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Valuation Insights
In this edition of Valuation Insights, we discuss the results of a Duff & Phelps study which
analyzed more than 3,000 fairness opinions filed with the SEC over a ten-year period ending
in 2016. The study analyzed valuation ranges of fairness opinions to gauge their utility for
Boards considering potential transactions.
In our Technical Notes section, we discuss the asset valuation process for funds and the
trend towards higher quality valuations that are both consistent and transparent.
While there have been no major revisions to the accounting rules defining fair value for
financial reporting purposes, industry best practices with respect to fund valuation continue
to evolve.
In our International in Focus article, we discuss highlights from the 2017 Duff & Phelps
Global Regulatory Outlook report. The report included a survey of financial services
professionals to understand how regulation is impacting cost of compliance, anticipated
priorities of regulators and where firms are allocating their compliance budgets.
Finally, our Spotlight article discusses Duff & Phelps’ recently announced acquisition of
Quantera Global Asia Holding.
In every issue of Valuation Insights, you will find industry market multiples that are useful for
benchmark valuation purposes. We hope that you will find this and future issues of this
newsletter informative and reliable.
Read this issue to find out more.
Inside
	 2	 Cover Story
		In Defense of Fairness Opinions
	 3	 Technical Notes
		Valuing fund interests of increasing
concern?
	 4	 International In Focus:
		Old challenges for financial services
compliance are going to have a new
relevance in our changing world.
	5	Spotlight
		Duff  Phelps Acquires Leading
		 Transfer Pricing Advisory Firm in
		 Asia Pacific
	 6	North American Industry
Market Multiples
	 7	European Industry
Market Multiples
	 8	 About Duff  Phelps
Industry Market Multiples Online
Valuation Insights Industry Market Multiples are available online with data
back to 2010. Visit www.duffandphelps.com/multiples to analyze market
multiple trends over time across industries and geographies.
Second Quarter 2017
Duff  Phelps 1
Duff  Phelps 2
Valuation Insights – Second Quarter 2017
Cover Story:
In Defense of Fairness Opinions: An Empirical Review of Ten Years of Data
Most fairness opinions use a robust set of methodologies to produce a
useful range of valuations, according to Duff  Phelps’ study of more than
3,000 publicly disclosed fairness opinions.
Those conclusions address periodic criticisms that fairness opinions
generally provide little utility for boards analyzing potential transactions.
Specifically, some critics have asserted that fairness analyses produce
valuation ranges too wide to provide meaningful information and that,
because most fairness opinions are based in part on DCF analysis, the
opinions are too reliant on financial projections that have been produced
by management and left unscrutinized by the fairness advisor.
In an effort to assess the validity of periodic criticisms and determine the
overall usefulness of fairness opinions, Duff  Phelps conducted a
thorough analysis of more than 3,000 fairness opinions filed with the SEC
during the ten-year period ending in 2016.
Our analysis confirms that on average, fairness opinions deliver a range of
valuations that is sufficiently narrow to serve as a valuable tool in
evaluating purchase offers. And the average range grows narrower as
deal size grows larger. Among deals we analyzed that carried a value of
$10 billion or more, DCF analyses produced average price ranges
between 78 percent and 106 percent of the offer price.
DCF Analysis: Average Value Range By Deal Size Cohort
The average range widened only slightly for deals valued at less than $10
billion but more than $100 million. For deals valued at less than $100
million, DCF analyses produced average price ranges between 65 percent
and 105 percent of the offer prices. Our observation – wider and more
disperse valuation ranges for smaller companies – is not all that surprising.
This reflects the heightened complexity involved in valuing enterprises that
are less mature, have less historical data to analyze and compare, or are
growing at a rate that causes dramatic variances in expected cash flow.
Methodologies: Rigor and Sophistication Apparent
The findings present clear signs of an industry standard at work among
fairness opinion advisors. Counter to the criticism that fairness opinions
rely too heavily on DCF analysis, we find that fairness advisors have been
using multiple methodologies for some time. Ninety-one percent of the
fairness opinions we reviewed used more than one methodology to arrive
at valuations. In 75 percent of the deals, advisors used three or more
methodologies.
The common pairing of public-company comparables and/or precedent
transactions with DCF analyses, often supplemented by one or more
additional methodologies, demonstrates that, in the vast majority of cases,
fairness opinion advisors diligently consider multiple perspectives and
relevant analyses, when available, in assessing the fairness of transaction
prices.
Further, the data we collected showed that overall the public-company
comparables and DCF analyses produced relatively consistent ranges
that were reasonably narrow, particularly for larger companies where
more information was available. The consistency of the average valuation
ranges across DCF and public-company comparables analyses confirms
the rigor and validity of both methodologies.
Multiple DCF Scenarios Indicate Additional Scrutiny
In 43 percent of the filings we analyzed, fairness opinion advisors used
multiple cases of DCF analyses. The frequent use of multiple DCF
scenarios indicates that advisors are considering every potentially
pertinent projection, rather than simply accepting a single set of forecasts.
In addition, the presentation of two (or more) DCF scenarios is likely the
result of a growing judicial emphasis – via suggestion and mandate – on
disclosure. Companies today are less likely to pick and choose which
projections to disclose than they were a decade ago. Those who counsel
boards of directors may conclude that erroring on the side of complete
disclosure – even if a certain forecast included in regulatory filings was
prepared for a much different purpose than assessing fairness – is
generally prudent for the filer.
Choice of Advisor Matters
Finally, our study reveals that valuation ranges vary by provider. Among the
most active advisors, the tightest average range, at 23 percentage points,
is nearly twice as narrow as the broadest range of 41 percentage points.
This demonstrates that the choice of an advisor does impact the precision
and usefulness of a given fairness opinion and illustrates the importance
of following the best practices described above – calibrating public-
company comparables and scrutinizing management’s projections.
Conclusion
The vast majority of fairness opinions offer valuation indications that fall
within 15 percentage points on either side of a midpoint. Our analysis
indicates that fairness opinion advisors use robust, sophisticated methods
to reach those valuations. From this we can only conclude that, broadly
speaking, fairness opinions represent a reliable way for corporate boards
and executives to evaluate purchase offers.
For more information contact Robert Bartell, Global Head of Corporate Finance,
at +1 312 697 4654 or Chris Janssen, Global Head of Transaction Opinions, at
+1 312 697 4643
78% 106%
Offer Price
80% 110%
76% 111%
78% 111%
65% 105%
50% 100% 150%
$10B+
$9.9 - 1B
$999 - 500M
$499 - 100M
Less than $100M
DealSize
Value Range as a Percentage of Offer
Duff  Phelps 3
Valuation Insights – Second Quarter 2017
Technical Notes:
Valuing fund interests of increasing concern?
