Financial Results for FY2015 1H
January 1 to June 30, 2015
GCA Savvian Corporation
July 29, 2015
(TSE1: Ticker 2174)
FY2015 1H Financial Performance
Summary of FY2015 1H Results
2
・ Revenue increased to 4,979 million yen (up 27%), and EBIT to 710 million yen (doubled from 1H 2014).
Pipeline remains very strong. Many of the deals are expected to close in Q3 and Q4.
GCAS views 2015 as a year of investment and we are actively pursuing senior level bankers. Though the market is competitive, we continue to aggressively pursue candidates.
Executed 1.8 billion yen shares repurchase in Q2 to prevent share dilution resulting from stock options exercised by employees.
・
・
・
Continue to return 100% of net income to shareholders. Increased interim dividend from 5 yen to 10 yen per share which will be distributed on August 10th
(record date of June 30th). ・
Increasing In-Out M&A in Japan
3
Source: Based on Thomson Reuter data modified by GCA Savvian. 2015 is annualized (Jan-June data x 2)
• 1H 2015 In-Out transactions by Japanese companies were worth 6 trillion yen (publicly announced basis) which already is comparable to the full year 2014
• Overseas investment is growing substantially as companies seek growth opportunities outside Japan
0
5
10
15
2009 10 11 12 13 14 15
(Value : Trillion Yen)
(Year)
4Source : Nikkei newspaper
• A survey of 100 CEOs of Japanese companies revealed that over 30% of available cash is to be deployed to M&A
• 80% of CEO’s expressed their intent to actively pursue overseas M&A opportunities despite the depreciation of the yen
Capital Expenditure
R&D investments
M&A
Shareholder returns (share repurchases etc)
Employee returns (wage increases)
Venture Investment
Others
M&A budget for Japanese companies
FY2015 1H Financial Performance (by domain)
5Notes:
Subsidiaries in India and China are consolidated beginning FY2014Exchange rates for FY2015 2Q (actual average) : ¥120.24/US$ and ¥183.34/GBP; Foreign exchange rates for FY2014 2Q (actual average): ¥102.47/US$ and ¥171.02/GBP.
• Advisory revenues increase in both Japan and US by 31% year-on-year• EBIT doubled, net profit was x2.5 y-o-y, pipeline remains robust
“Investment” includes costs for hiring management level personnel
(in ¥MM)Actual (1)
FY2015 1H % FY2014 1H % Change %Revenue Advisory - Japan 2,483 2,053 430 20.9 % Advisory - US 2,362 1,626 736 45.3 % Advisory Total 4,845 3,679 1,166 31.7 % Asset Management 134 247 (113) (45.7)% Total Revenue 4,979 3,927 1,052 26.8 %
EBIT before Investment 849 17.1% 510 13.0% 339 66.5 % Investment 139 163EBIT 710 14.3% 347 8.8% 363 104.6 %
Net Income 462 9.3% 170 4.3% 292 171.8 %
2,795
3,679
4,845
-266
317
844
-400
-200
0
200
400
600
800
1,000
0
1,000
2,000
3,000
4,000
5,000
6,000
2013 1H 2014 1H 2015 1H
Revenue EBIT
FY2015 1H Advisory Business
6
(Million Yen)
Advisory Business
• Advisory revenue increased by 32%, EBIT increased x 2.7 year-on-year• Further growth is expected in 2H based on current pipelines
Notes:Subsidiaries in India and China are consolidated beginning FY2014Exchange rates for FY2015 1H (actual average) : ¥120.24/US$ and ¥183.34/GBP; Exchange rates for FY2014 1H (actual average): ¥102.47/US$ and ¥171.02/GBP,Exchange rates for FY2013 1H (actual average): ¥95.59/US$ and ¥147.39/GBP.
