2010 Software Industry Equity Report

SOFTWARE INDUSTRY EQUITY REPORT

2010 Annual

ABOUT OUR FIRM Software Equity Group is an investment bank and M&A advisory serving the software and technology sectors. Founded in 1992, our firm has guided and advised companies on five continents, including privately-held software and technology companies in the United States, Canada, Europe, Asia Pacific, Africa and Israel. We have represented public companies listed on the NASDAQ, NYSE, American, Toronto, London and Euronext exchanges. Software Equity Group also advises several of the world's leading private equity firms. We are ranked among the top ten investment banks worldwide for application software mergers and acquisitions. Our value proposition is unique and compelling. We are skilled and accomplished investment bankers with extraordinary software, internet and technology domain expertise. Our industry knowledge and experience span virtually every software product category, technology, market and delivery model, including Software-as-a Service (SaaS), software on-demand and perpetual license. We have profound understanding of software company finances, operations and valuation. We monitor and analyze every publicly disclosed software M&A transaction, as well as the market, economy and technology trends that impact these deals. We're formidable negotiators and savvy dealmakers who facilitate strategic combinations that enhance shareholder value. Perhaps most important are the relationships we've built and the industry reputation we enjoy. Software Equity Group is known and respected by publicly traded and privately owned software and technology companies worldwide, and we speak with them often. Our Quarterly and Annual Software Industry Equity Reports are read and relied upon by more than eighteen thousand industry executives, entrepreneurs and equity investors in sixty-one countries, and we have been quoted widely in such leading publications as The Wall Street Journal, Barrons, Information Week, The Daily Deal, The Street.com, U.S. News & World Report, Reuters, Mergers & Acquisitions, USA Today, Arizona Republic, Detroit Free Press, Entrepreneur Magazine, Softletter, Software Success, Software CEO Online and Software Business Magazine. Software Equity Group’s senior bankers have keynoted and spoken at more than one hundred software industry conferences and seminars, including Software Business, SoftExpo, Culpepper, VAR Conference, ACETECH, and the Arizona, Colorado, Chicago, Southern California, Denver, San Diego, Washington State and Boulder Software Associations.

Software Equity Group, LLC 12220 El Camino Real, Suite 320

San Diego, CA 92130 www.softwareequity.com

p: (858) 509-2800 f: (858) 509-2818

http://www.softwareequity.com/index.aspx

This Report may not be reproduced in whole or in part without the expressed prior written authorization of Software Equity Group, L.L.C. Software Equity Group registers each Report with the U.S. Copyright Office and vigorously enforces its intellectual property rights.

Copyright © 2011 Software Equity Group, L.L.C., All Rights Reserved

2010 Software Industry Equity Report Contents

U.S. ECONOMY: SOFTWARE INDUSTRY MACROECONOMICS ........................................................................ 1

IT SPENDING ............................................................................................................................................................ 2

PUBLIC SOFTWARE COMPANY STOCK PERFORMANCE .................................................................................. 3

PUBLIC SOFTWARE COMPANY MARKET VALUATIONS ..................................................................................... 4

PUBLIC SOFTWARE COMPANY FINANCIAL PERFORMANCE ............................................................................ 7

PUBLIC SOFTWARE COMPANY PERFORMANCE BY PRODUCT CATEGORY .................................................. 8

PUBLIC SOFTWARE AS A SERVICE (SAAS) COMPANY MARKET VALUATIONS ............................................ 11

PUBLIC SOFTWARE AS A SERVICE (SAAS) FINANCIAL PERFORMANCE ...................................................... 12

PUBLIC INTERNET COMPANY MARKET VALUATIONS AND FINANCIAL PERFORMANCE ............................ 14

VENTURE CAPITAL INVESTMENT ....................................................................................................................... 18

THE BUYERS SPEAK: SOFTWARE EQUITY GROUP’S 2011 M&A SURVEY .................................................... 21

MERGERS AND ACQUISITIONS: THE NUMBERS ............................................................................................... 24

M&A DEAL VOLUME AND SPENDING: ALL INDUSTRY SECTORS ................................................................................. 24 SOFTWARE M&A DEAL VOLUME AND SPENDING ...................................................................................................... 25 SOFTWARE M&A DEAL CURRENCY ......................................................................................................................... 26 PRIVATE VS. PUBLIC BUYERS .................................................................................................................................. 27 SOFTWARE M&A VALUATIONS ................................................................................................................................ 28 M&A EXIT VALUATIONS BY SOFTWARE CATEGORY .................................................................................................. 30 SAAS M&A TRANSACTIONS .................................................................................................................................... 32 INTERNET M&A TRANSACTIONS ............................................................................................................................. 33

APPENDIX A: 2010 PUBLIC MARKET VALUATIONS AND STATISTICS BY PRODUCT CATEGORY .............. 35

APPENDIX B: 2010 MERGERS AND ACQUISITIONS, SELECT PUBLIC SELLER VALUATIONS ..................... 38

APPENDIX C: 2010 MERGERS AND ACQUISITIONS, MOST ACTIVE BUYERS ............................................... 39

APPENDIX D: 2010 MERGERS AND ACQUISITIONS, SELECT SOFTWARE INDUSTRY MEGA-DEALS ........ 46

APPENDIX E: 2010 MERGERS AND ACQUISITIONS, SELECT SOFTWARE-AS-A-SERVICE SELLERS ........ 47

APPENDIX F: 2010 MERGERS AND ACQUISITIONS – DEAL INSIGHT ............................................................. 50

APPENDIX G: SELECT 2010 SOFTWARE INDUSTRY MERGERS AND ACQUISITIONS .................................. 60

APPENDIX H: SELECT 2010 CORPORATE ANNOUNCEMENTS – SEEKING SOFTWARE ACQUISITIONS ... 76

2010 Annual Report: Executive Summary www.softwareequity.com

2010 Annual Software Industry Equity Report Index of Figures

Figure 1: U.S. Gross Domestic Product and Unemployment Rate Figure 2: CTO Tech Spending Priorities (Highest Rankings at Top) Figure 3: Major Market Indices Compared to the SEG Software, Internet and SaaS Indices Figure 4: High Flyers – 2010 Stock Market Return Figures 5 and 6: SEG Software Index Key Statistics – Annually and Quarterly Figure 7: SEG Software Index Historical EV/EBITDA and Median EBITDA Figures 8 and 9: EV/Revenue Multiple vs. TTM Revenue Growth Rate and EBITDA Margin Figure 10: High Flyers – Enterprise Value/Revenue Figure 11: SEG Software Valuation and Financial Performance by Size of Buyer (TTM Revenue) Figure 12: SEG SW Index R&D Expense as % of Total Revenue Figure 13: Expected vs. Delivered Revenue and EPS Results (as of December 31) Figure 14: SEG Software Index Companies with over $1 billion of Cash (as of December 31) Figure 15: SEG Software Index Median Metrics by Product Category Figure 16: SEG Software Index Median Q410 EV/Revenue Multiple by Product Category Figures 17 and 18: SEG SaaS Index Key Statistics Annually and Quarterly Figure 19: 4Q10 SEG SaaS TTM Revenue vs. EV/Revenue Multiple Figure 20: SEG Software and SEG SaaS Historical EV/Revenue Multiples Figure 21: SEG SaaS Historical Financial Performance vs. EV/Revenue Figure 22: Public SaaS Companies Figure 23: Public SaaS 4Q10 Median Financial Performance vs. Median EV/Revenue Multiple Figures 24 and 25: SEG Internet Index Key Statistics Annually and Quarterly Figure 26: 2010 SEG Software, SaaS and Internet Median EV/Revenue Multiple Distributions Figure 27: SEG Software, SaaS and Internet Historical Gross Margins Figure 28: SEG Internet Index Median Metrics by Product Category Figure 29: 2010 U.S. Software and Internet IPOs Figure 30: U.S. Software and Internet IPO Pipeline Figure 31: U.S. Venture Capital Investments and Total Dollars Invested Across all Industries Figures 32 and 33: Aggregate VC Investments and Total Dollars Invested by Company Stage Figures 34 and 35: Aggregate VC Investments and Total Dollars Invested by Product Category Figure 36: U.S. Mergers and Acquisition Activity Figures 37 and 38: Annual U.S. Software Sector M&A Activity and Dollars Spent Figures 39 & 40: Quarterly U.S. Software Sector M&A Activity and Dollars Spent Figure 41: Software M&A Deal Currency Figure 42: Public vs. Private Software M&A Buyers and Sellers Figure 43: Annual Median Software M&A Valuation as a Multiple of Revenue Figure 44: Quarterly Software M&A Valuation as a Multiple of Revenue Figure 45: Median Public Software Company Seller Valuation as a Multiple of EBITDA Figure 46: 2010 Median Multiples – Segmentation (Enterprise Value/Revenue) Figure 47: 2010 Horizontal vs. Vertical Sellers Figure 48: Horizontal vs. Vertical M&A Multiples Figure 49: Software M&A by Product Category Figure 50: Software M&A by Product Category Figure 51: Quarterly Internet M&A by Category Figure 52: 2010 Internet M&A by Category Figure 53: 2010 Internet Consolidators

Software Equity Group, L.L.C. Investment Banking / Mergers & Acquisitions

1| 2010 ANNUAL SOFTWARE INDUSTRY EQUITY REPORT www.softwareequity.com


U.S. ECONOMY: SOFTWARE INDUSTRY MACROECONOMICS We begin our review of 2010, as always, with a brief synopsis of U.S. Gross Domestic Product (GDP) behavior over the course of the year. GDP is best defined as the total market value of all final goods and services produced in a country in a given year, equal to total consumer, investment and government spending, plus the value of exports, minus the value of imports. When we published our 2009 Annual Report a year ago in January 2010, 4Q09 GDP was forecast to rise 5.7%. While the actual increase of 5.0%, equating to $46 billion, fell a bit short, it nonetheless encouraged a good many to believe GDP growth at and above that level was sustainable in 2010 (Figure 1). They were quickly disappointed, as GDP growth on an annualized basis declined to 3.7% in 1Q10. Whatever optimism remained soon faded, as the economy registered 1.7% annualized growth in 2Q10, and the Bureau of Economic Analysis (BEA) forecast another disappointing 1.7% gain for 3Q10 as well. By that time, some economic pundits began warning of a double dip recession, citing stubbornly high unemployment, continuing housing woes and a distinct lack of consumer confidence which foreshadowed disappointing retail sales in the all-important fourth quarter. Some of those worries eased when the BEA announced 2.6% GDP growth in 3Q10. With consumer spending over the 2010 holiday season growing 5.5%, the Bureau of Economic Analysis

(BEA) is predicting GDP will improve again in 4Q10, rising a modest 3.2% (Figure 1). As for 2011, economists surveyed by Bloomberg in August 2010 estimated the GDP growth rate would be 2.5% in 2011, and in September 2010 economists at Goldman Sachs lowered their 2011 forecast of U.S. GDP growth to 1.9%. But in December, thanks to a white Christmas and some updraft from stimulus spending, PIMCO and Goldman Sachs upped their 2011 U.S. GDP growth forecasts to 3.5% and 3.4%, respectively. A bit more cautious, the Fed estimated in November 2010 GDP growth in 2011 would be 3.0% to 3.6%. The latest, more optimistic forecasts seem credible in light of recently released economic data. The U.S. Conference Board’s Leading Economic Index (LEI) increased 0.4% in October, 1.1% in November and 1.0% in December, marking the fourth consecutive month of LEI growth after a brief pause in the second quarter of 2010. The Index is now roughly 8% higher than its July 2007 peak. Looking a bit closer at the Conference Board’s LEI, six of ten indicators increased in December. The positive contributors, beginning with the largest positive contributor, were building permits, interest rate spread, average weekly initial claims, stock prices, index of consumer expectations and

Figure 1: U.S. Gross Domestic Product and Unemployment Rate

2.5% 3.0%2.6%

3.9%

1.3%

4.8%

2.7%

1.1%

2.1%

1.2%

3.2%3.6%

2.1%

-0.7%

1.5%

-2.7%

-5.4%

-6.4%

-0.7%

2.2%

5.0%

3.7%

1.7%

2.6%

3.2%

-8%

-6%

-4%

-2%

0%

2%

4%

6%

8%

10%

4Q04 4Q05 4Q06 4Q07 4Q08 4Q09 4Q10

GDP % Growth Unemployment Rate




manufacturers’ new orders of nondefense capital goods. The negative contributors were the index of supplier deliveries and manufacturers’ new orders for consumer goods and materials. The average weekly manufacturing hours and real money supply held steady in December. It seems the modest improvement in GDP growth had a modest impact on unemployment. The U.S. unemployment rate was 9.4% as 2010 ended, still disturbingly high, but an improvement over the 2010 peak of 9.7% in 1Q10 (Figure 1). Nonfarm payroll employment increased by 103,000 jobs in December, with leisure, healthcare and hospitality adding jobs, while other industries saw little change. While no cause for celebration, serious job cutting appears to have subsided, and we believe 2011 will see continued improvement. IT SPENDING As a reminder, SEG considers enterprise IT spending to be one of the most important bellwethers of downstream public software company financial performance and M&A activity. Our readers will recall that large enterprises cut back sharply on spending for software, hardware and IT services in 2009 during the economic downturn. After IT spending increases of 9% in 2007 and 6% in 2008, IT capital spending declined by more than 10% in 2009. The spending cut had an almost immediate and traumatic impact on public software company revenue. To provide some perspective, we estimate every percentage increase/decrease in IT spending equates to approximately $5 billion. Enterprise customers loosened their purse strings a bit and domestic IT capital spending grew 7% – 8% in 2010 according to IT Spending Surveys conducted by Goldman Sachs, Gartner and others. A good deal of that was holdover spending from 2009 when many enterprises implemented IT spending freezes. The majority of 2010’s IT capital dollars were focused on infrastructure, IT expense reduction and productivity enhancements, including server virtualization, desktop virtualization, network storage and security. For 2011, most economists are projecting roughly

5% - 7% growth in domestic IT capital spending, not quite up to par with 2010, but that could change if the U.S. economy improves beyond current forecasts. It appears most of 2011’s IT capital spending will remain focused on infrastructure, as enterprise CIOs seek to further enhance their IT ROI. Indeed, infrastructure IT categories constitute eight of the top ten IT spending priorities for enterprise CIOs, according to the latest Goldman Sachs Survey (Figure 2). Despite the focus on infrastructure, SaaS applications are finally getting some respect form enterprise CIOs. SaaS applications ranked 4th highest among all product categories in the Goldman Sachs Spending Survey, while spending for on-premise enterprise applications ranked 18th. In fact, 25% of CTOs said they would increase spending on SaaS applications, compared with only 6% planning to spend more on internally hosted applications.

Data Source: Goldman Sachs January 2011 IT Spending Survey The latest IT spending surveys underscore how CTOs are continuing to gain comfort with SaaS deployed applications. Tight budgets and lower entry costs have helped, and concerns about security have dissipated somewhat. Of the CTOs surveyed, 55% were using some form of cloud computing today and 90% expected to be in the cloud within three years. Historically, enterprise

Figure 2: CTO Tech Spending Priorities (Highest Rankings at Top) • Server virtualization• PC hardware• Business intelligence/analytics• SaaS• Desktop virtualization• IT operations management software• Public cloud computing services• Storage• Security software/appliances• Server hardware• Social/collaboration applications• Wireless LAN• TelePresence• Network switching• Application acceleration/WAN optimization• Unified communications• Smartphones• On‐premise enterprise applications• Application delivery controllers/load balancers




SaaS spending has been focused on less mission critical applications such as CRM and workforce management, and more recently on discrete, functionally specific SaaS applications such as expense management and supply chain/extranet collaboration. While the jury is still out about whether large numbers of enterprises will entrust mission critical tasks and data to third party hosts, there is now little doubt that cloud computing will consume a considerably larger share of the enterprise IT budget in the coming years. There’s another bright spot on the IT spending horizon. Gartner’s head of research, Peter Sondergaard, said recently, “Emerging economies continue to be the locomotive of enterprise IT spending, substantially outpacing developed economies.” Goldman Sach’s echoed this sentiment, forecasting 10% international IT spending growth in 2011. What does that mean for private software company sellers that may be contemplating exit in the next three to five years? Smaller (<$50 million revenue) companies that have been very cautious about aggressively pursuing international business, setting up overseas sales offices and signing foreign distributors because of risk, cost and distraction may now be well advised to look

beyond North America for incremental growth. Reputable distributors with proven track records in carefully targeted international territories are a good place to start. PUBLIC SOFTWARE COMPANY STOCK PERFORMANCE The major U.S. stock market indices waxed and waned through most of the first three quarters of 2010, moving in and out of negative territory three times, reflecting continuing uncertainty and investor fears about the sustainability of the economic recovery, stubbornly high unemployment, the huge federal deficit and continuing economic woes in the European Union. However, late in the third quarter and throughout the fourth quarter, forecasts of sharply higher consumer spending in the holiday season and a stream of favorable earnings announcements buoyed investor confidence and drove up stock prices. The Dow, S&P 500 and NASDAQ closed the year up 11.0%, 12.8% and 16.9%, respectively, from the first trading day of 2010 (Figure 3). The SEG Software Index, our tracking survey of 161 publicly traded software companies, consistently outperformed the major stock market indices in

-20.0%

-10.0%

0.0%

10.0%

20.0%

30.0%

40.0%

50.0%

Jan Feb Mar Apr May Jun Jul Aug Sep Oct Nov Dec

DOW S&P 500 NASDAQ SEG SaaS Index SEG S/W Index SEG Internet Index

Figure 3: Major Market Indices Compared to the SEG Software, Internet and SaaS Indices




2010. As of December 31, the median stock price of the SEG Software Index reflected a 22.0% gain over its January 4 opening price. Investors, it seems, continued to resonate with the software industry’s downside buffer - the ability to sustain and grow healthy operating margins despite lackluster revenue growth, but also were willing to place more upside bets on the software industry’s ability to quickly capitalize on material improvement in the GDP growth rate. Another factor was likely at play, as well. The financial and stock perfomance of some, whetted the appetities of many. Apple’s stellar iPad and IPhone successes, the astronomical private stock valuations of Facebook, Groupon, Twitter and LinkedIn, and the rapid growth and expansion of large public firms such as Google, Amazon and Netflix created an updraft that lifted the stock prices and EV/Rev valuations of many other public software and technology companies. As a result, 179 out of the 238 (75.2%) public companies comprising our Software, SaaS and Internet indices reported higher year-to-date (YTD) stock prices at the close of 2010. Ten achieved YTD market returns greater than 145% (Figure 4).

PUBLIC SOFTWARE COMPANY MARKET VALUATIONS The median enterprise value to revenue (EV/Revenue) multiple for all public companies comprising our SEG Software Index was 2.3x in 2010, virtually the same as 2007’s EV/Revenue multiple, and a major improvement over 2009’s

median EV/Revenue multiple of 1.6x. Even more encouraging, the median EV/Revenue multiple reached 2.6x in 4Q10, the highest since 4Q07. The median valuation of the SEG Software Index has been at or above 2.0x for five consecutive quarters, the first time that’s occurred since 1Q07 – 1Q08 (Figures 5 and 6).

During the first three quarters of 2010, risk adverse investors continued to favor the largest (annual revenue) public software companies over their much smaller counterparts. For example, in 3Q10, SEG Software Index companies with revenues greater than $1 billion posted a median EV/Revenue multiple of 2.9x, compared to a median multiple of 2.2x for companies with revenues between $100 million and $200 million. In Q4, however, concerns about the economy eased, tech sector success stories abounded,

Company Ticker Category2010 Stock Return

BSQUARE Corporation BSQR Development Tools, Operating Systems &

Application Testing Software 250%

Travelzoo, Inc. TZOO Internet - eCommerce & Portals 237%OpenTable OPEN Internet - eCommerce & Portals 177%Magic Software Enterprises Ltd. MGIC Development Tools, Operating Systems &

Application Testing Software 170%

MIND C.T.I. Ltd. MNDO Billing & Service Management 169%InsWeb Corp. INSW Internet - eCommerce & Portals 152%Zix Corporation ZIXI Security 150%Radware Ltd. RDWR Networking & Connectivity 148%F5 Networks, Inc. FFIV Networking & Connectivity 146%

Support.com, Inc. SPRT Storage & Systems Management Software 145%

2010 High Flyers - Stock Market Return

Figure 4: High Flyers – 2010 Stock Market Return

Figures 5 and 6: SEG Software Index Key Statistics – Annually and Quarterly

Measure 2008 2009 2010EV/Revenue 1.9x 1.6x 2.3xEV/EBITDA 12.0x 9.9x 12.4xEV/Earnings 19.5x 19.2x 27.0xCurrent Ratio 1.9 1.9 2.0Cash & Eq ($M) $72.2 $80.3 $92.6Gross Profit Margin 67.8% 67.5% 68.6%EBITDA Margin 14.3% 16.7% 17.4%Net Income Margin 7.4% 6.9% 7.3%TTM Revenue Growth 14.0% 5.0% 4.5%TTM Total Revenue ($M) $202.9 $240.2 $239.8TTM Total EBITDA ($M) $27.1 $34.6 $35.6Debt / Equity Ratio 26.3% 26.6% 25.0%

SEG - Software: Median Metrics

Measure 4Q09 1Q10 2Q10 3Q10 4Q10EV/Revenue 2.0x 2.2x 2.2x 2.1x 2.6xEV/EBITDA 12.9x 13.1x 12.0x 11.6x 13.6xEV/Earnings 27.2x 27.4x 25.6x 23.7x 26.3xCurrent Ratio 2.0 2.0 2.0 2.0 2.0Cash & Eq ($M) $89.1 $94.6 $98.7 $101.3 $101.6Gross Profit Margin 68.4% 68.6% 69.0% 69.0% 68.6%EBITDA Margin 16.3% 16.9% 16.6% 17.6% 17.8%Net Income Margin 5.9% 7.3% 8.5% 8.2% 7.9%TTM Revenue Growth -1.6% -0.1% 1.0% 4.4% 8.2%TTM Total Revenue ($M) $239.2 $239.0 $232.7 $228.0 $226.8TTM Total EBITDA ($M) $32.2 $36.4 $35.4 $36.8 $35.2Debt / Equity Ratio 25.5% 26.6% 21.6% 23.2% 25.4%

SEG - Software: Median Metrics




enthusiasm grew and pent-up demand could no longer be contained. The median EV/Revenue multiple of SEG Software Index companies with revenues between $100 million and $200 million soared to 3.5x, and the median EV/Revenue multiple of public software companies with revenues greater than $200 million and less than $1 billion increased sharply from 2.1x in 3Q10 to 2.6x in the fourth quarter. Companies with revenue less than $100 million traded at a median EV/Revenue multiple of 1.4x in 4Q10, only slightly better than 1.2x in 3Q10, and well below the SEG Software Index median EV/Revenue multiple of 2.6x (Figure 11). The median EV/EBITDA multiple of all software companies comprising our SEG Software Index was 12.4x for all 2010, a notable improvement over 2009’s 9.9x. Hopefully, the median EV/EBITDA multiple of 13.6x in the final quarter is a portent of continually improving market valuations in 2011. That said, 4Q10’s median EV/EBITDA multiple of 13.6x is still more than 12% lower than the median EV/EBITDA multiple of 15.6x over the past eleven years (Figure 7). Investors also showed less reluctance in 4Q10 to bet on smaller companies with lower operating income. While the median EV/EBITDA multiple of public software companies with revenues greater than $1 billion increased from 10.3x in 3Q10 to

10.9x in the final quarter, the median EV/EBITDA multiple of public software companies with revenues between $100 million and $200 million soared to 18.7x from 14.7x the prior quarter (Figure 11). Sub-$100 million public software companies reported a median EV/EBITDA multiple of 13.5x in 4Q10, a notable improvement over the prior quarter’s 11.0x. Interestingly, the 10.9x median EV/EBITDA trading multiple of $1 billion+ public software companies was the lowest by far of all revenue categories in 4Q10, despite having EBITDA margins nearly double their smaller peers. In contrast to 2009, when the highest EV/Revenue multiples were typically awarded to companies with the strongest EBITDA margins, 2010 saw attention shift to revenue growth. The highest EV/Revenue multiples (median 4.6x) went to those public software companies that achieved greater than 30% TTM revenue growth in 4Q10. Given the tepid 4.5% TTM revenue growth of the SEG SW Index companies, it is no surprise that investors are pushing valuations higher when companies display above average revenue growth (Figure 8). As for TTM EBITDA margins, the rule of thumb in the current market environment is the higher a public software company’s TTM EBITDA margins, the higher it’s trading multiple (Figure 9).

$0

$5

$10

$15

$20

$25

$30

$35

$40

0.0x

5.0x

10.0x

15.0x

20.0x

25.0x

30.0x

Jan‐00 Jan‐01 Jan‐02 Jan‐03 Jan‐04 Jan‐05 Jan‐06 Jan‐07 Jan‐08 Jan‐09 Jan‐10

Med

ian EBITDA ($ millions)

Med

ian EV

/EBITD

A

SEG SW Index EV/EBITDA 11 Year Median EV/EVITDA: 15.6x Total Median EBITDA ($ millions)

Figure7: SEG Software Index Historical EV/EBITDA and Median EBITDA




While most of the listed companies in our tracking indices saw improved EV/Revenue multiples in 2010, ten public software, SaaS and Internet companies excelled at boosting their market valuations (Figure 10). Overall, these overachievers reported an exceptional median EV/Revenue multiple of 10.5x at the close of 2010, in no small measure due to a year end TTM median revenue growth rate of 32.9% and an impressive TTM median EBITDA margin of 27.1%. The ultimate overachiever was Baidu, often referred to as “China’s Google.” Baidu’s median 4Q10 EV/Revenue of 36.0x, boosted by year-over-year (YoY) revenue growth of 64.5% and an EBITDA margin of 51.9% - the highest values in the respective categories for any company in the list - once again catapulted the company to the top spot on our EV/Revenue valuation list. Baidu has been a top ten EV/Revenue performer in every quarter since 2Q07, and for good reason. In the past five years, Baidu’s revenue skyrocketed from $17 million to over $1 billion, while its EBITDA margin swelled from 17.8% to 51.9%.

Nine of the ten companies on the high flyer list achieved annual revenue growth over 25.0%. The lone exception was Rovi Corporation which achieved a highly respectible 17.4% TTM revenue growth and an exceptional EBITDA margin of 37.7%, second only to Baidu. Other high flyers found it difficult to attain that level of profitability. Seven of the ten high flyers achieved EBITDA margins above 20.0% with the remaining three at or below 13.9%, including SuccessFactors registering negative 4.0%. Again, revenue growth appears to be where investors are placing their bets. A word of caution about escalating public software company market valuations: they’re tenuous and highly dependent upon a continuing economic recovery. Should GDP growth falter, it’s very likely we’ll once again see shriking IT budgets, little or no revenue growth, increased pressure on margins and falling public software company stock prices.

Company Ticker Category EV/RBaidu, Inc. BIDU Internet - Search Engine 36.0x

OpenTable OPEN Internet - eCommerce & Portals 16.8x

Mercadolibre, Inc. MELI Internet - eCommerce & Portals 13.9x

VMWare VMW Storage & Systems Management Software 11.8x

F5 Networks, Inc. FFIV Networking & Connectivity 10.7x

Rovi Corporation ROVI Content/Document Management 10.2x

RealPage RP Enterprise Resource Planning 10.0x

AutoNavi Holdings AMAP Engineering, PLM & CAD/CAM Software 9.9x

SuccessFactors SFSF Human Resource Management 9.6x

Salesforce.com CRM CRM, Sales & Marketing Software 9.5x

2010 High Flyers - Enterprise Value/Revenue (Median)

Figure 10: High Flyers – Enterprise Value/Revenue

1.0x

2.0x

3.4x 3.5x

4.6x

0.0x

0.5x

1.0x

1.5x

2.0x

2.5x

3.0x

3.5x

4.0x

4.5x

5.0x

<= 0% > 0%<= 10%

> 10%<= 20%

> 20%<= 30%

>= 30%

Med

ian EV

/Reven

ue

TTM Revenue Growth

1.3x1.0x

2.2x

3.0x

4.1x

0.0x

0.5x

1.0x

1.5x

2.0x

2.5x

3.0x

3.5x

4.0x

4.5x

<= 0% > 0%<= 10%

> 10%<= 20%

> 20%<= 30%

>= 30%

Med

ian EV

/Reven

ue

TTM EBITDA Margin

Figures 8 and 9: EV/Revenue Multiple vs. TTM Revenue Growth Rate and EBITDA Margin




PUBLIC SOFTWARE COMPANY FINANCIAL PERFORMANCE Stagnant IT spending weighed heavily on public company top line growth in 2010 (Figure 5). The median trailing twelve month revenue growth rate of companies comprising the SEG Software Index actually declined to 4.5% in 2010 from 5.0% in 2009 and 14.0% in 2008. There was cause for optimism, however, as the year progressed. After bottoming out at -0.1% in 1Q10, the median TTM revenue growth rate of the SEG Software Index improved steadily, reaching 4.4.% in 3Q10 before jumping to 8.2% in the final quarter. It’s likely 4Q10’s median TTM revenue growth rate reflected the traditional year end budget sweep by enterprise CIOs, as well as pent up demand and growing confidence in the economic recovery. With Gartner and Goldman Sachs projecting a 5% - 7% increase in 2011 enterprise IT spending, we believe the median TTM revenue growth rate of the SEG Software Index for all of 2011 will be in the range of 7% - 8%. Even though revenue growth rates ramped in the second half, public software companies continued to control costs and spending (Figure 5). The median TTM EBITDA margin of SEG Software Index companies grew to 17.4% in 2010 from 16.7% in 2009 and 14.3% in 2008. The final quarter’s median EBITDA margin of 17.8% was the highest since 4Q05. For most, improved operating margins came from downsizing, consolidating operating units and physical locations, productivity improvements and stricter spending controls. We wondered whether this improvement in operating margins might also have come at the expense of product development. Our analysis revealed that the R&D budgets of the SEG Software Index companies held up rather well, and did not suffer disproportionately during the downturn. R&D spending declined from a median 18.2% of total revenue in January 2007 to a low of

17.0% in December 2010 (Figure 12). Still, the modest decline in R&D spending did leave holes in the product roadmaps of many public software companies, which bodes well for smaller software companies with synergistic technology platforms and solutions.

It’s questionable whether public software companies can continue to squeeze expenses and improve operating margins while accelerating their revenue gowth. In a random sample of 28 companies in the SEG Software Index, 24 (86%) met or exceeded their revenue forecasts, but only five of the 28 (18%) met or exceeded their EPS forecasts (Figure 13). Indeed, only three of the 28 - Microsoft, TeleCommunication Systems and MicroStrategy - were able to meet or exceed both their revenue and earnings forecasts. Cash flow seemed to pose little problem for most public software companies in 2010. Nearly 60% of the public software companies in our tracking index increased their balance sheet cash and short term investments from the prior year.There are now 22 public software companies with over $1 billion in cash on their balance sheets, led by Microsoft, with more than $43 billion (Figure 14). Overall, the median cash and cash equivalents of the SEG Software Index grew 15.3% in 2010 (Figures 5 and 6).

4Q09 1Q10 2Q10 3Q10 4Q10 4Q09 1Q10 2Q10 3Q10 4Q10

Revenue Greater Than $1 billion 2.9x 2.9x 3.0x 2.9x 3.1x 11.7x 11.4x 10.2x 10.3x 10.9x 11.8% 22.5%Revenue Between $200 million and $1 billion 2.1x 2.3x 2.2x 2.1x 2.6x 12.8x 12.3x 12.9x 10.8x 13.0x 9.0% 12.6%Revenue Between $100 million and $200 million 2.0x 2.2x 2.6x 2.2x 3.5x 15.4x 16.4x 17.1x 14.7x 18.7x 9.2% 13.6%Revenue Less Than $100 million 1.2x 1.4x 1.2x 1.2x 1.4x 12.9x 13.4x 10.8x 11.0x 13.5x 3.5% 12.8%

4Q10 TTM Rev Growth

4Q10 EBITDA Margin

SEG Software Index CompaniesEV/Revenue EV/EBITDA

Figure 11: SEG Software Valuation and Financial Performance by Size of Buyer (TTM Revenue)

15.5%

16.0%

16.5%

17.0%

17.5%

18.0%

18.5%

19.0%

19.5%

20.0%

Jan‐07 Jan‐08 Jan‐09 Jan‐10

R&D Expe

nse as %

of Total Reven

ue

Figure 12: SEG SW Index R&D Expense as % of Total Revenue




PUBLIC SOFTWARE COMPANY PERFORMANCE BY PRODUCT CATEGORY While median financial performance metrics are useful for assessing the overall health of the software industry and making comparisons to other economic sectors, a deeper analysis of these key metrics by software product category provides greater insight about the software ecosystem. By analyzing how public software companies in discrete product categories are performing, we increase our understanding of market trends, sector health, product lifecycles, M&A valuations, IT spending priorities and stock market biases. As we’ve noted in past reports, public software company valuations each quarter vary widely by product category, and median multiples for the same category often fluctuate wildly from year-to-year. That axiom held true, once again, in 2010 (Figure 15). We track this data because the current median valuation of companies comprising a particular software category often weighs heavily when buyers value acquisition targets. The SEG Software Index is comprised of 21 software product categories sorted into two broad groups, Infrastructure Software and Application Software.

Company Revenue EPSMicrosoft Corporation Cisco Systems, Inc.Oracle CorporationGoogle Inc.Adobe Systems Incorporated Electronic Arts Inc.BMC Software, Inc.

Mentor Graphics CorporationLawson Software, Inc. MSCI Inc.TIBCO Software Inc. Avid Technology Inc.Open Text CorporationNICE Systems Ltd.

CSG Systems International, Inc.QAD Inc. TeleCommunication Systems, Inc.MicroStrategy IncorporatedQuest Software Inc.Blackboard Inc.Rovi Corporation

American Software, Inc.PCTEL, Inc.PDF Solutions, Inc.Scientific Learning Corp.Geeknet, Inc.Pervasive Software Inc.NetSol Technologies Inc.

: Exceeded or Met Expectations: Did Not Meet Expectations

Company Revenues:

Greater than $1 billion

Company Revenues: $500 million to $1 billion

Company Revenues: $100 - $500

million

Company Revenues: Less than

$100 million

Figure 13: Expected vs. Delivered Revenue and EPS Results (as of December 31)

$0.0 $5.0 $10.0 $15.0 $20.0 $25.0 $30.0 $35.0 $40.0 $45.0 $50.0

McAfee, Inc.Novell, Inc.

Autodesk, Inc. Intuit Inc.

Dassault Systèmes TradeStation Group, Inc.

Amdocs LimitedBMC Software, Inc. Electronic Arts Inc.

Symantec CorporationAdobe Systems Incorporated

CA, Inc.VeriSign, Inc. Activision, Inc.

VMWareSAP

Network Appliance, Inc.EMC

Oracle CorporationGoogle Inc.

Cisco Systems, Inc.Microsoft Corporation

Cash & Cash Equivalents ($ billions)

Figure 14: SEG Software Index Companies with over $1 billion of Cash & Cash Equivalents (as of December 31)




The Infrastructure Software group is comprised primarily of utilities, tools, middleware, systems, platforms and technologies to create, integrate, optimize, deliver, monitor, store and protect enterprise applications. The Application Software group consists primarily of solutions to perform, analyze and optimize mission critical business functions in one, or many, industry sectors. In 2010, Infrastructure Software companies outpaced their Application Software counterparts across all metrics tracked (Figure 15). Particularly noteworthy was the Infrastructure group’s median 2.7x EV/Revenue multiple and 14.5% TTM revenue growth in 4Q10. Those results mirror IT spending priorities. CIOs spent their precious IT dollars on infrastructure improvements that would later enable them to quickly and effectively deploy mission critical applications when GDP ramps and IT purse strings loosen. As for the financial performance of specific product categories in 4Q10, 16 of the 21 software categories we track touted YoY increases in their median EV/Revenue multiples. For the fourth consecutive quarter, Security software providers boasted the highest median EV/Revenue

valuation among all categories (3.8x), led by Check Point Software (7.6x), Zix Corporation (6.6x) and Sourcefire (4.8x) (Figure 16). Other categories fared not nearly as well. CRM software providers (perpetual license, non-SaaS) remained in the EV/Revenue basement, with median multiple of only 0.8x EV/Revenue at the close of 4Q10; Wireless solution providers were only slightly ahead, with a median 1.1x EV/Revenue. The Development Tools category recovered the most market valuation in 2010, increasing 68.8% to a median EV/Revenue multiple of 2.7x, up from 1.6x in 4Q09. The pop in trading multiple was attributable to Magic Software, GeekNet and BSQUARE, which touted YoY median EV/Revenue multiple increases of 223.4%, 134.0% and 60.5%, respectively, in 4Q10. Investors were apparently heartened by a median 21.5% TTM revenue growth rate of Development Tools companies in 4Q10, the highest revenue growth rate among the 21 categories comprising the SEG SW Index. It wasn’t all pretty. Four product categories, Wireless, Billing & Service Management, Education & eLearning and Healthcare, declined

Revenue Growth

EBITDA Growth

EBITDA Margin

YTD Stock Return

4Q09 1Q10 2Q10 3Q10 4Q10 4Q09 1Q10 2Q10 3Q10 4Q10 4Q10 (TTM) 4Q10 (TTM) 4Q10 (TTM) 2010

Database & File Management 2.1x 1.9x 1.9x 2.1x 2.7x 8.8x 9.1x 9.0x 9.1x 10.9x 6.1% 4.5% 22.6% 9.5%Development Tools, Operating Systems & Application Testing Software 1.6x 1.9x 2.2x 2.0x 2.7x 14.0x 9.4x 9.4x 7.3x 8.4x 21.5% 24.3% 21.1% 13.3%

Enterprise Application Integration 1.4x 1.4x 1.5x 1.7x 2.4x 10.0x 9.8x 11.2x 13.0x 21.8x 16.9% 31.4% 13.1% 26.5%Messaging, Conferencing & Communications 1.8x 1.8x 1.9x 1.6x 2.6x 11.0x 14.1x 13.6x 13.4x 22.4x 10.3% 40.2% 15.3% 16.5%Networking & Connectivity 2.2x 2.4x 2.4x 2.3x 2.9x 13.6x 19.9x 17.1x 15.5x 19.6x 16.9% 31.6% 23.3% 46.4%Security 3.5x 3.7x 3.9x 4.0x 3.8x 14.7x 15.1x 14.5x 12.9x 14.1x 11.8% 24.7% 20.3% 6.3%Storage & Systems Management Software 2.4x 2.5x 2.5x 2.7x 3.1x 13.8x 11.8x 11.5x 11.0x 12.2x 11.2% 21.0% 20.0% 13.0%Wireless 1.3x 1.7x 1.6x 1.1x 1.1x 15.3x 11.1x 13.9x 11.0x 15.2x 15.1% 6.4% 7.4% -9.4%

Median 2.3x 2.4x 2.3x 2.2x 2.7x 13.2x 12.6x 12.8x 11.0x 13.9x 14.5% 23.3% 19.6% 9.8%

Billing & Service Management 1.5x 2.2x 1.7x 1.4x 1.4x 7.4x 10.9x 8.4x 7.0x 6.7x 15.2% 10.0% 20.3% 0.5%Business Intelligence 2.4x 2.3x 1.9x 2.0x 3.1x 12.8x 13.7x 13.8x 20.9x 25.6x 11.1% -24.2% 14.8% -7.9%Content/Document Management 1.7x 2.0x 1.9x 1.7x 2.1x 7.4x 7.2x 8.2x 7.5x 8.1x 0.8% 11.7% 25.2% -1.6%Customer Relationship Management, Marketing & Sales Software 0.6x 0.8x 1.0x 0.8x 0.8x 11.8x 11.4x 8.3x 15.4x 11.8x -2.7% -18.0% -9.1% -12.8%

Education & eLearning 2.2x 2.0x 1.6x 1.3x 1.3x 16.3x 14.0x 14.9x 12.8x 18.2x 9.4% 18.0% 13.0% -10.3%Electronic Design Automation 1.4x 1.5x 1.6x 1.5x 1.9x 9.4x 21.3x 22.8x 26.4x 19.2x 5.5% 126.5% 8.4% 19.7%Engineering, PLM & CAD/CAM Software 1.7x 1.8x 1.9x 2.1x 2.5x 12.4x 14.9x 14.5x 16.4x 16.7x 7.6% 57.3% 19.8% 25.6%Enterprise Resource Planning 2.0x 2.0x 2.0x 2.0x 2.0x 10.2x 11.2x 10.8x 10.0x 12.2x 4.0% 0.4% 17.2% 6.2%Entertainment 1.0x 1.0x 1.0x 0.9x 1.2x 7.2x 8.8x 6.0x 5.9x 6.3x -10.5% 7.4% 6.6% -20.2%Financial Services Software 2.3x 2.5x 2.6x 2.2x 2.8x 10.1x 13.4x 8.8x 8.6x 10.0x 7.7% 18.4% 21.3% 10.2%Healthcare 3.7x 2.8x 3.4x 3.4x 3.5x 16.0x 15.9x 15.5x 13.8x 17.3x 16.3% 10.8% 22.3% 3.1%Multimedia, Graphics, Digital Media 2.6x 2.9x 2.7x 2.5x 3.3x 17.7x 18.2x 18.4x 13.7x 14.5x 6.4% 12.6% 16.6% -1.4%Supply Chain Management & Logistics 1.6x 1.6x 1.8x 1.5x 1.8x 13.1x 13.1x 11.9x 9.3x 10.8x 5.4% -4.2% 11.2% -0.4%

Median 1.9x 2.0x 2.0x 2.0x 2.3x 12.2x 12.4x 11.8x 11.8x 13.0x 6.3% 12.1% 17.8% 4.3%

SEG - Software: Median Metrics by Category

CategoryEV/Revenue EV/EBITDA

Application Software

Infrastructure Software

Figure 15: SEG Software Index Median Metrics by Product Category




on a median EV/Revenue basis. Of the four, Education & eLearning saw the steepest drop in median EV/Revenue (- 41.0%), in large part due to plummeting stock prices of GSE Systems (64.4%) and Archipelago Learning (-54.8%). It’s likely investors noted that Education & eLearning was the only product category to report a decline in its YoY median TTM revenue growth rate, which slipped to 9.4% in 4Q10 from 11.7% a year earlier. On an EV/EBITDA basis, public Business Intelligence software companies led all other software product categories in 4Q10 with an impressive 25.6x median EV/EBITDA multiple. For the second year in a row, publicly listed Entertainment software providers had the lowest median EV/EBITDA multiple, 6.3x, as a consequence of the category’s median 10.5% decline in TTM revenue growth and single digit EBITDA margins. As for which product categories in the SEG Software Index were kindest to investors, 13 of 21 posted positive median stock returns in 2010, compared to 21 of 21 product categories that achieved positive stock returns in 2009. Particularly noteworthy is the Network & Connectivity category, which posted a stellar median stock price increase of 46.4% by year end, following a 69.6% dividend at the close of 2009. Among the star performers in this product

category were Radware and F5 Networks with positive stock returns of 127.2% and 96.0%, respectively. While there was a high correlation between revenue growth rates and year end stock returns for some product categories in 2010, there were clearly exceptions. While Enterprise Application Integration companies grew median TTM revenue an impressive 16.9% YoY and were rewarded with median 26.5% stock gain by year end, Healthcare software companies achieved an equally impressive TTM revenue growth rate of 16.3%, but saw their median stock price increase only 3.1%. One explanation: investors had already baked in the TTM revenue growth of healthcare software providers. Entering 2010, Healthcare was valued at a 3.7x EV/Revenue multiple, the highest among our 21 categories, in anticipation of significant future growth. By year end, Healthcare’s 16.3% TTM revenue growth rate, though impressive, wasn’t enough to make investors double down. On the other hand, Enterprise Application Integration companies, valued in 1Q10 at a very modest median EV/Revenue multiple of 1.4x, had room to rise to 2.4x by year end after achieving 16.9% TTM revenue growth.

