GLOBAL TECH M&A REPORT 2020

• Luminary Software Predictions • Top 10 Disruptive Tech Trends • Leading Global Strategic Buyers • Dominant Private Equity Firms • Valuations - 29 Market Sectors

www.corumgroup.com 2020 – A WATERSHED YEAR FOR TECH M&A

This year’s annual LUMINARY PANEL report was kicked PETER COFFEE, SALESFORCE off from Singapore, our new Asian “Shockwave strategy: at an air show, when a headquarters. 2020 supersonic aircraft flies through, by the time you promises higher deal hear anything it’s already passed. In the same way, volume for basically it’s necessary now to look beyond your conventional four reasons. horizon. You can be made irrelevant very quickly.” First, the bolt-on/ add-on/tuck-in HENRY HU, IBM phenomenon will only “The hybrid cloud model will go mainstream, expand, with even smaller firms acquired by the providing enterprise clients with ultimate flexibility portfolio companies funded by Private Equity. and opportunities for software companies to use Second, baby boomers are waking up—we are open standards to build applications. Simply build over 10 years into a 7-year cycle. They don’t have once and run it anywhere.” the time to wait for the next downturn. Third, traditional VCs in Europe will increasingly REESE JONES, SINGULARITY UNIVERSITY calibrate sales. Rapid consolidation is changing “AI is being built into everything from the cloud, to the timing of their investments. the edge, to people. This allows processing to learn Finally, Asian deals will accelerate with more about the past, recognize patterns and then predict Chinese buyers, Asian family funds investing in the future. From this, many kinds of business can tech and Western PEs increasingly looking to be done.” for reasonably priced acquisitions. This 2020 Tech M&A Report profiles 29 technology market sectors including key 2019 KUNJU MEHTA, MICROSOFT deals and valuation metrics, plus our annual “Application of AI across a broad set of industries report on top buyers, financial trends and the and use cases continues to accelerate. While this Corum Index of tech M&A metrics. creates great opportunities to transform businesses, it also creates security risk. It’ll be of paramount Special thanks to our Luminary Panelists: Peter importance to increase focus on protecting AI- Coffee from Salesforce, Reese Jones from powered systems.” Singularity University, Henry Hu from IBM, and Kunju Mehta from Microsoft. Thank you also to our Private Equity Panel: Jeremy Holland from Riverside, Jenna Sleefe from K1, and Tomer PRIVATE EQUITY PANEL Yosef-Or from Abry Partners. Join us every second Thursday for our monthly update on tech deals, valuations and trends. Visit www.corumgroup.com/events for a list of JEREMY HOLLAND over 200 upcoming events. THE RIVERSIDE COMPANY

Bruce Milne CEO and Founder

JENNA SLEEFE K1 INVESTMENT MANAGEMENT

Data for this report was compiled by Corum Group, the world’s leading seller of privately held software, , IT and related companies. For further information, please contact Elon Gasper, EVP, Research at +1 425 455 8281 or [email protected]. TOMER YOSEF-OR ABRY PARTNERS © 2020 Corum Group Ltd. All Rights Reserved.

2 corumgroup.com GLOBAL TECH M&A REPORT 2020 TECH M&A WINDOW OF OPPORTUNITY REMAINS OPEN

BREATHTAKING MARKET RESURGENCE 2019 PUBLIC MARKETS DAILY PERCENTAGE CHANGE Despite a year of trade wars, toxic politics and doomsaying, 35% S&P TECH Dow Jones NASDAQ All-time high

public markets clambered up a mountain of worries in 2019 30%

to finish atop breathtaking gains, up over a third in the leading 25%

tech indices. At the start, talk concerned recession and the 20%

impending death of the long bull market, but a surprise 15%

resurgence encouraged by sudden interest rate drops locked in 10%

the 2010s as the first decade without a US recession or painful 5%

bear market. 0% AGING BULL CHARGES ON -5% The end of 2019 found the Federal Reserve and other central banks pumping out cash and other liquidity almost as fast CORUM INDEX 2018 2019 as during the Global Financial Crisis—an IV drip of cheap

1 Transactions 3651 3627 money nourishing the aging bull. Corum Index metrics ended up nearly the same as the prior year. The number of VC exits Market Megadeals 88 71 rose significantly—“smart money” taking something off the Largest Deal $34B $35B table for a third year in a row. PE Platform Deals 496 492 Megadeal volume remained high at 71, totaling $300B Pipeline dollars across Corum’s six sectors. Infrastructure volume was VC-Backed Exits 608 732 highest with 16 deals, while Internet volume doubled to 14. Cross-Border Deals 38% 38% Horizontal also had 14 deals, with the highest value by far: Startup Acquisitions 14% 14% over $122B, driven by payments deals, including the year’s Attributes largest, Worldpay’s $35B acquisition by FIS. Average Life of Target 17 yrs 17 yrs

CORUM TOP Technology companies considering an exit help them continue that disruptive success. cannot ignore the disruptive technologies TEN DISRUPTIVE Each year, Corum composes a list of the changing lives and transforming markets. key trends driving tech M&A, drawn from TECHNOLOGY Even the largest firms must adapt to these transactions in every sector, spanning TRENDS 2020 trends or fall behind. No company has hundreds of events, global reports and the foresight to always lead the innovation information from thousands of buyer curve, so the most successful acquire the conversations. 2020 has produced a pioneering companies with the expertise to particularly instructive set, described below.

AI ACTIONABLE PAYMENT STREAM IOT HYBRID ENABLEMENT ANALYTICS CONTROL SOFTWARE CLOUD DATA AND FEEDBACK BUSINESS INTELLIGENCE & CAPTURING ONLINE & REAL-WORLD TOOLS SYSTEMS FOR TURN ALGORITHMS DATA SCIENCE CREATING OFFLINE TRANSACTIONS PUTTING PROMISE ORCHESTRATING COMPLEX INTO ACTION IMMEDIATE VALUE TO CREATE VALUE INTO PRACTICE IT ENVIRONMENTS FUNDAMENTAL

℞

FOCUSED HEALTHTECH REGTECH SMART BLUE COLLAR IT SERVICES CONTINUUM SYSTEMS LOGISTICS SOFTWARE DIFFERENTIATION DRIVING CONNECTIVE TECH HELPING HIT MOVING MOVING THINGS & TRADITIONAL VALUE IN A FORMERLY COORDINATING COMPLIANCE PEOPLE AT A HIGHER WORKERS WITH SLEEPY SECTOR SYSTEMS & CARE TARGETS LEVEL OF EFFICIENCY CUTTING-EDGE TECH FUNCTIONAL

