q4 2015 - solganick & co. · 2020. 5. 5. · surpassed $5 trillion. tech, media, and telecom...

Software M&A Update

Q4 2015 February 11, 2016

Table of Contents

M&A Market Brief – Page 3

The Year 2015 in Review – Page 4-5

Outlook for 2016 – Page 6-7

Notable Software M&A Transactions – Page 7-8

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

M&A Spotlight: Solarwinds / Silver Lake and Thoma Bravo – Page 13-14

M&A Spotlight: Cox Automotive / Dealertrack – Page 14

Buyout Spotlight: Hellman & Friedman / TeamSystem – Page 15

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 cover the Digital Media sector comprehensively including digital and advertising

agencies, advertising software and technologies, Internet, ecommerce and media conglomerates. 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, Berkery Noyes, Deloitte, Fortune, 451 Research

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M&A Market Brief

2015 Became The Biggest M&A Year Ever. Total Volume Surpassed $5 Trillion. Tech, Media, and Telecom industry amount to an unprecedented total of $597 Billion.

Worldwide

• In Q4 2015, global M&A deal value amounted to $1.38 tn. It was the highest quarter recorded for the year, and the third consecutive quarter where transactions exceeded a value of $1 tn.

• Overall, 2015 was a record year for global M&A activity, with regions like the United States and Asia exhibiting a greater appetite for deals. Despite the Federal Rate increase, the Greece debt bailout, and other events of uncertainty, the total value of announced M&A activity hit $4.3 tn for the year, 16.6% higher than the previous high in 2007 and representing an increase of 30.5% from 2014's $3.3 tn. A total of 16,837 transactions were recorded, compared to 17,397 in 2014.

• With shareholders pushing for bold M&A strategy and bank's continued appetite to lend, the mega-deals phenomenon was prominent throughout the year. Deals >$50 bn were abundant, with a total of 10 that amounted to a value of $ 814.6bn, a significant increase compared to 2014's $245.9 bn. But with renewed global uncertainty and a significant slowdown across high-yield, the lending environment might not be able to sustain this moving forward.

United States

• Within the US, Q4 experienced a typical quarterly slow-down, with 1,075 deals amounting to $528.2 bn, down 14.9% compared to Q3's record high (1,255 deals, US $620.7 bn).

• As the economy strengthed and confidence within the US market remained high, deal value ended the year up 40.6% compared to 2014, beating the last high seen in 2006 (4,657 deals, $1.42 tn). 4,786 deals worth $1.97 tn were recorded in 2015, driving 46.2% of global M&A activity.

• The Healthcare sector led the US market in M&A activity for 2015, with deal volume totaling 530 for a total value of $296.9 bn, representing a 28.7% yoy increase. Energy, Mining & Utilities followed closely and came in second, closing out the year at $274.9 bn. Financial Services and Technology ended the year third and fourth, with deal values amounting to $252.0 bn and $249.1 bn respectively.

• The US Technology sector ultimately had a confident year. The transaction value of $249.1 bn amounting from 777 deals reflected a 91.9% increase compared to 2014.

Software

• Overall M&A activity in the Tech industry increased dramatically, with 4388 total transactions that amounted to an unprecedented value of $597bn, which only slightly trailed the preceding two years combined.

• Overall M&A activity across application software remained high, with 873 transactions announced at a total value of 38.9bn. Deal volume showed slight gain yet total value showed slight decline over the same period in 2014, which totalled 818 transactions and 44.9bn. (source: 451 Research)

• Within the application Software sector, the M&A environment remained robust. Total transaction volume in Q4 2015 experienced a decline over Q3 2015, from 233 to 196. Similarly, total transaction value decline by 49 percent over Q3 2015, from $15.8 bn to $8.3 bn.

