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Digital disruption keeps dealmaking strong Global technology M&A report Issue 28 July-September 2015 final look

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Page 1: Global technology M&A report | Digital disruption keeps ......Corporation Elster Group GmbH SunGard Data Systems Inc. Atmel Corporation Solera Holdings Inc. HERE (fka Nokia Maps, owned

Digital disruption keeps dealmakingstrong

Global technology M&A report

Issue 28July-September 2015 final look

Page 2: Global technology M&A report | Digital disruption keeps ......Corporation Elster Group GmbH SunGard Data Systems Inc. Atmel Corporation Solera Holdings Inc. HERE (fka Nokia Maps, owned

2 | Global technology M&A July-September 2015

Figure 1: A directional view of select 3Q15 deal-driving trends

Note: average deal value is based on the value of disclosed-value deals, while number of deals includes both disclosed-value and undisclosed-value deals. Bubble size is based on each deal-driving trend’s share of total quarterly value.

Source: EY analysis of The 451 Group Research M&A KnowledgeBase, accessed 6 October 2015.

Ave

rage

dea

l val

ue (

$m

)

Number of deals noted

50 100 150 200 250 300 350 400

Health care IT

Cloud/SaaSSmart mobility

IoT

Gaming

Payment and financial technologies

Big data analytics

Advertising and marketing technologies

$1,000

$400

$200

$600

$0

$800

$1,200

$1,400

Security

3Q14: $73.7b

3Q15: $65.4b

64%16%14%

74%9%14%

6%

3%

<$100m $100m–$500m $500m–$1b >$1b

Figure 2: Aggregate value of announced deals by deal size, 3Q15 vs. 3Q14

*All values in this report are of disclosed-value deals only, and all dollar references are in US$ unless otherwise indicated.

Source: EY analysis of The 451 Group Research M&A KnowledgeBase, accessed 6 October 2015.

02Highlights

03Value declines, butstays on blockbusterpace

11Look ahead

12Regional snapshots

22Methodology

23Source notes

18Additional charts

HighlightsEven the NASDAQ’s first sequential quarterlydecline in three years (-7%) couldn’t slowglobal technology M&A deal volume growthin 3Q15. Although 3Q15 aggregate valuedeclined, expect dealmaking strength tocontinue. Deal drivers are still acceleratingbecause tech-enabled digital transformationsdisrupting multiple industries are only justgetting under way. So stay tuned for morebig-ticket transformative deals ahead.

• 3Q15 aggregate value of $65.4 billion fell 49% from 2Q15’s post-dotcom-bubble record. But it still ranked as the ninth-highest quarterly total since 1996, the earliest year for which we have data.*

• Quarterly volume of 1,069 deals set a seventh consecutive post-dotcom-bubble record — and was higher than 4Q 2000 (1,028 deals), at the tail end of the dotcom bubble.

• Growth in deals targeting big data analytics, the internet of things (IoT) and payment and financial services technologies made the biggest contributions to 3Q15 value.

• Cross-border (CB) aggregate deal value slumped to $24.1 billion, down 45% from 2Q15’s record and 26% YOY. �

Deal drivers

Corporate tech buyers, who drove 2Q15’srecord-shattering value spike, fell to Earth in3Q15. But non-tech buyers rose — increasingcross-sector blur — as did PE buyers.

• IoT topped the chart in average value per deal in 3Q15 as diverse tech and non-techbuyers sought end-to-end IoT solutions.

• Growth in big data analytics, IoT and financial services targets were the biggest contributors to 3Q15 aggregate and average values.

• Seven of the nine trends shown have beaten their full-year 2014 volume, which means they’re already running more than 25% ahead YOY, while all volume is up 20% YTD. �

Deal size A falloff in big-ticket deals drove an 11%YOY decline in overall aggregate value,while deals below $1 billion increased.

• 13 3Q15 deals above $1 billion had $41.8 billion in aggregate value, down 23% YOY from $54.6 billion in 19 3Q14 deals.

• Deals below $1 billion increased by the same 23% (but with less dollar value). Most of the increase was in deals from $500 million to $1 billion, which increased 63%.

• But small deals (below $100 million) increased 66% YOY to $3.6 billion, rising above the 2014 quarterly average of $3.5 billion for the first time in 2015. �

Page 3: Global technology M&A report | Digital disruption keeps ......Corporation Elster Group GmbH SunGard Data Systems Inc. Atmel Corporation Solera Holdings Inc. HERE (fka Nokia Maps, owned

Global technology M&A July-September 2015 | 3

“The four M&A trends weidentified early this year — stackto solution, hidden gems, in thecrosshairs and multifacetedsecurity — are driving changesin the technology landscape farfaster than anyone imagined.Expect still more transformativedeals to come, including newleaders emerging from adjacentindustries.”

Jeff Liu

Global Technology Industry LeaderTransaction Advisory ServicesEY

$73,714m $127,165m $65,422m

2Q15 3Q153Q14

PE Corporate

Average value(corporate and PE)

Corporate average value

PE average value

$379m$390m

$497m

$559m$563m

$596m

$232m$273m

$640m

Figure 3: Total and average deal values for deals with disclosed values3Q14–3Q15

Source: EY analysis of The 451 Group Research M&A KnowledgeBase, accessed 6 October 2015.

1,014

937

77923

2Q15 3Q153Q14

PE Corporate

855

68

1,069

988

81

Figure 4: Total number of all announced deals 3Q14–3Q15

02Highlights

03Value declines, butstays on blockbusterpace

11Look ahead

12Regional snapshots

22Methodology

23Source notes

18Additional charts

Value declines, but stays on blockbuster pace Disruptions to the technology landscape and digital technologies transformingother industries continued to drive global technology M&A to new deal-volumerecords in 3Q15. Disclosed aggregate value fell from the previous quarter’s record —but still posted the ninth-highest quarterly value since 1996.

Divestitures, non-tech buying soar; tech firms seek scale, end-to-end solutions —and big data analyticsTech companies divesting “hidden gems” accounted for nearly one-third of 3Q15disclosed value, including the top deal. Non-tech buyers increased again, acquiring25% of disclosed value. And big data analytics targets posted the highest total valueof any disruptive technology — even higher than cloud computing and mobility.

Global technologyM&A update

Page 4: Global technology M&A report | Digital disruption keeps ......Corporation Elster Group GmbH SunGard Data Systems Inc. Atmel Corporation Solera Holdings Inc. HERE (fka Nokia Maps, owned

4 | Global technology M&A July-September 2015

• Across the technology spectrum, buyers continued building scale and broader solutions for a future of explosive growth in IoT devices, continued smart mobility expansion and the need for high-performance cloud data centers to handle the data storage and processing load required by those trends.

• Peaking ahead, 3Q15’s lack of deals above $10 billion was temporary: more than $100 billion worth of big-ticket transformative deals were announced as we prepared this report in the opening few weeks of 4Q15.

• Cross-industry blur rose again, as non-tech buyers acquired the top-value IoT, mobility and security deals; tied for the top-value big data analytics deal; and had the second-largest deals in advertising and marketing and payments and financial technologies.

*Disclosed value excludes cash and debt from announced deal value per vendor methodology.

Source: EY analysis of The 451 Group Research M&A KnowledgeBase, accessed 6 October 2015.

Disclosedvalue ($m) Deal type

Multiple of TTM EV/ revenue

Multiple ofTTM EV/EBITDA

Premium offeredAnnounced

The Carlyle Group and GIC Private Limited

Honeywell International Inc.

Fidelity National Information Services, Inc.

Dialog Semiconductor Plc

Vista Equity Partners

AUDI AG/BMW Group/Daimler AG

Liberty Interactive Corporation

McGraw Hill Financial Inc.

SunEdison, Inc.

Digital Realty Trust, Inc.

