AKKR - Short Form Returns

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Pepperdine University *

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Jan 9, 2024

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Project [xxx] Management Case Preliminary Buyout Model ($ in thousands) 'file:///var/filecabinet/temp/converter_assets/4a/51/4a51006e226ef9e0d9fd4a399b0d8539c1a8d69b.xlsx'#$Model Purchase Price Assumptions Accel-KKR Gross Equity IRR LTM EBITDA Multiple 6.0x 3-Year Exit (2020) LTM EBITDA $165,082 LTM EBITDA Multiple At Exit 87.9% 6.0x 7.0x 8.0x 9.0x 10.0x Transaction Enterprise Value $990,494 $990,494 6.0x (+) Cash --- TEV and 1,155,576 7.0x (-) Debt --- LTM EBITDA Multiple 1,320,658 8.0x Fully-Diluted Equity Value $990,494 At Entry 1,485,741 9.0x 1,650,823 10.0x Capitalization Assumptions Rollover of Existing Equity --- 5-Year Exit (2022) Management Option Pool 10.0% LTM EBITDA Multiple At Exit Preferred Equity, % of Equity at Close (100% = LLC) 90.0% 55.7% 6.0x 7.0x 8.0x 9.0x 10.0x Preferred Equity, Rate 10.00% $990,494 6.0x New Sr Debt, Rate 6.50% TEV and 1,155,576 7.0x New Sub Debt, Rate 10.00% LTM EBITDA Multiple 1,320,658 8.0x New Debt, Origination Fee 1.25% At Entry 1,485,741 9.0x LTM EBITDA $165,082 1,650,823 10.0x xLTM % of Sources $ amt EBITDA Total Cap. Summary Projections and Cash Flow New Sr Debt $495,247 3.0x 48.8% FYE December 31 New Sub Debt 165,082 1.0x 16.3% 2016A 2017E 2018E 2019E 2020E 2021E 2022E 2023E Rollover Existing Debt --- --- --- New Accel-KKR Equity 354,776 34.9% Revenue $7,460,063 $7,207,361 $7,714,851 $8,258,076 $8,839,551 $9,461,968 $10,128,213 $10,841,369 Rollover of Existing Equity --- --- Growth % --- (3.4%) 7.0% 7.0% 7.0% 7.0% 7.0% 7.0% Existing Cash --- --- Total Sources $1,015,105 100.0% EBITDA 149,209 165,082 374,234 400,585 428,791 458,984 491,302 525,896 Margin % 2.0% 2.3% 4.9% 4.9% 4.9% 4.9% 4.9% 4.9% Uses $ amt Purchase of Equity $990,494 EBITA 142,494 161,019 366,644 392,995 421,201 451,393 483,712 518,306 Rollover of Existing Equity --- Margin % 1.9% 2.2% 4.8% 4.8% 4.8% 4.8% 4.8% 4.8% Rollover Existing Debt --- Legal & Advisory Expenses 14,857 CapEx --- 2,627 7,671 7,671 7,671 7,671 7,671 7,671 Financing Expenses 8,254 % of Revenue --- 0.0% 0.1% 0.1% 0.1% 0.1% 0.1% 0.1% Cash to Balance Sheet 1,500 Total Uses $1,015,105 Depreciation 6,715 4,063 7,590 7,590 7,590 7,590 7,590 7,590 % of CapEx --- 154.7% 98.9% 98.9% 98.9% 98.9% 98.9% 98.9% Exit Assumptions Years to Exit / Exit Year 3 2020 Profit before Taxes --- --- 317,944 356,682 400,199 451,393 483,712 518,306 LTM EBITDA Multiple 6.0x Taxes --- --- 127,178 142,673 160,080 180,557 193,485 207,322 LTM EBITDA $428,791 Tax Rate --- --- 