Corporate Finance

Review of Irish trade sales, and acquisitions 2019

Prepared by Corporate Finance Contents

1. Introduction

2. Quarterly Commentary

3. Significant Transactions During 2019 – By Deal Value

4. Transaction Values

5. Sector Analysis

6. Type of Transactions

7. Outlook for 2020

Appendix 1: 2019 Transactions by Sector

Review of Irish trade sales, buyouts and acquisitions 1. Introduction Following a slow start to the year in terms of value, we saw almost €15bn in M&A activity in Ireland in the latter half of 2019, bringing the total disclosed deal value for the year to €17.2bn. This was a marked improvement on 2018, with an increase of over €7bn Year-on-Year (YoY). This is mainly influenced by gaming giant Flutter Entertainment’s acquisition of Stars Group, at a €9.5bn reported valuation. Excluding the top transactions in each year gives us a better understanding of progression in the Irish M&A market in 2019. Excluding the above transaction and Goshawk’s 2018 acquisition of Sky leasing for €2.4bn, disclosed deal value remained constant YoY, with an increase of a mere 1% over the period.

There were a total of 320 transactions announced in the 12 months to December 2019, aided by a record high of 98 transactions in Q4’19. This represents the highest quarterly number of recorded transactions since the beginning of the tracker for both the full year and the final quarter of 2019. It equates to an increase of 19% in 2019 when compared to the previous year and a 23% increase for the quarter when compared to Q4’18.

In a year in which there were a number of headwinds to M&A activity in the country, 2019 recorded noteworthy levels of activity and values across all sectors, particularly in the latter half. Brexit-related uncertainty continued to persist albeit perhaps less evident than in prior years, however cross border activity continued throughout the period. In total there were 31 transactions recorded involving a UK company acquiring an Irish company, with the opposite being the case in 33 transactions.

AnnualAnnual Value Value and and Volume Volume Trend Trend

35.0 350

30.0 €28.6bn 300

25.0 250 s €19.6bn l

20.0 200 a bn e € €17.2bn €16.2bn D 15.0 150 €11.4bn €10.0bn 10.0 100 €7.9bn €5.4bn 5.0 50

- - 2012 2013 2014 2015 2016 2017 2018 2019

Values Volumes

Quarterly Value and Volume Trend

12.0 €11.4bn 120 98 110 10.0 94 100 90 80 8.0 66 70

62 s l a bn

60 e

€ 6.0 €4.3bn D 50

4.0 40 30

2.0 €1.0bn 20 €0.6bn 10

- - Q1 2019 Q2 2019 Q3 2019 Q4 2019

Values Volumes Review of Irish trade sales, buyouts and acquisitions 2. Quarterly Commentary Q1’19 was a tempered beginning to the year, with a total of 62 transactions announced during the three month period, equating to a value of €559m, well down on Q4’18 which recorded 80 transactions with a disclosed value of €2.3bn. Notable deals during the quarter included the acquisition of a 51% stake in Adjarabet, a leading online Georgian gambling company, by Paddy Power Betfair (since renamed Flutter Entertainment) for a reported €115m and the acquisition of IFG plc by Epiris for a value of over €200m. In-market transactions accounted for c. 30% of the quarterly total, with financial buyers and investors also being relatively active during the quarter (10 transactions). The IT & Telecoms and sectors were the most active in the quarter, with a deal count of 16 and 9 respectively.

Q2’19 saw a 55% increase in volumes to reach a quarterly high of 94 transactions announced. Similarly, disclosed deal value increased significantly in Q2’19 to c. €1bn, bringing the total for H1’19 to €1.5bn. This was significantly behind H1’18, which recorded deal values totalling €2.6bn in the six months. CRH disposed of its Shutter & Awnings business to Stella Holdings for €300m, with other significant transactions including Grafton’s €131m acquisition of Netherland’s based Polvo B.V. and Mediahuis NV’s acquisition of INM plc for a reported €102m. Irish trade buyers dominated activity in the quarter, with foreign acquisition volume (Irish trade buyer acquiring a foreign business) more than doubling in the quarter (34 transactions). Meanwhile all-Irish trade acquisitions constituted 18 of the 94 deals. The Health & Pharmaceuticals sector recorded 15 transactions during the quarter, second only to the IT & Telecoms sector which ledAnnual the pack Value with 23 and announced Volume deals. Trend

Headline35.0 transactions were to the fore in Q3 with CRH’s disposal of its European distribution business to 350 Blackstone (€1.64bn) and Henderson Park’s take private of Green REIT (€1.55bn) being announced in the quarter, both 3of0.0 which represented 74% of total disclosed€ deal28.6bn value for the quarter. Irish companies continued to be 3active00 acquirers overseas in the period, with 17 foreign acquisitions following the 34 recorded in Q2. The IT & Telecoms sector25. 0was the top performer for the quarter, with 19 deals recorded. In total, the quarter recorded a deal count 250 of 66 deals, representing a disclosed deal value of €4.3bn. 19 of the 66 deals took place in the IT & Telecoms sector, s €19.6bn l

20.0 200 a withbn the Health & Pharmaceuticals sector being a distant second, announcing 8 transactions in the period. e € €17.2bn €16.2bn D Q4’1915. 0was defined by the very large announced , merger of the Stars Group by Flutter Entertainment 150 for a €11.4bn reported €9.5bn, which accounted for 84% of the quarter’s disclosed deal value and 55%€10.0bn of the total deal value for 10.0 100 the year. Q4’19 concluded the year with a very strong quarter,€ with7.9bn a deal count of 98 and deal value of €11.4bn. IT & Telecoms€5 .4bnwas again an active sector with 18 transactions, followed closely by Support Services with 17. There were 5a.0 total of 61 deals involving an Irish trade buyer, whether in-market or choosing to acquire abroad. Cross 50 border activity with the UK remained strong in the quarter. 26 deals were recorded with an Irish buyer of a UK - - based company2012 or vice versa.2013 This includes2014 any financial2015 buyer20 16activity between2017 the nations.2018 2019

A summary of deal values and volumes by quarterValues for 2019 is providedVolumes below:

Quarterly Value and Volume Trend Quarterly Value and Volume Trend

12.0 €11.4bn 120 98 110 10.0 94 100 90 80 8.0 66 70

62 s l a bn

60 e

€ 6.0 €4.3bn D 50

4.0 40 30

2.0 €1.0bn 20 €0.6bn 10

- - Q1 2019 Q2 2019 Q3 2019 Q4 2019

Values Volumes

Review of Irish trade sales, buyouts and acquisitions 3. Significant Transactions During 2019 – By Deal Value The ten most significant disclosed transactions during 2019 by deal value are listed in the table below.

