Introductory Presentation - Gresham House Strategic plc (GHS.LN) Strategic Public Equity Investment Strategy
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Introductory Presentation Gresham House Strategic plc (GHS.LN) Strategic Public Equity Investment Strategy Targeting superior long-term returns through a private equity approach to public markets June 2016 www.ghsplc.com
Important information This presentation (the “Presentation”) is issued by Gresham House Asset any management fees, carried interest, taxes and allocable expenses of the kind Management Ltd (“GHAM”), Investment Manager for Gresham House Strategic that will be borne by investors in a fund, which in the aggregate may be plc (“GHS”) for information purposes only. This Presentation, its contents and substantial. 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Contents GRESHAM HOUSE O V E RV I E W – T H E O P P O RT U N I T Y 1 S T R AT E G I C P L C ( G H S . L N ) GRESHAM HOUSE S T R AT E G I C P L C B A C K G R O U N D A N D D E TA I LS 2 S I G N I FI C A N T P O T E N T I A L U P S I D E FR O M E X I S T I N G P O RT FO LI O 3 I M I M O B I LE – I N V E S T M E N T O P P O RT U N I T Y 4 N E W I N V E S T M E N T O P P O RT U N I T I E S – W E LL D E V E LO P E D P I P E LI N E 5 S T R AT E G I C P U B L I C EQUITY S P E A P P R O A C H – TA R G E T I N G S U P E R I O R LO N G - T E R M R E T U R N S 6 G H S P LC - S P E T R A C K R E C O R D 7 EXPERIENCED GHS INVESTMENT TEAM 8 SPE INVESTMENT PROCESS 9 CONCLUSION C O N C LU S I O N 10 S U P P L E M E N TA RY I N F O R M AT I O N 11 - 1 9 BRIDGING THE DIVIDE BETWEEN PUBLIC AND PRIVATE MARKETS
Overview The opportunity - Gresham House Strategic plc (GHS.LN) Strategic Public Equity mandate – Targeting net 15% IRR over the longer term1 Private equity approach to investing in public markets Focus on inefficient areas of the market - UK smaller companies2 Significantly higher levels of engagement with investee company stakeholders Focused portfolio – the majority of the portfolio will be invested in 10-15 companies Attractive entry point trading at a 20% discount to NAV3 Investment appraisal has identified potential for significant upside within existing portfolio Valuation opportunities presenting themselves as market bifurcates Diligence and engagement with target companies Proven investment team with a track record of strong long-term returns Investment team aligned to performance through significant shareholding 1 Refer to Investing Policy section (p:10) of the GHS circular sent to shareholders 21st July 2015 2 The fund will invest primarily in UK equities but can also invest in smaller European companies 3 Mid price as of 27th May 2016 and applying announced NAV as at 27th May 2016 Page 1 BRIDGING THE DIVIDE BETWEEN PUBLIC AND PRIVATE MARKETS
Gresham House Strategic plc (GHS) Background & details Investing company traded on AIM - £36m NAV trading at a 20%1 discount Investment Manager is Gresham House Asset Management Ltd (GHAM) GHAM is a division of specialist asset manager Gresham House plc, founded in 1857 Gresham House plc and team own c.20% of GHS New Strategic Public Equity Investment Mandate – Bridging the divide between public and private markets Private equity approach - investment appraisal, due diligence and risk management Disciplined investment process and use of Investment Committee and Advisory Group Concentrated portfolio of 10-15 smaller, typically UK quoted companies2 Targeting companies that can benefit from strategic, operational or management initiatives Investment Team – Strong long-term track records at SVG & PDFM (led by Tony Dalwood and Graham Bird) Fees – 1.5% management charge with 15% performance fee over a 7% hurdle rate GHAM to reinvest 50% of performance fee into Gresham House Strategic plc shares 1 Mid price as of 27th May 2016 and applying announced NAV as at 27th May 2016 2 Manager has the ability to invest up to 30% of the portfolio in unquoted securities Page 2 BRIDGING THE DIVIDE BETWEEN PUBLIC AND PRIVATE MARKETS