0.8x1.1x1.2x

1.3x1.4x

1.8x1.9x2.0x

2.1x2.4x2.5x2.6x

2.7x2.7x2.8x

2.9x3.1x3.1x

3.3x3.5x

3.8x

0.0x 0.5x 1.0x 1.5x 2.0x 2.5x 3.0x 3.5x 4.0x

Customer Relationship Management, Marketing & Sales Software Wireless

EntertainmentEducation & eLearning

Billing & Service ManagementSupply Chain Management & Logistics

Electronic Design AutomationEnterprise Resource Planning

Content/Document ManagementEnterprise Application Integration

Engineering, PLM & CAD/CAM Software Messaging, Conferencing & Communications

Development Tools, Operating Systems & Application Testing SoftwareDatabase & File ManagementFinancial Services SoftwareNetworking & Connectivity

Storage & Systems Management SoftwareBusiness Intelligence

Multimedia, Graphics, Digital MediaHealthcare

Security

Median EV/Revenue Multiple

Figure 16: SEG Software Index Median Q410 EV/Revenue Multiple by Product Category




PUBLIC SOFTWARE AS A SERVICE (SAAS) COMPANY MARKET VALUATIONS In 2010, the median EV/Revenue valuations of public SaaS providers comprising our SEG SaaS Index rebounded dramatically to 3.6x from 2.7x in 2009 (Figure 17). Indeed, only one public SaaS company, Althenahealth, saw its median EV/Revenue multiple decline from 4Q09 to 4Q10. The 3.6x median EV/Revenue multiple in 2010 was the highest since 2007, when public SaaS companies were rewarded with a 6.4x median EV/Revenue multiple. Bear in mind, however, 2007’s median public SaaS company TTM revenue was only $55.8 million, and the median TTM revenue growth rate was 35.9%.

Although 2007’s median EV/Revenue multiple is well above current SaaS company levels, there were six overachievers that closed 2010 with a multiple greater than 6.4x, and each had 4Q10 TTM revenue above the industry median of $172 million. Recent public market entrant RealPage traded at a remarkable median EV/Revenue multiple of 10.0x in 4Q10 (Figure 22).

A comparison of public SaaS company market valuations and TTM revenue in 4Q10 reveals that here, too, size matters with investors. Public SaaS companies with 4Q10 TTM revenue above the $172 million median were valued at median 5.2x EV/Revenue, compared to median 3.3x EV/Revenue for SaaS providers below the median (Figure 19). Still, by comparison to 2007, even the larger, more successful SaaS providers have lost some of their investor appeal.

Perhaps the most telling illustration that the bloom is off the rose, at least for current SaaS company investors, is how much the SaaS – On Premise market valuation differential has shrunk during the Great Recession. At the close of 2007, when public SaaS companies commanded a most impressive median EV/Revenue multiple of 6.4x, their perpetual license/on-premise counterparts had a median EV/Revenue multiple of 2.7x. That’s a 137% SaaS valuation premium. The median SaaS EV/Revenue multiple for all 2010 dropped to 3.6x, compared with 2.3x for on-premise software companies, narrowing the valuation differential to 57% (Figure 20). As 2010 progressed, however, the SaaS market valuation trend line improved. The median EV/Revenue multiple of public SaaS companies jumped to 4.2x in 4Q10, outpacing the 2.6x median EV/Revenue multiple of their perpetual license/on-premise counterparts at year end – a 62% SaaS company valuation premium.

3.3x

5.2x

0.0x

1.0x

2.0x

3.0x

4.0x

5.0x

6.0x

Below Median TTM Revenue Above Median TTM Revenue

Med

ian EV

/Reven

ue

M

Figure 19: 4Q10 SEG SaaS TTM Revenue vs. EV/Revenue Multiple

Measure 2008 2009 2010

EV/Revenue 3.4x 2.7x 3.6xEV/EBITDA 45.1x 31.5x 32.2xEV/Earnings 70.7x 65.7x 80.9xCurrent Ratio 1.6 1.6 1.7Cash & Eq ($M) $73.9 $89.4 $84.4Gross Profit Margin 66.8% 67.3% 68.0%EBITDA Margin 5.3% 7.2% 9.6%Net Income Margin -2.6% -2.0% 2.0%TTM Revenue Growth 37.8% 22.4% 14.2%TTM Total Revenue ($M) $112.2 $145.9 $160.2TTM Total EBITDA ($M) $4.2 $9.9 $11.6Debt / Equity Ratio 0.4% 1.8% 3.8%

SEG - SaaS: Median Metrics

Measure 4Q09 1Q10 2Q10 3Q10 4Q10EV/Revenue 3.2x 3.4x 3.6x 3.1x 4.2xEV/EBITDA 38.8x 33.1x 32.3x 30.8x 36.2xEV/Earnings 95.2x 74.7x 81.6x 70.4x 93.2xCurrent Ratio 1.4 1.9 1.5 1.9 1.8Cash & Eq ($M) $76.5 $76.0 $79.1 $84.1 $90.4Gross Profit Margin 67.2% 66.7% 66.9% 67.0% 67.4%EBITDA Margin 7.2% 9.5% 9.5% 9.3% 9.7%Net Income Margin -2.1% -0.6% 2.0% 1.4% 2.6%TTM Revenue Growth 15.5% 12.5% 12.1% 13.0% 16.8%TTM Total Revenue ($M) $143.4 $140.9 $149.6 $160.0 $172.4TTM Total EBITDA ($M) $9.9 $11.8 $11.5 $11.9 $14.3Debt / Equity Ratio 2.1% 1.6% 9.1% 3.3% 4.5%

SEG - SaaS: Median Metrics

Figures 17 and 18: SEG SaaS Index Key Statistics Annually and Quarterly




That reversal led us to wonder: Before, during and following the Great Recession, how have public SaaS valuations varied as function of revenue growth rate increases and declines, and EBITDA margin increases and declines (Figure 21)? In 2007, public SaaS providers grew median TTM revenue 42.5% higher than the prior year, dramatically increased median EBITDA margins to 6.1%, and were rewarded with a median 7.5x EV/Revenue multiple by the close of 4Q07. Then came the economic downturn. By the close of 2009, public SaaS provider median TTM revenue

growth had nose dived to 15.5%, median EBITDA margins had improved only modestly to 7.2%, and the median EV/Revenue multiple had fallen to 3.2x. Investors, however, still focused on top line SaaS growth rather than profitability, so SaaS companies with TTM revenue growth rates higher than the median were rewarded with a median EV/Revenue multiple of 4.3x. By comparison, SaaS companies with EBITDA margins higher than the median had only a median EV/Revenue multiple of 3.1x. That changed in 2010 – at least for a while. PUBLIC SOFTWARE AS A SERVICE (SAAS) FINANCIAL PERFORMANCE The Great Recession and a sluggish recovery took their toll on SMBs, the market segment most responsible for the growth rates of many SaaS providers. The pullback in SMB spending on IT, combined with slower than anticipated enterprise adoption of SaaS, continued to adversely impact public SaaS providers in 2010. For all of 2010, the annual median TTM revenue growth rate of public SaaS companies plummeted to 14.2% from 22.4% a year earlier and 37.8% two years earlier (Figure 17).

5.5x

4.8x 4.7x

2.7x

1.9x

2.5x2.7x

3.2x3.4x

3.6x

3.1x

4.2x

0.0x

1.0x

2.0x

3.0x

4.0x

5.0x

6.0x

0.0%

5.0%

10.0%

15.0%

20.0%

25.0%

30.0%

35.0%

40.0%

45.0%

50.0%

Q1 200

8

Q2 20

08

Q3 20

08

Q4 20

08

Q1 20

09

Q2 20

09

Q3 20

09

Q4 20

09

Q1 20

10

Q2 20

10

Q3 20

10

Q4 20

10

Med

ian EV/Reven

ue

TTM Reven

ue Growth &

EBITD

A M

argin

Median EV/Revenue TTM Revenue Growth TTM EBITDA Margin

Figure 21: Public SaaS Historical Financial Performance vs. EV/Revenue

6.4x

3.4x

2.7x

3.6x

2.7x

1.9x1.6x

2.3x

0.0x

1.0x

2.0x

3.0x

4.0x

5.0x

6.0x

7.0x

2007 2008 2009 2010

Median EV/Revenue M

ultiple

SEG SaaS Index SEG SW Index

Figure 20: SEG Software and SEG SaaS Historical EV/Revenue Multiples




By year end the TTM revenue growth trend line for public SaaS companies gave cause for guarded optimism. After bottoming out at 12.1% in the second quarter, the SaaS median TTM revenue growth rate ticked up to 13.0% in 3Q10, ending eleven consecutive quarters of SaaS growth rate decline. By the close of the fourth quarter, the SaaS median growth rate had risen to 16.8%, providing long awaited encouragement to many public SaaS company investors and executives (Figure 18). Still, only three public SaaS companies (Athenahealth, Constant Contact and SuccessFactors) achieved greater than 30% TTM revenue growth in 4Q10, and only eight increased their TTM revenue growth YoY (Figure 22). It’s a long way from the heady days of 2008 when public SaaS companies had a median TTM revenue growth rate of almost 39%, but it’s progress. The decline in SaaS revenue growth rates over the past couple of years placed growing pressure on SaaS providers to improve profitability. For most of 2010, as SaaS revenue growth rates fell to about 14%, SaaS investor focus began to encompass SaaS operating profits as well. In 4Q10, SaaS companies with TTM revenue growth rates higher than the median were rewarded with a median 4.9x EV/Revenue multiple; SaaS companies with TTM EBITDA margins higher than the group median were also rewarded with a median 4.9x EV/Revenue multiple (Figure 23).

That’s the first time SaaS revenue growth rates and profitability were in parity.

It may not last long. In 4Q10, EBITDA margins were essentially the same as in the first quarter, but median TTM revenue growth moved up to almost 17% from about 13% the prior quarter. Investors took note, and the median EV/Revenue multiple of our SEG SaaS Index in 4Q10 shot up to 4.2x from 3.1x in the third quarter. We believe that’s a portent of what’s to come in 2011 and beyond. As SMBs recover, SaaS providers will gain the lion’s share of SMB IT spending, and SaaS revenue growth rates will ramp. Increased enterprise adoption of SaaS deployed applications will also help propel public SaaS

4Q09 1Q10 2Q10 3Q10 4Q10 4Q09 1Q10 2Q10 3Q10 4Q10 4Q09 1Q10 2Q10 3Q10 4Q10 4Q09 1Q10 2Q10 3Q10 4Q10Athenahealth (ATHN) Health Care Mgmt 7.7x 6.7x 4.2x 4.0x 5.6x 88.2x 52.4x 35.7x 36.0x 43.5x 36.3% 38.3% 36.9% 34.1% 33.9% 8.7% 12.9% 11.7% 11.2% 12.9%Concur (CNQR) Accounting & Finance 6.6x 6.9x 7.5x 7.7x 8.0x 26.3x 27.6x 31.0x 33.4x 36.2x 14.9% 14.2% 14.8% 16.6% 18.3% 25.0% 25.1% 24.3% 23.2% 22.2%Constant Contact (CTCT) CRM 3.3x 3.3x 3.9x 3.1x 3.4x 66.8x 70.4x 75.6x 65.9x 57.6x 52.0% 47.9% 44.4% 41.5% 38.2% 4.9% 4.7% 5.1% 4.7% 5.9%Convio (CNVO) CRM - - 2.6x 1.6x 1.5x - - 27.9x 17.2x 15.2x 32.3% 10.7% - - - 2.2% 6.3% 9.2% 9.1% 9.7%DealerTrack (TRAK) Vertical - Automotive 2.5x 2.3x 2.2x 2.0x 2.6x 20.2x 21.0x 21.6x 19.7x 24.8x -8.7% -7.0% -3.2% 0.9% 3.5% 12.1% 10.9% 10.1% 10.3% 10.3%DemandTec (DMAN) SCM 2.3x 1.7x 1.6x 2.0x 3.2x - - - - - 7.8% 5.4% 1.4% 0.6% 1.2% -5.3% -5.8% -9.1% -8.8% -8.8%IntraLinks Holdings (IL) Financial Services - - - 7.0x 6.8x - - - 119.6x 117.6x 16.9% -1.9% - - - 9.0% 12.3% 7.9% 5.8% 5.8%Kenexa (KNXA) Workforce Mgmt 1.4x 1.3x 1.6x 1.3x 2.1x 13.3x 13.9x 17.3x 14.2x 26.1x -20.7% -22.6% -18.4% -7.6% 6.5% 10.3% 9.5% 9.5% 9.3% 8.2%LivePerson (LPSN) CRM 3.1x 3.5x 3.4x 3.1x 4.2x 17.3x 17.0x 16.6x 15.2x 20.6x 14.6% 17.2% 19.9% 24.3% 27.2% 17.8% 20.7% 20.5% 20.3% 20.3%Medidata Solutions (MDSO) Clinical Mgmt 2.1x 2.0x 1.9x 2.1x 2.5x 16.8x 14.4x 13.6x 13.3x 14.8x - 32.8% 22.0% 19.0% 16.8% 12.6% 13.8% 13.9% 15.5% 16.8%Netsuite (N) ERP 5.1x 4.8x 4.8x 5.9x 7.6x - - - - - 15.5% 9.2% 5.6% 7.5% 11.6% -7.5% -6.6% -7.6% -7.8% -6.7%RealPage (RP) ERP - - - 7.1x 10.0x - - - 51.3x 71.4x 34.7% 25.2% - - - 8.7% 14.5% 14.0% 13.8% 14.0%RightNow (RNOW) CRM 2.6x 2.9x 2.5x 2.6x 4.0x 38.8x 37.0x 33.6x 29.6x 41.9x 9.0% 8.7% 10.6% 14.6% 19.4% 6.7% 7.8% 7.4% 8.6% 9.5%Salesforce.com (CRM) CRM 6.0x 6.2x 7.5x 8.7x 9.5x 51.3x 51.4x 63.3x 75.7x 83.2x 23.6% 21.3% 21.5% 22.6% 25.2% 11.8% 12.1% 11.8% 11.5% 11.5%SciQuest (SQI) SCM - - - 6.6x 5.7x - - - 30.8x 27.0x 48.1% 21.5% - - - 7.1% 18.8% 19.7% 21.5% 21.3%SoundBite Communications (SDBT) CRM 0.3x 0.2x 0.3x 0.3x 0.3x 68.6x - - - - -8.3% -7.0% -3.3% 0.8% -0.7% 0.4% -3.4% -3.9% -3.2% -4.9%

SPS Commerce (SPSC) SCM - - 5.2x 2.4x 2.7x - - 46.8x 22.0x 24.0x - - - - 19.0% 7.2% 8.8% 11.0% 10.7% 11.4%SuccessFactors (SFSF) Workforce Mgmt 7.0x 7.0x 7.6x 6.9x 9.6x - - - - - 46.7% 36.8% 30.7% 29.8% 30.7% -10.4% -5.3% -4.1% -2.5% -4.0%Taleo (TLEO) Workforce Mgmt 3.6x 3.8x 3.8x 3.7x 4.3x 31.5x 29.2x 28.1x 28.3x 33.7x 26.0% 17.8% 13.7% 10.8% 12.6% 11.3% 13.1% 13.4% 12.9% 12.7%The Ultimate Software Group (ULTI) Workforce Mgmt 3.4x 3.7x 4.1x 3.9x 4.7x 61.2x 73.2x 74.6x 68.6x 69.8x 13.3% 10.1% 10.6% 11.3% 13.5% 5.6% 5.0% 5.4% 5.7% 6.8%

Vocus (VOCS) CRM 3.0x 2.6x 2.4x 2.3x 4.2x 50.0x 54.8x 69.0x 111.7x 171.7x 13.5% 9.1% 8.0% 8.6% 11.6% 6.1% 4.7% 3.5% 2.0% 2.4%3.2x 3.4x 3.6x 3.1x 4.2x 38.8x 33.1x 32.3x 30.8x 36.2x 15.5% 12.5% 12.1% 13.0% 16.8% 7.2% 9.5% 9.5% 9.3% 9.7%

EBITDA Margin Company Category

EV/Revenue EV/EBITDA SEG SaaS Index

Median:

TTM Revenue Growth

Figure 22: Public SaaS Companies

4.9x 4.9x

3.7x4.1x

0.0x

1.0x

2.0x

3.0x

4.0x

5.0x

6.0x

TTM Revenue Growth TTM EBITDA Margin

Median EV/Revenue

Above SaaS Median

Below SaaS Median

Figure 23: 4Q10 Public SaaS Company Revenue Growth Rate and EBITDA Margin vs. EV/Revenue Multiple




company revenue growth rates, but we’ve long believed the enterprise SaaS adoption gradient will be longer and less steep than Gartner, Goldman Sachs and others have predicted. It won’t matter. As public SaaS company TTM revenue growth rates grow, look for SaaS EV/Revenue market valuations to grow well beyond their 4Q10 median of 4.2x. PUBLIC INTERNET COMPANY MARKET VALUATIONS AND FINANCIAL PERFORMANCE Though the software and Internet sectors are rapidly converging, clear distinctions remain between the two in terms of business model, revenue model, solution deployment and end user requirements. We've opted to track these major categories separately to enable a more granular analysis of each. Broadly defined, Internet companies deploy their solutions primarily – often exclusively – via the web. Our Internet Index is comprised of companies whose principal business models fall within one or more of the following categories: • Advertising – Companies that provide key

elements in the Internet advertising arena such as search marketing services, software to host and manage ads and a network of websites that run ads. Representative companies include SINA, ValueClick and comScore.

• eCommerce & Portals – Companies whose main line of business is conducted over the web. Representative companies include Amazon.com, eBay and priceline.com.

• Networking & Connectivity – Companies which provide content sharing, testing, measurement, and other related services via the Internet. Representative companies include LogMeIn and Sify Technologies.

• New Media – Companies that provide online information and content. Representative companies include WebMD, TechTarget and TheStreet.com.

• Search Engine – Representative companies include Google and Baidu.com.

The median EV/Revenue multiple of public Internet companies has historically lagged behind the median EV/Revenue multiple of both the SEG

Software Index and the SEG SaaS Index. The trend continued in 2010. The median 2010 and 4Q10 EV/TTM Revenue multiples for the 56 public companies comprising our SEG Internet Index were 1.6x and 1.9x, respectively. While the median EV/Revenue multiple of public software companies jumped from 1.6x in 2009 to 2.3x in 2010, the median Internet EV/Revenue multiple showed little progress, edging up to 1.6x in 2010 from 1.3x a year earlier (Figures 24 and 25).

On an EV/EBITDA basis, the median Internet multiple averaged 12.8x for the first three quarters of 2010, but jumped to a median 15.9 x in 4Q10, most likely in response to much heightened Internet shopping activity during the holidays. By contrast, public software companies saw their 4th quarter EV/EBITDA multiples grow more modestly, edging up to 13.6x in 4Q10 from 11.6x the prior quarter. Given the headline grabbing growth and success of Baidu, OpenTable and Facebook, many industry observers find it surprising the median 2010 EV/Revenue multiple of the SEG Internet

Measure 2008 2009 2010EV/Revenue 1.5x 1.3x 1.6xEV/EBITDA 11.9x 9.9x 11.8xEV/Earnings 20.4x 15.4x 20.5xCurrent Ratio 2.3 2.5 2.8Cash & Eq ($M) $68.0 $69.9 $76.4Gross Profit Margin 61.2% 62.2% 60.9%EBITDA Margin 13.3% 11.7% 12.2%Net Income Margin 3.9% 2.5% 3.5%TTM Revenue Growth 15.7% 2.6% 3.4%TTM Total Revenue ($M) $148.6 $151.2 $157.6TTM Total EBITDA ($M) $16.9 $15.3 $19.2Debt / Equity Ratio 12.0% 6.2% 9.0%

SEG - Internet: Median Metrics

Measure 4Q09 1Q10 2Q10 3Q10 4Q10EV/Revenue 1.4x 1.5x 1.6x 1.5x 1.9xEV/EBITDA 12.4x 14.1x 11.8x 12.6x 15.9xEV/Earnings 19.5x 24.5x 20.8x 22.2x 29.0xCurrent Ratio 2.6 2.7 2.9 2.8 2.6Cash & Eq ($M) $79.5 $88.1 $85.0 $77.4 $70.7Gross Profit Margin 62.1% 62.8% 60.6% 61.0% 62.2%EBITDA Margin 12.4% 12.6% 13.2% 13.5% 10.7%Net Income Margin 3.0% 3.4% 3.4% 2.4% 3.2%TTM Revenue Growth -0.1% 0.8% 1.5% 6.4% 8.0%TTM Total Revenue ($M) $154.0 $155.7 $151.7 $156.2 $157.8TTM Total EBITDA ($M) $14.1 $15.5 $17.5 $19.6 $22.1Debt / Equity Ratio 12.7% 10.7% 15.2% 8.5% 12.5%

SEG - Internet: Median Metrics

Figure 24 and 25: SEG Internet Index Key Statistics – Annually and Quarterly




Index was significantly lower than the median EV/Revenue multiple of public software companies (2.3x) and public SaaS companies (3.6x). Internet providers seem to be divided into two groups: The smaller group has learned how to grow rapidly and monetize their traffic, and has been rewarded by investors accordingly; the larger group has yet to demonstrate that ability, which translates into depressed stock prices. Nearly 18% of Internet companies trade at only 1/3 the median EV/Revenue of the Internet category, compared to 11% of public software companies. Yet the Internet does have its share of high fliers, with 12% of Internet companies valued 3x higher than the median Internet EV/Revenue market valuation (Figure 26).

Internet providers were especially hard hit by the economic downturn, with median TTM revenue growth nose diving from 15.7% in 2008 to 2.6% in 2009. The annualized TTM growth rate for Internet providers in 2010 was a slightly improved 3.4%, but the quarterly trend in 2010 was encouraging. 1Q10’s median TTM growth rate of 0.8% grew steadily throughout the year, and surged by year end to 8.0% (Figure 25). In 2010, the gross profit margin of Internet providers was 60.9% compared to 68.6% and 68.0% for public software and public SaaS companies respectively. The 2010 data is consistent with historical trends (Figure 27) and is a reflection of the mashup nature of Internet business models resulting in significant revenue sharing across service providers. The 12.2% median EBITDA margin of the SEG Internet Index

for all of 2010 compared favorably to the 9.6% median EBITDA margin of public SaaS providers, but lagged well behind the 17.4% median EBITDA margin of the SEG Software Index.

The median current ratio of public Internet companies, measured as current assets divided by current liabilities, an indication of a company’s liquidity, was 2.8 in 2010, up from 2.5 in 2009, suggesting many Internet providers controlled spending and eschewed, or couldn’t get, additional debt financing. Indeed, the median cash and equivalents of these Internet providers increased by $6.5 million, or 9.3%, in 2010, reaching their highest level in three years (Figure 24). Market valuations of companies comprising the SEG Internet Index varied widely by Internet category in 2010 (Figure 28). Internet Search Engine companies led all other categories throughout 2010 on an EV/Revenue multiple basis, despite losing some ground from 4Q09 to 4Q10. Although Internet Networking and Connectivity companies posted a lackluster 1.2x median EV/Revenue multiple at the close 4Q10, lagging all other Internet product categories, it was a far sight better than the dismal 0.8x and 0.7x median EV/Revenue multiples for this Internet subcategory from 4Q09 – 2Q10 and 3Q10, respectively. Given the successful Christmas shopping season, it was not surprising to see the median EV/Revenue multiple of eCommerce and Portal players advance from 1.8x in 3Q10, to 2.3x by close of the fourth quarter.

56.0%

58.0%

60.0%

62.0%

64.0%

66.0%

68.0%

70.0%

2008 2009 2010

Med

ian Gross Profit

SEG Internet Index SEG Software Index SEG SaaS Index

Figure 27: SEG Software, SaaS and Internet Historical Gross Margins

Figure 26: 2010 SEG Software, SaaS and Internet Median EV/Revenue Multiple Distributions

0.0%

2.0%

4.0%

6.0%

8.0%

10.0%

12.0%

14.0%

16.0%

18.0%

20.0%

Trading Lower Than 0.3x Median EV/Revenue

Trading Higher Than 3x Median EV/Revenue

% Com

panies

SaaS

Software

Internet




INITIAL PUBLIC OFFERINGS Globally, $168 billion was raised by 537 IPOs on all major exchanges in 2010, compared to $68.5 billion raised by 230 IPOs in 2009. Asia-Pacific accounted for 255 of the IPOs worldwide, with China garnering the lion’s share (101). There were 37 IPOs on the Toronto Stock Exchange and the TSX Venture market in 2010 that collectively took in $6.1 billion, a 281% increase from the $1.6 billion raised in 2009 from 15 new offerings. Domestically, across all industry sectors, 182 companies went public on the major U.S. stock exchanges in 2010, compared to 76 in 2009 and 51 in 2008. Of these 182 new listings, 79 were newly listed in the first calendar half of the year. 4Q10 was the strongest quarter, with 65 new public company debuts. Together, 2010’s 182 IPOs raised $45.7 billion, a 137% increase from 2009’s $19.3 billion tally. GM’s $15.8 billion offering was by far the largest, with ClearBridge Energy a distant second at $1.1 billion. The median revenue for the 182 newly listed companies in 2010 was $108 million and the median EBITDA was $19 million. Eighty-five companies newly listed on the major U.S. stock exchanges were headquartered in North America, five were European, and 41 were based in Asia / Pacific, 38 more than a year prior. Information technology, which comprises software, Internet, semiconductors and hardware, had 33 listings, the highest number of deals for any category and a 266% increase over 2009. Thirteen software companies and five Internet companies went public on the major U.S. stock market exchanges in 2010. Together, these 18 new public companies touted a median TTM revenue growth rate of 22.7% and a median TTM EBITDA margin of 14.5%. Collectively, they raised a total of $2.0 billion, with offering amounts ranging from $46.0 million to $272.0 million.

Eleven of the 18 new software and Internet listings were North American companies; the balance were Asia/Pacific based. Six of the seven Asia/Pacific listings occurred in 4Q10. The thirteen new software entrants touted median TTM revenue of $74.7 million, revenue growth rate of 21.5% and median TTM EBITDA margin of 14.5%, well below the 27.1% TTM EBITDA margin of 2009’s software IPO class (Figure 29). Six of the thirteen software IPOs in 2010 were SaaS businesses. Most notable was RealPage, a leading provider of SaaS based multifamily property management software, which closed its first day of trading with a noteworthy EV/Revenue multiple of 6.0x and ended the year with a whopping EV/Revenue multiple of 12.1x. IntraLinks, an on-demand workspace solution that facilitates the exchange of critical information, collaboration and workflow management inside and outside the enterprise, showed early momentum with its enterprise value to revenue multiple rising from 7.5x to 9.6x in the first three months of trading, but plummeted 36% following its earnings call on November 4th. Convio, a provider of software for nonprofits, watched its enterprise value to revenue multiple sink 50% between June 2010 and year end, after poor earnings calls. Most of those who invested in 2010’s newly issued software and Internet companies fared well. The median new issue was up 24.5% by close of trading at year end, a significant improvement over 2009’s 3.5% median return. BroadSoft, Motricity, Qlik Technologies, RealPage and Youku led the pack, each with a year-end return exceeding 100%. The market’s favorable reception for newly listed software and Internet companies in 2010 encouraged others to file or resurrect their registration statements seeking to go public. As a

Revenue Growth (TTM)

EBTIDA Growth (TTM)

YTD Stock Return

4Q09 1Q10 2Q10 3Q10 4Q10 4Q09 1Q10 2Q10 3Q10 4Q10 4Q10 4Q10 2010Advertising 0.9x 1.2x 1.0x 0.9x 1.4x 19.0x 21.5x 14.6x 15.6x 21.5x 16.8% 14.4% 38.9%eCommerce & Portals 1.5x 1.6x 1.7x 1.8x 2.3x 14.0x 13.9x 15.4x 14.0x 16.1x 15.2% 25.0% 24.5%Networking & Connectivity 0.8x 0.8x 0.8x 0.7x 1.2x 7.6x 9.8x 9.0x 11.7x 16.4x 0.8% -5.7% 32.7%New Media 2.0x 1.8x 1.7x 1.7x 2.0x 22.5x 27.9x 21.8x 28.2x 30.8x 3.0% -10.2% 32.7%Search Engine 3.0x 3.0x 2.3x 2.4x 2.9x 10.4x 11.1x 14.3x 13.9x 13.5x 14.9% 97.5% 107.8%

Category

SEG - Internet Index

EV/Revenue EV/EBITDA

Figure 28: SEG Internet Index Median Metrics by Product Category




result, the U.S. software and Internet IPO pipeline expanded to ten by the close of 2010, from three a year earlier 2009 (Figure 30). The markets’ response to those now lining up at the starting gate will tell us much about investors’ current risk/reward mindset. Among the 2011 IPO prospects are Skype, which is perhaps the most impressive in terms of size, revenue growth and EBITDA margin, and Cornerstone OnDemand, a SaaS based provider of learning and talent management solutions that seeks to raise a large amount despite a small revenue base and a history of negative EBITDA. Other software companies in the pipeline include Tangoe, Ellie Mae, Tripwire and Trunkbow International. The strong year end returns of the software and Internet class of 2010, the much improved IPO pipeline by year end and rumors of high profile IPOs by LinkedIn and Groupon suggest 2011 will see an even greater number of software/Internet company new listings. A number of private equity

firms have also indicated intent to take public portfolio software companies they took private three to five years ago. In such case, 2011 could well see 25 or more software and Internet IPOs, and a host of new S1 filings.

Figure 29: 2010 U.S. Software and Internet IPOs

Company Category IPO Date Offering Amount

Enterprise Value*

EV / Rev*

EV / EBITDA* Revenue Revenue

GrowthEBITDA Margin

First Day Return

YTD Return

SS&C Technologies Holdings, Inc. (NASDAQ: SSNC)

Financial Services Software 3/31/10 $160,880,000 $1,431,221,000 5.3x 13.9x $270,041,698 (3.2%) 38.0% 1.4% 36.0%

SPS Commerce, Inc. (NASDAQ: SPSC)

Supply Chain Management 4/22/10 $49,160,000 $177,634,000 4.7x 53.4x $37,794,468 23.0% 8.8% 13.3% 16.2%

Convio, Inc. (NASDAQ: CNVO)

Customer Relationship Management 4/29/10 $46,200,000 $125,347,000 2.0x 31.5x $62,673,500 10.7% 6.3% 13.8% (19.0%)

TeleNav, Inc. (NASDAQ:TNAV)

Mobile Resource management 5/13/10 $56,000,000 $352,261,000 2.3x 5.2x $153,156,957 54.4% 42.9% 22.5% (25.7%)

BroadSoft, Inc. (NASDAQ: BSFT)

Messaging, Conferencing, & Communications 6/16/10 $67,500,000 $163,394,000 2.8x n/a $58,355,000 11.4% (3.7%) (7.8%) 187.7%

Motricity, Inc. (NASDAQ: MOTR) Wireless 6/18/10 $58,700,000 $788,884,000 6.6x 59.1x $119,527,879 10.2% 7.3% (7.4%) 100.5%

AutoNavi Holdings Ltd (NASDAQ:AMAP)

Engineering, PLM & CAD/CAM Software 7/1/10 $107,810,000 $577,980,000 9.3x 30.1x $62,148,387 25.5% 35.0% 8.0% 18.7%

Qlik Technologies, Inc. (NASDAQ:QLIK) Business Intelligence 7/16/10 $112,000,000 $951,971,000 5.5x 41.9x $173,085,636 33.1% 9.1% 28.0% 102.1%

IntraLinks Holdings, Inc. (NYSE:IL)

Workflow Management 8/6/10 $143,000,000 $1,095,040,000 7.5x 95.4x $146,005,333 (1.9%) 12.3% 0.0% 43.9%

MediaMind Technologies Inc. (NASDAQ:MDMD)

Multimedia, Graphics, Digital Media 8/11/10 $75,000,000 $164,429,000 2.2x 10.5x $74,740,455 2.0% 20.6% (4.3%) 24.5%

RealPage, Inc. (NASDAQ:RP)

Property Management Software 8/12/10 $148,500,000 $964,280,000 6.0x 44.6x $160,713,333 25.2% 14.5% 32.0% 113.0%

SciQuest, Inc. (NASDAQ:SQI)

Supply Chain Management 9/24/10 $57,000,000 $264,721,000 6.7x 31.2x $39,510,597 21.5% 18.8% 29.2% 6.0%

Sky-mobi Limited(NASDAQ: MOBI) Wireless 12/10/10 $58,000,000 $160,295,000 5.3x 28.7x $30,323,000 1014.5% 18.4% (25.0%) (33.2%)

$67,500,000 $352,261,000 5.30x 31.35x $74,740,455 21.5% 14.5% 8.0% 24.5%

ChinaCache International Holdings (NASDAQ: CCIH)

Internet Infastructure 10/1/10 $84,250,000 $619,660,000 15.5x 75.6x $39,890,000 (6.3%) 20.5% 95.3% 49.6%

Mecox Lane Limited (NASDAQ: MCOX)

Online Retail 10/26/10 $129,170,000 $989,786,000 5.6x 79.9x $177,689,000 65.3% 7.0% 56.9% (32.6%)

Bitauto Holdings Limited(NYSE: BITA)

Online Retail 11/17/10 $127,200,000 $335,925,000 7.8x 41.2x $42,957,000 22.7% 19.0% 3.7% (26.3%)

Youku Inc.(NYSE: YOKU)

Online Media 12/8/10 $202,850,000 $3,549,320,000 157.8x n/a $22,499,000 365.2% (87.5%) 161.3% 173.5%

E-Commerce China Dangdang Inc. (NYSE: DANG)

Online Retail 12/8/10 $272,000,000 $1,785,173,000 8.4x 514.8x $213,482,000 90.3% 1.6% 86.9% 69.2%

$129,170,000 $989,786,000 8.36x 77.78x $42,957,000 65.3% 7.0% 86.9% 49.6%

$84,250,000 $577,980,000 5.57x 41.23x $74,740,455 22.7% 14.5% 13.3% 24.5%*As of offering date.

Total Median:

Internet Median

*First day return compares listed offering price to first day close.*Bold denotes SaaS companies.

Software Category

Internet Category

Software Median:




VENTURE CAPITAL INVESTMENT Venture capital activity and investments across all industry sectors improved in 2010. According to the PricewaterhouseCoopers / Thompson Venture Economics / National Venture Capital Association MoneyTreeTM Survey, there were 3,277 VC equity financings in the U.S. during 2010, a 12% increase over 2009 (Figure 31). Total dollars invested increased 19% to $21.8 billion from $18.3 billion a year earlier, and the average investment edged up 8.1% to $6.7 million from $6.2 million. The number of companies receiving first-time funding grew to 999 companies from 774 companies a year earlier, a 29% increase. Series A investments, after plummeting a stunning 53.7% from $7.0 billion in 2008 to $3.3 billion in 2009, grew cautiously to $4.3 billion in 2010. The past eight years have been a roller coaster ride for VCs and equity funding aspirants, with little net gain. Using 2002 as the base year, total annual VC dollars invested and total annual financings have increased only 5.2% and 3.8%, respectively.

Exits of VC-backed companies, a catalyst for future VC investment activity, saw dramatic improvement in 2010 from a year earlier. According to the NVCA, a record 420 venture-backed companies sold in 2010, the largest number of exits since the NVCA began keeping records in 1985. The IPO market was also a bright spot for VCs and their limited partners, with 72 venture backed IPOs in 2010, the most since 2007, when 86 companies went public Across all industry sectors, the number of seed stage investments increased 4.0% over the prior year. Despite the increased deal activity, the total dollars allocated to seed stage companies shrunk by 1.6%. Early stage investments increased 25.4% from 2009, while expansion stage investments, perceived by VCs to be far safer than seed and early stage bets, grew a whopping 47.1%. Later stage company financings, however, declined 9.0% YoY in 2010, following a 32.0% decline in 2009, although total dollars invested inched up 2.5%. Nevertheless, VCs continued to prefer relative safety over high risk/reward. Expansion and later stage

Figure 30: U.S. Software and Internet IPO Pipeline

Company Category Filing Date Offering Amount

Annual Revenue

(TTM)

Annual Revenue

(2009)

Revenue Growth(2009)

EBITDA Margin(2009)

Syngence Corporation (TBD)1 Content/Document Management 11/15/07 $12,000,000 n/a $2,703,000 -26.6% n/a

Digital Domain (NASDAQ: DTWO)1 Multimedia, Graphics, Digital Media 12/1/07 $78,000,000 n/a $67,000,000 35.4% n/a

Tangoe, Inc. (NASDAQ: TNGO)Asset Lifecycle Management 4/16/10 $75,000,000 $61,900,000 $55,917,000 49.0% 7.8%

Ellie Mae, Inc. (NYSE: ELLI)Document and Business Process Management 4/30/10 $86,250,000 $39,365,000 $37,707,000 12.3% 15.5%

Tripwire, Inc. (NASDAQ: TPWR) Security 5/28/10 $86,250,000 $84,500,000 $74,006,000 18.6% 13.5%

Cornerstone OnDemand, Inc. (CSOD) Education & eLearning 9/29/10 $115,000,000 $40,682,000 $29,300,000 49.4% n/a

Trunkbow International Holdings Limited (NASDAQ: TBOW)

Wireless 10/14/10 $125,520,000 n/a $13,500,000 4.2% 62.1%

$86,250,000 $51,291,000 $37,707,000 18.6% 14.5%

Skype S.à r.l. (TBD)Messaging, Conferencing, & Communications 8/9/10 $100,000,000 n/a $718,900,000 30.4% 25.7%

Tudou Holdings Limited (NASDAQ: TUDO) Online Media 11/9/10 $120,000,000 $269,952,000 $113,229,000 265.9% n/a

Kayak Software Corporation (TBD) Online Retail 11/17/10 $50,000,000 $154,400,000 $112,698,000 0.6% 14.4%

$100,000,000 $212,176,000 $113,229,000 30.4% 20.0%

$86,250,000 $73,200,000 $61,458,500 24.5% 14.9%*Bold denotes SaaS companies.'1' Denotes Revenue, Growth and Margin numbers are 2006 annual figuresCompanies with negative EBITDA have n/a for EBITDA Margin

Software Category

Internet Category

Software Category Median:

Internet Category Median:

Total Median:




companies once again garnered the lion’s share of VC dollars invested, receiving 67.9% of the kitty in 2010, up slightly from 2009 (Figures 32 and 33). Software led all other industry sectors in number of VC financings (25.5% of total) and aggregate dollars invested (18.2% of total) (Figure 34 and 35). In 2010, 835 software companies received VC financing, up 20.7% from 2009, and the $4.0 billion raised was a 20.2% improvement over the prior year. Software companies receiving first-time financing increased a whopping 44.2% to 261 from 181 last year. Across the 261 investments, VCs invested a total of $799.3 million, translating to an average investment size of $3.1 million. Across all stages of financing, the average software industry investment in 2010 was a modest $4.8 million, lower than any other industry, suggesting the software sector remains one of the most capital efficient. That may be, but VCs remain cautious and reluctant to invest. Compared to 2002, the total number of software companies financed and the aggregate VC dollars invested are down 15.1% and 21.3%, respectively. Internet companies fared almost as well as their software cousins in 2010, attracting 729 VC equity investments aggregating $3.8 billion. Other notable categories receiving VC love and dollars were Biotechnology and Medical Devices.

