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Posts Tagged ‘m&a’

Ericsson buys majority stake in cloud startup Apcera

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Ericsson has taken a majority stake in San Francisco-based Apcera, which s led by CEO Derek Collison

Ericsson said it is buying a majority stake in Apcera, a software startup whose cloud-based software helps customers control their computing resources.

The San Francisco company led by CEO Derek Collison had raised about $7 million since it was founded in 2012. Collison is a former Google Inc. executive who also designed cloud software while at VMware Inc.

The amount of money invested in the deal by Swedish networking giant Ericsson was not disclosed.

Ericsson is one of the legacy networking equipment providers who are trying to find ways to get in on the move to accessing programs and data in the cloud instead of on site. Its sales have stalled for the past two years.

Apcera has more than 20 employees and said it will continue to operate under its current name as a standalone company. The all-cash deal is expected to close in the last quarter of this year.

The company’s investors include True Ventures, Kleiner Perkins Caufield & Byers, Rakuten Inc., Andreessen Horowitz and Data Collective.

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Cromwell Schubarth is the Senior Technology Reporter at the Silicon Valley Business Journal.

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Tips for keeping a level head when selling your business

Curtis Kroeker, Partner Contributor and Group General Manager for BizBuySell.com and BizQuest

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Image provided by ThinkStock (Jacob Wackerhausen)

There are many things to consider before selling your business, such as scoping out the for-sale market and finding the right time to exit.
While most business owners have put significant thought into those more tangible aspects of selling their company, some overlook the most difficult part of the selling process — the emotional distress that parting with their business can bring.

Selling a business can without a doubt be an emotional and even painful experience. However, if you are selling, you likely have a reason for doing so, and negative emotions will hijack the success of the sale. It is important to follow the tips below to keep a level head in the process.

Prepare a comprehensive exit strategy

Just as any event or situation can be negatively impacted by emotional baggage, so too can the profitable and timely sale of a business be jeopardized by intense feelings of owner unease.

The best thing to do to appease those feelings will be to prepare a comprehensive exit strategy long before the upending sale.

Part of this plan should include seriously considering future plans. In not doing so, you leave more room for your emotions to threaten the sale. Include your family in this process, especially if you have managed the business for a number of years.

It will likely be just as important for them to get accustomed with the idea of a different owner.

Consult with others

It is critical that you remain focused on your operation until it is officially sold, but doing so during the sales process can take a major emotional and physical toll.

The best way to refute that is to consult with professionals (brokers, attorneys, accountants, etc.) during the process to undertake various seller functions. Professionals bring objectivity to the business that you might not be able to during the emotional sales process.

While professionals make the best colleagues, your peers will have thoughtful and likely personal opinions to bring to the table, which can help you assess how you want to move forward in the sale. Trusting members of your peer network and seeking advice about their experiences will allow you to lighten your emotional load and see the sale with a refreshed perspective.

Continue with the business or move on

One of the most important things you should do during the sales process is to continue putting 100 percent effort into its success until it has been officially signed over to the new owners. Forgoing this step might result in dropped deals during due diligence.

However, if you aren’t planning on continuing with the business — or if the new owner has not expressed interest in your staying on board — then it might be a bad idea to check in on the business post-sale. While it might be difficult to accept, the buyers have the legal right to make changes to the business — even if you don’t agree with them.

The same goes for speaking to former employees about the “new” business, especially in social situations. Questioning the new owner and his practices will only demean their new boss’s credibility and, in addition, your former employees’ connection with the company.

Determine your future plan

Conversely, if the buyer does express an interest in you staying with the company for a few months in order to more easily transition the business, you should think carefully about the role you want to play.

If you feel that in doing so you will create more emotional distress, you will most likely be unable to perform your duties in a professional manner. By determining what you can handle long before the final papers are signed, you will have given yourself time to either move on or disconnect yourself enough to assist the new owner on a consulting basis.

Managing the emotional toll of a sale is not simple, but the bottom line is that you have to move on. While the emotions are real, it is time for you to look forward and embrace what the next stage of your life might bring.

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Article from GigaOm.

“I meet a lot of owners of midmarket IT services companies who almost immediately ask me, “What is my company worth?” Even those who don’t ask want to know often ask.

It’s a fair question, with a complicated answer. I can do a back of the envelope calculation and determine the enterprise value of a company today based on 12 months trailing revenue or perhaps a multiple of EBITDA (earnings before interest, taxes, depreciation and amortization). But the real value of a company is based less on its past performance than on its potential worth to a future owner. What the buyer can bring to the party and how well its management believes it can execute the acquisition and business strategy going forward is where a company’s true value resides and where the domain expertise or strategy comes into play.

