ipo pitchbook
DESCRIPTION
Pitch bookTRANSCRIPT
© Pristine For [Insert Text Here] (Confidential)
Key concept page
I. Pitchbook
II. Parts of a pitchbook
III. Key sources of information
IV. Best practices
1
© Pristine For [Insert Text Here] (Confidential)
1. Introduction to Pitchbooks
Pitchbook is a marketing tool used by investment bankers
Contains detailed analysis of investment ideas for clients
The content varies with the purpose of meeting with the clients
2
Types of Pitch
Industry overview/Bank
Introduction
Deal consideration
Management Presentation
Bank introduction Initial sales pitch Regular meeting
Buy- side M&A Sell-side M&A IPOs Debt issuance
After mandate pitches
There can be many other sub-types of these
© Pristine For [Insert Text Here] (Confidential)
2 Key parts of a Pitchbook
Bank credentials
Market overview
Positioning/Equity story
Company profiles
Valuation summary
Potential targets/buyers
Summary/recommendation
Appendix
3
© Pristine For [Insert Text Here] (Confidential)
2.1 Bank Credentials
Bank credentials
• Bank Organization
• League Tables
• “Tombstone” deal summary
• Deal team credentials
Market overview
Positioning/Equity story
Company profiles
Valuation summary
Potential targets/buyers
Summary/recommendation
Apendix
4
© Pristine For [Insert Text Here] (Confidential)
5
UBS—A Leading Global Financial Services Firm
―Wall Street Powerhouse‖
FORBES 2004
The UBS Way
BLOOMBERG 2004
World’s Best Investment
Bank
EUROMONEY 2004
World’s Best Bank
EUROMONEY 2003
Best Investment Bank
THE ECONOMIST 2003
World’s Best Investment
Bank
INVESTMENT DEALERS’
DIGEST 2002
“ UBS is a banking giant but, a Wall Street powerhouse? Oh Yes.
This is a house… that’s grown out of its regional shell to assume
premier proportions in world finance. But it’s the push into the
rarified realm of Investment Banking that sets UBS apart.
” “BIG KID ON THE BLOCK”
FORBES
“ UBS has achieved what once seemed impossible for any European
investment bank: it has broken into the front rank in the US market,
source of roughly half the global investment banking fee pool. In the
12 months ending in April 2004, it doubled its share in announced
US M&A deals. ” WORLD’S BEST INVESTMENT BANK
EUROMONEY 2004
Our strength is backed by industry accolades
[FOR REFERENCE ONLY]
© Pristine For [Insert Text Here] (Confidential)
6
UBS—A Leading M&A Advisor with Rapid Improvement in Market Share
2003–2004
# of Transactions / Market Share 1
2003–2004 Market Share
versus 2000—2002
Notes: Data represents all M&A deals worldwide greater than $100 million in transaction value. Full credit given to acquiror and target advisor(s). Excludes withdrawn deals, equity
carveouts, exchange offers, and open market repurchases
1 Market share based on number of transactions. Market shares do not sum to 100% due to multiple advisors on each transaction (e.g., target advisor and acquiror advisor)
UBS has positioned itself as one of the leading M&A advisors worldwide and has unprecedented momentum,
capturing more market share than any other bank since 2002
6.4%
8.1%
8.5%
8.6%
10.4%
10.8%
12.2%
13.0%
13.8%
14.8%
Lazard
Lehman Bros
Merrill Lynch
Deutsche Bank
CSFB
Morgan Stanley
Citigroup
JP Morgan
Goldman Sachs 459
426
403
377
333
322
265
262
252
197 (38%)
(23%)
(11%)
(5%)
(2%)
(1%)
+3%
+6%
+9%
+23%
CSFB
Merrill Lynch
Morgan Stanley
JP Morgan
Citigroup
Goldman Sachs
Lazard
Deutsche Bank
Lehman Bros
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7
February 2005
US$415 million Sale to eBay
February 2005
US$850 million Sale of Selected DynCorp Units to Veritas Capital
November 2004
US$137million Sale to Cisco Systems
