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Transcript of Ply gem lp (1 13-2014).pdf
Presentation to LendersJanuary 2014
Confidential
These slides and the accompanying oral discussion contain certain statements that are not historical facts, including information concerning possible or assumed future results of our operations. Those statements constitute “forward‐looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Such statements involve known and unknown risks, uncertainties and other factors that could cause the actual results of the Company to differ materially from the results expressed in or implied by our forward‐looking statements, including the availability and cost of raw materials and purchased components, the level of construction and remodeling activity, changes in general economic and business conditions, conditions affecting the industries we serve and our customers, the rate of sales growth, availability of labor force and efficiencies, product liability claims, our high degree of leverage and other factors discussed in the Company’s news releases, public statements and/or filings with the Securities and Exchange Commission, including the Company’s most recent Annual and Quarterly Reports on Form 10‐K and Form 10‐Q. Many of these factors are outside of the Company’s control and all of these factors are difficult or impossible to predict accurately. The Company undertakes no obligation to update publicly any forward‐looking statements, whether as a result of new information, future events or otherwise.
In addition, these slides and the accompanying oral discussion reference non‐GAAP financial measures, such as adjusted EBITDA. A reconciliation of each non‐GAAP financial measure to the most directly comparable GAAP financial measure is provided in the appendix provided herein and our earnings releases posted on www.plygem.com.
LegalDisclaimer
1
• President and Chief Executive Officer since 2006
• 35+ years of experience in the building products and distribution industry
• Prior to joining Ply Gem, served as Executive Vice President and COO of Stock Building Supply
• Vice President and Chief Financial Officer since 2004
• 23+ years of experience
• Prior to his current role, served as VP of Finance of siding and accessories subsidiaries
Shawn PoeVice President and CFO
Gary RobinettePresident and CEO
2
ManagementPresenters
3
Today’sAgenda
1. Introduction Credit Suisse
2. Company overview Gary RobinettePresident & CEO, Ply Gem
3. Key credit highlights
4. Financial overview Shawn PoeVice President & CFO, Ply Gem
5. Syndication overview Credit Suisse
6. Public Q&A
Gary RobinettePresident & CEO, Ply Gem
Transaction overview
• Headquartered in Cary, NC, Ply Gem (“Ply Gem” or the “Company”; NYSE: PGEM) is a leading manufacturer of residential exterior building products, offering a comprehensive product line of vinyl siding and skirting, vinyl windows and doors, and aluminum windows in all 50 states and Canada
− LTM 9/28/13 PF(1) net sales and PF adjusted EBITDA of $1,435mm and $152mm, respectively
• Ply Gem is refinancing its existing senior secured notes and senior unsecured notes with:
− $380mm first lien term loan
− $550mm senior unsecured notes
• PF senior secured and total net leverage of 2.5x and 6.1x, respectively, of LTM 9/28/13 PF adjusted EBITDA of $152mm
4
TransactionOverview
(1) Gives effect for LTM impact of Gienow and Mitten acquisitions and expected 2014 cost savings.
Sources Uses
First lien term loan $380.0 Refinance outstanding 8.25% senior secured notes(1) $813.5
Senior unsecured notes $550.0 Refinance outstanding 9.375% senior notes(1) $110.6
Cash on hand $11.0 Estimated transaction fees & expenses(2) $16.9
Total sources $941.0 Total uses $941.0
Transaction structure
Sources & uses
Pro forma capitalization
(1) Includes prepayment premiums and accrued interest payments pro forma for the transaction at 9/28/13.(2) Includes OID.
(1) Current facility size of $250mm.
($ in mm)
($ in mm)
5
Actual Cum. Net Pro forma Cum. Net
9/28/13 EBITDA (x) 9/28/13 EBITDA (x) Maturity
Cash $23 $12
Asset-based RCF(1) $14 $14 Nov-18
New first lien term loan – 380 2021
8.250% Senior secured notes due Feb-18 756 – Feb-18
Total secured debt $770 4.9x $394 2.5x
9.375% Senior notes due Apr-17 $96 – Apr-17
New senior unsecured notes – $550 2022
Total debt $866 5.5x $944 6.1x
Public equity (as of 1/10/14) $1,140 $1,140
Total capitalization $2,006 13.0x $2,084 13.6x
LTM 9/28/13 PF Adj. EBITDA(2)
$152 $152
TransactionOverview
(2) Gives effect for LTM impact of Gienow and Mitten acquisitions and expected 2014 cost savings.
