Mergers & Acquisitions Quarterly Switzerland
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Mergers & Acquisitions Quarterly Switzerland Second Quarter 2013 July 2013 edition Contents 1. Introduction 2 2. Swiss M&A market Q2 2013 and outlook 2013 3 3. Private equity statistics: Germany,Switzerland and Austria 6 4. Industry overview ► Chemicals, Construction and Materials 7 ► Energy, Transportation and Utilities 9 ► Financial Services 11 ► Healthcare 13 ► Industrial Goods and Services 15 ► Media, Technology and Telecommunications 17 ► Retail and Consumer Products 19 5. Deal of the quarter 21 6. EY M&A credentials 22 7. EY selectionof M&A opportunities 23 8. EY M&A contacts in Switzerland 24 9. Event calendar 25 10. Subscription / Registration form 26 All rights reserved —EY 2013 Mergers & Acquisitions Quarterly Switzerland –Q2 2013 1 Introduction Dear reader, we are pleased to provide you with the latest edition of our M&A Quarterly Switzerland. This booklet gives you a general overview of the Swiss M&A and European Private Equity market activity in the second quarter of 2013, as well as an outlook for the remainder of 2013. The Swiss M&A market was characterized by a record low disclosed deal value since 2008 and a corresponding low average deal size in the second quarter of 2013. Nevertheless, with respect to the number of announced transactions, a recovery was observed with slightly more transactions in Q2 2013, compared to the previous quarter. Looking forward, stronger economic fundamentals in connection with the availability of more acquisition opportunities and significant cash reserves might influence the M&A market positively for the remainder of 2013. However, with uncertainty remaining high due to the persisting Euro crisis, M&A activity might still remain subdued. The next edition of Mergers & Acquisitions Quarterly Switzerland will be available in October 2013. For more information or to download this publication, visit us online at: www.ey.com/CH/de/Services/Transactions/Lead-Advisory Sincerely, Your Swiss EY M&A Team All rights reserved —EY 2013 Mergers& Acquisitions QuarterlySwitzerland–Q2 2013 2 Swiss M&A market Q2 2013 and outlook 2013 M&A Market Q2 2013 Number of announced deals and transaction volumes with target, buyer or seller in Switzerland ► Total disclosed deal volume for the Swiss M&A market amounted to CHF 4.1b in Q2 2013; this is the lowest value since the launch of this brochure in 2008 and reflects a decline of 83% and 14% compared to 30 300 Q2 2012 and Q1 2013, respectively. 25 250 ► This development is mainly caused by a lack of large deals; with only 15% of the announced transactions b in Q2 2013 above CHF 250m, compared to 22% on average over the last twelve months. The largest F 20 200 s H l transaction in Q2 2013 was the acquisition of US-based Power-One Inc. by Swiss-based ABB Ltd. with a C a e n i 15 150 d f deal size of ca. CHF 0.9b. e o m . u o l 10 100 N o ► In total, 139 deals were announced in Q2 2013, representing a slight increase of seven deals to the v l a previous quarter and a year-on-year drop of two deals. This is in-line with the overall trend over the last e 5 50 D five quarters, where the number of deals hovered around 150 deals per quarter. 0 0 Q2 12 Q3 12 Q4 12 Q1 13 Q2 13 The five largest transactions in 2013 Deal Volume RankAnnouncement date Target Acquirer Seller (in CHF m) Volume No. of deals 1 14-Jan-2013 Harry Winston, Inc. Swatch Group AG Harry Winston Diamond 917 Corporation 2 22-Apr-2013 Power-One Inc. ABB Ltd. Silver Lake; Security 896 Investors; Stephens Capital 3 04-Feb-2013 AusfuelPty. Ltd. Puma Energy International B.V. Archer Capital Pty Ltd. 591 Relative stock performance of selected industries ZKB; Helvetia; Swiss Re Ltd.; 4 11-Jun-2013 TertianumAG Swiss Prime Site AG 495 over the past 12 months MarazziFamily UBS Global Asset Management 50% 5 15-May-2013 LonrhoPlc BIH SA 393 (UK) Ltd. andothers 40% SMI ► After two consecutive quarters of positive performance, the Swiss Market Index (SMI) decreased by 30% approx. 2% in Q2 2013. 20% 10% ► Among others, decreasing stock prices were attributable to announcements of US FED president Ben Bernanke in May and June, that the current expansionary monetary policy might come to an end. 0% Financial Healthcare Chemicals, Industrial Media, Retail & Energy, Services Construction Goods & Technology & Consumer Transportation & & Materials Services Telecom Products Utilities ► Despite the slight loss in the current period, the SMI gained 28% over the last twelve months, thus gaining 3 percentage points in comparison to its twelve-months performance at the end of Q1 2013. ► Unlike the previous quarter, all equally-weighted sector indices performed positively over the last twelve months. Data as of 30 June 2013 Source: S&P Capital IQ, other external All rights reserved —EY 2013 Mergers & Acquisitions Quarterly Switzerland –Q2 2013 data providers and EY Research 3 Swiss