GLOBAL TECH M&A REPORT 2020 corumgroup.com 3 TOP STRATEGIC AND FINANCIAL ACQUIRERSTOP STRATEGIC ACQUIRERS 2019

COMPETITIVE MARKET PRESSURES TOP STRATEGICS

The top strategic acquirers list 27 contracted dramatically, leaving TOP STRATEGIC ACQUIRERS: 2019 almost half behind, as the 2018 (does not include Constellation Software; see below) class of buyers were hard-pressed to find deals at acceptable prices in

this competitive seller’s market. The 12 12 11 11 11 largest exception was services giant 10 10 Accenture, which climbed to the top with 27 acquisitions—four more than last year—in key IT services areas including systems integration, consulting, marketing and security. Second place Microsoft focused on education, gaming and IoT. It also Well-known traditional companies 2018 2019 Change made several acquisitions through actively acquired tech companies, often subsidiaries GitHub and LinkedIn, for the first time. One such newcomer Broadridge 3 10 233% which snapped up digital ID was McDonald’s, which made three Amazon 5 11 120% management company Drawbridge purchases, including Israeli machine in order to bolster its marketing learning specialist Dynamic Yield Dell 6 10 67% and advertising offerings. Other for $300M. Other examples included Apple 9 11 22% exceptional buyers included Apple the acquisition of fund management Accenture 23 27 17% and Dell, plus Amazon, which more software Viteos Group by financial than doubled its purchases. Just one services firm Intertrust for $330M Hexagon 11 5 54% newcomer, Broadridge Financial and over six times revenue, and online Siemens 14 6 Solutions, joined the top strategics. training platform Lobster Ink sold to 57% Most of last year’s leaders stepped hygiene solutions specialist Ecolab to Walmart 10 4 60% back. Walmart’s purchases decreased strengthen its training capabilities. WiseTech 15 5 67% by more than half, and WPP fell from WPP 10 2 80% ten in 2018 to just two.

PRIVATE EQUITY LEADERS COMPETE FOR BOLT-ONS AMIDST MEGADEAL DISRUPTION The top Private Equity buyers’ purchases continued to grow, vast majority of those purchases were additions accreted to surpassing strategic acquirers yet again. Newcomers to the the PE’s initial platforms, a trend that has been rising steadily list included Hg, Aquiline, KKR and Bain. Note that each from a 2.7:1 bolt-on to platform ratio in 2017 to a 3.6:1 ratio firm on the list bought more than Microsoft, the number two in 2018 and a 5.5:1 ratio in 2019. These bolt-ons and tuck-ins strategic. The top four PEs stayed the same, with Vista holding are often found in markets disrupted by megadeals that spur itsPLATFORM first-place position, VS. BOLT buying-ON 20 ACQUISITIONS more companies than the competitive demand while isolating other players and pushing top strategic acquirer. As with most top financial buyers, the them toward an exit. In this way, the billion-dollar deals affect even small buyers and sellers. 47 TOP PRIVATE EQUITY ACQUIRERS: 2019 OTHER ACQUIRERS PROLIFERATE 38 37 Buyers who are neither strategic acquirers nor PE Bolt-on Platform firms, including sovereign funds, family offices and 30 search funds, were active purchasers this year. The 24 22 proliferating buy-and-hold “accumulators” include 20 19 19 18 Valsoft, ESW, and the pioneer of that model and 16 15 overall number one acquirer for the year, Constellation Software. Combining aggressive deal origination with cost discipline, the company purchased a record 75 tech companies through its wide network of subsidiaries, moving deeper into healthcare, real estate and fintech.

9 4 corumgroup.com GLOBAL TECH M&A REPORT 2020 3-YEAR MARKET VALUATION TRENDS

MARKET VALUATIONS

Horizontal Vertical Infrastructure Consumer Internet IT Services

Horizontal Vertical Infrastructure Three-year value trends in Corum’s six markets show a rise in M&A TIMING & SUCCESSION PLANNING sales and EBITDA multiplesConsumer in almost all sectors. Horizontal InternetDo you have a succession IT plan? Services Few tech company finished with top value in both metrics after Vertical briefly took owners do. Unlike many industries, technology the lead in Q3. Infrastructure has remained relatively steady companies are rarely passed on to the next generation. during all three years. Consumer and Internet values notably For many, the best succession plan is to find a merger converged, potentially indicative of a sector realignment, a partner. But today’s strong tech M&A environment trend to watch carefully. Meanwhile, the Focused IT Services won’t last forever, so Baby Boomer entrepreneurs in trend helped drive its sector multiples to finish at all-time highs. particular should consider taking advantage of the current strong valuations and open M&A window.

PRIMARY RESEARCH

ELON GASPER AMBER STONER YASMIN KHODAMORADI VALERIYA CHUMACHENKO ARTEM MAMAIEV EVP, RESEARCH DIR. OF RESEARCH DIR. OF CLIENT SERVICES SR. BUS. ANALYST SR. BUS. ANALYST

ALEXANDER BETS ANNA LEBEDIEVA DARIA TELUSHKO MATT HABERLACH BILLY HAO SR. ANALYST SR. ANALYST SR. ANALYST ANALYST ANALYST GLOBAL TECH M&A REPORT 2020 corumgroup.com 5 HORIZONTAL

EV/EBITDA EV/S Human Resources 28.00 x 7.00 x EV/S 6.95 x 26.00 x 6.50 x EV/EBITDA 20.58 x 24.00 x 6.00 x ADP / Workday 22.00 x 5.50 x SCM 20.00 x 5.00 x EV/S 7.32 x 18.00 x 4.50 x EV/EBITDA 35.90 x 16.00 x 4.00 x AspenTech / Descartes 14.00 x 3.50 x

12.00 x 3.00 x Payments Dec-18 Jan-19 Feb-19 Mar-19 Apr-19 May-19 Jun-19 Jul-19 Aug-19 Sep-19 Oct-19 Nov-19 Dec-19 EV/EBITDA 19.26 x 21.54 x 23.03 x 24.28 x 24.75 x 23.91 x 23.22 x 25.88 x 23.60 x 22.19 x 22.72 x 24.51 x 23.60 x EV/S 5.63 x EV/S 4.73 x 5.27 x 5.49 x 5.36 x 5.89 x 5.80 x 6.12 x 6.46 x 5.84 x 5.55 x 5.44 x 5.93 x 5.61 x EV/EBITDA 25.17 x PayPal / i3 Verticals

