ppcmp capital markets 2012 fin
TRANSCRIPT
SURVEY REPORT I 2011-2012
By Dr. John K. Paglia Denney Academic Chair and Associate Professor of Finance
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PEPPERDINE PRIVATE CAPITAL MARKETS PROJECT | CAPITAL MARKETS REPORT – 2011 ‐ 2012
© 2011 | PEPPERDINE UNIVERSITY GRAZIADIO SCHOOL OF BUSINESS AND MANAGEMENT. All Rights Reserved. | 1
PEPPERDINE PRIVATE CAPITAL MARKETS PROJECT
Senior Researcher
JOHN PAGLIA, PhD, MBA, CPA, CFA
Research Support IRINA SHAYKHUTDINOVA, MBA
Executive Officer MICHAEL SIMS
Advisor to Project RACHEL WILLIAMS
Public Relations F. DOUGLASS GORE KP PUBLIC AFFAIRS
Design
R&R PARTNERS
ACKNOWLEDGEMENTS
This research was made possible by the generous funding from the Denney Endowed Professorship.
PEPPERDINE UNIVERSITY
Dean Linda A. Livingstone, PhD Associate Dean David M. Smith, PhD
Mark W. S. Chun, PhD, Director, Center for Applied Research Dianne King
Michael Stamper Darlene Kiloglu Roger Lotho
Juan Mena Jing Zhang Doris Jones
DUN & BRADSTREET CREDIBILITY CORP.
Jeffrey Stibel, Chair and Chief Executive Officer Aaron Stibel, Senior Vice President, Technology
Judy Hackett, Chief Marketing Officer Erik Simon Brenda Gary
PEPPERDINE PRIVATE CAPITAL MARKETS PROJECT | CAPITAL MARKETS REPORT – 2011 ‐ 2012
© 2011 | PEPPERDINE UNIVERSITY GRAZIADIO SCHOOL OF BUSINESS AND MANAGEMENT. All Rights Reserved. | 2
ORGANIZATIONAL SUPPORT
Alliance for Mergers and Acquisitions Advisors (AM&AA)
Association for Corporate Growth (ACG)
Business Valuation Resources (BVR)
California Bankers Association (CBA)
California Mortgage Bankers Association (CMBA)
California Small Business Association (CSBA)
Commerical Finance Association (CFA)
Deal Flow Source Linkedin Group
Exit Planning Institute
Finance Club Linkedin Group
Graziadio Alumni Network (GAN)
Harvard/USC Business Growth Conference
International Business Broker Association (IBBA)
International Business Valuation Association Linkedin Group
International Factoring Association (IFA)
Linked Business Linkedin Group
Los Angeles Venture Association (LAVA)
National Association for Small Business Investment
Companies (NASBIC)
National Association of Women Business Owners
PE/VC Roundtable
Pepperdine Private Capital Markets Project Linkedin Group
Risk Management Association (RMA)
Valuation Linkedin Group
Venture Capital Linkedin Group
Virginia Active Angel Network (VAAN)
SURVEY DESIGN, DISTRIBUTION, AND OTHER SUPPORT
Robert T. Slee Michael McGregor
Tim Rhine Barry D. Yelton Everett Walker Samir Desai
Richard J. Crosby
Leonard Lanzi
Gray DeFevere Jan Hanssen
Robert Zielinski Kevin D. Cantrell
Scott Jones Deidre A. Brennan
Eric Nath Gunther Hofmann Michael Painter
James A. Nelson, MD John Davis Larry Gilson
Andrew Springer Jeri Harmon
Letitia Green Gloria Guenther Steven Brandt Dat T. Do
Andy Wilson Yingping Huang Jason Baum Jason Kumpf Hal Spice Jane Pak
Ralph Adams Eric Williams Dan Deeney John Graham Jeff Nagle
Greg Howath
Nevena Orbach
John Dmohowski Brad Triebsch Gary W. Clark
M. Todd Stemler Patrick George
Sean Samet Mark Walker Kelly Szejko Kevin Halpin
Andre Suskavcevic Chris M. Miller Brian Cove
Jeff Thomas
John Lonergan
Rob Brougham
Brett Palmer
Gary LaBranche
Jamie Schneier
Troy Fukumoto
Dennis Gano
Linh Xavier Vuong
Chris de Vries
Tucker Herring
Michael Nall
Simon James, PhD
PEPPERDINE PRIVATE CAPITAL MARKETS PROJECT | CAPITAL MARKETS REPORT – 2011 ‐ 2012
© 2011 | PEPPERDINE UNIVERSITY GRAZIADIO SCHOOL OF BUSINESS AND MANAGEMENT. All Rights Reserved. | 3
TABLE OF CONTENTS
BUSINESS APPRAISER SURVEY INFORMATION ................................................................................................... 10
Operational and Assessment Characteristics ..................................................................................................... 10
INVESTMENT BANKER SURVEY INFORMATION .................................................................................................. 14
Operational and Assessment Characteristics ..................................................................................................... 14
BROKER SURVEY INFORMATION ....................................................................................................................... 24
Operational and Assessment Characteristics ..................................................................................................... 24
LIMITED PARTNER SURVEY INFORMATION ........................................................................................................ 32
Operational and Assessment Characteristics ..................................................................................................... 32
ANGEL INVESTOR SURVEY INFORMATION ......................................................................................................... 39
Operational and Assessment Characteristics ..................................................................................................... 39
VENTURE CAPITAL SURVEY INFORMATION ........................................................................................................ 46
Operational and Assessment Characteristics ..................................................................................................... 46
PRIVATE EQUITY SURVEY INFORMATION ........................................................................................................... 54
Operational and Assessment Characteristics ..................................................................................................... 54
MEZZANINE SURVEY INFORMATION .................................................................................................................. 63
Operational and Assessment Characteristics ..................................................................................................... 63
BANK AND ASSET‐BASED LENDING SURVEY INFORMATION ............................................................................... 70
Operational and Assessment Characteristics ..................................................................................................... 71
Asset‐Based Lending Specific Characteristics ..................................................................................................... 79
ABOUT THE AUTHOR ......................................................................................................................................... 81
INDEX OF TABLES .............................................................................................................................................. 82
INDEX OF FIGURES ............................................................................................................................................ 84
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PEPPERDINE PRIVATE CAPITAL MARKETS PROJECT | CAPITAL MARKETS REPORT – 2011 ‐ 2012
© 2011 | PEPPERDINE UNIVERSITY GRAZIADIO SCHOOL OF BUSINESS AND MANAGEMENT. All Rights Reserved. | 5
FOREWORD
Growth Capital Fixated on Large Companies
By JOHN PAGLIA
Since it’s onset in late 2007, the Great Recession has created never‐before‐seen economic conditions for
economies around the world. Private capital markets have endured significant turbulence during the economic
downturn. From business closures to bank failures to financial service bailouts, we have seen some survivors and
many, many losers.
Since the 2008 passage of the Troubled Asset Relief Program (TARP), we have seen rapid evolution of the capital
providers industry. At the same time, capital seekers have struggled to secure funding. The era of effortless credit
lines and bank loans for small businesses is little more than a fond memory. Venture capitalists have become more
focused on investments in safer, more established companies. Angel Investors are increasingly taking up
opportunities vacated by VCs. Private equity and investment bankers are enduring longer periods to profitably exit
deals.
These rapid changes have left policy makers fumbling for hastily formed government based solutions to correct the
markets. At the same time, overstretched business owners and capital providers are struggling to create workable
market based solutions.
One thing is clear; businesses, capital providers, policy makers and economists would benefit from more up‐to‐
date, precise information to aid the private capital markets. Improved understanding of the entire market, not just
individual segments, from capital providers to individual businesses would improve operations and market
efficiency. It also would save business owners incalculable hours spent chasing capital and capital providers’ time
reviewing only those companies that are deserving of investment.
The Pepperdine Private Capital Markets Project is the first comprehensive set of data to look at the market from
businesses to capital provider’s perspective. The Capital Markets 2011‐2012 Report allows capital providers to
better understand the issues as determined by peer lenders across the major capital segments. The report also
shares behind‐the‐scenes insights into the minds of capital providers.
The Capital Markets 2011‐2012 Report has uncovered data that highlights the state of the overall market. For
example, Private equity firms and Investment bankers have closely matching points of view regarding accessibility
of capital. According to the most recent data, 76% of the 253 investment bankers surveyed said that the number of
companies with $1 million EBITDA (a company's earnings before the deduction of interest, tax and amortization
expenses) who are worthy of investment exceeds the amount of capital available. Whereas, 58% of the investment
banker respondents said the capital available exceeds the number of companies with $100 million EBITDA that
meet investment criteria. In terms of private equity respondents, 63% of the 288 surveyed say that the number of
companies with $5 million EBITDA that are investment worthy exceeds the capital available. On the other hand,
58% of private equity respondents said that the capital available exceeds the number of companies with over $100
million EBITDA who are worthy of investment.
PEPPERDINE PRIVATE CAPITAL MARKETS PROJECT | CAPITAL MARKETS REPORT – 2011 ‐ 2012
© 2011 | PEPPERDINE UNIVERSITY GRAZIADIO SCHOOL OF BUSINESS AND MANAGEMENT. All Rights Reserved. | 6
Historically, agreement among investment bankers and private equity firms is uncommon but their agreement is
corroborated by the fact that larger “safer” companies enjoy access to growth capital. However, smaller
companies seeking capital greatly outweigh the available capital.
Other revealing findings include:
Deals are taking longer. Respondents in private equity survey said only 12% planned IPOs. Respondents
exit strategies include selling to a private company at 28%, another 26% of respondents plan to sell to
another private equity group and 22% say they would sell to a public company. PE funders also said they
are waiting 4 years or more to exit regardless of investment size.
Refinancing comprises almost half of bank loans. Respondents to the banks survey said refinancing
accounted for nearly 49% of all lending activity followed by expansion (22%) and working capital (11%).
The largest concentration (58%) of loan sizes was between $1 million and $25 million.
Private equity fears future regulation. While 11% said they feared government regulation and taxes
today, 28% said it was an emerging issue. This could be in response to a recently approved rule from the
Commodity Futures Trading Commission (CFTC) (October 31st) requiring the largest U.S. hedge funds and
private equity funds to report financial information to the government starting next year. The CFTC rule
was also passed by the Securities and Exchange Commission. The reporting requirements were mandated
under the 2010 financial overhaul law.
In 2004, Robert T. Slee wrote "Private Capital Markets: Valuation, Capitalization, and Transfer of Private Business
Interests,” in which he discussed the importance of the private capital markets but relatively little market wide
understanding or research. The Private Capital Markets Project’s Capital Markets 2011‐2012 Report seeks to
improve the inner‐workings of the private capital markets based on real world responses and reactions from
professionals. Through improved understanding of market wide conditions and interconnectedness based on
responses from business owners and capital providers, public and policy makers will be better able to encourage
market‐driven solutions.
The Peppethe major behavior oangel inveappraisersbenchmarkrequired recapital typ Our findingand risk abelow.
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PEPPERDINE PRIVATE CAPITAL MARKETS PROJECT | CAPITAL MARKETS REPORT – 2011 ‐ 2012
© 2011 | PEPPERDINE UNIVERSITY GRAZIADIO SCHOOL OF BUSINESS AND MANAGEMENT. All Rights Reserved. | 8
The cost of capital data presented below identifies medians, 25th percentiles (1st quartile), and 75th percentiles (3rd quartile) of annualized gross financing costs for each major capital type and its segments. The data reveal that loans have the lowest average rates while capital obtained from angels has the highest average rates. As the size of loan or investment increases, the cost of borrowing or financing from any of the following sources decreases.
Table 1. Private Capital Market Required Rates of Return
1st quartile Median 3rd quartile
Bank ($1M CF loan) 6% 6% 7%
Bank ($5M CF loan) 6% 6% 7%
Bank ($10M CF loan) 5% 6% 7%
Bank ($25M CF loan) 5% 6% 6%
Bank ($50M CF loan) 5% 5% 6%
Bank ($100M CF loan) 4% 5% 5%
ABL ($1M loan) 4% 7% 9%
ABL ($5M loan) 4% 7% 9%
ABL ($10M loan) 4% 7% 9%
ABL ($25M loan) 3% 5% 5%
ABL ($50M loan) 3% 4% 4%
ABL ($100M loan) 3% 4% 4%
Mezz ($1M EBITDA) 21% 23% 25%
Mezz ($5M EBITDA) 21% 21% 24%
Mezz ($10M EBITDA) 18% 19% 21%
Mezz ($25M EBITDA) 18% 18% 19%
Mezz ($50M EBITDA) 16% 18% 18%
Mezz ($100M EBITDA) 15% 18% 18%
PEG ($1M EBITDA) 25% 30% 34%
PEG ($5M EBITDA) 24% 26% 30%
PEG ($10M EBITDA) 24% 25% 30%
PEG ($25M EBITDA) 23% 25% 30%
PEG ($50M EBITDA) 23% 25% 30%
PEG ($100M EBITDA) 21% 23% 30%
VC (seed) 28% 38% 46%
VC (startup) 23% 30% 46%
VC (early stage) 23% 28% 51%
VC (expansion) 18% 28% 38%
VC (later stage) 18% 28% 38%
Angel (seed) 30% 45% 95%
Angel (startup) 28% 45% 83%
Angel (early stage) 28% 40% 70%
Angel (expansion) 18% 38% 47%
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CM&AA sElF stUDY MAtERiAls
S p o n S o r e d b y
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REPORT – 2011 ‐
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REPORT – 2011 ‐
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2012
erved. | 11
APPRAISER
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REPORT – 2011 ‐
ENT. All Rights Res
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2012
erved. | 12
APPRAISER
Sizes (years)
al business cond
onths Ago
ase %
decreaseincde
% 22%
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% 20%
% 3%
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% 11%
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ss conditions ov
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ase %
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PEPPERDIN
© 2011 | PEPPER
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Figure 8.
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nal)
ners
tion
Current iss
PROJECT | CAPIT
OOL OF BUSINESS
important issuecated as the mo
ng Privately-
15%
13%
20% 40%
ue Emergi
TAL MARKETS R
AND MANAGEME
e facing privateost important em
-Held Busine
6
% 60%
ing issue
REPORT – 2011 ‐
ENT. All Rights Res
ly‐held businesmerging issue.
esses
65%
80%
2012
erved. | 13
APPRAISER
sses today.
100%
100% 120
RS cont.
0%
The majoritcompanies multiples, iwas identifwere indica Other key f
Apfr
Thun
Retha
Thin
Operatio
Approximadeals, while
7
PEPPERDIN
© 2011 | PEPPER
INV
ty of the 253 reover the last sincreased presefied as the mostated as the mos
findings include
pproximately 8om the roughly
he top three reanreasonable se
espondents indhe same. There general surplus
he most populancome and tran
onal and Ass
tely 25% of thee 9% closed mo
Figure 9. P
20%
7%
6%6%
3%
NE PRIVATE CAP
RDINE UNIVERSITY
VESTMEN
espondents to tx months. Theyence of strategict important issust important em
e:
4% of respondey 72% of respon
asons for deals ller or buyer de
dicated a generais a reported shs for companies
ar valuation appsaction approa
sessment Ch
e respondents dore than six.
Private Busin
9%
PITAL MARKETS
Y GRAZIADIO SCHO
NT BANKE
he investment y also reported c buyers, and wue facing privatmerging issue.
ents expect to cndents in Spring
not closing weemand (17%).
al imbalance behortage of capits with $25 millio
proaches used bches.
haracteristics
didn’t close any
ness Sales T
25%
24%
PROJECT | CAPIT
OOL OF BUSINESS
ER SURVE
banker survey slight increases
worsened businely‐held busine
close between og 2011.
re valuation ga
etween compantal for those coon in EBITDA or
by respondents
s
deals in the las
Transactions
%
TAL MARKETS R
AND MANAGEME
EY INFOR
indicated incres in deal flow, ress conditions.esses today. Go
one and five de
p (29%), econo
nies worthy of fompanies with lr more.
s when valuing p
st six months; 5
Closed in th
0
1
2
3
4
5
6
Gr
REPORT – 2011 ‐
ENT. All Rights Res
RMATION
asing margin prrelatively flat le Domestic econvernment regu
eals in the next
omic uncertaint
financing and caess than $10 m
privately‐held b
57% closed betw
he Last Six M
eater than 6
2012
erved. | 14
N
ressure on verage and deanomic uncertainlations and tax
12 months. Thi
y (18%), and
apital available million in EBITDA
businesses were
ween one and f
Months
al nty es
is is up
for A, but
e
five
Approximainvolved bu
Figure 1
The majorit
Nearly 7% oand five de
F
PEPPERDIN
© 2011 | PEPPER
tely 20% of all tusiness services
10. Business
ty of deals (58%
of the respondeals, while only
Figure 12. Pri
11%
9%
8%
7%
13%
16%9
16%
12%
NE PRIVATE CAP
RDINE UNIVERSITY
transactions clos, and 12% that
Types That
%) took six to 12
Figure 11. A
ents don’t expe2% expect to cl
rivate Busine
2
11%
8%
7%
2
29%
%4%
7%
20%
%7%
2%
PITAL MARKETS
Y GRAZIADIO SCHO
osed in the last involved whole
Were Involve
2 months to clo
verage Num
ect to close any ose more than
ess Transacti
0%
15%
12%
22%
%13%
PROJECT | CAPIT
OOL OF BUSINESS
six months invoesale and manu
ed in the Tra
ose. Rarely did a
ber of Month
deals in the ne6 deals.
ions Expecte
%
2 ‐ 4 m
6 ‐ 8 m
10 ‐ 12
Greate
23%
TAL MARKETS R
AND MANAGEME
olved manufactufacturing.
ansactions C
any deal take m
hs to Close O
ext 12 months; 8
ed to Close i
months
months
2 months
er than 18 mon
0
2
4
6
REPORT – 2011 ‐
ENT. All Rights Res
turing, followed
Closed in the
more than one y
One Deal
84% expect to c
in the Next 1
Manufactur
Business ser
Wholesale &
Health care
Information
Retail & con
Financial ser
Basic mater
Other
4 ‐ 6 m
8 ‐ 10
12 ‐ 18
nths
2012
erved. | 15
I‐BANKE
d by 15% that
Last Six Mo
year to close (4%
close between
12 Months
ing
rvices
& distribution
technology
nsumer service
rvices
ials & energy
months
months
8 months
1
3
5
Greater than
ER cont.
onths
%).
one
s
6
Approxima
Figu
Top three rSeller/buye
Of those trabetween 21
1
PEPPERDIN
© 2011 | PEPPER
tely 42.7% of d
ure 13. Perce
reasons for deaer demands (17
Figure
ansactions that1% and 30%.
Figure
42.7%
17
14%
8%
6%2%
39%
9%
7%
NE PRIVATE CAP
RDINE UNIVERSITY
eals terminated
entage of Bu
ls not closing: v%).
14. Reasons
t didn’t close du
15. Valuatio
%
6%
8%
%
7%
PITAL MARKETS
Y GRAZIADIO SCHO
d without trans
usiness Sales
valuation gap in
s for Busines
ue to a valuatio
on Gap in Pric
57.3
29%
18%
29%
PROJECT | CAPIT
OOL OF BUSINESS
sacting over the
s Engageme
n pricing (29%),
ss Sales Eng
n gap in pricing
cing for Tran
3%
TAL MARKETS R
AND MANAGEME
e past year.
ents Termina
economic unce
gagements N
g, approximatel
nsactions Th
Tr
%
Valuation g
Economic u
Unreasonab
Lack of capi
No market f
Insufficient
Seller misre
Other
0‐10%
11‐20%
21‐30%
31‐40%
41‐50%
Greater tha
REPORT – 2011 ‐
ENT. All Rights Res
ted Without
ertainty (18%),
Not Transacti
ly 39% had a va
hat Didn’t Clo
ransacted
Not transacte
gap in pricing
uncertainty
ble seller or bu
ital to finance
for business
cash flow
epresentations
an 50%
2012
erved. | 16
I‐BANKE
Transacting
and unreasona
ting
aluation gap in p
ose
d
uyer demand
s
ER cont.
g
able
pricing
The weight34% for bot
Recast EBITvaluations.
Average de
EBITDA
$1M
$5M
$10M
$25M
$50M
$100M
5%
PEPPERDIN
© 2011 | PEPPER
ts of the variousth income and
TDA multiples (3
eal multiples on
Ta
Manufacturing
4
4.5
5.25
6
6.5
6.5
15%
11%
21%
12%
NE PRIVATE CAP
RDINE UNIVERSITY
s valuation apptransaction app
Figur
39%) and EBITD
transactions fr
Table 4. Media
g Retail and consumer services
3.5
4
7
6.5
4.5
7.25
34%
% 6%
13%7%
3%
PITAL MARKETS
Y GRAZIADIO SCHO
roaches used bproaches.
re 16. Usage
DA multiples (21
Figure 17.
rom the prior si
an Deal Mult
Wholesale &
distribution
B
3.5
4.5
5.5
6
6.25
6
34%
%
39%
PROJECT | CAPIT
OOL OF BUSINESS
by respondents
of Valuation
1%) carried the
Usage of Mu
x months as ob
tiples by EBI
Business services
Bamat
en
4 3
5
6
6
6 7
7.5
Rev
Re
EB
EB
Cas
Ne
Ot
TAL MARKETS R
AND MANAGEME
when valuing p
n Approache
most weight w
ultiples
bserved by resp
ITDA Size of
asic terials & ergy
Health care
3.5 4
4 5
5 6
5 5.75
7.5 7
8 6.5
Income appr
Transaction a
Public compa
Asset based
Other
venue multiple
cast EBITDA m
ITDA multiple
IT multiple
sh flow multip
et income mult
her
REPORT – 2011 ‐
ENT. All Rights Res
privately‐held b
es
when using mult
pondents varied
f Company
Information technology
4.25
5.5
6
7.5
7.75
8.75
roach (DCF, NP
approach
any approach
approach
e
multiple
ple (excluding E
tiple
2012
erved. | 17
I‐BANKE
businesses inclu
tiples to determ
d from 2 to 9.
