1. A Leading Multi Vendor IT Solutions Provider
Reverse Take-Over of Acme Capital Corp. and up to C$10 mm Financing
Investor Presentation
January/February 2013
Proprietary & Confidential · Not for Distribution
2. PRIVATE & CONFIDENTIAL - NOT FOR REPRODUCTION OR DISSEMINATION
This management presentation is confidential and is not to be disclosed, reproduced or disseminated to any person without the prior express consent of Pivot Acquisition Corp.
(the "Company"). This management presentation is intended to provide a general overview of the Company's business plans and therefore does not purport to be complete.
This presentation does not constitute an offer to sell these securities and it is not soliciting an offer to buy these securities. It is intended that any offering of the securities will
be made in reliance upon the availability of exemptions from the applicable registration and prospectus requirements. No securities regulatory authority has expressed an
opinion about these securities and it is an offence to claim otherwise. While information in this document derived from third parties is obtained from sources which the
Company believes to be reliable, such information is not guaranteed as to its accuracy or completeness. This document may contain product names, trade names, trademarks
and service marks of the Company and of other organizations, all of which are the properties of their respective owners. No representation, warranty or undertaking, expressed
or implied, is or will be made and no responsibility or liability is or will be accepted by the Company or any of its affiliates or associates or their respective directors, officers,
employees, agents, shareholders or advisors as to, or in relation to, the accuracy or completeness of the information contained herein. All dollar amounts referenced herein,
unless otherwise indicated, are expressed in U.S. dollars. This management presentation supersedes and replaces any and all materials which may have been provided to
potential investors.
CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS
This management presentation contains “forward-looking statements” within the meaning of applicable Canadian securities legislation. Forward-looking statements include,
but are not limited to, statements with respect to prospective financial performance, estimated sales pipeline and backlog, estimated gross margins, estimated operating costs,
estimated market drivers, business prospects and strategy, timing of roll-out plans, the proposed capital structure of the Company, the conversion or exchange of outstanding
debentures of the Company, the ability to complete potential acquisitions on satisfactory terms, the impact of prospective acquisitions (if completed) and recently completed
acquisitions on financial performance, THE ability to complete the proposed royalty offering OR OTHER PROPOSED FINANCING OPTIONS referenced herein in a timely manner
and on acceptable terms, new markets for growth, financial position and intended use of proceeds. Generally, these forward-looking statements can be identified by the use of
forward-looking terminology such as the “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”. Forward-looking statements are subject to known and unknown risks, uncertainties and other factors that may cause the actual results, level of
activity, performance or achievements of the Company to be materially different from those expressed or implied by such forward-looking statements. Although the Company
has attempted to identify important factors that could cause actual results to differ materially from those contained in forward-looking statements, 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 statements contained in this
management presentation. All figures contained in this management presentation are based on the unaudited consolidated financial statements of the Company and are
subject to change. The forward-looking statements contained in this management presentation are made as of the date of this document, and the Company does not undertake
to update any forward-looking statements that are incorporated by reference herein, except in accordance with applicable securities laws. An investment in securities of the
Company is speculative and subject to a number of risks. All subsequent written and oral forward looking statements attributable to the Company or persons acting on its behalf
are expressly qualified in their entirety by this notice.
