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Communisis Plc Coverage Initiated: 02 June 2014 Ticker: LSE:CMS This Document: 5 May 2015 Headquarters: London, U.K

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Due Diligence and Valuation Report

Arrowhead Code: Coverage initiated: This document: Fair share value bracket (DCF): Share price (1 May 15):
64-01-02 Company:
02 June 2014 Ticker:
5 May 2015 Headquarters:
£0.66 and £0.84 Chairman:
£0.57i CEO:
Communisis plc
LSE:CMS
London, U.K.
Mr. Peter Hickson Mr. Andy Blundell Mr. Nigel Howes Mr. Mark Stoner

www.communisis.com

S&C Development Director: Finance Director: Website:

Analysts

Snehal Mahajan

[email protected]

+1 (212) 619-6889

Multi-Channel Diversified Offerings And Relentless Focus On Acquiring New Contracts To Fuel Growth

Arrowhead is initiating coverage on Communisis plc with a fair value bracket of £0.66 (Low-Bracket estimate) and £0.84 (High-Bracket estimate).

Market Data

  • 52-Week Range:
  • £0.47 - £0.70ii

  • 385,266iii
  • Average Daily Volume (3M):

  • Market Cap. (01 May 15):
  • £117.2 MM

Financial Forecast (in £) (FY ending - Dec)

Key Highlights: (1) Client confidence in Communisis’

quality of service offerings, as evidenced by the Company’s track record of consistently winning large and long-term contracts from blue-chip firms such as LBG, AXA UK, Nationwide Building Society (NBS), and Proctor & Gamble (P&G); (2) Communisis through its diversified service offerings positions itself as a perfect partner to provide communication more effectively and profitably across multiple channels; (3) Communisis is wellpositioned to take advantage of the growing preference for digital marketing; (4) The Company has access to market leading technology and has successfully deployed the Hewlett Packard (HP)-T series high-speed digital platforms, gaining competitive advantage; (5) The Company aims to strengthen its presence in the international market and to achieve 20% of its revenue from the overseas market; (6) With a D/E ratio:0.52x & Cash:£24.5MM (As on Dec 31, 2014), the Company is in a strong financial position to leverage any acquisition opportunities; (7) With an experienced management team, Communisis has the ability to efficiently capture future growth opportunities; (8) Improvement in the UK & global economy is expected to boost marketing budgets in the coming years. Global digital marketing budgets are expected to grow at a CAGR of 14% over 2012-2016E to reach $160.2B.iv Key Risks: Key risks include safeguard of private and sensitive data, growth in paperless billing and payments by banks, integration risk related to acquisitions, high client’s concentration, and economic slowdown.

Valuation and Assumptions: On the basis of due

diligence and valuation estimates, Arrowhead believes that Communisis’s fair share value lies in the £0.66 to £0.84 bracket using the Discounted Cash Flow (DCF) valuation method.v Relative Valuation:£0.71. We assume that the Company will be able to grow its revenue by focusing on winning new contracts and by capitalizing on changing market trends through strategic acquisitions.

  • '15E
  • '16E
  • '17E
  • ‘18E
  • ‘19E
  • ‘20E
  • '21E

High NI £ MM High EPS* Low NI £ MM
9.48 5.95 6.14 4.38
12.52 7.05 8.45 5.14
14.55 8.14
16.82 9.07
18.84 9.95
18.91 9.98
20.70 10.82 16.18 8.70
11.01 6.48
13.38 7.46
14.30 7.82
14.61

  • 7.96
  • Low EPS*

*Adjusted Diluted EPS in pence

Company Overview: Based in London, Communisis plc

(hereafter referred to as “Communisis” or “the Company”) is a leading multi-channel customer communication services provider with expertise in transactional, marketing, and regulatory communications. Communisis is engaged in, (1) Creation of brand communication strategies, datadriven marketing campaigns, and creative content; (2) Production of personalized printing of transactional and direct mail, inbound services; (3) Deployment that involves the management of third party supply chains together with the fulfillment and distribution of marketing collateral. The Company offers services across a wide range of sectors such as Financial Services, FMCG, Retail, Utilities, and Telecommunications, with the majority of the contribution coming from the Financial Services (43% of the total revenue in FY2014). The Company provides services across 16 countries and has a strong client base, which includes numerous blue-chip companies.