GVC Holdings Plc

PayPal Holdings, Inc.

Sensata Technologies Holding NV

Veritas information management business division from Symantec Corporation

Elster Group GmbH

SunGard Data Systems Inc.

Atmel Corporation

Solera Holdings Inc.

HERE (fka Nokia Maps, owned by Nokia Corporation)

zulily, inc.

SNL Financial LC

Vivint Solar, Inc.

Telx Group, Inc.

Bwin.party Digital Entertainment Plc

Xoom Corporation

Sensing portfolio assets of Custom Sensors & Technologies, Inc.

$8,000 11 Aug PE 3.2x N/A N/A

$5,100 28 Jul Corporate N/A N/A N/A

$5,100 12 Aug Corporate 3.2x 12.5x N/A

$4,600 20 Sep Corporate N/A N/A 45%

$3,744* 14 Sep PE 5.0x 20.4x 25%

$2,738 3 Aug Corporate 2.6x N/A N/A

$2,382 17 Aug Corporate 1.6x 72.1x 35%

$2,225 27 Jul Corporate N/A N/A N/A

$2,214 20 Jul Corporate 31.3x 150.3x 20%

$1,886 14 Jul Corporate 5.9x 21.9x N/A

$1,707 4 Sep Corporate 2.6x 15.1x N/A

$1,085 1 Jul Corporate 5.3x N/A 33%

$1,000 30 Jul Corporate 3.1x N/A N/A

Buyer Target

Figure 5: Global top 13 deals, 3Q15We expanded the top 10 deals to 13 in this report in order to accommodate all 13 deals above $1 billion.

02Highlights

03Value declines, butstays on blockbusterpace

11Look ahead

12Regional snapshots

22Methodology

23Source notes

18Additional charts

*Only year 2000 had more deals

Up3Q15

1,069 deals volume continues steady growthsetting a seventh consecutive post-dotcom-bubble record andsecond-highest all-time record*

Page 5: Global technology M&A report | Digital disruption keeps ......Corporation Elster Group GmbH SunGard Data Systems Inc. Atmel Corporation Solera Holdings Inc. HERE (fka Nokia Maps, owned

• Analytics also increased again, as more tech and non-tech companies appear to be pursuing the technology to help monetize data assets that have not heretofore generated revenue.

• Cloud/SaaS, IoT, payment and financial technologies and mobility all drove more than $10 billion in disclosed-value deals; cybersecurity dealmaking slowed from 2Q15 but remained strong.

Global technology M&A July-September 2015 | 5

Figure 6: Global technology transaction scorecard (corporate and PE), 3Q15

Deals announced 3Q14 Sequential % change 3Q15

855 988 5% ▲ 16% ▲

172 216 7% ▲ 26% ▲

$65,258 $50,052 –56% ▼ –23% ▼

$379 $232 –58% ▼ –39% ▼

68 81 5% ▲ 19% ▲

17 24 0% − 41% ▲

$8,455 $15,370 7% ▲ 82% ▲

$497 $640 7% ▲ 29% ▲

Corporate and PE

Number of deals announced

Number of deals with disclosed values

Total value of deals with disclosed values ($m)

Average value of deals with disclosed values ($m)

923 1,069 5% ▲ 16% ▲

189 240 6% ▲ 27% ▲

$73,714 $65,422 –49% ▼ –11% ▼

$390 $273 –52% ▼ –30% ▼

PE

Number of deals announced

Number of deals with disclosed values

Total value of deals with disclosed values ($m)

Average value of deals with disclosed values ($m)

Corporate

Number of deals announced

Number of deals with disclosed values

Total value of deals with disclosed values ($m)

Average value of deals with disclosed values ($m)

YOY % change

Note: numbers may not add to totals due to rounding.

Source: EY analysis of The 451 Group Research M&A KnowledgeBase, accessed 6 October 2015.

02Highlights

03Value declines, butstays on blockbusterpace

11Look ahead

12Regional snapshots

22Methodology

23Source notes

18Additional charts

Deal value declines–11% YOY –49% sequentially

$65.4b3Q15

Page 6: Global technology M&A report | Digital disruption keeps ......Corporation Elster Group GmbH SunGard Data Systems Inc. Atmel Corporation Solera Holdings Inc. HERE (fka Nokia Maps, owned

3Q15 by the numbersCorporate tech buyers’ disclosed deal value fell in 3Q15 for the first time this year, while that of PE and non-tech buyers continuedrising. Deal volume set yet another record.

• 3Q15 aggregate value was $65.4 billion, enough to rank as ninth-highest quarterly value since 1996 but a decline of 11% YOY and 49% sequentially.

• 2015 YTD aggregate value of $269.7 billion already is 14% ahead of full-year 2014 ($237.6 billion).

• Tech company divestitures accounted for about a third of 3Q15 aggregate value ($21.2 billion, 32%).

• Separating the corporate numbers in Figure 6 between tech and non-tech, we see that the corporate tech buyers who fueled 2Q15’s record-shattering $127.2 billion value spike were behind

the entire 3Q15 decline. They fell 67% to $33.5 billion, perhaps slowed by equity market volatility that increased valuation uncertainty as the NASDAQ Composite Index declined 7% in the quarter. Meanwhile, non-tech buyer value rose 52% over 2Q15 and 134% YOY to $16.6 billion.

• PE buyer value also increased: $15.4 billion in disclosed value was their second-highest-value quarter in the eight years we’ve produced these reports, and included 3Q15’s top deal by dollar value.

• At 1,069 deals, 3Q15 volume continued the steady growth we’ve seen in the last two years, setting a seventh consecutive post-dotcom-bubble record.

• For the first time this year, 3Q15 had no deals above $10 billion; so average value per deal fell 52% from 2Q15 and 30% YOY to $273 million.

6 | Global technology M&A July-September 2015

Figure 7: Global technology transactions value flow by sector, 3Q15 vs. 2Q15

2Q15

CE = Communications equipment CPE = Computers, peripherals and electronics

Note: percentages may not total to 100% due to rounding.

Source: EY analysis of The 451 Group Research M&A KnowledgeBase, accessed 6 October 2015.

3Q15

Buyer $65.4b

Target $65.4b

CPE24%

Semiconductors15%

IT services10%

Software/SaaS34%

Internet16%

CPE4%

IT services 6%

CE4%

Software/SaaS17%

Non-tech25%

Semiconductors12%

Internet7%

PE23%

CE 1%

Buyer $127.2b

Target $127.2b

CE17%

CPE 1%

Semiconductors46%

IT services9%

Internet9%

Software/SaaS17%

CE16%

Non-tech9%

Semiconductors43%

IT services9%

Internet7%

PE11%

CPE 2%Software/SaaS 3%

02Highlights

03Value declines, butstays on blockbusterpace

11Look ahead

12Regional snapshots

22Methodology

23Source notes

18Additional charts

Page 7: Global technology M&A report | Digital disruption keeps ......Corporation Elster Group GmbH SunGard Data Systems Inc. Atmel Corporation Solera Holdings Inc. HERE (fka Nokia Maps, owned

13 largest deals reflect rising divestiture, analytics, IoT, cross-industry blur and financial technology trends3Q15’s deals valued at or above $1 billion more closely mirrored the trends we found in all 1,069 deals than they did in 2Q15. Then, consolidation deals dominated quarterly value, somewhat masking underlying trends. Driving 3Q15 value werefour divestitures, three big data analytics targets — including two that overlapped with the three payments and financial technology targets — four IoT targets and four deals done by non-tech buyers.

• In the top 3Q15 deal, Symantec originally planned to spin off its Veritas storage and information management unit as a public company. Instead, Veritas was divested to a PE group for $8 billion, enabling Symantec to refocus entirely on cybersecurity. Honeywell-Elster ($5.1 billion) and the German automotive consortium’s deal for Nokia’s HERE mapping and location technology unit ($2.7 billion) also involved divestitures, as did Sensata’s deal for Custom Sensors & Technologies’ sensing portfolio.

