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Paris office T: +33 1 48 24 63 00 F: +33 1 48 24 63 02 62 rue La Boétie 75008 Paris, FRANCE Pim Mulder Analyst [email protected] ’s-Hertogenbosch office T: +31 (0)73 – 623 87 74 F: +31 (0)73 – 623 87 75 Europalaan 6 5232 BC ’s-Hertogenbosch THE NETHERLANDS Ron Belt Managing Partner [email protected] Denmark office T +45 20 433 373 Lyngsø Alle 3 2970 Hoersholm, DENMARK European Mid-Market Corporate Finance Advisory BENELUX │ FRANCE │ NORDICS | INTERNATIONAL Paris – ‘s-Hertogenbosch – Amsterdam - Copenhagen Digital Agency Landscape

Digital Agency Landscape European Mid-Market Corporate ... · Pim Mulder Analyst [email protected] ’s-Hertogenbosch office T: +31 (0)73 –623 87 74 ... Bigdatacompanies,(iv)Largesoftwarecompaniesand(v)‘other’ITcompanies.Besides,advertisingcompanieswhodon’thaveadigitaldepartmentyetare

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Digital Agency Landscape I August 2015 I page 1Strictly private and confidential

Paris office

T: +33 1 48 24 63 00

F: +33 1 48 24 63 02

62 rue La Boétie

75008 Paris, FRANCE

Pim Mulder

Analyst

[email protected]

’s-Hertogenbosch office

T: +31 (0)73 – 623 87 74

F: +31 (0)73 – 623 87 75

Europalaan 6

5232 BC ’s-Hertogenbosch

THE NETHERLANDS

Ron Belt

Managing Partner

[email protected]

Denmark office

T +45 20 433 373

Lyngsø Alle 3

2970 Hoersholm, DENMARK

European Mid-Market Corporate Finance Advisory

BENELUX │ FRANCE │ NORDICS | INTERNATIONAL

Paris – ‘s-Hertogenbosch – Amsterdam - Copenhagen

Digital Agency Landscape

Digital Agency Landscape I August 2015 I page 2Strictly private and confidential

TEAM

Independence

Client focused and commitment

Quality and professional

Smart and pragmatic solutions

Straight-forward advice

Our values

Highly experienced and committed European team, strong of 30 professionals

30 experienced professionals, located across 4 offices in Europe

France : Paris

Benelux : ‘s-Hertogenbosch, Hilversum (Amsterdam)

Nordics: Copenhagen

Digital Agency Landscape I August 2015 I page 3Strictly private and confidential

TMT TEAM

Experienced and dedicated TMT team

Co-founder of Capitalmind Benelux in 1999 and Head of TMT

Advised on 100+ mid-market transactions, mostly international.

Background: Independent Venture Capitalist and ABN AMRO (IPO’s and M&A of technology companies, Global Sector Director Tech Research).

Advisor and board member of Bulbby, Springest and Reitsma Telecom.

Sector Expertise

TMT E-consumer Business services

Marleen Vermeer

Managers-Hertogenbosch

Sector Expertise

TMT Business Services Industrials

Manager at Capitalmind

Over 9 years of Corporate Finance experience. Her main responsibilities include advising on sell-side transactions, funding, MBOs and company acquisitions; focused on the Industrials, Business Services and TMT sector.

Background: Studied Business economics at University of Tilburg and graduated on the topic ‘Business Valuation’.

Analyst at Capitalmind

Advised on several mid-market transactions.

Background: Business Administration at Erasmus University and finished his Master Finance & Investments.

Pim Mulder

Analyst‘s-Hertogenbosch

Sector Expertise:

TMT Business Services Industrial

Ron Belt

Managing PartnerHilversum

(Amsterdam)

Associate at Capitalmind

Almost 3 years of Corporate Finance experience. Her main responsibilities include advising on sell-side transactions, funding, MBOs and company acquisitions; focused on the Consumer and Business Services sector.

Background: Business Administration at Erasmus University and finished her Master Finance at Tilburg University. She wrote her thesis on whether or not there is a causal relationship between bubbles and ‘M&A waves’.

