Author: Brenon Daly

Tech buyout shops play small ball

Brenon Daly

Contact: Brenon Daly

The pinched debt market so far this year has buyout shops scaling back their purchases, but doing more of them. Already this year, private equity (PE) acquirers have announced 68 transactions, with several larger firms such as The Carlyle Group and Vista Equity Partners having already put up two or three prints. The pace of PE activity is almost 20% higher than the start of the two previous years, according to 451 Research’s M&A KnowledgeBase.

However, spending on those deals has dropped dramatically, with the value of PE transactions so far in 2016 just half the average of the two previous years. Buyout shops have announced deals valued at $5.3bn since January 1, down from $9.7bn in the same period last year and $11.6bn during the same period in 2014, according to the M&A KnowledgeBase. To get a sense of how far the size has fallen, consider this: the biggest transaction so far this year would rank as only the sixth-largest PE deal printed during the same period of 2014 and 2015.

Fittingly, the biggest PE purchase so far this year is a divestiture (Airbus’ sale of its defense electronic business to KKR). Hewlett Packard Enterprise, CA Technologies and Intuit have also all sold divisions to buyout firms. The other notable driver of activity has been secondary transactions, where PE firms sell portfolio companies to other PE shops. Examples of these buyout-to-buyout deals in 2016 include Infogix and Sovos Compliance.

Taken together, the strategies that buyout firms have used so far this year are much more conservative than what we saw in the two previous years. (For instance, exactly a year ago, Informatica went private in a PE-backed transaction for $5.3bn, which valued the slow-growing data integration software provider at about 5x trailing sales and 25x EBITDA.) In many ways, this year’s activity simply reflects PE firms picking up smaller and less expensive targets, effectively doing deals with ‘walking around money’ rather than depending on lenders. But as those lenders (slowly) return to the market this year, we may well see buyout shops start to bag bigger targets once again.

PE-backed M&A

Period Deal volume Deal value
January 1 – April 7, 2016 68 $5.3bn
January 1 – April 7, 2015 53 $9.7bn
January 1 – April 7, 2014 61 $11.6bn

Source: 451 Research’s M&A KnowledgeBase

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That giant sucking sound on Wall Street

Brenon Daly

Contact: Brenon Daly

After a hard freeze last winter, there are signs of new growth on Wall Street this spring, with a pair of tech startups reportedly soon set to join the ranks of US public companies. After more than three months of silence, both SecureWorks and Nutanix have recently updated their IPO paperwork and have indicated that their offerings are back on track. In a more receptive market, the two companies would already be public by now. (Assuming that Nutanix does indeed debut, for instance, it will have been on file with the SEC more than twice as long as Pure Storage, which went public last fall.)

The offerings would also come after a quarter in which startups were shut out of the public market. Not a single tech vendor went public in Q1, the first time that has happened since the recession years. (451 Research subscribers: See our full report on Q1 activity, including the IPO shutout and the implications on the tech M&A market.)

Yet, even if SecureWorks and Nutanix do manage to join the public market, the new arrivals will do little to offset the number of tech companies leaving the public ranks. Already this year, we’ve seen 16 firms erased from the Nasdaq and NYSE exchanges, according to 451 Research’s M&A KnowledgeBase. (To be clear, we are including only full acquisitions, and excluding divestitures.) The departures have ranged from household names (Ingram Micro, ADT) to somewhat faded businesses (LoJack, LeapFrog). Altogether, the announced transactions for public companies have siphoned off nearly $32bn of value from the two main US exchanges.

The net outflow of tech firms from the US exchanges is, of course, nothing new. (In 2015, according to the M&A KnowledgeBase, 79 tech companies got erased.) But it stands out all the more this year as – thus far – there haven’t been any offsetting offerings. And even as SecureWorks, Nutanix and others work their way toward a listing, other vendors are looking like they could very well get pushed off of Wall Street. Both Citrix and Qlik have drawn interest from a hedge fund with a record of pushing businesses to sell.

Projected number of tech IPOs

Period Average forecast
December 2015 for 2016 19
December 2014 for 2015 33
December 2013 for 2014 29
December 2012 for 2013 20
December 2011 for 2012 25
December 2010 for 2011 25
December 2009 for 2010 22
December 2008 for 2009 7
December 2007 for 2008 25

Source: 451 Research Tech Corporate Development Outlook Survey

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For tech IPOs in Q1, it’s a startup shutout

Brenon Daly

Contact: Brenon Daly

Call it a startup shutout. Not a single tech company went public in the just-completed first quarter, marking the first time since the recent recession that we haven’t seen a tech IPO in a quarter. The lack of tech offerings so far this year stands out even more when we consider the dozens of startups in recent years that have indicated – either directly or indirectly – that they are of a size and mind to go public.

