m&a presentation cisco version final

Cisco Systems, Inc.29th March 2015

Nada AderrabTamerlan Aliev

Rauf GulamaliyevKa Yun Kei

Martin LevesquesXuejiao Lin

Renxuan LongGroup 3

2

1. Fortrust Global Advisory

2. Industry Landscape

3. Cisco Present and Future

4. Corporate Strategy and M&A

5. Targets

6. Valuation

Outline

Aderrab, Aliev, Gulamaliyev, Kei, Levesques, Lin, LongGroup 3

Sell-side advice

2015£93M

US Technology M&A Deals (2014)

Rank Adviser Deals

1 Fortrust Global 25

2 Goldman Sachs 22

3 Credit Suisse 18

4 AGC Partners 17

5 Houlihan Lokey 15

6 Evercore Partners Inc 13

6= William Blair & Company 13

8 Deutsche Bank AG 12

9 JP Morgan 9

10 Bank of America Merill Lynch 9

Selected technology transactions advised in the last 12 months

Number 1 in US technology M&A Emphasis on selling to strategic buyers

Purchasers of Businesses Sold Highlights

A leader in the technology landscape

of deals with European buyers

72%of deals with US buyers

of deals in US virtualization and cloud

65%23%

Buy-side advice

2014£766M

80%

20%

Trade buyers Private equity

Buy-side advice

2014£2,543M

Sell-side advice

2014£1,286M

Buy-side advice

2014£2,080M

Buy-side advice

2015£1,600M

1. Fortrust Global AdvisoryLeaders in technology M&A

3Aderrab, Aliev, Gulamaliyev, Kei, Levesques, Lin, LongGroup 3

4

2015:$75bn

Expected Cloud Market Growth

2017:$250bn

Market Trend – Going ForwardCurrent Data Networking Equipment Industry Revenue Breakdown

2. Technology industry landscapeTransitioning to cloud computing and the internet of things

Switching37%

Routing20%

Wireless LAN14%

IP Telephony9%

Data Center18%

Application Delivery1%

Sources: Bloomberg


5

Current Main Competitors

Future Drivers

VirtualizationSecurityCloud

Current Drivers

SwitchingRoutingWireless and other

Future Competitors – Intensified Environment

3. Cisco present and futureLeading the way

Current Business Drivers Future Business Drivers


6

Successful acquisitions in the past – What’s next?

4. Corporate strategy and M&ACisco - Building on success

Mobility

Security

Collaboration

Datacenter &

Virtualization


BuyAcquire

companies with

innovative technologies

PartnerPartner with

companies to jointly develop

and resell innovative products

BuildInternally develop

innovative solutions

Three Approaches to strive innovation

Technological complexity and rapid changes within markets make it difficult for Cisco to develop all resources and capabilities internally

Acquisition of target companies will fil in the technological gap and broaden the range of products and services that Cisco delivers to customers in target markets

Potential targets

Nutanix• Virtualization, US, Private• Synergic effects: : strengthening market

in virtualization, diversifying products and reducing market risk

Simplivity• Virtualization, US, Private• Synergic effects: strengthening market


Scale Computing• Virtualization, , UK, Private• Synergic effects: : strengthening market


Informatica• Cloud, US, Public• Synergic effects: strengthening market

cloud services, diversifying products and reducing market risk

Nexum• IT Security, US, Private• Synergic effects: Reducing IT security

risk

4. Corporate strategy and M&ACisco – Adapting to Industry Trends


Sohaib Abbasi

Chairman/president/CEO

Michael J Berry

Exec VP/CFO

Margaret A Breya

Exec VP/ Chief marketing Officer

Management team

Ownership structure

Public companyAmeriprise Fin Group 8.66%Blackrock 7.50%Vanguard Group 6.11%Scopia Capital Management 5.90%

Business overview

- Provider of data integration software and services.