Asset valuation processes for funds continue to be a prominent topic of
discussion despite no major revisions in the past five years to Financial
Accounting Standards Board (FASB) ASC 820 or International Financial
Reporting Standards (IFRS) 13, the two accounting rules defining fair
value for fund financial reporting purposes. Governmental Accounting
Standards Board (GASB) Statement 72, issued in early 2015, mirrors the
definition of fair value used by the FASB and the International Accounting
Standards Board (IASB) and highlighted that investors in funds cannot
blindly accept net asset value as the fair value estimate. In addition,
investors’ focus on fair value includes obtaining transparency, evolving
industry best practices and the evolving regulatory landscape.
Fair value measurements are no longer considered by investors as a
compliance box to tick on a monthly or quarterly basis. Investors continue to
become increasingly sophisticated and the NAV reported by GPs has
evolved into an input into multiple processes: the investor’s own financial
reporting; asset allocation calculations; and risk considerations, incentive
compensation, etc.
While not news, investors that report under GASB have to report their
assets on the same fair value basis as other funds that report under
U.S. GAAP or IFRS. From experience, it is clear that many general
partners are aware of this fact and that a weak valuation process on the
GP end has operational impacts at the Limited Partner (LP) level.
LPs often lack the resources (human or funding) to have a robust valuation
process. As such, these investors increasingly look to GPs or lead investors
to leverage the GPs’ valuation work for their own reporting purposes. To be
able to leverage valuation work done at the GP/lead investor level, LPs must
be able to show the GP/lead investor has a robust and well-documented
valuation process – starting with an up-to-date valuation policy and ending
with robust documentation for the fair value determination of each asset,
increasingly using the best practice of validating underlying investment
valuations through the use of a qualified experienced third-party valuation
expert. Absent the ability to show that, LPs must have their own robust
process at the asset level.
Related to fair values for financial reporting is the fact that LPs are
becoming more sophisticated in the criteria used to manage their
investment portfolios – both existing and new investments. Fair value is
the only objective measure to compare dissimilar investments on each
measurement date. Robust fair values enable LPs to make well-informed
decisions around performance and asset allocation. Advancements in
technology are making it increasingly easy for even smaller, resource
constrained LPs to look at their portfolio’s makeup and performance in
ways they couldn’t even a few years ago. When an LP sees a fund’s NAV
or the fair value of an underlying investment remain constant for a number
of periods, it is increasingly being seen as a reason to reach out to the GP
for a greater understanding of the valuations in question.
LPs are now looking past the fund level performance and have a greater
understanding of the performance of the underlying investments. Be it
allocations to industries or asset classes, robust fair values give LPs the
information they need to make informed allocation decisions. GPs that do
not have robust valuation processes might find interests in their funds
being sold in the secondary market and/or not receiving future allocations.
Looking forward, LPs are examining how GPs create value (alpha) in their
investments and fair value is an important piece of the analysis that is an
input to the capital allocation decision. Gone are the days when a GP got
meaningful credit for increases in value because the market went up.
Harvard University recently announced significant changes to how it
manages its endowment. These changes include a move away from
asset-class-based investing to allocating resources based on risk. For all
assets, movements in fair values are an important input into the true
assessment of risk. For illiquid assets, market prices are not observable,
therefore, robustly determined fair values are the basis for investors’
assessments of risk for an individual investment or illiquid asset class. If fair
values are not robustly determined, one’s risk assessments will be
misinformed, potentially having significant impacts on investment decisions.
The regulatory world continues to affect the world of fair value
determination as well. From the European Union’s Alternative Investment
Fund Managers Directive making a clear push for independence in the
valuation process to Brazil’s enacting fair value rules for the first time (and
requiring public disclosure of fair values by investment), regulators have
taken notice of the importance of fair value to all constituents. 2016 saw
the Securities and Exchange Commission and European regulators fine
several funds for poor valuation practices despite valuation not being at
the top of the published list of examination priorities.
The American Institute of Certified Public Accountants (AICPA) is
working on a new guide for the valuation of private equity investments
that is due out in draft form in early 2018. The AICPA guide is expected to
be rich in examples that demonstrate proper valuation methodologies as
well as the need for judgment in the valuation process. Weighing in at an
expected 700-plus pages, the AICPA guide hopefully will provide more
consistent guidance across the industry and, as it will be considered by
auditors, it is likely to be pushed globally across the audit firms, enhancing
global consistency.
There is also a push in the U.S. to add consistency to the valuation
profession through regulation and requirement of a professional
certification or designation. The requirements for the Certified in Entity
and Intangibles Valuations (CEIV) designation are now being developed,
as is the certification process. Auditors will be the “regulator” and will have
the ability to accept/place more emphasis on valuations performed by a
professional holding the CEIV designation and less emphasis on
valuations not performed by a CEIV holder. This is developing in real time
and is expected to be rolled out later this year.
In conclusion, while the definition of fair value remains unchanged, robust fair
value measurement remains an evolving global topic and the trend continues
to move toward higher quality, greater consistency and better transparency.
For more information contact Chris Franzek, Managing Director at +1 212
871 7549 or David Larsen, Managing Director at +1 415 693 5330.
This article was originally published in the March 2017 issue of Pensions 
Investments.
Duff  Phelps 4
Valuation Insights – Second Quarter 2017
The Duff  Phelps 2017 Global Regulatory Outlook (GRO) survey of 181
financial services professionals shows they continue to contend with
well-established challenges around competitiveness, international
coordination and costs. Almost nine out of ten (89%) believe regulations
are increasing costs, for instance, and compliance spending at a typical
firm is expected to double in the next five years.
Today, the most common spend on compliance among asset managers,
brokers, banks and others is up to 4% of revenue. By 2022, it’s expected
to rise to up to 10%. The proportion putting their compliance spending at
less than 1%, meanwhile, is expected to halve.
Technology trials
Spending on cybersecurity will account for at least some of this hike, and
this has been a key development in the past year. After attacks on the
Swift payment system,1
the “unprecedented” theft from a UK retail bank’s
online accounts2
and a huge increase in reported attacks on financial
services groups generally,3
regulators are widely expected to focus on
firms’ cyber defences and – perhaps most crucially – their detection and
response plans.
So far, regulators such as the U.S. Securities and Exchange Commission
(SEC) have held off mandating precise requirements around cybersecurity.
Nevertheless, about two-thirds of professionals in our survey expect it to
be among the regulators’ top three priorities in 2017. Anti-Money
Laundering (AML) and Know Your Customer (KYC) seem to be among the
regulators’ top priorities.4
In any case, firms are taking this seriously; 86% say their company
intends to put more resources and time into cybersecurity in the coming
year. Other areas likely to see attention, meanwhile, are MiFID II, where
more than half (54%) of those to whom it applies say they are still unsure
if they’re on track to comply by 3 January 2018; and the SEC’s proposed
rules to enhance information reported by investment advisors in 2017,
which 62% of regulated firms say will impact them.
Most respondents (61%) concede that regulations will improve internal
controls. More than half (54%) also say making executives and senior
managers responsible for the actions of employees within the firm has a
positive impact on the industry.
Bang for buck?
