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$4.4B
$16.5B
$2.4B
$3.0B
$3.0B
$4.8B
$2.8B
Mega Deals – 2015 YTD
$1.0B $1.4B $4.0B
$1.5B$5.3B $3.6B
$2.3B
$16.7B
$1.2B
Sold to
Target: TelecityGroup [United Kingdom]
Acquirer: Equinix
Transaction Value: $3.6B
HORIZONTAL INTERNET IT SERVICES INFRASTRUCTURE
$6.3B $7.3B $9.9B $52.3B
$1.9B
$2.8B
$1.3B
$2.5B
VERTICAL
$6.6B](https://image.slidesharecdn.com/june11-slideshare-150615190126-lva1-app6892/85/2015-Tech-M-A-Monthly-M-A-Contract-Overview-20-320.jpg)
![21
Mega Deals – 2015 YTD
Sold to
Target: H3C Technologies [China]
Acquirer: Unisplendour [China]
Transaction Value: $2.3B
$4.4B
$16.5B
$2.4B
$3.0B
$3.0B
$4.8B
$2.8B
$1.0B $1.4B $4.0B
$1.5B$5.3B $3.6B
$2.3B
$16.7B
$1.2B
HORIZONTAL INTERNET IT SERVICES INFRASTRUCTURE
$6.3B $7.3B $9.9B $52.3B
$1.9B
$2.8B
$1.3B
$2.5B
VERTICAL
$6.6B](https://image.slidesharecdn.com/june11-slideshare-150615190126-lva1-app6892/85/2015-Tech-M-A-Monthly-M-A-Contract-Overview-21-320.jpg)
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Infrastructure Software Market
Deal Spotlight
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EV/SEV/EBITDA
Mar-14 Apr-14 May-14 Jun-14 Jul-14 Aug-14 Sep-14 Oct-14 Nov-14 Dec-14 Jan-15 Feb-15 Mar-15
EV/EBITDA 15.02 x 14.90 x 14.20 x 14.61 x 15.50 x 16.48 x 16.10 x 16.22 x 16.96 x 17.03 x 15.71 x 15.84 x 16.08 x
EV/S 3.60 x 3.57 x 3.41 x 3.89 x 4.07 x 4.27 x 4.37 x 4.73 x 4.34 x 4.16 x 4.12 x 4.03 x 4.23 x
Sold to
Target: Esna Technologies [Canada]
Acquirer: Avaya [USA]
-Real-time collaboration and communications software
-Enables Avaya to integrate multivendor communications capabilities into cloud-
based applications](https://image.slidesharecdn.com/june11-slideshare-150615190126-lva1-app6892/85/2015-Tech-M-A-Monthly-M-A-Contract-Overview-28-320.jpg)
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Infrastructure Software Market
Deal Spotlight
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EV/SEV/EBITDA
Mar-14 Apr-14 May-14 Jun-14 Jul-14 Aug-14 Sep-14 Oct-14 Nov-14 Dec-14 Jan-15 Feb-15 Mar-15
EV/EBITDA 15.02 x 14.90 x 14.20 x 14.61 x 15.50 x 16.48 x 16.10 x 16.22 x 16.96 x 17.03 x 15.71 x 15.84 x 16.08 x
EV/S 3.60 x 3.57 x 3.41 x 3.89 x 4.07 x 4.27 x 4.37 x 4.73 x 4.34 x 4.16 x 4.12 x 4.03 x 4.23 x
Sold to
Target: Tropo [USA]
Acquirer: Cisco Systems [USA]
- Web-based collaboration API Platform-as-a-Service
- Extends Cisco’s collaboration technologies and enables it to reach out more
than 200,000 developers](https://image.slidesharecdn.com/june11-slideshare-150615190126-lva1-app6892/85/2015-Tech-M-A-Monthly-M-A-Contract-Overview-29-320.jpg)
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Consumer Application Software Market
Deal Spotlight
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EV/SEV/EBITDA
Mar-14 Apr-14 May-14 Jun-14 Jul-14 Aug-14 Sep-14 Oct-14 Nov-14 Dec-14 Jan-15 Feb-15 Mar-15
EV/EBITDA 10.82 x 7.99 x 7.42 x 9.70 x 9.44 x 10.37 x 11.60 x 12.33 x 11.64 x 12.26 x 12.19 x 12.47 x 12.76 x
EV/S 2.47 x 2.23 x 2.24 x 2.62 x 2.57 x 2.65 x 2.41 x 2.31 x 2.32 x 2.31 x 2.21 x 2.18 x 2.16 x
Sold to
Target: Wunderlist [Germany]
Acquirer: Microsoft
Transaction Value: $100-200 million
- Mobile task planning application
- 5th mobile acquisition in past half-year, complements the purchase of Sunrise
and Acompli](https://image.slidesharecdn.com/june11-slideshare-150615190126-lva1-app6892/85/2015-Tech-M-A-Monthly-M-A-Contract-Overview-32-320.jpg)
![37
1.50 x
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EV/SEV/EBITDA
