Phil Eyler
Analyst · Baird
Thank you, Yijing. Good morning, everyone. And thank you for joining us today. This morning we announced that we have entered into a definitive agreement to acquire Alfmeier’s Automotive Business. We're very excited about this transaction as it will create the largest global supplier of thermal and pneumatic seating comfort for the automotive industry. This transaction will expand Gentherm’s value proposition beyond thermal and comfort, health, wellness and energy efficiency. Before getting into the details of what this acquisition means for Gentherm, let me first provide a little background on the business that we're acquiring on slide 4. Alfmeier, a private company headquartered in Treuchtlingen, Germany, is an innovative market leader of automotive lumbar and massage Comfort Solutions. They're also a leading provider of advanced valve systems technology, integrated electronics and software. Importantly, they are a leader in seat comfort and wellness innovation, with a 50 year old culture of innovation that often puts them one generation ahead of the competition with respect to technology. This has resulted in a strong IT leadership position with more than 200 patents, including significant coverage for advanced Shape Memory Alloy technology or SMA. Alfmeier pioneered the use of SMA valve and pump actuator technology for all automotive seat comfort solutions, which delivers quiet, high speed pneumatic lumbar and massage performance. In addition to their leadership position in seat comfort solutions, Alfmeier is a global leader in high complexity, high reliability valves for automotive fluid systems. Alfmeier’s industry leading capabilities in valve technology has led to the development of the next generation in intelligent pneumatic seat comfort, called Pulse A, the proprietary Pulse A pneumatic system combines massage with high frequency pulsation, which can stimulate muscles and alleviate pain and tension. With approximately 2,200 employees and operations in five countries, Alfmeier’s automotive business that we are acquiring, generated EUR 232 million in revenue last year. Moving on to slide 5, let me talk briefly about the transaction itself, and then discuss in more detail what it means Gentherm. We will be acquiring the seat comfort solutions and fluid valve systems business of Alfmeier for EUR 177.5 million subjected to adjustments as set forth in the purchase agreement. We plan to fund this acquisition using a combination of current cash balances and our revolving credit facility. The transaction is expected to close in the third quarter of 2022, subject to regulatory approvals and other closing conditions. We're excited to offer more compelling and high value solutions across complementary customer relationships, leveraging the combined technologies, teams and capabilities. Gentherm sees an opportunity to integrate the highest performing comfort and wellness solutions in the most space efficient manner, which is especially important for electric vehicles that demand compact integrated designs. In addition to electric vehicles, the addition of the massage and lumbar business will further expand our value proposition from thermal to overall comfort and wellness for both luxury and high volume vehicles. Alfmeier has built a strong customer portfolio, especially with European OEMs. Some of the customers that we both serve are BMW, Volkswagen, Mercedes Benz, Ford, and large electric vehicle manufacturer. Similar to Gentherm, the majority of Alfmeier’s business is directly sourced by OEMs. With this transaction, we expect to be able to expand Alfmeier’s market share by capitalizing on Gentherm's terms market leading customer base, especially in North America and Asia. In addition to revenue synergies, we've identified significant cost savings opportunities through integration into our discipline management system, one that has been proven over the past few years, we expect to achieve approximately $10 million in annual run rate savings. Alfmeier’s industry leading expertise in air and liquid flow valve systems should also open additional growth opportunities for Gentherm’s climate sense and battery performance solutions. The fluid valve business has a leading market position, attractive margins and generate strong cash flow. Requiring minimal capital investment, the cash it generates can be used to invest in other growing opportunities for Gentherm. Bottom line, this transaction is well aligned with our mission to develop and deliver solutions that improve lives through comfort, health, wellness and energy efficiency by creating the largest global supplier of thermal and pneumatic comfort for the automotive market. Before I discuss the first quarter results, I'd like to give you a brief update on the situation in Ukraine. Our primary concern remains the safety and welfare of our colleagues and their families. Although, we've been working with our customers to transfer production of select products to other Gentherm facilities, and to build redundant manufacturing and tooling capacity, we're doing all possible to maintain employment status for our colleagues. In addition, we paid a special bonus to all Ukrainian employees of our manufacturing facility in recognition of their current challenges. As part of our humanitarian efforts, we also launched an employee donation program for the World Central Kitchen, and made matching company donations to provide meals to the local community and truckloads of essential supplies including water, food, blankets and other general supplies to those in need. At this time, we have not experienced any material impact to our production capacity, revenue or costs. The situation in Ukraine continues to be fluid and we're monitoring the situation closely. Now on to the quarter. In Q1, we faced the most significant challenge is to maintain our supply of semiconductors that we have experienced to date. Our manufacturing and supply chain teams worked around the clock to minimize the impact of global