Alstom Sa · EURONEXT:ALO

Alstom Sa — Merger or Acquisition (April 2014)

14 slides from Alstom Sa's merger presentation, Apr 30, 2014

  1. Slide 1: Alstom Considering the Proposed Acquisition of Alstom Energy Activities by GE

    Alstom Considering the Proposed Acquisition of Alstom Energy Activities by GE Alstom to Create a Strong Standalone Market Leader in Rail 30 April 2014

  2. Slide 2: Key Highlights

    Key Highlights Binding offer from GE to acquire Alstom Energy activities ‒ Alstom Energy activities include Thermal Power, Renewable Power and Grid sectors, as well as corporate and shared services ‒ €12.35bn Equity Value, equivalent to €11.4bn Enterprise Value Board of Directors to set up a committ

  3. Slide 3: Key Terms of Binding Offer Received from GE

    Key Terms of Binding Offer Received from GE Binding offer to acquire Alstom Energy business in cash for €12.35bn (Equity Value) ‒ All assets and liabilities related to the Energy activities transferred to GE ‒ Consideration to include €1.9bn of net cash and €(0.9)bn of other net liabilities (of whic

  4. Slide 4: Key Terms of the Proposed Transaction

    Key Terms of the Proposed Transaction Price not subject to any adjustment at closing No representations & warranties on the Energy business Fixed Price Usual interim covenants (Energy business to be operated in the ordinary course of business) No shop obligation ‒ Non solicitation of third-party off

  5. Slide 5: Proposed Transaction Perimeter

    Proposed Transaction Perimeter Alstom Central and Shared Transport Thermal Power Renewable Power Grid Services 9% 19% Sales Mar-13: 27% Sales Mar-13: 45% Sales Mar-13: Sales Mar-13: Sales Mar-13: €5.5bn €9.2bn €1.8bn €3.8bn -- 10% 18% Employees: 29% Employees: 39% Employees: Employees: Employees: 27

  6. Slide 6: A Strong Industrial Logic

    A Strong Industrial Logic Integration of Alstom Energy activities within GE to strengthen its future development prospects ‒ Enhanced size ‒ Diversity of geographic exposure towards dynamic markets ‒ Ability to fund heavy investments in new technologies and market developments GE well placed to maxi

  7. Slide 7: Rationale for All Stakeholders

    Rationale for All Stakeholders Shareholders Implied Transaction Multiple ‒ Enterprise value of €11.4bn, implying an Equity Value (€bn) 12.4 EV / Mar-13 EBIT(1) multiple of 12.2x ‒ Limited execution risk Net Debt - 31-Mar-14 (1.9) Other Liabilities - 31-Mar-14 0.9 EqV to EV Bridge (€bn) (1.0) Employe

  8. Slide 8: Planned Significant Cash Return to Shareholders

    Planned Significant Cash Return to Shareholders Cash Return sizing to take into account Sizing  Robust Transport capital structure to fund future development Considerations  Existing Alstom debt  Cash Return terms and conditions to be submitted to shareholders’ vote Process and simultaneously wit

  9. Slide 9: Alstom to Refocus as a Leading Transport Group

    Alstom to Refocus as a Leading Transport Group Analyst Presentation– 30-Apr-14– P 9

  10. Slide 10: Alstom Transport: Ideally Positioned to Grow

    Alstom Transport: Ideally Positioned to Grow  Critical size and worldwide presence  Strong underlying rail market trends  Proven global / multi-local strategic agility  Differentiation through Integrated Solutions, Services and Innovation & Technology  Operational excellence supported by contin

  11. Slide 11: Alstom Transport: a Full Offering with Leadership Positions

    Alstom Transport: a Full Offering with Leadership Positions Key Financials Sales breakdown by region MEA NAM 7% 6% LAM 7% PAC 10% Western Europe Eastern 65% Europe 5% (1) Income from operations, before allocation of corporate costs Analyst Presentation– 30-Apr-14– P 11

  12. Slide 12: Alstom Transport: Global / Multi-local Strategic Agility

    Alstom Transport: Global / Multi-local Strategic Agility (KTZ) Main Business and Industrial locations Head office/Business office Trains Systems Major Brazilian Services civil engineering Signalling companies Global footprint Multi-Local approach • Capture the full potential of fast growing markets

  13. Slide 13: Conclusion

    Conclusion Analyst Presentation– 30-Apr-14– P 13

  14. Slide 14: www.alstom.com

    www.alstom.com ALSTOM Shaping the futiire

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