Professional Documents
Culture Documents
Somec
Sector: Industrials VALUETRACK
Valentina Romitelli
valentina.romitelli@value-track.com
Somec is a global player specialized in turnkey projects for the Fair Value (€) 25.3
shipping market and a fast-growing actor in the US building Market Price (€)(*) 18.0
façades business. Listed since 2018 on AIM, it recently moved Market Cap. (€m)(*) 124.2
to MTA market with a strong track record of growth.
KEY FINANCIALS (€m) 2020E 2021E 2022E
The stock caught in the 2020 perfect storm REVENUES 214.3 277.9 352.3
Over the latest months the stock was caught by Covid-19 driven volatility. EBITDA 20.1 27.8 36.1
Investors’ concerns were relative to demand in cruise shipping and US EBIT 5.1 13.1 21.7
building, deteriorating financial profile, risk of defaults in the concentrated NET PROFIT 3.0 6.9 12.3
shipping industry. We have analyzed these concerns and believe some were EQUITY 48.7 52.4 62.0
overstated while others have been solved.
NET FIN. POS. -59.6 -53.5 -43.4
1) huge market to exploit in the Landscape division; EBITDA MARGIN (%) 9.4% 10.0% 10.2%
2) further growth and portfolio extension in the marine business. EBIT MARGIN (%) 2.4% 4.7% 6.2%
Overall, we forecast 3yrs CAGR into 2023E at 24% for Revenues (ca. €1bn NET DEBT / EBITDA (x) 3.0 1.9 1.2
cumulated revenues in 2021-23E) and at 28% for EBITDA, with €48mn NET DEBT / EQUITY (x) 122% 102% 70%
and three “options” – not factored in our forecasts yet – which might be
strongly value accretive. We refer to the Chinese cruise market, the US West STOCK DATA
Coast building market and the possible buyout of landscape minorities. FAIR VALUE (€) 25.3
ValueTrack | www.value-track.com | NOT FOR DISTRIBUTION IN OR INTO THE UNITED STATES, CANADA, JAPAN OR AUSTRALIA
Somec | Initial Coverage | 11 01 2021
VALUETRACK
Index of contents
Executive Summary 3
Valuation 6
What we like 28
Forecast 2020-23E 44
NOT FOR DISTRIBUTION IN OR INTO THE UNITED STATES, CANADA, JAPAN OR AUSTRALIA
2
Somec | Initial Coverage | 11 01 2021
VALUETRACK
Executive Summary
Somec is a leading player in cruise ships and a rising star in building façades.
Somec is a global player specialising in engineering, design and manufacturing for turnkey projects
for the shipping market, and is a fast-growing, emerging actor in the US building façades
business.
For both Business Units, Seascape and Landscape, there is a driving segment (i.e. marine glazing and
façades) and smaller but rapidly growing segments of professional cooking and Public Areas-Interiors,
due to exploit up-selling opportunities.
Current management (and shareholders) are in place since 2013 and drove the company from
€30mn in 2013 to €250mn revenues in 2019 - 42% CAGR with a mix of organic growth and
M&A - and earnings from €1mn to €8mn.
Many positives in Somec business case, and not appreciated by investors yet
Rather than focusing on the possible drawbacks related to Covid-19 outbreak, we believe much more
fruitful to have a look at some very positive angles of Somec business case, related to both the current
outlook and to future opportunities / features to be achieved.
Positive angle #1: The Company has built in few years a rare track record
Since the acquisition from the current controlling shareholders in 2013, Somec reported an excellent
track record in terms of:
Business Execution - Management has positioned Somec as a leading Marine Glazing supplier for
Cruise ships with a market share above 60% and a growing share (currently ca. 20%) in Marine
Cooking Equipment;
Business and market diversification - Somec diversified into Marine Cooking Equipment and
then successfully entered the Building Façade business (in 2018), via Fabbrica LLC, that in three years
collected orders for over €263mn. In 2019 and 2020 Somec further diversified into Professional
Cooking Equipment and Public Areas Interiors. As a result, the contribution of Marine Glazing
decreased to ca. 35% of Group Revenues (1H 2020) for the benefit of new business lines.
Top line growth - Company experienced a massive top line growth - Total Revenues from €30.7mn
in 2013 to €251.4mn in 2019 - driven by market share gains in US and Europe and by acquisitions. As
for 2020, 1H top line was supported by acquisitions and down 7.7% YoY; for the full year we see
revenues down to €214mn (-14.7% YoY).
NOT FOR DISTRIBUTION IN OR INTO THE UNITED STATES, CANADA, JAPAN OR AUSTRALIA
3
Somec | Initial Coverage | 11 01 2021
VALUETRACK
Positive angle #2: Businesses benefitting from good visibility (2-7 years backlog)
Somec revenues benefit from a good visibility which reflects main features of the two business units:
Seascape shows on average a much higher visibility with order book that span over 7 years,
while Landscape orders span over 2 years. In particular:
® As for Seascape, visibility is high for all segments dealing with new ships, representing the vast
majority of the revenues: Marine Glazing shows orders backlog up to 2027 reflecting marine
industry bottleneck; orders of Cooking Equipment and Public Areas are mostly related to glazing,
but may show shorter maturity in case of large refitting actives, which typically refer to following
12 months vs 2-5 years of new ships;
® Landscape business shows a lower visibility on revenues, with orders due for delivery over 12-24
months, due to absence of any limit in output capacity and to a much higher number of firms
operating in the civil market. As of today, Building Façades is the main, if not the only, element of
Landscape backlog, while Professional Cooking Equipment business is mostly driven by spot
contracts and Public Areas - Interiors business has been entered very recently.
NOT FOR DISTRIBUTION IN OR INTO THE UNITED STATES, CANADA, JAPAN OR AUSTRALIA
4
Somec | Initial Coverage | 11 01 2021
VALUETRACK
NOT FOR DISTRIBUTION IN OR INTO THE UNITED STATES, CANADA, JAPAN OR AUSTRALIA
5
Somec | Initial Coverage | 11 01 2021
VALUETRACK
Valuation
Somec shares currently trade at €18, or 0.8x EV/Sales, 7.3x EV/EBITDA and 8.4x EV/OpFCF based
on 2021E forecasts. We initiate coverage with a €25.3 fair value per share, calculated as the simple
average between peers’ multiple estimation, DCF model and backlog valuation analysis.
Current share price is back to €18 subscribed at IPO in May ’18, and still well-off stock’s peaks
achieved pre-pandemic. We believe the increasing penetration in residential & commercial buildings,
together with a steady consolidation in the professional cooking and furniture market, would foster
medium-term growth, and free cash flow acceleration over 2021E-23E would support stock rating in
the medium term.
DCF model, based on 9.0% WACC and terminal value based on a 1.5% perpetuity growth rate (or
2030E exit multiple of 6.8x EV/EBITDA) gives a value of €26.0 per share; our peers’ analysis
includes only international names operating in similar verticals (i.e. glazing, professional equipment
and interior design/home furniture) and leads to an average value of €25.0 per Somec share, while
an EV/Backlog ratio in line with historical average since IPO supports a share value of €24.7.
Furthermore, we estimate the stock offers an attractive medium term return, due to a mix of i)
potential multiple expansion (it trades at undemanding 7.3x 2021E EV/EBITDA vs our “fair” 9.2x);
ii) expected growth (3 years EBITDA CAGR at 28.5%) and iii) FCF generation (12% EFCF yield over
2021-23E). We calculate that these elements on a three-years holding period should bring an
annualized 42% IRR to Somec shareholders (gross of tax and including dividends).
In our view, Somec can be valued trough peers analysis, DCF model and backlog valuation
analysis. As for the relative multiple valuation, it is worth to point out that its business mix is quite
unique, as none of listed peers operates in the marine and landscape divisions with a similar mix.
Thus, we consider companies operating in the three verticals (glazing, professional cooking and
interiors/furniture) rather than the specific end markets (i.e. marine and landscape). As far as DCF
model, we highlight how the company will boast a positive cash generation over the forecast period,
after experiencing some cash absorptions in recent years, linked to the reorganization of its
manufacturing capacities and to a few acquisitions. In addition, we consider the historical valuation of
Somec order backlog since its listing, i.e. from May 2018 t0 Dec 2020.
Value Track fair value range coming from these methodologies is quite narrow, between
€24.7 and €26.0, with an average of €25.3 per share. Here below, we provide a sensitivity analysis
of implied Somec stock trading multiples within a price range between the current market share price
and the top of the fair values emerged in our valuation exercise.
Market Price EV/Sales (x) EV/EBITDA (x) EV/OpFCF (x) P/E (x) P/BV (x)
(€) 2021E 2022E 2021E 2022E 2021E 2022E 2021E 2022E 2021E 2022E
18.4 0.7 0.6 7.4 5.6 6.6 5.1 18.5 10.3 3.0 2.5
20.7 0.8 0.6 8.0 6.1 7.1 5.5 17.3 9.8 3.4 2.8
23.0 0.9 0.7 8.6 6.5 7.6 5.9 19.3 10.9 3.7 3.1
25.3 0.9 0.7 9.2 6.9 8.1 6.3 21.2 12.0 4.1 3.4
27.6 1.0 0.8 9.7 7.4 8.6 6.7 23.1 13.1 4.5 3.7
29.9 1.0 0.8 10.3 7.8 9.1 7.1 25.1 14.2 4.9 4.0
NOT FOR DISTRIBUTION IN OR INTO THE UNITED STATES, CANADA, JAPAN OR AUSTRALIA
6
Somec | Initial Coverage | 11 01 2021
VALUETRACK
Peers analysis
Choice of comparables
It is not so easy to identify listed peers with business model aligned to Somec, i.e. with a high level of
integration and internalization and with a diversified product offer – ranging from glazing facades, to
professional cooking equipment and interior design – which finds application on both marine and
building constructions.
Albeit shipbuilding companies, e.g. Fincantieri and Sanlorenzo, are for sure Somec’s key clients and
their valuation is a good proxy of investors’ concerns about Somec historical main end-market, we are
not using them as reference cluster for our valuation due to the different level of business
diversification and capital intensity that distinguish Somec’s activities. Moreover, Seascape now
accounts for only half of Somec revenues and we focus on business verticals rather than end markets.
