www.pwc.co.uk/business-services

Facilities management A quiet revolution

MarchApril 2014 2014 Foreword Structural challenges to growth

The facilities management self-delivery capability to The strategic direction adopted Overall demand for FM services grows on EuropeanEuropean O outsourcedutsourced Fa facilitiescilities Ma nmanagementagement Marke markett the back of fundamental macro drivers (FM) market in the UK and benefit not just from more by individual players are to a 106 The FM market growth broadly follows GDP trends. 108 1.1% CAGR 105 104 internationally proved to efficient service provision but large extent determined by their 102 102 It benefits from increasing outsourcing rates and 101 100 101 ) 99 be resilient in the economic also to reduce the internal cost heritage and growth strategy in n 101

internal cost cutting measures in times of economic b ' € (

downturn and remains an of procuring and monitoring the FM sector. slowdown and from larger contracts in times of s

e 94

economic growth. u

attractive space for those services. n e v

Every approach carries different e investors. The sector proved resilient through the 2008/09 R 87 We believe these developments opportunities and risks. recession, experiencing a 2% decline between 2008 Despite the subdued economic represent a quiet revolution in However, M&A activity has been and 2010, followed by a forecast 1.1% p.a. growth 80 since then. 2008 2009 2010 2011 2012 2013 2014 2015 2016 backdrop, FM has been a the FM market. Our aim is to significant and, in our view, will Source: Frost & Sullivan Forecast of the total European Facility Management Market and dynamic sector creating capture these evolving trends remain an important component Penetration of I-FM, April 2012 represents actual data to 2010 and forecasts thereafter opportunities for those taking and examine the role of mergers in future growth. proactive steps to adapt to and acquisitions (M&A) in Indicative examples − % of FM outsourced High evolving customer needs. pursuing the strategies chosen The UK FM market is most mature Consequently, the level of by suppliers to adapt to their Penetration of outsourcing varies by country. UK FM is the largest, outsourcing is increasing and changing environment. There’s most mature market in Europe. The FM market is less sophisticated clients have become more no ‘one size fits all’ strategy to in the emerging economies, where relatively lower labour cost demanding and sophisticated in take advantage of changes in the means that the application of the Western FM model requires specific adaptations. procuring FM services. Clients market and secure growth

continue to look for more opportunities. Penetration % integrated FM solutions and

Low Time Source: PwC analysis

Slower structural growth Consolidating UK market Real GDP CAGR 2013-20 Top 7 as % of market (approx.)

5% 35% 4.8% 4.8% 30% 4.3% 3.9% e 26% r 3.7% 3.7% 3.5% 4% a h 20% s 2.9%

t e 2.5% 2.4%

2.4% 18% k r a 1.9% 1.8% 1.8% 1.7% M Philip Bloomfield Euan Cameron Maciej Grygiel (MG) Simon Hawes 9% 0.8%

Partner Partner Director Partner Real GDP growth rate 0% 0% +44 (0) 20 7804 4904 +44 (0) 20 7804 3554 +44 (0) 20 7213 4081 +44 (0) 20 7213 2828 Global G7 E7 UK 2006 2012 Modest structural growth in the UK market will lead furtherto consolidation +44 (0) 77 0350 1895 +44 (0) 78 0243 8423 +44 (0) 77 4015 7183 +44 (0) 77 1012 0510 FY13 Est FY14 Proj FY15 Proj FY16-FY20 (CAGR Proj) Source: PwC Analysis [email protected] [email protected] [email protected] [email protected]

2 Facilities management A quiet revolution 3 Foreword Structural challenges to growth

The facilities management self-delivery capability to The strategic direction adopted Overall demand for FM services grows on EuropeanEuropean O outsourcedutsourced Fa facilitiescilities Ma nmanagementagement Marke markett the back of fundamental macro drivers (FM) market in the UK and benefit not just from more by individual players are to a 106 The FM market growth broadly follows GDP trends. 108 1.1% CAGR 105 104 internationally proved to efficient service provision but large extent determined by their 102 102 It benefits from increasing outsourcing rates and 101 100 101 ) 99 be resilient in the economic also to reduce the internal cost heritage and growth strategy in n 101

internal cost cutting measures in times of economic b ' € ( downturn and remains an of procuring and monitoring the FM sector. slowdown and from larger contracts in times of s