40.0% 40.0% 40.0% 40.0% 40.0% 40.0% Transaction Enterprise Value $2,572,748 EBITDA $--- $--- $374,234 $400,585 $428,791 $458,984 $491,302 $525,896 (+) Cash 30,477 (-) New Sr Debt Int Exp --- --- (32,191) (19,805) (4,494) --- --- --- (-) Transaction Expenses (1.5% of TEV) 38,591 (-) New Sub Debt Int Exp --- --- (16,508) (16,508) (16,508) --- --- --- (-) Debt --- (-) Taxes --- --- (127,178) (142,673) (160,080) (180,557) (193,485) (207,322) Fully-Diluted Equity Value $2,564,634 (+) (Inc) dec in NWC --- --- (127) 21,629 23,152 24,782 26,527 28,395 Preferred Equity Proceeds 429,421 (-) CapEx --- --- (7,671) (7,671) (7,671) (7,671) (7,671) (7,671) Common Equity Proceeds 2,135,213 Free Cash Flow $--- $--- $190,559 $235,557 $263,190 $295,537 $316,673 $339,297 Price per common share $213.92 New Sr Debt --- 495,247 304,688 69,131 --- --- --- --- Accel-KKR Equity at Entry $354,776 New Sub Debt --- 165,082 165,082 165,082 --- --- --- --- Accel-KKR Ownership at Entry 100.0% Rollover Existing Debt --- --- --- --- --- --- --- --- Excess Cash --- --- --- --- 28,977 295,537 316,673 339,297 Accel-KKR Preferred Equity Proceeds 429,421 Accel-KKR Common Equity Proceeds 1,925,239 Ending Cash $--- $1,500 $1,500 $1,500 $30,477 $326,014 $642,687 $981,984 Accel-KKR Total Proceeds at Exit $2,354,660 Accel-KKR Economic Ownership at Exit 91.8% Total Debt / EBITDA --- 4.0x 1.3x 0.6x --- --- --- --- Gross Equity IRR 87.9% Gross Equity MOI 6.6x Gross Equity Capital Gain $1,999,884
Project [xxx] Management Case Returns Detail ($ in thousands) 'file:///var/filecabinet/temp/converter_assets/4a/51/4a51006e226ef9e0d9fd4a399b0d8539c1a8d69b.xlsx'#$Returns Detail Accel-KKR Gross Equity IRR 3-Year Exit (2020) LTM EBITDA Multiple At Exit --- 6.0x 7.0x 8.0x 9.0x 10.0x $990,494 6.0x 87.9% 97.5% 106.3% 114.4% 121.9% TEV and 1,155,576 7.0x 65.7% 74.1% 81.8% 88.8% 95.4% LTM EBITDA Multiple 1,320,658 8.0x 51.5% 59.1% 66.1% 72.5% 78.4% At Entry 1,485,741 9.0x 41.3% 48.4% 54.8% 60.7% 66.3% 1,650,823 10.0x 33.6% 40.2% 46.2% 51.8% 57.0% 5-Year Exit (2022) LTM EBITDA Multiple At Exit --- 6.0x 7.0x 8.0x 9.0x 10.0x $990,494 6.0x 55.7% 59.7% 63.3% 66.6% 69.7% TEV and 1,155,576 7.0x 44.4% 48.0% 51.3% 54.4% 57.2% LTM EBITDA Multiple 1,320,658 8.0x 36.8% 40.2% 43.3% 46.2% 48.9% At Entry 1,485,741 9.0x 31.1% 34.4% 37.4% 40.1% 42.7% 1,650,823 10.0x 26.7% 29.9% 32.7% 35.4% 37.8% Accel-KKR Gross Equity MOI 3-Year Exit (2020) LTM EBITDA Multiple At Exit --- 6.0x 7.0x 8.0x 9.0x 10.0x $990,494 6.0x 6.6x 7.7x 8.8x 9.9x 10.9x TEV and 1,155,576 7.0x 4.5x 5.3x 6.0x 6.7x 7.5x LTM EBITDA Multiple 1,320,658 8.0x 3.5x 4.0x 4.6x 5.1x 5.7x At Entry 1,485,741 9.0x 2.8x 3.3x 3.7x 4.2x 4.6x 1,650,823 10.0x 2.4x 2.8x 3.1x 3.5x 