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I N D U S T R Y I N S I G H T S :
Staffing Industry
M&A Landscape
January 2018
Staffing Industry M&A Landscape – Winter 2018
Highlights B Y T H E
N U M B E R S
34 staffing industry M&A
transactions completed by 32
different buyers were reported
in the fourth quarter of 2017.
139 staffing industry M&A
transactions were reported in
2017.
124 unique buyers have
completed a staffing company
acquisition in 2017.
86% of the staffing transactions
completed in 2017 were acquired
by either privately held buyers or
financial investors.
With a positive operating environment across most
industry sectors, an increasing number of staffing
company owners are seeking to capitalize on their
current strong performance by realizing value through
either a sale or recapitalization transaction.
Strategic buyers accounted for 80% of the staffing
industry acquisitions in 2017, with private equity (financial
buyers) investing in a new platform acquisition
accounting for the other 20% of the transactions.
– 28 new platform staffing investments were acquired
by financial investors in 2017 and 20 in 2016.
IT staffing continues to be the most active staffing M&A
sector, with 41 transactions reported in 2017.
Professional staffing companies (including IT, healthcare,
life sciences, finance and accounting and creative/digital
staffing) continue to see the most widespread demand
from buyers and investors.
Buyers continue to have very specific criteria as they
evaluate acquisition targets. Acquirers desire companies
with a strong blend of both revenue growth and
profitability, with significant attention paid to customer
diversification and the gross margin impact of potential
acquisitions. Proven management teams desiring to stay
on post-transaction also remain highly sought after.
139
34
124
86%
Staffing Industry M&A Landscape – Winter 2018
The fourth quarter of 2017 saw 34 staffing industry M&A transactions
completed by 32 different buyers, a continuance of the strong M&A activity
seen since the beginning of 2015. For all of 2017, 139 staffing industry M&A
transactions have been completed by 124 unique buyers. As the staffing
industry continues to benefit from a positive operating environment across
most industry sectors, an increasing number of owners are seeking to
capitalize on their current strong performance by realizing value through
either a sale or recapitalization transaction.
Announced transaction activity will likely remain robust in 2018, as we
continue to field a steady stream of inquiries from both strategic buyers and
financial investors, as well as potential sellers. Buyers reported seeing a
large surge in available deal opportunities right after Labor Day in 2017, so
the majority of these transactions will likely close in the first and second
quarters of 2018. This supports our observation that seller interest is
noticeably increasing, as improving operating results make valuation targets
more achievable. Additionally, many owners are increasingly mentioning the
potential risk of holding their business too long and missing the open window
that currently exists for completing a transaction.
Even as acquisition activity continues to flourish, buyers/investors continue to
have very specific criteria as they evaluate acquisition targets. Professional
staffing businesses, particularly those in the areas of IT staffing, healthcare
staffing and life sciences staffing, continue to generate the greatest buyer
demand. Acquirers are most interested in companies that have a strong
blend of both revenue growth and profitability, with significant attention paid
to customer diversification and the gross margin impact of potential
acquisitions. Proven management teams desiring to continue with the
business post-transaction also remain highly sought after. Conversely,
companies with flat or declining growth profiles, customer concentration or
without management teams staying on with the business post-transaction are
finding more limited buyer interest and, hence, less exciting valuation
multiples.
Staffing industry acquisition activity remains primarily driven by privately held
strategic buyers (many of whom are backed by private equity), as the larger
and better-known public staffing companies account for only a limited number
of transactions each year. 86% of the transactions in 2017 were completed
by privately owned buyers/investors, with only 14% of the acquisitions
completed by a publicly traded entity.
Strategic buyers (including those staffing companies primarily owned by
private equity investors) completed 80% of the staffing acquisitions in 2017.
This follows the 84% of announced acquisitions completed by strategic
acquirers in 2016. Private equity (financial buyers) continues to be an
attractive option for the largest- and fastest-growing staffing companies, with
28 new platform investments made in 2017 and 20 in 2016. Companies with
scale, excellent historical and projected growth rates and management teams
seeking to continue the growth of their businesses while taking some money
off the table are proving to be very attractive investment platforms for many
private equity investors interested in the business services sector.
IT staffing companies, especially those with a more relationship-oriented
direct sales model generating higher gross margins and double-digit EBITDA
margins, continue to be the single most attractive temporary staffing segment
for acquirers, as 41 of the 139 transactions reported in 2017 involved
companies whose predominate service offering was IT staffing. Healthcare
staffing companies are also seeing significant buyer interest and very
attractive valuation multiples, with 23 transactions completed in 2017. The
professional staffing segments (including IT, healthcare, life sciences, finance
and accounting and creative/digital staffing) all continue to see the most
widespread demand from buyers and, thus, the strongest valuations. The
light industrial/clerical staffing segment continues to produce a healthy
number of transactions, with 19 reported in 2017, although typically at lower
valuation multiples as compared to professional staffing.
M&A Activity –
Staffing Industry
Staffing Industry M&A Landscape – Winter 2018
M&A Activity –
Staffing Industry
Staffing Industry Transaction Activity – 2017Yearly Staffing Transaction Volume – 2007 to Dec. 31, 2017
Source: SEC filings, S&P Global Market Intelligence, Mergermarket, company press releases and
various news sources (e.g., Staffing Industry Analysts, American Staffing Association, The Deal, The
Wall Street Journal)
150
97
68
87
59
103 103 105
132
122
139
0
20
40
60
80
100
120
140
160
2007 2008 2009 2010 2011 2012 2013 2014 2015 2016 2017
Number of Deals
Public, 20.
14%
Private, 119.
86%
Public vs. Private Buyer
Financial,
28. 20%
Strategic,
111. 80%
Strategic vs. Financial Buyer
Staffing Industry M&A Landscape – Winter 2018
29%
16%
14%
14%
11%
7%
4%
4% 1%
M&A Activity by Staffing Industry Sector – 2017
Industry
Sector
No. of 2017
Transactions
IT Staffing 41
Healthcare 23
Light Industrial/Clerical 19
Other 19
Executive Search 15
Technical 10
F&A 5
PEO 5
Legal 2
M&A Activity –
Staffing Industry
Source: SEC filings, S&P Global Market Intelligence, Mergermarket, company press releases and
various news sources (e.g., Staffing Industry Analysts, American Staffing Association, The Deal, The
Wall Street Journal)
Capital Markets Industry Insights | Q1 2016Staffing Industry M&A Landscape – Winter 2018
The Canadian staffing industry has seen moderate growth
in 2017 as the economy continued its upward momentum
from 2016. Unemployment in the country dropped to 5.7%
in 2017, a 41 year low. As of December 2017, there were
15.1 million full-time employees and 3.6 million part time
workers across the country.
The office staffing and temp agencies industry in Canada is
expected to grow at an annualized rate of 3.3% over the
next five years. Canada’s GDP is expected to remain
strong, rising by 1.9% in both 2018 and 2019, which will
continue to stimulate demand for workers.
Additionally, significant minimum wage hike is expected to
come into effect in Ontario and Alberta in early 2018, which
may further drive demand for temporary staffing as
employers look to defray the spike in wage costs.
Canadian M&A Activity –
Staffing Industry
Source: Statsistics Canada, IBISWorld, Bank of Canada, various news sources (e.g. Toronto Star, CBC)
14,200
14,400
14,600
14,800
15,000
15,200
Jan
Feb
Mar
Apr
May
Jun
Jul
Aug
Sep
Oct
Nov
Dec
Jan
Feb
Mar
Apr
May
Jun
Jul
Aug
Sep
Oct
Nov
Dec
2016 2017
3,250
3,300
3,350
3,400
3,450
3,500
3,550
3,600
3,650
Jan
Feb
Mar
Apr
May
Jun
Jul
Aug
Sep
Oct
Nov
Dec
Jan
Feb
Mar
Apr
May
Jun
Jul
Aug
Sep
Oct
Nov
Dec
2016 2017
Full Time Employment
Part Time Employment
Capital Markets Industry Insights | Q1 2016Staffing Industry M&A Landscape – Winter 2018
Industrial staffing continues to represent the largest
percentage of the industry (29.4%), however IT staffing
(24.7%) is growing quickly and may become the largest
segment of the market as Canadian businesses rely more
on IT solutions to increase performance. Office and
administrations staffing (21.6%) has grown in line with the
rest of the industry and will likely be positively impacted by
the minimum wage hike. Engineering and technical
staffing (13%) saw a slight fall in revenue as the drop in oil
prices reduced the number of positions available.
Technical staffing will likely recover over the short to
midterm as the price of crude oil stabilizes.
Canadian M&A Activity –
Staffing Industry
Source: Statsistics Canada, IBISWorld, Bank of Canada, various news sources (e.g. Toronto Star, CBC)
Industrial Staffing
29%
Information
Technology Staffing
25%
Office and
Administrative
Staffing
22%
Engineering and
Technical Staffing
13%
Other
Professional
Service
Staffing
11%
Canadian Staffing Industry Segmentation
Capital Markets Industry Insights | Q1 2016Staffing Industry M&A Landscape – Winter 2018
Hire Dynamics, an Atlanta-based commercial staffing provider,
acquired StaffMasters effective Oct. 2. Both firms focus on the
Southeastern US. StaffMasters, headquartered in Charlotte, NC, is
a commercial staffing provider with 23 branches and eight on-site
locations across North Carolina and South Carolina. Its more than
715 clients include contact (call) centers, warehouse and logistics
operations, administrative services and manufacturing facilities.