e 94

economic growth. u attractive space for those services. n e v

Every approach carries different e investors. The sector proved resilient through the 2008/09 R 87 We believe these developments opportunities and risks. recession, experiencing a 2% decline between 2008 Despite the subdued economic represent a quiet revolution in However, M&A activity has been and 2010, followed by a forecast 1.1% p.a. growth 80 since then. 2008 2009 2010 2011 2012 2013 2014 2015 2016 backdrop, FM has been a the FM market. Our aim is to significant and, in our view, will Source: Frost & Sullivan Forecast of the total European Facility Management Market and dynamic sector creating capture these evolving trends remain an important component Penetration of I-FM, April 2012 represents actual data to 2010 and forecasts thereafter opportunities for those taking and examine the role of mergers in future growth. proactive steps to adapt to and acquisitions (M&A) in Indicative examples − % of FM outsourced High evolving customer needs. pursuing the strategies chosen The UK FM market is most mature Consequently, the level of by suppliers to adapt to their Penetration of outsourcing varies by country. UK FM is the largest, outsourcing is increasing and changing environment. There’s most mature market in Europe. The FM market is less sophisticated clients have become more no ‘one size fits all’ strategy to in the emerging economies, where relatively lower labour cost demanding and sophisticated in take advantage of changes in the means that the application of the Western FM model requires specific adaptations. procuring FM services. Clients market and secure growth

continue to look for more opportunities. Penetration % integrated FM solutions and

Low Time Source: PwC analysis

Slower structural growth Consolidating UK market Real GDP CAGR 2013-20 Top 7 as % of market (approx.)

5% 35% 4.8% 4.8% 30% 4.3% 3.9% e 26% r 3.7% 3.7% 3.5% 4% a h 20% s 2.9%

t e 2.5% 2.4%

2.4% 18% k r a 1.9% 1.8% 1.8% 1.7% M Philip Bloomfield Euan Cameron Maciej Grygiel (MG) Simon Hawes 9% 0.8%

Partner Partner Director Partner Real GDP growth rate 0% 0% +44 (0) 20 7804 4904 +44 (0) 20 7804 3554 +44 (0) 20 7213 4081 +44 (0) 20 7213 2828 Global G7 E7 UK 2006 2012 Modest structural growth in the UK market will lead furtherto consolidation +44 (0) 77 0350 1895 +44 (0) 78 0243 8423 +44 (0) 77 4015 7183 +44 (0) 77 1012 0510 FY13 Est FY14 Proj FY15 Proj FY16-FY20 (CAGR Proj) Source: PwC Analysis [email protected] [email protected] [email protected] [email protected]

2 Facilities management A quiet revolution 3 Evolving customer demands How you’ll be evaluated

Cost is important, but it’s economies of scale. While these But, the longer-term impact on players in KPCs are evolving For large international clients, the Clients increasingly tell us they’re not the only driver contracts are commercially complex, at the sector is yet to be determined. ‘Flexibility shown by the FM provider integrated service capability and looking for strong evidence of sector their best they create a relationship geographical reach are becoming expertise from their provider. Budget constraints in both private and The creation of NHS Property Services, throughout the tender process was key’ between provider and consumer akin to increasingly important ways to public sectors are driving the choice mergers of healthcare trusts and says the Head of Procurement at a FTSE ‘They need to really understand the strategic partnership. consolidate the supplier base and towards outsourcing, best-in-class collaborative procurement by groups of 100 corporate which recently concluded its differences in operational requirements achieve internal cost saving targets. solutions and redefining the type of The adoption of bundled and TFM local authorities are current examples of TFM contract. that we, as a retailer, have versus a bank services being procured, from input- contracts has been seen across a number the public sector both at central and Whilst clients recognise that suppliers or an IT company and be able to provide a based to output based. of industry verticals (financial services local government level driving demand In selecting the provider, the may need to use sub-contractors, most of tailored solution’ organisation assessed flexibility in terms Costs remain top of the agenda, however pharma, consumer goods, etc.). for larger integrated FM solutions. them report that self-delivery commented a top ten UK retailer. of delivery capability, proposed capability has grown in importance as ‘Even manufacturing, historically more ‘Contract negotiations are moving Large top tier clients show transition plan from c.200 incumbent a competitive advantage and operational Increase in energy costs and the resistant to TFM solutions, is now towards value rather than purely the level appetite for centrally run, suppliers and approach to negotiating risk mitigant. From suppliers’ sustainability agenda are driving opening up to the concept’. of expense’. international FM contracts what became a complex contract. perspective, self-delivery capability, demand for expertise in energy says the strategy director of a leading said the vice president of a global although it requires an initial investment, management, building space European FM business. The private sector has seen emergence property management company. of large, multi-service, multinational will help grow absolute margins. management and optimisation. In the public sector, the new contracting contracts with either a single or a Real-time reports and The more sophisticated providers handful of FM providers taking framework for central government Evolving client demands sophisticated data analytics are recognise that value is gained through responsibility for the delivery of both both re-engineering delivery processes departments being mandated from June vital to assess and demonstrate cost 2014 is driven by an increasing target of soft and hard FM services to the savings in both service delivery and the and achieving cost savings in the client’s customer. The market has its eyes on big in-house procurement and administrative cost savings. Suppliers will need to client’s internal functions. The winners pre-qualify to bid for central government contracts such as Barclays and HSBC are providers with well-developed, functions. There’s a continuing trend which have moved to the IFM model and Self delivery Flexibility away from ‘lowest price’ services FM work and, given the larger size of robust and accurate MI systems which contracts, the framework may be better drastically reduced their number of not only generate timely performance following the failures of high-profile FM suppliers worldwide. contracts in recent years. suited for integrated FM providers. data to clients, but help providers to identify efficiency opportunities, price Public and private sector Real time contracts competitively and achieve European FM revenue mix customers continue to move Integrated performance attractive returns. services metrics and from single services to bundled 100% Technology has become an important 12 12 13 13 14 14 15 15 16 response or integrated FM innovation and efficiency driver. For