Pivot| A Leading Multi Vendor IT Solutions Provider 2
3. Investment Highlights
• Large and growing markets: $3.6 trillion in Global IT spending in 2012
– Focused on fast growing cloud computing, virtualization and data centre segments
• Unique service offering
– Delivers independent, agnostic, multi-vendor solutions
• Blue chip clients
– Fortune 100 clients comprise over 70% of revenues
– High client retention and proven ability to increase penetration
• Strong financial performance
– $1.5B in revenue (2012 pro-forma estimate), 15% organic growth
• Successful acquisition and integration strategy
– Consolidating industry favours larger players including Pivot; unique acquisition strategy
leverages existing sales and technical relationships in acquired companies
• Visionary board and management team
– John Sculley (Apple, Pepsi) and Mort Meyerson (EDS, Perot Systems) lead top-flight board
– Greg Gallagher, CEO, has extensive experience accelerating high-tech business growth
Pivot| A Leading Multi Vendor IT Solutions Provider 3
4. Leading Multi Vendor IT Solutions Provider
Founded 2010 by John Sculley, Shane Maine & Gord McMillan
• Delivers multi-vendor sourcing and implementation
to support, plan and provide for the IT needs of Twelve Month Financials (Q3’12): $1.36B Revenue and $40 mm
clients through independent and innovative solutions Normalized EBITDA1
• 270 engineers and 190 sales people focused on Number of employees: 679
delivering to >2,000 clients
Corporate office: Toronto
• Mission is to identify, acquire and integrate
companies in the IT solutions sector with the goal of Acquisitions to date: Applied Computer Solutions (“ACS”),
becoming North America’s dominant Multi Vendor ProSys Information Systems (“ProSys”), Austin Ribbon &
Computer (“ARC”) and Sigma Solutions (“Sigma”)
Service Provider (MVSP)
Pivot’s Operations
Select Clients Select Vendors
Pivot Shared
Services
Seattle, WA
Toronto, ON
Pivot Headquarters
Chicago, IL
Edison, NJ
Sacramento, CA
Sunnyvale, CA Louisville, KY
Huntington Beach, CA Oklahoma City, OK
Franklin, TN
Phoenix, AZ
San Diego, CA
Dallas, TX Atlanta, GA
Austin, TX Tallahasse, FL
San Antonio, TX
Houston, TX Miami, FL
Tampa, FL
New Orleans, LA
1. Normalized EBITDA defined as net income plus interest expense, income tax expense, transaction costs, FMV Pivot HQ – Toronto Pivot Shared Services ACS ARC ProSys Sigma
adjustments, depreciation and amortization, other expenses and non-recurring costs
Pivot| A Leading Multi Vendor IT Solutions Provider 4
5. Focused on Large & Growing End Markets
Pivot’s Core Focus IT Spending Forecast
Computing Hardware Software IT Services
Telecom Equipment Telecom Services All IT
Cloud Computing Market Size:
$4,119 $4,293
$3,948
$27.4B (2016) $3,523 $3,628 $3,786
$1,806 $1,840
$1,725 $1,766
5 Year CAGR: $1,663 $1,686
$454 $478
($ mm)
40% $340 $377 $408 $431
$952 $1,003 $1,058
$845 $864 $905
Source: Gartner 2012
$281 $301 $321 $342 $365
$269
$406 $420 $448 $478 $513 $551
Data Centers Market Size: 2011 2012 2013 2014 2015 2016
CAGR (%)
YoY Growth (%)
$124.6B (2016) Computing
Hardware
7.3% 3.4% 6.5% 6.8% 7.3% 7.4%
2011 - 2016
6.3%
Software 9.8% 4.3% 6.9% 6.8% 6.7% 6.7% 6.3%
IT Services 7.7% 2.3% 4.8% 5.2% 5.3% 5.5% 4.6%
5 Year CAGR: Telecom
Equipment
17.5% 10.8% 8.3% 5.6% 5.4% 5.3% 7.1%
6% Telecom Services
All IT
6.0%
7.9%
1.4%
3.0%
2.3%
4.4%
2.4%
4.3%
2.3%
4.3%
1.9%
4.2%
2.1%
4.0%
Source: Gartner 2012
Source: Gartner 2012
External IT solution providers like Pivot are becoming increasingly important in the technology ecosystem:
resources are scarce for OEMs, and they’re focusing on core competencies such as R&D and marketing
Pivot| A Leading Multi Vendor IT Solutions Provider 5
6. Fragmented Industry, Complex Problems
Cloud? Buy or Build? Security?
