Term Sheet — Thursday, June 14

5 Qs WITH A DEALMAKER

You probably haven’t heard of Fleetcor Technologies.

Fleetcor is a Norcross, Ga.-based payments solutions provider focused on B2B services like accounts payable, cross-border payments, and payments cards for niche industries. Not exactly the sexiest company in the world.

But what is quite interesting is Fleetcor’s acquisition strategy. Since the company’s inception in 2000, it has completed 76 acquisitions — deploying $8.2 billion in total. Some of its larger deals involve its purchase of fuel card provider Comdata for $3.45 billion and electronic toll payments company STP/Sem Parar for $1.1 billion.

On average, Fleetcor has doubled targets’ EBITDA within two years of ownership, making M&A a major part of the company’s growth. As a result, Fleetcor’s own revenue has increased 6x and its market cap has grown 800% to approximately $18 billion.

These results are surprising as they defy industry data, which often shows that M&A does not deliver value. As the Harvard Business Review put it, “M&A is a mug’s game, in which typically 70%–90% of acquisitions are abysmal failures.”

So what gives? Term Sheet spoke with John Coughlin, the head of Fleetcor’s M&A team, about Fleetcor’s aggressive strategy, how it evaluates acquisition targets, and whether blockchain could upend the payments business as we know it.

On a related note, Andrew Left, founder of short-seller firm Citron Research, went short on Fleetcor last year, taking aim at the company’s high fees. Fleetcor has said that there’s no merit to his allegations.

TERM SHEET: What types of companies do you buy, and how do you evaluate potential acquisition targets?

COUGHLIN: We stick to what we know, which is B2B payments. In this business, there’s a big technology component, but at the end of the day, revenue and growth come from selling more businesses to get on our products. So we stick to that model.

The things we look for are similar business model characteristics. When I was in business school, one of the best things I ever learned was that your returns in a business are determined more by the asset class you’re buying than the specific company you’re buying. So it’s more important that you’re in beverages than picking Coke or Pepsi. We feel that way about payments. Payments is a great industry. It has elements to it like recurring revenue, low capital expenditures, high margins, a network element that feeds on itself, and it’s driven by selling.

Most importantly, we will never buy a company unless we have a clear thesis on how we will double the profits in a short period of time, which is three to four years.

What are first things you do once you acquire a company?

COUGHLIN: The lever we pull most often when we buy a company is distribution. The most common theme we see in companies is that they grossly under-invest in sales. One of the first things we do is we invest more in sales to grow the top line. We’ll only invest if we find the selling system that exists today is efficient, ie: for every dollar you spend on sales, you get a good return. But also, we look at whether they’re using modern selling techniques. I can’t tell you what percentage of companies we look at are still using the same selling techniques from 20 years ago. If you sell more, you grow fast, and profit will follow.

The second is segmenting the hell out of the business and understanding what drives profitability. At the end of the day, the 80/20 principle applies. Eighty percent of a business’s profit will typically only come from 20% of its customers or 20% of its activity. What we try to do is figure out what’s the 20% that really makes the money, and how do we do more of that? And if there’s 80% of the work is not pulling its weight, how do we change that dynamic? We either change the business model or just stop doing it and re-allocate those costs and resources to try and do more of the 20%. I think a lot of businesses forget that they’re in business to do nothing other than create a profit. Sure, you want to create an institution and serve your customers well, but the objective function is profit. And we’re not big fans of a lot of work without profit associated with it.

And third is figuring out whether we can change the business model. We’ve done 76 deals in the history of the company, and we’ve done them in a bunch of different categories and geographies. When you do that, you see the same types of problems a lot. So we try to take the things we’ve learned in the past and see if we can change the business model. A lot of times, we’re seeing great assets that might be run by a founder who’s just doing the same thing he’s done forever and can’t take it to the next level.

Once we identify what we’ll do, someone from our team who’s been involved with the deal has to go do it. They’ll go sit in the business for six to nine months, and they’ll bring them up to speed on what we found, what we think we should do, and how to implement it.

How many deals do you plan to do in 2018?

