Dr. Jeffrey A. Graves - Investor Relations

42
INVESTOR PRESENTATION | NOVEMBER 2017 Dr. Jeffrey A. Graves President and Chief Executive Officer

Transcript of Dr. Jeffrey A. Graves - Investor Relations

INVESTOR PRESENTATION | NOVEMBER 2017

Dr. Jeffrey A. Graves President and Chief Executive Officer

Forward-looking statements

Statements in this presentation and in our comments that are not historical or current facts are

“forward-looking statements” as defined in the Private Securities Litigation Reform Act of 1995.

They reflect management’s current expectations or beliefs. We caution that future results could

differ materially from those in this presentation depending on many risk factors, some beyond

our control, including, but not limited to, those presented in the Company’s most recent SEC

Form 10-K and 10-Q reports. The Company disclaims any obligation to revise forward-looking

statements made today based on future information.

This presentation may also include reference to financial measures that are not calculated in

accordance with Generally Accepted Accounting Principles (GAAP). These measures may be

used to compare the operating performance of the Company over time. They should not be

considered in isolation or as a substitute for GAAP measures.

Page 2

Company snapshot

» Leading global supplier of high-performance

test and measurement systems and sensors

» Two business segments: Test and Sensors

» Test and Sensors businesses help

researchers, engineers and manufacturers

improve their product performance and reduce

time to market

» Celebrating over 50 years of serving our

customers

Page 3

Mission To be the leader in creating innovative

test and measurement solutions to

enable our customers’ success

Vision Through innovation and customer

service, create value to drive growth $788M $120M

2017 Revenue by Business

Sensors

Test64% 36%

2017 Adjusted EBITDA by Business

Sensors

Test52% 48%

1See reconciliation to nearest GAAP measure on page 41

MTS Systems customer value creation and

competitive advantages

» Test & Measurement solutions that

bring value to our customers’

products through:

– Enhanced precision

– Improved reliability

– Greater sustainability

– Superior safety

– Rapid delivery to market

» Differentiated technology and

application engineering expertise

» Deep long-term customer

relationships

» Industry-leading geographic

coverage spanning six continents

Page 4

Strong global footprint to support geographically diverse

customer base

Page 5

25% 35% 40% Asia

China = 22% of global

Europe Americas

Manufacturing Facilities

Sales & Service Affiliates

Business Partners

BP Coverage

GEOGRAPHIC COVERAGE

* Reported fiscal year 2017 revenue

BASED ON TOTAL REVENUE* OF $788M

MTS Segments and

Market Sectors

MTS operates under two segments and serves eight

distinct market sectors

» Test Segment - provides highly engineered testing systems

and services fueled by our customers’ spending on research

and new product development

– Sectors:

» Ground Vehicles ~48% of Test business

» Materials ~22% of Test business

» Structures ~12% of Test business

» Service ~18% of Test business

» Sensors Segment – provides high performance sensors

used for acceleration, position, vibration, motion, pressure

and force measurement, partially fueled by customers’

spending on research and new product development and

partially by industrial capacity utilization

– Sectors:

» Position ~37% of Sensors business

» Test ~35% of Sensors business

» Industrial ~19% of business

» Systems ~9% of Sensors business

Page 7

Test overview

» Testing solutions that accurately simulate

real life (durability, performance)

» Technical consulting to collaboratively solve

testing problems

» Service support for uptime, productivity and

lifecycle extension

Page 8

INDUSTRIES – aerospace, automotive, biomedical,

geo-materials, civil engineering, energy, materials

sciences, motorsports, rail

ADVANTAGES

»Industry-leading applications knowledge

»Testing technology leadership

»Comprehensive solutions

»Worldwide service and consultation

2015 2016 2017

$66 $66 $62

14% 13% 12%

1See reconciliation to nearest GAAP measure on page 39

Revenue ($M’s)

$463 $512 $504

2015 2016 2017

Adjusted EBITDA ($M’s)Orders and backlog ($M’s)