- Allows clients to access, integrate, and trust all their information assets

- Market Cap: USD 4,810m

Product offering

Infrastructure software categories:- Data Integration, cloud

computing, complex event processing, data quality, B2B data exchange, Identity resolution, cloud MDM

($M) 2011 2012 2013 2014

Revenue 783.8 811.6 948.2 1048

Growth (%)

- 4% 17% 11%

EBITDA 198.2 176.8 183.9 207.7

Margin 25.3% 21.8% 19.4% 19.8%

Net profit

14.9 11.58 9.1 10.9

Financial highlights

- NTT DATA & Informatica Collaborate on Delivering Information Federation Infrastructure for the Japanese Market

- Highest score for current offering and strategy in evaluation of its agile data integration platform (Q1 2015 Report)

- Rated on 18 March, 2015 highest in Master Data Management use-case category

Recent news

5. Target opportunitiesBuilding-up industry leadership

Sources: Bloomberg, Informatica annual report (2014)


Dheeraj Pandey

CEO

Duston Williams

CFO

Sunil Potti Sr. VP, Eng & PM

Management team

Ownership structure

Private Equity backed:Morgan Stanley Expansion Capital, Riverwood Capital, SAP Ventures

Business overview

- Established in 2009- IT infrastructure solution provider- Enterprise virtualization and

storage- 850+ employees- 55 countries covered- 43 patents filed

Product offering

- Enterprise storage- Data protection- Infrastructure resilience- Management & analytics- Security


Recent news

- March 30th 2015: “Nutanix Goes Beyond Hardware To Fast Track Fitness First To The Cloud”

- March 17th 2015: “Nutanix Launches Flagship Hyper-Converged Certification Program”

- March 5th 2015: “Yahoo Japan Corporation Improves Security and Enhances Performance with Nutanix”

- March 5th 2015: “St. Luke’s Healthcare System Chooses Nutanix and Citrix for Virtual Desktop Expansion and Acquisition Integration”

- Nutanix raised USD$140m Series E funding to date at over USD$2bn valuation, funding totalled to USD$312m


Sources: Mergermarket, Nutanix website


Doron Kempel

CEO

Mitch Breen Sr. VP Global Sales

Karen Baker

VP Finance & Operations

Management team

Ownership structure

Private Equity backedDFJ Growth, KPCB Growth, Kleiner Perkins Caufield & Byers, Waypoint Capital,

Business overview

- Founded in 2009- 400+ employees- Record growth, +270%y/y- Leader in hyperconverged

infrastructure for the software-defined data center

Product offering

- OmniCube Hyperconverged Infrastructure

- OmniStack Integrated Solution

Key product features:

- Data Virtualization Platform- Global Unified Management- VM-Centricity- Native Data Protection


Recent news

- March 23rd 2015: “SimpliVity Awarded 5-Star Rating in CRN’s 2015 Partner Program Guide for Third Consecutive Year”

- Jan. 27th 2015: “SimpliVity Wins Cloud Tech Trailblazer Award”

- Jan. 13th 2015: “SimpliVity Experiences Record Growth in 2014; Solidifies Leadership Position within Hyperconverged Infrastructure Market”

- SimpliVity raised USD$175m at USD$1bn plus in Series D funding round, venture funding totalled in USD$276m


Sources: Mergermarket, Simplivity website


Jeff Ready CEO

Thomas Harvey

CFO

Clint McVey COO

Management team

Ownership structure

Private Equity backedBenchmark Capital, Heron Capital Venture Fund, Northgate Capital, Scale Venture Partners

Business overview

- Hyperconverged infrastructure vendor

- Provides HC3 ScaleService technical support services and virtual machine security solutions

- Clients include small to medium-sized organisations

Product offering

“Scale Computing integrates storage, servers, and virtualization software into an all-in-one appliance based system that is scalable, self-healing and as easy to manage as a single server”


Recent news

- Scale Computing Selected to Present at The Montgomery Summit

- Scale Computing’s HC4000 Named Product of the Year in Storage Systems: Disk and Hybrid Systems Category by Storage Magazine/SearchStorage.com

- 2014 SVC Awards – Virtualization Company of the Year

- Midmarket CIO Forum Best Midmarket Strategy

- Raised USD$ 12m in Series D Round, funding totalled to USD$43m


Sources: Mergermarket, Scale Computing website


David Lesser President

J.D. Butt VP Solutions

Brian Haboush

VP Sales & Marketing

Mike Scher VP & General Counsel

Management team

Ownership structure

Private held by:David Lessor 100%

Business overview

Product offering

- Cybersecurity- Networking solutions


Recent news

- Oct. 17th 2014: “Nexum, Inc. Named to CRN Fast Growth 150 List”

