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Real Estate Technology Sector SummaryQ2 2018 Review
22
REAL ESTATE TECHNOLOGY SECTOR SUMMARY
Select Q2 Active Investors Select Q2 Active Strategic Buyers
Executive Summary
− Real estate technology continues to be one of the most active areas of financing and M&A activity in the market through the first half of 2018
• Q2 financing activity saw the highest number of deals over the past 8 quarters, and SilverLake’s ~$3.2Bn acquisition of ZPG was one of the largest M&A transactions in the residential RE space since the Zillow / Trulia merger
− Q2 also saw several significant events from the public markets, including the successful DocuSign IPO and eXp’s jump to the NASDAQ exchange → public market multiples in the RE portal, software and tech brokerage categories continue to buoy valuations across the sector
• Zillow also completed a large, successful stock offering in Q2 2018, which raised ~$631M in cash for the industry leader that can potentially be used for future acquisitions as well as development of new products and technology
− Following its $135M raise in Q1 2018, Opendoor announced the raise of an additional $325M in Q2 2018 from a consortium of top tier institutional investors and strategic partners (Lennar, Invitation Homes, etc.) → this brings the total amount of debt and equity raised by Opendoor to ~$1.2Bn
− Opendoor’s Q2 raise followed an announcement from Zillow that it will be expanding its Instant Offers Program, and plans to have 300 – 1,000 homes in inventory by the end of 2018 → Zillow plans to expand its Instant Offers Program to 50 markets by 2020 and joins a crowded market of “iBuyer” participants (Opendoor, Offerpad, Knock, Redfin, etc.) focused on reducing sales timelines and brining efficiency to the home selling process
LL Funds
33
Acquired by
We Advised the Seller
February 2018
Majority Interest Acquired by
We Advised the Seller
October 2017
Minority Investment From
We advised the seller
October 2017
MBO backed by
We advised the seller
April 2017
GCA REAL ESTATE TECHNOLOGY TEAM
Chris GoughManaging Director
Head of Real Estate TechnologyPhone: (415) [email protected]
Sean MinnihanManaging Director
Head of Financial TechnologyPhone: (212) 999-7077
Paul DiNardoManaging Director
Head of SoftwarePhone: (212) 999-7097
Residential RE Software Commercial RE Software Mortgage / Lending Title / Insurance
Home Services Facilities Management Construction Tech
Key Sub-Sector Coverage Verticals
Acquired by
We Advised the Seller
April 2018
June 2016
Investment from
We advised the seller
Acquired by
We advised the seller
August 2015
Acquired by
We advised the seller
August 2014
Acquired by
We advised the seller
August 2013
Acquired by
We advised the seller
August 2016
Acquired by
We advised the seller
December 2016
44
$478 $413
$646 $745
$448
$1,434
$1,700
$1,084
Q3-16 Q4-16 Q1-17 Q2-17 Q3-17 Q4-17 Q1-18 Q2-18
REAL ESTATE TECHNOLOGY SECTOR SUMMARY
($MM)Number of Deals Deal Value
Avg. Deal Value:
$27.4$25.6$7.7$12.4$13.5$ 17.2$8.1
Notes:Source: Pitchbook and Press Releases.(1) Represents data across CRE / Investment, Residential Real Estate and Mortgage Technology.(2) Excludes Airbnb financing rounds.(3) Excludes Houzz financing rounds.(4) Includes $100MM in debt financing.
Deal Dashboard
(3)
Quarterly Financing Activity (1)(2) Select Q2 2018 Financing Transactions
45% and 42% YoY growth in terms of deal
value and number of deals, respectively
59
24
48
60
58 56
62(7)
85
$12.8
Ann. Date Company
Selected Investor(s)
Amt. Invested
Funding to Date
Post-Money
Valuation
6/13 $325 $1,180 N / A
6/8 $20 $24 N / A
6/6 $40 $62 N / A
5/31 $40 $64 $140
5/31 $30 $49 N / A
5/25 $33 $72 $153
5/17 $21 $26 $136
5/16 $50 $78 $150
5/16 $150(4) $410 N / A
5/16 $25 $36 $110
4/24 $15 $48 N / A
4/17 $15 $26 $50
4/12 $20 $31 $180
4/5 $30 $51 $130
4/4 $20 $24 $90
($MM)
LL Funds
55
9 8
12
9
20
16
28
23
Q3-16 Q4-16 Q1-17 Q2-17 Q3-17 Q4-17 Q1-18 Q2-18
REAL ESTATE TECHNOLOGY SECTOR SUMMARY
Notes:Source: Capital IQ, Pitchbook, Press Releases and Company filings.(1) Represents data across CRE / Investment, Residential Real Estate and Mortgage Technology.
Deal Dashboard
Quarterly M&A Activity (1) Select Q2 2018 M&A Transactions
A healthy first half of 2018, M&A deal
activity up 143% YoY
Buyer TargetAnnounced
DateEnt.
Value
6/12 $290
6/7 N / A
6/6 N / A
6/4 N / A
6/4 N / A
5/11 $3,208
5/1 $97
4/23 $1,200
4/20 $219
4/12 N / A
($MM)
(Australia)
66
Residential Real Estate Technology
Company FoundedAmt. Raised/
Invested
2012 $713
2014$680 Equity /
$500 Debt
2009 $144
2008 $104
2011 $104
2008 $85
2015$80 Equity /
$330 Debt
2015 $75
2012 $72
2014 $64
Notes:Source: Capital IQ and Pitchbook.(1) Reflects combined funding after VTS/Hightower merger. VTS and Hightower individually raised
$88mm and $22mm, respectively.(2) Excludes $250MM bridge financing.(3) Excludes Airbnb and Houzz financing rounds.
