Queensland M&A Pedal to the metal - February 2018 - Pitcher Partners
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Contents Introduction 4 Sector summary 6 Sector cycles 7 Sector overviews Consumer10 Technology, media & telecommunications 12 Leisure14 Pharma, medical & biotech 16 Energy, mining & utilities 18 Geographic spread 20 IPO update 22 About Pitcher Partners 23
Disclaimer: This publication contains general information and is not intended to be comprehensive, nor to provide financial, investment, legal, tax or other professional advice or services. This document should not be acted on, or relied on or used as a basis for any investment or other decision or action that may affect you or your business. Any such reliance is solely at the users risk. Whilst we have no reason to believe that the information in this document is not reliable and accurate, this cannot be guaranteed. Pitcher Partners, its subsidiaries or affiliates thereof are not liable for any error, omission or inaccuracy contained herein, whether negligently caused or otherwise, or for any loss or damage howsoever suffered by any person or entity due to such an error, omission or inaccuracy.
Introduction Pitcher Partners is pleased to present our Deal Pulse “Pedal to the metal” analysing Queensland Merger & Acquisitions (“M&A”) over the calendar year 2017. This report presents research findings including key transactions, and sector trends. Deal Pulse focuses on M&A activity from a Queensland perspective, being: Acquisitions by Queensland based private and public corporate entities of local, interstate and offshore ventures; and Divestments of Queensland based ventures to local, interstate and offshore entities and also private equity funds. Transaction values are included in the report to the extent that deal values have been publicly disclosed. Despite concerns a year ago that global forces may impact on the Queensland M&A market, for the fourth year running, deal numbers have continued to increase: Up another 7% to 303 deals (2016: 284 deals); Up a cumulative 24% over the period (2014: 246 deals). 2017 also saw the return of the mega deals, including the $7.5bn long awaited Tabcorp/Tatts merger. We note the top four deals accounting for 71% ($13.4bn) of total $18.8bn in deal values (up 336% on 2016). Deal volumes were driven primarily by: Consumer - which surged to 55 deals, up from 29 in 2016. Whilst retail overall is seen to be struggling, M&A in the automotive related sub-sectors including car dealerships, car related products and repairs accelerated to 17 deals. Also food product related transactions grew strongly. Pharma, medical & biotech - up 77% to 32 deals, including Quadrant PE’s $1bn sale of Icon Cancer Care. Leisure and Technology, media and telecommunications (TMT) - both remained strong at 36 and 49 deals respectively, demonstrating their status as mainstay sectors of the Queensland M&A landscape. 2014-17 Number of deals & total deal values 303 $20.0bn 300 $18.0bn 284 $16.0bn 280 $14.0bn 258 $12.0bn 260 246 $10.0bn $8.0bn 240 $9.1bn $12.4bn $1.0bn $14.5bn $6.0bn 220 $4.0bn $2.0bn $5.2bn $4.5bn $4.6bn $4.3bn 200 - 2014 2015 2016 2017 Below $250m $250m + Total 4
303 deals $18.8bn of announced disclosed deal value Largest deal: Most active: Tabcorp / Tatts National Storage Up 7% on 2016 (284 deals) Up 336% on 2016 ($5.6bn) $7.5bn 7 Acquisitions A key feature of this edition of Deal Pulse is our four year sector cycles analysis. Sectors and sub-sectors go through periods of high demand from acquirers (industry and private equity) and also low to no demand. Whilst some sectors grew strongly, 2017 saw the continued downward trend in the Business Services sector, and also sharp declines in deal volumes in Energy, Mining & Utilities and Real estate. The outlook for 2018 remains strong with a spill over of deals from the end of 2017 closed/closing early in 2018. These factors, together with the combination of low interest rates and an appetite for growth, should see Queensland M&A’s upward trend continuing. As a locally owned firm with national and international affiliations, Pitcher Partners is uniquely positioned to provide insight into the opportunity for mergers and acquisitions to unlock value for buyers and sellers. We trust you find this report valuable. Warwick Face Partner In Charge – Corporate Finance wface@pitcherpartners.com.au 2014-17 Queensland Market Breakdown 6 $14,504m Deals 2017 Large cap Average Deals 2014-16 5 $7,475m 90 $4,042m Mid-market 85 $4,540m 70 $283m Small cap 72 $276m Not 137 Disclosed 99 0 10 20 30 40 50 60 70 80 90 100 110 120 130 Number of deals 5
