HVACR Q1 2018 - Capstone Headwaters · Global HVACR Market estimated to reach $122.0 billion by...

17
CONTRIBUTORS Len LaPorta Managing Director 203-813-3880 x203 [email protected] Hilary Morrison Vice President 917-763-0121 [email protected] TABLE OF CONTENTS M&A Overview Why Owners Liquidate Subsector Activity Select Transactions Case Study Firm Track Record HIGHLIGHTS Total value of HVACR transactions in North America during 2017 was the highest in over 25 years Actual number of HVACR transactions in North America in 2017 was the lowest since 2002 Middle-market transactions > $50 million in enterprise value (EV) are trading in the 7.25-10x of EBITDA and are based on the highly engineered product Global consolidation in the HVACR sector continues to be pronounced with an estimated 117 deals were announced or completed in 2017 HVACR Q1 2018 January 2018 www.capstoneheadwaters.com

Transcript of HVACR Q1 2018 - Capstone Headwaters · Global HVACR Market estimated to reach $122.0 billion by...

Page 1: HVACR Q1 2018 - Capstone Headwaters · Global HVACR Market estimated to reach $122.0 billion by 2020 13.6% 2.5% 4.9% 14.8% 16.0% 19.8% 12.3% 16.0% Distributor Cooling Heating HVAC

CONTRIBUTORS

Len LaPorta

Managing Director203-813-3880 x203

[email protected]

Hilary Morrison

Vice President

917-763-0121

[email protected]

TABLE OF CONTENTS

M&A Overview

Why Owners Liquidate

Subsector Activity

Select Transactions

Case Study

Firm Track Record

HIGHLIGHTS

Total value of HVACR transactions in North America during 2017 was thehighest in over 25 years

Actual number of HVACR transactions in North America in 2017 was thelowest since 2002

Middle-market transactions > $50 million in enterprise value (EV) are tradingin the 7.25-10x of EBITDA and are based on the highly engineered product

Global consolidation in the HVACR sector continues to be pronounced withan estimated 117 deals were announced or completed in 2017

HVACR

Q1 2018

January 2018www.capstoneheadwaters.com

Page 2: HVACR Q1 2018 - Capstone Headwaters · Global HVACR Market estimated to reach $122.0 billion by 2020 13.6% 2.5% 4.9% 14.8% 16.0% 19.8% 12.3% 16.0% Distributor Cooling Heating HVAC

HVACR | Q1 2018

2

M&A OVERVIEW

Global HVACR Market estimated to reach $122.0 billion by 2020

13.6% 2.5%

4.9%

14.8%

16.0%

19.8%

12.3%

16.0%Distributor

Cooling

Heating

HVAC Equipment

Industrial Heat/Cooling

Refrigeration/Cooling Equipment

Services

Ventilation/Air Filtration

Global 2017 Deal Volume by Subsector

There have been an estimated 117 deals announced or

completed in 2017 within the HVACR sector.

Refrigeration/Cooling Equipment has been the dominant

subsector in terms of transactions, representing roughly 20.0%

of 2017 deals.

Transactions within the Industrial Heating and Ventilation/Air

Filtration subsectors also accounted for a large share of the

consolidation, each representing 16.0% of all the deals within

the space.

Chart sources: Capital IQ and The Freedonia Group

60.5%

37.0%

2.5%

Corporate

Private Equity

Individual

Global 2017 Deal Volume by Deal Class

By deal class, corporate buyers of HVACR companies were most

active in 2017.

The largest deal with disclosed financials was Cheung Kong’s

acquisition of Reliance Home Comfort, a provider of residential

and commercial energy saving services, for $3.6 billion.

Nibe continued to be an active acquirer during the year as the

company continues its focus on adding brand names to its

portfolio.

Private equity buyers represented 37.0% of HVACR transactions

in 2017 with notable transactions including Lindsay Goldberg’s

acquisition of Big Ass Fans for $500.0 million and Warburg

Pincus’ acquisition of Service Logic for $315.0 million.

