ad-tech perspective april 2014

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Advertising And Marketing Technology March 2014 Disclaimer: This document has been produced by Results International Group LLP (“Results”) and is furnished to you solely for your information and may not be reproduced or redistributed, in whole or in part, to any other person. No representation or warranty (expressed or implied) is made as to, and no reliance should be placed on, the fairness, accuracy or completeness of the information contained herein and, accordingly, none of Results’ officers or employees accepts any liability whatsoever arising directly or indirectly from the use of this document. Julie Langley Mark Williams Partner Director +44 (0) 20 7514 8247 +44 (0) 20 7514 8242 [email protected] [email protected] For more information contact: Market overview and update

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The latest edition of our Advertising and Marketing Technology sector overview piece, looking at M&A and financing trends across the AdTech and marketing software sector

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Page 1: Ad-tech Perspective April 2014

Advertising And Marketing Technology

March 2014Disclaimer:

This document has been produced by Results International Group LLP (“Results”) and is furnished to you solely for your information and may not be reproduced or redistributed, in whole or in part, to any other person. No representation or warranty (expressed or implied) is made as to, and no reliance should be placed on, the fairness, accuracy or completeness of the information contained herein and, accordingly, none of Results’ officers or employees accepts any liability whatsoever arising directly or indirectly from the use of this document.

Julie Langley Mark WilliamsPartner Director+44 (0) 20 7514 8247 +44 (0) 20 7514 [email protected] [email protected]

For more information contact:

Market overview and update

Page 2: Ad-tech Perspective April 2014

Contents

01 About Us

02 Market Landscape

03 Public Markets Environment

2

Page 3: Ad-tech Perspective April 2014

Digital Media

Selected clients and transaction counterparties (1)

Corporate Finance Advisors to the Adtech, Software & Marcoms SectorsAn established team of sector experts…

• Results International is a market-leading M&A advisory firm founded in 1991

• Entrepreneurial and owner-managed

• 40 person global team with over 250 completed transactions

• Senior level attention on all transactions

Adtech

Marketing Services

Software

Sector specialism

…with global reach

(1) Some clients were advised by Results International Partners at prior firms3

Page 4: Ad-tech Perspective April 2014

James KesnerManager

Anthony HarringtonManager

Mark WilliamsDirector

Selected Team Members- UK

Andy CollinsSenior Partner

• Joined Results in 2005 and has completed over 50 transactions, raised £150m of funding from private equity and the Capital Markets and provided strategic advice to a wide range of businesses

• Clients include Abacus, Retail Eyes, Bridgehead International, Chemistry Communications, Latitude, and Total Healthcare Group

Keith HuntManaging Partner

• Joined Results in 2005 - Previously Head of M&A at Ernst & Young

• 20+ years experience in corporate finance, including M&A, fundraising, IPOs, JVs, MBOs and MBIs

• Clients include The Group, Figtree, Monitor Media, Spannerworks, Flip Media, Transactis, Punktilio, Flamingo, Brand X, and AIA

• Joined Results in 2012. He started his career at KPMG working in Financial Services M&A and moved to Ingenious Corporate Finance in 2010

• Clients include Staffcare, Moonpig, St Ives, and Inflexion

Julia Crawley-BoeveyDirector

• Joined Results in 2010 having spent over four years at BDO where she worked in both Audit and Corporate Finance

• Clients include The Group, Blue Rubicon, Virgo Health, Incite, and Crayon

• Joined Results in 2013, has experience in healthcare focused corporate finance at Bear Stearns, Rothschild and Investec

• Clients include Enteq Upstream PLC, Arena Leisure PLC, Busy Bees and Protherics PLC

• Joined Results in 2013 from Kingston Smith

• ACA qualified, has previously worked as a Finance Director for a London based brand consultancy

• Previous clients include ID magazine, Not to Scale, Writtle, Adam and Eve

Jim HoughtonPartner

• Joined Results in 2010, with over 10 years of M&A experience

• Prior to joining Results Jim led European M&A activity for the marketing services division of Omnicom (DAS)

• Clients include We are Social, Blue Rubicon, Virgo Health, Crayon, Iris, and United News & Media plc

• Joined Results in 2012 to lead the tech and digital media practice

• 15 years M&A experience at Broadview then Jefferies, advising tech and digital media companies on M&A and fundraising

