Cloud Insights. M&A and Capital Markets Perspective on the Cloud Computing Industries:

Transcription

1 November 2014 Monthly Update M&A and Capital Markets Perspective on the Cloud Computing Industries: Software-as-a-Service Platform-as-a-Service Infrastructure-as-a-Service

2 Table of Contents Summary... 1 Public Company Analysis... 3 William Blair & Company Selected Cloud Transactions... 6 William Blair & Company Cloud Contacts... 7 William Blair & Company SaaS Equity Research Coverage... 8 Disclosures... 9 Table of Contents

3 Summary SaaS Mergers and Acquisitions October included 25 SaaS M&A transactions, totaling $947.8 million in disclosed transaction value, with transaction volume increasing from September, which witnessed 14 M&A transactions, totaling $9.3 billion. At the same time last year, 18 M&A transactions had been announced, totaling $579.5 million. William Blair is pleased to have served as an advisor on Vendavo s sale to Francisco Partners. Notable M&A transactions in October included the following: Selected SaaS Mergers and Acquisitions Date Trans. Value Enterprise Enterprise Value / Announced Completed ($MM) Value($MM) Target Acquirer(s) LTM Revenue LTM EBITDA 10/23/ $840.0 $840.0 Digital River Siris Capital 2.2x 57.3x 10/23/ /23/2014 $35.0 $35.0 Nexgate Proofpoint /20/ /20/ RightSignature Citrix /09/ /09/ Clariso Box /07/ $44.5 $44.5 Evolv Cornerstone OnDemand /01/ /30/ Vendavo Francisco Partners - - Sources: Capital IQ, FactSet, and 451 Group as of October 31, 2014 SaaS Equity Performance For October, the broad SaaS group increased 12.0%, the Nasdaq increased 4.7%, and the S&P 500 increased 3.7%. The large-cap SaaS group increased by 12.6%, midcap increased by 12.8%, and small-cap increased by 4.4%. Indexed Stock Price Performance Index 2014 YTD October 2014 Large-cap SaaS 8.8% 12.6% Midcap SaaS (7.8%) 12.8% Small-cap SaaS (23.8%) 4.4% All SaaS 3.7% 12.0% NASDAQ 10.9% 4.7% S&P % 3.7% Note: All indices are weighted by current market capitalization Source: FactSet as of October 31, 2014 SaaS Capital Markets October witnessed two SaaS IPOs and one IPO filing: HubSpot, Inc. (HUBS $35.77), a cloud-based inbound marketing and sales software platform, completed an initial public offering of $125 million. Workiva, a provider of a cloud-based, mobile-enabled platform that allows enterprises to collect, manage, report, and analyze critical business data in real time, filed an S-1 with the SEC to raise $100 million in an initial public offering. Yodlee, a provider of digital financial services in the cloud, completed an initial public offering of $75 million. Summary 1

