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NetManage acquired: Cheapest Nasdaq software stock no more...

As you might imagine, as technology investors, my partners and I maintain a variety of data sets that help us in our due diligence and screening processes. Two of the more basic measures used to value software companies are:

  • Enterprise Value/Revenue
  • Enterprise Value/Maintenance Revenue

Given the sticky nature of maintenance revenues, it's emerged as one of the main anchors for structuring software M&A over the last few years. Maturing software companies that have shown an inability to grow license revenues (or even suffered license revenue declines in many cases) have managed to maintain maintenance revenue renewals at a surprising rate (despite the best efforts of guys like Vinnie).

Netm So what does this have to do with today's announced acquisition of NetManage (NETM) by privately held Rocket Software?

For whatever it's worth, NetManage was the cheapest (or least expensive) Nasdaq-listed software company that I knew of:

  • Share price (12/11/07): $3.69
  • Shares outstanding: 9.78mm
  • Market cap (12/11/07): $36.1mm
  • Cash and equivalents: $25.72mm
  • Enterprise value: $10.38mm
  • $33.79mm in TTM revenues
  • $23.95mm in TTM maintenance and services revenues
    • Roughly $16mm in TTM maintenance (we use a percentage formula in our screens when maintenance isn't explicitly broken out)

For those playing at home, that implies NETM was trading at:

  • 0.31x EV/Sales
  • 0.65x EV/Estimated Maintenance

Today's takeout, by privately held Rocket Software, for $69mm in cash, represents a 95% premium to yesterday's closing price. Using the aforementioned financial metrics, that value the company at 1.32x EV/sales and roughly 2.8x EV/TTM (estimated) maintenance. Just to put a finer point on how "cheap" NetManage was, today's valuation would STILL put NETM at the 16th "cheapest" Nasdaq-listed software stock on a EV/revenues basis.

Don't misconstrue my comments to imply that "inexpensive multiples = good investments."
In many cases, companies are "cheap" for a reason. In the case of NetManage, I don't profess to know much about the fundamentals of the business that couldn't be found in their SEC filings. But it's not everyday that you see the absolute cheapest company in one of your screens get taken out; even in this "Year of Software M&A."

Related:

Note: This is not a recommendation to buy or sell NETM or any other security, but is merely a personal analysis to foster discussion for informational purposes only. At the time of this writing, I and/or funds I maintain discretionary control over, did not maintain a position (long or short) in NETM. As always, we reserve the right to do so in the future. We also may, at times, carry derivative options on underlying positions as a hedge.

netmanage netm rocketsoftware investing m&a valuation software woodrow enterprise irregulars

Intuit: The real platform play?

Intuitlogo_2 With all the talk of platforms of late, it occurs to me that too little is being said about Intuit and its position as arguably THE key enabler for small businesses on the Web. While Intuit's position as the dominant provider of accounting and tax preparation software and services is well understood, the company's ability to profitably leverage its position into other avenues of growth may not be.

There are myriad components toward building a successful platform and/or ecosystem; but it occurs to me that two of the most important are: SCALE and TRUST .

Intuit certainly has both in spades:

  • $2.7B revenues
  • 15mm TurboTax users
  • 7mm QuickBooks users
  • 8mm Online Banking customers

Earlier this year Intuit acquired Digital Insight, which was a transformative move (although one that has yet to be proven out); and now they follow the DGIN purchase with today's acquisition of Homestead. Creating synergies in technology mergers is no small feat, but the POTENTIAL of Intuit's acquisitions is impossible to ignore. Small business users need simple, easy-to-implement, reliable and trustworthy solutions. Intuit, Digital Insight and Homestead each, in their own ways, fit that bill.

Note: This is not a recommendation to buy or sell INTU or any other security, but is merely a personal analysis to foster discussion for informational purposes only. At the time of this writing, I and/or funds I maintain discretionary control over, did not maintain a direct position (long or short) in any of the companies mentioned but we reserve the right to do so in the future. We also may, at times, carry derivative options on underlying positions as a hedge.

intuit saas platform smb banking homestead tax woodrow enterprise irregulars

HP finds (a few) things to "ware"

Hewlett-Packard is commonly listed among the likely acquirers of software assets up for sale. Of course, HP made a big splash with its acquisition of Mercury Interactive and has openly maintained an interest in continuing to expand its software offerings.

