TripleTree Overview <ul><li>Founded in 1997; 20 professionals </li></ul><ul><li>M&A, capital raise & strategic advisory expertise </li></ul><ul><ul><li>Over 70 years of C-level operating experience </li></ul></ul><ul><ul><li>Over 100 M&A deals with total value in excess of $2 billion </li></ul></ul><ul><ul><li>Over 50 financings totaling more than $500 million </li></ul></ul><ul><li>Differentiation through operating experience and research commitment </li></ul><ul><li>Software as a Service focus since 1998, as well as being an end user since 2000 </li></ul><ul><li>Offices in Minneapolis & San Diego </li></ul>Research-based investment banking firm focused on technology, healthcare, and business service sectors Backgrounds in Operations, Banking & Research Focus on High-Growth Companies & Sectors Differentiation through Customized Approach Supporting Research Proprietary Database Superior Outcomes & Success Rates
Sector Expertise: “Convergence of Technology and Services” “ Inch-wide, but a mile deep” subject matter expertise across domains coupled with vertical industry depth Insurance Retail Financial Services Public Sector Professional Services Media & Entertainment Manufacturing <ul><li>Health Care IT </li></ul><ul><li>Consumer Driven HC </li></ul><ul><li>Chronic Care Management </li></ul><ul><li>Customized Care Centers </li></ul><ul><li>Health Care Distributors </li></ul><ul><li>Medical Products </li></ul>Technology Healthcare Business Services <ul><li>IT Outsourcing </li></ul><ul><li>Business Process Outsourcing (BPO) </li></ul><ul><li>Human Capital Management </li></ul><ul><li>IT SERVICES </li></ul><ul><li>Project-Based Consulting </li></ul><ul><li>Network Management </li></ul><ul><li>Education & Training </li></ul><ul><li>IT Staff Augmentation </li></ul><ul><li>SOFTWARE </li></ul><ul><li>Software as a Service </li></ul><ul><li>Enterprise Software </li></ul><ul><li>Spend Management </li></ul><ul><li>CRM </li></ul><ul><li>Business Intelligence </li></ul><ul><li>Content Management </li></ul><ul><li>Supply Chain Software </li></ul><ul><li>Systems Management </li></ul><ul><li>Security Software </li></ul><ul><li>Telecommunication </li></ul><ul><li>WIRELESS </li></ul><ul><li>Mobile data applications </li></ul><ul><li>Middleware </li></ul><ul><li>Service providers </li></ul><ul><li>WWAN </li></ul><ul><li>RFID / 802.11 </li></ul>Key areas of research & transaction expertise for the past 7 years
Research Methodology Triple Tree’s Knowledge Base/Team Experience Primary Research Key Questions <ul><li>Current themes/ developments </li></ul><ul><li>Market forces/drivers </li></ul><ul><li>Trends </li></ul><ul><li>SWOT </li></ul><ul><li>Business Models </li></ul><ul><li>Aggregators/Consolidators </li></ul><ul><li>Investment capital available </li></ul><ul><li>Actual interest in building out </li></ul><ul><li>Other forces </li></ul>Secondary Research <ul><li>‘ C’ Level </li></ul><ul><li>Key thought leaders </li></ul><ul><li>Industry Analysts </li></ul><ul><li>Influencers </li></ul><ul><li>Investors </li></ul><ul><li>Customers </li></ul><ul><li>Channel Partners </li></ul><ul><li>Industry coverage </li></ul><ul><li>Trade journals/publications </li></ul><ul><li>Internet research </li></ul><ul><li>Database analysis </li></ul><ul><li>Financial analysis </li></ul>Targeted discussions, visits, webcasts Market Segmentation Delivery Model Target Market Public Companies Private Companies Emerging Companies Knowledge, Vision Research is the bedrock of our approach to customized investment banking services and unlocks many doors our competitors don’t even know exist
Strong Advocate of High-Growth, Emerging Themes <ul><li>Early advocate of key trends and emerging themes </li></ul><ul><li>Among the most published financial advisory firms in the industry </li></ul><ul><li>Research-based model leading to ongoing interactions with buyers, investors & privately-held firms </li></ul><ul><li>Frequent guest speaker at major conferences, web seminars & industry events </li></ul><ul><li>Upcoming research includes an updated to the Software as a Service report and an in-depth report on Healthcare Revenue Cycle Management </li></ul>Focus on emerging trends, value drivers, and value creation opportunities provides a communication channel with private companies, global buyers, and investors