Thus, we selected three clusters of comparables, which focus on Somec three specific vertical
businesses, even if some of these companies display different size, and/or run "lighter" business
models, where part or most of turnover is related to outsourced products.
seascape landscape
ü Balco Group
Glazing ü Balco Group ü Apogee Enterprises
ü Tecnoglass
ü Griffon Corporation
ü Steelcase
Public area interiors ü Knoll
ü Stantec
NOT FOR DISTRIBUTION IN OR INTO THE UNITED STATES, CANADA, JAPAN OR AUSTRALIA
7
Somec | Initial Coverage | 11 01 2021
VALUETRACK
i) it has similar size (2020E Sales expected at SEK €1.2bn, ca. €120mn) if compared to ca.
€130mn we expect for Somec building facades and marine glazing segments;
ii) it is involved on both renovation (refitting) and new building operations;
iii) it has recently developed a new balcony solution in aluminium and glass for the maritime
industry, albeit numbers are still small (i.e. first two projects are on-going, with contribution to
group Sales likely to be below 10% in 2020E).
® Professional Cooking – within this cluster we spot four listed pure professional appliance
peers, namely: Middleby, Welbilt, Electrolux Professional and Rational. However, the latter has
not been used to benchmark Somec professional cooking business line valuation, as Rational’s
sole focus on ovens and very strong profitability make it an aspirational peer at best.
All these companies, similarly to Somec, already develop and commercialize tailor-made solutions
for marine applications.
® Interior & Furnishing – we select four companies (Griffon Corporation, Knoll, Stantec and
Steelcase) which are contractors focusing on interior design and furniture market for both
commercial and residential applications (i.e. with a B2B feature), thus leaving out manufacturers
which operates through E-commerce and retail segments.
However, for the sake of clarity, we underline that none of these companies are directly active in
the marine business as Somec is.
Somec vs. Peers: lower margins, but no capex needs ahead and higher growth
Comparing Somec key financial ratios with those reported by its peers we note the following
differences and similarities:
® Somec boasts an EBITDA margin in the 9-10%, below the median value (15%), lagging behind
professional cooking players, and in line with a few names (Apogee, Griffon and Knoll);
Tecnoglass shows the highest EBITDA margin at 26% thanks to its access to qualified and low-
cost labour in Colombia as well as other manufacturing and shipping efficiencies. These provide a
significant competitive advantage relative to other peers within glazing cluster, partially offset by
higher currency fluctuations and “US-import” risks;
® ROIC b.t. of peers materially differs, ranging from 56% of Rational, undisputed leader in the
provisioning of professional equipment for thermal food preparation, to Welbild and Middleby
which show a return in the high-single / low-double digit region, with returns of the latter also
affected by intangible assets due to its dynamic M&A strategy.
This is also the case for Somec that has successfully finalized several acquisitions since its IPO,
and is expected to deliver 12% ROIC 2021E, with goodwill weighting for 40% of Net Fixed Assets;
® While Somec ROIC is affected by sizeable Intangible Assets, mostly due to M&A, its Return on
tangible capital is estimated at 34% in 2021E. This provides a better indicator of its operational
profitability and medium-term potential. It also places Somec among the best performing
companies (albeit we have not enough information for adjusting all peers’ returns for the
potential non cash impact of recent M&A);
® Capex across peers is on average between 2-4% of Sales, although we acknowledge annual capex
data may be impacted by specific investment plans. Somec is expected to engage low capital
expenditures in coming years, mostly driven by maintenance capex (ca. 1-2% of Sales), following
the recent acquisitions and the capex plan aimed at increasing output capacity;
® Due to recent acquisitions, Somec’s leverage moves from 2.3x 2019A Net Debt/EBITDA to the
high end of peers' group, at 3.0x Net Debt /EBITDA by 2020E, but is expected to improve again
to 1.2x by 2022E.
NOT FOR DISTRIBUTION IN OR INTO THE UNITED STATES, CANADA, JAPAN OR AUSTRALIA
8
Somec | Initial Coverage | 11 01 2021
VALUETRACK
Balco Group 14.5 15.1 15.4 20.7 23.9 24.6 0.8 1.2 3.4 0.9 0.2 0.0
Tecnoglass 21.4 25.9 24.2 14.7 18.9 19.3 5.8 4.3 2.2 2.3 1.8 1.4
Apogee Enterprises 11.5 9.9 10.4 16.1 12.2 12.4 3.7 1.7 2.7 1.3 1.5 0.8
Avg. Glazing 15.8 16.9 16.7 17.2 18.3 18.8 3.4 2.4 2.8 1.5 1.2 0.7
Electrolux Professional 13.8 10.5 14.2 26.6 11.9 22.8 2.6 3.5 2.3 0.8 0.8 0.0
Rational 29.4 18.3 24.2 75.5 36.5 56.2 4.8 5.5 5.1 nm 0.0 0.0
Welbild 17.9 13.6 15.6 15.1 3.8 8.6 2.1 2.3 2.4 4.3 8.3 6.2
Middleby Corporation 21.3 19.0 20.5 14.2 9.5 12.2 1.6 1.5 1.4 2.8 3.2 2.0
Avg. Prof. Cooking 20.6 15.4 18.6 32.8 15.4 24.9 2.8 3.2 2.8 2.6 3.1 2.1
Griffon Corporation 8.8 9.7 10.1 10.3 13.5 14.0 2.2 2.7 2.6 4.3 3.2 2.9
Stantec 15.5 15.4 15.0 29.0 26.9 30.4 1.5 1.1 1.6 1.3 1.3 0.7
Steelcase 9.2 6.4 6.0 28.2 8.9 9.6 2.0 1.7 2.3 nm 0.0 0.0
Knoll 14.9 9.0 11.2 17.1 11.3 11.8 3.8 2.3 2.7 2.3 2.4 2.0
Avg. Interior/Furniture 12.1 10.1 10.6 21.1 15.1 16.5 2.4 2.0 2.3 2.6 1.7 1.4
Somec 9.7 9.1 10.0 12.2 4.7 12.4 3.0 1.6 1.3 2.3 3.0 1.9
Moving to growth expectations for Somec and the other players considered:
® Somec is likely to experience the highest top-line growth in 2021E (+30% YoY) vs. 4% peers’
average, and among the largest EBITDA growth (+39% vs. +15% of peers);
® At EBIT level, Somec is expected to regain back on 2019A level, implying a >100% y/y growth,
while selected peers are expected to deliver a +25% increase on average.
ss
e
o.
ild
ec
.
up
l
l
l
ec
ee
ee
p.
ss
e
o.
ild
ec
.
rp
up
na
na
ol
ol
rp
as
te
as
or
Pr
la
or
Pr
m
og
og
Kn
Kn
b
la
ro
m
Co
ro
tio
tio
Co
an
an
lc
l
og
lc
l
e
og
So
e
x
So
G
Ap
Ap
x
ee
W
Ra
Ra
ee
St
St
lu
W
y
lu
cn
n
o
cn
o
eb
fo
t ro
St
eb
fo
lc
t ro
St
lc
Te
Te
r if
r if
dl
Ba
dl
ec
Ba
ec
G
id
G
id
El
El
M
NOT FOR DISTRIBUTION IN OR INTO THE UNITED STATES, CANADA, JAPAN OR AUSTRALIA
9
Somec | Initial Coverage | 11 01 2021
VALUETRACK
Balco Group 1.8 1.6 1.5 11.7 10.5 9.3 12.8 13.4 10.9 19.7 17.5 15.0
Tecnoglass 1.3 1.2 1.1 5.2 4.8 4.5 6.2 5.3 4.9 22.0 7.4 7.2
Apogee Enterprises 0.8 0.8 0.7 8.0 7.5 6.4 9.7 10.2 8.6 14.5 15.0 15.0
Avg. Glazing 1.3 1.2 1.1 8.3 7.6 6.7 9.6 9.6 8.1 18.8 13.3 12.4
Electrolux Professional 1.9 1.7 1.5 18.3 12.0 9.9 27.6 14.3 11.4 42.5 21.0 17.2
Rational (**) >10 >10 >10 >30 >30 >30 >30 >30 >30 >50 >50 >50
Welbild 2.9 2.6 2.4 21.3 16.4 14.5 25.6 19.4 16.9 >50 45.8 31.4
Middleby Corporation 3.6 3.2 2.9 19.1 15.4 14.0 20.7 16.6 15.0 33.0 24.3 23.1
Avg. Prof. Cooking 2.8 2.5 2.3 19.6 14.6 12.8 24.7 16.8 14.4 37.8 30.3 23.9
Griffon Corporation 0.9 0.8 0.8 8.8 8.3 7.6 12.1 11.1 9.9 24.3 17.6 18.3
Stantec 1.5 1.3 1.3 9.6 8.9 8.6 10.3 10.0 9.1 25.1 21.1 17.5
Steelcase 0.6 0.5 0.5 8.9 8.6 6.4 12.2 13.8 9.2 >50 >50 19.8
Knoll 0.7 0.8 0.8 8.2 7.4 6.1 11.0 9.8 8.1 48.5 18.3 13.4
Avg. Interior & Furnishing 0.9 0.9 0.8 8.9 8.3 7.2 11.4 11.2 9.1 32.6 19.0 17.3
Somec 0.9 0.7 0.6 10.2 7.3 5.5 12.4 8.4 6.1 43.6 18.1 10.1
Source: Market Consensus, Value Track Analysis (*) OpFCF defined as (EBITDA - CAPEX) (**) Rational values are not included in the average computation
NOT FOR DISTRIBUTION IN OR INTO THE UNITED STATES, CANADA, JAPAN OR AUSTRALIA
10
Somec | Initial Coverage | 11 01 2021
VALUETRACK
As a result, we get to “fair” EV/EBITDA of 8.1x for 2021E (7.1x for 2022E) and EV/OpFCF of 10x (8.5x
2022E). These multiples lead to an average of €25.0 of equity fair value per share (i.e. 9.1x
EV/EBITDA 2021E), which is in our view consistent with previous considerations and incorporates
part of the growth we expect in 2022E (this in fact adds ca. €2.6 to fair value).
Source: Market Consensus, Value Track Analysis (*) OpFCF defined as (EBITDA - CAPEX)
In order to highlight the implied valuation of Somec - at stock market and at our “fair” multiples -
relative to its peers, we have built the Value Maps below.
The first charts show the correlation between EV/EBITDA multiples and EBITDA Margins, as well as
EV/OpFCF in relation to the ROIC b.t. In particular we highlight:
® Somec is currently trading substantially in line/slight discount to glazing companies based on
EV/EBITDA, i.e. market is pricing Somec as a player only involved in glazing;
NOT FOR DISTRIBUTION IN OR INTO THE UNITED STATES, CANADA, JAPAN OR AUSTRALIA
11
Somec | Initial Coverage | 11 01 2021
VALUETRACK
® Somec is the cheapest stock based on EV/OpFCF and this may appear justified by lower ROIC;
however this is no longer the case if we consider that: a) FCF is expected to accelerate sharply in
coming years, following the phase of investments and capacity expansion completed in 2020, and
b) tangible ROIC (i.e. excluding the accounting implications of recent acquisitions) is well above
average (34% in 2021E).