Mar-14 Apr-14 May-14 Jun-14 Jul-14 Aug-14 Sep-14 Oct-14 Nov-14 Dec-14 Jan-15 Feb-15 Mar-15
EV/EBITDA 18.35 x 17.93 x 18.49 x 18.38 x 17.32 x 17.52 x 17.21 x 19.04 x 18.44 x 18.78 x 17.51 x 17.58 x 19.79 x
EV/S 3.71 x 3.57 x 3.57 x 3.96 x 3.57 x 3.66 x 3.33 x 3.33 x 3.31 x 3.43 x 3.57 x 3.57 x 3.67 x
Horizontal Application Software Market
Deal Spotlights
Sold to
Target: Acclaris
Acquirer: Towers Watson
Transaction Value: $140M
- Employee health benefits administration SaaS
- Follow the acquisition of Saville for $64M in April
Sold to
Target: ACE Payroll [New Zealand]
Acquirer: MYOB [Australia]
Transaction Value: $10.2M
- Benefit & payroll management software](https://image.slidesharecdn.com/june11-slideshare-150615190126-lva1-app6892/85/2015-Tech-M-A-Monthly-M-A-Contract-Overview-37-320.jpg)
Uploaded byCorum Group
2015 Tech M&A Monthly - M&A Contract Overview
The document discusses various aspects of technology mergers and acquisitions (M&A) including critical contract terms, market trends, and notable transactions. It highlights ten key elements that should be addressed in M&A contracts, presents a research report on the public markets, and lists significant deals made in 2015. The analysis covers valuation multiples in different sectors, recent mega deals, and the performance of the consumer technology market.
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2015 Tech M&A Monthly - M&A Contract Overview
- 1. 1 Tech M&A Monthly M&AContracts Overview 11 June 2015
- 2. 2 Nat joined Corumin 1996 and brings a diverse background in technology M&A and law. While with the Enforcement Division of the U.S. Securities and Exchange Commission, Nat helped identify and build cases against securities fraud schemes. With the Strategic Development Division of Morgan Stanley's M&A group, Nat worked on cross-border acquisitions of U.S. and European companies by Japanese firms, and on financings by large Japanese public companies. Nat moved to Morgan Stanley's Tokyo office, where he reported directly to the President of Morgan Stanley, Japan Ltd. and focused exclusively on cross-border M&A. After Morgan Stanley, Nat co-founded Postcard Software, a creator of advertiser-driven bilingual (English and Japanese) Internet content. At Activision, Nat led the company's on-line business development. Nat earned an undergraduate degree in Japanese literature from Yale College and a law degree from UCLA. While in law school, Nat wrote articles for the International Forum at Yale, Tokyo Journal. Nat Burgess President Corum Group Ltd. Welcome
- 3. 3 Agenda Welcome 10 Critical Termsin Any M&A Contract Research Report Top 6 M&A Contract Mistakes Q&A
- 4. 4 10 Critical Termsin any M&A Contract Ward Carter Chairman Corum Group Ltd. #1: Allocating risk for seller contract assignments
- 5. 5 10 Critical Termsin any M&A Contract Russ Riggins Senior Director Corum Group Ltd. #2: Providing accurate financial reps and warranties
- 6. 6 10 Critical Termsin any M&A Contract Jeff Brown Vice President Corum Group Ltd. #3: Managing balance sheet adjustments
- 7. 7 10 Critical Termsin any M&A Contract Rob Schram Senior Vice President Corum Group Ltd. #4: Securing reasonable escrow and holdbacks
- 8. 8 10 Critical Termsin any M&A Contract Dan Bernstein Vice President Corum Group Ltd. #5: Ensuring liquidity when receiving publicly traded stock
- 9. 9 10 Critical Termsin any M&A Contract Jon Scott Senior Vice President Corum Group Ltd. #6: Managing potential dissident shareholders
