solganick & co software m&a update q1 2016€¦ · provider of a cloud application...

Software M&A Update

Q1 2016 April 11, 2016

Table of Contents

M&A Market Brief – Page 3

Global M&A Deal Volume (Quarterly Comparison) – Page 4

US Software M&A Activity – Page 4

Key Industry Trends – Page 5

Notable Software M&A Transactions – Page 6-8

Ten Most Active Software Acquirers, Q1 2016 – Page 9

Publicly Traded Software Firms (Valuation Table) – Page 10-12

M&A Spotlight: Microsoft / Xamarin – Page 13

M&A Spotlight: ResMed / Brightree – Page 14

M&A Spotlight: Cisco / Jasper Technologies – Page 15

Buyout Spotlight: Insight Venture Partners / Diligent Corp. – Page 16

DISCLAIMER

Solganick & Co. is an independent investment banking and M&A advisory firm focused exclusively on the global Software, IT

Services and Digital Media industry sectors. We advise buyers and sellers of companies and efficiently execute M&A transactions

that help increase shareholder value. Our professionals have advised on $20+ billion in M&A transactions to date and have current

clients and relationships globally with entrepreneurs, companies and leading private equity firms within the sectors we cover.

Sources for our research and data include: Dealogic, Thomson Reuters, Company Websites, SEC Filings, MergerMarket, Pitchbo

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M&A Market Brief

Despite global M&A slump, Tech and Software remain robust

Worldwide• According to MergerMarket, worldwide M&A activity during the first quarter of 2016 slowed significantly following a record year. Deals are re-balancing towards a more sustainable level with Q1 2016 deal value amounting to $597.4 bn, down 24% from Q1 2015. It also represents a significant decline from the previous three quarters that all posted more than $1 tn in deal activity.

• Amid greater global uncertainty, the mega-deal frenzy that started in 2014 is also beginning to wind down as companies look towards less sizeable deals. During Q1 2016, 8 mega-deals (>$10 bn) were recorded at $158.5 bn, down from 13 worth $259.4 bn in Q1 2015. Despite this, it is still the second highest Q1 value since 2009.

• In sharp contrast to 2015, when the United States and Asia exhibited a greater appetite for deals, the two regions saw a slowdown in deal activity of over 30%. Meanwhile, in Europe, deal value amounted to $174.6 bn as the region has attracted a lot of Chinese interest this year, keeping activity on par with a slight 2.6% decrease compared to Q1 2015.

• Despite signs of a broader cooling down, China scaled up its search for foreign targets in Q1 2016. Its outbound activity accounted for 26.3% of total cross-border deals, a steep increase considering no full year has ever surpassed 7.6%. Total deal value amounted to US$ 81.7bn in the first quarter, already a record annual total.

United States

• Within the United States, deal activity also showed signs of cooling down in the first quarter of 2016. 1,007 deals worth a total of $241.5 bn was recorded during the period, down 33% compared to Q1 2015’s 1,250 deals worth $361.3 bn. The US share in global M&A activity stood at 40.5%, down from 46.2% during the record year of 2015.

• Pharmaceuticals, Medical & Biotech led US M&A activity entering 2016, with $55.9 bn recorded in Q1, followed by Energy, Mining & Utilities ($48.2 bn) and Industrials & Chemicals ($42.8 bn). Technology came in fourth, with $24.1 bn of deals recorded during the three months.

• Tax inversion targets, traditionally coming from the Pharma, Medical & Biotech sector, now appear to be shifting toward other sectors such as Industrials & Chemicals, in a bid to scale up to >$100 bn conglomerates.

Software

• Despite a broader global M&A slump, activity within Technology remained robust. According to Dealogic, as of March 1st 2016, global Technology M&A stood at $71.4bn with 1,535 deals, the highest YTD level since 2000 and up 53% on 2015 YTD ($46.6bn). It is the second most targeted sector entering 2016, accounting for 12% of global M&A volume and 26% of activity.

• In particular, deal activity within the US software segment increased. 406 deals with a total invested capital of $26.09 bn was recorded for the US Software industry in Q1 2016. This represents a growth of 48.9% in value compared to Q1 2015 (473 deals with total invested capital of $17.52 bn).