4 SaaS Venture Capital October venture investment activity consisted of 50 transactions, totaling $962.7 million in disclosed transaction value. Year-overyear, the number of venture capital financings increased significantly with total disclosed transaction value increasing as well. October 2013 witnessed 32 transactions, totaling $421.4 million in disclosed transaction value. Notable SaaS venture investments in October included the following: Alteryx, Inc., a provider of data-blending and analytics software, received $60 million in its Series B round of funding, led by new investor Insight Venture Partners with participation from returning investors Sapphire Ventures and Toba Capital. Gainsight, a provider of customer success management (CSM) solutions, received $25 million in its Series C round of funding, led by new investor Bessemer Venture Partners with participation from other new investor Lightspeed Venture Partners. Jobvite, a SaaS recruitment/talent acquisition platform, received $25 million in its Series D round of funding led by new investor Catalyst Investors with participation from existing investors CMEA Capital, ATA Ventures, and Trident Capital, Inc. Mozido, a cloud-based, mobile-payments platform that provides mobile financial services, received $400 million in a round of funding from new investors MasterCard Incorporated, Wellington Management Company, LLP, H.E. Sheikh Nahyan Bin Mubarak Al Nahyan of United Arab Emirates, and Julian H. Robertson, Jr. Slack Technologies, Inc., a communications platform company, received $120 million in its Series D round of funding, co-led by new investors Google Ventures and Kleiner Perkins Caufield & Byers, with participation from existing investors Accel Partners, Andreessen Horowitz L.L.C., The Social+Capital Partnership, and individual investor David O. Sacks. PaaS and IaaS Activity Notable events in the PaaS and IaaS sectors in October included the following: Firebase, an operator of a scalable platform that allows developers to build applications, was acquired by Google Inc. for an undisclosed amount. Mirantis, an OpenStack systems integrator, received $101.2 million in its Series B round of funding, led by new investor Insight Venture Partners, with participation from other new investor August Capital and existing investors Intel Capital, WestSummit Capital, Ericsson, and SapphireVentures. Riverbed Technology, an IaaS cloud-integrated storage-products provider, was acquired by NetApp, Inc. for $80 million. SolidFire, a provider of primary storage systems, received $82 million in its Series D round of funding, led by new investors, Greenspring Associates, Inc., Silicon Valley Bank, ARM, and an unnamed major sovereign wealth fund. Xand, a provider of data center managed services and technology solutions, was acquired by TierPoint for an undisclosed amount. 2 Summary

5 Public Company Analysis Year-to-date, the SaaS index was up 3.7%, underperforming the Nasdaq, which was up 10.9%. Year-to-date, the large-cap SaaS group was up 8.8%, while midcap and small-cap SaaS groups were down, decreasing 7.8% and 23.8%, respectively. SaaS Indexed Stock Price Performance (2014 Year-to-Date) Large-cap (8.8%) Midcap (-7.8%) Small-cap (-23.8%) NASDAQ (10.9%) /1/14 1/31/14 3/2/14 4/1/14 5/1/14 6/1/14 7/1/14 7/31/14 8/30/14 9/29/14 10/30/14 10/31/14 Note: Groupings based on market caps at December 31, 2013 Mkt. Cap > $3 billion consists of: ATHN, CNQR, MDSO, N, CRM, NOW, ULTI, VEEV, WDAY Mkt. Cap $1 billion to $3 billion consists of: BNFT, CSOD, CVT, TRAK, DWRE, FLTX, MKTO, RP, RNG, SPSC, SNCR Mkt. Cap < $1 billion consists of: AMBR, BV, CSLT, ECOM, CTCT, EOPN, ELLI, FIVN, HGN, HUBS, IL, JIVE, LPSN, LOGM, MRIN, MIXT, OPWR, PAYC, PCTY, QTWO, QLYS, RALY, SQI, SREV, TNGO, TWOU, TXTR, WIX, YDLE, ZEN Source: FactSet as of October 31, 2014 Valuation Overview Large-cap Midcap Small-cap 47.5x 46.8x 9.8x 34.9x 30.1x 5.4x 17.7x 3.7x 18.0x EV / 2014E Revenue EV / 2014E EBITDA EV / 2014E FCF Note: Groupings based on market caps at December 31, 2013; data points represent median multiples Sources: FactSet and Capital IQ as of October 31, 2014 Public Company Analysis 3

6 Comparable Company Analysis Groupings Based on Market Caps at December 31, 2013 Large-cap 4 Public Company Analysis Market Market Enterprise Close Cap ($MM) Cap ($MM) Value 10/31/14 12/31/13 10/31/14 ($MM) Enterprise Value/Revenue Enterprise Value/EBITDA Enterprise Value/FCF LTM 2014E 2015E LTM 2014E 2015E LTM 2014E 2015E '14E-'15E Revenue Growth 2014E EBITDA Margin athenahealth $ $5,001.9 $4,666.5 $4, x 6.39x 5.16x nmf 34.3x 28.7x nmf nmf nmf 23.8% 18.6% Concur Technologies $ $5,783.5 $7,323.7 $7, x 9.78x 7.87x nmf nmf 47.3x nmf nmf nmf 24.2% 16.1% Medidata Solutions $45.11 $3,236.5 $2,441.3 $2, x 7.19x 5.93x nmf 32.6x 24.6x nmf 44.9x 44.1x 21.2% 22.1% NetSuite $ $7,693.9 $8,303.7 $8, x 14.69x 11.24x nmf nmf nmf 47.6x nmf nmf 30.7% 8.6% Salesforce.com $63.99 $33,279.6 $39,609.8 $41, x 7.82x 6.27x nmf 43.0x 33.4x 37.7x 50.1x 39.2x 24.6% 18.2% ServiceNow $67.93 $7,770.7 $9,897.4 $9, x 14.28x 10.23x nmf nmf nmf 59.0x nmf nmf 39.6% 7.7% Ultimate Software Group $ $4,279.0 $4,253.6 $4, x 8.21x 6.73x nmf 34.9x 27.2x nmf nmf nmf 21.9% 23.5% Veeva Systems $29.78 $3,999.9 $3,866.6 $3, x 11.92x 9.45x nmf 46.0x 37.6x nmf nmf 49.9x 26.2% 25.9% Workday $95.48 $14,536.4 $17,759.3 $16, x 22.02x 14.88x nmf nmf nmf nmf nmf nmf 48.0% (2.4%) Mean 12.68x 11.37x 8.64x nmf 38.2x 33.1x 48.1x 47.5 x 44.4 x 28.9% 15.4% Median 10.75x 9.78x 7.87x nmf 34.9x 31.0x 47.6x 47.5 x 44.1 x 24.6% 18.2% Midcap BenefitFocus $27.71 $1,412.6 $706.0 $ x 4.99x 3.93x nmf nmf nmf nmf nmf nmf 26.9% (36.9%) Cornerstone OnDemand $36.27 $2,773.9 $1,936.4 $1, x 7.13x 5.19x nmf nmf nmf nmf nmf nmf 37.5% 0.9% Cvent $25.94 $1,463.1 $1,096.8 $ x 6.45x 5.13x nmf nmf 46.6x nmf nmf 34.5x 25.7% 9.8% DealerTrack Holdings $47.05 $2,113.7 $2,535.7 $3, x 3.72x 3.09x 41.1x 16.5x 13.6x nmf nmf 28.1x 20.5% 22.5% Demandware $59.95 $2,218.7 $2,165.9 $1, x 12.67x 9.01x nmf nmf nmf nmf nmf nmf 40.6% 3.5% Fleetmatics Group $37.14 $1,594.1 $1,394.5 $1, x 5.44x 4.36x 24.4x 17.7x 13.8x nmf 52.4x 36.3x 24.7% 30.7% Marketo $32.27 $1,429.9 $1,315.8 $1, x 8.11x 6.01x nmf nmf nmf nmf nmf nmf 34.9% (14.8%) RealPage $19.87 $1,816.0 $1,573.9 $1, x 3.88x 3.54x 49.7x 22.8x 19.0x 38.4x 41.2x 27.5x 9.8% 17.0% RingCentral $13.14 $1,143.2 $888.9 $ x 3.52x 2.81x nmf nmf nmf nmf nmf nmf 25.2% (9.2%) SPS Commerce $58.30 $1,046.2 $949.0 $ x 6.36x 5.21x nmf 46.6x 37.3x nmf nmf 45.2x 21.9% 13.6% Synchronoss Technologies $51.67 $1,258.6 $2,187.9 $2, x 4.67x 3.89x 18.7x 13.6x 11.0x 23.2x nmf 37.0x 