• Advised on transactions with Oracle, Microsoft, Experian, Moody’s, IAC, Axel Springer, DMGT, and BT, amongst others

Julie LangleyPartner

4

Page 5: Ad-tech Perspective April 2014

• Co-founded GroupArgent in 2005. Closed $4.0 billion in cross-border transactions including several Canada-US

• Experience includes advising Hunt Mobile Advertising on its transaction with Opera Mediaworks, Telesystem International Wireless (NASDAQ: TIWI) sold to Vodafone, and buyout and exit representation for Canadian firms Caisse de Dépôt and Wynnchurch

Pierre-Georges RoyPartner

Selected Team Members - International

• Long career in marketing sector (Ogilvy & Mather, The Ball Partnership)

• Managed the acquisition of SMART to McCann Worldgroup, CCG by Publicis Group to establish Digitas China, CIC by Kantar Media and The Upper Storey by Isobar

Andrew KeffordManaging Partner –Asia Pacific & MENA

Chris BeaumontManaging Partner –North Asia

• 16 years of experience consulting in Asia

• For 10 years Chris was with McCann-Erickson in Asia; he was both Vice-Chairman of its operations in Tokyo and Chief Strategy Officer for WorldGroup across Asia

• Co-founded GroupArgent in 2005 and has closed over 35 transactions totaling $0.75 billion

• Experience includes advising Hunt Mobile Advertising on its transaction with Opera Mediaworks

• Prior to GroupArgent, Maurice worked at the Zanett Group, Morgan Stanley and IBM

Maurice WatkinsPartner

• Joined Results in 2008 and has 13 years working in financial services, with over 8 years of experience as a corporate finance specialist

• Previously worked at Nomura, Royal Bank of Canada and Ernst & Young

• Clients include Abacus, Total Healthcare Group, Synergy, D2D and Retail Eyes

Hemavli BaliExecutive Director

• 27 years experience in the advertising sector, including as COO of JWT's Middle East Network

• Joined Results International in 2008 and has since been engaged in a number of buy and sell mandates

Imad KublawiRegional Partner –MENA

• Spent 24 years at Hindustan Thompson (part of JWT), the largest ad agency in India

• Other roles include COO at RK Swamy/BBDO and as advisor to companies in India, Pakistan & Dubai

Sunil GuptaArea Liaison –South Asia

5

US Team

Asia Team

Page 6: Ad-tech Perspective April 2014

Selected Transactions Across Technology, Marcoms & Digital Media

NOTE: Certain transactions were advised on by RI’s Partners at previous firms. 6

has been acquired by

has invested in

has been acquired by

has been acquired by

has been acquired by

is joininghas been acquired

by

has been acquired by

has been acquired by

has been acquired by

has been acquired by

has been acquired by

has completed a joint venture with

has been acquired by

has been acquired by

has been acquired by

has been acquired by

has been acquired by

Page 7: Ad-tech Perspective April 2014

Content

01 About Us

02 Market Landscape

03 Public Markets Environment

7

Page 8: Ad-tech Perspective April 2014

Measurement & Optimisation

• Ad Network and Exchanges• DSPs/SSPs/DMPs• Programmatic Trading

Space• Targeting/Retargeting• Tracking, Tag Management

Attribution• Optimisation

Marketing Technology Landscape – Illustrative Companies

Marketing Automation

• Omnichannel Campaign Management

• Marketing Automation• Lead Management• Email Marketing

Social CRM /Social Software /

Data

Advertising Platforms

Mobile

• Mobile Marketing• Mobile App Platforms• Mobile DSPs• Mobile Ad Management/Ad

Serving• mCommerce

eCommerce Tech

• eCommerce Platforms• Recommendation Software• Personalisation Software• eCommerce Logistics• Content Management

Video

• OVP’s• Video Sharing• Video Commerce/ Marketing• Video Creation Tools• Video Ad Networks• Video Search Engines

Su

bseg

men

ts

Diversified Vendors

Selected Representative Companies

• Social Media Tools• Ratings & Reviews• Monitoring & Intelligence• Analytics• Customer Service Solutions• Enterprise social networking

8

Page 9: Ad-tech Perspective April 2014

Advertising Platforms Landscape – Illustrative Companies

9

Specialised entities of media buying agencies focusing on media trading and RTB

Agency buying desks

Demand side

Technology for media buyers aggregate, bid on and optimize digital inventory across multiple sources

Demand side platforms (DSPs)

