retail services - Lincoln International
Transcription
retail services - Lincoln International
Private Markets Research Fall 2008 RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY CHICAGO MADRID FRANKFURT NEW YORK LONDON PARIS LOS ANGELES TOKYO VIENNA retail services: charting a course for private equity ** CONFIDENTIAL – NOT FOR DISTRIBUTION WITHOUT APPROVAL OF LINCOLN INTERNATIONAL ** Table of Contents Introduction Introduction Defining Retail Services Which Way Retail? Why are Retail Services Important? 2 3 7 10 Sales, Marketing & Merchandising Services The Basics Market Structure – “Top Heavy” Drivers of Competition Growth Opportunities Threats & Concerns The Evolving Role of the Wholesalers Competitive Landscape Selected Sales, Marketing & Merchandising Agencies The Private Equity Play 19 22 24 26 35 38 41 42 42 In-Store Marketing Services The Basics Market Structure ISM Sector Overview: Sampling & Demonstration Services Benefits Drivers of Competition Growth Opportunities Threats & Concerns Competitive Landscape Selected Sampling & Demonstration Companies The Private Equity Play ISM Sector Overview: Retail Media Networks Benefits Drivers of Competition Growth Opportunities Threats & Concerns Competitive Landscape Selected Retail Media Networks The Private Equity Play 44 48 49 50 52 55 58 60 61 61 63 66 69 71 74 77 78 78 Mystery Shopping Services The Basics Market Structure Growth Opportunities Threats & Concerns Competitive Landscape Selected Mystery Shopping Companies The Private Equity Play 80 81 84 87 88 89 89 Table of Contents (Cont’d) Loyalty Program Services The Basics Market Structure Drivers of Competition Growth Opportunities Threats & Concerns The Private Equity Play 91 95 97 98 103 104 Warranty Program Services The Basics Market Structure Growth Opportunities Threats & Concerns The Private Equity Play 106 108 110 112 115 Retail Security Services The Basics Market Structure Growth Opportunities Threats & Concerns The Private Equity Play 116 119 121 122 125 Design, Build & Installation Services Overview 127 What’s the Story with Retail Construction? 128 Retail Design Services The Basics 133 Market Structure 135 Drivers of Competition 137 Retail Building Services The Basics 139 Market Structure 142 Drivers of Competition 143 Installation Services The Basics 145 Market Structure 146 Drivers of Competition 148 Growth Opportunities Threats & Concerns Competitive Landscape The Private Equity Play 150 158 160 161 Appendices Company Summaries Statistical Snapshot Comp Store Sales Tracker Retail Capex Monitor Glossary 164 242 243 244 246 Retail Services: Charting a Course for Private Equity Introduction The Retail Infrastructure & Services team at Lincoln set out last year on an ambitious journey (more ambitious than we knew). Our goal was not to scout out exotic beaches in the South Pacific or hip new cafes in European capitals. Rather, it was to define and map a massive universe of companies in an industry known as retail services. Not knowing where exactly to start, we decided to set the proverbial research ball in motion to see where it rolled. We have spent months speaking with retail buyers and merchandising professionals, consumer packaged goods (or “CPG” – for more definitions please see the glossary) executives and marketing gurus. We have become regular participants on earnings calls, formed lasting friendships with various staff members of trade associations, and consumed the time of our clients in the private equity community with portfolio holdings that touch upon this universe. The result, we hope, is a thoughtful guide that will provide useful insight to all those who have an interest in the sector – from the management teams who live in the industry day-to-day to the investment professionals who are seeking to create value in a dynamic and evolving marketplace. This report will provide a broad framework of the retail services industry... ...and explain why we believe it represents an outstanding investment opportunity for private equity. This report is intended to provide a broad framework of the industry and to touch upon the key attributes that drive value in each of the main verticals. We recognize that this report will not be all things to all people and that some may find the report to be either too superficial or too expansive. Our primary objective, however, is to provide a high-level definition of retail services to private equity investors – many of whom will have little familiarity with the industry. To do so, we will provide a map of the industry; discuss the current retail environment; and explain why retail services are becoming an increasingly important driver of efficiency and profitability at retail. We will then turn our attention to the specific verticals – sales, marketing and merchandising agencies (or “SMMAs”), including value-added wholesalers and importers; in-store marketing companies (or “ISMCs”), which include sampling and demonstration service providers and retail media networks (or “RMNs”); mystery shopping services; loyalty program services; warranty program services; retail security services; and design, build and installation (or “DBI”) services. We will analyze the key characteristics of each segment, with a focus on market structure; drivers of competition; growth opportunities; and threats and concerns. We will also summarize the key players and provide our perspective on why each segment would represent an attractive investment opportunity for private equity investors. Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY Fall 2008 We hope that this report leads you to the same point that we arrived at some time ago. The retail services industry represents a large, dynamic and rapidly evolving marketplace with significant investment appeal. Whether you currently own a business in the sector or are on the look out for new opportunities (or both), this report will be informative and provide an interesting perspective on an exceptional industry. Defining Retail Services “Retail Service: rē΄tāl΄ sûr΄vĭs. Any service that facilitates a retailer’s ability to sell its products to consumers...” Our conversations with professionals throughout the retail and consumer products industries made one point very clear – the term ‘retail services’ can mean different things to different people. We define retail services as any service that facilitates the ability of a retailer to open its doors and move products onto, and off of, store shelves in the most efficient manner possible. This is a broad definition that captures firms ranging from the architects and general contractors who design, build and fixture the stores to the firms that ensure that the merchandise hits the shelves in the right place at the right time. We put forward a broad definition of retail services. It is important to note This definition does create the potential for confusion in one important that retailers and CPG respect. The term retail services implies that these services are always brand managers make being provided directly to retailers. While that is often the case, it is use of retail services. important to understand that the end customer ESTIMATED ANNUAL REVENUE can also be the consumer packaged goods U.S. Retail Infrastructure Industry companies that are moving products into the retail stores. CPG brand managers and marketing executives often rely on retail services companies to develop and build relationships with retailers on their behalf; to position their brands most Retail Services $40 billion effectively in the retail channel; to manage the Retail Technology $54 billion distribution and placement of their products; and to market and promote their products on the retail sales floor. Regardless of who the specific Retail Fixturing, customer is, every retail services company shares POP Displays, Storage, Lighting, Etc. a deep knowledge of the retail channel and is $47 billion subject to the same end market dynamics as the overall retail industry. Source: Lincoln International, NASFM, NARMS, POPAI, VM+SD, BBTCM, IHL Fall 2008 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY While difficult to quantify, we believe that the retail services market represents a sizable percentage of the overall retail infrastructure industry. The ‘nuts and bolts’ of the store, primarily fixturing and displays, account for an estimated $47 billion of annual sales. Retail technology, including everything from business intelligence software and data warehousing to point-of-sale systems, accounts for an estimated $54 billion of annual sales. We believe that the retail services industry is slightly smaller than these two segments, accounting for roughly $40 billion of annual spending. Given the scale of the retail services market, we have spent a good deal of time attempting to determine the appropriate mapping of the competitive universe. Our analysis has led us to conclude that there are four primary categories of businesses within the industry: THE RETAIL SERVICES UNIVERSE Sales, Marketing & Merchandising Services (SMMAs) Sales Agencies Merchandising Service Organizations (”MSOs”) We have divided the universe into four primary categories. Retail Media Networks Other In-Store Media Other Retail Services Design, Build & Installation Services Loyalty Program Services Warranty Services Security Services Retail Architects & Design Firms General Contractors Installation Services Sales, marketing and merchandising agencies are companies that provide a range of retail sales and marketing support to CPG companies and retailers. While SMMAs were once referred to as merchandising service organizations (or “MSOs”), we have broadened the name to reflect the full suite of services that most now provide. Specific activities include headquarter Sampling & Demonstrations Value-Added Wholesalers & Importers Mystery Shopping Sales, marketing & merchandising is one of the most dynamic segments of the retail services industry. In-Store Marketing (”ISM”) Services Terminology can vary. Sales Agencies provide outsourced sales and marketing services (akin to headquarter services). MSOs do the heavy lifting in the aisles of the store (retail services). We use the SMMA label to describe firms that provide both kinds of services. Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY Fall 2008 services (high-level services including brand representation, marketing plan development and execution, new program planning efforts, etc.) and retail services (implementation of product promotions, display set-up, product cut-ins and resets, out-of-stock replenishment, and other ‘retail execution’ services). There is often overlap between SMMAs and the value-added services that are provided by many of the large food wholesalers who are looking to expand beyond their traditional distribution role. We will discuss the similarities that exist later in this report. The second category of the retail services industry relates to what we refer to as in-store marketing companies (“ISMCs”). ISMCs are highly specialized service providers that develop, plan and implement creative in-store promotional campaigns. Specific activities include sampling, promotions, product demonstrations and events. While many SMMAs offer services that compete with ISMCs, ISMCs often deliver a focus and unique skill-set that more diversified companies are unable to offer. We have also identified retail media network providers as a sub-segment of the ISMC sector. RMNs create, deploy and manage highly-targeted media campaigns that are conducted within retail stores. This category includes in-store television networks, music services and, to a lesser extent, specialty advertising services. ISMCs forego the more labor-intensive retail execution tasks and focus on dynamic retail marketing programs. The “Other” category of the retail services industry consists of a number of interesting segments. Mystery shopping, which is nearly a billion dollar business, refers to companies that conduct store-level experience evaluations. Loyalty program services relate to businesses that help retailers design, implement and administer their loyalty plans. Warranty program service providers work to administer extended warranty plans. Retail security refers to mall and retail-store based security personnel and monitoring. Design, build and installation companies refer to businesses that are directly involved in the development of new stores and roll-outs in, or refurbishments of, existing locations. This category includes architecture firms, general contractors, specialty contractors with a focus on a particular discipline (i.e. IT and telecom systems), and companies that manage the procurement and installation of visual merchandising, fixturing, point-ofpurchase (or “POP”) displays and storage solutions. Of the estimated $40 billion spent on retail services each year, it is extraordinarily challenging to estimate how much is spent within each segment of the market. However, we have gathered information from a broad range of sources and have compiled the following estimates: Fall 2008 Lincoln International We have taken a crack at estimating the size of each market segment. RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY ESTIMATED ANNUAL REVENUE U.S. RETAIL SERVICES INDUSTRY $40 BILLION Mystery Shopping $1 billion Security Services $2 billion Other Retail Services $9 billion Loyalty $2 billion The design, build & installation segment is the largest in the retail services industry. Warranty $4 billion In-Store Marketing Services $4 billion Retail-Related General Contracting & Building Services Retail Media $2 billion $15 billion Sampling Design, Build & Installation $19 billion $2 billion Wholesaler Merchandising Svcs Sales, Marketing & Merchandising Services $8 billion $4 billion SMMAs $4 billion Design $2 billion Installation $2 billion Source: Lincoln International, NARMS, Retail Construction, DDI, Promo, Press, MSPA Convergence is taking place between many of the key retail services segments. Apart from the scarcity of publicly-available data, there is another problem that we confronted when compiling these estimates. There can often be significant overlap between the various segments. For instance, SMMAs provide some of the same services that ISMCs offer. Some design firms also have general contracting or installation sales. As we will discuss later in this report, we believe that convergence will be a key trend in the retail services industry in coming years. Since this convergence is already underway, there are often blurred lines between each segment that make accurate revenue estimates difficult. With the overall market defined, we will now turn our focus to the trends that are driving the industry as a whole. To do so effectively, our starting point must be the health of the overall retail industry and the outlook for consumer spending. Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY Fall 2008 Which Way Retail? “You continue to have this dichotomy showing up...a recession looming, and then, flying in the face of that, you have consumers who continue to consume...” David Doll, CEO, Kanaly Trust Co. in the Wall Street Journal, November 2007 Wall Street pundits, television news anchors and the local mechanic all have strong and indisputable opinions on the direction of the economy these days. The housing market is melting down; groceries keep getting more expensive; gas prices are near all-time highs; health care costs are soaring. The average consumer is working more to make less and, at the same time, is spending too much. One would expect that these factors would push consumer spending into hibernation. Despite certain weakening, the consumer has continued to spend more than we would have expected. As the graph on the right illustrates, while the pace of growth has moderated, the overall level of monthly retail sales has grown significantly (and consistently) since 1992. Despite a flattening that took place during the short recession of the early 2000s, the long-term trend has been positive throughout the period. This growth was driven by a number of factors: strong employment levels; growing wages; modest inflation; low interest rates; broad credit availability; rising home prices and declining levels of personal savings. The consensus seems to be that the sky is falling on retail... ...but we’re still seeing some growth out there. U.S. MONTHLY RETAIL SALES (Excluding Auto & Auto Parts) ($ in Billions) $300 Fifteen Year CAGR = 5.6% 250 200 150 100 50 0 '93 '94 '95 '96 '97 '98 '99 '00 '01 '02 '03 '04 '05 '06 '07 '08 Source: Census Bureau Clearly many of these indicators have shifted in the past twelve months and the economy has weakened significantly. Consumer confidence has been in decline; the Federal Reserve has cut interest rates to stimulate growth; the decline in housing prices and rising inflation levels are pinching consumer spending. These factors are having a real impact on retail sales. However, as the graph on the right illustrates, the yearly rate of growth in monthly retail sales has actually reamined quite close to the 15 year average. The most recent data available, September 2008, saw growth of 3.8 percent over 2007, less than the average growth rate of 5.5 percent over the 15 year period. U.S. MONTHLY RETAIL SALES GROWTH (Year-Over-Year, Excluding Auto & Auto Parts) 12% 9% 6% 3% Average = 5.5% 0% '93 '94 '95 '96 '97 '98 '99 '00 '01 '02 '03 '04 '05 '06 '07 '08 Fall 2008 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY The average monthly retail sales increase year-to-date in 2008 has been 5.1 percent, exceeding the 3.9 percent seen in 2007. Now, we do believe that these statistics are somewhat misleading. Given that these figures are nominal, as opposed to real, they do not reflect an annual inflation rate that has now reached 5.6%. Adjusted for inflation, retail sales are not as robust as these figures indicate. MONTHLY COMP STORE SALES GROWTH 10% Average = 3.1% 6% 2% -2% -6% -10% 2004 2005 2006 2007 2008 Comp store sales, which reflect the sales performance of stores that have been open for at least one year, have trended downwards more dramatically. After a lengthy period of strong performance, the graph on the left reflects that the overall bias for retail comps have been downward since 2004. April of 2007 was a particularly bad month, with our measure of overall comps declining from an increase of 8.7 percent in March to a decline of nearly 5.1 percent. Comps have been relatively soft since that time with a continued downward bias. Comp store sales declined by 4.3 percent in September, well below the 57 month average increase of 3.1 percent. The Christmas season is a key driver of retail results in While Christmas any given year. Growth during the 2007 Christmas season was not as robust 2007 wasn’t a as it had been in previous years, but it also was not as catastrophically weak blockbuster, it wasn’t as many analysts had expected. Upscale department stores continued to a catastrophe either. show strength as the credit crunch deferred its impact on higher-income households. Consumer electronics also performed well as a retail category as consumers hit the stores for flat panel televisions, RETAIL STOCK PRICE PERFORMANCE iPods and other popular products. Apparel and other Retailers vs. S&P 500 specialty retailers reported more mixed results. The LTM Ended October 16, 2008 125 outlook for the 2008 season is much more mixed. 100 75 50 Oct Nov Dec Jan Feb Mar Apr May Jun Jul Aug Sep Oct S&P 500 The stock market has recognized the mixed results that retailers have been posting over the past year. Wall Street is concerned about the strength of the consumer and the near-term prospects for retailers. Accordingly, investors have driven retail stocks downward alongside the broader index. As the graph on the left illustrates, the S&P Retailing Index has fallen in line with the S&P 500. It is important to note, however, that retail stocks had actually been underperforming the broader market indices prior to this recent downturn. Notable S&P Retailing Index Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY Fall 2008 retail stocks that have performed well over the past year include Finish Line (up 72%), Longs Drug Stores (up 36%), Children’s Place (up 15%) and Aeropostale (up 15%). The weakest performers have included Circuit City (down 96%), Bon-Ton Stores (down 89%) and Office Depot (down 85%). Given the recent correction in the markets, only five of the 100 retailers that Lincoln tracks have seen their stock prices increase over the past twelve months. While retail valuations held up surprisingly well through the summer, they weakened meaningfully over the past two months. As seen in the table below, as of October 16th, 2008, the retailers in our composite were trading at a median enterprise value / LTM EBITDA multiple of 5.3x. The group had been trading at 7.3x at the beginning of September. We feel that retail valuations are surprisingly robust given the state of the economy. Selected Retail Trading Metrics and Valuation Data Company LTM % Price Change Price as % of 52Wk High Enterprise Value / Rev EBITDA EBIT High Low 71.7% (95.6%) 92.6% 4.2% 2.41x 0.02x 23.8x NM 171.7x NM Mean Median (43.4%) (47.9%) 46.2% 45.3% 0.47x 0.36x 5.5x 5.3x 8.4x 7.1x With Wall Street analysts and other retail market observers increasingly skeptical about the near-term retail outlook, many retailers are concerned Capital spending about mounting evidence of a consumer pull-back. Retailers such as Wallevels have started Mart, Walgreens, Starbucks, Chico’s and Wet Seal have announced plans to trend downwards. curtail the pace of store openings in light of weaker operating results and a soft economy. Retail capital expenditure trends seem CAPITAL EXPENDITURES FOR to be supporting this increased caution. For instance, 50 TOP U.S. RETAILERS (Trailing Twelve Month Data, $ in Billions) the Lincoln team tracks the capital investment patterns 50 of fifty of the nation’s largest retailers on a quarterly basis. The pace of capital investment over the past 40 several month seems to indicate that we are entering another downturn. The graph on the right shows the 30 general trend in capital expenditures dating back to 1997. The data reflects the fact that there was a major 20 surge in investment in the late 1990s leading into the new decade. Following the downturn during the last 10 recession, investment resumed its climb. The most recent quarterly data, which includes trailing twelve 0 month capital spending through July 2008, reflects '97 '98 '99 '00 '01 '02 '03 '04 '05 '06 '07 the first sequential declines since early 2003 (including Source: SEC Documents Wal-Mart). Since retail construction projects tend to Excluding Wal-Mart Wal-Mart Fall 2008 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY to '08 be relatively long-term in nature, we would expect to see a lag effect and weakness to persist into 2009. PROJECTED U.S. RETAIL SALES ($ in Billions) $3,500 3,100 2,700 $2,672 $2,752 $2,829 $2,898 2,300 1,900 1,500 2008 2009 Source: Euromonitor International 2010 2011 No one can dispute that there is a great deal of uncertainty in the overall retail industry at this point. However, most analysts and observers would agree that the medium and long-term outlook remains positive. The U.S. is a nation of consumers. Declining home prices and tighter credit availability may pinch demand in the short-term, but the consumerism that characterizes our society will not fade away. Despite being an increasingly mature industry, it is reasonable to expect that the industry should grow at a slight premium to GDP in the coming years. The graph on the left reflects historical and projected U.S. retail industry sales estimates that were compiled by Euromonitor International. Why are Retail Services Important? “One of the greatest values that a retail service provider can bring to a client’s program is the ability to offer a single pointof-contact and a dedicated, nationwide team that understands the challenges and unique dynamics associated with executing change at the store level. Equally important is the ability to bring expertise and best practices to the client’s program, resulting in greater efficiencies and speed-to-market...” Rick Davis, Founder & CEO, DAVACO, 2008 The retail environment is in flux... The current retail environment is, in many respects, in transition. The economy is shifting from a period of strong and sustained growth to a period of uncertainty. New retail concepts are rising while others are falling into decline. Real estate strategies that have driven growth over the past decade are becoming more mature, creating new opportunities for creative developers. The drive towards standardization in retail that characterized the ‘big box’ era is being displaced by a move towards differentiation and a more customized shopping experience. ...but change means In our view, regardless of whether it is positive or negative for the retailers opportunity for retail themselves, change always creates opportunities for retail services services companies. companies. When times are good for retail, services companies benefit 10 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY Fall 2008 from that growth. When times are not as good, services companies are called upon by their clients to help streamline cost structures, to enhance efficiency and to redesign the stores to attract more shoppers. Unlike the retail industry overall, we would argue that the retail services industry is much less vulnerable to the vagaries of the economic cycle. Being more specific, we believe that retail services companies are important to their retail and CPG clients for several reasons: Efficiency: As discussed, the consumer and retail market in the U.S. is increasingly mature. Given the sheer scale of the industry, we should not be surprised that the expected rates of growth in the future will approximate overall GDP growth. Now, that is not meant to imply that there are not pockets of much higher growth throughout the industry. The beauty of the U.S. retail market is that exciting new store concepts can grow from one location to several hundred in a short period of time. The service providers who count them as clients will benefit accordingly. Overall, however, many of the nation’s largest retailers have started to forecast lower rates of growth. In a dynamic marketplace, a new store concept can grow from zero to several hundred stores in short order. How do these retailers address shareholder demands for earnings growth when the expansion of their store base is starting to slow? The answer is greater efficiency. Retailers recognize that increased efficiency throughout their organizations will be the key to their long-term profitability in a slower-growth environment. Wal-Mart became the largest retailer in the world through an aggressive growth strategy, but it became the best retailer in the world (arguably) because of their unparalleled focus on operating efficiency. From store design and construction to merchandising and inventory management, Wal-Mart has proven that significant value can be generated through supply chain optimization and an institutional focus on direct and indirect costs. We believe that retailers (large and small) have been learning the lessons of Wal-Mart and have made significant progress in improving the efficiency of their operations. The graphs below, which illustrate the improvement in inventory turnover and gross margins over the past fifteen years, support this assertion. Increasing inventory turns and gross margins reflect greater operating efficiency. Fall 2008 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY 11 AVERAGE INVENTORY TURNS AVERAGE GROSS MARGINS (Fifty Leading U.S. Retailers) 8.0x (Fifty Leading U.S. Retailers) 40% 35 6.0 30 4.0 25 2.0 '93 '94 '95 '96 '97 '98 '99 '00 '01 '02 '03 '04 '05 '06 '07 Source: SEC Documents Retail services companies have an important role to play as retailers grow more efficient. 20 '93 '94 '95 '96 '97 '98 '99 '00 '01 '02 '03 '04 '05 '06 '07 Source: SEC Documents Retail services companies have had an important role to play in this drive towards more efficient retail operations. They design and build stores that allow for optimal merchandise placement, storage and transaction processing. They refurbish stores to enhance consumer appeal and execute roll-outs of interesting new concepts (i.e. Vera Wang departments at Kohl’s). They design and install the IT and telecom systems that enhance communication capabilities throughout a retail chain. They help retailers (and the CPG companies) stock shelves, replenish out-of-stock items and manage inventory more efficiently. They utilize their market knowledge to ensure that the product mix at a given store is optimized for the unique demands of the local community. They design and implement creative promotional programs that boost product lift. All of these services, and countless others, have allowed retailers to market their products with a greater deal of efficiency than ever before. “Every retailer wants to be unique...” Brand Manager at a Leading Consumer Products Company Differentiation: The U.S. retail industry has experienced unparalleled growth and change over the past twenty years. In our view, the dynamism in the industry during this period has been driven by two primary developments. Wal-Mart was gamechanging in many ways. 12 The first has been the emergence of Wal-Mart as the world’s largest retailer. In 1993, Wal-Mart had 1,983 stores and 183 million square feet under roof. By January 2007, the store count had expanded to nearly Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY Fall 2008 6,800 stores and 807 million square feet. Wal-Mart has driven change throughout the retail industry. Retailers, large and small, have felt enormous pressure from Bentonville and have made every effort to cope. In an effort to match Wal-Mart’s low prices, retailers have pressured vendors and taken steps to make their supply chain more efficient. They have also attempted to standardize their store operations, from inventory management to the ‘look and feel’ of their real estate, to improve margins. A second trend that has changed the look of the U.S. retail industry has been the proliferation of ‘big-box’ retail concepts. Best Buy, Staples, Home Depot, Costco and other retailers grew from a handful of locations in the early 1990s to thousands of stores today. These retailers adopted many of Wal-Mart’s most successful strategies and sought to dominate their specific categories. The result, once again, was the development of a highly efficient and standardized store base. We believe that retail has entered a new era. The big-box stores are facing three serious crises simultaneously. First, the economy is hitting a soft patch and consumer spending is waning. Second, their store base has grown to such an extent that new locations are beginning to cannibalize existing stores – most of the good real estate is now gone. Third, and perhaps most importantly, the consumer is simply getting bored. While the standardized look and feel of the stores may be efficient from an operational perspective, it is no longer appealing to a consumer who has a myriad of other shopping choices and fewer dollars to spend. The only way for retailers, big-box or otherwise, to address these crises is to develop and execute a plan to differentiate the nature of the shopping experience and to excite the consumer once again. Differentiation is also an increasingly important strategic priority for the CPG companies who rely on retailers to distribute their products. The proliferation of new brands and brand extensions has led to crowded retail shelves. While the data is not recent, the table on the right is an interesting reflection of the problem that consumer brands are currently facing. Where there was once ten brands of potato chips on the store shelves, there are now 78. Where there was once 160 brands of breakfast cereal, there are now 340. The emergence of private label brands has only exacerbated the increased competition facing the CPG companies. Additionally, the fragmentation of traditional media has made it difficult to implement advertising strategies and to build brand awareness. The big box retailers sought to emulate Wal-Mart’s focus on efficiency and standardization. The problem is that the consumer has gotten bored. U.S. Consumer Choices Product Category Vehicle Styles Potato Chips Cereals Radio Stations Amusement Parks 1970 2000 654 10 1,212 78 160 340 7,038 12,358 362 1,174 Source: POPAI Fall 2008 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY 13 Consider that in 1995, it took three television stations to reach 80 percent of women in the U.S. In 2000, it took 97 spots to reach the same group. Accordingly, like the retailers themselves, CPG brand managers and marketing executives are struggling to differentiate their products from a seemingly limitless number of competitive offerings. Retailers and brand managers are turning to retail services companies to help them stand out from the pack. ‘Boots on the ground’ allow many retail services companies to have a better understanding of the local markets than their clients. Retail services companies play a vital role in allowing retailers and CPG brand managers to stand out from the competition. Design firms such as Callison and Gensler work closely with retailers to create visually appealing stores that capture the attention and loyalty of fickle shoppers. SMMAs such as Acosta and Advantage work closely with CPG brand managers to ensure that their products are positioned on the best retail shelf space, making it significantly more likely that a consumer will purchase their product. ISMCs such as PromoWorks and Mass Connections work with CPGs and retailers to develop and execute creative promotional campaigns and marketing events that engage the consumer in dialog and facilitate increased product lift. All of these services are important components of the differentiation strategy that is essential to the longterm success of today’s retailers and consumer brands. Local Market Knowledge: An interesting paradox is emerging in the retail industry. In the pursuit of growth, local retailers are going regional; regional retailers are going national; and national retailers are looking overseas as they develop a global presence. As they do so, however, many retailers have recognized that they are straying from the fundamental factor that made them successful in the first place – an understanding of their core customer. As discussed, consumers are facing more choices than ever before and are increasingly difficult to reach. While there are clear operating benefits to standardizing the store base and merchandising mix on a regional, national or global basis, the fact is that customers in Chicago have different interests and priorities than customers in New Orleans or Los Angeles. This issue is becoming even more important as the ethnic make-up of the U.S. consumer market continues to evolve. “We have to shift our focus from products to customers and redefine our value proposition...” Brad Anderson, CEO, Best Buy 14 Source: Fortune Magazine Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY Fall 2008 Despite some controversy, the Best Buy ‘customer centricity’ initiative that was launched in 2004 reflected the importance of this issue. Best Buy had determined that the ‘one-size-fits-all’ approach that it had pursued for many years was no longer appropriate given evolving consumer needs. Accordingly, they developed a complex model to determine who (and where) their most profitable customers were. Having identified those ‘angels’ and where they were, the goal was to personalize the shopping experience in specific stores through changes in merchandising, service and infrastructure. While this effort suffered from a number of executionrelated issues, we believe that the Best Buy example reflects a broader trend that is taking place throughout the retail industry. Best Buy has been very progressive in terms of ‘customizing’ the shopping experience. Retailers and CPG companies recognize that many retail services firms have a better understanding of local market dynamics and niche customers than they do. Given that they have thousands of employees merchandising products in stores throughout the nation, SMMAs are keenly aware of how specific products are received by consumers in one geographic market versus another. ISMCs have the knowledge and people in place to cater specific promotional programs to be most effective in any given neighborhood. As retailers have grown, many have lost the ability to provide that personalized experience. CPGs may have had the knowledge, but generally lacked the ability to execute given their reliance on the retailers. The understanding of which products are best received in specific communities is one of the most powerful assets that retail services companies possess. Retail services companies are wellpositioned to help brand managers and retailers drive demand in local markets. “The new economy requires CPG companies to think outside the box...Industry dynamics are ensuring that CPG companies are becoming more open to new ways of leveraging targeted collaboration to create value in this environment. They are redefining relationships with their suppliers, customers as well as consumers. Improving margins is also not easy at a time when commodity prices are soaring and powerful retailers are driving hard bargains...” PricewaterhouseCoopers, Consumer Products Barometer, January 2007 Knoop, Lal and Tarsis. “Best Buy Co., Inc.: Customer Centricity.” Harvard Business School. October 16, 2006. Many analysts would argue that the captive retail stores of leading brands (i.e. Apple, Sony Style) are an attempt on the part of the branded consumer products companies to regain control of the shopping experience and to enhance their knowledge of the customer base. Fall 2008 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY 15 Intermediary Role: The balance of power between retailers and the CPG companies is constantly shifting. Whereas brand was once king, the consolidation that has taken place in the retail industry (and the growth of behemoths such as Wal-Mart) has shifted this balance firmly in the favor of the retailers. This development has been a key growth driver for many of the nation’s largest retail services companies. Brand managers are under enormous pressure from the retailers to ensure that their products fly off the shelves. A proliferation of brands, when combined with an increasingly concentrated retail industry, has placed CPG companies in a difficult position. First, getting access to the shelves can be challenging. Emerging or niche brands, in particular, typically lack the resources, awareness and relationships needed to gain access to the large national retailers. Second, retailers are more vigilant than ever before in terms of SKU performance metrics. If a new or existing product is not performing, it will be replaced on the shelves by a competing brand in short order. Accordingly, more pressure is being placed on brand managers to ensure that product lift is maximized. Retail services companies play an important role as the intermediary that bridges the gap between the retailers and the CPG companies to address these issues. Retailers support the use of SMMAs and other merchandising service companies for several reasons. First, retailers want an intermediary because they would rather have a relationship with one firm than have to manage relationships with thousands of brands. SMMAs serve as a valuable buffer and retailers rely on them to identify and represent the brands that are ‘most likely to succeed’ in their stores. Second, retailers want an intermediary because they have the skills and people necessary to maximize lift more effectively than the brands themselves. Finally, SMMAs and other intermediaries can provide consistent and reliable merchandising services on a national or regional basis, and most brands are unable to do so themselves. Retail has always been a seasonal and cyclical business. Mitigate the Impact of Cyclicality and Seasonality: Retail has always been a cyclical and seasonal industry. Overall levels of retail sales typically rise and fall in direct correlation with the broader economy and the Christmas Season can account for as much as 40 percent of total annual sales (depending on the retail category). While the economic cycle will never disappear and the Holidays will always be key to the success of any given year, it is our view that retail services companies help retailers offset some of the negative impact. For instance, 16 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY Fall 2008 SMMAs and ISMCs work closely with brands and the retailers to ensure that the right inventory is in the store at the right time of the year and that products are promoted in an appropriate manner. Given the cost of excess inventory in terms of carrying cost and discounting, optimizing this mix is essential depending on the economic environment and the season. Retailers never want to be caught with too much inventory in a weakening economy or the wrong inventory during the Holiday season. Additionally, retail services companies provide services to the CPGs and retailers that they would otherwise need to perform themselves. Shelf stocking, out-of-stock replenishment and other merchandising services are time and people-intensive and outsourcing these services provide CPGs and retailers with more variable cost structures. Even design firms provide greater flexibility for retailers. The alternative to hiring a design firm would be to increase the investment in the in-house store design and construction team, a costly undertaking in a weakening retail environment. Similar to other outsourcing initiatives, retail services companies allow retailers and CPGs to maintain more flexible cost structures, to better manage seasonal and cyclical swings in their business, and to focus on their core competency – selling appealing merchandise to their customers. “We’re becoming more focused on matching up quantitative data with our marketing and merchandising activities...” Marketing Executive, Large CPG Company Technology and Performance Measurement: Retailers have historically been criticized by analysts and industry observers for being far too slow to adopt new technologies. While this argument was convincing several years ago, we would argue that retailers have become much more savvy in this regard and that their performance has benefitted accordingly. Regardless of the functional area – from supply chain management to planograms to store security – technology has become an essential component of a retailer’s success. Perhaps the most important aspect of technology has been the increasing ability of retailers, CPGs and retail services companies to gather, analyze and interpret massive amounts of sales data. Experienced veterans of the retail industry were once widely respected for their seemingly innate ability to judge consumer preferences and purchasing habits. This judgment has been replaced by cold, hard data sets and technology has enabled that shift to take place. The result is significantly greater visibility into every aspect of a retailer’s operations, leading to much better decision-making capabilities. CPGs have also Fall 2008 Lincoln International Retail services companies provide their clients with the ‘flex’ needed to mitigate cyclical and seasonal concerns. Retailers have become much more proactive in terms of adopting new technologies. RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY 17 benefited from this information revolution and make use of this data as they develop and execute their marketing plans. Technology has become a much more important component of the SMMA business strategy. Retail services companies have been essential to this evolution. SMMAs, having armies of employees deployed in retail stores throughout the nation on a daily basis, have always been well-positioned to gather and make use of this data. Dedicated market research firms, such as ACNielsen and IRI, have become leaders in this field and make use of extraordinarily sophisticated technology to identify trends in consumer demand. Retail services companies have also played a role on a more basic level. For instance, companies such as CrossCom National design, install and maintain the IT and telecom systems that allow retail stores to communicate with headquarters. Design firms such as Callison make use of sophisticated architectural applications that allow them to work in a highly integrated manner with their clients. Retail media networks design and deploy visually-appealing media messages that catch the eye of the consumer in the store and compel follow-on purchases. As technology continues to redefine the way that retailers conduct business, retail services firms will be on the front lines. Retail services will become even more important as the retail industry matures. We recognize that the points detailed above are only the beginning. Behind the scenes, retail services companies enhance the quality of the shopping experience and positively impact store-level performance in many more ways. However, we are hopeful that this discussion highlights one important fact: As the retail industry matures, retailers and CPGs will increasingly turn to outsourcing to enhance their profitability and capital efficiency. We believe that this trend will lead to significant growth opportunities for retail services companies in the years ahead. 18 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY Fall 2008 Sales, Marketing & Merchandising Services The Basics “No other marketing activity generates greater sales return than timely merchandising support...” Brand Marketing, 2007 Most shoppers never consider how their favorite frozen food or hair care product is made or how those goods get to retail shelves. Sales, marketing and merchandising agencies constitute one of the largest segments of the retail services industry. These organizations play a vital, yet often overlooked, role in the retail supply chain by bridging the gap between retailers and the CPG companies. SMMAs not only ensure that products reach store shelves, but also provide a range of outsourced solutions for the retailers and CPGs. Moreover, they provide a means for retailers to align their merchandising strategies and plans with those of the brand managers. As you can imagine, the SMMAs have thousands of employees serving a broad range of functions. Some of them maintain offices at the headquarters of the nation’s largest retailers to facilitate seamless communications on behalf of their CPG clients. Others spend their days setting up POP displays and stocking shelves at the local grocery store to ensure that their clients’ most popular products are always readily available and are well-positioned on the shelves. SMMAs provide a range of outsourced services to CPG companies and retailers. SMMA services fall within two categories, commonly referred to as “headquarter” and “retail” services. Headquarter services include all efforts required to represent brands to retailers, including business development and sales planning efforts; assisting with the development, review and execution of marketing plans; and the development of relationships with key contacts within retail organizations. These services tend to be much more high-level and strategic in nature. Retail services, on the other hand, are more tactical in nature. These services directly support sales efforts at the retail location and include the implementation of product promotions; installation and maintenance of POP displays; product cut-ins and resets; category management activities such as planogram design and implementation; and ensuring that products are available and positioned appropriately on store shelves. Retail services are the ‘nuts and bolts’ execution activities that CPG brand managers and retailers rely on to be successful on a daily basis. SMMA services fall into two primary categories: headquarter and retail. Fall 2008 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY 19 “MSOs can do a much better job selling and managing the product at the shelf than we could... and at a much lower cost...” Consumer Packaged Goods Executive, 2007 Evidence suggests that SMMAs are very effective at retail selling and support services. They can develop regional and local sales plans, implement new product introductions and promotional campaigns and provide a regional point of contact for local retail management and buyers. These organizations provide for the quick replenishment of out-of- stock merchandise (a major concern for the industry), the implementation and execution of blitz campaigns on a regional level, and other retail sellthrough activities. SMMAs allow retailers and CPGs to focus on their core competencies. EXPECTED CPG SALES REPRESENTED BY SMMAs ($ in Billions) $250 $213 $194 200 $176 $153 150 $133 $116 100 50 0 2005 2006 2007 Source: ASMC Foundation Wall Street’s intense focus on retail metrics is driving demand for retail services. 2008 2010 What has been driving the increasing demand for SMMA services? Wall Street continues to pressure retailers and CPG companies to increase earnings despite a growing list of challenges. Consumer spending is softening and there is intense competition among brands for the consumer’s attention and ‘wallet-share’. These factors, combined with significantly higher raw material prices and employee costs, have increased pressure on retailers and CPG companies to streamline operations and deploy capital and resources in the most efficient manner possible. 20 2009 Currently, a majority of retailers and CPG companies outsource some or all of their merchandising services to third-party service providers. According to data from the ASMC Foundation, these SMMAs currently represent 67 percent of all CPG brands and cover 63 percent of retail customers. A recent study, conducted by the Institute for Customer Management and the Center for Business and Industrial Marketing of Georgia State University, found that 60 percent of CPG companies outsource 80 percent of their brands to SMMAs. As the graph on the left reflects, the outsourcing of sales and marketing duties by CPG companies is projected to grow by 15 percent per annum through the end of 2008 and 10 percent thereafter. This growth reinforces our perspective that the prospects for the SMMA industry continue to be positive. Donthu, Gruen, Kasi, Kesel, Parvatiyar. “Value of Outsourcing Sales & Marketing.” ASMC Foundation. 2006. Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY Fall 2008 “Utilizing a third party allows the supplier to focus on managing the brand, which is the main focus...” Retail Executive, 2007 To do so, retailers and CPG companies have been working to reevaluate their business strategies and identify their core competencies. In the case of the CPGs, brand managers and marketing executives have recognized that their time and resources are best spent by focusing on product development and innovation. As a consequence, many have decided that sales and merchandising functions can often be executed more efficiently by third parties on an outsourced basis. Not only can this decision result in substantial cost savings, but it can also increase the overall success of the merchandising and marketing strategy. Retailers and brand managers have been very thoughtful about identifying their ‘core competencies’. “It depends on the retailer as to which MSO is selected...” Consumer Packaged Goods Executive, 2007 Retailers across the country also face the daunting task of differentiating themselves in an intensely competitive environment. The execution of an effective merchandising strategy is an essential driver of their success. Accordingly, retailers have a ‘hands-on’ role to play when a CPG is deciding to work with an SMMA. As the preceding quote reflects, the retailer often has the ability to influence (or dictate) the decision-making process based on their preference and past experience with specific SMMAs. Even though the CPG may be paying the bill, it is the retailer who stands to gain (or lose) most directly from the performance (or underperformance) of an SMMA. Retailers must ensure that products that are in high demand are placed on shelves quickly and that an appropriate stock is maintained at all times. Too much inventory is just as bad as too little given that real estate on the shelf is a retailer’s most valuable asset. The importance of speed-to-shelf solutions and out-of-stock prevention has elevated the impact that SMMAs have on store-level performance. Additionally, in many cases the SMMAs are assuming responsibilities that store staff would have to perform themselves. Retailers rely on the SMMAs to outsource these functions and to leverage their merchandising management expertise to drive sell-through initiatives and leave store employees to do what they do best – tend to the customer. While it can be difficult to quantify based on publicly available information, the argument has been made that SMMAs can perform sales and marketing tasks at a cost that is as much as 30 percent lower than in-house sales teams. According to the survey sponsored by the ASMC Foundation, the cost savings to CPG companies of outsourcing sales and marketing functions Fall 2008 Lincoln International SMMAs can perform some tasks at a cost that is 30% lower than in-house teams. RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY 21 versus direct sales exceeds $4 billion annually. Additionally, a cost savings of $3 billion could be achieved with the outsourcing of the remaining 46 percent of sales activity. Even brands that maintain in-house teams often turn to SMMAs for selected services. Given the data, it is not surprising that most retailers and CPG companies use an SMMA to handle part or all of their merchandising and category management services. While top tier brands, such as P&G, typically maintain headquarter sales operations in-house, most smaller to mid-sized CPG companies take advantage of SMMAs’ portfolio of services. Unlike their smaller competitors, the top tier brands typically have the awareness, relationships, expertise and resources necessary to support direct store sales efforts. Brand managers at the larger companies believe that direct contact with the retailers is beneficial to the long-term success of their business. Many argue that the headquarter sales function is better dealt with in-house utilizing resources and knowledge of other groups within the organization. Maintaining this function in-house can also lead to more accurate forecasting and strategic planning at the brand level. However, even in situations where major account management duties are handled in-house, it is not uncommon for top brands to utilize SMMAs for regional roll-outs or specific niche targeted initiatives. Market Structure – “Top Heavy” As discussed, the retail industry has undergone dramatic changes over the last decade. As competition has increased and consumer preferences have shifted, many retailers found themselves in a desperate battle to remain profitable. The result has been a wave of consolidation and increased concentration among the nation’s top retailers. Consequently, CPGs and service providers who relied on the retail channel also needed to consolidate in order to remain competitive. Retail consolidation has driven M&A at the brand level as well. 22 In the mid-1990s, consolidation efforts within the supermarket industry and the rise of powerful mass merchandisers such as Wal-Mart spawned a wave of mergers among CPG companies in order to maintain their leverage and compete on a national basis. Whereas the top five supermarket chains controlled only 20 percent of total industry sales in the early 1990s, by the end of the decade the top five controlled more than 40 percent of all grocery sales. As larger retailers swallowed up smaller regional ones, CPG manufacturers needed to adapt to the changing balance of power by adopting an acquisition growth strategy of their own. With consolidation taking place on both sides of them, SMMAs had no choice but to follow Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY Fall 2008 SMMAs have expanded to retain their competitive position. suit and gain scale. Accordingly, ten years ago the SMMA landscape consisted of more than 2,500 competitors. Today, there are fewer than 500 independent firms still in existence. As reflected in the graph on the right, the SMMA industry is led by a small number of large national players, followed by a highly fragmented group of regional firms with more specialized merchandising expertise. The three largest competitors in the industry are Acosta Inc., Advantage Sales and Marketing and CROSSMARK. In step with retailers and CPG companies, these three organizations have grown substantially since the late 1990s. While organic growth has been an important driver, these competitors also acquired many smaller service providers along the way. Today, these three companies maintain an estimated 60 percent market share of domestic merchandising services. We do believe, however, that opportunities will continue to be available to mid- and small-sized SMMAs that continue to innovate. ESTIMATED SMMA MARKET SHARE (Assumes $4.0 Billion Market Size, Does Not reflect Wholesalers) Acosta 23% Other 39% Advantage Sales & Marketing 23% CROSSMARK 15% Source: Lincoln International estimates “Sometimes it’s better to be a big fish in a small pond when it comes to selecting an MSO...” Consumer Packaged Goods Executive, 2007 Despite the obvious benefits to the retailers and CPG companies that deal with large national SMMA organizations, the current industry structure has some unfortunate consequences. The current model favors those CPG companies with category-leading brands. Conflict of interest concerns are of paramount importance to manufacturers and, as a result, prevent national SMMAs from acquiring accounts with direct competitors. From this, there stems an under-representation of non-top three brands in each category. Unfortunately, this does not bode well for smaller regional consumer brands because they are unable to garner the attention that they would like to receive from national SMMAs. Moreover, it becomes quite difficult for CPG companies to switch SMMAs because only a few have enough scale and capabilities to serve their needs and, in all likelihood, the other SMMAs are already dealing with a competitor. Smaller brands have a difficult time getting representation from the larger SMMAs. Advantage Sales & Marketing website Fall 2008 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY 23 Drivers of Competition Given this background and overview of market structure, it is important to understand the competitive advantages that determine market positioning and profitability in the SMMA industry. Retailers are getting bigger; brands are getting bigger; SMMAs need to do the same to succeed. Scale: This issue has been touched upon already, but has driven a great deal of M&A activity in this industry in recent years. Retailers have gotten larger, compelling CPGs to grow in response. Given that SMMAs sit between the two parties, consolidation in this market was inevitable. While this is a people-intensive business that does not benefit from economies of scale in a classic sense, scale has certainly benefited the largest players. The large CPGs and retailers are more comfortable dealing with a small number of large service providers than they are dealing with a large number of small providers. This has been a key success driver for the ‘big three’ SMMAs. “Regional MSOs have built strong [retail] relationships in their market, and we recognize that...” Consumer Packaged Goods Executive, 2007 Brand managers and retailers are looking for SMMAs with a large national and international footprint. Geographic Footprint: Local retailers are becoming regional; regional retailers are becoming national; and national retailers are going global. Accordingly, CPGs tend to prefer SMMAs that have the ability to provide service across a broad geographic area while maintaining exceptional knowledge of local markets. While each of the key players in the industry now have national coverage, we believe that they will increasingly look to expand overseas alongside the retailers. Smaller players that lack a broad geographic footprint can find themselves at a competitive disadvantage. Strength and Depth of Retailer Relationships: The strength and depth of relationships with retailers is one of the most important determinants of success in this industry. In many respects, CPG companies are relying upon their SMMA to manage critical aspects of their retail relationships. To successfully represent the CPG brands, the SMMA needs to be fully integrated into the retailers on a sales and an operational level. Many of the larger SMMAs actually maintain staff on-site at the headquarters of the larger retailers to maintain these relationships. Successful SMMAs also develop and maintain strong working relationships between their retail sales and support teams and store-level management. Given the amount of time that the SMMAs’ employees spend working within the retail stores, having a solid working relationship with the retail staff at the store level is critical to their competitive position and success. 24 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY Fall 2008 Breadth of Services: While there is a difference of opinion on this point within the industry, we believe that a broad portfolio of service capabilities is an important driver of success. Some of the largest CPGs make use of the retail services capabilities but do not look to their SMMAs to provide headquarter functions. Conversely, many of the smaller CPGs need their SMMA to offer both. While clients may not select every service from the ‘menu’ that their SMMA provides, we believe that being able to provide the full-range of services is very important. Now, that being said, it is important to note that a number of smaller players in the industry have been successful in pursuing a ‘best-of-breed’ as opposed to a turnkey approach. These competitors would argue that you cannot be all things to all people. Retailers and brand managers are looking to work with SMMAs that offer a full suite of services. “[Poor] in-store implementation...is like an elephant in your stores. Nobody likes to admit it’s there, but it is absolutely stomping on your category and promotional plans...” Warren Dawson, Retail Tactics Reliability of Execution: As discussed, SMMAs divide their service offerings into two components – headquarter and retail services. One of the primary drivers of competition in the industry is the ability of an SMMA to manage and execute retail services on time and under-budget. The logistics involved in doing so can be extraordinarily complex, and retailers and CPG companies have zero tolerance for mistakes. Cut-ins that are not implemented on time or late or incomplete out-of-stock replenishments result in lost sales and sub-optimal shelf space utilization, both of which will not be tolerated by demanding retailers and brand managers. According to the Grocery Manufacturers Association, out-of-stock in certain categories can climb as high as 17 percent during promotions, costing retailers an average of $75,000 annually per store. The cost of poor display execution is also overwhelming. According to a recent NARMS / IRI study, display execution is the largest driver of incremental sales volume related to sale promotions. Displays can drive sales increases of 36 percent, versus price reductions (35%) and feature advertisements (28%). Despite these statistics, retailers are often unable to implement their display solutions strategies. In fact, more than 40 percent of POP display material is never used due to poor retail execution.10 Proven SMMA retail execution capabilities are a necessity to retain existing customers and to win new ones. If an SMMA is viewed as sub-par in this 10 Poor Execution = Lost Sales. Tenser, James. “CPGMatters: Implementation Group Aims at Elephant in the Store.” Retail Wire. November 19, 2007. Parks, Liz. “Retailers are Examining Key Customers’ Buying Habits...” Supermarket News. January 30, 2006. Rice, Jeff. Chief Communications Officer. CROSSMARK. Fall 2008 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY 25 regard, their competitive position will be seriously compromised. “MSOs hold a wealth of information about how your product is doing compared to the competition...” Consumer Packaged Goods Executive, 2007 SMMAs are ideally positioned to gather and interpret invaluable consumer data. Data Collection and Information Management: SMMAs have thousands of employees walking the aisles, stocking the shelves and executing merchandising strategies in retail stores each and every day. Their employees are on the front lines of retail selling and are well-positioned to gain invaluable insight into brand competition and consumer behavior. Retailers and CPG brand managers rely on their SMMAs to gather this information and to make it available to key marketing decision-makers. As one would expect, the successful deployment of information technology in the field has become a vital competitive differentiator for the nation’s leading SMMAs. The SMMAs who can best capture and disseminate the most extensive and relevant information to their retail and CPG clients will find themselves at a meaningful advantage versus their competition. Growth Opportunities Despite a tough retail environment, we believe that there are tremendous opportunities for growth. In an increasingly competitive retail environment, service providers must constantly be on the lookout for new opportunities in non-traditional channels and adjust their business models to take advantage of developing trends. We believe that the largest players in the industry are well-equipped to move forward in this changing retail landscape and that smaller and midsized SMMAs will target niche markets and specialized services as an avenue for growth. We have identified several interesting growth opportunities for SMMAs to consider. “Consumers increasingly trust retailers’ own offerings, and are more willing to switch from buying famous [national] brands to buying private label goods...” Matthew Adams, Datamonitor, 200711 Increased Focus on Private Label Brands: Perceptions of store branded merchandise continues to change. No longer thought of as inferior ‘knockoffs’ of major brands, private label goods have increased in both quality and popularity. A recent study by IBM’s strategic consulting unit found that three quarters of all consumers surveyed did not see any benefit to buying branded food products and that a majority of consumers felt that the quality 11 26 http://findarticles.com/p/articles/mi_hb3042/is_200604/ai_n20405643 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY Fall 2008 of private label products was the same as comparable brands.12 According to another study conducted by Datamonitor, U.S. consumers spent an estimated $108 billion on private label goods in 2005. Within three years, the domestic market is expected to grow to more than $130 billion.13 While private label goods have established a substantial foothold domestically, the level of market penetration is no where near the levels that are found in Europe. Last year in the U.S., private label sales accounted for 23 percent of food sales and seven percent of drink sales.14 In Europe, private label penetration is much higher than in the U.S. This is particularly the case in the U.K. where, in 2006, 37 percent of all CPGs sold were private label.15 These factors suggest that there is still enormous market potential for private label brands on U.S. retail shelves. Retailers that do not currently have store branded products in place are missing an opportunity to drive sales growth and profitability. On average, profit margins for private label goods are estimated to be 10 percent higher than those of branded products.16 The graph on the right, created by McKinsey & Co., reflects two scenarios for future private label growth: one in which private label share stabilizes; the other in which private label share continues to accelerate. The private label movement represents an enormous opportunity for SMMAs. PROJECTED PRIVATE LABEL DOLLAR SHARE (Value Potential) 30% 25% 20% 15% 24% $55B 16% We believe that the continued growth in private label 10% brands will provide a sizable opportunity for SMMAs 2004 2006 2008 2010 2012 2014 2016 Source: McKinsey & Co., 2007 in coming years. Retailers, many of whom are less Base Growth Scenario: Assumes we are at equilibrium familiar with the brand management process, have point in terms of private label share, and current retailer and category trends continue. No external shocks occur come to rely on SMMAs to provide the support and that could drive the industry further to value. expertise necessary to successfully develop and Aggressive Growth Scenario: Target, Costco and others implement a private label program. The largest continue to grow private label aggressively, and WalMart increased private label focus. Additional leading SMMAs, including Advantage and CROSSMARK, grocery retailers expand private label offerings, driving remaining grocers to pursue as well. Consumers currently offer a range of private label services to embrace private label brands, in step with retailer offerings. retailers who are introducing house brands. Other companies, such as Daymon Worldwide, are more focused and have developed a private label specialization. Specific services include identifying potential manufacturers, providing branding expertise and sales support. 12 13 14 15 16 Cordeiro, Anjali. “Private Labels Changing Dynamics of Food Industry.” Associated Press Financial Wire. July 17, 2007. “Datamonitor Predicts Private Label Progress.” Private Label Buyer. April 1, 2007. “Tomorrow’s Private Label Consumers.” Research & Markets. January 2007. Ibid. Source: Daymon Worldwide website Fall 2008 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY 27 “If we can come up with private label items that can bring something different, unique or new to a category, that allows us to be a better agent for our consumers...” Wal-Mart Executive, 200717 The largest SMMAs are building impressive private label credentials. As private label programs proliferate and penetration increases, we believe that smaller regional (and even local) retailers that are looking to differentiate themselves in a competitive environment will also launch programs. If this occurs, we believe that these retailers will turn to smaller and mid-sized SMMAs to provide the same level of private label support that the larger players do to the national retailers. Demand is increasing for more specialized SMMA services. Specialized Merchandising Services: In a drive towards differentiation, retailers are seeking to target attractive new market opportunities that, in turn, require more complex merchandising strategies. SMMAs must adapt if they are to strengthen their role within the value chain. For instance, the continuing move towards organic foods represents a sizable (and growing) opportunity for SMMAs. Additionally, the evolving demographic landscape in the U.S. will also change the nature of the retail industry and SMMAs need to position themselves accordingly. “Demand for organic food is growing immensely in the United States and is motivating the giants in the food industry to enter this lucrative market...Several multinationals are vying for strong positioning in this market by either offering new organic food products or by strategically acquiring or partnering with flourishing major organic brands...” Sneha Pasricha, Frost & Sullivan Analyst, 200718 The market for non-traditional food offerings such as organics continues to grow. The global organic food market is experiencing strong double-digit growth due to increased consumer awareness and a focus on health and wellness. By 2009, the global organic food market is projected to exceed $86 billion in annual sales. Domestically, we continue to see strong growth within the sector. A decade ago, the U.S. organic food market generated annual sales of only $3.6 billion. In 2004, 2005, and 2006, organic food sales were $11.9 billion, $13.8 billion and $16.9 billion, respectively. According to a study published by the Global Industry Analyst Inc., domestic sales of 17 18 28 Nimalya, Kumar and Jan-Benedict, E.M. Steenkemp. “Are Brands Dead?” Private Label Strategy. July 2007 – August 2007. “Roadmap of U.S. Organic Food Markets – An Industry Outlook.” Frost & Sullivan. September 2007. Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY Fall 2008 organic food and beverages are expected to reach $43 billion by 2010.19,20,21 We believe that this presents an enormous opportunity for SMMAs to target organic food producers as well as specialized retailers. U.S. NATURAL & ORGANIC FOOD SALES ($ in Billions) $50 40 The organic food category presents a unique merchandising challenge. First, with some clear 30 exceptions, the majority of organic foods are still produced by small, emerging companies as opposed 20 to the large, traditional brand managers. Most of these small companies lack retailer relationships, 10 merchandising and marketing resources. Conversely, retailers that are looking to expand their organic product 0 offerings often lack familiarity with these brands and 1998 2000 2002 2004 2006 2008 2010 are not experienced in the specialized merchandising Source: Nutrition Business Journal and CIBC World Markets requirements of the category. Accordingly, SMMAs with Natural Foods Organic Foods expertise and relationships in the organic sector can add significant value to both the brands and the retailers that they serve. As the category continues to grow, SMMAs with a focus on the sector stand to benefit. “Overlaying these changing demographic patterns will be an even greater shift to multiculturalism throughout the country. Retailers will need to respond to the tastes, customs, interests, and spending habits of an increasingly diverse population with money to spend...” PWC / TNS Retail Forward, 200722 The changing face of the U.S. population also represents an outstanding opportunity for SMMAs. When dealing with specific ethnic communities, CPG companies recognize that generic merchandising efforts are not as effective as more targeted strategies. As a result, these companies are turning to SMMAs who have the knowledge and capabilities needed to develop and execute these targeted programs. Companies that hope to garner additional sales from specific ethnic groups need to align themselves with knowledgeable SMMA partners to avoid pitfalls and maximize their merchandising return on investment. 19 20 21 22 SMMAs with a focus on ethnic merchandising can add substantial value. Gray, Steven. “Organic Food Goes Mass Market.” Wall Street Journal. May 4, 2006. “U.S. Organic Sales Show Substantial Growth.” Organic Trade Association. May 6, 2007. “Tough Road Ahead for Organics?” The Food Institute Report. July 30, 2007. “Retailing 2015: New Frontiers.” PricewaterhouseCoopers / TNS Retail Forward. 2007. Fall 2008 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY 29 GROWING HISPANIC POPULATION IN THE U.S. (% of Total Population) 100% 80% “The Asian consumer presents distinct and, in many cases, lucrative opportunities for marketers and advertisers in diverse product categories...” Cynthia Park, Managing Director, Kang & Lee23 For instance, we believe that SMMAs with a proven track record of success marketing to the Hispanic and Asian 40% communities will be in high demand in coming years. U.S. Census Bureau projections indicate a 50 percent 20% growth rate in the Hispanic population over the next 30 years. By 2010, it is expected that the U.S. population will include more than 47 million Hispanic Americans 0% 2000 2010 2020 2030 2040 2050 with over $1 trillion of purchasing power. Moreover, Source: Federation of American Scientists there are currently 15 million Asian Americans in the Hispanic Non-Hispanic U.S. with estimated purchasing power of $427 billion per annum.24 Asian buying power has the secondfastest projected rate of growth, slightly behind the Hispanic community. By 2011, Asian buying power is expected to grow by 46 percent over the Asian-American current level to reach $626 billion.25 SMMAs that understand the unique buying power is issues and concerns that influence the purchasing behavior of this growing expected to grow by demographic will benefit greatly. While many of the national players address 46 percent by 2011. this market already (including providing bilingual services to retailers), there is still considerable room for those firms that specialize in merchandising to these consumers. 60% “Regional MSOs have built strong relationships in their market, and we recognize that...” CPG Executive, 2007 SMMAs with a focus on fast-growing regions are also wellpositioned. Specialized SMMA knowledge extends beyond ethnic communities. While the general trend in the industry has been towards consolidation and nationwide capabilities, a number of the CPG executives surveyed for this report emphasized that dealing with smaller regional firms can be advantageous. These executives commented that even though they are partnered with a national SMMA, they continue to rely on the services of a smaller, regional-focused SMMA in certain markets where they possess deeper relationships with local retailers and greater awareness of the local 23 24 25 30 Ibid. Imada, Bill. “Four Myths about the Asian-American Market.” Advertising Age. October 31, 2007. “Asian Buying Power has Grown by 59%.” Asian Reporter. September 26, 2007. Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY Fall 2008 environment. Retailers (and consumers) in Selected Population Growth in U.S. Cities Biloxi have different concerns than retailers Population (and consumers) in Chicago. Regional SMMAs City State 2005 2006 %∆ are best-positioned to understand the subtle North Las Vegas NV 176,527 197,567 11.9% differences in product mix, shopper behavior, Fort Worth TX 623,119 653,320 4.8% Miami FL 386,619 404,048 4.5% and seasonality that characterise their local Bakersfield CA 295,769 308,392 4.3% markets. Accordingly, we believe that regional Raleigh NC 342,812 356,321 3.9% SMMAs with a focus on fast-growing geographic Chandler AZ 231,728 240,595 3.8% Toledo OH 301,728 298,446 (1.1%) markets will be well-positioned for growth Pittsburgh PA 316,299 312,819 (1.1%) in coming years. As the table on the right Buffalo NY 279,138 276,059 (1.1%) illustrates, the migration to the Sunbelt and the Cleveland OH 450,560 444,313 (1.4%) Detroit MI 883,465 871,121 (1.4%) Southwestern states should benefit SMMAs with St. Louis MO 352,572 347,181 (1.5%) 26 a focus on those regions. “We continue to evaluate our existing brands in the context of our new framework, and we’ll divest those businesses that don’t fit our long-term growth plan...” Irene Rosenfeld, Chairman & CEO, Kraft Mergers, Acquisitions and Divestitures: As mentioned in the opening pages of this report, change creates opportunity for retail services companies. The consolidation of the retail and CPG industries has certainly created challenges for SMMAs. When two retailers or CPGs merge, the combined company typically looks to centralize its operations and the loss of a merchandising account can soon follow.27 Consolidation among retailers and CPG companies has had a big impact on SMMAs... However, these transactions have also created opportunity. In an effort to enhance the efficiency of the combined business, the acquiring company may look to outsource non-core functions across the organization. If the acquirer has made use of an SMMA while the target historically did not, the deal may lead to a dramatic increase in business for the incumbent. Additionally, the newly combined company will often look to rationalize its portfolio and divest non-core brands, often through a sale to a private equity buyer. For instance, Kraft recently announced that it would sell its Veryfine and Fruit2O drink brands to Sunny Delight, a portfolio company of J.W. Childs (a Boston-based private equity firm).28 In 2006, P&G sold its Pert Plus Brand shampoo and Sure deodorant to private investment firm Najafi Companies, and was forced to divest its SpinBrush business following its acquisition of Gillette. While these businesses may have benefited from ...both positive and negative. 