SEG Snapshot: 1Q19 SaaS M&A Update - SEG Overview - Software Equity Group
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Table of Contents 3 Report Definitions 4 Brief SEG Overview 10 SEG Market Outlook 13 SaaS M&A Update 28 Appendix Copyright © 2019 by SEG Capital Advisors, LLC. All Rights Reserved 2
Report Definitions SaaS companies are defined as those companies that primarily offer their solutions via the cloud SaaS and through a subscription or transaction-based pricing model Software companies are defined as those companies that are deemed to be license model Software businesses or may be in the early stages of converting to subscription-based models EV Enterprise Value TTM Trailing Twelve Months YoY Year-Over-Year QoQ Quarter-Over-Quarter Copyright © 2019 by SEG Capital Advisors, LLC. All Rights Reserved 3
Software Equity Group Overview Unmatched Expertise | Extraordinary Results 25+ Billions 1,000s Years of Experience in Aggregate Transaction Value of Buyer Relationships ▪ Software Equity Group (SEG) provides BROAD NETWORK OF SOFTWARE INDUSTRY BUYERS & INVESTORS unparalleled M&A advisory services for emerging and established B2B software companies ▪ Exclusive focus on sell-side advisory services for 25+ years ▪ Services include: ▪ Strategic M&A ▪ Majority Recapitalizations ▪ Divestitures ▪ Board Advisory Copyright © 2019 by SEG Capital Advisors, LLC. All Rights Reserved 5
SEG’s Recent Select Sell-Side M&A Activity Copyright © 2019 by SEG Capital Advisors, LLC. All Rights Reserved 6
SEG RESEARCH We constantly track transactions and SEG Snapshot: 2019 Annual SEG Snapshot: 3Q18 SaaS M&A Software Industry Report Market Update buyer appetite to aggressively create competitive markets for our clients’ businesses. As always, our research is complimentary. CLICK TO ACCESS RESEARCH SEG Snapshot: Supply Chain SEG Snapshot: SaaS and Software M&A Activity Software IPO Activity Copyright © 2019 by SEG Capital Advisors, LLC. All Rights Reserved 7
What Our Clients Say "After working with hundreds of vendors, suppliers, and “We couldn’t be happier. The SEG team was incredibly "After a thorough search, we decided to use SEG due to partners over the last 30 years, I consider my efficient, always available to answer any questions their proven understanding of our business, deep experience with SEG to be the most enjoyable with the along the way, and worked hard to ensure a smooth industry expertise, and proven track record of creating best outcome. The SEG team was a source of guidance process. Their relationships and deal execution skills very competitive processes. The SEG team did a and leadership and I knew I was in great hands the were second to none and yielded a range of options phenomenal job keeping buyers engaged and moving entire way. Their incredible effort led to a wonderful amongst the best possible buyers. We would aggressively through the process. All this resulted in a outcome for our customers, employees, and recommend SEG to any company looking for M&A hugely successful outcome for the shareholders of shareholders. I appreciate that the team was highly advice, strategy, and execution. They truly went above Rentlytics with a 10x ARR multiple. SEG was the driver relatable, and we had fun working together. Hiring SEG and beyond.” behind this success. They created value well in excess was the best decision I have made in my career.” of their fee.” Todd Collins Dana Zeff (Founder & CEO) and Justin Alanis Founder & CEO of HemaTerra Steven Ozbun (President), LeaseLabs Founder & CEO of Rentlytics SEG served as exclusive advisor to HemaTerra in its SEG served as exclusive advisor to LeaseLabs in its SEG served as exclusive advisor to Rentlytics in its investment from The Riverside Company acquisition by RealPage acquisition by RealPage Copyright © 2019 by SEG Capital Advisors, LLC. All Rights Reserved 8
SEG Client Videos SEG Client Videos are a unique way to gain insight into the M&A process from former SEG clients. Check out our recent videos from SEG clients Nexternal, Bigfoot, and Indatus. Keep an eye out as we continue to build a broader library throughout 2019. Copyright © 2019 by SEG Capital Advisors, LLC. All Rights Reserved 9
Key Observations: 1Q19 SaaS M&A High-level review of the following 1Q19 SaaS M&A report. • The broader software industry M&A bull market trend continued through 1Q19. In particular, the SaaS M&A market boomed, reaching an all-time quarterly record of 277 transactions. • SaaS valuations remained buoyant, with 12 of the past 13 quarters posting a revenue multiple above the nine-year median of 4.0x EV/Revenue. 1Q19’s revenue multiple of 4.5x EV/Revenue was well above this median as well. • Private equity buyers continued to have a strong appetite for SaaS companies and comprised the majority of SaaS acquisitions in the market. Copyright © 2019 by SEG Capital Advisors, LLC. All Rights Reserved 11