$519 $510 $501

2015 2016 2017

$340 $331 $312

Orders Backlog

MTS 16% Share

$3.2B Market

$101

$138

$284

2015 2016 2017

Sensors overview

» Global leader in sensing technologies and

solutions that enable automation, precision

and safety

» Enable better products at lower cost in

safer environments

» Controls consulting to optimize application

performance

Page 9

INDUSTRIES – automotive, aerospace & defense,

industrial automation, fluid power, fuel transmission and

storage, mobile hydraulic equipment

ADVANTAGES

»Total customer satisfaction

» Leading technology offerings and unrivaled application

expertise

»Worldwide support and consultation

*Market size is based on an estimate of the current addressable market

MTS 9% Share

2015 2016 2017

$23 $30 $58

23% 22% 20%

Revenue ($M’s)

Adjusted EBITDA ($M’s)

$3.2B* Market

See reconciliation to nearest GAAP measure on page 40

Industry Overview

Outlook for R&D spending remains positive given the

critical importance of product innovation for MTS’ customers

Page 11

Source: PwC Strategy&, 2015 Global Innovation 1000, 2015 & 2016

$409 $447

$501 $538

$508 $560

$614 $638 $647 $680 $680

2006 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016

R&D Spending

Total Global Innovation 1000 R&D Spending ($ bln)

+66% 10-year CAGR = 5.2%

» Strong global R&D spending growth of 5.2% annually since 2006

» Although Y/Y spending was flat in 2016, recent trend includes five years of consistent growth from

2010-2015, increasing 6.0% annually.

» R&D growth in Asia has outpaced growth in North America and Europe, becoming the number one

region for corporate R&D spending

27%

46%

27%

2020

Load / torque sensor

Pressure sensor

Position sensor

28%

45%

27%

2015

Load / torque sensor

Pressure sensor

Position sensor

Global sensors market is large and growing –

MTS is well positioned

Page 12

Addressable Global Sensors Market

$27.8bn $40.6bn 7.9% CAGR

Source: BBC Research, Global Markets and Technologies for Sensors, 2014

Why we are excited

about our future

Create a sustainable, technology-

leading “Test and Measurement”

solutions provider

Achieve critical mass for sustainable

value creation

Cultivate attractive revenue growth and

cost synergy opportunities

Generate strong free cash flow

Grow through service

Combine complementary businesses

Leverage global footprint

Acquisition of PCB Group

Page 14

Strategic rationale

» PCB is a manufacturer of piezoelectric

sensors and components used for

motion, pressure, force and vibration

measurement

» PCB’s products include

accelerometers, microphones,

calibration systems, pressure sensors,

load and torque sensors, force

sensors, single- and multi-channel

telemetry, ground fault detection and

smart sensing solutions

PCB Overview

» Acquired PCB Group, Inc.

– Transaction creates a technology-leading “Test and Measurement” solutions provider

– The combined company will serve a global customer base ranging from leading OEMs in automotive,

aerospace, infrastructure and industrial products to universities and research laboratories

Realize growth within rapidly expanding sensors market –

strong forecasted growth over the next 5 years

» Broad sensor product offering with

leading technical capabilities – Motion,

position, pressure, force, load & torque,

acoustic

» Sensors that facilitate

– Continuing trend for increased

automation and precision to drive

productivity improvements

– Enhance testing of products and

decrease downtime

– Meet expanding safety regulations

– Increase reliability and data

gathering to drive better decision

making

Page 15

Microphone calibrator | Gas turbine monitoring

Acoustic Noise testing | Mobile equipment position

Opportunities to expand Test Service offerings – from increased

uptime and productivity to comprehensive testing expertise

Page 16

Full service contracts build long-term customer engagement

» Responsive proactive support

» Differentiated technical

solutions

» Global best practices

delivered locally

Consulting

Intelligent Lab Productivity

Baseline Maintenance

Customer

MTS Repair Center

MTS Inventory Pool

Advance Exchange provided to customer

Core return

Core worked on

and put in pool

Reduce customer

time-to-market

Proactive

maintenance

Health

management

Bill

ions

-1

1

3

5

1994 2004 2014 2021

MTS Installed Base is Growing

$4.5B

$72 $77 $79

$135

$0

$40

$80

$120

$160

2013 2014 2015 2021

Rev

enue

Test

Rev

enue

30%

20%

10%

0

15.1%

16.9% 17.1%

20%

$79 $86 $90

$135

$0

$40

$80

$120

$160

2015 2016 2017 2021

Rev

enue

Tes

t Rev

enue

30%

20%

10%

0%

17% 17% 18%

20%

Environmental and energy conservation are driving growth in

ground vehicle and advanced materials testing

Page 17

CAFE standard for compact cars increases to 60 mpg by

2025, full-size car efficiency will also increases to 45 mpg.

