Welcome to the Hexagon conference call. Throughout the call, all participants will be in listen-only mode, and afterwards there'll be a question-and- answer session. I'll now hand the floor to our speakers.
Thank you everyone, and welcome to this conference regarding the agreement to acquire Infor's EAM business, where EAM stands for enterprise asset management. If we turn to slide three in the presentation, we can view EAM's business at a glance. It's a SaaS revenue business model. The SaaS revenue CAGR is roughly 35% for the last few years. Total revenue in 2021 is EUR 184 million. The cash conversion is 110% for this business model. We are slightly north of 40% when we do the adjusted operating margin for the business. At the bottom you can see the revenue split per revenue stream. SaaS is roughly 40% in 2021, but it's rapidly replacing perpetual licenses. Geographically, it's dominating. The revenue is mostly in North America, which is a huge opportunity for us obviously.
Customer revenue, top 10 customers only represent 10%, most of sales are done directly through a fully owned sales force. If we move to slide four, Infor EAM is a best-in-class, SaaS-based EAM solution, what you use it for is to manage critical assets and to digitalize maintenance operations. It enables customers in nearly any industry to reach optimum operational efficiency in their manufacturing or operational kit. It's the foundation of digital innovation in asset-intensive industries, we're going to connect it to our so-called digital realities, that's where the synergy lies with Hexagon. I'm going to move to slide five. The total addressable market is roughly EUR 3.4 billion by 2023. It's a very sticky business model. Once you've installed an EAM system, you typically keep it.
Gartner recently made an assessment of the various players in the market, and they put Infor EAM as the absolute leader in its field. You can see all the other players in the market in the quadrant. If we move to slide six, let's talk about Hexagon and Infor EAM. We have since long talked about our strategic feedback loop. Everything is becoming digital, and we talk a lot nowadays about digital twins. Hexagon's business idea has been to connect sensors on the left-hand side that captures the real world in three dimensions, collect the data, feed the data to analytical tools, i.e. software platforms on the right-hand side. You interact with the real world based on the conclusions you draw on the right-hand side, and you change the real world.
If we move to slide seven, recently we've spent a lot of effort trying to automate these sensors, and you can see examples of automatic sensor or data collection to the left. It's a collaboration with Boston Dynamics where we put laser scanners on the back of that dog. It's the BLK247 that is capturing data autonomously and using AI to sort out what we see and capture. As we collect that data, we've also in parallel built a very strong analytical portfolio of software assets to the right. Infor EAM fits into this wheel of information, as you can see from Slide 8. It's really the interaction and the change of the real world once you've done the analysis.
Infor EAM is going to be seamlessly integrated to our software platforms in our various divisions, anything from SmartPlant to SDx to MSC's suite of analytical tools. It has the ability to generate automatic work orders, either to humans or in the future to these sensors that you see to the left. This is how we move towards autonomous solutions, where the computers and the data seamlessly analyze changes in the reality and take action. Infor EAM is a vital piece in this never-ending feedback loop of information and action. If we move to slide nine, we see synergy opportunity of roughly EUR 100 million between Hexagon and Infor EAM, and it's going to be realized gradually starting from 2022, and it's going to mature by 2026, where we guesstimate it's going to be roughly EUR 100 million.
We see synergies in industrial facilities, in manufacturing, in infrastructure solutions, as well as buildings. It's touching almost all of Hexagon's business today. We move to slide 10. I want to give you an example on industrial facilities, where you might have a refinery or a power plant at the bottom left-hand side of this picture. You have a pressure sensor sensing that something is happening to a valve somewhere, and our SDx, our PPM SDx product, can localize that sensor and highlight where it is. It will now generate a signal to Infor EAM, that in turn will generate a work order to the service engineer. In this case, it might be to send a spare part, a new valve, to section 2 in this refinery. I'll give you another example on slide 11 in the manufacturing space, i.e., automotive, aerospace, electronics.
You've got a manufacturing machine, the gray machine to the bottom left that makes, for example, cogs. You've got our metrology machine, CMM, that measures that for me and compares it against the original CAD drawing, and that's what's happening at the top right. If you have that red line, everything is okay. If it looks like the blue line on the top of that screen, you're out of tolerance. You generate a signal to Infor EAM, and Infor EAM will generate a work order where it could be one out of two things. It could be the tool that is worn out, so replace the tool, or it could be that the machine is out of calibration. We can detect that from our metrology software, and we can now automatically generate work orders on the shop floor. Slide 12.