Summary: 1Q19 SaaS M&A Summary of discovered trends in the following 1Q19 SaaS M&A report. • Buyer appetite for small and medium sized SaaS targets (SMBs) remained strong in 1Q19. • The highest percent of SaaS targets in 1Q19 were SMBs with less than 100 employees (56.5% of targets), were founded five to nine years ago (33.8% of targets), and were bootstrapped (66.3% of targets). • About a third of transactions in 1Q19 had a revenue multiple greater than 6.0x EV/Revenue. Targets with revenue of $50-$100M posted the highest median revenue multiple of 5.3x EV/Revenue, while targets with revenue of $100M or greater posted the second highest revenue multiple of 5.0x EV/Revenue. • In terms of deal count, CRM & Marketing led all other product categories, posting 37 transactions, while Healthcare software led vertical targets, comprising 22.9% of all vertical deals in 1Q19. • The high demand for Healthcare software is due to the market’s large total addressable market, as the traditionally lagging industry is now catching up to speed in terms of implementing tech solutions. • Numerous FinTech targets remained among notable high-profile transactions (greater than $500M), including the acquisition of EllieMae, eFront, and PIETech. This segment comprised 8.6% of all vertical SaaS deals in 1Q19. • HR & Talent Management software deals remained among other notable transactions and included deals such as Ultimate Software Group, Jobvite, and Sage Payroll Business. • As the U.S. continues to experience all-time low unemployment rates, software solutions are in high demand to manage recruiting processes, employees, payroll and benefits, etc. Please enjoy the report and feel free to reach out with any questions or to discuss our relevant market insights. Copyright © 2019 by SEG Capital Advisors, LLC. All Rights Reserved 12
SaaS M&A Market Update SEG Snapshot: 1Q19 SaaS M&A Update
Historical Software Industry M&A Volume In the broader software industry(1), the bull market trend continued through the first quarter of 2019. Software Industry M&A Deal Volume Rolling Average Deal Volume(3) 3,500 Q1 Q2 Q3 Q4 656 SEG Estimate(2) 3,000 Number of Deals (TTM Average) 2,500 2,000 Number of Deals 1,500 1,000 500 0 2009 2010 2011 2012 2013 2014 2015 2016 2017 2018 2019 (1) Includes SaaS, on-premise license model, internet, and mobile transactions. (2) SEG Estimate is based on the growth rate from 2017 to 2018 of 11%. . (3) Rolling average deal volume is a TTM average. Copyright © 2019 by SEG Capital Advisors, LLC. All Rights Reserved 14
1Q19 SaaS M&A Highlights: Deal Volume SaaS M&A volume continues to be extremely strong as 1Q19 posted the highest quarterly deal volume on a historical basis. Q1 Q2 Q3 Q4 Percent of Total Software M&A Deals 1,200 38.0% SEG Estimate(1) 33.0% 1,000 28.0% Percent of Total Software M&A Deals Number of SaaS M&A Deals 800 23.0% 600 18.0% 13.0% 400 8.0% 200 3.0% 0 -2.0% 2010 2011 2012 2013 2014 2015 2016 2017 2018 2019 (1) SEG Estimate is an annualized figure based on 1Q19. We expect 2019 to reach 1,100 to 1,200 deals. Copyright © 2019 by SEG Capital Advisors, LLC. All Rights Reserved 15
1Q19 SaaS M&A Highlights: Valuation(1) M&A valuations remained strong and consistent with past quarters, of which 12 of the past 13 quarters remained above the median(1). 5.0x 4.5x 4.5x Median (4.0x)(2) 4.0x Average (3.9x)(2) 3.5x Median TTM EV/Revenue Multiple(2) 3.0x 2.5x 2.0x 1.5x 1.0x 0.5x 0.0x 1Q10 1Q11 1Q12 1Q13 1Q14 1Q15 1Q16 1Q17 1Q18 1Q19 (1) Values are on a median TTM basis, indicating that each quarter includes 12 months of data in order to obtain a larger dataset. (2) Median and average values are based on data from 1Q10 to 1Q19. Copyright © 2019 by SEG Capital Advisors, LLC. All Rights Reserved 16
1Q19 SaaS M&A Highlights: By Product Category CRM & Marketing accounted for the highest deal count, while eCommerce Enablement Software outperformed other product categories with the highest revenue multiple. SaaS Categories by Median TTM EV/Revenue Top SaaS Product Categories by Deal Volume (1Q19) (Last 3 Years)(2) CRM & Marketing 37 eCommerce Enablement Software(3) 8.8x HR & Talent Management 30 Storage & Systems Management 6.7x Content / Document Management & 28 Engineering & PLM 6.5x BPM Analytics & Business Analytics & Business Intelligence(1) 27 5.6x Intelligence Data Management & Security 21 5.3x Integration (1) This category dipped in deal count compared to previous quarters. This is because Governance, Risk, and Compliance deals were separated and placed in its individual category. GRC has been a growing category, with 13 deals in 1Q19, thus they were separated from Analytics & BI. (2) Data is a median of the last three years to obtain a larger data sample. (3) eCommerce included a couple deals with highly valued targets, including Adobe’s acquisition of Magento (11.2x), Square’s acquisition of Weebly (7.2x), and Salesforce’s acquisition of Demandware (10.5x). Copyright © 2019 by SEG Capital Advisors, LLC. All Rights Reserved 17
