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Moove Lubricants Holdings (MOOV)


Company Overview

Proposed Symbol MOOV
Company Name Moove Lubricants Holdings
Exchange
Share Price $
Employees 2199 (as of 06/30/2024)
Status
Shares Offered
Offer amount $503,125,000
Shares Over Alloted
Company Address AV. BRIGADEIRO FARIA LIMA 4,100 - 8TH FLOOR SAO PAULO 04538-132
Company Phone 55 11 4517-1546
Company Website www.moovelub.com/en.php
CEO Filipe Affonso Ferreira
State of Inc
Fiscal Year End 12-31
Total Offering Expense $10,939,798.00
Shareholder Shares Offered
Shares Outstanding 111,141,292
Lockup Period (days) 180
Lockup Expiration 2025-10-27 00:00:00
Quiet Period Expiration 2025-06-09 00:00:00
CIK 0002026793
DealId 1308663-111471

Company Description

Moove is a global lubricants solutions provider. We specialize in the formulation, manufacturing, distribution, marketing, selling and servicing of lubricant products across a diverse range of end markets and customers. We offer a comprehensive portfolio of products and technical support that is highly tailored to our end markets, while optimizing our cost base, physical footprint and working capital needs to drive unit profitability and cash flow generation. Lubricants are everywhere. We operate in a complex and dynamic market that is critical to the customers we serve, across industrial, commercial and consumer segments. Our customers’ needs are constantly evolving as technology continues to influence the requirements for, and applications of, lubricants. While our products generally represent a small component of our customers’ total running costs, they are crucial to driving efficiencies and maintaining operations, establishing a clear need in the market for our capabilities. Our business was formed following Cosan’s acquisition of ExxonMobil’s Brazilian lubricant manufacturing and distribution assets in 2008. We have diversified the business significantly over more than 15 years—across suppliers, customers, end markets and geographies—and have maintained and strengthened a highly strategic alliance with ExxonMobil that drives mutual value creation. ExxonMobil’s brand, premium research and development capabilities, proprietary product technology and base oils production are important factors to our marketing strategy and supply chain. We believe that our market intelligence, efficient operations, market know-how and close physical proximity to customers make us a powerful partner of choice for them. We have pursued a growth-oriented strategy with an intentional focus on lubricants, distinguishing us from other scaled market participants. Our expertise in sourcing, insights into market prices and deep knowledge across the supply chain truly differentiate our model, allowing us to access and optimize raw materials to formulate high-performance products at a lower cost. Furthermore, we believe that our service-oriented and high-touch approach with our customers has strengthened our position with our core clients. Our capabilities and relationships, along with our corporate culture centered around high-performance teams to drive efficiency and business expansion, have translated into margin expansion at the unit level and high cash return on the capital investments we make. We operate a model requiring low levels of capital expenditures (our total capital expenditures as a percentage of revenue amounted to 1.8%, 1.7%, 1.9%, 1.2% and 0.7% for the six months ended June 30, 2024 and 2023 and for the years ended December 31, 2023, 2022 and 2021, respectively),focused on cost-effective formulation, manufacturing, logistics and services. In contrast, the production of raw materials such as base oils, which is not in our scope, requires intensive capital investments and other capabilities, resulting in a different scale and margin profile within our industry. We believe that our model underpins our ROIC and allows us to optimize our cost base and capital expenditures to support our profitability, Adjusted EBITDA Margin and cash flow generation as we scale and penetrate a market. The ongoing industry-wide mix shift into premium products that require more technical know-how also provides a meaningful tailwind for our business. We believe we have a competitive advantage in the formulation and supply of these products and have consistently grown at a significantly higher rate than the broader lubricants market. Importantly, our profit pool is only partially influenced by end market volumes. --- Moove is a global lubricants solutions provider to a wide range of customers, which demand lubricants to an even wider range of applications. We are focused on developing the supply chain needed to service our customers with the best solution possible, leveraging our production facilities and formulation capabilities. We transform base oils and additives into customized, high-performing and high-value lubricant formulations with which we service our customers. This focus allows us to operate with significantly fewer production assets and to direct our capital and expertise on the most attractive “profit pools” in the lubricants value chain. Our high-touch, intimate and service-oriented go-to-market strategy enables us to grow with customers as their needs evolve and their procurement increases in scale or complexity. Our customers operate across industrial, consumer and commercial channels—including in industrial and manufacturing equipment, passenger and commercial vehicles, marine and aviation. These applications demand the full range of lubricants, including engine oils, automotive and industrial fluids, as well as special application products such as greases, cutting oils, insulating oils, process oils, and car care products. Specifically in the industrial