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PRIVATE AND CONFIDENTIALTECHNOLOGY FOCUS. BROAD REACH. OPTIMAL RESULTS.
Firm Focus & Industry Overviews
Peter Falvey
Managing Director
peter.falvey@falveypartners.com
P. 1.617.598.0437
Jeffrey Monk
Analyst
jeffrey.monk@falveypartners.com
P. 1.617.598.0445
Jeffrey Cook
Vice President
jeffrey.cook@falveypartners.com
P. 1.617.598.0439
2
Table of Contents
I. Our Focus & Approach
II. Relevant Industry Overviews
3
I. Our Focus & Approach
4
Falvey Partners Snapshot
FOCUS SELECT, RELEVANT TRANSACTION EXPERIENCE
December 2011
Has acquired
July 2012
Has been
acquired by
September 2011
Series D
Convertible
Preferred Stock
led by
September 2012
Has been
acquired by
A portfolio company of
July 2011
Has been acquired
by a portfolio
company of
April 2011
Has been
acquired by
July 2011
Has been
acquired by
February 2011
Growth equity
investment from
November 2010
Has received an
investment from
A portfolio company of
October 2010
PGI Notify and Send
platforms acquired by
August 2010
Series C
Convertible
Preferred Stock
Led by
SERVICES
 Sell-side or buy-side M&A
 Growth capital raising
 Board and corporate advisory
SECTOR
 Software / SaaS
 Tech-enabled business services
 IT services
 Internet / digital media
COMPANY TYPE
 $50M - $250M in enterprise value
 Growing, with established scale
 Profitable or near-term path to profitability
We are an entrepreneurial investment banking firm focused exclusively on capital
raising and M&A for leading software companies
 Founded in 2012 by Peter Falvey and key members of the Morgan Keegan / Revolution Partners team
 Falvey Partners professionals have closed dozens of software transactions representing billions of
dollars in transaction value
August 2004
Has been
recapitalized by
Sell-Side Advisor
Enterprise
Mobility Software
Provider
Project
Swift
Placement Agent
Web Infrastructure
Software Provider
Project
Anthem
Sell-Side Advisor
Project
Port
Content
Management
Software Provider
Placement Agent
Project
Leaf
Cloud Accounting
Software Provider
December 2012
Strategic Minority
Investment from
July 2011
Strategic minority
investment from
5
We are Experts in Our Focus Sectors
We are thematic in our sector coverage, “placing our bet” on only a few sectors where
we are seen as thought leaders and maintain deep, extensive relationships
SOURCE OF OUR INDUSTRY EXPERTISE
Approach



Relevant Transactions: We have completed numerous, highly relevant deals in our
sectors and take-on impactful transactions that reinforce our reputation and leadership
with industry constituents
Intellectual Property: We create detailed, informed thought pieces on each sector that
we use as the basis of our interaction with companies, buyers, investors and analysts
Extensive Relationships: We invest significant time identifying leading companies,
forming relationships early on and acting as a resource throughout the companies’
lifecycle
 Meaningful Conversations with Buyers: We frequently have meetings with strategics
to do deep dives on our focus sectors, alerting them to trends and companies to watch,
allowing us to be up-to-speed on acquirers’ thoughts and action plans in each sector
6
 Software covering all
aspects of managing
customer experience,
customer intelligence
and internal marketing
processes
 Applications for
developing, deploying
and managing all
aspects of cloud
software
 Software for K-12
learning and corporate
training including
learning management
systems, learning
content creation and
distribution
 Applications covering
the internal and external
social layer for
enterprise collaboration,
project management
and social networks
Our Focus Sectors
FALVEY PARTNERS’ FOCUS
DIGITAL MARKETING CLOUD INFRASTRUCTURE BI / ANALYTICS HUMAN CAPITAL MGMT.
E-DISCOVERY MOBILE E-LEARNING ENTERPRISE SOCIAL
 Software and services
covering all aspects of
the electronic discovery
reference model
including information
management, data
collection / preservation
and review and
analysis
 Consulting services to
help enterprises
integrate their
disparate legacy
systems with cloud
applications
 Applications for
managing, extracting
and analyzing
business data
 Software covering all
aspects of enterprise
mobility enablement
including MDM, MAM,
mobile security and
mobile application
development
7
Our Past Deal Experience
SELECT TRANSACTION EXPERIENCE BY FALVEY PARTNERS PROFESSIONALS
April 2011
Has been
acquired by
July 2011
Has been
acquired by
July 2011
Has been acquired
by a portfolio
company of
February 2011
Growth equity
investment from
November 2010
Has received an
investment from
A portfolio company of
October 2010
PGI Notify and Send
platforms acquired by
July 2011
Has been
acquired by
March 2011
Has divested
its diagnostic
solutions unit
August 2010
Two divisions have been
acquired by a portfolio
company of
April 2010
Has been
acquired by
October 2009
Has been
acquired by
February 2010
Strategic minority
investment by
July 2009
Has been
acquired by a
portfolio
company of
June 2009
Has been
acquired by
August 2010
Series C
Convertible
Preferred Stock
Led by
February 2009
Series D
convertible
preferred stock
July 2006
Has been
acquired by
June 2006
Has been
acquired by
August 2006
Has been
acquired by
August 2006
Has been
acquired by
October 2007
Has been
acquired by
December 2007
Has been
acquired by
December 2007
Has been
acquired by
May 2008
Series D
convertible
preferred stock
December 2011
Has acquired
July 2012
Has been
acquired by
September 2011
Series D
Convertible
Preferred Stock
Led by
September 2012
Has been
acquired by
A portfolio company of
8
Our Approach to Creating Intellectual Property in Sectors
We have invested significant time and resources to establish thought leadership and
mindshare with companies, buyers and investors in our chosen sectors
Thought
Leadership
• Extensive research
• Creation of thought pieces and
market maps
• Reference existing knowledge
and experience from prior
deals
• Distribute thought pieces to
relevant companies
• Form relationships early,
investing significant time as a
resource and trusted advisor
• Place our “bet” on a select few
• Distribute thought pieces to the
relevant consolidators
• Deep dives on the sector with
corporate development teams
• Facilitate introductions to
companies as appropriate
• Be seen as experts and be the
de facto choice when the time
is right
• Refine analysis and extend
leadership from conversations
and completed deals
Meet with
Leading
Companies
Conversations
with Buyers &
Investors
Relevant
Transactions
9
Regular Interaction with Leading Strategic Buyers
We are constantly interacting with leading strategic buyers through deals we have in
market and in-depth discussions on sectors
SELECT CONVERSATIONS WITH STRATEGICS IN RECENT QUARTERS
10
Examples of Thought Leadership
 Several leading prospects – continued
dialogue / meetings with management
 Introductions made for prospects to
relevant companies
 Several leading prospects – continued
dialogue / meetings with management
 Industry analysis sent to Gartner
 Introduction made to companies
Thought
Leadership
Establish
Relationships
with Leading
Companies
Conversations
with Buyers
Personalization Backend-as-a-Service
Relevant
Transactions
11
II. Relevant Industry Overviews
12
II. Focus Areas and Relevant Industry Overviews
Digital Marketing / Personalization
13
Our Thoughts on the Market
 CMO influence is increasing: CMOs are wielding increasing purchasing power and
influence over marketing software solutions
 Marketing is increasing in complexity: The number of technologies in the marketing
stack has increased as CMOs are employing a growing number of best-of-breed solutions
− Growing number of digital touch points need to be managed – areas like mobile,
social, integrated analytics, and personalization make the creation of a marketing