TripleTree Overview Research Focus and Thought Leadership is a Key Differentiator <ul><li>TripleTree’s first on-demand report was published in 1998 </li></ul><ul><li>PeopleClick was one of the industry’s first Web-native capital raises occurring in 1999 </li></ul><ul><li>TripleTree’s team includes Wall Street equity research that has followed the sector since 2002 </li></ul><ul><li>Network & database for our research touches the top executives at over 8,000 global companies, which has spawned interactions & invaluable insights </li></ul><ul><li>Direct research involvement by transactional teams brings a depth of knowledge that is unparalleled </li></ul>Software as a Service has been a core emphasis; long before today’s best-in-class firms were formed Thought leadership at industry conferences & Web seminars and Board level representation for numerous industry associations <ul><li>Only investment banker sitting on the software Board for the SIIA </li></ul><ul><li>Hosted over eight webcast events on Software as a Service topics; attended by over 3,000 participants with panelists including emerging & global companies </li></ul><ul><li>Frequent guest speaker, presenter, and participant at major industry events – such as Salesforce.com Dreamforce </li></ul>TripleTree’s research and industry expertise has led to relationships with top Software as a Service firms, enablers, investors and advocates
TripleTree Overview Software as a Service Transaction Expertise Led some of the earliest growth financings with emerging Software as Service firms - We have helped define the sector with a new class of emerging firms long before the Salesforce.com mania - Substantial knowledge and expertise leading M&A in the burgeoning SaaS sector - In the last 12 months, TripleTree has tracked 16 Software as a Service M&A deals and our firm has consummated four of them - In the midst of multiple advisory assignments in the Software as a Service space with solutions that include discrete business functions ‘platform plays’ Less than $5M Revenue Sold to a Global Software Firm Receiving the Benefit of Market Access to a $75B Market Capitalization Acquirer Private-to-private Build-out Acquisition Opportunity Privatization Transaction of a Public Company at A 50% Premium Assessing Growth & Exit Strategies for Leading SaaS Firms
TripleTree Industry Overview Five Core Themes <ul><li>Disruptive technology redefining ways to deliver & sell software </li></ul><ul><li>Growing end-user adoption being paved by best-in-class, privately-held SaaS companies </li></ul><ul><li>Endorsement becoming more mainstream with enterprise clients increasingly replacing license relationships with hosted applications </li></ul><ul><li>Competitive tensions intensifying with ISVs assuming defensive maneuvers through internal development and/or acquisitions </li></ul><ul><li>Shifting value drivers with new accounts / subscriber growth, retention, contract ‘lifetime’ value’, deferred revenue on the balance sheet, & cash flow analysis more suggestive of the long-term value than the P&L </li></ul>
TripleTree Industry Overview TripleTree’s Qualifying Factors – What is Software as a Service? <ul><li>A core shift in the underlying relationship, from vendor-based to service-based </li></ul><ul><li>Web-based application with delivery over a standard Web browser </li></ul><ul><li>Designed and developed by the Software as a Service firm not another firm (“proprietary”) </li></ul><ul><li>Remotely delivered & managed applications from single or multiple centralized locations, but not residing on the client’s site or within its underlying infrastructure; no software deployed; no hardware installed </li></ul><ul><li>No end user investment required in software, additional hardware, implementation and integration services, or use of additional IT staff </li></ul><ul><li>Rapid and simple deployment, configuration & training (typically well less than three months) </li></ul><ul><li>Single code base (either proprietary technologies like Java, J2EE, .NET, etc. or open source) and single platform and database selection that is used across the entire customer base that allows for significant product development and ongoing R&D efficiencies </li></ul><ul><li>“ One-to-many” application delivery model often defined as a multi-tenant architecture , which is a scalable, secure, and replicable application architecture capable of supporting thousands of customers simultaneously and on a single instance of the application </li></ul><ul><li>Frequent software upgrade cycles occurring multiple times per year in addition to minor product enhancements on a more routine basis </li></ul><ul><li>Subscription-based, “pay-as-you-go pricing” with a wide variety of models & terms ranging from monthly to multi-year agreements and various payment cycles from entirely upfront, to pre-pay, or as incurred </li></ul><ul><li>Ability to integrate using APIs and Web Services with other existing third-party and internally developed enterprise applications and databases </li></ul><ul><li>Ability to customize & configure the appearance, policy settings, workflow and other characteristics to meet the diverse needs of a large customer base </li></ul><ul><li>Back-end application hosting from remotely managed / owned facilities or third party relationships </li></ul><ul><li>24x7x365 perpetual account responsibility with ongoing customers services </li></ul>