1Q19 SaaS M&A Highlights: Business Model Type Healthcare, Education, and Real Estate accounted for the highest percent of all vertical SaaS deals in 1Q19. Business Model Type(1) Top Vertical Deals(2) 22.9% Horizontal 62% Percent of Total Vertical Deals 15.2% 10.5% 8.6% Vertical 38% 4.8% 4.8% Healthcare Education Real Estate Finance Retail Public Sector Select Vertical SaaS Targets (1) Business model type indicates the focus of the target. The target can either be horizontal and serving multiple industries, or serving a specific vertical market. (2) Top vertical deals as a percent of all vertical SaaS deals in 1Q19. Copyright © 2019 by SEG Capital Advisors, LLC. All Rights Reserved 18
1Q19 SaaS M&A Highlights: Deal Count by Vertical (Last 3 Years) Over the past three years, Healthcare, Real Estate, and Education remained the top verticals in terms of deal count. (1) 1Q16 2Q16 3Q16 4Q16 1Q17 2Q17 3Q17 4Q17 1Q18 2Q18 3Q18 4Q18 1Q19 Healthcare 162 Real Estate 132 Education 112 Financial Services 92 Retail 48 Hospitality 40 Other 396 (1) With the exception of the “Other” category. The “Other” vertical includes all verticals with less than 40 deals over the past three years. Copyright © 2019 by SEG Capital Advisors, LLC. All Rights Reserved 19
Revenue Multiples – Last 3 Years Medium to large sized targets (posting $50-$100M revenue) posted the greatest EV/Revenue, while a third of SaaS targets posted an EV/Revenue greater than 6.0x EV/Revenue. Revenue Multiple by Seller Revenue Revenue Multiple Distribution 5.3x (2) 34.6% 5.0x 4.6x 4.2x Percent of Deals - Last 3 Years 3.5x Median EV/Revenue Multiple 16.1% 13.4% 13.4% 11.5% 6.9% 4.1% $10M $20M $50M $100M 1.0x & > 2.0x & 3.0x & 4.0x & 5.0x & 6.0x $100M) only posted 5.0x EV/Revenue due to select acquisitions of large, low growth public companies. Copyright © 2019 by SEG Capital Advisors, LLC. All Rights Reserved 20
1Q19 SaaS M&A Highlights: Buyer & Target Backing Private equity buyers(1) accounted for the highest percent of SaaS M&A deals, while the majority of targets had no VC funding. SaaS M&A Activity by Buyer Type SaaS M&A Activity by Target Ownership Private Strategic 9.4% Private Equity VC Funding Direct Publicly Traded 33.7% 15.9% Strategic 36.1% Bootstrapped 66.3% Equity Backed Strategic 38.6% (1) Private Equity Buyers includes Private Equity Direct and Equity Backed Strategic (2) Private Equity Direct includes private equity firms making platform acquisitions (3) Equity Backed Strategic includes all strategic buyers backed by a private equity firm Copyright © 2019 by SEG Capital Advisors, LLC. All Rights Reserved 21
SaaS M&A Activity by Employee Count & Company Age (1Q19) The highest percent of targets were SMBs with less than 100 employees and were founded between 2010 and 2014. Employee Count of Target Company Lifespan of Target Company 15.3% 33.8% 1-50 41.2% 2.4% 51-100 1.2% 101-150 2.4% 3.5% 151-200 201-250 15.2% 13.7% 9.4% 251-300 12.2% 11.0% 301-350 7.2% 6.8% 351-400 9.4% >401 15.3% 1-4 5-9 10-14 15-19 20-24 25-29 >29 # of Years Since Company Founding (1) 30.7% of SaaS targets reported its employee count. (2) 94.9% of SaaS targets reported its founding year. Copyright © 2019 by SEG Capital Advisors, LLC. All Rights Reserved 22
SaaS M&A Activity: By Region (1Q19) North America and Europe continued to dominate the SaaS M&A market in 1Q19. 24.5% / 16.2% 67.9% / 75.8% Target Region / Acquirer Region Region(1) Target Acquirer North America 67.9% 75.8% Europe 24.5% 16.2% Rest of World 7.6% 7.9% (1) Values indicate the percent of acquisitions of both the target region and the acquirer region. Regions are based on the headquarters for each company. Copyright © 2019 by SEG Capital Advisors, LLC. All Rights Reserved 23
Select Most Active Buyers of SaaS (Last 12 Months) Buyer SaaS Sellers(1) Other Select Active Buyers (3+ Transactions) (1) Transactions listed may not include all deals by the buyer. Copyright © 2019 by SEG Capital Advisors, LLC. All Rights Reserved 24
