Closing Deals. Consumer Apps with a special focus on Fitness, Education and mHealth Deals and Developments
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Closing Deals. Consumer Apps with a special focus on Fitness, Education and mHealth – Deals and Developments
Track Record No. 1 M&A advisor in German- speaking Europe in Q1 2020 1 >450 transactions over the past 20 years Focus Areas M&A: Closing Deals. 75% sell-side and 25% buy- We advise on M&A, side mandates growth equity and equity ECM and Equity Research research. Global Reach Partner of Globalscope International reach: Our Locations 55 Partners 48 Countries 5 Continents Berlin Copenhagen Hamburg Clients London Entrepreneurs & profitable Munich growth companies Stockholm Financial investors Organisation 70+ employees 12 partners 6 locations Source: 1) Mergermarket 2
Our consumer apps deal team has a proven track record of executing transactions and vast industry expertise Mark Miller Dr. Arnold Holle Managing Partner Managing Partner Founded Carlsquare in 2000 Carlsquare since 2018 Previously Deutsche Bank, Previously World Bank, Bertelsmann BCG, UBS, Goldman Sachs Nico Schmidt-Weidemann Erik Lundberg Partner Director Carlsquare since 2016 Carlsquare since 2017 Previously CMC Consulting Group, Previously Stella EOC, EY Groupe BPCE Caspar Graf Stauffenberg Anders Bo Managing Partner Managing Partner Carlsquare since 2012 Carlsquare since 2019 Previously Aequos, MAP, Previously Westlb, HSH, Binding Group Dansk Merchant Capital Michael Moritz Mischa Krause Managing Partner Director Founded Carlsquare in 2000 Carlsquare since 2011 Previously Treuhandanstalt Previously internet startup Berlin, Doertenbach & Co. Avocado Store, a Rocket internet startup Philip Goldhahn Philipp Claus Senior Associate Associate Carlsquare since 2014 Carlsquare since 2018 Previously Silverpeak, Previously Piper Jaffray, Kühne + Nagel Canccord Genuity Caroline Heintz Cindy Faller Associate Analyst Carlsquare since 2020 Carlsquare since 2019 Previously PwC Previously Mazars, Trinavis Lukas Moritzen Anshul Tyagi Analyst Analyst Carlsquare since 2020 Carlsquare since 2019 Previously GCA Altium, Pareto Previously Lovina Capital, Securities, benten capital Punjab National Bank 3
Carlsquare successfully advised the founders of the “healthy living” app 7Mind on their sale to Südwestdeutsche Medienholding Founded in 2014, 7Mind is the largest German platform for offering digital content for meditation and mindfulness. More than 1.5m users have already found a simple and at the same time scientifically sound introduction to the world of meditation and mindfulness with the 7Mind app. Südwestdeutsche Medienholding completes the first important transaction in the newly created Ventures business with 7Mind and lays the foundation for the development of a digital health platform. At the same time, SWMH is implementing its corporate strategy according to which accompanying growth businesses are to make a significant contribution to the diversification of the SWMH group by the end of 2022. Carlsquare advised Preglife AB on growth financing received growth through eEquity investment from Preglife launched its app in October 2010 and has since then been downloaded more than 2.6m times, today the app has more than 500,000 active users and is live in all Nordic countries, Poland, Germany, United Kingdom and United States. The application conveys knowledge and information to pregnant and new parents so they can make informed decisions with regards to their family and themselves. Since launch, Preglife has cooperated with a large network of doctors and midwives to guarantee that the information is accurate, relevant and correct. Preglife had a turnover of c. EUR 2m at the time of the transaction and growing fast with profitability. eEquity is a private equity company focusing on Nordic digital growth companies. 4
