Specialty Distribution Industry Update - April 2013
Transcription
Specialty Distribution Industry Update - April 2013
Specialty Distribution Industry Update April 2013 Member FINRA/SIPC www.harriswilliams.com Specialty Distribution Industry Update April 2013 HW&Co. Distribution Deal Spotlight Harris Williams & Co. Advises SRS Distribution in its Sale to Berkshire Partners Harris Williams & Co., a preeminent middle market investment bank focused on the advisory needs of clients worldwide, announces the sale of SRS Distribution Inc. (SRS), a leading national distributor of roofing supplies and related materials, to Berkshire Partners. SRS was a portfolio company of AEA Investors LP (AEA). Harris Williams & Co. acted as advisor to SRS. The transaction closed on February 28, 2013. “SRS is a remarkable building products platform with an exceptional track record of growth and an outstanding management team. It has been a pleasure working with Ron Ross (CEO) and his team to find a new partner who shares the company’s vision for the future. We have a longstanding relationship with the AEA team and are delighted to have represented them on this transaction.” In 2012, Harris Williams & Co. also served as the exclusive advisor to Roofing Supply Group (RSG), another leading distributor of roofing supplies and related materials. The SRS transaction is a further example of the strong investor interest in building products and materials companies. We expect the ongoing recovery in new construction will continue to drive M&A activity in the sector. Headquartered in McKinney, TX, SRS is the fourth largest residential roofing distributor in the U.S. with 85 locations in 29 states under 19 different brands: Suncoast Roofers Supply (FL), Southern Shingles (TX/OK/LA/MO/AR), SRS Roofing Supply (AL), Rowe Supply (GA/SC), Atlanta Roofing Supply (GA), Cannon Supply (SC), Columbia Wholesale (SC), Midwest Roofing Supply (IL/MN), Gary-Hobart Roofing Supply (IN), River City Wholesale (KY), Superior Distribution (TN/MD/VA/NC), Shake & Shingle Supply (CO/KS/MO/NE/IL), Stewart Building & Roofing Supply (AZ), Roofline Supply (OR/CA/UT), Stoneway Roofing Supply (WA), Pace Supply (PA/CT), Burbank Roofing Supply Group (CA), ABCO Supply (MI) and Sierra Roofing Supply (NV). Key Takeaways: Strong M&A Appetite for Attractive Distribution Businesses: HW&Co. processes are receiving significant interest from buyers given a noticeable hole in the market (see pg. 2), particularly for attractive distribution businesses such as SRS and Roofing Supply Group, MicroStar, Pine Environmental, TriNorthern, and Winebow, all of which HW&Co. sold in recent processes. Aggressive Financing Markets: High quality transactions are receiving strong attention in the market. The attractive financing terms highlight the depth and competitiveness of the current debt markets. Harris Williams & Co. continues to see above-market leverage levels for high quality businesses. What We’re Reading Acquisitions Fueled Distributor’s Growth in 2012 CONTENTS WHAT WE’RE READING M&A MARKET TRENDS PUBLIC COMPARABLES NOTABLE M&A ACTIVITY ECONOMIC UPDATE HW&Co. TRANSACTIONS GROUP OVERVIEW Harris Williams & Co. is a leading advisor