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Electronics Software and Engineering Services Industry Update July 2013 Mergers & Acquisitions Business Valuation Strategic Consulting Corporate Finance

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Page 1: Electronics Software and Engineering Services …mcleanllc.com/wp-content/uploads/2016/04/Technology...RSA security division. Aveksa is a provider of cloud-based services that businesses

Electronics Software and Engineering Services

Industry Update

July 2013

Mergers & Acquisitions

Business Valuation

Strategic Consulting

Corporate Finance

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2

July 2013

Notable M&A Activity

EMC’s RSA acquires Aveksa as it

expands Cloud Services

Motorola Solutions sold its Mobility

Services Platform to Airwatch

Keynote Systems acquired by private

equity firm Thoma Bravo, LLC

Cisco acquired energy-management

technology company JouleX

Websense acquired by private equity firm

Vista Equity partners

Blue Coat acquired Solara Networks

Industry News and Recent M&A Transactions

Industry News

Microsoft announced a major restructuring of its business, to focus on services and devices aimed at users migrating from

traditional PCs to tablets and smartphones.

A federal judge rules that Apple conspired to raise the retail prices of e-books in violation of antitrust law. Apple plans to

appeal the ruling.

The bad news continues for the personal computer market. Worldwide PC shipments were down 11% during the 2nd

quarter of 2013, according to Gartner, the fifth straight quarterly decline. Consumers continue to shift purchases to tablets

and smartphones.

The three-month average for global semiconductor sales in May was $25 billion, an increase of 4.6% from the previous

month, according to the Semiconductor Industry Association (SIA). The jump in sales was the largest sequential monthly

increase in sales since March 2010. The increases were driven by growth in phone sales and increase in prices of

commodity memories.

Source: Public Filings; Capital IQ as of 7/5/13

% Change

52 Weeks YTD 4 Weeks 1 Week

Semiconductors Index 4.95% 4.40% -2.02% 0.15%

Defense Electronics Index 31.03% 24.82% 0.89% 1.03%

EDS and Contract Manufacturers Index 25.97% 12.30% 0.24% -0.99%

Large Cap Software Index 9.04% -6.15% -6.49% 1.37%

Mid/Small Cap Software Index 34.83% 30.65% 6.51% 2.49%

Electronics Equipment Index -8.71% -7.40% -2.88% 2.90%

S&P 500 20.66% 11.59% -0.70% 1.59%

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3

July 2013 Announced M&A Transactions

Announced Announced Announced

July 8, 2013 June 26, 2013 June 24, 2103

Notes Notes Notes

EMC acquired Aveksa, an identity

and access management provider.

Aveksa will operate within EMC’s

RSA security division. Aveksa is a

provider of cloud-based services that

businesses use to identify people

accessing corporate networks and

web-based software such as

Salesforce.com. Aveksa brings 188

employees, and represents RSA’s

fifth acquisition since 2010.

Mobility management software

vendor AirWatch acquired Motorola

Solutions’ Mobility Service Platform

business to strengthen its offering in

mobile devices and BYOD. AirWatch

raised $200 million in venture capital

led by Insight Venture Partners in

February 2013 in order to fund

acquisitions and fund growth.

Thoma Bravo, LLC, a private equity

firm, has acquired Keynote Systems

for $395 million. Keynote provides

internet performance measurement

and diagnostic services to e-

commerce sites. Keynote believes

that by going private it will have more

flexibility to build its mobile enterprise

business. Thoma Bravo adds to its

portfolio including Blue Coat, Deltek,

Entrust, Flexera, LANDesk, and

Network Instruments

has acquired has acquired has acquired

Mobility Services Platform

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4

July 2013 Announced M&A Transactions

Announced Announced Announced

May 30, 2013 May 22, 2013 May 20, 2013

Notes Notes Notes

Cisco acquired energy management

software company JouleX for $107

million. JouleX offers software that

tracks data center energy use, which

is used to measure, monitor, and

manage energy use. It raised $17

million in VC funds from firms like

Intel Capital and Sigma Partners.

The acquisition was completed on

July 1, 2013.

Web security vendor Blue Coat

Systems acquired Solera Networks,

a specialist in big data security.

Solera was founded in 2005 and

raised $51 million in VC funds,

including $20 million from Intel

Capital. Previously, Blue Coat was

acquired by private equity firm

Thoma Bravo, LLC for $1.3 billion in

December 2011.

Vista Equity Partners, a private

equity firm with $7 billion in capital

has acquired Websense for $1

billion. Websense provides software

and services to protect companies

against cyber attacks and data theft,

and is widely recognized for its web

content filtering capabilities. The

acquisition was completed on June

25, 2013.

has acquired has acquired has acquired

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5

July 2013

Company

7/5/13

Close

% of 52

Week High

4 Week

Change

52 Week

Change Comments

$24.06 89.2% -2.16% -8.01%

Intel CEO Brian Krzanich launched a sweeping company

reorganization and created a unit aimed at increasing Intel’s mobile

technology market share. The reorganization places Intel’s main

product groups directly under Krzanich’s supervision and Intel’s global

manufacturing operation under new president Renee James.

