HR Software and Services Monthly December 2014 HR Software & Services Update Salient Transactions Aetna Acquires bswift for $400M • Aetna acquired bswift, a provider of HR, benefits and payroll administration, for $400 million • The acquisition will help Aetna advance its consumer vision to transform the health benefits industry to a retail model that is consumer-centric, affordable and convenient Elance-oDesk Raises $30M in Financing • Elance-oDesk, a platform for businesses to find and hire freelancers, raised $30 million in financing from investors including Stripe Group, New Enterprise Associates, Sigma West, FirstMark Capital, T. Rowe Price and Benchmark Capital • Elance-oDesk will use the proceeds to further investment in products Major Indices & Exchange Rates Close as of 11/28/2014 % Change 1 Month 12 Month Dow Jones Industrial Average NYSE Composite Index NASDAQ Composite Index AMEX Composite Index S&P 500 Index Russell 2000 Index 17,828.24 10,955.41 4,791.63 2,544.47 2,067.56 1,173.23 3.7% 2.3% 4.9% 0.5% 3.7% 1.5% 10.8% 7.6% 18.0% 6.6% 14.5% 2.7% Euro / USD Japanese Yen / USD British Pound / USD 0.8042 118.7400 0.6393 1.5% 9.0% 2.5% 9.4% 15.9% 4.7% Oasis Outsourcing Acquired by Stone Point Capital • Oasis Outsourcing, a professional employer organization and provider of workforce employment solutions, was acquired by Stone Point Capital for an undisclosed amount HR Software & Services News Global Executive Search Revenue Rises 8.6% in Q3 2014 Global executive search revenue rose 8.6% and overall search volume increased 8.7% year over year in the third quarter, according to the Association of Executive Search Consultants. However, revenue edged down 2.1% compared to Q2 2014 and the number of new searches in this quarter fell by 2.4% as compared to Q2 2014 Interest Rates As of 11/28/2014 U.S. Prime Rate U.S. Treasury - 10 years ICE LIBOR - USD - 3 Month Federal Funds Overnight Rate 3.250% 2.194% 0.234% 0.060% Bps Change 1 Month 12 Month 0.00 (10.90) 0.12 (1.00) 0.00 (54.90) (0.55) 1.00 U.S Temporary Help Services Jobs Rise by 8.8% in October The number of U.S. temporary help services jobs rose by 8.8% year over year in October — the fastest year-over-year growth since April — according to the U.S. Bureau of Labor Statistics. In addition, the temporary penetration rate reached another new high of 2.1%. However, the month-over-month number was down from the 17,800 added in September based on revised numbers. The unemployment rate edged down to 5.8% in November from 5.9% in September *Historical data has been adjusted from previous versions to account for a change in the data source to accurately reflect the comparison of current and historical periods Disclosure: KeyBanc Capital Markets is a trade name under which corporate and investment banking products and services of KeyCorp and its subsidiaries, KeyBanc Capital Markets Inc., Member NYSE/FINRA/SIPC, and KeyBank National Association (“KeyBank N.A.”), are marketed. Securities products and services are offered by KeyBanc Capital Markets Inc.and its licensed securities representatives, who may also be employees of KeyBank N.A.. Banking products and services are offered by KeyBank N.A.. This report was not issued by our research department. The information contained in this report has been obtained from sources deemed to be reliable but is not represented to be complete, and it should not be relied upon as such. This report does not purport to be a complete analysis of any security, issuer, or industry and is not an offer or a solicitation of an offer to buy or sell any securities. This report is prepared for general information purposes only and does not consider the specific investment objectives, financial situation and particular needs of any individual person or entity. 1 HR Software and Services Monthly December 2014 HR Software & Services Headlines 11/29 Mobile, security and big data will continue to drive IT hiring and remain among the highest IT salary increases in 2015 according to Robert Half. The base compensation for IT professionals is expected to jump by 5.7%, slightly above last year’s tech salaries. The most in-demand positions will occur within the big data field, with salaries expected to rise by 10.2%. Increases in salary and demand for Mobile Application Developers is attributed to the success of mobile applications. More than 70% of organizations have implemented some type of mobile strategy, and the need for talent who can develop applications for smartphones and other mobile devices is on the rise (PRWeb, 11/29/2014). 11/20 EmployeeScreenIQ, a provider of employee background screening services, and iCIMS, a provider of Software-as-aService (SaaS) talent acquisition software solutions for growing businesses, have upgraded their longstanding platform integration to provide customers with fully streamlined, paperless background checks. By utilizing iCIMS’ new API protocols, customers will benefit from a smoother screening process. For many employers, pre-employment screening is necessary but has historically required significant manual labor that is often challenging to manage (HR Vendor News, 11/20/2014). 11/19 With the goal of reducing their workload and prioritizing efficiency over cost, companies are becoming more strategic in their hiring and recruitment methods and look for an ideal solution for their specific needs during outsourcing, according to Quest Staffing Solutions, a staffing solutions company in South Africa. Because of the changing recruitment landscape and demand for bespoke solutions, the trend of Recruitment Process Outsourcing (RPO) has picked up momentum and is one of the fastest-growing single-process human resource outsourcing markets. In 2013, the uptake of RPO grew by an average of 16% worldwide, according to Everest Group (IT-Online, 11/19/2014). 11/19 Recruiting leaders globally will have higher budgets and even higher hiring volumes, with a strong need to focus on “quality of hire” in 2015. They will also need a much stronger focus on social networks, and will need to structure a strategy for passive candidate recruiting, which currently only 61% of global companies have, according to LinkedIn. The findings outlined that 63% of leaders expect hiring volumes to rise, and 46% anticipate an increase in hiring budgets. It also found that 38% expect to source talent from social professional networks — a number that has increased by 78% since 2013 — second only to internet job boards at 42% (HR Online, 11/19/2014). 