M&A market Q2 2013 and outlook 2013 Transactions by industry Number of Swiss M&A transactions by industry in Q2 2013 (in %) ► In Q2 2013, Industrial Goods and Services accounted for 25 % of all announced deals and thus, was the most active industry sector, followed by Media, Technology and Telecommunications with a stake of 23%. *Arrows indicate change from previous quarter ▼ ► The largest disclosed deal within Industrial Goods and Services was ABB’s acquisition of Power-One Inc. ▼ 7% ► The largest transaction in Media, Technology and Telecommunication features the acquisition of CSS 6% ▲ ▼ 25% 7% Corporation by private equity firm Partners Group Holding AG as part of a management buyout for CHF 266m. ▲ 8% ► Industrial Goods and Services and Media, Technology and Telecommunication experienced the most 12% significant increase in deal activity, compared to the previous quarter, with a gain of nine percentage ▼ 23% points. 12% ▲ ► The biggest decline of eight percentage points was recorded in Energy, Transportation and Utilities. ▼ Industrial Goods and Services Media, Technology and Telecommunications Retail and Consumer Products Chemicals, Construction and Materials Healthcare Financial Services Energy, Transportation and Utilities Other Industries Transactions by size Number of Swiss M&A transactions by deal size (in %) ► The share of mid and large transactions in overall deal count decreased significantly in the second quarter of 2013. 100% 15% 25% ► Disclosed mid-market transactions, ranging from CHF 50-250m, slightly decreased in comparison to Q1 80% 2013, whereas large-cap transactions experienced a significant share reduction from 25% to 15%. As a 33% 60% result, small transactions with a deal size below CHF 50m accounted for more than half of the 37% transactions in the second quarter of 2013. 40% 52% ► Deal size was disclosed in 24% of all transactions announced in the secondquarterof2013. 20% 38% 0% Q1 13 Q2 13 < CHF 50m CHF 50-250m > CHF 250m Data as of 30 June 2013 Source: S&P Capital IQ, other external All rights reserved —EY 2013 Mergers & Acquisitions Quarterly Switzerland –Q2 2013 data providers and EY Research 4 Swiss M&A market Q2 2013 and outlook 2013 Outlook 2013 Change in industry multiples from Q1 2013 to Q2 2013 ► In June 2013, the Swiss State Secretariat for Economic Affairs (SECO) updated its annual GDP-growth forecast for 2013 to 1.4%, an increase of 0.1 percentage points from its previous projection. The outlook Industry TEV/EBITDA (LTM) is underpinned by relatively robust domestic demand on one hand and subdued exports on the other hand. Chem. / Constr. / Mat. ▼ ► SECO’s projection of 2.1% growth for 2014 indicates a brighter outlook compared to 2013. This is mainly Eng. / Trans. / Utilities ▲ attributable to an increase in exports, subject to global economic activity recovering as expected. Although market tension in Europe eased recently, the debt crisis in the Eurozoneis still projected as the Healthcare ▲ largest economic risk for the Swiss market going forward. Industrial Goods ▼ ► The latest Global IPO update published by EY in June 2013 indicates an optimistic outlook on global IPO and M&A activity. Stronger investor confidence due to improved economic fundamentals is expected to Media / Tech. / Tel. ▲ stimulate deal activity in the second half of 2013. More mid-cap transactions are projected to be announced in Europe, according to the study. Retail / Consumer ▼ ► In summary, macroeconomic uncertainty with respect to the European economic crisis are expected to dampen Swiss M&A activity for the remainder of 2013. However, selected studies suggest that the P/E (LTM) German M&A market is expected to trend upward, which might also lead to increased deal activity in Switzerland. Another source of upward potential for the domestic M&A market is the availability of Financial Services ▼ selected acquisition opportunities across Southern Europe. Coupled with Swiss companies on the lookout and significant cash reserves, deal activity with Swiss participation may outperform expectations. EBITDA = Earnings Before Interest, Taxes, Depreciation andAmortization TEV = Total Enterprise Value LTM = Latest Twelve Months P/E = Price-to-Earnings Ratio Data as of 30 June 2013 Source: S&P Capital IQ, other external All rights reserved —EY 2013 Mergers& Acquisitions QuarterlySwitzerland–Q2 2013 data providers and EY Research 5 Private equity statistics: Germany, Switzerland and Austria Private equity Q2 2013 Number and volume of buy-outs and buy-ins completedwith targets based in GSA ► 19 private equity (PE) transactions were registered in Germany, Switzerland and Austria (GSA) in Q2 2013; this corresponds to an increase of three deals compared to the previous quarter and two more 4.5 35 deals in comparison to Q2 2012. 4.0 30 s n ► i In Q2 2013, total PE deal volume in GSA of about EUR 0.9b was low, resulting in a decrease of 55% with 3.5 - y b 25 u respect to Q1 2013.