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With offices in San Francisco and Bangalore, India, martinwolf is a leading middle market M&A Advisory focused on companies with IT services-based business models. Since 1997, our team has completed ...

With offices in San Francisco and Bangalore, India, martinwolf is a leading middle market M&A Advisory focused on companies with IT services-based business models. Since 1997, our team has completed more than 115 transactions in seven countries. We are a five-year member of the Merrill Lynch PS Referral Network, and were selected as ICICI Bank's (India's leading private bank) exclusive strategic partner for acquiring U.S. IT companies. martinwolf is a member of FINRA and SIPC. For more information, visit www.martinwolf.com.

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martinwolf M&A advisors, an overview martinwolf M&A advisors, an overview Presentation Transcript

  • MARTINWOLF OVERVIEWJanuary 2012 Sunil Grover EVP 925-215-2749 http://www.martinwolf.com/sunil-grover
  • Table of ContentsI. IntroductionII. Case Studies: Private EquityIII. Case Studies: StrategicIV. Market Overview 2 © 2013 martinwolf | M&A advisors
  • I. Introduction 3 © 2013 martinwolf | M&A advisors
  • Firm Overview Global M&A Advisors Vertically Focused▪ Leading middle-market investment bank focused exclusively ▪ IT & IT Enabled on companies with IT services-based business models Outsourced Services▪ San Francisco Bay Area | Bangalore, India ▪ IT Supply Chain▪ Founded in 1997 Services▪ Completed more than 115 middle-market IT transactions ▪ Business Process Outsourcing▪ Sold six divisions of Fortune 500 companies ▪ Software▪ Diverse and experienced Principals and Senior Bankers ▪ Software as a▪ Extensive cross-border transaction expertise Service (SaaS) Partners China: U.S.: India: 4 © 2013 martinwolf | M&A advisors
  • Recent and Active SaaS Transactions to acquire a stake in has been acquired by has been acquired by has been acquired by has sold a majority interest to Signed Nov 2012Expected Close Q1 2013 Project Varsity Project Arrow Project Kappa Delta Project Raptor Enterprise SaaS Mobile Security SaaS Enterprise SaaS Enterprise SaaS Expected Close Q2 2013 Expected Close Q2 2013 Expected Close Q2 2013 Expected Close Q2 2013 © 2013 martinwolf | M&A advisors 5
  • Representative Clients Software & SaaS IT & IT EnabledOutsourced Services IT Supply Chain Services 6 © 2013 martinwolf | M&A advisors
  • Recognized as Thought LeadersA sampling of recent articles and press releases that our team has written and influenced: Marty Wolf – Monthly Columnist CRN - Computer Reseller News Marty Wolf – Closing Bell CNBC, September 12, 2012 Betting on Facebook’s Future The Wall Street Journal, May 17, 2012 SaaS Deals Soar But Don’t Worry – It’s Not 1999 As part of an on-air CNBC The Middle Market, April 10, 2012 panel discussion on September 12, hosted by SaaS Companies Remain Takeover Targets Maria Bartiromo and Bill Forbes, March 5, 2012 Griffeth, panel participant Marty Wolf commented on Oracle to Buy Taleo for $1.9 Billion The Wall Street Journal, February 9, 2012 QE 3 and the future facing Facebook post Mark SaaS Valuations Come Back to Earth – Sorta Zuckerberg’s interview CNN Features the MW Index, February 1, 2012 with Michael Arrington at TechCrunch Disrupt on RIMs New CEO Unlikely to Halt Market Slide Bloomberg News, January 24, 2012 September 11. 7 © 2013 martinwolf | M&A advisors