11/19 EBN’s survey of benefits decision-makers reveals that 41% plan to increase their spending on technology next year, with 45% having already increased their spending from 2013 to 2014. Many of these respondents are tasked with not only directing and planning the day-to-day operations of group benefits programs, but also providing superior communications and education to employees. As the job grows in complexity, advances in benefits administration technology help ease HR’s difficulties. The most effective of these platforms include decision-modeling calculators driven by real data to enable a rich, personalized experience for employees (Employee Benefit News, 11/19/2014). 11/18 Talent deficiencies significantly hamper 40% of strategy implementation efforts, according to the Project Management Institute’s findings. This inhibits competitive advantage, growth and customer satisfaction. Organizational leaders are aware of the impact of insufficient talent; 72% of respondents say that talent management will become increasingly important to strategy implementation and execution in the next three years. However, HR professionals and business leaders acknowledge that improvement is necessary in order to align talent management policies and strategic programs and projects (Business Wire, 11/18/2014). 2 HR Software and Services Monthly December 2014 HR Software & Services Headlines 11/13 Top issues confronting claims organizations involve addressing the rapidly shrinking talent pool, grappling with emerging technology trends, and operationalizing performance measures — all while improving productivity and reducing costs, as per a report on workers’ compensation by Rising. Key hurdles include challenges in measuring best practices within top-ranked core competencies, declining investment in current and future talent development, low adoption of disruptive technologies (such as predictive analytics), and continued obstacles with claims system integrations (Insurance News Net, 11/13/2014). 11/11 A new tool released by Staffing Industry Analysts helps analyze workers’ pay across occupations and geographies. The workbook contains data on 820 detailed occupations for 403 metropolitan areas, allowing you to view roughly 200,000 pay range profiles. An interactive U.S. map also displays data by state. The tool provides wage ranges to enable comparison of salaries over time, and if salaries going up or down for specific skill sets. Long-term employment trends for target occupations and geographies can be analyzed and companies can know where they stand in the marketplace (Staffing Industry, 11/11/2014). 11/11 Nearly 73% of U.S. companies expect an increase in their demand for “middle-skills” jobs – those that generally require more than a high school diploma but less than a four-year degree – over the next few years, according to research from Accenture. Additionally, 56% of those surveyed struggle to find people with the qualifications to fill existing middle-skills vacancies. As per participants, hard-to-fill positions included Engineering Tech (Mining/Utilities 39%), Sales Reps (Info/Telecom - 34%), Nursing Assistants (29%), Network Admins (27%), and Computer Support Specialists (21%) (Staffing Industry, 11/11/2014). 11/7 Outplacement services have a buyer power score of 4.7 out of 5, which reflects very strong negotiating power for buyers, according to IBISWorld. Demand has declined during the past three years as companies recover from the recent recession. Prices for outplacement services are expected to continue dropping through 2017 as the economy further stabilizes and businesses start to expand their operations, benefiting buyers. A shift toward increased online service offerings has contributed to falling supplier costs, which have boosted vendor financial stability and improved supplier profit margins (PRWeb, 11/7/2014). 11/6 Technology has transformed the way companies recruit job candidates, but many still fall short in maximizing the advantages of IT innovation, according to CareerBuilder. This is turning off promising prospects, as candidates' impressions of an organization are strongly influenced by their job-hunting experience. 57% of HR departments do not use any tools to capture candidates who do not apply, and just 23% use a shortened version of an application to gather candidate information. Even if they didn't get hired for an opening at a company, 42% of candidates would like to receive emails about new opportunities at that firm (Baseline, 11/6/2014). 11/3 The majority of integrated talent management vendors are pursuing similar approaches to differentiate themselves, making it more difficult for buyers to distinguish among them according to IDC. The competitive field is exceedingly close and getting closer all the time. Many attempts at differentiation are centering right now on HR analytics. The challenge is that with everyone pursuing similar tactics, the results are proving to be indistinguishable. In addition to HR analytics, most players are delivering or working on delivering consumer-like user experiences (Marketwatch, 11/3/2014). 3 HR Software and Services Monthly December 2014 Industry Fundamentals Market-Indexed Prices (12 Month Indexed Prices as of November 28, 2014) 20% Indexed Price (% ) 15% Index 1 Month 12 Month 3.7% 3.7% 4.9% 1.5% 14.5% 10.8% 18.0% 2.7% S&P 500 Index Dow Jones Industrial NASDAQ Composite Russell 2000 18.0% 14.5% 10.8% 10% 5% 2.7% 0% (5%) (10%) 30-Nov-13 31-Jan-14 31-Mar-14 S&P 500 Index 31-May-14 Dow Jones Industrial 31-Jul-14 30-Sep-14 NASDAQ Composite 30-Nov-14 Russell 2000 HR Sector Indices vs. S&P 500 (12 Month Relative Share Price Returns as of November 28, 2014) 50% 40% Indexed Price (% ) 30% Index 1 Month 12 Month 3.7% 3.5% 11.6% 2.5% 1.4% 2.1% 14.5% (4.3%) (0.6%) (0.2%) 10.5% (3.6%) S&P 500 Index HR Technology HR Outsourcing HR Staffing & Services HR Benefits and Risk Consulting SaaS 20% 14.5% 10% 10.5% (0.2%) (0.6%) (3.6%) (4.3%) 0% (10%) (20%) (30%) 30-Nov-13 S&P 500 Index 31-Jan-14 HR Technology 31-Mar-14 HR Outsourcing 31-May-14 31-Jul-14 HR Staffing & Services 30-Sep-14 SaaS 30-Nov-14 HR Benefits and Risk Consulting Source: Capital IQ HR Technology: WDAY, ULTI, CEB, CSOD, CALD, BNFT, DHX, MWW, TSX:HGN HR Outsourcing: ADP, AON, PAYX, HRB, TW, BOVESPA:QUAL3, WAGE, CBZ, NSP, BBSI HR Staffing & Services: SWX:ADEN, ENXTAM:RAND, RHI, MAN, LSE:HAS, ASGN, LSE:MPI, ENXTAM:USG, TBI, KFY, KFRC, KELY.A, CDI, HSII, CTG HR Benefits and Risk Consulting: MMC, AJG, WSH, LSE:JLT, TSX:MSI, AIM:JLF SaaS: CRM, NOW, N, CNQR, GWRE, DWRE, RP, MKTO, LOGM, CVT, SPSC, IL, FUEL, TXTR, TNGO, SQI Note: PAYC, PCTY and TNET began trading within the past year and are not included in 12 month calculations. 