Compact Midsize Full-size

Source: Car and Driver, November 21, 2014

Tire performance and durability as well as aero dynamic testing and

advanced composite materials are critical to meeting new fuel

efficiency standards.

Financial Information

Technology leadership positions MTS for long-term

sustainable organic growth

Page 19

Sensors Business Test Services &

Ground Vehicles Other Test Markets

Test

Services

3%

Share

Growth

Market

Growth 5%

Share

Growth

Market

Growth 3%

Share

Growth

Market

Growth 7%

5% – 7% long-term organic growth target

» Expanding Services offerings

and revenue in Test

» Capitalizing on ground vehicles

growth fueled by increasing

CAFE standards

» Capture rapid expansion of

sensors markets

» Global macro trends present

significant sustainable growth

opportunities

» Engineering expertise and

technology-rich products and

systems are key differentiators

Opportunities to expand margins and other

financial measures

Page 20

MTS

Adjusted

EBITDA*

15%

Other financial goals » ~ 15% ROIC* in 4 years from revenue growth, improved profitability and reduced leverage

» $60M+ annual free cash flow *

» Productivity

improvement

through Lean &

other initiatives

Test Services

Revenue

Growth

Sensors

Revenue

Growth

Test

Operational

Efficiencies

3-4% pts

Improved product mix Efficiency gains

* Denotes non-GAAP financial measures

$ 3.00

$ 1.70 $ 1.31

$2.05 -$2.30

2015 2016 2017 2018

$100

$68 $72 $85+

2015 2016 2017 Annually

$564 $650

$788

$780 -$820

2015 2016 2017 2018

Broad Sensors portfolio aligned with emerging market

trends will spur revenue and adjusted EBITDA growth

» 2018 revenue guidance includes strong

Sensors growth and flat Test revenue growth

» 2018 earnings include:

- Increase from non-recurring 2017

expenses of ~ $25 million, $0.91 EPS, for

acquisition inventory step-up, China

investigation, acquisition integration, and

restructuring expenses

- Restructuring expense of $0.04-$0.11 EPS

related actions taken to increase

manufacturing efficiencies and reduce

costs

- Projected tax rates of 21% - 25%.

Page 21

* FY16 includes $1.02 acquisition-related and restructuring

costs. FY17 includes $.91 for China investigation,

acquisition-related and restructuring expenses

RETURN ON INVESTED CAPITAL (ROIC) 3

Guidance

Range

EARNINGS PER SHARE*

REVENUE

$18 $21

$18

2015 2016 2017

CAPITAL EXPENDITURES OPERATING CASH FLOW

3.3% 3.2% 2.3%

% of revenue

Capital

Expenditures

16%

9% 7%

15%

2015 2016 2017 2021

$88 $96

$120

$120 -$140

2015 2016 2017 2018

ADJUSTED EBITDA 1 Guidance

Range Guidance

Range

1 See reconciliation to nearest GAAP measure on page 41 2 See reconciliation to nearest GAAP measure on page 42 3 Denotes non-GAAP financial measure

Fiscal year 2017 Financial Results

» Revenue growth of 21%. Full year contribution from the PCB acquisition generated 20%

growth, strong organic Sensors demand contributed 2% and Test declined 1%

» Diluted EPS of $1.31 includes $0.91 negative impact from China investigation costs,

restructuring and expenses related to PCB acquisition. Fiscal 2017 also includes full year of

interest expense and amortization expense attributed to acquisition.