20.0% 34.3% Mean 6.72x 6.09x 4.74x 33.5x 23.5x 23.6x 30.8x 46.8 x 34.8 x 26.1% 6.5% Median 5.78x 5.44x 4.36x 32.7x 17.7x 16.4x 30.8x 46.8 x 35.4 x 25.2% 9.8% Small-cap 2U $ $732.8 $ x 5.82x 4.46x nmf nmf nmf nmf nmf nmf 30.6% (16.5%) Amber Road $ $336.8 $ x 4.72x 4.02x nmf nmf nmf 43.6x nmf nmf 17.3% (3.0%) Bazaarvoice $7.45 $591.0 $581.4 $ x 2.82x 2.50x nmf nmf nmf nmf nmf nmf 12.8% (9.7%) Castlight $ $1,121.8 $ x 21.26x 11.59x nmf nmf nmf nmf nmf nmf 83.3% (178.2%) ChannelAdvisor $13.89 $945.7 $343.6 $ x 3.04x 2.42x nmf nmf nmf nmf nmf nmf 26.1% (22.1%) Constant Contact $35.36 $952.6 $1,120.1 $ x 2.92x 2.49x 26.1x 16.0x 12.7x 34.8x 32.0x 24.5x 17.0% 18.3% E2open $5.84 $633.8 $170.6 $ x 1.79x 1.50x nmf nmf nmf nmf nmf nmf 19.7% (17.3%) Ellie Mae $38.38 $738.8 $1,097.3 $1, x 6.48x 5.22x 38.5x 25.2x 28.0x 47.3x nmf nmf 24.2% 25.7% Five9 $ $213.0 $ x 1.69x 1.40x nmf nmf nmf na nmf nmf 20.7% (26.7%) Halogen $9.00 $284.7 $197.0 $ x 1.22x 1.01x nmf nmf nmf nmf nmf nmf 20.9% (13.0%) HubSpot $ $1,081.8 $1, x 9.55x 7.42x nmf nmf nmf na nmf nmf 28.6% (26.5%) IntraLinks Holdings $8.64 $670.4 $483.1 $ x 2.03x 1.92x 58.1x 14.1x 11.1x 26.5x na na 5.8% 14.4% Jive Software $6.11 $779.0 $435.6 $ x 1.97x 1.71x nmf nmf nmf nmf nmf nmf 15.2% (5.6%) LivePerson $14.40 $802.3 $774.4 $ x 3.41x 2.97x nmf 32.5x 25.5x nmf nmf 46.9x 15.0% 10.5% LogMeIn $48.05 $812.6 $1,171.6 $ x 4.42x 3.78x 49.9x 20.1x 17.3x 19.8x 16.3x 15.1x 16.8% 22.0% Marin Software $8.95 $334.1 $311.5 $ x 2.35x 1.98x nmf nmf nmf nmf nmf nmf 19.1% (21.6%) Mix Telematics $ $275.5 $ x 1.66x 1.47x 9.8x 7.8x 6.4x 43.5x 36.3x 27.5x 12.8% 21.4% Opower $ $895.2 $ x 6.07x 4.99x nmf nmf nmf nmf nmf nmf 21.5% (19.4%) Paycom $ $906.0 $ x 6.38x 4.96x 50.8x 40.4x 27.3x nmf nmf 45.9x 28.6% 15.8% Paylocity $ $1,214.9 $1, x 9.06x 7.09x nmf nmf nmf nmf nmf nmf 27.9% 2.7% Q2 Holdings $ $515.9 $ x 5.53x 4.23x nmf nmf nmf na nmf nmf 30.7% (15.8%) Qualys $32.08 $745.3 $1,058.2 $ x 7.21x 6.01x 57.0x 38.0x 29.6x 50.5x 46.3x 31.4x 19.9% 19.0% Rally Software $10.22 $474.8 $257.6 $ x 2.08x 1.71x nmf nmf nmf nmf nmf nmf 21.6% (29.9%) SciQuest $14.91 $675.9 $410.3 $ x 2.77x 2.64x nmf 12.7x 13.0x 32.0x 28.2x 19.8x 4.9% 21.8% ServiceSource International $3.82 $679.6 $317.9 $ x 0.80x 0.83x nmf nmf nmf nmf nmf nmf (3.1%) (17.2%) Tangoe $14.67 $688.8 $568.9 $ x 2.41x 2.06x 36.2x 14.9x 11.9x 41.7x 22.2x 16.5x 17.0% 16.2% Textura $26.64 $737.4 $677.3 $ x 11.84x 6.23x nmf nmf nmf na nmf 39.4x 89.9% (9.3%) Wix $16.99 $982.7 $647.1 $ x 4.01x 2.84x nmf nmf nmf 40.4x nmf 28.1x 41.2% (26.6%) Yodlee $ $391.7 $ x 4.57x 3.76x nmf nmf 47.1x na nmf nmf 21.5% 4.2% Zendesk $ $1,881.9 $1, x 14.25x 9.87x nmf nmf 48.7x na nmf nmf 44.4% 22.4% Mean 5.64x 5.14x 3.84x 40.8x 22.2x 23.2x 38.0x 30.2 x 29.5 x 25.1% (8.1%) Median 4.19x 3.71x 2.90x 44.2x 18.0x 21.4x 41.0x 30.1 x 27.8 x 20.8% (7.5%) Overall Mean 7.15x 6.47x 4.90x 38.4x 26.5x 25.8x 39.1x 37.0 x 33.5 x 26.0% (0.7%) Median 5.90x 5.49x 4.30x 39.8x 24.0x 26.3x 40.4x 38.7 x 34.5 x 22.9% 5.9% Sources: FactSet and Capital IQ as of October 31, 2014

