GOVERNMENT IT SERVICES: RECOVERY & MODERNIZATION POWERSHIFT - GOVERNMENT IT SERVICES INDUSTRY UPDATE | MAY 2021
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GOVERNMENT IT SERVICES: RECOVERY & MODERNIZATION POWERSHIFT GOVERNMENT IT SERVICES INDUSTRY UPDATE | MAY 2021 3
TABLE OF CONTENTS Key Industry Takeaways 3 2020: Recovery & Transformation 4 Transformational M&A: Confidence on Display 5 Middle Market M&A: Strategic Imperatives Fuel Late Year Recovery 7 2021 M&A Outlook: Robust & Highly Targeted 10 Report Contributors 11 Firm Track Record 12 Endnotes 13 CONTACT OUR GOVERNMENT IT SERVICES INDUSTRY EXPERTS: David Brinkley Managing Director 917-817-0375 dbrinkley@capstonepartners.com Ted Polk Managing Director 708-921-8961 tpolk@capstonepartners.com
Government IT Services Recovery & Modernization Powershift “IF NECESSITY IS THE MOTHER OF INVENTION, THEN URGENCY IS THE UNCLE OF CHANGE.” - Nell Scovell KEY INDUSTRY TAKEAWAYS Capstone Partners’ Aerospace, Defense, Government, & Security (ADGS) Group is pleased to share its annual Government Information Technology (IT) Services report. Through our relationships with leading strategic players, conversations with private business owners, and careful tracking and analysis of merger and acquisition (M&A) activity, we have identified several key takeaways below, followed by an in-depth overview of industry dynamics on the following pages. 1. The impact of COVID-19 on the federal sector will be long-lived and forced Government agencies to accelerate IT modernization, including cloud migration. 2. The incoming Biden administration is balancing a commitment to modernization with fiscal realities and a conventional approach to geopolitics. 3. Despite moderate retrenchment in public company valuations, strategic buyers and sector-focused private equity (PE) firms remain well capitalized and closed several notable transactions in 2020, aggregating more than $17 billion. 4. M&A activity rebounded during the second half of 2020 and continues through the first quarter of 2021 at near record levels. 5. Deal activity focuses on high growth areas, including cyber, intelligence, data analytics, cloud and network computing, virtualization in training, and automation including artificial intelligence (AI) and machine learning (ML). 6. A less dramatic reduction in national defense spending than some anticipate and a sustained emphasis on emerging technologies will sustain activity through the coming year. Capstone Partners has developed a full suite of corporate finance solutions, including M&A advisory, debt advisory, financial advisory, and equity capital financing to help privately owned businesses and private equity firms through each stage of the company’s lifecycle, ranging from growth to an ultimate exit transaction. To learn more about Capstone’s wide range of advisory services and Government IT Services industry expertise, please contact Capstone Managing Director David Brinkley or Ted Polk. 3
Government IT Services | May 2021 2020: RECOVERY & TRANSFORMATION In last year’s Government IT Services report, we discussed the record-breaking M&A activity that defined the landscape over the course of 2019 until the impact of a global pandemic was internalized by market participants in March of 2020. A year ago, we downplayed the uncertainties of the coming political season and focused on the macroeconomic stability offered by a consistent budgetary process that had yielded consecutive years of rational programmatic planning. Then the clouds gathered and descended quickly and without warning. A few weeks into the shutdown, we turned to history as our guide to ruminate on how the industry would weather this storm. We examined the performance of U.S. Government Services (USG) stocks against the S&P 500 during two recent economic shocks: (i) the events of 11 September 2001 and (ii) the 2008 Great Recession. In both of those instances, the sector proved a safe haven during economic upheaval. This was once again the case through the first three months of the pandemic. As the initial surge faded, however, the reality of unprecedented stimulus spending aimed at bolstering the U.S. consumer set in, compelling investors to reassess the risk to current discretionary accounts. Consequently, since mid-June 2020, the indices diverged, with the broader market reaching new records as USG Services stocks struggled to retain positive traction. Key earnings and revenue misses by leading firms that failed to accurately communicate COVID-19 