Credit Suisse Fall 2015 Pitch Competition

Credit Suisse Private EquityDiscussion Materials October 23, 2015 Paragon Financial Group

OUR TEAM

Kelley School of Business, 2017 Majors: Finance & Accounting




Flat Organizationa

l StructureWorld-wide Firm with

International Reach

Diverse Senior Banker Background

Committed to Maximizing Your Value

Coverage in Numerous Industry Verticals

Unbiased, Pure Advisory

Focus

Jamey Dorman Mitchell Morris

Neil Davé Jon Tripp

TABLE OF CONTENTS

I. EXECUTIVE SUMMARY……………………………………………………….......II. STRATEGIC RECOMMENDATION…………………………………….………...III. ABM COMPANY OVERVIEW……………………………………….…………….IV. INVESTMENT THESIS………………………………………………….…………..

i. DIVERSE INDUSTRY EXPOSURE..………………………….………………..

ii. 2020 VISION: A SUSTAINABLE MODEL FOR GROWTH….…………..........

iii. ORGANIC GROWTH WILL BE DRIVEN BY MARGIN EXPANSION………iv. BOLT-ON STRATEGY WILL DEVELOP A MORE DIVERSE COMPANY…..v. STRONG MANAGEMENT TEAM…..………………………………………..vi. EXIT OPPORTUNITIES ……………………………………………………….

V. VALUATION METRICS…………………………………………………………….VI. APPENDIX…………………………………………………………………………...

456789101113141520

Overview Credit Suisse is seeking an anchor investment to begin its private equity fund Objective: Select a company to act as a foundation for the fund to build upon through a bolt-

on strategy Create a plan to maximize value of current company with operational improvements Evaluate potential candidates for a post-purchase bolt-on strategy

Recommendation Paragon Financial Group recommends purchasing ABM Industries as a bolt-on platform

company

Industry Analysis The facility services industry is extremely fragmented with over 80,000 companies with only

2% of those companies having more than 10 employees Revenue trends have consistently exceeded expectations and outpaced the overall market Total US revenue for other administrative and support services rose 7.7% in Q2 of 2015 Spending on commercial construction has increased year over year driving sales of facility

maintenance services and providing growth prospects for well positioned companies in the industry

Company Assessment ABM Industries leads the market in janitorial services, holding a 5% market share ABM has completed numerous acquisitions with intentions of expanding into new markets,

optimizing margins and growing its current market share The new CEO is implementing a 2020 plan which will eliminate less profitable areas of the

business as well as create a new strategic alignment plan

Bolt-on Strategy After evaluating the company’s current acquisition plan we believe there are 13 companies

that should be considered for future bolt-on acquisitions

EXECUTIVE SUMMARY

4Executive Summary │

2006 2007 2008 2009 20100

1020304050

TTEC BID ABM

Range of mature to new industries and companies

Two highly cyclical companies with ABM proving to be more recession stable

• Revenue: $5,207.2• LTM EBITDA: 194.6• Debt: 305.1

• Revenue: $933• LTM EBITDA: 247 • Debt: 512.1

• Revenue: $1,280• LTM EBITDA: 168• Debt: 115

ABM is a facility maintenance provider Holds a 5% market share in the Janitorial

Industry, largest in industry ABM is a service provider for more than

half of the Fortune 500 companies Sotheby’s is a high-end auction house

specializing in art, wine and diamonds World’s largest art business Very cyclical company with most revenue

occurring during October TeleTech is a global business process

outsourcing company TeleTech’s top 5 customers account for

36% of their revenue

Stock Performance 2006 – 2010

5

STRATEGIC RECOMENDATION

18.6433.21

51.29

Volatility

Recommendation │

Middle-market company focused on steady growth through acquisition

Strategic transformation initiative that will create 40-50M in run-rate EBITDA

6

ABM COMPANY OVERVIEW

FY15 Financial Highlights FY15 Revenue: $5,032.8 Consistent dividend repayment ($35m) Adjusted LTM EBITDA of $194.60 Revenue growth of roughly 8% average

over the last 5 years Building & Energy Solutions grew over 14% Healthcare Support Services grew 24%

Strategic Realignment

Company Highlights Headquarters: New York, New York Five segments: Janitorial, Parking, Facility

Services, Security and Building & Energy Largest player in the Janitorial Services

Industry with roughly 5% market share Consistent growth seen through targeted

acquisitions in a wide breadth of industries and geographical locations

Diverse customer base with less than 2% dependency on any customer

Cross Selling at an all-time high due to Solve One More initiative aimed at creating collaboration between ABM service lines