Today, the company announced two new acquisitions: Opsware (OPSW) and Neoware (NWRE):

Opsware_2

HP is offering $14.25 per share for a total consideration (net of cash/debt) of $1.6 billion. This represents just shy of a 39% premium to Friday's closing price, and a 33% premium over Opsware's 52-week high. This deal marks a triumphant outcome for a company that once looked destined to be swallowed up by the tech wreck of the late 90s. Founded by Marc Andreessen (Chairman) and Ben Horowitz (CEO) as Loudcloud, the company originally was part of the MSP wave. A few years ago (2002), they rebranded themselves as Opsware, sold the MSP business to EDS (who remains a large customer), and then went about selling the data center management software it created while building the MSP business.

Opsware has built out its suite of offerings over the last few years and, in the process, garnered more than 350 enterprise customers. As many of you know, this is a business that appears to have grown into a sweet spot, as the complexities of data center management have grown. From its website:

  • Process Automation System -- Automates incident resolution and orchestrates change and configuration management
  • Visual Application Manager -- Discovers and delivers a complete interactive map of your IT environment -- servers, software, network and storage
  • Server Automation System -- Automates day-to-day management of large IT environment, easing managing of software and servers, and enabling your organization to work far more efficiently
  • Network Automation System -- Ranked number-one for four years in a row, it provides the first proactive network change and configuration management solution that focuses on keeping costs contained, and quality and responsiveness high
  • Opsware Network -- An optional offering that provides ongoing updates of security alerts and compliance policies
  • Asset Management System -- Provides comprehensive visibility of your hardware and software assets
  • Opsware OMDB -- Provides you the core foundation solution -- a comprehensive and accurate Operational Management Database

Ben Horowitz has been named the new head of HP's BTO (Business Technology Optimization) unit and will oversee both Opsware and Mercury assets, reporting to Ben Hogan. In terms of functional whitespace, Hewlett appears to be sticking to clear-cut infrastructure and tools plays, versus stepping on any applications related areas. While some may portray this as analogous to IBM's approach; there is a big difference when you consider that HP doesn't have a database or app server piece under its umbrella.

Opsware has been growing quite fast. With CY06 (Jan-07) revenues of $101.7mm represented a 66% year-over-year improvement. Excluding EDS (which is running flat at approximately $21mm annually), revenues grew north of 100% (to $80.5mm). Estimates for FY08 (CY07) show expectations of 50%+ YOY growth in the non-EDS portion.

Growth has come at the expense of profitability. On a GAAP basis, Opsware lost $16.1mm in FY07, but had guided toward NON-GAAP profitability of $0.09-$0.13 per share this fiscal year.

HP paid a "strategic" premium. With so much M&A happening, it's important to understand the distinction between deals that make pure financial sense (e.g., paying a low multiple of annual maintenance revenue and viewing the deal as attractive purely on the company maintaining its current customers) and those deals that are, instead, strategic. Clearly, HP views the Opsware deal as strategic given the multiples it's offering to pay:

  • 16x EV/trailing 12 months revenues
  • 10x EV/FY07 guidance ($142-$147mm)
  • 110x-158x NON-GAAP forward earnings ($0.09-$0.13)
  • 137x Merrill Lynch's FY08 cash flow estimate ($11.6mm)
  • 47x Merrill's FY09 cash flow estimate ($34.3mm)

_____________________________________________

Neoware HP is offering $16.25 per share for a total consideration of $214mm net of cash.  Unlike Opsware, HP isn't offering a substantial premium on this acquisition. The offering price represents just 6.6% premium over Friday's closing price, and is 3.6% above its 52-week high.
This deal brings together the #2 (Neoware) and #3 (HP) makers of thin-client computing devices; and theoretically positions the company at parity with Wyse, the market leader. Wyse is privately held, so it's difficult to measure it's financial traction, but Neoware had struggled to meet Street expectations of late. Kevin Hunt, an analyst at Thomas Weisel Partners, noted that Neoware had missed his estimates for six consecutive quarters and had yet to show an improved trajectory in spite bringing in Klaus Besier as CEO several quarters ago.