• Customer solutions • Customer experience• Leading brands• Measure
• New Products / Solutions• Utilize technology• Open collaboration• Sustainability
• Business diversity• Cross sell our products• Double digit growth
• World class safety & quality• Low cost producer• Efficient supply chain
Customer Focus
Innovation
ProfitableGrowth
Continuous Improvement
HumanResources
LEVERAGE
• Associate development• Succession plan• Communicate & empower
StrategicPriorities
6
Company overview
7
CompanyOverview
• $1.4 Billion in LTM 9/28/13 PF sales
• Approximately 6,700 associates
One of the largest manufacturers of exterior building and home improvement products in North America
8
CompanyOverview
Leading exterior building and home improvement products company in the U.S.
Note: LTM 9/28/13 PF figures give effect for LTM impact of Gienow and Mitten acquisitions.
55%45%
SIDING
45%55%
NEW CONSTRUCTION / R&R
WINDOWS
• #1 in vinyl siding in North America
• #1 in aluminum accessories in U.S.
• #1 in vinyl / aluminum windows in U.S.
• #1 in windows in Western Canada
Leading manufacturer of exterior building products
9
CompanyOverview
Provider of branded products for new construction and home improvement markets, sold through a multitude of distribution channels covering a variety of price points
Extensive exterior product portfolio
Gable vents and accessoriesGutter protection systemsVinyl and aluminum soffit
Window mantlesManufactured stone
Vinyl and aluminum sidingShutters
Mounting blocksDecorative corner postsRain removal systems
Door surround systemsPatio DoorsWindows
Railing and fencingComposite rail
Outdoor structuresExterior doors
New window technologyPVC trim
Suite of new exterior products
10
CompanyOverview
Ply Gem28%
CertainTeed31%
Associated Materials
11%
KP7%
Crane4%
Royal5%
Heartland7%
Other7%
Ply Gem38%
CertainTeed26%
Associated Materials
14%
Exterior/Royal13%
Kaycan5%
Other4%
Ply Gem5%
Atrium4%
Other(1)
32%
Anderson20%
Pella16%
Jeld Wen (includes
doors)15%
Marvin8%
2008 2012
$535$466
$374 $392 $396 $463$589
(20.0%)(10.0%)0.0%10.0%20.0%30.0%40.0%
$0
$200
$400
$600
$800
$1,000
2007 2008 2009 2010 2011 2012 LTM9/28/13
Sales Operating earnings margin
$828$709
$577$604 $639 $658 $712
(20.0%)(10.0%)0.0%10.0%20.0%30.0%40.0%
$0
$200
$400
$600
$800
$1,000
2007 2008 2009 2010 2011 2012 LTM9/28/13
Sales Operating earnings margin
2012
AndersenPellaMarvinJELD‐WENAtriumAssociated MaterialsMilgardSimonton
Windows manufacturers(all substrates)
Source: Principia Partners 2008 study, management estimates.
One, integrated business with two reportable segments
($ in mm) ($ in mm)
Siding, fencing, and stone Windows and doors
Window market share (all types)Vinyl siding market share
11
CompanyOverview
Note: LTM 9/28/13 figures include Gienow / Mitten from date of acquisition. 2008 operating earnings margin for both segments exclude goodwill impairments. (1) Includes Associated Materials, Milgard, Simonton, MI, Weathershield, Windsor, Harvey, Champion, Amsco, Cascade, and Kolbe.
• Provides differentiation for Ply Gem customers• Provides a single sourcing opportunity• Hits the sweet spot of an emerging trend• Features NAHB Green Approved products• Fulfills the “One Ply Gem” MISSION
Alexandria, VA Designed Exterior Remodel
BEFORE
Three Weeks later using The Designed Exterior concept
AFTER
Complete Exterior Solution Offering for CustomersCompanyOverview
12
3.99 3.98
3.30
1.81 1.76 1.581.85 1.94
7.26 7.116.65
5.42 5.475.21 5.27
2006 2007 2008 2009 2010 2011 2012 3Q13Year
Ply Gem Industries, Inc.