Business Intelligence Marketing ERP Other EV/S 6.29 x EV/S 4.56 x EV/S 5.42 x EV/S 4.37 x EV/EBITDA 23.93 x EV/EBITDA 12.92 x EV/EBITDA 22.49 x EV/EBITDA 16.27 x MicroStrategy / NICE HubSpot / Alliance Data Oracle / SAP OpenText / Trimble

Valuations in the Horizontal sector rose, peaking in July, with In customer analytics, deal activity was driven by the Actionable both sales and EBITDA multiples ending the year up from Analytics trend. Startup Mintigo was acquired by BPM 2018. Most subsectors saw increased valuation multiples, with software company Anaplan to accelerate its predictive planning SCM taking the lead in both sales and EBITDA metrics. capabilities. Israeli customer behavior analytics startup Cooladata was purchased for over $7M by Medallia. Usabilla was bought The Smart Logistics trend drove deals in the SCM sector. for $80M—almost 6x revenue—by SurveyMonkey, adding voice Transporeon, which develops intelligent transport management of the customer technology to its customer feedback solutions. platforms, was bought by HgCapital for $46M. As part of its ongoing M&A, PE-backed GlobalTranz picked up freight Actionable Analytics also influenced the business intelligence brokerage and logistics SaaS developer Our Freight Guy. sector, where we saw ERP specialist insightsoftware enter the Nordic market by acquiring Corum client Bizview, a Swedish High interest continued in AI across various horizontal business performance management company. Data analysis applications. Israeli data protection startup Cognigo was acquired firm ClearStory was bought for $20M by Alteryx to upscale its for its compliance solution by NetApp for $58M. Providence data profiling and inference capabilities. Equity-backed measurement company DoubleVerify purchased Corum client Leiki, an AI-driven content classification developer

based in Finland. SOLD TO

SOLD TO Salesforce made the largest analytics deal ever, paying over $15B for Tableau and following up with a workforce management acquisition, buying ClickSoftware for more than $1B. Payment companies were attractive targets in 2019. Toronto- based fintech company VersaPay was taken private for $95M by OpenConnect, a workforce and process management analytics Great Hill Partners. Cross-border payments firm Earthport was firm, was picked up by UK digital operations manager ActiveOps. bought for nearly $300M by Visa, which sweetened its offer after Adding SaaS capabilities to better target mid-market customers, Mastercard’s attempt to top the initial bid. Blue Prism Group acquired its partner, AI-based workforce automation company Thoughtonomy, for over $100M, nearly 8x revenue. Indian advanced analytics firm Lymbyc Solutions was SOLD TO bought for $5.5M at 5.4 times revenue by technology consultancy LTI. In the recruiting arena, Actionable Analytics surfaced again, 6 corumgroup.com GLOBAL TECH M&A REPORT 2020 TOP DISRUPTIVE TECHNOLOGY TRENDS

as ClickIQ, an analytics platform for monitoring recruitment We’re seeing a bifurcation in market value advertising spend, was bought by job website Indeed for its AI- for companies that are full SaaS as opposed based recruitment technology. Programmatic job advertising “ to license maintenance. Additionally, we’re firm Appcast was acquired for almost $80M by Axel Springer’s seeing great value attributed to excellent job portal, StepStone, and Sage picked up London-based cloud customer retention. HR solutions provider CakeHR. Jeremy Holland, The Riverside Company AI ENABLEMENT ” Last year, we noted that AI had become mainstream; Financial acquirers also saw the value of in 2020 we see it increasingly specialized to create value AI Enablement, with Corum client Leiki, in the enterprise and across industries. As the market in Finland, providing adtech contextual continues its shift from raw AI tech to AI-enabled systems, intelligence to Providence Equity’s the types of acquirers shift as well. Tech giants such as portfolio company DoubleVerify; and Google, Microsoft and Apple are now joined by traditional business process specialist BP Logix, JULIUS TELARANTA companies, including McDonalds, Daimler and Walmart. another Corum client, acquired by Finrock SR. VICE PRESIDENT Key deals highlight the diversity of acquirers and applications. Growth Partners. Prudential bought consumer insurance marketplace There remain unexploited feedback loops and datasets; Assurance IQ for $2.4B; Shopify acquired warehouse among vertical use cases, distinctive, defensible niches are automation developer 6 River Systems for $450M; Appfolio more valuable, particularly in security and other anomaly acquired property leasing SaaS Dynasty Marketplace for detection situations, as the specialization trend-within-a- $60M. AI systems trained on data and integrated with trend launches the 2020s. feedback loops were critical to each deal.

ACTIONABLE ANALYTICS Decades after the measure-to-manage business cliché This trend particularly drives acquisition was swamped by a turgid sea of noisy data and overbuilt opportunities across consumer-facing platform tools, Actionable Analytics surfaced again. sectors, such as games and Internet areas Today, this goes beyond optional eye candy visualizations where quick adaptation and Data Science to deliver useful decision support right where it is needed, Monetization is a competitive necessity; solving ‘small data’ problems with robust but rightsized but any consumer-facing brand needs JON SCOTT BI, and empowering entrepreneurs and employees with these capabilities—hence McDonald’s CHAIRMAN democratized means to quickly respond to practical insights. $300M for Dynamic Yield. Often—but not necessarily—empowered by AI and other Corum client Bizview Systems, sold to Insight Software, new levels of software finesse, the analytic tools in demand provides Actionable Analytics through its business today address business performance, in environments where performance management tools, while another Corum time and competition are key factors, highlighting specific client, MemberXP, was acquired by CU Solutions Group actions geared towards specific results. That was clearly the for its credit union customer analytics and benchmarking goal with the $15B Salesforce-Tableau megadeal. capabilities.