to the specialty distribution market. Our significant experience covers a broad range of end markets, industries, and business models. This particular report focuses on trends and metrics in the following areas: • Specialty Catalog and Direct Marketing • Branch-Based Distributors • Route-Based Distributors • Automotive and Heavy Duty Aftermarket • Building and Construction Products • Consumer • Industrial, MRO and Safety • Healthcare • Technology • Electrical and Communications • Alcohol, Tobacco, and Fire Arms CONTACTS Bob Baltimore | Managing Director [email protected] +1 (804) 915-0129 Derek Lewis | Managing Director [email protected] +1 (804) 915-1118 Dave Kennedy | Director [email protected] +1 (804) 915-0105 Jack Keough with TED Magazine discusses how consolidation will change the distribution landscape and expand distributors’ product lines and geographic breadth. Read the full article here. U.S. Industrial Activity Poised for Pickup in 2014 Modern Distribution Management featured an article highlighting the Manufacturers Alliance for Productivity and Innovation U.S. Industrial Outlook, a report that analyzes 27 industries. The report forecasts that industrial production will increase 2.2 percent in 2013, and that a “further pickup is likely in 2014.” Read the full article here. www.harriswilliams.com 1 M&A Market Trends M&A Trends • HW&Co. has witnessed an “air pocket” develop for new deals entering the market so far in 2013. • While there are a number of deals in both the later stages and the preparation phase, as a percentage, there are fewer deals that are currently in the market. ‒ This dynamic was partially created by deals that rushed to close in 2012 due to tax changes and the delayed effect of the recent election. M&A Activity and ‒ Many private equity groups are completing fundraising and are eager to Relative Observations invest new capital or accumulated dry powder. ‒ Corporations continue to sit on record levels of cash following strong corporate profits and accessibility to the debt markets, and have excess capital for future investment and hiring. • In 2011, HW&Co. experienced a similar phenomena, and deal activity entering the market did not pick up until Q2. Significant Available Capital • The middle-market lending environment remains supportive of good businesses with strong total leverage levels. • Due to lower M&A volume in Q1 2013, issuers have witnessed a spike in refinancing and repricings. • Year-to-date, sponsored loan volume is approximately $81.7 billion, 68.5% and 16.0% of volume is attributable to refinancings and LBOs, respectively. Average Debt Multiples for Middle Market LBO Loans For the Years Ended Dec. 31, 1997 – 2012 Debt levels returning to pre-recession levels. 6.0x 5.6x 4.9x 5.0x 4.7x 4.8x 4.3x 4.1x 4.0x 4.0x 3.8x 4.7x 4.5x 4.2x 4.3x 2010 2011 4.5x 3.8x 3.4x 3.3x 3.0x 2.0x 1.0x 0.0x 1997 1998 1999 2000 First Lien Debt/EBITDA 2001 2002 2003 2004 Second Lien Debt/EBITDA 2005 2006 2007 2008 Other Senior Debt/EBITDA 2009 2012 Subordinate Debt/EBITDA Source: Standard & Poor’s. Note: Defined as issuers with EBITDA less than $50 million. Other Senior Debt includes Senior Unsecured Loans and Bonds. 