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AVANTE LOGIXX | SEPTEMBER 2018 CRAIG CAMPBELL, CEO Avante Logixx Annual and Special Meeting of Shareholders September 19, 2018
Transcript
Page 1: Avante Logixx · This presentation may contain “forward-looking information” within the meaning of applicable securities legislation. Generally, forward-looking information can

A V A N T E L O G I X X | S E P T E M B E R 2 0 1 8

C R A I G C A M P B E L L , C E O

Avante LogixxAnnual and Special Meeting of Shareholders

September 19, 2018

Page 2: Avante Logixx · This presentation may contain “forward-looking information” within the meaning of applicable securities legislation. Generally, forward-looking information can

This presentation may contain “forward-looking information” within the meaning of applicable securities legislation. Generally, forward-looking information can be identified by the use of forward-looking terminology

such as “plans”, “expects” or “does not expect”, “is expected”, “budget”, “scheduled”, “estimates”, “forecasts”, “intends”, “anticipates” or “does not anticipate”, or “believes” or variations of such words and phrases

or state that certain actions, events or results “may”, “could”, “would”, “might” or “will be taken”, “occur” or “be achieved”. In particular, this presentation contains statements regarding: potential acquisition targets

of Avante Logixx Inc. (“Avante”); the ability of Avante to execute on its strategic plan and acquisition strategy; the estimated transaction models for future acquisition; and the estimated potential value creation and

total shareholder returns which management believes may be realized by Avante’s acquisition strategy. All such forward-looking information is based on certain assumptions and analyses which management of

Avante believes to be reasonable in light of its experience and perception of historical trends, current conditions and expected future developments, as well as other factors that management believes to be

appropriate in the circumstances. Such assumptions include: trends in the physical security industry; the ability of Avante to raise capital on acceptable terms; general and administrative expenses and interest

expenses; Avante’s ability to maintain existing customer, supplier and partner relationships; the ability of Avante’s management team to execute Avante’s business strategy, and other matters.

Statements containing forward-looking information are subject to known and unknown risks, uncertainties and other factors that may cause the actual results, level of activity, performance or achievements of Avante

to be materially different from those expressed or implied by any statements containing forward-looking information. The risks, uncertainties and other factors are difficult to predict and may include, without limitation,

risks relating to: general economic conditions; industry conditions; the ability of Avante to raise capital; operating risks; risks inherent in the ability to generate sufficient cash flow from operations to meet current and

future obligations; increased competition; stock market volatility; opportunities available to or pursued by Avante, and other factors, many of which are beyond Avante’s control. The foregoing factors are not

exhaustive. Although Avante has attempted to identify important factors that could cause actual results to differ materially from those statements containing forward-looking information, there may be other factors

that cause results not to be as anticipated, estimated or intended. There can be no assurance that such statements will prove to be accurate, as actual results and future events could differ materially from those

anticipated in such statements. Accordingly, readers should not place undue reliance on forward-looking information. Avante does not undertake to update any statements containing forward-looking information,

except in accordance with applicable securities laws.

Any “financial outlook” or “future-oriented financial information” in this presentation, as defined by applicable securities legislation, has been approved by management of Avante. Such financial outlook or future-

oriented financial information is provided for the purpose of providing information about management’s current expectations and plans relating to the future. Readers are cautioned that reliance on such information

may not be appropriate for other purposes.

Any data, graphs or information in this presentation that have been compiled by, or drawn from, a third party has been credited to that third party and Avante does not take responsibility for the accuracy of such

information.

This presentation is for information purposes only and is not intended to, and should not be construed to constitute, an offer to sell or the solicitation of an offer to buy, Avante’s securities. This presentation and its

contents should not be construed, under any circumstances, as investment, tax or legal advice. Any person viewing or accepting delivery of this presentation acknowledges the need to conduct their own thorough

investigation into Avante’s business and its activities before considering any investment in Avante’s securities. Among other things, investors should review Avante’s public filings which are available in Canada at

www.sedar.com.

Non-IFRS Financial Measures

This presentation contains certain financial measures that are not determined in accordance with IFRS, including Adjusted EBITDA.

• Adjusted EBITDA is calculated by adding back: Expense fair value adjustment of CWL inventory; Depreciation on property, plant and equipment; Amortization of intangible assets; Share based payments; and

Management reorganization & integration costs to Income before income taxes. Adjusted EBITDA is used by management of Avante to provide a more accurate measure of its operating performance.