- 10. 10 10 Critical Termsin any M&A Contract Elon Gasper Vice President, Director of Research Corum Group Ltd. #7: Avoiding delays due to disclosure schedules
- 11. 11 10 Critical Termsin any M&A Contract John Simpson Vice President Corum Group Ltd. #8: Ensuring seller control to meet earnouts
- 12. 12 10 Critical Termsin any M&A Contract Mark Johnson Director Corum Group International, Ltd. #9: Reducing variables between signing and closing
- 13. 13 10 Critical Termsin any M&A Contract Jim Perkins Regional Director, Digital Media Specialist Corum Group Ltd. #10: Motivating the buyer to close
- 14. 14 10 Critical Termsin any M&A Contract 1: Allocating risk for seller contract assignments 2: Providing accurate financial reps and warranties 3:Managing balance sheet adjustments 4: Securing reasonable escrow and holdbacks 5: Ensuring liquidity when receiving publicly traded stock 6: Managing potential dissident shareholders 7: Avoiding delays due to disclosure schedules 8: Ensuring seller control to meet earnouts 9: Reducing variables between signing and closing 10: Motivating the buyer to close
- 15. 15 Corum Research Report ElonGasper Vice President, Director of Research Amber Stoner Senior Analyst Aaron King Analyst
- 16. 16 Public Markets 0% 5% 10% 15% 20% 25% 30% WeeklyPercentage Change NASDAQ S&P TECH Dow Jones
- 17. 17 Start End Years DotcomBubble Oct. 11, 1990 Mar. 24, 2000 9.5 Postwar Boom Jun. 13, 1949 Aug. 2, 1956 7.1 Current Mar. 9, 2009 ? 6.3 *Since the Great Depression. Source: S&P Capital IQ, The Associated Press Macro view: 3 Longest* Bull Market Runs
- 18. 18 May 2014 May2015 # of Transactions 318 293 # of Mega Deals 2 4 Largest Deal $3.0B $4.4B Private Equity Deals 13 15 # VC backed Exits 70 49 % Cross Border Transactions 34% 34% % of Startup Acquisitions 9% 10% Average Life of Target 15 15 Corum Index Buyer Seller Price Intel Alterea $16.7B Verizon AOL Inc. $4.4B Equinix TelecityGroup $3.6B Unisplendour Corp. H3C Technologies $2.3B EMC Corp. Virtustream $1.2B
- 19. 19 Mega Deals –2015 YTD $4.4B $16.5B $2.4B $3.0B $3.0B $4.8B $2.8B $1.0B $1.4B $4.0B $1.5B$5.3B $3.6B $2.3B $16.7B $1.2B HORIZONTAL INTERNET IT SERVICES INFRASTRUCTURE $6.3B $7.3B $9.9B $52.3B $1.9B $2.8B $1.3B $2.5B VERTICAL $6.6B
- 20. 20 $4.4B $16.5B $2.4B $3.0B $3.0B $4.8B $2.8B Mega Deals –2015 YTD $1.0B $1.4B $4.0B $1.5B$5.3B $3.6B $2.3B $16.7B $1.2B Sold to Target: TelecityGroup [United Kingdom] Acquirer: Equinix Transaction Value: $3.6B HORIZONTAL INTERNET IT SERVICES INFRASTRUCTURE $6.3B $7.3B $9.9B $52.3B $1.9B $2.8B $1.3B $2.5B VERTICAL $6.6B
- 21. 21 Mega Deals –2015 YTD Sold to Target: H3C Technologies [China] Acquirer: Unisplendour [China] Transaction Value: $2.3B $4.4B $16.5B $2.4B $3.0B $3.0B $4.8B $2.8B $1.0B $1.4B $4.0B $1.5B$5.3B $3.6B $2.3B $16.7B $1.2B HORIZONTAL INTERNET IT SERVICES INFRASTRUCTURE $6.3B $7.3B $9.9B $52.3B $1.9B $2.8B $1.3B $2.5B VERTICAL $6.6B
- 22. 22 Mega Deals –2015 YTD Sold to Target: Altera Acquirer: Intel Transaction Value: $16.7B $4.4B $16.5B $2.4B $3.0B $3.0B $4.8B $2.8B $1.0B $1.4B $4.0B $1.5B$5.3B $3.6B $2.3B $16.7B $1.2B HORIZONTAL INTERNET IT SERVICES INFRASTRUCTURE $6.3B $7.3B $9.9B $52.3B $1.9B $2.8B $1.3B $2.5B VERTICAL $6.6B
- 23. 23 2015 Megadeals YTDvalue - $84.6B Horizontal 8% Vertical 8% Internet 9% IT Services 12% Infrastructure 63% Horizontal Vertical Internet IT Services Infrastructure
- 24. 24 Mega Deals: 2014vs 2015 YTD
- 25. 25 Mega Deals –2015 YTD Sold to Target: Virtustream Acquirer: EMC Corporation Transaction Value: $1.2B $4.4B $16.5B $2.4B $3.0B $3.0B $4.8B $2.8B $1.0B $1.4B $4.0B $1.5B$5.3B $3.6B $2.3B $16.7B $1.2B HORIZONTAL INTERNET IT SERVICES INFRASTRUCTURE $6.3B $7.3B $9.9B $52.3B $1.9B $2.8B $1.3B $2.5B VERTICAL $6.6B