Financial services
A
3.5
4
5
5.25
5
6.75
PV, IRR)
EBITDA or EBIT
ER cont.
ded
mine
Average
4
5
6
6
6
7
T)
Average tot
$1M
$5M
$10M
$25M
$50M
$100M
Average tot
$1M
$5M
$10M
$25M
$50M
$100M
Approxima
0%
10%
20%
30%
40%
PEPPERDIN
© 2011 | PEPPER
tal leverage mu
Ta
Manufacturing
3
3
3
3.25
4.5
5.75
tal leverage mu
Tab
Manufacturing
2
2.5
2
3.25
3
3.75
tely 37% of bus
37%
Contingent ea
NE PRIVATE CAP
RDINE UNIVERSITY
ultiples observe
ble 5. Media
Retail &
consumer services
W
2.75
3.5
4
2.75
3
5
ultiples observe
ble 6. Median
Retail &
consumer services
W
2
3
3
3
3
3.25
siness sales tran
Figu
arnout Sel
PITAL MARKETS
Y GRAZIADIO SCHO
ed by responden
n Total Leve
Wholesale & distribution
Bs
2.5
3
3
2.5
3
3.5
ed by responden
n Senior Leve
Wholesale & distribution
Buse
1.75
2
2
2
2.25
3
nsactions closed
ure 18. Comp
32%
ller financing /note
PROJECT | CAPIT
OOL OF BUSINESS
nts varied from
erage Multipl
usiness ervices
Basmateria
ener
3 2.5
2.5 2.7
3 2.5
4 2.5
4.75 5
5.5 6
nts varied from
erage Multip
usiness ervices
Basmateria
ener
1.75 n/a
2.5 2.5
2.75 2
4 2
4.5 5
4 n/a
d in the last 12
ponents of C
/ seller Low
TAL MARKETS R
AND MANAGEME
m 1.5 to 6.
les by Size o
sic als & rgy
Health care
5 2
75 3
5 3
5 3.5
3.75
5
m 1.5 to 6.
ples by Size o
sic als & rgy
Health care
a 1.5
5 2.75
2.5
2.75
2.5
a n/a
months involve
Closed Deals
28%
wered multipleEBITDA
REPORT – 2011 ‐
ENT. All Rights Res
of Company
Information technology
3
2.5
3.75
3
5
5
of Company
reInformation technology
2.5
2
2.5
1.5
n/a
n/a
ed contingent e
s
e of Adjuse
2012
erved. | 18
I‐BANKE
Financial services
Av
3
3
3.5
3.25
3.5
3.5
Financial services
Av
2
3.5
3.5
3.5
5
4
earnouts.
27%
sted amount oequity sold
ER cont.
verage
3
3
3
3
4
5
verage
2
3
3
3
4
4
of
Approximabetween 1%
RespondenThere is a rcompanies
EBITDA
$1M
$5M
$10M
$25M
$50M
$100M
RespondenEBITDA.
Tab
EBITDA
$1M
$5M
$10M
$15M
$25M
$50M
$100M
PEPPERDIN
© 2011 | PEPPER
tely 19% of res% and 20%.
Figure 19
nts indicated a greported shortawith $25 millio
Ta
Compworthfinan
GREAexceed
avail
45
20
6%
6%
5%
2%
nts indicated a g
ble 8. How Di
Extremely difficult
38%
11%
1%
2%
3%
4%
7%
13%
3%2%
NE PRIVATE CAP
RDINE UNIVERSITY
pondents didn’
9. Premium P
general imbalange of capital foon in EBITDA or
able 7. Balan
panies hy of ncing ATLY
d capital lable
Cowfi
exca
5%
0%
%
%
%
%
general difficult
ifficult to Arr
Difficult
34%
19%
19%
15%
12%
12%
7%
19
28%
13%
PITAL MARKETS
Y GRAZIADIO SCHO
t witness any p
Paid by Stra
nce between coor those companmore.
ce of Availab
ompanies worthy of inancing eed capital
available
31%
39%
31%
25%
19%
11%
ty with arrangin
range Senior
Somewhat difficult
14%
23%
22%
20%
14%
10%
16%
9%
23%
PROJECT | CAPIT
OOL OF BUSINESS
premium paid b
tegic Buyers
ompanies worthnies with less th
ble Capital w
General balance
12%
22%
34%
36%
32%
29%
ng senior debt f
r Debt for Tra
Neutral S
8%
22%
20%
15%
21%
18%
7%
TAL MARKETS R
AND MANAGEME
by strategic buy
s Relative to
hy of financing ahan $10 million
with Quality C
Capital available exceeds
companies worthy of financing
8%
13%
22%
25%
26%
35%
for businesses w
ansactions o
Somewhat easy
6%
15%
15%
23%
14%
10%
13%
REPORT – 2011 ‐
ENT. All Rights Res
ers, while 51%
Financial Bu
and capital avan in EBITDA but
Companies
Capitalavailable
GREATLexceeds
companieworthy ofinancing
4%
6%
7%
8%
18%
23%
with less than $
over the Past
Easy Ext
e
0%
8%
15%
12% 1
14% 2
14% 3
18% 3
No
Yes, 1 ‐10%
Yes, 11‐20%
Yes, 21‐30%
Yes, 31‐40%
Yes, 41‐50%
Yes, >50% m
2012
erved. | 19
I‐BANKE
saw premiums
uyers
ilable for the saa general surpl
e
LY s es of g
Scor(-2 to
-1.04
-0.5
-0.0
0.06
0.33
0.66
$5 million in
t Six Months
remely easy
Sc(-3 t
1% -1
2% -0
9% 0
13% 0
22% 0
33% 0
33% 1
I‐BANKE
more
more
more
more
more
more
ER cont.
ame. lus for
re 2)
4
5
7
6
3
6
ore to 3)
1.9
0.6
.1
.3
.6
.9
.0
ER cont.
Approximachief execu
Figure 2
According t
Understa
Knowled
PEPPERDIN
© 2011 | PEPPER
tely 79% of resutives, would be
20. Would Se
to respondents
Figure
anding compet
Sa
dge of busines
In
Legal and reg
Manag
Quantitative
Global bus
NE PRIVATE CAP
RDINE UNIVERSITY
pondents agreeenefit from add
enior Manage
leadership skil
e 21. Skills T
49%
17%
4% 1%
Leader
titive environm
Strategic plan
ales and marke
s and world ev
Corporate fin
nspiring innova
gulatory knowle
gement accoun
e analysis/rese
iness managem
Human resou
PITAL MARKETS
Y GRAZIADIO SCHO
e that among coitional leadersh
ers and ChieSkil
ls are the most
That Are Impo
30%
0% 10%
rship
ments
nning
eting
vents
ance
ation
edge
nting
earch
ment
urces
Today
PROJECT | CAPIT
OOL OF BUSINESS
ompanies that thip and skills tra
ef Executiveslls Training?
important for s
ortant for Se
% 20% 30%
y In the fut
TAL MARKETS R
AND MANAGEME
they have workaining.
s Benefit from?
senior managem
enior Manage
Stron
Agre
Neut
Disag
Stron
38%
37%
36%32%
30%
% 40% 50%
ture
REPORT – 2011 ‐
ENT. All Rights Res
ked with, senior
m Additional
ment to have.
ement to Hav
ngly agree
e
tral
gree
ngly disagree
69%
67%
60%58%
60% 70%
2012
erved. | 20
r managers, suc
l Leadership
ve
I‐BANKE
94
88%
86%
%
80% 90% 10
ch as
and
ER cont.
4%
00%
PEPPERDINE PRIVATE CAPITAL MARKETS PROJECT | CAPITAL MARKETS REPORT – 2011 ‐ 2012
© 2011 | PEPPERDINE UNIVERSITY GRAZIADIO SCHOOL OF BUSINESS AND MANAGEMENT. All Rights Reserved. | 21
Respondents indicated increases in deal flow, margin pressure on companies, strategic buyers making deals, and worsened general business conditions relative to six months ago.
Table 9. General Business and Industry Assessment: Today versus Six Months Ago
Decreased significantly
Decreased slightly
Stayed about the
same
Increased slightly
Increased significantly
% increase
% decrease
Net increase/ decrease
Deal flow 9% 21% 23% 32% 14% 46% 30% 16%
Leverage multiples 8% 15% 47% 29% 0% 29% 23% 6%
Deal multiples 5% 19% 42% 31% 2% 34% 24% 9%
Amount of time to sell business 2% 12% 47% 25% 14% 39% 13% 26%
Difficulty financing/selling business 2% 13% 50% 23% 11% 35% 15% 20%
General business conditions 10% 42% 29% 17% 2% 19% 52% -33%
Strategic buyers making deals 3% 14% 35% 40% 7% 48% 17% 31%
Margin pressure on companies 2% 7% 34% 41% 16% 58% 9% 49%
Buyer interest in minority transactions 13% 20% 49% 16% 1% 17% 34% -16%
During the next twelve months, respondents expect further increases in deal flow, margin pressure on companies, strategic buyers making deals, and worsening general business conditions.
Table 10. General Business and Industry Assessment Expectations over the Next 12 Months
Decrease significantly
Decrease slightly
Stay about the same
Increase slightly
Increase significantly
% increase
% decrease
Net increase/decrease
Deal flow 2% 15% 27% 46% 9% 55% 17% 38%
Leverage multiples 4% 18% 43% 35% 0% 35% 22% 13%
Deal multiples 3% 24% 34% 39% 1% 39% 27% 13%
Amount of time to sell business 1% 20% 42% 29% 7% 37% 21% 16%
Difficulty financing/selling business 0% 24% 42% 26% 9% 35% 24% 11%
General business conditions 10% 28% 36% 25% 2% 27% 38% -11%
Strategic buyers making deals 2% 10% 40% 40% 8% 48% 12% 36%
Margin pressure on companies 2% 9% 40% 38% 11% 49% 11% 38%
Buyer interest in minority transactions 8% 16% 55% 19% 3% 22% 23% -1%
I‐BANKER cont.
RespondenGovernmen
Econo
Govern
Economic
Compet
PEPPERDIN
© 2011 | PEPPER
nts believe econnt regulations a
omic uncertaint
Acc
ment regulatio
uncertainty (i
tition from fore
NE PRIVATE CAP
RDINE UNIVERSITY
nomic uncertainand taxes are in
Figure 22
ty (domestic)
ess to capital
ons and taxes
nternational)
eign partners
Other
Inflation
0
PITAL MARKETS
Y GRAZIADIO SCHO
nty is the most idicated as the
. Issues Faci
2%
2%
0%
2%
4%
0% 5% 1
Current iss
PROJECT | CAPIT
OOL OF BUSINESS
important issuemost important
ing Privately
11%
10%
1
15%
9%
10% 15% 2
sue Emerg
TAL MARKETS R
AND MANAGEME
e facing privatet emerging issu
y-Held Busin
17%
24%
%
20% 25%
ging issue
REPORT – 2011 ‐
ENT. All Rights Res
ly‐held businesue.
nesses
32%
29%
30% 35%
2012
erved. | 22
sses today.
43%
40% 45%
50%
PEPPERDINE PRIVATE CAPITAL MARKETS PROJECT | CAPITAL MARKETS REPORT – 2011 ‐ 2012
© 2011 | PEPPERDINE UNIVERSITY GRAZIADIO SCHOOL OF BUSINESS AND MANAGEMENT. All Rights Reserved. | 23
Approxima12 monthsuncertaintydomestic e Other key f
Theiha
Apal
Toec
Operatio
Approximadeals, while
Approximainvolved bu
Figure
PEPPERDIN
© 2011 | PEPPER
tely 39% of the. This is up froy is the most imconomic uncert
findings include
he majority of dght‐month catealf years to clos
pproximately 4so further incre
op three reasonconomic uncert
onal and Ass
tely 25% of thee 9% closed mo
Figure 23.
tely 20% of all tusiness services
24. Private B
16%
8%6
6%
11%
16%
NE PRIVATE CAP
RDINE UNIVERSITY
BRO
e 99 participantom 25% of resmportant issue tainty are indic
e:
deals (87%) tooegory. Another se.
5% of respondeeases in deal flo
ns for deals nottainty (19%).
sessment Ch
e respondents dore than six.
Private Busi
transactions clos and 12% that i
Business Sal
19
24%
6%2%
5%
3%
8%
14%
%6%
PITAL MARKETS
Y GRAZIADIO SCHO
KER SURV
ts in the brokerpondents in thfacing privatelated as the mo
k less than 1 ye9% took about
ents expect woow, margin pres
closing: valuat
haracteristics
didn’t close any
iness Sales T
osed in the last involved whole
les Transact
9%
20%
0%
20%
16%
PROJECT | CAPIT
OOL OF BUSINESS
VEY INFO
r survey said thhe Spring 2011ly‐held businesost important em
ear to close with a year and a ha
rsening businesssure on compa
ion gap in pricin
s
deal in the last
Transactions
six months invosale and manuf
tions Expecte
TAL MARKETS R
AND MANAGEME
ORMATIO
ey expect to clo1 report. Resposses today. Govmerging issues.
h the largest coalf and rarely d
ss conditions inanies, and strat
ng (24%); lack o
t six months; 57
s Closed in th
olved manufactfacturing.
ed to bClose
0
2
4
6
0
2
4
6
Greate
REPORT – 2011 ‐
ENT. All Rights Res
ON
ose more than ondents believevernment regul.
oncentration bedid a deal take m
n the next 12 motegic buyers ma
of capital to fina
7% closed betw
the Last Six M
turing followed
e in the Next
r than 10
2012
erved. | 24
five deals in the domestic ecoations and tax
eing the in six tomore than one a
onths. Respondaking deals.
ance (23%);
ween one and fiv
Months
d by 15% that
Twelve Mon
1
3
5
Greater than
1
3
5
7 ‐ 10
he next onomic es and
o and a
dents
ve
nths
n 6
Approximamonths.
Fig
The majorit
Approxima
Figu
1
5%
PEPPERDIN
© 2011 | PEPPER
tely 58% of res
gure 25. Priva
ty of deals (51%
tely 46% of dea
ure 27. Perce
6%
11%
%
4%3% 4%
13%
16%
54%
NE PRIVATE CAP
RDINE UNIVERSITY
pondents are p
ate Business
%) took four to e
Figure 26. A
als terminated w
entage of Bu
3%
8
14%
6%
7%9%
4%
PITAL MARKETS
Y GRAZIADIO SCHO
planning to close
s Sales Trans
eight months to
verage Num
without transac
usiness Sales
%
20%
16%
22%
29%
46%
PROJECT | CAPIT
OOL OF BUSINESS
e between one
sactions Exp
o close.
ber of Month
cting over the p
s Engageme
%
TAL MARKETS R
AND MANAGEME
and five busine
pect to Close
hs to Close O
past year.
ents Termina
0
2
4
6
8
10
2 ‐ 4 mo
4 ‐ 6 mo
6 ‐ 8 mo
8 ‐ 10 m
10 ‐ 12
12 ‐ 18
Greater
REPORT – 2011 ‐
ENT. All Rights Res
ess sales transa
e in the Next
One Deal
ted Without
1
3
5
7
9
Great
onths
onths
onths
months
months
months
r than 18 mont
Transacted
Not transact
2012
erved. | 25
BROKE
actions in the ne
t 12 Months
Transacting
er than 10
ths
ed
ER cont.
ext 12
g
Top three runcertainty
Of those debetween 21
The most pincome and
13
PEPPERDIN
© 2011 | PEPPER
reasons for deay (19%).
Figure
eals that didn’t 1% and 30%.
Figure
popular valuatiod transaction ap
19%
3%
7%7%
2%
5
23%
2%
5%
13%
5%
NE PRIVATE CAP
RDINE UNIVERSITY
ls not closing: v
28. Reasons
close due to a v
29. Valuatio
on approaches upproaches.
Figur
24%5%
6%
42%
5%
13%
PITAL MARKETS
Y GRAZIADIO SCHO
valuation gap in
s for Busines
valuation gap in
on Gap in Pric
used (by weight
re 30. Usage
23%
23%
30%
34%
PROJECT | CAPIT
OOL OF BUSINESS
n pricing (24%),
ss Sales Eng
n pricing, appro
cing for Tran
t) by responden
of Valuation
0‐
21
41
TAL MARKETS R
AND MANAGEME
lack of capital t
gagements N
oximately 42% h
nsactions Th
nts when valuin
n Approache
Valuation gap
Lack of capital
Economic unce
Unreasonable
Insufficient ca
No market for
Seller misrepre
Other
‐10%
1‐30%
1‐50%
Incom
Tran
Publi
Asse
Costs
Othe
REPORT – 2011 ‐
ENT. All Rights Res
to finance (23%
Not Transacti
had a valuation
hat Didn’t Clo
ng privately‐hel
es
in pricing
l to finance
ertainty
seller or buye
sh flow
r business
esentations
11
31
Gr
me approach (
saction approa
ic company ap
t based approa
s to create app
er
2012
erved. | 26
BROKE
%), and econom
ting
n gap in pricing
ose
d businesses w
r demand (non
1‐20%
1‐40%
reater than 50%
(DCF, NPV, IRR
ach
pproach
ach
proach
ER cont.
mic
were
n‐price)
%
)
Most of res
Average rev
Revenue
$100,000
$500,000
$1M
$5M
$10M
Greater than
Average EB
Revenue
$100,000
$500,000
$1M
$5M
$10M
PEPPERDIN
© 2011 | PEPPER
spondents use r
venue multiple
Table 1
Manuf
1
1
1
n $10M 2
BITDA multiples
Table 1
Manufacturing
3
3.25
3.5
4.5
4.75
15%
12%
7%
5%
NE PRIVATE CAP
RDINE UNIVERSITY
recast EBITDA m
s on deals obse
11. Median Re
acturing Reta
consuservic
1.9 1.4
1 1.7
2 1.6
1.4 1.5
1.6 2
2.3 2
on deals obser
12. Median E
Retail & consumer services
Wd
2
3
3
4
5
%4%
PITAL MARKETS
Y GRAZIADIO SCHO
multiples (34%)
Figure 31.
erved by respon
evenue Deal
il & umer ces
Wholesaledistributio
4 1.3
7 1.4
6 0.8
5 1
3
3
rved by respond
EBITDA Deal
holesale & istribution
Busser
3.5
3.25
3 3
4
4 4
34%
23%
PROJECT | CAPIT
OOL OF BUSINESS
and cash flow
Usage of Mu
ndents varied fr
l Multiples by
&n
Business services
Bmat
en
1.5
1.1
1.4
1
1
2
dents varied fro
Multiples by
siness rvices
Basicmaterials
energy
3 2.75
3 4
3.5 3.5
4 4.5
4.75 7
TAL MARKETS R
AND MANAGEME
multiples (23%
ultiples
rom 1 to 3.
y Revenue S
Basic terials &nergy
Health care
2 2
2 2.1
2.1 0.8
2 1.2
2.4 3
3 2.1
om 2 to 7.
y Revenue Si
c s & y
Health care
5.5
4
4
7
6
Reca
Cash
EBIT
Reve
Othe
Net
EBIT
REPORT – 2011 ‐
ENT. All Rights Res
%).
Size of Comp
Information technology
2
2.1
2.4
3
2.8
3
ize of Compa
Information technology
5
3
4.75
5.5
7
ast EBITDA mu
h flow multiple
TDA multiple
enue multiple
er
income multip
T multiple
2012
erved. | 27
BROKE
pany
Financial services
Ave
1
1.2
1.8
1.4
2.7
2.8
any
Financial services
Ave
3.25 3
3.75 3
5 3
2.5 4
5 5
BROKE
ltiple
e
ple
ER cont.
erage
2
2
2
2
2
3
erage
3.5
3.4
3.8
4.5
5.4
ER cont.
Approxima
Respondenrevenues.
Figu
Revenusize
$100K
$500K
$1M
$5M
$10M
$15M
$25M+
Approximachief execu
Figure 3
0%10%20%30%40%50%60%70%
S
PEPPERDIN
© 2011 | PEPPER
tely 61% of bus
nts indicated a g
re 33. How D
ue Extremdifficu
71%
41%
31%
14%
12%
13%
12%
tely 72% of resutives, would be
34. Would Se
61%
Seller FinancingNote
23%
NE PRIVATE CAP
RDINE UNIVERSITY
siness sales tran
Figu
general difficult
Difficult to Ar
mely ult
Difficult
% 8%
% 23%
% 27%
% 22%
% 19%
% 9%
% 12%
pondents agreeenefit from add
enior Manage
g / Seller C
36%
5%
PITAL MARKETS
Y GRAZIADIO SCHO
nsactions closed
ure 32. Comp
ty with arrangin
rrange Senio
Somewhat difficult
3%
9%
10%
19%
27%
22%
18%
e that among coitional leadersh
ers and ChieSkil
36%
ontingent earn
36%
PROJECT | CAPIT
OOL OF BUSINESS
d in the last 12
ponents of C
ng senior debt f
or Debt for Tr
Neutral S
16%
11%
16%
17%
12%
9%
12%
ompanies that thip and skills tra
ef Executiveslls Training?
nout Low
TAL MARKETS R
AND MANAGEME
months involve
Closed Deals
for businesses w
ransactions
Somewhat easy
E
0%
7%
10%
14%
15%
26%
29%
they have workaining.
s Benefit from?
