-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, WNsQds6Lh4/4mFhJC7OyIiHrn66AsHW37ykC6Ldd5v+ZMcKBfkq8OsWt7x4SwHgV QddLeot737uK31GcHigHmw== 0000898430-99-002314.txt : 19990625 0000898430-99-002314.hdr.sgml : 19990625 ACCESSION NUMBER: 0000898430-99-002314 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19990601 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 19990601 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CB RICHARD ELLIS SERVICES INC CENTRAL INDEX KEY: 0000852203 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE [6500] IRS NUMBER: 521616016 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 001-12231 FILM NUMBER: 99638106 BUSINESS ADDRESS: STREET 1: 533 S FREMONT AVE CITY: LOS ANGELES STATE: CA ZIP: 90071-1798 BUSINESS PHONE: 2136133123 MAIL ADDRESS: STREET 1: 533 S FREMONT AVE CITY: LOS ANGELES STATE: CA ZIP: 90071-1798 FORMER COMPANY: FORMER CONFORMED NAME: CB COMMERCIAL HOLDINGS INC DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: CB ACQUISITION CORP DATE OF NAME CHANGE: 19890731 8-K 1 FORM 8-K SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): June 1, 1999 CB RICHARD ELLIS SERVICES GROUP, INC. - -------------------------------------------------------------------------------- (Exact name of registrant as specified in its charter) DELAWARE 001-12231 52-1616016 - ------------------ ---------------- ------------------ (State or other (Commission File (IRS Employer jurisdiction of Number) Identification No.) incorporation) 533 South Fremont Avenue, Los Angeles, California 90071 ------------------------------------------------------------------------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code (213) 613-3123 -------------- - -------------------------------------------------------------------------------- (Former name or former address, if changed since last report) Item 5. Other Events. On June 1, 1999, the management of CB Richard Ellis Services, Inc. (the "Company") will make a presentation at the NationsBanc Montgomery Property Services Conference in New York, New York based on written materials to be distributed regarding past accomplishments of the Company and the Company's plans and objectives. A copy of the written materials to be distributed at the conference is attached as Exhibit 99.1 and hereby incorporated by reference. Item 7. Financial Statements, Pro Forma Financial Information and Exhibits The following exhibit is filed as part of this report: 99.1 Analyst Presentation Materials distributed and dated June 1, 1999. -2- SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. CB RICHARD ELLIS SERVICES, INC. Date: June 1, 1999 By: /s/ Walter V. Stafford ----------------------------------- Walter V. Stafford Senior Executive Vice President and General Counsel -3- EX-99.1 2 ANALYST PRESENTATION MATERIALS DATED JUNE 1, 1999 Exhibit 99.1 =============================================================================== [LOGO OF CB RICHARD ELLIS] (NYSE: CBG) Bank of America Securities Property Services Conference June 1, 1999 =============================================================================== Forward-looking Statement ========================= A number of statements we will be making in our presentation and in the accompanying slides will not be based on historical fact, but will be "forward- looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements involve risks and uncertainties, such as statements of the company's plans, objectives, expectations, estimates and intentions, that are subject to change based on various important factors (some of which are beyond the company's control). Such forward-looking statements speak only as of the date of this presentation and the company expressly disclaims any obligation to update or revise any forward-looking statements found herein to reflect any changes in company expectations or results or any change in events. The following factors, among others, could cause the company's financial performance to differ materially from the plans, objectives, expectations, estimates and intentions expressed in any forward-looking statement made herein or by management of the company: commercial real estate vacancy levels; employment conditions and their effect on vacancy rates; property values; rental rates; any general economic recession domestically or internationally; and general conditions of financial liquidity for real estate transactions. [LOGO OF CB RICHARD ELLIS] Company Highlights ================== . World's largest vertically integrated commercial real estate services company with a geographically diversified network . Strong global brand name and leading market share position across all business segments . Strong operating performance; strong cash flow growth . Experienced management with aligned interests - 16% employee ownership [LOGO OF CB RICHARD ELLIS] Vision Statement ================ "...to be the preeminent, globally capable, vertically integrated commercial real estate services firm, delivering solutions through local knowledge worldwide." [LOGO OF CB RICHARD ELLIS] Company Profile =============== . Revenues - analyst projections* $1,238 million . EBITDA - analyst projections* 151 million . Market Cap. - Equity 400 million . Enterprise Value - Equity + Debt 814 million . Enterprise Value/EBITDA* 5.4 times . Number of Employees 10,000 . Number of Offices 230 . Number of Countries 32
