Global M&A is one of the world’s leading independent M&A advisory firms. Specialized in the middle market, we provide support and opportunities locally and internationally for clients buying or selling companies as well as financings, corporate restructurings and other corporate finance transactions. In the last 10 years, we have closed more than 1,500 transactions with an aggregate deal value of more than €30 billion. The Global M&A team has accumulated extensive experience in cross border deals. The main success factors are: local expert knowledge of international markets, discrete and efficient execution and longstanding track record. The Business Services team understands the challenges of service delivery, typical client demands and the market dynamics in the sector, and has a clear appreciation of how these factors can drive value and the interest of purchasers and investors in your business. The team is well positioned to advise you on the best ways of creating or unlocking maximum value, and on the best industrial and cultural fit. Areas of Expertise: • Consultancy Services • Business Process Outsourcing • Catering • Facilities Management • Mechanical & Electrical Maintenance • Security • Recruitment, Contract Staffing & Other HR Services • Waste Management & Recycling Please visit the Business Services sector area of the Global M&A website at www.globalma.com for more information. THE GLOBAL BUSINESS SERVICES INDUSTRY Introducing Global M&A Global Sector Expertise Global M&A has created a growing number of specialised sector teams. These groups meet regularly and exchange intelligence and deal ideas constantly. Most importantly, they co-operate to create seamless cross-border teams on joint projects. This well established system enables us to deliver a unique level of advice and support to our clients. Some of this system’s advantages include: Multinational teams for seamless cross-border co-operation on specific M&A projects. Centralised industry-relevant knowledge on: Public and privileged information on company valuations Buyers‘ and sellers‘ strategies. Access to decision makers at groups and investment houses around the world. The Global M&A Business Services Team Our Sector Teams Business Services 14% Construction & Real Estate 10% Consumer Products 10% Financial Services & Insurance 8% Healthcare & Pharmaceuticals 6% Industrials 13% Leisure & Retai l6% Marketing & Media 5% Packaging 6% Technology/IT 10% Other 13% % of GMA Deals Done May 2011
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Global M&A is one of the world’s leading independent M&A advisory firms. Specialized in the middle market, we provide support and opportunities locally and internationally for clients buying or selling companies as well as financings, corporate restructurings and other corporate finance transactions.
In the last 10 years, we have closed more than 1,500 transactions with an aggregate deal value of more than €30 billion. The Global M&A team has accumulated extensive experience in cross border deals. The main success factors are: local expert knowledge of international markets, discrete and efficient execution and longstanding track record.
The Business Services team understands the challenges of service delivery, typical client demands and the market dynamics in the sector, and has a clear appreciation of how these factors can drive value and the interest of purchasers and investors inyour business. The team is well positioned to advise you on the best ways of creating or unlocking maximum value, and on the best industrial and cultural fit.
Areas of Expertise:• Consultancy Services• Business Process Outsourcing• Catering• Facilities Management• Mechanical & Electrical Maintenance• Security• Recruitment, Contract Staffing & Other HR Services• Waste Management & Recycling
Please visit the Business Services sector area of the Global M&A website atwww.globalma.com for more information.
THE GLOBAL BUSINESS SERVICES INDUSTRY
Introducing Global M&A
Global Sector Expertise
Global M&A has created a growing number of specialised sector teams. These groups meet regularly and exchange intelligence and deal ideas constantly.
Most importantly, they co-operate to create seamless cross-border teams on joint projects.
This well established system enables us to deliver a unique level of advice and support to our clients.
Some of this system’s advantages include:
Multinational teams for seamless cross-border co-operation on specific M&A projects. Centralised industry-relevant knowledge on:
Public and privileged information on company valuationsBuyers‘ and sellers‘ strategies.
Access to decision makers at groups and investment houses around the world.
The Global M&A Business Services Team
Our Sector Teams
Business Services 14%
Construction & Real Estate 10%
Consumer Products 10%
Financial Services & Insurance 8%
Healthcare & Pharmaceuticals 6%
Industrials 13%
Leisure & Retai l6%
Marketing & Media 5%
Packaging 6%
Technology/IT 10%
Other 13%
% of GMA
Deals Done
May 2011
Table of Contents
Section I: Executive Summary
Section II: BPO Companies
Section III: Facilities Management Companies
Section IV: Security Services Companies
Section V: Contract Catering Companies
Section VI: Human Resources Services Companies
Section VII: Waste Management Services Companies
Section VIII: Consulting Services Companies (Excludi ng IT)
APPENDIX: Special Insert Environmental services in t he US
Global M&A deal highlight
Applus+ acquisition of Velosi LimitedTCI BPO acquisition of RH Build Up from EdenredConsitution of new Nordic ground handling services group Aviator
Sampling of Business Services Deals
The Global M&A Business Services Team
Nicolas AmbrosioniFinancial Analyst
Veronique Zeid-MaurelPartner
Global M&A Business Services team leader
Section I: Executive SummaryOverview
In this report, the Global M&A Knowledge Centre together with the Global M&A Business Services Industry team reviews valuations and recent valuation trends for various sub-sectors of the global business services industry. The seven sub-sectors that we have analyzed for this report include: business process outsourcing (BPO), facilities management, security services, waste management, human resources services, consulting and contract catering companies. For the purpose of this paper we have either excluded smaller or larger sub-segments of the industry, where the data samples are either not as statistically significant or are too numerous to manageably analyze. Our analysis uses the seven aforementioned sub-segments merely as a means to categorize the industry in an easily understandable manner. In the report, we examine valuation statistics derived fromthe most common valuation techniques used in the Investment Banking and Private Equity industries, namely comparable public company analysis and comparable transactions analysis. In our comparable company analysis we study the valuation of the industry and its sub-sectors based on operating and financial measurements (e.g., EV/EBITDA or EV/EBIT) of groups of public companies that have similar characteristics (for example, a peer or sub-sector group). Our comparable transaction valuation analysis derives an approximation of value from prices at which entire companies (or significant interests in companies) have been sold by comparing the valuation parameters of the M&A transactions.
The results of our analyses are the following:
• BPO Companies : At the end of May 2011, the median EV/EBIT and EV/EBITDA for comparable public BPO companies are 13.9x and 8.3x, respectively. The median EV/EBITDA of comparable M&A transactions is 9.5x.
• Facilities Management Companies : At the end of May 2011, the median EV/EBIT and EV/EBITDA are 12.2x and 7.7x for comparable public facilities management companies, and are 15.5x and 11.1x for comparable public real estate services companies. The median EV/EBITDA of comparable M&A transactions is 11.9x.
• Security Services Companies : At the end of May 2011, the median EV/EBIT and EV/EBITDA for comparable public security services companies are 10.5x and 5.4x, respectively The median EV/EBITDA of comparable M&A transactions is 11.9x.
• Contract Catering Companies : At the end of May 2011, the median EV/EBIT and EV/EBITDA for comparable public contract catering companies are 11.7x and 8.1x, respectively. The median EV/EBITDA of comparable M&A transactions is 7.0x.
• Human Resources Services Companies : At the end of May 2011, the median EV/EBIT and EV/EBITDA for comparable public human resources services companies are 14.0x and 10.4x, respectively. The median EV/EBITDA of comparable M&A transactions is 9.8x.
• Waste Management Companies : At the end of May 2011, the median EV/EBIT and EV/EBITDA are 15.1x and 7.9x for comparable public waste management companies, and are 9.9x and 7.2x for comparable public recycling companies. The median EV/EBITDA of comparable M&A transactions is 7.9x.
• Consulting Services Companies – excluding IT : At the end of May 2011, the median EV/EBIT and EV/EBITDA for comparable public consulting services companies are 11.3x and 7.8x, respectively. The median EV/EBITDA of comparable M&A transactions is 7.6x.
Section II: BPO CompaniesComparable Public Company Valuations
The Knowledge Centre’s BPO comparable public company analysis involves 14 publicly traded BPO companies (IT and IT-enabled BPO not included) providing several different outsourcedservice offerings (Exhibits 1 and 2).
The median EBIT and EBITDA margins are 4.8% and 10.3%, respectively. The median EV/EBIT and EV/EBITDA are 13.9x and 8.3 x, respectively.
Exhibit 1
BPO Comparable Company Profit Trends(€ in millions)
Source: Infinancials (20/05/2011)
Comparable Public Company Valuations (Con’t)
Exhibit 2
BPO Public Company Valuation Trends(€ in millions)
Source: Infinancials (20/05/2011)
Company Name Country Last YearSales
(Last)
EBITDA
(Last)
EBIT
(Last)
Market
cap.
(Current)
Enterprise
Value
(Current)
2010 2009 2008 2007 2006 2010 2009 2008 2007 2006
Alten SA FRA 31/12/10 917 105 99 877 837 11,4% 8,6% 13,0% 13,2% 14,9% 10,8% 6,7% 11,7% 11,7% 14,2%
Jan-11 Dedic S.A. Brazil based provider of call center services Contax Participacoes S.A. Brazil 147
Jan-11 BCW Group Plc UK based company engaged in credit management and
outsourcing services
Gothia Financial Group AS Norway 32
Feb-11 SurePayroll, Inc. US based provider of Software-as-a-Service (SaaS)
online payroll processing services for small businesses
Paychex, Inc. USA 87
Enterprise Value /
Section II: BPO Companies
Comparable M&A Transactions
Exhibit 3
BPO Comparable M&A Transactions (Con’t)(€ in millions except where mentioned in $)
Deal value
Date Target Company Target Description Bidder Company Country Revenue (m€) Sales EBIT EBITDA
Enterprise Value /
Jan-11 Tuition Management Systems, Inc. US based providers of outsourced tuition planning,
billing, counseling, payment and related technology
services
The First Marblehead
Corporation
USA 35
Dec-10 Booking Services International
Limited
UK based hotel and conference reservations and
management firm
The Capita Group Plc UK 15 50 3,3x 10,6x
Dec-10 SunGard Public Sector Holdings
Ltd
US based software and BPO company
The Capita Group Plc UK 124 101 0,8x 7,7x
Dec-10 Threshold Financial Technologies
Inc.
Canada based provider of payments solutions in
managed ATM and transaction processing services for
financial institutions and retailers in Canada
The Brink's Company USA 37 31 0,8x
Dec-10 TechTeam Global Inc US based provider of IT and business process
outsourcing support services, including help desk/call
center services, technical staffing, professional
services/systems integration, and training programs
Stefanini IT Solutions Brazil 147 67 0,5x 12,5x 6,8x
Nov-10 Bowne & Co Inc US based provider of communications services includes
document preparation, printing and distribution service
R R Donnelley & Sons
Company
USA 470 350 0,7x 23,4x
Nov-10 Credit Solutions Limited UK based company providing credit management and
debt collection services
arvato AG Germany 12
Nov-10 Pangea3 LLC US based company engaged in providing legal process
outsourcing services
Thomson Reuters
Corporation
Canada USA 26
Nov-10 Ariba Inc. (Sourcing services and
BPO assets)
US based Sourcing services and BPO division of Ariba
Inc.
Accenture Plc Bermuda
Ireland USA
28
Oct-10 Intelenet Global Services Private
Ltd. (12.75% Stake)
India based business process outsourcing service
provider
Barclays Bank Plc UK 87
Oct-10 Hewitt Associates Inc US based provider of HR outsourcing and consulting
services
Aon Corporation USA 2 113 3805 1,8x 12,7x 9,2x
Sep-10 FirstAssist Services Holdings
Limited
UK based company engaged in providing risk managed
solutions, employee assistance services and
occupational health services
The Capita Group Plc UK 20 14 0,7x 30,6x
Sep-10 Anacomp, Inc. (docHarbor Online
and Document Management
division)
US based Anacomp, Inc.'s docHarbor Online and
Document Management division
DocuLynx, Inc. USA 21
Sep-10 Kale Consultants Ltd. (58.6%
Stake)
Indian provider of technology and business solutions Accelya Spain 21 22 1,9x 7,1x 2,9x
Sep-10 Pipal Research Corporation US based provider of financial and business research,
corporate intelligence, and quantitative analytics services
CRISIL Limited India 6 10 1,6x
Sep-10 Unisys Insurance Services Limited UK based provider of business process outsourcing
services for the life and pensions industry
Diligenta Limited UK 25
Aug-10 Tela Sourcing Inc US bassed provider of business process outsourcing
(BPO) services to the health care industry
TriZetto Group Inc USA 23
Aug-10 becogent Limited UK based customer interaction centres and providers of
outsourced services.
Teleperformance SA France 42
Aug-10 NewRiver, Inc. US based provider of electronic compliance and
intelligent document fulfillment solutions
Broadridge Financial
Solutions Inc
USA 60
Aug-10 Zenith Provecta (60% Stake) UK based provider of bespoke fleet management
services, concentrating on the provision of innovative
management solutions, and vehicle outsourcing
businesses
Morgan Stanley Private
Equity
USA 118 103 1,5x 28,0x
Section II: BPO Companies
Comparable M&A Transactions
Exhibit 3
BPO Comparable M&A Transactions (Con’t)(€ in millions except where mentioned in $)
Deal value
Date Target Company Target Description Bidder Company Country Revenue (m€) Sales EBIT EBITDA
Enterprise Value /
Aug-10 ExcellerateHRO LLP US based global benefits administration and relocation
services provider
Xerox Corporation USA 101
Jul-10 Documetric Limited UK based outsourcing company Parseq plc UK 11 24 2,1x 7,8x 6,9x
Jun-10 AT&T Japan (domestic network
outsourcing services business)
Japan based domestic network outsourcing services
business of AT&T Japan LLC
Internet Initiative Japan Inc Japan 82
Jun-10 Premier Medical Group Limited UK based company providing medical reporting and
screening services across UK
The Capita Group Plc UK 71
Jun-10 Telegate AG (Livorno and Turin
Call Centers)
Italy based call centers owned by Telegate AG Contacta SpA Italy 25
May-10 Dataforce Interact Lmited UK based outsourcing service provider of integrated data-
driven CRM solutions of Twenty PLC
HOV Global Services
Holdings Limited
UK 12
May-10 Adventity Global Services US based full service KPO/BPO firm for the Banking &
Financial Services and the Airlines & Travel industry
Sutherland Global Services USA 39 44 1,1x
Apr-10 Ryla Inc US based provider of value-added customer contact
services
Alorica Inc USA 76 53 0,7x
Apr-10 WuXi PharmaTech China based pharmaceutical and biotechnology research
and development outsourcing company
Charles River Laboratories
Inc
USA 188 1112 5,9x 30,7x 21,0x
Apr-10 Fortify Infrastructure Services Inc US based remote IT operations management company MphasiS BFL Ltd India 15 12 0,8x
Mar-10 Convergys Corporation (human
resources management business)
US based human resources management business of
Convergys Corporation
NorthgateArinso Nederland
BV
Netherlands 74
Mar-10 SEB Card Service GmbH formerly
owned by Skandinaviska Enskilda
Banken AB
Germany based provider of call center and online
banking services and additionally it also provides phone
banking, and internet hotline, call centre, and e-mail
processing services
Walter services GmbH Germany
Feb-10 Integreon Inc (30.00% stake) US based company engaged in business, legal and
knowledge process outsourcing services with businesses
in China India Philippines South Africa and the UK
Actis Capital LLP UK 36
Feb-10 Affiliated Computer Services Inc US based provider of business process outsourcing
(BPO) and information technology outsourcing (ITO)
solutions to commercial and government clients
Xerox Corporation USA 4 613 5029 1,1x 10,4x 6,4x
Feb-10 ICT Group, Inc US based outsourcing company Sykes Enterprises
Incorporated
USA 306 139 0,5x
Jan-10 CPA Global Limited Channel Islands based legal outsourcing company
providing legal support and intellectual property
management services to corporations and law firms
Intermediate Capital Group
(ICG)
UK 173 508 2,9x 9,8x
Jan-10 Xafinity Group Limited UK based company that provides specialist outsourcing
and consultancy services regarding pensions, employee
benefits, and payments expertise
Advent International
Corporation
USA 144 317 2,2x 46,2x 13,7x
Jan-10 Intelenet UK Services Ltd UK based company which handles the ticketing and
other functions of FirstGroup's UK rail operations
Intelenet Global Services
Limited
India 49
Average 1,6x 19,8x 12,6x
Median 1,2x 11,5x 9,5x
Source: MergerMarket
Section III: Facilities Management CompaniesComparable Public Company Valuations
The Knowledge Centre’s facilities management comparable public company analysis involves 27 publicly traded Facilities Management and Real Estate Services companies (Exhibits 4 and 5).
The median EBIT and EBITDA margins for Facilities Management industry are 3.8% and 6.1%, respectively. The median EV/EBIT and EV/EBITDA for Facilities Management industry are 12.2x and 7.7x, respectively.
The median EBIT and EBITDA margins for the Real Estate Services industry are 8.7% and 11.1%, respectively. The median EV/EBIT and EV/EBITDA for the Waste Management industry are 15.5x and 11.1x, respectively
Exhibit 4
Facilities Management & Real Estate Services Comparable Company Profit Trends(€ in millions)
The median EV/EBIT and EV/EBITDA for the comparable Facilities Management M&A transactions are 13.3x and 11.9x, respectively.