Ply Gem combined National trend
Safety is Ply Gem’s top priority
Recordable incident rate
13
CompanyOverview
WORLD CLASS
A key growth initiative
Open innovation opportunities
Furthering a culture of innovation
• Several businesses currently active in foundation labs
• Research concentration in advanced materials and physics
• Each Hi‐Po serves on an Innovation project team
• Implemented innovation into Ply Gem’s compensation structure
• Product development and innovation continues to drive new sales
• Developed a collaboration platform and now measure engagement
• Drive collaboration to achieve significant cross‐selling potential
• Improved platform for idea generation process
• Managing innovation as a business process through Foundation Labs
• Focus on supplier/partner/universities• Prime relationship with two major building
products companies in developing new business opportunities
• Cellular PVC trim product
• New Glass Technology
• Composite building materials
Culture of innovation drives new growth opportunities
New products
$400+mm of incremental annual sales from new products introduced since 200914
CompanyOverview
Key credit highlights
CreditHighlights
15
Market leader
Highly efficient, flexible, low cost operating structure
Comprehensive product portfolio with strong brand
recognitionProven and experienced
management team
Favorable industry dynamics driving increased
homebuilding
Proven track record of acquisition integration and
cost savings realization
Multi-channel distribution network serving a broad
customer baseSubstantial and sustainable
free cash flow generation
CreditHighlights 1
2
3
4
5
6
7
8
16
Market leader: vinyl siding
• #1 vinyl siding manufacturer in North America (~40% share in the US)
• Consolidated industry with 4 participants holding over 90% share
• Strong trade brands
• Multi‐channel distribution network servicing both new construction and R&R
• State‐of‐the‐art automated manufacturing facilities with excess capacity ~$5,300
~$1,800
$658
Exterior CladdingMarket Size
Vinyl SidingMarket Size
Ply Gem2012 Net Sales
($ in mm)
Market size: According to Principia Partners.
Why Ply Gem wins Key brands
North American market summary
17
CreditHighlights
• #1 vinyl and aluminum window manufacturer in the US
• #1 window and door manufacturer in Western Canada
• Multi‐channel distribution network servicing both new construction and R&R covering every price point
• Highly efficient, vertically integrated production
• Continued to gain market share during downturn
$9,000
$463
Market size Ply Gem 2012 net sales
($ in mm)
Market size: Company estimate – new construction and R&R.
~
Market leader: vinyl and aluminum windows (cont’d)
Why Ply Gem wins Key brands
North American market summary
18
CreditHighlights
Regional local one‐step distributors
New Construction
Regional/local one‐step distributors
National one‐stepdistributors
Retailers
Two‐stepdistributors
Home Repair and Remodeling
• Homebuilders
• Contractors
• Contractors
• Individuals
Two‐step distributors
National one‐step distributors
Retailers
Homebuilders
Representative customersBroad supply chain
Diversity of channels and customers with limited customer concentration Top 10 customers account for only ~46% of 2012 net sales 19
CreditHighlights Multi‐channel distribution network
serving a broad customer base
1,7191,474
1,036616 442 471 434 537 629 825
1,161
354338
306
284
112 114 178247
292322
352
2005 2006 2007 2008 2009 2010 2011 2012 2013E 2014E 2015ESingle‐Family Multi‐Family
Sources: Zillow, Census, Conference Board, NAHB, CMHC, Market Health Index.
Favorable industry dynamics driving increased homebuilding
Improvement across major economic indicators
75%
U.S. SFHS forecasted to increase
2,073
1,812
1,342
900
554 585 612784
9211,147
1,513
121 119 93 76 94 83 84 78 81
106 109118
7397 112 131
105 106
2006 2007 2008 2009 2010 2011 2012 2013E 2014E
Single‐Family Multi‐Family
Sustained consistency and strength across Canada SFHS
227 228211
149
191 195215
183 187
Growth across healthy markets in the U.S.
(in thousands)
(in thousands)
20
CreditHighlights
7.0%
5.4%
73.2%
New construction
80%
Home repair & remodel
20%
Windows and doors(1)Siding, fencing, and stone(1)
New construction
35%
Home repair & remodel
65%
New construction(1)
55%
Home repair & remodel(1)
45%
Ply Gem
mix
Hou
sing
outlook
Home improvement product sales(2) Single family housing starts(3)
$335 bn$274 bn
2012 2015E
1,719
1,474
1,036
616 442 471 434 537
629 825
2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 2015
Ply Gem
(1) Management estimates.(2) Home Improvement Research Institute, Sep 2013.(3) U.S. Census Bureau.