impact to Wall Street further complicated the picture. Prior to the onset of the pandemic, USG Services firms were trading near record highs of 15 times trailing EBITDA and 1.5 times trailing revenues. These metrics have since moderated to 12 times and 1.4 times, respectively. Nonetheless, for reasons that we discuss below, there is cause for mid-term optimism encompassing both domestic and international geopolitics. Most importantly, underneath this pedestrian performance, the pandemic was affecting how government executives conceived of implementing business processes in fundamental ways that will be long lived. The business of government took on new urgency as the nation grappled with a national crisis; in response, agencies were forced to rapidly accelerate IT modernization efforts, most notably: (i) cloud computing and IT- as-a-service, (ii) data analytics, (iii) agile software development, (iv) automation, ML, and AI, and (v) cybersecurity and zero trust networking. While these efforts are as yet incomplete and progress has been uneven across disparate organizations, the path is set and a period of technological powershift is underway. This dynamism in turn placed new emphasis on strategic acquisitions to obtain the critical capabilities, expertise, and contracts necessary to push innovation across the broader market. U.S. Government Services Valuation Index U.S. Government Services Index vs. S&P Mean EV/TTM Revenue Mean EV/TTM EBITDA % Change S&P 500 % Change USG Services 40% 1.8x 18x 1.6x 16x 30% 1.4x 14x 20% Percentage Change 1.2x 12x 10% EV/Revenue EV/EBITDA 1.0x 10x 0% 0.8x 8x -10% 0.6x 6x -20% 0.4x 4x 0.2x 2x -30% 0.0x 0x -40% Jan-21 Apr-20 May-20 Jun-20 Jul-20 Aug-20 Oct-20 Mar-20 Sep-20 Nov-20 Dec-20 Feb-21 Mar-21 Jan-14 Jan-15 Jan-18 Jan-20 Jan-21 Jan-16 Jan-17 Jan-19 U.S. Government IT Services index includes: BAH, CACI, ICFI, LDOS, MANT, PRSP,SAIC, Source: Capital IQ 4
Government IT Services | May 2021 TRANSFORMATIONAL M&A: CONFIDENCE ON DISPLAY The powershift created new opportunities for opportunistic and strategic consolidation by the most aggressive market participants. Leading firms announced nearly $17 billion in scaled transaction value over the course of 2020 in four transactions that are reshaping the competitive landscape. This activity approaches the frenetic pace witnessed in 2015 and 2018. Two of these transactions closed in the first quarter of 2020 before the pace of deal making slowed amid the uncertainty created by both the pandemic and a chaotic election season, the latter throwing into fierce contest not only the White House but the balance of power in the Senate as well. SAIC (NYSE:SAIC) acquired the federal business of Unisys (NYSE:USI) for $1.2 billion, bringing infrastructure modernization, cloud migration, managed services, and IT-as-a-service. In addition, Veritas Capital purchased the state and local health and human services business of DXC Technology (NYSE:DXC) for $5 billion and rebranded it Gainwell. Leaning into the dominant themes discussed here, in December and January 2021, Veritas-backed Peraton completed two significant acquisitions aggregating more than $10 billion. In the first, it acquired the federal IT and mission support business of Northrop Grumman, a business providing advanced technology solutions that include cybersecurity, data analytics, cloud development, and advanced engineering. In the second, it acquired publicly traded Perspecta (NYSE:PRSP), a business Veritas had taken public in June of 2018. The combination with Perspecta lends Peraton the scale and breadth to compete with the largest firms in the Government IT sector: Leidos (NYSE:LDOS), Booz Allen Hamilton (NYSE:BAH) and General Dynamics (NYSE:GD). Transformation Transaction Volume and Value Total Enterprise Value No. Transactions $30 10 9 $25 EV in Billions of U.S. Dollars 8 Number of Transactions $19.1B 7 $20 $18.0B 6 $16.9B $15 5 4 $10 $7.4B 3 $5.2B 2 $5 1 $0.9B $0.7B $0 0 2014 2015 2016 2017 2018 2019 2020* *Includes January 2021 purchase of Perspecta (NYSE:PRSP) by Peraton Source: Capital IQ 5