Technology / marketplaces to connect publishers and advertisers and advertisements on websites

Ad Exchanges & Ad Servers

Data providers and data management Platforms (DMP)

Data Management

Platforms (DMPs)

Commonly known as yield managers/optimisers

Supply side platforms (SSPs)

Supply side

Enable the publishers of the website theyRepresent to sell moreInventory

Ad Networks

RTB Focus

Page 10: Ad-tech Perspective April 2014

3643

32 3426

34

4943

6155

48 45

78 7888

65 6470

89

73 7768

4959

0

10

20

30

40

50

60

70

80

90

100

Q12008

Q22008

Q32008

Q42008

Q12009

Q22009

Q32009

Q42009

Q12010

Q22010

Q32010

Q42010

Q12011

Q22011

Q32011

Q42011

Q12012

Q22012

Q32012

Q42012

Q12013

Q22013

Q32013

Q42013

Strength Of The Global M&A Ad Tech Market(#

Deals

)

Sources: Press releases, CapitalIQ, Corpfin, and Results’ Analysis

Adtech consolidation continues at pace – however there is substantial VC funding going into the sector and the number of new start-ups is outpacing the number of acquisitions (Source: Luma Partners)

Key M&A drivers:

- Established players have been acquiring new capabilities/ technologies to extend their existing product suites

- Large internet conglomerates and technology companies continue to compete to remain ‘on top’ of new tech innovations and are competitively scouring the market for the best start-ups and talent

- Yahoo, in particular, was a prolific acquirer in 2013 making over 30 acquisitions

The IPO market has recently opened for adtech including RocketFuel, Criteo and YuMe, however these parties have yet to use their currency to pursue acquisitions

- As many of the recently IPO’d companies have large operating losses and without profitability in sight, these companies are unlikely to make significant acquisitions unless a deal is highly strategic

10

Page 11: Ad-tech Perspective April 2014

Selected Recent Deal Activity

Date Buyer TargetEV ($m)

EV/REV

Description

Jan-14 n.a. n.a.Marketing automation and lead generation platform

Jan-14 n.a. n.a.Marketing automation platform provider

Jan-14 n.a. n.a.Cross-channel campaign management SaaS platform

Jan-14 n.a. n.a.Mobile and web push notifications

Jan-14 n.a. n.a.Technology that turns graphic designs into email marketing

Dec-13 1,497 7.7xSoftware to orchestrate marketing interactions

Oct-13 n.a. n.a.CRM and marketing automation solutions

Oct-13 15 7.5x Content marketing start-up

Aug-13 n.a. n.a.Marketing automation & demand generation

Jun-13 600 10.3xCross-channel campaign management

Jun-13 2,562 8.1xCloud-based marketing automation

May-13 344 7.2xLead generation and conversion software

May-13 n.a. n.a.App for SMEs to create email & mobile marketing campaigns

May-13 n.a. n.a.Web-based email marketing system

Dec-12 871 9.2x(1) Cloud-based marketing automation

(1) Eloqua was on a revenue run rate of approx. $95m, 9.2x is the run rate revenue multiple(2) Consideration was reportedly between $15-20m

Marketing Automation

11

Date Buyer TargetEV ($m)

EV/REV

Description

Feb-14 n.a. n.a.Social media strategy platform

Jan-14 18(2) n.a. Social analytics platform

Jan-14 n.a. n.a.Social intelligence and text analytics

Dec-13 n.a. n.a.Social media analytics and engagement platform

Nov-13 n.a. n.a. Social analytics platform

Oct-13 35 n.a.Social advertising and analytics platform

Oct-13 n.a. n.a."Billboard", social ads to promote products

Jul-13 n.a. n.a.Social media monitoring company

Jun-13 n.a. n.a.Platform for conducting social media analysis

May-13 n.a. n.a. Social commerce platform

Apr-13 n.a. n.a.Social media listening and compliance

Feb-13 c.75 n.a.Social media monitoring for TV shows & commercials

Jan-13 n.a. n.a.Social media marketing suite for SMBs

Aug-12 40 n.a.Social media advertising services

Jul-12 350 n.a.Social media marketing software

Social CRM / Social Software

Page 12: Ad-tech Perspective April 2014

Selected Recent Deal Activity

Date Buyer TargetEV ($m)