Sector summary Consumer Technology, media & Leisure telecommunications 29 55 53 49 35 36 Deals 2016 Deals 2017 Deals 2016 Deals 2017 Deals 2016 Deals 2017 Value ($m) Value ($m) Value ($m) Value ($m) Value ($m) Value ($m) 635m 1,059m 714m 531m 1,103m 9,342m (From 19 deals) (From 29 deals) (From 29 deals) (From 27 deals) (From 27 deals) (From 23 deals) Pharma, medical & biotech Energy, mining & utilities Industrials & chemicals 18 32 41 27 18 22 Deals 2016 Deals 2017 Deals 2016 Deals 2017 Deals 2016 Deals 2017 Value ($m) Value ($m) Value ($m) Value ($m) Value ($m) Value ($m) 459m 1,719m 563m 4,538m 47m 85m (From 8 deals) (From 15 deals) (From 28 deals) (From 21 deals) (From 6 deals) (From 6 deals) Financial services Business services Real estate 19 22 25 20 26 14 Deals 2016 Deals 2017 Deals 2016 Deals 2017 Deals 2016 Deals 2017 Value ($m) Value ($m) Value ($m) Value ($m) Value ($m) Value ($m) 116m 91m 510m 276m 661m 586m (From 5 deals) (From 11 deals) (From 10 deals) (From 10 deals) (From 23 deals) (From 13 deals) Construction Transportation Agriculture 8 9 6 10 6 7 Deals 2016 Deals 2017 Deals 2016 Deals 2017 Deals 2016 Deals 2017 Value ($m) Value ($m) Value ($m) Value ($m) Value ($m) Value ($m) 461m 432m 21m 13m 286m 158m (From 6 deals) (From 5 deals) (From 2 deals) (From 2 deals) (From 4 deals) (From 4 deals) 6
Sector cycles Figure 1: M&A deal volume 2014-17 Trending 55 50 45 55 40 35 32 30 29 27 25 24 up 22 20 20 19 17 18 15 15 10 11 The three dominant sub-sectors across 2014-16 were coffee/fast food, veterinary practices and also automotive retail. Consumer really accelerated in 2017 through growth across all these sub-sectors (particularly those car/auto related). Strong hunger for food, and food product businesses, saw acquisitions such as Weis Consumer Frozen Foods, Peanut Company of Australia, and Sunfresh Salads. These sub-sectors propelled consumer to 55 deals (more than double the previous 3 year average). PE interest in medical services businesses has been key over the last four years driving investments in, bolt on acquisitions to, and exits of Cura Day Hospitals, ICON Cancer Care and HPS. Whilst aged care and dental acquisitions have featured in some years, Pharma, 2017 saw these again become a focus, together with more PE interest medical & through investments in radiology (QScan), primary health (Hills biotech Medical), and also the re-emergence of Biotechnology investments. Financial services, not a traditionally strong Queensland sector, has been on a steady growth trajectory over the past four years. Main acquisition sub-sectors driving growth were particularly insurance brokering, and financial advisory/wealth management as industry players seek scale. Financial 2017 also saw the re-emergence of banking deals, with the proposed services acquisition by Firstmac of WA regional bank Goldfields Money. 7
Sector cycles Figure 2: M&A deal volume 2014-17 Strong & 55 50 45 53 49 40 37 36 35 35 30 28 25 26 23 24 22 22 20 18 steady 15 10 The period 2014 to 2016 saw online deals such as Wotif and Onthehouse, telco transactions such as Vaya and BigAir, and media deals such as APN Newspapers. Software deals have however been a key driver of deal volumes, such that 2016 saw businesses head “To the cloud” as the sector deals hit a record 53 deals. TMT 2017’s deal volume of 49 again highlighted the strength of Qld technology with key acquisitions including Genie Solutions, Mineware and Resources Connect. Over the last four years Qld’s leisure related transactions have been