Recent change in leadership with an Executive Vice President, Scott Salmirs, taking over as CEO

Salmirs proposed extensive operational changes and set comprehensive goals for the year 2020

Business model will be centered around end-market clients

Share repurchase program Adopting best practices in account

and labor management Cost optimization and internal

development Continued emphasis on cross-selling across

industry verticals

Recent Activity 5/5/15: Acquisition of CTS Services, LLC 10/2/14: Acquisition of GBM Support Services 8/7/14: Acquisition of Airco Commercial

Services 3/6/14: Acquisition of Alpha Mechanical, Inc.

52%

12%

12%

8%

9%7%

Product Segment Breakdown

JantiorialFacilityParkingSecurityBuilding & EnergyOther

Company Overview │

ABM’s diverse service offering creates stability

and minimizes shareholder risk

2020 vision aims to transition ABM into a

period of both organic and inorganic growth

Wide variety of industry verticals puts ABM in a

unique position to make acquisitions

Strong management with a proven M&A track record

and several recent acquisitions

Below average EBITDA margins provide multiple

avenues for internal growth

The company competes in stable industries that have withstood multiple periods

of cyclicality

7

INVESTMENT THESIS

Investment Thesis │

8

Facility/Janitorial Services

High competition and globalization Top 3 players control 25% market

share Revenue growth expected to be

consistent with US economy High cost of technological

advancements will drive consolidation

Security Services

Revenue trends continue to exceed expectations

Minimal M&A activity leaving industry unconsolidated

ABM leads the market with ~5% market share, next largest has 1.2% market share

Parking Services Increasing number of vehicles

registered worldwide creating a need for the industry

Diverse product offering including transportation, parking solutions, managing services, etc.

Industry growth CAGR of 12.1% expected

Jani-King International IncOther

Companies 92.1%

ABM Industries Inc.4.9%

1.2%DTZ

<1.0%

ServiceMaster<1.0%

Building & Energy Solutions Services intended to reduce energy consumption

and minimize carbon footprint Increasing energy costs, changing

legislature/regulations, environmental pressures and aging buildings/facilities causing an increase in demand for energy management

Data driven analytics to push eco-friendly best practices

Janitorial Services Market Share

Spending on Nonresidential Construction Increasing YoY

JanFeb

Mar

Apr

May

JunJul

Aug

Sep

Oct

Nov

Dec 50020112012201320142015r

($ in billions)

Exposure to a wide range of industries

Opportunity to grow and shrink in certain more favorable industries

DIVERSE INDUSTRY EXPOSURE


Streamlined company operations will drive profit margins higher

Diverse end market provides sufficient growth opportunities Av

iation

Commerc

ialEd

ucati

onGov

ernmen

tHea

lthca

reInd

ustria

lSp

orts &

En

tertai

nmen

t

9

Strategic realignment Focus on end-markets to improve

client satisfaction Emphasize high growth verticals

Aviation, Healthcare, Tech Optimize account and labor

management in order to realize long term cost savings

Costs, Benefits, and Initiatives $45-60M pre-tax outlay expected to be

fully incurred by Q3 2016 Generation of $40-50M run-rate

EBITDA by second half of F2017 Authorization of $200M share

repurchase

Phase I2015 - 2016

Phase II2016- 2017

Phase III2017- 2020+

Key

Initi

ativ

esGo

als

Realign Organization

Leverage Shared services and procurement

Pursue strategic alternatives for Security

Invest in key capabilities

Develop vertical acceleration plans

Develop account planning and labor management programs

Vertical business plans well underway

Higher penetration of high margin technical services across the enterprise

Position company for focused growth

Create foundation for a more efficient organization

Provide management with best in class tools

Improve margin profile

Achieve vertical growth trajectory

Accelerate margin growth

Janitorial

Security

Parking

Building & Energy

2020 VISION: A SUSTAINABLE MODEL FOR GROWTH


With a lower than average operating margin there is more growth opportunities

Evaluation of current operating segments to determine which should garner more focus

10

Operating Margin by Segment

Janitorial Facility Services Parking Security

Building & Energy Solution

sOther

4.9% 4.1% 4.8% 3.0% 5.4% 4.0%

Current operating margins are among the lowest in the industry providing margin expansion opportunities

Minimize unprofitable segments and focus growth on higher margin segments

Invest in technology to enhance product offerings and manage operational expenses

Parking and Building & Energy Solutions are heavily reliant on technological advancements

Continual alignment of infrastructure between segments to increase margins and realize increased synergies from future acquisitions

Move towards a focus on industry verticals to provide the opportunity of cross-selling products

Sell-off low margin segments to a bigger player to allow for more cash flow and focus on ABM’s successful pieces

ServiceMaster Hldgs.Rollins Inc.

