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Q2 2024
Investor meeting
25 July 2024
Arni Sigurdsson
Chief Executive Officer
Sebastiaan Boelen
Chief Financial Officer
Sebastiaan Boelen
Chief Financial Officer
Arni Sigurdsson
Chief Executive Officer
Meet the
Marel
team
3
2Q24 financial
performance
EBIT of 9.1%
improving QoQ and
YoY, continued focus
on cost discipline
Soft quarter in terms of
orders received and
order book at 32% of
TTM revenues
Focus on buildup of
order book to drive
revenue growth and
improved operational
performance
2
Outlook and key
business highlights
Offer launched on 24
June 2024, expected to
close by the end of
2024
Compelling strategic
rationale behind
combination for
shareholders and wider
stakeholders
Positive
recommendation by the
Board of Directors
JBT offer launch for
all shares in Marel
2024 outlook revision,
due to soft orders
received
Improving market
fundamentals, although
short-term uncertainty
remains
New and successful
product launches in
Marel Poultry
Key points
to cover
today
4
Financial
performance
Sebastiaan Boelen
Chief Financial Officer
5
EBIT margin of 9.1% in 2Q24, improving both
QoQ and YoY.
Soft orders received with book-to-bill ratio of 0.95
and order book at 32% of trailing twelve months
revenues.
Orders received expected to build up in 2H24
based on improving market outlook and customer
sentiment. Order book needs to build up to
deliver necessary revenue growth and improved
operational performance.
Cost discipline with ongoing actions to lower cost
base, focused on operational efficiency,
optimizing footprint and personnel.
Leverage increased to 3.9x mainly due to
unfavorable working capital development,
leverage covenant of 4.5x in 2Q24.
Outlook for full-year 2024 revised to 9-10% EBIT,
13-14% EBITDA and revenue decline of low
single digits.
Executive
summary Q2 2024 Financial highlights
Revenues
EUR m
Orders received
EUR m
Order book
EUR m
EBIT1 margin
%
575 562 580 560 539
2Q23 3Q23 4Q23 1Q24 2Q24
8.0
9.0 9.6
7.9
9.1
2Q23 3Q23 4Q23 1Q24 2Q24
407 391
466
393 393
2Q23 3Q23 4Q23 1Q24 2Q24
422 404
448
413 415
2Q23 3Q23 4Q23 1Q24 2Q24
EBITDA1 margin
%
Free cash flow2
EUR m
-6.1
32.4
83.4
11.2
-22.0
2Q23 3Q23 4Q23 1Q24 2Q24
11.8
12.9 13.1
11.7
13.0
2Q23 3Q23 4Q23 1Q24 2Q24
Notes: 1 Result from operations and EBITDA adjusted for PPA related costs, including depreciation and amortization, acquisition related expenses and restructuring
costs. In Q4 2023 and Q1 2024, result from operations is also adjusted for one-off write-offs related to product portfolio rationalization. 2 Free cash flow defined as
cash generated from operating activities less taxes paid and net investments in PP&E and intangible assets.
0
50
100
150
200
250
300
350
400
450
500
6
Revenues and order evolution
EUR m
2019 2020 2021 2022
Orders received
EUR 393.4m, up 0.2% QoQ and down 3.2% YoY
Poultry had a soft quarter, mainly due to timing and orders
shifting to 2H24, orders in PPF improved significantly QoQ,
and meat and fish showed some improvement.
Short-term uncertainty remains due to persistent inflation,
high-interest rate environment and rising geopolitical
tensions, and time to secure down payments and provide
financial security on orders continues to take longer.
Market fundamentals are improving on the back of robust
commercial campaigns and trade-show activity, outlook
improving and pick up expected in 2H24.
Revenues
EUR 415.2m, up 0.6% QoQ and down 1.0% YoY
Revenues declined YoY due to low project revenues
resulting from low orders received in the recent quarters
and soft order book.
Project revenues at EUR 214.2m in 2Q24, up 3.5% QoQ
and down 4.5% YoY (1Q24: 206.9m, 2Q23: 224.4m). In
comparison, average quarterly project revenues in the past
8 quarters were approximately EUR 240m per quarter, or
11% higher than 2Q24.
Orders received Revenues
2023
Orders received
and revenues
Soft orders received with book-to-bill ratio of 0.95, orders
expected to build up in 2H24 on improved market outlook
2024
0
100
200
300
400
500
600
700
800
900
7
Recurring aftermarket revenues1
EUR m, trailing twelve months (TTM)
Recurring aftermarket revenues
EUR 201.0m, down 2.3% QoQ and up 1.5% YoY
Recurring aftermarket revenues still showing good
momentum, reflecting Marel’s strong focus on quality
service and focus on being a trusted maintenance
partner.
Strong CAGR growth of 12.7% in aftermarket
revenues 2019-2Q24.
A landmark investment for Marel, the new Global
Distribution Center (GDC) in Eindhoven was opened
in June with the move of the first warehouse. The
GDC will be instrumental in automating and digitizing
the spare parts delivery model to improve efficiency
and shortening lead times as it is filled and becomes
fully operational.
Aftermarket
revenues
Recurring aftermarket revenues above EUR 800 million trailing
twelve months
Notes: 1 Aftermarket revenues are comprised of revenues from services and spare parts.
2019 2020 2021 2022 2023 2024
0%
2%
4%
6%
8%
10%
12%
14%
16%
18%
20%
0
50
100
150
200
250
300
350
400
450
500
8
EBITDA1 and EBIT1 development
EUR m
Continued focus on priorities introduced in 2024, centered
around delivery of improved performance. Focus has
been on business priorities, e.g. created opportunity-
focused teams to convert pipeline into orders, adapted the
go-to-market strategy to increase focus on small to
medium customers; revamped our software product
portfolio after simplifying it from a commercial and
technical standpoint.
Further cost initiatives actioned include footprint
rationalization, lower personnel cost and hiring freeze,
and improved control on non-product related spend.
Gross profit
Gross profit margin improved QoQ due to better mix in
both projects and aftermarket, as well as better efficiency,
and was at 36.9% in the quarter (1Q24: 36.0%, 2Q23:
35.1%). Gross profit of EUR 153.2m improving compared
to prior quarters (1Q24: 148.7m, 2Q23: 148.2m).
Operating expenses (OPEX)
OPEX amounted to EUR 115.5m in the quarter (1Q24:
115.9m, 2Q23: 114.4m). Continued focus on
improvement efforts and cost discipline across the
business, personnel and non-product related spend.
OPEX as a percentage of revenues in 2Q24 was 27.8%
(1Q24: 28.1%, 2Q23: 27.1%).
EBIT
EBIT1 in 1Q24 was EUR 37.7m in absolute terms (1Q24:
32.8m, 2Q23: 33.8m), translating to an EBIT1 margin of
9.1% (1Q24: 7.9%, 2Q23: 8.0%).
EBIT1 margin %
EBITDA1 margin %
Revenues
Operational
performance
Notes: 1 Result from operations and EBITDA adjusted for PPA related costs, including depreciation and amortization, acquisition related expenses and restructuring
costs. In Q4 2023 and Q1 2024, result from operations is also adjusted for one-off write-offs related to product portfolio rationalization.
2019 2020 2021 2022 2023 2024
EBIT improving sequentially to 9.1%, continued cost discipline
Revenues by business mix
%
Revenues by segments
%
Revenues by geography
%
9
Diversified
revenue base
Notes: 1 Equipment revenues are comprised of revenues from greenfield and large projects, standard equipment and modernization equipment, and related installations.
2 Aftermarket revenues are comprised of revenues from services and spare parts.
13% 14%
12% 10%
26% 25%
48% 50%
2Q23 2Q24
Poultry
Meat
Fish
Plant, Pet and Feed
Other
10% 8%
42% 42%
48% 50%
2Q23 2Q24
Europe, Middle East and Africa
Americas
Asia and Oceania
47% 48%
53% 52%
2Q23 2Q24
Equipment1 Aftermarket2
Well diversified revenue structure across business segments,
geographies and business mix
10
Revenues and order evolution
EUR m
Order book
EUR 538.5m (1Q24: 560.3m, 2Q23: 574.5m).