2 Specialty Distribution Public Comparables & Trading Valuations Key Trading Stats Specialty Distribution Public Comparables As of April 5, 2013 ($ in millions, except per share amounts) LTM Margins EBITDA Gross TEV Current Price Stock Performance 1-Month 1-Year Change Change % of LTM High TEV/EBITDA 2013 LTM 2013E Revenue Growth 3-Yr. CAGR Automotive & Heavy Duty Aftermarket AutoZone, Inc. O'Reilly Automotive Inc. Genuine Parts Company LKQ Corp. Dorman Products, Inc. Uni-Select Inc. Median Mean 21.6% 18.7% 8.6% 12.0% 19.7% 4.9% 51.8% 50.1% 29.0% 41.4% 37.7% 31.4% 15.3% 14.3% 39.6% 40.2% 8.7% 6.2% 7.1% 8.1% 3.6% 0.3% 0.7% 27.4% 27.8% 23.7% 24.7% 13.5% 20.0% 12.1% 6.2% 4.9% 23.7% 21.3% 6.0% 3.8% 2.4% 1.1% 3.9% 18.0% 17.1% 8.2% 6.9% 20.8% 3.8% 3.4% 17.1% 14.2% 14.6% 23.2% 18.0% 19.2% 8.3% 4.8% 9.9% 43.8% 51.5% 55.0% 45.7% 27.5% 15.2% 29.1% 14.6% 14.0% 43.8% 38.3% $18,199 12,321 12,075 7,436 1,306 835 $397.20 103.05 77.06 21.32 36.57 19.37 2.9% 1.5% 10.2% (10.2%) 1.2% (17.8%) 4.3% 14.4% 23.0% 36.8% 61.0% (31.3%) 98.8% 96.2% 98.5% 88.9% 95.1% 67.1% 9.6x 10.7x 10.8x 15.1x 11.6x 9.5x 9.0x 9.8x 9.3x 12.2x NA 8.4x 7.7% 8.4% 9.0% 26.3% 14.8% 8.8% 1.3% (2.0%) 18.7% 18.0% 95.7% 90.7% 10.7x 11.2x 9.3x 9.7x 8.9% 12.5% 0.1% (0.3%) 9.4% (0.9%) 11.8% (6.3%) (24.5%) 0.9% 17.0% 14.3% 50.8% NA 66.3% (9.0%) 89.6% 90.6% 96.9% 92.5% 89.2% 83.5% 70.1% 9.8x 11.6x 13.0x 12.2x 15.5x NM NM 8.6x 9.7x 11.7x 10.6x NM NM NM 2.4% (1.2%) 19.7% 8.1% 12.1% 16.5% 5.0% (0.3%) (1.5%) 15.7% 23.4% 89.6% 87.5% 12.2x 12.4x 10.1x 10.1x 8.1% 8.9% 8.8% (10.2%) (5.6%) 4.3% 10.6% 14.0% 5.6% (31.3%) 31.5% (4.5%) 96.5% 80.6% 72.1% 99.3% 93.1% 8.9x 12.4x 5.3x 8.1x 5.3x 13.6x 10.5x 6.2x 6.1x 5.4x 6.7% 16.6% (2.6%) 11.2% 0.7% 4.3% 1.6% 5.6% 3.1% 93.1% 88.3% 8.1x 8.0x 6.2x 8.3x 6.7% 6.5% 2.4% (3.0%) (2.0%) 0.6% (2.9%) 12.9% 20.9% 4.0% 6.0% 16.2% 0.3% 5.1% 25.9% 76.2% 94.9% 92.2% 92.4% 94.2% 94.0% 95.8% 91.8% 12.0x 20.0x 10.8x 10.9x 8.9x 8.3x 11.3x 10.2x 17.1x 9.7x 10.4x 8.3x 7.8x 9.2x 12.9% 17.5% 8.3% 18.3% 11.3% 2.6% 23.4% 0.6% 4.1% 6.0% 19.1% 94.0% 93.6% 10.9x 11.7x 9.7x 10.4x 12.9% 13.5% Building & Construction Products CRH plc Wolseley plc Watsco Inc. Beacon Roofing Supply, Inc. Boise Cascade Company Builders FirstSource, Inc. Bluelinx Holdings Inc. Median Mean $19,351 14,142 3,156 2,041 1,553 753 563 $21.04 46.64 82.12 36.81 30.82 5.47 2.44 Consumer & Food Service Sysco Corporation United Natural Foods, Inc. Nash Finch Co. Core-Mark Holding Company, Inc. Spartan Stores Inc. Median Mean $22,930 2,602 609 683 541 $34.38 49.40 19.34 51.57 17.44 Industrial, MRO & Safety W.W. Grainger, Inc. Fastenal Company Airgas, Inc. MSC Industrial Direct Co. Inc. Applied Industrial Technologies, Inc. United Stationers Inc. DXP Enterprises, Inc. Median Mean $15,671 14,512 9,571 5,001 1,790 2,014 1,226 $222.01 49.19 95.95 82.83 42.95 37.63 70.60 3 Specialty Distribution Public Comparables & Trading Valuations Key Trading Stats Specialty Distribution Public Comparables As of April 5, 2013 ($ in millions, except per share amounts) LTM Margins EBITDA Gross TEV Current Price Stock Performance 1-Month 1-Year Change Change % of LTM High 2.9% (6.0%) 1.5% (1.2%) 2.7% (0.1%) 4.7% 23.4% 1.5% 23.0% 18.9% 5.8% 17.2% 57.8% 95.8% 89.9% 97.4% 