uarterly • q3 2016 - bowstring advisors€¦ · childs quarterly update: 3q 2016 the m&a...

10
1 QUARTERLY UPDATE Q3 2016 I NSIDE THIS ISSUE: The First Word: Will the Election Affect Company Owners’ Perspective on M&A? By now, I’m sure that you are tired of following the ebb and flow of this Presidential election. I know I am! I get asked all the time by company owners how the outcome of the election may impact their decision-making regarding selling their businesses. While this is a loaded question with lots of possible answers, I am going to offer an overly simplistic view by addressing these three questions: 1) How will this election impact the US economic cycle? 2) How will this election impact tax rates for company owners selling businesses? 3) What would the timing of such tax changes be? The overall economic cycle is clearly a driver of business performance and also buyer demand/pricing. Both factors have been in favor of sellers since 2011 and, as a result, we have seen a steady increase in middle market M&A volume and valuations. Middle market M&A volume and pricing has steadied out in 2016 but continues to be very attractive for owners. Regardless of who wins the election we do not see this outlook changing substantially in 2017, although we have less clarity into 2018 and beyond. This cycle, depending on who you ask, has been going for 6-7 years already and thus the traditional view is that a down-cycle is likely in the next 12-36 months. In terms of possible tax changes, the answers may be quite different depending on who wins the election and who controls Congress. A Clinton presidency with a Democrat-controlled Congress will almost certainly result in increases to ordinary and capital gains tax rates. Clinton has proposed implementing a tiered long-term capital gains tax structure with a top rate of 43.4%, nearly double the existing rate of 23.8%. While increased ordinary income taxes and estate taxes are very important, the capital gains rate is the key issue affecting how owners are taxed in a sale. So, if Clinton’s tax proposal is passed by Congress it would certainly mean higher, and possibly much higher, tax rates on owners selling. Trump proposes to keep capital gains tax rates the same and possibly lower corporate tax rates. Lastly, if Clinton wins and her tax package gets adopted resulting in substantially higher capital gains taxes when would that go into effect? The “smart” money would say the earliest that such a measure would be adopted would be 2018, but it is possible that legislation could pass in 2017. So, what does this all mean for company owners? It appears that 2017, regardless of the outcome of this election, will be a positive environment for company owners to sell their businesses. Based on what we know today, 2018 and forward is a riskier proposition based on cycle timing and possible adverse tax changes. Therefore, if you are operating a cyclical business and do not want to go through another down-cycle, you may consider planning for a transaction now to maximize the outcome. At CHILDS, we had an excellent Q3 and are working hard to get several transactions closed by year-end. We are honored to have been selected as a finalist for 2016 Boutique Investment Bank of the Year by The M&A Advisor. We are also excited to announce that CHILDSConnect, our annual conference, is to be held May 16, 2017 at the St. Regis in Atlanta. Please save the date and visit our conference website at www.childsadvisorypartners.com/childsconnect. I hope each of you has a prosperous end to 2016! Jim Childs The First Word 1 Market Update 2 Recent CHILDS Transactions 3 Sector Updates 4 About CHILDS 10 CHILDS N EWS AND EVENTS 10/25/16 – 10/28/16 CHILDS attends ISSA/Interclean conference in Chicago & ASA Staffing World conference in San Diego 10/13/16 – 10/14/16 CHILDS attends Staffing Industry Executive Forum conference in London 10/4/16 – 10/7/16 CHILDS attends HR Tech conference in Chicago & dreamforce conference in San Francisco 9/30/16 CHILDS advises Falcon Consulting in its sale to Avaap (New MainStream Capital) 9/26/16 – 9/30/16 CHILDS attends Cold Chain Global Forum conference in Boston 9/18/16 – 9/22/16 CHILDS attends Oracle OpenWorld in San Francisco & Collaboration in the Gig Economy in Las Vegas 9/15/16 CHILDS advises Collaborative Solutions in its sale to WestView Capital Partners 9/12/16 – 9/15/16 CHILDS attends ASIS International conference in Orlando 8/15/16 CHILDS advises Datavail in its acquisition of Art of BI Software 8/1/16 CHILDS advises 24 Seven in its recapitalization by Morgan Stanley Private Equity CHILDS ADVISORY PARTNERS 3438 PEACHTREE ROAD NE PHIPPS TOWER, SUITE 1400 ATLANTA, GA 30326 PHONE: 404.751.3000 WWW.CHILDSADVISORYPARTNERS.COM