Rank Acquiror Country Target Country €m Date 1 Flutter Entertainment Plc Ireland Stars Group Inc Canada 9,507.0 Oct-19 2 USA Europe Distribution Business of CRH plc Ireland 1,640.0 Jul-19 3 Henderson Park UK Green REIT plc Ireland 1,551.0 Aug-19 4 Stella Holding SAS France CRH - Shutters & Awnings Ireland 300.0 Apr-19 5 Aptiv Plc Ireland gabo Systemtechnik GmbH Germany 283.0 Oct-19 6 EML Australia Prepaid Financial Services Ireland 263.0 Nov-19 7 Avenue Capital Group USA Castlehaven Finance (25%) Ireland 250.0 Aug-19 8 Madison Dearborn Partners; HPS Investment Partners USA Arachas Corporate Brokers Limited Ireland 250.0 Dec-19 9 Cellnex Telecom Spain Cignal Ireland 210.0 Sep-19 10 Epiris LLP UK IFG Group Plc Ireland 208.0 Mar-19 Total 14,462.0

Flutter Entertainment took the number one spot with its aforementioned acquisition of, merger with Stars Group Inc. The all-share deal, valued at €9.5bn at the date of announcement, accounted for 55% of the total 2019 reported deal value. CRH features twice in the ten largest deals of the year, with its disposal of its Shutters & Awnings business to Stella Holding SAS in Q2’19, followed by the disposal of its European distribution business to the Blackstone Group in Q3’19. The 3 largest deals of the year amounted to c. 74% of the annual total, with the top 10 deals representing c. 84% of the annual total.

8 out of the top 10 transactions involved Irish businesses or divisions of Irish businesses as targets, with Irish companies taking the buyer role in the remaining two transactions. 4 transactions involved trade buyers, with the remaining 6 being buyouts or Private Equity backed buyers. Noteworthy transactions in the Financial Investor space include the aforementioned Blackstone acquisition in addition to ’s exit from Arachas Corporate Brokers for a reported €250m. The sale of the company to funds controlled and managed by US based Madison Dearborn partners and HPS Investment Partners realised a significant return for Sovereign Capital over a holding period of less than 3 years.

4 of the top 10 transactions took place in the Financial Services sector, with the Building, Construction & Property sector being on level par with the Industrial sector, both of which recorded 2 deals. The remaining deals reported took place across the Leisure &Travel and IT & Telecoms sectors.

4. Transaction Values As expected, transaction values were not disclosed for the majority of deals. c. 75% of all reported deals in 2019 were not disclosed. Of those which we have transaction value data for, deals under €20m were the most prevalent during the year, making up 13% of total deal volume. In excess of 80% of all deals with disclosed values were less than €100m in value. Deals above €500m accounted for c. 74% of deal value but less than 1% of overall deal volume.

2019 Transaction Sizes

> €500m 73.8% 0.9%

€251m - €500m 7.8% 0.9%

8.2% €101m - €250m 2.8% Value Volume €51m - €100m 4.8% 3.1%

€20m - €50m 3.4% 4.7%

< €20m 2.0% 13.1%

Non-Disclosed 74.4%

- 10.0% 20.0% 30.0% 40.0% 50.0% 60.0% 70.0% 80.0%

Review of Irish trade sales, buyouts and acquisitions 5. Sector Analysis From a value perspective, the Leisure & Travel sector was the top performer, with a disclosed value of c. €9.75bn during the period. The Flutter Entertainment acquisition of, merger with Canadian based Stars Group was the primary contributor to the total. The Industrial sector recorded a combined transaction value of c. €2.2bn, constituting 12.6% of the total annual value recorded. Notable transactions in the sector included Aptiv’s €283m acquisition of German micro duct system manufacturer gabo Systemtechnick and Kingspan’s €150m cross border acquisition of Group Bacacier. However it was CRH’s European Distribution business disposal that moved the dial for the sector, at a €1.6bn valuation.

Unsurprisingly, IT & Telecoms recorded the highest number of transactions during the year with 76 in total, accounting for 24% of total deal volume. This is up from 49 in the previous year, signifying the strength of the sector. 16 of the 76 transactions reported a value for the transaction, with 60 undisclosed transactions announced during the year. As such, the sector accounts for a mere 3.3% of total value. The largest disclosed transaction in the sector was Spanish wireless telecoms infrastructure operator Cellnex’s €210m purchase of Cignal from InfraVia.

The IT & Telecoms sector was followed by the Health & Pharmaceutical sector in terms of deal volume, with 38 transactions announced throughout the period. Historically an active sector in Ireland, in 2019 it constituted 11.9% of total volume but only 2.4% of value. It is important to note that deal value concentrations are heavily distorted by Flutter Entertainment’s acquisition of, merger with Stars Group Inc. Excluding this, IT & Telecoms reported 7.3% of transaction values while Health & Pharmaceuticals was responsible for 5.4% of the total tally for deal value.

The Financial Services sector recorded 33 transactions during the period, with a large proportion of activity centred on , Wealth Management and Payments companies, as consolidation trends continued in 2019. UK Broker Aston Lark made two Irish acquisitions as it sought to gain Irish market share, buying Robertson Low in quarter one and Wright Group Brokers in quarter four. Payments activity over the period included the sale of Payzone to the AIB & First Data JV as well as EML’s acquisition of e-money payments company Prepaid Financial Services for €263m. of China acquired, subject to various regulatory approvals, for a reported €150m.