July 2004 US$170 million Sale to FindWhat.com
May 2004 US$663 million Acquisition of NPTest
May 2004
US$380 million Sale to Serena Software
March 2004 US$463 million Sale to SafeNet
January 2004 US$601 million Sale to Manpower
January 2004 US$467 million Financial Restructuring
November 2003 US$295 million Sale to NetScreen
Overview of UBS Technology M&A Group
Strong technology-focused M&A presence with
deep industry knowledge and company
relationships
Experienced in a wide range of advisory
assignments
– Buyer advisory
– Seller advisory
– Cross-border transactions
– Merger of equals
– Shareholder value protection
– Leveraged transactions
Technology M&A Expertise 2004 Technology M&A Transactions Less Than $1 Billion
Source: SDC
Financial Advisor Rank Value ($mm) No. of Deals
Goldman Sachs & Co 1 7,168.2 17
Morgan Stanley 2 6,025.4 22
Credit Suisse First Boston 3 5,187.3 15
UBS 4 4,476.8 11
JP Morgan 5 4,375.4 14
Banc of America Securities LLC 6 2,148.2 5
Citigroup 7 2,114.1 12
Jefferies & Co 8 2,093.0 21
Lehman Brothers 9 1,560.4 9
Rothschild 10 1,492.6 3
Selected Recent Transactions
League Table
[FOR REFERENCE ONLY]
© Pristine For [Insert Text Here] (Confidential)
8
February 2005
US$415 million Sale to eBay
February 2005
US$850 million Sale of Selected DynCorp Units to Veritas Capital
November 2004
US$137million Sale to Cisco Systems
July 2004 US$170 million Sale to FindWhat.com
May 2004 US$663 million Acquisition of NPTest
May 2004
US$380 million Sale to Serena Software
March 2004 US$463 million Sale to SafeNet
January 2004 US$601 million Sale to Manpower
January 2004 US$467 million Financial Restructuring
November 2003 US$295 million Sale to NetScreen
Overview of UBS Technology M&A Group
Strong technology-focused M&A presence with
deep industry knowledge and company
relationships
Experienced in a wide range of advisory
assignments
– Buyer advisory
– Seller advisory
– Cross-border transactions
– Merger of equals
– Shareholder value protection
– Leveraged transactions
Technology M&A Expertise 2004 Technology M&A Transactions Less Than $1 Billion
Source: SDC
Financial Advisor Rank Value ($mm) No. of Deals
Goldman Sachs & Co 1 7,168.2 17
Morgan Stanley 2 6,025.4 22
Credit Suisse First Boston 3 5,187.3 15
UBS 4 4,476.8 11
JP Morgan 5 4,375.4 14
Banc of America Securities LLC 6 2,148.2 5
Citigroup 7 2,114.1 12
Jefferies & Co 8 2,093.0 21
Lehman Brothers 9 1,560.4 9
Rothschild 10 1,492.6 3
Selected Recent Transactions
“Tombstone” of recent deals
[FOR REFERENCE ONLY]
© Pristine For [Insert Text Here] (Confidential)
2.2 Market/Industry Overview
Bank credentials
Market overview
• Industry overview
• Market growth
• Recent trends
• Key opportunities
Positioning/Equity story
Company profiles
Valuation summary
Potential targets/buyers
Summary/recommendation
Appendix
9
© Pristine For [Insert Text Here] (Confidential)
2.2 Market/Industry Overview
Gives an overview of the industry/sector
Backed by numbers and charts
• Total addressable market size
• Market growth rate
• Growth drivers
Key trends in the industry
Major players in the industry
• Value chain of industry
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© Pristine For [Insert Text Here] (Confidential)
2.3 Positioning
Bank credentials
Market overview
Positioning/Equity story
• Why is the company attractive?
• Company’s strength/weakness
• Market share
Company profiles
Valuation summary
Potential targets/buyers
Summary/recommendation
Appendix
15
© Pristine For [Insert Text Here] (Confidential)
2.4 Company profiles
Bank credentials
Market overview
Positioning/Equity story
Company profiles
• What does the company do?