Consider the plight of one of the two tech vendors that recently revealed its IPO paperwork, Nutanix. The fast-growing provider of hyperconverged infrastructure officially filed its IPO prospectus, which was supported by no fewer than a dozen underwriting banks, in late December and fully planned to debut in Q1. And yet, despite all of the time, effort and expense in putting together the paperwork to go public, Nutanix remains private. The company hasn’t even updated its original filing from three months ago. (For comparison, SecureWorks filed its paperwork shortly before Nutanix and rather belatedly amended its filing in March, and is expected to launch its offering in April.)

Meanwhile, the other exit available to startups – an outright sale – isn’t looking like the richly rewarding process it once was. Sure, Jasper Technologies enjoyed a 10-digit exit to Cisco in early February. But we would point out that no other VC-backed tech startup has sold for more than $400m so far this year. Rather than Jasper’s exit, we might highlight a pair of other transactions involving IPO wannabes as far more representative of the current environment.

Take the case of Yodle. The digital marketing firm had been on file to go public since 2014, but hadn’t updated its original filing. Instead of dusting off its prospectus, it accepted a relatively low bid of $342m, or 1.6x sales, from hosting provider Web.com in February. Or even consider the sale of iSIGHT Partners to FireEye in February for $200m upfront plus an addition $75m earnout. According to our understanding, the $200m upfront is only slightly more than the company’s valuation in its funding a year ago. Around the time of the funding, iSIGHT had been indicating that it planned to debut either in 2016 or 2017.

451 Research subscribers can view our analysis of the recent IPO and M&A activity and our outlook for the rest of 2016 in our Q1 report, which will be on our website later today and in tomorrow’s 451 Market Insight.

Projected ‘competition’ from IPOs for target companies

Year More competition About the same Less competition
December 2015 for 2016 13% 36% 51%
December 2014 for 2015 26% 46% 28%
December 2013 for 2014 46% 34% 20%
December 2012 for 2013 15% 38% 47%
December 2011 for 2012 33% 42% 25%

Source: 451 Research Tech Corporate Development Outlook Survey

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Tech M&A begins its slide from the peak

Brenon Daly

Contact: Brenon Daly

After hitting a high-water mark last year, tech M&A activity has started 2016 by receding to a more normal level. Total spending on tech, media and telecom (TMT) deals across the globe in the just-completed first quarter hit $72bn, according to 451 Research’s M&A KnowledgeBase. That is only slightly more than half the average quarterly level in 2015’s record run but is roughly in line with the quarterly average from the two years leading up to the boom. Meanwhile, deal flow continued strong, with the number of January-March transactions topping 1,000 for the seventh consecutive quarter.

However, in keeping with the sense that the M&A market has moved into its post-peak phase, there have been a lot of low-multiple deals since the start of the year. One extreme example: Ingram Micro. The tech distribution giant – which, admittedly, runs at a distressingly low 1% operating margin – will put up more than $40bn of sales, but sold for just $6bn to a Chinese conglomerate in mid-February. Elsewhere, massive divestitures by both Dell and Lockheed Martin each went off at about 1x revenue.

Even viewed more broadly, valuations are getting squeezed. According to the M&A KnowledgeBase, the average multiple for the 10 largest transactions so far this year came in at just 2.3x trailing sales, which is at least a full turn lower than the average multiple at the top end of the market in any of the previous three years. In the 20 largest deals announced so far in 2016, just one has commanded a valuation greater than 8x trailing sales. Incidentally, that transaction (Cisco’s $1.2bn reach for Internet of Things platform provider Jasper) also stands as the largest VC-backed exit in Q1 by a large margin. The second-largest price paid recently for a portfolio company was just $400m.

Obviously, some of the pressure in the M&A market simply reflects the pressure in the equity market, which suffered through a short but sharp decline at the start of the year. (In the first six weeks of 2016, the Nasdaq plummeted almost 15%, with indexes from other exchanges around the world recording double-digit percentage declines during that period as well.) That bear market – along with one of the tightest credit markets, particularly for high-yield debt, in recent memory – has had more than a few dealmakers scrambling to recast prices and restructure terms to get acquisitions closed. Although most of the indexes recovered at least some or all of the early 2016 losses, the whipsawing stock market has nonetheless complicated pricing acquisitions, which could slow the rate of M&A in the coming months as well as put further pressure on valuations.