underpinned by two main sub-sectors; hotels and resorts deals, and travel businesses acquisitions (mainly by CTM and Flight Centre). Over the last 24 months however, deals in the gym and also caravan related sectors have seen leisure consistently in Qld’s top three sectors. Leisure 2017 saw Mantra announce a sale to Accor, Apollo Leisure ramp up its acquisition strategy, and Flight Centre also executed four more acquisitions. Industrials & chemicals have traditionally provided a solid deal base, but within this broad segment a mixture of deals including building products (divestments by GWA), hire businesses like Skyreach, and various products businesses. 2017 saw activity in waste management including the sale of a Industrials component of JJ Richards to Tox Free, a number of acquisitions by & chemicals graphics supply business Orafol, and also a $33m forklift hire deal with the sale of North Fork to Japan’s Nishio (the buyer of Skyreach). 8
Figure 3: M&A deal volume 2014-17 Trending 55 50 45 44 40 41 38 35 35 32 30 26 27 25 25 23 20 down 20 15 16 14 10 EM&U traditionally a staple sector of Qld M&A fell sharply during 2017. Recent years have seen deals arising from the LNG investments (QCLNG), a raft of mining consolidation deals as investors sought a way of some return from the struggling underlying sector dynamics, and the emergence of renewables transactions. Energy, mining Whilst coal mining deals such as Coal & Allied dominated 2017, deals were also done in renewables, and the diversified minerals and gold & utilities sectors. Business services was Qld’s leading deal sector across 2014 and 2015, fuelled by three main sub-sectors - childcare, RTOs and legal firms. 2016 saw it slip to the sixth largest, as the RTO sector imploded, and the childcare aggregators G8 and Affinity decelerated their acquisition strategies. Business Business 2017 saw the sector continue to fall, and although childcare deals Services services continued, legal firms and RTO/training deals were minimal, labour hire transactions beginning to emerge. Real estate deals over recent years have been consistently propped up by two serial acquirers, National Storage and aged rental accommodation provider Eureka Group (accounting for over 50% of deals). In 2017, whilst National Storage has continued to acquire, Eureka Real Real Estate Group Holdings who had averaged several deals a year failed to make estate an acquisition. Real estate had one notable deal during the year being Oak Tree Retirement Villages sale to First State Super. 9
01 Consumer Car and automotive related deals drove Consumer to Qld M&A’s chequered flag Despite mid-year profit downgrades announced by both Qld’s AP Eagers and WA based Automotive Holdings Group (off the back of a regulator crackdown on car finance premiums and a general slowdown in sales), the car retail sub-sector M&A accelerated: MotorCycle Holdings (which IPO’ed during 2016) drove its growth with the acquisitions of: –– Cassons $126m – seeing the vendor principals of Cassons, Rob and John Cassen, joining executive team and also the company’s board; –– Trinder Avenue Motors; and –– Evolution Motorcycles and Action Motorcycles on the Gold Coast. AP Eagers – acquired The Porsche Centre Adelaide for $14m. Auto Pact (backed by Archer Capital) acquired Queensland’s Bayford Group, and entered Victoria acquiring Peter Terry Group ahead of its possible IPO. NSW based Peter Warren Motors acquired James Frizelle’s Automotive Group for $150m. Also in the automotive space, in addition to launching its December $131m IPO, National Tyre and Wheel executed three acquisitions including MPC Mags and Tyres $14m, SA based Cotton Tyre Services $6.2m and 50% of South African Cooper Tire’s import and wholesaler Top Draw Tyres for $4m. Figure 4: Consumer deal volume and value 2014-17 55 60 $3,000 50 $2,500 $2,452 Deal Value ($m) 40 $2,000 Deal volume 27 29 30 24 $1,500 20 $1,000 $1,059 10 $770 $500 $635 0 $0 2014 2015 2016 2017 10 10