Anne Jansen

Associates-Hertogenbosch

Sector Expertise:

Consumer TMT / Business Services Debt Advisory

Digital Agency Landscape I August 2015 I page 4Strictly private and confidential

CAPITALMIND AND TMT TEAM

MARKET LANDSCAPE

TRANSACTIONS

TRADING MULTIPLES

INDUSTRY BUYERS

INDUSTRY EXPERIENCE

APPENDIX

Digital Agency Landscape I August 2015 I page 5Strictly private and confidential

PRODUCTSERVICES

DUTCH MARKET LANDSCAPE

Internetbureaus / digital agencies (Internetbureau) Online campagne

Payment systems

E-mail marketing agencies

CMS Software CMS Open Source

Internetsecurity, Verification, Privacy

IT-software and -hardware

System integrator & Consultancy

Mobile AgenciesSocial Agencies and software

Result drivenmarketing & advertising

Media Exploitation

Search marketingagencies

Marketing & ebusiness

Consultants

Web statistics & Site-optimalisatie

software

Web statistics & optimalisatie

Email Software Development

Comparisors

Media agencies

Affiliate Network

Marketing data Software

Digital Agency Landscape I August 2015 I page 6Strictly private and confidential

REVENUE GROWTH AND PROFITS VARY SIGNIFICANTLY

Newer, more specialized offerings are more profitable

* Source: www.dutchdigitalagencies.nl

The general digital agency segment contains more larger companies but is

more developed

– Lower margins

– More expensive staff

– Pricing varies with the state of the economy

Specialists can (still) make better margins

– Younger markets hence better pricing

– Staff is relatively young and therefore cheap

Market development The market / staff play

In the Netherlands, the online industry remains one of the biggest growth

markets within the Dutch Creative Industry.

Revenue in 2014 increased with 11% and for 2015 growth is expected to

accelerate to grow with 21% 2015.

The average project size in 2014 increased with 7% from 2013 and even

with 59% compared to 2011.

Employment within the sector increased with 11% in 2014, up from 8% in

2013.

A survey among 84 members from the DDA revealed that these member,

together generating €381 million in revenues (average revenue of € 4,5

million), reached an average profit of around 10%.

260.2307.8

344.6381

050

100150200250300350400450

2011 2012 2013 2014

Reven

ue i

n €

mln

Year

CAGR2011-2014: 13,6%

14/13 13/12 2014 2013 2012 2014 2013 2012

Digital

agencies9,2% -1,5% 14,3% 12,6% 13,1% 99,6€ 90,8€ 100,6€

SEO/A

specialists20,4% 17,7% 33,5% 30,0% 26,0% 98,2€ 95,9€ 87,4€

Revenue growth EBIT margin (AVG) Rev. / empl. (x1000)

Digital Agency Landscape I August 2015 I page 7Strictly private and confidential

CAPITALMIND AND TMT TEAM

MARKET LANDSCAPE

TRANSACTIONS

TRADING MULTIPLES

INDUSTRY BUYERS

INDUSTRY EXPERIENCE

APPENDIX

Digital Agency Landscape I August 2015 I page 8Strictly private and confidential

WORLDWIDE TRANSACTION ACTIVITY PER COUNTRY

Analysed over 600 transactions up from 2006, we see most target companies in this sector are European companies,

followed by US companies. A major increase in deal activity has been noticed in Brazil and South Africa over the last

couple of years.

Digital agency transaction activity

Digital Agency Landscape I August 2015 I page 9Strictly private and confidential

EUROPEAN ACTIVITY PER COUNTRY

Numbers are proving that digital agency deal activity runs at a strong pace. Europe counts for 41% of the deals

through 2006 – 2015.

Digital agency activity

Of all the transaction in this sector, 41,46% of the deals involved European targets. Especially in the UK, France, Germany and the Netherlands (!) activity has

been noticed. Up from the year 2012, Netherlands has always been in the Top 3 European countries in terms of target companies.

The Big 4 advertisement companies are main buyers in this sector, counting for 61% of all the deals (worldwide). From the Big 4, WPP by far has been the most

acquisitive party. Worth to notice is also the substantial percentage of transaction, 17%, in which neither a Big 4 company nor Dentsu Inc. has been the buyer.

32%

4%

19%

22%

6%

17%

Transactions by acquirer (Worldwide)

WPP Plc Interpublic Group of Companies

Dentsu Inc. Publicis Groupe

Omnicom Group Other

2006

2009

2012

20150

5

10

15

20

25

Transactions per country per year (Europe)

Digital Agency Landscape I August 2015 I page 10Strictly private and confidential

ACTIVITY PER SUB-SEGMENT

Most wanted targets, based on key activity, turned out to be digital marketing agencies. In addition, web agencies and

advertisement companies have been popular targets.

