Software Sector Summary Report [PDF]

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Software Sector Summary Week of February 13th, 2017 1

SOFTWARE DEAL DASHBOARD $5.1 Billion

75

$9.0 Billion

13

Financing Volume 2017 YTD (1)(2)

Financing Transactions 2017 YTD (1)(2)

M&A Volume 2017 YTD (3)

M&A Transactions 2017 YTD (3)

Select Financing Transactions Company

Quarterly Financing Volume (1)(2)

Quarterly M&A Volume (3)

$Bn 54% $14 $12 $10.3 $9.2 $10 $8 $6.4 $6.1 $5.4 $6.4 $5.1 $6 $4.4 $3.4 $4 $2 $0 Q1'15 Q2'15 Q3'15 Q4'15 Q1'16 Q2'16Q3'16 Q4'16 Q1'17 TD

Amount ($MM) $165.0 $115.0 $104.0 $70.3

$Bn $60

$50 $30

$24.1

90

$8.7 Q1'15 Q2'15 Q3'15 Q4'15 Q1'16 Q2'16 Q3'16 Q4'16 Q1'17 TD

103

111

86

30

94 75

72

$3.9 24

20

10

29

27

24 15

13

Q1'15 Q2'15 Q3'15 Q4'15 Q1'16 Q2'16Q3'16 Q4'16 Q1'17 TD

)

Q1'15 Q2'15 Q3'15 Q4'15 Q1'16 Q2'16 Q3'16 Q4'16 Q1'17 TD

M&A EV/ NTM Rev. Over Time (6) 42.7%

`

30% 25.1%

20% 10%

2

13

(

40%

Aug-16

$3.3

0

0

IGV

27

7

Last 12 Months Software Price Performance vs. S&P 500 (5)

Jul-16

$6.1

Quarterly M&A Deal Count (3)

50%

0% Feb-16 Mar-16 Apr-16 May-16 Jun-16

(Software Business Division)

40

123

30

$33.1

$9.0

$0

60

$35.0

$8.7

$15.2 $7.0

$5.1

34% 127

118

120

$50.0

$15.0

$14.0

$20 $10

Sep-16 Oct-16

Nov-16 Dec-16

Jan-17

EV ($Bn) $26.2

$41.0

$40

20%

150

Acquirer

$49.8

Quarterly Financing Deal Count (1)(2)

$70.0

Select M&A Transactions (4) Target

94%

Feb-17

SPX

Notes: Source: Capital IQ, PitchBook, and Dow Jones VentureSource. Market Data as of 2/10/2017. 1) Criteria based on software series A and subsequent rounds of global financings greater than or equal to $20MM. 2) Financings include Software Venture and Private Equity Growth / Expansion activity. 3) Criteria based on global target software M&A deals with transaction enterprise values greater than $50MM. 4) Select Software M&A transactions reflect notable transactions in CY2016 and CY2017 YTD. 5) iShares North American Tech-Software ETF (IGV), used as proxy for software landscape. Top holdings in the ETF include ADBE, MSFT, ORCL, CRM, and INTU. 6) Criteria based on global public target software M&A deals with enterprise transaction values greater than $100MM.

$2.8 $2.4

RECENT STOCK PERFORMANCE Index Performance

Last 12 Months

Last 3 Years

80%

50% 40%

60%

30% 20%

40%

10% 0% Feb-14 May-14 Aug-14 Nov-14 Feb-15 May-15 Aug-15 Nov-15 Feb-16 May-16 Aug-16 Nov-16 Feb-17 (10%)

20%

0% Feb-16 Mar-16 Apr-16 May-16 Jun-16

Jul-16

Aug-16 Sep-16 Oct-16 Nov-16 Dec-16 Jan-17

Feb-17

(20%) (30%)

(20%)

(40%) (50%)

(40%)

Sector Platform Infrastructure Security SaaS / On Demand BI & Analytics Vertical

3

3 Months

1 Year

3 Years

8% 7% 11% 10% 8% 3%

24% 54% 42% 57% 47% 18%

37% 9% 18% 21% (13%) 8%

Notes: Source: Capital IQ. Market Data as of 2/10/2017. BI & Analytics: ATTU, DATA, DWCH, FICO, GSUM, HDP, MSTR, SPLK, TDC, VRNT. Infrastructure: ATEN, CA, CTXS, CVLT, FFIV, LOGM, MCRO, NEWR, NOW, NTCT, NTNX, PRGS, PSTG, RHT, SOW, SPLK, TEAM, VMW. Platform: GOOGL, IBM, MSFT, ORCL, RHT, SAP. SaaS / On Demand: AMBR, APTI, AZPN, BCOV, BLKB, BNFT, BOX, BV, CALD, CARB, COUP, COVS, CRM, CSLT, CSOD, ECOM, FIVN, HUBS, INST, JCOM, JIVE, LOGM, LPSN, MIME, MRIN, NEWR, NOW, PAYC, PCTY, PCYG, QLYS, RNG, RP, SHOP, SPSC, TNGO, TWOU, ULTI, VEEV, WDAY, WK, ZEN. Security: ABT, CHKP, CUDA, CYBR, FEYE, FSC1V, FTNT, GUID, IMPV, IPAS, MIME, MOBL, PANW, PFPT, QLYS, RPD, SCWX, SPLK, SYMC, Trend Micro, VDSI, ZIXI. Vertical: APPF, ATHN, BLKB, CERN, CLGX, CSLT, CSU, ELLI, EXA, GWRE, HSTM, INOV, INST, MDRX, MDSO, RP, SSNC, SSNI, VEEV, WBMD.

TRADING COMPARABLES Valuation Metrics

EV / 2016E Revenue

EV / 2016E EBITDA 45.0x

7.0x

6.0x

5.8x

40.0x

5.6x

4.7x

5.0x

41.4x

4.7x

35.0x

4.4x 3.6x

4.0x

30.9x

30.0x

29.6x 27.3x

25.4x

25.0x 3.0x

15.0x

1.0x

10.0x

0.0x

5.0x SaaS / On Demand

4

17.5x

20.0x

2.0x

Infrastructure

Platform

Vertical

Security

BI & Analytics

SaaS / On Demand

Notes: Source: Capital IQ. Market Data as of 2/10/2017. BI & Analytics: ATTU, DATA, DWCH, FICO, GSUM, HDP, MSTR, SPLK, TDC, VRNT. Infrastructure: ATEN, CA, CTXS, CVLT, FFIV, LOGM, MCRO, NEWR, NOW, NTCT, NTNX, PRGS, PSTG, RHT, SOW, SPLK, TEAM, VMW. Platform: GOOGL, IBM, MSFT, ORCL, RHT, SAP. SaaS / On Demand: AMBR, APTI, AZPN, BCOV, BLKB, BNFT, BOX, BV, CALD, CARB, COUP, COVS, CRM, CSLT, CSOD, ECOM, FIVN, HUBS, INST, JCOM, JIVE, LOGM, LPSN, MIME, MRIN, NEWR, NOW, PAYC, PCTY, PCYG, QLYS, RNG, RP, SHOP, SPSC, TNGO, TWOU, ULTI, VEEV, WDAY, WK, ZEN. Security: ABT, CHKP, CUDA, CYBR, FEYE, FSC1V, FTNT, GUID, IMPV, IPAS, MIME, MOBL, PANW, PFPT, QLYS, RPD, SCWX, SPLK, SYMC, Trend Micro, VDSI, ZIXI. Vertical: APPF, ATHN, BLKB, CERN, CLGX, CSLT, CSU, ELLI, EXA, GWRE, HSTM, INOV, INST, MDRX, MDSO, RP, SSNC, SSNI, VEEV, WBMD.

Security

BI & Analytics Infrastructure

Vertical

Platform

TRADING COMPARABLES Operational Metrics

2017 / 2016 Rev. Growth

2016 EBITDA Margin 35%

30% 25% 25%

30%

24%

29% 24%

25%

20% 16%

20%

15%

20%

15%

19%

19%

15%

14%

15%

9%

10%

10%

5%

5%

0%

0%

Infrastructure

5

SaaS / On Demand

Security

BI & Analytics

Vertical

Platform

Platform

Infrastructure

Notes: Source: Capital IQ. Market Data as of 2/10/2017. BI & Analytics: ATTU, DATA, DWCH, FICO, GSUM, HDP, MSTR, SPLK, TDC, VRNT. Infrastructure: ATEN, CA, CTXS, CVLT, FFIV, LOGM, MCRO, NEWR, NOW, NTCT, NTNX, PRGS, PSTG, RHT, SOW, SPLK, TEAM, VMW. Platform: GOOGL, IBM, MSFT, ORCL, RHT, SAP. SaaS / On Demand: AMBR, APTI, AZPN, BCOV, BLKB, BNFT, BOX, BV, CALD, CARB, COUP, COVS, CRM, CSLT, CSOD, ECOM, FIVN, HUBS, INST, JCOM, JIVE, LOGM, LPSN, MIME, MRIN, NEWR, NOW, PAYC, PCTY, PCYG, QLYS, RNG, RP, SHOP, SPSC, TNGO, TWOU, ULTI, VEEV, WDAY, WK, ZEN. Security: ABT, CHKP, CUDA, CYBR, FEYE, FSC1V, FTNT, GUID, IMPV, IPAS, MIME, MOBL, PANW, PFPT, QLYS, RPD, SCWX, SPLK, SYMC, Trend Micro, VDSI, ZIXI. Vertical: APPF, ATHN, BLKB, CERN, CLGX, CSLT, CSU, ELLI, EXA, GWRE, HSTM, INOV, INST, MDRX, MDSO, RP, SSNC, SSNI, VEEV, WBMD.

Vertical

BI & Analytics

Security

SaaS / On Demand

PUBLIC COMPANY VALUATIONS Software Trading Statistics $MM, Except Per Share Data Stock

Trading Statistics

Price

Equity

Net

Aggregate

2/10/2017

Value

Debt

Value

AV / Revenue CY 16E

AV / EBITDA

CY 17E

CY 16E

Operating Metrics Price / EPS

CY 17E

CY 16E

CY Rev. Growth

CY 17E

16E/15A

17E/16E

EBITDA Margin CY 16E

CY 17E

Platform Alphabet Inc. Microsoft Corporation

$834.85 $64.00

$577,232 494,562

($82,398) (33,399)

$494,834 461,163

5.5x 5.4

4.7x 4.6

16.6x 16.6

11.5x 12.4

29.9x 30.1

20.2x 21.1

20.4% (2.7%)

15.8% 17.0%

33.1% 32.4%

41.1% 37.1%

International Business Machines Corporation

$178.68

169,899

33,641

203,540

2.5

2.6

11.6

10.4

14.4

13.0

(2.2%)

(1.5%)

21.9%

24.9%

Oracle Corporation SAP SE

$40.79 $92.01

167,335 110,247

(3,879) 1,747

163,456 111,994

4.4 4.8

4.3 4.4

11.2 15.0

9.6 12.8

19.5 28.8

15.4 20.5

(0.6%) 3.1%

2.7% 8.5%

39.2% 32.2%

44.4% 34.7%

Red Hat, Inc.