FY2014: Revenue increased by 27% Y-o-Y to £343MM in FY2014, owing to numerous acquisitions in the digital and creative marketing divisions, contracts wins and business expansion overseas. The overseas revenue grew by 36% Y- o-Y to £66.5MM and contributes 19% to the total revenue. While, the Company’s adjusted operating profit grew by 21% to £16MM, its margin slightly dipped to 4.7% in FY2014 as compared to 4.9% in FY2013 due to increase in transitional costs on major new contracts. The Company’s revenue excluding pass through revenue to third party suppliers grew by 19.7% Y-o-Y to £232.4MM.

Communisis plc – Arrowhead BID Due Diligence and Valuation Report
1

LSE: CMS

See important disclosures on page 33 of this report

Table of Contents

1. SUMMARY AND OUTLOOK..................................................................................................................................3 2. BUSINESS OVERVIEW........................................................................................................................................4

2.2 Business Model ............................................................................................................................................ 6 2.3 Products and Services................................................................................................................................... 7 2.3 Solutions .................................................................................................................................................... 8 2.2 Segment Analysis......................................................................................................................................... 9 2.6 Company Premiums.....................................................................................................................................10 2.7 Company Risks ..........................................................................................................................................11 2.8 Corporate Strategy......................................................................................................................................12 2.9 Communisis’s Shareholding Pattern ...............................................................................................................13 2.10 Listing and Contact Details..........................................................................................................................13

3. KEY VARIABLE ANALYSIS ...............................................................................................................................14

3.1 Variable 1 – Design Segment Growth Rate......................................................................................................14 3.2 Variable 2 – Produce Segment Growth Rate ....................................................................................................14 3.3 Variable 3 – Deploy Segment Growth Rate......................................................................................................14 3.4 Variable 4 – Design Segment Contribution Margin............................................................................................14 3.5 Variable 5 – Produce Segment Contribution Margin ..........................................................................................15 3.6 Variable 6 – Deploy Segment Contribution Margin............................................................................................15

4. NEWS .............................................................................................................................................................16 5. MANAGEMENT AND GOVERNANCE ...................................................................................................................17 6. TECHNOLOGIES AND MARKETS........................................................................................................................19

6.1 Computer Integrated Manufacturing (CIM) in Printing ......................................................................................19 6.2 Integration of Print Production Workflows .......................................................................................................19
6.2.1 Digital Workflow...............................................................................................................................19 6.2.2 Print Production Workflow..................................................................................................................19
6.3 HP T-series Printing Technology.....................................................................................................................20 6.4 Digital Asset Management (DAM)...................................................................................................................21 6.5 Big Data Analytics .......................................................................................................................................21 6.6 Multi-Channel Marketing Communication Services Industry ...............................................................................22
6.6.1 Industry Overview............................................................................................................................22 6.6.2 Demand Drivers...............................................................................................................................23 6.6.3 Industry Trends ...............................................................................................................................24

7. VALUATION .....................................................................................................................................................26

7.1 Discounted Cash flow Method........................................................................................................................26 7.2 Relative Valuation Method ............................................................................................................................28

8. APPENDIX .......................................................................................................................................................30

8.1 Communisis’s Financial Summary ..................................................................................................................30 8.2 Communisis’s Balance Sheet.........................................................................................................................32

9. ANALYST CERTIFICATIONS .............................................................................................................................33 10. NOTES AND REFERENCES ..............................................................................................................................34

Communisis plc – Arrowhead BID Due Diligence and Valuation Report
2

LSE: CMS

See important disclosures on page 33 of this report

1. Summary and Outlook

We initiate coverage on Communisis plc, which is a UK-based leading multi-channel customer communication services provider. The Company’s services are focused on the integrated design, production, and deployment of personalized customer communications. These communications are typically of marketing, regulatory or transactional nature and can be distributed either in paper form or in digital formats. Communisis, through its varied offerings, assists its clients at every stage of communication: From content creation for marketing purpose to multi-channel distributing of information among their customers.