Terms were not announced but the combined firms will count $220
million in annual revenue.
Both Hire Dynamics and StaffMasters will retain their brands.
Richard Langdon, founder of StaffMasters, will join the board of Hire
Dynamics and retain some ownership of the combined business.
“The companies both provide support for contact centers,
warehouses, administration and manufacturing, and both have
growing businesses in the Carolinas,” said Hire Dynamics CEO
Larry Feinstein. “StaffMasters branches are complementary to Hire
Dynamics branches and will expand our coverage.”
Hire Dynamics has operations throughout the Southeast and now
more than 800 clients. It is owned by Atlanta-based MSouth Venture
Partners.
Notable Staffing
Transactions – Q4 2017
Source: SEC filings, S&P Global Market Intelligence, Mergermarket, company press releases and
various news sources (e.g., Staffing Industry Analysts, American Staffing Association, The Deal, The
Wall Street Journal)
Capital Markets Industry Insights | Q1 2016Staffing Industry M&A Landscape – Winter 2018
Private equity firm Webster Capital Management LLC acquired
Cirrus Medical Staffing Inc. from A. Soriano Corp, also known as
Anscor, for a purchase price of $36.9 million, according to a filing
with the Philippine Stock Exchange. Anscor acquired Cirrus Medical
Staffing in early 2008.
“We are excited to partner with Cirrus to assist them in continuing to
staff high-quality healthcare professionals across the country,” said
David Malm, co-managing partner and head of healthcare services
at Webster Capital. “The company has an exceptional track record
and is well-positioned to capitalize on a range of growth
opportunities in the coming years.”
Cirrus Medical ranks on Staffing Industry Analysts’ list of largest
healthcare staffing firms in the US. The Charlotte, N.C.-based firm
was formed in 2004 and places travel nursing and allied healthcare
professionals nationwide.
Cirrus Medical Staffing Inc. owns 100% of Cirrus Holdings USA LLC,
a North Carolina limited liability company as well as Cirrus Global
Services Inc., a Philippine domiciled company that provides finance
and administrative support services.
Webster Capital is a Massachusetts-based private equity firm with
more than $600 million of committed capital.
Source: SEC filings, S&P Global Market Intelligence, Mergermarket, company press releases and
various news sources (e.g., Staffing Industry Analysts, American Staffing Association, The Deal, The
Wall Street Journal)
Notable Staffing
Transactions – Q4 2017
Capital Markets Industry Insights | Q1 2016Staffing Industry M&A Landscape – Winter 2018
New MainStream Capital announced it partnered with company
founder Tim Kinnetz in the recapitalization of Iowa-based GrapeTree
Medical Staffing LLC. GrapeTree will serve as the platform
investment in New MainStream Capital’s effort to build a provider of
CNA and RN staffing to long-term care facilities and hospitals on
both a per diem and contract basis. In connection with the
transaction, the private equity firm made a “substantial capital
commitment” that will be used to add employees, expand service
offerings and make strategic acquisitions.
In addition, New MainStream Capital operating executive council
member Bob Livonius will serve as a board member of GrapeTree.
Livonius most recently was president of workforce solutions for AMN
Healthcare Services (NYSE: AMN). He is also the former chairman
of the American Staffing Association, and currently serves on the
board of ettain group.
“GrapeTree is filling an important need in the marketplace that the
large players are missing — local, shorter duration assignments at
the CNA, LPN and RN level — and they’re doing it with technology
from a single location, resulting in higher fill rates with higher quality
healthcare professionals without sacrificing service level,” Livonius
said.
Kinnetz, a former travel nurse, founded GrapeTree in 1999 in
Milford, Iowa. The firm serves facilities across the Midwest and
focuses on CNA staffing in nursing homes and assisted living
facilities, as well as LPNs and RNs in hospitals. GrapeTree has
more than 100 employees and year to date 2017, more than 1,600
different healthcare professionals have worked at least one
GrapeTree shift.
Source: SEC filings, S&P Global Market Intelligence, Mergermarket, company press releases and
various news sources (e.g., Staffing Industry Analysts, American Staffing Association, The Deal, The
Wall Street Journal)
Notable Staffing
Transactions – Q4 2017
Capital Markets Industry Insights | Q1 2016Staffing Industry M&A Landscape – Winter 2018
Resources Connection Inc. (NASD: RECN) completed its acquisition
of Accretive Solutions Inc., a Chicago-based firm that provides
consulting, staffing and outsourcing services. Resources Connection
is paying $19.4 million in cash plus 1.15 million shares of restricted
common stock for the firm.
Accretive Solutions operates eight offices across the US. It will
transition into the RGP brand over the next six to nine months,
except for its Countsy brand, which provides a back-office suite of
services to startups. RGP continues to expect the transaction to
increase RGP’s revenue by approximately $65 million to $70 million
after nine to 12 months.
“We are confident that Accretive’s complementary capabilities will
strengthen RGP’s core competencies and we expect it will enable us
to capitalize on growth opportunities in key US geographies, capture
additional market share in the middle market, and expand our
offerings to startups,” said RGP President and CEO Kate Duchene.
“Today’s closing marks the start of an exciting new chapter for RGP
and Accretive, and we look forward to the significant value this
transaction can create for both our clients and shareholders.”
Source: SEC filings, S&P Global Market Intelligence, Mergermarket, company press releases and
various news sources (e.g., Staffing Industry Analysts, American Staffing Association, The Deal, The
Wall Street Journal)
Notable Staffing
Transactions – Q4 2017
Capital Markets Industry Insights | Q1 2016Staffing Industry M&A Landscape – Winter 2018
Private equity firm Olympus Partners acquired staffing provider Vaco
from Quad-C Management Inc., a middle market private equity firm.
Quad-C reported Vaco management was also an acquirer. Terms of
the transaction were not disclosed.
Quad-C invested in Vaco in 2014 in partnership with its management
team. Vaco completed seven acquisitions during Quad-C's
ownership, expanding its service offerings into healthcare IT and
extending its geographic footprint domestically, as well as into
Canada and India. Most recently, Vaco in August acquired Lannick, a
finance and accounting professional recruitment and consulting firm
serving the Greater Toronto Area. Including Lannick’s projected
revenue of $40 million for 2017, Vaco’s revenue for 2017 is expected
to surpass $458 million. The deal was Vaco’s largest acquisition to
date and its second international acquisition in four months.
Founded in 2002 and based in Nashville, Tenn., Vaco operates more
than 35 offices worldwide, with more than 780 employees and 4,300
consultants. Vaco provides consulting, contract and direct hire
services in sectors including accounting, finance, technology,
healthcare, operations and administration.
“We are beyond ecstatic to partner with Olympus,” said Vaco
Founder and CEO Jerry Bostelman. “Their contribution will be
invaluable as we explore how to more cohesively deliver our
complete solutions to clients, expand our service lines and
geographies throughout the globe and institutionalize the essence of
Vaco to ensure its eternal viability.”
Stamford, Conn.-based Olympus Partners manages more than $5.5
billion on behalf of corporate pension funds, endowment funds and
state-sponsored retirement programs.
Source: SEC filings, S&P Global Market Intelligence, Mergermarket, company press releases and
various news sources (e.g., Staffing Industry Analysts, American Staffing Association, The Deal, The
Wall Street Journal)
Notable Staffing
Transactions – Q4 2017
Capital Markets Industry Insights | Q1 2016Staffing Industry M&A Landscape – Winter 2018
Private equity firm Great Range Capital acquired Labor Source, a
professional staffing company headquartered in Olathe, Kan. The
investment team also included company management and The
Bradley Family Office (Berks Group). Brandon Sutherland, Labor
Source’s founder, retains significant ownership in the company and is
a key member of the senior management team, the company
reported. Labor Source’s new CEO is Mike Pitman, formerly of
Allegis Group.
Labor Source is the parent company of One Source Staffing and
Labor — a professional staffing company targeting disaster
restoration — and CATSTAFF, which provides laborers to restoration
contractors. Labor Source operates nationwide from offices in Kansas
City, Houston, Chicago, and New York City metropolitan areas.
“I was searching for partners who share our Midwestern work ethic
and have a proven track record of helping businesses grow,”
Sutherland said. “Great Range Capital, the Bradley Family, and Mike
Pitman fulfill those requirements and will help Labor Source reach the
next level.”
Great Range Capital, based in greater Kansas City, primarily targets
controlling equity investments in Midwestern companies with
revenues ranging from $20 million to $150 million.
Source: SEC filings, S&P Global Market Intelligence, Mergermarket, company press releases and
various news sources (e.g., Staffing Industry Analysts, American Staffing Association, The Deal, The
Wall Street Journal)
Notable Staffing
Transactions – Q4 2017
Capital Markets Industry Insights | Q1 2016Staffing Industry M&A Landscape – Winter 2018
Staffing firm ALKU acquired Holland Square Group, a healthcare IT
consulting services provider based in Franklin, Tenn. Holland Square
ranked No. 55 on this year’s list of fastest-growing staffing firms with
revenue of $26.4 million in 2016. The Nashville, Tenn.-based firm
provides IT consulting and staffing services to a range of healthcare
clients, including payers and healthcare services providers.