$79.25

14,129

(555)

13,575

5.8

5.2

34.1

19.6

60.5

31.6

17.9%

12.8%

17.1%

26.4%

4.7x 5.1

4.3x 4.5

17.5x 15.8

12.7x 11.9

30.5x 29.4

20.3x 20.3

6.0% 1.2%

9.2% 10.7%

29.3% 32.3%

34.8% 35.9%

Mean Median Infrastructure VMware, Inc.

$89.92

$36,719

($6,485)

$30,234

4.3x

4.0x

16.2x

10.7x

32.3x

18.4x

6.7%

6.9%

26.4%

37.1%

ServiceNow, Inc.

$92.46

15,349

(392)

14,958

10.8

8.1

NM

37.4

NM

85.8

38.3%

32.2%

NM

21.7%

Red Hat, Inc.

$79.25

14,129

(555)

13,575

5.8

5.2

34.1

19.6

60.5

31.6

17.9%

12.8%

17.1%

26.4%

CA, Inc.

$31.77

13,279

(739)

12,540

3.1

3.1

9.8

8.1

16.9

13.5

(0.1%)

(0.8%)

31.8%

38.5%

Citrix Systems, Inc.

$78.55

12,251

(336)

11,915

3.5

4.2

11.2

11.8

23.0

16.9

4.4%

(17.2%)

31.1%

35.6%

$139.69 $62.65

9,051 8,499

(974) (939)

8,077 7,560

4.0 8.1

3.7 6.4

13.2 93.4

9.4 59.9

25.2 NM

16.4 NM

3.9% 39.4%

7.9% 27.0%

30.2% 8.7%

39.2% 10.7%

Micro Focus International plc

$28.25

6,481

1,613

8,094

6.0

5.7

12.7

11.9

16.9

15.7

9.4%

4.2%

46.9%

48.1%

Atlassian Corporation Plc

$28.64

6,371

(795)

5,576

10.5

8.0

NM

39.0

NM

80.9

37.2%

31.7%

NM

20.4%

$101.75

5,339

(180)

5,159

15.4

4.7

57.8

13.9

51.1

28.2

23.5%

224.1%

26.6%

34.1%

Nutanix, Inc. NetScout Systems, Inc.

$32.13 $36.60

4,571 3,359

(347) (60)

4,224 3,300

NA 2.9

4.8 2.7

NA 29.3

NM 9.9

NM NM

NM 17.5

NA 43.1%

NA 9.5%

NA 10.0%

NM 26.9%

Software Aktiengesellschaft

$36.13

3,013

(91)

2,921

3.2

3.1

10.7

9.8

18.6

13.8

(2.9%)

3.6%

29.8%

31.3%

Pure Storage, Inc. Commvault Systems, Inc.

$11.76 $50.85

2,351 2,292

(518) (437)

1,832 1,855

2.5 2.9

1.8 2.8

NM NM

NM 20.8

NM NM

NM 50.3

65.1% 8.7%

39.1% 5.3%

NM 2.7%

NM 13.3%

New Relic, Inc.

$36.00

1,900

(196)

1,705

7.0

5.4

NM

NM

NM

NM

49.6%

30.5%

NM

NM

Progress Software Corporation

$28.81

1,404

(115)

1,289

3.2

3.3

11.8

9.3

NM

17.4

7.4%

(3.5%)

26.9%

35.4%

$9.52

640

(114)

525

2.3

2.0

NM

25.9

NM

84.4

15.6%

13.2%

NM

7.8%

5.6x 4.0

4.4x 4.1

27.3x 13.2

19.8x 11.9

30.6x 24.1

35.1x 18.0

21.6% 15.6%

25.1% 9.5%

24.0% 26.7%

28.4% 31.3%

F5 Networks, Inc. Splunk Inc.

LogMeIn, Inc.

A10 Networks, Inc.

Mean Median

6

Notes: Source: Capital IQ and Wall Street Estimates. Multiples 100 considered NM. Negative margins considered NM. Market Data as of 2/10/2017.

PUBLIC COMPANY VALUATIONS Software Trading Statistics $MM, Except Per Share Data Stock

Security Software Symantec Corporation Check Point Software Technologies Ltd. Palo Alto Networks, Inc. Splunk Inc. Fortinet, Inc. Trend Micro Incorporated Proofpoint, Inc. FireEye, Inc. CyberArk Software Ltd. Imperva, Inc. Barracuda Networks, Inc. Qualys, Inc. Mimecast Limited SecureWorks Corp. Rapid7, Inc. VASCO Data Security International, Inc. F-Secure Oyj MobileIron, Inc. Zix Corporation Guidance Software, Inc. Absolute Software Corporation iPass Inc.

Trading Statistics

Price

Equity

Net

Aggregate

2/10/2017

Value

Debt

Value

$29.02 $101.19 $155.29 $62.65 $37.68 $39.75 $82.50 $11.46 $52.86 $46.65 $24.43 $34.00 $20.74 $10.33 $14.15 $14.70 $3.47 $4.90 $4.90 $6.86 $5.42 $1.26

$17,959 17,698 14,238 8,499 6,520 5,450 3,549 1,961 1,774 1,532 1,289 1,214 1,143 833 601 584 542 431 263 221 212 84

$1,563 (1,373) (884) (939) (1,086) (1,255) (30) (194) (275) (261) (190) (244) (100) (111) (72) (142) (97) (90) (26) (7) (38) (16)

$19,522 16,325 13,354 7,560 5,435 4,195 3,519 1,767 1,499 1,271 1,099 970 1,044 722 529 443 444 341 236 214 174 68 Mean Median

7

Notes: Source: Capital IQ and Wall Street Estimates. Multiples 100 considered NM. Negative margins considered NM. Market Data as of 2/10/2017.

AV / Revenue CY 16E

AV / EBITDA

CY 17E

CY 16E

CY 17E

Operating Metrics Price / EPS CY 16E

CY Rev. Growth

CY 17E

16E/15A

17E/16E

EBITDA Margin CY 16E

CY 17E

5.2x 9.4 8.5 8.1 4.3 3.7 9.4 2.5 6.9 4.8 3.2 4.9 6.1 1.7 3.4 2.3 2.7 2.1 3.9 1.9 2.0 1.1

3.8x 8.7 6.5 6.4 3.7 3.3 7.1 2.4 5.6 4.0 3.0 4.3 4.9 1.5 2.7 2.1 2.5 1.9 3.6 1.9 1.8 1.0

22.3x 18.9 40.2 93.4 56.9 11.7 NM NM 35.3 NM 31.5 20.3 NM NM NM 18.3 17.9 NM 15.9 NM 19.2 NM

7.9x 16.2 26.2 59.9 18.2 10.2 66.3 72.5 23.3 46.4 14.8 13.5 63.1 NM NM 16.1 13.7 NM 12.9 17.9 18.7 NM

NM 24.2 74.1 NM NM 32.4 NM NM 67.8 NM NM 68.0 NM NM NM 30.6 34.5 NM 45.2 NM NM NM

18.4x 19.5 48.3 NM 42.3 26.6 NM NM 42.5 NM 33.3 40.1 NM NM NM 22.3 29.5 NM 17.5 21.6 NM NM

4.2% 6.8% 36.9% 39.4% 26.4% 9.9% 41.5% 14.6% 34.7% 12.9% 12.5% 20.5% 26.1% 26.0% 42.4% (20.9%) 3.3% 9.8% 9.9% 2.6% (4.2%) 1.1%

34.3% 7.4% 30.4% 27.0% 16.1% 11.3% 31.1% 1.3% 24.1% 19.8% 6.4% 14.4% 25.3% 14.7% 24.1% 9.7% 8.1% 11.3% 8.7% 4.7% 9.8% 10.5%

23.2% 49.7% 21.1% 8.7% 7.5% 31.6% NM NM 19.6% NM 10.0% 24.2% NM NM NM 12.7% 15.0% NM 24.7% 0.9% 10.2% NM

48.6% 53.9% 24.8% 10.7% 20.1% 32.5% 10.8% 3.4% 23.9% 8.7% 20.1% 31.7% 7.7% NM NM 13.1% 18.1% NM 28.0% 10.4% 9.6% NM

4.4x 3.8

3.8x 3.5

30.9x 20.3

28.8x 18.1

47.1x 39.9

30.2x 28.1

16.2% 12.7%

15.9% 12.9%

18.5% 17.3%

20.9% 19.1%

PUBLIC COMPANY VALUATIONS Software Trading Statistics $MM, Except Per Share Data Stock

SaaS / On Demand salesforce.com, inc. Workday, Inc. ServiceNow, Inc. Veeva Systems Inc. The Ultimate Software Group, Inc. LogMeIn, Inc. Shopify Inc. Aspen Technology, Inc. j2 Global, Inc. Blackbaud, Inc. Paycom Software, Inc. Zendesk, Inc. RealPage, Inc. Cornerstone OnDemand, Inc. Box, Inc. HubSpot, Inc. New Relic, Inc. Paylocity Holding Corporation RingCentral, Inc. 2U, Inc. Coupa Software Incorporated Callidus Software Inc. Qualys, Inc. Mimecast Limited

8

Trading Statistics

Price

Equity

Net

Aggregate

2/10/2017

Value

Debt

Value

$80.64 $85.52 $92.46 $44.04 $195.61 $101.75 $55.22 $55.97 $86.56 $70.74 $52.33 $27.66 $32.30 $42.08 $18.02 $58.55 $36.00 $35.67 $23.50 $35.30 $26.25 $20.65 $34.00 $20.74

$56,182 17,190 15,349 6,041 5,673 5,339 4,969 4,258 4,160 3,283 3,000 2,637 2,599 2,364 2,281 2,085 1,900 1,835 1,729 1,661 1,312 1,311 1,214 1,143

Notes: Source: Capital IQ and Wall Street Estimates. Multiples 100 considered NM. Negative margins considered NM. Market Data as of 2/10/2017.

