energy services (es) market - kpmg · the decline in yieldco performance and the availability of...

21

Upload: others

Post on 10-Jul-2020

0 views

Category:

Documents


0 download

TRANSCRIPT

Page 1: Energy Services (ES) Market - KPMG · The decline in YieldCo performance and the availability of debt financing were the driving forces of the decline. Public Market Performance During
Page 2: Energy Services (ES) Market - KPMG · The decline in YieldCo performance and the availability of debt financing were the driving forces of the decline. Public Market Performance During

Source: Capital IQ, Energy InformationAdministration,Baker Hughes Rig Count

2 / ENERGY M&A NEWSLETTER – Q1 2016 ©2016 KPMG Corporate Finance LLC, a Delaware limited liability company. Member FINRA and SIPC. KPMG Corporate Finance LLC is a subsidiary of KPMG LLP, a Delaware limited liability partnership and theU.S. member firm of the KPMG networkof independentmember firms affiliatedwith KPMG InternationalCooperative("KPMGInternational"),a Swiss entity.All rights reserved.

Commodity price volatility has continued to impact the M&A activity in the

Global Energy industry at the beginning of 2016. However, stabilizing oil

prices in the second half of Q1 2016 are helping to offset downward reserve

valuations and are expected to produce M&A opportunities in the industry

over the coming quarters of 2016.

The recent surge in energy company bankruptcies and a market filled with

distressed assets is likely to pressure the aspiring sellers to overcome the

valuation gap and hence prove to be a boon for the buyers trying to

reposition their portfolio to their strengths.

Global M&A activity across the Energy industry fell to 410 transactions in

Q1 2016, compared to 542 in Q4 2015 and 472 transactions in Q1 2015.

However, the transaction value increased considerably during Q1 2016 with

$119 billion compared to $107 billion in Q4 2015 and $67 billion in Q1 2015.

Power (PWR) Market

With the fall in U.S. average monthly power prices by 12% to $22.2 per

MWh, the U.S. Power sector witnessed a decline of 16% in the deal volume

on Year-over-year (YoY) basis with 41 transactions in Q1 2016 as compared

to 49 transactions in Q1 2015.

Oil & Gas (O&G) Market

The U.S. Oil & Gas sector was plagued by falling oil prices in the past year

with West Texas Intermediate (WTI) declining 28% from the beginning of

Q1 2015 to the end of Q1 2016. M&A volume in the sector fell 27% on YoY

basis with 61 transactions in Q1 2016, compared to 84 transactions in Q1

2015.

Energy Services (ES) Market

With the U.S. rig count down over 55% in the last year, the U.S. Energy

Services sector was impacted by the same woes as the Oil & Gas sector.

However, deal volume observed no change on a YoY basis with 15

transactions in the Energy Services market in both Q1 2015 and Q1 2016.

CleanTech Market (CT)

M&A activity in the U.S. CleanTech sector declined from 33 transactions in

Q1 2015 to 20 transactions in Q1 2016. The decline in YieldCo performance

and the availability of debt financing were the driving forces of the decline.

Public Market Performance

During Q4 2015, KPMG’s Energy index was up 3.7% compared to the S&P

500 (SPX) at 0.8%. The best performing sector was Power, witnessing an

increase of 12.9%, followed by Energy Services, up 1.3%, Oil & Gas, up

0.8% and Cleantech, with no change. Year-over-year (YoY) returns for SPX,

PWR, O&G, ES and CleanTech were (0.4%), 4.5%, (20.1%), (21.3%) and

(1.9%), respectively. For the Q1 2016 period, Independent Power Producers

was the top performing subsector (+17%) while Refining & Marketing was

the poorest performing subsector (-13%). CleanTech was the top

performing subsector YoY (+14%) and YieldCos was the poorest performing

subsector YoY (-42%).

Page 3: Energy Services (ES) Market - KPMG · The decline in YieldCo performance and the availability of debt financing were the driving forces of the decline. Public Market Performance During

30%

44%

11%

15% Power (PWR)

Oil & Gas (O&G)

Energy Services (ES)

CleanTech (CT)

DE

AL

V

OL

UM

E*

DE

AL

V

ALU

E*

DEAL VOLUME – Q1 2016

* Percent representsquarterlychangefrom January 1, 2016 to March 31, 2016

137 transactions

273 transactions

United States

International

DEAL VALUE – Q1 2016

$57 billion

$62 billion

United States

International

Un

ited

Sta

tes

Inte

rnati

on

al

U.S. DEAL VOLUME BY SECTOR – Q1 2016

137

3-MO STOCK PRICE PERFORMANCE1

-YR

RE

LA

TIV

ER

ET

UR

N

34%

RIG

CO

UN

T*

Inte

rnati

on

al

464

Un

ited

Sta

tes

3%

Crude Oil: OK WTI Spot Price

Dollars per Barrel

$37.99

1,25522%

Natural Gas: Henry Hub Spot Price

Dollars per Million Btu

$1.78

INDUSTRY BENCHMARKS*

1%

U.S. Oil ProductionThousand Barrels per

Day

9,179

32%

U.S. Gas StorageBillion Cubic Feet (Bcf)

2,468

8%

Power DemandThousand MWh

318,075

2%12%

Power Prices: Select Major ISOs

$/MWh

$22.22

60

A-15 J-15

COMMODITIES AND PRICING*

26% 23%

20% 5%

Q1 2016 vs. Q4 2015

70

100

90

80

110

120

O-15 J-16CLEANTECH SPX

Q4

15

,1

1.7

x

Q4

15

,1

2.1

x

PWR O&G

CleanTech SPX

Source: Capital IQ, Energy InformationAdministration,Baker Hughes Rig Count

3 / ENERGY M&A NEWSLETTER – Q1 2016 ©2016 KPMG Corporate Finance LLC, a Delaware limited liability company. Member FINRA and SIPC. KPMG Corporate Finance LLC is a subsidiary of KPMG LLP, a Delaware limited liability partnership and theU.S. member firm of the KPMG networkof independentmember firms affiliatedwith KPMG InternationalCooperative("KPMGInternational"),a Swiss entity.All rights reserved.

