Professional Documents
Culture Documents
Q4 2016
Restaurants I Q4 2016
1
Consumer & Retail Investment Banking Restaurants I Industry Spotlight
Q4 2016
Representative Transactions
$425,000,000
Croton Holding
Company
Financial Advisor Sell-Side Advisor Sell-Side Advisor Financial Advisor Lead Arranger Joint Lead Arranger Joint Lead Arranger Joint Lead Arranger
2
Economic Dashboard Restaurants I Industry Spotlight
Q4 2016
7.5% 400
5.0%
4.0% 4.0% 300
3.5% 6.5%
2.3% 2.6%
2.0% 2.0% 200
1.4%
0.9% 0.8% 5.5%
(1.2%) 100
4Q 1Q 2Q 3Q 4Q 1Q 2Q 3Q 4Q 1Q 2Q 3Q 4.5% 0
Source: Bureau of Economic Analysis Source: Bureau of Labor Statistics Source: Bureau of Labor Statistics
95 1,250
$3.50
90 1,150
$3.00
85 1,050
$2.50
80 950
$2.00 850
75
70 $1.50 750
Source: University of Michigan Source: Energy Information Administration Source: United States Census Bureau
3
Restaurant Sector Insights Restaurants I Industry Spotlight
Q4 2016
The Jury May Finally Be Out: The recent onslaught of regulation (OT Same Store Sales (SSS) Growth
rules, the ACA and minimum wage trends) have not compressed Full Service Restaurants Limited Service Restaurants
8.0%
margins so much as they have threatened the need for middle managers
In the Election, 4 states (AZ, CO, ME, and WA) approved measures 6.0%
to gradually increase the minimum wage by between 43% and 60% 4.0%
New regulations raising the federal overtime threshold were 2.0%
originally set to take effect Dec. 1, 2016, but are currently on hold and
could potentially go into effect in 2017 0.0%
Focus: Restaurants continue to focus on appealing to millennials Food Prices ($ per pound)
Menus evolving towards local sourcing and free or artificial Cattle Chicken Pork
components (rising risk of food borne illness), and contain ethnic-
$1.75
inspired flavors and ingredients
$1.50
Investment in to-go amenities like online or mobile ordering and
$1.25
payment options, as well as order tracking, to appeal to the $1.16
generation focused on the convenience of takeout and delivery $1.00
$0.85
$0.75
Advent of Technology: Restaurants are using technology to automate $0.66
the experience and adopt a dynamic pricing model $0.50
$0.25
Restaurants continue to use technology, such as mobile apps, digital Dec-13 Dec-14 Dec-15 Dec-16
ordering channels, and tableside tablets, allowing consumers to
control and personalize their experiences LTM Share Price Performance
The same technology is allowing restaurants to turn to dynamic
Full Service Restaurants Limited Service Restaurants S&P 500
pricing to provide of-the-moment deals, charge higher prices at peak
times like weekends and holidays, and adjust prices by location 25.0%
Meanwhile: Trading foodservice distributors face digital disrupters, too 15.0%
+12.8%
Traditional foodservice distributors are facing pressure to modernize +8.5%
operations or risk losing business due to strong growth of third-party 5.0%
online resellers like Amazon and Webstaurant, which offer (1.8)%
(5.0%)
restaurant operators greater pricing flexibility, convenient and
speedy ordering and delivery, and broader product variety (15.0%)
Dec-15 Mar-16 Jun-16 Sep-16 Dec-16
4
Public Equity Market Valuation Trends Restaurants I Industry Spotlight
Q4 2016
110.0% 30.0x
+83.8%
80.0% +78.0% 25.0x 24.0x
17.6x
20.0% 15.0x
(10.0%) 10.0x
Dec-11 Dec-12 Dec-13 Dec-14 Dec-15 Dec-16 Dec-11 Dec-12 Dec-13 Dec-14 Dec-15 Dec-16
