS accretion expected in the first full year and double-digit ROIC by year five, supported by approximately $20 million of identified cost synergy opportunities. Following the close of the transaction, we expect our net leverage ratio to be approximately 3.2x, we will be laser focused on de-leveraging with a plan to return to our target range of 1.7x-2.7x within 15 months. Turning to slide six. I'll provide an overview of FPM, which is headquartered in Kansas City, Missouri, and has approximately 1,300 employees, primarily based in the U.S. and U.K. FPM is a global leader in highly engineered processing equipment and systems and is highly complementary to the Coperion and Linxis brands within our APS segment. For calendar year 2023, we expect this business to generate revenues of approximately $540 million, with approximately 13% EBITDA margin. While this is lower than current company margins, we are confident we can bring margins into high teens over the next few years. From a product mix perspective, we expect approximately 30% of their revenue to come from an attractive aftermarket business. From an end market perspective, approximately 65% of their revenues are generated from sales in the food end market, with nearly half of that coming from pet food, which has been, and we believe will continue to be, a high growth area over the coming years. Finally, geographically, approximately 85% of revenues are generated in North America, which will contribute to an attractive geographic mix for Hillenbrand. Now to slide seven. This transaction adds scale across the plastics and food value chains, where many of our other brands demonstrate leading value propositions. As we've discussed, while these end markets may seem dissimilar, they actually share a common backbone of similar products, technologies, and processing requirements that allow us to, first, leverage our deep applications in systems engineering expertise and second, deploy the Hillenbrand Operating Model to drive profitable growth as they share best practices across the enterprise. Additionally, within these end markets, we benefit from not only long-standing customer relationships where our companies have earned the opportunity to create value through our equipment and systems, but we also benefit by providing an attractive aftermarket parts and services business over the life of the equipment we provide. Now on to slide eight. Digging a little deeper into how FPM augments our current portfolio, both across technological capabilities and within specific customer applications. This transaction creates a more robust portfolio of processing technologies, enhancing the value proposition we can deliver to customers. FPM brings leading weighing, feeding, and filtration capabilities, among others, that will allow us to expand and optimize the comprehensive solutions we provide. As I mentioned earlier, FPM is a leading provider of pet food processing systems in North America and expands our presence across a number of other key customer applications, including baked goods and other processed foods, as well as chemicals and engineering plastics. Turning to slide nine. We've always believed a key differentiator of Hillenbrand is the balance of our portfolio across short cycle, mid-cycle, and long cycle equipment, in addition to an attractive aftermarket business which we believe allows for more consistent performance through economic cycles. The acquisitions we've made over the past 12 months have improved this balance by further expanding our presence in food and recycling, which are markets we believe will be less cyclical and have relatively higher long-term growth profiles. The addition of FPM enhances our profile by increasing our exposure to the attractive food end market while also growing our aftermarket opportunity. Turning to slide 10. I'll now cover the $20 million in cost synergies we anticipate delivering through this transaction. As you know, when we evaluate the financial benefits of transactions, we incorporate only cost synergies that we have a high degree of confidence in achieving. Given the complementary nature of FPM's business, we see significant opportunity to utilize our scalable foundation and drive benefits across support functions like finance, IT, and HR, as well as operational functions like engineering, manufacturing, and procurement. We see additional upside on the commercial front through cross-selling opportunities and further aftermarket expansion. I'm excited about the opportunities for us to create meaningful value as we deploy the Hillenbrand Operating Model to drive the integration plan and synergy realization. With that, I'll now turn the call over to Bob to cover more financial details. Thanks, Kim, good morning, everyone. Turning to slide 12. We believe this transaction brings clear financial benefits to Hillenbrand. The enterprise value of approximately $730 million represents a 10.7x multiple based on 2023 projected EBITDA in an attractive 8.3x multiple, including the cost synergies Kim just covered. For calendar year 2023, the business is expected to generate revenue of approximately $540 million with EBITDA margin of approximately 13% before synergies. As Kim mentioned, we expect the transaction to be accretive to adjusted EPS in the first full year and deliver double-digit ROIC ahead of our cost of capital by year five. We plan to fund this transaction with a combination of cash on hand and capacity under our revolving credit facility, and we expect