EV/REV

Description

Mar-14     n.a. n.a. Mobile ad targeting

Jan-14   n.a. n.a.Mobile ad server and analytics platform

Jan-14 2 n.a."Smart receipts" that feature coupons and special offers

Jan-14 n.a. n.a.Proximity mobile marketing firm

Jan-14 n.a. n.a.Technology to target display ads to audiences & locations

Jan-14 n.a. n.a. Mobile advertising network

Nov-13 n.a. n.a.Mobile marketing business in India, UK and US

Oct-13 150(1) n.a. Mobile data analytics platform

Oct-13 15 n.a.Mobile personalisation and native advertising technology

Oct-13 n.a. n.a.Cloud-based mobile messaging tools

Sep-13 350 n.a.Ad inventory management platform for mobile publishers

Sep-13 n.a. n.a.Real-time bidding platform for mobile ads

Aug-13 209(2) n.a.Mobile ad network - targeted advertising

Aug-13 n.a. n.a.US assets of mobile marketing and software company

Jul-13 n.a. n.a.Mobile marketing technology and services

12

(1) Total deal size is reportedly between $100-200m(2) Jumptap shareholders received 24.6m of Millennial Media shares, based on August 14 share price

$8.5(3) Consideration consists of 3m of Brightcove stock and $9m in cash(4) Does not include approx. $4m in employee equity instruments which vest over next 4 year period

(5) A further $10m of consideration is payable to employees and management as incentive and

retention payments over next 12 month period(6) EV includes extra consideration of $5m which is contingent on further investment not being

required for the new company post acquisition

Mobile Technology

Date Buyer TargetEV ($m)

EV/REV

Description

Mar-14 360 n.a.Video ad placement technology

Feb-14 26(3) n.a.Targeted video advertising technology

Jan-14 49(4) 9.8x Video advertising technology

Dec-13 55(5) 2.2xMobile video advertising technology platform

Oct-13 n.a. n.a.Video creative build and distribution

Oct-13 n.a. n.a.Social artery for video news, inspiration and leading voices

Sep-13 n.a. n.a.Online video demand side platform

Aug-13 490(6) n.a.TV advertising distribution unit of Digital Generation

Aug-13 405 n.a. Video advertising platform

Aug-13 n.a. n.a.Video content syndication and advertising platform

May-13 n.a. n.a.Platform for social video advertising

Apr-13 n.a. n.a. Video advertising network

Mar-13 n.a. n.a. Video advertising network

Jan-13 n.a. n.a.In-stream video advertising optimization

Dec-12 n.a. n.a.Mobile and video in-game ad delivery platform

Video Technology

Page 13: Ad-tech Perspective April 2014

Selected Recent Deal Activity

13

Date Buyer TargetEV ($m)

EV/REV

Description

Feb-14     n.a. n.a.SEO technology for eCommerce sites

Feb-14     n.a. n.a.eCommerce software solutions

Jan-14 n.a. n.a. eCommerce platform

Jan-14 83(1) n.a.eCommerce and ad personalisation technology

Jan-14 n.a. n.a.Digital publishing and eCommerce SaaS solutions

Nov-13 SitecoreCommerceserver.net

n.a. n.a.CXM platform with integrated eCommerce engine

Oct-13 n.a. n.a.SaaS logistics and supply chain management

Oct-13Francisco Partners

Avangate n.a. n.a.Customer-centric eCommerce solution

Oct-13 Staples Runa n.a. n.a.eCommerce personalisation technology

Aug-13     n.a. n.a.eCommerce solutions provider

Aug-13 Sanderson Catan Marketing

1 0.7xeCommerce solutions provider

Jul-13     n.a. n.a. eCommerce app platform

Jun-13 n.a. n.a.eCommerce platform that places promotions (Buy Now)

Jun-13 Rakuten Webgistix n.a. n.a.Cloud-based fulfillment technology for eCommerce

Jun-13 1,351 10.8x eCommerce software

Ecommerce Technology

(1) Does not include a further $7.7m of consideration paid out over next two years(2) EV / TTM EBIT multiple of 2.2x

(3) Further consideration of up to $13.1m is available based on Republic Project reaching revenue and adjusted EBITDA performance targets in 2014 and 2015

(4) Valuation reportedly ranges from $10-15m

Date Buyer TargetEV ($m)