TripleTree Industry Overview Why is Software as a Service so Important? What the Industry is Beginning to Realize By 2008 half of the $160 billion licensed software market will be sold as a service Gartner, May 2005 … respond to the core trend, move to a services approach – software as a service. If you do these things well, you compete well, and you win. The notion of all significant software evolving will have a service element Steve Ballmer, CEO, Microsoft … this on-demand model will totally change the way technology is bought and sold. In other words, it’s the end of software as we know it Mark Benioff, Chairman & CEO, Salesforce.com The thing I’m most interested in is software as a service. Companies should be experts in their business, and computing should be available on the Net as a service. That really is utility computing Larry Ellison, CEO, Oracle Software-as-a-Service is an inevitable fundamental shift in enterprise software culture Ray Lane, Partner, Kleiner Perkins Caufield & Byers
TripleTree Industry Overview History of the Sector & Next Generation Models Grew out of “First Generation” pioneers with “Second Generation” players setting the stage for adoption and growth with recent successful IPOs 1998 2000s Beyond Wave of Evolution in the Hosted Application Markets Key Defining Periods Application Service Providers Software as a Service (SaaS) “ First Generation” “ Second Generation” “ Evolving Business Concept” Services Oriented Architecture (SOA) based on Web Services & Web-native Applications
TripleTree Industry Overview The Changing Face of the Software Industry Subscription-based, pay-as-you-go License payment Technology-based Service-based Upfront with maintenance & upgrade cycles Long-term, service relationship Implementation / integration Immediately deployed Standard functionality with PS customization Multi-tenant, shared application Software as a Service (SaaS) Software Product COMPARISONS & CONTRASTS SOFTWARE / IP BUSINESS PROCESS OUTSOURCING IT SERVICES SaaS
TripleTree Industry Overview Poised for Strong Growth with Meaningful, Long-term Implications 2004 SaaS % of U.S. Software Markets ~ 2% $96 Billion Source: IDC 2009 SaaS % of U.S. Software Markets <ul><li>Continued trends towards Web-native on-demand application services </li></ul><ul><li>Strong growth markets positioning early advocates ahead of the curve </li></ul><ul><li>Underestimating overall significance (more suggestive of $40B - $50B market) </li></ul>WW Software as a Service Forecast (in millions) 20+% CAGR Source: IDC < 5% $130 Billion Source: IDC
TripleTree Public Capital Markets Analysis Strong Public Market Performance for a New Breed of Companies <ul><li>One of the hottest sectors </li></ul><ul><li>Sector has performed strongly against its peers </li></ul><ul><li>Few relative data points with approximately one year of history </li></ul><ul><li>IPO success with Salesforce.com, RightNow Technologies, WebSideStory, and Kintera </li></ul>+7% NASDAQ Composite +43% Software as a Service Index
TripleTree Public Capital Markets Analysis Most of the Activity is with Privately-held Firms & Growth Capital Investing in a New Class Projected 2005 * Total Investments (in $ millions) Average Investment (in $ millions) * Based on an annualized run rate, 2005 SaaS investments are projected to reach over $500 million <ul><li>Track 500 Software as a Service firms (~98% are private companies) </li></ul><ul><li>Strong private equity trends </li></ul><ul><li>Investments are flowing to early and later stage companies </li></ul>Software as a Service Investments by Stage Source: TripleTree Source: TripleTree Series A Series B Series C Later Stage 22% 28% 25% 25%
TripleTree Public Capital Markets Analysis Software as a Service M&A Trends <ul><li>M&A activity has accelerated </li></ul><ul><li>Few data points but transaction valuations are among the highest in the software sector; well above traditional software transactions </li></ul><ul><li>Strategic & financial acquirers have entered the market </li></ul>Source: TripleTree Feb-05 Jun-05 Recent High Profile Transactions Aug-05 Apr-04 Aug-05 Target Buyer Date
Upcoming Software as a Service Report Overview <ul><li>Next evolution of the enterprise software industry </li></ul><ul><li>Macroeconomic pressures driving change </li></ul><ul><li>The win-win-win formula between customers, technology providers, and shareholders/investors </li></ul><ul><li>History, evolution, definition of Software as a Service </li></ul><ul><ul><li>What is the history & evolution of the sector? </li></ul></ul><ul><ul><li>What is Software as a Service and its fundamental difference to other sectors? </li></ul></ul><ul><li>What the future holds? </li></ul><ul><ul><li>Business transformation of traditional enterprise software firms </li></ul></ul><ul><ul><li>Business process outsourcing (BPO) leaders seeking operational leverage </li></ul></ul><ul><li>Key quantitative drivers for success </li></ul><ul><li>Intrinsic value lies in the qualitative factors </li></ul><ul><li>Capital markets update </li></ul><ul><ul><li>Public markets & companies </li></ul></ul><ul><ul><li>IPOs </li></ul></ul><ul><ul><li>Private equity markets </li></ul></ul><ul><ul><li>Mergers & acquisitions </li></ul></ul><ul><li>Concluding Comments </li></ul>Fifth report including the findings from interviews, briefings and surveys with over 75 emerging Software as a Service firms, leading venture capital firms, and global companies Most important factors to long-term prosperity – new barometer of measurements to ‘score’ businesses
