1 Jul. 2020
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IT and tech enabled services M&A recap: First half of 2020

By EY Canada

Multidisciplinary professional services organization

1 Jul. 2020

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  • Software M and A recap: First half of 2020

Contributors: Andrew Schaefer, Sid Nair, Devon MacMurray

Remote working is having both short- and long-term effects on IT managed service providers (MSPs). It’s generating demand for managed services, but MSPs may need to offer new services to meet customer needs.

As the economic impact of the COVID-19 pandemic has persisted through Q2 2020, there has been a lot of debate on when and how employees will return to work. While Phase 2 and 3 plans are now underway in most parts of Canada, companies are increasingly considering a calibrated return-to-office protocol for their employees.

During the first few weeks of the pandemic, IT teams and MSPs focused on supporting a large number of employees in working remotely using virtual private networks (VPNs). Now that employees have spent so much of their time working from home, organizations need to prepare for and cope with this new reality for the long term. Moreover, employees spending time between home and office creates several challenges and opportunities for MSPs.

Shift to cloud computing and web hosting

Enterprise expenditures to hosting and cloud services is expected to further increase, given an increased need to facilitate remote working. Organizations will be required to scale down their IT teams given the economic environment and will prefer more flexibility through a managed services arrangement.

At a time when the transition to a digital workplace is uncertain and enterprises are inclined to conserve as much cash as possible, the managed services approach holds an increased appeal. MSPs are well positioned to aid this transition through their expertise and their ability to absorb these capital costs, either directly or through their cloud vendor.

Increased enterprise mobility

Over the last few years, the demand for enterprise-wide mobility has seen a spike, with remote workers using their own devices or mobile devices to obtain access to enterprise applications and data. The pandemic has posed significant challenges to enterprises of all sizes to maintain a secure connection while ensuring that employees gained access to these applications to work efficiently and collaborate seamlessly.

MSPs have a significant role to play in the integration and management of these devices for these enterprises, given the need to communicate and collaborate in a remote working environment through a myriad of devices.

Cybersecurity concerns

The remote nature of work and the use of personal devices with fewer security-related restrictions is expected to increase demand for cybersecurity assistance from MSPs. This presents an opportunity for MSPs that can help companies mitigate risks around cybersecurity.

Other opportunities for MSPs related to remote working include password management, security as a service and data recovery as a service. Companies are increasingly collaborating with their MSPs to secure endpoints, especially cloud-based VPNs and tools to maximize the security of their network, applications and data.

Seamless access to cloud and on-premise applications

With the proliferation of a distributed IT environment, MSPs may have an advantage over in-house IT teams to manage digital workplaces. Providing access to cloud applications through an internet connection helps reduce costs while improving latency of these cloud applications.

Providing a stable user experience while using cloud-based applications or an on-premise, legacy application is an integral aspect of the digital workplace and an area where the expertise of the MSP is needed.

SMB focus

MSPs have the opportunity to expand their customer base as more small and medium-sized businesses (SMBs) are facing the realities of managing a remote workforce and are turning to MSPs for the first time. While SMBs may represent a growth area for MSPs, these companies will have unique needs compared to large corporations, and MSPs must develop the ability to profitably serve this type of company. MSPs looking to develop a competency in new services or gain the ability to effectively serve SMBs may look at smaller add-on acquisitions to quickly allow them to be able to offer these services to their customers.

Increased visibility and management

With the spread of cloud-based and on-premise applications, customers, especially SMBs, found it impossible to understand the health of their IT managed services footprint across locations, infrastructure and applications. Post pandemic, given increased sensitivities around costs, customers will be asking for more tools and analytics to manage costs and predict their usage trends. As the MSP footprint increases, we expect customers to demand a unified platform that enables them to efficiently manage performance and cost.

Near-term challenges

While MSPs were attractively positioned to succeed and provide a unique value proposition to their customers during challenging economic times, the pandemic provides them with an opportunity to become the epicentre of an enterprise’s digital workplace. However, these MSPs will need to be agile to address immediate needs around cybersecurity, compliance and innovation while dealing with pricing and increased days sales outstanding as they help clients during these times of uncertainty.

Implications for M&A

Despite the pandemic, most indicators point towards an increase in managed services expenditures and the demand for MSPs. The steady recurring revenues for MSPs are expected to be an attractive feature for private equity investors as the investment sentiment stabilizes over the second half of the year.

We also expect smaller MSPs, struggling to serve their clients either due to the lack of capabilities or resources or facing customer churn, to be consolidated by players who have access to funding sources. The ability to drive sustainable growth and retain customers will be important for investors in this space. MSPs would be looking to weave in a wide range of managed service offerings and increase customer share of wallet — we expect acquisitions of niche, focused MSPs to be relevant in this context.

All $ values in this newsletter are in US$ unless otherwise stated.    Sources: S&P Capital IQ, Mergermarket, Secondary Research.

Deal volume decreased 10% in H1’20 from H2’19; total deal value was down from H2’20, primarily led by low M&A activity in the second quarter.

Deal volume decreased 10% in H1’20 from H2’19; total deal value was down from H2’20, primarily led by low M&A activity in the second quarter.