More widely, however, scepticism about the value financial regulation
brings remains. More than half say financial services regulation has either
had little effect (35%) or actually worsened market stability (17%) –
presumably reducing liquidity in some markets – against only 43% who
say it has increased stability. Similarly, half (51%) say it has done little to
improve investor confidence, and 7% say it has eroded it.
Finally, just one in ten says regulatory changes over recent years have
adequately created safeguards to prevent a future crash.
This comes as no surprise: the findings are not vastly different to previous
years. But scepticism regarding the efficacy of financial regulations since
the crisis has added import in light of the recent political upsets in the U.S.
and, perhaps, the UK.
In the former, the new president has pledged to “dismantle” Dodd-Frank, a
position his Democratic opponent on the campaign trail, Hillary Clinton
described as “reckless.” That disagreement foreshadows the opposition
President Trump may face if he does push for any significant reduction in
financial services regulation.
In this context, it’s interesting to note that financial services professionals
themselves remain far from convinced that regulation – despite the vast
costs imposed on the industry – has made markets safer.
A new world
A similar observation may also apply in the UK if Brexit sees an end to EU
passporting and enables the UK to determine its own, potentially lighter,
regulation. In any case, most firms expect Brexit to have some impact on
their compliance arrangements, whether in the long term, over 18 months
(26%); nearer term, within seven to 18 months (22%); or, in some cases,
sooner (12%).
Confidence in the UK’s position as a financial centre is weak, however.
Today it alone challenges New York as the pre-eminent global financial
centre, with 36% naming it compared with 58% naming the U.S. city.
Asked what location will dominate in five years’ time, however, the
proportion naming New York remains steady, while those naming London
more than halves to just 16%.
It’s a reminder, perhaps, of just how much uncertainty remains as we enter
2017; and it’s a reminder, too, if one is needed after the past year, that we
cannot take anything for granted.
For more information contact Julian Korek, Global Head of Compliance and
Regulatory Consulting, at +1 44 2070 890800
International in Focus: Old challenges for financial services compliance
are going to have a new relevance in our changing world.
1
	http://www.reuters.com/article/us-cyber-heist-swift-specialreport-idUSKCN0YB0DD
2
	According to FCA chairman Andrew Bailey http://data.parliament.uk/writtenevidence/
committeeevidence.svc/evidencedocument/treasury-committee/financial-conduct-authority-no-
vember-2016/oral/42882.html
3
	https://www.ft.com/content/66c95bc0-71b8-3adc-9e35-bef3e67b9292
4
	https://www.bloomberg.com/news/articles/2016-11-10/trump-s-transition-team-pledges-to-dis-
mantle-dodd-frank-act
Duff  Phelps 5
Valuation Insights – Second Quarter 2017
Duff  Phelps recently announced that it acquired Quantera Global
Asia Holding, a leading Asia-Pacific transfer pricing firm. The
transaction adds more than 25 transfer pricing professionals to Duff 
Phelps in Australia, Hong Kong, Singapore and Vietnam that can
provide advice throughout the Asia-Pacific region.
Tax authorities across Asia are expanding the transfer pricing reporting
requirements of multinational companies and are increasingly auditing
and challenging their transfer pricing practices. This transaction will
enable Duff  Phelps to better serve its clients with operations in the
Asia-Pacific region and augment the firm’s transfer pricing capabilities.
“Duff  Phelps has been working closely with the Quantera Asia team
over the past several years on numerous client engagements. This
transaction is the culmination of a successful partnership and marks an
important milestone in expanding our transfer pricing capability in the
Asia-Pacific region,” said Jacob Silverman, President of Duff  Phelps.
The transfer pricing practice of Duff  Phelps serves clients globally
with transfer pricing compliance, planning and controversy support.
This transaction follows Duff  Phelps’ acquisition of Ceteris, a transfer
pricing specialist, in 2012.
In conjunction with this transaction Quantera Global and Duff  Phelps
have also entered into an alliance agreement which enables both firms
to further strengthen their networks and bring increased opportunities
to their respective clients on a global scale.
For more information contact Michael Heimert, Global Head of
Duff  Phelps’ Transfer Pricing practice, at +1 312 697 4560.
Spotlight: Duff  Phelps Acquires Leading Transfer Pricing Advisory Firm
in Asia Pacific
For the second year in a row, Duff
 Phelps has ranked #1 provider
of fairness opinions in the U.S. and
globally, according to Thomson
Reuters’ “Mergers  Acquisitions
Review - Full Year 2016”.
Duff  Phelps is honored to be
recognized as the undisputed
market leader for fairness
opinions. We thank our clients for
trusting our independent financial
advice. We look forward to
continue helping companies make
sound decisions in the year ahead.
FOR U.S. AND GLOBAL
FAIRNESS OPINIONS
WITH APPRECIATION TO
OUR CLIENTS FOR THEIR
CONTINUED TRUST
#
1
Duff  Phelps 6
Valuation Insights – Second Quarter 2017
North American Industry Market Multiples
As of March 31, 2017
An industry must have a minimum of 5 company participants to be calculated. For all reported multiples in the U.S. and Canada, the average number of companies in the
calculation sample was 79 (U.S.), and 27 (Canada); the median number of companies in the calculation sample was 41 (U.S.), and 11 (Canada). Sample set includes publicly-traded
companies (private companies are not included). Source: Data derived from Standard  Poor’s Capital IQ databases. Reported multiples are median ratios (excluding negatives).
MVIC = Market Value of Invested Capital = Market Value of Equity plus Book Value of Debt. EBIT = Earnings Before Interest and Taxes for latest 12 months. EBITDA = Earnings
Before Interest, Taxes, Depreciation and Amortization for latest 12 months.
