GCF - Présentation Media, Culture & Entertainment - 1022.pdf
- 1. OUR ADDED VALUE & M&A TRENDS IN THE MEDIA, CULTURE & ENTERTAINMENT SECTOR BUY SIDE – FUNDRAISING – SELL SIDE OCTOBER 2022
- 2. 2 P R I V A T E & C O N F I D E N T I A L TABLE OF CONTENT I. Market trends in the Media, Culture & Entertainment sector 03 III. Our Methodology & Expertise 10 IV. About GEREJE Corporate Finance 18 II. M&A trends in the Media, Culture & Entertainment sector 06
- 3. MARKET TRENDS IN THE MEDIA, CULTURE & ENTERTAINMENT SECTOR I
- 4. 4 P R I V A T E & C O N F I D E N T I A L THE GLOBAL MARKET After falling 2.3% in 2020, total global entertainment and media revenue rose a strong 10.4% en 2021, resuming its trend of outpacing global growth Source : PWC, Deloitte Large media companies consistently create richer experiences and contents to improve their ROI • Social media drives 50% of media and entertainment companies New growth opportunities with digital and cloud developments ▪ CAGR of 4.6% (2021-2026) Video games market is booming ▪ Video games revenue = +8,4% CAGR (2021-2026) Media, Culture & Entertainement market size (in $tn) 2021 vs 2026 2,34 2,93 0 0,5 1 1,5 2 2,5 3 2021 2026
- 5. 5 P R I V A T E & C O N F I D E N T I A L POPULAR INVESTMENT TRENDS Unequal access to the Internet which should be reduced in the coming years ▪ In 2021, 72.7% of households had fixed broadband internet access ▪ In 2021, 60.7% of the population had mobile internet access Sources : GCF Research Digital advertising • 2021 digital advertising revenues = +24% vs 2020 • Market value = $180bn (2021) vs $410bn (2026) = 19% CAGR OTT Videos ▪ 12% CAGR (2022-2027) ▪ User penetration will be 36% in 2022 and is expected to hit 44% by 2027
- 6. M&A TRENDS IN THE MEDIA, CULTURE & ENTERTAINMENT SECTOR II
- 7. 7 P R I V A T E & C O N F I D E N T I A L M&A TRENDS – VALUATION METRICS Company Size ▪ The largest the company, the higher the multiple with key thresholds (10M revenue; 50M revenue; 100M revenue…) Profitability ▪ EBITDA margin compared to peers may be the most important comparison criteria when the companies’ sizes are similar Market position ▪ A leading position within a local market improves a valuation multiple, on the other hand, a mid-tier position will drive a lower valuation. Within the same sector, valuation multiples vary according to the size, profitability, and market positioning of the company
- 8. 8 P R I V A T E & C O N F I D E N T I A L RECENT TRANSACTIONS 1/2 Date Buyer / Investor(s) Target Transaction Value Information Learn More Jul. 2022 €250m Seedtag (ES) : leader in contextual advertising here Jul. 2022 - Zacu (RW) : a major actor in the production and distribution of content in Rwanda Canal + (FR) : France's leading audiovisual media group here Apr. 2022 $8m Gadsme (FR) : specialized in the marketing of advertising displays in video game scenes here Jun. 2021 $75m Brut (FR) : media that targets young people who are far from traditional information channels here Source Mergermarket, Fusacq, GCF Research, MBA Capital Click on the logo to access the website.
- 9. 9 P R I V A T E & C O N F I D E N T I A L RECENT TRANSACTIONS 2/2 Date Buyer / Investor(s) Target Transaction Value Information Learn More Nov. 2021 €70m Plug in digital (FR) : distributor and publisher of video games here Sep. 2021 $680m Sorare (FR) : a NFT sports entertainment group here Aug. 2021 - Primephonic (NZ) : a provider of music streaming services specialized in classical music here Oct. 2021 $50m Homa Games (FR) : the world’s leading platform for creating and publishing mobile games here Source Mergermarket, Fusacq, GCF Research, MBA Capital Click on the logo to access the website.