4 HR Software and Services Monthly December 2014 Industry Fundamentals Relative Valuation (12 Month EV / Revenue Valuations as of November 28, 2014) 12.0x 11.0x Enterprise Value / Revenue 10.0x Index Averages HR Technology HR Outsourcing HR Staffing & Services HR Benefits and Risk Consulting SaaS 1 Month 12 Month 4.4x 3.0x 0.6x 2.2x 5.7x 5.5x 3.0x 0.7x 2.3x 6.4x 9.0x 8.0x 7.0x 6.0x 5.6x 5.0x 4.4x 4.0x 3.1x 3.0x 2.2x 2.0x 1.0x 0.6x 0.0x 30-Nov-13 31-Jan-14 HR Technology 31-Mar-14 HR Outsourcing 31-May-14 31-Jul-14 HR Staffing & Services SaaS 30-Sep-14 30-Nov-14 HR Benefits and Risk Consulting Relative Valuation (12 Month EV / EBITDA Valuations as of November 28, 2014) Index Averages 60.0x Enterprise Value / EBITDA 50.0x HR Technology HR Outsourcing HR Staffing & Services HR Benefits and Risk Consulting SaaS 1 Month 12 Month 10.7x 11.8x 9.9x 12.4x 32.4x 10.1x 11.9x 11.5x 12.8x 35.6x 40.0x 31.6x 30.0x 20.0x 12.4x 11.9x 10.8x 10.0x 10.0x 0.0x 30-Nov-13 31-Jan-14 HR Technology 31-Mar-14 HR Outsourcing 31-May-14 HR Staffing & Services 31-Jul-14 SaaS 30-Sep-14 30-Nov-14 HR Benefits and Risk Consulting Source: Capital IQ; Note: EV/Revenue and EV/EBITDA multiples higher than 20.0x and 50.0x respective were excluded from chart calculations HR Technology: WDAY, ULTI, CEB, CSOD, CALD, BNFT, DHX, MWW, TSX:HGN HR Outsourcing: ADP, AON, PAYX, HRB, TW, BOVESPA:QUAL3, WAGE, CBZ, NSP, BBSI HR Staffing & Services: SWX:ADEN, ENXTAM:RAND, RHI, MAN, LSE:HAS, ASGN, LSE:MPI, ENXTAM:USG, TBI, KFY, KFRC, KELY.A, CDI, HSII, CTG HR Benefits and Risk Consulting: MMC, AJG, WSH, LSE:JLT, TSX:MSI, AIM:JLF SaaS: CRM, NOW, N, CNQR, GWRE, DWRE, RP, MKTO, LOGM, CVT, SPSC, IL, FUEL, TXTR, TNGO, SQI Note: PAYC, PCTY and TNET began trading within the past year and are not included in 12 month calculations. 5 HR Software and Services Monthly December 2014 HR Software & Services Public Trading Statistics (As of November 28, 2014) EV as a multiple of ($ in millions except stock price) Company Current Price 52 Week % of 52 High Week High Market Cap Enterprise Value Revenue LTM LTM EBITDA % Margin Revenue LTM NTM EBITDA Revenue EBITDA Total Rev Growth HR Technology Workday, Inc. $87.1 $116.5 74.7% $16,191 $14,846 $703 ($160) NM 21.1x NM 14.4x NM 72.2% The Ultimate Software Group, Inc. 147.2 172.0 85.6% 4,177 4,076 482 69 14.2% 8.5x NM 7.0x 28.5x 23.5% Corporate Executive Board Co. 73.2 81.0 90.4% 2,463 2,884 892 188 21.0% 3.2x 15.4x 2.9x 11.7x 12.9% Cornerstone OnDemand, Inc. 31.8 61.9 51.4% 1,701 1,698 242 (38) NM 7.0x NM 5.3x NM 45.2% Callidus Software Inc. 16.0 17.3 92.3% 777 748 129 (2) NM 5.8x NM 4.8x 42.7x 19.8% Benefitfocus, Inc. 27.1 77.0 35.2% 692 673 127 (48) NM 5.3x NM 4.2x NM 31.8% Dice Holdings, Inc. 10.9 11.5 94.6% 578 664 253 72 28.2% 2.6x 9.3x 2.4x 7.7x 21.9% 4.4 8.5 51.2% 386 562 783 73 9.3% 0.7x 7.7x 0.7x 5.6x (4.6%) Monster Worldwide, Inc. Halogen Software Inc. Mean Median 7.7 12.5 61.8% 169 123 54 (8) NM 2.3x NM 1.9x NM 18.9% $45.0 $27.1 $62.0 $61.9 70.8% 74.7% $3,015 $777 $2,919 $748 $407 $253 $16 ($2) 18.2% 17.6% 6.3x 5.3x 10.8x 9.3x 4.8x 4.2x 19.2x 11.7x 26.8% 21.9% HR Outsourcing Automatic Data Processing, Inc. $85.6 $86.3 99.3% $41,283 $40,752 $12,418 $2,614 21.0% 3.3x 15.6x 3.6x 17.3x 12.8% Aon plc 92.5 92.7 99.8% 26,372 31,474 11,929 2,410 20.2% 2.6x 13.1x 2.6x 12.0x 2.0% Paychex, Inc. 47.4 48.2 98.4% 17,202 16,642 2,573 1,102 42.8% 6.5x 15.1x 6.0x 14.1x 9.0% H&R Block, Inc. 33.6 33.9 99.2% 9,254 8,327 3,031 951 31.4% 2.7x 8.8x 2.6x 8.2x 3.2% 113.0 131.7 85.8% 7,922 7,616 3,550 652 18.4% 2.1x 11.7x 2.1x 10.2x 2.9% Qualicorp S.A. 10.8 11.1 97.6% 2,950 2,987 578 235 40.7% 5.2x 12.7x 4.5x 11.8x 26.1% TriNet Group, Inc. 31.7 32.8 96.6% 2,203 2,656 479 171 35.7% 5.5x 15.5x 4.8x 14.3x 39.8% WageWorks, Inc. 58.4 68.3 85.5% 2,065 1,758 244 45 18.3% 7.2x 39.3x 5.5x 21.3x 15.9% Paycom Software, Inc. 28.8 29.4 97.7% 1,469 1,478 137 18 13.2% 10.8x NM 8.3x 44.8x 39.1% Paylocity Holding Corporation 29.1 31.0 93.8% 1,445 1,372 117 (6) NM 11.7x NM 9.0x NM 40.1% 8.7 9.5 91.5% 427 630 723 72 10.0% 0.9x 8.7x 0.8x NM 6.8% Insperity, Inc. 32.7 36.3 90.0% 827 602 389 65 16.6% 1.5x 9.3x 1.4x 7.7x 3.9% Barrett Business Services Inc. 21.8 102.2 21.4% 155 74 606 (50) NM 0.1x NM 0.1x 2.1x 20.7% $45.7 $32.7 $54.9 $36.3 89.0% 96.6% $8,737 $2,203 $8,951 $2,656 $2,829 $606 $637 $171 24.4% 20.2% 4.6x 3.3x 15.0x 12.9x 4.0x 3.6x 14.9x 12.0x 17.1% 12.8% Towers Watson & Co. CBIZ, Inc. Mean Median HR Staffing & Services Adecco S.A. $70.2 $82.6 85.0% $12,578 $14,018 $25,003 $1,231 4.9% 0.6x 11.4x 0.5x 9.6x 1.4% Randstad Holding NV 49.4 62.0 79.6% 8,875 9,696 21,496 835 3.9% 0.5x 11.6x 0.4x 9.0x 3.1% Robert Half International Inc. 56.8 58.3 97.4% 7,719 7,430 4,557 516 11.3% 1.6x 14.4x 1.5x 12.3x 8.6% ManpowerGroup Inc. 66.9 87.2 76.7% 5,291 5,115 20,894 808 3.9% 0.2x 6.3x 0.2x 6.3x 3.4% 2.1 2.5 84.3% 2,947 3,046 6,292 251 4.0% 0.5x 12.1x 0.5x 10.4x (0.5%) 30.7 39.9 77.1% 1,609 1,982 1,809 179 9.9% 1.1x 11.1x 1.0x 9.5x 16.8% 6.4 8.0 80.6% 1,997 1,930 1,735 143 8.2% 1.1x 13.5x 1.2x 12.6x 2.4% USG People NV 11.0 17.6 62.3% 889 1,127 2,941 144 4.9% 0.4x 7.8x 0.4x 7.4x 2.0% TrueBlue, Inc. 23.0 31.3 73.3% 976 1,122 1,932 102 5.3% 0.6x 11.0x 0.4x 8.1x 23.5% Korn/Ferry International 27.2 32.8 82.8% 1,366 1,109 983 126 12.9% 1.1x 8.8x 1.1x 7.1x 15.0% Kforce Inc. 23.3 24.1 96.7% 714 726 1,259 62 4.9% 0.6x 11.7x 0.6x 9.9x 18.6% Kelly Services, Inc. 15.4 26.2 59.0% 582 619 5,524 59 1.1% 0.1x 10.5x 0.1x 7.2x 2.2% CDI Corp. 17.2 19.2 89.5% 337 297 1,133 37 3.3% 0.3x 8.0x 0.3x 7.2x 4.8% Heidrick & Struggles International Inc. 20.0 23.9 83.8% 365 237 491 40 8.2% 0.5x 5.9x 0.5x 5.2x 9.6% 9.3 19.2 48.5% 173 145 398 23 5.9% 0.4x 6.2x 