363

1,147

1,021

746

Aggregate VC Investments by Company Stage

Seed Early Expansion Later

$1.7

$5.3

$8.5

$6.3

Aggregate VC Dollars by Company Stage ($ billions)

Seed Early Expansion Later

Figures 32 and 33: Aggregate VC Investments and Total Dollars Invested by Company Stage

$20.7 $18.8$21.7 $22.5

$26.0$29.9 $28.1

$18.3$21.8

$0.0

$5.0

$10.0

$15.0

$20.0

$25.0

$30.0

$35.0

‐

500

1,000

1,500

2,000

2,500

3,000

3,500

4,000

4,500

2002 2003 2004 2005 2006 2007 2008 2009 2010

Total V

C Do

llars In

vested

($ billio

ns)

Numbe

r of V

C Investmen

tsTotal VC Investment Dollars Number of VC Investments

Figure 31: U.S. Venture Capital Investments and Total Dollars Invested Across all Industries




0 100 200 300 400 500 600 700 800 900

OtherRetailing/DistributionHealthcare Services

Networking and EquipmentElectronics/InstrumentationComputers and Peripherals

Financial ServicesBusiness Products and Services

Consumer Products and ServicesSemiconductors

TelecommunicationsIT Services

Industrial/EnergyMedia and Entertainment

Medical Devices and EquipmentBiotechnology

InternetSoftware

Total VC Investments

$0 $1,000 $2,000 $3,000 $4,000 $5,000

OtherRetailing/DistributionHealthcare Services

Electronics/InstrumentationBusiness Products and Services

Computers and PeripheralsFinancial Services

Consumer Products and ServicesNetworking and Equipment

TelecommunicationsSemiconductors

Media and EntertainmentIT Services

Medical Devices and EquipmentIndustrial/Energy

BiotechnologyInternetSoftware

Total VC Investment Dollars ($ millions)

Figures 34 and 35: Aggregate VC Investments and Total Dollars Invested by Product Category




THE BUYERS SPEAK: SOFTWARE EQUITY GROUP’S 2011 M&A SURVEY In early January 2011, Software Equity Group conducted its third annual Software Company Buyer Survey to provide our readers a better understanding of 2011’s software M&A ecosystem and buyer thinking. We polled 176 of the largest software companies in the world, both public and private, and received an excellent response. Collectively, the respondents to our 2011 survey spent well over $13.9 billion on software acquisitions in 2010, and their plans and playbook will heavily influence the software M&A ecosystem in the year ahead. Unsurprisingly, 83% of our respondents bought at least one software company in 2010 and stayed close to home. Buyers remained focused on strategic transactions that leveraged and enhanced their core businesses, acquiring tuck-ins and eschewing bargain shopping and unsought opportunities. Their M&A behavior in this regard was consistent with their responses to our 2010 survey, and reflected the economic uncertainty that persisted through much of 2010. What lies ahead? The number of software M&A transactions will almost certainly grow this year, as 93% of respondents stated they plan to acquire at least one software company in 2011 and 51% stated they plan to acquire three or more software companies in 2011. Indeed, 17% of respondents stated they plan to acquire six companies in 2011, up from only 6% in 2010. And what’s motivating these buyers? Buyers are laser focused on improving their products and broadening their current offering. Product enhancements - to plug holes, add incremental functionality, competitively differentiate and improve the user experience – was ranked by 40% of respondents as their most important M&A objective in 2011, and by an additional 27% as their second highest priority. Broadening their current offering – adding new product categories, entering new markets and expanding territories – was named the most important M&A objective by 30% of respondents, and as their second priority by an additional 40%. Financial benefits and market share as primary motives were seen as considerably less important. By contrast, in 2010, buyers were almost equally divided amongst financial objectives, product enhancement, market expansion and market share. Software M&A spending will likely be robust in 2011, with 54% of respondents expecting to spend at least $100 million on software acquisitions this year. Valuations should also see an uptick. 60% of respondents expect to pay at least 10% more in 2011 for a company very similar to one acquired in 2010. While SaaS providers have been on many large software company radar screens for the past three years, it hasn’t been an M&A spending priority for most. Until now. 30% of the buyers in our 2011 survey believe that it is “very important” that a target be all or sustainably SaaS/subscription based, a remarkable increase from just 13% in the 2010 survey. In fact, only 17% felt that SaaS was “unimportant” in 2011, a stunning decline from the 47% who expressed disinterest in 2010. It’s unclear whether big software company interest in acquiring SaaS providers has suddenly peaked because of the attraction of subscription based revenue, or because of market demand. Likely, it’s some of both. What do buyers consider most important when selecting and valuing an acquisition target today? Since most buyers in 2011 are seeking to enhance and extend their own offerings, it’s of little surprise an (continued)




THE BUYERS SPEAK: SOFTWARE EQUITY GROUP’S 2011 M&A SURVEY (CONTINUED) overwhelming 63% of 2011’s Survey respondents deem the target’s products and technology platform the most important factors in deciding whether, and for how much, to extend an offer. The target’s profitability and growth, to the dismay of many private software company founders, is relatively unimportant to the overwhelming majority of our 2011 Survey respondents. A notably greater number of buyers this year ranked the caliber of the target’s management team and operations to be the most important factor in deciding whether, and for how much, to extend an offer. It’s almost certainly because buyers today deem continuity, orderly transition and phased management withdrawal essential to the success of the transaction post-closing. As our founder, Ken Bender, wrote in the editorial column of our 3Q10 Quarterly Report, the buyer mindset today has changed since the Great Recession. Our 2011 survey results back him up. M&A decision making has shifted from top down to consensus according to 60% of buyers responding to our survey; 72% say they’re doing much more analysis today of the market opportunity, go forward strategy and target synergies; and 84% of respondents indicated they conduct much more pre-LOI due diligence on a target’s financials, products and operations. Despite this unprecedented degree of due diligence by buyers, we’ve observed a higher mortality rate in the past two years of software M&A transactions under LOIs that never closed, and decided to ask why. Our 2011 Survey makes clear the exit valuation gulf between buyers and sellers is wide, and often gets wider during due diligence. A whopping 41% of our respondents told us that unrealistic valuation expectations were the single greatest reason why a deal under LOI failed to consummate. This response should be read in conjunction with responses to another of our questions regarding those post-LOI events that most imperiled the closing of a transaction. According to the buyers we surveyed, the closing of a deal under LOI is most imperiled by the renegotiation of the proposed purchase price due to matters uncovered or clarified during due diligence. These can cover the gamut of missed revenue or EBITDA forecasts, uncollected sales taxes, missed product release dates, open source languages embedded without appropriate license, deceased third party developers who didn’t sign work made for hire agreements, customer attrition beyond what was indicated during pre-LOI discussions… it’s a long list, and buyers today do not react kindly. Often they see the value of the company as being less than originally bid, and reduce their offer. The targets, in turn, are often outraged for being “nickel and dimed”, especially when they’re so “strategic” to the buyer. More often than not, that’s the reason behind the “unrealistic exit valuation” response given by so many of the buyers we surveyed when asked, “What’s the most common reason an acquisition fails to consummate once you enter due diligence?” It’s clear from the results of our 2011 Survey that buyers in 2011 will be more acquisitive; will pay modestly more; will be product and technology focused; will be process and consensus driven; and will closely scrutinize the target prior to closing to reduce risk and enhance the likelihood of realizing the expected return. Thus far, as we go to press, that certainly appears to be the case. We’ll detail that more in our 1Q11 Quarterly Report.




0 17%1-2 40%3-5 33%6-10 7%More than 10 3%

0 7%1-2 41%3-5 31%6-10 17%More than 10 3%

Less than $100 million 46%Between $100 million and $300 million 36%Between $300 million and $500 million 7%Between $500 million and $1 billion 7%Greater than $1 billion 4%

The same 40%Less 0%10% to 20% more 57%21% to 30% more 3%31% to 40% more 0%Greater than 40% more 0%

Unimportant 17%Somewhat 53%Very 30%Absolutely essential 0%

1 2 3 4Financial: Inorganic growth and/or earnings accretion 17% 13% 47% 23%Product Enhancement: Plug holes, add functionality, competitively differentiate, improve user experience 40% 27% 17% 17%Broaden Current Offering/Grab More IT Spend: Add new product categories, enter new markets, expand territories 30% 40% 13% 17%Increase Market Share: Consolidation, channel acquisition, attack competition 13% 20% 23% 43%

1 2 3 4 5Unrealistic seller valuation expectations 41% 24% 17% 3% 14%Product and technology performance/functionality does not meet expectations 28% 28% 17% 28% 0%Culture and personality differences 7% 21% 48% 10% 14%Accounting, tax and legal issues that are unable to be resolved in a mutually satisfactory manner 14% 10% 7% 31% 38%

Internal matters unrelated to the deal (strategic change, management change, board intervention, investor intervention, etc.) 10% 17% 10% 28% 34%

1 2 3 4Products and technology: The target's products/technology are well executed, a great fit with us, and provide the strategic leverage we seek 63% 10% 20% 7%

Growth: The target is growing at a rate far greater than average, demonstrating strong market demand, and we think it's time to invest 7% 33% 47% 13%

Profitability: The target is highly profitable, the deal will be accretive, the financial risk is lower 10% 13% 27% 50%

Management and Operations: The target has deep domain expertise we need to acquire, a great team, proven performers 20% 43% 7% 30%

Much more consensus driven today; all/most senior management must buy in 60%Much more pre-LOI due diligence re: target's financials, products, operations 84%Much more analysis of market opportunity, strategy and synergies 72%Much more early involvement by our auditors and outside accountants 12%Much more involvement of our Board members and/or investors 32%

1 2 3 4 5Tax and accounting issues 21% 17% 13% 17% 33%Indemnity caps 8% 29% 25% 25% 13%Indemnity escrows - amount, period, basket, etc. 13% 25% 33% 29% 0%Renegotiation of purchase price due to due diligence discoveries or events 42% 21% 17% 17% 4%Change of buyer priorities, finances, strategy 17% 8% 13% 13% 50%

In comparison to two or three years ago, how has your M&A internal decision making process changed (Choose any/all that are applicable): Response %

In your recent experience, which post-LOI contract issues have most imperiled the closing of your transactions (rank 1 - 5 in order of frequency of occurrence):

Ranking

Please rank the following four acquisition objectives for 2011 in order of importance (1=most important, 4=least important):

Ranking

Please rank the most common reasons an acquistion fails to consummate once you enter the due diligence phase (1 = most common, 5 = least common)?

Ranking

When selecting and valuing acquistiion targets, please rank the following four M&A drivers in order of importance (1 = most important, 4 = least important):

Ranking

In aggregate, about how much do you plan to spend on acquisitions in 2011? Response %

What's your current view of valuations? How much would you expect to pay in 2011 for a company very similar to the one you acquired in 2010? Response %

How important is it for you in 2011 that the target be all or substantially SaaS/subscription based? Response %

Software Equity Group's 2011 Software M&A Outlook Survey

Approximately how many software companies did you acquire in 2010? Response %

If you had to guess now, how many software companies do you anticipate acquiring in 2011? Response %




MERGERS AND ACQUISITIONS: THE NUMBERS M&A Deal Volume and Spending: All Industry Sectors Globally, merger and acquisition spending totaled approximately $2.0 trillion dollars in 2010 according to Capital IQ, a 25% year-over-year increase from 2009’s $1.6 trillion. The worldwide M&A spending trajectory steepened as the year progressed, reaching $604.3 billion 4Q10, a 28.8% increase over 3Q10’s $469.1 billion and 12.6% more than 4Q09’s $536.8 billion total M&A spend. In the United States there were 13,610 M&A transactions across all industry sectors with a combined price tag of $877.4 billion, up 34.4% from 2009’s 10,130 deals, and 17.4% above 2009’s total M&A spend of $747.8 billion (Figure 36). The year began with increased M&A deal volume but didn’t ramp in subsequent quarters, averaging about 3,400 transactions per quarter. However, M&A spending across all U.S. industry sectors steadily improved throughout the year. The aggregate M&A price tag in 1Q10 totaled $193 billion, increased to $218.2 billion and $225.5 billion in 2Q10 and 3Q10, respectively,

and closed out the year at $240.7 billion in the final quarter. We anticipate M&A deal volume will moderately increase across virtually all U.S. industries in 2011. Product line enhancements and extensions, industry consolidation driven by the quest for greater market share, vertical integration to achieve financial and distribution efficiencies, geographical expansion particularly in China and elsewhere in Asia Pacific, will all drive deal volume in 2011. We expect domestic M&A spending to increase, as well, but modestly. 2011 will undoubtedly see a greater number of mega-deals at eyebrow raising valuations, but we believe most buyers will need more convincing about the sustainability of the economic recovery and their own improved financial performance before loosening the purse strings much more. There were 943 U.S. leveraged buy-outs and private equity backed transactions in 2010, a 14% increase over 2009’s total of 814. According to Capital IQ, aggregate U.S. LBO spending also increased, from $60.1 billion in 2009 to $75.4 billion in 2010. There were 20 leveraged buy-outs greater than $1 billion in 2010, almost three times the number of LBOs in 2009. The improvement in LBO transaction volume and spending was in

Figure 36: U.S. Mergers and Acquisition Activity

7,2197,762

9,2969,941

11,76912,586

11,254

10,130

13,610

$525B$550B

$905B

$1,273B

$1,679B$1,550B

$1,094B

$747B

$877B

$0

$300

$600

$900

$1,200

$1,500

$1,800

0

4,000

8,000

12,000

16,000

2002 2003 2004 2005 2006 2007 2008 2009 2010

Value ($ billions)Num

ber o

f Dea

ls

Deals Value Source: Capital IQ




large part attributable to an improved credit market, as lenders returned to the table. LBO target valuations showed modest improvement in 2010. Targets with EBITDAs greater than $50 million had a median 15.6% EBITDA margin and fetched a median exit multiple of 8.0x TTM EBITDA, or 1.4x revenue multiple, up from 2009’s median 6.0x TTM EBITDA. LBO/PE targets with less than $50 million in EBITDA had a median 9.4% EBITDA margin and were acquired for a median 11.6x TTM EBITDA , or 1.1x revenue multiple, up from 2009’s median 7.6x TTM EBITDA. Software M&A Deal Volume and Spending Software M&A transactions accounted for 11.7% of all U.S. M&A activity in 2010, down from 13.3% in 2009. There were 1,586 mergers and acquisitions worth $51.9 billion in the U.S. Software sector in 2010, compared to 1,329 transactions aggregating $27.4 billion in 2009 (Figures 37 and 38). 1Q10 began on a positive note with 431 transactions, the fourth consecutive quarter of increased software M&A deal volume. Unfortunately, that level of activity was not reached again in 2010, as software M&A deal volume declined 12% to 385 transactions in the second quarter, rebounded a bit in Q3, then fell off again in the final quarter (Figure 39). Year-over-year, each quarter in 2010 posted an increase over 2009, assuming 4Q10’s 368 software transactions (vs. 372 in 4Q09) will increase by 10-15 deals in our final tally. Overall, 2010’s software deal total was healthy in comparison to transaction volumes over the past decade. Note to our readers: The deal and dollar volumes in Figures 37 and 38 have been updated from our previously published quarterly reports due to transactions newly reported or deleted (i.e., scrapped deals) after our publication dates. Based upon our 2011 buyer survey results and our conversations with a broad array of public software company corporate development heads and private equity firm managing directors, we anticipate a modest increase in software M&A transaction volume in 2011. Asked how many software companies they anticipate acquiring in

2011, 20% said six or more; 31% said three to five, and 41% stated they plan to buy one to two this year (please see Survey results). Overall, responses to our 2011 Survey indicate software M&A deal volume will rise approximately 12% to 1,775 this year, driven primarily by buyers seeking product enhancements, extensions and competitive differentiation.

2010’s total software M&A spend was 90% greater than 2009’s, although deal volume increased only 16%. It would be erroneous to conclude, however, that the average deal size increased dramatically in 2010 because valuations were markedly higher or many larger companies were acquired. Major fluctuations in software M&A spending each quarter are typically the consequence of a relatively small number of software industry mega-deals (transactions with enterprise values greater than $500 million). Of 2010’s $51.9 billion total software M&A outlay, $26.3 billion was spent on 17 mega-deals. By comparison, 2009’s $27.4 billion total software M&A outlay included $9.6 billion spent on seven mega-deals, while 2008’s $56.2 billion total price tag included $32.6 billion on 21 mega-deals.

1,7581,894

1,329 1,586

0

500

1000

1500

2000

2500

2007 2008 2009 2010#

of D

eals

$81.9

$54.5

$27.4

$51.9

$0.0

$20.0

$40.0

$60.0

$80.0

$100.0

2007 2008 2009 2010

($ b

illio

ns)

Figures 37 and 38: Annual U.S. Software Sector M&A Activity and Dollars Spent




Software M&A Deal Currency The prevalence of cash and stock as M&A deal consideration was virtually the same in 2010 as in 2009. Cash was the predominant form of payment, and was the exclusive form of payment in approximately 73% of all software M&A transactions in 2010 (Figure 41). All stock deals represented 9% of transactions in 2010, but the prevalence of stock fluctuated throughout the year. All stock transactions

accounted for 10% of software M&A deals in 1H10, 12% in 3Q10, and only 6% of software deals in 4Q10. The diminished number of all stock transactions at year end reflected seller concern the public markets were overvalued and buyer stock had considerably less upside. Still, some stock as a component of the purchase price retained its appeal. Transactions featuring a combination of cash and stock represented 18% of transactions in both 2010 and 2009.

Figures 39 & 40: Quarterly U.S. Software Sector M&A Activity and Dollars Spent

470518

478

402 345316 311

330 372

431

385402

368

0

100

200

300

400

500

600

4Q07 1Q08 2Q08 3Q08 4Q08 1Q09 2Q09 3Q09 4Q09 1Q10 2Q10 3Q10 4Q10

# of

Dea

ls

$22.4$23.5

$14.9

$9.8 $6.3

$2.9$3.3

$13.5

$7.6

$4.6

$17.0

$19.1

$11.2

$0.0

$5.0

$10.0

$15.0

$20.0

$25.0

$30.0

$35.0

4Q07 1Q08 2Q08 3Q08 4Q08 1Q09 2Q09 3Q09 4Q09 1Q10 2Q10 3Q10 4Q10

($ b

illio

ns)




Private vs. Public Buyers In assessing each quarter’s M&A activity, we continue to track the mix of public and private buyers because it provides useful insight about the current software M&A ecosystem and the level of interest and likely valuation range a potential sell-side candidate might attract. Low M&A deal volumes and fewer public buyers usually connote lower median exit valuations. Conversely, higher deal volume and 40%+ public

buyers mean increased deal competition and more strategic valuations. In 2010, public companies comprised approximately 42% of all software M&A buyers, compared with 37% of all buyers in 2009. During the period spanning 2H09 through 1H10, public software companies accounted for 39% of buyers and the median exit multiple was healthy, but relatively flat. During 2H10, however, public buyers accounted for 45% of acquisitions, and the median exit jumped to 2.5x in 3Q10 before retreating in the final quarter to 2.1x (Figure 42).

Figure 41: Software M&A Deal Currency

67% 77%74% 73%

23%13%

14% 21%

10% 10% 12% 6%

Q1 2010 Q2 2010 Q3 2010 Q4 2010

Stock Cash & Stock Cash

75%75%

72% 73%

20% 16% 18% 18%

5% 9% 10% 9%

2007 2008 2009 2010

Stock Cash & Stock Cash

38% 40%42%

48%

62%60%

58% 52%

Q1 2010 Q2 2010 Q3 2010 Q4 2010

Private Public

Per

cent

age

of S

oftw

are

Buy

ers

4% 8% 4% 2%

96% 92% 96% 98%

Q1 2010 Q2 2010 Q3 2010 Q4 2010

Private Public

Per

cent

age

of S

oftw

are

Sel

lers

Figure 42: Public vs. Private Software M&A Buyers and Sellers




Software M&A Valuations On an annualized basis, 2010’s median software industry exit valuation, measured as a multiple of trailing twelve months revenue, was 2.2x, a marked increase over 2009’s median exit valuation of 1.8x TTM revenue, and the highest annual median multiple we’ve reported since 2000 (Figure 43). Indeed, 2010’s median exit valuation remained above 2.0x every quarter, after reaching 2.0x in only one quarter of 2009 (Figure 44). The reasons for 2010’s improved exit multiple are several: higher quarterly revenue growth rates encouraged public software company buyers to spend more; there was greater competition for deals; and higher stock prices and market valuations enabled buyers to shop with higher valued currency. We believe there was another phenomenon at play, as well, which was largely responsible for the boost in the median exit multiple. Buyers in 2010 were far more strategic and much more focused in their acquisition planning and execution than any time in memory. Product deficiencies and opportune market opportunities were scrutinized and analyzed and prioritized on a collaborative basis. Acquisition parameters were decided upon in advance, teams were created or fortified, and a greater array of targets were identified and evaluated. Those targets deemed most ideal and synergistic were typically healthy, profitable and growing, and therefore deserving of a higher exit multiple than most – at least in the targets’ minds. Buyers, in response offered prices they considered fair and reasonable – and in many cases not a penny more. Those deals that reached the finish line were, in the minds of both buyer and seller, deserving of a higher exit valuation.

On a multiple of TTM EBITDA basis, 2010 M&A valuations were far more difficult to analyze due to insufficient data for private seller software M&A transactions. Consequently, we restricted our analysis to EBITDA exit multiples for transactions featuring public sellers. Public software company sellers received a median 12.4x TTM EBITDA multiple in 2010, up slightly from 2009’s median exit multiple of 11.8x TTM EBITDA. On a quarterly basis, the median TTM EBITDA multiple remained rather flat throughout 2010, ranging only between 12.0x and 13.0x TTM EBITDA (Figure 45). Comparatively, the median TTM EBITDA valuation fluctuated quite drastically from quarter to quarter in 2009, from 8.7x to 12.5x, primarily because the public markets were still in a state of frenzy and there were a good number of fire sales.

Figure 43: Annual Median Software M&A Valuation as a Multiple of Revenue 3.0x

1.6x 1.3x 1.4x

1.7x2.0x 2.0x 2.1x

1.9x 1.8x 2.2x

2000 2001 2002 2003 2004 2005 2006 2007 2008 2009 2010

2.2x 2.1x2.5x

2.1x

Q1 2010 Q2 2010 Q3 2010 Q4 2010

Figure 44: Quarterly Software M&A Valuation as a Multiple of Revenue

13.0x 12.0x 13.0x 12.4x

Q1 2010 Q2 2010 Q3 2010 Q4 2010

Figure 45: Median Public Software Company Seller Valuation as a Multiple of EBITDA




We’ve repeatedly demonstrated in prior SEG Quarterly Reports that three of the most important determinants of exit valuation are the seller’s ownership structure, financial performance and product category. The axiom held true, once again, in 2010. We analyzed all M&A transactions in 2010 with ascertainable revenue multiples to determine the specific impacts on valuation of ownership (private vs. public company), size (revenue) of buyer and seller, and the seller’s software product category. First, we sorted 2010’s M&A transactions by ownership type, separating public from private software company sellers to ascertain any difference in their median TTM revenue exit multiple. Public company sellers received a median 1.8x TTM revenue exit valuation, while privately held software companies commanded a median 2.6x TTM revenue multiple (Figure 46). Why the rather significant differential? Nine underperforming public companies were acquired in the first half of 2010, most of which were struggling mightily to grow top line revenue. These arbitrage purchases included: TEOCO’s acquisition of telecom operations support software vendor TTI Team Telecom for $30.7 million (0.7x TTM revenue, -16.1% TTM revenue growth); Pegasystems’ acquisition of business process management and CRM provider Chordiant Software for $100.2 million (1.3x TTM revenue, -28.8% TTM revenue growth); OpenText’s purchase of digital content management provider Nstein Technologies for $27.4 million (1.2x TTM revenue, 1.6% TTM revenue growth); Battery Ventures’ acquisition of CAD/CAM software provider Vero Software for $13 million (0.7x TTM revenue, -8.0% TTM revenue growth); and Pharsight and Vector Capital’s acquisition of Symyx Technologies for $156.1 million (1.0x TTM revenue, 4.8% TTM revenue growth). Four devalued, underperforming public software companies were acquired in 2H10: Quest Software purchased Bakbone Software for $44.4 million (0.8x TTM revenue, -2.4% TTM revenue growth); Attachmate acquired Novell for approximately $1 billion (1.25x TTM revenue, -5.8% TTM revenue growth); CSG Systems acquired Intec Telecom Systems for $251.3 million (1.0x TTM revenue, -0.8% TTM revenue

growth); and Marlin Equity Partners acquired Phoenix Technologies for $98.3 million (1.6x TTM revenue, -9.0% TTM revenue growth). Please see Appendix B for additional public seller exit valuations.

Public Sellers 1.8x Median Multiple

Private Sellers

2.6x Median Multiple

69%31%

Public Buyers


Private Buyers


75%25%

Buyer Less Than $200 million


Buyer Greater Than $200 million


Seller Less Than $20 million: 2.4x


Seller Greater Than $20 million: 1.5x




Seller GreaterThan $20 million: 1.8x


46%54%

Figure 46: 2010 Median Multiples – Segmentation (Enterprise Value/Revenue)




Conversely, most of the highest exit multiples in 2010 were paid to private software companies deemed by their large public suitors to be highly strategic and worthy of an acquisition premium. Many of these private targets were venture-backed entities that were well-funded, growing and, consequently, expensive. Noteworthy examples include Disney’s acquisition of Playdom ($763.2 million, 10.2x TTM revenue estimate); Roper Industries’ acquisition of iTradeNetwork ($525.0 million, 6.6x TTM revenue estimate); Google’s acquisition of ITA Software ($700.0 million, 5.6x TTM revenue estimate); Datalogic Scanning Holdings’ acquisition of Evolution Robotics Retail ($25.5 million, 5.0x TTM revenue); Dassault Systems’ acquisition of Exalead ($161.6 million, 8.4x TTM revenue); and EPIQ Systems’ acquisition of Jupiter eSources ($80 million, 6.1x TTM revenue). As a next step, we separated public and private software company buyers to ascertain any difference in median purchase price paid in 2010. For historical context, in 2006 and 2007 public buyers shelled out a median of 2.7x and 2.5x TTM seller revenue, respectively, for their acquisitions, while private buyers paid a median 1.9x and 2.0x TTM revenue, respectively. In 2008, we saw the historical variance narrow considerably, with private buyers paying a median M&A purchase price of 1.7x TTM revenue, compared to public software companies paying a median purchase price of 2.0x TTM revenue. During 2009, the public-private buyer differential increased drastically. Public buyers paid a median 1.9x TTM revenue, well within historic norms. Private buyers, however, paid a miserly 1.2x TTM revenue exit multiple, in many cases acquiring competitors that were struggling to survive the downturn. In 2010, both public and private buyers valued acquisition targets significantly higher than the year prior. Public buyers paid a median 2.4x TTM revenue, while private buyers paid a median 1.8x TTM revenue. Clearly, both types of buyers were feeling more encouraged by their financial results in 2010 and more bullish about their near term growth prospects. Additionally, we sliced the 2010 median software M&A multiple horizontally and vertically,

segregating vertical market software company sellers (e.g. retail, financial services, telecom, manufacturing, etc.) from sellers with horizontal software solutions (infrastructure, enterprise applications, etc.). In 2010, providers of vertical software accounted for 37% (Figure 47) of all software M&A transactions, while horizontal solution providers comprised 63% of sellers.

Vertical market and horizontal software providers were both valued at relatively healthy premiums in 2010, fetching a median 2.0x TTM revenue and 2.3x TTM revenue, respectively. In comparison, 2009 saw vertical market and horizontal software providers valued at a median 1.6x TTM revenue and 1.7x TTM revenue, respectively (Figure 48).

M&A Exit Valuations by Software Category While company size, ownership structure and market focus demonstrably impact valuation, software product category continued to be the single most important M&A valuation differentiator in 2010.

37%

63%

vertical horizontal

Figure 47: 2010 Horizontal vs. Vertical Sellers

Horizontal Vertical4Q10 2.3x 1.9x3Q10 2.7x 2.2x2Q10 2.3x 2.0x1Q10 2.2x 1.8x

Median 2010 2.3x 2.0x4Q09 1.7x 2.3x3Q09 2.3x 1.5x2Q09 1.7x 1.6x1Q09 1.3x 1.1x

Median 2009 1.7x 1.6x

Figure 48: Horizontal vs. Vertical M&A Multiples




For most software product categories, there is often an insufficient number of transactions that publicly report both seller TTM revenue and buyer purchase price, essential data in ascertaining the applicable median exit value for the product category. Consequently, we aggregate the data each quarter on a TTM basis. As a result, it may take several quarters to detect changing product category valuation trends, and certain outlier transactions consummated nine or twelve months ago may have a residual impact on their product category multiples. Among the eleven software product categories we tracked in 2010 (Figure 49), Security and CRM/Marketing/Sales software garnered the highest category exit valuations, at a median 3.7x TTM revenue and 3.1x TTM revenue, respectively. Transactions in the security sector included Hewlett Packard’s acquisition of ArcSight ($1.5 billion, 7.7x TTM revenue); Juniper Networks’ acquisition of Altor Networks ($95 million, 6.3x TTM revenue estimate); and Symantec’s acquisitions of PGP ($306 million, 4.0x TTM revenue) and GuardianEdge ($73 million, 3.9x TTM revenue). In the CRM/Marketing/Sales category, acquisitions such as IBM’s purchase of Unica ($448.6 million, 4.1x TTM revenue) and Teradata’s purchase of Aprimo ($500 million, 6.3x TTM revenue estimate), helped to boost the median revenue multiple. Exit valuations for other software product categories ranged from a median 2.8x TTM revenue for providers of Engineering, PLM and CAD applications, to a median 1.2x TTM revenue for content/document management software providers. In terms of volatility, exit multiples in the Development Tools and IT Asset Management category fluctuated most year-over-year, dropping from a median 3.0x TTM revenue in 2009 to a median 2.1x TTM revenue in 2010. From a deal activity standpoint, Wireless software led all other product categories in 2010, followed closely by Security and Development Tools/IT Asset Management (Figure 50).

1.2x

1.7x

2.0x

2.1x

2.5x

2.5x

2.6x

2.7x

2.8x

3.1x

3.7x

Content/DocumentManagement

Other Verticals (A&D,Telco, Retail, etc.)

Dev Tools & IT AssetManagement

Database & FileManagement

HR & WorkforceManagement

Healthcare

Wireless

Education & ComputerBased Training

Engineering, PLM &CAD/CAM

CRM, Marketing & Sales

Security

Figure 49: Software M&A by Product Category




SaaS M&A Transactions SaaS M&A deal activity and valuations improved considerably in 2010 from a year earlier. We counted 105 SaaS acquisitions in 2010, including ten with ascertainable revenue multiples, of which the median exit valuation was 3.2x TTM revenue. In comparison, we counted only 50 SaaS acquisitions in 2009, including six with ascertainable revenue multiples, of which the median exit valuation was 2.7x TTM revenue. The trajectory of SaaS M&A activity was encouraging, with 2010 outpacing 2009 every quarter. The year began with a modest ten SaaS deals in 1Q10 (vs. nine in 1Q09), spiked to 30 in 2Q10 (vs. eight in 2Q09), grew to 39 in 3Q10 (vs.

13 in 3Q09) and dropped to a still impressive 26 SaaS acquisitions in 4Q10 (vs. 20 in 4Q09). The workforce management product category accounted for the greatest number of SaaS company acquisitions in 2010, with category leaders such as SuccessFactors acquiring Imform Business Impact ($40.5 million, 2.7x TTM revenue estimate); Callidus acquiring ForceLogix ($3.8 million); Lawson acquiring Enwisen ($75 million, 5.0x TTM revenue estimate); Kenexa acquiring Salary.com ($74.1 million, 1.6x TTM revenue); Hewitt Associates acquiring HRAdvance Enterprises ($11 million); Stepstone acquiring MrTed; and Administaff purchasing OneMind Connect. Acquisition activity in this segment was virtually non-existent when the global economy

Figure 50: Software M&A by Product Category

SecurityStorage & Systems Mgmt

Supply Chain Mgmt & Logistics

Web Analytics

Wireless

Accounting

Billing & Service Provisioning

Business Intelligence

Content/Document Mgmt

CRM, Marketing & Sales

Database & File Mgmt

Dev. Tools, IT Asset Mgmt & App. Testing

Education & Computer Based Training

Electronic Commerce

Electronic Design Automation

Engineering, PLM & CAD/CAM

Enterprise Application Integration

Enterprise Resource PlanningEntertainment

HR & Workforce Mgmt

Messaging, Conferencing & Communications

Multimedia, Graphics, Digital Media

Networking & Connectivity

Financial Services

Gov't / A&D

Healthcare

Other Verticals

Retail

Manufacturing & Asset MgmtTelecommunications




slipped into a deep recession and companies were focused on layoffs rather than hiring. This translated into deep cuts in workforce management IT spending, and subsequently, a sharp drop in category acquisitions. The supply chain product category, where M&A activity has historically involved mostly on-premise software companies, featured a number of SaaS acquisitions in 2010, including RedPrairie’s acquisition of SmartTurn; CDC Software’s acquisitions of TradeBeam ($18.9 million) and eBizNET Solutions; Roper Industries’ acquisition of iTradeNetwork ($525 million, 6.6x TTM revenue estimate); and GSI Commerce’s purchase of VendorNet. Meanwhile, the infrastructure segment featured Dell acquiring Boomi; CA acquiring Arcot Systems ($200 million); Citrix acquiring GoToManage and Netviewer; Webroot acquiring BrightCloud; and Tibco’s purchasing Loyalty Lab ($23 million). We see better times ahead for SaaS, particularly for the growing number of public SaaS providers that have finally turned the corner on profitability. SaaS adoption at the enterprise level will grow – albeit not nearly as quickly as many analysts and pundits predict, but the real updraft will come from resumed spending on SaaS by SMBs. And that’s likely only if the slow but steady economic recovery continues unabated and GDP growth exceeds 4% or better each quarter. Should that occur, SaaS companies with 12% to 15% EBITDA margins and 40% TTM revenue growth rates can expect to exit for a premium in 2011, should they opt to do so.

Internet M&A Transactions 2010 was one of the most active years in recent history for Internet sector mergers and acquisitions, with a total of 625 transactions among all Internet product categories. The feeding frenzy was fueled in large part by investors and industry analysts who have become increasingly bullish about rapid growth in social networking, eCommerce, online display advertising, video capture and sharing and cloud computing.

The year began strong in almost all Internet subcategories and remained robust throughout the year, averaging 146 M&A transactions per quarter. In 4Q10 alone, 165 Internet companies were acquired, 18 more than in the prior quarter, and 47 more than 4Q09 (Figure 51).

Category Q4 2010 Q3 2010 Q2 2010 Q1 2010 Q4 2009 TotalContent 34 26 31 37 23 151eCommerce 29 22 26 22 20 119Ad Tech & Svcs 21 22 13 17 16 89Social Networking 23 14 23 16 18 94Videos/Photos 12 15 8 16 10 61Infrastructure 17 14 13 8 10 62Mobile 8 8 3 10 7 36Gaming 6 10 5 20 7 48Search 12 6 5 8 4 35Communications 1 4 8 4 1 18Music 2 6 4 2 2 16Total 165 147 139 160 118 729

Figure 51: Quarterly Internet M&A by Category

Figure 52: 2010 Internet M&A by Category




Indeed, 65% of Q4’s Internet transactions were within four key categories: content, e-commerce, social networking and ad-tech categories. Those same four categories were the most active for all of 2010, accounting for 382 transactions in total (Figure 52). Google continues to be the most acquisitive Internet company buyer, completing 13 Internet transactions in 2010. AOL, Facebook, and Groupon each completed six Internet acquisitions in 2010, while Local.com, Yahoo, Apple, Wikio and Amazon each completed four. The largest and most powerful Internet players, together with several heavily backed new faces, are moving rapidly to solidify their positions in content, commerce, and search, while also moving aggressively into social networking, mobile and video domains (Figure 53).

Figure 53: 2010 Internet Consolidators




APPENDIX A: 2010 PUBLIC MARKET VALUATIONS AND STATISTICS BY PRODUCT CATEGORY

Billing & Service Management 4Q09 1Q10 2Q10 3Q10 4Q10Current Ratio 3.1 3.0 2.8 2.8 2.5EBITDA Margin 20.5% 20.5% 20.6% 20.5% 20.3%Gross Profit Margin 52.8% 54.1% 55.9% 58.3% 53.7%Net Income Margin 11.4% 14.4% 15.4% 17.4% 16.1%TTM Earnings Growth (YoY) -13.9% -4.8% -8.3% -17.9% -17.9%TTM Revenue Growth (YoY) 6.1% 5.3% 7.9% 15.2% 15.2%TTM EBITDA Growth (YoY) 10.7% 49.2% 19.3% 10.0% 10.0%Cash as Percent of Market Cap 23.8% 23.0% 23.2% 23.3% 23.3%Enterprise Value Growth (YoY) 26.6% 67.5% 44.9% 6.5% 18.2%EV/Revenue 1.5x 2.2x 1.7x 1.4x 1.4xEV/EBITDA 7.4x 10.9x 8.4x 7.0x 6.7xEV/Earnings 13.4x 17.1x 14.5x 12.7x 13.7x

Business Intelligence 4Q09 1Q10 2Q10 3Q10 4Q10Current Ratio 2.0 2.0 1.6 1.6 1.8EBITDA Margin 16.2% 16.9% 15.4% 13.1% 14.8%Gross Profit Margin 82.8% 82.4% 81.2% 80.0% 78.0%Net Income Margin 11.1% 10.2% 9.2% 6.3% 8.7%TTM Earnings Growth (YoY) 78.9% 10.2% -55.9% -23.8% -15.3%TTM Revenue Growth (YoY) 4.8% 0.7% 5.8% 11.1% 11.1%TTM EBITDA Growth (YoY) 26.6% 21.7% -7.2% -24.9% -24.2%Cash as Percent of Market Cap 24.9% 24.1% 25.1% 20.0% 19.1%Enterprise Value Growth (YoY) 121.2% 147.8% 71.8% 13.9% 13.9%EV/Revenue 2.4x 2.3x 1.9x 2.0x 3.1xEV/EBITDA 12.8x 13.7x 13.8x 20.9x 25.6xEV/Earnings 28.7x 31.5x 36.6x 44.5x 38.1x

Content & Document Management 4Q09 1Q10 2Q10 3Q10 4Q10Current Ratio 1.4 1.4 1.5 1.6 1.8EBITDA Margin 25.9% 22.5% 23.2% 23.7% 25.2%Gross Profit Margin 73.6% 71.5% 71.0% 72.3% 72.5%Net Income Margin -6.6% 1.4% 1.7% 9.6% 11.7%TTM Earnings Growth (YoY) 7.4% 56.4% -47.3% -21.4% 107.7%TTM Revenue Growth (YoY) -10.3% -12.4% -3.0% 2.3% 0.8%TTM EBITDA Growth (YoY) 11.0% -4.2% -5.9% -0.8% 11.7%Cash as Percent of Market Cap 25.1% 20.8% 21.1% 19.8% 16.9%Enterprise Value Growth (YoY) 44.8% 43.6% 31.9% 15.1% 13.7%EV/Revenue 1.7x 2.0x 1.9x 1.7x 2.1xEV/EBITDA 7.4x 7.2x 8.2x 7.5x 8.1xEV/Earnings 41.1x 53.6x 42.4x 47.3x 20.6x

Customer Relationship Management 4Q09 1Q10 2Q10 3Q10 4Q10Current Ratio 1.5 1.1 1.1 0.9 0.9EBITDA Margin -5.8% -1.8% 4.0% 0.3% -9.1%Gross Profit Margin 43.1% 44.8% 49.3% 48.2% 44.5%Net Income Margin -4.6% -4.5% -6.3% -11.6% -12.2%TTM Earnings Growth (YoY) -4.8% 63.2% 24.6% 8.1% 8.1%TTM Revenue Growth (YoY) -15.7% -12.0% -6.6% -2.7% -2.7%TTM EBITDA Growth (YoY) 44.3% 8.8% -9.9% -18.0% -18.0%Cash as Percent of Market Cap 29.4% 28.2% 28.6% 24.6% 19.6%Enterprise Value Growth (YoY) 43.9% 77.4% 47.5% -23.1% -13.4%EV/Revenue 0.6x 0.8x 1.0x 0.8x 0.8xEV/EBITDA 11.8x 11.4x 8.3x 15.4x 11.8xEV/Earnings 23.0x 23.2x 23.3x 22.7x 25.3x

Database & File Management 4Q09 1Q10 2Q10 3Q10 4Q10Current Ratio 2.4 1.7 1.4 1.4 1.5EBITDA Margin 22.9% 22.9% 22.0% 22.8% 22.6%Gross Profit Margin 83.7% 84.1% 84.0% 83.8% 83.6%Net Income Margin 12.5% 12.8% 12.3% 12.5% 12.7%TTM Earnings Growth (YoY) 1.3% 17.6% 21.3% 29.7% 29.7%TTM Revenue Growth (YoY) 3.7% -1.1% 0.5% 2.3% 6.1%TTM EBITDA Growth (YoY) 11.8% 8.7% 20.3% 4.5% 4.5%Cash as Percent of Market Cap 24.4% 26.1% 19.4% 18.0% 16.9%Enterprise Value Growth (YoY) 49.6% 38.6% 22.3% 10.7% 9.3%EV/Revenue 2.1x 1.9x 1.9x 2.1x 2.7xEV/EBITDA 8.8x 9.1x 9.0x 9.1x 10.9xEV/Earnings 18.6x 18.0x 17.6x 15.4x 17.9x

Dev. Tools, Op Systems & App Testing 4Q09 1Q10 2Q10 3Q10 4Q10Current Ratio 2.2 1.9 2.1 2.1 2.3EBITDA Margin 19.7% 20.7% 21.1% 21.0% 21.1%Gross Profit Margin 62.0% 62.6% 63.1% 63.6% 64.1%Net Income Margin 6.8% 11.2% 11.9% 10.7% 11.3%TTM Earnings Growth (YoY) 2.7% 7.0% 36.2% 35.4% 48.3%TTM Revenue Growth (YoY) -2.1% 1.0% 15.3% 21.5% 21.5%TTM EBITDA Growth (YoY) 8.4% 12.4% 22.8% 22.7% 24.3%Cash as Percent of Market Cap 22.7% 17.3% 19.3% 21.2% 17.7%Enterprise Value Growth (YoY) 59.9% 78.1% 56.2% 37.6% 36.7%EV/Revenue 1.6x 1.9x 2.2x 2.0x 2.7xEV/EBITDA 14.0x 9.4x 9.4x 7.3x 8.4xEV/Earnings 24.2x 21.7x 18.5x 15.6x 20.0x

Education & eLearning 4Q09 1Q10 2Q10 3Q10 4Q10Current Ratio 1.1 1.2 1.2 1.2 1.1EBITDA Margin 12.5% 13.2% 14.7% 16.4% 13.0%Gross Profit Margin 78.1% 79.1% 78.8% 79.0% 76.1%Net Income Margin 2.6% 5.3% 5.7% 7.4% 3.6%TTM Earnings Growth (YoY) -15.5% -125.9% -167.9% 144.3% -72.8%TTM Revenue Growth (YoY) 20.5% 18.6% 17.5% 9.4% 9.4%TTM EBITDA Growth (YoY) 50.5% 39.1% 32.5% 22.6% 18.0%Cash as Percent of Market Cap 22.2% 15.7% 15.3% 18.3% 18.3%Enterprise Value Growth (YoY) 49.1% 66.6% 50.1% 10.7% -0.3%EV/Revenue 2.2x 2.0x 1.6x 1.3x 1.3xEV/EBITDA 16.3x 14.0x 14.9x 12.8x 18.2xEV/Earnings 23.8x 48.8x 39.8x 55.1x 40.9x

