UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): April 19, 2018
Commission file number 001-38265
nVent Electric plc
(Exact name of Registrant as specified in its charter)
Ireland | 98-1391970 | |
(State or other jurisdiction of incorporation or organization) |
(I.R.S. Employer Identification number) | |
43 London Wall, London, EC2M 5TF United Kingdom | ||
(Address of principal executive offices, including Zip Code) |
Registrants telephone number, including area code: 44-20-7347-8925
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
ITEM 7.01 | Regulation FD Disclosure. |
On April 19, 2018, nVent Electric plc (nVent) held an earnings conference call regarding the financial results of the Electrical business for the first quarter of 2018. The transcript of that earnings conference call (the Transcript) is furnished as Exhibit 99.1 to this Current Report on Form 8-K.
nVent is furnishing as Exhibit 99.2 to this Current Report on Form 8-K an investor presentation prepared by nVent that will be made available to investors beginning on April 23, 2018.
CAUTION CONCERNING FORWARD-LOOKING STATEMENTS
The Transcript contains statements that we believe to be forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. All statements, other than statements of historical fact are forward-looking statements. Without limitation, any statements preceded or followed by or that include the words targets, plans, believes, expects, intends, will, likely, may, anticipates, estimates, projects, should, would, positioned, strategy, future or words, phrases or terms of similar substance or the negative thereof, are forward-looking statements. All projections in the Transcript are also forward-looking statements. These forward-looking statements are not guarantees of future performance and are subject to risks, uncertainties, assumptions and other factors, some of which are beyond our control, which could cause actual results to differ materially from those expressed or implied by such forward-looking statements. These factors include the ability to satisfy the necessary conditions to consummate the planned separation of our Electrical business and the Water business of Pentair into two independent, publicly-traded companies (the Separation) on a timely basis or at all; the ability to successfully separate our business and realize the anticipated benefits from the Separation; adverse effects on our business operations or financial results as a result of the announcement or consummation of the Separation; unanticipated transaction expenses, such as litigation or legal settlement expenses; changes in tax laws; the impact of the Separation on our employees, customers and suppliers; overall global economic and business conditions impacting our businesses; the ability of our business to operate independently following the Separation; the ability to achieve the benefits of our restructuring plans; the ability to successfully identify, finance, complete and integrate acquisitions; competition and pricing pressures in the markets we serve; the strength of housing and related markets; volatility in currency exchange rates and commodity prices; inability to generate savings from excellence in operations initiatives consisting of lean enterprise, supply management and cash flow practices; increased risks associated with operating foreign businesses; the ability to deliver backlog and win future project work; failure of markets to accept new product introductions and enhancements; the impact of changes in laws and regulations, including those that limit U.S. tax benefits; the outcome of litigation and governmental proceedings; and the ability to achieve our long-term strategic operating goals. Additional information concerning these and other factors is contained in our filings with the Securities and Exchange Commission, including nVents Registration Statement on Form 10, as amended. All forward-looking statements speak only as of the date of the Transcript. nVent assumes no obligation, and disclaims any obligation, to update the information contained in the Transcript.
ITEM 9.01 | Financial Statements and Exhibits. |
(a) | Financial Statements of Business Acquired |
Not applicable.
(b) | Pro Forma Financial Information |
Not applicable.
(c) | Shell Company Transactions |
Not applicable.
(d) | Exhibits |
The exhibits listed in the accompanying Exhibit Index are being furnished herewith.
Exhibit Index
Exhibit Number |
Description | |
99.1 | nVent Electric plc Transcript, dated April 19, 2018. | |
99.2 | Investor presentation of nVent Electric plc, dated April 23, 2018. |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized, on April 23, 2018.
NVENT ELECTRIC PLC | ||
Registrant | ||
By: | /s/ Angela D. Jilek | |
Angela D. Jilek | ||
Director and Secretary |
Exhibit 99.1
Transcript
19-Apr-2018
Pentair Plc (PNR)
Q1 2018 Earnings Call Electrical Segment
Pentair Plc (PNR) | Transcript | |
Q1 2018 Earnings Call Electrical Segment | 19-Apr-2018 |
CORPORATE PARTICIPANTS
J.C. Weigelt | Stacy P. McMahan | |
Vice President-Investor Relations Electrical, Pentair Plc | Chief Financial Officer & Executive Vice President-Electrical, Pentair Plc | |
Beth A. Wozniak | ||
Senior Vice President, President-Electrical, Pentair Plc |
OTHER PARTICIPANTS
Stephen Tusa | Julian Mitchell | |
Analyst, JPMorgan Securities LLC | Analyst, Barclays Capital, Inc. | |
R. Scott Graham | Joe Ritchie | |
Analyst, BMO Capital Markets (United States) | Analyst, Goldman Sachs & Co. LLC | |
Deane Dray | Robert D. Barry | |
Analyst, RBC Capital Markets LLC | Analyst, Susquehanna Financial Group LLLP | |
Steven Winoker | ||
Analyst, UBS Securities LLC |
MANAGEMENT DISCUSSION SECTION
Operator: Good morning. My name is Virgil, and I will be your conference operator today. At this time, I would like to welcome everyone to the Pentair Electrical Q1 Earnings Conference Call. All lines have been placed on mute to prevent any background noise. After the speakers remark, there will be a question and answer session. [Operator Instructions] Thank you.
J.C. Weigelt, you may begin your conference.
J.C. Weigelt
Vice President-Investor Relations Electrical, Pentair Plc
Thank you, Virgil, and welcome to nVents first quarter 2018 earnings conference call. Were glad you could join us. Im J.C. Weigelt, Vice President of Investor Relations, and with me today are Beth Wozniak, our Chief Executive Officer; and Stacy McMahan, our Chief Financial Officer. On todays call we will provide details on our first quarter performance as well as our second quarter and full year 2018 outlook as outlined in this mornings press release.
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Before we begin, let me remind you that any statements made about the companys anticipated financial results are forward-looking statements subject to future risks and uncertainties such as the risks outlined in nVents most recent Form 10 and todays press release. Forward-looking statements included herein are made as of today and the company undertakes no obligation to update publicly such statements to reflect subsequent events or circumstances. Actual results could differ materially from anticipated results.
Todays webcast is accompanied by a presentation which can be found in the Investors section of Pentairs website. We will reference these slides throughout our prepared remarks. Any references to non-GAAP financials are reconciled in the appendix of the presentation. Well be sure to reserve time for questions and answers after our prepared remarks.
With that, I will turn the call over to Beth.
Beth A. Wozniak
Senior Vice President, President-Electrical, Pentair Plc
Thank you, J.C. Good morning and thank you for joining us on our first quarterly earnings call. Beginning on page 4 of the deck, this morning we reported first quarter revenue of $539 million, representing 7% sales growth and 3% organic growth which is in line with the guidance we provided in January. In our last quarter as part of Pentair, return on sales was 19.7% at the segment level, also in line with guidance. Im proud of our team for delivering on our commitments during the quarter, the details of which are on slide 5. We believe we have strong momentum to accomplish our full year objective all while successfully preparing to spin.
The first quarter was a solid start and we are confirming the 2018 outlook we provided in January as we are on track to deliver organic sales growth of 2% to 4% and pro forma adjusted EPS of $1.70 to $1.80. On cash, we delivered approximately $27 million in free cash flow during the quarter. I want to point out that nVents business has historically generated strong cash flows, with over $300 million generated in 2017. Free cash flow this quarter was in line with historical seasonality and we are on track to meet our guidance of converting 100% of adjusted net income to free cash flow.