Technology
Bring-your-own-device? Mobile workforce? is changing
faster than
ever
Stuck in the middle:
Medium-to-Large Enterprises
Thousands of
providers with
thousands of
solutions
Pivot| A Leading Multi Vendor IT Solutions Provider 6
7. Industry Dynamics Favourable to Pivot’s Growth
• Current industry dynamics favour Pivot’s continued growth
– Suppliers want to deal with fewer vendors that can provide national platforms,
integrated solutions and more service offerings
– Pivot is one of few Multi-Vendor platforms with scale
• Changing IT landscape supports Pivot’s acquisition model
– Smaller vendors and service providers are less certain of their role in the sales
channel, as clients are shifting towards larger, more integrated providers
– Pivot’s access to capital and scale allows it to acquire smaller providers and
immediately integrate them into its national platform
– Pivot’s pipeline is robust and will become stronger as smaller competitors run out
of the resources to compete
Pivot| A Leading Multi Vendor IT Solutions Provider 7
8. Pivot: A New Type of IT Solutions Provider
High
Large IT Services
Providers
Outsourcing &
LT Services
Scale with Vendors
Targeted Position
Traditional VARs
Fulfillment &
Implementation
Distributors & Direct
Marketers
Fulfillment
Low Margin and Multiple High
Gross
Margin: 5-13% 8-15% 12-22% 17-35%
EV/
EBITDA: Low Medium Medium High
Pivot| A Leading Multi Vendor IT Solutions Provider 8
9. Unique Ability to Build Tailored Solutions
Able to Meet Demands of Increasingly Complex IT Environments
Cloud Proliferation of Virtualization
Computing Mobile Devices
Explosion Security
Of Data Breaches
Network
Optimization
By Applying a Client-Centric, Multi-Vendor Approach
Broad OEM Deep Sector Strong Knowledge of Embedded Pre-Sales Post-Sales Service &
Relationships Expertise Emerging Trends Engineers Support
Client-Focused Solutions
Pivot| A Leading Multi Vendor IT Solutions Provider 9
10. Blue-Chip Client Base
>2,000 clients
70% revenues from companies
in the Fortune 100
• Long-term relationships
• Sell into multiple business units
• Significant opportunities
to grow in mid-market space
Pivot| A Leading Multi Vendor IT Solutions Provider 10
11. Case Study: Major Telecom Client
Business Need Solution Benefit
• Empower mobile • Assessment and Planning • >15,000 Apple iPads
workforce with Apple iPad • Procurement of best in deployed
solution to increase sale of class vendor partners and • Unified all mobile devices
bundled offerings configuration used by field technicians
• Deployment and • Secure access to corporate
Integration applications
• Lifecycle Support • Easily document and
record services
engagements
• Application Management
and Real-time Reporting
• Policy-based Controls
As a trusted advisor, Pivot sells into 9 of this client’s business units
Pivot| A Leading Multi Vendor IT Solutions Provider 11
12. Case Study: Major Consumer Electronics Client
Business Need Solution Benefit
• Reduce infrastructure cost • Assessment and Planning • Performance
through using improvement of 11x at
• Procurement of best in
‘commoditized servers’ 33% of the average cost of
class vendor partners and
rather than ‘specialized competitors’ solutions
configuration
servers’
• For Pivot: $100 mm initial
• Engineers designed
contract has generated
systems for optimal price
+$500 mm in revenue over
performance ratio
2 year period
• Deployment and
Integration
• Lifecycle Support
Pivot configured and delivered 55,000 servers within 15 months
Pivot| A Leading Multi Vendor IT Solutions Provider 12
13. Key Vendors and Partners
Deep relationships and
extensive network
Global, National, Local Relationships
- Executive
- Sales
- Engineering
- Marketing
Top Level Authorizations, Certifications
- Engineering
- Sales
#1 HP ESSN* Partner
$500 mm 2011 sales for HP
Cisco Top 20,
National Account Status
*ESSN: Enterprise Storage Servers & Networking