Government IT Services | May 2021 GOVERNMENT IT SERVICES: TRANSFORMATIONAL TRANSACTIONS 2013 – Q1 2021, $ in millions Date Pro Forma TTM EBITDA EV/TTM Closed Type Target Buyer Seller Rev EBITDA Margin % EV Rev EBITDA Jan-21 M&A Peraton Perspecta Public $4,546 $644 14.2% $7,274 1.6 x 11.3 x Dec-20 M&A Peraton NG Federal IT Northrop Grumman $2,300 $265 11.5% $3,400 1.5 x 13.0 x Mar-20 M&A Veritas Capital DXC State & Local HHS DXC Technology $1,400 undisc. undisc. $5,000 3.6 x undisc. Feb-20 M&A SAIC Unisys Federal Unisys $689 $92 13.4% $1,200 1.7 x 13.0 x Dec-19 M&A Dynetics Leidos Private $1,000 undisc. undisc. $1,650 1.7 x undisc. Nov-19 M&A PAE Gores Holdings (SPAC) Platinum Equity $2,739 $145 5.3% $1,550 0.6 x 10.7 x AECOM Managed LG / American Oct-19 M&A AECOM $3,700 $200 5.4% $2,400 0.6 x 12.0 x Services Securities Apr-19 M&A KeyW Jacobs Engineering Public $495 $39 7.8% $921 1.9 x 23.8 x Mar-19 M&A LGS / Mastadon CACI Madison / CoVant $480 $82 17.1% $835 1.7 x 10.2 x Sep-18 M&A Engility SAIC Public $1,917 $178 9.3% $2,450 1.3 x 13.7 x Jun-18 IPO Perspecta IPO Veritas Capital $4,200 $683 16.3% $4,422 1.1 x 6.5 x May-18 M&A PWC Public Sector Veritas Capital PWC $451 $60 13.3% undisc. undisc. undisc. Apr-18 M&A General Dynamics CSRA Public $5,064 $841 16.6% $9,871 1.9 x 11.7 x Feb-18 M&A ECS Federal On Assigment Private/LG $586 $70 12.0% $775 1.3 x 11.0 x Apr-17 M&A Harris IT Services Veritas Capital Harris Corp $1,070 $86 8.0% $690 0.6 x 8.1 x Aug-16 M&A LM IS&GS Leidos LM $5,140 $488 9.5% $4,600 0.9 x 9.4 x Feb-16 M&A L-3 NSS CACI L-3 $1,032 $68 6.6% $561 0.5 x 10.6 x Nov-15 IPO CSRA IPO CSC $5,459 $909 16.7% $8,207 1.5 x 9.0 x Aug-15 M&A SRA SRA International CSCGov $1,400 $196 14.0% $1,390 1.0 x 10.6 x Aug-15 M&A Novetta Carlyle ACP undisc. undisc. undisc. undisc. undisc. undisc. May-15 M&A Websense Raytheon Vista Equity $375 $75 20.0% $2,300 6.1 x 30.7 x May-15 M&A Exelis Harris Public $3,277 $515 undisc. $4,730 1.4 x 9.2 x May-15 M&A Scitor SAIC LG&P $604 $91 15.0% $961 1.6 x 10.6 x Feb-15 M&A TASC Engility KKR/GA $1,100 $90 undisc. $1,100 1.0 x 12.2 x Nov-14 M&A Blackbird Raytheon Private undisc. undisc. undisc. $420 undisc. undisc. Sep-14 IPO Vectrus IPO Exelis $1,245 $69 5.5% $219 0.2 x 3.2 x May-14 M&A QinetiQ NA Vencore QinetiQ $740 $38 5.1% $215 0.3 x 5.7 x Sep-13 IPO Leidos IPO SAIC $6,307 $822 13.0% $4,773 0.8 x 5.8 x Source: Capital IQ, PitchBook, FactSet, and Capstone Research 6
Government IT Services | May 2021 MIDDLE MARKET M&A: STRATEGIC IMPERATIVES FUEL LATER YEAR RECOVERY The acceleration of widespread IT modernization Quarterly Transaction Volume over the course of 2020 resulted in new imperatives for executives and investors to access 45 emerging capabilities that are increasingly 40 Number of Transactions required to drive innovation in the Government market. As a consequence, after a brief hiatus due 35 29 to the initial COVID surge, M&A activity picked up 30 in the second half of the year, culminating in a 25 22 21 robust fourth quarter that witnessed 29 transactions in the sector, a near record. This 20 activity has continued into the first quarter of 2021, 15 13 on pace with the Q1 2020. 10 10 Viewed with an historical lens, the recovery of the 5 M&A market in the second half of 2020 was 0 dramatic enough to bring the year’s volume to 1Q20 2Q20 3Q20 4Q20 1Q21 near record levels, with 74 Government IT and services middle market transactions consummated. Deal activity in year-to-date 2021 Annual Transaction Volume indicates the prevailing trend has taken hold: aggressive, growth-oriented firms are buying into 140 the fast currents defining the outlines of a new industry structure. 120 Number of Transactions 100 When we analyze completed deals by buyer type, 84 78 74 we note the aggressive involvement of strategic 80 59 63 acquirers and private equity groups with sector 60 52 specialization. Non-traditional acquirers from outside the industry receded amid uncertainty and 40 weaker valuations of publicly traded peers. 20 Active strategic buyers comprised 62% of 0 acquirers from January 2020 to March 2021. These included Leidos’ acquisitions of Gibbs & Cox and 2016 2017 2018 2019 2020 1Q21 Ann.* 1901 Group; Vectrus’ (NYSE:VEC) acquisitions of Zenetex and HBB Systems; Tetra Tech’s (Nasdaq:TTEK) acquisitions of BlueWater and Segue Technologies; and ManTech’s (Nasdaq: Buyer Breakdown MANT) acquisitions of Tapestry Technologies and January 2020-March 2021 Minerva Engineering. 5% Specialized private equity (PE) accounted for a third of deal volume, including deals by PE-backed Strategic portfolio companies. The most active PE firms 20% Financial were AE Industrial Partners (acquiring Linkware, PCI, Greenzone, and Ambit Group), the Carlyle PE-Backed Group (acquiring Two Six Labs and IST Research), Diversified 13% 62% DC Capital-backed Owl Cyber Defense (acquiring Trident and Tresys), Veritas (acquiring Northrop’s Federal IT business), Arlington Capital-backed BlueHalo (acquiring Fortego and Base2), and *Annualized Enlightenment Capital (acquiring Hart and Artlin Source: Capital IQ, Company earnings reports and press releases, Capstone research Consulting). 7