As youll recall, one of my priorities as CEO this year is to ensure nVent is well-established to stand on its own once the spin occurs. Well, we are days away from this historic moment as we expect to spin on April 30, with our first trading day on the New York Stock Exchange expected to be May 1. Im grateful for the contributions of so many to prepare us for this moment. We are going to be a fast-paced dynamic growth company focused on the customer and moving with velocity.
Now lets turn to slide 6 for a discussion of first quarter segment performance, starting with Enclosures which grew approximately 12% or 9% organically. We saw broad-based growth that we believe outpaced the industry. Although early, our focus on specific verticals is taking shape and showing signs of some early wins with double-digit growth in two of our largest verticals, industrial and infrastructure. We also saw double-digit growth in the developing regions with strong growth from China. Recall, our outlook for the year was for this business to grow 4% to 6%, which we think is in line with the industry, and we believe we are well-positioned to meet this demand with our broad-based product offering and a focus on our growth initiatives.
Circling back on a topic from our Investor Day, and that is our margin profile in Enclosures. As youll recall, margin in Enclosures came under pressure in 2017 as we made some factory footprint changes
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earlier in the year and then saw a tremendous growth which did not allow us to be as productive as we wanted and forced us to run duplicate operations for a period of time to meet customer demand. We told you that the changes made had been completed last year and this has turned into an execution story with a playbook we know well. The team did a nice job stabilizing margin and we believe we are on a solid recovery path. Enclosures margin increased approximately 100 basis points sequentially while continuing to meet strong customer demand. This margin improvement lends confidence in our ability to execute on our plan to return to higher margin in the second half of this year and deliver on our long-term strategic goal of expanding and having a more flexible footprint.
Thermal Management, sales increased 2% with organic sales down 4%. This was in line with our expectation where a more positive business mix with MRO and commercial products partially offset lagging project sales in a slow energy market. Segment income continued to be a bright spot, rising approximately 30% in the quarter and driven by the aforementioned favorable mix and cost-out programs in 2017. Vertical growth was strong in both industrial and commercial while energy continues to rebound and is expected to return to growth in the back half of the year. We saw orders grow mid-single digits in the quarter which is an encouraging sign as our expectation is for growth to return in the back half of the year.
Turning to Electrical and Fastening Solutions or EFS, sales increased approximately 5% or 1% organically. Price was a positive contributor during the quarter offset by slightly lower volume. Regarding the sales performance, as we started the year off, slower than expected but saw sales improve as the quarter progressed. In addition to this improvement, orders were strong which lends confidence in our full year outlook for sales to increase to 3% to 5% as we execute on our strategy to target specific verticals in the regions, launch new products, and leverage our strong brand.
So now lets move to the topic of tariffs which we have been following closely. This is a very fluid topic which makes my comments informative in nature, so you have an understanding about how we are thinking about the news flow and its impact to our business. For background, steel spend represents about 5% of sales, and most is sourced from North America. While the direct impact of Section 232 tariffs are minimal to us, weve seen indirect impacts via higher steel prices from our suppliers, up approximately 30% this year. In addition, our team has gone through the recently published Chinese tariffs, and we do not believe these to be a material impact to our business in their current form. As we look at our business, we believe we have multiple levers to help offset increases in inflation and theyre within our ability to deliver productivity gains and drive price. It is important to note that we do have a price lock strategy that delays any immediate impact on our business from rapid fluctuations in raw material prices such as steel.
Regarding price, we implemented a price increase in Enclosures and EFS earlier this year and have already communicated a May price increase in Enclosures that is in direct response to the inflationary pressures we are experiencing. Recall that there is a three to six-month lag on price realization. The increases we implemented earlier this year are sticking and we expect to see positive price for the remainder of the year.
Adding to these price measures are a number of initiatives we have to increase productivity. Our focus on plant productivity and logistics are the two main drivers for stronger profit and higher output in our Enclosures business. In addition, we see great progress in Thermal Management margin as they continue on their lean journey. As I said earlier, this situation is very fluid and I want to let you know we are following it closely. In its current state, we feel comfortable about our position and strategy to offset any inflation with price and productivity measures.
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Overall, we are pleased with our first quarter performance as we executed against our commitments and built momentum for the remainder of the year. We made progress during the quarter on our promise to improve margin in Enclosures and believe we have a multipronged approach to offset much of the inflationary pressures weve seen this year through price and productivity measures. As you can see on page 7, we are on track for the spin. Im confident in our team and that we will execute on our growth strategy.
I would now like to turn the call over to Stacy.
Stacy P. McMahan
Chief Financial Officer & Executive Vice President, Pentair Plc
Thank you, Beth, and good morning, everyone. Please turn to slide 8 titled Second Quarter 2018 nVent Pro Forma Outlook. We expect organic sales to increase 2% to 4% and our stand-alone return on sales to be between 18% and 20% in the second quarter. We also introduced pro forma adjusted earnings per share guidance for the second quarter in the range of $0.41 to $0.44. We believe sales strength seen in the first quarter will translate into similar growth in the second quarter with sequential margin improvement as we actively manage price plus productivity versus cost.
Turning to slide 9 titled Full Year 2018 nVent Pro Forma Outlook. We are holding our 2018 guidance for sales, margin expansion, and adjusted earnings per share consistent with the guidance we issued in January. As we prepare for the separation, I want to walk you through our capital structure. As there were a number of developments during the first quarter, we completed an offering of $300 million of 3.95% senior notes due in 2023 and $500 million of 4.55% senior notes due in 2028 for a blended rate of approximately 4.3%. We also entered into a credit agreement with a syndicate of banks providing for a five-year $200 million senior unsecured term loan facility and a five-year $600 million senior unsecured revolving credit facility. With this debt structure in place, our current expectation for interest expense this year is approximately $38 million, which is above our initial guidance of approximately $30 million and reflects the final debt and interest levels. Please note that this increase in interest expense is offset by a better operating performance in the first quarter and a lower share count due to a share buyback earlier this year. To summarize, we are not updating our full year adjusted EPS guidance of $1.70 to $1.80 due to our strong operating performance in the first quarter and a slightly lower share count, both largely offsetting this increase in interest expense.
I want to conclude my prepared remarks by providing some context around the target leverage multiple. We have said we have a clear desire and strategy to remain investment grade. This is part of the strong Pentair legacy we are inheriting, and remaining investment grade provides us with many advantages. Based off the feedback from the rating agencies, our debt to EBITDA goal will be to stay in the range of 2 to 2.5 times over the long-term, with some capacity to go up to around 3 times for a short period of time if the appropriate opportunity presents itself. We believe we have a flexible capital structure and generate well over $300 million in annual free cash flow. Because we generate an attractive amount of cash, we expect to be strategic in deploying it. As Beth stated in her prepared remarks, we delivered on our commitments during the quarter and believe we have strong momentum to accomplish our full year objectives.
With that, I would now like to turn the call over to Virgil for Q&A. After which, Beth will have a few closing remarks. Virgil, please open the line for questions. Thank you.
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Pentair Plc (PNR) | Transcript | |
Q1 2018 Earnings Call Electrical Segment | 19-Apr-2018 |
QUESTION AND ANSWER SECTION
Operator: Certainly. [Operator Instructions] Your first question comes from Steve Tusa from JPMorgan. Please go ahead.