  • Significant Cross-Border Experience▪ Successfully closed transactions across Canada, France, India, South Africa, United Kingdom and United States▪ Current active agreements under contract in Canada, China, India, Israel, United Kingdom and United States Puget PS Systems Sound Group SG to acquire a stake in has been sold to has acquired has acquired has acquiredCross-Border / China Cross-Border / South Africa Cross-Border / India Cross-Border / India Cross-Border / India has acquired has acquired has acquired has acquired has acquired has acquired The South West Region s/w region of of May 2006Cross-Border / Canada Cross-Border / UK Cross-Border / Canada Cross-Border / France Cross-Border / India 8 © 2013 martinwolf | M&A advisors
  • India Practice Group Exclusive partner for ICICI Bank in the U.S. for middle-market IT target firms▪ Unique insights about Indian-based buyers and the Indian M&A market▪ Access to all Tier 1 & Tier 2 Indian IT companies through martinwolf relationships and ICICI▪ Access to Commercial Banking relationship for acquisition financing About ICICI Bank▪ India’s largest private sector bank▪ $91B assets under management; $16B market capitalization▪ 2010 & 2011 awarded “Most Tech-Friendly Bank” by Businessworld April 23, 2012: martinwolf launched India Practice Group and Opened Bangalore Office▪ Active India cross-border transactions: Project Titan (sell side) and Project Apollo (buy side, closed November 2012)▪ Gaurav Sharma, who joined the firm from IBM as a Senior Vice President and Head of the India Practice, divides his time between the India and the U.S. offices▪ MW IT Index® (India Edition) released quarterly to our database of 36,000 active readers▪ President and Founder Martin Wolf was the keynote speaker at a cross-border M&A event in Bangalore in October 2012 9 © 2013 martinwolf | M&A advisors
  • China Practice Group About martinwolf China Practice Group▪ Actively engaged in China in both buy-side and sell-side cross-border transactions in the IT space▪ Hao He, who joined the firm from HSBC, is the managing director of the China Practice▪ MW IT Index® (China Edition) released quarterly to our database of 25,000 active readers▪ Frequent media commentator, including regular industry analysis blog in Caixin magazine Active Relationship with CICC▪ Established in 1995 as China’s first joint venture investment bank▪ $256.7 billion raised in equity, $319 billion raised in debt and $226.7 billion closed in M&A▪ Ranked No. 1 for 13 consecutive years in M&A deal volume in China since 1997 China International Software and Information Service Fair 2012▪ President and Founder Martin Wolf was the keynote speaker at the China International Software and Information Service Fair in June 2012 © 2013 martinwolf | M&A advisors
  • II. Case Studies: Private Equity 11 © 2013 martinwolf | M&A advisors
  • Saber Solutions acquired by Accel-KKR Private Equity Buyer / Complete Exit / Enterprise SaaS Client Description & Strategic Objectives Results▪ A software provider offering technology solutions and consulting services for ▪ MW helped identified the right financial partner with voter registration, election management, public retirement programs, human domain expertise to catapult the business into an services, public health services, motor vehicles, unemployment insurance, industry leader. and forms and document processing. ▪ Within three months, Saber was able to complete an▪ The founders desired a partnership that would allow them to remain acquisition of a larger company that created synergies autonomous while providing access to additional resources and new to more than quadruple the value of their standalone opportunities for growth. business. ▪ In less than two years, AKKR was able to realize their investment and Saber shareholders got a second bite of the apple. Client Feedback Nitin Khanna, “You have helped us find a firm that will provide a strong financial and strategic partnership for Founder, Chairman Saber and enable the company to grow at an even more incredible growth rate.” and CEO “While your advocacy and negotiating skills through the diligence process were invaluable, what I found most enjoyable working with you was your sincerity and integrity. You were able to cut through the issues to make the truth apparent… and to provide a supportive word (late at night or early in the morning) when things seemed especially tough.”Reference letters available upon request 12 © 2013 martinwolf | M&A advisors
