UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of Earliest Event Reported): May 18, 2010
THE BRINK’S COMPANY
(Exact name of registrant as specified in its charter)
|
Virginia
|
001-09148
|
54-1317776
|
|
(State or other jurisdiction of incorporation)
|
(Commission File Number)
|
(IRS Employer Identification No.)
|
1801 Bayberry Court
P. O. Box 18100
Richmond, VA 23226-8100
(Address and zip code of
principal executive offices)
Registrant’s telephone number, including area code: (804) 289-9600
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2.):
|
[ ]
|
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
|
|
|
[ ]
|
Soliciting materials pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
|
|
|
[ ]
|
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
|
|
|
[ ]
|
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
|
Item 7.01. Regulation FD Disclosure.
On May 18, 2010, The Brink’s Company updated the slides that it uses for meetings with investors and analysts. A copy of the updated slides is furnished as Exhibit 99.1 hereto.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
99.1 Updated slide presentation of The Brink’s Company.
2
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
|
THE BRINK’S COMPANY
(Registrant)
|
||
|
Date: May 18, 2010
|
By:
|
/s/ Joseph W. Dziedzic
|
|
Joseph W. Dziedzic
|
||
|
Vice President and Chief Financial Officer
|
||
3
EXHIBIT INDEX
EXHIBIT DESCRIPTION
|
99.1
|
Updated slide presentation of The Brink’s Company.
|
4
The
Brink’s Company
May
2010
The
Brink’s Company
Management Presentation
Management Presentation
Exhibit
99.1
The
Brink's Company
2
Forward-looking
Statements
This
presentation, including questions and answers, may contain both
historical
and forward-looking information within the meaning of the Private Securities
Litigation Reform Act of 1995. Actual results could differ materially from
projected results. Additional information regarding factors that could affect
financial performance is readily available in our press release dated April 29,
2010 and in our filings with the Securities and Exchange Commission, including
our most recent forms 10-K and 10-Q. Information included in this presentation
is representative as of the date of the presentation only and The Brink’s
Company assumes no obligation to update any forward-looking statements
made.
and forward-looking information within the meaning of the Private Securities
Litigation Reform Act of 1995. Actual results could differ materially from
projected results. Additional information regarding factors that could affect
financial performance is readily available in our press release dated April 29,
2010 and in our filings with the Securities and Exchange Commission, including
our most recent forms 10-K and 10-Q. Information included in this presentation
is representative as of the date of the presentation only and The Brink’s
Company assumes no obligation to update any forward-looking statements
made.
The
Brink's Company
3
Agenda
Joseph
W. Dziedzic
Vice
President &
Chief
Financial Officer
Edward
A. Cunningham
Director
- - Investor Relations &
Corporate
Communications
n Introduction
n Brink’s Business
Overview
n Financial
Highlights
n Summary
4
The
Brink’s Company
¢ Industry
leader
¢ Premier
brand
¢ Operational
excellence
¢ Global
footprint
¢ Growth
strategy
¢ Proven financial
performance
Investment
Rationale
The
Brink's Company
4
5
The
Brink’s Company Overview
World’s
premier security company
¢ Founded in 1859,
Brink’s is
the oldest and largest secure logistics
company
the oldest and largest secure logistics
company
¢ Approximately 59,000
employees, 875
facilities and 10,500 vehicles worldwide
facilities and 10,500 vehicles worldwide
¢ Diversified
operations with adjusted
revenue of $2.9 billion in 2009 (1)
revenue of $2.9 billion in 2009 (1)
5
The
Brink's Company
(1)
Adjusted
financial information is reconciled to amounts reported under U.S. GAAP on pages
25, 26 &
27.
27.