0.4x 6.6x (6.2%) $28.6 $23.0 $35.6 $26.2 78.5% 80.6% $3,094 $1,366 $3,240 $1,127 $6,430 $1,932 $304 $143 6.2% 4.9% 0.6x 0.5x 10.0x 11.0x 0.6x 0.5x 8.6x 8.1x 7.0% 3.4% Hays plc On Assignment Inc. Michael Page International plc Computer Task Group Inc. Mean Median Source: Capital IQ; Note: EV/EBITDA multiples higher than 50.0x are excluded from aggregate calculations and are marked as ‘NM’ HR Technology: WDAY, ULTI, CEB, CSOD, CALD, BNFT, DHX, MWW, TSX:HGN HR Outsourcing: ADP, AON, PAYX, HRB, TW, BOVESPA:QUAL3, TNET, WAGE, PAYC, PCTY, CBZ, NSP, BBSI HR Staffing & Services: SWX:ADEN, ENXTAM:RAND, RHI, MAN, LSE:HAS, ASGN, LSE:MPI, ENXTAM:USG, TBI, KFY, KFRC, KELY.A, CDI, HSII, CTG 6 HR Software and Services Monthly December 2014 HR Software & Services Public Trading Statistics (As of November 28, 2014) EV as a multiple of ($ in millions except stock price) Company Current Price 52 Week % of 52 High Week High Market Cap Enterprise Value Revenue LTM LTM EBITDA % Margin Revenue LTM NTM EBITDA Revenue EBITDA Total Rev Growth HR Benefits and Risk Consulting Marsh & McLennan Companies, Inc. $56.6 $57.0 99.4% $30,609 $32,061 $12,820 $2,635 20.6% 2.5x 12.2x 2.4x 11.1x 5.5% Arthur J Gallagher & Co. 48.0 49.5 96.9% 7,738 9,869 4,220 645 15.3% 2.3x 15.3x 2.0x 11.0x 43.8% Willis Group Holdings plc 42.7 45.5 93.9% 7,564 9,236 3,739 817 21.9% 2.5x 11.3x 2.3x 10.7x 4.2% Jardine Lloyd Thompson Group plc 13.9 17.3 80.3% 2,924 3,640 1,799 372 20.7% 2.0x 9.8x 2.0x 9.5x 13.6% Morneau Shepell Inc. 14.8 15.2 96.8% 709 979 468 68 14.5% 2.1x 14.5x 2.0x 10.6x 13.8% 1.9 2.1 90.8% 202 216 133 21 15.8% 1.6x 10.3x 1.7x 8.8x 8.2% $29.6 $28.7 $31.1 $31.4 93.0% 95.4% $8,291 $5,244 $9,334 $6,438 $3,863 $2,769 $759 $508 18.1% 18.2% 2.2x 2.2x 12.2x 11.7x 2.1x 2.0x 10.3x 10.6x 14.8% 10.9% $59.9 $67.0 89.4% $37,778 $39,203 $5,074 $87 1.7% 7.7x NM 6.3x 34.5x 34.9% 64.0 71.8 89.1% 9,485 9,276 610 (99) NM 15.2x NM 10.7x NM 62.8% NetSuite Inc. 105.8 120.8 87.6% 8,115 7,956 513 (45) NM 15.5x NM 11.7x NM 33.5% Concur Technologies, Inc. 128.8 130.4 98.8% 7,355 7,234 703 9 1.2% 10.3x NM 8.4x NM 28.7% Guidewire Software, Inc. 50.5 58.0 87.0% 3,509 3,064 350 24 6.8% 8.7x NM 8.1x NM 16.5% Demandware, Inc. 56.0 82.2 68.1% 2,033 1,774 142 (16) NM 12.5x NM 9.2x NM 50.3% RealPage, Inc. 20.6 23.6 87.3% 1,619 1,627 396 35 8.9% 4.1x 46.2x 3.8x 21.7x 7.7% Marketo, Inc. 32.0 45.0 71.0% 1,317 1,206 136 (44) NM 8.9x NM 6.5x NM 60.5% LogMeIn, Inc. 50.6 53.4 94.7% 1,233 1,037 207 20 9.4% 5.0x NM 4.2x 18.8x 31.1% Cvent, Inc. 26.9 44.3 60.8% 1,112 930 134 8 5.8% 7.0x NM 5.6x NM 28.4% SPS Commerce, Inc. 58.3 71.8 81.1% 949 808 121 12 10.0% 6.7x NM 5.5x 41.2x 21.9% IntraLinks Holdings, Inc. 10.9 12.5 87.0% 611 644 251 8 3.1% 2.6x NM 2.4x 16.4x 9.5% Rocket Fuel Inc. 16.4 71.9 22.7% 675 633 355 (29) NM 1.8x NM 1.1x NM 81.8% Textura Corporation 24.0 41.5 57.7% 610 545 64 (12) NM 8.5x NM 6.7x NM NM Tangoe, Inc. 13.0 20.1 64.8% 505 458 208 14 7.0% 2.2x 31.6x 1.9x 11.9x 13.5% 14.9 32.7 45.6% 410 286 102 5 4.6% 2.8x NM 2.7x 13.9x 21.6% $45.8 $41.2 $59.2 $55.7 74.5% 84.1% $4,832 $1,275 $4,792 $1,121 $585 $229 ($2) $8 5.8% 6.3% 7.5x 7.3x 38.9x 38.9x 5.9x 5.9x 22.6x 18.8x 33.5% 28.7% Jelf Group plc Mean Median SaaS salesforce.com, inc. ServiceNow, Inc. SciQuest, Inc. Mean Median Source: Capital IQ; Note: EV/EBITDA multiples higher than 50.0x are excluded from aggregate calculations and are marked as ‘NM’ HR Benefits and Risk Consulting: MMC, AJG, WSH, LSE:JLT, TSX:MSI, AIM:JLF SaaS: CRM, NOW, N, CNQR, GWRE, DWRE, RP, MKTO, LOGM, CVT, SPSC, IL, FUEL, TXTR, TNGO, SQI 7 HR Software and Services Monthly December 2014 Global Technology Sector M&A and Private Placement Update (As of October 31, 2014) Commentary Global M&A transaction value in Software and Services reached $18.5 billion in October 2014, from a low of $12.3 billion in April 2014. The total number of transactions rose 16.1% year-on-year to 563 from 485 transactions in October 2013. The total number of private placement deals (803) was higher than the number of M&A deals (563) this month. Global M&A transaction value rose in 2013 to $269.1 billion, marking a 15.7% increase year-on-year, while the total number of M&A deals fell by 3.7% to 5,036 in the same period. The total number of private placement deals rose to 8,014 in 2013, marking an increase of 9.0% year-on-year. 2013 recorded the highest number of private placement transactions in the past 7 years, while 2011 marked the highest number of M&A transactions. Improving economic conditions in the U.S., low interest rates, and strong cash balances in technology firms indicate a bright outlook for Q4 2014 Global Technology Monthly Transactions Count and Volumes (Last One Year as of October 31, 2014) 900 $120 $108.5 800 Count of Transactions 500 485 424 483 443 424 200 100 515 563 539 535 434 $27.4 $41.6 $36.8 $40 $22.8 $20 $22.0 $17.7 $80 $60 $63.2 $31.5 $30.6 $36.8 518 510 489 400 300 $100 634 627 599 600 803 M&A Transaction Volume ($ in billions) 700 768 774 805 797 732 701 689 794 779 $18.5 $11.8 Merger/Acquisition Private Placement Oct-14 Sep-14 Aug-14 Jul-14 Jun-14 May-14 Apr-14 Mar-14 Feb-14 Jan-14 Nov-13 Dec-13 $0 Oct-13 0 M&A Transaction Volume Global Technology Annual Transactions Count and Volumes (Last Five Years as of December 31, 2013) 9,000 $800 8,014 Count of Transactions 6,000 5,000 $600 5,663 4,993 4,929 3,788 3,660 4,000 3,000 $700 7,354 6,820 7,000 3,754 5,494 5,343 5,229 5,036 4,118 $400 $300 $385.2 $245.9 2,000 $500 $268.9 $220.2 $206.5 $232.6 $269.1 $200 M&A Transaction Volume ($ in billions) 8,000 $100 1,000 0 $0 2007 2008 2009 Merger/Acquisition 2010 Private Placement 2011 2012 2013 Merger/Acquisition Source: Company Filings, Press Releases, Thomson Reuters, Capital IQ, Analyst Reports 8 HR Software and Services Monthly December 2014 Select Recently Announced M&A Transactions (As of November 28, 2014) ($ in millions) Announced Date Acquirer Target 11/20/2014 Stone Point Capital LLC Oasis Outsourcing, Inc. 11/19/2014 58.com Inc. M91.cn 11/18/2014 Spectrum Pension Consultants, Inc. 11/14/2014 Arthur J Gallagher & Co. Target Business Description Operates as a professional employer organization and provides w orkforce solutions for employment-related functions in the U.S. Enterprise EV / Value Revenue EV / EBITDA NA NA NA Provides online recruitment services NA NA NA Compensation Consultants, Inc. Provides w orkers' compensation cost control solutions to employers NA NA NA The Titan Group LLC Provides human resources (HR) consulting services in the U.S. NA NA NA NA NA NA 11/13/2014 Accurate Background, LLC Hirease, Inc. Provides criminal record, pre-employment, and verification checking services to clients w orldw ide 11/12/2014 Primary Capital Limited Gatenbysanderson Limited Provides senior and interim management recruitment, and assessment solutions NA NA NA 11/11/2014 Right Management Spain, S.L.U. UniConsult Integrated Business Services, A.I.E. Provides outplacement and career transition services NA NA NA 11/6/2014 Mercer AUSREM Pty Limited Provides remuneration information and consultancy services NA NA NA NA NA NA 11/6/2014 Vistra Holdings S.