21
1,161
Favorable industry dynamics driving increased homebuilding (cont’d)
CreditHighlights
Facility overview 2012 Cost structure (net sales – EBITDA)
Variable79%
Fixed21%
Materials54%
Variable manufacturing
18%
Freight & other7%
Fixed21%
Vinyl = 20%
Aluminum = 13%
Other materials = 21%
Window MFG
Siding/Access MFG
Corporate/HQ
Canada Distribution
Stone MFG
Locations
10
62
3
34
1
58Total
Fence + Rail MFG
Gienow 1Mitten 1
Highly efficient, flexible, low cost operating structure
Source: Company filings and management estimates.22
CreditHighlights
Proactively managed cost structure during market cycle
Expected Achieved
MW Windows ($331mm)
2004 2005 2006 2007 2008
Alenco Windows ($127mm)
MHE (Alcoa) siding business ($296mm)
CT Windows($37mm)
United Stone Veneer($4mm)
Ply Gem purchased by CI Capital
Expected Achieved Expected Achieved
2013
Gienow(CAD$20mm)
Acqu
isition
sCo
st sa
vings
Mitten(CAD$79mm)
Proven track record of acquisition integration / cost savings realization
Acquisitions provide incremental capabilities and growth along with significant synergy opportunities
$6.8$11.0 $4.0 $4.9
$22.0
$55.0
($ in mm)
23
CreditHighlights
• Expect to realize $15‐$20mm in cost savings for combined Gienow / Mitten acquisitions
• Savings driven by facility / headcount rationalization and vertical integration
Track record of efficient cost management…
… Provides leverage for further profitable growth
Reduced by 50% between 2006 and 2011Workforce
Acquisitions
Manufacturing
Back Office
Cost savings of over $70mm (excluding Gienow and Mitten)
Rationalized 8 facilities saving over $30mm annually
Integrated back office functions
Utilization
Lean
Purchasing
Incremental capacity above one million SFHS without significant capital investment
Continued expansion of lean manufacturing and vertical integration
Further consolidation of purchases of raw materials, supplies and services
Supply Chain Significantly consolidated window SKUs to improve efficiency
24Improved cost structure provides significant future operating leverage
Proven track record of acquisition integration / cost savings realization(cont’d)
CreditHighlights
$20 $17$8
$11 $11
$25 $25
0.0%
0.8%
1.6%
2.4%
3.2%
2007 2008 2009 2010 2011 2012 LTM9/28/13
Capex % of Sales
FCF: Adjusted EBITDA – capital expenditures Capital spending
•Modest capex ~2.2% of sales in 2012
•Post‐transaction net leverage of 6.1x
•No near‐term maturities
$380
$550
2017 2018 2019 2020 2021 2022ABL Term Loan Senior Notes
Debt maturity post‐transaction
Substantial / sustainable free cash flow
A history of strong EBITDA performance, modest capital expenditure requirements and efficient use of working capital
25
CreditHighlights
$156
$80 $108 $112 $103$103 $102
0.0%
5.0%
10.0%
15.0%
2007 2008 2009 2010 2011 2012 LTM9/28/13
Adj. EBITDA ‐ capex % of Sales
($ in mm) ($ in mm)
($ in mm)
Note: LTM 9/28/13 numbers include Gienow and Mitten from date of acquisition.
Gary E. RobinettePresident & CEO
Industry experience: 35 years
Shawn PoeVice President & CFO
23 years
John WayneExecutive Vice President & COO
28 years
Dave SchmollSenior Vice President, HR
24 years
Lee Clark‐SellersInnovation Officer
20 years
Tim JohnsonGeneral Counsel
12 years
• Significant management equity ownership of 3.7% as of 9/28/13
• Consistently outperformed the market
• Deep and proven management bench
Art SteinhafelPresident, U.S. Windows
20 years
Richard BoyerPresident, Ply Gem Canada /
Gienow14 years
John BuckleyPresident, Siding Group
22 years
Doug RendePresident, Mitten, Inc.
