 Remarketing
Senior Notes
Autoliv Inc.
March 1, 2012
Driven for Life
Copyright Autoliv Inc., All Rights Reserved
Filed Pursuant to Rule 433
Registration No. 333-158139
March 23, 2009 |
 ALV-
Remarketing
Senior
Notes
March
2012
-
2
This presentation contains statements that are not historical facts but rather
forward- looking statements within the meaning of the Private Securities
Litigation Reform Act of 1995 (PSLRA). All such statements are based upon
our current expectations and various assumptions, and apply only as of the
date of this report. Our expectations and beliefs are expressed in good
faith and we believe there is a reasonable basis for them. However, there
can be no assurance that forward-looking statements will materialize or prove to be
correct. Because such statements involve risks and uncertainties, the outcome could
differ materially from those set out in the statements. For a summary of
such risk factors, please refer to our latest 10-K and 10-Q filed
with the SEC. Except for our ongoing obligation to disclose information
under law, we undertake no obligation to update publicly any
forward-looking statements whether as a result of new information or future events.
For any forward-looking statements contained in this or any other document, we
claim the protection of the safe harbor for forward-looking statements
contained in the PSLRA. Safe Harbor Statement * & Important
Information (*) Non US GAAP reconciliations are available in our
8-K/10-K/10-Q filings available at www.sec.gov or www.autoliv.com
and are available at the end of this presentation
Autoliv has filed a registration statement (including a prospectus) with the
Securities and Exchange Commission (“SEC”) for the Senior Notes to
which this communication relates. Before you invest, you should read the prospectus
in that registration statement and other documents Autoliv has filed with
the SEC for more complete information about Autoliv and the remarketing. You may get these documents for free by visiting
EDGAR on the SEC Website at www.sec.gov or from the Remarketing Agent by calling
the toll-free number 1-866-718-1649. |
 ALV-
Remarketing
Senior
Notes
March
2012
-
3
Remarketing of Senior Notes
Autoliv,
Inc.,
the
worldwide
leader
in
automotive
safety
systems
–
announced
on
March 2, 2012 that it intends to remarket its 8% senior notes due 2014, beginning
on March 12, 2012
This remarketing provides an opportunity for debt investors to invest in Autoliv,
as well as an opportunity for Autoliv to lower its cost of borrowing
The total amount to be raised in the remarketing is expected to be approximately
$108 million. The maturity of the notes will be April 30, 2014
The remarketing of senior notes issued as part equity units is required as a
result of the March 2009 transaction
In March 2009, Autoliv offered and sold 6.6MM Corporate Units, each with a $25
stated principal amount. Each unit consisted of
–
A 5-year 8% Senior Notes instrument
–
A 3-year forward contract (under which stock is issued)
Autoliv must attempt to remarket the 5-year debt in year 3; however, the
3-year forward contract must be settled by April 30, 2012
Morgan Stanley is acting as the re-marketing agent
|
 ALV-
Remarketing
Senior
Notes
March
2012
-
4
Business Overview
Financial Performance
Table of Contents |
 ALV-
Remarketing
Senior
Notes
March
2012
-
5
Autoliv in Brief
Sales and technology leader
Sales: US $8.2 billion
Fortune 500 company
Sales to all major vehicle
manufacturers
~80 facilities in 29 countries
20 crash test tracks
~48,000 associates whereof 4,400
in R,D&E
Rated BBB+/stable
by
Standard & Poor’s
RoW
38%
Japan
Europe
31%
Americas
10%
12%
9%
China |
 ALV-
Remarketing
Senior
Notes
March
2012
-
6
**(US $ Mil’s unless specified)
2011
2010
2009
Sales
8,232
7,171
5,121
Operating income
889
869
69
Net income
627
596
13
EPS * (assuming dilution), US$
6.65
6.39
0.12
Operating cash flow
758
924
493
Net debt/EBITDA *, x
0.0
0.1
1.6
RoE *, %
19.6
22.3
0.5
Dividends paid
154
58
15
Headcount (no. of persons)