  • Saber Solutions acquired by Accel-KKR Private Equity Buyer / Complete Exit / Enterprise SaaS Private Equity Partnership: Two Step Exit Timeline ▪ December 31,2005: Accel-KKR acquired a majority stake in Saber Consulting ▪ March 8, 2006: Saber acquired the state and local government practice from Covansys Corporation (NASDAQ: CVNS) for $40M in cash. The combined company realized a strong market presence in election management, pension administration and health and human services ▪ November 13, 2007: Electronic Data Systems Corp. (NYSE: EDS) acquired a 93% stake in Saber Corp. from Accel-KKR LLC and other shareholders for $423 million in cash. The Saber shareholders maintained a 7% equity stake ▪ May 13, 2008: Hewlett-Packard Co. (NYSE: HPQ) acquired Electronic Data Systems Corporation (NYSE: EDS) for $13.3 billion in cash Value Creation 500 ▪ Accel-KKR acquired a majority ▪ With a strengthened balance ▪ EDS acquired a 93% stake in Saber 400 stake in Saber sheet, Saber acquired the state ▪ 3.61x EV/REV ▪ Saber shareholders were able and local government practice ▪ AKKR realized their investment in 300 to take some “chips off the from Covansys Corporation under two yearsEV ($M) table” while still remaining the ▪ 0.53x EV/Rev ▪ Saber shareholders got a “second bite 200 operators of the business with of the apple” and retained a 7% equity a minority stake stake in the new entity that would 100 eventually be sold to HP for $13.3 billion in cash in 2008 0 December 31, 2005 March 8, 2006 November 13, 2007 EDS Equity AKKR Equity Saber S/H EquityReference letters available upon request 13 © 2013 martinwolf | M&A advisors
  • SPS acquired by Court Square Capital Partners Private Equity Buyer / Traditional Auction / Unified Communications Client Description & Strategic Objectives Results ▪ Leading provider of enterprise telephony and unified ▪ Maximized value by repositioning the company as an communications (UC) SaaS, converged infrastructure Infrastructure-as-a-Service and managed services player solutions, software and hardware to enterprise, and by emphasizing the high growth in recurring services government and Fortune1000 clients. revenues. ▪ After 22+ years of investment, the founder/CEO was ▪ Strategically negotiated letters of intent to enable the looking for a partial liquidity event and additional shareholders to exit with their preferred bidder. The resources to fuel the Company’s on-going growth. winning bid valuation increased ~30% from IOI to LOI. ▪ Leverage the current industry shift towards Infrastructure-as-a-Service (IaaS). Client Feedback John N. Poole, “You and your team offered an understanding of our business, our industry, the President and relevant investment community and insight that helped us consider different options CEO before us.” “There are the mechanics of running a process that I believe many firms can deliver, but what differentiated you and your firm is the art of a deal.”Reference letters available upon request 14 © 2013 martinwolf | M&A advisors