Page 3: HVACR Q1 2018 - Capstone Headwaters · Global HVACR Market estimated to reach $122.0 billion by 2020 13.6% 2.5% 4.9% 14.8% 16.0% 19.8% 12.3% 16.0% Distributor Cooling Heating HVAC

HVACR | Q1 2018

3

0

10

20

30

40

50

60

1990 1992 1994 1996 1998 2000 2002 2004 2006 2008 2010 2012 2014 2016

0

2

4

6

8

10

12

14

16

1990 1992 1994 1996 1998 2000 2002 2004 2006 2008 2010 2012 2014 2016

0

2

4

6

8

10

12

14

16

18

1990 1992 1994 1996 1998 2000 2002 2004 2006 2008 2010 2012 2014 2016

0

2

4

6

8

10

12

14

1990 1992 1994 1996 1998 2000 2002 2004 2006 2008 2010 2012 2014 2016

Enterprise Value <$25 Million Enterprise Value $25-$50 Million

Enterprise Value $50-$100 Million Enterprise Value $100-$250 Million

Of the transactions with disclosed financial metrics, deal volumes have been the highest for HVACR companies trading at less than $25 million.

Both 2007 and 2008 were “boom” years for all middle market transactions across deal size.

Source: Capital IQ

M&A OVERVIEW (CONTINUED)

Global Middle Market HVACR M&A Activity

Nu

mb

er

of

Tra

nsa

ctio

ns

Nu

mb

er

of

Tra

nsa

ctio

ns

Nu

mb

er

of

Tra

nsa

ctio

ns

Nu

mb

er

of

Tra

nsa

ctio

ns

Page 4: HVACR Q1 2018 - Capstone Headwaters · Global HVACR Market estimated to reach $122.0 billion by 2020 13.6% 2.5% 4.9% 14.8% 16.0% 19.8% 12.3% 16.0% Distributor Cooling Heating HVAC

HVACR | Q1 2018

4

0

10

20

30

40

50

60

70

80

1990

1991

1992

1993

1994

1995

1996

1997

1998

1999

2000

2001

2002

2003

2004

2005

2006

2007

2008

2009

2010

2011

2012

2013

2014

2015

2016

2017

5 Years8 Years 8+ Years

$0

$500

$1,000

$1,500

$2,000

$2,500

$3,000

5,000

10,000

15,000

20,000

1990

1991

1992

1993

1994

1995

1996

1997

1998

1999

2000

2001

2002

2003

2004

2005

2006

2007

2008

2009

2010

2011

2012

2013

2014

2015

2016

2017F

US D

ollars

(in

Billio

ns)

Nu

mb

er

of

Tra

nsa

ctio

ns

8 Years 5 Years 8+ Years M&A markets tend to follow economic

cycles with upswings of approximately

5-8 years followed by downturns of

roughly 2-3 years.

Participants are cautiously optimistic

expecting good times to continue, with

neither vast a upswing nor a

catastrophic decline.

There was a downtick in HVACR deal

activity in 2017, possibly reflecting

quality HVACR companies being in short

supply following abundant activity.

In addition, the prior wave of HVACR

consolidation occurred in 2012/2014,

suggesting acquisitions have largely

completed their transition under new

parents, freeing companies to focus

more on gaining market share and also

raising the intensity of the competitive

landscape for smaller players.

M&A Deal Volume: North America

For the Years Ended December 31, 1990 - 2017

HVACR M&A Deal Volume: North America

For the Years Ended December 31, 1990 - 2017

Note: No transaction value provided for undisclosed deals

Source: Capital IQ

Nu

mb

er

of

Tra

nsa

ctio

ns

M&A OVERVIEW (CONTINUED)

HVACR Activity During M&A Cycles

Page 5: HVACR Q1 2018 - Capstone Headwaters · Global HVACR Market estimated to reach $122.0 billion by 2020 13.6% 2.5% 4.9% 14.8% 16.0% 19.8% 12.3% 16.0% Distributor Cooling Heating HVAC

HVACR | Q1 2018

5

WHY OWNERS LIQUIDATE: DRIVING FACTORS

Personal Business

IndustryEnvironment

Age

Health

Successor

Family Issues

Liquidity

Diversification

Estate Planning

Partner Conflict

Unsolicited Offer

Cash Flow Needs

Capital Needs

Key Employee Risks

Key Customer Risks

Cost Issues

Competitive Pressures

Inability to Address

Opportunity

Policy Changes

Regulatory Risk

Benefit Complexity

Market Conditions

Structural Changes

Disintermediation

Commodification

Page 6: HVACR Q1 2018 - Capstone Headwaters · Global HVACR Market estimated to reach $122.0 billion by 2020 13.6% 2.5% 4.9% 14.8% 16.0% 19.8% 12.3% 16.0% Distributor Cooling Heating HVAC

HVACR | Q1 2018

6

ACTVITY BY SUBSECTOR

H

V

AC

R

S

Within the Heating/Industrial Heating subsector, 17 deals were announced or completed in 2017, representing 21.0% of HVACR deal flow.