“We immediately recognized the unique opportunity that combining
with Holland Square Group represents for the ALKU portfolio,” said
Mark Eldridge CEO of ALKU. “It is clear that this partnership will
succeed because the two entities are focused on specific practice
areas and do not deviate from this specialized approach.”
Source: SEC filings, S&P Global Market Intelligence, Mergermarket, company press releases and
various news sources (e.g., Staffing Industry Analysts, American Staffing Association, The Deal, The
Wall Street Journal)
Notable Staffing
Transactions – Q4 2017
Staffing Industry M&A Landscape – Winter 2018
Staffing M&A Transactions
Q4 2017
Announced
Date
Seller Buyer Business Description
10/2/2017
Nationwide
Temporaries Inc.
NSC Technologies Provides personnel for the construction and light industrial segments.
10/2/2017 StaffMasters Hire Dynamics
Commercial staffing provider with 23 branches and eight on-site locations across North Carolina and South
Carolina. It’s more than 715 clients include contact (call) centers, warehouse and logistics operations,
administrative services and manufacturing facilities.
10/3/2017 Mullin International Adecco Group Provides outplacement services such as career transition solutions.
10/3/2017
Discover
Biopharmaceutical
Search and Placement
The Tolan Group A boutique executive search firm dedicated to the biopharmaceutical field.
10/10/2017
Progressive Employer
Management
Company
CoAdvantage Inc.
Provides payroll administration, workers’ compensation, risk management, employee benefits packages, and
human resource expertise solutions.
10/16/2017
UltraForce Staffing
Services
The William Gaston
Fund
Provides staffing on a temporary, temp-to-hire or a direct-hire basis as well as recruiting for engineering,
accounting and other professional positions.
10/16/2017
Gorman Health Group,
LLC
Convey Health Solutions
Inc.
Provides health care professional and software services.
10/17/2017
Wilson Human Capital
Group Inc.
CIP Capital
Provides enterprise RPO, sales, technology, veteran, university, healthcare, service leavers, graduate, and
diversity recruitment; and human capital consulting services.
10/20/2017
Cirrus Medical Staffing
Inc.
Webster Capital
Management, LLC
Places travel nursing and allied healthcare professionals nationwide.
Source: SEC filings, S&P Global Market Intelligence, Mergermarket, company press releases and
various news sources (e.g., Staffing Industry Analysts, American Staffing Association, The Deal, The
Wall Street Journal)
Staffing Industry M&A Landscape – Winter 2018
Staffing M&A Transactions
Q4 2017
Announced
Date
Seller Buyer Business Description
10/20/2017 Advance Med
American Health
Staffing Group Inc.
Provider of travel nurse staffing.
10/24/2017
GrapeTree Medical
Staffing, LLC
New MainStream
Capital
Focuses on CNA staffing in nursing homes and assisted living facilities, as well as LPNs and RNs in hospitals.
10/24/2017
Mitchell Actuarial
Recruiting, LLC
McGrath Systems Offers executive recruiting for the actuarial and benefits fields.
10/25/2017 Total HR Management CoAdvantage Inc.
Provides human resource administration services including, payroll administration, workers' compensation,
employee benefits, and human resource solutions.
10/30/2017 Search Group Solutions Hire Dynamics Capabilities in contact center and administrative positions in the healthcare fields.
11/2/2017 Accretive Solutions Inc.
Resources Connection
Inc.
Provides consulting, project resources, and outsourcing solutions to various organizations from start-ups to the
Fortune 500 in the United States and internationally. The company offers its solutions in the areas of accounting
and finance, governance and compliance, information technology, and business transformation.
11/9/2017 CorSource
Management Buyout
lead by Andrew
Hermann
Provides IT staffing services.
11/13/2017 Maguire & Fish Inc. Apartment List, Inc.
Provide temporary recruiting services and implement hiring strategies for social/mobile gaming, ed-tech, cannabis,
fin-tech, internet of things, pet-tech, online dating, e-commerce, employee wellness markets.
11/13/2017 Vaco Olympus Partners
Provides consulting, contract and direct hire services in sectors including accounting, finance, technology,
healthcare, operations and administration.
Source: SEC filings, S&P Global Market Intelligence, Mergermarket, company press releases and
various news sources (e.g., Staffing Industry Analysts, American Staffing Association, The Deal, The
Wall Street Journal)
Staffing Industry M&A Landscape – Winter 2018
Staffing M&A Transactions
Q4 2017
Source: SEC filings, S&P Global Market Intelligence, Mergermarket, company press releases and
various news sources (e.g., Staffing Industry Analysts, American Staffing Association, The Deal, The
Wall Street Journal)
Announced
Date
Seller Buyer Business Description
11/15/2017
Valley Healthcare
Staffing Inc.
TotalMed
Places traveling nurses, technicians and other medical personnel in temporary jobs. Also owns ValleyForce, a
marketing and recruitment automation engine that mechanizes the matching, marketing, submission and
onboarding of clinicians.
11/20/2017 Bridgepoint Consulting Addison Group Provides a range of finance, technology and risk/compliance consulting services.
11/27/2017 Broad Waverly Staffing Private Investor
Places temporary and permanent staff in clerical, light industrial, manufacturing, accounting and administrative
roles.
11/27/2017
Momentum Specialized
Staffing
AtWork Provide light industrial, administrative, medical, skilled labor and direct hire services.
12/4/2017 Labor Source Great Range Capital
Holding company for One Source Staffing and Labor, a professional staffing company targeting disaster
restoration; and CATSTAFF, which provides laborers to restoration contractors.
12/6/2017 Staff One HR Oasis Outsourcing Provides human resources and related PEO services.
12/7/2017 GAP Solutions Inc. System One
GAP Solutions’ services include human capital management, security process management, scientific and
technical expertise, and operations management.
12/11/2017 Holland Square Group ALKU
Provides IT consulting and staffing services to a range of healthcare clients, including payers and healthcare
services providers.
12/11/2017 Restorative Health Care Noor Inc.
Provides nursing and therapy services, including RNs and occupational, physical and speech therapy services for
chronic conditions, intermittent care, quadriplegics and disease management.
Staffing Industry M&A Landscape – Winter 2018
Staffing M&A Transactions
Q4 2017
Source: SEC filings, S&P Global Market Intelligence, Mergermarket, company press releases and
various news sources (e.g., Staffing Industry Analysts, American Staffing Association, The Deal, The
Wall Street Journal)
Announced
Date
Seller Buyer Business Description
12/12/2017
CDI Corp. (Aerospace
& Industrial Equipment
Division)
Belcan, LLC Provider of IT and engineering staffing for Aerospace industry.
12/18/2017
Hudson Global's
Europe operations
Value Plus NV Professional recruitment and talent management operations in Belgium, the Netherlands and Luxembourg.
12/18/2017
Hudson Global's
Europe operations
Morgan Philips Group
SA
Professional staffing operations in the UK, France, Spain and Poland as well as a network of franchise operations
in Denmark, Sweden, Norway, Czech Republic, Ukraine and Slovakia.
12/18/2017
Hudson Global's Asia
Pacific operations
Apache Group Holdings
Pty Ltd.
Professional recruitment and talent management operations in Asia Pacific.
12/18/2017 eSolve Randstad Group (Ausy)
Provider of IT management services, consulting and support for the development of IT infrastructures and
applications for German automotive industry.
12/22/2017
Magellan Search &
Staffing (temp division)
Diversified Staffing
Services Ltd.
Provides temporary staffing solutions such as accounting finance, information technology, and human resources.
12/22/2017 Trucking Unlimited TransForce Inc.
Trucking Unlimited operates www.truckdrivingjobs.com as its primary job board matching motor carriers with
professional truck drivers. The acquired company works with a truck driver database of more than 500,000 drivers
nationwide. It also operates www.TruckingCompaniesHiring.com, www.TruckingUnlimited.com,
www.TruckingIndustry.news and www.TruckersForum.com.