Case in point: In 1996, IBM bought Tivoli Systems for $743 million, paying about 10 times trailing revenue. Many analysts concluded at the time of the sale that IBM grossly overpaid for the asset. Within a year, IBM was able to leverage Tivoli into almost a billion dollars in revenue. Just like beauty, value is in the eye of the beholder. Tivoli had more value to IBM than Tivoli had to itself at the time. So did IBM pay 10 times revenue or less than one times revenue for Tivoli?

Unfortunately, I don’t have a crystal ball. So I don’t know what potential buyers can do to leverage a company’s value. And a calculation on the back of an envelope almost always fails to satisfy.

Here is something else the owners I talk with really don’t want to hear: Chances are they have taken actions that over time have eroded — or even destroyed — the value of their company without even realizing it. In my last post for GigaOM, I wrote about “5 things that destroy a company’s value.” In this post and in future posts, I’m going to examine these value killers one at a time in greater detail.

Today, my topic is opportunistic acquisitions. And to be clear, my message is for owners of midmarket companies who are interested in making acquisitions designed to increase their own value. In doing so, they hope to become attractive acquisition candidates to buyers in the future.

Acquisitions fail 70 to 90 percent of the time

If you search for the phrase “acquisition failure rates,” you’ll be treated to study after study that peg failure rates at somewhere between 70 percent and 90 percent. Dig a little deeper, and you’ll find articles enumerating the many reasons most acquisitions don’t work.

Nearly all of these reasons can be boiled down to two:

  1. The acquisition was a bad match between what the seller had and what the buyer could do to create value. The bad match often occurs because the buyer was fooled, misled, or overlooked key points of the deal, or the buyer simply suffered from hubris.
  2.  The buyer did a poor job of integrating the acquisition and executing on the business strategy designed for its new asset.

In both situations, acquisitions fail because the buyer doesn’t really know what or why it’s buying — let alone what to do with the acquisition.

Think about when HP bought Compaq or when Time Warner bought AOL.

Of course there are companies that are successful with acquisitions. Cisco has acquired 150 companies since its first acquisition in 1993. In fact, acquisitions are a core competency of Cisco — few companies are better at it.

Cisco’s purchases are fueled by the desire to speed up the rate at which the company can offer new technologies in a market that is hyper-competitive and evolving rapidly.

Not all of Cisco’s acquisitions are hits. Remember the Flip video camera that Cisco shut down in 2011? But many were successful, especially in the early days. At the peak of its acquisition activity in 2001, Cisco’s purchases were widely credited with laying the foundation for about half of its business at the time.

The secret to Cisco’s fruitful acquisitions is its ability to successfully onboard companies. Cisco employs a full-time staff solely focused on integrating new companies into the fold — instead of haphazardly assembling part-time transition teams whose members are all busy with their regular jobs.

In terms of strategy and execution, Oracle is even better at acquisitions. The company has spent billions on about 90 companies since its acquisition of PeopleSoft closed in 2005. Oracle’s chief skills are identifying companies that fit well into its longterm business strategy at the front end of the process, and its ability to integrate and act on these strategies at the back end. In 2011, readers of The Deal Magazine recognized Oracle’s track record with an award for most admired corporate dealmaker in information technology for deals completed from 2008 to 2010.

Until late in 2011, Oracle’s acquisition drive was to create the broadest portfolio of traditional enterprise software applications in the industry. With the company’s $1.5 billion acquisition of SaaS CRM applications provider RightNow Technologies (announced in September 2011 and completed in January 2012), Oracle now hopes to work its magic in the SaaS market. Oracle paid more than seven times trailing revenue for RightNow. I bet that in the next year or two, Oracle will make that multiple look like a bargain — just like when IBM bought Tivoli.

Still, Cisco, Oracle and other exceptions to the rule underscore the difficulty of making acquisitions work. It’s even harder when an acquisition happens because a buyer is presented with an unexpected “opportunity” and management decides it’s just “too good to pass up.” These so-called “opportunistic” acquisitions often lead to disappointment or disaster.

The reasons for failure are obvious. Acquirers lured by such a passive approach often have no clearly defined goals, have not thought through the attributes of ideal acquisition candidates, have done little or no pre-acquisition planning, and suffer from a lack of choice.