- 26. 26 Infrastructure Software Market 4.1x 14.6x PublicValuation Multiples EV Sales Corum Analysis EV EBITDA Since Q1 May 2015 Drop in multiples as Infrastructure consolidation wave continues… …supported by rising demand for collaboration platforms
- 27. 27 Infrastructure Software Market DealSpotlight 2.00 x 2.50 x 3.00 x 3.50 x 4.00 x 4.50 x 5.00 x 6.00 x 8.00 x 10.00 x 12.00 x 14.00 x 16.00 x 18.00 x EV/SEV/EBITDA Mar-14 Apr-14 May-14 Jun-14 Jul-14 Aug-14 Sep-14 Oct-14 Nov-14 Dec-14 Jan-15 Feb-15 Mar-15 EV/EBITDA 15.02 x 14.90 x 14.20 x 14.61 x 15.50 x 16.48 x 16.10 x 16.22 x 16.96 x 17.03 x 15.71 x 15.84 x 16.08 x EV/S 3.60 x 3.57 x 3.41 x 3.89 x 4.07 x 4.27 x 4.37 x 4.73 x 4.34 x 4.16 x 4.12 x 4.03 x 4.23 x Sold to Target: Rally Software Development Corp Acquirer: CA Technologies Transaction Value: $480M EV/Sales: 5.5x -Agile development software and services -Complements CA’s offerings in the areas of DevOps and Management Cloud
- 28. 28 Infrastructure Software Market DealSpotlight 2.00 x 2.50 x 3.00 x 3.50 x 4.00 x 4.50 x 5.00 x 6.00 x 8.00 x 10.00 x 12.00 x 14.00 x 16.00 x 18.00 x EV/SEV/EBITDA Mar-14 Apr-14 May-14 Jun-14 Jul-14 Aug-14 Sep-14 Oct-14 Nov-14 Dec-14 Jan-15 Feb-15 Mar-15 EV/EBITDA 15.02 x 14.90 x 14.20 x 14.61 x 15.50 x 16.48 x 16.10 x 16.22 x 16.96 x 17.03 x 15.71 x 15.84 x 16.08 x EV/S 3.60 x 3.57 x 3.41 x 3.89 x 4.07 x 4.27 x 4.37 x 4.73 x 4.34 x 4.16 x 4.12 x 4.03 x 4.23 x Sold to Target: Esna Technologies [Canada] Acquirer: Avaya [USA] -Real-time collaboration and communications software -Enables Avaya to integrate multivendor communications capabilities into cloud- based applications
- 29. 29 Infrastructure Software Market DealSpotlight 2.00 x 2.50 x 3.00 x 3.50 x 4.00 x 4.50 x 5.00 x 6.00 x 8.00 x 10.00 x 12.00 x 14.00 x 16.00 x 18.00 x EV/SEV/EBITDA Mar-14 Apr-14 May-14 Jun-14 Jul-14 Aug-14 Sep-14 Oct-14 Nov-14 Dec-14 Jan-15 Feb-15 Mar-15 EV/EBITDA 15.02 x 14.90 x 14.20 x 14.61 x 15.50 x 16.48 x 16.10 x 16.22 x 16.96 x 17.03 x 15.71 x 15.84 x 16.08 x EV/S 3.60 x 3.57 x 3.41 x 3.89 x 4.07 x 4.27 x 4.37 x 4.73 x 4.34 x 4.16 x 4.12 x 4.03 x 4.23 x Sold to Target: Tropo [USA] Acquirer: Cisco Systems [USA] - Web-based collaboration API Platform-as-a-Service - Extends Cisco’s collaboration technologies and enables it to reach out more than 200,000 developers
- 30. 30 2.4x 13.3x Public Valuation Multiples EV Sales CorumAnalysis EV EBITDA Since Q1 May 2015 Consumer Technology Market Bouncing back after nine month slide… ...starting to match established upward EBITDA trend seen since last summer
- 31. 31 Consumer Application SoftwareMarket Deal Spotlight 1.00 x 1.20 x 1.40 x 1.60 x 1.80 x 2.00 x 2.20 x 2.40 x 2.60 x 2.80 x 5.00 x 6.00 x 7.00 x 8.00 x 9.00 x 10.00 x 11.00 x 12.00 x 13.00 x 14.00 x EV/SEV/EBITDA Mar-14 Apr-14 May-14 Jun-14 Jul-14 Aug-14 Sep-14 Oct-14 Nov-14 Dec-14 Jan-15 Feb-15 Mar-15 EV/EBITDA 10.82 x 7.99 x 7.42 x 9.70 x 9.44 x 10.37 x 11.60 x 12.33 x 11.64 x 12.26 x 12.19 x 12.47 x 12.76 x EV/S 2.47 x 2.23 x 2.24 x 2.62 x 2.57 x 2.65 x 2.41 x 2.31 x 2.32 x 2.31 x 2.21 x 2.18 x 2.16 x Sold to Target: Timeful Acquirer: Google - Mobile scheduling application - Timeful’s iOS technology can be applied to Android to bring smart scheduling to Google Apps