Public comparables: valuation multiples were highest for companies in data processing and outsourced services; multiples across all categories declined  in Q1’20 as the effects of the COVID-19 pandemic became apparent followed by a modest recovery in Q2’20

Deal volume decreased 10% in H1’20 from H2’19; total deal value was down from H2’20, primarily led by low M&A activity in the second quarter.

Transaction comparables*: valuation multiples were highest for companies in communication and hosting services and IT consulting and other services.

M&A deal multiples -TEV/revenues (median)
M&A deal multiples -TEV/EBITDA (median)

CHS –Communication and hosting services; DPOS –Data processing and outsourced services; IS&I –Internet services and infrastructure; IT Cons –IT consulting and other services; TDV –Technology distributors and VARs; THSP –Technology hardware, storage and peripherals.

* Sample size for M&A deal multiples has been sourced from S&P Capital IQ and comprises transactions completed between July 1, 2019 and June 30, 2020 in Canada and the US. The sample has been compiled by Ernst & Young Orenda Corporate Finance Inc. based on a subjective assessment of transactions in the IT and tech-enabled services sector. Furthermore, the categorization of the sample across various subsectors and any analysis thereof by Ernst & Young OrendaCorporate Finance Inc. are solely for illustrative purposes and were not created to serve as benchmarks. Every transaction has specific characteristics that impactvalue and corresponding multiples. It is necessary to understand the background and circumstances surrounding each transaction to extract meaningful insights.

Selected transactions in H1 2020

  • June 11, 2020 Collaborative Solutions, a provider of consulting services specializing in workday enterprise cloud applications for finance and human resources, was acquired by Cognizant (Nasdaq: CTSH) for a transaction value of $385m.

  • June 1, 2020 BCE, a provider of communication services, announced the sale of 25 data centre facilities to Equinix, Inc. for a transaction value of $756.1m.*

  • March 13, 2020 The US Federal business of Unisys Corporation (NYSE: UIS), a provider of digital transformation services, was acquired by Science Applications International Corporation (NYSE:SAIC) for a transaction value of $1.2b. The acquisition represents an enterprise value of 1.7x revenues.

  • March 13, 2020 Macquarie Infrastructure and Real Assets announced the acquisition of Cincinnati Bell (NYSE:CBB), a provider of diversified telecommunications and technology services, for a transaction value of $2.9b. The acquisition represents an enterprise value of $1.9x revenues and 7.7x EBITDA.*

  • March 13, 2020 DXC Technology Company (NYSE:DXC), a provider of information technology services and solutions including IT modernization, optimization of data architecture and security, announced that its US state and local health and human services business will be acquired by Veritas Capital for a transaction value of $5b. The acquisition represents an enterprise value of 3.6x revenues.*
  • February 23, 2020 Xperi Corporation (Nasdaq: XPER), a developer and provider of licences for miniaturization technologies for chip-scale, multichip and wafer-level packaging, announced that it has received a non-binding proposal from Metis Ventures for a transaction value of approximately  $1.6b. The acquisition represents an enterprise value of 5.2x revenues.*

  • February 13, 2020 Regulatory DataCorp, Inc., a provider of automated, intelligent customer screening and decision-ready intelligence solutions for financial institutions and technology companies, was acquired by Moody's Corporation (NYSE: MCO) for a transaction value of $700m.

  • February 3, 2020 Askida, a provider of software quality assurance and application development and modernization services, was acquired by Alithya Group Inc. (TSX:ALYA) for a transaction value of $12m. The acquisition represents an enterprise value of 1.2x revenues.

  • January 31, 2020 Incentive Technology Group, a digital consulting firm delivering IT systems modernization and business transformation, was acquired by ICF Incorporated, Inc. for a transaction value of $255m. The acquisition represents an enterprise value of 2.8x revenues.

  • January 27, 2020  Blackstone Federal, a provider of application development, cloud modernization and systems architecture, cybersecurity, user experience design and branding services to government clients, was acquired by ECS Federal for a transaction value of $85m. The acquisition represents an enterprise value of $1.9x revenues.

Deals indicated are Canadian deals.

Note: Selected US- and Canada-based transactions.
* Deal announced but not closed. Data sources: S&P Capital IQ, Mergermarket

Summary

During the first few weeks of the pandemic, IT teams and MSPs focused on supporting a large number of employees in working remotely using virtual private networks (VPNs). Now that employees have spent so much of their time working from home, organizations need to prepare for and cope with this new reality for the long term. Moreover, employees spending time between home and office creates several challenges and opportunities for MSPs.

The indices used in this document have been compiled by EY Orenda Corporate Finance Inc. solely for illustrative purposes. The companies chosen are publicly traded companies that are commonly used for industry composites to show stock performances within a sector. The indices do not include all public companies that could be categorized within each sector, and were not created as benchmarks, nor should they imply benchmarking or recommendations for a particular stock and/or sector.

The information and opinion within this document has been derived from various sources of research including but not limited to Capital IQ, Mergermarket, and Company filings.

This publication contains information in summary form, current as of the date of publication, and is intended for general guidance only. It should not be regarded as comprehensive or a substitute for professional advice. Before taking any particular course of action, contact Ernst & Young or another professional advisor to discuss these matters in the context of your particular circumstances. We accept no responsibility for any loss or damage occasioned by your reliance on information contained in this publication.

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By EY Canada

Multidisciplinary professional services organization