Recent quarterly deal flow

Period Deal volume Deal value
Q1 2016 1,020 $72bn
Q4 2015 1,052 $184bn
Q3 2015 1,162 $85bn
Q2 2015 1,074 $208bn
Q1 2015 1,040 $121bn
Q4 2014 1,028 $65bn
Q3 2014 1,049 $102bn
Q2 2014 1,005 $141bn
Q1 2014 854 $82bn
Q4 2013 787 $64bn
Q3 2013 859 $73bn
Q2 2013 760 $48bn
Q1 2013 798 $65bn
Q4 2012 824 $65bn
Q3 2012 880 $39bn
Q2 2012 878 $44bn
Q1 2012 920 $35bn

Source: 451 Research’s M&A KnowledgeBase

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A new face for Google’s enterprise cloud

Brenon Daly

During last week’s GPC NEXT 2016 conference, it became pretty clear that Google is hoping that Diane Greene can do for the enterprise cloud what Andy Rubin did for mobility. In both cases, the search giant has set about acquiring a well-known ‘face’ to give it a credible and visible presence in a market that it cannot organically move into but – at the same time – can’t afford to miss. (See our full report on the conference, where the company bolstered its Google Cloud Platform with multi-cloud management, a machine-learning engine and more scalable containers, among other announcements.)

A decade ago, Google’s acquisition of Android Inc not only brought the company a fledgling OS for mobile phones, but also included the high-profile figure of Rubin. From those early days, Rubin served as a kind of ‘rock-star engineer’ as Android soared to become the world’s most-used mobile OS. (Rubin stepped out of his role in Google’s mobile business in 2013 and left the company altogether the following year.) More recently, Google made what could be characterized as one of the tech industry’s largest-ever ‘acq-hires’ when it paid $380m in cash and stock four months ago to snag bebop, a startup headed by VMware cofounder (and Google board member) Diane Greene.

Just as Rubin served as a senior VP at Google as part of his company being acquired, Greene is serving as a senior VP at Google as part of her company being acquired. However, where the parallel breaks down between the two executives is around timing. Google bought Rubin’s company in August 2005 – a full two years before Apple introduced its iPhone. In contrast, Google purchased Greene’s company just last November – nearly a decade after Amazon launched its Amazon Web Services and had grown it to a $10bn run-rate business. (Click here to to read more about the remarkable growth of AWS.)

That’s not to say that Google, led in its efforts by a proven executive such as Greene, can’t make inroads into the enterprise cloud arena, thereby closing the gap with AWS and second-place Microsoft Azure. After all, the company wasn’t anywhere among the earliest search engines, but it overtook every single one of them as it netted billions of dollars on its way to becoming the world’s most-popular search engine.

But there are challenges in Google’s ‘people and products’ strategy, as demonstrated by Rubin’s own experience at the company after he left the Android division. A true gadget guy, Rubin moved over to head the search giant’s grandly ambitious robotics unit when it launched in 2013. It was built on a series of acquisitions, most notably the December 2013 pickup of Boston Dynamics. However, Rubin couldn’t replicate in Replicant (the name for Google’s robotics business) the success he had with Android, and left the company in 2014. Google is now reportedly in the process of selling off and repurposing the Replicant assets.

Cloud computing as a service MarkMon

Source: 451 Research’s Market Monitor

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After a decade of dominance, what’s next for AWS?

Brenon Daly3 Comments

Contact: Brenon Daly

Even as it begins its second decade of life today, there’s an undeniable sense that Amazon Web Services (AWS) is only getting started. From a standing start in March 2006 with a single storage product, AWS has created a profitable tech behemoth that is gobbling up huge chunks of the IT landscape. (For a deeper look at how AWS has gone about upending the multibillion-dollar markets where it operates, see a recent report from my colleague Owen Rogers on how AWS handles the pricing and delivery of its vast array of services.)

On its own, AWS is easily worth more than $100bn, a remarkable bit of value creation that’s been done almost entirely organically. Amazon has almost exclusively used R&D – rather than M&A – to build AWS. For the most part, the AWS cloud offering has been developed through reallocation of existing assets and engineering instead of acquiring those things.