Government IT Services | May 2021 MIDDLE MARKET M&A (CONTINUED) We have discussed at length in years past the utility of looking past the macroeconomics of the overall industry, as stable as it is (the Fiscal Year 2021 budget increases topline IT spending at least $1.5 billion over FY 2020 levels of $116 billion1) to the segments that exhibit the highest growth in real terms. Never has this been more true than at the present time, as renewed energy is applied to governmentwide modernization and next generation IT systems drive business process innovation. The expertise required to drive sustained transformation, as ever, is resident in the highest performing middle market businesses. The majority of these private enterprises are either founder owned or backed by private equity and venture capital investors committed to the sector. It will come as no surprise then, that the middle market transactions closed in 2020 directly reflect IT modernization priorities. The powershift focused the acquisition lens over the past year and buyers became more selective. Targeted segments comprised: 1. Diversified IT services. Firms that possess a complete suite of IT services and include areas of primary emphasis including Software as a Service, IT-as-a-Service, cloud and distributed computing, data analytics, and cybersecurity dominate the deal population and represent the maturation of the space in response to ubiquitous demand for broad-based IT modernization and the automation of agency processes and workflows. Companies in this population also hold coveted contract slots on prime vehicles and strategic Government Wide Acquisition Contracts (GWACs) increasingly favored by acquisition executives. These deals represented 42% of the middle market transactions closed over the past five quarters. 2. Cloud computing. Growth estimates for federal spending on cloud computing are 10% per annum, with total investment eclipsing $8.5 billion by FY20232. The adoption of distributed architectures necessitated by Work From Home (WFH) mandates over the past year will likely result in even larger investments. Firms that specialize in transitioning workflows based on fundamental understanding of native business processes, and the application of cloud technologies to existing systems, are in high demand. Through 2020 and year-to-date 2021, 13% of sector middle market deals were specialty cloud computing, provisioning, engineering, and consulting firms. M&A Transactions by Subsector January 2020-March 2021 Cyber 9% Diversified IT Services Cloud Computing 13% 42% Intelligence 19% Software 13% Healthcare IT 4% Source: Capital IQ, Company earnings reports and press releases, Capstone research 8
Government IT Services | May 2021 MIDDLE MARKET M&A (CONTINUED) 3. Intelligence operations and support. The contracting approaches taken by the Intelligence Community (IC) support innovation within its contracting base by right-sizing technology-based contracts for emerging firms. These firms leverage security credentials and unique technical expertise to win coveted prime contracts. The FY2021 budget request maintains $85 billion in spending across the 17 intelligence agencies3. Intelligence firms made up 19% of the deals since January 2020 and remain an area of high interest. 4. Agile software and AI/ML. Agile software development, machine learning (ML) and artificial intelligence (AI) are evolving rapidly to embrace the sophistication of real-world applications, including the messy business of interfacing with arcane legacy systems and processes. As automation matures and engineering discipline is applied to ML operations (MLOps), these capabilities are becoming transformative to a broader set of constituents. The pressing need to “do more with less” is driving investment in AI; federal spending growth estimates exceed 50% annually4. Specialty software development firms with these capabilities accounted for 13% of transactions over the past five quarters. 