These measurements should not be considered an alternative to, or more meaningful than, other measures as determined in accordance with IFRS. These measurements do not have a standardized meaning under

IFRS; thus, Avante’s determination of Adjusted EBITDA may not be comparable to that reported by other companies. Reference should be made to Avante’s management’s discussion and analysis and related

financial statements for more information relating to the calculation of Adjusted EBITDA.

A V A N T E L O G I X X 2 0 1 8

F O R W A R D - L O O K I N G S T A T E M E N T S & D I S C L A I M E R

Page 3: Avante Logixx · This presentation may contain “forward-looking information” within the meaning of applicable securities legislation. Generally, forward-looking information can

S E C U R I N G T H E F U T U R E

Building a Diversified Security Platform

Through Multiple Acquisitions and Organic Growth

A V A N T E L O G I X X | S E P T E M B E R 2 0 1 8

C R A I G C A M P B E L L , C E O

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Page 4: Avante Logixx · This presentation may contain “forward-looking information” within the meaning of applicable securities legislation. Generally, forward-looking information can

W H A T W E W I L L D I S C U S S T O D A Y

Why the Security Industry 5

4

The Avante Platform Today 8

Building for the Future 13

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A V A N T E L O G I X X | S E P T E M B E R 2 0 1 8

C R A I G C A M P B E L L , C E O

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W H Y T H E S E C U R I T Y I N D U S T R Y

Page 6: Avante Logixx · This presentation may contain “forward-looking information” within the meaning of applicable securities legislation. Generally, forward-looking information can

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W H Y T H E S E C U R I T Y I N D U S T R Y

Fragmentated

& Active Market

Established

Value Prop

Macro

Trends

Recession

Resilient

Active M&A

Market

Consistent

FCF

• Proven value-add for clients • Improved service and reducing

costs.

Established Value Proposition

• Outsourced security services are highly cash generative

• Low capex and working capital requirements

• Average conversion rate of EBITDA to FCF >85%

Consistent Free Cash Flow (FCF)

• Active M&A marketplace• Large strategic and PE participation providing multiple

exit opportunities

Active M&A Marketplace

SecurityIndustry

• Highly fragmented market, ripe for further consolidation

Fragmented Market

• Security services industry is a large, stable market

• Revenues of $3.7billion CAD in 2017

• Security services industry 0.6% CAGR 2017 to 20221

• Security alarm services 2.1% CAGR 2017 to 20222

Strong Macro Trends

• Diversified client base• Increased security concerns

supports consistent security spend

Recession Resilient

1. Ibisworld Industry Report – “Security Services in Canada” – Nov 20172. Ibisworld Industry Report – “Security Alarm Services in Canada” – April 2017

Security is a Megatrend

• Driven by global tension, widening gap in

socioeconomic drivers, urbanization and digitization.

• Cost of manpower is going up, cost of technology is

going down

Page 7: Avante Logixx · This presentation may contain “forward-looking information” within the meaning of applicable securities legislation. Generally, forward-looking information can

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O P P O R T U N I T I E S E V E R Y W H E R E E V E R Y D A Y

✓ Cameras

✓ Access Controls

✓ Intrusion Systems

✓ Guards

✓ Patrols

✓ Video Analytics

✓ Employee background screenings

✓ Corporate investigations

✓ High security locks

✓ Secure Transport

✓ Internet Monitoring

✓ Insider Risk Programs

✓ Safe & Vault Services

You see a streetscape.

We see infinite potential.

Page 8: Avante Logixx · This presentation may contain “forward-looking information” within the meaning of applicable securities legislation. Generally, forward-looking information can

A V A N T E L O G I X X | S E P T E M B E R 2 0 1 8

C R A I G C A M P B E L L , C E O

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T H E A V A N T E P L A T F O R M T O D A Y

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S T R A T E G I C B U S I N E S S U N I T S

H O L D I N G C O .

