Good afternoon, everyone, and thank you for joining us today. My name is Rob Fagan, Vice President of Finance of Madera Food Processing. On behalf of the Madera leadership team, I am delighted to welcome all of you to our inaugural Investor Day presentation. Please note that today's presentation will include forward-looking statements, which are subject to risks and uncertainties, which may cause our actual results to differ materially. You may find a more detailed description of risk factors in our recent Form 10 filing. We'll also present non-GAAP measures, which are reconciled in the appendix of today's presentation, which has been furnished with the SEC and is available in the Investors section of our website. One specific item to note, references to standalone adjusted EBITDA reflect management's management's view of profitability fully burdened by our estimated standalone corporate costs post-spin. These are not reflected in our historical segment reporting results and not fully captured in the Form 10 carve-out financial statements. Today is an important and exciting milestone for Madera food processing. Our goal is to give you a deeper understanding of who we are, how we operate, and how we think about long-term growth and value creation. Before we begin, I'd like to briefly walk you through today's agenda so you know what to expect. We'll start with Madera Food Processing CEO, Mark Salmon, who will outline Madera's strategy, a company overview, its market positioning, and playbook for long-term value creation. Next, Mark Bui, Madera's Chief Operating Officer, will highlight the company's margin expansion initiatives, including maximizing the value of our recurring aftermarket business, along with driving operating efficiencies through innovation in the Madera operating system. From there, you'll hear from our group presidents, Peter Yongen, Andrea Colusi, and Scott Rue, who will provide insights into the protein, bakery, and snack market categories respectively, highlighting market trends, examples of how Madeira harnesses the collective strength of our brands and their leadership to deliver value for our customers, followed by their strategic priorities in support of our value creation playbook. Next, Madeira's Chief Strategy Officer, Matt Fusion. We'll share his M&A framework and how the company plans to build upon its proven track record of generating shareholder return through disciplined execution of inorganic initiatives. Our Chief Financial Officer, Amy Campbell, will then review Madera Food Processing's financial profile and how we expect to combine a strong balance sheet, substantial cash flow generation and a capital allocation strategy to maximize shareholder return. Following the financial portion of today's presentation, we'll open it up for a Q&A session before final words from our CEO, Mark Solomon. I'd now like to invite Mark to the stage and ask that everyone please enjoy this brief three-minute video before we get started with today's
presentation thank you for attending our investor day Midera we are a global industrial automation company that I need a clicker on top there you are that feeds the world with our custom we focus on further processing where the value added is in the food manufacturing process. We solve mission-critical problems every day to the world leading food companies. Why should you invest in me there? One of our strengths is our established leading brands that have been run by a leadership team that is very entrepreneurial and motivated to deliver strong financial results. Another strength is the favorable industry mix that we have across our end markets. These trends tend to create durable tailwind that pushes our revenue and earnings. Another strength is our clear growth strategy built on three strong pillars. Those strong pillars will enable us to deliver 5% to 7% organic growth over the next three years. Total line solution, market penetration, and aftermarket. You should invest in Mid-Europe because margin accretion is the core focus of our value creation plan. Through mixed improvement, operational excellence, and scale, we expect to generate approximately 500 basis points of margin uplift by 2028. Another reason you should invest in Medera is our proven M&A growth engine. We earn the right every day to consolidate. In an industry that is $70 billion strong and highly fragmented, we are the acquirer of choice with long-standing target relationships. Last but not least, our strong balance sheet. Our strong balance sheet will support the growth inorganic and organic that we have in our plants. In other words, we know that our balance sheet is our weapon for shareholder value creation. Taken together, this position, Medera, as a high-quality, differentiated automation platform built to compound value over time. That is why Medera, and that is why not. Our success starts and ends with the customer. and the value we consistently delivered over the past two decades. Madeira began its journey in 2005 with the first acquisition of our protein company that put us into that food processing world where we are solving complex problems for our customers. I joined Midera in 2015, coming from the bakery side and bringing a perspective of a customer, of a food processing supplier. At that time, Midera was shy of $300 million in revenue with 14 brands and a substantial untapped market potential. Since then, we have nearly tripled the scale of our business, adding another for a total of 33 brands and deliberately focusing on the growth of our protein and bakery platform and recently in 2024 entering the snack food platform. A core competency of Midera is disciplined acquisition and successful integration of our target. We have added more than 30 brands while preserving entrepreneurial leadership and customer intimacy across the brand level. Importantly, this growth was not financially engineered. It is built on pure customer value. Today, we operate in high-growth markets with shifting consumer preferences, where customer need for automation, scalability, reliability, and innovation is needed more than ever. This combination, customer-led strategy, proven execution, and structural market opportunity is what has driven our performance to date and positions Madeira for continued compounding ahead. The spin of Madeira is designed to unlock the full potential of a focused, pure-play food processing leader in innovation equipment across protein, bakery, and snacks. We operate leading brands across a broad range of food categories, unified by high-performing total line solutions that start with preparation and mixing and end with finished products. This allows our customer to partner with a single trusted platform rather than manage a fragmented supplier base. everything we do is focused around our customer adding value to our customer that means improving uptime yields labor efficiency food safety scalability outcome that directly impact customer profitability we anticipate customer leads, we invest ahead of demand, and we innovate highly engineered solutions that enable our customers to grow profitably in a dynamic, fast-changing food market. This is where Madeira wins. Not price-driven equipment, but the highest value, most mission-critical part of the processing cycle. where automation, reliability, and seamless integration matters the most. As Rob presented earlier, this is the senior leadership team driving Midera's strategic vision and day-to-day execution. Collectively, this group brings decades of experience in the industry. And behind this leadership team is another bench of company brand presidents that have been leading their businesses and delivering consistent results for years. Talent that ensures resilience and scalability, which is what we need as we pursue our growth strategy. Who is Midera? Midera is a scaled global automation platform with strong financial performance and a differentiated operating model. In 2025, we generated $850 million in revenue and $140 million in EBITDA, including our estimated standalone public company costs, demonstrating both scale and earning quality at day one. We operate globally with 33 best-in-class brands, supported by 20 localized sales and aftermarket offices that keep us close to our customers and responsive to their needs. Approximately 40% of our revenue is highly recurrent, coming from aftermarket sales, which carry attractive margin and benefits from a massive installed base. From a market perspective, we have achieved leadership positions in both protein and bakery and having recently entered the snack food category, we are now expanding both our addressable markets and our long-term growth opportunities. Geographically, we are truly global. 44% of our revenue is generated outside the U.S., with 31% in the EMEA region, and growing in large underpenetrated emerging markets in Latin America and Asia. At the core of our differentiation are the 20 total line solutions which enable customers to partner with Madeira across complete systems rather than individual pieces of equipment. We recently added three new total line solutions and continue to expand capabilities in this critical growth pillar, driving large orders, higher switching costs, and incremental aftermarket attachments. Taken together, Midera combines scale, recurrent revenue, global reach, and differentiated technology, positioning us as a premium further processing automation company with a clear path for sustainable value growth. One of our differentiators are the premium brands. For investors less familiar with food processing, these slides matter more than it may appear. The brands you see here command pricing power as category leaders that customers actively seek out and rely on mission-critical operations. What's unique about Madeira is what we presented is the entrepreneurial spirit and competitiveness of each brand, while connecting them through total line solutions that solve bigger and more valuable problems for customers. We operate as a decentralized, brand-driven company where decisions are made quickly and the closest to the customer, not in a corporate bureaucracy. This combination of strong individual brands with a platform-level integration is a key competitive advantage and a major driver for our goals. Another differentiator is our global footprint. And there are three takeaways from this slide. First, our operational footprint serves customers and sells products across six continents, allowing us to support food producers wherever they operate and wherever they want to go. Second, we have invested heavily in this footprint over the past three years, particularly in our global innovation centers. These centers provide unique customer value, enabling collaboration, testing, co-development of solutions. and positioning Madeira as a true technology and innovation partner, not just as an equipment supplier. Third, we are now accelerating returns on these investment. We are monetizing these footprints with organic growth, deeper customer engagement, and expanded total line solutions, while also leveraging through disciplined M&A to fill wide space and enhance scale in a highly fragmented business. Taken together, this platform is not just reach. It is a strategic growth engine for Mudeira. Another differentiator is the high-value sandbox we are in. Let me briefly define where Medera specialize in. We're not in primary processing. We're not in secondary processing where the kill and deboning happen. We're in further processing and very clearly we are the leader in this category with a strong emphasis on our thermal processing. This is where the most dense and complex solutions are