ES

12.9%

0.8%1.3%

0.0%0.8%

PWR O&G ES

Q4

15

,7

.5x

Q4

15

,1

4.7

x

Q1

16

,1

2.3

x

Q1

16

,1

0.1

x

Q1

16

,1

1.1

x

Q1

16

,1

3.8

x

Independent Exploration & Power Producers Production

ES CLEANTECH

PUBLIC VALUATIONS (TEV/EBITDA)

Page 4: Energy Services (ES) Market - KPMG · The decline in YieldCo performance and the availability of debt financing were the driving forces of the decline. Public Market Performance During

$-

$50

$100

$150

$200

$250

$300

$350

0

100

200

300

400

500

600

700

800

Source: Capital IQ

4 / ENERGY M&A NEWSLETTER – Q1 2016 ©2016 KPMG Corporate Finance LLC, a Delaware limited liability company. Member FINRA and SIPC. KPMG Corporate Finance LLC is a subsidiary of KPMG LLP, a Delaware limited liability partnership and theU.S. member firm of the KPMG networkof independentmember firms affiliatedwith KPMG InternationalCooperative("KPMGInternational"),a Swiss entity.All rights reserved.

Q1 Q3 Q1 Q3 Q1 Q3 Q1 Q3 Q1 Q3 Q1 Q3 Q1 Q3 Q1 Q3 Q1 08 08 09 09 10 10 11 11 12 12 13 13 14 14 15 15 16

US TRX INTL TRX Total Value

$ b

illion

s

No

. T

ran

sact

ion

s

The significant decline in oil prices continued to impact the M&A activity in the

global Energy industry in the first quarter of 2016.

Quarterly transaction volume decreased from 542 transactions in Q4 2015 to

410 in Q1 2016, representing a decline of 24%. However, quarterly transaction

value increased by 12%, from $107 billion in Q4 2015 to $119 billion in Q1 2016.

Acquisitions of U.S. targets accounted for 48% of total transaction value in Q1

2016, up slightly from 44% in Q4 2015. In terms of deal volume, U.S. targets

accounted for 33% of total M&A activity in Q1 2016, comparable to the share of

U.S. targets in Q4 2015 with 34%.

International deal volume decreased from 356 transactions in Q4 2015 to 273 in

Q1 2016, representing a decline of 23%. Although, the international deal value

witnessed slight increase of 5% from Q4 2015 with $59 billion to $62 billion in

Q1 2016.

Energy M&A Volume & Value

Recent M&A Transactions

Date Target Buyer Value ($MM)

03/20/2016 Bankers Petroleum Ltd. Geo-Jade Petroleum Corporation $560

03/17/2016 Columbia Pipeline Group, Inc. Transcanada Pipeline USA Ltd. $14,006

03/16/2016 Reliance Infrastructure Ltd, (Power generation and supply businesses)

Reliance Electric Generation and Supply Private Ltd

$933

02/25/2016 GDF SUEZ Energy North America, Inc.

Dynegy Inc.; Energy Capital Partners

$3,300

02/25/2016 ENGIE SA, 1.4GWHydroelectric Assets Portfolio

Public Sector Pension Investment Board

$1,200

02/25/2016 Summit Utica and Meadowlark and Tioga Midstream

Summit Midstream Partners $1,260

02/24/2016 Springfield Pipeline LLC Western Gas Operating, LLC $753

02/09/2016 ITC Holdings Corp. Fortis Inc. $11,478

02/09/2016 WPX Energy Rocky Mountain, LLC

Terra Energy Partners LLC $910

02/09/2016

The Empire DistrictElectric Company

Liberty Utilities (Central) Co. $2,398

02/05/2016

GLID Wind Farms TopCo Limited BlackRock, Inc.; UK Green Investment Bank PLC

$612

02/04/2016

EEW Energy from Waste GmbH Beijing Enterprises Holdings Ltd. $1,608

02/01/2016

Questar Corporation Dominion Resources, Inc. $6,109

01/20/2016

Capstone Infrastructure Corporation

Irving Infrastructure Corp. $1,479

03/22/2016

Linn Energy, LLC Linn Co, LLC $9,160

01/13/2016 Isagen S.a. E.s.p. Brookfield Colombia Investments LP

$3,162

Page 5: Energy Services (ES) Market - KPMG · The decline in YieldCo performance and the availability of debt financing were the driving forces of the decline. Public Market Performance During

30%

24%

$-

$5

$10

$15

$20

$25

$30

$35

0

10

20

30

40

50

60

70

Q1 Q3 Q1 Q3 Q1 Q3 Q1 Q3 Q1 08 08 09 09 10 10 11 11 12

Q3 Q1 Q3 Q1 12 13 13 14

Q3 Q1 Q3 Q1 14 15 15 16

$ b

illion

s

No

. T

ran

sact

ion

s

Deal Volume Total Value

Source: Capital IQ

5 / ENERGY M&A NEWSLETTER – Q1 2016 ©2016 KPMG Corporate Finance LLC, a Delaware limited liability company. Member FINRA and SIPC. KPMG Corporate Finance LLC is a subsidiary of KPMG LLP, a Delaware limited liability partnership and theU.S. member firm of the KPMG networkof independentmember firms affiliatedwith KPMG InternationalCooperative("KPMGInternational"),a Swiss entity.All rights reserved.

In Q1 2016, there were 41 M&A transactions in the U.S. Power sector valued at

approximately $25.9 billion. This represents a minor decrease in deal volume

from 45 transactions in Q4 2015 and an year-over-year decline from 49

transactions in Q1 2015. However, deal value in Q1 2016 witnessed a 107% rise

from $12.5 billion in Q4 2015, driven largely by Fortis Inc. announced

acquisition of ITC Holdings Corp.

Fortis Inc. announced the acquisition of ITC Holdings Corp.

On February 9, Fortis Inc. announced its plan of merger pursuant to which Fortis

will acquire ITC Holdings Corp. in a transaction valued at approximately $11.4

billion. Under the terms of the transaction, ITC shareholders would receive

$22.57 in cash and 0.7520 Fortis shares per ITC share. Following the acquisition,

ITC will continue as a stand-alone transmission company, retaining its focus on

growth and it would benefit from a broader platform that will support its

mission to modernize electrical infrastructure in the U.S. The Acquisition

represents an opportunity for Fortis to significantly diversify its business in

terms of regulatory jurisdictions, business risk profile and regional economic

mix.