26 27 28 Source: Census Bureau Hamstra, Mark and Zwiebach, Elliot. “Sales Agencies Rethink Their Business Models Amid Mergers, Divestitures.” Supermarket News. June 12, 2006. Jargon, Julie. “A Bite at a Time.” The Wall Street Journal. November 7, 2007. Fall 2008 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY 31 in-house sales and marketing teams under the former parent, the new owner may or may not have the resources to continue that effort. Brands purchased by private equity groups may not have a dedicated sales and marketing force within the organization. Accordingly, these transactions can present an excellent opportunity for SMMAs to acquire additional business. “As prime merchandising opportunities, such as front-ofstore displays, diminish, average lift will continue to erode, prompting more experimentation among manufacturers with new in-store marketing vehicles [and] a stepped-up investment in merchandising innovation...” Thom Blischok, President, IRI Retail Solutions and Strategic Consulting29 In-store marketing is growing in popularity... Creative Marketing Services: As this quote emphasizes, CPGs and retailers are struggling to differentiate their products and have fewer tools at their disposal to do so. The recent move towards ‘clutter free’ store environments has reduced the amount of space available for POP displays, one of the most effective means for promoting CPG products on the sales floor. Accordingly, CPGs and retailers are becoming more proactive in addressing alternatives to their traditional promotional efforts. The result has been a significant increase in the popularity of sampling, demonstrations, ‘retailtainment’ events, in-store media and other eye-catching promotional activities. ...and SMMAs are continuing to migrate into the space. While many SMMAs are involved in the execution and monitoring of basic promotional activities, the actual development of the projects is typically done elsewhere. Our research found that, more often than not, CPG companies and retailers are turning to specialized in-store marketing companies to develop the innovative marketing campaigns that are deployed at retail locations. The core competency of these organizations is generating and implementing creative ISM solutions that engage the shopper, increase product awareness and, ultimately, lift rates. While SMMAs are viewed by CPGs and retailers as good strategic partners with store-level merchandising capabilities, ISMCs provide highly creative services and are expert in consumer psychology. ISMCs possess a unique skill set that is more akin to an advertising agency and are therefore positioned very differently than SMMAs. 29 32 “CPG Companies Face Merchandising Crisis, Turn to New Solutions.” Business Wire. August 29, 2007. Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY Fall 2008 Given the differing mindset and capabilities, we question the feasibility of SMMAs organically developing the expertise that ISMCs possess. We do, however, believe that there is a significant opportunity for SMMAs to become more involved in the promotional side of the business. While efforts are being made to build in-house capability, SMMAs looking to gain a foothold in the space may look to pursue strategic acquisitions or joint ventures with ISMCs to quickly build capabilities (and credibility) in the marketplace. We will discuss the ISMCs in detail in the next section of this report. We believe that SMMAs will actively consider acquisitions in the broader ISM sector. “We also believe that there will be more global players in the future – U.S. retailers are expanding abroad and more European retailers are expanding in the U.S.” Sandy Kennedy, Retail Industry Leaders Association International Growth Opportunities: INTERNATIONAL RETAIL SALES OUTLOOK (Excluding Auto, 2006-2011) Following in the footsteps of Acosta, Advantage and CROSSMARK, we believe that SMMAs Russia 15.4% should look internationally as a means to grow Indonesia 10.6% India 10.4% their business. With large enough scale, SMMAs China 8.9% can establish a presence outside of the U.S., Mexico 7.2% enabling them to service domestic retailers and Brazil 6.6% CPG companies with locations abroad. We do, U.S. 5.2% South Korea 5.1% however, concede that for most SMMAs the Canada 4.7% more appropriate course of action would be to U.K. 4.1% partner with other domestic firms to establish an France 2.9% Germany 0.8% international location, or alternatively, establish Japan 0.8% a joint venture with a service provider outside 0% 4% 8% 12% 16% of the U.S. catering to multinational operations Source: OECD National Statistics Office, TNS Retail Forward or international brands. As we continue to see an influx of international retailers entering the domestic market, including Tesco and Japanese convenience store chain SMMAs are looking to Famima!!, the regional expertise that SMMAs bring to the table will become expand abroad and to ever more important. Additionally, SMMAs may be well advised to target provide their services foreign CPG companies looking to enter or expand their position in the to global retailers domestic U.S. market. Foreign brands can leverage the core competencies arriving in the U.S. of SMMAs to make inroads into domestic store shelves. Focus on New Channels: At this point, the vast majority of SMMA work focuses on the grocery, mass, drug and convenience store channels. To a smaller extent, SMMAs also handle office supplies, home improvement products, and toys and apparel. An SMMA’s core competency lies not only Fall 2008 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY 33 in selling but also in highlighting and marketing products across many retail channels and stores. We believe that these services could translate beyond the Krogers and Wal-Marts of the world and into less obvious channels, including industrial equipment and supplies. The industrial equipment and supply industry is a $400 billion market in the United States and serves professional contractors, home builders, Company Names maintenance professionals and municipalities. Wolseley (Ferguson) Despite the consolidation strategies of some of W.W. Grainger the larger competitors in the industry (including HD Supply / Hughes Supply Home Depot’s experience with Hughes Supply and Wolseley’s acquisition of Ferguson Supply, among Applied Industrial others), the market remains highly fragmented. Fastenal It is also an industry in transition. In attempt to MSC Industrial Direct mitigate cyclicality and enhance operating margins, Interline Brands traditional industrial supply distributors are making Red Man Pipe & Supply a significant effort to differentiate themselves and F.W. Webb to transform their gritty ‘counter configuration’ Motion Industries warehouse operations to a more retail-oriented layout and merchandise mix. Surprisingly, many of their locations now look more like suburban retail stores than they do traditional industrial supply houses. Selected Industrial Supply Distributors 1. 2. 3. 4. 5. 6. 7. 8. 9. 10. Industrial supply may represent a growth opportunity for traditional SMMAs. Advantage has already made a move that touches the space. 34 We would argue that most industrial supply distributors currently have little or no in-house merchandising or marketing capabilities relative to more traditional retailers. As their business model evolves, we believe that SMMAs can bring quantitative-driven merchandising strategies and capabilities to this massive category. Working with an SMMA to collect and analyze data on contractor spending habits and trends, distributors can enhance sales of products that generate significantly higher pull-through and profit margins than their existing product mix. Given the nature of the products, we would assume that the commission structure for an SMMA in the industrial equipment and supply category may be meaningfully higher than it is in the grocery / mass / drug channels. Advantage Sales & Marketing has made inroads into this space with its acquisitions of Garden Grove, CA based Kalty Salios and Norcross, GA based Sigma Retail Services, both of which provide merchandising services to Home Depot. Additionally, CROSSMARK also has a small division that focuses on the home improvement space. While Home Depot and Lowe’s represent a large opportunity for SMMAs, we believe that the enormous Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY Fall 2008 base of industrial equipment and supply dealers will be an increasingly attractive area of focus for SMMAs in the years to come. Heavy industrial and construction equipment dealers are also attempting to adapt their business model to increase their focus on higher-margin and higher-turn consumable products. While the sale of heavy equipment will always be the primary focus, today’s Deere and Caterpillar dealerships also offer a broad range of products, including apparel, chemicals, replacement parts and other items. While not a near-term opportunity like the industrial supply channel, we do believe that these dealership represent a longer-term revenue opportunity for SMMAs as they seek new markets. Dealerships may also represent a longer-term growth opportunity. Threats and Concerns Retailers and CPG companies alike face tough challenges as the retail landscape changes and consumer expectations evolve. Consequently, the SMMAs that service these companies will have to address a number of concerns in the years ahead. “If I started my own brand, my business model would follow direct store delivery. I’d make it work somehow...” CPG Executive, 2007 Direct Sales versus Outsourcing: We strongly believe that CPGs and retailers will continue their move towards outsourced services. However, there are still many in the industry who believe that keeping the effort inhouse is a better strategic decision. Companies must weigh the cost savings associated with outsourcing against the perceived lack of control over efforts made by the SMMA. For the majority of brand managers, having a direct sales team in place is cost prohibitive. Only the largest CPG companies have the capacity to manage the process internally, as they can spread the costs over a large portfolio of products. According to some industry contacts, these internal sales teams are held to strict budgets and have proven that they can perform these tasks at a competitive price. Moreover, some believe that it is easier to demand more from an internal group and keep closer tabs on their activities, justifying any extra cost. In fact, even manufacturers who utilize SMMAs often maintain direct sales teams to cover their most important brands and retailers in order to guarantee high quality standards. For these companies, costs savings are not as important as controlling the sales and marketing process. Accordingly, customer diversity is imperative. A management change at a CPG company may result in a corporate strategy shift and a significant loss of business for an SMMA. Fall 2008 Lincoln International There is a constant risk that a brand manager may decide to bring the function in-house. RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY 35 Large CPGs and retailers are seeking to reduce the number of vendors they deal with... ...and this represents both a threat and an opportunity for SMMAs. Vendor Rationalization Initiatives: Another major concern facing SMMAs relates to a trend that is taking place throughout the global economy – large CPG players and retailers are seeking to reduce the number of vendors and service providers they deal with. CPGs and retailers are recognizing that it is easier to deal with one national provider that offers a turnkey sales and merchandising solution than it is to manage relationships with a multitude of smaller, regional competitors. Given the maturity of the industry and an increasing need to focus on operating efficiency, the breadth of the supply chain is being optimized to enhance simplicity and profitability. While CPGs and retailers are making the strategic decision to limit their vendor relationships, mergers and acquisitions are also putting pressure on SMMAs. Many large national retailers have been formed through the merger of regional players – particularly in the grocery and drug categories. Many of these retailers have been centralizing the operations of their subsidiaries in order to reduce redundancy and streamline operations. Kroger, for example, which owns Fred Meyer and Ralph’s, has made the strategic decision to consolidate buying for these brands into its corporate headquarters in Cincinnati.30 Those SMMAs that once called on Fred Meyer and Ralph’s directly to place their clients’ products now risk losing those accounts because of this centralization. Another example is SUPERVALU and Albertsons. While early signs indicated that the acquisition would not result in major changes to the vendor relationships, in October 2007 the company announced that it would centralize operations to reduce costs. As a result of duplicative functions and relationships between Albertsons and SUPERVALU, the company decided to consolidate its merchandising and marketing staff into its Minneapolis headquarters. As was the case with Kroger, this centralization initiative will result in the loss of key merchandising service accounts. As was mentioned in the previous section, customer diversity is one of the most important considerations for any SMMA. An appropriate level of diversification will protect against the loss of a key account due to a merger or consolidation. “Unless CPG marketers find new ways to reestablish relevance in stores where fresh, prepared foods reign supreme, they will find their products shunted to the least desirable section of the store, doomed to minimal exposure and lethargic turnover...” In-Store Marketing Institute31 30 31 36 Op. Cit., Hamstra, Mark. Zwiebach, Elliot. Handrinos, Nick. “Shopper Marketing: Capturing a Shopper’s Mind, Heart and Wallet.” Deloitte Consulting LLP. 2007. Page 21. Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY Fall 2008 Declining Shelf Space: Consumer preferences have continued to evolve and retailers have responded by reformatting their stores and introducing new product offerings. A growing trend among retailers is the dedication of an increasing amount of floor space to non-CPG goods such as prepared foods and other “lifestyle” oriented offerings. Non-CPG products are getting a greater share of shelf space. RETAIL SALES OF PREPARED MEALS Over the past several years, the sale of prepared foods in retail stores has experienced strong growth. Whole Foods has capitalized on this growing trend by offering a large selection of prepared foods within every retail location. As evidence, a recently opened Whole Foods store in Green Hills, Tennessee has allocated 15 percent of the 57,800 square feet of retail space to prepared foods.32 Moreover, in September, Publix Super Market chain, an operator of 900 supermarkets, launched an effort to expand into the prepared food business by introducing a 4,500 square foot prepared food section in its new Publix GreenWise Market concept located in Palm Beach Gardens, Florida.33 ($ in Billions) $30 25 Ten Year CAGR = 5.6% 2005 / 2006 Growth = 15.2% $20.5 $19.8 $19.7 $20.0 20 $16.5 $16.9 15 $13.7 33 34 $18.1 $14.9 10 5 0 1997 1998 1999 2000 2001 2002 2003 2004 2005 2006 Source: Census Bureau Retailers are also looking to broaden their consumer appeal by licensing coffee houses within store locations. Currently, there are 829 Starbucks Coffee shops co-located in Safeway stores. In addition, in August 2007 the Great Atlantic & Pacific Tea Co, announced that it had signed a licensing agreement with Starbucks to operate stores within selected A&P locations.34 Last year, Ralphs introduced Coffee Bean & Tea Leaf branded cafes within its retail stores. And it is not just prepared meals and coffee kiosks that are limiting the amount of retail space available for traditional CPG goods. A walk through a grocery or drug store reveals a broad range of products that would not have been found there ten years ago: consumer electronics; lawn and garden supplies; floral departments; even sporting goods. Retailers are doing their best to appeal to as many consumers as possible. The end result, however, is that a declining amount of retail real estate is available for the goods that SMMAs have historically represented. This trend represents a meaningful concern for the SMMA industry. 32 $23.6 Reduced space for CPG goods may translate into less demand for merchandising services. Lee, Wendy. “Whole Foods Poised to Blaze Trail on Prepared Meal Sales.” Tennessean. com. October 31, 2007. Glovis, Jaclyn. “Publix’s New Shade of Green: Chain’s First GreenWise Market to Open in Palm Beach Gardens.” Sun-Sentinel. September 20, 2007 Demarris, Kevin. “A&P Adding Starbucks Shops in Some Stores.” The Record. August 31, 2007. Fall 2008 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY 37 A weak economic environment is clearly not a positive for SMMAs... ...although tough times may also lead to more outsourcing. Macroeconomic Concerns: The performance of the merchandising services industry is correlated to the health of the retail industry as a whole. If unemployment levels rise or consumer spending falls, the resulting weakness in the retail industry may cause difficulties for SMMAs. The synergistic relationship between the retail industry and the SMMAs can lead to a tenuous situation when the strength of the economy is in question. Since SMMAs are compensated based upon a commission structure, a decline in retail spending may negatively impact revenue. Additionally, in a weak economic environment retailers and CPG manufacturers may pressure SMMA margins to shore up their own profitability. Furthermore, SMMAs may also suffer as CPGs launch fewer new product roll-outs and reduce their overall level of marketing activity. Now, it is important to note that there is a contrarian view on this topic. In a tight economic environment, retailers and CPG manufacturers may be more inclined to outsource their sales and marketing functions to reduce overhead costs. Additionally, since much of the compensation structure is commission-based, relying on an SMMA during a difficult economy increases the variable component of the CPG company’s selling and marketing cost base. Finally, some would argue that marketing and merchandising efforts become even more important during downturns as retailers and CPG companies compete for fewer consumer dollars. While we strongly believe that these arguments have merit, SMMAs should be concerned about broader macroeconomic trends and remain vigilant. The Evolving Role of the Wholesalers “The traditional wholesaler customer base has been affected by accelerated consolidation in the supermarket industry, which is creating chains with the critical mass to self-distribute and placing independent operators at risk. Moreover, nontraditional food retailers such as supercenters, warehouse clubs, convenience stores, dollar stores, and drug stores are increasing their food share gains. This trend is straining all supermarket operators, including independents serviced by wholesalers as well as supermarket chains operated by the wholesalers themselves...” Mary Lou Burde, Credit Analyst, Standard & Poors35 35 38 “Report Explores U.S. Food Wholesalers’ Business Strategies.” Market News Publishing. February 6, 2006. Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY Fall 2008 Food wholesalers are another essential piece in the supply chain ensuring fully stocked retail store shelves. The core focus of the wholesalers has traditionally been the warehousing and distribution of perishable goods and foods to stores throughout the country. However, the food wholesaling industry has faced a number of formidable challenges in recent years, straining profitability levels and forcing the key players to seek new opportunities. The consolidation of the food retailing channel has been more pronounced than other retail categories, putting immense pressure on wholesalers. As seen in the table below, the market share of the top five grocery retailers grew from 26 percent in 1995 to 50 percent in 2005.36 At the same time, the market share of independent grocers (a large customer base for wholesalers) has been in decline. In 2001, independent grocers accounted for 18 percent of total grocery sales in the U.S. By 2006, their market share had declined to only nine percent.37 Traditional wholesalers have been facing an increasingly challenging environment. Sales of Top 15 Wholesale Grocers Company McLane, Inc. C&S Wholesaler Grocers, Inc. SUPERVALU, Inc. 2001 2002 2003 2004 2005 2006 2007 %∆ $12.1 $11.3 $11.0 $18.7 $19.2 $20.5 $22.5 86% 8.5 9.8 11.1 13.6 15.2 18.5 19.4 128% 11.4 9.3 10.5 9.0 9.2 9.4 9.7 (15%) Wakefern Food Corp. 5.9 4.9 5.2 7.1 7.2 7.5 7.8 32% Topco Associates LLC 3.2 3.2 4.1 4.5 5.0 5.5 7.2 125% Core-Mark Holdings Co. 3.4 3.5 3.6 4.2 4.9 5.3 5.4 59% Associated Wholesale Grocers 3.1 3.1 3.7 4.6 4.9 5.1 5.2 68% Eby-Brown Company 3.2 3.5 3.7 3.7 4.1 4.3 4.4 38% Nash Finch Company 3.1 3.1 3.0 3.1 3.8 4.0 3.9 26% The H.T. Hackney Co. 2.3 2.4 3.1 3.1 3.3 3.6 3.6 57% Unified Western Grocers, Inc. 2.9 2.8 2.8 3.0 2.8 2.9 3.1 7% Roundy’s, Inc. 3.0 2.7 3.3 2.6 2.5 2.7 2.8 (7%) United Natural Foods, Inc. 0.8 0.9 1.1 1.5 1.8 2.2 2.5 213% Associated Wholesalers, Inc. 0.9 0.9 1.0 1.0 1.0 2.1 2.4 167% Tree of Life, Inc. 0.8 1.2 1.3 1.5 1.1 1.8 2.0 150% Total Top 15 $64.6 $62.6 $68.5 $81.2 $86.0 $95.4 $101.9 58% Total Industry 134.5 131.1 129.2 141.4 154.5 190.1 NA 48% 48% 53% 57% 56% 50% NA Total Top 15 Market Share % 36 37 Source: TDLinx, a division of ACNielsen. George, Richard. “The Past and Present Landscape of Food Wholesaling.” Food Marketing Institute. 2007. Fall 2008 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY 39 These trends, and others, have put the traditional food wholesalers in a difficult position. The bankruptcy of Fleming in 2003 and the continued migration of SUPERVALU into the retail business reflects the scale of these challenges. The lines separating wholesalers and SMMAs is continuing to blur. In order to deal with the difficulties in their core market, the wholesalers continue to adapt to new competitive realities. As their role continues to evolve, the line distinguishing wholesalers from SMMAs / MSOs is becoming increasingly blurred. Wholesalers are increasing their emphasis on merchandising services and are garnering more business as a result. For instance, many wholesalers now offer sales and marketing support; advertising services; retail cut-ins; category management services; information technology support; and financing services to their retail and CPG customers. Providing these services is beneficial to the wholesalers for a number of reasons. First, offering a full suite of services increases the depth and quality of the customer relationship and increases the ‘stickiness’ of the account. Second, these value added services can often be offered at more attractive operating margins that the traditional warehousing and distribution services. Third, the provision of these services can mitigate the significant working capital intensity of the core wholesale business. Wholesalers want to be SMMAs, but not the other way around. It should be noted that while wholesalers are offering services that have traditionally been performed by SMMAs, SMMAs are not migrating into the distribution and logistics side of the business. The competitive environment in that space, combined with the costs associated with establishing a logistics and warehouse operation, make such a move unattractive. It is also interesting to note that wholesalers may be in a unique position within the value chain to garner potential business from European companies that are entering the U.S. market. Unlike traditional food brokers or SMMAs in the U.S., our understanding is that the comparable organizations in Europe typically take title to the goods and provide for their physical distribution, more typical of a domestic wholesaler. European companies that are looking to establish a footprint in the U.S. market may feel more comfortable dealing with a business model more similar to what they are accustomed to in their home country, (i.e. wholesalers), rather than employing the services of two different organizations (the SMMA and the wholesaler) to ensure their goods make it to the shelf. We believe that the larger food wholesalers will continue to move towards a full-service model in which they provide a menu of services that overlap 40 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY Fall 2008 with those that are offered by SMMAs. As the lines continue to blur between different retail categories (i.e. drug stores selling groceries, grocery stores selling prepared meals) and between retailers and wholesalers (i.e. SUPERVALU becoming a large grocery retailer), we believe that wholesalers will continue to reposition themselves in a manner that competes directly with the SMMAs. Competitive Landscape The SMMA market has consolidated dramatically in recent years. However, there are still an abundance of companies, large and small, that compete for business in the industry. The list on the following page, while incomplete, provides a high-level overview of some of the key players in the industry. It is important to note that this table contains companies that provide traditional merchandising services. However, it also includes a number of companies that provide similar services, such as inventory counting and measurement. For more detail on selected competitors, please refer to the profiles in the Company Summaries section of this report. Fall 2008 Lincoln International While the market is consolidated, there is still ample opportunity for smaller competitors to prosper if they concentrate on a niche. RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY 41 Selected Sales, Marketing & Merchandising Agencies (SMMA’s) Company Name Website Company Name Website Acosta Sales & Marketing acosta.com Action Merchandising actionmerchandising.com Advanced Retail Mrchdsn arm-retail.com Advantage Sales & Mktg asmnet.com Aisle One Merchandising aisleone.com Alliance Mktg Group amgatretail.com American Merch. Specialists merchandisers.net At Your Service Marketing aysm.com ATA Retail Services, Inc. ataretail.com BDS Marketing bdsmktg.com Beckett Associates beckettassociates.com Berends Merchandising berends-usa.com Burpee Garden Products burpee.com Certified Mktg Services certifiedmarketingservices.com ChannelForce channelforce.com Chuck Latham Associates clareps.com Complete Merchandising cms-inc.com Continental CSS homecenterservice.com Convergence Marketing convergencemktg.com CREW Marketing crewmarketing.com CROSSMARK crossmark.com Crossroad Services, Inc. mycsm.com DAVACO, Inc. davacoinc.com Derema Group derema.com Diamond Retail Services diamondretailservices.com Done Right Merchandising donerightmerchandising.com Driveline Retail drivelineretail.com Distribution Services Inc. distributionservices.com Eagle Merchandising eaglemercs.com Finta LLC fintaonline.com Footprint Retail Services fprs.com Forte Marketing Group fortegroupinc.com Franklin Resource Group franklinresource.com Greet America greetamerica.com In-Store Marketing in-storemktg.com Karpata Instore Service meijerservice.com Lawrence Merchandising lmsvc.com Legends LLC legendsmi.com M3 Retail m3retail.com MarketSource marketsource.net Market Connect Group mcgconnect.com Merchandise Mgmt Co. merchmanco.com Merchandising Solutions merchandisingsol.com Mosaic mosaic.com National In-Store nis-retail.com Nat’l Marketing Svcs natlmktg.com National Product Services npsinet.com Premium Retail Services premiumretail.com Prism Retail Services prismretailservices.com Quest Service Group questservicegroup.com Retail Integrity retailintegrity.com RGIS rgisinv.com Sell-Thru Services sell-thru.com SPAR Group sparinc.com Stan Tashman & Assoc. tashman.com WIS International wisintl.com SMMAs & Value-Added Wholesalers – The Private Equity Play Private equity has been active in the SMMA sector. 42 Of all of the segments of the retail services industry, private equity firms have been most active in the SMMA space. J.W. Childs has invested in Advantage Sales & Marketing (and it was formerly owned by Allied Capital); AEA has a controlling interest in Acosta; Blackstone controls RGIS; American Capital owns WIS; and that is a short list. A variety of Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY Fall 2008 other private equity firms have invested in companies that, in one way or another, touch the SMMA industry. What has been the appeal of this segment for private equity firms? First, private equity has driven a dramatic consolidation in the sector that has allowed the SMMAs to gain enough scale to profitably navigate between huge retailers and CPG companies. Second, companies in the SMMA sector tend to be larger than in other categories of retail services, allowing private equity firms to deploy meaningful amounts of capital. Finally, the growth trends and financial metrics of these companies can be outstanding, leading to attractive returns for the private equity investors. Now, with that being the case, has the story already been told in the SMMA industry or is there still an opportunity for private equity investors to make money? We believe that the latter is true. The largest players in the space which, apart from CROSSMARK, are controlled by private equity firms, still have solid growth opportunities ahead of them. Accordingly, we would anticipate robust auctions for these assets when they hit the market. However, there are also other opportunities to be pursued. Smaller and more specialized SMMAs have an excellent opportunity to carve out an attractive niche in areas that may be too small for the larger players to greenfield. We also believe that there are opportunities to invest in traditional wholesalers who have yet to transition their business model into a more value-added, SMMA-style offering. Private equity firms can generate attractive returns by partnering with the owners and managers of these businesses. While the SMMA market may be more mature than other categories, there are still profitable opportunities to be had. Fall 2008 Lincoln International Despite the consolidation that has already taken place, we believe that private equity still has an opportunity in the SMMA market. RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY 43 In-Store Marketing Services The Basics “We’re concentrating on [several] areas for a breakthrough... [including] how to improve our understanding of what drives purchase choices shoppers make at what we call the first moment of truth when they stand before a store shelf and decide to buy a Gillette or a P&G brand or a competitor...” A.G. Lafley, CEO, P&G, at Consumer Analyst Group of NY 2006 Conference P&G has been a key driver of in-store marketing in recent years. SMMAs and ISMCs are increasingly difficult to tell apart. P&G is the largest spender of marketing dollars in the world. It would therefore stand to reason that P&G is a trend setter, and not a follower, in the CPG space when it comes to in-store marketing. P&G, more than any other competitor in the CPG industry, has driven an intensifying focus on in-store marketing activities in recent years. The primary beneficiaries of this focus are the ISMCs that deliver creative marketing services in order to enhance brand recognition and stimulate product lift. Given the breadth of this report, it is important to reiterate the manner in which ISM fits into the overall retail services universe. There are no bright lines in retail services that divide SMMAs from ISMCs. In fact, SMMAs provide many of the services that ISMCs offer. However, in an attempt to draw a distinction, we would propose that the primary goal of an SMMA is to ensure that products are available when buyers demand them. The primary goal of an ISMC, on the other hand, is to stimulate buyer demand for those products. ISMCs are focused on what the Marketing Leadership Council has termed “Shopper Marketing:” “Shopper Marketing is in-store advertising, promotion and design initiatives that align with and extend [CPG] equitybuilding objectives while simultaneously creating a source of differentiation for participating retailers through tailored executions that address specific shopper need-states and activate purchase at the point-of-sale...” Marketing Leadership Council, 200538 A well-known (albeit disputed) statistic is that more than 70 percent of all purchase decisions are made in-store.39 Additionally, 68 percent of consumer purchases are made on impulse. When you combine these striking percentages with the fact that nearly twice as many people (127 38 39 44 Marketing Leadership Council. “Assessing Shopper Marketing.” July 2005. “Consumer Buying Habits Study.” POPAI & Meyers Research Center, 1995. Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY Fall 2008 million) visit a Wal-Mart store in a week than watch the evening network news (68 million), it is no surprise that retailers and CPG brand managers are recognizing that they have a substantial opportunity to influence shopper purchasing behavior on the sales floor. By converting shoppers into buyers, these companies hope to drive revenue, increase brand awareness and long term customer loyalty. More people visit WalMart each week than watch the evening news. “...[under the old paradigm, in-store budgets tend to come from] whatever money you have left...The store was an afterthought. Now, it’s certainly making its way further upstream because a store is a place to both brand and then sell. The store may be the first interaction or touch point a shopper or consumer has with brand. The store may now be that place where they form opinions about the brand. It’s not just where purchase decisions happen.” Meg Kinney, EVP, The Integer Group, commenting in IMI’s POP Trends Report, 2007 The following graphs, taken from a Deloitte survey of leading CPG manufacturers and retailers, illustrates the increasing popularity of ISM: Marketing Budget Allocation by Element Manufacturers 100% 4% 4% 3% 80% Retailers 100% 6% 5% 4% 20% 9% 9% 4% 19% 80% 5% 3% 7% 5% 7% 7% 9% 9% 17% 60% 3% 12% 11% 9% 60% 34% 30% 28% 40% 40% 20% 35% 36% 33% 2004 2007 2010 0% 76% 72% 65% 20% 0% 2004 2007 CAGR ‘04 - ’10 2010 CAGR ‘04 - ’10 In-Store Marketing Internet Co-Marketing Consumer Promo (Inc. FSI) 21% Other 2% 15% In-Store Marketing 26% 6% Internet 9% -1% Consumer Promo (Inc. FSI) 0% Trade Promotions Traditional (TV, Radio, Print) -1% Traditional (TV, Radio, Print) -1% -1% Source: Deloitte / GMA Study Fall 2008 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY 45 Brand managers are expected to increase their ISM budgets to nearly 10 percent of their total spend, and retailers are expected to increase their total in-store investment to 12 percent, by 2010. Data from the In-Store Marketing Institute (CPG Manufacturers, 2006) and P-O-P Times also confirms that the ISM category has significant growth 66% 1% 25% 8% ahead. While we do not cover the POP 58% 2% 26% 15% display business in this report, 92 percent of the CPG manufacturers surveyed stated 58% 4% 34% 4% that they intend to increase or maintain 42% 10% 37% 12% their current spending on POP displays 31% 6% 40% 23% and 71 percent of respondents stated 21% 6% 33% 40% that they will increase or maintain their 11% 13% 25% 51% spending on retail marketing events. 9% 6% 32% 54% While only 54 percent and 41 percent said 7% 11% 29% 54% that they would increase or maintain their 0% 20% 40% 60% 80% 100% spending on in-store print media and Less Emphasis More Emphasis digital media, a significant percentage Don’t Know No Change of respondents were still evaluating their Source: In-Store Marketing Institute, P-O-P Times strategies in this regard. We believe that this reflects the relatively nascent state of these marketing techniques and that the high percentage of ‘undecideds’ actually represent an opportunity for ISMCs going forward. P-O-P BUDGETS BY TACTIC Packaging Internet P-O-P- Displays Print Ads Retail Events Retail Media - Print TV Ads Retail Media - Digital Radio Ads Brand mangers are convinced that instore holds value. “We’re shifting a lot more dollars into the retail world. We’re a lot more about effectively merchandising and talking to customers at the point-of-purchase. It’s more of a balance of things. It’s not as if the advertising world is going away...But we’re treating in-store on more of an equal playing field.” Michael Hand, Director of Marketing, Miller Brewing Co.40 Having established that there is an increasing amount of focus on ISM, let us now address some of the reasons why. It’s increasingly difficult to communicate with consumers. Fragmentation of Traditional Media: Brand managers and marketing executives have recognized that it is increasingly difficult to communicate with the American consumer. The widespread acceptance of satellite television; the proliferation of cable channels; the increasing popularity of pay-per-view, TIVO, satellite radio and the Internet have all led to a massive fragmentation of the media landscape. CPG companies used to 40 46 “POP Trend Report 2007.” In-Store Marketing Institute. December 2006. Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY Fall 2008 be able to reach the great majority of the American public through one ad placement on a national network. A recent study by IBM reflected the fact that consumers now spend more time using laptops and less time watching television. Seventy-one percent of respondents used the Internet for more than two hours per day for personal use, versus forty-eight percent spending the same amount of time watching television.41 According to a study conducted by McKinsey & Co., traditional TV advertising will be one-third less effective by 2010 than it was in 1990.42 According to another study, 69 percent of advertisers believe that the impact of TV advertising is declining, and 60 percent are looking for alternative ways to reach the consumer.43 CPG advertisers who had come to rely on mass media to communicate with their customers and promote their brands are now scrambling to adapt. Clearly the Internet, mobile phones and other forms of advertising are making headway in this environment. The data also reflects that these brand marketers are realizing that ISM activities can allow them to interact with customers at the most critical point of their spending process. A recent Forrester study found that 72 percent of advertisers surveyed were investigating the ISM industry as a potential alternative to their traditional marketing strategies, and 54 percent said that they would increase their ISM budget at the expense of television advertising.44 Differentiation of the Shopping Experience: The cookie-cutter standardization that has become commonplace in the retail industry certainly had some benefit for retailers. There is, however, a backlash underway as bored consumers look for better alternatives. Accordingly, retailers and CPG manufacturers are looking to ISM to improve the shopping experience and to differentiate their stores and products from those of the competition. ISM can provide this differentiation in several ways. First, a successful ISM strategy allows for greater personalization of the shopping experience. For instance, ISM initiatives can be customized on a local basis to ensure that promotions are optimized for the demographic make-up of the surrounding community. The end result is a shopping experience that caters specifically to the store’s best customers, in contrast to the ‘all things to all people’ approach that had become so popular over the past decade. A second point of differentiation is that ISM can create excitement around a store or a particular brand, capturing the attention of a distracted consumer. The growing popularity of ‘retailtainment’ concepts, in which ISMCs 41 42 43 44 T.V. advertising will be one-third less effective in 2010 than it was in 1990. In-store marketing can be an invaluable tool for improving the quality of the shopping experience. “The End of Advertising As We Know It.” IBM Global Business Services, 2007. “Creating the New In-Store Marketing Paradigm.” Extended Retail Solutions. “If Not TV.” Forrester Networks. July 2006. Ibid. Fall 2008 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY 47 Entertainment (and free food) sells. stage in-store events ranging from cooking classes to concerts, illustrates that entertainment sells. Third, education is becoming an increasingly important aspect of the ISM process. The popularity of organic foods, dietary supplements and other fast-growing categories has increased the need for ISM activities that educate the consumer about product benefits. Finally, what better way is there for a retailer to differentiate himself from his competitors than by giving away free products during a sampling event? “In the new paradigm, the idea is in the center – a relevant, compelling idea about the brand – and now TV is out there as a spoke, just like digital, just like 1-to-1, just like PR. That shift in thinking is potentially the biggest driver of money moving into the retail space...Retailers are thinking about their store as a media outlet...” Meg Kinney, EVP, The Integer Group, commenting in IMI’s POP Trends Report, 2007 Technology is enabling highly creative in-store marketing initiatives. Technology: The introduction of new technologies has driven the growing popularity of the ISM industry in several ways. CPG brand managers are recognizing that technology now enables highly customized and eyecatching visual displays with outstanding content management capabilities. Be it POP displays with interactive capabilities, store-based video and audio networks, or technologies that allow for more meaningful and timely data collection, technology is a key enabler of successful ISM services. Market Structure ESTIMATED ANNUAL REVENUE IN-STORE MARKETING SERVICES $4 BILLION Retail Media $2 billion Sampling & Demonstration $2 billion 45 Source: Lincoln International, MSPA, Promo, Press 48 In an effort to analyze the ISM industry, we have segmented the market into two categories: sampling and demonstration services and retail media networks. As the graph on the left illustrates, we estimate that companies in these segments generate approximately $4 billion in annual sales. The overall market has been experiencing significant growth in recent years, with each category growing by an estimated 5 percent to 10 percent in 2006. Product sampling experienced the highest growth rate, increasing by 9.4 percent in 2006.45 Sampling and demonstration services are a cornerstone of any ISM initiative. As one would expect, sampling companies develop and implement specialized marketing programs that allow consumers to sample products (often food) in the store. Retail media companies develop, implement and maintain in-store media networks Veronis Suhler Stevenson Communications Industry Forecast, 2007. Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY Fall 2008 – video, audio, digital signage, kiosks – that allow for ongoing customer communication within the store. The ISM industry is much more fragmented than the SMMA sector, which is dominated by the three large independent players. While there are sizable companies in each of the sectors to be discussed, we believe that the emerging and evolving nature of the industry has yet to allow for any one player to become dominant. In the sampling and demonstration segment, many of the key players are smaller, independent ‘agencies’ that are viewed by CPGs and retailers as experts in conceiving and implementing highly creative ISM campaigns. In fact, a number of these agencies have been acquired by SMMAs or traditional advertising agencies that are looking to increase their presence in the industry. The retail media segment has been characterized by a number of relatively small, independent companies. In recent years, however, larger media conglomerates have been acquisitive in the space. The ISM segment remains very fragmented. ISM Sector Overview: Sampling and Demonstration Services The sampling and demonstration services segment is one of the key sectors of the ISM industry, accounting for more than $2 billion of annual revenue. While spending for more traditional marketing grew by five percent in 2006, product sampling and demonstration events grew by an impressive 9.4 percent.46 Sampling and demonstration events represent a cornerstone of most successful ISM strategy and are widely employed by retailers and CPG brand managers on a national and global basis. Demand for sampling and demonstration services is growing an an attractive rate. Sampling and demonstration events, which are also known as experiential marketing, allow representatives of the retailers and brands to directly engage with consumers at the point-of-sale, offering them the opportunity to test a product and to learn more about its benefits and attributes. Specific services provided by companies in the space include program conception and development, display sourcing and assembly, media production, sampling services, in-store demonstrations and seminars. While it may not represent a sizable percentage of their businesses, some sampling and demonstration companies also provide more typical merchandising services, including cut-ins, category resets and planograms (in direct competition with SMMAs). Recruiting and staffing is an important aspect of the service offering for companies in the industry. As representatives of the brand and / or the retailer who interact directly with 46 “Cutting the Promo Pie.” Promo Industry Trends Report, 2007. Fall 2008 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY 49 the consumer, the individuals who are tasked with managing an event must be punctual, professional, engaging and, perhaps most importantly, highly knowledgeable about the product being promoted. The sampling and demonstration companies invest significant time and resources to develop and maintain a network of qualified individuals in local communities who have a proven ability to manage successful sampling and demonstration events. Sampling and demonstration events have become much more elaborate since the concept was first introduced into the retail environment. While basic displays staffed by workers handing out free cheese and crackers are still common, marketers have made great strides in transforming these initiatives into creative ‘retailtainment’ concepts that attract consumers and actively involve them in a store-based event. Specific events may include contests, games, musical events or giveaways. The images on the left reflect programs that were implemented by the Sunflower Group and Mass Connections, two competitors in the industry. Benefits of Sampling and Demonstration Events In-store sampling and demonstration events can have a dramatic impact on sales. Sampling and demonstration events deliver a number of benefits to retailers and CPG brand managers. First and foremost, sampling and demonstration events are used to increase product lift. According to research conducted by Promo Magazine, shopper purchasing was “greatly influenced” or “influenced” by sampling, leading to increased sales of sampled products.47 Moreover, a study by NFO Worldwide found that at least half of the consumers who received a coupon with a sample purchased the product that was sampled.48 Additionally, a University of Virginia study revealed that in-store samples can increase sales of the sampled products by as much as 300 percent on the day of the promotion.49 One of the marketing executives with whom we spoke believed that offering samples creates a psychological reaction on the part of the consumer to reciprocate by purchasing the product. Whether the purchase trigger is psychological or simply driven by increased product awareness, the end result is typically increased sales. 47 48 49 50 Odell, Patricia. “Sampling Reigns as Key Method to Drive In-Store ROI.” Promo Xtra. October 17, 2006. http://www.csus.edu/indiv/j/jensena/mktg101/Chapter%2015.pps. Heilman, Carrie; Lakishyk, Kyryl; Radas, Sonja. “The Effectiveness of In-Store Free Samples on Sample Takers.” July 2006. Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY Fall 2008 “Sampling is not easy to get into. There’s a high price of admission, but [it has] the best ROI...” Art Averbrook, President of Co-Op Promotions, 200550 An equally important, although less tangible, benefit is the positive impact that sampling and demonstration events can have on brand recognition, loyalty and market share. Consumer loyalty is increasingly tenuous given the proliferation of choices in this crowded retail environment. In fact, one recent study estimated that only five percent of consumers feel that they are truly loyal to one brand.51 Statistics reflect that sampling and demonstration events can be used to motivate consumers to switch to a sampled brand from a competing product or to strengthen consumer preferences for the sampled brand. The University of Virginia study cited above concluded that 61 percent of consumers who participated in a sampling event switched from their preferred brand to the promoted one.52 As CPG brand managers fight for market share in an era of slowing consumer spending, sampling and demonstration events have proven their effectiveness. Many believe that sampling and demonstration events can also have a positive effect on customer loyalty. “We recruited staffers who were able to understand and clearly communicate the clinically proven benefits of Activia and could answer questions about probiotics...” Andres Ostermayr, Chief Marketing Officer, Dannon53 Another benefit of sampling and demonstration events relates to increased sales of complicated products. As mentioned previously, many of the fastest-growing consumer products categories require a meaningful degree of customer education. Taking the time to understand the attributes and benefits of organic foods, dietary supplements, or teeth-whiteners can be difficult for time-stretched shoppers. While an abundance of information may be available online and through television advertising, consumers are not typically inclined to do their research before heading to the grocery store. Given the fact that many of these product categories boast significantly higher margins for the retailers and CPG companies than their more traditional offerings, they understand the importance of stimulating demand at the retail level. In-store sampling and demonstration events represent an outstanding opportunity for CPG companies and retailers to engage the consumer and to educate them about the benefit of these products. It is interesting to note that an estimated 70 percent of consumers 50 51 52 53 Complex products are particularly wellsuited for sampling and demonstration events. “Cutting the Promo Pie.” Promo Industry Trends Report, 2007. Mahoney, Sarah. “Companies Shift More Funds, Brain Cells to Shopper Marketing.” Marketing Daily. October 16, 2007. Ibid. Facenda, Vanessa. “A Regular Triumph.” Brandweek. June 20, 2008. Fall 2008 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY 51 that received a free sample actually read the product information that was distributed along with the product.54 Sampling and demonstration events allow for greater consumer education, which in turn generates higher sales of very profitable product categories. Demonstrations are particularly valuable with more complicated products. The quote at the beginning of the previous paragraph relates to Dannon’s introduction of Activia to the U.S. marketplace and reflects how important the educational aspect of sampling can be. Given the complexity of the product’s benefits (which included improved ‘gastrointestinal regularity’ and other sensitive topics), sampling by knowledgeable staff was essential to the success of the launch. The result of the program exceeded Dannon’s expectations, with 70-80 percent awareness of the brand within six months and 90 percent distribution into the mass grocery channel within three months. The demand for Activia actually outstripped supply and forced the company to temporarily curtail the sampling effort.55 “...a move to healthier eating is new terrain for many consumers, who require clear guidance regarding the nutritional content of foods and beverages, particularly when a health condition [or benefit] is present...” Information Resources, Inc., 200756 Sampling and Demonstrations – Drivers of Competition Having established that retailers and CPG companies are increasing their investment in sampling and demonstration events due to a number of identifiable benefits, let us now turn our attention to the drivers of competition in the industry. There are a number of attributes that retailers and CPGs consider when selecting a sampling and demonstration company. Creativity is key in the sampling business. Creativity: We believe that one of the most important competitive advantages that a leading sampling and demonstration company can have is an outstanding creative team. As ‘plain vanilla’ sampling tables evolve into near-theatrical retailtainment events, retailers and CPG companies are relying on their service providers to create eye-catching, attentiongrabbing concepts that draw consumers to their products and compel them to buy. There is no limit to the ideas that can be brought into a store 54 55 56 52 http://www.csus.edu/indiv/j/jensena/mktg101/Chapter%2015.pps. “A Regular Triumph: In Successfully Introducing Activia to the U.S. Market, Dannon’s CMO Gave Consumers a Whole New Reason to Buy Yoghurt.” Brandweek. October 8, 2007. “Times & Trends: A Snapshot of Trends Shaping the CPG Industry.” Information Resources, Inc. 2007. Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY Fall 2008 environment, from “an in-store Garth Brooks concert, [to an] Oreo cookiestacking contest...”57 Retailers and brand managers are seeking to partner with service providers with a proven track record of creativity and innovation. Given the focus on the creative aspects of event planning, many companies in the sampling and demonstrations sector are aligned with traditional advertising agencies (or are run by executives with advertising backgrounds). A great event is more than just handing out free cookies. Understanding of the Brand: One of the most powerful aspects of sampling and demonstration events is the ability to communicate a comprehensive perspective on the brand, its positioning and benefits. Accordingly, service providers must have a thorough understanding of the product and have the ability to convincingly address customers’ comments, questions and concerns. In order to be successful, the sampling and demonstrations team must work in a collaborative fashion with the CPG brand management staff to understand the key selling points and differentiating factors for the product being promoted. This integrated approach during the program development phase will allow the sampling and demonstrations team to develop the knowledge and passion necessary to represent the brand on the sales floor. The best sampling and demonstration companies are experts regarding their clients’ brands. “You have to know about floor graphics, coupon restrictions, rules for distributing point-of-sale materials – every store has different restrictions...” Suzanne Gocke, Vice President, Mass Connections58 Retail Relationships: Successful competitors in the sampling and demonstrations space require deep retail relationships. CPG brand managers want to know that their service provider has a good working relationship with the local store managers who oversee the locations in which events will be held. However, beyond these connections, CPG brand managers depend upon these companies to have a comprehensive understanding of the ‘rules of the road’ within each retail location. Retailers have grown more demanding with regard to the rules and regulations that govern in-store events and displays. Not only do specific retail chains have different rules and requirements than their competitors, but stores within a chain on a regional or local basis may have differing restrictions as well. Being able to navigate this confusing landscape represents a key competitive advantage for successful sampling and demonstration companies. 57 58 “National In-Store’s Brand-Advocate Initiative Raises the Retailtainment Bar.” PRNewswire. August 11, 2003. “Who Should You Trust to Sample New Products.” CPG Matters. February 2006. Fall 2008 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY 53 “Stick to the retailer’s rules and regulations or be prepared to cancel your event...” Event Marketer Magazine, 200459 Staffing and Logistics Capabilities: The quality and qualifications of the individuals who are leading a sampling and demonstration event is a key determinant of the success of that initiative. These ‘ambassadors’ are representatives of the brand and are the most important asset that a sampling and demonstration company has to offer. Retailers and brand managers favor service providers that have large networks of qualified personnel on a local, regional or national basis that they can draw upon for specific events. Building and maintaining these networks is time-consuming, expensive and, in our view, represents a real barrier to entry. Sampling and demonstration companies are, in many respects, staffing businesses. In addition to being able to mobilize the necessary people, successful sampling and demonstration companies are able to facilitate the entire event process – from the creative development on the front-end to the procurement (or manufacturing), delivery and installation of the related POP materials. The logistics involved on the back-end can be highly complex and difficult to execute. A faulty or late POP display can disrupt the timing and success of an event and result in lost sales for the retailer and the brand. A proven ability to successfully execute the entire sampling and demonstration process is an essential driver of success. Similar to SMMAs, local market knowledge is key. Local Market Knowledge and Ethnic Capabilities: While retailers are continuing to expand their presence on a national and international basis, they still depend upon their sampling and demonstration partners to cater their events to the specific demographic attributes of the local community. Sampling and demonstration events need to be customized to maximize their appeal to consumers in the vicinity of the store. More so than in the SMMA industry, our research leads us to believe that retailers and brand managers often favor service providers with local market expertise and capabilities. For instance, if an in-store sampling event is geared towards Hispanic consumers, the CPG may look to a sampling and demonstration company that has a large network of Spanish-speaking staff in the area. More specifically, if the promotion is in New York they may favor firms that can provide staff of Puerto Rican descent but if it is in Los Angeles, a service provider with a large Mexican or Latin American team may be more appropriate. As retailers and brand managers increase their focus on highly targeted marketing initiatives, the specialized capabilities of a sampling and demonstration company become a key competitive differentiator. 59 54 “Retailtainment Cheat Sheet.” EventMarketer.com. July 22, 2004. Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY Fall 2008 Sampling and Demonstrations – Growth Opportunities Our research leads us to believe that spending on sampling and demonstration events will continue to grow in the years ahead. While a more difficult economy may impact consumer spending, the relatively low cost and compelling ROI of sampling and demonstration events may motivate brand managers to divert investment from other, more traditional promotional activities. With that background, there are several specific growth opportunities that lay ahead for the segment. We believe that significant growth opportunities lay ahead. Expanding into New Product Categories and Channels: The majority of sampling and demonstration events continue to be focused on food products in the grocery and club store channels. While we would expect this trend to continue, our conversations with people in the industry also reflect the extent of opportunities that may exist in new product categories and channels. A variety of new channels will present opportunity. In order to identify product categories or channels that are particularly wellsuited for sampling and demonstration events, we have attempted to define several product attributes that can be addressed through a successful event. The following table summarizes these attributes and the level of benefit that sampling and demonstration events can provide. Benefits Continuum - Sampling & Demonstrations Services Benefit of Sampling & Demonstration Product Attribute Low Neutral High High Product Complexity Weak In-Store Sales Support Significant New Product Features New Target Customer Strength of Brand Sensitive Nature of Product This chart attempts to characterize which product attributes are most conducive to a sampling and demonstrations program. In general, the higher the level of product complexity, the more receptive consumers will be to sampling and demonstrations. Consumer electronics are an excellent example of complex, feature-rich products that consumers prefer to ‘touch’ before making a purchase. The second attribute relates to the level of in-store support. Those products that do not receive significant attention from the retailer’s sales team may be well-suited for a dedicated sampling Fall 2008 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY 55 56 Some products and categories are better suited to sampling than others. and demonstrations effort on the part of the brand or its representatives. Existing products that incorporate new features and require meaningful consumer education are also well-suited to demonstrations. Additionally, brand managers who are attempting to introduce existing products to a new target customer group would likely benefit from a sampling or demonstration event. It is interesting to note a product attribute that, in our view, results in neutral benefit. Some brands have enough awareness and clout in the marketplace that a sampling or demonstration event may not yield much benefit. For instance, consumers are willing to purchase an Apple iPod or iPhone without trying the product based largely on their belief that the Apple brand is synonymous with quality and functionality. Products that do not lend themselves well to sampling or demonstrations are sensitive items that consumers typically do not feel comfortable discussing. We had also considered including price in this table but decided against it. Any new car dealer will tell you that consumers do not like to buy a car without a test drive (leading us to assume that high priced items typically require sampling and demonstration). However, unlike the other categories, the inverse (that low priced items are not well-suited for sampling) is not true given the popularity of food sampling. Complex products, and those that don’t garner sufficient attention from the retailer’s staff, are best suited to sampling. So what does this chart tell us about categories and channels that are well-suited for sampling and demonstrations? To some extent, we would argue that most product categories could benefit from sampling and demonstration events. Consumer electronics brands could benefit from events that educate the consumer about the merits and functionality of their particular product offerings. A sporting goods manufacturer introducing a new snowboard would benefit from a live product demonstration by a professional snowboarder (many sporting goods stores have enough space for a creative POP display that allows for a live demonstration and testing by consumers). An auto parts manufacturer would benefit from a qualified mechanic demonstrating the benefits of a particular spark plug at the end of a Pep Boys aisle. Apparel companies could boost sales by hosting instore fashion shows hosted by a local celebrity. The intense competition that exists throughout the retail industry, coupled with the blurring of lines between traditional retail channels, leads us to conclude that sampling and demonstration companies have significant opportunities to apply and monetize their expertise in a number of interesting ways. Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY Fall 2008 “We are constantly stretching our creative [team] to get consumers to come into our door in what is obviously a crowded retail marketplace...” Senior retail executive Exclusive In-Store Events: Recent economic data reveals that upperincome households are continuing to spend while lower-income consumers are becoming more cautious at the cash registers. We believe that sampling and demonstration companies have an excellent opportunity to increase their focus on the upscale consumer. Improved data collection and mining capabilities now allow high-end brands and retailers to learn a great deal about their most profitable customers – when they shop; where they shop; what they buy; how much they spend; and what their general interests are. Sampling and demonstration companies should work closely with these brands and retailers to target these customers with upscale, creative and entertaining ‘invitation only’ events. For instance, if an upscale grocer knows that a specific customer visits the store once a week and purchases seafood 80 percent of the time, a sampling and demonstration company could invite that person to an exclusive in-store cooking class in which grilled salmon is prepared. A high-end department store could invite a group of its best customers who have shown an interest in purchasing cosmetics to an afterhours ‘makeover’ at their local store. A luxury goods store could coordinate a travel event in which its biggest spenders could travel to Europe to tour private art collections. While we recognize that many brands and stores are already offering these types of in-store events, we believe that sampling and demonstration companies are well-positioned to benefit as events move ‘upmarket’ and appeal to more affluent consumers. Focus on International Retailers: Creating and implementing successful sampling and demonstration events requires outstanding local market knowledge. Large global retailers continue to increase their focus on the U.S. market. The U.K.’s Tesco is currently rolling-out their Fresh & Easy concept in the Western U.S.; Japan’s Famima!! now has 13 locations throughout Southern California; H&M and Zara continue to build out their store counts nationwide. As these retailers gain scale, we believe that U.S. sampling and demonstration companies will be well-positioned to offer their services and to help these new arrivals enhance their brand recognition among U.S. consumers. True experiential marketing is more than just sampling. International retailers moving to the U.S. also represent an opportunity. Retail Media Solutions: There is convergence taking place throughout the retail services industry. Wholesalers are migrating into SMMA services; SMMAs are migrating into ISM services; and we believe that ISMCs Fall 2008 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY 57 The best sampling and demonstration companies are incorporating media and technology into their events. will continue to migrate into retail media services. For instance, Mass Connections, a leading ISMC, operates an independent production studio to create digital content for its in-store demonstrations. As technology becomes more pervasive in the in-store setting, we believe that more ISMCs will incorporate video, audio and digital media into their sampling and demonstration events. Doing so will increase the ‘eye catching’ nature of their events, draw more consumers to the samples and increase lift for the brands and retailers. By extension, we also believe that some ISMCs will become more active in other segments of retail media management, further enhancing their growth opportunities. Sampling and Demonstrations – Threats and Concerns The outlook for ISMCs with a focus on sampling and demonstration services is bright. In addition to a potentially weakening economy, however, companies and investors in the sector must address a number of concerns. AVG NUMBER OF GROCERY STORE DISPLAYS PER STORE PER WEEK (% Change Versus Prior Year by Quad Week) 0 -2 0.0% -1.4% -2.9% -4 -3.6% -3.0% -2.9% -3.6% -4.2% -3.7% -4.3% -4.4% -4.9% -6 Quad Wk 1 Quad Wk 2 Quad Wk 3 Quad Wk 4 Quad Wk 5 Quad Wk 6 Source: Information Resources, Inc. There is a silver lining to clean floor initiatives... For ISMCs with a focus on sampling and demonstration events, there is good news and bad news reflected in this trend. The good news is that more ISM dollars are being diverted from traditional POP displays to new promotional activities, including event marketing. The bad news is that sampling and demonstration companies make extensive use of POP 60 61 58 “Clean Floor” Policies: For the past several years, many U.S. retailers have been implementing and enforcing what is referred to as a “Clean Floor” policy. In an effort to enhance the quality of the overall shopping experience and to reduce clutter in the aisles, retailers have been placing significant restrictions on the number and size of POP displays that are permitted in their stores. According to a recent study, the total number of displays within the grocery store channel has decreased by a total of 9.1 percent over the past two years.60 As the graph on the left illustrates, the result has been a meaningful reduction in the number of merchandising displays, particularly in the grocery channel.61 Many would argue that this trend is nothing new and that ISMCs have modified their activities to deal with it, but we still see it as a concern. Op. Cit., Handrinos, Nick. “Times and Trends: A Snapshot of Trends Shaping the CPG Industry.” Information Resources, Inc. 2007. Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY Fall 2008 materials and are therefore impacted by the restrictions put in place by the retailers. To the extent that retailers continue to tighten their clean floor policies, ISMCs with a focus on sampling and demonstration events may find that their ability to operate is further constrained. The result may be fewer or smaller (or both) sampling and demonstration events. While this is a legitimate cause for concern, we actually view the clean floor regulations as a net positive for sampling and demonstration companies. The successful players in the industry are best positioned to understand and navigate the complexities of the in-store rules and regulations on behalf of their clients. This knowledge and expertise represents a meaningful competitive advantage. ...but clean floor policies can place limits on a sampling company’s use of POP materials. “When it comes to careers, less than a third of college graduates think retailing has a good reputation...” National Retail Federation, 200762 Recruiting and Retaining Qualified Staff: Having already discussed the importance of staffing to the sampling and demonstration industry, there is no need to dig much deeper on this point. However, it is important to note that finding, recruiting and retaining qualified employees continues to be difficult. Additionally, there are fewer people interested in retail-related careers than there have been in the past. Accordingly, ISMCs with a focus on sampling and demonstration events need to aggressively market themselves to potential recruits if they are to remain competitive. On a positive note, we believe that the aging baby boom generation will represent a large pool of potential talent for sampling and demonstration companies. Many baby boomers will want (or need) to work beyond the traditional retirement age to stay active and earn additional income. Increasing Popularity of Online Advertising: Although ISM has been growing at a double digit rate for many years, online advertising is also growing at a rapid pace. Between popular mobile devices and Internet sites, millions of consumers are exposed to online ads every single day – and not just while shopping. As manufacturers get a better understanding of how well their message is reaching audiences via this medium, it may lead to a decreased focus on ISM. While certainly a valid concern, we do not believe that ISM (and sampling and demonstrations in particular) are overly vulnerable. Retailers and brand managers have recognized the benefit of personally interacting with the shopper at the point of sale. The required investment is relatively small and the benefits, including ROI, are impressive. 62 Continued strength in online advertising can divert ad dollars away from the in-store environment. O’Donnell, Jayne. “Wanted: Retail Managers.” USA Today. December 31, 2007. Fall 2008 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY 59 Sampling and Demonstrations – Competitive Landscape As the following graphic illustrates, the competitive environment for ISMCs with a focus on sampling and demonstration events is multi-dimensional. THE COMPETITIVE LANDSCAPE FOR SAMPLING & DEMONSTRATION SERVICES In-House Retailer & CPG Event Planners Exclusive Sampling & Demonstration Companies Sampling & Demonstration Services Passive Sampling (no staffing) The competitive environment is multidimensional... ...and traditional advertising agencies are getting into the in-store mix. 60 ISMCs with Focus on Sampling & Demonstration Services SMMAs That Provide Sampling & Demonstration Services On one level, other ISMCs with a focus on sampling and demonstration services represent direct competitors (PromoWorks, Mass Connections, etc.). On a second level, SMMAs that offer sampling and demonstration services (Advantage, CROSSMARK) represent formidable competitive threats. On a third level, retailers and CPG brand managers often organize and execute their own events as opposed to using a third party. To complicate matters further, some sampling and demonstration companies work exclusively with one retailer (i.e. Warehouse Demo Services only works with Costco). Finally, some retailers and CPG companies choose to have unmanned sampling tables, referred to in the industry as “passive” sampling. Passive sampling represents a viable alternative to more cost-conscious clients. There is another competitive issue that is worth noting. While ISM efforts were once primarily the domain of SMMAs, ISMCs and proprietary sampling groups, the traditional advertising agencies have also become much more active in the space. Recognizing the importance of ISM as a viable marketing medium, advertising agencies have been active in growing their in-house retail initiatives both organically and through strategic acquisitions. In fact, more than half of the Top 25 companies listed in Promo Magazine’s Top 100 Promotion Agencies (many of which are active in the ISM space) are now owned by one of the larger advertising agencies. Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY Fall 2008 The following table reflects the key players in the in-store marketing industry who are active in the sampling and demonstrations space: Selected Sampling & Demonstration Companies Company Name Website Company Name Website Acosta acosta.com Kit Moss Productions kitmoss.com Action Link actionlink.com Mass Connections massconnections.com Advantage Sales & Mktg asmnet.com Mosaic Sales Solutions mosaicsalessolutions.com All-Ways In-Store awinstore.com Nichols & Associates nicholsnassociates.com At Your Service Marketing aysm.com Pat Henry Group thepathenrygroup.com bdsmktg bdsmktg.com Premium Retail Services premiumretail.com CIM consumerimpact.com PromoWorks promoworks.com CROSSMARK Events crossmark.com Promotion Network promotionnetworkinc.com Daymon Worldwide daymon.com Quality Marketing Group qmgrp.com Driveline Holdings drivelineretail.com Quest Service Group questservicegroup.com Euro RSCG Impact eurorscq-impact.com Sales Builders Marketing sbmarketing.com ForceOne Retail force1one.com Sell-Thru Services sell-thru.com Franklin Resource Group franklinresource.com SPAR Group sparinc.com Greet America greetamerica.com Stratmar Retail Services stratmar.com Sampling and Demonstrations – The Private Equity Play Companies that offer sampling and demonstration services to retailers and brand managers represent a sizable component of the retail services industry. While the large SMMAs are now offering a range of sampling and demonstration services, we continue to believe that there is ample opportunity for some sizable independent players to be successful in the marketplace. Frankly, our initial perspective on the segment was not overly positive. We felt that there were few barriers to entry, significant customer concentration risk and relatively undifferentiated service offerings. Our research, however, reflected a different view. First, barriers to entry have actually grown more formidable in recent years. While it is true that any mom or pop can set up a table to offer crackers to passing shoppers, retailers have grown much more sensitive about whom they are willing to allow into their stores. Retailers and brand managers prefer to work with service providers who understand the unique rules and regulations of specific stores and who are able to provide reliable service on a regional or national basis. They want to deal Fall 2008 Lincoln International While large players have moved in, there are still plenty of opportunities. Our research has turned us into fans of the sampling and demonstration sector. RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY 61 Firms need to gain scale to be competitive over the long run. with a more limited number of suppliers who can provide a range of services with excellent quality and professionalism. Accordingly, smaller firms need scale and larger firms need to enhance their resources and capabilities to strengthen their retail and brand relationships. Private equity can be helpful in both respects. Second, customer concentration does not appear to be as much of an issue as we once thought. It is true that several sizable players in the industry are exclusive to a specific retailer. Clearly a private equity firm will need to be comfortable with the nature of those relationships before making an investment. Additionally, smaller competitors in the space are more likely to have concentration issues. As other firms have gained scale, however, we believe that many have taken tangible steps to ensure that there is more diversity in their customer list. While private equity firms need to be sensitive to this issue, we do not believe that it is as much of a concern as we did when we first started to learn more about the industry. There is much more differentiation in the marketplace than we originally thought. Finally, the services that successful sampling and demonstration firms provide are much more differentiated than we originally believed. While there is certainly a ‘commodity’ aspect in terms of basic sampling services (i.e. free cookies on a table at the end of the aisle), the better sampling and demonstration companies have evolved into sophisticated event marketing organizations. As retailers and brand managers continue to look for differentiation in the crowded and competitive aisles of a grocery or department store, they are turning to their sampling and demonstration companies to call attention to their products in highly creative ways. From sports-related promotions to sweepstakes programs, sampling and demonstration companies have a terrific ability to add value to their clients. The successful firms in the space differentiate themselves from the competition by designing and implementing the most creative programs and, perhaps more importantly, by building a network of talented, energetic, professional and reliable people to execute the events at the store level. In short, we are intrigued by the sampling and demonstrations segment. Successful companies in the space represent an impressive blend of creativity and execution capabilities. While it is certainly a competitive segment, we believe that private equity firms have an opportunity to invest in businesses that can become truly national brands with a depth of retail and brand-level relationships. 