CAI International, Inc. Investor Presentation May 2014 Safe Harbor Statement This presentation contains forward-looking statements including, but not limited to: statements regarding our future financial performance, our plans for capital investment, our proposed acquisition of container assets, our proposed private placement of notes, demand for our services, our ability to maintain current freight rates, and our ability to purchase and sell containers at favorable prices. All statements contained in this presentation other than statements of historical fact are forward-looking statements. Forward-looking statements are not guarantees of future performance and are subject to risks and uncertainties which could include, but are not limited to: world trade and economic growth, growth and profitability of the shipping industry, availability of credit on commercially favorable terms, the price of steel and other commodity prices, our ability to attract and maintain contracts to manage container portfolios, our ability to attract and maintain lessors, competition, volatility in exchange rates and other factors described in the “Risk Factors” section of our periodic reports filed with the Securities and Exchange Commission. Actual events or results may differ materially from those discussed in the forward-looking statements as a result of these and other factors. These forward-looking statements reflect our view only as of the date of this presentation. Except as required by law, we undertake no obligation to update any forward-looking statements. 2 CAI At a Glance Overview Markets Global lessor of transportation equipment One of the largest intermodal container lessors Founded in 1989 NYSE listed – CAP – Market Cap ~500 million (1) Intermodal container leasing ~$1.8B assets (2) 25 years serving global intermodal shipping companies Railcar leasing ~ $80 million assets Entered North American railcar leasing market in May 2012 Container Fleet Customers CEUs % $ Total Owned 1.2 million .9 million 79% 21% $1.8 billion $1.6 billion Diversified base ~300 customers Active relationship with each of the top 25 shipping lines Average relationship of 15 years with top 20 clients TEU = Twenty foot equivalent: CEU = Cost equivalent unit (unit of measurement where containers are indexed relative to the approximate cost of a twenty foot container All data March 31, 2014 unless otherwise noted (1) (2) As of Owned + managed assets. Value of managed assets estimated by CAI management 3 CAI Vision What? Diversified global transportation equipment leasing business Multiple revenue sources – stability through business cycles Risk diversification – asset classes, geographic markets, customers How? Operating Long lease markets lived assets Active secondary lease markets Value added logistics or other services – not strictly money over money 4 CAI Highlights Well Positioned Highly profitable, predictable, scalable business model +20% average ROE (1) 03/31/2014 Tangible Debt/Equity leverage - 2.75x Strong Platform for Delivering Profitable Growth (1) (2) ~$530 million liquidity available for immediate investment 20+ year history as a third party asset manager Multiple asset classes (rail & containers) provide investment options Scalable management systems allow for substantial management fleet growth without significant infrastructure or personnel investment High percentage of long-term lease contracts lead to stable , predictable EBITDA January 2009 through October 31, 2013 – calculated using average equity outstanding each year All data as of 03/31/2014 unless otherwise noted 5 2014 Outlook Market CAI Freight rates remain under pressure, shippers continue to take on new ship capacity Shippers will continue to look to leasing companies for the majority of their container needs Current overall factory container levels ~50% of levels at this time last year Container prices ~ $2,100 - $2,150 – 5%-7% less than YE 2013 Per diem rates have risen slightly with higher box prices, but yields are still under pressure Focus on investment returns --- not market share driven Reduce costs (1) (2) CAI management estimate Alphaliner January 2014 Container returns challenging Anticipate that rail investments will offer more attractive returns Expect overall investment level to be less than past few years Accelerating volume of used equipment sales – reduces storage cost Aggressive repositioning of assets