13.0x
Somec @ fair Interior &
12.0x multiple Furnishing
Somec @ fair
10.0x multiple
Glazing
Interior & 9.0x
Somec
Furnishing Glazing
7.0x Somec
6.0x
4.0x 3.0x
7.0 12.0 17.0 22.0 10.0 12.0 14.0 16.0 18.0 20.0 22.0 24.0 26.0
EBITDA Margin 21E (%) ROIC b.t. 21E (%)
Lastly, the Value Map below shows a positive relationship between EV/EBITDA and EBITDA growth
(2020-2022E CAGR). Again, Somec at market price trades at a lower multiple despite the highest
growth rate we expect for gross margins. If we assume for Somec a value per share based on “fair”
multiples as described above (i.e. €25.0 or 9.1x EV/EBITDA), we align Somec to its closest peers in
terms of financial performances, while it remains at discount to the “high flyers” of professional
cooking.
17.0x
Welbild
Middleby Corp.
15.0x
13.0x
EV / EBITDA 21E (x)
Electrolux Pro.
11.0x Knoll Balco Group
Stantec
Griffon Corp. Somec @ fair
9.0x
multiple
Steelcase
7.0x
Somec
5.0x
Tecnoglass
3.0x
0.0 5.0 10.0 15.0 20.0 25.0 30.0 35.0
EBITDA CAGR20-22E (%)
Source: Value Track Analysis (*) Apogees reports negative CAGR. Rational left out for graphical reason (38% CAGR, >30x
EV/EBITDA)
NOT FOR DISTRIBUTION IN OR INTO THE UNITED STATES, CANADA, JAPAN OR AUSTRALIA
12
Somec | Initial Coverage | 11 01 2021
VALUETRACK
Unlevered Beta
We estimated Somec Group’s Unlevered Beta at 1.0 based on Damodaran’s estimates and weighting
Betas in line with Somec business model, which sees exposure to Engineering and Construction
(40%), Shipbuilding and Marine (30%) and Construction Supplier (30%) industries.
WACC assumptions
By using an “Expanded CAPM approach”, we derive a 9.0%WACC figure, based on:
® 2.0% risk free rate in line with medium term target inflation;
® Stable unlevered Beta of 1.0, obtained as described above;
® 7.4% Implied Italy Equity Risk premium ERP (see Damodaran on line web site);
® 0.5% Small Size Risk Premium, in line with the Expanded CAPM approach that we consider more
appropriate when dealing with mid-small sized companies;
® 2.9% pre-tax cost of debt implicitly calculated taking into account the above-mentioned 2.0% risk
free rate to which a 0.9% credit spread is added;
® Target D/(D+E) at 40% (vs range 2018-2021E of 30-55%).
NOT FOR DISTRIBUTION IN OR INTO THE UNITED STATES, CANADA, JAPAN OR AUSTRALIA
13
Somec | Initial Coverage | 11 01 2021
VALUETRACK
PV of Terminal value @ 2030E (PGR 1.5%; Implied exit EV/EBITDA 6.8x) 130.6
Here we provide a sensitivity analysis on the “Fair Equity Value” for both WACC and PGR.
NOT FOR DISTRIBUTION IN OR INTO THE UNITED STATES, CANADA, JAPAN OR AUSTRALIA
14
Somec | Initial Coverage | 11 01 2021
VALUETRACK
700
30%
600
As %
25%
€mn
500 25%
400
720 750 750
638 20%
300
552
200 438 431
15%
235 233 252
100 165 156 186 186
0 10%
1H18 2H18 1H19 2H19 1H20 2H20E @ avg 2H20E @ fair
mkt price price
EV Backlog EV/Backlog
NOT FOR DISTRIBUTION IN OR INTO THE UNITED STATES, CANADA, JAPAN OR AUSTRALIA
15
Somec | Initial Coverage | 11 01 2021
VALUETRACK
In other words, market expects that ca €180mn orders (25% of total as of December 2020E)
disappear. This would correspond to one (or a mix) of the following cases:
® Somec does not acquire any order in the marine division until 2Q 2022 (neither for new ships or
for refitting), which is very cautious considering it secured orders in excess of €150mn also in
2020;
® At least one of the major cruise line operators go bankrupt and all its new ships’ projects are
cancelled (we estimate that none of large clients has outstanding orders above €100-120mn);
® All minor cruise lines default and only the five leaders survive, but again none takes over the
existing contracts with the shipyards (differently from what happened in the past when main
cruise lines defaulted).
In conclusion this exercise seems to suggest that the current market capitalization of Somec already
incorporates a very cautious scenario and that downside risk is limited, despite the recent share price
bounce.
IRR Analysis
We estimate Somec shares offer an attractive medium-term return to shareholders at current price
level. The expected return is a mix of multiple expansion (shares trade at 7.3x 2021E EV/EBITDA vs
implied multiple at “fair” price of 9.2x), expected growth (3 years EBITDA CAGR at 28.5%) and FCF
generation (12% EFCF yield over 2021-23E).
In order to better highlight the potential return of Somec shares, we run an IRR analysis.
Our base case factors a) a rerating based on our “fair” valuation and b) the forecasted medium-term
growth of group financials (namely EBITDA and FCF).
Hence, assuming a 9.0x EV/EBITDA exit multiple, broadly in line with our 2021E fair value, and a
three-years holding period, we calculate an annualized 42% IRR (gross of tax) for Somec
shares.
This exercise implies an Equity Value of €314mn, i.e. €45.5 per share at the end of 2023 and IRR
also incorporates the dividend-payout policy, which generates cumulative €2.5 per share over the
holding period.
NOT FOR DISTRIBUTION IN OR INTO THE UNITED STATES, CANADA, JAPAN OR AUSTRALIA
16
Somec | Initial Coverage | 11 01 2021
VALUETRACK
Yet, one could argue that the stock multiple expansion may not occur (also for reasons outside
management’s reach) or that our forecasts may prove too bullish. Hence, in order to give a bit of
sensitivity, we underline that in a more cautious scenario based on an “exit” multiple of 7.0x (below
current EV/EBITDA 2021E), the stock would still provide a remarkable 28% IRR.
In general, the stronger the multiple expansion vs the growth expected, the higher and quicker the
stock return, as growth takes time, while re-rating may be very quick.
On the contrary a different pay-out policy would be neutral, as higher/lower dividends to shareholders
are compensated by higher/lower net debt (given the very marginal financial implications at current
interest rates).
NOT FOR DISTRIBUTION IN OR INTO THE UNITED STATES, CANADA, JAPAN OR AUSTRALIA
17
Somec | Initial Coverage | 11 01 2021
VALUETRACK
251.4
Revenues
€ million
165.5
87.0*
Value of production* 75.8*
€ million
49.8*
30.7* 41.7*
2013 OIC 2014 OIC 2015 OIC 2016 OIC 2017 OIC 2018 IFRS 2019 IFRS
Activities are split in two main business segments: Seascape, i.e. all those activities related to the
cruise shipbuilding market, and Landscape which includes all operations based on the mainland.
In the Seascape, the main business lines are:
® Marine Glazing: activities cover the whole process from design to installation of glass envelops
for cruise ships;
® Marine Cooking Equipment: Somec subsidiaries act as a designer, manufacturer and installer
of professional turnkey equipment for cruise ships galleys. Moreover, with Oxin Megayatch,
Somec has set up a dedicated division to special projects in the luxury yachts sector;
® Marine Public Areas: the company is involved in the construction and refitting of public areas
and living space of cruise ships thanks to the acquisition of TSI in May 2018.
As regards the Landscape segment, we have:
® Building Façades: through Fabbrica LLC, Somec is active in engineering, manufacturing and
installation of special building façades, focused in the East Coast of US. Among major projects:
JFK International Airport (NY), 141 Willoughby Str. Brooklyn (NY), Fenway Center (Boston);
® Professional Cooking Equipment: through the acquisitions of Inoxtrend and Primax
(followed by those of Pizza Group and GICO), the company entered the production of professional
food service equipment, also with turnkey projects;
NOT FOR DISTRIBUTION IN OR INTO THE UNITED STATES, CANADA, JAPAN OR AUSTRALIA
18
Somec | Initial Coverage | 11 01 2021
VALUETRACK
® Public Areas Interiors: albeit the newest business lunched in 2020, Somec offers contract
solutions for luxury outfitting of boutiques, stores, hospitality and public areas through Skillmax,
acquired in May 2020.
Source: Somec
Worthy to note, as of today according to management, Somec holds ca. 62% of market share in the
Marine Glazing segment while it is a relatively smaller player in the Marine Cooking
Equipment business, in which company acquired a 21% market share, thus still having room for
additional expansion.
As for interiors and public areas, representing a significant share of new cruise ships construction
budgets, Somec market share is not material, as it has only recently entered this segment.
In the Landscape business Somec does not hold significant market share in any of the three
segments, as the group entered the Building Facades industry only in March 2018, with the acquisition
of Fabbrica, set up one year earlier.
Despite the tremendous growth of the company, it still retains a small share of the market, but its
recognition among most prestigious US general contractors and architecture firms bodies well for its
growth outlook.
NOT FOR DISTRIBUTION IN OR INTO THE UNITED STATES, CANADA, JAPAN OR AUSTRALIA
19
Somec | Initial Coverage | 11 01 2021
VALUETRACK
80% GICO
Source: Somec
Source: Somec
NOT FOR DISTRIBUTION IN OR INTO THE UNITED STATES, CANADA, JAPAN OR AUSTRALIA
20
Somec | Initial Coverage | 11 01 2021
VALUETRACK
In 2020 the company has suffered doubts and fears on: 1) the direct impact of Covid-19 outbreak on
its reference markets, and 2) the indirect impact of Covid-19 on its financial profile. We believe such
worries were overstated or have been solved.
Cruising sector
In 2020 the cruise industry has been severely hit by pandemic, with number of cruises and passengers
dramatically down, following 30 years of steady and impressive growth. However, we note that:
® Main cruise operators have already undertaken massive capital market activity to buy enough
time to wait for demand recovery;
® No one has cancelled orders for new ships;
® Somec has continued to receive new orders, ca. €150mn since February 2020;
® Somec relies on a relatively diversified and balanced order portfolio, with none of cruise operators
accounting more than 20% of the seascape orderbook, and no massive single orders (i.e. 36 new
orders collected in 2019-YTD).