Our business model is designed to assist companies and their owners in maximizing shareholder value throughout the life cycle Proven expertise in consumer +80 transactions Proven expertise in M&A businesses and application in the consumer sector and IPOs software M&A sold to sold to Brøndby IF – sold a majority stake received growth Public Offering to investment from a portfolio company of sold to sold to merged with sold to sold to sold the majority and and share of sold to sold to Invested in sold to to received investment sold to sold to sold to sold to from a strategic investor 5
App Store subscriptions boom as consumer choose convenience 140 124 120 Mobile app revenue in EURbn 100 80 73 60 56 40 37 20 0 2015 2016 2017 2021 Source: Statista The State of Mobile 2019 EUR 182bn worldwide downloads EUR 107bn worldwide app store consumer spend, 59% CAGR 2016-2019 3.4hrs per day spent in mobile by the average user 29% 3-year CAGR worldwide app store consumer spend c. 42% global smartphone penetration rate1 c. EUR 36bn worldwide e-learning revenue 130% more money spent on health and fitness apps Source: Statista; State of mobile 2020; 1) Global population/ number of smartphone users worlwide 6
Amid strong interest from investors, a large amount of funding flows into apps Selected funding activities in the application sector since 2018 Capital raised ∑ Last round Round Company HQ Description (EURm) (EURm) type Investor(s) Provider of health insurance services for 832 US 449 Series E senior citizens in New Jersey Provider of a subscription based mobile 573 UK 495 Series C healthcare application Provider of an online learning platform for 202 US 46 Series E students Provider of an online portal to provide 180 US 180 Growth virtual training on health and fitness Developer of an app for meditation, 127 US 102 Series B mindfulness and sleep Developer of a language learning platform US 126 10 Growth for classrooms US Provider of online meditation services 113 49 Series C Developer of a mobile software application DE 100 60 Series C for tax declaration and returns Provider of a health app that offers visits to SE 70 33 Venture a doctor online Provider of an education and technology US 35 16 Series C platform for personalized learning DE Provider of a medical education platform 30 30 Series B Provider of Moshi, a sleep and mindfulness UK 26 11 Series B application for kids Provider of a platform for mobile reading DE 20 16 Series C on internet portals and mobile applications Digital learning and cloud coaching DE 20 4 Series A platform for professionals Developer of a mobile application to DE 19 15 Series B improve health and wellbeing of females Developer of a mobile application for a SE 18 5 Growth healthy balanced lifestyle Provider of an online learning platform that UK 18 13 Series B enables users to learn languages Provider of an eLearning platform for Crowd- UK 13 2 children aged 3-7 years Funding Developer of a fitness app that enables US 11 7 Ventures users to work out live and online Developer of a platform to convey SE >10 >10 Growth knowledge to prospective and new parents Developer of an application that educates SE 7 5 Venture children in math Developer of an online platform that UK 6 3 Growth manages stress/wellness of individuals DE Provider of interactive online piano lessons 4 3 Growth Provider of live yoga classes that are FI 4 3 Series B accessed online Provider of an application software for SE 3 2 Seed prevention and cure of rheumatoid arthritis Last round as proportion of total funding Source: Capital IQ, Carlsquare research 7