(2)
(1)
(3)
Deal completed in Q2 2018
REAL ESTATE TECHNOLOGY SECTOR SUMMARYPrivate Company Funding Leaders
($MM) ($MM) ($MM)
CRE / Facilities / Construction Technology Residential Real Estate Technology
Company FoundedAmt. Raised/
Invested
2015 $1,110
1995 $259
2002 $232
2012 $161
2014 $133
2010 $131
2011 $110
1999 $100
2013 $97
2013 $72
/
Mortgage / Closing / Insurance Technology
Company FoundedAmt. Raised/
Invested
2015 $180
2012 $167
2013 $109
2013 $105
2010 $78
2015 $78
1998 $55
2014 $55
2005 $42
2015 $40
77
REAL ESTATE TECHNOLOGY SECTOR SUMMARYCase Study: Silver Lake Acquires ZPG plc (LSE: ZPG)
0
5.0MM
10.0MM
15.0MM
20.0MM
25.0MM
£3.00
£3.50
£4.00
£4.50
£5.00
£5.50
Notes:Source: Company Website and filings, Capital IQ , Pitchbook, Press Releases and 451 Research.LTM as of 9/30/2017 per ZPG filings.GBP/USD exchange rate of 1.35 as of 5/11/2018.
− On May 11, 2018, Silver Lake reached a definitive agreement to acquire ZPG Plc for an implied enterprise value of $3.2Bn, ZPG shareholders will receive $6.63 per share at closing
− ZPG’s largest shareholder is The Daily Mail and General Trust plc (LSE: DMGT) (29.9%)
− The transaction closed on July 11, 2018
Headquarters: London, England
Founded: 2007
Employees: ~900
Description: Provides a searchable real estate classified ads website ofproperties for sale or rent for consumers in the UK throughwww.zoopla.com. Also provides online home valuereference content and related rental mobile apps.
Acquired
Closed
Transaction Overview Overview
Stock Price Performance
Ann.Date
Enterprise Value
($MM)
EV / LTM Revenue
EV / NTM Revenue
EV / LTM EBITDA
EV / NTM EBITDA
5/11/18 $3,208 9.7x 7.6x 27.8x 19.6x
Premium to 3-Month VWAP
43%
LTM Revenue
$330MM
LTM EBITDA
$115MM
Premium to 1-Month VWAP
38%
Transaction Detail
£4.90 / Share
31%
Premium to 1
Day Prior
88
REAL ESTATE TECHNOLOGY SECTOR SUMMARYCase Study: Silver Lake Acquires ZPG plc (LSE: ZPG)
Comparison
Notes:Source: Company Website and filings.
Brand Portfolio
Property
Marketing DataSoftware Energy FinanceCommunications
Website Visits Per Month
50MM+
Website Visits in FY2017
648MM
% of Visits by Mobile Devices
72%
Business Partners
25,000+
“Multi-Brand, Multi-Channel Approach”
Comparison Leads Generated
34MM
Property Partner Leads Generated
56MM
99
REAL ESTATE TECHNOLOGY SECTOR SUMMARYCase Study: Silver Lake Acquires ZPG plc (LSE: ZPG)
FY16 FY17 YoY %
Revenue £124.3 £135.8 9%
Adj. EBITDA £52.5 £60.9 16%
Margin 42% 45%
Marketing
Notes:Source: Company presentations. Unaudited pro forma financials to include full twelve month’s trading from Property Software Group, TechnicWeb, Hometrack, ExpertAgent, Ravensworth and Money.
32%
8%
8%
14%
16%
22%
Software
Data
Finance
Communications
Energy
FY16 FY17 YoY %
£85.6 £91.6 7%
(Revenue, £MM)
FY16 FY17 YoY %
£20.8 £23.2 12%
FY16 FY17 YoY %
£17.9 £21.0 17%
Property(£MM)
(Revenue, £MM)
(Revenue, £MM)
Comparison
FY16 FY17 YoY %
Revenue £135.5 £146.7 8%
Adj. EBITDA £46.5 £48.3 4%
Margin 34% 33%
(£MM)
FY16 FY17 YoY %
£54.9 £62.6 14%
(Revenue, £MM)
FY16 FY17 YoY %
£44.1 £44.0 0%
(Revenue, £MM)
FY16 FY17 YoY %
£36.5 £40.1 10%
(Revenue, £MM)
1010
REAL ESTATE TECHNOLOGY SECTOR SUMMARYCase Study: eXp World Holdings (NasdaqGM: EXPI) Joins the NASDAQ
Notes:Source: Public filings, Pitchbook, CapitalIQ, Company website.