Technology and Digital Media

Investment Banking M&A Advisory

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The Year 2015 in Review

For the first time ever, in 2015 global M&A volume exceeded $5 trillion in value, surpasing the previous record of $4.7 trillion set in 2007. U.S M&A accounted for about half of the global value, with seven of the ten largest transactions coming from the USA. The leading industry was healthcare at $723.7 billion, with technology coming in second at $713.1 billion. The biggest deal was the pending $160 billion merger between Pfizer, the pharmaceutical giant, and Allergan, an Irish competitor. This was followed by the Anheuser-Busch InBev’s $117.4 billion bid for SAB Miller. With globalization being a major driver of M&A, cross-border deals consitituted a significant part of the wave. More than $1 trillion worth of cross-border deals were announced in 2015, making up about a third of the global value and of this, about one third was between North America and Europe.

Fig 1. Global M&A Deal Volume – Yearly Comparison

Source: Dealogic

Some of the major drivers of this record breaking year for M&A was readily available debt finance, plenty of coorporate cash reserves, and overall confidence in the U.S, as well as the global economy. An interesting rationale for the corporate mergers was tax inversion for the cross-border deals, the prime example of which is the aforementioned Pfizer – Allergan merger. Some of the big U.S companies preferred to invest their overseas earnings in acquisitions rather



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than repartriate the cash and pay higher taxes, a move that has become very unpopular, especially with the politicians. An observable consequence of the availability of credit is that private equity funds came back into the buyout market and are now competing with strategic buyers, unlikes the previous years when they were generally more concerned with securing exits.

However, despite the record breaking year, jitters still remain about the overall strength of the global economy and the prospects for growth, especially due to the divergence in of economic and monetary policies across countries and regions. For instance, the U.S faced a slight ecomonic slowdown in the second half of 2015 and the IMF has since cut its growth rate forecast for 2016 to 2.8% from 3%. It also projects 1.6% rate for the European Union, in part due to the European Central Bank’s commitment to quantitative easing, which is feared will result in a decrease in bond yields. After decades of tremendous growth, China has also revised its growth target to 6.5% upto the year 2020. China is in the midst of rebalancing its economy from an investment led and export oriented one to a more consumption driven one. An indication of this economic shift is the dominance of the services sector which now accounts for 48% of the country’s overall economic output, compared to the industrial sector which accounts for 43%. The slowdown in the Chinese economy could have ripple effects in the M&A markets and cause some consolidations especially in the commodities and logistics sectors.

Fig 2. M&A Activity: Software

Source: Institute for Mergers, Acquisitions and Alliances



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Outlook for 2016

In general, the fundamental drivers of M&A that pushed activity to record levels in 2015 still persist in 2016 and it is expected to be another robust year. Corporate cash is still available and there is increasing confidence in the world economy. It is estimated that North American non-financial companies, led by the U.S, have the highest levels of cash reserves in the S&P 1200 index (estimated at 1.4 trillion in Q3 2015), putting them in a strong position for acquisitions. This is followed by European companies at $1 trillion, and Asian companies at $844 billion. Price/Earnings multiples for deals in the U.S and Asia are currently above their 15-year average. Europe is still at its average level but European companies are expected to grow faster than the other developed economies which makes them attractive targets for acquisitions at favorable multiples. M&A activity is expected to increase as businesses reshape their portfolios and dispose of non-core assets. Private equity firms are expected to be major beneficiaries of these divestments.

Technology M&A As has been the case in recent years, the threat of disruptive innovation continues to impact traditional products and business models. Many companies are therefore launching venture funds to source and invest in new innovations and this could lead to more strategic deals. The technology macro trends that are predicted to influence tech M&A for 2016 are cloud delivery services, digital entertainment (gaming), digital security, location-based services (LBS) and analytics. LBS services such as Uber and Lift, and GPS-enabled devices like smartphones, tablets and other handheld devices are likely to heat up. The reason is that other industries are increasingly adopting LBS technology to improve efficiency, for example in logistics and supply chain management to track vehicle movements and also to help manage inventory. The result of this technology adoption is significantly reduced costs. The use of GPS-enabled devices is also increasing among consumers and this comes with privacy concerns that present further opportunities for complementrary enabling technology providers such as digital security.

