Q4 2014 Market Snapshot
Transcription
Q4 2014 Market Snapshot
Q4 2014 Internet & Digital Media Market Snapshot Alex Hart Robert Berstein Frank Cordek [email protected] [email protected] [email protected] www.signalhill.com B a l t i m o r e │ B a n g a l o r e │ B o s t o n │ M u m b a i │ N a s h v i l l e │ N e w Yo r k │ R e s t o n │ S a n F r a n c i s c o Contents Section I Public Company Universe and Trading Statistics Section II Mergers and Acquisitions Activity 11 Section III Private Placement Activity 18 Section IV IPO Activity 23 Appendix A Signal Hill Investment Banking 29 2 4 Quarterly Summary Public Company Trading Statistics1 M&A Activity 8.0x $12,000 Aggregate Deal Value ($M)2 6.6x 6.0x 4.8x 5.0x 4.8x 4.8x 3.8x 4.0x 3.4x 3.0x 3.3x 3.4x 2.9x 2.4x 2.4x 2.7x 2.5x 2.0x 2.1x 2.0x 1.7x 1.0x 120 104 93 91 91 100 $9,000 80 $6,000 60 40 24 $3,000 18 20 0.0x $0 Dec '13 Dec '14 Dec '13 Internet Content and Services Dec '14 e-Commerce Median Dec '13 Dec '14 Interactive Marketing Dec '13 Number of Deals3 EV / LTM Revenue 7.0x 0 Dec '14 Q3 2014 Marketing Services Q4 2014 Q3 2014 Internet Content & Services Mean Q4 2014 e-Commerce Private Placement Activity4 Q3 2014 Q4 2014 Interactive Marketing & Marketing Services IPOs $45 27 26 24 $2,000 30 $40 25 21 20 $1,500 14 13 15 $1,000 10 $500 $0 Q3 2014 Q4 2014 Internet Content & Services Q3 2014 Q4 2014 e-Commerce Q3 2014 $34.84 $35 Number of Deals3 Aggregate Deal Value ($M)2 $2,500 $33.61 $29.00 $30 $25.30 $25.00 $22.43 $23.00 $25 $20.00 $19.85 $20 $13.50 $15 5 $10 0 $5 Q4 2014 $0 Interactive Marketing & Marketing Services ONDK NEWR MOMO Offer Price Source: Signal Hill Database of Core IDM Deals – Information collected from multiple industry sources (1) Includes CY ’14 Estimates and ’13 Actuals (2) Includes only values for which data is publicly available (3) Includes only targets with significant North American operations (4) Includes only transactions $10 million or greater $15.00 $12.00 3 LC Price as of 12/31/14 HUBS W Section I: Public Company Universe and Trading Statistics 4 Signal Hill’s IDM Public Company Universe Internet Content and Services e-Commerce 5 Interactive Marketing Marketing Services IDM Public Companies Stock Price Performance LTM Sub-Sectors Performance vs. S&P 500 25% 20% 15% 10% 5% 0% -5% -10% -15% -20% -25% 12/31/13 3/31/14 6/30/14 9/30/14 Signal Hill IDM Composite Internet Content and Services e-Commerce Interactive Marketing Marketing Services S&P 500 Source: Capital IQ 6 12/31/14 Internet Content and Services ($ in millions, except per share amounts) Price Company 12/31/2014 Internet Content and Services Microsoft $46.45 Google $530.66 Facebook $78.02 Yahoo! $50.51 LinkedIn $229.71 Twitter $35.87 TripAdvisor $74.66 CoStar Group $183.63 Yandex $17.96 IAC/InterActiveCorp $60.79 King Digital $15.36 Zillow $105.89 Yelp $54.73 AOL $46.17 Pandora $17.83 Weibo $14.24 WebMD $39.55 TrueCar $22.90 Zynga $2.66 Townsquare Media $13.20 Dice Holdings $10.01 Monster Worldwide $4.62 iDreamSky $17.08 Blucora $13.85 Chegg $6.91 Everyday Health $14.75 XO Group $18.21 eHealth $24.92 Angie's List $6.23 Brightcove $7.78 United Online $14.55 Spark Networks $3.59 Demand Media $6.12 % Dec./Inc. from LTM High Low (7.2%) (13.6%) (5.1%) (4.0%) (5.6%) (49.1%) (32.9%) (15.8%) (60.5%) (24.6%) (34.6%) (35.8%) (46.2%) (13.3%) (55.9%) (45.4%) (25.8%) (8.4%) (54.8%) (4.6%) (12.9%) (45.6%) (34.2%) (52.8%) (20.0%) (25.8%) (2.1%) (60.6%) (68.5%) (47.1%) (8.4%) (45.3%) (79.8%) 34.1% 6.7% 50.5% 57.1% 68.9% 21.6% 11.2% 36.6% 19.5% 7.6% 43.8% 39.3% 11.4% 42.9% 7.3% 2.6% 14.7% 153.0% 20.9% 31.0% 54.0% 35.5% 14.9% 6.8% 43.4% 35.8% 106.5% 33.3% 12.5% 53.8% 58.2% 5.3% 19.3% Fully Diluted Eq. Val. $382,881 358,536 217,508 47,851 28,525 22,425 10,671 5,940 5,717 5,094 4,911 4,289 3,969 3,596 3,710 2,809 1,430 1,767 2,402 229 532 410 723 568 579 455 490 444 365 251 207 87 113 Net Cash $64,623 51,417 13,972 9,962 2,258 2,122 230 96 (40) (65) 976 366 364 8 316 498 (252) 102 826 (501) (86) (176) 163 33 83 18 86 58 20 20 76 9 39 Fully Diluted Ent. Val. YoY Revenue Growth CY '14E CY '15E LTM $318,258 307,119 203,536 37,889 26,266 20,303 10,441 5,844 5,757 5,159 3,935 3,922 3,605 3,588 3,394 2,310 1,682 1,665 1,576 731 618 586 560 535 496 437 404 386 345 231 131 78 73 11.8% 11.1% 57.4% (5.9%) 43.5% 107.4% 31.6% 30.1% (12.4%) 1.9% 18.2% 63.8% 61.4% 9.5% 39.9% 76.5% 12.0% 54.3% (20.9%) 38.8% 23.3% (3.9%) 319.5% 0.2% 19.6% 18.3% 5.2% 4.2% 27.9% 12.9% (7.0%) (11.7%) (57.7%) 3.5x 4.5x 18.2x 8.2x 13.0x 17.4x 8.9x 10.9x 4.7x 1.7x 1.7x 13.4x 10.7x 1.4x 3.9x 7.7x 3.0x 8.7x 2.3x 2.1x 2.4x 0.7x 8.7x 0.8x 1.7x 2.5x 2.9x 2.0x 1.1x 1.9x 0.6x 1.2x 0.2x 3.4x 4.6x 16.4x 8.6x 12.0x 14.7x 8.4x 10.2x 5.5x 1.7x 1.8x 12.1x 9.6x 1.4x 3.7x 7.0x 2.9x 8.1x 2.3x 2.0x 2.3x 0.8x 3.3x 0.9x 1.6x 2.4x 2.9x 2.1x 1.1x 1.9x 0.6x 1.3x 0.4x 3.2x 3.9x 12.0x 8.4x 8.9x 8.9x 6.7x 8.9x 4.2x 1.6x 1.8x 8.9x 6.7x 1.3x 2.9x 4.8x 2.6x 5.9x 2.0x 1.8x 2.2x 0.7x 1.7x 1.1x 1.4x 1.9x 2.9x 1.9x 1.0x 1.7x 0.6x 1.4x 0.5x 9.6x 15.4x 33.6x NM NM NM 30.9x 40.9x 12.2x 10.9x 5.2x NM NM 8.3x NM NM 15.6x NM NM 8.1x 8.6x 8.0x 41.9x 4.8x 33.4x 28.4x 28.5x 31.9x NM NM 13.2x NM 2.5x 9.8x 11.7x 25.1x 29.2x 45.7x NM 22.7x 31.4x 12.7x 9.7x 4.4x NM NM 7.1x NM NM 10.8x NM 32.1x 7.6x 7.3x 5.9x 15.1x 5.4x NM 13.1x 19.4x 24.3x NM NM 3.9x 34.0x 2.2x 8.9x 9.9x 20.0x 29.1x 32.3x 36.9x 17.7x 28.1x 10.0x 8.7x 4.9x 43.9x 29.8x 6.7x 24.8x 36.4x 9.2x NM 16.0x 7.3x 6.9x 5.5x 7.1x 6.8x 28.5x 9.8x 13.4x 21.2x 14.9x NM 3.7x 6.7x 3.2x 3.1x 5.7x 18.9x 8.3x 17.1x NM 13.0x 12.3x 12.2x 1.8x NM 16.2x 23.1x 1.6x 8.0x NM 3.0x NM 2.0x NM 2.0x 1.0x NM 2.4x 2.8x NM 2.4x 4.5x 3.8x 3.6x 0.3x 1.9x 1.1x 7.8x 18.6x 39.8x 19.5x NM NM 35.8x NM 28.6x 10.4x NM NM NM 8.4x NM NM 24.2x NM 14.0x NM 6.5x 6.8x NM 12.7x 16.4x NM 13.2x 41.3x NM NM 3.4x NM 7.0x 2.9x 5.2x 2.9x 4.8x 2.2x 3.8x 13.2x 18.7x 12.2x 16.3x 10.0x 16.4x 3.3x 6.6x 13.6x 17.5x Median Mean Statistics exclude companies with <$50m Enterprise Value EBITDA multiples >50 excluded All estimates from Capital IQ and calendarized unless otherwise noted (as of 12/31/14) Enterprise Value calculated as Equity Value plus total debt, minority interest and preferred stock, less cash and equivalents 7 7.7% 17.1% 36.7% 2.0% 34.3% 66.1% 25.5% 14.8% 31.4% 6.9% (4.4%) 36.1% 43.2% 7.6% 29.7% 44.1% 10.1% 36.2% 15.6% 8.2% 6.9% 0.8% 87.3% (12.2%) 15.6% 23.6% 0.1% 10.5% 14.7% 8.3% (0.4%) (6.1%) (8.0%) Enterprise Value / Revenue EBITDA CY '14E CY '15E LTM CY '14E CY '15E (Price as of 12/12/13) Enterprise Value Revenue EBITDA e-Commerce ($ in millions, except per share amounts) Price Company 12/31/2014 e-Commerce Alibaba $103.94 Amazon.com $310.35 eBay $56.12 The Priceline Group $1,140.21 JD.com $23.14 Netflix $341.61 Liberty Interactive $29.42 Expedia $85.36 Lending Club $25.30 Sabre $20.27 Live Nation $26.11 Mercadolibre $127.67 Copart $36.49 Groupon $8.26 Travelport $18.00 Vistaprint $74.84 GrubHub $36.32 zulily $23.40 HomeAway $29.78 Wayfair $19.85 Shutterfly $41.70 Coupons.com $17.75 Orbitz $8.23 Stamps.com $47.99 RetailMeNot $14.62 