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Pitchbook - Blank.pptx

The document provides an overview of an investment banking pitchbook template. It includes sections on company overview, business model, operating forecast, ownership, valuation, industry overview, competitive environment, corporate finance activity, and team overview. The company overview section would provide highlights of the company's history, strategy, transactions, ownership, and valuation metrics and share performance. The operating forecast section includes segmented revenue and EBITDA projections. The industry overview analyzes trends in the company's sector.

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Investment Banking Pitchbook Template
Table of Contents Company Overview 3 Transaction Opportunities 19 Company Overview 4 Strategic Review and Opportunity 20 Business Model 5 Recommendation 1 21 Operating Forecast 6 Recommendation 2 22 Shareholder Ownership 7 Recommendation 3 23 Liquidity Analysis 8 Industry Overview 9 Team Overview 24 Competitive Environment 10 Investment Banking Team 25 Key Industry Trends 11 Deal Tombstones 26 Corporate Finance Activity 12 Valuation 13 Appendices 27 Historical Share Price Performance 14 Valuation Overview 15 Valuation Analysis 16 Comparables Overview 17 Precedents Overview 18
Company Overview • Company Highlights • History: (What year was the company found? Who founded it? What key milestones has the company achieved?) • Valuation: (How has the stock performed? What is the market pricing in? What are the drivers behind their success? What are some of the key investment highlights?) • Strategy: (What is the company focusing on? What has company management iterated about strategy? What makes their strategy strong? What are the key details of the company’s strategy?) • Corporate Finance Transactions: (What are some of the companies most recent/notable/transformative acquisitions? Did they raise any equity/debt capital? Did they IPO recently?) • Ownership: (Who are the top shareholders? What % ownership? Value of ownership?) • Valuation & Share Performance • Key Valuation Statistics ($mm) • [Insert enterprise value table here] • *P/E and EV/EBITDA are based on FY18(e) for comparison • [insert company A VS S&P 500 chart here] Share Price Current: $40.00 High/Low: $50.15 / $35.79 Key Metrics Unit Operating Data Operating Data Operating Data Operating Data Operating Data Operating Data Revenue Mix % Gross ($mm) Segment A % $ Segment B % $ Segment C % $ Industry Data Average Relevant Industry Vertical A EV/EBITDA EV/Revenue P/E Relevant Industry Vertical B EV/EBITDA EV/Revenue P/E
Overarching Competitive Advantage: (What makes this part of their business model significant? What is the competitive landscape like? What are they key industry themes and trends?) • (e.g. Provide an example) Industry Value Chain • Business Model Element 1: • Business Model Element 2: • Business Model Element 3: • Industry Theme 1: • Industry Theme 2: Business Model
Segment A: (What is most impressive about this segment? How does it compare to previous periods?) • (What is the forecasted growth rate? What is driving growth in this particular segment?) - (What is the significance of this? How are the company’s competitors faring?) • (What are some catalysts for this business segment? What opportunities exist?) Operating Forecast Segment B: (What is most impressive about this segment? How does it compare to previous periods?) • (What is the forecasted growth rate? What is driving growth in this particular segment?) - (What is the significance of this? How are the company’s competitors faring?) • (What are some catalysts for this business segment? What opportunities exist?) Segment C: (What is most impressive about this segment? How does it compare to previous periods?) • (What is the forecasted growth rate? What is driving growth in this particular segment?) - (What is the significance of this? How are the company’s competitors faring?) • (What are some catalysts for this business segment? What opportunities exist?) Revenue Drivers (in millions of U.S. dollars) 2014 2015 2016 2017E 2018E 2019E 2020E 2021E Segment A 295.2 331.6 343.4 412.2 503.8 521.3 535.9 547.8 Segment B 177.1 197.7 203.3 242.5 294.5 302.8 309.4 314.3 Segment C 118.1 127.4 126.6 145.7 170.5 168.8 165.8 161.8 Total Revenues 590.4 656.7 673.3 800.3 968.8 992.9 1,011.2 1,023.9 Segment A Revenue Growth, % 12.3% 3.5% 20.0% 22.2% 3.5% 2.8% 2.2% Segment B Revenue Growth, % 11.6% 2.9% 19.3% 21.5% 2.8% 2.2% 1.6% Segment C Revenue Growth, % 7.9% -0.6% 15.1% 17.1% -1.0% -1.7% -2.5% Total Revenues Growth, % 11.2% 2.5% 18.9% 21.1% 2.5% 1.8% 1.3% Total Adjusted EBITDA 192.1 249.2 249.4 283.4 310.0 317.7 323.6 327.6 EBITDA Margin, % 32.5% 38.0% 37.0% 35.4% 32.0% 32.0% 32.0% 32.0% Revenue & EBITDA Forecast Company Overview 1 Industry Overview 2 Team Overview 5 Valuation 3 Transaction Opportunities 4
Shareholder Ownership • (What is the breakdown between institutional/insider/retail ownership? What does this imply for float turnover? What is the float turnover?) • (Who are the top shareholders? How has this ownership dynamic changed over time? What are the key takeaways from this dynamic? What kinds of opportunities does this create? How has this activity impacted valuation?) Ownership Analysis