Stephen Tusa
Analyst, JPMorgan Securities LLC
Hey. Congratulations on the first call of nVent here.
Beth A. Wozniak
Senior Vice President, President-Electrical, Pentair Plc
Thanks, Steve.
Stacy P. McMahan
Chief Financial Officer & Executive Vice President, Pentair Plc
Thanks, Steve.
Stephen Tusa
Analyst, JPMorgan Securities LLC
Just first of all on growth, is there anything different this year seasonally versus last year when you think about, like, the comps or anything like that from a growth perspective that we should be thinking about?
Beth A. Wozniak
Senior Vice President, President-Electrical, Pentair Plc
No. I think its very consistent. Other than that, we see momentum in all the different verticals that were in currently, but nothing different seasonally.
Stephen Tusa
Analyst, JPMorgan Securities LLC
Okay. And then when it comes to inflation, I dont have the prior bridge and forecast, like, right in front of me. Sorry, its been a busy morning. Can you just maybe give us some color on how thats going to look, the inflation aspect of the bridge now that youre kind of incorporating probably a little bit more on that front? Maybe just give us some update on some of those bridge items.
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Stacy P. McMahan
Chief Financial Officer & Executive Vice President, Pentair Plc
The inflation, Steve, is roughly the same as we presented at Investment Day, around $50 million that were calling for for the full year.
Stephen Tusa
Analyst, JPMorgan Securities LLC
Okay.
Stacy P. McMahan
Chief Financial Officer & Executive Vice President, Pentair Plc
We had already baked in some of the metals inflation into our outlook earlier, and thats proving to be prudent as we saw inflationary pressures continue from 2017.
Stephen Tusa
Analyst, JPMorgan Securities LLC
Okay. And I think you had positive $15 million in price. Is that now a higher number?
Stacy P. McMahan
Chief Financial Officer & Executive Vice President, Pentair Plc
So price is, again, consistent. Maybe a little bit higher, around the $20 million range as we go into our most recent outlook.
Stephen Tusa
Analyst, JPMorgan Securities LLC
Okay, all right. Thanks a lot.
Stacy P. McMahan
Chief Financial Officer & Executive Vice President, Pentair Plc
Youre welcome.
Operator: Your next question comes from Scott Graham from BMO Capital Markets. Please go ahead.
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R. Scott Graham
Analyst, BMO Capital Markets (United States)
Yeah. Hi, good morning and I certainly echo Steves congrats on the breakaway that happens in the next couple of days. So I guess, Beth, you are really kind of trying to Im sure you have, sort of from your seat, your hot buttons and what have you as we go into 2018. Could you maybe kind of talk about what you really need to see and focus on in terms of making that sales guidance as well as making the margin guidance, again, from your seat? What are the big focal points, as specific as you can get on some of this stuff? Thanks.
Beth A. Wozniak
Senior Vice President, President-Electrical, Pentair Plc
So I think what we shared at Investor Day, our strategy is how do we leverage being one nVent, right? So we think theres tremendous opportunities for us to scale how we manage for channel partners, for distribution, how we look at our digital strategies. Weve got some alignment and focus on some key verticals where we can bring more of our products to bear in different solutions. Connected solutions and new products are also very key for us and focusing on global growth. So those are all the key things that were working on consistent with the strategy that we presented at Investor Day. And then with respect to margin, what we shared there is managing price and productivity to offset inflation. And the other thing as weve shared is ensuring that we are improving our margin in our Enclosures business as we stabilize and start to optimize from some of the footprint changes.
J.C. Weigelt
Vice President-Investor Relations Electrical, Pentair Plc
Any follow-up, Scott?
R. Scott Graham
Analyst, BMO Capital Markets (United States)
Im sorry, I muted myself; it has been this morning. So the Thermal, just the one follow-up was simply that, your expectations for the first quarter and thats a business that faces a lot of the process industries, all of which do seem to be, I guess with the exception of power, in a cyclical upturn now. Could you kind of say why youre thinking that youre only going to be up 2% and is that a point of conservatism within the deck here?
Beth A. Wozniak
Senior Vice President, President-Electrical, Pentair Plc
Well what we see there is some of the projects are longer cycle. And so, as I mentioned, we are seeing backlog and orders improve, but the execution of that profile of our business relative to others is longer cycles. And so, therefore, thats why we see that growth coming in the back half of the year.
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R. Scott Graham
Analyst, BMO Capital Markets (United States)
But you do have an aftermarket business there as well. Is that part of the equation here where maybe that could be a little bit better and drive that a little bit higher than what youre thinking right now?
Beth A. Wozniak
Senior Vice President, President-Electrical, Pentair Plc
The aftermarket has been a focus and weve seen that grow very nicely, and we saw that momentum from 2017 and continuing into 2018.
R. Scott Graham
Analyst, BMO Capital Markets (United States)
And what percentage of your aftermarket is the total for Thermal?
Beth A. Wozniak
Senior Vice President, President-Electrical, Pentair Plc
When we look at Thermal, what we characterize as longer cycle business is about a third and the rest of it is more short cycle which includes MRO and our commercial and our residential focus areas.
R. Scott Graham
Analyst, BMO Capital Markets (United States)
Thanks very much.
Operator: Your next question comes from the line of Deane Dray from RBC Capital Markets. Please go ahead.
Deane Dray
Analyst, RBC Capital Markets LLC
Thank you. Good morning, everyone, and Ill add my congrats for your first call.
Beth A. Wozniak
Senior Vice President, President-Electrical, Pentair Plc
Thanks, Deane.
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Deane Dray
Analyst, RBC Capital Markets LLC
I have a couple housekeeping questions just to start, some logistics. So it does not look like you provided for your below the line numbers here for modeling purposes. Would you be able to share those with us or just whats the expectation in terms of would we get that granularity? I mean, you gave us interest expense on the call here but, like, corporate expense and expectations on tax and so forth.
Stacy P. McMahan
Chief Financial Officer & Executive Vice President, Pentair Plc
We havent changed our outlook on corporate expense or tax. So for the full year, corporate expense is on track to be around $45 million, which is the same number we shared with you. And then for taxes, again, the effective tax rate guidance remains at 18%, again consistent with what we shared.
Deane Dray
Analyst, RBC Capital Markets LLC
Got it. Just clarifying on the $12 million in corporate cost that was called out, thats excluded from the 19.7%...
Stacy P. McMahan
Chief Financial Officer & Executive Vice President, Pentair Plc
Correct.
Deane Dray
Analyst, RBC Capital Markets LLC
...on margin. Is there anything one-time in there and are those going to be included in your 2018 guide within corporate expense?
Stacy P. McMahan
Chief Financial Officer & Executive Vice President, Pentair Plc
No, its sort of the run rate. When you think about a full year of $45 million, $12 million is sort of the run rate that were going on for the full year. Nothing unusual.
Deane Dray
Analyst, RBC Capital Markets LLC
Got it. And then just last question. Beth, I hate to put you on the spot because I think I mightve asked this in your Analyst Day. Its a bit unusual not to hear some growth expectations longer-term from a new company even if its more qualitative, I mean. But just could you share with us what youre thinking about? Maybe you can link it to your end markets what sort of top line youre expecting from nVent longer-term? Thanks.