CBRE Group, Inc.SP Plus Corporation

AramarkMITIE Group

Healthcare Services GroupEMCOR Group

ABM Industries

0.0% 10.0% 20.0%

Operating Margins

EBIT EBITDA

ORGANIC GROWTH WILL BE DRIVEN BY MARGIN EXPANSION


Janitorial Facility Parking Healthcare

11

B & E

BOLT-ON STRATEGY WILL DEVELOP A MORE DIVERSE COMPANY


12

Tier 1

Tier 2

Healthcare Services Group is an American based company focused on primary care for hospitals and senior living facilities. In the senior living facilities they provide facility management, housekeeping & laundry services as well as dining & nutrition services. In hospitals HSG focuses on the environmental services and dining & nutrition services. Healthcare, one of the targeted growth segments for ABM’s 2020 plan, would help to expand a key segment for ABM.

Coverall provides both janitorial and service maintenance to a variety of verticals. They focus specifically on office facilities, healthcare, fitness centers and gyms, retail and restaurant and more. The growth potential with Coverall and ABM is going to be in the verticals that ABM is has not yet penetrated. Both fitness centers and retail/restaurants are gigantic markets that ABM does not currently cover. Expanding into these markets with ABM’s current service offering may provide extreme revenue growth.

SP+ Corporation provides professional parking, ground transportation, facility maintenance, security, and event logistics to a wide range of markets. It is rated among the highest in quality of business in their industry, and their management team is rated above average in relation to their industry. The current focus of the management team is reaching into underpenetrated markets with an expectation of 5-7% growth in gross profit. This business will provide an increase in ABM’s existing operating margins.

Ameresco, Inc. provides comprehensive energy efficiency and renewable energy solutions for facilities throughout North America and the UK. Its $301 million market cap makes the acquisition feasible for ABM, and its core competency aligns well with ABM’s recent initiatives in the Building & Energy sector. Amersco’s founder, a visionary, built a product-neutral business model that goes beyond conservation and tackles the entire energy stream for its clients.

ABM has voiced interest in focusing growth efforts on Aviation, Healthcare, and Tech sectors

These suggested acquisitions will help achieve higher overall operating margins

BOLT-ON STRATEGY WILL DEVELOP A MORE DIVERSE COMPANY


13

Experienced management team with an acquisition heavy background

Management team has experience working with merger and acquisitions

Board of Directors & C-Suite

Maryellen C. Herringer Non-Executive Chairman of

the Board, ABM Industries Incorporated

Linda Chavez President, Becoming

American Institute

J. Philip Ferguson Former Vice Chairman,

University of Texas Investment Management Company

Anthony G. Fernandes Former Chairman, Chief

Executive Office and President of Philip Services Company

Luke S. Helms Managing Director, Sonata

Capital Group

Sudhakar Kesvan Chairman and Chief Executive

Officer, ICF International

Scott Salmirs President and CEO, ABM

Industries Incorporated

William W. Steele Former President and Chief

Executive Officer, ABM Industries

ABM MANAGEMENT TEAM

Wendy M. Webb Chief Executive Officer,

Kestrel Corporate Advisors


14

There are many large strategic buyers that are growing into the facility management space.

With facility management being a very consistent cash flow company there are many funds with similar companies in their portfolio.

Strategic Buyers

Financial Buyers

TPG Capital is an American private equity firm that focuses on larger deal sizes in C&R, Industrials, technology and health care. In 2014 TPG bought DTZ a facility company for 1.142 billion at a 10.7x and have since bought Cushman & Wakefield to roll up the two companies.

Apollo Global Management is an American based private equity firm that has made a name for itself doing premier transactions. In early 2015 Apollo bought protection 1, Inc. A facility company for 1.5 billion as well as ASG Security to use as a roll up.

Revenue: $14,731 MEBITDA: $1,170 M

Revenue: $39,409 MEBITDA: $3,354 M

Aramark is an American based food service company focusing on facility care as well as healthcare service provisions. Aramark has had a strong history of acquisitions, most recently purchasing Lotus Facilities Management for additional market share.