$1,315 (1,386) (392) (511) (80) (180) (400) 0 657 325 (30) (225) 54 (1) (102) (113) (196) (82) (136) (157) (221) (187) (244) (100)

$57,497 15,803 14,958 5,530 5,593 5,159 4,569 4,258 4,816 3,608 2,970 2,412 2,653 2,363 2,179 1,972 1,705 1,753 1,593 1,504 1,091 1,124 970 1,044

AV / Revenue CY 16E 6.9x 10.1 10.8 10.2 7.2 15.4 12.0 9.0 5.5 4.9 9.0 7.7 4.7 5.6 5.5 7.3 7.0 6.6 4.2 7.3 8.3 5.4 4.9 6.1

AV / EBITDA

CY 17E 5.7x 7.9 8.1 8.5 5.8 4.7 8.1 8.8 4.2 4.6 7.0 5.7 4.1 4.8 4.4 5.6 5.4 5.3 3.4 5.6 6.6 4.6 4.3 4.9

CY 16E 33.5x NM NM 33.0 80.3 57.8 NM 19.3 12.6 27.3 41.5 NM 21.2 69.7 NM NM NM NM 74.1 NM NM NM 20.3 NM

CY 17E 27.2x 71.9 37.4 27.3 23.8 13.9 NM 18.7 10.1 19.0 25.9 NM 17.6 47.1 NM NM NM 37.5 51.0 NM NM 37.4 13.5 63.1

Operating Metrics Price / EPS CY 16E 82.4x NM NM 64.6 NM 51.1 NM 32.4 27.7 80.4 70.7 NM 43.5 NM NM NM NM NM NM NM NM NM 68.0 NM

CY Rev. Growth

CY 17E 62.7x NM 85.8 55.4 49.3 28.2 NM 29.9 14.8 33.2 51.5 NM 35.8 NM NM NM NM 78.0 NM NM NM 64.8 40.1 NM

16E/15A 25.6% 34.5% 38.3% 31.9% 26.4% 23.5% 85.5% 1.7% 21.3% 14.6% 46.5% 49.4% 21.3% 24.7% 31.3% 47.7% 49.6% 40.8% 27.2% 36.4% 57.2% 19.4% 20.5% 26.1%

17E/16E 21.4% 27.5% 32.2% 20.7% 24.0% 224.1% 47.8% 2.6% 32.1% 7.7% 28.7% 34.6% 14.7% 15.4% 25.9% 30.3% 30.5% 25.3% 24.2% 30.8% 25.1% 17.9% 14.4% 25.3%

EBITDA Margin CY 16E 20.5% 8.7% NM 31.0% 8.9% 26.6% 0.0% 46.7% 43.9% 18.1% 21.8% NM 22.0% 8.0% NM NM NM 2.7% 5.7% 2.0% NM NM 24.2% NM

CY 17E 20.8% 11.0% 21.7% 31.1% 24.2% 34.1% 2.4% 46.9% 41.4% 24.1% 27.1% 2.9% 23.2% 10.3% NM 0.4% NM 14.1% 6.7% 3.1% NM 12.3% 31.7% 7.7%

PUBLIC COMPANY VALUATIONS Software Trading Statistics $MM, Except Per Share Data Stock

SaaS / On Demand (cont'd) SPS Commerce, Inc. Five9, Inc. Benefitfocus, Inc. Instructure, Inc. Workiva Inc. Apptio, Inc. Carbonite, Inc. LivePerson, Inc. Bazaarvoice, Inc. Jive Software, Inc. Castlight Health, Inc. Park City Group, Inc. ChannelAdvisor Corporation Tangoe, Inc. Amber Road, Inc. Brightcove Inc. Marin Software Incorporated Covisint Corporation

Trading Statistics

Price

Equity

Net

Aggregate

2/10/2017

Value

Debt

Value

$57.41 $16.24 $28.85 $23.80 $13.65 $14.54 $19.15 $7.05 $4.70 $4.30 $3.20 $16.40 $10.85 $6.69 $9.01 $7.10 $2.20 $2.05

$981 860 858 672 563 557 522 409 389 336 334 318 282 264 242 240 85 84

($139) (13) 15 (68) (32) (79) (59) (51) (49) (109) (116) (9) (64) (32) 6 (34) (33) (30)

$842 848 873 604 530 478 463 358 340 227 217 309 217 232 248 206 52 53 Mean Median

9

Notes: Source: Capital IQ and Wall Street Estimates. Multiples 100 considered NM. Negative margins considered NM. Market Data as of 2/10/2017.

AV / Revenue CY 16E

AV / EBITDA

CY 17E

CY 16E

CY 17E

Operating Metrics Price / EPS CY 16E

CY Rev. Growth

CY 17E

16E/15A

17E/16E

EBITDA Margin CY 16E

CY 17E

4.4 5.3 3.7 5.4 3.0 3.0 2.2 1.6 1.7 1.1 2.1 18.9 1.9 1.0 3.4 1.4 0.5 0.7

3.8 4.6 3.2 4.0 2.6 2.7 1.9 1.7 1.6 1.1 1.7 NA 1.8 1.0 3.0 1.2 0.5 NA

44.6 NM NM NM NM NM 23.9 NM 26.1 75.5 NM 88.6 NM 10.0 NM 27.8 NM NM

26.3 NM 80.0 NM NM NM 7.8 19.2 19.3 10.3 NM NA 32.6 NA NM 19.3 19.4 NA

NM NM NM NM NM NM NM NM NA NM NM NM NM 18.6 NM NM NM NM

70.1 NM NM NM NM NM 25.5 79.8 NM 41.0 NM NA NM 18.1 NM 60.0 NM NA

21.9% 24.0% 26.2% 51.5% 22.3% 24.2% 51.5% (6.8%) 2.4% 4.2% 34.9% 21.6% 12.5% NA 8.3% 11.7% (8.8%) (10.4%)

14.3% 16.2% 18.2% 35.6% 16.4% 12.0% 16.0% (8.1%) 4.4% (0.1%) 23.9% NA 9.0% (0.0%) 14.2% 9.5% (3.5%) NA

9.8% 4.5% NM NM NM NM 9.4% 1.0% 6.5% 1.5% NM 21.3% NM 10.0% NM 4.9% 0.3% NM

14.5% 4.5% 4.0% NM NM NM 24.7% 9.1% 8.4% 10.8% NM NA 5.4% NA NM 6.5% 2.8% NA

5.8x 5.4

4.4x 4.5

41.4x 33.0

29.9x 24.9

53.9x 57.8

48.6x 49.3

26.7% 24.7%

24.0% 19.4%

13.8% 9.1%

15.7% 11.0%

PUBLIC COMPANY VALUATIONS Software Trading Statistics $MM, Except Per Share Data Stock

Trading Statistics

Price

Equity

Net

Aggregate

2/10/2017

Value

Debt

Value

AV / Revenue CY 16E

AV / EBITDA

CY 17E

CY 16E

Operating Metrics Price / EPS

CY 17E

CY 16E

CY Rev. Growth

CY 17E

16E/15A

17E/16E

EBITDA Margin CY 16E

CY 17E

Business Intelligence & Analytics Splunk Inc.

$62.65

$8,499

($939)

$7,560

8.1x

6.4x

93.4x

59.9x

NM

NM

39.4%

27.0%

8.7%

10.7%

Teradata Corporation Tableau Software, Inc.

$31.68 $53.76

4,115 4,091

(406) (909)

3,709 3,182

1.6 3.8

1.7 3.6

8.3 NM

9.1 59.1

33.3 NM

22.2 NM

(8.2%) 26.5%

(8.7%) 6.7%

19.3% NM

19.2% 6.1%

Fair Isaac Corporation Verint Systems Inc.

$126.81 $37.85

3,939 2,372

533 442

4,471 2,814

5.0 2.6

4.8 2.5

21.6 12.3

18.1 10.6

32.0 15.3

24.4 13.4

6.1% (5.5%)

4.1% 6.1%

23.0% 21.5%

26.3% 23.5%

MicroStrategy Incorporated

27.0%

$189.35

2,165

(589)

1,576

3.1

3.0

12.6

11.1

24.0

24.9

(3.3%)

2.6%

24.4%

Hortonworks, Inc.

$10.65

651

(85)

566

3.1

2.4

NM

NM

NM

NM

51.3%

28.7%

NM

NM

Gridsum Holding Inc. Attunity Ltd.

$12.20 $8.24

351 139

(74) (9)

276 130

4.9 2.4

3.1 2.1

NM NM

44.6 19.3

NM NM

NM 49.9

55.4% 13.1%

58.1% 15.2%

NM NM

7.0% 10.7%

$6.80

82

(26)

55

1.7

1.6

NM

NM

NM

NM

4.4%

10.9%

NM

NM

3.6x 3.1

3.1x 2.7

29.6x 12.6

29.0x 18.7

26.2x 28.0

27.0x 24.4

17.9% 9.6%

15.1% 8.8%

19.4% 21.5%

16.3% 15.0%

Datawatch Corporation

Mean Median Vertical Cerner Corporation

$51.50

$16,981

$207

$17,188

3.7x

3.3x

13.1x

10.0x

27.8x

20.7x

8.2%

10.2%

27.8%

33.0%

Constellation Software Inc. SS&C Technologies Holdings, Inc.

$453.53 $32.81

9,611 6,655

41 2,388

9,652 9,043

4.5 6.0

4.0 5.4

17.8 14.9

15.7 13.0

24.3 20.3

20.7 17.2

15.8% 51.8%

12.8% 9.4%

25.5% 39.9%

25.6% 41.8%

Veeva Systems Inc.

$44.04 $113.88

6,041

(511)

5,530

10.2

8.5

33.0

27.3

64.6

55.4

31.9%

20.7%

31.0%

31.1%

4,500

144

4,644

4.3

3.6

43.4

15.2

NM

45.9

17.1%

19.1%

9.9%

23.7%

Guidewire Software, Inc. Medidata Solutions, Inc.

$54.57 $58.43

4,011 3,366

(530) (111)

3,481 3,254

7.9 7.0

6.6 5.9

44.6 49.6

32.7 24.0

78.8 NM

66.2 46.9

12.0% 18.1%

18.2% 19.0%

17.6% 14.1%

20.3% 24.6%

Ellie Mae, Inc. CoreLogic, Inc.

$98.29 $38.21

3,311 3,300

(423) 1,523

2,888 4,823

8.0 2.5

6.6 2.5

35.4 9.7

19.9 9.8

85.5 16.3

49.6 15.9

41.9% 26.6%

21.8% (1.8%)

22.6% 25.8%

33.1% 26.0%

Blackbaud, Inc. RealPage, Inc.

$70.74 $32.30

3,283 2,599

325 54

3,608 2,653

4.9 4.7

4.6 4.1

27.3 21.2

19.0 17.6

80.4 43.5

33.2 35.8

14.6% 21.3%

7.7% 14.7%

18.1% 22.0%

24.1% 23.2%

Allscripts Healthcare Solutions, Inc.

$11.89

2,201

1,156

3,357

2.2

2.0

11.5

9.8

20.9

18.2

12.5%

8.7%

18.7%

20.1%

WebMD Health Corp. Inovalon Holdings, Inc.

$50.74 $12.25

1,862 1,801

6 (443)

1,868 1,358

2.7 3.2

2.5 3.0

8.1 13.7

7.5 12.7

26.7 38.7

25.0 37.4

10.7% (2.4%)

5.5% 6.6%

32.6% 23.2%

33.3% 23.5%

AppFolio, Inc.

$24.00

809

7.5

5.8

2.6

2.4

NM

NM 86.5

30.1%

601

NM 16.2

39.8%

701

NM 19.7

NM

$22.10

(18) (101)

791

HealthStream, Inc.

9.0%

10.9%

2.8% 13.4%

4.9% 14.7%

Silver Spring Networks, Inc. Instructure, Inc.