It reminds me of people who go to Las Vegas for the weekend and end up married. Getting married in Nevada is quick, easy and relatively inexpensive. All you need is a marriage license — no blood tests and no waiting period. And there is a wedding chapel on every corner.

Of course, when you wake up the next morning, there may be hell to pay.

I know. I’ve been there. Not in Las Vegas on the morning after, but at an organization that for many years only bought companies that showed up on its doorstep. We had no strategy and no process for integrating acquisitions into the mothership. I’m convinced that if the owner of the neighborhood car wash had offered us a “good” deal, we’d have taken it.

So here’s my advice for owners of companies seeking to enhance their value through opportunistic acquisitions. Acquisitions can do a lot of good. They can add to your growth and earnings, speed your entry into new markets, allow you to acquire human capital or intellectual property more quickly, and lower your costs through economies of scale. All of these things have the potential to increase the value of your company to a prospective buyer.

But just like marriage, acquisitions should never be decided on a whim. And you should never buy a company just because it’s for sale. Frankly, companies that are not for sale offer juicier profits and are likely a better strategic fit. Better to take some of that money and go have fun with it in Las Vegas.

And if you go there, don’t get married.”

Read more here.

 

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Gerbsman Partners – Maximizing Enterprise Value – Partial Client List

Gerbsman Partners – Maximizing Enterprise Value

Gerbsman Partners focuses on maximizing enterprise value for stakeholders and shareholders in under-performing, under-capitalized and under-valued companies and their Intellectual Property. Since 2001, Gerbsman Partners has been involved in maximizing value for 68 technology, life science and medical device companies and their Intellectual Property and has restructured/terminated over $795 million of real estate executory contracts and equipment lease/sub-debt obligations. Since inception in 1980, Gerbsman Partners has been involved in over $2.3 billion of financings, restructurings and M&A Transactions.

Gerbsman Partners has offices and strategic alliances in San Francisco, New York, Alexandria, VA/DC, Orange County, Boston, Europe and Israel.

Technology – IP

Software

Emergent Game Technologies Inc – Licensed and supported 3D/game software.

Capital Thinking – Enterprise Risk Management (ERM) platform, a credit and risk management software solution for the financial services industry.

Cesura – Web and on demand business software.

Conformia Software Inc. – Software solutions for highly regulated process industries – Life Science.

deNovis – Enterprise software for government health and health insurance industry.

Gentiae Inc. – Real-time fully automated processing of cardiac safety input and core lab operations. The system offers a comprehensive, real time web portal for sponsor and site access.

Banquet – Interactive sports entertainment.

ID Engines Inc. – Role-based access control (RBAC) across enterprise networks.

InDplay Inc. – Online, B2B video content distribution (monetization) platform, deployed on enterprise-quality software components, served in the SaaS (software-as-a-service) model.

Metreo Inc. – Pricing software for manufacturers and distributors.

Neohapsis Inc. – IT management services platform.

Zone4Play – Interactive game technology.

Roots Web, Inc. – Geneology software.

StreamSearch, Inc. – Multimedia aggregator that has created a unique solution for indexing, locating, promoting, and distributing rich media on the Internet.

Technion University – Technology patents

Teranode Corporation – Business intelligence and lab automation solutions for the Life Science market.

USA Democracy, Inc. – Direct, verifiable, credible communications between elected representatives and their constituents through its non-partisan legislative-based website.

Utility.com, Inc. – Multi-utility eCommerce/eCRM technology, Web-based energy management technology.

Vcommerce, Inc. – Developed, deployed, and operated fully integrated, end-to-end supply chain execution systems and direct fulfillment infrastructure.

Intelectron, Inc. – Commercial lighting technology.

Skunk Technologies – Java based software

Telecom

Dialpad, Inc. – Web-to-phone service.

Simpler Networks, Inc./Hercules Technology Growth Capital – Telco software – a matrix switch platform that sits within the Telco’s central office (CO) or street cabinets. Developed to allow for universal access to any service, the system’s protocol-transparent design allows it to be placed in front of any existing or future access gear that delivers services over the local loop

Storage

Cornice Inc. – Storage and flash controllers.

PhaseMetrics Inc. – Storage systems manufacturer.

Plasmon, Inc. – Data archival storage technology
Networking/Optical Networking

CipherMax, Inc. – Storage networking.

Private Networks, Inc. – Broadband multicast delivery system utilizing digital satellite technology. The technology has universal applicability to many industries for distribution of high-band data and video.

Teak Technologies Inc. – Internet switching and gateway networking products.