PROTECTIVE

SERVICES

MONITORING

& MANAGED

SERVICES

ELECTRONIC

SECURITY /

AUTOMATION

SECURITY

DEVICES &

HARDWARE

INVESTIGATION

&

INTELLIGENCE

CYBER

Strong Portfolio United by a Common Business Model

A V A N T E T O D A Y - B U I L D I N G A P L A T F O R M T O B E T H E L E A D E R I N T E C H N O L O G Y E N A B L E D

S E C U R I T Y S O L U T I O N S

9

Revenue Contribution (FY 18)SBU

MONITORING

& MANAGED

SERVICES

PROTECTIVE

SERVICES

ELECTRONIC

SECURITY /

AUTOMATION

SECURITY

DEVICES &

HARDWARE

INVESTIGATION &

INTELLIGENCE

CYBER

1 Outstanding brand and market

leader

2 Extensive install base

3 Strong “captive” recurring

revenues

4 High level of customer intimacy

22.7%

14.3%

32.2%

30.8%

0.0%

0.0%

Page 10: Avante Logixx · This presentation may contain “forward-looking information” within the meaning of applicable securities legislation. Generally, forward-looking information can

Guards, executive protection, executive response, and secure transport services. Executive

response consists of an attractive subscription based business model providing recurring

monthly revenue (RMR) that breads high retention and customer lifetime value (LTV). This

has historically proven to be a stable and modestly growing vertical with an expanding

customer base. Protective Services is a $3.7B market in Canada with a projected CAGR of

0.6% through 20221 and a $33.8B market in the US with a projected 1.4% CAGR through

20222.

1.Ibisworld Industry Report – “Security Services in Canada” – Nov 2017

2. Ibisworld Industry Report – “Security Services in the US” – June 2017

3. Ibisworld Industry Report – “Security Alarm Services in Canada” – April 2017

4. Ibisworld Industry Report – “Security Alarm Services in the US” – May 2017

5.Global Market Insights – “Electronic Security Market Size By Product” – October 2017

6.Global Market Insights – “Electronic Security Market worth over $60bn by 2024” – October 2017

7.Grand View Research – “Smart Home Automation Market Analysis By Component” – August 2017

8.Allied Market Research – “Home Automation Market by Application” – June 2017

P O R T F O L I O O V E R V I E W

Protective Services

Monitoring & Managed Services (MMS)

Alarm monitoring, alarm response, international travel, and intelligent video

response services. MMS largely consists of an attractive subscription based business

model providing consistent RMR that breads high retention, an LTV, and is also a

high margin business. MMS is a $1.1B market in Canada with a projected CAGR of

2.1% CAGR through 20223 and a $22.3B market in the US with a projected 2.0%

CAGR through 20224.

Electronic Security/ Automation

Smart home integration as well as integrated systems including CCTV, access control, and

intrusion detection. Electronic Security is a $27B market globally5 and is projected to reach

$60B globally by 20246. Home automation is a $46B market globally7 and is projected to

reach $81B by 20238. There is a massive opportunity in this vertical as smart home adoption

continues to steadily increase and become mainstream buoyed by better smart software,

technology inclined millennials, improvements in the interoperability of smart devices, and

the rise of voice-enabled platforms like Amazon Echo/ Alexa reaching mainstream adoption

in North America. Electronic Security/ Automation will be key to our “own the home” vision.

10

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Lock repair, high security locks, as well as safe and vault services. SD&H has historically

proven to be a steady vertical consisting of products manufactured across the entire price

spectrum with both high and low end products in order to satisfy all customer needs and

drive a broader audience. The continued integration of new technology into legacy devices

and hardware (e.g. electronic locks) serves as a tailwind for the vertical moving forward.

1.IBIS World Reports – “Private Detective Services” – August 2018

2.Mordor Intelligence – “Global Cyber Security Market” – April 2018

3.Mordor Intelligence – “Global Cyber Security Market” – April 2018

P O R T F O L I O O V E R V I E W

Security Devices & Hardware (SD&H)

Investigations & Intelligence

Background screening, pre-employment screening, insider risk programs, due

diligence, geopolitical risk consulting, integrity monitoring services. Investigations &

Intelligence is currently a $6B market in the US1. An attractive margin profile industry

that sees increased corporate activity and macroeconomic trends of outsourcing

as tailwinds for the vertical moving forward.

Cybersecurity

Cyber advisory, internet monitoring, managed detection and response, and open source intelligence services. Cybersecurity is a $103B market globally2 and is projected to reach $242B by 20233. Industry tailwinds include the growing severity and frequency of cyberattacks as digitization continues to be a global phenomenon for businesses and consumers. Global spend on cyber products and services is expected to exceed $1T by 2021 as the surface area for cyber threats becomes more pervasive due to the mass adoption of mobile devices, as well as the continued adoption of cloud computing and IoT devices. As such, cybersecurity can no longer be thought of as separate from physical security, where an integrated and holistic provider of security solutions will become more efficient and economical for consumers and business alike, leading to a greater user experience.

