Human Capital Management Saas Q1 2018
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HUMAN CAPITAL MANAGEMENT SAAS Q1 2018 TABLE OF CONTENTS HIGHLIGHTS Key Takeaways M&A Activity & Multiples Sixty-five mergers and acquisitions (M&A) were announced Public Company Valuation or closed in 2017, down from the 5-year-high of 75 deals & Operating Metrics last year. Firm Overview & HCM Credentials The median revenue multiple paid for private targets decreased slightly to 5.0x in 2017, remaining near the five- SENIOR CONTRIBUTORS year-high of 5.5x set in 2016 David Michaels The median LTM revenue multiple for public HCM SaaS Head of Technology, Media & Telecom 310-929-5955 companies increased to 5.5x in 2017 from 4.6x in 2016 [email protected] The M&A window remains open with valuations favorable to Teak Murphy Director the seller although there is some risk that a market 310-746-5006 correction impacts valuation multiples longer term [email protected] www.capstoneheadwaters.com January 2018 SECTION I KEY TAKEAWAYS KEY TAKEAWAYS M&A ACTIVITY & DEAL SIZE MEDIAN VALUATION MULTIPLES MEDIAN PUBLIC COMPANY METRICS ▼ 65 deals in 2017, down from the ▼ M&A revenue multiple of 5.0x ▲ Stock price gain of 33.4% in 2017 5- year-high of 75 deals in 2016 down slightly from 5.5x in 2016 vs. 28.2% for NASDAQ ▼ Median deal size of $20.0 million, ▲ Public company revenue multiple ▼ Revenue growth of 12.7% in 2017 down from $31.0 million in 2016 of 5.5x up from 4.6x in 2016 vs. 17.1% for 2016 ▲ Public company EBITDA multiple ▲ EBITDA margin of 14.6% in 2017 of 20.1x up from 18.8x in 2016 up slightly from 14.3% in 2016 NOTABLE RECENT M&A TRANSACTIONS MOST ACTIVE BUYERS M&A OUTLOOK Buyer Target Segment EV ▲ M&A window remains open with Core $4.8B valuations favorable to the seller Benefits & HR BPO Administration Platform Workforce $2.2B ▼ Some risk that market correction Management impacts valuations longer term Workforce $3.4B Management Workforce $915M Management Hiring $627M Workforce $533M Management Hiring $500M Core $340M Administration Workforce $212M Management Core $134M Administration 2 SECTION II M&A ACTIVITY & MULTIPLES M&A TRANSACTION VOLUME BY SEGMENT 2017 transaction volume of 65 deals trailed the 2016 transaction volume of 75 » Q4’17 saw 17 deals, up slightly from 13 deals in Q3’17 Workforce Management represents the largest segment in terms of transaction volume, trailed by the Hiring segment 2017 M&A dollar volume decreased significantly to $10.8 billion compared to $35.8 billion in 2016 due the lack of a megamergers » Megamergers in 2016 included Microsoft / LinkedIn ($29.4 billion) and Verizon / Fleetmatics ($2.4 billion) 80 70 14 15 60 19 50 11 10 31 19 40 39 25 30 27 20 Transactions 20 26 28 10 21 21 16 18 9 0 2012 2013 2014 2015 2016 2017 Total Private $ $892 $382 $13,230 $612 $4,006 $6,570 Total Public $ $3,318 $0 $187 $728 $31,747 $4,337 Hiring (Sourcing/Recruiting/Onboarding) Workforce Management Core Admin (T&A, Payroll, Benefits) 4 M&A TRANSACTION VOLUME BY DEAL SIZE Median transaction size decreased to $20.0 million in 2017, as there were more smaller transactions in 2017 than in any of the previous five years There were eight transactions of $100 million or more in 2017, up from five in 2016 80 70 60 50 44 36 61 40 43 38 30 1 37 2 2 2 8 5 20 6 8 4 3 1 10 3 21 4 1 3 4 14 2 8 10 8 4 5 0 2012 2013 2014 2015 2016 2017 Total Deals 55 48 73 54 75 65 Deals w/ Value 12 11 29 16 14 29 Median ($M) $116 $12 $47 $28 $31 $26 <$25M $25-100M $100-500M $500M-1B $1B+ Non-Disclosed 5 MEDIAN HCM M&A REVENUE MULTIPLES The median 2017 revenue multiple paid decreased slightly to 5.0x, but still remained near the five-year-high set in 2016 at 5.5x The Q4’17 median revenue multiple paid increased to 5.0x compared to 4.0x in Q3’17 The 25th and 75th percentile median LTM revenue multiple shifted down slightly with the range shrinking from 2.1x–9.2x in 2016 to 2.4x–6.0x in 2017 6.0x 5.5x 5.0x 5.0x 4.7x 4.0x 3.6x 3.4x 3.0x 3.0x Median Revenue Multiple 2.0x 1.0x 0.0x 2012 2013 2014 2015 2016 2017 25th % 2.8x 4.7x 2.9x 2.0x 2.1x 2.4x 75th % 4.1x 4.7x 4.9x 4.0x 9.2x 6.0x 6 NOTABLE RECENT M&A TRANSACTIONS LTM Multiple Premium Enterprise Ann. Date Buyer Target Segment Target Description Strategic Rationale Revenue on $ to 1 Mo Value Multiple Invested Prior Aon plc, Benefits Administration and HR Business Blackstone’s last four technology deals have been for Core Process Outsourcing Platform comprises a benefits services business, which they see as area for future 2/10/17 $4.8B 2.1x NA NA Administration administration platform which provides cloud-based growth opportunities. The acquisition of AON’s HR BPO HR management services. business is in line with Blackstone’s strategy. Verizon will combine Fleetmatics with their other recent Fleetmatics Group PLC provides