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WESTFALIA AUTOMOTIVE ACQUISITIONAUGUST 25, 2016
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FORWARD-LOOKING STATEMENTS
This presentation may contain "forward-looking statements" as defined in the Private Securities Litigation Reform Act of 1995. Forward-looking
statements contained herein speak only as of the date they are made and give our current expectations or forecasts of future events. These
forward-looking statements can be identified by the use of forward-looking words, such as "may," "could," "should," "estimate," "project,"
"forecast," "intend," "expect," "anticipate," "believe," "target," "plan" or other comparable words, or by discussions of strategy that may involve
risks and uncertainties. These forward-looking statements are subject to numerous assumptions, risks and uncertainties which could materially
affect our business, financial condition or future results including, but not limited to, risks and uncertainties with respect to: the Company's
leverage; liabilities imposed by the Company's debt instruments; market demand; competitive factors; supply constraints; material and energy
costs; technology factors; litigation; government and regulatory actions; the Company's accounting policies; future trends; general economic and
currency conditions; various conditions specific to the Company's business and industry; our ability to successfully complete the acquisition of
Westfalia, including the possibility that the closing conditions to the contemplated transaction may not be satisfied or waived; delay in closing the
proposed transaction; risks inherent in the achievement of cost synergies and the timing thereof, including whether the proposed acquisition will
be accretive and within the expected timeframe; risks related to the disruption of the transaction to Westfalia and its management; the effect of
announcement of the transaction on Westfalia’s ability to retain and hire key personnel and maintain relationships with customers, suppliers and
other third parties; our ability to promptly and effectively integrate the acquisition of Westfalia; the performance and costs of integration of
Westfalia; and other risks that are discussed in the Company's most recent Annual Report on Form 10-K, Quarterly Reports on Form 10-Q or
Current Reports on Form 8-K. The risks described herein are not the only risks facing our Company. Additional risks and uncertainties not
currently known to us or that we currently deemed to be immaterial also may materially adversely affect our business, financial position and
results of operations or cash flows. We caution readers not to place undue reliance on such statements, which speak only as of the date hereof.
We do not undertake any obligation to review or confirm analysts' expectations or estimates or to release publicly any revisions to any forward-
looking statement to reflect events or circumstances after the date hereof or to reflect the occurrence of unanticipated events.
SAFE HARBOR STATEMENT
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AGENDA
Westfalia Overview
Transaction Overview
Highly Complementary Combination
Impact on Horizon Global
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WESTFALIA OVERVIEW
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WESTFALIA GROUP OVERVIEW
45%
10%8%
7%4%
3%
23% Germany
France
Sweden
U.K./Ireland
Denmark
Poland
Other
EST. SALES BY CHANNEL
EST. REVENUE BY GEOGRAPHY
49%
16%
32%
3%
OEM
OES
IAM
Other
Headquartered in Rheda-Wiedenbrück, Germany
and is comprised of two companies, Westfalia,
founded in 1844, and Terwa, founded in 1995;
collectively Westfalia Group ("WFG")
European market leader
Primary channels to market are OEM/OES and
independent aftermarket (“IAM”)
Principal manufacturing facilities in Germany,
France and Romania
1,700+ towbar products
~900 employees
Product technology: fixed towbars, detachable
towbars, retractable towbars, wiring kits and rear-
end transport solutions
TTM Revenue: ~€220 million
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TRANSACTION OVERVIEW
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TRANSACTION OVERVIEW
PRICE
MARGINS
MULTIPLE
FINANCING
DELEVERING
~€167 million; approximately €89 million in cash and €36 million in Horizon
Global common stock; plus net debt
TIMING
$150 million add-on to existing Term B Loan, plus Horizon Global common stock
Achieve leverage less than 2x in 2019
9.9x Westfalia’s projected 2016 adjusted EBITDA
Less than 4x purchase multiple after synergies
Subject to satisfaction of customary closing conditions
Synergy achievement enhances pathway to 10/10 margin target in 2018
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STRATEGIC RATIONALE
ESTABLISHES Horizon Global as a leading manufacturer of towing and
trailering equipment in Europe
POSITIONS the Company with increased market share and expands
opportunities for revenue and margin growth
DIVERSIFIES and expands an already dynamic product portfolio, while
complementing current global business model
ENABLES ongoing innovations in the design and manufacture of towing
systems for automotive equipment manufacturers, dealers and aftermarket
customers
EXPANDS global OE footprint with access to new markets and new
customers
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HIGHLY COMPLEMENTARY
COMBINATION
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HIGHLY COMPLEMENTARY COMBINATION