to best sale/re-lease markets Reduce rates on $250 million of term loans and on rail revolver Maximize shareholder value 1.5 million share re-purchase plan in place 6 CAI Owned Fleet Overview – Equipment Types CAI’s focus is standard 20ft and 40ft containers: Represent 90% of the world’s container fleet (TEUs) Provides the widest breadth of customers (1) Have less residual risk than refrigerated or tank containers as there is no machinery to wear out Present less operating cost risk related to repair and maintenance Have the most stable performance history in the secondary resale markets Long Term leases are defined as any operating lease where the customer is contractually initially obligated to keep equipment for a minimum of one year 7 CAI Owned Fleet Overview – Lease Types Committed long term contracts Short Term 16.3% Finance 6.4% 84% of fleet is on long term contracts Average on lease days for short term contracts is currently 708 days Long Term 77.4% Minimal short-to-mid term lease renewal exposure 61% of long term contracts have remaining lease terms greater than 36 months On a CEU basis, units which are on a currently expired long term lease have remained on lease an average of 422 days after lease expiration (1) Long Term leases are defined as any operating lease where the customer is contractually initially obligated to keep equipment for a minimum of one year 8 Market Overview - Container Supply/Demand Historical and Forecast Growth Rates 2014 Container trade growth expected to be higher than 2013 Shippers continue to invest in new ship capacity Container fleet growth predicted to be similar to 2013 CAGR 1990 -‐ 2013 CAGR 2000 -‐ 2013 CAGR 2009 -‐ 2013 2012(a) 2013(e) 2014(f) World World Container Container GDP Trade Trade Box Fleet 2.5% 4.7% 8.2% 7.6% 2.4% 3.7% 7.5% 6.6% 2.3% 4.7% 5.8% 4.9% 2.3% 2.4% 3.2% 2.4% 2.1% 4.7% 3.1% 4.9% 6.0% 5.3% 4.3% 4.2% Container Fleet Growth, World Trade Growth Container Trade Growth and Container Ship Capacity Continuation of containership oversupply 1200.0 1000.0 40.0 35.0 800.0 600.0 34.3 35.7 400.0 28.0 200.0 0.0 21.4 6.4 14.9 Container Box Fleet Index Container Trade Index Container trade and fleet data - Drewry Container Forecaster 2013 Annual review, Clarkson Container Intelligence Monthly – January 2014 9 Economic data - World Bank – January 2014 27.0 37.2 T 30.0 E U 25.0 m 20.0 il 15.0 li o 10.0 n s 5.0 0.0 World Trade Index Container Shipslot Fleet Index CAI Financial Q1 2014 Financial Results ($ in millions) Pace of container sales accelerated significantly in past two quarters Added new personnel focused on sales and asset repositioning to improve asset turn and profits CAI’s owned fleet utilization decreased in Q1 2014 ~ 200bps YOY Utilization has stabilized since the end of March Expect improving utilization in next several quarters Increasing rate of disposition of off lease equipment Entering peak season should result in increased demand for off-hire units (1) Rental revenue + finance lease Impact of 1% Change in Utilization ($ in millions) Q1 2014 -‐ Forward Impact Average owned leaseable fleet (SCU) Average on lease Average off lease 1% change in utilization (SCU) Annualized revenue impact Annualized s torage impact Annualized interest expense impact Total Pre-‐tax impact of 1% change in utilization 10 866,875 804,649 62,226 8,669 $ millions $1.9 $1.5 $0.1 $3.5 Access to multiple sources of capital Bank Original Borrowings % of Commitment 3/31/2014 Borrowing Container Revolver Rail Revolver Dec 2010 Term Loan Apr 2012 Term Loan Aug 2009 Term Loan Mar 2013 Term Loan Total Bank Debt Senior Notes ABS Notes - Series 2012-1 ABS Notes - Series 2013-2 Collateralized Lease Obligations Capital Leases Total Debt Rate Fixed/Float Maturity libor + 175bps libor + 225bps libor + 225bps libor + 200bps libor + 240bps libor + 200bps Float Float Float Float Float Float Mar-2018 Jun-2016 Dec-2015 Apr-2017 Aug-2014 Mar-2018 Fixed Fixed Fixed Fixed Float Jun-2022 Oct-2022 Mar-2023 Various Various $760 $85 $300 $140 $10 $30 $259 $57 $118 $127 $7 $29 23% 5% 10% 11% 1% 2% $1,325 $596 52% $103 $171 $229 $105 $9 $91 $147 $206 $105 $5 8% 13% 18% 9% 0% 4.91% 3.50% 3.380% .75% - 2.5% 5%-7% $1,942 $1,149 100% 2.6% Weighted average cost of debt Q1 2014 Weighted average remaining life ~ 42 months 11 03/31/2014 debt/tangible book leverage 2.75x ~$530 million unused credit line availability 03/31/2014 debt/tangible book leverage 2.75x 