Digital agency activity

20062007

20082009

20102011

20122013

201420150

5

10

15

20

25

30

35

Key activity by target by year

Digital Agency Landscape I August 2015 I page 11Strictly private and confidential

DIGITAL MARKETING

Deal activity in the sector is increasing, the overview below provides Benelux transactions. Capitalmind advised on

several deals, the most recent one being the merger between DQ&A and Incubeta.

Deals by Capitalmind

WPPPublicisGroupe

Omnicom Group

DentsuInterpublic

GroupOther

Digital Agency Landscape I August 2015 I page 12Strictly private and confidential

CAPITALMIND AND TMT TEAM

MARKET LANDSCAPE

TRANSACTIONS

TRADING MULTIPLES

INDUSTRY BUYERS

INDUSTRY EXPERIENCE

APPENDIX

Digital Agency Landscape I August 2015 I page 13Strictly private and confidential

TRADING MULTIPLES

Trading multiples

The overview below provides an overview of current trading multiples of the main Advertising Holding companies

Trading multiples

The trading multiples method is based on recent Market Cap valuations of listed companies in the market.

Most of the times a discount is used for mid-market companies. The main reason therefore is a difference in risk comparing with larger, listed companiesand less liquidity of shares. On average a 20% discount is realistic when used for valuing mid-market companies.

Company Date Market Cap Enterprise Value (EV) EV / Revenue EV / EBITDA

WPP plc (WPPGY) 20-Oct 28,82 $billion 33,88 $billion 1,84x 9,59x

Omnicom Group Inc. (OMC) 20-Oct 17,55 $billion 20,71 $billion 1,36x 9,26x

Publicis Groupe SA (PUB.PA) 20-Oct 13,25 €billion 16,05 €billion 1,90x 10,37x

The Interpublic Group of Companies,

Inc. (IPG)20-Oct 8,78 $billion 10,15 $billion 1,34x 10,27x

Havas (HAV.PA) 20-Oct 3,21 €billion 3,30 €billion 1,62x 10,02x

Digital Agency Landscape I August 2015 I page 14Strictly private and confidential

TYPICAL DEAL STRUCTURE FOR LOCAL PLAYERS

The buyers all use more or less the same deal structure for smaller ‘local’ acquisitions..

Long earn-out periods for ‘local’ players of limited size

TRANSACTION Year Ending December 31st

2015 2016 2017 2018 2019 2020

Net profit 2.070 2.381 2.559 2.733 2.916

Multiple 7,00x 7,50x 7,50x 7,50x 7,50x

Implied Value 14.490 17.854 19.193 20.495 21.867

% of Value Paid 60,0% 70,0% 80,0% 90,0% 100,0%

Payment Potential Value 8.694 12.498 15.354 18.445 21.867

-/- already paid -3.250 -12.498 -15.354 -18.445

To pay in this year 3.250 9.248 2.857 3.091 3.422

Total 21.867

(of which earned by the company) 15.474

(EUR in 000)

INCOME STATEMENTSAMPLE BV

Year Ending December 31st

2014A 2015E 2016E 2017E 2018E 2019E 2020E

Revenue 7.200 8.280 9.522 10.950 12.319 13.859 15.245Growth 15,0% 15,0% 15,0% 12,5% 12,5% 10,0%

Net profit 1.800 2.070 2.381 2.738 3.080 3.465 3.811 Margin 25,0% 25,0% 25,0% 25,0% 25,0% 25,0% 25,0%

<5% >5%<10% >10%<15% >15%<20% >20%<25% >25%

<7.5% 5,00x 5,00x 5,25x 5,50x 5,50x 5,75x

≥7.5% and <15%5,25x 5,50x 6,00x 6,25x 6,50x 6,75x

≥15% and <25%5,50x 6,00x 6,50x 7,00x 7,50x 8,00x

≥25% 6,50x 7,00x 7,50x 8,00x 8,50x 9,00x

CAGR Growth rate

Marg

in

Digital Agency Landscape I August 2015 I page 15Strictly private and confidential

TYPICAL DEAL STRUCTURE FOR LARGER TARGETS

… but they tend to deviate if the targets is larger / international

Long earn-out periods for ‘local’ players of limited size

- For larger, ‘strategic’ assets pricing is substantial higher

- The price compared to own trading multiples is explained using (cost) synergies