derived for the customers. If you look at this page from left to right, what you see is more commodity on the left and more value-added product on the right. when a customer wants to launch a new type of bread or a new hot dog or whatever is the product that we specialize in among our 20 line total line solutions decisions are made around quality consistency food safety yield automation all of them happen inside the four walls of a further processing plants this is our sandbox this is where milera brings the best value solves the hardest problem and becomes a true partner in our customers growth and profitability now that you know who we are let us tell you how we're gonna grow and drive value over the Over the past 10 years, end-market CAPEX has delivered low to mid-single-digit growth across protein, bakery, and snacks. Diversified exposure across growing end-market drives demand and limits cyclicality. and long-term demand driven by underlying consumption growth, evolving consumer preferences and equipment replacement and or upgrades. The total addressable market for food processing is approximately $70 billion. The top five players represent around 10% of the revenue in that market. with most other equipment manufacturers focused on single-category or localized markets. And while disciplined M&A remains an important lever, we believe heavily in engineered-led innovation, customer-centricity, and total line solutions that have already driven and will continue to drive organic share gains. In a fragmented market of this size, ShareShift is a powerful growth engine, and Madeira is well positioned to capture it. One of our many strengths are the favorable industry trends that we see in this marketplace. I'm not going to detail each of these individually, but every one of these drivers causes our customers to call Medera for equipment solutions. Consumer demand and global population growth continue to drive volume and product innovation across food categories. At the same time, increasing requirements around plant automation, labor efficiency, and food safety are forcing customers to upgrade and rethink their processing lines. In an increasing uncertain world, food security concerns are accelerating the localization and industrialization of food manufacturing, driving new plant builds and capacity investments closer to end markets. Let me be very clear on Madeira's growth strategy, which is differentiated in its value for customers and ultimately for you, shareholders. Everything we start with is for the customer and it ends there. Whether we're delivering total line solution, launching a new innovation, penetrating a new geography, and expanding our service and aftermarket platform or executing our disciplined M&A, every decision we make runs through a very simple filter. Do we materially improve customer outcomes in this decision? That customer-first mindset is powered by four integrated growth pillars, total line solution, market penetration, and aftermarket. They reinforce one another, accelerating growth and creating a compounding flywheel. We'll walk through each of these pillars today, but the results already speak for themselves. Over the past six years, this strategy has delivered approximately 12% of compound annual growth. And a focused, stand-alone, pure-play food processing company with a sharper execution, faster decision-making, and disciplined capital allocation, we believe the opportunity ahead is even greater. This is a strategy to create real customer value, and one designed from day one to compound shareholder value over time. Let's begin by defining what's the total line solution and why we believe they are unique to Midera. What you see here is a bacon line where you put a pork belly on this side that comes from the primary processing and end up with a packaged bacon product on the other side. two dollars input eight dollars input per pound output per pound 4x value creation this is the heart of food processing these are six best-in-class brands that we acquired over a period of 10 years, creating a high-performing line that is fully integrated that a customer can purchase and install from a one-stop shop from one reliable supplier, Midera. For Midera, Total Line Solutions deepen customer relationships. It expands our share of wallet and pull through additional opportunities in aftermarket service and future line expansion importantly this is not a theoretical concept it is a capability built over years through deliberate portfolio development disciplined mna and operational integration the roi for our customers is powerful and it is real these are real numbers in this example our total line solution for bacon delivers approximately 4.4 million dollars of savings per year representing a 55 roi for our customer for you as madeira shareholders that matters when we sell a total line solution our pricing is supported and directly reflects the quantifiable value we deliver to our customer. Put simply, total line solutions drive both growth and margin. And just importantly, they create repeat customers, customers who come back for Madeira for aftermarket support, sales, and expansion into the next production line. Total solution raise the bar. They move the conversation away from pricing and individual machines towards performance, reliability and long-term partnerships. And as we scale this capability globally, we see a long runway to drive customer value and sustain above market growth. Today, we have total line solutions across more than 20 food categories. On this slide, we've highlighted some of the largest and fastest growing end markets within processed fruit. Poultry, which is our highest growth category. It expanded over 30% last year. Portable snacks, particularly protein. Celebration cakes, where we have the best integrated automated line that can produce up to 6,000 pounds. decorated cake an hour across these solutions we create value for our customer across the full spectrum of profit drivers we increased three we increase through throughput and yield we reduce operating and input cost and we ensure sanitation and improve product quality And in many cases, we enable our customers to offer entirely new products, opening up additional revenue streams. This is what differentiates Madeira, not just selling equipment, but delivering integrated solutions that directly improve customer economics and growth potential. Having covered our first growth pillar, I'll now turn on to our second growth pillar, expansion through new product innovation and new geographies. We have already a truly global presence. Our customers operate globally and we are structured to meet them where they are today and where they want to go. The scalability to produce and sell across the world provide us with a significant advantage to grow and scale our M&A targets. This footprint enables organic growth and scalable M&A, giving us ability to integrate and accelerate businesses rapidly. With 20 sales offices, 29 manufacturing sites, and 4 innovation centers, we combine global reach with execution discipline, creating a powerful platform for growth. In short, this pillar is not about building presence. It's about unlocking growth through scale, speed, and execution discipline. At Madeira, innovation isn't a department or a function. It's a mindset that defines how we partner with customers, where Madeira invests in state-of-the-art innovation centers that help them develop their businesses. So what's an innovation center? There are places where customers don't just see equipment and test them. They experience what their operations could become. where ideas move from concept to reality where complexity is simplified and where performance is engineered with intention our customers enter our innovation centers seeking help and clarity and they leave with a clear vision of what world-class world-class look like for their own operations they work side by side with our food technologists our bakers our engineers our r&d specialists testing validating and optimizing complete solution before making capital decision our innovation centers are not not showrooms they are growth engines for our customers for our brand and for the future of food processing. This slide shows an innovation we are very proud of, the Helix Album, purpose-built for poultry application and designed to meet accelerating consumer demands, particularly in the U.S. The customer challenge is clear. How to cook products with a higher yield, better product quality, using less time and less space. ScanEco, our spiral company, addressed this challenge by designing a highly flexible spiral oven built around a unique thermal approach, combining steam, convection and microwave to dramatically enhance speed, control and product quality. The Helix oven delivered material results, up to 5% yield improvement, 40% to 60% faster cook time, and roughly half the physical footprint of conventional solutions. More importantly, this is innovation with real economic impact, transforming our customers' operating economies and meaningfully accelerating their return on investments after markets we have a very strong foundations in there this is our third growth pillar and it's the continued expansion of our aftermarket parts service and business that's going to be driving a lot of our growth moving forward today these high margin revenue represents around 38 40 depending on the year of total sales and that makes continue to expand reaching the mid 40s in the next few years a key accelerator within this pillar is our focus on total line solutions again roughly 20 percent of standalone equipment sales include a service agreement while total line solution drive an attachment rate of over 90 percent the reason is straightforward complex and high ROI systems require deep technical expertise and our global service organization plays a key role in keeping customer operations running at peak performance with an installed base exceeding under thousand units and systems in the world we have a long runway for durable recurring revenue one that expands margin deepens customer relationship and increases lifetime value this is more than a look of where we are today it is a clear statement of the company we are becoming we build an industry-leading platform anchored by best-in-class brands and equipment serving markets with powerful long-term secular tail ends our growth is proven and driven and reinforcing engine driven by 3d enforcing engine total line solution innovation led market penetration further geographical penetration and aftermarket. We are the acquirer of choice in a fragmented market, backed by a disciplined playbook and its consistent track record of integration and value creation. What makes this platform truly durable is our culture. It is defined by entrepreneurship, leadership, intensity, accountability, and a relentless will to win as we enter this next chapter as a public company. These strengths form a powerful accelerator, compounding growth, expanding margins, generating strong free cash flow supported by disciplined capital allocation, driving sustainable long-term value for shareholders today is about communication the foundation the platform the strategy and the culture we're taking public what comes next is the execution our team will now drill deeper into each of these category our growth engines showing how they convert into earning power cash flow and disciplined capital deployments. This is the beginning of our next chapter, and we're excited to lead you through it. With that, I will now introduce our Chief Operating Officer, Mark.
Excellent. Thank you, Mark. All right. Thank you, everybody.