Global technology M&A July-September 2015 | 7

Source: EY analysis of Capital IQ data, accessed 28 October 2015.

Top 10

Next 15

$788

3Q13 4Q13

2%

–3%

–1%

–1%

–1%

$802 $793

$276 $267

2Q141Q14

$512 $535

$263

$530

3%

5%

0%

$817

$263

$554

3Q14 4Q14 1Q15

2% 2%

2% 3%

2% –1%

$830

$267

$563

$844$872

$264

$580 4%

3%

2%

4%

6%

10%$270

$602

2Q15 3Q15

$923

$297

$626 4%

3%

2%

$953

$303

$650

Figure 8: Aggregate cash and short- and long-term investments for the top 25 technology companies, 3Q13–3Q15 ($b)

02Highlights

03Value declines, butstays on blockbusterpace

11Look ahead

12Regional snapshots

22Methodology

23Source notes

18Additional charts

$953b3Q15

Aggregate cash and investmentsincrease YOY and sequentially

Page 8: Global technology M&A report | Digital disruption keeps ......Corporation Elster Group GmbH SunGard Data Systems Inc. Atmel Corporation Solera Holdings Inc. HERE (fka Nokia Maps, owned

• Top deal targets in Figure 5 with big data analytics capabilities include Elster (whose technology includes data analysis involving industrial smart meters), SunGard Data Systems and SNL Financial, both of which provide financial services analytics. Like Symantec, SunGard Data Systems also planned an IPO but opted to take Fidelity’s $5.1 billion offer instead.

• PayPal’s $1.1 billion deal for Xoom, which offers online international money-transfers and payments for consumers, was the third payments and financial tech deal among the top 13.

• Honeywell–Elster, Dialog–Atmel, Audi/BMW/Daimler–HERE and Sensata–Custom Sensors & Technologies all involved IoT aspects.

• The four non-tech buyers among the top 13 were Honeywell, Audi/BMW/Daimler, Liberty Interactive and McGraw Hill Financial.

• In all, the top 13 deals summed to $41.8 billion or 64% of all 3Q15 aggregate value.

“Stack to solution” drives 3Q15 dealmaking in multiple waysRarely do the four themes of technology disruption we articulatedearlier this year (stack to solution, hidden gems, in the crosshairs andmultifaceted security)1 come together in a single deal, as they do in3Q15’s top deal by dollar value. When they do, stack to solution —the cloud-and-mobile-driven transformation of tech companies fromselling products along the technology stack to offering end-to-endbusiness solutions — is often the primary deal motive.

• In 3Q15’s top deal, Symantec divested a hidden gem that has more strategic value for its buyer in order to focus on building out end-to-end cybersecurity solutions — after finding itself “in the crosshairs” of disruptive new technologies and activist investors. Symantec CEO Michael Brown said the company plans to funnel “tremendous” investment into cybersecurity R&D and future acquisitions in order to build comprehensive enterprise cybersecurity solutions.2

• Dialog–Atmel ($4.6 billion) also follows a stack-to-solution approach. It brings together power management, microcontroller, connectivity and security chips into potentially more comprehensive solutions for IoT, mobile power and automotive industry uses.3

• IBM’s $705 million deal for Merge Healthcare Inc. (which provides systems for medical image handling and processing) was another notable transaction among the many stack-to-solution deals we found across many technologies. By combining the targeted technology with its Watson artificial intelligence, IBM expects to build a comprehensive solution to help doctors better identify and treat ailments such as cancer and heart disease.4

8 | Global technology M&A July-September 2015

The four themes oftechnology disruptionconverged in the top3Q15 deal.

02Highlights

03Value declines, butstays on blockbusterpace

11Look ahead

12Regional snapshots

22Methodology

23Source notes

18Additional charts

Page 9: Global technology M&A report | Digital disruption keeps ......Corporation Elster Group GmbH SunGard Data Systems Inc. Atmel Corporation Solera Holdings Inc. HERE (fka Nokia Maps, owned

Non-tech buyers increase blur across IoT, mobility, analytics,advertising and marketing, and financial technologiesBecause the digital transformations disrupting multiple industriesstill are in their infancy, we expect the already blurry boundaries between technology and other industries to increasingly dissipatevia cross-industry M&A.

• In 3Q15, non-tech buyer volume increased to 151 deals (14% of total 3Q15 volume). YTD, non-tech buyers have accumulated $47.1 billion in disclosed-value tech deals, nearly double (+97%) their full-year 2014 total ($23.9 billion).

• Among deals already mentioned, the acquisition of Nokia’s mapping business is particularly notable for the intensity of competition already emerging between the technology and automotive industries (companies from both reportedly bid for the deal).5 High-precision maps are considered critical to the anticipated era of self-driving cars.

• Media and entertainment was the most active industry, with nearly 20 deals — including a dozen targeting e-commerce and content distribution or mobile apps. But the largest was McGraw Hill Financial’s $2.2 billion deal for SNL Financial, whose technologies serve the banking and insurance industries.

• Of note, Time, Inc. did three undisclosed-value deals — all focused on youth sports and sports data. Time plans to merge them to create a new business unit called Sports Illustrated Play.6

Big data analytics, cloud, IoT and financial tech lead deal-driving trendsThe disruptive technology targets identified in Figure 1 clearly aredriving 2015’s historic volume growth. Seven of the nine shownhave beaten their full-year 2014 volume, which means they’re already running more than 25% ahead YOY, while all volume is up 20% YTD.

• Big data analytics led with $17.1 billion in disclosed deal value for the quarter — topping the $14.1 billion posted for all of 2014. At $29.5 billion YTD, it has more than doubled that 2014 total. We continue to anticipate that big data analytics will join cloud/SaaS and smart mobility as a “background radiation” for tech M&A.

• Previous big-ticket IoT deals have been mostly confined to the semiconductor segment. But in 3Q15 targets in IoT deals worth more than $1 billion included CPE, software and semiconductor companies, as IoT solutions expand across industries and the technology stack. In all, we noted 38 IoT deals (26 of which were CB) with aggregate disclosed value of $14.7 billion. YTD, there were 114 IoT deals (compared with 56 for all of 2014) with total value of $31.9 billion (compared with $13 billion for full-year 2014).

• Including the three deals already mentioned among the top 13, payments and financial technologies posted more than 100 3Q15 deals and $14.1 billion in aggregate disclosed value. YTD, it had 268 deals (compared with 231 in full-year 2014) and $26 billion in aggregate value (compared with $24.6 billion in full-year 2014).

• Cybersecurity dealmaking slowed in 3Q15 to 73 deals and $2.4 billion in disclosed value. But after a strong first half, it’s already ahead of the full-year 2014 totals: we noted 225 cybersecurity deals YTD (compared with 196 in 2014) and $16.2 billion in aggregate value (compared with $10.3 billion last year).

• Deals targeting advertising and marketing technologies saw volume rise to 142 deals but disclosed value fall to $2.7 billion. We’ve seen this pattern before and anticipate higher-value deals to come. YTD, volume is ahead of full-year 2014 (407 deals to 401) but disclosed value is behind ($10.6 billion to $11.5 billion).

Global technology M&A July-September 2015 | 9

The blurring ofboundaries betweentechnology and otherindustries continuesto increase.

02Highlights

03Value declines, butstays on blockbusterpace

11Look ahead

12Regional snapshots

22Methodology

23Source notes

18Additional charts

Page 10: Global technology M&A report | Digital disruption keeps ......Corporation Elster Group GmbH SunGard Data Systems Inc. Atmel Corporation Solera Holdings Inc. HERE (fka Nokia Maps, owned

10 | Global technology M&A July-September 2015

PE dealmakersachieve their second-highest-value quarterin at least eight years.