62 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY Fall 2008 ISM Sector Overview: Retail Media Networks “The ability of digital signage to enhance brand image and display promotional messages using targeted full-motion video at the point of purchase makes it an opportune medium for advertisers...Dwindling attention spans and lack of sensitivity towards mass advertisements has meant that advertisers now need to deliver engaging content that is relevant to the specific target audience through emerging marketing tools such as digital signage...” Aravindh Venkatesh, Analyst, Frost & Sullivan63 Eye catching or annoying? Terrific ROI or too expensive to justify the investment? Easy way for advertisers to communicate their brand message or too difficult to create appropriate content? Destined to become a multi-billion dollar market or will it be Skytron / Screenzone revisited?64 Regardless of your perspective on these questions, everyone seems to agree on one thing: retail media networks (“RMNs”) continue to be a controversial topic these days. Brand managers, retailers, advertising executives and retail media companies are all working hard to better understand how to create, deploy and manage digital retail media assets to maximize consumer awareness and, ultimately, drive product lift and revenue growth. Perhaps surprisingly to many outside of the industry, retail media networks have been around in one form or another since the 1970s. At that time, several progressive grocery retailers began to run pre-recorded advertising spots on in-store television screens.65 While technology and content management capabilities have evolved dramatically since that time, the basic premise remains the same. Advertisers have an outstanding opportunity to use retail media networks to appeal to, and educate, consumers as they are in the process of making a purchase decision. Retail media networks are the most controversial of all retail services segments. Rudimentary RMNs have been around since the 1970s. While others view it differently, we define retail media networks as digital video; in-store audio; digital signage; interactive kiosks and displays. As is the case in most sectors of the retail services industry, there are a broad range of market size estimates in the public domain. The most detailed estimate that we have been able to find was published by Infotrends in 2007. Their report estimated that the “narrowcasting” industry, which they define as “the digital delivery of visual content through a network of displays in 63 64 65 “Frost & Sullivan estimates $1.1 billion business in five years.” Sixteen:nine. December 6, 2007. Skytron and Screenzone were early pioneers in the retail media space that went bankrupt. “The business and technology behind place-based broadcast networks in retail stores.” Wirespring.com. Fall 2008 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY 63 an out-of-home setting that is centrally managed and controlled,” accounted for approximately $1.1 billion of revenue in 2006. This revenue figure was driven by an $3.0 estimated installed base of 630,000 screens in 97,000 2.5 locations. They expect that the market will account for roughly $2.5 billion of revenue by 2011.66 These revenue 2.0 figures exclude revenue attributable to the fast-growing digital billboard sector. The Digital Signage Forum is 1.5 somewhat more aggressive in estimating market size, 1.0 expecting total industry revenue of approximately $3 billion by 2009.67 It is unclear to us if they are including 0.5 digital billboards (of which an estimated 800 have been deployed nationwide at this point) are included 0.0 2006 2007 2008 2009 2010 2011 in their estimates. We would estimate that the current Source: Infotrends market size, including digital kiosks and other POP, is approximately $2 billion. Given the current economic uncertainty, we are somewhat guarded in our near-term growth outlook We estimate that for the space. However, longer term we are bullish on the industry and retail media is would anticipate that retail media networks should reach $5 billion of annual currently a $2 billion revenue over the next decade. Frost & Sullivan seems to concur with the business. long-run prospects for the industry, anticipating that approximately 90 percent of retailers will have in-store digital screens by the end of 2011.68 NARROWCASTING REVENUE, 2006 - 2011 ($ in Billions) “This media has the ability to reach target audiences more effectively, especially in the era of ad-skipping...When you’re in a store, you don’t have the option of turning off that screen...” Leo Kivijarv, Vice President, PQ Media69 RMN business models continue to evolve. As this industry has evolved, so too have business models. Most RMNs operate as private broadcast networks that offer content that is customized for specific retail locations. Revenue is generated through the sale of advertising and, in certain cases, the creation of content for advertisers and retailers. The expenses consist of typical operating costs and often reflect a revenue share agreement with the retail partners. We expect that several factors will drive growing demand for retail media networks in coming years: 66 67 68 69 64 “Narrowcasting: The Opportunity for Digital Signage and In-Store TV Networks.” Infotrends, 2007. Brown, Peter J. “Digital Signage Taking Next Step.” Satellite Today. June 1, 2007. Hollis, Nigel. “Online, In-Store: Two Big Opportunities for Video.” Mediapostpublications. September 17, 2007. Newman, Eric. “What’s in Store? Lots of TV Ads.” Brandweek.com. November 2007. Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY Fall 2008 EFFECTIVENESS OF RETAIL AUDIO ADVERTISING Cost-Effective Technologies: Digital technology continues to evolve and become more affordable. While we do not believe that prices have fallen as dramatically as they have in the consumer sector, digital displays of all kinds (plasma, LCD, LED) have become much more cost-effective in recent years. Additionally, the proliferation of wireless broadband technologies has enabled the growth of retail media networks. Question: Do you think announcements about products or sales played in music programming are very helpful, helpful, somewhat helpful or not helpful? . Not Sure 2% Not Helpful 28% Media-Appropriate Content: The content continues to become more appropriate for an in-store setting and is increasingly effective in attracting consumer attention. Advertisers and network operators have realized that traditional ‘30 second spots’ will not suffice and that content must be optimized for the medium to be successful. There are two types of content on a typical RMN – product-driven (promotes the benefits of a specific product to prompt purchase) and entertainment-driven (similar to the screens found at the cash register). RMN operators have become significantly more effective at creating and sourcing content of both kinds. Helpful / Somewhat Helpful 52% Very Helpful 18% Source: Arbitron. EXPECTED USE OF DIGITAL MEDIA 100% Advertiser Acceptance: In a highly fragmented media environment in which advertisers struggle to communicate their message, there is growing recognition that retail media networks can allow advertisers to reach consumers as they make a purchase decision in the store. Retailer Buy-In: We also believe that the growing clout of retailers will continue to drive retail media networks to new levels. Just as Wal-Mart can ‘convince’ a brand manager to invest in POP displays to drive product sales, we believe that retailers will exert the same influence to enhance their retail media presence. 80 60 40 20 0 Digital Interactive Billboards Kiosks Continue Using Probably Stop In-Store TV (Network) Digital Displays In-Store TV (DVD) May Continue Will Discontinue Source: Infotrends, 2007 Fall 2008 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY 65 Benefits of Retail Media Networks PERCENTAGE WHO REPORT MEDIUM CATCHES THEIR ATTENTION “Done right, digital out of home, no matter where it is encountered, will be one of the most critical and powerful pieces of the media mix. In-store, where purchases are actually made, will be a simple must-have...” Laura Davis Taylor, Retail Media Consulting70 75% 60 45 30 There is an abundance of data that suggests retail media can drive lift. ge na oa rd e Di gi ta llb in az ag Bi TV Source: OTX, 2007 M di o Ne w sp ap er In te rn et Ra M ob ile Ph o ne 0 lS ig 15 Despite what many consider to be a series of false starts, retail media networks have become more prolific in recent years. Companies such as Premier Retail Networks (PRN Corporation), CBS Outernet (formerly SignStorey), Adspace Networks, InStore Broadcasting Network, PlayNetwork and others have dramatically expanded their digital footprint nationwide. While we are well aware of the controversy surrounding retail media networks, our conversations and research lead us to believe that they can provide brand managers, retailers, and advertising executives with several tangible benefits. Increase Product Lift and Sales: While measurement is difficult, retail media networks seem to be growing more effective in enhancing product lift and revenue growth. There have been a number of industry studies that make this assertion. While some estimate that digital signage can increase overall lift in specific product categories by as much as 20 percent, others have estimated that in-store video with solid content management initiatives can drive incremental lift rates by 30 to 35 percent.71,72 “There’s something intriguing about reaching a consumer at the moment they are interested in buying products, and have money in hand to do so...” Steve Kalb, Senior Vice President, Director of Broadcast, Mullen73 There are a variety of statistics that strengthen the argument that retail media networks can increase product lift and sales. While the sources have 70 71 72 73 66 Davis Taylor, Laura. “Retail Relevance: The In-Store Digital Signage Opportunity.” Seesawnetworks.com. November 12, 2007. Baird, Nikki. “The Business Case for Retail Media Networks.” Retail Systems Research. September 2007. Gerba, Bill. “Proven Methods for Tracking Your At-Retail Media Network.” wirespring. com. June 2006. “NBC to Host its First Digital Out-of-Home Upfront.” Ad Age. Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY Fall 2008 a clear bias, the statistics are interesting DIGITAL SIGNAGE (Influence on Purchase Decisions) nonetheless. As seen in the graph on the right, an NOP World study asserted Influences Me to that 84 percent of shoppers agreed 84% Buy Product in Future that digital signage would “influence their decision to buy the advertised Makes me Think More 81% product in the future;” 81 percent Positively About Product agreed that it would make them “think Influences Me to Buy more positively” about the advertised 66% Product Today product; 53 percent stated that digital signage would “influence them to Influences Me to Buy Product Instead of Product 53% buy the advertised product instead Intended to Buy 74 of one they planned to buy.” PRN 0% 20% 40% 60% 80% 100% has put forward data that states inPercentage of Respondents store television generates 56 percent Source: Guideline Research: NOP World 2004, Base: 688 average recall versus 21 percent for regular television spots.75 These statistics are supported by the assertion that an estimated 72 percent of advertisers are willing to consider in-store media as an alternative to traditional advertising, and 54 percent would be willing to increase their in-store budget at the expense of television.76 While steps continue to be taken to put more accurate measurement Retail media can get methodologies in place, intuitively it does make sense that a retail media the attention of busy network with well-vetted content can enhance sales. Retail media can get shoppers. the attention of distracted consumers in a crowded store; can educate them as to the benefits of specific products; and can make them aware of product options that they may not have been considering. In order to do so, the digital displays must be placed correctly within the store and, just as importantly, content must be highly customized to appeal to the consumer. Sophisticated Content Management Capabilities: The technologies that drive retail media networks provide retailers and brand executives with outstanding content management capabilities. Given the digital nature of the information being displayed, the content of the networks can be optimized in a dynamic fashion to maximize sales potential. For instance, the displays within a specific store can provide time sensitive information (i.e. sale expires at 3:00 p.m.); environmentally sensitive information (i.e. umbrellas for sale in aisle five on rainy days); or age sensitive information 74 75 76 Technology = Targeting. Gerba, Bill. “Retail TV is Effective, Says Nielsen In-Store Media Study.” wirespring. com. August 2006. Op. Cit., Newman. Op. Cit., Baird. Fall 2008 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY 67 Digital content can be managed to deliver the right message to the right people at the right time. (i.e. more hip content to appeal to the after-school crowd). Content can be changed quickly, frequently and inexpensively. Additionally, the content of the network can be adapted to provide the same information across an entire retail chain or differing information within the departments of the same store. Finally, one of the big issues that brand managers typically face is ensuring that their promotional materials are compliant with the rules and regulations put forward by specific retailers. The messages communicated through digital displays can be customized to ensure that the format and information provided is always fresh and in complete compliance with specific regulations. “...When you serve one million customers a day who don’t have a remote control to change the channel, it’s a compelling argument that advertisers’ investments could not only build brand equity, but move tons of their products in our stores...” Mike Dombrow, Director of Marketing, Wal-Mart Canada77 Effective retail media can positively impact the perception of a retail brand. Branding Mechanism: According to a 2007 survey conducted by Wegener, a telecom company, the primary objective cited by retailers who were installing a network of digital displays was to enhance the perception and value of their brand and the brands that are sold within the store. Forty-six percent of respondents cited branding as being their primary goal.78 Few will dispute that digital screens, when placed correctly, have the ability to capture a shopper’s attention for a brief period of time. Creative and targeted content can be used to emphasize clear branding messages that the retailer wants to communicate, and does so at a point when the consumer is most likely to make a purchase. Brand marketers and retailers recognize that the fragmentation of traditional media has made it increasingly difficult to capture the attention of busy consumers. Many believe that retail media networks provide an excellent opportunity to communicate with shoppers in a highly targeted manner. “It’s no major secret. Media has become very fragmented. People are consuming it where they want to...” Mark French, Senior Vice President and General Manager, NBC Everywhere79 77 78 79 68 Murphy, Samantha. “Wal-Mart Canada Discusses In-Store Narrowcasting Strategy.” Chain Store Age. 2008. “Dollar General Launches In-Store TV Network.” Retailwire. April 4, 2008. Breen, Peter. “NBC Adds In-Store to the Mix.” In-Store Marketing Institute. January 2008. Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY Fall 2008 Reduced Operating Costs: Retailers and brand managers can realize significant cost benefits from utilizing a retail media network. Retailers can benefit from better leveraging their in-store employee base through the utilization of an RMN. For instance, the networks can be used as a cost-effective medium for employee training, either at the store, regional or national level. Second, retail media networks can be used to educate shoppers about the benefits and pricing of specific products – information that would otherwise need to be provided by employees. This can be particularly useful in categories such as consumer electronics, in which a curious shopper’s inability to get the attention of a busy salesperson will often result in a lost sale. Brand managers can also benefit from retail media networks. Brand managers spend billions of dollars annually on temporary corrugated POP displays that need to be designed, manufactured, assembled, shipped and installed on the retail floor. RMNs allow brand managers to customize their content, change it in a dynamic fashion and mitigate these costs. We would never suggest that digital media will replace POP displays, but in a ‘clutter-free’ retail environment that is seeing a more limited number of displays on the sales floor, RMNs can be a cost-effective tool. Increased Customer Satisfaction: This will certainly be one of our more contentious assertions, but here goes... When ‘done right’ we believe that RMNs can enhance overall customer satisfaction levels. In addition to providing important information in a timely manner (i.e. consumers can get information on a new camera from a digital POP display with dynamic content instead of waiting for an elusive sales clerk), RMNs can also catch the attention of weary shoppers as they wait at the register – providing them with the local forecast, headlines or the latest Hollywood gossip. The new holy grail of retail is differentiation, and we believe that the use of RMNs can accomplish that objective by informing and entertaining shoppers at the point-of-purchase. Retail media can reduce operating expenses and facilitate employee training initiatives. If done effectively, we believe that a retail media initiative can actually improve shopper satisfaction. “...The most important media channel we have is in our store...” John Fleming, EVP & CMO, Wal-Mart80 Retail Media Networks – Drivers of Competition While the RMN industry is still relatively immature, the basis for competition between the key market participants has emerged. Every brand manager, 80 Gerba, Bill. “Wal-Mart: In-Store Media is the Most Important Channel.” Wirespring Blog. May 6, 2006. Fall 2008 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY 69 advertiser and retailer may have different objectives that they are looking to accomplish through their in-store media strategies. However, each will look towards an RMN provider with certain characteristics in mind. Advertisers are looking to partner with retail media networks that can attract ‘eyeballs’ nationwide. The ability to create and manage content effectively is a key competitive differentiator in the industry. Geographic Reach: While there may be a number of RMN providers that are primarily regional in nature, all of the players in the industry are under an increasing amount of pressure to expand their geographic presence. The nation’s leading retailers now have national and international footprints. When selecting an RMN provider, retailers are looking for an organization that has a depth of resources and a proven ability to deploy, maintain and service a complex digital network across the store base. Similarly, advertisers are seeking the largest exposure possible for their messages and will typically favor RMN providers that can deliver a large, yet targeted, audience. Given the capital requirements of the business, providing broad geographic coverage requires a substantial investment on the part of the RMN provider. Accordingly, smaller competitors that lack a balance sheet or strong capital partners are at a significant disadvantage. Content Creation and Management Capabilities: A plasma screen in-store is not the same as a plasma screen in a living room. Shoppers have different expectations and content must be catered accordingly. Creating relevant content is one of the biggest challenges facing the industry. What content appeals most to a busy consumer? How do you create a content loop that is short enough to maximize impressions but long enough to be useful for an advertiser? These are difficult questions to answer. Accordingly, brand managers, advertisers and retailers favor RMN providers that can create content that can address these and other issues. While most of the key industry participants have the ability to do so, those that can distinguish themselves in this regard will find themselves at a competitive advantage. Additionally, despite the fact that brand managers, advertisers and retailers are looking for a large geographic footprint for their RMN, they are also looking for a provider who can manage and serve customized content. Technically, content management capabilities can be highly complex and not every RMN provider will have the ability to manage the process in a reliable manner. Depth of Retailer and Advertiser Relationships: RMN providers often face a ‘chicken and egg’ dilemma. Retailers will favor those providers who can deliver a deep bench of advertisers who are willing to commit meaningful marketing dollars. However, advertisers will only consider those providers who have an extensive installed base of screens at retailers that appeal to their target demographic. Breaking this pattern has been 70 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY Fall 2008 a primary strategic objective of the key players in the sector. The largest players in the industry have successfully done so, but there is an ongoing struggle taking place to deepen the bench of advertisers. Quite simply, the more advertisers in the RMN provider’s rolodex, the more consideration they will receive from the retailers. Critical Mass within a Specialty Channel: Despite the benefits of size and reach in this industry, there will always be a number of successful niche RMN providers. For instance, advertisers who are targeting specific demographic cohorts may turn towards specialty RMNs that have access to the appropriate shoppers. For instance, Pharmacy TV is an RMN that targets shoppers as they wait in line for prescriptions. GymScreen Media provides content to fitness clubs. Even though these concepts may lack the large scale of PRN or others, they are building critical mass in highly targeted segments that will appeal to a broad range of potential advertisers. Retailers may turn to smaller RMN players if they have a strong presence in an attractive niche. Retail Media Networks – Growth Opportunities “...Compelling in-store content really does produce results to drive sales and reinforce the brand, as long as you have the right content...” Eric Hebel, Chief Operating Officer, Channel M81 While the ultimate scale of the market opportunity is up for debate, we believe that RMN providers have substantial growth opportunities ahead of them. Brand managers, advertisers and retailers are all recognizing the benefits that the successful deployment of an RMN can deliver. Given that positive dynamic, we believe that RMN providers should focus their efforts on a number of strategic growth initiatives. Expand the Store Base: First and foremost, RMN providers must continue to concentrate on expanding their domestic reach with retailers. The market opportunity is substantial. Infotrends estimates that there are 97,000 screens installed throughout the U.S., a small number given that there were 1.1 million retail stores in the U.S. in 2002 (we estimate that this figure may be closer to 1.5 million at this point).82 This data is even more striking given that the majority of these stores have the potential to host multiple screens or displays. While most observers agree that tough times in retail may slow the growth rate of RMNs, we would counter that a challenging environment may 81 82 U.S. retail stores are still meaningfully underpenetrated and represent a huge growth opportunity. Johannes, Amy. “GameStop TV Boosts Sales by More Than 19%.” Promo Magazine. February 29, 2008. Source: Census Bureau. Fall 2008 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY 71 be somewhat beneficial. First, retailers are looking to improve the quality of the shopping experience and improve lift, and many believe that RMNs can help to do so. Second, retailers may also look to RMNs as an attractive new revenue source (albeit a relatively small one at this point). CHINA RETAIL SALES ($ in Billions) $750 625 500 375 250 2005 2006 2007 2008 2009 2010 Source: Euromonitor International INDIA RETAIL SALES ($ in Billions) $750 625 500 375 250 2007 2010 2015 Source: A.T. Kearney 83 84 72 International Growth Opportunities: In addition to the massive market in the U.S. for RMNs, we believe that the international opportunity is also attractive. Retail becomes a more global business each day. According to a study by KPMG, 70 percent of the world’s 50 top retailers now have a presence in China.83 Similarly, India is expected to experience GDP growth of more than 10 percent in 2008 and is one of the world’s fastestgrowing consumer economies. European retailers have always been aggressive in targeting high growth market opportunities around the globe, and large U.S. retailers are now following suit. While we strongly believe that RMNs should concentrate their efforts on expanding their presence in the U.S., they should also remain open to pursuing international growth opportunities alongside their current retail clients. There is already clear evidence that RMNs will be wellreceived overseas. Tesco and others have deployed RMNs in the U.K.; PRN has taken steps in Brazil; and Shoppers Stop, Pantaloon and others have rolled out networks in India. Focus Media, a Shanghai-based outdoor advertising firm with a sizable in-store presence, trades on the Nasdaq and has a market capitalization of $3.8 billion.84 While most forms of media are heavily regulated in many international markets (including the U.S.), in-store media is loosely regulated and more open to foreign competition and ownership. Accordingly, RMN providers will be able to build substantial international footprints, ultimately allowing global advertisers the opportunity to gain customized access to consumers in far-flung markets. Debnam, Nick and Smith, Gregory. “Retail Outlook in China.” KPMG. Capital IQ, August 29, 2008. Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY Fall 2008 Joint Ventures to Cross-Sell: We believe that independent RMN providers could strengthen their position with advertisers through the establishment of joint ventures or strategic alliances with other providers of outdoor / away-from-home advertising solutions. Doing so would allow advertisers to place their content on multiple screens in a variety of different environments (i.e. in-store and billboards) simultaneously and with one sales point as opposed to several. Partnering with other out-of-home media providers may drive growth. Mergers and Acquisitions: If joint ventures make sense, presumably acquisitions make sense for the same reasons. For example, CBS acquired SignStorey from Golden Gate Capital and rebranded it as CBS Outernet as part of its CBS Outdoor strategy. CBS now offers advertising in a number of outdoor venues – bus; billboard; rail / subway; street furniture; and sporting events. By incorporating in-store into the portfolio (in addition to SignStorey, CBS Outdoor also had a sizable in-store signage operation), CBS can now offer advertisers what they view as the broadest range of alternatives. Prior to being acquired by Thomson, PRN was also an active acquirer of RMNs (they acquired AdVenture Media, a provider of in-store media solutions to Sears; Stopwatch Entertainment, an RMN that serviced Best Buy and Circuit City; and Impli, which operated an RMN for Ralphs). In addition to offering advertisers a one-stop solution, consolidation can be beneficial in several other respects: a larger organization can better leverage its technical support and installation teams; purchasing synergies (i.e. bandwidth and satellite access); deepen ties with landlords, etc. Over the longer term, we believe that M&A can drive growth for the larger players in the industry and would expect to see more consolidation take place. Promotional Initiatives: In the previous section of this report we had mentioned that it may make sense for other in-store marketing companies to get involved with digital media. Similarly, we believe that RMN operators can be creative in introducing marketing and promotional events into their service portfolio. The primary goal of an RMN is to attract in-store viewers and to keep the attention of busy shoppers. One way to do so may be to engage the shopper directly in an event that makes use of the network. A hypothetical example may be an in-store sweepstakes event: Shoppers are given a sweepstakes ticket by representatives of the RMN upon entering the store. The RMN then displays a new ‘winning number’ on the screens every fifteen minutes and the winner is awarded cash or merchandise provided by a sponsor or advertiser. The result would be an exciting (and ongoing) instore event that would result in increased viewership and greater advertiser appeal. Fall 2008 Lincoln International Marrying retail media with in-store events can lead to new growth opportunities for RMN operators. RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY 73 Expand into New Specialty Channels: A final growth opportunity relates to the specific end markets that RMNs focus on. For instance, RMNs with a focus on mass merchants may decide that their advertiser base would be well-suited for DIY chains and look to expand accordingly. Retail Media Networks – Threats and Concerns “...Digital signage has not developed as quickly as many originally thought. Time frames have slipped...It is a challenging market...” Christopher Baugh, President, NSR85 Despite the benefits that RMNs can provide to retailers and brand managers, critics are quick to point out that there are a variety of challenges that must be overcome if the networks are to reach their potential. All the key players are working to find an accurate measurement methodology. A traditional 30 second ad spot will never work in-store. Lack of Reliable Measurement Capabilities: In-store marketing initiatives are attracting billions of dollars each year. However, brand managers, retailers and advertisers continue to struggle with the difficult topic of measurement. It is extraordinarily difficult to determine if an RMN (or a traditional POP display for that matter) has actually motivated a consumer to lift a product off the shelf and put it into the cart. A variety of players in the in-store marketing industry are working to develop standard measurement protocols that will allow brand managers, retailers and advertisers to quantify effectiveness and, ultimately, ROI. The highest profile effort underway is the P.R.I.S.M. (“Pioneering Research for an InStore Metric”) initiative. P.R.I.S.M. is led by the In-Store Metrics Consortium – a coalition that includes brands and retailers such as Albertsons, Kroger, Walgreens, Wal-Mart, 3M, Disney, Coca Cola, Kellogg, Miller Brewing and P&G. P.R.I.S.M. attempts to predict and estimate in-store traffic and, combined with knowledge of the marketing communications that are instore, estimates the “opportunity to see.” The ultimate goal is to provide an in-store measurement metric that is comparable to the gross ratings system in the television industry. Other players, including Arbitron and VNU, are also attempting to devise a measurement protocol to allow all market participants to better understand the ROI on their in-store marketing investment. Ineffective Content: Participants in the industry have made significant progress in optimizing their content to be most effective in an in-store environment. At this point, however, there is still too much RMN content 85 74 Brown, Peter. “Digital Signage Taking the Next Step.” Satellite Today. June 1, 2007. Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY Fall 2008 that is better suited for a television commercial than it is for a store. Consumers are simply not willing to stand and watch a traditional 30 second commercial on an in-store screen. Additionally, advertisers should not take the ‘lack of a remote control’ for granted. Shoppers still have the ability to look the other way and tune out if the content is not helpful or appealing. Advertisers must encourage their creative teams to think ‘outside of the box’ and calibrate a marketing message that will be well received in the aisle. “...the last thing I want to see as a shopper in a supermarket is six immobilized shoppers with their carts in a high traffic area of the store all staring at [a screen on] the ceiling...” Blog Entry, Retailwire.com86 Location within the Store: Given that RMNs are still relatively new (at least this iteration of them), retailers are working to identify the most effective positioning for the screens within their stores. Place the screens in a high traffic zone and you risk creating a bottleneck and annoying shoppers. Place the screens in a less crowded area of the store and they may go unwatched. Place too many screens or interactive kiosks too close together and the shopper may keel over with sensory overload. While some experimentation will always be required, retailers should work closely with their store design and merchandising teams to analyze planograms and determine which areas of the store (and product categories on the shelves) would be most conducive to digital media support. System Reliability: As is the case with any developing technology, system reliability is a key concern for retailers. Inoperative digital displays waste space (and real estate is a retailer’s most valuable asset); frustrate shoppers (each of us has spent valuable time poking the touch screen on a glitchy display with no success); and communicate the wrong message about the brand that they are intended to support. On a recent walk through the cosmetics department of a high-end retailer in London, I was surprised and disappointed by the number of expensive digital displays that were frozen or completely blank. Technical reliability must improve if the RMNs are to become a true success. 86 Poor placement within a store can be detrimental to the RMN’s success. A glitchy system is a waste of valuable retail real estate. Davis Taylor, Laura. “Retail Relevance: The In-Store Digital Signage Opportunity.” Seesawnetworks.com. November 12, 2007. Fall 2008 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY 75 “...half the point of digital signage is to control the content, so that I’m not playing competitors’ ads in my store. Ultimately, I’m competing for share of wallet against every retailer. The last thing I would want to do is bring another brand’s message in to play on my signs...” Unnamed Retail Executive87 Who controls the screens? Turf Wars: One of the impediments to broader acceptance of RMNs relates to questions of control and ownership. As retailers consider the merits of deploying digital technologies (particularly in-store video and audio networks), many are debating whether it is more efficient to rely on a third party operator or to make the sizable investment and control the network themselves. The success of PRN, Adspace and others reflects the fact that many retailers are open to third party management. However, Target, Dollar General and others have made a different choice and have decided that maintaining control of the RMN (and its content) made more strategic sense. To be successful over the longer term, independent operators of RMNs must put forward a compelling value proposition that makes clear to the retailers that deploying and maintaining an RMN is costly, complex and beyond their core competency. “...they [retailers] somehow think they can buy monitors, mount them, plug them into the Internet and get what they want. They don’t understand that these systems are really private broadcast networks and there is a lot more to it than they are expecting...” Ron Gross, CEO, DynaTek Media88 A retail bankruptcy can leave the RMN with a bunch of unused screens. Retail Consolidation and Bankruptcies: RMNs typically make a substantial capital investment in screens and other equipment to deploy their network in retail stores. To the extent that a retail customer is acquired by another retailer or files for bankruptcy protection, that investment is put at risk. This concern has heightened given the current economic uncertainty and the pace of retail mergers and acquisitions in recent years. Shopper Acceptance: Many critics of RMNs assert that consumer acceptance of in-store media is, and will remain, low. They argue that consumers are already overwhelmed by marketing messages throughout the store; that they find digital media to be distracting; and that shoppers have become expert at ‘tuning out’ unwanted solicitations – digital or otherwise. 87 88 76 Baird, Nikki. “The Business Case for Retail Media Networks.” Retail Systems Research. September, 2007. Goldman, Michael. “The Retail Signage Solution.” Sound & Video Contractor. December 2007. Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY Fall 2008 While there is a substantial amount of data and anecdotal evidence that suggests otherwise, companies that operate RMNs must continue to create content that appeals to the consumer and enhances, as opposed to detracts from, the overall shopping experience. Retail Media Networks – Competitive Landscape The competitive landscape for RMNs has evolved dramatically in recent years and now consists of three primary groupings. First, there are a significant number of independent network operators active in the retail media industry. Companies such as Adspace, Channel M and Ripple compete aggressively in the marketplace but continue to be owned by individuals and private equity investors. Their management teams would argue that their independence allows them greater flexibility to target opportunities and compete for business in a highly dynamic environment. They would also assert that their relationships with private equity investors provide them with substantial financial resources and invaluable strategic guidance that can help them compete against larger and better capitalized competitors. There are three primary categories of competitors in the RMN industry The second category of competitors are now divisions or subsidiaries of larger, diversified parent companies. Two notable examples are SignStorey, which is now owned by CBS, and PRN, which was acquired by Thomson SA in a $245 million transaction in 2005. These companies are formidable competitors that can mobilize their resources, relationships and expertise of large parent companies to identify and compete for business. There is debate in the marketplace regarding the extent of the synergies that have been realized through these transactions, but most would agree that there are benefits to being owned by ‘deep pockets’ in an industry known for both capital intensity and, in many cases, customer concentration. Finally, a number of retailers have chosen to build out and manage their own RMNs. Specific examples include Target Channel Red and Dollar General’s recently announced in-store TV network. The primary benefit of doing so is that the retailer retains complete control over the assets and the content that will be displayed. Critics of this model, however, assert that deploying the network and developing / acquiring the content extends well beyond the core competencies of a retailers and that the RMN can be more efficiently managed by others. Some retailers have decided to roll-out and manage their own networks. The following table provides a list of many of the key competitors in the RMN industry: Fall 2008 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY 77 Selected Participants in the Retail Media Network Industry Company Name Website Company Name Website AdSpace Networks adspacenetworks.com CBS Outernet cbsouternet.com On-Spot Digital Network onspotdigital.com Reactrix reatrix.com Access 360 Media access360media.com Channel M channelm.com PRN prn.com Target Channel Red na InStore Broadcasting Ntwk. www.ibnads.com Pharmacy TV pharmacytv.net Pharmacy Channel pharmacychannel.tv Ripple rippletv.com PlayNetwork playnetwork.com Clear Channel Digital Mall clearchannelmalls.com Automotive Bcasting Ntwk. automotivebroadcastingnetwork.com Fuelcast Network fuelcast.com Capturion capturion.com Enhanced Media Concepts enhancedmediaconcepts.com Gas Station TV gstv.com LevelVIsion levelvision.com Petro TV petrotv.com Pumptop TV pumptoptv.com SeeSaw Networks seesawnetworks.com TransWorld Media transworldmediainc.com Retail Media Networks – The Private Equity Play Retail media is certainly one of the more controversial segments of the retail services industry. While we believe that there is a significant market opportunity ahead, others feel that retail media will never reach its true potential for a variety of reasons. Consumers will always migrate to stores that are functional, pleasant and entertaining. Venture investors have been active with earlier-stage RMNs. 78 Why are we believers and where do the opportunities lie for private equity firms? Ultimately, consumers will always prefer to shop in stores that not only provide them with the products and prices that they demand, but that offer the most pleasant and entertaining shopping environment. While there are valid complaints today that retail media can be overwhelming and distracting, we are of the view that retailers and the retail media network operators are still learning. They are learning how best to position the screens and speakers; how to cater the content based on time of day and viewership; and how to turn the networks into a valuable (and entertaining) shopping tool as opposed to a time killer for shoppers waiting at the register. Private equity opportunities take two forms in the retail media industry. First, there are a large number of small start-ups that are working to develop a foothold in the industry. These firms, for obvious reasons, tend to be technology focused and are looking to expand their capabilities and presence with retailers and brand managers. Given their early stage, many Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY Fall 2008 of these companies represent interesting investment opportunities for growth-oriented venture firms. Second, there are still a number of more mature companies that may represent interesting investment opportunities for more traditional private equity firms. While strategic buyers have grown more active in the space (Thomson and CBS are two examples), we still hold the view that private equity firms can be competitive. This is particularly true for those firms that have a track record of investing in growth-oriented media and technology companies. For those who can get comfortable with the emerging technologies, competitive environment and the start-stopand-start again history of retail media, we feel that the sector continues to represent an interesting opportunity for private equity. Fall 2008 Lincoln International While strategics have been active, we believe that there is still a role to play for private equity firms. RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY 79 Mystery Shopping Services The Basics Yes, THAT mystery shopping. “As the marketplace continues to experience new challenges and competition, more companies are turning to mystery shopping as a strategic business practice...” David Rich, President, Mystery Shopping Providers Association89 Mystery shopping is exactly what you would imagine. At a simplistic level, mystery shopping companies send undercover agents to shop at a store and provide feedback on the quality of the experience. Mystery shopping can provide invaluable information to retailers and companies from a wide variety of sectors and industries. Because of its anonymity, mystery Restaurants 21.5% Other shopping allows retailers to evaluate customer service, 26.6% operations, merchandising, product quality and anything else that is related to the consumer experience.90 A common misconception about mystery shoppers is that they are only Retail (General) 16.8% Grocery Retail found in department stores and other retail venues. The truth 9.1% is that mystery shoppers can be found at restaurants, banks, gas Banking Gas / C-Store stations, amusement parks, grocery stores or even health care 14.2% 11.8% facilities. As seen in the graph on the left, although mystery shopping covers a multitude of sectors, the five largest segments, based on percentage of total market size, are restaurants, retail, Source: MSPA banking / financial, gas station / convenience stores and grocery stores.91 Essentially, mystery shopping can be an important tool for any company or organization that wants to gain further insight into assessing their customer service. ESTIMATED MYSTERY SHOPPING SALES BY SECTOR Mystery shopping is an important component of the retail services industry. Why do companies hire mystery shopping companies? The point of using mystery shoppers is to objectively provide a snapshot of the consumer experience. Although mystery shopping can highlight areas of improvement, the main purpose is actually to gauge how well a company delivers customer service.92 Successful mystery shopping companies evaluate service and the consumer experience using facts and observations, 89 90 91 92 80 Alexander, Deborah. “Who is the Secret Shopper? $600 Million.” Omaha World-Herald. June 24, 2006. Arcieri, Katie. “Mystery Shoppers Becoming Common.” The Maryland Gazette. February 16, 2008. www.mysteryshop.org Op. Cit., Arcieri. Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY Fall 2008 free of personal bias. Generally speaking, companies use mystery shopping to understand and improve the typical customer experience at each location and throughout the organization.93 For retail, mystery shoppers might evaluate product placement, store and rest room cleanliness, checkout timing, and sales-floor service. Mystery shopping services are used to strengthen customer loyalty, improve customer service, and enhance crossselling and up-selling.94 Together, these have helped companies boost sales and increase market share in a very competitive retail environment. Because mystery shopping can help management pinpoint the areas that need improvement, mystery shopping is viewed as an important tool used to create “better trained employees who provide better service to customers.”95 Overall, the feedback and analysis compiled from mystery shopping can lead to increased customer retention, improved sales performance, and greater revenue potential. Brand managers, retailers and a variety of other industries turn to mystery shopping companies to evaluate their performance. “The biggest mistake retailers can make is to use mystery shopping as negative reinforcement, such as firing an employee for poor service based on individual evaluation. In fact, the MSPA strongly suggests that, at the start of a mystery shopping program, retailers explain to employees how the program will work and what is expected of them...” John Swinburn, Executive Director, Mystery Shopping Providers Association.96 Market Structure In 2005, The Mystery Shopping Providers Association (“MSPA”) estimated that the U.S. mystery shopping industry generated $600 million of annual revenue, with mystery shopping companies growing an estimated 11.1 percent between 2004 and 2005. Additionally, there were an estimated 10 million mystery shops conducted in 2006 alone.97 Today, we estimate the value of the U.S. mystery shopping industry to be approaching $1 billion in annual sales. Frankly, we were surprised by the scale of the industry and the extent of its growth in recent years. 93 94 95 96 97 We were surprised to learn that mystery shopping is almost a $1 billion business. Ibid. Ibid. Ibid. “Mystery Shopping Changes with the Time.” Retail Customer Experience Magazine. www.mysteryshop.org Fall 2008 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY 81 “In a competitive retail world, companies want to make sure the customer is being taken care of...” David McAleese, CEO of A Closer Look.98 While the market is highly fragmented, a number of sizable competitors are emerging. The mystery shopping industry, as a whole, is extremely fragmented and ripe for consolidation. Although there are several larger companies active in the space, including National Shopping Service / Global Compliance (which has more than 150,000 registered shoppers performing over 30,000 client visits a month), the majority of the companies that provide mystery shopping services are relatively small, family-owned and operated businesses.99 Some of the key players in the industry include: Corporate Research International, BestMark, Shop’n Check (which is owned by Market Force Information), Second to None, and Shoppers Critique. From 2004 to 2007, Second to None, which has more than 200,000 “Customer Experience Auditors,” grew by an impressive 300 percent.100 The following graphic, which can be found on the Market Force Information website, depicts the key steps of a mystery shopping process. THE MYSTERY SHOPPING PROCESS Exit Store Checkout Process The typical mystery shopping process provides a full evaluation of the retail experience. Enter Store Exterior Appeal of Location Interior Appeal of Location Quality of Staff Interaction Product Appeal and Availability Process of Browsing and Shopping Source: Market Force Information. 98 Benner, Katie. “Consumer Confidential: Get Paid to Shop.” CNN Money. November 29, 2005. 99 “National Shopping Service Announces 150,000th Mystery Shopper.” Market Wire (Press Release). October 26, 2004. 100 “INC. Magazine Includes Second to None on List of Fasted Growing Companies.” August 20, 2007. 82 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY Fall 2008 “In today’s marketplace, small, medium and large companies alike are challenged for ways to attract and retain customers in an environment where there is increasing parity in product selection and price, yet most businesses provide an on-line or in-store experience that is mediocre at best...” Jeff Hall, President of Second to None.101 Growing innovation and increased technological advancements are continuing to transform the mystery shopping industry. Many mystery shopping companies now offer their clients a full suite of services that can be used to supplement traditional mystery shopping tasks. For example, Market Force Information offers two types of services to their clients: experience evaluations and identifying solutions. Experience evaluations specifically refer to mystery shopping, direct customer feedback surveys, on-site audits, and competitive evaluations. Identifying solutions, on the other hand, takes the information from the experience evaluations and assesses it using a variety of sophisticated statistical and analytical tools.102 By combining traditional mystery shopping services with advanced data analytics capabilities, many of these companies have been able to establish themselves as value-added market research firms. Technology is driving a new level of sophistication in the industry. Some of the common mystery shopping services include: On-Site Mystery Shops: On-site mystery shops are undercover evaluations that are conducted to assess customer service, merchandising, brand representation, and transaction process and efficiencies, as well as evaluating compliance with safety and security procedures, corporate and franchise standards, and industry regulations. These tasks are the ones that are most commonly associated with traditional mystery shopping and are widely used throughout the retail industry. Web Shops: Web shop tasks, which have grown increasingly commonplace given the rapid growth of Internet commerce, include active evaluations of websites to assess the ease of use, transactional efficiencies, product and service fulfilment capabilities, and response times to online inquiries. Web shops have come to represent a substantial growth engine for mystery shopping companies given the evolution of traditional retailers into multichannel business models. Web evaluations are becoming an increasingly important service offering. Telephone Shops: Telephone shops represent undercover evaluations that are conducted by telephone to assess customer service and call handling processes at individual retail locations, call-centres, customer support 101 MSNBC’s “Your Business” Highlights Value of Mystery Shopping. March 2, 2008. 102 www.shopnchek.com Fall 2008 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY 83 lines or corporate offices. As we will discuss in the Warranty Program Services section of this report, an essential component of building and maintaining customer relationships relates to after-purchase customer service and support. Accordingly, mystery shopping companies have made a substantial effort to increase their telephone evaluation activities. Remedial Shops: Remedial shops are repeat shops that are completed at sites that previously received ratings that did not meet corporate standards during regularly scheduled shop visits. These shops are intended to ensure that the appropriate steps are being taken to remedy any shortfalls or inadequate procedures that are in place at the store level. Competitor evaluations can be a key benchmarking technique in the retail industry. Market Force Information has been one of the consolidators in the industry. Competitor Comparisons: Competitor comparisons are undercover evaluations of retail competitors that are intended to provide a scorecard comparison of a client’s performance relative to its competition. These projects can be customized to assess customer service, pricing, site cleanliness, and operational strengths and weaknesses.103 In the highly competitive retail industry, sophisticated comparison analyses can provide invaluable corporate intelligence and benchmarking thresholds. The highly fragmented mystery shopping industry has just started to consolidate. Market Force Information has been an early consolidator in the marketplace. For example, Market Force acquired Shop’n Check Worldwide (in 2006); Speedmark Information Services (in 2007); and Certified Marketing Services (in 2008).104 Together, these acquisitions enabled Market Force to expand its services beyond mystery shopping to include “retail resets, recalls and displays; phone and Web-based customer surveys; and movie theater audits.”105 The decision to consolidate is an important one because it allows mystery shopping companies to diversify their service offerings and to become one of the few players with scale in an industry largely characterized by ‘mom and pop’ operations. The success of MFI suggests that private equity firms can see similar results if they acquire a platform company and grow through additional acquisitions. Growth Opportunities While mystery shopping has long been accepted as a successful evaluation technique for retail performance, we believe that there are a number of 103 www.globalcompliance.com 104 Queen, Nicole “They’ve Got a Secret: Many Mystery Shoppers.” Denver Business Journal. February 29, 2008. 105 Ibid. 84 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY Fall 2008 exciting growth opportunities ahead. Retailers are more concerned than ever about differentiating the shopping experience and ensuring that consumers leave their stores satisfied and with products in hand. Mystery shopping companies provide them with the analysis that they need to do so. More specifically, mystery shopping companies have identified a number of specific growth initiatives: Enhanced Demographic Analyses: A major opportunity for mystery shopping service providers would be to offer services that cater to specific demographic profiles. In other words, mystery shopping companies could, in addition to their typical services, provide analyses of shoppers who are from different regions and backgrounds. Second to None, for example, offers Hispanic Consumer Insight Resources, which can be extremely beneficial for companies that want to develop or better understand their Hispanic customer base.106 Since certain retailers and brands cater to different genders, ethnicities, or socioeconomic cohorts, it would be advantageous for mystery shopping companies to offer services that analyze specific types of consumers. Measure Consumer Perspectives LLC is one of the few companies that appears to intertwine demographics with mystery shopping services. Specifically, Measure gathers extensive demographic data on all of their evaluators, including: zip codes, number of children, income, level of education, banking habits, travel habits, and shopping habits. This data helps Measure when it comes time to send a person who matches the demographic profile of their client’s customers.107 By offering this type of service, mystery shopping companies can be more precise in their conclusions. This could, in turn, produce better relationships with clients and lead to repeat business and referrals. Insight into the shopping habits of Hispanic customers is in high demand. “The field teams need to have a strong local knowledge which can be incorporated into the execution of the activity and the analysis of the results to create a more accurate research project...” Joel Kaufman, Managing Director of Link Communication108 Sophisticated Technologies: Mystery shopping companies can also provide a number of value-added services to reach new customers. For instance, successful firms in the space are enhancing their ability to collect, analyze and interpret data intensive market research. For example, Shop’n Check combines descriptive statistics, hypothesis testing, factor analysis, Technology is redefining the industry. 106 www.second-to-none.com 107 www.measurecp.com 108 Hemsley, Steve. “Field Marketing; Going Undercover.” Marketing Week. March 29, 2007. Fall 2008 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY 85 Make no mistake: successful mystery shopping companies are sophisticated market research firms. Many mystery shopping companies now provide a variety of services to shopping mall owners and managers. correlation, and regression analysis in order to create a truly comprehensive report for their clients.109 In addition, Shop’n Check analyzes the data from a number of outlets, including mystery shopping, interactive voice response (i.e. evaluating how effective or annoying a voice prompt system is), and web-based customer surveys, in order to show its clients where they are performing well and where specific improvements are needed.110 While we recognize that a number of mystery shopping companies are already becoming more analytics-oriented, those that are not will need to offer this type of service to remain competitive within the industry. Expansion into New Channels: Mystery shopping companies are making significant efforts to broaden their customer base and, in certain cases, expand into entirely new end markets. For instance, in addition to providing services to specific retailers, mystery shopping companies are also beginning to provide a range of additional services to shopping mall operators. In an effort to differentiate themselves from their competitors, mall owners are using mystery shoppers to assess their services and evaluate the shopping environment in general. Over the last few years, the MSPA reports that it has seen a 20 percent increase in the number of inquiries from shopping center owners and managers.111 Mall owners or managers often use mystery shoppers to get feedback on mall signage, overall cleanliness of its center, rest rooms and parking spaces.112 Mystery shopping companies have recently started to expand their business into non-traditional segments such as health care. Mystery shopping services can be well-suited to the health care industry since medical facilities and hospitals are increasingly looking for ways to improve the patient experience and differentiate themselves. Because many health care facilities are criticized for their poor customer-service, mystery shoppers (or mystery patients) could prove to be valuable in helping health care facilities create better customer service. Some of the ways in which mystery shopping companies can cater their services for a health care setting is by having shoppers make inquiries over the phone; go to a doctor’s office for a checkup; or, in extreme cases, fake symptoms.113 Some argue that mystery shopping tactics in the health care field have already yielded meaningful results, including: improved estimates of wait times; better explanations of medical procedures; extended hours for hospital administration 109 110 111 112 113 86 www.shopnchek.com Ibid. Davis, Riccardo A. “Mystery Science.” Retail Traffic Magazine. November 1, 2006. Ibid. Wang, Shirley. “Health care Taps ‘Mystery Shoppers.’” The Wall Street Journal. August 8, 2006. Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY Fall 2008 workers; escort for patients who have gotten lost; and even less-stressful programming on the television in the waiting room.114 “Health care companies are just starting to warm to the idea of using mystery shopper services to gauge customer satisfaction...” Barbara Gerber, President of Devon Hill Associates115 It is important to realize, however, that mystery shopping is not meant to replace customer and patient satisfaction initiatives. Rather, it is intended to provide information most administrators do not have the time to gather on their own. In 2005, Devon Hill Associates was hired by California Healthcare Foundation to perform health care-related research. Devon Hill, which focuses on the health care industry, sent mystery shoppers posing as uninsured patients to 64 California hospitals.116 Devon Hill’s success should signal to other mystery shopping companies that the health care industry is a largely untapped market opportunity. Healthcare and other new end markets are interesting opportunities for mystery shopping firms. While medical mystery shopping offers a number of opportunities, it also raises the concern that mystery patients will take up time and resources needed by sick patients. However, mystery shopping companies who work in the health care sector recognize this concern and make every effort to accomplish their goals without interfering with those who are truly in need. Threats and Concerns Despite the numerous opportunities available in the mystery shopping industry, there are a number of concerns that need to be evaluated by any private equity investor who is considering an investment in the space. Macroeconomic Environment: A weak or declining economy will be a problem for mystery shopping companies. Since mystery shopping is often considered a more discretionary expenditure, retailers and brands may feel less inclined to spend money on their services during periods of financial instability. While a convincing argument can certainly be made that retailers should actually invest more to improve the customer experience and satisfaction levels during a downturn, practically speaking many will be shortsighted and cut back on this sort of spending. Another possibility is that retailers may look to ‘in-source’ the service during tougher economic times. Brand managers and retailers may be less inclined to spend in a soft retail environment. 114 Ibid. 115 Darce, Keith. “Good Medicine for Health care.” The San Diego Union Tribune. January 18, 2007. 116 Ibid. Fall 2008 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY 87 There have been several high profile mystery shopping frauds that have tarnished the industy. Credibility Concerns: Another concern that mystery shopping companies must address relates to credibility. This concern has two primary components. First, there have been several high profile scams in which criminals duped unsuspecting mystery shopping applicants into cashing fake checks and wiring personal funds to a fictitious organization. In one such incident, fraudsters stole at least $150,000 from individuals who were looking to find employment in the mystery shopping industry.117 One of the most challenging tasks that any mystery shopping company faces is recruiting and retaining qualified individuals. Incidents like this deter potential applicants and make the recruiting process even more difficult. “It’s shocking how complex these schemes have become. I am obviously concerned that our name is being falsely used in this manner, but I am outraged that innocent consumers are being scammed out of their hard earned dollars...” Mike Mallett, CEO of Corporate Research International118 High quality people are essential to the success of a mystery shopping firm. The second credibility issue that mystery shopping companies face relates specifically to the quality of their workforce. Because mystery shopping is primarily observation-based, there is the possibility that poor training or unqualified mystery shoppers will provide inaccurate or biased information to the client. Incorrect information could have a negative impact on both the company being analyzed and the mystery shopping company that is providing the service. Part of the problem stems from the fact that some mystery shoppers believe that they need to find a flaw in their experience. This, however, could be detrimental if the information they are providing is imprecise or misleading. The root of this problem relates to the difficulties involved in recruiting and retaining qualified and reliable workers. Mystery Shopping – Competitive Landscape The mystery shopping industry is highly fragmented, with companies ranging from small, one-person operations to sizable companies with sophisticated private equity backing. The following table reflects some of the U.S. companies that provide a range of mystery shopping and experience evaluation services. 117 Reid, Crystal. “Tips on Mystery Shopping.” The Bismarck Tribune. March 2, 2008. 118 Corporate Research International Warns Consumers About Mystery Shopping Scam; Firm Urges: Beware of Quick Cash Offers. Market Wire. April 6, 2007. 88 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY Fall 2008 Selected Participants in the Mystery Shopping Industry Company Name Website Company Name Website AboutFace aboutfacecorp.com Maritz Research maritz.com At Your Service Marketing aysm.com Marketing Endeavors meshoppers.com Bare International bareinternational.com Michelson & Associates michelson.com Benchmark Collaborative benchmarkco.com Mystery Guest mysteryguestinc.com BMA Mystery Shopping mystery-shopping.com National In-Store nis-online.com checkup Marketing checkupmarketing.com Promotion Network promotionnetworkinc.com CKA Group ckagroup.com Quest Associates questforbest.com Client Smart clientsmart.com Reality Check rcmysteryshopper.com Confero conferoinc.com Ritter Associates ritterandassociates.com Coyle Hospitality Group coylehospitality.com Second to None second-to-none.com Customer Service Experts customerserviceexperts.com Secret Shopper secretshopper.com DSG Associates dsgai.com Service Excellence Group serviceexcellencegroup.com Dynamic Advantage dynamic-advantage.com Service Intelligence serviceintelligence.com Ellis epmsonline.com Service Sleuth servicesleuth.com Freeman Group freemangroupsolutions.com Servicesense servicesense.com GAPbuster gapbuster.com Signature Worldwide signatureworldwide.com Grass Roots Perf. Measmt. grassrootspmusa.com Sinclair Customer Metrics ssanet.com ICC Decision Services iccds.com Six Star Solutions sixstarsolutions.com J.D. Power jdpower.com Synovate synovate.com Kinesis kinesis-cem.com TrendSource trendsource.com Mystery Shopping – The Private Equity Play We believe that mystery shopping represents one of the lesser known, and most interesting, segments of the retail services industry. Frankly, we were shocked to learn that the industry already accounts for nearly $1 billion of annual revenue and even more surprised to learn that there are few sizable players in the marketplace. Mystery shopping should be interesting to private equity firms for two primary reasons. First, the industry is highly fragmented and, in our view, ripe for consolidation. Of the thousands of competitors in the marketplace, only a small number of companies have any meaningful scale at this point. We believe that retailers and brand managers will be much more inclined to work with larger, more sophisticated players than small, poorly capitalized service providers. The second reason we believe there is a private equity opportunity relates to the potential for growth. Mystery shopping companies are, in effect, incipient market research firms. With greater financial resources and backing from Fall 2008 Lincoln International We believe that mystery shopping represents an interesting industry that has been largely ‘off the radar’ for private equity. RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY 89 Mystery shopping = market research. 90 a sophisticated private equity investor, mystery shopping firms can make the investment required to put much more advanced analytical capabilities in place. With the ‘boots on the ground’ in retail stores already, successful mystery shopping firms will be able to deliver a much more effective analytical toolset to their retail and brand management customers than the smaller competitors in the marketplace. In doing so, investors in these firms will have a substantial opportunity to generate incremental value. Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY Fall 2008 Loyalty Program Services The Basics “...As a customer’s relationship with the company lengthens, profits rise...and not just by a little. Companies can boost profits by almost 100% by retaining just five percent more of their customers...” F.P. Reichheld, Author of “The Loyalty Effect”119 We have all heard the common marketing refrain that it costs a great deal more to acquire a new customer than it does to retain an existing one. It has been this core belief that has driven retailers and consumer brand managers (among many others) to construct and offer ‘loyalty programs’ that are intended to reward customers for their loyalty and shopping behavior. While there is great debate about the differing philosophies that underlie these programs and their overall level of effectiveness, few can dispute that loyalty programs (and their administration) have become a multi-billion dollar business. This section of our report is focused on those companies that provide services and technologies that allow retailers and brand managers to design, create, implement and administer successful loyalty programs. “Loyalty Marketing: Membership-based program that enables a retailer to track consumer purchase history and reward the shopper with exclusive benefits, discounts or accumulated points that can be redeemed instantly or at a later date...” While you are reading this report there is a good chance you are either sitting on plane or have within the past couple of weeks. There is an equally good chance that the miles you have flown have accumulated into your American or United frequent flyer account. Founded in 1981, American’s AAdvantage program represented the modern-day vanguard of customer loyalty programs. While airlines and banks / credit card companies have always been active in the loyalty space, the graph on the right reflects that retailers now have more loyalty program members than any other industry in the U.S. Marketing Mantra #1: It costs more to win a new customer than it does to keep an existing one. TOTAL U.S. LOYALTY MEMBERSHIPS BY MARKET SECTOR (in millions) 500 400 300 200 488 27 Retail loyalty programs account for 488 million members, or 37% of total 91 108 254 239 124 99 100 92 78 137 38 31 Fuel Other 0 Retail Airline Fin'l Svcs Internet Hotel Gaming Specialty Department Grocery Discount / Drug Restaurant Source: Colloquy. 119 Source: www.crmtrends.com. Fall 2008 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY 91 2,000 TOTAL U.S. LOYALTY MEMBERSHIPS (in Millions) CAGR = 5.2% 1,500 1,000 1.319 billion 500 973 million 0 2000 Source: Colloquy. Loyalty marketing has a long history in the United States. 2006 Overall membership in loyalty programs has exploded over the past decade as competition for share of consumer spending has grown more intense. In 2000, there were an estimated 973 million loyalty program memberships in the United States. That figure had grown by nearly 36 percent by 2006, with a total of 1.319 billion program memberships (representing a CAGR of approximately 5.2 percent). It is interesting to note that the average U.S. household participates in approximately twelve programs. The graph on the left reflects the extent of the growth in loyalty program memberships in the U.S.120 While we recognize that the CAGR itself may seem more moderate than ‘high growth,’ the aggregate numbers are quite impressive. The loyalty concept actually predates the AAdvantage program by many, many years. In fact, the first ‘loyalty services’ company was the Sperry & Hutchinson Company (S&H), founded in 1896. S&H sold “Green Stamps” to grocers, department stores, convenience store operators and other retailers, who would then hand out the stamps to customers who made purchases to reward them for their loyalty. The stamps could then be redeemed for merchandise that was offered through a dedicated S&H catalog or “Green Stamps” stores. While the programs have, in many respects, become much more sophisticated since that time, retailers have continued to make use of the same rewards concept to retain customers and attract new ones. Retailers now account for 37 percent of all loyalty program participants – collectively coming close to matching airlines and financial services. Despite the impressive number of total members, we estimate that only 35 percent to 40 percent of retailers have implemented loyalty programs to date and that the remaining 60 percent to 65 percent represent an outstanding opportunity for loyalty program services companies. As detailed in the chart below, we believe that the retail industry is wellsuited for loyalty programs for several reasons.121 120 “Sizing up the U.S. Loyalty Marketing Industry.” Colloquy Talk. Rick Ferguson and Kelly Hlavinka. April 2007. 121 “Gaining Competitive Advantage Through Effective Retail Loyalty Programs.” Oracle Corporation. June 2006. 92 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY Fall 2008 Retail Characteristics That Are Addressed Through Loyalty Programs Retail Attribute Comment Commodity Product Many retailers sell commodity products, particularly grocery and hardline retailers. Low Switching Costs It is easy for a customer to drive down the street or walk across the mall and into a competing store. Limited Customer Information Without a loyalty program, retailers have no real way to gather information about their customers. Customer Service a Differentiating Factor The level of customer service often determines the quality of the experience for a shopper. Retailers and others have made the strategic decision to invest a massive amount of time, resources and capital into the development of their loyalty programs. They have done so for a variety of reasons related to the simple consideration stated at the beginning of this section – it is more expensive to get new customers than it is to keep them. The problem is, according to the Center for Retail Management at Northwestern University, only 12 percent to 15 percent of customers are actually loyal to a single retailer.122 Since those customers may account for as much as 55 percent to 70 percent of a retailer’s revenue base, it is of the utmost importance that those most loyal customers be retained and that initiatives be used to expand their number. So how do loyalty programs accomplish this goal? Enhance a Retailer’s Understanding of the Customer and What They Buy: A successful loyalty program provides a retailer with invaluable insight into who her best customers are and what, when, how and why they buy specific products. If this information is utilized effectively, the result should be increased customer loyalty; a more efficient merchandising strategy; more targeted promotions; and increased sales lift and profitability. Despite the best efforts of retailers, only a small percentage of customers are truly loyal. Marketing Mantra #2: Loyalty is driven by knowledge. Rewarding Positive Behavior: Successful loyalty programs also reward and encourage ‘positive shopping behavior’ on the part of a retailer’s best customers. A properly configured program should encourage profitable purchases by offering specific incentives that appeal to targeted customers. Increase Switching Costs: A retail loyalty program should also create ‘switching costs’ that compel a profitable customer to continue making purchases at a specific store. Once a shopper has attained a specific status or level of benefit with a retailer, all else being equal they are unlikely to switch to a competitor who does not offer comparable benefits. 