SMART LOGISTICS Whether corporate or consumer, customers today SCM and logistics M&A boomed in demand more—large inventories are less tenable and 2019 with deals like E2open acquiring everyone wants their shipments yesterday. This can only Amber Road at $425M for its global happen through massive application of new technology: trade management SaaS, and Bridgestone Smart Logistics. acquiring TomTom’s fleet management and SCM SaaS business for $1B. A diverse set of global buyers are racing to acquire and apply JOEL ESPELIEN this technology, competing in a $10T industry climbing to In addition to Bridgestone, Smart Logistics EXECUTIVE DIR. $16T by 2026. Smart Logistics includes data-driven software deals were also done by manufacturers like Volkswagen, platforms that automate the management of shipping and Michelin and Phillips Industries, which acquired Corum storage, transport systems, supply chains and more. Key client Connected Holdings. SCM players like Decartes, data inputs increasingly come from connected IoT sensors. Trimble and WiseTech were also active, along with top tier Given the massive volume of data that logistics represents, names like Walmart, Amazon and Accenture. there’s significant need for robust analytics and AI.

GLOBAL TECH M&A REPORT 2020 corumgroup.com 7 VERTICAL

Energy & EV/EBITDA EV/S Environment 24.00 x 6.50 x EV/S 2.63 x 22.00 x 6.00 x EV/EBITDA 16.34 x 20.00 x 5.50 x Itron / Xylem

18.00 x 5.00 x Real Estate 16.00 x 4.50 x EV/S 3.71 x

14.00 x 4.00 x EV/EBITDA 30.43 x CoreLogic / Zillow 12.00 x 3.50 x

10.00 x 3.00 x Automotive Dec-18 Jan-19 Feb-19 Mar-19 Apr-19 May-19 Jun-19 Jul-19 Aug-19 Sep-19 Oct-19 Nov-19 Dec-19 EV/EBITDA 18.79 x 19.76 x 20.44 x 21.45 x 20.63 x 20.67 x 21.25 x 23.08 x 22.04 x 22.81 x 22.02 x 22.55 x 22.94 x EV/S 4.74 x EV/S 4.02 x 4.49 x 4.81 x 5.07 x 5.20 x 5.19 x 5.53 x 5.81 x 5.74 x 5.73 x 5.32 x 5.24 x 5.20 x EV/EBITDA 27.35 x CDK Global / Bitauto

A/E/C Government Healthcare Financial Services Other EV/S 9.00 x EV/S 2.23 x EV/S 3.08 x EV/S 7.06 x EV/S 4.32 x EV/EBITDA 46.06 x EV/EBITDA 16.43 x EV/EBITDA 21.18 x EV/EBITDA 26.06 x EV/EBITDA 15.95 x Autodesk / Synopsys Raytheon / Tyler Tech. Cerner / Allscripts Broadridge / Fiserv Amadeus / Sabre

Valuations in the Vertical sector reached record highs midyear, In edtech, Instructure, known for its popular Canvas learning before multiples fell back to historically high Q1 levels, well management system, spent $88M on assessment software ahead of where they finished in 2018. EBITDA metrics held specialist MasteryConnect and student networking platform steady near record highs. Financial services and A/E/C were Portfolium. Instructure was then itself taken private for $2B again the value leaders, driven by trends like Payment Stream and 6.9x revenue by Thoma Bravo, which previously purchased Control and Blue Collar Software. K-12 administration SaaS Frontline Education for $1B. Healthcare lagged, though a number of well-performing public

healthtech companies were taken private at high multiples, SOLD TO including Medidata, which was acquired by Dassault Systemes for $5.7B and 8.8x revenue. Less than a year after Rubicon Technology Partners acquired Artificial intelligence deals in the healthcare space included AI- Corum client QSR, they bolted on student placement software based patient diagnostic and engagement management SaaS provider and Corum client Planet Software to capitalize on Medumo which was pocketed by Royal Philips, AI-enabled their shared higher-ed client base, while administrative software prior authorization tools developer Digitize.ai, which was service provider LINQ acquired CMS developer and Corum purchased by revenue cycle management firm Waystar, and client eSchoolView to boost its K-12 tool suite. population health predictive analytics provider Vitreos Health, acquired by HMS Holdings for $36.5M. Within A/E/C, German construction software maker RIB Software rolled up three companies for $100M: subscription- based software U.S. CAD, Dubai-based project management SOLD TO and cost planning SaaS Construction Computer Software and BIM SaaS Building Systems Design. Battery Ventures- backed Newforma bolted on Corum client EleVia, while in The energy sector also saw AI-driven digital transformation as engineering, ANSYS acquired simulation firm LSTC for energy insights platform Ecotagious was bought by Rubicon- $775M. In another Corum deal, material simulation software backed Uplight in its fifth acquisition of the year. Energy developer DEM Solutions was bought by Altair, to extend its visualization and analytics provider Sabisu was picked up by capabilities in discrete element method analysis. asset optimization firm Aspen Technology and AI-enabled power management SaaS AutoGrid was pocketed by Schneider The financial services sector saw a boom in high-value deals Electric. for portfolio management software. eFront was acquired by

8 corumgroup.com GLOBAL TECH M&A REPORT 2020 TOP DISRUPTIVE TECHNOLOGY TRENDS

Blackrock in a $1.3B megadeal at over 9x revenue to bolster management software Axioma was bought by Deutsche Börse the alternative investment capabilities of Blackrock’s Aladdin for $850M at 8.5x revenue. platform. StatPro was picked up for $189M by investment data In the automotive vertical, we saw major automakers continue management firm Confluence Technologies, while investment to scoop up autonomous driving startups. AI computer vision specialist DeepScale was purchased by Tesla to further its SOLD TO goals of self-driving robotaxis, autonomous vehicle systems developer Quantum Signal was bought by Ford, and Torc Robotics was acquired by Daimler to further its autonomous trucking efforts. HEALTHTECH CONTINUUM

℞ Providers are gathering more patient data than ever, with distributed services in post-acute and using everything from wearables to patient engagement palliative care settings. Examples include tools, from preventative care to integrated treatment. platforms for home care, hospice, assisted Patients are more educated and expect transparency and living and senior housing—such as the up-to-date tech in all phases of care, as demographic shifts EHR technology provided by Corum client increase overall demand. Collain Healthcare, a subsidiary of Korean JEFF BROWN These trends are driving change across the industry, as tech giant LG. SR. VICE PRESIDENT healthtech providers deploy systems to leverage data into a This also drives demand for provider collaboration and holistic view of the patient and system, reflecting the shift patient engagement, with solutions bridging the gap towards patient-centered outcomes, versus lowest-cost across virtualized care providers—such as healthcare treatment plans for acute relief. communication platform Voalte, acquired for $180M. Traditional inpatient health systems need a unified view of Healthtech innovators enabling consistent access to patient patients across the continuum of care, long after they’ve left data and a holistic vision of care will continue to be their facilities, and can only accomplish this by integrating attractive M&A targets in 2020.

