Modine Manufacturing Company Investor Presentation November 2018
Forward-Looking Statements This presentation contains statements, including information about future financial performance and market conditions, accompanied by phrases such as believes, estimates, expects, plans, anticipates, intends, and other similar forward-looking statements, as defined in the Private Securities Litigation Reform Act of 1995. Modine's actual results, performance or achievements may differ materially from those expressed or implied in these statements because of certain risks and uncertainties, including, but not limited to those described under Risk Factors in Item 1A of Part I of the Company's Annual Report on Form 10-K for the year ended March 31, 2018 and under Forward-Looking Statements in Item 7 of Part II of that same report, and in the Company s Quarterly Report on Form 10-Q for the quarters ended June 30, 2018 and September 30, 2018. Other risks and uncertainties include, but are not limited to, the following: Modine s ability to realize the anticipated synergies associated with the Luvata HTS acquisition and to achieve projected cash flows sufficient to maintain a desirable leverage ratio; the overall health and price-down focus of Modine s customers; uncertainties regarding the costs and benefits of Modine s restructuring activities; operational inefficiencies as a result of program launches, unexpected volume increases and product transfers; economic, social and political conditions, changes and challenges in the markets where Modine operates and competes, including foreign currency exchange rate fluctuations (particularly the value of the euro, Brazilian real and British pound relative to the U.S. dollar), tariffs, inflation, changes in interest rates, recession, restrictions associated with importing and exporting and foreign ownership, and the general uncertainties about the impact of regulatory and/or policy changes, including those related to tax and trade, that have been or may be implemented in the U.S. or by its trade partners, and continuing uncertainty regarding Brexit ; the impact on Modine of any significant increases in commodity prices, particularly aluminum, copper, steel and stainless steel (nickel), and our ability to pass increasing prices on to customers; Modine's ability to successfully execute its strategic and operational plans; the nature of and Modine s significant exposure to the vehicular industry and the dependence of this industry on the health of the economy; the concentration of sales within our CIS segment attributed to one customer; Modine s ability to recruit and maintain managerial and leadership talent; Modine s ability to protect its proprietary information and intellectual property from theft or attack; the impact of any substantial disruption or material breach of our information technology systems; costs and other effects of environmental investigation, remediation or litigation; and other risks and uncertainties identified by the Company in public filings with the U.S. Securities and Exchange Commission. The Company does not assume any obligation to update any forward-looking statements. 2
Modine at a Glance A Diversified Industrial Company with a Well Positioned Product Portfolio Modine Manufacturing Company has been leading the way in thermal management since 1916. We design, manufacture and test heat transfer products for a wide variety of applications and markets. We're at work in practically every corner of the world, delivering the solutions our customers need, where they need them. FY 18 Sales by Geographic Region 11% 43% 46% FY 18 Sales by Business Segment Americas EMEA Asia Ticker MOD (NYSE) Founded 1916 in Racine, WI FY 18 Net Sales $2.1 billion Employees 11,700 32% 9% Vehicular Thermal Solutions* 59% Commercial & Industrial Solutions Building HVAC Systems * Intercompany coils sales are excluded for VTS segment sales. 3