29 55 Deals 2016 Deals 2017 It’s a product that has an installed demand element to it. There’s 22 million vehicles in Australia, they’re all running on Value ($m) Value ($m) tyres — they all need changing. 635m 1,059m (From 19 deals) (From 29 deals) Avg. Value ($m)* Avg. Value ($m)* Peter Ludemann // Managing Director // National Tyre & Wheel 33m * Deals above $500m excluded 37m Food and food product deals were also the flavour of the 2017 year including: Unilever’s acquisition of Weis Frozen Foods; NSW based Bega Cheese’s $35m acquisition of the Peanut Company of Australia; Blue Sky Private Equity’s $18m investment in SA based Sunfresh Salads; and Priestley’s acquisition of NZ based Elite Food Group. The hunger for M&A within Australia’s fast food industry also continued, including: Collins Food Group - continued its roll up of KFC franchises acquiring 16 more in the Netherlands for $88.0m in May, and a further 28 from Yum! Brands, for $110m in June. Dominos – acquired the balance of Dominos Japan for $42m. Betty’s Burgers – sold out to the Retail Zoo for $20m. National Vet Care also continued its acquisition model acquiring 17 clinics in 8 separate transactions. Rounding out Consumer was Billabong’s $384m cash sale to US based Boardriders, (operators of Quicksilver), which remains subject to due diligence, financing and shareholder/regulatory approvals. Figure 5: Consumer deal volume and value breakdown Deals 2017 1 $384m Large cap Average Deals 2014-16 1 $620m Mid- 12 $609m market 11 $641m 16 $66m Small cap 7 $24m Not 26 Disclosed 8 0 5 10 15 20 25 Number of deals 11 11
02 Technology, media & telecommunications Queensland’s rich history of software services businesses continues Whilst 2017 saw blockchain dominate conversations, the bulk of M&A within TMT (28 deals) revolved around the acquisition of monitoring and performance optimisation software. Interestingly, these software acquisitions, were in certain instances contrary to broader M&A trends within the industry verticals they serviced. Mining support businesses (contrary to EM&U deals) continued to search for the technology edge with: RungepincockMinarco acquiring iSolutions ($21m), MinVu ($4m) and MineOptima; and Mineware being acquired by Komatsu. Consistent with general M&A trends within Pharma, medical and biotech, 2017 saw: Genie Solutions - the leading medical practice and clinical software platform acquired by Industry Funds Management for $52m; and CharmHealth - specialist hospital electronic medical record/clinical information systems was acquired by The Citadel Group for $8m. Resources management and payroll related software saw: Resources Connect - workforce management provider sell to SmartTrans Holdings for $17m; Sky Payroll - divest to newly listed Elmo Software for $2m; and Digital Instinct - casinos and resort focused workforce management provider sell out to Kronos. Figure 6: Technology, media & telecommunications deal volume and values 2014-17 60 53 $1,200 49 50 $1,000 $970 37 Deal Value ($m) 40 $800 Deal volume 28 30 $714 $600 $531 20 $400 10 $200 $207 0 $0 2014 2015 2016 2017 12 12
We are proud to bring into our 53 49 Deals 2016 Deals 2017 portfolio an outstanding business that has delivered high quality technology products and services to specialist and Value ($m) Value ($m) general medical practices in Australia. 714m 531m (From 29 deals) (From 27 deals) Avg. Value ($m)* Avg. Value ($m)* Steven Lipchin // Head of Private Equity // IFM Investors 25m * Deals above $500m excluded 20m The largest disclosed deal in software was the acquisition of Brisbane based slot machine gaming software specialist provider Eyecon for $81m by UK based Playtech PLC. The telecommunication carrier market saw deals from: Superloop - acquiring G2 ($12m), NuSkope ($10m) and SubPartners ($3m) Overthewire - acquiring Sydney based VPN Solutions for $17m. In the media/ecommerce sub-sector, embattled surfwear retailer SurfStitch continued its downward trajectory, selling three of its businesses Magicseaweed, Rolling Youth (Stab Magazine) and Surfdome Shop, for deep discounts (Surfdome $12m versus $45m outlaid) to prices paid over the last few years. Rounding out the larger deals of the sector was Crescent Capital’s divestment of mining technology company Groundprobe to Orica Limited for $205m. Groundprobe was formed in 2001 as a spin off from the University of Queensland, and was acquired by Crescent in 2010. Figure 7: Technology, media & telecommunications deal volume and value breakdown Deals 2017 Average Deals 2014-16 Large cap 1 $296m Mid- 10 $457m market 9 $294m 17 $74m Small cap 10 $39m Not 22 Disclosed 19 0 5 10 15 20 25 Number of deals 13 13