96.4% 96.3% 99.8% 95.7% 9.3x 6.6x 11.4x 10.6x 8.6x 0.0x 17.1x 7.9x 6.4x 10.8x 9.7x 8.0x NA 15.3x 4.5% 2.2% 11.0% 4.0% 3.5% 2.7% 32.2% 1.5% 0.6% 18.9% 21.1% 96.3% 95.9% 9.3x 9.1x 8.8x 9.7x 4.0% 8.6% (8.0%) (4.5%) 2.3% (13.9%) (5.9%) (9.4%) (5.2%) (5.3%) (1.3%) (17.5%) (15.9%) (27.4%) 90.9% 89.8% 93.6% 81.7% 85.2% 74.8% 6.1x 6.3x 5.8x 5.1x 5.0x 6.7x 5.8x 6.3x 5.0x 4.7x 5.1x 6.1x 14.7% 11.6% 8.6% 4.7% 9.0% 16.4% (7.0%) (6.6%) (10.6%) (12.1%) 87.5% 86.0% 6.0x 5.8x 5.4x 5.5x 10.3% 10.8% 4.2% (4.4%) (3.4%) 12.9% 3.9% 7.1% (3.3%) (11.0%) 92.6% 90.4% 95.3% 98.1% 8.7x 13.2x 8.3x 9.2x 7.7x 8.6x 7.3x 8.5x 6.0% 12.5% 9.4% 15.5% 0.4% 2.3% 0.3% (0.8%) 93.9% 94.1% 8.9x 9.9x 8.1x 8.0x 10.9% 10.8% TEV/EBITDA 2013 LTM 2013E Revenue Growth 3-Yr. CAGR Healthcare McKesson Corporation Cardinal Health, Inc. Henry Schein, Inc. Patterson Companies, Inc. Owens & Minor Inc. PSS World Medical Inc. MWI Veterinary Supply, Inc. Median Mean 2.3% 2.2% 8.5% 11.0% 2.8% 7.8% 4.6% 5.5% 4.5% 28.0% 32.7% 10.4% 32.5% 12.9% 4.6% 5.6% 12.9% 18.1% 3.7% 4.4% 1.5% 1.4% 2.6% 3.8% 11.8% 13.4% 5.4% 5.2% 6.3% 9.9% 3.2% 2.9% 8.1% 8.7% 6.2% 5.5% 6.0% 8.1% 24.6% 20.2% 22.5% 22.1% 6.1% 6.4% 22.3% 22.4% $26,633 15,112 8,771 4,218 2,134 1,456 1,733 $106.83 42.45 90.44 36.86 31.84 28.92 131.34 Technology Avnet, Inc. Arrow Electronics, Inc. Ingram Micro Inc. Tech Data Corp. SYNNEX Corp. ScanSource, Inc. Median Mean $5,771 5,655 3,260 1,824 1,360 747 $33.49 38.65 18.92 44.96 35.11 26.97 Electrical Rexel SA WESCO International Inc. Anixter International Inc. Houston Wire & Cable Company Median Mean $9,384 4,796 3,119 294 $22.01 70.49 68.51 13.15 Trailing Twelve Months Stock Price Performance Stock Prices As of April 5, 2013 30% Building and Construction Consumer & Food Service 20% Healthcare 10% S&P 500 0% (10%) Automotive & Heavy Duty Aftermarket Electrical Industrial, MRO, & Safety (20%) Technology (30%) 4 Specialty Distribution Notable M&A Activity Announced M&A Transactions March 1, 2013 through April 5, 2013 Notable Recent Transactions Private Equity Date Target Description Acquirer Involvement Pending American Builders & Contractors Supply Co., Inc. Wholesale distributor of exterior building products in the U.S. Diane M. Hendricks Pending AmerisourceBergen Canada Corporation Distributor of pharmaceuticals to pharmacies, clinics, and hospitals. Kohl & Frisch Limited Pending Barnes Group Inc., North American Distribution Business Distributor of MRO supplies and logistics support in North America. MSC Industrial Direct Co. Inc. Pending Bergen Industrial Supply Co., Inc. Distributor of stainless and carbon steel pipes, valves, fittings, and steam systems. F.W. Webb Company Pending CertainTeed Corporation, Pipe and Foundation Group Manufacturer and distributor of PVC pipe and fittings. North American Pipe Corporation Pending Clark Office Supply, Inc. Distributor of new and used office furniture and office products. OfficePro Inc. Pending Exego Group Pty Ltd Reseller and supplier of automotive parts and accessories in Australia. Genuine Parts Company Pending Lubrication Services, L.L.C. Distributor of lubricants and specialty chemicals to natural gas pipelines. Brenntag AG Pending Merwin-Stoltz Company