47,900
43,300
37,900
GLVP *
(millions units)
74.8
71.6
57.2
Key Figures Summary
(**)
US
GAAP
reported,
(*)
Earnings
per
share,
Return
on
Equity,
Global
Light
Vehicle
Production;
Net
debt/EBITDA
is
a
non
US
GAAP
measure
(see
reconciliation
at
end
of
presentation) |
 8% of
all automotive industry safety patents
2006
Safety Vent Bag
2005
Night Vision System, Pedestrian Hood
2004
Fixed-Hub Steering Wheel
2002
Anti-Sliding Bag, Adaptive Load Limiter
2000
Telematics
1998
Curtain Airbag, Anti-Whiplash Seat
1997
Side Airbag for Head Protection, Inflatable Tubular Structure
1995
Knee Airbag, Seatbelt Load Limiter
1994
Side Thorax Bag
1992
Steering Wheel with Integrated Sensor
1989
Seatbelt with Buckle Pretensioner
1986
Belt Grabber
1980
Airbag Production
1956
Seatbelt
Production
2007
Multi Volume Cushion
2008
Integrated Safety Electronics, Pedestrian Detection System
Technology Leadership
2009
2 generation Active Seatbelts
2010
Locking Tongue
2011
Mono Vision System
ALV-
Remarketing
Senior
Notes
March
2012
-
7
nd |
 ALV-
Remarketing
Senior
Notes
March
2012
-
8
Superior Global Presence
–
Local Production
Seatbelts
Airbags Steering wheels
Electronics
North America
Japan
Europe
South America
India
China
Korea
Asia other |
 ALV-
Remarketing
Senior
Notes
March
2012
-
9
Sales by Customer -
2011 |
 ALV-
Remarketing
Senior
Notes
March
2012
-
10
Product Sales
-
increases in passive and active electronics
FAB ~ 17% and SAB ~ 27% in 2011
Seatbelts
Airbags
Steering Wheels
Other
Passive Electronics
Active Electronics
32%
46%
8%
3%
10%
1%
2010 $7.2B
31%
45%
8%
3%
11%
2%
2011 $8.2B |
 ALV-
Remarketing
Senior
Notes
March
2012
-
11
Market Shares
-
global passive safety market share
0%
20%
40%
60%
80%
100%
Driver A/B
Passenger A/B
Chest A/B
Head A/B
ECU
Seatbelts
SW
Total
Autoliv estimated market share ~ 36% |
 ALV-
Remarketing
Senior
Notes
March
2012
-
12
Table of Contents
Business Overview
Financial Performance |
 ALV-
Remarketing
Senior
Notes
March
2012
-
13
Operational execution
record sales and strong cash generation in Q4 and FY11
double-digit
margins
for
the
8
consecutive
quarter
Growth
outperformed
GLVP
for
the
9
consecutive
quarter
Active Safety and Growth Markets
•
~ 120% increase in radar and vision volumes in FY11
•
organic growth in China was close to 4 times the LVP in FY11
Balance Sheet Strength
$1.3 Bn reduction in net debt since January 2009
rated BBB+/stable by Standard & Poor’s
DoJ and EC
anti-trust investigations on-going
Overview
-
highlights
market outperformance due to exceptional global presence & customer
diversification th
th |
 ALV-
Remarketing
Senior
Notes
March
2012
-
14
Q4
Financial
Overview
-
record
sales,
gross
profit
and
DPS
for
a
4 quarter
strong performance despite commodity headwinds & active safety RD&E
investments (**) US GAAP reported, (*) Earnings per share, Dividend per
share, Return on Capital Employed, Return on Equity,
Global Light Vehicle Production
**
2011
2010
Sales
$2,045
$1,907
Gross Profit
$429
21.0%
$423
22.2%
Operating Income
$224
11.0%
$243
12.7%
EPS *
$1.70
$1.89
DPS *
$0.45
$0.35
Operating Cash flow
$293
$326
RoCE *
27%
32%
RoE *
19%
25%
GLVP *
~ 77M
~ 76M
th
(US $ Mil’s unless specified)
(assuming dilution)
(annual run rate) |
 ALV-
Remarketing
Senior
Notes
March
2012
-
15
FY Financial Overview
-
record sales, gross profit, EBIT, EPS and DPS
strong performance despite commodity headwinds & active safety RD&E
investments (**) US GAAP reported, (*) Earnings per share, Dividend per
share, Operating cash flow less capital expenditure (net),
Return on Capital Employed, Return on Equity, Global Light Vehicle Production
**
2011
2010
Sales
$8,232
$7,171
Gross Profit
$1,728
21.0%
$1,592
22.2%
Operating Income
$889
10.8%
$869
12.1%
EPS *
$6.65
$6.39
DPS *
$1.73
$0.65
Operating cash flow
$758
$924
Free cash flow *
$401
$700
RoCE *
28%
28%
RoE *
20%
22%
GLVP *
(
~ 75M
~ 73M
(US $ Mil’s unless specified)
(assuming dilution) |
 ALV-
Remarketing
Senior
Notes
March
2012
-
16
(*) Non US GAAP and restated for ASC 810-10-45.