- 32. 32 Consumer Application SoftwareMarket Deal Spotlight 1.00 x 1.20 x 1.40 x 1.60 x 1.80 x 2.00 x 2.20 x 2.40 x 2.60 x 2.80 x 5.00 x 6.00 x 7.00 x 8.00 x 9.00 x 10.00 x 11.00 x 12.00 x 13.00 x 14.00 x EV/SEV/EBITDA Mar-14 Apr-14 May-14 Jun-14 Jul-14 Aug-14 Sep-14 Oct-14 Nov-14 Dec-14 Jan-15 Feb-15 Mar-15 EV/EBITDA 10.82 x 7.99 x 7.42 x 9.70 x 9.44 x 10.37 x 11.60 x 12.33 x 11.64 x 12.26 x 12.19 x 12.47 x 12.76 x EV/S 2.47 x 2.23 x 2.24 x 2.62 x 2.57 x 2.65 x 2.41 x 2.31 x 2.32 x 2.31 x 2.21 x 2.18 x 2.16 x Sold to Target: Wunderlist [Germany] Acquirer: Microsoft Transaction Value: $100-200 million - Mobile task planning application - 5th mobile acquisition in past half-year, complements the purchase of Sunrise and Acompli
- 33. 33 Consumer Application SoftwareMarket Deal Spotlight 1.00 x 1.20 x 1.40 x 1.60 x 1.80 x 2.00 x 2.20 x 2.40 x 2.60 x 2.80 x 5.00 x 6.00 x 7.00 x 8.00 x 9.00 x 10.00 x 11.00 x 12.00 x 13.00 x 14.00 x EV/SEV/EBITDA Mar-14 Apr-14 May-14 Jun-14 Jul-14 Aug-14 Sep-14 Oct-14 Nov-14 Dec-14 Jan-15 Feb-15 Mar-15 EV/EBITDA 10.82 x 7.99 x 7.42 x 9.70 x 9.44 x 10.37 x 11.60 x 12.33 x 11.64 x 12.26 x 12.19 x 12.47 x 12.76 x EV/S 2.47 x 2.23 x 2.24 x 2.62 x 2.57 x 2.65 x 2.41 x 2.31 x 2.32 x 2.31 x 2.21 x 2.18 x 2.16 x Sold to Target: Tempo.ai Acquirer: Salesforce - Mobile artificial intelligence and calendar integration app will be shut down - Salesforce bought mobile authentication startup Toopher earlier this year
- 34. 34 Horizontal Application SoftwareMarket 3.6x 19.5x Public Valuation Multiples EV Sales Since Q1 Corum Analysis EV EBITDA May 2015 Remains at spring levels with ongoing themes of HCM & Data Analytics Still near 12-month highs as market appreciates profits
- 35. 35 Horizontal Application SoftwareMarket Deal Spotlight 1.50 x 2.00 x 2.50 x 3.00 x 3.50 x 4.00 x 4.50 x 6.00 x 8.00 x 10.00 x 12.00 x 14.00 x 16.00 x 18.00 x 20.00 x 22.00 x EV/SEV/EBITDA Mar-14 Apr-14 May-14 Jun-14 Jul-14 Aug-14 Sep-14 Oct-14 Nov-14 Dec-14 Jan-15 Feb-15 Mar-15 EV/EBITDA 18.35 x 17.93 x 18.49 x 18.38 x 17.32 x 17.52 x 17.21 x 19.04 x 18.44 x 18.78 x 17.51 x 17.58 x 19.79 x EV/S 3.71 x 3.57 x 3.57 x 3.96 x 3.57 x 3.66 x 3.33 x 3.33 x 3.31 x 3.43 x 3.57 x 3.57 x 3.67 x Sold to Target: Borderfree Acquirer: Pitney Bowes Transaction Value: $448M - Cross-border e-commerce shipping SaaS - Provides retailers to transact with consumers globally
- 36. 36 Horizontal Application SoftwareMarket Deal Spotlight 1.50 x 2.00 x 2.50 x 3.00 x 3.50 x 4.00 x 4.50 x 6.00 x 8.00 x 10.00 x 12.00 x 14.00 x 16.00 x 18.00 x 20.00 x 22.00 x EV/SEV/EBITDA Mar-14 Apr-14 May-14 Jun-14 Jul-14 Aug-14 Sep-14 Oct-14 Nov-14 Dec-14 Jan-15 Feb-15 Mar-15 EV/EBITDA 18.35 x 17.93 x 18.49 x 18.38 x 17.32 x 17.52 x 17.21 x 19.04 x 18.44 x 18.78 x 17.51 x 17.58 x 19.79 x EV/S 3.71 x 3.57 x 3.57 x 3.96 x 3.57 x 3.66 x 3.33 x 3.33 x 3.31 x 3.43 x 3.57 x 3.57 x 3.67 x Sold to Target: Nexternal Acquirer: HighJump - Omni-channel e-commerce & marketing SaaS - Builds up its supply chain solutions
- 37. 37 1.50 x 2.00 x 2.50x 3.00 x 3.50 x 4.00 x 4.50 x 6.00 x 8.00 x 10.00 x 12.00 x 14.00 x 16.00 x 18.00 x 20.00 x 22.00 x EV/SEV/EBITDA Mar-14 Apr-14 May-14 Jun-14 Jul-14 Aug-14 Sep-14 Oct-14 Nov-14 Dec-14 Jan-15 Feb-15 Mar-15 EV/EBITDA 18.35 x 17.93 x 18.49 x 18.38 x 17.32 x 17.52 x 17.21 x 19.04 x 18.44 x 18.78 x 17.51 x 17.58 x 19.79 x EV/S 3.71 x 3.57 x 3.57 x 3.96 x 3.57 x 3.66 x 3.33 x 3.33 x 3.31 x 3.43 x 3.57 x 3.57 x 3.67 x Horizontal Application Software Market Deal Spotlights Sold to Target: Acclaris Acquirer: Towers Watson Transaction Value: $140M - Employee health benefits administration SaaS - Follow the acquisition of Saville for $64M in April Sold to Target: ACE Payroll [New Zealand] Acquirer: MYOB [Australia] Transaction Value: $10.2M - Benefit & payroll management software