49%
wered deal pric
REPORT – 2011 ‐
ENT. All Rights Res
ed seller financ
s
with less than $
over the Pas
Easy Extre
eas
3% 0%
9% 0%
6% 0%
14% 0%
8% 8%
9% 13
0% 18
ked with, senior
m Additional
ce Lowereq
Strongly agre
Agree
Neutral
Disagree
2012
erved. | 28
ing or seller no
$1 million in
st Six Months
mely sy
Score(-2 to 2
% -1.26
% -0.52
% -0.33
% 0.36
% 0.54
% 1.04
% 1.06
r managers, suc
l Leadership
BROKE
15%
red amount ofquity sold
ee
te.
s
e 2)
ch as
and
ER cont.
f
According tmost impor
RespondenGovernmen
Underst
Knowle
Ec
Econo
Gov
Competiti
PEPPERDIN
© 2011 | PEPPER
to respondents,rtant for senior
Figure
nts believe econnt regulations a
tanding compe
edge of busine
Mana
Legal and re
Quantitativ
Global bu
conomic uncert
omic uncertaint
vernment regu
ion from foreig
NE PRIVATE CAP
RDINE UNIVERSITY
, leadership skir management t
e 35. Skills T
nomic uncertainand taxes and e
Figure 36
Leade
Strategic pla
etitive environm
Sales and mar
ess and world e
Corporate fi
Inspiring innov
agement accou
Human reso
egulatory know
ve analysis/res
usiness manage
tainty (domest
Access to capi
ty (internation
lations and tax
gn trade partne
Oth
PITAL MARKETS
Y GRAZIADIO SCHO
lls, strategic plato have.
That Are Impo
nty is the most iconomic uncert
. Issues Faci
4%6
0% 10
ership
anning
ments
keting
events
nance
vation
unting
ources
wledge
search
ement
Other
Today
0%
5%
tic)
tal
nal)
xes
ers
her
0%
Current iss
PROJECT | CAPIT
OOL OF BUSINESS
anning, and und
ortant for Se
important issuetainty are indic
ing Privately
2726
%6%
0% 20% 30%
y In the fut
10%
8%
7%
16%
16%
7%
%
10% 20
sue Emerg
TAL MARKETS R
AND MANAGEME
derstanding com
enior Manage
e facing privatecated as the mo
y-Held Busin
47
42%40%
7%6%
48
41%
41%
41%
% 40% 50%
ture
27%
27%
%
%
27%
% 30%
ging issue
REPORT – 2011 ‐
ENT. All Rights Res
mpetitive envir
ement to Hav
ly‐held businesost important em
nesses
62%
56%53%
%
58%
59%8%
64%
52%
55%
% 60% 70%
40%
2012
erved. | 29
onments are th
ve
sses today. merging issues.
BROKE
86%
86%
86%
73%
75%
77%73%
80% 90% 1
48%
50%
he
.
ER cont.
100%
60%
PEPPERDINE PRIVATE CAPITAL MARKETS PROJECT | CAPITAL MARKETS REPORT – 2011 ‐ 2012
© 2011 | PEPPERDINE UNIVERSITY GRAZIADIO SCHOOL OF BUSINESS AND MANAGEMENT. All Rights Reserved. | 30
Compared to six months ago, respondents indicated increases in deal flow and difficulty financing or selling business, increase in margin pressure on companies and deteriorated general business conditions. Respondents also indicated decreased deal multiples.
Table 13. General Business and Industry Assessment: Today Versus Six Months Ago
Decreased significantly
Decreased slightly
Stayed about the
same
Increased slightly
Increased significantly
% increase
% decrease
Net increase/ decrease
Deal flow 11% 10% 32% 36% 11% 47% 21% 26%
Ratio of businesses sold/total listings 13% 4% 49% 28% 6% 33% 17% 16%
Deal multiples 3% 23% 59% 13% 3% 16% 26% -10%
Business exit opportunities 6% 26% 30% 33% 6% 39% 31% 7%
Amount of time to sell business 0% 11% 39% 38% 11% 49% 11% 38%
Difficulty selling business 4% 16% 36% 24% 20% 44% 20% 24%
Business opportunities for growth 4% 20% 42% 28% 6% 33% 25% 9%
General business conditions 15% 33% 29% 22% 0% 22% 49% -26%
Margin pressure on companies 1% 8% 37% 39% 14% 54% 10% 44%
During the next twelve months, respondents expect further increases in deal flow, margin pressure on companies, and worsening general business conditions.
Table 14. General Business and Industry Assessment Expectations over the Next 12 Months
Decrease significantly
Decrease slightly
Stay about the same
Increase slightly
Increase significantly
% increase
% decrease
Net increase/ decrease
Deal flow 10% 14% 34% 32% 10% 42% 24% 19%
Ratio of businesses sold/total listings 12% 12% 47% 27% 2% 29% 24% 5%
Deal multiples 7% 24% 59% 9% 2% 10% 31% -21%
Business exit opportunities 8% 28% 30% 30% 3% 33% 37% -3%
Amount of time to sell business 2% 17% 37% 32% 13% 45% 18% 27%
Difficulty selling business 2% 15% 37% 25% 20% 46% 17% 29%
Business opportunities for growth 5% 24% 37% 29% 5% 34% 29% 5%
General business conditions 12% 33% 30% 25% 0% 25% 45% -20%
Margin pressure on companies 2% 14% 41% 34% 10% 44% 15% 29%
PEPPERDINE PRIVATE CAPITAL MARKETS PROJECT | CAPITAL MARKETS REPORT – 2011 ‐ 2012
© 2011 | PEPPERDINE UNIVERSITY GRAZIADIO SCHOOL OF BUSINESS AND MANAGEMENT. All Rights Reserved. | 31
Approximarisk/return currently oinformationfindings inc
Apbe
Oanca
Retoin
Reinan
Operatio
Approxima$50 million
Responden
Figure
0%
50%
100%
PEPPERDIN
© 2011 | PEPPER
L
tely 20% of thetrade‐off inve
offers the best n technology. Cclude:
pproximately 2etween $50 mil
n average respond 15% to direcapital, buyout p
espondents indo all other alternncreased expect
espondents seencreasing allocand further incre
onal and Ass
tely 26% of res and $500 milli
F
nts reported on
e 38. Current
18%
9%
NE PRIVATE CAP
RDINE UNIVERSITY
LIMITED P
e 71 respondentestment class, risk/return tra
Confidence in th
6% of respondellion and $500 m
ondents target ct investments. private equity a
dicated increasenative assets inted returns on n
e best domestiction to alternatease in expected
sessment Ch
pondents reporon.
Figure 37. As
their % of tota
t and Target A
8%
15%
52%
Current alloc
PITAL MARKETS
Y GRAZIADIO SCHO
PARTNER
ts in the limitedfollowed by d
ade‐off, 48% ofhe energy indus
ents reported tmillion.
to allocate 20%Respondents end direct invest
ed allocation to n the last six monew investmen
c opportunities tive assets, slighd returns.
haracteristics
rted their asset
ssets under M
l asset allocatio
Asset Alloca
26%
23%
cation
PROJECT | CAPIT
OOL OF BUSINESS
R SURVEY
d partner survedirect investmef respondents stry is down to 3
heir asset categ
% of their assetsexpect the highetments.
direct investmonths. They alsots.
in California, Tehtly improving b
s
t category being
Managemen
ons for “Alterna
ations for "A
TAL MARKETS R
AND MANAGEME
Y INFORM
ey reported buyents at 19%. Wreported healt30% from 44%
gory being less
s to venture capest returns of 2
ents and privato reported wors
exas and New Ebusiness condit
g less than $50
t or Investab
ative Assets”.
Alternative As
Le
$5
$5
$1
$5
Gr
Targ
REPORT – 2011 ‐
ENT. All Rights Res
MATION
yout private eqWhen asked ath care, followin the Spring 20
than $50 millio
pital, 19% to bu20% from invest
te equity and desened business
England states. tions, increase
million, while 2
ble Funds
ssets" (% of
ess than $50 m
50 million ‐ $50
500 million ‐ $1
1 billion ‐ $5 bi
5 billion ‐ $10 b
reater than $10
55%
get allocation
2012
erved. | 32
uity as being thabout which ined by 36% rep011 report. Oth
on, while 23% w
uyout private eqtments in ventu
ecreased alloca conditions but
They also expein direct investm
23% were betw
total portfol
illion
00 million
1 billion
llion
billion
0 billion
he best ndustry porting her key
were
quity ure
ation t
ect ments
ween
lio)
On averageto direct inv
On averageinvestment
Privat
Di
Privat
Private e
0%
5%
10%
15%
20%
25%
PEPPERDIN
© 2011 | PEPPER
e, respondents tvestments.
e respondents ets.
Fi
Venture cap
e equity ‐ buyo
irect investme
e equity ‐ grow
Real estate fu
Hedge fu
Secondary fun
quity ‐ distress
Mezzan
Fund of fun
20% 20%
NE PRIVATE CAP
RDINE UNIVERSITY
target to alloca
Figur
expect the highe
igure 40. Ann
2
ital
out
nts
wth
und
und
nds
sed
ine
nds
% 20%
PITAL MARKETS
Y GRAZIADIO SCHO
te 20% of their
re39.Curren
est returns from
nual Return E
5%
4%
3%
2%
18% 18%
PROJECT | CAPIT
OOL OF BUSINESS
r assets to ventu
nt Target Ass
m investments
Expectations
9%
8%
%15%
TAL MARKETS R
AND MANAGEME
ure capital, 19%
set Allocation
in venture capi
s for New Inv
15
11%
15% 15%
REPORT – 2011 ‐
ENT. All Rights Res
% to buyout priv
n
tal, buyout priv
vestments
19%
5%
%14%
2012
erved. | 33
vate equity, and
vate equity and
20%
%
13% 12%
LP cont.
d 15%
direct
%
Approximaclass, follow
When askecare, follow
7%
0%
10%
20%
30%
40%
50%
60%
PEPPERDIN
© 2011 | PEPPER
tely 20% of reswed by direct in
Fig
d about which wed by 36% rep
11%
7%
%
7%6%
48%
3
NE PRIVATE CAP
RDINE UNIVERSITY
pondents repornvestments at 1
ure 41. Asse
industries curreorting informat
Figure
1%
6% 4%
6% 34%
PITAL MARKETS
Y GRAZIADIO SCHO
rted buyout pri19%.
ets with the B
ently offer the btion technology
e 42. Industry
20%
3%
%30%
PROJECT | CAPIT
OOL OF BUSINESS
vate equity as b
Best Risk/Re
best risk/returny.
y with the Be
19%
24%
TAL MARKETS R
AND MANAGEME
being the best
eturn Trade-o
n trade offs, 48%
est Risk/Retu
Private
Direct
Ventu
Private
Private
Secon
Hedge
Mezza
Real e
Fund o
12%
REPORT – 2011 ‐
ENT. All Rights Res
risk/return trad
off Currently
% of responden
urn
e equity ‐ buyo
investments
re capital
e equity ‐ grow
e equity ‐ distr
dary funds
e fund
anine investme
state funds
of funds
10% 10
2012
erved. | 34
de‐off investme
nts reported he
outs
wth
ressed
ent
0% 8%
LP cont.
ent
ealth
In regard tofollowed by
Figure
According tselecting Ba
0%
10%
20%
30%
40%
50%
60%
0%
5%
10%
15%
20%
25%
30%
35%
40%
Si
PEPPERDIN
© 2011 | PEPPER
o the geography the Latin Ame
e 43. Geograp
to 38% of respoay Area, follow
Figure 44. G
57%
NorthAmerica A
38%
ilicon Valley
NE PRIVATE CAP
RDINE UNIVERSITY
ic regions with erica (41%), and
phic Regions
ondents the geoed by Texas (35
Geographic R
41%
LatinAmerica
Em
35%
Texas
PITAL MARKETS
Y GRAZIADIO SCHO
the best risk/red emerging Asia
s of the Worl
ographic region5%), and New E
Regions of t
35%
2
mergingAsia
DeveA
27%
New England
PROJECT | CAPIT
OOL OF BUSINESS
eturn trade‐offsa (35%) areas.
ld Offering th
with best risk/ngland (27%).
the USA with
20%16
elopedAsia
WesEuro
24%
Bay Area
TAL MARKETS R
AND MANAGEME
s, 57% of respo
he Best Risk
/return trade of
h the Best Ris
6%
10%
sternope
Othemergmark
22%
New YorkMetro
REPORT – 2011 ‐
ENT. All Rights Res
ndents reporte
k/Return Trad
ffs is Silicon Val
sk/Return Cu
%
4%
ergingkets
Central EasterEurop
19%
SouthernCalifornia
2012
erved. | 35
ed North Americ
deoff Curren
ley with anothe
urrently
2%
andrnpe
Other
11%
WashingtoDC
LP cont.
ca,
ntly
er 24%
LP cont.
r
on
According tspecific stra
Characteris
General pa
Specific st
Historical funds Returned fund (distri
Residual v(residual va
Gut feel/ins
Specific loc
Other - ple
Approximachief execu
Figure 4
PEPPERDIN
© 2011 | PEPPER
to respondents,ategy and histo
stics
artner
rategy
fund performa
capital from mbution to paid-in
value of most alue to paid-in or
stinct
cation
ease specify
tely 60% of resutives, would be
45. Would Se
36%
NE PRIVATE CAP
RDINE UNIVERSITY
, the general paorical fund perfo
Table 15
Un
nce on all
most recent or DPI)
recent fund r RVPI)
pondents agreeenefit from add
enior Manage
84%
PITAL MARKETS
Y GRAZIADIO SCHO
artner is the moormance.
5. Importance
nimportant O
im
2%
0%
2%
22%
4%
6%
6%
4%
e that among coitional leadersh
ers and ChieSkil
%
5
PROJECT | CAPIT
OOL OF BUSINESS
ost important fa
e of Factors
Of little portance
ModIm
2%
0%
2% 2
0%
10% 3
8% 2
12% 3
27% 2
ompanies that thip and skills tra
ef Executiveslls Training?
52%
TAL MARKETS R
AND MANAGEME
actor when eva
When Evalua
derately mportant
Imp
2% 3
8% 4
21% 4
0% 2
31% 4
29% 5
38% 3
29% 2
they have workaining.
s Benefit from?
REPORT – 2011 ‐
ENT. All Rights Res
aluating investm
ating
portant Ve
impo
37% 58
40% 52
42% 33
2% 56
40% 15
50% 8%
35% 10
9% 12
ked with, senior
m Additional
Strongly agree
Agree
Neural
Disagree
2012
erved. | 36
ment followed b
ery ortant
Sco(1 to
8% 4.4
2% 4.4
3% 4.0
6% 3.5
5% 3.4
% 3.3
0% 3.1
2% 3.8
r managers, suc
l Leadership
e
by
ore o 5)
46
44
02
54
46
31
7
89
ch as
and
LP cont.
According tunderstand
Respondenother alterndeployed b
Ta
Characteris
Allocation to
Allocation to
Allocation to
Allocation to
Allocation to
Allocation to
Direct invest
General bus
Expected redeployed
Understa
Knowled
PEPPERDIN
© 2011 | PEPPER
to respondents,ding competitiv
Figure
nts indicated incnative assets inbut worsened ge
able 16. Gene
stics
o venture capital
o private equity
o mezzanine
o hedge funds
o secondary fund
o real estate fund
tments
siness conditions
turns on new ca
anding compet
Sa
dge of busines
Global bus
In
Legal and reg
Quantitative
Manag
NE PRIVATE CAP
RDINE UNIVERSITY
, important skile environments
e 46. Skills T
creased allocatin the last six moeneral business
eral Busines
Desig
ds
ds
s
pital
Leader
Strategic plan
titive environm
ales and marke
s and world ev
Human resou
iness managem
nspiring innova
gulatory knowle
Corporate fin
e analysis/rese
gement accoun
PITAL MARKETS
Y GRAZIADIO SCHO
ls to have in ses.
That Are Impo
ons to direct inonths. Respondes conditions.
s and Indust
ecreased nificantly
Decresligh
6% 15%
0% 11%
4% 22%
11% 16%
8% 8%
8% 10%
4% 6%
4% 43%
2% 19%
0%
rship
nning
ments
eting
vents
urces
ment
ation
edge
ance
earch
nting
Today
PROJECT | CAPIT
OOL OF BUSINESS
nior manageme
ortant for Se
nvestments andents also indica
try Assessm
eased htly
Stayed about the
same
% 69%
% 70%
% 67%
% 68%
% 77%
% 74%
% 47%
% 35%
% 38%
3230%
20% 40
y In the fut
TAL MARKETS R
AND MANAGEME
ent are leaders
enior Manage
d private equity ated increased e
ment: Today v
e Increased
slightly In
sig
10%
15%
7%
5%
5%
5%
23%
17%
38%
6
61%
57%
54%43%
39%
%
57%
49%
45%
42%
0% 60%
ture
REPORT – 2011 ‐
ENT. All Rights Res
ship, strategic p
ement to Hav
and decreasedexpected return
versus Six M
creased gnificantly
% increa
0% 10%
4% 19%
0% 7%
0% 5%
3% 8%
3% 8%
19% 43%
0% 17%
4% 42%
86
71%
68%1%
%
%
79%
83%
64%
%
72%
79%
80%
2012
erved. | 37
planning, and
ve
d allocations to ns on new capit
Months Ago
ase %
decreaseind
% 21%
% 11%
% 27%
% 27%
% 15%
% 18%
% 11%
% 48%
% 21%
100%
89%
6%
91%
%
100% 12
all tal
Net ncrease/ ecrease
-10%
9%
-20%
-22%
-8%
-10%
32%
-30%
21%
LP cont.
20%
Responden
Table
Characterist
Allocation to
Allocation to
Allocation to
Allocation to
Allocation to
Allocation to
Direct invest
General bus
Expected redeployed
Respondenbusinesses emerging is
Ec
Gov
Econo
Competiti
PEPPERDIN
© 2011 | PEPPER
nts expect furth
17. General
tics
o venture capital
o private equity
o mezzanine
o hedge funds
o secondary fund
o real estate fund
tments
siness conditions
turns on new ca
nts believe accetoday. Governmssues.
conomic uncert
vernment regu
omic uncertaint
ion from foreig
NE PRIVATE CAP
RDINE UNIVERSITY
er increases in
Business an
Decsignif
0
0
2
5
ds 5
ds 5
2
s 2
pital 2
ss to capital anment regulation
Figure 47
Access to capi
tainty (domest
lations and tax
ty (internation
gn trade partne
Inflati
Oth
PITAL MARKETS
Y GRAZIADIO SCHO
allocation to di
nd Industry A
rease ficantly
Decreaslight
0% 13%
0% 6%
2% 14%
5% 5%
5% 13%
5% 13%
2% 4%
2% 22%
2% 13%
d economic uncns and taxes an
7. Issues Faci
2%
2%
2%
tal
tic)
xes
nal)
ers
on
her
0% 5
Current iss
PROJECT | CAPIT
OOL OF BUSINESS
rect investmen
Assessment
ase ly
Stay about the same
% 79%
81%
% 74%
78%
% 68%
% 56%
57%
% 40%
% 54%
certainty are thnd economic un
ing Privately
4%
8%
4%
5% 10%
sue Emerg
TAL MARKETS R
AND MANAGEME
nts and private e
Expectation
Increase slightly
Incsign
8%
11%
7%
8%
8%
23%
26% 1
30%
26%
he most importncertainty are in
y-Held Busin
17
17
13%
12%
15% 2
ging Issue
REPORT – 2011 ‐
ENT. All Rights Res
equity, as well
ns over the N
crease ificantly
% increas
0% 8%
2% 13%
2% 9%
3% 11%
5% 13%
3% 26%
11% 37%
6% 36%
4% 30%
ant issues facinndicated as the
nesses
%
%
20% 25%
2012
erved. | 38
as real estate fu
Next 12 Month
se %
decreaseind
13%
6%
16%
11%
18%
18%
7%
24%
15%
ng privately‐helmost importan
30%
28%
29%
30%
unds.
hs
Net ncrease/
decrease
-4%
6%
-7%
0%
-5%
8%
30%
12%
15%
d nt
33%
35%
Approximamonths, th
Aphe
Thta
Refocobu
Rere
Operatio
Approxima
PEPPERDIN
© 2011 | PEPPER
A
tely 14% of thee majority (56%
pproximately 3eld businesses.
he types of busargeting inform
espondents indollow‐on investmompanies seekiusiness conditio
espondents’ exespondents plan
onal and Ass
tely 47% of res
Figure
Figure 49
15%
8%
2% 12%
25
18%
4%4% 1
NE PRIVATE CAP
RDINE UNIVERSITY
ANGEL IN
e 93 respondent%) of responden
0% of responde
inesses respondation technolog
dicated a sharp ments, and expng investmentsons and appetit
it strategies than to sell to a pu
sessment Ch
pondents made
e 48. Total Nu
9. Number o
12%
19%
%7%
23%
5%
% 5%
PITAL MARKETS
Y GRAZIADIO SCHO
NVESTOR
ts to the angel ints plan to mak
ents base valua
dents plan to ingy and another
increase in dempected returns os and time to exte for risk.
at include sellinublic company.
haracteristics
e either one or
umber of Inv
f Follow-on I
%
25%
%
20%
PROJECT | CAPIT
OOL OF BUSINESS
SURVEY
investor surveye between one
tions on a basic
nvest in over ne22% planning t
mand for angel con new investmxit deals, decrea
ng to a private c
s
two investmen
vestments Ma
Investments
TAL MARKETS R
AND MANAGEME
INFORM
y plan to investe and five invest
c method (quic
ext 12 months ato invest in hea
capital, and incments. They alsoased opportuni
company total 3
nts over the last
ade in the La
Made in the
0
2
4
6 ‐ 10
0
2
4
6 ‐ 10
REPORT – 2011 ‐
ENT. All Rights Res
ATION
outside of the tments. Other k
k estimate) wh
are very diversealth care.
creases in size oo reported increities to exit, wo
34%, while anot
t six months.
ast Six Mont
e Last Six Mo
1
3
5
M
1
3
5
M
2012
erved. | 39
U.S. over the nekey findings inc
en valuing priva
e with over 34%
of angel industryeased quality oforsened general
ther 34% of
ths
onths
More than 10
ore than 10
ext 12 clude:
ately‐
%
y, f l
The majorit
The types oinformation
9
PEPPERDIN
© 2011 | PEPPER
ty (56%) of resp
Figure
Figure 51
of businesses ren technology an
Figure 52
7%
18%
7%1%
10%
10%
9%
9%
7%
1%
NE PRIVATE CAP
RDINE UNIVERSITY
pondents plan t
50. Number
1. Number of
espondents plannd another 22%
2. Type of Bu
8%15
26%5%
18%
21%
21%
14%6%
3%
5%
PITAL MARKETS
Y GRAZIADIO SCHO
to make betwee
r of Total Inve
f Follow-on In
n to invest in ov% planning to in
usiness for In
%
23%
%
20%
34%
22%
PROJECT | CAPIT
OOL OF BUSINESS
en one and five
estments Pla
nvestments
ver next 12 monvest in health c
nvestments P
TAL MARKETS R
AND MANAGEME
e investments o
anned over N
Planned ove
nths are very dcare.