0.0

5.0

10.0

15.0

20.0

25.0

30.0

0% 5% 10% 15% 20% 25% 30% 35% 40% 45%

Multiples, Margins & Size

0.0

5.0

10.0

15.0

20.0

25.0

30.0

EBITDA Multiples

Digital Agency Landscape I August 2015 I page 16Strictly private and confidential

CAPITALMIND AND TMT TEAM

MARKET LANDSCAPE

TRANSACTIONS

TRADING MULTIPLES

INDUSTRY BUYERS

INDUSTRY EXPERIENCE

APPENDIX

Digital Agency Landscape I August 2015 I page 17Strictly private and confidential

MAIN INDUSTRY BUYERS

Digital Agency Landscape I August 2015 I page 18Strictly private and confidential

ALTERNATIVE INDUSTRY BUYERS

Alternative buyers

So the main big buyers in this industry are the 5 biggest Advertising holding companies. What we’ve seen

before too though, is that these are not the only buyers in the industry, especially within the last years.

Who are these other the buyers (17% of the buyers)?

Customers nowadays can move to a competitor more quickly and easily than ever and many products are becoming price-driven goods. This means that

customer experience is becoming vital to retain customers and companies with best customer experience will be winners. Digital agencies manage and create

customer experience, this is where the interest from ‘alternative’ buyers for digital agencies begins. Secondly, customers are becoming more independent,

meaning they investigate more their selves and they are buying products later on in the sales cycle. Again, companies that can control the (online) sales funnel,

digital agencies, are becoming increasingly important.

Analysing this group of alternative buyers, we see increasing interest in digital agencies from: (i) IT services / consulting companies, (ii) Adtech companies, (iii)

Big data companies, (iv) Large software companies and (v) ‘other’ IT companies. Besides, advertising companies who don’t have a digital department yet are

buyers, as digital will play an important role in the future of the industry.

Aside from Havas, also within this 17% group (17,3%), over the last couple of years several ‘alternative’ buyers have blend themselves into the

world of digital agencies. Recently, IT Service company Cognizant bought interactive marketing firm Cadient, Ensighten acquired marketing

analytics firm Anametrix and Alliance Data has acquired Conversant, a digital marketer. And these are just some of the examples.

Source: http://venturebeat.com/2014/11/13/why-digital-marketing-companies-have-become-tasty-acquisitions/; http://adage.com/article/digital/datacenter-agency-report-2015-charts/298214/; Headwaters Internet Advertisement update 2014Q2

Alternative example buyers

IT Services / Consulting companies

Adtech companies Big data companiesLarge software

companiesIT Other

Digital Agency Landscape I August 2015 I page 19Strictly private and confidential

… ..

DUTCH INDUSTRY BUYERS

Two Dutch companies started doing Buy & Build in the Dutch digital market landscape

?

Digital Agency Landscape I August 2015 I page 20Strictly private and confidential

CAPITALMIND AND TMT TEAM

MARKET LANDSCAPE

TRANSACTIONS

TRADING MULTIPLES

INDUSTRY BUYERS

INDUSTRY EXPERIENCE

APPENDIX

Digital Agency Landscape I August 2015 I page 21Strictly private and confidential

MARKET RESEARCH AND INTERNATIONAL REACH

A proactive international TMT sector team

Digital Agency Landscape I August 2015 I page 22Strictly private and confidential

INDUSTRY TRACK RECORD (1/3)

A strong industry experience

Expand Online has merged with TamTam. Expand Online is an onlinemarketing agency specialised inoptimised online campaigns via searchengine marketing, display and webanalytics. Tam Tam is a full servicedigital agency.

DQ&A Media Group merged withIncuBeta. DQ&A Media Group is ahighly innovative specialist in digitaladvertising technologies. IncuBeta is aglobal leading provider of digitaladvertising services and mediasolutions.

Social1nfluencers has been partly soldto SBS/Sanoma. Social1nfluencers is anetwork of popular videographers,especially among teenagers

IPG Mediabrands owned by US based Interpublic Group acquired Traffic4U. Traffic4U is a digital marketing agency focused on search engine optimization, search advertising and conversion rate with a market leading position in the Netherlands

Digital Agency Landscape I August 2015 I page 23Strictly private and confidential

INDUSTRY TRACK RECORD (2/3)

A strong industry experience

Tiin Capital and PPM Oost invested in Informaat CXP. Informaat CXP will use these funds to further develop CXP and to roll-out the company internationally.