Gresham House Strategic plc – Existing portfolio Significant potential upside IMImobile Poorly understood, lowly valued Earnings growth £16.3m Cash generation with strong growth prospects Potential for re-rating - currently less than 7x EBITDA Proven management team Be Heard Group Buy & build, organic growth Strong track record of value creation £2.3m* plus strong cash generation Digital media consolidation via enhancing acquisitions Niche market exposure Quarto Group Organic and acquisition £2.1m Grow earnings through enhancing acquisitions and operational efficiencies growth at attractive valuations Highly cash generative; reducing debt Northbridge De-leverage - strong cash generation and significant scope to reduce capex Industrial Services Recovery and growth, investing Profit growth as margins recover to long-term average £1.8m alongside management Attractive entry point at a substantial 40% discount to realisable assets AUM and earnings growth Miton Group Significant operational gearing Cash generation and cost control £1.3m Strong balance sheet Spaceandpeople Sales growth and recovery of EBIT margin £1.1m Recovery, margins and growth Highly cash generative Continued contract wins and renewals Cash and other net assets £12.0m Attractively valued portfolio: Tax losses Excluding cash - portfolio trades on a weighted avg EV/EBITDA
IMImobile – GHS c.18% shareholding High growth business benefiting from mobile data growth www.imimobile.com Attractions High recurring revenues and embedded solutions Strong cash generation and balance sheet, high return on capital and successful acquisition track-record High gross margins and significant operational gearing Investment thesis Significant discount to sector on 7.4x FY17 (March year-end) EV/EBITDA1, falling to 6.7x FY181 vs peer group average of c.13x1 Significant opportunity to simplify business and market messaging and positioning with investors Strategic initiatives delivering with strong momentum; clear value creation plan Catalysts – earnings growth; further improvement in quality of earnings; new markets (USA); potential for a PE or trade buyer Potential risks / threats Customer concentration - loss of a major contract could have a material short-term impact Regulatory environment Responsiveness (product development and deployment) to technological change and innovation GHAM is engaged with management and shareholders GHAM team actively engaged with executive management, Board and key teams (tech, finance) Tom Teichman (GHS IC member) was an original VC backer of IMImobile with invaluable insight and relationships Shareholder engagement and aligned interests – Tosca 27.6%, Liontrust 12.9%, management 21.2% 1 House broker, Investec Securities research, April 2016 and peer group analysis (Software sector). Page 4 BRIDGING THE DIVIDE BETWEEN PUBLIC AND PRIVATE MARKETS
New investment opportunities Well developed pipeline of new investment opportunities Public Private Private Equity houses P2P opportunities typically uncomfortable 1478 – Stocks on FTSE All-share and [1470 – Stocks AIM All-Share Indexon with public markets Profitable companies with FTSE All-share and organic & acquisition Pre-IPO AIM 910 –All-Share Index] Stocks with a Market growth (not ready for public markets yet) Capitalisation below £250m Watchlist Preferred quasi Convertibles, mezzanine equity positions Preferred instruments 412 – Stocks trading > 50% below 3yr price high Growth / Recovery Strategic & Acquisition Capital Capital Opportunistic 44 – EV/ 36 – 34 – FCF Improvement 21 – ROCE EBITDA Gearing > Yield > > 10% < 7x 75% 10% Private: Pre- Source: Bloomberg, 13th April 2016 M&A Asset Realisation IPO / P2P / Catalyst quasi equity Listed Private Equity Reject Portfolio Page 5 BRIDGING THE DIVIDE BETWEEN PUBLIC AND PRIVATE MARKETS
Strategic Public Equity
SPE approach Targeting superior long-term returns Value creation opportunities through a focus on inefficient areas of public markets Valuation anomalies as a result of temporary market inefficiency Limited advice / access to growth capital can result in small companies being strategically constrained Poor research coverage of smaller companies – an average of one live broker recommendation per stock1 Philosophy – Value based approach, longer term holding period Typically focus on cash generative companies, where ROCE and growth can be improved Applying disciplined Private Equity techniques in public markets: Influential, minority block stakes typically 5%-25% of equity Significant engagement with stakeholders including; Management, shareholders, customers, suppliers and competitors Support a clear equity value creation plan (Management, capital, strategic and operational support) Targeting superior long-term investment returns - 15% net IRR over the long-term2 Private Equity - style approach including Investment Committee and extensive due diligence Small company focus (
