Ariba ‘mines’ for its latest deal

Contact: Brenon Daly

After three years out of the market, Ariba returned to M&A on Thursday with the $150m purchase of Quadrem. Both the current deal and the previous one help bolster the supply-chain vendor’s offering in new markets. In the case of Procuri, which was acquired in September 2007, Ariba picked up a company that was targeting small businesses. With its latest transaction, Ariba adds an offering geared for corporate giants, specifically some of the largest mining companies on earth. It also gets further into markets outside the US.

Quadrem was founded 10 years ago, and is still majority owned by a quartet of multinational mining giants (BHP Billiton, Anglo American, Rio Tinto and Vale SA). While sales to mining companies accounted for essentially all of Quadrem’s revenue in its early days, the vendor diversified into other industries in recent years. Currently, mining generates about half of Quadrem’s revenue, with the other half coming from other industries such as oil and gas as well as manufacturing.

Under terms of the deal, Quadrem’s four principal companies have extra incentive to keep using Quadrem even after the sale to Ariba closes, which is expected by next March. The reason: Ariba has held back $25m in payment and will kick in another $25m to the four companies as long as they are still using the network three years from now. Ariba says it expects to pay out the full amount. (Morgan Stanley advised Ariba on its purchase.)

Assuming that Ariba does indeed hand over the full $150m, the transaction would value Quadrem a smidge above two times this year’s projected sales of about $70m. For its part, Ariba trades at more than twice that valuation. It currently garners a market cap of about $1.7bn, compared to projected sales for calendar 2010 of about $370m. Incidentally, since Ariba last announced an acquisition three years ago, its shares have basically doubled while the Nasdaq has flatlined.

A SaaS-y deal

Contact: Brenon Daly

Given the rich premium that Wall Street awards to on-demand software companies, it’s no wonder that vendors still hawking software licenses are looking to get into the business of selling software as a service (Saas). Of course, there are many obstacles in making that transition, ranging from internal (how to compensate sales staff) to external (how to communicate to investors). As a result, most old-line software companies offer only a tiny bit of their products on-demand, if they do at all.

The few vendors that have seriously tried to transition to the on-demand model have used both organic and inorganic approaches. Concur Technologies largely stayed in-house to create a ‘for rent’ version of its expense account software. (Wall Street has rewarded the company with an eye-popping valuation of 5.5x trailing 12-month revenue.) Meanwhile, Ariba more than doubled the on-demand portion of its business when it spent $101m for SaaS supply chain vendor Procuri in September 2007.

We mention all this as a (long-winded) way of saying that we don’t understand why Callidus Software didn’t take home on-demand vendor Centive, which had been on the block for some months. Callidus has been selling its sales compensation management products as a service for about three years, with on-demand shoppers accounting for one-third of its 180 total customers. A year ago, it acquired a small SaaS vendor, Compensation Technologies, for $8.3m to bolster its transition efforts. One source indicated that publicly traded Callidus was initially interested in smaller rival Centive, but didn’t follow through. Instead, last week Centive and its estimated $10m in revenue went to fellow startup Xactly Corp in an all-equity consolidation play. Callidus making a run at Xactly probably won’t happen, for reasons both personal and financial.

For starters, Xactly is too expensive for Callidus, a money-losing company that holds some $39m in cash. An equity deal is probably off the table, given Callidus’ paltry valuation. Its enterprise value is just $46m, less than half the $105m in sales it likely recorded in 2008. (Callidus reports fourth-quarter earnings on Tuesday.) Beyond the money, there’s also the complicating factor that most of Xactly’s executives used to work at Callidus before setting off on their own with an eye to knocking out their former employer with their on-demand model. If indeed the two sides do ever start talking, we might suggest that a family therapist be on hand, in addition to the bankers and lawyers.