EV/REV

Description

Mar-14     n.a. n.a. Data management platform

Mar-14 n.a. n.a. Tag management technology

Feb-14 n.a. n.a. Data management platform

Feb-14 n.a. n.a.Programmatic media buying and optimisation platform

Feb-14 n.a. n.a. Media trading firm

Dec-13 24/7 MediaCyrstal Semantics

3 n.a.(2) Advertising solutions to match advertisements to content

Nov-13 Zanox Metrigo n.a. n.a. RTB buyside platform

Nov-13 StartMeApp AdNubo n.a. n.a.Technology in programmatic, desktop RTB trading

Nov-13 Centro Sitescout 40 n.a. RTB platform

Oct-13 NeustarAggregate Knowledge

119 n.a. Data management platform

Oct-13 DGRepublic Project

1(3) n.a.Ad platform for rich media advertisements

Oct-13 CPXi AdReady n.a. n.a.Self-serve advertising platform and dynamic creative vendor

Sep-13 Networkplay YoCAPTCHA n.a. n.a. Advertising platform

Aug-13W Technologies

AdMedia Group

n.a. n.a.Digital advertising distribution technology

Aug-13 KDDI ScaleOut 13(4) n.a. Demand side platform

Advertising Platforms

Page 14: Ad-tech Perspective April 2014

Content

01 About Us

02 Market Landscape

03 Public Markets Environment

14

Page 15: Ad-tech Perspective April 2014

23.2x

15.0x

20.8x

15.6x

n.a.

9.7x

12.6x

0.0x

5.0x

10.0x

15.0x

20.0x

25.0x

DiversifiedInternet

MarketingTechnology

Video Mobile Social CRM DiversifiedAgencies

EnterpriseSoftware

28%

11%

0%

24%

0%

17%

30%

0%

5%

10%

15%

20%

25%

30%

35%

DiversifiedInternet

MarketingTechnology

Video Mobile Social CRM DiversifiedAgencies

EnterpriseSoftware

6.7x

4.3x

2.5x

3.8x

2.9x

1.6x

4.2x

0.0x

1.0x

2.0x

3.0x

4.0x

5.0x

6.0x

7.0x

8.0x

DiversifiedInternet

MarketingTechnology

Video Mobile Social CRM DiversifiedAgencies

EnterpriseSoftware

14%

20%21%

35%

15%

4%

9%

0%

5%

10%

15%

20%

25%

30%

35%

40%

DiversifiedInternet

MarketingTechnology

Video Mobile Social CRM DiversifiedAgencies

EnterpriseSoftware

Valuation Benchmarks

15

EBITDA Margins 2014E EV/EBITDA 2014E

Revenue growth (13-14E) EV/REV 2014E

N/A

Notes: EV = Enterprise Value; Calendarised to December year end

Source: Capital IQ and Analyst Reports

Note – see appendix for details of companies included in each category

N/A

Page 16: Ad-tech Perspective April 2014

Company IPO Date IPO Share Price

Current Share Price

% Change Since IPO

High Since Trading

Low Since Trading

Current EV

EV/Rev 2014E

EV/EBITDA 2014E

AIM

November 2013

0.96 1.23 28% 1.51 0.69 129 11.0x n.m.

Nasdaq

October 2013 31.00 52.41 69% 60.95 28.27 2,700 10.9x 54.8x

Nasdaq

September 2013

29.00 52.08 80% 71.89 37.81 2,073 8.8x n.m.

NYSE

August 2013 9.00 6.45 (28%) 12.08 5.79 164 1.8x 30.4x

NYSE

June 2013 10.00 4.75 (53%) 11.09 3.59 152 2.3x n.m.

Nasdaq

May 2013 13.00 39.05 200% 45.00 17.20 1,673 12.4x n.m.

NYSE

March 2013 14.00 10.78 (23%) 19.95 8.50 283 3.0x n.m.