Ho.Re.Ca.
Accommodation and traditional food services are among those more exposed to the crisis, and that
will likely have a slower recovery to pre-crisis levels, and higher probability of default amongst players.
So, it is reasonable to predict a business slowdown from GICO and TSI in 2020-21E, only partially
offset by a good performance by Pizza Group, fuelled by a resilient market demand driven by the “new
normal”. The silver line of this situation is that the sector shake-up may offer some opportunities to
new but solid players as Somec to gain market shares.
NOT FOR DISTRIBUTION IN OR INTO THE UNITED STATES, CANADA, JAPAN OR AUSTRALIA
21
Somec | Initial Coverage | 11 01 2021
VALUETRACK
27.5
26.5
25.2
24.2
22.6
21.6
21.0
20.3
19.4
18.4
17.2
15.8
14.6
12.0
11.2
10.5
9.5
8.6
7.5
7.2
7.1
6.3
5.9
5.4
5.0
4.7
4.8
4.7
3.8
4.2
4.4
As a result, revenues of the world’s largest cruise line operators decreased on average by more than
70% in the first nine months of 2020.
NOT FOR DISTRIBUTION IN OR INTO THE UNITED STATES, CANADA, JAPAN OR AUSTRALIA
22
Somec | Initial Coverage | 11 01 2021
VALUETRACK
Global Cruising Industry - #103 new ships and $61bn investment capex expected in 2021E-
27E
10 9
16.0 5
13.5 3
8.7 9.9 10.3 8.2
7.3 7.1 3.1 2.5
2018 2019 2020 2021 2022 2023 2024 2025 2026 2027
Source: Cruise Industry News. (*) Excluding Vard Order book as made of lower-size orders
This is also confirmed by Fincantieri in 3Q20 interim results, according to which no orders were
cancelled, while a rescheduling of production programs took place.
Moreover, we note that over the first half 2020:
® Main cruise operators have already undertaken massive capital market activity to buy enough
time to wait for demand recovery;
® No one has cancelled orders for new ships;
® Somec has continued to receive new orders, ca. €150mn since February 2020.
24 23
17
Source: Statista
NOT FOR DISTRIBUTION IN OR INTO THE UNITED STATES, CANADA, JAPAN OR AUSTRALIA
23
Somec | Initial Coverage | 11 01 2021
VALUETRACK
Cruise market concentration: few cruise line operators and even less shipyards
In the Cruise market, we see Carnival Corp., Royal Caribbean Corp. and Norwegian Cruise
Line holding more than 75% of the entire market in terms of global 2019 passengers while at
shipyard level, Fincantieri Group and Meyer Group hold 41% and 15% of the current global
order book respectively.
Somec has a good client diversification, from our Seascape orders analysis
We note that over the past two years Somec acquired well-diversified orders and none of
cruise operators accounts for more than 25% of cumulated new orders (from January 2019 to
date). Also, the total order portfolio covers the vast majority of cruise operators, from the
largest to niche players and includes also recently founded cruise lines like Virgin Voyage, confirming
Group capability not only to improve portfolio diversification but also to defend its
leadership. Starting from company’s press releases, we rebuilt cumulated order intake from January
2019 to date and crosschecked orders with global cruise ships orderbook list by Cruise Industry News.
In case of missing data or undisclosed information, we relied on the “rule-of-thumb” that Glazing,
Professional Cooking and Public Areas account for 1%, 2% and 5% of total ship’s cost respectively. This
exercise refers to the 2019-2020YTD period only and we have estimated the gross order intake,
i.e. these data do not consider the possible partial deliveries and progress in works under construction,
which are not deducted (i.e. it is not a backlog), but we believe the outcomes are still very indicative.
NOT FOR DISTRIBUTION IN OR INTO THE UNITED STATES, CANADA, JAPAN OR AUSTRALIA
24
Somec | Initial Coverage | 11 01 2021
VALUETRACK
We believe that the cruise line concentration arising from the above exercise could be used as a good
proxy of total marine backlog, despite the latter normally includes orders collected over a time
horizon of 7 years, while the former refers to a period of less than 2 years, and hence it may be affected
by “single” orders. In fact, the orders considered above (i.e. announced after January 2019) represent
less than half the last backlog announced by the company (€720mn in June 20, of which €585mn in
Seascape). Assuming that the older backlog (built over 2014-2018) was more aligned to final clients’
market shares, we have adjusted the above reported percentages accordingly, and we get to the
concentration shown below. Seascape backlog seems definitively quite balanced.
Somec: Total Backlog Breakdown and Seascape Backlog concentration per cruise line
Total Backlog as of Jun. 2020 Seascape Backlog concentration (*)
Others
12%
Norwegian
19%
Viking
Seascape 16%
Landscape
19% 81%
Carnival
19%
MSC
16%
Royal C.
18%
Chantiers 6 44 12%
West Sea 2 2 1%
Total 36 335.0 100%
NOT FOR DISTRIBUTION IN OR INTO THE UNITED STATES, CANADA, JAPAN OR AUSTRALIA
25
Somec | Initial Coverage | 11 01 2021
VALUETRACK
Appeal of Somec financial profile not impacted, but for the very short term
Covid-19 outbreak has taken place at the end of an intense investment cycle for Somec and has, as
consequence, prevented the company from immediately capitalizing on its effort. Indeed, it has raised
fears of margins deterioration and possible strains on debt covenants.
In particular, intangible and goodwill following M&A stand at ca. €58mn (FY 2019) or 54% of total
Net Invested Capital, making ROIC computed on reported Net Invested Capital not a fully reliable
indicator of real cash return on capital or operational profitability of Somec business. It is neither a
good proxy of the medium-term return of Somec business, when recent M&A will be “digested”.
For this reason, we believe it is useful to consider also the return on tangible capital,
measured as EBITA on Tangible Invested Capital: this is the level of returns Somec will converge to in
the medium term, assuming organic growth only.
Return on tangible capital should double to 50% as of 2023E thanks to:
® Margins recovery from weak 2020E momentum and back to pre-covid-19 levels;
® Capital intensity reduction as capex is expected to normalize.
54%
47% 50%
43%
34%
24%
as %
€mn
27%
21% 21%
15%
12%
5%
63 23 105 47 108 58 106 63 105 69 102 72
Net Invested Capital Tangible Net Invested Capital RO IC (rhs) RO IC (on Tangible, rhs)
NOT FOR DISTRIBUTION IN OR INTO THE UNITED STATES, CANADA, JAPAN OR AUSTRALIA
26
Somec | Initial Coverage | 11 01 2021
VALUETRACK
70.0 3.47
2.97
59.6
60.0 56.2 2.97
53.5
50.0 2.47
43.4 42.5
2.30 1.93
40.0 36.1 1.97
As (x)
27.8 28.3
€mn
0.0 -0.03
2019FY 2020E 2021E 2022E 2023E
Somec: Gross Debts as of Dec 2019, updated Covenants and new sources
Covenants (revised)
Description Residual (€mn) Maturity
Net Debt/EBITDA Net Debt/Equity
Unicredit – €9.2mn 6.9 30/09/2023 £4.0x £1.6x
UBI - €4.0mn 2.9 07/08/2023
MPS – €5.0mn 4.5 30/06/2024
UBI – €4.0mn 3.4 07/01/2024 £4.5x £2.0x
UBI - €4.0mn 4.0 16/01/2022 £4.5x £2.0x
Unicredit – €3.0mn 3.0 30/11/2021
Unicredit – €10.0mn 10.0 31/12/2024 £4.0 £1.6x
BNL – €8.2mn 4.4 30/05/2022 £1.2x (*) £1.0x
WFSLA Equipment notes– $4.8mn 3.9 15/12/2024 DSCR(**) ³1.25x Equity³ €2.2mn
Total (as of 31.12.2019) 43.0
CA Friuladria – €5mn 5.0
BNL – €5mn 5.0 £2.8x £1.6x
Intesa Sanpaolo – €5mn 5.0
WFSLA Term note (PPP)– $3.0mn 2.8
Total New Sources (1H 2020) 17.8
NOT FOR DISTRIBUTION IN OR INTO THE UNITED STATES, CANADA, JAPAN OR AUSTRALIA
27
Somec | Initial Coverage | 11 01 2021
VALUETRACK
What we like
Somec business case has very interesting angles, in our view, related to both the current outlook and
to future opportunities / features to be achieved. These viewpoints confirm a “growth” profile for
Somec already as of 2021E and are almost equally distributed in the Seascape and Landscape
businesses.
Rather than focusing on the possible drawbacks related to Covid-19 outbreak, we believe to be much
more fruitful to have a look at some very positive angles of Somec business case, related to both the
current outlook and to future opportunities / features to be achieved. Among the positive angles we
would highlight the following:
# 1. A rare track record;
# 2. Good visibility of both businesses;
# 3. Massive top line growth potential ahead;
# 4. Cash conversion and FCF at inflection point.
And we also underline some further growth opportunities not factored in our estimates, such as:
® Chinese shipbuilding market;
® US West Coast building façade business;
® Partial/Total buyout of Fabbrica minorities.
Business Execution
Since entrance in 2013 new management has positioned Somec as a leading Marine Glazing supplier
for Cruise ships, establishing solid partnerships with largest cruise operators and the most important
shipbuilders. As of today, the company holds ca. 62% of market share in the Marine Glazing business
and a growing ca. 21% in Marine Cooking Equipment.
Source: Somec
NOT FOR DISTRIBUTION IN OR INTO THE UNITED STATES, CANADA, JAPAN OR AUSTRALIA
28
Somec | Initial Coverage | 11 01 2021
VALUETRACK
In this industry Somec has managed to build a unique know-how and leadership, but it has also
managed to execute orders (often very complex, highly innovative and with crucial timely delivery)
with a relatively low volatility in terms of margins and without material legal issues or damages.
This is crucial (albeit not so common) for a business based on project management and timely
execution and is definitely true in the marine division, but the seamless execution is also a strength
point for the more recent Landscape business, entered in 2018.
32%
26% 30%
36% 34%
50%
1%
10%
20% 15%
18% 14%
Marine Glazing Marine Cook. Eq. Marine Public Area Building Facades Professional Cook. Eq. Public Area
3% 0.5%
Source: Somec 4% 7%
32%
26% 30%
NOT FOR DISTRIBUTION IN OR INTO THE UNITED STATES, CANADA, JAPAN OR AUSTRALIA
29
Somec | Initial Coverage | 11 01 2021
VALUETRACK
Source: Somec (*) Company estimated VoP (**) Fabbrica Consolidated from April 2018
Source: Somec
NOT FOR DISTRIBUTION IN OR INTO THE UNITED STATES, CANADA, JAPAN OR AUSTRALIA
30
Somec | Initial Coverage | 11 01 2021
VALUETRACK
M&A activity
So far Somec has completed a multitude of highly synergic and revenue enhancing M&A deals such as:
® Oxin (May 2016) is active in the Marine Cooking Equipment business. The acquisition
represented Somec first step toward a diversification of business and portfolio solution.