Software In the software segment, the important technological trends that are expected to cause consolidations or drive acquisitions are the emergence of the Internet of Things (IoT) and cognitive technologies or artifiial inteligence (AI). The expansion of IoT is expected to spur mega deals especially around connected cars. Drone software is also expected to take off, in particular those that do image analytics and processing. The health sector is also getting more connected as devices such as smartphones, fitness trackers, and other wearable technologies get online. All these “things” will need platforms that enable commmunication and analytics and this will open up new opportunities. They are also bound to pose new security challenges, making it necessary to have rapid threat detection, analysis and response.



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Enterprise software is 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.

Table 1. Notable Software M&A Transactions, Q4 2015

Announcement Date Target Acquirer

Deal Value (USDmm)

Target Description EV/ Revenue

EV/ EBITDA

12/28/2015

Alibaba Group Holding Limited (NYSE:BABA)

- -

DST Global sold its stake in Alibaba Group Holding Ltd. Alibaba Group Holding Limited, through its subsidiaries, operates as an online and mobile commerce company in China and internationally. Based in Hangzhou, China.

- -

12/22/2015 VMS Holdings, Inc.

TargetEveryOne AB (publ) (OM:TEONE)

- Develops a mobile application for sharing videos. - -

12/22/2015 Kepware Technologies, Inc.

PTC Inc. (NasdaqGS:PTC)

118 Develops communication and interoperability software solutions for the automation industry.

6 -

12/21/2015 UMT Consulting Group, LLC

Ernst & Young LLP -

Provides enterprise project and portfolio management consulting services, software products, and training services to Global 1000 companies and Fortune 500 customers.

- -

12/18/2015 Metanautix, Inc.

Microsoft Corporation (NasdaqGS:MSFT)

-

A big data analytics company that engages in building big data analytics systems that help enterprises to realize the potential of their data using standard SQL.

- -

12/18/2015 StackEngine, Inc.

Oracle Corporation (NYSE:ORCL)

-

Builds Docker management and automation software. The company operates a platform that allows organizations to deploy, manage, and scale resilient Docker applications.

- -

12/16/2015

IBS Software Services Private Limited

The Blackstone Group L.P. (NYSE:BX)

170

Offers software products for airlines, airports, online travel agents, and oil and gas corporations, as well as for travel, tour, hospitality, cargo and logistics, ocean transportation, and surface transportation industries. It is headquartered in Trivandrum, India.

- -



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12/14/2015 SurfRight B.V. Sophos Group plc (LSE:SOPH)

32 Develops online security software for the Windows platform. It is headquartered in Hengelo, the Netherlands.

- -

12/14/2015 MinHash, Inc. salesforce.com, inc. (NYSE:CRM)

-

Develops a demand data platform that collects, augments, and organizes demand signals from external and internal sources.

- -

12/08/2015 BlueHornet Networks, Inc.

Marlin Equity Partners, LLC - Provides email marketing solutions. - -

11/24/2015 Faceshift AG Apple Inc. (NasdaqGS:AAPL)

- Develops motion capture software solution for facial expression recognition. It is headquartered in Zürich, Switzerland.

- -

11/09/2015

Secure Islands Technologies Ltd.

Microsoft Corporation 85

Provides enterprise data encryption, information protection and control (IPC) software that enables automatic file and folder encryption and access control on both work computers and employee mobile devices. Based in Israel.

11

10/21/2015 SolarWinds Inc.

Silver Lake Partners/Thoma Bravo

5

Provides network, application, server, storage systems and virtual environment monitoring and performance management software for businesses. Also provides security log and event management software

9 28

10/19/2015 Vormetric, Inc. Thales e-Security, Inc. 400

Provides data security solutions that protect data-at-rest in physical, virtual, big data, and cloud environments for businesses.