  • SPS acquired by Court Square Capital Partners Private Equity Buyer / Traditional Auction / Unified Communications Buyer Analysis 358 ▪ Executed more than 80 NDAs with a wide variety of both strategic and financial partners. ▪ Strategic interest from a wide variety of companies: ▪ Product Companies & VARs 82 ▪ Systems Integrators 14 6 5 3 ▪ Telecom Providers ▪ IT Services Providers Prospective NDAs IOIs Mgmt. LOIs Revised LOIs Buyers Executed Meetings (post negotiation) LOI Negotiation Analysis 1.10 ▪ The business meaningfully exceeded top line and bottom Scaled Value 1.05 line expectations. 1.00 Winning Bid 0.95 ▪ All three parties increased valuation in the second round 0.90 0.85 of negotiated LOIs. The winning bid increased ~30% 0.80 from IOI to LOI. 0.75 0.70 ▪ The traditional auction process offered the seller multiple 0.65 Bid 1 choices. SPS did not select the highest price; they chose 0.60 Bid 2 the winning bid based on intangibles. IOI Range IOI Range LOI Revised LOI (low) (high) Bid 3Reference letters available upon request 15 © 2013 martinwolf | M&A advisors
  • Infinisource acquired by Accel-KKR Private Equity Buyer / Traditional Auction / HCM SaaS Client Description & Strategic Objectives Results ▪ A SaaS-based services provider of payroll and benefits administration ▪ Infinisource, Inc. will use the proceeds for funding services for small and medium businesses. continued growth, broadening the suite of offerings, ▪ Ownership was no longer involved with day-to-day operations management and delivering SaaS technology. and desired an exit. ▪ Gary Trainor, who brings 17 years experience at ADP ▪ The management team had developed a compelling vision and business as a Division President and 10 years at First Data as a plan for becoming a leading SaaS Human Resource Outsourcing (HRO) Division President, named as CEO. player and wanted a partner to grow the business to the next level. ▪ Infinisource acquired America on Shore, a lead SaaS payroll provider to SMBs. Client Feedback Thomas E. Kolassa, “I know marketing a company with nonworking owners can be extremely challenging; however, CLU, ChFC, you and your team far exceeded my expectations and delivered on time all aspects of your Former Chairman marketing proposal.” “I have numerous business friends inquire how the process went and the only thing I say is „without Martin Wolf I am not sure it would have gotten done‟.”Reference letters available upon request 16 © 2013 martinwolf | M&A advisors
  • Infinisource acquired by Accel-KKR Private Equity Buyer / Traditional Auction / HCM SaaS Strategic Rationale and martinwolf Analysis: NDA Analysis ▪ Infinisource presented an ideal SaaS platform for expansion and scalability 272 having developed proprietary, web-enabled, business applications that automate payroll processing and COBRA administration and compliance. ▪ The HRO space for small to medium businesses was highly fragmented and ready for consolidation by a market leader. ▪ With partners Accel-KKR, Infinisource is now well positioned to emerge as 85 a leader for one-stop HRO services including payroll, flexible plans, benefits and COBRA compliance and customized human resource. 32 11 6 Prospective NDAs IOIs Mgmt. LOIs Buyers Executed Meetings Client Feedback Gary Hart, “Your team delivered as promised to help make the deal happen.” President “The real value of your team was exhibited as we navigated the rough waters of due diligence. We could not have made it to the finish line without your assistance.”Reference letters available upon request 17 © 2013 martinwolf | M&A advisors
  • III. Case Studies: Strategic 18 © 2013 martinwolf | M&A advisors