Capital Markets Industry Insights | Q1 2016Staffing Industry M&A Landscape – Winter 2018
Public Trading Data for
Staffing Companies
($ in millions, except per share amounts;
average excludes highest and lowest values)
Company Name Ticker
Price as of 52 Week % of 52
Week
High
Market
Cap
Enterprise
Value
LTM
Revenue
EBITDA LTM
EBITDA
Margin
EV/EBITDA
12/29/2017 Low High LTM 2017E LTM 2017E
Adecco Group AG ADEN $76.50 $68.18 $81.93 93.4% $13,026.3 $14,302.7 $27,741.4 $1,443.1 $1,544.2 5.2% 9.9x 9.3x
Barrett Business Services Inc. BBSI 64.49 44.52 69.32 93.0 470.8 438.9 896.8 31.8 39.1 3.5 13.8 11.2
GEE Group Inc. JOB 2.78 2.46 7.00 39.7 27.5 126.3 135.0 5.5 7.8 4.1 23.1 16.3
Kelly Services, Inc. KELY.A 27.27 20.27 30.93 88.2 1,047.9 1,049.6 5,256.5 98.9 108.0 1.9 10.6 9.7
ManpowerGroup Inc. MAN 126.11 88.39 131.99 95.5 8,357.1 8,703.5 20,352.9 878.3 862.4 4.3 9.9 10.1
Randstad Holding NV RAND 61.53 57.76 70.14 87.7 11,275.1 12,926.2 26,970.9 1,178.6 1,375.3 4.4 11.0 9.4
Staffing 360 Solutions Inc. STAF 3.15 2.25 6.60 47.7 12.2 66.9 185.3 4.5 7.9 2.5 NM 8.4
TrueBlue Inc. TBI 27.50 19.30 29.50 93.2 1,010.4 1,110.2 2,574.1 135.7 122.0 5.3 8.2 9.1
Average 83.9% $3,698.1 $4,059.1 $9,372.8 $388.1 $419.1 4.0% 11.0x 9.8x
Median 90.6% $1,029.1 $1,079.9 $3,915.3 $117.3 $115.0 4.2% 10.6x 9.6x
Commercial Staffing
DEFINITIONS
PEG Ratio: price earnings to growth
EBITDA: earnings before interest, taxes, depreciation and amortization
EPS: earnings per share
Enterprise Value: market capitalization + total debt + preferred equity + minority interest – cash and short-term investments
LTM: publicly announced last twelve months
Note: $ Millions, except for per share data. Average excludes the highest and lowest
values. EBITDA does not reflect adjustments for extraordinary items.
Source: S&P Global Market Intelligence as of December 29, 2017. Represents
publicly traded staffing companies tracked by Duff & Phelps.
Capital Markets Industry Insights | Q1 2016Staffing Industry M&A Landscape – Winter 2018
Public Trading Data for
Staffing Companies
($ in millions, except per share amounts;
average excludes highest and lowest values)
Company Name Ticker
Price as of 52 Week % of 52
Week
High
Market
Cap
Enterprise
Value
LTM
Revenue
EBITDA LTM
EBITDA
Margin
EV/EBITDA
12/29/2017 Low High LTM 2017E LTM 2017E
BG Staffing Inc. BGSF $15.94 $12.84 $18.85 84.6% $139.6 $183.3 $261.2 $23.4 $24.1 9.0% 7.8x 7.6x
Hudson Global Inc HSON 2.25 1.00 2.40 93.8 70.3 61.9 435.4 4.9 NA 1.1 12.7 NA
Kforce Inc. KFRC 25.25 16.75 26.95 93.7 637.3 765.5 1,341.4 72.7 78.5 5.4 10.5 9.7
Mastech Digital Inc. MHH 10.06 5.81 14.07 71.5 54.9 95.1 139.8 6.1 NA 4.4 15.5 NA
On Assignment Inc. ASGN 64.27 42.95 65.73 97.8 3,343.0 3,925.0 2,567.8 268.6 307.0 10.5 14.6 12.8
RCM Technologies Inc. RCMT 6.25 4.51 7.50 83.3 75.1 83.7 179.9 7.5 7.7 4.2 11.1 10.9
Resources Connection Inc. RECN 15.45 12.05 19.80 78.0 465.5 463.9 590.4 43.5 37.2 7.4 10.7 12.5
Robert Half International Inc. RHI 55.54 42.92 57.67 96.3 6,840.1 6,492.7 5,185.6 577.4 578.8 11.1 11.2 11.2
TSR Inc. TSRI 5.20 3.80 11.10 46.8 10.2 4.9 64.4 0.6 NA 0.9 8.6 NA
Volt Information Sciences Inc. VISI 3.80 2.16 8.75 43.5 79.8 160.1 1,247.5 6.1 6.9 0.5 NM 23.2
Average 81.0% $608.2 $717.3 $845.4 $54.1 $90.9 5.3% 11.4x 11.4x
Median 84.0% $109.7 $171.7 $512.9 $15.5 $37.2 4.9% 11.1x 11.2x
Professional Staffing
DEFINITIONS
PEG Ratio: price earnings to growth
EBITDA: earnings before interest, taxes, depreciation and amortization
EPS: earnings per share
Enterprise Value: market capitalization + total debt + preferred equity + minority interest – cash and short-term investments
LTM: publicly announced last twelve months
Note: $ Millions, except for per share data. Average excludes the highest and lowest
values. EBITDA does not reflect adjustments for extraordinary items.
Source: S&P Global Market Intelligence as of December 29, 2017. Represents
publicly traded staffing companies tracked by Duff & Phelps.
Capital Markets Industry Insights | Q1 2016Staffing Industry M&A Landscape – Winter 2018
Public Trading Data for
Staffing Companies
($ in millions, except per share amounts)
Company Name Ticker
Price as of 52 Week % of 52
Week
High
Market
Cap
Enterprise
Value
LTM
Revenue
EBITDA LTM
EBITDA
Margin
EV/EBITDA
12/29/2017 Low High LTM 2017E LTM 2017E
AMN Healthcare Services Inc. AMN $49.25 $33.61 $51.75 95.2% $2,352.8 $2,652.8 $1,967.2 $240.5 $253.8 12.2% 11.0x 10.5x
Cross Country Healthcare Inc. CCRN 12.76 11.07 16.38 77.9 465.5 550.7 867.9 39.3 44.2 4.5 14.0 12.5
Average 86.5% $1,409.1 $1,601.8 $1,417.6 $139.9 $149.0 8.4% 12.5x 11.5x
Median 86.5% $1,409.1 $1,601.8 $1,417.6 $139.9 $149.0 8.4% 12.5x 11.5x
Heidrick & Struggles International Inc. HSII $24.55 $17.90 $27.10 90.6% $461.2 $355.5 $611.8 $57.9 $59.3 9.5% 6.1x NM
Korn/Ferry International KFY 41.38 27.47 44.08 93.9 2,338.5 2,305.0 1,632.3 201.6 240.0 12.4 11.4 9.6
Average 92.2% $1,399.8 $1,330.2 $1,122.0 $129.8 $149.6 10.9% 8.8x 9.6x
Median 92.2% $1,399.8 $1,330.2 $1,122.0 $129.8 $149.6 10.9% 8.8x 9.6x
Executive & Retained Search
Healthcare Staffing
DEFINITIONS
PEG Ratio: price earnings to growth
EBITDA: earnings before interest, taxes, depreciation and amortization
EPS: earnings per share
Enterprise Value: market capitalization + total debt + preferred equity + minority interest – cash and short-term investments
LTM: publicly announced last twelve months
Note: $ Millions, except for per share data. Average excludes the highest and lowest
values. EBITDA does not reflect adjustments for extraordinary items.
Source: S&P Global Market Intelligence as of December 29, 2017. Represents
publicly traded staffing companies tracked by Duff & Phelps.
Capital Markets Industry Insights | Q1 2016Staffing Industry M&A Landscape – Winter 2018
Selected Duff & Phelps
Staffing Transactions
has been acquired by
a portfolio company of North
Texas Opportunity Fund LP,
has been acquired by
has been acquired by
and Prescott Legal
Professionals LP have been
acquired by
a portfolio company
a portfolio company
a division of MPS Group Inc.
a portfolio company
Sell Side Advisor Sell Side Advisor Sell Side Advisor Sell Side Advisor Sell Side Advisor
has been acquired by has been acquired by
Sell Side Advisor Sell Side Advisor Sell Side Advisor
has been acquired by
has been acquired by
has been acquired by
Sell Side Advisor
has been acquired by
Sell Side Advisor
Staffing Industry M&A Landscape – Winter 2018
Contact Us
Staffing Industry M&A Landscape – Winter 2018
For more information please visit:
www.duffandphelps.com
Duff & Phelps is the premier global valuation and
corporate finance advisor with expertise in complex
valuation, disputes and investigations, M&A, real
estate, restructuring, and compliance and regulatory
consulting. The firm’s more than 2,000 employees
serve a diverse range of clients from offices around
the world.
M&A advisory, capital raising and secondary market advisory services in the
United States are provided by Duff & Phelps Securities, LLC. Member
FINRA/SIPC. Pagemill Partners is a Division of Duff & Phelps Securities, LLC.
M&A advisory and capital raising services in Canada are provided by Duff &
Phelps Securities Canada Ltd., a registered Exempt Market Dealer. M&A
advisory, capital raising and secondary market advisory services in the United
Kingdom and across Europe are provided by Duff & Phelps Securities Ltd.
(DPSL), which is authorized and regulated by the Financial Conduct Authority.
In Germany M&A advisory and capital raising services are also provided by
Duff & Phelps GmbH, which is a Tied Agent of DPSL. Valuation Advisory
Services in India are provided by Duff & Phelps India Private Limited under a
category 1 merchant banker license issued by the Securities and Exchange
Board of India.
About
Duff & Phelps
Copyright © 2018 Duff & Phelps LLC. All rights reserved.