Potential strategic reasons for the Neoware deal:

  • Could signal a bigger push into virtualization and Linux for HP. Regardless of Neoware's financial metrics, they have been out in front of the Thin-client Linux movement and, more recently, announced a series of virtualization-oriented products.
  • Removes competitive friction. Don't underestimate the power of removing a fierce competitor from the landscape. While HP was cautious on the call about product roadmap and migration plans, clearly this combination allows HP to generate scale and more effectively target Wyse, the market leader without having to fight against multiple fronts.
  • Klaus Besier's addition. Besier ran SAP America years ago and has experience with big enterprise accounts; he should be a solid addition to the HP executive team.

_____________________________________________

A few takeaways and parting questions about today's deals:

  1. HP clearly isn't afraid to pay a full valuation for companies it views as strategic. Paying 10x forward revenue for Opsware, a marginally profitable company, is clearly a bet on strategic value. And while Neoware's 2x/EV/sales doesn't appear lofty, given the company's revenue and earning trajectory, it too is a bet that HP can turn thing around and squeeze more juice from the fruit.
  2. Why a conference call on Neoware but not Opsware?  I'm left to wonder why HP hosted a conference call today to discuss the Neoware transaction ($214 million) while eschewing a call for Opsware ($1.6B purchase)?
  3. More deals to follow? The aggressiveness of disclosing both of these deals simultaneously and comments made today by HP executives signals they will continue to look for more targets if the price and strategic fit make sense.
  4. Will HP round out its infrastructure stack and, if so, with what acquisitions? The combination of Opsware (data center management) and Mercury (applications monitoring and testing) put HP in a potentially powerful position in the world of systems management, but what are its intentions in other areas like app server, database, content management and enterprise security?
  5. What does this mean for BladeLogic, and its pending IPO? It's curious timing that Opsware should be acquired just a day or two before BladeLogic, its closest comparable, is set to list its shares (proposed symbol: BLOG). Given the multiple Opsware went out for, BladeLogic has reason to smile it would seem. But will the company list its shares as planned, or does this portend a potential private buyout before we public equity investors get a chance to stake our claim?
  6. Marc Andreessen can now focus on Ning (and his blog).  Andreessen has been serving as Chairman of Opsware while also running Ning and, of course, writing a damn good blog. Presumably he'll now have more time to focus on building out Ning and going for the entrepreneurial trifecta (i.e., Netscape, Opsware, Ning).
  7. Don't underestimate the importance of the virtualization play. With the VMWare IPO looming, you can be sure that plenty of companies will continue to draw awareness to their roles in the burgeoning virtualization landscape. I expect a LOT more virtualization news, rhetoric, product announcements and M&A activity in the coming 12-24 months.

Related Posts:

Note: This is not a recommendation to buy or sell any publicly-traded security. This discussion is merely a personal analysis to foster discussion for informational purposes only. At the time of this writing, I and/or funds I maintain discretionary control over, did not maintain a position (long or short) in BladeLogic, EMC, HPQ, IBM, OPSW or NWRE. We reserve the right to initiate positions in any of these companies at any time in the future. At times, we may maintain derivative options as a hedge on underlying positions.

Postini = Google's Most Enterprisey Acquisition Yet

Postini OK, chances are this is not the first blog post you've read about Google's $625mm purchase of Postini today. At last count, Techmeme had 1,003 posts on the subject.

Google has been so acquisitive this year it's hardly news that they made another acquisition. But Postini is a horse (acquisition) of a different color; squarely focused on providing solutions to the enterprise. They provide a host of messaging security and infrastructure services to more than 35,000 companies and 10,000,000 users. Postini processes more than 2 billion SMTP connections and block more than 1 billion spam messages every single day.

A quick word of congratulations to Ryan, Brad and the rest of the Foundry Team. There are a lot of interesting nuances to this deal, not the least of which is the fact Postini was considered a likely IPO this year. So many of my favorite bloggers have written about this deal today, I'm simply going to hand it off to them:

...What attracted us most to Postini was (FOUNDER) Scott Petry's vision of building out a true platform company built around the simple notion that email had become more important to corporate America than the telephone. A company that could build a suite of services around messaging would have the potential to harness a huge customer base given the broad horizontal nature of email. The total addressable market was every email address in the world.