Company Case Study: Qualitative Drivers of Value <ul><li>Leading provider of on-demand business intelligence solutions </li></ul><ul><li>Next frontier with proactive analytics compared to reactive, on-premise analytical tools </li></ul><ul><li>Remarkably strong ROI proposition with clients recognizing $10 savings for every $1 of investment </li></ul><ul><li>Impressive, Fortune 1000 client base in three growth verticals </li></ul><ul><li>Patent-pending IP in workflow and algorithms </li></ul><ul><li>Superb business model </li></ul><ul><ul><li>Multi-year contracts; average three year agreements </li></ul></ul><ul><ul><li>Collection cycles all paid upfront and in advance </li></ul></ul><ul><ul><li>High ratio of current contract value-to-initial contract value </li></ul></ul><ul><li>Outstanding financial performance </li></ul><ul><ul><li>Revenue growth 100%+ </li></ul></ul><ul><ul><li>20%+ EBIT margins </li></ul></ul><ul><ul><li>Free cash flow much stronger than reported profits </li></ul></ul>One of the “best kept” secrets in the sector with a delivery approach and business model combining the attributes of recurring Software as a Service revenue combined with an upfront license and payment terms in advance Fast Facts TripleTree’s Qualitative Factors* Excerpt from TripleTree’s 40-factor qualitative scoring system – market & industry, operational execution, technical & delivery, business model Strong backlog with 80% of the sector being monthly to 1-year terms Exceptional rare to be paid all years upfront & in advance 90%+ retention with history of expanding initial contracts 1.5x – 3x Rapid growth & high profits expected of a software firm, not a SaaS firm Remarkable FCF generated from upfront, multi-year contracts Enterprise-focused with world-class clients, whereas sector is SMB Unique firm focused in $10B BI sector; extending the outer limits “ Test drive” model to win new clients and ROI story to secure for lifetime
TripleTree Summary of Software as a Service <ul><li>Software as a Service – along with outsourcing and open source – is one of several mega trends in the industry </li></ul><ul><li>Paradigm shift with new models for selling, delivering and servicing customers </li></ul><ul><li>Movement towards customer-focus demanding perpetual accountability for technology </li></ul><ul><li>Led by privately-held firms with ‘discrete’ business functions or vertical industry solutions </li></ul><ul><li>M&A represents the best exit scenario for the majority of firms </li></ul><ul><li>Redefining valuation metrics – comparative price-to-revenue metrics being replaced by backlog, revenue visibility, cash flows, ‘contract lifetime value’ metrics </li></ul>
Software as a Service Team Members Extensive operating, investment banking, equity research backgrounds Kevin Green – Managing Partner As co-Managing Partner, Kevin has more than 20 years of experience as a senior operating executive with three different health care companies. Kevin began his health care career with Cycare Systems. During his tenure, Cycare evolved from a regionally-based company to a NYSE company with revenues exceeding $100 million. Kevin was President and Chief Executive Officer of Integrated Medical Systems which was a high growth private company that was sold to Eli Lilly. He was also President and CEO of Summit Medical Systems. Kevin’s IT and health care experience includes working with a wide range of premier health care and IT companies as a board member and advisor, executing numerous buy and sell-side M&A transactions and raising capital in both the private and public markets. He holds a M.B.A. and B.A. degree from the University of San Diego. David Henderson – Managing Partner Dave founded TripleTree with the vision of providing industry leading financial advisory services based on senior-level, hands-on involvement. He has assisted numerous business owners and executive teams in planning and executing successful transaction strategies to create and maximize the value of their firm. Dave brings a well-rounded perspective to investment banking. Prior to forming TripleTree, Dave spent 22 years in venture capital, business development and as a senior operating executive, combined with seven years of public accounting experience at Arthur Andersen. His operating experience includes serving as CEO of a $400 million asset bank holding company and COO of Republic Telcom Corporation. He has served on the Board of Directors of numerous public and private companies as a venture investor, working closely with CEOs to develop and implement successful business and financing strategies. Dave is a graduate of Moorhead State University and is a Certified Public Accountant.