‘Single service’ procurement still 75% 24 25 26 26 example, the use of GPS technology, 27 27 28 29 represents a significant (c.60%) but 29 Value motion sensors which detect space declining part of the FM market today, utilisation, web based booking systems 50% within the other 40%, ‘single service’ Technology are increasingly becoming common and has evolved into ‘multi-service’ 64 as a expected as standard by some clients. 63 61 61 60 59 57 International 25% 56 55 procurement with FM providers reach driver of managing the provision of multiple % of Total revenue innovation services across multiple sites, often 0% acting as a master contractor. 2008 2009 2010 2011 2012 2013 2014 2015 2016 But the approach taken by the public Single services Bundled services IFM Industry Complex risk specific and private sectors towards FM management Source: Frost and Sullivan Forecast of the total European Facility Management Market specialism outsourcing is evolving. We’re seeing a and Penetration of FM, April 2012. move towards greater financial value, wider scope (integrated facilities Frost & Sullivan estimates a 3.4% CAGR revenue growth in bundled services management (IFM)/total facilities and a 4.4% CAGR growth in integrated/total FM with a corresponding decline management (TFM)) and longer-term in single service delivery. contracts to drive better quality and

4 Facilities management A quiet revolution 5 Evolving customer demands How you’ll be evaluated

Cost is important, but it’s economies of scale. While these But, the longer-term impact on players in KPCs are evolving For large international clients, the Clients increasingly tell us they’re not the only driver contracts are commercially complex, at the sector is yet to be determined. ‘Flexibility shown by the FM provider integrated service capability and looking for strong evidence of sector their best they create a relationship geographical reach are becoming expertise from their provider. Budget constraints in both private and The creation of NHS Property Services, throughout the tender process was key’ between provider and consumer akin to increasingly important ways to public sectors are driving the choice mergers of healthcare trusts and says the Head of Procurement at a FTSE ‘They need to really understand the strategic partnership. consolidate the supplier base and towards outsourcing, best-in-class collaborative procurement by groups of 100 corporate which recently concluded its differences in operational requirements achieve internal cost saving targets. solutions and redefining the type of The adoption of bundled and TFM local authorities are current examples of TFM contract. that we, as a retailer, have versus a bank services being procured, from input- contracts has been seen across a number the public sector both at central and Whilst clients recognise that suppliers or an IT company and be able to provide a based to output based. of industry verticals (financial services local government level driving demand In selecting the provider, the may need to use sub-contractors, most of tailored solution’ organisation assessed flexibility in terms Costs remain top of the agenda, however pharma, consumer goods, etc.). for larger integrated FM solutions. them report that self-delivery commented a top ten UK retailer. of delivery capability, proposed capability has grown in importance as ‘Even manufacturing, historically more ‘Contract negotiations are moving Large top tier clients show transition plan from c.200 incumbent a competitive advantage and operational Increase in energy costs and the resistant to TFM solutions, is now towards value rather than purely the level appetite for centrally run, suppliers and approach to negotiating risk mitigant. From suppliers’ sustainability agenda are driving opening up to the concept’. of expense’. international FM contracts what became a complex contract. perspective, self-delivery capability, demand for expertise in energy says the strategy director of a leading said the vice president of a global although it requires an initial investment, management, building space European FM business. The private sector has seen emergence property management company. of large, multi-service, multinational will help grow absolute margins. management and optimisation. In the public sector, the new contracting contracts with either a single or a Real-time reports and The more sophisticated providers handful of FM providers taking framework for central government Evolving client demands sophisticated data analytics are recognise that value is gained through responsibility for the delivery of both both re-engineering delivery processes departments being mandated from June vital to assess and demonstrate cost 2014 is driven by an increasing target of soft and hard FM services to the savings in both service delivery and the and achieving cost savings in the client’s customer. The market has its eyes on big in-house procurement and administrative cost savings. Suppliers will need to client’s internal functions. The winners pre-qualify to bid for central government contracts such as Barclays and HSBC are providers with well-developed, functions. There’s a continuing trend which have moved to the IFM model and Self delivery Flexibility away from ‘lowest price’ services FM work and, given the larger size of robust and accurate MI systems which contracts, the framework may be better drastically reduced their number of not only generate timely performance following the failures of high-profile FM suppliers worldwide. contracts in recent years. suited for integrated FM providers. data to clients, but help providers to identify efficiency opportunities, price Public and private sector Real time contracts competitively and achieve European FM revenue mix customers continue to move Integrated performance attractive returns. services metrics and from single services to bundled 100% Technology has become an important 12 12 13 13 14 14 15 15 16 response or integrated FM innovation and efficiency driver. For