COUGHLIN: We’re averaged four to five a year. We think of it more as capital deployed, so our goal is to deploy $1 billion of capital a year, which is approximately our annual cash flow. And we’ve done that in the three out of the last four years.

What do you look at to determine whether a company is overvalued?

COUGHLIN: We’re less concerned with what the company is and more concerned with what it can be. But of course, you never want to overpay. We’re a company that’s valued on net income, on a P/E basis. I think that’s the best metric to look at in determining valuation because unlike EBITDA, net income reflects a business’ capital intensity (manifested in depreciation) and tax rate which can vary greatly by country.

Too many people in this industry get focused on EBITDA as the metric. It’s 100% the wrong metric. It’s just not a proxy for cash flow. And I think the bankers of the world have just pushed that metric to pull the wool over people’s eyes. We look at cash net income.

One of your companies, Cambridge Global Payments, recently partnered with Ripple, the open payment network behind the cryptocurrency XRP. What are some takeaways from that pilot program so far?

COUGHLIN: It’s too early to say. But I think it’s a logical partner for the business. Cambridge is a cross-border payments company, and that involves forward exchange rates and delivering the money. One of the things about delivering money globally is that it’s sort of a broken system. It takes days and it’s really hard to track where the money is at any one point. And this is in a world of electronic money transfers. Why do I have to go through three branks to send money from the U.S. To Brazil? It’s just crazy. So any different way or pipe to get it there through a lower cost is interesting to us.

Read the full Q&A here.

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Correction: Accel is not leading the second tranche of the $200 million Bird fundraise as incorrectly mentioned in yesterday’s Term Sheet. Rather, the firm is participating in the first $150 million tranche alongside Sequoia Capital.

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VENTURE DEALS

• Amino, a New York-based platform for interest-based communities, raised $45 million in Series C funding. Investors include Hearst Ventures, Union Square Ventures, Venrock and GV.

• PatSnap, a Singapore-based provider of R&D analytics, raised $38 million in Series D funding. Sequoia Capital and Shunwei Capital co-led the round.

• Reonomy, a New York-based provider of commercial real estate data and analytics, raised $30 million in Series C funding. Sapphire Ventures led the round, and was joined by investors including Bain Capital Ventures and Softbank Capital.

• Quovo, a New York-based data platform providing connectivity to consumer financial accounts, raised $20 million in total funding. Investors include Salesforce Ventures and Portag3 Ventures.

• Benchling, a San Francisco-based data management and collaboration platform, raised $14.5 million in Series B funding. Benchmark led the round, and was joined by investors including F-Prime Capital and Thrive Capital.

• Ethos, a San Francisco-based life insurance company, raised $11.5 million in funding. Sequoia Capital led the round.

• Cleo, a support services platform for working parents, raised $10.5 million in Series A funding. Investors include Greylock Partners, Forerunner Ventures and Felicis Ventures.

• Inspo Network, a Seattle-based creator-driven lifestyle media company, raised $5.5 million in seed funding. PSL Ventures led the round, and was joined by investors including Rich Barton, Nick Hanauer through Second Avenue Partners, Clark Kokich, and Dan Levitan.

• Unplug Meditation, a Los Angeles-based guided meditation app, raised $2 million in funding. Investors include Indigo Books and Music.

• DeliveryCircle, a Newark, Delaware-based provider of same-day delivery options to customers, raised Series A funding of an undisclosed amount. Investors include Cambridge Capital and NFI.

HEALTH AND LIFE SCIENCES DEALS

• Evolve Biosystems, a Davis, Calif.-based life sciences company, raised $40 million in Series C funding. The Bill & Melinda Gates Foundation led the round, and was joined by investors including Horizons Ventures.

• StrideBio Inc, a Durham, N.C.-based developer of novel AAV vectors for in vivo gene therapies, raised $15.7 million in Series A funding. Hatteras Venture Partners led the round, and was joined by investors including Takeda Ventures Inc, UCB Ventures and Alexandria Venture Investments.