Capital Adequacy • Capital intensity diminishes over time (Why is this happening? Is it signaling a strategic shift? What does this mean for liquidity? What is the split between growth and maintenance capex?) • Cash position improves over time (Why is this happening? How is this beneficial? What kinds of opportunities can Company A pursue with all this dry powder?) • (What are some potential pitfalls Company A might run into? How can these be avoided?) ̶ (Where is capex expected to spike? Why? Are debt maturities evenly spaced out, or are they all within a short duration of each other? What does this mean?) Debt Facility Outs. ($mm) Avail. ($mm) Maturity Interest rate Notes Convertible Senior Unsecured Notes Revolving Credit Facility (What is the overarching theme? If your client takes away only one sentence from this slide, what should it be?) Liquidity Analysis (in millions of U.S. dollars) 2014 2015 2016 2017E 2018E 2019E 2020E 2021E 2022E 2023E 2024E 2025E Historical & Forecasted PP&E Capex Historical & Forecasted Intangibles Debt Repayment
Industry Overview
Company EV/ LTM Sales EV/ LTM EBITDA Strategy Structure ** What are the relevant valuation metrics for comps? ** (P/NAV? P/CF? EV/EBITDAR? etc.) • (Any recent developments? Analyst consensus / sentiment? Overarching themes? Stated growth strategies? Are they direct competitors?) • (What industry verticals do they operate in? What are their business segments? What’s the revenue split?) (LOGO B) • (Any recent developments? Analyst consensus / sentiment? Overarching themes? Stated growth strategies? Are they direct competitors?) • (What industry verticals do they operate in? What are their business segments? What’s the revenue split?) (LOGO C) • (Any recent developments? Analyst consensus / sentiment? Overarching themes? Stated growth strategies? Are they direct competitors?) • (What industry verticals do they operate in? What are their business segments? What’s the revenue split?) (LOGO D) • (Any recent developments? Analyst consensus / sentiment? Overarching themes? Stated growth strategies? Are they direct competitors?) • (What industry verticals do they operate in? What are their business segments? What’s the revenue split?) (LOGO E) • (Any recent developments? Analyst consensus / sentiment? Overarching themes? Stated growth strategies? Are they direct competitors?) • (What industry verticals do they operate in? What are their business segments? What’s the revenue split?) (LOGO F) • (Any recent developments? Analyst consensus / sentiment? Overarching themes? Stated growth strategies? Are they direct competitors?) • (What industry verticals do they operate in? What are their business segments? What’s the revenue split?) Competitive Environment
Industry Spending Industry Revenue Breakdown by Major Segment (2016) Growing Vertical Revenue New Vertical Revenue Stagnating Vertical Revenue Declining Vertical Revenue Key Industry Averages Total Debt/EBITDA Total Debt/EV EBITDA margin EV/EBITDA P/E Ratio Market share of top 5 players Global Industry Total revenues Forecasted 5-year revenue growth Revenue Profile (What are the secular trends in this industry? What is the industry outlook? What do the financial metrics imply?) (What are the aggregate totals? Where have we witnessed deviant trends? Where have we witnessed convergent trends?) Industry Review Key Industry Trends Company Overview 1 Industry Overview 2 Team Overview 5 Valuation 3 Transaction Opportunities 4
Competitor A divests X Competitor G pulls IPO bid Competitor D and Company A initiate joint venture Competitor D 2:1 stock split Company A initiates NCIB Competitor C raises $1bn in Sr. Unsecured Notes Competitor C buys X Competitor D IPO Major product rollout by Company A Competitor D completes follow-on offering Competitor E acquires X Competitor F IPO Competitor A acquires Competitor B Competitor A acquires Competitor F Competitor G IPO Competitor C files Chapter 11 Competitor B divests X Competitor C and Competitor D merge in a merger of equals Company A acquires X 2011 2012 2013 2014 2015 2016 2017 Corporate Finance Activity 2004 2005 2006 2007 2008 2009 2010 Competitor A acquires X Competitor A makes hostile bid for Company A
Valuation
Historical Share Price Performance • May 2016 – Company A announces acquisition of Competitor F pending antitrust regulatory approval • Oct 2016 – Company A reports record-breaking Q3 results, exceeding analyst consensus on both top line and EPS growth • May 2017 – Company A acquires 10% stake in Competitor G in opportunistic bid following poor post-IPO price performance from G • Sep 2017 – Company A signs 10-year exclusivity agreement with major online retailer, Customer X, to distribute Widget 2.0 on X’s platform Key Events & Share Price Drivers • Dec 2013 – Old CEO announces retirement; new CEO with 10 years’ industry experience appointed • Jun 2014 – Company A and Competitor D initiates joint venture, achieving economies of scales in their distribution channels • Nov 2014 – Company A rolls out Widget 2.0 product line available in store and online • May 2015 – Company A announces launch of new eCommerce platform; discontinues JV with Competitor D • Nov 2015 – Company A divests X; market reacts positively to low capital intensity moving forward