Cash Flow
-
higher CapEx to support growth initiatives
(US $ Mil’s unless specified)
2011
Q4
2010
Q4
2011
FY
2010
FY
2009
FY
2008
FY
2007
FY
Net Income
160
179
627
596
13
172
296
Depreciation & Amortization
70
68
268
282
314
347
321
Other non-cash items
1
19
38
58
(42)
22
(5)
Change in operating WC
62
60
(175)
(12)
207
73
169
Operating Cash Flow
293
326
758
924
492
614
781
CapEx, net
(100)
(82)
(357)
(224)
(130)
(279)
(314)
Free cash flow (*)
193
244
401
700
362
335
467
Dividend
40
31
154
58
15
115
121
2
nd
best operating cash flow for a 4
th
quarter |
 Capital
Structure -
strong investment grade credit rating
gross debt $666M with net cash position $92M
Net Debt to Capitalization –
N/A
Credit Rating Agency Overview
S&P
Moody’s
Long-Term BBB+/stable
not rated
Short-Term A-2/stable
P-2/stable
*
(*) Leverage Ratio refers to Net debt/EBITDA, Non US GAAP measure (see
reconciliation at end of presentation)
*
0
10
20
30
40
1999
2000
2001
2002
2003
2004
2005
2006
2007
2008
2009
2010
2011
-4
0
4
8
12
16
Interest Coverage
Policy > 2.75 times
0
1
2
3
4
5
6
Leverage Ratio
Policy < 3 times
ALV-
Remarketing
Senior
Notes
March
2012
-
17 |
 ALV-
Remarketing
Senior
Notes
March
2012
-
18
739.2
647.2
400.0
59.2
107.2
43.3
37.5
0
100
200
300
400
500
600
700
800
Net Debt
(3)
Breakdown 2011
$ MM
Net Cash: 92.0
(1)
Notes
1.
Pre adjustment for $19.1 MM of debt-related derivatives; total debt adjusted
for DRD equals $666 MM 2.
2014 maturity post remarketing exercise
3.
Net debt is a non GAAP measure (see reconciliation at the end of
the presentation)
Cash
Net Debt Overview
Total Debt
Debt Maturity Profile
$ MM
43.3
22.4
298.8
208.3
110.0
125.0
165.0
59.2
107.2
2.9
10.5
1.7
127.9
0.0
0
50
100
150
200
250
300
350
400
Notes Issued as Part of Equity Units
Medium-Term Notes
Overdraft/Other Short-Term Debt
US Private Placement Notes
Other Long-Term Loans
2012
Maturities
2013
Maturities
2014
Maturities
2015
Maturities
2016
Maturities
Later
Maturities
(2) |
 ALV-
Remarketing
Senior
Notes
March
2012
-
19
0
0.1
0.2
0.3
0.4
0.5
0
10
20
30
40
50
M US$
$ / share
Dividend per share
Dividend Payments
Dividend Payments
Dividend Trend
-
per share vs. cash paid
1997
98 99 2000 01
02 03 04 05
06 07
08
09 2010 11 12 |
 ALV-
Remarketing
Senior
Notes
March
2012
-
20
19.5
11.9
20.4
22.2
21.0
9.2
(2.3)
6.6
12.7
11.0
(15.0)
(10.0)
(5.0)
0.0
5.0
10.0
15.0
20.0
25.0
2007
2008
2009
2010
2011
%
(*) US GAAP
Margin* Performance
Operating Margin
Gross Margin
Strong margins trend |
 ALV-
Remarketing
Senior
Notes
March
2012
-
21
(*) US GAAP reported Operating Income and Net Income
%
Returns* Performance
Strong returns trend
18.9
31.5
27.4
15.7
(6.7)
10.6
24.9
19.2
(3.1)
13.9
(15.0)
(5.0)
5.0
15.0
25.0
35.0
2007
2008
2009
2010
2011
Return on Capital Employed
Return on Equity |
 Our
Response to the Uncertain Macro Situation -
flexibility, liquidity and market presence
PERSONNEL
COST
STRUCTURE
LIQUIDITY
SALES
ALV-
Remarketing
Senior
Notes
March
2012
-
22 |
 ALV-
Remarketing
Senior
Notes
March
2012
-
23
Financial Outlook
Q1 2012
FY2012
Sales
Organic
nearly 5%
~ 7 %
Acquisitions
0%
0%
Fx*
~ (3%)
~ (3%)
Consolidated Sales
~ 2%
nearly 4%
Operating Margin **
~ 10%
10-11%
(*) 1 Euro = 1.28 US$, 1 US$ = 77 JPY for Q1 & FY2012
(**) Excludes legal costs & other charges related to the on-
going anti-trust investigations and alignment costs