Equally important was Postini's architecture and deployment model. Postini was a SaaS company well before SaaS was cool, and probably even before the acronym of SaaS had been coined. We loved the ease of deployment (just a change to the MX record in DNS) and the recurring revenue subscription model. And while the most notable SaaS companies to date have been built around specific vertical business applications, Postini is arguably among the first SaaS infrastructure companies...[continued]

  • Bill Burnham hits the nail on the head with his analysis. I implore you to read his entire analysis, but here are his key takeaways:
    • Google is going after Microsoft Exchange [I agree]
    • Postini puts Google much closer to functional parity [I agree, presuming tighter integration]
    • This is bad news for traditional anti-spam vendors [I agree, in principle]
    • Google has put together an impressive set of hosted applications [I wholeheartedly agree]
    • Google can AND does pay up for assets it views strategically [How can I not agree?]
    • When Google is interested, they've yet to be outbid [Agreed]
  • Cote breaks down the deal as part of the broader Microsoft vs. Google meme, and ultimately argues that Google is too smart to attack Microsoft using a traditional enterprise sales model:

The point for me is simple: Google wants people to use it’s software and click on its ads. Sure, it may not be on purpose that that means pulling people away from Microsoft software and services. Nonetheless, it means competing to get attention and dollars that could otherwise go to Microsoft and other vendors. What irks me most about this position is not the people who espouse it — like I said, “potato,” “patato” — but that Google itself seems so, well, goofy when it tries to weave and duck on the issue.

The question for Google isn’t “are you competing with Microsoft?” The question is more along the lines of: do you want as much of Microsoft’s attention-cum-revenue as you can get?

As an enterprise-focused technologist, this deal piqued my curiosity much more than the DoubleClick and YouTube deals. This is not to dismiss their potential strategic value, but rather, this is the first evidence I've seen that Google is ready to take the kid gloves off outside of the ad-driven model.

Note: This is not a recommendation to buy or sell any publicly-traded security. This discussion is merely a personal analysis to foster discussion for informational purposes only. At the time of this writing, I and/or funds I maintain discretionary control over, maintained a long equity position in MSFT but did not maintain a position (long or short) in GOOG or any of the other companies mentioned. We reserve the right to initiate positions in any of these companies at any time in the future. At times, we may maintain derivative options as a hedge on underlying positions.

Oracle stays Agile with its M&A strategy...

Agile_software_logo Agile Software (AGIL) has agreed to be acquired by Oracle (ORCL) for $495mm in cash considerations, or $8.10 per Agile share. This is just the latest in an ongoing wave of consolidation moves for Oracle; and frankly this is one of the least surprising deals of the bunch. Agile has been meandering about struggling to generate organic growth for a long time; and has been rumored to be on the block for ages. The fact the company recently completed its internal investigation into options backdating and got current with its filings may have played a role in the timing.

In many ways, this deal helps bring the software world full circle. Agile agreed to sell out to Ariba back in 2001 for $2.6 BILLION [in stock] before the market correction put the kibosh on the deal.

Meandering financials

  • Q3'07 revenues: $33.2mm (1.8% YOY growth)
  • Q3'07 license revenues: $11.5mm (14.2% YOY decline)
  • Q3'07 net income [non GAAP]: $488K or $0.01 per share
  • Nine months of FY07 revenues: $96.7mm (2.0% YOY decline)
  • Nine months of FY07 license revenues: $32.1mm (13.0% YOY decline)
  • Non GAAP EPS: $0.03 vs. ($0.06 loss)

An inexpensive acquisition

Oracle has shown impressive flexibility in the price its paid for the 20+ acquisitions made over the last 3 years. While the Hyperion acquisition came at a healthy premium, todays' deal marks a meager 14.4% premium of today's closing price of $7.08. The $495mm purchase price equates to:

  • 2.3x EV/sales
  • 3.5x EV/services
  • Approximately 5.0x EV/maintenance

At the end of they day, this deal serves dual purposes for the Larry and Company. One, despite lackluster growth Agile is an industry standard for BOM management and product design. This deal is another incremental brick in the walled garden it's building around SAP's partner ecosystem. Two, the multiple paid is such that it won't be hard for Oracle to generate positive EV from the transaction regardless of whether it manages to reinvigorate growth in the segment.