  • BenefitsXML acquired by SS&C Technologies (SSNC) Strategic Buyer / Traditional Auction / Insurance SaaS Client Description & Strategic Objectives Results ▪ A pure-play SaaS serving large insurance providers ▪ martinwolf successfully leveraged the industry consolidation ▪ BenefitsXMLs Benefits Real Time Information Exchange (BRIX) trends to negotiate an improved valuation and to maximize the system is a multi-tenant, multi-channel customer self-service cash at closing. platform that enables employees to manage their annual ▪ The final bid valued the company more than 50% higher than the enrollment, new hire enrollment and ongoing changes throughout initial indication of interest. their lifecycle at the company. ▪ BenefitsXML joins SS&C, a publicly traded international ▪ The founder/CEO desired an exit after 10 plus years of investment company with over 1,500 employees worldwide and a market in the company. cap of over $2.0 billion. Client Feedback David Donahue “Your firm‟s knowledge of the mergers and acquisitions process was much appreciated as we President negotiated our way to a very successful outcome for all parties. I found your shrewd business intellect to be very enlightening.” Bill Stone, "BenefitsXML is SS&Cs first acquisition to drive the health and wealth aspects of todays financial Chairman and CEO services industry. With Benefits XML we get a proven platform which has enrolled thousands of individuals in sophisticated benefit plans. This large scale cloud-based platform gives SS&C additional technical and functional resources to more fully engage company-based health plans and wealth creation plans such as 401ks, 403bs and 457 plans.”Reference letters available upon request 19 © 2013 martinwolf | M&A advisors
  • Innovative Process Administration LLC acquired by Mercer LLC Strategic Buyer / Negotiated with Single Target / HR SaaS Client Description & Strategic Objectives Results ▪ A leading SaaS-based benefits administration provider offering automated ▪ martinwolf repositioned the company from a BPO enrollment, ongoing new hire/life event enrollment/administration, a services firm to a SaaS technology firm. communication portal, dependent audit, reporting and billing & ▪ Successfully negotiated a significantly higher valuation reconciliation solutions for organizations. within 94 days of being retained. ▪ Ownership approached martinwolf after running a failed process with ▪ The increase in value captured from the first offer to another investment bank and rejecting a purchase offer from their largest final offer was over 12 times the martinwolf fee. customer. Client Feedback James Zedella, “I have personally been through three transactions for which the other two were advised by President and CEO money center investment banks. This third transaction, advised by Martin Wolf, was much better in terms of expectations, outcome and ease of transaction.”Reference letters available upon request 20 © 2013 martinwolf | M&A advisors
  • IV. Market Overview 21 © 2013 martinwolf | M&A advisors
  • MW IT Index ® China and India Editions 25.00% 20.00% 15.00% 10.00% 5.00% 0.00% -5.00% -10.00% -15.00% -20.00% India - IT Services China - IT Services US - IT Services ▪ The Inaugural MW IT Index for both China and India were released over the past 6 months in conjunction with Marty Wolf’s speaking engagements in both countries Source: Capital IQ 22 © 2013 martinwolf | M&A advisors
  • MW IT Index ® U.S Edition 120.00% 100.00% 80.00% 60.00% 40.00% 20.00% 0.00% -20.00% -40.00% -60.00% -80.00% SaaS IT Services Software IT Supply Chain NASDAQ ▪ IT Services valuations remain strong but below SaaS levels throughout the European debt crisis ▪ Valuations of IT Supply Chain companies down sharply over past 24 months Source: Capital IQ 23 © 2013 martinwolf | M&A advisors
  • MW SaaS Index ® 120.00% 100.00% 80.00% 60.00% 40.00% 20.00% 0.00% -20.00% -40.00% -60.00% -80.00% SaaS NASDAQ ▪ SaaS Index continues to outperform NASDAQ ▪ Break-out in 2010, more volatile Source: Capital IQ 24 © 2013 martinwolf | M&A advisors