$60.95 89.0% -1.85% 10.20%

Qualcomm and Youku Tudou announced a collaboration on H.265

technology to allow viewers mobile access to high quality video

content on Youku when using Qualcomm Snapdragon processor

powered devices. Qualcomm’s Qualcomm Technologies subsidiary is

an industry leader in the standardization of H.265 technology.

$36.00 96.4% -0.50% 29.87%

Texas Instruments announced that it expects 2Q 13 revenues of $2.99

billion to $3.11billion and from $0.39 to $0.43 EPS, in line with

analysts’ consensus estimates.

$33.77 89.2% -4.58% 3.68%

India’s Tata Sky, a direct-to-home satellite TV provider, selected

Broadcom’s highly integrated system-on-a-chip (SoC) devices for set-

top boxes enabling Tata’s first MPEG-4 standard definition set-top

box. The technology allows Tata to deliver more subscriber content

on a wider variety of channels with better optimized bandwidth.

$9.33 94.3% -0.56% 75.47%

STMicroelectronics NV announced new STM32F030 Value Line

microcontrollers dedicated to lower-budget projects and offering

access to a full portfolio of hardware- and software-compatible 32-bit

microcontrollers suited for performance improvements and product

extensions. Volume production is scheduled to begin in Q3 13.

$1,631.89 96.2% -0.70% 20.46% The S&P 500 and other major US stock indices continued to set new

market highs through July 2013.

Electronics Software and Engineering Services:

4 Week and 52 Week Stock Performances

Source: Capital IQ 7/5/2013

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6

July 2013

Company

7/5/13

Close

% of 52

Week High

4 Week

Change

52 Week

Change Comments

$104.20 100.0% -2.16% 41.40%

Ryanair reportedly hopes to wrap up the purchase of 200 more

Boeing jetliners by the end of 2013. Meanwhile, Air India seeks a

$500 million bridge loan to purchase five Boeing 787 Dreamliners.

$108.66 99.5% -1.85% 25.10%

Lockheed Martin launched Lockheed Martin International, a new

organization that will focus on strengthening relationships with

international customers and partnerships while growing the

company’s global business. LMI will be headquartered in London,

UK, and Washington, DC.

$65.84 95.9% -0.50% 17.82%

Raytheon was awarded a subcontract to provide contractor logistics

support to ground station elements of the USAF’s fleet of RQ-4 Global

Hawk unmanned aircraft systems. It also recently landed a contract to

provide engineering services to the Patriot Air and Missile Defense

System and a sole-source contract for the SM-3 antiballistic missile.

$87.09 99.0% -4.58% 19.74%

L-3 Communications Holdings’ board of directors declared a $0.55

cash dividend payable 9/16/13 to shareholders of record 8/19/13. The

company previously reaffirmed projected net sales of $12.55 billion to

$12.75 billion and diluted EPS from continuing operations of $8.15 to

$8.35 per share.

$38.00 100.0% -0.56% 23.54%

Curtiss-Wright’s board of directors declared a $0.10 per share

dividend payable 7/12/13 to shareholders of record 6/28/13. This

reflected an 11% increase in its dividend rate. The company previousl

reaffirmed FY 13 revenue guidance of $2.48 billion to $2.52 billion and

diluted EPS of $2.70 to $2.80.

$1,631.89 96.2% -0.70% 20.46% The S&P 500 and other major US stock indices continued to set new

market highs through July 2013.

Electronics Software and Engineering Services:

4 Week and 52 Week Stock Performances

Source: Capital IQ 7/5/2013

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7

July 2013

Company

7/5/13

Close

% of 52

Week High

4 Week

Change

52 Week

Change Comments

$7.78 98.2% -1.39% 22.33%

A Finnish newspaper reported that Nokia Siemens Networks, the

Nokia Oyj/Siemens AG joint venture, plans to sell its manufacturing

assets to contract manufacturers in a tender to raise cash and release

working capital. Firms participating in the tender include: Flextronics,

Jabil Circuit, Foxconn Technology, Sanmina-SCI, among others.

$20.93 87.4% 7.66% 5.44%

A Finnish newspaper reported that Nokia Siemens Networks, the

Nokia Oyj/Siemens AG joint venture, plans to sell its manufacturing

assets to contract manufacturers in a tender to raise cash and release

working capital. Firms participating in the tender include: Flextronics,

Jabil Circuit, Foxconn Technology, Sanmina-SCI, among others.

$9.37 97.2% 1.75% 31.87%

Celestica projected 2Q 13 revenues in the range of $1.375 billion to

$1.475 billion and adjusted net EPS of $0.13 to $0.19. Having

completed manufacturing services for RIM and related transition

activities in 2012, the company announced global restructuring actions

in July 2012 to reduce costs and improve margins.

$0.50 87.4% -6.49% 39.93%

A Finnish newspaper reported that Nokia Siemens Networks, the

Nokia Oyj/Siemens AG joint venture, plans to sell its manufacturing

assets to contract manufacturers in a tender to raise cash and release

working capital. Firms participating in the tender include: Flextronics,

Jabil Circuit, Foxconn Technology, Sanmina-SCI, among others.