Key Highlights:

(1) Blue-chip clients share their customers’ private and confidential data with the Company, which projects confidence in Communisis’ abilities and professionalism. This has helped the Company to not only consistently win new contracts but also renew old contracts on a consistent basis. The Company has won numerous long term contracts such as 10- years contract from LBG, 6-Years contract AXA UK and a 9-years contract from NBS, and also renewed an important contract with P&G for a further five year term. Nearly 70% of the revenue is supported by contractual arrangements helping the management team to estimate future revenue and accordingly implement growth strategies. (2) In order to consistently meet customer demands in a continuously changing market, companies have started adopting ‘Single Customer View’ to gain better insights into consumer preferences aiding them to provide their customers’ relevant information using the most preferred media channels. Further, Communisis offers diversified services and has the ability and experience to add value at every stage i.e. across all segments making it a one-stop destination for all services. (3) There is a growing preference for the use of digital media such as e-mail, text message, mobile content, and social media for marketing purposes. To capture this shift in demand, the company plans to focus on the development of the Design segment. In-line with this goal, the Company has made some significant acquisitions: Jacaranda Productions Ltd. (Video & Film production), Public Creative Ltd. (Brand awareness), The Communication Agency Ltd. (Customer Relationship Management), Editions Publishing Ltd. (Content Marketing Agency), and Life Marketing Consultancy ltd (Marketing Agency). (4) To provide better quality of services as well as higher returns on the client’s marketing spends, Communisis has deployed a market leading technology, HP - T series high-speed digital platform. The Company has made significant amount of investments in technology giving them competitive advantage over its peers. Currently, eight machines have been installed and commissioned (total aggregate capital value is approximately £30MM). (5) Communisis offers services across 16 countries and has managed to scale up its overseas contribution to the total revenue to 19% as on FY2014 from 7% in FY2012 and targets to reach 20% in the near future. This accelerated growth in the overseas markets includes external brand building services provided to P&G. On April 15, 2014, the Company managed to secure contract extension with P&G Europe SA till December 31, 2019. (6) The Company has a total debt of £60.4MM and Cash & Cash equivalents of £24.5MM as on December 31, 2014. With a total Debt/Equity ratio of 0.52x and Net Debt/EBITDA of 1.35x, Communisis is financially strong to take advantage of any acquisition related opportunity. Further, the Company follows a progressive dividend policy and has announced a dividend of 2.0 pence per share in FY2014, an increase of 11% Y-o-Y. (7) The management team of Communisis is highly experienced, which helps understand and forecast the continuously changing market situation and adapt accordingly. The rich industry experience of the management team helps the Company capitalize on both, present as well as future opportunities (Refer section 5 for more details). (8) The UK economy grew at a much faster pace in 2013 than the previous year, giving an early sign of corporates gaining in confidence, which may lead to an increase in marketing budgets in order to drive business growth. Also, market trends such as an increase in outsourcing of both inbound and outbound customer communications is expected to drive growth. (9) According to PWC, the Global Internet Advertising industry generated revenue of $117.20B in 2013, which is expected to reach $194.5B in 2018. vi In addition, the global digital marketing budgets are expected to grow at a CAGR of 14% over 2012-2016 to reach $160B in 2016. Furthermore, a report by Generator Research projects the total number of social networking users to rise by 38% from 1.8B in 2013 to 2.5B by 2017 globally. vii The use of multiple platforms for marketing and advertising would assume primary importance for all marketers in the future on the back of rapid expansion of big data, broadening reach of the Internet, growth in the usage of smartphones, and gradual migration of companies toward digital platforms and real-time marketing.