Dominion Resources Inc. to merge with Questar Corporation

On February 1, Dominion Resources Inc. entered into an agreement to buy

Questar Corp. for approximately $4.4 billion in an all-cash transaction. The

combined company would serve about 2.5 million electric utility customers and

2.3 million gas utility customers in seven states. It also would operate more

than 15,500 miles of natural gas transmission, gathering and storage pipelines,

and approximately 24,300 MW of generation. The acquisition is expected to be

well-aligned with Dominion's existing strategic focus on core regulated energy

infrastructure operations and will improve Dominion's balance between electric

and gas operations and provide enhanced scale and diversification into

Questar's regulatory jurisdictions.

Power M&A Volume & Value

M&A Activity by Sector: Power

Q1 2016

Q4 2015

Page 6: Energy Services (ES) Market - KPMG · The decline in YieldCo performance and the availability of debt financing were the driving forces of the decline. Public Market Performance During

56%

45%

$-

$20

$40

$60

$80

$100

$120

$140

0

25

50

75

100

125

150

175

Q1 Q3 Q1 Q3 Q1 Q3 Q1 Q3 Q1 Q3 Q1 Q3 Q1 Q3 Q1 Q3 Q1 08 08 09 09 10 10 11 11 12 12 13 13 14 14 15 15 16

Deal Volume Total Value

Source: Capital IQ

6 / ENERGY M&A NEWSLETTER – Q1 2016 ©2016 KPMG Corporate Finance LLC, a Delaware limited liability company. Member FINRA and SIPC. KPMG Corporate Finance LLC is a subsidiary of KPMG LLP, a Delaware limited liability partnership and theU.S. member firm of the KPMG networkof independentmember firms affiliatedwith KPMG InternationalCooperative("KPMGInternational"),a Swiss entity.All rights reserved.

$ b

illion

s

No

. T

ran

sact

ion

s

In Q1 2016, there were 61 M&A transactions in the U.S. Oil & Gas sector

valued at around $29 billion. This represents a 41% fall in deal volume from

104 transactions in Q4 2015 while an year-over-year decline of 27% with 84

transactions in Q1 2015. The deal value increased by 11% in Q1 2016 as

compared to $26 billion in Q4 2015. Oil & Gas M&A activity accounted for

45% of total transaction volume in the U.S. Energy industry in Q1 2016

compared to 56% in Q4 2015 and 46% in Q1 2015. As the oil markets remain

volatile, the industry has witnessed asset acquisitions in recent past. Asset

acquisitions or outright merger are expected to continue in 2016 as the big

players might be opportunistic.

TransCanada Corp. to acquire Columbia Pipeline Group for $13 billion

On March 17, TransCanada Corp. announced the acquisition of Columbia

Pipeline Group Inc. for approximately $13 billion, including the assumption

of $2.8 billion in debt. The acquisition would result in a combined $23 billion

portfolio of secured, near-term growth projects. The deal would give

TransCanada the opportunity to invest in the growing network of regulated

natural gas pipeline and storage assets in the Marcellus and Utica shale gas

regions and the combined assets are expected to create a 91,000-kilometre

(57,000-mile) natural gas pipeline system.

Terra Energy Partners announced the acquisition of WPX Energy Rocky

Mountain

On February 9, Terra Energy Partners announced the acquisition of WPX

Energy Rocky Mountain from WPX Energy for $910 million in cash. The

deal, which is expected to close in the second quarter of 2016, is being

backed by a $800 million equity commitment from Kayne Private Energy

Income Fund and New York-based Warburg Pincus, which are equal

partners in the deal.

Oil & Gas M&A Volume & Value

M&A Activity by Sector: Oil & Gas

Q1 2016

Q4 2015

Page 7: Energy Services (ES) Market - KPMG · The decline in YieldCo performance and the availability of debt financing were the driving forces of the decline. Public Market Performance During

8%11%

$-

$7

$14

$21

$28

$35

$42

$49

0

6

12

18

24

30

36

42

Q1 Q3 Q1 Q3 Q1 Q3 Q1 Q3 Q1 08 08 09 09 10 10 11 11 12

Q3 Q1 Q3 Q1 Q3 Q1 Q3 Q1 12 13 13 14 14 15 15 16

$ b

illion

s

No

. T

ran

sact

ion

s

Deal Volume Total Value

Source: Capital IQ

7 / ENERGY M&A NEWSLETTER – Q1 2016 ©2016 KPMG Corporate Finance LLC, a Delaware limited liability company. Member FINRA and SIPC. KPMG Corporate Finance LLC is a subsidiary of KPMG LLP, a Delaware limited liability partnership and theU.S. member firm of the KPMG networkof independentmember firms affiliatedwith KPMG InternationalCooperative("KPMGInternational"),a Swiss entity.All rights reserved.

Deal flow in the U.S. Energy Services sector increased marginally in Q1

2016 with 15 transactions as compared to 14 transactions in Q4 2015.

However, the deal value increased drastically from $189 million in Q4 2015

to a total deal value of $1,514 million in Q1 2016, led by Keane Group’s

acquisition of Trican Well Service. Depressed oil prices and additional

spending cuts at exploration and production companies continue to

pressure services firms revenue and cash flow in 2016. Equipment

overcapacity may lead energy services companies to explore the option of

financial restructuring.

Keane Group bought Trican’s U.S. pressure pumping business for $200

million

On January 1, Trican Well Service Ltd. announced that it has entered into a

definitive agreement with Keane Group, a privately-held, U.S. based well

completion services company for the sale of Trican's United States pressure

pumping business. The transaction was closed on March 16, for a purchase

price of $200 million. In addition to the cash consideration, Trican has

received 10% of the shares of Keane Group Holdings, LLC, as well as certain

economic interests in Keane.