The application sector gains attention and spurs M&A activities Selected M&A transactions in the application sector since 2018 Date HQ Target Description Buyer Developer of an online platform that manages Apr 20 UK stress/wellness of individuals Provider of a platform for offering digital content for Jan 20 DE mediation and mindfulness Operator of an online learning platform for primary, Dec 19 NO secondary and higher education Provider of health solutions including the Fitbit online Nov 191 NO dashboard and mobile apps Oct 19 UK Europe's leading digital platform for students Oct 19 UK Operator of an education platform Provider of an e-learning platform for experts and students Jul 19 DK worldwide Operator of an online platform for e-learning, gamification, Apr 19 SE coaching and performance tracking Apr 19 US Provider of On-Demand online tutoring Provider of an artificial intelligence-based platform to help Jan 19 DE users understand themselves better Provider of an online platform for educational courses and Jan 19 DE which connects teachers and students Provider a web-based platform for e-learning and online Dec 18 CA training Dec 18 NL Provider of digital learning materials Nov 18 CZ Developer of learning software for pre-school children Provider of online training, pre-licensing and corporate Sep 18 US training services Sep 18 DE Developer of eLearning videos for digital skills Operates a digital education platform for university students Jun 18 DE of various academic disciplines Provider of a digital platform for technical and vocational Jun 18 DE training May 18 AT Provider of online fitness programs Feb 18 UK Operator of a game-based learning website for students ▪ Financial investors continue to show great interest in investments in the areas of fitness, education and mHealth ▪ In addition, the number of acquisitions by strategic partners such as technology companies, publishing and media houses has also increased over the last few years ▪ According to the Institute for Mergers, Acquisitions & Alliances, most financial investors in the DACH region see an opportunity from COVID-19 and will continue to invest heavily with a special interest in technology related companies such as the application sector2 Note: 1) Closing pending; 2) Survey between 19 - 20 March in the DACH region - Panel of 400 private equity professionals - Fully completed questionnaires were included in the evaluation by 81 experts Source: Capital IQ, Mergermarket, Institute for Mergers, Acquisitions & Alliances, Proventis Partners, Carlsquare research 8
New interesting apps gain attention and spur interest from financial investors Selected active financial investors within the application industry 9 Interesting new categories on the rise – selected applications: Click to find the app in the app store Fitness Education (incl. productivity) mHealth (incl. sleep/meditation) YAZIO MyFitnessPal Strava Lumosity Memorado Blinkist Sleep Cycle Clue Power Nap App BodyFast Runkeeper FitOn Memrise simpleclub Udemy Flo Insight Timer Life Cycle BetterMe CYBEROBICS Fastic Mimo Busuu Babbel Headspace Calm Moshi Freeletics Pacer Fitness App Simply Piano Peak Skoove MINDBODY breathe Min Doktor Runtastic Lifesum Asana Rebel Flowkey Yousician Duolingo Preglife Balloon 7Mind ▪ New categories within the application sector significantly gain attention (e.g. fitness, education and mHealth) ▪ Globally, consumers spent c. EUR 1.4bn on Health and Fitness apps in 2019 – this includes new pathways to meal planning, training regimes, exercise tracking, wellness and meditation ▪ Educational applications such as Babbel, a provider of language learning via social networking or Flowkey, a platform that teaches users how to play the piano, experience strong growth Source: Carlsquare research 9
COVID-19 increases the usage of applications and drives valuation Education, fitness and mHealth applications have seen significant growth following COVID-191 Business 129% Education 126% News 87% Social networking 61% Games 50% Medical 49% Entertainment 48% Fitness & mHealth 42% Productivity 33% Shopping 18% Music 13% Food & Drink 4% Weather -4% Sports information -25% Navigation -29% Travel -53% -60% -40% -20% 0% 20% 40% 60% 80% 100% 120% 140% Source: SensorTower ▪ COVID-19 reshaped the application ecosystem - categories such as education, mHealth and fitness experienced growth, while categories such as travel and navigation experienced declines Long term trend for