$13.13 $23.80

681 672

(113) (68)

568 604

1.9 5.4

1.7 4.0

31.0 NM

21.8 NM

72.1 NM

47.7 NM

(39.6%) 51.5%

11.9% 35.6%

6.2% NM

7.9% NM

Castlight Health, Inc. Exa Corporation

$3.20

334 240

(116) (22)

217 218

2.1 3.0

1.7 2.7

NM

NM 24.4

NM NM

34.9% 12.0%

23.9% 12.0%

NM

37.4

NM NM

NM

$16.17

8.0%

10.9%

4.7x 4.4

4.0x 3.8

25.4x 21.2

17.4x 16.2

46.1x 38.7

38.9x 36.6

19.4% 16.5%

14.8% 12.4%

20.0% 20.4%

23.4% 23.9%

athenahealth, Inc.

Mean Median

10

Notes: Source: Capital IQ and Wall Street Estimates. Multiples 100 considered NM. Negative margins considered NM. Market Data as of 2/10/2017.

PUBLIC SAAS COMPANIES – VALUATION CORRELATION TO GROWTH AND CASH FLOW R = 0.71

11.0x

Enterprise Value / CY 2017E Revenue

9.0x

AZPN VEEV

7.0x

TWOU NEWR CSOD

5.0x FIVN BNFT 3.0x

AMBR

ZEN

HUBS CALD PCTY

BLKB BOX INST SPSC

WK

NOW

PAYC

COUP ULTI CRM

SPLK

MIME QLYS

RP RNG

APTI BV LPSN JIVE 1.0x TNGO MRIN (10.0%)

0.0% (1.0x)

10.0%

ECOM BCOV

20.0%

CSLT CARB

30.0%

40.0%

CY 2017E Revenue Growth % + CY 2017E FCF Margin %

11

SHOP

WDAY

Notes: Sources: Capital IQ as of 2/10/2017. Consensus Estimates used for CY17E figures. For Tangoe, CY16E FCF Margin % used since no CIQ Consensus Estimate available for CY17E FCF Margin %. When analyzing the same data set, R value of 2017E Revenue Multiple and 2017E Revenue Growth % is 0.48. When analyzing the same data set, R value of 2017E Revenue Multiple and 2017E FCF Margin % is 0.49. Estimates for COVS and PCYG are not available.

50.0%

60.0%

PUBLIC SAAS COMPANIES – VALUATION CORRELATION TO S&M EFFECTIVENESS 12.0x

R = 0.51

Enterprise Value / CY 2016E Revenue

NOW 10.0x

VEEV WDAY PAYC

AZPN (-0.1x) SPLK 8.0x NEWR CRM MIME

6.0x

COUP ZEN

TWOU

HUBS

AMBR APTI LPSN (-0.2x) BV JIVE

ULTI PCTY

INST FIVN CALD QLYS BLKB RNG SPSC

CSOD BOX

4.0x

2.0x

SHOP

JCOM RP BNFT

WK CARB

ECOM CSLT BCOV TNGO

MRIN (-0.3x) 0.0

0.2

0.4

0.6

0.8

1.0

1.2

1.4

1.6

Annual Change in Revenue (CY16E) / LTM Sales and Marketing Expense 12

Notes: Sources: Capital IQ as of 2/10/2017. Consensus Estimates used for CY16E Revenue figures and GAAP figures used for Sales and Marketing Expense. For Tangoe, CIQ Consensus Estimate used for CY15 Revenue since no actual Revenue figure was reported for that period. SaaS companies with Annual Change in Revenue (CY16E) / LTM Sales and Marketing Expense less than or equal to 0.0 placed at 0.0 x-axis position and excluded from R calculation (AZPN, LPSN, MRIN). The Annual Change in Revenue (CY16E) / LTM Sales and Marketing Expense for these companies are provided in parenthesis. Estimates for COVS and PCYG are not available.

1.8

RECENT ACQUISITIONS Select Software M&A Transactions ($MM) Announced Date

Aggregate Acquirer

Target

Target Sector

AV / Revenue LTM

NTM

Target Description

2/9/17

Nokia Corporation

Comptel Corporation

Carrier Infrastructure

$367

3.3x

3.0x

Provides network management and operational support system (OSS) software and related managed services for telecom service provides globally

2/8/17

Sophos

Invincea

Security

$120

12.2x

NA

Provides endpoint security software for small businesses and enterprises in the healthcare, financial services and government industries. Software provides features for detection of spear-phishing, watering hole and website hijacking attacks. Also provides server security breach management SaaS

2/2/17

Hexagon AB

MSC Software Corporation

Application Software

$834

3.6x

NA

Provides motion control, dynamics and acoustical vibration simulation and modeling software for businesses

Security

$120

NA

NA

Provides iris recognition biometric systems for use in mobile devices and automobiles

Storage

$65

NA

NA

Provides on-site, hosted and cloud-based back-up and recovery, data protection and replication software for use in disaster recovery for businesses

1/27/17

Application Software

$128

NA

NA

Provides K-12 education assessment management software for schools and educators. Software provides features for summative assessments design and testing for grades 3-8 according to state, district and federal regulations, scoring and reporting to students

1/25/17

Application Software

$1,400

NA

NA

Provides electronic medication prior authorization software for pharmacies, healthcare providers, and pharmaceutical companies. Software is integrated into electronic health records so that healthcare providers and doctors can provide electronic authorization for patients to take medications

1/24/17

Infrastructure Management

$3,903

18.9x

NA

Provides application performance management (APM) SaaS and mobile applications, enabling the monitoring and troubleshooting of applications, extensions, plugins, databases, and servers for businesses. Also provides related analytics reporting software

Hosted Services

$84

NA

NA

Provides domain name registration and related services to corporate and consumer website owners. Related services include web hosting and an auction service for website domain name resellers

Application Software

$800

4.6x

NA

Provides project and portfolio management SaaS and related systems integration services for enterprises. Software includes features for plan design, agile project portfolio management and cost analysis and control

1/17/17

Storage

$650

6.5x

NA

Provides backup and recovery storage systems and storage management software for businesses. Storage systems feature virtual machine (VM) level management, in-line de-duplication and compression of data, including backup copies of VMs that can be replicated to secondary datacenters

1/9/17

Information Management

$425

NA

NA

Provides social collaboration online software for enterprise employees and consumers. Software allows employees and consumers to create "boards" where members collaborate to complete tasks for a project, with features that include messaging and notifications

1/4/17

Application Software

$134

19.1x

7.0x

Provides health benefits management SaaS for businesses. Software provides features for financial management, customized health benefit plans, and data and analytics reporting. Also provides mobile access and systems integration services

12/23/16

Application Software

$53

NA

NA

Provides cloud-based global import and export trade reference software and an online database of analysis content, cargo details and related company profiles for businesses at www.datamyne.com

12/20/16

Application Software

$67

NA

NA

Provides client reporting software and services for the investment and financial services sectors globally

Security

$560

NA

NA

Provides digital rights management SaaS for businesses and content producers, as well as an online digital music and video content recognition database for consumers and the entertainment sector

( 2/1/17

Fingerprint Cards AB

)

Delta ID Inc.

(

)

1/31/17

(

)

1/20/17

(

)

1/19/17

(

)

12/20/16

(

13

Value (AV)

)

Notes: Source: Capital IQ and Wall Street Estimates. Reflects M&A activity through 2/10/2017. Transactions highlighted in yellow denote Private Equity Acquirers.

RECENT ACQUISITIONS Select Software M&A Transactions ($MM) Announced

Aggregate

Date

Acquirer

Target

Target Sector

Value (AV)

AV / Revenue LTM

NTM

12/19/16

Application Software

$160

3.9x

NA

12/19/16

Mobility

$67

NA

NA

Designs and develops graphical user interfaces (GUI) for mobile phones and automotive displays, to automotive and other embedded display manufacturers

Application Software

$130

NA

NA

The vendor management software and related assets of Beeline, which provides vendor management systems (VMS) for businesses globally. Software provides spending management, procurement cycle automation and quality control monitoring

Application Software

$60

NA

NA

Provides on premise and cloud-based channel and contract management software for businesses in the life sciences industry. Software provides features for revenue management, contract lifecycle management and performance analytics reporting

Security

$850

4.0x

NA

The identity management business of 3M, which consists of 3M Cogent, a biometric identification system, and 3M's document reader and secure materials systems and software. Assets are used by civil identification, border control and law enforcement agencies

Application Software

$850

NA

NA

Sungard's public sector business, which provides ERP administration SaaS for government and public safety entities and the K-12 business, which provides cloud-based administration and student management software for K-12 educators

Hosted Services / Managed Security Services

$1,800

2.6x

NA

Provides network and wireless network IT security auditing, compliance and penetration testing services for businesses and government agencies globally. Also operates as an information security VAR and provides security systems integration services

Application Software

$2,800

NA

5.2x

Provides ERP, HR management, CRM and project management software, SaaS and systems integration services, for government contractors, professional services firms and other project-based businesses globally

12/6/16

Information Management

$854

2.9x

2.7x

Provides team collaboration SaaS enabling businesses globally in the life science, financial, oil and gas, technology and manufacturing industries to securely exchange documents and sync files

12/2/16

Application Software

$65

6.5x

NA

Provides IoT predictive analytics, data mining and event processing software and SaaS for businesses

12/1/16

Infrastructure Management

$636

5.1x

NA

Provides IT process automation and job scheduling software for businesses globally. Applications manage file transfers, virtual machine provisioning, application release management and error identification and remediation

Information Management

$112

2.2x

NA

Provides enterprise data quality SaaS for business. Software provides features for data analysis, profiling, validation and cleansing for businesses operating in the retail, insurance, healthcare and financial industries

11/29/16

Application Software

$190

3.8x

NA

Provides online advertising campaign management and ad-serving SaaS for businesses

11/20/16

Security

$2,362

3.6x

3.3x

Provides online identity theft and credit rating monitoring software for consumers and businesses in the US

11/15/16

Information Management

$153

NA

NA

Provides Industrial Internet of Things (IIoT) data integration automation and analytics SaaS for businesses in the energy, aviation and manufacturing sectors

11/14/16

Application Software

$915

10.2x

NA

Provides field service and contract management SaaS and mobile applications for service-oriented businesses and enterprises. Software provides features for dispatch and scheduling, warranty, parts and return management and field service metrics reporting

12/13/16

(

)

(

)

12/12/16

(

)

12/9/16 (Identity Management Business)

12/7/16

/

(Public Sector & K-12 Education Businesses)

12/6/16

(

)

12/6/16

(

(1)

)

11/30/16

(

14

Target Description

Provides insurance policy administration and management software as a service (SaaS) and on-premise for property and casualty insurance companies. Features include claims management, billing and document management. Also provides related services

)

Notes: Source: Capital IQ and Wall Street Estimates. Reflects M&A activity through 2/10/2017. Transactions highlighted in yellow denote Private Equity Acquirers. (1) Aggregate Value represents the majority stake being acquired by KKR. The Blackstone Group will maintain a minority stake

RECENT ACQUISITIONS Select Software M&A Transactions ($MM) Announced Date

Aggregate Acquirer

Target

Target Sector

Value (AV)

AV / Revenue LTM

NTM

11/10/16

Application Software

$270

NA

NA

11/8/16

Application Software

$300

7.9x

NA

Provides SAP-based project, plant and asset management ERP software for enterprises. Software provides features for scheduling, project planning, workforce management and analytics reporting, accessible on desktop systems and mobile devices