• M&A activity within the software segment was led by a few mega transactions this quarter. They include: Microsoft's acquisition of Xamarin, Resmed's acquisition of Brightree, Cisco's acquisition of Jasper Technologies, and Insight Venture Partner's buyout of Diligent Corporation (see M&A and Buyout Spotlight sections for more details).

• The median Implied Enterprise Value/Revenue and Implied Enterprise Value/EBITDA for the US Software Industry stood at 3.4x and 11.3x respectively.

Technology and Digital Media

Investment Banking M&A Advisory

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800.7

593.3

420.8

460.9

613.4

464.3

446.8

567.1

785.6

597.4

1279.9

678.2

396.4

432.9

585.8

565.7

559.3

962.9

1050.7

852

684.9

327.6

492.9

599.3

522.8

645

855.3

1034.1

734.4

458.8

570.3

712.8

478.2

757.2

906.3

906.3

1389.8

2007

2008

2009

2010

2011

2012

2013

2014

2015

2016

Quarterly M&A ActivityValue of deals (US$bn)

Q1 Q2 Q3 Q4

Global M&A Deal Volume – Quarterly Comparison

Source: MergerMarket

US Software M&A Activity

Source: Solganick & Co. Analysis, PitchBook

16.56 17.78 10.1429.6

17.52 26.09

302

358

326

406

473

406

Q1 2011 Q1 2012 Q1 2013 Q1 2014 Q1 2015 Q1 2016

Total Capital Invested ($USD bn) Deal Count

Total 3667

Total 2415.2

Total 1715.1

Total 2099.5

Total 2276.7

Total 2310

Total 2557.4

Total 3291.6

Total 4260.2

Total 597.4



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Key Industry Trends

Even as the global M&A landscape experiences a gradual cool down and deals re-balance towards a more sustainable level, we expect deal activity within Technology, particularly Software, to remain robust. In the Software segment, we have identified two key technological trends that are expected to drive consolidation and/or acquisitions: the emergence of the Internet of Things (IoT) and Cognitive Technologies or Artificial Intelligence (AI). The Internet of Things (IoT) - The expansion of IoT is expected to spur mega deals especially around connected cars, evidenced by General Motor’s recent acquisition of Cruise Automation, a developer of self-driving automobile technologies. Drone software is also expected to take off, particularly those dealing with image analytics and processing. Furthermore, the health sector is getting more connected as devices such as smartphones, fitness trackers, and other wearable technologies are increasingly adopted for patient usage. ResMed’s acquisition of Brightree, a provider of medical billing Software-as-a-service (Saas), and Omnicell’s acquisition of Aesnyt, a provider of an integrated platform to automate medication processes, are also strong indications of future M&A activity within the growing overlap between healthcare systems and Saas as there is a shift towards digital medical records. All these “things” will also need platforms that enable commmunication and analytics, which will ultimately open up new opportunities. As new security challenges arise with these developments, rapid threat detection, analysis and response technologies will also draw increasing attention from investors. Harman International Industries’ acquisition of TowerSec, a provider of security software to the automotive industry, is a prime example. Growth of cognitive technologies - Enterprise software, particularly supply chain management software and human capital software, is actively getting enhanced by cognitive technologies such as machine learning, natural language processing, and speech recognition. This could spur M&A activity as companies seek to acquire such AI capabilities in order to improve their product functionalities, automate business operations, and gain valuable customer insights. AI could also be used to enhance security in the IoT through pattern recognition that seeks to detect malicious intent before there is an actual security breach. Noteworthy transactions driven by this trend include Guideware Software’s acquisition of EagleEye Analytics, a provider of predictive analytics software, and Infoblox’s acquisition of Internet Identity, a provider of threat intelligence data.



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Notable Software M&A Transactions

Date Status Type Target Acquirer Target Description Deal Size ($USD mm)

Implied EV/ Rev

Implied EV/ EBITDA

03/29/16 Completed M&A EagleEye Analytics Guidewire Software Provider of predictive analytics software. 42.00

03/22/16 Completed M&A Jasper Cisco

Developer of a cloud-based platform for Internet of Things services.

1,400.00

03/21/16 Announced M&A Serena Software Micro Focus Group Provider of IT management software products.

288.00

03/21/16 Announced M&A BoardVantage NASDAQ OMX Group

Provider of information-sharing software to help corporate boards and management communicate.