5. Cybersecurity and operations. As distributed computing networks expand, federal government attack surfaces necessarily proliferate, amplifying risk. Cybersecurity has been one of the fastest growing segments within the federal IT budget for the past decade. While the FY2021 budget request for unclassified cybersecurity represents a modest decline to $18.8 billion5, we anticipate this to increase significantly via supplemental funds. Offensive and classified cybersecurity spending represent additional opportunities for well-positioned contractors. These companies comprised 9% of middle market transaction volume since the beginning of 2020. It should be noted that many of the firms in the Diversified IT Services category also offer sophisticated cyber capabilities. 2021 M&A OUTLOOK: ROBUST & HIGHLY TARGETED As of this writing, the Biden administration has not yet released its detailed budget request for FY2022, which is expected within weeks. The markets have already priced in relative weakness in defense spending (DoD accounts for two thirds of total federal IT spending), due to: (i) competing Democratic domestic priorities, and (ii) increasing pressure on discretionary accounts as the bill comes due for $5.3 trillion in pandemic stimulus. We have a moderated view as history does not support the easy narrative of a Democratic White House deemphasizing defense and understand the administration to hold conventional views of international engagement. This last was on display as Secretary of State Antony Blinken’s confronted his Chinese counterpart during his first official trip to Asia last month. Regardless of the push and pull of domestic politics, the threat environment is likely to define the mid-term outlook for defense. While it is early days, there are indicators of what to expect in the coming year, and they point to a deepening of the developments that drove consolidation in the sector over the latter half of 2020. As the powershift extends, trends to watch include: 1. Sustained commitment to IT modernization, including civilian agencies. The incoming administration sent a strong signal on its commitment to modernization by funding the Technology Modernization Fund (TMF) at $1 billion as part of the 2021 stimulus bill. This investment represents a 3,900% increase over the paltry $25 million annual budget the program has received since its creation in 2017. Powerful Hill Democrats had asked for $9 billion. Discussion of delaying and/or suspending repayment obligations will accelerate the deployment of funds to bring modernization across the federal government’s arcane and disparate legacy systems. Additional incremental investments include $200 million for the U.S. Digital Service, $150 million for the Federal Citizen Services Fund and $25 million for Agriculture to expand mobile access. $100 million is also allocated to state workforce agencies for fraud prevention and the Department of Labor is using supplemental funds to upgrade systems recently tested by the need to support extended unemployment benefits payments for prolonged periods of time.6 9
Government IT Services | May 2021 2021 M&A OUTLOOK: ROBUST & HIGHLY TARGETED 2. Emerging technologies. Not limited to AI, MLOps engineered to bring automation to business processes and Robotic Process Automation (RPA) to enhance the efficiency of the government workforce, will proliferate. Agile software development, cloud computing, and IT- and Software-as-a- Service will streamline workflows and connect collaborating, but geographically dispersed, organizations. Advances in data processing and analytics will empower decision-making in compelling ways. 3. Continued investment in cyber. While the outgoing administration’s FY2021 budget request for unclassified cybersecurity was flat, the classified investment in both offensive and defensive cyber remains among the highest bipartisan investment priorities. The Biden administration communicated its support by allocating an additional $650 million for DHS’ Cybersecurity and Infrastructure Agency (CISA) as part of the American Rescue Plan.7 We anticipate the FY2022 budget will contain substantial investments in cyber operations to assure competitiveness within this rapidly evolving, increasingly strategic, battlespace. 4. Primacy of GWACs. Annual contract obligations funded through governmentwide vehicles have expanded from $12 billion in FY2010 to more than $20 billion in FY20208. The flexibility that these vehicles offer government acquisition officials is now a part of the industry’s firmament. Accordingly, these vehicles will continue to be utilized for transformational projects. Holders of coveted slots on these vehicles that are not restricted by size or other award basis present strategic value. 