49% Float - 51% Fixed Summary One of leading container lessors Global footprint Highest revenue and net income growth rate over the past 5 years among public container lessors Expect improving utilization and net income margins in 2014 Plan for reduced level of investment in 2014 with more emphasis on rail Will buy back shares when appropriate 12 Appendix Summary Historical Income Statement In $ 000 Equipment rental revenue Management fee revenue Gain on sale of equipment portfolios Finance lease income Total revenue Q1 Q2 Q3 Q4 2012 Q1 Q2 $32,487 $35,101 $40,473 $44,921 $152,982 $46,623 $48,387 4,201 3,006 2,492 2,395 12,094 2,230 2,294 1,256 0 0 0 1,256 0 0 1,463 1,618 1,974 2,538 7,593 2,106 2,306 $39,407 $39,725 $44,939 $49,854 $173,925 $50,959 $52,987 Depreciation of rental equipment Amortization of intangible assets Gain on disposition of equipment Storage, handling and other expenses Marketing, general and administrative expenses Total operating expenses $10,658 $11,053 $12,495 $14,146 $48,352 $15,333 $16,285 1738900% $18,102 $67,109 $18,663 227 225 224 226 902 227 227 227 99 780 99 (3,095) (3,225) (2,491) (3,634) (12,445) (2,636) (1,857) (1,329) (1,534) (7,356) (1,790) 2,006 1,762 2,197 3,437 9,402 4,299 4,333 4,979 5,646 19,257 5,993 6,719 5,548 6,468 6,178 24,913 5,888 6,156 6,429 5,457 23,930 6,870 $16,515 $15,363 $18,893 $20,353 $71,124 $23,111 $25,144 $27,695 $27,770 $103,720 $29,835 22% -‐56% -‐32% 39% 17% 29% Operating income Net interest expense Net income before tax and non-‐controlling interest $22,892 $24,362 $26,046 $29,501 $102,801 $27,848 $27,843 5,931 6,318 7,178 9,360 28,787 9,509 8,954 $16,961 $18,044 $18,868 $20,141 $74,014 $18,339 $18,889 $26,203 $26,791 $108,685 $24,429 9,546 9,099 37,108 8,791 $16,657 $17,692 $71,577 $15,638 -‐12% -‐8% -‐15% Income tax expense Net income 2,505 2,396 2,102 2,311 $14,456 $15,648 $16,766 $17,830 1,320 1,507 $15,337 $16,185 7,057 1,407 $64,520 $14,231 -‐38% -‐11% Net (income) loss attributable to non-‐controlling interest Net income attributable to CAI stockholders (65) (513) (238) 0 (816) 0 0 $14,391 $15,135 $16,528 $17,830 $63,465 $16,067 $16,931 0 (594) (594) 40 $15,337 $15,591 $63,926 $14,271 -‐11% 14 9,733 2,272 1,958 $64,281 $16,067 $16,931 Q3 Q4 2013 Q1 YOY Chg $50,711 $50,870 $196,591 $50,684 9% 1,503 1,839 7,866 1,525 -‐32% 0 0 0 0 1,684 1,852 7,948 2,055 -‐2% $53,898 $54,561 $212,405 $54,264 6% Reconciliation of Net Income to Adjusted Net Income and Adjusted EBITDA Reconciliation of Net Income to Adjusted Net Income Q1 Q2 Q3 Q4 Net i ncome attributable to CAI stockholders $14,391 $15,135 $16,528 $17,830 Add: Write off of deferred financing costs (tax e ffected) Net (income) l oss attributable to non-‐controlling i nterest (prior periods) Less: Gain on sale of portfolios to third parties (tax e ffected) ($1,070) $0 $0 $0 Adjusted net i ncome attributable to CAI stockholders $13,321 $15,135 $16,528 $17,830 2012 Q1 Q2 $63,465 $16,067 $16,931 $971 ($36) $0 ($36) ($1,070) $62,395 $17,001 $16,895 Q3 Q4 $15,337 $15,591 $0 ($36) $0 $514 $15,301 $16,105 2013 Q1 YOY Chg $63,926 $14,271 -‐11% $971 405 -‐100% -‐100% $65,302 $14,271 0% -‐16% Reconciliation of Net Income to EBITDA & Adjusted EBITDA Net i ncome attributable to CAI stockholders Add: Net i nterest e xpense Depreciation & i mpairment e xpense Amortization of i ntangibles Income tax e xpense EBITDA Q1 Q2 Q3 Q4 $14,391 $15,135 $16,528 $17,830 2012 Q1 Q2 $63,465 $16,067 $16,931 5,931 6,318 7,178 9,360 28,787 9,509 8,954 10,658 11,053 12,495 14,146 48,849 15,465 16,416 227 225 224 226 902 227 227 2,505 2,396 2,102 2,311 9,733 2,272 1,958 $33,712 $35,127 $38,527 $43,873 $151,736 $43,540 $44,486 Add: Write off of deferred financing costs (tax e ffected) Net (income) l oss attributable to non-‐controlling i nterest (prior periods) Receipt of principal payments -‐ finance l eases 1,685 2,194 Less: Gain on sale of portfolios to third parties (tax e ffected) (1,256) 0 Adjusted EBITDA 34,141 37,321 2,347 2,532 0 40,874 0 46,405 15 Q3 Q4 $15,337 $15,591 2013 Q1 YOY Chg $63,926 $14,271 -‐11% 9,546 9,099 37,108 8,791 17,519 18,231 67,631 18,790 227 99 780 99 1,320 1,507 7,057 1,407 $43,949 $44,527 $176,502 $43,358 -‐8% 21% -‐56% -‐38% 0% $971 ($36) 2,612 $0 ($36) 3,238 $0 ($36) 3,292 $0 $514 3,187 971 405 12,329 3,346 -‐100% -‐100% 28% (1,256) 159,238 47,087 47,688 47,205 48,228 190,207 46,704 -‐1% 8,758
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