GB Group PLC · LSE:GBG
GB — GBG — Merger or Acquisition (November 2021)
29 slides from GB's merger presentation, November 2021
Slide 1: GBG proposed acquisition of Acuant
GBG proposed acquisition of Acuant Creating a global leader in digital identity verification and fraud prevention November 2021 GBG helps build trust in a digital world Our vision is to create a world where everyone can transact online with confidence
Slide 2: Disclaimer
Disclaimer THIS DOCUMENT IS STRICTLY CONFIDENTIAL AND IS BEING PROVIDED TO YOU SOLELY FOR YOUR INFORMATION AND FOR USE AT A PRESENTATION TO BE HELD IN CONNECTION WITH THE PLACING (AS DEFINED BELOW) BY THE COMPANY AND MAY NOT BE REPRODUCED IN ANY FORM OR FURTHER DISTRIBUTED TO ANY OTHER PERSON OR PUB
Slide 3: Agenda
Agenda 1. Overview: Compelling strategic combination 2. Acuant: Leader in the fast growing digital identity verification and fraud prevention markets 3. Strategic rationale: Accelerating our strategy to create a global leader with enhanced growth potential 4. Financials, transaction structure and ti
Slide 4: GBG: building trust in a digital world
GBG: building trust in a digital world Our vision is to create a world where everyone can transact online with confidence At the forefront of the fast-growing and global digital identity sector GBG works with the best data, best technology, and best people Compelling strategy to deliver long-term su
Slide 5: 1. Overview: Compelling strategic combination
1. Overview Compelling strategic combination
Slide 6: Creating a global leader in the digital identity and fraud prevention markets
Creating a global leader in the digital identity and fraud prevention markets GBG’s acquisition of Acuant brings together two of the leaders in the global digital identity market, with combined revenue of c. £265 million Increases US presence and Attractive financial profile, Accelerated product, da
Slide 7: Acquisition of Acuant for an enterprise value of $736m
Acquisition of Acuant for an enterprise value of $736m A financing structure that maintains GBG’s prudent and efficient capital allocation, while also incentivising key talent Consideration(1) Financing(1) • $619m cash • £300m placing of ordinary shares in GBG • $117m in GBG shares • $117m equity i
Slide 8: 2. Acuant: Leader in the fast-growing digital identity verification and fraud prevention markets
2. Acuant Leader in the fast-growing digital identity verification and fraud prevention markets
Slide 9: Acuant at a glance
Acuant at a glance A high-growth provider of digital identity verification solutions Acuant Compliance 1999 1,000+ 71% 209 84% 42% Know Your Know Your Business SaaS revenue Channel partner Customer Founded Customers Team members USA revenue (recurring) revenue Transaction Sanction Screening Monitori
Slide 10: Digital identity markets: large, fast growing and global
Digital identity markets: large, fast growing and global Acquisition of Acuant strengthens our offering in the fast-growing category of identity fraud $15.8bn $13.5bn $11.6bn Identity Verification* $8.7bn $10.0bn $15.8bn $7.6bn $6.2bn 2019 2020 2021 2022 2023 2024 2025 & Identity IdentityFraud Fraud
Slide 11: High performing business with an attractive financial profile
High performing business with an attractive financial profile Acuant is a fast-growing, profitable and cash generative business which is strategically aligned with GBG • Acuant generates 84% of its revenue from the high-growth US market Strong growth track • Acuant achieved 22% revenue growth LTM to
Slide 12: 3. Strategic rationale: Accelerating our strategy with enhanced growth potential
3. Strategic rationale Accelerating our strategy with enhanced growth potential
Slide 13: Combination accelerates growth and enhances our competitive positioning
Combination accelerates growth and enhances our competitive positioning Geographic expansion • Delivers additional scale in key US market • Combined product portfolio primes enlarged Group for accelerated expansion into APAC and other new geographies over time Expanded customer base • Complementary
Slide 14: Combination of Acuant and GBG creates exciting growth opportunities in the US and worldwide
Combination of Acuant and GBG creates exciting growth opportunities in the US and worldwide • Acuant acquisition increases GBG’s exposure to the large and fast-growing US market • Acuant products benefit from access to GBG’s global datasets • Combined portfolios prime GBG for further expansion into