200.00

03/11/16 Completed M&A TowerSec Harman International Industries

Provider of cyber security software to the automotive industry.

72.50

03/08/16 Completed M&A LoudCloud Barnes & Noble Education

Provider of a learning management software platform for students of higher education and K12.

17.90

03/03/16 Completed Buyout Solera Holdings

Koch Industries, The Goldman Sachs Group, Vista Equity Partners

Provider of software and services to the automobile insurance claims processing industry.

6,500.00 5.00x 16.20x

03/01/16 Announced M&A Cliqr Cisco Provider of a cloud application management platform.

260.00

02/29/16 Announced M&A Resilient Systems International Business Machines

Provider of a software-as-a-service platform to automate security-incident responses.

100.00

02/29/16 Completed M&A Adaptive Software Decision Resources Developer of pharmacy benefit management software.

24.50 7.70x

02/24/16 Completed M&A Xamarin Microsoft

Provider of cross-platform, mobile application development software to build mobile applications.

450.00

02/22/16 Announced M&A Brightree ResMed Provider of cloud-based software services to the post-acute care industry.

800.00



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02/22/16 Announced M&A Ravello Systems Oracle Provider of a nested virtualization software. 500.00

02/14/16 Announced Buyout Diligent Corporation Insight Venture Partners

Provider of corporate governance and collaboration software for boards and senior executives.

624.00 5.70x 37.20x

02/08/16 Completed M&A Internet Identity Infoblox

Provider of internet threat intelligence data and network management software.

45.00

02/05/16 Completed Buyout Solarwinds Silver Lake, Thoma Bravo

Developer of enterprise-class IT infrastructure management software to IT professionals.

4,500.00 8.90x 27.10x

02/03/16 Completed M&A SwiftKey Microsoft Developer of a mobile application for touchscreen keyboard.

250.00

02/02/16 Completed Buyout Perforce Software Summit Partners Developer of software configuration management systems.

97.42

02/01/16 Completed M&A Invotas International FireEye Developer of an automated cybersecurity platform.

30.00

01/29/16 Completed Buyout Veritas Software GIC Singapore, The Carlyle Group

Provider of storage and infrastructure software products and services.

7,400.00

01/29/16 Completed M&A Rustici Software Learning Technologies Group

Developer of digital learning software. 37.00

01/26/16 Completed M&A Navitaire Amadeus IT Group

Developer of financial and airline booking software for airline industry.

830.00

01/25/16 Announced M&A CD-Adapco Group Siemens Developer of engineering simulation software.

1,000.00 5.00x

01/19/16 Completed M&A Sidecar General Motors

Provider of application software for on-demand delivery and driving services.

39.00

01/14/16 Completed M&A iSIGHT Partners FireEye

Provider of cyber security risk-management software services.

275.00

01/12/16 Completed M&A Kepware Technologies PTC

Provider of software development services to help businesses connect diverse automation devices.

118.00



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01/11/16 Announced M&A Nexidia NICE Systems Provider of audio search and speech analytic software.

135.00

01/06/16 Completed M&A AddThis Oracle Provider of social infrastructure and data platform.

175.00

01/05/16 Completed M&A Aesynt Omnicell

Provider of integrated platform to automate the supply and medication-use processes.

275.00 1.50x 13.80x

Source: Solganick & Co. Analysis, PitchBook



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Ten Most Active Software Acquirers, Q1 2016 Buyer Name Acquisitions Targets

International Business Machines 7 Bluewolf Group, Optevia, Resilient Systems, Ecx.io, Aperto, Ustream, IRIS Analytics

Vista Equity Partners 5 Solera Holdings, Interactive Achievement, Telarix, Fiverun, BCC Adsystems

The Carlyle Group 5 WingArc1st, Nebula Systems, Veritas Software, TestPlant, LDiscovery

Kohlberg Kravis Roberts 5 Captain Train, Gratis-Inserate.ch, Intellify Learning, Trimma, Demandforce

Thoma Bravo 4 AppSense, Riva Modeling Systems, Solarwinds, 123Compliance

Summit Partners 4 SpinMe, Metropolitan Communications, Perforce Software, Application Systems