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Page 1: UARTERLY • Q3 2016 - Bowstring Advisors€¦ · CHILDS Quarterly Update: 3Q 2016 The M&A market for HCM companies remained healthy in Q3 albeit below recent highs in 2015. In the

1

QUARTERLY UPDATE • Q3 2016

INSIDE THIS ISSUE: The First Word: Will the Election Affect Company Owners’ Perspective on M&A?

By now, I’m sure that you are tired of following the ebb and flow of this Presidential election. Iknow I am! I get asked all the time by company owners how the outcome of the election mayimpact their decision-making regarding selling their businesses. While this is a loadedquestion with lots of possible answers, I am going to offer an overly simplistic view byaddressing these three questions:

1) How will this election impact the US economic cycle?2) How will this election impact tax rates for company owners selling businesses?3) What would the timing of such tax changes be?

The overall economic cycle is clearly a driver of business performance and also buyerdemand/pricing. Both factors have been in favor of sellers since 2011 and, as a result, we haveseen a steady increase in middle market M&A volume and valuations. Middle market M&Avolume and pricing has steadied out in 2016 but continues to be very attractive for owners.Regardless of who wins the election we do not see this outlook changing substantially in 2017,although we have less clarity into 2018 and beyond. This cycle, depending on who you ask,has been going for 6-7 years already and thus the traditional view is that a down-cycle is likelyin the next 12-36 months.

In terms of possible tax changes, the answers may be quite different depending on who winsthe election and who controls Congress. A Clinton presidency with a Democrat-controlledCongress will almost certainly result in increases to ordinary and capital gains tax rates.Clinton has proposed implementing a tiered long-term capital gains tax structure with a toprate of 43.4%, nearly double the existing rate of 23.8%. While increased ordinary incometaxes and estate taxes are very important, the capital gains rate is the key issue affecting howowners are taxed in a sale. So, if Clinton’s tax proposal is passed by Congress it wouldcertainly mean higher, and possibly much higher, tax rates on owners selling. Trump proposesto keep capital gains tax rates the same and possibly lower corporate tax rates.

Lastly, if Clinton wins and her tax package gets adopted resulting in substantially highercapital gains taxes when would that go into effect? The “smart” money would say the earliestthat such a measure would be adopted would be 2018, but it is possible that legislation couldpass in 2017.

So, what does this all mean for company owners? It appears that 2017, regardless of theoutcome of this election, will be a positive environment for company owners to sell theirbusinesses. Based on what we know today, 2018 and forward is a riskier proposition based oncycle timing and possible adverse tax changes. Therefore, if you are operating a cyclicalbusiness and do not want to go through another down-cycle, you may consider planning for atransaction now to maximize the outcome.

At CHILDS, we had an excellent Q3 and are working hard to get several transactions closed byyear-end. We are honored to have been selected as a finalist for 2016 Boutique InvestmentBank of the Year by The M&A Advisor. We are also excited to announce that CHILDSConnect,our annual conference, is to be held May 16, 2017 at the St. Regis in Atlanta. Please save thedate and visit our conference website at www.childsadvisorypartners.com/childsconnect.

I hope each of you has a prosperous end to 2016!

Jim Childs

The First Word 1

Market Update 2

Recent CHILDS Transactions 3

Sector Updates 4

About CHILDS 10

CHILDS NEWS AND EVENTS

10/25/16 – 10/28/16CHILDS attends ISSA/Interclean conference in Chicago & ASA Staffing World conference in San Diego

10/13/16 – 10/14/16CHILDS attends Staffing Industry Executive Forum conference in London

10/4/16 – 10/7/16CHILDS attends HR Tech conference in Chicago & dreamforce conference in San Francisco

9/30/16CHILDS advises Falcon Consulting in its sale to Avaap (New MainStream Capital)

9/26/16 – 9/30/16CHILDS attends Cold Chain Global Forum conference in Boston

9/18/16 – 9/22/16CHILDS attends Oracle OpenWorld in San Francisco & Collaboration in the Gig Economy in Las Vegas