10/31/16

Information Management

$632

NA

4.2x

Provides data management SaaS to the manufacturing and construction industry in the United States and Canada. Software provides features for financial risk management, vendor management, commercial construction project search engines, analytics and reporting, and product marketing to industry professionals

10/27/16

Information Management

$55

NA

3.7x

Provides team collaboration messaging SaaS that enables physicians at hospitals to communicate with patients via a managed messaging system

10/24/16

Security

$58

NA

3.7x

Provides IP traffic classification and network intelligence software used in physical, SDN and NFV architectures. Supplies software to vendors that embed real-time application visibility in their products for cybersecurity, traffic optimization, service chaining and quality of service, and analytics

10/21/16

Information Management

$410

NA

NA

Provides electronic evidence and data recovery SaaS and services for law firms, government agencies and corporate law departments. Software provides features for data collection, portfolio and project management, forensic review and data replication and destruction

10/20/16

Security

$55

NA

NA

Provides cloud application control (CAC) software for enterprises. Software enables detection and targeted attack protection (TAP) for enterprises using SaaS applications on enterprise networks and on mobile devices against malware attacks

10/4/16

Security

$60

NA

NA

Provides cloud-based third-party access control SaaS to IT businesses, enabling access to applications that are hosted in data centers and to Microsoft SharePoint on enterprise networks. Software also provides data path protection, identity access management and application security

10/4/16

Application Software

$250

NA

1.9x

Provides retail brand and e-commerce online shopping marketing and advertising SaaS for businesses

10/4/16

Application Software

$680

13.1X

NA

Provides real-time audience data management and targeting SaaS for marketers, Web publishers and ad agencies. Software enables continuous customer and prospect data collection from digital interactions, including website visits or ads served

Application Software

$180

2.4x

NA

Provides parking software, SaaS and systems that enables parking management, enforcement, permits, collections, access and revenue control. Also provides related handheld input devices and software development services

Application Software

$153

NA

NA

Provides email and digital subscription management SaaS that enables US government agencies to provide citizens with information about such topics as local emergencies, events, council minutes and other matters through email, wireless alerts, and RSS feeds

Data Centers & Facilities

$185

NA

NA

Provides facilities management SaaS for sustainable resource planning for multi-site corporations. Software is used to measure and manage carbon emissions and waste and allocate energy resources throughout multiple facilities

Infrastructure Management

$60

12.0x

NA

Provides Apache JMeter open-source load testing SaaS, enabling mobile app performance testing and monitoring for Web, mobile app, micro services and API developers and businesses

Application Software

$135

NA

NA

The technology assets of INVeSHARE Inc. which provides embeddable Web-based shareholder communication SaaS to brokerage firms and shareholders

Enterprise Networking

$1,254

3.5x

3.4x

Provides DNS, DHCP, and IP address (DDI) management and network service delivery software and management appliances for enterprises, government agencies and service providers worldwide

9/29/16

( 9/26/16

)

(

)

9/22/16

(

)

9/20/16

9/19/16 (Technology Assets)

9/19/16

15

Target Description

Provides asset and financial management SaaS to businesses and investors in the global aviation industry. Software provides features for investment management, short term and long term bridge financing, contract financing, customized portfolio securitization facilities, and transaction and assess risk monetization

Notes: Source: Capital IQ and Wall Street Estimates. Reflects M&A activity through 2/10/2017. Transactions highlighted in yellow denote Private Equity Acquirers.

RECENT ACQUISITIONS Select Software M&A Transactions ($MM) Announced

AV / Revenue

Aggregate

Date

Acquirer

Target

Target Sector

Value (AV)

LTM

NTM

Target Description

Information Management

$1,620

2.7x

NA

EMC's Enterprise Content Division, which provides enterprise content management SaaS and on-premise software, including the Documentum, InfoArchive, and LEAP product lines, for businesses and corporations

API Management SaaS

$562

6.1x

5.0x

Provides API management SaaS for businesses globally. Software enables the integration, interfacing and management of thirdparty applications and services for software developers creating branded mobile and cloud applications

Security Software

$6,078

NA

NA

Provides network anti-malware and PC security software for consumers and enterprises worldwide. Software includes features for anti-virus, anti-spyware, anti-spam, intrusion prevention, secure messaging, Web filtering and vulnerability management

Security Software

$8,730

2.8x

NA

HPE's software business division, which provides systems management, storage management, content management, applications development, imaging and virtualization management software for enterprises

8/31/16

Application Software

$1,402

3.4x

3.1x

Provides VoIP, unified communications, PBX and call center management software and software-as-a-service (SaaS) for businesses globally. Also provides managed communications and disaster recovery services

8/18/16

Internet Software & Services

$122

3.9x

NA

Provides online content management SaaS for Web publishers in the medical, scientific, technical and media industries worldwide. Also provides online hosting of journalistic content

Application Software

$80

5.3x

NA

Provides project and portfolio management (PPM), application portfolio management (APM) and predictive portfolio analysis (PPA) SaaS for the healthcare, government, education and commercial sectors

8/1/16

Information Management

$582

NA

NA

Provides team collaboration and document management SaaS for businesses. The company’s solutions are used in various platforms, such as iPad and iPhone, Macs, PCs, Windows, Apple watches, Android phones, Android tablets, and on the Web

8/1/16

Systems Software

$2,184

7.0x

5.8x

Provides GPS-based vehicle tracking and mobile workforce management SaaS for service-based businesses and the construction industry globally

7/28/16

Application Software

$8,709

9.7x

7.7x

Provides financial management and planning, ERP, e-commerce, CRM, SCM, and business intelligence (BI) analytics software as a service (SaaS) for businesses globally

Information Management

$1,009

1.9x

1.9x

Provides e-discovery and document review software for businesses, the legal sector and government agencies globally. Also provides a searchable online database of Chapter 7, 11 and 13 bankruptcy court filings and outsourced e-discovery and classaction lawsuit claims

7/26/16

Information Management

$1,800

NA

NA

The GoTo businesses of Citrix Systems provides Web conferencing and real-time team collaboration SaaS for small- to mediumsized businesses

7/21/16

Application Software

$215

NA

3.6x

Provides customer engagement and customer analytics SaaS for businesses in the telecom, insurance, finance, travel, hospitality and retail sectors

7/21/16

Application Software

$130

14.4x

NA

Provides marketing automation, customer analytics, and sales management SaaS for retailers. Software enables marketers to collect and deliver user generated content (UGC) from various mediums

Information Management

$600

4.0x

NA

Provides web browsers for fixed and mobile computers and smartphones for businesses and consumers globally

Security

$497

3.8x

3.5x

Provides single sign-on (SSO) and password management software, as well as appliance-based authentication and employee access management systems, for hospitals and healthcare providers

9/12/16 (ECM Business)

9/8/16

9/7/16

(

)

9/7/16 (Software Business Division)

8/1/16

7/27/16

7/18/16

7/13/16

16

(

)

/

Beijing Kunlun Tech Co. Goloden Brick Silk Yonglian Road Fund Management Investments Co.

Consumer Assets

Notes: Source: Capital IQ and Wall Street Estimates. Reflects M&A activity through 2/10/2017. Transactions highlighted in yellow denote Private Equity Acquirers.

RECENT ACQUISITIONS Select Software M&A Transactions ($MM) Announced Date

Aggregate Acquirer

Target

Target Sector

Value (AV)

AV / Revenue LTM

NTM

$1,463

3.4x

3.3x

Provides anti-virus, anti-malware, anti-spam, firewall, mobile device and endpoint security software for consumers and businesses globally. AVG Technologies began trading on the NYSE under the ticker symbol AVG in February 2012

Application Software

$3,300

3.3x

NA

Provides ERP, CRM and SCM software and SaaS for businesses globally

Infrastructure Management

$237

1.5x

NA

Provides financial and payment processing software and services for higher education institutions. Higher One began trading on the NYSE under the ticker symbol ONE in June 2010

Application Software

$125

NA

NA

Provides retail predictive analytics SaaS that uses big data to enable retailers and wholesalers to forecast merchandise planning, assortment, category management, pricing and supply chain optimization

6/28/16

Security

$293

NA

NA

Provides access control and anti-data leakage SaaS to enable businesses to secure cloud applications and provide data loss prevention (DLP). The SaaS works on cloud services such as Amazon Web Services, Box, Google Apps, Dropbox and Salesforce

6/20/16

Application Software

$2,200

1.6x

NA

Provides BI analytics and corporate performance management, database management, identity and access management, network security management, endpoint integrity and identity and access management software and SaaS for businesses

Information Management

$315

NA

2.7x

The HP Exstream, HP Output Management, HP TeleForm and HP LiquidOffice software and service assets of HP, which enable automated customer communication and multi-channel document management and delivery for businesses

Internet Content & Commerce

$26,188

8.1x

6.7x

Provides a social networking website for professionals and businesses globally through www.linkedin.com

Security

$4,650

7.8x

NA

Provides enterprise cybersecurity, Web traffic management and mobile device security systems and software as a service (SaaS) for businesses globally

6/7/16

Application Software

$175

3.5x

NA

Provides supply chain management (SCM) software, SaaS and related integration services to the chemical and oil industries globally

6/2/16

Information Management

$163

NA

2.2x

Provides e-discovery, enterprise search and categorization SaaS and managed services for businesses globally. Software also enables predictive and contract analysis, and enterprise knowledge management

6/2/16

Application Software

$2,615

4.1x

3.6x

Provides on-premise and cloud-based business intelligence (BI) analytics and reporting software for businesses, government agencies and educational institutions globally

6/1/16

Application Software

$2,913

11.5x

9.1x

Provides enterprise cloud-based e-commerce SaaS for Web merchants and multi-channel online retailers. Software includes features for order management, multiple e-commerce site creation and maintenance and mobile transaction processing

Median

3.9x

3.5x

Mean

6.0x

4.4x

Median

3.5x

3.4x

Mean

3.4x

3.1x

7/7/16

7/5/16

(

)

6/30/16

6/28/16

6/20/16

(

)

( customer communication management assets )

6/13/16

6/12/16 (

)

All Software

PE

17

Target Description

Anti-virus & Security Software

Notes: Source: Capital IQ and Wall Street Estimates. Reflects M&A activity through 2/10/2017. Transactions highlighted in yellow denote Private Equity Acquirers.

RECENT PRIVATE FINANCINGS ($MM)

Deal Date

18

Company

Amount Raised

Brief Description

Investors

2/9/17

Evident.IO

$22

Provider of cloud infrastructure security and compliance automation designed to proactively manage public cloud security risk. The company's Evident Security Platform (EPS) continuously monitors and identifies security misconfigurations for Amazon Web Services (AWS).

2/9/17

Demisto

$20

Developer of a security operations platform. The company develops an integrated automation software tool which enables users to automatically get alerts if a malicious URL or file is shared in Slack.

2/8/17

Fuze

$104

Provider of a cloud-based UCaaS platform designed to simplify business voice communications and flexible video conferencing. The company's cloud-based unified communications platform unlocks data from multiple sources across the enterprise.