Key risks: Key risks for the Company will be safeguard of private and sensitive data, growth in paperless billing and payment by banks, integration risks related to its recent acquisitions, high client concentration, and economic slowdown.

Communisis plc – Arrowhead BID Due Diligence and Valuation Report
3

LSE: CMS

See important disclosures on page 33 of this report

2. Business Overview

Headquartered in London, UK, Communisis is one of Europe’s leading providers of customer communication for major brands. It is listed on the London Stock Exchange with the ticker ‘CMS’. The Company has divided its services into segments, namely Design, Produce, and Deploy, to have a clear and logical process flow across the three segments. The way segments are divided demonstrates how content, the ultimate source of value, is first created (in Design) and then produced and distributed on a targeted basis either through specialist manufacturing (Produce) or through managed services in the third-party supply chain (Deploy). Communisis through its services and solutions helps their clients communicate with their customers in a more efficient, timely, and profitable way, both online and offline. The Company’s clients include all major UK banks, major telecoms and media groups, global consumer goods distributors, high street retailers and supermarkets. This strong client base has helped the Company earn a reputation of excellence and innovation in delivering personalized customer communication accurately, securely, reliably, and at a scale. Through its various offerings and consistent innovation, the Company continuously strives to partner their clients through every stage of personalized communication for their customers.

As on March 2014, the Company operated from six principal locations in the UK, one in India, and from 18 satellite offices or client sites in both the UK and Europe. The operational footprint of the Company has extended following the recent contract wins with LBG for inbound imaging and mail processing services. Following the expansion, the Company employs around 2,300 people.

In addition to providing its traditional services of print and direct mailing, Communisis has consistently innovated its business and services portfolio to remain competitive and efficient in line with ever-evolving technology. Currently, the services provided by the Company are focused on the integrated design, production, and deployment of personalized customer communications. These communications are typically of a marketing, regulatory or transactional nature and can be distributed either in paper or in digital formats, through e-mail, text message, mobile content, and social media.

Design Segment - Provides brand communication strategy and implementation, content management and insight and measurement services that cover creative, data analytics, and digital marketing activities. Due to the shift in the consumer preference toward digital platforms, the Company plans to pursue an inorganic growth strategy to develop the Design segment. Therefore, the Company has acquired a few firms in recent times, with the latest acquisition of ‘Life Marketing Consultancy Limited’ (A research and insight-led shopper marketing agency). Produce Segment – The Company offers specialist, high volume, and predominantly personalized printing of transactional and direct mail, shareholder mailings such as Annual General Meeting notices and dividend cheque, invoices, statements, and cheque books.



Deploy Segment – This Segment mainly handles management of third-party supply chains along with the fulfillment and distribution of marketing collaterals. Pass through Segment - Pass through revenue are basically pre-agreed or contracted revenue representing charges for print, postal and other marketing material, which are passed onto clients at cost as part of a wider service. So, the Company doesn’t make any profit from this segment.

The Company offers the above-mentioned range of services that can be delivered either individually or in combination to make its clients’ communications with their customers more targeted and efficient. Many of these services are business-critical and of operational necessity for clients, thus providing a degree of stability and predictability in revenue streams irrespective of macro-economic and other market conditions. Also, the Company’s commitment to marketleading technology is a source of competitive advantage, mainly its deployment of HP - T series high-speed digital platforms.

The Company aspires to become a market leader and preferred partner in providing personalized customer communication services in the UK and internationally. The key financial targets for the medium term are to deliver a double-digit margin on sales (excluding pass through) and to derive more than 20% of total revenue from overseas sources, while continuing to develop its UK business.

In March 2013, Communisis raised £20MM via share issue, which was substantially oversubscribed. The principal purpose of the fund-raising activity was to support the next phase of profitable growth by making investments in new contracts and seizing inorganic growth opportunities. As on December 31, 2014, the gross debt and cash & cash equivalents for the Company were £60.4MM and £24.5MM, respectively. The Company follows a progressive dividend policy and thus, declared a full-year dividend of 2.0 pence per share in FY2014 (11% growth Y-o-Y).