Median
Number of Enterprise Value Median TEV / Revenue Multiples Median TEV / EBITDA Multiples Median TEV / P/E Multiples
Sector/Sub-Sector Companies $ in Millions LTM Forward LTM Forward LTM Forward
Full Service Restaurants 24 $1,296 1.2x 1.3x 9.4x 9.5x 25.9x 21.2x
Casual Dining 13 2,631 1.2x 1.3x 9.4x 8.9x 25.9x 21.1x
Family Dining 4 1,296 1.4x 1.4x 12.3x 11.8x 33.5x 25.2x
Fine Dining & Polished Casual 7 399 1.2x 1.1x 8.7x 9.5x 21.5x 21.2x
Limited Service Restaurants 25 3,471 2.9x 2.9x 13.6x 13.4x 33.2x 25.9x
Coffee & Specialty 3 6,980 3.9x 3.8x 16.7x 17.3x 33.2x 25.9x
Quick Service 13 3,471 2.9x 2.9x 13.6x 13.4x 21.7x 24.7x
Fast Casual 9 485 1.2x 1.5x 12.4x 11.6x 34.7x 30.7x
S&P 500 500 NM 2.3x 2.1x 11.6x 10.6x 25.4x 17.6x
EV / Forward EBITDA P / 2017 EPS 3-Year Avg. SSS Growth LTM EBITDA Margin 5-Year Est. EPS Growth
Median: 11.7x Median: 21.9x Median: 2.5% Median: 13.0% Median: 15.4%
Coffee &
17.3x 21.5x 3.6% 39.1% 18.7%
Specialty
Quick
13.4x 22.3x 3.8% 23.2% 15.5%
Service
Family
11.8x 22.4x 2.0% 10.9% 11.0%
Dining
Fine Dining
& Polished 9.5x 18.1x 0.5% 12.7% 13.6%
Casual
Casual
8.9x 18.4x 1.2% 13.3% 15.4%
Dining
6
U.S. M&A Volume and Valuation Trends Restaurants I Industry Spotlight
Q4 2016
Transaction Volume
Historically, M&A cycles have not extended past seven years; 2016 was year six of the cycle
Relative to past cycles, interest rates are lower, corporate balance sheets are stronger, and private equity firms have more uninvested capital
2016 demonstrated signs that the buyout cycle is slowing, however, numerous positive drivers remain
Post-election bull market is supporting M&A activity
24,000
16,000
12,000
4Q15 vs. 4Q16
8,000 8%
4,000
0
2000 2001 2002 2003 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016 4Q 2015 4Q 2016
6.0x
2006 2007 2008 2009 2010 2011 2012 2013 2014 2015 YTD 11/2015 YTD 11/2016
While the broader Consumer industry U.S. Consumer & Retail M&A Announced Deal Value ($ in billions) [1,2]
saw declining M&A activity in 2016, in Median Middle Market: $14.2 Median > $1 Billion: $24.5
Middle Market > $1 Billion
no area was it more pronounced than in
the Restaurant sector $300
1Q2009
2Q2009
3Q2009
4Q2009
1Q2010
2Q2010
3Q2010
4Q2010
1Q2011
2Q2011
3Q2011
4Q2011
1Q2012
2Q2012
3Q2012
4Q2012
1Q2013
2Q2013
3Q2013
4Q2013
1Q2014
2Q2014
3Q2014
4Q2014
1Q2015
2Q2015
3Q2015
4Q2015
1Q2016
2Q2016
3Q2016
4Q2016
and delivery services exacerbated
by low food costs has made
restaurant M&A activity more sparse U.S. Consumer & Retail M&A Announced Deal Volume
Restaurant transactions mostly 1,000
occurred in two major categories: 1)
franchising and 2) PE investments 750
Mature franchise systems continued to 500
consolidate during 2016
WEN continues to be active, driven 250
by Image Activation requirements
0
and re-franchising initiatives
1Q2009
2Q2009
3Q2009
4Q2009
1Q2010
2Q2010
3Q2010
4Q2010
1Q2011
2Q2011
3Q2011
4Q2011
1Q2012
2Q2012
3Q2012
4Q2012
1Q2013
2Q2013
3Q2013
4Q2013
1Q2014
2Q2014
3Q2014
4Q2014
1Q2015
2Q2015
3Q2015
4Q2015
1Q2016
2Q2016
3Q2016
4Q2016
After spinning off its China LOB,
YUM will seek to divest some 2,000
restaurants during the next few years U.S. Consumer & Retail M&A Closed Deal Average EV / EBITDA Multiple [1,2]
Most transactions are strategic, and Median Middle Market: 9.9x Middle Market > $1 Billion Median > $1 Billion: 10.2x
oriented towards the middle market, 15.0x