solution much more challenging
 Emergence of platforms: Platform vendors pursuing full solution suites through organic
development and inorganic acquisitions
 M&A Activity Remains Strong: There has been a recent flurry of acquisitions, with the
consolidators paying healthy multiples to continue assembling their portfolios
− Recent high profile acquisitions include Oracle acquiring Responsys, Adobe acquiring
Neolane, SAP acquiring Hybris and Salesforce acquiring ExactTarget
We believe that M&A and investment activity seen in 2013 will accelerate as the
confluence of several trends will shape the digital marketing landscape
14
Problems with Today’s Approach
Today, most personalization is done through extensive integration between
engagement applications and sources of marketing data
CRM
Content
Management
E-Commerce
Automation
E-mail
Marketing
Display
Ads
Analytics
Web /
Mobile
Social
Current
Multiple Integration Points
No System of Record
Current Approach• Extensive integration is not a sustainable way
forward as the complexity of the marketing stack
grows:
- More Data: The amount of data being tracked
(clicks, time spent on site, etc.) and the amount
generated is anticipated to increase 20x in the
next 5 years
- More Systems: Today, an enterprise runs, on
average, 30 marketing systems. This number has
doubled in the last 10 years
- More Silos: Valuable data is often siloed in each
application and unifying, cleansing and enriching
the data is necessary to take action
- More Cost: With stagnant budgets, more systems
and more data, extensive integration for each
incremental system is not sustainable
15
Many Point Solutions and Few Suite Providers
SizeLargerSmaller
Point Solution Providers
Suites
Customer Experience / Touch Customer Intelligence Resource Mgmt / Workflow
External Internal
16
Personalization Market Landscape
Testing
DataActionDataManagement
Personalization
Data Management & Enrichment Tag Management
eCommerce Optimization
Customer
Engagement
Data
Management
and Action
Marketing
Infrastructure
Testing Personalization eCommerce Optimization
Tag ManagementData Management & Enrichment
We view the following categories as the major components in an enterprise’s
marketing data stack
17
Acquisition Portfolios of the Major Acquirers
Examining acquisition activity of the major acquirers highlights the trend towards
acquiring infrastructure and engagement assets
Infrastructure Applications Customer Engagement Data Management & Action
CRM Automation WCM eCommerce E-mail Social Web Testing Personalization
eCommerce
Optimization
Data
Management
Tag
Management
in 2013 for
$600M
in 2010 for
$240M
in 2013 for
$600M
in 2011 for
$400M
in 2010 for
$240M
in 2009 for
$1.8B
in 2011 for
$58M
in 2010 for
$480M
in 2010 for
$1.4B
in 2010 for
~$600M
in 2011 for
$1.5B
in 2012 for
$870M in 2011 in 2010 for $1B
in 2013 for
$1.5B
in 2012 for
$300M in 2011
in 2014 for
$400M
via ExactTarget
in 2013 for
$2.2B
in 2012 for
$689M via ExactTarget
in 2013 for
$1.3B
Acquirer
18
Recent M&A Activity
The consolidators are paying attractive prices for the emergent leaders in digital
marketing to fill in product offering holes
Source: Company Press Releases, SEC Filings, Wall Street Research, CapitalIQ, Pitchbook
Target Acquirer Date EV Revenue / EV
Dec 2013 $1,500M 7.7x
Aug 2013 $21M N/A
Aug 2013 $1,500M 13.6x
Jul 2013 $600M 10.5x
Jul 2013 $316 2.x
Jun 2013 N/A N/A
Jun 2013 2,250M 7.1x
Jan 2013 N/A N/A
Dec 2012 N/A N/A
Dec 2012 $870M 9.7x
Oct 2012 $95.5M 8.7x
Oct 2012 $21M N/A
Jul 2012 $350M ~7.8x – 10x
19
Target Date Amount / Total Raised Investors
November 2013 $27M / $49M Yahoo Japan, Baird Capital, Epic Ventures, Tomorrow Ventures, Others
November 2013 $2.2M / $84M Undisclosed
October 2013 $30M / $97M Peepul Capital, Norwest Venture Partners, Nexus Venture Partners
September 2013 $50M / $140M New Enterprise Associates
August 2013 $38M / $89.3M Sequoia Capital, Northgate Capital, Hummer Winblad, DAG Ventures
August 2013 $33M / $80M Goldman Sachs
July 2013 $40M / $75M Revolution Growth
May 2013 $3M / $73M Atlas Venture, Flybridge Capital Partners, Infocomm Investments
May 2013 $30M / $46M Northgate Capital, Singtel Innov8, Cross Creek, Trinity Partners
April 2013 $35M / $39M Benchmark Capital, Bain Ventures, Battery Ventures, Google Ventures
April 2013 $25M / $87M (Debt Financing) Escalate Capital Partners, Silicon Valley Bank
March 2013 $20M / $107M Temasek, SAP Ventures, Benchmark Capital
February 2013 $15M / $34M Bain Capital, TL Capital
February 2013 $2.2M / $48M Openview Venture Partners, Rose Tech Ventures
February 2013 $18M / $34M OpenView Venture Partners, Austin Ventures, InterWest Partners
January 2013 $60M / $79M Goldman Sachs, Arthur Ventures
November 2012 $25M / $69M Norwest Venture Partners, Nexus Venture Partners
November 2012 $20M / $38M New Enterprise Ventures, Sequoia Capital
November 2012 $30M / $69M Investor Growth Capital, Tenaya Capital, Northbridge Ventures
November 2012 $35M / $101M Altimeter Capital, Cross Creek Capital
Recent Investment Activity
High profile capital providers are showing interest in the broader marketing software
sector through significant investment
Source: Company Press Releases, SEC Filings, Wall Street Research, CapitalIQ, Pitchbook
20
II. Focus Areas and Relevant Industry Overviews
Cloud Infrastructure / Middleware
21
Our Thoughts on the Market
 Adoption growing: Enterprises have widely embraced the economic benefits of SaaS and IaaS
solutions and are quickly moving to middleware solutions as the technology matures and
provides an increasingly compelling value proposition
 The market is separating: We are beginning to see leaders emerge and break away in an
increasingly crowded market place
 Platforms are assembling: The universe is extremely fragmented from both a programming
language and solution perspective. Larger PaaS players (e.g. EngineYard) and major enterprise
vendors are beginning to build platforms through development and acquisition
− IaaS vendors moving up the stack, SaaS vendors moving down the stack to PaaS
 Investment and consolidation will continue: Recent acquisitions of Mashery and Layer7
provide a precedent for consolidation which we think will accelerate over the next 18 months
- Investment activity will focus on enabling leading platforms to consolidate and betting on
disruptive point solutions
- Acquisition activity will come from diverse industry sectors as larger vendors continue to
build out their cloud strategies
We expect the level of transaction activity in the broad cloud middleware sector to
accelerate in the coming year as vendors race to complete their technology stack
22
Market Map for Application & Integration Platforms
Application / SuiteAPI Data
ScaleSmallLargeScaleSmallLarge
APPLICATION PAAS
INTEGRATION PAAS
PURE PLATFORM PLATFORM + DEV TOOLS
- Used for deployment and scaling of existing or new custom applications developed in-house
- Mainly in use in business environments where application development takes places in-house and
developers are looking to abstract the back-end
- Developers will typically need to adhere to an architecture specified by the PaaS vendor
- Front and back-end of application developed and
deployed in studio provided by vendor
- App development adheres to design templates
provided by vendor in visual studio
PaaS
Scale based on company funding and revenue, where available
Acquired
23
Market Map for Point Solutions & Specialists
APP DEVELOPMENT & TESTING
- Tools for rapid application design, development and
testing prior to deployment through a platform
SECURITY & IDENTITY TOOLS
- Point solutions to manage private or public PaaS
security and user identity
DATABASE & ANALYTICS
- Outsourced database platforms and BigData
analytics platforms
BUSINESS PROCESS MANAGEMENT