End-Markets Profile Industrial sales make up more than 60% of the Modine Portfolio 61% Industrial 8% 7% 6% 39% Auto/Truck 25% FY 18 Sales - Vehicular Thermal Solutions 29% 5% 24% 42% Automotive Commercial Vehicle Off-Highway/Specialty Vehicle Other FY 18 Sales - Commercial & Industrial Solutions 23% 14% 15% 12% 27% 46% Commercial HVAC Refrigeration Data Center 17% Industrial (Power & Other) FY 18 Sales - Building HVAC Systems Automotive Off-Highway/Specialty Vehicle Commercial Vehicle Commercial HVAC 22% Commercial HVAC Data Center Refrigeration Industrial (Power & Other) All graphs based on Fiscal 2018 net sales. Data Center 78% 4
Best-in Class Thermal Management Solutions Best-in Class Thermal Management Solutions Vehicular Thermal Solutions (VTS) $1.3B (59%) FY 18 NET SALES* ---------------------- Engine Product solutions and Powertrain Cooling (PTC) New heat exchangers needed to meet emissions standards and demand for advanced technologies, such as electrification Customers demand global product design, quality standards & support Commercial & Industrial Solutions (CIS) $676M (32%) FY 18 NET SALES ---------------------- Growing global demand across multiple verticals: AC in commercial and residential markets Chilled and frozen food consumption Data storage New regulations driving demand for energy efficiency and alternative refrigerants Building HVAC Systems (BHVAC) $191M (9%) FY 18 NET SALES ---------------------- Large install base, barrier to entry Long-term distributor relationships Increased focus on energy efficiency and total cost of ownership Demand for free-cooling and full product-line solutions * Intercompany coils sales are excluded for VTS segment sales. 5
Product Overview Segment VTS CIS Product Offerings Powertrain Cooling / Engine Products Radiators Charge-air-Coolers (and Liquid cooled) Oil Coolers (Air and Liquid cooled) Exhaust Gas Recirculation Coolers (EGRCs) Battery Cooling & Heating Cooling Modules Coils Heat Exchanger/Microchannel Coolers Remote Condensers Transformer Oil Coolers Coatings Electro Fin Coating Insitu spray Coating BHVAC Unit/Infrared Heaters Duct Furnaces Make-up Air Units Single Packaged Vertical Units Commercial Hydronic Units Chillers Air Handling Units Precision AC 6
BHVAC CIS VTS Customer Profile Effinity Heating Atherion Ventilation DeltaChill FreeCool School Systems 7
Modine Strategy Strengthen Diversify & Grow (SDG) Strengthen - Deliver higher operating margins and cash flows through manufacturing optimization and SG&A controls Diversify - Reduce customer concentration and exposure to cyclical end markets by increasing exposure to higher-margin industrial end markets Grow - Embrace technological advancement and make strategic investments where we have the right to win, seeking high returns on invested capital (in millions) FY Ended March 31, Pre-SDG 2015 Post-SDG 2018 Net sales $1,496.4 $2,103.1 +41% Adjusted OpInc* Margin $66.9 4.5% $120.1 5.7% +80% +120 bps Free Cash Flow* Margin $5.2 0.3% $52.8 2.5% +$47.6 +220 bps % of Industrial Sales 44% 61% * See Appendix for Non-GAAP reconciliations 8
Strategic Next Steps SDG will continue to drive our strategic decisions STRENGTHEN DIVERSIFY GROW Completed strategic portfolio assessment Addressing underperforming businesses Implementing capital prioritization process Driving SG&A process improvement Further operating margin improvement Diversify through acquisitions Target higher margin & cash generating industrial businesses Further reduce customer concentration and impact of economic cycles A greater mix of sales to Industrial markets Re-allocate capital to drive growth and profitability Concentrate growth in areas with leading positions and technology or market drivers Electric vehicles Data centers Mobile refrigeration Greenhouses/Urban farming Increase revenue growth; both organic and inorganic 9
