staffing industry m&a landscape - q4 2015

Industry Insights:

Staffing Industry M&A Landscape

By the Numbers

132 Staffing Industry M&A transactions were reported in 2015, a 26% increase vs. the 105 transactions announced in 2014.

43 Staffing Industry M&A transactions completed by 35 different buyers were reported in the fourth quarter of 2015.

The 43 transactions represent the second straight quarter of announced M&A activity in the staffing industry at heightened levels not seen since the second quarter of 2007.

Unique buyers completed staffing transactions in 2015.

Summary

Privately held staffing buyers accounted for 73% of the acquisitions in 2015, while public buyers completed 27%.

Strategic buyers accounted for 87% of the staffing acquisitions in 2015, with private equity (financial) buyers investing in a new platform acquisition accounting for the other 13% of the transactions.

• 17 new platform staffing investments were acquired by private equity groups in 2015 and 44 since the beginning of 2012.

IT staffing continues to be the most active staffing M&A sector, with 44 transactions reported in 2015.

Professional staffing companies (including IT, Healthcare, Finance & Accounting, Legal and Creative/Digital staffing) continue to see the most widespread demand from buyers.

Buyers continue to be very selective regarding the acquisition opportunities they are pursuing, especially as the supply of sellers in the market increases. Companies with scale, strong growth and margin profiles, direct client relationships with a broad diversified set of customers, and with tenured management teams continuing post-transaction remain highly sought after, both by strategic acquirers and if large enough, private equity. Staffing companies lacking these differentiating characteristics typically draw more limited buyer interest, yet still are completing transactions.

105

Powering Sound Decisions for Companies, Boards and Investors Worldwide

#1 U.S. and Global Fairness Opinions Provider in 20151

#2 U.S. Middle-Market M&A Advisor in 20152

Top 10 U.S. Restructuring Advisor3

Sources: 1. Published in Thomson Reuters’ “Full Year 2015 Mergers & Acquisitions Review.” Duff & Phelps tied with Huatai Securities Co. Ltd. for #1 for Global Fairness Opinions. 2. Thomson Financial Securities Data (U.S. deals $10M < $250M). 3.Full year 2015. Bankruptcy case ranking provided by The Deal Q3 2015 league table.

Duff & Phelps is the premier global valuation and corporate finance advisor with expertise in complex valuation, dispute and legal management consulting, M&A, restructuring, and compliance and regulatory consulting. The firm’s more than 2,000 employees serve a diverse range of clients from offices around the world.

For more information, visit www.duffandphelps.com.

Duff & Phelps 3

Source: Duff & Phelps Securities, Staffing Industry Analysts, Capital IQ

M&A Overview:The fourth quarter of 2015 saw 43 staffing industry M&A transactions completed by 35 different buyers. These 43 transactions represent the second straight quarter of announced M&A activity in the staffing industry at heightened levels not seen since the second quarter of 2007. For all of 2015, 132 staffing industry M&A transactions were completed by 105 unique buyers, the most in any year dating back to 2007, when 150 transactions were completed at the peak of staffing M&A activity during that economic cycle.

Our conversations indicate that much of the current M&A activity in the staffing sector is being driven by staffing company owners sensing that this may be the optimal time to sell their business during this economic cycle. Even with the influx of sellers entering the market, valuation multiples continue to be attractive, especially for fast growing businesses providing professional staffing services such as IT or healthcare staffing.

As previously noted, buyers continue to be very selective regarding the acquisition opportunities they are pursuing, especially as the supply of sellers in the market increases. Companies with scale, strong growth and margin profiles, direct client relationships with a broad diversified set of customers, and with tenured management teams continuing post-transaction remain highly sought after, both by strategic acquirers and if large enough, private equity. Staffing companies lacking these differentiating characteristics typically draw more limited buyer interest, yet still are completing transactions.

Staffing industry acquisition activity remains primarily driven by privately held strategic buyers (many of whom are backed by private equity funds), as the larger and better known public staffing companies account for a limited number of transactions each year. In all of 2015, 73% of the transactions were completed by privately owned buyers, with only 27% acquired by publicly traded entities.