Notable transactions include:

Spirax-Sarco Engineering’s acquisition of Chromalox for $415.0 million, or 2.2x revenue and 10.9x EBITDA.

Chart Industries’ acquisition of Hudson for $41.0 million or 2.0x revenue and 10.0x EBITDA. The company complements Chart's Energy &

Chemicals segment with the addition of its Fin-Fan brand and other ACHXs, which broaden E&C's end market diversity from primarily

LNG, industrial and natural gas to include HVAC, petrochemical and power generation.

Electrolux’s acquisition of Kwikot for $246.0 million or 3.2x revenue. The acquisition broadens Electrolux home comfort product range

and offers a strong platform for growth opportunities in Africa.

Within the Ventilation/Air Filtration subsector, there were 13 deals announced or completed in 2017, representing 16.0% of HVACR deal flow.

Notable transactions include:

Groupe SFPI’s acquisition of JKF Industries for $1.1 billion. The acquisition strengthened Groupe SFPI's NEU air handling unit.

Volution Group’s acquisition of VoltAir Systems for $11.0 million, or 1.3x revenue and 6.6x EBITDA. VoltAir strengthens Volutions Group’s

market position in the Nordic region.

Within the Air Conditioning/Cooling subsector, two pure play deals were announced or completed in 2017, representing 2.5% of HVACR

deal flow.

Notable transactions include Lindsay Goldberg’s acquisition of Big Ass Fans for $500.0 million or 2.1x revenue.

Within the Refrigeration subsector, 16 deals were announced or completed in 2017, representing 19.8% of HVACR deal flow.

Cold chain was the leader in deal flow for 2017.

Notable transactions include Nidec's acquisition of Secop (nka Nidec Global Appliance Germany) for $213.0 million. The acquisition

considerably broadens Nidec's product portfolio with sizeable synergy potential.

Within the HVAC Services subsector, 10 deals were announced or completed in 2017, representing 12.3% of HVACR deal flow.

Notable transactions include:

Cheung Kong’s acquisition of Reliance Home Comfort for $3.6 billion. The Reliance Home Comfort sale was the only instance of Chinese

investment in Consumer Products and Services in Canada for 2017, as well as the largest acquisition made by a Chinese firm in Canada

during the year. The acquisition is also the largest instance of Chinese investment in a Canadian firm based east of Alberta.

Warburg Pincus’ acquisition of Service Logic for $315 million of 1.6x revenue. Service Logic, the largest independent provider of

aftermarket maintenance, repair, and replacement services for commercial HVAC equipment and building automation and control

systems. Service Logic was previously owned by Sterling Investment Partners, where the company completed 11 acquisitions during

Sterling’s ownership.

Page 7: HVACR Q1 2018 - Capstone Headwaters · Global HVACR Market estimated to reach $122.0 billion by 2020 13.6% 2.5% 4.9% 14.8% 16.0% 19.8% 12.3% 16.0% Distributor Cooling Heating HVAC

HVACR | Q1 2018

7

Date Target Description Buyer

Implied EV

(million, USD)

Implied

EV/Revenue

Implied

EV/EBITDA Deal Synopsis

Country

HQ

09/20/17 Hudson

Designer and manufacturer of heat transfer equipment

designed to reduce heat during oil refining and liquid natural

gas production. The company's heat transfer equipment

primarily include air cooled heat exchangers and axial flow

fans, powered by fluid dynamics modeling and offered to

some of the largest processors in petroleum, chemical, gas

processing, power generation and electric utility industries,

enabling clients to predict or solve hot-air re-circulation

problems in new or existing plants.

Chart Industries $410.0 2.00x 10.0x

The company was acquired by Chart Industries

(NAS: GTLS) for $410 million on September 20,

2017. The company complements Chart's Energy

& Chemicals segment with the addition of its Fin-

Fan brand and other ACHXs which broaden E&C's

end market diversity from primarily LNG,

industrial and natural gas to include HVAC,

petrochemical and power generation.

United

States

07/04/17 Chromalox

Provider of advanced thermal technologies designed to

manage industrial heating applications. The company's

industrial heaters and systems, Heat Trace and Component

Technologies segments offer heating system for revenue-

generating industrial processes, temperature management

system for piping systems, valves and tanks and component

heating management respectively providing industries thermal

system and its management facilities.

Spirax-Sarco

Engineering$415.0 2.2x 10.9x

The company was acquired by Spirax-Sarco

Engineering (LSE: SPX) for $415 million on July 4,

2017. The purchase consideration will be financed

from new debt facilities supplied by acquirer's

existing banks.United

States

05/01/17 HT (Italy)

Manufacturer of heating products. The company's heating

products consists of cartridge heaters, positive temperature

coefficient heaters, strip heaters and heating systems including

highly engineered heating services for heating, ventilation and

air conditioning, commercial food products, packaging and

other industrial applications.