IPO Case Studies

16Source – Capital IQ, Market Data as of 9th March 2014; Note – Calendarised to December year end

$ millions, except share price data

IPO Current Trading Valuation

Page 17: Ad-tech Perspective April 2014

27 Soho Square, London, W1D 3AYt +44 20 7629 7575 | f +44 20 7629 2233www.resultsig.com

Contact Us

Julie Langley

Partner

Di: +44 (0) 20 7514 8247E: [email protected]

17

Mark Williams

Director

Di: +44 (0) 20 7514 8242E: [email protected]

Page 18: Ad-tech Perspective April 2014

Content

Appendix

18

Page 19: Ad-tech Perspective April 2014

usd millions, except per share data Valuation Metrics Operating Metrics

Price Market Net Enterprise Revenue EBITDA Revenue Growth EBITDA MarginCompany (09-Mar-14) Cap Debt Value CY2014 CY2015 CY2014 CY2015 CY13-14 CY14-15 CY2014 CY2015

Diversified Internet

Google Inc. 607.40 409,684 (50,983) 358,701 6.7 x 5.8 x 13.7 x 11.4 x 12.1% 16.7% 49.1% 50.6%

Yahoo! Inc. 38.70 39,580 (1,647) 37,932 8.4 x 8.2 x 33.9 x 30.5 x 2.6% 2.1% 24.7% 26.8%

AOL Inc. 44.04 3,663 (85) 3,578 1.9 x 1.9 x 6.8 x 6.5 x 2.2% 0.5% 27.9% 29.1%

Facebook, Inc. 69.80 178,960 (12,237) 166,723 14.1 x 10.9 x 23.2 x 17.6 x 50.0% 29.9% 60.8% 61.6%

LinkedIn Corporation 206.79 24,988 (2,324) 22,664 10.7 x 8.0 x 43.5 x 29.1 x 38.4% 33.8% 24.6% 27.5%

Amazon.com Inc. 372.06 171,201 (5,519) 165,682 1.8 x 1.5 x 24.2 x 18.0 x 20.8% 19.8% 7.6% 8.6%

eBay Inc. 59.06 75,241 (4,902) 70,339 3.9 x 3.4 x 11.8 x 10.4 x 13.7% 14.6% 32.8% 32.4%

25th percentile 2.9 x 2.6 x 12.7 x 10.9 x 7.4% 8.4% 24.6% 27.2%

Median 6.7 x 5.8 x 23.2 x 17.6 x 13.7% 16.7% 27.9% 29.1%

75th percentile 9.5 x 8.1 x 29.0 x 23.5 x 29.6% 24.9% 41.0% 41.5%

Marketing Technology

Experian plc 17.50 17,432 3,314 20,746 4.0 x 3.7 x 11.6 x 10.6 x 7.1% 7.3% 34.5% 35.0%

Marin Software Incorporated 10.78 381 (98) 283 3.0 x 2.5 x n.m. n.m. 23.8% 19.8% (24.5%) (15.4%)

LivePerson Inc. 13.26 749 (92) 657 3.3 x 2.8 x 30.3 x 24.0 x 13.5% 14.3% 10.8% 11.9%

Demandware, Inc. 76.27 2,920 (275) 2,645 18.3 x 12.8 x n.m. n.m. 39.1% 42.7% 2.7% 6.6%

Vocus Inc. 13.64 295 44 339 1.9 x 1.8 x 15.0 x 12.7 x (2.2%) 3.8% 12.4% 14.0%

Digital River Inc. 17.90 588 (294) 294 0.8 x 0.7 x 6.0 x 4.9 x (4.8%) 5.9% 13.3% 15.2%

Interactive Intelligence Group Inc. 79.53 1,761 (98) 1,663 4.5 x 3.9 x n.m. n.m. 15.2% 17.1% 5.9% 5.3%

Constant Contact, Inc. 29.96 992 (123) 868 2.6 x 2.3 x 14.3 x 11.7 x 15.8% 13.3% 18.4% 19.8%

Marketo, Inc. 39.05 1,784 (111) 1,673 12.4 x 9.4 x n.m. n.m. 40.4% 32.2% (28.0%) (14.3%)

Rocket Fuel Inc. 52.08 2,160 (86) 2,073 8.8 x 5.5 x n.m. 54.1 x 72.8% 59.1% 1.8% 10.2%

Criteo SA 52.41 3,010 (310) 2,700 10.9 x 8.3 x 54.8 x 30.3 x 38.8% 31.2% 19.8% 27.3%

PROS Holdings, Inc. 33.01 1,015 (45) 971 5.1 x 4.2 x 43.2 x 26.8 x 31.4% 20.1% 11.8% 15.9%

25th percentile 2.9 x 2.4 x 12.9 x 11.5 x 11.9% 11.8% 2.5% 6.3%Median 4.3 x 3.8 x 15.0 x 18.3 x 19.8% 18.5% 11.3% 13.0%

75th percentile 9.3 x 6.2 x 36.8 x 27.7 x 38.9% 31.4% 14.6% 16.8%

Video

Brightcove, Inc. 10.79 358 (36) 322 2.5 x 2.2 x n.m. n.m. 16.9% 16.3% (5.3%) 0.0%

Rightster Group Plc 1.23 150 (21) 129 11.0 x 3.7 x n.m. n.m. 13.6% 194.3% (168.6%) 1.9%

Blinkx plc 1.71 704 (69) 635 4.5 x n.a. 11.3 x n.a. 21.3% n.a. 39.7% n.a.

Tremor Video, Inc. 4.75 245 (93) 152 2.3 x 1.8 x n.m. n.m. 22.0% 30.9% (16.3%) 2.4%

YuMe, Inc. 6.45 214 (50) 164 1.8 x 1.4 x 30.4 x 11.9 x 28.0% 28.5% 5.9% 11.8%

25th percentile 2.3 x 1.7 x 16.0 x 11.9 x 16.9% 25.4% (16.3%) 1.5%Median 2.5 x 2.0 x 20.8 x 11.9 x 21.3% 29.7% (5.3%) 2.2%

75th percentile 4.5 x 2.5 x 25.6 x 11.9 x 22.0% 71.7% 5.9% 4.8%

Selected Publicly Traded Companies

19See Slide 20 for sources and notes

Page 20: Ad-tech Perspective April 2014

usd millions, except per share data Valuation Metrics Operating Metrics

Price Market Net Enterprise Revenue EBITDA Revenue Growth EBITDA MarginCompany (09-Mar-14) Cap Debt Value CY2014 CY2015 CY2014 CY2015 CY13-14 CY14-15 CY2014 CY2015

Mobile

Millennial Media Inc. 6.33 683 (97) 585 3.3 x 2.4 x 16.5 x 8.4 x 33.4% 32.9% 19.7% 29.2%

Opera Software ASA 13.46 1,846 (103) 1,743 4.3 x 3.4 x 14.7 x 11.3 x 36.1% 26.2% 28.9% 30.0%

25th percentile 3.5 x 2.7 x 15.2 x 9.1 x 34.1% 27.9% 22.0% 29.4%Median 3.8 x 2.9 x 15.6 x 9.8 x 34.8% 29.6% 24.3% 29.6%

75th percentile 4.0 x 3.1 x 16.1 x 10.6 x 35.5% 31.2% 26.6% 29.8%

Social CRM / Social Software

Bazaarvoice, Inc. 8.10 611 (57) 554 2.8 x 2.5 x n.m. n.m. 10.9% 12.3% (2.8%) 1.9%

J ive Software, Inc. 8.43 621 (100) 521 3.0 x 2.5 x n.m. n.m. 18.4% 18.3% (8.3%) (1.3%)

25th percentile 2.9 x 2.5 x n.a. n.a. 12.8% 13.8% (6.9%) (0.5%)Median 2.9 x 2.5 x n.a. n.a. 14.7% 15.3% (5.6%) 0.3%

75th percentile 3.0 x 2.5 x n.a. n.a. 16.5% 16.8% (4.2%) 1.1%

Diversified Agencies

Dentsu Inc. 38.77 11,180 2,276 13,455 2.3 x 2.2 x 9.5 x 9.2 x 14.6% 4.0% 24.2% 24.0%

Havas 8.29 3,409 (233) 3,176 1.3 x 1.2 x 7.7 x 7.3 x 2.7% 3.4% 16.3% 16.7%

The Interpublic Group of Companies, Inc.17.75 7,590 305 7,896 1.1 x 1.0 x 8.2 x 7.2 x 4.4% 4.5% 12.9% 14.1%

Omnicom Group Inc. 75.50 19,642 2,639 22,281 1.5 x 1.4 x 9.9 x 9.3 x 4.2% 4.7% 14.8% 15.1%

Publicis Groupe SA 94.31 20,329 (748) 19,582 1.9 x 1.8 x 10.6 x 9.8 x 4.6% 5.3% 18.4% 18.8%

WPP plc 21.03 28,023 4,182 32,205 1.7 x 1.6 x 9.9 x 9.4 x 1.1% 5.4% 17.4% 17.4%

25th percentile 1.3 x 1.3 x 8.6 x 7.8 x 3.1% 4.1% 15.1% 15.5%Median 1.6 x 1.5 x 9.7 x 9.3 x 4.3% 4.6% 16.9% 17.1%