7 Stock Price and Revenue Multiple Over Time Groupings Based on Market Caps at December 31, 2013 Large-cap Market Market 12/31/13 52-Week Low Point 52-Week High Point 10/31/14 Percent Change in Stock Price Cap ($MM) Cap ($MM) Stock EV/LTM Stock EV/LTM Stock EV/LTM Stock EV/LTM 12/31/13 to 52-Week Low 52-Week High 12/31/13 10/31/14 Price Rev Price Rev Price Rev Price Rev 10/31/14 to 10/31/14 to 10/31/14 athenahealth $5,001.9 $4,584.2 $ x $ x $ x $ x (8.9%) 25.9% (40.7%) Concur Technologies $5,783.5 $7,329.4 $ x $ x $ x $ x 24.4% 72.4% (1.6%) Medidata Solutions $3,236.5 $2,313.6 $ x $ x $ x $ x (25.4%) 40.5% (33.9%) NetSuite $7,693.9 $8,114.9 $ x $ x $ x $ x 5.5% 56.4% (10.0%) Salesforce.com $33,279.6 $38,204.7 $ x $ x $ x $ x 15.9% 52.0% (4.5%) ServiceNow $7,770.7 $9,677.4 $ x $ x $ x $ x 21.3% 64.3% (5.4%) Ultimate Software $4,279.0 $4,104.4 $ x $ x $ x $ x (1.8%) 37.5% (12.5%) Veeva Systems $3,999.9 $3,738.0 $ x $ x $ x $ x (7.2%) 74.1% (32.8%) Workday $14,536.4 $17,205.0 $ x $ x $ x $ x 14.8% 48.8% (18.0%) Midcap BenefitFocus $1,412.6 $659.4 $ x $ x $ x $ x (52.0%) 31.1% (64.0%) Cornerstone $2,773.9 $1,878.7 $ x $ x $ x $ x (32.0%) 10.5% (41.4%) Cvent $1,463.1 $1,060.0 $ x $ x $ x $ x (28.7%) 15.7% (41.5%) DealerTrack Holdings $2,113.7 $2,468.8 $ x $ x $ x $ x (2.1%) 29.2% (20.0%) Demandware $2,218.7 $2,058.6 $ x $ x $ x $ x (6.5%) 44.2% (27.1%) Fleetmatics Group $1,594.1 $1,344.2 $ x $ x $ x $ x (14.1%) 46.0% (16.6%) Marketo $1,429.9 $1,291.3 $ x $ x $ x $ x (12.9%) 46.5% (28.3%) RealPage $1,816.0 $1,433.7 $ x $ x $ x $ x (15.0%) 33.6% (23.6%) RingCentral $1,143.2 $832.8 $ x $ x $ x $ x (28.5%) 16.0% (44.4%) SPS Commerce $1,046.2 $928.8 $ x $ x $ x $ x (10.7%) 33.0% (23.1%) Synchronoss $1,258.6 $2,215.8 $ x $ x $ x $ x 66.3% 104.4% (3.4%) Small-cap 2U - $ $ x $ x $ x nmf 73.0% (9.9%) Amber Road - $ $ x $ x $ x nmf 12.2% (26.2%) Bazaarvoice $591.0 $574.4 $ x $ x $ x $ x (5.9%) 27.4% (21.9%) Castlight - $1, $ x $ x $ x nmf 24.5% (70.2%) ChannelAdvisor $945.7 $336.1 $ x $ x $ x $ x (66.7%) 11.6% (72.2%) Constant Contact $952.6 $1,082.1 $ x $ x $ x $ x 13.8% 105.2% (1.7%) E2open $633.8 $167.1 $ x $ x $ x $ x (75.6%) 10.0% (80.4%) Ellie Mae $738.8 $1,112.8 $ x $ x $ x $ x 42.8% 70.9% (5.7%) Five9 - $ $ x $ x $ x nmf 8.9% (52.9%) Halogen $284.7 $176.0 $ x $ x $ x $ x (27.3%) 16.9% (37.8%) HubSpot - $1, $ x $ x $ x nmf 38.2% (2.6%) IntraLinks Holdings $670.4 $470.8 $ x $ x $ x $ x (28.7%) 11.3% (30.9%) Jive Software $779.0 $424.2 $ x $ x $ x $ x (45.7%) 9.1% (47.7%) LivePerson $802.3 $773.3 $ x $ x $ x $ x (2.8%) 62.9% (5.5%) LogMeIn $812.6 $1,129.4 $ x $ x $ x $ x 43.2% 66.1% (4.5%) Marin Software $334.1 $297.3 $ x $ x $ x $ x (12.6%) 22.6% (29.2%) Mix Telematics $ $286.9 $ 12.4 $ 2.6 $ x $ x $ x (28.2%) 7.5% (36.2%) Opower - $ $ x $ x $ x nmf 20.8% (30.2%) Paycom - $ $ x $ x $ x nmf 44.5% (7.7%) Paylocity - $1, $ x $ x $ x nmf 60.8% (21.0%) Q2 Holdings - $ $ x $ x $ x nmf 56.9% (13.2%) Qualys $745.3 $1,008.7 $ x $ x $ x $ x 38.8% 80.6% (3.3%) Rally Software $474.8 $258.6 $ x $ x $ x $ x (47.5%) 21.7% (61.3%) SciQuest $675.9 $465.7 $ x $ x $ x $ x (47.6%) 3.1% (54.4%) ServiceSource $679.6 $278.0 $ x $ x $ x $ x (54.4%) 20.9% (65.1%) Tangoe $688.8 $560.0 $ x $ x $ x $ x (18.5%) 29.5% (26.9%) Textura $737.4 $643.0 $ x $ x $ x $ x (11.0%) 93.0% (35.8%) Wix $982.7 $631.5 $ x $ x $ x $ x (36.7%) 19.0% (48.0%) Yodlee - $ $ x $ x $ x Nmf 21.7% (23.0%) Zendesk - $1, $ x $ x $ x nmf 135.1% (7.8%) Sources: FactSet and Capital IQ as of October 31, 2014 Public Company Analysis 5