- Supports software development and SOA by
providing defined, reusable business processes
MBAAS
- Mobile back-end-as-a-service
- Focused exclusively on the stacks used for mobile
applications
Security IdentityDevelopment Testing Data Analytics
Developer Enterprise
Scale based on company funding and revenue, where available
Acquired
24
Application
PaaS
Integration
PaaS
Leading Cloud Infrastructure / Middleware Consolidators
Point Solution
PaaS
Diversified Technology Consolidators
Upgrading product offerings as software development shifts away
from legacy products to the new paradigm
While there will be interest in cloud middleware from diverse industry sectors, we
believe three main industry sectors will drive the consolidation
EXAMPLES OF PAAS CONSOLIDATORS
25
Recent Acquisition Activity
Target Acquirer Date Solution
December 2013 Application PaaS
December 2013 MBaaS
November 2013 Integration PaaS
November 2013 IaaS and PaaS
October 2013 PaaS
September 2013 Application PaaS
August 2013 Application PaaS
July 2013 Integration PaaS
July 2013 Integration PaaS
June 2013 Application PaaS
June 2013 Application PaaS
June 2013 Application PaaS
April 2013 MBaaS
April 2013 Visual PaaS
April 2013 Integration PaaS
April 2013 Integration PaaS
26
Recent Investment Activity
Target Date Solution Amt. / Total Raised Investors
Jan 2014 Application PaaS $25M / $38M Battery Ventures, Prime Ventures
Dec 2013 Application PaaS $16M / $32M Safeguard Scientifics, Ignition, NEA
Dec 2013 Integration PaaS $3.75 / $41 Ignition Venture Partners, Andreessen Horowitz
Sep 2013 Application PaaS Undisclosed Maxfield Capital
Sep 2013 Security $27M /$53.7M Sequoia Capital, Andreessen Horowitz, Greylock
Sep 2013 Security $6.5M / $43.6M Ignition Partners, Others
Jul 2013 Integration PaaS $35M / $120.8M BlackRock, Accenture, Others
Jul 2013 MBaaS $12.1M / $82.9M EDB Investments, Mayfield Fund, Others
Jul 2013 Application PaaS $2M / $16.9M Undisclosed
Jun 2013 Data & Analytics $3.5M / $15.6M Hummer Winblad Ventures,
Jun 2013 Application PaaS $3.4M / $3.4M Sierra Ventures, Andreessen Horowitz, Others
May 2013 Data & Analytics $12M / $15M Devonshire Investors, Rackspace, Toba, Others
May 2013 IaaS $10M / $14.3M Trinity Ventures, Juniper Networks, Seagate
May 2013 Application PaaS $9M / $9.7M Intel Capital, ACT VC, Kernel, VMWare
Apr 2013 Application PaaS $105M / $105M General Electric
Apr 2013 Application PaaS $7.5M / $18M Atlas Venture, Citrix, Maayan Ventures
27
II. Focus Areas and Relevant Industry Overviews
Human Capital Management
28
Human Capital Management Market Remains Active
 High-growth sector: Talent management continues to be a priority for executives and is
being driven by changes in how enterprises interact with human capital
 HR is increasing in complexity: The emergence of social media, collaboration and
mobility as enterprises continue to align with the ‘Web 2.0’ world creates more opportunity,
but also more challenges, for HR professionals
 Highly fragmented market: There is no clear leader in the market, with many point
solutions fighting for share, encouraging players to grow through acquisition
 Consolidation is starting: Much of the acquisition and investment activity has been
directed towards enabling and creating talent suites, as SaaS platforms are emerging as
early leaders, a trend we believe will continue in 2013
The human capital management sector has been one of the most active
investment and M&A markets in recent years and we expect the trend to continue
29
SaaS Suite Vendors Dominate the Market
Source: Gartner, Forrester Research
FORRESTER WAVEGARTNER MAGIC QUADRANT
Although the market is saturated with many high profile point solutions, vendors
offering suites with depth, flexibility and ease-of-use are viewed as market leaders
 Leaders are consolidating to succeed
in this extremely competitive market
 Focused on SaaS suites with an offering
for both performance and learning
30
Many Point Solutions and Few Suite Providers
ScaleLargerSmaller
POINT SOLUTION PROVIDERS
MARKET CONSOLIDATORS
Talent Acquisition HR Core Admin
Candidate-facing Internal
Talent Management
Employee-facing
31
HCM Point Solutions Market Map
TALENT ACQUISITION
SOURCING RECRUITING + ONBOARDING
TALENT MANAGEMENT
PERFORMANCE + SUCCESSION TRAINING / LEARNING MANAGEMENT
HR CORE ADMINISTRATION
ScaleScaleScale
RECOGNITION / REWARDSPAYROLL / BENEFITS / TAX / COMPLIANCETIME + ATTENDANCE
32
Recent Strategic M&A Activity
Source: Company Press Releases, SEC Filings, Wall Street Research, CapitalIQ, PitchBook
Target Acquirer Date Solution
February 2014 Talent search engine
February 2014 Online job search portal
October 2013 Talent acquisition and management software
August 2013 Online training for IT professionals
May 2013 Behavioral assessment solutions
December 2012 Time and attendance software for SMBs
September 2012 Online job search portal
September 2012 SaaS social recruiting and networking
September 2012 E-learning and talent management content provider
August 2012 SaaS solutions for recruiting and developing employees
June 2012 Video interviewing platform
April 2012 Performance and succession management software
March 2012 Workforce management software
March 2012 SaaS solutions for organizational change and growth
February 2012 On-demand talent management software
February 2012 Workforce management
February 2012 Workforce training software
= Falvey Partners acted as advisor: case study and process overview in rear of book
33
Recent Investment Activity
Target Date
Amount / Total
Raised
Investors
Feb 2014 $750M (Recap) Blackstone, GIC
Feb 2014 $20M / $26M General Catalyst, KPCB
Feb 2014 $11M / $25M Accel-KKR, Norwest Venture Partners
Jan 2014 $4.5M / $9M Undisclosed
Oct 2013 $16M / $63.8M Starvest, Morgenthaler, Scale, C&B Capital, Intersouth, others
Oct 2013 $25M / $53.5M Sequoia Capital, ICG, Granite Ventures, Peterson Ventures
Sep 2013 $20M / $27.7M Highland Capital Partners
Aug 2013 $10M / $15.5M Rembrandt Venture Partners, The Mayfield Fund
Aug 2013 $16M / $203.5M Foundation Capital, Azure Capital Partners, Intel Capital, Others
Aug 2013 $2M / $3M IrishAngels
Jul 2013 $2.1M / $2.1M Venrock, Maverick Capital, Andreessen, General Catalyst
Jul 2013 $1M / $1M Andreessen, Kapor Capital, Founder Collective, Greylock
Jul 2013 $7M / $11.7M Edison Ventures, Carmel Ventures
Jul 2013 $5.3M / $8.2M Atlas Venture, Google Ventures, NextView Ventures
Jul 2013 $1.5M / $2.3M MMC Ventures
Source: Company Press Releases, SEC Filings, Wall Street Research, CapitalIQ, PitchBook
34
II. Focus Areas and Relevant Industry Overviews
Business Intelligence / Analytics
35
Overview
 Market evolving: Enterprises are moving away from legacy solutions and towards a growing
crop of disruptive vendors (e.g. Tableau, GoodData) addressing a new set of BI needs such as
mobile, BigData, cloud and social
 BI remains a top priority for IT: Having neglected BI spending over the past few years,
enterprises are refocusing on growth initiatives and upgrading to more robust BI solutions
- New cloud-based solutions touting ease-of-use will also extend the appeal of BI solutions to
the mid-market, who will play a major role in overall market growth
• Next-gen solutions are being funded: Disruptive vendors that are gaining traction are receiving
significant funding from VCs to take advantage of the market window
 Legacy players need to catch up: Larger legacy players (SAP, Oracle, IBM, etc.) will look to
acquire more nimble independent vendors in an effort to keep pace with the rapid evolution of the
BI analytics market
The BI analytics market is quickly moving to the “2.0” phase of its lifecycle which we
believe will usher in a wave of investment and consolidation activity
36
Market Map
Scale based on company funding and revenue, where available
ScaleLargerSmaller
