Nice
Transcription
Nice
Nice 28 July 2006 Industrials Price: € 6.3 Initiating Coverage Outperform Target price: € 6.6 26/7/06 2006E 2007E EPS Adj. (€) 2004 0.25 0.32 DPS (€) 0.07 0.10 BVPS (€) 0.98 1.23 EV/Ebitda(x) 13.4 10.5 P/E adj (x) 25.1 19.8 Div.Yield(%) 1.1 1.5 FCF Yield(%) 2.5 3.5 6.60 6.40 6.20 2005 6.00 5.80 5.60 5.40 5.20 A S O N D NICE MILAN MIBTEL - PRICE INDEX J F M A M J Source: Mediobanca Securities J Source: DATASTREAM So far so good... Well on track to meet the IPO targets Market Data Market Cap (€ m) 731 Shares Out. (m) Main Shareholder (%) 116 Nice Group BV (65%) Free Float (%) 35.0% 52 week range (€) 6.51-5.68 Rel Perf vs Mibtel (%) -1m 3.1% We entitled our report for the group’s listing “Let’s buy a sustainable track record”. The Q1 ’06 results disclosed after the floatation (net sales up by 35.2% and EBITDA margin up by 280 bps) coupled with Q2 expectations which should confirm the same trend, proved the management ability to repeat the impressive growth recorded in the past years (24% organic growth between ’03 and ’05). As such, we feel increasingly confident that the Group will meet the IPO targets (24% top line CAGR between ‘05 and ‘08 and 35/36% EBITDA margin by ‘08e). n.m. Positive evolution of the working capital -3m -12m 21dd Avg. Vol. ('000) Reuters/Bloomberg n.m. The working capital on sales, our main concern considering the track record of 176 the last two years (from 15.5% in 2003 to 22.6% in 2005), should stabilise at NICE.MI / NICE IM 22%. It would imply a free operating cash flow generation of some €18.1m and €25.4m in 2006e and 2007e respectively, peaking at 38.5m in 2008e. Outperform rating and € 6.6 price target Key Financial Data - 2005 (€m) Turnover 122 EBITDA 38 EBIT 36 Net Profit 21 Shareholders' Funds 50 Net Debt (-) Cash (+) 0.6 Gearing % Andrea Scauri +39 02 8829 496 mailto:[email protected] 0.0% We are slightly increasing our ’06e EPS by 1% as result of a stronger top line growth (+29.9% vs. +28.6%), partly offset by a higher tax-rate (39% vs. 38.5%). This will have a knock on effect on our 2007e forecasts. We initiate our coverage with an outperform recommendation and € 6.6 price target based on a DCF analysis (9% WACC and 2.5% perpetual growth rate). We highlight that further upside might come from a leveraged balance sheet following an acquisition, although the management clearly excluded potential targets in the short term. Our target price would imply 11.0x and 20.7x ’07e EV/EBITDA and ’07e P/E respectively, not demanding multiples given that: • Somfy, the French competitor and the only listed real comparable, is currently trading at 9.2x ’07 EV/EBITDA. A premium between 15% and 20% is justified by the large differences in terms of growth prospects and profitability. • the 24.6% CAGR 06e-08e EPS implies a 0.7x PEG ratio. Sales desk +39 02 8829 643 Nice Contents Contents 2 Investment case 3 Valuation 5 Our forecasts: a sustainable track record 8 Q2 and H1 ’06 preview 10 2003-2005: a period of strong growth 13 Market overview: the untapped synergies 17 Nice - the keys to the equity story: design, innovation and outsourcing 23 Two integrated product lines with a strong international presence 29 Next step: further international expansion 33 THIS PUBLICATION IS ISSUED BY MEDIOBANCA. IT IS NOT INTENDED TO BE AN OFFER TO BUY OR SELL, OR A SOLICITATION OF AN OFFER TO BUY OR SELL, ANY SECURITIES. THE INFORMATION CONTAINED HEREIN, INCLUDING ANY EXPRESSION OF OPINION, HAS BEEN OBTAINED FROM OR IS BASED UPON SOURCES BELIEVED TO BE RELIABLE BUT IS NOT GUARANTEED AS TO ACCURACY OR COMPLETENESS ALTHOUGH MEDIOBANCA CONSIDERS IT TO BE FAIR AND NOT MISLEADING. THIS REPORT WAS PREPARED BY MEDIOBANCA BANCA DI CREDITO FINANZIARIO SPA IN COMPLIANCE WITH THE OBLIGATIONS PURSUANT TO THE REGULATIONS FOR MARKETS ORGANISED AND RUN BY BORSA ITALIANA SPA, IN ITS ROLE AS SPECIALIST TO NICE SPA. MEDIOBANCA AND ITS AFFILIATED COMPANIES, OR INDIVIDUALS CONNECTED TO THEM ARE UNDER NO OBLIGATION TO DISCLOSE OR TAKE ACCOUNT OF THIS DOCUMENT WHEN ADVISING OR DEALING WITH OR FOR THEIR CUSTOMERS. FOR FURTHER INFORMATION REGARDING QUARTERLY RATING STATISTICS AND DESCRIPTIONS, CHINESE WALL MECHANISMS PUT IN PLACE BY MEDIOBANCA AND ANY OTHER DISCLAIMERS, PLEASE REFER TO THE MB SECURITIES SECTION OF THE MEDIOBANCA WEBSITE AT WWW.MEDIOBANCA.IT. TO ACCESS PREVIOUS RESEARCH NOTES AND ESTABLISH TRENDS IN RATINGS ISSUED, PLEASE SEE THE RESTRICTED ACCESS PART OF THE MB SECURITIES SECTION OF THE MEDIOBANCA WEBSITE AT WWW.MEDIOBANCA.IT. 28 July 2006 ● 2 Nice Investment case A growing world player in the Home Automation Systems market: The Nice Group is a growing Italian manufacturer of 1) automation systems for gates, garage doors and barriers (the “gate sector”) and 2) automation systems for awnings, rolling shutters an curtains (the “screen sector”). If compared to its main competitors, which are mainly focused on their domestic markets, the company has had a significant presence worldwide since its foundation in 1993, increasing exports as a percentage of total turnover from 57% to the current 82%. Nice is now present in Western Europe through nine subsidiaries, ranking 3rd with a 9% average market share, Eastern Europe (two subsidiaries and 14% market share), the Middle East and Africa (2% market share), China and the US through a subsidiary set up in 2002 and 2005 respectively. The second main key feature of the Group lies in its focus on both the “gate” and “screen” sectors following the integration of Motus, a domestic player in the production of screen products, in 2000. The screen division accounted for around 31% of the Group’s 2005 net turnover. The company sells around 74% of its mono-brand products to distributors and installers of Home Automation Systems, while manufacturers and wholesalers account for around 19%. Following the launch of Mhouse brand-line in 2003, the Group is also present in the large-scale retail for the Do-It-Yourself (DIY) market, mainly through distribution agreement with large-scale distributors. +24% organic growth in ’03-’05: Nice outperformed growth in both the “gate” and “screen” sectors over the ’03-’05 period, posting impressive organic compound annual growth rates of 17.6% and 41.8% respectively (vs. 7.7% and 7.4% for the reference markets). Profitability grew in line with the EBITDA CAGR of 26.4% over the same period, with the EBITDA margin coming in at between 32% and 34%. The Group’s outperformance and profitability are due to the business model based on: Design, higher technology and outsourcing. Nice has a unique business model, whose flexibility and efficiency set it apart from those of its main competitors. The company has a strong commitment to design and technology, which it combines with full outsourcing. The highest added value phases (Research & Development and quality control) are kept in-house, while the low added value activities (production and assembling) are fully outsourced. Last but not least, thanks to a catching design and ergonomics Nice products boast a distinctive brand identity among installers and distributors, in an unbranded industry. ’05-’08e bottom line growth of 30%: We expect a top line CAGR of 22.1% over the period 2005-2008e and a increase in operating leverage, leading to a 25.4% EBITDA CAGR and a rise in the EBITDA margin from 31.3% recorded in 2005 pro-forma to 34.0% in 2008e. We can summarize the management’s approach to boosting growth and margins as follows: Further international expansion: The key driver of the Group’s business plan are 1) a stronger position on markets where the Group is already present and 2) further geographical expansion. The management aims to penetrate regions showing high growth potentials in terms of positive real estate trends and an increased need for security through a greater commercial presence (opening of new subsidiaries in key markets such as North America and Eastern Europe). 