Zeus Communications, Inc. – Hardware architecture of 10 Gbps IPSec VPN and firewall in a single board.

Optivia, Inc & Hercules Technology Growth Capital – Optical transport systems.

Princeton Lightwave, Inc. – Optical networking technology

T-Networks, Inc. – Optical networking components.

Transparent Networks, Inc. – Wavelength Selective Switch, a high performance large scale Photonic cross-connect functional prototype, detailed design and simulation validation of a Light Path Exchange with integrated DWDM, an HDTV display mirror array high level design and simulation, proprietary and unique MEMS design and validation engineering tools.

Network Photonics, Inc.

Mobile

eBiz mobility – Mobile business payment

YPS Software – ASP and software vendor for the PC and mobile phone industries, Mobile Entertainment Centre.

Teleflip – Mobile messaging.

Media/Advertising/Internet

Active Response Group Inc. – On line marketing company.

Akimbo Inc. – Monitizing on line media.

Competition Accessories, Inc. – Online direct marketing.

Gallery Player Inc. – Provider and distributor of high-value, rights managed high definition imagery for high definition televisions.

MeMedia Inc. – Online advertising solutions provider and ad network that delivers contextually and behaviorally targeted advertisements across a multi-modal network of websites and desktop applications.

MyWire Inc. – Paid content and advertising.

NebuAd, Inc. – Online advertising model. Next-generation digital media technology and solutions.

Holographic & Biometric Technology

Aprilis, Inc./Dow Corning – Holographic Data Storage Drives and Biometric Secuirty Systems
Security

NeoScale Inc. – Storage encryption and key management solution for organizations securing information stored on tape and disk media.

Oviso Inc. – Semi conductor manufacturing equipment.

SciCortex, Inc. – Manufacturer of high performance computers.

Medical Device

Cardiovascular, Vascular, Endoscopy

Cardiomind inc. – Stent delivery platform.

OmniSonics Medical Technologies Inc. – Vascular disease IP.

InnerPulse Inc. – Cardiac rhythm management (CRM) medical device company.

Myocor Inc. – Developing innovative cardiac reshaping devices to treat functional mitral regurgitation (FMR) and left ventricular (LV) dysfunction, both of which are significant in the progression of congestive heart failure (CHF).

NDO Surgical, Inc. – Flexible endoscopy technologies that enable surgical procedures through the bodys natural openings.

Viacor Inc. – Cardiac implant device for the treatment of functional mitral regurgitation.

XTENT Inc. – Customizable drug eluting stent systems for the treatment of cardiovascular disease.

Spine

Applied Spine Technologies Inc – Screw based dynamic stabilization system validated with Class 1 clinical data

Emphasis Medical Inc. – Endobronchial valves for the treatment of heterogeneous emphysema.
Orthopeadics

NovaLign Orthopedic Inc. – Long bone fracture, intramedullary nail technology.
Opthomology

Optobionics – Retinal degeneration.

Refractec, Inc – Radiofrequency (RF) device called ViewPoint CK System, used to perform NearVisionSM CK (Conductive Keratoplasty) treatment

Obesity

Satiety Inc. – Obesity product

Life Science

Pluristem, Inc. – Stem cell research – Israel company

Barnev Inc. – Monitoring Systems, Labor Israel company.

Pegasus Biologics Inc. – Developed and is commercializing a revolutionary bioscaffold comprised of highly organized collagen, sourced from equine pericardium that encourages the healing process by addressing the demands of a challenging biological environment.

Radiant Medical, Inc. – Endovascular therapeutic cooling.

Valentis, Inc. – Biotechnology company with small molecule, antibody, protein, gene and manufacturing assets.

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Here is an interresting analysis from Merge & Aquire.

“Juniper Networks®  announced it has entered into a definitive agreement to acquire Ankeena Networks, a privately-held provider of new media infrastructure technology. Ankeena’s solution delivers online media content at massive scale, while providing a television-like viewing experience for media with dramatically reduced delivery costs. In alignment with Juniper’s vision for the “New Network,” Juniper will integrate Ankeena’s technology into its solutions portfolio to address the rising demand for rich media content while significantly improving the economics of content delivery for service providers. The financial impact of this transaction is expected to be immaterial with consideration at closing of less than $100 million. Additional terms of the transaction were not disclosed.

As an addition to the Junos® Ready Software business group, Juniper will leverage the Ankeena software to offer high-performance content delivery networking and “3 Screen” media delivery solutions for the next-generation service provider network, capitalizing on the explosive growth of video traffic on both mobile and fixed networks worldwide.