1-Year Stock Price Performance
(1)
eXp Realty Financials Snapshot
eXp World Holdings OverviewListing Overview
− On April 2, 2018, eXp World Holdings announced it had applied to list its shares on the NASDAQ
− Shares began trading on the NASDAQ the week of May 21, 2018
− eXp Holdings founder, Chairman and CEO, Glenn Sanford, noted “Receiving approval to list on the NASDAQ brings us one step closer to enhancing the value we deliver to our agents and shareholders”
Joins the
May 2018
Founded: 2008
Headquarters: Bellingham, Washington
Employees: 184 (full-time, non-brokers)
Description: eXp World Holdings, Inc. provides cloud-based real estatebrokerage services for residential real estate market in theUnited states and Canada. The company facilitates buyersto search real-time property listings and sellers to list theirproperties through its Website and provides buyers andsellers access to a network of professional, consumer-centric agents, and brokers.
($MM, Except per share data)
CY16A CY17A CY18E CY19E CY20ERevenues $54 $156 $402 $569 $796
% Growth 138.5% 191.5% 157.5% 41.7% 39.8%
Gross Margin % 13.3% 10.6% 9.4% 8.9% 7.7%
Adj. EBITDA ($7) ($22) $6 $16 $46
% Margin (13.7%) (13.9%) 1.6% 2.8% 5.8%
Adj. EPS ($0.09) ($0.26) ($0.54) ($0.24) ($0.06)
Stock Data (06/29/18) Valuation MultiplesClosing Price $11.32 EV / CY17A Revenue 4.0x
52 Week High $19.30 EV / CY18E Revenue 1.6x
52 Week Low $2.57
EV / CY17A EBITDA NM
Shares Outstanding (MM) 56.3 EV / CY18E EBITDA 100.7x
Equity Value $637
Plus: Debt - Price / CY17A EPS NM
Less: Cash and Equivalents 8 Price / CY18E EPS NM
Enterprise Value $629
$11.32
0
.10MM
.20MM
.30MM
.40MM
.50MM
.60MM
$0.00
$2.00
$4.00
$6.00
$8.00
$10.00
$12.00
$14.00
$16.00
$18.00
$20.00
Tra
din
g V
olu
me
Sha
re P
rice
1111
REAL ESTATE TECHNOLOGY SECTOR SUMMARYCase Study: eXp World Holdings (NasdaqGM: EXPI) Joins the NASDAQ
0
2,000
4,000
6,000
8,000
10,000
12,000
14,000
Age
nts
Notes:Source: Company presentations.
eXp Provides Value to Both Agents and Brokers
(1)
Brokerage Model ComparisonRapid Agent Growth
Unique Model Incentivizes Agents and Brokers
Agents earn more
with lower costs
through high split,
low cap and fees
Agents continue
education through
on demand
training,
transaction /
broker support,
and moreAgents sell more by
utilizing lead gen,
referred networks,
content marketing and
more
Agents build and own a
lasting business
through co-brokering
and co-branding
Currently over 12,200 agents, ~198% TTM
agent growth
- Only one employee has
incentive to grow the
business (Branch Manager)
- Limited bandwidth to grow
(typically a broker &
assistant)
- Very capital intensive (brick
& mortar infrastructure)
- Limited to single location
(physical location of office)
Traditional Brokerage
- All agents are highly
incentivized to grow the
business (attractive
commission sharing
program)
- Exponential bandwidth as
agent count grows (+12,200
currently)
- Minimal capital required
- eXp’s agents can conduct
business from any location
eXp Realty
eXp can scale its business quickly by incentivizing & empowering agents
and brokers
Vs.
− The brokerage derives its revenues primarily from a portion of the commission split on non-capped real estate transactions
− Possible areas of expansion include mortgage origination services, title & escrow services and homeowners insurance
− eXp World Holdings plans to launch affiliated services in select areas where the company has reached critical mass
.
Title & Escrow Services
MortgageOrigination
Home-owners
Insurance
Brokerage
~12,200
1212
REAL ESTATE TECHNOLOGY SECTOR SUMMARYCase Study: DocuSign (NasdaqGS: DOCU) IPO
Notes:Source: Company Website and filings, Capital IQ , Pitchbook and Press Releases.(1): As of 6/29/2018.(2): Net proceeds of $528.4M, tax withholding of $122.4M and cash balance as of 4/30/2018 of $269.4M.
Company Overview
− Founded: 2003
− HQ: San Francisco, CA
− Business Description: Provides cloud based
transaction products and services, including
an e-signature solution that enables SMB to
enterprise businesses to digitally prepare,
execute, and act on agreements
− Initial Filing Date: 3/28/2018
− Launch Date: 4/26/18
− Gross Offering Amount: $629MM
− Stock Price at IPO: $29.00
− 6/29/18 Stock Price: $52.95
− Current stock price(1) represents 83%
increase from IPO price
Financial Overview
Offering Overview Business Highlights
− 373K+ Customers
− 300+ Fortune 500 clients
− 115% retention in enterprise & commercial
account customer segment
− 5.3X ACV increase over the lifetime of the
top 100 customers
− ~60% 2017 e-signature market share
Financing & Valuation History
DateSize
($MM)Valuation
(Post)Key Investors
05/12/15 $303 $3,070
03/04/14 115 1,610
07/13/12 57 557
12/08/10 30 196
04/04/06 27 57
05/19/04 5 12
Select Real Estate Clients
$MM (except per share data) 6/29/2018
Share Price: $52.95
Fully Diluted Shares Outstanding: 171.0
Market Capitalization $9,056.2
Less: Cash and Equivalents $671.8
Plus: Debt $0.0
Net Debt ($671.8)
Enterprise Value $8,384.4
Metric CY 2017A CY 2018E CY 2019E
Revenue $381.5 $627.6 $757.4
% Growth 52.3% 64.5% 20.7%
EV / Revenue 22.0x 13.4x 11.1x
Adjusted EBITDA ($51.9) $9.8 $16.0
% Margin NM 1.6% 2.1%
EV / EBITDA NM NM NM
(2)
1313
REAL ESTATE TECHNOLOGY SECTOR SUMMARYCase Study: Zillow (NasdaqGS: ZG) Continues Roll Out Of Its Instant Offers Program
Notes:Source: Press releases, public filings, Pitchbook and Company websites.(1): Assumes a 90 day or less holding period when fully operational.(2): Cowen Research, 4/26/2018.