11

Page 12: Avante Logixx · This presentation may contain “forward-looking information” within the meaning of applicable securities legislation. Generally, forward-looking information can

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R E C E N T E V E N T S

CEOAnnouncement

On January 10, 2018

Craig Campbell is

announced as

Avante’s new CEO

First 30 days

1st 30 days spent

assessing XX’s

capabilities and

areas for

improvement.

Created a

strategic plan to

leverage and

enhance the firm’s

capabilities

J A N 2 0 1 8 F E B 2 0 1 8 M A Y 2 0 1 8

First 100 days

1st 100 days

reorganized the

business into

strategic business

units; amalgamated

Avante Security Inc.

& INTO Electronics

Inc.; added depth

and experience to

senior leadership

team; and began

implementing

strategic plan

J U N E 2 0 1 8 J U L Y 2 0 1 8 A U G U S T 2 0 1 8 S E P T E M B E R 2 0 1 8

Bought Deal Closed

Completed bought

deal public offering

of common shares for

aggregate gross

proceeds of

$8,625,000

Completed Architronics Acquisition

Executed share

purchase agreement

to complete the

acquisition of the

remaining 49%

interest in Architronics

Completed Watermark Security Acquisition

Executed share

purchase agreement

to complete the

acquisition of

Watermark Security

expanding consumer

base to Muskoka

Completed VeridinSystems Acquisition

Executed share

purchase agreement

to complete the

acquisition of Veridin

Systems expanding

commercial footprint,

while gaining large

nationwide accounts

Page 13: Avante Logixx · This presentation may contain “forward-looking information” within the meaning of applicable securities legislation. Generally, forward-looking information can

A V A N T E L O G I X X | S E P T E M B E R 2 0 1 8

C R A I G C A M P B E L L , C E O

B U I L D I N G F O R T H E F U T U R E

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Page 14: Avante Logixx · This presentation may contain “forward-looking information” within the meaning of applicable securities legislation. Generally, forward-looking information can

K E Y S T R A T E G I C P R I O R I T I E S

Enhance portfolio with

strategic M&A

Drive organic growth by

selling technology-

enabled solutions

Strengthen our

competitive advantage

with investments in strong

business systems

14

Page 15: Avante Logixx · This presentation may contain “forward-looking information” within the meaning of applicable securities legislation. Generally, forward-looking information can

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G O I N G F O R W A R D H I G H L I G H T S

YR 1 YR 2 YR 3 YR 4 YR 5

Optimize operations and

geographic expansion

Expand geographic presence and

solution offerings through strategic

M&A and capital investments

Local Leader Market Leader

• Best-in-class operations

• Increase ARPU

(average revenue per

user)

• Foster innovation

• Implement best

practices

Vision

and

Growth

S E T T H E

D E S T I N A T I O N

• We have a clear vision

• We have a detailed

growth plan

• We have a structure

aligning stakeholder

interests

Market Leader

Page 16: Avante Logixx · This presentation may contain “forward-looking information” within the meaning of applicable securities legislation. Generally, forward-looking information can

16

O U R P L A N

Growth in Invested Capital

per Share

High IRR / 5-6 year Payback

Period

Value Creation and Total Shareholder Returns

Build

Generate Cash

Acquire

Corporate Mission

Compound shareholder capital at 15% rates

over the long-term by prudently acquiring

and building a collection of high-quality

security businesses and continuously

reinvesting their cash earnings.

Maximize Re-Investment

Opportunities

Minimize Dilution

Focus on Payback &

IRR

Align Incentives &

ROIC

Security/

Defense

Industries

Value

Creation

Framework

Capital

Allocation

Model

Page 17: Avante Logixx · This presentation may contain “forward-looking information” within the meaning of applicable securities legislation. Generally, forward-looking information can

17

O U R C O R P O R A T E 5 Y E A R P L A N

Growth Vision

• Deploy ~$50-$75 million of acquisition capital in the first

three years looking to acquire another beachhead

vertical in addition to tuck-in opportunities

• Each year, grow annual acquisition capital deployed, to

target of ~$200MM+ of cumulative capital in year five

• Optionality for larger, more material transactions to

accelerate above time frame if value creating

Financing growth

• Achieve a balanced mix of internal financing, shares,

debt and vendor take-back notes (“VTB”), carefully

weighed against risks. Early transactions may be more

dilutive

Transaction model

• Consideration to be paid in cash, Vendor Take Back

(“VTB”) notes, XX shares (if required). VTB issuances will

be subject to time and performance based vesting

$200MM+, cumulative

Acquisition Capital Deployed

Target $30MM

Run-rate EBITDA

ROIC of 14-15% after-tax,

after corporate overhead

“Return on Total Invested Capital”