- 38. 38 Mega Deals –2015 YTD Sold to Target: Informatica Acquirer: Permira Transaction Value: $5.3B $4.4B $16.5B $2.4B $3.0B $3.0B $4.8B $2.8B $1.0B $1.4B $4.0B $1.5B$5.3B $3.6B $2.3B $16.7B $1.2B HORIZONTAL INTERNET IT SERVICES INFRASTRUCTURE $6.3B $7.3B $9.9B $52.3B $1.9B $2.8B $1.3B $2.5B VERTICAL $6.6B
- 39. 39 Horizontal Application SoftwareMarket Deal Spotlight 1.50 x 2.00 x 2.50 x 3.00 x 3.50 x 4.00 x 4.50 x 6.00 x 8.00 x 10.00 x 12.00 x 14.00 x 16.00 x 18.00 x 20.00 x 22.00 x EV/SEV/EBITDA Mar-14 Apr-14 May-14 Jun-14 Jul-14 Aug-14 Sep-14 Oct-14 Nov-14 Dec-14 Jan-15 Feb-15 Mar-15 EV/EBITDA 18.35 x 17.93 x 18.49 x 18.38 x 17.32 x 17.52 x 17.21 x 19.04 x 18.44 x 18.78 x 17.51 x 17.58 x 19.79 x EV/S 3.71 x 3.57 x 3.57 x 3.96 x 3.57 x 3.66 x 3.33 x 3.33 x 3.31 x 3.43 x 3.57 x 3.57 x 3.67 x Sold to Target: ColdLight Acquirer: PTC Transaction Value: $100M + $5M potential earnout - Big data machine learning and predictive analytics provider - Reinforces its position in the IoT market
- 40. 40 Corum Research Report ElonGasper Vice President, Director of Research Amber Stoner Senior Analyst Aaron King Analyst
- 41. 41 Top 6 M&AContract Mistakes
- 42. 42 Top 6 M&AContract Mistakes 1. Hiring an inexperienced lawyer
- 43. 43 Top 6 M&AContract Mistakes 1. Hiring an inexperienced lawyer 2. Drafting heavily in your own favor
- 44. 44 Top 6 M&AContract Mistakes 1. Hiring an inexperienced lawyer 2. Drafting heavily in your own favor 3. Avoiding confrontation on key issues
- 45. 45 Top 6 M&AContract Mistakes 1. Hiring an inexperienced lawyer 2. Drafting heavily in your own favor 3. Avoiding confrontation on key issues 4. Letting issues die with the lawyers
- 46. 46 Top 6 M&AContract Mistakes 1. Hiring an inexperienced lawyer 2. Drafting heavily in your own favor 3. Avoiding confrontation on key issues 4. Letting issues die with the lawyers 5. Not leveraging diligence for preparation of disclosure schedules
- 47. 47 Top 6 M&AContract Mistakes 1. Hiring an inexperienced lawyer 2. Drafting heavily in your own favor 3. Avoiding confrontation on key issues 4. Letting issues die with the lawyers 5. Not leveraging diligence for preparation of disclosure schedules 6. Leaving contingencies to closing
- 48. 48 Q&A We welcomeyour questions! Use Q&A window on left side Submit to queue at any time Ask “all panelists” – see “ask” option above text-entry box
- 49. 49 Toronto Growth &Exit Strategies for Software & IT Companies Thursday, June 18, 2015 Trump Hotel, Toronto, Ontario
- 50. 50 Upcoming Conference Schedule SellingUp Selling Out (SUSO) - Ready to go to market? During this half-day workshop, learn to prepare, position, research, value, negotiate, and execute due diligence for maximum price and structure. This is the most attended Tech M&A event ever – participants have done over $1 trillion in transaction value. Merge Briefing (MB) - The Merge Briefing is a 90-minute executive briefing providing a current M&A market update (trends, valuations, etc.), as well as a brief overview of the Tech M&A process: “8 Steps To An Optimal Outcome.” www.CorumGroup.com/Events Jun. 11: Manchester – MB Jun. 16: Boston – SUSO Jun. 25: San Diego – MB Jun. 25: Istanbul – MB Jun. 30: Cincinnati – SUSO Jul. 7: Silicon Valley – MB Jul. 7: San Francisco – MB Jul. 9: Orange County – MB Jul. 9: Los Angeles – MB Jul. 17: Berlin – MB
- 51. 51 After the Deal– Celebration
- 52.