Order book at quarter-end was soft at 32.1% of
trailing twelve months revenues (1Q24: 33.2%, 2Q23:
31.7%) and book-to-bill of 0.95 in the quarter (1Q24:
0.95, 2Q23: 0.96), resulting from low project orders
received.
Marel’s order book consists of orders that have been
signed and financially secured with down payments
and/or letters credit.
Vast majority of the order book are greenfield and
projects, while spare parts and standard equipment
run faster through the system.
Low customer concentration with no customer
accounting for more than 5% of total annual revenues.
Order book
development
416
1,502
1,361
569
1,734 1,709
675
1,626 1,721
580
393 413
560
393 415
539
2020 2021 2022 2023 1Q24 2Q24
Order book Orders received
Order book %
TTM revenues
34% 42% 40% 34% 33% 32%
Book-to-bill
ratio
1.00 1.10 1.01 0.94 0.95 0.95
1
Revenues
Notes: 1 Including acquired order book of TREIF of EUR 5m. 2 Including acquired order book of Curio, PMJ and Valka of EUR 12m. 3 Including acquired order book of
Wenger and Sleegers of EUR 81m.
2 3
Soft order book of EUR 539 million or 32% of trailing twelve-
month revenues
11
Cash flow bridge Q2 2024
EUR m
Operating cash flow
Operating cash flow was EUR -4.0m (1Q24: 26.2m,
2Q23: 27.1m).
Operating cash flow contracted in the quarter mainly
attributable to timing of accounts receivables and
lower net contract liabilities due to book-to-bill ratio
below one or 0.95.
CAPEX1 was EUR 5.6m (1Q24: 6.6m, 2Q23: 15.4m),
or 1.3% of revenues in the quarter (1Q24: 1.6%,
2Q23: 3.6%), below a normalized level of 2-3% due to
focus on cash flow after a period of elevated CAPEX
levels into strategic investments in prior years.
Free cash flow2 was negative by EUR 22.0m in the
quarter (1Q24: 11.2m, 2Q23: -6.1m).
Net interest bearing debt up by EUR 49.0m in the
quarter due to unfavorable working capital
movements.
Leverage
Leverage3 increased to 3.9x, and increased QoQ due
to higher net debt. The leverage covenant is 4.5x in
2Q24 with linear stepdown to 4.0x for 4Q24.
Liquidity as of 30 June 2024 amounts to EUR 327.6m
consisting of cash on hand (EUR 29.7m) and
committed credit facilities maturing in more than one
year (EUR 297.8m).
Cash flow
bridge
23.5
-4.0
-22.0
25.5
-8.5
-9.5
-13.8
-6.2
-6.1
EBIT Non cash
items
-53.0
Changes
in working
capital
Cash from
operating
activities
bef. int. &
tax
Taxes paid Investing
activities
Free cash
flow2
Net
interest
paid
Dividends
paid
Other
items 4
Increase
in net debt
-48.1
Notes: 1 Capital expenditures excluding investments in R&D and right of use assets. 2 Free cash flow defined as cash generated from operating activities less taxes paid and
net investments in PP&E and intangible assets. 3 Net debt (excluding lease liabilities) / Pro forma LTM adjusted EBITDA (including recent acquisitions) excluding non-cash
and one-off costs per Marel's credit agreements. 4 Currency effect, change in capitalized finance charges and movement in lease liabilities.
Operating cash flow mainly impacted by unfavorable
movements in working capital
Revenues and EBIT above expectations,
soft project orders in past quarters
expected to impact 3Q24. Healthy pipeline
to support order growth in 2H24
Orders received
• Soft orders received in 2Q24 mainly due to orders shifting
between quarters as customers are taking longer to
discuss scope and making a final decision. Market
fundamentals continue to improve and pipeline is healthy
for 2H24.
Revenues
• Revenues declined 5.2% QoQ (up 1.2% YoY), due to
softer orders received in recent quarters. However, the
revenue decline was less than expected.
Operational performance
• EBIT1 margin declined in line with lower volume and cost
coverage, partially offset by strong projects margin due
to improved project control and mix.
Outlook
• Soft orders received for large projects and low level of the
order book are expected to negatively impact operating
performance for Poultry in 3Q24 compared to 2Q24.
• Project orders received expected to be materially
stronger in 2H24 building up the order book for gradual
improvement in operational performance in 4Q24 and
into 2025.
• Management continues to target margin expansion in the
medium term with further build up of the order book for
future revenue growth and operational improvement.
Marel
Poultry
Revenues
EUR 206.6m
EBIT1
15.6%
50%
of total revenues
12
204.1 203.3 197.1
218.0
206.6
2Q23 3Q23 4Q23 1Q24 2Q24
15.0%
14.2%
15.5%
16.0%
Revenues and EBIT1, quarterly
EUR m, %
Q2 2024
Notes: 1 Result from operations and EBITDA adjusted for PPA related costs, including depreciation and amortization,
acquisition related expenses and restructuring costs. In Q4 2023 and Q1 2024, result from operations is also adjusted
for one-off write-offs related to product portfolio rationalization.
15.6%
Improved operating performance despite
continued challenges in the market
environment, stable revenues QoQ and
EBIT improving on mix and cost control
Orders received
• Orders received improved in the quarter despite some shift
in orders. Market fundamentals in Pork are showing some
signs of improvement in some geographical areas however
the market environment for Beef continues to be
challenging.
• Current pipeline is soft and dependent on a few high-value
projects, and timing of conversion to orders continues to
remain uncertain.
Revenues
• Revenues were stable QoQ and down 5.3% YoY driven by
lower project revenues, while aftermarket revenues
remained resilient.
• Lower project revenues are a result of soft project orders
received in recent quarters and the low order book.
Operational performance
• EBIT1 margin improved QoQ as a result of better mix and
continued cost control initiatives.
Outlook
• Continued actions towards driving commercial activity and
build up of the order book with a focused portfolio of value-
added solutions, continued cost control and measures to
improve profitability.
• Management targets margin expansion in the medium-term
for Marel Meat, however the recovery will take time in light of
the continued challenging market environment for the meat
industry, in particular beef.
Marel
Meat
Revenues
EUR 102.7m
EBIT1
-0.7%
25%
of total revenues
13
108.4
103.9
119.1
102.0 102.7
2Q23 3Q23 4Q23 1Q24 2Q24
0.4%
1.3%
0.3%
-4.5%
Revenues and EBIT1, quarterly
EUR m, %
Q2 2024
Notes: 1 Result from operations and EBITDA adjusted for PPA related costs, including depreciation and amortization,
acquisition related expenses and restructuring costs. In Q4 2023 and Q1 2024, result from operations is also adjusted
for one-off write-offs related to product portfolio rationalization.
-0.7%
Weak performance in 2Q24 due to low
volume and soft order book, order outlook
is more positive for 2H24 and tailwind from
lower cost base
Orders received
• Orders received at a low level similar to 1Q24.
Fundamentals are improving in the salmon industry,
while the white fish segment is challenged.
• Outlook is more positive for 2H24 with increasing
commercial activity, although uncertainty around timing
continues to impact conversion to orders.
Revenues
• Revenues were up 8.8% QoQ and down 14.3% YoY,
where revenue growth QoQ was driven by higher
projects revenues.
Operational performance
• EBIT1 margin was negative in the quarter, driven by
lower project margins.
• Operating cost reductions are starting to flow through,
and further actions related to personnel and footprint
were taken in the quarter but largely offset by cost
overruns on a few projects.
Outlook
• Continued focus on improving profitability with increased
orders received and continued cost control.
• Management targets EBIT margin expansion for Marel
Fish in the medium-term, with actions to increase
commercial success to build up the order book and
margin enhancing actions, focused on operational
efficiency and cost savings including optimizing
manufacturing footprint.
Marel
Fish
Revenues
EUR 43.2m
EBIT1
-5.3%
10%
of total revenues
14
50.4
43.9
51.9
39.7
43.2
2Q23 3Q23 4Q23 1Q24 2Q24
-4.6%
-5.8%
0.9%
-5.6% -5.5%
Q2 2024
Revenues and EBIT1, quarterly
EUR m, %
Notes: 1 Result from operations and EBITDA adjusted for PPA related costs, including depreciation and amortization,
acquisition related expenses and restructuring costs. In Q4 2023 and Q1 2024, result from operations is also adjusted
for one-off write-offs related to product portfolio rationalization.