resulting in a lack of available data 12.3x
10.9x 10.6x 11.1x 11.7x 11.1x
9.8x 10.0x 9.5x 10.2x 9.5x 9.8x 9.8x
Meanwhile, Private Equity activity 8.6x 9.3x
10.0x 8.2x
continued to skew towards growth
investments in emerging concepts
5.0x
Regardless of what the data says,
restaurant concepts remain a critical
0.0x
area for Consumer-focused funds
2009 2010 2011 2012 2013 2014 2015 2016
10/26/16 Restaurant Brands New Zealand Ltd. (NZSE:RBD) Pacific Island Restaurants $105 $120 $19 0.9x 5.5x
10/10/16 [3] Thai Union Group Public Company Limited (SET:TU) Red Lobster Master Holdings, L.P. 1,265 2,479 144 0.5x 8.8x
09/08/16 Roark Capital Group Jimmy John's Franchise, LLC - - - - -
09/02/16 CenterOak Partners LLC Wetzel's Pretzels, LLC - - - - -
05/25/16 MTY Food Group (TSX:MTY) Kalaha Corp. (Multi-Concept Franchisee) 302 729 - 0.4x -
05/09/16 JAB Holding Co. Krispy Kreme Doughnuts, Inc. 1,298 519 73 2.5x 17.8x *
07/14/15 BC Partners Cote Restaurants 391 172 38 2.3x 10.4x
07/07/15 Casual Dining Group Las Iguanas 131 - - - -
05/22/15 NRD Capital Frisch's Restaurants, Inc. 173 216 24 0.8x 7.3x
03/12/15 Levy Acquistion Group (n.k.a. NasdaqCM: TACO) Del Taco Holdings 500 385 59 1.3x 8.5x
09/29/14 JAB Holding Co. and BDT Capital Partners, LLC Einstein Noah Restaurant Group 163 163 16 1.0x 10.3x
08/26/14 Burger King (n.k.a. NYSE:QSR) Tim Hortons Inc. 14,620 3,400 840 4.3x * 17.4x *
07/12/14 Hony Capital PizzaExpress 1,539 637 151 2.4x 10.2x
07/01/14 Berkshire Partners The Portillo Restaurant Group, Inc. 1,000 303 97 3.3x * 10.3x
05/23/14 Roark Capital Group Corner Bakery 300 375 29 0.8x 10.3x
Transactions completed or announced over the past three years
Median - Strategic 0.9x 8.8x
Median - Financial 1.3x 10.3x
Median - All 0.9x 10.2x
Momentum in the M&A market slowed U.S. Private Equity Deal Flow ($ in billions)
during the 2nd and 3rd quarters but came Deal Value ($) # of Deals Closed
roaring back in the 4th quarter (not $200 1,500
shown)
$150
1,000
Despite being strong by historical
$100
standards, deal activity in 2016 was
500
characterized by several blocked, $50
failed or aborted transactions
$0 0
However, Octobers $249Bn of M&A
1Q11
2Q11
3Q11
4Q11
1Q12
2Q12
3Q12
4Q12
1Q13
2Q13
3Q13
4Q13
1Q14
2Q14
3Q14
4Q14
1Q15
2Q15
3Q15
4Q15
1Q16
2Q16
3Q16
4Q16*
volume surpassed a previous record
of $240Bn (July 2015), driven by
several multi-billion dollar deals U.S. Consumer & Retail Private Equity Deal Flow ($ in billions)
Market activity in the 4th quarter was
Capital Invested ($) # of Deals Closed
similar to other Election years:
$102.7
Deal-making accelerated in October,
as business owners sought to remove
$66.5
uncertainty about incoming
Administrations attitudes towards $44.3 $38.2 716
$30.6 556
taxes, regulation, etc. $23.3
$11.7 $11.6
During this Election cycle, the typical 548 607 621
462 173 119
deal-making was exacerbated: M&A
volume during the last week of 2010 2011 2012 2013 2014 2015 4Q 2015 4Q 2016
October set a single-week record of
U.S. Consumer & Retail Private Equity Exits ($ in millions)
more than $177 billion (per WSJ)
Median Deal Size ($) # of Exits
The prospect of comprehensive tax
reform post-Election may have caused $280.0
transactions to be delayed into 2017
Meanwhile, an EY study suggests that $180.6 $92.5
75% of executives surveyed said they $145.0 83 $123.5
are planning an M&A transaction in 65 $68.0