• Public market overview
• Business segments
• Geographical presence
• Key competitors/customers
• Recent News
Valuation summary
Potential targets/buyers
Summary/recommendation
Appendix
16
© Pristine For [Insert Text Here] (Confidential)
2.4 Company profiles
17
Profiles
Strip Profile One-pager/Two
Pager Detailed
Company name/logo Summary financials Short business
description Management
Detailed business description
Recent news Key management Geographical
presence Public market
overview Share price
performance Key customers Key competitors
Detailed business description
Product overview Management
overview Geographical
presence Public market
overview Share price
performance Historical financial
performance
© Pristine For [Insert Text Here] (Confidential)
LinkedIn - overview
18
Business description
Social networking website for people in professional occupations
Operates a proprietary platform that allows members to create, manage, and share their professional identity online
Also offers members with solutions to search, connect, and communicate with business contacts
Provides hiring solutions comprising LinkedIn Corporate Solutions, LinkedIn Jobs and Subscriptions
Used by 200mm members in 200 countries Available in nineteen languages
Offices in 25 cities worldwide Founded in 2003 and headquartered in Mountain View, CA
Recent news
Jan 09, 2013: Announced that it has reached 200mm members Dec 4, 2012: Announced the launched of SUCEED: Small
Business Group, an online forum for networking, advice and content for small business professionals in partnership with Staples
Share Price Performance
Public market overview
Key management
Name Designation Past Experience
Jeffrey Weiner CEO and Director
Steven Sordello CFO
David Henke SVP Operations
$80
$95
$110
$125
$140
7/23/2012 9/21/2012 11/20/2012 1/19/2013
LNKD
As of 23/1/2013
Share Price $119.02
Shares outstanding 87.2mm
Market cap 12.8bn
P/E Ratio 596.45x
Forward P/E(1y) 795.27
Earnings Per Share (EPS) $0.20
[FOR REFERENCE ONLY]
© Pristine For [Insert Text Here] (Confidential)
LinkedIn - overview
19
Business description
Social networking website for people in professional occupations
Operates a proprietary platform that allows members to create, manage, and share their professional identity online
Also offers members with solutions to search, connect, and communicate with business contacts
Provides hiring solutions comprising LinkedIn Corporate Solutions, LinkedIn Jobs and Subscriptions
Used by 200mm members in 200 countries Available in nineteen languages
Offices in 25 cities worldwide Founded in 2003 and headquartered in Mountain View, CA
Recent news
Jan 09, 2013: Announced that it has reached 200mm members Dec 4, 2012: Announced the launched of SUCEED: Small
Business Group, an online forum for networking, advice and content for small business professionals in partnership with Staples
Share Price Performance
Public market overview
Key management
Name Designation Past Experience
Jeffrey Weiner CEO and Director
Steven Sordello CFO
David Henke SVP Operations
$80
$95
$110
$125
$140
7/23/2012 9/21/2012 11/20/2012 1/19/2013
LNKD
As of 23/1/2013
Share Price $119.02
Shares outstanding 87.2mm
Market cap 12.8bn
P/E Ratio 596.45x
Forward P/E(1y) 795.27
Earnings Per Share (EPS) $0.20
What does the company do? What are its business segments? What products/solutions does it provide? Where all does it operate? What are its main sales channels? How many employees are there? Any proprietary technologies? When was it founded? Where are its headquarters?
[FOR REFERENCE ONLY]
© Pristine For [Insert Text Here] (Confidential)
LinkedIn - overview
20
Business description
Social networking website for people in professional occupations
Operates a proprietary platform that allows members to create, manage, and share their professional identity online
Also offers members with solutions to search, connect, and communicate with business contacts
Provides hiring solutions comprising LinkedIn Corporate Solutions, LinkedIn Jobs and Subscriptions
Used by 200mm members in 200 countries Available in nineteen languages
Offices in 25 cities worldwide Founded in 2003 and headquartered in Mountain View, CA
Recent news
Jan 9, 2013: Announced that it has reached 200mm members Dec 4, 2012: Announced the launched of SUCEED: Small
Business Group, an online forum for networking, advice and content for small business professionals in partnership with Staples
Share Price Performance
Public market overview
Key management
Name Designation Past Experience
Jeffrey Weiner CEO and Director
Steven Sordello CFO
David Henke SVP Operations
$80
$95
$110
$125
$140
7/23/2012 9/21/2012 11/20/2012 1/19/2013
LNKD
As of 23/1/2013
Share Price $119.02
Shares outstanding 87.2mm