Notable High Profile SaaS Deals (1Q19) Buyer SaaS Seller Private equity firm, Hellman & Friedman, acquired Ultimate Software Group for $11B (9.9x EV/Revenue). Ultimate Software Group is a provider of cloud-based human capital management software for businesses, including human resources, payroll and benefits management, and workforce management. The acquisition supports Ultimate Software’s vision of serving the global HR market and will allow the company to utilize financial and strategic advice to bring new features and services to the market more quickly. Private equity firm, Thoma Bravo, acquired Ellie Mae for $3.7B (7.5x EV/Revenue). Ellie Mae is a leading provider of cloud-based mortgage loan origination software for the financial sector. The investment will enable Ellie Mae to remain committed to its customer’s success, innovation, and growth of the Encompass Digital Lending Platform, while reaching the next phase of growth as a company. BlackRock, a provider of investment portfolio management advisory services, acquired eFront for $1.3B (9.3x EV/Revenue). eFront is a provider of technology solutions for managing the alternatives investment lifecycle, from due diligence and portfolio planning to performance and risk analysis, across a range of alternative asset classes. The acquisition, combined with BlackRock’s existing investment operating platform, Aladdin, will create an industry-leading comprehensive whole portfolio investment operating platform. Envestnet, a provider of intelligent systems for wealth management and financial wellness, acquired PIEtech for $500M. PIEtech is a provider of collaborate financial planning SaaS, including MoneyGuide, a goals-based financial planning application used by financial advisors. The acquisition will position Envestnet as a leader in financial planning solutions as it compliments Envestnet’s existing solutions and provides clients with access to a more comprehensive application stack. (1) Includes select deals greater than $500M EV. Copyright © 2019 by SEG Capital Advisors, LLC. All Rights Reserved 25
Notable Mid Market SaaS Deals (1Q19) Buyer SaaS Seller Zix, a provider of security software solutions to healthcare and financial services companies, acquired AppRiver from Marlin Equity Partners for $275M (2.8x EV/Revenue). AppRiver is a leading provider of cloud-based email security and managed messaging software. The acquisition will expand Zix’ customer base, positioning it as a leading cloud-based email security provider to SMBs. Major credit card provider, Visa, acquired Earthport, a provider of cross-border payment software and services for $269.4M (6.7x EV/Revenue). The acquisition will contribute to the development of Visa’s payment solutions, especially as Visa launches B2B Connect, its blockchain-based cross-boarder payment service, later this year. Descartes, a provider of supply chain management software and SaaS, acquired Visual Compliance for $250M. Visual Compliance is a provider of foreign trade compliance software. The acquisition will be combined with Descartes’ MK Data denied parties screening business and Global Logistics Network to better help customers navigate the trade compliance landscape while managing the full lifecycle of their shipments. Dropbox, a provider of subscription-based file storage, acquired HelloSign, a provider of e-signature automation, e-fax and document workflow management SaaS to businesses for $230M. The acquisition will add additional functionalities to the Dropbox offering, including new e-signature capabilities, e-fax features and workflow management functionality. Cision, a provider of marketing campaign software, acquired TrendKite for $225 (8.9x EV/Revenue). TrendKite is a provider of AI-based digital PR management and analytics SaaS for brands and media companies globally. The transaction represents Cision’s third acquisition in six months, and will extend its leadership in communications measurement and attribution. (1) Includes select deals greater than between $200M and $300M EV. Copyright © 2019 by SEG Capital Advisors, LLC. All Rights Reserved 26
Notable Mid & Lower Market SaaS Deals (1Q19) Buyer SaaS Seller Atlassian, a provider of team collaboration and productivity software, acquired AgileCraft for $166M. AgileCraft is a provider of cloud-based AI-enabled project and portfolio management SaaS that enables organizations to scale agile by unifying and synchronizing work across programs and portfolios. The acquisition enables Atlassian to offer a unified solution for executives to align work across their organization. Blackbaud, provider of cloud-based non-profit management software, acquired YourCause for $157M. YourCause is a provider of cloud-based software for organizations to organize and track charitable donations and volunteer activities by employees. The acquisition positions Blackbaud as an industry leader in providing solutions to both non-profit organizations and for-profit companies committed to social issues. The combination will enable companies to create a culture that engages and inspires employees and customers, while driving business success and powering measurable outcomes. Healthcare technology company, Tabula Rasa HealthCare, acquired PrescribeWellness for $150M (5.2x EV/Revenue). PrescribeWellness is a cloud-based provider of patient relationship management solutions that facilitates collaboration