GHS plc – SPE investment track record Team and SPE performance track record SVG Investment Managers / Strategic Equity Capital Investment Trust Schroder Ventures Ltd (London) 5yr IRR 23%1, 11% IRR since 20071 Tony Dalwood established the Strategic Public Equity Strategic Recovery Fund I (LP) Over 130 years’ investment strategy at SVG and experience of SPE launched two LPs the Strategic 46% net IRR2 (03 Vintage) Track record of investment & Recovery Fund I and II and the strong relative Investment Trust (SEC plc), the Strategic Recovery Fund II (LP) corporate advisory returns at SVG and latter two with Graham Bird within team and PDFM 6% net IRR2 (06 Vintage). Investment Graham left SVG in Feb 2009 Remaining equity investments transferred to limited Committee partners in specie3 Tony left SVG in March 2011 Journey Group plc +67% since fund realisation E2V plc +75% since fund realisation Lavendon Group plc -12% since fund Breadth of skills: realisation Investment UK Focus Fund (OEIC) Corporate Advisory 78% total return 2003–2011, vs 14% for SMXX4 Banking Private Equity Downing LLP Downing Active Management (OEIC)5 Tony chaired the Investment 98% 3yr total return (vs 90% SMXX) Gresham House: Committee from July 2011 – 73% total return since inception (vs 55% SMXX) Dec 2014 • Advisory Group broadens and deepens the appraisal process and deal sourcing PDFM (UBS Asset Management) Managed UK equity Funds of £1.5bn. UK Investment Committee member, top quartile • Network bridges public & private markets Tony was a member of the UK (CAPS data) Investment Committee Pension Fund of the year 2001 (Pooled Fund) – • Range of skills and experience enhances due diligence process Team member 1 Gresham House Asset Management Ltd calculations excluding dividends, including period subsequent to the departures of Graham Bird (Feb 2009) and Tony Dalwood who left SVG in March 2011 having stepped down from the SEC plc Investment Committee, moving to non-executive Chairman of SVGIM on 30 Sept 2010. 2 GVQIM website. 3 Bloomberg data (total return since 30 Aug 2013 when SRFII wound up through to 5th Jan 2016) – SEC plc continues to follow an SPE style of investment and demonstrates the success of the strategy over the investment cycle. 4 Bloomberg data – total return. Tony Dalwood left SVGIM in March 2011 therefore data tracked for UK Focus Fund from Aug 2003 (July inception) - 31 Dec 2010. 5 Tony Dalwood chaired Downing Active Management Fund Investment Committee from July 2011 – Dec 2014. Total return Performance data up to 26th Dec 2014. Page 7 BRIDGING THE DIVIDE BETWEEN PUBLIC AND PRIVATE MARKETS
Experienced GHS investment team Fund Tony Dalwood* Graham Bird* Pardip Khroud Management Fund Manager Fund Manager Investment Director Chairman of Investment Committee, Previously Director of strategic Pardip has 13 years experience in Established SVGIM and launched Strategic investments at SVGIM and a Director audit, private equity transactions Equity Capital plc and the Strategic within the corporate finance and global tax restructuring at Recovery Funds. Former CEO of SVG department at JP Morgan Cazenove. KPMG, Senior Manager at Lloyds Advisers (Schroder Ventures London), Recently held senior positions at Banking Group and most recently former chair of Downing Active Paypoint plc including strategic as an Investment Manager at Management Investment Committee and a planning and corporate development Lloyds Development Capital (LDC) member of the UK Investment Committee director and PayByPhone President & where she managed numerous at PDFM. Currently NED of JP Morgan executive Chairman. Graham Bird is investments and was also Private Equity Plc and an adviser to LDC Head of Strategic Investments at appointed to the Board of portfolio through Gresham House. Tony is also Gresham House plc and a director of companies uSwitch and Bluestone. Chairman of the Investment