Valuation Summary Broker Estimates Target Prices ($) ’18e Revenues ($mm) ‘18e EBITDA ($mm) ‘18e EBITDA Margin (%) RBC (10/16/2017) $46.00 J.P. Morgan (10/17/2017) $45.00 BMO (10/20/2017) $47.50 Morgan Stanley (10/21/2017) $47.25 CIBC (10/27/2017) $48.00 Current: $40.00 High: $50.15 Low: $35.79 Valuation Metrics Intrinsic Trading Precedents EV/EBITDA EV/Revenue P/E Stock Price Performance • (How has Company A’s stock performed relative to the market index? By how much? Since when?) • (Are there any nuances regarding how the market is valuing Company A? What catalysts are priced in? What are not?) • (Is there a trend where the market rewards Company A for certain types of activity? Where is the stock trading at in terms of its 52-week range? Is there causality?) • (What’s the street consensus? What are common analyst themes? Do they think Company A is under/overvalued?) Valuation Football Field • [Insert Football Field Chart] [Insert Stock Price VS S&P Chart]
Category Assumptions Comments 2016A 2017-2024E EBITDA Margin • (What are your justifications as to why you chose these specific ranges of assumptions? Where do you see opportunity for growth/improvement? Do you believe the market is misunderstanding something? What do analysts think? Why do you deviate?) Cost of Revenues Marketing & Sales Technology & Development Operating Metric A Operating Metric B Purchases of PP&E Purchases of Intangibles Valuation Analysis
Comparables Analysis • (What is the reasoning behind choosing this particular peer set? Do they have similar business models? Are they direct competitors?) • (What are the key similarities that you’ve identified in this peer set in terms of operations? Strategy? What are the differences?) • (Which company is the closest proxy for Company A? Why? Which company is outperforming Company A? How can Company A be better than this outperformer?) Comparable Company Rationale (in millions of U.S. dollars) Stock Equity Firm EV / Revenue EV / EBITDA Price / Earnings Company Symbol Price Value Value 2016A LTM NTM 2018E 2016A LTM NTM 2018E 2016A LTM NTM 2018E Competitor A A.TO $41.00 $8,015 $7,573 2.0x 5.0x 3.6x 2.3x 10.7x 9.3x 10.4x 7.6x 100.7x 54.8x 51.6x 40.6x Competitor B B.TO $3.59 $2,494 $3,104 3.1x 6.6x 5.7x 4.9x 7.5x 15.2x 13.9x 5.5x 109.3x 53.8x 64.7x 48.6x Competitor C C.TO $27.22 $6,116 $6,722 3.9x 2.0x 6.4x 5.5x 11.9x 11.2x 10.8x 11.9x 94.7x 62.2x 43.3x 43.5x Competitor D D.TO $16.78 $4,278 $4,606 5.8x 5.9x 5.9x 1.2x 7.7x 6.1x 5.0x 14.0x 89.8x 64.2x 65.4x 52.5x Competitor E E.TO $13.99 $2,533 $2,952 4.5x 3.9x 1.8x 2.6x 6.8x 5.8x 13.2x 6.8x 105.1x 67.8x 61.3x 56.0x Competitor F F.TO $26.37 $10,190 $11,025 7.0x 7.2x 5.1x 6.1x 9.1x 15.2x 7.3x 10.9x 93.7x 70.6x 41.7x 55.0x Competitor G G.TO $22.48 $2,559 $2,349 3.5x 6.7x 2.3x 2.6x 7.9x 13.0x 7.2x 7.4x 113.5x 64.7x 62.1x 55.9x Competitor H H.TO $17.68 $7,358 $7,215 5.5x 5.2x 2.4x 0.8x 7.2x 9.6x 7.9x 6.4x 90.6x 47.4x 51.7x 57.7x Competitor I I.TO $13.80 $7,744 $7,376 3.9x 3.5x 2.9x 2.7x 10.5x 9.5x 9.0x 8.5x 99.5x 51.8x 49.7x 39.6x Company A A $40.00 $2,228 $2,627 3.9x 3.5x 2.9x 2.7x 10.5x 9.5x 9.0x 8.5x 99.5x 51.8x 49.7x 39.6x High $10,190 $11,025 7.0x 7.2x 6.4x 6.1x 11.9x 15.2x 13.9x 14.0x 113.5x 70.6x 65.4x 57.7x Median $5,197 $5,664 3.9x 5.1x 3.2x 2.7x 8.5x 9.5x 9.0x 8.1x 99.5x 58.5x 51.7x 50.5x Mean $5,352 $5,555 4.3x 5.0x 3.9x 3.1x 9.0x 10.4x 9.4x 8.7x 99.6x 58.9x 54.1x 48.9x Low $2,228 $2,349 2.0x 2.0x 1.8x 0.8x 6.8x 5.8x 5.0x 5.5x 89.8x 47.4x 41.7x 39.6x
Precedents Analysis • (Which transactions did you select to value Company A? Why? What similarities exist between the target and Company A?) • (In what ways would Company A command a higher TV if they were put in the position of a target? What competitive advantages does Company A have over past transaction targets?) • (How are the industry verticals classified relative to Company A and its strategy? Is there an identifiable trend over time regarding industry multiples? Are they contracting or expanding? Why? What’s the secular driver within the industry?) Precedent Transaction Rationale Target Buyer Transaction LTM EV/LTM Company Type Company Type EV Date Year Impl. EV Revenue EBITDA Revenue EBITDA Company J New Company S Declining $82,730 July 26, 2017 2017 $7,802 $3,472 $1,604 2.2x 4.9x Company K Growing Company T Stagnating $38,040 August 15, 2016 2016 $2,207 $1,666 $393 1.3x 5.6x Company L Declining Company U Stagnating $74,220 March 27, 2015 2015 $56,913 $28,506 $7,916 2.0x 7.2x Company M Declining Company V Stagnating $53,060 January 8, 2013 2013 $1,077 $709 $259 1.5x 4.2x Company N Stagnating Company W Declining $36,520 July 1, 2010 2010 $5,098 $4,682 $2,580 1.1x 2.0x Company O Growing Company X Declining $117,250 April 4, 2006 2006 $880 $1,641 $438 0.5x 2.0x Company P Growing Company Y Growing $30,490 March 2, 2006 2006 $1,658 $82 $22 20.2x 75.3x Company Q New Company Z Stagnating $79,150 June 26, 2004 2004 $1,938 $610 $120 3.2x 16.2x Company R Growing Company AA Growing $80,760 October 1, 2002 2002 $2,037 $720 $256 2.8x 8.0x Average 3.9x 13.9x Company A 3.5x 9.5x
Transaction Opportunities