BLUE COLLAR SOFTWARE Skilled labor occupations, 60% of all workers, are seeing This trend helped drive eye-popping their roles and industries transformed by disruptive valuations for public A/E/C tech technology. Changing the way they build, sell, move, companies, topping 8x sales, plus deals plant, harvest, inspect, maintain, repair and more, across of all sizes, especially where Blue Collar multibillion-dollar industries like construction, agriculture, Software intersected other trends. Corum transportation, manufacturing and many others. client Connected Holdings leveraged IoT MARTIN LOWRIE Beyond being an underserved market, a key feature of the Software to enable Smart Logistics for SR. VICE PRESIDENT Blue Collar Software trend is the leapfrogging of traditional the trucking industry—acquired by parts on-premise solutions, proceeding directly to mobile-first manufacturer Phillips. Other Corum clients, such as Elevia and IoT-integrated systems. But in such practical industries, and Blue Cow Software, were acquired by PE firms seeking bottom-line results speak louder than tech buzzwords, so Payment Stream Control through billing, invoicing and tech with clear productivity is winning out in opportunities credit transactions. Non-tech acquirers, vertical software across quoting, billing, scheduling, navigation and more. companies and PE firms are regularly in the M&A mix here.

IOT SOFTWARE From industrial equipment to home appliances, SaaS Geneva Healthcare, acquired by everything around us is becoming connected. Innovation BioTelemetry for $45M. is accelerating as chips become miniaturized, voice For Corum’s part, IoT software products enablement becomes ubiquitous and AI predicts behavior and expertise played a vital role in at based on data from connected devices. least five of our deals in 2019, for sellers In a world of IoT generalists and commoditization of serving markets in health care, trucking, life JABER TANNAY hardware, tech companies combining product-market fit sciences, automotive and more. VICE PRESIDENT in key verticals, a software-first approach and recurring Buyers place high value on companies providing cloud- revenue will generate high demand. Examples include based, analytics-rich capabilities via SaaS models, but analytics SaaS Mnubo, acquired by Aspen Technology for new models are emerging as well—tech firms that can $78M; device management SaaS Zingbox, acquired by Palo successfully develop and monetize those new models will Alto Networks for $75M; and medical device monitoring also see significant acquirer interest.

GLOBAL TECH M&A REPORT 2020 corumgroup.com 9 CONSUMER

EV/EBITDA EV/S Casual Gaming 22.00 x 5.00 x EV/S 2.99 x 20.00 x 4.50 x EV/EBITDA 16.29 x 18.00 x 4.00 x Glu / Zynga 16.00 x 3.50 x Core Gaming 14.00 x 3.00 x EV/S 3.69 x 12.00 x 2.50 x EV/EBITDA 16.26 x 10.00 x 2.00 x Electronic Arts / Activision 8.00 x 1.50 x Other 6.00 x 1.00 x Dec-18 Jan-19 Feb-19 Mar-19 Apr-19 May-19 Jun-19 Jul-19 Aug-19 Sep-19 Oct-19 Nov-19 Dec-19 EV/S 3.82 x EV/EBITDA 15.92 x 16.76 x 14.42 x 16.27 x 15.49 x 15.82 x 16.28 x 17.13 x 17.18 x 17.51 x 18.82 x 17.11 x 18.52 x EV/S 3.05 x 3.22 x 3.08 x 3.14 x 3.40 x 3.42 x 3.61 x 3.19 x 2.91 x 2.77 x 2.83 x 3.28 x 3.49 x EV/EBITDA N/A Netflix / Spotify

Consumer confidence helped valuations end on a high note, as Paddy Power Betfair. Gamesys was purchased for more than core gaming components rebounded from a Q3 dip. $622M by online bingo-led operator JPJ Group. Casino games Health tracking pioneer Fitbit was acquired by Google for $2B, developer NetEnt picked up UK-based online slot supplier competing with Apple in health and wearables while feeding Red Tiger Gaming for more than $237M. the company’s voracious appetite for consumer data.

SOLD TO

SOLD TO On the burgeoning esports playing field, Infinite Esports In music streaming, Spotify made four deals: three podcast & Entertainment was acquired by Immortals for more than players and audio production marketplace SoundBetter. $100M. Torque Esports announced plans to create a combined Napster was pocketed by RealNetworks, while rights and news, gaming, sports and esports platform, paying $35M in monetization player Repost Network was sold to audio stock for prediction platform WinView Games and $37M for platform SoundCloud. adtech SaaS Frankly Media. Carsharing marketplace Getaround dove into the European

market with two peer-to-peer rental platforms, spending SOLD TO $300M for Paris-based Drivy and $12M for Norway’s Nabobil. In order to expand into micro-mobility, ride-hailing app Careem, previously picked up by Uber, grabbed bike-sharing company Cyacle. PAYMENT STREAM CONTROL Major game studio Insomniac was brought into the Playstation family by Sony, while game developer Double Fine Productions With offline and online commerce effectively was acquired by Microsoft. British hospital simulation game- merged, and every transaction a digital transaction, maker Two Point Studios was picked up by Sega, marking its acquirers see significant value in controlling the digital first acquisition since 2017. Swedish startup Embark Studios streams of payments. Last year that drove $85B in sold a controlling stake for $96M to Asian publisher Nexon disclosed deal value for payment processors and hundreds of deals across a variety of sectors. which doubled down on its earlier bet on the young company’s hotshot founder. After acquiring Koch Media late in 2018, Private Equity, in particular, is showing increased interest in tech solutions that serve as payment pathways to THQ Nordic changed its name to Embracer Group and vendors, utilities, service providers and others, even if a embraced M&A, going on a buying spree across the US and relatively small component of the overall feature set. This Europe, acquiring a total of seven companies. can create increased value in unexpected sectors such as In betting, The Stars Group, owner of PokerStars, was wrapped non-profits, property management and even narrower niches. Corum client Blue Cow Software leveraged its up for almost $3B by betting exchange Flutter, the former