‘Single service’ procurement still 75% 24 25 26 26 example, the use of GPS technology, 27 27 28 29 represents a significant (c.60%) but 29 Value motion sensors which detect space declining part of the FM market today, utilisation, web based booking systems 50% within the other 40%, ‘single service’ Technology are increasingly becoming common and has evolved into ‘multi-service’ 64 as a expected as standard by some clients. 63 61 61 60 59 57 International 25% 56 55 procurement with FM providers reach driver of managing the provision of multiple % of Total revenue innovation services across multiple sites, often 0% acting as a master contractor. 2008 2009 2010 2011 2012 2013 2014 2015 2016 But the approach taken by the public Single services Bundled services IFM Industry Complex risk specific and private sectors towards FM management Source: Frost and Sullivan Forecast of the total European Facility Management Market specialism outsourcing is evolving. We’re seeing a and Penetration of FM, April 2012. move towards greater financial value, wider scope (integrated facilities Frost & Sullivan estimates a 3.4% CAGR revenue growth in bundled services management (IFM)/total facilities and a 4.4% CAGR growth in integrated/total FM with a corresponding decline management (TFM)) and longer-term in single service delivery. contracts to drive better quality and

4 Facilities management A quiet revolution 5 Drivers of growth strategy

These demands continue to drive FM providers to reshape their proposition in order to take advantage of evolving customer requirements. M&A activity has been at the heart of those changes in recent years. Our research focused on Single service excellence International deals undertaken by eight large • Securitas consolidators • ISS European FM companies between • Compass • OCS • Sodexo 2006-2012. This identified that these • Honeywell eight companies were involved in 200+ • Johnson Control transactions with a total disclosed value of £7.8bn. ITA HER GE The data demonstrates that there’s no ‘one size fits all’ optimal strategy (e.g. everyone moving to global TFM). Indeed, the large Attitude to players are actively pursuing diverse IFM/TFM routes to growth. Internationalisation National players This is dictated on the one hand by the • S service heritage of individual companies • Rentokil IF T S • Bilfinger R E and their current core competencies AT IC • EGIC CHO (e.g. soft FM vs hard FM services) and, on the other, their attitude towards TFM and internationalisation of the FM scene (the two key factors driving change in Property agents the market). • CBRE • JLL National players are seeking to provide multiple, integrated services The first group identified in our research comprises a significant number of national hard and/or soft FM players. This is not a homogeneous population as these businesses vary in size, capabilities and the market verticals addressed. Prominent players include MITIE and Initial Facilities (IF). Their strategies Security business in 2006, followed by catering, the bedrock of soft FM service aim to develop self-delivery capability the purchase of Dalkia Technical offering. Over the last five years, across a broad range of FM services to Facilities Management in 2009. In 2012 however, if transformed into a multi- adapt to the changing market dynamics the portfolio of services was expanded service provider through a series of discussed earlier. through acquisition of Utilyx (energy acquisitions. These included Santia Fire management) and Enara (homecare & Water, Phoenix Fire, MSS and Modus MITIE has grown from a single service, services). The move into healthcare which allowed IF to enter more cleaning business in 1990s into a broad delivery is a new trend. attractive market verticals, e.g. outsourcing business through a series of healthcare, professional services and acquisitions. The key milestones were IF (proposed to be acquired by transport. the acquisition of Rentokil’s Initial Interserve) has its origin in cleaning and