Distributor of industrial abrasives, cutting tools, and machine tools. DGI Supply Inc. (Seller) Pending Regional Tire Distributors Inc. Distributor of tires in Ontario with five distribution facilities. Trican Tire Distributors (a subsidiary of American Tire Distributors) Pending RTI Technology China and Eastele Technology and DSP Solutions Distributor of wireless, optical, telecom, data communications, and industrial parts. Avnet Electronics Marketing Asia Pending Supercom Canada Ltd. Distributor of computer hardware and consumer electronic products. Synnex Canada Limited Pending Wausau Paper Corp., Specialty Paper Business Manufacturer and seller of paper products. KPS Capital Partners 04/02/13 Pro-Lab Laboratuar Teknolojileri Ltd.Sti Distributor of laboratory chemicals and consumables. VWR International LLC 03/29/13 Strategic Equipment and Supply Corporation Distributor and supplier of food service equipment. TriMark USA, Inc. 03/25/13 Bristol County Electrical Supply Distributor of electrical and lighting supplies. Needham Electric Supply Corporation 03/25/13 Lee Wholesale Supply, Inc. Distributor of roofing, windows, siding, and doors in Michigan. ABC Supply Co. Inc. 03/18/13 AssuraMed Holding, Inc. Distributor of wholesale medical supplies for chronic disease patients in the U.S. Cardinal Health, Inc. 03/13/13 Interlube Systems Limited Distributor of products for heavy-duty production lines. Timken Co. 03/12/13 Team Express Distributing, LLC Distributor of sporting goods, equipment, footwear, and apparel. Mark Marney & Investor Group 03/12/13 Village Tea Company Distribution Inc. Distributor of packaged and premium loose leaf tea. Total Apparel Group, Inc. 03/05/13 Royal Pet Supplies Distributor of wholesale pet products in the eastern U.S. Phillips Feed & Supply 03/04/13 Easton Communications Provider of voice, data, and Internet protocol (IP) unified communication solutions. SENSUS Communication Solutions Inc. 03/04/13 Labor Import Ltda. Supplier and distributor of medical and healthcare supplies to redistributors. Bunzl plc 03/04/13 Lake Electric Supply Distributor of electrical supplies. Crescent Electric Supply Company 03/04/13 Phönix Armaturen-Werke Bregel GmbH Manufacturer and distributor of specialty valves. Curtiss-Wright Corporation 03/04/13 Prime Electro Products Inc. Distributor of components including electro-mechanical products. SMD Inc. 03/01/13 AMKO Service Company Provider of oil and gas equipment (former subsidiary of Praxair Inc). FIBA Technologies, Inc. 03/01/13 Daimler Buses North America Ltd., Orion Parts Business Distributor of aftermarket parts for heavy-duty transit buses. New Flyer Industries Canada ULC 03/01/13 NuCO2 Florida Inc. Distributor of beverage grade carbon dioxide to the food service industry. Praxair Inc. 03/01/13 The Moltan Company, L.P. Distributor of absorbent products made from natural earthen minerals. EP Minerals, LLC Deals by Investment Type (‘08 – YTD ‘13) Other 14% Private Equity Growth Inv. 6% Buyout/LBO 48% Secondary Buyout 6% Add-On Acquistion 22% Source: PitchBook. (Buyer Parent) (Seller) (Buyer Parent) (Seller) Top Private Equity Investors (‘08 – YTD ‘13) Firm Recap 4% (Buyer Parent) # of