Electronic Design Automation 4Q09 1Q10 2Q10 3Q10 4Q10Current Ratio 1.8 1.9 1.9 1.7 1.5EBITDA Margin -2.3% 3.9% 5.0% 8.1% 8.4%Gross Profit Margin 79.3% 80.2% 81.9% 82.3% 82.6%Net Income Margin -71.1% -8.9% -4.0% -1.8% 2.1%TTM Earnings Growth (YoY) 81.7% 92.2% -42.2% 42.0% 99.3%TTM Revenue Growth (YoY) -17.9% -9.0% -0.3% 1.6% 5.5%TTM EBITDA Growth (YoY) -3.0% -27.0% -70.0% -73.0% 126.5%Cash as Percent of Market Cap 32.7% 31.3% 26.4% 28.5% 23.5%Enterprise Value Growth (YoY) 37.3% 54.6% 55.4% 31.3% 32.3%EV/Revenue 1.4x 1.5x 1.6x 1.5x 1.9xEV/EBITDA 9.4x 21.3x 22.8x 26.4x 19.2xEV/Earnings 12.9x 8.6x 38.1x 10.4x 13.5x

Engineering, PLM & CAD/CAM Software 4Q09 1Q10 2Q10 3Q10 4Q10Current Ratio 2.1 2.0 2.0 1.8 1.9EBITDA Margin 13.4% 14.4% 16.2% 18.5% 19.8%Gross Profit Margin 80.3% 81.2% 82.1% 82.3% 82.9%Net Income Margin 3.4% 4.2% 4.8% 5.4% 6.5%TTM Earnings Growth (YoY) -11.9% 5.6% 14.3% 28.0% 99.3%TTM Revenue Growth (YoY) -10.3% -7.0% -1.5% 5.5% 7.6%TTM EBITDA Growth (YoY) -3.0% -10.6% -13.4% -3.1% 57.3%Cash as Percent of Market Cap 20.8% 16.7% 15.5% 17.6% 14.9%Enterprise Value Growth (YoY) 37.3% 65.8% 59.9% 40.2% 37.8%EV/Revenue 1.7x 1.8x 1.9x 2.1x 2.5xEV/EBITDA 12.4x 14.9x 14.5x 16.4x 16.7xEV/Earnings 29.0x 32.3x 34.2x 25.5x 34.7x

Enterprise Application Integration 4Q09 1Q10 2Q10 3Q10 4Q10Current Ratio 2.0 1.9 1.8 1.8 1.6EBITDA Margin 14.7% 14.7% 13.9% 14.4% 13.1%Gross Profit Margin 60.1% 58.4% 57.7% 57.4% 57.1%Net Income Margin -8.1% -4.8% -5.5% -5.4% -7.5%TTM Earnings Growth (YoY) 32.2% 38.7% 42.2% 30.6% 35.8%TTM Revenue Growth (YoY) -9.4% -6.7% 4.6% 14.8% 16.9%TTM EBITDA Growth (YoY) -0.2% 6.3% 21.6% 27.4% 31.4%Cash as Percent of Market Cap 27.8% 22.9% 30.5% 24.7% 18.7%Enterprise Value Growth (YoY) 82.2% 92.6% 48.6% 41.1% 26.1%EV/Revenue 1.4x 1.4x 1.5x 1.7x 2.4xEV/EBITDA 10.0x 9.8x 11.2x 13.0x 21.8xEV/Earnings 28.0x 26.6x 28.5x 32.8x 40.6x




APPENDIX A: 2010 PUBLIC MARKET VALUATIONS AND STATISTICS BY PRODUCT CATEGORY (CONTINUED)

Enterprise Resource Planning 4Q09 1Q10 2Q10 3Q10 4Q10Current Ratio 1.6 1.4 1.5 1.5 1.5EBITDA Margin 17.6% 19.1% 19.3% 17.2% 17.2%Gross Profit Margin 57.0% 57.7% 57.4% 57.5% 57.5%Net Income Margin 6.7% 8.7% 8.7% 8.2% 7.2%TTM Earnings Growth (YoY) -0.8% 6.5% 7.2% 22.6% 20.6%TTM Revenue Growth (YoY) -8.0% -7.2% -4.3% 2.0% 4.0%TTM EBITDA Growth (YoY) 5.6% 3.0% 1.9% 2.5% 0.4%Cash as Percent of Market Cap 15.3% 16.7% 17.2% 15.0% 17.7%Enterprise Value Growth (YoY) 41.7% 44.7% 27.0% 10.7% 9.3%EV/Revenue 2.0x 2.0x 2.0x 2.0x 2.0xEV/EBITDA 10.2x 11.2x 10.8x 10.0x 12.2xEV/Earnings 23.6x 24.0x 23.8x 21.3x 25.4x

Entertainment 4Q09 1Q10 2Q10 3Q10 4Q10Current Ratio 1.7 2.3 2.7 2.5 2.0EBITDA Margin 22.4% 14.7% 1.9% 5.3% 6.6%Gross Profit Margin 61.2% 62.3% 63.5% 61.7% 61.1%Net Income Margin -7.6% -8.3% -1.0% -5.1% -4.3%TTM Earnings Growth (YoY) -21.9% -19.2% -13.1% 12.9% 45.8%TTM Revenue Growth (YoY) -11.6% -12.0% -12.1% -14.0% -10.5%TTM EBITDA Growth (YoY) -11.2% 56.5% 26.1% -11.9% 7.4%Cash as Percent of Market Cap 31.4% 36.1% 34.9% 41.5% 31.3%Enterprise Value Growth (YoY) 24.1% 64.8% -8.4% -28.2% -26.7%EV/Revenue 1.0x 1.0x 1.0x 0.9x 1.2xEV/EBITDA 7.2x 8.8x 6.0x 5.9x 6.3xEV/Earnings 13.2x 10.6x 8.5x 6.7x 7.3x

Financial Services Software 4Q09 1Q10 2Q10 3Q10 4Q10Current Ratio 1.3 1.1 1.3 1.4 1.3EBITDA Margin 18.6% 19.8% 22.1% 23.1% 21.3%Gross Profit Margin 56.1% 56.5% 59.2% 59.8% 57.7%Net Income Margin 10.0% 11.2% 10.3% 10.1% 9.4%TTM Earnings Growth (YoY) 3.3% 29.8% 29.8% 18.1% 17.0%TTM Revenue Growth (YoY) 0.8% 0.4% 3.3% 6.7% 7.7%TTM EBITDA Growth (YoY) 15.3% 8.8% 14.5% 18.4% 18.4%Cash as Percent of Market Cap 13.7% 11.2% 12.1% 12.6% 12.3%Enterprise Value Growth (YoY) 31.4% 42.2% 41.1% 22.1% 22.4%EV/Revenue 2.3x 2.5x 2.6x 2.2x 2.8xEV/EBITDA 10.1x 13.4x 8.8x 8.6x 10.0xEV/Earnings 24.5x 25.7x 22.3x 26.4x 31.4x

Healthcare 4Q09 1Q10 2Q10 3Q10 4Q10Current Ratio 3.7 3.6 3.7 2.8 2.7EBITDA Margin 23.4% 24.7% 24.9% 21.9% 22.3%Gross Profit Margin 68.4% 68.4% 68.5% 65.7% 63.7%Net Income Margin 10.3% 10.1% 9.9% 8.9% 8.2%TTM Earnings Growth (YoY) -9.9% -3.5% 9.8% 44.2% 12.4%TTM Revenue Growth (YoY) 4.4% 5.5% 8.0% 14.8% 16.3%TTM EBITDA Growth (YoY) -9.7% 9.1% 9.4% 10.4% 10.8%Cash as Percent of Market Cap 8.2% 8.5% 9.2% 7.0% 6.7%Enterprise Value Growth (YoY) 60.9% 82.2% 39.8% 15.5% 14.4%EV/Revenue 3.7x 2.8x 3.4x 3.4x 3.5xEV/EBITDA 16.0x 15.9x 15.5x 13.8x 17.3xEV/Earnings 36.6x 33.7x 35.0x 36.3x 37.2x

Messaging, Conferencing & Comm. 4Q09 1Q10 2Q10 3Q10 4Q10Current Ratio 1.8 1.9 2.0 2.0 2.0EBITDA Margin 7.9% 7.5% 7.8% 12.9% 15.3%Gross Profit Margin 65.8% 65.5% 67.1% 67.6% 67.7%Net Income Margin 3.0% 0.7% 6.8% 6.9% 8.1%TTM Earnings Growth (YoY) 64.7% 47.2% 28.8% 12.8% 74.9%TTM Revenue Growth (YoY) 9.3% 11.5% 10.0% 10.1% 10.3%TTM EBITDA Growth (YoY) 66.3% 23.8% 26.3% -3.3% 40.2%Cash as Percent of Market Cap 21.1% 17.5% 18.8% 16.6% 11.5%Enterprise Value Growth (YoY) 138.2% 143.7% 77.1% 22.5% 20.7%EV/Revenue 1.8x 1.8x 1.9x 1.6x 2.6xEV/EBITDA 11.0x 14.1x 13.6x 13.4x 22.4xEV/Earnings 21.1x 22.2x 26.1x 30.0x 31.9x

Multimedia, Graphics, Digital Media 4Q09 1Q10 2Q10 3Q10 4Q10

Current Ratio 2.1 2.2 2.4 2.2 2.2EBITDA Margin 14.2% 17.9% 17.3% 17.4% 16.6%Gross Profit Margin 68.7% 68.7% 68.3% 68.6% 68.1%Net Income Margin 7.2% 5.6% 4.6% 2.9% 1.8%TTM Earnings Growth (YoY) -1.3% -17.3% -16.0% 20.8% 42.4%TTM Revenue Growth (YoY) -8.4% -6.1% 0.6% 6.4% 6.4%TTM EBITDA Growth (YoY) -1.8% 16.9% -1.5% 6.4% 12.6%Cash as Percent of Market Cap 13.1% 14.7% 11.5% 17.5% 14.0%Enterprise Value Growth (YoY) 43.8% 65.0% 42.1% 25.1% 23.6%EV/Revenue 2.6x 2.9x 2.7x 2.5x 3.3xEV/EBITDA 17.7x 18.2x 18.4x 13.7x 14.5xEV/Earnings 35.9x 45.3x 41.4x 29.4x 24.6x

Networking & Connectivity 4Q09 1Q10 2Q10 3Q10 4Q10Current Ratio 2.2 2.2 2.2 2.1 2.1EBITDA Margin 21.4% 22.1% 22.6% 23.1% 23.3%Gross Profit Margin 78.2% 78.4% 78.7% 78.7% 78.8%Net Income Margin 10.2% 11.1% 12.3% 12.4% 16.1%TTM Earnings Growth (YoY) 27.7% 22.8% 5.0% 17.2% 51.7%TTM Revenue Growth (YoY) 7.2% 8.4% 7.8% 6.8% 16.9%TTM EBITDA Growth (YoY) 19.4% 25.6% 10.8% 6.4% 31.6%Cash as Percent of Market Cap 23.8% 22.6% 23.1% 21.6% 19.4%Enterprise Value Growth (YoY) 40.4% 112.2% 90.3% 57.3% 55.3%EV/Revenue 2.2x 2.4x 2.4x 2.3x 2.9xEV/EBITDA 13.6x 19.9x 17.1x 15.5x 19.6xEV/Earnings 29.5x 36.1x 35.4x 31.7x 32.4x

Security 4Q09 1Q10 2Q10 3Q10 4Q10Current Ratio 2.0 2.0 2.2 2.2 2.6EBITDA Margin 19.7% 19.1% 19.0% 20.2% 20.3%Gross Profit Margin 78.8% 78.8% 79.2% 79.6% 79.9%Net Income Margin 6.5% 8.8% 9.3% 11.9% 11.2%TTM Earnings Growth (YoY) 10.4% -19.4% -6.2% 27.1% 111.4%TTM Revenue Growth (YoY) 8.8% 13.2% 14.4% 13.8% 11.8%TTM EBITDA Growth (YoY) 19.4% 17.4% 16.0% 21.0% 24.7%Cash as Percent of Market Cap 13.6% 14.9% 14.4% 17.0% 14.5%Enterprise Value Growth (YoY) 54.5% 63.0% 47.6% 28.3% 21.8%EV/Revenue 3.5x 3.7x 3.9x 4.0x 3.8xEV/EBITDA 14.7x 15.1x 14.5x 12.9x 14.1xEV/Earnings 15.6x 25.6x 22.9x 23.8x 18.9x

Storage & Systems Management 4Q09 1Q10 2Q10 3Q10 4Q10Current Ratio 2.1 2.2 2.1 2.1 2.1EBITDA Margin 18.0% 16.8% 17.0% 18.4% 20.0%Gross Profit Margin 80.6% 80.3% 79.1% 77.2% 76.0%Net Income Margin 5.8% 8.3% 9.8% 10.9% 11.2%TTM Earnings Growth (YoY) -5.4% -1.8% -5.3% 4.1% 24.4%TTM Revenue Growth (YoY) 5.9% 1.0% 0.0% 1.7% 11.2%TTM EBITDA Growth (YoY) 10.2% 4.1% 1.6% 17.2% 21.0%Cash as Percent of Market Cap 17.8% 20.4% 18.1% 19.6% 18.1%Enterprise Value Growth (YoY) 46.0% 50.9% 40.4% 21.8% 23.9%EV/Revenue 2.4x 2.5x 2.5x 2.7x 3.1xEV/EBITDA 13.8x 11.8x 11.5x 11.0x 12.2xEV/Earnings 29.4x 26.3x 23.8x 30.7x 23.4x

Supply Chain Management & Logistics 4Q09 1Q10 2Q10 3Q10 4Q10Current Ratio 1.9 2.3 2.0 2.0 2.0EBITDA Margin 11.3% 11.6% 11.2% 11.2% 11.2%Gross Profit Margin 56.4% 56.9% 57.0% 56.7% 56.2%Net Income Margin 3.6% 4.9% 4.8% 4.4% 4.1%TTM Earnings Growth (YoY) -18.7% -3.2% 18.8% 5.1% 58.9%TTM Revenue Growth (YoY) -3.4% -10.4% -1.8% 3.1% 5.4%TTM EBITDA Growth (YoY) 12.7% 21.6% 40.5% 34.8% -4.2%Cash as Percent of Market Cap 16.6% 18.7% 16.1% 23.3% 18.2%Enterprise Value Growth (YoY) 83.4% 61.0% 57.3% 29.1% 28.1%EV/Revenue 1.6x 1.6x 1.8x 1.5x 1.8xEV/EBITDA 13.1x 13.1x 11.9x 9.3x 10.8xEV/Earnings 26.2x 33.2x 29.9x 26.0x 25.2x




APPENDIX A: 2010 PUBLIC MARKET VALUATIONS AND STATISTICS BY PRODUCT CATEGORY (CONTINUED)

Wireless 4Q09 1Q10 2Q10 3Q10 4Q10Current Ratio 2.6 2.0 2.0 2.9 3.0EBITDA Margin 10.0% 9.6% 11.8% 7.4% 7.4%Gross Profit Margin 53.1% 53.1% 52.9% 53.5% 54.2%Net Income Margin -10.7% -2.7% -0.5% -0.2% 0.1%TTM Earnings Growth (YoY) 14.1% -364.5% 88.5% 51.4% 68.8%TTM Revenue Growth (YoY) 2.2% -1.2% 13.6% 15.1% 15.1%TTM EBITDA Growth (YoY) -60.7% -13.5% 13.7% 30.1% 6.4%Cash as Percent of Market Cap 16.0% 17.7% 25.6% 40.0% 27.8%Enterprise Value Growth (YoY) 8.4% 42.2% 25.2% -15.3% -21.3%EV/Revenue 1.3x 1.7x 1.6x 1.1x 1.1xEV/EBITDA 15.3x 11.1x 13.9x 11.0x 15.2xEV/Earnings 32.0x 38.8x 42.7x 32.7x 33.0x




Date Buyer Seller Purchase PriceEnterprise

Value EV/Rev EV/EBITDATTM Rev Growth

12/22/10 Rovi Corporation Sonic Solutions (Nasdaq:SNIC) $698,140,000 $643,590,000 6.2x - -12/07/10 Standard Life Focus Solutions Group plc (AIM:FSG) $65,800,000 $62,010,000 4.0x 16.2x 22.0%11/29/10 Mellanox Technologies Voltaire Limited (Nasdaq:VOLT) $186,490,000 $157,760,000 2.3x - 46.6%11/21/10 Attachmate Corporation Novell Inc. (Nasdaq:NOVL) $2,144,620,000 $1,017,930,000 1.3x 8.8x -5.8%11/08/10 Quest Softw are Bakbone Softw are (OTC:BKBO) $49,940,000 $44,390,000 0.8x 7.0x -2.4%09/24/10 CSG Systems Intec Telecom Systems (LSE:ITL) $357,250,000 $251,300,000 1.0x 6.4x -0.8%09/13/10 Hew lett-Packard ArcSight, Inc. (Nasdaq:ARST) $1,650,250,000 $1,499,510,000 7.7x 59.3x 36.3%08/18/10 Intel McAfee, Inc. (NYSE:MFE) $7,695,310,000 $6,906,920,000 3.5x 16.1x 14.0%08/17/10 Marlin Equity Partners Phoenix Technologies (Nasdaq:PTEC) $138,250,000 $98,340,000 1.6x - -9.0%08/12/10 IBM Unica Corporation (Nasdaq:UNCA) $489,910,000 $446,810,000 4.1x 44.3x 4.2%07/20/10 Synchronica iseemedia Inc. (TSXV:IEE) $8,880,000 $5,770,000 2.6x - 38.1%06/22/10 - SonicWALL (Nasdaq:SNWL) $757,670,000 $544,580,000 2.6x 17.8x -0.8%06/21/10 Tibco Softw are Proginet (OTC:PRGF) $21,100,000 $19,670,000 2.1x 14.7x 12.2%06/09/10 Allscripts-Misys Eclipsys (Nasdaq:ECLP) $1,288,480,000 $1,169,810,000 2.3x 21.6x -0.8%06/08/10 MQ Capital Redflex Holdings (ASX:RDF) $264,250,000 $259,090,000 2.3x 7.0x 34.3%06/08/10 TEOCO TTI Team Telecom (Nasdaq:TTIL) $56,820,000 $30,780,000 0.7x 7.1x -16.1%06/03/10 Deltek Maconomy (CPSE:MACO) $71,720,000 $63,160,000 1.7x 17.2x -2.0%05/27/10 SGFQ Logibec Groupe Informatique (TSX:LGI) $250,340,000 $248,380,000 3.5x 10.5x -0.3%05/17/10 Vision Solutions Double-Take Softw are (Nasdaq:DBTK) $242,230,000 $153,500,000 1.8x 11.1x -8.2%05/17/10 Google Global IP Solutions (OB:GIPS) $67,990,000 $58,910,000 4.9x - 9.0%05/17/10 Battery Ventures Vero Softw are (AIM:VERO) $16,320,000 $12,960,000 0.7x 6.1x -8.0%05/09/10 Pharsight; Vector Capital Symyx Technologies (Nasdaq:SMMX) $235,540,000 $156,120,000 1.0x 9.9x 4.8%04/20/10 SAP Sybase (NYSE:SY) $6,689,610,000 $5,422,840,000 4.5x 14.6x 7.6%04/15/10 Oracle Phase Forw ard (Nasdaq:PFWD) $720,850,000 $591,110,000 2.7x 20.0x 22.5%03/25/10 Thoma Bravo Plato Learning (Nasdaq:TUTR) $142,220,000 $114,570,000 1.8x 35.6x -5.2%03/14/10 Pegasystems Chordiant Softw are (Nasdaq:CHRD) $152,540,000 $100,210,000 1.3x - -28.8%03/02/10 Corew orx Decision Dynamics Technology (TSXV:DDY) $6,200,000 $3,890,000 1.2x - 30.5%02/22/10 Open Text Nstein Technologies (TSXV:EIN) $33,040,000 $27,410,000 1.2x - 1.6%01/31/10 Haemonetics Global Med Technologies (OTC:GLOB) $62,860,000 $56,060,000 1.8x 13.7x 36.0%

APPENDIX B: 2010 MERGERS AND ACQUISITIONS, SELECT PUBLIC SELLER VALUATIONS




APPENDIX C: 2010 MERGERS AND ACQUISITIONS, MOST ACTIVE BUYERS Buyer Seller Purchase Price Enterprise Value TTM Revenue EV/RevAccenture Beijing Genesis Interactive Technology - - - -

CAS - - - -RiskControl Serviços - - - -

Administaff Galaxy Technologies $10,200,000 $10,200,000 - -OneMind Connect - - - -

ADP CA Technologies, Information Governance - - - -DO2 Technologies - - - -MasterTax, LLC and MasterTax Services - - - -MicroLink $55,000,000 $55,000,000 - -Workscape - - - -

Advanced Computer Softw are Cerrus $552,000 $552,000 - -COA Solutions $156,530,000 $156,530,000 $93,730,539 1.7x

ANXeBusiness ETSec - - - -TruArx - - - -

AQ Interactive Cavia - - - -FeelPlus and Artoon - - - -

Asseco SEE EST Elektronik Sanal Ticaret Bilisim Hizmetleri $3,260,000 $3,260,000 $2,469,697 1.3xITD $10,840,000 $10,880,000 $10,264,151 1.1x

Astute Gamma Engineers - - - -Speech Labs - - - -

AT&T inCompass Wireless - - - -Xanboo - - - -

Atego Aonix North America - - - -blue river softw are - - - -

Autodesk 3am Solutions, Dynamite VSP & Dynamite SIM - - - -Illuminate Labs - - - -

Baker Hughes JOA Oil & Gas - - - -Meyer & Associates - - - -

Battery Ventures Data Innovations - - - -Panaya - - - -Vero Softw are $16,320,000 $12,960,000 $18,461,538 0.7x

Benefitfocus.com BeliefNetw orks - - - -Benefit Informatics - - - -

Bentley BLUERIDGE Analytics - - - -Enterprise Informatics - - - -Exor Corporation - - - -

Blackboard Saf-T-Net $33,000,000 $33,000,000 -Wimba $59,600,000 $59,600,000 - -

Brady Brady Sw itzerland $3,570,000 $2,960,000 $3,288,889 0.9xViz Risk Management Services $15,010,000 $15,010,000 - -

Broadridge Financial Solutions Broadridge City Netw orks - - - -Forefield $19,500,000 $19,500,000 - -New River $77,000,000 $77,000,000 - -

CA 3tera $100,000,000 $100,000,000 - -4Base Technology - - - -Arcot Systems $200,000,000 $200,000,000 -HyPerformix - - - -Nimsoft* $350,000,000 $350,000,000 $35,000,000 10.0xOblicore - - - -

Cadence Design Systems Denali Softw are* $315,000,000 $270,000,000 $42,857,143 6.3xTaray - - - -

Callidus Softw are ACTEK $4,000,000 $4,000,000 - -ForceLogix Technologies $3,750,000 $3,750,000 - -

Capita Group Capita Secure Information Systems $132,360,000 $132,360,000 $170,128,535 0.8xI B Solutions $36,610,000 $36,610,000 $27,946,565 1.3x

*Revenue Estimate




APPENDIX C: 2010 MERGERS AND ACQUISITIONS, MOST ACTIVE BUYERS (CONT.) Buyer Seller Purchase Price Enterprise Value TTM Revenue EV/RevCbeyond Aretta Communications $4,000,000 $4,000,000 - -

MaximumASP $35,900,000 $35,900,000 - -CDC Softw are eBizNET Solutions - - - -

PeoplePoint Softw are - - - -TradeBeam $18,850,000 $18,850,000 - -

Cegedim Deskom - - - -Ims Health - - - -Pulse Systems $58,000,000 $58,000,000 - -

Cegid Vedior Front - - - -Visa Informatique and Axeteam - - - -

CIC Coveris - - - -TEKLYNX International - - - -

Cisco Systems Arch Rock - - - -LineSider Communications - - - -

Citrix Systems GoToManage - - - -Netview er - - - -VMLogix - - - -

CompuGroup Medical American Healthcare Holdings $65,000,000 $65,000,000 $28,017,241 2.3xAscon Softw are $19,630,000 $19,630,000 - -Belgiedata - - - -

Concentrix Aspire Technology - - - -Encover - - - -

Constellation AGRIS - - - -Auriga Systems - - - -BMS Computer Solutions - - - -BuildTopia - - - -Centaman Holdings - - - -Cogsdale - - - -Copernic, Substantially All Assets $7,600,000 $7,600,000 - -eFit Financial - - - -GFI Business Solutions, Health Clinical Business - - - -Gladstone $13,450,000 $15,680,000 $14,518,519 1.1xInCircuit Development - - - -SDS Softw are - - - -TietoEnator Majiq - - - -Xn Leisure Systems - - - -

Cryptzone ControlGuard - - - -NETconsent - - - -SE46 AB $401,000 $401,000 - -

Dassault Systemes Exalead $161,570,000 $161,570,000 $19,257,449 8.4xGeensoft $6,760,000 $6,760,000 - -

Dell Boomi - - - -Exanet $12,000,000 $12,000,000 - -InSiteOne - - - -KACE Netw orks - - - -Scalent Systems $35,000,000 $35,000,000 - -

DeNA Gameview Studios - - - -ngmoco $400,000,000 $400,000,000 - -

Descartes Systems Imanet $5,890,000 $5,890,000 - -Routing International $4,070,000 $4,070,000 - -

DL Softw are CIM - - - -Juxta - - - -

EMC Archer Technologies - - - -Greenplum - - - -

*Revenue Estimate




APPENDIX C: 2010 MERGERS AND ACQUISITIONS, MOST ACTIVE BUYERS (CONT.) Buyer Seller Purchase Price Enterprise Value TTM Revenue EV/Revgomembers Computility - - - -

Information Development Consultants - - - -Google Aardvark - - - -

Agnilux, - - - -Ångströ - - - -BlindType - - - -Bump Technologies - - - -DocVerse - - - -Episodic - - - -Everything Is The Best - - - -Global IP Solutions $67,990,000 $58,910,000 $12,121,399 4.9xHomeAw ay - - - -Instantiations, Inc., Java Business - - - -Invite Media - - - -ITA Softw are* $700,000,000 $700,000,000 $125,000,000 5.6xJambool, $70,000,000 $70,000,000 - -LabPixies - - - -Like.com - - - -MentorWave Technologies - - - -Metaw eb Technologies - - - -Nextmail Phonetic Arts - - - -Picnik - - - -Plink Search - - - -Ruba - - - -Simplify Media - - - -Slide $179,000,000 $179,000,000 - -SocialDeck - - - -Widevine Technologies - - - -Zetaw ire - - - -

Hew lett-Packard ArcSight $1,650,250,000 $1,499,510,000 $194,994,798 7.7xFortify Softw are - - - -Melodeo - - - -Motionbox - - - -Phoenix Technologies $11,800,000 $11,800,000 - -Stratavia - - - -

HgCapital Stepstone Solutions* $148,140,000 $148,140,000 $67,336,364 2.2xTeamSystem - - - -

HIS Atrion International - - - -Quantitative Micro Softw are $40,000,000 $40,000,000 - -Syntex Management Systems - - - -

HomeAw ay Escapia - - - -Instant Softw are - - - -

IBM BigFix - - - -Cast Iron Systems - - - -Clarity Systems - - - -Coremetrics - - - -Datacap - - - -Initiate Systems - - - -Intelliden - - - -OpenPages - - - -PSS Systems - - - -Sterling Commerce $1,400,000,000 $1,400,000,000 - -Unica $489,910,000 $446,810,000 $109,244,499 4.1x

*Revenue Estimate




APPENDIX C: 2010 MERGERS AND ACQUISITIONS, MOST ACTIVE BUYERS (CONT.) Buyer Seller Purchase Price Enterprise Value TTM Revenue EV/RevIDOX McLaren Softw are $1,580,000 $1,580,000 -

Strand Electoral Management Services $6,830,000 $6,830,000 $2,483,636 2.8xInfor Amadeus IT, Property Management Systems - - - -

Bridgelogix - - - -Qurius, ERP LN Business $4,990,000 $4,990,000 - -

Informatica 29West - - - -Siperian* $130,000,000 $130,000,000 $44,827,586 2.9x

Ingenix A-Life Medical - - - -Axolotl - - - -Picis - - - -

Innovise Expolink Europe, Expolink Softw are $1,280,000 $1,280,000 $1,422,222 0.9xIdentif ile Systems - - - -

Intel McAfee $7,695,310,000 $6,906,920,000 $2,002,005,797 3.5xNeocleus - - - -Virtutech - - - -

Ipsw itch Dorian Softw are Creations - - - -MessageWay Solutions - - - -

Iron Data Solutions CAVU - - - -Versa Systems - - - -

ITT EchoStorm Worldw ide - - - -SRA International, Airport Operations Solutions - - - -

Juniper Netw orks Altor Netw orks* $95,000,000 $95,000,000 $15,079,365 6.3xSMobile Systems $70,000,000 $70,000,000 - -

K3 DigiMIS $3,180,000 $3,180,000 - -Pebblestone Netherlands $2,720,000 $2,720,000 - -

Kingdee International Softw are Group Guangzhou ProWay Technology $3,080,000 $3,080,000 - -Shenzhen FirstSoft Technology Development $1,460,000 $1,460,000 - -Shenzhen Jiama Information System $2,930,000 $2,930,000 - -

Law son Enw isen $75,000,000 $75,000,000 $15,000,000 5.0xHealthvision* $160,000,000 $160,000,000 $59,259,259 2.7x

Left Behind Games Cloud 9 Games - - - -Digital Praise $3,180,000 $3,180,000 - -

LM Ericsson Optimi Corporation - - - -Telefónica Investigación y Desarrollo - - - -

McAfee tenCube - - - -TD Securities - - - -

Measured Progress Dataw ise - - - -Nimble Assessment Systems - - - -

Merge Healthcare Fletcher Flora Health Care Systems - - - -Merrick Healthcare Solutions $1,620,000 $1,620,000 - -Stryker Imaging - - - -

Microsoft AVIcode - - - -Canesta - - - -Vivaty

Motive Television Adecq Digital $4,650,000 $6,420,000 - -NXVision $16,000 $19,000 - -

Motorola 4Home - - - -Azingo - - - -SecureMedia - - - -

NAVTEQ PixelActive - $7,500,000 $1,000,000 7.5xTrapster(R) - - - -

New s Corporation Irata Labs - - - -Wireless Generation* $360,000,000 $400,000,000 $60,606,061 6.6x

ngmoco Freeverse - - - -Stumptow n Game Machine - - - -

*Revenue Estimate




APPENDIX C: 2010 MERGERS AND ACQUISITIONS, MOST ACTIVE BUYERS (CONT.) Buyer Seller Purchase Price Enterprise Value TTM Revenue EV/RevNokia Motally - - - -

Novarra - - - -Obopay Mobile Technology India - - - -

NTT MCS - - - -PacketVideo $111,600,000 $171,690,000 - -

Nuance Communications Information Technologies Australia - - - -Language and Computing $13,390,000 $13,390,000 - -MacSpeech $12,210,000 $12,210,000 - -ShapeWriter - - - -

NVM Private Equity ADP Dealer Services - - - -Lanner Group $4,510,000 $4,510,000 - -

Open Text Nstein Technologies $33,040,000 $27,410,000 $23,228,814 1.2xStreamServe $71,000,000 $71,000,000 - -

Oracle AmberPoint - - - -Art Technology Group $1,032,690,000 $880,730,000 $214,812,195 4.1xConvergin - - - -eServGlobal, USP Business $93,990,000 $93,990,000 $51,081,522 1.8xPasslogix - - - -Phase Forw ard $720,850,000 $591,110,000 $221,389,513 2.7xSecerno - - - -

Pearson Cogmed Cognitive Medical Systems - - - -The Administrative Assistants - - - -

Playdom Hive7.com - - - -Merscom - - - -Offbeat Creations - - - -Three Melons - - - -

Qualcomm iSkoot Technologies - - - -Mango Technologies - - - -Tapioca Mobile

Quest Softw are Bakbone Softw are $49,940,000 $44,390,000 $58,872,679 0.8xSurgient - - - -Völcker Informatik - - - -

Raytheon Compucat Research - - - -Raytheon Trusted Computer Solutions - - - -

Research In Motion Cellmania - - - -DataViz - - - -QNX Softw are Systems $200,000,000 $200,000,000 - -TAT The Astonishing Tribe $119,440,000 $119,440,000 - -Viigo - - - -

Rogue Wave Softw are Acumem - - - -Total View Technologies - - - -

RovI MediaUnbound - - - -Sonic Solutions $698,140,000 $643,590,000 $103,471,061 6.2x

Sabre Airline Solutions Flightline Data Services - - - -f lugw erkzeuge aviation softw are - - - -

SAP cundus, Disclosure Management Solutions - - - -Sybase $6,689,610,000 $5,422,840,000 $1,197,094,923 4.5xTechniDATA - - - -

Schlumberger Igeoss sarl - - - -Nexus Geosciences - - - -

Schneider Electric D5X - - - -Vizelia - - - -

Solera Digidentity - - - -Market Scan Holding - - - -Softw aresysteme GTLDATA - - - -

*Revenue Estimate




APPENDIX C: 2010 MERGERS AND ACQUISITIONS, MOST ACTIVE BUYERS (CONT.) Buyer Seller Purchase Price Enterprise Value TTM Revenue EV/RevSony Convergent Media Systems - - - -

Media Molecule - - - -SuccessFactors CubeTree $50,000,000 $50,000,000 - -

Inform Business Impact* $40,500,000 $40,500,000 $15,000,000 2.7xSunGard Fox River Execution Technology - - - -

Inmatrix Technology - - - -Symantec Gideon Technologies - - - -

GuardianEdge Technologies $70,000,000 $70,000,000 $17,994,859 3.9xPGP $300,000,000 $300,000,000 $75,000,000 4.0x

Synopsys CoWare - - - -Optical Research Associates - - - -Synfora - - - -VaST Systems Technology - - - -

Temenos FE-Mobile - - -Odyssey Financial Technologies* $101,300,000 $101,300,000 $72,357,143 1.4x

Teradata Aprimo* $525,000,000 $500,000,000 $79,365,079 6.3xKickfire - - - -xkoto - - - -

Thoma Bravo LANDesk Softw are - - - -Plato Learning $142,220,000 $114,570,000 $64,728,814 1.8xUPS Logistics Technologies - - - -

Thomson Reuters Aegis Softw are - - - -Discovery Logic - - - -GeneGo - - - -Healthcare Data Management - - - -Legal Systems - - - -TaxSimple - - - -

Tibco Softw are Loyalty Lab $23,000,000 $23,000,000 - -Netrics - - - -OpenSpirit - - - -Proginet $21,100,000 $19,670,000 $9,366,667 2.1x

TradeStation Technologies RINA Technologies $4,990,000 $4,990,000 - -Technovest - - - -

Trimble Accubid Systems - - - -Pondera Engineers - - - -

TrustWave BitArmor Systems - - - -Intellitactics - - - -

Unit 4 IBS Consist - - - -Teta $48,530,000 $47,740,000 $31,407,895 1.5x

Versata Infopia - - - -Metatomix - - - -PurchasingNet - - - -think3 - - - -TriActive - - - -

Visma DBS Business Solutions - - - -Severa - - - -

VIZRT Adactus - $5,060,000 - -LiberoVision - - - -

Vmw are GemStone Systems - - - -Integrien - - - -Rabbit Technologies - - - -RTO Softw are - - - -TriCipher - - - -Zimbra - - - -

*Revenue Estimate




APPENDIX C: 2010 MERGERS AND ACQUISITIONS, MOST ACTIVE BUYERS (CONT.) Buyer Seller Purchase Price Enterprise Value TTM Revenue EV/RevWall Street Systems Delaw are City Financials - - - -

Speranza Systems - - - -Walt Disney Playdom* $763,200,000 $763,200,000 $74,823,529 10.2x

Tapulous - - - -Wolters Kluw er FRS Belgium - - - -

The Simply HR Softw are Company - - - -Zynga Challenge Games - - - -

Zynga Germany - - - - *Revenue Estimate




APPENDIX D: 2010 MERGERS AND ACQUISITIONS, SELECT SOFTWARE INDUSTRY MEGA-DEALS

Date Buyer SellerPurchase

PriceEnterprise

Value EV/Rev EV/EBITDATTM Rev Growth

12/22/10 Rovi Corporation Sonic Solutions (Nasdaq:SNIC) $698,140,000 $643,590,000 6.2x - -12/21/10 Teradata Corporation Aprimo* $525,000,000 $500,000,000 6.3x - -12/07/10 Aetna Medicity* $500,000,000 $500,000,000 8.0x - -11/21/10 Attachmate Corporation Novell Inc. (Nasdaq:NOVL) $2,144,620,000 $1,017,930,000 1.3x 8.8x -5.8%11/12/10 Misys Sophis $603,860,000 $603,860,000 6.0x - -09/13/10 Hew lett-Packard ArcSight, Inc. (Nasdaq:ARST) $1,650,250,000 $1,499,510,000 7.7x 59.3x 36.3%08/18/10 Intel McAfee, Inc. (NYSE:MFE) $7,695,310,000 $6,906,920,000 3.5x 16.1x 14.0%07/27/10 Walt Disney Playdom, Inc.* $763,200,000 $763,200,000 10.2x - -07/22/10 Roper Industries iTradeNetw ork, Inc.* $525,000,000 $525,000,000 6.6x - -07/06/10 Hexagon AB Intergraph Corporation $2,125,000,000 $2,125,000,000 2.8x 11.2x -07/01/10 Google ITA Softw are, Inc.* $700,000,000 $700,000,000 5.6x - -06/22/10 - SonicWALL (Nasdaq:SNWL) $757,670,000 $544,580,000 2.6x 17.8x -0.8%06/10/10 TPG Capital Vertafore $1,400,000,000 $1,400,000,000 - - -06/09/10 Allscripts-Misys Eclipsys (Nasdaq:ECLP) $1,288,480,000 $1,169,810,000 2.3x 21.6x -0.8%05/24/10 IBM Sterling Commerce $1,400,000,000 $1,400,000,000 - - -04/20/10 SAP Sybase (NYSE:SY) $6,689,610,000 $5,422,840,000 4.5x 14.6x 7.6%04/15/10 Oracle Phase Forw ard (Nasdaq:PFWD) $720,850,000 $591,110,000 2.7x 20.0x 22.5%




APPENDIX E: 2010 MERGERS AND ACQUISITIONS, SELECT SOFTWARE-AS-A-SERVICE SELLERS

Date Buyer SellerEnterprise

ValueSeller

Revenue EV/Rev12/23/10 Callidus Softw are ForceLogix Technologies Inc., Substantially All Assets $3,750,000 - -12/20/10 Calyx Softw are, Inc. Loan-Score Decisioning Systems LLC - - -12/17/10 Law son Softw are Americas Enw isen, Inc.* $75,000,000 $15,000,000 5.0x12/17/10 Citrix Online Netview er GmbH - - -12/13/10 Fairfax Media TenderLink.com Pty Ltd. $16,160,000 - -12/13/10 Bisnode Business Information Group Poslovna Domena d.o.o. - - -12/08/10 Tibco Softw are Loyalty Lab, Inc. $23,000,000 - -12/08/10 KT Corp NexR, Inc. - - -12/03/10 j2 Global Communications Protus IP Solutions, Inc. $212,000,000 $72,000,000 3.0x12/02/10 Daptiv Bluenova - - -12/01/10 Rearden Commerce Ketera Technologies, Inc. - - -11/18/10 Concentrix Aspire Technology Limited - - -11/08/10 GFI Business Solutions activeMedia Developpement Inc. - - -11/03/10 HaiVision Systems CS Softw are Holdings, LLC - - -11/02/10 Dell Boomi, Inc. - - -11/01/10 Dachis Corporation Stuzo Inc. - - -10/26/10 Bottomline Technologies SMA Financial Ltd. $7,940,000 - -10/19/10 CollabNet Codesion Inc. - - -10/18/10 Operative Solbright, Inc. - - -10/13/10 Fondaction MEI Group, Inc. - - -10/12/10 TMT Ventures Ezw im B.V. - - -10/06/10 Talent Technology TalentSpring, Inc. - - -10/05/10 Questback Digium Oy - - -10/05/10 Thomson Reuters Legal Systems Holding Company - - -10/04/10 McGraw Hill Education Tegrity, Inc. - - -10/04/10 Neutron Interactive EnticeLabs, Inc. - - -09/24/10 Zynga, Zynga Germany - - -09/21/10 Battery Ventures; Benchmark Capital Panaya, Inc. - - -09/14/10 GameHouse Backstage Technologies Inc - - -09/14/10 Tricom Infotech Solutions GTESS Corporation - - -09/01/10 MIJO adbeast - - -09/01/10 Taleo Learn.com, Inc.* $125,000,000 $29,761,905 4.2x08/31/10 Kenexa Salary.com, Inc. $74,100,000 $45,460,123 1.6x08/30/10 CA Arcot Systems, Inc. $200,000,000 -08/26/10 ANXeBusiness TruArx, Inc. - - -08/23/10 ExactTarget ExactTarget Australia - - -08/23/10 Visma ASA Severa Oyj - - -08/18/10 Aliexpress Auctiva Corporation - - -08/16/10 Ingenix Axolotl Corporation - - -08/13/10 Telestream Grab Netw orks, Inc. - - -*Revenue estimate




APPENDIX E: 2010 MERGERS AND ACQUISITIONS, SELECT SOFTWARE-AS-A-SERVICE SELLERS (CONT.)