02Highlights

03Value declines, butstays on blockbusterpace

11Look ahead

12Regional snapshots

22Methodology

23Source notes

18Additional charts

Continued hunt for hidden gems drives more divestiture growthGiven that the tech landscape is being continuously disrupted — andfaster than ever before — tech companies across the spectrum fromsemiconductors to internet continue to review their portfolios. Wesaw many companies buying and selling divisions as their businessstrategies rapidly evolve.

• In all, we counted 150 divestitures in 3Q15, up from approximately 130 in 2Q15 and double the 2014 quarterly average of 75.

• Aggregate value of divestitures rose to $21.2 billion, or 32% of all-deal disclosed value for the quarter.

• The divestitures with high values were already mentioned, either in our discussion of the top 13 deals (see page 4) or the preceding PE section.

• In addition, Cisco Systems, Inc., sold its set-top hardware and media gateways unit in a $600 million deal to Technicolor SA.

• While most other divestitures had small or undisclosed values, they often involved a large established tech company as buyer, seller or both. Hewlett-Packard Co., for example, acquired technology for open source cloud application deployment, and it divested its iManage enterprise content management software and SaaS in a management buyout; neither deal had a disclosed value.

• Other 3Q15 buyers of divested business units or assets included Huawei Technologies Co. Ltd., BMC Software Inc., IBM and Microsoft Corporation.

• Other sellers included EMC Corporation (Syncplicity file sharing and synchronization); Intel Corporation (Mashery API management); and NXP Semiconductors NV(CMOS sensor business assets). All had undisclosed values.

PE dealmakers capture 3Q15’s largest divestiture and run thegamut of disruptive technology targetsTwo top 13 deals helped PE dealmakers to their second-highest-value quarter in the eight years we’ve produced these reports(pushing 2Q15 down from third to fourth).

• The 3Q15 PE tally of 81 deals and $15.4 billion in aggregate value brings YTD 2015 to 215 deals and $37.4 billion. That’s 5% ahead of 204 deals and 37% ahead of $27.3 billion for YTD 2014.

• The $8 billion PE deal for Symantec’s Veritas divestiture made storage the single largest PE deal target. The second big-ticket PE deal was one for $3.7 billion* to take private auto insurance claims processing and management software firm Solera Holdings.

• Eleven deals made payment and financial technology the most sought-after targets for PE firms in 3Q15 (other than cloud/SaaS and smart mobility, which are broadly applicable and were targeted in 28 and 12 deals, respectively).

• PE dealmakers made eight deals each for big data analytics, security and advertising, and marketing targets.

• One notable advertising and marketing deal that just missed the $1 billion threshold was for eBay’s enterprise division ($925 million), which provides outsourced e-commerce order management, fulfillment and online marketing services.

*Disclosed value excludes cash and debt from announced deal value per vendor methodology.

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Look aheadMegadeals ahead — and new directions If anyone still needs convincing about the underlying strength of global technology M&A,look no further than this: In 3Q15, the NASDAQ Composite Index dropped 7% but global techM&A volume increased 5% to 1,069 deals — dotcom bubble territory. In eight years producingthese reports, it’s only the fourth quarterly period in which tech M&A volume and theNASDAQ did not move together.

The October 2015 edition of our twice-yearly Capital Confidence Barometer (CCB) survey of 161 technology executives, which is becoming available at the same time as this report,helps explain why. Forty-six percent of tech execs surveyed expect the valuation of techassets to rise in the next 12 months, compared with only 17% of respondents to the April2015 survey — suggesting that tech execs see the 3Q15 NASDAQ decline as a temporarycorrection. The new CCB is full of other positive news for tech dealmakers: more respondentsthan in April say the overall M&A market will continue improving, expect deal size to increaseand see their pipelines growing. The only potential glitch is that tech respondents also see agrowing valuation gap between buyers and sellers (see our CCB report for detailed analysis).

That research accurately predicted the megadeals already announced in the first few weeksof 4Q15, which will be discussed in our next report. Based on the announcements up untilour press time for this report, 2015’s full-year aggregate value will make a serious run at theall-time record of $412.4 billion, posted in 2000 at the height of the dotcom bubble.

But even though the tech industry continues transforming, fueled by cross-industry blur, the stack to solution trend,1 IoT and digital transformations and enabled by universal cloudadoption and a growing need to add cybersecurity to a wide range of products and services,can there be any more megadeals above $50 billion such as that between Dell Inc. and EMCCorporation? We don’t think so. The number of potential participants in deals that size isdwindling and not all are up to the integration challenges involved.

Instead, we see emerging a more intense form of partnering, which we think of as “industrialmash-ups.” These will be similar to the internet mash-ups we’re already familiar with, butwith more governance and financial structure — in other words, more real dealmaking. They’lllet partners bring specific assets to the deal and define certain fields of play while excludingothers. But industrial mash-ups will take time to emerge.

Meanwhile, to help assess whether you’ll be buyer or seller in the nextmegadeal, we suggest technology executives test their organizationsagainst these questions:

• Are we positioned to offer customers true solutions, or even answers, as opposed to just a point offering in the overall technology stack?

• Is there a hidden gem among our business units and other departments with the potential to drive greater value?

• Has disruptive technology placed our organization in the crosshairs of some upstart companies, or of activist investors?

• Are we doing all we can to provide comprehensive security in our offerings?

Disruptive technologies and digital transformation in all industries will continue driving blockbuster tech M&A next year. But megadeals above $20 billion will slow or stop, and creative dealmakers will drive new deal forms.”

Jeff Liu Global Technology Industry Leader Transaction Advisory Services EY

Global technology M&A July-September 2015 | 11

02Highlights

03Value declines, butstays on blockbusterpace

11Look ahead

12Regional snapshots

22Methodology

23Source notes

18Additional charts

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12 | Global technology M&A July-September 2015

The Americas was the only region to increase aggregate deal value YOY, increasing its share of global value as regional PE valuepatterns returned to form after an unusual 2Q15. The region accounted for the largest global shares of cloud/SaaS, big dataanalytics, payments and financial services, health care IT, advertising and marketing, and educational technology deals.

• IoT drove more than 15 Americas deals, the largest of which was the acquisition by Honeywell of Melrose Industries’ Germany-based Elster Group, whose products include smart gas, electricity and water meters. The deal seeks growth throughIoT trends such as energy efficiency initiatives and the increasedneed for natural resource management.4

• Data analytics aspects to the deals targeting SunGard Data Systems and Elster Group also made them the two largest bigdata deals in the region. In all, Americas buyers accounted for94% of global big data analytics deal value.

• As is typical, the region’s buyers accounted for the vast majority (96%) of global HIT deal value. Deals included IBM’s$705 million acquisition of medical-image processing companyMerge Healthcare Inc. IBM plans to use its Watson cloud-basedcognitive processing and analytics software to analyze Merge’simages, extracting insights to improve patient care and help diagnose ailments.5

• Internet companies were targeted in nearly 100 Americas deals, representing 15% of volume. In the largest deal, Liberty Interactive, owner of the QVC shopping network, is expanding itsonline portfolio by buying online flash-sales company zulily. �

• Americas aggregate value grew 9% YOY to $47.3 billion, comparedwith declines of 52% in APJ and 38% in EMEA. The growth droveAmericas’ share of global value to 72%, compared with 66% in2Q15 and 67% for all of 2014. But value fell 44% sequentiallycompared with 2Q15, which contained two semiconductormegadeals.

• Americas PE aggregate value rebounded after falling behindboth APJ and EMEA for the first time ever in 2Q15.1 It grew 80%YOY and 432% sequentially to account for 93% of 3Q15 globalPE value.