28 July 2006 ● 3 Nice Further technological improvement: As mentioned above, Nice is seen as an innovator in a market currently characterised by a modest level of technology, due to its strong commitment to design and research & development. Nice’s presence in both the “gate” and “screen” sectors, makes it ideally placed to exploit the untapped synergies in relation to the standardisation of basic components and, overall, in terms of the introduction of common standards recognised by all home automation producers, allowing all devices to interact. We refer to ZigBee Alliance between the main chip producers (including Motorola, Honeywell, Samsung, Cisco Systems, STM and others) to develop a common radio-standard. Procurement in low cost countries: The development of relationships with third-party manufacturers and components suppliers in low cost countries coupled with enhanced bargaining power to suppliers should lead to a decrease in the average cost of goods sold per unit. The integration of the gate and screen divisions’ sales forces should also play an important role in increasing the Group’s profitability. Cash flow generation: We expect significant free operating cash flow generation of some €18.1m and €25.4m in 2006e and 2007e respectively, peaking at 38.5m in 2008e, assuming capital expenditures €5m and €8m respectively. This increase over the two years is due to the investment in the automation of the existing warehouse, which we quantify at €4m. Note that, after a worsening in the working capital recorded in the last two years (from 15.5% in 2003 to 22.6% in 2005) due to inefficiencies related to the strong top line growth, we assume a working capital on sales stabilising at 22% as result of better receivables and payables, thanks to stronger purchasing power to suppliers. Based on the above assumptions, we foresee a 2006e and 2007e year end net cash position of some €54.6m and €72.6m respectively. The main risks: low sales visibility, delays and a more competitive scenario: on average and in line with the sectors’ features, the company has around fifteen days visibility on sales. As such, there is little visibility on year-end turnover. In addition, any delay in the introduction of a new product range coupled with any delay in the internationalization process might also hamper growth. We would also highlight a potential increase in competition. The main competitors might replicate the Group’s business model and penetrate regions with high growth potentials. We do not consider the imitation of product design and technology in low cost countries like China to be a threat in the short and medium term, given that R&D and design activities are kept in-house. In addition, the Group’s patents are relatively young. 28 July 2006 ● 4 Nice Valuation In order to value the Group, we have mainly focused on a three-stage-DCF analysis due to the lack of real comparables. In our three-stage DCF model we have assumed a WACC of 9%, based on the following assumptions: • risk-free rate at 4.25% in line with the current 10Y bond yield; • beta at 1.2 (the level we tend to apply to small/mid caps in light of the modest liquidity of those stocks); • cost of debt (gross) of 5%; • debt-to-total-capital employed of 0%, reflecting the un-levered balance sheet structure. Nice: Average WACC Free risk rate Beta Mkt risk premium Cost of Equity % Equity Cost of Debt (gross) Tax rate Cost of Debt (net) % Debt WACC Source: Mediobanca Securities 4.25% 1.20 4.0% 9.05% 100.0% 5.0% 33.0% 3.35% 0.0% 9.0% In our model, we have used 1) an explicit period until 2008; 2) a period from 2009 to 2010 in which we forecast a 13% and 8% top line growth respectively; 3) a terminal value showing a 33% exit EBIT margin, a sustainable level in the medium-long term. The tables below summarize our free cash flow projections and our DCF analysis: Nice: Cash Flow Calculation EBITA Taxes Tax-rate NOPLAT Depreciation & other provisions Operating Cash Flow Capex Change in Net Working Capital Free Operating Cash Flow Source: Mediobanca Securities 2006 47.7 -18.6 39.0% 29.1 2.9 32.3 -5.0 2007 59.2 -22.5 38.5% 36.7 3.5 40.4 -8.0 2008 70.9 -26.2 38.5% 44.6 4.2 47.9 -4.0 2009 82.7 -30.6 38.5% 52.1 4.8 48.7 -4.8 2010 89.3 -33.1 38.5% 56.3 5.2 48.7 -5.2 -8.8 18.1 -7.0 25.2 -6.9 38.0 -6.3 45.8 -2.4 53.9 28 July 2006 ● 5 Nice Nice: DCF Valuation 2006 2007 2008 2009 2010 9.0% 1.00 18.1 18.1 9.0% 0.92 23.1 41.2 9.0% 0.84 32.0 73.2 9.0% 0.77 35.3 108.5 9.0% 0.71 38.1 146.6 WACC Discount rate Discounted Free Operating Cash Flow Cumulated DFOCF Source: Mediobanca Securities Nice: DCF Analysis Perpetual Growth Rate WACC 2.5% 9.0% Terminal Value as of 31/12/10 Discount Rate of Terminal Value Discounted Terminal Value Cumulated DFOCF 822.5 0.71 581.6 146.6 Enterprise Value (€mn) Net Cash (€m) Minorities market value 728.2 34.8 0.0 Equity Value (€mn) Value per share Source: Mediobanca Securities 763.0 6.58 We identify a Fair Value of € 6.6 that we set as price target. Below, a sensitivity analysis shows the potential upside in case of a levered balance sheet and a consequent decrease in the WACC. Nice: Sensitivity analysis WACC 6.7 8.3% 8.6% 8.8% 1.0% 6.1 5.9 5.8 1.5% 6.4 6.2 6.1 terminal growth rate 2.0% 2.5% 3.0% 6.8 7.2 7.8 6.6 7.0 7.5 6.4 6.8 7.2 9.1% 5.6 5.9 6.2 6.6 9.3% 9.6% 5.5 5.4 5.8 5.6 6.1 5.9 6.4 6.2 9.8% 5.3 5.5 Source: Mediobanca Securities 5.8 6.1 3.5% 8.4 8.1 7.8 4.0% 9.2 8.8 8.4 7.0 7.5 8.1 6.8 6.6 7.2 7.0 7.8 7.5 6.4 6.8 7.2 28 July 2006 ● 6 Nice For the sake of completion we provide a peer comparison, even if we remind investors that Nice Group is a unique equity story in terms of: • business model; • top line growth and profitability rates; • reference markets. As such, we took into account the French Group Somfy, the only listed company partly involved in the reference market of Nice, but with significant differences in terms of: • Market position: the French competitor is mainly involved in the production of screen home automation systems; • Geographical presence: Somfy is leader in the internationalisation process still in a start-up phase; • Growth expectations: 5% CAGR in ’05-‘08e vs. top line CAGR of 22.1% for the Nice Group expected over the same period; • Profitability: a 24% consensus EBITDA margin in 2006e vs. an EBITDA margin of 32% for Nice. domestic market, with the Somfy is currently trading at around 9.8x and 9.2x ‘06e and ‘07e EV/EBITDA multiples respectively. For these reasons mentioned above and coherently with our approach assumed during the Group’s valuation before the listing, Nice might justify a premium between 15% and 20% on such multiples: Nice: Multiple Comparison on Somfy ‘07e EV/EBITDA EV 2007e EV/Sales 2007e EV/EBITDA 2007e EV/EBIT Somfy 2.2x 9.2x 11.0x 20% Premium 2.6x 11.0x 13.2x 2007e NICE EBITDA Implied Group's Enterprise Value on '07 EV/EBITDA 692.0 07e Net debt (cash) (72.6) Equity Value 764.6 Value per share Source: Mediobanca Securities 62.7 6.59 28 July 2006 ● 7 Nice Our forecasts: a sustainable track record Looking at the Group’s profit and loss account, what strikes us most is the very high level of profitability and low depreciation costs. This is the result of the Group’s unique business model based on full outsourcing and a low level of capital expenditures. Considering Nice’s track record, we believe that the company can well sustain an average 22.1% ’05-’08e top line CAGR and an EBITDA ’05-’08e CAGR of 25.4%. More specifically, top line growth should be faster abroad than on the domestic market, while we expect operating leverage to come through essentially: • synergies to be exploited between the gate and screen divisions; • further delocalisation of acquisition of components and assembling in low cost countries. In particular for 2006, we expect Nice to deliver top line growth of almost 30% with total sales of €158m and an increase in the EBITDA margin from 31.3% (2005 pro-forma) to 32%. This trend should also be confirmed in 2007e and 2008e, with the Group posting EBITDA margins of 33% and 34% respectively. Our 2006e-2008e forecasts by business division and geographical area are summarised below. Nice: 2006e-2008e Gate and Screen Divisions Forecasts 2006e % ch. 2007e % ch. 2008e % ch. CAGR ’05-‘08e 101.1 20.5% 113.5 11.9% 122.8 8.2% 13.4% 56.0 51.2% 76.5 35.1% 98.4 28.6% 38.0% Total Group’s revenues 158.0 Source: Mediobanca Securities 29.9% 190.0 20.3% 221.2 16.4% 22.1% Total revenues (gate) Total revenues (screen) 28 July 2006 ● 8 Nice Nice: 2006e – 2008e Forecasts by Geographic Area Italy % of sales France % of sales EU 15 % of sales Rest of Europe % of sales Total Europe % of sales America % of sales Africa & Middle East % of sales Asia - Oceania % of sales Total 2006e % ch. 25.8 15.0% 16.4% 46.3 34.6% 40.0% 20.0% 29.3% 50.0% 56.3 30.1 172.6 4.1 7.9 158.0 % of sales 100.0% Source: Mediobanca Securities 24.2% 40.0% 5.4 29.9% 188.1 100.0% 8.0% 11.0% 72.3 25.0% 28.1% 64.4 14.4% 25.8% 10.0% 14.3% 16.1% 21.6% 25.0% 36.3% 14.0% 19.8% 22.0% 31.1% 16.4% 22.1% 29.1% 13.0% 33.1 15.0% 19.8% 200.5 90.6% 35.0% 5.2 2.3% 16.0% 4.1% 2.6% 30.7 % ch. CAGR ‘05/’08e 32.7% 2.2% 30.0% 4.3% 4.1 25.0% 90.8% 1.9% 6.8 57.8 2008e 13.9% 15.8% 91.2% 3.1 10.0% 29.6% 16.8% 144.0 28.4 30.4% 28.7% 26.6 % ch. 15.0% 29.3% 45.3 2007e 9.0 4.1% 32.0% 6.6 2.8% 3.0 20.3% 221.2 100.0% We finally assume depreciation costs will rise by 13.5%, thus leading to a 2006e EBIT margin of 30.2% (+110 bps Y/Y on pro-forma data), or €47.7m in absolute terms. Net profit for 2006e and 2008e should reflect the above mentioned operating leverage, the decline in interest costs due to internal cash flow generation and tax charges. The tax-rate is expected to be around 39.0% in 2006e from 40.3% in 2005 pro-forma, due to a different split of pre-paid taxes and 38%/37% in the long term. As such, net profit should grow from the proforma €20.8m recorded in 2005 to €29.1m in 2006e, before climbing to some €45.2m in 2008e, representing a nominal ’05-’08 CAGR of 29.6%. 28 July 2006 ● 9 Nice Q2 and H1 ’06 preview The fist quarter results of the 2006 disclosed after the Group’s floatation, coupled with forecasts for the second quarter replying the same trend, should confirm our full-year assumptions. Although the first half of the year shows a lower impact on the full-year figures due to seasonality effects, we feel more confident on the management ability to reply the impressive growth recorded in the past years (24% organic growth between ’03 and ’05). We expect H1 ’06e net sales to be up by 31% and the EBITDA standing at € 23m (+36.1%), with a margin of 32% (+90 bps Y/Y). Nice: Q2 and H1 ’06 preview 1Q05a 2Q05a 1H05e 1Q06e Total sales 22.8 32.2 55.0 Cost of good sold (9.4) (12.5) (21.9) Gross margin % on sales 13.4 19.7 33.1 58.9% 61.1% 60.2% EBITDA EBITDA margin (12.1) 11.3 17.1 35.2% 31.1% 28.2% (0.7) (0.6) (0.7) (1.3) 5.2 10.7 15.9 EBIT margin 22.8% 33.1% Source: Mediobanca Securities 28.8% (16.0) 28.0% 25.2 28.0% 61.1% 8.7 50.1% 14.3 26.6% 13.6% % ch. 72.0 31.0% -28.1 28.4% 43.9 32.7% 61.0% 34.8% 23.0 34.5% 32.0% (0.8) 8.0 54.3% 26.0% % ch. 1H06e 41.2 28.0% 18.7 39.6% 5.8 EBIT 28.9% 60.8% 25.4% D&A % ch. 2Q06e 30.8 35.2% 15.0% 13.6 27.3% 32.9% -1.5 14.4% 21.6 36.1% 30.0% As for the cash generation, we expect some € 7.6m in the first semester assuming: • some € 2.5m capex (in line with the € 5m expected for the full year); • a net working capital on sales standing at 22.5%, implying some € -0.8m change compared to the first quarter results. We expect a further improvement in the second half of the year in both inventories and payables/receivables, thus leading to a 22% of NWC on sales for the full year and some 18m free operating cash flow. Nice: Free Operating Cash Flow assumptions 2005 PF Q1 ‘06e Q2 ‘06e 26.0 30.4 31.2 21.4% 23.5% 22.5% 22.5% 22.0% ∆ Working Capital (4.4) (0.8) (5.2) (8.8) Capex (1.5) (1.0) (2.5) (5.0) Total cash Out (6.0) (1.8) (7.7) (13.8) 5.8 9.5 15.4 32.0 (0.1) 7.8 7.6 18.2 Net Working Capital Net Working Capital on sales (%) Total Cash Generation Free Operating Cash Flow Source: Mediobanca Securities H1 ‘06e 2006e 31.2 34.8 28 July 2006 ● 10 Nice Total sales Components Delta inventories Delta work in process Outsourcing Cost of good sold Gross margin 2003 79.4 (29.6) 0.7 1.6 (7.9) (35.2) 44.2 2004 Italian GAAP 101.2 (35.3) 2.4 1.2 (8.6) (40.3) 60.9 % on sales 55.7% 60.2% (0.3) (0.2) (0.3) (0.2) (0.9) (1.2) (1.2) (2.3) (4.6) (5.1) 0.5 (10.1) 34.1 43.0% (8.6) 25.5 32.1% (1.4) (1.4) (2.8) 0.0 22.7 28.6% 0.0 0.4 (1.1) (0.7) 0.0 22.0 (6.8) 30.9% 0.0 15.2 +19.1% (0.5) (0.2) (0.4) (0.2) (1.3) (1.7) (1.9) (3.9) (7.5) (6.1) 0.4 (14.5) 46.4 45.8% (11.0) 35.3 34.9% (1.7) (1.5) (3.2) 0.0 32.1 31.7% (0.3) 0.7 (1.0) (0.3) 0.0 31.5 (10.8) 34.3% 0.0 20.7 +20.4% External R&D Energy Maintenance Other industrial costs Industrial costs Transportation costs Advertising Others Commercial costs G&A Others Total Industrial+commercial+G&A+others Added value % on sales Labour costs EBITDA EBITDA margin Tangible Depreciation Intangible depreciation Total depreciation Other provisions EBIT EBIT margin Write-offs Financial income Financial charges Net financial income (charges) Extraordinary items Pre-tax profit Taxes Tax rate Minorities Net profit Net margin % ch. +27.4% +19.3% n.m. -22.4% +9.7% +14.5% +37.7% +92.2% -14.9% +54.9% +20.7% +41.4% +43.8% +61.3% +71.7% +61.9% +21.1% -20.4% -14.4% +35.9% +28.4% +38.4% +19.6% +7.3% +13.4% +41.5% n.m. +99.7% -3.6% -57.4% +43.1% +59.0% +36.0% 2004 IFRS 101.1 (35.6) 2.4 1.6 (8.6) (40.2) 60.9 2005 % ch. 121.6 (47.5) 0.9 7.8 (9.7) (48.5) 73.1 +20.2% +33.5% n.m. n.m. +12.0% +20.5% +20.0% 60.2% 60.1% (0.4) (0.3) (0.4) (0.1) (1.2) (1.7) (1.3) (4.6) (7.7) (3.8) (2.1) (14.7) 46.2 45.7% (11.1) 35.1 34.7% (1.6) (0.7) (2.3) 0.0 32.8 32.4% 0.0 0.8 (1.0) (0.2) 0.0 32.5 (12.9) 39.6% 0.0 19.7 +19.4% (0.4) (0.4) (0.4) (0.2) (1.4) (2.1) (1.6) (6.6) (10.4) (5.5) (2.3) (19.5) 53.6 44.1% (14.6) 39.0 32.1% (2.0) (0.8) (2.8) 0.0 36.2 29.8% 0.0 1.2 (1.3) (0.1) 0.0 36.1 (14.5) 40.1% 0.0 21.7 +17.8% -13.1% +56.8% -10.5% +80.5% +12.8% +24.0% +22.6% +43.3% +35.4% +45.0% +10.0% +32.5% +16.0% +31.2% +11.2% +22.2% +13.9% +19.8% +10.6% +49.7% +30.7% -43.5% +11.0% +12.3% +10.2% 2005 Pro-Forma 121.6 (47.5) 0.9 7.8 (9.7) (48.5) 73.1 2006 % ch. 2007 % ch. 2008 % ch. 158.0 (59.6) 0.9 9.7 (11.9) (60.8) 97.2 +29.9% +25.7% +10.0% +25.0% +23.0% +25.5% +32.9% 190.0 (70.9) 1.0 11.7 (14.0) (72.1) 117.9 +20.3% +18.8% +10.0% +20.0% +17.7% +18.5% +21.3% 221.2 (80.5) 1.1 12.9 (15.3) (81.8) 139.4 +16.4% +13.5% +10.0% +10.0% +9.5% +13.4% +18.3% 60.1% 61.5% (0.4) (0.4) (0.4) (0.2) (1.4) (2.1) (1.6) (6.6) (10.4) (6.5) (2.3) (20.5) 52.6 43.3% (14.6) 38.0 31.3% (1.7) (0.8) (2.5) 0.0 35.5 29.2% 0.0 n.a. n.a. (0.8) 0.0 34.7 (14.0) 40.3% 0.0 20.8 +17.1% (0.4) (0.5) (0.4) (0.2) (1.6) (2.8) (2.1) (9.3) (14.2) (9.1) (3.0) (27.8) 69.3 43.9% (18.8) 50.5 32.0% (2.0) (0.9) (2.9) 0.0 47.7 30.2% 0.0 1.6 (1.6) 0.0 0.0 47.7 (18.6) 39.0% 0.0 29.1 +18.4% 62.0% +20.0% +20.0% +20.0% +20.0% +20.0% +30.0% +30.0% +40.0% +36.4% +40.0% +30.0% +35.7% +31.7% +29.0% +32.8% +15.0% +10.0% +13.5% +34.2% -100.0% +37.3% +32.8% +40.2% (0.5) (0.6) (0.5) (0.3) (1.9) (3.3) (2.5) (11.2) (17.0) (10.8) (3.5) (33.3) 84.6 44.5% (21.9) 62.7 33.0% (2.5) (1.0) (3.5) 0.0 59.2 31.2% 0.0 1.1 (0.7) 0.4 0.0 59.6 (22.6) 38.0% 0.0 37.0 +19.5% 63.0% +19.0% +19.0% +19.0% +19.0% +19.0% +20.0% +20.0% +20.0% +20.0% +19.0% +19.0% +19.5% +22.1% +16.4% +24.2% +25.0% +20.0% +23.5% +24.2% -31.3% -56.3% +0.0% +25.1% +21.8% +27.1% (0.6) (0.7) (0.6) (0.3) (2.2) (3.8) (2.9) (12.8) (19.5) (12.4) (4.0) (38.3) 101.2 45.7% (26.1) 75.1 34.0% (3.0) (1.2) (4.2) 0.0 70.9 32.0% 0.0 1.1 (0.3) 0.8 0.0 71.7 (26.5) 37.0% 0.0 45.2 +20.4% +15.0% +15.0% +15.0% +15.0% +15.0% +15.0% +15.0% +15.0% +15.0% +15.0% +15.0% +15.0% +19.5% +19.0% +19.7% +20.0% +20.0% +20.0% +19.7% +0.0% -60.0% +0.0% +20.3% +17.1% +22.1% Source: Company Data and Mediobanca Securities 28 July 2006 ● 11 Nice Capex and cash generation We expect a 2006e and 2007e year end net cash position of some €54.6m and €72.6m respectively. These figures include the proceeds from the capital increase following the Group’s floatation and are based on the following assumptions: • Expected capital expenditure of €5m and 8m in 2006e and 2007e. This increase is due to the investment in the new warehouse that we quantify at €4m; • After a worsening in the working capital recorded in the last two years (from 15.5% in 2003 to 22.6% in 2005) due to inefficiencies related to the strong top line growth, we assume a working capital on sales stabilising at 22% as result of better receivables and payables, thanks to stronger purchasing power to suppliers. • A consequent free operating cash flow generation of some €18.1 and €25.4m in 2006e and 2007e, reaching its peak in 2008e (€38.5m). Nice: Net Working Capital Evolution 2003 2004 Inventories 11.0 15.1 Accounts receivable 21.5 26.3 Accounts payable (16.6) (18.1) Other activities 1.1 2.4 Other liabilities (4.7) (9.3) Net working capital 12.3 16.5 % on net sales 15.5% 16.3% Source: Company Data and Mediobanca Securities 2005 2005 PF 24.1 24.0 32.6 32.6 (26.9) (26.7) 4.8 3.2 (7.1) (7.1) 27.5 26.0 22.6% 21.4% 2006e 31.2 43.4 (34.7) 4.2 (9.2) 34.8 22.0% 2007e 37.5 52.1 (41.7) 5.0 (11.1) 41.8 22.0% 2008e 43.7 60.7 (48.6) 5.8 (12.9) 48.7 22.0% Nice: Cash Flow CASH FLOW (EUR m) Net Profit (reported) + Minorities Non cash items Cash Flow Change in Net Working Capital 2003 2004 2005 PF 2006e 2007e 2008e 15.2 20.7 20.7 29.1 36.9 45.2 2.8 3.2 2.5 2.8 3.5 4.2 18.0 23.9 23.2 31.9 40.5 49.4 0.0 -4.0 1.5 -8.8 -7.0 -6.9 -5.6 -5.9 -4.2 -5.0 -8.0 -4.0 12.5 14.0 20.5 18.1 25.4 38.5 Net Financial Investment 0.0 0.0 0.0 0.0 0.0 0.0 Dividends 0.0 0.0 0.0 0.0 -8.1 -11.1 Capex Operating Free Cash Flow Others 7.2 0.1 -41.1 35.8 0.7 0.8 19.7 14.2 -20.5 54.0 18.0 28.2 Net Cash 6.9 21.0 Source: Company Data and Mediobanca Securities 0.6 54.6 72.6 100.8 Free Cash Flow 28 July 2006 ● 12 Nice 2003-2005: a period of strong growth Nice has enjoyed strong growth since its foundation particularly over the last five years, following the integration of Motus to penetrate the screen sector. As we can see in the charts below, it registered a sales CAGR for ’03-’05 of around 23.7%, which was due entirely to organic growth. Profitability growth for the period was also at similar rates. Nice: Sales, EBITDA, EBIT and Net Financial Position over 2003-2005 Total sales EBITDA EBITDA margin EBIT EBIT margin Net debt (cash) Source: Company Data 2003 2004 2005 Italian GAAP 79.4 25.5 32.1% 22.7 28.6% (6.9) IFRS 101.1 35.1 34.7% 32.8 32.4% (21.1) IFRS 121.6 39.0 32.1% 36.2 29.8% (19.0) CAGR ’03-‘05 +23.7% +23.6% +26.4% This impressive trend was driven by the excellent performance on the screen division (41.8% ’03-’05 CAGR) coupled with the material increase for the gate division (17.6% ’03-’05 CAGR), both at top line and profitability level, explained by: • the launch of new products with higher technological level. Note the very high contribution of the new products to top line growth; • the mentioned focus on internationalisation. Screen division: ’03-’05 CAGR 2003 2004 2005 Italian GAAP IFRS IFRS 18.6 27.3 37.4 Total revenues Source: Company Data CAGR ’03-‘05 41.8% Gate division: ’03-’05 CAGR Total revenues Source: Company Data 2003 2004 2005 Italian GAAP IFRS IFRS 60.8 73.9 84.1 CAGR ’03-‘05 17.6% 28 July 2006 ● 13 Nice ’03-’05 Top Line CAGR by Area Total Europe % of sales 2003 2004 2005 CAGR ‘03-‘05 72.2 92.6 111.4 24.1% 91.0% 91.5% 91.6% America 1.0 1.6 2.0 Africa & Middle East 4.0 4.6 5.2 14.2% Asia - Oceania 2.1 2.4 2.9 16.8% 79.4 101.1 121.6 23.7% Total Source: Company Data 43.5% However, given the overall trend a few factors need to be explained specifically: • The slight contraction in Group’s EBITDA margin in 2005; • The evolution of working capital; • The real estate spin-off. Contraction in the Group’s EBITDA margin in 2005 The Group’s EBITDA margin declined slightly from 34.7% in 2004 to 32.1% in 2005, mainly due to an increase in commercial costs (from €7.7m to €10.4m, +35.4% Y/Y), labour costs (from €11m to €14.6m, +32.2% Y/Y) and general & administration expenses (net of other income, from €5.9m to €7.8m, +32.6% Y/Y) related to: • the strengthening of the commercial function, with the opening of new subsidiaries and an increased sales force; • marketing costs to penetrate the Do-It-Yourself channel and the large-scale distribution through the Mhouse brand; • increased costs to improve the research and development function. The evolution of working capital The increase in net working capital from around 15.5% as percentage of sales recorded in 2003 to 22.6% in 2005 can be explained essentially through the equivalent increase in absolute and relative inventories. Note the material increase in inventories between 2004 and 2005 (from €15.1m to €24.1m) mainly attributable to the expected increase in sales in the first quarter of 2006 and, partly, the implementation of the new Axapta software for warehouse management. 28 July 2006 ● 14 Nice Nice: 2003 – 2005 Net Working Capital Evolution as % of sales Inventories Accounts receivable Accounts payable Trading working capital Other activities Other liabilities Net working capital (NWC) % on net sales Source: Company Data 2003 11.0 21.5 (16.6) 15.9 1.1 (4.7) 12.3 15.5% 2004 15.1 26.3 (18.1) 23.3 2.4 (9.3) 16.5 16.3% 2005 24.1 32.6 (26.9) 29.8 4.8 (7.1) 27.5 22.6% Despite this increase in net working capital, the Group was able to generate operating free cash flow of between €15 and €20m per year, thanks to its efficient business model, which requires minimal investments (€5m/€8m per year) to sustain top line growth. The Group’s net financial position is positive to the tune of €19m vs. €6.9m recorded in 2003. The real estate spin-off: a book value transaction In February 2006, Nice spun-off its real estate assets to Nice Immobiliare S.r.l., a vehicle owned by the parent company Nice Group B.V. The transfer included: • the book value of the assets (€7m for non-core assets owned in Tuscany plus some €17m for the headquarter, for total €24m) plus credits and other financial assets of some €4.3m; • €18m of the Group’s net cash to the new vehicle, leading to a 2005 pro-forma Group’s net cash position of €0.6m. Instead of owning the headquarters, the Group now has an 6-year rental contract with a 6 year renewal clause. We assumed a net cost for the company of around €1m in 2006e, taking into account the yearly rent, lower depreciation charges and tax shield. This represents about 5% of 2005 net profit. On the other hand, the company will benefit from higher return on capital employed. Peers profitability compared to Nice To complete the picture, below we summarize the key figures of Somfy and FAAC, the Group’s main competitors in the “screen” and domestic “gate” sector respectively. 28 July 2006 ● 15 Nice Peers profitability compared to Nice Nice FAAC Somfy 2004 2005 % ch. 2003 2004 % ch. 2004 2005 % ch. Domestic market 20.0 22.5 12.5% 47.4 50.8 7.1% 170.7 177.4 3.9% European Union 72.5 88.9 22.6% 59.7 62.7 5.1% 313.0 325.2 3.9% 8.6 10.2 18.6% 18.5 19.9 7.3% 85.4 88.7 3.9% 101.1 121.6 20.2% 125.6 133.4 6.2% 569.1 591.2 3.9% 32.8 36.2 10.6% 23.7 30.9 30.5% 113.7 116.7 2.6% 32.4% 29.8% 18.9% 23.2% 20.0% 19.7% (0.2) (0.1) 1.7 1.3 (0.6) (0.6) 0.0 0.0 (0.2) 1.6 0.0 0.0 Rest of the World Total sales EBIT EBIT margin Net financial income (charges) Extraordinary items Pre-tax profit -43.5% -21.4% 0.0% 32.5 36.1 11.0% 21.1 37.4 77.2% 113.1 116.1 2.7% Taxes (12.9) (14.5) 12.3% (8.2) (9.7) 19.3% (37.1) (24.0) -35.3% Tax rate 39.6% 40.1% 38.8% 26.1% 32.8% 20.7% 0.0 0.0 (0.1) (0.3) 11.7 14.9 27.4% 19.7 21.7 12.8 27.4 87.7 107.0 22.0% Minorities Net profit Source: Mediobanca Securities 10.2% 113.9% 28 July 2006 ● 16 Nice Market overview: the untapped synergies The Nice Group operates in the Home Automation System market for Gates and Screens. The Group’s products comprise: 1) automation systems for gates, garage doors and barriers and 2) automation systems for awnings, rolling shutters and curtains, with an international focus on the domestic market, Europe, the US and developing countries in Eastern Europe, Asia and Africa. By turnover and according to 2005 data provided by Frost & Sullivan, the world market is estimated at around €2.5bn, of which gates represent some €1.7bn (or 67.5%) and screens the remaining €0.8bn (or 32.5%). We summarize what we consider to be the main common features and the main differences of the two Group’s core businesses below: Common features: • In the last for years the two sectors have registered high CAGRs of 7.3% and 7.1% respectively, driven by favourable macro-economic trends. These are: 1) the increased demand for higher living standards and comfort in developed regions, 2) positive trends in Europe and US in real estate and 3) GDP growth in large and affluent emerging markets such as Eastern Europe and Asia. All these elements were coupled with a strong generalised increase in demand for security. • The