− On April 12, 2018 Zillow (NasdaqGS: ZG) announced they will expand their “Instant Offers” (iBuyer) program, following its launch in early 2017
− The Instant Offers marketplace enables the realtor community by buying and selling homes on the open market through Zillow commissioned Premier Agents
− Zillow’s iBuyer program is now active in Phoenix, Las Vegas and Orlando, and plans to grow the program to 50 markets by 2020
− Zillow believes the iBuyer program represents a $1.8Tn TAM
− Zillow plans to have 300 - 1,000 homes in inventory by the end of 2018 and assumes a 90 holding period when fully operational
− Purchasing homes presents Zillow with an opportunity to enter into adjacent markets such as mortgage / title
Instant Offers Program
Instant Offers Model (1)
− Zillow will focus on single family homes priced between $200k - $300k
− Zillow will commit ~20% of the value of the home in equity, with the remaining balance held as debt
− Zillow will work with lenders to create a funding vehicle to finance these properties
(1)
Instant Offers Purchasing and Financing
iBuyer Landscape
CompanyCurrent Markets / Planned Expansion
Funding ($MM)
2 / 10 $36
8 / 10 $410
10 / 50 $1,180
2 Public
3 / 50 Public
Revenue (Selling price of homes)
Less: Purchase price of homes
Less: Costs to purchase homes (commissions, escrow, title)
Less: Home improvement costs (including direct labor)
Gross Margin
Less: Holding costs (insurance, taxes, HOA fees)
Less: Costs to sell homes (closing costs, commissions, escrow, title)
Less: Corporate overhead (indirect labor, marketing)
EBITDA
“Assuming an average transaction value of ~$260k Zillow can expect a net
operating profit of ~$7k (~3% margin)” (2)
1414
REAL ESTATE TECHNOLOGY SECTOR SUMMARYCase Study: Opendoor Raises $325 Million Through its Series E Financing Round
Notes:Source: Company Website and filings, Capital IQ , Pitchbook and Press Releases. (1): Includes $100MM in debt financing from Lennar Corp.
− On June 13, 2018, Opendoor received $325 million of Series E funding, led by Access Technology Ventures, General Atlantic and Lennar
− Raise brings equity funding in Opendoor to $680 million, with an additional $500 million of debt financing. Opendoor has raised ~$1.2 billion to date
− Jon Jaffee, COO of Lennar, will join Opendoor’s board
− Opendoor plans to expand into 50 markets and double its employee’s by the end of 2020
Headquarters: San Francisco, California
Founded: 2014
Employees: ~650
Description: Provides web and mobile based home-selling platformdesigned to simplify the home selling process. TheCompany's trade-in platform helps people to sell their oldhomes and simultaneously move into new ones directly byrenovating older homes for buyers, who in turn canpurchase the homes from the Company's platform,enabling home buyers to eliminate double moves, doublemortgages and providing the chance to make a strongeroffer on a new home.
Series E Led By
$325 Million
Transaction Overview Overview
Selling Process Funding History
(1)
Ann.Date
LeadInvestor(s)
Amount Raised ($MM)
Raised to Date
($MM)
Post-Money Valuation
($MM)
6/13/2018 $325 $1,180 N / A
1/24/2018 $135(1) $855 N / A
11/28/2016 $210 $720 $1,050
10/1/15 $80 $510 $559
N / A Debt $400 $430 N / A
2/26/2015 $20 $30 $112
9/5/14 $10 $10 $32
Seller requests a quote from Opendoor and
provides input regarding the home’s features
Seller reviews the offer and associated fees
Seller receives payment
Home expert prepares an offer based on
comparable homes sold nearby and industry
trends
Seller arranges a free home assessment.
Opendoor provides the option to do the work and
deduct costs from the selling price should
repairs be necessary
Close in a few days at a competition price
1515Notes:Source: Capital IQ as of 6/29/2018..