-5.3%
Good quarter with a healthy improvement
in operational performance, outlook and
pipeline remain solid
Orders received
• Strong increase in orders received in the quarter,
driven mainly in companion animal segment and the
Americas.
• Pipeline is solid, also with good opportunities outside
the Americas.
Revenues
• Revenues were up 25.8% QoQ in 2Q24 following a soft
1Q24, and up 4.0% YoY.
• Higher revenues mainly driven by growth in project
revenues while aftermarket revenues were stable QoQ.
Operational performance
• Higher EBIT1 margin driven by higher volumes and
strong margin due to mix.
Outlook
• Outlook remains solid for Marel Plant, Pet and Feed
with good opportunities in the pipeline and good
markets.
• Management’s expectations for PPF’s profitability is in
line with historical performance.
Marel Plant,
Pet and Feed
Notes: 1 Result from operations and EBITDA adjusted for PPA related costs, including depreciation and amortization,
acquisition related expenses and restructuring costs. In Q4 2023 and Q1 2024, result from operations is also adjusted
for one-off write-offs related to product portfolio rationalization.
Revenues
EUR 57.1m
EBIT1
14.4%
14%
of total revenues
15
54.9
47.8
75.0
45.4
57.1
2Q23 3Q23 4Q23 1Q24 2Q24
13.0% 11.5%
Q2 2024
Revenues and EBIT1, quarterly
EUR m, %
20.9%
10.6%
14.4%
16
Outlook and
key business
highlights
Arni Sigurdsson
Chief Executive Officer
17
Notes: 1 Result from operations and EBITDA adjusted for PPA related costs, including depreciation and amortization, acquisition related expenses and restructuring costs. In
Q4 2023 and Q1 2024, result from operations is also adjusted for one-off write-offs related to product portfolio rationalization. 2 Net debt (excluding lease liabilities) / Pro
forma LTM adjusted EBITDA (including recent acquisitions) excluding non-cash and one-off costs per Marel's credit agreement. 3 Capital expenditures excluding investments
in R&D and right of use assets.
2023 2024 Mid-term
Revenues 1,721m
Organic growth YoY % -4.2%
Low single digit
decline
Above
market growth
EBITDA1 217m
EBITDA1 % 12.6% 13-14% 18%+
EBIT1 153m
EBIT1 % 8.9% 9-10% 14%+
Financial outlook Order book
Build up of order book
to deliver strong
revenue growth
in the future
Leverage2
Focus on reaching
targeted capital
structure of 2-3x
net debt/EBITDA
CAPEX3
2-3%
Working capital
Continued
improvement
Assumptions
- Long-term average market growth of 4-6% annually.
- No material escalation of geopolitics or disruption in supply chain and logistics.
- Growth is not expected to be linear but based on opportunities and economic
fluctuations, operational results may vary from quarter to quarter.
- Effective tax rate of ~20%.
FY24 and mid-term outlook
18
First automated duck breast deboning
FHF-D
Mastering breast meat deboning
ATHENA
Reach the top of anatomic leg processing
ALPINE
Further strengthening our position in poultry
Marel Poultry has launched highly automated and digitized solutions that further strengthen our position in poultry processing,
with labor savings, providing high yields and consistent performance for better quality products
ATHENA is the basis of our overall approach to
breast meat valorization. Its superior positioning
and quality benefit downstream processes.
• The benchmark in deboning yield and quality end
products
• 6,000 products/hour capacity
• Individual, size-adaptive deboning
• Positions singulated products on the belt
• Saving labor at loading, harvesting and trimming
• Data-driven control via HMI or remotely
• Remote process monitoring
ALPINE provides high yields and consistent
performance with no need for skilled labor.
Remote process monitoring and data collection,
24/7 efficient remote support.
• Three technological patents will secure our market
position in leg processing, excluding competition for the
foreseeable future
• Consistent, high-yield performance, 7,200
products/hour capacity
• A crucial module in the ACM cut-up system
• Separates the back half of the chicken into two
anatomic legs and a backpiece
• Handles exceptionally wide in-flock variations
FHF-D is the first start-to-end automated solution
in the duck market to harvest the breast fillet,
including the tenderloin, from the front half.
• Modular system unrivaled yield in top-quality end
products with unbeatable versatility
• 2,500 products/hour capacity
• 100% constant automated quality production, less
dependency on skilled workers, who deliver varying
results
• Handles a wide range of front-half weights
• Smooth connection with automated duck cut-up system
with one manual step: placing the front half on the
product carrier
19
Update on JBT’s
offer launch
Arni Sigurdsson
Chief Executive Officer
20
Update on JBT’s offer launch
JBT launched formal offer for all shares in Marel on 24 June, the Marel Board unanimously supports the offer, including the
price and other terms thereto, and recommends that the Marel shareholders accept the offer and tender their shares
• Voluntary takeover offer of EUR 3.60 per Marel
share launched in June, with an average mix of
~65% JBT stock and ~35% in cash, resulting in
Marel shareholders owning approximately 38
percent of the combined company
• Positive recommendation from Marel Board of
Directors, fairness opinions obtained from J.P.
Morgan and Rabobank
• Offer period commenced on 24 June 2024 and
expires 2 September 2024, extension may be
requested if conditions have not been met,
pursuant to the Transaction Agreement
• Commitment to Marel’s heritage includes
secondary listing on NASDAQ Iceland,
proportional representation on the Board,
naming combined company JBT Marel
Corporation, and maintaining European
headquarters in Iceland and the Marel brand
commercially
• The combined company will remain listed on
the NYSE, and will seek a secondary listing on
Nasdaq Iceland effective as of completion of
the offer and Marel shareholders will be able to
elect Nasdaq Iceland listed shares of the
combined company
• Transaction is subject to customary conditions
including regulatory approvals, approval by
90% of Marel shareholders, and 50% approval
by JBT shareholders, and expected to close by
the end of 2024
Targeting to close transaction by year-end 2024, subject to approval by a majority vote of JBT stockholders, regulatory
approvals, at least 90% of the outstanding Marel shares being tendered by Marel shareholders, and satisfaction or waiver of
other closing conditions
21
Strong strategic rational for the JBT merger
Markets: Greater end market participation in resilient and growing food & beverage markets
1
Solutions: Compelling platform to accelerate growth by offering broader solutions and holistic
application knowledge, and leveraging R&D capabilities
2
Service: Increased customer focus and aftermarket revenue opportunities as scale of global sales
and service network will improve customer care reach and service levels
3
Digital: Complementary leading digital tools provide insights to optimize and improve customers’
operational efficiency, leading to reduced downtime events
4
Sustainability: Greater collective impact on sustainability with innovative customer solutions rooted
in reducing waste, energy efficiency, and improved food traceability
5
Talent: Tremendous combined talent representing the best in the industry, with deep knowledge in
technology, markets, and applications across various end markets
6
Scale: Enhanced operational scale expected to generate meaningful value creation through
operational efficiencies and cost synergies together with revenue synergies from cross-selling,
enhanced service, and an overall improved value proposition
7
22
Q&A
Arni Sigurdsson
Chief Executive Officer
Sebastiaan Boelen
Chief Financial Officer
Investor Relations
Contact us
+354 563 8001
IR@marel.com
@MarelGlobal
Follow us and join the conversation
Marel
@Marel_IR / $MAREL
Tinna Molphy
Director of Investor Relations
Marino Jakobsson
Investor Relations
Ellert Gudjonsson
Investor Relations
23
24
Appendix
25
Income statement
EUR m
Revenues
EUR 415m
Gross profit
EUR 153m, or 36.9% of revenues
Adjusted EBIT
EUR 38m, or 9.1% of revenues
Net result
EUR 2.1m, or 0.5% of revenues
Income
statement 2Q24 Condensed Consolidated Interim Financial Statements Q2 2024
Q2 2024 Of Revenues Q2 2023 Of Revenues Change
Revenues 415.2 422.4 -1.7%
Cost of sales (262.0) (274.2) -4.4%
Gross profit 153.2 36.9% 148.2 35.1% +3.4%
Selling and marketing expenses (59.9) 14.4% (56.4) 13.4% +6.2%
General and administrative expenses (28.3) 6.8% (31.5) 7.5% -10.2%
Research and development expenses (27.3) 6.6% (26.5) 6.3% +3.0%
Adjusted result from operations1 37.7 9.1% 33.8 8.0% +11.5%
Non-IFRS adjustments (14.2) (16.7) -15.0%
Result from operations 23.5 5.7% 17.1 4.0% +37.4%
Net finance costs (20.2) (11.7) +72.6%
Share of result of associates (0.1) (0.2) -50.0%
Impairment loss of associates
3.2 5.2 -38.5%
Result before income tax
Income tax (1.1) (2.1) -47.6%
Net result 2.1 0.5% 3.1 0.7% -32.3%
Notes: 1 Result from operations adjusted for PPA related costs, including depreciation and amortization, acquisition related expenses and restructuring costs.