NIBE Industrier - - -

The company was acquired by NIBE Industrier

(STO: NIBE B) for an undisclosed amount on May

1, 2017. The acquisition of HT adds another well-

known brand to NIBE's European element

business providing cost synergies and commercial

advantages to the NIBE Group. Their market and

technical position and customer base will provide

yet another platform for profitable growth.

Italy

04/05/17Thermal

Transfer

Manufacturer of heat exchangers, electrostatic precipitator

components and related fabrication. The company's heat

exchangers, electrostatic precipitator components and related

fabrication uses every appropriate testing technique, including

X-ray, dye penetrant, hydrostatic and pneumatic pressure

testing and provide innovative and durable services in

industrial applications where high temperatures and corrosive

elements are present.

Wabtec $33.0 1.3x -

The company, a subsidiary of Hamon & Cie

International (BRU: HAMO) was acquired by

Wabtec (NYS: WAB) for $32.5 million on April 5,

2017. This acquisition will be an excellent

strategic fit with Wabtec's existing heat exchanger

products for rail and industrial markets. The

company offers a broad portfolio of heat transfer

solutions for niche applications, which will enable

Wabtec to diversify its product and market

applications further.

United

States

03/01/17 Kwikot

Manufacturer of hot water systems. Offers electric and solar

water heaters, heat pumps, consumables and accessories for

both domestic and industrial usage. Its products are sold in

South Africa and neighboring countries.Electrolux $247.0 3.2x -

The company was acquired by Electrolux (STO:

ELUX A) for ZAR 3.18 billion on March 1, 2017.

The acquisition broadens Electrolux home

comfort product range and offers a strong

platform for growth opportunities in Africa.

South

Africa

Source: Pitchbook

SELECT TRANSACTIONS: HEAT

Page 8: HVACR Q1 2018 - Capstone Headwaters · Global HVACR Market estimated to reach $122.0 billion by 2020 13.6% 2.5% 4.9% 14.8% 16.0% 19.8% 12.3% 16.0% Distributor Cooling Heating HVAC

HVACR | Q1 2018

8

Date Target Description Buyer

Implied EV

(million, USD)

Implied

EV/Revenue

Implied

EV/EBITDA Deal Synopsis

Country

HQ

12/28/17

Caverion

(Krantz

Germany)

Manufacturer of air distribution systems intended to provide

home ventilation. The company's products include exhaust

gas filtration, dampers, façade, cooling systems and other

related products, enabling clients to enjoy quality products.

STEAG Energy

Services- - -

The Krantz Germany business of Caverion (HEL:

CAV1V) was acquired by STEAG Energy Services

for an undisclosed amount on December 28,

2017. Divestment is in line with Caverion's new

strategy and transformation towards service

business, whereas the product business is not

Caverion's core business.

Germany

10/25/17 Modus Air

Provider of ventilation and exhaust products. The company's

ventilation and exhaust products include dust and fume

control, warm air heating plant & process tanks in mild steel

or stainless, thermoplastics, bifurcated, centrifugal fans and

exhaust ducting systems with GRP facility and scrubber units,

enabling aerospace, automobile, iron & steel and rubber

industries to get quality and cost effective ventilation and

exhaust products as per requirement.

Multi Fan

Systems- - -

The company was acquired by Multi Fan Systems

for an undisclosed amount on October 25, 2017.

The acquisition will increase Multi Fan Systems'

presence across a number of key markets and

enhance their range of services offered.

United

Kingdom

07/28/17JKF

IndustriA/S

Manufacturer of components for process ventilation and air

filtration systems. The company offers an innovative range of

fans, filters, dust collectors and ducts to companies in the

woodworking, milling, agriculture, recycling and meal

industries.

Groupe SFPI $1,056.0 - -

The company was acquired by Groupe SFPI (PAR:

SFPI) for EUR 898.43 million on July 28, 2017. The

transaction was financed mainly by a bank loan.

The acquisition strengthened Groupe SFPI's NEU

air handling unit.

Denmark

07/12/17 Viskon-Aire

Manufacturer and marketer of disposable air filtration

products. The company's air and paint filtration products are

used in a wide variety of applications in commercial and

industrial HVAC as well as paint spray booths worldwide.