03 Leisure Whilst the mega Tabcorp/Tatts deal drove Leisure values, hotel and resort deals dominated the sector After more than a year, the merger of gambling giants Tabcorp and Tatts was finalised. This deal worth over $7.5bn created a company (now based in Victoria) controlling more than 90% of Australia’s totalisator betting, generating annual revenues in excess of $5.0bn. The main Leisure story of 2017 saw hotel and resorts deliver 16 of the 36 deals. Key transactions involved the Gold Coast based Mantra Group who: Acquired the Art Series Hotel Group for $53m; and then Entered into a binding agreement with AccorHotels worth $1.3bn. The deal is still subject to regulatory approval but has been unanimously recommended by the Mantra board. Caravan and leisure parks were also in the M&A spotlight with deals including Cairns Coconut Holiday Resort, and Woodgate Beach Holiday Park. Figure 8: Leisure deal volumes and disclosed values 2014-17 60 $9,342 $10,000 $9,000 50 $8,000 36 Deal Value ($m) 40 35 $7,000 Deal volume $6,000 30 23 24 $5,000 $4,000 20 $3,000 $1,103 $2,000 10 $794 $573 $1,000 0 $0 2014 2015 2016 2017 14 14
35 36 Deals 2016 Deals 2017 Since listing in 2016, we have identified and executed opportunities to support our growth plans and these Value ($m) Value ($m) investments will make important 1,103m 9,342m (From 27 deals) (From 23 deals) contributions to Apollo’s business. Avg. Value ($m)* Avg. Value ($m)* Luke Trouchet // Managing Director & CEO // Apollo Tourism 41m 25m * Deals above $500m excluded Continuing the caravanning theme, Brisbane based recreational vehicle group Apollo Tourism & Leisure (which IPO’ed in 2016) completed four acquisitions including: Canada’s largest RV rental and sales company, (TSX listed) CanaDream for $17m. Kratzmanns, an Australian retailer of new and used caravans and motorhomes for $16m; Sydney RV (another retailer) for $2m; and George Day Caravans and Motorhomes for $9m. Serial acquirer Flight Centre rounded out the Leisure sector with four more acquisitions in 2017 being New World Travel, Travel Managers Group/Executive Travel Limited, Olympus Tours/Bespoke Hospitality Management Asia, and Vietnam-based inbound tour operator Buffalo Tours. Figure 9: Leisure deal volume and value breakdown 2 $8,871m Deals 2017 Large cap Average Deals 2014-16 Mid- 16 $457m market 15 $791m 5 $14m Small cap 6 $32m Not 13 Disclosed 6 0 5 10 15 20 25 Number of deals 15 15
04 Pharma, medical & biotech Demand for Australian medical services in Asia drives sector M&A to a four year high M&A in the historically subdued Pharma, medical & biotech sector surged in 2017, with deal numbers almost doubling to close out 2017 with 32 announced deals. Queensland quite proudly has been the birthplace of a number of quality medical services businesses, and during 2017 a number of landmark deals occurred, including: Icon Cancer Care – Australia’s leading private cancer and oncology services group, was sold by Quadrant PE to a consortium led by Queensland Investment Corporation (QIC) for $1.0bn (also including Goldman Sachs PE and China’s Pagoda Investment). Icon has a strong focus on the Asian market, where a forecast 70 per cent increase in cancer rates over the next decade is expected to drive growth along with the prestige associated with Australian medical services. QScan Services and North Coast Radiology Group – shortly before off-loading Icon, Quadrant acquired a 55% stake to fund expansion of the business (at a $200m valuation) which offers specialist services such as digital X-ray, ultrasound, CT and PET scans as well as MRIs and nuclear medicine into China, leveraging off the experience gained managing Icon. Qscan already has 13 new sites in the pipeline and the combined Qscan and NCR businesses will together run 33 clinics, boasting 40 radiologists and 420 staff, providing services to over 500,000 patients. Figure 10: Pharma, medical & biotech deal volume and values 2014-17 60 $2,000 $1,800 50 $1,719 $1,600 Deal Value ($m) $1,400 40 32 Deal volume $1,200 30 $1,000 20 18 $800 20 11 $600 $400 10 $200 $966 $175 $459 0 $0 2014 2015 2016 2017 16 16