FunctionalityBI 1.0 BI 2.0
<$25M
$25M - $100M
$100M - $500M
$500M+
37
M&A Interest Comes from Several Angles
DATA & INFRASTRUCTURE APPLICATION VENDORS
• Vendors controlling the data and infrastructure layer
• Focused on platform acquisitions to move up the technology
stack towards the application layer
• Enterprise application vendors
• Will look to acquire front-end solutions to broaden product
offering; pursue select vertical acquisitions
DIVERSIFIED TECHNOLOGY / FULL-STACK BI PURE-PLAY BI VENDORS
• Diversified technology vendors offering solutions across the BI
stack, from hardware to applications
• Will look to do technology tuck-ins as well as acquire platforms
• Independent BI vendors of scale looking to build BI product
offering across the technology stack
• More focused on tuck-in technology / functionality acquisitions
38
Recent Acquisition Activity
Target Acquirer Date Solution
January 2014 Maker of scientific BI software
October 2013 Active subscriber intelligence platform
October 2013 Technology and personalized BI
September 2013 Predictive analytics and modeling
August 2013 Real-time operational intelligence
June 2013 Visual analytics and BI
June 2013 Custom analytics
June 2013 Streaming analytics software
May 2013 Advanced visualization for data
March 2013 Web and Social Media Analytics Technology
March 2013 BI and analytics software
February 2013 Process automation for BI software
October 2012 Big data search and analytics
September 2012 Personalized SaaS BI
August 2012 Big data analytics
June 2012 Metadata management
May 2012 Real-time network data analytics
39
Recent Investment Activity
Target Date Amt. / Total Raised Investors
Feb 2014 $125M / $248M TPG Growth, Salesforce, Greylock, IVP, Mercato, others
Nov 2013 $4M / $4M Alven Capital Partners
Oct 2013 $7M / $27M Undisclosed
Sept 2013 $27.5M / $49M LLR Partners, Updata Partners
Aug 2013 $38M / $91.3M Sequoia, Northgate, Hummer Winblad, DAG Ventures
Jul 2013 $4.1M / $5.2M Columbus Nova Technology Ventures, Razor’s Edge, CIT
Jun 2013 $22M / $74M TOTSV Ventures, Adreessen Horowitz, General Catalyst
Jun 2013 $8M / $13.5M Draper Fisher Jurvetson, Atlas Venture
May 2013 $46M / $97M Bessemer, Norwest Ventures Partners, ONSET Ventures
May 2013 $12M / $18M Toba Capital, SAP Ventures
May 2013 $6.5M / $7.7M Trinity Ventures, SoftTech VC
May 2013 $254M (IPO) New Enterprise Associates was the seller
Apr 2013 $39M / $86.5M Investor Growth Capital, QuestMark Partners, Intel Capital
Apr 2013 $10M / $23.5M Battery Ventures, Opus Capital, Genesis Partners
Mar 2013 $2.5M / $10.6M Undisclosed
Feb 2013 $1M / $1M (Debt) Intel Capital, JMI Equity, Others
40
II. Focus Areas and Relevant Industry Overviews
Enterprise Mobility
41
Enterprise Mobility Will Continue to be an Active Sector in 2014
 Strong growth outlook: Enterprise mobility continues to be a major area of focus for enterprises
and the underlying macro drivers are undeniable
 Enterprises are demanding unified solution sets: The requirements of enterprise mobility
continue to evolve in lockstep with the industry: what started with a need for basic MDM / end-
point security has quickly spread to MAM, data security and deeper mobile security
 Large players will need to acquire to build solution sets: The exploding demand from
enterprises for a unified mobility solution will translate to consolidation and investment activity in
the industry
- We believe that the consolidation seen in the second half of 2012 and 2013 will continue to
play-out as the larger players in the space and tech consolidators round out their portfolios
- Many of the tech consolidators have fallen behind more acquisitive competitors and will
need to acquire to keep pace
We expect the level of investment and transaction activity in enterprise mobility to
continue into the coming year
42
Market Divided Between Large Players and Point Solutions
Device FocusApplication / Data Focus
= Acquired / Operating Subsidiary
ScaleSmallerLarger
Market Solution
Scale based on available revenue figures and amount of funding raised
43
Solution Landscape Among Large Strategics
Current EMM product portfolios are being assembled through partnerships and
acquisition. Consolidation activity will remain as companies bring capabilities in-house
Potential Buyer Deployment Products Customer Strength Major Partners
Cloud On-Premise MDM MAM Security App Dev. Analytics Content Enterprise SMB
Large, Diversified Enterprise Software Vendors
CA Technologies X X  
Dell    X Microsoft
EMC X X  X
HP   P A R T N ER  X F5 Networks
IBM X   X
Microsoft    
Oracle X   X
SAP X  P A R T N ER  X Appcelerator, Phonegap (Adobe), Sencha
Salesforce  X  
Infrastructure / Network Management
Aruba Networks   P A R T N ER   SOTI, MobileIron, JAMF Software
BMC Software   P A R T N ER P A R T N ER P A R T N ER P A R T N ER  X AirWatch
Cisco   P A R T N ER P A R T N ER P A R T N ER  X AirWatch, Good Technology, MobileIron, Zenprise
Citrix    
F5 Networks   P A R T N ER   AirWatch, MobileIron, Silverback MDM, Zenprise
Juniper Networks X   
LANDesk X  P A R T N ER   Kaspersky Labs
Palo Alto Networks   P A R T N ER P A R T N ER P A R T N ER   MobileIron, Zenprise
Research in Motion X   
VMware X  P A R T N ER P A R T N ER  X Cisco, Dell, F5 Networks, Symantec, McAfee
Security / Support Software
Absolute Software X  P A R T N ER P A R T N ER P A R T N ER P A R T N ER   Intel, McAfee, Microsoft, Qualcomm, Verizon
BeyondTrust X  P A R T N ER   IBM, Microsoft, Oracle, HP, McAfee, VMware
Kaseya    
LogMeIn X X X 
McAfee    
Symantec X   
Stronger Offering Acceptable Offering No Offering
44
Enterprise Mobility Precedent Transaction
Strategics have been aggressively rounding out product offerings through acquisition,
acquiring targets at premium valuations
Target Acquirer Date Valuation* EV/Revenue*
January 2014 $1,540 N/A
November 2013 $300M - $325M 6.0x – 6.5x
November 2013 Undisclosed N/A
February 2013 $1,000M 14.3x
December 2012 $355M 15.4x
October 2012 $25M 31.3x
June 2012 $82M 4.1x
April 2012 $28M 28.0x
March 2012 $60M 12.0x
February 2012 $70M 23.3x
July 2010 $5.4B 4.5x
April 2010 $200M 6.7x
Median: 13.2x
Mean: 14.6x
* Data based on Falvey Partners’ and market estimates when not publicly disclosed
Source: SEC Filings, Company Press Releases, Wall Street Research, 451 Research, CapitalIQ
45
II. Focus Areas and Relevant Industry Overviews
Other Focus Areas
46
Additional Focus Areas
Outside of the sectors covered above, we focus on a few additional high profile
sectors and are continually expanding our reach
E-DISCOVERY E-LEARNING
 With legal / compliance areas becoming
more important areas for IT spending and
the amount of electronically stored
information growing exponentially, the e-
discovery market has attractive growth
drivers
 While not a hot market in recent years, the
space will consolidate, a function of client
needs and a fragmented, localized market
− Large enterprise software vendors
looking to acquire small e-discovery
point solutions to build solutions that
span the entire EDRM lifecycle
− The handful of strong, independent e-
discovery companies will have the
opportunity to consolidate subscale
local competitors
 The emergence of e-learning solutions has
rapidly taken market share from traditional
instructor-led training at both the K-12 and
corporate training levels
 The popularity of MOOCs has led to a sizable
amount of new companies emerging and
investment activity in the space (i.e. Coursera,
Udacity, Udemy)
 At the corporate level there has been a
convergence of e-learning with talent
management solutions to provide a platform
for full human capital management
− Oracle acquired Taleo which acquired
Vurv, Learn.com, Cytiva Software and
Jobpartners
− SAP acquired SuccessFactors which
had acquired Plateau Systems
47
Additional Focus Areas (cont.)