Exhibit 6
Facilities Management Comparable M&A Transactions(€ in millions except where mentioned in $)
Deal value
Date Target Company Target Description Bidder Company Country Revenue (m€) Sales EBIT EBITDA
May-11 Megaw & Hogg National Valuers
Pty Ltd
Australia based company providing business and residential
property valuations for the mortgage industry
CB Richard Ellis Pty Ltd. Australia New
Zealand
14
Apr-11 Fabcor TargetCo, Ltd. Canada based facility construction company, serving the oil
and gas industry
MasTec, Inc. USA 20 7,9x
Apr-11 TruGreen LandCare L.L.C. US based company providing landscape and lawn
maintenance services
Aurora Resurgence Management
Partners LLC
USA 178 26 0,2x
Apr-11 Power Efficiency Limited UK based energy management consultancy Balfour Beatty WorkPlace Ltd UK 21
Apr-11 Clece, S.A.(Formerly owned by
ACS Spain)
Spain based company engaged in provision of cleaning
services, partial strategic services, energy services, logistics
services, maintenance services, social and airport services
Permira; Mercapital, S.L. Spain 608
Mar-11 Self Leveling Machines Pty Ltd;
Self Leveling Machines Inc
Australia based company engaged in providing on site
machining services ; US based company engaged in providing
onsite machining services
Furmanite Worldwide Inc. USA 5 7 1,3x
Feb-11 Facilities Services Group Limited
(formerly known as Circle Britannia
Limited)
UK based market provider of hard facilities management
services to large, multi-site operators, predominately in the
retail and leisure sectors
NBGI Private Equity Limited UK 33 5 0,1x 18,8x
Feb-11 Santia Ltd (Services Division) UK based services division of Santia Ltd which includes
Fumigation & Pest Control; Water Treatment & Hygiene; Fire
Safety & Prevention
Rentokil Initial Plc UK 10
Feb-11 Container and Pooling Solutions
Inc.
US based company engaged in providing container
management services and also engaged inrenting and pooling
of liquid and dry material containers for automotive, food,
beverage, pharmaceutical, cosmetic, and chemical
applications
Brambles Limited Australia 12
Jan-11 OAO RSU N 3 Russia based provider of elevator installation and
maintenance services
OOO Otis Lift Russia 4
Dec-10 ISS A/S (Denmark, Sweden and
Norway washroom activities
business)
Denmark, Sweden and Norway based washroom activities
business of ISS A/S
Berendsen plc UK 40
Dec-10 The Linc Group LLC US based company providing facilities management and
building systems services
ABM Industries Inc USA 441 228 0,5x
Dec-10 Wonbang tech Co., Ltd. (50%
Stake)
South Korea based company that provides cleaning
equipment and services
KT Capital USA 20
Nov-10 ENS France France based company that provides maintenance and
replacement of residential boilers
ENS Group France 18 22 1,2x
Oct-10 IDA Service AS Denmark based providers of service solutions for facility
management, cleaning and canteen
Compass Group Plc UK 20
Oct-10 Jackson Lloyd Ltd UK based company engaged in building
maintenance and providing services
Mears Group Plc UK 6
Sep-10 POWER SUPPORT Spanish company engaged in the operation and maintenance
of industrial facilities and power generation plants
Fenice Spa Italy 14
Sep-10 Skelleftea Energi Underhall
formerly owned by Vattenfall
Sweden based company engaged in providing maintenance
services to wind, water and heat industry
Skelleftea kraft AB Sweden
Sep-10 DTE Rail Services, Inc. US based provider of railcar maintenance, fleet management,
railroad operations and technology services
FreightCar America, Inc. USA 20 18 0,9x
Enterprise Value /
Section III: Facilities Management Companies
Comparable M&A Transactions
Exhibit 6
Facilities Management Comparable M&A Transactions (Con’t)(€ in millions except where mentioned in $)
Aug-10 Antimite Termite and Pest Control US based pest control company The Terminix International Company
L.P.
USA 23
Aug-10 Swisher International, Inc US based provider of hygiene products and services CoolBrands International Inc Canada 77
Jul-10 Rimex GmbH (70% Stake) Germany based facility management company engaged in
cleaning and maintenance of green spaces and outdoor
facilities
STRABAG Property and Facility
Services GmbH
Germany 27
Jul-10 Mid Western Lifts Services Ltd. Ireland based company engaged in installation, repair,
refurbishment and maintenance of lifts and escalators
Grupo Orona Spain 25 20 0,8x
Jul-10 Faceo FM SA France based integrated solutions provider for service sector
maintenance, with activities in engineering, systems
integration and multi-service and multi-technical maintenance
Vinci SA France 450
Jun-10 Caverion GmbH Germany based company that offers services in facility
engineering and facility systems. It provides consulting and
planning, construction and operation of complex air-
conditioning and ventilation systems, heating and refrigeration
YIT Corporation Finland 440 73 0,2x
Jun-10 Diversco Inc US based company providing cleaning and maintenance
specialized contract services and security services
ABM Janitorial Services USA 58
Jun-10 Powerminster Gleeson Services
Ltd
UK based company engaged in providing commercial and
residential property maintenance services
Morgan Sindall Group plc UK 8
Jun-10 SAS Ground Services UK Ltd UK based dvision of SAS Ground Services, the service
supplier of airline ground handling inNordic countries
BBA Aviation Plc UK 25
Jun-10 Clockwork Home Services Inc US based company having franchises for the home services
contractor market
Direct Energy LP USA 153
Jun-10 Audeca SL Spain based infrastructure, road maintenance and
environmental services company
Elecnor SA Spain 39 23 0,6x
Jun-10 Knightsbridge Guarding Limited;
Perception UK LLP
UK based provider of security and receptionist services for the
corporate sector
Rentokil Initial Plc UK 8
Jun-10 Castle Support Services Plc UK based investment holding company with interests in
electro-mechanical inspection, maintenance and repair
services
Sulzer (UK) Holdings Ltd UK 146 157 1,1x 7,8x 6,9x
Jun-10 DFM Providers Limited; Dalkia
Energy & Facilities Ltd
Ireland based provider of facilities management services;
Ireland based provider of facilities management services
Mitie Group Plc UK 29 13 0,4x
Jun-10 Southeast Service Corporation US based provider of facilities management services Crothall Services Group Inc Canada,USA 107 54 0,5x
May-10 Utilicom Group Limited UK based provider of services in building maintenance and
energy management and conservation
GDF Suez SA France 36
Apr-10 National Grid Energy Services
(service contract business)
US based provider of heating, cooling, and water heater repair
services
Homeserve Plc UK 22
Mar-10 D&S (Engineering Facilities)
Limited
UK based provider of facilities management services to blue-
chip UK client list
T. Clarke Plc UK 18 8 0,5x 21,5x 16,8x
Mar-10 Euro Environmental Group Limited UK based provider of drain and sewer cleaning, inspection
and repair services
Sovereign Capital Partners LLP UK 22
Feb-10 Hurley Corporation Canada based provider of cleaning and facility management
services
Compass Group Canada Ltd Canada 34
Average 0,6x 14,0x 11,9x
Median 0,5x 13,3x 11,9x
Deal value
Date Target Company Target Description Bidder Company Country Revenue (m€) Sales EBIT EBITDA
Enterprise Value /
Source: MergerMarket
Section IV: Security Services CompaniesComparable Public Company Valuations
The Knowledge Centre’s security services comparable public company analysis involves 17 publicly traded security services companies (Exhibits 7 and 8).
The median EBIT and EBITDA margins are 5.7% and 8.9%, respectively. The median EV/EBIT and EV/EBITDA are 10.0x and 5.4x, respectively.
Exhibit 7
Security Services Comparable Company Profit Trends(€ in millions)
Exhibit 8
Security Services Company Valuation Trends(€ in millions)
and residential customers in the Colombo city area.
Securitas AB Sweden 2 3,8 2,5x
May-10 Brink's Home Security Holdings Inc US based manufacturer of security alarms Tyco International Ltd Switzerland 417 1277 3,1x 17,1x 9,0x
Apr-10 Protection One Inc US company providing security alarm monitoring
services to residential and commercial subscribers
GTCR Golder Rauner LLC USA 256 617 2,4x 22,0x 9,8x
Apr-10 DynCorp International Inc. US based provider of support to military and civilian
government institutions, including aviation support,
infrastructure development, security, and logistics
Cerberus Capital Management
LP
USA 2 970 1238 0,4x 6,3x
Apr-10 Dan Kontrol Dan Kontrol, with 25 employees, is the largest
independent monitoring company in Denmark.
Securitas AB Sweden 2,6
Mar-10 Civil Biztonsagi Szolgalat Zrt Hungary based security services company Prostasia Zrt Hungary 30
Mar-10 SDB Cisco (India) Ltd (60.00% stake) India based security services company ISS A/S Denmark 31 24 1,3x
Mar-10 Zicom Electronic Security Systems Ltd
(electronic security systems integration
business)
India based electronic security systems integration
business
Schneider Electric India Pvt
Ltd
India 30 36 1,2x
Mar-10 GE Security Inc US based supplier of security and life safety
technologies
United Technologies
Corporation
USA 1 486 1502 1,0x
Mar-10 Secredo Seccredo is a leading Swedish consulting firm in the
field of highly qualified risk, crises and security
investigations and services
Securitas AB Sweden 3 1,2 0,5x
Mar-10 Claw Protection Services, South Africa The South African company is specialized in guarding,
mainly in the areas of Johannesburg and Pretoria
Securitas AB Sweden 4 1,2 0,3x
Feb-10 GSG Gesellschaft fuer Sicherheit und
Gebaeudemanagement mbH
Germany based cleaning and security services
providers to corporate customers
ALBE Dienstleistungs GmbH Germany
Jan-10 A&S Professional Security Services Inc US based provider of security services Andrews International USA
Jan-10 Adesta LLC and Adesta LP (formerly
McCarthy Group)
Adesta is US-based and provides systems integration
and project management services for integrated security
systems and communication systems. The business has
three areas of focus related to secure solutions for
critical infrastructure – seaports, other critical
G4S Plc UK 75 54 0,7x
Average 1,0x 16,7x 26,3x
Median 0,9x 17,1x 9,6x
Deal value
Date Target Company Target Description Bidder Company Country Revenue (m€) Sales EBIT EBITDA
Enterprise Value /
Section V: Contract Catering Companies
Comparable Public Company Valuations
The Knowledge Centre’s contract catering comparable public company analysis involves 5 publicly traded contract catering companies (Exhibits 10 and 11).
The median EBIT and EBITDA margins are 6.0% and 8.6%, respectively. The median EV/EBIT and EV/EBITDA are 11.7x and 8.1x, respectively.
Exhibit 10
Contract Catering Comparable Company Profit Trends(€ in millions)
Exhibit 11
Contract Catering Public Company Valuation Trends(€ in millions)
The median EV/EBIT and EV/EBITDA for the comparable contract catering M&A transactions are 11.7x and 7.0x, respectively.
Exhibit 12
Contract Catering Comparable M&A Transactions(€ in millions except where mentioned in $)
Deal value
Date Target Company Target Description Bidder Company Country Revenue (m€) Sales EBIT EBITDA
Apr-11 Comissaria Aerea Brasilia Ltda.;
Comissaria Aerea Brasil Ltda
Brazil based catering company providing meals to
airlines at the Brasilia and Goiania airports ; Brazil
based catering company providing meals to airlines
at the Brasilia and Goiania airports
Grupo RA Catering Brazil 16
Jan-11 RistoChef S.p.A. Italy based company engaged in providing
restaurant and airline catering services
Edenred Italia Srl (Edenred France
subsidiary)
Italy France 12
Jan-11 Menke Menue Germany based company engaged in food service
business operating in education and healthcare
sectors
Compass Group Deutschland
GmbH (Subsidiary of Compass UK)
Germany UK 5
Nov-10 Life's A Party Group Ltd Australia based company engaged in food
catering service, educational service and organising
events
Compass Group (Australia) Pty Ltd
(Subsidiary of Compass UK)
Australia UK 17
Nov-10 Alpha-Airfayre Limited (49%
Stake)
UK based company providing food catering services Alpha Flight UK Limited UK 8 4 1,1x
Nov-10 SkyGourmet Catering Private
Limited (74% Stake)
India based airline catering services provider gategroup Holding AG Switzerland 57
Oct-10 Alpha Flight UK Limited UK based provider of food catering services to the
airline industry
Dnata United Arab
Emirates
188 183 1,0x 72,2x
Apr-10 Gruppo Copra Italy based provider of catering services to
businesses, schools, healthcare, self-service
restaurants, buffets and banquets
Elior SCA France 13
Dec-09 Mediterranea de Catering SL Spain based catering company Alia Private Equity SCR SA
Inversiones Ibersuizas SA
Spain 74 70 0,9x 11,7x 9,5x
Apr-09 Radhakrishna Hospitality Services
Pvt Ltd
India based food service & hospitality solutions,
integrated facilities management and vending
solutions
Sodexo SA France 70 99 1,4x
Oct-09 Vanyera3 SL Spanish catering company Union Castellana de Alimentacion
SA
Spain 5
Dec-08 G2M (50.00% stake) Turkish catering company Actera Group Turkey 96 24 0,5x
Oct-08 Horkram Schulz Food Service AS Denmark based catering company Citti Handelsges mbH & Co. KG Germany 80
Oct-08 ITP services, s.r.o. Czech Republic based company engaged in
managing food and beverage activities at Prague
Airport
Airest Slovakia Gastronomy and
Retail sro Airest Terminal &
Catering Business Holding GmbH
Slovakia Austria 8
Oct-08 Arjan van Dijk Groep (75.00%
stake)
Netherland based event management services
provider.
Jaarbeurs Catering Services Netherlands 30
Sep-08 Centerplate, Inc. US based provider of food and related services,
including concessions, catering and merchandise
services in sports facilities, convention centers and
other entertainment facilities
Kohlberg & Company LLC USA 503 150 0,3x 9,5x 4,1x
Enterprise Value /
Section V: Contract Catering Companies
Comparable M&A Transactions
Exhibit 12
Contract Catering Comparable M&A Transactions (Con’t)(€ in millions except where mentioned in $)
Sep-08 Fast Food Servis Czech Republic based provider of operator activities
in Food & Beverage at the airport in Prague Czech
Republic
Airest Terminal & Catering
Business Holding GmbH
Austria 6 15 2,6x 19,6x
Aug-08 CAFE Group Capitol Vending US based food service provider; US based local
vending operation servicing central Indiana
Treat America Food Services Inc USA
Aug-08 7 Yedi Endustriyel Yemek Turkey based catering company Yemekci Turkey
Jul-08 Qua.ser s.r.l.; Zilch Ristorazione
s.r.l.
Italy based company engaged in catering services.;
Italy based provider of canteen and refectory
outsourcing services.
Gruppo Gemeaz Cusin Srl Italy
Jul-08 CLS Catering Services Limited
(30.00% stake)
Canada based provider of catering services in
airlines
LSG Lufthansa Service Europa
Afrika GmbH
Germany 4
Jul-08 Olympic Catering SA (55.70%
stake)
Greece based inflight catering company Alkmini Catering Greece 24
Jul-08 Lufthansa Airport Service-
Gesellschaft
Germany based catering company which has its
core competencies in food processing, logistics and
service profitably on the ground
SSP Deutschland GmbH Germany 27
Jun-08 Sardunya AS Turkey based catering group ISS Turkey Turkey
Jun-08 Cerfal Lecocq SA SDM France based companies providing food catering
and event organisation related services.
Holding SDPL Finorpa France
Jun-08 Grupo Servicoin S.A. de C.V Mexico based catering company ISS A/S Denmark
Jun-08 Yedi Turkey based company engaged in catering
business.
Bulutoglu Gida ve Lojistik
Hizmetleri AS
Turkey 13
Jun-08 SCK DUS GmbH& Co KG
Duesseldorf
Germany based joint venture, created by Air Berlin
and SCK Sky Catering Kitchen GmbH
Bordverpflegung & Co Service KG Ulm
Gate Gourmet Switzerland GmbH Switzerland
USA
May-08 Topic Caterers Australian based resources catering company ISS A/S Denmark 20
Apr-08 Polrest SA (formerly Gastropol
Group Sp. z.o.o.)
Poland based catering company and restaurant
operator.
ISS A/S Denmark 10
Apr-08 Aeromeal (majority stake) Russia based provider of airline catering services LSG Lufthansa Service Europa
Afrika GmbH
Germany
Mar-08 Cremonini s.p.a. Italian company operating in the food sector. The
business interests include distribution, production
and catering.
Luigi Cremonini Italy 2 482 138 0,4x 11,1x 7,0x
Mar-08 Catering Partnership Holdings
Limited
UK based food services operator Mitie Facilities Services Limited UK 18 9 0,5x
Mar-08 Accor (GR Brasil Servicos de
Alimentacao) (50.00% stake)
Brasil based provider of catering services Compass Group Plc UK 383 119 0,6x
Deal value
Date Target Company Target Description Bidder Company Country Revenue (m€) Sales EBIT EBITDA
Enterprise Value /
Section V: Contract Catering Companies
Comparable M&A Transactions
Exhibit 12
Contract Catering Comparable M&A Transactions (Con’t)(€ in millions except where mentioned in $)
Source: MergerMarket
Deal value
Date Target Company Target Description Bidder Company Country Revenue (m€) Sales EBIT EBITDA
Enterprise Value /
Feb-08 The Oggenfuss Catering by
Wilfinger services GmbH (Majority
Stake)
Switzerland based restaurant operator and catering
service provider
Kofler & Kompanie AG Germany
Jan-08 Redcoral Catering Limited
(Insomnia) (51.00% stake)
Ireland based coffee shops chain and catering
company
Penninn H F Iceland 16
Jan-08 Patman Services Indian provider of facilities management,
housekeeping, business dining, catering and other
services
Aramark Corporation USA
Average 0,9x 24,8x 6,8x
Median 0,8x 11,7x 7,0x
Section VI: Human Resources Services Companies
Comparable Public Company Valuations
The Knowledge Centre’s Human Resources comparable public company analysis involves 29publicly traded Human Resources Services companies (Exhibits 13 and 14).
The median EBIT and EBITDA margins are 2.5% and 3.4%, respectively. The median EV/EBIT and EV/EBITDA are 14.0x and 10.4x, respectively.
Exhibit 13
Human Resources Services Comparable Company Profit Trends(€ in millions)
The median EV/EBIT and EV/EBITDA for the comparable Human Resources Services M&A transactions are 11.4x and 9.8x, respectively.
