Spring 2021 Aerospace / Defense & Government Technology Services
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Aerospace / Defense & Government Technology Services MarketView Spring 2021 Aerospace / Defense & Spring 2021 Government Technology Services Aerospace / Defense & Government Technology Services MarketView Spring 2021 KippsDeSanto’s 2020 – 1Q21 Transactions ▪ Despite the recent headwinds from the COVID-19 pandemic, KippsDeSanto continues to be one of the most active investment banking practices focused on our target markets, having closed 28(1) transactions in the past 15 months PENDING (1) Includes three transactions that have not been announced publicly 2 Aerospace / Defense & Government Technology Services MarketView Spring 2021 M&A Trends & Activity ▪ Deal activity continued its momentum from 4Q20, driven by priorities of the new administration, the need to modernize legacy systems, 60 enhance citizen engagement, and maintain readiness and defense posture related to national security ▪ These deal market drivers emboldened companies, especially private54 equity firms and blank-check acquisition firms (further detailed on page 5) during 1Q21 to pursue deals, particularly in the defense sector 50 3Q19 4Q19 1Q20 12 2Q20 3Q20 4Q20 1Q21 46 104 deals 99 deals 116 deals 55 deals 69 deals 113 deals 127 deals 40 39 38 60 37 36 36 34 54 19 9 32 14 50 49 31 6 12 12 29 9 47 30 28 28 17 28 11 6 26 43 24 40 39 38 24 16 6 12 37 36 9 36 10 20 14 21 35 15 5 9 12 32 14 10 13 9 10 10 30 6 14 20 12 29 9 11 12 30 28 17 6 28 6 26 15 15 11 10 8 24 14 24 8 12 9 13 5 28 5 21 15 12 10 10 10 13 6 11 522 20 9 4 16 19 9 6 10 12 10 7 10 10 7 18 18 10 8 14 13 17 5 16 28 16 5 4 5 12 4 11 13 13 11 11 10 11 11 7 10 11 10 9 2 10 18 16 16 17 4 7 6 13 117 13 5 11 11 12 11 2 4 5 10 5 11 7 0 6 4 5 5 5 5 0 Apr-19 May-19 Jun-19Jul-19 Aug-19Jul-19 Sep-19Aug-19Oct-19Sep-19Nov-19 Dec-19Oct-19 Jan-20Nov-19Feb-20Dec-19Mar-20 Apr-20Jan-20May-20Feb-20Jun-20Mar-20Jul-20 Aug-20Apr-20Sep-20May-20Oct-20 Jun-20Nov-20 Dec-20Jul-20Jan-21Aug-20Feb-21 Sep-20Mar-21 Oct-20 Nov-20 Dec-20 AerospaceAerospace DefenseDefense GovernmentGovernment Technology ServicesTechnology Services ▪ The Aerospace sector saw another strong quarter of M&A activity, continuing off of the 4Q20 momentum, indicating further optimism in the sector fueled by growth in air traffic levels as the U.S. continues a successful vaccine rollout ▪ Defense and Government Technology Services (“GTS”) M&A activity remains insulated from downward pressure affecting industries with more commercial exposure; buyer confidence remains strong and there was a record 93 deals announced for the quarter between the two sectors Source: S&P Capital IQ, DACIS, KippsDeSanto research 3 Aerospace / Defense & Government Technology Services MarketView Spring 2021 Highlighted 1Q21 Industry Transactions Announced January 2021 Announced January 2021 EV: $8,300M EV: $7,100M EV / Revenue: 4.36x EV / Revenue: 1.43x EV / EBITDA: 18.7x ( ) EV / EBITDA: 10.5x ▪ Peraton, a portfolio company of Veritas Capital has has agreed to acquire ▪ Teledyne Technologies (NYSE: TDY) has agreed to agreed to acquire Perspecta (NYSE: PRSP), further acquire FLIR Systems (NASDAQ: FLIR) has agreed to acquire bolstering its position as a leading GTS provider ▪ Both companies provide defense electronics for ▪ The acquisition bolsters Peraton’s current solutions commercial and federal customers set as a provider of highly-differentiated space, ▪ FLIR deepens Teledyne’s sensor technologies and intelligence, cyber, defense, homeland security, and imaging instrumentation capabilities communications Announced March 2021 EV: $6,800M Announced February 2021 EV: $2,300M EV / Revenue: 5.53x EV / Revenue: 4.50x EV / EBITDA: 67.5x EV / EBITDA: 20.4x ▪ II-VI (NASDAQ: IIVI) has agreed to acquire Coherent has agreed to acquire ▪ has agreed to acquire Tyler Technologies (NYSE: TYL) has agreed to acquire (NASDAQ: COHR), ending a bidding war between II-VI NIC Inc. (NASDAQ: EGOV), further strengthening and Lumentum (NASDAQ: LITE) Tyler’s ability to provide end-to-end solutions to ▪ The transaction is the latest in a wave of consolidation local, state, and federal governments in the optical components industry in recent years, ▪ The combined company expects to leverage Tyler following II-VI’s acquisition of Finisar and Lumentum’s Technologies' sales channels and client base to acquisition of Oclaro enhance NIC’s scale Announced March 2021 EV: $3,405M Announced February 2021 EV: $295M and EV / Revenue: 2.32x EV / Revenue: ND EV / EBITDA: 16.5x has agreed to acquire EV / EBITDA: ND ▪ Cubic Corp. (NYSE: CUB) has agreed to be acquired by ▪ The acquisition of Whitley, Bradley & Brown, Inc. have agreed to acquire Veritas Capital and Evergreen Coast Capital Corp., an (“WBB”) by Serco is expected to expand Serco’s affiliate of