• Volume growth of 9% YOY was less than the global average of16%, continuing a long-term trend. Americas’ share of global volume was 63%, compared with 68% in full-year 2014 and 72%in 2013.2

• The top 3Q15 Americas deal was a storage divestiture. Symantec announced the sale of its Veritas data storage and recovery business to a PE group, nearly a year after announcingits intention to split into separate companies focused on cybersecurity and information management.3

• Payments and financial services technologies drove more than60 Americas deals, accounting for nearly 90% of global dealvalue with financial technology targets. The largest was FidelityNational Information Services’ $5.1 billion deal to acquire SunGard Data Systems from its PE owners.

Americas’ share of 3Q15 global deal value.

72%

*Ernst & Young Capital Advisors, LLC is a broker-dealer affiliate of Ernst & Young LLPand a member of FINRA (www.finra.org) providing sector-specific advice on M&A,capital markets and capital restructuring transactions.

“Americas companies continue to drive global M&A trends — especially those targeting big data analytics, financial and IoT technologies — as the industry migrates rapidly from stack to solutions.”

David Hedley US Technology M&A Leader Ernst & Young Capital Advisors, LLC*

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Regional snapshot

Americas

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Figure 9: Top five Americas deals (corporate and PE), 3Q15

Disclosed Premium Buyer Target value ($m) Announced Deal type offered

The Carlyle Group and GIC Private Limited

Honeywell International Inc.

Fidelity National Information Services, Inc.

Vista Equity Partners

Liberty Interactive Corporation

Veritas information management business division from Symantec Corporation

Elster Group GmbH

SunGard Data Systems Inc.

Solera Holdings Inc.

zulily, inc.

$8,000 11 Aug PE N/A

$5,100 28 Jul Corporate N/A

$5,100 12 Aug Corporate N/A

$3,744* 14 Sep PE 25%

$2,382 17 Aug Corporate 35%

Figure 10: Americas transactions scorecard, 3Q15

Deals announced 3Q14 Sequential % change 3Q15

562 615 0% ▼ 9% ▲

96 117 10% ▲ 22% ▲

$35,537 $32,915 –60% ▼ –7% ▼

$370 $281 –64% ▼ –24% ▼

50 55 0% − 10% ▲

10 14 17% ▲ 40% ▲

$7,989 $14,348 432% ▲ 80% ▲

$799 $1,025 356% ▲ 28% ▲

Corporate and PE

Number of deals announced

Number of deals with disclosed values

Total value of deals with disclosed values ($m)

Average value of deals with disclosed values ($m)

612 670 0% ▼ 9% ▲

106 131 11% ▲ 24% ▲

$43,526 $47,263 –44% ▼ 9% ▲

$411 $361 –50% ▼ –12% ▼

PE

Number of deals announced

Number of deals with disclosed values

Total value of deals with disclosed values ($m)

Average value of deals with disclosed values ($m)

Corporate

Number of deals announced

Number of deals with disclosed values

Total value of deals with disclosed values ($m)

Average value of deals with disclosed values ($m)

YOY % change

Note: numbers may not add to totals due to rounding.

Source: EY analysis of The 451 Group Research M&A KnowledgeBase, accessed 6 October 2015.

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*Disclosed value excludes cash and debt from announced deal value per vendor methodology.

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14 | Global technology M&A July-September 2015

APJ deal volume continued rising faster than other regions, due largely to the same three countries that drove last quarter’sincrease: Australia, China and India. Chinese companies accounted for most deal value, including four of the top five deals.Mobility, cloud/SaaS, security, and advertising and marketing technologies were among the top deal drivers.

Regional snapshot

Asia-Pacific* and Japan (APJ)

• Strong M&A volume also continued in Australia, which had 35 deals (24% of APJ volume), although they totaled only $121 million in disclosed value.

• In the largest of Japan’s 17 deals, industrial automation supplierOMRON is buying US-based industrial robotics specialist AdeptTechnology to broaden its manufacturing technology offerings.

• LED technology was the focus of two top-five deals by China buyers. LED maker HC SemiTek is buying Crystaland, a maker of sapphire substrates used in LED production. The other deal involved two makers of LED displays; Leyard Optoelectronic isbuying US-based Planar Systems to augment its product rangeand expand its sales outside China.

• A take-private deal for Vimicro International, a US-listed Chinesevideo-surveillance technology supplier, also made the top five.Multiple US-listed Chinese firms received buyout offers earlierthis year with the intent of relisting in China to take advantage of higher valuations there; many face uncertainty amid the subsequent volatility in China’s equity market.4

• IoT deals included the $118 million pending acquisition by a Chinese investment firm of SHL Telemedicine, an Israeli providerof wearable cardiac monitors and monitoring services. �

• APJ volume rose for the seventh sequential quarter to 145 deals (14% of global volume). But aggregate value fell after foursuccessive increases, in part because 3Q15 lacked the big-ticketdeals that drove value in preceding quarters.

• As in 2Q15, Chinese buyers acquired the bulk of 3Q15 APJ value (71%). China posted 21 deals (14% of APJ volume).

• Beijing Jinxing Rongda Investment Management, a unit of China’sstate-owned Tsinghua Holdings, acquired the region’s largest3Q15 deal — purchasing FL Mobile Inc., the mobile games businessfrom software company NQ Mobile. Tsinghua also accounted for the largest APJ transaction in 2Q15.1 In 3Q15, Tsinghua alsoinvested $3.8 billion for a 15% stake in US storage maker Western Digital.2 The deal is not included in our data because it’s less than 50%.

• India topped deal volume among APJ countries with 45 deals,or 31% of APJ volume. That illustrates the rise in India tech M&A activity, bringing the country’s YTD volume to 111 deals,compared with 62 for all of 2014. Twenty 3Q15 deals involvedinternet companies expanding their breadth by buying other internet or software firms. Among them were three deals by HITcompany Practo, whose products help consumers find health-care professionals through a sharing economy business model.Practo has been called an “Uber for doctors.”3

YOY APJ volume increase.58%

“India’s internet companies are using M&A to acquire promising startups and increase the breadth of their solutions in the country’s rapidly developing internet segment.”

Ben KwanTransaction Advisory Services Technology, Media & Telecom (TMT) Market Segment LeaderEY Greater China

*Asia-Pacific includes India.

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Disclosed Premium Buyer Target value ($m) Announced Deal type offered

Beijing Jinxing Rongda Investment Management Co. Ltd.

Vimicro China

OMRON Corporation

HC SemiTek Corporation

Leyard Optoelectronic Co. Ltd.

FL Mobile Inc.

Vimicro International Corporation

Adept Technology, Inc.

Crystaland Co., Ltd.

Planar Systems, Inc.

$626 26 Aug Corporate N/A

$455 15 Sep PE 18%

$200 16 Sep Corporate 81%

$169 11 Aug Corporate N/A

$157 12 Aug Corporate 57%

Figure 11: Top five APJ deals (corporate and PE), 3Q15

Figure 12: APJ transactions scorecard, 3Q15

Deals announced 3Q14 Sequential % change 3Q15

87 133 13% ▲ 53% ▲

22 32 –16% ▼ 45% ▲

$4,763 $1,632 –67% ▼ –66% ▼

$216 $51 –61% ▼ –76% ▼

5 12 71% ▲ 140% ▲

2 7 17% ▲ 250% ▲

$34 $688 –88% ▼ 1,924% ▲

$17 $98 –90% ▼ 476% ▲

Corporate and PE

Number of deals announced

Number of deals with disclosed values

Total value of deals with disclosed values ($m)

Average value of deals with disclosed values ($m)

92 145 16% ▲ 58% ▲

24 39 –11% ▼ 63% ▲

$4,797 $2,319 –79% ▼ –52% ▼

$200 $59 –76% ▼ –71% ▼

PE

Number of deals announced

Number of deals with disclosed values

Total value of deals with disclosed values ($m)

Average value of deals with disclosed values ($m)

Corporate

Number of deals announced

Number of deals with disclosed values

Total value of deals with disclosed values ($m)

Average value of deals with disclosed values ($m)

YOY % change

Note: numbers may not add to totals due to rounding.