Marlin Services acquired by an affiliate of Gulf Coast Specialty Energy

Services

On March 9, an affiliate of Gulf Coast Specialty Energy Services (GCSES),

which is a portfolio company owned by Grey Mountain Partners acquired

Marlin Services, LLC. Marlin is a leading provider of services for the energy

industry, particularly focused on providing pipeline maintenance and repair,

metal fabrication, and specialty coating services in the Gulf Coast region.

Energy Services M&A Volume & Value

M&A Activity by Sector: Energy Services

Q1 2016

Q4 2015

Page 8: Energy Services (ES) Market - KPMG · The decline in YieldCo performance and the availability of debt financing were the driving forces of the decline. Public Market Performance During

12%15%

$-

$10

$20

$30

$40

$50

$60

$70

0

15

30

45

60

75

90

105

Q1 Q3 Q1 Q3 Q1 Q3 Q1 Q3 Q1 Q3 Q1 Q3 Q1 Q3 Q1 Q3 Q1 08 08 09 09 10 10 11 11 12 12 13 13 14 14 15 15 16

Deal Volume Total Value

Source: Capital IQ and CleanTech.com

8 / ENERGY M&A NEWSLETTER – Q1 2016 ©2016 KPMG Corporate Finance LLC, a Delaware limited liability company. Member FINRA and SIPC. KPMG Corporate Finance LLC is a subsidiary of KPMG LLP, a Delaware limited liability partnership and theU.S. member firm of the KPMG networkof independentmember firms affiliatedwith KPMG InternationalCooperative("KPMGInternational"),a Swiss entity.All rights reserved.

$ b

illion

s

No

. T

ran

sact

ion

s

CleanTech M&A Volume & Value

M&A Activity by Sector: CleanTech

Q1 2016

Q4 2015

CleanTech sector in the U.S. witnessed 20 M&A transactions in Q1 2016,

however the deal value stayed quite low at approximately $805 million. This

represents a steep decline of 86% in deal value and a decline of 13% in deal

volume in Q1 2016 as compared to Q4 2015.

Southern Company announced the acquisition of PowerSecure International,

Inc.

On February 24, Southern Company signed a definitive agreement to acquire

PowerSecure International, Inc. The deal was worth a purchase price of

approximately $431 million. Under the deal, PowerSecure holders will receive

$18.75 per share.

“As energy technologies and customer expectations continue to evolve, the

electric utility business model is increasingly expanding beyond the meter.

With the addition of PowerSecure to Southern Company, we're extending our

commitment to create America's energy future by tapping into industry-

leading expertise to deliver cutting-edge solutions to energy consumers

nationwide“, said Southern Company Chairman, President and CEO Thomas

A. Fanning.

Veolia announced the acquisition of Kurion

On February 3, French water and waste group Veolia announced the

acquisition of U.S. nuclear waste clean-up company Kurion for $350 million.

According to Veolia, the new business is expected to contribute an annual

revenue of $350-400 million by 2020, including about $250 million from waste

treatment and $100-150 from decommissioning nuclear installations. The

acquisition is in line with Veolia's strategy in the nuclear cleanup sector with

the expansion of its portfolio of services to the nuclear industry and develop

an integrated offer in nuclear facility cleanup and treatment of low and

medium-level radioactive waste.

Page 9: Energy Services (ES) Market - KPMG · The decline in YieldCo performance and the availability of debt financing were the driving forces of the decline. Public Market Performance During

Source: Capital IQ and CleanTech.com

9 / ENERGY M&A NEWSLETTER – Q1 2016 ©2016 KPMG Corporate Finance LLC, a Delaware limited liability company. Member FINRA and SIPC. KPMG Corporate Finance LLC is a subsidiary of KPMG LLP, a Delaware limited liability partnership and theU.S. member firm of the KPMG networkof independentmember firms affiliatedwith KPMG InternationalCooperative("KPMGInternational"),a Swiss entity.All rights reserved.

STOCK PRICE (% change) P/E (as of) TEV / LTM EBITDA (as of) TEV / LTM Revenue (as of)

Midstream MLPs

9% (1%) (36%) 29.0x 26.4x 33.2x 35.0x 13.4x 12.6x 27.5x 18.6x 9.6x 9.1x 9.6x 10.2x

POWER 1-month 3-month 12-month 3/31/2016 last month last quarter last year 3/31/2016 last month last quarter last year 3/31/2016 last month last quarter last year

IndependentPower Producers 16% 17% (10%) 30.3x 25.0x 16.8x 33.5x 10.9x 10.5x 9.8x 11.6x 3.7x 3.6x 3.3x 3.2x

Renewables 8% 9% 0% 22.9x 24.1x 25.6x 32.6x 13.9x 13.4x 13.4x 14.0x 7.1x 7.8x 7.9x 10.3x

Utilities 8% 13% 9% 21.2x 19.7x 18.8x 22.4x 10.5x 10.0x 9.6x 10.3x 3.7x 3.5x 3.2x 3.2x

YieldCos

OIL & GAS

7% (6%) (42%) 49.7x 46.0x 96.2x 109.1x 13.8x 13.2x 14.2x 21.0x 9.6x 9.2x 9.8x 13.7x

Exploration & Production 19% 11% (27%) 104.7x 90.9x 30.2x 22.2x 10.6x 9.3x 6.6x 6.0x 5.5x 4.9x 4.3x 4.3x

Integrated Oils 8% 2% (13%) 46.0x 43.8x 43.2x 16.7x 10.4x 9.9x 8.3x 5.1x 1.9x 1.9x 1.7x 1.3x

Refining & Marketing

ENERGY SERVICES

8% (13%) (18%) 13.5x 13.0x 10.1x 14.8x 6.0x 5.7x 6.0x 7.2x 0.7x 0.7x 0.7x 0.6x

Drillers 16% (2%) (33%) 10.0x 8.7x 19.5x 9.6x 4.4x 4.0x 4.0x 4.8x 1.9x 1.8x 1.8x 2.1x

Engineering & Construction 11% (2%) (13%) 27.9x 20.1x 30.0x 14.8x 8.1x 7.4x 8.7x 8.9x 0.5x 0.4x 0.5x 0.5x