9/15/16CHILDS advises Collaborative Solutions in its sale to WestView Capital Partners

9/12/16 – 9/15/16CHILDS attends ASIS International conference in Orlando

8/15/16CHILDS advises Datavail in its acquisition of Art of BI Software

8/1/16CHILDS advises 24 Seven in its recapitalization by Morgan Stanley Private Equity

CHILDS ADVISORY PARTNERS

3438 PEACHTREE ROAD NEPHIPPS TOWER, SUITE 1400ATLANTA, GA 30326PHONE: 404.751.3000WWW.CHILDSADVISORYPARTNERS.COM

Page 2: UARTERLY • Q3 2016 - Bowstring Advisors€¦ · CHILDS Quarterly Update: 3Q 2016 The M&A market for HCM companies remained healthy in Q3 albeit below recent highs in 2015. In the

2

LOWER MIDDLE MARKET M&A UPDATE

CHILDS Quarterly Update: Q3 2016

LOWER MIDDLE MARKET U.S. PRIVATE EQUITY DEAL FLOW

Sources: Capital IQ, Dealogic, Pitchbook*Denotes deal flow through Q3 2016

1,340 1,408 1,446 1,716

1,852

1,146

720 876 745

920 906

604

723

839848

1049 928

542

2,783

3,123 3,039

3,685 3,686

2,292

(200)

300

800

1,300

1,800

2,300

2,800

3,300

3,800

2011 2012 2013 2014 2015 2016*

Nu

mb

er o

f T

ran

sact

ion

s

Under $25M $25M - $100M $100M - $500M

924 987 980

761 853

942 885 848

651 550

439 482 470

773

560 593 704 749

827 714 732

598

175

215 204

166

156

198

154 210

158

148

201 200 190

225

226 218

159

198

243

222 181

208

1,147

1,238 1,218

961

1,039

1,185

1,075 1,116

843

735 690

729 696

1,047

841 854

898

990

1,124

986 949

839

-

200

400

600

800

1,000

1,200

1,400

Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2

2011 2012 2013 2014 2015 2016

Nu

mb

er o

f T

ran

sact

ion

s

<$100M $100M - $499M

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3

RECENT CHILDS TRANSACTIONS

CHILDS Quarterly Update: Q3 2016

Note: CHILDS represented company listed on top half of tombstone

July 2015

has been acquired by

July 2015

has been acquired by

May 2015

has been recapitalized by

May 2015

has acquired

August 2015

has been acquired by

September 2015

has been recapitalized by

Highlands Ventures Holdings, LLC

August 2015

has been recapitalized by

September 2015

has been acquired by

September 2015

has been acquired by

September 2015

has been acquired by

October 2015

has been acquired by

October 2015

has been acquired by

October 2015

has acquired

October 2015

has acquired

November 2015

has been acquired by

December 2015

has been recapitalized by

December 2015

has been acquired by

December 2015

has been acquired by

December 2015

has been acquired by

A Portfolio Company of MidOcean Partners

January 2016

has acquired

February 2016

has been acquired by

March 2016

has been recapitalized by

A Portfolio Company of Snow Phipps

March 2016

has been recapitalized by

April 2016

has been recapitalized by

March 2015

has been recapitalized by

July 2016

has been recapitalized

September 2016

has been acquired by

September 2016

has been recapitalized by

August 2016

has acquired

August 2016

has been recapitalized by

A portfolio company of New MainStream Capital

Global Private Equity

Page 4: UARTERLY • Q3 2016 - Bowstring Advisors€¦ · CHILDS Quarterly Update: 3Q 2016 The M&A market for HCM companies remained healthy in Q3 albeit below recent highs in 2015. In the

4

PUBLIC COMPANY ANALYSIS

Last Twelve Months Indexed Stock Price Performance

INDUSTRIAL SERVICES SECTOR UPDATE

CHILDS Quarterly Update: 3Q 2016

In this update, we focus on the facility services sector where publiccompanies and private equity firms are investing heavily and atpremium valuations. Driven by customers’ focus on cost savings andvendor consolidation, facility services providers are actively seeking tobroaden their service offerings and capture more wallet share throughacquisitions. The highly fragmented competitive landscape provides avast number of tuck-in and platform targets, and is spurringconsolidation among facility services providers.