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Beth A. Wozniak
Senior Vice President, President-Electrical, Pentair Plc
Okay. Thank you, Deane. Well our long-term expectation is that were going to have 1% to 2% growth above GDP. And as we think about where were positioned today, certainly our focus areas around industrial, commercial, and infrastructure, we certainly see the industrial market has returned to growth so we expect it to be a strong year and we see that in what we characterize as our Enclosures business currently. And then we expect the other two segments, both commercial and infrastructure, also to have some strong growth. But thats the framework that we provided in Investor Day, 1% to 2% above GDP.
Deane Dray
Analyst, RBC Capital Markets LLC
Got it. Thank you.
Operator: Your next question comes from Steven Winoker from UBS. Please go ahead.
Steven Winoker
Analyst, UBS Securities LLC
Thanks. Good morning, Beth, Stacy. Congrats on a first quarter here.
Beth A. Wozniak
Senior Vice President, President-Electrical, Pentair Plc
Thank you.
R. Scott Graham
Analyst, BMO Capital Markets (United States)
Just want to understand, maybe a little finer points in the detail in the material exposure front. You talked about steel as a percent of sales. But maybe talking about metal-based parts in total as part of your cost structure, so not just the raw buy but the components, et cetera. Is that sort of double that number? I mean, how should we kind of think about that across the business?
Stacy P. McMahan
Chief Financial Officer & Executive Vice President, Pentair Plc
So the steel buy is around $100 million and thats in all forms, okay? But theres another bit in metal shapes and things like that that are more some indirect buys that we are affected by our suppliers experiencing inflation. So you move that into overall, our exposure is maybe $130 million to $150 million a year.
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Steven Winoker
Analyst, UBS Securities LLC
Okay. But thats still steel-related or are you including kind of copper, aluminum, other things?
Stacy P. McMahan
Chief Financial Officer & Executive Vice President, Pentair Plc
Aluminum hardly plays with us but its just steel-related.
Steven Winoker
Analyst, UBS Securities LLC
Okay. And then on the Thermal orders point, around mid-single-digit growth that you started to address. Within the process side, where are you seeing the biggest strength? Which specific verticals are you seeing pick up faster now?
Beth A. Wozniak
Senior Vice President, President-Electrical, Pentair Plc
I think its more or less across the board except for power, and its also global. We see some growth in some of our developing regions as well. So Id say all and it starts with the MRO side where we started to see that pick up in 2017.
Steven Winoker
Analyst, UBS Securities LLC
Okay, all right. And then anything on EFS in construction and the kind of growth trends youre seeing on that front?
Beth A. Wozniak
Senior Vice President, President-Electrical, Pentair Plc
As we mentioned, we had a slow start with EFS in the quarter but we really saw that pick up. Q2 and Q3 tend to be our stronger quarters with construction and certainly weather. So we saw nice orders which we believe has a good outlook for us as we are confident to hit our guidance for the full year.
Steven Winoker
Analyst, UBS Securities LLC
Could you tell within construction where the strength was towards the end of the quarter, what vertical?
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Beth A. Wozniak
Senior Vice President, President-Electrical, Pentair Plc
No, I cant really comment on that. I think it was pretty broad-based on the commercial side.
Steven Winoker
Analyst, UBS Securities LLC
Okay. Okay, great. Thanks a lot.
Operator: Your next question comes from Julian Mitchell from Barclays. Please go ahead.
Julian Mitchell
Analyst, Barclays Capital, Inc.
Hi. Thank you very much. Maybe just a first question around theres obviously a sense well-communicated at the Investor Day and so forth that there may need to be more or there will be more focus on the growth side of this business amidst the backdrop of sort of distractions elsewhere in Pentair in recent years. I just wondered for your guidance for this year and maybe looking a little bit further out, what kind of step up in investment costs are you anticipating? Where are the areas where youre really trying to drive innovation? And I guess that would require upfront spending first and maybe things like R&D or sales channels in particular. If you could flesh out maybe some of those initiatives and what kind of degree of investment spending step-up we should see.
Beth A. Wozniak
Senior Vice President, President-Electrical, Pentair Plc
So what we shared at Investor Day is there was $11 million in growth investment this year and, aligned to our strategy, investment is in sales and sales channels as we look to have better coverage and penetration. Weve also invested in some of these key verticals that we spoke about, on the commercial side, on data centers where, again, building out our sales structure and commercial organization. For R&D, thats an area where youre going to see us continue to invest over our strategic cycle; and as we start to gain more productivity and G&A, being able to invest more in R&D. We are a products business after all, so for us its really ensuring that we have products that align to the value propositions we have provided our customers. So whether thats labor savings as we look at our EFS business, more connected solutions in our Thermal Management portfolio, and in our Enclosures business continuing to build out our portfolio as well as investments in digital.
Thats one of the things thats really key for us as we think about customer experience. And we think about velocity, having the capability for some of our customers to be able to go online, design, configure, and for us to then rapidly deliver our product offerings. And the last area for us where we are looking at investment is as we grow in these developing regions, ensuring that weve got feet on the street and the right product management and commercial organizations in place, so thats quite a broad array of where that investment is going to.
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Julian Mitchell
Analyst, Barclays Capital, Inc.
Got it. But all of that, in sum, is captured within that sort of $11 million step-up of investment this year?
Beth A. Wozniak
Senior Vice President, President-Electrical, Pentair Plc
Thats correct.
Julian Mitchell
Analyst, Barclays Capital, Inc.
Understood, thank you. And then my second question would be around just circling back. Theres been some questions already around some of the end market growth rate. So I just wanted to double check that when youre talking about energy back at the Investor Day nine weeks ago, youd put sort of a yellow mark for that against green for the other three verticals. Was your point on orders there that that outlook has now improved or the orders number is consistent with that sort of yellow shading that you gave that vertical back in mid-February?
Beth A. Wozniak
Senior Vice President, President-Electrical, Pentair Plc
Id say its consistent. As I mentioned, this is a longer cycle for us on our Thermal Management business. And so were seeing more order pick up, backlog is growing. But our ability to translate that into sales is why were characterizing it as back half of the year growth.
Julian Mitchell
Analyst, Barclays Capital, Inc.
Very clear. Thank you.
Operator: Your next question comes from Joe Ritchie from Goldman Sachs. Please go ahead.
Joe Ritchie
Analyst, Goldman Sachs & Co. LLC
Good morning, everyone, and echo everybody elses congratulations. Look forward to working with you guys.
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Stacy P. McMahan
Chief Financial Officer & Executive Vice President, Pentair Plc
Thanks.
Beth A. Wozniak
Senior Vice President, President-Electrical, Pentair Plc
Thank you.
Joe Ritchie
Analyst, Goldman Sachs & Co. LLC
My first question, Beth, I want to just make sure that I heard you correctly earlier. It sounded like you expect price cost plus productivity to be a positive spread in 2018. Is that correct?
Beth A. Wozniak
Senior Vice President, President-Electrical, Pentair Plc
Yes.
Joe Ritchie
Analyst, Goldman Sachs & Co. LLC
Okay. And so based on the framework that you gave earlier, that would mean that productivity would be up, call it, north of $30 million, and weve started the year off down. So my first question is can you maybe give us a little bit of color on why productivity is down in the first quarter despite showing north of 3% organic growth?
Beth A. Wozniak
Senior Vice President, President-Electrical, Pentair Plc
Absolutely. So as you recall, we talked a lot about our Enclosures business and the footprint changes that we made. And as we had indicated earlier, we expect to see that productivity and that margin improvement through the back half of the year to get back to where we expect it to be, so thats really a consistent story. And the other point that I would make is just we saw volume growth; just we had a slow start in our EFS business. Thats now ramping, so productivity just was slower but weve got momentum there now. But the main reason is Enclosures as weve been communicating.