Strategic buyers (including those staffing companies primarily owned by private equity investors) completed 87% of the staffing acquisitions in 2015. This follows the 94% of announced acquisitions completed by strategic acquirers in 2014. Private equity (financial) buyers continue to be an attractive option for the largest and fastest growing staffing companies, with five new platform investments made in the fourth quarter of 2015 and 17 in all of 2015.

Industry Sector

IT Staffing

F&A

Healthcare

Legal

Other

Outplacement

PEO

Technical

Executive Search

Commerical Staffing

No. of Transactions

44

7

14

2

19

1

6

9

7

23

5%

17%

7%

5%

1%

14%2%

11%

5%

33%

Exhibit 3: M&A Activity by Staffing Industry Sector – 2015

0

20

40

60

80

100

120

140

160

2006 2007 2008 2009 2010 2011 2012 2013 2014 2015

133

150

97

68

87

59

103 103 105

132

Num

ber o

f Dea

ls


Exhibit 1: Yearly Staffing Transaction Volume – 2006 to December 31, 2015


M&A Activity – Staffing Industry

IT staffing, especially those companies with a more relationship-oriented sales model generating higher gross margins, continues to be the single most attractive temporary staffing segment for acquirers, as 44 of the 132 transactions reported in 2015 involved companies whose predominate service offering was IT staffing. Healthcare staffing and Finance/Accounting staffing companies are also seeing significant buyer interest with 14 and 7 transactions, respectively, completed in 2015. The professional staffing segments (including IT, Healthcare, Finance & Accounting, Legal and Creative/Digital staffing) continue to see the most widespread demand from buyers and typically generate the strongest valuations, while commercial staffing M&A activity is driven mostly by light industrial staffing buyers seeking to either expand their geographic market coverage or gain access to new customers.

Public27%

(35 Transactions)

Financial13%

(17 Transactions)

Strategic87%

(115 Transactions)

Private73%

(97 Transactions)


Public vs. Private Buyer Strategic vs. Financial Buyer

Exhibit 2: Staffing Industry Transaction Activity – 2015


Notable Staffing Transactions Q4 2015

EdgeRock Technologies, LLC

CDI Corp., an engineering and IT staffing firm headquartered in Philadelphia, acquired EdgeRock Technologies LLC, a privately held, specialist IT staffing firm headquartered in Boston. In an asset purchase, CDI acquired 100% of EdgeRock members’ interests for approximately $31 million in cash, subject to standard working capital adjustments, according to the press release. CDI will pay up to an additional $4 million contingent on future operating performance.

EdgeRock targets the enterprise resource planning sector and the acquisition provides CDI with a national platform for specialist IT staffing and relationships with consultants to SAP, Oracle and PeopleSoft projects. EdgeRock’s practice also brings CDI other specialized IT skill sets, including business intelligence and data analytics.

EdgeRock will become a division of CDI and continue to operate under the EdgeRock Technology Partners brand name. The current EdgeRock leadership team will continue to manage the day-to-day operations of the business.

Mediscan

Cross Country Healthcare Inc. acquired Mediscan, a healthcare staffing provider based in Woodland Hills, CA, effective Oct. 30. Cross Country paid $33 million, including $28 million in cash and $5 million in stock, according to the press release. It could also pay an additional earn-out of up to $7 million based on Mediscan’s performance during the next two years.

Mediscan’s projected revenue for fiscal year 2015 is approximately $40 million. It serves the healthcare and education markets. Founding member Val Serebryany will remain with Mediscan after the acquisition, as will Mediscan President and CEO Dennis Ducham.

“Mediscan not only expands our healthcare staffing offerings but extends our reach into both the fast-growing public school and charter school

markets, which are also large users of healthcare staffing services,” said Cross Country President and CEO William Grubbs. “Mediscan’s proven leadership team built a strong brand, and we see significant growth opportunities in both the healthcare and education markets. We believe that adding Mediscan will enable us to accelerate our revenue growth and improve margins.”

B.E. Smith

AMN Healthcare Services Inc., the largest U.S. healthcare staffing firm, acquired B.E. Smith, an executive search firm specializing in healthcare, for $160 million in cash, according to the press release. Founded in 1978, B.E. Smith provides senior-level leadership services including interim leadership, executive search and advisory services. The purchase price was funded through a combination of term loan borrowings and revolver draws under the company’s credit facility. AMN will realize tax benefits having an estimated net present value of approximately $25 million, according to the press release.