Market Value
of Equity to
Net Income MVIC to EBIT
MVIC to
EBITDA
Industry U.S. Canada U.S. Canada U.S. Canada
Energy 16.8 16.5 20.7 26.5 16.4 15.5
Energy Equipment  Services 50.4 27.8 22.9 20.9 15.8 16.2
Integrated Oil  Gas — — — — — —
Materials 20.3 15.4 17.2 17.6 10.9 10.9
Chemicals 20.9 — 17.2 17.6 11.9 12.8
Diversified Chemicals 17.9 — 16.9 — 11.5 —
Specialty Chemicals 22.1 — 17.1 — 13.4 —
Construction Materials 28.6 — 20.9 — 12.2 —
Metals  Mining 14.1 15.3 17.4 22.0 10.0 11.0
Paper  Forest Products 18.6 13.7 16.5 10.9 9.3 7.1
Industrials 22.4 20.7 16.7 17.1 11.7 12.0
Aerospace  Defense 19.0 20.5 16.3 15.8 12.4 10.5
Industrial Machinery 27.9 19.8 19.2 18.8 14.2 15.5
Commercial Services  Supplies 22.7 18.1 16.6 19.8 11.0 12.1
Road  Rail 20.3 18.1 16.0 17.2 8.5 11.9
Railroads 20.6 — 15.4 — 10.9 —
Consumer Discretionary 18.8 20.2 14.7 18.0 10.5 12.0
Auto Parts  Equipment 15.9 8.1 11.9 7.6 7.6 5.2
Automobile Manufacturers — — — — 14.2 —
Household Durables 15.0 — 12.8 — 11.5 —
Leisure Products 18.1 — 12.3 — 10.1 —
Textiles, Apparel  Luxury Goods 18.3 — 12.6 — 10.2 —
Restaurants 25.4 24.0 18.0 17.6 11.0 19.2
Broadcasting 16.6 — 13.2 20.0 10.2 9.8
Cable  Satellite 25.0 — 21.0 13.9 13.5 8.3
Publishing 30.5 — 14.8 15.9 10.7 9.5
Multiline Retail 14.6 — 10.5 — 7.3 —
Market Value
of Equity to
Net Income MVIC to EBIT
MVIC to
EBITDA
Industry U.S. Canada U.S. Canada U.S. Canada
Consumer Staples 21.1 23.1 16.6 15.6 13.2 11.7
Beverages 18.9 — 21.0 18.1 19.3 13.4
Food Products 22.7 19.4 17.8 14.0 13.3 11.2
Household Products 25.6 — 17.7 — 13.6 —
Health Care 25.5 27.7 19.1 26.8 14.6 15.9
Health Care Equipment 35.1 — 24.1 — 17.2 —
Health Care Services 19.6 — 15.1 — 12.3 —
Biotechnology 20.9 — 21.2 28.7 21.5 13.9
Pharmaceuticals 17.9 21.1 16.7 44.0 12.7 19.1
Information Technology 26.7 25.5 22.2 23.9 16.2 17.9
Internet Software  Services 24.4 21.1 23.2 19.0 20.6 12.6
IT Services 26.7 29.8 20.2 21.9 13.4 17.0
Software 35.6 33.0 32.9 35.9 24.4 24.4
Technology Hardware 
Equipment
24.9 22.4 18.5 18.1 14.0 14.7
Communications Equipment 25.6 30.9 22.0 19.6 16.6 17.2
Computers  Peripherals 20.7 — 15.2 — 12.7 —
Semiconductors 35.7 — 34.4 — 21.8 —
Telecommunication Services 24.7 — 19.6 15.2 8.5 8.2
Integrated Telecommunication
Services
18.2 — 14.7 — 6.0 —
Wireless Telecommunication
Services
36.6 — 27.5 — 9.2 —
Utilities 22.8 17.5 18.7 24.4 11.6 13.5
Electric Utilities 21.0 — 17.7 — 10.6 —
Gas Utilities 25.3 — 18.6 — 12.1 —
Market Value
of Equity to
Net Income
Market Value
of Equity to
Book Value
Industry U.S. Canada U.S. Canada
Financials 17.8 11.6 1.3 1.5
Commercial Banks 18.1 12.6 1.4 1.7
Investment Banking  Brokerage 18.6 — 1.6 1.3
Insurance 16.4 13.1 1.3 1.4
Industry Market Multiples are available online!
Visit www.duffandphelps.com/multiples
Duff  Phelps 7
Valuation Insights – Second Quarter 2017
European Industry Market Multiples
As of March 31, 2017
“An industry must have a minimum of 5 company participants to be calculated. For all reported multiples in Europe, the average number of companies in the calculation sample
was 90 and the median number of companies in the calculation sample was 38. Sample set includes publicly-traded companies (private companies are not included). Source:
Data derived from Standard  Poor’s Capital IQ databases. Reported multiples are median ratios (excluding negatives). MVIC = Market Value of Invested Capital = Market Value
of Equity plus Book Value of Debt. EBIT = Earnings Before Interest and Taxes for latest 12 months. EBITDA = Earnings Before Interest, Taxes, Depreciation and Amortization for
latest 12 months.
Market Value
of Equity to
Net Income
MVIC to
EBIT
MVIC to
EBITDA
Industry Europe Europe Europe
Energy 12.7 18.7 10.1
Energy Equipment  Services 15.1 15.2 10.2
Integrated Oil  Gas 20.0 52.4 10.1
Materials 17.6 16.1 10.1
Chemicals 19.9 17.4 10.6
Diversified Chemicals 19.4 16.2 9.4
Specialty Chemicals 24.5 18.1 12.5
Construction Materials 15.7 17.2 10.1
Metals  Mining 16.0 15.4 9.9
Paper  Forest Products 16.2 14.6 9.8
Industrials 19.8 17.1 11.7
Aerospace  Defense 23.6 19.9 13.7
Industrial Machinery 23.2 19.7 13.9
Commercial Services  Supplies 21.6 17.4 11.2
Road  Rail 14.9 14.0 8.0
Railroads 13.3 18.8 8.0
Consumer Discretionary 18.4 16.0 11.4
Auto Parts  Equipment 15.7 13.5 8.4
Automobile Manufacturers 8.9 15.6 11.5
Household Durables 15.7 14.1 11.1
Leisure Products 19.9 16.1 12.3
Textiles, Apparel  Luxury Goods 19.9 16.7 12.4
Restaurants 20.9 15.4 10.9
Broadcasting 20.9 18.7 13.0
Cable  Satellite 28.1 24.1 11.8
Publishing 20.7 14.9 10.5
Multiline Retail 21.5 14.8 12.0
Consumer Staples 20.2 17.0 12.1
Beverages 24.6 18.7 13.0
Food Products 18.0 16.2 10.8
Household Products 24.3 15.4 11.5
Market Value
of Equity to
Net Income
MVIC to
EBIT
MVIC to
EBITDA
Industry Europe Europe Europe
Health Care 28.5 23.4 17.3
Health Care Equipment 32.0 23.1 18.2
Health Care Services 18.1 18.7 13.6
Biotechnology 43.0 37.8 29.1
Pharmaceuticals 28.0 23.4 16.3
Information Technology 24.4 20.0 15.3
Internet Software  Services 26.4 24.3 21.0
IT Services 20.0 15.5 12.7
Software 29.1 23.2 18.1
Technology Hardware 
Equipment
23.5 18.8 13.6
Communications Equipment 31.5 27.0 16.3
Computers  Peripherals 20.1 17.5 12.4
Semiconductors 29.1 30.0 15.9
Telecommunication Services 24.0 20.1 9.8
Integrated Telecommunication
Services
22.8 18.2 8.8
Wireless Telecommunication
Services
17.3 23.7 8.9
Utilities 15.4 18.4 10.4
Electric Utilities 13.6 16.4 10.2
Gas Utilities 15.4 16.0 11.4
Market Value
of Equity to
Net Income
Market Value
of Equity to
Book Value
Industry Europe Europe
Financials 13.3 1.1
Commercial Banks 10.9 0.8
Investment Banking  Brokerage 19.8 1.8
Insurance 13.5 1.2
Industry Market Multiples are now available online!