Get this clicker going here. Aftermarket expansion. I get to talk about some exciting
stuff with you guys today. So let's dive into aftermarket and look at it from really through a financial lens. What you see here is the foundation of how our high margin recurring revenue engine of the business today. While capital equipment sales are vital for expansion, our aftermarket business is what drives our cash flow stability. We are currently leveraging an installed base of over a hundred thousand units, as Mark said earlier. This isn't just a service footprint, it's a massive locked-in ecosystem for recurring demand. In an industry where food producers face widening in-house knowledge gaps, our services are transitioning from reactive magnets to mission-critical operational insurance. From a margin perspective, this is one of our most attractive revenue streams by providing a single point of contact and data integration we're moving up the value chain shifting from a low margin break french break fix repairs to high margin life cycle optimization our base of experience supported by 800 global professionals allows us to scale these higher margin services without a proportional increase in overhead. We are effectively monetizing those assets in the field through their entire 15 to 20 year life. Finally, on the right, our philosophy of durable design all the way through part availability creates a defensive moat for us in the marketplace. This offers you as investors downside protection against market volatility and a compounding growth lever as we continue to expand our installed base we are not just a manufacturer we're a high utility service partner with a growing predictable and highly profitable revenue stream now let's look at some numbers what we're building is a highly predictable recurring revenue engine that gains momentum with every new piece of equipment that we sell looking at the case on the left What we see here is over 50% of the aftermarket revenue comes from service contracts and lawn wear parts. However, the real aha moment is on the right side of the graph. Opportunity grows with complexity. Historically, on a standard equipment sale, we might see a 20% service level agreement attachment at installation as we pivot to total line solutions that mark touched on earlier and you will hear a lot about today that attachment rate skyrockets to over 90 percent we aren't just selling a machine anymore we're selling a long-term high margin service ecosystem when you look at the life of the asset the financial impact is staggering we are currently capturing roughly 60% of the original purchase price back through aftermarket parts and services over the equipment's lifespan. But here's the takeaway for the room. Despite these strong numbers, we still see significant upside opportunity. As equipment becomes more sophisticated and our total line approach becomes the standard, that 60% capture rate isn't just the goal, it's our starting point. The previous slides were the what and how much. This slide is the where we're going. We're moving from being a vendor of machinery to a partner in enterprise total line solutions. Look at the trajectory from left to right. On the far left, you'll see a single piece of equipment, happens to be an oven here. In that world, the customer has limited in-house oversight and our role is limited to low level reactive service parts and support. This is a more commoditized lower margin space. As we move up the arrow customer risk and requirements increase and that is exactly where we want to be. As complexity grows again the customer needs our expertise. We move through operational maintenance where our high touch adaptable service becomes their safety net then to automation where the sophisticated hardware and software of our equipment enable systems become the brains of our customer's operation and then finally we reach enterprise level all the way on the right this is the madera difference we aren't just maintaining a machine we're providing a full-on integration we were giving customers the data and the leverage they need to optimize their entire facility's profitability. By providing the seamless coordination of technology, software, and service, we create a massive amount of leverage. We move from a break-fix vendor to a strategic partner integrated into their C-suite financial goals. For us as a business, this shift is transformative. Every step to the right represents a higher switching cost for the customer, deepens competitive modes for us and most importantly significantly higher margins as we sell high value integrated software solutions and optimization services rather than just switches and stainless steel. This is how we leverage our digital solutions and expertise to own the customer relationships from the shop floor to the balance sheet while partnering with customers to drive their growth engines. Now, let's look at my favorite part, innovation and operational excellence. As Mark said earlier, innovation in this company isn't just the buzzword. It's a disciplined, high-velocity process that contributes a massive $341 million in revenue over the last three years, 20% of our new equipment sales during that time. Many of you have seen snacks hanging around outside. Most of those snacks or a lot of those snacks were the result of innovations that we brought to the market that you could enjoy today or on your way home. Our innovation isn't just done in a vacuum. It's a four-step feedback lead. Starts with voice of the customer, as Mark touched on earlier. Everything here starts with the voice of the customer, identifying the real-world bottlenecks that those customers are seeing. We deep dive into the physics and mechanics of their processes. We give local teams ownership to develop the solution side-by-side with those end users. And then finally, and most importantly, we iterate and replicate those wins across our entire 100,000-unit global install base. This isn't just theory. It's a working engine. each one of our brands has a healthy and active innovation roadmap and funnel. Looking at our 2026 innovation funnel, the pipeline is robust. We currently have over 70 innovations in development across 17 different market subcategories. Crucially, we are balancing our risk. While 20% of these are modernization innovations, keeping up with our existing customer base, we also have 12 game-changing innovations on deck these are breakthroughs that define new categories and expand our total addressable market in short our aftermarket base gives us insight into how to innovate and our innovation engine gives us the new and existing customers new value for them and this is how we ensure that madeira doesn't just lead the market today defines it for the next decade. We discussed some of our market-facing strategies. Now let's look at the engine under the hood. This is my favorite part. The Madeira operating system is how we translate focus into margin expansion. It's built on five pillars, a lean toolbox, a robust quality system, aggressive technology application, a resilient supply chain, and intelligent design. These aren't just departments, they're a unified, disciplined design to strip out waste and grow our bottom line. To understand the real world impact of this system, look at the technology application example on the right. In a traditional manufacturing environment, a highly skilled welder can produce around 17 inches per minute of weld. By applying the technology pillar, we've integrated a cobalt welder into our workflow. These cobalts don't just work faster, but act as a workforce multiplier by working alongside our skilled welders. That's a seven-time uplift on a critical manufacturing process that exists across almost all of our facilities. But the value goes beyond just speed. This automation drives consistent quality, improved safety, and reducing costly rework and insurance liabilities. More importantly, it allows us to reallocate our skilled human capital to more complex, higher-value tasks that automation simply can't touch today. The takeaway here is simple. we have an opportunity to make operations a meaningful driver of margin. With our focus host spend we can apply our resources and incentivize focused experts who do nothing but find these wins. Our operational system builds on Madeira's on Middleby's foundation ensuring that as we grow we don't just get bigger we get systemically more profitable. Turning to the next side, let's discuss how we institutionalize lean excellence through the Madeira operating system. We don't view operations as a must-have function. We view it as a toolbox to enable a strategic weapon to succeed. At the base of everything is strategic plan alignment. Every action on the shop floor or in the supply chain is anchored to our long-term growth objectives. We're ensuring that from the CEO to the front line, everyone is pulling in the same direction. As we move up the maturity curve, you'll see our core pillars. In the early stage, we focus on visual management, gimbal reporting, getting our leaders to the floor to address challenges real-time. Moving into the mid-tier, we are scaling proven methodologies like 5S, TPN, and underneath that highlighted SQDCNG framework, which stands for Safety, Quality, Delivery, Cost, and Growth. This isn't just an acronym, it's a mentality focused on relentlessly eliminating waste and driving accountability. At the top of the house, we reach in mature operations. This is where we leverage advanced tools like just-in-time planning, innovation monetization, and developing a multi-skilled workforce to create an agile environment capable to adapting to market shifts instantly. We are also prioritizing technology integration to address our most complex operational challenges, ensuring that our margins remain industry-leading even as we scale. To be clear, we are still very early in this journey and have a long way to go to maturity. But by formalizing these processes today, we are making operational execution a permanent strategic advantage for Madero. We are building a culture of get it right the first time, every time, which is the ultimate driver of long-term shareholder value. Operational excellence doesn't just stop on the plan floor. It extends all the way back to our 1,800 key suppliers. While our steel sourcing remains strategically regionalized, protect against global volatility, our technology sourcing is broad and diversified. The critical takeaway here is the lightly tapped opportunity to leverage our scale and focus. We are currently working to consolidate our supply base to maximize our buying power and drive down many costs. To achieve this we use a framework of resilience and cost analytics. We don't just buy parts, we have a plan for every part. By focusing on reducing the seven types of waste and utilizing value stream mapping, we are ensuring that every dollar spent is optimized for both cost and speed. We aren't just reacting to the market, we are purchasing signals and real-time analytics to stay ahead of it. Our supply chain roadmap for the coming year is clear. Consolidating suppliers, implementing pool systems across our organization to drive up on-time delivery performance, and then we're moving to a fully integrated data-driven procurement model. Finally, the four-step process on the bottom. The playbook is simple and impactful, delivering a customer-friendly financially appealing result from our supply chain efforts. Thank you for your time today and let me turn it over to Maffer and Peter to talk a little bit about the protein business.
