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Unique Fabricating, Inc. Investor Presentation January 2019 UniqueFAB.com | NYSE: UFAB 1

Transcript of Unique Fabricating, Inc.uniquefab.investorroom.com/download/UFAB+INVESTOR...4 Unique Fabricating is...

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Unique Fabricating, Inc.Investor Presentation

January 2019

UniqueFAB.com | NYSE: UFAB

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NYSE: UFAB

Safe Harbor

FORWARD-LOOKING STATEMENTS

This presentation includes “forward-looking statements” within the meaning of U.S. federal securities laws, and we intend that such forward-looking statements be subject tothe safe harbor created hereby. We make forward-looking statements in this presentation and may make such statements in future filings with the SEC. We may also makeforward-looking statements in our press releases or other public or stockholder communications. The forward-looking statements are based on management’s beliefs andassumptions and on information currently available to us. When used in this presentation, the words “anticipate,” “believe,” “continue,” “could,” “seek,” “might,” “estimate,”“expect,” “intend,” “may,” “plan,” “potential,” “predict,” “approximately,” “project,” “should,” “will,” “would” or the negative or plural of these words or similar expressions,as they relate to our company, business and management, are intended to identify forward-looking statements. In light of these risks and uncertainties, the future events andcircumstances discussed in this presentation may not occur, and actual results could differ materially from those anticipated or implied in the forward-looking statements. Allforward-looking statements involve known and unknown risks, uncertainties and other factors that may cause our actual results, performance or achievements to bematerially different from any future results, performance or achievements expressed or implied by the forward-looking statements. We discuss these risks in greater detail inour Annual Report on Form 10-K in the “Risk Factors” section and elsewhere. We derive many of our forward-looking statements from our operating budgets and forecasts,which we base on many assumptions. While we believe that our assumptions are reasonable, we caution that it is difficult to predict the impact of known factors, and it isimpossible for us to anticipate all factors that could affect our actual results. Given these uncertainties, you should not place undue reliance on these forward-lookingstatements.

These statements relate to future events or to our future financial performance and involve known and unknown risks, uncertainties, and other factors that may cause our orour industry’s actual results, levels of activity, performance or achievements to be materially different from any future results, levels of activity, performance or achievementsexpressed or implied by these forward-looking statements. Forward-looking statements include, but are not limited to: cyclicality of the automotive industry affectingautomotive sales and production effecting the viability of our customers and financial condition of our customers; cyclicality of the appliance industry affecting sales andproduction effecting the viability of our customers and financial condition of our customers; global economic uncertainty; loss of large customers or significant platforms; ourability to generate sufficient cash to service our indebtedness, and obtain future financing; operating and financial restrictions imposed on us by our credit agreements; supplyshortages; escalating pricing pressures and decline of volume requirements from our customers; our ability to meet significant increases in demand; availability and increasingvolatility in cost of raw materials; our ability to continue to compete successfully in the highly competitive automotive parts industry; risks associated with our non-U.S.operations; foreign currency exchange rate fluctuations; product liability claims that may be brought against us; work stoppages or other labor conditions; natural disasters;our ability to meet our customers’ needs for new and improved products in a timely manner or cost-effective basis; the possibility that our acquisition strategy may not besuccessful; our legal rights to our intellectual property portfolio; environmental and other regulations; the possible volatility of our annual effective tax rate; the possibility offuture impairment charges to our goodwill and long-lived assets; and the interests of our major stockholders may conflict with our interests; and other factors, including thosediscussed in “Risk Factors” in our Annual Report on Form 10-K.

Forward-looking statements speak only as of the date hereof. We caution you that the foregoing list of important factors may not contain all of the material factors that areimportant to you. Except as required by law, we assume no obligation to publicly update or revise any forward-looking statement to reflect actual results, changes inassumptions based on new information, future events or otherwise. If we update one or more forward-looking statements, no inference should be drawn that we will makeadditional updates with respect to those or other forward-looking statements.

