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BSA LIMITED Investor Presentation 2007

Dec 12, 2007

64569_rns_2007-12-12_dc359818-401b-43a1-8d8c-dcc98fd81b5d.pdf

Investor Presentation

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page 1

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BSA Limited
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Investor Presentation Hills Merger Transaction

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For personal use only

page 2

Agenda

  • Why the Merger?

  • The Transaction Explained

  • Shareholder Impact

  • What we will Look Like

  • Financials & Projections

  • What are we Getting?

  • Summary

For personal use only

page 3

Why the Merger?

  • Consistent with BSA’s strategy to diversify the business

  • Formation of a vertically integrated business with significantly enhanced diversity and quality of earnings

  • Revenues approaching $370 million

  • Hills bringing product opportunities in markets that have growth, in particular

  • Satellite delivery of voice

  • Data and telephony services

  • A presence in the audio visual retail market

  • Cost synergies should be realised as a result of improved purchasing power across a number of areas

For personal use only

page 4

Why the Merger?

  • Strengthens the balance sheet, supporting strategy of seeking sensible acquisitions to complement the recent Triple M acquisition

  • Stronger balance sheet also allows BSA to participate in markets previously considered out of reach

  • Geographic coverage now extends internationally to New Zealand

  • Hills Divisions acquired are immediately accretive

For personal use only

page 5

The Transaction Explained

  • Acquire Antenna & TV Services divisions from Hills Industries Limited for 92.3 million Shares

  • Hills acquire a further 52.8 million shares at 90 cents per share for $47.5 million to achieve 50.1% ownership of BSA

  • A reduction of capital to existing shareholders of approximately 25 cents per share followed by a conversion of 4 existing BSA shares into 3 BSA shares

  • Fully-franked interim dividend of approximately 3.5 cents per existing share

  • Total cash to shareholders 28.5 cents per share

  • Transaction requires shareholder and independent expert support to proceed

For personal use only

page 6

The Transaction Explained

Hills Antenna Divisions to Be Acquired

Reported (Projected) EBIT

Current Projections $8.4 m

Valuation Multiple

  • Trailing

  • Projected

Acquisition Price – 92.3 million shares @ 55 cents

6 $50.8 m

• Hills Divisions acquired are immediately accretive

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page 7

Shareholder Im act p

Impact to “Example” Shareholder – 10,000 Ordinary Shares

Cash Consideration

Return of Capital Per Share at Record Date: Approximately 25 cents

Fully-Franked Interim Dividend: Approximately 3.5 Cents per Share held at record date

Total Cash to Shareholders

Total Cash to Shareholders – Per Share

$2,500 (approx)

$350 (approx)

$2,850 (approx 28.5 cents (approx)

Number of Shares

Shares Held at Record Date

Consolidation from Record Date

10,000

7,500

For personal use only

page 8

What we will Look Like

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For personal use only45.8% of Revenue
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24.1% of Revenue 30.1% of Revenue

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Hills Support Existing Executive Team

  • Mark Foley remains Managing Director of BSA Limited

  • Mark Lowe remains Managing Director of Triple M

  • David Simmons to be appointed Chairman

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Impact on Profitability

Increasing profitability and dividend

June 2008 June 2008
Movement
Forecast (Excl Hills) Pro forma (Inc Hills)
Revenue $ $255 m $370 m Up 45.1%
EBIT $ $19 m $28 m Up 47.4%
NPAT $12 m $19.2 m Up 60%
Basic EPS 6.6 cents 6.64 cents Up 0.6%

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page 11

Key Financial Metrics

Attractive investment fundamentals vs peers and market

June 2008
All Ords Sector
Pro forma (Inc Hills)
P/E Ratio 10.5 16.7 18.8
Dividend Yield* 7.6% 3.9% 3.9%
Debt : Equity 28% - -
Forecast Revenue $370 m - -
Forecast EBIT $28 m - -
Forecast NPAT $19 m - -

* Note: Yield based on inclusion of Hills Divisions results for 3 months of the Financial Year

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page 12

Revenue and EBIT Trend 2006 – 2008

Longer term trend shows sustained growth

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EBIT$ Million
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NPAT & EPS Trend 2006 - 2008

Longer term trend shows sustained growth

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NPAT $ Million
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Earnings Per Share
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page 14

What are we Getting?

  • Antenna & TV Systems

  • The leading supplier in Australia and New Zealand of a wide range of television reception and distribution equipment.

  • Access Television Services

  • Provides outsourced in-home fulfillment services to regional subscription television provider AUSTAR

  • Hills Signal Master – New Zealand

  • One of New Zealand’s largest installation companies

  • Importer and distributor of antenna, satellite, MATV, SMATV, cable, home theatre, and microwave equipment and associated accessories

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page 15

Summary

  • Cash to shareholders of 25 cents per share

  • Interim fully franked dividend of 3.5 cents per share

  • Supports the BSA growth agenda

  • Opens new markets for BSA

  • Grows revenues to approximately $370 million

• BSA & Triple M positioned to exploit opportunities from Hills associated companies (Orrcon, Fielders, Ezy-Strut, Woodroffe)

For personal use only