semiconductor shortages, along with the many other challenges resulting from volatile customer demand, escalating freight costs and material cost inflation. I'm proud of the team for remaining focused on execution and continuing to deliver for our customers and stakeholders. In fact, in February, we were recognized by Forbes Magazine as one of America's best midsize companies. Matteo will provide more detail about our first quarter financial results in a few minutes. Now, turning to automotive highlights on slide 6, in the first quarter, we launched our automotive solutions on 12 different vehicles across nine OEMs including Ford, General Motors, Mazda, Mercedes Benz and Renault. We continue to see momentum for our CCS product on both ICE and electric vehicles. In the first quarter, our CCS solutions were launched on the Cadillac Lyriq, EV, Honda NP1 and NS1 electric SUVs, Maserati Levantino Mazda CX 50, as well as the Mercedes-Benz SL-Class. In addition, we continue to make great progress on our proprietary climate sense, our software driven microclimate platform, using an algorithm based on thermo physiology. Climate sensor is a critical part of our long-term strategy and continues to gain interest from global OEMs. I'm pleased to announce that we have launched a new development project with a fourth OEM in Europe. In cold weather testing, we have achieved energy savings results in line with other development projects exceeding customer expectations. We continue to optimize the value proposition for electric vehicles by significantly reducing power consumption and increasing range in extreme temperatures, all while providing best-in-class passenger comfort. Now on to slide 7, where you can see that in the first quarter, we secured over $170 million in new program awards across 10 different customers. The award level is lower than prior quarters mainly as a result of lower quoting activity and delayed awards. The pipeline of opportunities remain strong for the remainder of the year. We won multiple CCS awards, including platform wins with the Acura ADX and Honda prologue through the Honda General Motors EV partnership. In addition, the Audi Q5, Cadillac Optiq EV, Hyundai Genesis GV70, Hyundai Kona, Volkswagen Cross Blue, as well as several Volkswagen vehicle platforms in China including [Magathone, Fasat, Sajita] and TIGUAN, of important note we won CCS award for the Chevrolet Silverado EV in the first quarter. This is on the heels of winning the Hummer EV Pickup, Ford F- 150 Lightning EV and Rivian R1T awards. We are capturing significant share in the all-electric truck market with our CCS solution. In the first quarter, we also received 5 Steering Wheel Heater awards across four OEMs including the Mercedes MSL platform vehicles, Nissan Juke, Toyota C-HR and Prius. In addition, we won a hands on detection enabled steering key award for Roewe RX9, SAIC's new flagship SUV. Our teams continue to transform our product lines to create value for the electric vehicle applications. I'm pleased to share that we won a High Voltage Cable award for hydrogen fuel cell electric semi-trucks in the first quarter. While our cable business has been traditionally concentrated on internal combustion vehicles, we've introduced high voltage cable solutions for plug in hybrid platforms across Jaguar and Land Rover on the full electric Rivian R1T and R1S trucks and now for the hydrogen fuel cell heavy duty trucks. As we continue to bring innovative solutions to our customers, Gentherm is well positioned to significantly increase content for vehicle as electric vehicles expand in the market. Now let's turn to slide 8 for a discussion of our medical business. Medical’s revenue grew 9% x FX in the quarter year-over-year, while elective surgeries are coming back with the ease of COVID-19 restrictions. Hospitals are navigating supply chain issues as many medical supplies are on backorder. In addition, hospitals are managing higher costs as a result of higher wages for travel nurses due to the nursing shortage as well as increased prices for many suppliers. Higher operating costs for hospitals have also put a strain on new capital spending. During the quarter one of the market leaders for fluid warming was not able to supply to their customers. Gentherm was able to step in and provide ASTOTHERM and ASTOFLO our fluid Warming Solutions to the University of California, San Diego and Scripps Health also in San Diego. We continue to see solid demand for our flagship product Blanketrol in the US. Our liquid based patient thermal management solution was selected by several large US hospital systems, including the Cleveland Clinic, Seattle's Children's Hospital, and Norton Healthcare in Louisville, Kentucky. Now, let me summarize, our financial results in the first quarter reflect the significant headwinds created by the supply chain disruptions, both in terms of lost revenue and higher cost of goods sold. That said, we still believe there is significant pent-up demand that will need to be met once the extraordinary supply chain constraints are resolved. I'd like to thank our global team for working tirelessly to overcome challenges in the market and deliver to our customers. While uncertainty remains about where production rates will be for the next few quarters, we remain focused on bringing differentiated thermal management solutions across both the automotive and medical markets. Our portfolio of innovative solutions along with the addition of pneumatic Comfort Solutions, following the completion of the acquisition of Alfmeier, are expected to significantly increase Gentherm’s concept for vehicles over time. In the near term, we believe that inflationary pressures will remain for some time, we will continue to focus on execution and remain aggressive on cost management, while continuing to collaborate with our customers for reasonable inflationary cost recovery in order to deliver profitable long term growth. With that I’ll turn the call over to Matteo for a little more color on the financial results.