à r.l. Trinity Corporate Services Sp. z o.o. Provides management, reporting, local compliance, accounting, payroll, and company formation services in Poland, Romania, and Bulgaria 11/6/2014 Arthur J Gallagher & Co. Discovery Benefit Solutions, Inc. Offers health insurance and self funding solutions in Southern California NA NA NA 11/5/2014 Management Buyout Navartis Limited Provides recruitment services in the U.K. and internationally NA NA NA 11/5/2014 Xero Limited. Monchilla, Inc. Provides a cloud-based payroll and accounting softw are 7.1 NA NA 11/5/2014 Frenkel Benefits L.L.C. The Moyer Group, Inc. Provides employee benefit, and financial consultation and analysis services NA NA NA 400.0 NA NA 11/3/2014 Aetna Inc. bsw ift, LLC Offers softw are and services that streamline benefits, HR, and payroll administration for employers, brokers, and public and private U.S. exchanges 11/1/2014 Allen Austin Gaines International, Inc. Provides executive search and recruitment services NA NA NA NA NA NA 10/31/2014 NYSE Holdings LLC Intelligent Business Entertainment Inc. Develops compliance and regulatory training games and applications for mobile platforms 10/29/2014 Compunnel Softw are Group, Inc. Challenge Training and Consulting, Inc. Provides human capital training, development, and resource services for corporations in the U.S. and internationally NA NA NA 10/28/2014 HireBetter LLC Expiritis Consulting Group LLC Offers recruiting and talent management consulting services NA NA NA 10/28/2014 Hub International of Illinois Limited Laurus Strategies Inc. Provides business consulting services NA NA NA NA NA NA 10/28/2014 Pena Search Consulting Albertini Group, Inc. (nka:Kingsley Gate) Discovers executive talent and places them at firms from private equity and venture capital portfolio companies to Fortune 50 companies 10/27/2014 Mercer, Inc. Jeitosa Group International, LLC Provides HR consulting and IT support services NA NA NA 10/24/2014 Beanhunter Pty Ltd CoffeeJobs.com Pty Ltd Operates an employment w ebsite for the coffee industry NA NA NA 10/23/2014 Andersen Partnership SearchBank Ltd. Offers recruitment services NA NA NA 10/22/2014 Kellton Tech, Inc. Vivos Professional Services, LLC Provides recruitment solutions NA NA NA 10/21/2014 Flexpoint Holding B.V. Trace Group Provides temporary staffing and outplacement services NA NA NA 10/21/2014 Lyons HR, Inc. AdminHR, LLC. Provides human resources services for the small to mid-sized business market NA NA NA 10/20/2014 Berry Recruitment Limited Mainline Resourcing Ltd Provides permanent and contract recruitment services NA NA NA 10/17/2014 BTS USA, Inc. Sandra Hartog & Associates, Inc. Provides talent management consulting services 6.6 NA NA 10/16/2014 SF Resourcing Limited Matt Burton Group Limited Provides recruitment services NA NA NA 10/16/2014 Institutional Shareholder Services Inc. Incentive Lab, LLC Provides executive compensation data and analytics services NA NA NA 10/16/2014 Element K Corporation Accent Training, LLC Provides IT training and consulting services NA NA NA 10/15/2014 CTPartners Executive Search Inc. Neumann Leadership Holding GmbH Offers executive search services NA NA NA 10/14/2014 HgCapital Allocate Softw are plc. Engages in the development, sale and support of w orkforce management solutions for healthcare, defense, government and commercial customers 145.3 2.3x 14.4x NAVEX Global, Inc. Provides employee compliance training solutions to various organizations across the globe 500.0 NA NA 10/14/2014 Vista Equity Partners Source: Company Filings, Press Releases, Capital IQ, Research Reports 9 HR Software and Services Monthly December 2014 Select Recently Announced Financings (As of November 28, 2014) ($ in m illions) Announced Com pany Nam e Country Am ount Type of Financing / Round (if VC) Business Description Operates a platform for businesses to find, hire, collaborate w ith and pay freelancers from the U.S. Participated Investors in Current Round Benchmark Capital; New Enterprise Associates; FirstMark Capital, L.L.C.; T. Row e Price Group, Inc. and others Develops a w eb-based and mobile recruitment softw are First Analysis Corporation; Generations Capital Undisclosed Ow ns and operates an online recruitment portal IDG Capital Partners; Sequoia Capital China 10.0 Undisclosed Operates a job posting site FireStarter Fund; Chicago Ventures; KGC Capital; Garland Capital Group; Corazon Capital LLC; DRW Ventures Undisclosed Undisclosed Provides HR management system solutions for immigration Recruit Strategic Partners, Inc. 8.2 Undisclosed Provides household staff for housew ork service and babysitter service Nichii Hong Kong Limited 17.0 Undisclosed Provides production payroll and accounting services to motion picture, television production (TV), and commercial production industries 11/25/2014 Elance-oDesk U.S. $30.0 Undisclosed 11/21/2014 Recsolu, LLC U.S. 6.0 Series A 11/20/2014 HunterOn.com China 20.0 11/14/2014 Shiftgig, Inc. U.S. 11/11/2014 Teleborder U.S. 11/7/2014 Guangzhou Zhengxianghe Housekeeping Services China 11/4/2014 Ease Entertainment Services, U.S. LLC Bison Capital Asset Management, LLC 10/31/2014 Accurate Background, LLC U.S. 5.0 Undisclosed Provides employee background screening and human resource support Undisclosed services 10/27/2014 Limeade, Inc. U.S. 25.0 Undisclosed Operates as a corporate w ellness provider TVC Capital, LLC; Oak HC/FT Partners, L.P.; Oak HC/FT Partners 10/24/2014 Namely Inc. U.S. 12.0 Series B