® Inoxtrend (September 2017), strengthens Group’s portfolio in professional Cooking Equipment
(ovens) and increases Somec diversification out of marine and towards Ho.Re.Ca industry.
® Fabbrica (February 2018) operates in the Building Façades business in US (mainly the East
Coast). It was a new venture launched with a strong top management team coming from
Permasteelisa US. Fabbrica was the entry into the landscape business.
® Primax (October 2018) is a manufacturer on the professional catering equipment focused on
solutions for professional cold (blast chillers). Core business is highly synergic with both the
Marine and Professional Cooking Equipment.
® Total Solution Interiors - TSI (May 2019) is specialized in the supply of interiors and
common areas for cruise ships, both in new constructions and refitting. TSI added the third
segment to marine unit after glazing and cooking.
® Pizza Group (January 2020) operates in professional ovens for pizzas and other equipment and
allows Somec to enlarge its offer to ovens niche, side by side to Inoxtrend and Primax, completing
the value proposition for civil/naval catering.
® Skillmax (May 2020) provides a range of furnishing solutions for luxury private residences,
stores, offices, hotels and other public areas. It will support Somec positioning in the luxury
segment with potential cross selling opportunities within the construction building business.
® GICO (July 2020), leading player in the design and production of turnkey, high-end professional
kitchens with an internationally recognized brand. The deal aims to exploit marketing and
operative synergies with Inoxtrend, Primax, Pizza Group and the whole building division.
Source: Somec
NOT FOR DISTRIBUTION IN OR INTO THE UNITED STATES, CANADA, JAPAN OR AUSTRALIA
31
Somec | Initial Coverage | 11 01 2021
VALUETRACK
Seascape market
As far as Seascape is concerned, visibility is high for all segments dealing with new ships,
representing the vast majority of the revenues:
® Marine Glazing shows the highest visibility, with orders backlog up to 2027 reflecting marine
industry bottleneck. Indeed, due to the limited number of yards in the world and thus the limited
industry output capacity, cruise operators have to plan well ahead new orders for new ships. This
thereby implies a long maturity backlog for shipyards and for the entire supply chain.
Furthermore, we underline that the limited output capacity of the industry makes orders
cancellations unlikely even in extreme situations (as it has been the case of pandemic), when
delays or orders rescheduling may rather represent an agreed way-out;
® Marine Cooking Equipment visibility mainly depends on the Marine Glazing one as this
segment is usually driven by the Marine Glazing activities, however, it may show a backlog with a
shorter maturity in case of prevailing refitting actives on new-buildings one;
® Public areas and interiors if linked to the new building activity have also long maturity
orders, while in the refitting activities – strengthened following the acquisition of TSI - orders
typically refer to the following 12 months compared to ca. 2-5 years of new ships.
Marine Glazing
Glass envelopes and the catering areas of four luxury cruise ships, 60
Marine Cooking Eq.
in production starting from 2022
Public Areas
Source: Somec
In the marine market, visibility is further strengthened by high market share which Somec holds and
by the industry high barriers to entry due to:
® Strong market concentration, with few shipbuilders and cruise operators in the world;
® Highly technical know-how required in project and execution;
® Need for track record in terms of quality, innovation and timely delivery.
NOT FOR DISTRIBUTION IN OR INTO THE UNITED STATES, CANADA, JAPAN OR AUSTRALIA
32
Somec | Initial Coverage | 11 01 2021
VALUETRACK
Landscape business
Landscape business shows a lower visibility on revenues, with orders due for delivery over 12-24
months in Building Façades, due to absence of any limit in the output capacity for the industry and to
the much higher number of firms operating in the civil market.
® Building Façades is the main, if not the only, element of Landscape backlog as of today. In this
business, and more specifically in the East Coast of US, orders are set with shorter time horizon
and usually show an average maturity of 18-24 months.
® Professional Cooking Equipment business is mostly driven by spot contracts which do not
usually contribute to Somec backlog. Some exceptions may arise in case of large projects deriving
from joint projects with other units (e.g. Building Façade Business).
® Public areas - Interiors businesses have been entered very recently but they are also based on
tenders for larger contracts and order execution remains key, especially because Somec focuses on
the top-end of the market.
September 3, 2020
2 new projects for office and residential building in New York, both
Building Façades
with expected delivery by 2021 51
Source: Somec
The building facades business perfectly fit into Somec historical marine business and Fabbrica’s top
management know-how is playing a key role for a quick take-off of the business. Also, it is important
to point out that the average size of orders has gradually increased and this paves the way for further
growth.
€720mn
19%
Seascape €153mn
7%
54%
20%
Landscape €102mn
Source: Somec
NOT FOR DISTRIBUTION IN OR INTO THE UNITED STATES, CANADA, JAPAN OR AUSTRALIA
33
Somec | Initial Coverage | 11 01 2021
VALUETRACK
NOT FOR DISTRIBUTION IN OR INTO THE UNITED STATES, CANADA, JAPAN OR AUSTRALIA
34
Somec | Initial Coverage | 11 01 2021
VALUETRACK
® Fiscal stimulus measures. The construction sector plays a pivotal role in the
recovery process of US economy, and during recessions the US Government usually
increases Public spending to support it, thus driving a decoupling vs. Private spending.
This appears true when looking at the US construction spending over the latest 2007-08 financial
crisis, and again appears true when looking at latest months statistics.
Indeed, in March 2020 the US government announced a $2 trillion stimulus package (CARES
Act.) to revive the economy from coronavirus crisis, with a significant share of it dedicated to uses
from which construction industry directly and indirectly benefits.
155%
135%
115%
95%
75%
2002 2004 2006 2008 2010 2012 2014 2016 2018 2020
US Construction spending in 2020: Public vs Private Construction Index (Jan 2020 = 100%)
170% Public Private
160%
150%
140%
130%
120%
110%
100%
90%
80%
Jan Feb Mar Apr May Jun Jul Aug Sep Oct
NOT FOR DISTRIBUTION IN OR INTO THE UNITED STATES, CANADA, JAPAN OR AUSTRALIA
35
Somec | Initial Coverage | 11 01 2021
VALUETRACK
revenues in 1998 and then to €1.2bn in 2009 (50x in 21 years!), achieving a solid presence in
US, Europe, Asia and Middle East.
It is worth to note that Fabbrica is expected to reach the USD100mn revenues target in 4 years
(2021E), with an initial take-off much quicker than Permasteelisa. And we expect Fabbrica to triple its
revenues again by 2023E.
1,600
Backlog Revenues
1,400
1,200
1,000
(€mn)
800
600
400
200
-
1988 1989 1990 1991 1992 1993 1994 1995 1996 1997 1998 1999 2000 2001 2002 2003 2004 2005 2006 2007 2008 2009
NOT FOR DISTRIBUTION IN OR INTO THE UNITED STATES, CANADA, JAPAN OR AUSTRALIA
36
Somec | Initial Coverage | 11 01 2021
VALUETRACK
Glazing
Cooking Equipment
Public Areas
Source: Somec
As far as the marine cooking equipment market is concerned, it is expected to decrease by 2.84%
in 2020E due to Covid-19 impact while rebounding in the next years up to $1.33bn by 2024 (3%
CAGR 2019-24) driven by:
® A growing need for reduction in fuel consumption, generating demand for new lightweight
equipment;
® Client request for customizable solutions, forcing operators to work on the design, construction
and technology to tailor products on their end-use needs.
On the offer side, we note that this market is very fragmented, with Aerolux Ltd., Astronics Corp., and
Bucher Leichtbau AG among the major market participants, while Somec differentiates itself from
competitors thanks to in-house manufacturing.
Indeed, through its subsidiaries, the firm has developed a business model that takes care in-house of
each step of a project, from design to installation.
As far as it regards the marine public areas’ interiors market, it is expected to grow at a very high
11.5% CAGR in the next few years reaching $5.8bn by 2027E, up from $2.7bn in 2020E, driven
by:
® Orders for new cruise ships and yachts;
® Refurbishment projects which cruiseships undergo every 3-5 years by law and to remain
competitive in the market.
The European market accounted for 28% of global ships in 2019 and is expected to account for the
largest share in 2020-27 period, with R&M Group, Alamaco and Trimline as major players.
We believe that Somec, through its subsidiary TSI, is optimally positioned to satisfy the most
sophisticated clients’ requests with customized solutions thanks to:
® Bulk of its activities being based in Italy;
® Longer than 20 years’ experience in the marine interiors outfitting;
® Capability to follow entire projects throughout all the phases, from initial sketches to completion.
NOT FOR DISTRIBUTION IN OR INTO THE UNITED STATES, CANADA, JAPAN OR AUSTRALIA
37
Somec | Initial Coverage | 11 01 2021
VALUETRACK
NOT FOR DISTRIBUTION IN OR INTO THE UNITED STATES, CANADA, JAPAN OR AUSTRALIA
38
Somec | Initial Coverage | 11 01 2021
VALUETRACK
70.0 25.0
59.6 22.7
20.0
60.0 56.2 15.1
53.5 15.0
10.7
50.0 10.0
43.4 42.5
0.0 36.1 5.0
40.0
0.0
27.8 28.3
€mn
Source: Value Track Analysis (*) Free Cash Flow before Dividend payment
NOT FOR DISTRIBUTION IN OR INTO THE UNITED STATES, CANADA, JAPAN OR AUSTRALIA
39
Somec | Initial Coverage | 11 01 2021
VALUETRACK
2017-20 disappointment
Between 2012-2017, Chinese cruising tourism rose by 70% YoY. In response to such a growing market
and in anticipation to the huge potential, major cruise lines entered into a multitude of JV and
strategic partnerships in China and started the construction of cruise ships for the Chinese market.
However, contrary to expectations, cruising rebounded down at unexpected rate with Chinese cruise
travelers dropping to 2.4mn (-14.3% YoY) in 2018 and to 1.9mn (-20% YoY) in 2019, also affected by
tourism bans.
The market was expected to see a growth rebound in 2020 with the deployment of new ships but got
disrupted by global Covid-19 pandemic.