Radiology or imaging is an area that 18 32 is most transferable. I personally Deals 2016 Deals 2017 think many imaging groups here don’t have a focus on Asia. It’s a bit of an open door, if you put in the resources and Value ($m) Value ($m) you look to partner with the right people, 459m 1,719m there is opportunity. (From 8 deals) (From 15 deals) Avg. Value ($m)* Avg. Value ($m)* Marcus Darville // Managing Partner Quadrant Private Equity 57m 51m * Deals above $500m excluded Cura Day Hospitals – operator of day hospital facilities in Australia was on-sold to Germany based Fresenius Medical Care AG & Co. by Intermediate Capital PLC who purchased the business from The Growth Fund in 2014. In the dental sub-sector, ASX listed dental aggregator 1300 Smiles has made four additional acquisitions in 2017 acquiring six additional surgeries, and various other players continue to seek investment in the sector. Medical practice acquisitions continued including Smartclinics rollup strategy and BlueSky Private Equity’s investment in Hills Medical, where they took a 62% stake. The aged care sub-sector also saw two not able transactions: Infinite Aged Care – acquired by Moelis for $45m from Next Capital; and Durack Gardens – acquired by ASX listed Ingenia Communities Group for $25m. Figure 11: Pharma, medical & biotech deal volume and value breakdown 1 $1,000m Deals 2017 Large cap Average Deals 2014-16 1 $206m Mid- 12 $709m market 5 $312m 2 $10m Small cap 4 $16m Not 17 Disclosed 7 0 5 10 15 20 25 Number of deals 17 17
05 Energy, mining & utilities Queensland EM&U deals fall materially in 2017 by number despite sector “green shoots” Energy, mining & utilities deal volumes dropped 32% in 2017, with 27 deals announced as compared to 41 in 2016. The sector outlook is however generally viewed as positive with Australia’s resources and energy export earnings growing rapidly in 2017, up 25% to $205 billion. This increase was primarily driven by demand for metallurgical coal and iron ore commodities, which make up over half of Australia’s resource and energy exports as China continues its consumption of steel making commodities. Coal mining transactions dominated value in the sector including: Coal & Allied Industries – sold for $3.5bn by Rio Tinto to Chinese backed Yancoal after an extensive bidding war. The deal, whilst positive for Rio, is said to have been complicated by Rio’s shareholder structure, with Chalco (Rio’s largest shareholder) and Yancoal both ultimately owned by the Chinese Government. This ownership is now seen to likely result in a re-direction of output away from the traditional customers in Korea and Japan. The second largest deal in the sector was Wesfarmer’s $700m sale of its Curragh coal mine to Coronado Coal LLC (part of privately owned Texas based, The Energy & Minerals Group). Figure 12: Energy, mining & utilities deal volume and values 2014-17 60 $12,000 $11,044 50 $10,000 41 38 Deal Value ($m) 40 32 $8,000 Deal volume 27 30 $6,000 20 $4,000 $4,538 10 $2,000 $832 $563 0 $0 2014 2015 2016 2017 18 18