10 corumgroup.com GLOBAL TECH M&A REPORT 2020 INTERNET

EV/EBITDA EV/S 21.00 x 5.00 x Diversified Internet

19.00 x 4.50 x EV/S 3.58 x EV/EBITDA 18.53 x 17.00 x 4.00 x Alphabet / Tencent 15.00 x 3.50 x

13.00 x 3.00 x Ecommerce EV/S 2.15 x 11.00 x 2.50 x EV/EBITDA 33.37 x 9.00 x 2.00 x eBay / JD.com 7.00 x 1.50 x Social Network 5.00 x 1.00 x Dec-18 Jan-19 Feb-19 Mar-19 Apr-19 May-19 Jun-19 Jul-19 Aug-19 Sep-19 Oct-19 Nov-19 Dec-19 EV/S 5.94 x EV/EBITDA 15.26 x 15.37 x 16.66 x 16.10 x 18.12 x 16.14 x 16.07 x 16.96 x 17.48 x 17.34 x 17.02 x 17.81 x 18.75 x EV/S 3.36 x 3.69 x 3.51 x 3.57 x 3.59 x 3.46 x 3.76 x 3.65 x 3.57 x 3.55 x 3.13 x 3.25 x 3.58 x EV/EBITDA 14.93 x Facebook / Mixi

Travel & Leisure After years of variability, Internet multiples remained notably Chilean mobile app EV/S 5.07 x stable throughout 2019. Ecommerce saw the largest uptick as Cornershop was bought EV/EBITDA 28.56 x more effective models for growth and profitability emerged, by Uber to gain access to while Travel & Leisure took a step back in the midst of continued Latin American markets Expedia / Just Eat consolidation, particularly in food delivery. after an announced Delivery Hero bought South Korea’s food delivery app operator acquisition by Walmart Woowa Brothers for $4B in its biggest deal ever, as well as fell through. DC-based meal delivery service Galley Foods was Swedish delivery service Hungrig.se, Cyprus-based startup purchased by US restaurant chain Sweetgreen, putting a recent Foody and Zomato’s UAE business through its Middle East investment by Fidelity to work. subsidiary Talabat. Square sold high-end delivery app Caviar, The travel subsector saw global action in 2019. Pushing deeper which it bought in 2014 for $90M, to DoorDash for $410M. into the hotel booking business, Airbnb completed three Campus food delivery app Good Uncle was acquired by food transactions: corporate travel marketplace Urbandoor, meeting service giant Aramark. spaces rental platform Gaest.com and last-minute hotel app Buyers were also active in grocery delivery. In India, subscription- HotelTonight. French home rental network NightSwapping was based delivery service Milkbasket acquired Veggie India. grabbed by HomeExchange, looking to solidify its leadership in the peer-to-peer accommodation space. In India, travel reservations platform Yatra.com was purchased for almost SOLD TO $240M at 2x revenue by Ebix to drive payments through its EbixCash platform. Czech travel startup Kiwi.com was bought by PE firm General Atlantic. Australian travel planning engine Rome2rio was pocketed by -based multi-modal booking platform Omio. suite of software solutions designed for the fuel oil, propane and HVAC industries into an acquisition largely driven by this SOLD TO trend. In addition to payment in all its various Car classifieds deals included selling its forms—billing, invoicing, procurement, ROB GRIGGS business to automotive technology company CarDekho, and transaction processing and more— EXECUTIVE VP supplementary technologies can also be its Indonesian unit for $3M to Malaysia-based automotive bolstered by this trend, like payment management, anti-fraud marketplace iCar Asia. Estonian classifieds site Auto24 was capabilities and real-time payment technology. Anything that purchased by online advertising platform Baltic Classifieds gets an acquirer closer to achieving Payment Stream Control Group. has a built-in advantage in tech M&A.

GLOBAL TECH M&A REPORT 2020 corumgroup.com 11 INFRASTRUCTURE

Security EV/EBITDAEV/EBITDA EV/S EV/S 22.00 x22.00 x 6.00 x6.00 x EV/S 7.19 x

20.00 x20.00 x 5.50 x5.50 x EV/EBITDA 31.17 x

18.00 x18.00 x 5.00 x5.00 x Palo Alto Networks / FireEye

16.00 x16.00 x 4.50 x4.50 x Storage & Hosting 14.00 x14.00 x 4.00 x4.00 x EV/S 2.46 x 12.00 x12.00 x 3.50 x3.50 x EV/EBITDA 21.11 x 10.00 x10.00 x 3.00 x3.00 x NetApp / Box 8.00 x8.00 x 2.50 x2.50 x Other 6.00 x6.00 x 2.00 x2.00 x Dec-18Dec-18Jan-19Jan-19Feb-19Feb-19Mar-19Mar-19Apr-19Apr-19May-19May-19Jun-19Jun-19Jul-19 Jul-19Aug-19Aug-19Sep-19Sep-19Oct-19Oct-19Nov-19Nov-19Dec-19Dec-19 EV/S 5.12 x EV/EBITDAEV/EBITDA15.27 x15.2718.14 x x18.1419.39 x x19.3919.39 x x19.3918.90 x x18.9016.47 x x16.4718.45 x x18.4518.66 x x18.6618.82 x x18.8219.39 x x19.3919.39 x x19.3918.28 x x18.2817.82 x x17.82 x EV/S EV/S 4.23 x4.234.20 x x4.204.63 x x4.634.69 x x4.694.75 x x4.754.32 x x4.324.44 x x4.444.33 x x4.334.43 x x4.434.42 x x4.424.74 x x4.744.81 x x4.814.34 x x4.34 x EV/EBITDA 13.09 x Akamai/ Appian

Application Lifecycle Endpoint Network Management EV/S 6.53 x EV/S 3.49 x EV/S 3.53 x EV/EBITDA 10.63 x EV/EBITDA 19.82 x EV/EBITDA 15.37 x Atlassian / Progress Citrix / VMware Cisco / Juniper Networks

Infrastructure multiples remained steady with minor In line with the IoT Software trend, Corum client Connected fluctuations throughout the year and ended higher than 2018 Holdings, running an “Intelligence as a Service” platform, was levels, though EBITDA multiples dipped briefly in May. All acquired by Phillips Connect for integration into its telematics subsectors, except storage hosting, saw increased multiples, products, while Tel Aviv-based Cymplify was picked up by with security leading in valuations and deal volume. cybersecurity company Check Point Software to fortify its IoT In that sector, Fortinet acquired CyberSponse at almost 6x vulnerability detection capabilities. revenue for $28M to bolster incident response. Application

security provider WhiteHat was picked up by Japan-based SOLD TO NTT Security for its cloud-based platform. Endpoint security and threat intelligence firm Webroot was acquired for over $600M, at nearly 3x revenue, by backup and Network management solutions drew buyer interest as well. recovery specialist Carbonite, making this its largest deal ever. Network performance and analytics vendor Centina Systems was acquired by Ciena, seeking to enhance its software automation solutions, while data center hardware maintenance SOLD TO firm Park Place Technologies bought network analytics company Entuity.