  • SaaS Industry LandscapeFragmented, Young Landscape. Leaders starting to emerge CRM Marketing Demand Human Resources Finance & Accounting Content Vertical Generation ManagementEnterprise Social Marketing Analytics Retail & e- Collaboration Business Media Commerce Intelligence 25 © 2013 martinwolf | M&A advisors
  • Public Comparables SaaSSaaS Public Comparables 11 - 12As of December 7, 2012 Revenue Gross EBITDA Valuation Multiples LT EPS$ in millions except per share data Current % of 52 Market Value Revenue Growth Margin Margin EV/Rev EV/EBITDA P/E GrowthCompany Price Wk. High Equity Enterprise LTM 2012E Rate 2012E 2012E LTM 2012E LTM 2012E LTM 2012E Ratesalesforce.com, inc $156.70 95.1% $22,251 $22,224 $2,847 $3,046 36.1% 77.6% 3.1% 7.8x 7.3x 250.5x 43.8x N/M 103.3x 27.5%Red Hat, Inc. 49.16 78.3 9,504 8,634 1,224 1,272 19.3 85.0 21.3 7.1 6.8 33.2 24.2 65.5 42.4 21.0Workday, Inc. 51.20 89.5 8,499 7,729 235 270 0.0 55.9 -35.7 N/M N/M N/A N/A N/M N/M 50.0NetSuite Inc. 59.51 88.8 4,264 4,088 288 307 28.4 69.6 -5.2 14.2 13.3 N/A 124.0 N/M 248.0 27.9The Ultimate Software Group, Inc. 92.21 86.7 2,517 2,446 313 331 21.8 56.6 11.5 7.8 7.4 67.9 39.1 256.0 90.8 28.0Cornerstone OnDemand, Inc. 27.17 83.6 1,372 1,311 104 118 68.1 70.9 -24.1 12.6 11.1 N/A N/A N/M N/M 44.2RealPage, Inc. 19.87 68.6 1,499 1,488 308 323 27.7 60.0 11.1 4.8 4.6 43.6 20.3 985.1 42.1 25.0ExactTarget, Inc. 18.28 61.2 1,245 1,033 268 287 43.1 65.2 2.8 3.9 3.6 139.9 108.5 N/M N/M 30.0DealerTrack Holdings, Inc. 26.25 82.1 1,121 1,073 378 388 16.8 43.0 14.2 2.8 2.8 20.0 11.0 21.8 23.9 15.9OpenTable, Inc. 45.30 86.1 1,029 943 156 161 17.1 73.3 29.8 6.1 5.9 20.3 13.5 45.2 27.2 23.3Jive Software, Inc. 13.17 46.8 847 717 104 112 49.3 58.8 -34.9 6.9 6.4 N/A N/A N/M N/M 26.5Demandware, Inc. 25.93 75.7 771 668 72 76 42.3 67.7 -5.9 9.3 8.8 N/A N/A N/M N/M 34.3LivePerson Inc. 12.25 62.5 684 581 151 157 19.7 77.9 14.1 3.8 3.7 27.3 20.1 77.1 40.2 25.5Bazaarvoice, Inc. 9.03 42.8 645 504 133 150 59.3 65.1 -24.9 3.8 3.4 N/A N/A N/M N/M N/ALogMeIn, Inc. 20.62 46.2 511 306 134 139 13.7 89.9 10.9 2.3 2.2 21.0 9.5 158.9 30.9 22.6Constant Contact, Inc. 13.03 40.5 398 310 243 251 19.1 71.0 9.3 1.3 1.2 13.7 8.4 16.0 23.5 29.7Vocus Inc. 16.41 66.7 340 388 154 173 39.7 80.1 1.1 2.5 2.2 224.3 16.7 N/M 38.3 19.0SciQuest, Inc. 15.09 81.0 337 289 61 67 21.4 70.9 9.4 4.7 4.3 50.7 26.7 143.0 66.3 23.8IntraLinks Holdings, Inc. 6.21 83.9 338 349 212 211 0.1 71.2 0.4 1.6 1.6 467.2 10.0 N/M 48.3 15.0Responsys, Inc. 5.95 45.9 290 191 155 161 21.1 53.1 12.1 1.2 1.2 10.2 7.3 43.9 29.5 22.0inContact, Inc. 5.22 72.9 276 232 104 109 21.0 44.5 -1.5 2.2 2.1 N/A 42.2 N/M N/M 16.7Carbonite, Inc. 9.25 68.7 237 171 78 84 42.0 64.3 -15.0 2.2 2.0 N/A N/A N/M N/M 27.5Median 21.6% 68.6% 2.9% 3.86x 3.71x 38.4x 20.2x 71.3x 41.1x 25.5%Mean 28.5% 66.9% 0.2% 5.19x 4.85x 99.3x 32.8x 181.3x 61.1x 26.4% ▪ Market leaders in large /niche markets command a valuation premium and see higher growth rates ▪ Significant range in valuations with key drivers being: - Positioning by PR, marketing, and banking advisors - Market definition and size of market - Growth forecasts - Executive track recordSource: Capital IQ; based on consensus estimates 26 © 2013 martinwolf | M&A advisors
