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February 2018 M&A DIGEST M&A UPDATE Global M&A Activity¹ 2017 was the fourth consecutive year of increasing M&A transaction value, with numerous $1bn+ deals including the $77bn acquisition of 21st Century Fox by Disney¹. • The Consumer Media and Technology sector saw the largest increase in deal value in 2017, up more than 200% from 2016, to $52bn, followed by the Tech-Enabled Services sector, the largest in terms of overall value, which was up 107% to $53bn in 2017. • The increase in deal value in these sectors can be attributed to several large transactions in 2017, including Vantiv/Worldpay Group ($12bn) and Scripps/Discovery ($15bn). Global PE Activity 2 Global PE activity across our sectors was up 2% in total number of deals although decreased in value terms after 2016 record performance driven largely by the $67bn Dell EMC deal backed by Silver Lake, Temasek and MSD Capital. • In Europe the landscape remained robust in value terms in 2017 having seen a 52% increase to $32bn. Deal flow in the UK does not seem to have been significantly affected by Brexit. • IT saw the highest growth in 2017, both in number of deals and capital invested. HAVE YOU SEEN RECENTLY… Informa has announced its intention to acquire UBM for $5bn, the combined group will create the world’s largest operator of business events with an estimate value of $12bn. > Click Here Spotify filed for a “direct listing” on NYSE which effectively means that there will be no new share issuance and all shares that come to market will come from existing shareholders. > Click Here • Blackstone strikes $17bn deal for Thomson Reuters data unit. > Click Here IN THIS ISSUE 1 M&A Update 2 Global Marketing Industry M&A Report 3 JEGI Media Tech Conference 2018 4 Hey did you see this? 5 About Us Find us on LinkedIn Follow us on Twitter linkedin.com/company/clarity @claritycp In our M&A recap this month we look at overall deal activity across the media, information, marketing, software and tech-enabled services sectors in 2017 alongside that of Private Equity globally. $143 $165 $189 $195 2,171 2,342 2,106 1,947 400 800 1,2 00 1,6 00 2,0 00 2,4 00 0 50 100 150 200 201 4 201 5 201 6 201 7 # transactions $ billions Value Transactions Capital Invested Transactions $49bn $76bn $108bn $94bn $203bn $123bn 1,526 1,592 1,867 2,122 2,317 2,396 0 500 100 0 150 0 200 0 250 0 300 0 0 50 100 150 200 250 201 2 201 3 201 4 201 5 201 6 201 7 # transactions $ billions M&A Digest February 2018 | 1 Note: 1. 2017 total deal value excludes $77 billion acquisition of Twenty-First Century Fox Disney, and 2016 excludes $29 billion acquisition of LinkedIn by Microsoft Source: Clarity, JEGI Transaction Database, 451 Research LLC. 2. Source: Clarity, Pitchbook

February 2018 M&A DIGEST · February 2018 M&A DIGEST M&A UPDATE Global M&A Activity¹ • 2017 was the fourth consecutive year of increasing M&A transaction value, with numerous $1bn

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Page 1: February 2018 M&A DIGEST · February 2018 M&A DIGEST M&A UPDATE Global M&A Activity¹ • 2017 was the fourth consecutive year of increasing M&A transaction value, with numerous $1bn

February 2018

M&ADIGEST

M&A UPDATE

Global M&A Activity¹

• 2017 was the fourth consecutive year of increasing M&A transaction value, with numerous $1bn+ deals including the $77bn acquisition of 21st Century Fox by Disney¹.

• The Consumer Media and Technology sector saw the largest increase in deal value in 2017, up more than 200% from 2016, to $52bn, followed by the Tech-Enabled Services sector, the largest in terms of overall value, which was up 107% to $53bn in 2017.

• The increase in deal value in these sectors can be attributed to several large transactions in 2017, including Vantiv/Worldpay Group ($12bn) and Scripps/Discovery ($15bn).

Global PE Activity2

• Global PE activity across our sectors was up 2% in total number of deals although decreased in value terms after 2016 record performance driven largely by the $67bn Dell EMC deal backed by Silver Lake, Temasek and MSD Capital.

• In Europe the landscape remained robust in value terms in 2017 having seen a 52% increase to $32bn. Deal flow in the UK does not seem to have been significantly affected by Brexit.