30 years
CreditHighlights Proven and experienced management team
26
Financial overview
27
FinancialOverview
Net sales Gross profit
SG&A Adjusted EBITDA
$280
$195 $202$216 $211
$244$187 $200
0%
10%
20%
30%
40%
2007 2008 2009 2010 2011 2012 9M12 9M13
Gross profit % of Sales
$156 $155 $142 $130 $139 $147$107
$131
0%
6%
12%
18%
24%
30%
2007 2008 2009 2010 2011 2012 9M12 9M13
SG&A % of Sales
$176
$96$116 $123 $115 $127
$102 $101
0%
6%
12%
18%
24%
30%
2007 2008 2009 2010 2011 2012 9M12 9M13
Adj. EBITDA % of Sales
$1,364$1,175
$951 $996 $1,035 $1,121$853
$1,033
0
400
800
1200
1600
2007 2008 2009 2010 2011 2012 9M12 9M13
Ply Gem sales Single family housing starts
Key financial performance
($ in mm)($ in mm)
($ in mm)($ in mm)
Source: Management, U.S. Census Bureau.Note: 9M13 numbers include Gienow and Mitten from date of acquisition.
28
FinancialOverview
$113 $115$123 $125 $126 $127 $124 $120
$127
3Q11 4Q11 1Q12 2Q12 3Q12 4Q12 1Q13 2Q13 3Q13
$1,013 $1,035 $1,074 $1,087 $1,095 $1,121 $1,139$1,200
$1,301
3Q11 4Q11 1Q12 2Q12 3Q12 4Q12 1Q13 2Q13 3Q13
Steady LTM sales trajectory Sustained LTM adj. EBITDA performance
$12 $7$15 $12
1Q 10 1Q 11 1Q 12 1Q 13
$46 $43 $44 $41
2Q 10 2Q 11 2Q 12 2Q 13
$22 $24 $25
4Q 10 4Q 11 4Q 12
$40 $39 $41$48
3Q 10 3Q 11 3Q 12 3Q 13
Consistent seasonal adj. EBITDA performance
Momentum building through strong 2012 performance
($ in mm)
($ in mm)
($ in mm)
29
FinancialOverview
% of net sales 5.9% 3.3% 5.1% 4.6% 15.3% 14.5% 14.4% 11.2% 14.9% 13.2% 13.3% 11.9% 10.0% 9.8% 9.2%
Note: 2013 numbers include Gienow and Mitten from date of acquisition.
Recent developments
30
FinancialOverview
• 4Q13 challenging due to severe weather compounded by continued lag in demand for higher profit margin “big ticket” repair and remodeling products and uneven U.S. housing market recovery
• 4Q13 net sales expected between $330mm and $335mm with Adjusted EBITDA between $15mm to $17mm
• Organic sales in 4Q13 largely flat due to a pull‐back in the new construction housing market and severe winter weather
• Profitability suppressed by lower than expected sales, which resulted in lower operating leverage against fixed manufacturing costs, labor inefficiencies driven by the uneven recovery and an unfavorable shift in product mix. These factors are expected to be corrected by:− Continued housing market recovery and demand stability− “Enterprise lean” initiative and a significantly enhanced sales and operating planning process to be
implemented early 2014− Announced selling price increase on U.S. windows in 4Q13, benefits from which are expected in the
future− We will be implementing additional selling price increases in early 2014
− Continued market penetration as demonstrated by recent customer wins for new cellular PVC trim− Expected to yield run‐rate sales of over $15mm when fully converted
• Gienow and Mitten integration progressing well, with combined acquisition cost savings expected to be in the $15mm to $20mm range when fully implemented
• Company’s outlook for the future remains positive with 2014 estimates of U.S. single family housing starts projected to increase in the range of 15% to 20%
Cost savings / one time costs – Gienow and Mitten
31
FinancialOverview
(1) Improved procurement economics as a result of increased purchasing power(2) Headcount reductions for manufacturing facility consolidation and duplicative salary positions (3) Improved material cost as a result of utilizing Ply Gem's formulations to Mitten(4) Freight cost maximization and improved fixed overhead as a result of various manufacturing cost reductions from rationalizations(5) Corresponding SG&A reduction as a result of fewer employees and facility (distribution centers) consolidation(6) Savings from purchasing from internal Ply Gem businesses rather than third‐party suppliers
($ in mm)
Category 1Q14 2Q14 3Q14 4Q14 2014(1) Raw material sourcing $1.6 $2.1 $2.2 $1.6 $7.4(2) Headcount 0.8 0.9 1.1 0.9 3.7(3) Material reformulations 0.3 0.4 0.4 0.2 1.3(4) Manufacturing efficiency improvements 0.4 0.5 0.5 0.4 1.8(5) SG&A 0.1 0.1 0.1 0.1 0.3(6) Insourcing third party products 0.6 1.0 1.2 0.8 3.7Total $3.7 $5.0 $5.4 $3.9 $18.1
($ in mm)
Category 1Q14 2Q14 3Q14 4Q14 2014Severance, retention and incentives $0.4 $0.4 $0.3 $0.0 $1.2Union discussions 0.2 – – – 0.2Product harmonization 0.1 – – – 0.1Marketing materials 0.4 0.1 – – 0.6Equipment move costs 0.3 0.0 – – 0.3Total $1.5 $0.6 $0.3 $0.0 $2.4
EBITDA impact of Gienow and Mitten cost savings
One‐time costs to achieve savings
Note: One‐time costs that should be added back to EBITDA as restructuring expense.Excludes capital expenditures and one-time costs incurred during 2013.