7 -

10/06/2015 SAA Software Engineering GmbH

RIB Software AG (DB:RIB)

- Develops software solutions for machine and logistic control applications. . Based in Vienna, Austria.

- -

10/05/2015 Raytheon Foreground Security

Raytheon Company (NYSE:RTN)

-

Operates a Virtual Security Operations Center (V-SOC) and Automated Threat Intelligence Platform (ATIP) offering advanced cyber monitoring, threat hunting and professional services capabilities.

- -

10/05/2015 Red River Software, Inc.

Volaris Group Inc. -

Develops and supports operations and accounting software for specialized industries.

- -

10/01/2015 DealerTrack Holdings Inc.

Cox Automotive [Cox Enterprises]

4

Provides financing, compliance, inventory management and other auto sales related software and software as a service (SaaS) for automobile dealers in North America

5 35

Source: Capital IQ



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Table 2. Ten Most Active Software Acquirers – Full Year 2015

Acquirer Total Acquisitions in 2015

Apple Inc . 14

Gravity4 Inc. 12

Autodesk Inc. 5

Aptean Inc. 4

Marlin Equity Partners LLC 4

Patriot National Inc. 3

Roper Technologies Inc. 3

Trimble Navigation Ltd. 3

Microsoft Corporation 3

Bentley Systems Inc. 3

Source: Solganick & Co. Analysis; 451 Research



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Publicly Traded Software Firms, Valuation Table

Enterprise Software Stock Price (as of 02/03)

Market Cap ($USD mm)

Enterprise Value (EV) / Revenue EV/EBITDA

Microsoft Corporation [MSFT] $52.16 $412,550 4.11 11.88

Oracle Corporation [ORCL] $35.69 $149,940 3.69 9.08

Pegasystems Inc. [PEGA] $23.95 $1,830 2.61 21.77

Red Hat, Inc. [RHT] $67.70 $12,360 6.04 32.58

SAP SE [SAP] $79.07 $94,730 4.14 14.89

SS&C [SSNC] $61.66 $6,280 9.34 28.56

Netsuite[N] $67.10 $5 7.02 -

Average (Mean) 4.99 19.79

Banking and Financial Software Stock Price (as of 02/03)

Market Cap ($USD mm)

Enterprise Value (EV) / Revenue EV/EBITDA

CA Technologies Inc. [CA] $27.87 $11,620 2.75 8.54

CoreLogic, Inc. [CLGX] $34.96 $3,080 3.37 14.72

NCR Corp. [NCR] $21.01 $3,580 1.29 11.20

DST Systems Inc. [DST] $104.90 $3,600 1.82 11.58

Fidelity National Information [FIS] $59.65 $19,470 3.52 13.60

Fiserv, Inc. [FISV] $94.80 $21,670 4.64 15.30

Genpact Limited [G] $24.00 $5,100 2.19 13.67

Jack Henry & Associates [JKHY] $79.88 $6,380 4.34 12.62




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Security Software Stock Price (as of 06/30)

Market Cap ($USD mm) EV/Revenue EV/EBITDA

AVG Technologies N.V. [AVG] $18.39 $962 3.94 12.69


Check Point Software [CHKP] $79.77 $14,430 8.72 16.14

FireEye Inc. [FEYE] $14.18 $2,280 15.18 (18.12)

Fortinet, Inc. [FTNT] $26.39 $4,550 7.58 86.53

Imperva, Inc. [IMPV] $49.59 $1,560 10.02 (31.89)

Progress Software Corporation [PRGS] $27.50 $1,390 4.01 15.13

Red Hat, Inc. [RHT] $75.93 $13,930 7.43 39.23

Symantec Corp. [SYMC] $23.25 $15,830 2.21 7.81


Software - NEC Stock Price (as of 02/03)