Exhibit 15
Human Resources Services Comparable M&A Transactions(€ in millions except where mentioned in $)
Deal value
Date Target Company Target Description Bidder Company Country Revenue (€m) Sales EBIT EBITDA
Apr-11 ZeroChaos Inc US based provider of contingent workforce compliance and
management services
Snow Phipps Group, LLC USA 137
Apr-11 Tribal Helm Corporation Limited;
Tribal HCH Limited; SDP
Regeneration Services 2 Limited ;
UK based company engaged in providing business &
management consultancy services, human resource and
communications
Capita Business Services Ltd United
Kingdom
83 17 0,2x
Mar-11 Moody International Ltd UK based supplier of management system certification,
technical and inspection services, technical staffing, and
consulting & training
Intertek Group Plc (formerly
known as Intertek Testing
Services Plc)
United
Kingdom
356 523 1,5x 13,5x
Feb-11 Valesta NV Belgium based provider of specialized staffing in the area of
clinical research
On Assignment, Inc Belgium,United
Kingdom,Irelan
d
13
Feb-11 Sonans Privatgymnas AS Norway based company Providing Educational training Procuritas Capital Investors IV
LP
Sweden 22
Jan-11 Aston Carter Limited UK based staffing agency Allegis Group, Inc. USA 112 64 0,6x 11,0x 10,7x
Jan-11 Nederlandse Interim Groep Netherlands based recruitment firm DPA Group N.V. Netherlands 28
Jan-11 SHL Group Limited UK based recruitment and staffing services company,
providing assessment and development solutions to clients
and strategic people
SHLPreVisor Inc. USA 170
Dec-10 Xe Services LLC US based provider of military and defense training services USTC Holdings, LLC USA 151
Nov-10 Pulse Staffing Limited (Majority Stake) UK based provider of health and social care staffing services Blackstone Group L.P. USA 186 88 0,4x 6,8x 6,5x
Nov-10 Magna Infotech Pvt. Ltd. India based company that provides IT staffing services Ikya Human Capital Solutions
Private Limited
India 14 16 1,1x
Nov-10 COMFORCE Corporation US staffing, consulting, and outsourcing company that
provides clients with temporary employees for high-skills jobs
in the information technology, telecommunications, and health
care industries
ABRY Partners LLC USA 392 110 0,3x
Nov-10 Nigel Wright Consultancy Limited UK based recruitment and management consulting firm Baird Capital Partners Europe
Limited
United
Kingdom
8 17 2,2x 21,6x 19,5x
Oct-10 Ma Foi Management Consultants Ltd.
(Undisclosed Stake)
India based international HR service provider Randstad Holding NV Netherlands 6
27/08/2010 Insurance Overload Services, Inc. US based company that offers temporary and permanent
employment staffing services
Corporate Resource Services Inc USA 5
Sep-10 INPUT, Inc. US based provider of market intelligence, analysis, consulting,
and events and training services
Deltek, Inc. USA 19 44 2,3x
Sep-10 Wridgways Australia Limited Australia based company providing removal, packaging,
storage, and relocation solutions
Santa Fe Holdings Ltd Hong Kong 78 59 0,7x 9,9x 8,6x
Sep-10 Learn.com, Inc. US based provider of SaaS learning management solutions Taleo Corporation USA 99
Sep-10 Insurance Overload Services, Inc. US based company that offers temporary and permanent
employment staffing services
Corporate Resource Services Inc USA 5
Enterprise Value /
Section VI: Human Resources Services Companies
Comparable M&A Transactions
Exhibit 15
Human Resources Services Comparable M&A Transactions (Con’t)(€ in millions except where mentioned in $)
Aug-10 FujiStaff Holdings Inc (79.5% Stake) Japan based provider of personnel placement and planned
Aug-10 Rigzone.com, Inc. U.S. based online company specializing in career services for
professionals in the oil and gas industry, as well as in content,
data, and advertising related to the oil and gas industry
Dice Holdings, Inc. USA 7 43 6,5x 9,8x
Aug-10 Online Career Center Mexico Inc
(40% Stake)
Mexico based operator of online employment services SEEK Limited Australia 31
Jul-10 Medfinders Inc US based provider of nurse staffing services to hospitals and
other healthcare facilities
AMN Healthcare Services Inc USA 169
Jul-10 Integrity Interactive Corporation US based compliance and business ethics consultant and
training services provider
SAI Global Limited Australia 132
Jul-10 Sharpstream Life Sciences Limited UK based provider of search services for executive to middle
managers in the life sciences industry
On Assignment, Inc. USA 3 4 1,1x
Jul-10 Vaughan Systems (55% Stake) Spain based on-site and multimedia English language training
company
AC Capital Premier II Spain 20 14 1,3x
Jul-10 Optimark SA (56.46% Stake) Optimark is one of the leading French operators in the field of
commercial presentations, external sales forces, and training.
OC Financial Inc USA 20 9 0,8x 11,7x
Jul-10 Medical Staffing Network Inc US based healthcare staffing company and provider of per
diem nurse staffing services
MSN AcquisitionCo, LLC USA 237 67 0,3x 6,0x
Jun-10 Intelligence Ltd Japan based recruitment and consulting company Kohlberg Kravis Roberts & Co USA 452 288 0,6x 27,9x
Jun-10 Independent Clinical Services Limited UK based provider of temporary nursing staff on a short term,
last minute and emergency basis
Blackstone Group Holdings LLC USA 132
Jun-10 Wynnwith Group Ltd UK based technical engineering personnel and project design
solutions provider
Morson Wynnwith Limited United
Kingdom
79 9 0,1x
Jun-10 Ross Education LLC (58% Stake) US based provider of vocational school job training and related
services
JLL Partners USA 195
May-10 Melorio Plc UK based company providing vocational training,
apprenticeships and TtG Plus programs to the information and
communications technology industries
Pearson Plc UK 66 121 1,8x 7,9x 6,5x
May-10 WorldwideWorker.com Netherlands based company that provides energy jobs for
engineers and professionals in the energy sector
Dice Holdings Inc USA 7
Apr-10 The Cambridge Group Ltd US based provider of recruiting, consulting and staffing
services for physician, pharmaceutical and IT jobs
On Assignment Inc USA 8 4 0,5x
Apr-10 COMSYS IT Partners Inc US based company specialized IT staffing and project
implementation services, including Website development and
integration, application programming and development,
client/server development, systems software architecture and
design, systems engineering and systems integration
Manpower Inc USA 450 296 0,7x 29,8x 16,2x
Mar-10 Trustaff Inc US based national health care staffing company Medical Connections Holdings
Inc
USA 20
Feb-10 Brainhunter Inc (formerly TrekLogic
Technologies Inc)
Canada based recruiting and staffing firm. It manages post-
hire activities, including contract management, billing, internal
and external payment processing, payroll administration and
financial reporting
Zylog Systems Limited India 35 34 1,0x
Feb-10 OneClickHR Plc UK based company engaged in the design, production,
marketing, and sale of human resources software. The
company also provides consulting services, online HR
services, and HR outsourcing and training services
ADP Network Services Ltd UK 6 16 2,6x 52,0x 21,2x
Deal value
Date Target Company Target Description Bidder Company Country Revenue (€m) Sales EBIT EBITDA
Enterprise Value /
Section VI: Human Resources Services Companies
Comparable M&A Transactions
Exhibit 15
Human Resources Services Comparable M&A Transactions (Con’t)(€ in millions except where mentioned in $)
Feb-10 Hotjobs.com Inc US based online recruitment solutions and software company
of Yahoo! Inc
Monster Worldwide Inc USA 162
Feb-10 Tatum LLC US based recruiting and staffing company SFN Group (formerly Spherion
Corporation)
USA 84 33 0,4x
Jan-10 MPS Group Incorporated US provider of staffing and consulting services, as well as
solutions in the areas of information technology, finance,
accounting, law, engineering and healthcare.
Adecco SA Switzerland 1 591 772 0,5x 9,3x 7,9x
Jan-10 HighCare Detachering BV (Significant
Stake)
Netherland based staffing agency of medical professionals High Care Holding BV Netherlands 5
Jan-10 Towers Perrin Forster & Crosby Inc US based provider of human resource and administration
consulting services, reinsurance intermediary, and actuarial
and management consulting
Watson Wyatt Worldwide, Inc USA 1245
Jan-10 Fagro Consultancy BV MBO of Netherlands based interim and financial consultancy
firm of Altran Technologies SA
Fagro Consultancy BV (MBO
Vehicle)
Netherlands 19 12 0,6x 3,0x 3,0x
Average 1,1x 17,0x 10,8x
Median 0,7x 11,4x 9,8x
Deal value
Date Target Company Target Description Bidder Company Country Revenue (€m) Sales EBIT EBITDA
Enterprise Value /
Source: MergerMarket
Section VII: Waste Management Services CompaniesComparable Public Company Valuations
The Knowledge Centre’s Waste Management comparable public company analysis involves 35 publicly traded Waste Management & Recycling companies (Exhibits 16 and & 17).
The median EBIT and EBITDA margins for the Waste Management industry are 8.8% and 17.7%, respectively. The median EV/EBIT and EV/EBITDA for the Waste Management industry are 15.1x and 7.9x, respectively.
The median EBIT and EBITDA margins for the Recycling industry are 4.6% and 7.8%, respectively. The median EV/EBIT and EV/EBITDA for the Recycling industry are 9.9x and 7.2x, respectively.
Exhibit 16
Waste Management & Recycling Comparable Company Profit Trends(€ in millions)
The median EV/EBIT and EV/EBITDA for the comparable Waste Management M&A transactions are 13.7x and 7.9x, respectively.
Exhibit 18
Waste Management Comparable M&A Transactions (Con’t)(€ in millions except where mentioned in $)
Deal value
Date Target Company Target Description Bidder Company Bidder
Country
Revenue (€m) Sales EBIT EBITDA
May-11 Ideal Market Holdings (80% Stake) Recycling business of waste paper, scrap metal, consumable
waste in the PRC
China Environmental Energy
Investment Ltd.
Hong Kong 76
May-11 CMA Corporation Limited (71%
Stake)
Australia based scrap metal group with operations in the
sourcing, supply, processing and exporting of scrap metal
Kohlberg Kravis Roberts & Co. USA 240 126 0,5x 28,1x
Apr-11 METALLUM Holding S.A. Luxembourg based base metal refining and recycling company First Reserve Corporation USA 670
Apr-11 Vesta Medical LLC US based provider of pharmaceutical waste collection systems CareFusion Corporation USA 12
Apr-11 Hudson Valley Waste Holding, Inc. US based company engaged in collection, processing, and
recycling of nonhazardous solid waste materials and holding
company of County Waste & Recycling Service
Waste Connections, Inc. USA 210
Mar-11 Veidekke Gjenvinning AS Norway based industrial waste recycling company Altor Fund III Sweden 54 42 0,8x
Feb-11 Choice Environmental Services, Inc. US based company providing residential, commercial,
institutional, and industrial solid waste collection and disposal
services
Swisher Hygiene, Inc. Canada USA 33 68 2,1x 23,6x 12,1x
Feb-11 Martock Waste Paper Company
Limited
Uk based recycling company Viridor Waste Management Ltd. UK 9
Jan-11 Casella Waste Systems, Inc. (Non-
integrated recycling business)
US based non-integrated recycling business of Casella Waste
Systems Inc
CE Holdings (Private Equity Players
Group)
USA 96
Dec-10 Crown Excel Disposal LLC; Weber
Gas Energy LLC
US based hauler of non-hazardous and solid waste material
engaged in providing roll-off containers, compactors,
commercial front load, special waste disposal, landfill
operations and transfer stations; US based waste management
operations of Fred Weber Inc
IESI-BFC Ltd. Canada 121
Dec-10 3E Company, Inc US based provider of environmental, health and safety
compliance and information management services
Verisk Analytics, Inc USA 83
Dec-10 Przedsiebiorstwo Gospodarki Wodnej
i Rekultywacji S.A. (90.59% Stake)
Poland based water utility company that provides waste water
treatment and disposal services and also offers land
reclamation services
Jastrzebska Spolka Weglowa S.A. Poland 12
Dec-10 JK Environmental Services (UK)
Limited
UK based provider of environmental services, sewer cleansing
and tankering services
GB Gas Holdings Limited UK 8
Dec-10 Wonbang tech Co., Ltd. (50% Stake) South Korea based company that provides cleaning equipment
and services
KT Capital USA 20
Dec-10 WSN Environmental Solutions Australia based waste processing company SITA Environmental Solutions Australia 175
Nov-10 Griffin Industries, Inc. US based company engaged in the recycling of animal
byproducts and bakery by-product
Darling International Inc. USA 610
Nov-10 Pearsons Group Holdings Limited UK based company engaged in recycling and waste collection
services
Viridor Waste Management Ltd. UK 9 19 2,0x 17,2x 8,4x
Nov-10 Simply Drop Limited (50% Stake) UK based company engaged in recycling of electronic items Greenwire UK Ltd UK 12
Oct-10 JRS International, Inc. US based company engaged in building, cleaning and
maintenance services
The Service Companies, Inc. USA 8
Oct-10 LLC VMI Recycling Group Russia based company that owns and operate scrap collection
and processing facilities
Novolipetsk Steel OJSC Russia 21
Sep-10 Cooper Island Investments, L.L.C.
(51% Stake)
Turkey based company having interest in steel dust recycling
plant in Iskenderun
Befesa Medio Ambiente, SA Spain 7
Sep-10 Donarbon Limited UK based waste management company AmeyCespa Limited UK 22 58 2,6x 22,2x 16,3x
Sep-10 Healthcare Waste Solutions Inc US based provider of waste management services to the
healthcare industry
Stericycle Inc USA 180
Sep-10 Cooper Island Investments, L.L.C.
(51% Stake)
Turkey based company having interest in steel dust recycling
plant in Iskenderun
Befesa Medio Ambiente, SA Spain 7
Enterprise Value /
Section VII: Waste Management Services Companies
Comparable M&A Transactions
Exhibit 18
Waste Management Comparable M&A Transactions (Con’t)(€ in millions except where mentioned in $)
Sep-10 Resta AB Sweden based compnay engaged in collection, transportation,
sorting, and treatment of waste for municipalities and industrial
customers
RenoNorden AS Norway 10
Sep-10 Stablex Canada Inc. Canada based industrial waste treatment and disposal
company
US Ecology Inc USA 29 61 2,1x
Aug-10 Wincanton Plc (UK electronics
recycling assets)
UK based electronics recycling assets of Wincanton Sims Metal Management Limited Australia 21
Aug-10 Cork County Council (Waste
collection business)
Ireland based Waste collection business of Cork County
Council
Country Clean Recycling Ltd Ireland 10
Jul-10 Controlled Recovery Inc; U.S. Liquids
of Louisiana LP; Calpet / R&G Group
of Companies
US based companies engaged in the treatment, recovery and
disposal of oil and gas wastes, liquid waste management
services
R360 Environmental Solutions USA 193
Jul-10 Alchema Limited; Future Industrial
Services Ltd
UK based company engaged in supply and recycling of
chemical etchant solutions ; UK based provider of waste
management and specialised industrial waste management
services
One51 plc Ireland 18
Jul-10 Global Renewables Australia Pty Ltd
(51% Stake)
Australia based company providing waste management
solutions
SSP Resources Gloucester Holdings
B.V.
USA 32
Jul-10 Hoefler Consulting Group US based company that provides pollution prevention services SLR Holdings Limited UK 8 6 0,8x
Jun-10 Greenstar Environmental Limited UK based waste management company Biffa Limited UK 163 164 1,0x 17,8x
Jun-10 Reconomy Recycling Solutions
Limited
UK based materials recycling company Viridor Waste Management Ltd UK 29
Jun-10 Simpro Limited UK based waste management company TEG Group Plc UK 4 6 1,6x 9,5x 5,8x
May-10 SWEEEP Limited (50.00% stake) UK based company specialising in recycling electronics Kuusakoski Oy Finland 6 8 2,6x 13,1x 10,6x
May-10 Geo Vision Solucoes Ambientais e
Energia SA (50.00% stake)
Brazil based waste management firm operating in Sao Paulo
state
SUMA Group Portugal 45 22 1,0x
Apr-10 Veolia Environnement SA (5.00%
stake)
France based environmental services company, which is
involved in water holding, waste management, energy and
transport operations
Qatari Diar Real Estate Investment
Company
Qatar 34 551 647 0,8x 14,1x 7,5x
Apr-10 Umwelt-und Entsorgungstechnik AG
(certain operations)
Austria based recycling operations of Umwelt-und
Entsorgungstechnik AG
Asamer Holding AG Austria 15
Mar-10 Ecocentro Soluzioni Ambientali Srl;
Esposito Servizi Ecologici Srl
Italian waste management companies Actelios SpA Italy 13
Mar-10 Waterchem Limited UK based company providing water hygiene and water
treatment services to facilities management companies,
hospitals, universities and local authorities
Green Compliance UK 9 11 1,2x
Mar-10 Eco Services Korea Co Ltd South Korea based waste management company Corporation KG Ltd South Korea 30
Mar-10 Euro Environmental Group Limited UK based provider of drain and sewer cleaning, inspection and
repair services
Sovereign Capital Partners LLP UK 22
Mar-10 Hudson Valley Waste Holding Inc
(Majority Stake)
US based company engaged in collection, processing, and
recycling of nonhazardous solid waste materials
Clairvest Equity Partners III Limited ;
Clairvest Group Inc
Canada 26
Feb-10 Western Rubber Group Canada based company recycling scrap rubber tires in raw
materials
Laurel Mountain Partners LLC USA 14
Jan-10 AbitibiBowater Inc (Recycling
Division's material recycling facilities)
US based three material recycling facilities at Arlington,
Houston, and San Antonio
Waste Management Recycle
America
USA 8
Deal value
Date Target Company Target Description Bidder Company Bidder
Country
Revenue (€m) Sales EBIT EBITDA
Enterprise Value /
Section VII: Waste Management Services Companies
Comparable M&A Transactions
Exhibit 18
Waste Management Comparable M&A Transactions (Con’t)(€ in millions except where mentioned in $)
Deal value
Date Target Company Target Description Bidder Company Bidder
Country
Revenue (€m) Sales EBIT EBITDA
Enterprise Value /
Dec-09 Valdi France based company specialised
in the processing and recycling of non-ferrous metals
Eramet S.A. France 25 20 0,8x
Dec-09 Champion City Recovery Transfer
Station LLC; Sunny Farms Landfill
LLC
US based companies engaged in waste disposal and recycling
of non hazardous, solid wastes
WCA Waste Corporation USA 23
Dec-09 The International Metals Reclamation
Company Inc
US based recycler of metal bearing wastes Horsehead Holding Corp USA 41 23 0,6x 2,7x
Dec-09 General Environmental Management,
Inc. (DE)
US based full-service hazardous waste management and
environmental services firm.