leading players are mainly focused on the domestic market, with a marginal presence abroad. This is true both in the gate and screen sector, where the US Chamberlain Group (the leading operator in the gate sector with a 22% market share) or French Group Somfy (the market leader in the screen sector with a 66% market share) mainly sell in the domestic market. • Finally, the operators mentioned above mainly focused on a sole product (gates or screens). They have absolutely no presence in the other sector and even focused on a niche segment (in the case of the US Chamberlain Group involved in the production of Home Automation devices for garage doors) or only have a marginal presence (French Group Somfy, 80% of whose revenues are generated in screens and 15% in gates – Source: Somfy data). Differences: • In terms of concentration, the Group’s two reference markets show material differences. The gate sector is quite fragmented. The biggest player, the Chamberlain Group, has a 22% market share and its four competitors are 3x/4x smaller with a 7%/5% market share each. In contrast, the screen sector is highly concentrated with the main players (Somfy - 66% market share and the German Elero - 13% market share) accounting for almost 80% of the market. 28 July 2006 ● 17 Nice Mainly Inter\national Players US Mainly US Gate: 2005 Global Market Share Screen: 2005 Global Market Share 22% Chamberlain FAAC 7% CAME 7% Nice 66% Elero 13% Becker 5% Genie Somfy 5% Nice 4% 4% Source: Frost & Sullivan 2006 • In terms of geographical presence, the charts below show that the North America and Western Europe are the main markets, even if with material differences. We refer to the gate segment, where the biggest players are concentrated in Western Europe. The US operators, accounting for a relevant 41.5% of the sector, are mainly involved in the niche of garage doors. As for the screen market, the 68.7% is in the hands of Western Europe operators. Gate: 2005 Global Market Breakdown by Area Screen: 2005 Global Market Breakdown by Area Asia Pacific 7.5% North America 11% Middle East, North & South Africa 5.5% North America 41.5% Western Europe 36.3% Middle East, North & South Africa 6.3% Rest of Europe 2.3% Central Eastern Europe 6.1% 2005 Total Estimated Size: €1.7bn Asia Pacific 8.7% Rest of Europe 2.3% Central Eastern Europe 3.8% Western Europe 68.7% 2005 Total Estimated Size: €0.8bn Source: Frost & Sullivan 2006 In this contest, Nice is the main player as it has an international presence and operates in both gates and screen automation systems. The only listed company is Somfy, 80% of whose total revenues are represented by motor systems for rolling shutters, mainly sold in its domestic market. “Gate”: a still growing market especially in North America and Eastern Europe As we explained above, the gate market is fairly fragmented, with the top five players controlling around 45% of the global market. North America represents the largest market, thanks to the leadership of the US Chamberlain Group (22% share), and is mainly focused on automation systems for garage doors. Western Europe is the worlds’ second largest market, but focuses on automation systems for gate. 28 July 2006 ● 18 Nice In detail, Italy is the biggest European market followed by France and Germany. Well established Italian companies FAAC and CAME have a consolidated presence in their domestic market, and both have a world market share of 7%. Nice is the forth largest operator in the global market, with a 5% share, and represents an emerging fource. As the tables below show, the gate sector recorded a CAGR of 7.3% between 2001 and 2005 with total sales of €1.7bn. According to Frost & Sullivan estimates this trend should be replicated between 2005 and 2011, recording a material CAGR of 8.4% and sales of some €2.8bn. Gate Sector Growth Trend 3.000 CAGR 2005-11 = 8,4% 2.500 CAGR 2001-05 = 7,3% (€m) 2.000 1.500 1.000 500 - 2001 2002 2003 2004 2005 2006 2007 2008 2009 2010 2011 Source: Frost & Sullivan 2006 The key drivers (positive real estate construction trends, increased demand for higher living standards and comfort and increased need for security) which sustained growth in Western Europe and North America and led to the CAGR of 7.3% for ’01-’05, should further sustain the growing trend of these regions in the next five years, while boosting emerging markets in Eastern Europe, Asia and the Pacific area. Gate Sector ‘01-’05 CAGR by Area 21.0% Gate Sector ‘05-’11e CAGR by Area 21.0% 20% 18.0% 18.0% 15.0% 15.0% 12.0% 12.0% 9.0% 6.8% 7.6% 7.6% 7.5% 9.0% 9.1% 8.5% 8.7% Western Europe Central Eastern Europe 8.7% 7.7% 6.5% 6.0% 6.0% 3.0% 3.0% 0.0% Asia Pacific 13.6% Western Europe Central Eastern Europe Rest of Europe Middle East, North & South Africa North America 0.0% Asia Pacific Rest of Europe Middle East, North & South Africa North America Source: Frost & Sullivan 2006 28 July 2006 ● 19 Nice In terms of price mix, the expansion of the main players in this emerging markets characterised by lower purchasing power of the end user coupled with manufacturing delocalisation in low cost countries should lead to a gradual reduction of average selling prices. “Screen”: a more concentrated market The screen sector shows a much higher concentration. Western Europe represents the largest market accounting for 68.7% of the total, with the top three players holding a combined market share of around 84%. These are Somfy (66%), and German groups Elero and Becker Antribe (13% and 5% respectively). Nice, the youngest player among the market leaders, is world’s forth largest operator, with a 4% market share. As the tables below show, the screen sector recorded a CAGR of 7.1% between 2001 and 2005 with total sales standing at €0.8bn. According to Frost & Sullivan estimates this trend should be replied between 2005 and 2011, recording a CAGR of 8.2% and sales of €1.3bn. Screen Sector Growth Trend 1.400 CAGR 2005-11 = 8,2% 1.200 (€m ) 1.000 CAGR 2001-05 = 7,1% 800 600 400 200 2001 2002 2003 2004 2005 2006 2007 2008 2009 2010 2011 Source: Frost & Sullivan 2006 While the gate sector targets both the residential (automation systems for gates and garage doors) and commercial segments (barriers), the screen sector focuses solely on the residential market. As a result, the key drivers here are even more real estate construction trends, the increased demand for higher living standards and comfort and the increased need for security. Growth opportunities for the sector over the next five years lie in the emerging markets of Asia, the Middle East, North and South Africa and North America. In particular, the US market has a large untapped potential, as this kinds of products are not established and are under-developed. 28 July 2006 ● 20 Nice Screen Sector ‘01-’05 CAGR by Area 14.0% Screen Sector ‘05-’11e CAGR by Area 13.5% 14.0% 12.6% 12.5% 12.0% 11.1% 9.6% 10.0% 11.7% 12.0% 10.0% 9.6% 8.6% 8.0% 8.0% 5.5% 6.0% 6.9% 7.3% 6.0% 5.2% 4.0% 4.0% 2.0% 2.0% 0.0% 0.0% Asia Pacific Western Europe Central Eastern Europe Rest of Europe Middle East, North & South Africa North America Asia Pacific Western Europe Central Eastern Europe Rest of Europe Middle East, North & South Africa North America Source: Frost & Sullivan 2006 The industry is becoming increasingly competitive scenario. Against this backdrop, an increase of procurement of basic components from Eastern Europe and China coupled with the main players partly shifting production to low cost countries should allow companies to counterbalance the expected decline in the average sales price. Untapped synergies between gates and screens Currently, there is a clear separation in the home automation market between the gate and the screen sectors in terms of 1) standardisation of basic components; 2) research and development costs; 3) logistic costs and 4) mainly, the absence of a recognised radio-standard to implement the wireless technology allowing all home automation devices to “speak to each others”. 1. The standardisation of basic components should allow them to be used in the production of both gates and screen, implying lower average costs per unit. This synergy is extremely important for all advanced electronic devices. 