MOBILE-BACKEND-AS-A-SERVICE ENTERPRISE SOCIAL SOFTWARE
 Relatively new technology, though new
companies have been popping up in the
space on a weekly basis
 A simpler, more cost effective way for
developers and enterprises to develop
mobile apps, MBaaS vendors are taking
market share from traditional MADP
vendors
 Much like PaaS of years ago, MBaaS
vendors must prove the technology is
enterprise-grade and scalable before
gaining mind share from potential
acquirers
 Facebook’s recent acquisition of Parse
($80M) and Paypal’s acquisition of
StackMob may provide a light tailwind for
activity
 The maturation of social media has
created a diverse landscape segmented
with numerous use cases of social media,
both internally (communication and
collaboration) and externally (marketing,
customer care)
 The vastness of segments in social
enterprise software has led to a dynamic
where only the large players with
platforms will be able to keep up with
everything to be competitive and must
build solution sets by acquiring point
solutions
 IBM, Jive and Communispace have
emerged as the early leaders of enterprise
social software market share

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Falvey Partners Focus & Sector Overviews

  • 1. PRIVATE AND CONFIDENTIALTECHNOLOGY FOCUS. BROAD REACH. OPTIMAL RESULTS. Firm Focus & Industry Overviews Peter Falvey Managing Director peter.falvey@falveypartners.com P. 1.617.598.0437 Jeffrey Monk Analyst jeffrey.monk@falveypartners.com P. 1.617.598.0445 Jeffrey Cook Vice President jeffrey.cook@falveypartners.com P. 1.617.598.0439
  • 2. 2 Table of Contents I. Our Focus & Approach II. Relevant Industry Overviews
  • 3. 3 I. Our Focus & Approach
  • 4. 4 Falvey Partners Snapshot FOCUS SELECT, RELEVANT TRANSACTION EXPERIENCE December 2011 Has acquired July 2012 Has been acquired by September 2011 Series D Convertible Preferred Stock led by September 2012 Has been acquired by A portfolio company of July 2011 Has been acquired by a portfolio company of April 2011 Has been acquired by July 2011 Has been acquired by February 2011 Growth equity investment from November 2010 Has received an investment from A portfolio company of October 2010 PGI Notify and Send platforms acquired by August 2010 Series C Convertible Preferred Stock Led by SERVICES  Sell-side or buy-side M&A  Growth capital raising  Board and corporate advisory SECTOR  Software / SaaS  Tech-enabled business services  IT services  Internet / digital media COMPANY TYPE  $50M - $250M in enterprise value  Growing, with established scale  Profitable or near-term path to profitability We are an entrepreneurial investment banking firm focused exclusively on capital raising and M&A for leading software companies  Founded in 2012 by Peter Falvey and key members of the Morgan Keegan / Revolution Partners team  Falvey Partners professionals have closed dozens of software transactions representing billions of dollars in transaction value August 2004 Has been recapitalized by Sell-Side Advisor Enterprise Mobility Software Provider Project Swift Placement Agent Web Infrastructure Software Provider Project Anthem Sell-Side Advisor Project Port Content Management Software Provider Placement Agent Project Leaf Cloud Accounting Software Provider December 2012 Strategic Minority Investment from July 2011 Strategic minority investment from
  • 5. 5 We are Experts in Our Focus Sectors We are thematic in our sector coverage, “placing our bet” on only a few sectors where we are seen as thought leaders and maintain deep, extensive relationships SOURCE OF OUR INDUSTRY EXPERTISE Approach    Relevant Transactions: We have completed numerous, highly relevant deals in our sectors and take-on impactful transactions that reinforce our reputation and leadership with industry constituents Intellectual Property: We create detailed, informed thought pieces on each sector that we use as the basis of our interaction with companies, buyers, investors and analysts Extensive Relationships: We invest significant time identifying leading companies, forming relationships early on and acting as a resource throughout the companies’ lifecycle  Meaningful Conversations with Buyers: We frequently have meetings with strategics to do deep dives on our focus sectors, alerting them to trends and companies to watch, allowing us to be up-to-speed on acquirers’ thoughts and action plans in each sector
  • 6. 6  Software covering all aspects of managing customer experience, customer intelligence and internal marketing processes  Applications for developing, deploying and managing all aspects of cloud software  Software for K-12 learning and corporate training including learning management systems, learning content creation and distribution  Applications covering the internal and external social layer for enterprise collaboration, project management and social networks Our Focus Sectors FALVEY PARTNERS’ FOCUS DIGITAL MARKETING CLOUD INFRASTRUCTURE BI / ANALYTICS HUMAN CAPITAL MGMT. E-DISCOVERY MOBILE E-LEARNING ENTERPRISE SOCIAL  Software and services covering all aspects of the electronic discovery reference model including information management, data collection / preservation and review and analysis  Consulting services to help enterprises integrate their disparate legacy systems with cloud applications  Applications for managing, extracting and analyzing business data  Software covering all aspects of enterprise mobility enablement including MDM, MAM, mobile security and mobile application development
  • 7. 7 Our Past Deal Experience SELECT TRANSACTION EXPERIENCE BY FALVEY PARTNERS PROFESSIONALS April 2011 Has been acquired by July 2011 Has been acquired by July 2011 Has been acquired by a portfolio company of February 2011 Growth equity investment from November 2010 Has received an investment from A portfolio company of October 2010 PGI Notify and Send platforms acquired by July 2011 Has been acquired by March 2011 Has divested its diagnostic solutions unit August 2010 Two divisions have been acquired by a portfolio company of April 2010 Has been acquired by October 2009 Has been acquired by February 2010 Strategic minority investment by July 2009 Has been acquired by a portfolio company of June 2009 Has been acquired by August 2010 Series C Convertible Preferred Stock Led by February 2009 Series D convertible preferred stock July 2006 Has been acquired by June 2006 Has been acquired by August 2006 Has been acquired by August 2006 Has been acquired by October 2007 Has been acquired by December 2007 Has been acquired by December 2007 Has been acquired by May 2008 Series D convertible preferred stock December 2011 Has acquired July 2012 Has been acquired by September 2011 Series D Convertible Preferred Stock Led by September 2012 Has been acquired by A portfolio company of
  • 8. 8 Our Approach to Creating Intellectual Property in Sectors We have invested significant time and resources to establish thought leadership and mindshare with companies, buyers and investors in our chosen sectors Thought Leadership • Extensive research • Creation of thought pieces and market maps • Reference existing knowledge and experience from prior deals • Distribute thought pieces to relevant companies • Form relationships early, investing significant time as a resource and trusted advisor • Place our “bet” on a select few • Distribute thought pieces to the relevant consolidators • Deep dives on the sector with corporate development teams • Facilitate introductions to companies as appropriate • Be seen as experts and be the de facto choice when the time is right • Refine analysis and extend leadership from conversations and completed deals Meet with Leading Companies Conversations with Buyers & Investors Relevant Transactions
  • 9. 9 Regular Interaction with Leading Strategic Buyers We are constantly interacting with leading strategic buyers through deals we have in market and in-depth discussions on sectors SELECT CONVERSATIONS WITH STRATEGICS IN RECENT QUARTERS
  • 10. 10 Examples of Thought Leadership  Several leading prospects – continued dialogue / meetings with management  Introductions made for prospects to relevant companies  Several leading prospects – continued dialogue / meetings with management  Industry analysis sent to Gartner  Introduction made to companies Thought Leadership Establish Relationships with Leading Companies Conversations with Buyers Personalization Backend-as-a-Service Relevant Transactions