2.8
2.4
Number of passenger
7 2.1
12-1
RG'
1.9
CA
70%
(mn)
1.1
0.7
0.6
0.2
Source: Statista
NOT FOR DISTRIBUTION IN OR INTO THE UNITED STATES, CANADA, JAPAN OR AUSTRALIA
40
Somec | Initial Coverage | 11 01 2021
VALUETRACK
S.p.A. to support the creation of a cruise shipbuilding industry in China and purpose-built ships for
the China market, withdrawing those ships less adapted to Chinese customers preferences.
Another JV between Carnival group and CSSC (CSSC-Carnival Corp.) is currently operating with two
old ships and has ordered two new cruise ships (plus the option to order four additional China-
built ships) that will be the first to be built in China and serve the Chinese cruise market. The first ship
is expected to be delivered in 2023.
The Chinese government is also helping to accommodate the growth by paying to overhaul and
expand many of country’s ports: today, China has seven international cruise ports, with three
more under construction.
Source: CruiseAsia
NOT FOR DISTRIBUTION IN OR INTO THE UNITED STATES, CANADA, JAPAN OR AUSTRALIA
41
Somec | Initial Coverage | 11 01 2021
VALUETRACK
We underline that US West Coast shows a good growth potential: Arizona, California and
Washington report a long term growing construction spending trend, despite business cyclicality. On
other hand, States located in the East Coast are expected to have a construction spending level below
2011 levels in the near term.
2
Arizona
1.8
1.6
California
1.4
Washington
1.2
US
Massachusetts
1
Illinois
New York
0.8
2011 2012 2013 2014 2015 2016 2017 2018 2019 2020E 2021E 2022E
West Coast potential is also confirmed by the recent report published by PwC “Emerging Trend in Real
Estate 2021 US and Canada” which classified Portland and Seattle among the six favorite boom-towns,
attracting far more than their share of smart young workers.
West Coast areas are already starting to recover from massive job losses due to COVID
and John Burns Real Estate Consulting classified them as in high demand and rapid appreciation, also
supported by pro-growth government spending.
NOT FOR DISTRIBUTION IN OR INTO THE UNITED STATES, CANADA, JAPAN OR AUSTRALIA
42
Somec | Initial Coverage | 11 01 2021
VALUETRACK
Phoenix
2
1.8
San Francisco
1.6
1.4 Seattle
1.2 US
Boston
1 Chicago
NYC
0.8
2011 2012 2013 2014 2015 2016 2017 2018 2019 2020E 2021E 2022E
NOT FOR DISTRIBUTION IN OR INTO THE UNITED STATES, CANADA, JAPAN OR AUSTRALIA
43
Somec | Initial Coverage | 11 01 2021
VALUETRACK
Forecasts 2020-2023E
In 2020E-23E forecast period we expect the company to start growing again, at a healthy 13% top
line CAGR (€1.3bn cumulated revenues) with Landscape business (Building Façades and
Professional Cooking) accounting for 58% of Total Revenues in 2023E. Such Revenue increase
should lead to higher than 10.0% EBITDA margin, in line with the industry profitability, already as
of 2021E. More important, €48mn cumulated Free Cash Flow 2020E-2023E should drive Net Debt
down to €28.3mn in 2023E (vs €56.2mn in 2019), even assuming a steady pay-out policy.
NOT FOR DISTRIBUTION IN OR INTO THE UNITED STATES, CANADA, JAPAN OR AUSTRALIA
44
Somec | Initial Coverage | 11 01 2021
VALUETRACK
As far Seascape is concerned, we forecast a more modest growth for the business unit, i.e. 2% CAGR
2019-23E, due to the expected slow down in the Cruise industry Capex between 2022E-23E.
In accordance with that, we estimate Marine Glazing not reaching back its 2019 peak revenues by
2023E but fostering cross-selling opportunities in Marine Cooking Equipment and Public Interiors
(6% and 19% CAGR 2019-23E respectively).
0% Public Area
2019FY 2020E 2021E 2022E 2023E
NOT FOR DISTRIBUTION IN OR INTO THE UNITED STATES, CANADA, JAPAN OR AUSTRALIA
45
Somec | Initial Coverage | 11 01 2021
VALUETRACK
As %
20.1 9.5%
€mn
20.00 16.1
9.4%
15.00 12.8 13.1 12.3 9.0%
10.00 7.9 6.9
5.1 8.5%
5.00 3.0
0.00 8.0%
2019FY 2020E 2021E 2022E 2023E
EBITDA (lhs) EBIT (lhs) Net Income (lhs) EBITDA margin (rhs)
Source: Value Track Analysis. (*)Adjusted for MTA translisting ca. €1.1mn
NOT FOR DISTRIBUTION IN OR INTO THE UNITED STATES, CANADA, JAPAN OR AUSTRALIA
46
Somec | Initial Coverage | 11 01 2021
VALUETRACK
NOT FOR DISTRIBUTION IN OR INTO THE UNITED STATES, CANADA, JAPAN OR AUSTRALIA
47
Somec | Initial Coverage | 11 01 2021
VALUETRACK
€mn VT Est. Mkt Est. VT Est. Mkt Est. VT Est. Mkt Est.
NOT FOR DISTRIBUTION IN OR INTO THE UNITED STATES, CANADA, JAPAN OR AUSTRALIA
48
Somec | Initial Coverage | 11 01 2021
VALUETRACK
Source: Somec
NOT FOR DISTRIBUTION IN OR INTO THE UNITED STATES, CANADA, JAPAN OR AUSTRALIA
49
Somec | Initial Coverage | 11 01 2021
VALUETRACK
Source: Somec
As far profitability is concerned, Somec has historically reported EBITDA Margin in the 11%-12%
range, even if 2019FY closed lower due to:
® Indirect M&A effects i.e. integration costs and need to restructure the acquired businesses;
® Need of building a corporate structure to support growth and costs for initial listing in 2018.
The same is true for the EBIT which remained almost flat at ca €12.5mn also because D&A were up,
driven by acquisitions and to a lesser extent by some capex expansion. By the way, we note that since
FY2019 Somec moved from ITA GAAP to IFRS (all 2018 data have been restated accordingly),
undoing any potential bias arising from Goodwill amortization enabled by Italian accounting principle
(but inflating depreciations and net debt compared to the past).
Source: Somec
NOT FOR DISTRIBUTION IN OR INTO THE UNITED STATES, CANADA, JAPAN OR AUSTRALIA
50
Somec | Initial Coverage | 11 01 2021
VALUETRACK
At Balance Sheet level, Net Financial Debt 2019 increased by €38mn vs 2018 due to:
® Net Working Capital at €25.9mn vs. €12.2mn in 2018, mainly driven by an increase in
inventories (in particular those required by the refitting projects planned over year end) and in
trade receivables, only partially offset by a parallel growth in trade payables;
® Net Fixed Assets at €81.5mn (up by almost €30mn vs. 2018 year end) due to i) the acquisition
of TSI for €20.4mn, including the €9.3mn attributable to the put&call on minorities, ii) €5.3mn
for capex aimed at increasing output capacity of Fabbrica; iii) €8.4mn increase due to IFRS 16
effect resulting from capacity expansion and acquisition of TSI. We note that overall, Goodwill
resulting from M&A activity accounted for €28.5mn (vs 17.2mn in 2018) and Tangible Assets for
€31mn (vs €17.0mn in 2018), with the remaining part being €29.5mn of Intangible Assets (+30%
YoY) which are also the outcome of acquisitions;
® Payment of dividends (€3.5mn to Somec shareholders and €1.8mn to Fabbrica minorities).
We note that a big part of 2019 Net Debt was due to leasing contracts and to Put&Call agreements to
buy-out minorities (not including Fabbrica as there are no agreements on the 49.1% minority stake.
Net Fin. Position [Net debt (-) / Cash (+)] -18.0 -56.2
o/w IFRS 16 -7.7 -17.2
o/w Put&Call Minorities -2.5 -11.8
Source: Somec
Source: Somec
NOT FOR DISTRIBUTION IN OR INTO THE UNITED STATES, CANADA, JAPAN OR AUSTRALIA
51
Somec | Initial Coverage | 11 01 2021
VALUETRACK
We note that the current 80%-20% split of accrued orders is not necessary a good proxy of expected
split of future revenues stream, as consequence of:
® Delivery times. Building Façades projects, that represent the main Landscape component in
2019 backlog, have an average expected delivery of two years. On the contrary, Seascape is usually
characterized by longer delivery time. This happens because cruise operators have to plan and
order new ships at least two years in advance to their needs;
® Options. It is common for cruise operator to ask for soft order (options), i.e. marine new
building projects which can be withdrawn within six months from the start, but which are mainly
used for order with longer time horizon. They accounted of ca. 23% of backlog as of 2019 and
most of them refer to projects after 2025.
638 €m Seascape
Landscape
Backlog (31.12.2019)
20.6%
building façades
132 €m 211 €m 295 €m
52.3%
marine
Landscape 2020-2022 new building
4.4%
marine
211 €m refitting
Seascape 2020-2021
22.7%
marine
295 €m new building
in option
Seascape 2022-2027
Source: Somec
NOT FOR DISTRIBUTION IN OR INTO THE UNITED STATES, CANADA, JAPAN OR AUSTRALIA
52
Somec | Initial Coverage | 11 01 2021
VALUETRACK
Cruise Shipbuilding
High concentration along the whole supply chain of the cruise market
Cruise market is highly concentrated with few key players which hold more than 75% share. Among
the leading players, we see Carnival Corp, Royal Caribbean Corp. and Norwegian Cruise Line with
42%, 24% and 9.5% market share respectively. These are Somec clients in the refitting business
(ranging between 10-20% of the seascape division turnover). Market concentration increases when we
retrace the supply chain at shipbuilding level with Fincantieri Group and Meyer Group that hold 41%
and 15% of the current global order book respectively and which delivered ca.67% of global new ships
historically. These are Somec clients in the new ships business (80-90% of seascape) and Fincantieri is
in fact the largest single client of the company.
Fincantieri (*)
# of ships to be delivered 5 6 6 7 4 10
Average cost ($mn) 619 645 644 755 616 661
Meyer Group
# of ships to be delivered 2 4 5 3 2 2
Average cost ($mn) 650 950 983 800 1000 1000
Source: Cruise Industry News. (*) Excluding Vard Order book as made of lower-size orders
Moreover, according to the Global cruise ship orderbook reported as of November 2020, the number
of ships delivered slightly decreased in 2020 (but deliveries are seen up strongly over 2021 and 2022)
and the average cost per ship is seen further decreasing in 2020 and 2021, which reflects a trend
toward lower-size ships in the near term.