2019 Activity by Sector Type

Professional & Technical 0.7% 7.2% Retail 1.9% 4.4% Industrial 12.6% 9.7% Building, Construction & Property 11.4% 3.4% Print & Paper 0.6% 2.2% Value Volume Support Services 0.4% 9.7% Financial Services 7.3% 10.3% Leisure & Travel 56.6% 4.7% Food/Food Services 1.9% 7.5% IT & Telecoms 3.3% 23.8% Health & Pharmaceutical 2.4% 11.9% Media & Publishing 0.9% 5.3% - 10% 20% 30% 40% 50% 60%

Review of Irish trade sales, buyouts and acquisitions 6. Type of Transactions In line with both 2017 and 2018, foreign acquisitions by Irish Companies were the most prevalent deal type in 2019, with 98 transactions recorded in the category amounting to a total value of €11.0bn. This equates to c. 31% of total deal volume in the year and c. 64% of the value recorded. Irish plcs played an active role acquiring abroad, with Accenture, Kerry Group, Kingspan, UDG Healthcare and Keyword Studios all contributing to the count. Accenture announced 23 transactions during the period, far surpassing its peers. The largest disclosed transactions in the category were the Flutter Entertainment acquisition of Stars Group, Aptiv plc’s acquisition of gabo Systemtechnik and Kingspan’s purchase of Groupe Bacacier. The story might have been very different had Kerry Group succeeded in the $26bn race for Dupont Nutrition, losing out to US rival International Flavors & Fragrances.

In-market activity was strong during the year too. A total of 79 in-market deals were announced in 2019, c. 25% of the total. This was an increase of 22% on the 2018 in-market deal count. Many of the transaction values were not disclosed, with the sector reporting a mere €231m in disclosed value, a small fraction of what we anticipate actual values to have been in the period. The period saw Zeus Packaging’s acquisition of Essential Supplies Ireland, Pallas Foods’ acquisition of Classic Drinks as well as the AIB & First Data joint venture acquisition of Payzone for €86m.

In total during 2019, there were 48 buyouts or financial buyer acquisitions / investments, representing €2.8bn of disclosed deal value. This shows a significant increase on the 25 deals and c. €570m reported in 2018. The largest transaction in this category was the acquisition of CRH’s European distribution business by US giant The Blackstone Group.

2019 Activity by Transaction Type

1.7% Foreign Sales 0.3%

64.2% Foreign Acquisitions 30.6%

5.9% Other 10.0%

0.5% USA 9.7%

9.9% UK Value Volume 9.7%

1.3% Irish Deals 24.7%

16.5% Buyouts 15.0%

- 10% 20% 30% 40% 50% 60% 70%

Review of Irish trade sales, buyouts and acquisitions 7. Outlook for 2020 As measured by deal count 2019 has been the strongest year to date since our quarterly survey commenced. Quarters 2 and 4 are the highest ever quarters by deal count. Furthermore, very sizable transactions such as the Flutter Entertainment acquisition of, merger with, Stars Group Inc took place during the year. This is one of the largest transactions ever involving an Irish company alongside the likes of CRH’s acquisition of certain Lafarge- Holcim assets in 2015 and Paddy Power’s acquisition of Betfair plc, also in 2015. Looking ahead into 2020 we would note that valuations have been strong and capital freely available for several years now and the Brexit process will need to be concluded in 2020 which, as with all things Brexit to date and similar type macro issues, there will be the typical period of uncertainty and impact thereof on deal activity in the run up to the final withdrawal negotiation. Hence, we would, not surprisingly, expect deal activity levels in 2020 to fall back on those of 2019.

Review of Irish trade sales, buyouts and acquisitions About and Key Contacts at Investec Corporate Finance Investec is the leading provider of independent corporate finance advisory services in Ireland. We have a highly experienced team of professionals working in our office. With a track record spanning some of Ireland’s highest profile deals, Investec Corporate Finance has become an advisor of choice within the Irish Market for leading companies, private equity funds and entrepreneurs.

Liam Booth Managing Director Tel: +353 (1) 421 0345 [email protected]

Jonathan Simmons Director Tel: +353 (1) 421 0351 [email protected]

Eoin Kennedy Director Tel: +353 (1) 421 0386 [email protected]

Shane Lawlor Director, Head of Corporate Broking Tel: +353 (1) 421 0347 [email protected]

Tommy Conway Director, Head of Equity Capital Markets Tel: +353 (1) 421 0358 [email protected]

Review of Irish trade sales, buyouts and acquisitions Appendix 1 2019 Transactions by Sector

Review of Irish trade sales, buyouts and acquisitions Appendix 1: 2019 Transactions by Sector (1/6)

Media and Publishing Acquiror Country Target Country €m Date

Q1 Radio Kerry Ireland Clare FM & Tipp FM Ireland 2.7 Jan-19 Gill Education Ireland The Collins Press Limited Ireland n.d. Feb-19 Keywords Studios Ireland GetSocial BV Netherlands n.d. Feb-19 Causeway Capital Partners Ireland Group GTI UK n.d. Mar-19 The Sunday Business Post Ireland iQuest Limited Ireland n.d. Mar-19

Q2 Keywords Studios Ireland Wizcorp Inc. Japan 1.0 Apr-19 Mediahuis NV Belgium Independent News & Media Ireland 101.8 Apr-19 Scopely, Inc. USA Digit Game Studios Ireland n.d. May-19 Toonz Animation India Telegael Media Group Ireland n.d. May-19 One Zero Sports Conference Ireland Irish Sponsorship Summit & Fan Engagement Conference Ireland n.d. Jun-19 Keywords Studios Ireland Descriptive Video Works Canada 2.2 Jun-19

Q3 Independent News & Media plc Ireland Inm Events DAC (49%) Ireland n.d. Jul-19 SKY Network Television Limited New Zealand RugbyPass Limited Ireland 36.1 Aug-19 Keywords Studios Ireland TV+SYNCHRON Berlin GmbH Germany 3.7 Sep-19

Q4 Post Publications Limited Ireland Irish Magazines of Irish Studio Media Publishing Ltd Ireland n.d. Nov-19 Clanwilliam Group Ireland Pulse IT Communications Australia n.d. Nov-19 Keywords Studios Ireland Ichi Holdings Limited UK 3.8 Dec-19