Interest in identity management companies remained strong, as customer ID and access management firm Janrain was SOLD TO bought for $125M by Akamai. Digital identity verification firm IDology was acquired for $300M, nearly 8x revenue, by identity data intelligence giant GB Group. Digital identity In the software development space, well-funded German platform developer Trusted Key was picked up by HR SaaS application tools startup, Instana, rolled up the Signify giant Workday, planning to move workplace credentials onto a microservices technology developed by JInspired, multi- blockchain network. language performance profiler StackImpact and Ireland-based high-frequency metrics analysis firm BeeInstant. The quiet data storage subsector was disturbed in 2019 by major SOLD TO players. Google snapped up enterprise file storage provider Elastifile; Amazon acquired enterprise flash storage startup E8 Storage; and Microsoft made two acquisitions—Movere,

12 corumgroup.com GLOBAL TECH M&A REPORT 2020 TOP DISRUPTIVE TECHNOLOGY TRENDS

a migration discovery platform, and self-service migrator If you’re getting a lot of inbound interest, Mover. In data center management, Israeli intelligence chip it’s because a lot of private equity firms startup Habana Labs was picked up for $2B by Intel to boost have built out teams to get to know you its AI offerings for data centers. Cloud spending analysis SaaS “ in advance of a transaction. I encourage company TSO Logic was acquired by AWS and data center you to take those phone calls and get to analytics company Romonet was bought by real estate services know them. and investment firm CBRE. Jenna Sleefe, K1 Investment Management ” HYBRID CLOUD It’s sometimes said that “The cloud is just somebody storage and communications capabilities else’s computer.” If that’s the case, then a hybrid cloud that make up today’s IT environments, is somebody else’s computer and your computer working from the cloud to the edge and everywhere together—along with yet another computer somewhere, in between. your phone, maybe some sensors with edge computing This can be anything from software- capability and all the various wireless and other networking defined storage vendor Elastifile, acquired ALLAN WILSON that ensures it all works well together. The additional by Google, to endpoint security systems SR. VICE PRESIDENT complexities of a hybrid cloud system are more than like Bromium, acquired by HP, to embedded file systems outweighed by the significant value that these intricate, and developer and Corum client, Datalight, acquired by Tuxera. sometimes delicate, constructions can create across both There’s a strong M&A market for any tech company that tech and non-tech companies. has made itself indispensable by connecting, defending, This also means significant value for those technologies analyzing or otherwise enabling such hybrid cloud that are enabling the eclectic combinations of computing, applications systems.

FOCUSED IT SERVICES Specialization has become the path to premium value in of trends that explicitly introduce more the services space. Consulting firms, system integrators complexity into the IT environment, and other services firms offering narrow but deep levels like IoT software and hybrid cloud, both of knowledge and experience are driving higher demand. of which were key aspects in the sale of This focus on complex problems and intricate platforms Corum clients Integron to Kore Wireless and Witekio to Avnet. Other trends like requires expertise in applications, maintenance and DAVID LEVINE redevelopment of the technology stack. Deep domain AI, security, compliance and healthtech SR. VICE PRESIDENT knowledge and resulting long-term customer relationships also spark interest. are particularly important—especially when leveraged into This trend extends to integrators with focused expertise in predictable, recurring managed services revenue streams. complex ecosystems like Salesforce and Microsoft Dynamics; Firms at the leading edge of disruptive or key trends, both cloud environments like AWS and Azure; enterprise IT of which underpin high-value verticals, are attracting lots toolsets like SAP and Oracle; and in key sectors such as of attention around the globe. This is particularly true financial services, manufacturing and healthcare.

REGTECH SYSTEMS Regulatory technology is now mission-critical for banks, acquired by LiveRamp and Cognigo by financial institutions and enterprises, since compliance NetApp. EHS companies also drove deal with complex regulations can only be accomplished flow, including Intelex acquired by Fortive, efficiently using technology. Governments, businesses and and Corum client Perillon by Lisam Systems. consumers must grapple with significant regulatory volatility. For companies in any market building As technology becomes more necessary to navigate this robust solutions that enable compliance, DANIEL BERNSTEIN labyrinthine but unavoidable landscape, the value of that it is a great time to be thinking about EXECUTIVE VP technology increases, amid changing and uncertain times. M&A. The diversity of regulatory impact This trend drove deals across sectors. Tax compliance was in across jurisdictions and industries makes the acquisition of demand, with companies like Foriba and Tax Systems acquired, companies with point solutions and specific domain expertise the latter for $150M, as were other financial compliance tools a particularly important part of this ecosystem, with larger like Gordian Compliance and Redland Business Solutions. players seeking to add the pieces needed to stay relevant and Elsewhere, privacy technology found traction, with Faktor readily flexible.