consumer applications are expected even after COVID-19 Worldwide App Store and Google Play user spending Worldwide App Store and Google Play downloads in EURbn in bn 160 153 200 +10% 184 +15% 138 171 140 159 122 148 120 150 140 107 100 91 115 80 76 100 60 40 50 20 0 0 2019 2020F 2021F 2022F 2023F 2024F 2019 2020F 2021F 2022F 2023F 2024F Source: TechCrunch Source: SensorTower ▪ Since ‘’lock-down’’ provisions were implemented to protect from COVID-19, the application sector has experienced growth in downloads and user spending ▪ By 2024, downloads are projected by TechCrunch to reach >180bn, up 9% from the earlier forecast that came out before COVID-19 that had initially accounted for 7bn fewer installs Note: 1) Data is from the App Store only; Aggregated data for nine countries (China, South Korea, Italy, Japan, France, Germany, Spain, the U.S., and Great Britain); Growth is calculated comparing the 30 days following each country’s 200th confirmed case of COVID-19 vs. the prior 30 days 10
Valuation and key metrics for the application software market EV multiples Key metrics (as of 01/05/2020) Enterprise Sales EBITDA EBITDA Sales growth value (EURm) multiple ’20E multiple ’20E margin ’20E ‘19 – ’20 1,168,832 5x 17x 29% (2%) 1,134,246 4x 34x 13% 20% 231,252 4x 16x 23% 17% 177,951 10x 72x 13% 28% (13%) 41,982 7x 22x 32% 36,008 4x 16x 22% 14% 26,119 6x 25x 23% (4%) 24,757 4x n/a 0% 29% 20,951 11x 33x 34% 19% 18,323 4x 25x 17% 12% 8,602 5x 35x 13% 7% 5,964 5x n/a 0% 46% 4,939 13x n/a 12% 28% 3,180 6x 47x 13% 24% 2,195 2x 10x 25% 2% 1,829 15x 38x 40% 14% Median 5x Median 25x Median 19% Median 16% Businesses in the wider “app space” have some of the highest valuations in the stock market and are widening their lead in the COVID-19 crisis ▪ “App stocks” are naturally amongst the least affected by or possibly even benefitting from the lock-down, so this strong relative valuation has become more marked since February 2020 Investors are looking for predictable, stable revenues, cash generation and long-term growth ▪ Subscription based business models are awarded higher valuations ▪ Every valuation discussion will put the impact of COVID-19 on 2020 results and on the mid-term outlook front and center ▪ Investors will shy away from anything with an uncertain outlook due to COVID-19 ▪ Family offices and private equity group who gathered massive funds will naturally flock to opportunities in the “apps space”, as companies in the sector continue to trade very successfully or even better than before and can better than anyone else communicate on the medium-term impact of COVID-19 on their businesses Private companies in the “app space” will be a key focus area for investors in H2 2020 – relative pricing will be much higher than in 2019 Valuations for consumer applications of c. 4-5x revenue and c. 10-15x EBITDA (not-listed growth cases) Source: Capital IQ, Carlsquare research 11
The application sector has experienced high valuations compared to major indices Share price development of mobile peer group in comparison to selected indices Share price development over the past three years1 Share price development of mobile peer group since 01/01/20202 250 (2%) 200 24% 150 (27%) 100 28% 50 Jun 17 Jun Nov 17 17 Nov Apr 18 17 Apr Sep 18 18 Sep Feb 19 18 Feb Jul 19 19 Jul Dec 19 19 Dez 19 Apr 20 9% Mobile peer group MSCI software 2% Nasdaq 100 MSCI Tech MSCI world 5% (3%) Share price development since 01/01/20201 (9%) (13%) 110 10% 100 18% 90 12% 80 70 47% 60 (13%) Jan 20 Jan 20 Feb20 Feb 20 Mrz 20 Mar 20 Apr 20 Apr 20 27% Mobile peer group Nasdaq 100 MSCI Tech MSCI software MSCI World Mean +7% ▪ Both indices, the MSCI World and the Nasdaq 100, have experienced a decline in share development since 01/01/2020, with a decrease of -13% and -0%, respectively ▪ The selected mobile peer group’s median share price development of 7% since 01/01/2020 is significantly higher compared to the performance of various indices ▪ The mobile peer group’s share price increased by an average of 7% since 01/01/2020 and by an average of 143% since 01/05/2017 ▪ The mobile peer group is the only one to record of positive development over the period since 01/01/2020, all selected indices have experienced a decrease in share prices Note: 1) Share price development from 01/01/2020 to 01/05/2020 with index=100; 2) As of 01/05/2020 12
