Roofing Contracting KPMG Corporate Finance

Market Update May 2022

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KPMG Corporate Finance Overview*

Integrated Global Network of Investment Banking Professionals

1,578
professionals
EMEA
113 offices in
64 countries

London
Denmark

Vancouver Frankfurt
Toronto
Chicago Zurich
New York Beijing
Hangzhou Seoul
Baltimore Milan
Los Angeles Tokyo
Shanghai Shenzhen
Cairo Dubai
Taipei
Mexico City
Hong Kong
Sana'a
Delhi
Bogota

433
Singapore
professionals
Americas
40 offices in São Paulo
10 countries
Cape Town Sydney
Santiago

536
professionals
84
Asia
170 2,600
Countries Offices Professionals Pacific
21 offices in
10 countries

Note: Represents the Corporate Finance practices of KPMG International’s network of independent member firms.
©2022 KPMG Corporate Finance LLC, a Delaware limited liability company. Member FINRA/SIPC. KPMG Corporate Finance LLC is a subsidiary of KPMG LLP, a Delaware limited liability partnership and a
member firm of the KPMG global organization of independent member firms affiliated with KPMG International Limited, a private English company limited by guarantee. KPMG Corporate Finance LLC is not
engaged in the practice of public accountancy. All rights reserved.
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KPMG Corporate Finance Overview

A Leading M&A Advisor

Worldwide Completed Advisor Ranking* Middle Market Services with Deep Vertical Expertise Industry Recognition

2002 - 2021 No. of deals Advisory Services Has awarded

KPMG Corporate Finance LLC
1 KPMG1 8,803 Middle Market Investment Bank of the
Business Consumer Energy & Year 2021
2 PwC 7,852 Debt & Equity Financing
Services Markets Natural
Resources
3 Houlihan Lokey 6,061
Has awarded
4 Deloitte 5,480 KPMG Corporate Finance LLC
M&A Global Technology Deal of the Year
5 Ernst & Young LLP 5,035
Financial Healthcare & Industrial Award (Mid-Market) 2021
6 Rothschild & Co 4,907 Services Pharmaceuticals Markets

7 JP Morgan 3,759 Special Situations

Has awarded
8 Goldman Sachs & Co 3,717 KPMG Corporate Finance LLC
9 Lazard 3,649 Cross Border Deal of the Year Award
Real Estate Private Technology,
Fairness Opinions (Mid-Market) 2020
Equity Software &
10 Morgan Stanley 3,477 Telecom

Source: *Refinitiv; Each set of figures is taken from the league table press releases issued for that year. Middle market is defined as deals less than US$500 million. Jan.1 2002 - Dec.31 2021
(1) Refers to the global Corporate Finance practices of KPMG International’s network of independent member firms

Leading Global Advisor for over 20 years!

Consistent track record as a leading investment banking platform with middle market focus by number of deals globally
4

Unmatched vertical industry experience: Deep sector knowledge and specialist skills group provide high quality advisory
services

Independent advisor: No proprietary trading, focused only on your clients needs and goals

Global offering: As part of a global network, our clients benefit from a global and local presence
 Direct relationships with C-level executives of FORTUNE 1000 domestically
 Over 2,500 investment banking professionals working in over 80 countries around the world

One Stop Shop: Ability to leverage across multiple service lines, a single source for all transaction needs

©2022 KPMG Corporate Finance LLC, a Delaware limited liability company. Member FINRA/SIPC. KPMG Corporate Finance LLC is a subsidiary of KPMG LLP, a Delaware limited liability partnership and a
member firm of the KPMG global organization of independent member firms affiliated with KPMG International Limited, a private English company limited by guarantee. KPMG Corporate Finance LLC is not
engaged in the practice of public accountancy. All rights reserved.
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Market and Industry Dynamics

Roofing Contracting Industry and M&A Overview

Market Commentary Industry Fragmentation

 Roofing Contracting is a highly fragmented industry, with the top five

players representing less than 5% market share in the U.S. CentiMark Corp.
 M&A activity in the sector has increased in recent years, as small and mid- Tecta America
sized independent operators seek succession strategies and financial
partners to facilitate growth opportunities Flynn Group of Companies
 Despite recent consolidation trends, the number of roofing companies in Nations Roof
the U.S. is expected to grow through 2027 driven by small, localized All Others -
Mr.Roof / Able Roofing All Others -
companies continuing to enter the market 96%
Others 96%
Total Roofing Contractor Companies in the U.S.
Source: IBISWorld, Roofing Contractor
126,000
2% CAGR
120,000 U.S. Nonresidential Roof Replacement Backlog
114,000 ($MM)
108,000 $10,000,000