6 Facilities management Drivers of growth strategy Strategic options

International FM consolidators extend their Routes to growth? geographical reach, including into emerging countries Strategic decisions… These demands continue to drive FM These are international, largely integrated service providers with their providers to reshape their proposition in heritage commonly being soft FM. Prominent players include ISS • Service/geographic/industry focus order to take advantage of evolving and Sodexo. • Risk/reward trade off customer requirements. M&A activity These players have followed a strategy of ongoing international • Capability gap/brand stretch has been at the heart of those changes in expansion, including into emerging economies. On Sodexo’s €525m

Single service excellence International Services • Competitive positioning recent years. Our research focused on acquisition of Puras do Brasil S.A. in 2011, the CEO commented that deals undertaken by eight large • Securitas consolidators • ISS ‘this is in line with our strategy to consolidate Sodexo’s position in • Market share/margin European FM companies between • Compass • OCS • Sodexo high-potential emerging economies’. 2006-2012. This identified that these • Honeywell These players have also been developing global self-delivery eight companies were involved in 200+ • Johnson Control capability across a broader spectrum of services to take advantage transactions with a total disclosed value UK Developed Emerging of the emerging global contracts, e.g ISS’s multi territory IFM of £7.8bn. ERITAGE economies markets H contracts with Barclays and Novartis. The data demonstrates that there’s no ‘one size fits all’ optimal strategy (e.g. everyone Property management Carillion is a primary example having how this plays out with major, moving to global TFM). Indeed, the large Attitude to companies are increasingly acquired Alfred McAlpine and Eaga international clients. Examples of IFM/TFM players are actively pursuing diverse competing to provide FM services (energy management). More recently single-service providers include routes to growth. Internationalisation Bilfinger has been active in the UK FM Securitas and Compass Group. Examples here include real estate National players Construction market acquiring Rollright FM and This is dictated on the one hand by the • Mitie • Carillion management companies, such as Jones Securitas focuses on provision of S Europa Support Services in 2013. service heritage of individual companies • Rentokil IF T S • Bilfinger best-in-class security (primarily man E Lang LaSalle and CBRE. There the trend RA C The acquisition is expected to allow and their current core competencies T OI • Interserve appears to be in driving consistent guarding) services and has been EGIC CH Bilfinger to position itself for larger (e.g. soft FM vs hard FM services) and, global roll-out across their managed consolidating market position in core contracts with international companies on the other, their attitude towards TFM service provision, for both their territories as well as entering new active in the UK. Similarly the recent and internationalisation of the FM scene corporate and heritage client base, with markets. Larger transactions in the UK proposed £250m acquisition of IF by (the two key factors driving change in a key focus on self-delivery. Thus, the included the acquisition of Reliance Property agents Interserve appears to follow a similar the market). expansion into delivery of FM services Security (from Rentokil, 2010) and • CBRE rationale. • JLL to their managed properties is a logical Chubb Security Personnel (2011). This National players are seeking extension. CBRE’s recent acquisition of Construction companies tend to be single service strategy is supplemented to provide multiple, integrated Norland is a prime example of the trend. anchored in hard FM services although by a move into adjacent specialist services According to the CEO of CBRE, Norland we expect them to continue to push into services, for example, electronic security. The first group identified in our research was seen as a strong complement to the soft FM arena. Given their The company wants its security comprises a significant number of national CBRE’s global platform giving them the background they are well-positioned to technology operations to reach 18% of hard and/or soft FM players. This is not ability to self-perform building technical target the industrial sector which has turnover by 2015. a homogeneous population as these engineering services for their clients in historically seen less FM outsourcing A similar strategy has been followed by businesses vary in size, capabilities and Europe and beyond. than other verticals. Compass Group in recent years. While the market verticals addressed. This creates an interesting dynamic for the restructuring in mid-2000s led to Prominent players include MITIE and Single-service providers are the incumbent FM providers as their exit from a number of less profitable or Initial Facilities (IF). Their strategies Security business in 2006, followed by catering, the bedrock of soft FM service consolidating market position customers also become competitors. The operationally risky contracts and aim to develop self-delivery capability the purchase of Dalkia Technical offering. Over the last five years, At the other end of the spectrum are extent of impact on the FM market selective entry into other soft FM areas, across a broad range of FM services to Facilities Management in 2009. In 2012 however, if transformed into a multi- companies which pursue best-in-class remains to be seen. e.g. the acquisition of VSG Group adapt to the changing market dynamics the portfolio of services was expanded service provider through a series of provision of a single service offering in (security services) in 2010, the group discussed earlier. through acquisition of Utilyx (energy acquisitions. These included Santia Fire every territory, using their geographical Construction ‘heritage’ maintains its footing firmly in the food management) and Enara (homecare & Water, Phoenix Fire, MSS and Modus reach to follow large international MITIE has grown from a single service, companies are moving into the service and catering sectors. Major services). The move into healthcare which allowed IF to enter more corporates and use the brand to play in cleaning business in 1990s into a broad FM space, including soft FM transactions included the acquisition of delivery is a new trend. attractive market verticals, e.g. local markets. This is an alternative to outsourcing business through a series of The trend amongst construction a 51% stake in Levy Restaurants in 2006 healthcare, professional services and the TFM strategy followed by other acquisitions. The key milestones were IF (proposed to be acquired by companies to grow their presence in the and purchase of Sofra Group (2011). transport. players and it will be interesting to see the acquisition of Rentokil’s Initial Interserve) has its origin in cleaning and FM space has continued.