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Leading Component Supplier

End Markets

Automotive:

• 83.3% of 2017 Net Sales

Industrial

Appliance/Water Heater/HVAC

• 12.2% of 2017 Net Sales

Other:

• 4.5% of 2017 Net Sales

Manufacturing Process

• Die cutting

• Thermoforming

• Compression Molding

• Fusion Molding

• Molded Polyurethane

• Auburn Hills, MI (HQ)• Bryan, OH• Evansville, IN• Port Huron, MI*• Fort Smith, AR*• LaFayette, GA• Louisville, KY• Monterrey, Mexico• Concord, MI• Queretaro, Mexico• London, Ontario*Locations anticipated to be closed in June 2018 (Fort Smith, AR) and March 2018 (Port Huron, MI)

Locations

Materials

• Multi-material foam

• Rubber

• Plastic

• Adhesive Tapes

Uses

Reduction of noise, vibration

and harshness (“NVH”)

Acoustical management,

water and air sealing,

decorative and other

functional applications

Customers

Automotive & Industrial

(“OEMs”):

• 28.1% of 2017 Net Sales

Tier 1 Suppliers to OEMs:

• 71.9% of 2016 Net Sales

Volume

3+ million parts a day

800+ million parts annually

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Unique Fabricating is a leading supplier of components positioned for profitable growth in

the automotive and industrial appliance market

Investment Highlights

Strong free cash flow and an annualdividend yield of ~7.8%220.2% six-year revenue CAGR1

Blue chip customer base of top-tier manufacturers and OEM’s

Significant barriers to entry in most product lines

Seasoned management team

Consistent track record of profitability

Favorable industry tail winds

Proven ability to identify, acquire and integrate businesses

1 Includes organic growth and growth from acquisitions from 2011-2017.2 Assumes payment of cash dividend of $0.15 per share / per quarter based on closing price on 10/6/18 of $7.65

NYSE: UFAB

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September 2008Majority interest acquired by American Capital

1998Acquired by Westfield Capital Corporation

March 2013Acquisition sponsored by Taglich

Private Equity

December 2013Acquired Prescotech Industries (PTI)

1975Founded as Unique Fabricating NA, an automotive die-cut

fabricator of non-metallic materials supporting General

Motors, Ford and Chrysler

February 2014Acquired Chardan

April 2016Acquired Intasco Corporation and Intasco

USA, Inc. (together Intasco)

August 2015Acquired Great Lakes Foam

Technologies, a molded polyurethane

business

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NYSE: UFAB

Company History

July 2015 UFAB IPO

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NYSE: UFAB

Attractive Growth Profile

$70.0

$16.4$63.9

$126.5

$143.3

$170.5 $175.3

2012 2013 2014 2015 2016 2017

Predecessor Successor

$16.4

$7.7

$1.5

$6.8

$14.5$15.6

$19.0 $18.0

2012 2013 2014 2015 2016 2017

Predecessor Successor

2012 – 2017 sales CAGR of 20%1

Consistently growing in excess of automotive market growth

Industrial market represents significant incremental revenue opportunity

2012-2017 Adjusted EBITDA CAGR of 19%1

Significant fixed cost leverage

20-25% of incremental sales growth in 2018 and beyond is expected to drop to EBITDA line

1 Includes organic growth and growth from acquisitions.

Adjusted EBITDA ($ in millions) Fiscal Years

Revenue($ in millions) Fiscal Years

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Products: Automotive Components

Buzz, squeak & rattle NVH Components Acoustic Insulation Door Water Barriers Gas Tank Pads

Fender Stuffers

HVAC Seals & Dash Noise Control

Air Management | Ducts Glove Box Liners & Bumper Pads

Console Bin Mats & Cupholder Inserts

Mirror Gaskets Seating Topper Pads

Tail Lamp Gaskets

Wheel Housing Liners

Thermoformed | Compression Products Die Cut Products Fusion Molded ProductsProduction Processes:

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Products: HVAC, Appliance & Water Heater Components