segment, lubricants are essential for production productivity and efficiency. The level of specialization required to properly serve all market segments creates a significant market opportunity for our high-touch, full-service customer relationships. Our global footprint consists of six production plants and approximately 100 distribution centers, providing us with both a scaled manufacturing base and an optimized distribution network through which we access and service our customers. It is critical in our market to be able to move product quickly and efficiently—and we have been deliberate in configuring a physical footprint that aligns closely with customer and industrial demand. Our largest plant is located in the State of Rio de Janeiro, Brazil, with an annual production capacity of approximately 400 million liters. Our other plants are located in the State of São Paulo, Brazil, where our “Tirreno” products are manufactured (approx. 27 million liters), the United Kingdom (approx. 70 million liters) and the United States (Kansas, approx. 75 million liters; South Carolina, approx. 20 million liters; Indiana, approx. 15 million liters). --- We sell lubricants in 10 countries across three regions: South America (Argentina, Brazil, Bolivia, Uruguay and Paraguay), North America (the United States) and Europe (Spain, France, Portugal and the United Kingdom) and our products are exported to over 60 other countries in Europe and Asia. Our continued investment in physical assets, including manufacturing sites, trucking capabilities, information technology systems and an increased distribution center footprint, is a distinct competitive advantage for Moove and provides the business, and by extension our customers, with increased logistics optionality and optimization opportunities as well as reliability of supply. Our operations are supported by a global workforce of over 2,100 employees as of June 30, 2024, many of whom are in highly skilled roles and have significant tenure with the organization. We blend and produce over 700 different formulations of lubricant products that are distributed through a number of delivery systems and formats. In total, we supply more than 9,000 stock keeping units, or SKUs, across our global network. In support of our production, we purchase hundreds of different raw materials, including base oils, additives and packaging, and have developed long-standing relationships with our key suppliers. We commenced independent operations in 2008, when Cosan acquired ExxonMobil’s lubricants assets in Brazil and obtained the right to blend, distribute and market premium Mobil branded products in the country. The ability to develop our business pursuant to this arrangement enabled us to expand our footprint to Bolivia, Uruguay and Paraguay in 2011. In 2018, recognizing the success accomplished and strategically aligned plans for future growth, ExxonMobil and Moove signed a 20-year contract extension and added Argentina to the footprint. Beyond Mobil branded products, we chose to leverage our technical expertise and capabilities in sourcing and formulation to develop specific lubricants for different end uses, enabling us to offer an extensive catalog of lubricants, fluids, greases, insulating oils and process oils. Our more significant proprietary brands include “Comma” (Europe and Asia), “EcoUltra,” “Medallion Plus” and “Dyna-Plex 21C” (North America) and “Tirreno” (South America), which add to a comprehensive portfolio of around 100 brands across all regions. Focusing on our key strengths gives us the discipline to capitalize on both organic and inorganic growth opportunities with low execution risk. We entered into the European lubricants and specialties market in 2012 through the acquisition of Comma Oil & Chemicals Limited, a former ExxonMobil affiliate in the UK, primarily serving customers in the passenger cars end market. In 2016, we commenced operations in Spain with the focus of developing the Mobil brand and, in 2018, we strengthened our strategic footprint in Europe through the acquisition of Mobil Lubricants Distributors in France (TTA), Portugal (Lubrigrupo), and the UK (WP). The UK is our largest European operation, where we also inherited a niche fuels business serving business-to-business customers. Following this series of acquisitions and after establishing a relevant position in the lubricants industry in South America and a robust footprint in Europe, we entered into an investment agreement with CVC Fund VII, which we refer to as the CVC investment agreement, for the acquisition of 30% of our equity in 2018, welcoming CVC as a strategic partner in our journey. In addition to providing expertise and a global network of resources, this strategic partnership has acted as a robust governance enabler, providing additional corporate independence from Cosan. An important strategic milestone for us was to enter the North American lubricants market. In December 2018, we acquired MetroLube, giving us access to market intelligence and the opportunity to establish commercial relationships without making a significant capital investment. In May 2022, we acquired PetroChoice, expanding our Mobil branded footprint in the United States with three lubricant blending plants and more than 50 distribution centers across 25 states, giving us a meaningful presence in the world’s largest market. --- We are a Cayman Islands exempted company incorporated with limited liability. We were incorporated as Moove Lubricants Holdings on September 5, 2023. Our principal executive offices are located at Av. Brigadeiro Faria Lima, 4,100 – 8th floor São Paulo – SP, 04538-132, Brazil, and our telephone number at this address is +55 11 4517-1546. Our website address is https://moovelub.com/en.php.