Source: EY analysis of The 451 Group Research M&A KnowledgeBase, accessed 6 October 2015.

02Highlights

03Value declines, butstays on blockbusterpace

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16 | Global technology M&A July-September 2015

IoT deals drove more than half of EMEA 3Q15 disclosed value, including three of the quarter’s top five transactions. Volumerose 16% YOY to a new record (since we began breaking out regional data in 2012). Many deals were driven by cloud/SaaS,mobility, advertising and marketing, and financial technologies.

Regional snapshot

Europe, the Middle East and Africa (EMEA)

• Financial and payments technologies drove about 30 deals (12%of EMEA volume). In the largest, German exchange operatorDeutsche Börse AG plans to acquire the over-the-counter tradingplatform 360T Beteiligungs for $795 million.

• Security drove 15 deals, including one with an IoT focus: UK chip designer ARM is buying Israel’s Sansa Security, a provider of hardware security IP and software for IoT and mobile devices,for an undisclosed value. The deal adds to a portfolio of IoT technologies that ARM has been building through M&A.4

• EMEA’s biggest cloud/SaaS deal was the $830 million acquisitionby Spain’s Amadeus, which provides travel-related services, ofNavitaire. The deal gives Amadeus a bigger presence among low-cost airlines.5

• As is typical, UK buyers led deal volume, accounting for 95 deals — nearly four times any other EMEA country. Cloud/SaaS,mobility and financial systems and payments drove the most UK deals.

• Germany had the second-greatest volume (25 deals), followedby France (24) and Sweden (21). German buyers accountedfor 56% of EMEA disclosed value, due largely to the Atmel andHERE acquisitions. �

• Volume rose YOY for the eighth consecutive quarter, reaching a record 254 deals. But despite four deals above $1 billion, aggregate value fell sequentially and YOY because the prior periods included even larger big-ticket deals.

• Nearly 20 EMEA IoT deals accounted for 59% of the region’s disclosed value, although they represented only 7% of volume. Inthe largest, power-management chipmaker Dialog Semiconductoris buying US-based microcontroller manufacturer Atmel to expand its presence in IoT markets, including cars and wearabledevices.1 In another top five IoT deal, Dutch sensor maker Sensata Technologies is buying the sensing portfolio of US-based Custom Sensors & Technologies.

• EMEA non-tech buyers acquired 30% of disclosed value, including IoT- and mobility-related deals by German companies.Audi, BMW and Daimler together are buying the HERE in-carmapping technology from Nokia, which divested the unit to better focus on supplying telecommunications infrastructure following its 2Q15 deal to acquire Alcatel–Lucent. The carmakerssought the mapping technology, considered key to enabling self-driving cars, as the auto industry faces growing blur with techcompetitors.2 Other IoT deals by non-tech EMEA buyers includedthe continuation of deals seen earlier this year by athletic apparelcompanies to acquire fitness-tracking technologies.3

“EMEA non-tech companies are investing in strategic IoT technologies to ensure they remain competitive against broadening global competition.”

Simon Pearson TMT Corporate Finance Leader UKI EY UKI

is an EMEA volume record. 254 deals

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Figure 13: Top five EMEA deals (corporate and PE), 3Q15

Disclosed Premium Buyer Target value ($m) Announced Deal type offered

Dialog Semiconductor Plc

AUDI AG/BMW Group/Daimler AG

GVC Holdings Plc

Sensata Technologies Holding NV

Amadeus IT Group SA

Atmel Corporation

HERE maps division of Nokia Corporation

Bwin.party Digital Entertainment Plc

Sensing portfolio assets of Custom Sensors & Technologies Inc.

Navitaire, Inc.

$4,600 20 Sep Corporate 45%

$2,738 3 Aug Corporate N/A

$1,707 4 Sep Corporate N/A

$1,000 30 Jul Corporate N/A

$830 1 Jul Corporate N/A

Figure 14: EMEA transactions scorecard, 3Q15

Deals announced 3Q14 Sequential % change 3Q15

206 240 18% ▲ 17% ▲

54 67 16% ▲ 24% ▲

$24,959 $15,505 –41% ▼ –38% ▼

$462 $231 –49% ▼ –50% ▼

13 14 –7% ▼ 8% ▲

5 3 –50% ▼ –40% ▼

$433 $335 –94% ▼ –23% ▼

$87 $112 –88% ▼ 29% ▲

Corporate and PE

Number of deals announced

Number of deals with disclosed values

Total value of deals with disclosed values ($m)

Average value of deals with disclosed values ($m)

219 254 17% ▲ 16% ▲

59 70 9% ▲ 19% ▲

$25,392 $15,839 –50% ▼ –38% ▼

$430 $226 –55% ▼ –47% ▼

PE

Number of deals announced

Number of deals with disclosed values

Total value of deals with disclosed values ($m)

Average value of deals with disclosed values ($m)

Corporate

Number of deals announced

Number of deals with disclosed values

Total value of deals with disclosed values ($m)

Average value of deals with disclosed values ($m)

YOY % change

Note: numbers may not add to totals due to rounding.

Source: EY analysis of The 451 Group Research M&A KnowledgeBase, accessed 6 October 2015.

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03Value declines, butstays on blockbusterpace

11Look ahead

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18 | Global technology M&A July-September 2015

Note: percentages may not total to 100% due to rounding.

Source: EY analysis of The 451 Group Research M&A KnowledgeBase, accessed 6 October 2015.

3Q15

Figure 15: Cross-border deal value flow for technology deals (disclosed value), 3Q15

CB value acquired $24.1b

CB value sold $24.1bAsia-Pacific 1% Japan 1%

Other8%

Japan 1%

US37%

Europe55%

US37%

Europe49%

Asia-Pacific 4%

Canada 3%

Canada 3% India 2%

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Cross-border value flowIoT targets dominate 3Q15 CB deal value

Though only 26 of the 371 CB deals in 3Q15 targeted IoT-relatedtechnologies, they included four of the five deals that topped $1 billion. In all, IoT targets accounted for $14.6 billion, or 61%of the quarter’s aggregate value.

• At $24.1 billion, CB value was down 45% from 2Q15’s record $43.6 billion and 26% YOY. Five $1 billion+ CB deals totaled $15.1 billion in announced value, or 63% of all CB value.

• Europe and Asia-Pacific were net buyers, while every other region or country shown was a net seller — though only marginally in the cases of Canada and the US.

• Despite the value decline, CB volume increased 11% sequentially, which was faster than the 5% for all deals.

• YTD CB value of $99.9 billion is already 24% higher than the full- year 2014 value of $80.7 billion.

• European tech and non-tech companies continued to target US tech firms in large deals, including several of the IoT-related acquisitions. In all, 42 EMEA deals had US targets, accounting for 60% of EMEA aggregate value.

• 71% of the CB value acquired by US companies had European targets, and 89% of US CB value sold was to European buyers.

• Buyers from the US and other countries targeted Israeli tech firms, a trend we noted earlier this year. Israeli companies were targeted in 11 CB deals (out of 14 deals overall), with total disclosed value of $1.3 billion. Target technologies included several each of security, IoT, mobility and HIT.

• 76% of the $13.3 billion in CB deals acquired by European companies came in four deals: Dialog–Atmel ($4.6 billion), the Audi/BMW/Daimler–Nokia HERE deal ($2.7 billion), GVC–Bwin ($1.7 billion) and Sensata–Custom Sensor ($1 billion).

