Tag: M&A

Social gaming grows up

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Contact: Jarrett Streebin

Having already seen massive consolidation within the social games development industry, a related area is beginning to be consolidated: virtual goods. A subset of the social gaming industry, virtual goods are one way that developers make money from popular games. Google recently expanded into this market by buying Jambool. Although it’s the first purchase by a major player, there are bound to be more deals.

This isn’t Google’s first play in payments processing. The search giant stayed in-house back in 2006 when it rolled out Google Checkout. The only problem was that it was already years too late to unseat PayPal’s market dominance. Now, Google knows better than to get ‘PayPal-ed’ in the virtual goods market. With Jambool, Google obtains a social payments processor for social media games known as Social Gold. Although a relatively small player within the market, it has one of the most secure back ends in the business, with a Level 1 PCI security rating. This, along with the fact that it has support for a number of international currencies, makes it a very scalable service. Since Slide Inc, the social games developer recently acquired by Google, isn’t large enough on its own to warrant the purchase, it’s likely that Google will continue to expand the Social Gold offerings to meet outside demand. Additionally, Google may have more social gaming offerings coming that could use the product.

The virtual goods industry has been on shaky footing lately. Ever since Facebook announced Facebook Credits, which threatens to make all virtual goods companies obsolete on that platform, many of the companies have been scrambling to diversify away from the social media giant. As of yet, Facebook hasn’t made its Credits mandatory, so there’s still room for other players. But with RockYou, Playdom and Zynga all having signed exclusivity deals, it’s likely that we’ll soon see Facebook Credits used across the board.

One company that has diversified beyond Facebook is PlaySpan, which has a broad range of products that cover many areas of virtual goods monetization. The Santa Clara, California-based startup just received another $18m in funding, on top of approximately $20m. The firm could very well become the PayPal for virtual goods. If it does succeed in that, we wouldn’t at all be surprised to see PlaySpan also get picked up by eBay, which acquired PayPal in 2002. (We’ll have more in an upcoming Sector IQ on virtual goods.)

A bummer of a summer

Brenon Daly

Contact: Brenon Daly

Since we’re right at the midpoint of the third quarter, we thought we’d check up on recent deal flow. (For all of the pre-decimalization Wall Street traders out there, this means that 2010 is now five-eighths in the book.) When we ran the M&A numbers for Q3 so far, we found that it’s been a bummer of a summer for dealmakers: The number of transactions from July 1 to August 15 hit a six-year low.

For the six-week summer period so far this year, the number of deals totaled just 373 transactions, only a slight 3% decline from the recent low (386 deals during the same period in 2008) but a whopping 30% drop from the recent high (530 deals during the same period in 2006). Further, the scant spending in the period so far puts the full third quarter on track to hit just the low end of the range we’ve seen since the Credit Crisis erupted. And that’s coming after a post-recession M&A spending record notched in the second quarter. (See our full Q2 report.)

There are a number of reasons for the light activity. The stock market has been weak lately, with the recent slide leaving the Nasdaq underwater for the year. So far in August, the Nasdaq has registered seven down days compared to three days when it closed in positive territory. During that same period, the uncertainty in the market – as represented by the Chicago Board Options Exchange’s Volatility Index – has moved from the low-20s to the mid-20s. Risk and uncertainty tend to work against M&A, either by prolonging negotiations or killing deals altogether.

Mid-Q3 M&A totals

Period Deal volume Deal value
July 1-Aug. 15, 2010 373 $16.2bn
July 1-Aug. 15, 2009 403 $11.9bn
July 1-Aug. 15, 2008 386 $18bn
July 1-Aug. 15, 2007 427 $35.2bn
July 1-Aug. 15, 2006 530 $55.5bn
July 1-Aug. 15, 2005 383 $37.9bn
July 1-Aug. 15, 2004 244 $10bn

Source: The 451 M&A KnowledgeBase

NTT makes $3.2bn IT services play

Brenon Daly

Contact: John Abbott

Japanese telecommunications giant Nippon Telegraph and Telephone (NTT) has made a surprise offer for one of its existing partners, Dimension Data Holdings, an LSE- and Johannesburg Securities Exchange-listed IT services firm with roots in South Africa. This is an unusually large acquisition for a Japanese company, worth 120 pence per share, approximately £2.12bn ($3.2bn) in cash. That’s just over a 15 times EV/EBITDA multiple and 18x the closing share price before the announcement. (NTT has plenty of cash, with about $10bn on hand).