Air Filtration

Holdings,

Duchossois

Capital

Management,

The Edgewater

Funds

- - -

The company was acquired by Air Filtration

Holdings, via its financial sponsors The Edgewater

Funds and Duchossois Capital Management,

through an LBO on July 12, 2017 for an

undisclosed sum.

United

States

05/29/17VoltAir

System

Manufacturer and supplier of centralized heat recovery

ventilation systems. The company develops, manufactures and

sells energy efficient air handling units based on proprietary

technology, providing both prefabricated and on-site built

AHUs with a reputation for high energy efficiency, low

maintenance costs and long service life for residential and

commercial purposes.

Volution Group $11.0 1.3x 6.6x

The company was acquired by Volution Group

(LON: FAN) for SEK 96.641 million on May 29,

2017. The acquisition will be on a debt free, cash

free basis for an initial cash consideration of SEK

79.711 million and further amount of deferred

cash consideration of SEK 16.93 million payable

as contingent on VoltAir's earnings for the year

ended 31 December 2017.

Sweden

Source: Pitchbook

SELECT TRANSACTIONS: VENTILATION/AIR FILTRATION

Page 9: HVACR Q1 2018 - Capstone Headwaters · Global HVACR Market estimated to reach $122.0 billion by 2020 13.6% 2.5% 4.9% 14.8% 16.0% 19.8% 12.3% 16.0% Distributor Cooling Heating HVAC

HVACR | Q1 2018

9

Date Target Description Buyer

Implied EV

(million, USD)

Implied

EV/Revenue

Implied

EV/EBITDA Deal Synopsis

Country

HQ

11/01/17 Calmac

Manufacturer of air-conditioning systems created to make

comfort cooling for a greener and smarter future. The

company's air-conditioning systems include energy storage

devices, cooling systems , thermal storage tanks, heat

exchangers and related cooling equipment, enabling

architects, engineers, building owners and energy utility

companies to cleaner, night-time energy while reducing the

environmental impact.

Trane - - -

The company was acquired by Trane (NYSE: TT), a

subsidiary of Ingersoll-Rand Company (NYSE: IR),

for an undisclosed amount on November 1, 2017.

This acquisition is consistent with Ingersoll Rand's

strategy to help customers solve climate and

industrial challenges including energy and fuel

efficiency, food waste and productivity.

United

States

10/24/17Big Ass

Fans

Maker of fans and lighting fixtures. The company's fans and

lighting fixtures keep large spaces that lack air conditioning,

such as factories and dairy barns, feeling cool and

comfortable.

Lindsay

Goldberg$500.0 2.1x -

The company was acquired by Lindsay Goldberg

through a $210 million LBO on October 24, 2017.

The company assumed $290 million in debt as

part of the $500 million deal.

United

States

Source: Pitchbook

SELECT TRANSACTIONS: AIR CONDITIONING/COOLING

Page 10: HVACR Q1 2018 - Capstone Headwaters · Global HVACR Market estimated to reach $122.0 billion by 2020 13.6% 2.5% 4.9% 14.8% 16.0% 19.8% 12.3% 16.0% Distributor Cooling Heating HVAC

HVACR | Q1 2018

10

Source: Pitchbook

Date Target Description Buyer

Implied EV

(million, USD)

Implied

EV/Revenue

Implied

EV/EBITDA Deal Synopsis

Country

HQ

12/20/17 Reeves Supply

Manufacturer of evaporative cooling systems. The company

provides poultry house cooling systems and evaporative

cooling systems helping poultry industry with quality,

reliability and service as per the industry specified

standards.

L.B. White

Company,

Mason Wells

- - -

The company was acquired by L.B. White

Company, via its financial sponsor Mason Well

through an LBO on December 20, 2017 for an

undisclosed amount. The combined resources of

the two companies provide customers enhanced

value through expanded product development,

geographic and market expansion capabilities.

United

States

12/07/17 Scanico

Manufacturer of industrial cooling and freezing equipment.

The company's industrial cooling and freezing equipment

include ambient spiral cooler, single stacking freezer, drum

freezer, belt freezer, spiral proofer and spiral cooker,

enabling clients to get impingement and spiral systems.

Middleby - - -

The company was acquired by Middleby

(NASDAQ: MIDD) for an undisclosed amount on

December 7, 2017. The acquisition further

broadens the capabilities of Middleby's food

processing group with a highly complementary

technology to its food processing product

portfolio.