GLOBAL TECH M&A REPORT 2020 corumgroup.com 13 IT SERVICES DEVELOPED MARKETS IT SERVICES Public Valuation Multiples DEVELOPED MARKETS EV/EBITDA EV/S 16.00 x 1.80 x 14.00 x 1.60 x I’m a big believer that building a 1.40 x 12.00 x good business, building a business 1.20 x 10.00 x with a long-term vision, is going to 1.00 x 8.00 x “ 0.80 x drive the best return for you as an 6.00 x 0.60 x owner and as a CEO. 4.00 x 0.40 x Tomer Yosef-Or, Abry Partners 2.00 x 0.20 x 0.00 x 0.00 x ” Dec-18 Jan-19 Feb-19 Mar-19 Apr-19 May-19 Jun-19 Jul-19 Aug-19 Sep-19 Oct-19 Nov-19 Dec-19 EV/EBITDA 10.04 x 11.00 x 11.16 x 11.42 x 11.38 x 10.69 x 11.44 x 11.73 x 11.30 x 11.66 x 13.30 x 12.77 x 14.58 x EV/S 1.04 x 1.12 x 1.20 x 1.32 x 1.33 x 1.32 x 1.40 x 1.36 x 1.27 x 1.29 x 1.37 x 1.40 x 1.53 x

80 EMERGING MARKETS

EV/EBITDA EV/S IT Services values in developed markets 23.00 x 5.00 x surged to record highs at the end of 21.00 x 4.50 x the year on the basis of both sales and 19.00 x 4.00 x EBITDA ratios, while those for emerging 17.00 x 3.50 x

markets fell from midyear highs to finish 15.00 x 3.00 x

with minor gains. 13.00 x 2.50 x

Top acquirer Accenture led through 11.00 x 2.00 x

services acquisitions with 27 deals across 9.00 x 1.50 x Dec-18 Jan-19 Feb-19 Mar-19 Apr-19 May-19 Jun-19 Jul-19 Aug-19 Sep-19 Oct-19 Nov-19 Dec-19 several key areas, such as security, systems EV/EBITDA 16.72 x 17.87 x 18.62 x 19.09 x 20.26 x 18.43 x 19.76 x 19.75 x 19.48 x 18.27 x 18.21 x 17.02 x 17.73 x EV/S 3.23 x 3.66 x 3.58 x 3.71 x 3.65 x 3.49 x 3.55 x 3.85 x 3.80 x 3.68 x 3.13 x 3.18 x 3.34 x integration, consulting, and marketing. These included Ireland-based life sciences systems integrator Enterprise System Partners, Swiss financial services consulting firm Orbium and, bolstering RightCloud was bought by Swiss software procurement Accenture Interactive’s marketing offering, New York digital ad consultancy SoftwareONE to extend its managed services firm Droga5. portfolio. In , Dynamics 365 expert Alnamic was picked up by Avanade, the Microsoft-focused IT consulting subsidiary of Accenture, to strengthen its footprint in the region. SOLD TO Cross-border acquisitions of custom software development companies included Canadian IT services company CGI Group, Demand continued for systems integrators with discrete seeking to step into the European space industry, which acquired areas of focus. Oracle-focused services provider SmartDog British software systems supplier SCISYS for more than $100M. Services was acquired by cloud migration and managed services

distributor Apps Associates to expand its North American SOLD TO footprint. Cybersecurity solutions designer SecureLink Group was sold for $577M to telecom giant Orange. Corum client Witekio, an embedded systems and IoT expert, was purchased by tech solutions provider Avnet, while AI and SOLD TO solution development company Crunch Data was pocketed by business intelligence provider QlikTech to expand its AI capabilities. Custom software solutions developer PitechPlus out Customer experience agency Rightpoint purchased Salesforce of Romania was wrapped up by Paris-based Webhelp Group, and digital strategy agency Bowfin to grow its Salesforce which had previously been acquired by GBL for almost $900M. expertise, while Singaporean cloud transformation company

14 corumgroup.com GLOBAL TECH M&A REPORT 2020 SELLING YOUR SOFTWARE, IT OR RELATED TECH COMPANY?

Executed professionally, done right, it leads to fortune. Unfortunately, most owners’ efforts to sell end in failure due to lack of experience and knowledge. For the most important transaction of your life, it’s imperative to get the necessary education. Corum is the leading tech M&A educator in the world—we share the experience gained in selling more firms than anyone else over the past 30 years. Our experts offer a number of live events designedto give you the knowledge you need to achieve what we call an Optimal Outcome—maximum price and best structure.

Thinking about selling in the next one to three years? The World Financial Symposiums is an international Merge Briefingis a 90-minute executive seminar that organization dedicated to educating technology leaders provides a current M&A market update (trends, valuations, on the current tech and financial landscape, helping them build strategies for growth and eventual exit. etc.), as well as a brief overview of the Tech M&A process: WFS brings together tech CEOs, founders, investors, “8 Stages to an Optimal Outcome.” strategic & financial buyers, and M&A experts through digital media-webcasts, podcasts, and online video series- and live symposiums in tech cities around the world, facilitating idea sharing, global networking, and deal flow.

The WFS flagship conference,Growth and Exit Strategies for Software & IT Companies, is a half-day event held Ready to go to market? During the half-day workshop in New York, London, Silicon Valley, Singapore, Atlanta, Selling Up, Selling Out, learn to prepare, position, research, Chicago, Toronto, and other major tech & financial centers. The Market Spotlight webcast series focuses value, negotiate and execute due diligence for maximum price on opportunities for tech companies in emerging tech and optimal structure in an M&A transaction. trends, specific sectors, and regions. This is the most attended tech M&A event ever; participants have done over $2T in transaction value. To learn more visit www.WFS.com

2020 CONFERENCE LOCATIONS SUCCESSION PLANNING What is your succession plan? Your children, employees? Amsterdam Denver Lyon Pittsburgh Not likely. What are your options? How can you minimize Antwerp Detroit Melbourne Portland Atlanta Dublin Mexico City Quebec City taxes and maximize your estate to get what you deserve? Austin Durham Miami Sacramento Learn more at one of our upcoming events. Bangkok Edinburgh Minneapolis Salt Lake City www.corumgroup.com/events Berlin Edmonton Monterrey San Diego Bern Glasgow Montreal San Francisco Bogata Grenoble Munich Seattle TECH M&A MONTHLY WEBCAST Boise Helsinki Nantes Singapore Want to stay on top of M&A and build more value in your Bordeaux Hong Kong Nashville St. Louis technology company? Every month, this 30-minute global Boston Houston New Orleans Stockholm webcast brings you the news you need to know on markets, Brisbane Indianapolis New York City Strasbourg trends, deals and valuations—plus invaluable special reports Brussels Jakarta Omaha Sydney from buyers, technologists, dealmakers and industry leaders. Buenos Aires Kansas City Orlando Tel Aviv Calgary Kuala Lumpur Oslo Toronto Be sure not to miss the quarterly and mid-year reports with Chicago Lille Ottawa Vancouver valuation data on 29 technology subsectors. Cincinnati London Paris Victoria Cologne Los Angeles Philadelphia Washington DC Join us on the second Thursday of every month at Dallas Luxembourg Phoenix Zurich www.corumgroup.com/events.

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