Joe Ritchie
Analyst, Goldman Sachs & Co. LLC
Okay, fair enough. Maybe then touching on Enclosures for a second. So obviously the growth there was good, it seems like a lot of the duplicative costs are now behind you. So the operating leverage in that business, is that a 2Q event where we start to see improvement in the operating leverage or is it really more just a second half of the year is what the expectation is?
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Beth A. Wozniak
Senior Vice President, President-Electrical, Pentair Plc
Its more second half of the year where we expect to see that. Well improve margin there sequentially, but well really start to see it in the back half of the year.
Joe Ritchie
Analyst, Goldman Sachs & Co. LLC
Got it. Was there anything else going on in Enclosures, anything related to mix that hurt the leverage this quarter?
Beth A. Wozniak
Senior Vice President, President-Electrical, Pentair Plc
No. Its really all about optimizing the footprint and getting it more productive.
Joe Ritchie
Analyst, Goldman Sachs & Co. LLC
Got it, and then maybe my last question. I saw that, from a restructuring perspective, it seemed like you put through about $13 million in the last two years; a lot of that was first half-weighted last year. Just the benefits of that restructuring flowing through, are you seeing most of the benefits at this point? Is there more to come? Just trying to get a sense for how that flows through the model for 2018.
Stacy P. McMahan
Chief Financial Officer & Executive Vice President, Pentair Plc
Youll start to see the evidence of the cost-out actions through those restructuring actions more towards next quarter on as the first quarter was active in planning and putting those actions in place. But theyll start to read out in the future.
Joe Ritchie
Analyst, Goldman Sachs & Co. LLC
Got it, Stacy. And theres no other restructuring actions at this point? I think...
Stacy P. McMahan
Chief Financial Officer & Executive Vice President, Pentair Plc
Its immaterial at this point. We did a lot to prepare for the spin and position the business and our brands to move forward well. And so its very immaterial at this point.
16
Joe Ritchie
Analyst, Goldman Sachs & Co. LLC
Okay, cool. Thanks, guys.
Beth A. Wozniak
Senior Vice President, President-Electrical, Pentair Plc
Thank you.
Operator: [Operator Instructions] Your next question comes from Robert Barry from Susquehanna. Please go ahead.
Robert D. Barry
Analyst, Susquehanna Financial Group LLLP
Hey. Good morning, everyone.
Stacy P. McMahan
Chief Financial Officer & Executive Vice President, Pentair Plc
Good morning.
Robert D. Barry
Analyst, Susquehanna Financial Group LLLP
Just also had a couple on Enclosures, that 9% organic. Was that in line with your expectation?
Beth A. Wozniak
Senior Vice President, President-Electrical, Pentair Plc
I think we had a stronger quarter than we were expecting, so above our expectation.
Robert D. Barry
Analyst, Susquehanna Financial Group LLLP
Got it. And are the factors that are weighing on the margin there posing a headwind to the growth?
Beth A. Wozniak
Senior Vice President, President-Electrical, Pentair Plc
No. I mean, as indicated, we operated duplicate operations so that we could respond to the growth. And that is, in part, what caused that margin pressure.
17
Robert D. Barry
Analyst, Susquehanna Financial Group LLLP
Got it. And then I guess just a broader question. Are you seeing any evidence anywhere in the business that the change in depreciation rules or any of the other factors related to tax reform are having an impact on demand?
Stacy P. McMahan
Chief Financial Officer & Executive Vice President, Pentair Plc
I think we are seeing that capital spending in industrial is being expected to be affected, and probably is being affected. Right now, were just surmising that thats part of the tailwinds that we are experiencing in our industrial growth rate. Its very attractive and were glad to see it, so lets watch it unfold.
Robert D. Barry
Analyst, Susquehanna Financial Group LLLP
Yeah. I mean, are the customers indicating that or is that just still kind of a hypothesis at this point?
Beth A. Wozniak
Senior Vice President, President-Electrical, Pentair Plc
Weve seen certainly some of the oil and gas type of customers have been very public about theyre going to have some more capital expenditures. Well that tends to be some longer-term. Were getting some indications that were going to see more spending come about.
Robert D. Barry
Analyst, Susquehanna Financial Group LLLP
Great. Good to hear. Thank you.
Operator: You have no further questions at this time. I would like to turn the call back over to Beth for closing remarks.
Beth A. Wozniak
Senior Vice President, President-Electrical, Pentair Plc
Thank you, Virgil, and thank you, everyone, for joining us today and your interest in nVent. I also want to thank our employees from around the world who have worked tirelessly to prepare nVent to stand upon its own while delivering strong results to start the year. As a team, were aligned on our priorities to drive
18
consistent above-industry growth that we believe can ultimately create shareholder value for our investor base. Thank you for your interest. And Virgil, you can now conclude the call.
Operator: This concludes todays call and you may now disconnect.
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Exhibit 99.2
nVent Investor Presentation April 2018
Forward Looking Statement CAUTION CONCERNING FORWARD-LOOKING STATEMENTS This presentation contains statements that we believe to be forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. All statements, other than statements of historical fact are forward-looking statements. Without limitation, any statements preceded or followed by or that include the words targets, plans, believes, expects, intends, will, likely, may, anticipates, estimates, projects, should, would, positioned, strategy, future or words, phrases or terms of similar substance or the negative thereof, are forward-looking statements. All projections in this presentation are also forward-looking statements. These forward-looking statements are not guarantees of future performance and are subject to risks, uncertainties, assumptions and other factors, some of which are beyond our control, which could cause actual results to differ materially from those expressed or implied by such forward-looking statements. These factors include the ability to satisfy the necessary conditions to consummate the planned separation of our Electrical business and the Water business of Pentair plc into two independent, publicly-traded companies (the Separation) on a timely basis or at all; the ability to successfully separate our business and realize the anticipated benefits from the Separation; adverse effects on our business operations or financial results as a result of the announcement or consummation of the Separation; unanticipated transaction expenses, such as litigation or legal settlement expenses; changes in tax laws; the impact of the Separation on our employees, customers and suppliers; overall global economic and business conditions impacting our businesses; the ability of our business to operate independently following the Separation; the ability to achieve the benefits of our restructuring plans; the ability to successfully identify, finance, complete and integrate acquisitions; competition and pricing pressures in the markets we serve; the strength of housing and related markets; volatility in currency exchange rates and commodity prices; inability to generate savings from excellence in operations initiatives consisting of lean enterprise, supply management and cash flow practices; increased risks associated with operating foreign businesses; the ability to deliver backlog and win future project work; failure of markets to accept new product introductions and enhancements; the impact of changes in laws and regulations, including those that limit U.S. tax benefits; the outcome of litigation and governmental proceedings; and the ability to achieve our long-term strategic operating goals. Additional information concerning these and other factors is contained in our filings with the SEC, including our Registration Statement on Form 10. All forward-looking statements speak only as of the date of this presentation. nVent Electric plc assumes no obligation, and disclaims any obligation, to update the information contained in this presentation. The officer titles for individual speakers set forth in this presentation are the titles such persons are expected to have at nVent Electric plc after the completion of the Separation. 2