8 William Blair & Company Selected Cloud Transactions Selected M&A Transactions $157,800,000 $178,229,986 $205,000,000 has been acquired by has acquired has been acquired by has merged with has been acquired by (PAI Group, Inc) $532,500,000 $130,000,000 has been acquired by has been acquired by has agreed to be acquired by has agreed to be acquired by has been acquired by Selected Public Equity Transactions $147,487,500 $235,153,754 $137,729,750 $171,818,346 $186,826,425 Follow-on Offering s Follow-on Offering $158,622,000 $289,875,586 $286,645,242 $695,594,375 $115,848,192 s s $234,939,011 $111,298,383 $91,351,224 $266,512,000 $206,816,000 Selected Private Equity Transactions $41,000,000 $54,000,000 TM received a significant investment from Private Equity Preferred Stock Private Equity Preferred Stock Series E Preferred Stock Preferred Stock 6 William Blair & Company Selected Cloud Transactions

9 William Blair & Company Cloud Contacts Dan Connolly is a managing director and co-head of the software investment banking practice at William Blair based in Chicago. Dan joined William Blair in Previously, Dan spent three years in the M&A group at Merrill Lynch & Company. During his career, Dan has successfully completed more than 90 acquisition and financing transactions throughout the world, for which he has received industry recognition, including the 2011 M&A Atlas Technology & Telecom Deal of the Year and the Under 40 M&A Advisor Recognition Award. Dan graduated from the University of Notre Dame where he was twice elected class president, and he received his M.B.A. from Harvard Business School. [email protected] Chris Lane is a managing director and co-head of the software investment banking practice at William Blair based in San Francisco. Chris joined William Blair in Before joining William Blair, Chris spent 12 years with Jefferies in Silicon Valley; before that, he was at Deutsche Bank for 4 years. Chris has led many transformative M&A and capital market transactions in the technology sector, including the sales of Paradigm to Apax Partners; Radiant Systems to NCR; Layer 7 to CA; and i2 to IBM. Chris received a B.A. from Colgate University and an M.B.A. from Northwestern University s Kellogg School of Management. [email protected] Scott Mattson is a managing director of the software and mobility group at William Blair based in Boston. Scott joined William Blair in Previously, Scott worked at Canaccord Genuity in the technology team for five years covering location technology, software, Internet, and digital media companies. Scott has significant transaction experience including merger and acquisition advisory and public and private