between pharmacies and patients, payers, providers and pharmaceutical companies. The acquisition supports Tabula Rasa’s mission of expanding medication risk mitigation programs in community pharmacies. Private equity firm, K1 Investment Management, acquired Jobvite, a provider of analytics-based recruitment management SaaS for businesses. K1 and Jobvite also announced the acquisition of Talemetry, RolePoint, and Canvas. The investment by K1 and acquisitions will enable Jobvite to create a comprehensive, end-to-end talent acquisition platform. iSolved, a provider of HR Management SaaS, acquired Sage Payroll Solutions from The Sage Group for $94M (1.9x EV/Revenue). Sage’s payroll processing SaaS solutions will accelerate iSolved’s growth in HCM industry, specifically targeted toward the midmarket, while increasing its licensee and partner network as well. (1) Includes select deals less than $200M EV. Copyright © 2019 by SEG Capital Advisors, LLC. All Rights Reserved 27
APPENDIX SEG Snapshot: 1Q19 SaaS M&A Update
1Q19 Select SaaS Transactions ENTERPRISE VALUE DATE BUYER SELLER (M) 03/29/2019 ARZ Haan IT Concept - 03/28/2019 Resideo Technologies Buoy Labs - 03/28/2019 insightsoftware.com International Unlimited BizNet Software - 03/28/2019 TPC Training Intelivert - 03/28/2019 Doxim MessagingDirect - 03/27/2019 The SimplyBiz Group Defaqto $94.0 03/27/2019 Orolia Skydel Solutions - 03/27/2019 ClearCourse Partnership Circdata - 03/26/2019 Unit4 Intuo - 03/26/2019 F24 Criticall - 03/26/2019 Aquicore Entic - 03/26/2019 TPG Capital Entertainment Partners - 03/26/2019 Apiary Capital G3 Comms - 03/25/2019 ZYUS Life Sciences Ehave (certain assets) $2.4 03/25/2019 Netmeds Marketplace Limited Kivi Technologies $10.0 03/25/2019 Constellation HomeBuilder Systems NHGateway - 03/25/2019 McDonalds Dynamic Yield - 03/25/2019 Oakley Capital Private Equity UNIT4 Business Software Iberica - 03/25/2019 Vista Equity Partners Management PlanSource Holdings - 03/22/2019 BlackRock eFront $1,300.0 03/22/2019 Clinigence QualMetrix - 03/21/2019 Axway Software Streamdata.io - (1) Source: Financial data provided by 451 M&A Knowledgebase (missing values represent data not applicable or publicly available). Copyright © 2019 by SEG Capital Advisors, LLC. All Rights Reserved 29
1Q19 Select SaaS Transactions ENTERPRISE VALUE DATE BUYER SELLER (M) 03/21/2019 ClickDimensions Sweetspot Data Solutions - 03/20/2019 Aurora Mobile Shanghai Hunting Information Technology (certain assets) - 03/20/2019 Evolv Technology Solutions Sentient Technologies Holdings (certain assets) - 03/19/2019 Pine Labs Qwikcilver Solutions $110.0 03/19/2019 Webedia Partoo - 03/19/2019 Conversocial Assist Megacorp - 03/19/2019 Vattenfall Senfal Energie Nederland - 03/18/2019 Atlassian AgileCraft $166.0 03/18/2019 Henry Schein Lighthouse 360 - 03/18/2019 Via ID S UbiGo Innovation - 03/18/2019 MUIS Software Ctrl - 03/18/2019 iPipeline BlueSun - 03/18/2019 ParkerGale LightYear Dealer Technologies - 03/15/2019 LogMeIn NoPassword - 03/14/2019 Bridgeline Digital Stantive Technologies Group (certain assets) $5.2 03/14/2019 Envestnet PIEtech $500.0 03/14/2019 Bruker Corporation Arxspan - 03/14/2019 Omnitracs Blue Dot Solutions - 03/14/2019 Apse Capital Kallidus - 03/13/2019 HMS Industrial Networks WEBfactory - 03/13/2019 ICT Group BNV Mobility - 03/13/2019 The Pursuant Group ADVIZOR Solutions - (1) Source: Financial data provided by 451 M&A Knowledgebase (missing values represent data not applicable or publicly available). Copyright © 2019 by SEG Capital Advisors, LLC. All Rights Reserved 30
1Q19 Select SaaS Transactions ENTERPRISE VALUE DATE BUYER SELLER (M) 03/13/2019 Zucchetti Data Management - 03/12/2019 Mastercard Ethoca - 03/12/2019 Technology Partners ProviderAlly - 03/12/2019 Bitrise Outlyer - 03/11/2019 Hill-Rom Holdings Voalte $180.0 03/11/2019 F5 Networks NGINX $670.0 03/11/2019 EVO Payments International Way2Pay Limited - 03/11/2019 OneTrust Cecile Park Publishing - 03/10/2019 Appen Figure Eight $175.0 03/08/2019 Navis Cetus Labs - 03/08/2019 Ignite Technologies Synoptos - 03/08/2019 Daxko GroupEx PRO - 03/08/2019 Providence Equity Partners OpusCapita Solutions - 03/08/2019 Elemica EMNS - 03/07/2019 Okta Azuqua $52.5 03/07/2019 Royal Philips Carestream Health (certain assets) - 03/07/2019 Affle Holdings Shoffr - 03/07/2019 Cube Logic FERDEC - 03/07/2019 Mortgage Brain Criteria Hub - 03/07/2019 CRIF Inventia - 03/06/2019 Ceridian Clearview Logix (certain assets) - 03/06/2019 The Boeing Company ForeFlight - (1) Source: Financial data provided by 451 M&A Knowledgebase (missing values represent data not applicable or publicly available). Copyright © 2019 by SEG Capital Advisors, LLC. All Rights Reserved 31