Planned ove
0
2
4
6 ‐ 10
0
2
4
6 ‐ 10
Inform
Healt
Basic
Retai
Busin
Manu
Finan
Whol
Other
REPORT – 2011 ‐
ENT. All Rights Res
over the next 12
Next 12 Mont
er Next 12 Mo
iverse with ove
er Next 12 Mo
1
3
5
Mo
1
3
5
M
mation techno
th care
materials & en
l & consumer s
ness services
ufacturing
ncial services
lesale & distrib
r
2012
erved. | 40
ANG
2 months.
ths
onths
er 34% targeting
onths
ore than 10
1
3
5
More than 10
ology
nergy
services
bution
EL cont.
g
PEPPERDINE PRIVATE CAPITAL MARKETS PROJECT | CAPITAL MARKETS REPORT – 2011 ‐ 2012
© 2011 | PEPPERDINE UNIVERSITY GRAZIADIO SCHOOL OF BUSINESS AND MANAGEMENT. All Rights Reserved. | 41
ANGEL cont.
Respondents reported on a variety of stats pertaining to their investments.
Table 18. General Information on Investments by Company Stages
Seed Startup Early stage Expansion
Number of investments made in last six months
1st quartile 1 1 1 1
Median 1 2 1 2
3rd Quartile 4 2 2 3
Average size of investment ($ thousands)
1st quartile $25 $75 $75 $75
Median $150 $150 $150 $150
3rd quartile $250 $150 $250 $250
Average % of total equity purchased (fully diluted basis)
1st quartile 5% 4% 3% 1%
Median 15% 6% 6% 2%
3rd quartile 25% 20% 10% 9%
Total EXPECTED returns (gross cash on cash pretax IRR) on new investments (%)
1st quartile 30% 28% 28% 18%
Median 45% 45% 40% 38%
3rd quartile 95% 83% 70% 58%
Expected time to exit (years)
1st quartile 4 4 3 3
Median 5 5 4 4
3rd quartile 5 5 5 4
Average company “pre-money” value ($ millions)
1st quartile 0.45 0.65 1.5 0.95
Median 1.5 1.5 2.5 2.5
3rd quartile 1.5 2.5 4.5 10
Average company value at time of investment (post-money $ millions)
1st quartile 0.750 1 2 1.5
Median 1.5 2 3 3.5
3rd quartile 3.5 4.5 7 8
Respondenthe U.S., 14
Approxima
Approximabusinesses.
PEPPERDIN
© 2011 | PEPPER
nts reported on 4% of responde
Figure 53.
tely 35% of res
tely 30% of res. Only 14% of re
39%
35
9%7%
NE PRIVATE CAP
RDINE UNIVERSITY
where they plants are plannin
. Geographic
pondents don’t
Figure
pondents base espondents use
Figur
17
2%
14%
21%
%
14%
%%5% 14%
PITAL MARKETS
Y GRAZIADIO SCHO
an to invest oveg to invest outs
c Location of
t have geograph
e 54. Geograp
valuations on ae an income app
re 55. Usage
7%8%
7%
6%4%
3%%
15%
12%
18%
30%
21%
PROJECT | CAPIT
OOL OF BUSINESS
er the next 12 mside of the U.S.
f Planned Inv
hical restriction
phical Limit
a basic method proach.
of Valuation
%
%
TAL MARKETS R
AND MANAGEME
months. The res
vestment ov
ns for their futu
for Investme
(quick estimate
n Approache
South
Texas
New E
Silicon
New Y
Wash
Bay A
All oth
Outsid
2‐hou
4‐hou
State/
Regio
No re
Basic
Transa
Incom
Public
Costs
Asset
Other
REPORT – 2011 ‐
ENT. All Rights Res
sults reflect inve
ver Next 12 M
re investments
ent
e) when valuing
es
hern California
s
England
n Valley
York Metro
hington DC
Area
her US
de of US
ur drive
ur drive
/ province
on
estrictions
method (quick
action approac
me approach (D
c company app
to create appr
based approac
r
2012
erved. | 42
ANG
estment throug
Months
s.
g privately‐held
ANG
k estimate)
ch
DCF, NPV, IRR)
proach
roach
ch
EL cont.
ghout
d
EL cont.
Responden
Respondento sell to a
Approximachief execu
Figure 5
0
10
20
30
40
50
mem
PEPPERDIN
© 2011 | PEPPER
nts reported on
nts’ exit strategipublic company
tely 90% of resutives, would be
58. Would Se
8
20
4
Business plansmorandums re
7%
7%
5%5%
50%
NE PRIVATE CAP
RDINE UNIVERSITY
items required
Figure
ies that includey.
Figure
pondents agreeenefit from add
enior Manage
40
s oreviewed
Meet
34%
5% 3%
5% 5%
PITAL MARKETS
Y GRAZIADIO SCHO
d to close one d
e 56. Items R
selling to a priv
e 57. Exit Plan
e that among coitional leadersh
ers and ChieSkil
56.5 10
tings with princonducted
1st Quartile
34%
41%
PROJECT | CAPIT
OOL OF BUSINESS
eal.
Required to C
vate company t
ns for Portfo
ompanies that thip and skills tra
ef Executiveslls Training?
1
0
cipals Proposs
Median
TAL MARKETS R
AND MANAGEME
Close One De
total 34%, while
olio Compani
they have workaining.
s Benefit from?
1 2 3
sal letters or teheets issued
3rd Quartile
Sell t
Sell t
Sell t
Liqui
IPO
Sell t
Mana
Othe
Str
Ag
Ne
Dis
REPORT – 2011 ‐
ENT. All Rights Res
eal
e another 34%
ies
ked with, senior
m Additional
1
erm Letters o
to a private com
to a public com
to private equit
date or bankru
to a VC
agement buyo
er
rongly agree
gree
eutral
sagree
2012
erved. | 43
of respondents
r managers, suc
l Leadership
ANG
1 2
of intent signe
mpany
mpany
ty group
upt
out
s plan
ch as
and
EL cont.
ed
According tmost impor
Respondeninvestmentinvestmentfor risk.
Ta
Demand for
Size of ange
Quality of coinvestment
Follow-on in
Average inv
Exit opportu
Time to exit
Expected re
Value of por
General bus
Appetite for
Understa
Knowled
PEPPERDIN
© 2011 | PEPPER
to respondents,rtant for senior
Figure
nts indicated a sts and expectedts and time to e
able 19. Gene
angel capital
el finance industr
ompanies seekin
nvestments
estment size
nities
deals
turns on new inv
rtfolio companies
siness conditions
risk
anding compet
Sa
In
dge of busines
Quantitative
Legal and reg
Manag
Global bus
NE PRIVATE CAP
RDINE UNIVERSITY
, leadership skir management t
e 59. Skills T
sharp increase id returns on newexit deals, decre
eral Busines
Decrsignif
2
ry 3
g 0
0
3
6
3
vestments 2
s 2
s 20
15
Leader
titive environm
ales and marke
Strategic plan
nspiring innova
s and world ev
Corporate fin
e analysis/rese
gulatory knowle
Human resou
gement accoun
iness managem
O
PITAL MARKETS
Y GRAZIADIO SCHO
lls, understandto have.
That Are Impo
n demand for aw investments.eased opportun
s and Indust
reased ficantly
Decreasslight
2% 2%
3% 25%
0% 14%
0% 17%
3% 23%
6% 33%
3% 14%
2% 9%
2% 28%
0% 31%
5% 38%
8%6%
rship
ments
eting
nning
ation
vents
ance
earch
edge
urces
nting
ment
Other
Today
PROJECT | CAPIT
OOL OF BUSINESS
ing competitive
ortant for Se
angel capital, in They also reponities to exit, wo
try Assessm
sed ly
Stayed about the
same
32%
% 25%
% 43%
% 43%
% 45%
% 43%
% 34%
60%
% 34%
% 25%
% 31%
3
33
30%
27%
24%
17%
%
3
3
30%
%
y In the fut
TAL MARKETS R
AND MANAGEME
e environments
enior Manage
ncreases in size orted increasedorsened genera
ment: Today v
Increased slightly
Incrsign
28% 3
25% 2
34%
28% 1
26%
13%
27% 2
25%
34%
20%
11%
58
36%
3%
%
54%
39%
3%
3%
36%
%
41%
ture
REPORT – 2011 ‐
ENT. All Rights Res
s and strategic p
ement to Hav
of angel industd quality of comal business cond
versus Six M
reased ificantly
% increas
37% 65%
22% 47%
9% 43%
12% 40%
3% 29%
5% 17%
22% 48%
5% 29%
3% 37%
5% 25%
5% 15%
8
82
77%
64%
8%
8
74%
74%
71%
63%
2012
erved. | 44
planning are th
ve
try, follow‐on mpanies seekingditions, and app
Months Ago
se %
decreaseincde
3%
28%
14%
17%
26%
40% -
17%
11%
29%
51% -
54% -ANG
98%
3%
2%
3%
e
g petite
Net crease/ crease
62%
19%
29%
23%
3%
-22%
31%
18%
8%
-26%
-38% EL cont.
Responden
Table
Demand for
Size of ange
Quality of coinvestment
Follow-on in
Average inv
Exit opportu
Time to exit
Expected re
Value of por
General bus
Appetite for
Respondenregulations
Ec
Econo
Gov
Competiti
PEPPERDIN
© 2011 | PEPPER
nts expect furth
20. General
angel capital
el finance industr
ompanies seekin
nvestments
estment size
nities
deals
turns on new inv
rtfolio companies
siness conditions
risk
nts believe acces and taxes are
conomic uncert
omic uncertaint
vernment regu
ion from foreig
NE PRIVATE CAP
RDINE UNIVERSITY
er increases in
Business an
Decsignif
0
ry 5
g 5
0
0
6
3
vestments 3
s 2
s 1
1
ss to capital is tindicated as the
Figure 60
Access to capi
tainty (domest
ty (internation
lations and tax
gn trade partne
Inflati
Oth
PITAL MARKETS
Y GRAZIADIO SCHO
business chara
nd Industry A
rease ficantly
Decreaslight
0% 0%
5% 8%
5% 9%
0% 14%
0% 17%
6% 14%
3% 9%
3% 16%
2% 14%
6% 23%
3% 28%
the most impore most importa
. Issues Faci
0%
0%3%
tal
tic)
nal)
xes
ers
on
her
0% 5%
Current iss
PROJECT | CAPIT
OOL OF BUSINESS
cteristics excep
Assessment
ase ly
Stay about the
same
20%
35%
48%
% 38%
% 48%
% 47%
47%
% 52%
% 36%
% 28%
% 39%
rtant issue facinant emerging iss
ing Privately
8%
5%
11%
11%
6%
8%
10% 15
sue Emerg
TAL MARKETS R
AND MANAGEME
pt general busin
Expectation
Increase slightly
Incsign
56% 2
41% 1
34%
41%
32%
27%
31%
25%
44%
25%
17%
ng privately‐helsue.
y-Held Busin
22
% 20% 2
ging issue
REPORT – 2011 ‐
ENT. All Rights Res
ness conditions
ns over the N
crease ificantly
% increas
23% 80%
11% 52%
3% 38%
6% 48%
3% 35%
6% 33%
9% 41%
5% 30%
5% 48%
8% 33%
3% 20%
d businesses to
nesses
2%
25%
26%
5% 30% 3
2012
erved. | 45
.
Next 12 Month
se %
decreaseincdec
0%
13%
14%
14%
17%
20%
13%
19%
16%
39%
41% -
oday. Governme
41
36%
35% 40%
hs
Net crease/ crease
80%
40%
23%
33%
17%
13%
28%
11%
33%
-6%
-20%
ent
1%
45%
Of the 139 general busindustry. Th Other key f
Thtare
Rere
ReDo
Operatio
Approxima
PEPPERDIN
© 2011 | PEPPER
V
participants whsiness conditionhe majority (52
findings include
he types of busargeting informespondents plan
espondents’ exespondents plan
espondents belomestic econom
onal and Ass
tely 47% of res
Figure
Figure 62
5%5%
18%
6%
10%
19%
NE PRIVATE CAP
RDINE UNIVERSITY
VENTURE
ho responded tns over the nex%) of responde
e:
inesses respondation technologn to make new
it strategies than to sell to a pu
ieve access to cmic uncertainty
sessment Ch
pondents made
e 61. Total Nu
2. Number o
14%
15%
11%
16%
17%%
8%
PITAL MARKETS
Y GRAZIADIO SCHO
CAPITAL
o the venture ct 12 months, 48ents plans to ma
dents plan to ingy and another investments ou
at include sellinublic company.
capital is the my is indicated as
haracteristics
e between one
umber of Inv
f Follow-on I
13%
19%
%
12%
12%
PROJECT | CAPIT
OOL OF BUSINESS
L SURVEY
capital survey, a8% of respondeake between tw
nvest in the nex19% planning tutside of the U.
ng to a public co
ost important is the most impo
s
and three inve
vestments Ma
Investments
TAL MARKETS R
AND MANAGEME
Y INFORM
approximately 3ents also expectwo and five inve
xt 12 months arto invest in heaS.
ompany total 41
ssue facing privortant emerging
stments over th
ade in the La
Made in the
0
2
4
6 ‐ 10
0
2
4
6 ‐ 10
REPORT – 2011 ‐
ENT. All Rights Res
MATION
32% say that tht a shrinking of estments over t
re very diverse walth care. Appro
1%, while anoth
vately‐held busg issue.
he last six mont
ast Six Mont
e Last Six Mo
1
3
5
M
1
3
5
M
2012
erved. | 46
hey expect worsthe venture cathe next 12 mo
with over 43% oximately 39% o
her 27% of
inesses today.
ths.
ths
onths
1
3
5
More than 10
1
3
5
More than 10
sening apital nths.
of
The majorit
Responden
Vintage ye
Size of fun
Targeted n
Target fund
Expected f
The types oInformation
PEPPERDIN
© 2011 | PEPPER
ty (52%) of resp
Figure
Figure 64
nts reported on
ear (year in which
nd ($ millions)
number of total in
d return (gross p
fund return (gros
of businesses ren technology an
Figure 65
18%
8
17%
6%5%5%4%4%
1%
NE PRIVATE CAP
RDINE UNIVERSITY
pondents plans
63. Number
4. Number of
business practi
h first investment
nvestments
pretax cash on ca
s pretax cash on
espondents plannd another 19%
5. Type of Bu
7%
7%12%
19%
1
6%8%
18%
19%
13%
PITAL MARKETS
Y GRAZIADIO SCHO
to make betwe
r of Total Inve
f Follow-on In
ices and the res
Table 2
t made)
ash annual IRR %
n cash annual IR
n to invest in ov% planning to in
usiness for In
4%12%
21%
%
11%9%
1
13%
43%
PROJECT | CAPIT
OOL OF BUSINESS
een two and fiv
estments Pla
nvestments
sults are reflect
1. VC Fund D
%)
R %)
ver next 12 monvest in health c
nvestments P
18%
TAL MARKETS R
AND MANAGEME
ve investments
anned over N
Planned ove
ted below.
Data
1st quarti
2004
20
11
20
15
nths are very dcare.
Planned ove
0
2
4
6 ‐ 10
0
2
4
6 ‐ 10
InformHealtBasic ManuBusin
RetailFinanWholOther
REPORT – 2011 ‐
ENT. All Rights Res
over the next 1
Next 12 Mont
er Next 12 Mo
ile Median
2007
58
16
25
21
iverse with ove
er Next 12 Mo
1
3
5
Mo
1
3
5
More
mation technoh carematerials & enufacturingness services
l & consumer sncial servicesesale & distribr
2012
erved. | 47
VENTURA CAPITA
12 months.
ths
onths
n 3rd qua
2009
131
25
30
30
er 43% targeting
onths
ore than 10
e than 10
ology
nergy
services
bution
AL cont.
artile
9
g
PEPPERDINE PRIVATE CAPITAL MARKETS PROJECT | CAPITAL MARKETS REPORT – 2011 ‐ 2012
© 2011 | PEPPERDINE UNIVERSITY GRAZIADIO SCHOOL OF BUSINESS AND MANAGEMENT. All Rights Reserved. | 48
VENTURA CAPITAL cont.
Respondents reported on a variety of stats pertaining to their investments.
Table 22. General Information on Investments by Company Stages
Seed Startup Early stage Expansion Later stage
Number of investments made in last six months
1st quartile 2 1 1 2 1
Median 2 2 2 2 1
3rd quartile 3 3 3 4 4
Average size of investment ($ millions)
1st quartile < 1 < 1 < 1 < 1 $3
Median < 1 $2 $2 $3 $3
3rd quartile < 1 $3 $3 $4 $8
Average % of total equity purchased (fully diluted basis)
1st quartile 15% 15% 5% 5% 5%
Median 25% 15% 15% 15% 5%
3rd quartile 25% 25% 20% 15% 15%
Total expected returns (gross cash on cash pretax IRR) on new investments
1st quartile 28% 23% 23% 18% 25%
Median 38% 30% 28% 28% 28%
3rd quartile 78% 45% 50% 38% 55%
Expected time to exit
1st quartile 5 4 3 3 2
Median 5 5 4 3 2
3rd quartile 7 6 5 5 2
Average company “pre-money” value
1st quartile 1.5 2.5 3.5 8.0 25.0
Median 1.5 2.5 8.0 15.0 35.0
3rd quartile 2.5 8.0 15.0 35.0 80.0
Average company value at time of investment (post-money $ millions)
1st quartile 1.0 3.5 3.5 15.0 25.0
Median 2.5 8.0 8.0 25.0 45.0
3rd quartile 3.5 10.0 15.0 35.0 90.0
Respondenthe U.S., 39
When valuivaluing priv
Responden
0
20
40
60
80
100
120
me
PEPPERDIN
© 2011 | PEPPER
nts reported on 9% of responde
Figure 66.
ing the companvately‐held bus
nts reported on
3
1
11
30
60
Business planemorandums r
NE PRIVATE CAP
RDINE UNIVERSITY
where they plants are plannin
. Geographic
ny, approximateinesses.
Figur
items required
Figure
11%
26%
9%
17%15%
1%5%
12%
100
ns orreviewed
Meet
1
PITAL MARKETS
Y GRAZIADIO SCHO
an to invest oveg to invest outs
c Location of
ely 40% of the w
re 67. Usage
d to close one d
e 68. Items R
%11%
5%5%3%
40%
%
1020
30
tings with princonducted
1st Quartile
PROJECT | CAPIT
OOL OF BUSINESS
er the next 12 mside of the U.S.
f Planned Inv
weight of the va
of Valuation
eal.
Required to C
2
0
ncipals Propossh
Median 3
TAL MARKETS R
AND MANAGEME
months. The res
vestment ov
aluation is put o
n Approache
Close One De
Sili
Ba
Ne
Ne
So
All
Ou
Tr
Pu
In
Co
As
Ot
2 3 5
sal letters or teheets issued
3rd Quartile
REPORT – 2011 ‐
ENT. All Rights Res
sults reflect inve
ver Next 12 M
on a transaction
es
eal
icon Valley
y Area
ew England
ew York Metro
uthern Californ
Other US
utside of US
ransaction app
ublic company
come approac
osts to create a
sset based app
ther
1
erm Letters o
2012
erved. | 49
VENTURA CAPITA
estment throug
Months
n approach whe
nia
proach
approach
ch (DCF, NPV, I
approach
proach
1 2
of intent signed
AL cont.
ghout
en
RR)
d
Respondento sell to a
Approximachief execu
Figure 7
According tmost impor
Understa
Knowled
PEPPERDIN
© 2011 | PEPPER
nts’ exit strategiprivate compan
tely 76% of resutives, would be
70. Would Se
to respondents,rtant for senior
Figure
12%
5%4%
16%
anding compet
Sa
In
dge of busines
Legal and reg
Manag
Global bus
Quantitative
NE PRIVATE CAP
RDINE UNIVERSITY
ies that includeny.