6 Facilities management A quiet revolution 7 M&A is fundamental to any strategy Evaluating different strategic options

Transactions involving selected core players Our secondary research was focused on transactions While the ‘buy and build’ strategy and expansion of Primary acquisition rationale for acquisitions by selected undertaken by eight selected core European FM the existing customer base remains the single largest core players 70 2,250 players between 2006 and 2012 and provides clear driver for deals, geographic expansion and 56 100% 1 s

) 5 e support for the trends discussed earlier. The service diversification are other important 5 5 1 4 e 9

53 m 3 m ' 1 12 5 4 m €

l u 1,500 transaction volumes have been reasonably consistent drivers for mergers and acquisitions. l u (

o 75%

34 o v

s 5 v 8

e throughout the period despite economic downturn n 28 28 28 28 10 35 25 n 3 25 l u Another dimension to service diversification has been i o 10 i o a t

3 and credit squeeze. It’s a great example of resilience of t v c c

l 50% a 1 4 2 the soft and hard FM acquisitions where we have 7 3 a

750 a s 4 s 34 13 n 11 the FM sector as well as the fundamental role of M&A 13 n

a 18

12 D e

13 a 10

r seen a trend toward the use of M&A to acquire

r 9 t T 16 21 17 23 in pursuing the strategies. 25 f 25% 12 11 10 14 competencies not prevalent in the acquiring business. o 19 13 3 - - The table below summarises the larger transactions The majority of these acquisitions have been <€25m % 2006 2007 2008 2009 2010 2011 2012 over the period and their primary rationale. We in size although some (e.g. MITIE’s acquisition of 0% Undisclosed <50m 50-100m 100m+ Deal value comment on the overall M&A trends in this Dalkia Technical FM (€154m), have been more Securitas ISS Compass Bilfinger Rentokil Sodexo MITIE Coor Consolidation Service mix Geographic Source: Merger market population on the following page. ambitious in nature. Note: undisclosed value transactions are mostly small businesses Note: transactions satisfying multiple rationale have been counted more than once in As mentioned earlier, energy management is the chart above increasingly becoming an area of interest for Major transactions involving selected core players traditional FM companies. MITIE’s acquisition of 2006-2012 Hard/ Soft FM acquisition Acquirer Target Rationale Year Deal size (€m) Utilyx (€25m, 2012) and Carillion acquiring Eaga Hard/Soft FM acquisitions by selected core players (€333m, 2011) have been notable entries into the UTC Fire & Security Initial Electronic Security Consolidation, Mix 2007 899 50 space by integrated FM providers. Other key players s e 3 Carillion Alfred McAlpine Consolidation 2007 845 such as Inenco (recently acquired by Vitruvian m 38 l u

Partners) and Utilitywise (two energy consulting o 3 v Sodexo Puras do Brasil Consolidation, Geographic 2011 525 2 n 9

acquisitions in the last 12 months) have been involved i o 25 t

c 3

CBRE Norland Managed Services Mix 2013 356 in M&A activity. a 39 s 4 n 30 a r 13 24 17 1 Bilfinger Berger MCE Consolidation 2009 350 T 1 15 13 5 5 5 3 Carillion Eaga Mix 2011 333 - 4 2 Securitas ISS Compass Bilfinger Rentokil Sodexo MITIE Coor Cofely Workplace Mix, Geographic 2013 225 Soft FM Hard FM Soft & Hard FM