Canadian M&A Contacts
Howard Johnson
Managing Director
+1 416 597 4500
howard.johnson@duffandphelps.com
333 Bay Street
14th Floor
Toronto, ON M5H 2R2
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Managing Director
+1 403 890 7355
kurt.schurer@duffandphelps.com
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Suite 102
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Managing Director
+1 416 361 2588
ross.fletcher@duffandphelps.com
333 Bay Street
14th Floor
Toronto, ON M5H 2R2
U.S. M&A Contacts
John Niehaus
Managing Director
+1 713 986 9307
john.niehaus@duffandphelps.com
Duff & Phelps, LLC
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Suite 1900
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Managing Director
+1 713 986 9318
james.rebello@duffandphelps.com
Duff & Phelps, LLC
1111 Bagby Street
Suite 1900
Houston, TX 77002
Laura McNaughton
Head of Business Services M&A
+1 312 697 4678
laura.mcnaughton@duffandphelps.com
Duff & Phelps, LLC
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Staffing Industry M&A Landscape - Winter 2018

  • 1. I N D U S T R Y I N S I G H T S : Staffing Industry M&A Landscape January 2018
  • 2. Staffing Industry M&A Landscape – Winter 2018 Highlights B Y T H E N U M B E R S 34 staffing industry M&A transactions completed by 32 different buyers were reported in the fourth quarter of 2017. 139 staffing industry M&A transactions were reported in 2017. 124 unique buyers have completed a staffing company acquisition in 2017. 86% of the staffing transactions completed in 2017 were acquired by either privately held buyers or financial investors. With a positive operating environment across most industry sectors, an increasing number of staffing company owners are seeking to capitalize on their current strong performance by realizing value through either a sale or recapitalization transaction. Strategic buyers accounted for 80% of the staffing industry acquisitions in 2017, with private equity (financial buyers) investing in a new platform acquisition accounting for the other 20% of the transactions. – 28 new platform staffing investments were acquired by financial investors in 2017 and 20 in 2016. IT staffing continues to be the most active staffing M&A sector, with 41 transactions reported in 2017. Professional staffing companies (including IT, healthcare, life sciences, finance and accounting and creative/digital staffing) continue to see the most widespread demand from buyers and investors. Buyers continue to have very specific criteria as they evaluate acquisition targets. Acquirers desire companies with a strong blend of both revenue growth and profitability, with significant attention paid to customer diversification and the gross margin impact of potential acquisitions. Proven management teams desiring to stay on post-transaction also remain highly sought after. 139 34 124 86%
  • 3. Staffing Industry M&A Landscape – Winter 2018 The fourth quarter of 2017 saw 34 staffing industry M&A transactions completed by 32 different buyers, a continuance of the strong M&A activity seen since the beginning of 2015. For all of 2017, 139 staffing industry M&A transactions have been completed by 124 unique buyers. As the staffing industry continues to benefit from a positive operating environment across most industry sectors, an increasing number of owners are seeking to capitalize on their current strong performance by realizing value through either a sale or recapitalization transaction. Announced transaction activity will likely remain robust in 2018, as we continue to field a steady stream of inquiries from both strategic buyers and financial investors, as well as potential sellers. Buyers reported seeing a large surge in available deal opportunities right after Labor Day in 2017, so the majority of these transactions will likely close in the first and second quarters of 2018. This supports our observation that seller interest is noticeably increasing, as improving operating results make valuation targets more achievable. Additionally, many owners are increasingly mentioning the potential risk of holding their business too long and missing the open window that currently exists for completing a transaction. Even as acquisition activity continues to flourish, buyers/investors continue to have very specific criteria as they evaluate acquisition targets. Professional staffing businesses, particularly those in the areas of IT staffing, healthcare staffing and life sciences staffing, continue to generate the greatest buyer demand. Acquirers are most interested in companies that have a strong blend of both revenue growth and profitability, with significant attention paid to customer diversification and the gross margin impact of potential acquisitions. Proven management teams desiring to continue with the business post-transaction also remain highly sought after. Conversely, companies with flat or declining growth profiles, customer concentration or without management teams staying on with the business post-transaction are finding more limited buyer interest and, hence, less exciting valuation multiples. Staffing industry acquisition activity remains primarily driven by privately held strategic buyers (many of whom are backed by private equity), as the larger and better-known public staffing companies account for only a limited number of transactions each year. 86% of the transactions in 2017 were completed by privately owned buyers/investors, with only 14% of the acquisitions completed by a publicly traded entity. Strategic buyers (including those staffing companies primarily owned by private equity investors) completed 80% of the staffing acquisitions in 2017. This follows the 84% of announced acquisitions completed by strategic acquirers in 2016. Private equity (financial buyers) continues to be an attractive option for the largest- and fastest-growing staffing companies, with 28 new platform investments made in 2017 and 20 in 2016. Companies with scale, excellent historical and projected growth rates and management teams seeking to continue the growth of their businesses while taking some money off the table are proving to be very attractive investment platforms for many private equity investors interested in the business services sector. IT staffing companies, especially those with a more relationship-oriented direct sales model generating higher gross margins and double-digit EBITDA margins, continue to be the single most attractive temporary staffing segment for acquirers, as 41 of the 139 transactions reported in 2017 involved companies whose predominate service offering was IT staffing. Healthcare staffing companies are also seeing significant buyer interest and very attractive valuation multiples, with 23 transactions completed in 2017. The professional staffing segments (including IT, healthcare, life sciences, finance and accounting and creative/digital staffing) all continue to see the most widespread demand from buyers and, thus, the strongest valuations. The light industrial/clerical staffing segment continues to produce a healthy number of transactions, with 19 reported in 2017, although typically at lower valuation multiples as compared to professional staffing. M&A Activity – Staffing Industry
  • 4. Staffing Industry M&A Landscape – Winter 2018 M&A Activity – Staffing Industry Staffing Industry Transaction Activity – 2017Yearly Staffing Transaction Volume – 2007 to Dec. 31, 2017 Source: SEC filings, S&P Global Market Intelligence, Mergermarket, company press releases and various news sources (e.g., Staffing Industry Analysts, American Staffing Association, The Deal, The Wall Street Journal) 150 97 68 87 59 103 103 105 132 122 139 0 20 40 60 80 100 120 140 160 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016 2017 Number of Deals Public, 20. 14% Private, 119. 86% Public vs. Private Buyer Financial, 28. 20% Strategic, 111. 80% Strategic vs. Financial Buyer
  • 5. Staffing Industry M&A Landscape – Winter 2018 29% 16% 14% 14% 11% 7% 4% 4% 1% M&A Activity by Staffing Industry Sector – 2017 Industry Sector No. of 2017 Transactions IT Staffing 41 Healthcare 23 Light Industrial/Clerical 19 Other 19 Executive Search 15 Technical 10 F&A 5 PEO 5 Legal 2 M&A Activity – Staffing Industry Source: SEC filings, S&P Global Market Intelligence, Mergermarket, company press releases and various news sources (e.g., Staffing Industry Analysts, American Staffing Association, The Deal, The Wall Street Journal)
  • 6. Capital Markets Industry Insights | Q1 2016Staffing Industry M&A Landscape – Winter 2018 The Canadian staffing industry has seen moderate growth in 2017 as the economy continued its upward momentum from 2016. Unemployment in the country dropped to 5.7% in 2017, a 41 year low. As of December 2017, there were 15.1 million full-time employees and 3.6 million part time workers across the country. The office staffing and temp agencies industry in Canada is expected to grow at an annualized rate of 3.3% over the next five years. Canada’s GDP is expected to remain strong, rising by 1.9% in both 2018 and 2019, which will continue to stimulate demand for workers. Additionally, significant minimum wage hike is expected to come into effect in Ontario and Alberta in early 2018, which may further drive demand for temporary staffing as employers look to defray the spike in wage costs. Canadian M&A Activity – Staffing Industry Source: Statsistics Canada, IBISWorld, Bank of Canada, various news sources (e.g. Toronto Star, CBC) 14,200 14,400 14,600 14,800 15,000 15,200 Jan Feb Mar Apr May Jun Jul Aug Sep Oct Nov Dec Jan Feb Mar Apr May Jun Jul Aug Sep Oct Nov Dec 2016 2017 3,250 3,300 3,350 3,400 3,450 3,500 3,550 3,600 3,650 Jan Feb Mar Apr May Jun Jul Aug Sep Oct Nov Dec Jan Feb Mar Apr May Jun Jul Aug Sep Oct Nov Dec 2016 2017 Full Time Employment Part Time Employment
  • 7. Capital Markets Industry Insights | Q1 2016Staffing Industry M&A Landscape – Winter 2018 Industrial staffing continues to represent the largest percentage of the industry (29.4%), however IT staffing (24.7%) is growing quickly and may become the largest segment of the market as Canadian businesses rely more on IT solutions to increase performance. Office and administrations staffing (21.6%) has grown in line with the rest of the industry and will likely be positively impacted by the minimum wage hike. Engineering and technical staffing (13%) saw a slight fall in revenue as the drop in oil prices reduced the number of positions available. Technical staffing will likely recover over the short to midterm as the price of crude oil stabilizes. Canadian M&A Activity – Staffing Industry Source: Statsistics Canada, IBISWorld, Bank of Canada, various news sources (e.g. Toronto Star, CBC) Industrial Staffing 29% Information Technology Staffing 25% Office and Administrative Staffing 22% Engineering and Technical Staffing 13% Other Professional Service Staffing 11% Canadian Staffing Industry Segmentation