6
Premier
Brand
¢ Globally recognized
brand
¢ Value built
on:
– Trust and
integrity
– Quality of our
people
– Safety and
security
– Operational
excellence
– History and
heritage
– Global
network
¢ 150th Anniversary in
2009
6
The
Brink's Company
Proven
Operational Excellence
¢ Demonstrated global
expertise
– Security
– Risk
management
– Logistics
– Pricing
discipline
– Human resource
management
– IT
capabilities
7
The
Brink's Company
Global
Leader in Secure Logistics
Brink’s
Loomis
G4S
Others
Prosegur
Global
Market Share
Total
$14 Billion
Source: Internal
Company Estimates based on most recently available data
8
The
Brink's Company
Leading
Share in Fragmented Market
2009
Adjusted Revenue = $2.9B (1)
Business
Lines
The
Brink's Company
9
¢ Armored car
transport
¢ Point-to-point
pick-up and delivery of
cash, coins, checks and other
valuables
cash, coins, checks and other
valuables
¢ ATM
services
¢ Infrastructure
for
High-Value Services
High-Value Services
Cash-in-Transit
$1.6
Billion
(1)
High-Value
Services
¢ Global
Services
– Secure long-distance
transport of
valuables
valuables
¢ Cash Logistics
Services
– Money
processing
– Virtual
vaulting
– CompuSafe®
Service
¢ New
Services
– Payment
Services
$0.9
Billion
(1)
Security
Services
$0.4
Billion (1)
¢ High-value niche
guarding services in
select E.U. countries
select E.U. countries
¢ Airports,
embassies
High-Value
Services
Services
CIT
Security
Services
Services
(1) Adjusted
financial information is reconciled to amounts reported under U.S. GAAP on page
28.
Global
Footprint
North
America
Asia
Pacific
Latin
America
Europe,
Middle East, Africa
Approximately 875
facilities serving more than 50 countries plus 66
additional countries served by Global Services
additional countries served by Global Services
Canada
53
Facilities
United
States
199
Facilities
EMEA
277
Facilities
Asia
Pacific
103
Facilities
Latin
America
243
Facilities
10
The
Brink's Company
Global
Footprint
2009 Brink’s Adjusted Revenue and Segment Operating Profit
2009 Brink’s Adjusted Revenue and Segment Operating Profit
Revenue
(1)
Segment
Operating Profit (1)
Total:
$2.9 billion
International
Total:
$175 million
11
The
Brink's Company
North
America
EMEA
Latin
America
North
America
Asia
Pacific
(1) Adjusted
financial information is reconciled to amounts reported under U.S. GAAP on pages
25, 26 & 27.
How We
Manage The Company
¢ Invest to protect
employees and customer assets… regardless of
economy
economy
¢ Global strategy…
local execution… adapted to each market
¢ Disciplined
investment and execution… learn… accelerate
¢ Capital
allocation
– Maximize mature
markets
– Invest in emerging
markets
The
Brink's Company
12
Financial Strength
& Flexibility
¢ $53 million net
debt
¢ Over $315 million
available borrowing capacity
The
Brink's Company
13
|
(millions)
|
|
|
Cash
|
$222
|
|
Debt
|
(132)
|
|
Net
cash/(debt)(1)
|
($
90)
|
March
31, 2010
¢ Investment grade
credit rating
¢ Projected
Pension/Legacy liabilities… Cash Outflows
(1) See
Non-GAAP reconciliation on page 16 of the First-Quarter earnings release dated
April 29, 2010.
|
(millions)
|
2010
|
2011
|
2012
|
2013
|
2014
|
|
– Required
pension contributions
|
$0
|
0
|
28
|
38
|
$31
|
|
– Black lung
& Other
|
$8
|
8
|
8
|
7
|
7
|
|
– UMWA (funded
by VEBA)
|
No cash
outflow expected until 2026
|
||||
|
|
|
|
|
|
|
Growth
Strategy
¢ Existing
markets
– Invest in
higher-margin “solutions” and services
– Cash Logistics,
CompuSafe® Service,
Global Services
– Expand in emerging,
higher-growth markets… BRIC, Latin America,
Asia-Pacific, Africa
Asia-Pacific, Africa
– Maximize profits in
mature markets
¢ Adjacencies
– Commercial Security,
Payment Processing
¢ Acquisitions in
high-growth markets and adjacencies
– Maintain disciplined
approach
– Market knowledge
important
14
The
Brink's Company
15
The
Brink's Company
High-Value
Services
Services
Security
Services
Services
CIT
Developed
Emerging
(1) Adjusted
financial information is reconciled to amounts reported under U.S. GAAP on page
28.