Figure
pondents agreeenefit from add
enior Manage
, leadership skir management t
e 71. Skills T
27%
% 4% 4%3%
54%
%7%
Leader
Strategic plan
titive environm
ales and marke
nspiring innova
s and world ev
Human resou
Corporate fin
gulatory knowle
gement accoun
iness managem
e analysis/rese
O
PITAL MARKETS
Y GRAZIADIO SCHO
selling to a pub
e 69. Exit Plan
e that among coitional leadersh
ers and ChieSkil
lls, strategic plato have.
That Are Impo
41%
22%
2.9%5%
rship
nning
ments
eting
ation
vents
urces
ance
edge
nting
ment
earch
Other
Today
PROJECT | CAPIT
OOL OF BUSINESS
blic company to
ns for Portfo
ompanies that thip and skills tra
ef Executiveslls Training?
anning, and und
ortant for Se
%
y In the fut
TAL MARKETS R
AND MANAGEME
otal 41%, while
olio Compani
they have workaining.
s Benefit from?
derstanding com
enior Manage
Se
Se
IPO
Se
Se
Ma
Liq
Ot
Stro
Agr
Neu
Disa
49
44%
39%
37%31%
30%
46%
40%
37%
ture
REPORT – 2011 ‐
ENT. All Rights Res
another 27% o
ies
ked with, senior
m Additional
mpetitive envir
ement to Hav
ll to a public co
ll to a private c
O
ll to private eq
ll to another V
anagement bu
quidate or ban
her
ongly agree
ree
utral
agree
60%
51%9%
7
7
65%
%
57%
51%
54%
2012
erved. | 50
VENTURA CAPITA
of respondents
r managers, suc
l Leadership
onments are th
ve
ompany
company
quity group
VC
yout
krupt
9
89
83%
79%
81%
72%
70%
70%
%
AL cont.
plan
ch as
and
he
91%
%
PEPPERDINE PRIVATE CAPITAL MARKETS PROJECT | CAPITAL MARKETS REPORT – 2011 ‐ 2012
© 2011 | PEPPERDINE UNIVERSITY GRAZIADIO SCHOOL OF BUSINESS AND MANAGEMENT. All Rights Reserved. | 51
VENTURA CAPITAL cont.
Respondents indicated increases in demand for venture capital, quality of companies seeking investment, follow‐on investments, and presence of super angels in space formerly occupied by VCs. They also reported decreased size of venture capital industry and worsened general business conditions.
Table 23. General Business and Industry Assessment: Today versus Six Months Ago
Decreased significantly
Decreased slightly
Stayed about the
same
Increased slightly
Increased significantly
% increase
% decrease
Net increase/ decrease
Demand for venture capital 1% 10% 40% 30% 18% 48% 12% 36%
Quality of companies seeking investment
1% 7% 46% 34% 12% 46% 9% 37%
Follow-on investments 0% 5% 41% 33% 22% 55% 5% 50%
Average investment size 2% 9% 56% 26% 8% 33% 11% 23%
Exit opportunities 4% 34% 26% 25% 10% 35% 38% -3%
Time to exit deals 0% 12% 32% 44% 12% 56% 12% 44%
Expected returns on new investments
0% 33% 43% 16% 7% 24% 33% -9%
Value of portfolio companies 1% 28% 33% 30% 7% 37% 30% 7%
General business conditions 15% 36% 31% 16% 1% 18% 51% -33%
Presence of super angels in space formerly occupied by VCs
0% 11% 26% 43% 20% 62% 11% 51%
Size of venture capital industry 14% 47% 29% 8% 3% 11% 61% -50%
Respondents expect further increases in all business characteristics except general business conditions and size of venture capital industry.
Table 24. General Business and Industry Assessment Expectations over the Next 12 Months
Decrease significantly
Decrease slightly
Stay about the same
Increase slightly
Increase significantly
% increase
% decrease
Net increase/ decrease
Demand for venture capital 3% 3% 27% 52% 15% 67% 6% 61%
Quality of companies seeking Investment
0% 5% 39% 48% 8% 56% 5% 52%
Follow-on investments 0% 5% 27% 48% 20% 69% 5% 64%
Average investment size 0% 5% 41% 47% 8% 55% 5% 50%
Exit opportunities 3% 21% 32% 35% 9% 44% 24% 20%
Time to exit deals 2% 3% 44% 41% 11% 52% 5% 47%
Expected returns on new investments
2% 25% 40% 29% 5% 34% 26% 8%
Value of portfolio companies 3% 14% 32% 40% 11% 51% 17% 34%
General business conditions 15% 17% 40% 23% 5% 28% 32% -5%
Presence of super angels in space formerly occupied by VCs
3% 12% 55% 23% 7% 30% 15% 15%
Size of venture capital industry 8% 41% 38% 11% 3% 14% 48% -34%
Respondeneconomic u
Ec
Econo
Gov
Competiti
PEPPERDIN
© 2011 | PEPPER
nts believe acceuncertainty is in
conomic uncert
omic uncertaint
vernment regu
ion from foreig
NE PRIVATE CAP
RDINE UNIVERSITY
ss to capital is tndicated as the
Figure 72
Access to capi
tainty (domest
ty (internation
lations and tax
Oth
gn trade partne
Inflati
PITAL MARKETS
Y GRAZIADIO SCHO
the most impormost importan
. Issues Faci
4
1%
0%
3%
3%
tal
tic)
nal)
xes
her
ers
on
0% 5%
Current iss
PROJECT | CAPIT
OOL OF BUSINESS
rtant issue facinnt emerging issu
ing Privately
10%
4%%
5%
%
% 10%
sue Emerg
TAL MARKETS R
AND MANAGEME
ng privately‐helue.
y-Held Busin
18%
20
20
15% 20%
ging issue
REPORT – 2011 ‐
ENT. All Rights Res
d businesses to
nesses
28
0%
26%
0%
23%
25% 30
2012
erved. | 52
VENTURA CAPITA
oday. Domestic
3
8%
0% 35%
AL cont.
37%
40%
PEPPERDINE PRIVATE CAPITAL MARKETS PROJECT | CAPITAL MARKETS REPORT – 2011 ‐ 2012
© 2011 | PEPPERDINE UNIVERSITY GRAZIADIO SCHOOL OF BUSINESS AND MANAGEMENT. All Rights Reserved. | 53
Consistent groups survsaid that deincreased d
Recore
Reco
Thta
Rebuem
Operatio
The largestand $5 ‐ $1
Responden
Vintage ye
Size of fun
Targeted n
Target fund
Expected f
0%
10%
20%
30%
40%
Le
PEPPERDIN
© 2011 | PEPPER
with previous vey indicated themand for privdemand in sprin
espondents indontrol investmeeturns on new i
espondents exponditions, and a
he types of busargeting manufa
espondents belusinesses todaymerging issue.
onal and Ass
concentration 10 million (33%)
nts reported on
ear (year in which
nd ($ millions)
number of total in
d return (gross p
fund return (gros
8%
ess than $1million
$1‐
NE PRIVATE CAP
RDINE UNIVERSITY
PRIVATE
iterations of that they make ate equity is upng 2011. Other
dicated increaseents, as well as nvestments and
pect further inca lower appetite
inesses respondacturing and an
ieve domestic ey. Nearly 28% o
sessment Ch
of checks writt)
F
business practi
h first investment
nvestments
pretax cash on ca
s pretax cash on
30%
‐5 million $m
PITAL MARKETS
Y GRAZIADIO SCHO
EQUITY S
the report, 43%investments inp from six monkey findings inc
es in the qualitya slight increased worsened gen
reasing demane for risk.
dents plan to innother 16% plan
economic uncef respondents i
haracteristics
ten was in the $
Figure 73. Ty
ices and the res
Table 25
t made)
ash annual IRR %
n cash annual IR
33% 3
5‐$10million
$1mi
PROJECT | CAPIT
OOL OF BUSINESS
SURVEY I
% of the 288 p the $10 millioths ago, this is clude:
y of companies e in deal multipneral business c
d for private eq
nvest in over nenning to invest
rtainty is the mndicated gover
s
$10 ‐ $25 millio
ypical Investm
sults are reflect
5. PEG Fund
%)
R %)
35% 33
10‐25illion
$25‐mil
TAL MARKETS R
AND MANAGEME
INFORMA
participants whn to $25 millio slightly down
seeking investmples. They also rconditions.
quity and deal m
ext 12 months ain business serv
most important rnment regulati
n range (35%),
ment Size
ted below.
Data
1st quarti
2007
50
7
20
20
3%
18%
‐$50lion
$50‐$milli
REPORT – 2011 ‐
ENT. All Rights Res
ATION
ho responded tn range. Nearlyfrom 57% of re
ment and the areported a decr
multiples, worse
are very diversevices.
issue facing priions and taxes a
followed by $2
ile Median
2008
178
10
25
25
% 16%
$100ion
$100‐$millio
2012
erved. | 54
to the private y 52% of responespondents ind
mount of non‐rease in expect
ening business
e with over 19%
vately‐held as the number
25 ‐ $50 million
n 3rd qua
2010
428
13
30
30
RIVATE EQUIT
%
3%
500on
Greater t$500 mil
equity ndents icating
ed
%
one
(33%),
artile
0
TY cont.
thanlion
The types omanufactu
Approxima
The majorit
PEPPERDIN
© 2011 | PEPPER
of businesses rering and anothe
Figure 74
tely 58% of res
Figure
Figure 7
ty (61%) of resp
Figure
97%
6
17%
11%
17%
9%6
NE PRIVATE CAP
RDINE UNIVERSITY
espondents planer 16% planning
4. Type of Bu
pondents made
e 75. Total Nu
6. Number o
pondents plans
77. Number
19
12%9%
6%6% 13%
2
%
%7%4%
2% 3%
29%
%
8%
3%2%1%1%
2%
30%
6%12%
1%
PITAL MARKETS
Y GRAZIADIO SCHO
n to invest in ovg to invest in bu
usiness for In
e between one
umber of Inv
f Follow-on I
to make two o
r of Total Inve
9%
16%
12%
6%
30%
39%
%
9%
31%
PROJECT | CAPIT
OOL OF BUSINESS
ver next 12 monusiness services
nvestments P
and three inve
vestments Ma
Investments
r three investm
estments Pla
TAL MARKETS R
AND MANAGEME
nths are very ds.
Planned ove
stments over th
ade in the La
Made in the
ments over the n
anned over N
Ma
BuHeReBa
WhFinInfOt
0
2
4
6 ‐ 10
0
2
4
6 ‐ 10
0
2
4
6 ‐ 10
REPORT – 2011 ‐
ENT. All Rights Res
iverse with ove
er Next 12 Mo
he last six mont
ast Six Mont
e Last Six Mo
next 12 months
Next 12 Mont
anufacturing
usiness servicesealth careetail & consumasic materials &
holesale & distnancial serviceformation techther
1
3
5
M
1
3
5
M
1
3
5
Mor
2012
erved. | 55
er 19% targeting
onths
ths.
ths
onths
s.
ths
PRIVATE EQUIT
s
er services& energy
tributionshnology
More than 10
More than 10
e than 10
g
TY cont.
Average desize of the c
Average si
Expected t
Equity as %
% of total e
Average de
Total expepre-tax IRR
Average ex
Average si
Expected t
Equity as %
% of total e
Average de
Total expepre-tax IRR
When valui
PEPPERDIN
© 2011 | PEPPER
Figure 78
eal multiples forcompany. Expe
Table
ize of investment
time to exit (year
% of new capital
equity purchased
eal multiple (mul
cted returns (groR)
xpected returns
Table 27
ize of investment
time to exit (year
% of new capital
equity purchased
eal multiple (mul
cted returns (groR)
ing a business,
14%
3%
NE PRIVATE CAP
RDINE UNIVERSITY
8. Number of
r buyout deals fcted returns va
e 26. General
t ($ millions)
rs, median)
structure
d
tiple of EBITDA)
oss cash on cash
s on non‐buyou
7. General Ch
t ($ millions)
rs, median)
structure
d
tiple of EBITDA)
oss cash on cash
approximately
16%
24%
6% 5%1%
PITAL MARKETS
Y GRAZIADIO SCHO
f Follow-on In
for the prior sixary from 23% to
l Characteris
$1M EBITDA
1
4
45%
95%
4
h 30%
ut deals vary fro
haracteristic
$1M EBITDA
1.5
3.5
55%
25%
4
h 25%
35% of the wei
%
31%
PROJECT | CAPIT
OOL OF BUSINESS
nvestments
x months vary fro 30%.
stics – Buyou
$5M EBITDA
$EB
4
5
55%
85%
5
26%
om 20% to 25%
cs – Non-Buy
$5M EBITDA
$EB
4
5
35% 4
20%
5
25%
ght is placed on
TAL MARKETS R
AND MANAGEME
Planned ove
rom four to sev
ut Transactio
$10M BITDA
$25MEBITD
15 25
5 4
50% 45%
75% 65%
6 6
25% 25%
.
yout Transac
$10M BITDA
$25MEBITD
15 25
4 4
45% 35%
15% 15%
5 5.5
25% 22%
n an income ap
0
2
4
6 ‐ 10
REPORT – 2011 ‐
ENT. All Rights Res
er Next 12 Mo
ven times EBITD
ons (medians
M DA
$50M EBITDA
50
4
% 35%
% 75%
7
% 25%
ctions (media
M DA
$50M EBITDA
45
3
% 55%
% 45%
7.5
% 22%
pproach.
1
3
5
Mo
2012
erved. | 56
onths
DA depending o
s)
$100M EBITDA
> $EB
100+ 1
4
45% 3
85% 8
7
25% 2
ans)
$100M EBITDA
> $EB
75
3
45%
25%
8
22% 2
PRIVATE EQUIT
ore than 10
on the
$100M BITDA
100+
4
35%
85%
7
23%
$100M BITDA
60
3.5
5%
15%
8
20%
TY cont.
When resprecast (adju
Deal multip
Manufactu
Retail & co
Wholesale
Business s
Basic mate
Health care
Information
Financial s
Average
PEPPERDIN
© 2011 | PEPPER
ondents use a musted) EBITDA m
ples vary from 3
ring
onsumer services
& distribution
services
erials & energy
e
n technology
services
17
12%
7%
18%
NE PRIVATE CAP
RDINE UNIVERSITY
Figur
multiple‐based multiples (26%)
3.5 to 9, the hig
Table 28. D
$1M EBITDA
4
s 4.5
4.5
4.5
4
5
7
4.5
4.8
27
7%
% 9%
10%
30%
%
6% 3%
PITAL MARKETS
Y GRAZIADIO SCHO
re 79. Usage
approach, the .
Figure 80.
ghest multiples
Deal Multiple
$5M
EBITDA
5
5.5
5
4.5
5
7
7
n/a
5.6
35%
7%
%
26%
PROJECT | CAPIT
OOL OF BUSINESS
of Valuation
multiple with t
Usage of Mu
are in health ca
es Among Ind
$10M EBITDA
5
6
5.5
5
6
7.5
n/a
6.5
5.9
TAL MARKETS R
AND MANAGEME
n Approache
he largest weig
ultiples
are industry wit
dustries (me
$25M EBITDA
5
6
n/a
6.5
6
7.5
7
n/a
6.3
Income ap
Transactio
Public com
Asset base
Other
Revenu
Recast
EBITDA
EBIT m
Cash flo
Net inc
Other
REPORT – 2011 ‐
ENT. All Rights Res
es
ght is the EBITD
th average at 7.
edians)
$50M EBITDA
$EB
5.5
7
n/a
7
6
n/a
n/a
n/a
6.4
pproach (DCF,
on approach
mpany approac
ed approach
ue multiple
EBITDA multip
A multiple
ultiple
ow multiple
come multiple
2012
erved. | 57
A multiple (30%
.2.
$100M BITDA
Ave
6.5 5
8 6
5.5 5
7 5
6 5
9 7
7.5 7
8.5 6
7.3 6
PRIVATE EQUIT
NPV, IRR)
ch
ple
%) or
rage
.2
.2
.1
.8
.5
.2
.1
.5
.0
TY cont.
Responden
Respondento sell to an
Responden$5 million i
Ta
$1M EBITD
$5M EBITD
$10M EBIT
$15M EBIT
$25M EBIT
$50M EBIT
$100M+ EB
0
20
40
60
80
100
120
me
PEPPERDIN
© 2011 | PEPPER
nts reported on
nts’ exit strateginother private e
nts reported on n EBITDA and m
able 29. The E
Extremdiffic
DA 31%
DA 13%
TDA 5%
TDA 3%
TDA 3%
TDA 3%
BITDA 4%
20
50
Business planemorandums r
22%
12%
NE PRIVATE CAP
RDINE UNIVERSITY
items required
Figure
ies that includeequity group.
Figure
average it is eamore.
Ease to Arra
mely ult
Difficult
% 26%
% 21%
% 7%
% 8%
% 3%
% 7%
% 0%
100
ns orreviewed
Mee
1
%5%1%
6%
PITAL MARKETS
Y GRAZIADIO SCHO
d to close one d
e 81. Items R
selling to a priv
e 82. Exit Plan
asier for them to
nge Senior D
Somewhat Difficult
17%
28%
25%
23%
28%
21%
15%
815
25
etings with princonducted
1st Quartile
28%
26%
PROJECT | CAPIT
OOL OF BUSINESS
eal.
Required to C
vate company t
ns for Portfo
o arrange senio
Debt for Tran
Neutral S
12%
11%
16%
13%
19%
17%
15%
3
5
ncipals Propos
Median
TAL MARKETS R
AND MANAGEME
Close One De
total 28%, while
olio Compani
or debt for inve
nsactions ov
Somewhat Easy
3%
12%
18%
15%
19%
21%
19%
3 5 10
osal letters or tsheets issued
3rd Quartile
Sell to
Sell to
Sell to
IPO
Mana
Liquid
Other
REPORT – 2011 ‐
ENT. All Rights Res
eal
e another 26%
ies
estments into co
ver the Past S
Easy Extr
E
5% 5
12% 4
25% 5
23% 1
14% 1
17% 1
23% 2
1
erm Letters
o a private com
o another PEG
o a public com
agement buyou
date or Bankru
r
2012
erved. | 58
of respondents
ompanies with
Six Months
remely Easy
Sco(-3 to
5% -1.5
4% -0.6
5% 0.3
5% 0.5
4% 0.5
4% 0.5
23% 1.3
PRIVATE EQUIT
2 3
of intent signe
mpany
pany
ut
upt
s plan
re o 3)
5
6
3
5
5
5
3
TY cont.
ed
Most of the$10M in EB
Tabl
$5M EBITD
$10M EBIT
$15M EBIT
$25M EBIT
$50M EBIT
$100M EB
> $100M E
Average vatypical privfrom 25% t
Table 31.
10% equity
20% equity
30% equity
40% equity
50% equity
Approximachief execu
Figure 8
PEPPERDIN
© 2011 | PEPPER
e respondents bBITDA. Whereas
le 30. The Ba
Compwortfina
GREexcca
ava
DA 39
TDA 17
TDA 6
TDA 4
TDA 4
ITDA 3
EBITDA 4
luation discounately‐held como 45% for unpr
. Valuation D
y interest
y interest
y interest
y interest
y interest
tely 79% of resutives, would be
83. Would Se
NE PRIVATE CAP
RDINE UNIVERSITY
believe “worthys for the larger
alance of Ava
panies thy of ncing
EATLY ceed pital ilable
Cowofin
exceav
9%
7%
6%
4%
4%
3%
4%
nts for lack of copany with a totrofitable busine
Discount for Ma
1st quarti
15%
15%
11%
10%
2%
pondents agreeenefit from add
enior Manage
44%
17%4%
PITAL MARKETS
Y GRAZIADIO SCHO
y of financing” ecompanies, “ca
ailable Capit
mpanies orthy of nancing eed capital vailable
24%
35%
24%
20%
12%
14%
7%
ontrol implied ttal equity valueess depending o
Minority Stoa Total Equity
Profitable bus
le Median
25%
20%
18%
15%
10%
e that among coitional leadersh
ers and ChieSkil
35%
PROJECT | CAPIT
OOL OF BUSINESS
exceeds “capitaapital available”
tal with Quali
General balance
13%
22%
32%
33%
41%
30%
32%
to pro rata valu of $10 millionon percentage o
ck Interests y Value of $1
siness
n 3rd quarti
35%
25%
24%
20%
19%
ompanies that thip and skills tra
ef Executiveslls Training?
TAL MARKETS R
AND MANAGEME
al available” for” exceeds “wort
ity Compani
Capital available exceeds
companies worthy of financing
17%
21%
29%
26%
28%
39%
38%
ues for various svary from 10% of equity intere
in a Typical 10 Million
ile 1st quarti
25%
24%
24%
20%
19%
they have workaining.
s Benefit from?
REPORT – 2011 ‐
ENT. All Rights Res
r the companiesthy of financing
ies for the Fo
Capital available
GREATLYexceeds
companiesworthy of financing
8%
4%
10%
17%
16%
14%
20%
sized minority sto 25% for prost.
Privately-He
Unprofitable b
ile Median
45%
35%
25%
30%
25%
ked with, senior
m Additional
Strongly agre
Agree
Neutral
Disagree
2012
erved. | 59
s with less thang.”
ollowing Size
Y
s
Score(-2 to 2
-0.7
-0.4
0.1
0.3
0.4
0.5
0.6
stock interests ifitable business
eld Company
usiness
n 3rd quart
65%
50%
50%
55%
45%
r managers, suc
l Leadership
PRIVATE EQUIT
e
n
e
e 2)
n a s, and
y with
tile
ch as
and
TY cont.