the transaction will close during the fiscal fourth quarter, subject to regulatory approvals and other customary closing conditions. After closing, we expect our net leverage to be approximately 3.2x, and we are confident in our ability to de-lever and plan to return to our targeted net leverage range of 1.7x-2.7x within 15 months post-close. Upon closing, the business will be included as part of the APS segment. Turning to slide 13. I'll quickly provide an overview of what the combined company would look like. The transaction would increase our scale to approximately $3.3 billion in revenue and nearly $530 million in adjusted EBITDA on an illustrative basis. As Kim mentioned, the transaction will be slightly dilutive to margins in the near term. We expect to improve FPM's margins to high teens over the next few years. The transaction would increase our exposure to food to nearly 25% of total combined revenues and create a more attractive geographic mix with their strong presence in North America. I'm excited about the opportunity this transaction brings for Hillenbrand. Together, we create meaningful scale and extend our leadership in the food processing industry. I'm confident in our ability to deliver upon our commitments and create long-term value for our shareholders. I'll now turn the call back over to Kim for closing remarks. Thanks, Bob. Over the last 18 months, we've made a significant transformation at Hillenbrand. Through our recent acquisitions, we've acquired leading brands and expanded capabilities that we believe position us to deliver compelling customer and shareholder value. With the divestiture of our legacy death care industry, we've created a pure-play industrial company with a strong presence in attractive end markets such as durable plastics, food, and recycling, which are underpinned by long-term secular growth trends. As a result of these actions, we've meaningfully changed the profile of the company. In 2022, over 20% of our business was in secular decline, with 4% attributable to the higher growth end markets of food and recycling. With the acquisitions of Linxis, Peerless, Gabler, and Herbold and the Batesville divestiture, today, our company is well-positioned in growing end markets with nearly 20% in food and recycling. The acquisition of FPM builds upon this trend by adding even greater scale in food, bringing our food and recycling revenue to approximately 27% of revenue, creating a more compelling overall growth profile for Hillenbrand. This transaction is an exciting opportunity for Hillenbrand and continues our journey as a pure-play global industrial leader. I'm confident that it enhances our ability to drive long-term growth and alongside the actions we've taken over the last year, reaffirms our commitment to executing our profitable growth strategy to deliver meaningful value to our shareholders. I wanna thank our associates for all of their significant work in getting us to this point. Without our talented teams around the world, our transformation would not be possible. I'm truly grateful for your contributions in supporting our purpose to shape what matters for tomorrow. With that, we'll now open the line for your questions. Thank you. We will now be conducting the question and answer session. If you would like to ask a question, please press star one on your telephone keypad. A confirmation tone will indicate your line is in the question queue. You may press star two if you would like to remove your question from the queue. For participants using speaker equipment, it may be necessary to pick up your handset before pressing the star keys. One moment, please, while we poll for your questions. Our first questions come from the line of Matt Summerville with D.A. Davidson. Please proceed with your questions. Thanks. Good morning. Just maybe first, can you talk about the organic CAGR that this business has experienced and how you can accelerate that and what we should expect going forward? Also maybe comment on, you know, what needs to happen for you guys to punch above that $20 million in cost related synergies. I have a follow-up. Yeah. Morning, Matt. Sure. I'll take the first one. You know, obviously, you know, this is a private company, and a competitor in certain markets. With that being said, you know, we did conduct due diligence and leveraged our third-party support team to go through that process. This business is and has been a GDP plus business over the last several years. That excludes a one large scale pet food project. With that in, it was well above GDP plus, but you exclude it's still very strong growth, with pet food being the largest driver of that growth. You know, based on the diligence that we performed, you know, the outlook remains consistent and strong for us, and we continue to see opportunities for us to scale, with what we've already done in the last six to nine months and scale the food end market. Kim, do you wanna take those synergies? Cost synergies. Yeah. Relative to synergies, you know, as you are aware, we only evaluate those against those cost synergies against those items which we are highly confident we can deliver on the cost side only. We do not justify acquisitions based on assumed revenue synergies, although, as we've discussed before, those are absolutely top of mind and top on the priority list of things that we will chase. As we have with previous acquisitions, we will keep you informed as appropriate on our progress towards those cost synergies. As well, you