ValueSeller

Revenue EV/Rev08/10/10 Call24 Medearc - - -08/10/10 Benefitfocus.com Benefit Informatics, Inc. - - -08/06/10 Google Slide, Inc. - - -08/05/10 Dominion Ziios Incorporated - - -08/02/10 Stepstone Solutions MrTed, Ltd. - - -07/31/10 FleetMatics Limited SageQuest, LLC - - -07/27/10 Parallax Capital Partners Daptiv, Inc. - - -07/23/10 Versata TriActive, Inc. - - -07/22/10 Mobile Media Unlimited Enable Softw are Ltd. - - -07/22/10 Roper Industries iTradeNetw ork, Inc.* $525,000,000 $80,000,000 6.6x07/19/10 Aw areness Technologies LegiTime Technologies, Inc. - - -07/15/10 SDL Language Weaver, Inc. $42,500,000 $12,212,644 3.5x07/13/10 AirClic Airversent, Inc. - - -07/12/10 Pow w ow now Yuuguu Ltd. - - -07/09/10 Atlantic Link Ukraine Youmanage Limited - - -07/07/10 Pictage ShootQ, Inc. - - -07/07/10 Webroot Softw are BrightCloud, Inc. - - -07/07/10 Bentley Systems BLUERIDGE Analytics, Inc. - - -07/06/10 Access Formatta Corporation - - -07/02/10 The SOS Print & Media Group U&I Direct Pty. Ltd. - - -07/01/10 USU Softw are Aspera GmbH Lizenzmanagement $7,340,000 $4,993,197 1.5x07/01/10 Google ITA Softw are, Inc.* $700,000,000 $125,000,000 5.6x06/29/10 Constellation Softw are BuildTopia, Inc. - - -06/24/10 Alibaba.com Vendio Services, Inc. - - -06/15/10 Administaff OneMind Connect, Inc. - - -06/07/10 Fiserv AdviceAmerica, Inc. - - -06/07/10 THL Credit HEALTHCAREfirst Inc. - - -06/02/10 Mettoni Telrex LLC - - -06/02/10 gomembers Information Development Consultants, Inc. - - -06/01/10 Exponential Impact USA DenoSys, LLC - - -05/28/10 Fourth Hospitality Star Logic Limited - - -05/21/10 Vertical Computer Systems Pelican Applications, LLC - - -05/19/10 uVuMobile WASP Mobile LLC - - -05/14/10 CDC Softw are TradeBeam, Inc. $18,850,000 - -05/11/10 The Sant Corporation Kadient, Inc. - - -05/11/10 RedPrairie SmartTurn, Inc. - - -05/10/10 Zamage Digital Art Imaging Everdow Softw are (Beijing) Inc. - - -05/10/10 GSI Commerce VendorNet Inc. - - -05/06/10 AssetWorks InCircuit Development Corporation - - -05/06/10 Prime Alliance Solutions Dexma, Inc. - - -*Revenue estimate




APPENDIX E: 2010 MERGERS AND ACQUISITIONS, SELECT SOFTWARE-AS-A-SERVICE SELLERS (CONT.)


ValueSeller

Revenue EV/Rev05/05/10 Hew itt Associates HRAdvance Enterprises, LP $11,000,000 - -05/03/10 SuccessFactors CubeTree, Inc. $50,000,000 - -04/29/10 CNW Group dna13 Inc. - - -04/26/10 Wall Street Systems Delaw are Speranza Systems, Inc. - - -04/26/10 DOAR Inference Data LLC - - -04/21/10 United Business Media SharedVue, Inc. - - -04/20/10 CDC Softw are eBizNET Solutions Pvt. Ltd. - - -04/16/10 Vocus Data Presse SAS $10,670,000 $4,600,000 2.3x04/14/10 Cloud Centric Systems V-Clouds Limited - - -04/13/10 - Stoopio Inc. - - -04/13/10 BoardSuite HireCaliber.com - - -04/06/10 BigHand nFlow Softw are Ltd. - - -03/16/10 CSDC Systems Grantium - - -03/02/10 K3 Business Technology DigiMIS $3,180,000 - -02/12/10 TLC IT Group Vigabyte - - -02/09/10 Proofpoint Everyone.net - - -02/04/10 SuccessFactors Inform Business Impact* $40,500,000 $15,000,000 2.7x02/02/10 PGP Corp. Chosen Security - - -02/01/10 NorthgateArinso Neller - - -01/31/10 Citrix Online GoToManage - - -01/06/10 AdvancedMD Softw are PracticeOne - - -01/04/10 Sterling Infosystems Abso - - -*Revenue estimate




APPENDIX F: 2010 MERGERS AND ACQUISITIONS – DEAL INSIGHT ABB (SWX:ABBN) acquires Ventyx Category: Energy Management Software Purchase Price: $1,000,000,000 EV Seller Revenue (TTM): $250,000,000 Revenue Multiple (TTM): 4.0x EV Payment Terms: Cash SEG’s Perspective: Power and automation technology group, ABB, acquires Ventyx, a leading provider of software to the energy and manufacturing sectors. Ventyx brings ABB complementary geographic coverage and an IT product suite highly complementary to ABB’s operational technology (OT) network management business – energy management systems, distributed management systems and outage management systems. The acquisition will enable ABB to bridge IT and OT departments in the energy management sector, which have begun to cooperate at an increasing rate following the rapid adoption of smart grid projects. Ventyx was formed through Vista Equity Partners’ acquisition of Indus International in 2006 ($212.8EV million, 1.7xEV TTM revenue), which was then merged with MDSI Mobile Data ($45.6EV million, 0.9xEV TTM revenue). Ventyx made four tuck-in acquisitions from 2007 – 2009. CA (NASDAQ: CA) acquires Nimsoft Category: IT Performance and Availability Monitoring Purchase Price: $350,000,000 Revenue (Estimate): $35,000,000 Revenue Multiple (Estimate): 10.0x Payment Terms: Cash SEG’s Perspective: Leading IT infrastructure vendor, CA, acquires Nimsoft, a provider of IT performance and availability monitoring solutions to the mid-market enterprise sector. Nimsoft brings CA IT monitoring solutions capable of monitoring both on-demand applications such as Amazon Web Services and Salesforce.com, as well as internal applications, databases and physical and virtual server environments. The company’s cloud-computing monitoring capabilities also bolster CA’s position in the mid-market and international markets, two areas of high growth potential for cloud application adoption. Nimsoft follows a string of recent CA acquisitions including NetQos, Cassat, Oblicore and 3Tera, and is CA’s largest acquisition of a VC-backed company since its purchase of Wily Technology in 2006 ($375 million). After investing $22 million in Nimsoft over two rounds in 2007 and 2008, Goldman Sachs, JMI Equity and Northzone Ventures will see a quick and hefty return.




APPENDIX F: 2010 MERGERS AND ACQUISITIONS – DEAL INSIGHT (CONT.) Hexagon (OM:HEXA B) acquires Intergraph Category: Engineering and Geospatial Software Purchase Price: $2,125,000,000EV Seller Revenue (TTM): $770,189,000 Seller EBITDA (TTM): $189,000,000 Revenue Multiple (TTM): 2.8xEV

EBITDA Multiple (TTM): 11.2xEV Payment Terms: Cash SEG’s Perspective: Hexagon AB, a leading provider of engineering measurement technologies, acquires Intergraph, a leading provider of engineering and geospatial applications. Intergraph will provide a visual presentation layer for the management, analysis and sharing of vast amounts of data produced by Hexagon’s precision 3D measurement technologies, enabling Hexagon to provide a fully integrated suite of measurement and visualization applications. The jury is out, however, on whether Hexagon will continue to reinvest in Intergraph’s other product lines, including 3D modeling for manufacturing PLM, which may portend future divestiture opportunities. Intergraph was acquired for approximately $1.3 billion in 2006 by a group of private equity firms, Including Hellman & Friedman, TPG and JMI Equity. The better than $2.1 billion sale to Hexagon will likely generate a substantial IRR for investors. IBM (NYSE:IBM) acquires Sterling Commerce Category: Business Integration Software Purchase Price: $1,400,000,000 Seller Revenue (estimate): $633,700,000 Revenue Multiple (estimate): 2.2x Payment Terms: Cash SEG’s Perspective: Infrastructure software behemoth IBM acquires Sterling Commerce, a provider of business transaction, selling and fulfillment software. Sterling Commerce will enable IBM to help organizations create more intelligent and dynamic business networks by simplifying and automating the way its businesses connect and communicate with customers, partners and suppliers. The acquisition is also complementary to IBM’s recent purchase of cloud-based B2B integration applications vendor, Cast Iron Systems, and will allow IBM to offer integration-as-a-service for both on-premise and cloud based transaction processing. Sterling Commerce has built its product portfolio in part through inorganic means over the past six years, having acquired Yantra ($170 million), and Comergent Technologies ($155 million).




APPENDIX F: 2010 MERGERS AND ACQUISITIONS – DEAL INSIGHT (CONT.) IBM (NYSE:IBM) acquires Unica (NASDAQ:UNCA) Category: Enterprise Marketing Software Purchase Price: $446,810,000EV Seller Revenue (TTM): $109,190,000 Seller EBITDA (TTM): $10,080,000 Revenue Multiple (TTM): 4.1xEV

EBITDA Multiple (TTM): 44.3xEV Payment Terms: Cash SEG’s Perspective: Infrastructure computing behemoth, IBM, acquires leading enterprise marketing applications provider, Unica. IBM’s acquisition of Unica further leverages its position as a provider of solutions for the web and customer analytics, and highlights the continued growth of enterprise internet marketing and advertising spend. IBM’s recent acquisitions of ecommerce enablement vendor Sterling Commerce ($1.4 billion), web analytics provider Coremetrics, and consumer predictive analytics provider SPSS ($783.7EV, 2.7xEV TTM revenue) each provide a crucial component to IBM’s success in the internet commerce realm. IBM’s $21 per share tender offer represents a 118% premium over Unica’s 30 day pre-announcement average closing stock price. Unica marks IBM’s ninth software acquisition in 2010. Intel (NASDAQ:INTC) acquires McAfee (NYSE:MFE) Category: Security Software Purchase Price: $6,906,920,000EV Seller Revenue (TTM): $2,002,920,000 Seller EBITDA (TTM): $430,170,000 Revenue Multiple (TTM): 3.4xEV EBITDA Multiple (TTM): 16.1xEV Payment Terms: Cash SEG’s Perspective: Intel hopes to tackle security concerns regarding the proliferation of Internet and IP enabled devices via its acquisition of security giant McAfee. The acquisition gives Intel security and security management technology, as well as utilities to add value to its chips and to differentiate it in the rapidly expanding mobile device market, an area it recently made significant foray into via acquisition of WindRiver Systems ($793.4EV million, 2.2xEV TTM revenue) in 2009. Interestingly, this acquisition also demonstrates a reinvestment in anti-malware security, as Intel divested its antivirus business to Symantec in 1998. Intel’s $48 per share tender offer represents a 53% premium over McAfee’s 30 day pre-announcement average closing stock price.




APPENDIX F: 2010 MERGERS AND ACQUISITIONS – DEAL INSIGHT (CONT.) Lawson Software acquires Enwisen Category: Workforce Management Software Purchase Price: $75,000,000 Seller Revenue (estimate): $15,000,000 Revenue Multiple (estimate): 5.0x Payment Terms: Cash and Earnout SEG’s Perspective: Leading enterprise resource planning vendor, Lawson Software, acquires Enwisen, the leading provider of on-demand HR service delivery applications. Enwisen’s employee self-service and case management applications plug a significant hole in Lawson’s current offering for HR shared-service centers, an area Oracle and SAP have already covered. The acquisition also fills gaps in Lawson’s talent management offering, bringing much needed onboarding and total rewards statement capabilities. Enwisen also brings with it a SaaS delivery model much better poised for success in the market place than Lawson’s legacy perpetual applications, as well as little overlap in customer base. The acquisition follows a string of SaaS workforce management purchases in 2010, including SuccessFactors’ acquisition of Imform Business Impact ($40.5 million, 2.7x TTM revenue estimate); Kenexa’s acquisition of Salary.com ($74.1 million, 1.6x TTM revenue) and Stepstone’s purchase of MrTed. Misys (LSE:MSY) acquires Sophis Category: Financial Services Software Purchase Price: $603,860,000 Seller Revenue (TTM): $101,560,000 Revenue Multiple (TTM): 5.9x Payment Terms: Cash and Stock SEG’s Perspective: Leading financial services software provider Misys, acquires rival Sophis, a provider of portfolio and risk management applications. The acquisition will enhance Misys’ cross-asset and buy-side position against Sungard, Thomson/Reuters and others in the bank, asset management and hedge fund segments, as well as create a potential competitive threat to Sungard, Martini and Ion Trading in the repo and securities lending space. Misys’ recent disposal of healthcare IT arm, Allscripts, provided the company with proceeds to finance the purchase of Sophis and focus exclusively on the financial services segment.




APPENDIX F: 2010 MERGERS AND ACQUISITIONS – DEAL INSIGHT (CONT.) Oracle (NASDAQ: ORCL) acquires Phase Forward (NASDAQ: PFWD) Category: Clinical Trial Management Software Purchase Price: $611,750,000 EV Seller Revenue (TTM): $213,260,000 Seller EBITDA (TTM): $30,350,000 Revenue Multiple (TTM): 2.9x EV EBITDA Multiple (TTM): 20.2x EV Payment Terms: Cash SEG’s Perspective: Enterprise software behemoth Oracle acquires Phase Forward, the leading provider of clinical trials management software. Through its acquisition of Phase Forward, Oracle bolsters its position in the pharmaceutical space by picking up the largest pure-play provider of clinical trials management applications. Phase Forward will also complement Oracle’s pharma-specific CRM and sales force automation on-demand applications set to release this year. Oracle’s $17 per share tender offer represents a 29% premium over Phase Forward’s pre-announced average 30 days closing stock price. Phase Forward has built its product portfolio in part through inorganic means over the past two years, having acquired Maaquzi ($11 million), Covance ($9.7 million), Waban ($14 million, 3.5xTTM revenue), and Clarix ($40 million, 14.6xTTM revenue). Open Text (NASDAQ: OTEX) acquires Nstein Technologies (TSXV: EIN) Category: Digital Content Management Software Purchase Price: $27,410,000EV Seller Revenue (TTM): $23,260,000 Seller EBITDA (TTM): ($400,000) Revenue Multiple (TTM): 1.2xEV Payment Terms: Cash SEG’s Perspective: Leading content management vendor, Open Text, acquires Nstein Technologies, a provider of digital asset management, web content management and text mining solutions. Through its acquisition of Nstein, Open Text picks up an attractive customer base and extends its product suite to offer semantic analytics technologies (text mining software), allowing customers more advanced digital search capabilities. However, Nstein’s digital asset management (DAM) and web content management (WCM) solutions significantly overlap with Open Text’s current offerings, which the company picked up through acquisitions of Artesia and eMotion (DAM), and Vignette and Hummingbird (WCM) in recent years. The modest 1.2x TTM revenue valuation is likely a result of Nstein’s flat TTM revenue growth, negative profitability and significant product overlap.




APPENDIX F: 2010 MERGERS AND ACQUISITIONS – DEAL INSIGHT (CONT.) Pegasystems (NASDAQ: PEGA) acquires Chordiant Software (NASDAQ: CHRD) Category: CRM Business Process Management and Analytics Purchase Price: $104,240,000EV Seller Revenue (TTM): $76,310,000 Seller EBITDA (TTM): (1,570,000) Revenue Multiple (TTM): 1.4xEV

Payment Terms: Cash SEG’s Perspective: Pegasystems, the largest pure-play business process management vendor, acquires Chordiant Software, a provider of on-premise CRM and business process management solutions. Chordiant’s real-time predictive decisioning engine is highly complementary to Pegasystems’ rules and complex event processing offering in the contact center automation space. Chordiant also provides Pegasystems with a number of industry focused customer experience management applications for the retail banking, insurance and communications sectors deemed complementary to Pegasystems’ current vertical offerings. The modest 1.4x TTM revenue offer is not surprising given Chordiant has seen its TTM revenue decline 29% year-over-year, has posted only two profitable years since 1996, and is selling via a perpetual model in a fast adopting SaaS CRM marketplace. Progress Software (NASDAQ: PRGS) acquires Savvion Category: Business Process Management Purchase Price: $49,000,000 Seller Revenue (Estimate): $20,000,000 Revenue Multiple (Estimate): 2.5x Payment Terms: Cash SEG’s Perspective: Leading infrastructure applications vendor, Progress Software, acquires Savvion, a provider of best-of-breed business process management solutions. Savvion’s BPM suite is highly complementary to Progress’ current Business Event Processing, Business Transaction Assurance and Integration product portfolio, and offers industry specific solutions for financial services, communications, healthcare, life sciences, energy and manufacturing, which are areas of strong presence for Progress. Progress’ recent BPM partner, Lombardi Software, was purchased by IBM in December 2009, leaving Progress to look for a new dance partner.




APPENDIX F: 2010 MERGERS AND ACQUISITIONS – DEAL INSIGHT (CONT.) Roper Industries (NYSE:ROP) acquires iTradeNetwork Category: Retail & Foodservice Supply Chain Management Software Purchase Price: $525,000,000 Seller Revenue (Estimate): $80,000,000 Revenue Multiple (Estimate): 6.6x Payment Terms: Cash SEG’s Perspective: Roper Industries acquires iTradeNetwork, a leading provider of SaaS based trading network and business intelligence applications for the food service supply chain. The acquisition further solidifies Roper’s position within the foodservice industry, following its acquisitions of CBORD ($344 million) and Horizon Software in 2008, both providers of food and nutrition services management applications. Private Equity firm Accel-KKR purchased iTradeNetwork in late 2007 and made two add-on acquisitions (Instill Corporation and Amphire Solutions) in 2008 prior to exiting to Roper. SAP (DB:SAP) acquires Sybase (NYSE:SY) Category: Mobile Data Management Software Purchase Price: $5,422,840,000 EV Seller Revenue (TTM): $1,197,010,000 Seller EBITDA (TTM): $370,540,000 Revenue Multiple (TTM): 4.5x EV EBITDA Multiple (TTM): 14.6x EV Payment Terms: Cash SEG’s Perspective: Enterprise software giant SAP acquires Sybase, the leading provider of database management and mobility solutions. Sybase will allow SAP to standardize on a mobile middleware platform for a growing number of core applications and will give SAP considerable computing power needed for context-aware computing and pattern analytics. In addition, Sybase IQ, which is the most widely used column store DBMS for data warehousing, will provide SAP with significant performance capabilities when it launches its in-memory column store DBMS for online transaction processing and analytical processing. According to Bloomberg, the acquisition of Sybase marks the fifth-largest software takeover in history, exemplifying SAP’s bet on the future of mobile enterprise. SAP’s cash offer of $65 per share represents a 47% premium over Sybase’s pre-announced average 30 days closing stock price.




APPENDIX F: 2010 MERGERS AND ACQUISITIONS – DEAL INSIGHT (CONT.) SuccessFactors (NASDAQ: SFSF) acquires Inform Business Impact Category: Business Analytics and Workforce Planning Purchase Price: $40,050,000 Seller Revenue (Estimate): $15,000,000 Revenue Multiple (Estimate): 2.7x Payment Terms: Cash/Stock/Earn-out SEG’s Perspective: SuccessFactors, a leading provider of SaaS employee performance management software, acquires Australian based Inform Business Impact, a provider of SaaS business analytics and workforce planning software. The acquisition bolsters SuccessFactors message of providing business execution software by adding solutions geared towards enabling HR departments to use analytics effectively in making business decisions, and also adds highly complementary strategic consulting capabilities. This represents SuccessFactor’s second acquisition, and first since going public in 2007. The acquisition also follows closely on the heels of Authoria’s merger with PeopleClick ($100 million), both providers of SaaS talent management applications. Symantec (NASDAQ: SYMC) acquires PGP Corporation Category: Data Protection Software Purchase Price: $300,000,000 Seller Revenue (TTM): $75,000,000 Revenue Multiple (TTM): 4.0x Payment Terms: Cash SEG’s Perspective: Leading enterprise and consumer security vendor Symantec acquires PGP Corporation, a provider of data protection software. With the acquisition of PGP, Symantec will bolster its email and data encryption software solutions for enterprises, businesses and governments via PGP’s Encryption Platform. Simultaneously, Symantec announced the acquisition of Guardian Technologies, a provider of mobile data encryption solutions. These acquisitions allow Symantec to expand its addressable market opportunity in the encryption software space and more effectively compete against McAfee, CheckPoint and Sophos, which have each made acquisitions of encryption vendors. Experts estimate that the market for encryption products will grow at 14% per year from 2009 to 2013, reaching $1.7 billion in 2013. PGP and Guardian Technologies represent Symantec’s 9th and 10th acquisitions in the past year.




APPENDIX F: 2010 MERGERS AND ACQUISITIONS – DEAL INSIGHT (CONT.) Taleo (NASDAQ:TLEO) acquires Learn.com Category: Learning and Talent Management Software Purchase Price: $125,000,000 Seller Revenue (Estimate): $30,000,000 Revenue Multiple (Estimate): 4.2xEV Payment Terms: Cash SEG’s Perspective: SaaS talent management leader Taleo acquires Learn.com, a leading provider of SaaS employee learning management solutions. The acquisition of Learn.com provides Taleo with the final piece of what many believe to be a full talent management suite, tying together Taleo’s current employee recruitment, performance, compensation, succession, and development applications, with Learn.com’s e-learning and social learning capabilities. The acquisition also brings Taleo, historically focused on large enterprise environments, a strong mid-market presence with significant cross-sell opportunities and limited product overlap. With its roots in recruitment management, Taleo has developed its performance, succession and career development applications internally, while choosing to acquire compensation management (WorldWide Compensation, $18.4EV million) and learning management (Learn.com) functionality over the past two years. Teradata (NYSE:TDC) acquires Aprimo Category: Marketing Software Purchase Price: $500,000,000EV Seller Revenue (estimate): $80,000,000 Revenue Multiple (estimate): 6.3xEV Payment Terms: Cash SEG’s Perspective: Teradata, a provider of data warehousing and enterprise analytics solutions, acquires Aprimo, a best-of-breed provider of integrated B2B and B2C marketing applications. Teradata will leverage Aprimo’s core campaign management and marketing resource management applications with its sophisticated analytics technologies to offer customers enhanced return of marketing investment and better leverage customer data for optimized multi-channel communications. Aprimo also brings with it deep expertise in cloud-computing and counts 36 of the Fortune 100 as customers. The acquisition follows IBM’s purchase of data driven marketing software provider Unica for $446.8 million (4.1x TTM revenue) in 3Q10.




APPENDIX F: 2010 MERGERS AND ACQUISITIONS – DEAL INSIGHT (CONT.) Thoma Bravo acquires Plato Learning (NASDAQ: TUTR) Category: Teaching and Learning Management Applications Purchase Price: $114,570,000EV Seller Revenue (TTM): $64,730,000 Seller EBITDA (TTM): $3,220,000 Revenue Multiple (TTM): 1.8xEV

Payment Terms: Cash SEG’s Perspective: Software focused private equity firm, Thoma Bravo, acquires Plato Learning, a leading provider of K-12 and adult learning management solutions. The take private transaction will allow Plato Learning to focus on continuing to grow new subscription revenue, wind down its perpetual software sales, and convert its perpetual customers to its subscription model, without having to meet quarterly street expectations. Over the past several years, Plato has steadily grown its subscription revenue to over 60% of total revenue. Conversely, it’s perpetual license and associated services revenues have steadily declined, contributing to overall declining revenue growth, modest profitability, and in turn, tough public market scrutiny. Vocus (NASDAQ: VOCS) acquires Datapresse Category: Media Content and On-Demand Public Relations Software Purchase Price: $10,800,000 EV Seller Revenue (TTM): $4,500,000 Revenue Multiple (TTM): 2.4x EV Payment Terms: Cash/Earn-out SEG’s Perspective: Vocus, a leading provider of on-demand software for public relations, acquires Datapresse, a France-based provider of SaaS media content and public relations solutions. Datapresse bolsters Vocus’ presence abroad by adding approximately 2,000 customers in Europe, and was followed by the announced acquisition of BDL Media, a provider of SaaS based public relations solutions in China. The activity demonstrates Vocus’ vision of expanding internationally, often more easily achieved through inorganic means. Vocus’ cash on hand increased by 52% from 2007 to 2009, leaving the company with well over $100 million of cash and a strong position for inorganic growth. Prior to its acquisitions of BDL Media and Datapresse April 2010, Vocus’ most recent acquisition was in August 2006.




APPENDIX G: SELECT 2010 SOFTWARE INDUSTRY MERGERS AND ACQUISITIONS Date Buyer Seller

12/31/10 - Amalgamated Softw are of North America, Inc.12/30/10 Digital Vision AB (OM:DV) Image Systems AB12/30/10 WIKA Systems Schw eiz AG Crealogix ERP AG12/30/10 HEALTHCAREfirst Inc. CareFacts Information Systems, Inc.12/29/10 Wedia SA (ENXTPA:ALWED) Wokup SAS12/29/10 CompuGroup Medical AG (DB:COP) Belgiedata BVBA12/28/10 Solera Holdings Inc. (NYSE:SLH) Digidentity B.V.12/28/10 - VisionWorks Solutions, Inc., Vision Backup and File Access Manager12/24/10 Emptoris, Inc. Rivermine Softw are, Inc.12/24/10 Yandex LLC WebVisor12/23/10 Panacea Limited FD Systems, Ltd., Certain Assets12/23/10 Callidus Softw are Inc. (NasdaqGM:CALD) ForceLogix Technologies Inc., Substantially All Assets12/23/10 Chengdu B-ray Media Co. Ltd. (SHSE:600880) Shanghai Chenyan Information Technology Co., Ltd.12/23/10 Brinks Co. (NYSE:BCO) Threshold Financial Technologies Inc.12/23/10 Capita Group plc (LSE:CPI) Capita Secure Information Systems12/23/10 Columbus Nova Harmonix Music Systems, Inc.12/22/10 CompuGroup Medical AG (DB:COP) Ascon Softw are B.V.12/22/10 Rovi Corporation (NasdaqGS:ROVI) Sonic Solutions (NasdaqGS:SNIC)12/22/10 Dell Inc. (NasdaqGS:DELL) InSiteOne, Inc.12/22/10 LM Ericsson Telephone Co. (OM:ERIC B) Optimi Corporation12/21/10 SciQuest, Inc. (NasdaqGM:SQI) AECsoft USA, Inc.12/21/10 GEO Care, Inc. BI Incorporated12/21/10 Teradata Corporation (NYSE:TDC) Aprimo, Incorporated12/21/10 PENNINE Holdings Ltd. Business Carew are Ltd.12/21/10 Cegid SA (ENXTPA:CGD) Visa Informatique SA and Axeteam SAS12/20/10 Profit Harvest Company, Ltd. Celestial Digital Entertainment, Ltd.12/20/10 Calyx Softw are, Inc. Loan-Score Decisioning Systems LLC12/17/10 LiveWire Mobile, Inc. (OTCPK:LVWR) FoneStarz Media Group Limited12/17/10 Law son Softw are Americas, Inc. Enw isen, Inc.12/17/10 Citrix Online, Inc. Netview er GmbH12/17/10 Institut de Participations de l'Ouest SA; Grand Sud Ouest Capital, S.C.R. TEKLYNX International SA12/17/10 Mygistics Inc. PTV America, Inc.12/17/10 Exosphere Aircraft Company, Inc. (OTCPK:EXSA) BCS, LLC12/16/10 Stereo Vision Entertainment, Inc. (OTCPK:SVSN) Rez-N-8 Productions, Inc.12/16/10 SAP AG (DB:SAP) cundus AG, Disclosure Management Solutions12/16/10 ARTAL Technologies SAS Act21 SARL12/15/10 Nasdaq OMX Group Inc. (NasdaqGS:NDAQ) FTEN, Inc.12/15/10 Visma ASA DBS Business Solutions BV12/14/10 IDOX plc (AIM:IDOX) McLaren Softw are Ltd.12/14/10 Imagination Technologies Group Plc (LSE:IMG) Caustic Graphics, Inc.12/14/10 Capita Group plc (LSE:CPI) I B Solutions12/14/10 I K Co., Ltd. (JASDAQ:2722) AlfaCom, Ltd.12/14/10 R.R. Donnelley & Sons Company (NasdaqGS:RRD) Nimblefish Technologies, Inc.12/14/10 Cloud Bees, Inc. Stax Netw orks, Inc.12/13/10 Epicor Softw are Corporation (NasdaqGS:EPIC) Spectrum Human Resource Systems Corporation12/13/10 Fairfax Media Ltd. (ASX:FXJ) TenderLink.com Pty Ltd.12/13/10 Bisnode Business Information Group AB Poslovna Domena d.o.o.12/13/10 BNY ConvergEx Group, LLC LDB Consulting, Incorporated12/13/10 NAVTEQ Corporation Trapster(R)12/09/10 Paetec Softw are Corp Formula Telecom Solutions, Inc.12/09/10 XING AG (XTRA:O1BC) amiando AG12/09/10 Schneider Electric S.A. (ENXTPA:SU) Vizelia S.A.12/09/10 CME Group Inc. (NasdaqGS:CME) Elysian Systems Limited12/09/10 Lippincott Williams & Wilkins, Inc. iCare Academic LLC12/09/10 KineticGlue Online Communities Pvt. Ltd. Injoos Web Solutions Pvt. Ltd.12/09/10 Schneider Electric S.A. (ENXTPA:SU) D5X S.A.S.12/08/10 MediaTek Inc. (TSEC:2454) NetQin Tech. Co., Ltd.12/08/10 Monotype Imaging Holdings Inc. (NasdaqGS:TYPE) Ascender Corporation12/08/10 Tibco Softw are, Inc. (NasdaqGS:TIBX) Loyalty Lab, Inc.12/08/10 KT Corp. (KOSE:A030200) NexR, Inc.12/08/10 Itron, Inc. (NasdaqGS:ITRI) Asais S.A.S.12/07/10 Cryptzone AB (OM:CZON B) SE46 AB12/07/10 Standard Life plc (LSE:SL.) Focus Solutions Group plc (AIM:FSG)12/07/10 Aetna Inc. (NYSE:AET) Medicity, Inc.12/07/10 Harland Financial Solutions, Inc. Parsam Technologies, LLC12/07/10 Nokia Corporation (HLSE:NOK1V) Obopay Mobile Technology India Pvt. Ltd.




APPENDIX G: SELECT 2010 SOFTWARE INDUSTRY MERGERS AND ACQUISITIONS (CONT.) Date Buyer Seller

12/07/10 SS&C Technologies Holdings, Inc. (NasdaqGS:SSNC) PC Consulting Inc.12/07/10 Hydra Fuel Cell Corp. Ivoice Inc. (OTCPK:IVOI)12/06/10 NetDimensions (Holdings) Ltd (AIM:NETD) Business Performance Technology, LLC12/06/10 VODone LIMITED (SEHK:82) 3guu.com12/06/10 Juniper Netw orks, Inc. (NYSE:JNPR) Altor Netw orks, Inc.12/06/10 Ventyx, Inc. Insert Key Solutions, Inc.12/06/10 Mansell Group, Inc. WhatCounts, Inc.12/06/10 Publishers Clearing House, Inc. Funtank, LLC12/06/10 Computer Sciences Corporation (NYSE:CSC) Image Solutions, Inc.12/06/10 Linx Sistemas E Consultoria Ltda Dia System And CNP12/04/10 GeoEye, Inc. (NasdaqGS:GEOY) GeoEye Analytics12/03/10 j2 Global Communications, Inc. (NasdaqGS:JCOM) Protus IP Solutions, Inc.12/03/10 BMC Softw are Inc. (NasdaqGS:BMC) GridApp Systems, Inc.12/03/10 Nexon Corporation, Inc. Nclipse Corporation12/03/10 Google Inc. (NasdaqGS:GOOG) Phonetic Arts Limited12/03/10 Google Inc. (NasdaqGS:GOOG) Widevine Technologies, Inc.12/03/10 ITT Corporation Geospatial Systems EchoStorm Worldw ide, LLC12/02/10 Broadridge Financial Solutions Inc. (NYSE:BR) Forefield, Inc.12/02/10 Bridgepoint Development Capital Building Automation Solutions Ltd12/02/10 Research In Motion Limited (TSX:RIM) TAT The Astonishing Tribe AB12/02/10 Daptiv, Inc. Bluenova12/02/10 Massachusetts Capital Resource Company; Candescent Partners, LLC Quadrant Softw are, Inc.12/02/10 NNIT A/S ChannelCRM A/S12/02/10 Smardtv SA Iw edia Technologies S.A.12/01/10 Rearden Commerce, Inc. Ketera Technologies, Inc.12/01/10 Group Business Softw are AG (XTRA:INW) Permessa Corporation12/01/10 Groupon, Inc. Ludic Labs, Inc.12/01/10 Motorola Mobility Holdings, Inc. (NYSE:MMI.WI) 4Home, Inc.12/01/10 Cisco Systems, Inc. (NasdaqGS:CSCO) LineSider Communications, Inc.12/01/10 Majesco Softw are Inc. SEG Softw are LLC12/01/10 Gary Jonas Computing Ltd. Xn Leisure Systems Ltd.11/30/10 Appriss Inc. Open Portal Solutions, Inc.11/30/10 Conning & Company, Asset management Arm DFA Capital Management, Inc.11/30/10 MD On-Line, Inc. Healthw are Solutions, LLC11/30/10 Cryptzone AB (OM:CZON B) NETconsent Ltd11/30/10 - Persay, Inc.11/29/10 Brady plc (AIM:BRY) Viz Risk Management Services AS11/29/10 Mellanox Technologies, Ltd. (NasdaqGS:MLNX) Voltaire Limited (NasdaqGM:VOLT)11/29/10 Trend Micro Inc. (TSE:4704) Mobile Armor, Inc.11/26/10 - DeskCenter Solutions AG11/25/10 Broadcom Corp. (NasdaqGS:BRCM) Sightic Vista Limited11/25/10 BGL Group Limited Courtanet S.A.S.11/24/10 Servizi Italia SpA (CM:SRI); AEM BIOTECH S.r.l. Amedes Spa11/24/10 Thomson Reuters Corporation (TSX:TRI) GeneGo, Inc.11/24/10 Motopia Limited (ASX:MOT) 2moro Mobile Pty Ltd.11/23/10 - UCS Solutions Inc11/22/10 Pender Grow th Fund (VCC) Inc. (TSXV:PTF); PenderFund Capital Management Ltd. One45 Softw are Inc.11/22/10 New s Corp. (NasdaqGS:NWSA) Wireless Generation, Inc.11/22/10 Digitalsmiths Corporation Gotuit Media Corp.11/21/10 Attachmate Corporation Novell Inc. (NasdaqGS:NOVL)11/21/10 FinalWire Ltd. Lavalys, Inc.11/19/10 Thoma Bravo, LLC UPS Logistics Technologies, Inc.11/19/10 - MTHK Technology Limited11/19/10 Accenture plc (NYSE:ACN) CAS GmbH11/19/10 VIZRT Ltd. (OB:VIZ) LiberoVision AG11/18/10 Concentrix Corporation Aspire Technology Limited11/18/10 Digital Domain Productions, Inc. In-Three, Inc.11/18/10 DiscoveRx Corporation Ambit Biosciences Corporation, KINOMEscan Kinase Screening Services Division11/18/10 Concentrix Corporation Encover, Inc.11/18/10 Expedia Inc. (NasdaqGS:EXPE) Mobiata, LLC11/17/10 NAVTEQ Corporation PixelActive Inc.11/16/10 AVIC Avionics Systems Co., Ltd CoreTek Systems Inc.11/16/10 Black Duck Softw are, Inc. SpikeSource, Inc.11/16/10 Tapestry Solutions, Inc. CDM Technologies, Inc.11/16/10 TSL Education Ltd. Electronics Blackboard Ltd11/16/10 Pearson plc (LSE:PSON) The Administrative Assistants Ltd.





11/12/10 Epocrates, Inc. Modality, Inc.11/12/10 Misys plc (LSE:MSY) Sophis11/12/10 Eline Entertainment Group, Inc (OTCPK:EEGI) Vu365.com11/11/10 SAIC, Inc. (NYSE:SAI) MediaMind, LLC and AppTek Partners, LLC11/10/10 Talend SA Sopera Gmbh11/09/10 AVG Technologies N.V. DroidSecurity TLV11/09/10 Golden Triangle Angelnet Corew orx Inc.11/09/10 Merge Healthcare Incorporated. (NasdaqGM:MRGE) Fletcher Flora Health Care Systems Inc.11/09/10 Angoss Softw are Corp. (TSXV:ANC) Hornby IT Group Ltd.11/09/10 Accenture plc (NYSE:ACN) Beijing Genesis Interactive Technology Co. Ltd.11/08/10 Quest Softw are Inc. (NasdaqGS:QSFT) Bakbone Softw are Inc. (OTCBB:BKBO)11/08/10 GFI Business Solutions, Inc. activeMedia Developpement Inc.11/08/10 ING Corporate Investments Bright Computing, Inc.11/05/10 HiQ International AB (OM:HIQ) FRENDS Technology, Inc.11/05/10 ELCA Informatik AG AmmA Interactive SA11/04/10 - Star System Solutions Pty Ltd.11/04/10 Blue Curve Ltd. Jovus, Inc.11/04/10 Pace plc (LSE:PIC) Latens Systems Limited11/04/10 Medicalis Corporation RWF, LLC11/04/10 iControl Netw orks, Inc. uControl, Inc.11/04/10 Raytheon Co. (NYSE:RTN) Raytheon Trusted Computer Solutions11/04/10 In Motion Global Insurance Technology Inc.11/04/10 Voter Activation Netw ork, Inc. NGP Softw are, Inc.11/04/10 Ubisoft Entertainment SA (ENXTPA:UBI) Quazal Technologies, Inc.11/03/10 NetConnect AS (OB:NETCO) Ensim Corporation11/03/10 Cbeyond Communications, LLC MaximumASP, LLC11/03/10 HaiVision Systems, Inc. CS Softw are Holdings, LLC11/03/10 Kaseya International (UK) Limited ObjAcct, Inc.11/03/10 Archive Systems, Inc. OmniRIM Solutions Inc.11/03/10 DBS Distributors, Inc. Digital Yearbook, Inc.11/03/10 Super Rad Corporation Ooh Wee Media, Inc.11/02/10 K12, Inc. (NYSE:LRN) American Education Corp.11/02/10 Team Industrial Services, Inc. Quest Integrity Group, LLC11/02/10 Dell Inc. (NasdaqGS:DELL) Boomi, Inc.11/02/10 AT&T, Inc. (NYSE:T) inCompass Wireless, Inc.11/02/10 First American Financial Corporation (NYSE:FAF) Nazca Solutions, Inc.11/02/10 Hansen Technologies Ltd. (ASX:HSN) NirvanaSoft Inc.11/02/10 Via Automotive, Inc. Raser Technologies, Transportation and Industrial Business Segment Assets11/01/10 Tikit Group plc (AIM:TIK) PensEra Know ledge Technologies, Inc.11/01/10 MedLink International, Inc. (OTCBB:MLKN.A) MedAppz, LLC11/01/10 Dachis Corporation, Inc. Stuzo Inc.11/01/10 Gordano Ltd. Softalk Ltd.11/01/10 IntercontinentalExchange, Inc. (NYSE:ICE) Amphora, Inc.11/01/10 Construction Specif ications Institute Building Systems Design Inc.11/01/10 Affiliated Computer Services, Inc. Spur Information Solutions Ltd.11/01/10 Huron Consulting Group Inc. (NasdaqGS:HURN) Click Commerce, Inc.10/29/10 Cbeyond, Inc. (NasdaqGS:CBEY) Aretta Communications, Inc.10/29/10 Measured Progress, Inc. Dataw ise, Inc.10/29/10 Microsoft Corporation (NasdaqGS:MSFT) Canesta, Inc.10/29/10 Command Alkon Incorporated Total Management Systems BV10/28/10 Innovise plc (AIM:INNO) Expolink Europe Ltd, Expolink Softw are10/28/10 Altair Engineering, Inc. SimLab Corporation10/28/10 ZeniMax Asia K.K. Tango Co., Ltd.10/27/10 Open Text Corp. (NasdaqGS:OTEX) StreamServe, Inc.10/27/10 Intermec, Inc. (NYSE:IN) GATC Inc.10/26/10 Bottomline Technologies Inc. (NasdaqGM:EPAY) SMA Financial Ltd.10/26/10 PrismTech Group Limited Zeligsoft, Inc., Tools Business10/25/10 StreetLinks National Appraisal Services, LLC Corvisa, LLC10/25/10 Sebring Softw are, Inc. (OTCBB:SMXI) SUMOTEXT, Inc.10/25/10 Asknet AG (XTRA:A5A) Norman ASA10/25/10 Zenprise, Inc. Sparus Softw are SAS10/22/10 Kabam, Inc. WonderHill, Inc.10/21/10 Bond International Softw are plc (AIM:BDI) VCG, LLC10/21/10 Morningstar Inc. (NasdaqGS:MORN) Advanced Sales & Marketing Corp., Annuity Intelligence Business10/21/10 International Business Machines Corp. (NYSE:IBM) Clarity Systems Limited10/21/10 mBlox, Inc. Mashmobile Sw eden AB