Informaat CXP is a Customer Experience Platform that allows companies to service customers across all possible touch points.

IPG Mediabrands owned by US based Interpublic Group acquired bGenius. bGenius is a bid management software company servicing online marketers to optimize and manage campaigns in different search engines in one system.

PPM Oost invested in Service2Media. This investment will strengthen Service2Media’s position and help to expand their business. It will be used by Service2Media’s R&D team to bring the App Lifecycle Platform™ – M2Active to the next level.

Service2Media is a developer of a (mobile)app platform allowing creation and running of (mobile) apps.

Netsociety is acquired by Aegis Media, the UK communication and media company. Aegis will integrate Netsocietywith its Dutch based subsidiary iProspect, provider of leading digital performance marketing solutions.

Netsociety is a leading Dutch online media company.

Digital Agency Landscape I August 2015 I page 24Strictly private and confidential

INDUSTRY TRACK RECORD (3/3)

A strong industry experience

IceMobile merged with Brandloyalty, the globally active, leading consumer loyalty company.

Icemobile is a developer of mobile applications, including leading brand applications for Ahold (Appie) and ABN AMRO, and Sara Lee (Douwe Egberts).

Videostrip is acquired by RTL Nederland, the Dutch subsidiary of leading European audiovisual group. Videostrip’s technology and relationships with advertisers enables RTL to monetize its premium content online.

Videostrip is the largest Dutch multimedia video advertising network.

Cleafs was acquired by Affilinet, the leading European affiliate network active in 7 countries in Europe, serving over 2000 affiliate programs. Affilinet is part of German listed United Internet AG.

Cleafs is the leading affiliate advertising network in the Netherlands, specialized in travel, ticketing, parking, living and fashion.

Private Plus Fund (Newion Investments) and PTV invested in Service2Media.

Service2Media is a developer of a (mobile)app platform allowing creation and running of (mobile) apps.

Digital Agency Landscape I August 2015 I page 25Strictly private and confidential

CAPITALMIND AND TMT TEAM

MARKET LANDSCAPE

TRANSACTIONS

TRADING MULTIPLES

INDUSTRY BUYERS

INDUSTRY EXPERIENCE

APPENDIX

Digital Agency Landscape I August 2015 I page 26Strictly private and confidential

IN SHORT

Capitalmind is an independent European Corporate Finance Advisory firm focusing on the mid-market

Business Services

Consumer, incl. Food

Industrials

TMT

Healthcare

5 main sectors with dedicated research

Corporate Finance Advisory since 1999,with a focus on mid-market deals up toEUR 200 million

European team strong of more than 25experienced professionals

5 offices across Europe: France: Paris, Lyon The Netherlands: s-Hertogenbosch,

Amsterdam (Hilversum)Denmark (Copenhagen)

Award winning; 150 deals completed over the past 5 years

Truly international access to worldwide strategic and financial players through Mergers Alliance: our award winning corporate finance partnership totalizing more than 350 professionals worldwide

Capitalmind is the merger of two independent European Corporate Finance firms (Capital Partner in France and BlueMind in The Netherlands) holding leading positions in the French and the Benelux regions

A full range of Corporate Finance Services

Long term client satisfaction

Mid-market up to

€200m deal value

Advising all active players in the market

Mid-market companies and corporates

Entrepreneurs & management teams

Investors (private equity, family offices, private investors)

Merger & Acquisitions

Corporate funding(equity, debt)

Advisory services

Clients first !

Pragmatic & decisive likeentrepreneurs

We arrange best deal possible

Digital Agency Landscape I August 2015 I page 27Strictly private and confidential

SERVICES WE PROVIDE

A comprehensive range of Corporate Finance Advisory Services for mid-market transactions, majority cross border

Sell-side: company sales, spin-offs, carve-outs, exits, divestments, succession

Buy-side: company acquisition, Buy & Build

MBO, MBI or combinations

Merger, joint venture or other partnership

Growth and MBO capital (private equity,family offices, private investors)

Debt financing (bank and other debts as wellas private placements)

Valuations (Registered Valuators)

Financial structuring and engineering

Strategic financial advisory

Restructurings and bankruptcy disposals

Merger & Acquisitions Corporate funding Advisory services

Key differentiators

Unique service focus: Independent corporate finance advisory services for mid-market only