You work? There you go Maffer. I'm Mr. Peter Yon. I hold a master's degree in engineering other than working in the food processing industry for over 25 years. Before I joined Madeira I was working for Moral. The last 15 years I've been focusing on food, on protein related activities. I've been with Madeira for over 10 years and what makes Madeira special for me is, you know, our focus on the brands, our entrepreneurship and the closeness we have to our customers. The last five years having group president slicing loading and packaging today i'll walk you through the protein group at madeira covering our portfolio key market trends a customer case and our strategic priorities to set the scene the total dressable market for equipment in the food processing industry is 32 billion a year this substantial market combined with shifting consumer demand and our total line solutions creates strong opportunities for us let me introduce you to our brands the slide shows you are 13 brands in protein and on the bottom seven brands that we share with bakery we have organized them in four categories first is the thermal processing group where we have six dedicated brands and together with Scanico and Frigo Mechanico we've got eight. With this group we have key unique capabilities covering cooking, heating, drying, pasteurizing, freezing and preservation technologies. Then we have the processing and preparation group, with two brands covering grinding, mixing, emulsifying, pressing, and much, much more. Next, the slicing, loading and packaging book. Three brands that ensure efficient portioning and final packaging. And finally, facility automation with two brands from the protein group and three shared brands enabling us to get end-to-end integration and smart factory solutions. This structure allows us to combine specialized expertise with integrated total line solutions, which is increasingly what our customers are looking for. Let's look at some trends shaping the protein industry. First is what we call the K-curve. At the upper end we see growth in premium products like charcuterie, beef and clean label foods. These are fresh, minimally processed, high-quality products. They align well with technologies like servite, pasteurization and advanced cooking and drying solutions. At a lower end, we have value-based products such as hot dogs, poultry and deli-earned items. These focus on convenience and quick preparation. Here, efficiency is key, driven by best-in-class preparation, thermal processing, packaging and especially automation to reduce costs. Madeira is supporting both ends of these spectrums with our total line solutions and our innovative products. The second trend is the need for automation driven by labor shortages and rising labor costs. Customers are increasingly looking for fully automated solutions with minimal operator requirement. And that is exactly where an integrated approach adds value. Third, trend is lifestyle changes are reshaping the demand. Urbanization is increasing the need for convenience food like here's ready, ready meals, and deli products. Younger generation, especially Gen Z, are driving proteinization shifting from powder and shakes to portable protein foods. At the same time trends like GLP-1 treatments and broader dietary shifts are increasing overall protein consumption. All of this reinforces the importance of flexible, efficient and scalable production solutions. To bring this to life let's look at a customer case. This is a well-known global food manufacturer based in the US building a new greenfield facility. Traditionally such a plant would require around 1,300 operators, creating significant costs and complexity the production process was also highly complex with multiple steps across different products and a strong demand for the products customer needed a fully integrated and automated solution Madeira delivered a total line solution including material handling thermal processing and cleaning and sanitation systems. We also integrated the intra-logistics and storage which was critical due to strict hygienic requirements. The sale of the system ran in the tens of millions of dollars. The results were very compelling. Customer achieved more than a three percent increase in yields, reduced headcount by over 50% and improved the operational margin by more than 5%. This resulted in a payback time way less than three years. This clearly shows the impact of automation and integration. Finally, let's look at our strategic priorities for the
protein work. First, expanding our product offering. We've recently added
capabilities in areas like portable protein foods and charcuterie allowing us to address higher value segments second expansion we're leveraging madeira's global footprint modernizing the installed base and driving innovation through strong pipeline of protein and total line solutions we also see strong growth opportunities in brazil through our local brand max mac and we are increasing our presence in mia through the italian innovation center poultry is our fastest growing product group last year we were over 30 percent in revenue like mark mentioned earlier third is the aftermarket drive with expanding service contracts tied to new equipment installations and growing our global field service teams this not only drives recurring revenue but also strengthens customer relationships and finally m&a acquisitions help us fill wide spaces in our total line solutions and target fast growing segments where we are not yet market leader cultural fit remains an important factor in this decision in summary the protein market is growing steadily and becoming more complex driven by automation lifestyle changes and evolving consumer demand with our strong portfolio integrated solutions and clear strategic focus madera is well positioned to capture this opportunity. Thank you for your attention. Let me now hand over to Andrea to
talk about a bakery. Thank you and good afternoon. My name is Andrea Kurusi. I've been in the industry for the last 28 years and my family has been the previous owner of Kulusi Amherst. Kulusi Amherst is a company specializing in industrial washing equipment for the food and pharmaceutical industry. The company is being acquired by Madeira in 2022. In 2017, I had the honor of meeting Matt Fushen and Mark Salman. And from there, we started a collaboration. I was selling my industrial washers to the bakery and protein group for their total line solutions. This time has been quite important to me because I had the opportunity to learn how the Madeira philosophy was working. Our group of companies managed to work together with an entrepreneurial approach towards the global market arena. A few years later, when my family in 2022 decided to sell the business, we decided to stay with Medera because it was the right choice to continue the legacy of our family, to continue dreaming and innovating. Today, my family is still living in Colussi, and I can tell you that investing the future into Midera, it was the right choice. Today, I'm the group president for the bakery sector of the Midera group. The group consists of 13 companies, plus 7 that we're sharing with the Protein Group, companies that are quite unique per se. where their essence is to work with a decentralized organization, where each brand maintains his own identity and organizational independency, and where each president retains his own entrepreneurial approach toward the industry. The group serves a broad range of end markets within the bakery sector, including products such as celebration cakes, muffins, buns, cookies, crackers, pizza, pinza, and focaccia. This product portfolio spans the entire industrial baking process, including dough mixing, shaping, sheeting, lamination, and baking and cooling. and from the automation point of view we are capable of providing integrations such as deepanners, washers, and slicers and baggers. The group is very unique because is very flexible, can cope with very industrial large projects or can cope also with small artisanal segments. But their competitive advantage is to be able to evolve with the market trends that we're dealing with today market trends that sorry we have here the market trends that can be defined as shift into the towards the little treat culture where consumers are indulging more often but in a smaller scale this is often seen and accelerated by the increased dietary awareness, including GLP-1 users, driving demand for mini-bikes. We can see also the growth of products such as sourdough and artisanal bread, with a long fermentation, cleaner label. And from deindustrialization and automation, we see a dual trend into the market globally, where developed markets are prioritizing artisanal and specialty products to clean label, while developing markets continue to drive volume for industrial and indulgent settings. We should also mention the sensory experience to the products that are generating with their texture that sensory experience of cracky, snapping, or oozing. And in terms of lifestyle changes, the GLP-1 are reducing the overall consumption of commodity products by driving a higher quality bite, smaller portions as mentioned earlier hyper fiber better for your drive now I would like to introduce to you a unique case study about pinza it's not pizza is pinza I don't know if all of you know about it but it's a typical Italian flatbread with having characteristics of high hydration long fermentation and and unique ingredients. Why we selected this product is because lately, thanks to the ongoing contact with the market, Midera have seen the growth of this product. And thanks to the total line solutions that we have developed, we are pretty much the only ones capable to provide to the customer a complete line. the essence of it is that we have the complete knowledge about the product complete knowledge about the process and how to integrate all the equipment together so the customer had the opportunity to have aligned with the common software data collection ai integration for process optimization and predictive maintenance a sustainable approach including energy efficient components and heat recovery and probably the most important accelerate the time to market thanks to his last resting time and characteristic long fermentation the cost of recipe is reduced by pretty much 40 to 60 percent and the other advantage is that the payback is within the two years time now i would like to mention on this slide something that i'm personally close to because involve my personal time not personal time at my time for for the last year and a half and it is the central innovation our latest innovation center a unique structure that i invite you all to visit it's located northeast of venice italy it covers a surface of eight thousand eight hundred feet square feet and it requires an investment of about 23 millions the visitors have the unique opportunity to visit a center extremely educational you can learn from visiting the flooring the panels the utilities the piping all what is being placed in there to simulate a real plan a real industrial plan is not a showroom it's a dynamic environment where the customer can test industrial units with his own ingredients, can test before investing, and is capable also to interact with engineers, food specialists, technologists. And educationally, which is very important, we invested a lot into the possibility of helping university classes. We are currently having a master in food science. We are also using the center internally as a group of companies to be self-critic on how to innovate, how to become better, how to share hygienic concepts within the group Bakery and Proteca. As today, within only seven months, from the moment that we opened the center last October, the plant managed to generate about 33 million in orders. so it is really really unique and again I invite you all to visit it and finally I would like to summarize all our strategic priorities into our total line solutions of course with a lot of focus into products such as pizza pizza applications that are going to be very flexible because in the same total line solution will be capable of handling pizza pizza and focaccia it's quite unique nobody is capable of doing this nowadays the expansion in other markets EMEA or increasing our strength in Europe the after markets we are going to have dedicated and strategic locations to handle spare parts reduce the responsiveness for the customer for service packages and finally with mergers and acquisitions we're going to become stronger and stronger and with partners that are going to add on on innovation of our labs so I would like to thank you for your time and I'm going to pass it on to my colleague Scott
thank you Andrea good afternoon how many people eat more Mexican food today than they did five years ago. This has been one of our primary drivers for our business and we look to take in leverages as we go forward. My name is Scott Rue and I'm very excited to be leading the newly formed snack segment at Madeira. Over the last 35 years as CEO of our family company I've helped grow up from 1 million to 74 million prior to joining Madeira in 2024. Our core business at
J.C. Ford, I'm sorry, appreciate it, I guess.