PSC Environmental Services LLC USA 11
Dec-09 GreenSafe Demanufacturing Inc
(60.00% stake)
Canada based company engaged in dismantles old appliances,
such as fridges and stoves, and recycle the materials, including
plastic, aluminum, copper and steel
Bergamo Acquisition Corp USA 33
Nov-09 Waste Services Inc Canada based integrated solid waste services company
providing collection, transfer, landfill disposal and recycling
services for commercial, industrial and residential customers
IESI-BFC Ltd. (formerly BFI Canada
Ltd.)
Canada 339 487 1,4x 16,3x 7,8x
Oct-09 Veolia Environmental Services Ltd
(commercial waste and recycling
operations)
Ireland based commercial waste and recycling business of
Veolia Environmental Services Ltd
Greenstar Environmental Ltd UK 50
Oct-09 Kommunekemi a/s Denmark based waste treatment company EQT Infrastructure Fund Sweden 43 35 0,8x 7,9x 4,3x
Oct-09 Republic Services, Inc. (operations
and related assets located in Miami-
Dade)
US based solid waste collection, recycling and disposal
services business
Waste Services Inc Canada 22
Oct-09 DisposAll Waste Services, LLC
(Miami-Dade operations)
US based recycling and disposal services business Waste Services Inc Canada 11
Sep-09 Manutencoop Servizi Ambientali SpA Italy based company offering environmental services like waste
management and waste disposal
Aimeri Ambiente Srl Italy 108 48 0,4x 13,3x 4,2x
Sep-09 WastePro USA Inc (Undisclosed
Stake)
US based company providing solid waste collection, disposal
and recycling services
Roark Capital Group USA 69
Sep-09 Santa Clara Waste Water US based privately owned wastewater treatment business General Environmental Management
Inc
USA 5 6 1,2x
Sep-09 UKAEA Limited UK based company providing nuclear clean-up, waste
management and environmental restoration services. It offers
programme management, decommissioning, waste
Babcock International Group Plc UK 35 42 1,2x
Sep-09 EcoSecurities Group Plc Ireland based provider of emission reduction and consulting
services, incorporated in Ireland
JPMorgan Chase & Co USA 69 91 1,3x
Aug-09 City Waste Inc US based company engaged in providing waste management
services that includes waste transfer, landfills, disposal and
recycling services
Waste Management Inc USA 12
Aug-09 Miljotransport AS Norway based waste management company Franzefoss Bruk AS Norway 12
Aug-09 Transpacific Industries Group Ltd
(20.35% stake)
Australian company providing integrated industrial cleaning and
total waste management, with particular focus on the liquid,
solid and hazardous waste management markets
Warburg Pincus LLC USA 1 259 181 1,6x 14,3x 9,1x
Aug-09 Shanghai Environment Group Co Ltd
(40.00% stake)
Chinese waste management company Wheelabrator China Holdings Ltd Hong Kong 99
Jul-09 Intercontinental Recycling Limited UK based plastics recycling company Viridor Waste Management Ltd UK 9
Jul-09 Chonbuk Envitech (39.00% stake) South korea based wastewater treatment company Environmental Facilities
Management Corporation
South Korea 11 6 3,7x 31,6x 17,7x
Jul-09 Pyros Environmental Limited UK based hazardous waste processing company Tradebe Group Spain 19 12 0,6x
Jul-09 Serhat Atik AS (70.00% stake) Turkey based waste management company engaged in
hazardous waste disposal activities
Cimentas Izmir Cimento Fabrikasi
Turk AS
Turkey 11
Jul-09 Sanipac Inc US based solid waste services company providing waste
collection, transfer, disposal, inter modal logistics and recycling
services
Waste Connections Inc USA 31
Section VII: Waste Management Services Companies
Comparable M&A Transactions
Exhibit 18
Waste Management Comparable M&A Transactions (Con’t)(€ in millions except where mentioned in $)
Source: MergerMarket
Deal value
Date Target Company Target Description Bidder Company Bidder
Country
Revenue (€m) Sales EBIT EBITDA
Enterprise Value /
Jul-09 Veolia Environnement (Montenay
International)
US based waste to energy company Covanta Holding Corporation USA 322
Jun-09 Environmental Facilities Management
Corporation (40.00% stake)
South Korea based wastewater treatment company Standard Chartered Private Equity UK 97 23 0,6x 6,5x 6,3x
Jun-09 London Recycling Limited UK based waste management company Viridor Waste Management Ltd UK 10 14 1,4x 15,9x 11,6x
Jun-09 Alsa Sued GmbH; Aluminium
Salzschlacke Aufbereitungs GmbH
Germany based salt slag recycling company; Germany based
salt slag recycling company
Befesa Medio Ambiente, SA Spain 23
May-09 Avondale Environmental Services Ltd
(50.00% stake); Shanks Group Plc
(Kinneil Kerse soil treatment facility)
UK based landfill and waste disposal company that provides
waste management solutions; UK based soil treatment facility
Landmedia Limited UK 35
May-09 Landmedia Limited UK based landfill and waste disposal company that provides
waste management solutions
Tom Scott (Private Investor) UK 12
Mar-09 West Park Transport LLC US based company provides transportation, processing and
disposal (land application) of residuals generated by municipal
water and wastewater treatment plants
Terra Renewal LLC USA 8
Mar-09 Wasteman Group (Pty) Limited South Africa based provider of waste management services Marlow Capital South Africa 30
Mar-09 Earth Protection Services, Inc; WM
Universal Waste LampTracker 1, Inc
US based full service electronics recycler; US based recycler of
lamps, ballasts, batteries and computers
WM LampTracker Inc USA 4 9 2,0x
Mar-09 Tradebe Environmental Services
(33.00% stake)
US based provider of hazardous and non-hazardous waste
management services
Cofides SA Spain 59 7 0,4x
Mar-09 Vertal Limited (Undisclosed stake) UK based food waste recycling company Foresight Group UK 6
Mar-09 Auburndale Recycling Center Inc US based recycler of tires Ridge Recyclers Inc USA 4
Feb-09 CMA Corporation Limited (32.14%
stake)
Australia based scrap metal group with operations in the
sourcing, supply, processing and exporting of scrap metal
Scholz Invest GmbH Germany 303 25 0,5x 12,0x 7,9x
Feb-09 Promotora Ambiental del Sureste SA
DE CV (75.00% stake)
Mexico based company that provides waste management and
recycling services
Double V Holding SA de CV Mexico 8
Feb-09 CMA Corporation Limited (32.14%
stake)
Australia based scrap metal group with operations in the
sourcing, supply, processing and exporting of scrap metal
Scholz Invest GmbH Germany 303 25 0,5x 12,0x 7,9x
Feb-09 Lawrence Recycling and Waste
Management (50.00% stake)
UK based provider of waste disposal and recycling services Maven Capital Partners UK LLP;
Orbis Partners LLP
UK 11
Feb-09 Republic Services Inc (Certain
Assets)
US based six municipal solid waste landfills, six collection
operations and three transfer stations across seven markets of
Republic Services Inc
Waste Connections Inc USA 85 195 2,3x
Feb-09 Advanced Manufacturing Control
Systems Limited (34.39% stake)
Ireland based company which provides tech solutions to the
waste and recycling industry
Ulster Bank Diageo Venture Fund;
WHEB Venture
Ireland;UK 5
Jan-09 Ecolevante SpA; Waste Recycling
SpA
Italy based companies engaged in waste management and
recycling services.
Corvette Srl Italy 82
Average 1,3x 14,7x 9,1x
Median 1,2x 13,7x 7,9x
Section VIII: Consulting Services – Excluding IT
Comparable Public Company Valuations
The Knowledge Centre’s Consulting Services comparable public company analysis involves 30 publicly traded Consulting Services companies (Exhibits 19 and 20).
The median EBIT and EBITDA margins are 7.4% and 9.9%, respectively. The median EV/EBIT and EV/EBITDA are 11.3x and 7.8x, respectively.
Exhibit 19
Consulting Services Comparable Company Profit Trends(€ in millions)
May-10 Aquaterra Consulting Pty Ltd Australia based water and environment
consultancy firm
Australia RPS Group Plc UK 12 9 0,8x
May-10 Daylight Forensic & Advisory
LLP
US based fraud risk management firm conducting
forensic investigations and advising on regulatory
compliance to corporations
USA Navigant Consulting Inc USA 32
May-10 Norca Ingenieria de Calidad
SL
Spain based company specialized in providing
infrastructure risk assessment services for the
energy industry in Spain.
Spain Intertek Group Plc UK 4
May-10 LPA Group Inc US based transportation consulting firm USA Michael Baker Corporation USA 65 45 0,7x
Section VIII: Consulting Services – Excluding IT
Comparable M&A Transactions
Exhibit 21
Consulting Services Comparable M&A Transactions (Con’t)(€ in millions except where mentioned in $)
Source: MergerMarket
Deal value
Date Target Company Target Description Country Bidder Company Country Revenue (€m) Sales EBIT EBITDA
Enterprise Value /
Apr-10 Ryla Inc US based provider of value-added customer
contact services
USA Alorica Inc USA 76 53 0,7x
Apr-10 Old Broad Street Research
Limited
UK based provider of fund research, ratings and
investment consulting services
UK Morningstar UK Ltd UK 14
Mar-10 Entec UK Limited UK based provider of environmental and
engineering consultancy
UK Amec Plc UK 69 69 1,0x 7,1x 6,5x
Mar-10 AF Kontroll AB Sweden based technical inspection and testing
businesses
Sweden DEKRA SE Germany 42 63 1,5x
Mar-10 CSM Worldwide Inc US based company providing automotive market
forecasting services and strategic advisory
solutions to the automotive manufacturers,
suppliers and financial organizations
USA IHS Inc USA 20
Feb-10 Heggies Pty Limited Australia based acoustics and vibration
consultancy firm
Australia SLR Management Limited UK 11 12 1,1x
Feb-10 Emerging Energy Research
LLC
US based advisory and consulting firm tracking
emerging technologies in global energy markets
USA IHS Inc USA 13
Jan-10 Currie & Brown (Australia)
Pty Ltd
Australia based cost and management
consultancy firm
Australia Amec Plc UK 23
Jan-10 Xafinity Group Limited UK based company that provides specialist
outsourcing and consultancy services regarding
pensions, employee benefits, and payments
expertise
UK Advent International
Corporation
USA 144 317 2,2x 46,2x 13,7x
Jan-10 COM S.A (75.00% stake) Peru based provider of consultancy, outsourcing,
and project management services to Information
Technology industry
Peru Indra Sistemas SA Spain 7
Jan-10 McKinnon & Clarke Limited UK based company providing consultancy in the
energy, utility and telecoms markets
UK Lyceum Capital Partners LLP UK 25 25 1,0x
Jan-10 Towers Perrin Forster &
Crosby Inc
US based provider of human resource and
administration consulting services, reinsurance
intermediary, and actuarial and management
consulting
USA Watson Wyatt Worldwide, Inc USA 1245
Average 1,5x 12,2x 8,2x
Median 1,2x 8,4x 7,6x
1
HighlightsM&A Activity
• Environmental services continues to see steady deal fl ow, in line with the broader M&A market which remains active. 2010 fi nished strong, with environmental services transaction activity up nearly two-fold from prior year levels. 2011 appears to be off to a healthy start; the pace of new deal activity is robust, with Q1 ‘11 deal fl ow up 67 percent over the year ago period (Page 3). Looking ahead, the middle market is expected to remain active as strategic buyers and sponsor-backed platforms seek synergistic tuck-in acquisitions to improve scale and local footprints. Several factors, namely healthy acquisition budgets, an anticipated increase in buying activity on the part of mid-tier regional players, increased capital investment from private equity sponsors, and more liquid debt markets, are expected to drive deal fl ow as acquisitions remain a primary driver of top-line growth.
Industry Valuations• Th e equity markets continue to experience a high degree of volatility given the uncertain economic and geopolitical climate and are recouping
losses from early March, with the S&P 500 up 12 percent year over year. Environmental services stocks outperformed the market over the same period, with the BGL Special Waste composite index up 22 percent, BGL E&C / Remediation index up 19 percent, and BGL Solid Waste index up 16 percent. EBITDA multiples contracted from Q4 ‘10, with the LTM EBITDA multiple in Solid Waste of 7.7x down from 8.3x in Q4 ‘10 and Special Waste of 8.5x down from 10.4x in Q4 ‘10 (Page 12).
(1) As of April 8, 2011
Operating Highlights• Major solid waste companies are reporting positive pricing and volume trends. Pricing leverage and eff ective cost management are contributing
to margin expansion and strong free cash fl ow generation for most operators. Pricing discipline remains in focus amid competitive pressures in the slow growth environment. Looking ahead, operators are forecasting positive internal revenue growth in 2011 driven by core price and volume gains, with strong upside potential in commercial volumes as the economic recovery takes hold.
• Special waste operators are seeing volume recovery from stable-to-improving trends in industrial production. Energy and industrial services
end markets remain bright spots and increased government environmental spending presents upside to private sector growth. Th e ongoing federal budget debate has shown limited-to-no signs of aff ecting environmental spend and legislation. Strong fundamentals in medical waste point to solid organic growth and acquisition pipelines remain healthy.
• Recyclers are anticipating favorable selling conditions during the fi rst half of the year driven by recovering manufacturing activity and tight scrap supply. A strong export market continues to be a primary driver of growth, with higher demand and prices contributing to increased profi tability. Global demand for recycled metals is broad-based, with economic and environmental benefi ts expected to sustain long-term demand in developing markets. Commodity price volatility remains a key risk, and tight supply conditions are expected to drive prices higher in the near-term. Th e pace of strategic acquisitions has accelerated as buyers focus on expanding their supply network and geographic footprint.
• Near-term business fundamentals for E&C / Remediation are improving. Overall, BGL composite companies are reporting solid operating performance and positive trends in revenue and backlog year over year, with energy and environmental services lines of business cited as drivers of growth. Cost containment remains a focus to preserve margins in the face of competitive market pressures. Despite government budget challenges, participants maintain a positive outlook on business prospects for 2011, driven by stronger order backlogs and opportunities for service line, end market, and geographic expansion. Challenged industrial and commercial markets are expected to see a stronger recovery as businesses resume capital spending, and hard-hit end markets such as the power sector are forecasted to improve following a period of contraction. Th e private sector is also exhibiting signs of recovery and increased spending on environmental remediation is anticipated. Th e energy, transportation, and water infrastructure markets are expected to see continued growth.
Special Insert on Environmental Services in the U.S.By: Effram E. Kaplan and Rebecca A. Dickenscheidt
Brown Gibbons Lang & Company, Global M&A USA
2
Mergers & Acquisitions Overall M&A Activity
Middle Market M&A Activity
Mergers & Acquisitions Activity
Private Equity Transaction Activity
Leverage Equity Contribution
Source: Capital IQ.
Source: Standard & Poors LCD.
Source: Standard & Poors LCD.*NOTE: Data not reported due to limited number of observations for period.*NOTE: Data not reported due to limited number of observations for period. Source: Standard & Poors LCD.
Source: PitchBook.Counts only include deals with disclosed transaction values.
THE M&A PIPELINE IS BUILDINGTh e environmental services M&A market was active in Q1 ‘11 following an already robust fourth quarter, and industry players have the acquisition mindset and the budgets to pursue additional buys this year:
• Republic Services is in the market for deals, after a two-year hiatus integrating the acquisition of Allied Waste Industries. In the company’s Q4 ‘10 earnings call, CEO Donald Slager cited a pipeline of acquisition candidates with $100 to $150 million in revenue, indicating the company has the balance sheet strength and appetite to pursue acquisitions this year, including tuck-ins and infrastructure buys such as recycling facilities.
• Historically acquisitive Waste Connections expects that 2011 will bring signifi cant acquisition growth based on ongoing conversations with sellers. In the company’s Q4 ‘10 earnings call, CEO Ronald Mittelstaedt spoke of a robust M&A pipeline, citing “a record backlog” of deals under consideration. Acquisition candidates include both new stand-alone markets as well as tuck-ins to existing markets.
• IESI-BFC expects 2011 to be another strong year for acquisitions, following on an active year in 2010 with the completion of its merger with Waste Services Inc. in July and the purchase of Fred Weber in December. Th e company exceeded projected synergy targets for the Waste Services transaction, achieving run rate synergies of $32 million. In the company’s Q4 ‘10 earnings call, CEO Keith Carrigan indicated that IESI-BFC has plans to “remain fairly aggressive as it relates to growth by acquisition” through 2011, targeting more markets than the company ever has.
• Waste Pro USA plans to expand into contiguous markets through acquisitions in 2011, with its eye on Tennessee, Arkansas, Oklahoma, and Texas to the south and going north into Virginia from North Carolina. Historically, roughly 80 percent of growth has been organic but CEO John Jennings indicated that the future target will look more like 50/50 divided between organic growth and acquisitions as the company grows. Waste Pro is backed by private equity fi rm Roark Capital Group.