  • 12. 12 II. Focus Areas and Relevant Industry Overviews Digital Marketing / Personalization
  • 13. 13 Our Thoughts on the Market  CMO influence is increasing: CMOs are wielding increasing purchasing power and influence over marketing software solutions  Marketing is increasing in complexity: The number of technologies in the marketing stack has increased as CMOs are employing a growing number of best-of-breed solutions − Growing number of digital touch points need to be managed – areas like mobile, social, integrated analytics, and personalization make the creation of a marketing solution much more challenging  Emergence of platforms: Platform vendors pursuing full solution suites through organic development and inorganic acquisitions  M&A Activity Remains Strong: There has been a recent flurry of acquisitions, with the consolidators paying healthy multiples to continue assembling their portfolios − Recent high profile acquisitions include Oracle acquiring Responsys, Adobe acquiring Neolane, SAP acquiring Hybris and Salesforce acquiring ExactTarget We believe that M&A and investment activity seen in 2013 will accelerate as the confluence of several trends will shape the digital marketing landscape
  • 14. 14 Problems with Today’s Approach Today, most personalization is done through extensive integration between engagement applications and sources of marketing data CRM Content Management E-Commerce Automation E-mail Marketing Display Ads Analytics Web / Mobile Social Current Multiple Integration Points No System of Record Current Approach• Extensive integration is not a sustainable way forward as the complexity of the marketing stack grows: - More Data: The amount of data being tracked (clicks, time spent on site, etc.) and the amount generated is anticipated to increase 20x in the next 5 years - More Systems: Today, an enterprise runs, on average, 30 marketing systems. This number has doubled in the last 10 years - More Silos: Valuable data is often siloed in each application and unifying, cleansing and enriching the data is necessary to take action - More Cost: With stagnant budgets, more systems and more data, extensive integration for each incremental system is not sustainable
  • 15. 15 Many Point Solutions and Few Suite Providers SizeLargerSmaller Point Solution Providers Suites Customer Experience / Touch Customer Intelligence Resource Mgmt / Workflow External Internal
  • 16. 16 Personalization Market Landscape Testing DataActionDataManagement Personalization Data Management & Enrichment Tag Management eCommerce Optimization Customer Engagement Data Management and Action Marketing Infrastructure Testing Personalization eCommerce Optimization Tag ManagementData Management & Enrichment We view the following categories as the major components in an enterprise’s marketing data stack
  • 17. 17 Acquisition Portfolios of the Major Acquirers Examining acquisition activity of the major acquirers highlights the trend towards acquiring infrastructure and engagement assets Infrastructure Applications Customer Engagement Data Management & Action CRM Automation WCM eCommerce E-mail Social Web Testing Personalization eCommerce Optimization Data Management Tag Management in 2013 for $600M in 2010 for $240M in 2013 for $600M in 2011 for $400M in 2010 for $240M in 2009 for $1.8B in 2011 for $58M in 2010 for $480M in 2010 for $1.4B in 2010 for ~$600M in 2011 for $1.5B in 2012 for $870M in 2011 in 2010 for $1B in 2013 for $1.5B in 2012 for $300M in 2011 in 2014 for $400M via ExactTarget in 2013 for $2.2B in 2012 for $689M via ExactTarget in 2013 for $1.3B Acquirer
  • 18. 18 Recent M&A Activity The consolidators are paying attractive prices for the emergent leaders in digital marketing to fill in product offering holes Source: Company Press Releases, SEC Filings, Wall Street Research, CapitalIQ, Pitchbook Target Acquirer Date EV Revenue / EV Dec 2013 $1,500M 7.7x Aug 2013 $21M N/A Aug 2013 $1,500M 13.6x Jul 2013 $600M 10.5x Jul 2013 $316 2.x Jun 2013 N/A N/A Jun 2013 2,250M 7.1x Jan 2013 N/A N/A Dec 2012 N/A N/A Dec 2012 $870M 9.7x Oct 2012 $95.5M 8.7x Oct 2012 $21M N/A Jul 2012 $350M ~7.8x – 10x
  • 19. 19 Target Date Amount / Total Raised Investors November 2013 $27M / $49M Yahoo Japan, Baird Capital, Epic Ventures, Tomorrow Ventures, Others November 2013 $2.2M / $84M Undisclosed October 2013 $30M / $97M Peepul Capital, Norwest Venture Partners, Nexus Venture Partners September 2013 $50M / $140M New Enterprise Associates August 2013 $38M / $89.3M Sequoia Capital, Northgate Capital, Hummer Winblad, DAG Ventures August 2013 $33M / $80M Goldman Sachs July 2013 $40M / $75M Revolution Growth May 2013 $3M / $73M Atlas Venture, Flybridge Capital Partners, Infocomm Investments May 2013 $30M / $46M Northgate Capital, Singtel Innov8, Cross Creek, Trinity Partners April 2013 $35M / $39M Benchmark Capital, Bain Ventures, Battery Ventures, Google Ventures April 2013 $25M / $87M (Debt Financing) Escalate Capital Partners, Silicon Valley Bank March 2013 $20M / $107M Temasek, SAP Ventures, Benchmark Capital February 2013 $15M / $34M Bain Capital, TL Capital February 2013 $2.2M / $48M Openview Venture Partners, Rose Tech Ventures February 2013 $18M / $34M OpenView Venture Partners, Austin Ventures, InterWest Partners January 2013 $60M / $79M Goldman Sachs, Arthur Ventures November 2012 $25M / $69M Norwest Venture Partners, Nexus Venture Partners November 2012 $20M / $38M New Enterprise Ventures, Sequoia Capital November 2012 $30M / $69M Investor Growth Capital, Tenaya Capital, Northbridge Ventures November 2012 $35M / $101M Altimeter Capital, Cross Creek Capital Recent Investment Activity High profile capital providers are showing interest in the broader marketing software sector through significant investment Source: Company Press Releases, SEC Filings, Wall Street Research, CapitalIQ, Pitchbook
  • 20. 20 II. Focus Areas and Relevant Industry Overviews Cloud Infrastructure / Middleware
  • 21. 21 Our Thoughts on the Market  Adoption growing: Enterprises have widely embraced the economic benefits of SaaS and IaaS solutions and are quickly moving to middleware solutions as the technology matures and provides an increasingly compelling value proposition  The market is separating: We are beginning to see leaders emerge and break away in an increasingly crowded market place  Platforms are assembling: The universe is extremely fragmented from both a programming language and solution perspective. Larger PaaS players (e.g. EngineYard) and major enterprise vendors are beginning to build platforms through development and acquisition − IaaS vendors moving up the stack, SaaS vendors moving down the stack to PaaS  Investment and consolidation will continue: Recent acquisitions of Mashery and Layer7 provide a precedent for consolidation which we think will accelerate over the next 18 months - Investment activity will focus on enabling leading platforms to consolidate and betting on disruptive point solutions - Acquisition activity will come from diverse industry sectors as larger vendors continue to build out their cloud strategies We expect the level of transaction activity in the broad cloud middleware sector to accelerate in the coming year as vendors race to complete their technology stack
  • 22. 22 Market Map for Application & Integration Platforms Application / SuiteAPI Data ScaleSmallLargeScaleSmallLarge APPLICATION PAAS INTEGRATION PAAS PURE PLATFORM PLATFORM + DEV TOOLS - Used for deployment and scaling of existing or new custom applications developed in-house - Mainly in use in business environments where application development takes places in-house and developers are looking to abstract the back-end - Developers will typically need to adhere to an architecture specified by the PaaS vendor - Front and back-end of application developed and deployed in studio provided by vendor - App development adheres to design templates provided by vendor in visual studio PaaS Scale based on company funding and revenue, where available Acquired
  • 23. 23 Market Map for Point Solutions & Specialists APP DEVELOPMENT & TESTING - Tools for rapid application design, development and testing prior to deployment through a platform SECURITY & IDENTITY TOOLS - Point solutions to manage private or public PaaS security and user identity DATABASE & ANALYTICS - Outsourced database platforms and BigData analytics platforms BUSINESS PROCESS MANAGEMENT - Supports software development and SOA by providing defined, reusable business processes MBAAS - Mobile back-end-as-a-service - Focused exclusively on the stacks used for mobile applications Security IdentityDevelopment Testing Data Analytics Developer Enterprise Scale based on company funding and revenue, where available Acquired
