- Acxiom consisted of two business segments - AMS, a mature services business, and LiveRamp, a high growth technology platform. However, the market did not appreciate LiveRamp's potential value within Acxiom.
- Acxiom announced in July 2018 that it would sell its AMS business to IPG for $2.3 billion, allowing it to focus on its higher growth LiveRamp business.
- The sale of AMS and focus on LiveRamp resulted in over a 90% increase in Acxiom's share price, with LiveRamp's implied value increasing from $0.5 billion to $2.6 billion.
2. 2
• Acxiom consisted of two distinct business segments:
– AMS (mature, services business)
– LiveRamp (high growth, technology platform)
• Market did not adequately appreciate LiveRamp’s potential buried within Acxiom
• Acxiom traded at a meaningful discount to its implied sum-of-the-parts valuation
• The company decided on a strategic sale of AMS as the most effective way to realize value for that
business and to enable a valuation rerating of LiveRamp
• During the strategic process, LiveRamp has gone from an implied value of ~$0.5Bn (~2x revenue) to
~$2.6Bn (~9x revenue) resulting in a 90%+ share price increase
Acxiom’s Strategic Transformation into LiveRamp
Acxiom’s decision to pursue this strategic path was driven by strong underlying business and
financial rationale and resulted in 90%+ share price appreciation from announcement of the
AMS strategic alternatives review to close
3. Business Separation Overview Planned Use of Proceeds
• Retire existing ~$230 million debt
balance, resulting in a debt-free
balance sheet
• Initiate a $500 million cash tender
offer for its common stock
• Increase its outstanding share
repurchase authorization by up to
$500 million
• Fund its growth initiatives,
strategic acquisition opportunities
and meet its ongoing cash needs
3
Acxiom’s $2.3Bn Sale of Acxiom Marketing Solutions to IPG
• On July 2, 2018, Acxiom
announced the sale of its
Acxiom Marketing
Solutions (AMS) business
to Interpublic Group (IPG)
for $2.3 billion
• Morgan Stanley served as
lead financial advisor to
Acxiom with respect to
corporate matters including
separation alternatives
related to AMS and as a
financial advisor on the
AMS transaction
• On July 2, 2018, Acxiom announced that it had entered
into a definitive agreement to sell its Acxiom Marketing
Solutions business to IPG for $2.3 billion in cash
• The Company realized approximately $1.7 billion in net
cash proceeds, after taxes and fees, at closing,
October 1, 2018
– AMS sale price represents ~13x AMS LTM EBITDA
• Also at closing, Acxiom transferred its stock exchange
listing to NYSE, changed its name to LiveRamp
Holdings, Inc., and changed its ticker symbol to
“RAMP”
Transaction Overview
• Sharpens focus on LiveRamp and strengthens position
as the industry-leading SaaS identity infrastructure
powering exceptional customer experiences
• Provides capital to execute on disciplined and
balanced capital allocation strategy: pay down debt,
return up to $1Bn of capital to shareholders, and
further fund LiveRamp’s growth and innovations
• Big win for all constituencies – IPG, the industry,
clients, associates and shareholders
Transaction Rationale
Marketing Solutions
Increase strategic
flexibility and
enhance value for
shareholders
Drive cleaner lines
of sight, clearer
accountabilities
and reduce
operational
complexity
Create strong
foundation for
continued growth
and leadership
across each
business
Acxiom Marketing
Solutions
Industry-leading SaaS identity
platform for powering the
customer experience economy
World’s deepest
bench of data experts