2. As a result, the standardisation of basic components should lower research and development costs, as it will allow for a) shorter design and launch phases for new products and b) more flexible and lighter R&D teams. 3. Last but not least, there are logistic synergies relating to a) more efficient warehouse management b) higher volumes of components acquired, giving suppliers grater purchasing power and c) fewer phases to be outsourced with further warehouse improvement. Thanks to its presence in both the gate and screen sectors and its higher level of technology in terms of electronic components, Nice seems to be one step ahead compared to the main home automation players (see the section Research and Development at page 15). Finally, we highlight the current absence of recognised radio-standards to implement the wireless technology. Further synergies could be exploited with the introduction of a common standard recognised by all home automation producers allowing all devices to interact, boosting their long-term penetration worldwide. In this field, it seems that the main chip producers (Motorola, Honeywell, Samsung, Cisco Systems, STM and others) are developing a common radio-standard through the so-called ZigBee Alliance. 28 July 2006 ● 21 Nice Here below, we summarize the competitive scenario for the home automation market: Nice: Competitive Scenario of the Home Automation Market Entry barriers • Technical competences and know-how • Product quality • Achievement of security certificates and homologation for all the products Medium level of intensity Contractual power from suppliers Players Contractual power from clients • Abundant basic components and consumption materials supply • Concentrated market, especially in the “screen” sector • Market highly fragmented • Lack of supplying agreement, binding in the long term • Few competitors with a strong international presence • Unlikely vertical integration • Lack of significant replacement costs • Three on four of the main players are Italians • Unlikely vertical integration Low level of intensity • Lack of relevant replacement costs • Strong competition in rising markets (Eastern Europe, Asia ect) High level of intensity Low level of intensity Substitutive products/processes • Lack of substitutive products Low level of intensity Source: Mediobanca Securities 28 July 2006 ● 22 Nice Nice - the keys to the equity story: design, innovation and outsourcing Nice has a unique business model that differs from its main competitors in its flexibility and efficiency. Since its foundation in 1993, the Group has always had a strong commitment to technological innovation, coupled with fully outsourced production. The chart below highlights that the highest added value phases (Research and Development and logistic and quality control) are kept in-house, while the low added value activities (production) are fully outsourced. Nice Business Model Research & Development Planning, Programming and Procurement Design Production In-house R&D 100% production outsourced Commitment to technological innovation Large number of selected suppliers Bargaining power with suppliers Centralised warehouse Attention to style and design Focus on time-tomarket optimisation and cost reduction Marketing and Communication Logistics and Quality Control Distinctive brand identity (product and corporate) in an unbranded industry Coherent communication and attention to style of communication Strict control of key phases of production In-House Sales and Distribution Extensive geographical coverage Ca. 80% of 2005 net sales outside Italy Highly diversified customer base Continuous marketing effort Fully Outsourced Partially Outsourced Source: Company Data Research and Development Products are developed internally through a highly skilled in-house R&D team. This translates into in-house R&D expenses of some €3.2m (2.6% of net sales) vs. €1.4m recorded in 2003. There are three steps to launching a new product: • Design of new products (or improvement of existing ones) driven by joint and coordinated efforts between the top management and the R&D department based on the input provided by the sale force; • Manufacture of the prototype, with technical and commercial support; • The procurement of components from selected suppliers leading to pre-series, and inhouse laboratory testing. This process usually commercialization. takes between six to eighteen months from conception to We point out the significant importance of design and ergonomics in the home automation market (both gates and screens), where products are not particularly “sexy” and need to be perceived by the final client as higher in terms of quality. In this field, Nice was a pioneer for the 28 July 2006 ● 23 Nice application of design solutions for gate and screen, thanks to a highly experienced in-house team supported by longstanding relationship with external consultant. Nice: The three steps before the launch of a new product R&D Design Top Management Sales Technical Commercial Procurement Planning of new products/ Improvement of existing products Prototype Input from Market Analyses Pre-series/ In-house laboratory testing Launching Source: Company Data We provide two examples of product innovation, which highlight all the features in terms of the higher technological level and design explained above: • Max controller: it is a modular tubular “Plug & Work” engine developed through Nice MAP technology (Modular Assembling Product) for screens. It guarantees higher performances in terms of silence and adaptability to existing screens, also allowing for an easier management of spare parts, and can be adapted to ZigBee technology; • Nice Way: it is an innovative modular radio-control system. 11 modules can be placed in 5 different holders allowing up to 80 automation groups, both gate and screen to be managed. The focus on new technological solutions and new material allows the Group to continuously improve overtime the technological content of its products combined with a lifestyle content and easy installation for its highly diversified customer base. This explains how the Group well outperformed both the gate and the screen sector in the past three years, both domestically and internationally. 28 July 2006 ● 24 Nice Nice: 2003-2005 CAGR vs. peers in gate market 17.6% Nice: 2003-2005 CAGR vs. peers in screen market 41.8% 7.7% 7.4% (1) 1.0% Nice Somfy Gate Market Nice Screen market Source: Frost & Sullivan 2006, companies’ annual reports Planning, Programming and Procurement The efficiency of the business model is based on the longstanding relationship with more than 300 selected suppliers which guarantees the quality of components required by the company. The procurement is the final step of a planning and programming activity involving: • a team of seven electronics and electro mechanics engineers; • the sale force which quantifies the basic components required for the following year’s production on the basis of the approved budget; Nice: The procurement activity P ro d u c tio n P ro g ra m m in g T e c h n ic a l m anagem ent (e le c tro n ic s a n d e lec tro m ec h an ic s ) Id e n tify in g b a s ic c o m p o n e n ts re q u ire d fo r p ro d u c tio n Q u a n tify in g b a s ic c o m p o n en ts re q u ire d fo r n e x t y e ar p ro d u c tio n S a le s Budget S a le s M a te ria ls R eq u irem e n t P la n n in g (M R P ) Y e arly O rd e r P ro c u re m e n t Source: Company Data 28 July 2006 ● 25 Nice This process translates into a yearly order, allowing the Group to increase its purchasing power in relation to suppliers. In order to improve procurement efficiency, we believe the critical elements lie in: 1. a further standardisation of basic components between the gate and the screen sectors allowing synergies in terms of time-to-market optimisation and average cost reduction of single component; 2. a stronger focus on low cost countries following the launch of procurement in China and Eastern Europe. Production, Logistic and Quality control The flexibility of the business model lies in fully outsourced production through established relationship with 77 selected third-party manufacturers, mainly located in Northern Italy. This implies