OVERALLCreates immediate scale and market leadership in Europe and across the globe
CUSTOMERSDiversifies and expands customer base to include world-class OE’s across Europe and Asia
FINANCIALSMargin accretive, highly synergistic transaction that positions Horizon Global for accelerated growth in market share, revenue and profit
BENEFITSMarries a portfolio of premium brands and high-end engineering with best-in-class operations, sourcing and sales capabilities
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A COMBINED GLOBAL PRESENCE TO DRIVE FUTURE GROWTH
HZN Presence
WFG Presence
Both Present
• Footprint optimization
• Exchange of technological expertise
• Centralized OEM engineering and
project management
• Leverage overlapping vendor
relationships to enhance the efficiency
of the sourcing network
• Low cost country supply chain
BEST-IN-CLASS MANUFACTURING FOOTPRINT AND SUPPLY CHAIN
EFFICIENCY
RATIONALIZATION OF
ENGINEERING CAPABILITIESOPTIMIZED SOURCING
• Cross selling of tailored product
portfolios through existing sales
channels
• Substantially enhanced brand value
• Complementary customer portfolios
CROSS SELLING SYNERGIES
• Consolidation of logistics / warehouses
• Production for European OEMs in rest
of world at existing Horizon plants
• Capacity / manufacturing
rationalization
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STRONG, COMPLEMENTARYCUSTOMER BASE
HZN CUSTOMERS WFG CUSTOMERS
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SIGNIFICANT REALIZABLESYNERGY OPPORTUNITIES
Significant, identified cost synergies
reduce purchase price to less than 4x
Synergies, driven by multiple complementary
strengths, go beyond just capacity
rationalization
Rationalization of manufacturing processes and
facilities as well as supply-chain improvements
are expected to reduce costs across the new
organization both near and long term
Combination of established engineering
expertise and product innovation provides
foundation for combined portfolio of premium
brands
Will serve global customers across multiple
distribution channels: OEM, dealers, IAM,
retailers and e-commerce
Larger global footprint creates the leading
market position in numerous geographies and
provides a solid base for future geographic
expansion
Product offerings are significantly broader and
differentiated through product innovation
Business
DimensionRelative Strength
Combined
AM Product Design ✓ ✓
OES Service Levels ✓ ✓
AM Operations ✓ ✓
LCC Manufacturing ✓ ✓ ✓+
LCC Sourcing ✓ ✓
Product Technology ✓ ✓
OE Customers EU ✓ ✓
OE Customers Asia ✓ ✓
OE Customers
North America ✓ ✓
OE Customers
Emerging Markets ✓ ✓13
COMPELLING COMBINATION THAT BENEFITS ALL STAKEHOLDERS
$800 million company (pro forma
revenue)
Accretive to earnings in year one
Available cost synergies will
drive financial performance,
driving purchase multiple to <4x
within 3 years
Product, customer, and
geographic diversity a strong
platform for future growth
HZN ShareholdersCompelling Financial
Benefits
Larger company offers
greater career opportunities
Sharing of best practices
Technological innovation
across combined company
operations
HZN EmployeesNew Businesses& Opportunities
Access to a wider range of
products - 1,700 new products
8 new locations to serve
multiple geographies
Omni-channel expertise with
OE, IAM, retail and e-
commerce customers
Larger company focused on
engineering innovation
CustomersMore Products,
More Places
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IMPACT ON
HORIZON GLOBAL
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HORIZON GLOBALLONG-TERM STRATEGIC GOALS
STRATEGIC
GOALS
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IMPACT ON THREE FINANCIAL PRIORITIES FOR VALUE CREATION
10% & 10% Less than 2x 3-5% Organic
IMPROVE MARGINS IMPROVE CAPITAL STRUCTURE DRIVE SALES GROWTH
Achieve 10% operating margins
at the segment level; then
achieve 10% operating profit at
the corporate level
Foster culture focused on
operational excellence
Execute major margin programs
Leverage past investments in
low-cost manufacturing
Enhance product innovation
Acquire margin accretive
companies
Achieve leverage ratio of less
than 2x
Increase profitability and reduce
debt
> 100% cash flow conversion
Generate consistent cash flow
through business cycle
Improve working capital efficiency
Acquire well-run companies
Achieve 3-5% organic growth
Leverage product portfolio and
global footprint
Expand existing distribution
channels
Develop new distribution channels,
including e-commerce
Leverage relationships with OEs
across globe
Expand sales to higher growth
emerging markets
Prioritize new product development
SIGNIFICANT OPPORTUNITY FOR VALUE CREATION 17
Utilize forward-thinking
technology to develop and
deliver best-in-class products
for our users, engage with our
employees and realize value
creation for our shareholders
Socially Responsible
Respectful and Open
Team
Integrity and Accountability
Data and Results Driven
Enriching lives
through great
products
Global Reach
Product Development
Engine
Multi-Channel Expertise
Best-in-Class
Manufacturing and
Sourcing Cost Platform
Talented Experienced
Management Team
DRIVEN TO DELIVER
Positioned to
Drive Value for: ALL STAKEHOLDERS
ALL CUSTOMERS
ALL EMPLOYEES
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For additional information, please contact:
Maria C. DueyVice President, Corporate Development & Investor Relations
248-593-8810