2/8/17

Uptake Technologies

$70

Developer of a predictive analytics platform designed to transform data into measurable business value. Its predictive analytics software collects and interprets sensor data and converts insights into action, integrated directly into the workflow.

RevolutionGrowth

2/8/17

CarTrade.com

$55

Operator of an online auto marketplace designed to provide buyers and sellers a structured platform for transacting new and used vehicles. The company's platform offers price information, condition check, reviews, comparisons and latest news.

Temasek Holdings

2/8/17

HackerOne

$40

Developer of a vulnerability coordination and bug bounty platform created to empower companies to protect consumer data, trust and loyalty. Its bug bounty platform provides all the security vulnerability reports of an organization in one place, connected to its issue tracker, with easy interaction among all stakeholders.

2/7/17

Netwrix

$56

Provider of visibility and governance platform designed to detect insider threats on premises and in the cloud. The company's visibility and governance platform enables control over changes, configurations and access in hybrid cloud IT environments.

2/7/17

Exabeam

$30

Provider of an analytics-led security intelligence platform designed to detect data breaches. The company's analytics-led security intelligence platform combines unlimited data collection of all sizes of organizations for threat detection, end-to-end detection and provides an automated incident response.

2/7/17

SnapRoute

$25

Developer of a open-source platform designed to change data centers creation and maintenance. The company's open-source platform allows every component of the network stack to be fully visible, accessible and completely modular.

2/7/17

SpringCM

$25

Provider of cloud based document and contract management platform designed to solve most critical business needs. The company's automated document and contract management platforms are tailored to fit business processes with advanced workflows that automate manual tasks and complex processes.

2/6/17

Lola Travel

$25

Developer of a travel booking application. The company, through its platform enables users to search for and book trips by texting with a human travel agent.

Accel Partners, Charles River Ventures, General Catalyst Partners, GV, Tenaya Capital

2/2/17

Nymbus

$24

Developer of a core banking software designed to transform the way traditional banks and credit unions support and interact with their customers. Its SmartCore platform is a next generation processing system with single sign-on, combined with a modern user-friendly interface.

NA

2/2/17

MapAnything

$33

Provider of a geo-analytics and location intelligence platform designed to improve enterprises productivity. The company's platform enables businesses to visualize their data on a map and interact with it to increase field sales efficiency.

Columbus Nova Private Equity Partners, David Stern, Greycroft Partners, Harbert Growth Partners, Michael Lazerow, Salesforce Ventures, ServiceNow

2/1/17

DMT Development Systems Group

$30

Developer of lead management software designed to efficiently generate and manage leads of automotive OEMs. Its unified multi-tenant SaaS platform based software products offer information sharing to improve lead management, customer relations management, information integration and related business processes.

Sageview Capital

2/1/17

ClearMotion

$100

Developer of automotive technology designed to transform user experience in cars. The company's digital chassis technology replaces traditional automotive shock absorbers with software-controlled actuators and allows cars to interpret and react to road conditions in real time.

Eileses Capital, JP Morgan Asset Management, New Enterprise Associates, Qualcomm Ventures, World Innovation Lab

Notes: Source: Pitchbook. Reflects deal activity through 2/10/2017. Transactions reflect recent Software Venture and Private Equity Growth / Expansion activity where the amount raised was greater than or equal to $20MM.

Bain Capital Ventures, GV, True Ventures, Venrock

Accel Partners, ClearSky Power & Technology Fund, Slack Technologies

Bessemer Venture Partners, G20 Ventures, Greenspring Associates, Summit Partners, Wellington Management

Benchmark Capital, Dragoneer Investment Group, New Enterprise Associates

Updata Partners

Aspect Venture Partners, Cisco Investments, Icon Ventures, Lightspeed Venture Partners, Norwest Venture Partners, Shlomo Kramer

AT&T, Lightspeed Venture Partners, Microsoft Ventures, Norwest Venture Partners

Crestline Investors, Foundation Capital

RECENT PRIVATE FINANCINGS ($MM)

Deal Date

19

Company

Amount Raised

Brief Description

Investors

1/31/17

TeamSnap

$25

Provider of a sports management platform intended to simplify communication and coordination between sports members. Its sports management platform and a mobile application enables users to keep track of rosters, schedules, game, practice attendance, availability, team payments and statistics.

1/31/17

SoundHound

$75

Developer of sound recognition and voice search technologies designed to turn sound into understanding and actionable meaning. Its music recognition application, Hondify, leverages speech-to-meaning technology, enabling humans to interact with the things around them in the same way they interact with each other.

Global Catalyst Partners, Kleiner Perkins Caufield & Byers, MKaNN, Nomura Holdings, NVIDIA GPU Ventures, Recruit Holdings, Samsung Strategy and Innovation Center, SharesPost, Sompo Japan Nipponkoa Insurance, TransLink Capital, Walden Venture Capital

1/31/17

CSDC Systems

$30

Provider of commercial workflow process software designed to improve operational efficiency and deliver citizen centric services. Its enterprise platform automate the business processes of government agencies enabling range of content based government compliance and case management services.

BuildGroup

1/31/17

Centerfield Media Holdings

$156

Developer of an online marketing technology platform designed to enable targeting and acquisition of high performing, high life time value customers for its clients across numerous industries. The company's intelligent digital advertising technology and sophisticated marketing technology platform leverages big data and optimizes each part of the customer acquisition process.

1/30/17

The Bouqs

$24

Developer of an online flower delivery platform designed to connect farms and a curated network of artisan florists directly to consumers. Its flower delivery platform offers fresh cut flowers from eco-friendly, sustainable farms around the world.

1/26/17

Zoom Video Communications

$115

Developer of enterprise video and web communications technology designed to unify online meetings, group messaging and a software-defined video conference room platform. Its video conferencing services enable video, audio and screen-sharing experience across multiple web and mobile systems.

1/26/17

Reflektive

$25

Provider of a real-time performance management platform designed to help companies evolve their performance management processes with real-time feedback. Its platform integrates into daily workflows, delivering usage rates similar to widely adopted consumer applications enabling real-time feedback.

Andreessen Horowitz, Lightspeed Venture Partners

1/26/17

Raisin

$32

Operator of a deposit marketplace intended to provide access to the best interest rates from across Europe. The company's platform allows users to access term deposits safely and securely online, with deposits guaranteed and seamlessly transfer funds to company's network of partner banks across Europe.

Index Ventures, Ribbit Capital, Thrive Capital

1/25/17

TruMid

$28

Provider of an electronic credit trading platform created to unlock liquidity for institutional clients. The company's electronic credit trading platform enables bond and CDS holders to transact directly and anonymously with other buy-side and sell-side participants.

NA

1/25/17

Sentinel Labs

$70

Provider of protection technology against online threats and attacks designed to transform endpoint security. Its technology, based on deep inspection of all system processes combined with machine learning to isolate malicious behaviors, detects malware and online threats in real time using detection engine and a crowd sourced approach.

Andy Bechtolsheim, Data Collective, Granite Hill Capital Partners, Redpoint Ventures, SineWave Ventures, Sound Ventures, The Westly Group, Third Point Ventures

1/25/17

Doctolib

$28

Developer of an application platform designed for patients to choose their doctor, make an appointment and monitor their health. The company's platform offers management software for physicians and health practitioners that optimizes the management of appointments.

Accel Partners, Bpifrance, Ludwig Klitzsch, Nicolas Brusson, Pierre Kosciusko Morizet

1/25/17

Che300.com

$29

Developer of a used car trading platform intended to provide consumers with a certified marketplace for buying and selling used cars. Its used car trading platform offers sales transaction, financial and warranty services as well as access to industry experts.

Sequoia Capital

1/25/17

Airware

$52

Provider of hardware, software and cloud services for commercial drones. The company develops an aerial information platform for the rapid development and deployment of unmanned aircraft, including micro-to-mid sized, fixed-wing, helicopter, multiple-rotor or custom craft.

1/24/17

WorkFusion

$35

Provider of infrastructure applications for data analysis designed to power the digital transformation of work. The company's enterprise platform combines the power of machine learning, crowdsourcing and automation to increase data and content productivity for finance, retail and media businesses.

1/24/17

Vestiaire Collective

$62

Operator of an e-commerce platform designed for the resale of luxury clothing and accessories. The company's platform offers curated, verified and also ships pre-owned clothing and accessories, acting as an intermediary between buyers and sellers.

Notes: Source: Pitchbook. Reflects deal activity through 2/10/2017. Transactions reflect recent Software Venture and Private Equity Growth / Expansion activity where the amount raised was greater than or equal to $20MM.

Fairfax Financial Holdings, Foundry Group

NA

Azure Capital Partners, KEC Ventures, NextEquity Partners, Partech Ventures, Quest Venture Partners, Reimagined Ventures, Robert Herjavec

AME Cloud Ventures, Emergence Capital Partners, Qualcomm Ventures, Sequoia Capital

Andreessen Horowitz, Caterpillar Ventures, Danhua Capital, Intel Capital, John Chambers, Kleiner Perkins Caufield & Byers, Next World Capital, Tenaya Capital

Georgian Partners, Greycroft Partners, iNovia Capital, Mohr Davidow Ventures, Nokia Growth Partners, RTP Ventures

Eurazeo, IDInvest Partners, Vitruvian Partners

RECENT PRIVATE FINANCINGS ($MM)

20

Deal Date

Company

Amount Raised

1/24/17

NowFloats

$20

1/24/17

Koubei.com

$1,100

1/24/17

InvestCloud

$25

Provider of investment platform. The company provides a cloud-based technology platform which specializes in SaaS and BPaaS services for financial sectors like Wealth Management, Family Offices and Hedge Fund.

JP Morgan Chase & Company

1/24/17

EquipmentShare.com

$29

Provider of a peer-to-peer platform for renting of contracting equipment. The company's platform provides an interface for lending and renting equipment as well as insurance verification, background checks and payment processing services to the users.

Ashton Kutcher, Ben Kaminski, FundersClub, Great Oaks Venture Capital, Insight Venture Partners, Jonathan Ehrlich, Krillion Ventures, Neil Chheda, Oliver Jung, Paul Buchheit, Paul Holliman, Ray He, Robert Wuttke, Romulus Capital, Seth Weinstein, Sound Ventures, Steelhead Ventures, Wefunder, Y Combinator

1/24/17

Button

$20

Developer of a mobile connection platform designed to unify applications to commerce brands. Its mobile connection platform offers mobile customer acquisition, engagement and monetization services, enabling users to add cross-application features and helps businesses generate user loyalty.

DCM Ventures, Greycroft Partners, Norwest Venture Partners, Redpoint Ventures

1/23/17

Xueba100

$100

Provider of educational software designed for students to be used in mobile devices. The company offers a mobile application for students which helps them to solve homework problems by analyzing a picture submitted by the user, enabling students to answer questions and solve difficult problems.

China Merchants Capital, Easy Capital Partners, Qiming Venture Partners, Trustbridge Partners, Vertex Venture Holdings, Vision Capital (China)

1/23/17

Turbonomic

$50

Provider of IT-management software for data centers. The company offers a platform that matches real-time application demand with computing, storage and network supply. The company's patented technology analyzes demand from applications, containers, network and VDI and adjusts configuration, resource allocation and workload placement.

