HYDE PARK CAPITAL Integrity | Expertise | Results Investment Banking | Mergers & Acquisitions | Capital Raising John Hill Senior Managing Director [email protected] (813) 383-0205 John McDonald Business Services Senior Managing Director [email protected] M&A Report (813) 383-0206 Q2 2018 Keith Hodgdon Managing Director [email protected] (813) 383-0208 Charlie Hendrick Vice President [email protected] (813) 383-0207 Jeffrey Hendricks Vice President [email protected] (678) 523-3073 Hyde Park Capital Advisors, LLC 701 N. Franklin Street Tampa, FL 33602 Tel: 813-383-0202 www.hydeparkcapital.com Member FINRA/SIPC Capital Markets Overview – Business Services Commentary Select Public Offerings – Business Services (Q2 2018) The HPC Business Services Index increased 12.8% over the 12- Transaction month period ended June 30, 2018, outpacing the S&P, which Offer Date Issuer Industry Sector Transaction Type Value ($mm) increased 11.9%, and lagging behind the NASDAQ which increased 05/03/18 Republic Services, Inc. Environmental & Facilities Services Fixed-Income $789 22.9%. 04/09/18 C.H. Robinson Worldwide, Inc. Logistics Fixed-Income $596 Human Resource & 06/22/18 ManpowerGroup Inc. Fixed-Income $579 Employment Services The table on the right illustrates select public offerings completed in Q2 2018. Notable initial public offerings include BrightView 06/27/18 BrightView Holdings, Inc. Environmental & Facilities Services IPO $469 Holdings, a commercial landscaping services company, raising 05/23/18 Equifax Inc. Research and Consulting Services Fixed-Income $396 $469 million, and Charah Solutions, an environmental management 05/07/18 Advanced Disposal Services, Inc. Environmental & Facilities Services Fixed-Income $269 services provider, raising $88 million. 06/13/18 Charah Solutions, Inc. Environmental & Facilities Services IPO $88 The Information Services sector led the industry with respect to 06/14/18 Aqua Metals, Inc. Environmental & Facilities Services Fixed-Income $25 valuation during the second quarter, trading at revenue and Human Resource & 05/25/18 BG Staffing, Inc. Fixed-Income $20 EBITDA multiples of 5.3x and 17.6x respectively. Employment Services Public Market Performance (LTM) Public Company Market Performance by Sector 130% 22.9% 120% Median Change in Stock Price Enterprise Value / LTM 12.8% Industry Sector 3 Months 12 Months Revenue EBITDA Data Procesing & Outsourced Services 14.0% 21.9% 4.3x 16.6x 110% 11.9% Logistics 0.6% 4.7% 1.3x 11.5x Human Resource & Employment Services 6.4% 32.1% 0.8x 11.8x Research & Consulting Services 9.7% 28.3% 1.5x 13.4x 100% Information Services 8.2% 11.8% 5.3x 17.6x Advertising 2.9% (16.5%) 1.4x 9.2x Enviromental & Facilities Services 3.3% 10.0% 2.4x 12.0x 90% Jun-17 Sep-17 Dec-17 Mar-18 Jun-18 S&P 500 NASDAQ HPC - Business Services Index Source: S&P Capital IQ. HYDE PARK CAPITAL 2 Investment Banking | Mergers & Acquisitions | Capital Raising Annual M&A Activity – Business Services Commentary Completed U.S. M&A Transactions by Deal Size As detailed in the charts below, 1H 2018 Business Services middle- ($ in billions) market M&A activity underperformed compared to 1H 2017, with 1H '17 1H '18 % Change 31 closed transactions during the period, down from 38 the prior Deal Size Volume Value Volume Value Volume Value year period. Less than $100M 24 $0.8 18 $0.8 (25%) 7% $100 - $499M 10 $2.0 12 $2.5 20% 24% The total value of completed deals was also down in 1H 2018, $500 - $999M 4 $2.6 1 $0.6 (75%) (79%) decreasing 28% to $3.9 billion as compared to $5.4 billion in the Total Middle Market 38 = $5.4 31 $3.9 (18%) (28%) prior year period. % of Total Market Less than $100M 63% 14% 58% 21% Despite a decrease in overall middle-market deal activity in the $100 - $499M 26% 37% 39% 65% Business Services industry during 1H 2018, when deals with $500 - $999M 11% 49% 3% 14% undisclosed values are included, deal flow was only down 1% as Total Middle Market 100% 100% 100% 100% compared to the prior year period. U.S. M&A Activity – Annual Trends: VOLUME U.S. M&A Activity – Annual Trends: VALUE 140 $18 $17.1 129 $16 120 114 110 108 $13.8 104 $14 $13.3 97 100 $12.4 92 $12 in billions) $11.2 $11.0 $11.4 80 80 $10.5 80 75 $10 $9.0 60 $8 $5.4 $6 Total Transaction Volume Transaction Total 38 $5.2 40 31 $3.9 Total Transaction Value Value ($ Transaction Total $4 20 $2 0 $0 2008 2009 2010 2011 2012 2013 2014 2015 2016 2017 1H '17 1H '18 2008 2009 2010 2011 2012 2013 2014 2015 2016 2017 1H '17 1H '18 Less than $100M $100 - $499M $500 - $999M Source: S&P Capital IQ (middle market includes all closed deals with disclosed deal value between $10 million and $1 billion). HYDE PARK CAPITAL 3 Investment Banking | Mergers & Acquisitions | Capital Raising Quarterly M&A Activity – Business Services Commentary Completed U.S. M&A Transactions by Deal Size ($ in billions) Middle-market M&A activity in the industry decreased slightly Q2 2017 Q2 2018 % Change during Q2 2018, with 17 deals with reported values, compared to Deal Size Volume Value Volume Value Volume Value 19 during the prior year period. Less than $100M 13 $0.3 10 $0.5 (23%) 56% $100 - $499M 3 $0.4 6 $1.4 100% 232% Notably, transactions valued between $100 and $500 million $500 - $999M 3 $2.0 1 $0.6 (67%) (72%) doubled compared to Q2 2017, with a corresponding 232% Total Middle Market 19 $2.7 17 $2.5 (11%) (10%) increase in the value of those deals. % of Total Market Less than $100M 68% 12% 59% 21% Although middle-market deal flow in the Business Services industry $100 - $499M 16% 15% 35% 57% slowed in Q2 2018, when including deals with undisclosed values, $500 - $999M 16% 73% 6% 22% volume only decreased 6% compared to the prior year period. Total Middle Market 100% 100% 100% 100% U.S. M&A Activity – Quarterly Trends: VOLUME U.S. M&A Activity – Quarterly Trends: VALUE 30 $5 28 $4.2 25 23 $4 22 $3.6 21 20 19 19 19 $3.1 20 19 in billions) $2.9 $3 17 17 $2.6 $2.7 $2.7 $2.8 $2.4 $2.5 14 $2.1 $2.0 $2 10 $1.4 Total Transaction Volume Transaction Total Total Transaction Value Value ($ Transaction Total $1 0 $0 Q2 '15 Q3 '15 Q4 '15 Q1 '16 Q2 '16 Q3'16 Q4 '16 Q1 '17 Q2 '17 Q3 '17 Q4 '17 Q1'18 Q2'18 Q2 '15 Q3 '15 Q4 '15 Q1'16 Q2 '16 Q3'16 Q4 '16 Q1 '17 Q2 '17 Q3 '17 Q4 '17 Q1'18 Q2'18 Less than $100M $100 - $499M $500 - $999M Source: S&P Capital IQ (middle market includes all closed deals with disclosed deal value between $10 million and $1 billion). HYDE PARK CAPITAL 4 Investment Banking | Mergers & Acquisitions | Capital Raising Recent M&A Activity – Business Services Select M&A Transactions (Q2 2018) Announced Enterprise EV / EV / Date Target Buyer Industry Value ($mm) Revenue EBITDA Data Processing & 06/28/18 Convergys Corp. Concentrix Corp. $2,544.7 0.9x 7.4x Outsourced Services Environmental & 06/20/18 ProAct Services Corp. EWT Holdings III Corp. $132.0 2.4x 11.0x Facilities Services 06/18/18 National CineMedia, LLC Cineworld Group plc Advertising $2,092.0 4.8x 10.9x Human Resource & 06/07/18 1st Solution USA Optomi, LLC NA NA NA Employment Services 06/07/18 DSC Logistics, Inc. CJ Logistics USA Corp. Logistics $240.1 0.4x NA 06/06/18 Screenvision Cinema Network, LLC ABRY Partners Advertising NA NA NA Data Processing & 06/05/18 Registrar Corp. Bertram Capital Management NA NA NA Outsourced Services 06/04/18 Integral Ad Science, Inc. Vista Equity Partners Advertising NA NA NA Research & 05/11/18 Ovation Credit Services, Inc. LendingTree, LLC $20.8 NA NA Consulting Services Human Resource & 05/09/18 Glassdoor, Inc. Recruit Holdings Co., Ltd. $1,200.0 7.0x NA Employment Services Data Processing & 04/24/18 Central Payment Co., LLC Total System Services, Inc. $840.0 NA NA Outsourced Services Research & 05/01/18 RPX Corp. HGGC, LLC $384.9 1.2x 2.0x Consulting Services Human Resource & 04/19/18 Elan Group Inc. AssuredPartners, Inc. NA NA NA Employment Services 04/03/18 MXD Group, Inc. Ryder System, Inc. Logistics $120.0 NA NA Environmental & 04/03/18 TLC Waste Disposal Services Waste Management, Inc. NA NA NA Facilities Services Source: S&P Capital IQ. HYDE PARK CAPITAL 5 Investment Banking | Mergers & Acquisitions | Capital Raising M&A Activity by Business Services Sector U.S. M&A Activity by Business Services: VOLUME % Change 17% 6 Enviromental & Facilities Services 7 6 0% Advertising 6 9 Research & Consulting Services 11% 8 4 Human Resource & Employment Services 1 75% 13 Data Processing & Outsourced Services 7 46% 0 2 4 6 8 10 12 14 1H 2017 1H 2018 U.S. M&A Activity by Business Services: VALUE % Change ($ in millions) $1.50 51% Enviromental & Facilities Services $0.74 $0.39 Advertising 57% $0.61 $0.57 Research & Consulting Services $1.48 160% $0.64 Human Resource & Employment Services $0.01 98% $2.32 Data Processing & Outsourced Services $0.86 63% $0.00 $0.50 $1.00 $1.50 $2.00 $2.50 Source: S&P Capital IQ (includes all closed deals with disclosed deal value between $10 million and $1 billion ). Excludes Logistics. HYDE PARK CAPITAL 6 Investment Banking | Mergers & Acquisitions | Capital Raising Private Equity Activity – Business Services Commentary Select Private Equity Transactions (Q2 2018) Enterprise Announced Date Target Buyer Industry Value ($mm) Financial sponsors were relatively active across several sectors 06/26/18 Jersey Premier Outdoor Media, LLC Caruth Capital Advertising NA of the Business Services industry in Q2 2018, particularly in Advertising, in which 6 deals were announced.