(Revenue) (EBIT)
-500
0
500
1,000
1,500
2,000
2,500
Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2
0
1,000
2,000
3,000
4,000
5,000
6,000
Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2
Asset ManagementDue DiligenceAdvisory
Quarterly Financial Performance
7
EBIT (Fund Unconsolidated)
2012 20142013
The highest 2Q revenues in past 4 years
(Million Yen)
(Million Yen)
2015
Revenue (Fund Unconsolidated)
2012 20142013 2015
GCA Savvian – Advisory Ranking
8
Ranked 7th by the number of deals related to Japanese M&A in FY2015 2Q
Notes:Source: mergermarket
Deal Size No. ofAdvisor JPY mil. Deal
1 Nomura 888,029 292 SMBC 551,279 193 Mizuho FG 324,874 164 Mitsubishi UFJ Morgan Stanley 763,011 75 Daiwa 110,179 76 PwC 25,268 77 GCA Savvian 93,000 58 Deloitte 52,237 59 Frontier Management 15,450 510 Merrill Lynch 432,327 4
FY2015 2Q (Apr - Jun) Financial Advisors toJapanese M&A : Rank Volume
(in ¥MM)Accounts 2015/6 (1) 2014/12 (2)
Cash and Cash Equivalent 7,237 9,412Accounts Receivable 1,226 918Operational Invest Security 128 598Others 831 516
Current Assets 9,423 11,443Furniture etc. 204 199Investment Sec. 254 319Others 860 1,227
Fixed Assets 1,317 1,744Total 10,741 13,188Income Tax Payable 433 879Others 1,563 3,597
Liabilities 1,997 4,476Capital 7,844 7,819Treasury Stock 0 (241)Exchange Valuation 900 1,135
Net Assets 8,744 8,712Total 10,741 13,188
Capital Ratio→ 81%
Strong Balance Sheet
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Notes:(1) Ex-rate as of June 31, 2015: ¥122.48/US$ and ¥192.75/GBP.(2) Ex-rate as of Dec 31, 2014 : ¥120.53/US$ and ¥187.01/GBP.(3) 1% holdings of investment to the mezzanine fund managed by the subsidiary of GCA Savvian
• Maintain high capital ratio of 81 %• Simple and healthy balance sheet
(3)
Notable Transactions in 2015 2Q
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Cross-border TransactionsNotable Domestic Transactions
Advised Imagica Robot, Cool Japan Fund,
Advised Daiichi Sankyo on the sale of its Daiichi Sankyo Propharma Akita Plant to Alfresa Pharma.
Advised Amphenol Corporation in its acquisition of FCI Asia
Closed in April 2015Closed in April 2015 Announced in June 2015
Note: Japan Tobacco’s sale of its Beverage Vending Machine Operating Business and Beverage Brands was announced in July and will be a Q3 deal.
Advised RootWireless Inc. on its sale to IHS Inc.
Announced in April 2015
Advised Imagica Robot, Cool Japan Fund,
Sumitomo Corporation in its acquisition of
sdi MEDIA.
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PMI : Alliance with Link and Motivation Inc.
Notes: PMI (Post Merger Integration) : Measures to improve corporate value and continuous growth after an M&A transaction.
Promoting “Activation PMI”
Organizations experiencing stagnant growth several years following an M&A transaction
Organizations left isolated with synergies unrealized for a long time
Diagnostic skills for organizational motivation
Communication activation know-how
Various measures for employee motivation Proven performance in cross-border M&A
Strategic consulting capabilities
Cutting-edge global practices
Alliance betweendifferent industries
Diagnose
Unclear management vision
Inconsistent plans Deficiencies in
management process Inefficient operations Lack of communication Issues with chemistry Sense of completed
mission etc.
Review corporate vision Consistencies in planning
process Renew management
model Operational reform Organizational reform Management reform Sale etc.
Analyze
GCA Savvian considers “organizational and employee motivation” as an important element for synergy creation in every M&A transaction.
Investigating and Identifying the cause Finding and enacting solutionsIsolation, stagnant growth, distrust, anxiety
Revitalizing estranged or underperforming organizations after M&A
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Since the corporate governance revolution in the US during the 1990’s, independent M&A firms has grown. (currently Lazard, Greenhill, Evercore and Moelis are listed on NYSE. Blackstone’s advisory segment will be listed)
Increase of independent outside directors promotes strong corporate governance which leads to increase in corporate valuations.
A trend that independent firms are increasingly being retained for large-scale transactions due to their lack of conflicts.