Market cap 12.8bn
P/E Ratio 596.45x
Forward P/E(1y) 795.27
Earnings Per Share (EPS) $0.20
Key recent news and events • Management changes • New product launches • M&A activity
[FOR REFERENCE ONLY]
© Pristine For [Insert Text Here] (Confidential)
LinkedIn - overview
21
Business description
Social networking website for people in professional occupations
Operates a proprietary platform that allows members to create, manage, and share their professional identity online
Also offers members with solutions to search, connect, and communicate with business contacts
Provides hiring solutions comprising LinkedIn Corporate Solutions, LinkedIn Jobs and Subscriptions
Used by 200mm members in 200 countries Available in nineteen languages
Offices in 25 cities worldwide Founded in 2003 and headquartered in Mountain View, CA
Recent news
Jan 9, 2013: Announced that it has reached 200mm members Dec 4, 2012: Announced the launched of SUCEED: Small
Business Group, an online forum for networking, advice and content for small business professionals in partnership with Staples
Share Price Performance
Public market overview
Key management
Name Designation
Jeffrey Weiner CEO and Director
Steven Sordello CFO
David Henke SVP Operations
$80
$95
$110
$125
$140
7/23/2012 9/21/2012 11/20/2012 1/19/2013
LNKD
As of 23/1/2013
Share Price $119.02
Shares outstanding 87.2mm
Market cap 12.8bn
P/E Ratio 596.45x
Forward P/E(1y) 795.27
Earnings Per Share (EPS) $0.20
Key personnel • CEO, CFO, CTO, Chairman
[FOR REFERENCE ONLY]
© Pristine For [Insert Text Here] (Confidential)
LinkedIn - overview
22
Business description
Social networking website for people in professional occupations
Operates a proprietary platform that allows members to create, manage, and share their professional identity online
Also offers members with solutions to search, connect, and communicate with business contacts
Provides hiring solutions comprising LinkedIn Corporate Solutions, LinkedIn Jobs and Subscriptions
Used by 200mm members in 200 countries Available in nineteen languages
Offices in 25 cities worldwide Founded in 2003 and headquartered in Mountain View, CA
Recent news
Jan 9, 2013: Announced that it has reached 200mm members Dec 4, 2012: Announced the launched of SUCEED: Small
Business Group, an online forum for networking, advice and content for small business professionals in partnership with Staples
Share Price Performance
Public market overview
Key management
Name Designation
Jeffrey Weiner CEO and Director
Steven Sordello CFO
David Henke SVP Operations
$80
$95
$110
$125
$140
7/23/2012 9/21/2012 11/20/2012 1/19/2013
LNKD
As of 23/1/2013
Share Price $119.02
Shares outstanding 87.2mm
Market cap 12.8bn
P/E Ratio 596.45x
Forward P/E(1y) 795.27
Earnings Per Share (EPS) $0.20
Share price chart • Mention units and currency • Footnote last closing price date
[FOR REFERENCE ONLY]
© Pristine For [Insert Text Here] (Confidential)
LinkedIn - overview
23
Business description
Social networking website for people in professional occupations
Operates a proprietary platform that allows members to create, manage, and share their professional identity online
Also offers members with solutions to search, connect, and communicate with business contacts
Provides hiring solutions comprising LinkedIn Corporate Solutions, LinkedIn Jobs and Subscriptions
Used by 200mm members in 200 countries Available in nineteen languages
Offices in 25 cities worldwide Founded in 2003 and headquartered in Mountain View, CA
Recent news
Jan 9, 2013: Announced that it has reached 200mm members Dec 4, 2012: Announced the launched of SUCEED: Small
Business Group, an online forum for networking, advice and content for small business professionals in partnership with Staples
Share Price Performance
Public market overview
Key management
Name Designation
Jeffrey Weiner CEO and Director
Steven Sordello CFO
David Henke SVP Operations
$80
$95
$110
$125
$140
7/23/2012 9/21/2012 11/20/2012 1/19/2013
LNKD
As of 23/1/2013
Share Price $119.02
Shares outstanding 87.2mm
Market cap 12.8bn
P/E Ratio 596.45x
Forward P/E(1y) 795.27
Earnings Per Share (EPS) $0.20
Public Market overview • Share price • Market Cap • EV • Debt • Historical and projected sales • EBIT or EBITDA • EV/EBITDA (Forward) • P/E Ratio • EPS
[FOR REFERENCE ONLY]
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Share Price Performance
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80
90
100
110
120
130
7/23/2012 8/22/2012 9/21/2012 10/21/2012 11/20/2012 12/20/2012 1/19/2013
LNKD S&P 100
Source: NASDAQ, as of Jan 22nd 2013
114.5%
108.3%
Share price performance (Rebased to 100)
[FOR REFERENCE ONLY]
© Pristine For [Insert Text Here] (Confidential)
Historical financial performance
25
68%
32%
73%
27%
