Market Report Asset Management Market Snapshot June 2015 New York Chicago Boston Hartford Orlando Princeton www.mpival.com
Table of Contents * Industry Overview... 3 Key Indicators... 4 M&A Overview... 6 About MPI... 10 * This publication is also available in soft copy on the MPI website: http://www.mpival.com/resources.html. Page 2 www.mpival.com 2
Industry Overview This publication focuses on major events, developments and trends within the traditional (mutual funds, wealth managers) and alternative (hedge funds, private equity) segments of the Asset Management Industry. The Asset Management Industry is in the midst of a recovery: Revenue grew at a compound annual growth rate of 3.1% in the traditional space in the last five years through 2014 and 7.0% in the alternative space over the same period. Revenue for both traditional and alternative managers surpassed pre-recession highs in 2012. In the last twelve months traditional asset manager stock prices have increased 1.9%, while alternative asset manager prices have declined 8.6%. Presently, the following trends are shaping the industry. The Traditional/Alternative Divide Continues to Blur: A new type of investment product is gaining popularity in the industry: hedged or alternative mutual funds. Alternative asset managers are beginning to offer their services in a mutual fund format, providing smaller retail clients with exposure to traditionally exclusive investment strategies. The Demographic Benefit: The aging populations of developed economies are contributing to greater AUM through pension funds and demand for capital preservation. The Regulatory Burden: The Dodd-Frank Wall Street Reform and Consumer Protection Act is set to take effect in mid-2015, leading to greater compliance costs. The Volcker Rule, contained within the act, will place restrictions on the ability of bank-holding companies to invest with private equity funds and hedge funds. As the stock price performance graph below suggests, the Asset Management Industry as a whole kept pace with the S&P 500 at the outset of the recovery and has outperformed over the last year. Source: IBISWorld, S&P Capital IQ and Bloomberg Page 3 www.mpival.com 3
Key Indicators 7.0% Personal Savings Rate 6.0% 5.0% 4.0% 3.0% 2.0% 1.0% 0.0% Source: IBISWorld Page 4 www.mpival.com 4
Key Indicators (Continued) $25,000 Traditional Asset Management Total Net Assets (in $billions) $20,000 $15,000 $10,000 $5,000 $- 25% Asset Management Industry AUM & Total Net Assets % Change 20% 15% 10% 5% 0% -5% -10% -15% -20% -25% AAM AUM % Change TAM Total Net Assets % Change $7,000 Alternative Asset Management AUM (in $billions) $6,000 $5,000 $4,000 $3,000 $2,000 $1,000 $- Source: IBISWorld Page 5 www.mpival.com 5
M&A Overview U.S. Market Activity In recent quarters, growth in deal count has exceeded volume indicating a much more active middle market and smaller deal sizes. It also suggests buyers are hesitant to pull the trigger on larger deals. Market conditions are primed for deal making. Highlighted Transactions Westwood Trust acquires Woodway Financial Advisors Inc. Westwood Trust ( Westwood ) reached an agreement to acquire Woodway Financial Advisors Inc. ( Woodway ) for approximately $47 million on January 15, 2015. Woodway had revenues of $10.4 million, EBITDA of $5.2 million, total assets of $5.6 million and net income of $5.1 million in 2014. The transaction had implied 4.5x revenue and 9.0x EBITDA multiples. Total consideration was subject to adjustment for working capital at closing, outstanding indebtedness, unpaid transaction expenses as of closing, and an earn-out amount up to $15 million. The earn-out is subject to annualized revenue from the post-closing business of Woodway for the twelve month period following the effective time of the merger adjusted for clients or accounts that