34 $100.0 23
the next 12 months, the highest 92 $26.5
percentage recorded over the 15-year 44 57 21
history of the survey 2010 2011 2012 2013 2014 2015 4Q 2015 4Q 2016
10
U.S. Middle Market Loan Market Trends Restaurants I Industry Spotlight
Q4 2016
Loan Volume: Low Level of Supply Continues ($ in billions) Term Loan Yields Remain Consistent [1]
$70 10.0%
9.0%
$60
8.0%
$50 7.0% 6.87%
6.0%
$40 5.65%
5.0%
$30
4.0%
$20 3.0%
2.0%
$10
1.0%
$0 0.0%
Covenant Lite Volume Remains Relatively Low ($ in billions) LBO Leverage Climbs Higher, However Lack of Supply Continues
$6 7.0x
6.0x
$5
5.0x
$4
4.0x
$3
3.0x
$2
2.0x
$1 1.0x
$0 0.0x
Note: This data represents the entire U.S. middle market (all industries)
Note: The middle market is defined as deal size < $100 million and borrower sales < $500 million
[1] Includes both non-sponsored and sponsored transactions
Source: Bloomberg, S&P Capital IQ LCD, and Thomson Reuters LPC 11
Appendix: Key Disclosures Restaurants I Industry Spotlight
Q4 2016
12
Notes & Definitions Restaurants I Industry Spotlight
Q4 2016
EBITDA- A company's earnings before interest, taxes, depreciation, and amortization, is an accounting measure calculated using a company's net earnings, before interest expenses, taxes,
depreciation and amortization are subtracted, as a proxy for a company's current operating profitability.
Dry Powder- Refers to cash reserves kept on hand to cover future obligations or to purchase assets.
GDP- Gross domestic product is the market value of the goods and services produced by labor and property located in the United States
Consumer Sentiment Index- The University of Michigan Consumer Sentiment Index is a consumer confidence index published monthly by the University of Michigan. The index is
normalized to have a value of 100 in December 1964
National Unemployment Rate- the percentage of the total labor force that is unemployed but actively seeking employment and willing to work.
Non-Farm Payroll- Nonfarm payroll employment is a compiled name for goods, construction and manufacturing companies in the US. It does not include farm workers, private
household employees, non-profit organization employees, or government employees . It is an economic indicator released monthly by the United States Department of Labor as part of a
comprehensive report on the state of the labor market.
Housing Starts- are the number of new residential construction projects that have begun during any particular month.
The Economist- offers authoritative insight and opinion on international news, politics, business, finance, science, technology and the connections between them
LBO -- leveraged buyout (LBO) is the acquisition of another company using a significant amount of borrowed money to meet the cost of acquisition. The assets of the company being
acquired are often used as collateral for the loans, along with the assets of the acquiring company.
Industrial Production Index (IPI)- is an economic indicator published by the Federal Reserve Board of the United States that measures the real production output of manufacturing,
mining, and utilities Capital Goods Orders.
Covenant-lite loans- means that debt is being issued, both personally and commercially, to borrowers with less restrictions on collateral, payment terms, and level of income.
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