I think there’s a distinct possibility 41 27 Deals 2016 Deals 2017 that the output from these mines could be diverted to China... Yancoal is still a listed company here in Australia, and it has Value ($m) Value ($m) an obligation to its shareholders to extract 563m 4,538m maximum rent for any product it (From 28 deals) (From 21 deals) sells. Avg. Value ($m)* Avg. Value ($m)* Glyn Lawcock // Global Head of Mining Equity // UBS 20m * Deals above $500m excluded 25m Recent years have seen the emergence of renewables transactions, and 2017 saw Brisbane based listed ReNu Energy execute a number of Solar PV acquisitions including gaining control of VivoPower (600kW Amaroo Project), a Portfolio of Five Projects, and a 800kW Project in NSW. Various transactions also arose across the diversified minerals and gold sectors including: CopperChem – acquisition from Independence Group NL of the Stockman Cu-Zn Project comprises copper-zinc-lead-silver-gold deposits for $47m. Hellyer Gold Mines – divestment of Gold Mine assets that include a large mill facility and full supporting infrastructure to NQ Minerals Plc for $25m. Outside of the M&A space, Adani continues to indicate it will press ahead with its contentious $16.5bn Carmichael coal mine in North Queensland. Despite multiple setbacks including a number of court challenges and questions about the financing of the project, Adani has opened its regional office in Townsville. Figure 13: Energy, mining & utilities deal volume and value breakdown Deals 2017 2 $4,249m Large cap Average Deals 2014-16 2 $3,590m Mid- 7 $245m market 11 $514m 12 $44m Small cap 13 $42m Not 6 Disclosed 11 0 5 10 15 20 25 Number of deals 19 19
Geographic spread Queensland continues to be a net seller, whilst international deals increased further with 50 businesses selling out to overseas buyers. 50 Deals where the seller was from Sell side transactions Queensland and there was an international buyer. (2016: 43 deals) For the fourth year running, interstate buyers led the acquisition of Queensland businesses with 95 deals, comprising 46% of sell side deals (2016: 87 deals, 42%). Interstate deals also accounted for 73% ($13.7bn) of announced deal values in 2017. The number of international buyers also increased on 2017, with 50 Queensland businesses transitioning to overseas ownership (43 in 2016). Queensland to Queensland deals fell, with only 53 deals staying within Queensland borders (67 in 2016). Queensland deals also accounted for only 3% of announced deal values ($640m). Corondo Coal LLC acquired Private equity investment continued, with ten Queensland acquisitions (nine in Wesfarmers Curragh Pty Ltd for $700m 2016) totalling $1.4bn ($964m in 2016). Private equity was also responsible for the fourth largest deal of 2017, which saw Quadrant Private Equity sell oncology specialist Icon Cancer Care to a consortium led by Queensland Investment 53 Corporation (QIC) for $1.0bn. Deals involved both the buyer and seller being Queensland companies. (2016: 67 deals) QBiotics Group acquired Ecobiotics for $130m. Quadrant Private 95 Equity sold Icon Deals where the seller was Tatts Group acquired Tabcorp Cancer Care to from Queensland and the Holdings for $7.6bn. a consortium led buyer was from another by Queensland Australian state. Investment 10 (2016: 87 deals) Corporation (QIC) Deals where the seller for $1.0bn. was from Queensland and the buyer was a private equity fund. (2016: 9 deals) 20
Geographic transactions (net) National transactions International transactions 90 90 95 70 87 70 50 68 70 45 50 50 38 43 30 31 26 30 26 23 21 24 10 10 9 5 (10) (10) (19) (29) (22) (26) (30) (47) (30) (56) (50) (63) (69) (50) (70) (70) 2014 2015 2016 2017 2014 2015 2016 2017 Sell Buy Net Sell Buy Net 26 Deals where the buyer was from Queensland Buy side transactions and there was an international seller. (2016: 22 deals) The 2017 year saw Queensland businesses expand interstate, with these deals increasing 23% from 56 to 69 deals. National Storage was again active on the buy side, with four of its seven acquisitions coming from other Australian states. Other acquirers of note were National Veterinary Care who acquired 17 veterinary clinics in eight transactions and newly listed National Tyre & Wheel, who made three acquisitions ahead of their December admission to the ASX. Offshore acquisitions by Queensland companies increased slightly in 2017 with Collins Food 26 deals. Flight Centre remained active internationally, with two acquisitions, Group acquired 16 KFC restaurants whilst Queensland based Collins Food Group continued its KFC roll up, both located in the internationally and domestically. Netherlands from Yum! Brands, Inc for $88m. 53 Deals involved both the buyer and seller being Queensland companies. (2016: 67 deals) QBiotics Group acquired Ecobiotics for $130m. 69 Deals where the buyer was Acciona Infrastructure from Queensland and the Australia acquired Geotech seller was from another Holdings for $197m. Australian state. (2016: 56 deals) 21