Equipment 7% 2% (10%) 57.9x 55.9x 19.9x 12.7x 10.0x 10.3x 9.0x 7.0x 1.2x 1.1x 1.1x 1.2x

Large Cap OFS 5% 2% (21%) 45.2x 44.0x 68.8x 15.6x 12.3x 11.4x 8.2x 6.8x 1.8x 1.7x 1.5x 1.5x

Mid Cap OFS 18% (0%) (31%) 34.8x 29.0x 53.1x 18.7x 20.9x 19.8x 7.6x 6.1x 1.3x 1.2x 1.1x 1.2x

CLEANTECH

CleanTech 11% 2% 14% 32.0x 27.8x 28.0x 30.8x 13.8x 13.1x 14.7x 13.9x 2.1x 2.0x 2.2x 2.2x

Page 10: Energy Services (ES) Market - KPMG · The decline in YieldCo performance and the availability of debt financing were the driving forces of the decline. Public Market Performance During

12-Month Relative Return

Multiples Comparison

110

100

90

80

70

60

120

A-15 M-15 J-15 J-15 A-15 S-15 O-15 N-15 D-15 J-16 F-16 M-16

Re

lati

ve

Re

turn

(%)

PWR O&G ES CleanTech SPX

14.2x

9.2x

6.7x

13.9x

11.7x 12.1x

7.5x

14.7x

11.8x

9.4x

10.6x

13.1x12.3x

10.1x

11.1x

13.8x

6x

4x

2x

0x

8x

10x

12x

14x

16x

Independent Power Producers Exploration & Production

last year last quarter

ES CLEANTECH

TE

V/

LT

M E

BIT

DA

last month 3/31/2016

Source: Capital IQ and CleanTech.com

10 / ENERGY M&A NEWSLETTER – Q1 2016 ©2016 KPMG Corporate Finance LLC, a Delaware limited liability company. Member FINRA and SIPC. KPMG Corporate Finance LLC is a subsidiary of KPMG LLP, a Delaware limited liability partnership and theU.S. member firm of the KPMG networkof independentmember firms affiliatedwith KPMG InternationalCooperative("KPMGInternational"),a Swiss entity.All rights reserved.

Page 11: Energy Services (ES) Market - KPMG · The decline in YieldCo performance and the availability of debt financing were the driving forces of the decline. Public Market Performance During

100,000

150,000

J F M A M J J A S O N D

Pe

ak

Lo

ad

(MW

)$80

250,000

$60

200,000$40

300,000

350,000

F M A M J J A S O N D

Po

we

rP

rice

($

/MW

h)

Gross Monthly Peak Load for Select Major ISOs (MW)

2012 2013 2014 2015 2016

$-

$20

$100

$120

J

Average Monthly Power Prices for Select Major ISOs ($/MWh)

2012 2013 2014 2015 2016

$-

J A S O N D

Na

tura

lG

as

($/M

MB

tu)

$2

20%$1

$3

$4

$6

35%

$5

J F M A M J15%

25%

30%

J F M A M J J A S O N D

%o

fT

ota

l U

.S. G

en

era

tio

n

2014

Natural Gas Spot Prices ($/MMBtu) Natural Gas as % of U.S. Power Generation

$7 40%2012 2013 2014 2015 2016 2012 2013

Source: Capital IQ, Energy InformationAdministration,Baker Hughes Rig Count

11 / ENERGY M&A NEWSLETTER – Q1 2016 ©2016 KPMG Corporate Finance LLC, a Delaware limited liability company. Member FINRA and SIPC. KPMG Corporate Finance LLC is a subsidiary of KPMG LLP, a Delaware limited liability partnership and theU.S. member firm of the KPMG networkof independentmember firms affiliatedwith KPMG InternationalCooperative("KPMGInternational"),a Swiss entity.All rights reserved.

2015

Page 12: Energy Services (ES) Market - KPMG · The decline in YieldCo performance and the availability of debt financing were the driving forces of the decline. Public Market Performance During

1,500

1,700

1,900

2,100

2,300

2,500

U.S. Natural Gas Production (bcf)

2,700 2012

J F M A M J J A S O N D

Na

tura

l G

as

Pro

du

ctio

n(B

cf)

2013 2014 2015

70%

75%

80%

85%

90%

95%

U.S. Refinery Utilization (Percentage of Operable Capacity)

100% 2012 2013 2014 2015

J F M A M J J A S O N D

4

5

6

J F M A M J J A S O N D

Cru

de

Pro

du

ctio

n(M

Mb

arr

els

/da

y)

$307

8

9$40

10

12 2012 2013 2014 2015

11

$0

$1

$2

$3

$70 $4

$0

$10

$20

$50

$60

J-15 F-15 M-15 A-15 M-15 J-15 J-15 A-15 S-15 O-15 N-15 D-15 J-16 F-16 M-16

Na

tura

lG

as ($

Mb

tu)

Cru

de

Oil

($b

bl)

Crude oil - WTI ($bbl)

Crude oil - Brent ($bbl)

Natural Gas - HH ($Mbtu)

Source: Energy InformationAdministration

12 / ENERGY M&A NEWSLETTER – Q1 2016 ©2016 KPMG Corporate Finance LLC, a Delaware limited liability company. Member FINRA and SIPC. KPMG Corporate Finance LLC is a subsidiary of KPMG LLP, a Delaware limited liability partnership and theU.S. member firm of the KPMG networkof independentmember firms affiliatedwith KPMG InternationalCooperative("KPMGInternational"),a Swiss entity.All rights reserved.