Key Definitions Except as Otherwise Noted, All References to nVent and All Amounts Included Herein Represent the Pentair Electrical Business Excluding the Pentair Water Business, Presented on an Adjusted Basis Organic Sales Refers to GAAP Revenue Excluding (1) the Impact of Currency Translation and (2) the Impact of Revenue from Acquired Businesses Recorded Prior to the First Anniversary of the Acquisition Less the Amount of Sales Attributable to Divested Product Lines Not Considered Discontinued Operations Segment Income (Adjusted EBITA) Represents Operating Income Exclusive of Non-Cash Intangible Amortization, Certain Acquisition Related Expenses, Costs of Restructuring Activities, Impairments, and Other Unusual Non-Operating Items Return on Sales (ROS) Equals Segment Income Divided by Sales The 2018 Full Year and Q2 Outlook Included Herein Reflects the Anticipated Separation of nVent from Pentair on April 30, 2018 See Appendix for GAAP to Non-GAAP Reconciliations 3
nVent Presenters Current President of Pentairs Electrical Segment with over 27 years of experience Over 12 years of experience as President of various businesses including, President of Pentairs Flow & Filtration Solutions Beth Wozniak business from 2015 2016 Future Chief Executive Officer President of Honeywells Environmental and Combustion Controls from 2011 2015; President of Sensing and Control Unit from 2006 2011 Held several other executive and leadership positions at Honeywell and Allied Signal Previously, CFO of Spectranetics Corporation from 2015 2017 CFO and Treasurer of MSA Safety from 2013 2015 Stacy McMahan 25 years of finance leadership and deep expertise in operations and Future Chief Financial Officer business development at large, publicly held companies Held several other executive and leadership positions at Johnson & Johnson and Thermo Fisher 4
Spinoff Overview Ticker NVT Exchange NYSE Exchange Ratio 1 share of nVent for every share of Pentair Expected Number of Shares 181 Million* Record Date Declared April 3 When Issued Trading Date April 16 Record Date April 17 Distribution of nVent Shares April 30 First Day of Regular-way Trading May 1 The Next Step in the Evolution of Pentair *Fully diluted number per guidance provided on April 19, 2018 5
Rationale of Separation RATIONALE STRATEGIC FOCUS Improved Clarity into Performance and Growth Opportunities FINANCIAL STRENGTH CAPITAL ALLOCATION FLEXIBILITY Supports Plan to be Successful, Unique Strategies to Deliver Profitable, and Sustainable Growth for Each FOUNDATION CAPITAL STRUCTURE MANAGEMENT TEAM PIMS Expect Strong Balance Sheet and Mix of Current & New Executives Pentairs Business System Financial Positioning and Board Members to Lead The Next Step in the Evolution of Pentair 6
Agenda 1. Introduction to nVent 2. Strategic Priorities 3. Financial Overview Appendix: Supplementary Information 7
1. Introduction to nVent
Introduction to nVent $2.1B $334M 2017 Revenues 2017 Free Cash Flow Generation 20% ~8,600 2017 Return on Sales Employees 3 47 Highly Profitable Mfg., Distribution & Business Segments Service Facilities 9
Leading Electrical Company Focused on Connection & Protection Company Characteristics 2017 Financials Industry-leading positions and strong brands $2.1B Focused on improving utilization, lowering Revenue costs and maximizing customer uptime Attractive margin profile 20% Return on Sales Strong free cash flow generation (ROS) Segments Verticals Geographies 26% 44% 12% 45% 65% Infrastructure 2% Electrical & Enclosures Industrial Fastening Other US & Solutions 16% Developed Canada 11% Energy Developing 30% 27% Thermal 22% Commercial & Management Residential Western Europe Diversified Portfolio with Strong Financials 10
Three Businesses of Scale with Leading Product Portfolios Electrical & Fastening Enclosures Thermal Management Solutions ($935M) ($622M) ($541M) Equipment Electronics Building Industrial Fastening Electrical Protection Protection Infrastructure Heating Solutions Solutions Solutions Solutions 11
Mission-Critical Solutions That Create Value Customer Productivity & Mission-Critical Solutions High Cost of Failure Total Cost of Ownership Our products Our products Our products Connect and protect Protect equipment Reduce labor cost in across broad range of and electronics in installation applications hazardous Improve utilization Meet stringent environments Minimize downtime regulatory standards Help avoid the high Reduce total cost of and certifications cost of failure ownership Purge and Stainless Hazardous Rail Surge Pressurization Steel Location Protection Reduced facilities Systems Enclosures Cooling operating costs by ~75% Our Value and Differentiation Drive Customer Loyalty 12
Industry Leading Positions We are a Leader in Connection and Protection A global leader in electric heat tracing solutions A global leader in complete heat management systems A global leader in electrical and fastening solutions A leader in North American industrial enclosures A leader in European electronic protection Premier Brands Recognized for Innovation, Quality and Reliability 13
Evolution of Our Management System Introducing spark Growth Mindset, Growth Commercial Excellence Energize Employees & People Create Value Lean Lean Information Enterprise Flow Drive Velocity in Velocity Everything We Do Digitize the Customer Digital Experience, Products and Processes Building on a Strong Foundation 14
2. Strategic Priorities
The nVent Strategy One nVent Focus on Attractive Accelerate Innovation Grow Globally & in Verticals & Connected Solutions Developing Regions Drive Productivity & Velocity Pursue Targeted Bolt-on Acquisitions 16
One nVent Customers Aligned Go to Market Teams for Key Verticals Channels Key Partnerships and Account Management Capability Commercial Excellence Digital Digitizing the Customer Experience Scale Common Processes & Systems 17
Focus on Attractive Verticals 2018 Macro Addressable Expected Growth Focus Outlook Size ($B) Growth New products, global focus Industrial ~$18 ~4% Connected solutions & (45% of Sales) digital tools Lower cost of ownership Commercial & and installation Residential ~$22 ~3% (27% of Sales) Specification selling Global new products MRO focus Energy ~$9 ~3% (16% of Sales) Connected solutions New products Aligned go to market and Infrastructure ~$11 ~4% key account penetration (12% of Sales) New products Global Synchronous Growth in 2018 18