26
Assets
EUR m
Inventories decrease by EUR 6.4m between quarters.
Trade receivables increased by EUR 12.6m and
contract assets decreased by EUR 9.6m in the
quarter, mainly due to timing of invoicing of projects.
Balance sheet:
Assets Condensed Consolidated Interim Financial Statements Q2 2024
30/06 2024 31/12 2023 Change
Property, plant and equipment 339.0 345.8 -2.0%
Right of use assets 37.2 39.3 -5.3%
Goodwill 863.6 859.0 +0.5%
Intangible assets 534.9 541.2 -1.2%
Equity-accounted investees 3.6 3.3 +9.1%
Other non-current financial assets 3.7 3.5 +5.7%
Derivative financial instruments 1.6 0.6 +166.7%
Deferred income tax assets 42.7 38.9 +9.8%
Non-current assets 1,826.3 1,831.6 -0.3%
Inventories 341.0 352.5 -3.3%
Contract assets 35.2 36.3 -3.0%
Trade receivables 209.1 215.2 -2.8%
Derivative financial instruments 2.1 1.1 +90.9%
Current income tax receivables 8.3 7.3 +13.7%
Other receivables and prepayments 89.0 85.9 +3.6%
Cash and cash equivalents 29.7 69.9 -57.5%
Current assets 714.4 768.2 -7.0%
Total assets 2,540.7 2,599.8 -2.3%
27
Equity and liabilities
EUR m
Borrowings increased by EUR 42.8m in the quarter.
Net interest bearing debt up by EUR 49.0m in the
quarter due to unfavorable working capital
movements.
Contract liabilities decreased by EUR 45.8m in 2Q24
with lower project orders received.
Trade and other payables decreased by EUR 19.2m
in 2Q24.
Balance sheet:
Equity and liabilities Condensed Consolidated Interim Financial Statements Q2 2024
30/06 2024 31/12 2023 Change
Group equity 1,045.0 1,041.6 +0.3%
Borrowings 843.7 819.8 +2.9%
Lease liabilities 29.1 29.8 -2.3%
Deferred income tax liabilities 86.1 84.9 +1.4%
Provisions 5.6 5.5 +1.8%
Other payables 2.7 2.7 -
Derivative financial instruments 0.3 3.4 -44.1%
Non-current liabilities 967.5 946.1 -1.9%
Contract liabilities 216.6 295.0 -26.6%
Trade and other payables 288.8 290.4 -0.6%
Derivative financial instruments 1.1 0.6 +83.3%
Current income tax liabilities - 4.9 -100.0%
Borrowings 0.0 0.0 -
Lease liabilities 11.0 11.2 -1.8%
Provisions 10.7 10.0 +7.0%
Current liabilities 528.2 612.1 -13.7%
Total liabilities 1,495.7 1,558.2 -4.0%
Total equity and liabilities 2,540.7 2,599.8 -2.3%
28
Maturity profile 30 June 20241
EUR m
Good covenant headroom and liquidity going into 2024
As of 30 June 2024, interest bearing debt amounted
to EUR 843.7m net of capitalized finance charges and
excluding lease liabilities.
Marel has the following main funding facilities in
place:
• EUR 700m Revolving Credit Facility (RCF)
maturing in 2027
• EUR 18.5m Schuldschein notes maturing in 2025
• USD 300m term loan maturing in 2025 with two
one-year extension options subject to lenders
approval
• EUR 150m term loan maturing in 2025 two one-
year extension options subject to lenders
approval
Marel credit agreements contain restrictive covenants,
relating to interest cover and leverage.
At 30 June 2024, Marel complies with all restrictive
covenants relating to interest cover and leverage.
The leverage covenant is 4.5x in 2Q24 with linear
stepdown to 4.0x for 4Q24.
Liquidity as of 30 June 2024 amounts to EUR 327.6m,
consisting of cash on hand (EUR 29.7m) and
committed credit facilities maturing in more than one
year (EUR 297.8m).
Debt
profile
453
391
<1 year 1-2 years 2-3 years 3-4 years >4 years
0 0 0
Leverage development
Currency split
%
Fixed-floating profile
%
Notes: 1 Net of capitalized finance charges and excluding lease liabilities.
Based on debt
profile 30 June
2024
43%
at variable
rate
57%
at fixed
rate
Aim to have 50–70% of core
debt fixed for 3-5 years
Currently 57% of core debt is
fixed, where core debt is
comprised of: USD 300m term
loan, EUR 150m term loan
and EUR 200m of revolver
Based on debt
profile 30 June
2024
40%
USD
60%
EUR
0.1%
Other
Currency split in borrowings
closely matches Marel’s
revenue profile
3.4x 3.5x 3.5x
3.8x 3.9x
2Q23 3Q23 4Q23 1Q24 2Q24
29
Non-IFRS adjustments are made up of:
I. Purchase Price Allocation (PPA) related
charges, non-cash
- Inventory uplift related PPA charges
- Depreciation and amortization of acquisition
related tangible and intangible assets
II. Acquisition related expenses include fees
paid as part of an acquisition process,
whether the process resulted in an acquisition
or not
- Legal, consultancy, and contingent
payments
III. Restructuring costs
- One-off costs related to profit improvement
initiatives
IV. Other in 4Q23 and 1Q24 are impairment
charges due to product portfolio
rationalization
In 2Q24, PPA related charges were EUR 6.9m.
Quarterly PPA related charges expected to be EUR
~7.0m in coming quarters.
Non-IFRS
adjustments Non-IFRS adjustments on EBIT and EBITDA
2Q24 1Q24 4Q23 3Q23 2Q23
PPA related charges 6.9 6.7 6.8 6.8 12.1
Acquisition related expenses 3.9 8.1 1.1 0.4 0.7
Restructuring costs 3.4 4.4 2.0 1.5 3.9
Other – portfolio rationalization - 1.7 7.1 - -
Total non-IFRS adjustments 14.2 20.9 17.0 8.7 16.7
Adjusted EBIT reconciliation
EBIT 23.5 11.9 25.8 27.6 17.1
PPA related charges 6.9 6.7 6.8 6.8 12.1
Inventory uplift related PPA charges - - - - 5.2
Depreciation and amortization of other acquisition related assets 6.9 6.7 6.8 6.8 6.9
Acquisition related expenses 3.9 8.1 1.1 0.4 0.7
Restructuring costs 3.4 4.4 2.0 1.5 3.9
Other - 1.7 7.1 - -
Adjusted EBIT 37.7 32.8 42.8 36.3 33.8
Adjusted EBITDA reconciliation
EBITDA 48.2 35.6 54.8 50.2 40.1
Inventory uplift related PPA charges - - - - 5.2
Acquisition related expenses 3.9 8.1 1.1 0.4 0.7
Restructuring cost 1.7 4.4 2.0 1.5 3.9
Other - - 1.0 - -
Adjusted EBITDA 53.8 48.1 58.9 52.1 49.9
Non-IFRS adjustments breakdown
EUR m
30
Disclaimer
Forward-looking statements
Statements in this press release that are not based on historical facts are
forward-looking statements. Although such statements are based on
management’s current estimates and expectations, forward-looking
statements are inherently uncertain.