Electrical Grade Paper Gasket

Foaming Gaskets

Rear Access Compressor

Cover

Gasket for Hot/Cold Water

Seals

Metal Sealing Gasketing

EPDM Gasketing for Metal sealing

Surface Protection

Fiberglass Insulation Pad

Fiberglass Base Pad

Insulating Foam Rings

Thermal Wrap

HVAC

Insulation Pad

Appliance Water Heater

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o Key relationships with

suppliers

o Long relationships with

over 150 raw material and

adhesive suppliers

o Track new developments

in materials, and pursue

exclusive relationships

o Access to new materials

for a period of time prior

to their introduction to the

general market

Strong technical expertiseo Engineering talent, test facilities and rapid

prototyping capabilities enable Unique to rapidly innovate and develop products

o Ability to resolve customer’s problems, often within 24 to 48 hours

Operational excellenceo Manage over 3,000 active part numberso Stellar track record of only 6 rejected parts per

million and 99% on-time deliveryo TS 16949 / ISO 14001 certification

Proximity to key customerso Manufacturing facilities are located within ~500

miles of over 80% of North American vehicle production, and even closer to major appliance manufacturing locations

o Depth of customer

relationships

o Reputation with key

customers as a supplier of

choice

o Sales engineers involved

early in the

design/development stage

of new vehicles or

appliances, leading to

opportunities to introduce

new products

CustomersSuppliers

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NYSE: UFAB

Unique’s Core Competencies

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BMW

Chrysler

Ford

General Motors

Mercedes-Benz

Navistar

Nissan

Tesla

Air International

Calsonic Kansei

Faurecia

International Automotive Components

Inteva Products

Johnson Controls

Magna

Mahle

Valeo

OEMs Tier 1

AO Smith

Carrier

General Electric

Rheem

Trane

Whirlpool

Appliance, HVAC, & Hot Water Tank

No

customer represented

more than 10% of total sales

in 2017

Automotive Industrials

10

Blue Chip Customer Base

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NYSE: UFAB

Market Opportunity

Automotive Industrial(Appliance/Water Heater/HVAC)

~$700MTotal Addressable

Market 1

~$1.1B Total Addressable

Market

Sales of appliances and water heater equipment expected to increase 1.1% from 2017 to 20221. Sales of HVAC expected to grow 1.8% over same period(Source: Independent source)

Market Characteristics:o No dominant suppliero Significant barriers to entry

~20% Current Market Share in

2017

~2% Current Market Share in

2017

1 Source: IHS Automotive, Appliance Magazine and management estimates. Includes North America market opportunity only.

1

Market Characteristics:o UFAB is believed to be the largest suppliero No dominant suppliero Significant barriers to entry

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Unique’s manufacturing facilities are within approximately 500 miles of over 80% of North American vehicle

production and even closer to major appliance manufacturing locations

Strategically Located Footprint

London, ON35,000 SF

Monterrey, Mexico91,000 SF

Querétaro, Mexico64,000 SF

1

1

Evansville, IN66,500 SF

Auburn Hills, MI150,000 SF

Concord, MI72,000 SF

Bryan, OH42,000 SF

Louisville, KY73,000 SF

Lafayette, GA147,000 SF

1

1

1 Also engages in sales & engineering

NYSE: UFAB

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Vehicle production is forecasted for continued moderate growth

North American Vehicle Production

15.3 15.1

12.6

8.6

11.9

13.1

15.1

16.217.0

17.5 17.917.2 17.2 17.1 16.9 17.3 17.6

2006 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016 2017 2018 2019 2020 2021 2022

Historical & Forecasted North American Vehicle Production Volume(Units in Millions)

Source: IHS Automotive (April 2018)

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19 1925

17

43

20 20 22

3239 37

2010 2015 2020F

10.1 10.2 10.3 10.4 10.510.8

11.1 11.3 11.4 11.4 11.511.6

2005 2010 2015

U.S. Aging Fleet has Reached Record High

Average age of vehicles in the U.S. reached 11.6 years in 2016, the highest rate ever recorded

(in years)

North American New Vehicle Platform Launches

Average 24 / year Average 30 / year

New vehicle program launches are expected to accelerate over the coming years providing new growth opportunities for suppliers to automotive OEMs

Source: Independent Source, IHS Automotive

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Positioned to capture growth driven by continued growth in the North American automotive industry; NVH

market expected to grow at a CAGR of approximately 7.0% from 2017 through 2021

North American New Vehicle Platform Launches

NYSE: UFAB

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o Federal mandate of Corporate