Strategic Review and Opportunities VALUATION OVERVIEW Industry Vertical A: • EV/EBITDA: 0.0x – 0.0x • EV/Revenue: 0.0x – 0.0x • P/E: 0.0x – 0.0x Industry Vertical B: • EV/EBITDA: 0.0x – 0.0x • EV/Revenue: 0.0x – 0.0x • P/E: 0.0x – 0.0x • (What observations can you make about the range of multiples? What insights can be gained from the differences? What is the industry trending towards?) Company A: • EV/EBITDA: 2.9x • EV/Revenue: 3.5x • P/E: 51.8x • (Where does Company A stand in terms of relative industry valuation? Why is it currently trading at a premium/discount?) All multiples are NTM M&A Opportunities Reco 1 Key Transaction Theme 1: (In short, why should this theme be the focal point for Company A’s management team?) • (Why will this be the game-changing opportunity for Company A? Why is the timing ideal right now?) Key Transaction Theme 2: Reco 2 Key Transaction Theme 1: Key Transaction Theme 2: Reco 3 Key Transaction Theme:
Recommendation 1 Strategic Rationale Prime Target Company Overview • (Ideally, you will want to show the accretion/dilution at different control premiums, showcase potential synergies, and demonstrate a multiple re-rating in the market following the acquisition) • (How does this target company fit in with Company A’s strategy? What are some of the intangible elements like customer relationships or human capital talent that Company A will receive in the acquisition?) • (Why now? Timing considerations?) Target Revenue & EBITDA Forecast • Prime Target Valuation Multiples Multiple 2018E 2019E 2020E P/E 60.7x 64.3x 54.8x EV/Sales 2.5x 1.1x 2.1x EV/EBITDA 9.9x 8.9x 6.2x EV/EBIT 10.9x 9.9x 7.2x
Strategic Rationale • (When pitching a transaction opportunity to company management, it is best to give your top recommendation first as their time is valuable. If they are not interested in the first transaction, the next two recommendations are there to serve as a backup.) • (There should still be strong strategic rationale to pursue these transactions, what are they? Are there diversification opportunities available? Scaling opportunities? Etc.) Acquisition Opportunities Target A Revenue & EBITDA • Target A • Target B Target A Revenue & EBITDA Forecast Recommendation: Content/Production Focus Multiple 2018E 2019E 2020E P/E 60.7x 64.3x 54.8x EV/Sales 2.5x 1.1x 2.1x EV/EBITDA 9.9x 8.9x 6.2x EV/EBIT 10.9x 9.9x 7.2x
Strategic Rationale • (When pitching a transaction opportunity to company management, it is best to give your top recommendation first as their time is valuable. If they are not interested in the first transaction, the next two recommendations are there to serve as a backup.) • (There should still be strong strategic rationale to pursue these transactions, what are they? Are there diversification opportunities available? Scaling opportunities? Etc.) Acquisition Opportunities Target C Revenue & EBITDA • Target C • Target D Target C Revenue & EBITDA Forecast Multiple 2018E 2019E 2020E P/E 60.7x 64.3x 54.8x EV/Sales 2.5x 1.1x 2.1x EV/EBITDA 9.9x 8.9x 6.2x EV/EBIT 10.9x 9.9x 7.2x Recommendation: Content/Production Focus
Team Overview
Investment Banking Team  “Our team is composed of a comprehensive roster of experienced and knowledgeable seniors and juniors to execute this transaction”  (For sell-side pitchbooks: What previous transaction experience does the team have? What is their background and education? How many years experience in the industry? What previous relevant positions have the directors held?)  (For buy-side pitchbooks: How extensive are the personnel resources of the bank? What divisions of the bank can contribute to what element of the transaction? How can I contact the different individuals listed?) M&A Group First Last Name – Position, Head of, Group Phone Number Email Address Equity Capital Markets First Last Name – Position, Head of, Group Phone Number Email Address Debt Capital Markets First Last Name – Position, Head of, Group Phone Number Email Address Industry Group First Last Name – Position, Head of, Group Phone Number Email Address Team Leaders First Last Name – Position, Head of, Group Phone Number Email Address Leveraged Finance First Last Name – Position, Head of, Group Phone Number Email Address Industry Group First Last Name – Position, Head of, Group Phone Number Email Address Satellite Office First Last Name – Position, Head of, Group Phone Number Email Address Private Equity First Last Name – Position, Head of, Group Phone Number Email Address Precedent Transaction Rationale 1 Industry Overview 2 TeamOverview 5 Valuation 3 Transaction Opportunities 4 Company Overview
Deal Tombstones Company Name $ Deal Amount Deal Unit Size Deal Type Deal Position DATE Notable Past Transactions Company Name $ Deal Amount Deal Unit Size Deal Type Deal Position DATE Logo: .PNG format
Appendices

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Pitchbook - Blank.pptx

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    Table of Contents CompanyOverview 3 Transaction Opportunities 19 Company Overview 4 Strategic Review and Opportunity 20 Business Model 5 Recommendation 1 21 Operating Forecast 6 Recommendation 2 22 Shareholder Ownership 7 Recommendation 3 23 Liquidity Analysis 8 Industry Overview 9 Team Overview 24 Competitive Environment 10 Investment Banking Team 25 Key Industry Trends 11 Deal Tombstones 26 Corporate Finance Activity 12 Valuation 13 Appendices 27 Historical Share Price Performance 14 Valuation Overview 15 Valuation Analysis 16 Comparables Overview 17 Precedents Overview 18
  • 3.