Commodity Prices U.S. Field Production of Crude Oil (million barrels per day)

Page 13: Energy Services (ES) Market - KPMG · The decline in YieldCo performance and the availability of debt financing were the driving forces of the decline. Public Market Performance During

147

4131 31 30

15 14 10 8 7 6 3 1 00

30

60

90

120

150

180

No

. R

igs

0 0

J-15 F-15 M-15 A-15 M-15 J-15 J-15 A-15 S-15 O-15 N-15 D-15 J-16 F-16 M-16

No

. Ga

sR

igsN

o. O

ilR

igs

1,750 350 2,100Oil Gas

1,500 300 1,800

1,250 250 1,500

1,000 200 1,200

750 150 900

500 100 600

250 50 300

0

10

20

30

40

50

60

0

J-15 F-15 M-15 A-15 M-15 J-15 J-15 A-15 S-15 O-15 N-15 D-15 J-16 F-16 M-16

No

. Offsh

ore

Rig

s

No

. L

an

dR

igs

Land Offshore

(120%)

(100%)

(80%)

(60%)

(40%)

(20%)

0%

Qu

art

erl

yC

ha

ng

e(%

)

Source: Baker Hughes Rig Count

13 / ENERGY M&A NEWSLETTER – Q1 2016 ©2016 KPMG Corporate Finance LLC, a Delaware limited liability company. Member FINRA and SIPC. KPMG Corporate Finance LLC is a subsidiary of KPMG LLP, a Delaware limited liability partnership and theU.S. member firm of the KPMG networkof independentmember firms affiliatedwith KPMG InternationalCooperative("KPMGInternational"),a Swiss entity.All rights reserved.

U.S. Rig Count (by Basin) Quarterly Change in U.S. Rig Count (by Basin)

U.S. Rig Count (Oil vs. Gas) U.S. Rig Count (Land vs. Offshore)

Page 14: Energy Services (ES) Market - KPMG · The decline in YieldCo performance and the availability of debt financing were the driving forces of the decline. Public Market Performance During

0

0

2

6400

4

8

10

12

14

J-1

2

A-1

2

J-1

2

O-1

2

J-1

3

A-1

3

J-1

3

O-1

3

J-1

4

A-1

4

J-1

4

O-1

4

J-1

5

A-1

5

J-1

5

O-1

5

J-1

6

Ce

nts

pe

r K

Wh

All Sectors Residential Commercial Industrial

0

50

100

150

200

250

300

2012 2013 2020 2025 2030 2035 2040

Insta

lle

dca

pa

city

(GW

)

Hydroelectric power

Wood and other biomass

Geothermal

Solar

Municipal waste

Wind

U.S. Renewable Energy Generation by Type (billion KWh) U.S. Average Retail Prices of Electricity (cents per KWh)

U.S. Total Renewable Installed Capacity (GW) U.S. Energy Generation by Type (billion KWh)

200

600

800

1,000

2012 2013 2020 2025 2030 2035 2040

Billio

nK

Wh

Hydroelectric power

Wood and other biomass

Geothermal

Solar

Municipal waste

Wind

1,000

2,000

3,000

4,000

5,000

6,000

Ele

ctr

icity

ge

ne

ratio

n(b

illio

nK

Wh

)

Coal Petroleum Natural gas

Nuclear power

Source: Baker Hughes Rig Count

14 / ENERGY M&A NEWSLETTER – Q1 2016 ©2016 KPMG Corporate Finance LLC, a Delaware limited liability company. Member FINRA and SIPC. KPMG Corporate Finance LLC is a subsidiary of KPMG LLP, a Delaware limited liability partnership and theU.S. member firm of the KPMG networkof independentmember firms affiliatedwith KPMG InternationalCooperative("KPMGInternational"),a Swiss entity.All rights reserved.

Renewable sources

1%

Other

1%

30%

1%

19%

12%

1%

27%

1%

19%

13%

1%

26%

1%

18%

16%

1%

27%

1%

18%

16%

29%

1%

17%

16%

30%

1%

17%

17%

1%

31%

1%

16%

18%

1%

37% 37% 39% 38% 39% 35% 34%

02012 2013 2020 2025 2030 2035 2040

Page 15: Energy Services (ES) Market - KPMG · The decline in YieldCo performance and the availability of debt financing were the driving forces of the decline. Public Market Performance During

KPMG’s Global Energy Conference

May 25 & 26, 2016Houston, Texas

KPMG’s 14th Annual Global Energy Conference will take place May 25-26, at the RoyalSonesta Hotel in Houston, Texas. Register now to join other senior energy executives andluminaries to share ideas and gain insights on the current issues and emerging challengesthat are shaping the energy industry.

This year’s agenda is designed to provide attendees with critical insights to help navigate thestructural shift in commodity prices and focus on the role disruptive forces are playing intransforming the energy industry.

Our keynote speaker, Alan Mulally, former president and chief executive officer of FordMotor Company, will discuss designing a turnaround to gain competitive advantage amidstan economic downturn. Also speaking are political commentators George Will and PaulBegala, who will provide an insightful look at the U.S. presidential candidates and their viewson the future of U.S. foreign policy.

Event Calendar

APRIL

SEPA Utility Solar Conference www.solarelectricpower.orgDenver, ColoradoApril 11 – April 14

Platts 31st Annual Global Power Marketswww.platts.comLas Vegas, Nevada April 18 – April 20

MAY

Offshore Technology Conferencewww.2016.otcnet.orgHouston, TexasMay 2 – May 5

KPMG’s Global Energy Conferencewww.kpmg.comHouston, Texas May 25 – May 26

JUNE

13th Annual REFF-Wall Street Conferencewww.reffwallstreet.comNew York CityJune 21 – June 22

AAPG Annual Conferencewww.aapg.orgCalgary, ABJune 19 – June 22

ASME Power & Energy Conferencewww.asme.orgCharlotte, North Carolina June 26 – June 30

Source: Quest Offshore,Capital IQ, Preqin,Cowen & Co., Evercore ISI, Barclays

15 / ENERGY M&A NEWSLETTER – Q1 2016 ©2016 KPMG Corporate Finance LLC, a Delaware limited liability company. Member FINRA and SIPC. KPMG Corporate Finance LLC is a subsidiary of KPMG LLP, a Delaware limited liability partnership and theU.S. member firm of the KPMG networkof independentmember firms affiliatedwith KPMG InternationalCooperative("KPMGInternational"),a Swiss entity.All rights reserved.

Page 16: Energy Services (ES) Market - KPMG · The decline in YieldCo performance and the availability of debt financing were the driving forces of the decline. Public Market Performance During

KPMG CF has a dedicated investment banking team with industry

professionals serving the Energy industry. The team has deep knowledge

across the Energy value chain, including: power generation, renewable

energy, oil and gas, and oilfield services and equipment. KPMG CF is

committed to helping clients unlock the increasing accessible value

available to industry participants due to current sector and market

conditions.