The Dimension Data board has recommended the offer and NTT has assurances from the directors and major shareholders Venfin DD Holdings and Allan Gray covering 52% of Dimension Data’s issued shares. The deal is expected to close by the end of October.

NTT cited the cloud computing opportunity as the main motivation behind the transaction. It brings to NTT specialist managed IT infrastructure and services capabilities that can now be rolled out on a global scale. NTT has its own managed network services, datacenters, system integration and mobile services, but Dimension Data adds to the development, operations and maintenance side of IT infrastructure, including network devices and servers running in customer sites. Geographically, NTT’s main strengths are in Asia, followed by Europe and the US; Dimension Data is strongest in Africa, the Middle East and Australia. NTT rival China Mobile has been making noises recently about investments in South Africa.

Dimension Data was founded in 1983 and listed on the JSE four years later. A series of acquisitions, including that of Plessey South Africa in 1998 and the European networking business of Comparex Holdings in 1999, helped it grow to over $2bn in revenue by 2003. (The deals have continued, with eight listed in The 451 M&A KnowledgeBase since 2004). At the end of fiscal 2009, revenue hit nearly $4bn and net profit was $135m. The company has 11,500 employees and more than 6,000 clients. JPMorgan Cazenove advised on the transaction for Dimension Data and Morgan Stanley for NTT.

Hardly a firecracker start to July M&A

Brenon Daly

Contact:  Brenon Daly

Just looking at the high-profile names that have been buyers so far this month, an observer could be forgiven for just assuming that we’re automatically going to top the record level of spending that we tallied for the second quarter. ADP, Facebook, EMC, IBM and Dell (among others) have all announced acquisitions in July, the first month of the third quarter. So M&A is back, right?

Maybe not. Although it’s still early (very early) in the third quarter, we don’t necessarily expect spending in the current quarter to eclipse the second-quarter level. In the April-June period, the value of transactions hit $62bn, more than 10% higher than any quarterly total we’ve seen since the Credit Crisis erupted two years ago. For the third quarter, we wouldn’t at all be surprised to see M&A spending slip back somewhere in the band of $30-50bn in quarterly deal flow that we’ve seen over the past two years.

Nearly halfway through July, we’re tracking to the lowest spending level in the past four months. In fact, July is shaping up to be 30-40% lower than the monthly totals from March to June. Granted, the start to July – with the long Independence Day weekend, not to mention the distraction of the World Cup – may not be representative for the full month. But it’s certainly an early indicator worth following. We’ll be looking at the current M&A market and what the rest of 2010 might hold for dealmakers in a special midyear webinar. Click here to register.

2010 activity, monthly

Month Deal volume Deal value
January 296 $5bn
February 278 $8.3bn
March 273 $17bn
April 252 $21.1bn
May 271 $20.3bn
June 260 $22.5bn

In the dark on Big Blue’s buys

Brenon Daly

Contact: Brenon Daly

At the risk of stepping into a Kantian dialectic on ‘materiality,’ we can’t help but comment on the fact that when IBM does a deal – even a semi-large deal – mum’s the word. So far this year, Big Blue has picked up two companies that were large enough to consider going public at some point, with each acquisition costing the company around $400m in cash (according to our estimates). Yet in both the purchase of Initiate Systems and BigFix, IBM declined to disclose the price.

Viewed from the Big Blue side, it’s understandable that a startup like Initiate or BigFix, both of which were generating less than $100m in sales, is hardly a significant addition to a tech giant that’s going to post about $100bn in sales this year. Further, even though $400m sounds like a lot of money to most of us, we have to remember that IBM generates that much in cash roughly every two weeks. So, the thinking goes, Big Blue is well within its rights to not disclose ‘immaterial’ transactions. (That’s a view shared by Apple, for instance, which we have taken to task in the past for being run more like a private fiefdom than a public company.)