20 600
500
10
400
0 300
2016 2017 2018 2019 2020 2021 2022 2023 2024 2025 2026 2027
NOT FOR DISTRIBUTION IN OR INTO THE UNITED STATES, CANADA, JAPAN OR AUSTRALIA
53
Somec | Initial Coverage | 11 01 2021
VALUETRACK
From design to installation of special glazing architectures for Civil and US, Europe and
Novum Structure
Marine applications China
BSS Metallbau- From design to installation of windows, facades and balconies for Civil
Germany
Schiffsausbau and Marine
Fincantieri subsidiary,active in marine glazing through division lease of US, Europe and
Marine Interios SpA
Metalsigma Tunesi China
From design to installation of glazed balconies for Civil and Marine Northern
Balco Group
applications Europe
Pilkington Automotive Major manufacturer of glass and glazing products for building, Northern
Finland automotive and marine applications Europe
Building Constructions
The Building construction industry in United States is expected to record a slowdown for 2020
and 2021, driven by economic downturn triggered by Covid-19 outbreak. In accordance with
American Institute of Architect’s, spending on non-residential facilities is expected to decline by 8%
this year and by another 5% in the next one. The commercial building sector seems to be the hardest
hit, with spending projection down by 10% in the next two years. Institutional sector is expected
to be the most resilient one, with spending on facilities projected to fall only by 5% in
2020 and by 2% in 2021.
Despite near term issues due to pandemic, long term sentiment remains positive, albeit US
construction industry expected to stay below 2020E levels in 2024E, at $1,230bn. Non residential
building construction market is expected to start recovering in 2023E and to reach $473bn by 2024E.
1,400,000
1,200,000
1,000,000
800,000
600,000
400,000
200,000
0
2015 2016 2017 2018 2019 2020E 2021E 2022E 2023E 2024E
Source: U.S. Census and FMI Forecast - Q3 2020 Engineering and Construction Outlook | United States
NOT FOR DISTRIBUTION IN OR INTO THE UNITED STATES, CANADA, JAPAN OR AUSTRALIA
54
Somec | Initial Coverage | 11 01 2021
VALUETRACK
US Construction Market: Construction spending Change YoY in Non Residential Buildings (*)
18%
13%
8%
3%
-2%
-7%
-12%
-17%
-22%
2015 2016 2017 2018 2019 2020F 2021F 2022F 2023F 2024F
Source: U.S. Census and FMI Forecast - Q3 2020 US Engineering and Construction Outlook (*) Reported only main segments
Despite Covid-19 crisis, according to the “Global Interior Design Services Industry” published by
Global Industry Analyst in September 2020, Global interior design services market is
estimated at $150.7bn in 2020, with US accounting for $40.7bn. Market is expected to reach
$255bn in 2027, reporting a 7.8% CAGR 2020-27. Residential segment is projected to grow at 8.1%
CAGR while Commercial segment, as result of pandemic implication, is now expected to grow by 7.5%
for the next seven years.
Also the Contract Furniture and Furnishing Market shows a high level of fragmentation with
Knoll, Steelcase and Herman Miller as main global players. Demand for business furniture and
fixtures is driven by corporate and commercial construction spending. Companies’ profitability is
closely linked to volume and economies of scale, as business model shows a high level of fixed costs.
While large companies leverage on developed partnerships and brand-awareness, small firms compete
effectively on specialty items or products with high-quality workmanship sold at premium price.
From the last Technavio research report (Contract Furniture and Furnishing Market in Europe 2020-
2024) contract furniture and furnishing market in Europe is supposed to grow at 3% p.a. between
2020 and 2024, reaching a market size of $2.64bn.
NOT FOR DISTRIBUTION IN OR INTO THE UNITED STATES, CANADA, JAPAN OR AUSTRALIA
55
Somec | Initial Coverage | 11 01 2021
VALUETRACK
Professional Cooking
The global market of Professional Cooking Equipment is expected to increase by $4.8bn into 2024E,
progressing at a 2.8% CAGR over 2020-24E, with 31% of market growth originated from North
America. The market is fragmented and, according to Technavio, albeit it is expected a growing
preference of energy-efficient cooking equipment, the high installation costs and maintenance
requirements may challenge the growth of the market participants and thus leading vendors would
focus on the fast-growing emerging segments. As of today, the main players are Electrolux
Professional, Middleby Corp., Rational Group and Welbilt Inc. which in general reported a decrease in
revenues in 2020, due to the sanitary emergency.
Pandemic hardly hit the restaurant segment, but according to the MillerPulse report, it also
accelerated some trends. In the US, as the chart below shows, restaurants have rapidly adapted to the
new normal, expanding to-go options with curb side pick-up and third-party delivery. Also, the recent
phenomenon of the so called dark or ghost kitchens – i.e. kitchen (cooking or catering) facilities leased
“as a service” like in the cloud model, a trend moving from the Asian markets to the US and still at
initial stage in Europe – may be a further driver, as they are based on the delivery model and by-pass
the current uncertainties of the traditional dining segment.
NOT FOR DISTRIBUTION IN OR INTO THE UNITED STATES, CANADA, JAPAN OR AUSTRALIA
56
Somec | Initial Coverage | 11 01 2021
VALUETRACK
Balco Group (BALCO) (Sweden, Revenues 2020E SEK1.2bn / Mkt Cap SEK2.1bn)
Based in Sweden and market leader in the Nordic region, Balco Group is a leading supplier of innovative and high-quality
glazed balcony solutions. Balco’s operations are divided into two business segments: Renovation, which accounted for
approximately 86% of 2019A Sales), and New Build for the remaining 14%. The Group has recently developed a new balcony
solution in aluminium and glass for the maritime industry.
Apogee Enterprises (APOG) (US, Revenues 2020A $1.4bn / Mkt Cap $898mn
Apogee Enterprises is a US-based company engaged in the design, development of value-added glass solutions for enclosing
commercial buildings and framing arts. The company offers glass and aluminium windows, storefront and curtainwall
systems, and glass for framed art and pictures, serving its customers in the US, Canada and Brazil.
Electrolux Professiona (EPRO) (Sweden, Revenues SEK2020E €7.3bn / Mkt Cap SEK13.3bn)
Electrolux Professional is a provider of professional food, beverage and laundry equipment to customers such as restaurants,
hotels, hospitals, schools, and other service facilities. Regionally Europe represents the main market (66% of Sales in 2019A),
although the US (15%) remains its single-largest country exposure, followed by Italy (14%), Sweden (9%) and France (8%).
The Middleby Corp. (MIDD) (US, Revenues 2020E $2.5bn / Mkt Cap €7.5bn)
The Middleby Corporation is engaged in the design, manufacture, marketing and distribution of a broad line of foodservice
equipment, offering the most advanced innovations for cooking and warming, refrigeration, freezing and beverage solutions
for top restaurants and institutional customers.
NOT FOR DISTRIBUTION IN OR INTO THE UNITED STATES, CANADA, JAPAN OR AUSTRALIA
57
Somec | Initial Coverage | 11 01 2021
VALUETRACK
Somec Peers’ Business Profiles in the home furniture / interior design business line
Griffon Corp. (GFF) (US, Revenues 2020A $2.4bn / Mkt Cap $1.2bn)
Headquartered in New York City, Griffon operates as a diversified management and holding company, operating in three main
segments: i) Consumer and Professional Products (CPP), ii) Home and Buildings Products (HBP) and iii) Defense Electronics.
Steelcase Inc (SCS) (US, Revenues 2020A $2.7bn / Mkt Cap $1.5bn)
Steelcase provides an integrated portfolio of furniture settings, user-centered technologies and interior architectural products.
The company' is active in Americas (72% Rev. 20) and EMEA (18% Rev. 20), and its furniture portfolio includes panel-based
and freestanding furniture systems and complementary products, such as storage, tables and ergonomic work tools.