Johnson Controls is a Fortune 500 diversified conglomerate. Its products include automobile interior design, car seats, batteries, climate control or facility management. Recently news has circulated for a potential acquisition of EnerSys, Inc.

Total Assets under Management: $163 B

Total Assets Under Management: $74.3 B

EXIT OPPORTUNITIES


Leveraged Buyout

Precedent Transactions

Comparable Companies

Discounted Cash Flow

$24.00 $26.00 $28.00 $30.00 $32.00 $34.00 $36.00 $38.00 $40.00

($ in millions)

15

EBITDA: Adjusted LTM EBITDA $194.60

We are suggesting a price range of $28.50 - $31.00 per share

VALUATION BREAKDOWN

Valuation │

DCF Comps Precedents LBO Recommended Valuation Range$33.06 - $38.23 $29.43 - $32.81 $31.46 - $34.84 $29.43 - $32.81 $31.00 - $33.50

Implied Share Price

Discounted Cash Flow:Implied EV/EBITDA of 11.0x – 12.5x

Precedent Transactions:Implied EV/EBITDA of 10.6x – 11.6x

Leveraged BuyoutImplied EV/EBITDA of 10.0x – 11.0x

Comparable Companies:Implied EV/EBITDA of 10.0x - 11.0x

16

DISCOUNTED CASH FLOWS

2013A 2014A LTM 2016E 2017E 2018E 2019E 2020E CAGR:Revenues 4,809.28$ 5,032.80$ 5,207.20$ 5,472.77$ 5,746.41$ 6,033.73$ 6,305.24$ 6,588.98$ 4.82% % Growth 4.4% 4.8% 5.1% 5.0% 5.0% 4.5% 4.5%Cost of Goods Sold 4,281.59 4,483.00 4,625.70 4,854.34 5,091.32 5,345.88 5,583.29 5,831.25 % Margin 89.0% 89.1% 88.8% 88.7% 88.6% 88.6% 88.6% 88.5%Gross Profit 527.69 549.80 581.50 618.42 655.09 687.84 721.95 757.73 % Margin 11.0% 10.9% 11.2% 11.3% 11.4% 11.4% 11.5% 11.5%Selling, General & Administrative 342.17 359.30 386.90 400.93 420.98 442.02 461.91 482.70 % Margin 7.1% 7.1% 7.4% 7.3% 7.3% 7.3% 7.3% 7.3%EBITDA 185.52 190.50 194.60 217.49 234.12 245.82 260.04 275.03 % Margin 3.9% 3.8% 3.7% 4.0% 4.1% 4.1% 4.1% 4.2%

Less: Depreciation & Amortization (60.39) (57.30) (58.00) (59.11) (60.34) (60.34) (61.79) (64.57) EBIT 125.13 133.20 136.60 158.39 173.78 185.48 198.24 210.46 % Margin 2.6% 2.6% 2.6% 2.9% 3.0% 3.1% 3.1% 3.2%Less: Taxes (43.79) (46.62) (47.81) (55.44) (60.82) (64.92) (69.39) (73.66) Tax Rate 35.0% 35.0% 35.0% 35.0% 35.0% 35.0% 35.0% 35.0%EBIAT 81.33 86.58 88.79 102.95 112.96 120.56 128.86 136.80 % Margin 1.7% 1.7% 1.7% 1.9% 2.0% 2.0% 2.0% 2.1%

plus: Depreciation & Amortization 60.39 57.30 58.00 59.11 60.34 60.34 61.79 64.57 less: Capital Expenditures (32.59) (37.40) (30.00) (41.59) (43.67) (45.86) (47.92) (50.08) less: (inc)/ dec. in net working capital (65.11) (42.49) (27.10) (16.85) (16.40) (19.19) (20.05) (20.96) Unlevered Free Cash Flow 44.02$ 63.99$ 89.69$ 103.61$ 113.22$ 115.85$ 122.68$ 130.34$ Present Value 95.14$ 97.10$ 92.80$ 91.78$ 91.08$ Sum PV of FCFs 467.90$ Enterprise Value 2,293.70$ Implied Equity Value 2,039.80$

Actual FYE December 31st Projected LTM December 31st

Valuation │

17

COMPARABLE COMPANIES ANALYSIS

($ in millions)

Company TickerClosing Price

% of 52-week High

LTM P/E

Market Cap.