Financial Highlights and Outlook FY 18 Results Net sales up 40% to $2.1 billion Adjusted operating income up 66% to $120.1 million Adjusted EPS up $0.76 to $1.54 Free cash flow of $52.8 million up $75.6 million (In 000s) $2,500 $2,000 $1,500 $1,000 $150 Net sales FY'16 FY'17 FY'18 FY'19 Adjusted OpInc FY 19 Guidance Net sales up 3% to 8% Adjusted operating income of $130 to $140 million up 8% to 17% Adjusted EPS of $1.50 to $1.65 Free cash flow outlook driven by projected earnings growth $100 $50 $- $75 $50 $25 $- FY16 FY17 FY18 FY19 Free Cash Flow * See Appendix for Non-GAAP reconciliations $(25) FY'16 FY'17 FY'18 FY'19 10
Q2 FY2019 vs. Prior Year Sales increased $40.6M or 8% On a constant currency basis, sales were up 10% Gross profit increased 2%; margin negatively impacted by the VTS segment Higher material costs and production inefficiencies in our VTS segment Tightly managing SG&A; while leveraging the topline growth Adjusted operating income down $0.3M or 1% Recorded significant tax benefits in Q2 Related to tax reform and foreign tax credits Excluded from the Adjusted EPS calculation (In millions) Q2 2019 Q2 2018 Net Sales $548.9 $508.3 Gross Profit 87.9 86.1 Margin 16.0% 17.0% SG&A expenses 63.4 62.2 % of net sales 11.5% 12.2% Adjusted Op Income* 26.5 26.8 Margin 4.8% 5.3% Interest Expense 6.5 6.6 Benefit for Income Taxes 22.9 0.5 Adjusted Tax Rate* 5% 4% Adjusted EPS* $0.35 $0.36 * See Appendix for the full GAAP income statement and Non-GAAP reconciliations 11
Highlights Reorganized company into three segments with global operations and scale Set to deliver another year of revenue and earnings growth and free cash flow in FY 19 Strengthen, Diversify and Grow will continue to guide strategic decisions Investigating opportunities for industrial acquisitions to strengthen product portfolio and further diversification Accelerating our transformation into a more diversified global thermal management company 12
Appendix
Vehicular Thermal Solutions (59%) 18 manufacturing facilities around the globe Focused significant resources on strategic review of our product portfolio Diversified revenue mix across major end-markets Strengthening business by optimizing global manufacturing and operational capabilities Our teams in each region are heavily involved in electrical vehicle pursuits Key customers: Daimler, Volkswagen, CAT, Volvo, Deere, Navistar, FCA, CNH, Denso, ZF, Sogefi, GM, Oshkosh, Hyundai, PACCAR (in millions) FY Ended March 31, 2018 2017 FY 2018 Sales by End Market 5% 29% 42% Automotive Commercial Vehicle Off-Highway Other 24% FY 2018 Sales by Product 40% Power Train Cooling 60% Engine Products Net sales $1,295.7 $1,152.2 Adjusted operating income* Adjusted Operating margin* 92.9 78.2 7.2% 6.8% FY 2018 Sales by Geography 13% 41% 46% Americas Europe Asia * See subsequent slide for Non-GAAP reconciliations Intercompany coils sales are excluded for VTS sales graphs. 14
Commercial & Industrial Solutions (32%) 16 manufacturing facilities in North America, Europe and Asia (closed Austria manufacturing facility) Primary products include Coils, Coolers and Coatings CIS is a pioneer in bringing microchannel technology to the HVAC&R industry, which has been used in the auto industry for more than 20 years Broadens and complements Building HVAC sales channels Fiscal 2017 financial results represent the four months ended March 31, 2017 (in millions) FY 2018 Sales by End Market 12% 15% 46% Commercial HVAC Refrigeration 27% Data Center Industrial (Power & Other) FY 2018 Sales by Product 6% 24% Coils Coolers FY Ended March 31, 2018 2017 70% Coatings/Other Net sales $675.7 $231.8 Adjusted operating income* Adjusted Operating margin* 38.1 10.9 5.6% 4.7% FY 2018 Sales by Geography 10% 52% 38% Americas Europe Asia * See subsequent slide for Non-GAAP reconciliations 15
