Limelight lightens its load

Contact: Ben Kolada

In a move to streamline its operations, Limelight Networks is divesting its EyeWonder assets to DG FastChannel. Although the deal comes at a considerable discount – DG’s $66m all-cash offer is only slightly more than half the amount that Limelight paid in cash and stock for EyeWonder less than two years ago – it should help the ailing CDN vendor focus on its core business. It could even pave the way for a sale of Limelight.

As my colleague Jim Davis notes, Limelight’s original decision to buy EyeWonder appeared strategically sound. The idea was that EyeWonder would funnel new customers to the Limelight CDN. That could have worked, but a missed development target meant that ad agencies were taking business elsewhere this year. As a result, revenue for the acquired company essentially flatlined. When Limelight picked up EyeWonder in December 2009, the target generated some $35m in trailing sales. The outlook two years later isn’t much better. New owner DG FastChannel indicated that it expects revenue from the acquired property to max out at $37m this year.

Wall Street appears to back the asset sale. Following the announcement, shares of Limelight closed the day up nearly 6% on volume that was almost triple the monthly average. Although the company has lost half its market value this year, due in large part to flat revenue growth and third-quarter revenue guidance that came in below analysts’ expectations, an opportunistic acquirer could swoop in to scoop up the company. Following the slide in share price, Limelight is sporting a market cap of just $300m. Add in the more than $100m of cash in its coffers and little debt, and the company could be had for relatively cheap for an opportunistic buyer.

IncrediMail reaches deep for deal

Contact: Brenon Daly

Almost exactly a year after taking the top spot at IncrediMail, CEO Josef Mandelbaum has announced his first acquisition at the digital media company. And it’s a big one: IncrediMail, which had just $33m in cash in March, will spend $25m upfront and another possible $15m earnout to add startup Smilebox. IncrediMail will cover at least the first tranche of the payment from its own treasury when the deal closes later this year, but it may look to tap the credit market for the earnout.

The transaction represents a significant bet by the Israeli firm, which has a market cap of just $70m. According to IncrediMail’s forecast, Smilebox should add more than $15m to revenue next year to the vendor, which, organically, has only generated about $30m in sales in each of the past two years. (We should note, however, that those sales are highly profitable for IncrediMail. Its operating margin runs at roughly 40%.)

The fact that Mandelbaum is doing deals for IncrediMail shouldn’t come as much of a surprise. Before taking the top spot at the small public company, he ran the interactive division of American Greetings, where it built out the digital business of the card provider through a series of acquisitions. Among the deals Mandelbaum put together included the pickups of BlueMountain.com, PhotoWorks, Egreetings.com and Webshots. In fact, during his tenure at American Greetings, we understand that Mandelbaum may have even been interested in buying his current firm, IncrediMail.

Bolting onto the PE platform

Contact: Brenon Daly

One of the knock-on effects of private equity (PE) spending hitting its highest level in three years in 2010 has been the emergence of bolt-on deals in 2011. Consider the recent M&A activity at Emailvision, an SMB-focused email marketing vendor. The company had been listed on the Euronext, although, candidly, European investors didn’t really appreciate Emailvision’s SaaS delivery model. So rather than stick around as an unloved public company, the firm sold a nearly 70% stake last summer to PE shop Francisco Partners. The transaction valued the overall company at around $109m.

Fast-forward less than a year since selling a majority stake, and Emailvision has already done one small deal as well as a more recent acquisition that it could have never pulled off without the deep pockets of its PE patron. Earlier this month, Emailvision closed its $40m pickup of smartFOCUS, which had been listed on the London Stock Exchange. The transaction added more than $20m to Emailvision’s revenue, which we understand should hit about $110m this year. (That would be nearly twice the level it was before it went private, with M&A boosting an already healthy 40% organic growth rate.) And the vendor may not be done buying. We gather that Emailvision may well announce another deal before the end of the year.

Online coupon service providers a hot commodity

Contact: Brian Satterfield

With Groupon’s IPO looming on the horizon, the online coupon business model is attracting more attention than ever before. That’s also coming through in deal flow, with the number of transactions in the emerging sector having increased more than six-fold so far this year compared to last year. The main driver for these deals is the push by deal-a-day sites to buy their way into new markets, mostly overseas. (We’ve already noted how Groupon got an incredible value on its primary international purchase, Berlin-based CityDeal.)