3.9x 5-Year Exit (2022) LTM EBITDA Multiple At Exit --- 6.0x 7.0x 8.0x 9.0x 10.0x $990,494 6.0x 9.2x 10.4x 11.6x 12.8x 14.1x TEV and 1,155,576 7.0x 6.3x 7.1x 7.9x 8.8x 9.6x LTM EBITDA Multiple 1,320,658 8.0x 4.8x 5.4x 6.0x 6.7x 7.3x At Entry 1,485,741 9.0x 3.9x 4.4x 4.9x 5.4x 5.9x 1,650,823 10.0x 3.3x 3.7x 4.1x 4.5x 5.0x Accel-KKR Gross Equity Capital Gain 3-Year Exit (2020) LTM EBITDA Multiple At Exit --- 6.0x 7.0x 8.0x 9.0x 10.0x $990,494 6.0x $1,999,884 $2,380,007 $2,760,131 $3,140,254 $3,520,378 TEV and 1,155,576 7.0x 1,854,282 2,234,406 2,614,529 2,994,653 3,374,776 LTM EBITDA Multiple 1,320,658 8.0x 1,708,681 2,088,804 2,468,928 2,849,051 3,229,175 At Entry 1,485,741 9.0x 1,563,079 1,943,202 2,323,326 2,703,449 3,083,573 1,650,823 10.0x 1,417,477 1,797,601 2,177,724 2,557,848 2,937,971 5-Year Exit (2022) LTM EBITDA Multiple At Exit --- 6.0x 7.0x 8.0x 9.0x 10.0x $990,494 6.0x $2,892,747 $3,328,286 $3,763,825 $4,199,364 $4,634,904 TEV and 1,155,576 7.0x 2,751,574 3,187,114 3,622,653 4,058,192 4,493,732 LTM EBITDA Multiple 1,320,658 8.0x 2,610,402 3,045,942 3,481,481 3,917,020 4,352,559 At Entry 1,485,741 9.0x 2,469,230 2,904,769 3,340,309 3,775,848 4,211,387 1,650,823 10.0x 2,328,058 2,763,597 3,199,136 3,634,676 4,070,215
ACCEL-KKR Page 3 of 7 15:28:12 12/18/2023 Project [xxx] Management Case Income Statement ($ in thousands) 'file:///var/filecabinet/temp/converter_assets/4a/51/4a51006e226ef9e0d9fd4a399b0d8539c1a8d69b.xlsx'#$Case1 FYE December 31 2016A 2017E 2018E 2019E 2020E 2021E 2022E 2023E License 7,460,063 7,207,361 7,714,851 8,258,076 8,839,551 9,461,968 10,128,213 10,841,369 Professional Services --- --- --- --- --- --- --- --- Total Revenue $7,460,063 $7,207,361 $7,714,851 $8,258,076 $8,839,551 $9,461,968 $10,128,213 $10,841,369 Cost of Revenue (ex-Depreciation) 1,874,432 1,954,220 1,690,007 1,809,005 1,936,382 2,072,728 2,218,675 2,374,898 Gross Profit 5,585,631 5,253,140 6,024,845 6,449,071 6,903,168 7,389,240 7,909,537 8,466,470 Sales & Marketing 3,306,527 2,911,598 2,998,885 3,210,045 3,436,073 3,678,017 3,936,997 4,214,212 Research & Development 1,108,046 1,160,608 1,638,291 1,753,647 1,877,126 2,009,300 2,150,781 2,302,223 General & Administrative 1,021,849 1,015,852 1,013,435 1,084,794 1,161,177 1,242,939 1,330,458 1,424,139 Total Operating Expenses 5,436,422 5,088,058 5,650,610 6,048,486 6,474,377 6,930,256 7,418,235 7,940,574 EBITDA 149,209 165,082 374,234 400,585 428,791 458,984 491,302 525,896 Depreciation 6,715 4,063 7,590 7,590 7,590 7,590 7,590 7,590 EBITA 142,494 161,019 366,644 392,995 421,201 451,393 483,712 518,306 CapEx --- 2,627 7,671 7,671 7,671 7,671 7,671 7,671 Revenue Growth % License (3.4%) 7.0% 7.0% 7.0% 