1-800-Flowers.com $8.24 Overstock.com $24.27 Blue Nile $36.01 PetMed Express $14.37 Liquidity Services $8.17 Travelzoo $12.62 CafePress $2.35 % Dec./Inc. from LTM High Low (13.4%) (23.9%) (6.0%) (17.3%) (30.1%) (30.2%) (4.1%) (7.3%) (13.6%) (3.1%) (4.8%) (11.5%) (3.5%) (33.5%) (2.7%) (2.4%) (20.7%) (68.2%) (39.1%) (46.1%) (24.3%) (46.2%) (17.3%) (6.0%) (70.0%) (11.5%) (21.3%) (23.7%) (14.2%) (70.1%) (53.2%) (66.3%) 25.5% 9.3% 21.1% 12.1% 16.0% 14.1% 31.5% 36.0% 13.4% 36.4% 33.1% 60.6% 21.9% 59.5% 51.8% 102.0% 21.6% 6.3% 7.0% 18.6% 14.9% 52.9% 26.8% 76.6% 10.0% 77.2% 75.6% 55.9% 19.1% 10.3% 4.6% 20.5% Fully Diluted Eq. Val. $258,362 143,694 69,722 59,697 31,522 20,581 14,011 10,802 9,144 5,379 5,239 5,637 4,610 5,545 2,185 2,440 2,961 2,933 2,809 1,646 1,616 1,419 911 764 790 529 583 427 291 244 186 41 Net Cash $7,025 3,784 2,785 2,311 4,709 767 (5,343) 265 (83) (2,930) (968) 119 (83) 855 (2,331) (423) 278 344 478 (267) (6) 186 (200) 32 188 (63) 113 32 50 63 57 11 Fully Diluted Ent. Val. YoY Revenue Growth CY '14E CY '15E LTM $251,337 139,910 66,937 57,386 26,814 19,814 19,354 10,538 9,226 8,309 6,207 5,518 4,693 4,690 4,516 2,863 2,683 2,589 2,330 1,913 1,622 1,233 1,112 732 603 592 470 395 241 182 129 30 43.6% 20.0% 11.7% 24.0% 59.0% 25.8% (11.6%) 20.9% 119.4% (5.1%) 6.7% 15.5% 7.3% 23.4% 3.7% 14.6% 82.8% 75.3% 28.7% 39.5% 16.8% 34.1% 10.1% 13.2% 25.5% 36.4% 13.4% 6.7% (3.3%) (4.3%) (8.6%) (4.5%) 24.3x 1.6x 3.8x 7.0x 1.6x 3.8x 1.7x 1.9x 46.9x 2.8x 0.9x 10.4x 4.0x 1.5x 2.1x 2.2x 11.7x 2.4x 5.5x 1.6x 1.9x 5.8x 1.2x 5.3x 2.4x 0.8x 0.3x 0.9x 1.1x 0.4x 0.9x 0.1x 21.6x 1.6x 3.7x 6.8x 1.5x 3.6x 1.9x 1.8x 42.9x 2.9x 0.9x 10.1x 3.9x 1.5x 2.1x 2.1x 10.7x 2.1x 5.2x 1.5x 1.8x 5.5x 1.2x 5.1x 2.3x 0.6x 0.3x 0.8x 1.1x 0.4x 0.9x 0.1x 15.4x 1.3x 3.3x 5.8x 1.0x 2.9x 2.1x 1.6x 21.2x 2.7x 0.8x 8.7x 3.8x 1.3x 2.0x 1.8x 8.3x 1.5x 4.4x 1.2x 1.5x 4.2x 1.1x 4.5x 2.0x 0.5x 0.3x 0.8x 1.0x 0.4x 0.9x 0.1x NM 36.0x 13.5x 18.1x NM 41.9x 9.5x 13.2x NM 13.1x 11.8x 28.7x 11.4x NM 10.6x 15.4x 49.3x NM 35.8x NM 22.1x NM 8.7x 18.8x 8.8x 13.1x 25.9x 23.9x 8.4x 3.6x 5.9x 24.8x 40.8x 22.7x 11.5x 16.9x NM 35.6x 10.1x 10.2x NM 9.8x 11.3x 30.3x 12.3x 18.3x 8.4x 13.7x 35.8x 49.6x 19.8x NM 9.6x NM 7.2x 17.1x 6.6x 5.5x 13.4x 17.9x 8.4x 3.4x 7.1x 10.8x 30.0x 17.4x 10.6x 14.2x NM 28.6x 10.0x 8.7x NM 8.7x 10.0x 24.9x 11.0x 13.7x 8.5x 11.3x 26.6x 24.6x 17.2x NM 7.8x 25.9x 6.6x 14.5x 5.7x 7.0x 9.4x 15.6x 8.7x 4.9x 8.1x 4.6x NM 2.5x 4.2x 8.6x NM 5.1x 2.3x 2.0x NM NM 0.7x 10.3x 4.5x 2.7x NM 1.8x NM 8.7x 10.3x NM 2.5x NM 1.3x 4.8x 7.8x 0.6x 0.5x 1.3x 1.2x 1.3x 1.6x 0.4x NM NM 13.7x 21.7x NM NM 12.4x 13.7x NM NM 9.7x 27.6x 14.4x 48.0x NM 15.0x NM NM NM NM 21.4x NM 9.2x 16.5x 20.0x 9.0x 28.6x 35.1x 9.6x 7.2x 9.1x 17.2x 2.1x 5.1x 2.1x 4.8x 1.8x 3.5x 13.4x 18.6x 12.3x 16.8x 10.8x 13.9x 2.5x 3.8x 14.4x 18.0x Median Mean Statistics exclude companies with <$50m Enterprise Value. EBITDA multiples >50 excluded All estimates from Capital IQ and calendarized unless otherwise noted (as of 12/31/14) Enterprise Value calculated as Equity Value plus total debt, minority interest and preferred stock, less cash and equivalents 8 39.9% 18.6% 12.2% 17.4% 48.9% 23.0% (6.7%) 13.6% 102.7% 4.8% 6.2% 16.9% 5.1% 14.2% 3.4% 11.7% 29.5% 46.3% 19.3% 27.8% 14.7% 31.2% 5.4% 13.2% 16.3% 18.0% 10.8% 9.0% 1.0% (9.6%) 1.4% 5.3% Enterprise Value / Revenue EBITDA CY '14E CY '15E LTM CY '14E CY '15E (Price as of 12/31/13) Enterprise Value Revenue EBITDA Interactive Marketing ($ in millions, except per share amounts) Price Company 12/31/2014 Interactive Marketing Endurance International $18.43 Criteo $40.42 comScore $46.43 Web.com $18.99 Bankrate $12.43 HubSpot $33.61 Constant Contact $36.70 Wix.com $21.00 TubeMogul $22.55 Rocket Fuel $16.12 The Rubicon Project $16.14 Tree.com $48.34 ChannelAdvisor $21.58 TechTarget $11.37 QuinStreet $6.07 Care.com $8.28 Millennial Media $1.60 Marchex $4.59 YuMe $5.04 Sizmek $6.26 Tremor Video $2.87 Blinkx $0.41 ReachLocal $3.44 % Dec./Inc. from LTM High Low (3.5%) (33.7%) (3.6%) (49.7%) (42.2%) (12.9%) (5.5%) (35.8%) (5.4%) (77.6%) (30.4%) (1.0%) (56.8%) (1.4%) (33.2%) (71.7%) (81.0%) (64.3%) (42.7%) (52.8%) (50.2%) (88.0%) (75.9%) 67.9% 60.7% 78.7% 29.1% 32.4% 30.3% 74.1% 47.1% 176.7% 17.2% 84.2% 110.7% 82.4% 85.2% 60.6% 13.6% 9.6% 45.7% 20.0% 29.1% 41.4% 14.0% 11.7% Fully Diluted Eq. Val. $2,440 2,426 1,588 998 1,298 1,055 1,163 800 672 666 580 547 537 368 269 261 223 197 167 190 147 166 100 Net Cash ($1,105) 308 14 (505) (121) (107) 154 94 46 42 104 84 78 35 43 83 76 81 57 91 78 110 52 Fully Diluted Ent. Val. $3,545 2,118 1,574 1,502 1,419 1,162 1,008 706 626 624 476 464 460 333 227 178 146 116 109 99 69 56 48 YoY Revenue Growth CY '14E CY '15E 20.4% (41.0%) 13.0% 15.3% 19.8% 46.0% 16.0% 74.1% 93.6% 72.9% 46.6% 19.0% 27.9% 18.2% (7.4%) 43.5% 9.2% 17.6% 17.4% 5.1% 21.8% 15.3% (7.4%) Median Mean Statistics exclude companies with <$50m Enterprise Value EBITDA multiples >50 excluded All estimates from Capital IQ and calendarized unless otherwise noted (as of 12/31/14) Enterprise Value calculated as Equity Value plus total debt, minority interest and preferred stock, less cash and equivalents 9 18.9% 33.5% 15.5% 0.8% 11.8% 28.1% 17.0% 44.3% 39.6% 52.1% 29.0% 12.0% 28.2% 15.5% 4.7% 45.2% 16.0% (23.3%) 17.0% 5.1% 20.8% 1.1% (3.9%) LTM Enterprise Value / Revenue EBITDA CY '14E CY '15E LTM CY '14E CY '15E (Price as of 12/31/13) Enterprise Value Revenue EBITDA 6.0x 2.6x 5.0x 2.8x 2.7x 11.2x 3.2x 5.6x 6.2x 1.8x 4.3x 2.9x 5.6x 3.4x 0.8x 1.7x 0.5x 0.6x 0.6x 0.6x 0.4x 0.2x 0.1x 5.7x 5.9x 4.9x 2.6x 2.6x 10.3x 3.0x 5.0x 5.6x 1.5x 3.9x 2.8x 5.3x 3.2x 0.8x 1.5x 0.5x 0.6x 0.6x 0.6x 0.4x 0.2x 0.1x 4.8x 4.4x 4.2x 2.6x 2.3x 8.0x 2.6x 3.5x 4.0x 1.0x 3.0x 2.5x 4.1x 2.8x 0.8x 1.0x 0.4x 0.8x 0.5x 0.6x 0.4x 0.2x 0.1x 36.4x 34.9x NM 13.5x 11.9x NM 27.3x NM NM NM NM 38.5x NM 32.6x NM NM NM 11.6x NM 5.7x NM 4.4x NM 15.5x 24.0x 21.6x 9.3x 10.3x NM 16.7x NM NM NM 47.0x 22.0x NM 17.1x 17.9x NM NM 6.9x NM 4.4x NM NA NM 12.6x 15.7x 18.2x 9.2x 9.0x NM 13.3x NM NM NM 41.6x 17.7x NM 12.4x 11.9x NM NM 9.0x 14.3x 3.8x NM 3.3x NM 5.9x 3.5x 3.4x 4.4x 4.5x NM 3.1x 14.2x NM 9.8x NM 2.2x 13.7x 1.9x 1.1x NM 3.0x 1.9x 1.2x NM 1.5x 5.5x 0.5x 48.2x NM 36.5x 24.1x 17.7x NM 31.6x NM NM NM NM 28.0x NM 46.5x 12.7x NM NM 45.6x 39.9x NM NM 40.9x 20.3x 2.7x 3.1x 2.7x 3.1x 2.6x 2.5x 20.4x 21.7x 16.9x 17.7x 12.5x 13.7x 3.4x 4.8x 36.5x 33.8x Marketing Services ($ in millions, except per share amounts) Price Company 12/31/2014 Marketing Services WPP $20.96 Alliance Data Systems $286.05 Nielsen $44.73 Omnicom $77.47 Experian $16.96 Publicis $72.19 Dentsu $42.49 Equifax $80.87 Interpublic Group $20.77 Havas $8.18 MDC Partners $23.00 Acxiom $20.27 Harte-Hanks $7.74 % Dec./Inc. from LTM High Low (14.1%) (4.8%) (9.8%) (1.3%) (8.0%) (15.2%) (3.8%) (2.1%) (1.8%) (3.5%) (8.4%) (48.4%) (14.7%) 23.3% 24.1% 10.3% 21.0% 19.6% 20.2% 44.8% 24.9% 30.6% 25.8% 33.9% 26.4% 37.0% Fully Diluted Eq. Val. $27,632 18,313 16,806 19,227 16,789 15,631 12,251 9,752 8,687 3,382 1,142 1,561 480 Net Cash ($5,077) (10,820) (6,343) (3,624) (3,689) (31) (865) (1,475) (1,143) (405) (957) (195) (20) Fully Diluted Ent. Val. $32,709 29,133 23,149 22,850 20,478 15,663 13,117 11,227 9,829 3,787 2,099 1,756 500 YoY Revenue Growth CY '14E CY '15E (3.4%) 22.8% 10.8% 4.9% 2.3% (9.3%) (3.6%) 5.5% 5.6% (7.8%) 9.2% (3.8%) (0.1%) Median Mean Statistics exclude companies with <$50m Enterprise Value EBITDA multiples >50 excluded All estimates from Capital IQ and calendarized unless otherwise noted (as of 12/31/14) Enterprise Value calculated as Equity Value plus total debt, minority interest and preferred stock, less cash and equivalents 10 7.3% 24.1% 3.7% 4.2% 4.1% 12.3% 3.8% 7.1% 3.9% 5.1% 7.8% 0.6% 2.1% LTM Enterprise Value / Revenue EBITDA CY '14E CY '15E LTM CY '14E CY '15E (Price as of 12/31/13) Enterprise Value Revenue EBITDA 1.9x 5.9x 3.7x 1.5x 4.4x 1.9x 0.7x 4.7x 1.3x 1.7x 1.7x 1.6x 0.9x 1.9x 5.5x 3.7x 1.5x 4.2x 1.8x 0.7x 4.6x 1.3x 1.7x 1.7x 1.7x 0.9x 1.7x 4.4x 3.5x 1.4x 4.1x 1.6x 0.6x 4.3x 1.3x 1.6x 1.6x 1.7x 0.9x 10.4x 21.1x 15.7x 10.3x 12.0x 8.7x 11.3x 13.2x 10.9x 10.1x 45.2x 9.7x 8.9x 11.2x 18.9x 12.5x 10.2x 12.0x 10.0x 12.1x 13.2x 10.1x 10.3x 11.6x 8.5x 8.5x 10.4x 15.1x 11.7x 9.7x 11.8x 8.9x 10.8x 12.2x 9.1x 9.6x 10.2x 8.4x 7.5x 2.0x 5.1x 4.1x 1.5x 4.4x 2.0x 0.7x 4.2x 1.2x 1.6x 1.7x 2.6x 0.7x 11.7x 16.4x 17.4x 10.4x 13.5x 10.5x 20.3x 12.0x 10.4x 10.8x NM 15.3x 8.1x 1.7x 2.5x 1.7x 2.4x 1.6x 2.2x 10.9x 14.4x 11.2x 11.5x 10.2x 10.4x 2.0x 2.4x 11.9x 13.1x Section II: Mergers and Acquisitions Activity 11 Q4 2014 Notable Internet & Digital Media M&A Activity ($ in millions) Date Acquirer 12/22/14 Target Target Business Description Acquirer Rationale Datalogix provides subscription-based online marketing data analytics SaaS that tracks and analyzes consumer spending for the purpose of marketing campaign optimization. AdKarma provides online and mobile video and display programmatic ad network, services and related analytics SaaS for buying and selling video ads. DoctorDirectory.com provides an online searchable directory of healthcare providers, hospitals, clinics and health-related web links. Provides data-driven marketers with valuable targeting and measurement solutions to deliver comprehensive consumer profiles Bolsters blinkx's position within the programmatic segment of the digital video advertising market and brings extensive supply and demand side relationships Accelerates momentum in the professional market by significantly increasing Everyday Health's physician reach Vidmaker provides an online video creation, editing and collaboration SaaS to enable individuals to create and edit short videos and commercials for consumers and businesses. Global Grind provides an entertainment website focused on hip-hop and urban culture. 12/17/14 True[X] Media provides interactive advertisement services that run in mobile games and streaming music application. 12/15/14 MailSotre Software provides email archiving and full-text search software for small-to-medium sized enterprises and educational institutions. AwesomenessTV operates as a media company that operates a YouTube channel with programming geared toward teens. 12/19/14 12/19/14 12/18/14 12/18/14 12/11/14 12/11/14 Fotolia provides royalty-free photography, illustrations, videos and logos website for consumers and businesses. 12/11/14 Relevant24 provides branded online advertising video content creation, production services and digital publishing services for retailers and enterprises worldwide. Become.com operates an online shopping and product recommendation website and search engine for consumers. 12/04/14 12/01/14 11/21/14 11/20/14 (2) 11/18/14 Vidible provides online video content advertising management, distribution and real-time analytics SaaS, SEO software and related video distribution exchange website. Cooliris provides a mobile photo browsing app to enable consumers to collect, view and share photos stored across various social media and other online locations. CAP Automotive provides an online automotive valuation service to enable consumers in the UK to check the value of new and used automobiles and calculate cost of ownership. Mywedding.com provides online wedding planning services, including wedding website creation, an online wedding budget service and a directory of wedding vendors. Source: Signal Hill Database 12 Enterprise Value (1) Enterprise Value LTM LTM Revenue EBITDA NA NA NA $15.0 NA NA $65.0 NA NA Enhances YouTube's online video editing tools at a time when Facebook is seriously challenging dominance in the low-end video market Improves Interactive One's existing multimedia brands and allows expansion of its Millennial channel NA NA NA NA NA NA Augments ad tech offering with technology that replaces a slate of standard ads or video commercials on the web and mobile with one interactive ad Brings technology that allows users to search and find important information without the need for IT assistance to Carbonite Adds momentum to Hearst's digital expansion strategy with one of the fastest growing content channels on the internet today Reinforces Adobe's role as one-stop destination for creatives with access to images, videos, fonts and creative talent, through creative services Enables Publicis' customers to automate and distribute quality content from publishers in real-time and provide a formidable end-to-end offering Expands the collective geographic footprint of Connexity with a higher range of products and functionalities for existing publisher partners to serve Accelerates AOL's mission of providing partners the platform and tools needed to better create, curate, syndicate and monetize content Extends Yahoo's own Flickr-based mobile offering by enabling aggregation and sharing of photos across social sites Furthers Solera's strategy of offering insurance carriers a suite of products beyond claims processing $200.0 NA NA $19.8 NA NA $81.3 NA NA $800.0 NA NA NA NA NA NA NA NA NA NA NA NA NA NA $463.8 10.1x 17.4x NA NA NA Complements existing Meredith brands such as Fitness, American Baby and Allrecipes to create the largest audience in the wedding media marketplace Q4 2014 Notable Internet & Digital Media M&A Activity ($ in millions) Date Acquirer 11/17/14 11/17/14 11/14/14 11/13/14 11/12/14 11/12/14 11/11/14 11/11/14 (2) 11/10/14 11/05/14 11/05/14 11/04/14 11/03/14 11/03/14 11/03/14 Target Target Business Description Acquirer Rationale iSocket provides a web and mobile automated ad bidding and campaign management SaaS that enables fixed-rate buying and selling of online ads. Swarm Mobile provides omni-channel marketing WiFi-enabled hardware and software systems for small business brick-and-mortar retailers. Appia provides a mobile user acquisition network that delivers mobile app downloads. Offers buyers the benefits of a fully integrated automated platform for guaranteed and non-guaranteed direct orders ParentLink provides a school communications mobile application and messaging SaaS to enable K-12 school districts to send timely information, event