an efficient cost structure and a low capes requirement. The manufacturing process of the final product is based on an inflow of basic components which are tested in-house through rigorous quality control and/or at third-party manufacturers through tools and equipment provided by Nice. Such components are then sent to third-party manufacturers to be assembled. The finished products are finally tested (in-house or at third-party manufacturers again through tools and equipments provided by Nice) and then stored for sale. It is clear that the full outsourcing of production requires highly centralised coordination to maintain efficiency and a strong relationship with third-party manufacturers. For each phase, there are at least two manufacturers available, in order to avoid any delay in the process. It is also clear that the main advantage of this system lies in keeping in-house expertise confidential. Basic Components Assembling Testing Basic Components Silk-screen Printing Basic Components Finishing S = Suppliers T = Third-Party Manufacturers Source: Company Data 28 July 2006 ● 26 Nice Marketing and Communication Nice products are perceived by installers and distributors as having a distinctive brand identity in an unbranded industry, thanks to the company’s focus on technological innovation, design and ergonomics. Its marketing activities aim to create a strong brand identity through communication based on the functionality of the Group’s products and, overall, at convincing the final customers about the higher living standards and comfort the Group’s products offer. These activities incude: • Participation at national and international trade fairs; • Innovative and detailed catalogue advertising in specialized magazines and trade fairs associated with techniques such as effective headlines, impressive product names and visible packaging; • Training courses and events/conventions dedicated to distributors in order to create a kind of “customer loyalty”; • Support to the clients’ promotional activity through mail shots and local promotion and advertising; • Its presence in specialized national and international newspapers and reviews. These elements clearly explain the choice of the management to focus on mono-brand products and make significant advertising investment of €4.7m in ’05 (or 3.9% of net sales vs. €2.2m, 2.8% of 2003 net sales). Sales and Distribution Nice products are sold through four channels: Installers, Distributors, Manufacturers and Electronic equipment wholesalers. Following the incorporation of Mhouse in 2003, the Group is also present in the large-scale retail Do-It-Yourself market (DIY), mainly through distribution agreement with large-scale operators. As shown in the table below, installer and distributors represent the most important channels but are also highly fragmented, since the top ten clients account for around 16% of net sales. Nice: Distribution channel breakdown DIY Wholesalers 7.2% 2.8% Installers 30.8% Manufacturers 16.1% Distributors 43.1% 2005 Net Sales Source: Company Data 28 July 2006 ● 27 Nice The sales organisation is very lean and headed by a sales director and four managers (Export, Commercial subsidiaries, Gate Italy and Screen Italy), all with responsibility for net sales and margins. The targets are monitored quarterly, while activities monthly. They control 13 subsidiaries, the headquarter included, all over the world (US, Western Europe, Eastern Europe and China) and a sales force of 140 people who receive a basic salary plus commission (between 20% and 30% of total). The main synergies relate to the further integration of the gate and screen sector in sales and distribution. Nice: Sales Force Organisation Installers Distributors Manufacturers Installers End-Users Electric Material Wholesalers Large-scale retail DIY Source: Company Data 28 July 2006 ● 28 Nice Two integrated product lines with a strong international presence Nice is the main player in the home automation market involved in the production of automation systems for both gates, garage doors and barriers (the gate sector) and awnings, rolling shutters and curtains (the screen sector). The Group’s structure is very lean with the parent company fully controlling (or through a majority stake) all the subsidiaries based in the Group’s key markets. NICE: Group Structure Nice S.p.A. Oderzo, Treviso – Italy 100% 100% Nice France S.a.s. Buchelay – France 100% Nice Deutschland GmbH Gelnhausen – Germany Nice UK Ltd Chesterfield – UK 99% 60% Nice Belgium S.A. Haasrode – Belgium 60% Nice Automatismos Espana S.A. Madrid – Spain 100% 100% Mhouse France S.a.r.l. Aubagne – France Nice Screen S.A. Barcelona – Spain 100% Nice USA Inc. Jacksonville – USA 99% Mhouse S.r.l. Oderzo, Treviso – Italy 100% 79% Nice Shanghai Automatic Control Co. Ltd. Shanghai – China Nice Polska S.p. Z.o.o. Pruszkòv – Poland S.C. Nice Romania S.r.l. Bucharest – Romania Source: Company Data Its presence in both sectors began in 2000 with the integration of Motus, a domestic player in the production of screen products. Currently, the screen division accounts for around 31% of the Group’s 2005 net turnover showing an impressive increase in the last two years (’03-’05 CAGR of 41.3%). The profitability of the two product lines is quite similar. In 2003 the management created a new dedicated brand, called Mhouse, to penetrate the Do-ItYourself channel. Thanks to the features of the products (easy to install and user friendly - both gate and screen), revenues for the subsidiary more than doubled between 2003 and 2005 coming in at €10m, with a target of €20m by 2008. Nice: Revenues Breakdown by Product 2003 Net sales* 2004 Gate Screen Total 60.8 18.6 79.4 % on total 76.6% 23.4% 100.0% Source: Company Data and Mediobanca Securities Gate Screen 2005 Total Gate Screen CAGR Total 73.9 27.3 101.2 84.1 37.4 121.6 73.0% 27.0% 100.0% 69.2% 30.8% 100.0% Gate Screen Total 17.6% 41.8% 23.7% The key driver of this impressive growth was the strong focus on the international expansion. Since the foundation in 1993, the company enjoyed a material percentage of export on total turnover (57%), increasing year-by-year to the current 82%. 28 July 2006 ● 29 Nice The Nice story €122m 1 C 05 /20 993 €101m 1% +4 R: AG €79m €70m €54m €45m €25m €2m 1993 % Export €3m €4m €7m €12m €18m 1994 1995 1996 1997 1998 1999 2000 2001 57% 65% 53% 58% 61% 64% 69% 67% Nice France Nice Polska Nice España Nice Belgium 2002 2003 2004 2005 68% 77% 80% 82% Nice China Nice UK Nice USA Nice Deutschland Nice Romania Note: Italian GAAP before and including 2003, IFRS for 2004 and 2005 Source: Company Data As already mentioned in the section on the company’s reference market, Nice differs from its competitors, as it is the main player involved in both businesses, and has a significant international presence. The Group is present in: • Western Europe with nine subsidiaries between the UK, Spain, France, Italy, Belgium and Germany (9% average market share and ranking 3rd). • Eastern Europe with two subsidiaries in Poland and Romania (14% average market share and ranking 2nd); • Middle East and Africa with a 3% market share and ranking 3rd; • North America with one subsidiary since 2005; • Asia and Pacific area with a 2% market share and ranking 6th. The Group is also present in China since 2002 with a subsidiary. France France represents the Group’s main market, accounting for around 28% of 2005 net sales. The key feature is its high concentration in the screen sector, while the gate sector is less developed and has untapped potential. The distribution is mainly operated by installers. The main competitors are Italian companies CAME and FAAC in the gate sector and the market leader Somfy in the screens market. Italy The domestic market is the Group’s second largest market accounting for around 18.5% of 2005 net sales. Compared to the French market, Italy is highly concentrated in the gate sector, while the screen sector is still in the early development stage with a strong potential. The main channel is represented by installers, while Do-It-Yourself is less developed. The main competitors are the Italians CAME and FAAC in the gate sector and Somfy in the screen division. 