$14.97 99.8% 7.78% 87.36%

A Finnish newspaper reported that Nokia Siemens Networks, the

Nokia Oyj/Siemens AG joint venture, plans to sell its manufacturing

assets to contract manufacturers in a tender to raise cash and release

working capital. Firms participating in the tender include: Flextronics,

Jabil Circuit, Foxconn Technology, Sanmina-SCI, among others.

$1,631.89 96.2% -0.70% 20.46% The S&P 500 and other major US stock indices continued to set new

market highs through July 2013.

Electronics Software and Engineering Services:

4 Week and 52 Week Stock Performances

Source: Capital IQ 7/5/2013

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8

July 2013

Company

7/5/13

Close

% of 52

Week High

4 Week

Change

52 Week

Change Comments

$28.26 94.7% -3.02% 7.17%

CA completed its acquisition of privately-held Layer 7 Technologies, a

provider of Application Programming Interface (API) security and

management. The acquisition will enable CA to provide security and

management technology to the API marketplace that complements its

Identity and Access Management suite, including CA SiteMinder.

$31.19 85.6% -7.76% 6.89%

Salesforce.com and Oracle announced a comprehensive 9-year

partnership encompassing all three tiers of cloud computing:

applications, platform and infrastructure. Oracle also announced

plans to commence a public offering of Euro-denominated senior

notes, with principal amounts, interest rates and maturity dates TBD.

$34.16 82.5% -6.79% 5.73%

Autodesk issued Q2 14 guidance that fell short of analysts’ consensus

estimates. The company expects 2Q revenue in the range of $550

million to $570 million, with GAAP EPS in the range of $0.21 to $0.26

and non-GAAP EPS in the range of $0.39 to $0.44.

$38.77 98.1% 2.11% 30.28%

NetApp announced 1Q 14 revenue expectations of $1.475 billion to

$1.575 billion and GAAP EPS of approximately $0.13 to $0.18 per

share. The company also announced a $0.15 quarterly cash dividend

payable 7/23/13 to shareholders of record 7/11/13.

$45.34 94.5% -0.02% 11.48%

In May 2013, BMC Software announced that it had signed a definitive

agreement to be acquired by a private investor group led by Bain

Capital and Golden Gate Capital along with GIC Special Investments

and Insight Venture Partners. Per agreement terms, the acquirers will

pay $46.25 per share in cash or roughly $6.9 billion for the company.

$1,631.89 96.2% -0.70% 20.46% The S&P 500 and other major US stock indices continued to set new

market highs through July 2013.

Electronics Software and Engineering Services:

4 Week and 52 Week Stock Performances

Source: Capital IQ 7/5/2013

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9

July 2013

Company

7/5/13

Close

% of 52

Week High

4 Week

Change

52 Week

Change Comments

$9.04 69.1% 1.35% -0.77%

Guidance Software and FireEye are partnering to deliver an integrated

cyber attack detection and incidence response solution that more

effectively will detect, validate and remediate a new breed of cyber

attacks. Meanwhile, the company lowered its FY 13 guidance,

projecting $133 million to $138 million in revenue and non-GAAP

pretax FY 13 earnings of a $0.20 per share loss to breakeven.

$56.58 95.1% 5.48% 17.39%

Sourcefire issued Q2 13 revenue guidance of $60.5 million to $63.5

million, in line with analysts’ consensus estimates. The company also

projects $0.13 to $0.16 net income per diluted share on an adjusted

basis.

$26.23 97.6% 11.33% 68.57%

Monotype Imaging projects 2Q 13 revenues of $40.5 million to $42.0

million, non-GAAP net adjusted EBITDA of $16.5 million to $18.0

million, and GAAP earnings per diluted share of $0.18 to $0.21. The

company reiterated its guidance for the full FY 13 of $165.0 million to

$169.0 million.

$2.96 80.2% 9.23% 1.06%

BSQUARE Corp. appointed Andrew Harries chairman of the board. It

previously announced that it expects 2Q 13 revenue in the range of

$21 million to $23 million.

$1,631.89 96.2% -0.70% 20.46% The S&P 500 and other major US stock indices continued to set new

market highs through July 2013.

Electronics Software and Engineering Services:

4 Week and 52 Week Stock Performances

Source: Capital IQ 7/5/2013

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10

July 2013

Company

7/5/13

Close

% of 52

Week High

4 Week

Change

52 Week

Change Comments

$417.42 59.2% -5.52% -31.11%

Apple won a $30 milion iPad contract from the Los Angeles Unified

School District. The US International Trade Commission ruled that

Apple infringed on a Samsung patent involving the ability of devices to

transmit multiple services simultaneously and correctly through 3G

wireless technology. Apple is appealing a separate $368 million

patent infringement judgment won by VirnetX.

$23.24 95.1% -2.60% 16.20%

GE and ComEd signed a $200 million smart meter deal to modernize

Chicago’s grid by delivering approximately 4 million smart meters

from 2013 to 2021 allowing ComEd customers to better manage their

energy usage.

