emc - tech m&a monthly

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www.corumgroup.com

M&A MonthlyM&A Monthly ± ± June 2010June 2010Tech Acquisition Frenzy

Tax ImpactEMC Live Report

Thursday, June 10, 201010:00 am PT



Corum Group Presentation 2

Agenda

M arket Overview

Tech Acquisition Frenzy

Recent Corum Transactions

Tax Impact

Corum M& A Update

EM C Live Report ± M att Olton, VP Corp Dev

Closing Comments - Q & A




P resenters

Dougan M ilneDirector of ResearchCorum Group Ltd.

M ark ReedExecutive Vice PresidentCorum Group Ltd.

Bruce M ilneCEOCorum Group Ltd.

Nat BurgessPresidentCorum Group Ltd.

M iro ParizekM anaging Director Corum Group Int¶l, Sàrl

Jeff BrownVice PresidentCorum Group Ltd.

M att OltonVP Corporate DevelopmentEM C Corporation




Logistics

Ask questions for Q & A sessionUse Q & A window on right sideSubmit to queue at any time

Ask ³all panelists´ ± see ³ask´ option above text entry boxThis event is being recorded

Rebroadcast June 17See ³Conferences and Events´ at www.corumgroup.com

If any audio problems todayDial +1.408.792.6300Enter meeting event number: 669 576 488

>> For today¶s presentation or more information, contact Pat Sultan([email protected], +1 425-455-8281 ext. 248)




A leader in the software industry, Bruce has founded or owned four software companies, including the largestvertical market software company, A M I, an Inc. 500 firm rated by IDC as the fastest growing computer-relatedcompany in the world.

He has served on advisory boards for M icrosoft, IB M , DEC, Comdex and Apple, and as board member/foundinginvestor in some of the most innovative firms in their field, including Blue Coat, Bright Star and Sabaki. Pastadvisor to two governors and a senator, a board member of the Washington Technology Center, and founder of the WTIA, the nation¶s most active regional technology trade association.

He worked with the Canadian government to found SoftWorld, and he was recently chosen as one of the 200most influential individuals in the IT community in Europe. He was also the only American juror for the recentTornado 100 Awards given to Europe¶s top technology firms

A graduate with Distinction from Harvard Business School, Bruce has written three books on business models for

success, including Power Planning . He is a frequent lecturer and author.

Introduction

Bruce M ilneCEOCorum Group Ltd.




Asia

Japan¶s M aelstrom Swallows Another Leader ± 5 th in 4 yrs

Indian Court Finds 8 Guilty for Deadly Bhopal Gas Leak

China¶s Property M arket Freezes ± Speculators Not

Welcome

China¶s M ay Exports Rise 48.5%

Japan¶s Economy Grew at an Annualized 5%




Europe

Debt Concerns Drive EURO to Fresh Lows < $1.20

Cuts Will Affect µEveryone¶ ± Cameron (UK)

Ready to M ake Spending Cuts ± M erkel (Germany)

Hungary Vows to Avert Greece-Like Crisis

HSBC Bank Downgrades Europe, Excluding UK

German Factory Orders Unexpectedly Jump in April




Americas

Chile - Fastest Economic Growth in 14 years, Earthquake

Recovery

Brazil¶s Economists Cut 2010 Inflation Forecast

Copper Demand M ay Double in 15 Years, Codelco

Venezuelan GDP to Shrink 6.2%, M organ Stanley




U nited States

US¶s $13Trillion Debt Poised to Overtake GDP

Obama Borrowing Record Amounts to Fund Spending

U.S. Rebound Slowest Since 2002 on Euro Debt Woes

Raised the Odds of Double-Dip Recession to 1-in-4

Geitner Tells G-20: ³World Can¶t Rely on US Consumer´

Texas Instruments Raises Q2 Forecast




U nited States

Home Sales Decline, Suggests Trouble

Duration of Unemployment Rises to Record 34.4 Weeks

Buffett Expects µTerrible Problem¶ for M unicipal Debt

Wealthy Investors Bet on Property, Stocks ± Barclays

Gold Settles at Record




Tech Acquisition Frenzy

Nat BurgessPresidentCorum Group Ltd.

