Food For Thought
Via the Internet:
>Polaris Hopes to Go Big With KTM
>By Dirck Edge
www.motorcycledaily.com
>
>Both Polaris and KTM have announced a somewhat complex joint relationship
>that begins with the purchase by Polaris of a 24% interest in KTM's parent
>company, KTM Powersports AG. The details are set forth below in the two
>press releases (the first from KTM, and then from Polaris). A few things
>stick out.
>
>First, Polaris CEO Tim Tiller states Polaris has a five-year "roadmap to
>make Polaris the most dominant brand in the powersports industry".
>Certainly, this is a tall order, but both of these companies are extremely
>aggressive and successful. They also arguably already lead two powersports
>divisions, including snowmobiles (Polaris) and off-road motorcycles (KTM).
>Furthermore, the companies have virtually no competition with one another
>at present, but together operate in almost every category of powersports
>manufacturing. On paper, an extremely good fit! As an example, when it
>comes to street motorcycles, Polaris has made a good start with cruisers
>(through its Victory brand), but has no sportbikes or sport machines, at
>present. Meanwhile, KTM is now introducing some very promising sport
>machines, but has nothing in the cruiser category.
>
>Interestingly, both Polaris and KTM have hedged their bets. After two years
>(in 2007), options exist whereby either KTM will buy back its shares from
>Polaris, or Polaris will become the majority shareholder in KTM (gaining
>complete control). The two-year "honeymoon" will either result in a
>marriage (Polaris takes over KTM and absorbs it into a single entity) or a
>separation (KTM buys back its shares). Certainly, Polaris is planning to
>complete its acquisition of KTM in 2007 . . . hoping that the two companies
>can merge successfully.
>
>Here are the two press releases. First, from KTM:
>
> Together, both companies share the full assortment of our sports
>vehicles and they are the largest manufacturers in the POWER SPORTS segment
>outside of Japan, with a combined turnover of USD 2.4 billion.
>
> Through this co-operation, KTM can intensify its presence in North
>America and accelerate its entry into the ATV segment. The KTM POWER SPORTS
>AG and POLARIS Industries Inc. are entering into a strategic partnership,
>which is limited to a two-year period during its initial stage. Thereafter
>both partners can independently decide whether the partnership shall be
>continued or to what extent the alliance shall be deepened.
>
> Both companies shall continue their business activities as independent
>entities In the future as well.
>
> In the past business year (2004), POLARIS Industries Inc. achieved a
>turnover of approx. USD 1.8 billion with 270.000 units sold. As the largest
>non-Japanese manufacturer of ATV's, snowmobiles (world market leader), 4x4
>utility vehicles and "Cruiser"-Motorcycles under the brand name VICTORY,
>POLARIS is primarily active in the North American market.
>
> Upon commencement of the partnership, POLARIS Industries Inc. shall
>purchase a 24% share from the KTM POWER SPORTS AG, which owns 99,77% of the
>KTM Sportmotorcycles AG.
>
> It is contemplated that Stefan Pierer, managing director of the KTM
>POWER SPORTS AG, shall be nominated for a seat on the Board of Directors at
>POLARIS and that Tom Tiller, the chairman of the board (CEO) of POLARIS, be
>simultaneously nominated for a seat on the KTM supervisory board.
>
> During the first two years, the strategic partnership includes the
>following segments:
>
> Distribution:
> KTM has a strong distribution network in Europe - POLARIS has a similar
>position in North America. Each company should profit from its respective
>partner's strength. In selected European countries (Germany, Czech
>Republic, Slovakia) the distribution of the POLARIS product range will be
>handled through KTM.
>
> Product development:
> The exchange of know-how and R&D capabilities has the joint objective of
>accelerating development processes and increasing the rate of innovation
>for both companies.
>
> Manufacture:
>
> During the initial stage, KTM will supply engines to POLARIS. Also it is
>planned that KTM will do the final assembling of POLARIS ATVs in
>Mattighofen for the European market. With production sites on both
>continents there is the possibility for both companies to hedge against
>foreign exchange exposure..
>
> With POLARIS and KTM, two partners have found each other who can both
>point to exceptional economic successes and a dominant position in their
>respective business sectors. Furthermore, POLARIS and KTM share a very
>similar culture, in which the focal point is the "passion to ride".
>
> Two strong brands, established distribution networks and above all the
>companies' matching objectives - to become together the dominating power in
>the global POWER SPORTS business - are the basis of this strategic
>alliance, from which both companies shall profit.