    Company Overview • CompanyHighlights • History: (What year was the company found? Who founded it? What key milestones has the company achieved?) • Valuation: (How has the stock performed? What is the market pricing in? What are the drivers behind their success? What are some of the key investment highlights?) • Strategy: (What is the company focusing on? What has company management iterated about strategy? What makes their strategy strong? What are the key details of the company’s strategy?) • Corporate Finance Transactions: (What are some of the companies most recent/notable/transformative acquisitions? Did they raise any equity/debt capital? Did they IPO recently?) • Ownership: (Who are the top shareholders? What % ownership? Value of ownership?) • Valuation & Share Performance • Key Valuation Statistics ($mm) • [Insert enterprise value table here] • *P/E and EV/EBITDA are based on FY18(e) for comparison • [insert company A VS S&P 500 chart here] Share Price Current: $40.00 High/Low: $50.15 / $35.79 Key Metrics Unit Operating Data Operating Data Operating Data Operating Data Operating Data Operating Data Revenue Mix % Gross ($mm) Segment A % $ Segment B % $ Segment C % $ Industry Data Average Relevant Industry Vertical A EV/EBITDA EV/Revenue P/E Relevant Industry Vertical B EV/EBITDA EV/Revenue P/E
  • 4.
    Overarching Competitive Advantage:(What makes this part of their business model significant? What is the competitive landscape like? What are they key industry themes and trends?) • (e.g. Provide an example) Industry Value Chain • Business Model Element 1: • Business Model Element 2: • Business Model Element 3: • Industry Theme 1: • Industry Theme 2: Business Model
  • 5.
    Segment A: (What ismost impressive about this segment? How does it compare to previous periods?) • (What is the forecasted growth rate? What is driving growth in this particular segment?) - (What is the significance of this? How are the company’s competitors faring?) • (What are some catalysts for this business segment? What opportunities exist?) Operating Forecast Segment B: (What is most impressive about this segment? How does it compare to previous periods?) • (What is the forecasted growth rate? What is driving growth in this particular segment?) - (What is the significance of this? How are the company’s competitors faring?) • (What are some catalysts for this business segment? What opportunities exist?) Segment C: (What is most impressive about this segment? How does it compare to previous periods?) • (What is the forecasted growth rate? What is driving growth in this particular segment?) - (What is the significance of this? How are the company’s competitors faring?) • (What are some catalysts for this business segment? What opportunities exist?) Revenue Drivers (in millions of U.S. dollars) 2014 2015 2016 2017E 2018E 2019E 2020E 2021E Segment A 295.2 331.6 343.4 412.2 503.8 521.3 535.9 547.8 Segment B 177.1 197.7 203.3 242.5 294.5 302.8 309.4 314.3 Segment C 118.1 127.4 126.6 145.7 170.5 168.8 165.8 161.8 Total Revenues 590.4 656.7 673.3 800.3 968.8 992.9 1,011.2 1,023.9 Segment A Revenue Growth, % 12.3% 3.5% 20.0% 22.2% 3.5% 2.8% 2.2% Segment B Revenue Growth, % 11.6% 2.9% 19.3% 21.5% 2.8% 2.2% 1.6% Segment C Revenue Growth, % 7.9% -0.6% 15.1% 17.1% -1.0% -1.7% -2.5% Total Revenues Growth, % 11.2% 2.5% 18.9% 21.1% 2.5% 1.8% 1.3% Total Adjusted EBITDA 192.1 249.2 249.4 283.4 310.0 317.7 323.6 327.6 EBITDA Margin, % 32.5% 38.0% 37.0% 35.4% 32.0% 32.0% 32.0% 32.0% Revenue & EBITDA Forecast Company Overview 1 Industry Overview 2 Team Overview 5 Valuation 3 Transaction Opportunities 4
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    Shareholder Ownership • (Whatis the breakdown between institutional/insider/retail ownership? What does this imply for float turnover? What is the float turnover?) • (Who are the top shareholders? How has this ownership dynamic changed over time? What are the key takeaways from this dynamic? What kinds of opportunities does this create? How has this activity impacted valuation?) Ownership Analysis
  • 7.
    Capital Adequacy • Capitalintensity diminishes over time (Why is this happening? Is it signaling a strategic shift? What does this mean for liquidity? What is the split between growth and maintenance capex?) • Cash position improves over time (Why is this happening? How is this beneficial? What kinds of opportunities can Company A pursue with all this dry powder?) • (What are some potential pitfalls Company A might run into? How can these be avoided?) ̶ (Where is capex expected to spike? Why? Are debt maturities evenly spaced out, or are they all within a short duration of each other? What does this mean?) Debt Facility Outs. ($mm) Avail. ($mm) Maturity Interest rate Notes Convertible Senior Unsecured Notes Revolving Credit Facility (What is the overarching theme? If your client takes away only one sentence from this slide, what should it be?) Liquidity Analysis (in millions of U.S. dollars) 2014 2015 2016 2017E 2018E 2019E 2020E 2021E 2022E 2023E 2024E 2025E Historical & Forecasted PP&E Capex Historical & Forecasted Intangibles Debt Repayment
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    Company EV/ LTMSales EV/ LTM EBITDA Strategy Structure ** What are the relevant valuation metrics for comps? ** (P/NAV? P/CF? EV/EBITDAR? etc.) • (Any recent developments? Analyst consensus / sentiment? Overarching themes? Stated growth strategies? Are they direct competitors?) • (What industry verticals do they operate in? What are their business segments? What’s the revenue split?) (LOGO B) • (Any recent developments? Analyst consensus / sentiment? Overarching themes? Stated growth strategies? Are they direct competitors?) • (What industry verticals do they operate in? What are their business segments? What’s the revenue split?) (LOGO C) • (Any recent developments? Analyst consensus / sentiment? Overarching themes? Stated growth strategies? Are they direct competitors?) • (What industry verticals do they operate in? What are their business segments? What’s the revenue split?) (LOGO D) • (Any recent developments? Analyst consensus / sentiment? Overarching themes? Stated growth strategies? Are they direct competitors?) • (What industry verticals do they operate in? What are their business segments? What’s the revenue split?) (LOGO E) • (Any recent developments? Analyst consensus / sentiment? Overarching themes? Stated growth strategies? Are they direct competitors?) • (What industry verticals do they operate in? What are their business segments? What’s the revenue split?) (LOGO F) • (Any recent developments? Analyst consensus / sentiment? Overarching themes? Stated growth strategies? Are they direct competitors?) • (What industry verticals do they operate in? What are their business segments? What’s the revenue split?) Competitive Environment
  • 10.