Note: Numbers may not tie due to rounding.
$306 $407
3Q12 3Q13
$71
$84
3Q12 3Q13
$42
$48
3Q12 3Q13
$853 $1,033
YTD 3Q12 YTD 3Q13
$187
$200
YTD 3Q12 YTD 3Q13
$102 $101
YTD 3Q12 YTD 3Q13
3Q13 and YTD 3Q13 highlights
3Q reported results YTD 3Q13 reported results
Gross profit
Adjusted
EBITD
ANet sa
les
($ in mm) ($ in mm)
32
FinancialOverview
Source: Reported 3Q 2013 results.Note: 2013 numbers include Gienow and Mitten from date of acquisition.
3Q13 gross margin summary
33
FinancialOverview
3Q12 gross margin 23.1%
Volume 1.0%
One‐time charges ‐1.1%
Siding aluminum price ‐0.7%
Windows product mix ‐1.0%
Windows ramp‐up costs ‐0.7%
3Q13 gross margin 20.7%
New customer win costs ‐0.4%
Restructuring charges ‐0.4%
Acquisition related costs ‐0.3%Quarterly timing of price toaluminum material cost
Recovered on an annualizedbasis expected
Outsized growth of our lower end aluminum window products
New construction window unit volume up 37%
Quarter‐over‐quarter gross margin
• Ply Gem continues to outperform the market
• SFHS down 48% from 2007 to 2012, Ply Gem down only 17.8%
• Market share gains of over $350mm from 2007 to 2011
• Continued industry leadership
• Gienow and Mitten acquisitions contributed $108mm to 2013 LTM sales
• Balanced customer mix at approximately 55% siding / 45% windows
$1,364
$1,175
$951$996 $1,035
$1,121
$1,301
2007 2008 2009 2010 2011 2012 LTM9/28/13
2007 2008 2009 2010 2011 2012 LTM 9/28/13
Single family housing starts 1,036 616 442 471 434 537 629
(29.7%) (40.5%) (28.2%) 6.5% (8.1%) 23.7% 17.1%
Ply Gem net sales $1,363.5 $1,175.0 $951.4 $995.9 $1,034.9 $1,121.3 $1,301.3
(13.4%) (13.8%) (19.0%) 4.7% 3.9% 8.4% 16.1%
Ply Gem less volatile than the market
Reported Ply Gem sales($ in mm)
($ in mm)
34
FinancialOverview
Note: LTM 9/28/13 numbers include Gienow and Mitten from date of acquisition.
0%
10%
20%
30%
2005 2006 2007 2008 2009 2010 2011 2012 2013Q1 Q2 Q3 Q4
2005 2006 2007 2008 2009 2010 2011 2012 20132005 –
2012 Avg.Q1 19.8% 20.0% 16.5% 11.9% 7.1% 18.1% 16.6% 17.9% 16.3% 16.0%
Q2 24.1% 23.9% 25.0% 20.0% 24.1% 23.4% 23.5% 23.9% 20.6% 23.5%
Q3 24.4% 23.6% 23.2% 19.1% 26.4% 23.2% 22.1% 23.1% 21.1% 23.1%
Q4 22.2% 17.1% 18.1% 14.0% 22.5% 20.8% 20.6% 21.3% 19.6%
Full year 22.8% 21.2% 20.6% 16.6% 21.2% 21.7% 21.0% 21.8% 20.9%
Impact of “take orpay” contract
(1) 2011 and 2013 gross margins adjusted to exclude the impact of the one‐time Home Depot buy‐back.