Visit www.duffandphelps.com/multiples
Duff  Phelps 8
Valuation Insights – Second Quarter 2017
Duff  Phelps
About Duff  Phelps
Duff  Phelps is the premier global valuation and corporate finance advisor with expertise
in complex valuation, dispute and legal management consulting, MA, 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.
MA 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. MA advisory and capital raising services in Canada are provided by Duff  Phelps
Securities Canada Ltd., a registered Exempt Market Dealer. MA advisory and capital raising services in
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Valuation Insights: Second Quarter 2017

  • 1. Valuation Insights In this edition of Valuation Insights, we discuss the results of a Duff & Phelps study which analyzed more than 3,000 fairness opinions filed with the SEC over a ten-year period ending in 2016. The study analyzed valuation ranges of fairness opinions to gauge their utility for Boards considering potential transactions. In our Technical Notes section, we discuss the asset valuation process for funds and the trend towards higher quality valuations that are both consistent and transparent. While there have been no major revisions to the accounting rules defining fair value for financial reporting purposes, industry best practices with respect to fund valuation continue to evolve. In our International in Focus article, we discuss highlights from the 2017 Duff & Phelps Global Regulatory Outlook report. The report included a survey of financial services professionals to understand how regulation is impacting cost of compliance, anticipated priorities of regulators and where firms are allocating their compliance budgets. Finally, our Spotlight article discusses Duff & Phelps’ recently announced acquisition of Quantera Global Asia Holding. In every issue of Valuation Insights, you will find industry market multiples that are useful for benchmark valuation purposes. We hope that you will find this and future issues of this newsletter informative and reliable. Read this issue to find out more. Inside 2 Cover Story In Defense of Fairness Opinions 3 Technical Notes Valuing fund interests of increasing concern? 4 International In Focus: Old challenges for financial services compliance are going to have a new relevance in our changing world. 5 Spotlight Duff Phelps Acquires Leading Transfer Pricing Advisory Firm in Asia Pacific 6 North American Industry Market Multiples 7 European Industry Market Multiples 8 About Duff Phelps Industry Market Multiples Online Valuation Insights Industry Market Multiples are available online with data back to 2010. Visit www.duffandphelps.com/multiples to analyze market multiple trends over time across industries and geographies. Second Quarter 2017 Duff Phelps 1
  • 2. Duff Phelps 2 Valuation Insights – Second Quarter 2017 Cover Story: In Defense of Fairness Opinions: An Empirical Review of Ten Years of Data Most fairness opinions use a robust set of methodologies to produce a useful range of valuations, according to Duff Phelps’ study of more than 3,000 publicly disclosed fairness opinions. Those conclusions address periodic criticisms that fairness opinions generally provide little utility for boards analyzing potential transactions. Specifically, some critics have asserted that fairness analyses produce valuation ranges too wide to provide meaningful information and that, because most fairness opinions are based in part on DCF analysis, the opinions are too reliant on financial projections that have been produced by management and left unscrutinized by the fairness advisor. In an effort to assess the validity of periodic criticisms and determine the overall usefulness of fairness opinions, Duff Phelps conducted a thorough analysis of more than 3,000 fairness opinions filed with the SEC during the ten-year period ending in 2016. Our analysis confirms that on average, fairness opinions deliver a range of valuations that is sufficiently narrow to serve as a valuable tool in evaluating purchase offers. And the average range grows narrower as deal size grows larger. Among deals we analyzed that carried a value of $10 billion or more, DCF analyses produced average price ranges between 78 percent and 106 percent of the offer price. DCF Analysis: Average Value Range By Deal Size Cohort The average range widened only slightly for deals valued at less than $10 billion but more than $100 million. For deals valued at less than $100 million, DCF analyses produced average price ranges between 65 percent and 105 percent of the offer prices. Our observation – wider and more disperse valuation ranges for smaller companies – is not all that surprising. This reflects the heightened complexity involved in valuing enterprises that are less mature, have less historical data to analyze and compare, or are growing at a rate that causes dramatic variances in expected cash flow. Methodologies: Rigor and Sophistication Apparent The findings present clear signs of an industry standard at work among fairness opinion advisors. Counter to the criticism that fairness opinions rely too heavily on DCF analysis, we find that fairness advisors have been using multiple methodologies for some time. Ninety-one percent of the fairness opinions we reviewed used more than one methodology to arrive at valuations. In 75 percent of the deals, advisors used three or more methodologies. The common pairing of public-company comparables and/or precedent transactions with DCF analyses, often supplemented by one or more additional methodologies, demonstrates that, in the vast majority of cases, fairness opinion advisors diligently consider multiple perspectives and relevant analyses, when available, in assessing the fairness of transaction prices. Further, the data we collected showed that overall the public-company comparables and DCF analyses produced relatively consistent ranges that were reasonably narrow, particularly for larger companies where more information was available. The consistency of the average valuation ranges across DCF and public-company comparables analyses confirms the rigor and validity of both methodologies. Multiple DCF Scenarios Indicate Additional Scrutiny In 43 percent of the filings we analyzed, fairness opinion advisors used multiple cases of DCF analyses. The frequent use of multiple DCF scenarios indicates that advisors are considering every potentially pertinent projection, rather than simply accepting a single set of forecasts. In addition, the presentation of two (or more) DCF scenarios is likely the result of a growing judicial emphasis – via suggestion and mandate – on disclosure. Companies today are less likely to pick and choose which projections to disclose than they were a decade ago. Those who counsel boards of directors may conclude that erroring on the side of complete disclosure – even if a certain forecast included in regulatory filings was prepared for a much different purpose than assessing fairness – is generally prudent for the filer. Choice of Advisor Matters Finally, our study reveals that valuation ranges vary by provider. Among the most active advisors, the tightest average range, at 23 percentage points, is nearly twice as narrow as the broadest range of 41 percentage points. This demonstrates that the choice of an advisor does impact the precision and usefulness of a given fairness opinion and illustrates the importance of following the best practices described above – calibrating public- company comparables and scrutinizing management’s projections. Conclusion The vast majority of fairness opinions offer valuation indications that fall within 15 percentage points on either side of a midpoint. Our analysis indicates that fairness opinion advisors use robust, sophisticated methods to reach those valuations. From this we can only conclude that, broadly speaking, fairness opinions represent a reliable way for corporate boards and executives to evaluate purchase offers. For more information contact Robert Bartell, Global Head of Corporate Finance, at +1 312 697 4654 or Chris Janssen, Global Head of Transaction Opinions, at +1 312 697 4643 78% 106% Offer Price 80% 110% 76% 111% 78% 111% 65% 105% 50% 100% 150% $10B+ $9.9 - 1B $999 - 500M $499 - 100M Less than $100M DealSize Value Range as a Percentage of Offer