» EPS benefit in fiscal 2017 from discrete tax benefits related to prior years and increase in

mix of higher margin Sensors revenue. Share count increased 2.958 million shares

» Adjusted EBITDA increase includes 12 month contribution from PCB compared to 3 months

Page 22

$96

$120

2016 2017

ADJUSTED EBITDA (M’s)REVENUE (M’s) GAAP: DILUTED EPS

25%

$1.70

$1.31

2016 2017

(23%)

1See reconciliation to nearest GAAP measure on page 41

$650

$788

2016 2017

21%

Capital allocation priorities

» Focus on debt repayment and reducing leverage rapidly, long-term leverage target

2.0x – 2.5x

» Invest in Sensors and Test for growth

– Focus capital on high returning organic growth opportunities

– Disciplined approach to executing on natural bolt-on acquisition opportunities

to augment strong organic growth once leverage has reached acceptable

levels

» Revolving credit facility will be primarily used to provide liquidity and support

organic growth strategy

– $120M available under the revolving credit facility

» Maintain long-standing historical dividend payout

– Targeted payout currently yields ~2.5%

– 40 consecutive years of dividend payments

» Share buyback program has been placed on hold until leverage is reduced

Page 23

Summary

» Reasons to invest in MTS

OPPORTUNITIES FOR GROWTH

- Capture expanding sensors market growth

- Realizing Test service opportunity driven by expanding base of installed products

- Capitalizing on ground vehicle market and advanced material testing growth

- Global macro trends present significant sustainable growth opportunities

WE HAVE WHAT IT TAKES TO BE SUCCESSFUL

- Global scale with approximately 40% of revenue from Asia

- Engineering expertise, technology-rich products and

systems, and goal of total customer satisfaction are key differentiators

- Deep, long-term customer relationships

» We are confident about our future

Page 24

Appendix

Financial history

Page 26

2015 2016 2017

Financial Results

Revenue $564 $650 $788

Adjusted EBITDA1 $88 $96 $120

Net Income $45 $44 $43

EPS $3.00 $2.72 $2.22

Cash from Operations $100 $68 $72

Financial Position

Cash & cash equivalents $52 $85 $109

Debt $21 $485 $474

Debt/Equity 8% 120% 111%

ROIC* 15% 9% 7%

Average Diluted Share Count 15.1 16.2 19.1

($Ms except per share data)

1Represents non-GAAP measure. See reconciliation to nearest GAAP measure on page 41

EBIT x (1-tax rate) + after-tax interest income divided by average debt + equity

Excludes acquisition-related and restructuring activities of $16.5M, $1.02 earnings per share and 3 percentage point impact on return on invested capital

Excludes China investigation, acquisition inventory fair value adjustment, restructuring costs and acquisition integration of $17.5M, $0.91 earnings per share and 2

percentage point impact on return on invested capital

*

**

***

**

**

** ***

***

***

Strategic rationale for PCB acquisition

Combining MTS with PCB creates a more valuable company for employees, customers and shareholders

Creates a sustainable,

technology-leading “Test

and Measurement” solution

provider

Excellent margins / profitability with upside from strong focus on operational excellence

Significant future organic growth potential with natural bolt-on acquisition opportunities

Provide products to the Test business that are currently sourced elsewhere

Strengthens Test Service position in calibration and builds a strong service footprint, especially in the US

Critical mass for

sustainable value creation

Global footprint, diverse markets/customers, broad product portfolio

Significantly broadens the Company’s sensors offering and adds piezoelectric as a major new core technology

Strengthens the sales channels for Sensors

Embrace the PCB culture of competitive differentiation through product innovation and exceptional customer service

Add revenue and margin through PCB sales to MTS Test and Sensors customers

Expand into adjacent

markets

Sensors would expand into pressure, acoustic, force, strain and vibration sensors

MTS Testing products can be sold into PCB customer base

Calibration is a large growth opportunity for existing PCB customers

Strong free cash flow profile Strong cash generation with minimal capex requirements

More predictable cash flow performance

Minimal capex requirements

and opportunity for facility

integration

Capacity for MTS to leverage PCB’s vertically integrated machine shop in order to lower cost of critical parts