- 11. 11 P R I V A T E & C O N F I D E N T I A L OUR EXPERTISE & ADDED VALUE 1/2 We focus on 8 main sector, including the media, culture & entertainment sector. We have a direct access to > 700 companies in this specific sector in Europe, Asia, and internationally 1. Our Expertise & Experience in the sector Our multicultural teams with our own offices in Europe (Paris, Geneva, Lyon, Nantes, Vienna), in Asia (Singapore, Kuala Lumpur), and our partners in the Middle East, Africa and the US 2. Our International presence Entrepreneurs close to Entrepreneurs = reactivity & adaptability 3. Our “entrepreneurial” culture Privileged access to > 500 investors (Cap development funds, VC, debt funds, Family Offices), with a specific interest in the Media, Culture & Entertainment 4. Our Privileged access to Strategic & Financial Investors
- 12. 12 P R I V A T E & C O N F I D E N T I A L OUR EXPERTISE & ADDED VALUE 2/2 We prefer to act over the long term as partners alongside business leaders 5. Advisor & Partner With a total of 78 closings between 2016 & 2021, GEREJE is No. 1 & No. 2 between 2016 & 2021 in the Advisory Fusacq ranking – Corporate banking fundraising rankings in France 6. Our Track-Record Our expertise in structuring complex operations : Earn-Out, Management Buy-Out, Owner Buy-Out, Joint Venture… 7. Our Expertise in complex structuring We work with no conflict of interests and ensure confidentiality & discretion 8. Our independence
- 13. 13 P R I V A T E & C O N F I D E N T I A L OUR SECTOR EXPERTISE 1/2 Our long experience in Europe & worldwide gives us a privileged access to thousands of smid & large cap companies across 8 different industries – listed in our proprietary data base Luxury, Fashion & lifestyle ~400 Companies Project BAREV • Leading Art Gallery Group • Based in Europe • ~€30m sales • Cash in needs / JV 01 Food & Beverage, Nutrition ~450 Companies Project HEAVEN • Luxury fine food heritage brand • Based in France • ~50M€ revenues • Cash in needs 02 Medical ~350 Companies Project NOW • Health group • Based in France • ~50M€ revenues • Cash in/Cash out needs 03 Cosmetics & Fragrances ~450 Brands & distributors Project DREAM • Leading skincare brand in Asia • Based in Asia • ~50M€ revenues • JP/Partnership with European leader 04 # of companies in our database Example of companies we are close to
- 14. 14 P R I V A T E & C O N F I D E N T I A L OUR SECTOR EXPERTISE 2/2 Our long experience in Europe & worldwide gives us a privileged access to thousands of smid & large cap companies across 8 different industries – listed in our proprietary data base Industry, Engineering & Construction ~1,500 Companies Project LAND • High-end construction group • Based in Southeast Asia • ~35M€ revenues • Partial sale + Cash in needs 05 Software & Financial Services ~800 Companies Project BAHIA • Digital insurance solutions platform • Based in Asia • ~ 2,5M€ revenues • Cash in needs 06 Media, Culture & Education ~700 Companies Project BODY • Leading VOD distributor brand in Asia • Based in Asia • ~ 10M€ revenues • Cash in needs 07 Mobility & Environment ~300 Companies Project BIRD • Innovative B2B solution in Mobility • Based in France • ~ 2,5M€ revenues • Cash in needs 08 # of companies in our database Example of companies we are close to
- 15. Servais MICOLOT Senior Advisor at GEREJE Corporate Finance 15 P R I V A T E & C O N F I D E N T I A L Expert in sales & business development Help Entrepreneurs to grow Education: Bachelor’s Degree in Economics Key Points: 30 years of experience in national and international sales & business development Entrepreneur with creation of 3 companies EXPERIENCE & EXPERTISE ➢ +20 years in the media industry ➢ Launched more than 100 products/services ➢ Owner & CEO of a sales & business development firm ➢ Specific expertise in the sales & business development ➢ Sales strategies & negotiations ➢ Market opening & Distribution network ➢ Market study & Business plan OUR EXPERTISE IN THE SECTOR
- 16. 16 P R I V A T E & C O N F I D E N T I A L OUR BUY-SIDE METHODOLOGY Option: Preparation of a "Long-List" of potential targets in the targeted sector and geographical area and ranking them in order of interest and according to M&A criteria (sales, EBITDA, etc.) Initiate contact between GEREJE and the target(s) (without giving the name of the client) to validate their actionability Meeting between GEREJE and the client to select a short list of targets to be approached in phase 2 Assist our client in the final Due Diligence Optimize the discussions between all involved parties: legal, audit, accounting… Advise on the best strategy and tactic for final negotiations with the target(s) until closing. Assist in the drafting & proof-reading of final contracts. Drafting & negotiation of a Letter of Intent (LOI) Management of client’s questions & requests (Q&A) Optimize the negotiations with the target Advise on the best structuring (equity / debt / mix) in the interest of the shareholders Option : Preparation of a strategic and financial note (detailed profile of the target) for the client Signing of the Letter of Intent (LOI) Signing of a Reciprocal Confidentiality Agreement (RCA). Meeting between the target and the client to confirm the strategic fit and the mutual willingness to enter negotiations Phase 1 – 1 to 3 months Market Screening & Preliminary Approach Phase 2 – 4 to 9 months Maximization of Negotiations – Signing of LOI Phase 3 – 2 to 4 months Final DD – Offer – Optimization of the Closing