calendars and surveys. Big Fish Games develops and provides online, social media, mobile and downloadable Mac and PC videogames and casino-style games for consumers globally. Co-Optimum provides digital marketing SaaS and marketing services, including web and social media marketing, brand management, online advertising and advertising analytics. Xtime provides automotive dealership CRM and operations management SaaS, including repair scheduling, online check-in, marketing and customer retention. BrightRoll provides a web, mobile and connected TV digital video advertising network and targeted analytics SaaS for web publishers, marketers and businesses. Rare Crowds provides digital marketing services for publishers and advertising networks. Delivers industry expertise to Blackboard with a focus on serving students, parents and schools through highly innovative technology Expands Churchill Downs' offering into the growing mobile and online games industry and offers new products, customers and growth opportunities Allows Ansira to offer clients expanded resources and increased strategic insights to their business and is a strong fit for growth opportunities Augments Cox Automotive's suite of solutions dealers use to run their businesses with a retention solution for the automotive industry Builds positive momentum for Yahoo’s broader display advertising business in 2015 with the largest independent video ad network Adds combinational optimization techniques and algorithms to find the most targeted media for MediaMath clients Bolsters opportunities to improve platform capabilities of both companies and grow into new verticals Contact At Once provides live chat and texting CRM SaaS and software to enable real-time web-based and mobile customer engagement primarily for the automotive and real estate. Kickserv provides web-based and mobile workforce business process and field management SaaS for service-oriented SMBs. 5one Marketing provides web and social media marketing, marketing strategy and marketing analytics services for businesses in the retail sector worldwide. Stylehaul operates as an online fashion, lifestyle, beauty and shopping video network for consumers and advertisers. Sapient provides a range of online marketing campaign creation and management services, including social media and mobile marketing, as well as software and web development. Apalon provides outsourced iOS and Android mobile application development services, including weather, photo, translation and mobile game apps. Source: Signal Hill Database 13 Allows Groupon to connect local commerce through specialized offers, tailored notifications and the opportunity to provide real-time feedback Enables Mandalay to better serve customers with direct access to inventory and campaigns for mobile devices Complements ReachLocal's marketing automation software and accelerates progress towards offering an end-to-end software solution Strengthens MasterCard's relationships with retailers with richer insights on spending trends to help them grow their businesses with information solutions Augments RTL's pickup of BroadbandTV last year by adding another online distribution channel with 900 million video views per month Empowers Publicis' Marketers with a unique combination of marketing, omni-channel commerce and consulting and deep technology Offers IAC a meaningful foothold in mobile with innovative and unique development capabilities, and a broad portfolio of applications Enterprise Value (1) Enterprise Value LTM LTM Revenue EBITDA $10.0 NA NA NA NA NA $75.0 2.5x NA $40.0 4.0x NA $485.0 NA NA NA NA NA $325.0 8.1x NA $640.0 6.4x NA NA NA NA $65.0 3.6x NA $6.8 3.4x NA NA NA NA $107.0 NA NA $3,700.0 2.5x 19.9x NA NA NA Q4 2014 Notable Internet & Digital Media M&A Activity ($ in millions) Date Acquirer Target Target Business Description Acquirer Rationale Enterprise Value (1) Enterprise Value LTM LTM Revenue EBITDA 11/03/14 BlogHer provides a women-themed blog, news and community website. Enables the horizontal propagation of editorially driven, user-authenticated content for SheKnows NA NA NA 11/03/14 Hopster operates as a consumer packaged goods (CPG) digital coupon service for consumers and businesses. NA NA NA 10/28/14 RUN provides mobile-focused programmatic demand-side real-time bidding (RTB) and data management SaaS for online marketers. $60.0 8.6x NA 10/28/14 Snapshot Mobile provides a car dealership CRM mobile application to enable text messaging between automotive sales teams and customers for automotive businesses. Digital River provides e-Commerce website development, order management, fraud prevention, payment processing, marketing, fulfillment and reporting for online retailers. RentPath operates real estate websites and mobile applications for consumers to find apartments, houses for rent or new homes for sale. Videoplaza provides online and mobile streaming video content networks and video content management SaaS for businesses for the purposes of advertising. Momondo Group provides online travel booking services, including airline travel, cruise, hotel and car rental reservation services, for consumers worldwide. Kantar Media provides market and audience research databases and outsourced services that enable business to optimize marketing campaigns. Cadient provides digital marketing services, including mobile and social media marketing, and search engine optimization. Delivers measurable online engagement and executes true 1:1 marketing with offers based on individual shopper behavior for Inmar's marketing platform Expands Publicis' offerings into programmatic display advertising with RUN's tech-enabled solutions and services Provides Edmunds with an on-demand mobile experience focused on streamlining the car-shopping experience through the CarCode platform Offers significant global growth potential in the Commerceas-a-Service market NA NA NA $840.0 2.2x 57.3x NA NA NA $80.0 10.0x NA $210.2 NA NA $98.0 NA NA NA NA NA $10.0 4.4x NA NA NA NA 10/23/14 10/22/14 10/20/14 10/17/14 10/09/14 10/07/14 10/6/14 (2) Adjuggler operates as a real time bidding (RTB) online advertising network and digital advertising trading desk for businesses. 