  • 3. Duff Phelps 3 Valuation Insights – Second Quarter 2017 Technical Notes: Valuing fund interests of increasing concern? Asset valuation processes for funds continue to be a prominent topic of discussion despite no major revisions in the past five years to Financial Accounting Standards Board (FASB) ASC 820 or International Financial Reporting Standards (IFRS) 13, the two accounting rules defining fair value for fund financial reporting purposes. Governmental Accounting Standards Board (GASB) Statement 72, issued in early 2015, mirrors the definition of fair value used by the FASB and the International Accounting Standards Board (IASB) and highlighted that investors in funds cannot blindly accept net asset value as the fair value estimate. In addition, investors’ focus on fair value includes obtaining transparency, evolving industry best practices and the evolving regulatory landscape. Fair value measurements are no longer considered by investors as a compliance box to tick on a monthly or quarterly basis. Investors continue to become increasingly sophisticated and the NAV reported by GPs has evolved into an input into multiple processes: the investor’s own financial reporting; asset allocation calculations; and risk considerations, incentive compensation, etc. While not news, investors that report under GASB have to report their assets on the same fair value basis as other funds that report under U.S. GAAP or IFRS. From experience, it is clear that many general partners are aware of this fact and that a weak valuation process on the GP end has operational impacts at the Limited Partner (LP) level. LPs often lack the resources (human or funding) to have a robust valuation process. As such, these investors increasingly look to GPs or lead investors to leverage the GPs’ valuation work for their own reporting purposes. To be able to leverage valuation work done at the GP/lead investor level, LPs must be able to show the GP/lead investor has a robust and well-documented valuation process – starting with an up-to-date valuation policy and ending with robust documentation for the fair value determination of each asset, increasingly using the best practice of validating underlying investment valuations through the use of a qualified experienced third-party valuation expert. Absent the ability to show that, LPs must have their own robust process at the asset level. Related to fair values for financial reporting is the fact that LPs are becoming more sophisticated in the criteria used to manage their investment portfolios – both existing and new investments. Fair value is the only objective measure to compare dissimilar investments on each measurement date. Robust fair values enable LPs to make well-informed decisions around performance and asset allocation. Advancements in technology are making it increasingly easy for even smaller, resource constrained LPs to look at their portfolio’s makeup and performance in ways they couldn’t even a few years ago. When an LP sees a fund’s NAV or the fair value of an underlying investment remain constant for a number of periods, it is increasingly being seen as a reason to reach out to the GP for a greater understanding of the valuations in question. LPs are now looking past the fund level performance and have a greater understanding of the performance of the underlying investments. Be it allocations to industries or asset classes, robust fair values give LPs the information they need to make informed allocation decisions. GPs that do not have robust valuation processes might find interests in their funds being sold in the secondary market and/or not receiving future allocations. Looking forward, LPs are examining how GPs create value (alpha) in their investments and fair value is an important piece of the analysis that is an input to the capital allocation decision. Gone are the days when a GP got meaningful credit for increases in value because the market went up. Harvard University recently announced significant changes to how it manages its endowment. These changes include a move away from asset-class-based investing to allocating resources based on risk. For all assets, movements in fair values are an important input into the true assessment of risk. For illiquid assets, market prices are not observable, therefore, robustly determined fair values are the basis for investors’ assessments of risk for an individual investment or illiquid asset class. If fair values are not robustly determined, one’s risk assessments will be misinformed, potentially having significant impacts on investment decisions. The regulatory world continues to affect the world of fair value determination as well. From the European Union’s Alternative Investment Fund Managers Directive making a clear push for independence in the valuation process to Brazil’s enacting fair value rules for the first time (and requiring public disclosure of fair values by investment), regulators have taken notice of the importance of fair value to all constituents. 2016 saw the Securities and Exchange Commission and European regulators fine several funds for poor valuation practices despite valuation not being at the top of the published list of examination priorities. The American Institute of Certified Public Accountants (AICPA) is working on a new guide for the valuation of private equity investments that is due out in draft form in early 2018. The AICPA guide is expected to be rich in examples that demonstrate proper valuation methodologies as well as the need for judgment in the valuation process. Weighing in at an expected 700-plus pages, the AICPA guide hopefully will provide more consistent guidance across the industry and, as it will be considered by auditors, it is likely to be pushed globally across the audit firms, enhancing global consistency. There is also a push in the U.S. to add consistency to the valuation profession through regulation and requirement of a professional certification or designation. The requirements for the Certified in Entity and Intangibles Valuations (CEIV) designation are now being developed, as is the certification process. Auditors will be the “regulator” and will have the ability to accept/place more emphasis on valuations performed by a professional holding the CEIV designation and less emphasis on valuations not performed by a CEIV holder. This is developing in real time and is expected to be rolled out later this year. In conclusion, while the definition of fair value remains unchanged, robust fair value measurement remains an evolving global topic and the trend continues to move toward higher quality, greater consistency and better transparency. For more information contact Chris Franzek, Managing Director at +1 212 871 7549 or David Larsen, Managing Director at +1 415 693 5330. This article was originally published in the March 2017 issue of Pensions Investments.