The ~$13 billion fire and life safety (“FLS”) services subsector is aprime example of the broader trends in facility services. FLS is a highlyfragmented market growing at 5%+ annually with recent M&A activityfrom strategic and private equity investors attracted to the mission-critical outsourced service provider model. The recent investments inthe space have been focused on assets with comprehensive serviceofferings that generate strong recurring revenue streams and have anattractive footprint in high-growth areas. Trends in the FLS industryinclude:

Heightened regulatory mandates: Increased federal and stateregulation pertaining to building and fire codes is driving demandfor FLS services. Commercial and institutional buildings arerequired to undergo fire and safety inspection at least once a year,creating a recurring service requirement. The heightened andcomplex regulatory environment has led to an increase in riskmanagement outsourcing whereby companies try to reduce theirliability exposure and remain compliant to strict safety codestandards.

Buoyed construction spending: A positive economic backdropbolstered by declining unemployment and rising wages has led to arebound in U.S. non-residential construction spending. Commercialconstruction has recovered significantly following a sharp declineduring the “Great Recession” and is projected to reach $273 billionin 2018, growing more than 60% since 2010. The increasedspending related to both new construction and improvements isdriving demand for the installation and maintenance of fire and lifesafety protection systems.

Increased technological utilization: Companies providing fireand life safety services are utilizing more technology therebyenhancing protection capabilities, driving installation efficiencies,and reducing costs. New fire protection and safety solutions enablebuilding owners to be more abreast of fire and safety codes andmaintain compliance.

These trends will continue to drive demand for FLS services. Weexpect to see robust M&A activity as providers attempt to bolsterservice capabilities and consolidate the fragmented landscape.

Valuation Multiples

Note: Public company data as of October 14, 2016

Date Closed Buyer Target Target Description

8/31/16 Equistone Partners Europe Roth Group Offers fire protection and insulation services

6/10/16 Carousel Capital Partners Pye Barker Fire & Safety Engages in the sale and servicing of fire protection products

4/6/16 FirstService Corporation Century Fire Protection Designs, installs, and maintains fire protection systems

4/5/16 JENSEN HUGHES Aon Fire Protection Engineering Provides fire protection engineering services

7.5x8.3x

9.1x

10.9x11.6x

0.0x

3.0x

6.0x

9.0x

12.0x

Industrial /Infrastructure

EnvironmentalServices

Rental /Route-Based

Distribution &Logistics

Facility Services

Forward Year EV/EBITDA

70

80

90

100

110

120

130

Oct-15 Dec-15 Feb-16 Apr-16 Jun-16 Aug-16 Oct-16

Facility Services Rental / Route-BasedEnvironmental Services Distribution & LogisticsIndustrial / Infrastructure S&P 500 Index

RECENT M&A TRANSACTIONS

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5

PUBLIC COMPANY ANALYSIS

HUMAN CAPITAL MANAGEMENT SECTOR UPDATE

CHILDS Quarterly Update: 3Q 2016

The M&A market for HCM companies remained healthy in Q3 albeitbelow recent highs in 2015. In the staffing sector, M&A volumecontinues to be led by professional skill sets. Staffing stocks havecontinued to lag the broader S&P 500 hinting at cycle concerns frominvestors. Most public staffing companies are trading below stockhighs 12 months ago. Additionally, several acquisitions occurred in Q3with non U.S.-based companies investing in to the U.S. market. A trendwe expect to continue as the U.S. economy continues to show safetyand growth versus other countries.

CHILDS has sponsored and attended several industry conferencessince our last quarterly update including Staffing Industry ExecutiveForum Europe, ASA Staffing World, and Collaboration in the GigEconomy. We have heard from many staffing company owners thatsentiment is generally positive for a strong 2017, despite uncertaintyabout the upcoming election. Owners spoke of a “tougher thanexpected” 2016, reporting mixed results. However, they are seeingstrong client demand for their services putting at ease cycle concernsfor the near term.