“Juniper’s acquisition of Ankeena reflects our commitment to transforming the experience and economics of networking — in this case by delivering an enhanced TV-like user experience of both fixed and mobile video traffic, while enabling crucial TCO reductions for operators,” said Manoj Leelanivas, executive vice president and general manager, Junos Ready Software at Juniper Networks. “The combination of Ankeena’s new media infrastructure solution with Juniper’s high-performance networking platforms will take our existing partnership to the next level to meet the bandwidth and cost of delivery challenges facing service providers as IP video continues to accelerate. We are excited about Ankeena’s technology and its talented team playing important roles in the future of Juniper Networks.””

Read the original post here.

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Here is an interresting read from BusinessWeek.

For the mergers-and-acquisitions market, there is no doubt 2009 is ending better than it began. The year is winding up with a “sigh of relief,” says Morton Pierce, chairman of the M&A practice at law firm Dewey & LeBoeuf.

In the past month the M&A market has built up some momentum. According to Bloomberg, deals in North America were valued at $115.6 billion in November, the most since September 2008. Compare that with late 2008 and early 2009, when dealmaking either wasn’t happening at all or was centered in areas where deals absolutely needed to happen, such as failing financial institutions that needed buyers at any price. Deal volume in November was five times February’s volume of $22.5 billion.

Investors looking ahead to 2010 are wondering if this uptick in M&A can continue and where it will occur. Acquirers almost always buy at a premium, so traders can profit from correctly betting which industries will attract the most bidding activity.

Small Tech Deals

In 2009, Internet stocks, the investment and financial services industries, software, and oil and gas production were among the most active, according to Bloomberg data. Expect more dealmaking among technology stocks, say M&A experts. Oracle Corp. (ORCL) is battling European regulators to finish its $7.4 billion acquisition of Sun Microsystems (JAVA).

Such acquisitions, and especially much smaller deals, are a way of life for tech firms, says Daniel Mitz, a partner at law firm Jones Day who specializes in tech deals. “A lot of the innovation comes from smaller companies,” Mitz says. Dealmaking in tech slowed but didn’t stop during the downturn. There could be significant pent-up demand, Mitz says. “This is an industry that is ripe for M&A.”

One driver of a rebound for M&A in tech will be the strong financial positions of many tech firms, says Nadia Damouni, editor of dealReporter Americas, which tracks the M&A market. Another “cash rich” sector is health care, she says, but here the prospects for an M&A rebound are harder to read. The reason: Uncertainty surrounding the federal overhaul of the U.S.health-care system proposed by President Barack Obama and under discussion in Congress. “They’re at the whim of health-care reform,” Damouni says of the many insurers and health-care services companies that could be M&A targets at some point.

In health care, the key ingredient for dealmaking is “stability,” says Bob Filek, a partner at PricewaterhouseCoopers Transaction Services. If health-care reform passes—or even if it doesn’t—acquirers will want some certainty about what federal policy will mean for health care before making bids. Filek envisions “a couple of scenarios where [the result could be] a lot of M&A activity.”

Read the full article here.

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Here is some good market analysis from The Reuters Blog – Dealzone.

“Like SocGen before them, UBS strategists are looking forward to a pickup in M&A next year.

“We expect 2009 to mark the trough in global M&A transactions and for activity to pick up in 2010 and beyond. For FY2010, globally we expect M&A activity in the region of $2.5-2.7trl, an increase of 15% on current annualised run rate for 2009 and close to levels last seen in mid 2004-05. The biggest driver of an increase in activity is likely to be the increase in risk appetite in equity markets and in the boardroom, a return to earnings growth and profitability by World Inc and a backlog of pending asset disposals.”

“Credit conditions are also supportive and we expect private equity and bank lending to pick up at some point next year.”

“We do think investors can take advantage of the growing interest in M&A as the likelihood of deals gets priced into stocks. The average take-out premium historically has been 30-40%, much of which is earned around the announcement of a deal. Merger arbitrage post bid announcement has earned a levered IRR around of 9% this year.”

“Despite a 27% decline in global M&A activity in 2009, deal volumes in Asia remained strong. At the current run rate, 2009 activity in the region will be up on 2008, taking APAC’s share of global M&A to 25%, from 6% in 1995. A meaningful pick-up in global activity in 2010 will require a rebound from trough deal volumes this year in the Americas and Europe.”

Read the full story here.

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