However, as is often the case in arguments based on relativism, there’s a distinct lack of accountability in it. After all, IBM is spending other people’s money. Shareholders own the company and, at least theoretically, the executives and management at the company – including all those who had a hand in the deals – work for shareholders.

Not to get overly sanctimonious about it, but in deals like Initiate and BigFix, IBM’s true owners are in the dark about how their employees are spending their money. And we’re not talking about dipping into the petty cash jar, but emptying hundreds of millions of dollars from the corporate treasury. That seems to us to be a fairly significant event.

Big is back in Q2 M&A

Brenon Daly

Contact: Brenon Daly

Spending on tech M&A in the second quarter surged to the highest quarterly rate since the Credit Crisis erupted, driven by a return of some of the largest technology buyers. Overall, deal makers announced 773 transactions, with a total value of $62bn. The Q2 total, which represented a doubling of spending from the first three months of the year, topped the previous record in the ‘new normal’ environment by slightly more than 10%.

Fittingly for a new record, big tech names have figured prominently in M&A since April. For instance, SAP announced the largest transaction in the software industry in more than two years when it reached for Sybase in May, spending $6.1bn. Also in May, IBM put together its largest deal in two and a half years, paying $1.4bn for Sterling Commerce. Even telcos got into the act, with a pair of transactions valued at more than $10bn each in the second quarter.

Overall, four of the five largest acquisitions of the year were announced in the second quarter. That helped push the number of deals valued at $1bn or more announced in the second quarter to twice as many as the first quarter (14 transactions vs. 7). It’s also worth noting that with 21 10-digit transactions already announced in 2010, the full-year number of big-ticket purchases is almost certain to exceed the 33 deals valued at $1bn or more in both 2008 and 2009.

Recent quarterly deal flow

Period Deal volume Deal value
Q2 2010 773 $62bn
Q1 2010 847 $30bn
Q4 2009 818 $55bn
Q3 2009 758 $38bn
Q2 2009 777 $49bn
Q1 2009 622 $10bn
Q4 2008 724 $38bn
Q3 2008 733 $32bn

Source: The 451 M&A KnowledgeBase

Tech M&A in Q2: A clear record, but cloudy outlook

Brenon Daly

Contact: Brenon Daly

At the beginning of June, we noted that spending on tech deals in the second quarter was tracking to hit its highest quarterly level since the Credit Crisis erupted two years ago. And with the second quarter set to end later today, the period will indeed set a record, thanks largely to the return of big buyers. On a preliminary basis, we tallied $62bn worth of transactions in the April-June period. That’s basically 10% higher than the previous record, and fully twice the spending that we saw in the first three months of the year.

The new spending record – at least it’s a record in the world of the ‘new normal’ – comes despite some ominous growls from a bear market. The Nasdaq shed 10% of its value in the second quarter, finishing both May and June solidly in the red. For the past six weeks, the index has basically been lower than where it started the year.

Despite a long-standing correlation between the equity markets and M&A, spending on deals has picked up as the Nasdaq has dipped. However, where the correlation has stayed true is in the number of transactions. Activity has slowed virtually each month of the year, hitting its lowest level for 2010 in June. In fact, the monthly totals for each of the three months of the second quarter were lower than the lowest monthly total in the first quarter.

2010 activity, monthly

Month Nasdaq return Deal volume Deal value
January (5%) 296 $5bn
February 4% 278 $8.3bn
March 8% 273 $17bn
April 2% 252 $21.1bn
May (8%) 269 $19.7bn
June (5%) 249 $21.2bn

Source: The 451 M&A KnowledgeBase

Securing a busy time for M&A

Brenon Daly

Contact: Brenon Daly

Overall M&A is nowhere near the level it was in the boom days of 2007, but there is one sector where deal makers are actually more active than ever: IT security. So far this year, we’ve tallied 45 security acquisitions with an aggregate deal value of some $5.4bn. That is substantially higher than the same period in the previous two years, when the recession knocked M&A into a tailspin.