According tmost impor
Relative to investmentexpected re
Ta
Demand fo
Quality of cinvestment
Average in
Non-contro
Expected iperiod
Deal multip
Exit opport
Expected rinvestment
Value of po
General bu
Size of priv
Understa
Knowled
PEPPERDIN
© 2011 | PEPPER
to respondents rtant for senior
Figure
six months agot, amount of noeturns on new i
able 32. Gene
or private equity
companies seekit
nvestment size
ol investments
nvestment holdin
ples
tunities
returns on new ts
ortfolio companie
usiness condition
vate equity indus
anding compet
Sa
dge of busines
In
Legal and reg
Manag
Global bus
Quantitative
NE PRIVATE CAP
RDINE UNIVERSITY
leadership skilr management t
e 84. Skills T
o, respondents on‐control invesinvestments an
eral Busines
Decrsignif
1
ing 1
1
0
ng 0
3
9
2
es 2
ns 1
stry 2
Leader
titive environm
Strategic plan
ales and marke
s and world ev
nspiring innova
Human resou
Corporate fin
gulatory knowle
gement accoun
iness managem
e analysis/rese
PITAL MARKETS
Y GRAZIADIO SCHO
ls, strategic plato have.
That Are Impo
indicated increastments and slignd worsened ge
s and Indust
reased ficantly
Decreaslight
1% 7%
1% 25%
1% 14%
0% 9%
0% 7%
3% 25%
9% 34%
2% 31%
2% 32%
2% 47%
2% 27%
0% 10
rship
ments
nning
eting
vents
ation
urces
ance
edge
nting
ment
earch
Today
PROJECT | CAPIT
OOL OF BUSINESS
nning, and und
ortant for Se
ases in demandght increases inneral business
try Assessm
sed ly
Stayed about the
same
41%
% 29%
% 52%
55%
40%
% 32%
% 27%
% 45%
% 23%
% 22%
% 43%
0% 20% 30
y In the fut
TAL MARKETS R
AND MANAGEME
derstanding com
enior Manage
d for private eqn deal multiplesconditions.
ment: Today v
Increased slightly
Incsign
35%
38%
30%
28%
35%
31%
25%
21%
38%
17%
22%
441%
41%
36%
34%33%
30%
41%
40%
40%
31%
36%
0% 40% 5
ture
REPORT – 2011 ‐
ENT. All Rights Res
mpetitive enviro
ement to Hav
uity, quality of s. They also rep
versus Six M
reased nificantly
% increas
17% 52%
7% 45%
3% 33%
8% 36%
18% 53%
9% 40%
5% 30%
1% 21%
5% 43%
2% 19%
5% 28%
61%
52%
46%
51%
56%
48%
%
52%
0% 60% 7
2012
erved. | 60
onments are th
ve
companies seeorted a decreas
Months Ago
se %
decreaseincde
8%
26%
15%
9%
7%
28%
43%
34%
35%
59%
29%
PRIVATE EQUIT
8
77%
75%
%
74%
68%
70%
70% 80% 9
e
eking se in
Net crease/
ecrease
44%
19%
18%
27%
46%
11%
-13%
-12%
8%
-40%
-2%
TY cont.
84%
90%
Respondenprivate equ
Table
Demand for
Quality of coinvestment
Average inv
Non-control
Expected inv
Deal multiple
Exit opportu
Expected reinvestments
Value of por
General bus
Size of priva
Responden
Ec
Econo
Gov
Competiti
PEPPERDIN
© 2011 | PEPPER
nts expect furthuity industry.
33. General
private equity
ompanies seekin
estment size
investments
vestment holding
es
nities
turns on new s
rtfolio companies
siness conditions
ate equity industr
nts believe dom
conomic uncert
omic uncertaint
vernment regu
ion from foreig
NE PRIVATE CAP
RDINE UNIVERSITY
er increases in
Business an
Decrsignif
0
g 1
0
1
g period 0
3
6
2
s 4
s 11
ry 4
estic economic
Figure 85
Access to capi
tainty (domest
ty (internation
lations and tax
Oth
gn trade partne
Inflati
PITAL MARKETS
Y GRAZIADIO SCHO
all business cha
nd Industry A
rease ficantly
Decreaslightl
0% 5%
% 16%
0% 14%
% 12%
0% 6%
3% 25%
6% 27%
2% 26%
4% 22%
1% 33%
4% 23%
c uncertainty is
. Issues Faci
4
1%
0%
3%
tal
tic)
nal)
xes
her
ers
on
0% 5%
Current iss
PROJECT | CAPIT
OOL OF BUSINESS
aracteristics exc
Assessment
ase y
Stay about the
same
32%
32%
46%
49%
48%
38%
39%
47%
36%
28%
47%
the most impor
ing Privately
10%
4%%
5%
% 10%
sue Emerg
TAL MARKETS R
AND MANAGEME
cept general bu
Expectation
Increase slightly
Incrsignif
50% 1
43% 9
36% 5
32% 6
37% 9
31% 2
25% 3
25% 1
32% 6
25% 3
20% 6
rtant issue facin
y-Held Busin
18%
20
20
15% 20%
ging issue
REPORT – 2011 ‐
ENT. All Rights Res
usiness conditio
ns over the N
rease ficantly
% increase
3% 63%
9% 51%
5% 41%
6% 39%
9% 45%
2% 34%
3% 29%
1% 26%
6% 38%
3% 28%
6% 26%
ng privately‐he
nesses
280%
26%
0%
23%
25% 30
2012
erved. | 61
ons and size of
Next 12 Month
e %
decrease
Nincrdec
5% 5
17% 3
14% 2
13% 2
6% 3
28% 6
33% -
27% -
26% 1
44% -1
27% -
ld businesses to
3
8%
0% 35%
hs
Net rease/
crease
58%
35%
27%
26%
39%
6%
-4%
-2%
12%
17%
-1%
oday.
37%
40%
PEPPERDINE PRIVATE CAPITAL MARKETS PROJECT | CAPITAL MARKETS REPORT – 2011 ‐ 2012
© 2011 | PEPPERDINE UNIVERSITY GRAZIADIO SCHOOL OF BUSINESS AND MANAGEMENT. All Rights Reserved. | 62
Of the 75 pthe $5 milliinvesting in
Reav(p
Reingebu
Thpr
Operatio
Approxima
The largest
0%10%20%30%40%50%60%70%
PEPPERDIN
© 2011 | PEPPER
participants thation to $10 million business servi
espondents indverage investmpayment in kind
espondents expncrease in undeeneral businessusiness develop
he majority of rrivately‐held bu
onal and Ass
tely 42% of res
concentration
58%
6%
Less than $1million
NE PRIVATE CAP
RDINE UNIVERSITY
MEZZA
t responded to on range and 39ces over the ne
dicated increaseent size, and led) features, exp
pect further incrwriting standas conditions; anpment compani
respondents (62usinesses today
sessment Ch
pondents are S
Figure 86
of loan sizes w
F
39%
$1‐5 million
PITAL MARKETS
Y GRAZIADIO SCHO
ANINE SU
the mezzanine9% made invesext 12 months, f
es in demand foverage multiplepected returns
rease in demanards; relatively fd Increasing sizies (BDCs) and S
2%) believe domy.
haracteristics
BIC Firms.
6. SBIC (sma
as between $5
Figure 87. Ty
42%
58%
$5‐$10million
PROJECT | CAPIT
OOL OF BUSINESS
URVEY INF
survey, 58% retments in the $followed by 21%
or mezzanine caes. They also reon new investm
nd for mezzaninflat loan fees, Pze of mezzanineSBIC (small bus
mestic econom
s
ll business i
million and $10
ypical Investm
37%
$10‐25million
TAL MARKETS R
AND MANAGEME
FORMAT
eported making$1 million to $5 % in manufactu
apital, quality oeported decreasments, and wor
ne capital, but fPIK, and warrante industry with iness investme
ic uncertainty i
investment) F
0 million (58%)
ment Size
18%
$25‐$50million
REPORT – 2011 ‐
ENT. All Rights Res
ION
g deals over the million range. uring. Other key
f borrowers seeses in warrant crsened general
flat leverage mut coverage; a siadditional comnt) funds.
s the most imp
Firms
.
Yes
No
10%
$50‐$100million
2012
erved. | 63
e past six montOver 22% plan y findings includ
eking investmecoverage, PIK business condi
ultiples; a slightgnificant decre
mpetition from
ortant issue fac
5%
$100‐$500million
hs in on de:
nt,
tions.
t ease in
cing
Responden
Vintage ye
Size of fun
Targeted n
Target fund
Expected f
The types obusiness se
Approxima
PEPPERDIN
© 2011 | PEPPER
nts reported on
ear (year in which
nd ($ millions)
number of total in
d return (gross p
fund return (gros
of businesses reervices, followe
Figure 88
tely 57% of res
Figure
12%
10%
8%
3%11%
20%
NE PRIVATE CAP
RDINE UNIVERSITY
business practi
h first investment
nvestments
pretax cash on ca
s pretax cash on
espondents pland by 21% who p
8. Type of Bu
pondents made
e 89. Total Nu
2
14%
8%
2%3%
14%
14%
9%
PITAL MARKETS
Y GRAZIADIO SCHO
ices and the res
Table 34. M
t made)
ash annual IRR %
n cash annual IR
n to invest in ovplan to invest in
usiness for In
e between one
umber of Inv
22%
21%
%
11%
18%
PROJECT | CAPIT
OOL OF BUSINESS
sults are reflect
Mezzanine Fu
%)
R %)
ver next 12 monn manufacturin
nvestments P
and five loans o
vestments Ma
TAL MARKETS R
AND MANAGEME
ted below.
und Data
1st quarti
2006
100
15
16
15
nths are very dg.
Planned ove
over the last six
ade in the La
0
2
4
6 ‐ 10
REPORT – 2011 ‐
ENT. All Rights Res
ile Median
2007
200
20
19
18
iverse with ove
er Next 12 Mo
x months.
ast Six Mont
Business servi
Manufacturing
Health care
Retail and con
Wholesale & d
Information te
Basic material
Financial servi
Other
1
3
5
Mor
2012
erved. | 64
MEZZANIN
n 3rd qua
2008
488
25
20
20
er 22% targeting
onths
ths
MEZZANIN
ces
g
nsumer service
distribution
echnology
s & energy
ices
re than 10
NE cont.
artile
8
g
NE cont.
es
Approxima
PEPPERDIN
© 2011 | PEPPER
Figure 90
tely 32% of res
Figure
Figure 92
17%
15%
5
32%
2
13%
8%
13%
NE PRIVATE CAP
RDINE UNIVERSITY
0. Number o
pondents plan
91. Number
2. Number of
%
% 6%
2% 2%
2% 2%
%
23%
12%
17%
10%
2%
PITAL MARKETS
Y GRAZIADIO SCHO
f Follow-on I
to make betwe
r of Total Inve
f Follow-on In
34%
19%
%4%
14%
9%
14%
%
25%
7%
PROJECT | CAPIT
OOL OF BUSINESS
Investments
een six and 10 in
estments Pla
nvestments
TAL MARKETS R
AND MANAGEME
Made in the
nvestments ove
anned over N
Planned ove
0
2
4
6 ‐ 10
0
2
4
6 ‐ 10
0
2
4
6 ‐ 10
REPORT – 2011 ‐
ENT. All Rights Res
e Last Six Mo
er the next 12 m
Next 12 Mont
er Next 12 Mo
1
3
5
M
1
3
5
M
1
3
5
Mo
2012
erved. | 65
onths
months.
ths
onths
MEZZANIN
ore than 10
More than 10
ore than 10
NE cont.
PEPPERDINE PRIVATE CAPITAL MARKETS PROJECT | CAPITAL MARKETS REPORT – 2011 ‐ 2012
© 2011 | PEPPERDINE UNIVERSITY GRAZIADIO SCHOOL OF BUSINESS AND MANAGEMENT. All Rights Reserved. | 66
Results of responses to sponsored deals based on size of investee EBITDA are reported below.
Table 35. Sponsored Deals by Size of Investee Company EBITDA (medians)
$1M
EBITDA $5M
EBITDA $10M
EBITDA $25M
EBITDA $50M
EBITDA $100M
EBITDA
% of deals with warrants 100% 100% 46% 30% 26% 7%
Average loan terms (years) 5 5 5 5 6 6.5
Senior leverage ratio (multiple of EBITDA) 2 2.25 2.5 3.25 3.25 4
Total leverage ratio (multiple of EBITDA) 3 3.25 3.5 4.25 4.75 5.25
Average loan size 4 4 7.5 15 25 90
Cash interest rate 12% 12% 12% 11% 11% 9.5%
PIK 0% 2% 3% 3% 3% n/a
Warrants expected return (IRR contribution) 2% 7% 4% 2% n/a n/a
Total expected returns (gross cash on pre-tax IRR) 23% 21% 18.5% 18% 18% 17.5%
Table 36. Investment Type by Size of Investee Company, Sponsored Deals
Senior debt only Sub debt only Blended Sr./Jr. Other
$0M - $1M EBITDA 0% 67% 33% 0%
$1M - $5M EBITDA 0% 40% 60% 0%
$5M - $10M EBITDA 8% 33% 50% 8%
$10M - $25M EBITDA 10% 20% 60% 10%
$25M - $50M EBITDA 17% 17% 67% 0%
$50M+ EBITDA 25% 25% 50% 0%
Results of responses to non‐sponsored deals based on size of investee EBITDA are reported below.
Table 37. Non-Sponsored Deals by Size of Investee Company EBITDA (medians)
$1M
EBITDA $5M
EBITDA $10M
EBITDA $25M
EBITDA $50M
EBITDA $100M
EBITDA
% of deals with warrants 88% 83% 60% 75% 100% 100%
Average loan terms (years) 4 5 5 5 7 3
Senior leverage ratio (multiple of EBITDA) 2 2.5 3 3 n/a n/a
Total leverage ratio (multiple of EBITDA) 4 3.5 3.5 4.25 n/a n/a
Average loan size 4 4 7.5 15 100 n/a
Cash interest rate 11% 11% 11% 9% 9% n/a
PIK 2% 2% 2% 3% 2% 0%
Warrants expected return (IRR contribution) 8% 10% 5% 8% 6% 6%
Total expected returns (gross cash on pre-tax IRR) 17.5% 18% 18% 18.5% 21% 23%
MEZZANINE cont.
$0M - $1M
$1M - $5M
$5M - $10M
$10M - $25
$25M - $50
$50M+ EB
Acquisition22.6%.
Responden
0
10
20
30
40
50
60
70
80
90
100
me
PEPPERDIN
© 2011 | PEPPER
Table 38.
EBITDA
EBITDA
M EBITDA
5M EBITDA
0M EBITDA
ITDA
loan was repo
Figure 93. B
nts reported on
16%
16%
35
50
Business planemorandums r
NE PRIVATE CAP
RDINE UNIVERSITY
. Investment
Senior d
rted by 31% of
Borrower Mo
items required
Figure
29%
%6% 2%
5
90
ns orreviewed
Meet
1
PITAL MARKETS
Y GRAZIADIO SCHO
Type by Siz
debt only
0%
0%
20%
20%
0%
100%
respondents as
otivation to S
d to close one d
e 94. Items R
31%
5.7510
18.
tings with princonducted
1st Quartile
PROJECT | CAPIT
OOL OF BUSINESS
ze of Investee
Sub debt only
5
4
2
s borrower mot
Secure Mezza
eal.
Required to C
4
5
cipals Propossh
Median 3
TAL MARKETS R
AND MANAGEME
e Company,
y Blende
0%
53%
40%
20%
0%
0%
tivation, follow
anine Fundin
Close One De
Acquisition
Managemen
Refinancing
Financing gr
Working cap
Finance wor
4 5.510
sal letters or teheets issued
3rd Quartile
REPORT – 2011 ‐
ENT. All Rights Res
Sponsored D
ed Sr./Jr.
100%
47%
40%
60%
100%
0%
ed by managem
ng (past six m
eal
loan
nt buyout
g
rowth
pital fluctuatio
rsening operat
1
erm Letters o
2012
erved. | 67
Deals
Other
ment buyouts a
months)
MEZZANIN
ons
tions condition
2 3
f intent signed
0%
0%
0%
0%
0%
0%
t
NE cont.
ns
d
Approximachief execu
Figure 9
According tmost impor
Understa
Knowled
PEPPERDIN
© 2011 | PEPPER
tely 80% of resutives, would be
95. Would Se
to respondents,rtant for senior
Figure
18
anding compet
Sa
dge of busines
In
Manag
Legal and reg
Quantitative
Global bus
NE PRIVATE CAP
RDINE UNIVERSITY
pondents agreeenefit from add
enior Manage
, leadership skir management t
e 96. Skills T
51%
%
2%
Leader
titive environm
Strategic plan
ales and marke
s and world ev
Corporate fin
nspiring innova
gement accoun
gulatory knowle
e analysis/rese
Human resou
iness managem
PITAL MARKETS
Y GRAZIADIO SCHO
e that among coitional leadersh
ers and ChieSkil
lls, understandto have.
That Are Impo
29%
0% 10%
rship
ments
nning
eting
vents
ance
ation
nting
edge
earch
urces
ment
Today
PROJECT | CAPIT
OOL OF BUSINESS
ompanies that thip and skills tra
ef Executiveslls Training?
ing competitive
ortant for Se
20%3
% 20% 30%
y In the fut
TAL MARKETS R
AND MANAGEME
they have workaining.
s Benefit from?
e environments
enior Manage
49
42%
42%
40%
38%
33%
5
35%
5
35%
30%
35%
% 40% 50%
ture
REPORT – 2011 ‐
ENT. All Rights Res
ked with, senior
m Additional
s and strategic p
ement to Hav
Strongly agree
Agree
Neutral
Disagree
7
53%
9%
65%
51%
58%
51%
60% 70%
2012
erved. | 68
r managers, suc
l Leadership
planning are th
ve
MEZZANIN
e
93
89%
82%
73%
84%
84%
79%
80% 90% 10
ch as
and
e
NE cont.
3%
00%
PEPPERDINE PRIVATE CAPITAL MARKETS PROJECT | CAPITAL MARKETS REPORT – 2011 ‐ 2012
© 2011 | PEPPERDINE UNIVERSITY GRAZIADIO SCHOOL OF BUSINESS AND MANAGEMENT. All Rights Reserved. | 69
Total debt‐to‐cash flow ratio was the most important factor when deciding whether to invest or not, followed by total debt service coverage ratio.
Table 39. Importance of Financial Evaluation Metrics
Unimportant
Of little importance
Moderately important
Important Very
important Score
(1 to 5)
Senior DSCR or FCC ratio 17% 6% 17% 37% 23% 3.43
Total DSCR or FCC ratio 3% 3% 6% 34% 54% 4.34
Senior debt-to-cash flow ratio 6% 0% 18% 47% 29% 3.94
Total debt-to-cash flow ratio 0% 0% 6% 24% 70% 4.64
Table 40. Financial Evaluation Metrics Average Data
Average borrower data Limit not to be exceeded
Financial ratio covenant after booking
Senior DSCR or FCC ratio 1.4 1.4 1.4
Total DSCR or FCC ratio 1.4 1.2 1.2
Senior debt to cash flow ratio 2.5 3 3
Total debt to cash flow ratio 4 4 4
Relative to six months ago, respondents indicated increases in demand for mezzanine capital, quality of borrowers seeking investment, average investment size, and leverage multiples. They also reported decreases in warrant coverage, PIK features, and expected returns on new investments, as well as worsened general business conditions.
Table 41. General Business and Industry Assessment: Today versus Six Months Ago
Decreased significantly
Decreased slightly
Stayed about the
same
Increased slightly
Increased significantly
% increase
% decrease
Net increase/ decrease
Demand for mezzanine capital 0% 12% 33% 47% 9% 56% 12% 44%
Credit quality of borrowers seeking investment
0% 19% 49% 28% 5% 33% 19% 14%
Average investment size 0% 7% 62% 29% 2% 31% 7% 24%
Average investment maturity 0% 0% 93% 7% 0% 7% 0% 7%
General underwriting standards 5% 19% 57% 17% 2% 19% 24% -5%
Warrant coverage 8% 31% 46% 13% 3% 15% 38% -23%
PIK features 0% 24% 63% 10% 2% 12% 24% -12%
Loan fees 0% 12% 81% 7% 0% 7% 12% -5%
Leverage multiples 0% 10% 20% 71% 0% 71% 10% 61%
Expected returns on new investments
2% 45% 26% 21% 5% 26% 48% -21%
General business conditions 7% 45% 29% 14% 5% 19% 52% -33%
MEZZANINE cont.
Respondenof borrowe
Table
Demand fo
Credit quainvestment
Average in
Average in
General un
Warrant co
PIK feature
Loan fees
Leverage m
Expected rinvestment
General bu
Size of me
Responden
B
Ec
Econo
Gov
Competiti
PEPPERDIN
© 2011 | PEPPER
nts expect furthers seeking inve
42. General
or mezzanine cap
lity of borrowers t
nvestment size
nvestment maturi
nderwriting stand
overage
es
multiples
returns on new ts
usiness condition
ezzanine industry
nts believe dom
BANK AN
conomic uncert
omic uncertaint
vernment regu
ion from foreig
NE PRIVATE CAP
RDINE UNIVERSITY
er increases in stment.