• IT saw the highest growth in 2017, both in number of deals and capital invested.

HAVE YOU SEEN RECENTLY…• Informa has announced its intention to acquire UBM for $5bn, the combined group will create the world’s largest operator of business

events with an estimate value of $12bn. > Click Here • Spotify filed for a “direct listing” on NYSE which effectively means that there will be no new share issuance and all shares that come to

market will come from existing shareholders. > Click Here• Blackstone strikes $17bn deal for Thomson Reuters data unit. > Click Here

IN THIS ISSUE

1 M&A Update

2 Global Marketing Industry M&A Report

3 JEGI Media Tech Conference 2018

4 Hey did you see this?

5 About Us

Find us on LinkedIn

Follow us on Twitter

linkedin.com/company/clarity

@claritycp

In our M&A recap this month we look at overall deal activity across the media, information, marketing, software and tech-enabled services sectors in 2017 alongside that of Private Equity globally.

$143 $165 $189 $195

2,1712,342

2,1061,947

400

800

1,200

1,600

2,000

2,400

0

50

100

150

200

2014 2015 2016 2017

# transactions$ bi

llions

Value Transactions

Capital Invested Transactions

$49bn $76bn $108bn $94bn $203bn $123bn

1,526 1,5921,867

2,1222,317 2,396

0

500

1000

1500

2000

2500

3000

0

50

100

150

200

250

2012 2013 2014 2015 2016 2017

# transactions$ bi

llions

M&A Digest February 2018 | 1Note: 1. 2017 total deal value excludes $77 billion acquisition of Twenty-First Century Fox Disney, and 2016 excludes $29 billion acquisition of LinkedIn by Microsoft Source: Clarity, JEGI Transaction Database, 451 Research LLC. 2. Source: Clarity, Pitchbook

Page 2: February 2018 M&A DIGEST · February 2018 M&A DIGEST M&A UPDATE Global M&A Activity¹ • 2017 was the fourth consecutive year of increasing M&A transaction value, with numerous $1bn

M&A DIGEST FEBRUARY 2018

GLOBAL MARKETING INDUSTRY M&A REPORT

In January we released our annual global marketing industry M&A report highlighting the structural trends transforming the sector and that we expect to continue to shape a strong deal making environment in the year ahead.

1,001vs. 1,077 in 2016Transactions announced in 2017 in the Marketing Services space

772vs. 796 in 2016Different acquirers

98Transactions announced by the Top 10 serial acquirers in 2017

Among some of the findings, we see an ever-increasing number of acquirers coming from outside of what one would call traditional marketing services, with only 7% of all transactions announced by the Global Networks, representing a decline of 33% compared to 2016.

Demand for specialist digital capabilities continues to dominate the sector with 594 specialist transactions announced, and despite an overall 7% decrease in global transaction volume compared to 2016, we see these trends persisting and reshaping the industry as we know it.

Some of the largest transactions in 2017 were…

ANN. DATE TARGET ACQUIRER SECTOR VALUE1 ($M)

Oct-17 Asatsu-DK Bain Capital Agency Services 1,184

May-17 Havas Vivendi Agency Services 4,309

Apr-17 Moat Oracle Ad Tech 850

Mar-17 Teads Altice Ad Tech 308

Feb-17 Turn Amobee Ad Tech 310

48% of deals involved non-traditional Marketing Services acquirers

ANN. DATE TARGET ACQUIRER SECTOR VALUE1 ($M)

Oct-17 Zone Cognizant Full Service Digital Not disclosed

Aug-17 Brand Learning Accenture Consultancy Services Not disclosed

May-17 The Monkeys and Maud Accenture Agency Services Not disclosed

Mar-17 Headway Entravision Communications Ad Tech 47

Feb-17 CitizenNet Condé Nast Ad Tech Not disclosed

Read Full Report Here

449

45%

68 7%

13614%

13313%

215

21%

2016

Total

2017

1,077 1,001

IT Services, Software and Consultancies

Financial Buyer

Global Networks

Marketing Services

Other

50%

9%

538

101

121

127

190

11%

12%

18%

Transactions by Acquirer Type

Still dominated by the Global Networks, the Top 10 serial acquirers in 2017 included Dentsu, WPP, Havas, IPG and Publicis, which accounted for 64 transactions vs. 96 in 2016