In terms of corporate strategy, that sets Amazon and its AWS business apart from most other tech companies, which tend to default to buying rather than building. Each year, tech vendors collectively spend hundreds of billions of dollars expanding their product portfolios and addressable market, only to struggle to put up any growth. (To take one extreme, consider IBM, which has seen annual revenue drop from roughly $100bn in 2013 to less than $80bn this year. In that same period, Big Blue has spent more than $8.6bn on 39 acquisitions, according to 451 Research’s M&A KnowledgeBase.)

The organic value creation at AWS stands out even more when compared with even the biggest and best tech deals. Consider the case of VMware. EMC’s purchase of the virtualization startup in late 2003 for $635m is rightfully cited as one of the most successful tech acquisitions in history. VMware’s market valuation of $21.2bn is currently dictated by terms of Dell’s pending pickup of VMware’s parent, EMC. (Before the transaction was announced, VMware had a market cap of about $34bn.)

Even on an unaffected basis, AWS is at least three times more valuable than VMware. And the case could certainly be made that the gap between the two companies will only widen in the future. After all, AWS is now larger than VMware and growing nearly eight times faster than VMware, which has slowed to a single-digit percentage rate. (AWS increased revenue a stunning 72% to $7.9bn in 2015.) Further, AWS has a large and growing market opening in front of it. 451 Research’s Market Monitor forecasts that the market for cloud computing ‘as a service’ – which includes PaaS, IaaS and infrastructure software as a service (ITSM, backup, archiving) – will hit $21.9bn this year and more than double to $44.2bn by 2020.

Source: 451 Research’s Market Monitor

With two months in the books, 2016 tech M&A is still slogging along

Brenon Daly

Contact: Brenon Daly

For the second straight month, tech M&A in February looked more like the post-recession years leading up to 2015’s record activity than last year’s bonanza. Spending on tech, media and telecom (TMT) acquisitions around the globe in the just completed month hit $28.7bn, according to 451 Research’s M&A KnowledgeBase. While that represents a significant bump from the paltry $20.5bn of aggregate spending in January, February’s total falls more than one-third lower than the average monthly level in 2015. Further, the number of transactions in this leap-year February slipped to the lowest monthly number since late 2014.

Looking inside the pricing of last month’s deal flow, transactions tended to be polarized. On the top end, big buyers Cisco and Microsoft both paid double-digit valuations in their purchases of Jasper Technologies and Xamarin, respectively. Also, in terms of deal size, IBM’s $2.6bn reach for Truven Health Analytics is notable as Big Blue’s largest acquisition since late 2007.

However, as might be expected as the equity markets ground lower across the globe in February, many more tech acquisitions went off at significantly reduced valuations. For instance, onetime IPO hopeful Yodle fetched just $342m, or 1.6x trailing sales, in its sale to Web.com. LoJack got erased from the Nasdaq at just 1x trailing sales. And LeapFrog Enterprises, an educational toy maker whose shares once traded at north of $40 each, is set to be consolidated for just $72m, or $1 per share.

In addition to pressuring valuations, the turmoil in the equity markets has also scared off any companies from going public. Two months into 2016, we still haven’t seen a tech IPO. Even Nutanix – which filed its initial S-1 in late December – hasn’t updated its paperwork in the 10 weeks since then. The drought so far this year comes as corporate development executives in a 451 Research survey gave their lowest forecast for the number of tech IPOs since the credit crisis.

For more real-time information on tech M&A, follow us on Twitter @451TechMnA.

What is Charles Darwin doing at this year’s RSA Conference?

Brenon Daly

Contact: Brenon Daly

In addition to the Pollyanna marketers and go-getter executives that make up most of the attendees at the RSA Conference, there will also be a slightly more unsettling figure looming around the security industry’s marquee event: Charles Darwin. No, the long-dead scientist won’t be actually docking his ship, HMS Beagle, on the San Francisco waterfront to attend next week’s confab. But Darwin’s seminal theory about ‘natural selection’ is going to be one of the more visible – if unacknowledged – themes at this year’s RSA Conference. Bluntly put, some of the 500 companies and sponsors that help put on this year’s event won’t be around when RSA opens the doors on future conferences. (451 Research subscribers, see our full preview of this year’s RSA Conference.)

This isn’t to say that the RSA show floor is somehow going to turn into a killing ground. Rather than viewing it cinematographically, we view it clinically. The RSA Conference is nothing more than a petri dish of organisms that, until now, have had ideal conditions to evolve and reproduce. In the months leading up to this year’s gathering, however, those life-sustaining conditions have deteriorated to the point where some of the organisms will not survive. The weak will be ‘selected out’ – a process that in some ways is overdue in the crowded information security market.