  • 4. Duff Phelps 4 Valuation Insights – Second Quarter 2017 The Duff Phelps 2017 Global Regulatory Outlook (GRO) survey of 181 financial services professionals shows they continue to contend with well-established challenges around competitiveness, international coordination and costs. Almost nine out of ten (89%) believe regulations are increasing costs, for instance, and compliance spending at a typical firm is expected to double in the next five years. Today, the most common spend on compliance among asset managers, brokers, banks and others is up to 4% of revenue. By 2022, it’s expected to rise to up to 10%. The proportion putting their compliance spending at less than 1%, meanwhile, is expected to halve. Technology trials Spending on cybersecurity will account for at least some of this hike, and this has been a key development in the past year. After attacks on the Swift payment system,1 the “unprecedented” theft from a UK retail bank’s online accounts2 and a huge increase in reported attacks on financial services groups generally,3 regulators are widely expected to focus on firms’ cyber defences and – perhaps most crucially – their detection and response plans. So far, regulators such as the U.S. Securities and Exchange Commission (SEC) have held off mandating precise requirements around cybersecurity. Nevertheless, about two-thirds of professionals in our survey expect it to be among the regulators’ top three priorities in 2017. Anti-Money Laundering (AML) and Know Your Customer (KYC) seem to be among the regulators’ top priorities.4 In any case, firms are taking this seriously; 86% say their company intends to put more resources and time into cybersecurity in the coming year. Other areas likely to see attention, meanwhile, are MiFID II, where more than half (54%) of those to whom it applies say they are still unsure if they’re on track to comply by 3 January 2018; and the SEC’s proposed rules to enhance information reported by investment advisors in 2017, which 62% of regulated firms say will impact them. Most respondents (61%) concede that regulations will improve internal controls. More than half (54%) also say making executives and senior managers responsible for the actions of employees within the firm has a positive impact on the industry. Bang for buck? More widely, however, scepticism about the value financial regulation brings remains. More than half say financial services regulation has either had little effect (35%) or actually worsened market stability (17%) – presumably reducing liquidity in some markets – against only 43% who say it has increased stability. Similarly, half (51%) say it has done little to improve investor confidence, and 7% say it has eroded it. Finally, just one in ten says regulatory changes over recent years have adequately created safeguards to prevent a future crash. This comes as no surprise: the findings are not vastly different to previous years. But scepticism regarding the efficacy of financial regulations since the crisis has added import in light of the recent political upsets in the U.S. and, perhaps, the UK. In the former, the new president has pledged to “dismantle” Dodd-Frank, a position his Democratic opponent on the campaign trail, Hillary Clinton described as “reckless.” That disagreement foreshadows the opposition President Trump may face if he does push for any significant reduction in financial services regulation. In this context, it’s interesting to note that financial services professionals themselves remain far from convinced that regulation – despite the vast costs imposed on the industry – has made markets safer. A new world A similar observation may also apply in the UK if Brexit sees an end to EU passporting and enables the UK to determine its own, potentially lighter, regulation. In any case, most firms expect Brexit to have some impact on their compliance arrangements, whether in the long term, over 18 months (26%); nearer term, within seven to 18 months (22%); or, in some cases, sooner (12%). Confidence in the UK’s position as a financial centre is weak, however. Today it alone challenges New York as the pre-eminent global financial centre, with 36% naming it compared with 58% naming the U.S. city. Asked what location will dominate in five years’ time, however, the proportion naming New York remains steady, while those naming London more than halves to just 16%. It’s a reminder, perhaps, of just how much uncertainty remains as we enter 2017; and it’s a reminder, too, if one is needed after the past year, that we cannot take anything for granted. For more information contact Julian Korek, Global Head of Compliance and Regulatory Consulting, at +1 44 2070 890800 International in Focus: Old challenges for financial services compliance are going to have a new relevance in our changing world. 1 http://www.reuters.com/article/us-cyber-heist-swift-specialreport-idUSKCN0YB0DD 2 According to FCA chairman Andrew Bailey http://data.parliament.uk/writtenevidence/ committeeevidence.svc/evidencedocument/treasury-committee/financial-conduct-authority-no- vember-2016/oral/42882.html 3 https://www.ft.com/content/66c95bc0-71b8-3adc-9e35-bef3e67b9292 4 https://www.bloomberg.com/news/articles/2016-11-10/trump-s-transition-team-pledges-to-dis- mantle-dodd-frank-act
  • 5. Duff Phelps 5 Valuation Insights – Second Quarter 2017 Duff Phelps recently announced that it acquired Quantera Global Asia Holding, a leading Asia-Pacific transfer pricing firm. The transaction adds more than 25 transfer pricing professionals to Duff Phelps in Australia, Hong Kong, Singapore and Vietnam that can provide advice throughout the Asia-Pacific region. Tax authorities across Asia are expanding the transfer pricing reporting requirements of multinational companies and are increasingly auditing and challenging their transfer pricing practices. This transaction will enable Duff Phelps to better serve its clients with operations in the Asia-Pacific region and augment the firm’s transfer pricing capabilities. “Duff Phelps has been working closely with the Quantera Asia team over the past several years on numerous client engagements. This transaction is the culmination of a successful partnership and marks an important milestone in expanding our transfer pricing capability in the Asia-Pacific region,” said Jacob Silverman, President of Duff Phelps. The transfer pricing practice of Duff Phelps serves clients globally with transfer pricing compliance, planning and controversy support. This transaction follows Duff Phelps’ acquisition of Ceteris, a transfer pricing specialist, in 2012. In conjunction with this transaction Quantera Global and Duff Phelps have also entered into an alliance agreement which enables both firms to further strengthen their networks and bring increased opportunities to their respective clients on a global scale. For more information contact Michael Heimert, Global Head of Duff Phelps’ Transfer Pricing practice, at +1 312 697 4560. Spotlight: Duff Phelps Acquires Leading Transfer Pricing Advisory Firm in Asia Pacific For the second year in a row, Duff Phelps has ranked #1 provider of fairness opinions in the U.S. and globally, according to Thomson Reuters’ “Mergers Acquisitions Review - Full Year 2016”. Duff Phelps is honored to be recognized as the undisputed market leader for fairness opinions. We thank our clients for trusting our independent financial advice. We look forward to continue helping companies make sound decisions in the year ahead. FOR U.S. AND GLOBAL FAIRNESS OPINIONS WITH APPRECIATION TO OUR CLIENTS FOR THEIR CONTINUED TRUST # 1