Jones Lang LaSalle King Sturge Consolidation 2011 220

Compass Group Levy Restaurants (51%) Consolidation 2006 206 2006–12 Transaction volumes by deal value Coor Service SAS Facility Management Mix 2008 187 7% Sodexo Zehnacker Holding Consolidation 2008 172 8% Undisclosed MITIE Group Dalkia Technical FM Consolidation 2009 154 41% <50m MITIE Group Enara Group Mix 2012 131 50-100m Compass Group Sofra Group Geographic 2011 103 100m+ Source: Merger market 43%

8 Facilities management A quiet revolution 9 Evaluating different strategic options

While the ‘buy and build’ strategy and expansion of Primary acquisition rationale for acquisitions by selected the existing customer base remains the single largest core players driver for deals, geographic expansion and 100% 5 1 service diversification are other important 5 5 1

e 9 1 12 3 5 drivers for mergers and acquisitions. m l u 75% o 5 v 8 10 Another dimension to service diversification has been n 10 i o t the soft and hard FM acquisitions where we have c 50% a

s 34 13 n

seen a trend toward the use of M&A to acquire a 10

r 9 t 16

25 f 25% competencies not prevalent in the acquiring business. o 19 13

The majority of these acquisitions have been <€25m % in size although some (e.g. MITIE’s acquisition of 0% Dalkia Technical FM (€154m), have been more Securitas ISS Compass Bilfinger Rentokil Sodexo MITIE Coor Consolidation Service mix Geographic ambitious in nature. Note: transactions satisfying multiple rationale have been counted more than once in As mentioned earlier, energy management is the chart above increasingly becoming an area of interest for traditional FM companies. MITIE’s acquisition of 2006-2012 Hard/ Soft FM acquisition Utilyx (€25m, 2012) and Carillion acquiring Eaga Hard/Soft FM acquisitions by selected core players (€333m, 2011) have been notable entries into the 50 space by integrated FM providers. Other key players s e 3 such as Inenco (recently acquired by Vitruvian m 38 l u

Partners) and Utilitywise (two energy consulting o 3 v

2

n 9 acquisitions in the last 12 months) have been involved i o 25 t

c 3 in M&A activity. a 39 s 4 n 30 a r 13 24 17 1 T 1 15 13 5 5 5 3 - 4 2 Securitas ISS Compass Bilfinger Rentokil Sodexo MITIE Coor Soft FM Hard FM Soft & Hard FM

2006–12 Transaction volumes by deal value

7% 8% Undisclosed

41% <50m

50-100m

100m+ 43%

A quiet revolution 9 Final thoughts... PwC contacts

The FM market has, and will continue to, experience a period They will: Philip Bloomfield Kate Wolstenholme of significant change. Whilst recent market growth has been • not be afraid to challenge historical business strategies and Partner Partner modest, this belies a substantial level of corporate activity and will keep their approach to M&A relevant Transaction Services (FDD) Business Services Sector Leader strategic repositioning that is taking place behind the scenes. Client demands are evolving to become more sophisticated • communicate their strategy clearly to external and internal +44 (0) 20 7804 4904 +44 (0) 20 7804 4803 and output-driven in developed markets; in emerging markets stakeholders (‘what we do’ and ‘what we don’t’) +44 (0) 77 0350 1895 +44 (0) 77 4092 3078 the industry has begun a long-term process of • accept that it will take time to implement changes as [email protected] [email protected] professionalization and consolidation. contracts run their course and acquisitions are embedded PwC has worked closely with a number of the leading players, • maintain a high level of focus on profitable growth and many of whom have used the last two years to reflect on their cash generation. competitive positioning, engage in tactical M&A and Euan Cameron Simon Hawes reconfigure their operating models. We believe there will be a Beyond these common characteristics, it is clear that different Partner Partner number of common behaviours that will characterise the most companies will adopt a diverse range of strategies to gain Transaction Services (Strategy) Corporate Finance successful competitors in this space over the next five years. market share, differentiate their offering and retain a seat at the client’s top table, based variously on competencies, clients +44 (0) 20 7804 3554 +44 (0) 20 7213 2828 and heritage. We expect these efforts to be maintained as the +44 (0) 78 0243 8423 +44 (0) 77 1012 0510 quiet revolution continues. [email protected] [email protected]