$24.57 98.4% 0.33% 46.51%

Cisco completed its acquisition of JouleX, an enterprise IT energy

management for network-attached and data center assets. It also

announced its intent to acquire Composite Software, a data

virtualization software and services firm. Cisco and Google

collectively paid TiVo $490 million to settle patent litigation.

$74.09 90.4% 0.22% 13.69%

Schlumberger NV and Cameron announced that OneSubsea, their

joint venture to manufacture and develop products, systems and

services for the subsea oil and gas market, received all required

regulatory approvals, allowing OneSubsea to become operational on

6/30/13.

$64.60 99.2% 4.03% 25.75%

Danaher announced that its board had approved a regular quarterly

dividend of $0.025 per share payable 7/26/13 to shareholders of

record 6/28/13. Separately, the company reaffirmed FY 13 adjusted

diluted net EPS guidance of $3.32 to $3.47.

$1,631.89 96.2% -0.70% 20.46% The S&P 500 and other major US stock indices continued to set new

market highs through July 2013.

Electronics Software and Engineering Services:

4 Week and 52 Week Stock Performances

Source: Capital IQ 7/5/2013

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11

July 2013 Capital Markets: Last 52 Weeks’ Market Index Performances

Index Constituent Stock Prices as a % of 52 Week Highs

Source: Public Filings; Capital IQ as of 7/5/13

S&P +20.66%

EDS +25.97%

DE +31.03%

LCS +9.04%

EE -8.71%

M/SC +34.83%

S 4.95%

-30.00%

-20.00%

-10.00%

0.00%

10.00%

20.00%

30.00%

40.00%

S&P 500 Index Semiconductors Index Defense Electronics Index

EDS and Contract Manufacturers Index Large Cap Software Index Mid/Small Cap Software Index

Electronics Equipment Index

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12

July 2013 Electronics Software and Engineering Services Industry Snapshot ($MM Except EPS)

Semiconductor

Index

Quarter Ending Consensus

Revenue

Consensus

EPS

Actual

Revenue

Actual EPS

Difference vs.

Est. Revenue

Difference vs.

Estimated EPS

3/30/13 $12,596.1 $0.40 $12,580.0 $0.41 -0.13% 2.24%

3/31/13 $6,075.6 $1.17 $6,124.0 $1.08 0.80% -7.06%

3/31/13 $2,854.4 $0.32 $2,885.0 $0.32 1.07% 1.14%

3/31/13 $1,913.4 $0.56 $1,962.0 $0.34 2.54% -40.24%

3/30/13 $2,024.1 -$0.10 $2,009.0 -$0.19 -0.75% 87.92%

Defense

Electronics

Index

Quarter Ending Consensus

Revenue

Consensus

EPS

Actual

Revenue

Actual EPS Difference vs.

Est. Revenue

Difference vs.

Estimated EPS

3/31/13 $18,811.1 $1.45 $18,893.0 $0.32 0.44% -77.87%

3/31/13 $10,325.9 $2.04 $11,070.0 $0.34 7.21% -83.58%

3/31/13 $5,711.5 $1.29 $5,879.0 -$0.19 2.93% -114.92%

3/29/12 $3,000.0 $1.93 $3,185.0 $1.45 6.17% -25.03%

3/31/13 $566.8 $0.45 $592.7 $2.37 4.56% 422.64%

Source: Public Filings; Capital IQ as of 7/5/13

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13

July 2013

EDS/Contract

Manufactures

Index

Quarter Ending Consensus

Revenue

Consensus

EPS

Actual

Revenue

Actual EPS

Difference vs.

Est. Revenue

Difference vs.

Estimated EPS

3/31/13 $5,215.1 $0.13 $5,295.3 -$0.04 1.54% -132.01%

5/31/13 $4,398.3 $0.54 $4,467.8 $0.25 1.6% -54.33%

3/31/13 $1,382.6 $0.15 $1,372.4 $0.06 -0.7% -61.43%

12/31/12 $0.0 $0.00 $1,367.9 -$0.01 N/A N/A

3/30/13 $1,422.8 $0.29 $1,427.6 $0.26 0.3% -11.16%

Large Cap

Software Index

Quarter Ending Consensus

Revenue

Consensus

EPS

Actual

Revenue Actual EPS

Difference vs.

Est. Revenue

Difference vs.

Estimated EPS

3/31/13 $1,141.6 $0.55 $1,151.0 $0.53 0.8% -3.77%

5/31/13 $11,122.4 $0.88 $10,947.0 $0.81 -1.58% -7.21%

4/30/13 $583.4 $0.45 $570.4 $0.25 -2.23% -44.29%

4/26/13 $1,757.0 $0.68 $1,716.5 $0.48 -2.30% -28.66%

3/31/13 $592.9 $0.93 $568.6 $0.50 -4.10% -46.59%

Source: Public Filings; Capital IQ as of 7/5/13

Electronics Software and Engineering Services Industry Snapshot ($MM Except EPS)

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14

July 2013

Mid/Small Cap

Software Index

Quarter Ending Consensus

Revenue

Consensus

EPS

Actual

Revenue

Actual EPS

Difference vs.