J.C. Ford's core business has long been centered around delivering complete line solutions for the tortilla and tortilla chip industry, building on our original corn tortilla systems developed in 1945. From 2020 to 2024, our company experienced significant growth while transferring from California to Tennessee,
positioned us for long-term scalability and operational pushing systems.
Today, more than 50% of our products are exported, with Europe counting for roughly 20% of our total volume. That experience in scaling, leading, and growing our business over time naturally led to our next phase of growth. To further accelerate and leverage this growth, we joined Madera in 2024. Madera's strength in baking complements our leadership in tortillas, and together we now have a powerful global platform. Today I'm focused on leading the next phase as we expand beyond our traditional core into our broader snack cycle. Looking ahead I see a total addressable market of approximately 18 billion as we move into adjacent snack processing categories including both front-end and end-of-the-line solutions. So the question becomes how do we turn market opportunity to real scalable growth? It starts with the strength of the Madeira platform and the partners we bring together. A key advantage of joining Madeira is the immediate integration of complementary technologies across our platform. Several partners are highly synergistic with our full line solution. Escher mixers enhance our flour tortilla systems on the front end. Scanico cooling systems capabilities enhance all of our systems. Filtration automation improves oil management in our frying system for tostadas, tortilla chips, and taco shells. Spooner Vicar expands our thermal capabilities across our entire platform, and Burfer provides end-of-line packaging and bagging solutions. This integration allows us to deliver more complete, efficient systems while increasing revenue per line and strengthening our value position to our customers. With that integration platform in place, the next piece is demand. From market trends driving demand are increasingly strong. The momentum behind our business is driven by powerful long-term consumer trends, one of the greatest being the Mexican food, which has been a major factor in our growth in the last 20 years. The Hispanic population today has reached 70 million, but roughly 20% of our population. Mexican cuisine has become deeply embedded in the American culture. Mexican restaurants have grown from roughly 10,000 locations in 1990 to over 90,000 today nationwide. More than 5,000 Mexican specialty markets now operate across the country. At the same time, mainstream adoption continues to expand. Fast and casual, QSR chains like Taco Bell and Chipotle are rapidly introducing Mexican products inspired around the world. Traditional restaurants are incorporating wraps and tortillas into their menus. Globally, tortillas and tortilla chips consumption continues to rise, fueled major brands like Doritos and Mission Tortillas. Additional snack trends that are driving growth include rolled products like Takis in the snack food segment Better for you options, grade-free alternatives such as cassava, lentil, and protein Increased investment in categories include Frito-Lay's $1.2 billion acquisition of Siete, a cassava-based tortilla chip and tortilla And continued flavor innovations with bold and spicy profiles beating the market So we have a platform and we have a demand. The next step is execution. How do we translate it to real value for our customers? That's where innovation comes in. We are driving our innovation within traditional tortilla chip process, particularly food service. Something many of you can relate to, the bowls and chips they give out at our meal at the beginning of a Mexican restaurant. Today, there are over 100 systems across the U.S. producing foreign tortillas, specifically to be cut, packaged, and shipped to restaurants that are fried fresh to serve at your table. That process dates back to the 1940s and 50s when tortillas were repurposed and famously leading to the creation of Doritos at Disneyland's Casa de Fritos. However, today that process remains highly labor-intensive, requiring four to six people. It includes a staggering four to 24 hours of staging to reduce clumping. Our new in-line cutting system eliminates labor by cutting directly within the process, removing a significant amount of labor. with over 100 systems running across the U.S., a retrofit system of an existing tortilla line will pay back in less than a year with a $350,000 investment. When paired with our new corn tortilla systems, they're capable of producing over 40% more than our closest competitor or 100,000 tortillas every hour, which translates to 25,000 bowls of chips over here. This is a great example of how we create value at the product level. Now let me step back and show you how we create it across our entire business. Looking forward, our strategy is clear and focused. Continue to expand our full-line solution capability across global markets. Leverage the Middleby worldwide footprint through our Madera worldwide offices to accelerate international growth. To build a strong reoccurring aftermarket through service, parts, and upgrades. Pursue strategic acquisitions that enhance our technology portfolio and market. In closing, when you combine a strong platform, a favorable market trend, and proven innovation with clear ROI, I believe we are uniquely positioned to lead the next phase of growth in the global snack market. Thank you. I'm going to now hand it off to Mac Fusion, who leads our M&A strategies.
Thank you, Scott. Good afternoon. Before I jump in, I would be remiss if I did not recognize the past 15 years spent with Middleby. And to extend a Madera thank you to the Middleby board for positioning Madera for our next chapter as a singularly focused growth company. Colleagues that we have had that pleasure to work with and learn from daily, but most importantly, it's the partnership and moreover, mentorship of our CEO, Tim Fitzgerald. Thank you all. Now let's roll it forward. I'm excited and honored to be part of this fantastic Madera team. I'm going to spend the remainder of our 15 minutes walking through Madera's M&A strategy. How we think about capital deployment, how we manage risk, and most importantly, how this has become a repeatable engine for long-term shareholder value creation. At Madera, M&A is not something we do opportunistically based on where the cycle is. It is an embedded operational capability supported by a clear framework, a proven team, and decades of execution. I would like to highlight four key takeaways about our M&A framework before we get into further details. First, our approach is disciplined and focused. We do not chase scale for its own sales. Every app position must strengthen our platform in a very specific way by either expanding totalized solutions, adding differentiated technology, or deepening our aftermarket and service penetration. That discipline is what allows us to do deals consistently across cycles. Second, a highly fragmented market. With more than 2,500 food processing equipment manufactured globally, that fragmentation creates a long runway for disciplined consolidation. third we are builders not collectors we're not assembling a portfolio of loosely connected businesses we are building an integrated global automation company focused on high value further processing where the whole is more valuable than some of the parts that mindset drives both how we select targets, and how we integrate them. Finally, we view M&A as a value compounding mechanism, not a growth shortcut. Our framework is designed to deliver attractive ROIC, margin expansion, and compounding free cash flow, not just near-term EPS accretion. When these elements align, shareholder value creation follows. When you apply that framework consistently, what you get is what is reflected on the charge drawn, the M&A track record. For us, M&A is not an aspiration. It is a proven capability. Over the past 20-plus years, this platform has been built through 30-plus strategic and complementary acquisitions, each selected for a specific reason. Investing roughly $850 million into the platform, and importantly, doing so in a disciplined, repeatable way that has driven sustained revenue growth, margin expansion, and strong free cash flow across cycles. Acquisitions have not been about scale for scale's sake. What's equally important is where we deploy capital. These acquisitions have expanded our presence across protein, bakery, snack, sanitation, automation, and packaging, each one incrementally strengthening our tool line solutions, allowing us to move forward from selling individual machines to becoming a long-term solution-based partner to our customers. As the platform expanded, it has also created natural operating leverage through broader customer relationships, higher aftermarket penetration, and better utilization of our global Madeira operating model that Mark Bowie took us through. This is how we think about M&A. Not as discrete transactions, but as a rolling flywheel that repeatedly compounds shareholder value. Just as important as what we buy, it's what we don't buy. And I would like to elaborate on that, how that discipline framework is. Our portfolio philosophy is intentional and systematic. We focus primarily on small to mid-sized targets, predominantly tuck-in acquisitions, but always evaluate every target with an open mind to the right, larger deal. We never jeopardize discipline, integration capacity, or realizing our KPIs. the tuck-in approach is crucial this approach reduces execution risk and avoids acquiring unwanted assets that may be embedded in larger acquisitions that matters because bilateral trust-based transactions is how you win deals without chasing price every target is evaluated through the same lens across all acquisitions does it strengthen total line solutions Does the culture fit our entrepreneurial operating model? Does it expand access to growth markets or aftermarket revenue? Can we add clear operational and financial value? In summary, this is intentional portfolio construction by design, guided by a clear and disciplined playbook. It's good to lighten out the mood. Madera's discipline M&A is possible because of our strength of our funnel. Referring to the center of the slide, today we are tracking more than 100 companies with over 30 active opportunities under evaluation. Approximately 90% of these opportunities are sourced internally through longstanding relationships, not auction processes. That proprietary sourcing is critical. Off-market transactions tend to be better aligned culturally, carry less integration risk, and result in more attractive valuations. As noted on the right part of the slide, it is also why roughly 75% of our funnel consists of tuck-in bilateral transactions. A very important fact about this funnel is it exists within a highly fragmented market. As noted, $70 billion worldwide with 91% of white space. There are more than 2,500 food processing equipment manufacturers. That fragmentation creates a long runway for disciplined consolidation. This deep market, along with strong inbound relationships and internal entrepreneurial network of former owner operators with generational relationships in the industry is how we are able to repeatedly apply our playbook. We