Revenue by geography
2011 2010 US
International International
US
Revenue by segment
68%
32%
73%
27%
Revenue growth (in $) EBITDA Growth (in $)
32.5 78.8
120.1
243.1
522.2
0
100
200
300
400
500
600
2007 2008 2009 2010 2011
Mill
ion
s
3.5 5.5 14.7
48.0
98.7
0
20
40
60
80
100
120
2007 2008 2009 2010 2011
Mill
ion
s
2011 2010
Source: Company filings
[FOR REFERENCE ONLY]
© Pristine For [Insert Text Here] (Confidential)
Products and solutions - overview
26
Centralized location where LinkedIn members can stay in the loop on your company news, products & services
LinkedIn app for mobiles Available for iPhone,
iPad, Android, BlackBerry and Windows
Provide a forum for its members to discuss topics of interest and meet and interact with other professionals
Target audiences in a business context, delivering high impact social media marketing solutions
Enables members to be informed on the job every day by showing them relevant news
Provides tools for members to land jobs faster
Annual conference exclusively for corporate recruiting customers
Enables members to be informed on the job every day by showing them relevant news
Enables members to be informed on the job every day by showing them relevant news
Enables members to be informed on the job every day by showing them relevant news
Enables members to be informed on the job every day by showing them relevant news
Empowers recruiting agencies and executive search firms to find, contact and place the talent
Company Pages LinkedIn Mobile LinkedIn Marketing Solutions
LinkedIn Today LinkedIn Job Seeker Platinum LinkedIn Groups
LinkedIn Talent Connect Resume Builder LinkedIn Jobs
Recruitment Advertising LinkedIn Map Recruiter Professional Services
[FOR REFERENCE ONLY]
© Pristine For [Insert Text Here] (Confidential)
2.5 Valuation summary
Bank credentials
Market overview
Positioning/Equity story
Company profiles
Valuation summary
• Football Field analysis
• Financial Models
– DCF Model
– LBO Analysis
• Operating comparable
• Trading comparable
Potential targets/buyers
Summary/recommendation
Appendix
27
© Pristine For [Insert Text Here] (Confidential)
2.5 Valuation Summary
Used in all types of pitches with deal consideration
Show the a “range” of values for the asset using a football field
• Mean or median value shown to suggest possible valuation
Supported by individual valuation models
• DCF valuation
• LBO model
• Trading comparable valuation
• Comparable transaction valuation
28
© Pristine For [Insert Text Here] (Confidential)
Valuation summary
29
30.7
30.4
23.9
65.7
67.6
30.4
- 10.0 20.0 30.0 40.0 50.0 60.0 70.0 80.0 90.0 100.0 110.0
EV/ EBITDA (x) Multiple
P/E (x) Multiple
P/BV (x) Multiple
Share Price
Football Field
Football Field
[FOR REFERENCE ONLY]
© Pristine For [Insert Text Here] (Confidential)
2.6 Potential targets/buyers
Bank credentials
Market overview
Positioning/Equity story
Company profiles
Valuation summary
Potential targets/buyers
• Summary page of targets/buyers
• Company profiles of targets/buyers
Summary/recommendation
Appendix
32
© Pristine For [Insert Text Here] (Confidential)
2.7 Summary/Recommendation
Bank credentials
Market overview
Positioning/Equity story
Company profiles
Valuation summary
Potential targets/buyers
Summary/recommendation
• Analysis of all possible actions that the client can take
Appendix
36
© Pristine For [Insert Text Here] (Confidential)
2.8 Appendix
Bank credentials
Market overview
Positioning/Equity story
Company profiles
Valuation summary
Potential targets/buyers
Summary/recommendation
Appendix
• Detailed models
• Backup data
• Detailed profile
37
© Pristine For [Insert Text Here] (Confidential)
3. Key sources for information
Company website
• Investor Relations section, look for investor presentations, annual filings etc.
• Recent news and press releases
• Product brochures
• Company history
SEC filings
• Information about key customers, employees, competitors, products, strategy can be found in 10K, Annual Report
Call Transcript
• Current challenges facing the company
Newsrun
Recent developments
Perspective on the company from outside
38
© Pristine For [Insert Text Here] (Confidential)
4. Best practices
Text size and spacing
• Use same font size across tables and text boxes
• Check for extra between words
• Ensure line spacing consistency
Bullet points
• Keep bullets short and concise
• In case of a large amount of related information, create sub-bullets
• Don’t have more than 2/3 sub bullets
Financials
• Check numbers such as Revenue, Market Cap to ensure consistency across slides
• Ensure that currency and units are mentioned. Exchange rate should be footnoted
Footnote
• Check that all relevant footnotes have been added.
• Sources should always be mentioned where numbers are used
39