    Industry Spending Industry RevenueBreakdown by Major Segment (2016) Growing Vertical Revenue New Vertical Revenue Stagnating Vertical Revenue Declining Vertical Revenue Key Industry Averages Total Debt/EBITDA Total Debt/EV EBITDA margin EV/EBITDA P/E Ratio Market share of top 5 players Global Industry Total revenues Forecasted 5-year revenue growth Revenue Profile (What are the secular trends in this industry? What is the industry outlook? What do the financial metrics imply?) (What are the aggregate totals? Where have we witnessed deviant trends? Where have we witnessed convergent trends?) Industry Review Key Industry Trends Company Overview 1 Industry Overview 2 Team Overview 5 Valuation 3 Transaction Opportunities 4
  • 11.
    Competitor A divestsX Competitor G pulls IPO bid Competitor D and Company A initiate joint venture Competitor D 2:1 stock split Company A initiates NCIB Competitor C raises $1bn in Sr. Unsecured Notes Competitor C buys X Competitor D IPO Major product rollout by Company A Competitor D completes follow-on offering Competitor E acquires X Competitor F IPO Competitor A acquires Competitor B Competitor A acquires Competitor F Competitor G IPO Competitor C files Chapter 11 Competitor B divests X Competitor C and Competitor D merge in a merger of equals Company A acquires X 2011 2012 2013 2014 2015 2016 2017 Corporate Finance Activity 2004 2005 2006 2007 2008 2009 2010 Competitor A acquires X Competitor A makes hostile bid for Company A
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    Historical Share PricePerformance • May 2016 – Company A announces acquisition of Competitor F pending antitrust regulatory approval • Oct 2016 – Company A reports record-breaking Q3 results, exceeding analyst consensus on both top line and EPS growth • May 2017 – Company A acquires 10% stake in Competitor G in opportunistic bid following poor post-IPO price performance from G • Sep 2017 – Company A signs 10-year exclusivity agreement with major online retailer, Customer X, to distribute Widget 2.0 on X’s platform Key Events & Share Price Drivers • Dec 2013 – Old CEO announces retirement; new CEO with 10 years’ industry experience appointed • Jun 2014 – Company A and Competitor D initiates joint venture, achieving economies of scales in their distribution channels • Nov 2014 – Company A rolls out Widget 2.0 product line available in store and online • May 2015 – Company A announces launch of new eCommerce platform; discontinues JV with Competitor D • Nov 2015 – Company A divests X; market reacts positively to low capital intensity moving forward
  • 14.
    Valuation Summary Broker EstimatesTarget Prices ($) ’18e Revenues ($mm) ‘18e EBITDA ($mm) ‘18e EBITDA Margin (%) RBC (10/16/2017) $46.00 J.P. Morgan (10/17/2017) $45.00 BMO (10/20/2017) $47.50 Morgan Stanley (10/21/2017) $47.25 CIBC (10/27/2017) $48.00 Current: $40.00 High: $50.15 Low: $35.79 Valuation Metrics Intrinsic Trading Precedents EV/EBITDA EV/Revenue P/E Stock Price Performance • (How has Company A’s stock performed relative to the market index? By how much? Since when?) • (Are there any nuances regarding how the market is valuing Company A? What catalysts are priced in? What are not?) • (Is there a trend where the market rewards Company A for certain types of activity? Where is the stock trading at in terms of its 52-week range? Is there causality?) • (What’s the street consensus? What are common analyst themes? Do they think Company A is under/overvalued?) Valuation Football Field • [Insert Football Field Chart] [Insert Stock Price VS S&P Chart]
  • 15.
    Category Assumptions Comments 2016A2017-2024E EBITDA Margin • (What are your justifications as to why you chose these specific ranges of assumptions? Where do you see opportunity for growth/improvement? Do you believe the market is misunderstanding something? What do analysts think? Why do you deviate?) Cost of Revenues Marketing & Sales Technology & Development Operating Metric A Operating Metric B Purchases of PP&E Purchases of Intangibles Valuation Analysis
  • 16.