Silver Lake 4 Travelex Currency Select, Eprime, Solarwinds, FinalDraft

H.I.G. Capital 4 Quicken, Tango/04 Computing Group, Salary.com, GatewayCDI

Cisco Systems 4 Jasper, Synata, Cliqr, Acano

Microsoft 3 Xamarin, Groove, Swiftkey

Source: PitchBook



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Publicly Traded Software Firms, Valuation Table

Enterprise Software Stock Price (as of 03/31)

Market Cap ($USD mm)

Enterprise Value (EV) / Revenue EV/ EBITDA

Adobe Systems [NAS:ADBE] $93.78 $46,774 9.5x 36.6x

Microsoft [NAS:MSFT] $55.05 $443,015 4.2x 16.3x

Netsuite [NYSE:N] $67.40 $5,292 7.0x -

Oracle [NYSE:ORCL] $40.97 $175,116 4.5x 10.3x

Pegasystems [NAS:PEGA] $25.21 $1,929 2.6x 20.2x

Red Hat [NYSE:RHT] $74.04 $13,562 7.5x 41.3x

Salesforce.com [NYSE:CRM] $74.30 $49,160 7.5x 77.8x

SAP [ETR:SAP] $78.99 $94,550 4.4x 16.3x

SS&C Technologies [NAS:SSNC] $63.12 $5,750 8.3x 26.4x

Workday [NYSE:WDAY] $76.14 $14,468 11.2x -

Average (Mean) 6.7x 30.7x

Banking and Financial Software Stock Price (as of 03/31)



CA Technologies [NAS:CA] $30.79 $13,301 2.8x 7.7x

CoreLogic [NYSE:CLGX] $34.70 $3,079 2.9x 12.5x

DST Systems [NYSE:DST] $112.77 $4,060 1.6x 10.7x

Fidelity National [NYSE:FIS] $63.31 $18,043 4.4x 16.5x

Fiserv [NAS:FISV] $102.58 $23,993 5.4x 16.5x

Genpact [NYSE:G] $27.19 $5,921 2.6x 15.1x

Jack Henry and Associates [NAS:JKHY] $84.57 $6,804 5.4x 15.6x

NCR [NYSE:NCR] $29.93 $5,016 1.4x 19.7x




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CRM Stock Price (as of 03/31)



Microsoft [NAS:MSFT] $55.23 $444,463 4.2x 16.4x

Oracle [NYSE:ORCL] $40.91 $174,860 4.5x 10.3x

Salesforce.com [NYSE:CRM] $73.83 $48,849 7.4x 77.4x

SAP [ETR:SAP] $78.92 $94,470 4.3x 16.3x


Average (Mean) - w/ CRM 4.4x 14.3x

Security Software Stock Price (as of 03/31)



AVG Technologies [NYSE:AVG] $20.75 $1,076 2.8x 9.6x


Check Point Software [NAS:CHKP] $87.47 $15,872 9.1x 17.3x

FireEye [NAS:FEYE] $17.99 $2,773 3.7x -

Fortinet [NAS:FTNT] $30.63 $5,219 4.5x 96.9x

Imperva [NYSE:IMPV] $50.50 $1,507 5.3x -

Palo Alto Networks [NYSE:PANW] $163.14 $13,786 14.0x -

Progress Software [NAS:PRGS] $24.12 $1,215 3.0x 19.8x

Red Hat [NYSE:RHT] $74.51 $13,648 7.6x 41.5x

Symantec [NAS:SYMC] $18.38 $12,475 1.7x 6.9x


Average (Mean) - w/o FTNT 5.5x 17.2x

Average (Mean) - w/o PANW 4.5x 28.6x



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Software – NEC Stock Price (as of 03/31)



AVG Technologies [NYSE:AVG] $20.75 $1,076 2.8x 9.6x

BroadSoft [NAS:BSFT] $40.35 $1,174 - -


CommVault Systems [NAS:CVLT] $43.17 $1,954 2.7x 34.5x

PTC [NAS:PTC] $33.16 $3,796 3.4x 33.7x

Splunk [NAS:SPLK] $48.93 $6,202 7.8x -


HR/HCM Software Stock Price (as of 03/31)



Cornerstone OnDemand [NAS:CSOD] $32.77 $1,775 5.2x -

Workday [NYSE:WDAY] $76.84 $14,601 11.3x -

Average (Mean) 8.2x -

Business Intelligence & Analytics Stock Price (as of 03/31)