Business an
Decsigni
pital 0
seeking 2
0
ity 0
dards 0
0
0
0
2
0
ns 5
y 0
estic economic
Figure 97
ND ASSET‐
tainty (domest
ty (internation
Access to capi
lations and tax
Inflati
gn trade partne
Oth
PITAL MARKETS
Y GRAZIADIO SCHO
all business cha
nd Industry A
crease ficantly
Decreaslight
0% 2%
2% 29%
0% 3%
0% 3%
0% 13%
0% 13%
0% 10%
0% 5%
2% 27%
0% 20%
5% 51%
0% 10%
c uncertainty is
7. Issues Faci
‐BASED L
2%
1%
5
4%
tic)
nal)
tal
xes
on
ers
her
0% 5%
Current iss
PROJECT | CAPIT
OOL OF BUSINESS
aracteristics exc
Assessment
ase tly
Stay aboutthe same
% 41%
% 44%
% 80%
% 93%
% 65%
% 68%
% 80%
% 83%
% 41%
% 44%
% 27%
% 49%
the most impor
ing Privately
LENDING
11%
9%
5%
%
10% 15%
sue Emerg
TAL MARKETS R
AND MANAGEME
cept general bu
Expectation
t Increase slightly
Insign
37%
22%
15%
3%
20%
15%
5%
10%
29%
29%
17%
34%
rtant issue facin
y-Held Busin
SURVEY
21%
17%
20% 25%
ging issue
REPORT – 2011 ‐
ENT. All Rights Res
usiness conditio
ns over the N
crease nificantly
% increas
20% 56%
2% 24%
3% 18%
3% 5%
3% 23%
5% 20%
5% 10%
2% 12%
0% 29%
7% 37%
0% 17%
7% 41%
ng privately‐he
nesses
INFORMA
29%
28%
30% 35%
2012
erved. | 70
ons and credit q
Next 12 Month
se %
decreaseinde
% 2%
% 32%
% 3%
3%
% 13%
% 13%
% 10%
% 5%
% 29%
% 20%
% 56%
% 10%
ld businesses to
ATION
44%
40% 45%
quality
hs
Net ncrease/ ecrease
54%
-7%
15%
3%
10%
8%
0%
7%
0%
17%
-39%
32%
oday.
%
50%
There werefunction. Oover 51% sa
Odeco
Recref
Cuhe
Operatio
Respondenfollowed by
The majorit
The largest
PEPPERDIN
© 2011 | PEPPER
e 103 responsesOver 32% of respaid demand for
ver the last six emand for loanollateral as a ba
espondents alsoredit quality of fforts, and furth
urrently, the meld businesses.
onal and Ass
nts reported on y 15% as a corp
ty (78%) report
concentration
8%
8%
8%
NE PRIVATE CAP
RDINE UNIVERSITY
s to the banks spondents believr loans will incre
months respons and underwriackup means of
o expect increaborrowers, sligher pricing com
ajority of lende
sessment Ch
the type of entporate bank.
Figu
participating in
Figure 99. P
of loan sizes w
31%
5%
2% 2% 1%
22%
PITAL MARKETS
Y GRAZIADIO SCHO
survey with comve that general ease. Other key
ndents were seeiting standards payment.
ase in lending caht increases in pression.
ers (56%) see do
haracteristics
tity that best de
ure 98. Descr
n government l
Participation
as between $1
35%
78%
PROJECT | CAPIT
OOL OF BUSINESS
mmercial banks business condiy findings includ
eing worsened with slight incr
apacity of banksenior and tota
omestic econom
s
escribes them a
ription of Le
oan programs.
n in Governm
million and $25
TAL MARKETS R
AND MANAGEME
making up 35%itions will improde:
business conditrease in credit q
s and SBA lendal leverage mult
mic uncertainty
and 55% report
nding Entity
ment Loan Pr
5 million (58%)
C
A
C
C
C
O
P
R
C
REPORT – 2011 ‐
ENT. All Rights Res
% in terms of inove over the ne
tions and appetquality of borro
ing, flat underwtiples, increasin
y as the top issu
as being a com
y
rograms
.
ommercial ban
Asset‐based len
orporate bank
ommunity ban
ommercial fina
Other
rivate banker
esidential mor
redit union
Yes
2012
erved. | 71
dividual lendingext 12 months a
tite for risk, flatowers, and focu
writing standardng due diligence
ue facing private
mmercial bank,
BANK
nk
nder
k
nk
ance company
rtgage lender
No
g and
t s on
ds and e
ely‐
KS cont.
y
Responden
Manufactu
Retail and
Wholesale
Business s
Basic mate
Health care
Information
Financial s
Cash flow
Working ca
Equipment
Real estate
Typical fixe
Senior leve
0%
5%
10%
15%
20%
25%
30%
PEPPERDIN
© 2011 | PEPPER
nts reported on
ring
consumer servic
& distribution
services
erials & energy
e
n technology
services
loan
apital loan
t loan
e loan
ed-rate loan term
rage multiples
11%
Less than $1million
NE PRIVATE CAP
RDINE UNIVERSITY
Fi
all‐in rates for
T
ces
Ta
m (years)
are reported be
25%
$1 ‐ 5 millio
PITAL MARKETS
Y GRAZIADIO SCHO
igure 100. Ty
various industr
Table 43. All
$1M
5.5% 5
6.3%
6%
6.3% 5
5.5% 5
6%
6.3%
7% 6
Table 44. All-i
$1M
6% 5
6%
6%
6%
5.5
elow for the va
17%
on $6 ‐ $10 m
PROJECT | CAPIT
OOL OF BUSINESS
ypical Invest
ries.
l-in Rates by
$5M $1
5.8% 5.
6% 5.
6% 5.
5.5% 5.
5.3% 5
6% 5.
6% 6
6.3% 6
in Rates by L
$5M $
5.50% 5.
5.5% 5
5% 4
6% 5
6
rious industries
% 1
million $11 ‐ 2
TAL MARKETS R
AND MANAGEME
tment Size
y Industry
10M $25
.0% 4%
.8% 5.3
.3% 5.0
.3% 5.0
5% 5%
.5% 5%
6% 5.8
6% 5%
Loan Type
10M $2
.50% 5.5
5.8% 5.
4.8% 5.
5% 5
5
s and EBITDA si
18%
25 million $
REPORT – 2011 ‐
ENT. All Rights Res
5M $50
% 3.5%
3% 5.0%
0% 3.8%
0% 3.5%
% 4.5%
% 5%
8% 4.5%
% 4.8%
25M $50
50% 5.25
5% 5.5
3% 3.5
5% 4.5
5 5
zes.
14%
$25 ‐ $50million
G
2012
erved. | 72
M $100
% 3.3%
% 3.8%
% 3%
% 3.5%
% 3.8%
% 5%
% 4.3%
% 4.0%
0M $100
5% 5%
5% 5%
5% 4.5%
5% 5%
5 7
BANK
15%
Greater than $million
M
%
%
%
%
%
%
0M
%
%
%
%
KS cont.
50
Manufactu
Retail and
Wholesale
Business s
Basic mate
Health care
Information
Financial s
Average
Various fee
Closing fee
Modificatio
Commitme
Underwritin
Arrangeme
Prepaymen
Prepaymen
Unused lin
Refinancing
PEPPERDIN
© 2011 | PEPPER
ring
consumer servic
& distribution
services
erials & energy
e
n technology
services
es as reported b
e
on fee
ent fee
ng fee
ent fee
nt penalty (yr 1)
nt penalty (yr 2)
e fee
g was the most
Figure
17%
12%
11%
5%
NE PRIVATE CAP
RDINE UNIVERSITY
Table 45.
$1EBIT
1.2
ces 1.2
1.2
1.2
1.
1.2
1.
1.2
1.
by lenders are a
commonly des
101. Borrowe
%
%3%
PITAL MARKETS
Y GRAZIADIO SCHO
Senior Leve
M TDA
$5MEBIT
25 1.2
25 1.2
25 1.2
25 1.2
.5 1.2
25 1.5
.5 1.5
25 1.2
.3 1.3
as follows.
Table 46
1st quart
0.5%
0.2%
0.5%
0.0%
0.0%
1.0%
0.5%
0.3%
scribed financin
er Motivation
52%
PROJECT | CAPIT
OOL OF BUSINESS
erage Multipl
M TDA
$10MEBITD
25 1.25
25 1.25
25 1.25
25 1.25
25 1.25
5 1.75
5 1.5
25 1.5
3 1.4
6. Fees Char
tile Me
1
0
0
0
0
2
1
0
g by buyers at 5
n to Secure F
%
TAL MARKETS R
AND MANAGEME
le by EBITDA
M DA
$25MEBITD
5 1.25
5 1.25
5 1.25
5 1.25
5 1.25
5 2
5 2
5 1.75
4 1.5
rged
edian
.0%
.3%
.5%
.5%
.5%
.0%
.0%
.4%
52%, followed
Financing (p
Refinancing
Expansion
Working ca
Finance wo
Manageme
Other
REPORT – 2011 ‐
ENT. All Rights Res
A Size
M DA
$50MEBITD
5 1.75
5 1.25
5 1.25
5 1.75
5 1.25
1.75
1.5
5 1.75
1.5
3rd quartile
1.5%
0.5%
1.0%
1.0%
1.0%
3.0%
2.0%
0.5%
by expansion at
past six mont
g existing loans
apital fluctuatio
orsening opera
ent buy‐out
2012
erved. | 73
M DA
$100MEBITD
5 1.75
5 1.25
5 1.5
5 1.75
5 1.75
5 1.75
1.75
5 1.75
1.7
% reportin
15%
12%
14%
11%
11%
13%
13%
11%
t 17%.
ths)
BANK
s or equity
ons
ting condition
M DA
5
5
5
5
5
5
5
ng
KS cont.
s
PEPPERDINE PRIVATE CAPITAL MARKETS PROJECT | CAPITAL MARKETS REPORT – 2011 ‐ 2012
© 2011 | PEPPERDINE UNIVERSITY GRAZIADIO SCHOOL OF BUSINESS AND MANAGEMENT. All Rights Reserved. | 74
Total debt service coverage ratio was the most important factor when deciding whether to invest or not, followed by total debt‐to‐cash flow.
Table 47. Importance of Financial Evaluation Metrics
Unimportant
Of little importance
Moderately important
Important Very
important Score (0 to 4)
Current ratio 29% 24% 29% 13% 4% 1.4
Senior DSCR or FCC ratio 9% 15% 9% 15% 52% 2.9
Total DSCR or FCC ratio 9% 9% 2% 28% 52% 3.1
Senior debt-to-cash flow 7% 14% 16% 34% 30% 2.7
Total debt-to-cash flow 7% 11% 13% 42% 27% 2.7
Debt-to-net worth 16% 18% 29% 20% 18% 2.1
Revenue growth rate 6% 29% 29% 29% 6% 2.0
Table 48. Financial Evaluation Metrics Average Data
Average borrower data Limit not to be exceeded
Financial ratio covenant after booking
Current ratio 1.5 1.3 1.2
Senior DSCR or FCC ratio 1.3 1.3 1.2
Total DSCR or FCC ratio 1.2 1.25 1.1
Senior debt-to-cash flow 2.0 2.3 3
Total debt-to-cash flow 2.5 2.5 4
Debt-to-net worth 2 1.5 3
Revenue growth rate 5% 5% n/a
Respondents reported on the percentage of loans (by size) that require personal guarantees..
Table 49. Personal Guarantee Percentage of Occurrence by Size of Loan (%)
$1M loan $5M loan $10M loan $25M loan $50M loan $100M loan
Personal guarantee 100% 100% 75% 25% 25% 25%
Approximately 63% of cash flow applications were declined.
Table 50. Applications Data
Declined
Cash flow-based 63%
BANKS cont.
Approximawere declin
Responden
Fig
Approximachief execu
Figure 10
Qua
Size or av
PEPPERDIN
© 2011 | PEPPER
tely 36% of appned due to insu
nts agree they a
gure 103. Fee
tely 58% of resutives, would be
04. Would Se
ality of earning
Ins
Custom
E
vailability of pe
W
Insufficient m
Insufficien
Lack of ba
13%
31
NE PRIVATE CAP
RDINE UNIVERSITY
plications were fficient collater
Fig
re feeling incre
eling Increas
pondents agreeenefit from add
enior Manag
gs and/or cash
sufficient collat
Debt
mer concentrat
Size of comp
Economic conc
ersonal guaran
Weakening indu
management t
t operating his
Insufficient cr
anking relation
O
17%
%
13% 4%
12%
1%
12%
PITAL MARKETS
Y GRAZIADIO SCHO
declined due toral.
ure 102. Rea
eased pressure f
sed Pressure
e that among coitional leadersh
gers and ChieSkil
2%
2%
2%
2%
1%
1%
flow
teral
load
tions
pany
cerns
ntees
stry
eam
story
redit
nship
Other
52%
%
46%
PROJECT | CAPIT
OOL OF BUSINESS
o poor quality o
ason for Decl
from regulators
e from Regul
ompanies that thip and skills tra
ef Executiveslls Training?
10%
6%
6%
4%
%
%
%
%
5%
TAL MARKETS R
AND MANAGEME
of earnings and
lined Loans
s (72%) to avoid
lators to Avo
they have workaining.
s Benefit fro?
%
St
Ag
Ag
Ne
Di
A
REPORT – 2011 ‐
ENT. All Rights Res
/or cash flow fo
d making risky l
oid Making R
ked with, senior
om Additiona
22%
rongly agree
gree
gree somewha
either agree no
sagree somew
Strongly agree
Agree
Neutral
Disagree
2012
erved. | 75
ollowed by 22%
loans.
Risky Loans
r managers, suc
al Leadership
BANK
3
t
or disagree
what
e
% that
ch as
p and
KS cont.
36%
According tsenior man
Responden
Understa
Knowled
G
Eco
Compe
PEPPERDIN
© 2011 | PEPPER
to respondents,nagement to ha
Figure
nts believe dom
Sa
anding compet
Legal and reg
In
dge of busines
Manag
Quantitative
Global bus
Economic unc
Government re
onomic uncerta
etition from for
NE PRIVATE CAP
RDINE UNIVERSITY
, leadership skive.
e 105. Skills T
estic economic
Figure 106
Leader
ales and marke
Strategic plan
titive environm
gulatory knowle
nspiring innova
s and world ev
Corporate fin
gement accoun
e analysis/rese
iness managem
Human resou
certainty (dom
Access to c
egulations and
ainty (internat
reign trade par
Inf
O
PITAL MARKETS
Y GRAZIADIO SCHO
lls, sales, marke
That Are Imp
c uncertainty is
6. Issues Fac
0%
rship
eting
nning
ments
edge
ation
vents
ance
nting
earch
ment
urces
Today
2%
2%
mestic)
apital
taxes
ional)
rtners
lation
Other
Current iss
PROJECT | CAPIT
OOL OF BUSINESS
eting skills, and
portant for Se
the most impor
cing Privately
10% 20%
y In the fut
1
%
5%
9%
9%
5%
7%
%
sue Emerg
TAL MARKETS R
AND MANAGEME
strategic plann
enior Manag
rtant issue facin
y-Held Busin
3
33%
30%
30%
24%
28%
25%
28%
28%
30% 4
ture
21%
16%2
ging issue
REPORT – 2011 ‐
ENT. All Rights Res
ning are the mo
gement to Ha
ng privately‐he
nesses
42%
39%
39%
36%
%
46%
39%
42%
39%
40% 50%
40
28%
2012
erved. | 76
ost important fo
ave
ld businesses to
BANK
6
64%
61%
61%
63%
63%
63%
63%
60% 7
0%
or
oday.
KS cont.
67%
%%
%
%
%
70%
56%
PEPPERDINE PRIVATE CAPITAL MARKETS PROJECT | CAPITAL MARKETS REPORT – 2011 ‐ 2012
© 2011 | PEPPERDINE UNIVERSITY GRAZIADIO SCHOOL OF BUSINESS AND MANAGEMENT. All Rights Reserved. | 77
Respondents indicated increases in almost all general business characteristics except general underwriting standards, amount of nonaccrual loans, size of interest rate spreads, business conditions and appetite for risk.
Table 51. General Business and Industry Assessment: Today versus Six Months Ago
Decreased significantly
Decreased slightly
Stayed about the
same
Increased slightly
Increased significantly
% increase
% decrease
Net increase/ decrease
Demand for business loans (applications)
12% 12% 30% 35% 12% 47% 23% 23%
General underwriting standards 0% 20% 64% 12% 4% 16% 20% -4%
Credit quality of borrowers applying for credit
7% 16% 37% 35% 5% 40% 23% 16%
Loans outstanding 0% 11% 17% 56% 17% 72% 11% 61%
Nonaccrual loans 25% 38% 38% 0% 0% 0% 63% -63%
Number/ tightness of financial covenants
6% 11% 61% 17% 6% 22% 17% 6%
Due diligence efforts 0% 0% 48% 40% 12% 52% 0% 52%
Average loan size 0% 14% 49% 35% 2% 37% 14% 23%
Average loan maturity (months) 0% 7% 60% 28% 5% 33% 7% 26%
Percent of loans with personal guarantees
0% 10% 80% 5% 5% 10% 10% 0%
Percent of loans requiring collateral 0% 4% 76% 16% 4% 20% 4% 16%
Size of interest rate spreads (pricing) 0% 48% 24% 20% 8% 28% 48% -20%
Loan fees 0% 42% 42% 14% 2% 16% 42% -26%
Standard advance rates 0% 6% 61% 28% 6% 33% 6% 28%
Interest rate spread (pricing) 6% 56% 17% 17% 6% 22% 61% -39%
Senior leverage multiples 0% 4% 58% 29% 8% 38% 4% 33%
Total leverage multiples 0% 8% 54% 29% 8% 38% 8% 29%
Focus on collateral as backup means of payment
0% 8% 58% 29% 4% 33% 8% 25%
SBA lending 10% 20% 35% 25% 10% 35% 30% 5%
Lending capacity of bank 8% 8% 17% 38% 29% 67% 17% 50%
General business conditions 7% 29% 43% 21% 0% 21% 36% -14%
Appetite for risk 8% 36% 28% 20% 8% 28% 44% -16%
BANKS cont.
PEPPERDINE PRIVATE CAPITAL MARKETS PROJECT | CAPITAL MARKETS REPORT – 2011 ‐ 2012
© 2011 | PEPPERDINE UNIVERSITY GRAZIADIO SCHOOL OF BUSINESS AND MANAGEMENT. All Rights Reserved. | 78
Respondents expect further increases in all business characteristics except average loan size, loan fees, total leverage multiples, focus on collateral, and lending capacity of bank.
Table 52. General Business and Industry Assessment Expectations over the Next 12 Months
Decrease significantly
Decrease slightly
Stay about the same
Increase slightly
Increase significantly
% increase
% decrease
Net increase/ decrease
Demand for business loans (applications) 0% 5% 44% 37% 14% 51% 5% 47%
General underwriting standards 0% 8% 72% 16% 4% 20% 8% 12%
Credit quality of borrowers applying for credit 0% 16% 56% 26% 2% 28% 16% 12%
Due diligence efforts 0% 0% 22% 61% 17% 78% 0% 78%
Average loan size 0% 31% 56% 6% 6% 13% 31% -19%
Average loan maturity (months) 0% 17% 61% 17% 6% 22% 17% 6%
Percent of loans with personal guarantees 0% 0% 68% 28% 4% 32% 0% 32%
Percent of loans requiring collateral 0% 0% 56% 42% 2% 44% 0% 44%
Size of interest rate spreads (pricing) 0% 5% 70% 21% 5% 26% 5% 21%
Loan fees 0% 14% 82% 0% 5% 5% 14% -9%
Senior leverage multiples 0% 8% 80% 4% 8% 12% 8% 4%
Total leverage multiples 0% 38% 42% 17% 4% 21% 38% -17%
Focus on collateral as backup means of payment 0% 23% 63% 12% 2% 14% 23% -9%
SBA lending 0% 0% 89% 11% 0% 11% 0% 11%
Lending capacity of bank 0% 28% 50% 22% 0% 22% 28% -6%
General business conditions 0% 4% 64% 28% 4% 32% 4% 28%
Appetite for risk 0% 4% 60% 32% 4% 36% 4% 32%
BANKS cont.
Asset‐Ba
According t
Approxima$5 million.
Responden
$5 million l
$25 million
$50 million
$100 millio
Average lo
Responden
0%
10%
20%
30%
40%
N
PEPPERDIN
© 2011 | PEPPER
ased Lending
to respondents
tely 38% of the
F
nts reported on
Tab
oan
loan
loan
on loan
oan length (month
nts reported on
12
8%
7%5%
3%
13%
Negative EBITD
NE PRIVATE CAP
RDINE UNIVERSITY
g Specific Ch
approximately
Figure 107.
e companies tha
Figure 108. T
all‐in rates by t
ble 53. All-in
Accountreceivabl
11
4
3
2.4
hs) 42
standard advan
12%2%
12%
38
DA $0 ‐ 5 mEBIT
PITAL MARKETS
Y GRAZIADIO SCHO
haracteristics
y 25% of asset‐b
Industries S
at booked asset
Typical EBIT
type and size of
Rates on Cu
s le
Inventory
12
4
3
2.4
42
nce rates and th
25%
16%
8%
millionTDA
$
PROJECT | CAPIT
OOL OF BUSINESS
s
based loans wer
Served by As
t‐based loans in
TDA Sizes for
f current booke
urrent Asset-
Equipment
6
4
3
2.5
42
he results are r
16%
$5 ‐ 10 millionEBITDA
TAL MARKETS R
AND MANAGEME
re issued for ma
sset-Based L
n the last six mo
r Companies
ed loans and the
-Based Loan
Real estate
Woca
7
4
3.5
2.8 2
39
eflected below
Man
Who
Heal
Busi
Basic
Infor
Reta
Fina
Othe
18%
$10 ‐ 50 mEBITD
REPORT – 2011 ‐
ENT. All Rights Res
anufacturing co
Lenders
onths had EBITD
s Booked
e results are re
ns (medians)
orking apital
10
4
3
2.8
48
.
nufacturing
olesale & distri
lth care
ness services
c materials & e
rmation techn
ail & consumer
ncial services
er
%
millionDA
$50+
2012
erved. | 79
ompanies.