AVG Technologies N.V. [AVG] $18.39 $962 3.94 12.69

BroadSoft, Inc. [BSFT] $33.49 $965 3.44 49.68


CommVault Systems, Inc. [CVLT] $38.27 $1,730 2.63 22.96

PTC Inc. [PTC] $29.57 $3,390 3.76 18.52

Splunk Inc. [SPLK] $47.00 $6,100 16.27 -


CRM Stock Price (as of 02/03)


Microsoft Corporation [MSFT] $52.16 $412,550 3.20 8.98

Oracle Corporation [ORCL] $35.69 $14,994 4.33 10.29

Salesforce.com, Inc. [CRM] $65.32 $43,390 6.91 109

SAP SE [SAP] $79.07 $94,730 4.55 13.81


Average (Mean) - w/o Salesforce.com 4.03 11.03



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Business Intelligence & Analytics Stock Price (as of 06/30)


Teradata Corporation [TDC] $23.69 $3,150 1.87 9.29

MicroStrategy Inc. [MSTR] $171.48 $1,960 2.79 22.57


Source: Capital IQ, Yahoo! Finance

HR/HCM Software Stock Price (as of 06/30)


Cornerstone OnDemand [CSOD] $30.45 $1,660 6.91 (40.96)

Workday Inc. [WDAY] $63.06 $12,110 15.46 (89.54)

Average (Mean) 11.19 (65.25)

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M&A Spotlight

SolarWinds acquired by Silver Lake and Thoma Bravo with Total Equity Value of 4.5 Billion October 21, 2015 - SolarWinds (NYSE: SWI), a leading provider of powerful and affordable IT management software, announced that it had entered into a definitive agreement to be acquired by leading private equity technology investment firms Silver Lake Partners and Thoma Bravo, LLC. Under the terms of the agreement, SolarWinds stockholders will receive $60.10 per share or approximately $4.5 billion in cash. The agreement was approved by SolarWinds’ Board of Directors following a comprehensive review of strategic alternatives. “This transaction recognizes the strength of our unique business model and provides our shareholders with immediate and substantial cash value at a compelling premium,” said Kevin B. Thompson, President and Chief Executive Officer of SolarWinds. “We remain committed to our customers and to delivering world class products to help IT professionals manage all things IT in today’s increasingly performance-driven IT infrastructures. Becoming a private company will provide SolarWinds with optimal operating flexibility to execute on its long-term strategy of providing superior products for IT and Dev Ops Pros all over the world. We are extremely excited about partnering with Silver Lake and Thoma Bravo in the next chapter of the SolarWinds story.” “SolarWinds is an exceptional franchise, empowering IT professionals to solve a broad range of challenges every day,” said Ken Hao and Mike Bingle, Managing Partners at Silver Lake. “We have been impressed by the SolarWinds team and their strong track record of growth. We see significant potential to extend and grow the SolarWinds franchise as a private company.” “Thoma Bravo is excited to partner with the SolarWinds’ management team to propel the Company into its next stage of growth," said Orlando Bravo, a managing partner at Thoma Bravo. “We look forward to building upon SolarWinds’ existing market leadership in network performance monitoring while also accelerating its current growth initiatives in Cloud, Hybrid and MSP environments,” added Seth Boro, a managing partner at Thoma Bravo.



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The purchase price represents a 43.5 percent premium to the closing price of SolarWinds common stock on October 8, 2015, one day prior to SolarWinds’ announcement that it was exploring strategic alternatives. News link: http://www.solarwinds.com/company/newsroom/press_releases/solarwinds_to_be_acquired_by_silver_lake_and_thoma_bravo.aspx

Cox Automotive closes $4 Billion Dealertrack Deal

October 1, 2015 - The automotive arm of Atlanta-based Cox Enterprises said that it closed on its $4 billion acquisition of Dealertrack Technologies, a company that provides software, marketing and e-commerce services for car dealers.The all-cash deal, the largest in Cox’s history, adds to Cox Automotive’s core businesses, including online marketplace AutoTrader, used car auction firm Manheim and valuation company Kelley Blue Book.Under the deal, the publicly traded Dealertrack becomes a private subsidiary under the Cox Automotive division.