know, as we're able to achieve opportunities in the market commercially, we'll continue to monitor those things and as appropriate, keep you updated on those. We are very, you know, we are very excited and confident about the $20 million that we have that we have laid out there. Understood. Then just as a follow-up, can you maybe talk about or quantify the magnitude of year one EPS accretion you expect from the transaction and when you expect to achieve the run rate synergy level, you know, the $20 million run rate? Yeah. Matt, I would say, you know, it's gonna be double-digit EPS, you know, growth certainly, you know, in the first 12 months. The synergies I would think would be, I'd say, you know, it's over a course of about three or four years, probably a little bit heavier of synergy, you know, achievement in the first half of that period, versus the second half. You know, obviously, you can figure out, you know, with the margin profile and then, you know, the borrowing on this, you know, you're gonna be, you know, pretty strong EPS growth in that first 12 months. Got it. Thank you. Our next questions come from the line of Dan Moore with CJS Securities. Please proceed with your questions. Hi. Good morning. It's Pete Lucas for Dan. Bob, I apologize, I think you may have touched on it at the end of your remarks here, but previously you described the food processing business as a mid to high single-digit potential growth. Is that consistent with your expectations for the Schenck business, or could that be even higher given the strong secular growth in pet foods? Yeah. We, you know, back in Investor Day, you know, in December, you know, we've highlighted, we think the food is GDP plus. We continue to think that with Schenck, but obviously the pet foods, pet food business, that growth is maybe even a little bit above that GDP plus. We'll be in that mid to high single digit growth here, you know, over a period of time. I would say for sure, you know, minimum mid single digit growth. Great. You answered most of the other questions. Just, who will you primarily be competing with and what is the competitive mode or primary entry barrier that differentiates, these new assets? I would say in the, you know, in the food space, we compete against a lot of other incumbents, you know, the other types of system providers like, you know, like JBT and Middleby and GEA, you know, those are all system providers in this space. In terms of why do we feel confident, you know, if you, if you look at some of the slides that we presented this morning, as we look across the technological capabilities that we believe we can deliver in a system, we think this really continues to build out those capabilities and allows us to, from a kinda house brand perspective, be able to offer a very fulsome system solution that over time will continue to be able to integrate and be able to service and sell throughout the life of that equipment, all the way from its initial capital sale through the servicing, modernization and continued upgrades of those lines during their useful life. We think that that creates a compelling proposition to have one supplier to call to be able to service those systems and to be able to continue to work with our customers for their current needs as well as their future needs, and how those systems can evolve over time. Very helpful. Thank you. I'll jump back in the queue. Thank you. Thank you. As a reminder, if you would like to ask a question, please press star one on your telephone keypad. Our next question has come from the line of John Franzreb with Sidoti. Please proceed with your questions. Good morning, everyone. Good morning. Thanks for taking my question. I must confess, I don't know a lot about pet foods. I'm kinda curious, as you look at the whole portfolio of what they sell, is there any kind of customer concentration that we should be cognizant of? How have they been growing their business? There are, you know, there are a lot of global multinational providers, of pet foods in this space, and some of the larger projects that they've been able to acquire over the past couple of years have been with large global multinational providers, which again is something that we think is a compelling, is a compelling opportunity for all of us. You know, we have a global footprint. We have a global service organization. We have a global sales force. Through all of that, we can serve both local customers, who are serving local needs, as well as global customers who are looking to standardize their lines and their offerings all around the world. We believe this is, this continues to be a great opportunity for us. There is a mix of some very niche providers, also some very large providers that I'm sure brand names we would all recognize. Okay, fair enough. How well-funded was the company? Are you gonna have to put additional CapEx into the business once you take it in? Yeah. Generally, their CapEx profile has been similar to what we've had. You know, John, you know, if you think about, again, what we, what we said on Investor Day, you know, we're roughly in that 2% to 2.5% of sales, for CapEx investment in our business. Profile is very similar. With that being said, you know, I see us investing a little bit more in the next two years in this business. That'll put us near that 2.5% sales level. Then I see it maybe dropping a little bit. I think pretty consistent, but maybe the next two years, a little bit more investment, in the organization. Great. Thanks. I