Let's take utilities and infrastructure. Think of a large power line where you have an outage. With sensors today, you can measure and geo-reference where the outage is happening, and we can visualize that with our GIS systems on a map that you see to the right exactly where the outage is. If we now connect that geo-referenced outage to Infor EAM, we can generate an automatic work order to send a crew to, in this case, somewhere in Manhattan to fix the outage. Slide 13. Finally, buildings ecosystems and how we can generate automatic feedback loops. Let's say the air conditioning is down in this building, and we geo-reference that in our BIM model. We can automatically generate a work order through Infor EAM to send the service technician to that floor.
With SDx and other software solutions, we can also automatically tag spare parts to that system. It's a never-ending feedback loop of information flowing between the real world and the digital world. In this case, Infor provides the action and the reaction to the analysis that you've done in the Hexagon software. If we now move to slide 14, we also communicate long-term commitments today. The first partnership is between the Infor group, which makes ERP software, and Hexagon, where we have a strategic partnership to resell products between the Infor group and the Hexagon group. We also form a strategic alliance with Koch Industries, that is one of the largest industrial groups in North America. Koch is now going to be our third largest shareholder in Hexagon.
They're going to be represented on the board of directors of Hexagon through Mr. Brett Watson, who is President of Koch Equity Development. We really look forward to developing these strategic partnerships and alliances further. Moving on to transaction details and financials. If we go to slide 16, we acquire Infor's EAM business for a transaction value of $2.750 m illion. $800 million are paid in cash and the balance is paid through the issuance of 132.6 million new Hexagon Class B shares. At the end of this, Koch Industries will own 4.9% of the equity in Hexagon. The net debt to EBITDA after this transaction pro forma is estimated to 1.75 times EBITDA. Slide 17. If we just summarize the EAM business overview, recurring revenues are north of 70%.
The SaaS revenue in 2021 is roughly 40%, but growing, and retention rate 110% to 115%, and CAGR SaaS bookings is growing at 60%. Revenue overall will grow somewhere north of 20%, EBIT margin somewhere north of 40%. If we summarize everything we've been through today, it's a best-in-class, SaaS-based EAM software platform that we're acquiring. It's market leading in its segment. It's purpose-built, highly configurable, got world-class modern architecture that works with all device types. We now will be able to move from the traditional EAM to what's called asset performance management, APM. We see company-wide synergies throughout the Hexagon group. We estimate revenue synergies to be roughly EUR 100 million five years from now, and we see a lot of diversification into new verticals for Hexagon. As I said, it serves all of Hexagon's business divisions.
We're forming a set of partnerships with both Infor and Koch Industries, and Koch will join as an active shareholder on the Board of Directors of Hexagon. It's also going to enhance our profitability profile. It's accretive to Hexagon's adjusted operating margin and earnings per share as of closing, including the newly issued shares. It increases our recurring revenue and software mix, and it accelerates our SaaS transition across Hexagon. With that, we've reached the end of my presentation, and operator, I think we're now ready to answer any questions.
Thank you. If you wish to ask a question, please dial zero one on your telephone keypads now, and if you find your questions answered before it's your turn to speak, you can cancel by dialing zero two. Our first question comes from the line of Adam Wood of Morgan Stanley. Please go ahead. Your line is open.
Hi, good morning, and congratulations on the deal and thanks for taking the questions. I've got two, please. The first one is really just to understand what's going on with underlying growth in the business. It's often difficult for investors to get a view of what's happening underlying when you've obviously got very fast SaaS growth, but part of that is driven by cannibalization of the on-premise business. I think Gartner expects this to be a kind of 6%-7% growth market in the midterm. Could you maybe just help us a little bit as we come to the end of this SaaS transition, what you think this business is capable of delivering on a kind of underlying growth, excluding the shift from one side of on-premise to SaaS on the other? Then maybe secondly, could you help us on the pace of integration?
How quickly can you integrate this technology into the businesses you want to integrate it to, and how dependent are you on that to deliver the revenue synergies? Thank you.
If we start with the second, obviously integration is critical to deliver synergies. We don't expect that to be too dramatic, and we've done a lot of studying of this asset before we finally acquired it. I think as of next year, 2022, we're going to start seeing revenue and profit synergies trickling through our P&L statement. The underlying growth for EAM is higher than the market growth. You're absolutely correct that Gartner believe the market growth of 6%, 7%. We're seeing a double-digit growth, and for the next five years, it's fair to say that we believe growth is going to be more in high teens or even 20s.
Perfect. Thank you very much.
Thank you.
Thank you. The next question comes from the line of Stacy Pollard at JP Morgan. Please go ahead.