10/01/14 Struq provides advertising personalization SaaS that enables retailers to deliver personalized display, video and mobile ads based on related consumer interests. (1) Transaction value used as proxy where enterprise value not available (2) Target operating metrics based on either analyst or research estimates Source: Signal Hill Database 14 Provides Providence with growth opportunities in the online rental marketplace as well as strong positioning to capture growth in mobile Expands Ooyala to the US at a time when many broadcasters are seeking an alternative supply-side service after Comcast's purchase of FreeWheel Furthers focus on growing businesses more rapidly capitalizing on the double-digit growth rates in the travel metasearch sector Captures Rentrak's explosive growth in its TV audience measurement, which is benefiting from the fragmentation of audiences across online video Bolsters the digital platform of Cognizant towards becoming an all-in-one platform for the life sciences industry Improves Zenovia's platform with leading publisher yield management tools to result in higher CPMs for publishers and improved campaign yields for buyers Adds cross-device targeting capabilities to Quantcast's performance-driven ad network Leading Acquirer Activity Number of Acquisitions1 Select Recent Acquisitions 2014: Vidmaker (online video creation SaaS) 2014: RelativeWave (mobile app prototyping software) 2014: Revolv (Connected home systems provider) 2014: Dark Blue Labs (UK AI software developer) 40 30 20 10 0 27 33 16 20 7 2010 2014: Vision Factory AI (UK AI software developer) 33 2011 2012 2014: Firebase (Application development collaboration MbaaS) 2013 2014 Q1 2014 12 Q2 2014 8 6 Q3 2014 Q4 2014 Number of Acquisitions 2014: Polar (mobile and web polling app) Deals (number) over trailing four quarters: 33 2014: ZYNC (visual effects rendering SaaS) Deals (value disclosed)2 over trailing four quarters: $4,535mm 2014: 13th Lab AB (Swedish image recognition software) 2014: 3Gear Systems (3D hand tracking systems) 2014: WaveGroup Sound (outsourced audio design services) 2014: PrivateCore (data security and encryption software) 20 15 10 5 0 16 11 2010 2014: LiveRail (video ad serving network) 12 2011 11 2012 2013 13 2014 4 3 4 Q1 2014 Q2 2014 Q3 2014 2 Q4 2014 Number of Acquisitions 2014: Pryte (mobile application distribution SaaS) 2014: Moves (mobile fitness application) Deals (number) over trailing four quarters: 13 2014: Oculus VR (virtual reality gaming headsets) Deals (value disclosed)2 over trailing four quarters: $21,382mm 2014: Cooliris (mobile photo browsing app) 2014: BrightRoll (video advertising network & SaaS) 2014: MessageMe (Mobile messaging app developer) 2014: Bookpad (Indian document management SaaS) 2014: Luminate (in-image advertising SaaS) 2014: ClarityRay (advertising anti-fraud SaaS) 40 30 20 10 0 30 18 5 4 2 2010 2011 2012 8 1 2013 2014 Q1 2014 Q2 2014 6 3 Q3 2014 Q4 2014 Number of Acquisitions 2014: Zofari (mobile recommendation application) Deals (number) over trailing four quarters: 18 2014: Flurry (mobile ad network) Deals (value disclosed)2 over trailing four quarters: 736 Source: 451 Research (1) Includes only deals that were publicly announced, may not include acquisitions of intangible assets and smaller acquisitions that were not announced (2) Includes values for only publicly disclosed deal values 15 Leading Acquirer Activity Number of Acquisitions1 Select Recent Acquisitions 2014: GoodGame (e-sports marketing & web design) 2014: Rooftop Media (syndicated digital comedy content) 7 8 2014: .buy (blank Internet domain names) 4 2014: Twitch (video game live streaming content) 2 6 5 6 6 1 1 1 2 2 0 2014: Iconology (online comic enthusiast website) 2010 2011 2012 2013 2014 Q1 2014Q2 2014Q3 2014Q4 2014 Number of Acquisitions 2014: Double Helix Games (video game software developer) 2013: GoPago (tablet-based POS systems technology) Deals (number) over trailing four quarters: 6 2013: TenMarks (online math instruction services) Deals (value disclosed)2 over trailing four quarters: $975mm 2014: Applications Technology (machine translation software) 15 2014: PhiSix (3D apparel simulation software) 10 2013: Shutl (online delivery service) 11 5 3 5 2013: Bureau of Trade (online product aggregation and daily deal recommendation service) 2013: Braintree Payment Solutions (online and mobile payment APIs) 2013: Decide.com (online price-prediction shopping service) 9 2 1 1 0 0 2014 Q1 2014 Q2 2014 Q3 2014 Q4 2014 0 2010 2011 2012 2013 Number of Acquisitions Deals (number) over trailing four quarters: 2 Deals (value disclosed)2 over trailing four quarters: NA 2014: Unroll.Me (Email subscription management SaaS) 2014: Ebates (online directory of digital coupons and promo codes) 6 4 5 3 2 2014: Slice Technologies (e-Commerce tracking mobile app) 2 2014: DC Storm (digital advertising analytics software) 0 2014: Viber Media (mobile messaging and VoIP application) 5 4 2 1 2010 2011 2012 2013 1 1 2014 Q1 2014Q2 2014Q3 2014Q4 2014 Number of Acquisitions 2013: Viki (crowdsourced subtitled online video content provider) Deals (number) over trailing four quarters: 5 2013: PopShops.com (retail product and online coupon aggregation service) Deals (value disclosed)2 over trailing four quarters: $1,900mm Source: 451 Research (1) Includes only deals that were publicly announced, may not include acquisitions of intangible assets and smaller acquisitions that were not announced (2) Includes values for only publicly disclosed deal values 16 Leading Acquirer Activity Number of Acquisitions1 Select Recent Acquisitions 2014: Bit Stadium (mobile application development SaaS) 2014: Acompli (email management mobile application) 15 8 10 2014: Aorato (Israeli DAF security software) 5 2014: Mojang (Swedish video game developer of Minecraft) 0 11 8 2 2010 2014: InMage Systems (CDP & disaster recovery system) 9 2011 2012 2013 2014 3 2 3 3 Q1 2014 Q2 2014 Q3 2014 Q4 2014 Number of Acquisitions 2014: SyntaxTree (game script debugging software) 2014: Capptain (mobile application analytics) Deals (number) over trailing four quarters: 11 2014: GreenButton (cloud middleware software for HPC) Deals (value disclosed)2 over trailing four quarters: $2,900mm 2014: Datalogix (marketing data & intelligence SaaS) 2014: Front Porch Digital (digital media management software) 15 10 10 2014: TOA Technologies (mobile workforce management SaaS) 5 2014: MICROS Systems (PoS software provider) 0 2010 2014: LiveLOOK (CRM co-browsing & live chat application) 9 2011 11 7 2012 2013 8 2014 2 3 2 1 Q1 2014 Q2 2014 Q3 2014 Q4 2014 Number of Acquisitions 2014: GreenBytes (VDI storage optimization appliances) 2014: BlueKai (data management and analytics SaaS) Deals (number) over trailing four quarters: 8 2013: Responsys (email marketing SaaS provider) Deals (value disclosed)2 over trailing four quarters: $6,690mm 2014: RelateIQ (sales team collaboration SaaS) 10 2013: Cloudconnect.com (database integration and synchronization SaaS) 8 6 6 5 5 2013: EdgeSpring (business intelligence data analytics software) 2013: ExactTarget (marketing automation SaaS provider) 2013: Clipboard (online social bookmarking services ) 1 0 0 Q1 2014 Q2 2014 1 0 0 2010 2011 2012 2013 2014 Q3 2014 Q4 2014 Number of Acquisitions 2013: EntropySoft (content integration SaaS and systems) Deals (number) over trailing four quarters: 1 2012: BlueTail (data mining software provider) Deals (value disclosed)2 over trailing four quarters: $392mm Source: 451 Research (1) Includes only deals that were publicly announced, may not include acquisitions of intangible assets and smaller acquisitions that were not announced (2) Includes values for only publicly disclosed deal values 17 Section III: Private Placement Activity 18 Q4 2014 Select IDM Private Placements ($ in millions) Announced Date 12/31/14 Target Instacart Description of Target Company Instacart provides online grocery delivery services. Investors Andreessen Horowitz; Kleiner Perkins Caufield & Byers; Sequoia Capital; Khosla Ventures; Individual Investors 12/31/14 Snapchat Snapchat develops a text and photo based messaging application for mobile phones. August Capital; Yahoo!; GIC; Kleiner Perkins Caufield & Byers $486.0 12/30/14 Beepi Beepi operates an online portal for buying and selling used cars. Foundation Capital; Redpoint Ventures; SherpaVentures; Silicon Valley Bank $72.5 12/29/14 SiteSpect SiteSpect provides non-intrusive web optimization solutions to enable web and mobile marketers to improve conversion rate and engagement. NewSpring Capital; NewSpring Ventures $13.0 12/22/14 Ginger.io Ginger.io provides a mobile and web platform for Android and iPhone devices that helps providers, healthcare organizations and other groups to stay connected to patients. Kaiser Permanente Ventures $20.0 12/19/14 Rent the Runway Rent The Runway rents designer dresses, gowns and accessories for women. Advance Publications; Bain Capital Ventures; Highland Capital Partners; Technology Crossover $60.0 12/18/14 Bustle Bustle operates as a website with news, entertainment, fashion and beauty, books and lifestyle content. 500 Startups; General Catalyst Partners; Rothenberg Ventures; The Social+Capital Partnership; Time Warner $15.5 12/17/14 Adelphic Adelphic provides a mobile and cross-channel advertising on-demand platform. Blue Chip Venture Company; Matrix Partners; Google Ventures $11.0 12/16/14 Playdots Playdots develop mobile games like Dots and TwoDots. Tecent; Greycroft Partners; Northzone; CrunchFund; Slow Ventures; Individual Investors $10.0 12/15/14 SurveyMonkey SurveyMonkey provides web-based survey solutions. Google Capital; ICONIQ Capital; Laurel Crown Partners; Morgan Stanley Investment Management $250.0 12/11/14 Hinge Hinge is a social discovery network helping users to meet new people through friends. Shasta Ventures; CAA Ventures; Great Oak Venture Capital; Lowercase Capital; Middleland Capital $12.0 12/11/14 Woven Digital Woven Digital operates as an advertising and technology company that focuses on the representation of Advancit Capital; Forty Niners Football Company; Institutional growth-oriented websites to build large-scale communities. Venture Partners; United Talent Agency $18.0 12/11/14 Uber Uber provides a smartphone application that connects drivers with people who need a ride. Baidu $600.0 12/11/14 OutboundEngine OutboundEngine designs, tests and automates marketing campaigns for businesses. Altos Ventures; Capital Factory; Harmony Partners; NoroMoseley Partners; Silverton Partners $11.0 12/11/14 Kamcord Kamcord develops and offers gameplay video and audio recording and sharing software for mobile phones. GungHo Online Entertainment; Merus Capital; Tencent; TransLink Capital; Wargamingnet; XG Ventures $15.0 12/10/14 BuildDirect BuildDirect Technologies operates as an online retailer of home improvement products, such as flooring BMO Asset Management Corp; Mohr Davidow Ventures; and decking. OMERS Ventures $43.6 12/09/14 Hired.com Hired operates a marketplace that enables tech companies to recruit engineers, data scientists, designers and product managers. Comcast Ventures; CrossLink Capital; Lumia Capital; SherpaVentures; Sierra Ventures; SoftTech VC $15.0 12/09/14 Change.org Change.org operates an online petition platform that enables users to start and run campaigns to transform their communities in the U.S. and internationally. Omidyar Network; Individual Investors $25.0 12/08/14 Extole Extole provides social marketing-as-a-service programs. Norwest Venture Partners; Redpoint Ventures; Scale Venture Partners; Shasta Ventures; Trident Capital $14.0 Source: Signal Hill Database Includes transactions $10 million or greater 19 Investment Size $210.0 Q4 2014 Select IDM Private Placements ($ in millions) Announced Date 12/04/14 Target AvantCredit Description of Target Company Avant Credit provides online personal loans in the U.S.. Investors August Capital; Draper Fisher Jurvetson; KKR; RRE Ventures; Tiger Global Management 12/04/14 Uber Uber provides a smartphone application that connects drivers with people who need a ride. Fidelity Investments; KPCB; Lone Pine Capital; Menlo Ventures; New Enterprise Associates 12/03/14 Zonoff Zonoff provides software and web services that deliver home automation, energy management and remote access services. Grotech Ventures; Valhalla Partners $31.8 12/03/14 WhipClip WhipClip develops an application that allows users to create and share clips of television moments. Greycroft Partners; Institutional Venture Partners; Raine Ventures; William Morris Endeavor Entertainment $20.0 12/02/14 Stripe Stripe provides services that enable users to accept payments online. General Catalyst Partners; Khosla Ventures; Sequoia Capital; The Founders Fund; Thrive Capital $70.0 12/02/14 Next Issue Media Next Issue Media offers a digital / publishing platform to develop, distribute, sell and consume paid digital content of magazines and newspapers. KKR $50.0 12/02/14 Return Path Return Path provides email intelligence solutions that provide brands with data-driven insights, commercial applications and expertise to maximize inbox placement. Vista Equity Partners $35.0 12/01/14 Vox Media Vox Media operates as an online publishing company. General Atlantic $46.5 11/25/14 Yplan Yplan offers a mobile application that presents a mix of bookable event tickets and allows users to book General Catalyst Partners; Nokia Growth Partners; Octopus them in two taps. Investments Limited; Wellington Ventures $24.0 11/20/14 Pluto TV Pluto TV is an online video platform that offers a new way to experience the most entertaining and engaging content on the web. US Venture Partners; Luminari Capital; Great Oaks Venture Capital; Chicago Ventures; Sky $13.0 11/20/14 CS Disco CS Disco develops e-discovery software that helps lawyers to find evidence faster by reviewing documents in major cases and investigations. Bessemer Venture Partners; LiveOak Venture Partners $10.0 11/20/14 Getaround Getaround provides a peer-to-peer car sharing marketplace that enables car owners to rent their cars. Cox Enterprises; Menlo Ventures; SOSventures; Triangle Peak Partners $24.0 11/19/14 LiveAuctioneers LiveAuctioneers is a live auctions marketplace connecting buyers and sellers of antiques, fine arts and collectibles. Bessemer Venture Partners $47.6 11/19/14 Accompani Accompani develops and operates an online platform that integrates with your email, contacts and social Charles River Ventures; Cowboy Ventures; ICONIQ Capital feeds. $15.0 11/19/14 BigCommerce BigCommerce designs and develops e-Commerce software. SoftBank; American Express; General Catalyst Partners; Revolution Growth; Telstra Ventures $50.0 11/18/14 Boost Media Boost Media offers Boost Cloud, a SaaS based creative optimization