New era for independent M&A firms in Japan
Corporate Governance Revolution
Aki Watanabe’s Toyo Keizai interview of June 20, 2015
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Interim dividends will increase from 5 yen to 10 yen as a result of the upward revision of annual dividend forecast from 10 yen to 20 yen (to be paid on August 10, 2015, based on June end record date)
Continue 100% shareholder return policy
High Shareholder ReturnsHigh ROE
The firm’s principle growth investment is on hiring talents. The investment made during the year is expensed as incurred. Therefore, all post-investment net profits can be returned to shareholders.
Interim Dividends
1.78 bn yen
0.52 bn yen
1.26 bn yen
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Share repurchases
Share repurchase in 2Q
Budget for share repurchase programs
Share repurchase in 2Q---------------------------------------------------------------------------Remaining budget
2Q share repurchase was executed to counteract share dilutions resulting from exercised stock options by employees. When we apply the cash receipts of ¥1.32 bn from option exercise to the share repurchse of ¥1.84 bn, the net cash for share repurchase was 0.52 bn yen.
6%5%
5%
0.0%
4.0%
8.0%
12.0%
16.0%
1,700 1,600 1,500
12%11%
10%
0.0%
4.0%
8.0%
12.0%
16.0%
1,700 1,600 1,500
Dilution rate @1,700 per share declines from 12% to 6% (12/31/2014)This rate will drop to 3% if we utilize the remaining budget of 1.26 bn yen.
15
Improved dilution rate by stock options
Dilution rate significantly improved by 2Q share repurchase
Dilution rate if shares are repurchased by cash from exercised stock options (options determined as of March 2016)
December end 2014
(Dilution rate) (Dilution rate)
(Share Price : Yen)
June end 2015
(Share Price : Yen)
Appendix
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2,000
4,000
6,000
8,000
10,000
12,000
0
500
1,000
1,500
2,000
2,500
2004 05 06 07 08 09 10 11 12 13 14 15
ValueNumber
17
M&A Market Trends in Japan/US (completion base)
(Value : Billion Yen) (Number)
Japan M&A Market US M&A Market
(Value : Billion USD) (Number)
Source: mergermarket (based on deals completed). 2015 is annualized (Jan-June data x 2).
• 2015 Japan M&A market is similar to last year in both number and value
• US M&A market declined slightly in number of transactions but increased in value
0
1,000
2,000
3,000
0
5,000
10,000
15,000
20,000
25,000
2004 05 06 07 08 09 10 11 12 13 14 15
ValueNumber
Ratio of Large Deals
Number of Professionals
20132012
Other Data
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Others39% Others
39%
Large *29%
Large *61%
Mega *32%
2014
Others29%
Large *71%
Notes:* Large represents transaction fee greater than ¥0.1bn; Mega represents transaction fee greater than ¥1bn
2015 1H
Others35%
Large *65%
Number of Professionals FY2014 FY2015 FY20151Q 2Q 3Q 4Q 1Q 2Q 3Q 4Q End
Advisory Japan 78 81 84 84 88 101 101Advisory US 60 65 65 66 67 65 70Advisory Europe 1 1 1 1 1 1 1Due Diligence 29 28 23 20 20 21 21Mezzanine 9 8 8 8 8 9 8
177 183 181 179 184 197 201
Statements made at this presentation and in these materials include forward-looking statements that are based on our current forecasts, assumptions, estimates and projections about our business and the industry. These forward-looking statements are subject to various risks and uncertainties. These statements discuss future forecasts and plans, identify strategies, contain projections of results of operations and of our financial condition, and state other “forward-looking” information. Known and unknown risks, uncertainties and other factors could cause the actual results to differ materially from expected results contained in any forward-looking statements. Potential risks and uncertainties include, without limitation, our ability to continue to attract and retain customers; our ability to make our operations profitable; our ability to continue to expand and maintain our computers and electronic systems to avoid failures of these systems, and our ability to maintain our relationship with our founding shareholders. The financial information presented in not in accordance with US GAAP. Forward-looking statements are made based upon the best information available to us on the day of presentation and we will not revise or update any forward-looking statements for any new information or future events.
This is an English translation of Japanese presentation materials prepared for investor relations purpose. If there is any discrepancy between a statement in English and a statement in Japanese, the Japanese version will be the controlling document.
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As the world’s global public M&A solutions group and public institution, GCA Savvian Corporation aims to contribute to the growth and development of clients and the world economy by
continuously providing value-creating M&A solutions.
“Trusted Advisor For Client’s Best Interest”