Note: This is not a recommendation to buy or sell AGIL, ORCL or any other security, but is merely a personal analysis to foster discussion for informational purposes only. At the time of this writing, I and/or funds I maintain discretionary control over did not maintain a position (long or short) in AGIL, ORCL or SAP. We also may, at times, carry derivative options on underlying positions as a hedge.

agile AGIL PLM Oracle M&A investing woodrow enterprise irregulars

Websense: If you can't beat 'em, buy 'em

Websensetag_2 Websense (WBSN) announced a tender offer to acquire SurfControl for roughly $400mm, about a 40% premium to SurfControl's share price on the London Exchange yesterday. This deal is interesting for a number of reasons:

  1. Websense is taking out a fierce competitor -- The URL filtering market has become ultra-price competitive as functional parity has set in. SurfControl is an able competitor, and by acquiring them, Websense removes a potential aggressive discounter from the market.
  2. Expansion of the global footprint -- International expansion is a major priority for Websense and SurfControl gives them that [49% of revenues come from OUS as of the March Q]
  3. Entree into the email filtering market -- This is a marked change of direction for Websense, having eschewed the email filtering business in the past. But acquiring SurfControl is as much about its recently acquired BlackSpider email products as it was about synergies from combining the legacy URL filtering businesses.
  4. Entree into the on-demand, SaaS environment -- Websense has long sold its solutions as a subscription; but it's largely been delivered as an on premise solution. BlackSpider provides email filtering and other security functionality in an on-demand environment; and is SurfControl's fastest growing business.
  5. Cash flow guidance is impressive, if attainable -- Websense believes SurfControl can generate an incremental $50mm in operating cash flow by 2010. If accurate, the company is paying just 8x OCF estimates [looking ahead two years].

The security market reminds me a lot of the business intelligence market a few years ago. The industry is maturing and the big players [Symantec, Trend Micro, McAfee] are looking for ways to grow their businesses and increase shareholder value [read: consolidation and increased M&A].  Many industry analysts questioned whether Websense and SurfControl were well positioned to compete against the larger vendors without margin concessions. Does this combination hint at desperation? Or is this a bold move that gives the combined entity market presence and a better position at the negotiating table? I'm curious to hear your thoughts; I have my opinion on the matter.

Note: This is not a recommendation to buy or sell WBSN, SurfControl or any other security, but is merely a personal analysis to foster discussion for informational purposes only. At the time of this writing, I and/or funds I maintain discretionary control over, did not maintain a position (long or short) in MFE, SYMC, WBSN, Trend Micro or SurfControl. We also may, at times, carry derivative options on underlying positions as a hedge.

websense surfcontrol synergies m&a filtering investing woodrow enterprise+irregulars
 

Salesforce.com corrals Koral

Koralblog_header_sfdc Sometimes the best acquisitions are those that don't make headlines.  For all the pomp and circumstance that Oracle buying Hyperion or Google buying DoubleClick received, I believe one of the most potentially significant acquisitions of the last few weeks got far less fanfare. Last week, Salesforce.com announced the acquisition of privately-held Koral.  While terms weren't disclosed, I've heard unconfirmed chatter that total considerations were between $10mm and $20mm.  Even at the low end, that's a nice return for founder Marc Suster and his angel investors; who reportedly put a little more than $1mm into the three-year old, 9-person firm.  Koral's products have been rebranded ContentExchange, and Suster has joined Salesforce as product group VP. 

This deal garnered very little attention from the investment community, which wouldn't be surprising were it not for the attention last year's Kieden deal garnered.  While the Kieden deal was worthy of attention, I believe Koral's technology represents a much larger expansion of Salesforce's market opportunity in the long run.

What is Koral?

I had the chance to see Koral firsthand at Ismael's Office 2.0 Conference last year. In a sea of "me too" companies, Koral was one of a select few that stood out as having a differentiated approach toward solving a real business problem. Credit that to Suster and his team for having been through the startup game before. They obviously realize that cool technology isn't enough. Workers don't need a new spreadsheet app when Excel works just fine. But they DO need more efficient ways to search for unstructured content, manage files, share collaborative workspaces and handle versioning. Think of Koral as a Web 2.0 collaboration suite [yes, its "competition" would be Microsoft Sharepoint Services, Adobe Connect Professional and WebEx Connect].

Koral addresses each of these pain points in a way that's intuitive.