According to a filing with the US Securities and Exchange Commission, AMN entered into a stock purchase agreement with Josem Holding Inc., a Kansas corporation and the sole owner and holding company of B.E. Smith Inc., and John D. Smith, the sole owner of all issued and outstanding shares of capital stock of the company. The purchase agreement calls for Josem Holding to become a wholly owned subsidiary of AMN and B.E. Smith Inc. to become an indirect wholly owned subsidiary of AMN.

“With increased demand and the evolution of new care delivery models, healthcare clients are faced with the critical challenge of recruiting the key executives and talent needed to lead the dramatic transformation their organizations are experienc-ing,” said AMN Healthcare President and CEO Susan Salka. “The added strength of B.E. Smith’s recruitment expertise and nationwide talent pool of healthcare leaders and executives further increases the strategic value that AMN Healthcare delivers to clients through our breadth of innovative workforce solutions.”

SIMOS Insourcing Solutions

TrueBlue Inc., the largest US industrial staffing firm, acquired on-premise staffing provider SIMOS Insourcing Solutions for $67.5 million in cash funded through the company’s existing credit facility, according to a filing with the US Securities and Exchange Commission. An additional cash payment may be due in 2017 based on 2016 performance. SIMOS’ workforce management programs provide recruiting, on-premise management and process engineering. The firm provides staffing solutions to several Fortune 500 companies.

“We are excited to add SIMOS’ workforce performance-improvement programs and industry-leading expertise to TrueBlue’s portfolio,” TrueBlue President and COO Patrick Beharelle said. “Adding SIMOS and the incredible talent they bring to TrueBlue will provide our clients with new ways to transform their business and increase productivity.”

SIMOS will join TrueBlue’s workforce management group, which includes Staff Management | SMX, Centerline and PlaneTechs. It will continue to be managed by President and CEO Kelly Carlson.

Bartech Holding Corp.

Impellam Group plc acquired Bartech Holding Corp. and its subsidiaries from private equity firm Sverica Capital Management LLC for an initial payment of $120 million. According to the press release, Impellam’s $120 million initial payment included $115.4 million in cash and $4.6 million in company stock — approximately 401,866 new ordinary shares. The shares have a lock-in period of one to three years. The price also included up to another $6 million in cash, depending on performance and payable no later than April 2018.

Based in Southfield, Mich., Bartech provides managed service provider (MSP) services and staffing services — including office/clerical and engineering staffing. Bartech’s MSP currently manages more than $3 billion in spend for clients worldwide, according to Impellam. It ranks eighth

among a group of MSPs taking part in an annual study by Staffing Industry Analysts; the study was based on 2014 spend. Bartech President and CEO David Barfield will join Impellam as CEO of its North American businesses, including Bartech. Impellam’s current North America managing director for specialist staffing, Mike Bixler, will become managing director for the company’s enlarged specialist staffing business and report to Barfield.

UK-based Impellam ranks among the world’s largest staffing firms. It also offers MSP and vendor management systems, which it operates under the Guidant Group and Comensura brands. Impellam provides temporary staffing under the Corestaff brand in the US.

ALTA IT Services

Pittsburgh-based System One acquired ALTA IT Services, a Rockville, Md.-based company providing IT staffing and consulting to government agencies and commercial clients. The transaction closed Dec. 28; terms were not disclosed. ALTA becomes a wholly owned subsidiary of System One Holdings, LLC, and the company will operate in alignment with System One’s IT division. The ALTA brand will remain for the foreseeable future. ALTA CEO Howard Stein is retiring at the end of this year. Executive VP Rich Paolicelli, who has worked with Stein for many years and has been with ALTA since 2007, will assume the senior leadership role. System One benefits from ALTA’s presence within the government sector; ALTA holds a Top Secret Facility clearance and works with federal government contractors as well as small businesses and commercial enterprises.

“Our firms’ combined service portfolio bridges the gap between business operations and IT expertise, offering our clients a proven path to efficient design and deployment of technology,” said System One President and CEO Troy Gregory. “We are excited to invest in the growth of this exceptional team and expand our reach in IT and government services. We look forward to bringing ALTA’s deep subject matter expertise and significant experience in IT to all of System One’s clients.”