Thanks very much. One of my questions was a little bit similar to Adam. When you look at the EUR 100 million in synergies, I did the same. We sort of put that on top of the underlying growth of 10%, just to be clear. That is on top of the underlying. Secondly, my question about how should we think of the phasing of those synergies. You said to start by 2022, but is it fair to assume that it'll be quite back-end loaded towards 2026, as it really flows through? Second question, what is the impact on EPS? You did mention accretive. I have to be honest, my first quick stab was that it makes my model slightly dilutive. Maybe could you clarify the PPA, because I think that might be the difference.
No, we haven't included PPA in the model when we say it's accretive.
Can you say what PPA will be approximately?
We don't know exactly because we haven't done the opening balance sheet, but approximately EUR 25 million per annum. You would still get accretion, but not the first year.
Got it. The timing of the synergies?
I think what I would say is that now we believe it's a fairly straight line realization of the synergies. It's going to be less all around 10% of the total potential in 2022 and then gradually grow up to EUR 100 million by 2026.
Got it. Very useful. Thank you.
Thanks.
Our next question comes from the line of Mohammed Moawalla of Goldman Sachs. Please go ahead. Your line is open.
Great. Thank you very much, and congratulations on the deal as well. I had a couple as well. Ola, as we think about sort of extracting that growth rate on a more steady state, more in the kind of high teens or twenties, is there anything from a go-to-market that you need to change? Often the buyers can be different. Are there any specific verticals where you see the biggest opportunities around extracting those revenue synergies perhaps in the near term? Secondly, could you comment a bit more how on the competitive landscape this changes? Obviously you have SAP, Oracle, IBM is in the space as well. Do you see this mostly as a kind of install-based upsell opportunity, or would you look at also kind of more greenfield opportunities?
I think you've got two things going on. First, you have the traditional business situation that EAM faced before Hexagon acquired it, where you had all those competitors that you've just mentioned. EAM is faring well against them when they compete. It's a modern product, it's SaaS-based, and it's very configurable, and it's easy to implement. I think it's fair to say that EAM is gaining market share in this market. On top of that, we open up new channels, new distribution channels through PPM, through SG&I, through Geosystems, and through MI to their customers, where we will sell it as a combination with our current product offering.
Okay. Can I clarify also in terms of, you talked about now the product being kind of modern best-in-class. Infor had obviously done a lot of acquisitions, so has the product been completely rewritten? Has there been elements of it that have been transformed just to better understand the tech offering?
No, this is a completely, I wouldn't say rewritten, it's a newly written product. The platform is brand new.
Okay. Thank you.
Thanks.
Our next question comes from the line of Alexander Virgo at Bank of America. Please go ahead. Your line is open.
Thanks very much. Good morning, everybody. I wanted to just talk a little bit about, go back to this point, this integration point, and ask just how you see it fitting in the portfolio. Where do we put it, I suppose, in terms of accounting? Also, it sounds like this business will end up touching across the whole of your portfolio. The concept of your autonomous connected ecosystems, this sort of really continues the integration of the portfolio that ACE strategy has started. I just wondered if you could talk a little bit about how this accelerates the evolution of that, the delivery of ACE, and then just practically speaking, where do we model it in terms of inclusion in the portfolio? Final question, I'm sorry, just to clarify on SaaS. It accelerates your transition to SaaS in the existing portfolio.
I wondered if you could give us the number that is at the moment in the full portfolio.
Yeah. If we start with where it's going to reside. It's going to report into PPM, so it's going to be within our industrial segment. Over time, obviously, it's going to find its way into geospatial as well. I believe three years from now, it's hard to say where the lion's share of the EAM business is going to be because we expect it to be integrated in our business model. We haven't disclosed the SaaS business in the core business today, but that's a great question for the upcoming Capital Markets Day in September.
Okay.
I think we come back to it then.
Thanks.
Thanks.
Our next question comes from the line of [Matt Buck]. Please go ahead. Your line is open.
Great. Good morning. Thanks for taking my question. It looks like the SaaS over the last year was only driven by a license substitution. My question is, should we expect a maintenance migration also going forward? Secondly, I would like to come back to the integration examples you mentioned. It seems to me that EAM really will create work orders on top of your existing solutions. Isn't that something quite simple, actually, that you could build yourself? Why is that something you didn't want to do organically?
No, it's not simple if you start there. It's actually quite complicated. That is a very good topic for the Capital Markets Day, how EAM is actually working and interacting with large operational assets. We can come back to that. You are correct to the extent that, of course, both maintenance and perpetual licensing is cannibalized by the SaaS model. Maintenance to a much lesser extent than perpetual licenses. We believe maintenance might be flat for the foreseeable future.