Like the online coupon market itself, M&A in the sector is accelerating at a dizzying rate after a very recent start. As a proxy for the overall daily deal market, consider the almost unprecedented growth of Groupon: the Chicago-based company launched in November 2007, generated less than $1m in sales in 2008 but then posted sales of $30m in 2009 and more than $700m last year. In terms of acquisitions, we only tallied the first online coupon transaction in the sector in April 2010. That was one of just five acquisitions in the market that we recorded in the first half of 2010. In comparison, we’ve already had 29 online coupon acquisitions this year – a 500% increase.

Geographic expansion is the primary factor driving the robust growth in this sector, as more than half of the 43 total online coupon deals that we’ve seen appear to be driven by a push into new markets, both domestically and overseas. Groupon, which has been the buyer in nearly one-quarter of all online coupon transactions, exemplifies this trend, pocketing a total of 11 competitors overseas. Meanwhile, the company hasn’t made a single consolidation move in its home market. That’s not surprising, given that Groupon’s international operations, which account for the majority of its revenue, are growing faster and run at a higher margin than its US business.

Online coupon transactions

Period Deal volume
Q1-Q2, 2009 0
Q1-Q2, 2010 5
YTD 2011 29

Source: The 451 M&A KnowledgeBase

Heading toward an ‘Eloqua-ent’ IPO

Contact: Brenon Daly

A little more than a month after the strong IPO by a rival on-demand marketing vendor, Eloqua has taken its first significant step toward an offering of its own, according to market sources. We understand that the company has tapped J.P. Morgan Securities and Deutsche Bank Securities to lead the IPO, with a filing expected in a few weeks. Co-managers will be Pacific Crest Securities, JMP Securities and Needham & Co.

Eloqua has been positioning itself for an offering for the past few years, taking steps such as moving its headquarters from Canada to the Washington DC area, as well as hiring a raft of senior executives, most of whom have experience at public companies. Meanwhile, on the other side, Wall Street appears ready to buy off on marketing automation companies. At least the demand has been there for rival Responsys, which went public in late April and currently trades at a $750m valuation.

Responsys’ valuation works out to about 8 times 2010 sales and 6x 2011 sales at the on-demand company. Eloqua, which also sells its marketing automation software through a subscription model, is thought to be about half the size of Responsys. Assuming that Wall Street values the two rivals at a similar multiple, Eloqua could find itself valued at $350-400m when it hits the market later this year.

A valuable deal for Groupon

Contact: Brenon Daly

As it preps for its public debut, we note that Groupon, the coupon giant known for offering consumers deals up to 90% off, did a bit of smart bargain shopping of its own last summer as it made an important purchase to expand business in Europe. In May 2010, Groupon picked up Berlin-based CityDeal, a Groupon clone that’s posting growth that far outstrips the already astronomical rate at the acquiring company. CityDeal wasn’t even a year old when Groupon scooped it up, although it managed to generate approximately $450m in annualized revenue in 2010. For comparison, in its first year of existence, Groupon posted $30m in sales.

Groupon has since followed up the CityDeal acquisition with about a dozen other small deal-a-day sites across the globe. However, CityDeal remains the foundation for Groupon’s international operations, a business that is growing faster and has a higher gross margin than Groupon’s original operations in North America. Groupon now gets more revenue from outside its home country than from inside, which is an almost unheard of rate of internationalization for a three-year-old startup.

Given the contribution that CityDeal is making to Groupon’s financials, it’s worth remembering that Groupon only paid $125m in stock for the acquisition. Another way to look at it is that Groupon gave away about 10% of the equity of the company (roughly 41 million shares) for a company that now accounts for more than half its business. Of course, CityDeal’s owners took their payment in equity, so they will undoubtedly see their shares soar on the public market – far above the roughly $1bn valuation Groupon had when it acquired their company. (Valuations of around $20bn for Groupon on the public market are being kicked around right now.) As we think about that deal, it strikes us as a fitting structure for Groupon to use, in that the true value isn’t realized at the time of purchase, but at the point of redemption.

Demandware to test demand in public market?

Contact: Brenon Daly

After a pair of billion-dollar deals over the past half-year removed two old-line e-commerce vendors from the Nasdaq, an on-demand startup is rumored to be looking to replenish the ranks on the public market. Several sources have indicated that Demandware has picked underwriters and is set to file its IPO paperwork shortly, with Goldman Sachs & Co and Deutsche Bank Securities running the books. The filing, if it comes, would continue a trend of offerings by relatively small subscription-based companies. Demandware is expected to do about $40m in revenue in 2011.