Building HVAC Systems (9%) Four manufacturing facilities in North America and United Kingdom Complementary business that provides diversification to Modine s vehicular segment Strong financials due to product differentiation, manufacturing efficiencies and brand strength Pursuing growth opportunities based on energy efficiency and other green initiatives Ventilation and data center cooling FY 2018 Sales by End Market 22% 78% FY 2018 Sales by Product Commercial HVAC Data Center (in millions) FY Ended March 31, 2018 2017 19% 17% 23% 41% Heating Air Conditioning Ventilation Aftersales/Other Net sales $191.2 $171.6 Adjusted operating income* Adjusted Operating margin* 21.9 13.9 11.5% 8.1% FY 2018 Sales by Geography 4% 35% 61% North America EMEA ROW * See subsequent slide for Non-GAAP reconciliations 16
Q2 GAAP Income Statement (In millions, except per share amounts) Q2 Q2 Better 2019 2018 (Worse) Net sales $ 548.9 $ 508.3 $ 40.6 Cost of sales 461.0 422.2 (38.8) Gross profit 87.9 86.1 1.8 SG&A expenses 63.4 62.2 (1.2) Restructuring expenses - 0.4 0.4 Loss on sale of assets 1.7 - (1.7) Operating income 22.8 23.5 (0.7) Interest expense (6.5) (6.6) 0.1 Other expense - net (0.5) (1.1) 0.6 Earnings before income taxes 15.8 15.8 - Benefit for income taxes 22.9 0.5 22.4 Net earnings 38.7 16.3 22.4 Net earnings attributable to noncontrolling interest (0.2) (0.4) 0.2 Net earnings attributable to Modine $ 38.5 $ 15.9 $ 22.6 Net earnings per share - diluted $ 0.75 $ 0.31 $ 0.44 17
Non-GAAP Reconciliations Modine Manufacturing Company Adjusted financial results (unaudited) (In millions, except per share amounts) Three months ended September 30, Six months ended September 30, 2018 2017 2018 2017 Operating income $ 22.8 $ 23.5 $ 57.6 $ 51.1 Environmental charges (a) 1.9 0.7 2.8 0.9 Loss on sale of assets (b) 1.7-1.7 - Restructuring expenses (c) - 0.4 0.2 2.1 Acquisition and integration costs (d) 0.1 1.2 0.2 2.7 Strategy consulting fees (e) - 1.0-1.6 Adjusted operating income $ 26.5 $ 26.8 $ 62.5 $ 58.4 Net earnings per share attributable to Modine shareholders - diluted $ 0.75 $ 0.31 $ 1.18 $ 0.65 Environmental charges (a) 0.03 0.01 0.04 0.01 Loss on sale of assets (b) 0.03-0.03 - Restructuring expenses (c) - 0.01-0.03 Acquisition and integration costs (d) - 0.02-0.04 Strategy consulting fees (e) - 0.01-0.02 U.S. tax reform (f) (0.47) - (0.47) - Tax valuation allowances (g) 0.02 - (0.02) - Adjusted earnings per share $ 0.35 $ 0.36 $ 0.76 $ 0.75 (a) (b) (c) (d) Environmental charges, including related legal costs, are recorded as SG&A expenses and relate to previously-owned U.S. manufacturing facilities in the Vehicular Thermal Solutions segment. The Building HVAC Systems segment sold its operations in South Africa and, as a result, recorded a loss of $1.7 million. Annual sales for this disposed business were less than $2.0 million. There was no tax benefit associated with this transaction based upon the capital loss tax treatment in the applicable jurisdiction. Restructuring expenses primarily relate to equipment transfer and plant consolidation costs and employee severance expenses. These costs, recorded as SG&A expenses at Corporate, relate to the Company's acquisition and integration of the Luvata Heat Transfer Solutions business, which the Company operates as its Commercial and Industrial Solutions segment. The tax benefit related to acquisition and integration costs for the six months ended September 30, 2017 was $1.0 million. (e) During the first six months of fiscal 2018, the Company recorded $1.6 million of third party strategy advisory fees as SG&A expenses at Corporate. (f) (g) During the second quarter of fiscal 2019, the Company recorded income tax benefits totaling $24.4 million, which were primarily related to transition tax obligations associated with tax reform legislation in the U.S. that was enacted in December 2017 and the recognition of tax assets for foreign tax credits. During fiscal 2019, the Company adjusted its valuation allowances on deferred tax assets related to two separate subsidiaries in China. As a result, the Company recorded a $2.0 million income tax benefit in the first quarter of fiscal 2019 and an income tax charge of $1.0 million in the second quarter of fiscal 2019. 18