• Stericycle CFO Frank ten Brink referenced a healthy acquisition pipeline in the company’s Q4 ‘10 earnings call, citing revenue opportunities of $100 million in domestic and international markets. Th e company was highly acquisitive in 2010, completing 33 acquisitions (13 domestic, 20 international) and 17 in the fourth quarter alone, for a total acquisition spend of $190 million. Th e combined companies generated annualized revenues of approximately $132 million. Stericycle announced it was acquiring Healthcare Waste Solutions, LLC in September 2010, the largest acquisition in the company’s history.
• Schnitzer Steel Industries has launched its acquisition growth platform in 2011 with two buys, following a tally of six acquisitions in 2010, four of which were completed in Q4 ‘10. Th e company has plans to continue to pursue growth through synergistic acquisitions in 2011.
• Ben Weitsman & Son has publicly stated its goal of reaching $1 billion in sales by continuing to make acquisitions in its footprint. Since July 2010, the company has announced fi ve buys, including two acquisitions announced in February of this year.
• AECOM Technology Corporation completed seven acquisitions in 2010 and has plans to utilize acquisitions as a primary growth driver this year. Signifi cant buys last year included McNeil Technologies, Inc., purchased from private equity sponsor Veritas Capital in August, and Tishman Construction Corporation in July.
• Acquisitions are expected to continue to fuel Tetra Tech’s growth, with Mining garnering increased focus from an M&A perspective, as well as international markets. Th e company completed fi ve acquisitions in 2010.
Source: Capital IQ, mergermarket, and BGL Research.
Historical Environmental Services M&A Activity
Based on announced deals, where the primary location of the target is in the United States.
Quarterly M&A Activity by Sector
0
10
20
30
40
50
60
70
Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1
2008 2009 2010 2011
Num
ber o
f Tra
nsac
tions
Solid Waste Special Waste Metals Recycling & E-Waste E&C/Remediation
SOURCE: Capital IQ, Waste & Recycling News, Equity Research; and Company Filings.
4
NOTABLE Q1 ‘11 M&A ACTIVITY IN SOLID WASTE
In March 2011, Rumpke Consolidated Companies Inc. announced it was expanding its Ohio footprint with the purchase of waste collection and hauling assets and a transfer station from Cleveland-based Landmark Disposal Ltd. and Norton Environmental Services. Rumpke will gain approximately 10,000 residential, commercial and industrial customers in the Cleveland, Akron, and Canton areas with the purchase. Rumpke entered the northern Ohio market in 2009 through the purchase of a landfi ll, two transfer stations and collection operations in the Cleveland and Mansfi eld markets from Republic Services. In January 2011, Rumpke acquired RLS Recycling of Chillicothe, Ohio, adding to its existing Central and Southeast Ohio service areas. RLS Recycling generates roughly 60 percent of its revenue from recycling and 40 percent from waste services.
In March 2011, CE Holdings, a new company formed by private equity sponsor Pegasus Capital Advisors and Intersection, LLC in partnership with MissionPoint Capital Partners, HarbourVest Partners and Ares Capital, completed the acquisition of FCR, LLC and Blue Mountain Recycling LLC from Casella Waste Systems. Th e deal involves 17 material recycling facilities, a transfer station and certain related intellectual property assets. CE Holdings is a platform company focused on the recovery and transformation of waste into value-added products. Th e cash purchase price was $132 million.
Transaction Multiples: ~9.4x EBITDA
In March 2011, WCA Waste Corporation (WCA) completed the acquisition of certain solid waste hauling and transfer station assets from Emerald Waste Services, LLC. WCA announced the acquisition in December 2010. WCA acquired the company’s central Florida transfer station and hauling operations consisting of 117 residential, commercial and roll-off routes servicing seven counties in Gainesville, Orange City, and Daytona Beach. Th e total assets being acquired generate approximately $30 million of annual revenue and consist of 220 employees.
WCA paid $47 million in cash, $15.8 million in WCA stock and $5 million in cash or common stock at WCA’s option, in the event that the business achieves at least $3.5 million in EBITDA for any four consecutive fi scal quarters through and including the quarter ending December 31, 2012.
Transaction Multiples: ~2.1x Revenue
In March 2011, Waste Management (WM) acquired three recycling facilities from Canusa Hershman Recycling Co. and affi liates, a move that will expand its residential, commercial, and institutional recycling services in Maryland, Virginia, and the greater mid-Atlantic region. In total, the new facilities will add over 30,000 tons per month of sorting capacity, including a single stream facility, according to a company statement. In November 2010, WM announced it was acquiring Glacier Recycle, LLC. Based in Auburn, Washington, Glacier provides recycling services to the construction industry, processing recovered wood to make recycled wood products and biomass fuel. WM expects the addition will signifi cantly increase its construction waste recycling in the Pacifi c Northwest. Th e acquisition also supports the continued growth of green building and LEED certifi cation across the region, according to a press release announcing the transaction.
In February 2011, private equity backed Waste Pro USA announced it was acquiring Greenstar Recycling of Houston, Texas; C&D Ltd LLC of Alabaster, Alabama; and Pelican Commercial Waste Services of Belle Chasse, Louisiana. C&D and Greenstar off er recycling services and Pelican provides solid waste collection, management, and disposal services to industries, businesses, and municipalities. Waste Pro acquired 10 businesses in Florida, Georgia, Alabama, Mississippi, and Louisiana from December to early February.
In February 2011, Veolia ES Solid Waste, Inc. acquired Guy’s Waste Services, LLC of Byron, Georgia. Th e acquisition includes subsidiary companies KMA Transfer, LLC and Ace Trash, LLC. Guy’s currently serves approximately 1,200 customers in fi ve surrounding counties which represents new territory for Veolia and the ability to internalize those volumes into Veolia’s nearby Taylor County Landfi ll. Th e purchase includes a transfer station and commercial hauling operation. In January, Veolia announced the acquisition of Milo Sanitation, furthering its regional expansion strategy in the Southeast. Th e Valdosta, Georgia hauler brings 4,000 residential and 60 commercial accounts to Veolia.
In January 2011, IESI-BFC Ltd. announced it was acquiring the waste collection, transfer, and landfi ll assets of Fred Weber, including subsidiaries Crown Excel Disposal LLC and Weber Gas Energy LLC—a move that will signifi cantly expand its presence in the St. Louis market. With the purchase, IESI-BFC is acquiring one of the largest privately owned landfi lls in the country and Missouri’s largest landfi ll by volume, representing more than 50 percent of the region’s remaining disposal capacity. Th e collection operation includes both commercial and roll-off routes and will be integrated into IESI-BFC’s existing network. Th e cash purchase price was $159 million.
In January 2011, private equity-backed Deff enbaugh Industries Inc. announced the acquisition of two Arkansas companies—Roll Off Service Inc. and Advantage Recycling. Founded in 2001, the two companies provide solid waste collection, transfer and disposal, and recycling services to approximately 25,000 residential, commercial, and industrial customers in Arkansas, Oklahoma, Missouri, Kansas, and Texas. Deff enbaugh will add more than 130 employees through the acquisitions. Based in Kansas City, Kansas, Deff enbaugh considers itself one of the largest waste and recycling services companies in the Midwest and has more than 1,100 employees. Deff enbaugh is a portfolio company of DLJ Merchant Banking Partners, which acquired the company in a $325 million LBO in December 2007.
NOTABLE Q1 ‘11 M&A ACTIVITY IN SPECIAL WASTE
In February 2011, Stericycle, Inc. acquired Franklin, Tennessee-based NotifyMD, a patient communications software and services provider and the largest healthcare-only message-management company. NotifyMD could provide a barrier to entry to some Stericycle competitors in the medical waste management sector, analysts reported on the transaction.
NotifyMD generated revenues of approximately $20 million in 2010, representing 10 percent annual growth from 2009. Th e company is projecting to double revenues to $40 million by 2013, with growth driven in part by a new emphasis on serving hospitals, which account for a large percentage of Stericycle’s customer base.
SOURCE: Capital IQ, mergermarket, Waste & Recycling News, Equity Research, and Company Filings.
5
NOTABLE Q1 ‘11 M&A ACTIVITY IN SPECIAL WASTE Stericycle paid an estimated $50 million for NotifyMD. Deal multiples in NotifyMD’s space can range from 8x to 12x EBITDA, reported mergermarket, versus Stericycle tuck-in waste-management acquisitions, which typically cost 3.5x to 7x EBITDA.
In February 2011, Heritage-Crystal Clean, Inc (HCCI) acquired the assets of Warrior Oil Service and JBS Oil and C&J Recovery (Warrior Group). Th e purchase will add approximately 6.5 million gallons per year to the company’s existing used oil collection volume. In March 2010, HCCI announced it was expanding into the re-refi ning business. Th e Franklin, Indiana-based Warrior Group, which services generators in Indiana, Illinois, and Kentucky, is expected to minimize transportation expense to HCCI’s Indianapolis re-refi nery. Th e feedstock is expected to allow the re-refi nery to ramp quicker and at a lower operating cost than purchasing oil from a third party. In addition, HCCI will leverage cross-selling its broader service off ering to existing Warrior Group customers.
Th e acquired assets were valued at approximately $4.2 million. Consideration consisted of cash ($0.9 million), stock (64,516 shares), and the assumption of $2.6 million in debt.
Transaction Multiples: ~.6x Revenue
In February 2011, R360 Environmental Solutions acquired the Silo Field facility in Southeastern Wyoming from Western Environmental Services Inc. According to a company statement, Silo Field is the only oilfi eld wastewater facility in the Niobrara Shale play—an oil shale resource region that is currently the focus of large-scale lease purchases and widespread infrastructure growth. Th e purchase marks the fi rst step for R360’s growth plan in the Niobrara Shale, which will ultimately include multiple sites. R360 is a leading oilfi eld environmental solutions company that provides E&P waste and water recycling, as well as treatment and disposal solutions to some of the world’s leading oil and gas producers. Th e company is backed by private equity fi rms Paine & Partners and Tinicum Capital Partners. R360 has been building its oilfi eld waste management services platform through acquisition, completing four buys in 2010: Claco Services, LLC; Calpet/R&G Group of Companies; US Liquids of Louisiana, L.P; and Controlled Recovery, Inc.
In January 2011, Clean Harbors Inc. announced it was acquiring Badger Daylighting Ltd. (Badger) of Calgary, Alberta, Canada. Badger is the largest provider of Hydrovac Services in North America. Th e company has 82 locations in Canada and the United States and approximately 410 hydrovac units that use water and vacuum technology for excavation. Th e company derives 60 percent of its sales from Canada and 40 percent from the U.S. Badger has over 5,000 customers and 400 employees. Th e company generated revenues of CAD 132 million and EBITDA of CAD 33 million in 2010.
Th e transaction is expected to close in Q2 ‘11. Th e CAD 247 million purchase price consists of CAD 222 million in cash for all outstanding common shares of Badger plus the assumption of CAD 25 million of net debt.
Transaction Multiples: 1.9x Revenue; 7.5x EBITDA
Mergers & Acquisitions Environmental Services M&A ActivityIn January 2011, private equity-backed Th ermo Fluids, Inc. acquired the oil collection business of Bango Oil, LLC, expanding the company’s network in northern Nevada. Th ermo Fluids has existing facilities in Las Vegas, Reno, and Sparks, Nevada. CEO James Devlin estimates the purchase will increase Th ermo Fluids’ collections business in northern Nevada by approximately 25 percent, solidifying its position as the market leader in the region. Th ermo Fluids is a portfolio company of CIVC Partners, which acquired the company in 2006.
NOTABLE Q1 ‘11 M&A ACTIVITY IN METALS RECYCLING & E-WASTE
In February 2011, Metalico Inc. completed the acquisition of Pennsylvania-based Goodman Services, Inc., a full service recycling company in the northwestern Pennsylvania and southwestern New York regions. In addition to scrap metal recycling, Goodman provides off site material handling and packaging services.
In February 2011, Schnitzer Steel Industries Inc. announced it was acquiring Seattle, Washington-based Ferrill’s Auto Parts (dba Pull A Part). Th e purchase includes three self-service facilities which will operate under the “Pick-n-Pull” brand. Th e transaction represents a new market for the company’s Auto Parts Business and a platform for growth in the greater Seattle and Western Washington region. In January, Schnitzer announced the acquisition of State Line Scrap Co, Inc. Based in Attleboro, Massachusetts, the scrap metal recycler and exporter is expected to bring operational and commercial synergies to Schnitzer’s existing Northeast platform in Massachusetts and Rhode Island, expanding its supply network and production capabilities in the region.
In February 2011, Ben Weitsman & Son Inc. and its subsidiary Update Shredding, LLC announced the pending acquisitions of Rochester, New York-based Genesee Scrap & Tin Baling Co. Inc. and Hazleton, Pennsylvania-based Brenner Recycling, Inc. Founded in 1915, Genesee is a full-service scrap metal collection, processing, and shredding operation handling ferrous and non ferrous metals. Its largest acquisition to date, Genesee is the predominant full service scrap metal recycling and auto shredding operation in the greater Rochester area. Th e acquisition of Brenner Recycling is expected to double the company’s geographic coverage in the region. Founded in 1925, Brenner is a retail scrap metal and recycling company which grew from a used auto parts yard to become the largest scrap metal, paper, and cardboard recycler in the greater Hazleton area. Post-acquisition, Ben Weitsman has plans to change the nature of the business from essentially a retailer buyer of scrap metals to one that serves both retail and wholesale dealer business.
According to company estimates, Ben Weitsman & Son Inc. is the largest privately owned scrap metal processor and recycling center on the east coast. Th e company has set the goal of reaching $1 billion in annual debt free sales by continuing to make acquisitions in its footprint. Ben Weitsman made three acquisitions in 2010, including New York-based Weinstein Scrap Metal Corp. and Liberty Scrap Metal Inc. and Towanda Iron & Metal Company in Pennsylvania, and is looking at further expansions in western New York, according to a company statement.
SOURCE: Capital IQ, mergermarket, Waste & Recycling News, Equity Research, and Company Filings.
6
NOTABLE Q1 ‘11 M&A ACTIVITY IN METALS RECYCLING & E-WASTEIn January 2011, PSC Metals Inc. announced the acquisition of St. Louis, Missouri-based Cash´s Scrap Metal & Iron Co. Cash’s has fi ve scrap metal processing locations in St. Louis, St. Charles, and Sikeston, Missouri. Th e company also processes industrial, demolition, and obsolete metals. Also in January, PSC Metals acquired Ohio-based Mitco Trucking and Warmington Road Recycling Co. Mitco Trucking provides transportation solutions to recycled metals customers in Ohio and the Midwest. Warmington Road Recycling will serve as a feeder yard for PSC Metals´ shredders in Canton and Wooster, Ohio. Th e purchases mark PSC Metal’s fi rst acquisitions since March 2008 when the company acquired Slippery Rock Salvage.
NOTABLE Q1 ‘11 M&A ACTIVITY IN E&C / REMEDIATIONIn March 2011, Shaw Group Inc. acquired Coastal Planning & Engineering Inc. (CPE), positioning Shaw as a leader in coastal restoration services. Based in Boca Raton, Florida, CPE off ers a broad service off ering that includes coastal modeling, oceanographic measurements, marine biology, geotechnical surveys, hydrographic surveys, and marine geology. Shaw’s existing project management capabilities and ports and harbors expertise, combined with CPE’s coastal engineering services, will allow the company to capitalize on multiple opportunities, including restoration of the Gulf Coast, port expansions, and off shore energy support globally. Th e all-cash transaction valued at approximately $26 million.
In February 2011, TRC Companies Inc. announced the acquisition of Alexander Utility Engineering, Inc. (AUE). Headquartered in San Antonio, Texas, AUE is a professional engineering and design fi rm that specializes in providing a range of services to the electric utility and communications utility markets. Th e purchase expands TRC’s power engineering presence in Texas, which is an important market for the company’s Energy segment. AUE’s projected net service revenue for 2010 is approximately $3 million. Consideration consisted of a combination of cash, stock, and subordinated debt. Th e purchase of AUE marks the fi rst acquisition for TRC since January 2005.
In January 2011 Tetra Tech Inc. announced the acquisition of Fransen Engineering Ltd. Based in Vancouver, BC, Fransen is a front-end focused fi rm providing engineering and technical support to industrial clients, specifi cally in water treatment and tailings management for oil sands producers. Th e acquisition creates no overlap, as Tetra Tech has no exposure in the Canadian oil sands arena. Th e company believes the integration of Fransen with the size of Tetra Tech will enhance Fransen’s capabilities of winning larger, higher margin projects. Fransen generated approximately $27 million in revenue over the past 12 months, according to company estimates. Th e transaction was valued at approximately $22 million, according to analyst estimates.
Transaction Multiples: ~.8x Revenue
Tetra Tech completed fi ve acquisitions in 2010, including the purchase of BPR Inc. in October 2010. BPR is a Quebec-based consulting and engineering fi rm focused on the water, energy, industrial, building, and infrastructure markets. Water-related projects represent approximately 65% of the business with important expertise in hydro-power generation. Revenue is split 60/40 percent
between public and private sector customers, respectively. Consideration consisted of $117 million in cash and earnout payments of $40 million upon the achievement of specifi ed fi nancial objectives, equating to a .7x - .9x revenue multiple and 6x-7x EBITDA multiple (estimate).
NOTABLE SELECTED Q4 ‘10 TRANSACTIONSSOLID WASTEIn November 2010, Roark Capital Group announced it was investing $105 million in GFL Waste & Recycling Solutions Corp. of Pickering, Ontario. Formed in 2007, GFL handles solid waste through its National Waste Services subsidiary and liquid waste through subsidiary companies Enviro West Inc. and Direct Line Environmental Corp. Th e liquid waste business handles a wide variety of liquids, including oily waters, solvents, glycols, and waste oils. Th e company’s operations in Ontario, Manitoba, Alberta, and British Columbia include four hauling companies, fi ve solid waste transfer stations, eight liquid waste storage and treatment facilities, and one soil remediation site. GFL serves more than 400,000 residences and 8,000 businesses.