have terminated. The consideration paid consisted of $25.3 million in cash, 109,712 shares of Westwood s stock, and an earn-out paid with 56% cash and 45% Westwood stock. Woodway operates as a Houston branch of Westwood Trust. The deal closed on April 1, 2015. CPPIB Credit Investments Inc. acquires GE Antares Capital CPPIB Credit Investments Inc. ( CPPIB ) signed an agreement to acquire GE Antares Capital ( Antares ) from General Electric Capital Corporation for $12 billion on June 9, 2015. CPPIB will also acquire Antares management. Upon closing, Antares will operate as a standalone, independent business governed by its own Board of Directors and will retain the brand most associated with its long and impressive track record in the U.S. middle market, Antares Capital, and the team responsible for its long-term success led by its Managing Partners, David Brackett and John Martin. CPPIB will be partnering with Antares entire seasoned management team and its approximately 300 employees. The transaction is expected to close during the third quarter of 2015. Source: S&P Capital IQ Page 6 www.mpival.com 6
M&A Overview (Continued) Industry Trends Median M&A EBITDA Multiples 35.0x 30.0x Median EBITDA Multiple Time Period Median 25.0x 20.0x 15.0x 10.0x 5.0x 0.0x 2008 2009 2010 2011 2012 2013 2014 Q2 2015 Recent Transactions Announced Buyer Target Target Description Date 6/17/2015 First Republic Investment Management, Inc. Constellation Wealth Advisors, LLC Constellation Wealth Advisors, LLC is a principal investment firm and is based in New York, New York. 6/15/2015 Sun Life Investment Management Inc. Bentall Kennedy (Canada) Limited Partnership Bentall Kennedy (Canada) Limited Partnership is a real estate investment firm specializing in investments in office, retail, industrial and apartment properties. 6/9/2015 CPPIB Credit Investments Inc. GE Antares Capital GE Antares Capital is a private equity investment arm of a unit of GE Capital specializing in leveraged buyouts, recapitalization, and restructurings finance capital to equity sponsors and companies in the middle market and provides access to proprietary transactions and emerging markets. 6/1/2015 Difference Capital Financial Inc. Difference Capital Inc. Difference Capital Inc. is a principal investment firm and is based in Canada. 5/4/2015 HC2 Holdings, Inc. MCG Capital Corporation MCG Capital Corporation is a private equity firm specializing in debt, equity, and recapitalization investments in middle and lower middle market companies. 4/28/2015 PennantPark Investment Advisers, LLC; PennantPark Floating Rate Capital Ltd. MCG Capital Corporation MCG Capital Corporation is a private equity firm specializing in debt, equity, and recapitalization investments in middle and lower middle market companies. 4/27/2015 N.A. Velocity Portfolio Group, Inc Velocity Portfolio Group, Inc., through its subsidiaries, invests in consumer receivable portfolios purchased in the secondary market. 4/7/2015 ALPS Holdings, Inc. Red Rocks Capital LLC Red Rocks Capital, LLC is an employee owned investment manager. 3/30/2015 Silvercrest Asset Management Group LLC Jamison, Eaton & Wood, Inc. Jamison, Eaton & Wood, Inc. is an employee owned investment manager. 3/3/2015 Computershare Limited Valiant Trust Company Limited Valiant Trust Company Limited provides stock transfer, corporate trust, escrow, and employee plan services to public and private corporations. 2/26/2015 Envestnet, Inc. Upside Financial, LLC Upside Financial, LLC provides investment advisory services for investors. 2/11/2015 Fiera Capital Corporation Samson Capital Advisors LLC Samson Capital Advisors LLC is an employee owned investment manager. 1/22/2015 Opus Bank Commerce Escrow Company Commerce Escrow Company provides escrow services to commercial and industrial markets. 1/15/2015 Westwood Trust Woodway Financial Advisors Inc. 1/5/2015 The Nasdaq OMX Group, Inc. Dorsey Wright & Associates, Inc. Woodway Financial Advisors Inc. provides investment management, financial planning, and trust and estate services to individuals and professional companies. Dorsey Wright & Associates, Inc. is an employee owned investment manager. 1/2/2015 Emancipation Capital LLC NSB Advisors LLC NSB Advisors LLC is an employee owned investment manager. Page 7 www.mpival.com 7