Provides talent management softw are solutions for the advertising industry Matrix Partners; True Ventures; Lerer Hippeau Ventures; Bullpen Capital 10/24/2014 Serraview Australia Pty Ltd Australia Undisclosed Series A Designs and develops w orkplace management softw are Tamarisc 10/24/2014 Ziptask Inc. U.S. Undisclosed Undisclosed Operates a managed outsourcing platform that connects employers and Undisclosed freelancers 10/22/2014 BetterHeads GmbH Germany Undisclosed Undisclosed Operates a B2B online platform for the selection and assignment of recruitment consultants in search for skilled employees and managers 10/14/2014 Sapience Analytics Pvt. Ltd. India 7.3 Series B Provides softw are solutions to measure the time spent on applications, Orios Venture Partners activities, and projects by each employee 10/14/2014 Checkr, Inc. U.S. 9.0 Series A Offers a background screening API that integrates w ith existing platforms Accel Partners; Khosla Ventures; Google Ventures; SV Angel; Data Collective 10/14/2014 Merlin RAMCo, Inc. U.S. Undisclosed Provides staffing services to military and civilian offices to support manned and unmanned aircraft programs Triangle Capital Corporation (NYSE:TCAP); Trive Capital 10/9/2014 Justw orks, Inc. U.S. 6.0 Series A Provides self-service payroll, benefits, w orkers’ comp and government Index Ventures; Thrive Capital compliance, payments, deposit, insurance, and reimbursements 10/7/2014 Jobvite, Inc. U.S. 25.0 Series D Develops and provides internet-based softw are solutions for the recruitment industry 10/3/2014 HRSoft Inc. U.S. Undisclosed Undisclosed Provides w eb-based talent management and talent acquisition solutions Bellw ether Financial Group, Inc. for employers in the U.S. 10/3/2014 Staffing 360 Solutions, Inc. U.S. 8.0 Undisclosed Provides staffing and consultancy services in the U.S., the U.K., and Canada Undisclosed 10/2/2014 Lever, Inc. U.S. 10.0 Series A Develops and delivers a w eb application for hiring Matrix Partners 9/25/2014 Context Relevant, Inc. U.S. 13.5 Undisclosed Develops automated predictive analytic softw are solutions for human resources performance measurement and management Goldman Sachs Group, Merchant Banking Division; Merrill Lynch PCG Private Equity Investment Arm; and others 9/24/2014 Equity Administration Solutions, Inc. U.S. 21.4 Undisclosed Provides Softw are-as-a-Service/cloud-based solutions for equity Undisclosed compensation management to public and private companies w orldw ide 9/24/2014 F.W. Davison & Company, Inc. U.S. Undisclosed Undisclosed Develops human resource softw are solutions for the PEO, ASO, and HRO industries Accel-KKR LLC Accel Partners; Insight Venture Partners; Sequoia Capital Undisclosed MBG Mittelständische Beteiligungsgesellschaft BadenWürttemberg GmbH CMEA Capital; Trident Capital, Inc.; Catalyst Investors; ATA Ventures 9/24/2014 Qualtrics, Inc. U.S. 150.0 Series B Provides online data collection, analysis services and offers a talent assessment and leadership development platform 9/24/2014 Udacity, Inc. U.S. 35.0 Series C Offers online courses focusing on artificial intelligence and robotics Charles River Ventures; Cox Enterprises, Inc.; Recruit Holdings Co.,Ltd.; Bertelsmann Digital Media and others 9/23/2014 BetterWorks Systems, Inc. U.S. 15.5 Series A Engages, empow ers, and cross-functionally aligns w orkers in organizations Kleiner Perkins Caufield & Byers; Formation8 Partners 9/22/2014 RolePoint Inc. U.S. Undisclosed Undisclosed Provides employee referral softw are for recruitment teams w orldw ide Randstad Innovation Fund 9/16/2014 Corporate Finance Group, Inc. U.S. Undisclosed Undisclosed Offers accounting, reporting, and tax advisory services Flexpoint Ford, LLC Undisclosed Undisclosed Operates an online event platform for students, employers, universities, Militello Capital media companies, and more w orldw ide 9/16/2014 Brazen Careerist, Inc. U.S. 9/9/2014 Albatross Global Solutions Hong Kong 5.8 Undisclosed Provides marketing and human resource solutions for shops, counters, 1000mercis (ENXTPA:ALMIL) and offices in Asia 9/5/2014 ExecOnline, Inc. U.S. 5.0 Undisclosed Provides a learning platform for business executives Militello Capital 9/2/2014 Ding Xiang Yuan China 70.0 Undisclosed Operates a w ebsite for medical, pharmaceutical, and bioscience professionals, in addition to a recruitment platform and job board Tencent Holdings Ltd. (SEHK:700) 9/2/2014 Cardinal Tecnologia Ltda. Brazil 7.0 Series A Operates an online job marketplace for blue-collar w orkers in Brazil QUALCOMM Ventures; Grupo RBS Ltda; Monashees Capital+; e.BRICKS Digital Source: Company Filings, Press Releases, Capital IQ, Research Reports 10 HR Software and Services Monthly December 2014 Select Recently Announced Equity Offerings (As of November 28, 2014) Filing Date Closed Date 11/18/2014 11/18/2014 11/04/2014 Issuer Offer Size ('000) Offer Price Deal Value Market Value EV / ($ in m illions) ($ in m illions) Revenue EV / EBITDA Ticker Type Securities Offered Informa plc INF Follow -on Common Stock 60.39 $7.20 $323.9 $4,860.1 3.3x 11.0x 11/6/2014 Impellam Group PLC IPEL Follow -on Common Stock 3.26 7.30 23.8 324.6 0.2x 19.7x 9/10/2014 10/15/2014 Recruit Holdings Co.,Ltd. 6098 IPO Common Stock 63.58 29.21 1,857.4 19,591.9 1.4x 9.0x 09/04/2014 11/5/2014 Upland Softw are, Inc. UPLD IPO Common Stock 3.85 12.00 46.2 166.3 3.6x NM 8/22/2014 9/11/2014 TriNet Group, Inc. TNET Follow -on Common Stock 12.00 25.50 306.0 1,793.5 1.1x 14.0x 8/18/2014 8/18/2014 DPA Group NV DPA Follow -on Common Stock 4.54 2.20 10.0 109.2 1.3x 16.2x 8/1/2014 8/21/2014 Ashley Services Group Limited ASH IPO Common Stock 59.49 1.54 91.8 232.3 1.5x NM 6/30/2014 7/7/2014 Bamboos Health Care Holdings Limited 8216 IPO Common Stock 100.00 0.06 6.5 79.0 5.1x 8.5x 6/27/2014 7/11/2014 Clearstar Inc CLST IPO Common Stock 15.50 0.97 15.1 36.6 4.4x 35.4x 6/5/2014 6/19/2014 Zalaris HR Services AS ZAL IPO Common Stock 9.32 3.75 30.4 80.1 6.9x NM 5/15/2014 5/15/2014 Staffline Group plc STAF Follow -on Common Stock 2.00 13.44 26.9 340.2 0.4x 15.2x 5/5/2014 6/11/2014 Zhaopin Ltd. ZPIN IPO Common Stock (Depositary Receipts) 6.45 13.50 75.7 656.7 4.0x 15.8x 4/8/2014 4/8/2014 Learning Technologies Group plc LTG Follow -on Common Stock 50.00 0.27 13.4 111.8 7.4x 45.1x 1/13/2014 