1/23/17

Tricentis

$165

Provider of agile market leading software testing tools for accelerating business innovation. Its integrated software testing tools consists of a model-based test automation and test case design approach, encompassing risk-based testing, test data management and provisioning.

1/23/17

Aryaka Networks

$45

Provider of cloud-based platform for network optimization. The company, through its network optimization software, enables communication, data center consolidation, server storage centralization and disaster recovery.

Deutsche Telekom Capital Partners, InterWest Partners, Third Point Ventures

1/20/17

Revo Technologies

$20

Provider of financial software services for merchants for addressing unmet needs of leading Russian merchants in purchase financing. Its software uses mobile Internet and cloud technologies alongside a credit approval infrastructure and collection operations.

Baring Vostok Capital Partners, Vostok Emerging Finance

1/20/17

Kittly Live

$21

Developer of a mobile application designed to edit to photos and videos. The company's mobile application uses artificial intelligence enabling users to edit photos and video using smartphones.

NewBornTown

1/18/17

Salsify

$30

Provider of a cloud-based product-content management software. The company develops an e-commerce product management platform that allows businesses to more easily manage their online products and deliver product content to digital shoppers.

1/18/17

ProtectWise

$50

Provider of enterprise network security. The company is developing a cloud-based platform focused on cybersecurity. Its platform, currently operating as a subscription-based service, offers automated smart retrospection, security visualization and on-demand deployment, among other features.

1/18/17

InsideSales.com

$50

Provider of a sales automation and predictive analytics platform. The company provides a cloud based sales acceleration platform built on a predictive and prescriptive self-learning engine for efficient handling of sales lead management.

EPIC Ventures, Hummer Winblad Venture Partners, Ireland Strategic Investment Fund, Kleiner Perkins Caufield & Byers, Microsoft, Polaris Partners, QuestMark Partners, SharesPost, US Venture Partners, Zetta Venture Partners

1/18/17

Deputy

$25

Developer of workforce technology designed for time tracking and staff management. The company's cloud-based platform simplifies scheduling, timesheets, tasking and other employee communications, providing business managers with the tools to track and manage employees.

OpenView Venture Partners

Brief Description

Investors

Provider of website development services for businesses in India. The company enables small and medium businesses (SMEs) to develop an online presence by using SMS (short message service).

Blume Venture Advisors, IIFL Holdings, Iron Pillar, Mumbai Angel Venture Mentors, Omidyar Network

Provider of a search engine portal local services sector. The company offers a platform that enables consumers to order and pay for local services including restaurant, house renting, buying and traveling in China using their smartphone.

CDH China Holdings Management Company, Khazanah Nasional, Primavera Capital Group, Silver Lake Management, Temasek Holdings, Yunfeng Capital

Notes: Source: Pitchbook. Reflects deal activity through 2/10/2017. Transactions reflect recent Software Venture and Private Equity Growth / Expansion activity where the amount raised was greater than or equal to $20MM.

Bain Capital Ventures, General Atlantic, Globespan Capital Partners, Highland Capital Partners, ICONIQ Capital

Insight Venture Partners

Matrix Partners, North Bridge Venture Partners, Underscore.VC, Venrock

Arsenal Venture Partners, Crosslink Capital, Paladin Capital Group, Tola Capital, Top Tier Capital Partners, Trinity Ventures

RECENT PRIVATE FINANCINGS ($MM)

Deal Date

21

Company

Amount Raised

Brief Description

Investors

1/18/17

Collibra

$50

Provider of data governance software for organizations. The company offers business semantics glossary, a webbased collaborative business to information technology (IT) data governance platform with capabilities to manage business definitions, relations and rules.

1/17/17

Zoom Video Communications

$100

Developer of enterprise video and web communications technology designed to unify online meetings, group messaging and a software-defined video conference room platform. The company's video conferencing services enable video, audio and screen-sharing experience across multiple web and mobile systems.

1/17/17

OPAQ Networks

$21

Provider of a cloud-based management service designed to simplify, centralize and secure organizations networks. The company's management platform integrates security in a way that reduces complexity and costs, tightens security control and adapts to businesses and regulatory requirements.

1/17/17

letgo

$175

Provider of a secondhand mobile-marketplace designed to buy and sell locally. The company's platform uses artificial intelligence and image recognition capabilities enabling users to post items for sale in a few seconds by simply taking a photo.

1/16/17

Youxinpai (Beijing) Information Technology Co.

$500

Operator of a second-hand car online auction platform created to provide the most time-sensitive second-hand car trading services. Its online auction platform for second-hand automobiles enables car dealers, car rental agencies, car rental companies, second-hand car operators and car owners to buy and sell used cars.

1/13/17

Xiaoshouyi

$40

Provider of a customer relationship management platform. The company provides online software platform that allow companies to automate their sales force management.

1/13/17

Perfect Sense Digital

$22

Operator of a full-service technology company designed to drive innovations in web and mobile development for corporations worldwide. The company's enterprise digital application development platform seamlessly integrates with existing systems and data sources, while providing editorial tools to its users.

Carrick Capital Partners

1/13/17

Cui Yutao Health Management Center

$20

Provider of mobile internet parenting health guidance, online interaction and offline services. The company offers children's physical and mental health management platform which provides online health consultation, preventive health services, keep baby feeding record and parenting guidance.

GGV Capital, Highlight Capital, Wu Capital

1/12/17

HouseCanary

$33

Developer and operator of a real estate analytics platform. The company's platform aggregates millions of data elements, including more than four decades of property data and a rapidly expanding arsenal of proprietary data calculations and analytics, to accurately define and forecast values and market influences.

Alpha Edison, Bryant Stibel, ECA Ventures, Egon Durban, Hillspire, Nikesh Arora, Raven Ventures

1/11/17

Transmit Security

$40

Developer of a mobile security system for application developers. The company offers tools that allow mobile application developers to implement more advanced authentication techniques such as eye, fingerprint or facial recognition, via a user's mobile device.

NA

1/11/17

PayClip

$24

Provider of a mobile merchant payment system intended for an easy way to accept credit card transactions. The company's mobile merchant payment system easily and securely accepts credit and debit card transactions.

General Atlantic

1/11/17

iZettle

$127

Developer of a mobile payment application for businesses and individuals. The company offers a card-reader that plugs into mobile devices and registers to tools that enable users to accept card payments.

83North, American Express Ventures, Creandum, Dawn Capital, Greylock Partners, Index Ventures, Intel Capital, MasterCard, MCI Capital, Northzone Ventures, Santander InnoVentures, SEB Private Equity, Zouk Capital

1/11/17

Funding Circle

$102

Operator of a lending platform for small businesses. The company offers a peer-to-peer lending marketplace for business loans, where people and organizations can directly lend to small businesses.

Accel Partners, Baillie Gifford, DST Global, Index Ventures, Ribbit Capital, Rocket Internet, Sands Capital Ventures, Temasek Holdings, Union Square Ventures

1/11/17

Fino Paytech

$59

Provider of banking technology platform designed to support banking related payment services. The company's banking platform offers consultancy services and financial literacy enabling business correspondents to make and receive payments through their banking channels.

Bharat Petroleum Corporation, ICICI Lombard General Insurance Company, ICICI Prudential Life Insurance Company

1/11/17

FarmLogs

$22

Developer of a digital farm management platform. The company's platform enables farmers to forecast and measure farm profits, track expenses and manage risk. It also enables farmers to detect yield threats and access field-specific data including rainfall tracking, soil composition maps and yield maps.

Drive Capital, Huron River Ventures, Hyde Park Angels, Naspers Ventures, Sam Altman, SV Angel

Notes: Source: Pitchbook. Reflects deal activity through 2/10/2017. Transactions reflect recent Software Venture and Private Equity Growth / Expansion activity where the amount raised was greater than or equal to $20MM.

Battery Ventures, Dawn Capital, ICONIQ Capital, Index Ventures, Newion Investment Management

AME Cloud Ventures, Emergence Capital Partners, Qualcomm Ventures, Sequoia Capital

Columbia Capital, Harmony Partners, Zero G Capital Management

14W, Accel Partners, Eight Roads Ventures, FJ Labs, Insight Venture Partners, Mangrove Capital Partners, Naspers, New Enterprise Associates

Hillhouse Capital Management, Huasheng Capital, Jeneration Capital, Kohlberg Kravis Roberts, Tiger Global Management, TPG Capital, Vision Capital, Warburg Pincus

Matrix Partners China, Sequoia Capital, Tencent, ZhenFund

RECENT PRIVATE FINANCINGS ($MM)

Deal Date

22

Company

Amount Raised

Brief Description

Investors

CASH Capital

ACE & Company, Mark Pincus, Nova Founders Capital, Pacific Century Group, Peter Thiel, SBI Holdings

1/11/17

EasyStack

$50

Provider of OpenStack cloud computing for Asia Pacific based enterprise clients. The company provides cloud operating system and open-source software platform for public cloud, private cloud, hosted cloud and hybrid cloud platform.

1/11/17

CompareEuropeGroup

$21

Provider of a financial comparison platform. The company helps people across Europe with their decisions over personal finance with free and independent online comparison tools for insurance, credit cards, personal loans and other financial products.

1/10/17

Panzura

$32

Provider of a software for enterprise cloud storage. The company provides Application Cloud Controller (ACC), an enterprise-grade tool which helps to protect, manage, share and explore cloud-based files of enterprises.

1/10/17

Lalamove

$30

Provider of an on-demand delivery platform. The company provides a mobile application for home and business users in Asia to connect with drivers to have them deliver goods, move or assist in other transportation needs.

1/9/17

Activehours

$22

Provider of an online service that enables employees to access earned wages at their discretion. The company provides a mobile application that allows employees to upload work hours, electronic time sheets, maintain a record of work hours and get paid at their discretion.

1/6/17

Networked Insights

$30

Provider of customer intelligence services for advertisers, marketers and public relations professionals. The company analyzes the social web to help agencies and brand marketers to make strategic and tactical decisions. It also provides audience sync, media sync and content sync services in the United States.

4490 Ventures, American Family Ventures, Cherng Family Trust Office, Goldman Sachs Merchant Banking Division, Kegonsa Capital Partners, Sands Capital Ventures

1/6/17

Bitglass

$45

Developer of enterprise security software. The company provides a platform to secure corporate data that resides on third-party servers and travels over third-party networks to employee-owned mobile devices.

New Enterprise Associates, Norwest Venture Partners, SingTel Innov8, The Future Fund

1/5/17

Reputation.com

$20

Provider of reputation management services. The company offers an online platform with reputation management services that enables individuals and businesses to control their privacy and reputation.

Ascension Ventures, August Capital, Bessemer Venture Partners, Focus Ventures, Icon Ventures, Kleiner Perkins Caufield & Byers

1/5/17

PayNearMe

$21

Provider of a cash-based payments platform. The company operates a cash-based payments network that allows consumers to pay rent, utility bills and loans, as well as buy tickets and other products online.