Enterprise Value LTM 2014A 2015E LTM 2014A 2015E LTM 2014A 2015E EBITDA EBIT

Aramark ARMK $30.72 90.9% 34.3x $8,158 $13,668 0.9x 0.8x 0.9x - 10.6x 10.3x - 5.0x 4.5x - -EMCOR Group EME 45.68 93.4% 17.5x 2,838 2,800 0.4x 0.4x 0.4x 7.8x 7.4x 7.6x 0.9x 0.9x 0.9x 5.5% 4.4%ServiceMaster Global Hldg. SERV 33.03 84.9% 34.5x 4,564 7,018 2.8x 2.5x 2.7x 15.0x 15.5x 11.4x 6.1x 7.6x 4.6x 18.5% 14.6%SP Plus SP 24.48 89.3% 22.6x 549 785 0.5x 0.5x 0.9x 9.9x 10.7x 9.1x 3.3x 3.4x 3.0x 5.1% 3.0%Comfort Systems USA FIX 30.49 98.7% 30.1x 1,101 1,098 0.7x 0.5x 0.7x 12.4x 11.5x 11.4x 0.2x 0.6x 0.2x 5.9% 4.3%MITIE Group MTO 4.97 - - 1,125 1,312 0.6x 0.5x 0.6x 15.2x 13.9x 8.5x 3.3x 3.3x 1.8x 3.8% 2.3%Spotless Group SPO 2.10 83.5% 17.1x 1,772 2,205 1.0x 1.0x 0.9x 9.6x 9.1x 8.5x 2.1x 2.1x 1.9x 10.9% 8.2%Programmed Main. Services PRG 2.56 - 11.6x 455 460 0.2x 0.2x 0.2x 5.8x 5.6x 4.6x 1.0x 1.0x 0.8x 3.7% 2.9%

ABM Industries ABM $28.56 84.0% 25.1x $1,602 $1,856 0.4x 0.4x 0.4x 12.9x 9.8x 8.8x 2.1x 1.7x 1.5x 2.8% 1.6%

High $45.68 98.7% 34.5x $8,158 $13,668 2.8x 2.5x 2.7x 15.2x 15.5x 11.4x 6.1x 7.6x 4.6x 18.5% 14.6%Low 2.10 83.5% 11.6x 455 460 0.2x 0.2x 0.2x 5.8x 5.6x 4.6x 0.2x 0.6x 0.2x 3.7% 2.3%Mean 21.75 90.1% 24.0x 2,570 3,668 0.9x 0.8x 0.9x 10.8x 10.5x 8.9x 2.4x 3.0x 2.2x 7.6% 5.7%Median 27.49 90.1% 22.6x 1,448 1,758 0.7x 0.5x 0.8x 9.9x 10.7x 8.8x 2.1x 2.7x 1.9x 5.5% 4.3%

EBITDA MetricNet Debt

LTM Adjusted $194.60 10.0x - 11.0x $1,946 - $2,141 $254 $1,692 - $1,887 $29.43 - $32.812014A $190.50 10.5x - 11.0x 2,000 - 2,096 254 1,746 - 1,842 30.37 - 32.032015E $200.00 9.0x - 10.0x 1,800 - 2,000 254 1,546 - 1,746 26.89 - 30.37

57.557.557.5

EV/Sales EV/EBITDA Total Debt / EBITDA Margin (LTM)

Multiple Range Implied Enterprise Value Implied Equity ValueShares

Oustanding Implied Share Price

Valuation │

18

PRECEDENT TRANSACTIONS ANALYSIS

($ in millions) Enterprise Value/Date

Announced Acquirer Target ConsiderationEnterprise

ValueLTM Sales

LTM EBITDA

Jun-15 Wendel Group AlliedBarton Security Cash & Stock 1,670.00 0.8x 11.3xMay-15 DTZ Cushman & Wakefield Not Disclosed 2,000.00 1.0x 11.6xMar-15 CBRE Group Global WorkPlace Solutions Cash 1,475.00 0.4x 11.7xJun-14 DTZ PTG Capital Cash 1,142.20 0.6x 10.7xAug-13 Standard Register Company WorkflowOne LLC 339.10 0.7x 9.3xNov-12 ABM Industries Air Serv Corporation Cash 162.90 0.5x 13.1xNov-11 Birch Hill Equity Partners Management Distinction Group, Inc. Cash 150.00 0.5x 8.8xOct-11 Sealed Air Corporation Diversey Holdings, Inc. 4,576.30 1.4x 12.1x