  • 8. Capital Markets Industry Insights | Q1 2016Staffing Industry M&A Landscape – Winter 2018 Hire Dynamics, an Atlanta-based commercial staffing provider, acquired StaffMasters effective Oct. 2. Both firms focus on the Southeastern US. StaffMasters, headquartered in Charlotte, NC, is a commercial staffing provider with 23 branches and eight on-site locations across North Carolina and South Carolina. Its more than 715 clients include contact (call) centers, warehouse and logistics operations, administrative services and manufacturing facilities. Terms were not announced but the combined firms will count $220 million in annual revenue. Both Hire Dynamics and StaffMasters will retain their brands. Richard Langdon, founder of StaffMasters, will join the board of Hire Dynamics and retain some ownership of the combined business. “The companies both provide support for contact centers, warehouses, administration and manufacturing, and both have growing businesses in the Carolinas,” said Hire Dynamics CEO Larry Feinstein. “StaffMasters branches are complementary to Hire Dynamics branches and will expand our coverage.” Hire Dynamics has operations throughout the Southeast and now more than 800 clients. It is owned by Atlanta-based MSouth Venture Partners. Notable Staffing Transactions – Q4 2017 Source: SEC filings, S&P Global Market Intelligence, Mergermarket, company press releases and various news sources (e.g., Staffing Industry Analysts, American Staffing Association, The Deal, The Wall Street Journal)
  • 9. Capital Markets Industry Insights | Q1 2016Staffing Industry M&A Landscape – Winter 2018 Private equity firm Webster Capital Management LLC acquired Cirrus Medical Staffing Inc. from A. Soriano Corp, also known as Anscor, for a purchase price of $36.9 million, according to a filing with the Philippine Stock Exchange. Anscor acquired Cirrus Medical Staffing in early 2008. “We are excited to partner with Cirrus to assist them in continuing to staff high-quality healthcare professionals across the country,” said David Malm, co-managing partner and head of healthcare services at Webster Capital. “The company has an exceptional track record and is well-positioned to capitalize on a range of growth opportunities in the coming years.” Cirrus Medical ranks on Staffing Industry Analysts’ list of largest healthcare staffing firms in the US. The Charlotte, N.C.-based firm was formed in 2004 and places travel nursing and allied healthcare professionals nationwide. Cirrus Medical Staffing Inc. owns 100% of Cirrus Holdings USA LLC, a North Carolina limited liability company as well as Cirrus Global Services Inc., a Philippine domiciled company that provides finance and administrative support services. Webster Capital is a Massachusetts-based private equity firm with more than $600 million of committed capital. Source: SEC filings, S&P Global Market Intelligence, Mergermarket, company press releases and various news sources (e.g., Staffing Industry Analysts, American Staffing Association, The Deal, The Wall Street Journal) Notable Staffing Transactions – Q4 2017
  • 10. Capital Markets Industry Insights | Q1 2016Staffing Industry M&A Landscape – Winter 2018 New MainStream Capital announced it partnered with company founder Tim Kinnetz in the recapitalization of Iowa-based GrapeTree Medical Staffing LLC. GrapeTree will serve as the platform investment in New MainStream Capital’s effort to build a provider of CNA and RN staffing to long-term care facilities and hospitals on both a per diem and contract basis. In connection with the transaction, the private equity firm made a “substantial capital commitment” that will be used to add employees, expand service offerings and make strategic acquisitions. In addition, New MainStream Capital operating executive council member Bob Livonius will serve as a board member of GrapeTree. Livonius most recently was president of workforce solutions for AMN Healthcare Services (NYSE: AMN). He is also the former chairman of the American Staffing Association, and currently serves on the board of ettain group. “GrapeTree is filling an important need in the marketplace that the large players are missing — local, shorter duration assignments at the CNA, LPN and RN level — and they’re doing it with technology from a single location, resulting in higher fill rates with higher quality healthcare professionals without sacrificing service level,” Livonius said. Kinnetz, a former travel nurse, founded GrapeTree in 1999 in Milford, Iowa. The firm serves facilities across the Midwest and focuses on CNA staffing in nursing homes and assisted living facilities, as well as LPNs and RNs in hospitals. GrapeTree has more than 100 employees and year to date 2017, more than 1,600 different healthcare professionals have worked at least one GrapeTree shift. Source: SEC filings, S&P Global Market Intelligence, Mergermarket, company press releases and various news sources (e.g., Staffing Industry Analysts, American Staffing Association, The Deal, The Wall Street Journal) Notable Staffing Transactions – Q4 2017
  • 11. Capital Markets Industry Insights | Q1 2016Staffing Industry M&A Landscape – Winter 2018 Resources Connection Inc. (NASD: RECN) completed its acquisition of Accretive Solutions Inc., a Chicago-based firm that provides consulting, staffing and outsourcing services. Resources Connection is paying $19.4 million in cash plus 1.15 million shares of restricted common stock for the firm. Accretive Solutions operates eight offices across the US. It will transition into the RGP brand over the next six to nine months, except for its Countsy brand, which provides a back-office suite of services to startups. RGP continues to expect the transaction to increase RGP’s revenue by approximately $65 million to $70 million after nine to 12 months. “We are confident that Accretive’s complementary capabilities will strengthen RGP’s core competencies and we expect it will enable us to capitalize on growth opportunities in key US geographies, capture additional market share in the middle market, and expand our offerings to startups,” said RGP President and CEO Kate Duchene. “Today’s closing marks the start of an exciting new chapter for RGP and Accretive, and we look forward to the significant value this transaction can create for both our clients and shareholders.” Source: SEC filings, S&P Global Market Intelligence, Mergermarket, company press releases and various news sources (e.g., Staffing Industry Analysts, American Staffing Association, The Deal, The Wall Street Journal) Notable Staffing Transactions – Q4 2017
  • 12. Capital Markets Industry Insights | Q1 2016Staffing Industry M&A Landscape – Winter 2018 Private equity firm Olympus Partners acquired staffing provider Vaco from Quad-C Management Inc., a middle market private equity firm. Quad-C reported Vaco management was also an acquirer. Terms of the transaction were not disclosed. Quad-C invested in Vaco in 2014 in partnership with its management team. Vaco completed seven acquisitions during Quad-C's ownership, expanding its service offerings into healthcare IT and extending its geographic footprint domestically, as well as into Canada and India. Most recently, Vaco in August acquired Lannick, a finance and accounting professional recruitment and consulting firm serving the Greater Toronto Area. Including Lannick’s projected revenue of $40 million for 2017, Vaco’s revenue for 2017 is expected to surpass $458 million. The deal was Vaco’s largest acquisition to date and its second international acquisition in four months. Founded in 2002 and based in Nashville, Tenn., Vaco operates more than 35 offices worldwide, with more than 780 employees and 4,300 consultants. Vaco provides consulting, contract and direct hire services in sectors including accounting, finance, technology, healthcare, operations and administration. “We are beyond ecstatic to partner with Olympus,” said Vaco Founder and CEO Jerry Bostelman. “Their contribution will be invaluable as we explore how to more cohesively deliver our complete solutions to clients, expand our service lines and geographies throughout the globe and institutionalize the essence of Vaco to ensure its eternal viability.” Stamford, Conn.-based Olympus Partners manages more than $5.5 billion on behalf of corporate pension funds, endowment funds and state-sponsored retirement programs. Source: SEC filings, S&P Global Market Intelligence, Mergermarket, company press releases and various news sources (e.g., Staffing Industry Analysts, American Staffing Association, The Deal, The Wall Street Journal) Notable Staffing Transactions – Q4 2017
  • 13. Capital Markets Industry Insights | Q1 2016Staffing Industry M&A Landscape – Winter 2018 Private equity firm Great Range Capital acquired Labor Source, a professional staffing company headquartered in Olathe, Kan. The investment team also included company management and The Bradley Family Office (Berks Group). Brandon Sutherland, Labor Source’s founder, retains significant ownership in the company and is a key member of the senior management team, the company reported. Labor Source’s new CEO is Mike Pitman, formerly of Allegis Group. Labor Source is the parent company of One Source Staffing and Labor — a professional staffing company targeting disaster restoration — and CATSTAFF, which provides laborers to restoration contractors. Labor Source operates nationwide from offices in Kansas City, Houston, Chicago, and New York City metropolitan areas. “I was searching for partners who share our Midwestern work ethic and have a proven track record of helping businesses grow,” Sutherland said. “Great Range Capital, the Bradley Family, and Mike Pitman fulfill those requirements and will help Labor Source reach the next level.” Great Range Capital, based in greater Kansas City, primarily targets controlling equity investments in Midwestern companies with revenues ranging from $20 million to $150 million. Source: SEC filings, S&P Global Market Intelligence, Mergermarket, company press releases and various news sources (e.g., Staffing Industry Analysts, American Staffing Association, The Deal, The Wall Street Journal) Notable Staffing Transactions – Q4 2017