122 “Loyalty-Marketing Programs in the Retail Food Industry.” FMI Backgrounder. 2005. Fall 2008 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY 93 One little known benefit of loyalty programs is that they can actually reduce marketing costs. Decrease Marketing Costs: An effective loyalty program will require members to provide their current contact information and will incentivize them to keep the information up to date. The result is a lower rate of returned direct mail and lower costs due to direct email solicitations. Generate New Revenue Streams: Loyalty programs can lead to incremental revenue in several ways. First, a good program will motivate members to increase their volume of purchases. Second, some loyalty programs require an annual membership fee to paid by the consumer. Third, high-quality data can be sold to third parties (provided that no privacy rules are being violated). Finally, a retailer can generate revenue through the sale of points to program partners. There are two kinds of loyalty programs: cumulative and immediate. There are two general categories of loyalty programs that retailers utilize to enhance their customer relationships. The first category, known as a “cumulative” program, is most similar to the successful ‘points’ programs that were popularized by the airlines. The original S&H Green Stamp program, which required that shoppers accumulate stamps in small books before redemption, was the original genesis of the concept. Points programs allow customers to accumulate points based on the value of items purchased and provide for rewards at certain thresholds. Cumulative programs have many advantages over other types of loyalty programs: 1. They allow for more targeted promotions; 2. They reward loyal customers without resorting to price cuts and discounts; 3. They are better-suited to facilitate customer data collection; 4. These programs provide consumers with clear objectives in terms of required point totals for specific rewards; and 5. Perhaps most importantly, there is no certainty that consumers will actually redeem points to take advantage of their benefits. The drawbacks of cumulative programs relate to their: 1. Complexity; 2. Cost of administration; 3. They often require a sizable ‘hard’ investment in redemption opportunities; 4. The potential perception of unrealistic or unattainable point thresholds may discourage certain consumers from program participation.123 The second category of loyalty program is “immediate” in nature. These immediate programs allow members to receive a reward, discount or rebate 123 Op. Cit., www.crmtrends.com. 94 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY Fall 2008 at the time of each purchase. Given their relative simplicity (i.e. get 10% off of all purchases), immediate programs are much easier (and less expensive) for the retailer to implement and administer than cumulative programs. Another benefit of immediate programs is that they provide the program member with immediate benefits and gratification at the time of purchase. The shortcomings of immediate programs are: 1. Offering a price discount to a select group of customers implies that the regular prices may be too high, potentially discouraging future purchases; 2. Discontinuing a discount program effectively represents a price increase that a retailer is imposing on its better customers; 3. Immediate discount programs reward profitable and unprofitable customers alike; 4. Discounts can lead to margin degradation if they are not vendor funded; and 5. Unlike cumulative programs, it is certain that the retailer (or brand manager) will incur the cost of the benefit with each purchase.124 Immediate programs are often thought of as discount plans. “Customer loyalty programs that focus solely on pricing benefits deliver no loyalty at all...” W. Janowski, Analyst, Forrester Research125 Immediate programs tend to be more common in the grocery industry. According to Forrester Research analyst Christine Overby, seven out of the top ten U.S. Grocers now offer frequent-shopper cards.126 In total, 53 percent of food retailers offer loyalty programs with 75 percent of program customers using their loyalty cards at least weekly and 88 percent at least once a month.127 Immediate plans are most common in the grocery industry. Market Structure “...the goal of the Clubcard is to earn and grow the lifetime loyalty of the customer...” Terry Leahy, CEO, Tesco128 The structure of the industry makes it difficult to determine the actual dollars spent on redemption, discounts and program administration on an 124 Spethman, Betsy. “Loyalty’s Royalty.” Promo Magazine. March 1, 2004. 125 Op. Cit., Oracle Corporation. 126 Ferguson, Rick and Hlavinka, Kelly. “Sizing up the U.S. Loyalty Marketing Industry.” Colloquy Talk. April 2007. 127 “Loyalty-Marketing Programs in the Retail Food Industry.” FMI Backgrounder. 2005. 128 Woolf, Brian. “Loyalty Marketing or Loyalty Selling.” Retail Strategy Center Inc. November 9, 2006. Fall 2008 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY 95 $2,500 LOYALTY PROGRAM CONSUMER PROMOTION SPENDING (in millions) 2,000 1,500 1,000 $1,833 $1.861 $1,902 $1,991 $2,010 $2,060 500 annual basis. The only data that we could identify that actually attempted to quantify the annual spending was drawn from a study by Veronis Suhler Stevenson. Their analysis, which is reflected in the graph on the left estimates that total promotional spending across all categories amounted to approximately $2.1 billion in 2006. Assuming that retail accounts for approximately 37 percent of total loyalty membership programs, that would imply that retailers invest more than $775 million per year. We believe that this figure substantially understates the annual loyalty spending of the retail industry. 0 Loyalty programs have become prolific in the U.S. retail industry. As a result, an entire category of service Source: PROMO Magazine, Veronis Suhler Stevenson and technology businesses has emerged to help to design, create, implement and administer these programs. In our view, the market is bifurcated and companies that provide services and support for retail loyalty programs fall into two main categories. First, there are a While several large small number of large, independent program administrators and consulting players play a leading firms that work with retailers, brand managers and others to implement role in the sector... and manage their loyalty programs. Companies in this category include Affinion Loyalty Group, Alliance Data, Maritz Loyalty Marketing, Fair Isaac, and several others. A number of these companies will be profiled in the Company Summaries section of this report. 2001 2002 2003 ...there are an abundance of small, technology-oriented companies in the loyalty space. 96 2004 2005 2006 The second category includes a multitude of smaller, independent businesses that provide a broad range of products and services that facilitate successful retail loyalty programs. These companies provide program design services; data mining software and analytical services; predictive modeling; loyalty program audits and measurement services; benefits analysis; identification and negotiation of program alliances; CRM system design and development; outsourced data processing and other related services. Technology plays an important role in loyalty program administration, and most of the companies that are active in the space incorporate sophisticated technologies into their product and / or service offerings. Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY Fall 2008 Drivers of Competition For the reasons discussed above, retailers continue to recognize how important loyalty programs are to their sales momentum and profitability. A properly configured loyalty program can drive a retailer’s most lucrative customers to spend more at the register. Accordingly, retail executives continue to invest significant amounts of capital in their loyalty initiatives. According to a study conducted by McKinsey & Co., the start-up costs for a loyalty program could total as much as $30 million, with annual maintenance costs of up to $5 million to $10 million per year.129 Given the magnitude of the investment required, retailers are typically quite thoughtful about the third parties who they choose to work with. Our research has left us with the impression that retailers take several important considerations into account as they are selecting, and working with, loyalty program services companies. Innovative Technologies: Technology has always been an important component of any loyalty program. Successful programs provide retailers with the ability to track and analyze massive amounts of data on the membership base and their purchasing behavior. Accordingly, successful loyalty program services companies must have a proven ability to develop, implement, administer, maintain and work with the sophisticated technology platforms that are used to drive a program. Frankly, one of the most exciting aspects of the loyalty program services industry is that it is characterized by a multitude of dynamic technology and services companies that continue to push the threshold of functionality to entirely new levels. Start-up costs for a loyalty program can exceed $30 million. Perhaps more so than in any other segment of retail services, technology has a huge role to play in the loyalty space. Portfolio of Programs: Our research indicates that retailers prefer to work with loyalty program services companies that understand the retail industry but that also have the ability to ‘cross-fertilize’ ideas from other industries and regions. Most of the leading loyalty program services companies work with clients in a variety of industries apart from retail and have the ability to offer a different perspective that may be helpful as retailers consider their loyalty alternatives. This allows a retailer to adopt proven techniques without necessarily ‘following the crowd’ of comparable retailers. Additionally, many retailers are keen to learn the lessons of international retailers with regard to loyalty programs. A number of international players – including Tesco and Sainsbury’s – have been progressive in terms of the development and adoption of loyalty programs. U.S.-based retailers look positively upon loyalty program services companies that have international experience and a proven ability to migrate creative ideas from foreign markets into the U.S. 129 Op. Cit., www.crmtrends.com. Fall 2008 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY 97 Retailers are looking for service providers who have a proven ability to target specific customer segments. Retailers will also favor companies that understand how loyalty programs can impact the value of their brand. Segment Experience: One of the many benefits of successful loyalty programs is that they allow a retailer to better understand who their best customers are and how best to target them. Accordingly, retailers prefer to work with loyalty program service providers who have a proven ability to target the specific customer segments that are most important to them. For instance, affluent adults (males and females with annual income in excess of $125,000) are significantly more likely than other cohorts to participate in loyalty programs. According to a study by Colloquy, as many as 80 percent of Americans in this category are participants in loyalty programs.130 Retailers who are looking to target this group will be more inclined to work with loyalty program service providers who have designed, implemented or administered programs that have successfully targeted this group in the past. Brand Sensitivity: Successful loyalty programs are an extension of a retailer’s most valuable asset – its brand. Accordingly, retailers are looking for their loyalty program service providers to have a track record of success in incorporating programs into the overall ‘brand’ vision. For example, Neiman Marcus’s InCircle loyalty program is an extension of the exclusive brand positioning that Neiman Marcus enjoys. The famous program, which was founded in 1982, is well-known for offering unparalleled high-end benefits and perks to Neiman’s wealthy customer base. On the other end of the value spectrum, Target has made the strategic decision to avoid discounting and rebates with their loyalty card because it would conflict with the retailer’s perceived low-cost image. Instead, Target offers to contribute a percentage of the total spent to a designated school, reminding customers of Target’s community-oriented brand position. Retailers are looking for loyalty program service providers who are more than just number crunchers. They need to have a broader strategic perspective that recognizes the impact that a loyalty program will have on the overall value of their brand. Growth Opportunities While the implementation of loyalty programs has been an important strategic imperative for retailers for some time, we believe that there is still a terrific market opportunity for companies in the space. The primary objective of successful retailers in this challenging environment will be differentiation. Shoppers have grown bored by their options and, combined with tighter discretionary spending, have been pulling back. Progressive retailers will increasingly look towards their loyalty programs to enhance the 130 Op. Cit., Ferguson, Rick and Hlavinka, Kelly. 98 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY Fall 2008 quality of the shopping experience for their best and most loyal customers. This will translate into a number of exciting opportunities for loyalty program services companies: Penetrate New Retail Accounts and Target Related PERCENTAGE OF ACTIVE Markets: While retail loyalty programs may seem prolific, the LOYALTY MEMBERSHIPS IN U.S. fact of the matter is that as many as 65 percent of retailers in the United States have yet to develop and implement a loyalty program. Additionally, as illustrated in the graph on the right, only 40 percent of all loyalty program members are currently active in their programs. We believe that this translates Active Members into a substantial market opportunity for companies that 521Million 39.5% design, create, implement and administer loyalty programs. Inactive Members Additionally, we believe that there are several related ‘retail’ 798 Million 60.5% markets that loyalty program service providers can aggressively target. For instance, we were surprised to see that restaurant loyalty programs have only registered 27 million members (approximately 2% of the total membership base in the U.S.). Companies that develop retail loyalty programs are wellpositioned to expand their reach into the restaurant sector, Source: Colloquy. which has many similarities to retail. Additionally, we have previously mentioned the industrial supply sector, which is in Despite the number many ways morphing to a retail business model. These distributors are of programs out also well-suited for the programs that many retail-focused loyalty program there, a lot of retailers services companies have been designing, implementing and administering. have yet to take the We believe that there continues to be a massive opportunity for loyalty loyalty program program services companies to target new retailers and related businesses. plunge. “...Insight derived from consumer data should be applied at an enterprise level to drive strategies for merchandising, store operations, store experience and marketing. Using customer behavior data to drive these strategies will create the relevance and experience that truly engender loyalty...” Bryan Pearson, President, Alliance Data Loyalty Services131 Translate Data into Effective Merchandising Strategies: Many retailers have dedicated the time and resources required to establish a loyalty program. Surprisingly few have exhibited the ability to successfully analyze and understand the invaluable data that these programs can provide. The following graph reflects the extent to which retailers lack the ability to analyze and interpret data garnered from their loyalty initiatives. Translating data into loyalty is the primary objective. 131 Ibid. Fall 2008 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY 99 It is simply shocking to us that fewer than five percent of the respondents to a survey conducted by RSR Research believe that they have the ability to conduct ‘repeatable sophisticated’ analysis of the data derived from their DATA ANALYTICS CAPABILITIES (% of Respondents) 50% 40% 30% 20% 10% 0% Drowning in data but don't do much with it Capable of basic analysis but don't have the time for sophisticated analysis Capable of basic analysis, but don't have tools for sophisticated analysis Capable of sophisticated analysis but takes too long and is not easily repeatable Capable of repeatable sophisticated analysis Source: RSR Research. Retailer’s are surprisingly behind the curve in terms of understanding the data that their programs provide... ...and this represents a huge opportunity for loyalty program services companies. 100 loyalty programs. The technology required to compile and analyze the data from loyalty programs has become much more cost-effective and accessible: point-of-sales systems have become more sophisticated; CRM and retailfocused database management systems provide greater analytical capability than ever before. That being said, retailers need help taking advantage of everything that these technologies have to offer. In our view, the single most important objective of any loyalty program should be to increase sales to the retailer’s most profitable customers while strengthening the value of the overall brand. The data garnered from a loyalty program provides a retailer with an exceptional opportunity to learn about the preferences of their best customers: what, where, when, how and why they buy the products that they do. By thoroughly analyzing and understanding the data collected, retailers are able to cater their merchandise mix, store design and layout, and promotional activities to appeal to their most profitable customers. Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY Fall 2008 “...[a lot of retailers don’t have the ability to] use the information to their advantage...After 15 or 20 years, there are just not many examples of a retailer who is doing a great job with its loyalty program...” Stephen Hoch, Professor of Marketing at Wharton132 Data should be a primary driver of every merchandising strategy. % of Respondents who Measure Another attribute of this LOYALTY PROGRAM EFFECTIVENESS MEASUREMENT METRICS data analysis issue relates to 100% loyalty program performance evaluation. Too few retailers 80% are properly measuring the key metrics that reflect the success 60% (or failure) of a loyalty initiative. As the graph on the right 40% illustrates, only 55 percent of 55% respondents to the RSR survey 45% 20% track the impact that their 35% 30% 30% 20% 20% loyalty program has on sales 10% 0% levels. Even more surprising Loyalty Customer Customer Loyalty Loyalty Proj. Loyalty Avg. Based Movement Impact ROI Customer Profitability Impact Loyalty is the fact that only 30 percent Offer (i.e. Gold on on Sales Transaction Lifetime Response to Mgn use the data to understand Value Size Rates Platinum) customer-level profitability and Source: RSR Research. 20 percent can evaluate if their program positively impacts their overall profit margins. Given the substantial investment that must be Loyalty program made by a retailer to design, develop, implement and administer a loyalty service companies program, the lack of performance measurement capabilities completely need to have the undermines the retailer’s ability to determine ROI and overall levels of ability to ‘slice and effectiveness. Loyalty program services companies are exceptionally welldice’ the data for positioned to work closely with retailers to provide them with the tools, capabilities and insights necessary to ‘slice and dice’ the data to determine if optimal analysis. they are maximizing the value of their loyalty investment. “...Given the scale of the opportunity, we strongly believe that loyalty program services companies that deliver sophisticated data mining, predictive modeling and analytic capabilities to their retail clients represent one of the most outstanding investment opportunities in the retail infrastructure industry...” 132 “Love those loyalty programs: but who reaps the real rewards?” Knowledge@Wharton. April 4, 2007. Fall 2008 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY 101 Enhanced Customer Targeting: In helping retailers better understand the data being collected on their 100% best customers, loyalty program services companies can also use that data to target specific customer 80% groups. We have already discussed how retailers have been more successful in using their loyalty 60% programs to target affluent consumers. However, other demographic cohorts are much less active 80% 40% and we believe that loyalty programs, if properly 60% 57% 54% configured, can be used by retailers to build solid and 44% 20% 41% lasting relationships. For instance, as the graph on the left reflects, only 44 percent of young adults and 41 0% percent of Hispanic Americans, both of which represent Affluent Core Gen'l Seniors Young Hispanic Women Population Adults highly attractive customer bases, currently participate Source: Colloquy. in a loyalty program. According to the Colloquy survey, despite the fact that they are not as active as other groups, they are highly receptive. An impressive 38 percent of Hispanic Loyalty service survey respondents stated that a retailer became their primary shopping companies with destination because of a loyalty and rewards program.133 This was higher specific demographic than any other demographic group surveyed and illustrates that the Hispanic expertise are well- population is an attractive target for loyalty efforts. Loyalty program services positioned for companies that have a proven ability to design programs that target these growth. (and other) attractive demographic groups will be invaluable to retailers that are looking to increase their focus on new customer categories. LOYALTY PROGRAM PARTICIPATION RATES BY DEMOGRAPHIC GROUP M&A can be a key growth driver for companies in the loyalty space. Mergers and Acquisitions: We strongly believe that loyalty program services companies are facing an outstanding market opportunity and have ample ground to grow organically. However, we also believe that this growth rate can be accelerated through a thoughtful acquisition strategy. Specifically, the convergence of services and technology companies in this sector is likely to continue. Loyalty program services companies recognize that understanding how to select, implement and maintain advanced information systems on behalf of their retail clients is one of their primary value propositions. Similarly, many executives of companies that provide advanced technologies to the loyalty sector believe that providing valueadded services alongside their applications can further increase customer stickiness and strengthen the overall quality of the customer relationship. Accordingly, there is a natural convergence underway that we expect will continue and, in our view, mergers and acquisitions will become an increasingly important growth driver in the space. 133 Op. Cit., Ferguson, Rick and Hlavinka, Kelly. 102 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY Fall 2008 Coalition Forming: While the concept of loyalty program coalitions is certainly not new, we continue to believe that there are opportunities for service providers to facilitate them. A loyalty program coalition is a group of retailers who work together to offer ‘cross-benefits’ to members of other retail loyalty programs. For instance, a grocery retailer may offer benefits to the loyalty program members of a nearby book retailer and vice versa. We believe that loyalty program service providers have a continuing roll to play in facilitating these relationships and enhancing the breadth of benefits that are offered in specific loyalty programs. Loyalty companies have always been progressive in terms of collaboration. Threats and Concerns It is our view that loyalty program service providers represent a dynamic and exciting segment of the retail services industry. That being said, companies that participate in the sector have concerns that they must address if they are to remain successful and maximize value over the long-term. We identify and discuss many of these concerns below: Potential Oversaturation of Loyalty Programs: One of the concerns that loyalty program services companies must be prepared to address is, quite simply: are there too many loyalty programs already? With more than 1.3 billion memberships in the U.S., does the low ‘active’ versus ‘inactive’ ratio reflect the fact that consumers are bored and no longer motivated by loyalty programs (and retail loyalty programs, specifically)? We certainly do not believe that this is the case. In fact, we believe that the low ‘active’ ratio reflects a terrific opportunity for loyalty program services companies to ‘clean the white-board’ of their retail clients and to help them rewrite the tired loyalty plans that they have in place. A more comprehensive analysis of the customer data, combined with greater creativity in terms of program structure and benefits, can pull millions of inactive consumers back into the fold of a good loyalty program. Loyalty program services companies have an excellent opportunity to help retailers reinvigorate what may be tired relationships with their customers. Are there too many programs out there already? Privacy Concerns: One of the primary concerns that retail loyalty programs must address relates to the privacy of consumer data. Given the number of high profile data security breaches that have taken place in recent years, consumers have grown very sensitive about who is able to collect and use their personal data. This concern certainly extends to loyalty programs which, by and large, consumers correctly view as ‘pay for data’ programs. While we do not believe that concerns about data security are likely to Fall 2008 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY 103 Some consumers feel that loyalty programs are nothing more than privacy grabs. compel consumers to leave a loyalty program, we do think that it may increase their reluctance to join – particularly if that specific retailer had been victim of a data breach in the past. It does not take a data breach, however, to temper a consumer’s interest in a specific loyalty program. Retailers with loose privacy policies who share customer information with third parties also risk alienating some of their most loyal customers. While concerns about privacy can impact participation rates for loyalty programs, they also represent a potential opportunity for loyalty program services and technology companies with a focus on data security. While loyalty investment is important in good markets and bad, some retailers may be inclined to cut back. Economic Environment: We would argue that the current economic environment presents retailers with an outstanding opportunity to strengthen their relationships with their best and most loyal customers through their loyalty initiatives. However, we are not under the illusion that retailers are not constrained by short-term financial considerations that may motivate them to curtail their loyalty activities. In fact, several retailers have already announced that they are terminating their loyalty programs and, presumably, the difficult consumer economy played a role in their decision-making process. As mentioned, these programs are costly to establish and maintain and, as we have discussed, many retailers have never truly recognized the benefits that a successful program should provide. In situations where retail clients are ‘on the fence’ regarding the viability of their programs, the onus will be on the loyalty program service providers to clearly communicate a value proposition and help the retailer understand that small incremental investments can yield enormous returns if properly executed. The Private Equity Play Private equity will have a significant role to play in loyalty program services. In fact, several companies in the space have received private equity backing in one form or another. In addition to all of the services and technology firms that have received venture capital over the years (and there are many), more traditional private equity players have also invested in the space. For instance, Apollo Management is the controlling shareholder of Affinion, one of the largest players in the industry. A group of investors led by Plainfield Asset Management now controls what remains of Pay By Touch, a troubled company that acquired S&H Greenstamps. Escalate Retail, a retail-focused CRM provider, is controlled by Golden Gate Capital. Perhaps the highest profile private equity story in the loyalty industry was Blackstone’s withdrawn $6.4 billion bid for Alliance Data. 104 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY Fall 2008 We believe that private equity will continue to be active in the sector for a variety of reasons: Substantial Growth Opportunities: Loyalty program services and technology companies represent one of the fastest-growing segments of the retail services industry. In the U.S. alone there are thousands of sizable retailers who have yet to implement loyalty programs and millions of consumers who are not yet members. Loyalty program services companies with the capital and the resources to target this market represent appealing potential investment opportunities. The organic growth opportunity is still huge. Significant Barriers to Entry: Loyalty program services companies benefit from several important barriers to entry. First, many of these businesses have developed technologies that are patent-protected and possess substantial amounts of intellectual property. Even without the patents, it would often take a sizable amount of capital to replicate these technologies and to make them commercially viable. Other companies in the space possess deep and long-standing relationships with retailers and other loyalty clients that would be difficult for a new entrant to duplicate. Low Capital Requirements: As is the case with other segments of the retail services industry, successful companies in the loyalty program services sector generate substantial growth and margins and do not have significant capital expenditures or working capital requirements. Growth, when combined with strong free cash flow characteristics, can drive impressive investment returns. Retail Needs You! Perhaps most importantly, we believe that retailers truly need help when it comes to their loyalty programs. Too many retailers have ‘missed the tap-in putt’ and failed to capitalize upon the potential that their programs provide. Their programs generate a treasure trove of invaluable data that they are not mining successfully; provide benefits that reward the bad customers along with the good; offer ‘rewards’ that customers don’t value; and do little to engender true loyalty. There are a multitude of exciting and fast-growing businesses in the loyalty program services sector that provide retailers with the tools and perspective that they need to accomplish their primary objective – turn transactions into a lifelong relationship with their most loyal (and profitable) customers. In an increasingly challenging retail environment, we believe that the services that these companies can provide are more important, and valuable, than ever. Fall 2008 Lincoln International Retailers need loyalty programs more than ever. RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY 105 Warranty Program Services The Basics Picture this: you are walking the aisles at Best Buy and, after a year of deliberation, decide to purchase a brand new Sony BRAVIA XBR 70” 1080p 120Hz Flat-Panel LCD HDTV for the low price of $32,999.98.134 Congratulations – this behemoth is truly the TV of kings. Now one more decision remains – whether you would like to purchase the four-year performance service plan for a paltry $1,249.99. In other words, you are being asked to purchase an extended warranty. What do you do? Do you buy it? Is it worth it? Warranties are now a common purchase option on a broad range of consumer products. Third party warranties are not an extension of the manufacturer’s warranty. As consumers, we all encounter this type of situation, although not always to this magnitude. The fact that extended warranties are offered on consumer electronics, domestic appliances, and automobiles indicates that the industry affects people from the entire socioeconomic spectrum. However, this leads to the question, what exactly is an extended warranty and how does it work? By definition, an extended warranty is a service plan under which the provider promises to repair, replace, or maintain a product for free, or at a lower price, over a certain period of time after the manufacturer’s original warranty expires.135 There are two types of extended warranties. The first is one in which the manufacturer extends the original warranty of the product, but at an additional cost. This type of extended warranty is considered the best because it carries the same terms as the manufacturer’s warranty. If the extended warranty is purchased through the manufacturer, the consumer can get the product repaired by the company that best knows the unit. Another type of extended warranty is one in which the retailer or a thirdparty provides coverage for future repair costs. These third-party warranties are not an extension of the manufacturer’s warranty, but are actually independent service contracts. The problem is that these contracts may not insure the product the same way that the manufacturer’s warranty does.136 Therefore, it is important for consumers to know exactly which type of extended warranty they are purchasing. Yet, a Better Business Bureau national survey conducted by Kelton Research found that 42 percent of Americans admit they do not look at the extended warranty policies that 134 www.bestbuy.com 135 Moore-Thorpe, Angela P. “Do You Really Need that Extended Warranty?” Black Enterprise. November 2007. 136 Walker, Connie. “What is an Extended Warranty?” CBS Marketplace. November 12, 2002. 106 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY Fall 2008 come with their purchase. The cost of an extended warranty to the consumer can vary depending on a number of factors, including: the product, the retailer, and the length of the contract. Although the typical extended warranty costs between 10 percent and 25 percent of the product’s price, they can actually range from as little as one percent to as much as 43 percent of the retail price, according to Warranty Week.137 “Extended warranties generate $16 billion per year in premiums paid out by consumers, half of which is retained by the seller (retailers and dealers)...” Eric Arnum, editor of Warranty Week138 As this quote suggests, proceeds from the sale of extended warranties are split between retailers and third party warranty program service providers (or administrators). For retailers, extended warranty sales typically translate into substantial profits, especially considering that more than 100 million consumer goods service contracts are purchased annually.139 The $16 billion in premiums paid out by customers includes retail, home, automobile and all other industries that offer extended warranties. However, for the retail industry alone, we estimate that the money generated by extended warranties exceeded $4 billion in 2007. To put this into perspective, in 2006, Best Buy collected $790 million in commissions from the sale of extended warranties, which represented more than half of the company’s $1.4 billion in earnings.140 In addition, for some retailers, the profit derived from selling warranties can be more than the sale of the actual product.141 Industry analysts have concluded that profit margins on extended warranty contracts typically range from 50 percent to 60 percent.142 Overall, extended warranties can be highly profitable for both retailers and the service providers that administer them. Warranty sales represent a sizable portion of consumer electronics retailers’ earnings... ...and are highly profitable. Retailers are positively inclined towards warranties due to the strong margin profile, but what has been driving consumer purchases? The first driver has been the increasing complexity of consumer electronics and appliances. 137 “Extended Warranty Pricing.” Warranty Week. October 24, 2006. 138 Ibid. 139 “Over 100 Million Service Contracts Sold Annually.” Service Contract Industry Council. November 15, 2007. 140 Serres, Chris “Consumers Frown on Extended Warranties.” Minneapolis Star Tribune. July 28, 2007. 141 Quinn, Michelle. “Extended Warranty Firm Touts Quick Fix.” Los Angeles Times. December 17, 2007. 142 Berner, Robert. “Watch Out, Best Buy and Circuit City.” Business Week. November 21, 2005. Fall 2008 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY 107 Consumers have a variety of motivations for purchasing extended warranties. Accordingly, consumers are more likely to depend upon technical support staff to address their questions and issues and extended warranties typically offer that service (albeit at a price). A second driver relates to price. Consumers are more inclined to purchase an extended warranty if the purchase price of the item is substantial. Expensive items are simply more costly to replace or repair. As high definition television sets and expensive stereo systems have become more popular with consumers of all income levels, demand for extended warranties has grown accordingly. Finally, the increasing technological complexity of the products has also led to reliability issues, particularly for early product generations. For example, in 2005, purchasers of Microsoft’s high profile Xbox 360 experienced a number of service problems and hardware failures that often left the consoles completely ineffective. Since the manufacturer’s warranty only lasted for 90 days, and since the cost of repairs was $140 (approximately one-third of the $400 console price), it would have been more prudent to purchase the $60 extended warranty.143 All of these factors, and others, have driven an increase in demand for extended warranties in recent years. Market Structure There are three primary categories of competitors in the warranty business. Companies that provide and administer extended warranties can be divided into three primary groups: large insurance companies that underwrite and administer extended warranties; insurance companies that are underwriters only; and “pure play” companies that focus solely on administering extended warranties. This section of our report is focused on the last group of warranty program service providers. Although warranty program service providers play an important role in the industry, large insurance companies like Aon Corp., Assurant Inc., American International Group (“AIG”), and Great American Insurance Group are actually the largest underwriters of extended warranties.144 Specifically, Assurant and Aon Corp. act as both administrators and underwriters, while AIG and the Great American Insurance Group are underwriters only. The reason insurance companies play such a meaningful role in the industry is that they typically have the financial resources and underwriting capabilities needed to successfully offer extended warranties.145 Their important role, however, has not precluded highly successful ‘pure play’ companies from establishing a profitable presence in the industry. 143 “When Extended Warranties Make Sense.” MSN Money. April 22, 2008. 144 “Manufacturer’s Extended Warranties.” Warranty Week. November 14, 2006. 145 “Report on Extended Warranties.” Warranty Week. March 3, 2003. 108 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY Fall 2008 There are several independent warranty program service providers that have established themselves as major players within the extended warranty industry. Some of the key administrators include: Warrantech, Service Net, and N.E.W. Customer Service Companies / Asurion. These administrators cater directly to retailers, manufacturers and distributors of consumer goods, including autos, homes, consumer electronics, furniture and appliances.146 These companies offer a variety of different retail-focused services that are meant to drive sales and enhance customer satisfaction.147 For example, N.E.W. offers extended service and product replacement plan programs, both of which are meant to “give customers enhanced product coverage and peace of mind.”148 They also help retailers reduce the number of product returns and repair damaged floor merchandise through sophisticated return reduction programs and store stock programs. Warrantech, like other warranty program service providers, provides retail clients with the option of selecting between customized programs or pre-packaged service plans.149 The success of these dedicated extended service providers is validated by the fact that Service Net’s revenue grew by an impressive rate of 628 percent between 1999 to 2004.150 Despite being smaller than the large insurance companies, these independent service providers have been able to play an important and profitable role in this highly competitive industry. Extended Warranty Service Providers Company Name Ford / APC Sales Mkt Share $1,200 16% 1,100 15% Assurant / GE 750 10% AON Warranty Group 700 9.3% American Home Shield 475 6.3% GMAC / Universal 400 5.3% JM&A Group 385 5.1% Eastman Kodak 377 5.0% CNA Financial 310 4.1% Cross Country Group 300 4.0% NEW Customer Service 275 3.7% Gateway 134 1.8% Warrantech 120 1.6% First American 100 1.3% Toyota Motor 80 1.1% INDS / Warranty Direct 80 1.1% VAC Service 65 0.9% Service Net 60 0.8% American Standard 55 0.7% Apple Computer 50 0.7% Hewlett Packard 50 0.7% Warranty Corp. of America 50 0.7% 355 4.7% $7,500 100% Dell Other Total 146 “The Warranty Group Announces Agreement with Mantage Furniture Services.” May 29, 2008. 147 www.newcorp.com 148 Ibid. 149 www.warrantech.com 150 “Service Net Poised for Strong Year Following Record 04’.” Warranty Week. March 25, 2005. Fall 2008 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY 109 Growth Opportunities We believe that there will be a number of exciting growth opportunities for warranty program service providers to pursue in the coming years: Surprisingly, many retailers are late to the warranty game. Many manufacturers are reducing the duration of their product warranties. New Retailers Offering Extended Warranty Plans: As the competition for consumer dollars increases in a challenging retail environment, retailers must continue to offer new products and services that will enhance profitability levels. Retailers that previously did not offer extended warranties are increasingly aware of the benefits that they can provide. First, extended warranties represent an excellent source of highly profitable revenue for the retailer. Second, in many cases retailers are being forced to offer these warranties in order to remain competitive in the industry. If a customer purchases a home theatre system and is looking for additional consumer protection, the retailer must be able to provide that service in order to stay competitive in consumer electronics. This is particularly important given Wal-Mart’s entry into the extended warranty business in 2005. In 2007, Target followed Wal-Mart’s lead in a defensive move. As more and more retailers begin to offer extended warranties, we believe that they will turn to experienced companies like Assurant and The Warranty Group to administer and underwrite these protective service plans. In other words, warranty program service providers will become the beneficiary of retailers’ desire to increase profit and to stay competitive in the highly competitive retail industry. Changing Manufacturer’s Warranties: Over the past few years, many manufacturers have reduced the duration of their product warranties. For example, a number of leading appliance manufacturers have decreased their in-box warranties from five years to as little as one year. Similar decreases are beginning to permeate the television market, particularly with microdisplay warranties, which are shrinking from one year to between 30 and 90 days.151 Warranty program service providers can capitalize on this trend because the shortened manufacturer warranty will force those consumers who are looking for longer protection to purchase extended warranties. Consequently, shorter manufacturer warranties may benefit the independent service providers who are underwriting and administering the extended warranties. 151 Am Trust Financial Group 10K. March 14, 2008. 110 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY Fall 2008 “The service aspect of [extended warranties] is also huge, because it takes the right kind of service network and the right kind of administration in order to make sure the customer has a very positive experience. If they’re sold correctly, and if they’re administered correctly, they can end up being a tremendous enhancement to the brand of that retailer...” Paul Swenson, EVP, AON Warranty Group152 International Expansion: As retailers expand into fast-growing markets such as China and India, warranty program service providers will have the opportunity to follow suit. For example, N.E.W. has already established a presence in China and has become the first warranty program service provider to bring full-service extended warranty products and care center support services to China’s retail consumers.153 Jacky’s Electronics, which is the United Arab Emirates’ largest multi-brand retailer, decided in September of 2007 to begin a customer care initiative – Extended Warranty – with the insurance giant AIG.154 Together, these examples illustrate that continued international retail expansion will foster an array of growth opportunities for companies that underwrite and administer extended warranty programs. As U.S. retailers and consumer products companies look abroad for growth, they are likely to favor warranty program service providers that have developed their international capabilities. Retailer Focus on Customer Loyalty: Another opportunity for warranty program service providers is to help retailers and manufacturers build and maintain their customer relationships. As discussed in the loyalty section of this report, retailers are increasingly aware of how important it is to retain loyal customers. Warranty programs are an essential component of this customer care strategy. It is of the utmost importance that a customer who utilizes his or her extended warranty is provided with an outstanding customer experience. Keep in mind that a customer only makes use of a warranty because they have purchased a faulty product from a retailer. If their issues are not addressed with the utmost of concern and responsiveness the customer relationship may be seriously damaged or destroyed. Similarly, outstanding customer service may turn a negative experience into a positive one and lead to repeat business and additional purchases of extended warranties.155 Warranty program service providers need to understand the importance of delivering exceptional service during The warranty industry is much less developed internationally than it is in the U.S. Retailers now realize that warranty programs are an important component of the overall customer relationship. 152 Source: www.crmtrends.com. 153 Am Trust Financial Group 10K. March 14, 2008. 154 “Jacky’s Partners with AIG to Launch New Customer Service Initiative.” Business Intelligence Middle East. September 2, 2007. 155 “Extended Warranty Advice.” Warranty Week. March 28, 2006. Fall 2008 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY 111 a sensitive point in a retailer’s relationship with the customer. Warranty program service companies are well-positioned to gather and interpret valuable product data. Warranties are often bundled with other value-added services. Data Gathering: Warranty program service providers can also help provide important customer and product data for retailers and manufacturers. For example, warranty program service providers can use data that they have collected to help a retailer decide which brands to stock, based not only on how likely customers are to buy service plans but how likely those service plans are to be utilized. The addition of this type of service would certainly help warranty program service providers expand their business and overall profit potential. Data collection services provided by warranty program service providers can also aid manufacturers in their attempt to improve products, enhance brand loyalty, build stronger and longer-lasting customer relationships and provide buyers with product reliability data. This type of information can greatly enhance a company’s product development capabilities and management’s ability to identify problems early in a product’s life cycle in order to make improvements in a timely manner.156 Bundled Products and Services: Another potential opportunity for warranty program service providers is to offer additional bundled services alongside the traditional extended warranty. For example, warranty program service providers could include identity-theft products for notebook computers to enhance a traditional ‘break or fix’ coverage. This type of program provides compensation for compromised data, and can also be bundled with unlimited data backup service and remote location tracking. Additionally, some service providers have decided to offer a ‘lojack’ type service with extended warranty programs for notebook computers.157 The inclusion of these types of services, coupled with a traditional extended warranty, will enhance revenue and overall profitability levels. Threats and Concerns Although we believe there are opportunities for warranty program service providers to gain market share and expand their core businesses, there are also a number of concerns that must be considered. Economic Uncertainty: Economic uncertainty and its effect on the retail industry can have a negative impact on warranty program service providers. For example, the fear of recession and other macroeconomic concerns might influence people to hold off on purchasing non-essential consumer goods 156 Wolf, Alan. “Warranty Providers Kick Off New Year With Innovative Programs.” TWICE Magazine. February 11, 2008. 157 Ibid. 112 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY Fall 2008 – particularly expensive discretionary items such as consumer electronics. A decline in consumer electronics sales will likely translate into a decline in the volume of extended warranties purchased. Somewhat surprisingly, some are still expecting healthy consumer electronics sales for 2008. The Consumer Electronics Association (an obviously biased source) forecast sales for consumer electronics to increase from $161 billion in 2007 to $173 billion in 2008, which represents a healthy growth rate of 7.5 percent.158 Despite these rosy statistics, there is certainly a greater degree of caution regarding consumer electronics sales and that can have a negative impact on warranty program service providers. It is amazing to us that consumer electronics sales continue to be robust. Rapid Evolution of the Consumer Electronics Industry: The impressive pace of new product introductions and shortening upgrade cycles can create significant pricing problems for warranty program service providers. Typically, reliable statistics regarding the reliability of a specific product do not emerge until months after that product is released.159 Therefore, warranty program service providers must make use of data from related products in order to establish prices – an imperfect methodology that can negatively affect profitability. If a new product has glitches that cause consumers to call on their warranties for relief, service providers and underwriters will suffer reduced profitability. It is also imperative that warranty program service providers understand the effects that consumer replacement might have on the sale of extended warranties. Rapid technological developments might encourage consumers to replace products rather than purchase warranties that would cover future repairs. As technology and innovation grow, consumers often find the need to purchase the newest version or the latest model in order to be at the forefront of the most recent trend. This, in turn, can reduce demand for extended warranties. For example, Apple appears to have mastered the ability to introduce and market new products at an astounding rate. Because consumers flock to purchase Apple’s newest gadgets, people are less inclined to purchase an extended warranty knowing that it is only a matter of time before Apple introduces a newer or entirely different product. While Apple remains at the forefront of new product innovation, other consumer electronic manufacturers are learning to follow suit. If this trend continues, sales of electronic warranties may be negatively impacted. Consequently, warranty program service providers must continue to innovate and offer new products and services to remain relevant in this fast evolving sector. Rapid product obsolescence can negatively impact warranty sales. 158 “2008 Consumer Electronics Sales Seen Up.” Reuters. January 7, 2008. 159 Wolf, Alan. “Warrantors Tackle New-Tech Dilemma.” TWICE Magazine. November 5, 2007. Fall 2008 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY 113 Wal-Mart’s move into the extended warranty business is pressuring pricing and margins. Extended warranties get a bad rap in the press. Potential Margin Pressure: Wal-Mart’s decision to offer extended warranties is problematic for both consumer electronics chains and warranty program service providers. This is primarily due to the fact that Wal-Mart’s extended warranties were priced at an average of 50 percent of the price of comparable plans offered by Best Buy and Circuit City.160 On a $1,000, RCA 52-inch digital projection TV, for example, Wal-Mart is charging $29 a year for an extended warranty, while Best Buy is charging $62 and Circuit City $100.161 Major price discrepancies like this will force chains like Best Buy and Circuit City to make a decision: either cut warranty prices and hurt profits or not respond and potentially lose sales.162 Although the number of extended warranties sold will increase with Wal-Mart’s entry into the market, overall margins may actually decline, which would negatively impact the retailer and the extended service provider. Public Perception: Due to a number of high-profile campaigns targeting the merits of purchasing extended warranties, public perception has become somewhat negative. Many consumers believe that extended warranties are either superfluous or too expensive, acting as a deterrent for purchasing warranties. In November 2007, Consumer Reports led a campaign against extended warranties in an effort to dissuade consumers from buying them. The Consumer Reports position is that extended warranties do not provide sufficient value since a) some repairs are covered by the standard manufacturer warranty that comes with the product; b) statistically, products rarely break within the extended warranty timeframe (after the standard warranty has expired but within the typical two to three years of purchase); and c) when electronics and appliances do break, the repairs, on average, cost about the same as an extended warranty.163 “I think people are behaving irrationally when they buy [extended warranties]. For most people, at the level they spend on these products, it’s not a risk you need to insure....” David Cutler, Professor of Applied Economics, Harvard University164 Consumer Electronics Pricing: Another issue that warranty program service providers face relates to the pace of price erosion for many popular consumer electronics. For instance, Christmas of 2006 saw a series of dramatic price cuts take place between manufacturers of flat panel television 160 161 162 163 164 114 Op. Cit. , Berner. Ibid. Ibid. “Why You Don’t Need an Extended Warranty.” Consumer Reports. November 2007. Source: www.crmtrends.com. Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY Fall 2008 sets. Prices for popular television sets declined by as much as 25 percent over a six month period leading into the Christmas season. While this price competition was a positive in that increased unit volumes can lead to extended warranty sales, the rapid pace of the price declines led to a substantial mis-pricing of the attached extended warranty plans. When the warranty prices failed to adjust to lower television prices, consumers simply chose to forgo the warranty. This effect was seen in the financial results of Best Buy and Circuit City, which reported a decline in extended warranty revenue of 12 percent and 8 percent, respectively, in 2007.165 Warranty program service providers need to be much more proactive in adjusting prices in a dynamic consumer electronics marketplace. Rapid price declines on consumer electronics can wreak havoc on the sale of warranty contracts. The Private Equity Play Despite some negative publicity and a difficult retail environment, we believe that private equity has a role to play in the warranty program services industry. Private equity firms have already been active in the space, as evidenced by Berkshire Partners’ and Freeman Spogli’s investment in N.E.W. Customer Service Companies. The industry has a number of attributes that would appeal to private equity investors. First, retailers recognize the attractive margin profile of extended warranty sales. Second, the successful administration of warranty programs has a direct impact on a retailer’s customer relationships and loyalty. Accordingly, they take these relationships seriously and are most interested in working with larger service providers with a track record of success. Smaller competitors in the industry are growing less competitive and, in our view, may be willing to consider partnering with a private equity firm to gain scale and more substantial financial capabilities. These factors, combined with others discussed above, have contributed to an attractive industry growth profile and outsized margins for retailers and service providers alike. We believe that private equity firms will continue to seek new platforms that can be positioned as value-added partners to retailers and consumer brand managers. There have been a few sizable private equity investments in the warranty industry. 165 Paulson, Matthew. “Extended Warranty Sales Decreasing in Retail Stores.” Associated Content. September 24, 2007. Fall 2008 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY 115 Retail Security Services The Basics “...Right now retailers are focused on growing sales and they’re basing their budgets on that. They need to invest more in security too, because it’s just as important to make a customer feel safe in your store...” Chris McGoey, Founder, McGoey Security Consulting. As quoted in CNNMoney166 Loss prevention spending in the U.S. was only $11.8 billion in 2007... One of the most important priorities of any retail business is to establish an organized and efficient security system. The main task of retail security and loss prevention professionals is to observe, detect, deter and report perceived, potential or actual security threats.167 However, these individuals should work to achieve these goals within the “larger context of the [retailer’s] strategy and culture.”168 Although security measures represent an integral part of the retail industry, many operating executives consider security to be somewhat of an afterthought. According to the Global Research Theft Barometer, loss prevention spending in the United States was only $11.8 billion in 2007, which is a mere 0.45 percent of total retail sales. The fact that security measures constitute such a small proportion validates the claim that security and safety implementation is not as much of a focus as it should be. ...but retail shrinkage is a growing problem. One of the most pressing issues in the retail industry today involves the problem of shrinkage. The National Retail Federation defines shrinkage as “inventory losses occurring from employee theft, shoplifting, organized retail crime, administrative error and vendor fraud.”169 “...Retail theft is a multibillion-dollar industry. It takes place on the loading docks, at the cash register and through organized rings of shoplifters...” Toni Whitt, Herald Tribune, 2008170 Because retail shrinkage does not originate from a single source, it is simply impossible to completely prevent and eliminate. A recent survey of North American retailers (the results of which are shown in the graph on the right 166 Kavilanz, Parija B. “One more merchant worry: Mall violence.” CNNMoney, February 12, 2008. 167 Form 10-K. Allied Security Holdings. U.S. Securities and Exchange Commission. 2007. 168 Wren, Andrew. “The Big Picture.” Security Solutions. November 1, 2005. 169 Pohle, Linda. “Retail: In a league by itself.” SDM Magazine. January 1, 2008. 170 Whitt, Toni. “You May be Paying $400 to $600 a Year to Offset Shoplifting Costs.” The Herald Tribune. 2008. 116 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY Fall 2008 SOURCES OF U.S. RETAIL SHRINK concluded that the largest cause of shrinkage is (Total: $41.6 Billion) internal theft. In other words, 47 percent of retail shrink is associated with dishonest employees. Vendor Fraud & This statistic should caution retailers and force Other $3.0 Billion them to take a more in-depth look at potential 7% Administrative employees. Shoplifters, who comprise the second Errors $5.8 Billion largest source of shrinkage, are responsible for 32 14% Employees percent of retail shrink. A recent speaker at the $19.5 Billion 47% National Retail Federation’s 2008 Loss Prevention Show shared a shocking anecdote about a FloridaShoplifting $13.3 Billion based crime ring that had been responsible for 32% between $60 million and $100 million of stolen merchandise – and that was just one criminal gang. Vendor crime, which includes losses in the distribution chain and theft by delivery employees, Source: National Retail Federation. is responsible for seven percent of shrink. Lastly, administrative error, which includes accounting mistakes, pricing errors and process failures, accounted for 14 percent of shrink losses.171 It should also be noted that shrinkage rates are inversely related to the state of the economy: as the economy weakens, shrinkage rates inevitably rise. Basically, a downturn in the economy tempts consumers and employees alike to turn to shoplifting and theft. Conversely, shrink will typically decrease during times of prosperity, which suggests that shrink is cyclical by nature. A weak economy typically drives an increase in shrink. “It’s clear that both employee theft and shoplifting are up…the most recent rise is being driven by the economy. A lot of people are on the financial edge...” Richard Hollinger, Professor of Criminology at the University of Florida172 Shrinkage can have a tremendous influence on a retailer’s profitability levels. For example, it is estimated that crimes such as theft, fraud and scams currently cost retailers more than $42 billion in lost sales.173 Total shrink in the U.S. increased by 2 percent over 2006 levels. In addition, in 2007, shrink cost every man, woman and child in the United States $139.06.174 In a December 2007 survey, Aberdeen Group concluded that 60 percent of Retail theft costs retailers an estimated $42 billion each year. 171 http://www.nrf.com/modules.php?name=News&op=viewlive&sp_id=318 172 Dugas, Christine. “More Consumers, Workers Shoplift as Economy Slows.” USA Today. 2008. 173 http://www.nrf.com/modules.php?name=News&op=viewlive&sp_id=318 174 Op. Cit., Pohle. Fall 2008 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY 117 Shrink costs Wal-Mart more than $3 billion each year. retailers recorded shrink of 1.75 percent of their total sales. How might this 1.75 percent affect a large retail store like Target or Wal-Mart? Based on their most recently reported annual revenue of $60 billion, Target’s loss due to shrink would cost roughly $1 billion a year. Wal-Mart, the world’s largest retailer, has an estimated annual shrink of $3 billion. These statistics highlight the growing problem of shrinkage in the retail industry and illustrate the profound monetary impact on specific companies and the retail industry as a whole. The table below reflects the estimated profit enhancement potential of an integrated shrink-reduction strategy on the part of several different retailers: Potential Profit Improvement From Improved Shrink Rates Metric An increased focus on security and loss prevention can dramatically enhance retail earnings. Revenue Current Net Margin Grocery Retailer Consumer Electronics Retailer Specialty Apparel Retailer $25 billion $15 billion $10 billion 1.34% 2.00% 7.28% $335 million $300 million $728 million 2.32% 0.87% 2.14% $580 million $131 million $214 million Improved Shrink Rate 1.16% 0.44% 1.07% New Net Margin 2.92% 2.56% 8.84% $730 million $386 million $884 million Current Net Profit Current Shrink Rate Total Shrink New Net Profit “Retailers are hungry for more and more information about what people buy and, especially, what they steal and how they get away with it....” Michael T. Grady, Senior Vice President, Vector Security. As quoted in SDM Magazine Many professionals in the retail industry believe that shrinkage can be reduced with the implementation of new loss prevention initiatives. In addition, the development and employment of better-trained security personnel and sophisticated video surveillance will, over time, increase efficiency, lower costs, reduce risks and offer “more enterprise-wide benefits.”175 The most successful security firms with a retail focus are, generally speaking, investing more time and resources into increasing their technology capabilities and the overall training levels of their employees. The majority of firms, however, are still not following their lead. 175 “Research: Video Surveillance Market Posed for Explosive Growth.” Securityinfowatch. com Wireless News. March 25, 2008. 118 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY Fall 2008 As the graph on the right reflects, U.S. RETAIL LOSS PREVENTION SPENDING (in Billions) only 31 percent of the money $5.0 used for retail loss prevention is currently spent on security 4.0 equipment like electronic surveillance. The remainder is 3.0 invested in security personnel, employee screening and 2.0 $3.970 $3.900 monitoring, and other security$3.100 related initiatives. Like electronic 1.0 surveillance, video analytics $0.880 could play a crucial role in the 0.0 Contract Security Direct Vehicle Cash improvement of retail security. Employees Equipment Employees Collection Video analytics have the ability to Source: SDM Magazine. automatically detect suspicious behavior or track items inside and outside the store. This sort of technology has the ability to not only reduce shrinkage, but also revolutionize the retail security industry as a whole. “Retailers expect to substantially increase the amount of technology they will be using in their stores. The types of loss prevention systems they indicate that they will be adding all involve newer, more sophisticated technology....” Richard Hollinger, Professor of Criminology at the University of Florida176 $0.880 Other Technology is becoming a bigger piece of the retail security puzzle. Market Structure Although many contract security firms provide services to multiple industries and venues, the majority of these companies concentrate their efforts on office buildings and retail environments. The contract security industry, as a whole, is highly competitive and fragmented. According to some estimates, there are more than 5,000 contract security service providers nationwide, a large majority of which are relatively small, independent businesses.177 While smaller businesses might generate less than one million dollars in annual revenue, some of the larger national and international companies have annual revenue that exceeds $1 billion. The ten largest players (in terms of annual revenue) combine for nearly 70 percent of the total market The retail security industry is highly fragmented. 176 Lindstrom, Ann. “Shoplifting Costs U.S. Retailers $40.5 Billion According to ADTSponsored Survey.” December 4, 2007. 177 Form 10-K. Allied Security Holdings. U.S. Securities and Exchange Commission. 2007. Fall 2008 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY 119 Securitas, ABM, Allied and IPC are some of the largest players in retail security. Smaller security firms tend to focus on a specific niche. share.178 Four of the firms that have strong footholds in retail security include: Securitas Security, ABM Security Services, Allied Security Holdings and IPC. ABM and Allied alone generate total revenue of $2.6 billion and $1.5 billion, respectively. While the details of their retail billings are unclear, we estimate that ABM, Allied and IPC generate several hundred million dollars of retail security revenue each year. The graph on the previous page asserts that nearly $4 billion is spent each year on ‘contract employees’. We are more conservative in our market size estimate, assuming that retailers spend approximately $2 billion each year on security services (guards and monitoring services). We readily admit that our figure may be somewhat conservative. Smaller firms, which greatly outnumber the larger companies, primarily focus on a particular niche. The reason that smaller firms specialize is because these companies generally lack the resources and manpower to fill every potential customer’s needs. It should also be noted that the contract security industry continues to consolidate as larger firms seek to acquire smaller, local companies in order to gain a foothold in different markets and to increase market share. For example, Allied Security’s acquisition of Barton Protective Services in 2004 and Initial Security LLC in 2006 expanded Allied’s already well-known presence within the contract security industry. There are several factors that retailers and mall operators consider when evaluating a potential security provider. The first, unfortunately for industry participants, is generally price. Given that retail is, in many cases, a lower margin business, store operators are focused on operating costs, including security. Security providers who can deliver quality service at the lowest cost will typically prevail over more expensive options. It is important to note, however, that this is not universally the case. Retailers are also looking for companies that will provide the most competent and professional security personnel. Many of the larger firms provide more sophisticated training and higher wages for their guards. This investment typically leads to higher pricing for retailers. Better trained guards may cost more, but they are typically more reliable, tactful, and observant than their counterparts who may lack such training. Accordingly, many retailers may feel that it is appropriate to pay a little more given the incremental quality and effectiveness of the personnel. Another driver of competition in the industry relates to geographic reach. As mall operators and retailers have consolidated and expanded their 178 Parformak, Paul W. “Guarding America: Security Guards and U.S. Critical Infrastructure Protection.” CRS-Report for Congress. November 12, 2004. 120 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY Fall 2008 footprint across the country (and, increasingly, abroad), they are looking to deal with a more limited number of security service providers who have the ability to service their entire network of locations. Accordingly, security service providers that have a proven ability to deliver high-quality guards on a regional or national basis are more likely to win repeat business from the large mall operators and retailers than their smaller competitors. Growth Opportunities Although improving security can be costly, retailers need to make significant improvements to a) ensure customers that they are shopping in a safe and secure environment and b) reduce the massive level of shrink. Malls, for example, should employ a visible, well-trained, uniformed security force on foot inside the mall, and on bicycles outside. It is essential for malls to set up security plans with local police to ensure that if a situation does arise, police know the best way to get in and out of the property.179 Lastly, it is vital that these measures are organized and administered by individuals who are experienced, have good judgment, and possess strong leadership skills.180 The increase in mall shootings over the last several years, coupled with the threat of terrorism in the post-9/11 world, should influence retail owners to invest more time and money in developing a more efficient security system. While it may be a tough business, we believe that there is a greater need than ever for effective mall and retail security services and that the most progressive players in the industry will be able to distinguish themselves. Unfortunately, in a post-9/11 world security needs to become a growth business. In addition to the general need for greater security, we believe that security service providers have several other specific opportunities to address in today’s retail environment. Pop-Up Stores and Other Non-Traditional Retail Formats: Once an interesting novelty, pop-up stores continue to gain traction in the retail industry. Pop-up stores are temporary retail stores that are established in non-traditional store locations for what is typically a limited period of time. The key strategy of pop-up stores is to create additional buzz for products and to occupy space that would otherwise be unused. For example, Gap used a school bus as a traveling pop-up store in order to promote a ‘60s style tour.181 Target opened a temporary, 1,500 square foot store in Rockefeller Center for six weeks to celebrate Isaac Mizrahi’s new clothing line.182 Since 179 180 181 182 The emergence of non-traditional retail stores presents a unique growth opportunity for security firms. Misonzhnik, Elaine. “On High Alert.” Retail Traffic Magazine. February 1, 2008. Gaier, David W. “Malls as Terrorist Targets.” Security Solutions. November 1, 2004. Gogoi, Pallavi. “Pop-Up Stores: All the Rage.” Business Week. February 9, 2007. Source: www.trendwatching.com Fall 2008 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY 121 every pop-up store is unique, traditional retail security measures are often ineffective. Normal retail locations are built, configured and equipped to reduce the probability of theft. Pop-up stores, by definition, are nontraditional retail locations that can lack many of the ‘structural’ protections that retail stores will typically have. Accordingly, as the concept continues to gain in popularity there will be a significant need for well-trained retail security personnel to monitor the locations and protect against theft. Security needs are much more pressing overseas. International Expansion: As has been mentioned many times in this report, retail continues to evolve into a global business. We believe that the expansion of retailers into dynamic and fast-growing markets in Asia and South America will make security a much more important concern. Many of these countries have lax legal standards, sophisticated organized crime networks and appalling crime rates. This is especially true in Latin America, which is home to eight of the top ten countries with the highest murder rates.183 According to data from The Center for Retail Research, in 2007 retailers in India reported a shrink rate of 2.9 percent, nearly double the 1.5 percent found in North America and the 1.3 percent experienced in Europe.184 Because of the excessive crime, retailers in some countries, such as Argentina, are investing an increasing amount of money on retail security. A senior industry executive in Argentina recently stated that mall owners spend five times more money on security than what the average mall owner spends in other regions of the world.185 Accordingly, we believe that leading security service providers in the U.S. have an outstanding opportunity to grow globally alongside their retail customers. Threats and Concerns Security service providers operate in a challenging marketplace. Retailers and mall operators are cost-conscious but, at the same time, demand quality and performance. However, there are a number of other threats and concerns that security service providers must address if they are to be successful over the long-term. How do you maintain a balance between security and a comfortable shopping environment? Maintaining a Delicate Balance Between Security and Invasiveness: One of the most important concerns in the retail industry is the possibility of a terrorist-related incident or random shooting. Since malls and other retail venues are considered high-risk targets, retail security must adapt to meet the challenge of protecting against possible security threats while trying not 183 “50 Reasons to Love Retail Real Estate.” Shopping Center Today. May 2007. 184 Op. Cit., Bamfield. 185 Op. Cit., Shopping Center Today. 122 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY Fall 2008 to detract from the quality of the shopping experience for the consumer. “Increasing security would spook shoppers, reducing the frequency and duration of shopping trips...” David Bodamer, Retail Traffic Magazine, 2007186 As this quote suggests, some retail operators believe that an increase in security might deter potential buyers or have a negative impact on a customer’s shopping experience. However, experts in the industry agree, “It‘s more about doing the bare minimum, rather than metal detectors or arming guards to the teeth.”187 Fearing that customers will have a negative experience, retailers would often prefer to have lax security and deal with the shrink and other risks than operate a store that resembles Fort Knox. Therefore, the challenge for security service providers will be to find creative ways to minimize security-related risks, while at the same time, preserving a customer-friendly environment. Some feel that visible security degrades the quality of the shopping experience. “I’d say there’s a heightened level of anxiety today that needs to be addressed. The goal of a shopping center is to create a welcoming and enjoyable experience—and that can only happen if people feel safe...” Candace Corlett, President, WSL Retail. As quoted in the Chicago Tribune Potential Liability Concerns: Although security personnel are important components of retail security, they can also be viewed as a potential liability to retailers. Security service providers may be held liable for the negligent acts or misconduct of any of their security professionals.188 Considering the fact that many security personnel lack proper training, occasions might arise when a guard behaves inappropriately. For example, a security guard might mistakenly restrain a customer who is wrongfully suspected of committing a crime. This highlights one of the underlying concerns for retailers and mall operators. In essence, there is meaningful concern that providing security personnel with more authority might increase the likelihood that they will misuse their powers or inappropriately interact with customers. Furthermore, a well-publicized incident or violation will result in a negative perception of the retailer or the shopping mall, impacting sales and profitability. This challenge highlights the need for security service providers to make an appropriate level of investment in the selection and training of their personnel. Retail security firms have unique liability concerns. 