High 1.4x 13.1xLow 0.4x 8.8x

Median 0.6x 11.5xMean 0.6x 11.1x

LTM EBITDA Multiple Range Implied Enterprise Value Net Debt Shares $194.60 10.6x - 11.6x $2,063 - $2,257 $254.00 $1,808.76 - $2,003.36 57.5 $31.46 - $34.84

Implied Equity Value Implied Share Price

Valuation │

19

LEVERAGED BUYOUT ANALYSIS

Valuation │

9.5x 10.0x 10.5x 11.0x 11.5x9.5x 20% 21% 23% 25% 26%

10.0x 18% 19% 21% 23% 24%

10.5x 16% 17% 19% 21% 22%

11.0x 14% 15% 17% 19% 20%

11.5x 12% 13% 15% 17% 18%

Exit Multiple

Entra

nce M

ultip

leIRR Sensitivity AnalysisLTM EBITDA Adjusted

194.60$

10.0x - 11.0x

1,946.00$ - 2,140.60$ Implied Equity Value

1,692.10$ - 1,886.70$ Share Price

29.43$ - 32.81$

Valuation Range

Entry Multiple Range

Implied Enterprise Value

Purchase PriceEnterprise Value 2,043.30$ Less: Existing Net Debt 305.10 Plus: Cash and Cash Equivalents 51.20 Equity Purchase Value 1,789.40$

Return AnalysisExit Year 2020Entry Multiple 10.5xExit Multiple 10.5xIRR 19%Cash Return 2.4x

Sources of Funds Amount % of Total SourcesRevolving Credit Facility - 0.0%Term Loan B 584.42 27.5%Senior Notes 639.47 30.1%Equity Contribution 850.06 40.0%Cash on Hand 51.20 2.4%Total Sources 2,125.15$ 100.0%

Uses of Funds Amount % of Total SourcesEquity Purchase Price 1,789.40 84.2%Repay Existing Bank Debt 305.10 14.4%Fees and Expenses 30.65 1.4%Total Uses 2,125.15$ 100.0%

20

APPENDIX

High office vacancy rates could diminish need or desire for facility management and janitorial services

Decreases in office rent which could harm ABM profit margins

Execution of 2020 restructuring plan is integral to the growth of ABM and poor implementation could hurt margins

Integration of latest acquisitions may impede 2020 plan progress or disrupt realization of synergies

21

POTENTIAL RISKS

2020 Plan allows for reduced risk with optimistic projections

ABM is directly influenced by both the rent and vacancy of office spaces

Mitigated Risk Lowered but apparent risk of

bankruptcy if levered too high without sustainable cash flow plan

High debt servicing costs if over-levered

Diminished but apparent risk of economic downturn affecting 2020 plan implementation

Cost-Reduction Risk

Potential for security divestiture removing significant revenue stream from core businesses

Operational/Market Risk

Vacancy Rates – By Largest Metropolitan City

2020 Plan Key Priorities

ManhattanSan JoseHouston

Washington D.C.Orange County

BostonPortland

BaltimoreNew Jersey

ChicagoPhiladelphia

Miami

0 2 4 6 8 10 12 14 16 18 20

Vacancy by %

Profitable Growth

Organizational Realignment

Cost Optimization

Capital Allocation

Focus

Direct focus on industries and solutions where ABM can distinguish itself

Organize around target industries by moving to an integrated end-market vertical focus

Leverage scale to manage costs and allow for increase margins

Efficiently return capital to shareholders and bolster investor confidence

Appendix │

Facility/Janitorial Services Dominant market position Established industry presence and strong brand reputation Contracts within key markets, strong supplier relationships Ability to expand both organically and inorganically Access to niche markets Experienced management team

Revenue trends continue to exceed expectations with over 85% of companies beating their projections

Revenue from existing accounts continue to hold very steady M&A trends continue to stay minimal with little consolidation

over the past 4 years

Key Factors of Success

Industry Trends

Revenue: $31 billion ABM Revenue: $383 million (1.2%

share) Top 3 Players control 25% market

share Average Operating Margins – 4.5% High competition and globalization

Security Services Requirement-focused, customized solutions Competitive edge from cost leadership strategy Sophisticated electronic systems Comprehensive service offering

Entry/exit protection, background checks and investigation, crowd control, ushering, patrol, etc.