Elliott Investment Management ( ) position providing acquisition and program ▪ The announcement marks the end of a bidding war management services to the Department of Defense between the Veritas-led group and Singapore ▪ Additionally, the combination will bolster Serco’s key Technologies Engineering / Blackstone Tactical capabilities including advanced weapons acquisition, wargaming, and machine learning Note: ND = Not Disclosed Opportunities 4 Aerospace / Defense & Government Technology Services MarketView Spring 2021 A&D Special Purpose Acquisition Company (“SPAC”) Activity ▪ SPAC M&A activity has increased substantially during the past few years and has particularly picked up during the last six months, with over 10 aerospace and defense (“A&D”) companies going public via a SPAC in the last two quarters ▪ A&D companies have piqued the interest of SPACs because they are capital intensive and can therefore benefit from investments of large pools of capital during short time frames In Recent Years, SPACs Have Increasingly Accounted for a Notable 1Q21 SPAC Transactions Larger Share of All IPOs Date SPAC Target Target Description EV ($M) 90.0%90.0% 90.0%90.0% Provider of space infrastructure to include navigation sensors, solar Genesis Park Mar-21 Redwire Space arrays, deployable structures, in- $615M Acquisition Corp. space manufacturing, and robotic 80.0%80.0% 80.0%80.0% arms Provides a network traffic analysis platform and a collective defense 70.0%70.0% 70.0%70.0% LGL Systems Mar-21 IronNet Cybersecurity, Inc. solution that delivers machine-speed $927M Acquisition Corp. visibility of potential threat 60.0%60.0% 60.0%60.0% campaigns Provides space-based data and analytics through the collection of Mar-21 NavSight Holdings, Inc. Spire Global, Inc. $1,600M 50.0%50.0% 50.0%50.0% data from the constellation of more than 100 satellites c c 40.0% 40.0% Provides small launch and spacecraft 40.0% 40.0% Vector Acquisition Mar-21 Rocket Lab systems for government and $4,100M Corp. commercial customers 30.0%30.0% 30.0%30.0% Provides electric vertical takeoff and Reinvent Technology landing (“eVTOL”) aircraft for air Feb-21 Joby Aviation $6,600M 20.0%20.0% 20.0%20.0% Partners transportation and taxi services sectors Provides real-time geospatial 10.0%10.0% 10.0%10.0% Osprey Technology intelligence, imagery, and data Feb-21 BlackSky Holdings, Inc. $1,100M Acquisition Corp. analytics, leveraging small satellite constellations 0.0%0.0% 0.0%0.0% Atlas Crest Investment Provides eVTOL aircraft for use in Feb-21 Archer Aviation Inc. $3,800M Corp. urban air mobility Provides aviation membership Aspirational Consumer Wheels Up Partners programs, on-demand private flights, Feb-21 $2,100M SPACSPAC Count Count as aas % a of% allof allIPOs IPOs SPACSPAC Value Value as aas % a of% allof allIPOs IPOs Lifestyle Corp. Holdings LLC aircraft management, whole aircraft sales, and corporate solutions Source: Dealogic 5 Aerospace / Defense & Government Technology Services MarketView Spring 2021 EV / NTM EBITDA Public Market Valuation Trends ▪ Aerospace public multiples were boosted in 1Q21 by the continued market rebound, while low NTM EBITDA metrics across the board contributed to a higher median multiple. Defense also saw an uptick, while GTS multiples remained largely in line with the past quarter 50.4x 3Q20 4Q20 1Q21 50.0x 47.7x 41.1x 40.0x Median: Median: Median: 40.0x 33.8x 33.8x 12.5x 17.2x 19.1x 31.7x 29.1x 28.8x 30.0x 28.2x 22.9x 24.7x 23.5x 19.4x 20.8x 20.0x 16.4x 16.5x 17.4x 19.3x 17.9x 14.7x 13.2x 13.8x 12.1x 12.0x 12.8x 11.2x 12.6x 8.6x 13.2x 13.3x 12.0x Aerospace 10.5x 10.7x 11.4x 8.7x 10.0x 0.0x 25.0x 3Q20 4Q20 1Q21 20.0x Median: Median: Median: 10.7x 10.9x 12.5x 14.5x 14.7x 15.0x 13.5x 12.8x 12.4x 11.8x 12.2x 11.1x 10.7x 11.2x 11.4x 10.0x 10.3x 10.4x 10.7x 10.0x 7.3x 7.1x 7.5x Defense 5.0x 0.0x 20.0x 3Q20 4Q20 1Q21 16.2x Median: Median: Median: 16.0x 15.4x 14.8x 14.6x 15.0x 13.9x 13.8x 11.1x 12.3x 12.3x 12.9x 12.9x 13.4x 13.4x 12.9x 12.5x 12.4x 12.0x 12.2x 11.9x 11.1x 11.1x 10.8x 10.2x 9.9x 9.6x 8.7x 9.2x 8.7x 10.0x 8.4x 8.6x 8.0x 6.8x GTS 5.0x 0.0x Source: S&P Capital IQ = As of September 30, 2020 = As of December 31, 2020 = As of March 31, 2021 6 Aerospace / Defense & Government Technology Services MarketView Spring 2021 Equity Capital Markets Performance ▪ Equity markets continued their resurgence in 1Q21 due to positive momentum and growing optimism of the economic recovery, falling COVID- 19 case numbers, improvements in the vaccine rollout, a new $1.9 trillion fiscal package, and continued monetary policy support ▪ Stocks encountered volatility in the middle of the quarter due to spikes in bond yields; however, the Federal Reserve is not contemplating near- term tightening and interest rates remain historically low Indexed 1 Year Return Indexed 1Q21 Return 20.0% 01/27/21: 03/25/21: