Shea & Company Annual Software Market Review - 2007

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Shea & Company, LLC Merger & Acquisition Advisory Corporate Development & Strategy Capital Raising Shea & Company has a wealth of experience with buy-side and sell-side M&A as well as divestitures and other structures Our focus on “outsourced corporate development” is ideal for emerging software leaders facing tough strategic challenges We provide thoughtful advice in private and public market capital raising transactions without the conflicts of interest endemic to large investment banks Who Who we we are are and and what what we we do do • Launched in 2005 to provide corporate development & strategy consulting, M&A and financial advisory services to emerging and established leaders in enterprise, infrastructure and technical software • Our clients are organizations facing robust corporate development challenges in a rapidly-changing and highly turbulent industry • New stages in the technology lifecycle • Emerging market categories • Competitive threats or partnering opportunities • Issues of value creation versus realization • Founder Michael Shea has spent over 12 years working with emerging leaders in software, as well as with the industry’s largest and most established companies • Shea & Company is based in Boston and since its inception has undertaken projects with clients on both coasts of the U.S., in Canada and in Europe, as M&A advisor in both sell and buy-side capacity proprietary & confidential 29
Notable Transactions Financial terms not disclosed January 2008 Financial terms not disclosed November 2006 $153,000,000 May 2006 Financial terms not disclosed July 2005 has been acquired by has been acquired by has been acquired by has been acquired by Shea & Company served as the exclusive financial advisor to Onaro Shea & Company served as the exclusive financial advisor to SPL WorldGroup Shea & Company served as the exclusive financial advisor to Kashya Shea & Company served as the exclusive financial advisor to ProfitLogic Transaction Overview • On January 3, 2008, NetApp announced the acquisition of Boston-based Onaro, a privately-held provider of storage service management software • The combination will allow NetApp to deliver storage service management (SSM), enabling their customers to increase service quality, performance and compliance by managing storage as a service Transaction Overview • On November 3, 2006, Oracle announced the acquisition of San Francisco-based SPL WorldGroup, a provider of utility billing software • The merger will allow the combined companies to deliver an end-to-end revenue management solution for investorowned and public sector utilities, governments and other taxing authorities Transaction Overview • On May 5, 2006 EMC announced the acquisition of Israel-based Kashya, a privately-held provider of disaster recovery software and appliances • The addition of Kashya’s best-of-breed Continuous Data Protection (CDP) and Continuous Remote Replication (CRR) technology strengthens EMC’s position as the leading storage hardware and software vendor Transaction Overview • On July 5, 2005, Oracle announced the acquisition of Boston-based ProfitLogic, a privately held provider of retail profit optimization software • The combination of Oracle’s recentlyacquired Retek automation software with ProfitLogic’s RPO technology will create the first complete customer insight driven enterprise platform for retailers Significance of Transaction • For NetApp, this transaction signals a continued strengthening of the company's storage and data management software portfolio • Onaro provides a strong platform on which NetApp can expand its solutions in enterprise SAN management, building on the company’s core strengths in Network Attached Storage (NAS) Significance of Transaction • The acquisition of SPL brought Oracle into the utility vertical, and was the largest and most significant transaction in the consolidation of the industry, including Oracle (SPL, Lodestar), Constellation (AUS, Cayenta, Harris) and Mincom (Conversant) • The acquisition enables Oracle to provide fully-integrated ERP and CIS, with valueadded features like asset management, outage management and workforce mobility Significance of Transaction • Kashya’s rich portfolio of heterogeneous replication software enhances EMC’s broad set of capabilities for host-based replication and vitalizing and safeguarding data • Kashya’s R&D operation will form the core of a new EMC Israel Software Development Center Significance of Transaction • With the acquisition of ProfitLogic in combination with the company’s Retek transaction, Oracle has put itself in position to dominate the fast growing market within the retail vertical • The combination will enable Oracle to accelerate ProfitLogic’s ability to drive dramatic financial improvement for a larger set of leading retailers proprietary & confidential 30
Page 1 and 2: Annual Infrastructure & Application
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Page 9 and 10: 2006 - 2007 Software M&A Transactio
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Page 19 and 20: Most Active Public Consolidation Pl
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Page 23 and 24: Trading Multiples by Segment contin
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Page 29: Software IPO Pipeline ($ millions)

Shea & Company Annual Software Market Review - 2007

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