16 / ENERGY M&A NEWSLETTER – Q1 2016 ©2016 KPMG Corporate Finance LLC, a Delaware limited liability company. Member FINRA and SIPC. KPMG Corporate Finance LLC is a subsidiary of KPMG LLP, a Delaware limited liability partnership and theU.S. member firm of the KPMG networkof independentmember firms affiliatedwith KPMG InternationalCooperative("KPMGInternational"),a Swiss entity.All rights reserved.

Global Coverage. Industry Knowledge. Middle-Market Focus.

The Corporate Finance practices of KPMG have been ranked collectively

as a leading global mid-market advisor based on total deal volume

announced in 2015, according to Thomson Reuters SDC. KPMG firms

operate in 155 countries with over 2,500 professionals who are able to

meet the needs of clients across the globe.

KPMG Corporate Finance LLC

KPMG CF provides a broad range of investment banking and advisory

services to its domestic and international clients. Our professionals have

the experience and depth of knowledge to advise clients on global

mergers and acquisitions, sales and divestitures, buyouts, financings,

debt restructurings, equity recapitalizations, infrastructure project

finance, capital advisory, real estate, portfolio solutions, fairness

opinions, and other advisory needs. For more information on KPMG CF,

please visit www.kpmgcorporatefinance.com.

Energy Investment Banking Contacts

UNITED STATES

Henry BerlingHead of Energy Investment Banking

Miro LazarovOil & Gas Managing Director

Mary BaconPowerManaging Director

+1 804 780 [email protected]

+1 949 885 [email protected]

+1 804 780 [email protected]

Shez Bandukwala Cleantech Managing Director

Jim McGrath Energy Director

Brent Belding Power Director

+1 312 665 [email protected]

+1 804 780 [email protected]

+1 804 780 [email protected]

INTERNATIONAL

Dane Houlahan Aberdeen, United Kingdom

Shankar SathyanathSingapore

Greg EvansAustralia

+44 7824 [email protected]

+65 6213 [email protected]

+61 8 9263 [email protected]

Paulo CoimbraRio de Janeiro, Brazil

Narayanan RamachandranBahrain

Craig WalterCanada

+55 21 3515 [email protected]

+973 [email protected]

+1 416 777 [email protected]

Page 17: Energy Services (ES) Market - KPMG · The decline in YieldCo performance and the availability of debt financing were the driving forces of the decline. Public Market Performance During

17 / ENERGY M&A NEWSLETTER – Q1 2016 ©2016 KPMG Corporate Finance LLC, a Delaware limited liability company. Member FINRA and SIPC. KPMG Corporate Finance LLC is a subsidiary of KPMG LLP, a Delaware limited liability partnership and theU.S. member firm of the KPMG networkof independentmember firms affiliatedwith KPMG InternationalCooperative("KPMGInternational"),a Swiss entity.All rights reserved.

Power

Deal Type Company Represented Buyer / Seller Company Description

Sell-Side Alvarez & Marsal, for Southern MontanaElectric Co-op.

ProEnergy Services, LLC 42 MW natural gas simple cycle in Great Falls, Montana.

Sell-Side INGENCO Castleton Commodities International,LLC

Owner and operator of a portfolio of LFG-to-electricity facilities,consisting of 140 MW of power generating capacity.

Sell-Side Olympus Power, LLC Aspenall Energies, LLC IPP with a portfolio consisting of biomass, coal, natural gas, andrenewables, including a 20 MW wind farm in Minnesota.

Sell-Side Traxys Power Group, Inc. Prairie Plant Systems, Inc. Diversified energy business operating a 40 MW natural gas-firedplant, copper refinery, and electricity distribution business.

Capital Formation Green Power Solutions of Georgia, LLC Avenue Capital Group and Beasley Green Power, LLC

Developer of a 25 MW biomass facility in Dublin, Georgia.

Sell-Side Methane Power (Walbrook Capital, LLC) Capital Dynamics Owner and operator of 3 LFGTE projects in the Carolinas with 6.4 MW of capacity and 100,000 MMBtu of direct-use LFG sales.

Sell-Side Biogas Energy Systems (Silver Point Finance, LLC)

Capital Dynamics Owner of a portfolio of 12 operating LFG projects that generate 32 MW of electricity and sell 370k MMBtu of medium-Btu gas.

Sell-Side National Fuel Gas Company Toro Partners, LP / Waste Management Operates as a diversified energy company with four segments: Utility, Pipeline and Storage, E&P, and Energy Marketing.

Sell-Side Beacon Landfill Gas Holdings LLC enXco, Inc. Developer of two operating high-Btu LFG sites.

Sell-Side Timberline Energy, LLC Landfill Energy Systems, LLC Developer of three operating LFG sites and eleven development sites with contracted gas rights agreements.

Sell-Side Greenville Steam Company Gallop Power Greenville, LLC Owner and operator of a 19 MW wood-fired renewable energy power plant located in Maine.

Sell-Side Ridgewood Maine Hydro Partners, L.P. / US Hydro Corp.

KEI (USA) Owner and operator of 23 small hydroelectric facilities (located in the Northeast) with an aggregate output of 26.3 MW.

Page 18: Energy Services (ES) Market - KPMG · The decline in YieldCo performance and the availability of debt financing were the driving forces of the decline. Public Market Performance During

18 / ENERGY M&A NEWSLETTER – Q1 2016 ©2016 KPMG Corporate Finance LLC, a Delaware limited liability company. Member FINRA and SIPC. KPMG Corporate Finance LLC is a subsidiary of KPMG LLP, a Delaware limited liability partnership and theU.S. member firm of the KPMG networkof independentmember firms affiliatedwith KPMG InternationalCooperative("KPMGInternational"),a Swiss entity.All rights reserved.

Power

Deal Type Company Represented Buyer / Seller Company Description

Capital Formation York Haven Power, LLC GE Capital Owner and operator of a 20 MW hydroelectric facility located inPennsylvania.