  • 24. 24 Application PaaS Integration PaaS Leading Cloud Infrastructure / Middleware Consolidators Point Solution PaaS Diversified Technology Consolidators Upgrading product offerings as software development shifts away from legacy products to the new paradigm While there will be interest in cloud middleware from diverse industry sectors, we believe three main industry sectors will drive the consolidation EXAMPLES OF PAAS CONSOLIDATORS
  • 25. 25 Recent Acquisition Activity Target Acquirer Date Solution December 2013 Application PaaS December 2013 MBaaS November 2013 Integration PaaS November 2013 IaaS and PaaS October 2013 PaaS September 2013 Application PaaS August 2013 Application PaaS July 2013 Integration PaaS July 2013 Integration PaaS June 2013 Application PaaS June 2013 Application PaaS June 2013 Application PaaS April 2013 MBaaS April 2013 Visual PaaS April 2013 Integration PaaS April 2013 Integration PaaS
  • 26. 26 Recent Investment Activity Target Date Solution Amt. / Total Raised Investors Jan 2014 Application PaaS $25M / $38M Battery Ventures, Prime Ventures Dec 2013 Application PaaS $16M / $32M Safeguard Scientifics, Ignition, NEA Dec 2013 Integration PaaS $3.75 / $41 Ignition Venture Partners, Andreessen Horowitz Sep 2013 Application PaaS Undisclosed Maxfield Capital Sep 2013 Security $27M /$53.7M Sequoia Capital, Andreessen Horowitz, Greylock Sep 2013 Security $6.5M / $43.6M Ignition Partners, Others Jul 2013 Integration PaaS $35M / $120.8M BlackRock, Accenture, Others Jul 2013 MBaaS $12.1M / $82.9M EDB Investments, Mayfield Fund, Others Jul 2013 Application PaaS $2M / $16.9M Undisclosed Jun 2013 Data & Analytics $3.5M / $15.6M Hummer Winblad Ventures, Jun 2013 Application PaaS $3.4M / $3.4M Sierra Ventures, Andreessen Horowitz, Others May 2013 Data & Analytics $12M / $15M Devonshire Investors, Rackspace, Toba, Others May 2013 IaaS $10M / $14.3M Trinity Ventures, Juniper Networks, Seagate May 2013 Application PaaS $9M / $9.7M Intel Capital, ACT VC, Kernel, VMWare Apr 2013 Application PaaS $105M / $105M General Electric Apr 2013 Application PaaS $7.5M / $18M Atlas Venture, Citrix, Maayan Ventures
  • 27. 27 II. Focus Areas and Relevant Industry Overviews Human Capital Management
  • 28. 28 Human Capital Management Market Remains Active  High-growth sector: Talent management continues to be a priority for executives and is being driven by changes in how enterprises interact with human capital  HR is increasing in complexity: The emergence of social media, collaboration and mobility as enterprises continue to align with the ‘Web 2.0’ world creates more opportunity, but also more challenges, for HR professionals  Highly fragmented market: There is no clear leader in the market, with many point solutions fighting for share, encouraging players to grow through acquisition  Consolidation is starting: Much of the acquisition and investment activity has been directed towards enabling and creating talent suites, as SaaS platforms are emerging as early leaders, a trend we believe will continue in 2013 The human capital management sector has been one of the most active investment and M&A markets in recent years and we expect the trend to continue
  • 29. 29 SaaS Suite Vendors Dominate the Market Source: Gartner, Forrester Research FORRESTER WAVEGARTNER MAGIC QUADRANT Although the market is saturated with many high profile point solutions, vendors offering suites with depth, flexibility and ease-of-use are viewed as market leaders  Leaders are consolidating to succeed in this extremely competitive market  Focused on SaaS suites with an offering for both performance and learning
  • 30. 30 Many Point Solutions and Few Suite Providers ScaleLargerSmaller POINT SOLUTION PROVIDERS MARKET CONSOLIDATORS Talent Acquisition HR Core Admin Candidate-facing Internal Talent Management Employee-facing
  • 31. 31 HCM Point Solutions Market Map TALENT ACQUISITION SOURCING RECRUITING + ONBOARDING TALENT MANAGEMENT PERFORMANCE + SUCCESSION TRAINING / LEARNING MANAGEMENT HR CORE ADMINISTRATION ScaleScaleScale RECOGNITION / REWARDSPAYROLL / BENEFITS / TAX / COMPLIANCETIME + ATTENDANCE
  • 32. 32 Recent Strategic M&A Activity Source: Company Press Releases, SEC Filings, Wall Street Research, CapitalIQ, PitchBook Target Acquirer Date Solution February 2014 Talent search engine February 2014 Online job search portal October 2013 Talent acquisition and management software August 2013 Online training for IT professionals May 2013 Behavioral assessment solutions December 2012 Time and attendance software for SMBs September 2012 Online job search portal September 2012 SaaS social recruiting and networking September 2012 E-learning and talent management content provider August 2012 SaaS solutions for recruiting and developing employees June 2012 Video interviewing platform April 2012 Performance and succession management software March 2012 Workforce management software March 2012 SaaS solutions for organizational change and growth February 2012 On-demand talent management software February 2012 Workforce management February 2012 Workforce training software = Falvey Partners acted as advisor: case study and process overview in rear of book
  • 33. 33 Recent Investment Activity Target Date Amount / Total Raised Investors Feb 2014 $750M (Recap) Blackstone, GIC Feb 2014 $20M / $26M General Catalyst, KPCB Feb 2014 $11M / $25M Accel-KKR, Norwest Venture Partners Jan 2014 $4.5M / $9M Undisclosed Oct 2013 $16M / $63.8M Starvest, Morgenthaler, Scale, C&B Capital, Intersouth, others Oct 2013 $25M / $53.5M Sequoia Capital, ICG, Granite Ventures, Peterson Ventures Sep 2013 $20M / $27.7M Highland Capital Partners Aug 2013 $10M / $15.5M Rembrandt Venture Partners, The Mayfield Fund Aug 2013 $16M / $203.5M Foundation Capital, Azure Capital Partners, Intel Capital, Others Aug 2013 $2M / $3M IrishAngels Jul 2013 $2.1M / $2.1M Venrock, Maverick Capital, Andreessen, General Catalyst Jul 2013 $1M / $1M Andreessen, Kapor Capital, Founder Collective, Greylock Jul 2013 $7M / $11.7M Edison Ventures, Carmel Ventures Jul 2013 $5.3M / $8.2M Atlas Venture, Google Ventures, NextView Ventures Jul 2013 $1.5M / $2.3M MMC Ventures Source: Company Press Releases, SEC Filings, Wall Street Research, CapitalIQ, PitchBook
  • 34. 34 II. Focus Areas and Relevant Industry Overviews Business Intelligence / Analytics
  • 35. 35 Overview  Market evolving: Enterprises are moving away from legacy solutions and towards a growing crop of disruptive vendors (e.g. Tableau, GoodData) addressing a new set of BI needs such as mobile, BigData, cloud and social  BI remains a top priority for IT: Having neglected BI spending over the past few years, enterprises are refocusing on growth initiatives and upgrading to more robust BI solutions - New cloud-based solutions touting ease-of-use will also extend the appeal of BI solutions to the mid-market, who will play a major role in overall market growth • Next-gen solutions are being funded: Disruptive vendors that are gaining traction are receiving significant funding from VCs to take advantage of the market window  Legacy players need to catch up: Larger legacy players (SAP, Oracle, IBM, etc.) will look to acquire more nimble independent vendors in an effort to keep pace with the rapid evolution of the BI analytics market The BI analytics market is quickly moving to the “2.0” phase of its lifecycle which we believe will usher in a wave of investment and consolidation activity
  • 36. 36 Market Map Scale based on company funding and revenue, where available ScaleLargerSmaller FunctionalityBI 1.0 BI 2.0 <$25M $25M - $100M $100M - $500M $500M+
  • 37. 37 M&A Interest Comes from Several Angles DATA & INFRASTRUCTURE APPLICATION VENDORS • Vendors controlling the data and infrastructure layer • Focused on platform acquisitions to move up the technology stack towards the application layer • Enterprise application vendors • Will look to acquire front-end solutions to broaden product offering; pursue select vertical acquisitions DIVERSIFIED TECHNOLOGY / FULL-STACK BI PURE-PLAY BI VENDORS • Diversified technology vendors offering solutions across the BI stack, from hardware to applications • Will look to do technology tuck-ins as well as acquire platforms • Independent BI vendors of scale looking to build BI product offering across the technology stack • More focused on tuck-in technology / functionality acquisitions