"The tech landscape is evolving at a fantastic pace," says NatBurgess, president of Corum Group, a mergers-and-acquisitionsadvisory firm. "Small, agile companies are developing tomorrow'ssolutions, and M&A is the only way for big companies to keep up."




M iro joined Corum in 1998 and has since advised clients in over a dozen countries on three continents. Hewas appointed M anaging Director of Corum Group International S.à.r.l. at the end of 2005 and isresponsible for Corum¶s international business.

He has advised privately held sellers and publicly traded buyers ranging from 30 to over 1,000 employeesin sectors as diverse as 3D-imaging, business performance management, compiler software, CR M ,document and content management, enterprise systems management, ERP, human capital management,storage area networks, supply chain management, telecommunications, video editing and various other verticals.

M iro has 25 years of experience in the software and IT industry, and prior to Corum had founded and ranthree software and IT related firms in the µ80s and µ90s, including a leading software distributor, North

American Software. He was a founding member of the German Software Association (VSI), since mergedwith the local M ulti-M edia Association (dmmv) to form the National Association for Digital Economy(BVDW), where he had served as a board member for over a decade.


M iro ParizekM anaging Director Corum Group International S.à.r.l.





Has acquired theEC M division of

Target Beta Systems EC M Solutions

Stock Symbol BSS (Frankfurt)

Year Founded 1983

Headquarters Augsburg, Germany

P rimary Category Document M anagement

P rimary Market Investment & Finance

Revenue Model

Revenues

License

¼ 28.8 million

Advisor Corum Group International, Sàrl

Miro P arizekM anaging Director Corum Group Int¶l, Sàrl

Frank Berger Regional Director, GermanyCorum Group Int¶l, Sàrl




M ark joined Corum in 1997. During 1999 he took a sabbatical to participate in the launch of an Internetstartup company, WorldStream Communications, as Vice President of Corporate Development. AtWorldStream, M ark developed the core business plan, was a driving force behind the emphasis on B2Bservices, and launched their strategic alliance program.

Prior to Corum, M ark served as Executive Vice President of a boutique investment bank where heconcentrated on providing private equity financing and arranging cross-border strategic alliances for hightechnology companies. M ark also served as Chief Operating Officer of a consulting company, advisingmultinational organizations such as Shell International Petroleum and the International Finance Corporation(World Bank Group) on new business development and foreign direct investment into Asia.

Before moving into the finance sector, M ark was a software developer and project manager buildingapplication software on DEC and HP mini-computers. M ark studied mathematics and computer science atSeattle Pacific University and the University of Washington. He has a B.S. in M athematics.


M ark ReedExecutive Vice PresidentCorum Group Ltd.





Has acquired

Target Apex Systems Pte. Ltd.

Stock Symbol Private

Year Founded 1981

Headquarters Singapore

P rimary Category Enterprise Solutions

P rimary Market Insurance

Revenue Model License

Advisor Corum Group Ltd.

Mark ReedExecutive Vice PresidentCorum Group Ltd.




Jeff joined Corum in 2007 as Regional Director in Houston, Texas. He has over 25 years of entrepreneurialand consulting experience building software and business services companies. He specializes ininformation technology for engineering, scientific and business applications. He also understands theenergy industry and multinational operations.

Jeff helped form and was President of Severn Trent Worksuite, a FTSE 100 subsidiary, which became theleading provider of enterprise and wireless workflow management software. Jeff was Vice President atIntelliGIS, a pioneer in geographic information systems and wireless computing. Additionally, he launchedWestern Hemisphere operations for Simon Petroleum Technology, a provider of petroleum reservoir management software, and was a member of the initial management team at GeoQuest Systems, whichbecame the leader in petroleum decision support systems.

Jeff began his career on the research staff at Columbia University and is a published author. He holds adegree in Geology from the State University of NY.

Looming U S Tax Impact

Jeff BrownVice PresidentCorum Group Ltd.