platform for advertisers and agencies to source, manage and optimize their paid search. Battery Ventures; Javelin Venture Partners; Pinnacle Ventures; Webb Investment Network $19.0 11/18/14 Teespring Teespring operates an online platform to create and sell custom T-shirts in the U.S., Canada and internationally. Andreessen Horowitz; Khosla Ventures $35.0 11/17/14 Eyeviewdigital Eyeviewdigital develops technology solutions that enable advertisers and agencies to create and target personalized video advertising. Marker $15.0 11/17/14 Shift Shift operates as a mobile app for buying and selling used cars (complete with intermediated test drives). Draper Fisher Jurvetson; Highland Capital Partners; Individual Investors $23.8 Source: Signal Hill Database Includes transactions $10 million or greater 20 Investment Size $225.0 $1,200.0 Q4 2014 Select IDM Private Placements ($ in millions) Announced Date 11/17/14 Target InsightSquared Description of Target Company InsightSquared designs and develops data intelligence and analytic software solutions for small and medium-sized businesses. 11/13/14 Craftsy Craftsy provides passionate makers with an extraordinary learning experience through broadcast-quality Stripes Group; Foundry Group; Tiger Global Management; video classes, inspirational kits and patterns and physical products. Adams St. Partners; Access Venture Partners $50.0 11/12/14 Gogobot Gogobot operates as an online travel company. Battery Ventures; HomeAway; Redpoint Ventures $20.0 11/11/14 Course Hero Course Hero operates an online learning platform offering study documents for courses and majors at schools. GSV Asset Management; GSV Capital Corp; IDG Ventures; Maveron; SV Angel $15.4 11/10/14 4:33 Creative Lab 4:33 Creative Lab develops mobile games. LINE; Tencent $110.0 11/10/14 DogVacay DogVacay is an online community that connects dog owners in need of pet-care services with pet caregivers in the U.S.. Benchmark Capital; DAG Ventures; First Round Capital; Foundation Capital; GSV Asset Management $25.0 11/10/14 Evernote Evernote builds applications and products that help people to collect and find everything that matters. Nikkei $20.0 11/04/14 FilmTrack FilmTrack is a cloud-based SaaS company, provides content and rights management solutions for the film and television industry. Insight Venture Partners $10.0 10/29/14 Cardlytics Cardlytics provides card-linked marketing services for customers in the U.S. and internationally. Discovery Capital $70.0 10/28/14 ScoreBig ScoreBig operates a members-only Website that offers savings on tickets for live sports, concert, music Hearst Ventures and arts and theater events. $18.0 10/24/14 ENJOY ENJOY provides high-touch personal service to help people make the most of the their important purchases. Oak Investment Partners; Kleiner Perkins Caufield & Byers; Andreessen Horowitz $30.0 10/23/14 MOGL MOGL provides rewards program for restaurants and consumers in the U.S.. Austin Ventures; Avalon Ventures; Correlation Ventures; Sigma West $11.0 10/22/14 PlayStudios PlayStudios develops casual games for social platforms. JAFCO Ventures; MGM Resorts International $20.0 10/22/14 YieldMo YieldMo provides mobile advertising solutions for publishers and marketers. Dace Ventures; Genacast Ventures; Google Ventures; Rhodium Ventures; Time Warner Investments $10.0 10/22/14 Tokopedia Tokopedia own and operates an online e-Commerce platform that allows individuals and small-to-midsized business owners to start their online stores. SoftBank; Sequoia Capital $100.0 10//15/14 AdNear AdNear provides geospatial software platform for mobile and Internet location-based service applications. Canaan Partners; Global Brain Corporation; Sequoia Capital; Telstra Ventures $19.0 10/10/14 Wahanda Wahanda operates a website that provides access to health, beauty and wellness treatments and therapists with listings of spas, salons and health centers. Fidelity Growth Partner; Lepe Partners; RGIP $26.0 10/06/14 Beepi Beepi operates an online portal for buying and selling used cars. Foundation Capital; Redpoint Ventures; SherpaVentures; Silicon Valley Bank $60.0 10/05/14 Square Square provides Square Reader, a credit card reader for iPhone, iPad, and Android devices that enables businesses to accept credit cards payments. GIC; Rizvi Traverse Management; Goldman Sachs $150.0 Source: Signal Hill Database Includes transactions $10 million or greater 21 Investors Atlas Venture; Draper Fisher Jurvetson; NextView Ventures; Two Sigma Ventures Investment Size $20.0 Q4 2014 Select IDM Private Placements ($ in millions) Announced Date 10/03/14 Target Ozy Media Description of Target Company Ozy Media operates a daily news and culture site. Its site delivers news and information about people, places, trends, ideas and opinions. 10/03/14 Infusionsoft Infusionsoft provides sales and marketing software for small businesses. 10/02/14 Scribble Technologies Scribble Technologies operates an end-to-end content engagement platform that enables brands, sports The Waterloo Innovation Network Fund; Georgian Partners; organizations and media companies to drive engagement. Export Development Canada $12.0 10/02/14 Appboy Appboy operates a platform for mobile relationship management. Blumberg Capital; Icon Venture Partners; IDG Ventures; InterWest Partners; T5 Equity Partners $15.0 10/02/14 Glow Glow provides a fertility app that uses data science to help couples who are trying to conceive babies. Andreessen Horowitz; Founders Fund; Formation 8 $17.0 10/01/14 Houzz Houzz operates a website for home design professionals and homeowners. DST Global; GGV Capital; Kleiner Perkins Caufield & Byers; New Enterprise Associates; Sequoia Capital $165.0 Source: Signal Hill Database Includes transactions $10 million or greater 22 Investors Axel Springer Allure Ventures; Arthur Ventures; Bain Capital Ventures; Goldman Sachs Investment Size $30.0 $55.0 Section IV: IPO Activity 23 Internet & Digital Media IPO Activity IPOs Filed Original Filing Date Company Offer Size ($mm) LTM EBITDA Revenue ($mm) Growth NA 150.5% 7/7/2014 Yodle $870 Revenue ($mm) $148 EBITDA Margin NA 6/9/2014 GoDaddy $100 $1,188 $9 30.4% 0.8% 3/24/2014 Box $75 $162 ($3) 22.3% NM IPOs Priced Ticker Offer Size ($mm) 12/16/2014 ONDK $200 $16.00 - $18.00 12/12/2014 NEWR $115 $18.00 - 12/11/2014 MOMO $276 $12.50 12/11/2014 LC $870 10/09/2014 HUBS 10/02/2014 W Pricing Date Company Initial Indicated Range Offer Price LTM EV / EV / Revenue Revenue (12/31) (IPO) Revenue ($mm) EBITDA ($mm) $20.00 $73 NA 20.3x $20.00 $23.00 $85 ($37) - $14.50 $13.50 $29 $12.00 - $14.00 $15.00 $125 $22.00 - $24.00 $319 $25.00 - $28.00 Performance Revenue Growth EBITDA Margin 1st Week 1st Month YTD 25.4x 457.7% NA 13.2% 11.7% 12.2% 17.8x 18.4x 186.5% NM 36.8% 61.4% 51.5% ($24) 72.8x 111.3x NA NM 1.9% (3.5%) (11.1%) $177 NA 51.8x 50.6x 130.6% NA 79.6% 58.9% 68.7% $25.00 $104 ($35) 11.2x 9.7x 101.7% NM 20.7% 46.8% 34.4% $29.00 $1,206 ($69) 1.6x 2.0x 100.6% NM (7.9%) (13.4%) (31.6%) Source: Capital