guess lastly, on the aftermarket side of the business, is there any particular parts or services they're selling to the aftermarket that is worth noting or that you think are particularly attractive? I think there are a number of, you know, although these are not, you know, high wear systems, for instance, like we might have on the polymer side of the equation, things like filters and et cetera, are things that are regular parts of systems that get changed and have to be cleaned and serviced and upgraded to make sure that they're functioning properly in these systems. They've got some inherent, some inherent, parts opportunities within the systems just based on the applications that they're running and the need to make sure that those applications perform at peak. Great. Thanks for the clarity, Kim. Thanks. I'll get back in the queue. Okay. Thank you. Thank you. Our next question has come from the line of Matthew Summerville with D.A. Davidson. Please proceed with your questions. Just a couple of quick follow-ups. Can you maybe delineate a little bit how your core plastics processing technology and systems differ versus what FPM provides? You're talking on the plastics side? Just on the plastics side, the overlap. Yeah. Their, theirs is more on the, on the feeding and material handling side and ours-- Obviously we have a very large footprint in, call it mixing everything from lower level mixing to very complex mixing capabilities, extrusion capabilities. You can imagine how, you can imagine how we will have an opportunity to bring those things together. You know, while we periodically compete against one another in this space, we also, you know, we buy certain pieces and parts from them. They buy certain pieces and parts from us. You can see how those things might come together. I mean, many of our systems have some type of filtration, capability. They are one of the providers that we purchase those things from. Sometimes they need extrusion, or mixing capabilities. They may purchase some of their systems. They may outsource some of those pieces and parts of their systems to us. You can see how those might come together. Certainly what we'll be driving for them to come together, whether it's on the plastic side or on the food side. Got it. Just lastly, can you talk about what their aftermarket capture rate looks like relative to, you know, core Hillenbrand and whether, you know, the margin profile, excuse me, on their aftermarket business is similar to yours? Yeah, it's actually, it's very similar. They're, you know, they're roughly, you know, 30% of their revenues relate to aftermarket, so it's similar to Coperion. Their margin profile between capital and equipment, that delta is pretty similar as well, Matt. With that being said, we see opportunity to improve margins, you know, really in both the capital and the aftermarket profile that they have. Then obviously you've got the synergies and, you know, the benefits from that bringing those margins up over the next couple of years. I'm wondering. Matt, your question. Sorry, say that again? I was just saying the start of the question was kind of talk about your aftermarket capture rate versus theirs, and if there's synergistic type of opportunity you may be able to drive therein. What I would say is at a customer level, we'll do a lot more work because we do our aftermarket business as a part of the Hillenbrand Operating Model. We do a lot of analysis around part segmentation, around take rates by those types of parts and by geography and by application, so that we understand where we're penetrated and not. That's not the same way that some other companies capture their business. Work to be done as we're continuing down the path here to really have those types of comparatives at a more detailed level. You know, at the highest level, we can see, you know, an aftermarket as a%. We can see what types of applications those are in. There will be a lot more granular analysis we do as we do, that parts analysis as a part of our Hillenbrand Operating Model. When we do think about margin expansion, whether it's in the parts business or the capital business, it's really what are the things that we're going to be able to scale for them that they were not able to do in their former ownership model, you know. That will be taking advantage of, you know, of our global shared services around finance, IT, global supply management, global engineering center. Those are the types of things that we'll be able to avail them of, and also the support from a global service organization. Coupled with their great footprint from a service organization standpoint in the U.S., we'll both be helping one another in that regard. Excited about some of the opportunities we believe that presents for us. We'll be working closely with that team to bring some of those to life. Thanks, Kim. Thanks. Thank you. There are no further questions at this time. I would now like to turn the floor back over to Kim Ryan for any closing comments. All right. Thank you. Thanks to all of you for joining us today. We truly appreciate your interest in ownership, and we look forward to speaking with you again in August when we will report our fiscal Q3 earnings. We wish you all a great rest of the week, and have a great day. Thank you. Thank you. This does conclude today's teleconference. You may disconnect your lines at this time. Thank you for your participation, and enjoy the rest of your day.
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