1Q19 Select SaaS Transactions ENTERPRISE VALUE DATE BUYER SELLER (M) 03/06/2019 Weld North Assessment Technology - 03/06/2019 Veritas Technologies Corporation APTARE - 03/06/2019 Advance Publications iParadigms - 03/05/2019 Tabula Rasa HealthCare Prescribe Wellness $150.0 03/05/2019 NTT Security WhiteHat Security - 03/05/2019 FleetCor Technologies Nvoicepay - 03/05/2019 VITEC Software Group Avoine - 03/05/2019 Ag Growth International IntelliFarms - 03/05/2019 Certify Chrome River Technologies - 03/05/2019 The Access Group Volcanic - 03/05/2019 DiscoverOrg NeverBounce - 03/04/2019 Juniper Networks Mist Systems $405.0 03/04/2019 ZOLL Medical Corporation Golden Hour Data Systems - 03/04/2019 Global Payments Sentral - 03/04/2019 Comcast BluVector - 03/04/2019 Nintex Group Pty EnableSoft - 03/04/2019 Certica Solutions K-12 Dynamics (certain assets) - 03/04/2019 CoSo Cloud eSyncTraining - 03/04/2019 World First Currency Technologies - 03/04/2019 i3 Verticals iGov Solutions - 03/02/2019 Reliance Industries C-Square Info Solutions $3.1 03/01/2019 Verizon Communications ProtectWise - (1) Source: Financial data provided by 451 M&A Knowledgebase (missing values represent data not applicable or publicly available). Copyright © 2019 by SEG Capital Advisors, LLC. All Rights Reserved 32
1Q19 Select SaaS Transactions ENTERPRISE VALUE DATE BUYER SELLER (M) 03/01/2019 NTT Communications Transatel - 03/01/2019 Bankruptcy Management Solutions Credit Infonet - 03/01/2019 Vance Street Capital Measurand - 02/28/2019 ACI Worldwide Speedpay $750.0 02/28/2019 Informatica AllSight - 02/28/2019 MailChimp LemonStand eCommerce (certain assets) - 02/27/2019 Royal Dutch Shell Limejump - 02/27/2019 WalmartLabs Trilldata Technologies (certain assets) - 02/27/2019 WellSky Health Care Software - 02/27/2019 Agility Recovery Solutions Preparis - 02/27/2019 Compass.com Contactually - 02/27/2019 Formstack Bedrock Data - 02/27/2019 TA Associates Aptean - 02/26/2019 WiseTech Global Container Chain $65.6 02/26/2019 ServiceMax Zinc - 02/26/2019 Kohlberg Kravis Roberts & Co. Exact Software - 02/25/2019 Ideanomics SolidOpinion (certain assets) - 02/25/2019 Verisk Analytics SAP SE (certain assets) - 02/25/2019 Hexagon Thermopylae Sciences and Technology - 02/25/2019 Walmart Aspectiva - 02/25/2019 Thoma Bravo ConnectWise - 02/22/2019 Fullsteam Operations Euclid Technology - (1) Source: Financial data provided by 451 M&A Knowledgebase (missing values represent data not applicable or publicly available). Copyright © 2019 by SEG Capital Advisors, LLC. All Rights Reserved 33
1Q19 Select SaaS Transactions ENTERPRISE VALUE DATE BUYER SELLER (M) 02/22/2019 Entrust Datacard nCipher Corporation - 02/21/2019 AMN Healthcare Services Silversheet - 02/21/2019 QlikTech Attunity $548.2 02/21/2019 Keywords Studios GetSocial - 02/21/2019 JFrog Shippable - 02/21/2019 Tamarac Schwab Performance Technologies (certain assets) - 02/21/2019 Hyphen Solutions HomeFront Software - 02/20/2019 GetSwift Delivery Biz Pro - 02/20/2019 GetSwift Web Software - 02/20/2019 DoubleVerify Zentrick - 02/20/2019 symplr API Healthcare - 02/20/2019 Causeway Technologies Donseed UK - 02/19/2019 Palo Alto Networks Demisto $560.0 02/19/2019 Alphabet Alooma - 02/19/2019 Kibo Software Certona - 02/19/2019 Quad Partners SchoolAdmin - 02/18/2019 CompuGroup Medical Qualizorg - 02/15/2019 Micro Focus International Interset - 02/15/2019 Apple PullString - 02/14/2019 Enghouse Systems ProOpti - 02/14/2019 Avetta BROWZ - 02/14/2019 Alpine Investors Cyfe - (1) Source: Financial data provided by 451 M&A Knowledgebase (missing values represent data not applicable or publicly available). Copyright © 2019 by SEG Capital Advisors, LLC. All Rights Reserved 34
1Q19 Select SaaS Transactions ENTERPRISE VALUE DATE BUYER SELLER (M) 02/14/2019 Alpine Investors SERPs - 02/14/2019 Alpine Investors Reputation Loop - 02/14/2019 Alpine Investors Reputology Holdings - 02/14/2019 Alpine Investors Social Report - 02/14/2019 Aine Investors AuthorityLabs - 02/14/2019 Partner One Capital Assima - 02/13/2019 Brightcove Ooyala (certain assets) $15.5 02/12/2019 Thoma Bravo Ellie Mae $3,566.4 02/12/2019 Symantec Luminate Security - 02/12/2019 Qualys Adya (certain assets) - 02/12/2019 mTAB Slideworx - 02/12/2019 Logi Analytics Jinfonet Software - 02/12/2019 Celero Commerce RazorSync - 02/12/2019 Corcentric Netsend - 02/12/2019 Datadog Madumbo - 02/11/2019 SeaChange International Xstream A/S $5.5 02/11/2019 Corcentric Determine $34.2 02/11/2019 Morgan Stanley Private Equity Solium Capital $732.1 02/11/2019 K1 Investment Management Jobvite - 02/11/2019 SAI Global BWise - 02/11/2019 Jobvite Canvas Talent - 02/11/2019 Jobvite RolePoint - (1) Source: Financial data provided by 451 M&A Knowledgebase (missing values represent data not applicable or publicly available). Copyright © 2019 by SEG Capital Advisors, LLC. All Rights Reserved 35