Accenture continues to increase their investment in the sector with 12 acquisitions in 2017, which included two JEGI | CLARITY transactions: The Monkeys and Maud in Australia and Brand Learning in the UK

SPECIALIST CAPABILITIES

c. 60% of transactions were targeting specific capabilities, including:

76 vs. 109

Strategic Comms

143 vs. 108

MarTech

80 vs. 82

Ad Tech

163vs. 223

Specialist Digital

M&A Digest February 2018 | 2

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M&A DIGEST FEBRUARY 2018

JEGI MEDIA & TECH CONFERENCE 2018January 18th heralded the 14th Annual Media and Technology conference hosted by our US team at the Time Warner Centre in New York, a preeminent event for more than 500 senior executives across the media, marketing and technology sectors.

The theme this year was Transformational Growth through Innovation + Change. Though set against a backdrop of global political and economic uncertainty, the event retained a tone of optimism for the year ahead from an M&A standpoint, as swollen corporate balance sheets and approximately $1 trillion of private equity dry powder is expected to continue to drive both demand and the premium pricing we’ve been seeing across our markets to date.

A host of absorbing speakers took to the stage throughout the day from companies such as Mercer, Boston Consulting Group and Cornerstone OnDemand, with Keynotes from Sowmyanarayan Sampath, Global Head of Products & Solutions at Verizon; Clare Hart, Chief Executive Officer at Sterling Talent Solutions and Jim McGeever, Executive Vice President at Oracle NetSuite Global Business Unit. Topics explored included; The Battle for Subscribers in the Media and Entertainment industry; The Race between Consultancies and Marketing Groups to capture an increasing proportion of digital budgets; The Two-Front War for Talent: Technology vs. Humans in HCM; and Confronting the Real Cyber Security Threats to today’s economy.

PANEL SESSION: Expanding Internationally: A European Perspective

Marcus Anselm of Clarity hosted a thought provoking and topical panel session featuring four leading international business leaders: Gerry Sutton, Chief Executive Officer of Global Ad Delivery and Digital Asset Management software provider, Adstream; Neil Thackray, Co-Founder of Agribriefing, the global provider of pricing benchmarks, information, insight and data to the Agricultural industry; Tilman Au, Co-CEO of Diva-e, the German marketing group focussing on digital business and performance marketing and Wesley ter Haar, Founder of global digital content production company, MediaMonks.

Discussion centred around the panelists experiences of expanding overseas, in particular the lessons learned expanding into North America and advice for those looking to expand into “Europe”.

A common theme was the enormity of the opportunity to tap into the North American market. Whilst crossing cultures required perhaps more careful navigation than first anticipated, with the exception of Diva-E which has focused to date on consolidating the German “federal” market, the other panellists have seen significant growth from their US operations. Further, it was refreshing to hear that while the impending departure of the UK from the European Union yielded some confusion and uncertainty, their respective businesses had sufficient geographic breadth to withstand any temporary shocks.

In summary, 2018’s conference was another hugely successful day of thought leadership and compelling discussion from senior business leaders from multiple geographies and we look forward to what 2019’s event will bring.

From JEGI | CLARITY (left to right): Marcus Anselm, Adam Gross, Jonathan Davis

(from left): Gerry Sutton (Adstream), Wesley ter Haar (Media-Monks), Neil Thackray (Agribriefing), Marcus Anselm (Clarity), Tilman Au (Diva-e)

BETT 2018 Clarity attended the 2018 BETT conference at the Excel Centre in London, the world’s leading education technology show, home to hundreds of the most innovative education service providers and distributors.

This year Classroom management tools were prevalent; from newcomers like PE backed Firefly through to Google and their G-Suite offering, technology continues to transform the way students interact both in the classroom and out.

Security was also a key focus area with businesses such as Impero, Smoothwall and Redstor (all who have recently raised PE capital) well positioned to benefit from regulatory and public pressure to ensure not only data security but also online safety for students using tools such as web-filtering.

Global winners will be those able to manage regulatory scrutiny as well as the jurisdictional nuances of the education market. Here M&A will undoubtedly play its part.

M&A Digest February 2018 | 3

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M&A DIGEST FEBRUARY 2018

HEY, DID YOU SEE THIS?