Duff & Phelps 4

Duff & Phelps 5


Staffing M&A Transactions Q4 2015

Announced Date Seller Buyer EV EV / Rev. Business Description

10/1/15 Halo Group Highlands Ventures Holdings, LLC. NA NAProvides information technology staffing and recruiting services for automotive, manufacturing, financial, health care, insurance, energy, marketing, and retail clients.

10/1/15 The Stowe Group Manpower Group NA NA Provides healthcare IT staffing and consulting services.

10/5/15 Access Data Consulting Corp. General Employment Enterprises Inc. $15 0.7x Provides IT staffing and consulting services in Denver.

10/5/15 Co Company Heidrick & Struggles International Inc. $18 NA A London-based leadership advisory firm with additional operations in North American.

10/5/15Progressive Employer Management Company

Tenex Capital Management NA NAProvides payroll administration, workers’ compensation, risk management, employee benefits packages, and human resource expertise solutions.

10/6/15 Whitney Correlate Options Group NA NA Provides executive search services for financial institutions, funds, and MNCs in Asia, Europe, the Middle East, and Africa.

10/7/15 EdgeRock Technologies LLC CDI Corp. $35 0.8xProvides temporary high end IT personnel such as business intelligence and enterprise resource planning consultants with experiences in SAP, Oracle and PeopleSoft projects.

10/7/15 MillicanSolutions AMN Healthcare Services Inc. $4 NA A physician and executive leadership search firm focused academic medical centers and children’s hospitals.

10/8/15 CoAdvantage Inc. Morgan Stanley Global Private Equity NA NA Provides integrated human resource (HR) solutions for small and medium-sized businesses in the United States.

10/9/15Ship Shape Resources Limited, Recruitment Business

CDI Corp. NA NA The recruitment business of London-based Ship Shape Resources focuses on clients in the construction sector.

10/9/15 Cadence Counsel Lateral Link NA NA An ad-hoc legal staffing firm providing lawyers for project and variable term engagements.

10/19/15 Synergy Services ICon Professional Services NA NAProvides contingent workforce solutions for companies employing contractors and temporary workers. The company specializes in offering independent contractor (IC) compliance, employer of record, and vendor-based services.

10/19/15 NWN Corp. New State Capital Partners NA NANWN provide IT staffing services targeting commercial and public sector clients in the healthcare, education, manufacturing, media, financial services, professional services, and state and local government. The company has more than 2,600 customers in 49 states.

10/20/15 Mediscan Staffing Services Cross Country Healthcare Inc. $40 1.0xProvides healthcare and school-based professional staffing services in the United States. Specialties include radiology and imaging professionals, nursing professionals, pharmacy, and school-based professionals.

10/20/15Southern Technical Recruiters, Inc.

Bradley Personnel, Inc NA NAProvides recruitment services for positions in manufacturing, operations, engineering, purchasing, distribution/logistics, management, sales and marketing, and scientific and chemical engineering areas.

10/23/15 VIA Technical Industry Executive NA NARecruits candidates for short-term and long-term contract, and direct hire positions in the fields of application development, database management, quality assurance, project management, business analysis, CRM/ERP development, business intelligence, UL/UX, security engineering, technical support, systems engineering, and network engineering.

10/27/15 Victory Staffing Solutions LLC Chartwell Staffing Services NA NAProvides light industrial staffing in the areas of plastics, window, aviation, automotive, precast concrete, construction and pharmaceuticals manufacturing.

10/30/15 Tiger Information Systems Chartwell Staffing Services NA NA Provides IT, legal and creative staffing as well as IT training and project services.

11/2/15 Timberhorn IT Solutions ettain group NA NAProvides permanent and temporary staffing solutions to the information technology (IT) industry worldwide. The company offers services, such as technology staff augmentation, rapid deployment program, and global recruiting services; and onshore, near-shore, and offshore technology solutions.

11/4/15 Next Medical Staffing Health Carousel NA NA Provides travel nurses, locum tenens physician and nurse practitioner staffing.

11/4/15 EmployeeScreenIQ SterlingBackcheck NA NA Provides employment background checks and substance abuse screening services.