Total 151.2

Health and Pharmaceutical Acquiror Country Target Country €m Date

Q1 ICON plc Ireland MolecularMD USA n.d. Feb-19 CCI Private Equity USA Sports Surgery Clinic (38%) Ireland n.d. Mar-19

Q2 Northgate Public Services (UK) Limited UK Group - Eye Business UK & Ireland 17.0 Apr-19 Dental Care Ireland Ireland Abbeytrinity Dental Practice Ireland n.d. Apr-19 Jazz Pharmaceuticals Ireland Onera Health, Inc. Netherlands,USA 8.0 Apr-19 Brindley Healthcare Limited Ireland Maynooth Lodge Nursing Home Ireland 10.0 Apr-19 Brindley Healthcare Limited Ireland Millbrae Lodge Nursing Home Ireland 5.0 May-19 Galt Medical Corp. USA Arrotek Medical Ireland n.d. May-19 UDG Healthcare Ireland Incisive Health Ltd UK 9.0 May-19 UDG Healthcare Ireland Putnam Associates, LLC USA 54.0 May-19 ReproMed Ireland BabyScan Ltd Ireland n.d. May-19 ICON plc Ireland Medinova Lakeside Clinical Research UK n.d. May-19 Duke Street UK Athlone Pharmaceuticals Ireland n.d. Jun-19 Uniphar plc Ireland Durbin plc UK 26.0 Jun-19 Spectrum Plastics Group Ireland Earnán Biomedical Ireland n.d. Jun-19 Codex Beauty USA Bia Beauty Skincare Ireland n.d. Jun-19 Winston Capital Group Canada Lake Health (Ocean Healthcare) Ireland n.d. Jun-19

Q3 Bon Secours Mercy Health USA Bon Secours Health Systems Ireland n.d. Jul-19 Jazz Pharmaceuticals plc Ireland pan-RAF inhibitor programme UK 3.1 Jul-19 LloydsPharmacy Ireland Limited Ireland Median Healthcare Services Ireland n.d. Jul-19 Waterland Private Equity Investments BV Netherlands Silver Stream Healthcare Management Limited Ireland n.d. Jul-19 Jazz Pharmaceuticals plc Ireland Cavion USA 47.0 Aug-19 Connected Health Limited UK Home Care Plus Limited Ireland n.d. Aug-19 Lucid Group Communications Limited UK Healthcare 21 Group Ireland n.d. Sep-19 Merieux NutriSciences USA Advanced Laboratory Testing Limited Ireland n.d. Sep-19

Q4 MML Capital Partners UK RelateCare Ireland, USA 12.0 Oct-19 ICON plc Ireland Symphony Clinical Research USA 28.0 Oct-19 Medtronic plc Ireland AV-Medical Israel n.d. Oct-19 Graphic Controls Holdings Inc. USA Advant Medical Limited Ireland, Costa Rica n.d. Nov-19 Elsevier B.V. Netherlands 3D4Medical Technologies Limited Ireland 46.0 Nov-19 Uniphar plc Ireland M3 Medical Limited Ireland n.d. Nov-19 Uniphar plc Ireland EPS Group Sweden 40.0 Nov-19 Alkermes Inc. Ireland Rodin Therapeutics Inc USA 90.0 Nov-19 UDG Healthcare plc Ireland Canale Communications Inc. USA 18.0 Nov-19 Fiducia Healthcare Limited Ireland Sora Healthcare Limited / Caringangels Limited Ireland n.d. Nov-19 Arthopoda Limited Cyprus TLC Group Ireland n.d. Dec-19 Healthcare 21 Group Ireland Xograph Healthcare Limited UK n.d. Dec-19 Kando Medical Limited Ireland Fleetwood Healthcare Ireland n.d. Dec-19

Total 413.1

Review of Irish trade sales, buyouts and acquisitions Appendix 1: 2019 Transactions by Sector (2/6)

IT and Telecoms Acquiror Country Target Country €m Date

Q1 Taoglas Group Ireland ThinkWireless, Inc. USA n.d. Jan-19 Accenture Ireland Orbium n.d. Jan-19 Susquehanna Growth Equity USA Poppulo Ireland 30.0 Jan-19 Ideagen plc UK Scannell Solutions Ltd Ireland 4.5 Jan-19 ActionPoint Technology Ireland P2V Systems Ltd UK n.d. Jan-19 Tracsis plc UK Compass Informatics Ltd Ireland 6.3 Jan-19 AMCS Group Ireland Recy Systems AG Germany n.d. Jan-19 Paddy Power Betfair Ireland Adjarabet (51% Stake) Georgia 115.0 Feb-19 Secret Escapes Limited UK Empathy Marketing Limited Ireland n.d. Feb-19 Natero, Inc. United States CustomerLink Ireland n.d. Feb-19 Accenture Ireland ?What If! Holdings UK n.d. Mar-19 Accenture Ireland Hjaltelin Stahl K/S Denmark n.d. Mar-19 Accenture Ireland Enterprise System Partners Ireland n.d. Mar-19 Cognizant Technology United States Meritsoft Ireland n.d. Mar-19 Accenture Ireland Storm Digital Netherlands n.d. Mar-19 Magnet Networks Ireland IT Rollout Consultancy Ltd Ireland n.d. Mar-19