1/14/2014 Workday, Inc. WDAY Follow -on Common Stock 6.90 89.00 534.0 12,405.1 37.4x NM 11/22/2013 12/12/2013 WDB Holdings Co., Ltd. 2475 Follow -on Common Stock 0.67 13.12 8.8 126.3 0.5x 5.3x 11/15/2013 12/18/2013 Will Group, Inc. 6089 IPO Common Stock 0.74 27.83 20.6 46.4 0.2x 8.4x 8/27/2013 9/17/2013 Temp Holdings Co., Ltd. 2181 Follow -on Common Stock 8.00 20.97 146.8 1,873.9 0.6x 12.5x 8/21/2013 9/4/2013 Halogen Softw are Inc. HGN Follow -on Common Stock 1.73 13.36 20.0 186.3 4.9x NM 8/14/2013 9/17/2013 Benefitfocus, Inc. BNFT IPO Common Stock 5.68 26.50 130.8 746.5 5.7x NM 8/12/2013 8/13/2013 WageWorks, Inc. WAGE Follow -on Common Stock 2.97 40.45 120.1 1,375.7 4.7x 24.4x 5/8/2013 5/14/2013 NetDimensions (Holdings) Ltd NETD Follow -on Common Stock 10.75 0.58 6.2 44.1 0.8x NM 4/2/2013 5/9/2013 Halogen Softw are Inc. HGN IPO Common Stock 5.52 11.47 55.0 186.3 5.6x NM 4/1/2013 5/31/2013 SaraminHR Co.,LTD A143240 Follow -on Common Stock 2.60 9.15 23.8 151.8 2.0x 14.5x 3/28/2013 4/9/2013 Zebra Strategic Holdings Limited 8260 IPO Common Stock 100.00 0.05 5.3 11.9 0.9x 32.9x 3/1/2013 3/12/2013 WageWorks, Inc. WAGE Follow -on Common Stock 5.63 24.00 135.1 1,375.7 2.1x 13.3x 11/15/2012 1/24/2013 Oilfield Workforce Group Limited OFW IPO Common Stock 14.15 0.52 7.4 11.0 2.0x 19.5x 10/12/2012 11/14/2012 CAREERLINK Co.,Ltd. 6070 IPO Common Stock 1.59 5.23 7.2 28.4 0.1x 2.4x 9/13/2012 10/3/2012 WageWorks, Inc. WAGE Follow -on Common Stock 6.90 17.50 105.0 1,375.7 1.2x 8.0x 9/10/2012 9/13/2012 On Assignment Inc. ASGN Follow -on Common Stock 5.17 17.00 87.9 1,843.6 1.6x 16.3x 5/22/2012 3/4/2013 Professional Diversity Netw ork LLC IPDN IPO Common Stock 2.63 8.00 21.0 21.0 5.1x 12.3x 5/1/2012 5/15/2012 Angie's List, Inc. ANGI Follow -on Common Stock 8.63 13.00 109.7 637.2 5.6x NM 4/18/2012 4/19/2012 DPA Group NV DPA Follow -on Common Stock 3.70 1.44 5.3 110.1 1.0x 16.2x 11/3/2011 11/16/2011 LinkedIn Corporation LNKD Follow -on Common Stock 10.06 71.00 621.3 17,891.5 13.6x NM 10/17/2011 2/15/2012 SaraminHR Co.,LTD A143240 IPO Common Stock 2.43 4.45 10.8 151.8 0.6x 3.1x Source: Company Filings, Press Releases, Capital IQ, Research Reports 11 HR Software and Services Monthly December 2014 Select Recently Closed Leveraged Loans (As of November 28, 2014) Closed Date Borrow er Ticker 11/13/2014 NAVEX Global 10/31/2014 Monster Worldw ide Inc [Ex-TMP Worldw ide] 10/21/2014 Cross Country Healthcare Total Facility ($ in m illions) Revolver Term Loan Security Tenor (Months) Spread Rating Moody's Rating S&P Purpose $20.0 $290.0 Secured 60 475 bp B2 B- LBO MWW 190.0 100.0 90.0 Secured 36 325 bp NR NR Corp. purposes Bank of America Merrill Lynch, KeyBank CCRN 85.0 85.0 - Secured 32 150 bp NR NR Corp. purposes Bank of America 479.4 - 479.4 0 0 bp NR NR SBO 650.0 650.0 - 60 150 bp NR NR Corp. purposes 93.8 93.8 - 36 0 bp NR NR Work. cap. 120.0 75.0 45.0 60 150 bp NR NR Corp. purposes 14.4 14.4 - 36 0 bp NR NR Work. cap. 1,500.0 125.0 1,375.0 60 375 bp NR NR Corp. purposes 44.0 7.5 36.5 60 450 bp NR NR LBO 135.0 135.0 - 25 125 bp NR NR Work. cap. Bank of America 594.7 594.7 - 6 88 bp 0 0 Work. cap. Bank of America Merrill Lynch, Wells Fargo & Co 400.0 400.0 - 6 175 bp 0 0 Corp. purposes 2,455.9 2,455.9 - 60 0 bp NR NR Corp. purposes 650.0 75.0 575.0 59 275 bp B1 B+ Corp. purposes 300.0 300.0 - Secured 60 175 bp NR NR Takeover Secured 60 NA B1 B+ Corp. purposes Northgate Information Solutions 10/16/2014 Plc 10/6/2014 Salesforce.com, Inc 9/30/2014 Pasona Group Inc 9/24/2014 Elw ood Staffing Services Inc 8/29/2014 HITO Communications Inc 8/7/2014 Ceridian Corp, Ceridian Canada Ltd 8/4/2014 Kforce Healthcare Inc 8/1/2014 Kforce Inc, Kforce Government Solutions Inc 7/31/2014 Allegis Corp 7/28/2014 CBIZ Inc 7/9/2014 Randstad NV 7/3/2014 TriNet HR Corporation 6/26/2014 TrueBlue Inc 6/24/2014 Creative Circle 200.0 15.0 185.0 6/20/2014 Skilled Group Ltd 302.6 302.6 - 14 NA NR NR Corp. purposes 6/18/2014 Automatic Data Processing 5,500.0 5,500.0 - 12 NA NR NR Corp. purposes 5/12/2014 Sterling Infosystems Inc 275.0 25.0 250.0 Secured 72 NA B2 B Corp. purposes 4/29/2014 Koosharem Corp 490.0 120.0 370.0 Secured NA NA NR NR Corp. purposes 4/3/2014 Renaissance Learning 745.0 40.0 705.0 Secured 96 NA NR NR SBO 1/29/2014 Seaton Corp 57.0 - 57.0 60 NA NR NR Acquis. line 12/31/2013 Alexander Mann Solutions 200.0 40.0 160.0 72 475 bp NR NR SBO 200.0 200.0 - 60 180 bp NR NR Corp. purposes 150.0 50.0 100.0 60 350 bp NR NR Corp. purposes 12/11/2013 Kelly Services Inc 10/1/2013 Employment Solutions Management Inc Sponsor $310.0 CRM 3654.JP KFRC CBZ TBI ADP KELY.A Secured Secured General Electric Capital Corp, Golub Capital Inc Bank of America Merrill Lynch, BNP Paribas SA, Wells Fargo & Co Mizuho Bank Ltd PNC Bank Bank of America Merrill Lynch, Credit Suisse AG, Deutsche Bank AG Madison Capital Funding LLC Bank of America Merrill Lynch General Atlantic LLC [GA] Morgan Stanley Global Private Equity Calera Capital Hellman & Friedman Capital Partners New Mountain Capital Select Recently Closed High Yield (As of November 28, 2014) Closed Date Issuer Amount Ticker ($ in millions) Type Security Coupon (%) Maturity Structure Issuance Price Yield Spread Rating Moody's S&P $825.0 144A Sr. Sec. Notes 9.500% 1-Jul-19 NC2 100.000% 9.500% 787 bp B3 B- 6/30/2014 Altegrity 5/21/2014 Ceridian Corporation 855.0 144A Sr. Notes 8.125% 15-Nov-17 NC1 99.750% 8.207% 742 bp Caa2 CCC 4/3/2014 Infor Global Solutions 750.0 144A Sr. Notes 7.125% 1-May-21 NC3 100.000% 7.125% NA Caa1 CCC+ 12/10/2013 Opal Acquisition, Inc. 610.0 144A Sr. Notes 8.875% 15-Dec-21 8nc3 100.000% 8.875% 647 bp Caa1 CCC+ Source: Company Filings, Press Releases, Capital IQ, Research Reports 12 HR Software and Services Monthly December 2014 Upcoming Events December S January M T W R F S 1 2 3 4 5 6 7 8 9 10 11 12 13 4 5 6 14 15 16 17 18 19 20 11 12 21 22 23 24 25 26 27 18 28 29 30 31 25 S M T W R F S 1 2 3 7 8 9 10 13 14 15 16 17 19 20 21 22 23 24 26 27 28 29 30 31 Denotes Bank Holiday Denotes Event Upcoming Industry Conferences Dates Dec 02 - Dec 03 Event Human Capital Management Federal Conference Location Hilton Alexandria Mark Center - Arlington, VA Additional Resources Link to Conference Website Dec 11 - Dec 12 2014 Talent Acquisition Technology Forum The Palace Hotel - San Francisco, CA Link to Conference