Growth
Strategy
Adjusted
Revenue by Market(2)
Invest
in High-Value Services and Emerging Markets… Shift the mix
(2) Adjusted
financial information is reconciled to amounts reported under U.S. GAAP on pages
25, 26 & 27.
16
Leader
in Business Segments
CompuSafe® Service
CompuSafe® Service
Leader
in Business Segments
CompuSafe® Service
CompuSafe® Service
¢ Daily
credit
¢ Real-time
cash
management
management
¢ Lower
losses
¢ Higher labor
productivity
The
Brink's Company
Recent
Actions
¢ Russia, France
acquisitions in 2010
¢ 2009 acquisitions in
emerging markets… Brazil, Russia, India, China
¢ Venezuela cash
repatriation… executing our strategy (December 2009)
¢ U.S. pension
contribution of $150 million (August 2009)
¢ Resource allocation
and management upgrades… focus on EMEA
17
The
Brink's Company
Adjusted Revenue
(1)
($MM)
Financial
Performance
Adjusted Revenue Growth
Adjusted Revenue Growth
18
The
Brink's Company
(1)
Adjusted
financial information is reconciled to amounts reported under U.S. GAAP on pages
25, 26 &
27.
27.
Total
Adjusted Operating Profit (1)
($MM
)
)
Financial
Performance
Adjusted Profit Growth
Adjusted Profit Growth
|
Segment
|
113
|
172
|
196
|
223
|
175
|
|
Non-Segment
|
(82)
|
(73)
|
(62)
|
(43)
|
(38)
|
|
Total
|
31
|
99
|
134
|
180
|
137
|
19
The
Brink's Company
(1)
Adjusted
financial information is reconciled to amounts reported under U.S. GAAP on pages
25, 26 & 27.
Financial
Performance
Execution Creates Value
Execution Creates Value
($)
(1) $100
invested on December 31, 2001 in stock or index. Includes reinvestment of
dividends.
Cumulative Stock
Total Return
(1)
20
The
Brink's Company
Financial
Performance
¢ Global economic
weakness
– Significant volume
pressures
– Steep decline in
Diamond & Jewelry
market
market
– Customers in
financial distress
¢ Key actions
taken
– Venezuela… executing
our strategy
– Pension funding
addressed
– EMEA
Restructuring/severance
¢ Growth
focus
– BRIC
acquisitions
– Disciplined
investment & execution
2009
Highlights
2010
Outlook
¢ Global economy
stabilizing
– Low/mid single-digit
% annual organic
revenue growth (from adjusted $2.9B in 2009)
revenue growth (from adjusted $2.9B in 2009)
– Margins between 7.0%
and 7.5%
– Difficult comps in
first-half 2010
– Second-half
seasonally stronger
¢ 2010 Focus
areas
– Latin America
continued growth
– North America
productivity and margin growth
– EMEA turnaround
efforts
¢ Growth
focus
– Disciplined
M&A
– Solutions…
higher-margin services
21
The
Brink's Company
22
Summary
Investment
Rationale
¢ Industry
leader
¢ Premier
brand
¢ Operational
excellence
¢ Global
footprint
¢ Strategy for
growth
¢ Proven financial
performance
22
The
Brink's Company
23
The
Brink's Company
Appendix
24
The
Brink's Company
Adjusted Results -
Reconciled to Amounts Reported under GAAP
25
The
Brink's Company
Purpose
of Adjusted Information
Adjusted
results described in this filing are financial measures that are not required
by, or presented in accordance with, U.S. generally accepted accounting
principles
(“GAAP”). These adjusted results
(“GAAP”). These adjusted results
a) reflect the impact of
reporting results from Venezuela at the less favorable parallel market exchange
rate,
b) exclude transaction
losses on repatriated cash from Venezuela, and
c) exclude an
acquisition gain in India.
The
purpose of the adjusted information is to provide users of financial information
of The Brink’s Company an understanding of the effects of each of the
items
described above. The adjusted information provides information to assist comparability and estimates of future performance. Brink’s believes these measures are
helpful in assessing operations and estimating future results, provide transparency to investors, and enable period-to-period comparability of financial performance.