don't need to stretch or change our criteria to stay active. Our significant funnel allows us to be patient and selective. Walking away from deals is just as important to our discipline as closing the right ones. The question we get most often is not can you do M&A, it's how you can continue to do it well over and over and over again. The answer is the Madeira Execution and Integration Playbook. Madeira is an acquirer of choice because our playbook, we respect we respect brands. We keep the decision-making at the brand level close to the customer, further deepening our ability to quickly solve customer problems by bringing the right expertise to the table the first time. Former owners often continue to run our businesses long-term. In fact, roughly one-third of our brands are still operated by former owners. This is not accidental. Scott and Andre are both great examples of that. It also keeps an entrepreneurial engine running while layering in advantages of scale. From an execution point of view, the playbook is built around speed, clear accountability, and focused approach to synergy realization through total line solution cross-selling, execution of the Madeira operating model, and aftermarket expansion. This is not theoretical. Our execution and integration capabilities are institutionalized. The main reason for the spinoff is to allow the historical M&A execution team to be 100% focused on Madeira's inorganic growth. This team, on average, has closed seven deals annually since 2015. team. Our deal team works side by side with a dedicated integration team, inclusive of our COO, Mark Bowie, our group presidents with a clear mandate to grow their respective markets, and a brand champion assigned as an integration partner. It is the integration continuity that preserves customer relationships, institutional knowledge, innovation momentum, and accelerates synergy realization. In parallel, Madera's global scale procurement capabilities and operational excellence elevate our brands to a level that they could not have achieved in the penalty. Bottom line, reputation matters. And this is why sellers trust us. Being known as the acquirer of choice who respects legacy, invests for growth, and delivers on commitments, gives us access to better opportunities, and reinforces the quality of our funnel every day. The slide pulls it all together, and this is really where the math starts to matter. This is a snapshot of value created across multiple acquisition vintages. Across these three examples, or all of these examples, revenue scaled meaningfully, adjusted EBITDA margins expanded materially, returns exceeded our underwriting through TLS cross-selling, implementation of the model, and after-market and growth synergy realizations. Equally important, the four most recently closed acquisitions since 2014 are tracking at or above diligence underwriting. Given our recent and current macroeconomic environment, this performance speaks to our discipline, diligence, and underwriting process, execution of the Madeira operating model, as well as the resilience of the further food processing and market. it. Speed matters when you focus on capturing synergies early and quick, which accelerates ROIC and de-risks the investments we make. That's how we consistently convert strategic rationale into measurable shareholder value. So where does this leave us as a standalone Nadara? Quite simple. We believe we're entering the strongest chapter yet of the story, the inflection point, both from an organic and an inorganic point of view. Mark Salman, Mark Bui, our group presidents illustrated the inorganic growth opportunity and now adding in the compelling inorganic M&A growth opportunity driven by a highly fragmented market, a deep pipeline of attractively sized, culturally aligned targets that support targeted deal velocity and a strong balance sheet that gives us flexibility and patience. Post-spinoff, the model becomes even more powerful because financially and moreover, human capital allocation becomes singularly focused. Organic reinvestment first, disciplined and accretive M&A second, with a net leverage framework below three times. We don't need to stretch. We don't need to chase scale. We simply need to repeat what has worked for the last 15 years with a sharper focus. The objective is clear. Target double-digit plus ROC by year three, sustained margin expansion, EPS and cash flow accretion in year one, each leading to compounding shareholder value. That is the opportunity ahead, and we believe we are uniquely positioned to capture it. In summary, M&A Madera, it's not about ambition. It's about execution. And with a standalone balance sheet, a focused and disciplined mandate, a proven playbook, we believe the inorganic growth opportunity is powerful lever for long-term value creation in front of us. thank you for your time today and while our colleagues at middleby introduced you to the virtual amy i'm going to introduce you to the real life amy i'm excited to be joining madera
as a cfo as we enter what really is the next chapter of an already impressive growth strategy and growth story what i want to do with my time today is share the financial case for madera as a standalone company, what is already working, what will change as Madeira becomes a standalone pure play industrial automation company, and how to think about our financial outlook through 2028 and the capital allocation priorities that support our growth. If you remember only three things today, I would like it to be this. We are already a high-quality compounder with 20 years of proof behind us. The spin improves focus and sharpens capital allocation priorities to support growth. And we have the balance sheet to play offense from day one. At a headline level, Madera begins with four clear strategies and strengths. Market-leading brands with deep customer trust and solutions that solve real customer problems. We help customers improve throughput, labor efficiency and yield, and we help bring new products to market. We stay close to them in ways that few peers can match. We have exposure to globally growing and resilient end markets. Where CapEx is essential to our customer strategies, it's not discretionary. The group president shared tangible examples of how we are helping our customers grow and meet their own customers needs through TotalLine solutions. We have a clear and credible path to margin expansion, driven by mid-single-digit top-line organic growth, operating system execution, and recent acquisitions maturing toward our expected returns. And last, a clean balance sheet and strong cash flow as we spend, giving us flexibility from day one while keeping us disciplined. As Matt noted, we have an active acquisition pipeline, a repeatable playbook, and the balance sheet to act. Madera is spinning off from a position of strength, already a high-quality industrial technology business, and the separation simply brings more focus to both the performance story and the capital allocation story. With that context, let me start with the financial profile, because it shows the durability of the engine we are building on. And what we are building on is a business that has already been performing. Looking at Madera food processing, based on historical segment reporting under Middleby, sales grew from roughly $440 million in 2019 to more than $850 million in 2025. That is a 12% CAGR, including M&A, and over 5% organic growth. During that same period, segment-adjusted EBITDA nearly doubled. This is a business with a strong track record of profitable growth. And that history matters because it underscores why we believe the model is resilient and repeatable. Our end markets invest against secular needs like automation, food security, food safety, and population growth. Add to that steady replacement demand and the fact that nearly 40% of our sales are recurring aftermarket, and you get a demand profile that is less cyclical than most industrial verticals. Now, I do want to take a minute to help investors understand how to evaluate the business. Quarter-to-quarter results can be lumpy. We sell large, complex solutions that my colleagues just talked about, and shipments can move between quarters based on customer readiness, installation schedules, and project timing. In any given quarter, sales can shift simply because of project timing, not because demand has fundamentally changed. So the right lens to think about Madera's growth is either a six-month or 12-month rolling performance, where the underlying trend is much clearer. We're going to measure the business that way internally, and we encourage investors to do the same. Beyond an impressive history, we also start as a public company with an impressive financial profile. In addition to historical Middleby segment reported results of double-digit sales and adjusted EBITDA CAGR from 2019 to 2025 that I just spoke to, we delivered estimated stand-alone adjusted EBITDA margin of 16.4% in 2025. That is industry-leading even in what was a tough year, and we have a clear path to expand from here. We are also benefiting from strong demand. We have averaged a book-to-bill above one for the last eight quarters with order and sales pipeline activity that supports our 2026 guide and beyond. And finally, we start with a strong balance sheet. Net debt is estimated to be between $200 and $225 million at spend, providing liquidity, along with attractive levels of free cash flow to fund reinvestment, M&A, and provide resiliency through any cycles. But this is just the starting point on this slide today. It's not the aspiration. and that is why we are confident in what we are forecasting going forward because frankly it looks a lot like what we have a history of already delivering. Now I want to spend a few moments revisiting 2025. We experienced margin pressure last year that was identifiable, temporary and is already reversing. In 2025 three dynamics were happening at once. Sales growth was modest and it it was driven by acquisitions. So reported growth did not translate into margin last year. An adjusted EBITDA margin was under pressure versus 2024, driven by identifiable headwinds rather than a change in underlying demand. And I'll speak to that in a moment. At the same time, you saw backlog and orders accelerate in the year end, setting up a better absorption and mix environment across all three of our platforms, Protein, Bakery, and Snack, as we moved into 2026. As I said, the margin pressure we experienced last year was not structural. It was the result of timing and temporary cost headwinds we can offset and grow through. Specifically, margins were impacted by three things, acquisition deletion. Newly acquired businesses typically enter below our platform margin, and this had a dilutive impact of about 100 BIFs last year. Shortly after an acquisition, we launched detailed strategic plans with the leaders in the acquired business to lift the company's performance to our profitability expectations. And this is usually a plan over a three-year time horizon. And as Matt demonstrated, we have a track record of significantly improving margins over time, and we expect these recent acquisitions to follow the same pattern. Second, inflation and tariffs have the largest impact. Given our long cycle equipment backlog, often 6 to 18 months, cost headwinds can take time to reprice, and we expect them to persist until we work