Read Article

Read Article

Read Article

COLLIBRAJanuary 8, 2018Collibra, a company that wants to help firms understand data governance, announced a $58 million Series D funding round today led by Iconiq Capital and Battery Ventures. All of the investors involved in this round were coming back for another dip in the well.

EYEOTAJanuary 18, 2018Eyeota is looking to sell audience data to advertisers around the world, and it’s announcing that it’s raised $12.5 million in Series B funding for further growth. The new funding was led by French private equity firm Jolt Capital SAS, with participation from Project A Ventures and Qualgro.

ESAFEJanuary 5, 2018Private equity firm Maven Capital Partners is leading an investment of almost £2m into a Salford-headquartered safeguarding software specialist. The funding boost for eSafe Global will enable the company to take advantage of wider market opportunities that have arisen as a result of increased legislative, regulatory and political pressures to incorporate improved safeguarding monitoring systems within the education sector.

M&A Digest February 2018 | 4

Page 5: February 2018 M&A DIGEST · February 2018 M&A DIGEST M&A UPDATE Global M&A Activity¹ • 2017 was the fourth consecutive year of increasing M&A transaction value, with numerous $1bn

Marcus Anselm Partner [email protected]

Paul Cooper Partner [email protected]

Ben Tolley Partner [email protected]

Jonathan Davis Managing Director [email protected]

San Datta Managing Director [email protected]

LONDONClarity, 90 Long Acre London WC2E 9RA +44 20 3402 4900 | www.claritycp.com

SYDNEYClarity, L35, Tower One, International Towers 100 Barangaroo Avenue Sydney, NSW 2000 +61 2 8046 6840 | www.claritycp.com

NEW YORK JEGI,150 East 52nd Street18th FloorNew York, NY 10022 +1 212 754 0710 | www.jegi.com

BOSTON JEGI, One Liberty SquareBostonMA 02109+1 617 294 6555 | www.jegi.com

Jonathan Goodale Business Development Director [email protected]

M&A DIGEST FEBRUARY 2018

SELECT RECENT CLARITY TRANSACTIONS

HAS SOLD

AN INVESTMENT OF

TO

HAS BEEN SOLD TO

A CONSORTIUM OF CHINESE INVESTORS LED BY

HAS SOLD A 75% STAKE TO

HAS SOLD

TO

HAS SOLD A 51% STAKE TO

HAS BEEN SOLD TOHAS SOLD

HAS BEEN SOLD TO

HAS SOLD

TO

HAS SOLD

TO

HAS BEEN SOLD TO

HAS SOLD

TO

Hobsons Solutions is a leading provider of international enrolment management solutions to universities worldwide.

iForce is a leading multi-channel e-commerce fulfilment and logistics software and solutions provider.

Selligent is an international SaaS platform delivering omnichannel audience engagement.

Brand Learning is a leading marketing and sales capability consultancy.

Framestore is a leading global VFX and CG content production company.

Briefing Media is the leading provider of business information and marketing solutions to the UK agricultural sector.

Daily Racing Form is a leading provider of data and intelligence to the horse racing industry.

Milkround is the UK’s leading graduate recruitment brand.

Splendid is an award-winning user experience design and technology consultancy.

MC&C is a leading independent performance media agency.

Pegasus is a leading UK integrated healthcare communications consultancy.

Investis is the leading independent global provider of digital corporate communications solutions.

Company85 is a leading independent IT services company focusing on data security, cloud and infrastructure services.

FCBI’s TU-Automotive is the global leader in the B2B automotive technology events and information sector.

Indicia is a leading data analytics and customer engagement agency.

The Monkeys and Maud are leading Australian agencies.

Imago Techmedia is a leading enterprise technology trade show organiser.

Pepper is an international integrated communications agency.

Clarity has been a leading M&A advisor for the global media, information, marketing, software and tech-enabled services sectors for over a decade. Headquartered in Europe, with offices in London and Sydney, and New York City and Boston (through our partnership with JEGI), we have a strong and growing global presence.

We provide clients with a global network of prospective buyers and senior decision makers, as well as vast industry knowledge, perspective and intelligence. This affords our clients seamless access to deep market insights and a wealth of M&A experience, enabling us to deliver them great results.

We share our clients’ passion and ambition: for what they’ve achieved, the future they’re building and the industry in which they work.

ABOUT CLARITY

M&A Digest February 2018 | 5