1/5/17

Payfone

$24

Provider of identity-verification services for online transactions. The company offers businesses and their customers with a patented mobile authentication technology software that protects against identity theft and social engineering attacks.

1/5/17

Fugue

$41

Developer of a cloud operating system for digital enterprises. The company's software product offers security and enables businesses to build, operate and maintain cloud infrastructure.

1/5/17

Diyi Chedai

$52

Operator of an online loan-financing platform for the automotive industry. The company offers Web-based car loan financing to car buyers, dealers and car logistics service providers.

1/5/17

CloudCraze

$20

Provider of an enterprise based cross-channel e-commerce platform. The company delivers enterprise class cross channel e-commerce platform that allows its clients to share data, processes across e-commerce platform managed through Salesforce interface.

Insight Venture Partners, Salesforce Ventures

1/4/17

99

$100

Provider of an application to request and book taxis. The company develops a mobile application for customers to book taxis online through their smartphones, using its geo-location feature, connecting drivers and passengers across Brazil.

Didi Chuxing, Riverwood Capital

1/3/17

Chushou TV

$58

Operator of mobile video live streaming platform specialized in mobile games. The company is a social networking platforms which was created to provide interaction sites and mobile games.

Feidian Capital, GGV Capital, Qiming Venture Partners, Shunwei Capital

Notes: Source: Pitchbook. Reflects deal activity through 2/10/2017. Transactions reflect recent Software Venture and Private Equity Growth / Expansion activity where the amount raised was greater than or equal to $20MM.

Chevron Technology Ventures, Matrix Partners, Meritech Capital Partners, Opus Capital, Western Digital Capital

Asia Plus Securities, Blackhole Capital, Crystal Stream Capital, MindWorks Ventures, Xiang He Partners

Felicis Ventures, March Capital Partners, Matrix Partners, Ribbit Capital

NA

American Express, Andrew Prozes, BlueCross BlueShield Venture Partners, Early Warning Services, Maclab Development Group, Opus Capital, Relay Ventures, Rogers Venture Partners, RRE Ventures, Strauss Zelnick, Transaction Network Services, Verizon Ventures

Australia Future Fund, Maryland Venture Fund, New Enterprise Associates

360 Jinrong, Addor Capital, CreditEase, Matrix Partners China, Youjin Capital

SOFTWARE CAPITAL MARKETS UPDATE Recent Software IPO Pricings ($ MM)

Market Cap @ IPO Date

Amount Raised

Original Filing Range

Offer Price

% Change Offer / Midpoint Price

28-Oct-16

$1,169

$146

13.00 - 15.00

$17.00

21.4%

40.5%

61.5%

6-Oct-16

$1,601

$133

14.00 - 16.00

$18.00

20.0%

84.9%

45.8%

30-Sep-16

$5,079

$238

11.00 - 13.00

$16.00

33.3%

131.3%

100.8%

23-Sep-16

$841

$96

13.00 - 15.00

$16.00

14.3%

40.9%

(9.1%)

22-Sep-16

$453

$87

10.50 - 12.50

$13.00

13.0%

21.2%

(6.2%)

16-Sep-16

$411

$90

11.00 - 13.00

$12.00

0.0%

27.1%

57.5%

Offer Date (1)

23

Name

Notes: Source: Capital IQ and Dealogic. Market Data as of 2/10/2017. (1) First Trading Day listed as Offer Date.

% Change % Change Current 1st Trading Day / / Offer Price Offer Price

IPO PIPELINE Software IPOs in Public Registration ($MM)

Issuer

Initial

Initial Offering

Industry

Filing Date

Amount

Description

Revenue

Application Software

02/02/17

$3,000

Snap Inc. offers Snapchat, a camera application that helps people to communicate through short videos and images

$404

NM

Other IT Services Communication Software

11/22/16

$100

$2,761

$210

(1)

(2)

24

Notes: Source: Pitchbook and SEC.gov. Offering amounts $10MM or greater. (1) LTM as of 12/31/2016. (2) LTM as of 9/30/2016.

LTM

Primary

Provider of professional and managed services for advanced IT solutions

EBITDA

A SHRINKING UNIVERSE OF PUBLICLY TRADED SOFTWARE COMPANIES Strategic and Private Equity Exits Outweigh New Issues 210

PE Acquisitions

Strategic Acquisitions

IPO

200 195

6

(7) 11

(11)

(5)

190

(4) Fortinet CDC Software LogMeIn Medidata SolarWinds Rosetta Stone

180

170

7

(6)

(11)

(8)

17

(9) 17

16 (6) SciQuest RealPage IntraLinks Envestnet Qlik BroadSoft Higher One Convio SPS Commerce SS&C QuinStreet

(9)

11

(10)

(7)

(6)

9

(8) Jive Imperva Carbonite Tangoe Responsys Cornerstone Epocrates

160

Workday Fleetmatics Qualys Eloqua E2open ServiceNow Exa Incadea Infloblox Proofpoint Splunk ExactTarget Demandware Bazaarvoice Greenway AVG Guidewire

Mavenir Barracuda Wix.com Covisint RingCentral FireEye Cvent Gigamon Textura ChannelAdvisor Marketo Tableau Halogen Rally Marin Model N

Workiva Hortonworks New Relic HubSpot CyberArk MobileIron Kinaxis Zendesk Paycom OPOWER Five9 2U Borderfree Amber Road A10 Networks Paylocity Varonis Systems

Atlassian Mimecast Instructure Rapid7 Sophos AppFolio Alarm.Com Xactly Shopify Apigee Box

Twilio SecureWorks Talend Everbridge Apptio Gridsum Holding Nutanix Coupa BlackLine, Inc.

(12)

(9) (2)

150 2008

25

2009

2010

PE Strategic IPO

2009 5 7 6

Notes: Sources: Capital IQ, company filings. Market Data as of 2/10/2017.

2011

2010 4 11 11

2012

2011 6 8 7

2013

2012 9 11 17

2013 6 9 16

2014

2014 7 6 17

2015

2015 8 10 11

2016

2016 9 12 9

2017

2017 0 2 0

159

VENTURE CAPITAL INDUSTRY TMT Transactions Since Q3 2001

$12

1,000

$10 800

$Bn

600 $6 400 $4

200 $2

$0 Q3 2001

Q3 2002

Q3 2003

Q3 2004

Q3 2005

Q3 2006

Q3 2007

Q3 2008

Q3 2009

Q3 2010

Q3 2011

Q3 2012

Q3 2013

Q3 2014

Quarter - Year (1)

Number of Deals

26

(1)

Investment Amount

Notes: (1) Number of TMT VC Investments per PriceWaterhouseCoopers / NVCA MoneyTree report. TMT inclusive of: Computers and Peripherals, Electronics / Instrumentation, IT Services, Media and Entertainment, Networking and Equipment, Semiconductors, Software and Telecommunications.

Q3 2015

0 Q3 2016

Number of Investments

$8

GCA OVERVIEW Deep Software Sector Expertise

Acquired by

Preferred Stock

Acquired by

Acquired by

Acquired by

Acquired by

Acquisition of

Acquired by

Acquired by

We Advised the Seller

Financial Advisor

We Advised the Seller

We Advised the Seller

We Advised the Seller

We Advised the Seller

We Advised the Buyer

We Advised the Seller

We Advised the Seller

Convertible Note Offering

Strategic Advisory Services

Investment by

Preferred Stock

Acquisition of

Acquisition of

Acquired by

Acquired by

Acquired by

Financial Advisor

Financial Advisor

We Advised the Seller

Financial Advisor

We Advised the Buyer

We Advised the Buyer

We Advised the Seller

We Advised the Seller

We Advised the Seller

Acquired by

Preferred Stock

Acquired by

Acquired by

Acquired by

Acquired by

We Advised the Seller

Financial Advisor

We Advised the Seller

We Advised the Seller

We Advised the Seller

We Advised the Seller

We Advised the Seller

Acquired by

Acquired by

Acquired by

Acquired by

Acquired by

We Advised the Seller

We Advised the Seller

We Advised the Seller

We Advised the Seller

We Advised the Seller

Acquired by

Acquired by

Fairness Opinion to Buddy Media

27

We Advised the Seller

Acquired by

Notes: The above transactions represents a compilation of past and current deals that GCA entities have advised on. Generally, GCA Corporation advises Asian-based transactions, while GCA Advisors, LLC advises U.S.-based transactions and GCA Altium advises UK/European-based transactions. At times, multiple GCA entities may be retained to advise on the same transaction.

Acquisition of

Acquired by

We Advised the Buyer

We Advised the Seller

Acquired by

Acquired by

We Advised the Seller

We Advised the Seller

GCA OVERVIEW Software Team

San Francisco 25th Fl.

One Maritime Plaza, San Francisco, CA 94111 United States Phone: (415) 318-3600

28

Tokyo

Frankfurt

London

11-1 Marunouchi 1-chome Chiyoda-ku, Tokyo 100-6230 Japan Phone: +81 (3) 6212-7100

Thurn-und-Taxis-Platz 6 60313 Frankfurt Germany Phone: +49 69 204 34 6410

1 Southampton St. London WC2R0LR United Kingdom Phone:+44 20 7484 4040

New York th

640 Fifth Avenue, 10 Fl. New York, NY 10019 United States Phone: (212) 999-7090

Todd Carter

Clark Callander

Steve Fletcher

Paul DiNardo

Sascha Pfeiffer*

Akikazu Ida*

Co-President and CEO

Co-Head of Investment Banking

Managing Director

Managing Director

Managing Director

Managing Director

Phone: (415) 318-3610 Mobile: (415) 314-9898 [email protected]

Phone: (415) 318-3680 Mobile: (415) 515-2468 [email protected]

Phone: (415) 318-3661 Mobile: (415) 518-6725 [email protected]

Phone: (212) 999-7097 Mobile: (650) 483-7246 [email protected]

Phone: +49 (69) 204-34-6410 Mobile: +49 (0) 177-74-15643 [email protected]

Phone: +81 (3) 6212-7241 Mobile: +81 (80) 9027-3023 [email protected]

Adrian Reed*

James Orozco

Chris Gough

Raiko Stelten*

Gautam Garg

Mike Janovec

Managing Director

Managing Director

Managing Director

Director

Vice President

Associate

Phone: +44 845 505 4314 Mobile: +44 7887 626 800 [email protected]

Phone: (415) 318-3667 Mobile: (415) 722-0922 [email protected]

Phone: (415) 318-3658 Mobile: (415) 385-9427 [email protected]

Phone: +49 (69) 204 34 6418 Mobile: +49 171 335 0879 [email protected]

Phone: (415) 318-3692 Mobile: (650) 504-1722 [email protected]

Phone: (415) 318-3693 Mobile: (415) 961-1325 [email protected]

*Adrian Reed is a Managing Director at GCA Altium Limited, a wholly-owned subsidiary of GCA Corporation. *Sascha Pfeiffer is a Managing Director at GCA Altium Limited, a wholly-owned subsidiary of GCA Corporation. *Raiko Stelten is a Director at GCA Altium Limited, a wholly-owned subsidiary of GCA Corporation. *Akikazu Ida is a Managing Director at GCA Corporation.