  • 14. Capital Markets Industry Insights | Q1 2016Staffing Industry M&A Landscape – Winter 2018 Staffing firm ALKU acquired Holland Square Group, a healthcare IT consulting services provider based in Franklin, Tenn. Holland Square ranked No. 55 on this year’s list of fastest-growing staffing firms with revenue of $26.4 million in 2016. The Nashville, Tenn.-based firm provides IT consulting and staffing services to a range of healthcare clients, including payers and healthcare services providers. “We immediately recognized the unique opportunity that combining with Holland Square Group represents for the ALKU portfolio,” said Mark Eldridge CEO of ALKU. “It is clear that this partnership will succeed because the two entities are focused on specific practice areas and do not deviate from this specialized approach.” Source: SEC filings, S&P Global Market Intelligence, Mergermarket, company press releases and various news sources (e.g., Staffing Industry Analysts, American Staffing Association, The Deal, The Wall Street Journal) Notable Staffing Transactions – Q4 2017
  • 15. Staffing Industry M&A Landscape – Winter 2018 Staffing M&A Transactions Q4 2017 Announced Date Seller Buyer Business Description 10/2/2017 Nationwide Temporaries Inc. NSC Technologies Provides personnel for the construction and light industrial segments. 10/2/2017 StaffMasters Hire Dynamics Commercial staffing provider with 23 branches and eight on-site locations across North Carolina and South Carolina. It’s more than 715 clients include contact (call) centers, warehouse and logistics operations, administrative services and manufacturing facilities. 10/3/2017 Mullin International Adecco Group Provides outplacement services such as career transition solutions. 10/3/2017 Discover Biopharmaceutical Search and Placement The Tolan Group A boutique executive search firm dedicated to the biopharmaceutical field. 10/10/2017 Progressive Employer Management Company CoAdvantage Inc. Provides payroll administration, workers’ compensation, risk management, employee benefits packages, and human resource expertise solutions. 10/16/2017 UltraForce Staffing Services The William Gaston Fund Provides staffing on a temporary, temp-to-hire or a direct-hire basis as well as recruiting for engineering, accounting and other professional positions. 10/16/2017 Gorman Health Group, LLC Convey Health Solutions Inc. Provides health care professional and software services. 10/17/2017 Wilson Human Capital Group Inc. CIP Capital Provides enterprise RPO, sales, technology, veteran, university, healthcare, service leavers, graduate, and diversity recruitment; and human capital consulting services. 10/20/2017 Cirrus Medical Staffing Inc. Webster Capital Management, LLC Places travel nursing and allied healthcare professionals nationwide. Source: SEC filings, S&P Global Market Intelligence, Mergermarket, company press releases and various news sources (e.g., Staffing Industry Analysts, American Staffing Association, The Deal, The Wall Street Journal)
  • 16. Staffing Industry M&A Landscape – Winter 2018 Staffing M&A Transactions Q4 2017 Announced Date Seller Buyer Business Description 10/20/2017 Advance Med American Health Staffing Group Inc. Provider of travel nurse staffing. 10/24/2017 GrapeTree Medical Staffing, LLC New MainStream Capital Focuses on CNA staffing in nursing homes and assisted living facilities, as well as LPNs and RNs in hospitals. 10/24/2017 Mitchell Actuarial Recruiting, LLC McGrath Systems Offers executive recruiting for the actuarial and benefits fields. 10/25/2017 Total HR Management CoAdvantage Inc. Provides human resource administration services including, payroll administration, workers' compensation, employee benefits, and human resource solutions. 10/30/2017 Search Group Solutions Hire Dynamics Capabilities in contact center and administrative positions in the healthcare fields. 11/2/2017 Accretive Solutions Inc. Resources Connection Inc. Provides consulting, project resources, and outsourcing solutions to various organizations from start-ups to the Fortune 500 in the United States and internationally. The company offers its solutions in the areas of accounting and finance, governance and compliance, information technology, and business transformation. 11/9/2017 CorSource Management Buyout lead by Andrew Hermann Provides IT staffing services. 11/13/2017 Maguire & Fish Inc. Apartment List, Inc. Provide temporary recruiting services and implement hiring strategies for social/mobile gaming, ed-tech, cannabis, fin-tech, internet of things, pet-tech, online dating, e-commerce, employee wellness markets. 11/13/2017 Vaco Olympus Partners Provides consulting, contract and direct hire services in sectors including accounting, finance, technology, healthcare, operations and administration. Source: SEC filings, S&P Global Market Intelligence, Mergermarket, company press releases and various news sources (e.g., Staffing Industry Analysts, American Staffing Association, The Deal, The Wall Street Journal)
  • 17. Staffing Industry M&A Landscape – Winter 2018 Staffing M&A Transactions Q4 2017 Source: SEC filings, S&P Global Market Intelligence, Mergermarket, company press releases and various news sources (e.g., Staffing Industry Analysts, American Staffing Association, The Deal, The Wall Street Journal) Announced Date Seller Buyer Business Description 11/15/2017 Valley Healthcare Staffing Inc. TotalMed Places traveling nurses, technicians and other medical personnel in temporary jobs. Also owns ValleyForce, a marketing and recruitment automation engine that mechanizes the matching, marketing, submission and onboarding of clinicians. 11/20/2017 Bridgepoint Consulting Addison Group Provides a range of finance, technology and risk/compliance consulting services. 11/27/2017 Broad Waverly Staffing Private Investor Places temporary and permanent staff in clerical, light industrial, manufacturing, accounting and administrative roles. 11/27/2017 Momentum Specialized Staffing AtWork Provide light industrial, administrative, medical, skilled labor and direct hire services. 12/4/2017 Labor Source Great Range Capital Holding company for One Source Staffing and Labor, a professional staffing company targeting disaster restoration; and CATSTAFF, which provides laborers to restoration contractors. 12/6/2017 Staff One HR Oasis Outsourcing Provides human resources and related PEO services. 12/7/2017 GAP Solutions Inc. System One GAP Solutions’ services include human capital management, security process management, scientific and technical expertise, and operations management. 12/11/2017 Holland Square Group ALKU Provides IT consulting and staffing services to a range of healthcare clients, including payers and healthcare services providers. 12/11/2017 Restorative Health Care Noor Inc. Provides nursing and therapy services, including RNs and occupational, physical and speech therapy services for chronic conditions, intermittent care, quadriplegics and disease management.
  • 18. Staffing Industry M&A Landscape – Winter 2018 Staffing M&A Transactions Q4 2017 Source: SEC filings, S&P Global Market Intelligence, Mergermarket, company press releases and various news sources (e.g., Staffing Industry Analysts, American Staffing Association, The Deal, The Wall Street Journal) Announced Date Seller Buyer Business Description 12/12/2017 CDI Corp. (Aerospace & Industrial Equipment Division) Belcan, LLC Provider of IT and engineering staffing for Aerospace industry. 12/18/2017 Hudson Global's Europe operations Value Plus NV Professional recruitment and talent management operations in Belgium, the Netherlands and Luxembourg. 12/18/2017 Hudson Global's Europe operations Morgan Philips Group SA Professional staffing operations in the UK, France, Spain and Poland as well as a network of franchise operations in Denmark, Sweden, Norway, Czech Republic, Ukraine and Slovakia. 12/18/2017 Hudson Global's Asia Pacific operations Apache Group Holdings Pty Ltd. Professional recruitment and talent management operations in Asia Pacific. 12/18/2017 eSolve Randstad Group (Ausy) Provider of IT management services, consulting and support for the development of IT infrastructures and applications for German automotive industry. 12/22/2017 Magellan Search & Staffing (temp division) Diversified Staffing Services Ltd. Provides temporary staffing solutions such as accounting finance, information technology, and human resources. 12/22/2017 Trucking Unlimited TransForce Inc. Trucking Unlimited operates www.truckdrivingjobs.com as its primary job board matching motor carriers with professional truck drivers. The acquired company works with a truck driver database of more than 500,000 drivers nationwide. It also operates www.TruckingCompaniesHiring.com, www.TruckingUnlimited.com, www.TruckingIndustry.news and www.TruckersForum.com.
  • 19. Capital Markets Industry Insights | Q1 2016Staffing Industry M&A Landscape – Winter 2018 Public Trading Data for Staffing Companies ($ in millions, except per share amounts; average excludes highest and lowest values) Company Name Ticker Price as of 52 Week % of 52 Week High Market Cap Enterprise Value LTM Revenue EBITDA LTM EBITDA Margin EV/EBITDA 12/29/2017 Low High LTM 2017E LTM 2017E Adecco Group AG ADEN $76.50 $68.18 $81.93 93.4% $13,026.3 $14,302.7 $27,741.4 $1,443.1 $1,544.2 5.2% 9.9x 9.3x Barrett Business Services Inc. BBSI 64.49 44.52 69.32 93.0 470.8 438.9 896.8 31.8 39.1 3.5 13.8 11.2 GEE Group Inc. JOB 2.78 2.46 7.00 39.7 27.5 126.3 135.0 5.5 7.8 4.1 23.1 16.3 Kelly Services, Inc. KELY.A 27.27 20.27 30.93 88.2 1,047.9 1,049.6 5,256.5 98.9 108.0 1.9 10.6 9.7 ManpowerGroup Inc. MAN 126.11 88.39 131.99 95.5 8,357.1 8,703.5 20,352.9 878.3 862.4 4.3 9.9 10.1 Randstad Holding NV RAND 61.53 57.76 70.14 87.7 11,275.1 12,926.2 26,970.9 1,178.6 1,375.3 4.4 11.0 9.4 Staffing 360 Solutions Inc. STAF 3.15 2.25 6.60 47.7 12.2 66.9 185.3 4.5 7.9 2.5 NM 8.4 TrueBlue Inc. TBI 27.50 19.30 29.50 93.2 1,010.4 1,110.2 2,574.1 135.7 122.0 5.3 8.2 9.1 Average 83.9% $3,698.1 $4,059.1 $9,372.8 $388.1 $419.1 4.0% 11.0x 9.8x Median 90.6% $1,029.1 $1,079.9 $3,915.3 $117.3 $115.0 4.2% 10.6x 9.6x Commercial Staffing DEFINITIONS PEG Ratio: price earnings to growth EBITDA: earnings before interest, taxes, depreciation and amortization EPS: earnings per share Enterprise Value: market capitalization + total debt + preferred equity + minority interest – cash and short-term investments LTM: publicly announced last twelve months Note: $ Millions, except for per share data. Average excludes the highest and lowest values. EBITDA does not reflect adjustments for extraordinary items. Source: S&P Global Market Intelligence as of December 29, 2017. Represents publicly traded staffing companies tracked by Duff & Phelps.