>
>The second release, from Polaris:
>
> Polaris Industries Inc. (NYSE/PSE
II) announced today that it will
>purchase a 24-percent interest in Austrian motorcycle manufacturer KTM
>Power Sports AG, formerly known as Cross Holding AG, and partner with KTM
>on several important strategic projects. The goal of the partnership is to
>strengthen the competitive position of both companies and provide tangible
>benefits to customers, dealers, suppliers and shareholders.
>
> During the first phase of the partnership, each company will continue to
>be run separately, but will work together on several specific cooperative
>projects involving new product development, engine technology sharing,
>distribution, manufacturing, and purchasing. This initial phase of the
>partnership will last approximately two years and, in addition to the
>cooperative projects, will involve the following:
>
> * Polaris will purchase a 24-percent stake in KTM Power Sports AG from
>an institutional investor for 66.6 million Euros or approximately $80
>million funded from Polaris' existing bank line of credit arrangement. This
>represents approximately a 12 percent discount to the market value of the
>shares purchased reflecting the size of the block of shares purchased and
>the fact that the shares are thinly traded.
>
> KTM Power Sports AG (formerly known as Cross Holding AG, which is
>publicly traded on the Vienna Stock Exchange under the symbol CRO), owns
>and controls KTM Sportmotorcycle AG, a leading European manufacturer of
>motorcycles with fiscal year 2004 revenue of over 400 million Euros. Over
>its history, KTM has earned a reputation for providing class-leading,
>ready-to-race, off-road motorcycles, and recently has entered the on-road
>motorcycle segment. This transaction, subject to customary closing
>conditions and regulatory approval, is expected to close during the third
>quarter of 2005. The actual number of shares purchased and the purchase
>price are subject to reduction depending upon the number of shares of KTM
>Power Sports AG outstanding on the closing date.
>
> * Polaris CEO Tom Tiller is expected to be named to the KTM Supervisory
>Board after the closing date of the transaction.
> * KTM CEO Stefan Pierer is expected to be named to the Polaris Board of
>Directors after the closing date of the transaction.
>
> The investment in KTM Power Sports AG is expected to be neutral to
>calendar year 2005 Polaris consolidated earnings per share and somewhat
>accretive for the full year 2006. There are no changes in employment
>anticipated at either company as a result of this announcement.
>
> Additionally, Polaris and KTM Power Sports' largest shareholder, Cross
>Industries AG ("Cross"), have entered into option agreements which, under
>certain conditions in 2007, either Cross may purchase Polaris' interest in
>KTM Power Sports AG or, alternatively, Polaris may become the majority
>shareholder of KTM Power Sports AG. In the latter case, the majority of the
>purchase price to Cross will be settled in Polaris shares and Cross will
>become a significant shareholder in the combined Polaris/KTM organization.
>Cross' principal shareholders are KTM CEO Stefan Pierer and KTM CFO Rudolf
>Knünz. The exercise price under both option arrangements are based on
>market-based, predetermined pricing formulas to be derived from operating
>results of both companies in 2007.
>
> "I believe this partnership will provide substantial benefits to both
>Polaris and KTM, and both company's dealers, employees, suppliers and
>shareholders for many years to come," said Tiller. "We have long admired
>the success of KTM, and are excited about working together to strengthen
>both companies. Polaris can benefit from KTM's substantial experience in
>motorcycles, an outstanding brand, leading technology, and a solid
>manufacturing presence and dealer network in Europe. Moreover, this
>relationship complements nearly every aspect of Polaris' five-year
>strategic vision, which is a roadmap to make Polaris the most dominant
>brand in the powersports industry. Further, we believe the two-step
>approach we have outlined significantly lessens the cultural and execution
>risk associated with a partnership of this magnitude."
>
> "In essence, this partnership combines the substantial strength,
>passion, and success of two industry leaders with very similar, successful
>50-year histories, but who do not compete directly today. It is a very
>natural fit for both of us," added Tiller.
>
> Mr. Pierer commented, "Polaris and KTM complement each other very well,
>and we are very excited about our new relationship. By joining forces, we
>believe we can strengthen KTM's presence in North America, reduce our
>production costs, spread our development costs over a larger base, and
>substantially accelerate our entry into the ATV business. We also look
>forward to sharing both chassis and engine technology with Polaris. The KTM
>and Polaris teams should work well together - both companies are driven by
>innovation, passion, and demand success."