Nearby PCB and MTS manufacturing facilities consolidation opportunity

MTS Sensors & PCB supply chain expect to realize significant cost reduction

Growth through service Service calibration is a large growth opportunity for the PCB customer base

Shared focus on total customer satisfaction

Complementary businesses Common cultures across both business units (innovative, technology-leading, engineer-to-engineer sales process)

Significant revenue and cost synergies when operated under one corporate structure

Page 27

» MTS customer leverage: » PCB can leverage MTS customers – MTS has

significant customer base in Aero and Transportation

» Europe, Asia and emerging

leverage:

» MTS has strong market position in Europe, Japan,

China and Korea. PCB currently has limited presence

in these markets.

» Cross selling of products:

» MTS Sensors sold through PCB channels

» PCB branded sensors sold through MTS channels

(Sensors and Test)

» Modal shop calibration

business: » Calibration market expansion with investments made

» Cost synergies:

» Illustrative SG&A efficiencies across both businesses

» Gross margin and manufacturing synergies based on

sourcing savings

The PCB Acquisition is expected to generate attractive revenue

growth opportunities, cost synergies and value for MTS

Page 28

Revenue: expect to cultivate growth opportunities

Cost: expect to generate $5 to $7 million of annual net cost synergies in the first 3 to 4 years after merger

Test – Ground Vehicles (~48% of Test Business)

Component, sub-system and full-vehicle

testing solutions for everything from

motorcycles and passenger cars to

heavy-duty trucks and rail vehicles

Page 29

PRODUCT MARKET GROWTH: 4%

APPLICATIONS – Measurement and simulation solutions

to assess durability, vehicle dynamics and aerodynamics

of full vehicles, sub-systems and components

COMPETITORS – AB Dynamics, DIA, Horiba, Instron

(ITW), MAHA AIP, Moog, Saginomia

» Validate Component Durability

» Test & Measure Vehicle Response

» Vehicle Dynamics

» Optimize Critical Design Parameters

MTS Ground Vehicles Market

$0.9B Market

MTS 26% Share

Test – Materials (~22% of Test Business)

Testing solutions for materials science,

aerospace, biomedical, and geomechanical

industries

Page 30

APPLICATIONS – Characterization of material properties

and behavior across a broad range of environments and

loading conditions in support of materials research and

development for product design

COMPETITORS – Instron (ITW), Zwick, Shimadzu,

Tinius Olsen

*Market size is based on an estimate of the Premium Materials

Test Market

PRODUCT MARKET GROWTH: 3%

» Properties for new additive manufactured materials

» Material characterization in severe environments

» Lightweight engineered material characterization

» Biomedical material testing

» Characterize basic material properties

» Perform material manufacturing quality testing

MTS Materials Market

$0.9B* Market

MTS 12% Share

Test – Structures (~12% of Test Business)

Testing solutions for a wide range of large

structures

Page 31

» Civil engineering

» Wind power

» Wave generators

» Seismic simulation

» Fixed-wing aircraft

» Helicopters

» Engines

» Space structures

» Blast Systems

APPLICATIONS – Static & fatigue testing of structures

such as aircraft, oil & gas piping, wind turbines, buildings,

bridges and associated components & subsystems

COMPETITORS – Instron (ITW), Moog, Renk, Servotest,

Shore Western, Walter & Bai

» Validate Design Strength

» Test Large Structures

» Conduct Complex Tests & Measurements

» Validate Component Durability PRODUCT MARKET GROWTH: 3%

MTS Structures Market

$0.3B Market

MTS 21% Share

» Training

» Repair

» Calibration

» Consulting

Test – Service (~18% of Test Business)

Delivering productivity, reliability, connectivity and

performance of test labs

» Aftermarket customer support, including software

maintenance and calibration, delivered in

proactive customer service level agreements,

as well as maintenance and repairs

Page 32

MARKET GROWTH: 3%

APPLICATIONS – Routine maintenance, calibration, condition

monitoring, operator training, systems optimization, hydraulic

fluid health management and technical support

COMPETITORS – Regional and local low-level technical

maintenance and repair companies, engineering consulting

firms, calibrations companies and do-it-yourself customers

$1.1B Market

MTS 8% Share

MTS Service

Sensors – Position (~37% of Sensors Business)