5. Strong, effective leadership driving CMMC. In response to multiple high profile, and many more low profile, but very damaging, data breaches within the U.S. defense industrial base, the DoD unveiled its long-awaited Cybersecurity Maturity Model Certification (CMMC) in summer 2019. How the framework will be instituted effectively has been a bit of question mark until just a few days ago, when long-time friend and former client Matthew Travis (Capstone represented the firm he founded, Obsidian, in its sale to the Cadmus Group in 2016) was named CEO of the CMMC Accreditation Body (CMMC-AB). Travis comes to the organization after serving as Deputy Director for DHS Cybersecurity and Infrastructure Agency (CISA). We could be not be more confident that his experience, both in industry and government, and his leadership will chart a clear path to a safeguarded industrial base. As we close these pages, we reflect on the challenges our community has faced over the past year, both personal and professional. As ever, we marvel at the ingenuity of the entrepreneurs, innovators, and disrupters we are privileged to represent. For these renegades, who are focused on transforming the business of government, assuring tactical mission succuss, and preserving and extending our national competitiveness in cyberspace, the capital markets remain accommodating. Our active M&A processes are extremely competitive, resulting in enduring partnerships and record valuations. As we enter a season of renewal, Capstone stands prepared to assist you in realizing your most ambitious goals. 10
Government IT Services | May 2021 GOVERNMENT IT SERVICES REPORT CONTRIBUTORS David Brinkley Managing Director dbrinkley@capstonepartners.com | 917-817-0375 David brings 20 years of experience executing over $1 billion in strategic transactions for middle market firms in the Aerospace, Defense, and Government sectors. David is widely recognized for his industry expertise, which encompasses intelligence and national security activities and applied advanced technologies. In addition, David holds unique security credentials that enable him to advise on the most sensitive government transactions. David also serves as a subject matter expert to the Office of the Secretary of Defense on matters pertaining to the financial health of the U.S. defense industrial base and on Pentagon-sponsored technology investments. Prior to joining Capstone Partners, David founded Castellum Capital Advisors, a boutique investment bank providing advisory services to middle market firms engaged in the national security sector. Castellum Capital served as exclusive financial advisor on several high-profile transactions, including large scale corporate divestitures and niche intelligence acquisitions. Prior to founding Castellum Capital, David served as Managing Director of Aronson Capital Partners, where he managed the firm’s buy and sell-side investment banking engagements. While at Aronson Capital, David completed transactions featuring prominent government services and technology firms active in international security, intelligence, and defense, with publicly-traded firms based both in the U.S. and internationally, and with leading private equity sponsors. He obtained his BS in International Relations from Georgetown University’s School of Foreign Service and an MBA in Finance from Columbia University. He is a Series 63 Registered Uniform Securities Agent and a Series 79 Registered Investment Banking Representative. Ted Polk Managing Director tpolk@capstonepartners.com | 708-921-8961 Ted is a Managing Director at Capstone, based out of Chicago. Previously, Ted was also a Managing Director in Morgan Stanley’s Capital Strategies Group and with Citi Capital Strategies. He has over 25 years of transactional experience in various service and product categories, such as training and simulation. Transactions he has led have been the recipient of multiple industry awards including Cross-Border Middle-Market Deal of the Year, Middle-Market M&A Financing Deal of the Year, Middle-Market Deal of the Year, Professional Services Deal of the Year, Corporate M&A Deal of the Year and USA Recapitalization Deal of the Year. Previously, Mr. Polk worked at Valuemetrics, Inc. and in the Corporate Banking Group at The Bank of New York. Ted received his BSBA degree from Georgetown University and MBA from the University of Chicago. He is a Chartered Financial Analyst (CFA), a Series 7 and 63 Registered Securities Representative, and a Series 24 Registered Securities Principal. 2020 2020 2020 2020 2019 MID-MARKET MIDDLE MARKET CORPORATE INVESTMENT BANKING INVESTMENT BANKING INVESTMENT BANKING INVESTMENT BANK RESTRUCTURING FIRM OF THE YEAR FIRM OF THE YEAR FIRM OF THE YEAR OF THE YEAR FIRM OF THE YEAR INTERNATIONAL AWARDS 11