11/5/15 The JM Group Staffing 360 Solutions Inc. $4 0.1xProvides information technology recruitment services to financial service, telecommunication, professional service, digital, and corporate sectors in the United Kingdom. It offers executive search and managed services; and permanent, contract, and interim candidates.

Source: Capital IQ

Duff & Phelps | 6


Duff & Phelps 6

Announced Date Seller Buyer EV EV / Rev. Business Description

11/10/15 Precision Resource Company System One NA NAA contract staffing provider with an emphasis on engineering and technical personnel for energy, power generation and industrial markets.

11/13/15 Palmer Temps Inc. BelFlex Staffing Network NA NA Provides light industrial staffing services.

11/16/15 Decision First Technologies Robert Half International NA NA Specializing in business intelligence and SAP solutions.

11/17/15 Essia Health ScribeAmerica NA NAProvides scribe management services as well as expertise in a range of electronic medical record (EMR) platforms and technologies.

11/18/15 B.E. Smith AMN Healthcare Services Inc. $160 1.6xProvides senior-level leadership services including interim leadership, executive search and advisory services in the healthcare industry.

11/25/15 JEX Staffing CorTech, LLC. NA NAOffers part-time, full-time, temporary, and temp-to-hire services, as well as executive placement services. It specializes in placing light industrial, clerical, and administrative employees.

12/2/15 Advance Partners Paychex Inc. NA NA A large payroll funding and outsourcing services provider to the US temporary staffing industry.

12/2/15 SIMOS Insourcing Solutions TrueBlue Inc. $68 0.4x Provides labor management solutions for manufacturers and distribution centers to control their labor costs.

12/3/15Accounting Management Solutions, Inc.

CliftonLarsonAllen LLP NA NAProvides outsourced accounting, financial management, and recruiting services to public, private, and nonprofit organizations in New England.

12/4/15 Pinnacle Search Partners LLC William Creekmuir (MBO) NA NA Provides executive search services in Atlanta area.

12/8/15 Bartech Holding Corp Impellam Group PLC $130 NAProvides workforce management and staffing solutions worldwide. Serves automotive, energy, financial, healthcare, insurance, pharmaceutical, technology, and telecommunication industries.

12/10/15 Pyramid International ZRG Partners Inc. NA NA Provides executive search services with focus in medical technology sector.

12/10/15 Med Staff On-Call Med-Call Healthcare NA NA Provides contract, per diem, travel and temp-to-perm nursing staffing to healthcare facilities throughout the Midwest.

12/15/15 A1HR Oasis Outsourcing NA NA Provides payroll, human resources, and safety compliance services.

12/15/15 Integrated Staffing CorTech, LLC. NA NA Provides light industrial and clerical staffing services.

12/22/15 USG People NV Recruit Holdings Co. Ltd. $1,827 0.7xProvides general staffing, specialist staffing, professional staffing, and recruitment process outsourcing services in Central Europe.

12/22/15 Doherty Employer Services Oasis Outsourcing NA NA

Offers professional employer organization, administrative services outsourcing, HR navigator, payroll processing, benefits administration, HR management, employment compliance, training, workers' compensation, risk management, consulting, and HR information system related services for public and private organizations. The company also provides temporary staffing, recruiting, and contract and direct placement services for candidates in the areas of engineering, management, scientific, information technology, finance, sales, and other fields.

12/28/15 Portico Staffing Merit Resources NA NA Provides light industrial and clerical staffing services.

12/28/15 ALTA IT Services System One NA NA Providing IT staffing and consulting to government agencies and commercial clients.

12/31/15 Paladin Consulting, Inc. General Employment Enterprises Inc. NA NA Provider of IT staffing and professional staffing services. Headquartered in Dallas, TX.

12/31/15 Partnership Staffing CorTech, LLC. NA NA Provides light industrial and clerical staffing services in Virginia area.