Est. Revenue

Difference vs.

Estimated EPS

3/31/13 $30.5 -$0.02 $26.9 -$0.26 -11.59% 1180.60%

3/31/13 $57.4 $0.12 $56.2 $0.00 -2.11% -100.69%

3/31/13 $41.9 $0.30 $42.0 $0.23 0.42% -23.41%

3/31/13 $0.0 $0.00 $20.9 -$0.08 N/A N/A

Electronics

Equipment

Index

Quarter Ending Consensus

Revenue

Consensus

EPS

Actual

Revenue

Actual EPS Difference vs.

Est. Revenue

Difference vs.

Estimated EPS

3/30/13 $42,345.7 $10.00 $43,603.0 $10.16 2.97% 1.63%

3/31/13 $34,566.6 $0.35 $33,914.0 $0.35 -1.89% 1.21%

4/27/13 $12,177.2 $0.49 $12,216.0 $0.47 0.32% -5.50%

3/31/13 $10,687.5 $0.99 $10,668.0 $0.95 -0.18% -4.13%

3/29/13 $4,499.9 $0.77 $4,444.7 $1.00 -1.23% 30.55%

Source: Public Filings; Capital IQ as of 7/5/13

Electronics Software and Engineering Services Industry Snapshot ($MM Except EPS)

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15

July 2013

($ Millions) EDS and Contract Manufacturers’ Index

3x LTM EBITDA $2,964.83 $3,047.82 $699.90 -$586.50 $757.24

Plus Cash $1,587.09 $1,351.73 $531.30 $1,917.00 $411.94

Less LT Debt -$1,650.97 -$1,651.36 $0.00 $0.00 -$590.48

Estimated Liquidity $2,900.94 $2,748.19 $1,231.20 $1,330.50 $578.70

Company Liquidity Estimates by Subsector

Source: Capital IQ 7/5/2013

($ Millions) Semiconductors Index

3x LTM EBITDA $63,444.00 $22,890.00 $11,652.00 $3,684.00 $1,233.00

Plus Cash $5,698.00 $4,093.00 $1,393.00 $1,742.00 $1,718.00

Less LT Debt -$13,152.00 $0.00 -$4,183.00 -$1,394.00 -$647.00

Estimated Liquidity $55,990.00 $26,983.00 $8,862.00 $4,032.00 $2,304.00

($ Millions) Defense Electronics Index

3x LTM EBITDA $23,385.00 $15,852.00 $10,020.00 $4,761.00 $844.13

Plus Cash $8,335.00 $3,065.00 $3,125.00 $276.00 $118.80

Less LT Debt -$8,254.00 -$6,154.00 -$4,731.00 -$3,651.00 -$872.80

Estimated Liquidity $23,466.00 $12,763.00 $8,414.00 $1,386.00 $90.13

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16

July 2013

($ Millions) Electronics Equipment Index

3x LTM EBITDA $172,143.00 $84,426.00 $39,690.00 $33,498.00 $12,247.80

Plus Cash $12,053.00 $89,781.00 $5,122.00 $2,129.00 $2,150.70

Less LT Debt $0.00 -$234,299.00 -$12,956.00 -$8,138.00 -$4,404.30

Estimated Liquidity $184,196.00 -$60,092.00 $31,856.00 $27,489.00 $9,994.20

Source: Capital IQ 7/5/2013

($ Millions) Large Cap Software Index

3x LTM EBITDA $5,022.00 $51,999.00 $1,407.90 $2,464.50 $1,836.30

Plus Cash $2,593.00 $14,613.00 $1,655.80 $3,277.10 $1,379.20

Less LT Debt -$1,274.00 -$18,493.00 -$745.80 -$994.60 -$1,296.40

Estimated Liquidity $6,341.00 $48,119.00 $2,317.90 $4,747.00 $1,919.10

($ Millions) Mid/Small Cap Software Index

3x LTM EBITDA $6.43 $50.93 $183.57 $4.41

Plus Cash $26.07 $124.78 $42.98 $10.18

Less LT Debt $0.00 $0.00 $0.00 $0.00

Estimated Liquidity $32.50 $175.70 $226.55 $14.59

Company Liquidity Estimates by Subsector

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July 2013 M&A Transaction Trends

TMG tracked 574 reported technology transactions during 2011, 2012 and Q1 2013 in the following eight sectors:

Source: Capital IQ as of 7/5/13

Sector Transactions %

Communication Hardware 221 38.5%

Software Development Tools 96 16.7%

Semiconductors 80 13.9%

Multimedia Software 56 9.8%

Security Software 54 9.4%

Defense Electronics 25 4.4%

Networking Software 23 4.0%

Engineering Design Services 19 3.3%

Totals 574 100.0%

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July 2013

Communication Hardware Cisco Systems (3); B&B Electronics (2); Black Box (2); Calix (2) ; GENBAND (2); General

Dynamics (2); Global Tower (2); Ixia (2); Netgear (2); Numerex (2); ORBCOMM (2)