Accelerate Innovation and Connected Solutions Advanced Flexible Busbar Thermal Industrial Controller Unique low-smoke, halogen-free, Safe and reliable and flame-retardant insulation temperature control Reduces Total Installed Cost Connected controls and monitoring solutions Improves safety and reliability Integrated Liquid Cooling Solutions Thermal Commercial Controller Differentiated air to water Advanced connected and water to water high controls platform density heat exchangers for heat tracing and leak detection Critical need in datacenters for high density heat loads Building Management System connectivity Innovative and Connected Solutions Addressing Unmet Needs 19
Grow Globally and in Developing Regions Strategy: Europe: Expand products categories and brands that are underpenetrated in Europe Developing Regions: Enhance local capabilities and create localized products and solutions Key Actions: Expand sales and channel coverage globally (especially Europe and Asia) Drive incremental penetration through direct selling to global key accounts Develop regional products Manufacturing Facilities supported by local inventory and availability Global Footprint Supports Global Growth 20
Drive Productivity and Velocity Our Solid Foundation Accelerating Performance Lean Enterprise Lean Enterprise Standard Work Lean Information Flow Creating Flow Integrated Supply Chain Strategy Deployment Digital Transformation Digitization Enterprise-wide platforms Digital customer experience Standardization ERP Systems Continue Standardization Processes Across all processes Drive Productivity and Velocity 21
Pursue Targeted Bolt-on Acquisitions Appetite for M&A: Flexible capital structure Leverage target of 2x 2.5x over the long-term Ability to flex to 3x over a short period of time if the appropriate opportunity presents itself M&A StrategyKey Considerations: How does the target fit nVents strategy? How compelling are the financials of the deal? Why are we the right buyer? Whats our integration plan? Whos the integration team? Well Prepared to Execute 22
3. Financial Overview
nVent Financial Overview Financial Profile Key Metrics at Spin Focus on establishing reliable growth Net Leverage 2.2x Favorable and competitive margin profile with ample opportunity for expansion Consistent and robust cash flow generation Cash on Balance Sheet ~$50 million targeting 100% of adjusted net income Investment grade credit rating of BBB- and BBB from S&P and Fitch, respectively Tax Rate ~18% Total debt of $1B, including $800M of senior notes Low capital intensity Capital Expenditures (~2% of sales) Undrawn revolver of $600M Balanced capital deployment strategy Dividends Competitive dividend 24
nVent Financial Overview* Revenue ($B) Segment Income ($M) +3-5% $407 $410 ~$430 $2.12 $2.10 $344 $1.81 2015 2016 2017 2018 Outlook 2015 2016 2017 2018 Outlook Pro Forma Adjusted EPS Summary Sales expected to be up 3-5%, 2-4% $1.70-$1.80 Interest/Other: ~$43M in 2018 organic sales growth Tax rate: ~18% in 2018 Segment Income growth, inclusive of incremental growth investment Share count: ~181M in 2018 Target free cash flow = Adj. Net Income Tax rate tailwind in 2018 2018 Outlook Expecting Solid Top Line and Adjusted EPS Growth *As of April 19, 2018 25
Favorable Margin Profile with Opportunities for Expansion Sales ($ in millions) & ROS Competitive Margin vs Peers1 2018E Adj. EBITA Margin¹ (ROS) of Selected Electrical Peers $2,116 $2,098 $1,809 19% 20% 20% 2015 2016 2017 Sales ROS Current Margin Profile Opportunity to Drive Margin Expansion Established margin performance via: Drive profitable growth Diversification Commercial excellence Growth in new regions and new products Pricing optimization Product vitality acceleration MRO business mix enterprise Expand lean enterprise Lean Lean information flow Integrated supply chain Driving common processes and systems ¹ Selected Electrical Peers include ABB, Acuity, Eaton, Hubbell, Rockwell Automation, Schneider Electric, and Thermon. Peer 2018E EBITA margins based on IBES median estimates as of 13-Apr-2018 and reported amortization projections from 26 latest filings.
Strong Cash Flow Generation Free Cash Flow1 ($ in millions) Capital Expenditures ($ in millions) $334 $75 $252 $232 $47 $32 3.5% 86% 2.6% 109% 115% 1.5% 2015 2016 2017 2015 2016 2017 Free Cash Flow % Adj. Net Income Capex % of Sales (%) Target free cash flow at 100% of Low capital intensity adjusted net income Expect capital expenditures to Drive working capital velocity equal depreciation Consistent and Strong Free Cash Flow Generation ¹Free cash flow represents net cash provided by operating activities, less capital expenditures, plus proceeds from sale of property and equipment. 27
Conservative Capital Structure and Allocation Philosophy Target investment grade metrics Balanced capital deployment strategy Competitive dividend policy Share repurchases to offset dilution at a minimum Bolt-on acquisitions targeting focused growth areas Committed and Disciplined 28
Q118 nVent Performance Sales ($ in millions) Financial Highlights (yoy) $21 $539 $0 Organic sales up 3% $13 $3 $502 Enclosures: Up 9% ~7% Thermal Management: Down 4% YoY EFS: Up 1% 2 pts 1 pts 0 pts 4 pts Pro Forma Segment Income up 5%** Q117 Volume Price Acq. FX Q118 Pro Forma ROS at 17.4% (19.7% Segment Income** ($ in millions) Excluding Corporate Costs of ~$12M) $17 $3 Other Items $89 $94 Adjusted Tax Rate of 18% ($13) ($2) $15* $15* Pro Forma Net Int./Other Exp. of $7M ~5% Pro Forma Shares 181.5M YoY ROS ROS Pro Forma Free Cash Flow $27M 17.7% 2.9% (0.2%) (2.6%) (0.4%) 17.4% Growth/ Q117 Price/Acq. FX Inflation Prod. Q118 *Non-Cash Amortization **Includes Corporate Costs of ~$12M 29
Q218 nVent Pro Forma Outlook* Q218 Guidance Q217 Organic Sales +2%4% $513M Segment Income* +1%3% $106M ROS* 18%20% 20.6% EPS (reported) $0.33$0.36 EPS (adjusted) $0.41$0.44 Summary Other Considerations Continued Sales Strength Tax Rate: ~18% Sequential ROS Improvement Pro Forma Net Interest/Other Expense: ~ 11M Actively Managing Price/Cost Pro Forma Shares: ~181M *Includes corporate costs Executing on Our Plan *As of April 19, 2018 30
Full Year 2018 nVent Pro Forma Outlook* Enclosures Thermal Mgmt. EFS Total Organic Sales Up 3-5% Up 0-2% Up 2-4% Up 2-4% ROS ~Flat +50-70bps +30-50bps ~Flat Corporate Expenses ~$45M Int. Exp./Other ~$43M Tax Rate ~18% Reported EPS $1.38$1.48 Adjusted EPS $1.70$1.80 Shares ~181M Key Considerations FX Sales Benefit of ~1% Strong Q1 Operating Performance and Lower ROS Inclusive of Growth Investments Share Count Largely Offset Higher Int. Exp. Total D&A of ~$100M + ~$13M of Non-Cash Target Free Cash Flow at 100% of Adjusted Net Stock Compensation Income On Track to Deliver 2018 *As of April 19, 2018 31
Long-Term Financial Framework Long-Term Goals Revenue Differentiated growth 1-2% above GDP Segment Income Margin Expansion EPS Top Tier Performance Free Cash Flow = Cash Flow 100% Adjusted Net Income Long-Term Value Creation Goals 32
Investment Thesis Mission-Critical Solutions Maximize Customer Efficiency Conservative Leading Industry Capital Structure & Positions, Brands Capital Allocation and Footprint Philosophy Value Creation Diversified Across Strong Cash Flow Products, Verticals Generation and Customers Strong Financial Profile and Operational Focus Generate Shareholder Value with Leading Brands and a Competitive Playbook 33
Appendix
nVent Leadership Team STACY McMAHAN EVP LYNNETTE & Chief HEATH Human JON LAMMERS BEN SOMMERNESS Financial EVP & Chief Officer Resources Officer EVP, & General Secretary Counsel EVP, Strategy Chief Growth Officer & Chief BETH Executive WOZNIAK Officer EVP & TOM Chief PETTIT Integrated JOE President RUZYNSKI BRAD President FAULCONER ROBERT President Van der KOLK Supply Chain Officer Enclosures Thermal Management EFS New Leadership Team in Place 35