REAL ESTATE TECHNOLOGY SECTOR SUMMARYPublic Company Valuation
BrokerageTraditional
Mortgage / Title
Real Estate Media / PortalsMortgage / Data Technology Property Management SoftwareCredit / Mortgage Marketing Real Estate Sharing Economy / TravelTraditional Mortgage / Title Brokerage
LTM Share Price Performance
(5%) 62% 14% 9%35%5% 13%
Property Management
Software
APPF: 88%AGYS: 56%RP: 53%
Credit / Mortgage Marketing
Real Estate Sharing Economy
/ Travel
Real Estate Media / Portals
Mortgage / Data Technology
Public Real Estate Technology Ecosystem
LTM Share Price Performance
(30%)
(10%)
10%
30%
50%
70%
90%
Jun-17 Aug-17 Oct-17 Dec-17 Feb-18 Apr-18 Jun-18
62%
5%
(5%)
35%
13%
9%
14%
1616
25.0x23.5x
18.1x15.6x 14.9x
10.3x8.7x
0.0x
6.0x
12.0x
18.0x
24.0x
30.0x
1 1 1 1 1 1 1
10.2x
6.7x
4.8x4.2x
3.1x 2.6x 2.2x
0.0x
2.0x
4.0x
6.0x
8.0x
10.0x
12.0x
1 2 3 4 5 6 7
REAL ESTATE TECHNOLOGY SECTOR SUMMARYPublic Company Valuation (cont’d)
Brokerage
2.6x / 10.3x 2.2x / 8.7x
Traditional Mortgage / Title
Services
Notes:Multiples represent mean value of sector group as of 6/29/2018.Source: Capital IQ.
NTM Revenue / NTM EBITDA Multiple
6.7x / 25.0x
Property Management
Software
4.2x / 15.6x
Real Estate Sharing Economy
/ Travel
4.8x / 18.1x
Mortgage / Data Technology
10.2x / 23.5x
Real Estate Media / Portals
3.1x / 14.9x
Credit / Mortgage Marketing
BrokerageBrokerage
Traditional Mortgage
/ Title Services
Traditional Mortgage
/ Title Services
Real Estate Sharing
Economy / Travel
Real Estate Sharing
Economy / Travel
Mortgage / Data
Technology
Mortgage / Data
Technology
Credit / Mortgage Marketing
Credit / Mortgage Marketing
Property Management
Software
Real Estate Media / Portals
Real Estate Media / Portals
Enterprise Value / 2018E Revenue Enterprise Value / 2018E EBITDA
Public Real Estate Technology Ecosystem
Property Management
Software
17
APPENDIX
1818
APPENDIX
($MM)
20
18
20
17
Selected M&A Activity
Notes:Source: Capital IQ, Pitchbook and Company filings.(1) Represents value of the 55% stake acquired.
(1)
Date Enterprise EV / Revenue EV / EBITDA
Announced Acquirer Target Value LTM NTM LTM NTM Target Description
6/12/2018 $290 NA NA NA NADevelops real-time facility support software services intended for facility maintenance management and
process optimization.
6/6/2018 NA NA NA NA NAProvides software which helps maintenance teams manage work orders, organize / execute preventative
maintenance, predict asset maintenance and manage enterprise assets and equipment inventory.
6/4/2018 NA NA NA NA NA Developer of facility scheduling and event management software.
6/4/2018 NA NA NA NA NA Develops a mortgage processing software designed to accelerate the speed and scaling of mortgage processing.
5/11/2018 3,208 9.7x 7.6x 27.8x 19.6xProvides a searchable real estate classified ads website of properties for sale or rent for consumers in the UK.
Also provides online home value reference content and related rental mobile apps.
5/1/2018 97 NA NA NA NA Provider of property data analytics to the financial sector.
4/23/2018 1,200 NA 6.0x NA NA Provides cloud, SaaS, and on premise commercial construction software solutions.
4/20/2018 219 9.9x 6.8x NA NA Provides a SaaS-based payment and billing platform for the multi-family and commercial real estate industry.
4/12/2018 NA NA NA NA NA Develops desktop, mobile, and Web tools for real estate and mortgage industries.
3/21/2018 NA NA NA NA NA Provides cloud-based medical device and facilities management SaaS for the healthcare industry.
3/18/2018 1,138 0.6x 0.6x 10.1x 7.8x Provides title insurance and real estate transaction services.
3/13/2018 205 2.8x NA NA NA Provides environmental risk information services and solutions.
3/8/2018 NA NA NA NA NA Provides housing software and services intended to help housing authorities effectively manage processes.
2/12/2018 3,587 2.2x 1.7x NM NMProvides servicing, origination, and transaction based services primarily to single-family residences in the
United States.
2/8/2018 NA NA NA NA NA Develops software for property management.
2/7/2018 395 NA NA NA NAProvides automotive finance and real-estate lending software solutions for banks, thrifts, credit unions,
mortgage companies, and captive finance companies in the United States.
2/2/2018 500 9.4x NA NA NAProvides cloud-based construction program management software to meet the needs of repeat builders in the
construction industry.
1/3/2018 NA NA NA NA NAProvides mobile physical asset management and surveying SaaS for the education, retail, healthcare,
government, infrastructure, leisure and commercial property sectors globally.
12/14/2017 NA NA NA NA NA Provides property management, accounting and facilities management software.
11/17/2017 NA NA NA NA NAProvides an online portal that provides information on real estate properties. Its portal provides ads and other
advertising materials for real estate.
(Lending Solutions Business)
(Australia)
1919Notes:Source: Capital IQ and Pitchbook.
($MM)
APPENDIXSelected M&A Activity (cont’d)
Date Enterprise EV / Revenue EV / EBITDA
Announced Acquirer Target Value LTM NTM LTM NTM Target Description
11/16/2017 NA NA NA NA NADevelops an online rental platform designed to help people with disabilities find reasonable and accessible
accommodations when traveling.
11/7/2017 NA NA NA NA NA Provides engineering content management software for businesses and government agencies globally.