Government IT Services | May 2021 FIRM TRACK RECORD HAS BEEN ACQUIRED BY HAS BEEN ACQUIRED BY HAS BEEN ACQUIRED BY AN UNDISCLOSED STRATEGIC BUYER HAS PARTNERED WITH HAS BEEN ACQUIRED BY HAS BEEN ACQUIRED BY Command System, Inc. HAS BEEN ACQUIRED BY HAS BEEN ACQUIRED BY HAS BEEN ACQUIRED BY “ The entire Capstone team made a tremendous effort to understand the uniqueness of SCI and provide the appropriate guidance and advice that directly ” attributed to maximizing the value of the acquisition. John Ashton, General Manager & Executive VP of SCI 12
Government IT Services | May 2021 ENDNOTES 1. Alex Rossino, GovWin IQ, “Federal Information Technology Market, 2020 – 2022 – GovWin IQ,” https://iq- govwin.com/neo/marketAnalysis/view/Federal-Information-Technology-Market-2020-2022/, accessed March 9, 2021. 2. Frank Konkel, Nextgov, “Federal Cloud Spending Tops $6.6 Billion,” https://www.nextgov.com/it- modernization/2021/02/federal-cloud-spending-tops-66-billion/171865/, accessed March 10, 2021. 3. Congressional Research Service, “Defense Primer: Budgeting for National and Defense Intelligence,” https://crsreports.congress.gov/product/pdf/IF/IF10524, accessed March 10, 2021. 4. Jon Harper, National Defense Magazine, “Federal AI Spending to Top $6 Billion,” https://www.nationaldefensemagazine.org/articles/2021/2/10/federal-ai-spending-to-top-$6-billion, accessed March 10, 2021. 5. John Skye, Gov Win IQ, “The FY 2021 Budget Sustains Cybersecurity Funding, But Could Growth Be Slowing,” https://iq.govwin.com/neo/marketAnalysis/view/The-FY-2021-Federal-Budget-Sustains-Cybersecurity-Funding- But-Growth-Could-Be-Slowing/, accessed March 9, 2021. 6. Jason Miller, Federal News Network, “Technology Modernization Fund on Track to Receive Biggest Pay Day Ever,” https://federalnewsnetwork.com/reporters-notebook-jason-miller/2021/Technology-modernization-fund-on- track-to-receive-biggest-pay-day-ever/, accessed March 29, 2021. 7. Natalie Alms, Justin Katz, Adam Mazmanian, Federal Computer Week, “Biden Signs Rescue Bill, Boosting TMF and Adding Pandemic Relief for Feds,” https://fcw.com/articles/2021/03/12/rescue-act-recap-biden-signs.aspx 8. Daniel Snyder, Bloomberg Government, “Federal Contract Spending: Five Trends in Five Charts,” https://about.bgov.com/news/federal-contract-spending-five-trends-in-five-charts/, accessed March 9, 2021. Common Goals. Uncommon Results. Disclosure This report is a periodic compilation of certain economic and corporate information, as well as completed and announced merger and acquisition activity. Information contained in this report should not be construed as a recommendation to sell or buy any security. Any reference to or omission of any reference to any company in this report should not be construed as a recommendation to buy, sell or take any other action with respect to any security of any such company. We are not soliciting any action with respect to any security or company based on this report. The report is published solely for the general information of clients and friends of Capstone Partners. It does not take into account the particular investment objectives, financial situation or needs of individual recipients. Certain transactions, including those involving early-stage companies, give rise to substantial risk and are not suitable for all investors. This report is based upon information that we consider reliable, but we do not represent that it is accurate or complete, and it should not be relied upon as such. Prediction of future events is inherently subject to both known and unknown risks and other factors that may cause actual results to vary materially. We are under no obligation to update the information contained in this report. Opinions expressed are our present opinions only and are subject to change without notice. Additional information is available upon request. The companies mentioned in this report may be clients of Capstone Partners. The decisions to include any company in this report is unrelated in all respects to any service that Capstone Partners may provide to such company. This report may not be copied or reproduced in any form or redistributed without the prior written consent of Capstone Partners. The information contained herein should not be construed as legal advice. 13
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