Another notable topic of discussion has been the evolution of theworkforce ecosystem. Traditional separation of service offerings suchas staffing, compliance, consulting, talent acquisition technology, andprocess outsourcing are becoming more integrated. For example,several of the large global competitors have made acquisitions toexpand across these verticals as they build-out “workforce solutions”offerings. Most notably Randstad has completed the acquisitions ofMonster (job board), Risesmart (outplacement), Twago (onlinestaffing), and Pymetrics (HR services).

This trend is likely to continue as buyers of HR services want flexibilityfrom their service providers on how to engage, how to get the besttalent, and how to streamline operations and efficiency. The rapidimprovements in technology combined with evolving demographictrends and workforce demands, likely mean those companies that aremost adaptable to change will flourish.

Valuation Multiples

Note: Public company data as of October 14, 2016

U.S. HCM M&A Transactions by Quarter

11.2x

13.3x

6.3x

10.6x

9.2x

14.1x

5.7x

10.2x

8.9x

14.6x

6.2x

11.0x

8.3x

14.5x

6.6x

11.5x

2.0x

4.0x

6.0x

8.0x

10.0x

12.0x

14.0x

16.0x

Staffing HR Services Education & Training S&P 500 Index

Q4-2015 Q1-2016 Q2-2016 Q3-2016

Date Closed Buyer Target Target Description

Announced Thomas H. Lee Partners System One Holdings Staffing and technical support services

10/28/16 Randstad North America Monster Worldwide Provides online and mobile employment and recruitment solutions

10/17/16 AHS Staffing BelHealth Investment Partners Provides healthcare staffing services

8/1/16 Morgan Stanley Private Equity 24 Seven Provides creative staffing services

7/28/16 ANOTECH ENERGY France Clover Global Solutions Provides staffing and recruitment services to the oil & gas industry

RECENT M&A TRANSACTIONS

0

50

100

150

200

250

300

350

400

450

500

Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3

2012 2013 2014 2015 2016

60

70

80

90

100

110

120

Oct-15 Nov-15 Dec-15 Jan-16 Feb-16 Mar-16 Apr-16 May-16 Jun-16 Jul-16 Aug-16 Sep-16 Oct-16Staffing HR Services Index Education & Training S&P 500 Index

Last Twelve Months Indexed Stock Price Performance

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6

PUBLIC COMPANY ANALYSIS

Date Closed Buyer Target Target Description

Announced EQT Partners Press Ganey Provider of patient satisfaction surveys and performance analytics

9/30/16 WellMed Medical Management USMD HoldingsIntegrated health system including hospitals, cancer centers, andprimary and specialty clinics

8/02/16 Sharecare Healthways SCProvider of chronic care and population health managementsolutions

7/27/16 Leonard Green & Partners ExamWorksProvider of independent medical examinations, peer reviews, andMedicare compliance services

7/05/16 MedData Cardon OutreachProvider of revenue cycle management services and solutions tohealthcare facilities

HEALTHCARE SERVICES SECTOR UPDATE

CHILDS Quarterly Update: Q3 2016

Valuation Multiples

Last Twelve Months Indexed Stock Price Performance

Healthcare services merger and acquisition activity showed notableweakness in terms of deal volume compared to both the record-breaking 3rd quarter of 2015 and the robust 2nd quarter of 2016. Totaldeal value for the period did, however, rise considerably - albeitskewed by both EQT Partners’ $2.4 billion acquisition of Press Ganeyand Leonard Green’s $2.0 billion acquisition of ExamWorks, bothpublic-to-private deals.

The well documented “just around the corner” shift to a value-basedcare model in the United States continues to dominate conferencechatter, strategic deal-making, and investor focus. The three majorelements of this new paradigm include:

Scale: From large acute care hospitals to physician practicemanagement companies to specialty clinics - where nicheexcellence could once provide comfortable growth andprofitability, scale is rapidly becoming the sine qua non ofcompetitive survival. The ability to leverage costs, navigateevolving regulatory complexities, and even reach the negotiatingtable with payors will prove all but impossible for smaller players.

Care Coordination: Size does matter, but providers must be ableto exert control over patient care/protocol across disparatelocations and caregivers or scale is all for naught. The ability toadequately direct and document the full care continuum istherefore critical, and thus both technology and service modelstargeting this element are increasingly receiving investor attention.