PRIVATE EQUITY DEALS

• Thoma Bravo acquired and merged MeridianLink and the ACTion, Synergy, and Achieve divisions of CRIF Lending Solutions. The combined organization will be named MeridianLink. Financial terms weren't disclosed.

• Brightstar Capital Partners agreed to acquire QualTek USA, LLC, a King of Prussia, Penn.-based provider of turnkey solutions. Financial terms weren't disclosed.

• Amteck, a portfolio company of Trive Capital, acquired Communication Management Inc, a South Carolina-based provider of structured cabling networks and turn-key hardware solutions for non-residential clients. Financial terms weren't disclosed.

• Belcan, a portfolio company of AE Industrial Partners, acquired Allegiant International LLC, a provider of advisory, tactical operations, and engineering/technical services. Financial terms weren't disclosed.

OTHER DEALS

• Royal Caribbean Cruises Ltd. (NYSE: RCL) will acquire a 66.7% stake in Silversea, a Ft. Lauderdale, Fla.-based luxury and expedition cruising company, in a deal valued at approximately $2 billion.

• LabCorp acquired Sciformix Corporation, a Westborough, Mass.-based scientific process outsourcing organization. Financial terms weren't disclosed.

• Managed by Q acquired NVS, a New York City-based provider of office space planning and project management. Financial terms weren't disclosed.

IPOs

• Uxin, a Beijing-based used car marketplace, plans to raise $437 million in an IPO of 38 million ADSs priced between $10.50 to $12.50. The firm posted revenue of $298.6 million in 2017. Jeneration Capital (22.3%), Kingkey Investment Group (14.8%), Redrock Holdings (14.1%), Baidu (10%), and Tiger Global (9%) back the firm. Morgan Stanley, Goldman Sachs, J.P. Morgan, CICC, and Chinese Renaissance are underwriters in the deal. The firm plans to list on the Nasdaq as “UXIN.” Read more.

• Avalara, a Seattle Wash.-based cloud-based tax compliance software maker, now says it plans to raise $165 million in an IPO of 7.5 million shares priced between $21 to $23, above a previously stated range of $19 to $21. The company posted revenue of $213.2 million in 2017. Battery Ventures (9.9%), Warburg Pincus (24.4%), and Sageview Capital Masters (27.1% pre-offering) back the firm. Goldman Sachs, J.P. Morgan, and BofA are underwriters in the deal. The firm plans to list on the NYSE as “AVLR.” Read more.

• M17, a Taipei-based live-streaming firm, said it plans to postpone it $83 million IPO. The firm planned to offer 7.51 million ADSs priced between $10 to $12. The firm posted revenue of $90.1 million in 2017. Vertex Asia Fund (12.1%), Infinity Ventures (9.1%), and KTB Asia Fund (5.7%) back the firm. Citigroup and Deutsche Bank Securities are underwriters in the deal. The firm planned to list on the NYSE as “YQ.” Read more.

EXITS

• Macy’s acquired a minority stake in B8ta, a Palo Alto, Calif.-based technology-powered retailer. Financial terms weren't disclosed. B8ta had raised approximately $19.5 million in funding from investors including TriplePoint Capital, Khosla Ventures, Fifth Wall Ventures, Macerich and Eniac Ventures.

• Cressey & Company acquired Elite Dental Partners, a Chicago-based dental support organization. The sellers include Tyree & D’Angelo Partners. Financial terms weren't disclosed.

• Bowmark Capital acquired The Instant Group, a London-based provider of flexible property solutions. The seller was MML Capital Partners. Financial terms weren't disclosed.

• Interface Inc agreed to buy nora systems, a Germany-based provider of rubber flooring products, in stock deal valued at about $420 million. Intermediate Capital Group was the seller.

• Warburg Pincus sold Slickdeals, a Las Vegas-based online community dedicated to reviewing deals and coupons, to West Street Capital Partners VII, a fund managed by the Goldman Sachs Merchant Banking Division.

FIRMS + FUNDS

• Abu Dhabi’s Mubadala Investment Company plans to form a $400 million fund to invest in European technology companies, according to Reuters. Read more.