Software Development Tools Appcelerator (2); BMC Software (2); Cadence Design (2); Dell (2); Fisher/Unitech (2);

Groupon (2); Synopsys (2); Twitter (2)

Semiconductors

Analog Devices (2); Broadcom (2); GT Advanced Technologies (2); Integrated Device

Technology (2); Micron Technology (2); Microsemi (2); QUALCOMM (2); Silicon Image (2);

Silicon Laboratories (2); Skyworks Solutions (2); Zynga (2)

Multimedia Software VMware (3), Corel Software(2); Imation (2); Quest Software (2)

Security Software Dell (2); AuthenTec; Cisco Systems; General Dynamics; HID Global; IBM; Intel; VMware

Defense Electronics Kratos (2); Mercury Computer Systems (2); 3M; Frequency Electronics; L-3

Communications; Lockheed Martin

Networking Software Adobe Systems; Cisco Systems; F5 Networks; NetApp; Oracle; Quest Software; Vmware

Engineering Design Services Avnet; Flextronics; MBG Technologies; Zebulon Solutions

M&A Transaction Trends

Source: Capital IQ as of 7/5/13

The most active buyers in each segment are identified below as well as the number of companies each acquired:

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July 2013 Notable M&A Transactions

Source: Capital IQ as of 7/5/13

Announced Closed Target Acquirer % Acq.

Implied

EV

($MM)

Implied

EV/Rev.

(x)

Implied

EV/EBITDA

(x) Industry Sector(s) [Target/Issuer]

5/7/13 5/7/13 Vixtel USA Vixtel Pty Ltd. 34% - - - Communications Equipment

5/6/13 5/6/13 e-MDT America, Inc. Kopin Corp.

(NasdaqGS:KOPN)

- - - - Semiconductors and Semiconductor

Equipment

5/2/13 5/2/13 Q-par Angus Ltd. Solid State plc (AIM:SSP) 100% 1.39 0.4 - Communications Equipment

5/2/13 5/2/13 TriTek Solutions, Inc. Perficient Inc.

(NasdaqGS:PRFT)

100% 18.5 - - Application Softw are

5/2/13 5/2/13 DGE Inc. FEV, Inc. 100% - - - Electronic Equipment and Instruments

5/1/13 5/1/13 Code Red Technologies,

Ltd.

NXP Semiconductors NV

(NasdaqGS:NXPI)

100% - - - Systems Softw are

5/1/13 5/1/13 WaveMaker Softw are,

Inc.

Pramati Technologies

Private Limited

100% - - - Systems Softw are

4/25/13 4/25/13 ParAccel, Inc. Actian Corporation 100% - - - Application Softw are; Enterprise Data

Management

4/22/13 4/22/13 Starbelly Productions,

Inc.

IBM (NYSE:IBM) 100% - - - Systems Softw are

4/22/13 4/22/13 Nolio Ltd. CA Technologies

(NasdaqGS:CA)

100% - - - Application Softw are

4/17/13 4/17/13 Spectrum Sensors and

Controls, Inc.

Measurement Specialties

Inc. (NasdaqGS:MEAS)

100% 6.5 - - Electronic Equipment and Instruments

4/17/13 4/17/13 TerraSim, Inc. Bohemia Interactive

Simulations s.r.o.

100% - - - Application Softw are

5/4/13 4/8/13 Softw are Forensics, Inc. AccessData Group, Inc. 100% - - - Application Softw are

5/7/13 5/7/13 Red Box Recorders Ltd. ISIS Equity Partners LLP 100% - - - Application Softw are; Audio Softw are;

Multimedia Softw are

1/31/13 5/6/13 Summit Softw are, Inc. Corporate Resource

Services (OTCBB:CRRS)

100% - - - Systems Softw are

12/3/12 5/6/13 Coriant Marlin Equity Partners 100% - - - Communications Equipment

5/3/13 5/3/13 Quantitative Medical

Systems, Inc.

Constellation HomeBuilder

Systems, Inc.

100% - - - Application Softw are

4/30/13 5/3/13 WOW Vision Pte Ltd. - 34% 0.058 - - Communications Equipment

5/2/13 5/2/13 Reasult Holding B.V. New ion Investments B.V. - - - - Application Softw are

5/2/13 5/2/13 Anoto UK Ubiquitous Systems Ltd. 100% 2.95 1.13 - Application Softw are

5/2/13 5/2/13 GemStone/S GemTalk Systems LLC 100% - - - Application Softw are; Enterprise Data

Management

5/2/13 5/2/13 KSD Softw are Norw ay

AS

The Descartes Systems

Group Inc (TSX:DSG)

100% 30.76 3.1 - Application Softw are

5/2/13 5/2/13 GP Solar Gmbh Isra Vision AG.

(XTRA:ISR)

100% - - - Semiconductors and Semiconductor

Equipment

3/26/13 5/2/13 Sky High PLC

(AIM:SKHG)

Tracsis Plc (AIM:TRCS) 17% 5.78 0.503 6.21 Application Softw are

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July 2013 Notable M&A Transactions

Source: Capital IQ as of 7/5/13

Announced Closed Target Acquirer % Acq.