  • Transaction Comparables SaaSTransaction Comparables – SaaS($ in millions) Transaction Multiples Transaction EnterpriseAnnounce Date Target Acquirer Target Description EV/Rev EV/EBITDA Value Value 08/27/2012 Deltek, Inc (NasdaqGS:PROJ) Thoma Bravo, LLC Enterprise software and information solutions provider 1,030.5 1,030.5 3.02x 18.25x 08/27/2012 TMW Systems, Inc. Trimble Navigation Limited (NasdaqGS:TRMB) solutions for transportation and logistics Software 335.0 335.0 3.49x - International Business Machines 08/27/2012 Kenexa Corp. (NYSE: KNXA) Talent management SaaS solutions provider 1,396.8 1,307.1 4.10x 49.00x (NYSE: IBM) 07/23/2012 Nicira Networks, Inc. VMware, Inc. network virtualization software 1,260.0 1,260.0 N/A N/A 07/18/2012 Outright, Inc The Go Daddy Group, Inc. accounting and bookkeeping software solution N/A N/A N/A N/A 07/17/2012 Careerimp, Inc. Professional Diversity Network web-based software for resume building N/A N/A N/A N/A 07/17/2012 Socialcam Inc. Autodesk, Inc. smartphone video sharing application 60.0 60.0 N/A N/A 07/17/2012 Lumber Labs, Inc. PayPal, Inc. mobile payment software application N/A N/A N/A N/A 07/16/2012 Qtech Systems, Inc. delSECUR Corp. web-based multimedia learning solutions N/A N/A N/A N/A 07/12/2012 Market Track, LLC Aurora Capital Group tracking retail print advertising N/A N/A N/A N/A 07/11/2012 SwiftKnowledge, LLC SNL Financial LC business intelligence software solutions N/A N/A N/A N/A 07/10/2012 Involver Inc. Oracle Corporation video campaign platform N/A N/A N/A N/A 07/02/2012 DynamicOps, Inc. VMware, Inc. operations virtualization platform N/A N/A N/A N/A 06/27/2012 Active Internet Technologies, LLC Spectrum Equity Investors Web-based software and services for schools 55.0 55.0 N/A N/A 06/25/2012 Yammer, Inc. Microsoft Corporation Enterprise social networking portals 1,200.0 1,200.0 N/A N/A 06/25/2012 Quest Software (NasdaqGS: QSFT) Dell Inc. (NasdaqGS:DELL) Enterprise systems management software 2,400.0 2,400.0 2.70x 13.70x 06/04/2012 APEX Systems Integrators Inc. Decisionpoint Systems, Inc. Wireless mobile work force solutions 8.2 8.2 N/A N/A 05/25/2012 GlobalEnglish Corporation Pearson plc On-demand solutions for Enterprise Fluency 90.0 90.0 2.14x N/A 05/22/2012 Ariba Inc. SAP America, Inc. Commerce solutions for buying/selling services 4,423.0 4,226.7 8.42x 103.45x 05/22/2012 EDGAR Online Inc. R.R. Donnelley & Sons Company Distributes financial data and public filings 70.8 67.3 2.14x N/A 05/16/2012 Moonfruit Limited Yell Group plc (LSE:YELL) Hosted and DIY Website builder 28.6 28.6 N/A N/A 05/03/2012 Avista Solutions, Inc. Davis + Henderson Corporation Web-based mortgage loan origination software 40.0 40.0 N/A N/A 04/27/2012 Demandforce, Inc. Intuit Inc. Develops and delivers Web-based applications 423.5 423.5 N/A N/A 04/09/2012 Instagram, Inc. Facebook, Inc. Social photo sharing 1,000.0 1,000.0 N/A N/A 04/09/2012 Libra Plus Corp. Best Create Co., Ltd. Develops health care mobile and Web services 3.3 4.3 N/A N/A 03/08/2012 Sonar Limited (dba Sonar6) Cornerstone OnDemand, Inc. Online performance mgmt and succession software 14.0 14.0 N/A N/A 03/05/2012 Archipelago Learning, Inc. PLATO Learning, Inc. Subscription-based SaaS education products 365.6 301.0 4.11x 13.74x 03/04/2012 Broadsign International, Inc. JEDFam Group LLC On-demand digital signage networks software 5.5 5.5 N/A N/A 02/29/2012 Portia Investment Operations Platform SS&C Technologies Platform for investment managers to track portfolios 170.0 170.0 N/A N/A 02/28/2012 eScreen, Inc. Alere Inc. (NYSE:ALR) Web-based employment screening applications 340.0 340.0 2.83x N/A 02/21/2012 Alibaba.com Limited Alibaba Group Holding Ltd. Online business-to-business (B2B) marketplaces 2,353.8 7,078.9 6.95x 21.68x 02/17/2012 Monexa Solutions Inc. Pender Growth Fund (VCC) Inc. Subscription billing/payment automation solutions 4.2 4.2 N/A N/A 02/16/2012 Tamarac, Inc. Envestnet, Inc. Web-based customer management software 54.0 54.0 N/A N/A 02/10/2012 Aerolog Express Pte Ltd SATS Ltd. Web-based freight management solutions 0.1 0.2 N/A N/ASource: Capital IQ 27 © 2013 martinwolf | M&A advisors