Committee GHAM. and CEO of Gresham House plc Investment Tom Teichman Rupert Robinson Bruce Carnegie Brown Committee 30 years’ VC & banking experience. Over 25 years’ experience in Private Bruce is currently chairman of Aon Founded Spark in 1995. Former Wealth and Asset Management. UK Ltd and of Investment Committee member at Former CEO and CIO of Schroders Moneysupermarket.com Group plc. Brandt’s, Credit Suisse, Bank of Montreal Private Bank and was instrumental in He is a non-executive director of and Mitsubishi Finance London. Start-up driving organic growth in AUM which Santander UK plc. He was investor/director of lastminute.com, doubled between 2008 and 2012 from previously a managing partner of 3i mergermarket.com, Chairman of Kobalt £4.5 to more than £9bn. Prior to QPE plc, a managing director of JP Music, notonthehighstreet.com, ARC, MAID, Schroders, Rupert was Head of UK Morgan and CEO of Marsh Ltd. amongst others. Investor/director in Wealth Management at Rothschild Bruce is also a member of the System C Healthcare, Argonaut Games, Asset Management. Rupert is the Gresham House plc Investment World Telecom. Delivered various disposals Managing Director of GHAM. Committee. to trade, P-E, and through IPO. Strategic Advisory Group Investment Jonathan Dighe team Public markets and advisory background Gareth Current Chairman of Wolseley, William Hill and DS Smith. Former CEO of Imperial Tobacco members focused on smaller companies Davis and Senior Executive at Hanson. Laurence Hulse Alan Former Senior Partner and Head of Healthcare at 3i Group plc, appointed to the board in 1993. Warwick University graduate. Interned at Mackay Currently Managing Partner at GHO Capital and former CEO of Hermes GPE. Rothschild and Barclays Capital Sir Roy Adviser to Credit Suisse, current Non-Executive Chairman of Serco, Senior Independent Gardner Director of William Hill Plc and Non-Executive Director of Willis Group Holdings Plc. Former Sanjeev Sarkar (Venture Partner) Chairman of Compass Group, Manchester United and CEO of Centrica. Private Equity background and experienced principal investor Page 8 BRIDGING THE DIVIDE BETWEEN PUBLIC AND PRIVATE MARKETS 13
SPE investment process Source: Gresham House Asset Management Limited Page 9 BRIDGING THE DIVIDE BETWEEN PUBLIC AND PRIVATE MARKETS
Conclusion Attractive entry point - GHS plc is currently trading at a 20% discount to NAV1 Gresham House believes there is significant potential upside from existing strategic investments in the portfolio over the medium term (valuations plus catalysts) Attractive pipeline of investment opportunities – engaged with a number of opportunities Investment team with a track record of delivering strong long-term absolute returns Investing with a Strategic Public Equity (SPE) approach can deliver superior long-term returns Investment team aligned to performance – plans to scale and continue to narrow discount to NAV 1 Mid price as of 27th May 2016 and applying announced NAV as at 27th May 2016 Page 10 BRIDGING THE DIVIDE BETWEEN PUBLIC AND PRIVATE MARKETS
Supplementary Information - Contents S U P P L E M E N TA RY NEW INVESTMENT CASE STUDIES ( 11 - 1 3 ) I N F O R M AT I O N Q U A RTO G R O U P I N C 11 B E H E A R D G R O U P P LC 12 N O RT H B R I D G E I N D U S T R I A L S E RV I C E S P LC 13 S P E – U T I LI S I N G P R I VAT E E Q U I T Y LE V E R S FO R E Q U I T Y VA LU E C R E AT I O N 14 VA LU E I N V E S T M E N T P H I LO S O P H Y G E N E R AT E S LO N G - T E R M R E T U R N S 15 S U P E R I O R LO N G - T E R M R E T U R N S FR O M S P E S T Y LE S T R AT E G Y 16 S P E – LO N G - T E R M VA LU E C R E AT I O N FR O M A FO C U S E D P O RT FO LI O 17 AT T R A C T I O N S O F S M A LLE R C O M PA N Y U N I V E R S E 18 LI T T LE C O M P E T I T I O N FR O M O T H E R I N V E S TO R S 19 BRIDGING THE DIVIDE BETWEEN PUBLIC AND PRIVATE MARKETS