Source: Capital IQ

Staffing M&A Transactions Q4 2015

($ in millions, except per share amounts)

Company Name TickerPrice as of

12/31/2015

52-WeekMarket

CapEnterprise

ValueLTM

Revenue

EBITDA LTM EBITDA Margin

EV / EBITDA% of 52

Week HighLow High LTM 2015E LTM 2015E

Commercial Staffing

Adecco S.A. ADEN $69.63 $58.23 $83.85 $13,147.7 $14,565.5 $24,005.4 $1,280.1 $1,351.2 5.3% 11.4x 10.8x 83.0%

Barrett Business Services Inc. BBSI 43.54 25.21 53.00 305.3 267.5 723.6 39.2 43.5 5.4 6.8 6.1 82.2

CDI Corp. CDI 6.76 6.46 19.24 130.7 119.5 1,015.6 16.0 8.5 1.6 7.5 14.1 35.1

General Employment Enterprises Inc. JOB 5.94 3.60 17.40 12.9 14.8 43.4 (0.5) 1.3 (1.2) (28.1) 11.7 34.1

Kelly Services, Inc. KELY.A 16.15 13.47 18.22 598.9 612.2 5,481.6 71.1 96.1 1.3 8.6 6.4 88.6

ManpowerGroup Inc. MAN 84.29 63.16 96.87 6,613.1 6,919.5 19,497.1 778.9 779.3 4.0 8.9 8.9 87.0

Randstad Holding NV RAND 62.48 41.19 70.58 10,751.4 12,597.5 20,891.5 903.1 1,016.4 4.3 13.9 12.4 88.5

Staffing 360 Solutions, Inc. STAF 7.90 2.45 10.24 36.3 36.7 132.1 (2.4) (1.6) (1.8) (15.1) (23.0) 77.1

TrueBlue, Inc. TBI 25.76 19.82 31.50 997.7 878.3 2,576.3 142.4 147.7 5.5 6.2 5.9 81.8

Average(2) $2,776.2 $3,061.61 $7,188.3 $278.6 $299.0 3.0% 4.9x 8.9x 76.4%

Median $598.9 $612.2 $2,576.3 $71.1 $96.1 4.0% 7.5x 8.9x 82.2%

Professional Staffing

BG Staffing, Inc. BGSF $14.95 $9.79 $15.00 $110.6 $110.6 $193.8 $15.1 $17.2 7.8% 7.3x 6.4x 99.7%

Ciber, Inc. CBR 3.51 3.00 4.21 258.1 267.2 812.2 25.5 23.6 3.1 10.5 11.3 83.4

Hudson Global, Inc HSON 2.92 1.98 3.24 96.9 62.9 493.8 (10.4) (6.5) NM NM NM 90.1

Kelly Services, Inc. KELY.A 16.15 13.47 18.22 598.9 612.2 5,481.6 71.1 96.1 1.3 8.6 6.4 88.6

Kforce Inc. KFRC 25.28 20.32 29.33 908.6 904.4 1,310.3 75.7 84.1 5.8 12.0 10.8 86.2

ManpowerGroup Inc. MAN 84.29 63.16 96.87 6,613.1 6,919.5 19,497.1 778.9 779.3 4.0 8.9 8.9 87.0

Mastech Holdings, Inc. MHH 7.31 5.30 11.50 29.2 25.9 119.5 5.1 NA 4.3 5.0 NA 63.6

On Assignment Inc. ASGN 44.95 30.60 51.00 2,360.8 2,786.5 2,063.7 214.8 237.9 10.4 13.0 11.7 88.1

Randstad Holding NV RAND 62.48 41.19 70.58 10,751.4 12,597.5 20,891.5 903.1 1,016.4 4.3 13.9 12.4 88.5

RCM Technologies Inc. RCMT 5.50 4.16 7.00 66.2 36.0 187.6 9.6 NA 5.1 3.7 NA 78.6

Resources Connection, Inc. RECN 16.34 14.37 18.71 670.0 547.2 595.5 57.0 55.9 9.6 9.6 9.8 87.3

Robert Half International Inc. RHI 47.14 44.95 63.27 6,637.5 6,349.7 5,011.8 621.9 638.4 12.4 10.2 9.9 74.5

TSR, Inc. TSRI 4.32 3.46 5.50 8.6 0.4 59.0 0.7 NA 1.1 0.6 NA 78.5

Volt Information Sciences Inc. VISI 8.14 7.37 13.00 169.7 142.2 1,562.6 9.0 NA 0.6 15.9 NA 62.6

Average(2) $1,543.3 $1,563.7 $3,110.8 $157.0 $241.6 5.2% 9.3x 9.8x 82.9%

Median $428.5 $407.2 $1,061.2 $41.2 $90.1 4.3% 9.6x 9.9x 86.6%

Source: Capital IQ; for definitions refer to page 8

Duff & Phelps 7


Public Trading Data for Staffing Companies

($ in millions, except per share amounts)