Okay. You're not planning to move existing maintenance capital over to the SaaS solution in the foreseeable future?
No.
Okay. That's clear. Thank you.
Thanks.
Our next question comes from the line of Magnus Kruber at UBS. Please go ahead. Your line is open.
Hi, Ola. Magnus here with UBS. Thanks for taking my questions. Most of the customers would have bought EAM as part of a wider ERP deal with Infor. How are you going to unpick the existing maintenance contracts and operate in tandem with Infor and will you go to market with them and so forth? Any thoughts around that would be interesting.
We will go to market with them, but it's actually a very small overlap, and it's very seldom you buy bundled with ERP. This is typically a standalone decision with the customer base.
Okay.
We're compatible with other ERP programs like SAP and the others in the market.
Got it. Thanks. That's very good, obviously. Secondly, I think you mentioned 40% operating profit margins in the release after integration. Just to be clear, is that before or after we deduct the PPA?
It's before PPA because we don't know the PPA today.
Excellent.
We estimate the PPA to EUR 52 million per annum, roughly.
Perfect.
That's the estimate sitting here today in July.
Yeah. No, that's good enough, obviously. Just finally, obviously, the EUR 100 million synergies is a quite punchy number. Could you give us a sense for how you went about deriving that?
We do what we always do. We make a business plan. It's synergies that are specific for discrete manufacturing. We have synergies for China, for EMEA, Geosystems, S&I, and PPM. When you summarize it up, that's where we end up.
Excellent. Thank you so much. Looking forward to see how this develops. Thank you.
Bye.
Thank you. The next question comes from the line of Erik Golrang of SEB. Please go ahead. Your line is open.
Thank you. I have two questions. The rest have been asked and answered. The first one is on the sales potential in the strategic alliance. Is that in any way included in the EUR 100 million, or is that something that would come on top? If you would give a sense for the potential there. The second question, in your decision here, how you split the funding of this between cash and new equity. Was that coming from a desire to bring in Koch as an owner or to keep a strong balance sheet? What were the levers you looked at when you decided how to fund this?
First of all, if we talk sales potential, know that there is nothing included from these strategic alliances. Koch Industries is a very interesting business, they span from pulp and paper into oil and gas and discrete manufacturing, there are a lot of areas. I think the value is roughly EUR 100 billion for the operation. We really look forward to explore that potential. When it comes to the split, we want to keep a strong balance sheet. We believe there are opportunities still in the M&A market to expand further for Hexagon. We also believe that it's advantageous for us to strike this alliance with a very strong U.S.-based owner.
Have they expressed an interest to increase that stake further?
There is no such discussion right now.
Thank you.
Thanks.
Thank you. We have one further question in the queue. Just as a reminder to participants, if you do wish to ask a question, please dial zero one on your telephone keypads now. That question is from the line of Viktor Högberg of Danske Bank. Please go ahead. Your line is open.
Hi, good morning. On the pending approval, do you think it's just customary or could there be any amendments that you would have to make for this to go through in Q4?
No, I think this is just customary, but you never know in this world. Up till now, we don't have any overlapping businesses and there shouldn't be any cause for concern.
Okay. The integration costs, is that going to be taken then in Q4 if you integrate the company? What kind of level of costs are we talking about?
We don't know that at this stage, but since we believe that we'll have all necessary approvals by October, I guess the fourth quarter is a good guess.
Okay. This being a SaaS business, could you say anything about their net revenue retention or churn metrics or anything else which you could add on top of the presentation?
The retention is 115%, I believe we state in the yeah, SaaS net retention on slide 17, 110%-115%. That includes the churn, and the churn is less than 4%.
Okay. That is good. What would you say the scalability in this model would be when you approach the EUR 100 million in synergies in a couple of years' time if it's above 40% today on EBIT level?
I think we haven't said how much above 40%, so I think if we stick to 40-plus in 2021, we can come back to that when we realize the synergies.
Okay. Just a last question on the pickup in revenues, in the SaaS-based revenues in 2021. What was the driver for that one?
It's a combination of market share gains and conversion from perpetual to SaaS.
Okay. Thank you very much.
Thanks.
Thank you. As there are no further questions on the line at this time, I'll hand back to our speakers for the closing comments.
There are no more closing comments. Thank you very much for listening in, and it's going to be exciting to start integrating EAM and welcome them to the Hexagon family. Have a good summer, everyone. Thanks. Bye.