Quarto Group – c.5% shareholding “Secondary followed by potential primary growth capital” www.quartoknows.com Date of investment: January 2016, increasing stake to 5% in March 2016 Deal Type: Secondary with plan for provision of growth capital in support of acquisitions complementing organic growth Overview: Secondary – Supporting the new management teams organic growth strategy with the agreed potential to provide growth capital to facilitate acquisitions The story Engagement The Quarto Group (‘Quarto”) is a leading global illustrated book publishing and Restructuring Phase Growth Phase distribution group. Quarto creates more than 1,500 adult and children's books a year, sold into 35 countries and in 25 languages. Subjects range from Art 'How- To', Graphic Design, and Home Improvement, to Cooking. Quarto specialises in Engagement and due diligence period producing books that can be better explained with photographs or illustrations. The business went through a restructure under the new management team and is now well positioned to grow earnings organically and by acquisition. 260 MAR ‘16 – Increase stake to c.5% Investment thesis MAR ‘16 – Collaboration with management 240 to provide advisory support on acquisition Backing management to grow earnings and create value through a combination of: strategy and model Organic earnings growth Operational improvement and increasing exposure to higher margin niche publishing areas 220 De-leverage – Strong cash generation enabling debt reduction MAR ‘16 - Potential to provide primary growth capital to fund enhancing acquisitions DEC ‘15 – Buy 200 Presentation to The strategy seeks to acquire smaller publishers for low multiples (4x-5x shares through management on EBITDA) and integrate them with Quarto trading closer to 7.2x1 fwd secondary opportunities for EV/EBITDA, driving operational synergies and enhancing group earnings. placing Pipeline of identified acquisition opportunities exceeds $25m 180 divisional businesses M&A Track record - IVY press was acquired in 2015 and the team had grown EBITDA from c.£0.4m at time of acquisition and generated in excess of £1m within first year of inclusion in the group 160 Trade / PE deal precedents at high relative valuations2 Jan 15 April 16 Source: Bloomberg share price data 1 Stockdale Securities research note March 2016 140 2 Gresham House calculations using peer group as determined by GHAM Page 11 BRIDGING THE DIVIDE BETWEEN PUBLIC AND PRIVATE MARKETS
Be Heard – c.10% shareholding “Primary growth capital, supporting buy & build strategy” www.beheardgroup.com Date of investment: Initial investment November 2015, further investment in April 2016 Deal Type: Growth capital Overview: Cornerstone capital raise & re-Admission to support a proven management team aiming to build a leading digital marketing network through acquisitive and organic growth The Story Engagement Be Heard's strategy is to create a network of digital marketing businesses spanning media planning and buying; design, build and UX; creative and content; and High engagement with management team 5.5 strategy, innovation and data analytics Growth will be achieved through acquiring smaller, niche complementary businesses in the UK, US and Europe and organically developing capability. The 5 NOV ‘15 - placing raises £5.5m strategy is to create a mid-size digital marketing network providing more flexibility for acquisition of Agenda21 + JAN - MAR ‘16 – Active than holding groups and greater scale than digital specialists can achieve alone name change and re-Admission due diligence of 4.5 to AIM proposed acquisition Investment thesis OCT ‘15 – Meeting 4 with CEO and FD Backing a proven management team - Strong track record of value creation in the sector and highly capable integrators of businesses 3.5 Support a buy and build growth and value creation strategy – Paid c.6x EBITDA for the initial acquisition of Agenda21 with an earn-out up to 8x and c.5.5x NOV ‘15 – for the second acquisition of MMT rising to a maximum of 8x MAR ‘16 - Announced proposed 3 Referencing of mgt acquisition of MMT and fund raise Valuation arbitrage - Larger companies in the sector trade on a range of 9-11x and engage 3rd party EBITDA1 expert adviser APRIL ‘16 – 2.5 NOV ‘15 – Invest DEC – Market growth in digital media is evident with spending on internet advertising increase invest £1.6m in £0.7m of growth forecast to double 2014-201518 holding at firm placing at 2 capital in primary Significant revenue and cost synergies available from the buy and build 2.97p 3.25p issue at 3.25p strategy Sep 15 Apr 16 Strong cash flow generation from operations and earnings growth expectation Source: Bloomberg share price data 1 Gresham House calculations. GHAM determined peer group including much larger peers which in time as BHRD executes on its buy and build strategy should become appropriate comparable companies. 2 Enders Analysis based on GroupM/ZenithOptimedia Page 12 BRIDGING THE DIVIDE BETWEEN PUBLIC AND PRIVATE MARKETS