Pivot| A Leading Multi Vendor IT Solutions Provider 13
14. Successful Integration of 4 Acquisitions in 2 Years
ACS ARC
• Year founded/acquired: 1989/December 2010 • Year founded/acquired: 1984/August 2011
• Solutions offered: Data center solutions including • Solutions offered: Servers, PCs & Peripherals,
systems, storage, security, networking and Storage, Routers, Mobile and Handheld Devices
compliance • Select major OEMs/Vendors: Panasonic,
• Select major OEMs/Vendors: Oracle, HP, Fusion-io Dell, Xerox
ProSys Sigma
• Year founded/acquired: 1997/January 2011 • Year founded/acquired: 1992/July 2012
• Solutions offered: Communication, Data • Solutions offered: Cloud, Mobility, Data Center,
Management, Security, Storage and Wireless Managed Services
• Select major OEMs/Vendors: HP, Cisco, Microsoft, • Select major OEMs/Vendors: Cisco, HP, EMC, Oracle,
VMware Citrix, Hitachi
4 acquisitions totaling $1.5B in revenues in 2 years
All successfully integrated and growing
Pivot| A Leading Multi Vendor IT Solutions Provider 14
15. Proven and Successful Acquisition Model
• Pivot’s management has CEO/CFO-level relationships with multiple acquisition
candidates
• Clear acquisition target criteria
• Earn-out period requires key former owners and key personnel of acquired business to
contribute to the success of Pivot
• Retain key management as well as the best sales and technical staff to maintain key
client and vendor relationships
• Acquisition infrastructure facilitates complete back-office integration
Pivot| A Leading Multi Vendor IT Solutions Provider 15
16. Pro-Forma Revenue and Normalized EBITDA
Pro-Forma Revenue Pro-Forma Normalized EBITDA1
(USD$ mm) (USD$ mm)
YoY Growth % YoY Growth %
15% 11%
16% 14%
$1,491 $42
$38 $35
$1,297 $1,165 $31
$1,004
2011 2012E Q3 YTD Q3 YTD 2011 2012E Q3 YTD Q3 YTD
2011 2012 2011 2012
Note: Pro forma includes full YTD/year revenue for each operating subsidiary 1. Normalized EBITDA defined as net income plus interest expense, income tax expense, transaction costs, FMV adjustments,
depreciation and amortization, and non-recurring costs
Note: Pro forma includes full YTD and full year EBITDA for each operating subsidiary
2012 Forecast Pro-Forma Revenue
ARC
Sigma $67.8
$139.7
ACS
$783.1
Total Preliminary
ProSys
Revenue: $1,491 mm
$500.7
Note: Pro forma includes full quarter revenue for each operating subsidiary
High growth rates with stable margins
Pivot| A Leading Multi Vendor IT Solutions Provider 16
17. Forecasted Financial Performance
Pro-Forma Revenue Key Drivers for Expected Growth
(US$ mm)
Management expects organic revenue to
$1,491 $1,522 increase at a compound annual growth rate
$1,297 of ~15% which is largely in line with
$1,016 historical trends:
• Focused on Growth Industries
Cloud computing and data center markets
expected to grow at 40% and 6% CAGRs
2010 2011 2012E 2013E
respectively; Pivot expects to remain
Note: Pro forma includes full year revenue for each operating subsidiary
focused in these sectors
Pro-Forma Normalized EBITDA1
• Penetration from Existing Clients Long-
(US$ mm) term relationships with key clients can
$55 lead to further penetration within
$42 multiple business units
$37
$20 • Expansion of Services Business
Focus on enhancing managed services
offering while driving increased margins
2010 2011 2012E 2013E
1. Normalized EBITDA defined as net income plus interest expense, income tax expense, transaction costs, FMV adjustments,
depreciation and amortization, and non-recurring costs
Note: Pro forma includes full year EBITDA for each operating subsidiary
Growth expected to continue on the back of several key drivers
Pivot| A Leading Multi Vendor IT Solutions Provider 17
18. Growth Objective: $3B in Revenue in 3 Years
• Leverage Multi-Vendor Strategy – Become truly differentiated IT solutions provider by
employing integrated hardware solutions with best-in-class OEM partners