10/23/2017 NA NA NA NA NA Developer of rental housing software designed to manage complex tenancy relationships.
10/17/2017 NA NA NA NA NAProvides a cloud-based software system for clients in the condominium development and sales sector with a
comprehensive web-based application.
10/16/2017 NA NA NA NA NADevelops cloud-based transaction management systems designed to create, store, sign and manage all listing,
sales and lease files online.
10/16/2017 NA NA NA NA NAProvides housing management software for public housing authorities and private affordable housing
developments.
10/4/2017 NA NA NA NA NADevelops and supplies real estate management software designed to provide full access to vital information in
real estate.
10/2/2017 NA NA NA NA NADevelops a SaaS-based real estate transaction management software created to help real estate agents manage
their transactions online.
9/12/2017 $385 3.9x NA 25.7x NAOperates an online rental search destination that connects apartment shoppers to rental properties throughout
the United States and Canada.
9/8/2017 NA NA NA NA NA Provider of real estate listing management technology to developers and builders.
8/31/2017 128 NA NA NA NAProvides cloud-based intelligent sales software that enables mortgage companies to close more loans by
helping loan officers respond quickly to prospective borrowers.
8/9/2017 NA NA NA NA NA Provides Web-based integrated workplace management SaaS for enterprises.
8/2/2017 NA NA NA NA NAProvides an online real estate marketplace allows people to buy and sell commercial and residential real estate
properties online using desktop and mobile technology.
8/2/2017 250 NA NA NA NAProvides a real estate leasing platform that facilitates communicaty marketing, renter qualification, lease
contract generation and document storage.
8/1/2017 NA NA NA NA NA Provides mortgage loan application software, loan origination software, and data security solutions.
7/25/2017 NA NA NA NA NA Develops customer relationship management software and a marketing platform for real estate professionals.
7/10/2017 NA NA NA NA NA Provides an online marketplace that connects borrowers and lenders.
7/3/2017 1,434 3.0x 2.8x 14.2x 11.1x Provider of financial publishing services in the United States.
6/19/2017 70 2.3x NA NA NA Provider of utility management and energy services.
6/13/2017 78 NA NA NA NAProvider of an online real estate agent platform, offering agents maximum property exposure and a host of
services.
20
17
($MM)
2020Notes:Source: Capital IQ and Pitchbook.(1): Represents merger of equals between VTS and Hightower.
APPENDIXSelected M&A Activity (cont’d)
($MM)
20
17
20
16
(1)
Date Enterprise EV / Revenue EV / EBITDA
Announced Acquirer Target Value LTM NTM LTM NTM Target Description
6/6/2017 NA NA NA NA NAProvider of an appraisal management platform that uses desktop and cloud-based valuation supply chain
technology that connects all of the parties involved in the appraisal process.
6/1/2017 NA NA NA NA NA Developer of web-based CRM software intended for the real estate industry.
5/23/2017 NA NA NA NA NAProvider of a real estate software platform coupled with an open and connected ecosystem for real estate
businesses.
5/1/2017 $588 1.9x 2.0x NM 20.3x Operator of a consumer review website intended to help consumers find service providers.
4/27/2017 NA NA NA NA NAProvider of a web-based land and rural property marketplace, facilitating buying, renting and selling of
properties.
3/13/2017 3,550 2.1x 2.1x 11.2x 7.4xDeveloper of lending and payments software products created to deliver financial technology to banks
worldwide.
2/27/2017 300 8.4x NA 30.0x NA Advanced forecasting mobile app and optimization software used to price real estate units in North America.
2/15/2017 300 NA NA NA NAOperator of an online rental marketplace intended to rent high-end properties. The company's rental platform
provides a marketplace for luxury and high-end villas to rent.
1/24/2017 75 NA NA NA NA Provider of data intelligence services designed to offer apartment market data.
11/29/2016 300 NA NA NA NAProvider of real-time analytics that enable mortgage lenders to monitor and manage operations across their
enterprise.
9/22/2016 185 NA NA NA NA Provides facilities management SaaS for sustainable resource planning for multi-site corporations.
9/21/2016 NA NA NA NA NA RedVision Systems, Inc. provides title reporting and property research solutions.
7/26/2016 NA NA NA NA NADeveloper and provider of an an end-to-end software as a service customer relationship management, lead
generation and lead management software platform
6/22/2016 36 NA NA NA NAProvider of real-time analytics that enable mortgage lenders to monitor and manage operations across their
enterprise.
6/16/2016 NA NA NA NA NAProvides mortgage pricing and eligibility, mortgage sales, mortgage rate quoting and marketing automation
software for banks, mortgage lenders and loan officers.
6/7/2016 NA NA NA NA NA Provides cloud-based document and data management platforms.
6/3/2016 NA NA NA NA NAProvides SaaS based real estate investment management and reporting software and services for the
affordable housing, private equity, and government markets.
5/18/2016 NA NA NA NA NAProvides real estate and facilities management software solutions to Fortune 500 companies that automates
location lifecycle to improve the performance of locations.
5/16/2016 115 4.8x NA 23.0x NA Provides secure EDI document distribution and collaboration SaaS for the financial services industry.
2/25/2016 NA NA NA NA NAProvider of a search engine for rental properties. The company offers a map-based online platform with real-
time filtering that enables users to search for apartments to rent in a selected area.
($MM)
2121Notes:Source: Capital IQ and Pitchbook.