We therefore caution the reader that there are a variety of factors that
could cause business conditions and results to differ materially from what
is contained in our forward-looking statements, and that we do not
undertake to update any forward-looking statements.
All forward-looking statements are qualified in their entirety by this
cautionary statement.
Statements regarding market share, including those regarding Marel’s
competitive position, are based on outside sources such as research institutes,
industry and dealer panels in combination with management estimates.
Where information is not yet available to Marel, those statements may also be
based on estimates and projections prepared by outside sources or
management. Rankings are based on sales unless otherwise stated.
Market share data
31
Thank you

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Marel Q2 2024 Investor Presentation from July 24, 2024

  • 1. Q2 2024 Investor meeting 25 July 2024 Arni Sigurdsson Chief Executive Officer Sebastiaan Boelen Chief Financial Officer
  • 2. Sebastiaan Boelen Chief Financial Officer Arni Sigurdsson Chief Executive Officer Meet the Marel team
  • 3. 3 2Q24 financial performance EBIT of 9.1% improving QoQ and YoY, continued focus on cost discipline Soft quarter in terms of orders received and order book at 32% of TTM revenues Focus on buildup of order book to drive revenue growth and improved operational performance 2 Outlook and key business highlights Offer launched on 24 June 2024, expected to close by the end of 2024 Compelling strategic rationale behind combination for shareholders and wider stakeholders Positive recommendation by the Board of Directors JBT offer launch for all shares in Marel 2024 outlook revision, due to soft orders received Improving market fundamentals, although short-term uncertainty remains New and successful product launches in Marel Poultry Key points to cover today
  • 5. 5 EBIT margin of 9.1% in 2Q24, improving both QoQ and YoY. Soft orders received with book-to-bill ratio of 0.95 and order book at 32% of trailing twelve months revenues. Orders received expected to build up in 2H24 based on improving market outlook and customer sentiment. Order book needs to build up to deliver necessary revenue growth and improved operational performance. Cost discipline with ongoing actions to lower cost base, focused on operational efficiency, optimizing footprint and personnel. Leverage increased to 3.9x mainly due to unfavorable working capital development, leverage covenant of 4.5x in 2Q24. Outlook for full-year 2024 revised to 9-10% EBIT, 13-14% EBITDA and revenue decline of low single digits. Executive summary Q2 2024 Financial highlights Revenues EUR m Orders received EUR m Order book EUR m EBIT1 margin % 575 562 580 560 539 2Q23 3Q23 4Q23 1Q24 2Q24 8.0 9.0 9.6 7.9 9.1 2Q23 3Q23 4Q23 1Q24 2Q24 407 391 466 393 393 2Q23 3Q23 4Q23 1Q24 2Q24 422 404 448 413 415 2Q23 3Q23 4Q23 1Q24 2Q24 EBITDA1 margin % Free cash flow2 EUR m -6.1 32.4 83.4 11.2 -22.0 2Q23 3Q23 4Q23 1Q24 2Q24 11.8 12.9 13.1 11.7 13.0 2Q23 3Q23 4Q23 1Q24 2Q24 Notes: 1 Result from operations and EBITDA adjusted for PPA related costs, including depreciation and amortization, acquisition related expenses and restructuring costs. In Q4 2023 and Q1 2024, result from operations is also adjusted for one-off write-offs related to product portfolio rationalization. 2 Free cash flow defined as cash generated from operating activities less taxes paid and net investments in PP&E and intangible assets.
  • 6. 0 50 100 150 200 250 300 350 400 450 500 6 Revenues and order evolution EUR m 2019 2020 2021 2022 Orders received EUR 393.4m, up 0.2% QoQ and down 3.2% YoY Poultry had a soft quarter, mainly due to timing and orders shifting to 2H24, orders in PPF improved significantly QoQ, and meat and fish showed some improvement. Short-term uncertainty remains due to persistent inflation, high-interest rate environment and rising geopolitical tensions, and time to secure down payments and provide financial security on orders continues to take longer. Market fundamentals are improving on the back of robust commercial campaigns and trade-show activity, outlook improving and pick up expected in 2H24. Revenues EUR 415.2m, up 0.6% QoQ and down 1.0% YoY Revenues declined YoY due to low project revenues resulting from low orders received in the recent quarters and soft order book. Project revenues at EUR 214.2m in 2Q24, up 3.5% QoQ and down 4.5% YoY (1Q24: 206.9m, 2Q23: 224.4m). In comparison, average quarterly project revenues in the past 8 quarters were approximately EUR 240m per quarter, or 11% higher than 2Q24. Orders received Revenues 2023 Orders received and revenues Soft orders received with book-to-bill ratio of 0.95, orders expected to build up in 2H24 on improved market outlook 2024
  • 7. 0 100 200 300 400 500 600 700 800 900 7 Recurring aftermarket revenues1 EUR m, trailing twelve months (TTM) Recurring aftermarket revenues EUR 201.0m, down 2.3% QoQ and up 1.5% YoY Recurring aftermarket revenues still showing good momentum, reflecting Marel’s strong focus on quality service and focus on being a trusted maintenance partner. Strong CAGR growth of 12.7% in aftermarket revenues 2019-2Q24. A landmark investment for Marel, the new Global Distribution Center (GDC) in Eindhoven was opened in June with the move of the first warehouse. The GDC will be instrumental in automating and digitizing the spare parts delivery model to improve efficiency and shortening lead times as it is filled and becomes fully operational. Aftermarket revenues Recurring aftermarket revenues above EUR 800 million trailing twelve months Notes: 1 Aftermarket revenues are comprised of revenues from services and spare parts. 2019 2020 2021 2022 2023 2024
  • 8. 0% 2% 4% 6% 8% 10% 12% 14% 16% 18% 20% 0 50 100 150 200 250 300 350 400 450 500 8 EBITDA1 and EBIT1 development EUR m Continued focus on priorities introduced in 2024, centered around delivery of improved performance. Focus has been on business priorities, e.g. created opportunity- focused teams to convert pipeline into orders, adapted the go-to-market strategy to increase focus on small to medium customers; revamped our software product portfolio after simplifying it from a commercial and technical standpoint. Further cost initiatives actioned include footprint rationalization, lower personnel cost and hiring freeze, and improved control on non-product related spend. Gross profit Gross profit margin improved QoQ due to better mix in both projects and aftermarket, as well as better efficiency, and was at 36.9% in the quarter (1Q24: 36.0%, 2Q23: 35.1%). Gross profit of EUR 153.2m improving compared to prior quarters (1Q24: 148.7m, 2Q23: 148.2m). Operating expenses (OPEX) OPEX amounted to EUR 115.5m in the quarter (1Q24: 115.9m, 2Q23: 114.4m). Continued focus on improvement efforts and cost discipline across the business, personnel and non-product related spend. OPEX as a percentage of revenues in 2Q24 was 27.8% (1Q24: 28.1%, 2Q23: 27.1%). EBIT EBIT1 in 1Q24 was EUR 37.7m in absolute terms (1Q24: 32.8m, 2Q23: 33.8m), translating to an EBIT1 margin of 9.1% (1Q24: 7.9%, 2Q23: 8.0%). EBIT1 margin % EBITDA1 margin % Revenues Operational performance Notes: 1 Result from operations and EBITDA adjusted for PPA related costs, including depreciation and amortization, acquisition related expenses and restructuring costs. In Q4 2023 and Q1 2024, result from operations is also adjusted for one-off write-offs related to product portfolio rationalization. 2019 2020 2021 2022 2023 2024 EBIT improving sequentially to 9.1%, continued cost discipline
  • 9. Revenues by business mix % Revenues by segments % Revenues by geography % 9 Diversified revenue base Notes: 1 Equipment revenues are comprised of revenues from greenfield and large projects, standard equipment and modernization equipment, and related installations. 2 Aftermarket revenues are comprised of revenues from services and spare parts. 13% 14% 12% 10% 26% 25% 48% 50% 2Q23 2Q24 Poultry Meat Fish Plant, Pet and Feed Other 10% 8% 42% 42% 48% 50% 2Q23 2Q24 Europe, Middle East and Africa Americas Asia and Oceania 47% 48% 53% 52% 2Q23 2Q24 Equipment1 Aftermarket2 Well diversified revenue structure across business segments, geographies and business mix