Software as a Service Team Members Brian Klemenhagen - Senior Principal Brian has ten years combined investment banking and Wall Street research experience having been engaged in over 15 merger and acquisition, private placement, and strategic advisory engagements transactions. Through both transaction activity and industry research, Brian has developed in-depth expertise in the software, IT services, and mobile / wireless industries including such domains as Software as a Service (SaaS), enterprise content management (ECM), business intelligence, application hosting, mobile data applications, and systems software and security. Prior to joining TripleTree, Brian was at RBC Dain Rauscher Wessels, focusing on medical devices and wireless communication where he was directly involved in buy/sell research and recommendations for over 20 public companies and active in the IPO for two new issuances. Previous experience includes financial and wealth management at American Commercial Bank, Craig Hallum, and Salomon Smith Barney. He earned his B.A. in Financial Economics from Gustavus Adolphus College and his M.B.A. from the Carlson School of Management at the University of Minnesota. Chris Hoffmann - Senior Principal & Director of Research Chris Hoffmann joined TripleTree in August 2005. Chris has over 17 years of experience as an operating executive, consultant and analyst in the technology industry. He is leveraging this experience for TripleTree in his role as Research Director and Senior Principal, where he’ll play an active role in leading transaction activities in technology sector. Chris joins the firm from Tier1 Research, where he served as President and COO and played a key role in successfully merging Tier1 Research with The 451 Group in 2005. Prior to that, Chris held executive positions at Gartner, GE Capital Consulting, IBM Global Services and two start-ups. He has worked with the world's leading technology firms including IBM, Microsoft, Accenture, EDS and HP; has been quoted in numerous publications including the Wall Street Journal, the New York Times and Investors Business Daily; and is a frequent presenter at industry events. In addition to earning a degree in marketing from the University of Minnesota-Duluth, he has completed advanced studies through the University of Minnesota and Michigan State University. Kevin Jakuc, Associate Kevin joined TripleTree in November 2004 as an Associate focused in the Technology sector. Kevin assists in TripleTree's merger & acquisition, private placement, growth capital and strategic advisory engagements in the software, IT services, and the mobile/wireless industry space. Prior to joining TripleTree, Kevin worked for two privately held companies in both sales/marketing and management positions with responsibility for global strategic planning and new product development initiatives. Collectively, he brings to TripleTree nearly ten years of professional and industry experience as well as international exposure in both the Asia-Pacific and European regions. Kevin earned his B.S. in Chemical Engineering from Pennsylvania State University and his M.B.A. from the Cox School of Business at Southern Methodist University in Dallas, TX. Erik Latterell, Analyst Erik assists TripleTree's investment banking services by providing industry and company research as well as financial analysis in support of the company's engagements. He is specifically responsible for analyzing and tracing industry trends within software and IT services. Prior to graduating from the University of St. Thomas, Erik held several internships with firms such as Moss & Barnett, ActiFi, Inc., and Merrill Lynch. Erik has a B.S. in Finance with a minor in Economics from the University of St. Thomas. In addition to being on the Dean's List, he is a founding member of the Investment Banking Club at the University of St. Thomas.
Contact Information [email_address] Dave Henderson , Managing Partner [email_address] Kevin Green , Managing Partner San Diego Office 12526 High Bluff Drive Suite 300 San Diego, CA 92130 Phone (858) 792-3406 Facsimile (858) 792-3407 Main Office 7601 France Avenue South Suite 150 Minneapolis, MN 55435 Phone (952) 253-5300 Facsimile (952) 253-5301
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