Q2 Broadway Technology, LLC USA Barracuda FX Ireland n.d. Apr-19 Rapid7, Inc. USA NetFort Technologies Ireland 10.0 Apr-19 Accenture Ireland Droga5 LLC USA n.d. Apr-19 Universe Group plc UK Celtech Software Group Ireland 6.0 Apr-19 Accenture Ireland Cirruseo France n.d. Apr-19 Accenture Ireland Shackleton Group Spain n.d. Apr-19 Integumen plc Ireland Rinocloud Limited Ireland 4.3 Apr-19 Vision Blue Ltd Ireland SamePage Group UK n.d. Apr-19 The Slovenian Automobile Association Slovenia Nervtech Ltd. Ireland n.d. Apr-19 Accenture Ireland Zielpuls GmbH Germany n.d. Apr-19 j2 Cloud Services Ireland StrongVPN, IPVanish & Encrypt.me USA n.d. Apr-19 Anglepoint Group, Inc. USA BlackRock Technologies Ireland n.d. Apr-19 DCC (Exertis) Ireland COMM-TEC GmbH Germany n.d. May-19 DCC (Exertis) Ireland Amacom Netherlands n.d. May-19 Radius Technologies Ireland Fortuity Ireland n.d. May-19 Accenture Ireland Bridge Energy Group USA n.d. Jun-19 Strencom AS Ireland Baker Security & Networks Ireland n.d. Jun-19 Accenture Ireland Deja Vu Security United States n.d. Jun-19 Great Point Partners USA SteriPack Ltd Ireland n.d. Jun-19 Cognizant Technology USA SteriPack Ltd Ireland n.d. Jun-19 PlanNet21 Communications Ireland Hutchinson Networks (Business & Assets) UK n.d. Jun-19 Accenture Ireland BCT Solutions Australia n.d. Jun-19 Centro HL Distribuzione Italy Rubelite Technologies Ireland n.d. Jun-19

Q3 Terra S.p.A. Italy Rubelite Technologies Limited Ireland 4.0 Jul-19 Pico Quantitative Trading LLC USA Corvil Limited Ireland n.d. Jul-19 Blancco Technology Group plc UK YouGetItBack Limited Ireland 5.3 Jul-19 Johnson Controls International Ireland Aspro Crest Limited UK n.d. Jul-19 Accenture Ireland Fairway Technologies, Inc. USA n.d. Aug-19 Accenture Ireland Parker Fitzgerald Limited UK n.d. Aug-19 Accenture Ireland Analytics 8 LP Australia 15.0 Aug-19 Accenture Ireland Insitum Consultoria Europa SL Mexico n.d. Aug-19 Hibernia Services Limited Ireland Sabeo Technologies (Enterprise Tech Division) Ireland n.d. Aug-19 Accenture Ireland Northstream AB Sweden n.d. Aug-19 Taoglas Limited Ireland Firmwave Limited Ireland n.d. Aug-19 OASIS Ireland Archive Document Data Storage UK n.d. Aug-19 Accenture Ireland Pragsis Technologies SL Spain n.d. Sep-19 Cellnex Telecom Spain Cignal Ireland 210.0 Sep-19 The Sage Group plc UK Ocrex Limited Ireland 55.0 Sep-19 TransPerfect Translations International USA MoGi Group Ireland n.d. Sep-19 MarketStar Corporation USA Product2Market Ireland n.d. Sep-19 Xenon Venture Equity USA Metricfire Limited Ireland n.d. Sep-19 Xpring USA Logos Network Ireland n.d. Sep-19

Q4 Westermo Teleindustri AB Sweden Virtual Access (Ireland) Limited Ireland 18.0 Oct-19 ZephyrTel Inc. USA Accuris Networks Ireland n.d. Oct-19 Advanced Manufacturing Control Systems Ireland Pieter-Bas Holding B.V. Netherlands n.d. Oct-19 ServiceMaster Global Holdings Inc. USA Pest Pulse Limited Ireland n.d. Oct-19 Accenture Ireland Happen Ltd UK n.d. Oct-19 Advanced Computer Software Group UK CareWorks Limited Ireland n.d. Nov-19 Sharp Group Fire and Security Services Limited Ireland Integrated Electronic Solutions and Security Ireland n.d. Nov-19 Macro Evolution Services Limited Ireland BConnected Limited Ireland n.d. Nov-19 Granite Digital Ireland Apps Made Easy Limited Ireland n.d. Nov-19 PageUp People Limited Australia Clinch Ireland n.d. Nov-19 Arkphire Group Ireland Trilogy Technologies Limited Ireland n.d. Dec-19 Playrix Entertainment Ireland Eipix Entertainment Serbia n.d. Dec-19 Accenture Ireland Clarity Solutions Group USA n.d. Dec-19 Open Orphan plc Ireland hVIVO Plc UK 18.2 Dec-19 Coolnagour Limited Ireland Mobile Knowledge Systems Inc. Ireland n.d. Dec-19 Keywords Studios plc UK Xcelerator Machine Translation Solutions Limited Ireland 7.1 Dec-19 Keywords Studios plc Ireland Syllabes Canada 0.3 Dec-19 Undisclosed - Artomatix Limited Ireland 54.0 Dec-19

Total 562.9

Review of Irish trade sales, buyouts and acquisitions Appendix 1: 2019 Transactions by Sector (3/6)

Food/Food Services Acquiror Country Target Country €m Date

Q1 Nolans Quality Seafood Ireland Carr & Son Seafood Ireland n.d. Jan-19 Clydaville Investments Ireland Sammy's Bar and Restaurant Ireland n.d. Jan-19 Pallas Foods Ltd. Ireland CLASSICdrinks Ltd. Ireland n.d. Jan-19 Domino's plc & Bronfman family USA & UK Shorecal Ltd (49% Stake) Ireland 41.0 Feb-19 Causeway Capital Partners Ireland Patisserie Valerie UK n.d. Feb-19 AarhusKarlshamn AB Sweden Barbarrie Duckling Ltd Ireland n.d. Feb-19 Blue Giant Consortium Ireland Green Isle Brands and Donegal Catch Ireland n.d. Mar-19 Fane Valley Co-Op UK Silver Hill Foods Ireland n.d. Mar-19

Q2 C&C Group Ireland Jubel Ltd UK n.d. Apr-19 Grupo Cafento Spain Java Republic Ireland 30.0 May-19

Q3 Dawn Farm Foods Limited Ireland Haas GmbH Germany n.d. Sep-19 Fane Valley Co-op UK Robert Smyth & Sons Ireland 17.3 Jul-19 Goode Partners LLC USA Strong Roots (Undisclosed Stake) Ireland n.d. Aug-19 Greencore Group plc Ireland Freshtime UK Limited UK 62.0 Sep-19 ISIF, Management Ireland West Distillers Limited (62%) Ireland 18.0 Sep-19 The Hershey Company USA Fulfil Nutrition (Undisclosed stake) Ireland n.d. Aug-19 Valeo Foods Ireland Yellow Chips B.V.; Kettle Foods Limited Netherlands, UK 73.0 Sep-19