APPENDIXSelected M&A Activity (cont’d)
($MM)
20
16
20
15
Date Enterprise EV / Revenue EV / EBITDA
Announced Acquirer Target Value LTM NTM LTM NTM Target Description
2/23/2016 $70 1.2x NA 11.7x NAProvides utility management, energy management, electronic payment, sub metering and back office
solutions.
2/2/2016 NA NA NA NA NA Provides commercial property management software for real estate companies in Germany.
1/28/2016 NA NA NA NA NA Provides Web-based property management solutions to support multiple properties, units, and users.
12/17/2015 475 NA NA NA 13.5x Provides property appraisal and real estate collateral management software.
11/4/2015 3,900 8.0x 7.2x 63.5x 28.4xProvider of an online vacation rental property marketplace that enables property owners / managers to market
properties for rental to travelers.
11/4/2015 18 NA NA NA NA Provider of hospitality management software systems for hotels, resorts, and spas worldwide.
10/14/2015 16 NA NA NA NAProvides a Web-based relationship management solution for mortgage professionals to improve customer
retention.
7/22/2015 108 NA NA NA NA Provider of an online collaborative transaction environment for the real estate industry.
6/3/2015 NA NA NA NA NAProvider of real estate enterprise software applications and hosted solutions for the property management
industry.
4/29/2015 170 2.2x NA 7.0x NA Provider of an online apartment listing service.
4/8/2015 NA NA NA NA NA Provider of an online apartment advertising service for property managers and owners.
6/2/2015 49 NA NA NA NA Provides a suite of cloud-based, smart answer automation and routing.
Mean 4.7x 3.7x 19.8x 13.2x
Median 2.9x 2.4x 19.9x 11.1x
($MM)
2222Notes:Source: Capital IQ, Pitchbook and Company filings.(1) Fiscal year change announced 5/23/2017.
APPENDIXReal Estate Technology Ecosystem
(1)
($MM, except per share data)
Stock Trading Metrics Operating Metrics
Price Equity Net Enterprise Revenue EV / Revenue EV / EBITDA CY Rev. Growth EBITDA Margin
Company 06/29/18 Value Debt Value CY17A CY18E CY17A CY18E CY17A CY18E 17A/16A 17A/18E CY17A CY18E
Real Estate Media / Portals
CoStar Group, Inc. $412.63 $15,016 ($931) $14,085 $965 $1,187 14.6x 11.9x NM 36.4x 15.2% 23.0% 25.9% 32.6%
Zillow Group, Inc. $59.75 11,893 (433) 11,460 1,077 1,487 10.6x 7.7x NM NM 27.2% 38.1% 7.7% 18.6%
REA Group Limited $67.21 8,853 126 8,979 598 643 15.0x 14.0x 29.2x 24.0x 32.0% 7.6% 51.4% 58.1%
Rightmove plc $70.07 6,325 (34) 6,291 329 351 19.1x 17.9x 25.9x 23.5x 21.1% 6.9% 73.9% 76.1%
ZPG Plc $6.45 2,800 445 3,244 357 415 9.1x 7.8x 26.2x 19.8x 38.7% 16.4% 34.8% 39.4%
Lifull Co., Ltd. $6.61 785 (40) 746 188 347 3.5x 2.1x 33.0x 14.0x (22.6%) 84.6% 12.0% 15.3%
Real Estate Media / Portals
Mean 12.0x 10.2x 28.6x 23.5x 19% 29% 34% 40%
Median 12.6x 9.8x 27.7x 23.5x 24% 20% 30% 36%
Mortgage / Data Technology
Black Knight, Inc. $53.55 $8,001 $1,493 $9,494 $1,052 $1,121 9.0x 8.5x 25.3x 17.5x 2.5% 6.6% 35.7% 48.4%
CoreLogic, Inc. $51.90 4,237 1,586 5,823 1,851 1,865 3.1x 3.1x 15.1x 11.9x (5.2%) 0.7% 20.8% 26.3%
Ellie Mae, Inc. $103.84 3,567 (231) 3,335 417 499 8.0x 6.7x NM 25.5x 15.8% 19.6% 16.9% 26.3%
Real Matters Inc. $4.33 385 (79) 306 303 358 1.0x 0.9x 32.6x 18.0x 21.9% 18.2% 3.1% 4.7%
Reis, Inc. $21.80 252 (16) 236 48 49 4.9x 4.8x 28.7x 17.9x 1.4% 1.8% 17.1% 26.9%
Mortgage / Data Technology
Mean 5.2x 4.8x 25.4x 18.1x 7% 9% 19% 27%
Median 4.9x 4.8x 27.0x 17.9x 2% 7% 17% 26%
Property Management Software