Average Fuel Economy “CAFE” – 55

MPG average by 2025

o Automotive industry focused on

improving fuel economy and using

lighter weight materials

o Use of lighter weight materials will

increase use of plastics and foam

materials per vehicle

Fuel efficiency and

vehicle light-weighting

o Interior comfort is an area of

increased focus for OEM

manufacturers

o Expected to continue to

increase the use of foam in

seats and acoustical insulation

Interior Comfort

o Increasing use of telematics and

infotainment requires quieter vehicles to

recognize voice commands

o Legislation for hands-free phone use

increases demand for quieter cabins

o Expected to increase use of acoustic

insulation materials, more precise air seals

and other noise, vibration and harshness

products

Unique can quickly offer product

solutions as its production

facilities are located close to

North American vehicle assembly

locations

Localization

of Production

Telematics and

Infotainment

Rapid pace of new

vehicle launches

• Automotive market is expected to see a significant number of new program launches

• Expected to create new product opportunities as OEMs will need to quickly fix unplanned noise

issues

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Automotive trends expected to drive Company growth above industry averages

Favorable Automotive Industry Trends

NYSE: UFAB

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Unique’s products address industry trends

Increasing Noise, Vibration, and Harshness (NVH) Content Per Vehicle

o Design Change: Consumer feedback influenced VM to design larger mirror on truck for towing purposes

o Situation: Larger mirrors created additional interior wind noise

o Result: VM required more complex NVH solution increasing Unique’s CPV by 100%

1

o Design Change: N.A. consumers demand wind noise improvement Situation: Die cut gaskets used to block wind in forward car position are inadequate

o Result: VM chooses European molded foam technology (fusion molding) as solution to wind noise, increasing Unique’s CPV by 200%

2

After

$0.90CPV

Before

Simple Die Cut Rubber Seal

Before After

o 2013 compact has an estimated 50% more NVH material and acoustic insulation content than 2010 model

o Added NVH content: door insulation, headliner insulation, A&B pillar stuffers and fender seals

2010 Compact Car 2013 Version of Same Car

AfterBefore

No Seat Topper

Pad

Topper Pad

o Design Change: Consumers require additional comfort in B & C segment vehicles

o Situation: Molded seat cushions do not provide both structure and softness

o Result: VM requires die cut seat topper pad increasing Unique’s CPV by $5.00

3

$2.00CPV

$1.80CPV $6.00

CPV

$0CPV

$5.00CPV

NYSE: UFAB

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CAGR

2007-2011 2012-2017

UFAB Sales2 0.03% 20.2%

NA Vehicle Production Volumes

(3.49)% 2.64%

Historical Track Record of Above Market Growth

$58.1

$48.2

$58.2

$143.3

15.111.9 13.1

17.5 17.9 17.2

2007 2010 2011 2015 2016 2017

$ in millions / units in millions

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Proven track record of generating growth in excess of the overall market

Exceeding Market Growth

Source: IHS Automotive (December 2016)1 Based on audited predecessor company financials.2 Includes organic growth and growth from acquisitions.

1 1

1

Predecessor Successor NA Vehicle Production Volumes

$175.3$170.5

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Growth Opportunities

Growth from Existing

Customers

Growth from New Customers

Growth through Acquisitions & New Markets

Growth from New Products

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Representative Customers

Historical Sales Trends (2013-2017 CAGR)

Estimated Current Penetration1 Growth Expectations

Customer A 41.1% ~40%Driven by…

o Increasing demand for NVH content

o Complementary products and processes

o Proprietarymaterials and products

o Innovative technical support

Customer B 6.91% ~30%

Customer C 36.05% ~40%

Customer D (12.49)% ~40%

1 Based on management estimates.

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Collaborative approach to customer management has resulted in deep relationships

throughout a customer’s organization

Growth from Existing Customers

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($ in thousands)

$0

$3,389

$7,078

2010 2013 2017

$2,054

$4,002

$13,711

2010 2013 2017

$1,539

$3,425

$4,482

2010 2013 2017

Customer Target 1 Customer Target 2 Customer Target 3

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Successful track record of growing sales with new customers that have been proactively

targeted in strategic planning process

Growth from New Customers

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Patent Pending TwinShape™ Duct Technology Customer Value Proposition*

Proprietary Technology

o Leveraged material and process expertise to develop patent-pending technology

o Coordinate with VMs and Tier Is to engineer components into vehicle early in design process