financings. Before his investment banking career, Scott was a lieutenant in the Navy where he was responsible for the procurement, maintenance, and modernization of nuclear-powered submarines. Scott graduated with distinction from the United States Naval Academy with a B.S. in economics and earned his M.B.A. from the University of Maryland while serving in the Navy. [email protected] Andrew Arno is a director of enterprise and application software at William Blair based in San Francisco. Andrew joined the firm in From 2000 to 2002, he was an investment banking associate at WR Hambrecht+Co. in the technology group. From 1997 to 2000, he worked at The Shattan Group LLC, a boutique investment bank focused on private equity placements. He received his B.A. from Columbia University and his M.B.A. from the Haas School of Business at University of California, Berkeley. [email protected] Peter Dalrymple is a vice president in the technology investment banking group at William Blair based in Boston. Peter joined the firm in Previously, Peter spent three years in the technology investment banking group at Canaccord Genuity focused on software, Internet, and digital media companies. Before his investment banking career, he was an associate with Pelion Venture Partners and also served as the Central and Southeast European country manager for the U.S. Trade & Development Agency. Peter graduated from Bates College with a B.S. in political science and earned an M.B.A. in finance from Northeastern University. [email protected] Raphael Grunschlag is a managing director and head of European technology banking at William Blair, focusing on expanding the firm s technology practice across Europe and the Middle East. Raphael joined the firm in He has more than 16 years of investment banking experience and has advised on more than $24 billion of transactions, across M&A, ECM, and debt financings. Before joining William Blair, Raphael served as head of European technology investment banking at Bank of America Merrill Lynch ( ), led the European Internet and software team for the CSFB Technology Group ( ), and previously worked at Hambrecht & Quist ( ). Raphael holds a master s degree in international affairs from Columbia University s School of International and Public Affairs and a B.A. in Middle East and Asian languages and cultures from Columbia. [email protected] Andrew Kaye is a managing director and co-heads William Blair s European and Asian technology practice. Andy joined William Blair in 2009 and spent 5 years based in Shanghai, China, as head of Asian Banking & Technology. Andy has held positions at CIBC World Markets where he was Regional Head and Robertson Stephens where he led several technology groups in Europe, as well as heading Israel. Andy holds an MBA with honors from Fordham University, New York and a BA in accounting and marketing from Tel Aviv. [email protected] William Blair & Company Cloud Contacts 7