Website Feb 18 - Feb 21 2015 AHRD International Conference in the Americas Hyatt Regency - St. Louis, MO Link to Conference Website Feb 23 - Feb 25 2015 Workforce Planning and Analytics Conference Dallas/Plano Marriott at Legacy Town Center - Dallas, TX Link to Conference Website Mar 03 - Mar 06 SAP HR 2015 Bellagio - Las Vegas, NV Link to Conference Website Mar 16 - Mar 19 The i4cp 2015 Annual Conference The Fairmont Hotel - Scottsdale, AZ Link to Conference Website Mar 16 - Mar 19 2015 Executive Forum Loews Royal Pacific Hotel - Orlando, FL Link to Conference Website Mar 20 - Mar 20 The 2015 Northern Ohio HR Conference I-X Center - Cleveland, OH Link to Conference Website Mar 31 - Apr 02 2015 HCI Human Capital Summit Walt Disney World Swan and Dolphin Resort - Lake Buena Vista, FL Link to Conference Website Apr 12 - Apr 16 HIMSS15 Annual Conference McCormick Place - Chicago, IL Link to Conference Website Apr 15 - Apr 17 Human Resource Executive Health and Benefits Leadership Expo ARIA Resort and Casino - Las Vegas, NV Link to Conference Website Apr 19 - Apr 22 2015 HRPS Annual Conference The Biltmore Resort - Miami, FL Link to Conference Website Apr 27 - Apr 29 Talent Management Conference & Exposition TBD - San Diego, CA Link to Conference Website Apr 27 - Apr 29 ERE Recruiting Conference 2015 Spring TBD - San Diego, CA Link to Conference Website May 06 - May 07 High Performance Workforce Summit 2015 Omni Hotel at CNN Center - Atlanta, GA Link to Conference Website Jun 22 - Jun 24 2015 Strategic Talent Acquisition Conference TBD - Boston Seaport, MA Link to Conference Website Jun 28 - Jul 01 SHRM 2015 Annual Conference and Exposition Las Vegas Convention Center - Las Vegas, NV Link to Conference Website Jul 19 - Jul 22 IPAC 2015 TBD - Atlanta, GA Link to Conference Website Jul 27 - Jul 29 2015 Employee Engagement Conference TBD - San Francisco, CA Link to Conference Website Add to Calendar Upcoming Company Events Date Dec 02 Time Company 9:00 AM Bazaarvoice, Inc. Event Earnings Call Location / Dial-in and Pass code Dial-in: (877) 407-3982 Additional Resources Investor Relations Dec 08 9:00 AM H&R Block, Inc. Earnings Call TBA Investor Relations Dec 09 9:00 AM Korn/Ferry International Earnings Call TBA Investor Relations Jan 22 9:00 AM Informatica Corporation Earnings Call TBA Investor Relations Jan 26 9:00 AM Robert Half International Inc. Earnings Call TBA Investor Relations Jan 26 5:00 PM Monster Worldwide, Inc. Earnings Call TBA Investor Relations Jan 30 9:00 AM ManpowerGroup Inc. Earnings Call TBA Investor Relations Jan 30 9:00 AM Constant Contact, Inc. Earnings Call TBA Investor Relations Add to Calendar Source: CapIQ, Company Websites Note: Bold denotes planned attendance by KeyBanc Capital Markets HR Software & Services team member 13 HR Software and Services Monthly December 2014 KeyCorp Overview KeyBanc Capital Markets Corporate and Investment Bank focused on the middle market Full-services capabilities: - Equity Capital Markets - Sales & Trading - Leveraged Finance - Mergers & Acquisitions - Debt Capital Markets - Financial Sponsor Coverage Over 600 bankers in 20 offices: Albany, Atlanta, Boston, Charlotte, Chicago, Cincinnati, Cleveland, Columbus, Dallas, Houston, Indianapolis, Los Angeles, Nashville, New York, Philadelphia, Portland, Salt Lake City, San Francisco, Seattle and Syracuse Headquarters: Cleveland, OH Bankers organized by industry focus and transaction expertise Sole Corporate Banking Offices (15 States) Over 60 senior and associate equity research analysts, tracking more than 500 companies across four major industry sectors Sole Community Banking Offices (11 States) Combined Corporate and Community Banking Offices (4 States) Recent KeyBanc Capital Markets HR Software & Services Transactions October 2014 September 2014 July 2014 October 2013 A portfolio company of Minority Growth Equity Investment $125,000,000 Convertible Senior Notes $650,000,000 Senior Secured Credit Facilities $250,000,000 Credit Facilities Senior Co-Manager Joint Bookrunner, Co-Syndication Agent & Co-Documentation Agent Joint Lead Arranger & Documentation Agent Exclusive Financial Advisor - Team Contacts For additional information on KeyBanc Capital Markets’ HR Software & Services Practice, please contact any of the individuals listed below: Boston, MA Charlotte, NC Seattle, WA San Francisco, CA 225 Franklin St., 18th Floor Boston, MA 02110 5935 Carnegie Blvd., Charlotte, NC 28209 1301 5th Ave., 23rd Floor Seattle, WA 98101 One Embarcadero Center, Suite 1100 San Francisco, CA 94111 Dev Navare Niket Gandhi Brett Deware Director Associate Analyst Technology Group Technology Group Technology Group [email protected] [email protected] [email protected] (617) 385-6225 (617) 385-6231 (617) 385-6247 Tim Monnin Managing Director Technology Group [email protected] (704) 651-9371 John Brock Managing Director Segment Head [email protected] (206) 684-6226 Jason Black Vice President Technology Group [email protected] (206) 684-6581 James Lim Managing Director Technology Group [email protected] (415) 486-3424 Chris Headrick Managing Director Technology M&A [email protected] (415) 486-3410 Disclosure: KeyBanc Capital Markets is a trade name under which corporate and investment banking products and services of KeyCorp and its subsidiaries, KeyBanc Capital Markets Inc., Member NYSE/FINRA/SIPC, and KeyBank National Association (“KeyBank N.A.”), are marketed. Securities products and services are offered by KeyBanc Capital Markets Inc.and its licensed securities representatives, who may also be employees of KeyBank N.A. Banking products and services are offered by KeyBank N.A. This report was not issued by our research department. The information contained in this report has been obtained from sources deemed to be reliable but is not represented to be complete, and it should not be relied upon as such. This report does not purport to be a complete analysis of any security, issuer, or industry and is not an offer or a solicitation of an offer to buy or sell any securities. This report is prepared for general information purposes only and does not consider the specific investment objectives, financial situation and particular needs of any individual person or entity. 14
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