Public Market Data (1) Company 6/30/2015 52-Week Enterprise Mkt Cap/AUM EV/AUM Consensus Growth (4) AUM EV/Revenue EV/EBITDA Market Cap/Earnings Close (2) High Low Value (EV) (3) 6/30/2015 Current LTM NFY LTM NFY LTM NFY EBITDA EPS Traditional Asset Managers BlackRock, Inc. 345.98 382.84 293.39 61,616 4,774,192 1.2% 1.3% 5.5x 5.3x 13.0x 12.3x 17.2x 17.2x 9.7% 9.6% Calamos Asset Management Inc. 12.25 14.44 11.15 98 24,476 1.0% 0.4% 0.4x 0.4x 2.0x 2.1x 21.9x 31.7x 1.7% (10.2%) Cohen & Steers Inc. 34.08 47.16 33.94 1,440 54,666 2.8% 2.6% 4.4x 4.4x 10.8x 10.8x 20.1x 18.7x 21.0% 22.4% Diamond Hill Investment Group Inc. 199.66 209.00 106.53 644 16,098 4.2% 4.0% 5.8x NA 12.3x NA 19.1x NA NA (0.2%) Eaton Vance Corp. 39.13 46.75 33.47 4,694 311,046 1.5% 1.5% 3.3x 3.3x 10.1x 9.6x 18.0x 17.9x 6.3% 6.5% Federated Investors, Inc. 33.49 35.75 26.99 3,482 355,759 1.0% 1.0% 4.0x 3.7x 13.8x 12.6x 23.4x 21.4x 24.7% 25.7% Franklin Resources, Inc. 49.03 59.43 48.69 23,913 880,600 3.4% 2.7% 2.9x 2.9x 7.5x 7.4x 12.7x 13.4x 3.8% 2.1% GAMCO Investors, Inc. 68.71 90.25 67.01 1,357 46,540 3.7% 2.9% 3.1x NA 8.6x NA 16.2x 16.5x NA 13.3% Invesco Ltd. 37.49 42.05 34.40 22,406 798,300 2.0% 2.8% 4.3x 4.2x 15.4x 13.5x 15.2x 14.9x 9.2% 10.8% Janus Capital Group, Inc. 17.12 18.98 10.95 2,998 192,400 1.7% 1.6% 3.0x 2.7x 9.4x 8.3x 19.0x 17.3x 15.6% 25.6% Legg Mason Inc. 51.53 59.19 45.68 5,648 702,724 0.8% 0.8% 2.0x 1.9x 9.4x 9.1x 24.1x 15.9x 12.7% 15.0% SEI Investments Co. 49.03 50.75 31.89 7,503 661,400 1.2% 1.1% 5.8x 5.5x 19.2x 14.6x 24.8x 22.7x 27.5% 13.6% T. Rowe Price Group, Inc. 77.73 88.64 71.78 18,360 772,700 2.6% 2.4% 4.5x 4.3x 9.0x 8.4x 16.4x 15.9x 9.3% 8.8% Virtus Investment Partners, Inc. 132.25 227.29 113.47 1,002 54,773 2.2% 1.8% 2.2x 2.5x 7.4x 8.1x 12.4x 14.6x 7.4% 3.0% Waddell & Reed Financial, Inc. 47.31 65.57 41.06 3,321 122,894 3.2% 2.7% 2.1x 2.2x 6.7x 7.4x 13.0x 14.5x (3.3%) (3.4%) Westwood Holdings Group Inc. 59.57 68.10 51.30 427 21,722 2.4% 2.0% 3.7x NA 9.8x NA 18.7x NA NA NA Median 251,723 2.1% 1.9% 3.5x 3.3x 9.6x 9.1x 18.4x 16.8x 9.3% 9.6% Page 8 www.mpival.com 8
M&A Overview (Continued) Company Guideline 6/30/2015 52-Week Enterprise Fee- Paying EV/AUM EV/Revenue EV/EBITDA Consensus Growth (4) Ticker Close (2) High Low Value (EV) (3) AUM Current NFY LTM NFY EBITDA EPS Alternative Asset Managers Apollo Global Management, LLC APO 22.15 28.18 20.02 6,307 131,252 4.8% 3.4x 5.7x 7.0x 36.4% 23.5% Ashmore Group PLC ASHM 2.89 3.79 2.49 1,577 63,700 2.5% 6.1x 8.8x 9.8x (3.1%) 0.6% Fortress Investment Group LLC FIG 7.30 8.65 5.58 1,034 69,889 1.5% 0.8x 2.3x 2.4x 10.0% 0.8% KKR & Co. L.P. KKR 22.85 25.58 18.84 11,872 83,733 14.2% 3.0x 20.2x 4.9x (5.8%) 22.9% Oaktree Capital Group, LLC OAK 53.18 57.07 45.30 6,511 78,497 8.3% 3.7x 16.2x 7.3x 16.5% 15.9% Och-Ziff Capital Management Group LLC OZM 12.22 14.45 10.01 6,120 47,006 13.0% 3.7x 8.2x 5.6x 18.2% 19.0% Partners Group Holding AG PGHN 279.50 307.75 217.10 6,465 45,200 14.3% 9.5x 14.9x 15.7x 8.9% 7.9% Polar Capital Holdings plc AIM:POLR 4.54 5.04 3.51 377 8,261 4.6% 3.7x 0.0x 10.5x NA 6.7% Sprott Inc. SII 2.47 3.05 2.22 399 7,800 5.1% 2.6x 15.6x 8.2x NA NA The Blackstone Group L.P. BX 40.87 44.43 26.56 36,338 239,342 15.2% 4.4x 35.5x 7.7x 16.2% 0.8% The Carlyle Group LP CG 28.15 35.99 24.42 3,258 129,412 2.5% 1.0x 4.6x 2.5x 6.8% 4.0% Median 69,889 5.1% 3.7x 8.8x 7.3x 10.0% 7.3% Notes: (1) Sources: S&P CapitalIQ, company s latest filings, and Bloomberg. (2) Reported in local currency. (3) In millions of local currency. (4) Represents two-year analyst estimates. Definitions: Enterprise Value Defined as market cap. + total debt + preferred equity cash and equivalents long term investments AUM Assets Under Management EBITDA adjusted earnings before interest, taxes, depreciation and amortization. NFY next fiscal year. EPS earnings per share. NA not available, NM not meaningful Page 9 www.mpival.com 9