186 Bodamer, David. “Editor’s Letter: Insecurity Complex.” Retail Traffic Magazine. 2007. 187 Ibid. 188 Form 10-K. Allied Security Holdings. U.S. Securities and Exchange Commission. 2007. Fall 2008 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY 123 Employees can be coopted by criminals... Employee Malfeasance: Another potential concern is the risk that uniformed security personnel might collaborate directly with criminals or perpetrate crimes themselves. Such collaboration would allow criminals to gain easier access to merchandise, while at the same time, limiting the possibility of being apprehended. In order to reduce the possibility of this occurring, there needs to be more thorough background checks and stringent hiring requirements for uniformed security personnel. “Loss prevention is a critical priority for all retailers, large and small. Retail organized crime affects retailers of every type, every size and in every part of North America...” Diane Brisebois, President, Retail Council of Canada. As quoted in Nanaimo Daily News ...so recruiting the right people is imperative. Recruiting and Retaining Qualified Employees: While security-related technology continues to evolve, the effectiveness of uniformed security personnel is, by some accounts, following a more regressive path. In other words, the lack of security-related spending has fostered a system that is often characterized by poor candidate pools, high turnover rates, and a sense of vocational apathy, all of which translate into a lack of desire for career advancement.189 One reason why retail security is a difficult business relates to employee turnover – which in some cases can be as high as 100 percent per year.190 This disturbing statistic can be attributed, in large part, to low wages. According to a survey released in December 2006 by the U.S. Department of Justice, the median starting hourly rate for mall security personnel was $8.50 and the average for all security staff was $9.50. These wages offer little incentive for security personnel to remain in the profession for the long-term. Another issue relates to training. The Department of Justice report stated that out of the 120 mall security directors surveyed, 60 percent said that training for security staff at their location had not improved meaningfully since 9/11 and another 94 percent said that there has been no change in hiring requirements for security officers.191 Security service providers need to develop and enforce more consistent training standards for security personnel. “Security guards have no authority, aren’t adequately trained, and are not paid what they should be...” Paul T. Kinney, Executive Director, National Retail Tenant Association. As quoted in Retail Traffic Magazine 189 “Facility Management Forecast.” International Facility Management Association. 2007. 190 “Mall Security Back in Spotlight after Omaha.” Retail Traffic Magazine. December 12, 2007. 191 Misonzhik, Elaine. “Safe and Sound.” Retail Traffic Magazine. March 1, 2007. 124 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY Fall 2008 Finally, due in large part to the reasons stated above, most security personnel are not given the authority to act even when situations do arise. Rather than allowing security personnel to respond when there is an immediate threat, many security firms and mall owners require their guards to report questionable activity to management or to the police. It is a widely held belief that the goal of mall security personnel is not to act as a police force, but to be “mall ambassadors.” Essentially, mall security personnel have the task of controlling disruptive shoppers and creating a “feeling” of safety. Security personnel are also limited in the sense that their greatest weapons are typically a can of mace and a set of handcuffs.192 The fact that they are limited in this regard perpetuates the negative stereotypes relating to security personnel. In order to improve the public perception of security personnel, it is imperative that retailers and mall operators give uniformed security professionals more authority. However, this increase in authority will only be warranted once there is a new set of standards in place for hiring and training. . The simple fact is, security personnel need more respect. “...The fact is they are $8 to $11 an hour guards without guns. Outside of wearing a uniform, they don’t carry a lot of authority…[Often] they are younger than the people they have to confront...” Paul T. Kinney, Executive Director, National Retail Tenant Association. As quoted in Retail Traffic Magazine The Private Equity Play From a private equity perspective, we believe that there are profitable investment opportunities to be found in retail security services. While the initial reaction of private equity investors may focus on the negatives (barriers to entry, liability concerns, lower margin profile), we would highlight the fact that private equity firms have been successful in the space in the past (for example, Gryphon and MacAndrews & Forbes both made profitable investments in Allied Security). Private equity has been active in the retail security space. In addition to those detailed above, there are a number of reasons that security represents an interesting opportunity for private equity investors. First, the risk of increasing shrink and the potential for mall violence will, despite a weak economy, compel retailers and mall operators to continue investing in security services. Second, the consolidation that has taken place among retailers and mall operators has created a dynamic in which 192 Ibid. Fall 2008 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY 125 Sponsors have an opportunity to marry security services with advanced technologies. 126 the large players are looking for security service providers who can provide regional or nationwide coverage. Since the substantial majority of security service providers are still small local operations, we believe that a sizable consolidation opportunity continues to exist. Finally, sponsors will, in most cases, have a greater opportunity to marry security services with technology than existing business owners in the space (i.e. family-owned businesses). Over the longer term we believe that technology will continue to play a more important role in the industry and that the larger, better capitalized competitors will be best positioned to make the required investments. Retail security may not resonate as the most outstanding investment opportunity in the retail services industry but, in our view, there will be successful private equity investments made. Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY Fall 2008 Design, Build and Installation Services Overview “The immersive experience that happens at a store is the brand’s starting point. The store is where I, as a consumer, have the ultimate experience from a more global point of view and then when I see the brand in advertising or a Web experience, the recall is back to the store, because my experience there was, on all levels, more fulfilling. Ten or fifteen years ago, advertising would have led that charge, but now the store is the brand billboard...” Paul Lechleiter, Chief Creative Officer, FRCH Design Worldwide.193 To this point, our report has been focused on providing an overview of the service providers who help retailers and brand managers move product within a store. Now, we turn our attention to the companies that help retailers design those stores and turn those designs into reality. There are three main categories of service providers that do so: 1. Architecture and design firms that work with retailers to create unique and appealing store designs that enhance the value of the retail brand and optimize the quality of the shopping experience; 2. Construction firms (primarily general contractors) that work with retailers, mall operators and developers to build new stores and refurbish existing locations; 3. Installation firms that work with general contractors, retailers and brand managers to install fixturing and POP displays. This section of our report will focus on firms that help get the stores up and running. This section will discuss each of these segments in detail but will be structured somewhat differently than other parts of this report. We will provide a basic overview of the design, build and installation segments; a summary of the market structure for each; but, given the similarities between the three, we will provide a combined commentary regarding opportunities, threats and the private equity play. Before doing so, however, we believe that it is important to provide some background on recent trends in retail construction. 193 Ryan, John. “Design for Life.” Retail Week. January 11, 2008. Fall 2008 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY 127 What’s the Story with Retail Construction? “...Retail follows rooftops...” Retail Traffic Magazine.194 Retail construction fell by 23 percent during the first six months of 2008. Although retail construction levels witnessed strong growth over the past several years, the difficult retail environment has certainly been having a negative impact on building activity in recent months. Retail building has followed residential construction downwards in recent quarters and has been trailing off in most areas of the nation. Many new malls and outdoor lifestyle centers have been planned (or are being constructed) in oncehot residential real estate markets such as Florida, Nevada, Arizona and Southern California. With foreclosures rising at an alarming rate in these communities, it is not surprising that many of these retail projects are being put on hold or cancelled altogether. According to Reed Construction Data, retail construction was down 23 percent during the first six months of 2008 versus 2007 levels.195 BILLINGS BY CATEGORY (Three Month Moving Average) 70 60 50 40 30 May Aug 2007 Nov Feb Institutional Mixed Use Commercial / Industrial Residential Source: American Institute of Architects Retail capex has started to trend downwards for the first time since 2003. 128 May 2008 Recent data from the American Institute of Architects (“AIA”) reflect this weakening trend. As the graph on the left illustrates, architectural billings have declined over the past year, with residential and commercial (retail) projects falling substantially before rebounding somewhat over the past couple months. When the index falls below 50, it means that there has been a decline in billings at architecture and design firms. Despite a bounce in June, billings still remain well-below the historical average of recent years. Inquiries for new billings have fallen at an even greater rate, clouding the outlook for coming months. It is important to note that demand for design services is a leading indicator of construction activity. If a project is in the design phase now it may take nine months to three years before construction is actually underway and completed. The current decline in billings and inquiries will have a negative impact on demand for construction in the coming years. The prospects for 2009 are very mixed. Retail capital expenditure levels have also been weakening in recent months. Lincoln International’s “Retail CapEx Monitor” tracks the capital 194 “Falling Construction Prices, Upside and Down.” Retail Traffic. August 29, 2007. 195 Haughey, Jim. “Construction Starts Rise in June.” Reed Construction Data. July 10, 2008. Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY Fall 2008 expenditures of fifty of the nation’s leading retailers CAPITAL EXPENDITURES FOR 50 TOP U.S. RETAILERS on a quarterly basis to provide insight into overall (Trailing Twelve Month Data, $ in Billions) retail investment levels and allow for trend analysis 50 to forecast future activity. The graph on the right, which reflects retail capital expenditure data for 40 every quarterly period since 1997, seems to confirm that we are in the midst of another downturn for 30 retail construction and investment. Recent capital expenditures reflect the increasing caution and 20 restraint being exercised by retail construction departments. There has been a substantial 10 deceleration in capital spending over the past four quarters. Total capital spending for the fifty retailers 0 '97 '98 '99 '00 '01 '02 '03 '04 '05 '06 increased by 14 percent year-over-year for the twelve Source: SEC Documents months ending July 31, 2007. Since that time, the yearExcluding Wal-Mart Wal-Mart over-year capital investment increases have declined to 8 percent, 4 percent, (-1 percent) and (-11 percent) over the past year, respectively. In fact, the April 2008 trailing twelve month values represents the first year-over-year decline since April 2003, which was the end of the last retail downturn. '07 '08 If we were to extrapolate the peak to trough decline from the last downturn to the peak capital expenditure levels seen in July 2007, total capital investment for our fifty retailers would decline by roughly 11 percent to $37.6 billion before rebounding. The pullback would be more severe if you analyze the data excluding Wal-Mart. During the last downturn, the other 49 retailers saw capital spending levels decline by approximately 18 percent. If those retailers were to pull back at a similar pace today, their capital spending levels would decline from a recent peak of $26.8 billion to approximately $21.9 billion. Given that we have already reached $37.8 billion on a trailing twelve month basis, we expect that this capital spending downturn will likely be more substantial than the previous slowdown. If we extrapolate from the last downturn, we could see a 15%+ decline in capex levels. The decline in capital spending has been accompanied by a long list of “store closing” headlines in the financial press. The following table reflects a small sample of retailers who have announced store closing programs: The headlines have been filled with store closing announcements. Fall 2008 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY 129 Recently Announced Store Closings Retailer Stores Closing Comments Starbucks 600 First major closings in history Wilson’s Leather (PreVu) 260 Unable to secure funding, closing stores Linen’s ‘n Things 177 Chapter 11 filing Pacific Sunwear 163 Closing 154 demo Stores and 9 One Thousand Steps locations Charming Shoppes 207 Closing 130 Fashion Bug stores and 77 Added Dimension / Answer stores Foot Locker 140 Closing 140 stores Sprint Nextel 125 Closing 125 company-owned outlets Ann Taylor 117 Closing 39 Ann Taylor and 78 Ann Taylor Loft stores nationwide Zales 105 Closing 55 full-sized retail stores and 50 kiosks in 2008 Phillips-Van Heusen 100 Closing 100 Geoffrey Beene outlet stores Retailers are using the slowdown as an opportunity to prune their store base. Store closings have migrated from home furnishings to apparel and other segments. “Many of the nation’s largest retailers see this as a time when they can close underperforming stores without being judged too harshly by the public and investors. For several retailers, this year can be a cleansing process that could put them in a strong position in 2009.” Sasha Pardy, Senior Editor, National Retail News.196 The retailers listed in the previous table reflect the sizable number of companies that are currently reevaluating the retail environment, their operating strategies and the overall performance of their store base. As the previous quote suggests, we believe that savvy retailers can take advantage of the situation by using the slumping economy as an opportunity to remove non-productive stores without being punished by investors. While store closings are normally viewed as a sign of weakness, in a poor economy they are often seen by Wall Street as an act of fiscal responsibility. According to a recent report published by the International Council of Shopping Centers, approximately 5,770 store closings are expected in 2008 – the highest number of closings since 2004.197 Not surprisingly, many of these closings have been related to the downturn in the housing market. Approximately one quarter of the store closings in 2007 were in the home furnishings sector. For instance, Bombay Company went out of business, liquidated inventories and closed 508 stores. This year, retailers in other sectors appear to be more active in terms of pruning their store counts. These closings 196 Tenser, James. “Everybody’s Doing It: Cutting Jobs, Closing Stores etc…” RetailWire. February 1, 2008. 197 Davies, Jennifer. “Housing-Market Bust Has Retailers in Retreat.” San Diego UnionTribune. February 17, 2008. 130 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY Fall 2008 are spreading to specialty retailers broadly, and apparel retailers seem particularly active. To put this in perspective, of the closings that have been announced so far this year, 41 percent have been in the apparel sector.198 The weak retail environment is being driven by a reluctant consumer who is concerned about too much U.S. ISSUANCE OF COMMERCIAL MORTGAGE BACKED SECURITIES (”CMBS”) debt; too little savings; high inflation; and creeping ($ in Billions) unemployment. However, the lingering effect of 250 $230 the credit crunch is also having a devastating impact $203 on retail construction right now. The commercial 200 $169 mortgage-backed securities (“CMBS”) market, which was a primary funding source for commercial real estate 150 development (including retail), has shut down. The graph on the right illustrates the huge boom in CMBS $93 100 $78 $74 volumes in recent years, followed by the unprecedented $67 $61 $56 $52 $47 collapse that began last summer. The closure of the 50 $37 $26 CMBS market has translated into a broad credit freeze $16 $6 that has seen most commercial lenders step away from 0 '95 '96 '97 '98 '99 '00 '01 '02 '03 '04 '05 '06 '07 '07Q1 '08 new (and, in some cases, existing) retail construction Q1 Source: www.cmalert.com projects. A mixed use property investor provided us with some context regarding the current financing markets. Advance rates, which in certain cases were as high as 80 to 85 percent of a project’s total value, have now declined to the 60 percent range. These financing levels require developers to inject substantially higher levels of permanent capital into a project and, even if they are willing to do so, lenders may still back away. The developers who are overequitizing their projects are doing so with the expectation that the financing The financing meltmarkets will recover at some point soon, allowing them to recapitalize the down is having a very project in a manner that will allow them to realize their targeted investment negative impact on returns. The difficulties involved in securing financing are having a trickleretail construction. down impact as well. Anchor tenants, who recognize how important their presence in a development is to ensure financing and attract additional tenants, are using their substantial leverage to aggressively negotiate (and renegotiate) improved terms with developers. Recognizing that the loss of an anchor may spell the end of a project, developers have little choice but to accommodate. So what do all of these factors say about the outlook for retail construction for the remainder of 2008 and 2009? Given where we now stand in the year, visibility for 2008 is quite good. As the graph on the left illustrates, the AIA So what is the outlook? 198 Ibid. Fall 2008 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY 131 AIA RETAIL CONSTRUCTION OUTLOOK (% Growth) 20% 10% 6.6% 0% -10% -20% Our conversations with people throughout the industry reflect far greater concern about the outlook for 2009. (3.7%) (4.5%) While the AIA data reflects a nearly 10 percent decline (8.3%) (9.9%) (9.9%) in 2009, some sources are expecting that build levels (11.1%) (12.3%) could be even lower. In their view, the true impact of the current financing market will not be felt until Total Commercial Office Retail Hotel current projects (most of which were financed long 2008 2009 before the market shut down) are completed. It is Source: AIA also important to understand the impact that the coming Christmas season will have on retailers and their store construction plans. A weaker-than-expected Christmas season will lead retailers to recalibrate their capital spending budgets in February We are going to of 2009. We are inclined to stick our necks out and be contrarians on this stick our necks out point. Given how low expectations are right now regarding the outlook for and predict a better Christmas 2008, we believe that there is the potential for a positive surprise, 2009 than many are which may (emphasis on may) translate into a higher-than-expected level of expecting... capital spending in 2009. This outcome certainly becomes more likely if the commercial lending environment begins to improve. ...but clearly everyone must remain cautious about the outlook. 132 is estimating that overall retail construction spending will decline by approximately 8.3 percent in 2008. This is somewhat more optimistic than data from McGrawHill, which expects that construction starts on stores and shopping centers in 2008 will decline by 10 percent to 270 million square feet (versus the 301 million square feet built in 2007). Retailers, architects, and contractors are all concerned about the current state of the economy and its effect on the consumer’s ability and eagerness to spend. With this in mind, it is important to understand that retailers (and their investors) place a great deal of emphasis on store growth. While comp store sales are important to Wall Street, analysts also pay close attention to the pace of store openings and the metrics of those new locations. While retailers are cautious and guarded regarding 2009, over the longer term we firmly believe that there is still substantial opportunity for growth in the U.S. retail industry. Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY Fall 2008 Retail Design Services – The Basics Retail architecture and design is a highly creative segment that, like many other traditional professional services categories, attracts highly educated (and highly compensated) individuals. Architecture and design professionals work closely with retailers to create stores that successfully capture the spirit of their surroundings while, at the same time, convey a sense of differentiation and individuality. Retail designers need to create stores that are visually appealing, healthy, comfortable, flexible, secure and efficient.199 In today’s competitive retail environment, it is not enough for retailers to simply display their merchandise on shelves and wait for customers to buy – they must create the “buying experience,” and store design is one of the most essential ways of doing so.200 Successful store design professionals possess, in many respects, an equal blend of marketing / advertising acumen and technical architectural expertise. Their primary objective is to create environments that develop and enhance brand identity for their clients. Retail design is a highly creative field. “Retailers and retail developers are banking on the fact that given a more three-dimensional shopping experience replete with sights, colors, sounds, textures and movement, consumers will stay longer, shop more, and leave with lasting memories.” David Gester, Vice President, RTKL.201 The importance of store design has not always been so apparent. In fact, the 1990s and early 2000s saw a meaningful shift take place in terms of retail design strategy. It was during this time that most of the nation’s retailers reconfigured their operating strategies in response to the competitive threat posed by Wal-Mart. As they attempted to do so, retailers emphasized the delivery of inexpensive goods as efficiently as possible to an increasingly standardized store base. There was little focus on building customer loyalty through a differentiated shopping experience – it was all about price. The economic downturn that followed the 9/11 terrorist attacks compounded this emphasis on price and standardization – store design suffered as a result. The in-house store design departments of most retailers were cut back significantly and the pace of store openings and refurbishments slowed. Retail billings for architecture and design firms were pressured as well. Store design has not always been viewed in a strategic manner. 199 www.gensler.com 200 www.c-b.com 201 Thandi, Kiren. “Design’s Role in Experiential Retailing.” July 10, 2007. Fall 2008 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY 133 Thankfully, the ‘cookie-cutter’ design philosophy that characterized these years does not appear to have been permanent. We are of the view that many retailers have now moved to a new era of store design. After years of attempting to confront Wal-Mart at its strongest point – pricing – retailers have come to realize that they have other weapons in their arsenal. Target has taught the industry that you can challenge Wal-Mart by offering a differentiated shopping experience and value – Expect More, Pay Less. Part of this success has been driven by competitive pricing and creative merchandising, but it can also be attributed to well-designed stores and a higher-end ‘look and feel.’ There has been a backlash against the bland big-box design movement. Alpha retailers are continuing to invest in their stores. The rebellion against standardization is continuing. Because the markets have become more competitive, consumers have become more aware, more particular and more discerning in terms of where they want to spend their time.202 In other words, consumers do not want to go to any old store; they want to go to a place where they are going to experience the brand. Despite their recent difficulties, we believe that Whole Foods has arguably been at the forefront of this transition. While the emergence of the organic foods category has been a primary driver of their growth, their ability to redefine the shopping experience through design and layout has also played an important role. Their stores are creative, bright and well-designed to convey the wholesome image that their brand represents to consumers. Retailers in all categories have watched with interest as consumers have made clear that they are actually willing to pay more for a higher-quality shopping experience at Whole Foods than they are at traditional grocery retailers who now offer many of the same products. At this difficult stage of the retail cycle, we believe that store design is more important than ever before. ‘Alpha’ retailers – those that are looking to take advantage of this market environment to expand market share and strengthen their presence in the U.S. – are working diligently to recalibrate their business models to optimize unit economics and the return on new store investment. There is now an abundance of evidence that store design drives foot traffic; extends the duration of stay; draws new consumers into eye catching stores; and, ultimately, improves overall levels of comp store performance. While we recognize that tough times will constrain the amount of capital that is available for new store design initiatives, we also believe that the most successful retailers will take this opportunity to recraft their ‘look and feel’ to draw more consumers into their stores. This will undoubtedly benefit those architecture and design firms that have a track record of success in working with the Alphas. 202 Op. Cit., Thandi. 134 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY Fall 2008 “...Traditionally, retailers talked only about their products. Now it’s about creating stories around the brand that connect with people beyond merchandising or designer names...” Mark Gobe, Founder & CEO of Desgrippes Gobe.203 Retail Design Services – Market Structure “As the country braces for a possible recession in 2008, there will likely be an easing in demand for design services [but because billings were so strong in the past two years, architects should remain busy and nonresidential construction could be] one of the sources of strength in the otherwise uneven economy.” Kermit Baker, Chief Economist, American Institute of Architects.204 The total architectural and design market is estimated at $35 billion, with approximately $25 billion related to non-residential construction. We We believe that retail estimate that retail, restaurant and mixed-use design projects comprise design is a $2 billion approximately $2 billion of total industry billings. The design industry, business. particularly in the retail sector, has grown significantly over the past few years. In 2007, the top 100 design firms employed a total of 17,000 professionals, which represented an increase of Top Ten Retail Design Firms 21 percent over 2006 levels. The top ten firms produced an Retail Firm Name impressive 237 million square feet of designed retail space in Billings 2007.205 DDI Magazine’s 10th Annual Design 100 survey, which Callison $85 provides an overview of the retail design industry, reported that WD Partners 75 the 100 largest design firms generated a total of $946 million Jacobs Carter & Burgess 70 of retail design fee revenue in 2007. This represented a 10 MulvannyG2 Architecture 64 percent increase compared to the 2006 total of $860 million. Gensler 55 Moreover, 2006 revenue increased 16 percent from $744 million MBH Architects 47 reported in 2005. The sales for the top ten firms increased Perkowitz + Ruth Architects 46 18 percent to $559 million, which was more than half of the FRCH Design Worldwide 45 revenue for the top 100 design firms. The table on the right, Pavlik Design Team 37 which was drawn from the survey, reflects the ten largest retail MillerZell 34 design firms in 2007.206 It is important to note that these figures 203 “Retail Design for 2008: Thinking Outside the Big Box.” Brandweek.com. December 2007. 204 “Architecture Index Moves Slightly Higher.” The Wall Street Journal. January 23, 2008. 205 “Architecture Firms Struggle with the Economic Outlook for 2008.” American Institute of Architects. Kermit Baker. January 25, 2008. 206 “2008 Top 100 Design Firms.” DDI Magazine. March 1, 2008. Fall 2008 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY 135 reflect estimated retail billings and that total billings can be higher. The structure of the retail design industry is similar to that of other professional services industries, including the legal profession. Several large firms are viewed as market leaders and are best able to provide service While a few large to their clients on a national and international basis. These firms offer a firms lead the pack, breadth of capabilities and technical expertise that cannot be matched by design is a very smaller competitors. These attributes allow the larger firms to attract and fragmented business. retain some of the best people and strengthen their ability to win business from the largest and most demanding customers. This is not meant to imply that smaller firms cannot be successful in the retail design industry. In fact, some retailers prefer to work with smaller Architecture & Design - Market Structure firms that focus on a particular niche or have Firm Size (# of Share of Share of Share of a specific technical expertise that larger firms Employees) Firms Staff Billings lack. Additionally, retailers often prefer to work 1 23% 2% 2% with smaller firms that can guarantee more 2 to 4 38% 11% 6% senior-level attention to their projects. The 5 to 9 19% 12% 8% table on the left provides a general snapshot 10 to 19 11% 14% 12% of the architecture and design industry’s 20 to 49 6% 19% 20% market structure.207 Larger firms have a more 50 to 99 2% 15% 18% substantial share of people and billings, but 100 or more 2% 27% 34% there are still an abundance of small practices that continue to be successful. The in-house store design departments are, in effect, competitors to the design firms. There are large store design firms; mid-sized store design firms; small store design firms; and then there are the in-house store design departments. It is important to understand that, in many cases, third party retail architecture and design firms actually compete with the in-house store design teams that many retailers maintain. Some retailers have determined that store design is simply too important a function to outsource to a third-party – particularly given the view that store design is an increasingly essential component of a retailer’s overall brand identity. While retail architecture and design firms do work together with the store design department at times, there is certainly a competitive dynamic at play. 207 Baker, Kermit. “Practicing in a Challenging Economy.” American Institute of Architects. July 10, 2008. 136 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY Fall 2008 Retail Design Services – Drivers of Competition “...The best retail designers do it with showmanship. They set up the windows so the displays will stand out and the interiors reflect the merchandise...” www.designerpreviews.com In order to better understand the industry, it is important to evaluate the competitive advantages that determine retail design market positioning and profitability. Successful companies in the sector possess a number of winning attributes that others do not: Diversified Portfolio of Work: As is the case in most professional services, one of the most important distinctions between successful retail design firms is their previous work experience. Companies that have consistently demonstrated their ability to provide superior performance to a demanding and well-regarded client base will have a clear advantage over a company that has a less distinguished track-record. As mentioned, design is a highly creative profession and firms that have proven themselves able to bring ingenuity to the job are at an advantage. In addition, a design firm’s portfolio of work illustrates that firm’s ability to successfully marry store design with the broader brand message that the retailer is trying to communicate. This is extremely important because retailers, as discussed in earlier sections, are no longer looking for a standardized big-box store design. Instead, they are looking for a store design that epitomizes and advertises a brand identity. The best way to ensure that store design reflects brand identity is by selecting a design firm that has accomplished this in their previous work. Retailers prefer to work with firms with a broad portfolio of relevant project work. Breadth and Depth of Retail Relationships: Another key determinant of success in the retail architecture and design industry is the depth (and breadth) of a firm’s retail relationships. By breadth, we are referring to relationships with a large number of different retailers – preferably spanning both geography (regional, national and global) and category (department stores, specialty apparel retailers, etc.). The broader the relationships, the less likely a design firm is to be negatively impacted by weakness in one geographic market or retail category. The best design firms have relationships with multiple retailers and multiple relationships within each one. Just as important as breadth, however, is the depth of relationships that a design firm has within a given retailer. It is not sufficient for a design firm to have a casual relationship with a member of the store construction team. Given the growing importance of store design to a retailer’s overall success, we believe that successful design firms must have close relationships Fall 2008 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY 137 within the store construction department and elsewhere in the executive suite. In Lincoln’s 2007 report entitled “Store Design Departments – The Pendulum Swings...” we surveyed a number of store design professionals to gauge the role of C-level executives in the store design process. While several people interviewed for the report stated that their company’s most senior executives remained fairly ‘hands-off’ in terms of design, a significant majority of respondents expressed the opposite view. In most cases, CEOs had increased their focus on the store design process in a meaningful way. Accordingly, we believe that it is more important than ever for successful retail design firms to maintain an active dialog with a retailer’s most senior executives in addition to their day-to-day relationships with store construction teams. Working on some non-retail projects is always a plus. While the focus of this report is on retail, we also believe that architecture and design firms with exposure to other end markets are best-positioned for success. Given the cyclicality of the retail industry, those firms that maintain relationships in a number of different practice areas will cleary be able to mitigate economic slowdowns better than less diversified competitors. Breadth of Service Offerings and Technical Expertise: Many successful retail architecture and design firms have broadened their service capabilities to enhance the strength and stickiness of their customer relationships. In addition to traditional architectural and design services, many firms now offer a range of other services such as project management, graphic design, brand design, master planning, real estate strategic planning, strategic consulting, engineering and prototyping, and, in some cases, manufacturing and installation services. We believe that the ability to provide retailers with these additional service capabilities can give successful design companies a meaningful competitive advantage. Delivering unique technical capabilities is a big competitive differentiator. Another key competitive differentiator is a proven ability to provide unique technical capabilities to the retail client base. The most timely example of this relates to the green movement currently taking place in the retail industry. Winning official environmental certifications can be a highly complex undertaking from a design perspective. Design firms that have made the investment to develop their ‘sustainability’ credentials are well positioned to win business from retailers who have made environmental considerations a top strategic priority. Scale: The size of the firm can also be an important consideration as retailers go about selecting an architecture and design firm for a new project. There are three primary reasons for this. First, larger firms tend to 138 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY Fall 2008 have broader design capabilities and service offerings and, as discussed, this can be an important consideration for many retailers. Second, larger firms typically have more substantial financial resources at their disposal and have a greater ability to pay the most talented designers and keep them on staff. Third, larger firms tend to be less dependent upon one or two key individuals for their success and are less likely to ‘close up shop’ in the middle of an important project. This is an important issue for many retailers – particularly during difficult economic times. Permitting and Local Jurisdictional Knowledge: One of the most crucial differentiators between successful retail architecture and design firms is the relationship between the architects and engineers and the various regulatory bodies. This is an important consideration because retail design professionals who are intimately familiar with the codes of local municipalities are better able to facilitate and expedite the permitting process. Permitting problems are one of the most common reasons for a retail project to be delayed – a very costly problem for a retailer to deal with. If the architect and engineer have a keen understanding of zoning and permits, then the rest of the construction process can proceed much more efficiently. Design professionals who do not have adequate permitting and local jurisdictional knowledge could potentially create problems for both the construction team and overall project management. Therefore, those design firms with a deep understanding of permits and zoning will be in much greater demand. A proven ability to navigate the complexities of local regulations and permitting is a big advantage as well. Retail Building Services – The Basics “...In retail, the opening date is sacred, which means all of your people have to be on their toes to overcome all obstacles...” Gus Vratsinas, Chairman, VCC208 In many different respects, the ‘build’ section of this report is one of the most difficult to tackle. There are so many different constituencies involved in the retail construction process, and so many blurred lines between them, that it is difficult to define the landscape. From a high level, retail construction companies take the finalized plans of the architects and store designers and turn them into reality. The following illustration attempts to delineate the design and construction process to provide some context: Generally speaking, retail build firms take designs and turn them into bricks and mortar. 208 Mattson-Teig, Beth. “The High-Tech Tools of Retail Construction.” Retail Traffic. January 1, 2000. Fall 2008 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY 139 THE RETAIL CONSTRUCTION PROCESS Design Pre-Design Construction Close-Out Commissioning & Start-Up Construction Construction Documents Design Development Schematic Conceptual Programming Feasibility PROJECT STAGE Post Construction Source: Whiting-Turner Contracting Co. Retail contractors provide a broad range of services. As you can see, there is a significant overlap of responsibility between design firms and contractors at several stages of the process. This blurring of responsibility has become more substantial as general contractors have attempted to expand their service offerings into more of the frontend, design-driven stages and many of the larger design firms have been increasing their focus on project management services. Generally speaking, leading retail general contractors now provide a range of services that span the life of the construction process. Pre-construction services include devising detailed budgets and schedules; coordinating permitting; detailing utilities and municipal requirements; making certain that the design plans conform with the construction requirements; and aligning a group of subcontractors to execute the process within the budgeted amount. Site evaluation services determine the suitability and unique building requirements of a specific location. Construction services relate to the dayto-day management of the construction process. This includes oversight of the subcontractors; executing a daily reporting plan to ensure that the client is kept abreast of all developments; and hands-on cost management initiatives to ensure that the project proceeds as per the original budget. As is the case with residential construction, general contractors take responsibility for the overall project. The actual construction process (beginning after design development) is typically executed under the umbrella of a general contractor. General contractors are a vital component of the retail construction process because they take full responsibility for the entire construction project, except for specified portions of the work that may be omitted from the general contract. Although general contractors may do a portion of the work with their own construction crews, they will typically subcontract most of the work to heavy construction firms and specialty trade contractors. By 140 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY Fall 2008 specialty contractors we are referring to individuals who usually do the work of only one trade, such as painting, carpentry, or electrical work; or two or more closely related trades, such as plumbing and heating. Beyond coordinating their efforts to those of the other trades working on a specific project, specialty trade contractors have no responsibility for the structure as a whole. They obtain orders for their work from general contractors, architects, or property owners. One of the most significant attributes of retail construction projects are the highly aggressive time schedules. Rigid time frames are crucial because store opening dates are linked directly to revenue. Each day that a store opening is delayed due to a slipping construction timetable is a day of lost sales. While the math may be simplistic, assume that the average Target store generates $40 million of revenue per year.209 Based upon that assumption, delaying a new store opening by one week would result in nearly $750,000 of lost revenue. Given the magnitude of the dollars involved, retailers put a great deal of pressure on contractors and developers to complete the construction projects on schedule. Avoiding these delays is no small feat given the hurdles that are commonplace within the construction industry. Although there are a seemingly infinite number of reasons why construction setbacks can occur, some of the more common include: weather delays; inability to receive permits on time; change-orders; and failure to coordinate the efforts of subcontractors and other project members. Miscommunication between members of the construction team can cause a variety of problems which, in turn, might create a ripple effect throughout the project. Because there are so many different parties involved in the construction process, managers must find a way to “maintain visibility into the project status and keep everyone on the same page.”210 According to a report conducted by Evoco, a leading provider of project and program construction management software, 54 percent of retailers reported that working to aggressive time lines is one of their most substantial construction-related challenges.211 Late store openings are enormously expensive... ...but delays seem to be inevitable. 209 Target generated trailing twelve month revenue of $64.1 billion through May 31, 2008 and had a store base of 1,648 locations. 210 “Autodesk Buzzsaw Retail Building Overview.” Autodesk. 2004. 211 Wilson, Marianne. “Technology Offers Widespread Benefits.” Chain Store Age. December 2007. Fall 2008 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY 141 Retail Building Services – Market Structure $125 100 75 $63 50 25 0 '99 Source: The construction industry, as a whole, represents a large component of the U.S. economy. With approximately 7.3 million employees, the industry comprises more than $1.2 trillion, or eight U.S. RETAIL CONSTRUCTION percent, of total U.S. GDP.212 The housing boom and PUT-IN-PLACE VALUE ($ in Billions) the strength of the commercial construction market drove impressive rates of growth prior to the credit freeze. Nonresidential construction accounted for approximately 4.3 million workers in May 2008, and total $86 nonresidential spending amounted to $629 billion. This $76 $70 $68 $68 $67 represented a 15 percent increase over 2006 levels. As $63 $62 the graph on the left reflects, Reed Construction Data estimates that the value of retail construction “putin-place” accounts for approximately $86 billion of the total. This value represented a compound annual growth rate of approximately 8.5 percent since the low point of the last retail downturn in 2003. This rate is '00 '01 '02 '03 '04 '05 '06 '07 Reed Construction Data more modest rate if you consider the data going back to 1999. Despite the large scale of the industry, the typical construction firm is relatively small in terms of number of employees. Industry statistics show that 92 percent of construction firms have fewer than 20 employees and only one percent has more than 100 workers.213 According to Top Ten Retail Contractors the latest figures from the Bureau of Labor Statistics, there were Retail 268,000 construction firms in the U.S., with approximately 117,000 Firm Name Billings designated as non-residential, in 2006. Similar to design, while Whiting-Turner $1,156 the large firms account for a disproportionate share of total retail EMJ 844 construction revenue, there is an abundance of smaller competitors Walton Construction 750 who compete in the marketplace. VCC 710 The table on the left reflects the largest players in the retail Shawmut Design & Const. 495 construction industry.214 Whiting-Turner and EMJ continue to top R&O Construction 425 the list as the largest competitors in the sector. Both companies S.D. Deacon 364 have nationwide footprints and work with some of the nation’s Graycor Construction 346 largest retailers. Similar to the retail architecture and design Skanska USA Building 324 segment, many of the larger companies in the retail construction Hardin Construction 280 industry have diversified their revenue stream into other areas 212 Simonson, Ken. “Quick Facts About the Construction Industry.” The Associated General Contractors of America. June 24, 2008. 213 Ibid. 214 “Top Retail Contractors.” Retail Construction. March / April, 2008. 142 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY Fall 2008 of commercial construction. While some of the largest firms are almost exclusively retail-focused (VCC’s billings are 98% retail-driven; EMJ derives 88% of its revenue from retail clients), others have a less concentrated business model. For instance, Whiting-Turner derives only 28 percent of its revenue from retail; Hoar Construction generates 48 percent of its billings through retail; and S.M. Wilson & Co. attributes only 47 percent of its sales to retail clients.215 As is the case in most industries, many of the smaller competitors in the marketplace tend to have a much greater degree of concentration – both in terms of end market and customer. Some of the larger retail contractors have diversified well beyond retail. Retail construction is considered by most to be a relatively low-margin industry. According to the 2007 Construction Industry Annual Financial Survey, the pre-tax margin of construction firms during their most recent fiscal year averaged only 2.7 percent. The median return on assets was 8.8 percent.216 Retail Building Services – Drivers of Competition “...[the best firms] make a real good plan before you start, not kidding yourself with the budget and schedule, and immediately adjust as things start to happen. Tweak it as you go along, because stuff goes wrong. You really have to anticipate things, and when they do you have to act quickly...” Daniel P. McQuade, Executive Vice President, Tishman217 General contracting is a tough business. Margins are slim; competition is intense; the projects are highly complex; and the clients are relentless in their demands. The most successful companies in the industry are able to prosper for a variety of reasons: “...GC’s fall short on meeting their commitments, not delivering what they said they would...” Senior Construction Executive at a leading U.S. retailer Reliability and Consistency of Execution: One element that separates the most successful retail builders from their peers is a proven ability to manage projects (and client expectations) efficiently and consistently. The construction process is complex and there seem to be a limitless number of things that could, and often do, go wrong. Therefore, retailers will Retailers want to work with contractors who deliver on their commitments. 215 “2008 Top Contractors.” Retail Traffic. July 1, 2008. 216 Op. Cit., Simonson. 217 Palmer, Thomas C. “Ups and Downs of the Building Business.” The Boston Globe. September 3, 2006. Fall 2008 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY 143 always prefer to work with contractors who consistently produce superior results and meet the expectations that are communicated at the beginning of the project. As the previous quote suggests, the general contracting industry suffers from an image problem – too much over-promising and under-delivering. The key to success is extensive project experience; a dynamic project management team that can creatively tackle problems as they arise; and a client manager who has the ability to communicate issues to the retailer in a timely and thoughtful manner. Our conversations with construction professionals throughout the retail industry supports our view that ‘nimbleness’ and creativity are key success drivers for the top general contractors. “...The construction industry is a people business...” Jim Sattler, Chief Executive Officer, EMJ218 Successful retail construction professionals need to possess a unique blend of attributes. Building a store today is a highly complex undertaking. That wasn’t always the case. Recruiting and Retaining Qualified Employees: Finding and retaining quality employees can be a difficult task for any industry. Having sub-par employees in retail construction, however, can be costly to both the retailer and the builder. Successful construction professionals need to possess a broad mix of technical and interpersonal skills. They need to understand the complex dynamics at play during a large building project – addressing engineering concerns or municipal code requirements as they arise. However, top professionals will also be called upon to manage a disparate group of subcontractors who may very well have conflicting perspectives and agendas. And, as was discussed in the previous paragraph, the best builders have an outstanding ability to communicate with clients throughout the life of the project (and often under stressful circumstances). Finding individuals with the appropriate blend of skills is difficult and costly. Those firms which have invested aggressively recruiting, training and retaining the best people are sure to distinguish themselves from their competitors. Ability to Manage Highly Complex Building Processes: Retail stores have evolved dramatically over the years. Stores once consisted of little more than a glass door, several aisles of gondola shelving, a cash wrap, a simple register, a plug-in AT&T telephone and, in some states, a doublebarreled security system under the counter. Today’s retail environment contains multi-material fixturing and POP displays; highly complex point-ofsale and merchandise tracking systems; sophisticated security monitoring and fire protection systems; energy-efficient cold fixturing; and a variety of other features that would make a 20th Century merchant’s head spin. While some of these systems may be beyond the responsibility of the general 218 Op. Cit., Mattson-Teig. 144 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY Fall 2008 contractor, the point is valid – building a retail store is an enormously complex process. Successful general contractors need to marry traditional building practices with today’s most sophisticated technologies. They also need to be able to identify and mobilize a network of highly skilled specialty contractors and engineers who possess the requisite technical capabilities. The efficiency, quality and overall success of the construction project can be greatly affected by the relationship between the architects and designers, general contractors and the various subcontractors. In order to minimize setbacks and ensure optimal results, the most successful general contractors will be able to maintain a close working relationship between each of the parties involved in all facets of the design, construction and installation process. Strength of Retail Relationships: Similar to design companies, retail construction firms can distinguish themselves through the strength of their retail relationships. While each retail organization is structured differently, we also believe that it is important for retail construction firms to have multiple touch points within the company. In addition to the requisite relationships with store design and construction professionals, the most successful retail builders will also have an active dialog with top executives and decision-markers in the purchasing and procurement departments. Those general contractors who have the ability to market their services to several constituencies within the retail organization will always be better positioned for new mandates than their competitors. Similar to design, successful builders maintain a deep network of relationships within their clients’ organizations. Installation Services – The Basics The final segment that we will review relates to installation. While certain installation services are provided during the broader construction project (and therefore we have included installation in our design and build section), a good deal of installation work is actually performed on a regular basis within stores that are fully operational. Installation in a retail context takes several forms. First, during the store construction process specialized subcontractors may perform a variety of installation work to support the project. Installation that takes place at this stage may include heating, ventilation and air conditioning; data and telecommunications systems; lighting systems; cold fixturing; electrical work, etc. Second, when stores are being built, refurbished or are executing rollout programs, installation service providers are often used to install fixturing Fall 2008 Lincoln International There are several categories of retail installation firms. RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY 145 and permanent POP displays. Third, third party installers are often used by brand managers and retailers in the normal course of business to deliver, assemble, install and breakdown temporary and permanent POP displays that are used to promote specific product lines or categories. In each case, installers provide an essential service to the general contractor, retailer or brand manager. A failure to properly plan and execute the installation process can lead to project delays, cost overruns, poor product placement and, in certain cases, damaged merchandise. Successful installation firms work in close coordination with other project participants. Like any other subcontractor on a construction job, installers need to closely coordinate their efforts with the general contractors and other participants on a project. As discussed, retail construction projects have grown much more complex over the years with many ‘moving pieces’ that have to fall into place at exactly the right time. The same can be said for installers of displays used in refurbishments and roll-outs. Since, in many cases, merchandise cannot hit the shelf until the displays are in place, the timing of the installation process is of the utmost importance. Accordingly, installers need to be closely coordinated with the store managers, fixtures and / or display manufacturers, and whoever is overseeing the project at the retailer’s corporate level. While there is a technical aspect to the installation business model, it is important to note how these businesses have evolved over the years, particularly as it pertains to installers with a focus on fixturing and displays. In the past, successful retail installation companies consisted of carpenters and craftsmen who were skilled at handling and installing millwork and displays based on a variety of other materials. Now, however, the business model has changed dramatically. In essence, the best installation firms are now sophisticated logistics companies which are responsible for procuring, warehousing, delivering and installing fixtures and displays from a broad range of global sources. Installation Services – Market Structure The remainder of this section is focused on firms that install fixturing and displays. 146 This section of our report will be focused on the installation firms that concentrate on fixtures and POP displays (temporary and permanent). While it is difficult to estimate with any precision, Lincoln estimates that retailers and brand managers spend up to $2 billion each year on these types of installation services. Of this total, we believe that approximately $1 billion is attributable to the installation of fixtures and permanent POP displays. The remainder is related to the delivery, installation and breakdown of Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY Fall 2008 temporary displays (sometimes this may also include filling the displays with merchandise before they are delivered). Like other segments of the retail services sector, the market for installation services is also fragmented. While there are a handful of large firms that have significant scale relative to their smaller competitors (i.e. DAVACO, Footprint Retail, Marmon Retail Services, American Installation Companies), the majority of competitors are significantly smaller and lack a nationwide footprint. While there has been M&A activity in the space, most of the larger players have grown organically as opposed to rolling up their smaller competitors. The mention of Marmon in the previous paragraph is important. Marmon Retail Services is one of the nation’s largest store fixture and display manufacturers. Through its acquisition of Alexander Otto in 2005, Marmon reflected a trend among manufacturers to diversify their business models by providing more value-added services, including installation. Other fixtures manufacturers, including Leggett & Platt, Madix and idX, either have (or are developing) their own installation capabilities. These captive installation operations represent a competitive threat to independent installation companies. That being said, the independents can mitigate that threat by emphasizing the potential for conflict that exists with captive installers. Since many of the larger installation companies provide a full range of services, including sourcing, they can position themselves as ‘neutral’ parties who are working for the best interests of the retail client. The captives, however, are incented to offer fixtures and displays from their parent company even if better value may be available elsewhere. Many fixtures and display manufacturers have also been providing installation services. The market for temporary POP display installation is also somewhat different than fixturing and permanent POP displays. On the temporary side, installation is often carried out by SMMAs, wholesalers and other in-store merchandising companies. These firms have massive armies of ‘boots on the ground’ that are going into retail stores on a daily basis to carry out a variety of store-level tasks. Delivering, assembling, stocking and breaking down temporary POP displays is a natural service offering for these companies to provide to their retail and brand management customers. An important consideration in the installation industry relates to the manner in which installation companies staff their projects. While some installers maintain a team of W-2 employees to execute their projects, a number of players in the industry operate under a different business model. Similar to some of the SMMAs and sampling and demonstration companies, other Fall 2008 Lincoln International Some firms maintain W-2 employees while others have built broad networks of installation specialists. RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY 147 Each approach has its own pros and cons. installation companies develop and maintain vast networks of independent contractors who have specific product capabilities and are based in each geographic region. When a new installation opportunity arises, these firms will reach into their established network of service providers to assemble a team that is best suited to execute that project. There are pros and cons to each business model. Building a team of dedicated employees allows for better quality control and coordination, but carries a significant cost in terms of wages and benefits. The network staffing model is more difficult to execute and carries more risk, but is also scalable and allows for a business to minimize overhead in softer demand environments. Installation Services – Drivers of Competition Store design is driven by creativity. Store building is driven by an ability to coordinate a wide range of contractors and service providers to complete a project on time and under budget. So what differentiates a successful installation company from the competition? Reliability and Proven Ability to Execute Complex Roll-Outs: Retailers and brand managers are depending on their installation companies to get the job done, and done right, under extraordinarily tight time constraints. Let’s discuss getting the job done right. Fixtures and permanent POP displays can range in price from several hundred to several thousand dollars. While some are made of rugged steel, many are made of wood or are based on multiple materials that are expensive and prone to damage. Poor installation can physically damage these costly displays and undermine the working relationship between the retailer, the brand manager and the display manufacturer. A damaged display can also result in damaged merchandise and, in catastrophic cases, injury to employees or shoppers. Retailers are looking to work with installers who they can rely on to get the job done right. A successful track record of executing complex roll-outs is a must. 148 Successful installation firms also have a proven ability to execute complex roll-outs across geographies under tight time constraints. Given that many of these firms manage the entire display supply chain (in addition to just installing the display), this means that they may need to procure displays in China or elsewhere; ship them to warehouses in various regions across the United States; assemble the displays and, in some cases, fill them with branded product; wrap them and ensure that they are shipped to the targeted stores at a specific time; and coordinate with the store managers and retail executives to ensure that the displays are installed at the right Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY Fall 2008 point in the store and are in full compliance with the rules and regulations of that location. This process would be difficult enough to execute simultaneously with a handful of stores, let alone the hundreds (or potentially thousands) of locations that must be managed in any particular program. Installation firms have evolved into sophisticated logistics businesses. Geographic Reach: As has been the case with most other segments of the retail services industry, retailers are looking to partner with vendors and service providers who have the ability to service their stores on a regional, national and, in some cases, global basis. Installation companies that have the ability to execute roll-outs across a broad geographic area are better positioned to win business than their smaller competitors. In an effort to address this issue, some smaller competitors have worked to create partnerships (formal and informal) with installation service providers in other geographic regions in an effort to provide greater geographic coverage to retail customers. Providing regional, nationwide and global coverage is becoming very important. Staffing: Installation service companies also struggle with the need to recruit and retain qualified staff. Installation often requires a significant amount of technical expertise – particularly when dealing with expensive fixturing and multi-material permanent POP displays. Many installers are highly skilled, accredited carpenters and craftsmen who are comfortable dealing with expensive millwork in the field. Retailers will always favor those installation companies that have a deep bench of qualified installation professionals. Operating-Level Retail Relationships: A final driver of competition in the installation market relates to operating-level retail relationships. The best installation companies maintain multiple relationships within any retail organization. The most successful, however, have solid working relationships with store managers and have an exceptional understanding of the rules and regulations that govern the use of displays within that particular retail location. Maintaining these relationships and store-level knowledge represents a significant competitive advantage for successful retail installation companies. Fall 2008 Lincoln International Understanding the rules and regs of each store is crucial. RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY 149 Retail Design, Build and Installation – Growth Opportunities “...Stores feeling special and custom are definitely offering the best customer experience...it makes the merchandise look and feel more special...” Christine Belich, Executive Creative Director, Sony Style219 Despite near-term difficulties, the longterm outlook is bright. Despite the near-term difficulties that the retail industry is facing, we believe that demand for store design services will be robust in the coming years. Specifically, there are several identifiable growth opportunities that retail design, build and installation firms are likely to pursue. International Growth Opportunities: The retail industry is growing at a rapid pace in developing markets around the globe. As countries such as China and India continue to industrialize, expand the size of the middle class and improve the overall standard of living of their citizens, the demand for retail stores will certainly increase. This will, in turn, lead to a significant acceleration in demand for retail design, build and installation services. As U.S. retailers look overseas for growth, DBI firms will do the same. An increasing number of major U.S. retailers are looking abroad for growth opportunities – particularly given the difficult domestic economy at this point. As they look overseas for growth, many retail design firms are beginning to do so as well. As is the case in other segments of the retail services industry, we believe that U.S. retailers would prefer to deal with their existing service providers in global markets as well – provided they have the ability to provide a level of service that is comparable to that offered in the United States. This is particularly true for design firms. There is a perception in the retail industry that the quality of foreign design firms is not always at the same level as that found in the U.S. It should also be noted, however, that one of the greatest challenges for U.S. design companies doing business in foreign countries is trying to embrace the local culture: “...The biggest challenge to designing in a foreign country is not the language barrier or currency exchange, but the understanding of the culture and not trying to overly Westernize everything...” Darrell Pattison, Chief Strategic Officer, KA Architectures220 While it may not be accurate in all cases, we believe that most U.S. retailers will attempt to modify their concepts to better suit the demands and 219 “The Economic Factor.” Display & Design Ideas. November 2007. 220 Sway, RoxAnna and Brown, Rachel. “Retail Expansion Continues.” DDI Magazine. March 2007. 150 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY Fall 2008 sensitivities of the local marketplace. Most will follow the lead of companies such as France’s Carrefour, one of the early movers into China’s retail market. When Carrefour first moved into China, it made the strategic decision to maintain the same store size that it had developed in other markets. However, local management allocated more space for bulk products and snack foods, and they also stocked fresh fish given Chinese shoppers’ preference for purchasing live seafood. Additionally, they made an effort to allocate a large share of parking spaces for bicycles given how few Chinese consumers were driving automobiles at that point.221 As reflected in the table on the right, many U.S. retail design firms have already been pursuing opportunities in foreign markets. Only 28 percent of the design firms surveyed in the DDI Design 100 report do not currently work on projects outside of the United States. Of those that do, 39 percent conduct up to 10 percent of their work outside of the United States, and 10 percent of firms conduct 25 percent or more of their work offshore. By offering their services to clients on a global basis, retail design firms will be able to diversify revenue across numerous countries and regions, alleviating risks associated with downturns in any one market. Store design firms will cater the retail experience to the local market. Global Reach of Design Firms Country % of Design Firms Active Canada 28 Caribbean 28 China 28 Mexico 26 South America 26 Dubai, U.A.E. 23 Southeast Asia 21 United Kingdom 20 Continental Europe 19 Gensler has been working to establish itself as one of India 19 the premier U.S. design firms in China. In February 2008, Other Middle East 19 Gensler was selected by Shanghai Greenland Group to South Korea 12 design the Greenland Luwan Project in Shanghai. The Saudi Arabia 11 2.9 million square foot mixed-use project, which will Hong Kong 10 include office, retail, residential and hotel space, is a high Japan 9 profile development in China and one of the largest to Russia 9 be designed by a U.S. firm. WD Partners, the second Australia / New Zealand 6 largest design firm in terms of retail billings, opened an office in Mumbai in May 2007. The Mumbai office will assist global retailers seeking to expand in India, as well as target multi-unit Leading design firms Indian retailers to grab a slice of the expanding Indian retail market. We have already planted believe that international growth will continue to represent an outstanding the flag overseas. opportunity for U.S. retail design firms in the years to come. It is interesting to note that the top retail construction and installation firms do not seem to have been active in international markets. In fact, of 221 Lannes, Bruno and Li, Jerry and Charveriat, Stephanie. “China’s Great Retail Race.” Far Eastern Economic Review. July 18, 2008. Fall 2008 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY 151 Retail construction and installation firms have been slower to look abroad for opportunities. the top ten retail contractors, only Skanska (which is a Swedish company) and Graycor have any international offices (and Graycor’s international operations, which are based in Mexico, do not seem to be doing any retail work). Frankly, we believe that it is much easier for design firms to establish an overseas presence than it is for a builder or an installation company. Given the extent of the building opportunity that existed in the U.S. over the past decade, general contractors and installers had more than enough work to do domestically. However, the current economic environment and the increasing focus of U.S. retailers on overseas growth will make them rethink their international strategies. That being said, given the local complexities and regulations (not to mention relationships) involved in executing a retail construction project in foreign markets, we believe that U.S. general contractors may be more successful in pursuing a joint venture or an acquisition of a local player. Regardless of the tactic, we believe that U.S. retail construction companies will ultimately look to faster-growing global markets to compliment their existing domestic business. Brands will continue to open their own stores, creating opportunity for DBI firms. Work Directly with Brands to Develop Retail Stores: In a retail environment in which consumers are confronted with a seemingly endless number of product choices, some branded consumer products companies have chosen to establish a dedicated retail footprint. Having tired of seeing their products placed next to those of a competitor or private label brands; of lacking control over in-store pricing decisions and promotional displays; and not having direct touch points with the consumer, these companies decided that controlling the retail channel provides a number of tangible benefits and, if done successfully, significantly strengthens their brand. Opening retail stores allows these companies to create a welcoming environment that is best suited to market their products, to control and optimize the customer shopping experience and, ultimately, to enhance brand identity and customer loyalty. While we realize that some consumer brands have had dedicated retail stores for many years (Coach serves as an outstanding example), it is our view that this trend has been gaining significant momentum in recent years due to some high profile success stories. “The stores have been super successful and a real contributor to Apple’s success. It’s bringing a whole new generation of customers to Apple and the Mac, and that’s really important to us...” Steve Jobs, CEO, Apple222 222 “Apple Sets the Standard for Retail Therapy.” The Age. March 19, 2006. 