Editor's Notes
- #17 Oct 17, 2014 – June 5, 2015 In May Nasdaq and S&P Tech showed modest gains, while Dow experienced a slight pullback due to international influence and, specifically, Greek debt concerns. Nevertheless, interest rates remain low and US remain to be in favorable conditions. The increase in Americans wages should lead to the increase of consumer spending.
- #23 Cloud management and IT and security compliance monitoring PaaS and IaaS Adds managed cloud offering both on and off-premise to EMC’s portfolio
- #26 Cloud management and IT and security compliance monitoring PaaS and IaaS Adds managed cloud offering both on and off-premise to EMC’s portfolio
- #27 Now, let’s turn to the Corum Index on deals – valuations, volume, structures, …etc.. This report is done monthly for six major sectors and quarterly for all 26 markets. It’s presented at our online M&A Monthlies which are broadcast to 36 countries the second Thursday at 10 a.m. Pacific Mountain Time. How many of you have attended one of these monthly or quarterly events? (See a show of hands – usually not more than 20%.) Well, if you’re serious about selling in the next year or two, I would urge you to tune in to these broadcasts. They have all the latest information on valuations, deal structures, who’s selling, plus special market reports, and insider presentations on trends that you need to know to best position for optimal value. Further, we have guest speakers – recent headliners, buyers, or CEOs who have just sold and give you the lowdown on what it’s like in the M&A trenches right now. Here’s the latest Corum Index. [NEW COPY NEEDED] By the way, an example of the full 26 market report is in the annual report. (Have them pull that back up) Everyone open up to the market sections to see more detail. There are also special reports by Corum Staff – considered world experts in the major trends.
- #28 Rally has shaped its products to work in agile development environments, in which teams of developers closely collaborate to build applications quickly. More than two-thirds of companies said that they plan to implement, or have already implemented, agile programming methodologies, according to a recent Forrester survey of 560 IT decision makers. Sources: http://www.computerworld.com/article/2927654/enterprise-applications/ca-gets-agile-with-480m-purchase-of-rally.html http://www.ca.com/us/news/press-releases/na/2015/ca-technologies-agrees-to-acquire-rally-software.aspx CA is looking to capitalise on this trend, particularly as Gartner expects around $2.3bn to be spent on DevOps tools and technologies in 2015. Source: http://www.computerweekly.com/news/4500247091/CA-Technologies-to-buy-agile-software-development-firm-Rally-for-480m
- #29 This announcement is one of several this month that indicate how UC providers are extending their focus from multimodal communications to integration platform. Source: http://www.nojitter.com/post/240170046/avaya-acquires-esna Esna had aligned itself closely with Cisco, an Avaya rival in the UC market, said Nemertes analyst Irwin Lazar. The partnership provided integration capabilities to Cisco UC products, such as WebEx, Jabber and telepresence systems. "Cisco might be in a bind now because they just lost their means of integrating their telephony platform with Office 365," he said. Source: http://bit.ly/1KNmE7I
- #30 “Tropo’s robust APIs and its 200K+-strong developer network gives Cisco the ability to extend the power of its collaboration technologies to third-party applications and end-points” he [Cisco’s Head of Corporate Development Hilton Romanski] added before nothing that in particular the buy will benefit Service Providers, Global Enterprises and the Developer Community. Source: http://siliconangle.com/blog/2015/05/07/cisco-acquires-cloud-comms-platform-provider-tropo/ From Enterprise to Service Providers, Cisco is hands down the most well respected brand in voice and video; and with their recent introduction ofSpark, they are gearing up to put ultra high-quality video and collaboration tools into the pockets of every remote team, class room, space station and home office. Source: https://www.tropo.com/2015/05/tropo-joins-cisco-to-power-next-gen-collaboration-apis/ Twilio is probably the best known of the communications APIs, but buying Tropo gives Cisco immediate access to a community of more than 200,000 developers (according to numbersprovided by Cisco). Tropo offers its product for free to developers, and then makes money from each communication made via the Tropo platform. It’s unclear if Cisco will continue to use the same pricing model. Source: http://techcrunch.com/2015/05/07/cisco-snags-tropo-communications-development-platform/
- #31 Now, let’s turn to the Corum Index on deals – valuations, volume, structures, …etc.. This report is done monthly for six major sectors and quarterly for all 26 markets. It’s presented at our online M&A Monthlies which are broadcast to 36 countries the second Thursday at 10 a.m. Pacific Mountain Time. How many of you have attended one of these monthly or quarterly events? (See a show of hands – usually not more than 20%.) Well, if you’re serious about selling in the next year or two, I would urge you to tune in to these broadcasts. They have all the latest information on valuations, deal structures, who’s selling, plus special market reports, and insider presentations on trends that you need to know to best position for optimal value. Further, we have guest speakers – recent headliners, buyers, or CEOs who have just sold and give you the lowdown on what it’s like in the M&A trenches right now. Here’s the latest Corum Index. [NEW COPY NEEDED] By the way, an example of the full 26 market report is in the annual report. (Have them pull that back up) Everyone open up to the market sections to see more detail. There are also special reports by Corum Staff – considered world experts in the major trends.