(1)(1)
• Ply Gem has demonstrated the ability to maintain profit margins through wide swings in commodity costs
• 2008 rewind – oil prices went to $148 a barrel; gas prices went to $4.00
• 2009 includes one time “take or pay” aluminum buy
• The Company demonstrated the ability to address commodity fluctuations and return to historical averages
Stable gross profit margins
35
FinancialOverview
Note: 2013 figures include Gienow and Mitten from date of acquisition.
Fiscal Year Ended December 31,
($ in mm) 2007 2012Single Family Housing Starts 1,036 537
Net Sales
Siding, Fencing and Railing $828.1 $658.0
% Growth (17.4%) 2.9%
Windows and Doors 535.4 463.3
% Growth (6.6%) 17.1%
Total Ply Gem $1,363.5 $1,121.3
% Growth (13.4%) 8.4%
Gross Profit
Siding, Fencing and Railing $168.7 $180.2
% Margin 20.4% 27.4%
Windows and Doors 111.7 64.0
% Margin 20.9% 13.8%
Total Gross Profit $280.4 $244.2
% Margin 20.6% 21.8%
Reported Adjusted EBITDA $176.0 $127.3
% Margin 12.9% 11.3%
CapEx $20.0 $24.6
% of Sales 1.5% 2.2%
Increased sales from market share ($350mm)
Determined action through the cycle
8 plant closures, saving $30mm
annually
$50mm in synergies achieved
($24mm post 2007)
Mittenand Gienowacquisitions
Action taken through the cycle positions for expanding profitability
36
FinancialOverview
8.5x7.5x
8.3x
6.2x5.5x
6.1x
0.0x
2.0x
4.0x
6.0x
8.0x
10.0x
2011A 2012A 3/31/13(Pre‐IPO)
3/31/13(Post‐IPO)
9/28/13 (Pre‐refinancing)
PF 9/28/13 (Post‐refinancing)
Net debt / LTM EBITDA
• Ply Gem’s exposure to the housing recovery and strong market position will continue to drive its ability to deleverage
• On November 1, 2013, Ply Gem entered into an amended and restated ABL facility, increasing the overall size to $250mm and decreasing the applicable margin for borrowings to a range from 1.5 – 2.0%
• The Company is expected to realize material cash interest savings as a result of the refinancing
Note: Debt amounts calculated net of remaining unamortized original issue discount.(1): Gives effect for LTM impact of Gienow and Mitten acquisitions and expected 2014 cost savings.
37
FinancialOverview
Leverage profile
(1)(1)
Market leader
Highly efficient, flexible, low cost operating structure
Comprehensive product portfolio with strong brand
recognitionProven and experienced
management team
Favorable industry dynamics driving increased
homebuilding
Proven track record of acquisition integration and
cost savings realization
Multi-channel distribution network serving a broad
customer baseSubstantial and sustainable
free cash flow generation
Conclusion1
2
3
4
5
6
7
8
38
Syndication overview
39
SyndicationOverview
Summary indicative term sheetFirst lien senior secured credit facility
40
TransactionOverview
Borrower: Ply Gem Industries, Inc., a Delaware corporation (the “Borrower”)
Facility: Senior secured term loan facility (the “Term Facility”): $380mm
Maturity: 7 years
Indicative rate: L + 350 bps
LIBOR floor: 1.00%
OID: 99.5
Use of proceeds: (x) To redeem, repurchase or otherwise satisfy and discharge the Borrower’s 8.25% senior secured notes due 2018 and 9.375% senior notes due 2017 (the “Refinancing”) (y) To pay for fees and expenses related to the foregoing
Guarantors: Ply Gem Holdings, Inc. (“Holdings”) and each existing and each subsequently acquired or organized wholly‐owned domestic subsidiary of the Borrower (other than any unrestricted subsidiaries and subject to other exceptions to be agreed)
Security: First priority lien on substantially all non‐current assets of the Borrower and subsidiary Guarantors (other than ABL Priority Assets, on which the Term Facility will have a second priority lien) and first priority pledge of outstanding capital stock of the Borrower, subject to customary exceptions