7.0% 7.0% 7.0% Professional Services --- --- --- --- --- --- --- Total Revenue (3.4%) 7.0% 7.0% 7.0% 7.0% 7.0% 7.0% Gross Profit Margin % 74.9% 72.9% 78.1% 78.1% 78.1% 78.1% 78.1% 78.1% S&M, % of Revenue 44.3% 40.4% 38.9% 38.9% 38.9% 38.9% 38.9% 38.9% R&D, % of Revenue 14.9% 16.1% 21.2% 21.2% 21.2% 21.2% 21.2% 21.2% G&A, % of Revenue 13.7% 14.1% 13.1% 13.1% 13.1% 13.1% 13.1% 13.1% EBITDA Margin % 2.0% 2.3% 4.9% 4.9% 4.9% 4.9% 4.9% 4.9% EBIT Margin % 1.9% 2.2% 4.8% 4.8% 4.8% 4.8% 4.8% 4.8% D&A, % of CapEx --- 154.7% 98.9% 98.9% 98.9% 98.9% 98.9% 98.9% CapEx, % of Revenue --- 0.0% 0.1% 0.1% 0.1% 0.1% 0.1% 0.1% Working Capital Assumptions Inc (dec) in Revenue ($252,702) $507,491 $543,225 $581,475 $622,418 $666,244 $713,156 Inc (dec) in Net Working Capital (31,318) 127 (21,629) (23,152) (24,782) (26,527) (28,395) Inc (dec) in NWC, as % of Inc (dec) in Rev 12.4% 0.0% (4.0%) (4.0%) (4.0%) (4.0%) (4.0%) Net Working Capital (275,982) (307,300) (307,173) (328,802) (351,953) (376,735) (403,262) (431,657) Accounts Receivable --- --- --- --- --- --- --- --- Other Current Assets 90,058 65,773 81,769 87,527 93,690 100,287 107,348 114,907 Accounts Payable --- --- --- --- --- --- --- --- Deferred Revenue --- --- --- --- --- --- --- --- Other Current Liabilities 366,040 373,073 388,942 416,328 445,643 477,022 510,611 546,564 DSOs --- --- --- --- --- --- --- --- Other Curr Assets, % of Rev 1.2% 0.9% 1.1% 1.1% 1.1% 1.1% 1.1% 1.1% Cost of Revenue 1,874,432 1,954,220 1,690,007 1,809,005 1,936,382 2,072,728 2,218,675 2,374,898 DPOs --- --- --- --- --- --- --- --- Deferred Revenue --- --- --- --- --- --- --- --- Other Curr Liabilities, % of Rev 4.9% 5.2% 5.0% 5.0% 5.0% 5.0% 5.0% 5.0%
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ACCEL-KKR Page 4 of 7 15:28:12 12/18/2023 Project [xxx] Accel-KKR Case Income Statement ($ in thousands) 'file:///var/filecabinet/temp/converter_assets/4a/51/4a51006e226ef9e0d9fd4a399b0d8539c1a8d69b.xlsx'#$Case2 FYE December 31 2016A 2017E 2018E 2019E 2020E 2021E 2022E 2023E License 7,460,063 7,207,361 --- --- --- --- --- --- Professional Services --- --- --- --- --- --- --- --- Total Revenue $7,460,063 $7,207,361 $--- $--- $--- $--- $--- $--- Cost of Revenue (ex-Depreciation) 1,874,432 1,954,220 --- --- --- --- --- --- Gross Profit 5,585,631 5,253,140 --- --- --- --- --- --- Sales & Marketing 3,306,527 2,911,598 --- --- --- --- --- --- Research & Development 1,108,046 1,160,608 --- --- --- --- --- --- General & Administrative 1,021,849 1,015,852 --- --- --- --- --- --- Total Operating Expenses 5,436,422 5,088,058 --- --- --- --- --- --- EBITDA 149,209 165,082 --- --- --- --- --- --- Depreciation 6,715 4,063 --- 7,590 7,590 7,590 7,590 