About MPI MPI is a business valuation and advisory firm that was founded in 1939. MPI provides tax-based valuations, business appraisals, financial reporting valuations, fairness opinions, sell-side and corporate advisory services, and litigation support. MPI's senior professionals have extensive experience presenting and defending work product in front of financial statement auditors, management teams, corporate boards and fiduciaries, the IRS, other government agencies, and in various courts. For additional information pertaining to MPI or MPIS and our valuation and advisory services, visit http://www.mpival.com. Contacts For This Report: Daniel M. Kerrigan, CFA President (609) 955-5732 dkerrigan@mpival.com Todd G. Povlich, ASA Partner (609) 955-5752 tpovlich@mpival.com DISCLAIMERS: The information provided in this publication is only general in nature. It has been prepared without taking into account any specific objectives, financial circumstances or needs. Accordingly, MPI disclaims any and all guarantees, undertakings and warranties, expressed or implied, and shall not be liable for any loss or damage whatsoever (including human or computer error, negligent or otherwise, or actual, incidental, consequential or any other loss or damage) arising out of or in connection with any use or reliance upon the information or advice contained within this publication. The viewer must accept sole responsibility associated with the use of the material in this publication, irrespective of the purpose for which such use or results are applied. This material should not be viewed as advice or recommendations. This information is not intended to, and should not, form a primary basis for any investment, valuation or other decisions. MPI is not acting as a fiduciary, an expert or advisor in any capacity whatsoever in providing the information set forth herein. The information set forth herein may not be relied upon and is not a substitute for competent legal and financial advice. The viewer of this material is cautioned and advised to consult with his or her own legal and financial counsel in evaluating the information provided herein. The information provided in this publication is based on public information. MPI makes every effort to use reliable and comprehensive information, but makes no warranties or representations of any kind relating to the accuracy, completeness or timeliness of the information provided herein and MPI shall not have liability for any damages of any kind relating to any reliance on such data. Further, the information set forth herein is continuously subject to change and may fluctuate. MPI has no obligation to update the information set forth herein or to advise the viewer when opinions or information may change. Investment banking and transaction advisory services are provided by MPI Securities, Inc., member FINRA/SIPC. Persons affiliated with MPI Securities, Inc. are registered representatives of and securities are offered through MPI Securities, Inc. This publication is not a solicitation or offer to buy or sell securities. The information contained in this publication was prepared for information purposes only and was not intended or written to be used as investment or tax advice or as a recommendation to buy or sell securities. Page 10 www.mpival.com 10