» Reliable and rugged sensors improve

machine uptime, reduce maintenance

costs, and enhance safety

» Precise, accurate measurement improves

manufactured product quality

Page 33

APPLICATIONS – Fluid power, metal working, plastics &

rubber processing, renewable energy, food & beverage

plants, printing, wood factory automation, drive technology,

mobile equipment for construction, and agriculture and

mining

COMPETITORS – Balluff, Santest, Kangyu, TR Electronic,

Heidenhain, Turk, Hydac, ASM

* Market size is based on an estimate of the current addressable market for all

linear position sensors

» Customer Industry: Lumber Mills

» MTS Sensors: R-Series

» MTS sensor integrated into a hydraulic actuator offers

the precise linear feedback needed by the saw

motion controller.

PRODUCT MARKET GROWTH: 4%

MTS 9% Share

$1.2B* Market

Precise Linear Feedback

Sensors – Test (~35% of Sensors Business)

» Reliable sensors used by engineers and

scientists

– Take precise/accurate measurements

– Facilitate technology advancements

– Reduce development times and bring new

products to market

Page 34

PRODUCT MARKET GROWTH: 8%

APPLICATIONS – Research & Development, Structural

Monitoring, Component & System Performance, Modal

Analysis, Ground and Flight Testing for Aircraft

COMPETITORS – B&K, Dytran, GRAS, Kistler,

Meggitt/Endevco

*Market size is based on an estimate of the current addressable market

MTS 11% Share

$900M* Market

» Customer Industry: Automotive

» MTS Sensors: 3711, 3713, & 3741 DC & MEMS series

» The sensors have frequency range down to zero Hz

enabling the sensor to meet the testing requirements

of all automobile manufacturers seeking good phase

response.

Road Load Data Acquisition

Sensors – Industrial (~19% of Sensors Business)

» Rugged industrial vibration monitoring

instrumentation and intrinsically safe sensors and

signal conditioners

– Survive in harsh environments, reduce

downtime, increase production efficiencies,

and protect critical industrial machinery

– Detect dynamic pressure pulsations and

vibration and accurately identify potential

failures

Page 35

APPLICATIONS – Monitoring & Assessment for Gas and

Wind Turbines, Oil & Gas Wells & Pipelines, Nuclear

Power Instrumentation, Vibration Monitoring for Motors,

Pumps, Paper Machines, Machine Tools, Steel Rollers

COMPETITORS – Meggitt/Wilcoxon, Meggitt/Vibro-Meter,

Meggitt/Endevco, CTC, Hansford, Murphy

*Market size is based on an estimate of the current addressable market

MTS 12% Share

$450M* Market

» Customer Industry: Predictive Maintenance

» MTS Sensors: 603 & 607 series

» Monitor vibration levels on the motor bearings

looking for increases in those vibration levels which

can be indicative of a potential defect. If left

unattended, could result in a catastrophic failure.

PRODUCT MARKET GROWTH: 4%

Mover Conveyor System

Sensors – Systems (~9% of Sensors Business)

» Dynamic test, measurement, metrology and

sensing systems as well as rental and calibration

services used by engineers worldwide

» Used to test, model, and modify the dynamic

behavior of structures and processes

» Noise and vibration monitoring instrumentation

Page 36

APPLICATIONS – Vibration/Pressure/Force Sensor

Calibration, Modal Analysis, Experimental Sound &

Vibration Testing, End of Line Product Testing

COMPETITORS – B&K, Kistler, LDS, MB Dynamics,

Meggitt/Endevco, Spektra, Tira, Unholtz Dickie,

*Market size is based on an estimate of the current addressable market

MTS 5% Share

$500* Market

» Customer Industry: Aerospace

» MTS Sensors: 2100E11 & 2060E Modal Shakers

» Measure modal frequencies, damping and mode

shapes to assess the structural dynamic

characteristics of the aircraft to validate vibration

and flight control models.