We’re already seeing some of that pressure come through in infosec M&A. Consider the contrast between the two largest acquisitions by FireEye, which has served as a convenient bellwether for the next-generation infosec vendors. Two years ago, it spent almost $1bn, more than 10x trailing sales, for incident response firm Mandiant. Last month, it handed over just $200m upfront for iSIGHT Partners, valuing the threat intelligence specialist at half the multiple it paid for Mandiant. Further, according to our understanding, iSIGHT garnered only a slight uptick in valuation in its sale compared with its valuation in a funding round announced a year earlier. The return can still be boosted, provided iSIGHT hits the targets of a $75m earnout. But even including the additional kicker, it’s still a relatively modest exit for a company that as recently as last year had positioned itself in the IPO pipeline.

That bearishness might not come through on the RSA Conference show floor or even in the afterhours cocktail parties next week. But long after the booths are packed up and the drinks have stopped flowing, infosec startups will have to get back to business. And what they are likely to find is that business for the rest of the year is going to get a whole lot tougher as buyers and backers hold much more tightly onto their life-sustaining purchases and investments, respectively. To help adapt to that new environment, startups might be well served to tuck a copy of Darwin’s On the Origin of Species into their RSA Conference swag bag and look for some pointers on how to make it through the upcoming selection cycle in the infosec industry. See our full report.

CW infosec spend 2016

Now available: 451 Research’s 2016 M&A Outlook

Brenon Daly

Contact: Brenon Daly

Every year in our M&A Outlook, 451 Research looks ahead and highlights a number of the most significant trends that are expected to shape acquisition activity and valuations for key IT sectors in the coming year. All of the transaction data comes from 451 Research’s M&A KnowledgeBase , while the outlook and predictions for acquisition activity within the specific sectors come from extensive research and forecasts from the more than 100 analysts at 451 Research – who, collectively, will write about 4,500 reports this year on the strategy, innovation and financial events at the companies they cover. The 80-page report, which is our version of an M&A playbook, is now available for download.

In addition to highlighting many of the major trends in their sectors, 451 Research’s analysts also put specific names to the strategy by speculating on deals that could get printed this year. (Altogether, our 2016 M&A Outlook maps nearly 250 potential target candidates to broader themes, including 50 specific parings. Two of the companies we highlighted as attractive acquisition candidates have already been snapped up since we finished writing our forecasts.) In the same vein, our analysts also put forth almost 50 companies that we think are of a size and mind to go public in 2016, even as the IPO market remains a rather inhospitable place.

Similar to overall 451 Research coverage, the 2016 M&A Outlook covers activity from the datacenter all the way out to the device, not only offering insight on the technology developments in each of those sectors, but also bringing a financial consideration to the transactions. The 2016 M&A Outlook report opens with an overview of the tech M&A market, including activity of both corporate and financial acquirers, the valuations they are paying (and expect to pay) as well as what broad forces are likely to shape deals in the coming year. Following that, we feature specific reports from seven sectors: software; systems and storage; information security; enterprise mobility (including the Internet of Things); hosting and managed services; networking; and DCT and eco-efficient IT. Download the full 2016 M&A Outlook.MAO 2016 cover

Tech M&A Outlook webinar

Brenon Daly

Contact: Brenon Daly

With the world economy shuddering and global equity market sliding, 2016 is starting out in rough shape. That’s also crimping deal flow so far this year, with January spending on tech acquisitions just half the average monthly level from last year. To get a sense of what’s happening now in the M&A market and what we expect for the rest of the year, join us on Wednesday, February 3 at 1:00pm EST (10am PST) for our annual Tech M&A Outlook webinar. You can register here.

The hour-long webinar will start with a look back at the record-breaking year of 2015 to highlight some of the trends that helped push tech M&A spending to its highest level since the Internet bubble burst. What had buyers spending freely last year – including 83 transactions valued at more than $1bn – and what has happened to that confidence so far this year? That lack of confidence has also kept any startups from coming public so far in 2016, the first time that has happened since the credit crisis. What does the rest of the year look like for tech IPOs, and which companies might look to debut despite the inhospitable market?

Join the Tech M&A Outlook webinar for views from some of 451 Research’s 100+ analysts and what they expect to be driving deals in key sectors, including the Internet of Things, mobility and security. Register here.

For more real-time information on tech M&A, follow us on Twitter @451TechMnA.