    Comparables Analysis • (Whatis the reasoning behind choosing this particular peer set? Do they have similar business models? Are they direct competitors?) • (What are the key similarities that you’ve identified in this peer set in terms of operations? Strategy? What are the differences?) • (Which company is the closest proxy for Company A? Why? Which company is outperforming Company A? How can Company A be better than this outperformer?) Comparable Company Rationale (in millions of U.S. dollars) Stock Equity Firm EV / Revenue EV / EBITDA Price / Earnings Company Symbol Price Value Value 2016A LTM NTM 2018E 2016A LTM NTM 2018E 2016A LTM NTM 2018E Competitor A A.TO $41.00 $8,015 $7,573 2.0x 5.0x 3.6x 2.3x 10.7x 9.3x 10.4x 7.6x 100.7x 54.8x 51.6x 40.6x Competitor B B.TO $3.59 $2,494 $3,104 3.1x 6.6x 5.7x 4.9x 7.5x 15.2x 13.9x 5.5x 109.3x 53.8x 64.7x 48.6x Competitor C C.TO $27.22 $6,116 $6,722 3.9x 2.0x 6.4x 5.5x 11.9x 11.2x 10.8x 11.9x 94.7x 62.2x 43.3x 43.5x Competitor D D.TO $16.78 $4,278 $4,606 5.8x 5.9x 5.9x 1.2x 7.7x 6.1x 5.0x 14.0x 89.8x 64.2x 65.4x 52.5x Competitor E E.TO $13.99 $2,533 $2,952 4.5x 3.9x 1.8x 2.6x 6.8x 5.8x 13.2x 6.8x 105.1x 67.8x 61.3x 56.0x Competitor F F.TO $26.37 $10,190 $11,025 7.0x 7.2x 5.1x 6.1x 9.1x 15.2x 7.3x 10.9x 93.7x 70.6x 41.7x 55.0x Competitor G G.TO $22.48 $2,559 $2,349 3.5x 6.7x 2.3x 2.6x 7.9x 13.0x 7.2x 7.4x 113.5x 64.7x 62.1x 55.9x Competitor H H.TO $17.68 $7,358 $7,215 5.5x 5.2x 2.4x 0.8x 7.2x 9.6x 7.9x 6.4x 90.6x 47.4x 51.7x 57.7x Competitor I I.TO $13.80 $7,744 $7,376 3.9x 3.5x 2.9x 2.7x 10.5x 9.5x 9.0x 8.5x 99.5x 51.8x 49.7x 39.6x Company A A $40.00 $2,228 $2,627 3.9x 3.5x 2.9x 2.7x 10.5x 9.5x 9.0x 8.5x 99.5x 51.8x 49.7x 39.6x High $10,190 $11,025 7.0x 7.2x 6.4x 6.1x 11.9x 15.2x 13.9x 14.0x 113.5x 70.6x 65.4x 57.7x Median $5,197 $5,664 3.9x 5.1x 3.2x 2.7x 8.5x 9.5x 9.0x 8.1x 99.5x 58.5x 51.7x 50.5x Mean $5,352 $5,555 4.3x 5.0x 3.9x 3.1x 9.0x 10.4x 9.4x 8.7x 99.6x 58.9x 54.1x 48.9x Low $2,228 $2,349 2.0x 2.0x 1.8x 0.8x 6.8x 5.8x 5.0x 5.5x 89.8x 47.4x 41.7x 39.6x
  • 17.
    Precedents Analysis • (Whichtransactions did you select to value Company A? Why? What similarities exist between the target and Company A?) • (In what ways would Company A command a higher TV if they were put in the position of a target? What competitive advantages does Company A have over past transaction targets?) • (How are the industry verticals classified relative to Company A and its strategy? Is there an identifiable trend over time regarding industry multiples? Are they contracting or expanding? Why? What’s the secular driver within the industry?) Precedent Transaction Rationale Target Buyer Transaction LTM EV/LTM Company Type Company Type EV Date Year Impl. EV Revenue EBITDA Revenue EBITDA Company J New Company S Declining $82,730 July 26, 2017 2017 $7,802 $3,472 $1,604 2.2x 4.9x Company K Growing Company T Stagnating $38,040 August 15, 2016 2016 $2,207 $1,666 $393 1.3x 5.6x Company L Declining Company U Stagnating $74,220 March 27, 2015 2015 $56,913 $28,506 $7,916 2.0x 7.2x Company M Declining Company V Stagnating $53,060 January 8, 2013 2013 $1,077 $709 $259 1.5x 4.2x Company N Stagnating Company W Declining $36,520 July 1, 2010 2010 $5,098 $4,682 $2,580 1.1x 2.0x Company O Growing Company X Declining $117,250 April 4, 2006 2006 $880 $1,641 $438 0.5x 2.0x Company P Growing Company Y Growing $30,490 March 2, 2006 2006 $1,658 $82 $22 20.2x 75.3x Company Q New Company Z Stagnating $79,150 June 26, 2004 2004 $1,938 $610 $120 3.2x 16.2x Company R Growing Company AA Growing $80,760 October 1, 2002 2002 $2,037 $720 $256 2.8x 8.0x Average 3.9x 13.9x Company A 3.5x 9.5x
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    Strategic Review andOpportunities VALUATION OVERVIEW Industry Vertical A: • EV/EBITDA: 0.0x – 0.0x • EV/Revenue: 0.0x – 0.0x • P/E: 0.0x – 0.0x Industry Vertical B: • EV/EBITDA: 0.0x – 0.0x • EV/Revenue: 0.0x – 0.0x • P/E: 0.0x – 0.0x • (What observations can you make about the range of multiples? What insights can be gained from the differences? What is the industry trending towards?) Company A: • EV/EBITDA: 2.9x • EV/Revenue: 3.5x • P/E: 51.8x • (Where does Company A stand in terms of relative industry valuation? Why is it currently trading at a premium/discount?) All multiples are NTM M&A Opportunities Reco 1 Key Transaction Theme 1: (In short, why should this theme be the focal point for Company A’s management team?) • (Why will this be the game-changing opportunity for Company A? Why is the timing ideal right now?) Key Transaction Theme 2: Reco 2 Key Transaction Theme 1: Key Transaction Theme 2: Reco 3 Key Transaction Theme:
  • 20.
    Recommendation 1 Strategic Rationale PrimeTarget Company Overview • (Ideally, you will want to show the accretion/dilution at different control premiums, showcase potential synergies, and demonstrate a multiple re-rating in the market following the acquisition) • (How does this target company fit in with Company A’s strategy? What are some of the intangible elements like customer relationships or human capital talent that Company A will receive in the acquisition?) • (Why now? Timing considerations?) Target Revenue & EBITDA Forecast • Prime Target Valuation Multiples Multiple 2018E 2019E 2020E P/E 60.7x 64.3x 54.8x EV/Sales 2.5x 1.1x 2.1x EV/EBITDA 9.9x 8.9x 6.2x EV/EBIT 10.9x 9.9x 7.2x
  • 21.