- 17. 17 P R I V A T E & C O N F I D E N T I A L OUR TAILOR-MADE FUNDRAISING & PARTIAL SELL PROCESS Phase 1 – 1 to 2 months Preparation phase Financial analysis (past results and business plan) Structuration (equity/debt/mix) Electronic dataroom (docsend) Blind Teaser on our online platform In order to optimize the process, it is essential to prepare the project seriously, explain the use of the funds and demonstrate the positive impact on turnover and margins Phase 2 – 2 to 6 months Selection, teasing and approach of investors Maximization (digital) of the investor approach process (electronic NDA) Checking of candidates’ seriousness and motivation Management & Optimization of negotiations Optimization of different structuring options for the deal Phase 3 – 1 to 2 months Closing optimization Optimization of the Due Diligence process Optimize the discussions between all involved parties: legal, audit, accounting… Advise on the best strategy and tactic for final negotiations with the target(s) until closing. Advise on the different structuring schemes including earn out Analysis and validation of the final offer Prepare a Strategic & Financial Note for investors Négotiation and signature of the Letter of Intent (LOI) Transition to phase 2 after mutual consent
- 18. 18 P R I V A T E & C O N F I D E N T I A L DIFFERENT TYPE OF INVESTORS Strategic and financial investors have different investment criteria and objectives involving different sales strategies and structuring scenarios themselves • Strategic investors are often competitors, suppliers or customers of the target. • Their objective is to identify companies whose products or services can be integrated in synergy with their existing portfolio or gain market share, in order to create long-term value for their shareholders. • The main driver of the acquisition is strategic (vs. rapid return on investment). These buyers may also be unconnected to the target and seek to expand in its market to diversify their revenue sources. Strategic investors • Financial investors/buyers include private equity firms, hedge funds, family offices ... • These players make investments in companies and achieve a return on investment within 5-7 years with a sale or IPO. • Some Family Offices have an unlimited time horizon and can invest large sums of money to support the growth of the business at all stages of its development. Financial investors These buyers have fundamentally different objectives, so the way they will approach the activities of the targets in an M&A process will differ considerably.
- 19. 19 P R I V A T E & C O N F I D E N T I A L OUR DIRECT ACCESS TO FINANCIAL PLAYERS Private Equity Tickets : 30-150 M€ France / Europe Portfolio: SadeTelecom, GL Events, Federation Entertainment… Private Equity Tickets : 5-25 M€ Europe Portfolio : IPSSI, ESCG… Private Equity Tickets : 0,5-3 M€ Europe Portfolio: Melty, BenchmarkGroup, Creads… Private Equity Tickets : 15-120 M€ Monde Portfolio: Shiro Games, AD Education, Iziwork… Private Equity Tickets : 2-7 M€ France Portfolio: Éditions Jocatop… Family Office Tickets : 5-35 M€ France / Europe Portfolio: Albertschool, Beat the Bomb… Private Equity Tickets : 2-15 M€ France / Europe Portfolio: Groupe SCP, Smart Good things, Groupe Adaming… Venture Capital Tickets : ~ 100 K€ France / Europe / USA Portfolio: Kelvin, Studiomatic…
- 21. 21 P R I V A T E & C O N F I D E N T I A L THE “GEREJE” PHILOSOPHY In the 13th century, the Emperor Kublai Khan awarded Marco Polo a gold tablet in the form of a long piece of currency named « GEREGE » along with a password, which ensured numerous privileges to the beholder. With this golden passport, Marco Polo obtained all necessary protections, supplies and assistance which included horses, food and equipment for his safe return to Venice accompanied by his immense fortune. The GEREJE, first diplomatic passport, ensuring safe and secure cross border transactions, is a powerful symbol matching perfectly our mission and goals GEREJE team members share a common passion in dealing with cross border transactions and are united around the GEREJE symbol reflecting our mind set as well as our working philosophy.