• Intra-European CB deals totaled $5.3 billion (34% of all tech value acquired by European companies).

• 100% of “Other” value sold was to US buyers, with 99% from targets in Israel. �

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Corporate and PE CB deal volume rose together in 3Q15, increasing to 371 deals from 335 in 2Q15 (+11%). But corporate buyers accounted for the vast majority of thevolume growth (+33 deals versus +3 for PE). The biggest gains came from the US (+9 deals combined corporate and PE), Sweden (+7), Germany (+5) and Japan (+6).Overall, the top 10 countries for corporate CB dealmaking remained the same as in the first and second quarters, though most switched positions on the chart.

3Q15 was the third consecutive quarter in which the US increased CB dealmaking (after two consecutive declines). US CB deal volume growth appears to be accelerating:it gained three deals in 1Q15, six in 2Q15 and nine in 3Q15.

*Additional countries with one deal in 3Q15: British Virgin Islands, Canada, Italy, Japan, Malaysia, South Korea and Taiwan.

Note: percentages may not total to 100% due to rounding.

Source: EY analysis of The 451 Group Research M&A KnowledgeBase, accessed 6 October 2015.

Figure 16: Global corporate and PE deals by acquiring country: cross-border and in-border, 3Q15

Corporate deals 3Q15

Top countries 3Q14 deals 3Q15 deals % total deals No. IB deals 0% 50% 100% No. CB deals

US 526 567 57% 439 128

UK 77 84 9% 51 33

India 22 45 5% 34 11

Canada 33 44 4% 19 25

Australia 25 33 3% 19 14

Germany 18 25 3% 9 16

France 31 24 2% 12 12

Sweden 13 21 2% 3 18

Japan 8 16 2% 2 14

China/HK 15 15 2% 7 8

Other 87 114 12% 45 69

Total 855 988 100% 640 348PE deals 3Q15

Top countries 3Q14 deals 3Q15 deals % total deals No. IB deals 0% 50% 100% No. CB deals

US 49 53 65% 42 11

UK 12 11 14% 6 5

China/HK 2 6 7% 3 3

Netherlands 0 2 2% 2 0

Australia 1 2 2% 1 1

Other 4 7* 9% 4 3

Total 68 81 100% 58 23

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The most interesting takeaway from this chart is that the precipitous decline of overall average value (down 30% YOY and 52% sequentially) is actually a sign of underlyingdealmaking strength, not weakness. The decline resulted from two factors: the number of deals with disclosed values above $1 billion declined to 13 from 19 in 3Q14, whilethe number of deals with disclosed values below $100 million increased to 168 from 112 in 3Q14. In other words, widespread small deals accelerated even as big-tickettransformative deals had a temporary respite. Meanwhile, all sectors except CE and semiconductor participated in the YOY volume growth. But tracking across the chart, we see those are the only sectors that bucked the downward average value trend YOY — so their deal valuations appear to be rising.

Source: EY analysis of The 451 Group Research M&A KnowledgeBase, accessed 6 October 2015.

20 | Global technology M&A July-September 2015

Number of deals

3Q14 Sequential% change

3Q15 YOY % change

Average value ($m)

3Q14 Sequential% change

3Q15 YOY % change

CE

CPE

Internet

IT services

Semiconductors

Software/SaaS

Total

CE

CPE

Internet

IT services

Semiconductors

Software/SaaS

Total

3 5 150% ▲ 67% ▲

5 5 –29% ▼ 0% −

11 14 –30% ▼ 27% ▲

14 16 –24% ▼ 14% ▲

0 4 33% ▲ N/A ▲

35 37 54% ▲ 6% ▲

68 81 5% ▲ 19% ▲

$28 $117 –51% ▼ 318% ▲

$0 $2,706 1,253% ▲ N/A ▲

$12 $161 –69% ▼ 1,242% ▲

$119 $223 156% ▲ 87% ▲

$0 $241 –87% ▼ N/A ▲

$891 $542 –26% ▼ –39% ▼

$497 $640 7% ▲ 29% ▲

35 26 –33% ▼ –26% ▼

63 76 15% ▲ 21% ▲

141 177 –1% ▼ 26% ▲

214 302 16% ▲ 41% ▲

29 29 26% ▲ 0% −

441 459 3% ▲ 4% ▲

923 1,069 5% ▲ 16% ▲

$42 $136 –88% ▼ 224% ▲

$1,056 $550 787% ▲ –48% ▼

$501 $291 –18% ▼ –42% ▼

$208 $111 –55% ▼ –47% ▼

$371 $593 –88% ▼ 60% ▲

$365 $236 1% ▲ –35% ▼

$390 $273 –52% ▼ –30% ▼

Figure 17: Global technology corporate and PE transactions by sector, 3Q15

CE

CPE

Internet

IT services

Semiconductors

Software/SaaS

Total

Corporate deals

PE deals

Total deals

32 21 –43% ▼ –34% ▼

58 71 20% ▲ 22% ▲

130 163 3% ▲ 25% ▲

200 286 19% ▲ 43% ▲

29 25 25% ▲ –14% ▼

406 422 0% ▼ 4% ▲

855 988 5% ▲ 16% ▲

$44 $144 –88% ▼ 227% ▲

$1,056 $301 447% ▲ –71% ▼

$579 $298 –12% ▼ –49% ▼

$215 $99 –63% ▼ –54% ▼

$371 $643 –88% ▼ 73% ▲

$297 $204 21% ▲ –31% ▼

$379 $232 –58% ▼ –39% ▼

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Figure 18: Cross-border corporate and PE transactions by sector, 3Q15

Number of deals

3Q14 Sequential% change

3Q15 YOY % change

Average value ($m)

3Q14 Sequential% change

3Q15 YOY % change

CE

CPE

Internet

IT services

Semiconductors

Software/SaaS

Total

CE

CPE

Internet

IT services

Semiconductors

Software/SaaS

Total

0 4 N/A ▲ N/A ▲

1 2 100% ▲ 100% ▲

3 2 –67% ▼ –33% ▼

8 5 –17% ▼ –38% ▼

0 2 0% − N/A ▲

5 8 60% ▲ 60% ▲

17 23 15% ▲ 35% ▲

$0 $117 N/A ▲ N/A ▲

$0 $59 N/A ▲ N/A ▲

$3 $0 –100% ▼ –100% ▼

$3 $386 6,333% ▲12,767% ▲

$0 $0 –100% ▼ N/A −

$0 $96 –97% ▼ N/A ▲

$3 $125 –92% ▼ 4,067% ▲

18 11 –35% ▼ –39% ▼

32 34 31% ▲ 6% ▲

52 50 –22% ▼ –4% ▼

64 104 41% ▲ 63% ▲

17 13 18% ▲ –24% ▼

149 159 11% ▲ 7% ▲

332 371 11% ▲ 12% ▲

$21 $214 –88% ▼ 919% ▲

$997 $453 452% ▲ –55% ▼

$226 $156 –32% ▼ –31% ▼

$200 $73 –88% ▼ –64% ▼

$519 $1,141 77% ▲ 120% ▲

$457 $148 –39% ▼ –68% ▼

$424 $226 –55% ▼ –47% ▼

CE

CPE

Internet

IT services

Semiconductors

Software/SaaS

Total

Corporate deals

PE deals

Total deals

18 7 –59% ▼ –61% ▼

31 32 28% ▲ 3% ▲

49 48 –17% ▼ –2% ▼

56 99 46% ▲ 77% ▲

17 11 22% ▲ –35% ▼

144 151 9% ▲ 5% ▲

315 348 10% ▲ 10% ▲

$21 $310 –82% ▼ 1,376% ▲

$997 $513 526% ▲ –49% ▼

$258 $156 –22% ▼ –40% ▼

$231 $58 –91% ▼ –75% ▼

$519 $1,141 2,493% ▲ 120% ▲

$457 $153 164% ▲ –67% ▼

$442 $235 –43% ▼ –47% ▼

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CB internet and CE deals bucked the overall CB sequential and YOY volume growth trends shown above, declining in both comparisons. But overall CB volume growthaccelerated in 3Q15, accounting for 65% of the sequential quarterly increase in all-deal volume. It was not enough to make up for slower CB volume growth earlier in theyear; CB volume is up 12% YOY compared with 16% for all deals. Average value of CB deals ($226 million) remained below all-deal value ($273 million) for the secondconsecutive quarter.