10/20/10 Titan Energy Worldw ide, Inc. (OTCBB:TEWI) Stanza Systems, Ltd.10/20/10 RECAP Management GmbH Data Systems Austria AG10/20/10 - Informatica Y Gestión S.A.10/20/10 HomeAw ay, Inc. Escapia, Inc.10/19/10 CollabNet, Inc. Codesion Inc.10/19/10 Neohapsis, Inc. Texert, Inc.10/19/10 Electronic Arts Inc. (NasdaqGS:ERTS) Chillingo Ltd.10/18/10 Operative, Inc. Solbright, Inc.10/18/10 Softw are AG (XTRA:SOW) Data Foundations, Inc.10/18/10 FremantleMedia Ventures Ludia, Inc.10/18/10 EPM Live, LLC EPK Group LLC, EPK-Suite Product Line10/18/10 MarkMonitor, Inc. DtecNet Softw are ApS10/18/10 Stripes Group Voyetra Turtle Beach, Inc.10/17/10 Left Behind Games Inc. (OTCBB:LFBG) Cloud 9 Games, Inc.10/15/10 Qmastor Ltd. (ASX:QML) Algosys Inc.10/15/10 VitalHealth Softw are B.V. SynQuest B.V., QuestManager Activities10/14/10 Perfect Timing, Inc. SuccessFactors, Inc., Professional Edition10/14/10 General Electric Co. (NYSE:GE) Opal Softw are Pty Ltd.10/13/10 H&R Block, Inc. (NYSE:HRB) 2nd Story Softw are, Inc.10/13/10 Fondaction MEI Group, Inc.10/13/10 GEOMAP Distribution Softw are Visiograph-Geomap10/13/10 Roche Holding AG (SWX:ROG) Medical Automation Systems, Inc., Certain Assets10/13/10 - Darkroom Softw are LLC10/13/10 Qualcomm Innovation Center, Inc. iSkoot Technologies Inc.10/13/10 International Business Machines Corp. (NYSE:IBM) PSS Systems, Inc.10/13/10 WideOrbit, Inc. Video Communications, Inc.10/12/10 BroadSoft, Inc. (NasdaqGM:BSFT) Casabi, Inc.10/12/10 Platinum Equity, LLC Ulticom Inc.10/12/10 Dena Co. Ltd. (TSE:2432) ngmoco, Inc.10/12/10 TMT Ventures Ezw im B.V.10/12/10 Battery Ventures Data Innovations, Inc.10/12/10 RedBrick Health Corporation Social Kinetics Corporation10/11/10 Systems Research And Applications Corporation Platinum Solutions, Inc.10/11/10 Apex Print Technologies, LLC LaserNet, Inc.10/08/10 Jingw ei International Limited (NasdaqGM:JNGW) Shanghai Haicom Telecommunication Corporation Limited10/08/10 Versata Inc. Infopia, Inc.10/08/10 Vodafone Global Enterprise Limited Quickcomm Softw are Solutions, Inc.10/07/10 Automatic Data Processing, Inc. (NasdaqGS:ADP) MasterTax, LLC and MasterTax Services, LLC10/07/10 Synopsys Inc. (NasdaqGS:SNPS) Optical Research Associates, Inc.10/07/10 Baker Hughes Nederland Holdings B.V. JOA Oil & Gas B.V.10/06/10 Talent Technology Corporation TalentSpring, Inc.10/06/10 Zyw ave, Inc. Specif ic Softw are Solutions, LLC10/06/10 Microsoft Corporation (NasdaqGS:MSFT) AVIcode, Inc.10/06/10 Pow er-One Inc. (NasdaqGM:PWER) Fat Spaniel Technologies, Inc.10/06/10 SWK Holdings Corporation (OTCBB:SWKH) Lagan Technologies Ltd.10/05/10 Interactive Intelligence, Inc. (NasdaqGS:ININ) Global Softw are Services, Inc.10/05/10 Questback AS Digium Oy10/05/10 Thomson Reuters Corporation (TSX:TRI) Legal Systems Holding Company10/05/10 BasWare Oyj (HLSE:BAS1V) Royal TNT Post B.V., Connectivity Operations10/05/10 Follett Softw are Company, Inc. X2 Development Corporation10/05/10 Onmobile Global Limited (BSE:532944) Dilithium Inc.10/05/10 Oracle Corp. (NasdaqGS:ORCL) Passlogix, Inc.10/05/10 Chess Telecom Limited Shaftesbury Systems Limited10/05/10 Evans Systems, Inc. (OTCPK:WTCT) Ecologix, Inc.10/05/10 HomeAw ay, Inc. Instant Softw are, Inc.10/04/10 Community Entertainment Svenska AB (OM:CEAB) PSA Easy Interaction AB10/04/10 McGraw Hill Education, Inc. Tegrity, Inc.10/04/10 Neutron Interactive, LLC EnticeLabs, Inc.10/04/10 Versata Inc. think3, Inc.10/04/10 Timico, Ltd. Handheld PCs Ltd10/04/10 Rogue Wave Softw are, Inc. Acumem AB10/04/10 Ticketscript B.V. Trinity Mobile Limited10/01/10 Equifax Inc. (NYSE:EFX) Anakam, Inc.10/01/10 EPIQ Systems, Inc. (NasdaqGS:EPIQ) Jupiter eSources LLC10/01/10 Harris Computer Systems, Inc. Cogsdale Corporation10/01/10 MICROS Systems, Inc. (NasdaqGS:MCRS) MICROS-Retail Italia





09/30/10 KYOCERA MITA Corporation Epson Softw are Engineering (Philippines), Inc.09/29/10 Blytheco, LLC Result Data Consulting, Ltd., SalesLogix Practice09/29/10 ticketportal AG JetTicket Softw are GmbH09/29/10 truconneXion AS FairNet, spol. s r.o.09/28/10 - O.R. System Sarl09/28/10 CA Technologies (NasdaqGS:CA) HyPerformix, Inc.09/28/10 Google Inc. (NasdaqGS:GOOG) Plannr Company09/28/10 Sabre Airline Solutions Inc. f lugw erkzeuge aviation softw are gmbh09/27/10 Asys Sarl Groupe Ares, Chronos Business09/27/10 Ebix Latin America Usix Technology S.A.09/27/10 HighJump Softw are, LLC True Commerce, Inc.09/27/10 UC Mobile Ltd. Blovestorm.com09/27/10 Temenos Group AG (SWX:TEMN) Odyssey Financial Technologies S.A.09/26/10 Kohlberg Kravis Roberts & Co. (NYSE:KKR) Visma ASA09/24/10 CSG Systems International Inc. (NasdaqGS:CSGS) Intec Telecom Systems plc (LSE:ITL)09/24/10 Aurionpro Solutions Limited (BSE:532668) Kairoleaf Analytics Private Ltd.09/24/10 Expesite LLC Vision Facilities Management Ltd.09/24/10 Hyland Softw are, Inc. Computer Systems Company, Inc.09/24/10 Zynga, Inc. Zynga Germany09/23/10 Bluew ater Bio International Water Innovate Limited09/23/10 Concurrent Computer Corporation (NasdaqGM:CCUR) TellyTopia, Inc.09/23/10 Halliburton Company (NYSE:HAL) The Permedia Research Group Inc.09/23/10 Tibco Softw are, Inc. (NasdaqGS:TIBX) OpenSpirit Corporation09/22/10 Advanced Solutions International, Inc. Donor Management Pty Ltd.09/22/10 IHS Inc. (NYSE:IHS) Atrion International Inc.09/22/10 IHS Inc. (NYSE:IHS) Syntex Management Systems, Inc.09/22/10 MerchantCircle, Inc. TimeBridge, Inc.09/22/10 SoftBrands, Inc. Amadeus IT Holding SA, Property Management Systems (PMS) division09/21/10 New Generation Initiative (NGI) Foundation Mandriva S.A (ENXTPA:MLMAN)09/21/10 Baker Hughes Incorporated (NYSE:BHI) Meyer & Associates, Inc.09/21/10 Battery Ventures; Benchmark Capital Panaya, Inc.09/21/10 Freescale Semiconductor Inc. Sw ell Softw are, Inc.09/21/10 Ingenix, Inc. A-Life Medical, Inc.09/21/10 Maggioli S.p.A. C. & C. Sistemi SRL09/20/10 Alliance Solutions Group, LLC Effective Resources Gulf States, Ltd., Softw are Division09/20/10 ITT Corporation (NYSE:ITT) SRA International Inc., Airport Operations Solutions09/20/10 SumTotal Systems, Inc. Softscape, Inc.09/20/10 Triple I Medimedia USA, Inc. Phoenix Marketing Group, LLC09/20/10 Wolters Kluw er Financial Services, Inc. FRS Belgium NV09/17/10 GFI Energy Ventures LLC Energy Solutions, Inc.09/17/10 Lenco Mobile Inc. (OTCPK:LNCM) Jetcast, Inc.09/17/10 Motive Television plc (AIM:MTV) Adecq Digital S.L.09/16/10 Altium Ltd. (ASX:ALU) Morfik Technology Pty Ltd.09/16/10 AutoTrader.com, Inc. VAuto, Inc.09/16/10 CherryRoad Technologies, Inc. MAXIMUS, Inc., Oracle PeopleSoft ERP Business09/15/10 Finanz Informatik GmbH & Co. KG S-Firm Gesellschaft für Softw are Development mbH09/15/10 Harman International Industries Inc. (NYSE:HAR) Aha Mobile, Inc.09/15/10 International Business Machines Corp. (NYSE:IBM) OpenPages, Inc.09/15/10 Mad Gravity LLC TCS Softw are, Inc.09/15/10 Microsemi Corp. (NasdaqGS:MSCC) Arxan Defense Systems, Inc.09/15/10 Motive Television plc (AIM:MTV) NXVision Ltd.09/15/10 Pretax Ltd. ProCountor International Oy09/14/10 - Propalms Ltd.09/14/10 ConnectEdu, Inc. Academic Management Systems, Inc.09/14/10 Dubsat Pty. Ltd. Vio Worldw ide Limited09/14/10 GameHouse, Inc. Backstage Technologies Inc09/14/10 Gericom AG (XTRA:GRO) funw orld ag09/14/10 Merge Healthcare Incorporated. (NasdaqGM:MRGE) Stryker Imaging Corporation09/14/10 Planit Softw are Ltd Radan BV09/14/10 Tricom Infotech Solutions, Inc. GTESS Corporation09/13/10 Hew lett-Packard Company (NYSE:HPQ) ArcSight, Inc. (NasdaqGM:ARST)09/13/10 DeNA Global, Inc. Gameview Studios, LLC09/13/10 Google Inc. (NasdaqGS:GOOG) MentorWave Technologies Ltd.09/13/10 Philips Healthcare Wheb Sistemas SA09/13/10 RadNet, Inc. (NasdaqGM:RDNT) eRAD Image Medical, Inc.09/13/10 TecDoc Informations System GmbH TecCom GmbH





09/12/10 TouchStore, Ltd. Ocuco Ltd., Pharmacy Softw are Division09/09/10 Benecan Oy Bootstrap Oy, Canon Business Center Operations in Forssa and Loimaa09/09/10 Ecolab Inc. (NYSE:ECL) Dober Chemical Corp., Commercial Laundry Division09/09/10 Measured Progress, Inc. Nimble Assessment Systems, Inc.09/09/10 SUPPLY VISION, Inc. Infotek Consulting, Inc.09/09/10 Miranda Technologies Inc. (TSX:MT) OmniBus Systems Limited09/08/10 Datatech SmartSoft, Inc. PressWise, Inc.09/08/10 Infinitt Healthcare Co., Ltd. (KOSE:A071200) GNSK Co., Ltd.09/08/10 TNS Inc. (NYSE:TNS) Cequint Inc.09/07/10 Red Bend Softw are, Inc. VirtualLogix, Inc.09/07/10 Research In Motion Limited (TSX:RIM) DataViz Inc.09/06/10 Cegedim Edi Deskom SA09/05/10 Intel Corporation (NasdaqGS:INTC) Neocleus, Inc.09/03/10 Versata Inc. Metatomix, Inc.09/02/10 Cisco Systems, Inc. (NasdaqGS:CSCO) Arch Rock Corporation09/02/10 Fidelity National Financial, Inc. (NYSE:FNF) Commerce Velocity Inc.09/02/10 Norvestor Equity AS Apsis Sw eden AB09/02/10 Raptor Technology AG (WBAG:RAP) Gamingstuff UG09/02/10 Stanmore Implants Worldw ide Ltd. The Acrobot Company Limited09/01/10 Alcatel-Lucent (ENXTPA:ALU) Open-Plug SA09/01/10 comScore, Inc. (NasdaqGS:SCOR) Nedstat BV09/01/10 CoreMatrix Systems LLC Sales PRM Inc.09/01/10 G4S Secure Solutions (SA) (Pty) Ltd. Skycom (Pty) Ltd.09/01/10 MicroBilt Corporation CL Verify LLC09/01/10 MIJO Corporation adbeast09/01/10 Taleo Corp. (NasdaqGM:TLEO) Learn.com, Inc.08/31/10 Bechtle AG (XTRA:BC8) Solidpro Informationssysteme GmbH08/31/10 BServ, Inc. NetDeposit, LLC08/31/10 Ernst & Young LLP Global Analytics, Inc.08/31/10 MultiCorpora R&D Inc. Beetext Inc.08/31/10 Thomson Reuters Corporation (TSX:TRI) Healthcare Data Management, Inc.08/31/10 Vix Technology Pty. Ltd. ACIS Limited08/31/10 VMw are, Inc. (NYSE:VMW) Integrien Corporation08/31/10 VMw are, Inc. (NYSE:VMW) TriCipher, Inc.08/31/10 CompuGroup Holding USA, Inc. American Healthcare Holdings Inc.08/31/10 Kenexa Corp. (NasdaqGS:KNXA) Salary.com, Inc.08/30/10 Sebring Softw are LLC SUMOTEXT, Inc. (OTCBB:SMXI.D)08/30/10 Citrix Systems, Inc. (NasdaqGS:CTXS) VMLogix, Inc.08/30/10 Google Inc. (NasdaqGS:GOOG) SocialDeck Inc.08/30/10 GUS Schw eiz AG Albit Informatik, h+r EDV Informationssysteme and h+r EDV Informationssysteme08/30/10 CA Technologies (NasdaqGS:CA) Arcot Systems, Inc.08/27/10 Centershift, Inc. Hi-Tech Smart Systems, Inc., RentPlus08/27/10 OPNET Technologies Inc. (NasdaqGS:OPNT) Embarcadero Technologies, Inc., DSAuditor08/26/10 ANXeBusiness Corp. TruArx, Inc.08/26/10 Hew lett-Packard Company (NYSE:HPQ) Stratavia Corporation08/26/10 ID Business Solutions Ltd. Subx Inc.08/25/10 MarketShare Partners, Inc. JovianDATA, Inc.08/25/10 ZWCAD Softw are Co., Ltd. VX Corporation08/24/10 Reeltime Rentals, Inc. (OTCPK:RLTR) EnabledWare, Inc.08/24/10 Research In Motion Limited (TSX:RIM) Cellmania, Inc.08/24/10 Sporlan Valve Company Micro Thermo, Inc.08/24/10 Technology Nexus AB PortWise AB08/23/10 ExactTarget, Inc. ExactTarget Australia08/23/10 Tencent Holdings Ltd. (SEHK:700) Comsenz Inc.08/23/10 Thoma Bravo, LLC LANDesk Softw are, Inc.08/23/10 TradeStation Technologies, Inc. RINA Technologies, LLC08/23/10 Ventana Medical Systems, Inc. BioImagene, Inc.08/23/10 Visma ASA Severa Oyj08/20/10 Nokia Corporation (HLSE:NOK1V) Motally, Inc.08/19/10 AppLabs Technologies Pvt. Ltd. ValueMinds Solutions (P) Ltd.08/19/10 Kongsberg Gruppen ASA (OB:KOG) Odfjell Consulting AS08/19/10 EMIS Group PLC (AIM:EMIS) Rx Systems Limited08/18/10 Intel Corporation (NasdaqGS:INTC) McAfee, Inc. (NYSE:MFE)08/18/10 Aliexpress Ltd. Auctiva Corporation08/18/10 Quamtel, Inc. (OTCBB:QUMI) Syncpointe, LLC08/18/10 Religare Technova Ltd. (BSE:526927) Chase Cooper Ltd.





08/18/10 Thomson Reuters Corporation (TSX:TRI) TaxSimple, Inc.08/18/10 The Softw are Construction Co. Inc. Peladon Softw are, Inc.08/17/10 Marlin Equity Partners, LLC Phoenix Technologies Ltd. (NasdaqGM:PTEC)08/17/10 Applied Micro Circuits Corp. (NasdaqGS:AMCC) TPACK A/S08/17/10 Hew lett-Packard Company (NYSE:HPQ) Fortify Softw are, Inc.08/16/10 Broadridge Financial Solutions Inc. (NYSE:BR) New River, Inc.08/16/10 Ingenix, Inc. Axolotl Corporation08/13/10 AQ Interactive, Inc. (TSE:3838) FeelPlus Inc. and Artoon Co., Ltd.08/13/10 Telestream, Inc. Grab Netw orks, Inc.08/12/10 International Business Machines Corp. (NYSE:IBM) Unica Corporation (NasdaqGM:UNCA)08/12/10 Astute, Inc. Speech Labs, LLC08/12/10 Mooter Media Limited (ASX:MMZ) Entellect Solutions Limited08/12/10 Trimble Navigation Limited (NasdaqGS:TRMB) Accubid Systems Ltd.08/11/10 AerData B.V. Waviatech Ltd.08/11/10 Black Creek Integrated Systems Corporation Alanco/TSI PRISM, Inc08/11/10 Saffron Hill Ventures, Ltd. Optasia Medical Ltd.08/10/10 Benefitfocus.com, Inc. Benefit Informatics, Inc.08/10/10 Call24, Inc. Medearc08/10/10 International Business Machines Corp. (NYSE:IBM) Datacap, Inc.08/10/10 Proactum Oy MSG Softw are Ltd08/09/10 Media Exchange Group, Inc. (OTCPK:CWLC) 5000 Ft., Inc.08/09/10 Orion Healthcare Ventures Aspyra Inc., Substantially All Assets08/09/10 Sypol Ltd. Enable Infomatrix Ltd.08/09/10 Tektronix Texas, LLC Arbor Netw orks, Inc.08/06/10 Google Inc. (NasdaqGS:GOOG) Slide, Inc.08/05/10 Coughlan Companies, Inc. Portage Interactive, LLC08/05/10 Dominion Enterprises Ziios Incorporated08/05/10 Openlane, Inc. (OTCPK:OPNN) Recovery Database Netw ork, Inc.08/05/10 Press Ganey Associates, Inc. Maryland Hospital Association, Quality Indicator Project® Division08/05/10 Scientif ic Games Corporation (NasdaqGS:SGMS) GameLogic, Inc.08/05/10 Teradata Corporation (NYSE:TDC) Kickfire, Inc.08/04/10 Balmoral FX Systems, Inc. Sea Capital, LLC08/04/10 Google Inc. (NasdaqGS:GOOG) Instantiations, Inc., Java Business08/04/10 RuffaloCODY, LLC MoonFire Corporation08/04/10 Yardi Systems, Inc. Information Systems & Services, Inc.08/03/10 Astute, Inc. Gamma Engineers, LLC08/03/10 HgCapital; HgCapital Trust plc (LSE:HGT) TeamSystem S.p.A.08/03/10 Mansoft Qatar W.L.L. Utility Netw orks Information Systems Consultants08/02/10 Hybrid Learning Systems, LLC ImpactGames, LLC08/02/10 Stepstone Solutions (UK) Ltd. MrTed, Ltd.07/31/10 FleetMatics Limited SageQuest, LLC07/31/10 Greenpark Capital Ltd. Minority Stakes in Five Companies07/30/10 Fuji Xerox Australia Pty Ltd. Upstream Print Solutions Pty. Ltd.07/30/10 Merge Healthcare Incorporated. (NasdaqGM:MRGE) Merrick Healthcare Solutions, LLC, Olivia Greets System07/30/10 NTT DOCOMO, Inc. (TSE:9437) PacketVideo Corporation07/30/10 Redknee Solutions, Inc. (TSX:RKN) Nimbus Systems SL07/30/10 The New ton Group, Inc. Consultedge, Inc.07/30/10 Asseco South Eastern Europe SA (WSE:ASE) EST Elektronik Sanal Ticaret Bilisim Hizmetleri A.S.07/30/10 Asseco South Eastern Europe SA (WSE:ASE) ITD07/29/10 Administaff Inc. (NYSE:ASF) Galaxy Technologies, Inc.07/29/10 Asset Acceptance Capital Corp. (NasdaqGS:AACC) BSI eSolutions, LLC07/29/10 Cegedim Relationship Management Ims Health Gmbh, CRM and Direct Marketing Business Unit07/29/10 McAfee, Inc. (NYSE:MFE) tenCube Pte Ltd.07/29/10 Quest Softw are Inc. (NasdaqGS:QSFT) Surgient, Inc.07/27/10 Cegedim SA (ENXTPA:CGM) Pulse Systems, Inc.07/27/10 Juniper Netw orks, Inc. (NYSE:JNPR) SMobile Systems, Inc.07/27/10 Parallax Capital Partners, LLC Daptiv, Inc.07/27/10 Walt Disney Co. (NYSE:DIS) Playdom, Inc.07/27/10 IDOX plc (AIM:IDOX) Strand Electoral Management Services Limited07/26/10 Ab Technology (M) Sdn Bhd GPRO Technologies Bhd (KLSE:GPRO)07/26/10 Commtouch, Inc. Command Softw are Systems, Inc.07/26/10 Open Solutions Inc. The Weiland Financial Group, Inc.07/23/10 Crow dGather, Inc. (OTCBB:CRWG) Meetroduction, LLC07/23/10 MobileWave Group plc (AIM:MBW) MobileWave Limited07/23/10 Versata Inc. TriActive, Inc.07/22/10 Harbinger Capital Partners LLC Ubisoft Entertainment SA (ENXTPA:UBI)





07/22/10 BSM Technologies Inc. (TSXV:GPS) Emerson Process Management LLLP, iTrax Fixed Asset Monitoring Business07/22/10 Camstar Systems, Inc. SigmaQuest, Inc.07/22/10 Ingenix, Inc. Picis, Inc.07/22/10 Mobile Media Unlimited Holdings, Inc. (OTCPK:MMUH) Enable Softw are Ltd.07/22/10 Musicians Exchange (OTCBB:MUEX) SpeechPhone LLC07/22/10 Scantron Corporation Spectrum K12 School Solutions, Inc.07/22/10 West Interactive Corporation TuVox, Inc.07/22/10 Roper Industries Inc. (NYSE:ROP) iTradeNetw ork, Inc.07/21/10 Applied Voice & Speech Technologies, Inc. Voice Mobility International, Inc., Voice Mobility UCN250 Softw are Assets07/21/10 Autodesk, Inc. (NasdaqGS:ADSK) Illuminate Labs AB07/21/10 LM Ericsson Telephone Co. (OM:ERIC B); Indra Sistemas, S.A. (CATS:IDR) Telefónica Investigación y Desarrollo, S.A., Pre-Paid Billing Solution07/21/10 Nuance Communications, Inc. (NasdaqGS:NUAN) Information Technologies Australia Pty. Ltd07/21/10 The Core Company Enigma Data Solutions Limited07/20/10 Synchronica PLC (AIM:SYNC) iseemedia Inc. (TSXV:IEE)07/20/10 Motio, Inc. BIPT, Inc.07/19/10 Aw areness Technologies, Inc. LegiTime Technologies, Inc.07/19/10 Netsol Technologies Limited (KASE:NETSOL) NetSol Technologies Europe Limited and NetSol Technologies North America Inc.07/19/10 SunGard Data Systems Inc. Fox River Execution Technology, LLC07/16/10 - IM-Sense Limited07/15/10 - IVT Softw are, Inc. (OTCBB:IVTW)07/15/10 Centego Marketing, Inc. MetroSplash Systems Group, Inc.07/15/10 MSCI Inc. (NYSE:MSCI) Bear Measurisk, LLC07/15/10 Synclore Corporation Servo Softw are, Inc.07/15/10 SDL plc (LSE:SDL) Language Weaver, Inc.07/14/10 Global Equipment Services Corporation GES Infotek Pvt. Ltd.07/14/10 Primestream Corporation B4M(TM)07/14/10 Rally Softw are Development Corp. Blue Hole Softw are Inc., ScrumAw ay07/13/10 AirClic, Inc. Airversent, Inc.07/13/10 GFI Softw are Ltd. Sunbelt Softw are, Inc.07/13/10 Rivington Street Holdings PLC Blue Curve Ltd.07/12/10 AQ Interactive, Inc. (TSE:3838) Cavia, Inc.07/12/10 Dalet S.A. (ENXTPA:DLT) Gruppo TNT S.R.L.07/12/10 me2me AG iSpeech AG07/12/10 Pow w ow now Ltd. Yuuguu Ltd.07/12/10 Quest Softw are GmbH Völcker Informatik AG07/09/10 - Jadestone Group AB07/09/10 Atlantic Link Ukraine LTD. Youmanage Limited07/09/10 China Electronics Holdings, Inc. (OTCBB:CEHD) Buyonate Inc.07/09/10 Exakis Tacticiel SAS07/08/10 Qbase Holdings, LLC MetaCarta, Inc.07/07/10 Bentley Systems, Incorporated BLUERIDGE Analytics, Inc.07/07/10 Fortress Financial Services, Inc. BISNet, Inc.07/07/10 Logitech International SA (SWX:LOGN) Paradial AS07/07/10 Moqizone Holding, Corp. (OTCBB:MOQZ) Viva Red Company Limited07/07/10 Notrefamille.com (ENXTPA:ALNFA) Archimaine SARL07/07/10 Pictage, Inc. ShootQ, Inc.07/07/10 Rostekhnologii Corporation LLC ALT Linux07/07/10 Sabre Airline Solutions Inc. Flightline Data Services Inc.07/07/10 SANBlaze Technology Inc. Emtech LLC07/07/10 Sverica International Syscon Justice Systems Ltd.07/07/10 Webroot Softw are, Inc. BrightCloud, Inc.07/06/10 Access Formatta Corporation07/06/10 Diamant Art Corp. (OTCPK:DIAA.F) T & R International BV07/06/10 EMC Corporation (NYSE:EMC) Greenplum, Inc.07/06/10 HaCon Ingenieurgesellschaft mbH Ingenieurbüro für Bahnbetriebssysteme (IBS) GmbH07/06/10 Manatron, Inc. Beyond Appraisal, Inc.07/06/10 PostUp, Inc. Tw idroyd07/06/10 SPIE Communications S.A. Veepee SA07/06/10 Synchronoss Technologies, Inc. (NasdaqGS:SNCR) FusionOne, Inc.07/06/10 Hexagon AB (OM:HEXA B) Intergraph Corporation07/05/10 DL Softw are (ENXTPA:ALSDL) CIM S.N.C.07/04/10 Airial Conseil SA T-Systems France SAS, Operational Branch in Lille07/02/10 Blackboard Inc. (NasdaqGS:BBBB) Wimba, Inc.07/02/10 Pulse Seismic Inc. (TSX:PSD) Divestco Inc., 2D and 3D Seismic Data Library07/02/10 Responsys, Inc. EservicesResponsys07/02/10 The SOS Print & Media Group (Australia) Pty Limited U&I Direct Pty. Ltd.





07/01/10 Automatic Data Processing, Inc. (NasdaqGS:ADP) Workscape, Inc.07/01/10 Dell Inc. (NasdaqGS:DELL) Scalent Systems, Inc.07/01/10 Disney Interactive Media Group Tapulous Inc.07/01/10 Infor Global Solutions, Inc. Qurius N.V., ERP LN Business07/01/10 International Business Machines Corp. (NYSE:IBM) BigFix, Inc.07/01/10 Path Solutions Path Solutions Egypt07/01/10 Tier 1 Performance Solutions, LLC Motionplan, Inc.07/01/10 Zumasys, Inc. Choice Computing, Inc.07/01/10 Google Inc. (NasdaqGS:GOOG) ITA Softw are, Inc.07/01/10 Datalogic Scanning Holdings, Inc. Evolution Robotics Retail, Inc.07/01/10 USU Softw are AG (XTRA:OSP2) Aspera GmbH Lizenzmanagement06/29/10 Constellation HomeBuilder Systems, Inc. BuildTopia, Inc.06/29/10 Pearson Education, Inc. Cogmed Cognitive Medical Systems AB06/29/10 Unify Corp. (NasdaqCM:UNFY) Strategic Off ice Solutions, Inc.06/29/10 International Financial Data Services, L.P. Percana Group Limited06/28/10 Idle Media,Inc. (OTCBB:IDLM) Backyard Buddies06/28/10 AT&T, Inc. (NYSE:T) Xanboo, Inc.06/24/10 Alibaba.com Limited (SEHK:1688) Vendio Services, Inc.06/24/10 EDGAR Online Inc. (NasdaqCM:EDGR) UBmatrix, Inc.06/24/10 Playdom, Inc. Hive7.com, Inc.06/24/10 ESRI S-GROUP Sverige AB Progira Radio Communication AB06/23/10 Sage Group plc (LSE:SGE) Teta S.A. (WSE:TET)06/23/10 Algorithmics, Inc. Tow ers Watson & Co., VIPitech06/23/10 SAS Memex Technology, Ltd.06/23/10 Hew lett-Packard Company (NYSE:HPQ) Melodeo, Inc.06/22/10 Granada Learning Ltd. W3 Insights Ltd06/22/10 Dassault Systemes SA (ENXTPA:DSY) Geensoft SAS06/22/10 E-Bros Oy Fleetlogis Oy06/22/10 Independent Specialist Technology Limited N4Solutions Limited06/21/10 Tibco Softw are Inc. (NasdaqGS:TIBX) Proginet Corp. (OTCBB:PRGF)06/21/10 4INFO, Inc. Butter, Inc.06/21/10 SafeCharge Limited xt:Commerce GmbH06/21/10 Broadridge Financial Solutions Inc. (NYSE:BR) Broadridge City Netw orks06/21/10 Huayi Brothers Media Group (SZSE:300027) Beijing Ourpalm Co. Ltd.06/17/10 General ASP Inc. Polaris Selection06/17/10 TradeStation Technologies, Inc. Technovest (Pty) Ltd.06/17/10 - MDnetSolutions, Inc.06/17/10 Benefitfocus.com, Inc. BeliefNetw orks, Inc.06/17/10 Multi-Systems, Inc. Remco Softw are Incorporated06/16/10 Medical Education Technologies, Inc. Lionis Softw are, LLC06/16/10 Consona Corporation Compiere, Inc.06/16/10 Cegid SA (ENXTPA:CGD) Vedior Front RH SAS06/16/10 Descartes Systems Group Inc. (TSX:DSG) Routing International NV06/15/10 Ipsw itch, Inc. MessageWay Solutions, Inc.06/15/10 Administaff Inc. (NYSE:ASF) OneMind Connect, Inc.06/15/10 International Business Machines Corp. (NYSE:IBM) Coremetrics, Inc.06/14/10 Fidelity National Information Services Inc. (NYSE:FIS) Compliance Coach, Inc.06/10/10 Kingdee International Softw are Group Co. Ltd. (SEHK:268) Shenzhen FirstSoft Technology Development Co., Ltd.06/10/10 NICE Systems Ltd. (TASE:NICE) eglue Business Technologies, Inc.06/10/10 Synopsys Inc. (NasdaqGS:SNPS) Synfora, Inc.06/10/10 - SpeechStorm Limited06/10/10 Akamai Technologies Inc. (NasdaqGS:AKAM) Velocitude, LLC06/10/10 TPG Capital Vertafore, Inc.06/10/10 Inspired Thinking Group Limited Total Marketing Services LLP06/09/10 Allscripts-Misys Healthcare Solutions, Inc. (NasdaqGS:MDRX) Eclipsys Corporation (NasdaqGS:ECLP)06/09/10 Autonomy Corp. plc (LSE:AU.) CA Technologies, Information Governance Business06/09/10 Check Point Softw are Technologies Ltd. (NasdaqGS:CHKP) Liquid Machines, Inc.06/09/10 AccessData Corporation CT Summation, Inc.06/08/10 TEOCO Corporation TTI Team Telecom International Ltd. (NasdaqGM:TTIL)06/08/10 MQ Capital Redflex Holdings Ltd. (ASX:RDF)06/08/10 Dassault Systemes SA (ENXTPA:DSY) Exalead S.A.06/08/10 Hasso Plattner Ventures Management GmbH Facton GmbH06/08/10 Trading Technologies International, Inc. TickIt Trading Systems LLC06/08/10 ABC Trading Co. Ltd. SHH GmbH SystemHaus Hemminger06/08/10 TSi Auto Solutions Inc. AutoSoft, Inc.06/07/10 Mobile Interactive Group Limited PIRI Ltd.





06/07/10 Fiserv Inc. (NasdaqGS:FISV) AdviceAmerica, Inc.06/07/10 THL Credit, Inc. (NasdaqGS:TCRD) HEALTHCAREfirst Inc.06/07/10 HTC France Corporation Abaxia SAS06/07/10 NetPickle, Inc. RockYou Asia Inc.06/07/10 Energy Solutions, Inc. Entessa, Inc.06/07/10 USP Structural Connectors, Inc. Structural Soft, LLC06/03/10 Deltek, Inc (NasdaqGS:PROJ) Maconomy A/S (CPSE:MACO)06/03/10 Tissue Regenix Ltd. Oxeco plc (AIM:OXE)06/03/10 Velti Plc (AIM:VEL) Media Cannon, Inc.06/03/10 Zynga, Inc. Challenge Games, Inc.06/03/10 BancTec GmbH Beta Systems ECM Solutions GmbH06/02/10 Mettoni Limited Telrex LLC06/02/10 gomembers, Inc. Information Development Consultants, Inc.06/02/10 Google Inc. (NasdaqGS:GOOG) Invite Media, Inc.06/02/10 Infor Global Solutions, Inc. Bridgelogix Corporation06/02/10 Wall Street Systems Delaw are, Inc. City Financials Ltd.06/01/10 Exponential Impact USA DenoSys, LLC06/01/10 St. Ives plc (LSE:SIV) Occam Direct Marketing Limited06/01/10 Axceler, Inc. echoTechnology, LLC06/01/10 Strategic Rare Earth Metals, Inc. (OTCPK:SREH) Mobile 2 Earth06/01/10 Liquent, Inc. Datafarm, Inc.06/01/10 Bigpoint GmbH Radon Labs GmbH06/01/10 Capgemini Financial Services UK Ltd Plaisir Informatique S.A.R.L.05/31/10 Unit 4 N.V. (ENXTAM:U4AGR) Teta S.A. (WSE:TET)05/28/10 Fourth Hospitality Ltd. Star Logic Limited05/28/10 Muscato Group Inc. (OTCPK:MGRP) M2 Financial Ltd.05/28/10 Nuance Communications, Inc. (NasdaqGS:NUAN) ShapeWriter, Inc.05/27/10 Societe Generale de Financement du Quebec; OMERS Private Equity Logibec Groupe Informatique Ltee (TSX:LGI)05/26/10 Oracle Corporation Australia Pty Limited eServGlobal Ltd., USP Business05/26/10 Teradata Corporation (NYSE:TDC) xkoto, Inc.05/26/10 B Global Plc (AIM:BGBL) Utiligroup Limited05/25/10 Phase One A/S Microsoft Corporation, Expression Media05/25/10 McAfee, Inc. (NYSE:MFE) TD Securities, Inc.05/24/10 International Business Machines Corp. (NYSE:IBM) Sterling Commerce, Inc.05/21/10 Vertical Computer Systems Inc. (OTCBB:VCSY) Pelican Applications, LLC05/21/10 ESET, spol. s.r.o. Comdom Softw are S.R.O05/21/10 Nexphone AG Litecom AG, Litephone Telephony Platform05/20/10 MZ Consult LLC MZCAN05/20/10 Lexmark International Inc. (NYSE:LXK) Perceptive Softw are, Inc.05/20/10 Wondershare Softw are Co., Ltd. AnyBizSoft Softw are Co., Ltd.05/19/10 uVuMobile, Inc. (OTCPK:UVUM) WASP Mobile LLC05/19/10 TNT NV (ENXTAM:TNT) KOWIN e-commerce BV05/18/10 UXC Ltd. (ASX:UXC) MXL Holdings Pty Ltd.05/18/10 HRsmart, Inc. HRsmart South Africa05/18/10 Merchant Focus Processing, Inc.; Inner Fence, LLC AppNinjas Inc.05/17/10 Battery Ventures Vero Softw are Plc (AIM:VERO)05/17/10 Google Inc. (NasdaqGS:GOOG) Global IP Solutions (OB:GIPS)05/17/10 Vision Solutions, Inc. Double-Take Softw are, Inc. (NasdaqGS:DBTK)05/17/10 Harris Corp. (NYSE:HRS) SignaCert, Inc.05/17/10 DataGlobal GmbH GFT inboxx GmbH05/17/10 Summit Partners Ogone SA05/17/10 RTN Stealth Softw are Inc. (OTCBB:RTNS.F) Market Guidance Systems, Inc.05/17/10 Bitstream Inc. (NasdaqCM:BITS) Press-sense Ltd.05/17/10 Encore Softw are, Inc. Punch! Softw are, LLC05/14/10 CDC Softw are Corporation (NasdaqGM:CDCS) TradeBeam, Inc.05/14/10 Receivable Acquisition and Management Corp. (OTCBB:RCVA) Business Intelligence Solutions Inc.05/14/10 Softechnologies Inc. Antenna Softw are, Inc., Mobile Command Center Field Service Solution05/13/10 Lingo Media Corporation (TSXV:LM) Q Group PLC05/13/10 Funcom N.V. (OB:FUNCOM) Stunlock Studios AB05/13/10 West Corporation Holly Connects, Inc.05/12/10 Dialogic Corporation Veraz Netw orks, Inc. (NasdaqGM:VRAZ)05/12/10 Acxiom Corporation (NasdaqGS:ACXM) GoDigital05/12/10 Cadence Design Systems Inc. (NasdaqGS:CDNS) Denali Softw are, Inc.05/12/10 ngmoco, Inc. Stumptow n Game Machine, LLC05/11/10 The Sant Corporation Kadient, Inc.05/11/10 RedPrairie Corporation SmartTurn, Inc.





05/11/10 EZFacility, Inc. eFit Financial Inc.05/11/10 COMPLETExRM, Inc. Franklin Covey Co., PlanPlus05/11/10 RP Data Ltd. (ASX:RPX) Sandstone Technology Pty Ltd, VMS Division05/10/10 The Riverside Company Mansell Group, Inc.05/10/10 Zamage Digital Art Imaging, Inc. (OTCPK:ZMGD) Everdow Softw are (Beijing) Inc.05/10/10 GSI Commerce Inc. (NasdaqGS:GSIC) VendorNet Inc.05/10/10 Temenos Group AG (SWX:TEMN) FE-Mobile Ltd.05/10/10 Connectiva Systems India Private Ltd. Olista Ltd.05/09/10 Pharsight Corporation; Vector Capital; Tripos International; Certara Symyx Technologies Inc. (NasdaqGS:SMMX)05/07/10 Infinio Group Limited (Catalist:5CS) Widget TV Pte. Ltd.05/07/10 Hotel Management Systems, Inc. (OTCBB:HMSM) Hotel Management Systems, Inc., Prior to Reverse Merger w ith TouchIT05/07/10 Honeyw ell International Inc. (NYSE:HON) Akuacom, Inc.05/06/10 AssetWorks, Inc. InCircuit Development Corporation05/06/10 Prime Alliance Solutions Inc. Dexma, Inc.05/06/10 Allocate Softw are plc. (AIM:ALL) Dynamic Change Limited05/06/10 CaseWare IDEA Inc. SymSure Limited05/06/10 SpringSource, Inc. GemStone Systems, Inc.05/06/10 NetDragon WebSoft, Inc. (SEHK:777) Fujian TianDi Animation Technologies Co. Ltd05/06/10 Aldata Solution Oyj (HLSE:ALD1V) Cosmic Solutions Ltd.05/05/10 Hew itt Associates Inc. (NYSE:HEW) HRAdvance Enterprises, LP05/05/10 IHS Inc. (NYSE:IHS) Quantitative Micro Softw are, LLC05/05/10 Cenveo Inc. (NYSE:CVO) Glyph International Pvt Ltd.05/05/10 Tekelec (NasdaqGS:TKLC) Camiant, Inc.05/05/10 GoTV Netw orks, Inc. Hands-On Mobile, Inc., HOMBRE Division05/04/10 Flexera Softw are ManageSoft Corporation05/04/10 Peer Review Mediation and Arbitration, Inc. (OTCPK:PRVW) Docs in a Row , Inc.05/04/10 Curve Dental, Inc. Orasphere, Ltd.05/04/10 Infoblox, Inc. Netcordia, Inc.05/03/10 Intermedix Corporation EMSystems, LLC05/03/10 SuccessFactors, Inc. (NasdaqGM:SFSF) CubeTree, Inc.05/03/10 IRIS Group (ENXTBR:IRIS) SaveIT AS05/03/10 BackOffice Associates, LLC HiT Softw are, Inc.05/03/10 Motorola Inc. (NYSE:MOT) Azingo, Inc.04/30/10 iMarketing Ltd, Inc. TrackingSoft, LLC04/30/10 Google Inc. (NasdaqGS:GOOG) Bump Technologies Inc.04/30/10 DiCentral Corporation BASE2 Corporation04/29/10 CNW Group Ltd. dna13 Inc.04/29/10 Solarsoft Business Systems Limited Informance International, Inc.04/29/10 Electronics For Imaging (Luxembourg) S.à r.l. Radius Solutions Incorporated04/29/10 Digital River Inc. (NasdaqGS:DRIV) FatFooGoo AG04/29/10 Wolters Kluw er (UK) Limited The Simply HR Softw are Company Ltd04/29/10 Symantec Corporation (NasdaqGS:SYMC) GuardianEdge Technologies, Inc.04/29/10 Symantec Corporation (NasdaqGS:SYMC) PGP Corporation04/29/10 Beemw ay B.V. i-w ood BV04/28/10 EthicsPoint, Inc. ember ec³ Inc.04/27/10 DAPD ddp media holding AG Airmotion GmbH04/27/10 Sapiens International Corp. NV (NasdaqCM:SPNS) Harcase Softw are Ltd.04/26/10 Wall Street Systems Delaw are, Inc. Speranza Systems, Inc.04/26/10 DOAR, Inc. Inference Data LLC04/26/10 Playdom, Inc. Merscom, LLC04/22/10 MindTree Limited (BSE:532819) Sevenstrata IT Services Private Limited04/21/10 United Business Media plc (LSE:UBM) SharedVue, Inc.04/21/10 SAP AG (DB:SAP) TechniDATA AG04/21/10 Invensys Process Systems (S) Pte Ltd Skelta Softw are Pvt. Ltd.04/21/10 Amdocs Ltd. (NYSE:DOX) Streamezzo S.A.04/20/10 SAP America, Inc. Sybase, Inc. (NYSE:SY)04/20/10 CDC Softw are Corporation (NasdaqGM:CDCS) eBizNET Solutions Pvt. Ltd.04/20/10 New s Corp. (NasdaqGS:NWSA) Irata Labs04/20/10 Clear2Pay nv/sa Jw are Technologies SA04/20/10 Deloitte AG Exsigno Deloitte04/20/10 Neusoft Europe AG innovative systems GmbH04/19/10 Adtech-GESI, LLC Telindus Surveillance Solutions Ltd.04/19/10 Descartes Systems Group Inc. (TSX:DSG) 882976 Ontario Inc.04/19/10 CAE Inc. (TSX:CAE) Datamine International Limited04/19/10 CG Automation Second Wind, Inc., ADMS Wind SCADA and Wind Turbine Monitoring Systems04/16/10 Vocus Inc. (NasdaqGM:VOCS) Data Presse SAS





04/16/10 RFID Invest AG InSync Softw are, Inc.04/16/10 Mentum S.A. Ascom Netw ork Testing Inc.04/15/10 NHN Games Co., Ltd. Webzen Inc. (KOSE:A069080)04/15/10 Oracle Corp. (NasdaqGS:ORCL) Phase Forw ard Inc. (NasdaqGS:PFWD)04/14/10 Cloud Centric Systems, Inc. (OTCPK:CLDR) V-Clouds Limited04/14/10 TPC Training Systems, Inc. IntelliSchematic, LLC04/13/10 - Stoopio Inc.04/13/10 BoardSuite Corp. HireCaliber.com04/13/10 Double Encore, Inc. Massively Overrated, LLC04/13/10 SpringSource, Inc. Rabbit Technologies Ltd.04/13/10 Iron Data Solutions, LLC CAVU Corporation04/13/10 Outer Level Corp. TinyPlanet Softw are, LLC04/12/10 BlueCielo ECM Solutions BV Kronodoc Oy04/12/10 B2 Hub PSF S.A. RCP Consultants Limited04/12/10 - SMR USA Inc.04/12/10 Institut de Participations de l'Ouest SA Coveris SAS04/12/10 Google Inc. (NasdaqGS:GOOG) Plink Search Ltd.04/12/10 Cover-All Systems Inc. Moore Stephens Business Solutions, LLC04/12/10 DdD retail A/S NTS Systemhaus Süd GmbH & Co. KG04/09/10 Research In Motion Limited (TSX:RIM) QNX Softw are Systems International Corporation04/09/10 Tw itter, Inc. atebits LLC04/09/10 Architel, Inc. Applied Resource Technology, LLC04/08/10 South African Bankers Services Company Limited Document Solutions Pty Ltd.04/08/10 Trickstar Games Pty Ltd Sector3 Pty Ltd04/08/10 StrataCare, Inc. CS Stars LLC, MedBillPro Division04/08/10 Schlumberger Information Solutions Igeoss sarl04/07/10 Management Health Solutions, Inc. AtPar Inc.04/07/10 Absolute Softw are Corporation (TSX:ABT) Phoenix Technologies Ltd., FailSafe and Freeze Anti-Theft Assets04/07/10 NetApp, Inc. (NasdaqGS:NTAP) Bycast, Inc.04/07/10 Herkules Capital AS Elis AS04/07/10 ThruPoint, Inc. Ubiquity Softw are Corporation Corporation Limited04/07/10 Solera Holdings Inc. (NYSE:SLH) Market Scan Holding B.V.04/06/10 BigHand Ltd. nFlow Softw are Ltd.04/06/10 Servigistics, Inc. Kaidara, Inc.04/06/10 iWave Softw are, LLC Enigmatec Corporation Limited, EMS Run Book Automation Suite04/06/10 Innovise Softw are Limited Identif ile Systems Limited04/06/10 Quark, Inc. GLUON Softw are, Inc.04/06/10 EVS Broadcast Equipment S.A. (ENXTBR:EVS) OpenCube Technologies S.A.S04/05/10 - Amdocs (China) Limited04/05/10 CRIF Corporation Equifax Enabling Technologies LLC04/05/10 Practicew orks Systems, LLC Healthsoft, Inc., Windent Business04/01/10 Enghouse Systems Ltd. (TSX:ESL) Mettoni Limited04/01/10 VeriSign Inc. (NasdaqGS:VRSN) TrustBearer Labs, LLC03/31/10 NVM Private Equity Limited ADP Dealer Services International03/31/10 Playdom, Inc. Three Melons SA03/31/10 Media Zoom (Impresa Digital) Producao Multimedia Lda InfoPortugal S.A.03/30/10 - Cyber Planet Interactive Company Limited03/29/10 Green Energy Management Services, Inc. CDSS Wind Dow n, Inc. (OTCBB:CWDW)03/29/10 VPIsystems, Inc. Elanti Systems, Inc.03/29/10 HgCapital; HgCapital Trust plc (LSE:HGT) Stepstone Solutions (Uk) Ltd03/26/10 NTT Data Corporation (TSE:9613) MCS Ltd.03/26/10 ValueFirst Messaging Pvt. Ltd. Packet Shaper Technologies Pvt. Ltd.03/26/10 Nokia Corp. (HLSE:NOK1V) Novarra, Inc.03/26/10 Research In Motion Limited (TSX:RIM) Viigo Inc.03/26/10 Maverick Capital, Ltd. Loopt, Inc.03/26/10 Rocket Softw are, Inc. Computer Corporation of America03/25/10 Thoma Bravo, LLC Plato Learning, Inc. (NasdaqGM:TUTR)03/25/10 Scripped, Inc. Zhura, Inc.03/25/10 Imperial Logistics e-Logics (Pty) Ltd.03/25/10 Host Europe GmbH Vanager GmbH03/25/10 Tibco Softw are Inc. (NasdaqGS:TIBX) Netrics, Inc.03/25/10 Ness Technologies Inc. (NasdaqGS:NSTC) Gilon Business Insight Ltd.03/23/10 NetEnrich Inc. Simply Continuous, Inc.03/23/10 Connect 2 Media Ltd. Sennari, Inc.03/22/10 Logility, Inc. Optiant, Inc.03/22/10 Cryptzone AB (OM:CZON B) ControlGuard Ltd.