- #32 Now, let’s turn to the Corum Index on deals – valuations, volume, structures, …etc.. This report is done monthly for six major sectors and quarterly for all 26 markets. It’s presented at our online M&A Monthlies which are broadcast to 36 countries the second Thursday at 10 a.m. Pacific Mountain Time. How many of you have attended one of these monthly or quarterly events? (See a show of hands – usually not more than 20%.) Well, if you’re serious about selling in the next year or two, I would urge you to tune in to these broadcasts. They have all the latest information on valuations, deal structures, who’s selling, plus special market reports, and insider presentations on trends that you need to know to best position for optimal value. Further, we have guest speakers – recent headliners, buyers, or CEOs who have just sold and give you the lowdown on what it’s like in the M&A trenches right now. Here’s the latest Corum Index. [NEW COPY NEEDED] By the way, an example of the full 26 market report is in the annual report. (Have them pull that back up) Everyone open up to the market sections to see more detail. There are also special reports by Corum Staff – considered world experts in the major trends.
- #33 Now, let’s turn to the Corum Index on deals – valuations, volume, structures, …etc.. This report is done monthly for six major sectors and quarterly for all 26 markets. It’s presented at our online M&A Monthlies which are broadcast to 36 countries the second Thursday at 10 a.m. Pacific Mountain Time. How many of you have attended one of these monthly or quarterly events? (See a show of hands – usually not more than 20%.) Well, if you’re serious about selling in the next year or two, I would urge you to tune in to these broadcasts. They have all the latest information on valuations, deal structures, who’s selling, plus special market reports, and insider presentations on trends that you need to know to best position for optimal value. Further, we have guest speakers – recent headliners, buyers, or CEOs who have just sold and give you the lowdown on what it’s like in the M&A trenches right now. Here’s the latest Corum Index. [NEW COPY NEEDED] By the way, an example of the full 26 market report is in the annual report. (Have them pull that back up) Everyone open up to the market sections to see more detail. There are also special reports by Corum Staff – considered world experts in the major trends.
- #34 Now, let’s turn to the Corum Index on deals – valuations, volume, structures, …etc.. This report is done monthly for six major sectors and quarterly for all 26 markets. It’s presented at our online M&A Monthlies which are broadcast to 36 countries the second Thursday at 10 a.m. Pacific Mountain Time. How many of you have attended one of these monthly or quarterly events? (See a show of hands – usually not more than 20%.) Well, if you’re serious about selling in the next year or two, I would urge you to tune in to these broadcasts. They have all the latest information on valuations, deal structures, who’s selling, plus special market reports, and insider presentations on trends that you need to know to best position for optimal value. Further, we have guest speakers – recent headliners, buyers, or CEOs who have just sold and give you the lowdown on what it’s like in the M&A trenches right now. Here’s the latest Corum Index. [NEW COPY NEEDED] By the way, an example of the full 26 market report is in the annual report. (Have them pull that back up) Everyone open up to the market sections to see more detail. There are also special reports by Corum Staff – considered world experts in the major trends.
- #35 Now, let’s turn to the Corum Index on deals – valuations, volume, structures, …etc.. This report is done monthly for six major sectors and quarterly for all 26 markets. It’s presented at our online M&A Monthlies which are broadcast to 36 countries the second Thursday at 10 a.m. Pacific Mountain Time. How many of you have attended one of these monthly or quarterly events? (See a show of hands – usually not more than 20%.) Well, if you’re serious about selling in the next year or two, I would urge you to tune in to these broadcasts. They have all the latest information on valuations, deal structures, who’s selling, plus special market reports, and insider presentations on trends that you need to know to best position for optimal value. Further, we have guest speakers – recent headliners, buyers, or CEOs who have just sold and give you the lowdown on what it’s like in the M&A trenches right now. Here’s the latest Corum Index. [NEW COPY NEEDED] By the way, an example of the full 26 market report is in the annual report. (Have them pull that back up) Everyone open up to the market sections to see more detail. There are also special reports by Corum Staff – considered world experts in the major trends.
- #39 Cloud management and IT and security compliance monitoring PaaS and IaaS Adds managed cloud offering both on and off-premise to EMC’s portfolio
- #52 We’ve reached the end. The celebration part. Selling software, IT and related technology companies is very satisfying. You become close to your clients after such an intense process. Unfortunately, the closings are often very anti-climactic. Ending with a whimper with some government filing, a wire transfer, the parties scattered across the globe. That why once a year we take our clients who successfully sold to Langara in the gulf of Alaska – we’ve been doing this for 23 years. You can more about these trips, and comments from those company owners like you who have attended. So, I’ll close by simply inviting you to go fishing with us. Thank you for your time today.