double-digit margins should continue |
 ALV-
Remarketing
Senior
Notes
March
2012
-
24
Autoliv
Every year, Autoliv’s products
save over 25,000 lives
Passive
Safety |
 ALV-
Remarketing
Senior
Notes
March
2012
-
25
Reconciliation of Non-U.S. GAAP Measures to U.S. GAAP
In this document we sometimes refer to non-U.S. GAAP measures that we and
securities analysts use in measuring Autoliv’s performance. We believe
that these measures assist investors and management in analyzing trends in the
Company’s business for the reasons given below. Investors should not consider
these non-U.S. GAAP measures as substitutes, but rather as additions, to
financial reporting measures prepared in accordance with U.S. GAAP. It should be
noted that these measures, as defined, may not be comparable to similarly titled
measures used by other companies.` Operating Working Capital
Net (Cash) Debt
December 31
2011
September 30
2011
June 30
2011
March 31
2011
December 31
2010
Total current assets
$3000.3
$2,943.3
$2,979.6
$3,024.6
$2,688.6
Total current liabilities
(2,085.9)
(1,983.5)
(2,074.7)
(2,047.8)
(1,834.5)
Working capital
914.4
959.8
904.9
976.8
854.1
Cash and cash equivalents
(739.2)
(630.7)
(559.7)
(605.2)
(587.1)
Short-term debt
302.8
221.8
205.9
107.1
87.1
Derivative asset and liability current
(4.0)
(15.5)
8.0
(4.1)
(0.7)
Dividends payable
40.2
40.2
40.2
38.3
35.6
Operating working capital
$514.2
$575.6
$599.3
$512.9
$388.4
December 31
2011
September 30
2011
June 30
2011
March 31
2011
December 31
2010
Short-term debt
$302.8
$221.8
$205.9
$107.1
$87.1
Long-term debt
363.5
480.2
487.9
639.9
637.7
Total debt
666.3
702.0
693.8
747.0
724.8
Cash and cash equivalents
(739.2)
(630.7)
(559.7)
(605.2)
(587.7)
Debt-related derivatives
(19.1)
(30.8)
(2.3)
(12.4)
(10.0)
Net (cash) debt
$(92.0)
$40.5
$131.8
$129.4
$127.1 |
 ALV-
Remarketing
Senior
Notes
March
2012
-
26
Reconciliation of Non-U.S. GAAP Measures to U.S. GAAP
(cont’d)
2011 Interest Coverage Ratio & Leverage Ratio
Interest coverage ratio
Leverage ratio
Full year 2011
December
31, 2011
Operating income
$889.2
Net debt (cash)
(3)
($92.0)
Amortization of intangibles
(1)
18.6
Pension liabilities
193.1
Operating profit per the Policy
$907.8
Less: Debt portion of equity units
(107.2)
Debt (cash) per the Policy
($6.1)
Income before income taxes
$828.3
Interest expense net
(2)
$63.3
Plus: Interest expense net
(2)
63.3
Depreciation and amortization of
intangibles
(1)
268.3
EBITDA per the Policy
$1,159.9
Interest coverage ratio
14.3
Leverage ratio
0.0
Notes
1.
Including impairment write-offs, if any
2.
Interest expense, net is interest expense including cost for extinguishment of debt
less interest income 3.
Net debt (cash) is short-
and long-term debt and debt-related derivatives less cash and cash
equivalents 2010 Interest Coverage Ratio & Leverage Ratio
Interest coverage ratio
Leverage ratio
Full year 2010
December
31, 2010
Operating income
$869.2
Net debt (cash)
(3)
$127.1
Amortization of intangibles
(1)
18.0
Pension liabilities
136.0
Operating profit per the Policy
$887.2
Less: Debt portion of equity units
(100.2)
Debt (cash) per the Policy
$162.9
Income before income taxes
$805.5
Interest expense net
(2)
$63.1
Plus: Interest expense net
(2)
63.1
Depreciation and amortization of
intangibles
(1)
281.7
EBITDA per the Policy
$1,150.3
Interest coverage ratio
14.1
Leverage ratio
0.1 |