* Most current analyst consensus estimates for 1999; the company does not provide revenue or EBITDA projections. [LOGO OF CB RICHARD ELLIS] Geographically Diversified Service Network ========================================== [MAP APPEARS HERE] [LOGO OF CB RICHARD ELLIS] Overview of Recent Acquisitions ===============================
- --------------------------------------------------------------------------------------------------------------------------- Acquisition Date Value Business Description Rationale ($ mill) - --------------------------------------------------------------------------------------------------------------------------- Koll Real Estate 8/97 190 Brokerage & Property Management Build market share Services Mortgage Banking 2/98-6/98 15 Mortgage banking Expand mortgage banking Cos. (4) REI Limited 4/98 104 Full range of real estate services Create international presence Mathews Click 6/98 12 Brokerage & Property Management Fill out U.S. network Hillier Parker 7/98 97 Full range of real estate services Establish United Kingdom presence Canada 9/98 14 Brokerage & Property Management Consolidate ownership Australia 10/98 22 Brokerage & Property Management Consolidate ownership PROFI 2/99 5 Brokerage & Corporate Services Fill out global network Ikoma 4/99 JV Brokerage, Property Management & Fill out global network Consulting Services ---- Total $459
[LOGO OF CB RICHARD ELLIS] Involvement in All Phases of Real Estate Investment Cycle ================================= [DIAGRAM APPEARS HERE] [LOGO OF CB RICHARD ELLIS] Activity Levels ===============
- ------------------------------------------------------------------------------ Activity Volume/Size Run Rate Revenue - ------------------------------------------------------------------------------ Brokerage *28,800 transactions per year $650 Investment Sales *1,600 transactions a year 190 *$14.6 billion in value Asset Services *312 million sq. ft. under management 86 Valuation *13,000 appraisals yearly 75 Corporate Services *120 million sq. ft. under management 75 Investment Advising *$7.0 billion under management 60 *$1.2 billion in transactions annually Mortgage Banking *$7.0 billion in originations 50 *$10.7 billion in servicing Market Research *2,500 subscribers 12 Real Estate Mutual Funds *$600M under management 2 ------ $1,200 - ------------------------------------------------------------------------------
[LOGO OF CB RICHARD ELLIS] Key Business Drivers ==================== . Increasing globalization . Industry consolidation . Institutional ownership and corporate outsourcing trends . Application of technology [LOGO OF CB RICHARD ELLIS] Business Strategy ================= . Complete development and integration of global service network . Acquire strategic businesses . Leverage competitive advantages - One-stop shopping - Brand equity - Diversified geographic service network - Unparalleled market research . Continue to invest in technology and personnel [LOGO OF CB RICHARD ELLIS] Intermediate Term Targets ========================= . Increase organic revenue and operating margins by at least 10% . Generate organic EBITDA growth of at least 12% . Target net debt reductions of at least $100 million [LOGO OF CB RICHARD ELLIS] Overview of Business Segments Business Segments ================= - ------------------------------------------------------------------------------ Brokerage Represent owners and occupiers in the sale and lease of real Services estate - ------------------------------------------------------------------------------ Financial Strategic planning and execution of acquisitions and sales of Services investment properties; mortgage banking; investment advice; valuation and appraisal; and research - ------------------------------------------------------------------------------ Asset Represent owners of real estate and maximize the value of income Services producing properties through leasing and property management services - ------------------------------------------------------------------------------ Corporate Assist corporations in their multiple-market real estate Services strategies with strategic planning, transaction management and facilities management services - ------------------------------------------------------------------------------ [LOGO OF CB RICHARD ELLIS] Strong Market Share Position ============================ Global Rankings --------------- Brokerage Services -- #1 Financial Services -- Top 5 Asset Services -- Top 3 Corporate Services -- Top 3 [LOGO OF CB RICHAD ELLIS] Brokerage Services ================== Competitive Strengths . Continuous service since 1906 . Professional workforce of 2,200 brokers with highest average tenure in the industry . 