An Introduction to Platinum Equity April 2018
Copyright © 2018 Platinum Equity, LLC. All Rights Reserved. “Mergers. Acquisitions. Operations.” is a service mark and “M&A&O” and “Platinum Equity” are registered service marks of Platinum Equity, LLC. Other trademarks and service marks belonging to affiliates of Platinum Equity and appearing herein are the property of such affiliates. It is not Platinum Equity’s intention to claim as its own any third-party trademark or service mark that may appear in this material. Platinum Equity at a Glance
$13B 200+ $23B+ Assets Under Management Acquisitions Since 1995 Portfolio Company Revenue
Overview Fund History • Founded in 1995 by Tom Gores, an entrepreneur and Pre-Fund (1995–2004) business operator $500M • Headquartered in Los Angeles with offices in Boston, Fund I (2004 Vintage) Greenwich, New York, London, and Singapore $700M • Highly differentiated investment approach: M&A&O® Fund II (2007 Vintage) – Fully integrated, operations intensive, execution focused $2.75B – Large team of in-house operations specialists Fund III (2012 Vintage) • Experienced and stable leadership team $3.75B • Excellent track record and cycle-tested over more than 20 years Fund IV (2016 Vintage) $6.5B
Portfolio company revenue as of December 31, 2017. Pre-fund cash invested and Platinum Equity Capital Partners Fund I, II, III, and IV total capital commitments.
2 Broad Expertise and Global Reach
Industry Agnostic Approach 30+ Portfolio Companies with 100K+ Employees Across 7 Continents
Consumer / Retail
Finance
Healthcare 16k+ 50k+ 36k+
Industrials 800+
4k+ 3k+ Media &Telecom
Natural Resources ~450
Reflects portfolio company headcount by continent as of December 2017. Excludes Ryerson and Key Energy. Technology
3 Investment Criteria
A Flexible Investment Style
Enterprise Historical Equity Capacity to Write Value Deployments Equity Checks Up to
$100M–$5B+ $0–$1.2B $2B
Businesses with Experts in Complex Transactions Operational Opportunities
Corporate Divestitures • Ability to drive operational improvements • Long-term customers and stable revenue Public-to-Private • Business models with significant variable Private Transactions cost structure • Well-positioned in mature markets Special Situations • Can grow through acquisitions or investment • Positive or negative EBITDA
4 Core Competency
Acquiring Non-Core Divisions of the World’s Largest Corporations
Acquired 65% of Caterpillar Logistics Acquired national ingredient Acquired the Network Power business Acquired 70% of Sensis, a leading Services, a non-core asset from distributor JM Swank as ConAgra from Emerson, rebranded as Vertiv. print and online directory provider in Caterpillar, which retained a 35% looked to re-focus the company’s Emerson retained a minority interest Australia, from Telstra, which retained stake. Rebranded as Neovia strategy. in the business. a 30% stake. Logistics. The “O” The “O” The “O” The “O” • Build on portfolio of product and • Transition to a stand-alone • Maintained strong relationship with • Grow customer base and enhance service offerings for power, thermal enterprise Caterpillar that also continued as a route density and IT management capabilities customer • Execute on management’s plan to • Partner with management team to • Rationalize complex systems re-design business processes and • Revamped and invested in once- improve operations landscape inherited through increase operating efficiency dormant sales force multiple acquisitions • Seek opportunities to grow the • Renew focus on the core • Acquired complementary business business through add-on • Emphasize growth, speed, agility, directories business including SEM MIQ Contract Logistics acquisitions and profitability and TrueLocal
Status Status Status Status Divested: Sold February 2015 Current: Acquired July 2016 Current: Acquired November 2016 Current: Acquired February 2014
5 Creating Value Across Transaction Types
Non-Core Divestitures/Complex Carve-Outs
Rebranded as Exterion Rebranded as Vertiv. Rebranded as Neovia Distributor of construction Media. European out- Provider of mission-critical Logistics. Global integrated fasteners and non-lumber of-home media infrastructure technologies logistics services provider building products in North company America
Public-to-Private
Marine transport Equipment rental for U.S.-focused IT Metals processing services and barge electronic test and solutions provider and distribution manufacturing measurement equipment
Traditional Private Equity
Mission-critical A global leader in air Portable sanitation and Rigid metal and plastic services for U.S. cargo handling and airline related site service container manufacturing government ramp and passenger solutions customers services
Distressed Businesses/ Industries in Transition
Rebranded as AEES. Provider of wire harness Australian print and Provider of wind turbine Local daily newspaper and electrical distribution online directories parts and services business products to automotive business OEMs and suppliers
Special Situations
Equipment rental services Rebranded as provider in the U.S. HydroChem. Provider Global manufacturer of A market-leading North primarily serving of industrial services capacitors used in a American oilfield services commercial contractors to the oil, gas and broad range of electronics provider energy industries
6 The Platinum Difference: M&A&O®
At Platinum, the “O” is fully integrated into everything we do.