Data Analytics: Similar to scale-without care coordination,capturing the data in and of itself does not move the needle in avalue-based world. Providers must ultimately be able to extract,measure, and benchmark all the data produced, not just to cut costsor improve the quality of care, but to demonstrate the true valueprovided in payor negotiations. Technology and service models inthis arena still have significant runway space.

Accordingly, these three themes should drive investment andacquisition activity in the coming year.

7.7x

10.5x 10.7x 10.8x

0.0x

2.0x

4.0x

6.0x

8.0x

10.0x

12.0x

Hospitals Outsourced Services Alternate SiteProviders

Home Healthcare

Forward Year EV/EBITDA

60

70

80

90

100

110

120

Oct-15 Dec-15 Feb-16 Apr-16 Jun-16 Aug-16 Oct-16

Outsourced Services HospitalsAlternate Site Providers S&P 500 IndexHome Healthcare

Note: Public company data as of October 14, 2016

RECENT M&A TRANSACTIONS

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7

PUBLIC COMPANY ANALYSIS

0

10

20

30

40

50

60

70

Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3

2012 2013 2014 2015 2016

60

70

80

90

100

110

120

130

140

Oct-15 Dec-15 Feb-16 Apr-16 Jun-16 Aug-16 Oct-16

Medical Records Administrative Revenue Mgmt. S&P 500 Index

Last Twelve Months Indexed Stock Price Performance

HEALTHCARE TECHNOLOGY SECTOR UPDATE

CHILDS Quarterly Update: 3Q 2016

M&A volume in Q3 for healthcare technology companies in the U.S.suffered from a similar volume decline as the overall market in theface of new economic and political uncertainties.

Public healthcare technology companies continued their steadyperformance, especially in the administrative sector whichoutperformed S&P 500 and achieved premium valuations at 16.9x2017 EBITDA.

Several notable M&A transactions occurred in Q3 including acombination of strategic and financial buyers (see below).

We continue to see a strong outlook for M&A activity and aninvestment focus in the space, especially for solutions which helpmedical professionals manage core areas such as:

Quality of Care / Care Coordination

Efficient use of Patient Data

Coding, Billing, and Finance

Patient Engagement

Clinical Data Capture

Valuation Multiples

Note: Public company data as of October 14, 2016

U.S. Healthcare Tech M&A Transactions by Quarter

15.8x16.9x

12.7x

0.0x

3.0x

6.0x

9.0x

12.0x

15.0x

18.0x

Medical Records Administrative Revenue Mgmt.

Forward Year EV/EBITDA

Date Closed Buyer Target Target Description

Announced Atos SE Anthelio Healthcare SolutionsProvides healthcare technology solutions to hospitals, physicianpractice groups, and other healthcare providers. Transaction valueof $275 million.

9/16/16 Thoma Bravo ImprivataProvides information technology security and identity solutions tothe healthcare industry globally. Transaction value of $544 million.

8/15/16 MediSolution ArtemisDevelops, markets, and implements electronic health records andmobile patient engagement solutions for physician practices

7/26/16Huron Consulting Group

(NasdaqGS: HURN)Healthcare Services Management

Offers healthcare information technology and project managementconsulting services to healthcare areas

7/20/16 Koninklijke Philips WellcentiveProvides cloud-based population health management and dataanalytics solutions for physicians and their organizations

RECENT M&A TRANSACTIONS

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8

PUBLIC COMPANY ANALYSIS

Last Twelve Months Indexed Stock Price Performance

IT & PROFESSIONAL SERVICES SECTOR UPDATE

CHILDS Quarterly Update: Q3 2016

The IT & professional services sector continues to see healthy M&Aactivity, with 222 M&A transactions either announced or closed in thequarter. This number is slightly down quarter over quarter and yearover year, but still shows a nice pace of activity. Despite the slight slowdown in volume, valuations continue to climb, with PitchBook notingthat average EV/EBITDA multiples are at the highest level since 2010.Private equity firms remain acquisitive in several key areas of thesector, as do strategic buyers.

Buyer interest in cloud technology and cloud services continues todrive IT & professional services M&A activity at all size spectrums ofthe market. This quarter, we are going to highlight some of the trendsand deal activity we are seeing in this space.