  • 10. 10 Revenues and order evolution EUR m Order book EUR 538.5m (1Q24: 560.3m, 2Q23: 574.5m). Order book at quarter-end was soft at 32.1% of trailing twelve months revenues (1Q24: 33.2%, 2Q23: 31.7%) and book-to-bill of 0.95 in the quarter (1Q24: 0.95, 2Q23: 0.96), resulting from low project orders received. Marel’s order book consists of orders that have been signed and financially secured with down payments and/or letters credit. Vast majority of the order book are greenfield and projects, while spare parts and standard equipment run faster through the system. Low customer concentration with no customer accounting for more than 5% of total annual revenues. Order book development 416 1,502 1,361 569 1,734 1,709 675 1,626 1,721 580 393 413 560 393 415 539 2020 2021 2022 2023 1Q24 2Q24 Order book Orders received Order book % TTM revenues 34% 42% 40% 34% 33% 32% Book-to-bill ratio 1.00 1.10 1.01 0.94 0.95 0.95 1 Revenues Notes: 1 Including acquired order book of TREIF of EUR 5m. 2 Including acquired order book of Curio, PMJ and Valka of EUR 12m. 3 Including acquired order book of Wenger and Sleegers of EUR 81m. 2 3 Soft order book of EUR 539 million or 32% of trailing twelve- month revenues
  • 11. 11 Cash flow bridge Q2 2024 EUR m Operating cash flow Operating cash flow was EUR -4.0m (1Q24: 26.2m, 2Q23: 27.1m). Operating cash flow contracted in the quarter mainly attributable to timing of accounts receivables and lower net contract liabilities due to book-to-bill ratio below one or 0.95. CAPEX1 was EUR 5.6m (1Q24: 6.6m, 2Q23: 15.4m), or 1.3% of revenues in the quarter (1Q24: 1.6%, 2Q23: 3.6%), below a normalized level of 2-3% due to focus on cash flow after a period of elevated CAPEX levels into strategic investments in prior years. Free cash flow2 was negative by EUR 22.0m in the quarter (1Q24: 11.2m, 2Q23: -6.1m). Net interest bearing debt up by EUR 49.0m in the quarter due to unfavorable working capital movements. Leverage Leverage3 increased to 3.9x, and increased QoQ due to higher net debt. The leverage covenant is 4.5x in 2Q24 with linear stepdown to 4.0x for 4Q24. Liquidity as of 30 June 2024 amounts to EUR 327.6m consisting of cash on hand (EUR 29.7m) and committed credit facilities maturing in more than one year (EUR 297.8m). Cash flow bridge 23.5 -4.0 -22.0 25.5 -8.5 -9.5 -13.8 -6.2 -6.1 EBIT Non cash items -53.0 Changes in working capital Cash from operating activities bef. int. & tax Taxes paid Investing activities Free cash flow2 Net interest paid Dividends paid Other items 4 Increase in net debt -48.1 Notes: 1 Capital expenditures excluding investments in R&D and right of use assets. 2 Free cash flow defined as cash generated from operating activities less taxes paid and net investments in PP&E and intangible assets. 3 Net debt (excluding lease liabilities) / Pro forma LTM adjusted EBITDA (including recent acquisitions) excluding non-cash and one-off costs per Marel's credit agreements. 4 Currency effect, change in capitalized finance charges and movement in lease liabilities. Operating cash flow mainly impacted by unfavorable movements in working capital
  • 12. Revenues and EBIT above expectations, soft project orders in past quarters expected to impact 3Q24. Healthy pipeline to support order growth in 2H24 Orders received • Soft orders received in 2Q24 mainly due to orders shifting between quarters as customers are taking longer to discuss scope and making a final decision. Market fundamentals continue to improve and pipeline is healthy for 2H24. Revenues • Revenues declined 5.2% QoQ (up 1.2% YoY), due to softer orders received in recent quarters. However, the revenue decline was less than expected. Operational performance • EBIT1 margin declined in line with lower volume and cost coverage, partially offset by strong projects margin due to improved project control and mix. Outlook • Soft orders received for large projects and low level of the order book are expected to negatively impact operating performance for Poultry in 3Q24 compared to 2Q24. • Project orders received expected to be materially stronger in 2H24 building up the order book for gradual improvement in operational performance in 4Q24 and into 2025. • Management continues to target margin expansion in the medium term with further build up of the order book for future revenue growth and operational improvement. Marel Poultry Revenues EUR 206.6m EBIT1 15.6% 50% of total revenues 12 204.1 203.3 197.1 218.0 206.6 2Q23 3Q23 4Q23 1Q24 2Q24 15.0% 14.2% 15.5% 16.0% Revenues and EBIT1, quarterly EUR m, % Q2 2024 Notes: 1 Result from operations and EBITDA adjusted for PPA related costs, including depreciation and amortization, acquisition related expenses and restructuring costs. In Q4 2023 and Q1 2024, result from operations is also adjusted for one-off write-offs related to product portfolio rationalization. 15.6%
  • 13. Improved operating performance despite continued challenges in the market environment, stable revenues QoQ and EBIT improving on mix and cost control Orders received • Orders received improved in the quarter despite some shift in orders. Market fundamentals in Pork are showing some signs of improvement in some geographical areas however the market environment for Beef continues to be challenging. • Current pipeline is soft and dependent on a few high-value projects, and timing of conversion to orders continues to remain uncertain. Revenues • Revenues were stable QoQ and down 5.3% YoY driven by lower project revenues, while aftermarket revenues remained resilient. • Lower project revenues are a result of soft project orders received in recent quarters and the low order book. Operational performance • EBIT1 margin improved QoQ as a result of better mix and continued cost control initiatives. Outlook • Continued actions towards driving commercial activity and build up of the order book with a focused portfolio of value- added solutions, continued cost control and measures to improve profitability. • Management targets margin expansion in the medium-term for Marel Meat, however the recovery will take time in light of the continued challenging market environment for the meat industry, in particular beef. Marel Meat Revenues EUR 102.7m EBIT1 -0.7% 25% of total revenues 13 108.4 103.9 119.1 102.0 102.7 2Q23 3Q23 4Q23 1Q24 2Q24 0.4% 1.3% 0.3% -4.5% Revenues and EBIT1, quarterly EUR m, % Q2 2024 Notes: 1 Result from operations and EBITDA adjusted for PPA related costs, including depreciation and amortization, acquisition related expenses and restructuring costs. In Q4 2023 and Q1 2024, result from operations is also adjusted for one-off write-offs related to product portfolio rationalization. -0.7%
  • 14. Weak performance in 2Q24 due to low volume and soft order book, order outlook is more positive for 2H24 and tailwind from lower cost base Orders received • Orders received at a low level similar to 1Q24. Fundamentals are improving in the salmon industry, while the white fish segment is challenged. • Outlook is more positive for 2H24 with increasing commercial activity, although uncertainty around timing continues to impact conversion to orders. Revenues • Revenues were up 8.8% QoQ and down 14.3% YoY, where revenue growth QoQ was driven by higher projects revenues. Operational performance • EBIT1 margin was negative in the quarter, driven by lower project margins. • Operating cost reductions are starting to flow through, and further actions related to personnel and footprint were taken in the quarter but largely offset by cost overruns on a few projects. Outlook • Continued focus on improving profitability with increased orders received and continued cost control. • Management targets EBIT margin expansion for Marel Fish in the medium-term, with actions to increase commercial success to build up the order book and margin enhancing actions, focused on operational efficiency and cost savings including optimizing manufacturing footprint. Marel Fish Revenues EUR 43.2m EBIT1 -5.3% 10% of total revenues 14 50.4 43.9 51.9 39.7 43.2 2Q23 3Q23 4Q23 1Q24 2Q24 -4.6% -5.8% 0.9% -5.6% -5.5% Q2 2024 Revenues and EBIT1, quarterly EUR m, % Notes: 1 Result from operations and EBITDA adjusted for PPA related costs, including depreciation and amortization, acquisition related expenses and restructuring costs. In Q4 2023 and Q1 2024, result from operations is also adjusted for one-off write-offs related to product portfolio rationalization. -5.3%