Implied

EV

($MM)

Implied

EV/Rev.

(x)

Implied

EV/EBITDA

(x) Industry Sector(s) [Target/Issuer]

2/15/13 5/2/13 Sage Aytos S.L. and C&I

and ATL and Automotive

Argos Soditic 100% 44.39 - - Application Softw are

11/28/12 5/2/13 Invensys Rail Pty Ltd Siemens AG (DB:SIE) 100% 2,786.98 2.25 - Application Softw are

5/2/13 5/1/13 Todoroo, Inc. Yahoo! Inc.

(NasdaqGS:YHOO)

100% - - - Application Softw are

5/1/13 5/1/13 Lob Technologies, Inc. Barcoding, Inc. 100% - - - Communications Equipment

3/26/13 5/1/13 Sky High PLC

(AIM:SKHG)

Tracsis Plc (AIM:TRCS) 83% 5.78 0.503 6.21 Application Softw are

3/7/13 5/1/13 IVANS Insurance

Solutions

Applied Systems, Inc. 100% - - - Application Softw are

4/30/13 4/30/13 Food Industry Technical

Ltd

FF&P Private Equity

Limited

100% - - - Electronic Equipment and Instruments

4/30/13 4/30/13 FitPal Health Reviser 100% - - - Application Softw are

4/30/13 4/30/13 CardLink Systems Limited FleetCor Technologies,

Inc. (NYSE:FLT)

100% - - - Application Softw are

4/30/13 4/30/13 Sage France SA, FRP

Collect Business

Sidetrade SA

(ENXTPA:ALBFR)

100% - - - Application Softw are

4/30/13 4/30/13 Gov2U, eDemocracy

Solutions

Scytl Secure Electronic

Voting, S.A.

100% - - - Application Softw are

4/30/13 4/30/13 PCTEL Secure LLC Redw all Technologies

LLC

100% - - - Communications Equipment

4/30/13 4/30/13 NovaBIM Limited novaCITYNETS Pte Ltd. 70% 0.034 - - Application Softw are

3/19/13 4/30/13 GC Holdings, Inc. Kaiam Corporation 100% - - - Semiconductors and Semiconductor

Equipment

3/4/13 4/30/13 Diebold, Incorporated.,

Manufacturing

Porter's Group, LLC 100% - - - Electronic Equipment and Instruments

2/27/13 4/30/13 Mind Technologies, Inc.,

Substantially All Assets

VOIS, Inc. (OTCPK:VOIS) 100% 0.21 - - Application Softw are

4/29/13 4/29/13 Best Case Solutions, Inc. The CINgroup 100% - - - Application Softw are

4/29/13 4/29/13 Metasw itch Netw orks,

RCS Products and

Myriad Group AG

(SWX:MYRN)

100% - - - Application Softw are;

Telecommunications Industry Softw are

4/29/13 4/29/13 BigHand B.V. BigHand Ltd. 100% - - - Application Softw are

4/29/13 4/29/13 Tricycle, Inc. Jeffrey Scott Agency,

Inc.

100% - - - Application Softw are

4/29/13 4/26/13 Tamar Technology,

Selected Assets

Rudolph Technologies

Inc. (NasdaqGS:RTEC)

100% - - - Electronic Equipment and Instruments

4/26/13 4/26/13 VR Technology Ltd. Avon Rubber p.l.c.

(LSE:AVON)

100% - - - Electronic Equipment and Instruments

4/26/13 4/26/13 JenaWave GmbH PVATePla AG

(XTRA:TPE)

100% - - - Electronic Equipment and Instruments

4/26/13 4/26/13 Nera (Malaysia) Sdn.

Bhd.

Nera Telecommunications

Ltd. (SGX:N01)

70% 0.235 - - Communications Equipment

4/26/12 4/26/13 RFID Business Balluff GmbH 100% - - - Communications Equipment

1/28/13 4/25/13 Angoss Softw are Corp.

(TSXV:ANC)

Peterson Partners LP 100% 8.01 1.15 - Application Softw are; Customer

Relationship Management (CRM)

4/24/13 4/24/13 Freedom OSS, Inc.,

Certain Assets and Open-

Luxoft Ltd. 100% - - - Application Softw are

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July 2013 Notable M&A Transactions

Source: Capital IQ as of 7/5/13

Announced Closed Target Acquirer % Acq.

Implied

EV

($MM)

Implied

EV/Rev.