GFL has enjoyed annual growth of between 40 percent and 50 percent since its inception, the company stated in a recent press release, and CEO Patrick Dovigi anticipates strong growth in the future. Th e capital infusion will enable GFL to pursue growth opportunities, including acquisitions. Dovigi indicated that the company remains focused on expanding within its existing footprint but would consider new markets, indicating that the U.S. market is within its sights.
Roark Capital Group continues to pursue opportunities in solid and liquid waste. Th e private equity fi rm invested $100 million in Waste Pro USA Inc. in September 2009.
METALS RECYCLING & E-WASTEIn December 2010, Arrow Electronics Inc. completed the acquisition of e-cycler Intechra Group, LLC. Headquartered in Jackson, Mississippi, Intechra provides comprehensive end-to-end IT asset disposition, value recovery, and computer recycling services to businesses and governments. Total sales were approximately $75 million for the most recent fi scal year. Intechra was a portfolio company of Environmental Capital Partners and Emigrant Capital Corp., which acquired the company in August 2009. Th e cash purchase price was $101 million.
Transaction Multiples: ~1.3x Revenue
E&C / REMEDIATIONIn December 2010, private equity sponsor Tailwind Capital, in partnership with management, acquired Apex Companies, LLC, a leading national water resources and environmental services fi rm. Founded in 1988, Rockville, Maryland-based Apex provides a broad platform of environmental services, including stormwater system design, engineering and maintenance; ports, harbors and water system design and engineering; environmental remediation; industrial hygiene services; and general site assessment, regulatory compliance and environmental consulting work. Th e company employs over 300 professionals in its network of 24 offi ces throughout the United States. Th e transaction represents an exit for private equity sponsor Blue Point Capital Partners, which acquired the company in March 2006.
SOURCE: Capital IQ, mergermarket, Waste & Recycling News, Equity Research, and Company Filings.
7SOURCE: Capital IQ, Equity Research, Company Filings, and BGL Research.
Green Oil: The Recycling Landscape
In the U.S., the larger regional players control a sizable share of the market in terms of gallons of used oil collected, with the remaining share fragmented among some 300 to 500 independent collectors, many of which are privately-held companies that operate in local or regional markets. Market leaders are platforms of both strategic and private equity investors:
SAFETY KLEEN
• Largest used oil recycling and re-refi ning, parts cleaning, and environmental solutions company in North America
• Acquired Florida-based Atlantic Industrial Services in February 2009, one of the largest collectors and recyclers of used oil, oil fi lters, and antifreeze in the Southeast U.S. with 10 locations
• Acquired Illinois-based Gateway Petroleum Company in February 2009, a provider of used oil management services to customers in eastern Missouri and central and southern Illinois
• Private-equity backed by investment consortium led by Highland Capital Management
FCC ENVIRONMENTAL
• Provides collection and treatment services for solid waste, hazardous waste, electronic waste, paper, metal, glass, and other specialized materials
• Formed with the acquisition of the Hydrocarbon Services Business from Siemens Corporation in 2008, then the second-largest oil waste management company with 38 processing facilities in 21 states in the Mid-Atlantic, Southeast, and South Central regions of the U.S. Purchase price of $182.5 million valued the business at 9x 2008 EBITDA and 1.3x 2008 revenues
• Parent is diversifi ed environmental and construction services company Fomento de Construcciones y Contratas, S.A. based in Madrid, Spain
THERMO FLUIDS
• Largest producer of commercial fuel oil from recovered used motor oil in the Western United States (30 facilities across 17 states)
• Collects and purchases used motor oil from a large number of companies across a diverse range of industries, such as quick-lube centers, auto dealerships, mining operations, and industrial companies
• Reprocesses its collected used motor oil into a reprocessed fuel oil, which is sold as an alternative energy source to a variety of industrial customers or as feedstock to re-refi ners
• Provides a portfolio of other environmental services as a “one-stop” solution to its used oil generator customers, including other essential services such as oily wastewater collection and processing, spent antifreeze collection and recycling, and used oil fi lter collection and disposal
• Completed seven tuck-in acquisitions over last fi ve years, including acquisition of Bango Oil’s used oil collection business in January 2011
• Acquired by private equity fi rm CIVC Partners through a leveraged buyout in June 2006
UNIVERSAL LUBRICANTS
• Manufactures a diverse line of oils, greases, and other lubricating fl uids for use in sophisticated engines and equipment.
• Off ers a wide range of environmental services including used oil collection, used oil fi lter collection, used anti-freeze collection and a parts washers’ service program
• Operates 28 service and processing facilities in 14 central and southern states
• Backed by private equity sponsor Pegasus Capital Advisors
UNIVERSAL ENVIRONMENTAL SERVICES
• Provider of used oil, used oil fi lters, and spent anti-freeze collection and recycling services to generators in 12 south eastern / south central states
• Operates 9 used oil collection/processing facilities which handle approximately 25 million gallons of used oil and other oily wastes per year
• Acquired by private equity fi rm MidMark Capital Partners through a leveraged buyout in March 2004
In our spotlight on used oil collections and re-refi ning, we surveyed market participants, including oil recyclers and re-refi ners, as well as private equity investors and lenders to the industry, asking them to provide insights into market trends that are driving growth and their outlook on M&A and its future role in industry expansion. Our fi ndings revealed that current market dynamics underpin a healthy environment for increased investment activity as collectors look to build scale through acquisition and close the loop with re-refi ning integral to the collection and distribution strategy.
RAMPING UP INVESTMENTCollectors liken the competitive landscape to the solid waste sector when it was in the early stages of consolidation—highly fragmented, with the opportunity, through horizontal integration, to build scale through tuck-in, route density acquisitions. Industry dynamics point to consolidation on the horizon, driven by improving business fundamentals, competitive pressures which favor merging to build scale and complementary service off erings, and pent-up demand from a largely dormant M&A market over the past two years.
Longer-term, participants say the opportunity for collectors is vertical integration. Th e industry is trending toward re-refi ning, industry insiders said, and they see an increasing role for private equity in the expansion. In turn, investors looking at the industry say that re-refi ning makes economic sense based on the market dynamics today. “Capital is coming into the business. It came in a few years ago to build what we are seeing now,” commented Keith Yamada, a Partner at CIVC Partners. “If oil prices remain at current levels, you will see capital invested, some of it through private equity, some of it through public equity,” Yamada added.
Collectors are becoming more sophisticated, and the industry is consolidating to where there are larger players that have the fi nancial wherewithal to build re-refi neries. “We think there is an opportunity that has not been fully investigated by those with feedstock,” commented one industry insider. “Th e collections landscape in the U.S. is mature and competitive. Many of the “mom and pops” are no longer in business, and some of them have grown to a point where they may be at a crossroads in making the decision to expand into re-refi ning,” the insider added. “A natural progression for recyclers is to expand into re-refi ning. However, the skill sets and the barriers to entry to starting a collections business and those needed to start and operate a re-refi nery are completely diff erent,” commented Scott Parker, Executive Director at NORA. “Re-refi ning requires an engineering and process orientation whereas collections has much more of a relationship-orientation—it is about building relationships within your collection network. Bridging that gap can be more important than technology. Feedstock should be a primary concern.” Parker indicated that elements critical to re-refi ning are access to capital, consistency of feedstock, and operational maintenance, which requires a higher level of sophistication.
Spotlight On: Oil Collections & Re-refiningFrom collecting and reprocessing used engine oil to re-refi ning it for commercial and retail use, recycled oil has become a chic alternative in an environmental era, and industry participants are actively seeking ways to extract value in the supply chain.
8
RAMPING UP INVESTMENT (CONTINUED FROM PAGE 7)
Opportunity exists for collectors to partner or merge to achieve the scale and fi nancial wherewithal necessary to justify building a re-refi nery. “We have seen profi table 10 million gallon plants and unprofi table 20 million gallon plants,” off ered one private equity sponsor looking at the industry. “When you get over 10 million gallons, you can make it work,” the sponsor added. “An ideal size for a re-refi nery is 12 million gallons. It has a good payback and can get you through tough economic times,” said Mark Williams, a Business Development Manager at Chemical Engineering Partners. “When you begin looking at the size of the collectors, there aren’t many that are collecting that volume, but when you put two together, they are right at that number,” Williams added.
Securing the fi nancing to build a re-refi nery can present an obstacle given the level of capital investment required. Many collectors have never made an investment that large and navigating the fi nancing markets post-fi nancial crisis has been challenging. Th e project fi nance market largely went away during the credit crisis and is only slowly coming back with the reopening of the debt markets. In addition to the capital outlay requirements, a challenge for lenders is the lack of benchmarking data given the fi nite number of companies operating in the industry. Lenders are looking for proven technology, performance guarantees, and stability and predictability of contractual feedstock. To bridge the fi nancing gap, operators might choose a two-phase strategy to get into the re-refi ning business, Williams told us, constructing a facility to scale as the business grows. A front-end process could be put in place to produce vacuum gas oil (VGO) and asphalt fl ux with utilities to support it and by generating suffi cient capital from the business, the back-end hydrotreating system would later be added to the re-refi nery to produce Group II base oil.
Insiders say fi nding an adequate supply of quality feedstock may become a challenge going forward as additional re-refi ning capacity comes online. Collections is a highly regional business and geography dictates feedstock availability. Some argue that the feedstock is there but for a price. “If you are trying to grow collections, you are not going out and fi nding new generators. You are taking them from someone who is already collecting their oil, which can be costly,” said one industry insider. “A collector that builds a re-refi nery with capacity greater than its existing supply network will be surprised at how much it will cost to get the feedstock, particularly if used to a certain street price selling feedstock to industrial burners,” off ered a regional collector. To that end, industry participants will likely look to acquire rather than build the collections infrastructure organically. “Once they get to scale, re-refi ners may try to build the collection routes to feed their 15 million or 20 million gallon facilities, but that is hard market to market, ground level armed combat. At some level, they would love to be able to acquire a collector,” off ered Keith Yamada at CIVC Partners.
Spotlight On: Oil Collections & Re-refiningGreen Oil: Closing the Loop
In the U.S., a number of market participants have completed facility expansions or have announced new capacity coming online to meet growing demand for re-refi ned oil. If re-refi ning is here to stay, investors say it is the closed loop strategy that will shape the direction of the industry.
SAFETY KLEEN
• Largest re-refi ner in North America with combined processing capacity of 140 million gallons
• In October 2010, broke ground on a $26 million expansion of its Breslau, Ontario re-refi nery which will increase the facility’s annual processing capacity to 50 million gallons
EVERGREEN OIL
• Began operations in 1984; integrated re-refi ner
• Underwent second expansion in April 2010 to increase annual processing capacity to 23 million gallons
• Affi liate company Chemical Engineering Partners licenses re-refi ning process technology to third parties
HEARTLAND PETROLEUM
• Launched 20 million gallon Group II base oil re-refi nery in April 2009
UNIVERSAL LUBRICANTS
• Launched 12 million gallon Group II base oil re-refi nery in August 2009
• Backed by private equity sponsor Pegasus Capital Advisors
HERITAGE CRYSTAL CLEAN
• Provider of parts cleaning, containerized waste management, used oil collection, and vacuum truck services
• Filed IPO in March 2008
• Re-refi ning is a primary growth strategy for HCCI. In March 2010, the company announced it was entering the re-refi ning business with plans for a refi nery with an annual processing capacity of 50 million gallons, estimated to cost $40 million. Construction is underway, and the project is reported to be ahead of schedule; the company is forecasting the plant will be producing lube oil in late 2011 or early 2012. Re-refi ning revenues are projected to reach $90 million and will generate EBITDA margins of 20 percent when operating at full capacity.
• Acquired the Warrior Group in February 2011, adding used-oil collection volume of approximately 6.5 million gallons per year. With the acquisition, HCCI has a captive used oil supply of approximately 11 million gallons from its existing collections business. An opportunity for HCCI will be to acquire additional collectors to build its supply of feedstock. “They are going to have to grow through acquisition,” commented Mark Williams at CEP. “It is easier to acquire than it is to put trucks on the street and try to take market share from other collectors. Then you face a price war and your economics are upside down.”
NEXLUBE TAMPA
• In February 2010. announced plans to construct 24 million gallon Group II base oil re-refi nery
• Partnering with Italian company Viscolube S.p.A. on re-refi ning process technology
UNIVERSAL ENVIRONMENTAL SERVICES
• In April 2011, announced plans to construct 30 million gallon Group II base oil re-refi nery
• German strategic partner Avista Oil AG purchased equity interest in the company to support U.S. expansion strategy (Page 10).
SOURCE: Capital IQ, Equity Research, Company Filings, and BGL Research.
“All of the M&A opportunities seem to relate to, in some way, how people are going to build re-refi neries.”
—Regional Oil Collector
9
RAMPING UP INVESTMENT (CONTINUED FROM PAGE 8)
Industry participants also see blenders playing a role in future industry consolidation. Blenders are manufacturing lubricant products so they are buying base oil. If they are selling it through their own distribution network, they are in touch with generators so there is the potential to expand into collections either through organic investment or acquisition. Wichita, Kansas-based Universal Lubricants (Universal) is an example of such a strategy. Universal began operations in 1929, manufacturing high performance lubricant products and now off ers a broad range of environmental services, including used oil and fi lters collection and wastewater processing. Th e company received growth equity capital from private equity sponsor Pegasus Capital Advisors in May 2007. In October 2009, Universal completed the construction of a 12 million gallon Group II base oil re-refi nery to pursue a closed loop collection and distribution strategy, the fi rst of several facilities that will be constructed over the next few years, according to a recent company statement. “Th ere is opportunity for us to take our current collection footprint and expand our refi ning capacity in other desirable geographic areas,” said John Wesley, CEO at Universal. “We are actively looking for additional sites. We have the feedstock that we collect already to support a second and potentially a third site without having to go out and expand our footprint. Our collection history through several diff erent business cycles should allow us to pursue this expansion strategy if we choose to do it,” Wesley added.
INDUSTRY IN BRIEF
RECYCLING MARKET OVERVIEWBy defi nition, recyclers take used engine oil and restore its lubricant value or they reprocess it so it can be used for energy. In addition to building scale and route density in their collections business, turnkey operators are fi nding increasing opportunities in complementary environmental services, from recycling used oil fi lters and anti-freeze to reclaiming oily waste water and parts washing.
Re-refi ning takes used oil back into a virgin-like quality base oil that returns to the market as engine oil, a process deemed to be the “best use” of used oil by the EPA. In addition to the numerous environmental benefi ts of re-refi ning—conserves energy and resources, reduces environmental impacting emissions, and reduces toxic pollution—re-refi ned oil can be cleaned and re-used multiple times. Re-refi ning also has economic benefi ts. Re-refi ned products are tested to be equal to or better than oils manufactured with virgin base oils. “We moved into re-refi ning because it is the highest value alternative that we see right now for this feedstock. It truly is a renewable energy source,” said John Wesley at Universal Lubricants. “Quality and consistency has improved with technology, so you have a product that is equal to or better than virgin base oil. Re-refi ned base oils have been approved for use in formulating premium motor oils, where in the past that did not exist,” commented CEP’s Mark Williams. Integrated re-refi ners collect used oil, re-refi ne it through a dedicated refi nery, and package the product for commercial and retail sales in a closed loop process.
COLLECTIONS MARKET OVERVIEWMarkets appear to be stabilizing again after a drop off in demand of roughly 10 percent in 2009, according to NORA. With the rebound in the economy, collectors are seeing volumes return and demand strengthen as automotive and industrial activity pick up and re-refi ners come online looking for feedstock. More oil change franchises are converting the “do it yourself ” (DIY) oil changers to “do it for me” (DIFM), and operators see that trend continuing. And near-term demand for re-refi ned oil is expected to increase given the recent run up in oil prices. Price is under pressure as volumes are recovering and re-refi ning demand has created a competitive market for used oil.
Collectors say the business is a profi table one right now because the outlets for used oil have become more diversifi ed. Th ey are fi nding increasingly high-paying outlets for used oil as more re-refi neries and VGO plants have come online and anticipate that demand will increase as the industry undergoes further expansion.
Looking ahead, as they navigate a growing re-refi ning market, collectors are taking a closer look at their diversifi cation strategy and are exploring partnership opportunities within the industry. “Th e role of the collector market is as bright as it is today,” commented Scott Parker at NORA. “A strength for a collector is that they can become more diversifi ed in who is a customer for their product.”
OUTLOOK
Industry growth defi ned by gallons collected will likely remain fl at or less than GDP growth, survey participants said. While volumes are showing signs of stabilization, collectors say they have not seen the rebound growth that was projected coming out of the recession and so are maintaining a modest growth outlook this year, defi ning growth by a topline that is fl at to up 5 percent. NORA projects growth will remain fl at in 2011, and forecasts annual growth of 2 percent thereafter as the economy recovers.
Industry insiders emphasize that the issue of stagnant growth is overshadowed by the pricing dynamics in the energy markets and changes in distribution based on downstream re-refi nery and VGO plants being put in place. “Natural gas is unusually low in the U.S., which stole a profi table market from the used oil collection business. It required collectors to rethink the business model,” off ered a large regional collector. “It is the reason people are getting into the re-refi nery business. Your product becomes correlated with the price of a barrel of oil, not with the price of BTUs of natural gas,” the collector added.
REGULATORY ENVIRONMENT
In March 2011, the EPA released the Resource Conservation and Recovery Act (RCRA) fi nal rule on the identifi cation of non-hazardous materials that are solid waste. According to the ruling, off -spec oil is now considered a solid waste and a limited number of industrial burner facilities with Section 129 Clean Air Act permits will be allowed to burn the off spec oil. Collectors say the resulting impact will likely be that a new blending business will need to be created to handle the off spec oil, indicating that the new requirement would be phased in over several years given the capital requirements necessary for compliance. Over time, some participants expect the industrial burner market will go away in form and substance, existing only as an outlet for off -spec oil, which has potential long-term ramifi cations on re-refi ning. “If the government said you could not burn used oil as a fuel, there would be a line of people at my door wanting to build re-refi neries,” said Mark Williams at CEP. “If legislation went a diff erent way, it would change the whole marketplace,” Williams added.