People Process Results
It starts with our people – Integration at the root level Well-informed, seamless real operators • In-house operations specialists dig in transactions • Our operators are in-house. They from the very beginning • Ability to close with speed and certainty come from industry • Unique expertise drives thoughtful • Understand business operations better • They know how to drive change from diligence and tailored solutions in the ground up often complex situations • Find value and opportunities where others do not • Hands-on expertise across many • Transition planning starts early, functional areas: ensuring seamless carve-outs
‒ Manufacturing • M&A stays engaged post-close to M&A Execution ‒ IT build enterprise value Portfolio Operations & ‒ Distribution Operational toolkit Transitions Operations ‒ Supply Chain • Enhancing Revenue Growth Company ‒ Procurement Management • Margin Expansion ‒ Real Estate ‒ HR & Benefits • Production Rationalization Unique ability to unlock value ‒ Treasury & Cash Management • Pricing Strategy • Apply disciplined operational ‒ Sales & Marketing • CapEx investments to take improvements to build enterprise value ‒ Corporate Communications advantage of strategic opportunities • Collaborate with management to ‒ Legal • Cost Reduction empower them to drive change ‒ Tax • Restructuring • Invest in systems for long-term growth ‒ Accounting
7 Evolution of the “O” Playbook
Pre-Fund / Fund I Fund I / Fund II Fund II / Fund III Fund III / Fund IV
Operations 4.0 Digital Transformation
Operations 3.0 Growth, Pricing and Margin Expansion
Operations 2.0 Operational Excellence and Merger Integration
Operations 1.0 Culture, Intensity, Cost, and Balance Sheet
8 Transacting with Industry Leaders
9 33 Deals in 12 Months
7 Platform Acquisitions 6 Divestitures
Husky Injection Molding Pattonair Keen Transport Aquilex (HydroChem) Systems October 2017 December 2017 October 2017 March 2018 United Site Services WS Packaging Group August 2017 ASCO (from Vertiv) KEMET February 2018 October 2017 September 2017 American Traffic Securus Solutions November 2017 May 2017 NILCO Quark Staples ANZ (Winc) October 2017 June 2017 April 2017
20 Add-JobViewOn Acquisitions
Highway Toll Administration (ATS) GeoStructures (Terratest) Lam Site Services (USS) Williams Sanitary (USS) March 2018 January 2018 December 2017 October 2017
Lentz Milling Company (JM Swank) Government Payment Services TDSL (PAE) Crew2 (ILG) February 2018 (Securus) November 2017 September 2017 December 2017 OfficeMax AUS (Winc/Staples ANZ) Energy Labs (Vertiv) Tidy Coast (USS) NCC (TSI) February 2018 December 2017 November 2017 August 2017
Macfadden & Associates (PAE) A Company (USS) Fischer Tech (Pearl Engineered Capital Rentals, Inc. (BlueLine Rental) February 2018 December 2017 Solutions) July 2017 November 2017 Geist (Vertiv) Jobview (Securus) FarWest Sanitation & Storage FCi Federal (PAE) February 2018 December 2017 (USS) June 2017 October 2017 Reflects deals done April 2017–March 2018 Select Activity Highlights
Select Acquisitions Select Divestitures
$460M Revenue Sold to Schneider Electric Industrial Services for $1.25B Private Transaction Divestiture from Vertiv August 2017 Industrial Technology October 2017
$4B Purchase Price Sold to U.S. LUMBER GROUP Industrial Technology Building Products Divestiture from Emerson October 2017 November 2016
Sold Mactac Europe to Avery $382M Purchase Price Dennison for €200M Equipment Rental Packaging Public-to-Private August 2016 August 2016 Sold Mactac NA to LINTEC Packaging December 2016
$477M Revenue Sold to Stone Canyon Food Distribution Industries for $2.4B Divestiture from ConAgra Packaging July 2016 August 2016
11 Our Current Portfolio Current Portfolio
Company Overview Description
Transaction Type: Public-to-Private Transports dry and liquid cargo by barge on the U.S. inland waterways, and provides shipbuilding and repair services. Revenue: $991 Million Acquired AEP River Operations in November 2015. Industry: Transportation & Logistics Acquisition Date: December 2010
Transaction Type: Private Transaction Acquired from founders and private equity owners. Transportation solutions company that provides road safety Revenue: $340 Million cameras, processing of traffic violations, and management and Industry: Business Services processing of tolls and fleets in the U.S. Acquired Highway Toll Acquisition Date: May 2017 Administration in March 2018.