    Strategic Rationale • (Whenpitching a transaction opportunity to company management, it is best to give your top recommendation first as their time is valuable. If they are not interested in the first transaction, the next two recommendations are there to serve as a backup.) • (There should still be strong strategic rationale to pursue these transactions, what are they? Are there diversification opportunities available? Scaling opportunities? Etc.) Acquisition Opportunities Target A Revenue & EBITDA • Target A • Target B Target A Revenue & EBITDA Forecast Recommendation: Content/Production Focus Multiple 2018E 2019E 2020E P/E 60.7x 64.3x 54.8x EV/Sales 2.5x 1.1x 2.1x EV/EBITDA 9.9x 8.9x 6.2x EV/EBIT 10.9x 9.9x 7.2x
  • 22.
    Strategic Rationale • (Whenpitching a transaction opportunity to company management, it is best to give your top recommendation first as their time is valuable. If they are not interested in the first transaction, the next two recommendations are there to serve as a backup.) • (There should still be strong strategic rationale to pursue these transactions, what are they? Are there diversification opportunities available? Scaling opportunities? Etc.) Acquisition Opportunities Target C Revenue & EBITDA • Target C • Target D Target C Revenue & EBITDA Forecast Multiple 2018E 2019E 2020E P/E 60.7x 64.3x 54.8x EV/Sales 2.5x 1.1x 2.1x EV/EBITDA 9.9x 8.9x 6.2x EV/EBIT 10.9x 9.9x 7.2x Recommendation: Content/Production Focus
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    Investment Banking Team “Our team is composed of a comprehensive roster of experienced and knowledgeable seniors and juniors to execute this transaction”  (For sell-side pitchbooks: What previous transaction experience does the team have? What is their background and education? How many years experience in the industry? What previous relevant positions have the directors held?)  (For buy-side pitchbooks: How extensive are the personnel resources of the bank? What divisions of the bank can contribute to what element of the transaction? How can I contact the different individuals listed?) M&A Group First Last Name – Position, Head of, Group Phone Number Email Address Equity Capital Markets First Last Name – Position, Head of, Group Phone Number Email Address Debt Capital Markets First Last Name – Position, Head of, Group Phone Number Email Address Industry Group First Last Name – Position, Head of, Group Phone Number Email Address Team Leaders First Last Name – Position, Head of, Group Phone Number Email Address Leveraged Finance First Last Name – Position, Head of, Group Phone Number Email Address Industry Group First Last Name – Position, Head of, Group Phone Number Email Address Satellite Office First Last Name – Position, Head of, Group Phone Number Email Address Private Equity First Last Name – Position, Head of, Group Phone Number Email Address Precedent Transaction Rationale 1 Industry Overview 2 TeamOverview 5 Valuation 3 Transaction Opportunities 4 Company Overview
  • 25.
    Deal Tombstones Company Name $Deal Amount Deal Unit Size Deal Type Deal Position DATE Notable Past Transactions Company Name $ Deal Amount Deal Unit Size Deal Type Deal Position DATE Logo: .PNG format
  • 26.

Editor's Notes

  • #7 \\TOCS2002\INVEST_DS\Multipub-creative\CREATIVE\Templates\Pitchbook Guidelines\TMT Templates - CIBC Excel.xls Ownership Analysis (2)
  • #22 “ 1,000 key Grand Hyatt-managed hotel, 2,000 condominium hotel units totaling approximately 2,232,000 square feet, a 75,000 square foot casino, 275,000 square feet of retail and restaurant space, 150,000 square feet of meeting and ballroom space” - http://greatlasvegascondos.com/cosmopolitan_construction_financing.htm 2,200 condo-hotel units or 2,000 units? “Approximately 2,700 keys comprised of luxury condo-hotel units and hotel rooms with over 1,700 condo-hotel units offered for sale” - http://www.hotel-online.com/News/PR2005_2nd/Apr05_HyattCosmopolitan.html “- Initial developer Ian Eichner exhausts project funding / defaults on construction loans of $760 million and enters foreclosure” - http://www.examiner.com/article/cosmopolitan-the-rocky-past-and-uncertain-future-of-the-newest-vegas-resort - Confirmed at 760 with Bloomberg article €500m write-off in 2009 (annual report 2010) ~ $750m
  • #23 “ 1,000 key Grand Hyatt-managed hotel, 2,000 condominium hotel units totaling approximately 2,232,000 square feet, a 75,000 square foot casino, 275,000 square feet of retail and restaurant space, 150,000 square feet of meeting and ballroom space” - http://greatlasvegascondos.com/cosmopolitan_construction_financing.htm 2,200 condo-hotel units or 2,000 units? “Approximately 2,700 keys comprised of luxury condo-hotel units and hotel rooms with over 1,700 condo-hotel units offered for sale” - http://www.hotel-online.com/News/PR2005_2nd/Apr05_HyattCosmopolitan.html “- Initial developer Ian Eichner exhausts project funding / defaults on construction loans of $760 million and enters foreclosure” - http://www.examiner.com/article/cosmopolitan-the-rocky-past-and-uncertain-future-of-the-newest-vegas-resort - Confirmed at 760 with Bloomberg article €500m write-off in 2009 (annual report 2010) ~ $750m
  • #26 Tombstone guidelines can be found at - \\TOCS2002\INVEST_DS\multipub\CREDENTIALS\Tombstones\Tombstone Guidelines 2003.ppt