Maciej Grygiel (M-G) Derrick Tate Director Assistant Director Transaction Services (FDD) Consulting (FM Procurement)

+44 (0) 20 7213 4081 +44 (0) 20 7212 1465 +44 (0) 77 4015 7183 +44 (0) 77 1834 0363 [email protected] [email protected]

Kanika Mehta William Conner Senior Manager Director Transaction Services (FDD) Consulting (Transformation)

+44 (0) 20 7804 9362 +44 (0) 11 792 1081 +44 (0) 77 0267 7254 +44 (0) 77 1785 0014 [email protected] [email protected]

Rupak Ramachandran Simon Fairchild Manager Partner Transaction Services (FDD) Risk Assurance Services

+44 (0) 20 7804 3762 +44 (0) 20 7213 2109 +44 (0) 77 3749 7862 +44 (0) 77 1117 2219 [email protected] [email protected]

10 Facilities management A quiet revolution 11 Final thoughts... PwC contacts

The FM market has, and will continue to, experience a period They will: Philip Bloomfield Kate Wolstenholme of significant change. Whilst recent market growth has been • not be afraid to challenge historical business strategies and Partner Partner modest, this belies a substantial level of corporate activity and will keep their approach to M&A relevant Transaction Services (FDD) Business Services Sector Leader strategic repositioning that is taking place behind the scenes. Client demands are evolving to become more sophisticated • communicate their strategy clearly to external and internal +44 (0) 20 7804 4904 +44 (0) 20 7804 4803 and output-driven in developed markets; in emerging markets stakeholders (‘what we do’ and ‘what we don’t’) +44 (0) 77 0350 1895 +44 (0) 77 4092 3078 the industry has begun a long-term process of • accept that it will take time to implement changes as [email protected] [email protected] professionalization and consolidation. contracts run their course and acquisitions are embedded PwC has worked closely with a number of the leading players, • maintain a high level of focus on profitable growth and many of whom have used the last two years to reflect on their cash generation. competitive positioning, engage in tactical M&A and Euan Cameron Simon Hawes reconfigure their operating models. We believe there will be a Beyond these common characteristics, it is clear that different Partner Partner number of common behaviours that will characterise the most companies will adopt a diverse range of strategies to gain Transaction Services (Strategy) Corporate Finance successful competitors in this space over the next five years. market share, differentiate their offering and retain a seat at the client’s top table, based variously on competencies, clients +44 (0) 20 7804 3554 +44 (0) 20 7213 2828 and heritage. We expect these efforts to be maintained as the +44 (0) 78 0243 8423 +44 (0) 77 1012 0510 quiet revolution continues. [email protected] [email protected]

Maciej Grygiel (M-G) Derrick Tate Director Assistant Director Transaction Services (FDD) Consulting (FM Procurement)

+44 (0) 20 7213 4081 +44 (0) 20 7212 1465 +44 (0) 77 4015 7183 +44 (0) 77 1834 0363 [email protected] [email protected]

Kanika Mehta William Conner Senior Manager Director Transaction Services (FDD) Consulting (Transformation)

+44 (0) 20 7804 9362 +44 (0) 11 792 1081 +44 (0) 77 0267 7254 +44 (0) 77 1785 0014 [email protected] [email protected]

Rupak Ramachandran Simon Fairchild Manager Partner Transaction Services (FDD) Risk Assurance Services

+44 (0) 20 7804 3762 +44 (0) 20 7213 2109 +44 (0) 77 3749 7862 +44 (0) 77 1117 2219 [email protected] [email protected]

10 Facilities management A quiet revolution 11 This publication has been prepared for general guidance on matters of interest only, and does not constitute professional advice. You should not act upon the information contained in this publication without obtaining specific professional advice. No representation or warranty (express or implied) is given as to the accuracy or completeness of the information contained in this publication, and, to the extent permitted by law, PricewaterhouseCoopers LLP, its members, employees and agents do not accept or assume any liability, responsibility or duty of care for any consequences of you or anyone else acting, or refraining to act, in reliance on the information contained in this publication or for any decision based on it. © 2014 PricewaterhouseCoopers LLP. All rights reserved. In this document, ‘PwC’ refers to the UK member firm, and may sometimes refer to the PwC network. Each member firm is a separate legal entity. Please see www.pwc.com/structure for further details. 140224-152357-RR-UK140404-093507-SK-OS