  • 6. Duff Phelps 6 Valuation Insights – Second Quarter 2017 North American Industry Market Multiples As of March 31, 2017 An industry must have a minimum of 5 company participants to be calculated. For all reported multiples in the U.S. and Canada, the average number of companies in the calculation sample was 79 (U.S.), and 27 (Canada); the median number of companies in the calculation sample was 41 (U.S.), and 11 (Canada). Sample set includes publicly-traded companies (private companies are not included). Source: Data derived from Standard Poor’s Capital IQ databases. Reported multiples are median ratios (excluding negatives). MVIC = Market Value of Invested Capital = Market Value of Equity plus Book Value of Debt. EBIT = Earnings Before Interest and Taxes for latest 12 months. EBITDA = Earnings Before Interest, Taxes, Depreciation and Amortization for latest 12 months. Market Value of Equity to Net Income MVIC to EBIT MVIC to EBITDA Industry U.S. Canada U.S. Canada U.S. Canada Energy 16.8 16.5 20.7 26.5 16.4 15.5 Energy Equipment Services 50.4 27.8 22.9 20.9 15.8 16.2 Integrated Oil Gas — — — — — — Materials 20.3 15.4 17.2 17.6 10.9 10.9 Chemicals 20.9 — 17.2 17.6 11.9 12.8 Diversified Chemicals 17.9 — 16.9 — 11.5 — Specialty Chemicals 22.1 — 17.1 — 13.4 — Construction Materials 28.6 — 20.9 — 12.2 — Metals Mining 14.1 15.3 17.4 22.0 10.0 11.0 Paper Forest Products 18.6 13.7 16.5 10.9 9.3 7.1 Industrials 22.4 20.7 16.7 17.1 11.7 12.0 Aerospace Defense 19.0 20.5 16.3 15.8 12.4 10.5 Industrial Machinery 27.9 19.8 19.2 18.8 14.2 15.5 Commercial Services Supplies 22.7 18.1 16.6 19.8 11.0 12.1 Road Rail 20.3 18.1 16.0 17.2 8.5 11.9 Railroads 20.6 — 15.4 — 10.9 — Consumer Discretionary 18.8 20.2 14.7 18.0 10.5 12.0 Auto Parts Equipment 15.9 8.1 11.9 7.6 7.6 5.2 Automobile Manufacturers — — — — 14.2 — Household Durables 15.0 — 12.8 — 11.5 — Leisure Products 18.1 — 12.3 — 10.1 — Textiles, Apparel Luxury Goods 18.3 — 12.6 — 10.2 — Restaurants 25.4 24.0 18.0 17.6 11.0 19.2 Broadcasting 16.6 — 13.2 20.0 10.2 9.8 Cable Satellite 25.0 — 21.0 13.9 13.5 8.3 Publishing 30.5 — 14.8 15.9 10.7 9.5 Multiline Retail 14.6 — 10.5 — 7.3 — Market Value of Equity to Net Income MVIC to EBIT MVIC to EBITDA Industry U.S. Canada U.S. Canada U.S. Canada Consumer Staples 21.1 23.1 16.6 15.6 13.2 11.7 Beverages 18.9 — 21.0 18.1 19.3 13.4 Food Products 22.7 19.4 17.8 14.0 13.3 11.2 Household Products 25.6 — 17.7 — 13.6 — Health Care 25.5 27.7 19.1 26.8 14.6 15.9 Health Care Equipment 35.1 — 24.1 — 17.2 — Health Care Services 19.6 — 15.1 — 12.3 — Biotechnology 20.9 — 21.2 28.7 21.5 13.9 Pharmaceuticals 17.9 21.1 16.7 44.0 12.7 19.1 Information Technology 26.7 25.5 22.2 23.9 16.2 17.9 Internet Software Services 24.4 21.1 23.2 19.0 20.6 12.6 IT Services 26.7 29.8 20.2 21.9 13.4 17.0 Software 35.6 33.0 32.9 35.9 24.4 24.4 Technology Hardware Equipment 24.9 22.4 18.5 18.1 14.0 14.7 Communications Equipment 25.6 30.9 22.0 19.6 16.6 17.2 Computers Peripherals 20.7 — 15.2 — 12.7 — Semiconductors 35.7 — 34.4 — 21.8 — Telecommunication Services 24.7 — 19.6 15.2 8.5 8.2 Integrated Telecommunication Services 18.2 — 14.7 — 6.0 — Wireless Telecommunication Services 36.6 — 27.5 — 9.2 — Utilities 22.8 17.5 18.7 24.4 11.6 13.5 Electric Utilities 21.0 — 17.7 — 10.6 — Gas Utilities 25.3 — 18.6 — 12.1 — Market Value of Equity to Net Income Market Value of Equity to Book Value Industry U.S. Canada U.S. Canada Financials 17.8 11.6 1.3 1.5 Commercial Banks 18.1 12.6 1.4 1.7 Investment Banking Brokerage 18.6 — 1.6 1.3 Insurance 16.4 13.1 1.3 1.4 Industry Market Multiples are available online! Visit www.duffandphelps.com/multiples
  • 7. Duff Phelps 7 Valuation Insights – Second Quarter 2017 European Industry Market Multiples As of March 31, 2017 “An industry must have a minimum of 5 company participants to be calculated. For all reported multiples in Europe, the average number of companies in the calculation sample was 90 and the median number of companies in the calculation sample was 38. Sample set includes publicly-traded companies (private companies are not included). Source: Data derived from Standard Poor’s Capital IQ databases. Reported multiples are median ratios (excluding negatives). MVIC = Market Value of Invested Capital = Market Value of Equity plus Book Value of Debt. EBIT = Earnings Before Interest and Taxes for latest 12 months. EBITDA = Earnings Before Interest, Taxes, Depreciation and Amortization for latest 12 months. Market Value of Equity to Net Income MVIC to EBIT MVIC to EBITDA Industry Europe Europe Europe Energy 12.7 18.7 10.1 Energy Equipment Services 15.1 15.2 10.2 Integrated Oil Gas 20.0 52.4 10.1 Materials 17.6 16.1 10.1 Chemicals 19.9 17.4 10.6 Diversified Chemicals 19.4 16.2 9.4 Specialty Chemicals 24.5 18.1 12.5 Construction Materials 15.7 17.2 10.1 Metals Mining 16.0 15.4 9.9 Paper Forest Products 16.2 14.6 9.8 Industrials 19.8 17.1 11.7 Aerospace Defense 23.6 19.9 13.7 Industrial Machinery 23.2 19.7 13.9 Commercial Services Supplies 21.6 17.4 11.2 Road Rail 14.9 14.0 8.0 Railroads 13.3 18.8 8.0 Consumer Discretionary 18.4 16.0 11.4 Auto Parts Equipment 15.7 13.5 8.4 Automobile Manufacturers 8.9 15.6 11.5 Household Durables 15.7 14.1 11.1 Leisure Products 19.9 16.1 12.3 Textiles, Apparel Luxury Goods 19.9 16.7 12.4 Restaurants 20.9 15.4 10.9 Broadcasting 20.9 18.7 13.0 Cable Satellite 28.1 24.1 11.8 Publishing 20.7 14.9 10.5 Multiline Retail 21.5 14.8 12.0 Consumer Staples 20.2 17.0 12.1 Beverages 24.6 18.7 13.0 Food Products 18.0 16.2 10.8 Household Products 24.3 15.4 11.5 Market Value of Equity to Net Income MVIC to EBIT MVIC to EBITDA Industry Europe Europe Europe Health Care 28.5 23.4 17.3 Health Care Equipment 32.0 23.1 18.2 Health Care Services 18.1 18.7 13.6 Biotechnology 43.0 37.8 29.1 Pharmaceuticals 28.0 23.4 16.3 Information Technology 24.4 20.0 15.3 Internet Software Services 26.4 24.3 21.0 IT Services 20.0 15.5 12.7 Software 29.1 23.2 18.1 Technology Hardware Equipment 23.5 18.8 13.6 Communications Equipment 31.5 27.0 16.3 Computers Peripherals 20.1 17.5 12.4 Semiconductors 29.1 30.0 15.9 Telecommunication Services 24.0 20.1 9.8 Integrated Telecommunication Services 22.8 18.2 8.8 Wireless Telecommunication Services 17.3 23.7 8.9 Utilities 15.4 18.4 10.4 Electric Utilities 13.6 16.4 10.2 Gas Utilities 15.4 16.0 11.4 Market Value of Equity to Net Income Market Value of Equity to Book Value Industry Europe Europe Financials 13.3 1.1 Commercial Banks 10.9 0.8 Investment Banking Brokerage 19.8 1.8 Insurance 13.5 1.2 Industry Market Multiples are now available online! Visit www.duffandphelps.com/multiples
  • 8. Duff Phelps 8 Valuation Insights – Second Quarter 2017 Duff Phelps About Duff Phelps Duff Phelps is the premier global valuation and corporate finance advisor with expertise in complex valuation, dispute and legal management consulting, MA, 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. MA 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. MA advisory and capital raising services in Canada are provided by Duff Phelps Securities Canada Ltd., a registered Exempt Market Dealer. MA advisory and capital raising 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 MA 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. Copyright © 2017 Duff Phelps LLC. All rights reserved. DP170048 Valuation Insights Contributors Robert Bartell Chris Franzek Chris Janssen Julian Korek David Larsen Gary Roland Jamie Warner For more information about our global locations and expertise, or to subscribe to Valuation Insights, visit: www.duffandphelps.com/subscribe Duff Phelps