L O S A N G E L E S S A N F R A N C I S C O N E W Y O R K In Reel Time Financial Review of the Media Services Industry I.I. IntroductionIntroduction II.II. Transaction News & Reviews III.III. Selected Hadley Partners Transaction Announcements IV.IV. Transaction Reviews: Harmonic to Acquire Omneon Kudelski Acquires OpenTV V. Welcome to our Blog! VI. RelevantRelevant PublicPublic CompanyCompany ValuationsValuations andand PerformancePerformance VII. OverviewOverview ofof HadleyHadley Partners,Partners, IncorporatedIncorporated 2301 Rosecrans Avenue, Suite 4160, El Segundo, CA 90245 www.hadleypartners.com Spring 2010 David Hadley President (310) 643-7090 [email protected] I. Introduction In Reel Time Dear Readers, We are pleased to provide you with our Spring 2010 issue of In Reel Time, an original publication by Hadley Partners, Incorporated (HPi) for business owners, senior managers and institutional investors. Our mission is to provide analysis, relevant financial information and insightful commentary on the media services marketplace. In defining media services we seek to include companies that support the content ecosystem. Our landscape now extends to seven sub-sectors: (i) systems (hardware and software); (ii) services; (iii) wireless services and applications; (iv) production, post-production and visual effects; (v) measurement and auditing; (vi) publishing libraries; and (vii) consumer-facing businesses. Businesses (both within and outside media services), investors and consumers have watched our world get whipsawed. Yet the media world continues to be one of the economy’s areas of opportunity, filled with both good news and bad. Box office receipts are up; DVD sales are down. One million iPads were sold in the weeks following its release; Veoh, almost $100 million invested into, was sold for a pittance and incorporated into Qlipso; Avatar has unleashed a flurry of interest in 3D; we don’t have enough theater capacity to meet the 2010 3D release calendar. 1 Even the IPO calendar has picked up and we discuss a few such filings herein. And the sector has been active. Indeed, in the best tradition of Hollywood, we had to leave some transactions on the cutting room floor to edit this issue down. As we sit here writing our spring introduction the stock market has officially entered a correction after months of soaring. Lending remains strained (especially in the middle market) and politics is increasingly inserting itself into our lives. What to believe? What do we know? That spring follows winter, every year. Sometimes it melts snow earlier than expected, replacing it with the first blooms of bright flowers. Other years winter lingers, chilling us all. Our media services perch is a nice vantage point from which to view the world. Sure, traditional media businesses have to confront real challenges keeping up with new technologies. But those technologies have also brought new opportunities and a larger sector overall. Consumers are spending ever more time consuming media (now if only everyone in the value chain could get paid). In March our blog went live (http://www.hadleypartners.com/InReelTime/). So far traffic has been strong; we appreciate your interest. In it, we’ve addressed some of the topics touched on above and throughout this newsletter. With the activity level and excitement driving our sector these days we wanted the capability to address related topics in an ongoing and timely manner. Comments and suggestions are always welcome. David Hadley Megan Jones (310) 643-7090 (310) 321-7110 [email protected] [email protected] II. Transaction News and Reviews February: LensVector took in $30 million, bringing total capital raised to $50 million. IVP led the round, joining existing investors Menlo Ventures, Samsung, SVB, Mitsui and Recent notable mergers, acquisitions and financings in the Kodak. LensVector has created optical technology that can media services sector which we have arranged by sub-sector: shape, steer and focus light without mechanical movement. That means it can create sharp autofocus images with a SYSTEMS (Hardware & Software) non-moving lens. The technology can be used in mobile phones, laptops, camcorders and other consumer electronics. May: Tektronix (TEK) acquired Mixed Signals, which had raised around $7.3 million from Palomar Ventures and February: Motorola (MOT) completed its acquisition of RRE Ventures. Tektronix is a leading provider of digital BitBand, an Israel-based provider of broadband video content monitoring solutions. The acquisition will accelerate management and delivery systems, specializing in VOD for Tektronix’s ability to provide next-generation video testing IPTV. According to Motorola the purchase of BitBand will and monitoring, particularly in the realm of IP video. complement its existing on-demand product line, which includes content management and streaming servers for May: Harmonic (HLIT) agreed to acquire Omneon for $274 centralized on-demand networks. Late last year, Motorola million. Please see details on page 7. also acquired SecureMedia, a company that specializes in digital rights management