  • Transaction Comparables SaaS (Continued)Transaction Comparables – SaaS($ in millions) Transaction Multiples Transaction EnterpriseAnnounce Date Target Acquirer Target Description EV/Rev EV/EBITDA Value Value 02/07/2012 CDC Software Corporation Vista Equity Partners On-premise and cloud deployments 250.5 264.8 1.21x 12.14x 02/02/2012 Max Solutions Limited Xero Limited. Online job, time, and invoice management software 5.0 6.0 N/A N/A 02/01/2012 CMNet Soluções em Informática Bematech SA Software applications for the hotel industry 29.0 59.3 N/A N/A 01/31/2012 OutStart, Inc. Kenexa Corp. On-demand learning/knowledge sharing solutions 38.9 38.9 N/A N/A 01/17/2012 (NasdaqGS:CNVO) Blackbaud Inc. On-demand constituent engagement solutions 326.3 274.4 3.42x 35.45x 01/06/2012 Bold Software, LLC LogMeIn, Inc. Web communication software solutions 16.5 16.5 N/A N/A 01/03/2012 LeadFormix Inc. Callidus Software Inc. SaaS based marketing automation solutions 9.0 9.0 N/A N/A 12/30/2011 Voxel dot Net, Inc. Internap Network Services Corp. Hosting solutions 35.0 35.0 N/A N/A 12/09/2011 Workplace Systems International plc LDC Ltd. Workforce mgmt software products and services 62.6 60.2 3.95x 84.87x 12/02/2011 Merced Systems Ltd. NICE Systems Ltd. Incentive compensation management software 170.0 170.0 N/A N/A 10/23/2011 Rightnow Technologies Inc. Oracle Corporation Customer experience software products and services 1,762.9 1,521.4 7.04x 63.76x 10/17/2011 Vertro, Inc. Inuvo, Inc. Software that installs into users’ Web browsers 19.2 14.4 0.41x 18.68x 10/12/2011 Consim Info Pvt., Ltd. Bessemer Venture Partners Online matrimonial services 20.4 170.3 N/A N/A 10/12/2011 Cdnetworks Co Ltd KDDI Corp. Content delivery and streaming services 167.0 195.3 N/A N/A 10/11/2011 Inovia Holdings Pty Limited RWS Holdings plc Online patent filing services 31.2 31.2 2.07x N/A 10/10/2011 MF Honyvem S.p.A. Cerved Group SpA Databases that provide Italian economic information 61.6 61.6 N/A N/A 10/04/2011 Gluster, Inc. Red Hat, Inc. Designs and develops cloud management software 140.0 140.0 N/A N/A 10/03/2011 Webcom, Inc. Callidus Software Inc. Software solutions for multiple sales channels 9.9 9.9 N/A N/A 10/01/2011 ADI Time LLC Asure Software, Inc. Develops cloud computing time and attendance SaaS 7.0 7.0 N/A N/A 09/29/2011 VIA3 Corporation Visi Inc PLC Web conferencing tools 16.0 16.0 N/A N/A 09/22/2011 Air2Web, Inc. Velti Plc Mobile marketing solutions 19.0 19.0 N/A N/A 09/21/2011 Assistly, Inc. Salesforce.com Multi-channel support platform 50.0 - N/A N/A 09/08/2011 Paladyne Systems, Inc. Broadridge Securities Technology solutions to the hedge fund industry 76.5 76.5 N/A N/A 09/08/2011 MarketsPlus Holdings Pty Ltd InvestorFirst Limited Web-based security and commodity trading platforms 2.1 2.1 N/A N/A 09/02/2011 Different Aspect Software Ltd. Infomedia Ltd. Applications to automotive and govt sectors 5.2 5.2 N/A N/A 08/18/2011 Queens Park Rangers Holdings Ltd. Tune Group Sdn Bhd Online auctions, mobile services, online games 57.7 87.4 N/A N/A 08/16/2011 CIGNEX Holding Corporation Datamatics Global Services Open source solutions 17.4 24.2 N/A N/A Online data information and marketing services 08/09/2011 Norge Bygges AS and Sverige Bygger Docu Group Sweden AB 21.6 21.6 1.81x N/A Sverige Bygger AB offers online data information and 08/08/2011 Plimus, Inc. Great Hill Partners, LLC Hosted outsourced e-business platform 115.0 115.0 N/A N/A 08/08/2011 N I S Holdings Corp Global Stock Investments Ltd. Multi content for mobile and portable cellular devices 10.5 10.5 N/A N/A 08/01/2011 SharperAgent Inc. Market Leader, Inc. Marketing software solutions 2.1 2.1 0.60x N/A Median 2.93x 21.68x Average 3.36x 39.52xSource: Capital IQ 28 © 2013 martinwolf | M&A advisors