152 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY Fall 2008 Industry observers often joke that electronics stores are candy stores for adults, but consumer electronics manufacturers are taking this assertion seriously. Capitalizing upon the consumer’s need to test a product before making a costly purchase and the natural appeal of playing with the newest gadget, manufacturers of computers, audio / video devices and cell phones are offering their own sandbox for people to play in. These stores are built around the company’s products, facilitate the consumer education process and provide a comfortable, home-like environment to prompt the purchase impulse. Several consumer electronics companies have determined that it is much more effective to exhibit advanced product capabilities in a store environment created and controlled by the manufacturer and to staff it with representatives who are trained to have detailed knowledge on the latest offerings. Consequently, brand-specific electronics stores appear to be on the rise and, if their initial success continues, they may be more than just a showcase but an important component of the overall brand strategy. Apple has been one of the industry’s biggest success stories, evolving from a single-product personal computer manufacturer to a multi-faceted consumer brand. Since opening its first retail store in 2001, the company has not looked back on its decision. Their well-conceived store design and exceptional consumer focus is a major reason for the success of these stores. Anyone who has been to an Apple store can attest to the fact that the environment they have created strengthens the company’s corporate image. The aesthetically simplistic, spacious, and welcoming stores are an extension of what the company markets to consumers through their TV commercials and print ads. In many respects, Apple has successfully replicated the Starbucks model – creating an environment in which the consumer feels comfortable ‘hanging out’ and spending time in addition to money. They can freely use and test Apple’s latest product offerings, surf the web and sit in for product tutorials. The visual displays and fixturing reflect the design of the products themselves – modern, clean, simple, and efficient. We believe that brands opening dedicated retail stores will continue to be a growth opportunity for retail design, build and installation firms in coming years. In many respects, brands are the ideal customers for retail design firms. They understand better than many traditional retailers that the store is an expression of their brand identity, and are willing to invest to ensure that the stores are as visually appealing as possible. Similarly, construction quality is of the utmost importance – shoddy materials and construction or installation quality will completely defeat the purpose. We believe that more brands will follow in Apple’s footsteps and that retail design, build and Fall 2008 Lincoln International The Apple stores reflect the creativity that brands can bring to the retail environment. High quality brands need high quality design, construction and installation services. RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY 153 installation firms stand to benefit. “I thought GE was big. But Wal-Mart? Whoa, that’s big…” Alyson Slater, Global Reporting Initiative, on Wal-Mart’s energy efficiency initiatives223 Retailers have discovered that going green helps their brand and their bottom line. While it’s still early, the nation’s leading retailers are making green a priority. The Green Retail Movement: As consumers grow increasingly conscious of environmental concerns, many are beginning to factor these concerns into their purchase decisions. Accordingly, it is not surprising that many retailers are responding by implementing a range of environmentallyfriendly initiatives. Becoming more sensitive to environmental issues can do much more than just bolster a retailer’s image in the community. In fact, it is now becoming apparent that ‘going green’ can also have a positive impact on the bottom line. The sooner retailers explore and implement environmental alternatives, the better positioned they will be to reduce operating costs and benefit from being eco-friendly. Though still in the early stages, there is growing evidence that retailers are building stores that are more environmentally friendly. Store design and construction teams are beginning to make use of energy efficient equipment and fixtures that are derived from recycled materials. Generally speaking, going green means that retailers are focusing on design and construction practices that deal with water and energy efficiency, conservation of materials and resources, and sustainable site planning.224 Currently, some of the nation’s largest retailers are leading the charge, using their size, scale and influence over the supply chain to spread the high costs of going green. “We all have an opportunity to be more sustainable, but even more, we have a responsibility...” H. Lee Scott, President & CEO, Wal-Mart Stores Inc.225 What makes a building green? In order to be designated “green,” buildings must be evaluated by either Energy Star or Leadership in Energy and Environmental Design (“LEED”). Energy Star, which is a joint program of the U.S. Environmental Protection Agency and the U.S. Department of Energy, focuses on energy efficient products and practices, and rewards the top 25 percent most energy-efficient buildings in the nation.226 In order for buildings to earn the Energy Star designation, they need to use approximately 35 percent less energy than the average building. 223 Barbaro, Michael and Barringer, Felicity. “Wal-Mart to Seek Savings in Energy.” New York Times. October 25, 2005. 224 “2007 Green Building Survey.” National Real Estate Investor. November 2007. 225 “Sustainability 360: Doing Good, Better, Together.” February 5, 2007. 226 Ibid. 154 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY Fall 2008 “[Green initiatives have] been bubbling below the surface, and it’s reached a critical mass within the [retail] industry. But there’s still a long way to go, considering the millions of square feet of retail space out there built 20 or 30 years ago...” Ken Jeffreys, International Council of Shopping Centers227 Among the 100 largest retailers in the U.S., an impressive 83 percent are now involved in green practices of one form or another. A total of 62 percent of those have increased their green investments during the past two years. Among those retailers involved with green practices, 34 percent are pursuing internal activities (environmentally modifying operations and structures) exclusively while nine percent are focused solely on external practices (selling green products).228 Of the top 100 retailers, 83% are implementing green practices of one form or another... Two of the largest retail chains, Target and Wal-Mart, have already made significant headway with regard to their environmental initiatives. Target is in the process of launching two store prototypes that are green certified. Sustainable design features include: low-flow fixtures in the rest rooms that reduce water usage by 30 percent and HVAC systems that cut energy usage by 30 percent. Additionally, 75 percent of construction waste will be recycled or salvaged and more than 55 percent of construction materials will be manufactured using raw materials from within 500 miles of the project site.229 Wal-Mart opened the first of a new generation of energy-efficient super-centers in January 2008. The store is expected to cut energy use by approximately 25 percent compared to regular super-centers. The store will use new refrigeration and other technologies to improve on the 20 percent energy savings of Wal-Mart’s first generation High Efficiency Stores, or HE 1, that opened in 2007. The HE 1 stores included heating and cooling systems that recycled heat from refrigerators and freezer cases, and higher-efficiency LED lights and sensors that turn off those lights when customers are not around.230 ...including Wal-Mart and Target. Clearly retailers are becoming more environmentally aware to bolster their image in the marketplace. However, there are also tangible financial benefits to doing so. First, as discussed with regard to Whole Foods and other organic food retailers, many consumers are willing to pay a premium 227 Stribling, Dees. “Green Design Goes Mainstream.” National Real Estate Investor. May 1, 2007. 228 “Retailers Embracing Green Practices, According to New Survey.” Facilities Management Link. October 3, 2007. 229 Vomhof, John. “Target’s Future Stores Will be Bigger, Greener.” Minneapolis St Paul Business Journal. February 8, 2008. 230 “Wal-Mart Introduces Energy- Efficient Stores.” Cbs2Chicago.com. January 15, 2008. Fall 2008 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY 155 Many shoppers have proven that they’re willing to pay more for a green shopping experience. for a more environmentally friendly shopping experience. Second, going green can result in significant cost savings. According to a recent survey, a grocery store that reduces energy costs by 10 percent through the installation of more efficient lighting and cold fixturing can enhance operating profit margins by as much as six percent.231 These savings can be bolstered by an attractive array of tax credits that are now offered by many states. Whether retailers are being driven by concerns about their corporate image or the pursuit of environmental tax credits, the end result is a significant green movement that is taking place in the retail industry. “GREEN” DESIGN OPPORTUNITY IS GROWING (% of Respondents) 100% 80 60 100%) 40 79%) 20 35%) 37%) 0 Firms w/ Green Projects Small Design Firms Source: AIA Green as % of Total Projects Large Design Firms We believe that this growing retail green movement translates into a substantial growth opportunity for retail design, build and installation firms. In terms of design, retailers require a great deal of education and ‘hand holding’ as they begin to contemplate more environmentally friendly stores. From energy efficient lighting to fixturing made from recycled materials, the range of options is large and confusing and retailers are relying on their design firms to provide them with guidance. Similarly, the rules and regulations involved in securing LEED and other environmental certifications are confusing and difficult to comply with. Accordingly, retail builders who have invested to develop relevant expertise will be exceptionally well-positioned to work with retailers as they enhance their green store credentials. “Grocery retailers answered the call to build bigger, more efficient one-stop shops where their customers could buy merchandise and groceries in the same place. Now, the pendulum seems to be swinging back, as consumers are saying they prefer more intimate, smaller, customized grocery stores.” Susan Reda, Executive Director, National Retail Federation’s Store Magazine232 Is big really beautiful anymore? New Store Formats: Another recent development in the retail industry relates to the introduction of new, and typically smaller, store formats. There are three reasons for this movement. First, while the era of the big-box may not be coming to an end, it is certainly getting tired. Accordingly, in 231 Rygiel, Larry. “Serious Reductions in Energy Costs Require Gathering, Analyzing Data.” Retail Construction. Jan/Feb 2007. 232 Lukovitz, Karlene. “Retail Food Formats: Bigger Isn’t Necessarily Better Anymore.” Marketing Daily. March 7, 2008. 156 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY Fall 2008 an effort to differentiate themselves retailers are working hard to roll-out new store concepts that are more ‘personal and inviting’ to the shopper. Second, smaller store sizes are also being influenced by the success of similar concepts overseas. Tesco’s move into the U.S. with the introduction of its Fresh & Easy concept, which has stores that typically have only 10,000 square feet of selling space, has sparked similar steps by Wal-Mart and other competitors. Third, smaller footprints are also a response to expensive real estate and a move by the suburban big-box retailers (who have picked over most of the prime suburban locations) into more congested urban environments. In an effort to differentiate, retailers are devising new store formats that stand out from the crowd. “...We’re consciously choosing not to pull back on our investments, even in a difficult economy, because we are making the bet that the opportunities are rich, over the long term. When the U.S. economy regains its momentum, we believe that our results will show these to be good investments...” Brad Anderson, Chief Executive Officer, Best Buy233 Food retailers are not the only ones moving towards smaller store footprints. For example, Circuit City is adding smaller-scale “The City” stores; JCPenney is trying smaller, off-mall shops; and Best Buy is opening new locations that are up to 40 percent smaller than its current stores.234 In addition, Tiffany & Co. announced in February that they will test a new concept store in Glendale, CA. This store will be only 2,600 square feet, a fraction of Tiffany’s traditional 7,100 square foot locations. This move has the potential to “significantly accelerate U.S. sales growth over the medium to long-term and enhance profitability.”235 Not only do these small footprint stores create a more intimate environment for consumers, but they also provide financial benefits such as lower inventory requirements. Even big-box retailers are moving towards smaller boxes. While the stores may be smaller, we believe that retail design, build and installation firms stand to benefit from this trend. First, all new store growth is good for the industry, even if they have smaller square footage. Second, designing and building these stores will require a great deal of creativity. Smaller stores will need to be designed to conform with a retailer’s merchandising strategy (fit more product into less space while, at the same time, creating a comfortable and enjoyable shopping experience). Additionally, some of the new stores will be in unique and difficult locations 233 Hazel, Debra. “Best Buy US Stores to Pass 1,000.” GlobeSt.com. February 18, 2008. 234 Reda, Susan. “Eight Predictions for ’08.” Stores Magazine. December 2007. 235 Earnest, Leslie. “Tiffany Will Try Out Smaller Store Concept.” Los Angeles Times. February 29, 2008. Fall 2008 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY 157 These new retail formats represent an opportunity for DBI firms. (i.e. on congested Manhattan streets with tough permitting requirements) relative to those that the retailer’s store design and construction teams are accustomed to. Accordingly, they are going to turn to design, build and installation firms that have a proven ability to execute under those circumstances. In short, retailers will likely need more help rolling out these stores than they do with their standard template and that represents an opportunity for design, build and installation players. Retail Design, Build and Installation – Threats and Concerns While we believe that there are significant opportunities for growth in the design, build and installation sector, there are also a number of concerns that firms (and investors) in the space must address. Clearly a weak economy pressures DBI firms as well. 200 Economic Uncertainty: There is not much more for us to say about the impact that a weak economy will have on retail. While design firms and builders may not have felt the full impact of the downturn yet due to the timing of project backlogs, there is not doubt that the soft economy has had a negative impact on business. Retail is a cyclical industry, and construction is a cyclical segment of a cyclical industry. HISTORICAL ALUMINUM PRICES (Three Years) 180 160 140 120 100 Jul Oct Jan Apr Jul Oct Jan Apr Jul Oct Jan Apr 2006 2007 2008 Source: Department of Labor, Primary Aluminum Data, Indexed Raw Materials Pricing: A major threat to retail construction companies is the potential resumption of rising commodity costs. Increasing commodity prices have had a meaningful impact on overall construction costs and have influenced the build- or not-build decision making process that retailers are currently going through. Raw materials inflation has impacted every aspect of the store construction process. Cemex has announced a 20 percent increase in the price of their concrete; steel (and rebar) prices continue to sit at historic levels despite a weakening U.S. economy; and aluminum prices have also contributed to the increasing cost of erecting the shell. Store fixturing, storage products, cash wraps and other interior structures have also risen in price significantly over the past two years, driving up the overall construction cost. Rising commodity prices are detrimental for two reasons. First, the rising cost of construction may lead retailers to cut back their store build and 158 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY Fall 2008 refurbishment schedules even more aggressively. Fewer store openings and refurbishment projects will have a negative impact on store design, build and installation firms. The second reason has a more direct and severe impact on some of the retail builders. While many retail construction contracts include price escalation clauses that protect against further increases in key commodity costs, many subcontractors have been unable to pass on the rising prices to their clients and have therefore seen their margins impacted in a meaningful way.236 300 HISTORICAL STEEL PRICES (Three Years) 260 220 180 140 We do, however, believe that there is a silver lining for 100 Jul Oct Jan Apr Jul Oct Jan Apr Jul Oct Jan Apr retail design, building and installation firms. Just as 2006 2007 2008 Source: Department of Labor, Steel Mill Products Data, Indexed they have been pursuing opportunities to help their clients become more environmentally sound, design, DBI firms are working build and installation firms are also working diligently to ensure that the designs and construction processes make the most expeditious use of costly with their clients to mitigate the cost of commodities as is possible. That being said, there is no doubt that rising raw materials price commodity prices pose a threat to the industry overall. “...The construction industry is a people business, and finding skilled trades and technical people is going to create a real dilemma in the future...When subcontractors need to beef up because they are behind, they can’t find the skilled people to do it...” Jim Sattler, Chief Executive Officer, EMJ237 Recruiting and Retaining the Best People: Another concern for retail design, build and installation companies is their ability to attract, recruit and retain motivated, talented and commercial-minded employees. According to the a recent AIA survey, 21.6 percent of design firm respondents stated that attracting qualified new staff was one of their key concerns for 2008.238 Design firms compete vigorously against one another for top architectural talent. Those firms that are able to attract and retain the top performers will be much better positioned than those competitors who have a shallower bench of qualified professionals. That being said, hiring those people and inflation. Hiring and retaining the best people is always a challenge. 236 Harvey, Ian. “Canadian Construction Industry Steels Against Rising Rebar Prices.” Journal of Commerce: Western Canada’s Construction Newspaper. August 18, 2008. 237 Op. Cit., Mattson-Teig. 238 Zeballos, Isabel. “The Looming A/E/C Workforce Shortage.” Society for Marketing Professionals Services. August 2007. Fall 2008 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY 159 keeping them aboard can require a substantial investment. The downturn in residential construction has eased the pressure somewhat. Similarly, retail builders and installation firms have also had a difficult time hiring enough of the best people. While the downturn in residential construction has loosened the supply of qualified laborers, those with strong expertise in specific specialties can still be difficult to find and retain. As is the case in any professional services industry, successfully managing the workforce in the retail design and construction business is a primary concern for business owners, operators and investors. Retail Design, Build and Installation – Competitive Landscape The following tables reflect some of the key competitors in each of the segments discussed.239 Selected Participants in the Retail Design Industry Company Name Retail Billings Company Name Retail Billings Callison $85 MCG Architecture $26 WD Partners $75 Little Diversified $25 Jacobs Carter Burgess $70 ka Architecture $19 MulvannyG2 Architecture $64 Arrow St. $15 Gensler $55 Tricarico Architecture $14 MBH Architects $47 Herschman Architects $12 Perkowitz + Ruth $46 Shive-Hattery $11 FRCH Design $45 C.M. Architecture $10 Pavlik Design $37 Bergmann Associates $10 MillerZell $34 Continuum $8 239 Source: Lincoln International; DDI Magazine; Retail Construction Magazine; NARMS. 160 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY Fall 2008 Selected Participants in the Retail Building Industry Company Name Retail Billings Whiting-Turner Company Name Retail Billings Hoar Construction $246 EMJ $844 John S. Clark $236 Walton Construction $750 Pepper Construction $229 VCC $710 Weis Builders $226 Shawmut Design & Const. $495 White-Spunner $201 R&O Construction $425 Konover Construction $199 S.D. Deacon $364 Hawkins Construction $193 Graycor Construction $346 Rockford Construction $190 Skanska USA $324 Structure Tone $189 Hardin Construction $280 Brasfield & Gorrie $187 $1,156 Selected Participants in the Retail Installations Industry Company Name Website Company Name Website Alexander Otto aoinstall.com Nationwide Retail Services nationwideretailservices.com American Installation Cos. americaninstallationcompany.com National Mktg Services natlmktg.com Beam Team thebeamteam.net Prime Retail Services primeretailservices.com BrandPartners brandpartners.com Prism Retail Services prismretailservices.com Chandler Group thechandlergroup.com Quest Service Group questservicegroup.com DAVACO davacoinc.com Rhodes Retail Services rhodesretail.com Diamond Retail Services diamondretailservices.com Store Opening Solutions storeopeningsolutions.com Footprint Retail Services fprs.com Tab Merchandising tabmerchandising.com Get Set Services getsetservices.com The Guyan Group guyangroup.com Mallard Group mallardgrouplp.com The Set Up Group thesetupgroup.com Retail Design, Build and Installation – The Private Equity Play As is the case with every segment of the retail services industry, we believe that there is substantial opportunity for private equity firms to find profitable investment opportunities in the design, build and installation segment. There have been several private equity firms that have made investments in the sector to date. Blue Point Capital made an investment in Callison; Rosewood made a minority investment in DAVACO; Chicago Growth Partners has an investment in Footprint Retail Services; and Goense Bounds has an investment in CrossCom National. Each of these investors will seek Fall 2008 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY 161 liquidity at some point, creating new opportunities for private equity firms to pursue an investment in these businesses. Growth, as opposed to leverage, will drive returns on designrelated investments. Retail construction has not attracted much private equity interest to date. A private equity firm will view each of the three categories in different ways. In terms of design, we believe that a private equity firm investing in a design company can profitably pursue a strategy of growth and geographic diversification. The large firms will get larger in the design space for reasons already discussed and, if partnered with a private equity firm with sufficient resources, we believe that the leading players in the industry can expand their U.S. market share significantly. In addition to penetrating new retail accounts and expanding their suite of service offerings, these firms have an opportunity to establish a presence in each of the core cities in the U.S. Doing so will allow them to attract the best local talent and strengthen relationships with the leading retailers in that geographic region. Additionally, growth can be accelerated by making a larger investment in the design firm’s international capabilities. While returns on a private equity investment in a design firm will not be driven by heavy leverage, we feel that the growth opportunities that lay ahead and the potential for multiple arbitrage as the business gains scale will push IRRs to very attractive levels. As best as we can tell, private equity firms have not been active in the retail construction sector. The leading retail construction firms tend to be large, privately-owned businesses that seem to have either stayed in the family or attracted strategic interest if they hit the market. Construction is, in our mind, a more difficult private equity play than design or installation. Construction firms are the most cyclical of the group, making it more difficult to put significant leverage on the balance sheet to facilitate a transaction. Specific bonding requirements may further limit the amount of financing that may be available for a deal. To the extent that a private equity firm did make an investment in the space, we believe that an international growth strategy may be a logical part of the investment thesis. U.S. retailers are taking steps to expand abroad and, in our view, would be open to working with their domestic construction firms to the extent that they were able to establish their international capabilities. Installation has been a more active area of private equity activity in recent years and we would expect this trend to continue. The installation industry has a number of attributes that should appeal to a private equity firm. The market remains fragmented; retailers and brand managers are looking for players with scale and the resources to weather good markets and bad; there are a number of impressive, aggressive and growth-oriented management teams that are determined to expand their national footprints; 162 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY Fall 2008 and many segments of the installation business should be less cyclical than the design and build segments (particularly those that are focused on POP displays). We would expect to see significant private equity interest in the space as new installation opportunities hit the marketplace. Fall 2008 Lincoln International Installation fits the bill for private equity on many levels. RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY 163 Retail Service Company Summaries – Alphabetical Index 164 Company Name Page Company Name Page Acosta 166 Mass Connections 204 Adspace Networks 167 Mosaic Sales Solutions 206 Advantage Sales & Marketing 169 National Product Services 207 Affinion 170 N.E.W. Cust Svcs / Asurion 208 Allied Security Holdings 171 PlayNetwork 211 Andrews International 173 Premier Card Solutions 212 Bozzuto’s 174 Premium Retail Services 213 Callison 175 PRN Corporation 215 Catalina Marketing 177 PromoWorks 217 CBS Outernet 178 RGIS 219 CPI Card Group 180 SAJO 220 CrossCom National 182 SeeSaw Networks 221 CROSSMARK 183 Service Net Solutions 223 DAVACO 184 Sperry & Hutchinson 224 Daymon Worldwide 186 Storeimage 225 Driveline Holdings 187 Stratmar Systems 226 dunnhumbyUSA 189 The National Print Group 227 Fair Isaac Corporation 191 The Sunflower Group 228 FMW Inc. 192 The Warranty Group 229 Footprint Retail Services 193 United Natural Foods 230 Gensler 194 U.S. Security Associates 232 Global Compliance Solutions 195 Vesdia Corporation 233 Groupe Aeroplan 196 Vestcom International 234 InStore Broadcast Network 198 Vomela Specialty 236 IPC International 199 Warehouse Demo Services 237 Johnson O’Hare Food Brokers 200 Warrantech 238 Maritz 201 Whiting-Turner Construction 239 Market Force Information 203 WIS International 240 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY - Fall 2008 Retail Service Company Summaries – By Segment Index Company Name Page Company Name Page In-Store Mkt / Sampling & Demo (Con’t) Sales, Mkt & Mrchdising Agencies Company Name Page Loyalty Program Service Providers Acosta 166 PromoWorks 217 Affinion 170 Advantage Sales & Mktg 169 RGIS 219 Catalina Marketing 177 Bozzuto’s 174 Storeimage 225 CPI Card Group 180 CROSSMARK 183 Stratmar Systems 226 dunnhumbyUSA 189 DAVACO 184 The National Print Group 227 Fair Isaac Corporation 191 Daymon Worldwide 186 The Sunflower Group 228 Groupe Aeroplan 196 Driveline Holdings 187 United Natural Foods 230 Maritz 201 Johnson O’Hare Food Brokers 200 Vestcom International 234 Premier Card Solutions 212 Mosaic Sales Solutions 206 Vomela Specialty 236 Sperry & Hutchinson 224 National Product Services 207 Warehouse Demo Services 237 Vesdia Corporation 233 Premium Retail Services 213 WIS International 240 RGIS 219 United Natural Foods 230 Retail Media Networks WIS International 240 Adspace Networks In-Store Mkt / Sampling & Demo Warranty Service Providers N.E.W. Cust Svcs / Asurion 208 167 Service Net Solutions 223 CBS Outernet 178 The Warranty Group 229 FMW Inc. 192 Warrantech 238 Acosta 166 InStore Broadcast Network 198 Advantage Sales & Mktg 169 PlayNetwork 211 Retail Sercurity Services Bozzuto’s 174 PRN Corporation 215 Allied Security Holdings 171 Catalina Marketing 177 SeeSaw Networks 221 Andrews International 173 CROSSMARK 183 IPC International 199 Daymon Worldwide 186 Mystery Shopping U.S. Security Associates 232 Driveline Holdings 187 Global Compliance Solutions 195 FMW Inc. 192 Maritz 201 Design, Build & Install Johnson O’Hare Food Brokers 200 Market Force Information 203 Callison 175 Market Force Information 203 Mass Connections 204 CrossCom National 182 Mass Connections 204 PromoWorks 217 DAVACO 184 Mosaic Sales Solutions 206 Stratmar Systems 226 Footprint Retail Services 193 National Product Services 207 Gensler 194 Premium Retail Services 213 National Product Services 207 SAJO 220 Storeimage 225 Whiting-Turner Construction 239 Fall 2008 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY 165 Company Summaries Acosta Inc. Headquarters: Jacksonville, Florida Revenue: Estimated at $900 million240 Ownership: Privately Held – Private equity investment by AEA Investors Chief Executive: Gary Chartrand Categories: Sales, Marketing & Merchandising; In-Store Marketing Key Services: Headquarter sales; in-store merchandising (resets, cut-ins, etc); category management (planograms, etc); retail software solutions; event marketing (retailtainment); sampling and demonstration services; consumer marketing services (creating marketing campaigns); staffing solutions; display set-up / installation; remodels / new store openings Acosta is one of the largest retail services companies in the U.S. Acosta has acquired 13 companies since 2004. Founded in 1927 and based in Jacksonville, Florida, Acosta is one of the largest retail services companies in North America and employs more than 11,000 workers. The company claims to represent more top brands than any other sales and merchandising company, servicing approximately 1,300 manufacturers in total. The company provides sales, marketing and merchandising support both domestically and internationally across multiple channels including grocery, mass, club, drug, convenience, extreme value, fresh foods, ethnic and natural / specialty. In addition, Acosta offers headquarter selling services; retail sales support; category management services such as pricing and ad tracking; as well as syndicated data analysis; space technology services that utilize proprietary software to ensure ideal placement of products on store shelves; and sales support such as customer service and contract processing.241 Acosta has been viewed as a consolidator in the retail services space, as they have acquired 13 companies since January 2004. Moreover, the company continues to enter new markets. For instance, Acosta management has identified fresh foods as an area of growth. In March 2007, Acosta accelerated its push into fresh foods with the acquisition of Crawford & Company Brokerage, Impact Food Sales, and Amalgamated Brokerage 240 Basch, Mark. “Acosta Exploring Financial Options.” The Florida Times Union, May 10, 2006. This article cited Florida Trend Magazine as stating 2005 revenue was $730 million. Based on that figure, we assume a current revenue number of $900 million. 241 Acosta website. 166 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY Fall 2008 Corporation. In fact, seven of the 13 acquisitions completed since 2004 have been focused on the fresh foods sector.242 Furthermore, in December of 2006, the company expanded its existing portfolio of organic and natural food products by entering into an agreement with Amish Naturals, a manufacturer of premium, organic, Amish-produced foods, to market and sell their product to major food retailers.243 Earlier this year, the company continued its acquisition strategy and strengthened its position in the drug channel with the purchase of Hynes, a sales and marketing agency specializing in selling into the drug, grocery and mass channels.244 Acosta also acquired Norfolk, Virginia-based C. Lloyd Johnson Company. This acquisition marked Acosta’s first foray into the military services channel.245 Acosta continues to be privately held. In February 2003, private equity firm Berkshire Partners infused $150 million into Acosta to facilitate a recapitalization.246 In June 2006, Acosta sold an unspecified stake to AEA Investors at an implied enterprise value of $1.5 billion – 10 times estimated EBITDA of $157 million.247 Berkshire Partners is no longer an equity holder in the company. Based on a 2005 revenue estimate of $730 million, we would expect annual revenue to now be approximately $900 million. AEA Investors made an investment in Acosta in 2006. Adspace Networks, Inc. Headquarters: San Francisco, California Revenue: Nearly $20 million, goal of $100 million over next few years248 Ownership: Private equity investment by AIG Capital Partners, Allen & Co., Amicus Capital, Angel Investors LP, Doll Capital Management, GIC Special Investments, Steelpoint Capital Partners, The Hauser Davis & Tysoe Group, The Walnut Group, TWB Investment Partners Chief Executive: Dominic Porco Adspace is the largest in-mall digital video advertising network in the country. Categories: Retail Media Networks Key Services: Digital media networks; creative services 242 “Acosta names Jack Laurendeau Vice Chairman.” Progressive Grocer. March 5, 2007. 243 “Amish Naturals Inc. – Signs Sales & Marketing Agreement With Acosta’s – National/ Speciality Sales.” Market News Publishing. December 19, 2006. 244 “Acosta Announces Acquisition of Hynes Inc.” Acosta Press Release. February 2008. 245 “Acosta Acquires C. Lloyd Johnson Co. Inc.” Acosta Press Release. March 31, 2008. 246 Berkshire Partners website. 247 Biswas, Soma. “AEA rings up Acosta.” The Deal. June 12, 2006. 248 Monk, Dan. “Digital Screens Sell Ad Messages to Kenwood Shoppers.” Business Courier (Cincinnati). July 21, 2008. Fall 2008 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY 167 The Adspace network exposes more than 100 million mall visitors to a six minute programming loop. Adspace raised a $20 million venture capital round in 2007. Headquartered in New York, New York, Adspace Networks operates the Adspace Media Network, the largest in-mall digital video advertising network in the country. The Adspace network consists of more than 1,400 digital displays and plasma screens in more than 100 malls and theatres in 39 cities across the United States. Each mall typically has 13-15 smart screens located in the highest traffic areas, and each mall installation typically costs $250,000. Management claims that the network exposes more than 100 million mall visitors to a six minute programming loop that is a mix of consumer content and advertising messages. The content is anchored by what the company calls, “Today’s Top Ten,” a twelve second ad showcasing the current sales and promotions from ten different retailers located in that specific mall. For mall operators, the digital media network provides an enticing additional stream of revenue. Typically, Adspace pays the mall operator a flat rental fee plus a percentage of advertising revenue generated at each location.249 According to the Adspace website, in a 2007 study conducted by Nielsen Media Research, Adspace’s in-mall advertisements were viewed by 47 percent of mall shoppers and average commercial recall was an impressive 34 percent. Additionally, shoppers viewed the Smart Screens an average of 3.3 times per visit with an average total viewing time of 1.9 minutes (or 114 seconds). Consumers were exposed to almost three ad spots per view during that duration.250 Advertisers on the network have included leading brands such as Adidas, the Coca-Cola Company, Interscope Records, Lions Gate Entertainment, Macy’s, MTV, Sony Sprint, Verizon, Victoria’s Secret, and the U.S. Navy. Advertisers pay up to $15,000 per month to advertise on the Adspace network. The company continues to expand its network of screens. In January 2008, the company extended its current relationship with one of the country’s largest mall and shopping center operators, CBL Properties, to install Adspace digital displays at 67 CBL properties across the country.251 In August of 2007, the company received $20 million in additional venture funding from Cincinnati, Ohio-based private investment firms The Walnut Group and The Hauser Davis & Tysoe Group. Follow-up funds were also provided by current investors AIG Capital Partners, Steelpoint Capital Partners, Doll Capital Management and GIC Special Investments.252 249 Ellaby, Liz. “Not Sure What to Buy? Just Look into the Screen.” Birmingham News. September 26, 2007. 250 “Nielsen Media Research to Adspace: People are Watching!” PR Newswire US. July 17, 2007. 251 “Adspace Networks Expands Partnership With CBL & Associates Properties.” Press Release. Adspace website. January 16, 2008. 252 Bonanos, Paul. “Dealflow: Aug. 2, 2007.” The Deal. August 2, 2007. 168 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY Fall 2008 Advantage Sales & Marketing Headquarters: Irvine, California Revenue: Revenue estimated at $900 million253 Ownership: Privately Held – Private equity investment by J.W. Childs Associates and Merrill Lynch Global Private Equity Chief Executive: Sonny King Categories: Sales, Marketing & Merchandising; In-Store Marketing Key Services: Headquarter sales; in-store merchandising; category management; event marketing; sampling and demonstration services; order management; consumer marketing services; mystery shopping; staffing solutions; fulfillment; display set-up / installation; remodels / new store openings Based in Irvine, California, Advantage Sales and Marketing (“ASM”) is one of the three largest national providers of sales, marketing and merchandising services to the CPG and food industries. The company employs approximately 13,000 people and services 1,200 manufacturers, including SC Johnson, Georgia-Pacific and Del Monte Foods.254 ASM provides services to a variety of trade channels including convenience, drug, grocery, dollar, club, consumer electronic, hardware, home, and pet. With a strong focus on technological capabilities, ASM provides brand and category management services, consumer marketing services, financial management, and supply chain services, among others, both domestically and abroad. In addition to its traditional SMMA services, ASM offers flexible workforce solutions through its Marketwide Advantage subsidiary, providing temporary staffing solutions for ASM’s CPG and retail clients. Extending services beyond the United States, Advantage has become a key member of the Global Marketing Services (“GMS”) organization. ASM has aligned with other SMMAs across six continents to provide global retail solutions for CPG manufacturers and retailers worldwide. The companies in the GMS network work with one another to support international brands that are expanding into new markets by providing local coverage and utilizing existing knowledge of regulations and supply chain management services. ASM also Advantage is one of the three largest providers of sales, marketing and merchandising services. Advantage has taken steps to address international growth opportunities. 253 Nguyen, Hang. “Irvine Firm’s CEO Turns Page; Advantage Sales Plans to Sell its Majority Interest for $1 Billion.” The Orange County Register. March 10, 2006. Based on a stated revenue of $750 million in 2005, we would expect that Advantage now generates revenue of roughly $900 million. 254 Advantage Sales & Marketing website. Fall 2008 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY 169 provides additional niche services through its complementary business units Adesso Solutions (trade promotion and deduction management software), Try-Foods International (retail merchandising and marketing programs), Campaigners (in-store demonstration services), Integrated Marketing Services (specialized marketing programs), Marketration (field marketing services), PromoPoint Marketing (multi-client marketing program), and SuperFridge (frozen and refrigerated foods point-of-purchase support and initiatives). Advantage was acquired by J.W. Childs in 2006. Until 2004, ASM was structured as a cooperative among various SMMA organizations. That year, Allied Capital, a Washington-based investment firm, acquired ASM and realigned the company into a more typical corporate structure. Two years later, in March 2006, Allied sold a majority equity interest to J.W. Childs and Merrill Lynch Global Private Equity for $1.05 billion – approximately 10 times estimated EBITDA of $100 million.255 According to public reports, the transaction netted Allied $435 million of proceeds on a $75 million investment in the span of almost three years.256,257 Current net revenue is estimated to be $900 million, with targeted revenue goal of $1.5 billion within three to four years. Affinion Headquarters: Norwalk, Connecticut Revenue: Estimated at $1.3 billion Affinion is a leading global provider of loyalty program solutions. Ownership: Privately held – Private equity investment by Apollo Management Chief Executive: Nathaniel Lipman Categories: Loyalty Program Services Key Services: Loyalty programs; consumer marketing services; membership programs; employee training; insurance products and services Headquartered in Norwalk, Connecticut, Affinion Group is a leading provider of marketing and loyalty program solutions to clients worldwide. Affinion’s loyalty division, known as Affinion Loyalty Group, designs and administers points-based loyalty programs that manage points with an 255 Biswas, Soma and Moreira, Peter. “Childs, Merrill Gain Advantage.” The Deal. March 6, 2006. 256 O’Hara, Terence. “Allied Capital to Sell Large Holding; D.C. Firm to Book Gain of $415 Million on Sale of Advantage Sales & Marketing.” The Washington Post. March 3, 2006. 257 “Allied Capital Announces 2007 Financial Results.” Business Wire. February 20, 2008. 170 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY Fall 2008 estimated redemption value of $4.7 billion.258 The division has partnerships with more than 100 companies in the retail, financial, hotel, airline, and automotive industries. Specifically, they administer programs such as the Wyndham Worldwide Trip Rewards Program and the General Motors reward program. In 2005, Affinion was acquired by Apollo Management, a New York-based private equity group, from Cendant Corporation for $1.8 billion. In January 2007, Apollo received $200 million in a dividend recapitalization, recouping almost all of its initial investment.259 The Company also announced plans to launch an initial public offering of 32.5 million shares worth $520 million. The IPO was withdrawn in November 2007.260 Apollo acquired Affinion from Cendant Corporation in 2005. As a whole, Affinion employs approximately 3,300 individuals in the U.S. and abroad, with 70 percent of the workforce domestic, 17 percent in the U.K. and 13 percent in Europe and South Africa.261 Clients span a wide breadth of industries including retail, travel, telecommunications, utilities, financial services and the internet. As of December 31, 2007, the company generated total revenue of $1.3 billion. The sale of loyalty-related products and services generated revenue and EBITDA of $58 million and $20 million, respectively.262 Allied Security Holdings Headquarters: King of Prussia, Pennsylvania Revenue: Approximately $1.5 billion263 Ownership: Privately held – Pending acquisition by The Blackstone Group from MacAndrews & Forbes Chief Executive: Bill Whitmore Categories: Retail Security Services Allied Security is the largest Americanowned provider of security services in the U.S. Key Services: Uniformed security; loss prevention; security consulting; investigation services Headquartered in King of Prussia, Pennsylvania, Allied Security Holdings is the largest American-owned provider of contract security officers and 258 259 260 261 262 263 Affinion Group Holdings 10-K. December 31, 2007. Beltran, Luisa. “Affinion Announces $520M IPO.” The Deal. September 25, 2007. “Affinion Group Holdings, Inc. withdraws IPO.” Factiva. November 15, 2007. Affinion Group Holdings 10-K. December 31, 2007. Ibid. Capital IQ. Fall 2008 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY 171 Allied Security provides retail security services under the AlliedBarton brand. MacAndrews & Forbes acquired Allied from Gryphon Investors in 2003. security solutions in the United States. Doing business as AlliedBarton Security Services, the company employs more than 52,000 individuals and has 111 offices nationwide. Allied offers security services to shopping centers and retailers, residential communities, colleges and universities, commercial real estate, government facilities, and to clients in the chemical and petrochemical, health care, industrial and manufacturing industries. Additionally, the company services high-tech facilities, cultural institutions and companies in the entertainment, transportation and utilities industries. Within the retail sector, AlliedBarton engages in the screening, recruiting, training, outfitting, supervising and scheduling of security personnel. Through their involvement with the International Council of Shopping Centers, the company is a frontrunner in identifying industry trends, allowing them to excel in the handling of emergency response drills; risk management and liability; terrorism awareness; loss prevention; fire safety operations; interior and exterior patrols; CPR and First aid; customer service; and special events management. In an industry where the average turnover in security personnel is 75 percent, Allied, through one of the most comprehensive training programs in the industry, has experienced turnover of 58 percent.264 Recently, the company was recognized for its intense focus on employee training. For the third consecutive year, the company was named to Training Magazine’s Top 125 list, which recognizes top companies of employer-sponsored workforce training and development. Founded as Spectaguard in 1980, the company was acquired by San Francisco-based private equity group Gryphon Investors in 1998. In 2000, the company became the third largest security firm in the United States with the acquisition of Allied Security. Three years later, the company was acquired by MacAndrews & Forbes Holdings, a New York-based private investment firm founded by Ronald Perelman, for approximately $300 million.265 According to Gryphon’s website, the firm realized 3x its original investment in the transaction. In 2004, the company expanded further, acquiring Barton Protective Services for $181 million, forming AlliedBarton Security Services and becoming the largest domestic-owned contract security company in the United States.266 On July 25th, 2008, The Blackstone Group announced that it had signed a definitive agreement to acquire the company for up to $750 million, including an earn-out of up to $50 million based on 2009 performance metrics.267 The company generated 264 Allied Security Holdings, 10-K. December 13, 2007. 265 Grocer, Stephen. “Street Still Envisions Command Securing a Takeout.” Mergers & Acquisitions Report. June 14, 2004. 266 Allied Security Holdings, 10-K. December 13, 2007. 267 Johnson, Greg. “Blackstone to Buy Allied Security.” The Deal. July 30, 2008. 172 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY Fall 2008 LTM (as of March 31) revenue and EBITDA of $1.5 billion and $79 million, respectively. Andrews International Headquarters: Valencia, California Revenue: Estimated at $175 million268 Ownership: Privately held – Private investment by Audax Group, a private equity firm based in Boston Chief Executive: Randy Andrews Categories: Retail Security Services Key Services: Uniformed security; loss prevention; investigation services; security consulting; employee education Based in Valencia, California, Andrews International is one of the leading full service providers of security and risk mitigation services in the United States. The company provides a range of services, including uniformed security; special event security; security vulnerability and risk assessments; occupational fraud and abuse investigations; personal protection and threat assessment services; disaster and emergency response services; and a range of other security-related services. Andrews provides these services to mall operators and retailers; the media and entertainment industry; financial institutions; energy infrastructure; and other clients with unique security concerns and requirements. In June 2007, the company strengthened its commitment to the retail sector by hiring David Levenberg to the position of Senior Vice President of the Shopping Center and Mall Vertical Market Business. Levenberg was previously the Vice President of Security and Loss Prevention for General Growth Properties. Andrews, which was founded in 1988, has grown substantially through a series of acquisitions. In March 2006, Andrews merged with Copstat Security, creating a $100 million national security firm. Greyrock Capital Group, a private investment firm based in San Francisco, provided $8.0 million in subordinated debt and a $2.5 million equity co-investment in the deal.269 In June 2007, Andrews acquired SeTec Protective services, a Houston-based security services firm and former subsidiary of Hines. Additionally, in November 2007, the company acquired Nagy Protective Andrews provides a range of ‘risk mitigation’ services to retailers and other clients. Andrews has been an active consolidator of the security services industry. 268 DFW Capital Partners website. 269 Greyrock Capital website. Fall 2008 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY 173 Audax Group recently announced the acquisition of Andrews. Services, a provider of security services and products to retailers, highrise buildings, schools, movie theaters and other businesses located in the greater Los Angeles area. These acquisitions, along with additional contracts, increased revenue by $16 million.270 Andrews has continued to increase revenue by acquiring additional security contracts through the first half of 2008. These multi-year contracts contributed more than $20 million in incremental revenue for the firm. On October 6th, Audax Group announced that it was acquiring Andrews from New Jersey-based DFW Capital Partners, and Pennsylvania-based MVP Capital Partners. Andrews generates estimated revenue of $175 million. Bozzuto’s Headquarters: Cheshire, Connecticut Revenue: Estimated at $1.2 billion271 Ownership: Privately Held – Bozzuto Family Chief Executive: Michael Bozzuto Categories: Sales, Marketing & Merchandising (Food wholesaling); In-Store Marketing Key Services: Food wholesaling and distribution; category management; in-store merchandising; employee education; sampling and demonstration services; marketing services; administrative services; retail technology systems; food retailing Bozzuto’s utilizes one million square feet of warehouse space. Based in Cheshire, Connecticut, Bozzuto’s is a leading full-service food and CPG wholesale distributor to independent retailers in the northeastern and mid-Atlantic region of the United States. Bozzuto’s utilizes one million square feet of warehouse space to distribute goods to independent grocers that are part of the IGA network, a voluntary network of more than 3,500 supermarkets with aggregate worldwide retail sales of more than $19 billion per year.272 Additionally, the company owns eight supermarkets in Connecticut and Massachusetts under the Adams Super Food Stores banner. Bozzuto’s is representative of a food wholesaler that has expanded its service offerings to be more competitive with SMMAs. Services stretch beyond the traditional warehousing and distribution of branded and 270 “Andrews International Experiences Rapid Growth in 2007.” Press Release. March 4, 2008. 271 Capital IQ 272 IGA website: www.iga.com/aboutIGA/international.asp 174 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY Fall 2008 private label goods and include merchandising and retail solutions such as advertising and marketing; in-store merchandising; category management; demonstration services; business process outsourcing for independent grocers; reselling of retail hardware and software technology; and retail employee training and workshops. Bozzuto’s illustrates the move that wholesalers have made into the SMMA space. Bozzuto’s has successfully navigated the wave of consolidation that has occurred at the manufacturer and retail levels and has even acquired new business because of it. For example, in 2003, C&S Wholesale Grocers, a direct competitor of Bozzuto’s, purchased the wholesale grocery business of bankrupt grocery retailer Fleming for $400 million.273 C&S decided to shed the assets that did not fit into the company’s strategy or geographic presence and agreed to swap assets with SUPERVALU. SUPERVALU would take over Flemings’ old Midwest business while C&S would gain SUPERVALU’s New England territory. As a result of the swap, some regional retailers decided to change to Bozzuto’s rather than stay with C&S. Although the company appears to have equity remaining in the public market (OTCPK: BOZZ), it continues to be primarily family-owned and operated. The company has experienced impressive growth over the past ten years. Revenue in 1996 was reported to be $400 million and 2007 revenue was estimated to be $1.2 billion, representing a compound annual growth rate of 10.2 percent.274 While Bozzuto’s trades on the pink sheets, it is effectively a family-owned business. Callison Headquarters: Seattle, Washington Revenue: Estimated at $150 million275 Ownership: Privately held – Private equity investment by Blue Point Capital Chief Executive: Bill Karst Categories: Design, Build & Installation Key Services: Graphic and interior design; architectural design; master planning; program management; real estate strategic planning Based in Seattle, Washington, Callison is one of the world’s leading 273 Egerstrom, Lee. “SUPERVALU, C&S to Swap Assets.” Saint Paul Pioneer Press. September 9, 2003. 274 Veiders, Christina. “Family Affair; Bozzuto’s is Dedicated to the Long-Term Survival and Growth of Family-Run Independents Like Ancona’s Market.” Supermarket News. May 1, 2006. See above CAGR calculated: ((1.168/.4)^(1/11))-1) 275 “Is the Boom on Its Last Legs?” Engineering News-Record. June 23, 2008. Fall 2008 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY 175 Callison employs more than 800 people globally. Twenty percent of Callison’s revenue is generated overseas. providers of architectural and design services and solutions. Callison provides architectural services including graphic and interior design, architectural design, consulting, master planning, program management, as well as real estate strategies to clients domestically and abroad. Callison specializes in design services across many industries including retail, mixeduse, corporate, health care, multifamily residential, hotels and resorts. The company employs more than 800 people and maintains additional offices in Dallas; Los Angeles; New York; London; Mexico City; and Shanghai. Domestic clients have included Ann Taylor, Apple, Cabela’s, Gap Inc., Goldman Sachs, Hilton Hotels, Microsoft, Nike, Nordstrom, Starbucks, Starwood Hotels and Resorts, Victoria’s Secret, and Williams-Sonoma. The company has also developed a strong international presence and has completed projects for the Aekyung Company (South Korea), Bank of China (China), Emaar Properties (Dubai), Seibu Department Stores (Japan), Sun Hung Kai Properties (China) and Wangfujing Department Stores (China). Additionally, Callison was selected by Tameer Holding Investments (Dubai), a leading developer of real estate in the Middle East, to lead the design of two projects in the United Arab Emirates.276 International projects now comprise 20 percent of Callison’s revenue.277 The firm’s success is driven by the unique design culture that the management team has fostered through initiatives such as Cal U (an in-house professional development program) and the Callison Lecture Series (a speaker series that has hosted lectures by Pritzker Prize winner Glenn Murcutt and anthropologist Jennifer James).278 Investing in these initiatives has allowed Callison to assemble an outstanding team of design professionals and to ensure that they are up to date on the most recent industry trends and developments. Over the past two years, Callison has expanded its domestic and international footprint with the acquisition of Architectural Group International in Dallas and AGI Mexico in Mexico City. As further evidence of the company’s leading position in the retail space, World Architecture News has named Callison as #1 in Retail Design for the past five years. Additionally, the company has been named first in retail design by trade publications such as VM+SD and Display and Design Ideas. In 2006, Callison was acquired by Blue Point Capital, a Cleveland-based private equity firm 276 “Callison and Tameer Making History at MAJAN and ARJAN.” Press Release. June 16, 2008. 277 Grunbaum, Rami. “Local Firms Designing Faraway Skylines.” The Seattle Times. February 17, 2008. 278 Callison Architecture website. 176 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY Fall 2008 with a regional office in Seattle. Callison generated estimated 2007 revenue of $150 million, $30 million of which was derived from international projects. While we do not have the specific breakdown of business for 2007, in 2006 the company generated $78 million of revenue through retail related projects, including department stores (30% of retail projects), big box (5%), specialty apparel (20%), and non-apparel specialty (20%).279 An estimated $78 million of Callison’s 2006 revenue was derived from retail billings. Catalina Marketing Headquarters: St. Petersburg, Florida Revenue: Estimated at $477 million280 Ownership: Privately held – Private equity investment by Hellman & Friedman Chief Executive: L. Dick Buell Categories: In-Store Marketing; Loyalty Program Services Key Services: Consumer marketing services; printing services; loyalty programs Based in St. Petersburg, Florida, Catalina Marketing Corporation is the global leader in behavior-based marketing communication solutions for retailers, CPG manufacturers, and pharmaceutical companies. Based on consumer purchase behavior, the company provides targeted marketing solutions via its network of more than 22,000 supermarkets and drugstores and 14,000 pharmacies in the United States. Additionally, the company has a presence in approximately 8,000 retail locations in Europe and Japan. Catalina operates in three segments: 1) Catalina Marketing Services, the division that provides point of sale marketing solutions to retail consumers; 2) Catalina Marketing International, which offers retail marketing services to CPG companies in France, Italy, the United Kingdom, Belgium, the Netherlands, Germany, and Japan; and 3) Catalina Health Resources, which provides direct-to-patient marketing communications, including health care patient education, based upon patient medication purchase behavior and condition. Domestic clients include Fred Meyer, Giant Eagle, HyVee, Kroger, Meijer, Ralphs, SUPERVALU, Walgreens, and Winn Dixie. Catalina is a leader in behaviorbased marketing communication solutions. According to a study conducted in late 2007 by comScore, an Internet marketing research firm, Catalina Marketing’s targeted advertising solutions 279 “DDI Design 100.” DDI Magazine. March 2007. 280 Capital IQ Fall 2008 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY 177 Catalina delivers more than 4.5 billion customized promotional messages each year. Catalina was taken private by Hellman & Friedman in 2007. raised ad awareness for brands studied by 16 percent and improved ad recall rates by 24 percent.281 Additionally, compared to non-targeted promotional methods, the redemption rate for Catalina Marketing’s incentives averaged 6.3 percent, more than eight times greater than traditional methods.282 Through its retail network, Catalina gains access to more than 250 million transactions per week and delivers more than 4.5 billion customized promotional messages every year.283 Catalina utilizes sophisticated data mining processes to identify and target those consumers most likely to respond to loyalty programs, incentives, coupons and promotions. The company’s database contains the purchase history of more than 100 million households, making it one of the six largest databases in the world.284 In October 2007, the company was taken private by San Francisco-based private equity group Hellman & Friedman for $1.7 billion, including the assumption of approximately $136 million of indebtedness.285 According to Capital IQ, the company generated trailing twelve month revenue and EBITDA of $477 million and $143 million, respectively, when the transaction closed. CBS Outernet Headquarters: Fairfield, Connecticut Revenue: N/A Ownership: Public Subsidiary – CBS Chief Executive: Virginia Cargill Categories: Retail Media Networks Key Services: Digital media networks; advertising sales; creative services; installation Headquartered in Fairfield, Connecticut, CBS Outernet is a leading provider of in-store media networks for grocery retailers nationwide. The company began in 2000 as a venture between Gerber Scientific (a diversified manufacturer of sign making equipment, flexible material systems, and lens processing systems) and Next Generation Ventures to take advantage 281 282 283 284 285 178 “In-Store, Targeted Advertising Works.” Press Release. October 11, 2007. Catalina website. “Catalina Marketing Corp. Vendor Close-up.” MMR. October 29, 2007. “Vsurance, Inc. Signs Deal with Catalina Marketing.” Business Wire. October 2, 2007. “Hellman & Friedman acquires Catalina Marketing.” Financial Deals Tracker. March 27, 2008. Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY Fall 2008 of the growing out of home advertising medium.286 Formerly known as SignStorey, the company provides turnkey solutions including installation; national program distribution; content design and creation; media asset management; advertising sales; and network operations to retailers and CPG companies. CBS Outernet now has screens in six of the top ten markets in the United States and approximately 1,500 stores nationwide. The company’s growth has been fueled by partnerships with some of the largest grocery chains in the country, including SUPERVALU’s Albertsons chain, Acme, Shaw’s, Jewel-Osco, Pathmark, Price Chopper and Big Y. The company’s content partners include Meredith Publishing (Family Circle, More, Traditional Home, and American Baby Magazine), Answers TV and Your Produce Man, a syndicated television show with produce news, tips on selecting produce and recipes. Other content on the network includes CBS News, Inside Edition, CBS Sports, Entertainment Tonight and The Early Show. According to the company website, impact studies measure an average 18 percent lift in sales for products advertised on the CBS Outernet network. Earlier this year, the company agreed to form a partnership with RippleTV. The partnership will leverage CBS Outernet’s robust national footprint and Ripple’s local targeting capabilities to deliver more relevant and targeted advertisement opportunities for companies. According to the press release, the newly formed network will reach more than 100 million viewers every month.287 In the wake of this new partnership, the company expanded its network even further by providing content and advertising sales solutions to the Automotive Broadcasting Network, an in-dealership television network; Lifeclinic International, the world’s leading supplier of freestanding, automated, vital signs monitoring equipment; and GameStop Corporation, the world’s largest game retailer. With this latest partnership, the CBS Outernet digital media network reaches more than 150 million shoppers per month.288 CBS Outernet has screens in six of the top ten markets in the U.S. Products advertised on the CBS Outernet network receive, on average, an 18 percent lift in sales. In May 2005, Golden Gate Capital and CIC Partners, private equity firms based in San Francisco and Dallas, respectively, completed a joint investment into the company.289 A follow-up investment was made in 286 “Gerber Scientific and Venture Partner, NextGen, Launch SignStorey, a New Technology Start-Up Computer-Based Advertising Medium Demonstrates Increased Sales/Profit Potential in Retail Environments.” PR Newswire. January 25, 2001. 287 “CBS Outernet teams with Ripple to create leading out-of-home advertising network.” Press Release. CBS Outernet website. January 17, 2008. 288 “Gamestop, CBS Outernet and Reflect Systems to Bring New In-Store Digital Video Network to Over 4,000 Gamestop Locations.” Press Release. June 5, 2008. 289 “Golden Gate Capital and CIC Partners Announce Investment in SignStorey, Inc.” Businesswire. May 2, 2005. Fall 2008 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY 179 CBS acquired the business from Golden Gate Capital and CIC Partners in 2005. September of 2006 by an undisclosed asset management company.290 The company expanded the number of stores in the network by 250 when, in April 2007, it entered into a purchase agreement to acquire Captive Audience, an in-store television network provider.291 In September of 2007, CBS agreed to purchase SignStorey for $71.5 million and rename the company “CBS Outernet” upon closing.292 CBS had already established a relationship with the Company by becoming a programming partner a year earlier, supplying original content through the company’s in-store network. CPI Card Group Headquarters: Littleton, Colorado Revenue: Estimated at $150 million Ownership: Privately held – Private equity investment by Tricor Pacific Capital Chief Executive: Ted Fick Categories: Loyalty Program Services Key Services: Loyalty and gift card manufacturing; credit card manufacturing CPI is a leading manufacturer of retail gift cards. Headquartered in Littleton, Colorado, CPI Card Group is the largest manufacturer and distributor of financial payment cards and other laminated card products and services in the country. CPI operates three state-of-theart manufacturing facilities in Colorado, Nevada and Indiana. The company manufactures loyalty cards, gift cards, retail cards, credit cards, debit cards, ATM cards, membership cards, gaming cards, direct marketing cards, biodegradable cards, player tracking cards, ID cards, contactless cards, casino cards, and hotel key cards. In addition to manufacturing services, CPI provides card design, thermal graphics, ink-jet printing, affixing, fulfillment, distribution, encoding and embossing services. Clients include retail stores, credit card companies (Visa, Mastercard, American Express, Discover and Diners Club), banks and other financial institutions, hotels, casinos, universities and toll booths. The company’s manufacturing footprint consists of highly efficient facilities. The Nevada facility is capable of producing and distributing general290 “SignStorey Closes Round of Funding from Golden Gate Capital and New Fortune 1000 Investor.” Businesswire. September 26, 2006. 291 Johnson, Greg. “PE briefly noted: April 30, 2007.” The Deal. April 30, 2007. 292 “CBS Corporation to Acquire SignStorey, a Leading Nationwide Provider of In-Store Programming and Advertising Content.” PR Newswire. September 6, 2007. 180 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY Fall 2008 purpose, magnetic stripe and smart cards. The Colorado facility, which increased its capacity by more than 100 percent in 2006, is ISO 9001:20001 certified and is the largest plant dedicated to producing secure, magnetic strip and contactless cards for major credit card issuers.293 In 2006, the company manufactured more than 700 million plastic cards. CPI was the recipient of Frost & Sullivan’s Smart Card Entrepreneurial Company of the Year award. CPI manufactured more than 700 million cards in 2006. To accelerate growth and expand the range of services offered to its customers, CPI recently acquired secured card manufacturer Didier Printing Company. Financial details were not disclosed, and we were only able to find a revenue range of $10 million to $25 million in public information.294 Moreover, the company announced in September 2007 that it had formed a partnership with Latin ID S.A., a card manufacturer based in Mexico City, to increase its presence in the Latin American market.295 More recently, CPI announced in August 2008 that it had acquired PCC, a leading plastic card manufacturing, personalization and fulfillment company. Based in the U.K., PCC is a major supplier to the western European market. The acquisition was made to ensure that CPI develops its ability to service its existing customers as they expand into international markets. In June 2007, the company was acquired by Vancouver, British Columbiabased private equity firm Tricor Pacific Capital and company management.296 While the purchase price was not disclosed, Jefferies & Co. did complete a $70 million senior secured credit facility in connection with the transaction.297 McKenna Gale Capital provided subordinated debt for the deal and for the follow-on acquisition of Didier.298 Following the closing of the deal, Ted Fick was named President and Chief Executive Officer.299 Apart from one public mention of $55 million of revenue in 2000, little financial information is available on the business.300 We would estimate that CPI now generates revenue of approximately $150 million (not including the revenue contribution of PCC). CPI was acquired by Tricor Pacific Capital in 2007. 293 “CPI Card Group – Colorado Inc. Increases Capacity by 100% Through Multi-Million Dollar Expansion.” PR Newswire US. April 18, 2006. 294 http://center.spoke.com/info/c5qWBEp/DidierPrinting 295 “CPI Card Group Opens Offices in Mexico.” PR Newswire. September 11, 2007. 296 “Tricor Pacific Capital, Inc. Acquires CPI Card Group.” Market Wire. July 3, 2007. 297 www.jonesday.com 298 http://www.mckennagale.com/investments_cpicardgroup.shtm 299 “Credit Card Maker Names CEO.” Denver Business Journal. December 17, 2007. 300 www.adobe.com/products/extreme/pdfs/cs_cpicard.pdf Fall 2008 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY 181 CrossCom National Headquarters: Deerfield, Illinois Revenue: Estimated at $100 million301 Ownership: Privately held – Private equity investment by Goense Bounds & Partners Chief Executive: Greg Miller Categories: Design, Build & Installation Key Services: Installation services; maintenance CrossCom is the nation’s leading provider of turnkey retail voice, POS, data and wireless solutions. CrossCom generated estimated revenue of $100 million in 2007. Headquartered in Deerfield, Illinois, CrossCom National installs and services voice and data systems for large U.S. retailers such as Wal-Mart, Blockbuster and TJX. CrossCom is the nation’s leading single-source provider of turnkey retail voice, POS, data and wireless solutions. Through its Lifecycle Solutions, the company offers staging and configuration solutions, including serialization of components, pre-installation testing, asset tagging and tracking, consolidation, system assembly, and configuration and programming. CrossCom also offers in-store implementation solutions such as single and multi-site implementations, flexible workforce solutions, cabling services, installations and remodels, nationwide roll-outs and expert project management; and maintenance and refurbishments services. These services benefit retailers by streamlining their inventory, extending the life cycle of their store assets, increasing their efficiency, reducing system downtime and decreasing the total cost of ownership, management and maintenance.302 The company specializes in the planning, installation and maintenance of data and POS systems, voice communication systems, retail automation, wireless systems and cable infrastructure. Originally founded in 1981 as Cross Communications, CrossCom National currently maintains facilities in Buffalo Grove, Illinois; Lenexa, Kansas; and Memphis, Tennessee. In November 2004, the company was acquired by Lake Forest, Illinois-based private equity group Goense Bounds & Partners. Concurrently, CrossCom acquired Image Technology Solutions, a nationwide provider of refurbishment solutions for POS and retail data systems. In 2003, the company, looking to expand its communications installations, project roll-outs and services capabilities, purchased Lenexa, Kansas-based Integrated Retail Solutions. CrossCom generated estimated 2007 revenue of $100 million. 301 The May Report, www.tmronline. May 17, 2008. 302 CrossCom National company website. 182 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY Fall 2008 CROSSMARK Headquarters: Plano, Texas Revenue: Estimated at $500 million to $750 million303 Ownership: Privately Held – David Baxley and Butch Smith Chief Executive: David Baxley Categories: Sales, Marketing & Merchandising; In-Store Marketing Key Services: Headquarter sales; in-store merchandising; category management; event marketing; sampling and demonstration services; retail software solutions; order management; staffing solutions; consumer marketing services; display setup and installation; remodels and new store openings Headquartered in Plano, Texas, CROSSMARK is one of the nation’s largest sales and merchandising service providers to the CPG and retail industries. Formed in 1995 through the merger of The Gordon Company, SALES MARK/ALPHA ONE, and The Phillips Company, CROSSMARK employs more than 17,000 people in 50 offices in the United States, Canada, New Zealand and Australia. The company provides headquarter sales, retail merchandising solutions, in-store marketing, marketing solutions, category management and business process outsourcing services to the supermarket, mass, convenience, drug, dollar, home and specialty channels. In addition, the company offers order management solutions through its subsidiary eXhange Bridge; business technology solutions through Best CROSSMARK; and sales and marketing solutions to retailers of private label goods through CROSSMARK Private Label. CROSSMARK clients include Coca-Cola, Dole, General Mills, Johnson & Johnson, Kimberly Clark, Kodak, Kraft, Nestle and Pfizer.304 To provide a sense of scale, consumer packaged goods worth more than $25 billion pass through the CROSSMARK system each year.305 The company’s representatives performed 8.5 million store visits at more than 344,000 locations in 2006.306 CROSSMARK is one of the nation’s largest sales, marketing & merchandising agencies. Consumer packaged goods worth more than $25 billion pass through the CROSSMARK system each year. CROSSMARK continues to focus on expanding its portfolio of services to include order management solutions, new technologies and software. In early 2007, in an effort to boost its presence in the in-store demonstration 303 We were unable to find public revenue information and have estimated this range based upon our view of CROSSMARK’s market share versus Acosta and Advantage. 304 Spethmann, Betsy. “Shades of Grey.” Promo Magazine. November 1, 2004. 305 www.qualcomm.com/enterprise/pdf/Alist_Crossmark.pdf 306 “Elevating Execution Through In-Store Services.” Retailing Today. April 23, 2007. Fall 2008 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY 183 CROSSMARK is privately owned. category, the company acquired Marketing Solutions International, a leading provider of event and in-store marketing programs to the warehouse club industry.307 In 2001, ACNielsen established a strategic alliance with CROSSMARK to be the primary provider of business and market-level information to the company. This alliance was formed to strengthen the collaboration and communication within the consumer product value chain and allow CROSSMARK to leverage ACNielsen’s core capabilities in order to enhance the effectiveness of merchandising solutions.308 Additionally, in 2004, CROSSMARK joined forces with advertising agency Grey Global Group to form a joint venture called G2 (formerly known as J.Brown Agency). The combination of CROSSMARK’s marketing unit, Crosscut, with Grey’s advertising and promotion specialist created a turnkey advertising and marketing solutions provider to the CPG and retail industries. CROSSMARK remains a privately held company with Butch Smith, the former CEO and executive of Gordon & Company and David Baxley, CEO and former executive of SALESMARK, owning a majority of equity.309 We estimate that CROSSMARK generates annual revenue of $500 million to $750 million. DAVACO Headquarters: Dallas, Texas Revenue: Estimated at $115 million310 Ownership: Privately held – Private equity investment by Rosewood Capital DAVACO is a leading turnkey services and solutions provider to top retailers nationwide. Chief Executive: Rick Davis Categories: Design, Build & Installation; Sales, Marketing & Merchandising Key Services: Project management; in-store merchandising; category management; display set-up and installations; remodels and new store openings; logistics and warehousing; fulfillment; design services Headquartered in Dallas, Texas, DAVACO is a leading turnkey services and solutions provider to top retailers nationwide. Founded in 1990 as Fixture Perfect Installations, DAVACO specializes in the execution of highvolume roll-outs, retrofits, resets and new store openings. Additionally, 307 CROSSMARK website. 308 “ACNielsen and CROSSMARK Form Strategic Alliance.” Business Wire. July 18, 2001. 309 Quinn, Steve. “Once a Food Broker, CROSSMARK Keeps Growing.” The Dallas Morning News. June 17, 2001. 310 “Top Companies in Dallas-Fort Worth-Arlington, TX.” Inc. 5000. 2007. 184 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY Fall 2008 the company offers fixture and graphic installation services; project management services, which include the planning, evaluation and implementation of new store designs or remodels; project management services including architectural surveys, design services, construction management, product display support, FFE and material sourcing, and close-out documentation; hard-line and soft-line merchandising such as planogram execution, graphic and POP display installations, new item cut-ins, new store sets, and visual and window displays; site and marketing surveys; logistics and consolidation services coordinating the warehousing, sourcing, fulfillment and delivery of goods; and design services delivering bid documents, 3D renderings, store layouts, and architectural engineering documents. The company’s full suite of services are offered to companies in the specialty retail; drugstore; convenience; home center; big box and supercenter; restaurant; discount and outlet store; and department store categories. Clients have included leading retailers such as Target, Starbucks, Pier 1 Imports, Home Depot, Federated Department Stores, CVS, Limited Brands, Sally Beauty and Abercrombie & Fitch. DAVACO continues to expand its global logistics and consolidation division and, in early 2007, relocated the unit to a new 150,000 square foot warehouse in Nashville, Tennessee. The company has also been proactive in pursuing green building solutions for its retail clients. In a move to reinforce its commitment to sustainable building solutions, the company recently joined the U.S. Green Building Council.311 DAVACO continues to expand its global logistics and consolidation capabilities. Rick Davis, the founder and Chief Executive Officer of DAVACO, has been at the forefront of the retail services industry since founding Fixture Perfect Installations. In 2006, he was recognized by Ernst & Young as a finalist for the Entrepreneur of the Year and was inducted into the Retail Construction Hall of Fame for his contributions to the retail industry. In 2002, the retail division of the Staubach Company acquired a minority interest in DAVACO. In turn, DAVACO purchased a minority stake in the Staubach Company.312 The company is also owned by management and San Francisco-based private equity group Rosewood Capital. The company generated estimated 2006 annual revenue of $115 million and has averaged more than 35 percent year-over-year growth since 1990.313 DAVACO is well-capitalized and debtfree. Rosewood Capital made a minority investment in DAVACO. 