  • 20. Capital Markets Industry Insights | Q1 2016Staffing Industry M&A Landscape – Winter 2018 Public Trading Data for Staffing Companies ($ in millions, except per share amounts; average excludes highest and lowest values) Company Name Ticker Price as of 52 Week % of 52 Week High Market Cap Enterprise Value LTM Revenue EBITDA LTM EBITDA Margin EV/EBITDA 12/29/2017 Low High LTM 2017E LTM 2017E BG Staffing Inc. BGSF $15.94 $12.84 $18.85 84.6% $139.6 $183.3 $261.2 $23.4 $24.1 9.0% 7.8x 7.6x Hudson Global Inc HSON 2.25 1.00 2.40 93.8 70.3 61.9 435.4 4.9 NA 1.1 12.7 NA Kforce Inc. KFRC 25.25 16.75 26.95 93.7 637.3 765.5 1,341.4 72.7 78.5 5.4 10.5 9.7 Mastech Digital Inc. MHH 10.06 5.81 14.07 71.5 54.9 95.1 139.8 6.1 NA 4.4 15.5 NA On Assignment Inc. ASGN 64.27 42.95 65.73 97.8 3,343.0 3,925.0 2,567.8 268.6 307.0 10.5 14.6 12.8 RCM Technologies Inc. RCMT 6.25 4.51 7.50 83.3 75.1 83.7 179.9 7.5 7.7 4.2 11.1 10.9 Resources Connection Inc. RECN 15.45 12.05 19.80 78.0 465.5 463.9 590.4 43.5 37.2 7.4 10.7 12.5 Robert Half International Inc. RHI 55.54 42.92 57.67 96.3 6,840.1 6,492.7 5,185.6 577.4 578.8 11.1 11.2 11.2 TSR Inc. TSRI 5.20 3.80 11.10 46.8 10.2 4.9 64.4 0.6 NA 0.9 8.6 NA Volt Information Sciences Inc. VISI 3.80 2.16 8.75 43.5 79.8 160.1 1,247.5 6.1 6.9 0.5 NM 23.2 Average 81.0% $608.2 $717.3 $845.4 $54.1 $90.9 5.3% 11.4x 11.4x Median 84.0% $109.7 $171.7 $512.9 $15.5 $37.2 4.9% 11.1x 11.2x Professional Staffing DEFINITIONS PEG Ratio: price earnings to growth EBITDA: earnings before interest, taxes, depreciation and amortization EPS: earnings per share Enterprise Value: market capitalization + total debt + preferred equity + minority interest – cash and short-term investments LTM: publicly announced last twelve months Note: $ Millions, except for per share data. Average excludes the highest and lowest values. EBITDA does not reflect adjustments for extraordinary items. Source: S&P Global Market Intelligence as of December 29, 2017. Represents publicly traded staffing companies tracked by Duff & Phelps.
  • 21. Capital Markets Industry Insights | Q1 2016Staffing Industry M&A Landscape – Winter 2018 Public Trading Data for Staffing Companies ($ in millions, except per share amounts) Company Name Ticker Price as of 52 Week % of 52 Week High Market Cap Enterprise Value LTM Revenue EBITDA LTM EBITDA Margin EV/EBITDA 12/29/2017 Low High LTM 2017E LTM 2017E AMN Healthcare Services Inc. AMN $49.25 $33.61 $51.75 95.2% $2,352.8 $2,652.8 $1,967.2 $240.5 $253.8 12.2% 11.0x 10.5x Cross Country Healthcare Inc. CCRN 12.76 11.07 16.38 77.9 465.5 550.7 867.9 39.3 44.2 4.5 14.0 12.5 Average 86.5% $1,409.1 $1,601.8 $1,417.6 $139.9 $149.0 8.4% 12.5x 11.5x Median 86.5% $1,409.1 $1,601.8 $1,417.6 $139.9 $149.0 8.4% 12.5x 11.5x Heidrick & Struggles International Inc. HSII $24.55 $17.90 $27.10 90.6% $461.2 $355.5 $611.8 $57.9 $59.3 9.5% 6.1x NM Korn/Ferry International KFY 41.38 27.47 44.08 93.9 2,338.5 2,305.0 1,632.3 201.6 240.0 12.4 11.4 9.6 Average 92.2% $1,399.8 $1,330.2 $1,122.0 $129.8 $149.6 10.9% 8.8x 9.6x Median 92.2% $1,399.8 $1,330.2 $1,122.0 $129.8 $149.6 10.9% 8.8x 9.6x Executive & Retained Search Healthcare Staffing DEFINITIONS PEG Ratio: price earnings to growth EBITDA: earnings before interest, taxes, depreciation and amortization EPS: earnings per share Enterprise Value: market capitalization + total debt + preferred equity + minority interest – cash and short-term investments LTM: publicly announced last twelve months Note: $ Millions, except for per share data. Average excludes the highest and lowest values. EBITDA does not reflect adjustments for extraordinary items. Source: S&P Global Market Intelligence as of December 29, 2017. Represents publicly traded staffing companies tracked by Duff & Phelps.
  • 22. Capital Markets Industry Insights | Q1 2016Staffing Industry M&A Landscape – Winter 2018 Selected Duff & Phelps Staffing Transactions has been acquired by a portfolio company of North Texas Opportunity Fund LP, has been acquired by has been acquired by and Prescott Legal Professionals LP have been acquired by a portfolio company a portfolio company a division of MPS Group Inc. a portfolio company Sell Side Advisor Sell Side Advisor Sell Side Advisor Sell Side Advisor Sell Side Advisor has been acquired by has been acquired by Sell Side Advisor Sell Side Advisor Sell Side Advisor has been acquired by has been acquired by has been acquired by Sell Side Advisor has been acquired by Sell Side Advisor
  • 23. Staffing Industry M&A Landscape – Winter 2018 Contact Us Staffing Industry M&A Landscape – Winter 2018 For more information please visit: www.duffandphelps.com Duff & Phelps is the premier global valuation and corporate finance advisor with expertise in complex valuation, disputes and investigations, M&A, real estate, restructuring, and compliance and regulatory consulting. The firm’s more than 2,000 employees serve a diverse range of clients from offices around the world. M&A advisory, capital raising and secondary market advisory services in the United States are provided by Duff & Phelps Securities, LLC. Member FINRA/SIPC. Pagemill Partners is a Division of Duff & Phelps Securities, LLC. M&A advisory and capital raising services in Canada are provided by Duff & Phelps Securities Canada Ltd., a registered Exempt Market Dealer. M&A advisory, capital raising and secondary market advisory services in the United Kingdom and across Europe are provided by Duff & Phelps Securities Ltd. (DPSL), which is authorized and regulated by the Financial Conduct Authority. In Germany M&A advisory and capital raising services are also provided by Duff & Phelps GmbH, which is a Tied Agent of DPSL. Valuation Advisory Services in India are provided by Duff & Phelps India Private Limited under a category 1 merchant banker license issued by the Securities and Exchange Board of India. About Duff & Phelps Copyright © 2018 Duff & Phelps LLC. All rights reserved. Canadian M&A Contacts Howard Johnson Managing Director +1 416 597 4500 howard.johnson@duffandphelps.com 333 Bay Street 14th Floor Toronto, ON M5H 2R2 Kurt Schurer Managing Director +1 403 890 7355 kurt.schurer@duffandphelps.com 9705A Horton rd. SW Suite 102 Calgary, AB T2V 2XS Ross Fletcher Managing Director +1 416 361 2588 ross.fletcher@duffandphelps.com 333 Bay Street 14th Floor Toronto, ON M5H 2R2 U.S. M&A Contacts John Niehaus Managing Director +1 713 986 9307 john.niehaus@duffandphelps.com Duff & Phelps, LLC 1111 Bagby Street Suite 1900 Houston, TX 77002 Jim Rebello Managing Director +1 713 986 9318 james.rebello@duffandphelps.com Duff & Phelps, LLC 1111 Bagby Street Suite 1900 Houston, TX 77002 Laura McNaughton Head of Business Services M&A +1 312 697 4678 laura.mcnaughton@duffandphelps.com Duff & Phelps, LLC 311 South Wacker Drive Suite 4200 Chicago, IL 60606