Adjusted results should not be considered as an alternative to revenue, income or earnings per share amounts determined in accordance with GAAP and should be
read in conjunction with their GAAP counterparts.
described above. The adjusted information provides information to assist comparability and estimates of future performance. Brink’s believes these measures are
helpful in assessing operations and estimating future results, provide transparency to investors, and enable period-to-period comparability of financial performance.
Adjusted results should not be considered as an alternative to revenue, income or earnings per share amounts determined in accordance with GAAP and should be
read in conjunction with their GAAP counterparts.
Explanation
of Reconciling Items
The
adjustments:
(a) Change
from official rate to parallel rate translation in Venezuela
i.Reduce segment
operating income - International to reflect operating results had they been
translated using the parallel rate in effect at the time. Results
from
Venezuela in 2005, 2006, 2007, 2008 and most of 2009 were translated at the official rate.
Venezuela in 2005, 2006, 2007, 2008 and most of 2009 were translated at the official rate.
ii. Increase
segment operating income - International by $5 million in 2009. The
adjustment reverses certain currency exchange losses related to increases in
cash
held in U.S. dollars by the Venezuelan subsidiaries.
held in U.S. dollars by the Venezuelan subsidiaries.
(b) Venezuela
currency loss. Decrease non-segment
expense by $23 million for the loss that was recognized in 2009 related to the
repatriation of cash
from Venezuela.
from Venezuela.
(c) Acquisition
gain. Decrease
other operating income - non-segment by $14 million for the gain recorded in
2009 related to an acquisition of a
controlling interest in an Indian subsidiary.
controlling interest in an Indian subsidiary.
|
|
Years
Ended December 31,
|
|||||
|
(In
millions)
|
|
2009
|
2008
|
2007
|
2006
|
2005
|
|
Revenues
|
$
|
(238)
|
(173)
|
(119)
|
(39)
|
(26)
|
|
Operating
profit
|
|
(43)
|
(49)
|
(27)
|
(12)
|
(7)
|
Adjusted Results -
Reconciled to Amounts Reported under GAAP
(Cont.)
(Cont.)
26
The
Brink's Company
See page
25 for explanation of footnotes
Reconciliation
Amounts
may not add due to rounding
Adjusted Results -
Reconciled to Amounts Reported under GAAP
(Cont.)
(Cont.)
27
The
Brink's Company
|
(In
millions)
|
|
2009
|
|
2008
|
|
2007
|
|
2006
|
|
2005
|
|
Non-Segment
|
|
|
|
|
|
|
|
|
|
|
|
Reported GAAP
Basis
|
$
|
(47)
|
|
(43)
|
|
(62)
|
|
(73)
|
|
(82)
|
|
Adjustments:
|
|
|
|
|
|
|
|
|
|
|
|
Change
to Parallel Rate (a)
|
|
-
|
|
-
|
|
-
|
|
-
|
|
-
|
|
Venezuela
Currency Loss (b)
|
|
23
|
|
-
|
|
-
|
|
-
|
|
-
|
|
India
Acquisition Gain (c)
|
|
(14)
|
|
-
|
|
-
|
|
-
|
|
-
|
|
Adjusted
Basis
|
$
|
(38)
|
|
(43)
|
|
(62)
|
|
(73)
|
|
(82)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total
Operating Profit
|
|
|
|
|
|
|
|
|
|
|
|
Reported GAAP
Basis
|
$
|
167
|
|
229
|
|
161
|
|
111
|
|
38
|
|
Adjustments:
|
|
|
|
|
|
|
|
|
|
|
|
Change
to Parallel Rate (a)
|
|
(39)
|
|
(49)
|
|
(27)
|
|
(12)
|
|
(7)
|
|
Venezuela
Currency Loss (b)
|
|
23
|
|
-
|
|
-
|
|
-
|
|
-
|
|
India
Acquisition Gain (c)
|
|
(14)
|
|
-
|
|
-
|
|
-
|
|
-
|
|
Adjusted
Basis
|
$
|
137
|
|
180
|
|
134
|
|
99
|
|
31
|
See page
25 for explanation of footnotes
Reconciliation
Amounts
may not add due to rounding
28
The
Brink's Company
Adjusted Results -
Reconciled to Amounts Reported under GAAP
(Cont.)
(Cont.)
See page
25 for explanation of footnotes