One of the main drivers of interest in the space is the increasedconfidence that consumers and organizations have in utilizing cloudtechnology for production applications. Improved affordability andfunctionality is also helping activity. Analysts estimate that the Hostingand infrastructure-as-a-service market will grow from $60 billion in2015 to $70 billion by the end of 2016, and double by 2019 to over$140 billion. Demand for this service model is driving M&A activity forboth the cloud technology providers and the service providers in theecosystem.

On the larger end of the market, we saw enterprise technology firmsmake moves to help their positioning in the cloud space. HewlettPackard Enterprise spun off and merged its non-core software assetswith Micro Focus, enabling HPE to focus on its IT infrastructure andcloud strategy, with additional capital. Additionally, Oracle paidapproximately $9.1 billion to acquire the cloud-computing firm,NetSuite.

In the middle market, we saw activity focused on services businesses,with several key players trading, as highlighted below:

Recent Cloud Services M&A Transactions

WestView invests in Collaborative Solutions (Workday partner)

Accenture announces DayNine acquisition (Workday partner)

Liquid Web announces Rackspace Cloud Sites acquisition

CompuCom Systems announces Extensys acquisition

Valuation Multiples

70

80

90

100

110

120

130

140

Oct-15 Dec-15 Feb-16 Apr-16 Jun-16 Aug-16 Oct-16

Consulting Services Managed Services/HostingFederal IT Services Systems Integrators / VARsS&P 500 Index

7.5x

9.5x 9.4x 9.5x

10.8x

0.0x

2.0x

4.0x

6.0x

8.0x

10.0x

12.0x

SystemsIntegrators/VARs

Federal IT Services BPO ConsultingServices

ManagedServices/Hosting

Forward Year EV/EBITDA

Note: Public company data as of October 14, 2016

Date Closed Buyer Target Target Description

Announced Tech Data CorpAvnet, Inc. (Technology SolutionsBusiness)

Data center and business solutions

Announced Accenture Kurt Salmon U.S. Management consulting services in the U.S. and internationally

10/4/16 Avaap (New MainStream Capital) Falcon Consulting GroupProvides management and technical consulting services to largehealthcare providers, with a focus on Epic software

9/22/16 WestView Capital Partners Collaborative SolutionsLeading full‐service finance and HR consulting firm focused ondeploying cloud‐based solutions, with a focus on Workday

8/16/16 Leidos HoldingsLockheed Martin InformationSystems & Global Solutions

Lockheed’s government IT services business

8/9/16 The Blackstone Group Mphasis LimitedProvides application development and maintenance, infrastructureoutsourcing, and business and knowledge process outsourcing

7/25/16 Datavail Corporation Art of BI SoftwareEnterprise software development and systems integrationtechnology

RECENT M&A TRANSACTIONS

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9

Date Closed Buyer Target Target Description

Announced Oracle Netsuite Omni-channel commerce software

Announced Micro Focus HP’s Enterprise Software Business Assets including app delivery management, data, and security

Announced Alphabet (Google) Apigee Software platform enabling API digital strategies

Announced Genesys Interactive Intelligence Cloud software for call centers

Announced KKR Calabrio Contact center workforce optimization software solutions

Announced Randstad North America Monster Worldwide Online and mobile employment and recruitment solutions

9/1/16 KKR Epicor Industry specific enterprise software

Note: Public company data as of October 14, 2016

0.0x

1.0x

2.0x

3.0x

4.0x

5.0x

6.0x

7.0x

8.0x

Enterprise Software SaaS HR Tech

Q3 2015 Q4 2015 Q1 2016 Q2 2016 Q3 2016

0

50

100

150

200

250

300

350

400

450

Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3

2012 2013 2014 2015 2016

SOFTWARE SECTOR UPDATE

CHILDS Quarterly Update: Q3 2016

M&A transaction volume for software companies in Q3 hit a three-year quarterly low with 280 closed deals in the face of new economic(Brexit) and political (U.S. elections) uncertainty. This decrease represented a 20.9% decline from Q2 2016.