102,000 $8,000,000
2022 2023P 2024P 2025P 2026P 2027P
$6,000,000
 The essential and re-occurring nature of roof replacements, as well as
recurring service offerings, creates a durable revenue profile $4,000,000
Nonresidential
Nonresidential construction
construction spending
spending trends
trends inin the
the
 Given elevated levels of historical construction spend and 15 – 25 year $2,000,000 early 2000s…
roof replacement cycles, industry participants expect a significant near early 2000s…
and medium-term backlog of roofs requiring replacement –
2003 2004 2005 2006 2007 2008 2009
Roofing Contracting & Services Transaction Volume $10,000,000
20 year roof replacement cycle

35 $8,000,000

$6,000,000
25
$4,000,000
15
$2,000,000 …creates a backlog of nonresidential roofs requiring
replacement
5 –
2018 2019 2020 2021 2023 2024 2025 2026 2027 2028 2029
Notes: Represents transactions globally
Source: Federal Reserve Economic Data
Source: Pitchbook
©2022 KPMG Corporate Finance LLC, a Delaware limited liability company. Member FINRA/SIPC. KPMG Corporate Finance LLC is a subsidiary of KPMG LLP, a Delaware limited liability partnership and a
member firm of the KPMG global organization of independent member firms affiliated with KPMG International Limited, a private English company limited by guarantee. KPMG Corporate Finance LLC is not
engaged in the practice of public accountancy. All rights reserved.
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KPMG Corporate Finance Qualifications

Transaction Experience
Transaction Highlights

 KPMG Corporate Finance LLC acted as the sole financial advisor to Patuxent Roofing & Contracting on its sale to New
State Capital Partners
 Patuxent is a leading provider of roofing installation and replacement, waterproofing, and related services
received a majority equity — HQ in Laurel, MD
investment from — Focus on re-roofing services for government, institutional, industrial, and multi-family end markets

April 2022

Transaction Highlights

 While at a prior firm, members of the KPMGCF team served as the sole financial advisor to Nations Roof on its
recapitalization by Acacia Partners
 Nations Roof is a nationwide provider of roofing repair and replacement solutions, as well as related services
— HQ in Mobile, AL; operates out of 30+ locations in the U.S.
received a growth equity — Provides new construction, re-roofing, and roofing services to customers in all 50 states
investment from

Dec 2020

©2022 KPMG Corporate Finance LLC, a Delaware limited liability company. Member FINRA/SIPC. KPMG Corporate Finance LLC is a subsidiary of KPMG LLP, a Delaware limited liability partnership and a
member firm of the KPMG global organization of independent member firms affiliated with KPMG International Limited, a private English company limited by guarantee. KPMG Corporate Finance LLC is not
engaged in the practice of public accountancy. All rights reserved.
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Team Biographies

Experienced Roofing Team

Dedicated Transaction Team

Ian Pemberton Adam Smith Garrett Cannon

Managing Director Vice President Associate

 Over 15 years of industry experience advising  Over 5 years of industry experience in M&A,  Joined the KPMGCF team in January 2021
middle-market clients restructuring, and financings
 Advised Patuxent Roofing & Contracting Inc., on its
 Advised Patuxent Roofing & Contracting Inc., on its  Advised Patuxent Roofing & Contracting Inc., on its majority equity recapitalization by New State Capital
majority equity recapitalization by New State Capital majority equity recapitalization by New State Capital Partners
Partners Partners
 Advised Nations Roof on its sale to Acacia Partners  Advised Nations Roof on its sale to Acacia Partners

Contact: Contact: Contact:

[email protected] [email protected] [email protected]
mobile: 443-826-7655 mobile: 443-472-5853 mobile: 302-358-9053

©2022 KPMG Corporate Finance LLC, a Delaware limited liability company. Member FINRA/SIPC. KPMG Corporate Finance LLC is a subsidiary of KPMG LLP, a Delaware limited liability partnership and a
member firm of the KPMG global organization of independent member firms affiliated with KPMG International Limited, a private English company limited by guarantee. KPMG Corporate Finance LLC is not
engaged in the practice of public accountancy. All rights reserved.
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©2022 KPMG Corporate Finance LLC, a Delaware limited liability company. Member FINRA/SIPC. KPMG Corporate Finance LLC is a subsidiary of KPMG LLP, a Delaware limited liability partnership and a
member firm of the KPMG global organization of independent member firms affiliated with KPMG International Limited, a private English company limited by guarantee. KPMG Corporate Finance LLC is not
engaged in the practice of public accountancy. All rights reserved.