PRODUCT MARKET GROWTH: 11%

Ground Vehicle Test (GVT)

Products and Systems

Page 37

Test Ground Vehicles Test Materials

Test Structures Sensors

Adjusted EBITDA reconciliation – Total MTS

Page 38

Fiscal Year

($’s in millions) 2015 2016 2017

Income from operations $62 $42 $55

Depreciation and amortization 21 24 35

Other income/(expense), net (2) - (1)

Stock-based compensation 7 7 6

Acquisition-related expenses2 - 10 -

Acquisition integration expenses3 - 3 4

Acquisition inventory step-up - 8 8

China investigation expenses - - 9

Restructuring expenses4 - 2 4

Adjusted EBITDA 1 $88 $96 $120

Adjusted EBITDA Reconciliation

1 Denotes non-GAAP financial measure. 2 Acquisition-related expenses were adjusted to exclude stock-based compensation forfeitures that were

included in the stock-based compensation line. 3 Acquisition integration expenses were adjusted to exclude interest expense that is included in the interest

(income) expense, net line. 4 Restructuring expenses were adjusted to exclude stock-based compensation forfeitures that were included in

the stock-based compensation line.

Adjusted EBITDA reconciliation – Test segment

Page 39

Fiscal Year

($’s in millions) 2015 2016 2017

Income from operations $43 $41 $29

Depreciation and amortization 18 17 17

Other income/(expense), net (2) - (1)

Stock-based compensation 7 7 5

China Investigation Expenses - - 9

Restructuring charges - 1 3

Adjusted EBITDA 1 $66 $66 $62

Adjusted EBITDA reconciliation

1 Denotes non-GAAP financial measure.

Adjusted EBITDA reconciliation – Sensors segment

Page 40

Fiscal Year

($’s in millions) 2015 2016 2017

Income from operations $19 $1 $26

Depreciation and amortization 3 7 18

Other income/(expense), net - - -

Stock-based compensation 1 - 1

Acquisition-related expenses2 - 10 -

Acquisition integration expenses3 - 3 4

Acquisition inventory step-up - 8 8

Restructuring expenses4 - 1 1

Adjusted EBITDA 1 $23 $30 $58

Adjusted EBITDA Reconciliation

1 Denotes non-GAAP financial measure. 2 Acquisition-related expenses were adjusted to exclude stock-based compensation forfeitures that were

included in the stock-based compensation line. 3 Acquisition integration expenses were adjusted to exclude interest expense that is included in the interest

(income) expense, net line. 4 Restructuring expenses were adjusted to exclude stock-based compensation forfeitures that were included in

the stock-based compensation line.

Adjusted EBITDA reconciliation – Total MTS

Page 41

Fiscal Year

($’s in millions) 2015 2016 2017

Net income 45 28 25

Provision for income taxes 14 6 (2)

Interest (income) expense, net 1 8 31

Depreciation and amortization 21 24 35

EBITDA1 81 66 89

Stock-based compensation 7 7 6

Acquisition-related expenses2 - 10 -

Acquisition integration expenses3 - 3 4

Acquisition inventory step-up - 8 8

China investigation expenses - - 9

Restructuring expenses4 - 2 4

Adjusted EBITDA1 $88 $96 $120

Adjusted EBITDA Reconciliation

1 Denotes non-GAAP financial measure. 2 Acquisition-related expenses were adjusted to exclude stock-based compensation forfeitures that were included

in the stock-based compensation line. 3 Acquisition integration expenses were adjusted to exclude interest expense that is included in the interest

(income) expense, net line. 4 Restructuring expenses were adjusted to exclude stock-based compensation forfeitures that were included in

the stock-based compensation line.

FY18 Guidance: Total MTS Adjusted EBITDA

reconciliation

Page 42

12 Months Ended September 29, 2018

($’s in millions) Low High

Net income 40 44

Provision for income taxes 10 15

Interest (income) expense, net 26 29

Depreciation and amortization 36 38

EBITDA1 112 126

Stock-based compensation and non-recurring expenses2 8 14

Adjusted EBITDA 1 $120 $140

Adjusted EBITDA Reconciliation

1 Denotes non-GAAP financial measure. 2 Includes pre-tax forecast expenses for stock-based compensation and restructuring.