Valuations for publicly traded software companies continued their steady rise after the Q1 correction. At the end of Q3, human resourcetechnology and SaaS companies traded at significant market premiums of 7.0x and 7.3x LTM revenue, respectively, with slower growth ERPcompanies at 4.3x.

Our indices for enterprise software and HR tech outperformed the S&P 500 in Q3 while SaaS and marketing tech underperformed. All indicesare still at or near all time highs.

We continue to see strong demand from both strategics and financial sponsors to invest in software companies. In September 2016, CHILDScompleted another HR technology transaction with the successful minority recapitalization of Collaborative Solutions (Workday ecosystem).

has been recapitalized by

September 2016

50

60

70

80

90

100

110

120

130

Oct-15 Dec-15 Feb-16 Apr-16 Jun-16 Aug-16 Oct-16

Enterprise Software SaaS

HR Technology S&P 500 Index

Sales/Marketing Technology

RECENT M&A TRANSACTIONS

Public Valuation MultiplesU.S. Software M&A Transactions by Quarter

Last Twelve Months Indexed Stock Price Performance CHILDS Deal Case Study: Collaborative Solutions

Collaborative was recapitalized in aminority transaction by WestView

Collaborative is a leading provider of cloud-based SaaS implementation, training, andchange management services

The company primarily serves the Workdayecosystem, as one of its earliest servicespartners; additionally Collaborative is aCornerstone and Tidemark services partner

This transaction helps Collaborative expandits solution offerings, hire additional talentand pursue strategic acquisitions

CHILDS Advisory Partners served as theexclusive financial advisor to Collaborativereceiving multiple indications of interestand letters of intent as part of the process

Page 10: UARTERLY • Q3 2016 - Bowstring Advisors€¦ · CHILDS Quarterly Update: 3Q 2016 The M&A market for HCM companies remained healthy in Q3 albeit below recent highs in 2015. In the

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CONTACT INFORMATION

SECTOR FOCUS

OUR SERVICES

ABOUT CHILDS ADVISORY PARTNERS

CHILDS Advisory Partners provides exceptional investment banking services to high‐performing business services, healthcare and technologymiddle market companies. Our unique combination of sector expertise, process excellence, and a deep, experienced team allows us to achievesuccessful outcomes for our clients. Collectively, our senior bankers have executed over 450 transactions. CHILDS is a member of FINRA and SIPCand is a registered broker‐dealer.

Sales and Recapitalizations – CHILDS works with management teams, financial sponsors, and special committees to provide crucial insights into the intricacies and nuances of sale processes

Strategic Acquisitions – Our disciplined methodology coupled with our industry relationships makes CHILDS an ideal buy‐side partner

INDUSTRIAL

SERVICESTECHNOLOGY

HUMAN CAPITAL

MANAGEMENT

IT & PROFESSIONAL

SERVICES

BUSINESS SERVICES

SERVICES SOFTWARE

Jim ChildsCEO

(404) [email protected]

Ross DeDeynManaging Director

Healthcare(404) 751-3018

[email protected]

Tom DonahueManaging Director

Technology(617) 290-5433

[email protected]

Don HolbrookManaging Director

Technology(949) 276-8715

[email protected]

Cooper MillsManaging DirectorBusiness Services(404) 751-3003

[email protected]

Scott RhodesManaging Director

Technology(404) 751-3021

[email protected]

Jason WallaceManaging DirectorBusiness Services(404) 751-3020

[email protected]

Alan BuglerDirector

Business Services(404) 751-3004

[email protected]

Dave PhillipsDirector

Business Services(904) 292-9305

[email protected]

MERGERS & ACQUISITIONS

CAPITAL

RAISES

FINANCIAL & STRATEGIC ADVISORY

Our proprietary knowledge database consists of active debt and equity investors including senior and mezzanine debt and growth equity

CHILDS is continuously in the market assisting its clients to raise capital for a multitude of purposes including organic growth, acquisitions, and one‐time owner dividends

HEALTHCARE TECHNOLOGY

CHILDS can act as a strategic consultant to help leadership teams develop their strategic road map in order to create and enhance shareholder value

We can undertake a detailed analysis of a company’s tangible and intangible valuation drivers as a separate undertaking or as a precursor to an M&A assignment

CHILDS Quarterly Update: Q3 2016