03/22/10 Informatica Corporation (NasdaqGS:INFA) 29West, Inc.03/22/10 Cadence Design Systems Inc. (NasdaqGS:CDNS) Taray, Inc.03/18/10 ForceLogix Technologies Inc. (TSXV:FLT) XenoWize, LLC03/17/10 Gist, Inc. Learn That Name LLC03/17/10 Autotask Corporation VARStreet, Inc.03/17/10 The Casnet Group, Inc. NCD Corp, Softw are Division03/16/10 CSDC Systems Inc. Grantium Inc.03/16/10 Taliance Control.IT Unternehmensberatung GmbH03/16/10 El & Industrimontage Holding i Norrland AB; Goodtech ASA (OB:GOD) Troll Pow er AS03/16/10 DMC International Ltd. (BSE:517973) VSoft Services Pvt. Ltd.03/15/10 UCS Group Ltd. (JSE:UCS) Argility Limited03/15/10 Brady plc (AIM:BRY) Brady Sw itzerland03/15/10 Media365 Bouyaka03/15/10 NVM Private Equity Limited Lanner Group Limited03/14/10 Pegasystems Inc. (NasdaqGS:PEGA) Chordiant Softw are, Inc. (NasdaqGM:CHRD)03/12/10 EXFO Inc (TSX:EXF) NetHaw k Oyj03/12/10 HootSuite Media, Inc. Sw ift App, Inc.03/12/10 Satuit Technologies, Inc. Wealth Management Technologies LLC03/12/10 Rovi Corporation (NasdaqGS:ROVI) MediaUnbound, Inc.03/12/10 Datum International Ltd. Root 3 Systems Ltd.03/11/10 RadiSys Corporation (NasdaqGS:RSYS) Pactolus Communications Softw are Corporation03/11/10 Hardis S.A. Sextant Informatique SA03/11/10 Cascadia Investments, Inc. (OTCPK:CDIV) Apple Inc., Eighteen Games Applications03/11/10 EG Solutions (AIM:EGS) XTAQ Limited03/10/10 Schlumberger Limited (NYSE:SLB) Nexus Geosciences, Inc.03/10/10 Vestel Elektronik Sanayi Ve Ticaret AS (IBSE:VESTL) Cabot Izmir Yazilim ve Donanim Ticaret Sanayi A.S.03/10/10 Edge EHR Corp. Goal Softw are, Inc.03/10/10 Advent Softw are, Inc. (NasdaqGS:ADVS) Goya AS03/10/10 CA, Inc. (NasdaqGS:CA) Nimsoft, Inc.03/10/10 ubroadcast, Inc. (OTCBB:UBCI) Santéon, Inc.03/08/10 Digitick SAS Satori Billetterie SA03/08/10 vbCity.com LLC Exact Magic Softw are, LLC, Certain Softw are Tools03/08/10 Orthopaedic Synergy, Inc. PRAXIM Medivision03/08/10 Blackboard Inc. (NasdaqGS:BBBB) Saf-T-Net, Inc.03/05/10 K3 Landsteinar Nederland BV Pebblestone Netherlands03/05/10 Google Inc. (NasdaqGS:GOOG) DocVerse, Inc.03/04/10 PayPoint plc (LSE:PAY) Verrus Mobile Technologies, Inc. and Verrus U.K. Ltd.03/03/10 TrustWave Holdings, Inc. Intellitactics, Inc.03/03/10 ESO Solutions Inc. Poly Lingo03/03/10 Playdom, Inc. Offbeat Creations, Inc.03/03/10 Markinson Business Solutions Pty Ltd. Acuere Pty Ltd., CRM Division03/02/10 Corew orx Inc. Decision Dynamics Technology Ltd. (TSXV:DDY)03/02/10 Elliott Management Corporation; Elliott International Capital Advisors Inc Novell Inc. (NasdaqGS:NOVL)03/02/10 iRely, LLC Summit Softw are, Inc.03/02/10 Federal Signal Corp. (NYSE:FSS) VESystems LLC03/02/10 Advanced Computer Softw are plc (AIM:ASW) Cerrus Ltd.03/02/10 Sony Computer Entertainment Worldw ide Studios Media Molecule Limited03/02/10 K3 Business Technology Group plc (AIM:KBT) DigiMIS Limited03/02/10 Kingdee International Softw are Group Co. Ltd. (SEHK:268) Guangzhou ProWay Technology Co., Ltd.03/02/10 AtegoTM blue river softw are GmbH03/01/10 Syscatech Sdn. Bhd. Viztel Solutions Bhd (KLSE:VIZTEL)03/01/10 Mobclix, INC. heartbeat03/01/10 The X-Change Corporation (OTCPK:XCHC) Notus Digital Netw ork Corp.03/01/10 Access Intelligence plc (AIM:ACC) Cobent Limited02/28/10 Primary Capital Limited Amtech Pow er Softw are Limited02/26/10 ReachLocal, Inc. SMBLive, Inc.02/26/10 United Stationers Supply Company MBS Dev Inc.02/26/10 Net 1 Ueps Technologies Inc. (NasdaqGS:UEPS) FIHRST Management Services (Pty) Ltd.02/26/10 Interthinx, Inc. Strategic Analytics Inc.02/26/10 Zaptronix Limited (JSE:ZPT) i to i Technologies Pty Ltd.02/25/10 PRGX UK Ltd. Etesius Limited02/24/10 Koninklijke Philips Electronics NV (ENXTAM:PHIA) The Siesta Group Schlafanalyse, Somnolyzer 24 x 7 Automated Scoring Solutions 02/24/10 hi5 Netw orks, Inc. Big Six Games, Inc.02/24/10 gomembers, Inc. Computility, Inc.02/23/10 Pocketgear, Inc. Handango, Inc.02/23/10 Unit 4 Agresso NV (ENXTAM:U4AGR) IBS Consist B.V.





02/23/10 Edserv Softsystems Limited (NSEI:EDSERV) Bridle Information and Technology Solutions Pvt. Ltd.02/23/10 Alibris, Inc. Monsoon, Inc.02/22/10 Open Text Corp. (NasdaqGS:OTEX) Nstein Technologies Inc. (TSXV:EIN)02/22/10 Raytheon Co. (NYSE:RTN) Compucat Research Pty. Ltd.02/22/10 Broadlane, Inc. Symbio Solutions, Inc.02/22/10 ngmoco, Inc. Freeverse Corporation02/22/10 High Amuse Limited Raxco Assets Corp.02/22/10 VMw are, Inc. (NYSE:VMW) RTO Softw are, Inc., RTO Discover, RTO PinPoint, and RTO Virtual Profiles02/22/10 Iron Mountain Inc. (NYSE:IRM) Mimosa Systems, Inc.02/21/10 Left Behind Games Inc. (OTCBB:LFBG) Digital Praise Inc.02/19/10 Advanced Media Publications, Inc. InfoWave Technologies, Inc.02/19/10 Geos Communications, Inc. (OTCBB:GCMI) shoot it!, LLC02/19/10 Provident Capital Ventures Global Supply Chain Solutions, Inc.02/19/10 Velocity Technology Solutions, LLC netASPx, Inc.02/18/10 Gary Jonas Computing Ltd. Centaman Holdings Pty Ltd.02/18/10 Mohaw k Fine Papers, Inc. LabPrints, Inc.02/18/10 Futura Retail Solution AG medeas softw are ag02/18/10 Kaplan IT, Inc. Atlantic Link Limited02/18/10 TriTech Softw are Systems, Inc. Ortivus, Inc.02/18/10 GlobalLogic, Inc. Cubika02/17/10 Google Inc. (NasdaqGS:GOOG) Nextmail Corp.02/17/10 Nuance Communications, Inc. (NasdaqGS:NUAN) Language and Computing Inc.02/16/10 RealPage, Inc. Domin-8 Enterprise Solutions, LLC02/16/10 Mentor Graphics Corp. (NasdaqGS:MENT) Freescale Semiconductor Inc., Virtual Garage02/15/10 Tivoli Systems, Inc. Intelliden Corporation02/15/10 Winshuttle, Inc. Winshuttle (Deutschland) GmbH02/13/10 Playtech Limited (AIM:PTEC) Virtue Fusion Ltd.02/12/10 Cheetah Technologies, L.P. Symmetricom, Inc., Video Quality of Experience Business02/12/10 ANXeBusiness Corp. ETSec, Inc.02/12/10 Nuance Communications, Inc. (NasdaqGS:NUAN) MacSpeech, Inc.02/12/10 Solw are ASC2i S.A.S.02/12/10 MAXIMUS, Inc. (NYSE:MMS) Deltaw are Systems, Inc.02/12/10 Accenture plc (NYSE:ACN) RiskControl Serviços Ltda.02/12/10 TLC IT Group Pty Ltd. Vigabyte Pty. Ltd.02/12/10 Saltus Technologies, LLC MacroSolve, Inc., digiTICKET Electronic Ticketing Product Line02/11/10 - FreeSlate, Inc.02/11/10 Telenity Inc. Construia02/11/10 Skyfire Labs, Inc. Kolbysoft02/11/10 Trunkbow International Holdings, Ltd. Trunkbow Technologies, Inc.02/11/10 Dell Inc. (NasdaqGS:DELL) KACE Netw orks, Inc.02/11/10 Advanced Computer Softw are plc (AIM:ASW) COA Solutions Ltd.02/10/10 Oracle Corp. (NasdaqGS:ORCL) Convergin, Inc.02/10/10 VIZRT Ltd. (OB:VIZ) Adactus AS02/10/10 Quality Systems Inc. (NasdaqGS:QSII) Opus Healthcare Solutions, Inc.02/09/10 Bentley Systems, Incorporated Enterprise Informatics Inc. (OTCPK:EINF)02/09/10 Bentley Systems, Incorporated Exor Corporation Limited02/09/10 Proofpoint, Inc. Everyone.net, Inc.02/09/10 Autonomy Corp. plc (LSE:AU.) MicroLink, LLC02/09/10 Thomson Reuters Corporation (TSX:TRI) Aegis Softw are, Inc.02/09/10 MINDBODY, Inc. ClientMagic Softw are02/08/10 Calico Energy, Inc. Invaluable Technologies, Inc.02/08/10 Parametric Technology Corporation (NasdaqGS:PMTC) Planet Metrics Inc.02/08/10 Dell Inc. (NasdaqGS:DELL) Exanet Ltd.02/08/10 - Softw are Nemotec, S.L.02/08/10 Healthcare Of Today, Inc. Tall Umbrella, Inc.02/08/10 Zad Mobile, Inc. Emotive Communications, Inc.02/08/10 Enprise Solutions Ltd Very Impressive Softw are, MYOB EXO Business02/08/10 Synopsys Inc. (NasdaqGS:SNPS) CoWare, Inc.02/08/10 Oracle Corp. (NasdaqGS:ORCL) AmberPoint, Inc.02/08/10 Creative Realities, Inc. DOOHit Digital, LLC02/08/10 Civica Pty Limited Management & Executive Softw are Pty Limited02/05/10 SunGard Data Systems Inc. Inmatrix Technology Pty. Ltd.02/05/10 ICAP Group Holdings plc TriOptima AB02/05/10 Intel Corporation (NasdaqGS:INTC) Virtutech, Inc.02/04/10 SuccessFactors, Inc. (NasdaqGM:SFSF) Inform Business Impact02/04/10 Sybase, Inc. (NYSE:SY) Aleri, Inc.





02/04/10 Verint Systems Inc. (OTCPK:VRNT) Iontas Ltd.02/03/10 Grupo Linx Inter Commerce Technologies and Csi Comércio Soluções Inteligentes Ltda02/03/10 SPT Group AS Neotechnology Consultants Ltd.02/03/10 Option NV (ENXTBR:OPTI) iNEWiT02/03/10 QUALCOMM Inc. (NasdaqGS:QCOM) Mango Technologies, Mobile User Interface Softw are and PC-Based UI Toolkit02/03/10 Gemalto NV (ENXTPA:GTO) Valimo Wireless Oy02/03/10 Netw ork Equipment Technologies Inc. (NasdaqGM:NWK) Evangelyze Communications, SmartSIP Product Line02/03/10 First Derivatives plc (AIM:FDP) Cognotec Holdings Ltd., Cognotec Ireland Ltd., and Cognotec Ltd.02/03/10 CJ Internet Corp. (KOSE:A037150) Seed9 Entertainment, Inc.02/03/10 - Mango Technologies Pvt. Ltd.02/03/10 International Business Machines Corp. (NYSE:IBM) Initiate Systems, Inc.02/02/10 PGP Corporation Chosen Security, Inc.02/01/10 NorthgateArinso UK Limited Neller Pty Ltd.02/01/10 Access UK Ltd. Select Softw are UK Ltd.02/01/10 HealthTech Holdings, Inc. MEDHOST, Inc.02/01/10 Concerro, Incorporated RES-Q Healthcare Systems, Inc.02/01/10 Synopsys Inc. (NasdaqGS:SNPS) VaST Systems Technology Corporation02/01/10 The Active Netw ork, Inc. Channel:1 Corporation01/31/10 Haemonetics Corp. (NYSE:HAE) Global Med Technologies Inc. (OTCBB:GLOB)01/31/10 Avid Technology Inc. (NasdaqGS:AVID) Blue Order AG01/31/10 Citrix Online, Inc. GoToManage01/29/10 Bhrosemand Commodities Pvt. Ltd. Splash Media Works Ltd. (BSE:512048)01/29/10 Ortec B.V. BlueKaizen SA01/28/10 Barricode, Inc. (OTCBB:BCDI) 2230354 Ontario Inc.01/28/10 Trimble Navigation Limited (NasdaqGS:TRMB) Pondera Engineers, LLC01/28/10 Informatica Corporation (NasdaqGS:INFA) Siperian, Inc.01/28/10 Value Team S.p.A. Net Solving Spa, Payment Systems Divisions and Cryptography Systems01/27/10 Stratify, Inc. Legal Imaging Technologies, Inc.01/27/10 Good Technology, Inc. CloudSync, Inc.01/27/10 TransLogix Systems Pty Ltd. Transit Computer Systems Pty. Ltd.01/27/10 Sony Electronics, Inc. Convergent Media Systems Corporation01/26/10 Solera Holdings Inc. (NYSE:SLH) Softw aresysteme GTLDATA GmbH01/26/10 Ipsw itch, Inc. Dorian Softw are Creations Inc.01/26/10 Precious Metals Exchange Corp. (OTCPK:PRMX) Gold Amigo, LLC01/26/10 Dentsu Holdings USA, Inc. Innovation Interactive Inc.01/26/10 Southw est Business Corporation Cognasys, LLC01/25/10 Comcast Spectacor, LP Paciolan, Inc.01/25/10 CDC Softw are Corporation (NasdaqGM:CDCS) PeoplePoint Softw are Pty Ltd.01/25/10 Cinnabar Ventures Inc. (OTCBB:CNBR) YIPPY, Inc.01/25/10 - Sylob S.A.01/24/10 Harris Computer Systems, Inc. SDS Softw are Inc.01/22/10 Objectif Lune, Inc. Edmond Research & Development BV01/22/10 Kingdee International Softw are Group Co. Ltd. (SEHK:268) Shenzhen Jiama Information System Co., Ltd.01/20/10 CustomCall Data Systems, Inc. Concretio.com, Inc.01/20/10 Bally Technologies, Inc. (NYSE:BYI) Games4You, LLC01/20/10 Hosted Data Transaction Solutions Inc. (TSX:HDX) Posera, Inc.01/20/10 Novasys S.A. Tridoo SAS01/20/10 Auxitec Ipelium SARL01/20/10 Wuhan City Public Transportation Company Limited Hubei E-Tong-Ka System Company Limited01/20/10 Ifbyphone, LLC Cloudvox01/20/10 New sGator Technologies, Inc. Tomoye Corporation01/20/10 AtegoTM Aonix North America, Inc.01/20/10 Mastek Ltd. (BSE:523704) Kognitio Ltd., Data Migration Product01/20/10 Vista Equity Partners Accruent, Inc.01/19/10 Hunt Global Resources, Inc. Tombstone Technologies, Inc. (OTCBB:TMCI)01/19/10 InterCall, Inc. Stream57 LLC01/19/10 Everleaf Gaming Limited Universal Poker Netw ork01/18/10 JF Hillebrand UK Limited ABV Logistics Ltd.01/18/10 OpenLink Financial, Inc. SMARTsoft01/18/10 SECIB SAS DictaPlus France SAS01/18/10 IRESS Market Technology Limited (ASX:IRE) SENTRYi Pte. Ltd.01/18/10 Novi Management A/S Continia Softw are A/S01/15/10 Lace Mamba Global Mamba Games Ltd.01/15/10 Cicero, Inc. (OTCBB:CICN) SOAdesk LLC01/14/10 Pointstreak.com Inc. STEVA Sports Softw are Inc.01/14/10 Williams & Gallagher, LLC; Grindstone Partners, LLC; D Partners TelStar Hosted Call Center Solutions Inc.





01/14/10 Versata Inc. PurchasingNet, Inc.01/13/10 Lincolnshire Management, Inc.; Delta Air Lines Inc. (NYSE:DAL); GTI Group LLC Aerosim Technologies, Inc.01/13/10 Progressive Technology Federal Systems, Inc. LibLime, Inc.01/13/10 DL Softw are (ENXTPA:ALSDL) Juxta SA01/13/10 Business Recovery Services, Inc. Open Solutions Inc., Flex Assets01/12/10 Ericsson Telecomunicazioni S.p.A. Gruppo Pride S.p.A.01/12/10 iForem Inc. Enmoda Inc.01/12/10 TrustWave Holdings, Inc. BitArmor Systems, Inc.01/12/10 NIKSUN, Inc. Sandstorm Enterprises, Inc.01/12/10 WinSoft SA Algoba Systems, S.A.01/12/10 VMw are, Inc. (NYSE:VMW) Zimbra, Inc.01/12/10 Consumer Health Technologies, Inc. P+W Softw are, Inc.01/12/10 LearnForce Partners LLC ExamForce, Inc.01/12/10 Liaison Technologies, LLC Advanced Data Exchange, Inc.01/12/10 Symantec Corporation (NasdaqGS:SYMC) Gideon Technologies, Inc.01/12/10 Unica Corp. (NasdaqGM:UNCA) Pivotal Veracity, LLC01/12/10 Visiant Pimsoft Srl OSIsoft, Sigmafine Data Reconciliation, Yield and Production Accounting Business01/11/10 Trade Me Ltd. BookIt Limited01/11/10 Topcon Europe Positioning B.V. Roadw are B.V.01/11/10 Triple Point Technology, Inc. Softmar Group S.A.01/11/10 TA Associates, Inc. eCircle AG01/11/10 CA, Inc. (NasdaqGS:CA) Oblicore, Inc.01/08/10 Jaded Pixel Technologies Inc. MNDCreative, LLC01/08/10 Cambridge Technology Enterprises Limited (BSE:532801) Vox Holdings Inc.01/08/10 DIS Technology Holdings Bhd (KLSE:DISTECH) UniekSoft Solutions Sdn. Bhd.01/08/10 Progress Softw are Corp. (NasdaqGS:PRGS) Savvion, Inc.01/08/10 Art Technology Group Inc. (NasdaqGM:ARTG) InstantService, Inc.01/07/10 Akka Technologies (ENXTPA:AKA) Real Fusio01/07/10 SplashData, Inc. iambic, Inc.01/07/10 PAS Card AB Identitech AB01/07/10 Motorola Inc. (NYSE:MOT) SecureMedia, Inc.01/07/10 Law son Softw are Americas, Inc. Healthvision Inc.01/06/10 P&C Claims, Inc. GenSource Corporation01/06/10 Altantic Zeiser GmbH SOFHA GmbH01/06/10 Iron Data Solutions, LLC Versa Systems Ltd.01/06/10 Cahaya Kombinasi Sdn. Bhd. Portrade International Sdn Bhd01/06/10 SeaChange International Inc. (NasdaqGM:SEAC) VividLogic, Inc.01/06/10 AdvancedMD Softw are, Inc. PracticeOne, LLC01/06/10 Intergraph Corporation COADE, Inc.01/06/10 Rogue Wave Softw are, Inc. Total View Technologies, Inc.01/05/10 Autodesk, Inc. (NasdaqGS:ADSK) 3am Solutions (UK) Limited, Dynamite VSP and Dynamite SIM01/05/10 Automatic Data Processing, Inc. (NasdaqGS:ADP) DO2 Technologies, Inc.01/04/10 Elecsys International Corporation SensorCast, LLC01/04/10 Critical Path, Inc. ShoZu Ltd.01/04/10 - Clydebuilt Solutions Limited01/04/10 Sterling Infosystems, Inc. Abso, Inc.01/04/10 FX Alliance, LLC Lava Trading, Inc.01/04/10 Thomson Reuters Corporation (TSX:TRI) Discovery Logic, Inc.01/04/10 EMC Corporation (NYSE:EMC) Archer Technologies LLC01/01/10 Callidus Softw are Inc. (NasdaqGM:CALD) ACTEK, Inc.01/01/10 Business Propulsion Systems, Inc. Resolver, Inc.




APPENDIX H: SELECT 2010 CORPORATE ANNOUNCEMENTS – SEEKING SOFTWARE ACQUISITIONS Company Announcement Summaries1-800-Flow ers.com Inc. David Siegel, Senior Vice President for strategy and corporate development at 1-800-Flow ers.com Inc. said, “We w ere built through a combination of

organic grow th and acquisitions. We have been and w ill continue to be aggressive in identifying and pursuing accretive acquisitions.”ActivIdentity Corporation ActivIdentity Corporation in a f iling w ith the Securities and Exchange Commission said that the company w ill evaluate acquisition opportunities. The

company said, “We believe that our cash, cash equivalents, and short-term investments w ill be suff icient to satisfy our anticipated cash needs for w orking capital and capital expenditures for at least the next tw elve months. From time to time, in the ordinary course of business, w e may evaluate potential acquisitions of businesses, products, or technologies. A portion of our cash may be used to acquire or invest in complementary businesses, or to acquire products or to obtain the right to use complementary technologies.”

American Softw are, Inc. American Softw are Inc. held its earnings conference call. The company intends to look at acquisition opportunities. Mike Edenfield, COO of the company said: “We have fully integrated Optiant into the Logility organization, and our sales force is now selling those products as w ell as the traditional products w e have alw ays had, and w e've generated some nice sales opportunities in our customer base and w ith new potential customers. We w ill continue to evaluate acquisition opportunities in the marketplace as that remains a key part of our grow th strategy.”

Ariba Inc. Ariba Inc. held its earnings conference call. The company intends to look at acquisition opportunities. When asked about acquisition opportunities, Bob Calderoni, Executive of the company said: “Yes, so w e're looking for acquisitions to complement our organic business. Our priorities tend to be f irst and foremost subscription -- I should say recurring revenue businesses and the second being w e w ould prioritize supplier based revenue over buyer based revenue. Sort of like netw ork type revenues over softw are type revenue w ould be the priority. We'll do some softw are ones as w ell. We look at the types of companies that w e've been engaged in dialogue w ith and they tend to be in the $20 million to $50 million revenue range and for the most part private companies and, therefore, the purchase price is not going to be something that is a signif icant portion of our market cap. They'll be bite-sized deals and they'll be -- the timing of w hich is the hardest to predict. It's taken a little longer than I w anted to take but w e may get to a point w here w e can rattle off one or tw o of them pretty quickly once w e get through a few things.”

Art Technology Group Inc. Art Technology Group Inc. (ATGI), w hich is planning to launch an Initial Public Offering by selling 25,000,000 common stock, is looking for acquisition opportunities. The company is planning to use the net proceeds from the offering for w orking capital and other general corporate purposes, including potential acquisitions.

Baidu, Inc. Baidu, Inc. is looking for acquisition opportunities. The company said that it is more open-minded to acquisitions than a year ago. "We are definitely more open-minded than a year ago w hen w e looked at (M&A) opportunities," Haoyu Shen, Baidu's senior vice president of business operations said at the summit. The company’s focus of acquisitions or investments w ould be mostly Chinese companies.

Baidu, Inc. continues looking for acquisitions. The f irm is in talks w ith several companies, most of them Chinese, about possible merger and acquisition opportunities, Haoyu Shen, Baidu's Senior Vice President of Business Operations, told Dow Jones New sw ires.

Baidu, Inc. continues looking for more acquisitions. Robin Li, Chief Executive of the firm said that it is “increasingly keen” on making strategic acquisitions even though it has not actively pursued them in recent years. “We are alw ays open-minded on possible acquisition” opportunities, Li said w ithout giving specif ic details. Li has said Baidu w ould consider acquisitions of companies that could help Baidu provide more content through its search engine. Li also said the company is w orking on “a number of exciting projects” to tap potential in the mobile search market, including something that w ill be “revolutionary,” but declined to say if Baidu w as w orking on a brow ser or an operating system.

BGC Partners, Inc. BGC Partners Inc. held its earnings conference call. The company intends to look at acquisition opportunities. Graham Sadler, CFO of the company said: “The Board has increased its stock repurchase authorization by $85 million to $100 million. Additionally, w e f iled a $100 million shelf registration statement on Form S3 w ith the Securities and Exchange Commission. Besides general corporate purposes, including acquisitions, this registration, along w ith our share buyback authorization is designed s a planning device in order to facilitate the redemption process I've just described.” How ard Lutnick, Chairman and CEO of the company said: “We are alw ays looking to hire profitably and acquire accretive. And w e w ere -- w hile our stock w as at a low er multiple, it w as diff icult for us to acquire small regional brokerage companies because they had not reset their expectations along w ith the market. As our Company continues to grow and succeed in our outperformance this quarter as a classic example, I think w e should be able to begin to acquire smaller regional brokerage companies accretive and you should expect us to do that over the course of the next year. So, w e think w e w ill be able to acquire accretive over the next year and profitably so, much as you've seen us do in Paris successfully and now , very successfully, obviously in Brazil, and w e expect to continue that process.”

Bitauto Holdings Limited Bitauto Holdings Limited has f iled an IPO in the amount of $80.00 million. Bitauto plans to use the net proceeds of this offering for product development; for sales and marketing; and the balance for general corporate purposes, including w orking capital, approximately $3.0 million to pay a loan draw n from a revolving line of credit facility at an annual interest rate of 5.31% that w ill mature on April 29, 2011, and potential acquisitions, although the company have not identif ied any potential acquisition targets at this time.

Blackboard Inc. Blackboard Inc. said that it w ill buy Elluminate Inc. and Wimba Inc. for $116 million in cash. Blackboard said that it w ill use the acquisitions to form an education platform called Blackboard Collaborate.

Bottomline Technologies Inc. Bottomline Technologies Inc. continues to look for acquisitions. Tw o w eeks ago, the company sold additional stock on Wall Street and raised $60 million in capital, money that goes directly back into the company as funds for new acquisitions, Robert Eberle, CEO of the f irm said. He said he believes that by keeping up w ith evolving technology and maintaining a customer-friendly culture, Bottomline w ill continue to be a leader in the f ield of business automation.

Bottomline Technologies Inc. held its earnings conference call. The company intends to look at acquisition opportunities. Rob Eberle, President and CEO said: “A number of the competitors w e had w ere acquired by providers of legal services. And really, the customer is the consumer of the legal services, not the law f irm. So, if you're selling into law firms, this actually isn't that great a f it. And w e've seen some of those platforms struggle, and then w e've been able to w in customers. So, our grow th is coming from a couple places - insurance companies still coming on, second, w inning over organizations that have been on a platform but are now moving over to Bottomline, and then third, the corporate market.” When asked if the company sees an opportunity to continue to consolidate that market. He said: “Yeah, w e've done that once before. We acquired a number of years back in this space, and w e certainly are able to get acquisitions generally, and that certainly is space w e're attracted to, and w e'd be interested in acquisitions in that space.”

Bottomline Technologies held its earnings conference call. The company intends look at acquisition opportunities. Rob Eberle, President and Chief Executive Off icer of the company said: “Well, f irst off, it's alw ays hard to make any specif ic comments on acquisitions. What I'd tell you is that w e continually look at acquisitions. We think w e're pretty good at doing that. We've been very successful at doing that.”




APPENDIX H: SELECT 2010 CORPORATE ANNOUNCEMENTS – SEEKING SOFTWARE ACQUISITIONS (CONT.) Company Announcement SummariesCA Technologies CA Technologies is mulling a major investment in emerging economies, w ith Brazil amongst those to be considered. It has reportedly created a fund of

about $500 million and is on the lookout for mergers and acquisitions of technology companies that can bring in new technologies.

CA Technologies plans to look for acquisitions. CA has earmarked $500 million globally for the current f inancial year for acquisitions. The company has a ‘build-and-buy’ strategy. Sanket Atal, Senior Vice-President and General Manager of the firm said, “We are open to acquisitions in any market. CA has been a leader in the IT management-as-a-service space. We are now accelerating our march into cloud.”

CA Inc. has to acquire 3Tera. The company stated that it is continuing "to aggressively expand its portfolio of solutions to manage cloud computing as part of an integrated information technology management program." Executives of the company it is likely to continue acquiring f irms specializing in cloud computing, w hich has become a hot area for the information technology industry. Stephen Elliot, Vice President of strategy for CA said: "It'll be combination of organic development and acquisitions moving forw ard. We w ant to lead the cloud management space."

CDC Corporation CDC Corporation announced that CDC Global Services, w hich reported adjusted EBITDA of $1.5 million, is looking at acquisitions. The company has been evaluating several potential acquisitions in the IT services industry in the cities of Shenzhen, Shanghai, Guangzhou and Beijing, CDC Corp said in a statement.

CDC Softw are Corp held its earnings conference call. The company intends to make acquisitions. A company representative said: “We reported solid operating cash f low of $12 million, and expanded our credit facility w ith Wells Fargo Capital to assist us in faster organic grow th, cross-sell expansion in emerging markets, and synergistic acquisitions.” He added: “Our back-off ice support and offshore R&D capabilities, our global services capability, along w ith our global sales-and-distribution netw ork offers compelling economies of scale, and high scalability as the Company grow s organically and through acquisitions.” Monish Bahl, Company’s SVP - Business Development and Mergers & Acquisitions said: “We look at companies that are trading at -- w e look to acquire companies that w ill be trading at less than tw o times trailing 12-month recurring revenue and are accretive on Day One. So the bottom line is w e have a very robust pipeline, and w e're going to continue to be very strategic. And w e think it's a great time to be acquirers.”

CDC Softw are Corporation announced that, based on preliminary f inancial projections and estimates, the company expect double digit grow th in second quarter 2010 application sales. The company is looking for acquisition opportunities. Bruce Cameron, President of CDC Softw are said: “Since the end of 2009, CDC Softw are has acquired four new SaaS companies, all of w hich are earnings accretive, and plans more acquisitions by the end of the year. Under Strategic Cloud Investment Program (SCIPP), CDC Softw are plans to make minority investments in, and form strategic reselling partnerships w ith, companies offering cloud-based or point solutions w hich complement its enterprise solutions portfolio.” He added: “Furthermore, w e believe w e are one of the f irst enterprise softw are companies w ith a SaaS rollup strategy, and w e plan to continue making more of these acquisitions by the end of the year that f it w ithin our evaluation criteria. CDC Softw are has solid cash on hand, and w ith our new Wells Fargo credit facility, w e believe w e have the f lexibility to acquire larger scale SaaS companies if it is a good f it.”

Check Point Softw are Technologies Ltd.

Check Point Softw are Technologies Ltd. may seek for appropriate acquisitions. Gil Shw ed, Check Point founder, said that Check Point never had a strategy to buy rivals and its strategy is based on expanding the market. But it does have an eye out for potential acquisitions, and if it sees anything appropriate, it w ill buy, Shw ed added.

Check Point Softw are Technologies Ltd reported 25% increase in revenue to $272 million for the fourth quarter. Chairman and Chief Executive of the company, Gil Shw ed stated that Check Point plans to make more acquisitions. The company had acquired Nokia's security appliance business last year. He said: "We w ill probably make one-to-tw o small purchases of technology a year." Check Point is also interested in acquiring companies. The company has $1.85 billion in cash and investments. Shares of the company rose by 3% to $34.17.

China Finance Online Co. Ltd. China Finance Online Co. Ltd. held its earnings conference call. The company intends to look at acquisition opportunities. Jeff Wang, CFO of the company said: “Well China Finance Online, really w e focus on our grow th, through the combination of organic grow th and also mergers and acquisitions. But w e actually manage our cash very carefully, very prudently. And w e really focus on -- if you look at our history of our performance in the past four or f ive years, w e -- our acquisitions are not focused on the short-term revenue earnings. We are focused on acquiring valuable assets to complement our strategic structure and also to complement our capabilities. That's actually -- our acquisitions of Stockstar and Genius, and also some other value -- licenses in the past four or f ive years has demonstrated our track record of successfully acquiring and integrating these assets and capabilities. The Company has been constantly evaluating various opportunities to make strategic acquisitions. But just given the valuations of the Chinese companies right now , and the [right] choices are not actually plentiful.”

Cisco Systems, Inc. Cisco Systems Inc. plans to look at acquisition opportunities. CEO of the company, John Chambers believes the company can meet its goal of grow ing by 12% to 17% over the next few years, despite the prospect of a few more "bumps" in the economy. Cisco has about $40 billion in cash. Chief Financial Off icer of the company, Frank Calderoni said the company w ill continue to spend on acquisitions, product development and stock buybacks. Cisco's shares w ere up 19 cents to $21.45.

Cisco Systems, Inc. has acquisitions, joint ventures and start-ups on its list. Chief Globalization Off icer and Executive Vice President at Cisco Services, Wim Elfrink said, “We are looking at ten, tw enty start-ups in the company. We are looking at partnerships and joint ventures. As w e look to expand, w e are looking at a w hole lot of options including acquisitions.”

comScore, Inc. comScore, Inc. intends to look at acquisition opportunities. At Credit Suisse Group Global Services Conference, Ken Tarpey, CFO and SVP of the company said: “Our balance sheet at the end of the year had almost $90 million cash on the balance sheet. As I mentioned, w e are using some of that for the ARS acquisition. These monies are either operating cash f low that w e've gotten over time as w ell as IPO proceeds from our IPO in July of 2007, w hich w e w ill continue to use for appropriate acquisitions. We look at acquisitions to f it into our product strategy and to be accretive to our business.”

Concur Technologies, Inc. Concur Technologies, Inc. said that it plans to offer $250 million w orth of convertible senior notes. Proceeds from the offering and w arrant transaction w ill be used for general corporate uses, such as possible acquisitions and strategic transactions. The company also plans to use some of the proceeds to pay for the convertible note hedge transaction.

Constant Contact, Inc. Constant Contact, Inc. held its earnings conference call. The company intends to make acquisitions. Gail Goodman, Chairman, President and CEO of the company said: “We definitely feel like w e are in better shape this year to be doing that. We have a more robust multi-year product roadmap that is helping us target the right kinds of companies. One of the strengths w e added to the team during 2009 w as a corporate development resource, so w e have a more active pipeline. Obviously, w e don't comment on any specif ic deal f low . But w e are definitely looking to really expand our product range through acquisitions in 2010.”




APPENDIX H: SELECT 2010 CORPORATE ANNOUNCEMENTS – SEEKING SOFTWARE ACQUISITIONS (CONT.) Company Announcement SummariesCSG Systems International Inc. CSG Systems International Inc. held its earnings conference call. The company plans to look at acquisition opportunities. Peter Kalan, CEO of the company

said: “First of all w e continue to believe that having a strong balance sheet is important in these times both because of the economic instability and w hat that provides as opportunities for us to think about how w e invest both from organic investment as w ell as acquisition investments because w e really do believe f irst and foremost that w e are in a position to grow the opportunities of this business and capabilities in the markets w e serve. So f irst and foremost w e are going to look to invest and acquisitions continue to be a viable means for that for us and w e are going to preserve a strong capital base for that. At the same time w e'll look at as a secondary measure w hat are the opportunities for us to really give us the best capital structure and w hether that means to take advantage of stock repurchases or debt repurchases, w e'll do that as w ell. But f irst and foremost is grow th in the w ay that w e really expand the opportunities of this business from a market and capabilities perspective.” He added: “Our goal is to do accretive transactions and that is our primary goal, but dependent upon w hat the aspects of the transaction may be, there could be situations w e w ould consider doing something that w ould be slightly dilutive on the front end, but could quickly drive to accretion. But those are tw o broad ranges and I am conceptual at this point, but w e have to keep our minds open because w e have a business that w e think can be added to and today w e don't alw ays like our valuation metrics that w e have for the strength of this underlying business that you outlined earlier. And so, w e'll look at things that can help optimize those valuation metrics and at the same time if w e can't get performance through that, and w e continue to have the strength of the balance sheet, w e have show n in the past our w illingness to return those monies to the shareholders through stock repurchases and that is something that w e'll continue to keep as an option and a priority for us absent the chance to grow the business from an acquisition perspective.”