28,800 transactions in 1998 resulted in real-time, qualitative market evaluations . Global network promotes efficient and broad service distribution and intelligence gathering . Strategic use of web-based technology Strategies . Integrate service lines to increase market share . Increase producer productivity by over 10% [LOGO OF CB RICHARD ELLIS] Financial Services ================== Competitive Strengths . 1,600 investment property transactions worth $14.6 billion . $7.0 billion of commercial mortgage originations in 1998 . $7.0 billion of advisory/investment assets under management . Leading market research and valuation services firm Strategies . Continue domination of investment properties market through internet applications for market distribution . Expand mortgage origination capabilities . Automate the valuation process . Expand co-investment activities [LOGO OF CB RICHARD ELLIS] Asset Services ============== Competitive Strengths . Manage 312 million sq. ft. of commercial space . 1,000 real estate management specialists . Recurring revenue and cash flow Strategies . Provide an integrated platform of real estate services to clients globally . Incorporate technology into a service platform to achieve property efficiencies and global consistency [LOGO OF CB RICHARD ELLIS] Corporate Services ================== Competitive Strengths . Manage 120 million sq. ft. of multiple-market facilities . Long-term contractual relationships with a number of multinational companies . Able to leverage information and services from the rest of the Company Strategies . Take advantage of trend towards corporate outsourcing . Establish long-term relationships with major corporations . Provide seamless, integrated global set of services [LOGO OF CB RICHARD ELLIS] Financial Information Revenue Growth =============== (in U.S.$ millions) [GRAPH APPEARS HERE] (a) Most current analyst consensus estimates; the company does not provide revenue projections. [LOGO OF CB RICHARD ELLIS] Diverse Revenue Base (a) ======================== [PIE CHART APPEARS HERE] (a) Based on 1st quarter 1999 actual results [LOGO OF CB RICHARD ELLIS] Revenue by Client Type ====================== [PIE CHART APPEARS HERE] [LOGO OF CB RICHARD ELLIS] EBITDA Growth ============== (in U.S.$ millions) [GRAPH APPEARS HERE] (a) Most current analyst consensus estimates; the company does not provide EBITDA projections. [LOGO OF CB RICHARD ELLIS] EPS === [GRAPH APPEARS HERE] (a) Adjusted to exclude (1) tax valuation allowance adjustments in 1996; (2) one-time merger-related and other charges; and (3) the effect of the deemed dividend associated with the repurchase of convertible preferred stock in early 1998. (b) Most current analyst consensus estimates; the company does not provide earnings projections. [LOGO OF CB RICHARD ELLIS] Revenue by Business Segment =========================== 1998 Revenues = $1,034.5 million [PIE CHART APPEARS HERE] [LOGO OF CB RICHARD ELLIS] Capital Structure ================= (in $ millions)
12/31/98 3/31/99 -------- ------- Revolving Credit Facility 167 226 Other 46 37 New Subordinated Notes 173 173 --- --- Total Long Term Debt 386 436 Other Long Term Liabilities 67 69 Stockholders Equity 191 185 --- --- Total Long-term Liab. & Equity 644 690 === ===
[LOGO OF CB RICHARD ELLIS] Valuation Summary ================= . Analyst Consensus Estimates for CBG for 1999: - EPS $ 1.84 - EBITDA $ 151 million . CBG Compares Favorably to S&P index and to Peers:
- ------------------------------------------------------------------------------- CBG GBE TCC JLL IFS Average S&P 500 --- --- --- --- --- ------- ------- P/E* 10.5 10.8 12.7 15.0 21.0 14.0 48.9 Enterprise Value/EBITDA** 5.2 4.9 6.8 6.7 4.5 5.6 N/A - -------------------------------------------------------------------------------
* Based on closing price as of May 21, 1999 and 1999 consensus estimates reported on First Call. The company does not provide earnings or EBITDA projections. S&P 500 ratio is the top-down consensus estimate for 1999 reported on First Call. ** Source: Bank of America Securities [LOGO OF CB RICHARD ELLIS] Summary ======= . World's largest vertically integrated commercial real estate services company with a geographically diversified network . Strong global brand name and leading market share position across all business segments . Strong operating performance; strong cash flow growth . The Real Estate Services sector is a compelling investment opportunity . CBG is an attractive investment relative to the sector [LOGO OF CB RICHARD ELLIS] =============================================================================== [LOGO OF CB RICHARD ELLIS] (NYSE: CBG) Bank of America Securities Property Services Conference June 1, 1999 =============================================================================== -----END PRIVACY-ENHANCED MESSAGE-----