Denmark

08/24/17

Applied

Thermal

Control

Manufacturer and supplier of cooler equipment designed to

control the thermal environment within a wide variety of

applications. The company's cooler equipment include re-

circulation chillers, water-water heat exchangers and air

blast coolers, enabling scientific instrument support market

to prevent damage to components, reduce distortion in

processes, improve repeatability and stability in analysis

and remove heat from chemical reactions.

Scientific Digital

Imaging$2.0 1.0x 8.9x

The company was acquired by Scientific Digital

Imaging (LON: SDI) for GBP 1.2 million on August

24, 2017.

United

Kingdom

07/31/17

Nidec Global

Appliance

Germany

Manufacturer of hermetic compressors intended to increase

value for their customers. The company uses leading

technology to offer compressors and other intelligent

cooling systems for refrigerators and light commercial

applications for their clients in the heating, ventilation and

air conditioning (HVAC) industry.

Nidec $213.0 0.5x -

The company was acquired by Nidec (TKS: 6594)

for EUR 185 million on July 31, 2017. The

acquisition considerably broadens Nidec's

product portfolio with sizeable synergy potential.

Germany

01/17/17Randall

Manufacturing

Developer and manufacturer of temperature zoning

products designed to meet each customer's needs and

specifications. The company's temperature zoning products

which includes refrigerated truck body products- insulated

bulkheads, center divide systems, strip doors and industrial

curtains, insulated covers and blankets enabling food

service delivery companies and owners of refrigerated

trucks and trailers deliver their products at temp.

Safe Fleet, The

Sterling Group- - -

The company was acquired by Safe Fleet, via its

financial sponsor The Sterling Group, through an

LBO on January 17, 2017 for an undisclosed sum.

United

States

SELECT TRANSACTIONS: REFRIGERATION

Page 11: HVACR Q1 2018 - Capstone Headwaters · Global HVACR Market estimated to reach $122.0 billion by 2020 13.6% 2.5% 4.9% 14.8% 16.0% 19.8% 12.3% 16.0% Distributor Cooling Heating HVAC

HVACR | Q1 2018

11

Source: Pitchbook

Date Target Description Buyer

Implied EV

(million, USD)

Implied

EV/Revenue

Implied

EV/EBITDA Deal Synopsis

Country

HQ

11/30/17

Randazzo

Mechanical

Heating &

Cooling

Provider of non-discretionary, residential heating, ventilation

and air conditioning replacement and maintenance services.

The company services & replaces furnaces, air conditioning

units, humidifiers, thermostats, water heaters and other

ancillary units.

Five Points

Capital North

Branch Capital ,

Schroder Adveq

Management,

Standard Life

Aberdeen

- - -

The company was acquired by North Branch

Capital, Standard Life Aberdeen, Schroder Adveq,

Five Points Capital and its management through

an LBO on November 30, 2017 for an undisclosed

sum.

United

States

07/31/17Service

Logic

Provider of heating, ventilation and air conditioning

maintenance services. The company offers services such as

preventative maintenance, repair and up-gradation through

its co-branded business units Engineered Cooling Systems,

FacilitTech, Midwest Mechanical, Piedmont Service Group,

PSR Mechanical and Tolin Mechanical for commercial,

industrial and institutional customers.

Warburg Pincus $315.0 1.6x -The company was acquired by Warburg Pincus

through a $315 million LBO on July 31, 2017.

United

States

07/13/17

Reliance

Home

Comfort

Provider of residential and commercial energy saving

services. The company sells, rents and maintains heating,

ventilation, air conditioning equipment, furnaces, HVAC

heating and cooling systems, water heaters. It also offers

plumbing services, protection plans, installation,

maintenance and other related services.

Cheung Kong $3,615.0 - -

The company was acquired by Cheung Kong .

This acquisition is significant for two reasons:

first, according to the China Institute's Investment

Tracker Database, the Reliance Home Comfort

sale was the only instance of Chinese investment

in Consumer Products and Services in Canada for

2017, and the largest acquisition made by a

Chinese firm in Canada so far this year.

Canada

05/10/17Coenen

Mechanical

Provider of mechanical, plumbing, HVAC and engineering

designing services. The company's fabrication and

installation of process piping systems and sheet metal along

with maintenance services are offered to clients in pulp and

paper, food, converting and packaging, water treatment and

general industry.

Dunes Point

Capital,

Industrial

Group Holdings

- - -

The company was acquired by Industrial Group

Holdings, via its financial sponsor Dunes Point

Capital, through an LBO on May 10, 2017 for an

undisclosed amount.