CyberSource Corporation Cybersource Corporation held its earnings conference call. The company intends look at acquisition opportunities. Steve Pellizzer, CFO of the company said: “Yes, so, w e do have sizeable cash balance. We have talked about repurchase plans in the past. We don't currently have an active plan, but that's an opportunity to repurchase shares of stock and w e also look at M&A opportunities. And w e have got often have meetings w ith investment bankers that are w alking us through the latest developments in the space. Obviously w e keep current on w hat is happening, and look at opportunities to potentially grow through acquisition. And so, those are the tw o areas I w ould say w e w ould focus on.”

Deltek, Inc Deltek, Inc announced last w eek that it plans to buy Maconomy. Kevin Parker, Deltek's President and Chief Executive said that the company is considering future acquisitions. “There are a lot of things out there that are very attractive to us. We're alw ays looking for those things that w ork w ell w ithin our mission.”

Descartes Systems Group Inc. The Descartes Systems Group Inc held its earnings conference call. The company intends to look at acquisition opportunities. Art Mesher, CEO of the company said: “We alw ays look to do acquisitions and you are correct that if you do the math, w e w ould have about almost $20 million left to spend. The good new s is that w e made all of our goals w ithout spending that $20 million. So I am not going to be in a hurry to go spend it. We have hit our targets w ithout spending that money. We w ould like to spend that money as long as w e do it prudently. But since w e are ahead of plan, w e kind of view it as putting time on our side and that is alw ays the best position to negotiate any deal from. So I think our behavior w ill continue to be more driven by getting the best opportunities for us. And as long as w e are ahead of plan, that probably somew hat impacts our urgency. It is sure better than being behind plan. But w e are an acquisitive company. We have numerous transactions that are in our pipeline. Our strategy hasn't changed at all. We are a buy-and-build company. We have had great cash f low generation. Our w orking capital compression on the acquisition has gone quite nice and there is some extra money in the bank and w e w ill continue to be prudent and make quality acquisitions w here the results can be seen in a w ay like w e have presented this quarter w here it becomes really clear that w e have a great situation going on.”

Digital River Inc. Digital River Inc. said that the company w ill continue to look for acquisition opportunities. Joel A. Ronning, Chief Executive Off icer and Director of Digital River said, “Another important grow th driver for us in 2010 w ill be acquisitions. Many of you have asked w hether acquisition strategy is in light of the Symantec announcement and our current cash balance. Our strategy continues to be the same as in previous years, w e look for opportunities to acquire products, services, contracts, or technologies that can help us expand our geographical footprint, our market opportunities, and product offerings. We’ll continue to prudent and methodical in our approach to evaluating new opportunities.”

eBay Inc. eBay Inc. plans to look for acquisitions. While talking to the Wall Street Journal, John Donahoe, CEO of the f irm mentioned that his company is “open to acquisitions.”

eBay Inc. intends to make acquisitions in the Russian online retail market in order to maintain a foothold in the country. Chief Executive of the company, John Donahoe said: "If the right opportunity presents itself, w e w ill be open to acquisitions (in Russia)." John Donahoe said that Russia's e-commerce market is w orth $5 billion a year. He said: "Our goal ... is to have a small percentage of that ... The (Russian) market is at an exciting, but grow ing stage, and there is a lot of opportunity there." He added: "The Russian e-commerce market grew by more than 50% last year to $5 billion and can continue to do so for many years to come." eBay is concentrating on cross-border transactions, as they tend to provide higher revenue and gross margins compared to similar transactions w ithin a single country or market.

Ebix Inc. Ebix Inc. reported record f inancial results for the second quarter of 2010 w ith revenue of $32.2 million. The company intends to look at acquisition opportunities. Ebix’s Chairman, President and CEO, Robin Raina said: “We believe that our cash can generate much higher returns for our shareholders, by investing in both new accretive acquisitions and organic grow th initiatives than through issuing dividends to our shareholders.”

Electronic Arts Inc. Electronic Arts Inc. plans to look for acquisitions. The f irm has $2 billion to spend on acquisitions, Chief Operating Off icer of the firm, John Schappert said in an interview . “Right now w e are pretty happy w ith how w e are positioned,” he said. “We have $2 billion in cash and no debt” and that allow s the company to make acquisitions if it w ants to.

EMC Corporation Joe Tucci, the Chief Executive of EMC Corporation said that the company continues to look for small acquisitions, but w ould also look at bigger deals if the right one appeared. “My strong, strong preference is to do a string of pearls and go after the smaller companies w ith leading technology,” Mr. Tucci said. “If the right bigger thing came along and I thought it w as incredibly accretive and w e had the ability to digest it relatively quickly I w ould look at it,” he added. Areas of interest to Mr. Tucci include companies developing technology in data storage, security and virtualization -- softw are that makes data centers more f lexible. When asked if EMC could be bought by a bigger company, Joe Tucci said, “It's not w hat I think w ill happen. It w ould be a big check for anybody.” Mr. Tucci said the company w ould continue to invest more in developing softw are that helps companies to manage and protect their vast troves of data.

EMC Corporation has signaled the end of the recession by generating record f irst quarter revenues of $3.9 billion. The company is also on the lookout for acquisitions for itself and for VMw are, Inc. Chief Executive Off icer, Joe Tucci said, "We are going to continue to buy companies both in VMw are and in EMC."

eResearchTechnology, Inc. eResearchTechnology, Inc. said that the company continues to look for acquisition opportunities. Mike Mckelvey, CEO of eResearchTechnology said, “As you look at the latest guidance from the FDA in December 2008 on Type 2 diabetes drugs w here they need to do expanded analysis of the cardiac safety implications for Type 2 diabetes drugs is another example. We have attractive grow th strategies w ith opportunities for acquisitions. I think w e show ed that w ith the Covance acquisition. We had a healthy enough balance sheet w e could just w rite a check to do that. So, w e're continuing to look at other opportunities out there, w hether it is in the clinical trials space or w hat w e recently announced a couple w eeks ago is potential in the healthcare or the clinical care space.”




APPENDIX H: SELECT 2010 CORPORATE ANNOUNCEMENTS – SEEKING SOFTWARE ACQUISITIONS (CONT.) Company Announcement SummariesExpedia Inc. Expedia Inc. said that the company is open to acquisitions in Europe and “w ill pull the trigger” if it spots the right opportunity. There has been speculation

that it and other US firms are looking to buy UK online travel agencies. Expedia is in one of the strongest positions after raising $750 million from a bond issue this summer. Expedia Chief Executive, Dara Khosrow shahi said, “We have a lot of cash. We’re going to look at all the transactions out there and decide w hether w e w ant to go forw ard or not.” “That doesn’t mean that w e w on’t take an opportunity w hen w e see it,” he said. “We absolutely believe in scale. Europe, Asia and Latin America – all of these markets are quite interesting to us,” he added.

Expedia Inc. said on May 26, 2010 that it w ill pump in $50 million in China by the end of 2011 and is looking for new acquisition targets in the latter half of this year. Expedia plans to gradually increase its investment in the Chinese market and does not rule out the possibility of purchasing other Chinese Internet enterprises, said Dara Khosrow shahi, Chief Executive Off icer of Expedia.

Dara Khosrow shahi, Chief Executive of Expedia Inc. told investors in the US that that the company is in the market for deals to grow its international advertising and media operations. “We are looking for acquisitions in that area, but frankly there aren’t that many players of size left – w e’ve bought them all! – but there are some players in Europe and/or Asia that might be attractive so w e’ll continue to be opportunistic,” he said.

Fiserv, Inc. Fiserv Inc reported net income of $118 million for the fourth quarter. The company stated that it has been scouting for acquisition opportunities. Shares of Fiserv w ere up 3% to $47.90.

GigaMedia Ltd. GigaMedia Limited held its earnings conference call. The company intends to look at acquisition opportunities. Thomas Hui, President and COO of the company said: “We expect AVA to begin commercial services in the fourth quarter of 2010. To conclude, w e remain committed to building a leading Asian online game business. We expect to drive grow th both organically and via acquisition, and more than ever before, w e have the resources and financial f lexibility necessary to expand our business regionally in Asia.” Arthur Wang, CEO of the company said: “We are continuing to invest in different game developers and different operating teams. The ultimate plan, how ever, is not to have duplicative or competing platforms, but to have single operating platforms fed by a w ide variety of game developers and content pipelines. So, that's ultimately w hat you'll see. For various reasons, w e may seek to use M&A or other means to expand the breadth and depth of our platform, and so, w e are definitely considering acquisition of other platforms or the joining of different platforms together.”

Google Inc. VP of geographic and local services at Google Inc., Marissa Mayer said that the company is looking for multiple acquisitions, in order to boost its location-based ad propositions. She said that Google w ould be on the acquisition trail in 2011. Ms. Mayer stated, “We're on track for almost an acquisition a w eek. We're trying to build a virtual mirror to the w orld at all times.”

Google Inc. plans to move ahead w ith more acquisitions and is likely buy more companies about the size of YouTube and DoubleClick. “The w orld changes really quickly, and companies that w ere small tw o years ago are huge today,” David Law ee, vice president of corporate development at Google. “It w ouldn’t surprise me to see more large opportunities for us,” he added. When asked if Google w ould buy more companies of the size of YouTube and DoubleClick, Law ee said, “Yes.”

Google Inc. is scouting the Danish market for possible takeovers after having made several acquisitions in the Nordic region in recent years. Company Executive Anhil Hansjee has stated that the focus lies on f inding expertise, smart solutions or patented technology that Google itself can use to develop new products. He emphasized that there are many competent professionals in the Nordic region because of good schools and Universities as w ell as major technology f irms including Ericsson and Nokia and this has created a good market for takeovers.

Healthstream Inc. HealthStream, Inc. may look at acquisitions. “We believe that our existing cash and cash equivalents, restricted cash, related interest receivable, cash generated from operations, and available borrow ings under our revolving credit facility w ill be suff icient to meet anticipated cash needs for w orking capital, new product development and capital expenditures for at least the next 12 months. As part of our grow th strategy, w e review possible acquisitions that complement our products and services. We anticipate that future acquisitions, if any, w ould be effected through a combination of stock and cash consideration,” the company said in its 10-Q filing.

IAC/InterActiveCorp. IAC/InterActiveCorp. plans to look for acquisitions. The company said it repurchased 6 million common shares at an average price of $22.82 per share. Barry Diller, Chief of the firm in an interview in June, said that valuations had kept him from doing any large acquisitions over the past tw o years, and that he w ould continue to use IAC’s cash to buy back stock. On a conference call w ith investors, Diller said he still does not anticipate pursuing anything other than small “tuck-in” acquisitions. “We don’t see any acquisitions out there of any size,” Diller said. “Nothing has happened that has gotten our appetites enlarged.”

Imergent Inc. Imergent Inc. reported f inancial results for its f irst quarter ended March 31, 2010 w ith net income of $123,000. The company intends to look at acquisition opportunities. Steven G. Mihaylo, Chief Executive Off icer of the company said: "We recently acquired a small boutique SEO firm w ith an off ice in New York. This acquisition provides us w ith an additional sales office in a major city and expands our online marketing services capabilities. We have completed assimilating their technology, sales and support into Crexendo. We w ill continue to seek accretive and opportunistic acquisitions to manage Crexendo's grow th and improve its products and services."

InfoSpace Inc. InfoSpace Inc., w hich has no debt and 227 million in cash on the books, is scouting for acquisition opportunities.

InfoSpace Inc. plans to make acquisitions. The firm forecast net income betw een $500,000 and $1.5 million, in the range of a penny to 4 cents a share for the third quarter, w ith revenue betw een $61 million and $65 million. Will Lansing, President and Chief Executive Off icer of InfoSpace said, “Additionally, w e are pleased w ith the performance of our recent acquisitions of Mercantila and Make The Web Better and w e continue to look for strategic opportunities to increase shareholder value.”

InsWeb Corp. InsWeb Corp.’s Chairman and Chief Executive Off icer, Hussein Enan has said that now since the company’s business model has stabilized, it w ill “explore additional opportunities to accelerate grow th, w hich may involve acquisitions, provided they are expected to be quickly accretive."

Internet Brands, Inc. Internet Brands, Inc. plans to look for acquisitions. Robert N. Brisco, CEO of Internet Brands said, “We continue to add to our organic grow th rate by making highly accretive acquisitions that f it onto our platform. I’d like to brief ly discuss tw o recent acquisitions that w ere just terrif ic. The f irst is ExpertHub.”

Internet Brands, Inc. reported f inancial results for the fourth quarter and full year ended December 31, 2009. The company reported revenues of $27.7 million for the fourth quarter. The company intends to look at acquisition opportunities. Bob Brisco, CEO of Internet Brands said: "We believe our advertising revenues w ill continue to outperform the industry in 2010 due to the strong results w e generate for our more than 40,000 vertical market advertisers." He added: "We also expect to continue to expand our audience reach through a combination of highly accretive acquisitions and through organic grow th initiatives that are building our content, grow ing our communities, and strengthening our brands."




APPENDIX H: SELECT 2010 CORPORATE ANNOUNCEMENTS – SEEKING SOFTWARE ACQUISITIONS (CONT.) Company Announcement SummariesIntuit Inc. Intuit Inc. is aiming to get more than 75% of sales from Web-based services and softw are by 2015. To do that, the company plans to continue a run of

Internet acquisitions. Chief Executive Off icer, Brad Smith declined to say how much of Intuit's $1.93 billion in cash and short-term investments he plans to spend on acquisitions. “We're diversifying — constantly looking for things w e can bring to our customers," said Grieg Coppe, head of Intuit's acquisition efforts.

JDA Softw are Group Inc. JDA Softw are Group Inc. plans to make acquisitions. The f irm said that it had a strong cash f low from operations of $16 million giving rise to total of $96.5 million in cash flow from operations in 2009. This fuels ability to drive strategy of grow th through acquisitions.

Keynote Systems Inc. Keynote Systems Inc has named Curtis Smith as Chief Financial Off icer of the company. The company is looking for potential acquisition opportunities. Umang Gupta, Chairman and CEO of the company said: "Curtis w ill be a great asset to our company as w e drive organic revenue grow th from our Mobile and Internet business and also evaluate any potential acquisition opportunities. I w ould also like to thank Drew Hamer for his f ive years of service to Keynote and w ish him the very best as he returns to private company endeavors."

Longtop Financial Technologies Limited

Longtop Financial Technologies Limited its earnings conference call. The company intends to make acquisitions. Weizhou Lian, CEO of the company said: “Given the high profitability of our standardized solutions w e w ant to try and synergize as many applications and processes as possible to keep our synergized revenue at 30% to 35% of our total 2011 softw are revenue. On the M&A side, w e continue to be actively looking at a number of acquisitions and our focus is still in the Fintech vertical.”

LoopNet, Inc. LoopNet Inc. held its earnings conference call. The company stated that it w ill continue to explore new potential acquisitions.

LoopNet, Inc. held its earnings conference call. The company intends to make acquisitions. Rich Boyle, CEO and Chairman of the company said: “In reverse order, w e're definitely looking for acquisitions as w ell. The BizQuest w e just announced, w e're excited about, although it is relatively small. We have an appetite to do more. That said w e have been w orking very hard to maintain our discipline as w e do that. So w e w ill be continuing to look at those pretty carefully. We do have an appetite to do more acquisitions. In terms of the returns for one of these investments, w e absolutely feel that in a long-eternal aggregate sense, there is no question that they're going to have very strong returns. The specif ic w ay w e look at it really does vary on an investment by investment basis.”

MakeMusic Inc. MakeMusic Inc. plans to look for acquisitions. Jeff Koch, Interim Chief Executive Off icer of the f irm said, “We are pleased to announce a $10 million share repurchase plan. This plan demonstrates our commitment to maximizing shareholder value and continues our goal to maintain a balanced approach to returning capital to shareholders w hile preserving financial f lexibility to invest in potential acquisitions and internal grow th initiatives.”

Manhattan Associates, Inc. Manhattan Associates Inc. reported license revenues of $9.0 million in the f irst half of 2009. The company intends to look at acquisition opportunities. The company stated: “In 2010, w e anticipate that our priorities for the use of cash w ill be similar to prior years, w ith our f irst priority being continued investment in product development and profitably grow ing our business to extend our market leadership. We w ill continue to evaluate acquisition opportunities that are complementary to our product footprint and technology direction. We w ill also continue to w eigh our share repurchase options against cash for acquisitions and investing in the business.”

McAfee, Inc. Chief Executive of McAfee, Inc., David DeWalt said that the company is planning to buy three to four firms every year. He said, “We've been very constantly acquiring companies the last few years. We'll continue to do that. We see small- and medium-sized acquisitions as the perfect scenario for us.” Additionally, he stated, “Not risky acquisitions. Technology oriented acquisitions all over the w orld.”

ModusLink Global Solutions, Inc.

ModusLink Global Solutions, Inc. on March 9, 2010 reported f inancial results for its second quarter of f iscal year 2010 ended January 31, 2010. The company reported net revenue of $235.5 million, a decrease of 9.6% compared to the second quarter of f iscal 2009. Steven G. Crane, Chief Financial Off icer of ModusLink Global Solutions said, “Our continued focus on cost management and w orking capital eff iciency has resulted in the generation of strong free cash f low from operations. We continue to maintain a robust and liquid balance sheet that serves as a strong foundation to support future grow th and strategic acquisitions.”

MSCI Inc. MSCI Inc. plans to look for acquisitions. MSCI, w hich has acquired RiskMetrics and Measurerisk since March, said it is actively looking for more acquisitions as an extension to its current product line.

NetApp, Inc. NetApp, Inc. w ould consider making a $1 billion or higher acquisition under the right circumstances, Tom Georgens, Chief Executive of the f irm said. He added that NetApp is constantly looking at possible targets, both large and small, and that it is more interested in softw are and data-center management companies than in hardw are. “It doesn't mean I w ouldn't buy another storage product, but I'd be very, very careful to buy a storage product that doesn't overlap substantially w ith the things w e do,” Georgens said. “If it w as overlapping, then the only reason to buy it is to generate near-term grow th, and clearly that's not high on our agenda right now . We're not going to use the assets of the company to generate near-term grow th.”

NetEase.com, Inc. NetEase.com Inc. has said that it may acquire companies to expand its Internet search business. “If an acquisition can help the development of our search business, then w hy not go for it,” NetEase Chief Executive Off icer William Ding said. The company w ill also consider acquisitions beyond Web search, he said.

NetScout Systems Inc. NetScout Systems Inc. is looking at acquisitions in diverse areas. Anil Singhal, NetScout Systems, Inc. - Founder, President, CEO and Chairman said that, “I think I w ould say that most of the areas w e are w orking very hard in, but w e must still do some things to accelerate our business. As an example, for the service provider side, w e have been focusing more on the data services. But there are opportunities in the voice area. And so w e might look into some companies in that area.”

NICE Systems Ltd. NICE Systems Ltd held its earnings conference call. The company intends to look at acquisition opportunities. Zeevi Bregman, President and CEO of the company said: “The prime usage that w e believe w e should use our cash is for acquisitions. And w e are actively looking at acquisitions and w e have prospects and w e have -- w e are actively looking at this space. And actually, w e have a very good record of acquiring companies and integrating them w ithin our business, and w e are going to continue to do so.”

NICE Systems Ltd. said that the company w ill continue to look for acquisitions. NICE Systems posted second-quarter net profit excluding one-off items of $26.5 million, or 41 cents per diluted share, compared w ith profit of $22.1 million, or 36 cents a share, a year earlier. Dafna Gruber, NICE Systems Chief Financial Off icer, said that w ith cash of $596 million and no debts, “w e continue to see acquisitions as a grow th driver...We w ill continue to use part of our cash to f inance future acquisitions and grow th of the business.”

Nuance Communications, Inc. Nuance Communications Inc. held its earnings conference call. The company intends to make acquisitions. Paul Ricci, Chairman and CEO of the company said: “Well, Nuance has alw ays been quite active in evaluating potential acquisitions, and that remains true. I think, generally speaking, the pace at w hich w e do acquisitions, other than very small acquisitions, has slow ed somew hat in the last couple years. I don't have any immediate reason to think that is going to change. We remain interested in acquisitions, but w e are careful buyers, and there is enough change in asset prices going on in the market that it is not necessarily that easy to come to closure betw een buyer and seller on w hat a fair price is, and so w e remain cautious about that. I don't think that that factor is inf luenced by the improvements in organic grow th.”

Omnicell Inc. Omnicell Inc. updated about company’s plans to use cash reserve. “The cash that w e have accumulated w e intend to use to expand our product line, and that w ould be primarily through acquisition. And w e still have a team that is looking at a good pipeline of acquisitions, so w e do expect to use that w ithin the foreseeable future,” said Rob Seim CFO of the company.




APPENDIX H: SELECT 2010 CORPORATE ANNOUNCEMENTS – SEEKING SOFTWARE ACQUISITIONS (CONT) Company Announcement SummariesOpen Text Corp. The CEO of Open Text Corp., John Shackleton said that the company is in talks on multiple acquisitions to gain new technology, w ith plans to expend as

much as $500 million. “You w ill certainly see some small tuck-unders happen and be announced in the very near future,” Shackleton said in a phone interview . “A larger one -- it’s not in the near future, but it’s certainly there. It’s certainly in the w orks.” He refused to divulge the name of targets or the types of f irms being pursued. Open Text may use the acquisitions to strengthen its presence in new markets, Shackleton said. He added that the smaller deals w ill probably be in North America and Europe, w hile a larger acquisition may be of a “global” company that has a presence in some emerging markets, like Vignette.

Open Text Corp. said that the company has a healthy pipeline of acquisition opportunities. John Shackelton, President, Chief Executive Off icer and Director of Open Text said, “So really w hat w e’re looking at is in the traditional document management, etc. it might be more of a regional type thing w here w e might look to increase our footprint in Asia Pac or in Europe, there are certain areas w here w e need more professional services, actually in Canada also w e need more professional services to help our customers implement our products on a more timely basis so that w ould be one.”

Oracle Corp. Larry Ellison, Chief Executive Off icer of Oracle Corp. said that the company is looking to purchase semiconductor companies and makers of industry- specif ic softw are. “You’re going to see us buying chip companies,” Ellison, said on September 23, 2010 at Oracle’s annual meeting in San Francisco. An Analyst speculated that the potential targets could include AMD, IBM’s chip division and Nvidia Corp. Drew Prairie, a spokesman AMD, said the company doesn’t comment on rumors or speculation. Hector Marinez, a spokesman for Nvidia, also declined to comment. Lori Bosio, a representative of IBM, didn’t return messages left after business hours. Oracle also plans to buy more makers of softw are focused on certain industries, Ellison said. By zeroing in on specif ic areas, the company aims to stand out from rivals such as SAP AG.

Charles Phillips, President of Oracle Corp. said that the firm w ill spend $70 billion in acquisitions over the next f ive years. He said, “It's early in the game, and there's plenty left to do.” Phillips said the company w ould move into adjacent areas, including content. In response to pointed questions about w hether Oracle has Salesforce.com (CRM) its sights, Phillips said there are “no plans to buy them.”

Oracle Corp. plans to make acquisitions. Larry Ellison, CEO of the f irm plans look for more acquisitions. He said, “You w ill see us make acquisitions in almost every area. Maybe not so much database anymore, though even around the peripheries of the database. You w ill see us make acquisitions in storage, netw orking, all sorts of low -level softw are management tools and applications in a great variety of industries.” He noted, “I think there might be a little bit technology w e have to buy. On the IBM side no. I think w e have all the pieces to beat IBM in high-end servers. We might have to make some technology, but not business, acquisitions to beat EMC.”

PCTEL, Inc. PCTEL, Inc. is looking for acquisitions. PCTEL Chairman and CEO, Marty Singer said, "We believe that PCTEL has a strong future and that w e have an unusual opportunity to invest directly in our company. Ultimately, how ever, our goal is to invest in the grow th of our business and to expand through acquisition and organic investment. Over the past 18 months, w e have acquired four assets and w e intend to evaluate other opportunities."

Marty Singer, the Chairman & CEO of PCTEL, Inc., said in a conference call, w hen asked about acquisitions, “We've completely integrated the Wi-Sys GPS antennas into our product line. They are not called Wi-Sys, they are called PCTEL; and GPS is an area that w e w ant to expand, both organically and through acquisition. We are very active. We're looking at a number of possibilities, and w e hope to be able to take advantage of this market to close on some attractive opportunities.”

Perfect World Co., Ltd. Perfect World Co., Ltd. plans to look for acquisitions. Mr. Michael Chi, Chairman and Chief Executive Off icer of Perfect World said, “Acquiring companies that are complementary to our core business remains a large part of our grow th strategy. We continue to see much potential in the broader entertainment industry in China and believe that our further involvement in this industry w ill lead to future benefits to our core business through content generation and co-promotion. As a part of this strategy, one of our controlled entities, Beijing Perfect World Cultural Communication Co., Ltd., recently signed agreements to invest in Beijing Xinbaoyuan Movie & TV Investment Co., Ltd. and Shanghai Baohong Entertainment & Media Co., Ltd. and take majority stakes in these companies. Both of these companies are engaged in the film and television production and distribution business. We are excited to w ork together w ith such a reputable team to further the development of the entertainment industry in China. With the continued rise of the number of internet users in China, w e believe there are vast opportunities for the strongest players in the online game industry. As w e continue to strengthen our platform by investing in R&D and expanding through acquisitions, w e have experienced some added pressure on margin and temporary fluctuations in our results. How ever, w e believe this is a necessary step for the long-term benefit of our Company and remain confident in our ability to sustain grow th w ith our strong development and operation team, stable portfolio of existing games, and exciting pipeline.”

Phoenix Technologies Ltd. Phoenix Technologies Ltd. may look at acquisitions. “Although w e have no current plans, commitments or agreements w ith respect to any acquisitions, w e expect to continue to evaluate possible acquisitions of, or strategic investments in, businesses, products and technologies that are complementary to our business, w hich may require the use of cash,” the company said in its 10-Q filing.

priceline.com Incorporated priceline.com Incorporated reported net income of $78.5 million for the fourth quarter. Chief Executive Off icer of the company, Jeffery Boyd said that it is not seeing much impact from the credit concerns in Europe or the currency’s decline. He said: “Our business performed w ell throughout 2009. There’s still a shift in travel booking from off line to online, and leisure travel stayed strong.” The company has no plans to pay a dividend. He stated that priceline.com may utilize its cash for acquisitions.

Progress Softw are Corp. Progress Softw are Corp. held its earnings conference call. The company may look at acquisition opportunities. Rick Reidy, President and CEO of the company said: “We'd be looking at -- for any technology gaps w ould be looking at partnerships. As w ell as potential acquisitions but those w ould be tuck-ins and those w ould be simply a buy or build decision at that point. So largely, if w e w ere going to do a bigger acquisition it w ould be to enhance our RPM story and strategy but in a f inancially sound w ay.”

Progress Softw are Corp. plans to look for acquisitions. Rob Levy, executive vice-president and chief product off icer of the f irm said that the f irm is looking for extension of the RPM suite next year, either through acquisitions or building new versions in-house. “As the chief product off icer, I alw ays look for acquisitions. We w ill start talking about RPMâ€™s Version-II beginning next year w hen w e w ill think about w hat technology w e need to acquire,” Levy said, adding India w as a market w ith a lot of technologies and many opportunities for acquisitions.

PROS Holdings, Inc. PROS Holdings Inc. held its earnings conference call. The company intends to look at acquisition opportunities. Charlie Murphy, Chairman, CEO and President of the company said: “Estimated expenses assumed in the guidance w e are providing for the third quarter is approximately $16.4 million. We believe these planned investments w ill up-drive organic revenue grow th. At the same time, our long-term grow th could also be supported by acquisitions considering our strong cash position of $60.8 million. While w e have no specif ic activity to announce at this time, w e have and w ill consider acquisitions that support our long-term objectives.”




APPENDIX H: SELECT 2010 CORPORATE ANNOUNCEMENTS – SEEKING SOFTWARE ACQUISITIONS (CONT) Company Announcement SummariesQuest Softw are Inc. Quest Softw are Inc. continues looking for acquisitions. Doug Garn, Chief Executive of the f irm said that Quest Softw are is actively looking for acquisitions

in Europe and expects to make several deals in the near-term. The f irm added that it is looking to spend the $300 million cash it has generated in Europe rather than exporting the money to the United States at an “exorbitant tax rate.” “With a high degree of confidence I can tell you w e w ill be buying more companies in Europe in the coming 12 months,” he noted. “It is good to invest some money back in the region you make your money.” Garn said acquisitions w ould be at the heart of the California-based company's grow th strategy. “Most of our dollars w e w ill be spending tow ards acquisitions. Our target is to spend betw een $1.2 billion and $1.5 billion on acquisitions over the next 5 years,” he said. He said acquisitions are a necessity for the company. “The next hurdle is to get to $1 billion - $1.5 billion. We have a lot of great internal strategies but w e also have to f ilter in that acquisitions w ill help to make that reality,” Garn added.

RealPage, Inc. RealPage, Inc., w hich is expecting sale of up to $150 million of stock in an IPO, is looking for acquisitions. The company intends to use the proceeds for debt repayment and funding possible acquisitions of businesses and technologies.

Red Hat, Inc. Red Hat, Inc. plans to look for acquisitions. Charlie Peters, Chief Financial Off icer of the f irm said that it is on the prow l for acquisitions of companies w ith complementary technology. Jim Whitehurst, CEO of the f irm said that Red Hat is sitting on $1.05 billion in cash, and the company continues to invest “very heavily for the future.”

Rightnow Technologies Inc. Rightnow Technologies Inc. plans to look for acquisitions. The f irm announced plans to sell at least $125 million of 20-year convertible senior notes, raising capital for potential purposes including acquisitions.

RiskMetrics Group, Inc. RiskMetrics Group Inc reported 2% decrease in revenue at its risk management business in the fourth quarter. The company intends to look at acquisition opportunities. Chief Executive of the company, Ethan Berman said that the company w ill explore opportunities for acquisition in the risk space to strengthen its position. RiskMetrics expects to report revenue of $315 million to $325 million in 2010.

Salesforce.com Salesforce.com plans to look for acquisitions. The firm reported net income of 13 cents a share on revenue of $376.8 million, up 24% from a year ago. The company said non-GAAP earnings w ere 30 cents a share. The company also said that it “anticipates closing tw o small technology-related asset acquisitions in the second quarter.”

SAP AG SAP AG did not rule out further acquisitions, though purchases w ould be smaller than the recent takeover of Sybase Inc., WirtschaftsWoche reported, citing an interview w ith the SAP’s Co-Chief Executive Off icer, Jim Hagemann Snabe. “Takeovers are an important part of our strategy,” Snabe w as cited as saying in an e-mailed preview of a report to be published in WirtschaftsWoche. SAP isn’t planning a takeover in the magnitude of Sybase “soon,” Snabe said, according to WirtschaftsWoche.

SAP AG, w hich has recently acquired Sybase, is reportedly looking for more strategic acquisitions. Likely focus areas could be IaaS, PaaS and Enterprise Content Management, Die Welt reported. Jim Hagemann Snabe, the Co-Chief Executive of SAP, told Die Welt that strategic acquisitions remain part of the strategy after the Sybase deal, but added that one should not expect a string of takeovers similar to the mentioned recent deal. SAP could look at f irms in the hosted cloud infrastructure space cherry picking Infrastructure-as-a-Service (IaaS) and Platform-as-a-Service (PaaS) companies.

Jim Hagemann Snabe, co-CEO OF SAP AG said that the f irm is on the lookout for acquisitions, including big ones. “To enhance our market position even more, w e continue to search for acquisitions to provide us w ith innovative functionality and softw are to complement, enhance, and round out our industry, product, and technology offerings,” he said. “We are also open to larger acquisitions, if it means more value for our customers and shareholders.”

SAP AG is looking at acquisitions. CEO of local IT services and solutions integrator Resource, Gilmar Baristela said, "We are considering small acquisitions. For example, if w e see a client trying to consolidate its contracts among four or six providers. We have the structure and the size, so w e'll qualify. But,

SeaChange International Inc. SeaChange International Inc. is looking for acquisition opportunities. The company stated, “We actively review potential acquisitions that w ould complement our existing product offerings, enhance our technical capabilities or expand our marketing and sales presence.”

Simulations Plus Inc. Simulations Plus Inc. plans to look for acquisitions. The f irm reported f inancial results for its third quarter of f iscal year 2010 ended May 31, 2010. Consolidated revenues increased 14.9% to record $3.1 million from $2.7 million. Walt Woltosz, Chairman and Chief Executive Off icer of the f irm said, “We continue to receive consulting contracts at a steady pace that serve as evidence of our w orld-class expertise in absorption and pharmacokinetics. And our search for accretive acquisitions and for talented staff to expand our Life Sciences and Marketing and Sales teams is ongoing.”

Simulations Plus, Inc. reported f inancial results for its second quarter of f iscal year 2010 ended February 28, 2010. Consolidated revenues increased 20.1% to $2.95 million from $2.46 million. The revenue for pharmaceutical softw are and services w as up 25.2% to $2.23 million from $1.78 million. Walt Woltosz, Chairman and Chief Executive Off icer of Simulations Plus, said: "These results represent a new record second quarter and f irst six months for both revenues and earnings. Shareholder equity grew once again, to $11.5 million from $10.6 million at the beginning of the f iscal year. Cash f low remains strong w ith no debt. We continue seeking accretive acquisitions.”

Sina Corp. Sina Corp. is seeking acquisitions. Charles Chao, CEO of the f irm said that Sina continues to seek acquisitions and investments in e-commerce, gaming and the mobile sector but had no announcements for the near future. He added, “We believe the higher than normal P/E ratio created by the initial IPOs on China's new ly introduced stock exchange for SMEs has temporarily created a bubble in China's TMT market, so w e are becoming more cautious on our investment decisions.”

Sina Corp. reported fourth-quarter net income of $372.1 million. The company intends to look at acquisition opportunities. Chief Executive of the company, Charles Chao stated that Sina intends to use its cash for acquisitions in online games and other areas to promote revenue grow th and diversification and enhance product and user technology.

Sohu.com Inc. Sohu.com Inc w as planning to make a small acquisition in the w ireless internet f ield. Chairman and CEO of the company, Charles Zhang said: "We're not looking at any acquisitions, but maybe just a small one.”

SoundBite Communications, Inc. SoundBite Communications Inc. held its earnings conference call. The company intends to look at acquisition opportunities. Jim Milton, President and CEO of the company said: “The strategic groundw ork w e've laid gives us a solid foundation to explore opportunities that could help accelerate our internal grow th. Whether w e decide to selectively pursue acquiring businesses or technologies that w ill expand our service or provide access to new markets or clients, w e are now in a much better position to consider acquisitions and other corporate initiatives. This has become a core piece of our grow th strategy now that w e have the operational foundation in place, a complete understanding of the market, and a strategic vision of w here w e w ant to take the business.”

SuccessFactors, Inc. SuccessFactors Inc. has acquired CubeTree. The company reported a loss of $4.6 million. The company stated that it continues to look for selective acquisition opportunities to further its technology, create resell able high margin content and expand its geographic presence.

Symantec Corporation Symantec Corporation is looking for acquisitions in India. Vice President, Asia South Region, Eric Hoh said that the company plans to focus on expanding its base through strategic acquisitions. He said, "India is an important destination for us. We are looking at acquisitions all the time and w e w ill certainly w ant to acquire as many companies. We w ill be investing heavily in India to expand our presence in terms of IPs, sales off ices, R&D units and increasing our w orkforce."




APPENDIX H: SELECT 2010 CORPORATE ANNOUNCEMENTS – SEEKING SOFTWARE ACQUISITIONS (CONT) Company Announcement SummariesSynopsys Inc. Synopsys Inc. plans to make acquisitions. Chi-Foon Chan, Synopsys’ Global President and Chief Operating Off icer said, “I think w e have lined up some

acquisitions as w e are very excited about this market. India is a good place to acquire talent. Though w e don’t specif ically say it, w e are consciously looking at acquisitions. How ever, I cannot name the companies. Actually, it is good new s for India. If w e w ant to recruit another 100 people in India, w e know how to do it organically. How ever, w henever w e merge, it is for technologies. India has a very strong engineering base and w e are quite optimistic that something (an acquisition) w ill happen here.”

Taleo Corp. Taleo Corp. reported net income of $4.6 million for the fourth quarter. The company has more than $244 million in cash. The company stated that it w ould continue to look at acquisitions.

The Knot, Inc. The Knot, Inc. reported f inancial results for the fourth quarter and year ended December 31, 2009. For the fourth quarter ended December 31, 2009, the company reported net revenue of $25.1 million. The company intends to look at acquisition opportunities. John Mueller, Chief Financial Off icer of the company said: "Our ecommerce acquisition and national online advertising drove revenue grow th in the fourth quarter w hile expenses leveled out in 2009 as expected. We continue to look for opportunities to acquire businesses that leverage core assets, including our w idely recognized life stage brands, loyal consumer audience, nimble local sales infrastructure, and proprietary registry-related patents and technology."

ValueClick, Inc. ValueClick, Inc. plans to look for more acquisitions. The f irm posted second-quarter results. For the second quarter, ValueClick earned $12 million, or 15 cents a share, compared w ith $14.9 million, or 17 cents a share, a year ago. Analysts w ere expecting earnings of 12 cents a share. Revenue dipped 4 percent to $99.6 million, but beat analysts' estimate of $96.9 million. ValueClick recently acquired Investopedia.com. “I am confident that w e can accelerate this grow th in the second half of the year, w hile continuing to look for high quality acquisitions like Investopedia...,” Chief Executive of the f irm, Jim Zarley said in a statement.

Vistaprint N.V. Vistaprint N.V. said that the company is looking for acquisition opportunities. Robert Keane, President and CEO of Vistaprint said, “So, w e maintain the same acquisition strategy, as w e alw ays have had w hich is w e alw ays are considering acquisitions but w e are very, very prudent about them because w e really w ant to ensure that it adds value to us as a buyer, not just to the selling party. And I think, w e have a great deal of prudence because a lot of acquisitions don't w ork out for the acquiring party. So, w e consider them, this is the f irst time in a long time since w e have been a private, w ell before w e w ent public that w e've completed a transaction. But w e w ill continue to consider them in the future. We still believe that acquisitions are not likely to make up a signif icant portion of our future revenue grow th. We have alw ays said w e w ill not rule small tuck-in acquisitions and it's certainly possible. But the acquisition strategy remains the same.”

VMw are, Inc. Paul Maritz, Chief Executive Off icer of VMw are, Inc. said that the f irm aims to raise the proportion of sales outside the United States by more than 10 percentage points in the next f ive years. He added that VMw are is likely to keep seeking small acquisitions of promising technology companies to ensure “w e're prepared to make sure w e have the technology w e need.”

Workstream Inc. Workstream Inc. may look for acquisitions. The f irm announced expansion of its management, appointment of a new Board of Directors, new capital structure and additional capital for the human capital technology, softw are and services company. The changes are expected to result in grow th of the business and the introduction of additional products as w ell as to set a course for possible future acquisitions.

Yahoo! Inc. Rich Riley, Senior Vice-President and Managing Director for Yahoo! Inc. Europe, Middle East and Africa said that the company may make more acquisitions in Middle East. Riley said the company is also open to the possibility of more acquisitions in the Middle East. "Yahoo is alw ays opportunistic about looking for acquisitions," he said. "We have a strategy in the Middle East that is not contingent on any additional acquisitions, but w e alw ays have our radar on for something that makes sense,” he added.

Yahoo! Inc. is looking for acquisition targets in India. Carol Bartz, Chief Executive Off icer of Yahoo, said in an interview w ith Economic Times that Yahoo controls 73% of the Indian internet market. Bartz said that Yahoo w ill look for acquisitions in India in the content and technology space or to achieve a bigger share of the audience.

Carol Bartz, Chief Executive of Yahoo! Inc. said that the f irm is looking to make small acquisitions. She remained mum on Foursquare. She said, “I w on't comment on Foursquare directly, but w hat I'll comment on is that local information, w here someone is, w hat's in your neighborhood, that's very interesting.”

Yahoo! Inc. reported a fourth-quarter net profit of $153 million compared w ith a loss of $303 million in the same quarter in 2009. Revenue, how ever, continued to fall, falling 4% in the quarter w hich ended on December 31 to $1.732 billion. Yahoo! said its annual net profit rose 43% to $598 million w hile annual revenue fell 10% to $6.46 billion. "The fourth quarter marked a strong f inish to 2009, w hich w as a transformative year for Yahoo!," said Bartz. She said in a conference call w ith analysts, that 2009 had been a "w onderful" if "bumpy" ride in "one of the w orst economic climates ever. Bartz said Yahoo! has "many more new products planned for this year" and w ould also be seeking acquisitions. "For us, 2010 is about acquisitions to make Yahoo! even stronger," she said, although she cautioned that the company does not plan any big acquisition.

To keep your finger on the pulse of the software equity markets, subscribe to our Monthly and Quarterly Reports at http://www.softwareequity.com/research_reports.aspx. Software Equity Group is an investment bank and M&A advisory serving the software and technology sectors. Since 1992, our firm has represented and guided private companies throughout the United States and Canada, as well as Europe, Asia Pacific, Africa and Israel. We have advised public companies listed on the NASDAQ, NYSE, American, Toronto, London and Euronext exchanges. Software Equity Group also represents several of the world's leading private equity firms. For a confidential consultation without obligation, please contact Kris Beible, Director, Business Development (858 509-2800, [email protected]). CONTACT INFORMATION: Software Equity Group, L.L.C. 12220 El Camino Real, Suite 320 San Diego, CA 92130 www.softwareequity.com p: (858) 509-2800 f: (858) 509-2818

The information contained in this Report is obtained from sources we believe to be reliable, but no representation or guarantee is made about the accuracy or completeness of such information, or the opinions expressed herein. Nothing in this Report is intended to be a recommendation of a specific security or company or intended to constitute an offer to buy or sell, or the solicitation of an offer to buy or sell, any security. Software Equity Group LLC may have an interest in one or more of the securities or companies discussed herein. Financial data provided by Capital IQ. This Report may not be reproduced in whole or in part without the expressed prior written authorization of Software Equity Group, L.L.C. Software Equity Group registers each Report with the U.S. Copyright Office and vigorously enforces its intellectual property rights.

Copyright © 2011 by Software Equity Group, L.L.C., All Rights Reserved

http://www.softwareequity.com/research_reports.aspx

mailto:[email protected]

http://www.softwareequity.com/index.aspx

2010 Software Industry Equity Report

Documents

Transcript of 2010 Software Industry Equity Report