IQ 24 Q4 2014 IPOs HubSpot (HUBS) Lending Club (LC) Date of IPO: 10/09/2014 Date of IPO: 12/11/2014 Exchange: NYSE Exchange: NYSE Offer Size: $125 mm Offer Size: $870 mm Commentary: HubSpot, which provides software that helps small and midsize companies increase their business by using web content, priced its shares above the expected $22-$24 range at $25. Closing up 20% on its first day of trading, the Company’s successful debut is a significant benchmark for future IPOs of unprofitable companies that demonstrate fast revenue growth. The Company claims it will use the funds raised to support operations. Commentary: Lending Club, a peer-to-peer money lending platform that connects borrowers and investors, saw its stock soar 56% on its market debut. The Company’s IPO marked the first of a slew of lending businesses looking for increased liquidity by going public. This is partially due to regulators prohibiting lending companies from being acquired. Lending Club will use the proceeds for working capital, expenditures and debt repayment. $50 $40 $40 12/31 Price: $33.61 $30 12/31 Price: $25.30 $30 $20 Offer Price: $25.00 $20 Offer Price: $15.00 $10 $10 $0 9/30/2014 10/31/2014 11/30/2014 $0 9/30/2014 12/31/2014 Source: Capital IQ, Wall Street Research 25 10/31/2014 11/30/2014 12/31/2014 Q4 2014 IPOs Momo (MOMO) New Relic (NEWR) Date of IPO: 12/11/2014 Date of IPO: 12/12/2014 Exchange: NASDAQ Exchange: NYSE Offer Size: $276 mm Offer Size: $115 mm Commentary: Momo, the China-based company that operates a popular mobile-based social networking platform for meeting and messaging, surged 26% on its first day of trading to $17.02. the Company’s popular debut comes as Internet-based messaging platforms are displacing traditional text services offered by wireless carriers. However, Momo’s coFounder Tang Yan is being accused of violating terms of his employment agreement by NetEase. Commentary: New Relic, the software analytics company that monitors the performance of mobile applications in real time, sold its shares above the expected $20-$22 range at $23. In what proved to be a good week for tech IPOs, the Company’s stock closed up 47% at $33.82 thanks in part to the resurgence of big data companies threatening older tech companies like Oracle and IBM. The Company plans to use the cash raised on expansion. $25 $40 12/31 Price: $34.84 $20 $30 $15 Offer Price: $13.50 $20 $10 Offer Price: $23.00 12/31 Price: $12.00 $10 $5 $0 9/30/2014 10/31/2014 11/30/2014 $0 9/30/2014 12/31/2014 Source: Capital IQ, Wall Street Research 26 10/31/2014 11/30/2014 12/31/2014 Q4 2014 IPOs OnDeck (ONDK) Wayfair (W) Date of IPO: 12/16/2014 Date of IPO: 10/02/2014 Exchange: NYSE Exchange: NYSE Offer Size: $200 mm Offer Size: $319 mm Commentary: On the heels of Lending Club’s success, OnDeck, which makes loans to small businesses, priced its shares well above the expected $16-$18 range at $20. The high priced market entrance punctuates how Wall Street has become enamored with “alternative lending” startups posing new, tech-driven approaches to an underserved industry. Proceeds from the IPO are expected to be used on marketing and to fund loans. Commentary: Wayfair, the online retailer of home goods, watched its price sky rocket 30% on its first day of trading, but has since seen it regress to below the offer price of $29. Market concerns over heavy competition in online retail as well as the Company’s brand anonymity have caused the stock to fall despite its strong start. The Company plans to use the money raised to pay a $21M cash dividend to shareholders and to fund possible acquisitions. $30 $40 $25 12/31 Price: $22.43 Offer Price: $29.00 $30 $20 Offer Price: $20.00 $15 $20 12/31 Price: $19.85 $10 $10 $5 $0 9/30/2014 10/31/2014 11/30/2014 $0 9/30/2014 12/31/2014 Source: Capital IQ, Wall Street Research 27 10/31/2014 11/30/2014 12/31/2014 Disclaimer This document has been prepared by Signal Hill Capital Group LLC (“Signal Hill”) solely for informational purposes from information supplied by various sources and Signal Hill’s independent research. The information contained herein has been prepared to assist parties in making their own evaluation of the Internet and Digital Media sector, and to suggest that further analysis and consideration may be warranted. Unless otherwise indicated, Signal Hill does not believe that the information contained herein is sufficient to serve as the basis of an investment decision. To learn more about the information that is the subject of this commentary, contact one of the person(s) named herein who can provide additional insight. 28 Appendix A: Signal Hill Investment Banking 29 Signal Hill at a Glance Signal Hill, named 2014 Boutique Investment Bank of the Year by the Global M&A Network, is a leading independent advisory boutique serving the M&A and private capital raising needs of growth companies. Signal Hill's experienced bankers provide deep domain expertise and an unyielding commitment to clients in our sectors: Internet & Digital Media, Internet Infrastructure, Services and Software. 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More than 80 Completed Transactions since January 2012 Mergers & Acquisitions Equity Private Placements Restructurings Strategic Advisory Special Committee Advisory Fairness Opinions 30 Deep Domain Expertise in Key Growth Sectors Longstanding Relationships with Key Sponsors and Strategic Players Digital Media e-Commerce Interactive Marketing Internet Content/Services Services Correctional/Behavioral Education Healthcare Specialty Consulting/BPO Internet Infrastructure Cloud Services/Hosting Colocation Fiber Infrastructure Unified Coms & Apps Software Enterprise/SaaS Financial Technology Healthcare IT Infrastructure Mobility Security & Compliance 31 Leadership in Internet & Digital Media Previous Experience 32 Focus and Tenacity Yields Superior Outcomes for Our Clients We Work with Leading Acquirers With Arbitron, Nielsen will enhance its media measurement abilities specifically in the outdoors and sports events categories, as well as its reach into consumer habits Targeted marketing and coupon services for manufacturers of grocery and consumer products enables Google to deliver more personalized deals for its commerce initiatives A platform for managing marketing on multiple social channels through a single interface Allows Oracle to help brands create custom applications as marketing trends change A multimedia technology company with expertise in creating online marketplaces for passionate enthusiast groups Increased ability to serve customers via the integration of physical and digital small business identity and marketing A US based leader in merchant-funded transaction-driven marketing for electronic banking A leading provider of television advertising solutions With Navic, Microsoft ‘s advertising platform facilitates enhanced digital advertising Deal done despite Microsoft’s public bid for Yahoo! 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