United

States

01/17/17 Hetsco

Provider of aluminum heat exchanger repairs, specialized

welding on hydrogen reformers, cold box refurbishments, fin

sampling, cold box inspections, source inspections for brazed

aluminum heat exchangers and engineering consulting

services. The company offers shop fabrication services,

including on-site or shop fabrication of aluminum and

stainless steel process piping, unfired pressure vessels and

welded assemblies. It also has weld procedures for various

materials, such as aluminum, carbon steel, low alloy steels,

stainless steel and nickel base alloy.

Chart Industries $22.0 - -

The company was acquired by Chart Lifecycle, a

subsidiary of Chart Industries (NASDAQ:GTLS) for

$22 mm. The Hetsco and Chart Lifecycle

combined business will focus on extending

equipment lifespan by offering services from

installation/start-up, operations/maintenance,

training/support, monitoring, process

optimization, repair/maintenance and extended

warranty. This acquisition supplements Chart's

current offering by bringing a full suite of welding

services for industrial gas and gas processing

facilities.

United

States

SELECT TRANSACTIONS: SERVICES

Page 12: HVACR Q1 2018 - Capstone Headwaters · Global HVACR Market estimated to reach $122.0 billion by 2020 13.6% 2.5% 4.9% 14.8% 16.0% 19.8% 12.3% 16.0% Distributor Cooling Heating HVAC

HVACR | Q1 2018

12

According INDA’s data and forecast analysis, the strength of the economy

and demographic trends are significant drivers of demand within the

North American nonwoven industry.

Growth is expected to be driven by positive momentum in many of

filtration’s key drivers including: heightened consumer awareness and

sensitivity to pollution, increasingly stringent legislation and regulatory

controls, growth in the transportation market, and continued strength in

both residential and non-residential construction.

Disposable nonwoven sales to end users in North America are forecast to

increase to 2.2 million tons, a 2.3% annual growth.

Given the nonwoven industry is well poised for significant growth across

end-markets, M&A appetite has been high for non-woven companies.

Both paper companies such as Glatfelter and Neenah, and adjacent

companies, such as Berry Plastics and AstenJohnson have actively been

making acquisitions in the space.

Filtration Sales in North America:

Percentage Growth Since 2011

Source: INDA, Association of the Nonwoven Fabrics Industry North

American Nonwovens Industry Outlook Report Contact Brad Kalil

5.1%

5.8%

4.6%

5.6%

2011 2016 2021f

Liquid Filtration Air Filtration

CASE STUDY: NONWOVEN FABRIC FILTRATION PRODUCTS

Absorbent

Hygiene

Wipes

Filtration

Medical/

Surgical

Other

Disposable

Applications

-3%

-2%

-1%

0%

1%

2%

3%

4%

5%

0% 1% 2% 3% 4% 5%

Absorbent

Hygiene

CA

GR

(2011-2

016)

CAGR (2016-2021 Forecast)

Historical & Forecast in Tonnes of Nonwoven Demand by End-Use

Filtration

Page 13: HVACR Q1 2018 - Capstone Headwaters · Global HVACR Market estimated to reach $122.0 billion by 2020 13.6% 2.5% 4.9% 14.8% 16.0% 19.8% 12.3% 16.0% Distributor Cooling Heating HVAC

HVACR | Q1 2018

13

Headquartered in Lexington, Kentucky, Amteck is one of the most prominent design/build electrical firms

headquartered in the Southeast. Its turnkey electrical services capabilities cover engineering and design, the

prefabrication of devices and contracting as well as specialty services such as managed maintenance

programs, cabling and fire alarm services. The company has national footprint supporting the expansion

efforts of a leading client base across various industries.

A second generation business, the majority owner was seeking an investment partner in order to achieve

some liquidity but also wanted to continue an active role in the business going forward. Capstone was hired

to run a process to find the right partner for the business for a majority recapitalization.

Capstone managed a marketing process for the owners and targeted private equity groups interested in the

engineering, construction and electrical services sectors.

The company was recapitalized by Trive Capital, a Dallas-based private equity firm which is an experienced

investor in the engineering and construction sector. Trive emerged as the most credible potential partner and

appeared to have the acumen and operational experience needed to help Amteck best tackle its growth

initiatives.