MicroStrategy [NAS:MSTR] $179.72 $2,041 3.0x 10.2x

Teradata [NYSE:TDC] $26.24 $3,663 1.4x 46.2x


Communication Software Stock Price (as of 03/31)



Cvent [NYSE:CVT] $21.40 $886 4.0x 200.2x

j2 Global [NAS:JCOM] $61.58 $2,933 4.5x 11.0x

Nuance Communications [NAS:NUAN] $18.69 $5,856 3.9x 26.3x


Average (Mean) w/o CVT 4.2x 18.7x

Source: PitchBook (All data provided as of March 31st, 2016

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M&A Spotlight

Microsoft Agrees to Acquire Xamarin February 24, 2016 - Microsoft Corp. has agreed to acquire Xamarin Inc., a four-year-old San Francisco maker of software development tools, extending the software giant’s reach deeper into devices that don’t run its Windows operating system. Xamarin, which sells tools to help developers who use Microsoft products build apps for Apple Inc.’s iOS and Google’s Android mobile operating systems, has raised $82 million in three funding rounds from venture-capital firms including Charles River Ventures, Floodgate, Ignition Partners, Insight Venture Partners and Lead Edge Capital. Terms of the deal weren’t disclosed, though a person close to the deal pegged the price at between $400 million and $500 million. Acquisition rumors date to 2014 amid Xamarin’s rapid growth and tighter partnership with Microsoft. Microsoft has struggled to establish a position in the mobile arena. Its own Windows Phone operating system held just 1.1% of the global smartphone market in the fourth quarter of 2015, according to market research firm Gartner Inc. The Xamarin acquisition gives Microsoft a stronger presence on devices beyond those that run Windows, including mobile devices, a crucial goal as Microsoft Chief Executive Satya Nadella tries to enhance the company’s relevance to developers who have largely turned their attention to mobile platforms from Apple and Google, a division of Alphabet Inc. Xamarin lets the vast army of developers who have learned to build software using Microsoft’s C# programming language the ability tap into these rapidly growing mobile markets. Microsoft intends to retain Xamarin’s branding and continue to employ all of its 350 workers, including co-founders Nat Friedman and Miguel de Icaza. For Xamarin, the deal offers the ability to reach more developers with its tools. Microsoft plans to integrate Xamarin’s technology into its widely used developer kit, providing an “accelerant” to the company’s business, Mr. Friedman said. “We get to hit a lot more people and a lot more apps,” Mr. Friedman said. News link: http://www.wsj.com/articles/microsoft-agrees-to-acquire-xamarin-inc-1456340494



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ResMed to Acquire Brightree for $800 Million

February 22, 2016 - ResMed (NYSE: RMD), the world's leading tech-driven medical device company and innovator in sleep-disordered breathing and respiratory care, today announced a definitive agreement to acquire privately held Brightree®, a leader in business management and clinical software applications for the post-acute care industry. This acquisition adds to ResMed's global leadership in connected healthcare solutions.

Brightree's cloud-based software helps customers improve clinical and business performance in the post-acute care industries of home/durable medical equipment (HME/DME), home health, and hospice – all areas with high prevalence of sleep-disordered breathing, chronic obstructive pulmonary disease (COPD), neuromuscular disease, and other chronic diseases.

"This acquisition furthers ResMed's position as the leading tech-driven medical device company and gives our customers new tools to help them increase operational efficiency and improve cash-flow while delivering best-in-class patient care," said Mick Farrell, CEO of ResMed. "ResMed is already the recognized global leader in remote patient monitoring and connected healthcare solutions. This acquisition will enable us to add to our portfolio of digital solutions to drive operational excellence and improve outcomes for patients, providers and payers."

Under the terms of the agreement, ResMed will acquire Brightree for $800 million in cash, which ResMed will fund primarily with debt. Brightree had net sales of approximately $113 million and EBITDA of about $43 million in calendar year 2015. The transaction is expected to be immediately accretive to gross margins and non-GAAP diluted earnings per share after close and beyond. The transaction includes an estimated $300 million from an anticipated future tax benefit, which is expected to positively impact ResMed cash flows over 15 years. Including the present value of these expected tax benefits, the purchase price of $800 million represents a valuation multiple of 7.08x 2015 Revenue and 13.5x 2015 EBITDA.