This year’s level of security M&A is even higher than the $3.7bn spent on 44 deals that we recorded in the same period in 2007, which was a record year for tech acquisitions. The activity in the sector stands out even more when we consider that, overall, deal makers have spent a total of just $80bn on transactions across all sectors so far this year – just one-third the level of spending at this point in 2007.

Perhaps the single biggest reason for the jump in spending so far this year has been the return to the market of Symantec. On its own, Big Yellow accounts for about one-third of the total shopping bill in the sector, having announced four deals valued at nearly $1.7bn in 2010. Included in that quartet of purchases is the pick-up of the identity and authentication business from VeriSign, which was Symantec’s largest single transaction since its misguided purchase of storage company Veritas Software in December 2004. It also announced a pair of deals for encryption vendors in a single day in April.

The other security deal this year we’d highlight is the planned take-private of SonicWALL. With an equity value of $717m, that’s the largest security LBO we’ve seen in some time. (For comparison, a year ago, the same buyout shop, Thoma Bravo, took digital identity firm Entrust private in a deal valued at just $124m.) Add in other smaller deals by McAfee, EMC, Oracle and Check Point Software, and the security M&A market has been busy this year. Given the strength of the sector and the broad base of buyers, we expect activity to remain brisk for the rest of 2010.

Security M&A

Period Deal volume Deal value
Jan. 1 – June 14, 2010 45 $5.4bn
Jan. 1 – June 14, 2009 33 $381m
Jan. 1 – June 14, 2008 35 $648m
Jan. 1 – June 14, 2007 44 $3.7bn

Source: The 451 M&A KnowledgeBase

HTC bids on mobile ads

Contact: Jarrett Streebin

In the shadow cast by Apple’s iPhone 4 release, HTC’s purchase of Paris-based Abaxiaon Monday went largely unnoticed. Granted, it was a small deal, costing HTC just $13m. But it has the potential to be a big deal, since it bolsters HTC’s offering in the emerging mobile advertising market.

Abaxia, which has worked with HTC since 2001, offers a cross-platform UI for idle screens. HTC already has a UI called the HTC Sense that sits on top of Google’s Android OS. The Taiwanese device vendor has incorporated its own custom applications and some MDM capabilities into Sense. While similar, Abaxia offers a platform for pushing mobile advertising to idle screens. This acquisition provides HTC a modest entry into an area that Apple has already staked out with its iAd product.

Although HTC entered the North American and European markets as a white-label device for carriers, its advanced devices and early support for Android have boosted the value of its brand. Customers have been snapping up the phones, with both Verizon and Sprint reporting they have sold out of some HTC devices. The Droid Incredible and EVO 4G are the strongest competition to Apple’s iPhone 4, which means they are also comparable ad delivery platforms. Now that HTC has proved it can compete with Apple devices, it’s time to take on Apple’s iAd.

The deepening discount on DivX

Brenon Daly

Contact: Brenon Daly

A week ago, Sonic Solutions announced that it was making its largest-ever acquisition: the $325m cash-and-stock purchase of DivX. While that pending transaction remains the biggest deal that the digital media management vendor has ever considered, it is getting smaller virtually every day. Because of the decline in shares of Sonic Solutions, the price tag for DivX has been trimmed by about $50m, or 15%.

Under terms, Sonic Solutions will hand over $3.75 in cash and about half a share (0.514) for each share of DivX. The cash portion is fixed, so DivX shareholders stand to pocket about $125m from that. On the other hand, the value of the stock component of the proposed transaction varies from day to day, depending on the price of shares of Sonic Solutions.

On the day before Sonic Solutions announced the acquisition, the company’s stock closed at $11.83. Based on that price, DivX shareholders stood to pocket about $200m of equity consideration ($11.83 x 0.514 = $6.18/share x 33 million DivX shares = $200m). With its stock finishing trading Monday at $8.83, the total value of the equity that Sonic Solutions will hand over to DivX shareholders has dropped to $150m. So altogether, the consideration for DivX is about $275m. But the value is headed even lower. On Tuesday, Sonic Solutions shares closed lower — the fifth straight decline since announcing the acquisition.