through the backlog. which we have expected to work through that backlog by the second half of this year. And finally, reduced fixed cost absorption. During a period of customer hesitation last year, orders slowed temporarily, but they did not disappear. We made a deliberate choice to not take short-term actions that would compromise long-term growth because we had clear visibility into the sales pipeline, even though it hadn't translated into orders yet. and you can see that ultimately that happened in the fourth quarter with record backlog at the time that we closed the year but now let's take a moment to look at how we started 2026 because the first quarter demonstrates the momentum we are carrying into Madera's spin based on Middleby's segment reporting last week food processing sales came in at 224 million of 34 percent from a year ago with 25 percent organic growth and this was not a one category story you saw double digit top line growth across protein bakery and snacks segment adjusted ebitda grew 38 percent to 41 million dollars the segment adjusted ebitda margin expanded to 18 and a half percent or 19 and a half percent when you exclude the impact of acquisitions and FX. Importantly, we see a clear path to further margin expansion from here. The composition of our backlog is increasingly favorable from a mixed standpoint and our recent acquisitions are continuing to mature and contribute more meaningfully to profitability. These tailwinds give us real conviction that margins will expand as we move through the year. orders in the quarter were 231 million dollars of over 25 percent from last year and the number that underpins it all is the backlog the backlog ended the quarter at a record 416 million dollars of 52 percent from where we were a year ago that backlog is essentially sales that we have already won and it gives us visibility into the rest of 2026 and frankly into 2027 When we talk about confidence in our full-year guidance and our multi-year forecasts, this is why the order book is strong, the backlog is at a record, and the margin trajectory is positive, and we expect it to continue. Now, before I walk through the financial forecast, I wanted to connect it to what you have heard from my colleagues today, because this is really the bridge between their presentations and the numbers that I'm about to share. Mark opened by walking you through the strength of our industry-leading platform with over 30 best-in-class brands, a large global installed base, diversified in-markets, and our innovation centers. And he made the case for why the industry tailwinds at our back, rising living standards, automation, changing consumer preferences, and food security, among others, are durable and structural, not cyclical. Mark, Mark Bowie, and the group presidents then laid out how we capture growth organically through total line solutions, market penetration, and focused aftermarket growth. Matt walked through the M&A history and philosophy that we will believe will continue to compound value for our shareholders. And just as important, and I can promise you, definitely Bowie's favorite, you heard how the Madera operating system drives our DNA, a results-driven, customer-centric, entrepreneurial-minded culture with the speed of innovation that is difficult for others to replicate. This is a proven formula and makes execution against this playbook believable and repeatable. This playbook is precisely why we have confidence in the financial framework I'm about to present. When you see our sales growth targets and adjusted EBITDA margin expansion, they are a direct output of these pillars working together. So how does sales growth build? We think about it as a stack. baseline market growth plus specific Madera growth drivers with meaningful M&A upside on top. As Mark discussed, based on industry reports and management estimates, we expect baseline industry growth of about three to four percent on average per year through 2028. That's what you would expect if we simply kept pace with the market but that is not our goal on top of that baseline we add two to three percent above market growth from our growth strategy total line solutions customers want partners that deliver throughput and uptime across full line not point solutions our platforms are bringing new solutions to market that expand our share of wallet and deepen customer relations market penetration we follow customers into new geographies with an asset light approach typically adding sales and service coverage as demand warrants we also localize innovation where our technology translates well into evolving consumer trends and regulatory needs and after market growth higher margin recurring sales and a natural pull through from our installed base We're scaling this through a proven commercial model and tighter execution across parts, service, and upgrades. When you add those layers together, you get a forecast that is diversified by in-market, by customer need, by geography, and by sales type. This is diversity that builds resilience in our business model. Put these drivers together, and it supports 5-7% organic sales growth CAGR through 2028, built from structural demand and a clear above-market growth strategy. And on top of that 5-7% organic growth, there is M&A upside at an exciting level, which is supported by a repeatable playbook, clear return thresholds, and increased standalone focus. It's important to note that this forecast is not dependent on hero assumptions. It's built from multiple growth engines that we can measure and we can manage. And it is aligned with the track record of performance that we have already delivered. But growth is only half the story. Let's look at how it converts to margins. In our business, margin expansion is typically driven by three things. Absorption as volume improves, mix as aftermarket grows, and productivity as the operating system scales across the footprint. That's why we're confident the low-20s estimated standalone adjusted EBITDA margin target is grounded in identifiable levers, not aspiration. By 2028, we're targeting sales growth above industry trends as we execute on our organic growth strategy and estimated stand-alone adjusted EBITDA margins in the range of 20% to 23%, reflecting the impact of sales growth, mix, and operating system productivity, plus maturing acquisitions. The path there is clear, and it's built from the same levers we've used historically. Volume and mix improve cost, fixed cost absorption, and aftermarket growth improves both margins and cash conversion. Recently completed acquisitions mature toward our platform margin expectations to pricing, sourcing, and commercial expansion. And the operating system drives efficiency through discipline with standard work, procurement leverage, and operational productivity. And this is exactly the margin profile we want, because it's supported by growth, we're not cutting our way to a number, it's backed by the operational discipline of the Madera operating system, and it's grounded in levers that we can control. Now let me spend a moment on capital allocation, because this is one of the biggest advantages of being a standalone company, clarity of priorities and accountability for returns. Our capital allocation priorities are simple and disciplined, and I'll describe them to you in the same way we'll run them internally. First, organic reinvestment. Protect first, then grow. CapEx will largely be focused on maintenance needs, automation, and improved operational capability. Then, after we invest in ourselves, we expect to execute on our disciplined M&A strategy. Matt talked in depth about the strict financial framework and philosophy that we have for M&A, but to recap a few key points. We are returns-driven, targeting double-digit ROIC by year three. We expect acquisitions to be cash EPS accretive in year one. and our primary focus on M&A will be building out gaps in our total line solutions or entry into new markets or categories. We will invest organically and inorganically with balance sheet discipline, which we define as managing within a net leverage framework below three times, allowing us to preserve flexibility while maintaining a strong balance sheet. As a standalone company, every capital decision is made through a single lens, building the best food processing technology platform. This gives us clear priorities and clear accountability for returns. And this focus is a meaningful unlock, and it's enabled by the balance sheet that we're starting with. And this balance sheet was designed for growth and flexibility. At SPIN, as I said, we expect net debt of $200 to $225 million, which is expected to result in net leverage of approximately 1.25 times, enabling ample firepower to continue our track record of disciplined M&A. We anticipate having a simple debt structure, a committed revolver with access of up to $1 billion in liquidity, providing flexibility at an attractive financing rate. We expect free cash flow conversion of 50% to 55% of adjusted EBITDA, supporting significant reinvestment in the business, along with disciplined M&A. And finally, our free cash flow forecast and our leverage capacity, we expect to give us an estimated $700 million plus of an M&A firepower over the next three years. We intend to use it selectively, with discipline, and then service of the strategic priorities that we've laid out today. Let me bring it all together and talk about what it means in the numbers. near term in 2026, and then in the trajectory through 2028. The way to think about 2026 is better volume, absorption, absorption, and pricing as the backlog converts, and we work through orders and ongoing acquisition integration, with the margin pressure we saw in 2025 beginning to reverse. For 2026, we are guiding to sales of $915 to $945 million, dollars reflecting backlog conversion and continued execution on our growth levers estimated standalone adjusted evita of 154 to 176 million dollars an estimated standalone adjusted evita margin expansion of over 100 basis points which we which we view as a realistic first step on the path to the low 20s. As you look through to 2028, our framework remains consistent. 5% to 7% organic top-line growth on average per year through 2028, driven by the three pillars of our growth strategy, with M&A upside from there. 20% to 23% estimated standalone adjusted EBITDA margins on that organic sales growth as growth, mix, operational discipline, and acquisition, maturation compound, strong free cash flow generation of over 50% of adjusted EBITDA, supporting reinvestment and value-creating opportunities, and leverage managed well within SIDAR framework, preserving our flexibility. These targets are designed to be achievable, credible, and well-supported. They are grounded in our track record and in our current visibility. So to close, let me end with where I started. Madeira is a growing, high-cash-generating industrial technology platform with a clean balance sheet, a proven track record, and M&A playbook with a clear path to above 20% estimated standalone adjusted EBITDA margins. We are excited about the future, not because it's a new story. because it's not, but because it's more focused continuation of a model that's already working with clear reporting and more focused capital allocation. And with that, we're going to turn it over to the Q&A portion of the call. I invite my colleagues and Ron.