(x)

Implied

EV/EBITDA

(x) Industry Sector(s) [Target/Issuer]

4/24/13 4/24/13 KZO Innovations, Inc. Peoplefluent, Inc. 100% - - - Application Softw are; Multimedia

Softw are4/24/13 4/24/13 Tilje-Intelinet AS Intelecom Group ASA 100% - - - Application Softw are

4/24/13 4/23/13 FE-DESIGN GmbH Dassault Systemes SA

(ENXTPA:DSY)

100% - - - Application Softw are

4/23/13 4/23/13 EMT Nordic A/S SE Blue Equity - - - - Application Softw are

4/23/13 4/23/13 Obsorb MetaLab Design Ltd 100% - - - Application Softw are

4/23/13 4/23/13 Octagon Computer

Services Limited

Wellington IT Solutions

Ltd

100% - - - Application Softw are

4/23/13 4/23/13 First Solar, Inc., 139-

Megaw att Campo Verde

Southern Pow er and

Turner Renew able

100% - - - Semiconductors and Semiconductor

Equipment

4/23/13 4/23/13 Programmable Web LLC MuleSoft, Inc. 100% - - - Internet Softw are

4/23/13 4/23/13 ManageRED Softw are Binary Tree, Inc. 100% - - - Systems Softw are

4/23/13 4/23/13 Web 3.0 Ltd. Media Village Production 33% 8.37 0.606 - Internet Softw are

2/27/13 4/23/13 KQ Kuchen Quelle GmbH SevenVentures GmbH 10% - - - Application Softw are; Draw ing and

Imaging Softw are

4/23/12 4/23/13 X-Media S.A. Agri Terroir

Communication S.A.

100% - - - Application Softw are

4/22/13 4/22/13 BasWare Oyj, Cashier

Desk Business

Computer Program Unit

Oy

100% 2.01 2.37 - Application Softw are

4/22/13 4/22/13 eV PRODUCTS, Inc. Kromek, Ltd. 100% - - - Electronic Equipment and Instruments

4/22/13 4/22/13 G2G3 Group Limited Capita plc (LSE:CPI) 100% - - - Application Softw are; Multimedia

Softw are4/22/13 4/22/13 Facilita Softw are

Development Ltd.

TestPlant Limited 100% - - - Systems Softw are

4/22/13 4/22/13 Sportaneous Inc. Greatist Inc. 100% - - - Application Softw are

4/15/13 4/22/13 TPACK A/S Altera European Trading

Company Limited

100% 34.0 - - Semiconductors and Semiconductor

Equipment

3/11/13 4/22/13 Tensilica, Inc. Cadence Design Systems

Inc. (NasdaqGS:CDNS)

100% 296.0 - - Semiconductors and Semiconductor

Equipment

4/20/13 4/20/13 Tradelec International nv AvioVision NV 100% - - - Application Softw are

12/27/12 4/19/13 Yunnan Tianda

Photovoltaic Co., Ltd.

Xi'an North Photoelectric

Ltd.

88% - - - Semiconductors and Semiconductor

Equipment

12/14/12 4/19/13 RMG Enterprise Solutions SCG Financial Acquisition

Corp. (NasdaqCM:RMGN)

100% 45.0 - - Application Softw are

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July 2013 McLean Group Introduction

Mergers & Acquisitions

The McLean Group uses its considerable experience and

expertise in a wide range of industries to guide its clients

through each stage of the M&A process and ultimately

identify the most probable and suitable candidates to

complete transactions under the most favorable terms.

Market Intelligence

By leveraging superior competitive analysis, The McLean

Group provides business executives with comprehensive

market intelligence studies incorporating the requisite

market insights and analytical expertise to reduce risk and

uncertainty in M&A and strategic decision-making.

Capital Formation

The McLean Group arranges private equity, venture capital,

senior debt and subordinated debt to support clients’

expansions, mergers & acquisitions (M&A), refinancings,

recapitalizations, leveraged buyouts, and other shareholder

liquidity objectives.

Business Valuation & Litigation Support

As a core competency and complement to its M&A

business, The McLean Group provides business valuation

services, including intangible asset and financial security

valuations for a variety of transactions, financial reporting

and tax purposes. In addition, the McLean Group has the

experience and credentials necessary to support litigation

proceedings, including quantifying economic damages and

valuing a minority interest in a business.

McLean Securities, a wholly-owned affiliate of The McLean Group, is a registered broker/dealer with the Financial Industry Regulatory

Authority (FINRA) and a Member, Securities Investor Protection Corporation (SIPC).

Founded in 1997, The McLean Group is a national, middle market investment bank with deep expertise in a variety of industry

verticals. Headquartered in McLean, VA, The McLean Group is among the largest independent middle market investment

banks in the region. Our core advisory services include:

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July 2013 Recent Technology Advisory Experience – M&A

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July 2013 Recent Technology Advisory Experience – Valuation Services

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July 2013

The McLean Group

7900 Westpark Drive, Suite A320

McLean, VA 22102

Main: 703.827.0200

Fax: 703.827.0175

Joe Golden

Principal

[email protected]

703.752.9018

Brent Lorenz

Vice President

[email protected]

301.455.1833

Vippy Bhambra

Director

[email protected]

410.440.3189

Greg Boucher

Managing Director

[email protected]

410.347.3818

Kathleen Crow

Managing Director

[email protected]

703.827.0200, ext. 128

Stephen Findlay

Managing Director

[email protected]

814.464.3749

Sue Keil

Vice President

[email protected]

703.752.9025

Tom Swanson

Managing Director

[email protected]

703.752.9014

Shari Overstreet

Managing Director

[email protected]

512.687.3485

Technology & Telecommunications Team

Team Members