Founded in 2004 and based near Boston, the company provides an e-commerce platform for more than 150 customers, including Barneys New York and The Jones Group. Demandware’s investors include local VC firms General Catalyst Partners and North Bridge Venture Partners.

The IPO for Demandware would come at a time of consolidation in the e-commerce industry, with big buyers paying big prices. Late last year, Oracle acquired Art Technology Group for $1bn, paying the highest price that ATG shares had seen since 2001. (ATG, which was founded in 1991, counted more than 1,000 customers.) And then earlier this year, eBay handed over $2.4bn for GSI Commerce. That stands as the largest Internet transaction since February 2008.

Another marketing maker heading to market?

Contact: Brenon Daly

Will Eloqua respond to Responsys? Does the rival on-demand marketing vendor perhaps have an IPO of its own planned? We couldn’t help but wonder that last Thursday as investors showed that they could hardly get enough of the Responsys offering, which priced above range and then tacked on another 28% in its first day of trading. The IPO created some $680m in market value for Responsys.

Responsys’ rather heady valuation (roughly 7x trailing sales and 5x projected sales) undoubtedly has to have generated more than a little interest from folks at Eloqua. And the company certainly has been taking steps in recent years that could indicate that it is eyeing the public market. For instance, three years ago it moved its headquarters from Canada to the Washington DC area while also hiring a raft of senior executives, most of whom have experience at public companies.

According to our understanding, Eloqua is a bit less than one-third the size of Responsys, which generated $94m in sales last year. Also, we gather that Eloqua lags a bit behind the 40% compound annual growth rate that Responsys has put up over the past half-decade. Still, the company offers a fairly compelling profile, with predictable subscription revenue flowing from its more than 800 customers. The strong debut from Responsys, plus the fact that shares of fellow on-demand marketer Constant Contact are trading around all-time highs, clearly suggest that Wall Street is in the market for marketing vendors.

A warm welcome on Wall Street

Contact: Brenon Daly

Against a backdrop that has the major stock market indexes at their highest level in about three years, investors have apparently signaled that they are ready to take a chance again on new issues. A pair of IPOs came to market Thursday at significantly higher-than-expected prices, and promptly surged in aftermarket trading. Collectively, the offerings for Responsys and 21Vianet raised a healthy $274m for the two companies.

In the hotter of the two IPOs, Chinese hosting company 21Vianet Group sold 13 million American Depository Shares at $15 each. (That raised $195m for the company, half again as much money as it originally planned to raise based on the midpoint of its initial range.) In the aftermarket, shares were changing hands at about $21 each. (We’ll have a full report on the company and its outlook in tonight’s Daily 451.)

Meanwhile, on-demand marketing software vendor Responsys also found a warm welcome on Wall Street. The offering, which we expected to be strong, raised $79m for Responsys. The company priced its 6.6-million-share offering at $12 each, roughly 30% above the midpoint of the initial range. Investors bid up the stock to about $15.50 in afternoon trading. With 44.1 million shares outstanding, Responsys garners a value of some $680m, slightly more than 7 times 2010 sales and almost 5x our projection for 2011 sales.

A responsible debut valuation for Responsys

Contact: Brenon Daly

Reversing a trend that has seen many of the major marketing software providers disappear inside larger players, Responsys is ready to step out onto the public market. The on-demand company, which filed its IPO paperwork just four months ago, plans to sell 6.6 million shares at $8.50-10 each. It is likely to begin trading Thursday. (See our full preview of the offering.)

At the high end of the range, Responsys would be valued at roughly $450m. That appears to be a fairly conservative valuation, at least when compared with recent acquisitions and even current trading multiples in the sector. We might suggest that Responsys – a company that’s solidly in the black and posting 40% growth – would garner a premium on its debut.

If it does indeed hit the market in the neighborhood of a half-billion dollars, Responsys will essentially match the exit prices over the past eight months of two of its main rivals. Last August, Unica got taken out by IBM for $523m (equity value), while Aprimo sold to Teradata for $525m in December. However, when we compare the three vendors, Responsys is growing at more than twice the rate of either of the two companies that went in a trade sale. (Aprimo had been on file to go public back in 2007, but the Credit Crisis scotched those plans.)

Despite the premium that we might expect for Responsys’ growth rate, the company is likely to start life on the Nasdaq at about 5.5 times trailing sales, roughly the midpoint of the valuations in the sales of Unica and Aprimo. Further, it would just match the current market valuation of Constant Contact, a low-end multichannel marketing firm that went public in October 2007.