  • 38. 38 Recent Acquisition Activity Target Acquirer Date Solution January 2014 Maker of scientific BI software October 2013 Active subscriber intelligence platform October 2013 Technology and personalized BI September 2013 Predictive analytics and modeling August 2013 Real-time operational intelligence June 2013 Visual analytics and BI June 2013 Custom analytics June 2013 Streaming analytics software May 2013 Advanced visualization for data March 2013 Web and Social Media Analytics Technology March 2013 BI and analytics software February 2013 Process automation for BI software October 2012 Big data search and analytics September 2012 Personalized SaaS BI August 2012 Big data analytics June 2012 Metadata management May 2012 Real-time network data analytics
  • 39. 39 Recent Investment Activity Target Date Amt. / Total Raised Investors Feb 2014 $125M / $248M TPG Growth, Salesforce, Greylock, IVP, Mercato, others Nov 2013 $4M / $4M Alven Capital Partners Oct 2013 $7M / $27M Undisclosed Sept 2013 $27.5M / $49M LLR Partners, Updata Partners Aug 2013 $38M / $91.3M Sequoia, Northgate, Hummer Winblad, DAG Ventures Jul 2013 $4.1M / $5.2M Columbus Nova Technology Ventures, Razor’s Edge, CIT Jun 2013 $22M / $74M TOTSV Ventures, Adreessen Horowitz, General Catalyst Jun 2013 $8M / $13.5M Draper Fisher Jurvetson, Atlas Venture May 2013 $46M / $97M Bessemer, Norwest Ventures Partners, ONSET Ventures May 2013 $12M / $18M Toba Capital, SAP Ventures May 2013 $6.5M / $7.7M Trinity Ventures, SoftTech VC May 2013 $254M (IPO) New Enterprise Associates was the seller Apr 2013 $39M / $86.5M Investor Growth Capital, QuestMark Partners, Intel Capital Apr 2013 $10M / $23.5M Battery Ventures, Opus Capital, Genesis Partners Mar 2013 $2.5M / $10.6M Undisclosed Feb 2013 $1M / $1M (Debt) Intel Capital, JMI Equity, Others
  • 40. 40 II. Focus Areas and Relevant Industry Overviews Enterprise Mobility
  • 41. 41 Enterprise Mobility Will Continue to be an Active Sector in 2014  Strong growth outlook: Enterprise mobility continues to be a major area of focus for enterprises and the underlying macro drivers are undeniable  Enterprises are demanding unified solution sets: The requirements of enterprise mobility continue to evolve in lockstep with the industry: what started with a need for basic MDM / end- point security has quickly spread to MAM, data security and deeper mobile security  Large players will need to acquire to build solution sets: The exploding demand from enterprises for a unified mobility solution will translate to consolidation and investment activity in the industry - We believe that the consolidation seen in the second half of 2012 and 2013 will continue to play-out as the larger players in the space and tech consolidators round out their portfolios - Many of the tech consolidators have fallen behind more acquisitive competitors and will need to acquire to keep pace We expect the level of investment and transaction activity in enterprise mobility to continue into the coming year
  • 42. 42 Market Divided Between Large Players and Point Solutions Device FocusApplication / Data Focus = Acquired / Operating Subsidiary ScaleSmallerLarger Market Solution Scale based on available revenue figures and amount of funding raised
  • 43. 43 Solution Landscape Among Large Strategics Current EMM product portfolios are being assembled through partnerships and acquisition. Consolidation activity will remain as companies bring capabilities in-house Potential Buyer Deployment Products Customer Strength Major Partners Cloud On-Premise MDM MAM Security App Dev. Analytics Content Enterprise SMB Large, Diversified Enterprise Software Vendors CA Technologies X X   Dell    X Microsoft EMC X X  X HP   P A R T N ER  X F5 Networks IBM X   X Microsoft     Oracle X   X SAP X  P A R T N ER  X Appcelerator, Phonegap (Adobe), Sencha Salesforce  X   Infrastructure / Network Management Aruba Networks   P A R T N ER   SOTI, MobileIron, JAMF Software BMC Software   P A R T N ER P A R T N ER P A R T N ER P A R T N ER  X AirWatch Cisco   P A R T N ER P A R T N ER P A R T N ER  X AirWatch, Good Technology, MobileIron, Zenprise Citrix     F5 Networks   P A R T N ER   AirWatch, MobileIron, Silverback MDM, Zenprise Juniper Networks X    LANDesk X  P A R T N ER   Kaspersky Labs Palo Alto Networks   P A R T N ER P A R T N ER P A R T N ER   MobileIron, Zenprise Research in Motion X    VMware X  P A R T N ER P A R T N ER  X Cisco, Dell, F5 Networks, Symantec, McAfee Security / Support Software Absolute Software X  P A R T N ER P A R T N ER P A R T N ER P A R T N ER   Intel, McAfee, Microsoft, Qualcomm, Verizon BeyondTrust X  P A R T N ER   IBM, Microsoft, Oracle, HP, McAfee, VMware Kaseya     LogMeIn X X X  McAfee     Symantec X    Stronger Offering Acceptable Offering No Offering
  • 44. 44 Enterprise Mobility Precedent Transaction Strategics have been aggressively rounding out product offerings through acquisition, acquiring targets at premium valuations Target Acquirer Date Valuation* EV/Revenue* January 2014 $1,540 N/A November 2013 $300M - $325M 6.0x – 6.5x November 2013 Undisclosed N/A February 2013 $1,000M 14.3x December 2012 $355M 15.4x October 2012 $25M 31.3x June 2012 $82M 4.1x April 2012 $28M 28.0x March 2012 $60M 12.0x February 2012 $70M 23.3x July 2010 $5.4B 4.5x April 2010 $200M 6.7x Median: 13.2x Mean: 14.6x * Data based on Falvey Partners’ and market estimates when not publicly disclosed Source: SEC Filings, Company Press Releases, Wall Street Research, 451 Research, CapitalIQ
  • 45. 45 II. Focus Areas and Relevant Industry Overviews Other Focus Areas
  • 46. 46 Additional Focus Areas Outside of the sectors covered above, we focus on a few additional high profile sectors and are continually expanding our reach E-DISCOVERY E-LEARNING  With legal / compliance areas becoming more important areas for IT spending and the amount of electronically stored information growing exponentially, the e- discovery market has attractive growth drivers  While not a hot market in recent years, the space will consolidate, a function of client needs and a fragmented, localized market − Large enterprise software vendors looking to acquire small e-discovery point solutions to build solutions that span the entire EDRM lifecycle − The handful of strong, independent e- discovery companies will have the opportunity to consolidate subscale local competitors  The emergence of e-learning solutions has rapidly taken market share from traditional instructor-led training at both the K-12 and corporate training levels  The popularity of MOOCs has led to a sizable amount of new companies emerging and investment activity in the space (i.e. Coursera, Udacity, Udemy)  At the corporate level there has been a convergence of e-learning with talent management solutions to provide a platform for full human capital management − Oracle acquired Taleo which acquired Vurv, Learn.com, Cytiva Software and Jobpartners − SAP acquired SuccessFactors which had acquired Plateau Systems
  • 47. 47 Additional Focus Areas (cont.) MOBILE-BACKEND-AS-A-SERVICE ENTERPRISE SOCIAL SOFTWARE  Relatively new technology, though new companies have been popping up in the space on a weekly basis  A simpler, more cost effective way for developers and enterprises to develop mobile apps, MBaaS vendors are taking market share from traditional MADP vendors  Much like PaaS of years ago, MBaaS vendors must prove the technology is enterprise-grade and scalable before gaining mind share from potential acquirers  Facebook’s recent acquisition of Parse ($80M) and Paypal’s acquisition of StackMob may provide a light tailwind for activity  The maturation of social media has created a diverse landscape segmented with numerous use cases of social media, both internally (communication and collaboration) and externally (marketing, customer care)  The vastness of segments in social enterprise software has led to a dynamic where only the large players with platforms will be able to keep up with everything to be competitive and must build solution sets by acquiring point solutions  IBM, Jive and Communispace have emerged as the early leaders of enterprise social software market share