Investments Clayton Dubilier & Rice 10 BlackEagle Partners 8 CI Capital Partners 8 Investcorp 8 Audax Group 7 Building Industry Partners 6 AEA Investors 6 Water Street Healthcare Partners 6 Kohlberg Kravis Roberts 6 The Blackstone Group 5 Wellspring Capital Management 5 5 Economic Update A Snapshot of Key Economic Indicators PMI Index1 ISM New Orders Index2 62 51.3 75 70 51.4 65 56 60 As of April 2013 55 50 50 45 44 40 35 38 30 25 32 (1) A PMI Index figure greater than 50 indicates expansion. (2) An ISM Index figure greater than 50 indicates expansion. Industry Production Index3 U.S. Manufacturing Capacity Utilization4 100% 75 70 52.2 90% 65 78.3% 60 80% 55 50 70% 45 40 60% 35 30 50% 25 (3) A Production Index figure greater than 50 indicates expansion. (4) Manuf. Capacity Utilization for January 2013. March release on April 16. Durable Goods New Orders7 Manufacturing Inventories & Backlog5,6 ($ in billions) 70 51.0 60 $232.1 $250 $225 50 $200 40 $175 $150 30 49.5 $125 20 Mar-08 Mar-09 Mar-10 Inventories Mar-11 Mar-12 Mar-13 $100 Backlog of Orders (5) A Manufacturing Inventory Index figure greater than 50 indicates expansion. (6) A Backlog Index figure greater than 50 indicates expansion. (7) Durable Goods New Orders for February 2013. March release on April 24. 6 HW&Co. Representative Transactions and portfolio companies of portfolio companies of has been acquired by have completed a merger with a portfolio company of a portfolio company of has been acquired by has been acquired by a portfolio company of and a portfolio company of a portfolio company of a portfolio company of has been acquired by an has been acquired by has been acquired by Pine Environmental Services, Inc. a portfolio company of has been acquired by UNDISCLOSED BUYER a portfolio company of a portfolio company of a portfolio company of a portfolio company of has been acquired by has been acquired by has been acquired by has been acquired by a portfolio company of a portfolio company of a portfolio company of a portfolio company of has been acquired b y has been acquired by has been acquired by has been acquired by & 7 Specialty Distribution 1001 Haxall Point 9th Floor Richmond, VA 23219 USA Phone: +1 (804) 648-0072 Fax: +1 (804) 648-0073 Sources: • Industrial Distribution • The Electrical Distributor Magazine • Modern Distribution Management • The Wall Street Journal Two International Place 24th Floor Boston, MA 02110 USA Phone: +1 (617) 482-7501 Fax: +1 (617) 482-7503 • Federal Reserve • PNC Economic Outlook • S&P Capital IQ • Thomson Financial – SDC Database • United States Census Bureau 1900 East 9th Street 20th Floor Cleveland, OH 44114 USA Phone: +1 (216) 689-2400 Fax: +1 (216) 689-2401 63 Brook St London, W1K 4HS United Kingdom Phone: +44 20 7518 8900 Fax: +44 20 7526 2187 222 South Ninth Street Suite 3350 Minneapolis, MN 55402 USA Phone: +1 (612) 359-2700 Fax: +1 (612) 359-2701 1600 Market Street 21st Floor Philadelphia, PA 19103 USA Phone: +1 (267) 675-5900 Fax: +1 (267) 675-5901 575 Market Street 31st Floor San Francisco, CA 94105 USA Phone: +1 (415) 288-4260 Fax: +1 (415) 288-4269 www.harriswilliams.com Harris Williams & Co. 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