IPO update IPOs by Industry 15yr Avg 2017 In 2017, a total of nine Queensland companies listed on Energy, mining & utilities 5 3 the Australian Securities Exchange (ASX), raising a total Financial services 1 2 of $356m. This is in line with the previous four years TMT 1 2 which also saw nine IPOs in Queensland, whilst the 15 Consumer 1 1 year average is 10 Queensland listings per year. Real estate 1 1 Pharma, medical & biotech 1 0 Capital raised was lower than the $504m in 2016, but Industrials & chemicals 0 0 Agriculture 0 0 consistent with the average of $353m raised per year Business services 0 0 since the global financial crisis (15yr average is $500m). Construction 0 0 Post IPO trading varied widely for the newly listed, but Leisure 0 0 six out of the nine companies closed above issue price Transportation 0 0 by year end. Total 10 9 The largest listing by both capital raised and market Largest & smallest listing by offer / market cap (as at 29 Dec 2017) capitalisation was Wagners (WGN), which operates in Largest listing Wagners Holding Company the construction materials and mining services sector. Offer size ($m) $196.8 The offer size of $197m represented an implied market Market capitalisation $437.3 capitalisation of $437m, finishing the year up 39%. Smallest listing Lithium Consolidated Mineral Exploration Offer size ($m) $5.3 Pitcher Partners acted as Investigating Accountants on Market capitalisation $18.0 two IPOs: Qld’s second largest, National Tyre & Wheel Highest / lowest return since listing (as at 29 Dec 2017) Limited (NTD), the Brisbane based tyre wholesale Highest investor return Mayur Resource Group Subscription price $0.40 marketer and distributor which raised $59m, and % Change to date 158% finished the year up 24%; and Lowest investor return Velocity Property Group Qld’s most successful, Mayur Resources which Subscription price $0.20 raised $13m, and was up 158% by year end. % Change to date (62%) Figure 14: Number of IPO transactions from 2013-17 Total Listings All Ords 12 7,000 10 6,000 2nd Half 5,000 8 3 1st Half 4,000 5 5 6 6 7 3,000 15yr average listings 4 2,000 All Ordinaries 6 2 4 4 1,000 3 2 - - 2013 2014 2015 2016 2017 22 22
About Pitcher Partners Pitcher Partners is a national Pitcher Partners is a full service accounting and association of independent business advisory firm with a strong reputation firms. for providing quality advice to privately-owned, Liability limited by a scheme approved corporate and public organisations. under Professional Standards Legislation. In Australia, Pitcher Partners has firms in Brisbane, Adelaide, Melbourne, Perth, Sydney and Newcastle. We collaboratively leverage from each other’s networks and draw on the skills and expertise of Firm 1,280+ staff, in order to service our clients. Pitcher Partners is also an independent member of Baker Tilly International (BTI), one of the world’s leading networks of locations independently owned and managed accountancy and business advisory firms. Our strong relationship with other BTI International member firms, particularly in Asia Pacific, has allowed us to open many doors across borders for our clients. BRISBANE +61 7 3222 8444 partners@pitcherpartners.com.au NEWCASTLE +61 2 4911 2000 newcastle@pitcher.com.au SYDNEY +61 2 9221 2099 partners@pitcher-nsw.com.au PERTH ADELAIDE MELBOURNE +61 8 9322 2022 +61 8 8179 2800 +61 3 8610 5000 partners@pitcher-wa.com.au partners@pitcher-sa.com.au partners@pitcher.com.au $3.4bn Worldwide revenue 2017 (USD) 33,600+ Partners and staff globally 1,280+ People nationally 147 Countries 145 Partners nationwide 23
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