NOT FOR DISTRIBUTION IN OR INTO THE UNITED STATES, CANADA, JAPAN OR AUSTRALIA
58
VALUETRACK
DISCLAIMER
THIS DOCUMENT IS PREPARED BY VALUE TRACK S.R.L. THIS DOCUMENT IS BEING FURNISHED TO YOU SOLELY FOR YOUR
INFORMATION ON A CONFIDENTIAL BASIS AND MAY NOT BE REPRODUCED, REDISTRIBUTED OR PASSED ON, IN WHOLE OR IN PART,
TO ANY OTHER PERSON. IN PARTICULAR, NEITHER THIS DOCUMENT NOR ANY COPY THEREOF MAY BE TAKEN OR TRANSMITTED OR
DISTRIBUTED, DIRECTLY OR INDIRECTLY, INTO CANADA OR JAPAN OR AUSTRALIA TO ANY RESIDENT THEREOF OR INTO THE
UNITED STATES, ITS TERRITORIES OR POSSESSIONS. THE DISTRIBUTION OF THIS DOCUMENT IN OTHER JURISDICTIONS MAY BE
RESTRICTED BY LAW AND PERSONS INTO WHOSE POSSESSION THIS DOCUMENT COMES SHOULD INFORM THEMSELVES ABOUT,
AND OBSERVE, ANY SUCH RESTRICTION. ANY FAILURE TO COMPLY WITH THESE RESTRICTIONS MAY CONSTITUTE A VIOLATION OF
THE LAWS OF ANY SUCH OTHER JURISDICTION. THIS DOCUMENT DOES NOT CONSTITUTE OR FORM PART OF, AND SHOULD NOT BE
CONSTRUED AS, AN OFFER, INVITATION OR INDUCEMENT TO SUBSCRIBE FOR OR PURCHASE ANY SECURITIES, AND NEITHER THIS
DOCUMENT NOR ANYTHING CONTAINED HEREIN SHALL FORM THE BASIS OF OR BE RELIED ON IN CONNECTION WITH OR ACT AS
AN INVITATION OR INDUCEMENT TO ENTER INTO ANY CONTRACT OR COMMITMENT WHATSOEVER. THIS DOCUMENT HAS NOT
BEEN PUBLISHED GENERALLY AND HAS ONLY BEEN MADE AVAILABLE TO INSTITUTIONAL INVESTORS. IN MAKING AN INVESTMENT
DECISION, POTENTIAL INVESTORS MUST RELY ON THEIR OWN EXAMINATION OF THE COMPANY AND ITS GROUP INCLUDING THE
MERITS AND RISKS INVOLVED. THIS DOCUMENT IS FOR DISTRIBUTION IN OR FROM THE UNITED KINGDOM ONLY TO PERSONS
WHO: (I) HAVE PROFESSIONAL EXPERIENCE IN MATTERS RELATING TO INVESTMENTS FALLING WITHIN ARTICLE 19(5) OF THE
FINANCIAL SERVICES AND MARKETS ACT 2000 (FINANCIAL PROMOTION) ORDER 2005 (AS AMENDED, THE “FINANCIAL
PROMOTION ORDER”), (II) ARE PERSONS FALLING WITHIN ARTICLE 49(2)(A) TO (D) (“HIGH NET WORTH COMPANIES,
UNINCORPORATED ASSOCIATIONS ETC.”) OF THE FINANCIAL PROMOTION ORDER, (III) ARE OUTSIDE THE UNITED KINGDOM, OR
(IV) ARE PERSONS TO WHOM AN INVITATION OR INDUCEMENT TO ENGAGE IN INVESTMENT ACTIVITY (WITHIN THE MEANING OF
SECTION 21 OF THE FINANCIAL SERVICES AND MARKETS ACT 2000) IN CONNECTION WITH THE ISSUE OR SALE OF ANY SECURITIES
MAY OTHERWISE LAWFULLY BE COMMUNICATED OR CAUSED TO BE COMMUNICATED (ALL SUCH PERSONS TOGETHER BEING
REFERRED TO AS “RELEVANT PERSONS”). THIS DOCUMENT IS DIRECTED ONLY AT RELEVANT PERSONS AND MUST NOT BE ACTED
ON OR RELIED ON BY PERSONS WHO ARE NOT RELEVANT PERSONS. ANY INVESTMENT OR INVESTMENT ACTIVITY TO WHICH THIS
DOCUMENT RELATES IS AVAILABLE ONLY TO RELEVANT PERSONS AND WILL BE ENGAGED IN ONLY WITH RELEVANT PERSONS. IN
ITALY THIS DOCUMENT IS BEING DISTRIBUTED ONLY TO, AND IS DIRECTED AT QUALIFIED INVESTORS WITHIN THE MEANING OF
ARTICLE 100 OF LEGISLATIVE DECREE NO. 58 OF 24 FEBRUARY 1998, AS AMENDED, AND ARTICLE 34-TER, PARAGRAPH 1, LETTER B),
OF CONSOB REGULATION ON ISSUERS NO. 11971 OF MAY 14, 1999, AS SUBSEQUENTLY AMENDED (THE “ISSUERS’ REGULATION”)
PROVIDED THAT SUCH QUALIFIED INVESTORS WILL ACT IN THEIR CAPACITY AND NOT AS DEPOSITARIES OR NOMINEES FOR OTHER
SHAREHOLDERS, SUCH AS PERSONS AUTHORISED AND REGULATED TO OPERATE IN FINANCIAL MARKETS, BOTH ITALIAN AND
FOREIGN, I.E.: A) BANKS; B) INVESTMENT FIRMS; C) OTHER AUTHORISED AND REGULATED FINANCIAL INSTITUTIONS; D)
INSURANCE COMPANIES; E) COLLECTIVE INVESTMENT UNDERTAKINGS AND MANAGEMENT COMPANIES FOR SUCH
UNDERTAKINGS; F) PENSION FUNDS AND MANAGEMENT COMPANIES FOR SUCH FUNDS; G) DEALERS ACTING ON THEIR OWN
ACCOUNT ON COMMODITIES AND COMMODITY-BASED DERIVATIVES; H) PERSONS DEALING EXCLUSIVELY ON THEIR OWN ACCOUNT
ON FINANCIAL INSTRUMENTS MARKETS WITH INDIRECT MEMBERSHIP OF CLEARING AND SETTLEMENT SERVICES AND THE LOCAL
COMPENSATORY AND GUARANTEE SYSTEM; I) OTHER INSTITUTIONAL INVESTORS; L) STOCKBROKERS; (2) LARGE COMPANIES
WHICH AT INDIVIDUAL COMPANY LEVEL MEET AT LEAST TWO OF THE FOLLOWING REQUIREMENTS: — BALANCE SHEET TOTAL:
20,000,000 EURO, — NET REVENUES: 40,000,000 EURO, — OWN FUNDS: 2,000,000 EURO; (3) INSTITUTIONAL INVESTORS WHOSE
MAIN ACTIVITY IS INVESTMENT IN FINANCIAL INSTRUMENTS, INCLUDING COMPANIES DEDICATED TO THE SECURITISATION OF
ASSETS AND OTHER FINANCIAL TRANSACTIONS (ALL SUCH PERSONS TOGETHER BEING REFERRED TO AS “RELEVANT PERSONS”).
ANY PERSON WHO IS NOT A RELEVANT PERSON SHOULD NOT ACT OR RELY ON THIS DOCUMENT OR ANY OF ITS CONTENTS. THIS
DOCUMENT IS NOT ADDRESSED TO ANY MEMBER OF THE GENERAL PUBLIC IN ITALY. UNDER NO CIRCUMSTANCES SHOULD THIS
DOCUMENT CIRCULATE AMONG, OR BE DISTRIBUTED IN ITALY TO (I) A MEMBER OF THE GENERAL PUBLIC, (II) INDIVIDUALS OR
ENTITIES FALLING OUTSIDE THE DEFINITION OF “QUALIFIED INVESTORS” AS SPECIFIED ABOVE OR (III) DISTRIBUTION CHANNELS
THROUGH WHICH INFORMATION IS OR IS LIKELY TO BECOME AVAILABLE TO A LARGE NUMBER OF PERSONS. THIS DOCUMENT IS
BEING DISTRIBUTED TO AND IS DIRECTED ONLY AT PERSONS IN MEMBER STATES OF THE EUROPEAN ECONOMIC AREA (“EEA”)
WHO ARE “QUALIFIED INVESTORS” WITHIN THE MEANING OF ARTICLE 2(1)(E) OF THE PROSPECTUS DIRECTIVE (DIRECTIVE
2003/71/EC), (“QUALIFIED INVESTORS”). ANY PERSON IN THE EEA WHO RECEIVES THIS DOCUMENT WILL BE DEEMED TO HAVE
REPRESENTED AND AGREED THAT IT IS A QUALIFIED INVESTOR. ANY SUCH RECIPIENT WILL ALSO BE DEEMED TO HAVE
REPRESENTED AND AGREED THAT IT HAS NOT RECEIVED THIS DOCUMENT ON BEHALF OF PERSONS IN THE EEA OTHER THAN
QUALIFIED INVESTORS OR PERSONS IN THE UK, ITALY AND OTHER MEMBER STATES (WHERE EQUIVALENT LEGISLATION EXISTS)
FOR WHOM THE INVESTOR HAS AUTHORITY TO MAKE DECISIONS ON A WHOLLY DISCRETIONARY BASIS. THE COMPANY, VALUE
TRACK S.R.L. AND THEIR AFFILIATES, AND OTHERS WILL RELY UPON THE TRUTH AND ACCURACY OF THE FOREGOING
REPRESENTATIONS AND AGREEMENTS. ANY PERSON IN THE EEA WHO IS NOT A QUALIFIED INVESTOR SHOULD NOT ACT OR RELY
ON THIS DOCUMENT OR ANY OF ITS CONTENTS. THE EXPRESSION “PROSPECTUS DIRECTIVE” MEANS DIRECTIVE 2003/71/EC (AND
AMENDMENTS THERETO, INCLUDING THE 2010 PD AMENDING DIRECTIVE, TO THE EXTENT IMPLEMENTED IN THE RELEVANT
MEMBER STATE), AND INCLUDES ANY RELEVANT IMPLEMENTING MEASURE IN THE RELEVANT MEMBER STATE AND THE
EXPRESSION “2010 PD AMENDING DIRECTIVE” MEANS DIRECTIVE 2010/73/EU. SOMEC SPA (THE “COMPANY”) IS A RESEARCH
CLIENT OF VALUE TRACK S.R.L. HOWEVER ANY FORECASTS, OPINIONS AND EXPECTATIONS CONTAINED HEREIN ARE ENTIRELY
THOSE OF VALUE TRACK S.R.L. AND ARE GIVEN AS PART OF ITS NORMAL RESEARCH ACTIVITY AND SHOULD NOT BE RELIED UPON
AS HAVING BEEN AUTHORISED OR APPROVED BY ANY OTHER PERSON. VALUE TRACK S.R.L. HAS NO AUTHORITY WHATSOEVER TO
MAKE ANY REPRESENTATION OR WARRANTY ON BEHALF OF THE COMPANY, ITS SHAREHOLDERS, ANY OF ITS ADVISORS, OR ANY
OTHER PERSON IN CONNECTION THEREWITH. WHILE ALL REASONABLE CARE HAS BEEN TAKEN TO ENSURE THAT THE FACTS
STATED HEREIN ARE ACCURATE AND THAT THE FORECASTS, OPINIONS AND EXPECTATIONS CONTAINED HEREIN ARE FAIR AND
REASONABLE, VALUE TRACK S.R.L. HAS NOT VERIFIED THE CONTENTS HEREOF AND ACCORDINGLY NONE OF VALUE TRACK S.R.L.,
THE COMPANY, ITS SHAREHOLDERS, ANY ADVISORS TO THE COMPANY OR ITS SHAREHOLDERS OR ANY OTHER PERSON IN
CONNECTION THEREWITH NOR ANY OF THEIR RESPECTIVE DIRECTORS, OFFICERS OR EMPLOYEES, SHALL BE IN ANY WAY
RESPONSIBLE FOR THE CONTENTS HEREOF AND NO RELIANCE SHOULD BE PLACED ON THE ACCURACY, FAIRNESS, OR
COMPLETENESS OF THE INFORMATION CONTAINED IN THIS DOCUMENT. NO PERSON ACCEPTS ANY LIABILITY WHATSOEVER FOR
ANY LOSS HOWSOEVER ARISING FROM THE USE OF THIS DOCUMENT OR OF ITS CONTENTS OR OTHERWISE ARISING IN
CONNECTION THEREWITH. TO THE EXTENT PERMITTED BY LAW AND BY REGULATIONS, VALUE TRACK S.R.L. (OR ITS OFFICERS,
DIRECTORS OR EMPLOYEES) MAY HAVE A POSITION IN THE SECURITIES OF (OR OPTIONS, WARRANTS OR RIGHTS WITH RESPECT TO,
OR INTEREST IN THE SHARES OR OTHER SECURITIES OF) THE COMPANY AND MAY MAKE A MARKET OR ACT AS A PRINCIPAL IN ANY
TRANSACTIONS IN SUCH SECURITIES.
ValueTrack | www.value-track.com |