for IP video networks. April: Avid acquired Euphonix, a manufacturer of large- format digital audio consoles and recording equipment. The February: Google (GOOG) closed its acquisition of video acquisition allows Avid to deliver a broader range of audio- codec company On2 Technologies. As profiled in our and video-control surfaces and consoles to its customers, from previous issue, Google had agreed to acquire On2 in August independent professionals to high-end broadcasters, across 2009 for $106.5 million. Google increased its price to roughly both audio and video applications. $133 million after pushback from On2 stockholders. In April it was reported that Google intended to open-source VP8, 2 April: Cisco Systems (CSCO) closed its $3.3 billion cash On2’s most recent video codec. acquisition of Tandberg after receiving requisite anti-trust clearances in March. Tandberg enhances Cisco’s position in December: Gizmoz merged with Daz 3D. Gizmoz allows the video conferencing industry. people to use its technology to create 3D-realistic avatar heads from photos of themselves. Meanwhile, Daz 3D makes vir- April: RealD, provider of stereoscopic 3D technologies, filed tual bodies. The idea behind combining the two companies a registration statement for an IPO of up to $200 million. For is to tackle a new market altogether: the burgeoning economy commentary on RealD and the filing please see our blog post within virtual worlds, social networks and online video games. dated April 20. Existing investors, led by Benchmark, Highway 12 Ventures and Columbia Capital, put an additional $5.3 million into April: Ankeena Networks, provider of online video delivery the new company. Previously, Gizmoz had raised $12.8 infrastructure solutions, was acquired by Juniper Networks million and Daz 3D had raised $4 million. for consideration reported to be just less than $100 million. Ankeena had been backed with $31 million from VC’s December: U.S. investor Symphony 3D Holdings acquired including Mayfield, Clearstone and Trinity. Its content South Korean company MasterImage and renamed it Master delivery platform supports the distribution of video across Image 3D. Master Image 3D has supplied over 1,000 3D mobile devices, PC’s and televisions. theater systems to exhibitors in 36 countries since 2004, and also enables 3D viewing on more than 300,000 mobile devices. March: Avaak, a company that develops video monitoring Total capitalization of the company is $15 million; acquisition and networking products, raised $10 million in Series B consideration and growth capital were not broken out. funding led by Qualcomm, with existing investors Trinity, InterWest Partners and Leapfrog Ventures participating. SERVICES This brings Avaak’s total funding to $17 million. Avaak recently launched its Vue system, which lets users use May: Content delivery platform Limelight Networks webcams to monitor their homes or businesses via the (LLNW) acquired ad platform EyeWonder for $110 million. Internet or a mobile device. Consideration included $62 million cash, 12.7 million LLNW common shares and potentially an additional 4.9 LLNW March: Digital Cinema Implementation Partners, or DCIP, million shares in 2011 depending on performance. EyeWonder completed a $660 million financing to fund the installation of helps interactive agencies and content publishers create, build, 14,000 digital cinema screens across North America. DCIP track and optimize rich media and interactive video advertising is a joint venture owned by exhibitors AMC, Cinemark and campaigns. Limelight also recently acquired video ad insertion Regal. This financing was intended for 2008 but was delayed firm Kiptronic in May for an estimated $12 million. by the downturn in the capital markets. The transaction included $445 million in bank debt led by J.P. Morgan and April: Edgecast raised $10 million led by Menlo Ventures. $135 million in junior debt. The three JV partners provided The company has raised a total of $20 million since 2007, $80 million in equity. counting Steamboat Ventures, Mark Amin (Vice Chairman Also in March, significant owners of Cinemark took $182 of CinemaNow) and Jon Feltheimer (CEO of Lionsgate) as million of their chips off the table. Madison Dearborn, Syufy investors. EdgeCast, which has been profitable since the fourth Enterprises, a trust affiliated with chairman Lee Roy Mitchell quarter of 2009, competes with other CDNs to help websites and other insiders sold shares amid investor enthusiasm for around the world deliver multimedia (i.e. music, video, live digital cinema and 3D. stream, etc) to the end user. February: Encoding.com raised $1.25 million from Meta- April: Google (GOOG) acquired Episodic, an online video morphic Ventures and angels. The company provides online hosting platform. Episodic’s technology will be folded video encoding services on a SaaS basis for customers into YouTube, and its staff will join the larger company. including MTV Networks, WebMD, Nokia and MySpace. Episodic’s publishing suite lets users manage and measure video content, and use the platform’s monetization services.