311 Davis, Riccardo A. and Misonzhnik , Elaine. “Targeting Systems.” Retail Traffic Magazine. June 1, 2008. 312 “Staubach Allies Retail Services With Buxton, Davaco.” Dallas Business Journal. May 8, 2002. 313 “Rick Davis Shares Insights on DAVACO’s Stunning Retail Success.” The Leadership Series: CEO Insights for Winners of the Dallas 100. 2007. Fall 2008 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY 185 Daymon Worldwide Headquarters: Stamford, Connecticut Revenue: Estimated at $250 million314 Ownership: Privately held – Milton Sender and ESOP Chief Executive: Milton Sender (Chairman) and Alex Miller (President) Categories: Sales, Marketing & Merchandising; In-Store Marketing Key Services: Headquarter sales; in-store merchandising; consumer marketing services; sampling and demonstration services; sourcing solutions; employee education Daymon is a leading provider of sales and marketing solutions to private label consumer brands. Headquartered in Stamford, Connecticut, Daymon Worldwide is one of the leading providers of sales and marketing solutions to private label consumer brands worldwide. Through its network of 11,000 associates, the company represents more than 3,500 private label manufacturers and provides services to all channels of retail including warehouse, supermarket, drug, specialty, and food service. The company works with manufacturers and retailers through the entire life cycle of developing and ultimately selling private label offerings. In addition, the company also sources private label products into other mass retailers, including office supplies for Office Depot, general merchandise for Sears and auto supplies for Auto Zone. Daymon counts many of the world’s top retailers as customers, including Carrefour, Sainsbury, Lotte, Ahold, 7-Eleven, Kroger, Rite Aid, and SUPERVALU. Daymon’s operations are divided into four primary units. The company segments its operations into four primary units: Daymon Worldwide; Daymon Worldwide Demos; Daymon Worldwide Design; and Daymon Worldwide Trading. Through its Daymon Worldwide Demos unit, the company provides best in class demonstration events that build brand equity, create excitement about the product and increase sales. Club Demonstration Services, headquartered in San Diego, provides demonstration services to 223 Costco Warehouse Stores in 32 states, as well as Japan, Korea, Mexico and Taiwan. Other companies within Daymon’s Demo division include Elite Marketing Solutions, exclusive to Meijer grocery stores; One to One Demonstrations servicing Giant Eagle stores; and Aeon Demonstration Service, providing in-store demos to supermarkets in Japan. In addition to the sales and marketing of private label goods, the company, through its Worldwide Design division, partners with leading retailers to develop, design and brand their own private label goods. Clients of 314 http://sec.edgar-online.com/2005/09/13/0001193125-05-184775/Section18.asp stated $8 billion of product volume in 2005. We estimate $10 billion in 2007 and net sales of 2.5%. 186 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY Fall 2008 Worldwide Design have included Meijer, Wegmans, Winn-Dixie, Raley’s and Roundy’s. Daymon Worldwide Trading, through a global, interactive platform called Daymon Marketplace, facilitates the connection between buyers and sellers worldwide. This community allows both parties to obtain best pricing and fulfill their procurement objectives. Daymon Worldwide Trading facilitates the connection between global buyers and sellers. In October 2005, the company merged its Costco broker division with Anderson Chamberlin to form Anderson Daymon Worldwide. Prior to the merger of Price Club and Costco in 1993, Daymon provided sales and marketing solutions exclusively to Price Club. After the merger, Costco continued to use Daymon as one of two in-house brokers. Anderson Chamberlin, the other broker utilized by Costco, had been exclusively representing the warehouse club since 1983. The formation of the new company, 50 percent owned by Daymon and Anderson, employs more than 200 people in eleven offices worldwide and is the largest supplier of goods and services to Costco.315 Daymon continues to garner additional business. In February 2007, the company was named by SUPERVALU as the exclusive sales and marketing partner for its newly combined “Own Brands” organization. While Daymon had previously been the broker for SUPERVALU’s private label goods, the recent acquisition of Albertsons facilitated the combination of accounts under one umbrella.316 Until 2001, the company was entirely owned by Chairman and Co-founder Milton Sender. That year, Daymon created an employee stock ownership program. The company continues to be owned by both Sender and company employees.317 There is no reliable financial information available. However, there was mention of Daymon as an “$8 billion global marketing company” in 2005. We have grossed this up to $10 billion of product volume and assumed that net sales are 2.5% of that total, or $250 million.318 Daymon is owned by Milton Sender and an ESOP. Driveline Holdings Headquarters: Malvern, Pennsylvania Revenue: N/A Ownership: Privately Held – Private equity investment by Lake Capital Partners 315 “Anderson Chamberlin and Daymon Worldwide Merge Costco Businesses.” Warehouse Club Focus. October 28, 2005. 316 “SUPERVALU Names Daymon Worldwide as Own Brands Strategic Partner.” Business Wire. December 5, 2006. 317 “Daymon Worldwide.” Harvard Business School. September 27, 2007. 318 http://sec.edgar-online.com/2005/09/13/0001193125-05-184775/Section18.asp Fall 2008 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY 187 Chief Executive: Vince Willis Categories: Sales, Marketing & Merchandising; In-Store Marketing Key Services: In-store merchandising; category management; event marketing; sampling and demonstration services; employee education; display set-up and installations; retail sales support; remodels and new store openings Driveline Holdings consists of four retailfocused operating businesses. Storecast, one of the holdings, was acquired by Lake Capital in 2006. Headquartered in Malvern, Pennsylvania, Driveline is a leading merchandising organization providing a vast range of services and solutions to CPG companies and retailers. The company, formerly known as Storecast Merchandising Corporation, was re-branded Driveline in 2007 and is composed of four companies: Storecast, Archway Merchandising, The Service Team and National Retail Services. Driveline employs more than 10,000 individuals and provides category management, retail selling and execution, new store remodels and installations, demonstration and event planning, sales analysis, store employee and consumer education events and DSD support services to more than 70,000 retail locations. The company serves various channels including home center, dollar, mass, club, convenience, food and drug.319 In 2002, Storecast received a $3.5 million ($2.5 subordinated debt and $1.0 million in equity) infusion of capital from Nashville, Tennessee-based venture capital firm Petra Capital Partners to fund the company’s future growth.320 Two years later, Chicago, Illinois-based private equity firm Lake Capital Partners purchased Storecast for an undisclosed sum. In 2006, Lake Capital combined Storecast with Archway Merchandising Services (the merchandising business of Archway Marketing Services) to enhance the company’s reach into the mass merchant, dollar store, and home improvement channels, among others. To complement this transaction, the company hired former P&G director of strategy and planning for North America, Glenn Hartman, as Chief Customer Officer. Hartman is expected to manage customer acquisition and retention as well as establish strategies and priorities for growth.321 In 2006, Storecast strengthened its relationship with P&G by signing a multiyear agreement to enhance the P&G in-store retail merchandising effort. 319 “Driveline…A Major New Retail Merchandising Services Brand Debuts.” Business Wire. April 11, 2007. 320 Petra Capital Partners website. 321 “Storecast Merchandising Corporation Names New Chief Customer Officer; Former P&G Veteran to Spearhead Retail-Focused Growth Initiatives.” Business Wire. January 17, 2006. 188 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY Fall 2008 Although P&G maintains many sales and merchandising activities internally, Storecast was seen as a solid partner for in-store retail execution.322 Although revenue figured for Driveline are unavailable, it was reported that Storecast had grown at an average annual rate of 40 percent since 1996.323 Storecast has seen its revenue increase by 40% per year since 1996. dunnhumbyUSA Headquarters: Cincinnati, Ohio Revenue: Estimated at $150 million324 Ownership: Tesco and Kroger Chief Executive: Clive Humby (Chairman) and Edwina Dunn (Chief Executive Officer); Simon Hay (CEO, USA) Categories: Loyalty Program Services Key Services: Loyalty programs; consumer marketing solutions; data analytics; market research Headquartered in Cincinnati, Ohio, dunnhumbyUSA is the U.S. division of loyalty marketing company dunnhumby Limited. Founded in 1989, dunnhumby Limited is one of the leading customer management, analysis and insight solutions providers in the U.K. As a subsidiary of Tesco, the loyalty program operator has been instrumental in facilitating Tesco’s growth into one of the world’s most successful retailers. dunnhumby works with more than 150 companies worldwide and employs 850 people in offices in the U.K., Ireland, France, India and the United States. In addition to offering loyalty program solutions, the company works with the world’s largest CPG companies including P&G, Nestle, Unilever, Coca-Cola, Kellogg, KimberlyClark and Diageo to provide unique customer information, insights and data analytics. In 2003, dunnhumby established its first U.S. operations in Cincinnati, Ohio. This unit, structured as a joint venture between Tesco and Kroger, now has three offices in the United States (additional offices can be found in Atlanta, Georgia and Chicago, Illinois). In addition to Kroger, the company works with retailers such as Home Depot and Best Buy. The company has been widely cited as being instrumental in Kroger’s dunnhumby is a subsidiary of Tesco. 322 “Storecast Merchandising Awarded Retail Execution Contract; Deal with P&G Makes Storecast Preferred Partner for Retail Execution Services.” Business Wire. May 30, 2006. 323 “Storecast and Lake Capital Partner for Continued Growth of Leading Merchandising Services Firm.” Business Wire. September 8, 2004. 324 Crooke, Lynne. “Grocery shoppers report lack of loyalty to stores.” CPG Matters. December 2007. Fall 2008 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY 189 continued success in the hyper-competitive food retail space. The company has utilized its data-driven insights and solutions to improve Kroger’s merchandising and pricing strategy, and has allowed Kroger to improve customer loyalty through targeted direct mailings.325 dunnhumby expanded its data collection universe from 13.5 million card holders to 60 million Tesco customers worldwide. The data analytics that dunnhumby provides can impact many areas of retail, including store layout, inventory, distribution and marketing. Utilizing the predictive models developed by the company, retailers can see which products are purchased together and by whom; understand buying patterns and seasonality to adjust inventory mix; increase distribution of popular brands; and conduct mailings containing relevant promotional coupons. Out of the 12 million mailings that Tesco sent to households in the fourth quarter of 2006, eight million consisted of a unique mix of coupons tailored to that specific household.326 Recently, the company expanded its data collection universe from 13.5 million cardholders in the U.K. to more than 60 million Tesco customers worldwide, including customers in Thailand, South Korea and China.327 The company recently started working with Macy’s, its first department store client. dunnhumbyUSA has been active in signing new clients to its roster recently. In August 2008, the company announced that it had been retained by Macy’s to assist the retailer in further developing its localization initiative. dunnhumbyUSA has been tasked with analyzing and interpreting Macy’s sales data to allow the retailer to refine its customer targeting methodologies and, ultimately, enhance same store sales performance. Macy’s is dunnhumbyUSA’s first department store client in the U.S.328 dunnhumby was founded, and continues to be led, by husband and wife team Edwina Dunn and Clive Humby. Simon Hay is the CEO of dunnhumbyUSA. In 1999, 30 percent of the company was purchased by media and communications company Primedia.329 The following year, the company sold 53 percent to Tesco, with whom it had been working since 1995, for an undisclosed sum.330 In 2006, Tesco acquired an additional 31 percent stake for £30 million in cash.331 325 Davis, Glynn. “Data Analysis Guides Kroger’s Marketing, Merchandising.” Supermarket News. July 9, 2007. 326 Jordan, Andrew. “dunnhumby Shops For Marketing Insights.” Optimize. February 1, 2007. 327 Hawkes, Steve. “Tesco Rolls Out Trolley Watch Around World.” The Times (London). April 12, 2008. 328 Shields, Amy. “Tesco’s dunnhumby Seals Deal with Macy’s.” Retail Week. August 15, 2008. 329 “dunnhumby Sells Up.” Customer Loyalty Today. February 1999. 330 “Tesco/dunnhumby Merger Leads to Clubcard Data Deal.” Precision Marketing. February 12, 2001. 331 Capital IQ 190 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY Fall 2008 Fair Isaac Corporation Headquarters: Minneapolis, Minnesota Revenue: $803 million Ownership: Public (ticker: FIC. TEV: $1.148 billion on October 17, 2008) Chief Executive: Mark Greene Categories: Loyalty Program Services Fair Isaac provides decision management solutions to companies on a global basis. Key Services: Retail software solutions; data analytics Headquartered in Minneapolis, Minnesota, Fair Isaac Corporation is a provider of enterprise decision management solutions to leading companies around the world. The company offers application software and technology solutions to companies in more than 80 countries within various industries, including retail, financial services, insurance, telecommunications, health care, pharmaceutical, and governmental agencies. Fair Isaac counts as its clients more than 150 retailers worldwide; two-thirds of the world’s top ten banks, including more than 90 percent of the top 100 U.S. banks; all of the top 50 credit card issuers; and 17 of the top 20 U.S. wireless and wireline providers. The company operates in four segments: Scoring Solutions; Professional Services; Analytic Software Tools; and Strategy Machine Solutions. The Scoring Solutions segment is best known for the development of the FICO credit scores utilized by U.S. financial services companies in determining the credit worthiness of consumers. For retail industry participants (retailer, consumer and manufacturer), the company provides services and solutions addressing retail marketing, merchandising, store credit management, and online fraud detection. In addition, through its Precision Marketing solutions, the company offers analytics services, software and technology to enhance a retailer’s understanding of customer loyalty and allow for the successful execution of customer retention programs. By leveraging Fair Isaac’s services and solutions, clients are able to identify and understand their best customers’ purchasing behavior and can craft and implement strategies that engender true customer loyalty. Companies utilizing the Precision Marketing solutions include eight of the top ten general merchandisers; three of the top ten food and beverage companies; and three of the top ten household and personal care products companies. Fall 2008 Lincoln International Fair Isaac counts more than 150 retailers as its clients. RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY 191 Fair Isaac has been working through a restructuring program. In May 2008, Fair Isaac completed a $275 million private placement of senior notes through Banc of America Securities.332 In April 2008, the company announced that it had completed a strategic review of its business and plans to divest a number of non-core and unprofitable business units including Insurance Bill Review, Cortronics neural research; the advertising services segment of the Marketing Services unit; Government-related research contracts; “Fast Panel” diagnostics for veterinary medicine; and select telecom applications. These divestitures, along with work force reduction, facility consolidation and aggressive cost management will yield the company annual pre-tax savings of $35 million.333 As of October 17, 2008, the company generated LTM revenue and EBITDA of $803 million and $176 million, respectively, and was trading at 6.5x TEV / EBITDA.334 FMW Inc. Headquarters: Valencia, California Revenue: Estimated at $66 million335 Ownership: Privately held – Private equity investment by Blackstreet Capital and BIA Digital Partners Chief Executive: Brendan Ross Categories: In-Store Marketing; Retail Media Networks Key Services: Consumer marketing services; printing services FMW offers a range of in-store marketing and media services. Based in Valencia, California, FMW (formerly Fanfare Media Works) operates as a leading in-store media company offering retail advertising solutions to clients in the United States and Canada. The company specializes in placing highly targeted advertising on various mediums including coupons on supermarket register tape (Register Tape Network); shopping cart promotions (Adcart); weekly supermarket tear sheets (Market Information Center); movie news through a monthly publication featuring previews of movies, television shows and new video releases; a sports and soap opera publication; and online through its supervalues.com website. FMW advertisements can be seen in more than 9,500 supermarkets in eight of the top ten markets. Clients have included A&P, Albertsons, Food 4 Less, Food 332 Ruiz Switzky, Bryant. “Fair Isaac Completes $275 Million Private Placement.” The Business Journal. May 9, 2008. 333 “Fair Isaac Drives Growth and Profitability Through Reengineering Plan.” Press Release. April 1, 2008. 334 Capital IQ. 335 Blackstreet Capital Management website. 192 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY Fall 2008 Lion, Blockbuster, Jewel-Osco, Kroger, Marsh, Pathmark, Pavilions, Piggly Wiggly, Ralphs, Safeway, Shaw’s, Von’s and Winn-Dixie. The company operates from a 100,000 square foot headquarters facility in Valencia and 35 regional sales offices nationwide. FMW advertising can be seen in more than 9,500 supermarkets nationwide. Founded in 1951, Fanfare Media Works was originally acquired by ABRY Partners in 2000. Unable to successfully execute their operating strategy, the debt incurred during the ABRY transaction was sold to Hunt Valley, Maryland-based investment firm Beltway Capital Partners. In 2007, Beltway sold their position in FanFare Media to Bethesda, Maryland-based private equity group Blackstreet Capital Management. Subsequent to that transaction, the business was renamed FMW, Inc. At the time of the transaction, Blackstreet installed Brendan Ross, the former president of Reserve American Holdings, as Chief Executive Officer.336 Six months later, FMW received $5.2 million of additional growth capital from Chantilly, Virginia–based private investment firm BIA Digital Partners.337 The company generates annual revenue of $66 million. The company generates annual revenue of $66 million. Footprint Retail Services Headquarters: Lisle, Illinois Revenue: Approximately $50 million in 2005338 Ownership: Privately held – Private equity investment by Chicago Growth Partners and Twin Bridge Capital Partners Chief Executive: William McKenna Categories: Design, Build & Installation Key Services: Display set-up and installations; remodels and new store openings; third party logistics Based in Lisle, Illinois, Footprint Retail Services is a leading provider of third-party logistics (“3PL”) services and solutions to retailers nationwide. The company, formerly known as Hub Group Distribution Services, offers turnkey fixture solutions including the delivery, assembly and installation of fixtures and displays. With nearly one million square feet of warehouse space under roof, the company assists retailers with the storage and staging 336 Adler, Neil. “Blackstreet Capital Buys In-Store Media Company.” Washington Business Journal. August 24, 2007. 337 Killian, Erin. “BIA Digital Partners Invests $5.25M in Calif. Firm.” Washington Business Journal. December 5, 2007. 338 Hub Group Annual Report. December 31, 2005. Fall 2008 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY 193 of fixtures and displays for new store openings, remodels or refurbishments. In addition, the company offers in-store services such as light construction and carpentry and electrical work; auditing and compliance review; in-store data gathering of store measurements and competitor product information; as well as electronic program management, providing clients with real-time reporting of projects. Chicago Growth Partners led a recapitalization of Footprint in 2007. Formerly a subsidiary of the Hub Group, the company was sold in 2006 for $12 million to the former President of the subsidiary, and current President of Footprint, William McKenna.339 In June 2007, Chicago Growth Partners, a middle market private equity firm, led a recapitalization of the company. TwinBridge Capital Partners, another Chicago-based investment firm, and the company’s management team participated in the transaction.340 According to Hub Group SEC filings, the company generated revenue of approximately $50 million in 2005. While specific financial information is unavailable, we would guess that revenue has grown substantially since the Chicago Growth investment was made last year. Gensler Headquarters: San Francisco, CA Revenue: Estimated at $530 million341 Ownership: Privately held Chief Executive: Art Gensler (Chairman); Andy Cohen (Exec. Director); Diane Hoskins (Exec. Director); David Gensler (Executive Director) Categories: Design, Build & Installation Key Services: Architectural services; interior design; urban design & planning; strategic consulting; brand design; and graphic services Gensler is one of the world’s leading retail design firms. Headquartered in San Francisco, California, M. Arthur Gensler Jr. & Associates (“Gensler”) is one of only a handful of “pure design” firms. Founded in 1966 by chairman and principal owner Art Gensler, the firm consistently ranks among the largest architectural firms in the United States. Over the years, Gensler has evolved into a worldwide firm with offices in 28 cities. As one of the world’s leading design firms, Gensler offers their 339 “Hub Group Inc Reports Record Second Quarter 2006 Revenue and Earnings.” PR Newswire US. July 20, 2006. 340 “Chicago Growth Partners Leads Recapitalization of Footprint Retail Services.” Press Release. June 19, 2007 341 “DDI Design 100.” DDI Magazine. March 2008. 194 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY Fall 2008 clients architecture, interior design, urban design and planning, strategic consulting, and graphic services. Moreover, Gensler caters to almost every industry sector and works on approximately 3,600 projects each year. The firm’s work can be found in malls and retail stores, government institutions, banks, commercial offices and schools. Notable projects include the design of the JetBlue terminal at JFK Airport in New York City; the London Stock Exchange; and the Department of Homeland Security in Omaha, Nebraska. Some of Gensler’s leading retail clients include Apple, Barneys, Gap Inc. and Westfield Corp. In 2007, Gensler ranked second among design firms and generated annual billings of more than $530 million. Of the $530 million, $55 million can be attributed to retail billings, which places Gensler fifth among all retail design firms. As of 2007, Gensler’s retail project categories were divided as follows: 5 percent department stores; 5 percent big box; 30 percent apparel specialty; 20 percent non-apparel specialty; 5 percent supermarket; 5 percent restaurant; and 30 percent split between retail banking, automotive dealerships and other retail centers.342 Gensler generated $55 million of retail billings last year. Global Compliance Services Headquarters: Charlotte, North Carolina Revenue: Estimated at $19 million343 Ownership: Privately held – Private equity investment by Angelo, Gordon & Co. and Coda Capital Inc. Chief Executive: Dennis Muse Categories: Mystery Shopping Key Services: Mystery shopping; employee education; retail inventory solutions; dispute solutions provider; investigation services Headquartered in Charlotte, North Carolina, Global Compliance Services is a provider of compliance products, services and solutions to leading companies worldwide. Clients include public and private corporations including half of the Fortune 100 and one-third of the Fortune 1000 companies; colleges, universities; not-for-profit organizations; and government entities. The company’s portfolio of services includes a variety of evaluation and communications services designed to validate compliance Global Compliance Services has built a presence in the mystery shopping segment. 342 “DDI Design 100.” DDI Magazine. March 2007. 343 Capital IQ. Fall 2008 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY 195 with regulations and procedures, including mystery shopping, site evaluation, inventory and audits, ethics and compliance program evaluation, and organizational culture assessment. The company maintains additional office locations in Calgary, Alberta; Atlanta, Georgia; Washington, D.C.; and Rockland, California. In 2006, the company strengthened its retailrelated evaluation offerings by acquiring Service Intelligence and National Shopping Service, two leading providers of mystery shopping services. Both companies offer customer service research and training solutions through the provision of specialized mystery shopping to clients in the retail, convenience, restaurant, consumer banking, service, transportation, lodging and hospitality industries. The company is controlled by Angelo, Gordon and Coda Capital. Global Compliance was formerly known as Pinkerton Compliance Services and operated as a subsidiary of Securitas Security Services. Following a management buyout in 2003, funded by New York-based alternative asset managers Angelo, Gordon & Co. and Coda Capital, the company was renamed Global Compliance Services. The transaction was valued at $15 million.344 Global Compliance generated estimated 2007 revenue of $19 million and is highly profitable. Groupe Aeroplan Inc. Headquarters: Montreal, Canada Revenue: Estimated at $584 million Ownership: Public (ticker: TSX:AER. TEV: $1.235 billion on October 17, 2008) Chief Executive: Rupert Duchesne Categories: Loyalty Program Services Key Services: Loyalty programs; consumer marketing solutions Aeroplan is a leading provider of loyalty marketing solutions. Headquartered in Montreal, Canada, Groupe Aeroplan is one of the leading providers of loyalty marketing services and solutions worldwide. Through its Aeroplan Miles program, the company offers consumers the opportunity to accumulate Aeroplan Miles through designated retailers and service providers by purchasing goods or services. Groupe Aeroplan has two divisions: Aeroplan, Canada’s leading provider of loyalty marketing solutions; and Loyalty Management Group, the operator of the Nectar program, the U.K.’s largest customer loyalty program. The Aeroplan 344 Ibid. 196 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY Fall 2008 program has relationships with more than 70 commercial partners including American Express, CIBC, Air Canada, Air China, FTD.com, Home Hardware, Imperial Oil, ING, and Star Alliance member airlines, representing over 150 brands, through which members can earn Aeroplan Miles. Additionally, in June 2008 the company launched a new website which allows cardholders to earn points by shopping at more than 75 major retailers such as Apple, Dell, Hammacher Schlemmer, PetSmart and Sony Style.345 The four million active members of the Aeroplan Miles program can then redeem accumulated miles for air travel as well as other rewards offered by redemption partners. According to the company’s annual report, the majority of revenue is generated through selling loyalty marketing services. The company also operates the largest loyalty rewards program in the U.K. In 2007, Aeroplan acquired London-based loyalty marketing company the Loyalty Management Group from private equity firm Warburg Pincus and founder Sir Keith Mills for £350 million plus a working capital adjustments of £18 million.346 With this acquisition, the company added the U.K.’s largest loyalty program to its portfolio with more than 50 percent participation of all U.K. households. The Loyalty Management Group subsidiary operates in three principal divisions: 1) the Nectar Program; 2) Insight and Communication business, which provides analytical services to retailers, service providers and consumer packaged goods companies; and 3) Rewards Management Middle East Limited, the owner and operator of the Air Miles program in the Middle East. Through the Nectar Program, ten million active members earn points on purchases of goods and services through companies such as Sainsbury’s, Barclaycard, BP, Threshers, Vodafone, Adams, e-Energy, Winemark, Hertz, Magnet, and Ford. Launched in 2002, the Nectar program has since grown beyond rewarding points to consumers and has expanded into business rewards with Nectar Business. Nectar Business allows small to mid-sized businesses the opportunity to earn points on business expenditures. The company also offers the Nectar eStore, where consumers can earn points on purchases made through almost 200 e-tailers. Given the success of the Loyalty Management Group acquisition, Aeroplan continues to look for strategic growth opportunities. In a 2007 conference call discussing the pending acquisition of LMG, company management noted that they are looking to make an investment in, or acquisition of, a frequent-flier loyalty program in Aeroplan acquired the largest U.K.-based loyalty company in 2007. Aeroplan continues to search for strategic acquisition opportunities. 345 Drolet, Daniel. “Aeroplan Takes Client Loyalty Beyond the Skies.” Ottawa Citizen. June 27, 2008. 346 “Warburg Pincus Exits LMG.” Financial Deal Tracker. March 11, 2008. Deal valued at USD$740 million. Fall 2008 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY 197 Europe to compliment their Nectar loyalty program.347 In May of this year, Aeroplan executives again reiterated their desire to acquire a frequent flier program from a foreign carrier.348 Aeroplan converted from an income trust to a regular equity structure. In a move allowing greater access to capital markets and foreign investors, Aeroplan Income Fund unit holders agreed to convert the company from an income trust to a dividend-paying corporation. As a tax-exempt income trust, Canadian law prevented foreign investors from owning more than 49.9 percent of the company, limiting the market for Aeroplan’s equity.349 According to company executives, this change in corporate structure will also allow additional flexibility for the company to look for acquisitions or other strategic growth opportunities.350,351 The company generated trailing twelve month revenue and EBITDA of $584 million and $128 million, respectively, through September 2007, and is expected to generate 2008 EBITDA of $281 million.352,353 Enterprise Value, as of October 17, 2008 was $1.235 billion, implying a TEV / 2008(e) EBITDA multiple of 4.4x.354 InStore Broadcasting Network Headquarters: Salt Lake City, Utah Revenue: N/A Ownership: Privately Held – Private equity investment by Great Hill Partners Chief Executive: Robert Brazell Categories: Retail Media Networks Key Services: Digital media networks; creative services; installation IBN is one of the largest in-store media networks in the country. Headquartered in Salt Lake City, Utah, InStore Broadcasting Network (“IBN”) is one of the largest in-store media networks in the country. To put this into perspective, InStore delivers almost one billion shopper impressions per month in over 15,000 grocery and drug stores throughout North America. Through the company’s proprietary process called PerfectMedia, 347 “Aeroplan Income Fund Analyst Meeting to Discuss Pending Acquisition of LMG – Final.” Fair Disclosure Wire. December 13, 2007. 348 “Aeroplan Looks Abroad; Wants to Invest In, And Then Carve Out, Foreign Frequentflier Plans.” The Globe and Mail. May 23, 2008. 349 “ACE Sells Off Last Stakes in Aeroplan, Jazz.” The Gazette. May 29, 2008. 350 Jang, Brent. “Aeroplan’s Capital Play.” The Globe and Mail. May 10, 2008. 351 Marowits, Ross. “Tax Fears Prompt Aeroplan Income Fund to Convert to a GrowthOriented Corporation.” The Canadian Press. May 9, 2008. 352 Aeroplan Income Fund Annual Report. December 31, 2007. 353 Capital IQ. 354 Ibid. 198 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY Fall 2008 IBN distributes integrated audio and video advertisements to multiple contact points throughout a retail environment. IBN delivers audio and visual content via LCD screens around the perimeter of the store; smaller screens located in the aisles and checkout lanes; via on-cart devices and overhead speakers. Advertising clients have included Johnson & Johnson, Kellogg’s, S.C. Johnson, Kodak, General Mills, Pfizer, FedEx, ABC and Wells Fargo. IBN’s retail media network can be found in Kroger, Safeway, SUPERVALU, Ahold, Walgreens, Duane Reade, Meijer, JoAnn Stores, Tommy Hilfiger and the United States Post Office. IBN generates revenue through two primary channels: (1) advertising sales and (2) fixed fee musiconly services. According to the company website, since IBN is considered ‘measured media’ by the VNU companies, it can more easily be integrated into the overall media plans of retailers and advertisers. Clients include S.C. Johnson, General Mills and Pfizer. In a dramatic move intended to enhance the content creation capabilities of IBN, the company announced in October 2007 that Patti Burke had joined the executive management team. Burke, who will oversee production and programming at IBN, was formerly the Head of PDI / DreamWorks Animation Studio in California, overseeing such projects as Shrek 2, Madagascar, and Over the Hedge. A month later, the company reportedly reached a deal with Subway Restaurants to deliver advertising and video content to nearly 30,000 locations in 86 countries worldwide. Terms of the deal were not disclosed.355 In 2004, Great Hill Partners, a Bostonbased private equity group, invested $16 million of equity in IBN. To our knowledge, no financial available is publicly available. IBN has been strengthening its management team. IPC International Headquarters: Bannockburn, Illinois Revenue: Estimated at $316 million356 Ownership: Privately held Chief Executive: Howard Kaplan Categories: Retail Security Services Key Services: Uniformed security; loss prevention; investigation services; security consulting; video surveillance; security outfitter; event management 355 Mandese, Joe. “InStore Heads Into Subways: The Restaurants, Not The Transit System.” MediaDailyNews. November 27, 2007. 356 Capital IQ. Fall 2008 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY 199 IPC is a leading provider of security solutions to owners, developers and managers of shopping malls. Headquartered in Bannockburn, Illinois, IPC International is a leading provider of security solutions to owners, developers, and managers of shopping centers nationwide. The company provides security consulting services to clients and protective services including uniformed security; loss prevention; event security; corporate security; and confidential investigations. Founded in 1978, IPC provides security for more than 500 shopping centers in the United States, United Kingdom, and Puerto Rico. The company recently announced the formation of a “Special Operations Group” that would encompass critical issues response management; domestic and international security consulting; executive and celebrity (personal) protection; field inspectional services; K-9 services; special operations training; and street gang assessment and suppression tactics. IPC coordinates closely with a variety of security related government agencies. In order to stay ahead of the curve on security related issues, company management regularly meets with representatives from the Bureau of Alcohol Tobacco and Firearms, Department of Homeland Security, Department of Justice, Federal Emergency Management Agency, the Federal Bureau of Investigation), U.S. Attorney’s Office, U.S. Customs Service, United States Secret Service and major metropolitan police and fire agencies. In addition to IPC, the family of companies includes IPC Technologies, a leading provider of digital video surveillance systems; Uniformity, a provider of apparel and equipment to the safety industry; St. James Security, a leading provider of security solutions in the U.K. which was purchased by IPC in 2005; and Touchline Events Management, an event management firm. The company generated estimated revenue of $316 million in 2007. Johnson O’Hare Food Brokers Headquarters: Billerica, Massachusetts Revenue: Approximately $1 billion357 Ownership: Privately Held – O’Hare Family Chief Executive: Chip O’Hare (President) Categories: Sales, Marketing & Merchandising (Food wholesaling); In-Store Marketing Key Services: Headquarter sales; category management; in-store merchandising; consumer marketing services; display setup and installation; 357 Johnson O’Hare website. 200 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY Fall 2008 consulting services; sampling and demonstration services Based in Billerica, Massachusetts Johnson O’Hare Food Brokers is a leading sales, marketing and merchandising organization providing outsourced solutions to retailers and CPG manufacturers across the eastern United States. Johnson O’Hare is representative of a food wholesaler that has successfully migrated its business into a broad range of SMMA services. Founded more than 50 years ago, the company’s services include headquarter and retail sales; category management; cut-ins and resets; media and advertising; post set-up and maintenance; local marketing; and consulting services such as product development, budgeting, forecasting, business planning and market analysis. The company divides its sales division across eight product categories composed of grocery, frozen foods and dairy, perishables, produce, home beauty care and general merchandise, confection, specialty and private label. Clients include Wal-Mart, K-Mart and club stores. Johnson O’Hare continues to win new business, and has added several new clients over the past two years. Selected new clients include On Cor Frozen Foods; Green Mountain Coffee Roasters (Green Mountain Coffee and Newman’s Own organic coffee brands); Saputo, USA (Saputo Cheese Dairy brands Dragone, Frigo and Treasure Cave); and Gold Pure Food Products (Gold Pure, Nathans, Uncle Dave’s, and Chef Allen brand condiments); Marie (Marie’s Dressing and Dips); and Elmer’s Product. In 2007, the company’s Perishable Division won the Broker of the Year award from Seafood America, a national manufacturer of premium quality prepared seafood products.358 In 2006, the company generated more than $1 billion in revenue. The company continues to be owned and operated by the O’Hare family. Like Bozzuto’s, Johnson O’Hare is an excellent example of a wholesaler that has migrated its business model into SMMA services. The company generated revenue of more than $1 billion in 2006. Maritz Headquarters: Fenton, Missouri Revenue: Approximately $1.5 billion359 Ownership: Privately held – Stephen Maritz Chief Executive: Stephen Maritz Categories: Loyalty Program Services; Mystery Shopping Key Services: Loyalty programs; market research; mystery shopping; 358 Ibid. 359 Edwards, Greg. “Steve Maritz Moves On; With Family Squabble Resolved, Firm’s Revenue Rises to $1.45 Billion.” St. Louis Business Journal. March 5, 2007. Fall 2008 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY 201 employee education; employee rewards; event marketing; fulfillment; meeting and event management; sponsorship marketing Maritz is a leading provider of performance improvement market research and marketing solutions. Headquartered in Fenton, Missouri, Maritz is a leading provider of performance improvement market research and other marketing solutions to retailers and a broad range of clients worldwide. As one of the nation’s largest privately held companies, the Maritz portfolio of services includes meeting and event management; loyalty marketing; market research services; learning solutions; experiential and sponsorship marketing; rewards and recognition services; and incentive travel management. Maritz operates through six main divisions: Maritz Interactions, which designs and executes promotional events, conferences, and public relations programs for clients such as Acura, Cisco, Coca-Cola, Pacific Life, Ritz Carlton and Sprint; Maritz Loyalty, one of the nation’s leading providers of loyalty marketing solutions for clients including American Express, Bank of America, HSBC, Purina Pet Care, UBS and Wells Fargo; Maritz Research, which offers comprehensive market research capabilities including brand research, new product development research, customer experience measurement and satisfaction, national mystery shopping, competitive loyalty modeling and lost customer research; Maritz Learning, which designs customized sales training programs for clients in the automotive, software, energy and consumer products industries; Maritz Motivation, the division that offers incentive and recognition solutions, rewards programs and fulfillment services to clients such as AllSteel, Caterpillar, Dave & Buster’s, HON, Shell, Sun and Xerox; and Maritz Travel, which provides meeting, event and incentive travel management services to the automotive, financial services, pharmaceutical and information technology industries.360 Maritz works with 30 of the Fortune 50 companies. In addition to its offices in the U.S., Maritz has operations in Canada, the U.K., Germany and South Africa. Maritz has partnered with numerous Fortune 500 companies and has 30 of the Fortune 50 companies as active clients. In a strategic move to build traction in the gaming industry, Maritz acquired Redwood City, California-based Cascade Promotion Corporation in May 2008. Cascade is a provider of relationship marketing and rewards fulfillment services with a focus on the gaming industry. In addition, the company expanded its offering of green rewards by partnering with OurEnergy, a global climate change solutions provider that enables clients to offer carbon credits as a green employee incentive reward option.361 360 Maritz website. 361 “Maritz Makes It ‘Easy To Be Green’ With Carbon Credits And New Green Rewards For Employees.” PR Newswire. March 26, 2008. 202 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY Fall 2008 The company was founded in 1894 and continues to be run by the Maritz family. Ownership was divided among the great grandchildren of the founder until 2007, when Stephen Maritz, the Chairman and Chief Executive Officer, purchased the shares from his siblings and gained full control of the company.362 Maritz has more than 4,100 employees and generated 2007 revenue of $1.5 billion, a 14 percent increase over 2006 revenue.363 The business is controlled by Stephen Maritz. Market Force Information Headquarters: Boulder, Colorado Revenue: Estimated at $50 million364 Ownership: Privately held – Private equity investment by Centennial Ventures, Boulder Ventures, Vista Ventures and Monitor Clipper Partners Chief Executive: Karl Maier Categories: Mystery Shopping; In-Store Marketing Key Services: Mystery shopping; employee education; retail inventory solutions; in-store merchandising; display set-up and installations; remodels and new store openings; fulfillment; market research Based in Boulder, Colorado, Market Force Information (“MFI”) is a leading provider of customer experience information solutions to retailers and other clients worldwide. Services include mystery shopping, market research, in-store merchandising, and Internet survey solutions. The company provides services to retailers, restaurants, CPG companies, convenience stores, wireless telecommunications providers, financial institutions, motion picture studios and theatres, and drug and grocery stores. It operates in the Americas, Europe, and the Pacific Rim. MFI offers on-sight evaluation services including mystery shopping, web surveys, merchandising and promotional display audits, in-stock audits, pricing audits and competitor price audits. The company maintains a network of more than 300,000 consultant mystery shoppers nationwide. Additionally, the company offers analytics and insights including: factor analysis, correlation, regression analysis and hypothesis testing in order to provide actionable initiatives to improve the customer experience. Market Force Information is one of the nation’s largest mystery shopping companies. 362 Op. Cit., Edwards. 363 Ibid. 364 Wallace, Alicia. “Market Force to Buy N.Y. Firm.” Daily Camera. February 6, 2008. Fall 2008 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY 203 The business was founded in 2005 by Paul Berberian and Karl Maier. Monitor Clipper invested $32 million in MFI in 2007. MFI was launched in 2005 when entrepreneurs Paul Berberian and Karl Maier identified the mystery shopping sector as being ripe for consolidation. In 2006, the pair raised $19 million in financing from a consortium of venture capital firms. According to a company press release, $11 million in equity was provided by Denver, Colorado-based Centennial Ventures along with Boulder Ventures and Vista Ventures. The debt portion ($8 million) was provided by Hercules Technology Growth Capital. That same month, the company announced its first acquisition – leading mystery shopping company Shop’n Chek, Inc.365 MFI maintains a growth strategy of acquiring leading mystery shopping companies. In March 2007, the company closed an additional $32 million capital raise led by Monitor Clipper Partners. The new capital infusion was intended to provide funds for further acquisitions.366 A month later, the company announced the acquisition of Speedmark Information Systems, a Houston, Texas-based mystery shopper provider and industry leader in marketing information services.367 The company has continued to pursue its roll up strategy in 2008. In February, MFI acquired Certified Marketing Services, a Kinderhook, New York-based marketing and merchandising services firm. This acquisition expands MFI’s portfolio of services into retail resets, recalls and displays; phone and web-based customer surveys; and movie theatre audits.368 The latest acquisition also increased revenue to $50 million. Management has stated that they intend to achieve $150 million of annual revenue within the next five years.369 Mass Connections Headquarters: Cerritos, California Revenue: Estimated at $100 million370 Ownership: Privately held Chief Executive: Sandra Cotten Categories: In-Store Marketing; Mystery Shopping 365 “Market Force Information Acquires Shop’n Chek.” Press Release. MFI website. February 28, 2006. 366 Carlsen, Clifford. “Mystery Shopper Nets $32M.” The Deal. March 7, 2007. 367 “Market Force Information Acquires Speedmark.” Business Wire. April 3, 2007. 368 Queen, Nicole. “They’ve Got a Secret: Many Mystery Shoppers.” The Denver Business Journal. February 29, 2008. 369 Ibid. 370 “Mass Connections CEO Earns Coveted Spot as a Top Woman in Grocery.” PrimeNewsWire. October 3, 2007. 204 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY Fall 2008 Key Services: Event marketing; sampling and demonstration services; mystery shopping; display setup and installation; consumer marketing services; POP and display creation; staffing solutions; fulfillment Based in Cerritos, California, Mass Connections is one of the nation’s leading retail marketing service providers, assisting CPG manufacturers and retailers with engaging shoppers, building brand awareness and ultimately driving brand sales and loyalty. Originally founded as a staffing agency, the company conducts more than one million marketing events each year for companies such as Kraft Foods, ConAgra Foods, General Mills, Albertsons, Masterfoods, Wal-Mart, Target and Smart & Final.371 In addition to in-store sampling and promotions, Mass Connections offers the design and development of POP displays; sourcing of components; fulfillment and distribution services; survey and focus group implementation; and IT solutions. The company is the only ISO 9000 certified company in the industry. The company operates through four divisions: event planning and promotion; SPI, the nation’s leading staffing agency focused on sampling and demonstrations; MC2, the marketing unit that creates and develops branded promotional programs and material; and CarSan Distributors, which provides fulfillment and distribution services with warehouses in California and Ohio. Mass Connections is one of the nation’s leading retail marketing service providers. Through its MC2 subsidiary, Mass Connections combines traditional marketing tactics with event marketing activities. From the initial creation of a campaign, to the production, development and execution, the company has the turnkey capability to implement integrated marketing initiatives for clients such as Clorox, Purina and Pepsi.372 The company also places a high importance on recruiting top talent for its events. Through its SPI division, the company recruits and trains quality part-time event staff and matches their skills and talents with specific brands and events. The company is able to track and rank the sales performance of the staff through its proprietary MC Card technology. In October 2007, CEO and founder Caroline Cotton-Nakken was named to the Progressive Grocers’ “Top Women in Grocery” list. The award recognizes 62 women who have made significant contributions to the grocery industry.373 In an effort to bolster the retail industry’s understanding of consumer and shopper behavior, in May 2006 the company released The business was founded by Caroline Cotton-Nakken. 371 “Mass Connections Announces Marketing Partnership With Smart & Final.” Food Online. June 22, 2007. 372 Mass Connections website. 373 “Mass Connections CEO Earns Coveted Spot as a Top Woman in Grocery.” Primenewswire. October 3, 2007. Fall 2008 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY 205 We estimate that Mass Connections generates annual revenue of roughly $100 million. its second market research study entitled “Touch America – The Shopper Connection.” The 140-page study, conducted by an independent market research firm, examines the various factors that drive purchase behavior and highlight the benefits of in-store marketing initiatives. The report was a follow-up to the first study entitled “Touch America: The Consumer Connection.”374 We estimate annual revenue of more than $100 million. Mosaic Sales Solutions Corporation Headquarters: Irving, Texas Revenue: Estimated at $175 million375 Ownership: Privately Held – Private equity investment by Court Square Partners Chief Executive: James Malcolm Rose Categories: Sales, Marketing & Merchandising; In-Store Marketing Key Services: In-store merchandising; event marketing; sampling and demonstration services; retail sales support; employee education Mosaic maintains a network of more than 10,000 trained sales representatives. Founded in 1947, Mosaic Sales Solutions is a leading sales and marketing agency providing merchandising solutions to clients in the apparel, communications, CPG, entertainment, financial services and technology industries. Based in Irving, Texas, the company offers dedicated client sales teams for event marketing, customer acquisition, selling services and merchandising. Revenue is generated through three channels: merchandising (62% of sales), selling (30%) and event marketing (8%).376 As one of the largest field sales and marketing companies in North America, the company maintains a network of more than 10,000 trained sales representatives who work in retail locations in the United States and Canada on behalf of manufacturers and retailers. Mosaic leverages technology to increase the accuracy of data collection while decreasing the reporting time. The handheld devices used in the field allow Mosaic’s retail teams to collect regional and store specific customer data and provide much richer and relevant consumer insights. Mosaic clients include Disney, Wal-Mart, Epson, P&G, MBNA, Best Buy and Microsoft. 374 “New, Groundbreaking Study Demystifies Why Americans Tend to ‘Try and Buy’.” Primezone Media Network. May 31, 2006. 375 “81 Mosaic Sales Solutions Holding Co.” The Dallas Morning News. May 4, 2008. 376 JLL Partners website. 206 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY Fall 2008 In 2003, New York-based private equity group JLL Partners purchased the core assets of bankrupt Toronto-based marketing services company Mosaic Group, Inc for $76 million.377 In April 2007, New York-based private equity group Court Square Partners purchased the company from JLL for $165 million. In 2007, the company generated annual revenue of $175 million, an increase of 10% over 2006.378 Revenue was $147 million in 2005.379 Court Square acquired Mosaic in 2007 for $165 million. National Product Services Headquarters: Irving, Texas Revenue: Estimated at $400 million380 Ownership: Privately Held – Private equity investment by H.I.G. Capital, Antares Capital, and RoyNat Capital Chief Executive: Richard Damico Categories: Sales, Marketing & Merchandising; In-Store Marketing; Design, Build & Installation Key Services: Retail inventory solutions; in-store merchandising; category management; display set-up and installations; remodels and new store openings; staffing solutions; retail inventory solutions; assembly services; employee education; sampling and demonstration services Based in Irving, Texas, National Product Services (“NPS”) is a leading provider of third-party retail merchandising solutions to major retailers and CPG manufacturers nationwide. The firm operates through two subsidiaries that specialize in retail merchandising, in-store demonstrations, and in-store and in-home product assembly services. The company provides services to retailers such as Lowe’s, Wal-Mart, Target, Home Depot, Staples, Sports Authority, Best Buy, Toys R’ Us, Staples, Meijer, Shopko, and Dillard’s. IMPACT Resources Group, a division of NPS, provides in-store and in-home product assembly solutions for manufacturers and retailers as well as display resets and maintenance, product resets and other merchandising support services. The company specializes in the assembly of ready-to-assemble furniture, bicycles, grills, outdoor power equipment, fitness equipment and lawn and garden furniture. The division expanded with the 2000 acquisition of The Assembly Service Company from Bush Industries and the 377 378 379 380 NPS is a leading provider of thirdparty merchandising solutions. “Briefs.” Buyouts. June 9, 2003. “81 Mosaic Sales Solutions Holding Co.” The Dallas Morning News. May 4, 2008. “2007 Agency Report.” Advertising Age. April 22, 2007. Capital IQ. Fall 2008 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY 207 2004 acquisition of Huffy Corporation’s retail services unit for $30 million.381 The second division, National Vendor Services, provides merchandising solutions including category management; new product set-up; employee training; account management services; and inventory solutions to power, electrical and hand tool equipment manufacturers selling through Lowe’s.382 Manufacturer clients include Cooper Lighting, Stanley, Troy-Bilt, and Lowe’s private label brand, Kobalt. H.I.G. Capital is still the controlling shareholder of NPS. The company was formed in 1999 with the acquisition of three companies by Miami, Florida-based investment firm H.I.G. Capital. Antares Capital and Toronto, Ontario-based RoyNat Capital provided financing and are also shareholders. We estimate that NPS generates revenue of more than $400 million.383 N.E.W. Customer Service Companies / Asurion Headquarters: Sterling, Virginia Revenue: Estimated at $400 million384 Ownership: Privately held – Recently merged with Asurion, a cell-phone warranty company backed by Madison Dearborn, Providence Equity and Welsh Carson. Berkshire Partners had been a majority shareholder of N.E.W. with Freeman Spogli & Co. in a minority position. Chief Executive: Tony Nader had been CEO of N.E.W., unclear post-merger Categories: Warranty Program Services Key Services: Warranty solutions; consumer marketing solutions; employee education; installation services; replacement and repair solutions N.E.W. is a leading third-party administrator of extended service plans. Based in Sterling, Virginia, N.E.W. Customer Service Companies (“N.E.W.”) is a leading third-party administrator of extended service plans, buyer protection services, and product support programs for major retailers, utilities, manufacturers, wireless carriers and financial services firms. The company employs more than 3,000 individuals and protects the purchases of more than 150 million consumers annually. The company offers product replacement programs, wireless handset insurance, retail support service, manufacturer warranty administration, and customer care programs that 381 Robertson, Jason. “Huffy Sells Sports Division for $30 Million.” Dayton Daily News. July 19, 2004. 382 NPS website. 383 Capital IQ. 384 O’Hara, Terence. “Return on Warranties: $1.2 Billion; Dulles Firm Founded on Law Student’s Credit Card Is Sold.” The Washington Post. August 9, 2006. 208 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY Fall 2008 provide coverage for consumer electronics, computers and peripherals, major and small appliances, home improvement products, sporting goods and fitness equipment, toys, jewelry and watches, and HVAC equipment. The company operates nine call centers around the United States and has a history of innovation. According to the N.E.W. website, the company was the first retail administrator to offer round-the-clock customer service; the first service contract administrator to fully insure the obligations under those contracts; and the only service contract provider to hold a patent on packaged extended service contracts. Most recently, the company launched a first-of-its-kind lifetime jewelry warranty program that bundles the most popular jewelry protection benefits into one policy.385 Additionally, the company recently announced a new service called ecoNEW. This program allows consumers to trade-in and recycle their old consumer electronics in exchange for retail branded gift cards.386 Moreover, the company became the first company to provide full-service extended warranty products and customer care solutions to retail consumers in China with the opening in January of N.E.W. China in Shanghai.387 N.E.W. has been expanding its international footprint. In order to expand the company’s breadth and depth of service offerings, in January 2008 N.E.W. completed the acquisition of ServiceBench, the leading provider of technology-based service management solutions for U.S. retailers and manufacturers. This transaction will enhance N.E.W.’s ability to provide turnkey solutions for the administration of customer care and warranty programs.388 N.E.W. continues to be recognized as a preferred vendor by major retail chains. In the past two years, N.E.W. has received five awards including “Supplier of the Year” from Sam’s Club and Wal-Mart, “Top Supplier” from Sears Holdings Corporation and “2007 Partnership Award” from BJ’s Wholesale Club. Additionally J.D. Power and Associates has recognized N.E.W. for outstanding customer service for the third year in a row by awarding the company the “Certified Call Center Program” award” in 2007.389 N.E.W. has been recognized as a “Supplier of the Year” by Wal-Mart. 385 “Warranty Co. Launches Lifetime Jewelry Guarantee.” National Jeweler. February 29, 2008. 386 Wolf, Alan. “Warranty Providers Kick Off New Year With Innovative Programs.” TWICE Magazine. February 11, 2008. 387 “Find Out What’s NEW in China.” Business Wire. January 7, 2008. 388 Adler, Neil. “N.E.W. buys ServiceBench.” The Washington Business Journal. January 18, 2008. 389 “J.D. Power and Associates Reports: N.E.W. Customer Service Companies, Inc. Recognized for Providing an Outstanding Customer Service Experience.” PR Newswire US. May 17, 2007. Fall 2008 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY 209 N.E.W. was acquired by Freeman Spogli in 2004. Founded in 1983, N.E.W. was acquired by Los Angeles-based private equity firm Freeman Spogli & Co., along with TH Lee Putnam Ventures (an affiliate of Thomas H. Lee Partners and Putnam Investments) and company management in 2004. In 2005, the company completed a $370 million recapitalization. A year later, the company received an additional infusion of capital from current shareholders and Berkshire Partners, Boston-based private equity firm. This event allowed TH Lee Putnam Ventures to realize their initial investment and gave N.E.W. an enterprise value of approximately $1.2 billion.390 TH Lee, which invested $70 million, realized a return of approximately 400 percent on their investment.391 Berkshire invested $350 million in equity, and paid 12.0x projected 2006 cash flow for N.E.W. Between 2002 and 2006 N.E.W. revenue grew by approximately 35 percent per annum.392 N.E.W. generated estimated 2006 revenue of $400 million. The combination of N.E.W. and Asurion will create a leading player in the warranty service sector. In a strategic move to strengthen its product and service offerings, N.E.W. recently merged with Nashville, Tennessee-based cell-phone warranty provider Asurion. While no financial terms were disclosed, the companies formed a new holding company called NEWAsurion and will operate, at least in the near term, as independent entities.393,394 Asurion, the largest provider of wireless handset insurance, is controlled by Madison Dearborn Partners, Providence Equity Partners, and Welsh, Carson, Anderson & Stowe. The respective ownership of these private equity groups, Berkshire Partners and Freeman Spogli in the combined company is unclear at this point. Asurion seems to have been a much more sizable entity than N.E.W., implying that Berkshire and Freeman Spogli are in the minority position. While the total transaction value was not disclosed, there is speculation that Providence, Madison Dearborn and Welsh Carson valued Asurion at as much as $3.5 billion when they invested in July 2007.395 390 391 392 393 Freeman Spogli & Company website. Carey, David. “Berkshire into N.E.W. Customer.” The Deal. August 9, 2006. Ibid. “Asurion Confirms it has Combined with Va.-Based Company.” The Tennessean. June 11, 2008. 394 Beltran, Luisa. “PE Firms Merge Warranty Companies.” The Deal. May 23, 2008. 395 Ibid. 210 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY Fall 2008 PlayNetwork Inc. Headquarters: Redmond, Washington Revenue: Estimated at $40 million396 Ownership: Privately Held – Private equity investment by Chartwell Capital, Talon Asset Management, Velocity Equity Partners, and Cedar Grove Investments Chief Executive: Lon Troxel Categories: Retail Media Networks Key Services: Digital media networks; creative services; installation; promotional services Founded in 1996 and headquartered in Redmond, Washington, PlayNetwork provides integrated audio and video solutions for retailers, restaurants, hotels, health clubs and banks. Services include branded video programming featured on digital signage networks; customized audio programming including music and messaging; systems integration ensuring audio and visual systems perform consistently across locations; promotional services such as podcasts, private-label music compilations and in-store artist appearances; and other professional services.397 Clients include Starbucks; Krispy Kreme Doughnuts; Abercrombie & Fitch; The Finish Line; T.G.I. Fridays; Verizon; Zales; Tiffany; Under Armour; Chili’s Restaurants; and Brinker International. With affiliate partnerships in Asia and Europe (Nippon Rediffusion Ltd and Imagesound Music), the company has extended its reach to 35 countries. In December 2007, the company announced a strategic relationship with XM Satellite Radio under which PlayNetwork will manage all commercial business sales and services on behalf of XM. The new venture, called “XM for Business,” available to business customers across the country, will enable business customers to experience XM and benefit from PlayNetwork’s industry expertise and specialized direct-sales workforce.398 In October 2007 the company was selected by Under Armour to provide custom media solutions for its first retail location. PlayNetwork worked closely with Under Armour to create a unique branded in-store experience PlayNetwork provides integrated audio and video solutions to retail clients. High-profile clients include Under Armour. 396 Martinez, Amy. “PlayNetwork Helps Stores Use Music, Video to Boost Business.” The Seattle Times. October 4, 2007. 397 Capital IQ. 398 “XM Satellite Radio and PlayNetwork Announce Strategic Relationship.” Press Release. December 12, 2007. Fall 2008 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY 211 Starbucks has also been a strong relationship for the company. PlayNetwork has received funding from a number of private equity firms. that utilized in-house music, video media and compelling design features to convey the brand identity. As a testament to the retail environment created by PlayNetwork (and others), the store, located in Annapolis, Maryland was announced as a winner in the 2007 “Retail Store of the Year” by Chain Store Age Magazine.399 In March of 2008 the company announced that it had extended its long-term partnership with Starbucks to provide in-store music and related services to locations throughout North America.400 The company has been instrumental in the execution of several recent Starbucks promotional events. For instance, PlayNetwork’s technology was used when Starbucks teamed up with Apple iTunes for the “Song of the Day” giveaway to promote the launch of their Now Playing service.401 PlayNetwork has received funding from a number of sources, including Chartwell Capital; Edgewater Private Equity Fund; Talon Opportunity Fund; Velocity Capital; and WHP Partners. The company continues to grow rapidly. In 2006, the company was named, for the fourth straight year, to Deloitte’s prestigious Technology Fast 50 Program as one of the Pacific Northwest’s fastest growing companies. According to the press release, revenue grew 190 percent from 2001 to 2005.402 We estimate that PlayNetwork generated 2007 revenue of $40 million. Premier Card Solutions Headquarters: Elk Grove Village, Illinois Revenue: Estimated at $100 million403 Ownership: Privately held – Private equity investment by Valor Equity Management Chief Executive: Dan Frederickson Categories: Loyalty Program Services Key Services: Loyalty and gift card manufacturing; event ticket manufacturing; printing services 399 “Under Armour Takes Top Honors in 2007 Chain Store Age ‘Retail Store of the Year’ Awards.” BusinessWire. February 20, 2008. 400 “Starbucks Renews Pact with PlayNetwork for In-store Music Services.” Wireless News. March 2, 2008. 401 “PlayNetwork Continues to Deliver Starbucks Music.” Business Wire. February 26, 2008. 402 “PlayNetwork Named One of Pacific Northwest’s Fastest Growing Technology Companies in Deloitte’s Technology Fast 50 Program.” Business Wire. October 3, 2006. 403 Linkedin Profile: Board Member. (www.linkedin.com/pub/4/7b/9b0). 212 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY Fall 2008 Based in Elk Grove Village, Illinois, Premier Card Solutions is a leading provider of secure printing solutions, products and services to customers worldwide. Premier Card Solutions is a combination of the expertise and capabilities of four companies: Plastag Holdings, Lucas Color Card, Globe Ticket and most recently, UV Color. Originally a subsidiary of Norwood Corporation, Plastag is a leading manufacturer of printed plastic products with facilities in Illinois and Oklahoma. The company manufactures retail gift and loyalty cards, ATM, casino, pre-paid phone, membership, identification, and hotel cards. In 2005, the company produced more than 500 million cards and had an on-time delivery record of 97 percent for all orders.404 Retail clients include five of the top 15 retail gift card programs operating in the United States. It is the largest blank card manufacturer in the world and is the only one with both PVC (gift cards) and Teslin (loyalty cards) production capabilities.405 Headquartered in Oklahoma City, Oklahoma, Lucas Color Card is a manufacturer of Teslin-based transaction cards such as retail loyalty cards, gift cards, library cards and telecards. Globe Ticket is a leading producer of tickets to customers in the entertainment and transportation industries. Products include general admission tickets, reserve seat tickets, wrist bands, parking badges, ticketing equipment, badges, and credentials. The newest member of the organization, UV Color, is a leading manufacturer of gift, secure and prepaid phone cards to the retail, telecommunications, trading, collectable and game card industries. The company is owned by Chicago, Illinois-based private equity group Valor Equity Management. While revenue information was difficult to find, we estimate that the combined companies generate revenue in excess of $100 million. Premier is a leading provider of retail gift and loyalty cards. The company generates revenue of more than $100 million. Premium Retail Services Headquarters: Chesterfield, Missouri Revenue: Estimated at $218 million406 Ownership: Privately Held – Ron Travers Chief Executive: Ron Travers Categories: Sales, Marketing & Merchandising; In-Store Marketing Key Services: In-store merchandising; display set-up and installations; 404 Premier Card Solutions website. 405 Valor Equity Management website. 406 Capital IQ. Fall 2008 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY 213 remodels and new store openings; retail inventory solutions; assembly services; employee education; sampling and demonstration services; fulfillment Premium provides a range of merchandising and marketing solutions. Founded in 1985 and headquartered in Chesterfield, Missouri, Premium Retail Services provides retail merchandising and marketing services to retailers and manufacturers nationwide. Premium offers a full range of retail services, including continuity coverage; resets; audits; assembly services; POP and signage placement; demo days and assisted selling; instore training; rapid deployment; store remodels; and promotional selling. Premium markets its services to a variety of retail channels, including drug, food, mass, consumer electronic, big box retail and home centers. Premium has been very progressive in terms of identifying new market opportunities. In October 2007, having recognized a need for knowledgeable third-party employees at the retail level to answer questions from consumers and educate store employees (particularly concerning technology-related products), Premium created a new division dedicated to providing assisted selling solutions to retailers and manufacturers.407 The company also launched an initiative to provide merchandising solutions to insurance providers and retailers, helping them to enroll retail consumers into Medicare Part D.408 Launched in January 2006, the company sent certified, knowledgeable employees to pharmacies across the country to enhance the in-store merchandising efforts of insurers and retailers and to address any Medicare Plan D related questions that consumers may have.409 We estimate that Premium generates revenue of $218 million. Premium provides its retail services on a nationwide basis, as well as in Puerto Rico and the Virgin Islands. The company was founded by Ron Travers, a former sales executive at Nabisco, and continues to be family owned. Kevin Travers heads up sales and marketing and Brian Travers leads the operations group. Revenue was reported to be $218 million in 2007. 407 “Premium Retail Expands Assisted Selling Service.” Retailing Today. October 8, 2007. 408 Medicare Part D is a federal program to subsidize the costs of prescription drugs for Medicare beneficiaries in the United States. 409 www.digital50.com/news/items/PR/2006/01/20/CGTH044/premium-retail-services-incrxbrief-.html 214 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY Fall 2008 PRN Corporation (Premier Retail Networks) Headquarters: San Francisco, California Revenue: Approximately $117 million in 2004 Ownership: Public Subsidiary – Thomson Chief Executive: Richard Fisher (President) Categories: Retail Media Networks Key Services: Digital media networks; creative services; installation Headquartered in San Francisco, California, Premier Retail Networks (“PRN”) is one of the largest in-store television network providers in the world. The company’s network of more than 225,000 screens reaches over 300 million viewers each month in 6,500+ store locations worldwide. The company generates revenue from three main sources: (i) advertising airtime sales, (ii) media management services, and (iii) creative services.410 Retail clients include ACME, Albertsons, Best Buy, Carrefour, Costco, Jewel-Osco, Pathmark, Sam’s Club, ShopRite and Wal-Mart. PRN’s extensive network includes the Home Electronic Network, a collection of screens in more than 5,600 stores used by retailers to market HDTV’s and related technology; Checkout TV, a multi-paneled TV display network in almost 2,000 locations designed to enhance and improve the checkout experience; Department TV, a network of 35,000 screens in more than 3,000 stores delivering relevant category, item and department messages; and Display TV, an interactive media product designed to merchandise a single product at the point of purchase. The company has also announced a strategic partnership with the Cabco Group, a leading operator of electronic shopping carts, to coordinate content between PRN’s network and Cabco’s TV Kart displays.411 The company also provides creative services, generates in-store television programs, including entertainment, product information, and advertising for retail and advertising clients. Through the PRN Network, consumers are exposed to advertisements from some of the largest CPG brands in the world, including Kraft, Nestle, Pepsi and P&G, as well as programs from the Food Network, The Fox News Channel, Discovery Health, The NBC Agency, Reuters World News, and Oxygen Network. In addition to these offerings, the company announced in June 2008 that it has signed a programming agreement with the Associated Press to bring a blend of AP News content PRN is one of the largest in-store television networks in the world. Clients include Kraft, Nestle and P&G. 410 “PRN Corporation 10-K.” August 3, 2004. 411 “Thomson’s PRN and Cabco Group Enter Strategic Alliance to Enhance In-Store Media Experience for Retailers and Shoppers.” Press Release. May 5, 2008. Fall 2008 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY 215 to PRN’s network, further expanding its in-store offering.412 PRN has established an impressive international footprint. PRN was acquired by Thomson S.A. in 2005 for $245 million. PRN has been active in developing relationships with international retailers to develop in-store media networks abroad. In 2007, the company extended the reach of its in-store network into Brazil, Poland and China. PRN’s international strategy is focused on creating leadership positions in selected markets in collaboration with best-in-class partners such as CGen Media, a leader in in-store TV in China; Cereja, a leading out-of-home digital media company in Brazil; and Globosat, the leading pay TV broadcaster in Brazil.413 In July 2007, PRN announced that it had entered into an agreement with NBC Universal that would extend its longtime collaboration with the media firm to include developing customizable content for advertisers on the PRN Network.414 This was seen by some as a strategic move to counter the CBS acquisition of SignStorey (CBS Outernet). The company has been a division of Thomson S.A since 2005, when it was purchased for $245 million in cash.415 Previous investors included Steelpoint Capital Partners, Allen & Company, GE Equity, Moore Capital Partners and Shamrock Capital.416 In November 2007, Thomson, recognizing the growth potential of out-of-home media, repositioned the leadership team in its Outof-Home (“OOH”) networks business unit. The company promoted long time chief strategy officer of PRN to the position of president of the OOH business unit.417 Additionally, in January 2008, Thomson named the founder of ZDTV and the former CEO of eMotion, Richard Fisher, to the position of President of PRN Worldwide.418 We were unable to find recent estimates of revenue. However, to provide a sense of scale, the company generated revenue and EBITDA of $117 million and $14 million respectively (prior to the acquisition by Thomson).419 412 “PRN Adds Associated Press to Checkout TV Network.” Supermarket News. June 3, 2008. 413 “Thomson’s PRN Launches Retail Media Network in Brazil.” Press Release. Company website. November 7, 2007. 414 “NBC Universal, PRN Team for Strategic Sales and Marketing Alliance.” Progressive Grocer. July 23, 2007. 415 “Thomson to Acquire PRN Corporation, the Leading Operator of In-Store Digital Video Networks.” Press Release. Company website. July 28, 2005. 416 Capital IQ. 417 “Thomson Names Sean Moran President of Out-of-Home Media Networks.” Business Wire. November 26, 2007. 418 “Thomson’s PRN Names Richard Fisher as President of PRN Worldwide.” Wireless News. January 9, 2008. 