Aerojet Rocketdyne Holdings Inc

Aerojet Rocketdyne — Merger or Acquisition (December 2022)

19 slides from Aerojet Rocketdyne's merger presentation, Dec 19, 2022

  1. Slide 1: L3Harris to Acquire Aerojet Rocketdyne: Maximizing Value for All AJRD Shareholders

    L3Harris to Acquire Aerojet Rocketdyne: Maximizing Value for All AJRD Shareholders TRANSACTION OVERVIEW Premium $58 37% 14% Per Share to Unaffected to Proposed Lockheed Sale Price 2 3 Price Martin Sale Price 57% $4.7bn to Price Following Lockheed Transaction Martin Sale Termination4 Value1 Transacti

  2. Slide 2: Important Additional Information and Where to Find It

    Important Additional Information and Where to Find It In connection with the proposed transaction with L3Harris Technologies, Inc. (“L3Harris”), Aerojet Rocketdyne Holdings, Inc. (the “Company”) will file relevant materials with the Securities and Exchange Commission (the “SEC”). The Company’s stock

  3. Slide 3: L3Harris to acquire Aerojet Rocketdyne

    L3Harris to acquire Aerojet Rocketdyne December 18, 2022

  4. Slide 4: Forward-looking statements

    Forward-looking statements This presentation contains forward-looking statements that reflect management’s current expectations, assumptions and estimates of future performance and economic conditions. Such statements are made in reliance upon the safe harbor provisions of Section 27A of the Securit

  5. Slide 5: Key takeaways…the right asset for L3Harris

    Key takeaways…the right asset for L3Harris 1 Advances L3Harris’ Trusted Disruptor strategy and broadens reach in weapon systems and space 2 Aerojet Rocketdyne is a national asset closely aligned with U.S. security and budget priorities…highly skilled and engaged employee base also an asset 3 Access

  6. Slide 6: Transaction overview

    Transaction overview • Purchase price of $58 per share implies transaction value of $4.7B, inclusive of net debt Transaction Structure • 2024E adjusted EBITDA1 multiple of ~12x, including run rate cost synergies • Business will operate as part of a new standalone segment post-transaction • Advances

  7. Slide 7: National asset with unique capabilities

    National asset with unique capabilities By The Numbers $2.5B ~12% / ~14% Revenue1 EBIT / EBITDA margin1 $6.7B 14 Total Backlog2 Strategically Placed Facilities2 5,000+ 1,500+ Employees2 Engineers2 Revenue by Business3 Revenue by End User3 Full spectrum of propulsion for strategic, missile defense an

  8. Slide 8: Market tailwinds to drive sustained demand

    Market tailwinds to drive sustained demand $40B+ DoD’s FY23 NDAA for missile and missile defense systems $30B+ Approved U.S. funding for defense-related assistance to Ukraine in 2022 $10B+ Total approved FMS orders for Aerojet Rocketdyne systems in 2022 $25B+ NASA FY23 budget request, up 8%, support

  9. Slide 9: Financially attractive…diversifies and enhances portfolio resilience

    Financially attractive…diversifies and enhances portfolio resilience Revenue Backlog Adjusted EBITDA Adjusted EBITDA Margin Long / Short Cycle2 ~$18B ~$2B ~$20B ~$21B ~$7B ~$30B ~$3.8B ~$0.3B ~$4B ~21% ~14% 20%+ Increased Scale Improved Visibility Larger Earnings Base Maintain best in class margin E

  10. Slide 10: Supporting information

    Supporting information

  11. Slide 11: Regulation G disclosures

    Regulation G disclosures To supplement our condensed consolidated financial statements presented in accordance with U.S. generally accepted accounting principles (GAAP), we provide additional measures, including Adjusted EBITDA and Adjusted EBITDA Margin. L3Harris management believes that these non-

  12. Slide 12: Reconciliation of non-GAAP financial measures

    Reconciliation of non-GAAP financial measures Net Income $ 1,842 Adjustments: Income taxes 440 Net interest expense 265 Depreciation and amortization 967 L3Harris merger integration costs 128 Business divestiture-related (gains) losses (220) Impairment of goodwill and other assets and COVID-related

  13. Slide 13: A Twitter post by the Company's Chief Executive Officer

    A Twitter post by the Company’s Chief Executive Officer, dated December 18, 2022:

  14. Slide 14: A LinkedIn post by the Company

    A LinkedIn post by the Company, dated December 18, 2022:

  15. Slide 15: A Facebook post by the Company

    A Facebook post by the Company, dated December 18, 2022:

  16. Slide 16: A Twitter post by L3Harris

    A Twitter post by L3Harris, dated December 18, 2022:

  17. Slide 17: A LinkedIn post by L3Harris' Chief Executive Officer

    A LinkedIn post by L3Harris’ Chief Executive Officer, dated December 18, 2022:

  18. Slide 18: A LinkedIn post by L3Harris

    A LinkedIn post by L3Harris, dated December 18, 2022:

  19. Slide 19: A Financial Times article covering the transaction

    A Financial Times article covering the transaction, dated December 18, 2022: Financial Times US defence contractor L3Harris to buy Aerojet Rocketdyne for $4.7bn By Steff Chávez and Sylvia Pfeifer 18 December 2022 Deal comes after regulators blocked Lockheed Martin’s takeover of rocket maker associat

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