– Utilize best practices and sell across operating groups
– Focus on Technology, Telecom, Healthcare and Financial
– Enhance managed services, staff augmentation
– Use national scale to service enterprise companies locally
• Use Platform to Grow Sales Organically – Grow revenues from existing clients, attract
new clients, continue to innovate and deliver new solutions
• Pursue Strategic Acquisitions – Identify, acquire and integrate reseller and IT services
sector companies that are: financeable, growing, innovative and aligned with our
business strategy
Pivot| A Leading Multi Vendor IT Solutions Provider 18
19. Pivot Team: Experienced and Committed to Achieving Success
Greg Gallagher>> CEO, Director Warren Barnes>> CFO
• Managing Director at Wells Fargo Capital Finance • Formerly CFO Pivot Operating Companies with considerable IT
• Track record of accelerating high-tech business growth, channel VAR industry expertise
financing expertise, deep industry relationships and M&A • Executive with over 20 years senior management experience
experience as an attorney in private and public companies
John Sculley>> Co-Founder, Executive Chairman Morton Meyerson>> Director
• Previously served as CEO of PepsiCo Foods International, Pepsi-Cola • Former Chairman and CEO of Perot Systems Corporation,
Co. and Apple Inc. former President and Vice Chairman of Electronic Data
• Selected as "Marketing CEO of the Decade" and Systems, Inc. (EDS)
"CEO of the Year" • Elected three times by the Wall Street Transcript as outstanding
Chief Executive Officer
Shane Maine Gord McMillan John Anderson Stephen Moore David Beck
Co-Founder & Director Co-Founder Director Director Director
Technology industry Experienced financial Experienced financial Managing Director at Experienced investment
entrepreneur and Co- services industry executive and director with Newhaven Asset banking executive with
Founder and Managing entrepreneur who co- a number of private and Management RBC Capital, GMP and NCP
Partner of Inflexionpoint founded firms that public companies Northland
Acquisition Corp. managed assets in excess
of $2B
Pivot| A Leading Multi Vendor IT Solutions Provider 19
20. Summary
• Large and growing markets: $3.6 trillion in Global IT spending in 2012
• Unique service offering
• Blue chip clients
• Strong financial performance
• Successful acquisition and integration strategy
• Visionary board and management team
Pivot| A Leading Multi Vendor IT Solutions Provider 20
21. RTO Financing Summary Term Sheet
Refer to separate Term Sheet for complete details of the Offering
Issuer Pivot Acquisition Corp. (or the “Company”)
Offering Size Minimum of C$5 mm; Maximum of C$10 mm
Offering Treasury offering of subscription receipts
Offering Price C$1.00 per subscription receipt
Use of Proceeds The net proceeds received from the Offering will be used for additional working capital
Exchange / Ticker TSX Venture Exchange (initial listing) / PTG (reserved)
Annual Dividend Yield Annual dividend of $0.02 (to be paid quarterly at $0.005 per share), for annual yield of 2%
Closing Date On or about February 12th, 2013
Agents Mackie Research Capital Corporation as lead agent, and including Macquarie Private Wealth Inc.
Pivot| A Leading Multi Vendor IT Solutions Provider 21
22. Share Capitalization Post-RTO
Pivot Acquisition Corp.
Post-RTO
Price C$1.00
(1)
Pivot Shares O/S (mm) 50.4
(2)
Series A Preferred Shares 72.8
(3)
RTO Financing Shares 10.0
Convertible Debenture Shares 12.8
Shares to Acme Capital 1.0
Total Shares O/S (mm) 147.0
Market Cap ($mm) C$147.0
(1)
Assumes 15% of 37.5 mm founders shares o/s escrowed until subsequent financing completed.
(2)
Assumes C$36.2 mm of outstanding convertible debentures exchange into series A preferred
shares and all remaining outstanding convertible debentures convert at 50% of RTO price. Includes
accrued interest.
(3)
Assumes C$10 mm RTO at $1.00 per subscription receipt.