Very active track record: Successfully closing approx. 30 deals every year; satisfying our clients

Top quality assurance: Ongoing development of sector expertise and truly international reach on a worldwide basis, which helps us frequently win(international) beauty contests from 2-4 of our competitors

Long term client satisfaction: Illustrated by our ability to assist demanding clients such as corporates and PE firms; about 50% repeat business

Digital Agency Landscape I August 2015 I page 28Strictly private and confidential

CLIENTS WE ASSIST

Advising all key players active in the mid-market, many of them operating internationally

Divesting (non core) businesses to strategicor financial sponsors

When needed, structuring challenging carveouts, inter alia thanks to our unrivalledexperience of asset deals

Monitoring external growth or Buy & Buildprojects worldwide

Debt advisory for mid-market companies

Growth companies financing (equity and/ordebt)

Disposal of businesses to strategic playersor financial investors

Transmissions like successions supported by financial sponsors (LBOs, MBOs, MBIs)

Worldwide acquisition or Buy & Buildprojects

Sparring partner and Board Advisory

Disposals of stakes to strategic players or(secondary) investors

Running acquisition or Buy & Build projectsfor portfolio companies of investors

MBOs: market leading position

Equity and/or debt (re)structuring

Strategic/financial advisory

Mid-market companies and corporates Entrepreneurs & Management TeamsInvestors

(Private Equity, family offices, private investors)

Digital Agency Landscape I August 2015 I page 29Strictly private and confidential

OUR FOCUS: MID-MARKET CORPORATE FINANCE

Committed to build long-term relationships with our clients and relevant other players in the market

‘Clients first !’ Independent and senior advice Mid-market only Agile team and insights

Our ambition: 100% long term client satisfaction based on:

We take responsibility for ourclients, irrespective of thecomplexity and key issues oftheir deals

We constantly ‘go the extra mile’to achieve the best deal possiblefor our clients

We manage M&A projects fromA to Z in order to enable clients’teams to concentrate on dailybusiness and decision making

We provide 100% independentadvice; our firm has been fullyowned, managed and foundedby ourselves in/since 1999

As we are big enough to matterand pragmatically small; wealways provide true senioradvice

Driven by long-term clientsatisfaction, we do not hesitateto advise our clients not to do adeal

Since 1999 we have alwaysfocused on the mid-market,doing deals up to EUR 200million

In the mid-market space wecompleted 150 deals the last 5years

At Capitalmind, we are strongbelievers that mid-marketprojects deserve the samequality standards as largecorporate transactions.

Our team members come fromdifferent background, providingthe needed expertise for anyparticular issue in a deal

We invest time in sectors whereour clients are active bypublishing sector updates, M&Aoverviews, etc.

Via our Mergers Alliancecolleagues we get worldwideaccess to local market insightsand M&A opportunities

Digital Agency Landscape I August 2015 I page 30Strictly private and confidential

League Table Thomson Reuters – Mid-market up to EUR100m - Jan 1 - Dec 31, 2014

France BeneluxFrance-Benelux

# Firm Benelux France Total

1 Deloitte 9 54 63

2 KPMG 31 30 61

3 PwC 26 32 58

4 Rothschild 13 41 54

5 BDO 46 0 46

6 Rabobank NV 39 0 39

6 Ernst & Young LLP 17 22 39

8 Capitalmind 15 18 33

8 Credit Agricole CIB 0 33 33

9 Leonardo & Co 9 23 32

9 Clairfield International 14 18 32

9 IMAP 15 17 32

12 Lazard 6 25 31

AWARD WINNING FIRM

Award winning corporate finance team, holding leading positions in France and Benelux

Capitalmind is one of the very few

independent M&A firms with an active

track record throughout the Benelux and

France, including Belgium

Founded only in 1999, Capitalmind has

grown significantly to become a financial

‘brand’ in the Benelux and France

Over the years we have shown that we

can effortlessly compete with the big

names in the industry

Each year – including in crises years - we

have managed to close approx. 30

transactions. This is relatively speaking a

very high number of transactions, as we

do this with a team of only some 25

people

…holding leading positions on its markets

Award winning corporate finance team…

2011 -2012

# Firm Benelux

1 BDO 46

2 Rabobank NV 39

3 KPMG 31

4 PwC 26

5 ABN AMRO Bank 23

6 Ernst & Young LLP 17

6 ING 17

8 Capitalmind 15

8 IMAP 15

10 Clairfield International 14

11 Rothschild 13

11 M&A International 13

13 Baker Tilly International 12

# Firm France

1 Deloitte 54

2 Rothschild 41

3 Credit Agricole CIB 33

4 PwC 32

5 KPMG 30

6 Lazard 25

7 Leonardo & Co 23

7 Societe Generale 23

9 Ernst & Young LLP 22

10 BNP Paribas SA 20

11 Capitalmind 18

11 Lincoln International 18

11 Clairfield International 18

Digital Agency Landscape I August 2015 I page 31Strictly private and confidential