Non-GAAP Reconciliations Adjusted tax rate (In millions) Three months ended September 30, 2018 2017 Earnings before income taxes $ 15.8 $ 15.8 Envrionmental charges (a) 1.9 0.7 Loss on sale of assets (a) 1.7 - Restructuring expenses (a) - 0.4 Acquisition and integration costs (a) 0.1 1.2 Strategy consulting fees (a) - 1.0 Adjusted earnings before income taxes $ 19.5 $ 19.1 Benefit for income taxes $ (22.9) $ (0.5) Taxes on adjustments above 0.5 1.2 U.S. tax reform (a) 24.4 - Tax valuation allowance (a) (1.0) - Adjusted provision for income taxes $ 1.0 $ 0.7 GAAP tax rate -145% -3% Adjusted tax rate 5% 4% (a) See the adjusted financial results on slide 18 for additional information regarding these adjustments. 19
Non-GAAP Reconciliations Segment adjusted operating income and margin (In millions) Years ended March 31, Vehicular Thermal Solutions 2018 2017 Operating income $ 84.2 $ 68.4 Restructuring expenses 7.3 9.9 Environmental and legal charges 1.4 1.9 Gain on sale of facilities - (2.0) Adjusted operating income $ 92.9 $ 78.2 Net sales $ 1,295.7 $ 1,152.2 Adjusted operating margin 7.2% 6.8% Years ended March 31, Building HVAC Systems 2018 2017 Operating income $ 20.3 $ 13.2 Restructuring expenses 0.4 0.7 Impairment charge 1.2 - Adjusted operating income $ 21.9 $ 13.9 Net sales $ 191.2 $ 171.6 Adjusted operating margin 11.5% 8.1% Years ended March 31, Commercial and Industrial Solutions 2018 2017 Operating income $ 28.5 $ 10.9 Restructuring expenses 8.3 - Impairment charge 1.3 - Adjusted operating income $ 38.1 $ 10.9 Net sales $ 675.7 $ 231.8 Adjusted operating margin 5.6% 4.7% 20
Non-GAAP Reconciliations Adjusted operating income and margin Years ended March 31, (In millions) 2018 2017 2016 2015 Operating income $ 92.2 $ 42.3 $ 37.1 $ 54.4 Restructuring expenses 16.0 10.9 16.6 4.7 Impairment charges 2.5-9.9 7.8 Acquisition-related costs and adjustments 4.3 19.1 0.5 - Strategy consulting fees 3.7 - - - Environmental and legal charges (a) 1.4 1.9 1.6 3.2 Gain on sale of facilities - (2.0) - (3.2) Adjusted operating income $ 120.1 $ 72.2 $ 65.7 $ 66.9 Net sales $ 2,103.1 $ 1,503.0 $ 1,352.5 $ 1,496.4 Adjusted operating margin 5.7% 4.8% 4.9% 4.5% Adjusted EPS Years ended March 31, 2018 2017 2016 Earnings (loss) per share attributable to Modine shareholders - diluted $ 0.43 $ 0.29 $ (0.03) U.S. tax reform charges 0.74 - - Restructuring expenses 0.26 0.17 0.27 Impairment charges 0.04-0.21 Acquisition-related costs and adjustments 0.06 0.28 0.01 Strategy consulting fees 0.05 - - Environmental and legal charges (a) 0.02 0.04 0.02 Tax valuation allowances (0.06) 0.04 (0.06) Gain on sale of facilities - (0.04) - Gain from fire insurance recovery - - (0.19) Pension settlement losses - - 0.54 Adjusted EPS - diluted $ 1.54 $ 0.78 $ 0.76 (a) Includes environmental charges and related legal costs associated with a previously-owned manufacturing facility in North America. In addition, during fiscal 2017, the Company increased a legal reserve in Brazil by $1.6 million, which has since been settled. 21
Non-GAAP Reconciliations Free cash flow Years ended March 31, (In millions) 2018 2017 2016 2015 Net cash provided by operating activities $ 123.8 $ 41.6 $ 72.4 $ 63.5 Capital expenditures (71.0) (64.4) (62.8) (58.3) Free cash flow $ 52.8 $ (22.8) $ 9.6 $ 5.2 Net sales $ 2,103.1 $ 1,503.0 $ 1,352.5 $ 1,496.4 Free cash flow margin 2.5% -1.5% 0.7% 0.3% Forward-Looking Non-GAAP Financial Measures Our fiscal 2019 guidance includes adjusted operating income and adjusted earnings per share. These are non-gaap measures, which exclude certain cash and non-cash charges or gains. These charges and gains may be significant and include items such as restructuring expenses (including severance costs and plant consolidation and relocation expenses), acquisition and integration costs, impairment charges and certain other items. These adjustments for the first six months of fiscal 2019 are presented on slide 18 of this presentation. Estimates of these adjustments for the remainder of fiscal 2019 are not available due to the low visibility and unpredictability of these items. 22
Thank You