Revenue Growth to Offset U S LTCG Tax

2010 2011 2012 2013Revenue Target ($MM ) 10.00 11.59 13.06 14.53

Enterprise Value ($MM ) 18.00 19.13 20.13 21.25

YoY Revenue Growth --- 15.9% 12.6% 11.3%

EBITDA 20% 20% 20% 20%

EBITDA M ultiple 9.00 x 9.00 x 9.00 x 9.00 x

0.00

2.00

4.00

.008.00

10.00

12.00

14.00

1 .00

2010 2011 2012 2013

Inflation & Bank

Capital Gains Tax

2010 Revenue Base




Dougan is Director of Research at the Corum Group, Ltd in Seattle, WA. Previously, he spent 3 yearsbased out of Corum's European headquarters in Zürich, Switzerland. Prior to joining Corum's team in2005, Dougan spent 3 years working in the banking industry with Bank of America, and Citigroup's PrivateWealth business unit.

Before entering finance and investment banking, Dougan founded the successful garment distributionbusiness, Billions Apparel. In 2006, he started an advertising company serving the motorcycleindustry, M odo M arketing. Dougan has a Bachelors degree in Business Economics from the University of San Diego (USA).

Corum M&A U pdate

Dougan M ilneDirector of ResearchCorum Group Ltd.




P ublic Markets

40.00

50.00

60.00

70.00

80.00

90.00

100.00

110.00

120.00

May-09 Jun-09 Jul-09 Aug-09 Sep-09 Oct-09 Nov-09 Dec-09 Jan-10 Feb-10 Mar-10 Apr-10 May-10

Nasdaq S&P Tech Dow




M&A Activity ± May

Number of Software and IT M& A Transactions

1 58

3¡

3 ¢ £

3¤

¡

¤

5

¥ 3 ¥

8

¤

5¤

100 1 5 0 200 2 5 0 3 00 35 0 400

May

2010 2009 200 8 2007 2006 200 5 2004




M a - M a -

# f ansacti ns

# f Meg a e als

La ge st e al $ , $ ,

ver age e al ize $ $

Me dian e ller ize $ $

# VC backe d Exits

% erm s Undiscl s e d % %

ll Cash (ann unc e d) % %

% arge ts ere ublic % %

% ublic Bu er s % %

Corum Index ± M&A Statistics

*$ values in millions

Corum Index




Horizontal Application Software Market

P ublic Valuations Deal Spotlight:

Sector: CollaborationTarget: CubeTreeBuyer: SuccessFactors, Inc.Transaction Value: $50mStructure: Cash, Stock, Earnout

Comments:Talent & TechnologyCollaborative SaaS

Expanding PortfolioMay-

¦

9 Jun-¦

9 Ju § -¦

9 Aug-¦

9 S¨ p-¦

9 Oct-¦

9 Nov-¦

9 D¨ c-¦

9 Jan-1¦

F¨ b-1¦

Ma © -1¦

Ap © -1¦

May-1¦

EV/EBITDA 9.

9 9.99 11 .¦

6 11 .¦

6 12.6

12.26 11 .66 11 .6

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11 .

9

EV/S 1 .

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1 .58 1 .9

2.

1 2.2 1 2.29 2.

1 2.

8 2.

2 2. 11 2.2

2. 12

Ho onta

Ap p cat onSo t ! a "




Vertical Application Software Market


Sector: Energy + M iningTarget: M atrikon, Inc.Buyer: Honeywell InternationalTransaction Value: $142mEV/S: 1.8x revenuesStructure: Cash + Stock

Comments:Vertical Targeting

Brand Name in Energy +M

iningFoundation for VerticalsMay -

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T e rticalApplicationSoftwar e




Consumer Application Software Market


Sector: RetailTarget: Buy.comBuyer: Rakuten, Inc.Transaction Value: $250mStructure: Cash

Comments:Roller Coaster M assive Retail Footprint

Geographic ExpansionM aU

V

W

X J Y `

V

W

X J Y lV

W

X

a

Y g-09 S e b -09 O c c

-09 Nov -09 D ec -09 Ja ` -10 F e d -10 M ar-10 Apr-10 M aU -10

Ee

/E f g TDA 2.83 x 4.47 x 4.57 x 4.27 x 5.88 x 5.23 x 5.71 x 4.91 x 4.89 x 4.67 x 6.25 x 7.96 x 10.99 x

Ee

/ S 0.50 x 0.53 x 0.53 x 0.59 x 0.83 x 0.60 x 0.61 x 0.70 x 0.66 x 0.73 x 0.77 x 0.93 x 0.82 x