Pivot| A Leading Multi Vendor IT Solutions Provider 22
23. Pivot’s Outstanding Convertible Debentures
• Pivot currently has C$42.6 mm of 2-year, 12% coupon, convertible debentures outstanding,
maturing April 14, 2013
• The convertible debentures will either i) be converted into common shares of Pivot (at a 50%
discount to the RTO price) upon completion of the RTO, pursuant to the Indenture, or ii) Debenture
Holders will have the option (prior to the closing of the RTO), to exchange into Series A Preferred
Shares of Pivot
• Key features of the Series A Preferred Shares include:
– Receive two Preferred Shares for every dollar of accrued and unpaid interest and the principal amount of the Debentures
– At any time following closing of the RTO, Preferred Shareholders will have the option to convert into “Resulting Issuer” common
shares at a ratio of 1-to-1 (1 common share per 1 Preferred Share)
– In the event that Pivot successfully raises a minimum of C$75 mm contemplated by the potential royalty financing, or any other
form of financing, Preferred Shareholders will have the option to sell (put) their shares to Pivot, upon 30 days’ notice, for an
amount equal to C$0.60 per share (i.e. a 20% premium to ½ the RTO price)
– After June 30, 2013, Pivot shall have the right to force conversion of any and all outstanding Preferred Shares into “Resulting
Issuer” common shares at a ratio of 1-to-1 (1 common share per 1 Preferred Share)
– The Preferred Shares will have a coupon of 12%. The Preferred Shares will be non-voting shares.
• Subsequent to the RTO, Pivot intends to explore a number of financing options to fund future
acquisitions, reduce debt and recapitalize its balance sheet
Pivot| A Leading Multi Vendor IT Solutions Provider 23
24. Potential Future Financing (Post-RTO)
• While there is no guarantee as to the success of any contemplated future financing
option, chief among future financing considerations is a royalty transaction
– Pivot will explore the potential of creating a separate royalty company (“Pivot Royalties Corp.”)
– In that potential financing scenario, Pivot Royalties Corp. would propose to raise equity to acquire a revenue
stream from Pivot
– Shares of Pivot Royalties Corp. would be offered at a discount to its peer group, and as Pivot focuses on new
acquisition targets, it could potentially source funds from Pivot Royalties Corp.
• The potential implications for Pivot of a successful royalty transaction include:*
– > $1.5 bn in Revenues and $43.5 mm of net EBITDA forecast for 2013 (net of royalty to Pivot Royalties Corp.)
– A market cap of C$80 mm
– A strong pro-forma cash balance of approximately C$63.4 mm
– Pro-forma net debt reduced to approximately C$78.3 mm
– Enterprise value of C$163 mm
– Existing management well incentivized to continue to grow the business
*Assumes C$36.2 mm (85%) of convertible debentures exchange into series A preferred shares and that $C75 mm royalty financing and $C10 mm RTO are completed.
Pivot| A Leading Multi Vendor IT Solutions Provider 24
25. Comparable Companies Analysis
Comparable Companies
24-Jan-13
Share Market Ent. EV/EBITDA EBITDA Margin Revenue Growth EBITDA Growth