software-as-a-service Workforce acquisition, Telogis, which will help Verizon Telematics 8/1/16 mobile workforce solutions for small and medium- $2.2B 7.0x 7.0x 38.6% Management become a leading provider of fleet & mobile workforce sized businesses (SMBs) worldwide. management solutions. CEB Inc. operates as a practice insight and The acquisition of CEB will enhance Gartner’s ability to Workforce technology company in the United States, Europe, 1/5/17 deliver value to its clients and help them make the right $3.4B 3.5x NA 30.6% Management and internationally. The company operates through decisions with confidence. two segments, CEB and CEB Talent Assessment. Develops cloud-based field service software solutions The acquisition enhances GE’s overall technology stack Workforce 11/14/16 that help companies to manage contracts, around the Predix platform and advances their $915M 10.2x 4.5x NA Management scheduling, and parts. Industrial Internet vision. Provides an employment classified ad website for Careerbuilder’s owners, TEGNA, Tribune and McClatchy 6/19/17 Hiring globally through www.careerbuilder.com. Also viewed Careerbuilder as a non-core asset and decided $627M 0.9x NA NA provides related online reference content. to sell to private equity. Provides cloud-based incentive compensation After two years of mixed results as a public company, Workforce 5/30/17 solutions for employee and sales performance Xactly was an ideal take-private candidate for Vista due $533M 5.5x NA 34.9% Management management in the U.S. and the U.K. to its market leadership in incentive compensation. Provides enterprise and mobile employee Insight Ventures sees enormous opportunity in the recruitment management and job applicant tracking staffing and recruiting space and recognizes Bullhorn’s 10/23/17 Hiring $500M 5.0x NA NA software as a service (SaaS) for businesses and substantial market opportunity as well as its reputation staffing agencies globally. in the marketplace. The acquisition of TSheets will enable Intuit to provide TSheets.com, LLC develops cloud-based time tracking Core its customers a more simplified way to quickly and 12/5/17 technology for organizations in the United States and $340M 8.5x 21.9x NA Administration accurately track their time, send invoices, run payroll, internationally. and understand profitability by project. Develops, markets, and sells SaaS-based talent The acquisition enables Saba to combine their learning Workforce 2/23/17 management software including Halogen and development capabilities with performance $212M 2.4x NA 20.4% Management Performance for employee feedback & performance management to create new value for their customers Provides health benefits management SaaS for The acquisition enables Castlight to offer a one-stop Core 1/4/17 businesses including financial management, solution in the digital health employee wellness space $134M 19.1x 2.0x NA Administration customized health benefit plans, and data analytics. that maximizes employee and care giver engagement *Includes largest transactions based on Enterprise Value 7 MOST ACTIVE HCM SAAS BUYERS – LAST 2 YEARS # of Deals HCM Transactions Company HCM Total Date Company Value Date Company Value 10/2/17 Associated Data Services NA 1/3/17 Payroll Specialties $4M 5/26/17 iSystems $79M 7 7 1/3/17 Corporate Payroll $3M 5/26/17 Compass HRM $6M 3/21/16 Mangrove Software $17M 1/3/17 Personnel Management Systems $5M 6/6/17 Assessment & Dev. Consultants NA 2/9/16 EnlightKS NA 5 8 1/24/17 PAN NA 1/4/16 Applied Measurement Professional NA 1/10/17 Software Secure NA 7/27/17 Digital Instinct NA 6/28/16 EmLogis (IP Assets) NA 5 5 1/5/17 FMSI NA 1/14/16 Empower Software NA 10/25/16 Datamatics Management Services NA 12/24/17 Learning Seat $26M 6/24/16 Badeville $8M 4 7 6/5/17 Learning Heroes NA 4/8/16 ViewCentral $4M 12/20/16 LogBuy (UK Assets) NA 3 3 3/8/16 Yomp NA 8/5/16 Perkz NA 2 25 6/13/16 LinkedIn $29B 2/4/16 Connectifier $141M 2 8 3/22/17 Bluegarden NA 12/21/16 Movenium NA 2 6 4/10/17 Prestige Nursing NA 9/7/16 Inspirus NA 2 2 8/4/17 Prehire NA 7/1/16 Simply Hired NA 2 2 9/30/16 Kanjoya $20M 5/20/16 Vestrics $10M 8 HCM BUYER MAP DIVERSIFIED PROVIDERS HIRING WORKFORCE MANAGEMENT CORE ADMINISTRATION TIME & PAYROLL & SOURCING RECRUITING ONBOARDING PERFORMANCE LEARNING RECOGNITION ATTENDANCE BENEFITS Red outline indicates public company 9 SECTION III PUBLIC COMPANY VALUATION & OPERATING METRICS HCM SAAS PUBLIC COMPANY UNIVERSE DIVERSIFIED HIRING WORKFORCE MANAGEMENT CORE ADMINISTRATION 11 MEDIAN STOCK PERFORMANCE – HCM SAAS UNIVERSE Q4’17 HCM SaaS Public Companies saw a median gain of 5.0% underperforming the NASDAQ which posted a median gain of 6.3%, but outperformed the SaaS 130 which posted a median gain of 4.1% Ten companies in the HCM SaaS Public Companies outperformed