1Q19 Select SaaS Transactions ENTERPRISE VALUE DATE BUYER SELLER (M) 02/11/2019 Jobvite Talemetry - 02/11/2019 Critical Alert Systems Sphere 3 Consulting - 02/08/2019 Ecolab Lobster International - 02/08/2019 Facebook GrokStyle - 02/07/2019 Carbonite Webroot Software $618.5 02/07/2019 Tyler Technologies Civic - 02/07/2019 MRI Software CTM Software - 02/07/2019 EBSCO Information Services Stacks - 02/07/2019 Solera Holdings in4mo - 02/07/2019 WeWork Euclid - 02/07/2019 Kohlberg Kravis Roberts & Co. OneStream Software - 02/06/2019 New Relic SignifAI $37.0 02/06/2019 OTC Markets Group Qaravan - 02/06/2019 Spotify Anchor FM - 02/06/2019 HelpSystems SecureAuth (certain assets) - 02/06/2019 GPSTrackIt Fleet Trax - 02/06/2019 GPSTrackIt Tracking Solutions Corporation - 02/05/2019 Pegasystems Infruid Labs - 02/05/2019 JAMF Software ZuluDesk - 02/04/2019 Ribbon Communications Anova Data $18.5 02/04/2019 Kofax Limited Top Image Systems $22.2 02/04/2019 Hellman & Friedman-led private equity consortium Ultimate Software Group $10,867.3 (1) Source: Financial data provided by 451 M&A Knowledgebase (missing values represent data not applicable or publicly available). Copyright © 2019 by SEG Capital Advisors, LLC. All Rights Reserved 36
1Q19 Select SaaS Transactions ENTERPRISE VALUE DATE BUYER SELLER (M) 02/04/2019 CBRE Group Romonet - 02/04/2019 Microsoft BrightBytes (certain assets) - 02/04/2019 SchoolMint Vericom Technologies (certain assets) - 02/04/2019 SchoolMint Vericom Technologies (certain assets) - 02/04/2019 QSR International Pty Planet Software Pty - 02/04/2019 ACL Services Relational Security Corporation - 02/01/2019 Tyler Technologies MicroPact $185.0 02/01/2019 Barracuda Networks Avast Software (certain assets) - 01/31/2019 I.D. Systems CarrierWeb Services (certain assets) $3.5 01/31/2019 OpenText Corporation Catalyst Repository Systems $75.0 01/31/2019 Iatric Systems Haystack Informatics - 01/31/2019 Augury Alluvium - 01/30/2019 Ruffalo Noel Levitz . Funderful SIA - 01/30/2019 XSEED Education Pte Report Bee Edusys - 01/29/2019 Propertybase BoldLeads.com - 01/29/2019 Prenetics SOMA Analytics - 01/29/2019 HgCapital Transporeon - 01/28/2019 BioTelemetry Geneva Healthcare $45.0 01/28/2019 Dropbox HelloSign $230.0 01/28/2019 The Carlyle Group SER Solutions International - 01/28/2019 salesforce.com Griddable.io - 01/25/2019 Morgan Stanley Private Equity Clarity Software Solutions - (1) Source: Financial data provided by 451 M&A Knowledgebase (missing values represent data not applicable or publicly available). Copyright © 2019 by SEG Capital Advisors, LLC. All Rights Reserved 37
1Q19 Select SaaS Transactions ENTERPRISE VALUE DATE BUYER SELLER (M) 01/25/2019 Auction Mobility Paid Labs - 01/24/2019 Black Mountain Systems Mariana Systems - 01/24/2019 nextSource management nextSource - 01/23/2019 Cision TrendKite $225.0 01/23/2019 Avalara Compli - 01/23/2019 Adobe Allegorithmic - 01/22/2019 Insight Venture Partners Keyfactor $77.0 01/22/2019 Thunder Bridge Acquisition Repay Holdings $600.0 01/22/2019 Advent International Prisma Medios de Pago $724.2 01/22/2019 Bridgestone TomTom NV (certain assets) $1,033.9 01/22/2019 heidelpay UNIVERSUM Inkasso - 01/22/2019 Dynata Reimagine Holdings Group - 01/22/2019 SpotOn Transact Lifeyo.com - 01/22/2019 Adjust Unbotify - 01/18/2019 Verdane Capital Scanmarket A/S - 01/17/2019 Hexagon j5 International - 01/17/2019 Tendril Networks EEme - 01/17/2019 Arsenal Capital Partners Accumen - 01/17/2019 Enterprise Holdings Deem - 01/16/2019 vAuto iReconCars - 01/16/2019 GlobalTranz Enterprises Our Freight Guy - 01/16/2019 Urban Airship Accengage - (1) Source: Financial data provided by 451 M&A Knowledgebase (missing values represent data not applicable or publicly available). Copyright © 2019 by SEG Capital Advisors, LLC. All Rights Reserved 38
1Q19 Select SaaS Transactions ENTERPRISE VALUE DATE BUYER SELLER (M) 01/16/2019 Integrate.com SR Solutions - 01/16/2019 Onapsis Virtual Forge - 01/16/2019 PerfectServe Telmediq Systems - 01/15/2019 iSolved HCM The Sage Group Plc (certain assets) $93.7 01/15/2019 Zix AppRiver $275.0 01/15/2019 Konica Minolta Business Solutions USA ThoughtTrace (certain assets) - 01/15/2019 Amazon Web Services TSO Logic - 01/15/2019 Drilling Info MineralSoft - 01/15/2019 KPA Compli - 01/15/2019 CM Group Liveclicker - 01/15/2019 CM Group Sailthru - 01/15/2019 ESW Capital SLI Systems - 01/15/2019 Houghton Mifflin Harcourt PV Waggle - 01/15/2019 Stefanini Consultoria e Assessoria em Informática SA Intelligenti - 01/14/2019 Ideagen Plc Scannell Solutions $4.5 01/14/2019 RingCentral Connect First - 01/14/2019 Check Point Software Technologies ForceNock Security - 01/14/2019 Salesforce.org roundCorner - 01/14/2019 Vista Equity Partners Management QuickBase - 01/13/2019 VTEX UniteU Technologies - 01/12/2019 Bose ZiipRoom - 01/11/2019 Nemetschek Group Axxerion Group $86.2 (1) Source: Financial data provided by 451 M&A Knowledgebase (missing values represent data not applicable or publicly available). Copyright © 2019 by SEG Capital Advisors, LLC. All Rights Reserved 39