Q4 Valeo Foods Ireland Matthew Walker UK 75.0 Oct-19 BWG Foods Ireland Heaney Meats Catering Company Ireland n.d. Nov-19 Kerry Group plc Ireland Pevesa Biotech SA Spain n.d. Nov-19 Kerry Group plc Ireland Symrise (chicken-based food ingredients business) USA n.d. Nov-19 Mark Anthony Brands International Company Ireland Glendalough Irish Whiskey Limited (60% Stake) Ireland 12.0 Dec-19 Musgrave Group Ireland Drinks Inc. UK n.d. Dec-19 Timac Agro Ireland Limited Ireland Grassland Agro Ltd (Undisclosed Stake) Ireland n.d. Dec-19

Total 328.3

Leisure & Travel Acquiror Country Target Country €m Date

Q1 The Castle Collection Ireland Scotland Hotel & Leisure Club Scotland n.d. Jan-19 iNua Hospitality Ireland Tullamore Court Hotel Ireland n.d. Jan-19 Ryanair Holdings Ireland Laudamotion Austria n.d. Jan-19 MHL Hotel Collection Ireland The Powerscourt Hotel Ireland 50.0 Mar-19

Q2 Boyle Sports Ireland Wilf Gilbert Staffs UK n.d. Jun-19 World Travel Centre Holdings Limited Ireland Core Travel Ireland n.d. Jun-19 Ryanair Ireland Malta Air Malta n.d. Jun-19 Press Up Limited Ireland The Clarence Hotel Dublin Ireland n.d. Jun-19 Buckley Family (FX Buckley) Ireland McSwiggans Restaurant & Cafe-Bar Ireland 3.6 Jun-19 Neville Hotels Ireland Druids Glen Hotel & Golf Resort Ireland 45.0 Jun-19

Q3 Extreme Event Ireland Ltd. Ireland CityScape Ireland n.d. Jul-19

Q4 Flutter Entertainment plc Ireland Stars Group Inc Canada 9,507.0 Oct-19 CVC Capital Partners UK Celtic Rugby DAC (27% Stake) Ireland 140.0 Nov-19 BoyleSports Ireland GT Retail Limited Ireland n.d. Nov-19 Club Travel Limited Ireland Atlas Travel Services Ireland n.d. Dec-19

Total 9,745.6

Review of Irish trade sales, buyouts and acquisitions Appendix 1: 2019 Transactions by Sector (4/6)

Financial Services Acquiror Country Target Country €m Date

Q1 Mertal Limited Ireland TAG Financial Planning Ltd. Ireland n.d. Jan-19 Aston Lark UK Robertson Low Insurances Ireland n.d. Jan-19 Marex Spectron UK Energy Broking Ireland Ireland n.d. Jan-19 Invesco Limited Ireland City Life Ltd. Ireland n.d. Feb-19 PIB Group UK Optis Insurance Ireland n.d. Feb-19 ARAG Group Germany Irish operations of DAS Insurances Ireland n.d. Feb-19 St. James's Place plc UK Harvest Financial Services Limited Ireland n.d. Feb-19 FinCAS Ltd Ireland BKK Ireland n.d. Mar-19 Epiris LLP UK IFG Group plc Ireland 208.0 Mar-19

Q2 Stripe, Inc. USA Touchtech Payments Ireland n.d. Apr-19 AIB & First Data Joint Venture Ireland Payzone Ireland Limited Ireland 86.0 Apr-19 Broadridge Financial Solutions USA Rockall Technologies Ireland n.d. May-19 Wealth Management UK Investec Ireland - Wealth Management Ireland 44.0 May-19 Davy Group Ireland Metis Ireland Financial Planning (50% Stake) Ireland n.d. May-19 White Oak Global Advisors USA Growcap Finance Limited Ireland n.d. May-19 Hauck & Aufhäuser Fund Services Germany Crossroads Capital Management Ireland n.d. Jun-19

Q3 Arachas Corporate Brokers Limited Ireland Murray & Spelman Limited Ireland n.d. Jul-19 Avenue Capital Group USA Castlehaven Finance (25%) Ireland 250.0 Aug-19 Bluechip Financial USA Arachas Financial Planning Ireland 4.5 Aug-19 Element Global USA Clarinova Limited Ireland n.d. Aug-19 Invesco Limited Ireland Acumen & Trust Designated Activity Company Ireland n.d. Aug-19 DMS Governance Limited Ireland Host Capital Limited UK n.d. Sep-19 Baker Tilly Chartered Accountants Ireland Barr Pomeroy Limited Ireland n.d. Sep-19

Q4 Irish Life Assurance plc Ireland APT Wealth Management Ireland n.d. Oct-19 Meitav Dash Investments Israel Lotus Investment Group Ireland n.d. Oct-19 EML Australia Prepaid Financial Services Ireland 263.0 Nov-19 Bank of China China Goodbody Stockbrokers Ireland 150.0 Nov-19 CSP IM Limited Ireland White Horse Insurance DAC Ireland n.d. Nov-19 Madison Dearborn Partners; HPS Investment Partners USA Arachas Corporate Brokers Limited Ireland 250.0 Dec-19 Aston Lark UK Wright Group Brokers Ireland n.d. Dec-19 Sheridan Insurances Ireland Wexford Financial Services Ireland n.d. Dec-19 Sunsuper Pty Ltd Australia Macquarie AirFinance Limited (25% Stake) Ireland n.d. Dec-19 Mullingar Union Ireland Longford Credit Union Ireland n.d. Dec-19

Total 1,255.5

Support Services Acquiror Country Target Country €m Date

Q1 Convergint Technologies USA MTS Security Ireland n.d. Jan-19 STAR Capital UK ASL Aviation Holdings DAC Ireland n.d. Feb-19 Kerrs Tyres Ltd UK Ratoath Vulcanising Services Ireland n.d. Feb-19 Carousel Logistics UK BDA Logistics Ireland n.d. Mar-19