  • Creation and sharing – Koral provides a private workspace that eschews a hierarchical file structure. Hierarchies are an absolute must for structured content, but they are arguably the biggest barrier toward fast and fail-safe retrieval of unstructured content within a corporate network. With Koral Share, you can create a document and drag and drop it into the workspace. From there, you can add contextual tags [or accept Koral's recommend tags] and manage/monitor who can read, edit and retrieve the document.
  • Subscription and versioning – The Koral workspace is driven by a subscription mechanism. Users can choose to subscribe to individual documents, or authors, or metatagged groups. For example, a field sales rep can subscribe to any content that is tagged "sales." When you're subscribed to a document, there's never a worry that you're about to access an out-of-date version. The days of a sales rep launching an outdated version of a product demo or marketing presentation are over thanks to Koral.
  • Search – How many times have you tried to dig up an old presentation or document, and struggled to remember either the file name or the folder location? Koral's centralized workspace and tagging make real language search and retrieval an easier process. The combination of tagging, full-text indexing and a frequency-of-use algorithm [how often is the document accessed? How many times does the search term appear? Is it in the title or only deep down in the document?] produce effective search results.  Another interesting feature is the ability to preview any type of content before downloading it; helpful for today's mobile workers [although maybe not as helpful now that laptops come with 80- to 160 Gig hard drives :) ]

A lot of you are probably thinking, "OK, this sounds great, but traditional enterprise content management [ECM] solutions do all of this and then some." True, but what sets Koral apart from other collaboration tools I've come across is EASE OF USE. The cardinal rule of K.I.S.S. reigns supreme for a lot of today's workforce; particularly field sales representatives who are the natural low-hanging fruit here given Salesforce.com's position in SFA. The reason SfDC enjoyed such tremendous uptake in SFA isn't because it's got a richer feature set or is less expensive than traditional CRM. The reason it's been deployed is because it's EASY TO CONFIGURE and INTUITIVE.  Sales reps don't want 20 tabs to manage their contacts and deal pipeline. They want the minimum amount of functionality that serves their purpose, and they want it to work with little training or configuration. Koral does for unstructured content management what Salesforce has done for traditional SFA process management.

When I saw the Koral demo at O2O, my first reaction was, "it's the ANTI wiki."  Don't get me wrong, I love wikis and think they're powerful tools for certain kinds of knowledge management. But they're not optimal for all users; including field sales reps who have neither the time nor the interest in feeling their way around the wiki landscape.  Over the last few months, I asked at least half dozen buddies who are in software sales to take a look at Koral. Universally the responses were positive, with the general reaction being, "why don't we have a tool like this?"

For many of them, now they do. Tying Koral's functionality into the core SFA functionality of Salesforce is a no-brainer. As Phil Wainewright says,

Further confirmation of the strategic importance of collaboration was to come within the ensuing few days. Microsoft's CEO Steve Ballmer called Sharepoint "the definitive OS or platform for the middle tier," followed by Cisco's acquisition of WebEx, which led Tim O'Reilly to describe collaboration suites as "the next generation of must-have enterprise software." Behind the scenes, Salesforce.com was already ahead of the game, because as we now know, it had already completed the Koral acquisition.

That's game-changing for Salesforce.com because collaboration is becoming the largest and fastest-growing segment of the SaaS sector — faster even than Salesforce.com's own CRM segment — and with a much larger potential reach, because it touches every employee in an organization rather than being restricted to specific departmental roles. Becoming a content management player adds a completely new and much larger opportunity than Salesforce.com's existing CRM market, brings it into direct competition with some heavyweight players (TechCrunch lists them) and, suggests Ismael Ghalimi, opens out an intriguing roadmap into Office 2.0 territory.

Remaining questions and observations:

  1. Validation of AppExchange as an outsourced R&D platform – Last year, when the Kieden deal was announced, I posited that Salesforce was effectively leveraging AppExchange as outsourced R&D; and the Koral deal is further evidence to that end. Like Kieden, Koral put a significant amount of focus on integrating with Salesforce. That pre-existing integration significantly reduces the technology risks of the acquisition; we already know Koral and Salesforce work well together. Salesforce got to see Koral's momentum and its functional footprint long before it had to undertake financial commitments to the idea. As a Salesforce investor, I sincerely hope we see more of these kinds of deals in the future.
  2. Infrastructure costs – Storing unstructured content, indexing and versioning it, plus adding a sophisticated audit trail involves a lot of cycles and storage. We're not talking about indexed flat files here. What are the infrastructure costs of supporting this on a scaled basis? Will Salesforce offer this as a truly hosted solution, or will this be a subtle departure from the current go-to-market strategy? Is the incremental margin profile of ContentExchange banded more than the sale of its traditional CRM apps? Will SfDC leverage something like Amazon's S3 in a formal manner to provide the needed storage infrastructure at affordable costs? I believe SfDC is still wrestling with these questions internally, which is why they've put off announcing pricing until later in 2007.
  3. Specialization of the sales force? – SfDC has become a large company and, with that, comes a natural evolution of the field sales force. Global account overlays make sense. Vertical specialists will, over time, make sense. Will offerings like ContentExchange be better served with specialized reps or should this be in everyone's bag?

Related Enterprise Irregular content:

Note: This is not a recommendation to buy or sell AMZN, ADBE, CRM, CSCO, GOOG, MSFT, WEBX or any other security, but is merely a personal analysis to foster discussion for informational purposes only. At the time of this writing, I and/or funds I maintain discretionary control over maintained long equity position in CRM, CSCO and MSFT but did not maintain a position (long or short) in AMZN, ADBE, GOOG, or WEBX . We also may, at times, carry derivative options on underlying positions as a hedge.

koral salesforce.com collaboration m&a sfdc crm saas investing woodrow enterprise irregulars

 

Hellman & Friedman: Not just a one DoubleClick pony

Hellman & Friedman are getting much deserved attention for the DoubleClick investment and subsequent sale to Google.  Yet, this firm is hardly a one trick pony. With offices in New York, London and San Francisco, H&F has been in business since 1984, and has made investments across a broad swath of industries. Although their technology investments have been notable of late, they have a broad portfolio.

Firsthand experience with H&F's acumen: A few years ago, I was an investor in Texas Genco [all the credit goes to my partner on this one], which was acquired by a consortium of private equity heavyweights [including H&F] for $900mm. Although that represented an attractive premium to the share price, many of us felt the company was worth far more thanks to deregulation of the Texas electric utilities. The following year, the consortium sold Texas Genco for $5.8 billion. Almost $5b in profits in a year's time; making the return we public equity shareholders received seem far less satisfying.

Other recent momentum:

  • A few weeks ago, H&F acquired Kronos (KRON) for $1.8 billion ($55 per share)
  • Today, Catalina Marketing (POS) agreed to be acquired by H&F for $1.7 billion ($32.50 per share) which trumps a prior unsolicited bid by ValueAct Capital

They say that good things come in threes, well H&F might want to amend that to "good things come in fours" because the also announced the closing of an $8.4 billion fund today. This fund, its sixth, doubles the firms managed assets and will focus on investments ranging from $250mm to $1 billion.

With exits like DoubleClick and Texas Genco; it's no surprise H&F was able to raise such a large new fund. To anyone who thinks we've reached the peak of the current private equity M&A binge; look at the fund flows. There are massive war chests waiting to be deployed; it's not over by a long shot.

Note: This is not a recommendation to buy or sell GOOG, KRON, POS or any other security, but is merely a personal analysis to foster discussion for informational purposes only. At the time of this writing, I and/or funds I maintain discretionary control over did not maintain a position (long or short) in GOOG, KRON or POS . We also may, at times, carry derivative options on underlying positions as a hedge.

hellman & friedman doubleclick private equity m&a texas genco catalina marketing kronos investing woodrow enterprise+irregulars

Musings on the Google + Doubleclick Deal

Doubleclick_logo By now you're well aware of Google's acquisition of DoubleClick for $3.1billion.  Few things get the blogosphere buzzing like a juicy Google story, and this one was no exception.  With Techmeme being taken over by this deal, there isn't much new I can add to the conversation for now. Instead, let me highlight some of the coverage I found most interesting:

  • Fred Wilson on banners being the new black
  • Brad on the 10x return on equity Hellman and Friedman generated in two years time
  • Matt Ingram on the irony of Microsoft's antitrust claims
  • Paul Kedrosky on why focusing on valuation is pointless in this deal
  • Eric Savitz on the sell-side reaction to the deal
  • Phil Wainewright on the difficulties of serving two masters [publishers and advertisers]
  • Larry Dignan on why Yahoo! comes away looking good from this deal
  • HipMojo with a contrarian take on why this deal makes little sense
  • Will Hsu on Google-DoubleClick coming full circle

So where do I stand on the deal?