- 22. 22 P R I V A T E & C O N F I D E N T I A L OUR WORLDWIDE REACH We are an independent M&A firm with an “entrepreneurial” culture, providing both strategic and financial advisory services, composed of a multidisciplinary team based between Europe, Asia & Middle-East Our Corporate Film EUROPE ▪ Paris ▪ Lyon ▪ Geneva ▪ Nantes ▪ Vienna ▪ Lisbon ASIA ▪ Singapore ▪ Kuala Lumpur ▪ Bangkok ▪ Hong-Kong EUROPE MIDDLE EAST ASIA
- 23. 23 P R I V A T E & C O N F I D E N T I A L EXECUTION TEAM ENSURING THE QUALITY OF THE DOCUMENTS Fabrice LOMBARDO Founder & CEO Antoine ALEMANY Partner, Lisbon Clarisse SUN Associate M&A, Paris Laurent GOBINET Partner, Nantes Hélène PEYRUSQUE Analyst M&A, Lyon Hugo MONNET Vice President M&A, Lyon Lucas VIANNAY Analyst M&A, Paris Servais MICOLOT Senior Advisor, Geneva
- 24. 24 P R I V A T E & C O N F I D E N T I A L SENIORS BRINGING SECTOR & GEOGRAPHIC EXPERTISES François LAURENT Senior Advisor, Hong-Kong Olivier JOB Senior Advisor, Lyon Jean de MORAS Senior Advisor, Paris Arnaud BEASSE Senior Advisor, Vienna Maurice LAM Director, Singapore Gregory LAM Vice President M&A, Singapore Bruno NAVET Partner, Kuala Lumpur Bertrand LAM Partner, Singapore
- 25. 25 P R I V A T E & C O N F I D E N T I A L Partial or Total Sell mandate Managing and Optimizing a sell process, leveraging on our structuring experience, valuation expertise & international network to maximize the transaction price. Using every financial tool to align the interests of all parties. OUR SERVICES The quality of our services relies in our 100% in-house team enabling us to manage the entire transaction process, thereby ensuring efficiency, confidentiality and tangible results Buy mandate / Acquisition / Joint Ventures Optimizing external cross-borders expansion strategies. Global Knowhow, Local Approach Strategic Advisory – Business Consultancy The experience and operational know-how of the senior team allows us to optimize the development strategies of companies and thus facilitate the management of corporate finance issues (Fundraising or acquisition) Fund raising mandate & IPO – Capital development Structure a solid & realistic business plan in order to maximize the valuation forward and raise the capital needed (Equity, Debt, Convertible Shares). Local Markets Approach and Implementation Assistance for IPO to maximize forward value & optimize Transaction Structuring
- 26. 26 P R I V A T E & C O N F I D E N T I A L OUR PROVEN METHODOLOGY GEREJE is recognized for the quality of its documents (strategic & financial analysis) based on personalized execution, enhanced by a multidisciplinary team acting under one hat ! Execution Excellence Each assignment is managed by one Team leader to optimize the process We rely on our own proprietary research Our mandates are on an exclusivity basis only, including fixed and success fee Our mandates are tailor-made We manage 100% of the Transaction coordinating the process We deliver regular reports to optimize the momentum Our digital platform allows us to have constant access to all the necessary information
- 27. 27 P R I V A T E & C O N F I D E N T I A L OUR RECENT TRACK RECORD With a total of 78 closings between 2016 and 2021, GEREJE is N1 or N2 M&A firm for SMICAP for the past 6 years in the Advisory Fusacq ranking – Corporate banking fundraising rankings in France. 2021 – Acquisition –€50m Sales 2021 – Joint Venture 2021 – Debt Financing: €2.5m 2019-20 – Capital Injection: €6m 2019 – Sell: €55m 2018 – Sell: €7m Target: Learn more Target: Learn more Investors: Learn more Crowdfunding: Investors: Learn more Investors : Learn more Acquirer: Learn more Groupe AMIQUAR 2021 – Acquisition – €10m Sales Target: Learn more 2021 – Fundraising: €7m Investors: Learn more
- 28. 28 P R I V A T E & C O N F I D E N T I A L OUR REFERENCES– SMID & LARGE CAP Click on the logo to access the website.