Enclosures Business Overview Segment Description 2017A Sales Breakdown Geographies Verticals Provides Innovative Solutions That Protect, 2% Other 11% Connect, and Manage Heat in Critical 11% Developing Developed Energy Electronics, Communication, Control, and 10% Commercial Power Equipment 19% Western 70% 60% Europe 2017A Revenue ROS US & 19% Industrial Canada Infrastructure $935M 18% Illustrative Products Competitive Differentiators Steel, Non-Metallic Modular Industrial 1 Strong Brand Deep history in our Hoffman and & Plastic Enclosure Solutions Cooling Recognition Schroff brands of quality and reliability Equipment Enclosures Protection Specialized engineering expertise 2 Technical Expertise enables ability to deliver high performance, lower cost designs Customized, Flexible Ability to tailor products and provide Server Data Center Power Subracks 3 Product Platforms & innovative solutions to meet complex Cabinets Cooling Solutions Supplies and Cases customer requirements Electronic Solutions Protection Broad enclosure, cooling, and Broad Product 4 accessory product offering. Strong ffering & Availability availability through channel. Innovative, Engineered Solutions that Protect and Manage Heat in Systems 36
Thermal Management Business Overview Segment Description 2017A Sales Breakdown Geographies Verticals Provides Electric Thermal Solutions that 2% Other Connect and Protect Critical Buildings, 14% Developed Infrastructure, Industrial Processes 43% Developing Industrial 26% and People Commercial & Residential 55% 29% 2017A Revenue ROS US & Western Canada $622M 24% Europe 31% Energy Illustrative Products Competitive Differentiators Deep and rich Raychem and Tracer Pipe Freeze Advanced Control Pipeline Heat Strong Brand 1 history of innovative and high-quality Protection and Process and Monitoring Heating Management Recognition Maintenance 3D Design products Industrial Heating Specialized engineering expertise Solutions 2 Technical Expertise enables delivery of high performance, lower cost & inventive designs Ease of Highly Reliable and easy to install Floor Heating Fire Rated Wiring Snow Melting & Pipe Heating 3 Installation & solutions that lower total cost of Building & Cables De-Icing Reduced Total Cost ownership Infrastructure Solutions Offer one-stop shop and access to large 4 Complete Solutions portfolio with multi-tier offerings Complete and Connected Solutions for Optimal, Reliable Systems 37
Electrical & Fastening Business Overview Segment Description 2017A Sales Breakdown Geographies Verticals Provides Electrical and Fastening Solutions that Connect and Protect Electrical and 10% 2% Other 10% Developed Mechanical Systems Energy Developing 18% 14% Western Infrastructure 2017A Revenue ROS Europe 70% 19% US & 57% $541M 26% Canada Industrial Commercial Illustrative Products Competitive Differentiators Well positioned with Caddy and Erico 1 Strong Brand Spring Steel Stud Wall Data Cable Pipe Hangers Recognition as strong innovative brands across Fasteners Brackets Supports & Supports verticals and regions Fastening Solutions 2 Global end user application expertise Technical Expertise and knowhow Exothermic Grounding Lightning Low voltage Ease of Solutions significantly reduce 3 Installation & installation costs and total cost of Connections & Bonding Protection power Electrical connections Reduced Total Cost ownership with innovative designs Solutions Comprehensive range of innovative 4 Reliable Product maintenance free and highly-reliable products Innovative Solutions Saving Contractors Time and Money 38
Reported to Adjusted 2018 Reconciliation nVent Electric plc Reconciliation of the GAAP Year Ended December 31, 2018 to the non-GAAP Excluding the Effect of 2018 Adjustments (Unaudited) Actual Forecast First In millions, except per-share data Quarter Second Quarter Full Year Net sales $ 539 approx $ 540 approx $ 2,208 Operating income 66 approx 92 approx 356 % of net sales 12% approx 17% approx 16% Adjustments: Restructuring and other 3 approx approx 3 Intangible amortization 15 approx 15 approx 61 Separation costs 10 approx approx 10 Segment income 94 approx 107 approx 430 Return on sales 17% approx 20% approx 20% Net incomeas reported approx 65 approx 260 Interest expense adjustmentpro forma approx 2 approx (4) Adjustments to operating income approx 15 approx 74 Income tax adjustments approx (3) approx (13) Net incomepro forma adjusted approx $ 79 approx $ 317 Diluted earnings per ordinary sharepro forma adjusted Diluted weighted average ordinary shares outstandingpro forma approx 181 approx 181 Diluted earnings per ordinary sharepro forma approx $0.33-$0.36 approx $1.38-$1.48 Adjustments 0.08 0.32 Diluted earnings per ordinary sharepro forma adjusted approx $0.41-$0.44 approx $1.70-$1.80 39
Reported to Adjusted 2015-2017 Reconciliation nVent Electric plc Reconciliation of the GAAP Year Ended December 31, 2017, 2016 and 2015 to the non-GAAP Excluding the Effect of 2017, 2016 and 2015 Adjustments (Unaudited) 2015 2016 2017 Net sales $ 1,809 $ 2,116 $ 2,098 Operating income 260 333 316 % of net sales 14% 16% 15% Adjustments: Restructuring and other 16 12 13 Intangible amortization 32 61 61 Trade name impairment 13 16 Deal related costs and expenses 14 -Inventory step-up 36 -Separation costs 16 Corporate allocations (13) (12) (14) Segment income 344 407 410 Return on sales 19% 19% 20% Net incomeas reported 210 259 362 Interest expense adjustmentpro forma (45) (62) (39) Adjustments to operating income 84 74 93 Pension and other post-retirement mark-to-market (gain) loss (13) 11 (3) Income tax adjustments (6) (11) (122) Net incomepro forma adjusted $ 231 $ 270 $ 291 40
Q1 and FY 2018 Organic Sales Growth Reconciliation nVent Electric plc Reconciliation of Net Sales Growth to Organic Net Sales Growth by Reportable Segment For the Quarter Ended March 31, 2018 (Unaudited) Q1 Net Sales Growth Organic Currency Acq./Div. Total nVent 3.1% 4.2% % 7.3% Enclosures 8.9% 3.3% % 12.2% Thermal Management (4.2%) 5.9% % 1.7% Electrical & Fastening Solutions 1.3% 3.6% 0.2% 5.1% nVent Electric plc Reconciliation of Net Sales Growth to Organic Net Sales Growth by Reportable Segment For the Quarter Ending June 30, 2018 and the Year Ending December 31, 2018 (Unaudited) Forecast Q2 Net Sales Growth Full Year Net Sales Growth Organic Currency Acq./Div. Total Organic Currency Acq./Div. Total nVent approx 24% 1% % 35% approx 24% 1% % 35% Enclosures approx 35% 1% % 46% Thermal Management approx 02% 1% % 13% Electrical & Fastening Solutions approx 24% 1% % 35% 41
Cash Flow Reconciliation nVent Electric plc Reconciliation of the GAAP Operating Activities Cash Flow to the non-GAAP Free Cash Flow (Unaudited) Three months ended In millions March 31, 2018 March 31, 2017 Free cash flow Net cash provided by (used for) operating activitiesas reported $ 36 $ 87 Interest expensepro forma 6 16 Net cash provided by (used for) operating activitiespro forma 30 71 Capital expenditures (5) (11) Proceeds from sale of property and equipment 2 -Free cash flowpro forma $ 27 $ 60 Twelve months ended In millions December 31, 2015 December 31, 2016 December 31, 2017 Free cash flow Net cash provided by (used for) operating activitiesas reported $ 344 $ 364 $ 402 Interest expensepro forma 46 63 40 Net cash provided by (used for) operating activitiespro forma 298 301 362 Capital expenditures (47) (75) (32) Proceeds from sale of property and equipment 1 6 4 Free cash flowpro forma $ 252 $ 232 $ 334 42
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