Transaction Type: Divestiture from Emerson Embedded Computing division develops embedded computer systems for OEMs and systems integrators. Embedded Power Revenue: $1.0 Billion division designs and manufactures power conversion products. Industry: Technology Acquisition Date: November 2013
Transaction Type: Divestiture from Volvo Provider of small- to medium-sized construction rental equipment with a network of 130+ rental stores across North Revenue: $735 Million America. Industry: Equipment Rental Acquisition Date: January 2014
Transaction Type: Divestiture from Broadway Industrial Group Acquired the Broadway Foam Plastics Solutions business, along with Compart Flow Control Devices. Broadway is a Revenue: $189 Million supplier of protective packaging solutions, insulation and Industry: Manufacturing component products. Compart is a supplier of high-precision, Acquisition Date: December 2016 machined, metal components including valves, fittings, sensors, and related components.
13 Current Portfolio (Cont’d)
Company Overview Description
Transaction Type: Divestiture from United Technologies Provider of wind turbine components and services. Total installed base of over 700 Clipper turbines at customer sites in Revenue: $28 Million the U.S. and Mexico. Industry: Natural Resources Acquisition Date: August 2012
Transaction Type: Divestiture from Multiple Sellers Processes freight bills, mines data, and consults on logistics of the global freight market. Revenue: $19 Million Industry: IT Services Acquisition Date: October 2001
Transaction Type: Private Transaction Acquired from private sellers, including the two founders. Value-added reseller of storage, backup, recovery, and cloud Revenue: $242 Million architecture systems. Industry: IT Services Acquisition Date: May 2016
Transaction Type: Divestiture from WorldCom Provides billing and back-office outsourcing services to telecommunications carriers, resellers, agents, and service Revenue: N/A providers. Industry: Telecom Acquisition Date: March 1997
Transaction Type: Public-to-Private Equipment rental company providing electronic test and measurement equipment to customers in the U.S., Europe Revenue: $305 Million and Asia. Industry: Equipment Rental Acquisition Date: August 2016
14 Current Portfolio (Cont’d)
Company Overview Description
Transaction Type: Divestiture from Royal Ten Cate Manufacturer of paper transport, fusing and image transfer rollers as well as insulation used in thermal and acoustic Revenue: $75 Million capacities and gaskets for use in cash handling and automotive Industry: Diversified Industrials applications. Acquisition Date: March 2015
Transaction Type: Divestiture from CBS Corporation A leading outdoor media company, among the largest out-of- home media and billboard businesses in Europe. Revenue: $483 Million Industry: Media Acquisition Date: September 2013
Transaction Type: Private Transaction Acquired from affiliates of the company’s founders. Supplier and installer of pre-cast concrete walls, primarily for the Revenue: $314 Million construction of distribution centers, data centers and retail Industry: Building Products & Services stores. Fabcon offers in-house design, engineering, production, Acquisition Date: September 2016 installation, and finishing capabilities.
Transaction Type: Multiple The Hotel Portfolio comprises 12 hotel and hospitality businesses operating in various locations across the U.S. Revenue: $147 Million Hotel Portfolio Industry: Hospitality Acquisition Date: Multiple Acquisitions
Transaction Type: Private Transaction Global supplier of injection molding equipment and services to the plastics industry, and a leading provider of PET systems, Revenue: $1.2 Billion aftermarket tooling, medical molds, and specialty closure Industry: Diversified Industrials molds. Acquisition Date: March 2018
15 Current Portfolio (Cont’d)
Company Overview Description
Transaction Type: Private Transaction Acquired from a private equity seller. Provider of outsourced design center and installation services to homebuilders for Revenue: $664 Million new-build housing construction as well as repair and remodel Industry: Building Products & Construction services to multi-family property owners. Acquisition Date: March 2017
Transaction Type: Public-to-Private Diversified manufacturer of textiles with operations in the U.S., Mexico and China. Revenue: $567 Million Industry: Diversified Industrials Acquisition Date: October 2016
Transaction Type: Divestiture from ConAgra Foods National, full-line food ingredient distributor, operating from 24 distribution locations across the U.S. Revenue: $448 Million Industry: Food & Beverage Acquisition Date: July 2016
Transaction Type: Distressed-for-Control North American market leader in the provision of rig-based well servicing, fishing and rental, fluid management, and coiled Revenue: N/A tubing services. Platinum acquired a controlling interest in Industry: Natural Resources December 2016, publicly traded on NYSE: KEG. Acquisition Date: December 2016
Transaction Type: Multiple (CD, Bankruptcy, Private) Manufactures and distributes metal powders and pastes used in industrial and commercial applications worldwide. Previously Revenue: $394 Million operated as SCM Metal Products, Ecka Granules, and Industry: Chemicals ACuPowder International. Rebranded as Kymera International. Acquisition Date: November 2008