419 Capital IQ. 216 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY Fall 2008 PromoWorks Headquarters: Schaumburg, Illinois Revenue: Estimated at $173 million420 Ownership: Privately held – Private equity investment by Eos Partners with financing from Allied Capital Chief Executive: Mike Kent Categories: In-Store Marketing; Mystery Shopping Key Services: Event marketing; sampling and demonstration services; Instore merchandising; category management; mystery shopping; display setup and installation; inventory solutions; consumer marketing services; POP and display creation; staffing solutions Headquartered in Schaumburg, Illinois, PromoWorks is a leading provider of experiential marketing solutions nationwide. The company represents more than 200 CPG manufacturers and offers in-store sampling, retailtainment, and promotional services to various classes of trade including grocery, mass and drug, convenience, pet, home improvement and specialty. Clients include Kimberly-Clark, Unilever, Kellogg, Kraft, Safeway, Kroger and Albertsons.421 PromoWorks uses its resources to deliver an extensive collection of marketing solutions to increase brand equity, drive brand awareness and increase client revenue. It provides traditional sampling services; retailtainment events focused on experiential marketing; consumer segment sampling, targeting specific consumer demographics; and event sampling at NASCAR Racing, football tailgate events and minor league baseball games. In addition, the company offers merchandising solutions such as POP placement; mystery shopping programs; category resets; new product cut-ins; display installation and maintenance; surveys and audits. A separate division, GameDayWorks, provides innovative marketing solutions at sports venues nationwide (such as Wrigley Field) including product sampling events, product placement at seats, sponsorship opportunities and scratch-and-win promotions. Moreover, the company offers a national convenience store program that targets the ‘gas-and-go’ consumer at the pump. The division has realized 100 percent promotion compliance at all c-stores and driven sales by an average of 97 percent in all categories.422 PromoWorks has also focused efforts on Hispanic American marketing PromoWorks is a leading provider of experiential marketing solutions. Clients include Kimberly-Clark, Unilever and Kraft. 420 “PromoWorks Achieves No. 9 Ranking on Crain’s Fast 50 List of Chicago’s Fastest Growing Companies.” Press Release. June 11, 2007. 421 Le Beau, Christina. “Calling all Shoppers.” Crain’s Chicago Business. April 17, 2006. 422 PromoWorks website. Fall 2008 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY 217 campaigns by acting as the retail services arm of MiConexxion, a dedicated Hispanic marketing agency comprised of three leading firms – Custom Consulting Group, Malone Advertising and PromoWorks. The company leverages the resources of its partner companies to provide bilingual and tailored solutions to this growing market. PromoWorks has been named as one of Chicago’s top 10 fastest growing companies, and the second-ranked company among the “Nation’s Top 100 Promotion Agencies” in 2007 by Promo Magazine. The company has implemented a number of initiatives in an effort to differentiate itself in a crowded market. For instance, PromoWorks has introduced PromoReports – a real-time Internet communication and reporting system that allows clients to assess the effectiveness of the campaigns. Similarly, the PromoPin card, which tracks and ranks sales performance for individual event personnel, enhances overall levels of accountability. In a move to further assist clients in quantifying the ROI on in-store promotion dollars, the company recently launched proprietary technology called PromoIntelligence Reports. This technology provides clients with access to historical data analysis tools that allow for more effective allocation of future capital spending. PromoWorks has focused its efforts on Hispanic marketing. The company has also been active in pursuing value-enhancing joint ventures and acquisitions. In January 2008, PromoWorks entered into a joint venture with Mobile Media Enterprises, a leading provider of experiential marketing services. The purpose of the joint venture was to enhance their portfolio of services to provide a comprehensive one-stop solution for client promotion and brand marketing needs.423 Additionally, in 2007 the company expanded its service offerings by acquiring Segment Promotions, a leading provider of marketing services into specific consumer segments. PromoWorks has been recognized as one of Chicago’s fastest-growing companies. PromoWorks completed a $100 million recapitalization in 2005 with Eos Partners, a New York-based private equity firm. The transaction included $65 million of financing provided by Allied Capital. PromoWorks generated estimated 2006 revenue of $173 million, continuing an impressive pace of growth. According to a report, PromoWorks generated revenue of $78.5 million in 2003; $92.3 million in 2004; and $130 million in 2005.424 423 “PromoWorks, Mobile Media Unveil Joint Venture.” Promo Magazine. January 2, 2008. 424 Carey, David. “Eos Partners Buys PromoWorks.” The Deal. January 4, 2006. 218 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY Fall 2008 RGIS, LLC Headquarters: Auburn Hills, Michigan Revenue: Estimated at $1.2 billion425 Ownership: Privately Held – Private equity investment by The Blackstone Group Chief Executive: Paul Street Categories: Sales, Marketing & Merchandising; In-Store Marketing Key Services: Retail inventory solutions; in-store merchandising; category management; display set-up and installations; remodels and new store openings; event marketing; sampling and demonstration services; staffing solutions Based in Auburn Hills, Michigan, RGIS, LLC (formerly known as RGIS Inventory Specialists) is one of the leading inventory and retail services companies in the world. The company employs more than 40,000 people in 400 offices worldwide. RGIS provides outsourced inventory solutions to the retail, medical and health care, automotive and industrial supply industries. The core inventory business allows retailers to hold accurate counts, reduce out-of-stock inventory, enhance product availability and improve overall inventory management practices. The company’s Retail Services Division focuses on providing a broad range of services to retailers and CPG manufacturers by providing merchandising services such as set-ups and resets; new store remodels and fixture assembly; category management solutions; demonstrations and training; data collection and reporting; and blitz merchandising. RGIS also provides staffing services, allowing retailers to better manage their workforce during peak times. RGIS clients include a wide range of customers in multiple end-markets, including Wal-Mart, Target, Food Lion, CVS, Woolworth’s, Omnicare, Boston Scientific and Eli Lilly. Management has taken a number of steps to position RGIS for continued growth on a global basis. In 2006 the company extended its international reach into Australia, New Zealand and Singapore with the acquisition of Lotons, a complimentary inventory service provider. On the heels of this strategic move, the company strengthened its presence in the Middle East and Europe with the acquisitions of ISICS (the largest inventory company in Israel), Gin Soft, Knopfle Inventory, and EXACOD.426 Moving forward, RGIS is one of the largest inventory services companies in the world. RGIS has been very aggressive in terms of international expansion. 425 Capital IQ. 426 RGIS website. Fall 2008 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY 219 The company conducts operations in Australia, New Zealand, Singapore and the U.K. RGIS was acquired by Blackstone in 2007 for an estimated $1 billion. the company has identified the Asian market as a key area of strategic growth. In September 2007, RGIS acquired JKIS, the leading inventory service provider in Singapore and Malaysia, for an undisclosed sum. Most recently, in April of this year, RGIS acquired U.K.-based PDSRS, a leading developer of retail space planning software. The company continues to expand overseas and recently announced that it will invest $12 million into its Brazilian operations by 2009. According to company executives, Brazil represents five percent of global operations and represents the most important growth opportunity in Latin America.427 Founded in 1958, the company was under family ownership until March 2006, when a majority interest was purchased by Impala Partners for $750 million.428 The ownership change resulted in new strategic initiatives, expanding the company’s presence in Europe, Asia and the Middle East, and into new service offerings with the launch of their Retail Services Division. In early 2007, ownership once again changed hands when The Blackstone Group, a New York-based private equity firm, acquired a controlling interest in the company. Although terms of the agreement were not disclosed, the deal was estimated to be valued at upwards of $1 billion.429 Goldman Sachs arranged $575 million in debt financing for the leveraged recapitalization that closed in May 2007.430 We estimate the RGIS generated 2007 annual revenue of $1.2 billion. SAJO Headquarters: Montreal, Quebec Revenue: Estimated at $100+ million Ownership: Privately held Chief Executive: Sal Guerrera Categories: Design, Build & Installation Key Services: Construction services; display set-up and installations; project management; fixtures manufacturing Headquartered in Montreal, Quebec, SAJO has two primary businesses: the provision of general contracting services and store fixture manufacturing. 427 “Technology: RGIS Announces $12mm U.S. Investment in Brazil.” Gazeta Mercantil Invest News. May 20, 2008. 428 “Impala RGIS Holdings LLC Agreed to Acquire RGIS Inventory Specialists.” Factsheet Flashwire. March 14, 2006. 429 Cadwalader, Wickersham & Taft LLP website. William P. Mills Bio. 430 Carey, David. “Blackstone to Recap RGIS.” The Deal. April 6, 2007. 220 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY Fall 2008 The fixtures business is an outgrowth of the firm’s historical focus on store design and construction. Having established itself as a leading player in the Canadian marketplace, SAJO management has worked aggressively to expand the company’s geographic footprint in the U.S. and abroad. Accordingly, the firm opened offices in Chicago and the U.K. in recent years and now provides services to clients on a global basis. In 2003, the company’s U.K.-operations reportedly generated revenue of nearly $10 million on an annualized basis.431 Clients have included Tommy Hilfiger, Calvin Klein, Crabtree & Evelyn, DKNY and Esprit. We estimate that SAJO generates revenue of more than $100 million (between general contracting activities and fixtures sales). SAJO offers retail general contracting services and store fixtures manufacturing. SeeSaw Networks Headquarters: San Francisco, California Revenue: N/A Ownership: Privately Held – Private equity investment by Sutter Hill Ventures Chief Executive: Peter Bowen Categories: Retail Media Networks Key Services: Digital media network aggregator Launched in 2006 and headquartered in San Francisco, California, SeeSaw Networks is the leading provider of ‘life pattern marketing solutions’ utilizing the world’s most extensive digital out-of-home media network. The company has pioneered the concept of placing relevant advertisements on digital signs and billboards at locations where the target audience goes during their daily life patterns. By aggregating access to hundreds of retail media networks across a broad range of categories such as health clubs, retail outlets and medical offices, SeeSaw Networks provides advertisers with unique marketing solutions that can be incorporated into national advertising plans. Additional services include campaign planning and inventory management. Campaign planning provides advertisers with the ability to perform a variety of digital media planning and buying tasks using an easy-to-use web browser. Inventory management services, which leverage software by BroadSign International, manages and analyzes the networks’ inventory of signs to provide real-time availability data for SeeSaw provides a range of “life pattern marketing solutions” to retailers and brand managers. 431 “Top Shopfitters in 2004 – Who Comes Out on Top?” Retail Week. September 3, 2004. Fall 2008 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY 221 clients.432 The company, through SeeSawAds.com, allows advertisers to plan, buy, and measure digital signage by campaigns, venues, markets, and demographics. The SeeSaw network generates 35 million weekly impressions in over 22,000 venues. SeeSaw’s advertising and agency clients reach consumers through an extensive collection of affiliate networks located in bars and restaurants through Buzztime; bookstores through BordersTV; gas stations through PetroTV and PumpTopTV; office buildings provided by Ripple TV; university campuses; convenience stores; retail locations; health clubs through Netpulse; coffee shops; executive airports; travel centers; veterinary clinics; casinos; and quick service restaurants. The company also segments consumers into ten different life patterns: college students; mobile millennials; affluent baby boomers; business professionals; alpha moms; Hispanic families; entertainment fans; young urban professionals; families on the go; and night lifers in order to further assist clients in reaching their target audience. The network provides advertisers and agencies with more than 35 million weekly impressions in over 22,000 venues. The company continues to expand its affiliate networks. In February 2008, SeeSaw added eight new affiliate networks to bring the total to 36. According to the company website, SeeSaw’s affiliate network delivers more impressions than a spot on the average of the top five prime time television shows in 2007, including American Idol, Dancing with the Stars and NBC Sunday Night Football. In April 2008, the company announced a partnership with LocaModa, a provider of a mobile social platform, enabling advertisers to connect digital out of home media with social networks, further expanding its consumer reach.433 SeeSaw has raised $13.5 million of venture funding to date. In November 2006, SeeSaw received $10 million in Series A financing from Palo Alto-based investment firm Sutter Hill Ventures. In June, SeeSaw raised an additional $3.5 million in Series B funding from Sutter Hill.434 We have been unable to find any additional financial information in the public domain. 432 Bachman, Katy. “SeeSaw Gets ‘Real’ With Web Tool.” Media Week. February 25, 2008. 433 “SeeSaw Networks and LocaModa Partner to Connect Digital Out-of-Home Media to Social Networks.” Press Release. April 15, 2008. 434 “SeeSaw Networks Raises $3.5 Million in Series B Round of Funding.” Financial Deals Tracker. June 24, 2008. 222 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY Fall 2008 Service Net Solutions Headquarters: Jeffersonville, Indiana Revenue: Estimated at $100 million435 Ownership: Privately held – Private equity investment by GTCR Chief Executive: Kevin Callahan Categories: Warranty Program Services Key Services: Warranty solutions; installation services; employee education; replacement and repair solutions Headquartered in Jeffersonville, Indiana, Service Net Solutions is a leading provider of service contracts and extended warranty solutions to major retailers and manufacturers. The company offers extended service programs including repair and replacement; accidental damage and express replacement plans; warranty management administration, including underwriting and logistic services; customer service and support such as repair services and troubleshooting; service network management services; claims processing; and installation services. Service Net began offering three new services in 2007. In partnership with CyberAngel, the company now offers theft recovery assistance and data protection for notebook computers; online data backup in conjunction with Carbonite; and annual notebook cleaning and maintenance services through Nexicore.436 The company provides its services in the appliance, home office product, lawn and garden, and personal computer categories, as well as HVAC, consumer electronics, pool and spa, and peripheral equipment categories. Clients include Crutchfield Electronics, Dell, Epson, Fujitsu, Hoover, Ken Cranes, Maytag, Samsung, Sony, Staples and Toshiba. Founded in 1996, the company has undergone three ownership changes. In 2001, the founders sold 51 percent of the business to Kemper Insurance Company, only to buy the entire company back in 2003. In 2004, H.I.G. Capital purchased 70 percent of the company.437 Three years later, H.I.G. exited the investment and sold the company to GTCR of Chicago, Illinois. Terms of the deal were not disclosed. Service Net generates estimated annual revenue of more than $100 million. Service Net is a leading provider of service contracts and extended warranty solutions. Service Net generates estimated annual revenue of $100 million and is controlled by GTCR. 435 “Service Net Adds Clients, Moves into New Markets in 2005; Expects up to $30 Million Revenue Increase in 2006.” Business Wire. January 23, 2006. 436 Wolf, Alan. “Service Groups Add New Programs.” TWICE Magazine. August 20, 2007. 437 Jeffords, Sarah. “Service Net Grows with Broader Focus, Ownership Change.” Business First of Louisville. March 25, 2005. Fall 2008 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY 223 Sperry & Hutchinson Company Headquarters: Delray Beach, Florida Revenue: NA Ownership: Privately held – Private equity investment by OZ Management LP, Denarius Touch LLC, Highbridge International LLC and Plainfield Asset Management LLC Chief Executive: Ron Pedersen Categories: Loyalty Program Services Key Services: Loyalty programs; consumer marketing solutions S&H was the original pioneer of the retail loyalty industry... ...and is a leading provider of retail loyalty solutions. 224 Headquartered in Delray Beach, Florida, Sperry & Hutchinson (“S&H Solutions” or “S&H”) is a leading full-service provider of retail loyalty solutions. Founded in 1896, S&H Solutions was the creator of the S&H Green Stamps rewards program that first became popular in the 1960s. Customers would receive Green Stamps after their purchase from selected merchants, placing the stamps in booklets and exchanging those booklets for merchandise. In the 1960s, the S&H catalog became the largest publication in the country with the company printing three times as many stamps as the U.S. Postal Service. In 2000, the company established the Greenpoints reward program, an online version of the Green Stamps rewards. Consumers could earn points by using the S&H Greenpoints credit card, shopping at selected merchants, or shopping online through the S&H website. Along with the Greenpoints rewards program, S&H solutions offers the management and administration of private branded rewards programs; in-lane messaging systems that provide targeted promotional offers and coupons at the point of purchase; strategic consulting services enabling retailers to gain a greater understanding of consumer spending habits and ultimately drive consumer loyalty; technology and administration solutions such as POS system customization, database administration, data warehousing, software development, transaction log collection and warehouse query and reporting; strategic marketing management services including the design, implementation and tracking of loyalty promotions; and customer relationship management solutions to the retail, wholesale, financial and gaming industries. Clients include Shop’n Save; D’Agostino; Harp’s Food Stores; Food Circus; and Price Cutter. Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY Fall 2008 In 2006, the company was acquired by San Francisco-based Solidus Networks (Pay By Touch) for more than $100 million in cash and stock.438 In December 2007, Solidus Networks filed for Chapter 11 bankruptcy protection and ceased operations in March 2008.439 In April 2008, the assets of the company were sold to YT Acquisitions Corporation, which is an entity supported by OZ Management LP, Denarius Touch LLC, Highbridge International LLC and Plainfield Asset Management LLC, for $54.4 million.440,441 Unfortunately, we were unable to find specific revenue figures for S&H. S&H was caught in the crossfire of the Pay By Touch bankruptcy. Storeimage Headquarters: Brantford, Ontario Revenue: Estimated at $50+ million442 Ownership: Privately held – Company Management Chief Executive: Janice Locke Categories: In-Store Marketing; Design, Build & Installation Key Services: Printing services; retail signage and graphics; fixtures; logistics and warehousing With three locations in North America, Storeimage is one of the leading providers of retail solutions to department stores, supermarkets, specialty stores, drug stores and big box retailers. Based in Brantford, Ontario, the company takes a holistic approach to helping retailers strengthen their brands through customer communications products and offers an array of value-added services, including strategy and design services; project management; single-source production capabilities; and logistics and warehousing. The company’s product and service offerings include communications (customized signage, etc.); pricing systems (pricing boards and signage); décor (environmental signs and displays); and merchandising products (including fixturing). Storeimage also provides a broad array Storeimage is a leading provider of a range of retail marketing solutions. 438 “Pay By Touch Buys Marketing Company for $100M.” San Francisco Business Times. December 6, 2006. 439 “Pay By Touch to Shut Down All Biometric Services Immediately.” PR Newswire. March 19, 2008. 440 Schoek, Mike. “Solidus Assets Sold for $54.4M.” The Deal. April 1, 2008. 441 “Pay By Touch Fades into History As Lenders Buy Core Assets.” Digital Transactions News. April 07, 2008. 442 Srinivasan, Kirsten. “Shaping Images: From Start to Finish, Storeimage Says it Helps Retailers Set the Stage for Their Customers’ Retail Experience with the Convenience of One Holistic Partner.” US Business Review. January 1, 2006 Fall 2008 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY 225 Clients include Staples, Best Buy and Wal-Mart. of related services. Storeimage’s resources include 450,000 square feet of manufacturing and warehousing space located in Ancaster, Canada; Hebron, Kentucky; and Brantford. Clients include leading big box retailers such as Staples, Best Buy, Wal-Mart, The Brick and PetSmart; supermarkets including Giant Eagle, Safeway, A&P and Roundy’s; department stores such as Target, Sears, Kmart and Kohl’s; drug retailers including Rexall and Shoppers Drug Mart; and specialty retailers such as Sit’n Sleep, Hard Rock Café, Dollar Tree and Luxottica. To ensure a full pipeline of skilled labor (a difficult task in the retail services industry), the company announced a partnership with Mohawk College in April 2008. Under the agreement, Mohawk provides Storeimage’s 350+ employees with continuing education, as well as skilled. The company will donate equipment to Mohawk, offer co-operative education opportunities and financial assistance in the form of scholarships.443 We estimate that Storeimage generates revenue of more than $50 million. Founded in 1907 as Domino Signs, the company originally specialized in gold-leaf hand lettering on horse-drawn carriages. Later, the company changed its name to Screen Print Industries, focusing on the manufacturing of retail signage. In 1996, in an effort to better reflect the broad suite of services that the company now offers, the company renamed itself Storeimage. A year later, the company was purchased by the executive team.444 We estimate that Storeimage generates revenue of more than $50 million. Stratmar Systems Headquarters: Port Chester, New York Revenue: N/A Ownership: Privately held – Charas Family Chief Executive: Ted McGrath Categories: In-Store Marketing; Mystery Shopping Key Services: Sampling and demonstration services; event marketing; instore merchandising; display setup and installation; category management; mystery shopping; retail inventory solutions; staffing solutions Headquartered in Port Chester, New York, Stratmar Systems provides 443 Desmond, Paige. “Mohawk, Storeimage Ink Partnership.” Brantford Expositor. April 23, 2008. 444 Henderson, Stephanie. “Never Give Up, Never Give In.” Profit: The Magazine for Canadian Entrepreneurs. January 1999. 226 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY Fall 2008 retail marketing solutions for retailers and manufacturers nationwide. The company specializes in innovative in-store sampling and demonstration programs that build brand awareness and ultimately drive incremental sales. Clients include the Home Depot, ConAgra Foods, Gillette, Tyson, S.C. Johnson, Kraft, Target and CVS. In addition to its 1,000 direct hires, the company has access to more than 15,000 field representatives who have executed over one million demonstrations throughout the United States. Specific services include in-store sampling and demonstration; retailtainment events; in-store merchandising solutions including POP placement and planograms; audits and in-store compliance; new item cut-ins; mystery shopping; and event sampling. The company leverages its information technology capabilities to enable clients to schedule and track projects online; track real time program performance; as well as survey data collection activities including demonstration audits and reports. Stratmar provides retail marketing solutions and specializes in sampling and demonstrations. In an effort to streamline operations and position the business for future growth, Stratmar hired Ted McGrath, the former president of FUJI Films Photo Imaging Group, to head the organization. During his tenure at FUJI, annual revenue increased from $400 million to $1.5 billion and market share for FUJI Film grew from 8 percent to 25 percent. The founding Charas family continues to be involved in the company. While the company does not disclose revenue and D&B reflects sales of approximately $30 million, we believe that this figure is substantially understated. We believe that revenue significantly exceeds the $30 million estimate that is publicly available. The National Print Group Headquarters: Chattanooga, Tennessee Revenue: Estimated at $78 million445 Ownership: Privately held – Private equity investment by Wingate Partners Chief Executive: Phil Harris Categories: In-Store Marketing Key Services: Printing services; retail signage and graphics; fulfillment Based in Chattanooga, Tennessee, National Print Group (“NPG”) is one of the leading producers of large format printed materials for the retail point-of-purchase and out-of-home advertising industries. The company is the largest digital, screen, litho, out-of-home and large format POP 445 Cross, Lisa. “Big Printers Get Bigger; Industry Revenues Rise 12 percent and Consolidation Continues.” Graphic Arts Monthly. June 1, 2008. Fall 2008 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY 227 NPG is one of the nation’s largest providers of large format printed materials for the instore environment. We estimate that NPG generates revenue of approximately $78 million. printer in the world. In addition to printing, the company, through its Retail Merchandising Group (“RMG”), offers a variety of retail solutions including analysis of signage programs; prototyping for 3-D samples; hardware expertise; and graphic design and artwork creation with a focus on the in-store environment. The company maintains 80,000 square feet of warehousing and distribution space and provides fulfillment, distribution and data management services. For the out-of-home advertising market, the company produces fleet graphics, automobile wraps, building wraps and billboard signage. NPG has undertaken recent strategic steps to become more efficient and boost sales. In May 2007, the company announced that it would invest $4.5 million to move its entire eastern United States operation to Chattanooga.446 In addition to the $4.5 million capital outlay, the company made a $12 million investment into an 81-inch KBA Rapida press and supporting equipment. The press is said to be the largest in the world. According to reports, the machine will allow NPG to increase sales by 15 to 20 percent per year.447 In 2001, NPG was acquired by Long Point Capital for $70 million.448 In 2006, the company was purchased by Wingate Partners, a Dallas, Texasbased private equity firm. The company generates revenue of $78 million. The Sunflower Group Headquarters: Overland Park, Kansas Revenue: Estimated at $45+ million449 Ownership: Privately held – Garberg Family Chief Executive: Dennis Garberg Categories: In-Store Marketing Key Services: Sampling and demonstration services; event marketing; consumer marketing services; printing services; staffing solutions Headquartered in Overland Park, Kansas, the Sunflower Group provides a broad range of marketing solutions to retailers and CPG companies nationwide. With four offices across the country and 600 employees, 446 Rexroat, Brooks. “National Print Group Expands in $4.5 Million Project.” Chattanooga Times Free Press. May 9, 2007. 447 Pare, Mike. “$12 Million Press Speeds up Jobs.” Chattanooga Times Free Press. July 9, 2006. 448 “Long Point Capital Agreed to Acquire National Print Group.” FactSet Flashwire. November 2, 2001. 449 http://biz.yahoo.com/ic/102/102860.html 228 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY Fall 2008 the company offers in-store product sampling services, newspaper bag advertising, and promotional event planning and staffing. The company executes 6,000 sampling events per week across a variety of channels including grocery, mass and drug. Additionally, Sunflower has a partnership with NewsAmerica Marketing, which provides opportunities for brands to increase awareness and market share through advertisements and product samples in newspaper bags. The company also drives brand recognition by offering event planning services and utilizing various tactics ranging from guerilla marketing and mobile tours, to sponsorship opportunities for clients that include Heineken, Tostitos, Clamato and Dreyers. While the company has diversified to offer a wide range of new services, it continues to maintain its original roots in run of press, or traditional newspaper, advertisement. The Sunflower Group provides a broad range of marketing solutions to retailers and CPG companies. In order to meet the needs of its clients, the company employs the Six Sigma management strategy which is designed to reduce variation and improve the quality of all in-house processes. Moreover, in a move to promote environmentally conscious business practices the company now offers POS materials to retailers that are comprised of 30 percent post-consumer recycled material.450 In 2006, the company was hired to provide all in-store marketing events for every Fry’s Food & Drug Store, a Kroger subsidiary with 115 locations. In addition, since 2005, the company has been the exclusive provider of in-store marketing services to Ralphs.451 Sunflower was founded in 1978 and continues to be owned and operated by the Garberg family. The company generated 2007 revenue of $45 million. Sunflower generated estimated 2007 revenue of $45 million. The Warranty Group Headquarters: Chicago, Illinois Revenue: Estimated at $1.3 billion Ownership: Privately held – Private equity investment by Onex Corporation Chief Executive: David Cole Categories: Warranty Program Services Key Services: Warranty solutions; consumer marketing solutions; employee education; administrative services 450 Sunflower Group website. 451 “Fry’s Marketplace Hires Help to Enhance Marketing Events.” The Progressive Grocer. December 15, 2006. Fall 2008 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY 229 The Warranty Group is one of the nation’s leading providers of extended service plans. The company generated total revenue of $1.3 billion in 2007. Headquartered in Chicago, Illinois, The Warranty Group (“TWG”) is one of the leading providers of extended service plan solutions with more than $5.4 billion in total assets.452 Operating in more than 33 countries, the company specializes in underwriting, administering and marketing warranty and service contracts for manufacturers, retailers, and distributors of consumer electronics, appliances, homes, and automobiles. Additionally, the company provides credit card enhancements and travel and leisure products and programs. TWG offers solutions in four categories – Automotive, Home Warranty, Consumer Electronics and Powersports. The company is one of the world’s largest providers of consumer electronics warranty solutions including parts ordering and fulfillment; claims entitlement; mechanical and electronic repair agreements for the retail consumer channel; sales training; and warranty programs for manufacturers. Formerly known as AON Warranty Group, the company was acquired by Toronto, Canada-based investment firm Onex Corporation. Onex acquired the firm in late 2006 in a transaction valued at approximately $710 million (C$800 million).453 While TWG generated 2007 revenue of $1.3 billion, it is unclear how much of this revenue was attributable to retail-related sales.454 United Natural Foods Headquarters: Dayville, Connecticut Revenue: Estimated at $3.4 billion Ownership: Public – (ticker: UNFI. TEV: $1.249 billion on October 17, 2008) Chief Executive: Michael Funk Categories: Sales, Marketing & Merchandising (Food wholesaling); In-Store Marketing Key Services: Food wholesale and distribution; food retail; food importing Based in Dayville, Connecticut, United Natural Foods (“UNFI”) specializes in the wholesale distribution of natural and organic foods and related products. The company operates in four primary divisions: 1) United Natural Foods East; 2) United Natural Foods West; 3) Albert’s Organics; and 4) Select Nutrition. Additionally, the company owns and operates 13 natural products stores under the Natural Retail Group banner in Florida, Maryland and Massachusetts. The stores offer a wide assortment of natural and 452 Onex Corporation website. 453 “Onex to Acquire Aon Warranty Group For $800 Million.” News Blaze. 2007 454 Onex Corporation website. 230 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY Fall 2008 organic foods, as well as supplements, vitamins and personal care products. Albert’s Organics is the first certified Organic Distributor with nationwide coverage and provides 5,000 food stores, supermarkets and restaurants with high quality organic produce and perishable items from its six distribution centers located throughout the United States. UNFI acquired the privately held company in 1998 for $12 million.455 Select Nutrition was acquired by UNFI in 2004 and distributes more than 14,000 products including minerals, dietary supplements, and health and beauty supplies to pharmacies, health food stores and sports clubs. Moreover, through its Edison, New Jersey-based subsidiary Hershey Import Company, Inc., the company also specializes in the international importing, processing and packaging of nuts, seeds, trail mix, organic products and snack items. Hershey, which UNFI acquired in 1998, sells its products under the EXPRESSsnacks, Woodfield Farms, and Woodstock Farms labels, as well as providing private label services to a variety of retail channels. UNFI is another example of a food wholesaler that has migrated into SMMA services. Similar to Bozzuto’s and Johnson O’Hare, UNFI reflects the overlap that exists between traditional food wholesalers and SMMAs. In addition to its distribution services, UNFI also offers its customers inventory management, merchandising, marketing, promotional and event management services to increase sales and enhance customer satisfaction. The company distributes to all retail channels including independent health food retailers, regional and national supermarkets, foodservice providers and buying clubs. It has been the primary distributor to the largest natural foods retailer in the United States, Whole Foods Markets, for the past 10 years. Other customers include Kroger, Wegman’s, Stop and Shop, Fred Meyer’s, Lowe’s, Costco and BJ’s Wholesale. Product offerings include organic grocery, nutritional supplements, vitamins, personal care products, pet care, health and beauty, frozen foods and general merchandise. UNFI maintains almost 3.3 million square feet of warehouse capacity in 18 distribution centers nationwide. The company was named by Fortune Magazine to the list of “Most Admired Companies” in 2006 and 2007. UNFI offers a range of in-store merchandising and marketing services. UNFI continues to expand, and in December 2007 it agreed to lease a 614,000 square foot industrial building in Moreno Valley, CA.456 In addition, earlier this year the company announced that it will relocate its New Oxford, Pennsylvania operations to a new 675,000 square foot distribution facility in 455 Capital IQ. 456 “IN BRIEF.” The Press Enterprise. December 22, 2007. Fall 2008 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY 231 UNFI has been acquisitive in recent years. York, Pennsylvania. This move should be completed by the end of 2008.457 In November 2007 the company added $300 million to its top line by acquiring specialty food distributor Millbrook Distribution Services for $85 million.458,459 The transaction accelerates UNFI’s strategic push into high growth segments and gives the company an immediate presence in the specialty food market. As of October 17, 2008, the company generated LTM revenue and EBITDA of $3.4 billion and $115 million, respectively, and was trading at 10.9x EBITDA.460 U.S. Security Associates Headquarters: Roswell, Georgia Revenue: Estimated at $480 million in 2006461 Ownership: Privately held Chief Executive: Charles Schneider Categories: Retail Security Services Key Services: Uniformed security; loss prevention; security consulting; video surveillance; inventory solutions; facility maintenance U.S. Security Associates is one of the nation’s largest security services providers. Headquartered in Roswell, Georgia, U.S. Security Associates is one of the largest providers of uniformed security personnel and related security services in the United States. Employing more than 24,000 people, U.S. Security offers armed and unarmed security officers, special events security, risk analysis, security consulting and loss prevention services to mall operators and retailers, financial institutions, office buildings, residential communities, government facilities, colleges and universities, health care and distribution facilities, as well as companies in the manufacturing and industrial sectors. The company was the first uniformed security company to become ISO 9001:2000 certified in all its locations. Other divisions include Loss Prevention and OutSource Partners, a leading facilities management company providing services to clients in the retail, commercial, industrial, 457 “Largest Distribution Center in the Company’s Nationwide Network, Facility Will Pursue LEED Certification.” Press Release. April 15, 2008. 458 “UNFI Completes Merger with Millbrook Distribution Services, Inc.” Progressive Grocer. November 6, 2007. 459 Capital IQ. 460 Ibid. 461 Healy, Peter. “Darien Entrepreneur Plans 2nd Security Company IPO.” The Stamford Advocate. December 23, 2007. 232 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY Fall 2008 educational markets. The company’s growth can be attributed to a number of aggressive acquisitions. Since 1994, U.S. Security has acquired 43 companies and continues to look for strategic add-ons. Most recently, in August 2007, U.S. Security purchased Cranston, Rhode Island-based Blackstone Valley Security.462 Terms of the deal were not disclosed. While revenue information was difficult to find, we estimate that U.S. Security generated annual revenue of $480 million in 2006. Revenue was estimated to be $480 million in 2006. Vesdia Corporation Headquarters: Atlanta, Georgia Revenue: NA Ownership: Privately held Chief Executive: Jim Douglass Categories: Loyalty Program Services Key Services: Loyalty programs; consumer marketing solutions Headquartered in Atlanta, Georgia, Vesdia is a leading provider of merchant funded loyalty marketing solutions for financial institutions, affinity groups and merchants. These programs drive marketplace differentiation and ultimately customer loyalty and profitability. Originally founded in 2000 under the name BabyMint, the company rebranded itself in 2003 to more appropriately encompass the breadth of services offered, including private-label loyalty programs. Leveraging the company’s proprietary technology, Vesdia’s suite of services include: consulting services; credit, debit, and affinity reward program design and management; customer database management, targeting and analytics; loyalty and reward program design and management; marketing services; merchant-funded rewards solutions; relationship marketing tools and services; and reward redemption solutions. The company’s merchant funded rewards network, comprised of 60 national brick and mortar retailers; more than 100,000 grocery and drug store locations; over 8,500 restaurants and 600 online merchants, allows consumers to received up to 30 percent back on purchases at participating vendors.463 Redemption options include micro-investing (setting aside rebates in the form of incremental investments in 529 college savings plans, Vesdia is a leading provider of merchantfunded loyalty marketing solutions. 462 “Blackstone Valley Security Acquired by Ga. Firm.” Providence Business News. August 28, 2007. 463 “Vesdia Expands Merchant-Funded Rewards Network.” The Green Sheets. April 7, 2008. Fall 2008 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY 233 mutual funds or other investment products in exchange for consumer loyalty), charitable donations or gift cards, merchandise, travel, etc. Clients include retailers such as Macy’s, Apple, Target and Staples. For retailers, the company offers full-service loyalty program implementation and monitoring including marketing of the program, tracking transactions, and facilitating the redemption of rewards for members. The company rewards customers based on spending levels, purchase frequency, sales channel, product category and sales volume. Clients include leading retailers such as Macy’s, Apple, Target, Staples, and Home Depot; hotel chains such a Marriott; airlines such Hawaiian airlines; and four of the top five credit card issuers. In order to further the growth of the company into the financial services sector, James Douglass was appointed as Chief Executive Officer in 2008. He was previously a member of the Board of Directors and was formerly President of Swingvote. While the company does not disclose annual revenue, according to a press release in 2006 the company drove more than $100 million in sales to merchants that participate in its loyalty and rewards program.464 Vestcom International Headquarters: Little Rock, Arkansas Revenue: Estimated at $200 million465 Ownership: Privately held – Private equity investment by Lake Capital and The Stephens Group Chief Executive: Steve Bardwell Categories: In-Store Marketing; Loyalty Program Services Key Services: Consumer marketing services; printing services; loyalty and gift card manufacturing Vestcom is a leading provider of instore marketing communications. Headquartered in Little Rock, Arkansas, Vestcom International is a leading provider of in-store and point of purchase marketing communications material specializing in shelf-edge communications. The company provides shelf unit price labels, in-store signage, ad tags and loyalty cards to some of the largest grocery, drug and mass merchant chains in the country. Its services include processing, digital printing, electronic presentment and on-time distribution of in-store retail communications with variable data. Vestcom leverages its extensive resources to provide retailers with greater 464 “Vesdia To Drive $100 Million in Retail Sales.” PR Newswire US. September 28, 2006. 465 http://web.archive.org/web/20060622234635/vestcom.com/retail/faq.shtml 234 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY Fall 2008 efficiency in delivering accurate pricing information to store shelf and reducing labor costs. Product information may be updated as frequently as 5,000 to 7,000 times per week in a single store and can be delivered to anywhere in the United States within 1-2 days through ten production facilities.466 Vestcom has a long history of innovation, including the development of the first unit shelf price labels in 1972; the introduction of the digital color for shelf labels and shelf talkers in 1998, allowing retailers for the first time to display full-color images of products; and in 2003 with the introduction of AdTags (now known as Vestcom ShelfTalkers), a product that merges point-of-purchase advertising in full color with the ability to achieve 100 percent price compliance.467 The company’s client list includes eight of the top ten grocery supermarket chains, including Kroger, Safeway, Delhaize America (Food Lion), Ahold USA and SUPERVALU; four of the five top drugstore chains including Walgreens, CVS and Albertsons Drug Stores; and mass merchandisers such as Target and Dollar General. Additionally, the company provides retail solutions to CPG companies including P&G, Johnson & Johnson, General Mills and Unilever.468 Vestcom’s clients include eight of the ten largest supermarket chains. In April 2008, Vestcom announced the introduction of a turnkey health and wellness grocery marketing program called Healthy Aisles. The new program will be headed by nutritionist Anissa Buckley, who joined the firm after her company, No Excuse Nutrition, was acquired by Vestcom. The new program offers color coded labels that allow customers to easily identify foods that are nutritious, organic or meet special dietary needs. This program will enable consumer to make healthier food choices quickly by identifying nutritional and health information at the shelf edge.469 Vestcom, which was founded in 1969, became publicly traded in 1997. In 2002, Cornerstone Equity Investors took the company private in a deal valued at $85 million, with Cornerstone providing nearly $36 million in equity.470 In 2007, a majority interest in the company was purchased by Lake Capital and The Stephens Group, private equity firms based in Chicago and Little Rock, respectively, for $158 million.471 Annual sales are estimated to be approximately $200 million. Vestcom was acquired by Lake Capital and The Stephens Group in 2007. 466 467 468 469 Lake Capital website. Vestcom website. Ibid. “Vestcom International, Inc. Launches Turnkey In-Store Nutritional Program.” BusinessWire. February 4, 2008. 470 Monks, Matthew. “Cornerstone Equity Sells Label Maker Vestcom International.” LBO Wire. April 20, 2007. 471 Cornerstone Equity Investors website. Fall 2008 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY 235 Vomela Specialty Company Headquarters: St. Paul, Minnesota Revenue: Estimated at $80 million472 Ownership: Privately held – Thomas Auth Chief Executive: Thomas Auth Categories: In-Store Marketing Key Services: Printing; signage and graphics; fixtures; display installations Vomela is one of the nation’s largest companies with a focus on in-store signage. Headquartered in St. Paul, Minnesota, Vomela Specialty Company is one of the nation’s largest graphic printing companies specializing in retail signage, fleet signage, motorsports, restaurant signage, OEM graphics and environmental graphics. The company has locations in Santa Fe Springs and San Francisco, California; Elkhart and Whitestown, Indiana; Benton Harbor, Michigan; High Point and Concord, North Carolina; and Atlanta, Georgia. Retail Signage solutions include visual merchandise graphics, POP displays, store roll-outs, seasonal signage, permanent fixtures, category signs and cash wrap visuals. The company provides fleet graphics for trailers, tankers, service vehicles and vans, motorcoaches and trailers. Through its MotorSports Designs subsidiary, Vomela is the leading manufacturer of motorsports graphics providing more than 60 percent of NASCAR teams with their racing graphics.473 The company is also the leading provider in the design, printing and fabrication of OEM graphics for motorhomes, towable RV’s such as travel trailers and fold downs, and marine vehicles. Additionally, Vomela offers quick service restaurant signage and environmental graphics for office buildings, sports venues and showrooms. In addition to providing printing services, Vomela also provides a range of value-added services to its client base. Services include design, fabrication, kitting and installation. Vomela has been very acquisitive. Founded in 1947, the company has grown tremendously since it was purchased by Tom Auth in 1990. Since 1997, the company has acquired seven companies, all of which are related to retail, fleet or commercial graphics. In 2007, Vomela acquired San Francisco, California-based National Corporate Identity Systems, a leading supplier of graphic products and solutions. The corporate roll-up strategy reflects Tom Auth’s background. As an investor or CEO, Auth has been involved in the acquisition of more 472 “Control Data’s Legacy Gets a Celebration.” St. Paul Pioneer Press. October 11, 2007. 473 “Motorsports Designs Acquired by Vomela Specialty Co.” Truckseries.com. May 1, 2006. 236 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY Fall 2008 than 20 companies. Most notably, he was Chairman and CEO of ITI Technologies, overseeing $120 million in financing and generating annual sales of $125 million. ITI eventually merged with Interlogix and was then sold to General Electric in 2002.474 Vomela generated estimated annual revenue of $80 million in 2007. Vomela generates revenue of approximately $80 million. Warehouse Demo Services Headquarters: Kirkland, Washington Revenue: Estimated at $125 million475 Ownership: Privately held Chief Executive: Ted Koehn Categories: In-Store Marketing Key Services: Sampling and demonstration services Based in Kirkland, Washington, Warehouse Demo Services (“WDS”) is one of the nation’s leading product demonstration organizations providing services exclusively to Costco. The company provides sampling and demonstration services to 160 Costco locations throughout the western United States, Hawaii and Alaska and employs more than 6,000 individuals. Customers include General Mills, Heinz, Foster Farms, Kellogg’s, Nestle and Tyson. Along with basic demonstration services, WDS offers more targeted approaches including Costco Road shows, which are utilized to promote special event products; and Profile Demos that provide demonstration services for high end items. Founded in 1989, the company is led by President Ted Koehn and CFO Brent Ellis. WDS generates estimated revenue of $125 million. Warehouse Demo Services is a leading provider of sampling and demonstration services to Costco. 474 Youngblood, Dick. “The Dealmaker: Since the Mid-1970s, Tom Auth has been Involved in the Acquisition of 20 Companies.” Star Tribune. July 27, 2003. 475 http://www.manta.com/coms2/dnbcompany_0lc48x Fall 2008 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY 237 Warrantech Headquarters: Bedford, Texas Revenue: Estimated at $123 million476 Ownership: Privately held – Private equity investment by H.I.G. Capital Chief Executive: Joel San Antonio Categories: Warranty Program Services Key Services: Warranty solutions; installation services; employee education; replacement and repair solutions; administrative services Warrantech is a leading provider of service contracts and extended warranty solutions. Based in Bedford, Texas, Warrantech is a leading provider of service contracts and extended warranty services to the consumer products and automotive industries worldwide. The company’s Consumer Products Services group develops and administers customized extended warranty and product replacement plans for consumer electronics, major appliances, computers, security systems, jewelry, lawn and garden furniture and other home office electronic equipment that is sold through retailers, manufacturers, distributors and buying groups. The Home Warranty program provides homeowners with coverage against mechanical breakdowns of covered systems and appliances in the home. The company’s Automotive Group administers extended warranty and service contract plans for light trucks, motorcycles, recreational vehicles, automobiles, and automotive components offered through leasing companies, financial institutions, franchised and independent car dealerships and repair facilities. Additionally, Warrantech offers direct marketing of extended warranties and service plans to consumers, as well as call center and technical computer support services to clients. Warrantech was taken private by H.I.G. capital in 2007. This year, Warrantech expanded its suite of service offerings for medium and small sized retailers by joining forces with Support.com for computer support services; MyStar for cell phone services; and CEI for home theater installations.477 Faced with mounting corporate governance costs and liquidity concerns, the company was taken private by Miami-based H.I.G. Capital in 2007. The total transaction value was approximately $34 million, with an assumption of $20 million in debt.478 At the time of acquisition, Warrantech lost $2.7 million of EBITDA on $123 million of revenue.479 476 Capital IQ. LTM as of September, 30 2006. 477 Wolf, Alan. “Warranty Providers Kick Off New Year With Innovative Programs.” TWICE Magazine. February 11, 2008. 478 Capital IQ. 479 Ibid. 238 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY Fall 2008 Whiting-Turner Construction Headquarters: Baltimore, MD Revenue: Estimated at $3.3 billion Ownership: Privately held Chief Executive: Willard Hackerman Categories: Design, Build & Installation Key Services: Construction services Headquartered in Baltimore, Maryland, Whiting-Turner Construction is the largest provider of construction services to the retail industry. The company provides general contracting services, construction management and design and build services and solutions. The employee-owned firm provides services primarily to large commercial, institutional, and infrastructure projects in the United States. A key player in retail construction, the company also undertakes projects such as biotech cleanrooms, theme parks, educational facilities, stadiums, and corporate headquarters for clients such as AT&T and General Motors. G. W. C. Whiting and LeBaron Turner founded the company in 1909 to build sewer lines. In 1955, Willard Hackerman became president of Whiting-Turner. As only the second president in the company’s history, Hackerman has turned WhitingTurner into a leading player in the industry. Today, the company maintains a 5A-1 Dun & Bradstreet rating, the only top 15 ENR domestic building constructor with this highest rating, and has a bonding capacity of $4 billion. The company, which operates without debt, generated total revenue of $3.3 billion and retail billings of $1.2 billion in 2007.480 Whiting-Turner is one of the largest players in retail construction. The company generated $1.2 billion of retail billings in 2007. 480 “Top Retail Contractors.” Retail Construction Magazine. March/April 2008. Fall 2008 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY 239 WIS International Headquarters: Mississauga, Canada Revenue: Estimated at $350 million481 Ownership: Privately Held – Private equity investment by American Capital Strategies Chief Executive: Sean Davoren Categories: Sales, Marketing & Merchandising; In-Store Marketing Key Services: Retail inventory solutions; in-store merchandising; display setup and installations WIS is a leading inventory management and merchandising solutions provider. Clients include Rite Aid, Lowe’s, New York & Co. and WalMart. Based in Mississauga, Canada, WIS International is a leading inventory management and merchandising solutions provider to retailers and manufacturers worldwide. The company has more than 220 offices with an international footprint in the U.K., China, Japan, Mexico, Brazil and Argentina. WIS provides a wide range of services to major retailers including Rite Aid, Lowe’s, Walgreen’s, New York & Company, Wal-Mart and Dollar General.482 The company conducts more than 200,000 physical inventory counts per year, making it one of the world’s largest service providers.483 Inventory services include price verification, cycle and physical inventory counts and vendor audits. Merchandising and retail solutions include fixture implementation, reset and remodels, reverse logistic services, in-store surveys and other data collection services. Additionally, the company provides in-store marketing solutions via its partnership with Dallas, Texas-based Combustion Media. In November 2007, the companies announced that they would be providing in-store media units to all 49 stores of Texas-based regional grocer Minyard Food Stores and all 76 Lowe’s Pay & Save stores located in Texas, New Mexico and Arizona.484,485 Combustion Media provides retailers with the AirShow Aisle Marker, a two-sided electronic fixture suspended above the floor at each end of the aisle, used to list aisle categories and provide additional advertising space for CPG manufacturers. In January 2007, American Capital Strategies purchased an 81 percent stake in WIS from Onex Corporation for $411 million. Four months later, American Yahoo Finance. American Capital Strategies press release. WIS website. “Minyard to Install Ad-Supported Aisle Markers in 49 Stores.” Progressive Grocer. November 27, 2007. 485 www.combustionmedia.com. 481 482 483 484 240 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY Fall 2008 Capital successfully syndicated $164 million debt obligations for the transaction.486 Onex, the Toronto-based private equity firm, realized a return of 8x its original investment in WIS.487 Onex’s ownership began in 2003 with the acquisition of Western Inventory Services. Under Onex’s oversight, the business grew to become Canada’s largest inventory verification service provider. In 2005, Onex merged the company with Washington Inventory Services, one of largest inventory service providers to retailers in the United States, to form WIS. San Diego, California-based Washington was part of Huffy Corporation until 2001 when an investor group, including private equity firm Sterling Investment Partners, purchased the company for $85 million.488 We estimate that WIS generates revenue of approximately $350 million. WIS was acquired by American Capital in 2007. 486 “American Capital Completes the Syndication of Over $1 Billion in Credit Facilities for 10 Portfolio Companies in 2007.” PR newswire. August 1, 2007. 487 “Q1 2007 Onex Corp. Earnings Conference Call – Final.” FD Wire. May 10, 2007. 488 Holman, Kelly. “Inventory Business Fetches $411M.” The Deal. January 25, 2007. Fall 2008 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY 241 Statistical Snapshot HISTORICAL MONTHLY RETAIL SALES 300 RETAIL CAPITAL EXPENDITURES Twenty-Four Months Ended September, 2008 280 40 $ in Billions $ in Billions Fifty Top U.S. Retailers Trailing Twelve Months Data 50 260 240 220 30 20 10 200 Dec Mar Jun 2007 Sep Dec Mar Jun 2008 0 Sep Oct Jan Apr Jul 2007 Oct Excluding Wal-Mart Source: Census Bureau, Excl. Auto & Auto Parts Jan Apr Jul 2008 Wal-Mart Source: SEC Filings, Lincoln International CONSUMER CONFIDENCE 125 HISTORICAL GAS PRICES University of Michigan Index of Consumer Sentiment Twenty-Four Months Ended October, 2008 500 Fuel Prices at the Pump, All Grades Twenty-Four Months Ended September, 2008 450 Index Base = 8200 110 95 80 65 400 350 300 250 200 50 Jan APr Jul 2007 Oct Jan Apr Jul 2008 Dec Oct Jun 2007 Sep Dec Mar Jun 2008 Sep Source: Bureau of Labor Statistics Source: University of Michigan CONSUMER PRICE INDEX 225 Mar UNEMPLOYMENT RATE Twenty-Four Months Ended September, 2008 8.0 Twenty-Four Months Ended September, 2008 Index Base = 8200 220 6.5 215 5.0 210 3.5 205 200 Dec Mar Jun Sep 2007 Dec Source: Bureau of Labor Statistics 242 Mar Jun 2008 Sep 2.0 Dec Mar Jun Sep 2007 Dec Source: Bureau of Labor Statistics Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY Mar Jun 2008 Sep Fall 2008 Comp Store Sales Tracker Selected Comparable Store Sales Data Company Name Sep-08 Aug-08 Specialty Apparel / Goods Abercrombie & Fitch Aeropostale American Eagle Outfitters The Buckle Cache, Inc. Cato Corp. Chico’s The Children’s Place Gap Hot Topic Limited Brands Mothers Work Neiman Marcus Group Nordstrom Pacific Sunwear Ross Stores Saks Inc. TJX Cos. Wet Seal Inc. Zumiez, Inc. General Merchandise BJ’s Wholesale Bon-Ton Stores Costco Dillard’s Duckwall-ALCO Fred’s Gottschalks JCPenney Kohl’s Stage Stores Stein Mart Target Corp. Wal-Mart Drug Store Longs Rite Aid Walgreen Total Comp Store Sales Fall 2008 -4.9% -14.0% 5.0% -6.0% 19.7% -6.0% -3.0% -15.6% 0.0% -11.0% -1.8% -6.0% -1.3% -12.0% -9.6% -5.0% -2.0% -10.9% -1.0% -7.5% -9.0% -4.7% 10.4% -4.6% 8.0% -12.0% -5.1% 1.1% -11.8% -12.4% -5.5% -13.6% -14.8% -3.0% 2.0% 1.6% -1.7% 1.7% 4.7% -4.3% -2.0% -11.0% 13.0% -5.0% 22.4% -6.0% -8.0% -10.0% 0.0% -8.0% -2.7% -7.0% 7.2% -0.5% -7.9% -6.0% 3.0% -5.9% 0.0% -8.7% 0.2% -3.1% 15.4% -10.3% 9.0% -7.0% -11.1% 2.1% -11.1% -4.9% -5.8% -8.3% -9.9% -2.1% 3.5% 0.2% -1.4% 1.1% 0.9% -2.2% Lincoln International Jul-08 -1.6% -7.0% 13.0% -7.0% 20.9% 2.0% -1.0% -18.5% 0.0% -11.0% -2.1% -5.0% 2.8% -1.7% -6.1% -4.0% 4.0% -5.3% 3.0% -8.2% -1.4% -0.3% 16.7% 0.7% 10.0% 2.0% -6.0% 4.6% -2.1% -6.5% -10.4% -6.2% -8.7% -1.2% 3.0% 0.6% -3.5% 1.2% 4.1% -1.0% Jun-08 0.8% -3.0% 12.0% -11.0% 28.9% 6.0% 4.0% -12.9% 16.0% -7.0% -0.3% -9.0% 0.8% -2.4% -18.6% 3.0% 8.0% 1.9% 5.0% -2.9% -3.4% 1.8% 16.5% -6.5% 9.0% -5.0% 12.8% 6.5% -9.5% -2.4% 2.3% 1.2% -7.7% 0.4% 6.4% 1.4% 1.1% -0.4% 3.4% 1.2% May-08 Apr-08 1.1% -1.0% 6.0% -9.0% 34.7% 5.0% 2.0% -16.9% 10.0% -14.0% -0.2% -6.0% 4.3% 0.2% 10.9% -3.0% 7.0% -8.7% 2.0% -2.0% 0.2% -1.7% 13.4% -9.9% 9.0% -7.0% -2.0% 3.4% -8.6% -4.4% -7.2% 0.1% -12.4% -0.7% 4.4% 1.3% -1.4% 1.3% 3.9% 0.1% 5.0% 6.0% 25.0% 2.0% 34.0% -1.0% 5.0% -15.5% 15.0% -6.0% -2.5% -5.0% 2.3% -1.9% -3.8% 4.0% 8.0% 23.9% 8.0% -1.9% 4.1% 1.8% 17.8% -0.9% 8.0% -4.0% -8.6% 4.3% -3.9% -1.7% 3.5% -1.0% 3.2% 3.1% 3.8% 0.2% -1.5% 0.5% 1.6% 3.4% Mar-08 Feb-08 -5.1% -10.0% 2.5% -12.0% 20.9% 0.0% -9.0% -20.7% -3.0% -18.0% -3.5% -8.0% -6.0% 0.4% -9.1% -8.0% -2.0% -2.9% 0.0% -10.8% -3.0% -6.2% 6.0% -5.3% 7.0% -10.0% -5.6% 1.2% -15.4% -12.3% -15.5% -10.3% -17.1% -4.4% 1.1% 3.3% 2.8% 2.6% 4.4% -4.8% 0.1% -2.0% 7.0% -4.0% 24.3% 4.0% 3.0% -14.9% 5.0% -6.0% -2.3% -9.0% 4.8% -7.3% -5.8% 6.0% 4.0% 3.4% 3.0% -8.2% -2.6% -2.4% 5.9% -7.2% 7.0% -2.0% -6.8% 1.1% -9.5% -6.7% -3.8% -2.5% -10.4% 0.5% 3.0% 3.9% 1.2% 2.2% 8.3% -0.5% Jan-08 -0.8% 0.0% 4.7% -7.0% 19.1% 7.0% -2.0% -22.1% 6.0% -2.0% -3.6% -8.0% -2.1% 3.3% -6.6% -7.4% 1.0% 4.1% 3.0% -5.7% 1.7% 0.1% 7.8% -1.3% 7.0% -12.0% 21.2% -1.2% -7.4% -1.9% -8.3% 1.0% -2.5% -1.1% 0.5% 2.3% 1.0% 2.0% 3.8% -0.2% RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY 243 Retail CapEx Monitor Fifty Large U.S. Retailers (Last Twelve Months Ended, $ in Millions) 244 Company Name LTM 31-Jul 30-Apr 2008 31-Oct LTM 31-Jul 30-Apr 2007 31-Oct LTM 31-Jul Abercrombie & Fitch % YoY Change Aeropostale % YoY Change American Eagle Outfitters % YoY Change AnnTaylor Stores % YoY Change Barnes & Noble % YoY Change Belk Inc. % YoY Change Big Lots % YoY Change BJ’s Wholesale Club, Inc. % YoY Change Borders Group % YoY Change Bon-Ton Stores % YoY Change Casual Male Retail Group % YoY Change Charming Shoppes % YoY Change Chico’s FAS, Inc. % YoY Change Collective Brands % YoY Change Dick’s Sporting Goods % YoY Change Dillard’s, Inc. % YoY Change Dollar Tree Stores % YoY Change Foot Locker % YoY Change Fred’s, Inc. % YoY Change Gap Inc. % YoY Change Home Depot, Inc. % YoY Change Hot Topic $401 -5% $83 38% $288 18% $148 -4% $226 20% $172 -5% $93 131% $95 -33% $130 -33% $118 28% $18 -31% $102 -33% $177 -20% $153 -4% $229 30% $272 -28% $166 -6% $144 -14% $28 0% $568 -14% $2,948 -18% $38 $381 -14% $83 69% $259 0% $152 -4% $202 11% $191 5% $71 87% $83 -52% $138 -31% $119 23% $19 -22% $122 -17% $190 -12% $154 2% $202 11% $334 -5% $182 6% $145 -17% $31 12% $674 12% $3,311 -6% $47 $403 0% $82 83% $250 11% $140 -16% $197 10% $203 6% $60 68% $90 -53% $143 -19% $110 15% $21 -6% $138 3% $202 -7% $167 41% $172 6% $396 24% $189 8% $148 -10% $31 18% $682 19% $3,558 0% $49 $404 8% $78 58% $255 39% $142 -4% $192 7% $202 13% $49 36% $113 -40% $188 2% $110 33% $23 11% $149 17% $214 -5% $157 50% $174 30% $389 0% $188 14% $153 -11% $32 16% $685 23% $3,550 0% $47 $422 31% $60 5% $243 66% $154 5% $189 13% $181 -4% $41 3% $141 -14% $193 -3% $92 37% $25 51% $152 25% $222 15% $159 94% $176 22% $378 -12% $176 15% $168 6% $28 18% $661 18% $3,609 2% $41 $440 56% $49 -15% $260 169% $157 -6% $181 1% $182 0% $38 -36% $173 21% $201 3% $97 132% $25 51% $147 33% $217 23% $151 131% $181 40% $353 -18% $173 17% $174 15% $28 3% $603 6% $3,533 -6% $37 $404 57% $45 -23% $226 177% $166 -12% $179 -4% $191 15% $36 -48% $191 55% $204 4% $95 226% $23 45% $133 28% $218 48% $119 84% $163 9% $321 -30% $175 26% $165 6% $27 -5% $572 -5% $3,542 -9% $39 $374 63% $49 -11% $183 160% $149 -23% $179 -12% $179 -7% $36 -58% $186 52% $203 14% $83 212% $21 28% $128 48% $226 95% $105 47% $133 -28% $387 -9% $165 11% $171 20% $28 10% $558 -3% $3,538 -12% $40 $323 47% $57 11% $146 86% $147 -19% $168 -17% $189 19% $39 -64% $165 21% $198 24% $67 133% $17 -6% $121 64% $193 85% $82 0% $144 -12% $429 13% $153 -6% $158 5% $24 -17% $558 2% $3,549 -16% $42 % YoY Change J. Crew Group % YoY Change JCPenney Company % YoY Change Jo-Ann Stores, Inc. % YoY Change Kohl’s Corporation % YoY Change Kroger Co. % YoY Change -7% $83 34% $1,141 9% $50 6% $1,298 -12% $2,104 5% 27% $85 66% $1,268 42% $44 -15% $1,514 28% $2,095 12% 26% $81 76% $1,243 61% $38 -35% $1,542 33% $2,126 26% 19% $76 119% $1,151 64% $45 -52% $1,510 37% $2,133 45% -2% $62 117% $1,047 68% $47 -67% $1,471 32% $1,995 43% -42% $51 116% $890 58% $51 -65% $1,184 27% $1,871 38% -44% $46 110% $772 44% $58 -59% $1,163 36% $1,683 29% -45% $35 78% $700 44% $94 -16% $1,102 21% $1,473 8% -46% $29 77% $625 38% $140 84% $1,118 30% $1,397 -4% Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY Fall 2008 Retail CapEx Monitor Fifty Large U.S. Retailers (Last Twelve Months Ended, $ in Millions) Company Name LTM 31-Jul 30-Apr 2008 31-Oct LTM 31-Jul 30-Apr 2007 31-Oct LTM 31-Jul Limited Brands, Inc. % YoY Change Longs Drug Stores % YoY Change Lowe’s Companies % YoY Change Macy’s Inc. % YoY Change Men’s Wearhouse % YoY Change Michaels Stores % YoY Change New York & Company % YoY Change Nordstrom, Inc. % YoY Change Pacific Sunwear % YoY Change Pep Boys % YoY Change PetSmart % YoY Change Ross Stores % YoY Change Saks Incorporated % YoY Change Sears (Pro Forma) % YoY Change Stage Stores, Inc. % YoY Change Staples, Inc. % YoY Change Stein Mart, Inc. % YoY Change Talbots, Inc. % YoY Change Target Corporation % YoY Change Tiffany & Co. % YoY Change TJX Companies, Inc. % YoY Change Wal-Mart Stores, Inc. % YoY Change Williams-Sonoma % YoY Change TRAILING 12 MOS CAPEX % YoY Change TTM CAPEX (EX-WMT) % YoY Change $621 -11% $157 7% $3,932 -3% $875 -36% $123 22% $77 -43% $71 -12% $574 55% $92 -42% $155 177% $286 0% $242 31% $137 -3% $569 -7% $114 50% $434 -10% $23 -31% $80 -27% $3,926 -10% $166 -10% $569 37% $13,040 -18% $234 19% $37,803 -11% $24,763 -6% $707 17% $163 18% $4,108 6% $950 -30% $144 100% $93 -29% $79 2% $557 84% $95 -41% $39 -31% $295 16% $231 -9% $134 -6% $637 17% $105 38% $480 0% $26 -36% $82 -24% $4,136 -2% $180 6% $543 44% $14,227 -9% $234 27% $40,339 -1% $26,112 4% $749 37% $162 8% $4,010 2% $994 -25% $126 73% $100 -30% $76 -9% $501 89% $106 -33% $43 -14% $294 22% $236 5% $141 14% $570 12% $95 33% $470 -11% $26 -47% $85 -19% $4,369 11% $186 6% $527 39% $14,937 -5% $212 11% $41,478 4% $26,541 10% $753 49% $157 12% $4,104 7% $1,213 15% $116 87% $121 -14% $73 -7% $435 71% $146 5% $59 28% $291 47% $220 1% $147 -35% $588 9% $85 24% $492 -5% $30 -39% $103 23% $4,342 16% $194 12% $492 27% $15,145 -3% $206 16% $41,918 8% $26,773 16% $699 46% $146 10% $4,058 14% $1,367 49% $101 81% $135 6% $81 5% $371 45% $158 28% $56 -3% $285 52% $185 -18% $141 -33% $614 14% $76 15% $480 -10% $33 -29% $110 51% $4,392 25% $184 10% $416 -9% $15,825 6% $197 24% $42,241 14% $26,416 19% $606 29% $138 6% $3,891 12% $1,356 56% $72 19% $132 2% $77 -7% $303 14% $161 38% $56 -22% $255 39% $253 42% $142 -36% $546 -3% $76 3% $478 -6% $41 5% $108 47% $4,227 19% $170 1% $377 -23% $15,613 4% $184 18% $40,709 10% $25,096 14% $548 14% $150 41% $3,916 16% $1,317 39% $73 10% $143 20% $83 2% $264 -3% $158 45% $50 -42% $241 46% $224 27% $124 -48% $508 -7% $72 -4% $529 16% $49 40% $104 43% $3,928 16% $175 18% $378 -24% $15,666 8% $191 26% $39,815 10% $24,149 12% $507 11% $140 49% $3,826 24% $1,051 -1% $62 -24% $140 34% $79 -2% $254 -11% $138 43% $46 -54% $198 17% $217 23% $225 55% $538 -19% $68 -8% $519 22% $49 73% $84 6% $3,735 6% $174 14% $386 -29% $15,567 11% $177 13% $38,685 8% $23,118 6% $479 8% $132 58% $3,570 20% $916 -22% $56 -42% $127 28% $76 2% $256 -7% $124 37% $58 -43% $187 10% $226 22% $211 2% $539 -37% $66 -7% $536 44% $47 87% $73 -9% $3,513 2% $167 13% $456 -11% $14,887 9% $159 -10% $37,140 4% $22,253 2% Fall 2008 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY 245 Glossary Adjacency: The layout of the store that shows how each planogram or rack is set next to each other. Back Room: Stockroom or receiving area where reserve product is stored. Back Tag: A printed card used to hang from a peg hook showing that a product is out of stock, the number of facings, SKU and description. Base: The bottom flat part of each gondola section, sometimes referred to as shelf 1. Blitz: A type of merchandising that denotes a rapid roll-out of a product or planogram within a geographic area. A blitz is usually coordinated with an ad date or promotional event. Building a Display: Arranging and putting together merchandise or sample products, usually from scratch. Category: Refers to the section (set) in the store i.e. Domestics. Clearance Merchandise: Merchandise that the retailer has discontinued and cannot charge back to the manufacturer, usually seasonal and priced to sell quickly. CPG: Consumer packaged goods. Cross Merchandise: Mixing merchandise from several different departments on one merchandise display; a porduct merchandised in more than one category. Cut-In: When a new product is introduced, the manufacturer usually likes to cut-in the new product into the existing planogram via a revision. Cycle: A set period of time where a merchandising visit can be performed. Demonstration: Showing how to complete a task. Sometimes called a demo, often used in conjunction with food sampling. Display: An entire gondola side, counter, category set complete with product and point of purchase materials. Divider: Used along with fencing to separate product on the shelves. Dummy Facings: When the actual product is not in stock, another product with the same dimensions is temporarily faced backwards to ensure correct space is left on the shelf. 246 Source: National Association for Retail Marketing Services Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY Fall 2008 Dump Table: A table or bin used to display merchandise. End Cap: A three or four foot section located at the end of a gondola used to merchandise seasonal, temporary or promotional product. High margin items are placed on end caps to generate impulse purchases. Facing: The number of times a product is merchandised on the shelf or peg hook. Some better selling products have more than one facing. Fast-Back Hook: A two prong hook that attaches to the pegboard. Fencing: Acrylic rails secured to the front of the shelf to contain product on the shelf. Fixture Accessory: Shelves, peg hooks, etc. Fixture: A display furnishing to hold merchandise. FMOT: An abbreviation for “First Moment of Truth.” A term used by P&G to denotes the moment at which a shopper makes the decision to purchase a specific product on a store shelf. Free Standing Store: A retail outlet that stands by itself and is not attached to a mall or shopping center. Front Runner: Plastic strips that attach to the pegs to hold the labels. Gondola: A type of free-standing shelving unit where products are merchandised, usually secured to the floor. Hang Tag: Manufacturer’s label describing the merchandise. Also a hanging price tag used on garments and other merchandise. Identified Sticker: A sticker adhered to product packaging which communicates that the item is protected against theft or shoplifting. Inventory Shrink: Reduction in inventory caused primarily by shoplifting and employee theft. J Hook: A hook so called because of its J shape. Placed on a shelf used to merchandise impulse products. Kiosk: A small leased area, booth or cart inside a mall or store. Or, an interactive display or terminal giving access to an Intranet or to the Internet from inside a store for ordering or checking on merchandise. Lead In: The first product a consumer sees from the main aisle. Planograms have lead in indicators to show which end of the planogram starts near the main aisle. Fall 2008 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY 247 Mapping: The process of determining locations and adjacencies of departments and merchandise inside of a store. Merchandising: Presenting products in their best light to generate more sales. Mystery Shop: Store visit requiring merchandiser anonymity in order to evaluate customer service or gather product information in an unbiased manner; form of market research. OOS: Abbreviation for Out of Stock; item not available for sale at this time. Overhead: The shelf above a section holding overstocks or discontinued items also called cap shelf. Overstock: Additional stock of product that is full to capacity on the shelf or peg. POG: Abbreviation for planogram. POP: Abbreviation for point-of-purchase material. Printed material that draws attention to the product on the shelf. POS: Abbreviation for point-of-sale. Term normally used to describe cash register systems that record transactions or the area of checkout in a retail store. Peg board: The backing on many fixtures where hooks are inserted to display products. Peg Hook: Metal or plastic hooks that fit into the pegboard to hold product. Pegged Merchandise: Product that is merchandised on peg hooks. Physical Inventory: Physically counting the individual items in stock at a particular date and time. Planogram: A schematic drawing of fixtures that illustrate product placement. Picture or layout plan describing where merchandise is to be placed on the fixtures. Also known as a POG. Preferred Product: Shelves that are located between hip level and eye level. Rack Jobber: A wholesaler that is allowed by a store to install, stock and replenish selected items on display racks. Reserve Stock: Merchandise that is stored in an area inaccessible to customers. Reset: A major change or revision to an existing planogram, a section, 248 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY Fall 2008 department or an entire store. Risers: Shelves above the shoppable portion of a gondola. Rotate Stock: Stock new merchandise behind old merchandise when filling displays. Can also mean replacing old stock with new stock. Rounder: Round apparel rack fixture. Salvage Goods: Merchandise that has been damaged in transit or storage. Schematic: Line-art drawing of the planogram, showing how many shelves or peg hooks to use. Secret Shopper (Mystery Shopper): A merchandiser who samples service or products without the knowledge of the employees and reports the findings to the manufacturer or merchandising company. Service Recovery: Dealing effectively with customer complaints, problems and dissatisfaction. Shelf Channel: The indented front of the shelf where labels or plastic label strip holders are placed. Shelf Extender: A seven metal extender used to merchandise and compare a name brand product to a private label product. Shelf Label: Label showing item placement on the shelf and description of product size, price, UPC code, ordering code, movement and date tag was printed. Shelf Talker: A small sign that points out sale, product features and price. Stock Turnover: A measure for determining how quickly merchandise is being sold. Surge: Expanded or increased need for a reset due to a new item initiative. T-Stands: Basic apparel fixture with posts topped by cross bars. Tri-Level Round: An apparel fixture with three fact-out arms. Visual Merchandising: Arranging items for display. Also known as visual presentation. Wing Display: A display that flanks or attaches to the side of an end cap. Fall 2008 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY 249 Disclaimer Statement All information presented in this research report is based on material prepared by Lincoln International on a best efforts basis. No representation or warranty is made as to the accuracy or completeness of such information. Lincoln International expressly disclaims any and all liability for information contained in, or for omissions from, this research report. Any estimates and forecasts contained herein involve significant elements of subjective judgment and analysis which may or may not be correct. This research report does not purport to contain all of the information that may be required to evaluate the industry or any potential transactions within the industry and any recipient hereof should conduct its own independent analysis of the businesses involved and the data and information contained herein. Lincoln International assumes no responsibility for its accuracy or completeness. 250 Lincoln International RETAIL SERVICES: CHARTING A COURSE FOR PRIVATE EQUITY Fall 2008 S teve W iesner Director Retail Infrastructure & Services [email protected] R ob E R T B rown Managing Director Co-Head, Business Services [email protected] M i C H A E L I an N ell I Managing Director Co-Head, Business Services [email protected] B rad A kason Managing Director Head, Consumer [email protected] D arren J ung Private Markets Research Analyst T odd G lass Contributor NORTH AMERICA EUROPE CHICAGO FRANKFURT 500 West Madison, Ste 3900 Chicago, IL 60661 USA Phone: +1 (312) 580-8339 Fax: +1 (312) 580-8317 Kettenhofweg 29 60325 Frankfurt am Main Germany Phone: +49 69 97 10 54 00 Fax: +49 69 97 10 57 96 LOS ANGELES PARIS 10940 Wilshire Blvd., Ste 600 Los Angeles, CA 90024 USA Phone: +1 (310) 909-1020 Fax: +1 (310) 909-1021 21 bis rue Lord Byron 75008 Paris France Phone: +33 (0)1 53 53 18 18 NEW YORK MADRID 400 Madison Avenue, 21st Floor New York, NY 10017 USA Phone: +1 (212) 277-8100 Fax: +1 (212) 277-8101 c/ Velázquez 10 - 3°D 28001 Madrid Spain Phone: +34 91 781 94 60 Fax: +34 91 781 94 66 ASIA LONDON TOKYO Garrick House 26 - 27 Southampton Street London WC2E 7RS United Kingdom Ark Mori Building 12th Floor 1-12-32 Akasaka Minato-ku Tokyo 107-6012 JAPAN Phone: +813-4360-9160 Fax: +33 (0)1 53 53 17 18 Phone: +44 (0) 20 7022 9880 Fax: +44 (0) 20 7022 9881 VIENNA Niederlassung Österreich Renngasse 4 1010 Vienna Austria Phone: +43 (720) 3320 38 0 Fax: +43 (720) 3320 3899 Lincoln International provides advice on mergers & acquisitions, private placements and capital raising, corporate finance issues and special situations. 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