Commercial Acceptance

o First production award was received by high-performance electric vehicle manufacturer

o Opens the door to build relationships with new customers who were previously inaccessible

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Auto air ducts represent a new growth opportunity in an additional market

Growth from New Products

Weight:

o 80% lighter weight

Cost:

o Lower tooling cost

o Lower total product cost

Performance:

o Eliminates condensation

o Increased NVH performance

o Eliminates BSRs

o Heats up and cools down faster

*Compared to blow molded PP and HDPE air ducts

NYSE: UFAB

Awarded 4 new production orders for TwinShape since product launch in 2015

4 additional development & prototyping programs in place for future consideration

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Selectively pursue acquisitions

o Since 2013, Unique has completed four accretive, add-on acquisitions

Add new markets

o Prescotech Industries – appliance, water heater and HVAC

Add new products and processes

o Chardan – fusion molding

o Great Lakes Foam – molded polyurethane

o Intasco - precision rotary die cutting

Further penetrate customers

o Acquisitions have relationships with Unique’s customers within their specific category

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Unique has established an effective internal process for identifying, acquiring and

integrating target companies within existing and new markets

Growth through Acquisitions & New Markets

NYSE: UFAB

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$948

$1,431 1

$1,302

$1,724

$3,362

$4,140

$2,583

$1,841

2012 2013 2014 2015 2016 2017

$ in 000’s / % of Sales

Georgia Facility

Cap Ex

Adjusted EBITDA:

CapEx as % of Revenue:

Capital Expenditures

1 Includes capital expenditures of $551,499 from predecessor and $879,652 from successor.

1

$7,658 $8,316 $14,496 $15,590 $18,991

1.4% 1.8% 3.1% 2.5% 2.0%

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High Return on CapEx

2.4%

$18,032

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$133.6 $135.1$143.3

$170.5$175.3

9M2017

9M2018

2015 2016 2017

($ in millions, except per share amounts)

Revenue Adjusted Diluted EPS Adjusted EBITDA

o 9M 2018 revenue increase driven primarily by increased market penetration, partially offset by a 0.4% increase in North Americanauto production year over year

o 9M 2018 Adjusted Diluted EPS increase driven primarily by increased revenue described above

o 9M 2018 Adjusted EBITDA decrease is primarily the result of lower gross margins as a percentage of sales and restructuring charges in 2018, partially offset by increased revenue described above

o FY 2017 revenue increases driven primarily by the acquisition of Intasco as well as the introduction of new products and increased market penetration

o FY 2017 Adjusted Diluted EPS YOY decrease driven primarily by lower gross margins

o FY 2017 Adjusted EBITDA decrease driven primarily by lower gross margins

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NYSE: UFAB

Financial Review

$0.52 $0.54

$0.76 $0.78$0.69

9M2017

9M2018

2015 2016 2017

$14.1 $13.9$15.6

$19.0 $18.0

9M2017

9M2018

2015 2016 2017

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Total Revenue in the range of $171 to $175 million

o Assumes industry analysts projection of North American light vehicle production of 17.1 million vehicles

Adjusted Diluted Earnings Per Share of $0.58 to $0.62

Adjusted EBITDA of $17.0 to $18.0 million

Quarterly Cash Dividends

o Consistent track record of quarterly cash dividend payments

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2018 Outlook1

1 Revised outlook provided as part of Q3 2018 earnings release issued on November 9, 2018

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HighlightsCapitalization($ and shares in thousands)

Property, plant and equipment, net 25,028

Goodwill and intangibles 45,432

Total long-term assets 72,269

Total assets $127,836

Current liabilities $23,283

Debt

Senior credit facility $55,298

Other debt 500

Total debt $55,798

Total liabilities $77,328

Stockholders' equity

Common stock $10

Additional paid-in-capital 45,845

Retained earnings 4,653

Total stockholders' equity $50,508

Total liabilities and stockholders' equity $127,836

Shares Outstanding 9,772

Total capitalization $106,306

Debt / Total Capital 52.5%

Net Debt / LTM Adjusted EBITDA 3.1

Working Capital $32,284

Current Ratio 2.4

Planned quarterly dividend

Share count excludes:

o 581,280 shares of common issuable upon the exercise of outstanding options at a weighted avg. exercise price of $7.13 / share

o 201,000 shares of common reserved for future grants or issuance under 2013 and 2014 Award Plans

o 1,185 shares of common reserved for issuance upon the exercise of outstanding warrants at a weighted avg. exercise price of $3.33 / share

o 141,000 shares of common reserved for issuance upon the exercise of outstanding warrants at a weighted avg. exercise price of $11.88 / share