Spotlight On: Oil Collections & Re-refining
SOURCE: Capital IQ, Equity Research, Company Filings, and BGL Research.
10
INDUSTRY IN BRIEF (CONTINUED FROM PAGE 9)
RE-REFINING MARKET OVERVIEW Re-refi ning is in the infancy stage of its growth cycle in the U.S., accounting for less than 10 percent of used oil recovered for recycling purposes. “If you look at the number of gallons available to re-refi ne in the U.S. versus the number that is actually being re-refi ned today, there is quite an opportunity to grow, and to where it is not impacting the major oil companies,” commented CEP’s Mark Williams. And in today’s rising oil price environment, the economics of re-refi ning appear attractive to investors looking at the sector.
REGULATORY ENVIRONMENT
Th ere currently is no national legislation governing re-refi ning in the U.S. Legislation has been enacted on a state-by-state basis, with California setting precedent legislation with S.B. 546 which was signed into law in October 2009. S.B. 546 redirects used motor oil from burning and promotes re-refi ning by setting a per gallon fi nancial incentive to encourage the development of expanded capacity for re-refi ning used oil. Th ere is additional legislation pending to support the building of re-refi neries in the form of incentives and tax rebates; however, to date re-refi ning has not been a focus of the government. “We would love for the government to provide loan guarantees and equity contributions for re-refi ning, but right now it does not fi t into any of their programs very well,” said one collector, adding, “We have heard of people qualifying but are not aware of anyone who has drawn down on any government programs to build a re-refi nery.” CEP’s Mark Williams commented, “Th ere is a good enough return in the industry that government support is not necessarily needed. Is it something that would push people into it—maybe. I think the industry will get there before the government gets involved,” Williams added.
EYE ON EXPANSION
Re-refi ning capacity in the U.S. is expected to grow from 210 million gallons in 2010 to over 300 million gallons by 2013, according to NORA, which does not include four known capacity additions to be announced over the next 24 months. Gaps in several U.S. geographies are being targeted for re-refi ning capacity expansion, with key opportunities in the South, Southeast, and Northeast. According to NORA, planned expansion in the Southeast and Midwest is expected to add an estimated 100 million gallons in re-refi ning capacity by 2013. Industry insiders also referenced additional capacity expansions in the Northwest and central U.S. “It is not inconceivable that a large private equity fund could look at acquiring several facilities or build one and replicate it in various geographies around the country,” off ered a private equity sponsor in our survey. “It makes sense to do that—to be another Safety-Kleen,” the sponsor added.
In April 2011, Universal Environmental Services, LLC (UES) announced a strategic partnership with Avista Oil AG (Avista), whereby Avista acquired an equity interest in UES, with the intent to grow UES’ used oil collection business and construct a re-refi ning plant located in Peachtree City, GA. Current plans call for the construction of a 30 million gallon capacity plant to produce high quality base oils. Extensive due diligence was undertaken to identify the strategic partner to pursue its expansion strategy. “We completed a broad canvassing of the global market in terms of re-refi ning technology and visited a majority of the used oil refi neries, with the exception of those operating in Asia and the Middle East. Th is was a process that extended over a two-year period,” commented Matthew Finlay, a managing director at MidMark Capital, private equity investor in UES. On why Avista was the right strategic partner, UES CEO John Redmond off ered, “As one of the largest collectors and re-refi ners of used oil in Europe, Avista brings extensive experience in the used oil collections business, superior process engineering and technology know-how, and expertise in the global hydrocarbon markets. Redmond added, “Avista owns and operates two successful used oil refi neries, so they are not just collecting oil or building the plants, they have experience running them. And they produce both base oil and fi nished lubricants, so they are a fully-integrated provider. Th e partnership will facilitate a sharing of both fi nancial and strategic resources to pursue a closed loop strategy in the U.S., leveraging UES’ extensive used oil collections network in the Southeast.”
SOURCE: Capital IQ, Equity Research, Company Filings, and BGL Research.
Spotlight On: Oil Collections & Re-refining
Source: Klein & Company, Global Used Oil 2009 Market Analysis & Opportunities.
Used Oil Disposition in the U.S.
Consumed in operations
33%
Recycled and burned as fuel43%
Not collected14%
Recycled andre-refined
7%
Other use3%
Source: NORA and BGL Research.
U.S. Re-refining Capacity
0
20
40
60
80
100
120
1986 1991 2004 2006 2009 2010 2012 2013
Cap
acity
Add
ition
s
0
50
100
150
200
250
300
350
Total Capacity
Total Capacity Group II Base Oil VGO, Other
11
INDUSTRY IN BRIEF (CONTINUED FROM PAGE 10)
LOOKING AHEAD
Th e biggest challenge for re-refi ners will be access to economically viable feedstock. “Th e most valuable used oil that re-refi ners can collect is the oil generated closest to their facilities. Th ere is no value in re-refi ning if the feedstock costs more than virgin oil,” said one insider. “Regardless of how effi cient processes are, if the competitive landscape causes a run up in the price of feedstock, and it ends up costing more than the base oil output, re-refi ning could be a losing proposition unless the industry can hit a homerun convincing consumers that environmentally-friendly green products are the way to go,” commented John Wesley at Universal Lubricants.
To that end, industry insiders say a major developing trend in the industry will be the move by base oil re-refi ners toward blending and packaging fi nished product. Th e real opportunity and ultimately where the value is going to be had, some insiders say, will be in creating a business to consumer brand. Wesley off ered this perspective, “Our business and investment decisions are all geared toward what is the highest value for our end products and end markets—and that highest value today is packaged motor and engine oils. Th ere is not an obvious higher value than taking used oil and converting it into new products sold back to businesses and consumers.” Wesley has a background in sales and marketing, having spent 25 years with Valvoline prior to coming on as CEO at Universal Lubricants. Wesley said that he is the fi rst executive to be brought on to run a re-refi nery with experience in the consumer packaged goods/branded oil business.
Recent industry developments support that trend:
Safety Kleen, the industry’s largest collector and re-refi ner, announced in April 2011 the appointment of former Ashland Distribution executive Robert Craycraft as CEO. Insiders say Craycraft will likely concentrate eff orts on building Safety-Kleen’s consumer branded distribution, which had historically not been a major strategic focus.
Also in April, Valvoline announced the launch of its new environmentally- friendly Next Generation (NextGen) branded recycled oil product, which is expected to go a long way in educating the public on the benefi ts of green oil alternatives. Industry insiders expect Valvoline will leverage a heavy ad spend budget to promote the new category. “I would expect that if Pennzoil and Castrol follow suit with their own green brands sometime in 2011 or 2012, that there will be a high demand for our base oils, particularly for products like our Eco-Ultra, which is positioned as a better value alternative to the major brands,” Wesley commented. “Th at provides a tremendous amount of upside over burning the feedstock or making base oil and selling those to third parties because the highest value is self-consumption and self-branding. And that is what we are working toward.”
Valvoline is credited with creating categories within the lubricant business, and by creating this “green” category, the company is going to help drive environmental awareness, industry participants say. By getting the green consumers coming in to retailers and service installers demanding green motor oils and green engine oils, the industry will hit a homerun. “We are not there yet, but I think we are going to get to that point,” Wesley said.
Spotlight On: Oil Collections & Re-refining
SOURCE: Capital IQ, Equity Research, Company Filings, and BGL Research.
Interview with Chemical Engineering Partners Mark Williams Business Development Manager, CEP
Based in Irvine, California, Evergreen Oil, Inc. (EOI) is a pioneer in the re-refi ning industry, having successfully operated its state of the art re-refi nery since 1986. The company completed an expansion in April 2010 bringing annual processing capacity to 23 million gallons (17 million gallons re-refi ned oil). Evergreen produces API certifi ed Group II base oils.
Chemical Engineering Partners (CEP) is a leading process technology and design fi rm in the re-refi ning industry. The company is an affi liate of Evergreen Oil and licenses the re-refi ning technology developed at EOI to third parties. CEP has designed re-refi neries around the world. In 2009, the company commissioned three plants in the U.S. and Europe, including Heartland Petroleum and Universal Lubricants in the U.S.
“One of the things we can say is our technology has been operating at Evergreen Oil for almost 25 years. And we have designed plants around the world that are still operating and producing quality base oils. The technology is proven.”
BGL: Global demand for re-refi ning is growing. Where do you see the greatest opportunities?
The markets with the most signfi cant growth opportunities in re-refi ning are the United States, South America, and Asia.
The opportunities in the U.S. are abound just because the industry is young. Despite having the highest per-capita lube oil consumption in the world, the U.S. lags other developed countries in re-refi ning capacity. For example, the re-refi ning market in Europe is mature, and re-refi ning capacity is four times the level in the U.S., so there is signifi cant opportunity for growth. If the U.S. went the way Europe has gone, there is a lot of re-refi ning capacity to be built.
Brazil is a leader in environmental initiatives and is the only country where used oil must be re-refi ned by law. There is a signifi cant opportunity for used oil collectors because they can produce a product that there is a demand for because today that product is being imported. It is coming from the United States, or it is coming from Europe. We recently started a large project with The LWART Group in Brazil. The LWART Group is regarded as the largest company in South America in the fi eld of collecting and re-refi ning of used oil. When the facility is fi nished, it will be the fi rst Group II base oil plant in South America. The facility will be state of the art and the largest facility designed by CEP.
In China, there is some re-refi ning but not to the sophistication of that in the U.S. The challenge there is getting enough used oil to justify a plant.
BGL: What are the primary challenges for re-refi ning on a global scale?
The biggest challenge is getting used oil feedstock to supply the re-refi nery. It is challenging in some countries because the q uality of the oil is so poor. The maturity of the used oil collection system also becomes an issue and can be even more of a challenge in the developing countries because there are no collection systems. Used oil may not be collected at all. Developing the collections infrastructure can often be more challenging than building the re-refi nery.
Typically in a smaller country the government needs to get involved. Regulations and enforcement of those regulations help with the feedstock, and sometimes it is government support that helps fund the projects. In certain areas, the government even facilitates collection centers. That is what it takes to build that collections infrastructure in some countries.
Evergreen Oil, Inc.
12
Industry Valuations
BGL Environmental Services indices defined on Page 13.
*Figures include latest reported earnings for index constituents. Q1 2011 earnings had not been released for all companies by publish date.
December 2010: Applus+, Spain’s leading testing and certification company, launched a public offer valuing AIM quoted Velosi at €100 million.
Velosi is the leading provider of testing and certification services to the oil industry in emerging countries around the world.
Prior to the announcement of the public offer, Applus+ had obtained acceptances from shareholder representing 51% of outstanding shares of Velosi with 94% of shareholders accepting the offer after an extended offer period, Applus+ will exercise its rights to delist the company and effect a compulsory purchase ofthe remaining shares. Applus+ is owned by the blue chip private equity firm, Carlyle.
Socios Financieros, Global M&A Spain, advised Carlyle and Applus+ together with UK Global M&A partner, Execution Noble on the acquisition.
November 2010: Brazilian business outsourcing company TCI BPO acquired 91.25% of RH Build Up. The company acquired from Edenred(formerly Accor Services) is specialized in HR management outsourcing , which involves services from the admission of a new employee up until its termination, including payroll processing. The transaction was closed on November 25, for an undisclosed amount.
For TCI, the transaction complements and strengthens its shared services product offering and will contribute to a remodeling of the business processes of the organizations.
About TCI BPO
TCI BPO offers its clients complete BPO solutions, which result in improvements in the quality and cost reductions through the improvement of operations which are not considered core for TCI’s clients businesses. TCI is the only company with national coverage in Brazil with integrated logistics for ECM, ITO, SCM and HRO. TCI employs advanced methods and technologies to provide its broad range of clients (in various private and public sectors) with quality services.
Vergent, Global M&A Brazil advised Edenred (formerly Accor Services, world leader in prepaid corporate services in the transaction
TCI BPO acquisition of RH Build Up, Brazilian subsidiary of Edenred (formerly Accor Services)
RH Build Up
TCI BPO
Sale of RH Build Up, Brazilian
Payroll processing company to
Brazilian BPO group TCI BPO
Exclusive advisor to the seller
Velosi Limited
Applus/The Carlyle Group
Public Take over on AIM of Velosi
Limited
Global M&A Spain and Global M&A
UK advised Applus on all aspects of
the successful Public Offer
Global M&A Deal Highlight
Accent Equity acquires stake in new Nordic ground handling services Group - Aviator Airport Alliance is formed, based in Norway and Sweden
December 2010: The Accent Equity 2008 investment fund is acquiring a stake in a new constellation of Nordic companies in the ground handling services sector.
The new Group, called Aviator Airport Alliance, includes the Norwegian companies Røros Flyservice and Norport Handling and the Swedish company Nordic Aero. Accent Equity 2008 holds a 50% stake in thecompany, while the founders of the three member companies and the company management own the remaining 50%. The new Group has an annual turnover of NOK 1 billion and 1,250 employees with customers among most of the airlines active on the Nordic market. Operations are conducted at some 20 airports in Norway, Sweden, Denmark and Finland. Customers include Air Baltic, Air France, Amapola, British Airways (BA), Finnair, KLM/AF, Malmö Aviation, NextJet, Norwegian Air Shuttle, Ryanair, Qatar Airways, Skyways and Thomas Cook.
Røros Flyservice offers a wide range of services to a number of customers at nine airports in Norway: Røros (RRS), Oslo Gardermoen(OSL), Trondheim (TRD), Tromsø (TOS), Kristiansand (KRS), Bodø(BOO), Bardufoss (BDU), Ålesund (AES) og Molde (MOL). RørosFlyservice has annual sales of approximately NOK 350 mill, handling approximately 56.000 flight movements and around 11 mill passengers per year. The company has approximately 500 employees.
Norport Handling offers a wide range of services to a number of customers at Bergen Airport, Stavanger Airport, Rygge Airport, and Haugesund Airport, Karmøy. Norport Handling handles both airlines as well as helicopter companies. Norport Handling has annual sales of approximately NOK150 mill, handling approximately 30.000 flight movements and around 4.5 mill passangers per year. The company has approximately 320 employees.
Nordic Aero has traditionally focused on ramp and passenger handling services, aircraft cleaning (exterior and interior), and de-icing. Nordic Aero offers a wide range of ground handling services at Stockholm ArlandaAirport and Gothenburg Airport, and passenger handling services at the airports in: Jönköping, Kristianstad, Halmstad, Norrköping, Visby, Umea and Luleå. Nordic Aero has annual sales of approximately NOK 300 mill and about 800 employees.
Saga Corporate Finance / Global M&A Norway initiated the process by approaching the owners of Røros Flyservice and Norport Ground Handling to discuss and plan a potential joint sales process. During the transaction preparation phase of the two Norwegian companies Global M&A Norway and Global M&A Sweden approached the Swedish company Nordic Aero, inviting the owner of the leading independent Swedish ground handler to take part in the consolidation and the establishment of a new market leading ground handling group in the Nordic region.
Constitution of a new Nordic ground
handling services group with about
present in about 20 airports in
Norway Sweden and Finland
Exclusive advisor to the sellers
Røros Elyservice Norport
Handling Nordic Aero
Accent Equity
Appendix Sampling of Business Services Deals
Appendix Sampling of Business Services Deals
Appendix Sampling of Business Services Deals
THE GLOBAL M&A BUSINESS SERVICES TEAM
Corporate Finance Experts from Your World™
APPENDIX: The Global M&A Business Services TeamBusiness Services Team Leader
Business Services Team Members
Verónica Klammer joined the Buenos Aires based company in March 2006. Previously, Ms. Klammer was a banker at Citigroup/Citibank N.A., where she worked for five years, participating in transactions in the areas of debt restructurings, M&A advisory, private and multilateral debt structuring, syndicated loans and acquisition finance such as the purchase of Hylsamex by Grupo Techint. Prior to joining Citibank, Ms. Klammer worked at Accenture for two years as a financial analyst in the Business Consulting Unit
Education:Certified Public Accountant, Universidad Católica Argentina; Bachelor Degree in Business Administration, Universidad Católica Argentina (Valedictorian 1998); Postgraduate Degree in Marketing, Universidad de San Andrés (2004).
Quintin Althann is an Associate at the Wien based company. He has significant experience in balance sheet and market analysis as well as in research and consulting activities. He has also assisted numerous acquisitions and other transactions.
Quintin is an active member of the Global M&A Business Services and CEE Teams. Prior to joiningthe company, Quintin worked for Civitas International Management Consultants and the Swiss Private Bank Ehinger & Armand von Ernst.
Education:Bachelor of Business Administration, Webster University, Vienna
Bill Beerworth is an Investment Banker with a background in Corporate Law. He held a number of senior positions before establishing the Sydney based company 20 years ago, including Executive Director of HSBC Bank Australia and Managing Director of HSBC Bank Australia Corporate Finance and Senior Partner of Mallesons Stephen Jaques, one of Australia’s leading law firms, where he specialised in corporate law, particularly in Mergers & Acquisitions and Equity Capital Markets. Bill has been Chairman or a Director of a number of successful listed companies. He is currently Chairman of Contango Capital Partners Limited, a listed funds management holding company.
Education:BA LLB (Sydney), LLM SJD (Virginia), MCOM (NSW), MBA (Macquarie)
Véronique Zeid-Maurel is Global M&A Business Services team leader with18 years experience as M&A deal maker specializing incross border transactions. Selection of cross border deals closed: Acquisition by MBO team of POLYMARK (France/UK, sale & installation of laundry equipment); sale of French subsidiary HONEYWELL Sécurité & Télésurveillance to CERBERUS SIEMENS; sale of TEAMWORKS (IT Services, Austria) to ALTRAN; sale of KNIGHTS SERVICES (cleaning services, Ireland) to PENAUILLE POLYSERVICES; sale of ORION ENGINEERING (high added value engineering advisory services, Netherlands) to ALTEN.