Revenue growth expected to keep pace with US Economy Rapid incorporation of technology in security systems

High cost of technology will sustain trend in consolidation

Competition from high-tech systems is putting pressure on labor-intensive security systems to grow and adapt

Reduced reliance on manned guards will drive down wage costs


Industry Trends

Clean 1+ billion square feet of buildings daily across multiple industries

More than 50% of the Fortune 500 are ABM clients

ABM offers environmentally friendly cleaning services to LEED Certified buildings

Maintain government facilities in 30 countries and over 20 military medical facilities worldwide

10.4% stock growth 6/30/14 - 6/30/15

22

Middle-market company focused on steady growth and expansion

Highly developed supplier and dealer networks, and strong brand recognition

INDUSTRY OVERVIEW

Appendix │

ABM Healthcare Support Services is a fully integrated service provider

ABM provides parking services for many of our different product groups allowing for cross selling

ABM Healthcare Support Services works to provide everything from gurney transportation to dietary plans for hospitals across the country

ABM Healthcare has seen a 24% sales increase in 2014 making it the fastest growing portion of ABM

ABM Healthcare is focused around the acquisition they made in 2012 of HHA Services for $33.7 million

ABM currently services over 300 hospitals as well as over 700 medical facilities

Healthcare Services Ability to provide a full suite of products allowing the

hospital to use the company as a one stop shop Strong reputation and market brand Continued development of new products Highly rated customer satisfaction as many of the

services have direct client interaction and reflect on the hospital.

Key connections with the hospital management teams With the APA healthcare act the number of patients at

hospitals has been steadily rising increasing hospital spending

Hospitals have been looking for ways to cut costs after the APA act increased operational expenses for many companies

M&A trends in Healthcare have been steadily increasing


Industry Trends

Parking Services Key Factors of Success

Industry Trends

Three types of arrangements for parking services: managed locations, leased locations and allowance locations

Provide valet/shuttle services, revenue generating parking solutions and electronic vehicle charging stations

Largest competitors: LAZ Parking LLC and SP Plus Corporation

Companies compete at local, regional and national levels

Current Revenue: $616 million Park 22.8+ million cars annually at

hospitals across the country

Increase in strategic use of technology: mobile parking app Efficiency for parking lot users – especially stadiums/arenas Honored by JFK, EWR and LGA airports for best performance Most revenue coming from managed locations which is the

most profitable type of service

CAGR between 2013 and 2018 of 12.1% High growth rate in number of vehicles registered worldwide –

causing higher demand for parking management systems Smart City trends causing demand for more efficient parking

arrangements

23

INDUSTRY OVERVIEW (Cont.)

Appendix │

WACC sensitized 6%-8%

Exit Multiple sensitized 8.5x to 10.5x

24

DISCOUNTED CASH FLOWS (Cont.)

2,294 8.5x 9.0x 9.5x 10.0x 10.5x6.0% $2,204.91 $2,306.19 $2,407.46 $2,508.73 $2,610.016.5% $2,155.59 $2,254.40 $2,353.20 $2,452.00 $2,550.807.1% $2,101.99 $2,198.11 $2,294.23 $2,390.35 $2,486.477.5% $2,061.05 $2,155.12 $2,249.19 $2,343.26 $2,437.338.0% $2,015.73 $2,107.54 $2,199.35 $2,291.16 $2,382.96

2,039.8001398694 8.5x 9.0x 9.5x 10.0x 10.5x6.0% $1,951.01 $2,052.29 $2,153.56 $2,254.83 $2,356.116.5% $1,901.69 $2,000.50 $2,099.30 $2,198.10 $2,296.907.1% $1,848.09 $1,944.21 $2,040.33 $2,136.45 $2,232.577.5% $1,807.15 $1,901.22 $1,995.29 $2,089.36 $2,183.438.0% $1,761.83 $1,853.64 $1,945.45 $2,037.26 $2,129.06

12 8.5x 9.0x 9.5x 10.0x 10.5x6.0% 11.3x 11.9x 12.4x 12.9x 13.4x6.5% 11.1x 11.6x 12.1x 12.6x 13.1x7.1% 10.8x 11.3x 11.8x 12.3x 12.8x7.5% 10.6x 11.1x 11.6x 12.0x 12.5x8.0% 10.4x 10.8x 11.3x 11.8x 12.2x

Enterprise Value

Exit Multiple

Exit Multiple

Implied Equity Value

Implied EBITDA Multiple

Exit Multiple

WAC

CW

ACC

WAC

CW

ACC

Final year EBITDA 275Exit Multiple 9.5xTerminal Value 2,613Discount Rate 7.07%Present Value 1,826Enterprise Value 2,293.70$