IPO: the alternative for financing innovation, growth, acquisitions and internationalization for high-growth companies CASE STUDY: STILLFRONT GROUP From building a highly compelling equity story to a successful IPO and continuous accelerated growth - fundraising, IPO, and M&A ▪ Merger of Bytro Labs and Stillfront in which Carlsquare acted as advisor 2013 • Stillfront Group is a leading free-to-play powerhouse with an active portfolio of 30 games and 1.4m daily active users • The Company is headquartered in Stockholm, On 8 December 2015, Stillfront Sweden, with a group of 12 studios operating in 10 2015 Group IPO on Nasdaq First North countries with ~650 professionals Premier Growth Market • The Company was listed on Nasdaq in Dec-15 and has since then increased its market capitalization from EUR 33m in 2015 to EUR 620m in 2019 ▪ Acquisition of Babil Games Revenue and EBITDA development and Simultronics EURm 2016 200 186 45% 180 40% 40% 38% 160 36% 36% 35% 140 129 ▪ eRepublic Labs and OFM Studios 30% were acquired 28% 120 95 25% 2017 ▪ EUR 11m was raised in a 100 20% public bond issue 80 15% 60 40 10% ▪ Goodgame Studios, Playa Games and Imperia Online were acquired 20 6 10 5% 0 0% EUR 60m was raised in a public 2018 ▪ bond issue 2015 2016 2017 2018 2019 Revenue Mobile revenue EBITDA margin Source: Company year-end reports ▪ Kixeye was acquired Mark Miller, Partner at Carlsquare, ▪ EUR 50m was raised in a 2019 directed share issue was on the Board from 2016 to 2018 ▪ EUR 50m was raised in a bond issue Share price and volume development Close 15 April 2020 SEK 700 SEK 510 500 SEK 70 300 Close first day trading 100 Dec 15 Dez 15 May 16 Mai 16 Oct Okt 16 Mar Mrz 17 Aug 17 Jan 18 Jun 18 Nov 18 Apr 19 Sep 19 Feb 20 -100 Volume 000' Trade close Source: Carlsquare research 13
www.carlsquare.com Why work with us? We achieve the best result for our clients: Strong sector expertise and an In all completed sell-side transactions excellent network in our focus over the past year, we have exceeded our industries initial valuations – 85% of all projects begun were successfully completed In 95% of our projects we approach We have outstanding expertise in international buyers. In 2019, 75% of conducting dual-track processes (M&A the transactions we advised on were and IPO in parallel) cross-border We are where you are: With offices in We accelerate processes and Berlin, Munich, Hamburg, London, complete transactions quickly Stockholm and Copenhagen, we are very well positioned throughout Europe We have an outstanding track record We have an experienced team and when it comes to complex sufficient resources for all types of ownership structures projects Mark Miller Dr. Arnold Holle Erik Lundberg Caspar Graf Anders Bo Michael Moritz Stauffenberg mark.miller @carlsquare.com arnold.holle@carlsquare.com erik.lundberg@carlsquare.com caspar.stauffenberg@carlsquare.com anders.bo@carlsquare.com michael.moritz@carlsquare.com M: +49 173 932 84 39 M: +44 7785 53 11 65 T: +46 738 503 559 M: +49 172 674 74 09 T: +45 41 99 82 52 M: +49 172 69 69 301 Hamburg London Stockholm Munich Copenhagen Berlin Hamburg Esplanade 41 14 Buckingham Street Birger Jarlsgatan 13 Von-der-Tann-Str. 7 Toldbodgade 57 Kurfürstendamm 188 20354 Hamburg London WC2N 6DF 111 45 Stockholm 80539 Munich DK-1253 Copenhagen 10707 Berlin +49 40 300836-0 +44 20 8017-6015 +46 8 684 439 00 +49 89 2554953-0 +45 3945 0010 +49 30 8093347-0 hamburg@carlsquare.com london@carlsquare.com stockholm@carlsquare.com munich@carlsquare.com copenhagen@carlsquare.com berlin@carlsquare.com
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