  • 15. Good quarter with a healthy improvement in operational performance, outlook and pipeline remain solid Orders received • Strong increase in orders received in the quarter, driven mainly in companion animal segment and the Americas. • Pipeline is solid, also with good opportunities outside the Americas. Revenues • Revenues were up 25.8% QoQ in 2Q24 following a soft 1Q24, and up 4.0% YoY. • Higher revenues mainly driven by growth in project revenues while aftermarket revenues were stable QoQ. Operational performance • Higher EBIT1 margin driven by higher volumes and strong margin due to mix. Outlook • Outlook remains solid for Marel Plant, Pet and Feed with good opportunities in the pipeline and good markets. • Management’s expectations for PPF’s profitability is in line with historical performance. Marel Plant, Pet and Feed Notes: 1 Result from operations and EBITDA adjusted for PPA related costs, including depreciation and amortization, acquisition related expenses and restructuring costs. In Q4 2023 and Q1 2024, result from operations is also adjusted for one-off write-offs related to product portfolio rationalization. Revenues EUR 57.1m EBIT1 14.4% 14% of total revenues 15 54.9 47.8 75.0 45.4 57.1 2Q23 3Q23 4Q23 1Q24 2Q24 13.0% 11.5% Q2 2024 Revenues and EBIT1, quarterly EUR m, % 20.9% 10.6% 14.4%
  • 16. 16 Outlook and key business highlights Arni Sigurdsson Chief Executive Officer
  • 17. 17 Notes: 1 Result from operations and EBITDA adjusted for PPA related costs, including depreciation and amortization, acquisition related expenses and restructuring costs. In Q4 2023 and Q1 2024, result from operations is also adjusted for one-off write-offs related to product portfolio rationalization. 2 Net debt (excluding lease liabilities) / Pro forma LTM adjusted EBITDA (including recent acquisitions) excluding non-cash and one-off costs per Marel's credit agreement. 3 Capital expenditures excluding investments in R&D and right of use assets. 2023 2024 Mid-term Revenues 1,721m Organic growth YoY % -4.2% Low single digit decline Above market growth EBITDA1 217m EBITDA1 % 12.6% 13-14% 18%+ EBIT1 153m EBIT1 % 8.9% 9-10% 14%+ Financial outlook Order book Build up of order book to deliver strong revenue growth in the future Leverage2 Focus on reaching targeted capital structure of 2-3x net debt/EBITDA CAPEX3 2-3% Working capital Continued improvement Assumptions - Long-term average market growth of 4-6% annually. - No material escalation of geopolitics or disruption in supply chain and logistics. - Growth is not expected to be linear but based on opportunities and economic fluctuations, operational results may vary from quarter to quarter. - Effective tax rate of ~20%. FY24 and mid-term outlook
  • 18. 18 First automated duck breast deboning FHF-D Mastering breast meat deboning ATHENA Reach the top of anatomic leg processing ALPINE Further strengthening our position in poultry Marel Poultry has launched highly automated and digitized solutions that further strengthen our position in poultry processing, with labor savings, providing high yields and consistent performance for better quality products ATHENA is the basis of our overall approach to breast meat valorization. Its superior positioning and quality benefit downstream processes. • The benchmark in deboning yield and quality end products • 6,000 products/hour capacity • Individual, size-adaptive deboning • Positions singulated products on the belt • Saving labor at loading, harvesting and trimming • Data-driven control via HMI or remotely • Remote process monitoring ALPINE provides high yields and consistent performance with no need for skilled labor. Remote process monitoring and data collection, 24/7 efficient remote support. • Three technological patents will secure our market position in leg processing, excluding competition for the foreseeable future • Consistent, high-yield performance, 7,200 products/hour capacity • A crucial module in the ACM cut-up system • Separates the back half of the chicken into two anatomic legs and a backpiece • Handles exceptionally wide in-flock variations FHF-D is the first start-to-end automated solution in the duck market to harvest the breast fillet, including the tenderloin, from the front half. • Modular system unrivaled yield in top-quality end products with unbeatable versatility • 2,500 products/hour capacity • 100% constant automated quality production, less dependency on skilled workers, who deliver varying results • Handles a wide range of front-half weights • Smooth connection with automated duck cut-up system with one manual step: placing the front half on the product carrier
  • 19. 19 Update on JBT’s offer launch Arni Sigurdsson Chief Executive Officer
  • 20. 20 Update on JBT’s offer launch JBT launched formal offer for all shares in Marel on 24 June, the Marel Board unanimously supports the offer, including the price and other terms thereto, and recommends that the Marel shareholders accept the offer and tender their shares • Voluntary takeover offer of EUR 3.60 per Marel share launched in June, with an average mix of ~65% JBT stock and ~35% in cash, resulting in Marel shareholders owning approximately 38 percent of the combined company • Positive recommendation from Marel Board of Directors, fairness opinions obtained from J.P. Morgan and Rabobank • Offer period commenced on 24 June 2024 and expires 2 September 2024, extension may be requested if conditions have not been met, pursuant to the Transaction Agreement • Commitment to Marel’s heritage includes secondary listing on NASDAQ Iceland, proportional representation on the Board, naming combined company JBT Marel Corporation, and maintaining European headquarters in Iceland and the Marel brand commercially • The combined company will remain listed on the NYSE, and will seek a secondary listing on Nasdaq Iceland effective as of completion of the offer and Marel shareholders will be able to elect Nasdaq Iceland listed shares of the combined company • Transaction is subject to customary conditions including regulatory approvals, approval by 90% of Marel shareholders, and 50% approval by JBT shareholders, and expected to close by the end of 2024 Targeting to close transaction by year-end 2024, subject to approval by a majority vote of JBT stockholders, regulatory approvals, at least 90% of the outstanding Marel shares being tendered by Marel shareholders, and satisfaction or waiver of other closing conditions
  • 21. 21 Strong strategic rational for the JBT merger Markets: Greater end market participation in resilient and growing food & beverage markets 1 Solutions: Compelling platform to accelerate growth by offering broader solutions and holistic application knowledge, and leveraging R&D capabilities 2 Service: Increased customer focus and aftermarket revenue opportunities as scale of global sales and service network will improve customer care reach and service levels 3 Digital: Complementary leading digital tools provide insights to optimize and improve customers’ operational efficiency, leading to reduced downtime events 4 Sustainability: Greater collective impact on sustainability with innovative customer solutions rooted in reducing waste, energy efficiency, and improved food traceability 5 Talent: Tremendous combined talent representing the best in the industry, with deep knowledge in technology, markets, and applications across various end markets 6 Scale: Enhanced operational scale expected to generate meaningful value creation through operational efficiencies and cost synergies together with revenue synergies from cross-selling, enhanced service, and an overall improved value proposition 7
  • 22. 22 Q&A Arni Sigurdsson Chief Executive Officer Sebastiaan Boelen Chief Financial Officer
  • 23. Investor Relations Contact us +354 563 8001 IR@marel.com @MarelGlobal Follow us and join the conversation Marel @Marel_IR / $MAREL Tinna Molphy Director of Investor Relations Marino Jakobsson Investor Relations Ellert Gudjonsson Investor Relations 23
  • 25. 25 Income statement EUR m Revenues EUR 415m Gross profit EUR 153m, or 36.9% of revenues Adjusted EBIT EUR 38m, or 9.1% of revenues Net result EUR 2.1m, or 0.5% of revenues Income statement 2Q24 Condensed Consolidated Interim Financial Statements Q2 2024 Q2 2024 Of Revenues Q2 2023 Of Revenues Change Revenues 415.2 422.4 -1.7% Cost of sales (262.0) (274.2) -4.4% Gross profit 153.2 36.9% 148.2 35.1% +3.4% Selling and marketing expenses (59.9) 14.4% (56.4) 13.4% +6.2% General and administrative expenses (28.3) 6.8% (31.5) 7.5% -10.2% Research and development expenses (27.3) 6.6% (26.5) 6.3% +3.0% Adjusted result from operations1 37.7 9.1% 33.8 8.0% +11.5% Non-IFRS adjustments (14.2) (16.7) -15.0% Result from operations 23.5 5.7% 17.1 4.0% +37.4% Net finance costs (20.2) (11.7) +72.6% Share of result of associates (0.1) (0.2) -50.0% Impairment loss of associates 3.2 5.2 -38.5% Result before income tax Income tax (1.1) (2.1) -47.6% Net result 2.1 0.5% 3.1 0.7% -32.3% Notes: 1 Result from operations adjusted for PPA related costs, including depreciation and amortization, acquisition related expenses and restructuring costs.
