Corporate Development Spotlight

Spotlight Q&A:

Ryan – Thanks for joining us for this issue of Corporate Development Spotlight! Can you provide a quick flyover of the Rheem Manufacturing corporate development team and approach to M&A?

Rheem is a privately held company, which allows us to think and act for the long term. The short term for us is 3-5 years and the long term is a generation. This allows us to be patient, develop relationships with sellers, and be there as a partner when they decide to sell their business. We are financially very strong and can act fast on opportunities when they arise.

Rheem’s Business Development team is small but efficient and effective. We are a relatively new team that was created 4 years ago to drive Rheem’s inorganic growth globally (both acquisitions and partnerships). Our team leads the full deal life cycle from strategy to sourcing through integration. We target 2-4 deals per year and can give the seller or banker a quick yes or no. In the last year, we have closed 7 deals. We have a process in place where we can scale up to do more deals without slowing down the process and closing the deal in a timely manner.

As a company, we are committed to being a global leader in both Water and Air. Our first investment criteria are making sure the business is a good cultural fit, Rheem values our people and we look to partner with growing businesses that create value for our clients and society.

After that, we are focused on growing our portfolio within HVAC/Refrigeration and Water Heating manufacturing globally by investing in growing companies that can be placed in three buckets. Starting with product line expansion focusing on greener more efficient products and growth products that our customers need to fill their line card. Secondly, geographic expansion, since we are focused on being a global leader in HVAC/R and Water heating we look forward to continuing to grow our footprint around the world. Lastly, market share, which is the outcome of having the right products in the right area for our customers.

What’s your assessment of the current M&A market, specifically the impact on corporate M&A?

The market is definitely frothy with high valuation multiples on peak EBITDA earnings which make synergies and strong macro trends that support the base business important to earn an appropriate return.

In the highly competitive bidding environment that we see today, speed to close on auction processes is important to be competitive with PE.

One of the consistent challenges I hear from Corporate Development professionals is deal origination. What’s your approach to deal origination and any best practices you can share?

As a market leader in our industry, we have been able to leverage our existing relationships with industry players to meet most of our potential targets, especially in North America.

Where we do not have an extensive network, for example in our international markets where we have a limited presence, we utilize advisors to assist us in making connections with our target lists.

However, as a private company, many PE firms and mid-market investment advisors are not familiar with our acquisition strategy and capabilities. I am helping broaden our network through ACG. We already benefited from ACG as our acquisition of Friedrich was sourced through an ACG relationship.

I am on the Board of ACG New York, which is a middle-market deal-focused community whose membership is rooted in middle-market Private Equity and Investment banks. We recently created a Strategic Acquirers committee, which I see as the third leg of the ACG tripod because we want to build relationships with Investment Bankers to see their deal flow and with Private Equity Funds in hopes to acquire their businesses that have grown, been professionalized, or turned around.

One of our goals is to silence a negative stereotype that I constantly hear and puts strategic acquirers at a disadvantage when it comes to deal flow, which is strategics are slow and overly bureaucratic compared to private equity firms. While this may be true of some firms, it is not representative of those with dedicated M&A capabilities. For example, Rheem is able to move as fast or faster than PE firms. We do not have to spend much time on market diligence as we typically understand the markets we operate in very well and we stay focused on our core water heating and HVAC businesses. We also recognize the importance of moving quickly to remain competitive. We have won several processes with significant PE competition and have been told that our ability to move fast helped distinguish us from the bidding pool. Additionally, since we have such a strong balance sheet we are normally an all-cash buyer that does not require a financing contingency.

I would invite all strategics to reach out to join ACG’s New York’s Strategic Acquires committee, no matter where your home base is, to continue to prove this stereotype invalid.

Additionally, I am looking forward to meeting with fellow strategics, private equity, and investment banking professionals at ACG’s Intergrowth 2022 April 25th-27th in Las Vegas to fill Rheem’s 2022 pipeline and beyond!

Predictions for the next 12 months in corporate M&A:

2021 was a record year for the M&A industry in which most of the transactions came in the last 9-months fueled by cheap financing, potential tax hikes, and the pandemic recovery. I believe 2022 will slow down slightly due to the uncertainty on the impacts of inflation and energy prices. Seeing this uncertainty on the back of strong 2021 earnings, I believe many owners considering exiting will seek to sell their business in 2022 before their valuations and sentiment change.

As I mentioned above, Rheem’s long-term view is generational which allows us to acquire the right businesses in any type of market. Where competing funds, with time horizon limits, might be reaching a valuation of diminishing returns.