Okay, we'll lead up our Q&A session. We'll have a Mark Sawley, Mark Bowie,
on stage. Just as a reminder, we do have microphones in the room. So if you do have questions, please raise your hand and allow for our mic runners to find you. And for the benefit of those in the room, as well as those listening in on the webcast, if you could please introduce yourself with your name and the firm you're from, followed by your question, that would be greatly
appreciated. Hi, Justin Ages, CJS Securities. With the focus on Total Line Solutions, can you tell us a bit of how much uh what percentage of your sales are total line solutions and how that dynamic works between your sales reps going to customers and saying would you like total line solutions or your customer saying we've seen what you guys can do and we're interested in this
solution yeah let me let me try to address the second part the first part we don't share the specifics of sales between total line solution replacement equipment the total line solution go-to-market strategy is very simple we have brands that sells products replacement products and when there is a big project where there is a new capacity a replacement of a line our brands get together there is category manager that drives this phone initiative and together they engage with a customer and and create the solution technically so that they they set it and that there is one one one decision maker that basically drive that
that transaction from an inorganic point of view where we're at today is not where we're going in the future from an M&A point of view, we try to fill in white space within the total line solution, look for other new total line solutions in growth markets. So where we're at today is clearly the baseline to where we're going to be at the future.
Kenio, Nuber, I just wanted to ask in terms of the history of acquisitions in the food processing space, what is the typical multiple been on sales or kibidah? and has that environment shifted over time with interest rates changing?
That's a great question. Multiples over the history of the platform have changed, obviously, from between in the mid-2010s to COVID era and after. But if you kind of look at the platform construction as a whole with the roughly $850 million of capital deployed at roughly an average of 11% EBDA, you can kind of back into the mouth.
Thank you, McDowell-Roubert. On your margin targets, there's a little bit of tension, at least for me, between the Madera operating system generating 200 to 350 basis points of uplift in a short amount of time, in three years, versus the history of you being able to acquire businesses and expand margin post-acquisition. So what's not clear to me is, what is it that you're doing now that you didn't do before? Because obviously you have to do something right in order to integrate those acquisitions and be able to get more margin to begin with. But something is missing right and apparently this is what this operating system is supposed to bring
in that's that's new so meg let me take a first shot at it and maybe you can add some more color there if you look at our history as a segment reporting within middle b every year since the year 2021 we've been adding 100 basis points to our e-mail margin and we got to those numbers we got in 2024 we got to 25.6 percent EBITDA margin so we've done it we've been there before so as as we have a new we're separating and and and we're now we have to to have the public company cost you know that hundred basis point improvement every year from a lower position is something we've done, you know, for the past four years, five years.
I mean, from an acquisition point of view, Meg, obviously as a standalone company, there's going to be 100% focus, both on the execution, but moreover on the integration. We've built a team ready and scalable for growth. And with the addition of Mark Bowie and the promotion of group presidents, we're putting muscle behind the exercise. So, I mean, yeah, I think that's it.
You know, obviously we want to build bustle. We want to pull on all the levers. We want to continue to execute on our new acquisition playbook and strategy to develop through those. So we want to double and triple down on our operational efficiencies. We want to make sure that we're extracting that value out of future organizations underneath our umbrella, but also the new organization for joining us and really put that operation system as you're funding it around work for how we conduct business day in and day out. When a couple on top of that, a more aggressive approach around patching, protect those margins, and really double and triple down our efforts after the separation, after it's thin out, if focused on the areas we have the big Shintat folks, patching standpoint as well. You then lay on top of that to continue of your staff. They're pricey. You really have three levers you could pull to extract coal value. I think we're being pretty conservative, how we're looking at it, but we want to make sure that we are very focused on food and energy.
And let me, I think I'll just add to the math there. So the 100 bips that comes from the M&A maturation, that's from the four acquisitions that we've acquired over the last two years. So just when you take their percent of sales as a percent of total, their individual margins grow much more than that. But the impact on that to consolidated margins, about 100 BIPs. And when you look at the, you know, the implied or forecasted improvements in margins from the Madera operating system, that comes out to be, you know, a little over 100 BIPs a year, about 1% COGS. a cost reduction. We're well on our way as we've guided 2026 to deliver that. And we expect it to move a little faster as we get the Madeira operating system embedded, really take advantage of the supply chain opportunities that are out there, some of the efficiency improvements we can drive. So that is kind of how the math works there, if that helps. I may follow up then,
And, sir, we didn't talk much about pricing and price cost. Obviously, there is incremental cost that you can experience as a public company, but presumably you have inflation of all sorts in the business that you have to deal with. So can you talk about your assumptions as you look at the next three years in this regard, the price-cost dynamic? And are there opportunities in your business, whether it's on the aftermarket side or anything else that we should be aware of, where pricing itself can be a margin driver and a margin lift in the next three years? Thanks.
I'll just answer on the total line solution, we price for value. We bring a lot of value to our customers. So we can price our total line solution to protect our margin. On the other levers that we have, obviously on the aftermarket, we typically have pricing adjustment to make sure that we're protecting these margins as well. And then we have the operational improvement that will add to our profit margin and supply chain initiative and all that Mark talked about in operational excellence and efficiency.
I think, Meg, the reality of it is pricing is super sensitive during this time.
I mean, depending on what day it is, what hour it is, the supply chain dynamics change based on what's happening out there, either from tariffs or inflation or even currency risk. So, you know, staying very close on pricing and making sure that we are extracting as much value as we can and staying ahead of that curve is important. As Amy talked about in 2025, that backlog is big and we want to make sure that we're shifting that exposure as much as we can to our customer on some of those those near term risks, but also staying after pricing to make sure that we are reducing that risk as much as we can. internally as we execute on that back run.
Hi, thank you. Mitch Moore with Cuban Capital Markets. Maybe just to add on to Mick's question a bit, some of the operational excellence initiatives Mark talked about, the Madera operating system, how much of that is currently culturally embedded in the business versus maybe needs to be developed a bit as Madera kind of evolved into an independent company?
Yeah, Mitch, let me take that one. The reality of it is we have businesses across pretty full spectrum. You know, we have businesses that are early in the Madeira lifecycle that are pretty immature. You know, they have strong entrepreneurial management teams that are very customer focused. That's part of our fit profile. We want to make sure that they had that embedded. But they don't have some of those more mature operational toolbox items that are in place from visual management and countermeasures and really getting strong strategic plan alignment and then driving that from the C-suite, if you will, all the way down through the gimbal level where the work's actually being done. But then we have businesses like Scott's Business out in Tennessee with very strong visual management, very strong countermeasure, a wonderful Gimba culture with strong safety guidelines that are embedded in it. So if you look at our businesses, you'll find examples all the way across. And frankly, we don't have any business that I've seen that I would say is mature along that journey.
So I view all of that as potential upside and potential offer to release for us to expand margin going forward. Yeah, I'm looking forward to it. As you can tell, I light up like a Christmas tree when I talk about it.
Yeah, Brzezinski, PSQ Capital. I wanted to ask a question on the management incentive comp plan. Can you give us a sense what the KPIs are for CEO and CEO minus one level and how they're weighed in the incentive comp plan?
I think to answer that question simply is those decisions have not been finalized as the Madeira board and the comp committee, you know, won't be formed until we spend on July 6th. But what we expect is for the incentive plans to look similar to what Middleby's incentive comp plan. So for the short-term incentive comp, those metrics are based off of EBITDA margin, EBITDA, and revenue. And then for the long-term equity plan, it's a mix of RSUs and PSUs with similar metrics and with ROIC added as a comp metric recently. And I would say to answer, like, that will be kind of all the way through at least the first kind of three reporting lines of the business that those incentives will be in place.
Thanks for those questions. Any additional questions from the group? Okay. I think that concludes our Q&A session. I'll hand it over here to Mark Solner for some closing remarks.
Well, thank you. We are committed to making sure that we are going to generate a return on your time and on your investments. Our business, our brands, and our unique ability to solve problems for our customers is truly unique in the industry. We have confidence in delivering mid-single-digit organic growth driven by three core engines. total line solutions market penetration and aftermarket all of this is reinforced by strong industry tailwinds that we discussed earlier on profitability we are equally confident of our ability to expand EBITDA margin through mixed improvements operational excellence and scale driving approximately 500 basis points of margin uplift by 2028. Beyond organic performance, we are very well positioned to compound growth through disciplined M&A. And that is a core competency of this organization. And finally, as Amy covered, we have a clear free cash flow visibility and exceptionally strong battle sheets, giving us the flexibility to execute all of the above for the benefit of our shareholders. With that, thank you for taking the time to meet the Medera Tea. I would like to invite everyone to join us for a reception and refreshments in the gathering space through the door to your right.