  • 26. 26 Assets EUR m Inventories decrease by EUR 6.4m between quarters. Trade receivables increased by EUR 12.6m and contract assets decreased by EUR 9.6m in the quarter, mainly due to timing of invoicing of projects. Balance sheet: Assets Condensed Consolidated Interim Financial Statements Q2 2024 30/06 2024 31/12 2023 Change Property, plant and equipment 339.0 345.8 -2.0% Right of use assets 37.2 39.3 -5.3% Goodwill 863.6 859.0 +0.5% Intangible assets 534.9 541.2 -1.2% Equity-accounted investees 3.6 3.3 +9.1% Other non-current financial assets 3.7 3.5 +5.7% Derivative financial instruments 1.6 0.6 +166.7% Deferred income tax assets 42.7 38.9 +9.8% Non-current assets 1,826.3 1,831.6 -0.3% Inventories 341.0 352.5 -3.3% Contract assets 35.2 36.3 -3.0% Trade receivables 209.1 215.2 -2.8% Derivative financial instruments 2.1 1.1 +90.9% Current income tax receivables 8.3 7.3 +13.7% Other receivables and prepayments 89.0 85.9 +3.6% Cash and cash equivalents 29.7 69.9 -57.5% Current assets 714.4 768.2 -7.0% Total assets 2,540.7 2,599.8 -2.3%
  • 27. 27 Equity and liabilities EUR m Borrowings increased by EUR 42.8m in the quarter. Net interest bearing debt up by EUR 49.0m in the quarter due to unfavorable working capital movements. Contract liabilities decreased by EUR 45.8m in 2Q24 with lower project orders received. Trade and other payables decreased by EUR 19.2m in 2Q24. Balance sheet: Equity and liabilities Condensed Consolidated Interim Financial Statements Q2 2024 30/06 2024 31/12 2023 Change Group equity 1,045.0 1,041.6 +0.3% Borrowings 843.7 819.8 +2.9% Lease liabilities 29.1 29.8 -2.3% Deferred income tax liabilities 86.1 84.9 +1.4% Provisions 5.6 5.5 +1.8% Other payables 2.7 2.7 - Derivative financial instruments 0.3 3.4 -44.1% Non-current liabilities 967.5 946.1 -1.9% Contract liabilities 216.6 295.0 -26.6% Trade and other payables 288.8 290.4 -0.6% Derivative financial instruments 1.1 0.6 +83.3% Current income tax liabilities - 4.9 -100.0% Borrowings 0.0 0.0 - Lease liabilities 11.0 11.2 -1.8% Provisions 10.7 10.0 +7.0% Current liabilities 528.2 612.1 -13.7% Total liabilities 1,495.7 1,558.2 -4.0% Total equity and liabilities 2,540.7 2,599.8 -2.3%
  • 28. 28 Maturity profile 30 June 20241 EUR m Good covenant headroom and liquidity going into 2024 As of 30 June 2024, interest bearing debt amounted to EUR 843.7m net of capitalized finance charges and excluding lease liabilities. Marel has the following main funding facilities in place: • EUR 700m Revolving Credit Facility (RCF) maturing in 2027 • EUR 18.5m Schuldschein notes maturing in 2025 • USD 300m term loan maturing in 2025 with two one-year extension options subject to lenders approval • EUR 150m term loan maturing in 2025 two one- year extension options subject to lenders approval Marel credit agreements contain restrictive covenants, relating to interest cover and leverage. At 30 June 2024, Marel complies with all restrictive covenants relating to interest cover and leverage. The leverage covenant is 4.5x in 2Q24 with linear stepdown to 4.0x for 4Q24. Liquidity as of 30 June 2024 amounts to EUR 327.6m, consisting of cash on hand (EUR 29.7m) and committed credit facilities maturing in more than one year (EUR 297.8m). Debt profile 453 391 <1 year 1-2 years 2-3 years 3-4 years >4 years 0 0 0 Leverage development Currency split % Fixed-floating profile % Notes: 1 Net of capitalized finance charges and excluding lease liabilities. Based on debt profile 30 June 2024 43% at variable rate 57% at fixed rate Aim to have 50–70% of core debt fixed for 3-5 years Currently 57% of core debt is fixed, where core debt is comprised of: USD 300m term loan, EUR 150m term loan and EUR 200m of revolver Based on debt profile 30 June 2024 40% USD 60% EUR 0.1% Other Currency split in borrowings closely matches Marel’s revenue profile 3.4x 3.5x 3.5x 3.8x 3.9x 2Q23 3Q23 4Q23 1Q24 2Q24
  • 29. 29 Non-IFRS adjustments are made up of: I. Purchase Price Allocation (PPA) related charges, non-cash - Inventory uplift related PPA charges - Depreciation and amortization of acquisition related tangible and intangible assets II. Acquisition related expenses include fees paid as part of an acquisition process, whether the process resulted in an acquisition or not - Legal, consultancy, and contingent payments III. Restructuring costs - One-off costs related to profit improvement initiatives IV. Other in 4Q23 and 1Q24 are impairment charges due to product portfolio rationalization In 2Q24, PPA related charges were EUR 6.9m. Quarterly PPA related charges expected to be EUR ~7.0m in coming quarters. Non-IFRS adjustments Non-IFRS adjustments on EBIT and EBITDA 2Q24 1Q24 4Q23 3Q23 2Q23 PPA related charges 6.9 6.7 6.8 6.8 12.1 Acquisition related expenses 3.9 8.1 1.1 0.4 0.7 Restructuring costs 3.4 4.4 2.0 1.5 3.9 Other – portfolio rationalization - 1.7 7.1 - - Total non-IFRS adjustments 14.2 20.9 17.0 8.7 16.7 Adjusted EBIT reconciliation EBIT 23.5 11.9 25.8 27.6 17.1 PPA related charges 6.9 6.7 6.8 6.8 12.1 Inventory uplift related PPA charges - - - - 5.2 Depreciation and amortization of other acquisition related assets 6.9 6.7 6.8 6.8 6.9 Acquisition related expenses 3.9 8.1 1.1 0.4 0.7 Restructuring costs 3.4 4.4 2.0 1.5 3.9 Other - 1.7 7.1 - - Adjusted EBIT 37.7 32.8 42.8 36.3 33.8 Adjusted EBITDA reconciliation EBITDA 48.2 35.6 54.8 50.2 40.1 Inventory uplift related PPA charges - - - - 5.2 Acquisition related expenses 3.9 8.1 1.1 0.4 0.7 Restructuring cost 1.7 4.4 2.0 1.5 3.9 Other - - 1.0 - - Adjusted EBITDA 53.8 48.1 58.9 52.1 49.9 Non-IFRS adjustments breakdown EUR m
  • 30. 30 Disclaimer Forward-looking statements Statements in this press release that are not based on historical facts are forward-looking statements. Although such statements are based on management’s current estimates and expectations, forward-looking statements are inherently uncertain. We therefore caution the reader that there are a variety of factors that could cause business conditions and results to differ materially from what is contained in our forward-looking statements, and that we do not undertake to update any forward-looking statements. All forward-looking statements are qualified in their entirety by this cautionary statement. Statements regarding market share, including those regarding Marel’s competitive position, are based on outside sources such as research institutes, industry and dealer panels in combination with management estimates. Where information is not yet available to Marel, those statements may also be based on estimates and projections prepared by outside sources or management. Rankings are based on sales unless otherwise stated. Market share data