Slide 15: Customer base expansion and diversification
Customer base expansion and diversification New customer verticals and complementary customer bases provide multiple sales opportunities FY21 revenue Example shared customers CY20 revenue Financial Services Financial Services Multi-industry Partners Example shared partners Automotive & Transport Ret
Slide 16: Combination accelerates our data, product and technology ambitions by approximately two years
Combination accelerates our data, product and technology ambitions by approximately two years Five key roadmap accelerators: Acuant brings a market-ready SaaS version of GBG’s existing on-premise fraud products. This will focus future investment in GBG fraud products on further product innovation •
Slide 17: Creates a global leader in electronic ID verification across the customer lifecycle
Creates a global leader in electronic ID verification, delivering a differentiated proposition across the customer lifecycle Customer acquisition (on-boarding) Ongoing customer relationship (in-life) Application/ Ongoing AML Document & Biometric Data led identity Transaction fraud In life fraud Orig
Slide 18: Enlarged technology platform provides the complete customer journey for trusted identities globally
Enlarged technology platform provides the complete customer journey for trusted identities globally Combined end-to-end capability provides a more comprehensive product offering Great Orchestration No Code Low Code Data Network Unique Case Single API Single UI Developer Supplier Hub Cloud Native / J
Slide 19: 4. Financials, transaction structure and timetable
4. Financials, transaction structure and timetable
Slide 20: Strong revenue growth in fast-growing market
Strong revenue growth in fast-growing market Acuant revenue profile ($m) 36% Subscription/transaction revenue CAGR(1) 40% Subscription/transaction revenue growth 58.1 15% Total revenue CAGR(1) 22% Total revenue growth 49.6 47.6 44.5 37.8 41.4 24.2 32.4 29.5 17.4 20.4 20.3 18.1 17.2 16.6 Dec-18 Dec-1
Slide 21: Strong cashflow generation and well invested business
Strong cashflow generation and well invested business Acuant adj. operating profit profile ($m / % of revenue) Cash flow conversion (%) 13% 22% 20% 130% 11.4 10.8 106% 96% 5.8 Dec-19 Dec-20 LTM to Jul-21 Dec-19 Dec-20 LTM to Jul-21 • Acuant’s operating profit margins are similar to GBG’s while conti
Slide 22: Familiarity with Acuant business and management team supports integration and delivery of synergies
Familiarity with Acuant business and management team supports confidence in integration and delivery of synergies • Detailed plan to be led by highly experienced GBG internal team and in line with GBG’s best practice Detailed • 100 and 200 day plans, with clearly identifiable checkpoints and individ
Slide 23: Acquisition terms and financing
Acquisition terms and financing Sources and Uses of Funds (1) Acquisition Terms (1) & Financing Structure ~£547m ~£547m • Enterprise value of $736 million (£547 million) • Satisfied by c. £87 million in share consideration to Cash from New ~£160m Debt and management and PE owners, a £300 million equ
Slide 24: Current trading and prospects
Current trading and prospects • The Board’s expectations for the Group’s performance in the current year and beyond remain unchanged since the trading update published on 21 October Current • Acuant has traded well during its 2021 financial year which ends on 31 December Trading • Acuant has achieve
Slide 25: Timetable
Timetable Activity Expected Date Transaction and ABB announcement 16:35 18 November Announce placing results 07:00 19 November Admission and settlement of placing shares 23 November Closing of acquisition 29 November Indicative, subject to final confirmation 25
Slide 26: 5. Conclusion
5. Conclusion GBG
Slide 27: Creating a global leader in the digital identity verification and fraud prevention markets
Creating a global leader in the digital identity verification and fraud prevention markets The acquisition of Acuant aligns with GBG’s key strategic acquisition criteria Increased exposure to the fast-growing US market, the largest market for Identity Verification Extensive product suite and strong
Slide 28: Questions?
Questions? GBG
Slide 29: Thank you
Thank you gbgplc.com GBG