Co h sum e r

Ap p lica i io h

So p q wa r e




Infrastructure Market


Sector: Disaster RecoveryTarget: Double-TakeBuyer: VisionSolutions (ThomaBravo)Transaction Value: $242m2.4x TT M Revenues14.4x TT M EBITDAStructure: Cash

Comments:

PrivatizedPE-BackedM arket Consolidation

M ayr s t

u

v w r s t

u

v l r s t

x

v

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Internet Market


Sector: Internet ContentTarget: M otortopia.comBuyer: Beckett M ediaTransaction Value: N/AStructure: N/A

Comments:Building on the BrandM arket Presence

Expanded PortfolioMay -0 9 J un -0 9 J ul -0 9 Au g-0 9 Se p-0 9 Oc t-0 9 No v-0 9 De c -0 9 J an -1 0 F eb-1 0 Mar-1 0 Ap r-1 0 May -1 0

EV/EBITDA11.78 x 11.81 x 13.32 x 13.02 x 15.80 x 11.81 x 13.03 x 15.13 x 14.40 x 14.52 x 15.89 x 15.82 x 13.31 x

EV/S 2.26 x 2.30 x 2.48 x 2.60 x 2.70 x 2.19 x 2.45 x 2.55 x 2.34 x 2.36 x 2.54 x 2.74 x 2.42 x

Internet




IT Services Market


Sector: BPOTarget: Stanley Inc.Buyer: CGI GroupTransaction Value: $951m1.2x TT M Revenue15.5x EBITDAStructure: N/A

Comments:

Acquiring Gov. ContractsPush into US FedMay-09 Jun-09 Jul -09 Aug-09 Sep-09 Oct-09 Nov-09 Dec-09 Jan-10 Feb-10 Mar-10 Apr-10 May-10

EV/EBITDA 5.51 x 5.24 x 5.56 x 5.67 x 6.66 x 6.10 x 6.16 x 6.60 x 6.44 x 6.37 x 6.97 x 7.33 x 6.49 x

EV/S 0.61 x 0.63 x 0.68 x 0.68 x 0.73 x 0.73 x 0.63 x 0.67 x 0.81 x 0.64 x 0.83 x 0.85 x 0.74 x

ITServices




Market Tracker ± Top Tech

Top Buyers June 1, 2009 June 1, 2010 % Change Acquisitions

AAP L $139 35 $260.83 87.2% 5

EM C $12 42 $18.69 50.5% 4

M T $19 31 $26.46 37.0% 10

C CO $17 46 $23.35 33.7% 7

HPQ $34 35 $45.58 32.7% 4

ORCL $18 58 $22.64 21.9% 11

IBM $108 37 $127.41 17.6% 11

GOOG $426 56 $493.37 15.7% 19

CA $17 96 $19.63 9.3% 5AP $43 94 $44.38 1.0% 6

YHOO $16 58 $15.02 -9.4% 7

YMC $16 01 $13.84 -13.6% 5

Average Change 23.6% Total 94




M atthew Olton is Vice President, Corporate Development of E M C Corporation and leads E M C¶s globalmergers and acquisitions and strategic investments practices, as well as E M C¶s acquisition integrationfunctions.

Since joining E M C, M att has led, in various capacities, more than $12 billion in acquisitions for E M C andhas played a direct role in transforming E M C into one the world's leading technology companies. M attmoved to his current role in 2006 from E M C¶s Office of the General Counsel, where he was AssociateGeneral Counsel, overseeing acquisitions, investments and other matters.

Prior to joining E M C, M att was a corporate attorney at Skadden Arps and Goodwin Procter in Boston.

EMC Live Report

M att OltonVice President, Corporate DevelopmentEM C Corporation




U pcoming Corum Events

June 17: Rebroadcasts ± M&A U pdateWebinar

June 22: Dallas ± M B

June 24: Houston ± M B

June 24: Special Event (CapitalRoundtable ± New York)

June 29: Austin ± M B

July 8: M&A U pdate Webinar

July 17: Special Event (SIIA Conference ± Dallas)

July 19: Special Event (Casual ConnectGames ± Seattle)

July 21: Special Event (Softletter SaaSUniversity ± Washington DC)

M erge Briefing ( M B)Selling Up Selling Out (SUSO)

www.CorumGroup.com

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