16 Current Portfolio (Cont’d)
Company Overview Description
Transaction Type: Private Transaction Purchased from a private equity seller. Provider of integrated global operation and mission critical support services to U.S. Revenue: $2.4 Billion government agencies and international organizations. Industry: Aerospace, Defense & Government Services Acquisition Date: March 2016
Transaction Type: Private Transaction A leading global aerospace and defense supply chain service provider. Revenue: $476 Million Industry: Aerospace, Defense & Government Services Acquisition Date: October 2017
Transaction Type: Private Transaction Purchased as Ying Shing from the founder. Vertically integrated manufacturer of plastic injection molded and metal Revenue: $235 Million stamping components. Rebranded as Pearl Engineered Industry: Diversified Industrials Solutions. Pearl Engineered Solutions Acquisition Date: April 2015
Transaction Type: Divestiture from ITOCHU One of the largest 2-step distributors of construction fasteners in North America. One of the largest building products Revenue: $1.4 Billion distributors in North America. Proprietary "Grip-Rite" brand is Industry: Building Products #1 construction fastener brand in U.S. Acquisition Date: May 2015
Transaction Type: Public-to-Private Processes, fabricates and distributes metal sheet, coil, plate, and long products through service centers in North America Revenue: N/A and China. IPO’d in August 2014. Industry: Metals & Mining Acquisition Date: October 2007
17 Current Portfolio (Cont’d)
Company Overview Description
Transaction Type: Acquired Assets out of Bankruptcy Manufactures protective football, baseball and softball equipment for all levels and leagues, and provides aftermarket Revenue: $74 Million reconditioning services. Industry: Consumer Acquisition Date: December 2010
Transaction Type: Private Transaction Provider of technology and communications services to corrections and law enforcement industries. Revenue: $628 Million Industry: Business Services Acquisition Date: November 2017
Transaction Type: Divestiture from Telstra A leading print and online directory and digital advertising services provider to the Australian market. Revenue: $428 Million Industry: Media Acquisition Date: February 2014
Transaction Type: Debt Restructuring International ground engineering specialist services subcontractor providing foundation work, ground improvement Revenue: $176 Million and microtunnelling. Industry: Diversified Industrials Acquisition Date: October 2014
Transaction Type: Divestiture from Expert Global Solutions A leading provider of technology-enabled business process outsourcing (BPO) and accounts receivable management. Revenue: $224 Million Industry: Business Services Acquisition Date: October 2014
18 Current Portfolio (Cont’d)
Company Overview Description
Transaction Type: Private Transaction A leading provider of portable sanitation and related site service solutions in the United States. Revenue: $491 Million Industry: Industrial Services Acquisition Date: August 2017
Transaction Type: Divestiture from Cox Media Group One of the nation’s largest direct marketing service providers, reaching more than 100 million consumers through Valpak Revenue: $195 Million household mailers, plus Savings.com, an online provider of Industry: Media digital coupons and promotional codes. Acquisition Date: December 2016
Transaction Type: Divestiture from Emerson Provider of mission-critical infrastructure technologies for vital applications in data centers, communication networks, and Revenue: $3.9 Billion commercial and industrial environments. Divested the ASCO Industry: Industrial Technology business to Schneider Electric in October 2017. Acquisition Date: November 2016
Transaction Type: Private Transaction Purchased from a private equity seller. A global leader in air cargo handling and airline ramp and passenger (R&P) services Revenue: $1.3 Billion with a strong presence in Europe. Acquired Consolidated Industry: Aerospace, Defense & Government Services Aviation Services in February 2016. Acquisition Date: September 2015
Transaction Type: Divestiture from Staples, Inc. A leading B2B distributor of office products in Australia and New Zealand. Rebranded as Winc. Revenue: $598 Million Industry: Business Services Acquisition Date: April 2017
19 Current Portfolio (Cont’d)
Company Overview Description
Transaction Type: Private Transaction A leading provider of pressure-sensitive labels, as well as glue applied, sleeve (shrink) and in-mold labels to the food & Revenue: $434 Million beverage, consumer packaged goods, and pharmaceuticals Industry: Packaging industries. Acquisition Date: February 2018
20 World Headquarters 360 N. Crescent Drive Beverly Hills, CA 90210 +1 310.712.1850
www.platinumequity.com
Boston Greenwich New York London Singapore 3 Allied Drive, 1 Greenwich Office Park 52 Vanderbilt Avenue 40 Bruton Street 12 Marina View #21-05 Suite 109 N. Building, Floor 2 21st Floor London W1J 6QZ Asia Square Tower 2 Dedham, MA 02026 Greenwich, CT 06831 New York, NY 10017 United Kingdom Singapore 018961 +1 781.461.8888 +1 203.900.4052 +1 212.905.0010 +44 (0) 20.3535.0899 +65 (0) 6709.4090