Currently, 17 M&A advisory firms with over 36 offices worldwide, totalizing more than 350 professionals

in the most important western and emerging markets (including Europe, USA, BRIC, Asia, Latin

America, Turkey, etc.)

All firms are independent and top 5 in their country/region, many award winning

130 deals closed over the last twelve months, for a cumulated deal value of +$10bn

Efficient partnership: one exclusive firm per country/region; international sector teams and research;

daily business contacts; two conferences a year; several joint transactions with our partners every year

League TableAny European involvement < $500m Advisor Ranking

(Source: Information taken from Thomson Financial Tables for H1 2015)

European OfficesGermany: Wiesbaden (Frankfurt/Main)France: Paris, LyonThe Netherlands: Hilversum (Amsterdam), s’Hertogenbosch

Italy: Milan, Padova, Bologna, Torino Spain: Madrid, Barcelona, San Sebastian, Bilbao UK: London, Birmingham, Nottingham

INTERNATIONAL OFFICES

As shareholder and Board member of Mergers Alliance, Capitalmind has truly local access to the most important

western and emerging markets worldwide

Mergers Alliance – Award winning international corporate finance partnership

Rank Financial AdvisorRanking

Value ($m)

# of

Deals

1 Rothschild 5443 104

2 Lazard 5226 53

3 Goldman Sachs & Co 4722 34

4 Morgan Stanley 4349 33

5 JP Morgan 3714 24

6 PricewaterhouseCoopers 2978 111

7 Citi 2715 29

8 Deloitte 2254 37

9 MERGERS ALLIANCE 2223 42

10 Deutsche Bank 2068 19

11 BNP Paribas SA 1918 23

12 Canaccord Genuity 1319 18

13 KPMG 1289 86

14 UBS 1062 22

15 Lincoln International 966 26

16 Jefferies LLC 932 22

17 Ernst & Young LLP 899 66

18 IMAP 592 30

19 DC Advisory 495 27

20 CFI 426 31

21 Credit Suisse 365 18

22 M&A International 252 25

23 Clairfield International 230 38

24 Global M&A 228 21

25 BDO 198 24

26 Baker Tilly International 34 27

27 BCMS Corporate Ltd 31 24

28 Globalscope 10 20

Digital Agency Landscape I August 2015 I page 32Strictly private and confidential

CAPITALMIND TMT TRACKRECORD (1/3)

TMT

Recent Deals

Technology

Media

Telecommunications

Description

Head of practice Capitalmind

Ron BELT

Jean-Arthur DATTEE

Alexandre EBIN

Company sale - 2015 Funding - 2015 Acquisition - 2015 Company sale - 2014Funding - 2015

Merger - 2015 Company sale - 2015 Acquisition - 2015 Company sale - 2015Merger - 2015

Digital Agency Landscape I August 2015 I page 33Strictly private and confidential

CAPITALMIND TMT TRACKRECORD (2/3)

TMT

Recent Deals

Technology

Media

Telecommunications

Description

Head of practice Capitalmind

Ron BELT

Jean-Arthur DATTEE

Alexandre EBIN

Acquisition - 2014 Company sale - 2014 Merger - 2014 Funding - 2013Acquisition– 2014

Funding – 2014 Company sale – 2014 Company sale – 2014 Company sale – 2014Company sale - 2014

Digital Agency Landscape I August 2015 I page 34Strictly private and confidential

CAPITALMIND TMT TRACKRECORD (3/3)

TMT

Recent Deals

Technology

Media

Telecommunications

Description

Head of practice Capitalmind

Ron BELT

Jean-Arthur DATTEE

Alexandre EBIN

Company sale - 2013 Acquisition - 2013 Company sale - 2013 Acquisition - 2013 Debt financing – 2013

Company sale – 2013 Company sale – 2013 Acquisition – 2013 Funding – 2013 Funding - 2013

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