Exit Multiple MethodTerminal Value

Final year FCF 130Growth Rate 2.5%Discount Rate 7.07%Terminal Value 2,926Present Value 2,080Enterprise Value 2,548.09$

Perpetuity Growth Method

Enterprise Value 2,294Less: Debt (305)Less: Minority Interest 0Less: Preferred Equity 0Plus: Cash & Equivalents 51.2Implied Equity Value 2,039.80$

Implied Equity Value

Appendix │

25

LBO DEBT SCHEDULE & CASH FLOW STATEMENT

Appendix │

Revolving Credit FacilityTerms:Size -$ Spread 2.50%LIBOR Floor 1.00%Term 6 RenewableCommitment Fee on Unused 0.50%

Beginning Balance -$ -$ -$ -$ -$ Drawdown/ (Repayment) - - - - - Ending Balance -$ -$ -$ -$ -$

Interest Rate 3.50% 3.50% 3.50% 4.16% 3.86%Interest Expense -$ -$ -$ -$ -$ Commitment Fee -$ -$ -$ -$ -$

Available Excess Cash 52.00$ 62.54$ 69.38$ 79.14$ 90.56$

Term Loan BTerms:Size 584.42$ Spread 4.25%LIBOR Floor 1.00%Term 6 YearsRepayment Schedule 0.00%

Beginning Balance 584.42$ 532.42$ 469.88$ 400.50$ 321.36$ Mandatory Repayments - - - - - Optional Repayments 52.00 62.54 69.38 79.14 90.56 Ending Balance 532.42$ 469.88$ 400.50$ 321.36$ 230.80$

Interest Rate 5.25% 5.25% 5.25% 5.91% 5.61%Interest Expense 29.32$ 26.31$ 22.85$ 21.31$ 15.49$

Available Excess Cash -$ -$ -$ -$ -$

Senior NotesTerms:Size 639.47$ Coupon 7.00%Term 8

Beginning Balance 639.47$ 639.47$ 639.47$ 639.47$ 639.47$ Repayment - - - - - Ending Balance 639.47$ 639.47$ 639.47$ 639.47$ 639.47$

Interest Expense 44.76$ 44.76$ 44.76$ 44.76$ 44.76$

($ in millions)Statement of Cash Flows Year 1 Year 2 Year 3 Year 4 Year 5

2016 2017 2018 2019 2020Operating ActivitiesNet Income 54.80$ 66.76$ 76.62$ 85.91$ 97.64$ Plus: Depreciation and Amortization 59.11 60.34 60.34 61.79 64.57

Changes In Working Capital(Inc.)/ Dec. in Accounts Receivable (39.94) (41.16) (43.22) (40.84) (42.68) (Inc.)/ Dec. in Prepaids & Other Current Assets (8.43) (8.68) (9.12) (8.61) (9.00)

Inc./ (Dec.) in Accounts Payable 8.25 8.56 9.19 8.57 8.95 Inc./ (Dec.) in Income Tax Payable - - - - - Inc./ (Dec.) in Accrued Liabilities 6.77 6.97 7.32 6.92 7.23 Inc./ (Dec.) in Other Current Liabilities 13.03 13.43 14.10 13.32 13.92

(Inc.)/ Dec. in Net Working Capital (20.32) (20.88) (21.72) (20.64) (21.57) Cash Flow From Operating Activities 93.59$ 106.21$ 115.23$ 127.06$ 140.64$ Investing ActivitiesCapital Expenditures (41.59)$ (43.67)$ (45.86)$ (47.92)$ (50.08)$ Cash Flow from Investing Activities (41.59)$ (43.67)$ (45.86)$ (47.92)$ (50.08)$

Cash For Financing Activities 52.00$ 62.54$ 69.38$ 79.14$ 90.56$

Financing Activities Revolving Credit Facility - - - - - Term Loan A - - - - - Term Loan B 52.00 62.54 69.38 79.14 90.56 Senior Notes - - - - - Senior Subordinated Notes - - - - - Cash Flow from Financing Activities (52.00)$ (62.54)$ (69.38)$ (79.14)$ (90.56)$ Beginning Cash Balance 0.00$ 0.00$ 0.00$ 0.00$ Net Change 0.00 0.00 0.00 0.00 0.00 Ending Cash Balance 0.00$ 0.00$ 0.00$ 0.00$ 0.00$ AssumptionsCapital Expenditures (% of Sales) 0.76% 0.76% 0.76% 0.76% 0.76%

Documents

Credit Suisse Fall 2015 Pitch Competition