CASE STUDY: AMETECK

Absorbent

Hygiene

has been acquired by

Page 14: HVACR Q1 2018 - Capstone Headwaters · Global HVACR Market estimated to reach $122.0 billion by 2020 13.6% 2.5% 4.9% 14.8% 16.0% 19.8% 12.3% 16.0% Distributor Cooling Heating HVAC

HVACR | Q1 2018

14

FIRM TRACK RECORD

has been acquired byhas been acquired byhas acquired

has been acquired by

an asset of

has recapitalized withhas been acquired by

has acquired

and

Admiral Valve, LLC

has been acquired by

Page 15: HVACR Q1 2018 - Capstone Headwaters · Global HVACR Market estimated to reach $122.0 billion by 2020 13.6% 2.5% 4.9% 14.8% 16.0% 19.8% 12.3% 16.0% Distributor Cooling Heating HVAC

HVACR | Q1 2018

15

Len LaPorta Managing Director

[email protected] | 203-813-3880 x203

Len has developed significant relationships with global manufacturing firms and financial sponsors focused in the industrial and

manufacturing sectors. Prior to becoming a banker, he focused on deal generation for several financial sponsors seeking platform

acquisitions involving highly-engineered products. Len has carved out a niche within the sector by focusing on US, Switzerland and

German-based firms.

Earlier in his career Len founded Crystal R&D, an FDA registered precision contract manufacturer focused on aerospace and medical device

sectors. Through acquisitions, he transformed the firm's operations and quality systems and was named a global supplier to C.R. Bard in

2006. Len's firm utilized the latest CNC machines to manufacture exacting tolerance components for the Bard Salute Laparoscopic

Disposable Fixation Device. Len personally revamped the entire supply chain over several years to provide scalability in becoming a world-

class manufacturer.

Len received his undergraduate degree from the US Naval Academy in 1987 and served with distinction as a Surface Warfare Officer for six

years. He received his MBA from Boston College.

Hilary MorrisonVice President

[email protected] | 917-763-0121

Hilary Morrison is a Vice President in the Manufacturing and Industrials Group, bringing 10+ years of experience spanning Investment

Banking and Equity Research.

Prior to Capstone Headwaters, Hilary worked as a Vice President on the #1 rated Textile Manufacturing team at Lehman Brothers. She has

significant public company expertise with a focus on Industrials and Manufacturing M&A and carve-outs. She has also worked on

numerous strategic advisory and company valuation assignments.

Hilary graduated from Texas Christian University - M.J. Neeley School of Business, where she received her degree in International Finance

and French.

HVACR REPORT CONTRIBUTORS

Page 16: HVACR Q1 2018 - Capstone Headwaters · Global HVACR Market estimated to reach $122.0 billion by 2020 13.6% 2.5% 4.9% 14.8% 16.0% 19.8% 12.3% 16.0% Distributor Cooling Heating HVAC

16

EXTENDED INDUSTRIAL MANUFACTURING TEAM

Ted PolkManaging Director

312-674-4531

[email protected]

Darin GoodManaging Director

303-549-5674

[email protected]

Ian CooksonManaging Director

617-470-9338

[email protected]

Lisa TolliverDirector

312-674-4532

[email protected]

Tracy PatchDirector

949-460-6432

[email protected]

Mike SchumacherManaging Director

917-789-2513

[email protected]

Doug UsiferManaging Director

908-432-7792

[email protected]

David BenchManaging Director

949-460-6431

[email protected]

Page 17: HVACR Q1 2018 - Capstone Headwaters · Global HVACR Market estimated to reach $122.0 billion by 2020 13.6% 2.5% 4.9% 14.8% 16.0% 19.8% 12.3% 16.0% Distributor Cooling Heating HVAC

www.capstoneheadwaters.com

Capstone Headwaters is an elite investment banking firm dedicated to serving the corporate finance needs of middle market business owners, investors and

creditors. Capstone Headwaters provides merger & acquisition, private placement, corporate restructuring and financial advisory services across 16 industry verticals

to meet the lifecycle needs of emerging enterprises. Headquartered in Boston, MA and Denver, CO, Capstone Headwaters has 20 offices in the US, UK and Brazil

with a global reach that includes over 300 professionals in 34 countries.

UNITED STATES150+ professionals

18 offices

Atlanta • Boston • Boise

Burlington • Chicago • Dallas

Denver • Greenwich • Houston

Los Angeles • New York • Orange

County • Philadelphia • San Diego

San Francisco • St Louis • Tampa

Washington DC

BUILT FOR THE MIDDLE MARKET

INTERNATIONAL300+ professionals

37 offices in 35 countries

Argentina • Belgium • Brazil

Canada • Chile • China • Colombia

Croatia • Czech Republic • Denmark • Egypt

Finland • France • Germany • Hungary • India

Ireland • Italy • Japan • Mexico • Morocco

Netherlands • Norway • Peru • Poland • Russia

Spain • Sweden • Switzerland • Turkey

United Arab Emirates • United Kingdom

United States • Vietnam