Sell-Side ES Alternatives, L.P. Enerdyne Power Systems, Inc. Developer of three landfill gas-to-energy projects located in theSouthwest.

Sell-Side Ridgewood Maine, LLC Covanta Holding Corporation Owner and operator of two wood biomass-to-energy facilities,which produce 24.5 MW of electricity each.

Capital Formation Multitrade Biomass Holdings, LLC Leaf Clean Energy Company Developer of renewable wood-waste fired power plants in theSouthern and Mid-Atlantic states.

Capital Formation Davenport Power, LLC US Renewables Group, LLC; Riverstone Holdings, LLC

Majority owner of the Northwest Geothermal Company, the developer of a 120 MW geothermal power plant.

Sell-Side Michigan Cogeneration Systems, Inc.; Landfill Energy Systems

Energy Investors Funds Group Corp. (Enpower)

Owner and operator of 14 landfill gas-to-energy projects located in 7 states with a total capacity of 66 MW.

Sell-Side Bio Energy (Washington), LLC Industrial Power Generating Corp. Owner of the rights to the landfill gas produced at the King County Cedar Hills Landfill.

Sell-Side Montauk Energy Capital, LLC Blue Wolf Energy Holdings LLC Owner and operator of a large landfill gas-to-energy portfolio in the U.S. with 8 active landfill gas projects and 13 passive sites.

Divestiture Gas Recovery Systems, LLC Fortistar Renewables, LLC Owner and operator of a portfolio with 29 landfill gas projects in 8 states totaling 148 MW of power generating capacity.

Capital Formation Renovar Energy Corp. Hudson United Capital Developer of renewable energy projects, specifically utilizing landfill gas as opposed to fossil fuels.

Sell-Side Greentree & Dorchester Gas Producers, LLC

American Landfill Gas, LLC Owner of the rights to the landfill gas produced at the Onyx Greentree Landfill.

Sell-Side Toro Partners, L.P. Upstate Energy Inc. Pipes landfill gas directly to commercial customers for use as a medium-Btu fuel under long-term contracts.

Page 19: Energy Services (ES) Market - KPMG · The decline in YieldCo performance and the availability of debt financing were the driving forces of the decline. Public Market Performance During

19 / ENERGY M&A NEWSLETTER – Q1 2016 ©2016 KPMG Corporate Finance LLC, a Delaware limited liability company. Member FINRA and SIPC. KPMG Corporate Finance LLC is a subsidiary of KPMG LLP, a Delaware limited liability partnership and theU.S. member firm of the KPMG networkof independentmember firms affiliatedwith KPMG InternationalCooperative("KPMGInternational"),a Swiss entity.All rights reserved.

Oil & Gas and Oilfield Services

Deal Type Company Represented Buyer / Seller Company Description

Sell-Side Performance Energy Quanta Services Provider of offshore commissioning services in the Gulf ofMexico and international O&G markets.

Sell-Side Pacific Consolidated Industries; IntervaleCapital

Main Street Capital Private equity backed manufacturer of on-site oxygen andnitrogen generators for the O&G and A&D markets.

Sell-Side Hamilton Group; ShoreView Industries Corinthian Capital Private equity backed provider of drilling, completion andproduction consulting services to upstream O&G industry.

Sell-Side Global X-Ray & Testing Platte River Ventures Provider of non-destructive testing and evaluation services forthe upstream O&G industry.

Sell-Side Paradigm Lifting Technologies National Oilwell Varco Distributor of artificial lift systems, based in Midland, Texas.

Sell-Side Dixie Electric Lonestar Provider of electrical contracting services to the oil and gas industry.

Sell-Side International Lift Systems Lufkin Manufactures artificial lift systems for the O&G industry.

Sell-Side Alford Services Falck Provider of safety and training services for the O&G industry in the Gulf of Mexico.

Sell-Side JEN Supply CE Franklin Ltd. Operates oilfield equipment supply stores in Canada.

Sell-Side Steward Enterprises Amphenol Manufacturer of connectors for the oil and gas industry.

Sell-Side Well Testing Wire Line Service Oil States International Provider of surface production testing services.

Sell-Side Offshore Joint Services SCF Partners Designs and manufactures pipeline field joint coating products (now Forum Energy Tech).

Page 20: Energy Services (ES) Market - KPMG · The decline in YieldCo performance and the availability of debt financing were the driving forces of the decline. Public Market Performance During

20 / ENERGY M&A NEWSLETTER – Q1 2016 ©2016 KPMG Corporate Finance LLC, a Delaware limited liability company. Member FINRA and SIPC. KPMG Corporate Finance LLC is a subsidiary of KPMG LLP, a Delaware limited liability partnership and theU.S. member firm of the KPMG networkof independentmember firms affiliatedwith KPMG InternationalCooperative("KPMGInternational"),a Swiss entity.All rights reserved.

Endnotes:

1)Percent represents quarterly change from January 1, 2016 to March 31, 20162)Includes transactions completed by KPMG CF professionals while employed at another firm, substantially all of whose assets were acquired by KPMG CF3) Includes transactions completed by KPMG CF professionals while employed at another firm

The information contained in this newsletter is of a general nature and is not intended to address the circumstances of any particular individual or entityincluding their investment objectives or financial needs. In preparing this newsletter, we have relied upon and assumed, without independent verification,the accuracy and completeness of all information available from public sources. Although we endeavor to provide accurate and timely information, therecan be no guarantee that such information is accurate as of the date it is received or that it will continue to be accurate in the future. No one should act orrely on the information in this newsletter without appropriate professional advice after a thorough examination of the particular situation. The informationcontained in this newsletter does not constitute a recommendation, offer, or solicitation to buy, sell or hold any security of any issuer. Past performancedoes not guarantee future results.

Page 21: Energy Services (ES) Market - KPMG · The decline in YieldCo performance and the availability of debt financing were the driving forces of the decline. Public Market Performance During

© 2016 KPMG LLP, a Delaware limited liability partnership and the U.S. member firm of the

KPMG network of independent member firms affiliated with KPMG International

Cooperative (“KPMG International”), a Swiss entity. All rights reserved. NDPPS 527735

The KPMG name and logo are registered trademarks or trademarks of KPMG International.