28 July 2006 ● 30 Nice Rest of Europe As already mentioned in the description of the reference market, the rest of Europe, and in particular Eastern Europe, is still at an early stage development and represents the most interesting market in terms of growth opportunities. Russia is the largest and most dynamic also helped by a growing trend in construction (in particular in the residential trend) and favourable climatic conditions (great variations in temperatures). The rest of Europe and Eastern Europe represent together the 45% of 2005 net sales. Compared to Western Europe, it is a market more price sensitive in terms of final customer. The main competitors are the Italians CAME and FAAC in the gate sector and Somfy and the Germans Elero and Becker in the screen division. North America The North American market is enjoying a strong increase in the Screen sector mainly thanks to an increased need of security coupled with a favourable residential construction trend. In the gate sector, garage doors are the most developed products. According to the management, the screens division could be boosted significantly by the heavy impact of climatic conditions in areas affected by hurricanes. North America is still a virgin market for the Group, accounting for a modest 1.6% of total sales. The main competitors are US Chamberlain and Genie in the gate sector (in particular in the garage doors segment) and Somfy in the screen market. Asia-Africa and Pacific area The largest markets are China, Japan, India and Australia, all highly fragmented both in gates and screens. They enjoyed fast growth, especially in the screen sector, driven by increasing disposable income. In these areas all the main players have negligible market shares (Chamberlain, FAAC, CAME in the gate sector and Somfy, Elero, Becker in the screen sector). The impressive growth recorded by the Group in these areas and a revenues breakdown by area are provided below. ‘03-'05 CAGR by Area ‘03-'05 CAGR Source: Company Data France Italy Rest of Europe North America Asia-Pacific 38% 10% 25% 44% 17% 28 July 2006 ● 31 Nice Nice: Revenues Breakdown by Area 2003 Italy % of sales France % of sales EU 15* % of sales Rest of Europe % of sales Total Europe % of sales America % of sales Africa & Middle East % of sales Asia - Oceania % of sales Total % of sales Source: Mediobanca Securities 2004 % ch. 8.1% 18.5 20.0 23.3% 19.8% 18.1 25.9 22.8% 25.6% 21.4 26.9 27.0% 26.6% 14.3 19.7 18.0% 19.5% 72.3 92.6 91.0% 91.5% 1.0 1.6 1.3% 1.6% 4.0 4.6 5.0% 4.5% 2.1 2.4 2.7% 2.3% 79.4 101.1 100.0% 100.0% 2005 % ch. CAGR ‘03/’05 22.5 12.2% 10.1% 32.8% 37.9% 20.1% 22.9% 12.6% 24.6% 20.3% 24.1% 28.1% 43.5% 13.3% 14.2% 23.4% 16.8% 20.2% 23.7% 18.5% 43.3% 34.4 28.3% 25.9% 32.4 26.6% 37.9% 22.2 18.2% 28.0% 111.4 91.6% 60.8% 2.0 1.7% 15.1% 5.2 4.3% 10.6% 2.9 2.4% 27.3% 121.6 100.0% *Excluding Italy and France 28 July 2006 ● 32 Nice Next step: further international expansion The strategy of the management for the next three years is focused on the following two key drivers: • A strengthened position on markets where the Group is already present thanks to the recognised brand awareness of Nice’s mono-brand products, technological improvements to existing products and the launch of new ones; • Further geographical expansion. The management aims to penetrate regions with high growth potentials, in particular the North American market and Eastern Europe. International expansion The strategy is based on three steps: • Entering new markets. It usually takes two years to reach a critical mass; • Building brand awareness. Full penetration usually takes one or two years; • Boosting volumes to reach a market share above 20%. Entering new market involves analysing their potential in terms of penetration of both product lines and starting relationships with local installers and distributors. This might imply the purchase of local distributors and/or the establishment of commercial subsidiaries. The sales force building is depending about the total revenues realised (above €1m). The brand awareness is built by replying the consolidated business model in terms of marketing and communication. To do this, the company takes part in national and international trade fairs, as innovative and detailed catalogue with effective headlines, impressive product names and visible packaging and, finally, supports its clients’ promotional activity through mail shots and local promotion and advertising. Volumes are finally boosted by increasing the local sales force and strengthening relationship with professional operators such as architects, engineers and developers. The key point of this phase lies in the introduction of products with superior technological and leveraging the Nice brand. This strategy will be implemented both in growth markets where the Group is already present with one of the two product divisions (i.e. Italy and France) and in new areas with high growth potential (Eastern Europe and North America), through the consolidated channels (installers, distributors, manufacturers and wholesalers) and the Do-It-Yourself channel. Specifically: In the French and domestic markets the management aims to strengthen and integrate the sales force with a special focus on electric equipment wholesalers coupled with further penetration in the DIY channel; The North American screen sector will be aggressively penetrated with a special focus on the “sun belt” regions (Florida, California and Texas), representing a unique growth opportunity. In the emerging markets, new subsidiaries will be opened, increasing the sales force and thus deepening relationships with existing or new distributors. 28 July 2006 ● 33 Nice The chart below highlights the opportunities represented by the North American market and Eastern Europe that the company has just started to penetrate. Nice: New Market Opportunities Only sales markets Market Entry Build brand awareness Boost volumes Source: Company Data 28 July 2006 ● 34 Nice Profit & Loss account (€ m) Turnover Turnover growth % EBITDA EBITDA margin (%) EBITDA growth (%) Depreciation & Amortization EBIT EBIT margin (%) EBIT growth (%) Net Fin.Income (charges) Non-Operating Items Extraordinary Items Pre-tax Profit Tax Tax rate (%) Minorities Net Profit Net Profit growth (%) Adjusted Net Profit Adjusted Net Profit growth (%) 2004 101 27.4 35 34.9 38.4 -3 32 31.7 41.5 0 0 0 31 -11 34.3 0 21 36.0 21 36.0 2005 2006E 2007E 122 158 190 20.2 29.9 20.3 38 51 63 31.3 32.0 33.0 7.7 32.8 24.2 -3 -3 -4 36 48 59 29.2 30.2 31.2 10.7 34.2 24.2 -1 0 0 0 0 0 0 0 0 35 48 60 -14 -19 -23 40.3 39.0 38.0 0 0 0 21 29 37 0.4 40.2 27.1 21 29 37 0.4 40.2 27.1 Multiples P/E Adj. P/CEPS P/BV EV/ Sales EV/EBITDA EV/EBIT EV/Cap. Employed Yield (%) FCF Yield (%) Balance Sheet (€ m) Working Capital Net Fixed Assets Total Capital Employed Shareholders' Funds Minorities Provisions Net Debt (-) Cash (+) 2004 16 39 55 70 0 6 21 2005 2006E 2007E 26 35 42 27 29 34 53 64 75 50 114 143 0 0 0 3 4 4 1 55 73 Key Figures & Ratios Avg. N° of Shares (m) EoP N° of Shares (m) Avg. Market Cap. (€ m) Enterprise Value (€ m) Cash Flow Model (€ m) Cash Earnings Working Capital Needs Capex (-) Financial Investments (-) Dividends (-) Other Sources / Uses Ch. in Net Debt (-) Cash (+) 2004 24 -4 -6 0 0 0 14 2005 2006E 2007E 23 32 40 -10 -9 -7 -4 -5 -8 0 0 0 0 0 -8 -30 36 1 -20 54 18 Per Share Data (€) EPS EPS growth (%) EPS Adj. EPS Adj. growth (%) CEPS BVPS DPS Ord 2004 nm nm nm nm nm nm nm nm nm 2005 2006E 2007E nm 25.1 19.8 nm 22.9 18.1 nm 6.4 5.1 nm 4.3 3.5 nm 13.4 10.5 nm 14.2 11.1 nm 10.6 8.7 nm 1.1 1.5 nm 2.5 3.5 2004 2005 2006E 2007E nm nm 0.25 0.32 #VALORE! #VALORE! #VALORE! 27.1 nm nm 0.25 0.32 #VALORE! #VALORE! #VALORE! 27.1 nm nm 0.28 0.35 nm nm 1.0 1.2 0.00 0.00 0.07 0.10 2004 0 0 0 -21 2005 2006E 2007E 0 116 116 0 116 116 0 731 731 -1 677 659 Labour Costs/Turnover (%) Depr.&Amort./Turnover (%) Prod. Ratio (Turn./Op.Costs) 11% 3% 1.5 12% 2% 1.4 12% 2% 1.4 12% 2% 1.5 Gearing (Debt / Equity) (%) EBITDA / Fin. Charges 0% >10 0% >10 0% nm 0% nm Cap.Employed/Turnover (%) Capex / Turnover (%) 54% 6% 44% 3% 40% 3% 40% 4% Pay out (%) ROE (%) ROCE (%) (pre tax) ROCE (%) (after tax) 0% 30% 59% 38% 0% 41% 67% 40% 28% 25% 75% 46% 30% 26% 79% 49%