Company Name TickerPrice as of

12/31/2015

52-WeekMarket

CapEnterprise

ValueLTM

Revenue

EBITDA LTM EBITDA Margin

EV / EBITDA% of 52

Week HighLow High LTM 2015E LTM 2015E

Healthcare Staffing

AMN Healthcare Services Inc. AHS $31.05 $17.92 $37.47 $1,378.2 $1,570.6 $1,340.2 $134.8 $160.3 10.1% 11.7x 9.8x 82.9%

Cross Country Healthcare, Inc. CCRN 16.39 9.36 18.76 506.5 533.5 762.4 30.6 37.9 4.0 17.4 14.1 87.4

Team Health Holdings, Inc. TMH 43.89 43.15 70.21 2,962.1 3,465.6 3,408.3 337.7 385.0 9.9 10.3 9.0 62.5

Average $1,615.6 $1,856.5 $1,837.0 $167.7 $194.4 8.0% 13.1x 11.0x 77.6%

Median $1,378.2 $1,570.6 $1,340.2 $134.8 $160.3 9.9% 11.7x 9.8x 82.9%

Executive & Retained Search

Heidrick & Struggles International Inc. HSII $27.22 $17.98 $30.62 $489.2 $1,483.7 $507.9 $48.2 $54.1 9.5% NM NM 88.9%

Korn/Ferry International KFY 33.18 27.18 38.93 1,612.5 2,256.7 1,069.3 155.8 155.5 14.6 14.5 14.5 85.2

Average $1,050.9 $1,870.2 $788.6 $102.0 $104.8 12.0% 14.5x 14.5x 87.1%

Median $1,050.9 $1,870.2 $788.6 $102.0 $104.8 12.0% 14.5x 14.5x 87.1%

(1) $ Millions, except for per share data

(2) Excludes the highest and lowest values.

(3) EBITDA does not reflect adjustments for extraordinary items.

Source: Capital IQ

Definitions

PEG Ratio: Price earnings to growth

EBITDA: Earnings Before Interest, Taxes, Depreciation, and Amortization

EPS: Earnings Per Share

Enterprise Value: Market Capitalization + Total Debt + Preferred Equity + Minority Interest – Cash and Short Term Investments

LTM: Last Twelve Months

Duff & Phelps 8


Public Trading Data for Staffing Companies

Duff & Phelps 9

Sell Side Advisor

a portfolio company of North Texas Opportunity Fund LP, has been acquired by

Sell Side Advisor

has sold its IT staffing business to

Sell Side Advisor

has been acquired by


Selected Duff & Phelps Staffing Transactions

Sell Side Advisor


a portfolio company

Sell Side Advisor


Sell Side Advisor


Sell Side Advisor


Sell Side Advisor

and Prescott Legal Professionals, LP have been acquired by

a division of MPS Group, Inc.

Sell Side Advisor


a portfolio company

Sell Side Advisor


a portfolio company

Copyright © 2016 Duff & Phelps LLC. All rights reserved.

John Niehaus Managing Director +1 713 986 9307

Duff & Phelps Securities, LLC 712 Main Street Suite 2500 Houston, TX 77002

[email protected]

Jim Rebello Managing Director +1 713 986 9318

Duff & Phelps Securities, LLC 712 Main Street Suite 2500 Houston, TX 77002

[email protected]

For more information please visit: www.duffandphelps.com

About Duff & PhelpsDuff & Phelps is the premier global valuation and corporate finance advisor with expertise in complex valuation, dispute and legal management consulting, M&A, restructuring, and compliance and regulatory consulting. The firm’s more than 2,000 employees serve a diverse range of clients from offices around the world.

M&A advisory and capital raising services in the United States are provided by Duff & Phelps Securities, LLC. Member FINRA/SIPC. Pagemill Partners is a Division of Duff & Phelps Securities, LLC. M&A advisory and capital raising services in the United Kingdom and Germany are provided by Duff & Phelps Securities Ltd., which is authorized and regulated by the Financial Conduct Authority.


Contacts

staffing industry m&a landscape - q4 2015

Economy & Finance