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  • Petroleum Fund Annual Report 1998 Bankplassen 2 P

    Petroleum Fund Annual Report 1998 Bankplassen 2 P

    Norges Bank Forvaltning av Statens petr The Norwegian Government Petroleum Fund Annual Report 1998 Bankplassen 2 P. O. Box 1179, Sentrum, 0107 Oslo, Norway Tlf.: +47 22 31 60 00 Fax: +47 22 31 66 61 www.norges-bank.no ISSN 1501-2794 oleumsfond 1998 NORGES BANK INVESTMENT MANAGEMENT ANNUAL REPORT 1998 3 Table of contents The Government Petroleum Fund 4 Introduction by the Governor of Norges Bank 5 Key figures for management 1996-1998 6 Report 1.Mandate for management 8 2.Organisation of management in Norges Bank 10 3.Fund management in 1998 11 4.The return on the Fund 13 5.Market risk 19 6.Compliance with the regulations 19 7.Control of management 20 8.Management costs 21 9.Reporting of accounts 22 Auditor’s report 24 Feature articles 1: Market developments in 1998 – long-term perspective Equity and capital markets in 1998 26 Fluctuations in equity and capital markets since 1978 28 2: The composition of the Government Petroleum Fund’s portfolio The benchmark portfolio 32 The basis for recommendations concerning equity investments 34 Will equities provide a higher return than bonds? 34 Increase in the equity portion of the Petroleum Fund 36 The portfolio composition of other large international funds 38 3: Equity investments and choice of external equity managers First half of 1998: gradual entry into the equity market through index managers 40 Second half of 1998: selection of managers for active equity mandates 41 4: Risk management for the Petroleum Fund Information flows 44 Market risk 47 Credit risk 47 Other risk types associated with management 48 Documentation section Mandate for management: 52 Benchmark portfolio 58 Organisation chart for Norges Bank and Norges Bank Investment Management 60 Overview of the Fund’s assets Holdings of equities at 31 December 1998 61 Bonds and money market investments at 31 December 1998 77 The Government Petroleum Fund The Norwegian Storting adopted the Act relating to the Government Petroleum Fund in 1990.
  • Family Expenditure Survey 1999-2000

    Family Expenditure Survey 1999-2000

    Social Survey Division Family Expenditure Survey 1999-2000 DIARY QUESTIONNAIRE Coding and Editing Notes and Instructions to Interviewers Family Expenditure Survey 1999-2000 : DIARY Contents Colour Diary Guide light green Diary Questionnaire light green Interviewers instructions white Keying and editing instructions yellow Youth Diary Instructions light blue Date Produced : 19 November 1999 Contents 1999-2000 : DIARY FAMILY EXPENDITURE SURVEY THANK YOU FOR TAKING PART - THESE NOTES ARE A GUIDE TO HELP YOU WITH YOUR DIARY KEEPING UNTIL OUR INTERVIEWER CALLS AGAIN Family Expenditure Survey 1999-2000 : DIARY HOW TO COMPLETE YOUR DIARY Thank you for agreeing to take part in the Family Expenditure Survey. The information you give us in your diary is used when the Retail Prices Index is being calculated. We need to know the different patterns of spending in each household in order to monitor what effect changes in the cost of living has on different types of households. It is therefore very important that you provide details of every item you buy during the two week diary keeping period. Write down everything you personally pay for during the fourteen days by: Þ CASH Þ CHEQUE Þ POSTAL ORDER Þ CREDIT CARD Þ SHOP OR STORE CARD Þ DEBIT CARD Þ VOUCHER If you ask someone else to buy things for you but you pay for them, include these purchases in your diary. REMEMBER TO: Make your entries as soon as possible after you get home to make sure you do not forget anything. Enter each item, however small, on a separate line. After each item enter the amount you spent on it.