Page 18: Avante Logixx · This presentation may contain “forward-looking information” within the meaning of applicable securities legislation. Generally, forward-looking information can

• Type: Security System

Integrator

– Alarm systems

– Video systems &

analytics

– Property checks

– Guard response

– Property management

• Location: Muskoka

• Strategic Rationale: Able to

leverage current client base

and offer security services

for their cottages. A

business that has been on

“autopilot” for 3 years

providing significant upside

The three transactions below were announced and closed in Q2 FY19.

A N N O U N C E D T R A N S A C T I O N S

• Type: Home Automation

Integrator

– Home automation &

control

– Lighting control

– Automated shades

– Intelligent home network

• Location: GTA

• Strategic Rationale:

Promote cross-selling,

reduce overhead, align key

executives with the

renewed corporate

strategy, and unify culture

across strategic business

units

Architronics Limited Veridin Systems Canada Inc.

18

Watermark Security Inc.

• Type: Security System

Integrator

– Security systems

– Access control systems

– CCTV systems

– Video alarm verification

and analytics

– Alarm monitoring

• Location: GTA

• Strategic Rationale: Expand

commercial footprint, while

gaining access to large

nationwide accounts. Also

provides XX with a toehold

in the burgeoning cannabis

industry

Page 19: Avante Logixx · This presentation may contain “forward-looking information” within the meaning of applicable securities legislation. Generally, forward-looking information can

Customer Retention

& Revenue Predictability

High ROIC

Strong FCF

Growth

Attractive Business

Economics

Competition

Margins

Acquisition

• $10 - $20MM in revenue• Contracted recurring revenue (>30%)• Sticky customer base• Low customer concentration, low attrition• Metrics: RMR, ARPU, Retention Rate

• Highly fragmented industry• Growing, niche industry that can be too small to

attract competition• Long product life cycles• Large addressable market

• Recurring revenue models• Low capital requirements• High customer lifetime value• Low customer acquisition cost• Minimal fixed asset requirements• Valuation metrics:

• 6– 8x EV/EBITDA• 5 – 7x Post Synergies

• Leveraged at corporate level• Consistent, growing FCF

• Stable, with leverage to fixed cost infrasctructure

• Gross margins >30%• EBITDA margin >10%

• Asset light model• Accretive to XX

• Consistent revenue growth• Consistent RMR growth

M & A T A R G E T S – I N V E S T M E N T C R I T E R I A

Financial Characteristics

Qualitative Characteristics 19

Page 20: Avante Logixx · This presentation may contain “forward-looking information” within the meaning of applicable securities legislation. Generally, forward-looking information can

In summary:• Experienced CEO and management

team with a successful track record of creating value

• A dynamic team that has proven their ability to scale and grow a security business platform

• Industry expertise and a rapidly growing pipeline of potential acquisitions in the Canadian and American mid-market space

Build

Generate Cash

Acquire

Value Creation Framework

Capital Allocation Model

Security/Defense Industries

S U M M A R Y

S T R A T E G I C B U S I N E S S U N I T S

H O L D I N G C O .

PROTECTIVE

SERVICES

MONITORING

& MANAGED

SERVICES

ELECTRONIC

SECURITY /

AUTOMATION

SECURITY

DEVICES &

HARDWARE

INVESTIGATION

& INTELLIGENCECYBER

20

Page 21: Avante Logixx · This presentation may contain “forward-looking information” within the meaning of applicable securities legislation. Generally, forward-looking information can

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S U M M A R Y

✓ This is hard to do; we have done it before

✓ We are operators at heart

✓ We finish what we start

✓ We are a team with a vision

Why Our Team

Why Avante

✓ Robust Platform to execute a security industry consolidation strategy

✓ Deep industry expertise and an active management style resulting in greater value and return for

shareholders

✓ Experienced team that has built and exited large security services firms and have the experience

& knowledge to pursue a similar strategy on a larger scale and in shorter order

21

Page 22: Avante Logixx · This presentation may contain “forward-looking information” within the meaning of applicable securities legislation. Generally, forward-looking information can

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