- 29. 29 P R I V A T E & C O N F I D E N T I A L OUR STRONG NETWORK OF PARTNERS Our solid network of partners in Europe and Asia enable us to get qualified, updated information and optimize our market screening & approach of targets. EUROPE Access to +1,100 Family Offices +150 banks & private bankers +100 law firms ASIA Access to +700 Family Offices +200 banks & private bankers +150 law firms Partnership signed with Business France (website) in 2021 Coverage of 110 countries, offering a direct access to international investors
- 30. 30 P R I V A T E & C O N F I D E N T I A L TESTIMONIES In this complicated economic environment, the support and involvement of the GEREJE teams were key to the success of the project. Mr. François- Denis POITRINAL Founder & CEO Thank you for the excellent work done by the GEREJE team. Mr. Kaci KÉBAÏLI Founder & Chairman GEREJE supported us successfully & diligently in structuring our fundraising process so we can keep control of our company, They did a great job at finding the right investors for our projects! Mr. Francois CHABANIAN Founder & CEO In this complicated economic context, the support and involvement of the GEREJE teams were key elements in the success of the operation Mr. Guillaume RAGUET CEO *click on a logo to access the website
- 31. 31 P R I V A T E & C O N F I D E N T I A L Articles Surveys Capgemini - Media et divertissement/ Mind Media - Les start-ups françaises des médias, de la publicité et de la culture Ark invest - The digital advertising market PWC - Perspectives from the Global Entertainment & Media Outlook 2022–2026 Deloitte - Digital media trends
- 32. DISCLAIMER This presentation is being distributed against the signature of a Non-Disclosure Agreement and is strictly confidential. This presentation may not be reproduced, summarized or disclosed, in whole or in part, without the prior written authorization of GCF, and by accepting this presentation you hereby agree to be bound by the restrictions contained herein. This presentation is based on publicly available information and/or data provided by GCF’s client which have not been independently verified by GCF. Any estimates and projections contained herein involve significant elements of subjective judgment and analysis, which may or may not be correct. Neither GCF nor any of its affiliates, or any of its direct or indirect shareholders, or any of its or their respective members, employees or agents provides any guarantee or warranty (express or implied) or assumes any responsibility with respect to the authenticity, origin, validity, accuracy or completeness of the information and data contained herein or assumes any obligation for damages, losses or costs (including, without limitation, any direct or consequential losses) resulting from any errors or omissions in this presentation. This presentation was prepared by GCF (GEREJE Corporate Finance) exclusively in the framework of an agreement for the benefit of its clients in connection with the possible Transaction. GCF has duly and professionally challenged all information & data provided by our clients, including past & existing figures, assumptions of the Business Plan as well as the professionalism of the management team/ shareholders. The economic valuations and proposed deal structuring contained in this presentation are fair and based on current market practices, which may change significantly over a short period of time. Changes and events occurring after the date hereof may, therefore, affect the validity of the information contained in this presentation and GCF assumes no obligation to update and/or revise this presentation or the information and data upon which it has been based. GCF designates the companies, whilst legally they are independent entities, sharing GCF corporate identity, logo, documents, working methodology & ethical rules. All GCF offices are working as an integrated group of companies under the governance of a written agreement for the interest of the clients. GCF legal entities are privately owned and independent structures. GEREJE Advisory Asia Pte Ltd (Singapore) is MAS (Monetary Authority of Singapore) Exempt Corporate Finance Advisor © Copyright 2022 GEREJE Corporate Finance. All rights reserved