1) The big winners here are clearly Hellman and Friedman. They made a smart, ballsy call that was met with a LOT of cynicism at the time; and came out with enormous returns for themselves and their LPs
2) This wasn't a defensive move on Google's part, it was an offensive one
3) Regardless of whether the purchase price was egregious, I don't want to hear that Microsoft is better off for having not made the deal. There was a time, not so long ago, when Microsoft wouldn't have been outbid for a strategic asset. The fact Microsoft was in the bidding, and by most accounts initiated the talks, speaks volumes
4) The inevitable "myth of cascading M&A" was in full effect today, with 24/7 Media (TFSM) and Aquantive (AQNT) up sharply as traders tried to find the "next" deal in the space. My bet? None of the above

Note: This is not a recommendation to buy or sell GOOG or any other security, but is merely a personal analysis to foster discussion for informational purposes only. At the time of this writing, I and/or funds I maintain discretionary control over, maintained a long equity position in MSFT and YHOO but did not maintain a position (long or short) in AQNT, GOOG or TFSM . We also may, at times, carry derivative options on underlying positions as a hedge.

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Mobius acquired; are there any ECM players left standing?

Today, it was announced that Mobius Management Systems (MOBI) would be acquired by Allen Systems Group for $10.05 per share in cash, or $149.5mm net of Mobius' cash on hand.  For those unfamiliar with Mobius, it's a small cap niche player in the ECM market; specializing in archiving and records management.  Founded in 1981, and public since 1998, Founder Mitchell Gross continues to run the company.  While Mobius' ViewDirect products have been generally well received (60 of the Fortune 100 use them), uptake has largely been departmental and sales execution has been uneven. Mobius has prided itself on being a low-cost provider; which has not always served it well in terms of generating margins akin to other ECM vendors.  Although this deal is merely a blip on the frenetic M&A landscape of late, it's one that bears close scrutiny for several reasons:

  1. It's all about the maintenance -- A great many software acquisitions of late have been driven off a multiple of maintenance revenues.  While license revenues are the lifeblood of a growing software company, because they represent new customers, maintenance revenues are the lifeblood of established/maturing vendors. Maintenance revenues may not be sexy, but they have attractive characteristics [e.g., high margin, predictable, sustainable].  Even when a vendor has ceased being "relevant" in new competitive bakeoffs, customers are loathe to abandon maintenance contracts.  In Mobius' case, the acquisition price amounts to about 3.5 EV/maintenance. This is at the low end of the range we've seen lately and implies very little "strategic premium."

  2. The deal coincided with a negative preannouncement – This is what we investors call "preannouncement season", which is to say the time when companies with calendar quarters roll up their financials and decide whether they need to preannounce disappointing results to the Street.  Normally, as you might imagine, a negative shortfall during preannouncement season brings a sizable selloff in the stock.  So you can imagine the smile on Mobius shareholders' faces when they woke up this morning and read about the acquisition BEFORE reading the later paragraphs which painted weakening fundamentals:

    Mobius also reported today that it anticipates fiscal third quarter 2007 revenues will be in the range of $18.7 million to $19.2 million, which is currently expected to result in a net loss in the range of $(0.08) to $(0.10) per share. The Company had previously expected revenue of between $22 to $23 million and earnings per diluted share of between a loss of $(0.02) to a profit of $0.01.

  3. Yet another ECM vendor bites the dust – No sector has been more heavily consolidated than the ECM sector over the last few years.

Inevitably, investors will speculate on "who's next" which, in this case, may be a fool's errand. With IBM, EMC, Oracle and Microsoft all having plays in the segment, one has to wonder how many acquirers are still out there. Then again, there are plenty of private equity buyers with war chests looking to make spend money.  Interestingly, there are two publicly-traded ECM companies left standing of some significance: Vignette (VIGN) and Interwoven (IWOV).  One has to wonder if Mike Aviles and Joe Cowan view this as an opportunity or an increasingly difficult challenge. The truth is, it's probably both.

Note: This is not a recommendation to buy or sell EMC, IBM, Interwoven, Microsoft, Mobius, Open Text, Oracle, Vignette any other security, but is merely a personal analysis to foster discussion for informational purposes only. At the time of this writing, I and/or funds I maintain discretionary control over, maintained a long equity position in MSFT but did not maintain a position (long or short) in EMC, IBM, IWOV, ORCL, MOBI, OTEX or VIGN . We also may, at times, carry derivative options on underlying positions as a hedge.

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