4. Portfolio Transformation to Focus on LiveRamp
4
As part of Acxiom’s long-term transformation efforts to focus on and grow identity assets, Acxiom reorganized into two distinct business
units, LiveRamp and AMS, in April 2018; entered into an agreement to sell AMS in July 2018 and closed the transaction on October 1, 2018
LiveRamp and Acxiom Marketing Solutions
Acxiom
LiveRamp AMS
• Identity
• Integrations (incl. TV)
• Data Store
• Database Services
• Acxiom Data
• Data Services
• Consulting & Analytics
• Neutral
• Ubiquitous
• Network Effect
• Economies of Scale
• Service Quality
• New Capabilities
• SaaS / DaaS
• $236MM LTM Revenue
• Services
• $697MM LTM Revenue
Sale of AMS
• As the assets within
LiveRamp and AMS have
distinct cash flow and
growth profiles, and
divergent strategic
priorities, Acxiom entered
into an agreement to sell
AMS to IPG in July 2018
(closed Oct 1, 2018)
• The sale of AMS allows
Acxiom to focus its efforts
on the higher growth
assets within LiveRamp,
which will trade under the
new ticker, “RAMP”
Three Division Structure
Acxiom
Connectivity MarketingAudience
• Identity
• Integrations
• Data Store
• Identity
• Acxiom Data
• Data Services
• Database
Services
• Consulting
& Analytics
5. $15
$25
$35
$45
$55
Jul-14 May-15 Mar-16 Jan-17 Nov-17 Sep-18Oct-18
5
Acxiom Has Used M&A to Transform and Create Shareholder Value
Acxiom Share Price ($)
Acxiom’s Shareholder Value Creation and Multiple Re-Rating
Acxiom's Shareholder Value Creation
Notes:
1. Represents closing price on February 5, 2018, one day prior to announcement
2. Represents closing price on July 3, 2018, one day after announcement
3. Represent change from as of AMS Strategic Alts announcement to closing of AMS Sale (October 1, 2018)
4. Assumes AMS value of $2.3Bn (as of Strategic Alts announcement, post AMS Sale announcement and as of closing of AMS Sale); implied LiveRamp AV / NTM Revenue multiples based on Street estimates
2015/07/31
Divests Impact
email and IT
Infrastructure
Management (ITO)
businesses for total
proceeds of
~$215MM
2018/10/01
Closes AMS
Sale and
becomes
LiveRamp
Metrics
As of AMS
Strategic Alts
Announcement (1)
Post AMS Sale
Announcement (2)
As of Closing
of AMS Sale
Increase in
Metric (3)
Acxiom
Share Price $25.21 $39.45 $48.48 +92%
Acxiom
Market Cap $2.1Bn $3.4Bn $4.2Bn +$2.1Bn
Implied
LiveRamp
Trading
Multiples (4)
(AV / NTM
Rev.)
~2x ~6x ~9x +7x
Implied
LiveRamp
Value from
Rerating (4)
~$0.5Bn ~$1.8Bn ~$2.6Bn +$2.1Bn
2018/02/06
Announces Strategic
Alternatives Review for AMS
2014/07/01
Acquires
LiveRamp for
~$310MM
2018/07/02
Announces AMS
Sale for $2.3Bn
in cash
2016/12/07
Acquires
Arbor and
Circulate
2015/12/03
Acquires
Allant’s
advanced T.V.
advertising unit
2018/02/15
Acquires
Pacific Data
Partners
1 2
3 4
5
6
7
8
6. A Look Ahead at LiveRamp
6
Vision
LiveRamp fulfills the
vision of a world
where connected
data makes every
experience
exceptional
LiveRamp
Predictable
Recurring Revenue
Model (1)
Proven Ability to
Land and Expand (1)
Strong
Commitment from
Customers
Demonstrated
Leverage (1)
$250MM
Revenue Run-Rate (2)
>110% Dollar Based Net Retention
625 Direct Clients
(as of June 2018)
>70%
Gross Margin
80%
Subscription Revenue
39 (3)
$1MM Clients
(as of June 2018)
>20%
Segment EBITDA Margin
LiveRamp emerges today trading under the new ticker symbol “RAMP” on the NYSE, as the
industry-leading identity platform with best-in-class SaaS metrics
Notes:
1. As of FQ1 2019
2. Revenue run-rate defined as annualized last quarter revenue
3. $1MM clients are counted as $0.25MM or more subscription-only revenue in the quarter