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Fairmount Santrol and Unimin to Combine – Fairmount Santrol

Fairmount Santrol · Dec 12, 2017 · 24 slides

Investor presentation from the Shale Experts oil & gas presentation and slide database. Every page is imaged and its text indexed for search across operators, plays, basins and time.

Slides

  1. Fairmount Santrol and Unimin to Combine – Fairmount Santrol – slide 1
    Fairmount Santrol and Unimin to Combine Creating a Leader in Proppant and Industrial Materials Solutions December 12, 2017
  2. Fairmount Santrol and Unimin to Combine – Fairmount Santrol – slide 2
    Todays Speakers Jenniffer Deckard Andrew Eich Michael Biehl President and CEO of Senior Vice President and Executive Vice President and Fairmount Santrol Chief Commercial Officer of CFO of Fairmount Santrol Unimin Corporation…
  3. Fairmount Santrol and Unimin to Combine – Fairmount Santrol – slide 3
    Creating Value through Scale, Diversity, and Complementary Assets Leading Material Unique value proposition to serve industrial and energy customers Solutions A leader in proppant solutions Provider A leader in industrial materials…
  4. Fairmount Santrol and Unimin to Combine – Fairmount Santrol – slide 4
    Compelling Transaction for All Stakeholders Transaction Fairmount Santrol to combine with Unimin, a wholly-owned subsidiary of Sibelco, via a tax-free merger Structure Combined company to list on NYSE concurrent with closing…
  5. Fairmount Santrol and Unimin to Combine – Fairmount Santrol – slide 5
    Unimin An Industry Leader Key Highlights Two Complementary Segments (1) 28Mt 38 Energy Current Active Plants 46% Capacity Industrial 54% 38 Leader In Operating RoW Feldspar Others Safety Canada Clays Terminals Mexico…
  6. Fairmount Santrol and Unimin to Combine – Fairmount Santrol – slide 6
    Unimin is Growing Rapidly Growth through Capacity Expansion and Operational Efficiency Investments Key Drivers Mt Permian and West Texas greenfield Utica Expansion Attractive brownfields across the portfolio 28 High volume…
  7. Fairmount Santrol and Unimin to Combine – Fairmount Santrol – slide 7
    Supported By Long-Term Investor Sibelco Shared Values and Global Expertise 2016 sales of 2.7Bn Founded in 1872 Multi-mineral product offering Our Vision 200 plants in 40 countries To be the best global material 10,000 employees…
  8. Fairmount Santrol and Unimin to Combine – Fairmount Santrol – slide 8
    Fairmount Santrol Long-Term Value Creators National Scale/Footprint 900 million tons of proven reserves across Ohio, Illinois, Wisconsin, Minnesota, Missouri and Texas Ability to adjust production mix by grade to better meet demand…
  9. Fairmount Santrol and Unimin to Combine – Fairmount Santrol – slide 9
    Diversified and Balanced Portfolio Sales Volumes Profitability Pro Forma Volume; Mt, LTM (9/30/2017) Total Pro Forma Gross Profit (1); MM, LTM (9/30/2017) 35 559MM 42% 23 40% 54% 60% 12 21% 58% Industrial Materials 79%…
  10. Fairmount Santrol and Unimin to Combine – Fairmount Santrol – slide 10
    Value of Stability Reflected in Industrial Trading Multiples Industrial minerals companies trade at meaningfully higher multiples than proppant companies, and with less volatility due to business model stability 40% of combined…
  11. Fairmount Santrol and Unimin to Combine – Fairmount Santrol – slide 11
    Product Breadth to Win Across Markets and Through Cycles Broad Product Portfolio High-Purity Sands High-Performance Resins Nepheline Syenite Propel SSP Custom Blending DustShield High quality pure silica Traditional foundry…
  12. Fairmount Santrol and Unimin to Combine – Fairmount Santrol – slide 12