News link: http://www.prnewswire.com/news-releases/resmed-to-acquire-brightree-for-800-million-300223840.htm



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Cisco Announces Intent to Acquire Jasper Technologies, Inc. February 3, 2016 - Cisco (NASDAQ:CSCO) announced today its intent to acquire Jasper Technologies, Inc., a privately held company based in Santa Clara that delivers a cloud-based IoT service platform to help enterprises and service providers launch, manage and monetize IoT services on a global scale. Under the terms of the agreement, Cisco will pay $1.4 billion in cash and assumed equity awards, plus additional retention based incentives. Jasper is the industry’s leading IoT service platform in terms of number of enterprises and service providers; in fact, many of the world’s largest enterprises and service providers are using the Jasper platform to scale their IoT services business globally. With Jasper, companies can connect any device – from cars to jet engines to implanted pacemakers – over the cellular networks of the top global service providers, and then manage connectivity of IoT services through Jasper’s Software as a Service (SaaS) platform. IoT brings with it many complexities, such as connecting and securing millions of devices and collecting and analyzing data. Jasper simplifies these challenges and helps customers accelerate the shift to IoT. The Jasper IoT service platform automates the management of IoT services across connected devices and enables companies to create new business models that transform their products into connected services and generate new sources of ongoing revenue. Jasper develops and provides a SaaS platform with a predictable, recurring revenue IoT business that manages and drives a wide range of connected devices and services for more than 3500 enterprises worldwide, working with 27 service provider groups globally. The proposed acquisition will allow Cisco to offer a complete IoT solution that is interoperable across devices and works with IoT service providers, application developers and an ecosystem of partners. News link: http://newsroom.cisco.com/press-release-content?articleId=1741680 Solganick & Co. Update: The acquisition was completed on March 22, 2016.

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Buyout Spotlight

Insight Venture Partners to buy Diligent for $624 mln February 13, 2016 – Insight Venture Partners is nearing a deal to acquire Diligent Corp (DIL.NZ), a maker of software used by corporate boards, two people familiar with the matter said on Saturday. Insight, a U.S. investment firm, is planning to pay a 30 percent premium for Diligent, one of the people said. The New York-based company's shares, which are listed in New Zealand, ended trading on Friday at NZ$5.64 ($3.74), valuing the company at NZ$493.4 million. Insight's agreement to acquire Diligent could be announced as soon as Monday in New Zealand, the people said, cautioning that the deal had not yet been finalized. The sources asked not to be named because the matter is confidential. Diligent and Insight Ventures declined to comment. Diligent makes products that provide secure corporate governance and collaboration solutions for boards and senior executives. Its software such as Boardbooks is used by more than 100,000 board directors and executives to keep track of confidential materials and to run board meetings, according to its website. Thomson Reuters Corp (TRI.TO), the parent company of Reuters News, sold Diligent its BoardLink business, a digital meeting portal for boards, last year for $10 million. Insight Ventures is best known for making investments in startups and growth-stage companies, but has also participated in buyouts before. It was part of the private equity consortium that took BMC Software private in 2013 for $6.9 billion, alongside Bain Capital and Golden Gate Capital. Newslink: http://www.reuters.com/article/us-diligent-m-a-insight-idUSKCN0VN01U

http://www.reuters.com/article/us-diligent-m-a-insight-idUSKCN0VN01U

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About Solganick Solganick & Co., Inc. is an independent investment banking and M&A advisory firm focused exclusively on the global Software, IT Services and Digital Media industry sectors. We advise buyers and sellers of companies and efficiently execute M&A transactions that help increase shareholder value. Our professionals have advised on $20+ billion in M&A transactions to date and have current clients and relationships globally with entrepreneurs, companies and leading private equity firms within the sectors we cover.

Please contact us for information regarding this report or to inquire about an M&A transaction.

Solganick & Co., Inc. 8560 West Sunset Blvd, Suite 500 West Hollywood, CA 90069 +1 (310) 684-3130 www.solganickco.com Aaron Solganick, CEO [email protected] Michael Okayo, Associate [email protected] Darryl Tan, Analyst [email protected] Alex Khoras [email protected] Follow Us on Twitter: @TechMediaMerger

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