DA size less tha
ported below.
BANK
bution
energy
ology
r services
15%
million EBITDA
n
KS cont.
A
Marketable
Accounts r
Inventory -
Inventory -
Inventory -
Equipment
Real estate
Land
Responden
According t
0%
10%
20%
30%
40%
50%
60%
70%
80%
90%
100%
0%
20%
40%
60%
80%
100%
W
PEPPERDIN
© 2011 | PEPPER
Tab
e securities
receivable
low quality
intermediate qu
high quality
t
e
nts reported on
Fi
to respondents
10%6%
Purchaseprice
59%
Working capita
NE PRIVATE CAP
RDINE UNIVERSITY
ble 54. Stand
1st qu
9
8
2
ality 4
5
5
6
3
valuation stand
igure 109. Va
working capita
Figure
6% 5%
Depreciatedvalue (book)
Equipment
72%
al Receivablebased
PITAL MARKETS
Y GRAZIADIO SCHO
dard Advanc
Typical
uartile Media
90 90
80 85
25 30
40 45
55 60
59 75
60 65
35 40
dards used to e
aluation Stan
al‐based loans h
e 110. Asset-
35%
11%
Face value
Real estate
73%
es Equipmbase
PROJECT | CAPIT
OOL OF BUSINESS
ce Rate (or L
Loan
an 3rd quart
90
85
31
50
65
80
70
45
estimate LTV rat
ndards Used
had the smalles
-Based Loan
6%
87%
5%
Fair marketvalue
Accounts
% 7
mented
Invent
TAL MARKETS R
AND MANAGEME
TV ratio) for
tile 1st quar
90
85
21
40
50
75
55
37
tios.
d to Estimate
st decline rate (5
ns Decline Ra
25% 25%33%
Forcedliquidation
receivable
74%
ory based R
REPORT – 2011 ‐
ENT. All Rights Res
Assets (%)
Upper Lim
rtile Median
90
85
30
50
60
75
70
42
LTV Ratio
59%) over the l
ate
63%
7%10%
%
44%
Orderlyliquidation
Inventory
79%
Real estatebased
O
2012
erved. | 80
mit
3rd quartile
90
90
46
60
65
78
75
44
ast six months.
7%10%
%
6%
nOther
79%
Other operatinasset‐based
.
%
ng
PEPPERDINE PRIVATE CAPITAL MARKETS PROJECT | CAPITAL MARKETS REPORT – 2011 ‐ 2012
© 2011 | PEPPERDINE UNIVERSITY GRAZIADIO SCHOOL OF BUSINESS AND MANAGEMENT. All Rights Reserved. | 81
ABOUT THE AUTHOR
John Paglia, PhD, MBA, CPA, CFA
Associate Professor of Finance and Senior Researcher
Pepperdine Private Capital Markets
Dr. Paglia, a former Julian Virtue and Denney Professorship recipient, is an associate professor of finance at
Pepperdine University and directs the Pepperdine Private Capital Markets Project. He has over 10 years of
university teaching experience in finance, performs business valuations for privately‐held companies, and has
testified as an expert on economic damage and valuation matters.
His work on the Pepperdine Private Capital Markets Project—the first simultaneous, comprehensive, and on‐
going investigation of the major private capital market segments—has resulted in over 20,000 report
downloads in more than 70 countries and has earned him the 2011 George Award, which is given to the one
faculty member annually who best leverages the business community to make a difference in the classroom.
His research has appeared in the Wall Street Journal, CNBC, USA Today, and the New York Times, been
published in a number of journals and been presented at domestic and international conferences. Dr. Paglia
holds a PhD in finance, an MBA, a BS in finance, and is a Certified Public Accountant (CPA) and Chartered
Financial Analyst (CFA) charterholder.
Contact: [email protected]
ABOUT PEPPERDINE UNIVERSITY’S
GRAZIADIO SCHOOL OF BUSINESS AND MANAGEMENT
Founded on the core values of integrity, stewardship, courage, and compassion, Pepperdine University’s
Graziadio School of Business and Management has been developing values‐centered leaders and advancing
responsible business practice since 1969. Student‐focused, experience‐driven, and globally‐oriented, the
Graziadio School offers fully accredited MBA, master of science, and bachelor’s completion business programs.
More information found at: bschool.pepperdine.edu/newsroom
PEPPERDINE PRIVATE CAPITAL MARKETS PROJECT | CAPITAL MARKETS REPORT – 2011 ‐ 2012
© 2011 | PEPPERDINE UNIVERSITY GRAZIADIO SCHOOL OF BUSINESS AND MANAGEMENT. All Rights Reserved. | 82
INDEX OF TABLES
Table 1. Private Capital Market Required Rates of Return ................................................................................... 8
Table 2. General Business and Industry Assessment: Today versus Six Months Ago ............................................ 12
Table 3. General Business and Industry Assessment Expectations over the Next 12 Months ............................... 12
Table 4. Median Deal Multiples by EBITDA Size of Company .............................................................................. 17
Table 5. Median Total Leverage Multiples by Size of Company ........................................................................... 18
Table 6. Median Senior Leverage Multiples by Size of Company ......................................................................... 18
Table 7. Balance of Available Capital with Quality Companies ............................................................................ 19
Table 8. How Difficult to Arrange Senior Debt for Transactions over the Past Six Months ................................... 19
Table 9. General Business and Industry Assessment: Today versus Six Months Ago ............................................ 21
Table 10. General Business and Industry Assessment Expectations over the Next 12 Months ............................. 21
Table 11. Median Revenue Deal Multiples by Revenue Size of Company ............................................................ 27
Table 12. Median EBITDA Deal Multiples by Revenue Size of Company .............................................................. 27
Table 13. General Business and Industry Assessment: Today Versus Six Months Ago ......................................... 30
Table 14. General Business and Industry Assessment Expectations over the Next 12 Months ............................. 30
Table 15. Importance of Factors When Evaluating ............................................................................................. 36
Table 16. General Business and Industry Assessment: Today versus Six Months Ago .......................................... 37
Table 17. General Business and Industry Assessment Expectations over the Next 12 Months ............................. 38
Table 18. General Information on Investments by Company Stages ................................................................... 41
Table 19. General Business and Industry Assessment: Today versus Six Months Ago .......................................... 44
Table 20. General Business and Industry Assessment Expectations over the Next 12 Months ............................. 45
Table 21. VC Fund Data ..................................................................................................................................... 47
Table 22. General Information on Investments by Company Stages ................................................................... 48
Table 23. General Business and Industry Assessment: Today versus Six Months Ago .......................................... 51
Table 24. General Business and Industry Assessment Expectations over the Next 12 Months ............................. 51
Table 25. PEG Fund Data ................................................................................................................................... 54
PEPPERDINE PRIVATE CAPITAL MARKETS PROJECT | CAPITAL MARKETS REPORT – 2011 ‐ 2012
© 2011 | PEPPERDINE UNIVERSITY GRAZIADIO SCHOOL OF BUSINESS AND MANAGEMENT. All Rights Reserved. | 83
Table 26. General Characteristics – Buyout Transactions (medians) ................................................................... 56
Table 27. General Characteristics – Non‐Buyout Transactions (medians) ............................................................ 56
Table 28. Deal Multiples Among Industries (medians)........................................................................................ 57
Table 29. The Ease to Arrange Senior Debt for Transactions over the Past Six Months........................................ 58
Table 30. The Balance of Available Capital with Quality Companies for the Following Size ................................. 59
Table 31. Valuation Discount for Minority Stock Interests in a Typical Privately‐Held Company with a Total Equity
Value of $10 Million ................................................................................................................................. 59
Table 32. General Business and Industry Assessment: Today versus Six Months Ago .......................................... 60
Table 33. General Business and Industry Assessment Expectations over the Next 12 Months ............................. 61
Table 34. Mezzanine Fund Data ......................................................................................................................... 64
Table 35. Sponsored Deals by Size of Investee Company EBITDA (medians) ....................................................... 66
Table 36. Investment Type by Size of Investee Company, Sponsored Deals ........................................................ 66
Table 37. Non‐Sponsored Deals by Size of Investee Company EBITDA (medians) ................................................ 66
Table 38. Investment Type by Size of Investee Company, Sponsored Deals ........................................................ 67
Table 39. Importance of Financial Evaluation Metrics ........................................................................................ 69
Table 40. Financial Evaluation Metrics Average Data ......................................................................................... 69
Table 41. General Business and Industry Assessment: Today versus Six Months Ago .......................................... 69
Table 42. General Business and Industry Assessment Expectations over the Next 12 Months ............................. 70
Table 44. All‐in Rates by Industry ...................................................................................................................... 72
Table 45. All‐in Rates by Loan Type ................................................................................................................... 72
Table 46. Senior Leverage Multiple by EBITDA Size ............................................................................................ 73
Table 47. Fees Charged ...................................................................................................................................... 73
Table 48. Importance of Financial Evaluation Metrics ........................................................................................ 74
Table 49. Financial Evaluation Metrics Average Data ......................................................................................... 74
Table 50. Personal Guarantee Percentage of Occurrence by Size of Loan (%) ...................................................... 74
Table 51. Applications Data ............................................................................................................................... 74
Table 52. General Business and Industry Assessment: Today versus Six Months Ago .......................................... 77
PEPPERDINE PRIVATE CAPITAL MARKETS PROJECT | CAPITAL MARKETS REPORT – 2011 ‐ 2012
© 2011 | PEPPERDINE UNIVERSITY GRAZIADIO SCHOOL OF BUSINESS AND MANAGEMENT. All Rights Reserved. | 84
Table 53. General Business and Industry Assessment Expectations over the Next 12 Months ............................. 78
Table 54. All‐in Rates on Current Asset‐Based Loans (medians) .......................................................................... 79
Table 55. Standard Advance Rate (or LTV ratio) for Assets (%) ........................................................................... 80
INDEX OF FIGURES
Figure 1. Private Capital Market Required Rates of Return .................................................................................. 7
Figure 2. Annual Revenues of Companies Valued ............................................................................................... 10
Figure 3. Usage of Valuation Approaches ........................................................................................................... 10
Figure 4. Usage of Multiples .............................................................................................................................. 11
Figure 5. Average Risk‐Free Rate, Market (equity) Risk Premium and Long‐Term Growth Rate ........................... 11
Figure 6. Discount for Lack of Marketability (DLOM) by Revenue Sizes ............................................................... 11
Figure 7. Explicit Forecast Period for High‐Growth Companies by Revenue Sizes (years) ..................................... 12
Figure 8. Issues Facing Privately‐Held Businesses ............................................................................................... 13
Figure 9. Private Business Sales Transactions Closed in the Last Six Months ....................................................... 14
Figure 10. Business Types That Were Involved in the Transactions Closed in the Last Six Months ....................... 15
Figure 11. Average Number of Months to Close One Deal .................................................................................. 15
Figure 12. Private Business Transactions Expected to Close in the Next 12 Months ............................................ 15
Figure 13. Percentage of Business Sales Engagements Terminated Without Transacting .................................... 16
Figure 14. Reasons for Business Sales Engagements Not Transacting ................................................................. 16
Figure 15. Valuation Gap in Pricing for Transactions That Didn’t Close ............................................................... 16
Figure 16. Usage of Valuation Approaches ......................................................................................................... 17
Figure 17. Usage of Multiples ............................................................................................................................ 17
Figure 18. Components of Closed Deals ............................................................................................................. 18
Figure 19. Premium Paid by Strategic Buyers Relative to Financial Buyers ......................................................... 19
Figure 20. Would Senior Managers and Chief Executives Benefit from Additional Leadership and Skills Training?
................................................................................................................................................................ 20
PEPPERDINE PRIVATE CAPITAL MARKETS PROJECT | CAPITAL MARKETS REPORT – 2011 ‐ 2012
© 2011 | PEPPERDINE UNIVERSITY GRAZIADIO SCHOOL OF BUSINESS AND MANAGEMENT. All Rights Reserved. | 85
Figure 21. Skills That Are Important for Senior Management to Have ................................................................ 20
Figure 22. Issues Facing Privately‐Held Businesses ............................................................................................. 22
Figure 23. Private Business Sales Transactions Closed in the Last Six Months ..................................................... 24
Figure 24. Private Business Sales Transactions Expected to bClose in the Next Twelve Months .......................... 24
Figure 25. Private Business Sales Transactions Expect to Close in the Next 12 Months ....................................... 25
Figure 26. Average Number of Months to Close One Deal .................................................................................. 25
Figure 27. Percentage of Business Sales Engagements Terminated Without Transacting .................................... 25
Figure 28. Reasons for Business Sales Engagements Not Transacting ................................................................. 26
Figure 29. Valuation Gap in Pricing for Transactions That Didn’t Close ............................................................... 26
Figure 30. Usage of Valuation Approaches ......................................................................................................... 26
Figure 31. Usage of Multiples ............................................................................................................................ 27
Figure 32. Components of Closed Deals ............................................................................................................. 28
Figure 33. How Difficult to Arrange Senior Debt for Transactions over the Past Six Months ................................ 28
Figure 34. Would Senior Managers and Chief Executives Benefit from Additional Leadership and Skills Training?
................................................................................................................................................................ 28
Figure 35. Skills That Are Important for Senior Management to Have ................................................................ 29
Figure 36. Issues Facing Privately‐Held Businesses ............................................................................................. 29
Figure 37. Assets under Management or Investable Funds ................................................................................. 32
Figure 38. Current and Target Asset Allocations for "Alternative Assets" (% of total portfolio) ........................... 32
Figure 39. Current Target Asset Allocation ......................................................................................................... 33
Figure 40. Annual Return Expectations for New Investments ............................................................................. 33
Figure 41. Assets with the Best Risk/Return Trade‐off Currently ........................................................................ 34
Figure 42. Industry with the Best Risk/Return .................................................................................................... 34
Figure 43. Geographic Regions of the World Offering the Best Risk/Return Tradeoff Currently ........................... 35
Figure 44. Geographic Regions of the USA with the Best Risk/Return Currently ................................................. 35
Figure 45. Would Senior Managers and Chief Executives Benefit from Additional Leadership and Skills Training?
................................................................................................................................................................ 36
PEPPERDINE PRIVATE CAPITAL MARKETS PROJECT | CAPITAL MARKETS REPORT – 2011 ‐ 2012
© 2011 | PEPPERDINE UNIVERSITY GRAZIADIO SCHOOL OF BUSINESS AND MANAGEMENT. All Rights Reserved. | 86
Figure 46. Skills That Are Important for Senior Management to Have ................................................................ 37
Figure 47. Issues Facing Privately‐Held Businesses ............................................................................................. 38
Figure 48. Total Number of Investments Made in the Last Six Months ............................................................... 39
Figure 49. Number of Follow‐on Investments Made in the Last Six Months ........................................................ 39
Figure 50. Number of Total Investments Planned over Next 12 Months ............................................................. 40
Figure 51. Number of Follow‐on Investments Planned over Next 12 Months ...................................................... 40
Figure 52. Type of Business for Investments Planned over Next 12 Months ........................................................ 40
Figure 53. Geographic Location of Planned Investment over Next 12 Months .................................................... 42
Figure 54. Geographical Limit for Investment .................................................................................................... 42
Figure 55. Usage of Valuation Approaches ......................................................................................................... 42
Figure 56. Items Required to Close One Deal ..................................................................................................... 43
Figure 57. Exit Plans for Portfolio Companies ..................................................................................................... 43
Figure 58. Would Senior Managers and Chief Executives Benefit from Additional Leadership and Skills Training?
................................................................................................................................................................ 43
Figure 59. Skills That Are Important for Senior Management to Have ................................................................ 44
Figure 60. Issues Facing Privately‐Held Businesses ............................................................................................. 45
Figure 61. Total Number of Investments Made in the Last Six Months ............................................................... 46
Figure 62. Number of Follow‐on Investments Made in the Last Six Months ........................................................ 46
Figure 63. Number of Total Investments Planned over Next 12 Months ............................................................. 47
Figure 64. Number of Follow‐on Investments Planned over Next 12 Months ...................................................... 47
Figure 65. Type of Business for Investments Planned over Next 12 Months ........................................................ 47
Figure 66. Geographic Location of Planned Investment over Next 12 Months .................................................... 49
Figure 67. Usage of Valuation Approaches ......................................................................................................... 49
Figure 68. Items Required to Close One Deal ..................................................................................................... 49
Figure 69. Exit Plans for Portfolio Companies ..................................................................................................... 50
Figure 70. Would Senior Managers and Chief Executives Benefit from Additional Leadership and Skills Training?
................................................................................................................................................................ 50
PEPPERDINE PRIVATE CAPITAL MARKETS PROJECT | CAPITAL MARKETS REPORT – 2011 ‐ 2012
© 2011 | PEPPERDINE UNIVERSITY GRAZIADIO SCHOOL OF BUSINESS AND MANAGEMENT. All Rights Reserved. | 87
Figure 71. Skills That Are Important for Senior Management to Have ................................................................ 50
Figure 72. Issues Facing Privately‐Held Businesses ............................................................................................. 52
Figure 73. Typical Investment Size ..................................................................................................................... 54
Figure 74. Type of Business for Investments Planned over Next 12 Months ........................................................ 55
Figure 75. Total Number of Investments Made in the Last Six Months ............................................................... 55
Figure 76. Number of Follow‐on Investments Made in the Last Six Months ........................................................ 55
Figure 77. Number of Total Investments Planned over Next 12 Months ............................................................. 55
Figure 78. Number of Follow‐on Investments Planned over Next 12 Months ...................................................... 56
Figure 79. Usage of Valuation Approaches ......................................................................................................... 57
Figure 80. Usage of Multiples ............................................................................................................................ 57
Figure 81. Items Required to Close One Deal ..................................................................................................... 58
Figure 82. Exit Plans for Portfolio Companies ..................................................................................................... 58
Figure 83. Would Senior Managers and Chief Executives Benefit from Additional Leadership and Skills Training?
................................................................................................................................................................ 59
Figure 84. Skills That Are Important for Senior Management to Have ................................................................ 60
Figure 85. Issues Facing Privately‐Held Businesses ............................................................................................. 61
Figure 86. SBIC (small business investment) Firms ............................................................................................. 63
Figure 87. Typical Investment Size ..................................................................................................................... 63
Figure 88. Type of Business for Investments Planned over Next 12 Months ........................................................ 64
Figure 89. Total Number of Investments Made in the Last Six Months ............................................................... 64
Figure 90. Number of Follow‐on Investments Made in the Last Six Months ........................................................ 65
Figure 91. Number of Total Investments Planned over Next 12 Months ............................................................. 65
Figure 92. Number of Follow‐on Investments Planned over Next 12 Months ...................................................... 65
Figure 93. Borrower Motivation to Secure Mezzanine Funding (past six months) ............................................... 67
Figure 94. Items Required to Close One Deal ..................................................................................................... 67
Figure 95. Would Senior Managers and Chief Executives Benefit from Additional Leadership and Skills Training?
................................................................................................................................................................ 68
PEPPERDINE PRIVATE CAPITAL MARKETS PROJECT | CAPITAL MARKETS REPORT – 2011 ‐ 2012
© 2011 | PEPPERDINE UNIVERSITY GRAZIADIO SCHOOL OF BUSINESS AND MANAGEMENT. All Rights Reserved. | 88
Figure 96. Skills That Are Important for Senior Management to Have ................................................................ 68
Figure 97. Issues Facing Privately‐Held Businesses ............................................................................................. 70
Figure 98. Description of Lending Entity............................................................................................................. 71
Figure 99. Participation in Government Loan Programs ..................................................................................... 71
Figure 100. Typical Investment Size ................................................................................................................... 72
Figure 101. Borrower Motivation to Secure Financing (past six months) ............................................................ 73
Figure 102. Reason for Declined Loans ............................................................................................................... 75
Figure 105. Feeling Increased Pressure from Regulators to Avoid Making Risky Loans ........................................ 75
Figure 103. Would Senior Managers and Chief Executives Benefit from Additional Leadership and Skills Training?
................................................................................................................................................................ 75
Figure 104. Skills That Are Important for Senior Management to Have ............................................................... 76
Figure 106. Issues Facing Privately‐Held Businesses ........................................................................................... 76
Figure 107. Industries Served by Asset‐Based Lenders ....................................................................................... 79
Figure 108. Typical EBITDA Sizes for Companies Booked .................................................................................... 79
Figure 109. Valuation Standards Used to Estimate LTV Ratio ............................................................................. 80
Figure 110. Asset‐Based Loans Decline Rate ...................................................................................................... 80
ExpEriEncE LEarning at
C-LeveL
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Master the Leader in You bschool.pepperdine.edu/c-level
there is an ExcLusivE club in one of the world’s most beautiful locations where some of the nation’s business leaders come together to learn.
together they LEarn how to implement game-changing strategies. How to stay grounded while rising to the next level.
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Gain evaluation skills necessary to oversee and manage the financial and budgetary aspects as you learn
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Certificate in Private Capital Markets, April 18-20, 2012
Building Wealth by Making Better Investment and Financial Decisions
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