Company Price Cap. Value LTM 2012E 2013E LTM 2012E 2013E 11A/12E 12E/13E 11A/12E 12E/13E
($) ($MM) ($MM) (x) (x) (x) (%) (%) (%) (%) (%) (%) (%)
VARs/Distributors
Avnet, Inc. NYSE:AVT $34.40 $4,721 $5,904 6.0x 5.4x 7.2x 3.9% 4.2% 3.3% -1.5% -6.4% NA -25.3%
Arrow Electronics, Inc. NYSE:ARW $39.22 $4,156 $5,754 6.1x 6.5x 6.3x 4.6% 4.4% 4.4% -5.0% 1.8% -15.5% 3.3%
Ingram Micro Inc. NYSE:IM $18.37 $2,758 $2,373 4.3x 4.5x 3.8x 1.5% 1.4% 1.5% 2.6% 10.6% 9.0% 19.0%
Tech Data Corp. Na s da q:TECD $49.45 $1,867 $1,772 4.7x 4.3x 4.6x 1.5% 1.6% 1.5% 8.9% -6.0% NA -7.2%
SYNNEX Corp. NYSE:SNX $36.40 $1,359 $1,471 5.3x 5.4x 5.1x 2.7% 2.6% 2.7% -1.3% 4.0% 0.9% 7.0%
Insight Enterprises Inc. Na s da q:NSIT $19.58 $872 $845 4.2x 4.1x 4.0x 3.8% 3.9% 3.9% 0.0% 1.8% 6.7% 4.1%
PC Connection, Inc. Na s da q:PCCC $12.33 $327 $275 4.6x 4.6x 4.2x 2.8% 2.8% 2.9% 2.5% 2.5% 4.3% 7.8%
Softchoice Corporation TSX:SO $12.05 $237 $185 3.8x 3.9x 3.3x 4.8% 4.5% 4.9% 6.2% 8.0% -5.9% 16.0%
Average 4.9x 4.8x 4.8x 3.2% 3.2% 3.2% 1.6% 2.0% -0.1% 3.1%
Diversified Technology Companies
iGATE Corporation Na s da q:IGTE $17.73 $1,020 $2,481 9.7x 9.4x 9.0x 23.9% 24.5% 24.2% 37.8% 6.6% NA 5.5%
Web.com Group, Inc. Na s da q:WWWW $15.99 $754 $1,424 42.1x 9.9x 8.8x 9.2% 30.3% 31.1% 139.1% 9.8% 183.7% 12.9%
FARO Technologies Inc. Na s da q:FARO $32.73 $555 $475 12.0x 13.1x 10.2x 14.7% 13.8% 16.1% 3.2% 10.6% -8.9% 28.5%
Ellie Mae, Inc. NYSE:ELLI $23.13 $594 $503 22.8x 17.0x 13.4x 24.4% 29.6% 30.1% 80.0% 24.4% 497.1% 26.7%
SPS Commerce, Inc. Na s da q:SPSC $37.23 $547 $477 79.8x 55.0x 37.8x 8.5% 11.3% 13.0% 32.0% 27.0% 63.3% 45.6%
Tangoe, Inc. Na s da q:TNGO $14.84 $562 $535 50.2x 24.3x 17.1x 7.6% 14.4% 16.4% 45.8% 24.7% 78.0% 42.0%
The Active Network, Inc. NYSE:ACTV $5.52 $334 $259 27.5x 5.8x 5.1x 2.3% 10.6% 10.7% 24.6% 13.0% 17.2% 13.9%
PDF Solutions Inc. Na s da q:PDFS $13.84 $403 $352 19.7x 13.3x 8.8x 21.5% 29.8% 38.0% 33.0% 18.4% 156.3% 51.1%
Guidance Software, Inc. Na s da q:GUID $12.85 $323 $293 39.5x 21.5x 15.6x 6.0% 10.5% 12.7% 24.8% 13.1% NA 37.7%
Average 33.7x 18.8x 14.0x 13.1% 19.4% 21.4% 46.7% 16.4% 141.0% 29.3%
Overall Average 20.1x 12.2x 9.7x 8.4% 11.8% 12.8% 25.5% 9.6% 75.9% 17.0%
(1)
Pivot Technology Solutions Inc. - Post-RTO $1.00 $147 $257 7.0x 6.2x 4.7x 2.8% 2.8% 3.6% 15.1% 2.0% 13.9% 31.0%
(2)
Pivot Technology Solutions Inc. - Post-RTO & Royalty $1.00 $80 $163 4.4x 3.9x 3.8x 2.8% 2.8% 2.9% 15.1% 2.0% 13.9% 4.1%
Source: S&P Capital IQ, Bloomberg
1
Post-RTO financing of C$10 mm. Assumes C$36.2 mm of convertible debentures exchanged into series A preferred shares.
2
Assumes a royalty financing of C$75 mm, C$36.2 mm of convertible debentures exchanged into series A preferred shares, and a 1% revenue royalty.
Note: Revenue growth shown for Pivot is organic revenue growth, without acquisitions.
Pivot| A Leading Multi Vendor IT Solutions Provider 25
26. Contact Information
Greg Gallagher>> Chief Executive Officer Warren Barnes >> Chief Financial Officer
• 720 465 9675 • 714 861 2296
• greg.gallagher@pivotac.com • warren.barnes@pivotac.com
Pivot| A Leading Multi Vendor IT Solutions Provider 26