Source: EY analysis of The 451 Group Research M&A KnowledgeBase, accessed 6 October 2015.

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22 | Global technology M&A July-September 2015

• Global technology M&A update: July- September 2015 is based on EY’s analysis of The 451 Group M&A KnowledgeBase data for 2014 and 2015. Deal activity and valuations may fluctuate slightly based on the date the database is accessed.• Technology company M&A data was pulled from The 451 Group M&A KnowledgeBase based on the database’s own classification taxonomy and then deals were aligned to the following sectors: CE, CPE, semiconductors, software/SaaS, IT services and internet companies. Alignment was based on the sector of the target company. • The data includes M&A transactions between two technology companies as well as non-technology companies acquiring technology companies.• Joint ventures were not included. • Corporate M&A activity data was analyzed based on the sector classification of the target company. Prior to 2012, we reported based on the classification of the acquiring company; the change enables a clearer picture of the technologies being focused on for acquisition. • Equity investments that involved less than a 50% stake were not included in the data. • PE M&A activity includes both full and partial stake transactions in excess of 50% and was analyzed based on acquisitions by firms classified as private equity, sovereign wealth funds, investment holding companies, alternative investment management groups, certain commercial banks, investment banks, venture capital and other similar entities.• Unsolicited technology deal values were not included in the data set, unless the proposed bid was accepted and the deal closed based on data available at the time of analysis.

• The value and status of all deals highlighted in this report are as of 30 September 2015, unless otherwise noted.• All dollar references are in US dollars, unless otherwise indicated.• In this report, disclosed deal values may vary from other published values because The 451 Group database methodology automatically subtracts cash acquired, net of debt, from enterprise value. Additionally, announced deal values are often subject to change at the time of close, due to subsequent revisions to the terms of the deal and/or changing stock valuations to the extent stock was used as a deal consideration.• As used in this report, “total value” refers to the aggregate value of deals with disclosed values for the period under discussion.• Other definitions: • “TTM” stands for trailing 12 months. • “Multiple of EV/TTM revenue” is the transaction value multiple representing total enterprise value over trailing 12 months of target revenue. • “Multiple of EV/TTM EBITDA” is the transaction value multiple representing total enterprise value over trailing 12 months of target EBITDA (earnings before interest, taxes, depreciation and amortization). • “Premium offered” represents the percentage difference between the purchase price and the share price value 30 days prior to the announcement of the deal. Where data is unavailable from The 451 Group, premium data was accessed via Capital IQ. �

Methodology

02Highlights

03Value declines, butstays on blockbusterpace

11Look ahead

12Regional snapshots

22Methodology

23Source notes

18Additional charts

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Global technology M&A July-September 2015 | 23

Source notes

Value declines, but stays on blockbuster pace 1 Navigating the four themes of technology disruption, EY, © 2015 EYGM Limited.2 “Symantec Execs: We’re Looking To Bring The ‘Swagger’ Back To Our Security Business,” CRN, 15 October 2015, via Factiva, © 2015 The Channel Company.3 “Dialog Semiconductor To Acquire Atmel For $4.6 Billion,” Dow Jones Institutional News, 20 September 2015, via Factiva, © 2015 Dow Jones & Company, Inc.4 “IBM Crafts a Role for Artificial Intelligence in Medicine,” Dow Jones Newswires Korean (English), 12 August 2015, © 2015 Dow Jones & Company, Inc.5 “BMW, Daimler and Audi Clinch Purchase of Nokia’s Maps Business; German car makers to acquire Nokia Here in deal worth $3.1 billion,” The Wall Street Journal Online, 3 August 2015, via Factiva, © 2015 Dow Jones & Company, Inc.6 “Time Inc. Acquires Youth Sports Firms, Creates ‘Sports Illustrated Play’ Unit,” WSJ Blogs, 7 July 2015, via Factiva, © 2015 Dow Jones & Company Inc.

Look ahead1 Top of Mind, Issues facing technology companies: Stack to solution: go big, or go home, EY, © 2015 EYGM Limited.

Regional snapshot: Americas1 Global technology M&A update, April-June 2015, EY, © EYGM Ltd. 2 Ibid.3 “Symantec to Sell Veritas to Carlyle-Led Investor Group for $8 Billion,” The Wall Street Journal Online, 11 August 2015, via Factiva, © Dow Jones & Company, Inc. 4 “Honeywell Pays $5.1 Billion for German-Based Elster,” The Wall Street Journal Online, 28 July 2015, via Factiva, © Dow Jones & Company, Inc. 5 “IBM Crafts a Role for Artificial Intelligence in Medicine,” The Wall Street Journal Online, 11 August 2015, via Factiva, © Dow Jones & Company, Inc.

Regional snapshot: APJ1 Global technology M&A update: April-June 2015, EY, © EYGM Ltd. 2 “Arm of China-Controlled Tsinghua to Buy 15% Stake in Western Digital,” The Wall Street Journal Online, 30 September 2015, via Factiva, © Dow Jones & Company, Inc.3 “Meet Practo, An ‘Uber For Doctors’ That’s Revolutionizing Healthcare On The Indian Subcontinent,” International Business Times, 30 June 2015, via Factiva © Copyright 2015 IBT Media Inc.4 Global technology M&A update: April-June 2015, EY, © EYGM Ltd.

Regional snapshot: EMEA1 “Dialog Semiconductor to Buy Atmel for $4.6 Billion,” The Wall Street Journal Online, 20 September 2015, via Factiva, © Dow Jones & Company, Inc. 2 “BMW, Daimler and Audi Clinch Purchase of Nokia’s Maps Business,” The Wall Street Journal Online, 3 August 2015, via Factiva, © Dow Jones & Company, Inc. 3 Global technology M&A update, January-March 2015, EY, © EYGM Ltd. 4 “ARM Expands IoT Security Capability with Acquisition of Sansa Security” ARM news release, 30 July 2015, © 2015 ARM Ltd. 5 “Amadeus Buys Into Low-Cost Carriers With Navitaire Deal,” The Wall Street Journal Online, 1 July 2015, via Factiva, © Dow Jones & Company, Inc.

02Highlights

03Value declines, butstays on blockbusterpace

11Look ahead

12Regional snapshots

22Methodology

23Source notes

18Additional charts

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Ernst & Young Capital Advisors, LLC (“EYCA”) is a registered broker-dealer and member of FINRA (www.finra.org) providing sector-specificadvice on M&A, capital markets and capital restructuring transactions. It is an affiliate of Ernst & Young LLP, a member firm of Ernst & YoungGlobal Limited serving clients in the US.

© 2015 EYGM Limited.All Rights Reserved.

About EY’s Global Technology SectorEY’s Global Technology Sector is a global network of more than 21,000technology practice professionals from across our member firms, all sharingdeep technical and industry knowledge. Our high-performing teams are diverse,inclusive and borderless. Our experience helps clients grow, manage, protectand, when necessary, transform their businesses. We provide assurance,advisory, transaction and tax guidance through a network of experienced andinnovative advisors to help clients manage business risk, transformperformance and improve operationally. Visit us at ey.com/technology.

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