Education:Sorbonne Paris IV, Foreign Languages Applied to Economics
Benoit Roose has over 20 years of experience advising on international acquisitions and divestitures. Previous experience in Belgium, Germany, France and North Africa in reorganizing commercial and industrial groups, and in launching new ventures.He is a founder of the Brussels based company
Education:Master of Economics, University of Bonn and Cologne, Germany; Post-Graduate in Business Administration, Solvay Brussels School of Economics and Management, Belgium
Antonio Baptista founded the Porto Alegre based company in 1994.
Prior to that, he was Vice President of one of the leading Brazilian leather and shoe groups for 18 years. He was also a corporate finance and strategic planning consultant for seven years. Antonio has experience in acquisitions, IPO and corporate finance.
Education:Business Administration, Federal University of Rio Grande do Sul
Roman Osipov has six years experience in investment consulting. Roman joined the Minsk based company in 2002 as an analyst. He became head of the Financial Advisory department by the end of 2005. He worked closely on the financial advisory of leading private Belarusian companies, advised EBRD and HeidelbergCement AG. In 2006-2007 Roman was a member of the team responsible for M&A advisory of Delta-Bank (Ukraine), GetIn Holding (Poland), and individual investors in their acquisitions of stakes in Belarusian banks and insurance companies.
Education:Master’s degree in International Business, Belarusian State Economic University; CFA candidate
Márcio Fiuza is one of the founding partners of the São Paulo based firm. From 1997 through 2001, Mr. Fiuza worked for Bear, Stearns & Co. Inc., one of the leading Wall Street investment banks in NewYork where he was a Vice President at the Global Communications group.
Business Services segment experience include the purchase by Bourbon of the 50% it did not already own in Delba MarítimaNavegação,maritime services to the offshore oil sector in Brazil, valuation of Brazilian contact center company ASK!, buy-side target identification in the collection agencies segment as well as sell-side experience in payroll processing BPO segment.
Education:M.Sc. Engineering; MBA Wharton School of the University of Pennsylvania
Carlos Taborga Ibargüen has 20 years of experience in top executive positions and 10 years experience in restructuring and turnarounds. He joined the Santiago based firm in January 2007.Previously, he was CEO of Matreq (Caterpillar Dealership) in Bolivia, General Manager of Ferrocarriles Andinos in Bolivia, General Manager of Morgan Impresores in Chile, and former Undersecretary of Finance in Bolivia. He is a Board member of Empresa Electrica Valle Hermoso.
Luis David joined Guatemala based company in 1998. He has several years of experience in the banking and financial sectors in the Central American region. He is currently on the Board of Directors of GE-BAC (Banco de America Central) and Credomatic. He has been responsible for closing several deals in the CentralAmerican Region, Mexico, USA and Europe including leverage buyouts, management buyouts, mergers, acquisitions, debt restructuring, strategic alliances and private equity placements.
Education:Masters Degree in Banking and Finance, Giordano Dell’amoreInstitute in Milan, Italy; B.S. in Business Administration, Universidad Francisco Marroquín, Guatemala
Mr. Lariviere’s work experience includes several years for RBC Royal Bank as corporate credit advisor, as well as institutionalasset management with UBS Global asset management and Landsbankinn Island.
Prior to joining the Montreal based company, Mr. Lariviere founded AJP financial a boutique financing advisory firm which focused on non traditional banking credit solutions for the Canadian mid-market. Mr. Lariviere has been involved in equity & debt financing as well as M&A transactions for his clients.
Education:Bachelor degree, finance major, University of Mount-Allison
Before founding the Bogota based firm in 2001, Mr. Vargas was a managing director with ING Barings responsible for the corporateand investment bank in Colombia. Mr. Vargas joined Baring Securities in 1994 as Head of the Andean Pact Region and was subsequently appointed as President and CEO for the merged operations of Barings and ING Colombia on January 1997. Before joining ING Barings, Mr. Vargas acted as founding CEO of Proexport Colombia and previously he was Head of the External Financing and Foreign Reserves Department at the Colombian Central Bank (Banco de la República).
Education:MBA, Columbia University; Economics BA and MS candidate, Universidad de Los Andes, Bogotá, Colombia
Prior to joining the Denmark based company, Peter Søgaard was a Director at Booz.Allen & Hamilton Corporate Finance, Director at PricewaterhouseCoopers Financial Advisory Services, Area Manager for Industrialisation Fund for Developing Countries and Vice President of BG Bank Investment Bank.
Education:Master of International Economics and Management, Copenhagen Business School; Bachelor of Law, University of Aarhus
Karla Polli is a founding partner of the Tallin based firm. Immediately prior to establishing the company he was member of Danske Bank’s Corporate Finance team and prior to that member of KPMG Estonia Corporate Finance team. With 11 years of experience in corporatefinance, Karla has advised several M&A and capital raising transactions including some of the biggest private deals ever closed in Estonia.
Education: B.A., Corporate Finance and Economics, Tartu University
Adam Blecha has been working in the field of M&A since 1994. Before founding his own M&A company, he worked for Corporate Value Associates, an English-French strategic consulting company as well as for Credit Lyonnais (now CALyon), in the internal M&A department in Paris.
Education:Adam Blecha graduated from HEC (Hautes Etudes Commerciales) in Paris
Antti Kemppainen is a Partner at the Helsinki based company. Previously, he worked at Mandatum & Co since 1998, most recently working as an Associate Director from 2000-2003. He has eleven years of experience in investment banking.
Prior to joining the Budapest based firm in 2003, Oliver Martin spent seven years at ABN AMRO Corporate Finance Budapest, assuming various positions including acting head of the Budapest operation. He has been Director of Raba Automotive Group, a stock exchange listed automotive manufacturing company, since April 2003. Mr. Martin has an extensive track record of executing corporate finance advisory mandates, mainly in the field of cross-border M&A, financial restructuring and capital raising transactions.
Education:Masters Degree in Finance, Technische Universitaet Berlin, Germany
Christian joined the Düsseldorf based firm in 1995. He led domestic and cross border transactions in various industries, in particular business services, automotive, mechanical engineering and food &beverages. Since 2006 he is head of Global M&A‘s sector team Industrials and an active member of Global M&A’s business services team. Selection of transactions: Acquisition of Skyworks (design and rental of professional access equipment (scaffolds, ladders), acquisition of Edutec (eLearning solutions) by Tertia Group. Sale of internet service provider Topnet to Mobilcom.
Brynhildur Bergthorsdottir is a partner at the Reykjavik based company. Brynhildur worked in the advertising industry and as a marketing manager for a number of years. After completing her MBA in 1996, she worked for Innovation Center Iceland as a consultant to SME’s and entrepreneurs. She was GM of the Icelandic Quality Association from 2000-2005. Brynhildur has served as board member of various funds, committees and organizations.
Education:BA, Fine Art and Design, Loretto Heights College, USA; MBA, Bradford Management Center, UK; Licensed Stockbroker and Real estate agent
Faisal set up the Middle East based company in 1994 having spentseveral years with Andersen & Co. as the Middle East managing partner for corporate finance. With an extensive network of contacts in the region, Faisal has successfully closed many medium- to large-size transactions for clients in various industry segments, and has particular expertise in the arena of private placements and public offerings.
Education:M.B.A. University of Vermont; M.S., Accounting, University of New Haven; Certifications: CVA, CMEA, CM&AA, ASA, CFC, CPESGULF COUNTRIES
& YEMENFaisal Al Sayrafi
CEO & Managing Director
APPENDIX: The Global M&A Business Services Team
Saiyam has 5 years of experience in the areas of corporate finance and consulting. At the Indian based company, he reviews sectorssuch as Business Services and Education. He has worked with CrisilLtd. and has lead assignments in the areas of valuations, financial feasibility, entry strategies and market studies.
Education:Graduate in Commerce, Mumbai University; Masters in Management Studies NMIMS, Mumbai
Patrick joined the Dublin based firm in 2008. Previously, he was a manager with KPMG’s Manufacturing, Retail and Distribution division and has significant knowledge of firms operating withindifferent sectors. Patrick is a member of the Institute of Chartered Accountants.
Education:Masters of Business Studies, University College Dublin
The Tel Aviv based firm is led by Yair Ephrati. Mr. Ephrati has been involved in numerous Israeli related transactions in the past years including a Leveraged Buyout of an electronic equipment (rugged computers) importer and manufacturer, acquisition of semiconductor trading company, financing of medical device companies, acquisition search for services company in Asia and strategic partnership for a software company in Bulgaria. Previously, Mr. Ephrati was with McKinsey & Co. in London and New York for three years. At McKinsey, he led teams advising Fortune 100 companies on new market development, acquisitions and strategy.
Education:B.A., Economics and Business, Tel Aviv University; M.B.A., University of Michigan
Aldo has been with the Milan based firm since 2000. Particular expertise in the following sectors: security services (advisor to Italian entrepreneurs, multinationals and international financial investors), lighting, packaging, plumbing and building material distribution. Business Services’ main experience:Advisor to private shareholders of La Vigile San Marco S.p.A. (Italian security service company) for the selling to Sicurglobal S.p.A. Advisor to private shareholders of IVRI Group (Italian security service leader) for the selling to 21 Investimenti (Italian Private Equity Fund –Benetton Group). Advisor to Stirling Square Capital Partners (U.K. Private Equity Fund) for the acquisition of Sicurglobal S.p.A. (Italian security service company).
Education:Degree in Economics, Cattolica University, Milan.
APPENDIX: The Global M&A Business Services Team
Tamotsu Majima, Director, Advisory Group at the Tokyo and Osaka based group, has been engaged in cross border transactions for more than ten years. Before joining the group in 1998, he worked as securities analyst of Japanese corporations and was also involved in international corporate finance business for ten years at Yamaichi Securities. He is a Chartered Member of the SecuritiesAnalysts Association.
Education:B.A., Tokyo University of Foreign Studies; M.B.A., INSEAD, France
Andrey Golubchikov joined the Riga based firm in 2005 in an Analyst position. Prior to that he worked as an intern in the Latvian state-owned telecommunication operator Lattelekom (2004). At Prudentia, Mr. Golubchikov specializes in M&A, buyout and business restructuring transactions, covering such industries asmanufacturing, wholesale and retail trade, business services, pharmaceuticals and logistics. He was involved in the acquisition of additional share issue of RĪGAS BANKETU SERVISS (contract catering services) by a venture capital fund ZGI FONDS.
Education:B.Sc. degree in Economics and Business Administration, StockholmSchool of Economics in Riga; CFA Level III Candidate, CFA Institute
Prior to joining the Mexico based firm in 2002, Mr. Plettner worked for 3 years as manager of Publix, S.A., a graphic design studio, and Star Technologies, S.A., a company active in the design of information systems, businesses he founded in 1996 and 1997, respectively. Previously, Mr. Plettner worked as a trainee in brand management at Procter & Gamble Mexico. During the summer of 2001, Mr. Plettner worked as a consultant at The Boston Consulting Group, where he worked on the merger of two multi-national food companies, and evaluated additional acquisition projects.
Education:BS in Industrial and Systems Engineering, Instituto Tecnológico y de Estudios Superiores de Monterrey (ITESM); MBA, Stanford Graduate School of Business
Douwe Tijsma has been a partner at the Rotterdam based firm since 1999. Before joining the company, he was CFO of European Packaging Holding with operations in Holland, Germany, France and Poland. He was engaged in an MBO in 1994. Within EPH, he was responsible for acquisition, divestments, turnaround and financial engineering. The company was successfully sold. Since 1999, he has been involved in a large number of buy outs, sale- and buy processes in the Netherlands and internationally as leading partner and transaction manager.
Mr. Salazar has professional expertise in investment banking, capital markets and finance, with 20 years of experience. Mr. Salazar has been involved in numerous deals with a total value in excess of US$ 2 billion. Mr. Salazar also participated in studies on the development of the Peruvian capital market for the Ministry of Economy and Finance and CONASEV. His previous experience includes the position of General Manager of SudamericanoBrokerage House, Member of Banco Sudamericano’s Assetsand Liabilities Committee, Investment Manager of Macrovalores andInvestment Advisor to MAPFRE Compañía de Seguros.
Education:Economist graduate,Universidad Católica del Perú; Post Graduate Studies in Finance from ESAN
At the Warsau based company, Rafal Nowakowski specializes in deal origination, transaction structuring, corporate finance andinvestment advisory services. Prior to becoming a co-founder and partner of HCA, Rafal was a managing director and partner at Innova Capital, a leading Central European private equity firm. In the Business Services sector, Rafal was involved in several transactions including investments, sell and buy sides of companies dealing with IT outsourcing, IT consulting, facility management,electro-nic data storage, cleaning, security and mass print and mail outsourcing.
Education:MSc in Economics from Poznań Academy of Economics; certificate in Corporate Finance & European Law (ERASMUS); INSEAD alumnus; Securities Representative (SFA) and certified accountant.
Marina Evans joined the Moscow based company in 2006 as the head of the legal department. Later on she became a partner and managed the consulting branch of the company, supporting relations with a large number of Russian and international clients from various industries. Prior to joining Meridian, Mrs. Evans gained extensive legal experience providing services to a number of international and Russian companies in the areas of M&A transaction support, corporate and securities laws.
Education:J.D., Tomsk State University; S.J.D., Moscow Foreign Relations Institute; LL.M., with honors, Northwestern University School of Law
Erik Kingsrud Treiborg has several years of experience fromCorporate Finance M&A and cross border transactions. Mr. Treiborg has been involved in a number of transactions withinthe business services area, including IT services, facilitymanagement, and ground handling services. Prior to joining the Norway office Mr. Treiborg worked a number of years in the offshore industry with business and project management within the international oil and gas field development industry.
Education:Ba Finance from the Norwegian School of Management, Oslo; M.Sc. Finance from the University of Strathclyde, Glasgow.NORWAY
Erik Kingsrud Treiborg
Partner
APPENDIX: The Global M&A Business Services Team
Bosco Salaverri is a Founding Partner of the Madrid based firm. Previously, he was a Founding Partner of Proyectos Panikkar, S.L. and worked in the Corporate Finance Department of Benito & Monjardín.
At the firm, Bosco is responsible for business origination and is the lead advisor to several Spanish companies.
Education:Graduate in Economics and Business Administration, Universidad Comercial de Deusto (Bilbao)
Prior to joining the Stockholm based firm, Anders Jonsson held several positions both in the IT industry and as a consultant toPrivate Equity funds. Anders was the owner and CEO of Oscar Dellert AB, a distributor of IT products, Executive Director Strategic Marketing at ISA International, and CEO of Lap Power Holding. Anders has also been a board member of Information Highway, and is the current Chairman of Academic Work (Recruitment).
Gerhard Willi has 10 years of experience in M&A, succession planning, banking, corporate finance transactions as well as complex restructuring cases. In 2007 his team completed the sale of JobOne, one of the leading Swiss staffing companies, to Randstad, the sale of Jobs.ch the leading Swiss job portal, the sale of ULD management services of Swissport "Unit Pool Ltd" and the sale of Special Security Services operations to Cargologic. Prior business services experience includes the sale of Serimo (FM company) to Bilfinger Berger, the sale of a leading call center to Cyberline AG, and various due diligence support, valuation, turnaround and business plan support for companies in the business services industry.
In 1995, Esin began her career in equity research and worked forvarious brokerage houses including Finans Yatırım and Caspian Securities. Since 1999, after joining Raymond James Securities as a Director, Esin has concentrated on corporate finance. At the Istanbul based firm she is responsible for business development,origination and execution of corporate finance deals.
Education:Industrial Engineering degree, Middle East Technical University,Ankara; M.B.A. IAL Consortium of International Business Studies,Italy and Clemson University, U.S.A.
After graduating in PPE from Oxford University, John qualified as a barrister in 1984. He joined Hill Samuel Merchant Bank and became Head of Corporate Finance and a member of the Bank Executive Committee. The team moved to Close Brothers and John became Chief Executive of the enlarged corporate finance group and founded its international business. He was also an ExecutiveDirector of Close Brothers Group. He joined the London based firm in 2002 and since 2003 has led the development of Noble into a growth market investment bank.
Randall Miles joined the Seattle based firm as a Managing Director in 2009. Randall has over twenty-five years of extensive M&A and executive level experience working with both investment banks and financial technology companies. Prior to joining the firm, Randall was a managing partner with SCM Capital Group, a private M&A advisory and strategic consulting group focused on financial services, software and technology companies. Most recently, Randall served as CEO of Syngence Corporation and acting CEO of Officespace.com. Prior to that, Randall served as chairman and CEO of LionMTS, a publicly traded financial software and services company where he directed the strategic expansion of the company.
Education:BBA in Finance, University of Washington
Effram Kaplan f Business Services sector team lead at the Cleveland and Chicago based firm ocuses on mergers and acquisitions, private placements and financial restructuring with primary industry experience in metals and mining as well as experience in diversified manufacturing and distribution. Beforejoining the Cleveland and Chicago based firm, Effram was a summer associate at McDonald Investments’ Investment Banking group and, prior to, a Manager in Arthur Andersen’s management consulting practice;
EducationB.S., Miami University; M.B.A, The University of Chicago Graduate School of Business
Mr. Klymenko has over 10 years experience in investment businessand consulting. He has worked in private equity funds (Balkan Accession Fund and Euroventures Ukraine) and has been responsible for full investment cycle from origination of deals to exit. He has been involved in valuation, negotiations, structuring andexecution of investment deals, as well as management of portfolio investments in various industry sectors.He managed consulting firm providing services to leading Ukrainian companies and institutional investors.