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CEO Steph Disher in Nashville would lead Atmus split-off from Cummins
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CEO Stephanie Disher MBA

Updated: Shares of ATMU began trading May 26, 2023. Release here.-Ed.

STEPHANIE "STEPH" DISHER, a 47-year-old native of Australia who is now based in Nashville, is soon likely to shoulder fully her CEO responsibilities within a newly public company, Atmus Filtration Technologies Inc.

The filtration business, in which Disher has played key roles the past three years, is expected to be split-off via a debt-for-equity transaction from current parent Cummins Inc. (NYSE:CMI), within which the business has been known as Cummins Filtration.

The Atmus launch from its new base in Tennessee, with Disher at the helm, is a strong reminder of the imperative of corporate value-creation.

Atmus aims to list on the NYSE as ATMU, according to its shelf-registered filing with the SEC, March 31.

The Cummins filtration product line was founded in 1958 and is anchored by the Fleetguard brand. The company has Fleetguard technical and manufacturing facilities in Cookeville, Tenn., according to its website.

Disher began leading Cummins Filtration in August 2020. While guiding the company through the pandemic era, she also contributed to Cummins' review of strategic alternatives for Filtration, a process that Cummins announced on Aug. 3, 2021.

Ahead of the split-off, Atmus Filtration has no operations of its own, but will receive founding operations from Cummins upon completion of the transaction.

As CEO, Disher would lead an Atmus workforce that recently totaled about 4,250, serving customers in about 150 nations on six continents, via three-dozen units, including joint ventures in China and India.

The Cummins-cum-Atmus filtration line of business moved its headquarters to Nashville in 2016, and Disher moved from her Cummins post in Melbourne to Nashville in 2020.

She has spent most of the past 20 years with Cummins and with BP.

Her near-decade within BP included work in business transformation, M&A, portfolio rationalization and target-integration strategy, as well as time as finance director for BP Solar Asia Pacific, among other BP posts.

According to Atmus's SEC filing, Disher's record within Cummins has been one of "strong business performance, innovation, and operational excellence."

The filtration company's customers include some of the world's most prominent OEMs, but in a recent report it said the largest share of its net-sales came from sale of components for aftermarket repair or replacement in vehicles and equipment.

Overall, the new company's sales promise to be initially somewhat concentrated, in that it reports 47% of 2022 net sales were to customers Cummins, PACCAR, and Traton Group.

That trio of majors, plus seven other OEMs named in the filing have represented least 66% of annual net sales during the past five years.

The filtration business reported roughly $1.6BN in net sales, $170MM net income and $234MM in EBITDA (with EBITDA margin of 15%) for the year ended Dec. 31, 2022. About 49% of its net sales came from nations other than the U.S. and Canada.

Atmus revolver and term credit facilities -- an aggregate $1BN -- have been positioned ahead of the transaction.

Upon the stock offering going effective, Disher's salary is to be set at $800K, with an opportunity for a 2023 "target bonus" of as much as 100% of that, according to the current filing.

In November 2022, Cummins explained in a press release that the name Atmus was derived from the word "atmosphere" and "signals a clean, sustainable environment. It is well suited as the name of a global leader with a powerful purpose: 'Creating a better future by protecting what is important.'"

On that same occasion, Disher, then VP-operations for the Cummins filtration line, was quoted as saying, "Today's introduction of the Atmus brand is a defining moment for our company. The very nature of filtration is to protect [and] the Atmus brand reflects everything we do today to protect our customers' equipment and our planet. The brand is also a reflection of what we have the potential to do in the future."

Earlier in her career, Disher earned her MBA at Melbourne Business School, her undergrad in commerce at Western Sydney University, and she previously held an Australian CPA.

According to an earlier Cummins press release, Disher has previously been active in Cummins' communities, sponsoring the TEC: Technical Education for Communities program in Australia, launching the PRIDE employee resource group in the South Pacific, and "advocating for the power of diverse teams through her involvement with the Women's Empowerment network."

In the same release, Cummins President and now-CEO Jennifer Rumsey said of Disher, "She truly is a champion of our mission, vision and values, and her leadership, strategic mindset and caring nature have been incredibly important for all Filtration employees and the future opportunities for the business."

Steph Disher and her husband, Brad Disher, a fellow Australian who is an independent full-stack software developer, reside in Nashville with their three daughters. Her LinkedIn is here.

Atmus's mandated advisors cited in the current Atmus filing include underwriters Goldman Sachs and JP Morgan; qualified underwriter BofA Securities; compensation consultant Farient Advisors; and, attorneys with Baker & McKenzie and with Simpson Thacher Bartlett.

Atmus financial statements and prospectus were filed in reliance on reports produced by PricewaterhouseCoopers (PwC).

Columbus, Indiana-based Cummins Inc. currently has a market cap north of $32BN. Atmus SEC filings here. The Atmus URL here temporarily points to current Cummins Filtration. VNC

.last edited 9 June 2023 0831


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Tags: Atmus Filtration Technologies, automotive, Baker McKenzie, BofA Securities, Brad Disher, Cummins, Cummins Filtration, engines, Farient Advisors, Goldman Sachs, Jennifer Rumsey, JPMorgan, manufacturing, OEM, PricewaterhouseCoopers, PwC, Simpson Thacher Bartlett, Steph Disher, Stephanie Disher


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