Northbridge Industrial Services – c.10%* shareholding “Recovery and growth capital investing alongside management” www.northbridgegroup.co.uk Date of investment: April 2016 Deal Type: Recovery and growth capital Overview: Cornerstone capital raise to reduce debt and support future growth, including underwriting Open Offer. Collaborative engagement with management with a view to supporting the execution of the agreed future strategy The Story Engagement Northbridge manufactures specialist electrical industrial equipment for sale and rental and is a leading global supplier of loadbanks. The company also supplies 600 8 months engagement and due diligence period the oil & gas sector with drilling equipment for rent. The business has consistently generated ROCE exceeding its cost of capital backed by its solid loadbank business, which continues to perform strongly. 500 Once the oil and gas sector begins to recover we expect the business to NOV ‘15 – Site visit to Burton on MAR ‘16 – proposals to strengthen in-line with our investment horizon. 400 Trent management on funding options Having spent over six months engaging with the management team GHS is supporting the next phase of the company’s growth plan FEB ‘16 – Engaged 3rd 300 party expert adviser Investment thesis APR ‘16 - Injection of SEPT ‘15 - recovery & growth De-leveraging – cash generation and significant reduction in capex 200 Meeting with capital advisers Multiple expansion – Entry EV/EBITDA at 4.8x representing a 63% discount 100 to peers and a low point compared to the last 2 years’ trading range1 OCT ‘15 – Initial company Margin recovery – Profit growth as margins recover to long-term average meeting MAR ‘16 – External independent 0 Free cash flow yield of 20%2 and Recovery P/E ratio of 5.9x3 research report Liquidation value – Underpinned by realisable assets. Attractive entry point Mar ‘15 Apr ‘16 Source: Bloomberg share price data at 60% of net asset value4 1 Bloomberg data 2 Free cashflow yield GH 2016 forecasts (operating cashflow after interest & tax, less maintenance capex. EV based on fully diluted number of shares at 75p and forecast net debt). 3 Gresham House forecast 2019 EPS, assuming turnover recovers to 2015 levels and margins return to c.12%, applying entry price of 75p. 4 Stockdale Securities forecasts - note 18 April 2016 Page 13 BRIDGING THE DIVIDE BETWEEN PUBLIC AND PRIVATE MARKETS
Strategic Public Equity value creation Utilising Private Equity levers for equity value creation The experience of Private Equity demonstrates that it is factors under the influence of management and investors which drive the majority of value creation Equity value is delivered through three levers Profit growth De-gearing Multiple expansion Source: Centre for entrepreneurial and financial studies, technical university of Munich, Capital Dynamics. 241 mainly European enterprises backed by Private Equity over 17 yr period 1989-2006. Average holding period 3.5yrs. Data published in FTfm October 2009. Page 14 BRIDGING THE DIVIDE BETWEEN PUBLIC AND PRIVATE MARKETS
Value investment philosophy generates long-term returns Lower valuation at time of investment leads to higher returns 10yr Cyclically Adjusted PE & Future Average Real Compound Returns for 32 Countries (1980 – 2011)1 Avg CAPE % 1yr 3yr 5yr 7yr 10yr by Bucket Occurrence Real CAGR Real CAGR Real CAGR Real CAGR Real CAGR 50 2.0% -4.5% -12.3% -6.4% -1.9% -3.1% 1 Cambria - CQR ISSUE 5 using global financial data, Morningstar. Page 15 BRIDGING THE DIVIDE BETWEEN PUBLIC AND PRIVATE MARKETS 21