    Complementary Footprint Across North America Combined footprint of more than 50 sand & coating plants across North Canada America (1) Access to all major railways serving major oil & gas basins Expanded terminal network with…
  13. Fairmount Santrol and Unimin to Combine – Fairmount Santrol – slide 13
    Diversified Rail Network and Value Proposition for Customers Highly Complementary Large-Scale Access To Major Rail Lines Enhances Flexibility and Diversity Terminal Network Proppant Rail and Trucking Capacity Annual Oil & Gas…
  14. Fairmount Santrol and Unimin to Combine – Fairmount Santrol – slide 14
    Case Study: Blanketing in the Booming Permian Strategically located plants and Snyder terminals throughout the Permian Hobbs Lamesa Basin Carlsbad Two flagship plants with a combined Big Spring capacity of 6Mt under…
  15. Fairmount Santrol and Unimin to Combine – Fairmount Santrol – slide 15
    1Bn Value Creation from Synergies (1) Substantial Synergies Additional Value Drivers Significant cross-selling opportunities Procurement & Administrative Roll-out of Fairmount coated products (in particular Propel SSP) and Unimins…
  16. Fairmount Santrol and Unimin to Combine – Fairmount Santrol – slide 16
    Stable Industrial Base with Energy Poised for Growth Adjusted EBITDA (1) MM 400 352 137 2015 2016 LTM Sep-17 Fairmount Unimin 1. Fairmount Adj. EBITDA as disclosed in SEC filings, Unimin financials prepared under IFRS…
  17. Fairmount Santrol and Unimin to Combine – Fairmount Santrol – slide 17
    Pro Forma Capitalization Supported by a Strong & Flexible Balance Sheet As of September 30, 2017 Bn Net Debt (1) (2) 0.6 0.8 1.4 Select Credit Metrics Net Debt / LTM Adj. 4.0x 3.3x 3.6x EBITDA (3) Net Debt / LTM…
  18. Fairmount Santrol and Unimin to Combine – Fairmount Santrol – slide 18
    Roadmap to Completion Regulatory approvals and customary closing conditions Approval by Fairmount Santrol shareholders Shareholders representing 26% of outstanding shares have entered into voting agreements (1) Expected to…
  19. Fairmount Santrol and Unimin to Combine – Fairmount Santrol – slide 19
    Industry Defining Transaction Benefiting All Stakeholders SHAREHOLDERS DEBTHOLDERS Significant value creation from Improved leverage substantial synergies position Strong cash flow generation driving Enhanced cash flow generation…
  20. Fairmount Santrol and Unimin to Combine – Fairmount Santrol – slide 20
    Appendix
  21. Fairmount Santrol and Unimin to Combine – Fairmount Santrol – slide 21
    Deal Financing Fully committed financing in place from Barclays Bank Plc and BNP Paribas Term Loan B of 1.65Bn Pro forma net debt of 1.4Bn Pro forma net leverage of 3.6x LTM (Sep-17) Adj. EBITDA (1) Net leverage of 2.6x…
  22. Fairmount Santrol and Unimin to Combine – Fairmount Santrol – slide 22
    Sibelco Supportive Majority Shareholder Sibelco Key Highlights Sibelco and the Combined Company A leading global producer of industrial minerals with Majority owner of Unimin since 1973 (currently wholly owned operations in 40…
  23. Fairmount Santrol and Unimin to Combine – Fairmount Santrol – slide 23
    Unimins Industrial Business Large, Resilient, and Growing Business Generating Strong Cash Flows Key Highlights Diverse End Markets Served Container, flat and fiberglass Highly resilient and growing business generating strong…
  24. Fairmount Santrol and Unimin to Combine – Fairmount Santrol – slide 24
    Unimins Energy Business Leading Supplier of Proppants to the O&G Markets Key Highlights Selected Flagship Plants & Terminals Comprehensive portfolio of API quality quartz proppants, Plants Terminals resin coated sands, cementing…

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