7,590 EBITA 142,494 161,019 --- (7,590) (7,590) (7,590) (7,590) (7,590) CapEx --- 2,627 --- 7,671 7,671 7,671 7,671 7,671 Revenue Growth % License --- (3.4%) (100.0%) 7.0% 7.0% 7.0% 7.0% 7.0% Professional Services --- --- --- --- --- --- --- --- Total Revenue --- (3.4%) (100.0%) --- --- --- --- --- Gross Profit Margin % 74.9% 72.9% --- 78.1% 78.1% 78.1% 78.1% 78.1% S&M, % of Revenue 44.3% 40.4% --- 38.9% 38.9% 38.9% 38.9% 38.9% R&D, % of Revenue 14.9% 16.1% --- 21.2% 21.2% 21.2% 21.2% 21.2% G&A, % of Revenue 13.7% 14.1% --- 13.1% 13.1% 13.1% 13.1% 13.1% EBITDA Margin % 2.0% 2.3% --- --- --- --- --- --- EBIT Margin % 1.9% 2.2% --- --- --- --- --- --- D&A, % of CapEx --- 154.7% --- 98.9% 98.9% 98.9% 98.9% 98.9% CapEx, % of Revenue --- 0.0% --- --- --- --- --- ---
ACCEL-KKR Page 5 of 7 15:28:12 12/18/2023 Project [xxx] Case 3 Income Statement ($ in thousands) 'file:///var/filecabinet/temp/converter_assets/4a/51/4a51006e226ef9e0d9fd4a399b0d8539c1a8d69b.xlsx'#$Case3 FYE December 31 2016A 2017E 2018E 2019E 2020E 2021E 2022E 2023E License 7,460,063 7,207,361 --- --- --- --- --- --- Professional Services --- --- --- --- --- --- --- --- Total Revenue $7,460,063 $7,207,361 $--- $--- $--- $--- $--- $--- Cost of Revenue (ex-Depreciation) 1,874,432 1,954,220 --- --- --- --- --- --- Gross Profit 5,585,631 5,253,140 --- --- --- --- --- --- Sales & Marketing 3,306,527 2,911,598 --- --- --- --- --- --- Research & Development 1,108,046 1,160,608 --- --- --- --- --- --- General & Administrative 1,021,849 1,015,852 --- --- --- --- --- --- Total Operating Expenses 5,436,422 5,088,058 --- --- --- --- --- --- EBITDA 149,209 165,082 --- --- --- --- --- --- Depreciation 6,715 4,063 --- 7,590 7,590 7,590 7,590 7,590 EBITA 142,494 161,019 --- (7,590) (7,590) (7,590) (7,590) (7,590) CapEx --- 2,627 --- 7,671 7,671 7,671 7,671 7,671 Revenue Growth % License --- (3.4%) (100.0%) 7.0% 7.0% 7.0% 7.0% 7.0% Professional Services --- --- --- --- --- --- --- --- Total Revenue --- (3.4%) (100.0%) --- --- --- --- --- Gross Profit Margin % 74.9% 72.9% --- 78.1% 78.1% 78.1% 78.1% 78.1% S&M, % of Revenue 44.3% 40.4% --- 38.9% 38.9% 38.9% 38.9% 38.9% R&D, % of Revenue 14.9% 16.1% --- 21.2% 21.2% 21.2% 21.2% 21.2% G&A, % of Revenue 13.7% 14.1% --- 13.1% 13.1% 13.1% 13.1% 13.1% EBITDA Margin % 2.0% 2.3% --- --- --- --- --- --- EBIT Margin % 1.9% 2.2% --- --- --- --- --- --- D&A, % of CapEx --- 154.7% --- 98.9% 98.9% 98.9% 98.9% 98.9% CapEx, % of Revenue --- 0.0% --- --- --- --- --- ---