Superior long-term returns from SPE style strategy Year to 31 January 2008 2009 2010 2011 2012 2013 2014 2015 100% 80% 60% 40% 20% 0% -20% -40% -60% SMXX NASCIT Strategic Equity Capital Crystal Amber Source: Bloomberg data, Annual Report & Accounts. NAV growth vs FTSE small-cap (ex IT) The SPE strategy delivered an average NAV CAGR of 7.4% vs 4.0% for the SMXX between Jan 2008 – Jan 20151 Gresham House has no relationship with Strategic Equity Capital plc, NASCIT and Crystal Amber. The purpose of this slide is to demonstrate the long-term aggregate outperformance of the engaged strategic public equity style investment strategy. 1 Gresham House calculations. SPE strategy average NAV CAGR calculated by taking the average NAV growth of NASCIT, Strategic Equity Capital plc and Crystal Amber over the period vs the CAGR in share price of the FTSE small-cap index excluding Investment Trusts (SMXX) . Page 16 BRIDGING THE DIVIDE BETWEEN PUBLIC AND PRIVATE MARKETS
SPE – Long term value creation from focused portfolio SEC plc demonstrates the long-term investment cycle for SPE style investing Strategic Equity Capital plc - Top 10 holdings as of 30/6 each yr - % of invested portfolio 2007 2008 2009 2010 2011 2012 2013 2014 Redstone 14.6 Redstone 14.6 Intec 16.4 SRF II 13.9 SRF II 16.6 SRF II 17.2 Tyman (Lupus) 13.1 E2V 12.2 Pinewood 8.4 Pinewood 8.8 RPC 11.5 RPC 9.8 E2V 11.8 Lupus Capital 12.2 E2V 12.7 Tyman 12.1 Melrose 6.7 Spirent 7.8 Spirent 9.1 KCOM 9.0 Lupus Capital 9.2 E2V 10.1 4imprint 10.0 Servelec 10.6 Evolution 5.5 Intec 6.9 StatPro Group 8.7 E2V 8.5 RPC 8.9 Lavendon 8.5 Lavendon 9.1 4imprint 8.6 Spirent 5.5 Thorntons 6.1 Pinewood 8.3 4imprint 7.9 KCOM 8.9 4imprint 8.4 KCOM 8.3 Wilmington 8.5 Cardpoint 5.3 4imprint 5.5 Thorntons 6.8 Lavendon 6.6 Lavendon 8.4 KCOM 7.8 CVC Group 6.1 EMIS 7.9 Mecom 5.3 RPC 5.0 4imprint 6.7 StatPro 5.4 Mecom 7.8 RPC 6.3 Allocate 5.9 Allocate 7.2 Gooch & Renold 4.5 Renold 4.8 ORA Capital 5.2 Pinewood 5.2 4imprint 7.3 Allocate 5.7 Housego 5.6 Goals 7.1 Gooch & Intec 4.4 Vintage 1 4.5 KCOM 4.2 Mecom 5.2 Allocate 4.3 Kewill 4.4 Wilmington 5.4 Housego 5.8 Journey Thorntons 4.3 Mecom 4.5 Group 3.6 Allocate 5.0 Kewill 3.6 CVS Group 4.3 RPC 5.2 RPC 3.9 Top 10 as % of portfolio 64.5 68.6 80.4 76.9 86.8 84.9 81.4 83.9 Private Equity 2010 or earlier investment Highlighted stocks reflect initial investment decisions made in or prior to 2010 Engage, influence, value creation plan and then the market re-rates on execution /delivery (not a short-term strategy) Unquoted – significant drivers of performance – SRF II (IRR 36.8%, 2.8x1), Vintage (46.0% IRR 5.7x1) 1 SEC plc Annual Report 30 June 2013, net of fees and since purchase in Aug 2009. Page 17 BRIDGING THE DIVIDE BETWEEN PUBLIC AND PRIVATE MARKETS
Attractions of smaller company universe AIM valuation and growth forecasts Many smaller companies suffer a valuation discount compared with larger peers Longer term investment can exploit the ‘illiquidity discount’ Many of the smaller companies exhibit attractive Source: Liberum; Bloomberg value characteristics and growth potential, providing a large pool from which to source ideas FTSE Allshare and AIM Allshare indices – 1461 Companies Of these … 900 – companies with a market capitalisation below £250m Of these … 490 – companies trading at a share price which is trading at 26 – have ROCE > 49 – deliver Free EV/EBITDA below 7x 75% 10% Cashflow yield > 10% Source: Bloomberg, as at 17 December 2015 Page 18 BRIDGING THE DIVIDE BETWEEN PUBLIC AND PRIVATE MARKETS
Little competition from other investors Private equity is often unable / unwilling to access the small quoted company opportunity AIM trading values Restricted to public information Private equity investors usually require certainty of transaction and seldom go hostile Pension deficits or other contingent liabilities may prevent investment Public market managers are often wary of private Source: Allenby Capital AIM market update Aug 2015 and LSE equity and will not engage AIM market capitalisation range Access to borrowing can be restricted Trading liquidity on AIM has fallen, reducing the attractions to public market institutions There is a large universe of companies with smaller Source: Bloomberg; data as at 8 January 2016; FTSE AIM All Share index constituents, market capitalisations to choose from excluding companies suspended from trading and nil values Page 19 BRIDGING THE DIVIDE BETWEEN PUBLIC AND PRIVATE MARKETS
The flagship listed Gresham House Strategic Public Equity platform Gresham House Asset Management Ltd www.ghsplc.com 107 Cheapside info@greshamhouse.com London EC2V 6DN 020 3837 6270 26
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