“These are very complementary companies. There’s very little overlap,” said Sandy Schwartz, president of Cox Automotive.

Cox Automotive, with 24,000 employees and annual revenue of about $5 billion in 2014, is the second-largest division of Cox Enterprises, which also owns The Atlanta Journal-Constitution. With about 5,000 employees, Dealertrack’s various software and services connect dealers with lenders, manufacturers and after-market parts companies. Its subsidiary, Dealer.com, also provides marketing services and produces websites for dealerships.

Mark O’Neil, Dealertrack’s chairman and CEO, will take on a senior executive role in Cox Automotive. To satisfy federal regulators and close the transaction, Cox agreed to sell Dealertrack’s Inventory+ business line to DealerSocket for about $55 million.The U.S. Department of Justice’s Antitrust Division challenged Cox Automotive’s purchase of Dealertrack this week on grounds that Cox would dominate the car dealer inventory management software business. The proposed settlement, which the Justice Department filed this week in conjunction with the lawsuit, would help preserve competition, the government said.

News link: http://www.ajc.com/news/business/cox-automotive-closes-4-billion-dealertrack-deal/nnr9h/

http://www.solarwinds.com/company/newsroom/press_releases/solarwinds_to_be_acquired_by_silver_lake_and_thoma_bravo.aspx

http://www.solarwinds.com/company/newsroom/press_releases/solarwinds_to_be_acquired_by_silver_lake_and_thoma_bravo.aspx

http://www.ajc.com/news/business/cox-automotive-closes-4-billion-dealertrack-deal/nnr9h/

http://www.ajc.com/news/business/cox-automotive-closes-4-billion-dealertrack-deal/nnr9h/

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Buyout Spotlight Hellman & Friedman Buys Majority of Italy’s TeamSystem at $1.3 Billion December 7, 2015 - U.S. buyout fund Hellman & Friedman has agreed to buy a controlling stake in Italian software firm TeamSystem [THSI.UL], it said on Monday, in a deal that sources say values the business at about 1.2 billion euros ($1.3 billion). Hellman & Friedman said it would buy a majority of the Italian provider of accounting software from London-based private equity house HgCapital (HGT.L), which has agreed to retain a minority stake.

It is Hellman & Friedman's first acquisition in Italy after the U.S. private equity house lost out to a consortium of Bain Capital and Advent in an auction to buy Italian banking services firm ICBPI in June. Based in Pesaro, in central Italy, TeamSystem specializes in tax, payroll and accounting software for small and mid-sized Italian businesses.

It has a long history of private equity ownership as buyout funds have consistently injected capital for the past 10 years, U.S. buyout firm Bain Capital first secured control of the business in 2005 and subsequently sold a majority stake to HgCapital for about 565 million euros in 2010.

The so-called tertiary buyout by Hellman & Friedman values the business at a double digit multiple, based on its core earnings, sources close to the deal said. Details of the transaction were not disclosed but a source close to the seller said the business was valued at a multiple of around 16 times its expected earnings before interest, taxes, depreciation and amortization (EBITDA) of roughly 75 million euros in 2015.

Another source, close to Hellman & Friedman, said the U.S. fund based its calculation on a pro-forma EBITDA of 93 million euros, and therefore paid a multiple of 12 to 13 times. He said the business continues to offer strong growth potential in its home market.

Newslink:http://www.reuters.com/article/us-teamsystem-m-a-hellman-friedman-idUSKBN0TQ1SH20151207

http://www.reuters.com/article/us-teamsystem-m-a-hellman-friedman-idUSKBN0TQ1SH20151207

http://www.reuters.com/article/us-teamsystem-m-a-hellman-friedman-idUSKBN0TQ1SH20151207



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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] Alex Khoras [email protected] Follow Us on Twitter: @TechMediaMerger

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q4 2015 - solganick & co. · 2020. 5. 5. · surpassed $5 trillion. tech, media, and telecom...

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