10 William Blair & Company SaaS Equity Research Coverage SaaS Equity Research Company Ticker Analyst athenahealth ATHN Ryan Daniels BenefitFocus BNFT Adam Klauber ChannelAdvisor ECOM Justin Furby Concur Technologies CNQR Bhavan Suri Cornerstone OnDemand CSOD Justin Furby Demandware DWRE Justin Furby The Descartes Systems Group DSGX Bhavan Suri E2open EOPN Bhavan Suri Ellie Mae ELLI Brandon Dobell FleetMatics FLTX Bhavan Suri HealthStream HSTM Ryan Daniels MiX Telematics MIXT Bhavan Suri NetSuite N Justin Furby Paylocity PCTY Justin Furby Rally Software RALY Bhavan Suri RealPage RP Brandon Dobell RingCentral RNG Bhavan Suri salesforce.com CRM Bhavan Suri SciQuest SQI Bhavan Suri ServiceNow NOW Justin Furby SPS Commerce SPSC Bhavan Suri Textura TXTR Bhavan Suri Ultimate Software ULTI Justin Furby Veeva Systems VEEV Bhavan Suri WageWorks WAGE Robert Napoli Workday WDAY Justin Furby 8 William Blair & Company SaaS Equity Research Coverage

11 Disclosures William Blair is a trade name for William Blair & Company, L.L.C. and William Blair International, Limited. William Blair & Company, L.L.C., is a Delaware company and is regulated by the Securities and Exchange Commission, The Financial Industry Regulatory Authority, and other principal exchanges. William Blair International Limited is authorised and regulated by the Financial Conduct Authority ("FCA") in the United Kingdom. William Blair & Company only offers products and services where it is permitted to do so. Some of these products and services are only offered to persons or institutions situated within the United States and are not offered to persons or institutions outside of the United States. This material has been approved for distribution in the United Kingdom by William Blair International Limited, Regulated by the Financial Conduct Authority (FCA), and is directed only at, and is only made available to, persons falling within COB 3.5 and 3.6 of the FCA Handbook (being Eligible Counterparties and Professional Clients). This Document is not to be distributed or passed on to any Retail Clients. No persons other than persons to whom this document is directed should rely on it or its contents or use it as the basis to make an investment decision. William Blair & Company 222 West Adams Street Chicago, Illinois williamblair.com November 11, 2014 Disclosures 9

12 About William Blair Investment Banking William Blair s investment banking group combines significant transaction experience, rich industry knowledge, and deep relationships to deliver successful advisory and financing solutions to our global base of corporate clients. We serve both publicly traded and privately held companies, executing mergers and acquisitions, growth financing, financial restructuring, and general advisory projects. This comprehensive suite of services allows us to be a long-term partner to our clients as they grow and evolve. From , the investment banking group completed 250 merger-and-acquisition transactions worth more than $52 billion in value, involving parties in 27 countries and four continents, was an underwriter on over 20% of all U.S. initial public offerings and arranged more than $11.5 billion of debt financing.