- Estimated 2014 revenue of USD 83m, expected to surpass USD 100m this year

- Had its best year of EBITDA in 2014 with only “modest” increase in revenue

- Cited lack of qualified engineering talent and staff turnover as the main reasons behind revenue slowdown

- Cyber-security and networking service provider

- Clients include small to medium-sized organisations and US federal institutions

- Nexum plans to raise capital in 2015 via ESOP potentially selling up to 49%, says president


Sources: Mergermarket, Nexus website


CA Inc 14.3 12.9 4.2 35.5%

Checkpoint Software Tech

15.1 11.5 1.6 54.3%

Citrix Systems 10.1 9.6 3.3 20.1%

Red Hat Inc. 14 12.9 2 18.2%

SolarWinds Inc.

3.9 3.6 0.5 32.4%

Symantec Corporation

15.9 14.3 6.5 26.5%

Trend Micro 4.7 3.6 1 35.8%

Vmware inc. 35 29.5 6.7 22.7%

0x 5x 10x 15x 20x 25x

12.06x

9.92x

6.42x

14.29x

23.33x

10.19x

12.69x

8.07x

Source: Bloomberg

EV/EBITDA multipleCompany

NameMarket cap

($B)EV

($B) Sales ($B)EBITDA margin

Infr

astr

uct

ure

So

ftw

are

Median EV/EBITDA 11.1xAverage EV/EBITDA 12.1x

0x 1x 2x 3x 4x 5x 6x 7x 8x

4.41x

3.47x

2.18x

6.9x

6.43x

2.89x

7.07x

3.06x

EV/Sales multiple

Median EV/Sales 3.9xAverage EV/Sales 4.9x

6. ValuationMarket Comparables


Closing date Target Description Bidder EV ($B)

09/07/2014 Tail-f Systems AB Solutions for virtualised networks Cisco 10310/12/2013 Insieme Networks, Inc. Development of software-defined networking systems Cisco 53607/10/2013 Sourcefire, Inc. Cybersecurity solutions Cisco 1474

30/07/2013Composite Software,

Inc. Data visualisation solutions Cisco 103

25/02/2013Cognitive Security

s.r.o. Network security solutions Cisco 1220/12/2012 Meraki, Inc. Cloud networking Cisco 756

10/03/2015Blue Coat Systems,

Inc. Security solutions Bain Capital LLC 159126/02/2015 Accela, Inc. Cloud-based technologies Equity Ltd 9305/02/2015 Porticor Ltd. Cloud solutions Intuit Inc. 6

04/02/2015 F-Secure Corporation Personal Cloud Synchronoss Technology 39

EV/Sales multiple EV/EBITDA multipleExit Multiple – Average North America/Europe (adjusted) 3.2x 20.9xSample size 176 90Exit Multiple – Median North America 2.7x 17.3xSample size 99 46

Methodology – Data obtained from Mergermarket

Summary of recent transactions in the computer software industry across North America and Europe over the last 12 months Exit Multiple - Average (adjusted); based on removing the top and bottom 2.5% of the original data results.

1 month before closing 1 day before closing 1 day after closing 1 month after closingAverage premium 32.3% 28.3% 3.4% 4.3%Sample size 58 56 47 32

6. ValuationTransaction Multiples


Disclaimer

All materials, including proposed terms and conditions, are indicative and for discussion purposes only. Finalized terms and conditions are subject to further discussion and negotiation and will be evidenced by a formal agreement. Opinions expressed are our present opinions only and are subject to change without further notice. The information contained herein is confidential. By accepting this information, the recipient agrees that it will, and it will cause its directors, partners, officers, employees and representatives to use the information only to evaluate its potential interest in the strategies described herein and for no other purpose and will not divulge any such information to any other party. Any reproduction of this information, in whole or in part, is prohibited. Except in so far as required to do so to comply with applicable law or regulation, express or implied, no warranty whatsoever, including but not limited to, warranties as to quality, accuracy, performance, timeliness, continued availability or completeness of any information contained herein is made. Opinions expressed herein are current opinions only as of the date indicated. Any historical price(s) or value(s) are also only as of the date indicated. We are under no obligation to update opinions or other information.

For information specific to your organization please contact us at 800.240.1436 or visit our website www.fortrustglobal.com.


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