RealPage, Inc. $55.10 $4,965 $548 $5,513 $671 $865 8.2x 6.4x NM 24.4x 18.1% 28.9% 14.1% 26.1%
AppFolio, Inc. $61.15 2,090 (46) 2,044 144 182 14.2x 11.2x NM NM 36.2% 26.5% 9.1% 22.5%
Agilysys, Inc. $15.50 360 (40) 320 126 135 2.5x 2.4x NM 25.7x (2.4%) 7.0% (8.7%) 9.2%
Property Management Software
Mean 8.3x 6.7x NM 25.0x 17% 21% 5% 19%
Median 8.2x 6.4x NM 25.0x 18% 27% 9% 22%
Brokerage
Jones Lang LaSalle Incorporated $165.99 $7,551 $1,222 $8,773 $7,932 $9,625 1.1x 0.9x 11.3x 10.5x 16.6% 21.3% 9.8% 8.6%
Realogy Holdings Corp. $22.80 2,907 3,603 6,510 6,114 6,284 1.1x 1.0x 8.9x 9.2x 5.2% 2.8% 12.0% 11.3%
Colliers International Group Inc. $76.04 2,977 325 3,301 2,275 2,751 1.5x 1.2x 14.1x 10.8x 20.0% 20.9% 10.3% 11.1%
Redfin Corporation $23.09 1,915 (190) 1,726 370 479 4.7x 3.6x NM NM 38.5% 29.5% (2.4%) 0.4%
Marcus & Mill ichap, Inc. $39.01 1,505 (286) 1,220 720 761 1.7x 1.6x 12.0x 10.0x 0.3% 5.8% 14.1% 16.0%
Purplebricks Group PLC $4.29 1,295 (210) 1,085 117 205 9.3x 5.3x NM NM 141.3% 75.8% (22.3%) (1.2%)
RE/MAX Holdings, Inc. $52.45 931 198 1,129 196 214 5.8x 5.3x 11.3x 10.7x 11.1% 9.4% 51.0% 49.3%
eXp World Holdings, Inc. $11.32 637 (8) 629 156 402 4.0x 1.6x NM NM 191.5% 157.5% (13.9%) 1.6%
Brokerage
Mean 3.6x 2.6x 11.5x 10.3x 53% 40% 7% 12%
Median 2.9x 1.6x 11.3x 10.5x 18% 21% 10% 10%
2323Notes:Source: Capital IQ.
APPENDIXReal Estate Technology Ecosystem (cont’d)($MM, except per share data)
Stock Trading Metrics Operating Metrics
Price Equity Net Enterprise Revenue EV / Revenue EV / EBITDA CY Rev. Growth EBITDA Margin
Company 06/29/18 Value Debt Value CY17A CY18E CY17A CY18E CY17A CY18E 17A/16A 17A/18E CY17A CY18E
Traditional Mortgage / Title
Fidelity National Financial, Inc. $37.62 $10,330 ($136) $10,194 $7,668 $7,906 1.3x 1.3x 9.3x 9.2x 5.6% 3.1% 14.4% 14.1%
First American Financial Corporation $51.72 5,769 (445) 5,324 5,772 5,854 0.9x 0.9x 8.6x 6.6x 3.5% 1.4% 10.7% 13.8%
Radian Group Inc. $16.22 3,481 10 3,491 1,222 1,277 2.9x 2.7x 4.7x NM (1.4%) 4.5% NA NA
Nationstar Mortgage Holdings Inc. $17.53 1,722 1,421 3,143 1,650 1,931 1.9x 1.6x NM NM 32.0% 17.0% NA NA
Stewart Information Services Corporation $43.07 1,022 2 1,024 1,957 2,006 0.5x 0.5x 9.1x 7.7x (2.8%) 2.5% 5.8% 6.7%
Ocwen Financial Corporation $3.96 530 6,927 7,457 1,195 1,024 6.2x 7.3x NM NM (13.9%) (14.3%) NA NA
Altisource Portfolio Solutions S.A. $29.17 502 285 787 942 866 0.8x 0.9x 6.3x 11.2x (5.5%) (8.1%) 13.2% 8.1%
Traditional Mortgage / Title
Mean 2.1x 2.2x 7.6x 8.7x 3% 1% 11% 11%
Median 1.3x 1.3x 8.6x 8.4x (1%) 3% 12% 11%
Credit / Mortgage Marketing
LendingTree, Inc. $213.80 $2,671 ($105) $2,565 $618 $788 4.2x 3.3x 30.1x 17.2x 60.7% 27.6% 13.8% 18.9%
Moneysupermarket.com Group PLC $4.16 2,228 (47) 2,180 446 459 4.9x 4.8x 14.0x 12.9x 14.1% 2.9% 34.9% 37.0%
QuinStreet, Inc. $12.70 599 (47) 552 336 424 1.6x 1.3x NM 14.6x 12.1% 26.4% 3.4% 8.9%
Credit / Mortgage Marketing
Mean 3.6x 3.1x 22.1x 14.9x 29% 19% 17% 22%
Median 4.2x 3.3x 22.1x 14.6x 14% 26% 14% 19%
Real Estate Sharing Economy / Travel
Booking Holdings Inc. $2,027.09 $97,655 $2,122 $99,777 $12,681 $14,632 7.9x 6.8x 20.3x 17.5x 18.0% 15.4% 38.8% 39.0%
Expedia Group, Inc. $120.19 18,046 (183) 17,863 10,060 11,350 1.8x 1.6x 15.4x 9.7x 14.7% 12.8% 11.5% 16.3%
TripAdvisor, Inc. $55.71 7,655 (643) 7,012 1,556 1,635 4.5x 4.3x NM 19.6x 5.1% 5.1% 11.1% 21.9%
Real Estate Sharing Economy / Travel
Mean 4.7x 4.2x 17.8x 15.6x 13% 11% 20% 26%
Median 4.5x 4.3x 17.8x 17.5x 15% 13% 12% 22%