75th percentile 1.9 x 1.8 x 9.9 x 9.4 x 4.6% 5.2% 18.1% 18.5%

Selected Publicly Traded Companies

20See Slide 20 for sources and notes

Page 21: Ad-tech Perspective April 2014

usd millions, except per share data Valuation Metrics Operating Metrics

Price Market Net Enterprise Revenue EBITDA Revenue Growth EBITDA MarginCompany (09-Mar-14) Cap Debt Value CY2014 CY2015 CY2014 CY2015 CY13-14 CY14-15 CY2014 CY2015

Enterprise Software

Sage Group plc 7.02 7,714 602 8,316 3.6 x 3.4 x 12.1 x 11.2 x 0.6% 5.1% 29.8% 30.5%

Blackbaud Inc. 31.41 1,427 141 1,568 2.8 x 2.6 x 15.4 x 11.8 x 9.5% 7.5% 18.5% 22.4%

Adobe Systems Inc. 68.52 34,388 (1,622) 32,766 7.8 x 6.5 x 28.7 x 18.8 x 3.4% 19.9% 27.2% 34.7%

Concur Technologies, Inc. 115.51 6,585 (191) 6,393 8.7 x 7.1 x 53.0 x 40.0 x 25.7% 23.7% 16.5% 17.7%

Qlik Technologies, Inc. 30.00 2,780 (253) 2,527 4.6 x 3.9 x n.m. 40.9 x 17.0% 16.8% 7.6% 9.6%

Salesforce.com, Inc 60.74 37,815 1,670 39,485 7.6 x 6.1 x 51.8 x 37.4 x 30.2% 24.3% 14.7% 16.4%

Oracle Corporation 38.83 179,106 (12,520) 166,586 4.2 x 4.0 x 8.3 x 7.8 x 4.3% 4.5% 50.9% 51.7%

Microsoft Corporation 37.90 313,194 (64,952) 248,242 2.8 x 2.6 x 7.7 x 7.2 x 8.7% 9.2% 36.7% 35.5%

SAP AG 77.94 94,983 (405) 94,578 3.9 x 3.6 x 11.2 x 10.3 x 4.2% 6.6% 34.6% 35.5%

Intuit Inc. 82.20 23,834 (832) 23,002 5.0 x 4.6 x 12.4 x 11.4 x 7.9% 7.8% 39.8% 40.3%

Open Text Corporation 50.25 6,202 997 7,199 4.1 x 3.6 x 12.8 x 10.9 x 18.6% 12.4% 31.8% 33.2%

25th percentile 3.7 x 3.5 x 11.4 x 10.6 x 4.2% 7.0% 17.5% 20.0%Median 4.2 x 3.9 x 12.6 x 11.4 x 8.7% 9.2% 29.8% 33.2%

75th percentile 6.3 x 5.4 x 25.3 x 28.1 x 17.8% 18.4% 35.7% 35.5%

Selected Publicly Traded Companies Cont.

21

Sources:

Net revenues have been used where appropriate

Yahoo – financials taken from Credit Suisse (January 2014) & checked against company's financial results, market data taken from CapitalIQ

Google – financials taken from Morgan Stanley (March 2014) & checked against company's financial results, market data taken from CapitalIQ

AOL – financials taken from Deutsche Bank (February 2014) & checked against company's financial results, market data taken from CapitalIQ

Rocket Fuel – financials taken from Credit Suisse (February 2014) & checked against company's financial results, market data taken from CapitalIQ

Criteo – financials taken from Deutsche Bank (February 2014) & checked against company's financial results, market data taken from CapitalIQ

Tremor Video – financials taken from Credit Suisse (February 2014) & checked against company's financial results, market data taken from CapitalIQ

Millennial Media – financials taken from Morgan Stanley (February 2014) & checked against company's financial results, market data taken from CapitalIQ

YuMe – financials taken from Deutsche Bank (February 2014) & checked against company's financial results, market data taken from CapitalIQ

Dentsu - financials taken from Morgan Stanley (February 2014) & checked against company's financial results, market data taken from CapitalIQ

Blinkx - financials taken from Jefferies (January 2014) & checked against company's financial results, market data taken from CpaitalIQ

For all other companies – financials and market data taken from CapitalIQ

Note:

Financials calendarised to December year end, market data as at 9 th March 2014