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Capital Structure

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Unique Fabricating is a leading supplier of components positioned for profitable growth in

the automotive and industrial appliance market

Investment Highlights

Strong free cash flow and an annualdividend yield of ~7.8%220.2% six-year revenue CAGR1

Blue chip customer base of top-tier manufacturers and OEM’s

Significant barriers to entry in most product lines

Seasoned management team

Consistent track record of profitability

Favorable industry tail winds

Proven ability to identify, acquire and integrate businesses

1 Includes organic growth and growth from acquisitions from 2012-2017.2 Assumes payment of cash dividend of $0.15 per share / per quarter based on closing price on 10/6/18 of $7.65

NYSE: UFAB

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CONTACTS

Contact Us

Tom Tekiele (CFO) [email protected](248) 853-2333

Investor Relations | Hayden IR

Brett Maas [email protected](646) 536-7331

Rob [email protected](646) 415-8972

UniqueFAB.com | NYSE: UFAB

NYSE: UFAB

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Appendix

UniqueFAB.com | NYSE: UFAB

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Adjusted EBITDA Reconciliation

($ in thousands)

2012 2013 2014 2015 2016 2017 9M 2017 9M 2018

Net Income $3,157 $ (908) $ 4,465 $ 5,029 $ 6,684 $ 6,487 $ 4,430 $ 3,890

Income tax expense (benefit) 1,699 (164) 2,074 2,755 2,135 2,745 1,857 699

Interest expense, net 1,177 2,555 3,667 2,314 3,257 1,133 2,089 2,433

Depreciation and amortization 501 2,195 3,525 3,903 5,502 6,320 4,704 4,947

Change in control payments 1,000 1,890 - - - - - -

Non-cash stock awards - 65 34 206 166 150 115 99

Non-recurring integration expenses - 135 110 87 173 158 32 128

Non-recurring step-up of inventory basis to fair market value - 748 384 146 319 - - -

Non-recurring IPO costs - - - 230 - - - -

Transaction fees 93 1,800 237 546 867 23 23 27

One-time consulting and licensing ERP system implementation costs - - - - - 1,015 815 -

Other / Restructuring expenses 31 - - 374 35 374 - 1,156

Gain on sale of building - - - - (147) - - 522

Adjusted EBITDA $7,658 $8,316 $14,496 $15,590 $18,991 $18,031 $ 14,065 $ 13,901

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Adjusted Diluted EPS Reconciliation

($ in thousands)

2014 2015 2016 2017 9M 2017 9M 2018

Net Income $ 4,465 $ 5,029 $ 6,684 $ 6,487 $ 4,430 $ 3,890

Non-cash stock awards 34 206 166 150 115 99

Non-recurring integration expenses 110 87 173 157 32 128

Non-recurring step-up of inventory basis to fair market value 384 146 319 - - -

Non-recurring IPO costs - 230 - - - -

Transaction fees 237 546 867 23 23 27

One-time consulting and licensing ERP system implementation costs - - - 1,015 815 522

Debt extinguishment costs - 387 60 - - -

Restructuring expenses - 374 35 - - 1,155

One-time tax reform adjustments - - - (720)

Less: Gain on sale of building - - (147) - - -

Less: Tax impact (243) (623) (428) (281) (291) (426)

Adjusted Net Income $ 4,987 $ 6,382 $ 7,729 $ 6,831 $ 5,124 $ 5,395

Diluted Weighted Average Shares Outstanding 6,864 8,427 9,896 9,899 9,903 9,916

Diluted-GAAP EPS $ 0.65 $ 0.60 $ 0.68 $ 0.66 $ 0.45 $ 0.39

Diluted-Adjusted EPS $ 0.73 $ 0.76 $ 0.78 $ 0.69 $ 0.52 $ 0.54

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NYSE: UFAB

Appendix Slides