ACCEL-KKR Page 6 of 7 15:28:12 12/18/2023 Project [xxx] Management Case Discounted Cash Flow Analysis ($ in thousands) 'file:///var/filecabinet/temp/converter_assets/4a/51/4a51006e226ef9e0d9fd4a399b0d8539c1a8d69b.xlsx'#$DCF Assumptions WACC Current date 12/18/2023 Average Tax- Weighted Initial Average Average Weighted Tax rate 40.0% $ Amount Cost Effected Tax-Eff. Cost $ Amount Amount Cost Cost Debt $660,329 7.77% 4.66% 3.03% New Sr Debt $495,247 $144,844 6.50% 4.14% Equity 354,776 25.00% 25.00% 8.74% New Sub Debt 165,082 82,541 10.00% 3.63% Total $1,015,105 Average Cost of Debt $660,329 $227,386 7.77% Weighted Average Cost of Capital 11.77% DISCOUNTED CASH FLOW VALUATION FYE December 31 CAGR 2017A 2018E 2019E 2020E 2021E 2022E 2023E '17A-'22E '18A-'22E EBITDA $165,082 $374,234 $400,585 $428,791 $458,984 $491,302 $525,896 24.37% 7.04% Depreciation 4,063 7,590 7,590 7,590 7,590 7,590 7,590 EBITA 161,019 366,644 392,995 421,201 451,393 483,712 518,306 24.61% 7.17% Taxes --- 127,178 142,673 160,080 180,557 193,485 207,322 Net Operating Profit After Tax 161,019 239,466 250,322 261,121 270,836 290,227 310,983 12.51% 4.92% (+) Depreciation 4,063 7,590 7,590 7,590 7,590 7,590 7,590 (+) (Inc) dec in NWC --- (127) 21,629 23,152 24,782 26,527 28,395 (-) CapEx --- (7,671) (7,671) (7,671) (7,671) (7,671) (7,671) Unlevered Free Cash Flow $165,082 $239,258 $271,870 $284,192 $295,537 $316,673 $339,297 13.92% 7.26% % growth 44.93% 13.63% 4.53% 3.99% 7.15% 7.14% Illustrative Present Value as of December 18, 2023 Terminal Value at 2022 Discount rate 9.77% 11.77% 13.77% NTM (2023E) EBITDA multiple 5.0x 6.0x 7.0x 5.0x 6.0x 7.0x 5.0x 6.0x 7.0x 2023E EBITDA $525,896 PV of Finite UFCF $4,488,690 $4,488,690 $4,488,690 $5,630,377 $5,630,377 $5,630,377 $7,038,524 $7,038,524 $7,038,524 NTM Terminal % of Enterprise Value 40.26% 35.96% 32.50% 41.39% 37.04% 33.53% 42.52% 38.13% 34.57% EBITDA Value at PV of Terminal Value $6,660,348 $7,992,417 $9,324,487 $7,974,001 $9,568,801 $11,163,601 $9,516,320 $11,419,584 $13,322,848 Mult. 2022 % of Enterprise Value 59.74% 64.04% 67.50% 58.61% 62.96% 66.47% 57.48% 61.87% 65.43% 5.0x $2,629,480 Enterprise Value $11,149,037 $12,481,107 $13,813,176 $13,604,377 $15,199,177 $16,793,978 $16,554,844 $18,458,107 $20,361,371 6.0x $3,155,376 (-) Net Debt --- --- --- --- --- --- --- --- --- 7.0x $3,681,272 FD Equity Value $11,149,037 $12,481,107 $13,813,176 $13,604,377 $15,199,177 $16,793,978 $16,554,844 $18,458,107 $20,361,371 Enterprise Value / 2018E EBITDA 29.8x 33.4x 36.9x 36.4x 40.6x 44.9x 44.2x 49.3x 54.4x Implied perp. growth rate of UFCF (2.03%) (0.24%) 1.08% (0.24%) 1.58% 2.92% 1.54% 3.39% 4.76%
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ACCEL-KKR Page 7 of 7 15:28:12 12/18/2023 Project [xxx] Management Case [xxx] ($ in thousands) 'file:///var/filecabinet/temp/converter_assets/4a/51/4a51006e226ef9e0d9fd4a399b0d8539c1a8d69b.xlsx'#$Blank