1Q19 Select SaaS Transactions ENTERPRISE VALUE DATE BUYER SELLER (M) 01/11/2019 Norvestor Equity AS Wellit AS - 01/10/2019 Planbox Imaginatik $1.9 01/10/2019 HealthStream Providigm $18.0 01/10/2019 Healthgrades Operating Company Influence Health - 01/10/2019 Luminate Capital Partners LiquidFrameworks - 01/09/2019 Adapt IT Holdings Wisenet Information Systems Pty $3.8 01/09/2019 Elavon CenPOS - 01/09/2019 ZOLL Medical Corporation Payor Logic - 01/09/2019 MRI Software Rental History Reports - 01/09/2019 Gladson ItemMaster - 01/09/2019 Nordic Capital BOARD International - 01/09/2019 OutMatch Wepow - 01/08/2019 The RTL Group Yospace Technologies $33.0 01/08/2019 Sony Interactive Entertainment Audiokinetic - 01/08/2019 Sophos Avid Secure - 01/08/2019 Paya First Billing Services - 01/08/2019 Sphera Solutions Petrotechnics - 01/08/2019 Vector-Solutions.com Callback Staffing Solutions - 01/08/2019 AppFolio Dynasty Marketplace - 01/08/2019 Smile SensioLabs - 01/08/2019 Alpina Partners ORSOFT - 01/07/2019 Akamai Technologies Janrain - (1) Source: Financial data provided by 451 M&A Knowledgebase (missing values represent data not applicable or publicly available). Copyright © 2019 by SEG Capital Advisors, LLC. All Rights Reserved 40
1Q19 Select SaaS Transactions ENTERPRISE VALUE DATE BUYER SELLER (M) 01/07/2019 Radware Limited Kaalbi Technologies - 01/07/2019 Gladson EdgeAQ - 01/07/2019 DaySmart Software PupKeep - 01/07/2019 Rizing Synchrony Global - 01/04/2019 Spectrum Equity Management Payer Compass - 01/03/2019 Issuer Direct Corporation Onstream Media Corporation (certain assets) $2.8 01/03/2019 Cision Falcon.io $125.9 01/03/2019 Deltek Avitru - 01/03/2019 Nationwide Mutual Insurance E-Risk Services - 01/02/2019 Blackbaud YourCause $157.0 01/02/2019 Vector Capital Aspect Software - 01/02/2019 Proxibid Wavebid - 01/01/2019 Magnitude Software Z Option - (1) Source: Financial data provided by 451 M&A Knowledgebase (missing values represent data not applicable or publicly available). Copyright © 2019 by SEG Capital Advisors, LLC. All Rights Reserved 41
Unmatched Expertise | Extraordinary Results About Our Firm: SEG provides unparalleled M&A advisory services for emerging and established software companies. By focusing exclusively on this underserved market segment for over 25 years, we have the knowledge and experience to quickly determine clients’ business value drivers, position them well among our deep network of industry buyers and investors, and aggressively negotiate top-tier valuations. These skills together with our commitment to Contact Information excellence results in exceptional outcomes for our clients’ shareholders, employees, and customers. (858) 509-2800 www.softwareequity.com Services: Kris Beible Strategic M&A: Sell-side representation of emerging and established software companies. Vice President kbeible@softwareequity.com Majority Recapitalizations: Majority investments from software-focused private equity investors that look to provide shareholder liquidity and growth capital to established software companies. Molly Soltesz Marketing Associate Divestitures: Sell-side representation of divisions of public and large private software companies. msoltesz@softwareequity.com Board Advisory: Strategic guidance and advice to business owners preparing for a future liquidity event, whether that be months or years down the road. Disclaimer The information contained in this Report is obtained from sources that SEG Capital Advisors LLC (“SEG”) believes to be reliable. However, SEG makes no representations or warranties, express or implied, about the accuracy, completeness or fairness of such information, or the opinions expressed herein. Nothing in this Report is intended to be a recommendation of a specific security or company or intended to constitute an offer to buy or sell, or the solicitation of an offer to buy or sell, any security. Any person or entity reviewing this report (a) should conduct its own diligence and reach its own conclusions regarding its business transactions, (b) should not rely upon any conclusions reached by SEG, and (c) should consult its own advisors regarding its tax, accounting, financial and/or business decisions. SEG or its affiliates may have an interest in one or more of the securities or companies discussed herein. Financial data was provided by Capital IQ & 451 Research. This Report may not be reproduced in whole or in part without the expressed prior written authorization of SEG or one of its affiliates. Copyright © 2019 by SEG Capital Advisors, LLC. All Rights Reserved 42
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