Mandatory prepayments: Customary for facilities of this type and including prepayments from excess cash flow (50% with step downs to 25% and 0% at first lien net leverage ratios TBD)
Affirmative covenants: Usual and customary for facilities of this type
Financial covenants: None
Negative covenants: Limitations on the incurrence of indebtedness; liens; mergers, and consolidations; sales of assets; dividends, distributions and other restricted payments and restricted investments; transactions with affiliates all consistent with the senior unsecured notes
Indicative timeline
41
Date:
January 13th Bank Meeting in New York City
January 23rd Commitments due from lenders
January 30th Close and fund
Key dateM T W T F S S
1 2 3 4 56 7 8 9 10 11 1213 14 15 16 17 18 1920 21 22 23 24 25 2627 28 29 30 31
January 2014
SyndicationOverview
Public Q&A
42
PublicQ&A
Appendix
43
Appendix
Adjusted EBITDA reconciliation
44
Appendix
(1) During the year ended December 31, 2012, the Company incurred a loss on modification or extinguishment of debt of approximately $3.6mm consisting of $1.5 mm in call premiums, $0.4 mm expense of unamortized debt issuance costs associated with the 13.125% Senior Subordinated Notes due 2014 (the “13.125% Senior Subordinated Notes”), $0.3 mm expense of unamortized discount for the 13.125% Senior Subordinated Notes, and $1.4 mm expense of third party fees for the 13.125% Senior Subordinated Notes. During the year ended December 31, 2011, the Company incurred a loss on modification or extinguishment of debt of approximately $27.9 mm consisting of $10.9 mm in tender premiums, $2.8 mm expense of unamortized debt issuance costs associated with the 11.75% Senior Secured Notes due 2013 (the “11.75% Senior Secured Notes”), $0.8 mm expense of unamortized discounts for the 11.75% Senior Secured Notes, $12.3 mm expense of third party fees for the 8.25% Senior Secured Notes due 2018 (the “8.25% Senior Secured Notes”), and $1.2 mm for the expense of unamortized debt issuance costs for the previous senior secured asset‐based revolving credit facility. During the year ended December 31, 2010, the Company recorded a non‐cash gain on extinguishment of debt of approximately $98.2 mm in connection with the redemption of the 9% Senior Subordinated Notes due 2012 (the “9% Senior Subordinated Notes”) arising from a net reacquisition price of approximately $261.8 mm versus the carrying value of the 9% Senior Subordinated Notes of $360.0 mm.
(2) Refer to slide 31 for further details on expected 2014 cost savings.(3) EBITDA margin shown off of LTM 9/28/13 PF net sales of $1,435 million.
LTM Nine months ended2010A 2011A 2012A 9/28/2013 9/29/2012 9/28/2013
Net income $27.7 ($84.5) ($39.1) ($77.1) ($24.0) ($62.1)Interest expense, net 122.8 101.4 103.0 94.8 78.5 70.2Provision for income taxes 5.0 0.7 2.8 2.9 1.6 1.7Depreciation and amortization 60.7 54.0 52.3 45.7 39.6 33.0Non‐cash (gain) loss on foreign currency transactions (0.5) (0.5) (0.4) 0.6 (0.3) 0.8Non‐cash (gain) loss on modification or extinguishment of debt(1) (98.2) 27.9 3.6 18.9 3.6 18.9Write‐off previously capitlazed offering costs 1.6 – – – – –Restructuring and integration expenses 0.9 1.6 1.7 6.5 0.5 5.3Acquisitions costs – – – 1.5 – 1.5Customer inventory buybacks 0.6 10.1 0.8 4.8 0.6 4.7Environmental remdediation – 1.6 – – – –Management fee (terminated in 2013) 2.5 2.3 2.5 0.9 2.1 0.4Non cash charge of purchase price allocated to inventories – – – 2.0 – 2.0Initial public offering costs – – – 23.5 – 23.5Tax receivable agreement liability adjustment – – – 1.5 – 1.5Adjusted EBITDA $123.0 $114.5 $127.3 $126.6 $102.2 $101.5% of sales 12.4% 11.1% 11.3% 9.7% 12.0% 9.8%LTM EBITDA impact of Gienow and Mitten acquisitions $7.8LTM EBITDA impact of expected 2014 cost savings(2) 18.1PF Adjusted EBITDA $152.4% margin (3) 10.6%
Year ended December 31,