Q2 Samsic Group France Cagney Maintenance Services Ireland n.d. Apr-19 APCOA Parking Germany NCPS Ltd Ireland n.d. May-19 Duke Capital Vi Ireland Independent Express Cargo Ltd Ireland 7.0 May-19 OASIS Ireland Dataspace Nederlands Netherlands n.d. May-19 OASIS Ireland De Graaf Archiefbeheer Netherlands n.d. May-19 OASIS Ireland Store-Rite Ltd UK n.d. May-19 Automatic Data Processing, Inc USA Softcom (Ireland) Limited Ireland n.d. Jun-19

Q3 Spencer Stuart USA MERC Partners Ireland n.d. Jul-19 Indeed Ireland Operations Limited Ireland Blackstone Point Limited UK n.d. Jul-19 Meptagon Group Israel BMD & Co. Limited (75% Stake) Ireland n.d. Sep-19

Q4 ECI Partners UK KB Associates Ireland n.d. Oct-19 Infosys Limited India Eishtec Limited Ireland n.d. Oct-19 Neuberger Berman Group; Vance Street Capital USA Eirtech Aviation Limited Ireland n.d. Oct-19 The Fitzgerald family Ireland Abtran Unlimited Company Ireland n.d. Oct-19 DMS Governance Limited Ireland MDO Management Company SA Luxembourg n.d. Oct-19 OASIS Ireland ArchiDoc S.A. Poland 20.0 Oct-19 MASCO GROUP Italy Brewery Chemical & Dairy Engineering (Holdings) Ltd Ireland n.d. Oct-19 MindRocket Media Group Inc. USA Educate4health Limited Ireland n.d. Oct-19 OASIS Ireland Box-it South East Ltd. UK n.d. Oct-19 Davies Group UK Thornton Group Ireland n.d. Nov-19 MML Capital Partners UK DMS Governance Limited (59% Stake) Ireland n.d. Nov-19 Twin Group UK Alpha College of English Ireland n.d. Nov-19 Flogas Natural Gas Limited Ireland Just Energy Ireland 0.7 Nov-19 OASIS Ireland Niche Health UK n.d. Nov-19 Noonan Services Limited Ireland Future Cleaning Services Limited UK n.d. Nov-19 TELUS International Inc. Canada,Singapore Voxpro Limited (45% Stake) Ireland 43.0 Dec-19 RWL Security Solutions Limited Ireland ezCCTV.com Limited UK n.d. Dec-19

Total 70.7

Review of Irish trade sales, buyouts and acquisitions Appendix 1: 2019 Transactions by Sector (5/6)

Print and Paper Acquiror Country Target Country €m Date

Q1 Zeus Packaging Ireland Essential Supplies Ireland Ireland n.d. Feb-19 Smurfit Kappa Group Ireland Balkanpack Ltd.; Elzem Bulgaria Ltd. Bulgaria n.d. Mar-19 Smurfit Kappa Group Ireland Cartón de Colombia (30% Stake) Colombia 90.0 Mar-19

Q2 Zeus Packaging Ireland VaioPak Limited UK 6.0 May-19 Crystal & Son Ltd UK Playprint Ltd. Ireland n.d. Jun-19 Elliott Baxter and Co. UK UniBoard Limited Ireland n.d. Jun-19

Q4 Zeus Packaging Ireland Van der Windt Verpakking BV; Smith & Bateson Ltd UK, Belgium, Netherlands 12.0 Oct-19

Total 108.0

Building, Construction and Property Acquiror Country Target Country €m Date

Q1 BAM Ireland Ireland Modern Homes Ireland Ireland n.d. Jan-19 BGF Growth Fund UK Winterbrook Ltd Ireland n.d. Mar-19 John McNally & JP Hilliard (MBO) Ireland WK Nowlan Real Estate Advisors Ireland n.d. Mar-19

Q2 Group UK DirectRoute (Limerick) - Toll Road Ireland n.d. Apr-19 CRH Ireland Concrete Divisions of Pomponio SRL Romania n.d. Apr-19 Stella Holding SAS France CRH - Shutters & Awnings Ireland 300.0 Apr-19 CRH Ireland Filoform BV Netherlands n.d. May-19

Q3 Pramerica Real Estate Capital USA Core Industrial REIT plc Ireland 94.0 Aug-19 Henderson Park UK Green REIT plc Ireland 1,551.0 Aug-19 John Sisk & Son Limited Ireland Vision Built Limited Ireland n.d. Aug-19 Kingspan Group plc Ireland WeGo Floortec GmbH Germany 13.0 Jul-19

Total 1,958.0

Industrial Acquiror Country Target Country €m Date

Q1 Mincon Group Ireland Pacific Bit Of Canada Inc. Canada n.d. Jan-19 Process Sensing Technologies Ltd. UK Ntron Limited Ireland n.d. Jan-19 Enva Group UK Bio Industries Ltd Ireland n.d. Jan-19 The Blackstone Group United States Beauparc Utilities Ireland n.d. Jan-19 Beauparc Utilities Ireland Littleton Composting Ireland 4.6 Feb-19 James Latham plc UK Abbey Wood Agencies Ltd Ireland 2.2 Feb-19 SUNRESIN Hong Kong Ionex Engineering & PuriTech Ireland 5.0 Feb-19

Q2 Enva Ireland Associated Reclaimed Oils UK n.d. Apr-19 Niedax CMS Limited Ireland Excel Electric Group Ireland n.d. Apr-19 ATA Group Ireland Karnasch Professional Tools Germany n.d. May-19 DCC Ireland Pacific Coast Energy in The North-West of The US USA n.d. May-19 Egeria B.V. Netherlands MAAS Aviation (76% Stake) Ireland n.d. May-19 Carlyle Cardinal Ireland Ireland The City Bin Co Ireland n.d. May-19 East Cork Oil Co. Ireland Vale Oil Ireland n.d. May-19 DIF Management B.V. Netherlands Dublin Waste to Energy Limited Ireland n.d. Jun-19 Beauparc Utility Group Ireland Mid UK Recycling UK n.d. Jun-19

Q3 AxFlow Sweden Induchem Components Limited Ireland n.d. Jul-19 The Blackstone Group USA Europe Distribution Business of CRH plc Ireland 1,640.0 Jul-19 AxFlow Ireland Irish Pumps & Valves Limited Ireland n.d. Jul-19 OQEMA AG Germany Fusion Bespoke Manufacturing Limited Ireland n.d. Aug-19 Beauparc Utilities Limited Ireland WERS Waste Limited Ireland n.d. Aug-19 EP UK Investments Limited Czech Rep. Tynagh Energy Ltd (80% Stake) Ireland n.d. Sep-19

Q4 Aptiv plc Ireland gabo Systemtechnik GmbH Germany 283.0 Oct-19 Astronics Corporation USA Diagnosys Test Systems Limited Ireland 6.0 Oct-19 Kingspan Group plc Ireland Building Solutions (National) Limited UK 42.0 Oct-19 Hanley Energy Limited Ireland Flexitech Limited Ireland n.d. Oct-19 Kingspan Group plc Ireland Groupe Bacacier France 150.0 Nov-19 Magna International Autolaunch Ireland Limited Ireland BAIC Blue Valley Magna Automobile Co. (49% Stake) China 39.0 Dec-19 Elysian Capital UK Mergon International Ireland n.d. Dec-19 DuPont de Nemours Inc. USA OxyMem Limited Ireland n.d. Dec-19 eEnergy Group plc Ireland Alexander Mining plc UK n.d. Dec-19

Total 2,171.9

Review of Irish trade sales, buyouts and acquisitions Appendix 1: 2019 Transactions by Sector (6/6)

Professional & Technical Acquiror Country Target Country €m Date

Q1 Version 1 Ireland Business Assets of TE4B Advisory Pvt. Ltd. India n.d. Mar-19

Q2 Investor Consortium Ireland Shaw Academy Limited (48% Stake) Ireland 7.0 Apr-19 Byrne Looby Partners Ireland TerraConsult UK n.d. Apr-19 Willow Salix Limited Ireland Carglass Limited (Allglass) Ireland n.d. Apr-19 Saffery Champness UK Grant Thornton - Media & Entertainment Practice Ireland n.d. Apr-19 Fieldfisher LLP UK McDowell Purcell Solicitors Ireland n.d. Apr-19 Independent Vetcare Limited UK Sunbeam Veterinary Hospital; Value Vets Ireland 9.0 May-19 Phenna Group UK Building Envelope Technologies Ireland n.d. May-19 Evoke Group USA KYNE Communications Limited (85% Stake) Ireland 16.0 May-19 Dussmann Stiftung & Co Germany STS Group Ireland 50.0 May-19 Mazars Ireland OBI Accountants Ireland n.d. Jun-19

Q3 John O'Connor Solicitors Ireland Peter Morrissey & Company Ireland n.d. Jul-19

Q4 MML Capital Partners UK Eastland Engineering Supply Co Limited Ireland 7.0 Oct-19 Accenture Ireland Nytec Inc. USA n.d. Oct-19 Flynn O'Driscoll Ireland Fanning and Kelly Solicitors Ireland n.d. Oct-19 Bayes & Becker Ireland OPINIONS Market Research Ireland n.d. Oct-19 Accenture Ireland Silveo France n.d. Nov-19 C & J Black Solicitors Ireland Culbert & Martin Ireland n.d. Nov-19 Exchange Accountants Ireland Fitzmaurice Mcconville & Co Limited Ireland n.d. Nov-19 Accenture Ireland Apis Group Australia 28.0 Dec-19 Deutz AG Germany DPS Engineering Ireland n.d. Dec-19 Indigo Telecom Group Limited UK 4site Telecoms Ireland n.d. Dec-19 Xocean Limited Ireland 4D Ocean Limited UK n.d. Dec-19

Total 117.0

Retail Acquiror Country Target Country €m Date

Q2 Grafton Group Ireland Polvo B.V. Netherlands 131.0 Apr-19 O'Briens Wines Ireland Philglas & Swiggot UK n.d. May-19

Q3 Gowan Group Limited Ireland Opel Automobile Ireland Limited Ireland n.d. Jul-19 Connolly Bros. Car Sales Ireland Langtonville Limited t/a Hyundai Galway Ireland n.d. Jul-19 Dunnes Stores Ireland J.C. Savage Supermarket Ireland n.d. Jul-19 Investor Consortium incl. Applegreen plc Ireland Project Services LLC USA 204.0 Aug-19 Eason and Son Limited Ireland Trading Businesses of Six Franchised Stores Ireland n.d. Aug-19 BoyleSports Ltd Ireland Reva Racing Limited (5 shops) Ireland n.d. Aug-19 Flavour Warehouse Holdings Limited UK Total Vapour Limited Ireland n.d. Aug-19

Q4 Klox Technologies Inc. Canada FB Dermatology Limited Ireland n.d. Oct-19 Windsor Motors Ireland Holcroft Motors Ireland n.d. Oct-19 Connolly Bros. Car Sales Ireland J.J. Reid Motors Ireland n.d. Nov-19 B.Iconic Ireland Stormfront Retail Limited UK n.d. Dec-19 Certas Energy Ireland Limited Ireland Motor Fuel Service Stations of Tesco Ireland Ireland n.d. Dec-19

Total 335.0

Review of Irish trade sales, buyouts and acquisitions Methodology The information in this report relates to transactions announced during the calendar year 2019. Financial consideration is shown in EURO (€), and is based on disclosed figures or market or media estimates at the time each deal was announced. In cases where the deal consideration was in a foreign currency, the equivalent amount in EURO (€) has been calculated using the exchange rate that was in force at the time of the original transaction announcement. Certain transactions which have been announced but which are subject to approval by the Competition Authority are shown on the assumption that approval will be forthcoming.

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Review of Irish trade sales, buyouts and acquisitions Prepared by Investec Corporate Finance

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Review of Irish trade sales, buyouts and acquisitions