2010 Software Industry Equity Report

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S O F T WA R EI N D U S T R Y E Q U I T YR E P O R T
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Software Equity Group is an investment bank and M&A advisory serving the software and technology sectors. Founded in 1992, our firm has guided and advised companies on five continents, including privately-held software and technology companies in the United States, Canada, Europe, Asia Pacific, Africa and Israel. We have represented public companies listed on the NASDAQ, NYSE, American, Toronto, London and Euronext exchanges. Software Equity Group also advises several of the world's leading private equity firms. We are ranked among the top ten investment banks worldwide for application software mergers and acquisitions. Our value proposition is unique and compelling. We are skilled and accomplished investment bankers with extraordinary software, internet and technology domain expertise. Our industry knowledge and experience span virtually every software product category, technology, market and delivery model, including Software-as-a Service (SaaS), software on-demand and perpetual license. We have profound understanding of software company finances, operations and valuation. We monitor and analyze every publicly disclosed software M&A transaction, as well as the market, economy and technology trends that impact these deals. We're formidable negotiators and savvy dealmakers who facilitate strategic combinations that enhance shareholder value. Perhaps most important are the relationships we've built and the industry reputation we enjoy. Software Equity Group is known and respected by publicly traded and privately owned software and technology companies worldwide, and we speak with them often. Our Quarterly and Annual Software Industry Equity Reports are read and relied upon by more than eighteen thousand industry executives, entrepreneurs and equity investors in sixty-one countries, and we have been quoted widely in such leading publications as The Wall Street Journal, Barrons, Information Week, The Daily Deal, The Street.com, U.S. News & World Report, Reuters, Mergers & Acquisitions, USA Today, Arizona Republic, Detroit Free Press, Entrepreneur Magazine, Softletter, Software Success, Software CEO Online and Software Business Magazine. Software Equity Groups senior bankers have keynoted and spoken at more than one hundred software industry conferences and seminars, including Software Business, SoftExpo, Culpepper, VAR Conference, ACETECH, and the Arizona, Colorado, Chicago, Southern California, Denver, San Diego, Washington State and Boulder Software Associations.
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2010 Software Industry Equity Report Contents

U.S. ECONOMY: SOFTWARE INDUSTRY MACROECONOMICS ........................................................................ 1 IT SPENDING ............................................................................................................................................................ 2 PUBLIC SOFTWARE COMPANY STOCK PERFORMANCE .................................................................................. 3 PUBLIC SOFTWARE COMPANY MARKET VALUATIONS ..................................................................................... 4 PUBLIC SOFTWARE COMPANY FINANCIAL PERFORMANCE ............................................................................ 7 PUBLIC SOFTWARE COMPANY PERFORMANCE BY PRODUCT CATEGORY .................................................. 8 PUBLIC SOFTWARE AS A SERVICE (SAAS) COMPANY MARKET VALUATIONS ............................................ 11 PUBLIC SOFTWARE AS A SERVICE (SAAS) FINANCIAL PERFORMANCE ...................................................... 12 PUBLIC INTERNET COMPANY MARKET VALUATIONS AND FINANCIAL PERFORMANCE............................ 14 VENTURE CAPITAL INVESTMENT ....................................................................................................................... 18 THE BUYERS SPEAK: SOFTWARE EQUITY GROUPS 2011 M&A SURVEY .................................................... 21 MERGERS AND ACQUISITIONS: THE NUMBERS............................................................................................... 24 M&A DEAL VOLUME AND SPENDING: ALL INDUSTRY SECTORS ................................................................................. 24 SOFTWARE M&A DEAL VOLUME AND SPENDING ...................................................................................................... 25 SOFTWARE M&A DEAL CURRENCY ......................................................................................................................... 26 PRIVATE VS. PUBLIC BUYERS .................................................................................................................................. 27 SOFTWARE M&A VALUATIONS ................................................................................................................................ 28 M&A EXIT VALUATIONS BY SOFTWARE CATEGORY .................................................................................................. 30 SAAS M&A TRANSACTIONS .................................................................................................................................... 32 INTERNET M&A TRANSACTIONS ............................................................................................................................. 33 APPENDIX A: 2010 PUBLIC MARKET VALUATIONS AND STATISTICS BY PRODUCT CATEGORY .............. 35 APPENDIX B: 2010 MERGERS AND ACQUISITIONS, SELECT PUBLIC SELLER VALUATIONS ..................... 38 APPENDIX C: 2010 MERGERS AND ACQUISITIONS, MOST ACTIVE BUYERS ............................................... 39 APPENDIX D: 2010 MERGERS AND ACQUISITIONS, SELECT SOFTWARE INDUSTRY MEGA-DEALS ........ 46 APPENDIX E: 2010 MERGERS AND ACQUISITIONS, SELECT SOFTWARE-AS-A-SERVICE SELLERS ........ 47 APPENDIX F: 2010 MERGERS AND ACQUISITIONS DEAL INSIGHT ............................................................. 50 APPENDIX G: SELECT 2010 SOFTWARE INDUSTRY MERGERS AND ACQUISITIONS.................................. 60 APPENDIX H: SELECT 2010 CORPORATE ANNOUNCEMENTS SEEKING SOFTWARE ACQUISITIONS ... 76
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2010 Annual Software Industry Equity Report Index of Figures

Figure 1: U.S. Gross Domestic Product and Unemployment Rate Figure 2: CTO Tech Spending Priorities (Highest Rankings at Top) Figure 3: Major Market Indices Compared to the SEG Software, Internet and SaaS Indices Figure 4: High Flyers 2010 Stock Market Return Figures 5 and 6: SEG Software Index Key Statistics Annually and Quarterly Figure 7: SEG Software Index Historical EV/EBITDA and Median EBITDA Figures 8 and 9: EV/Revenue Multiple vs. TTM Revenue Growth Rate and EBITDA Margin Figure 10: High Flyers Enterprise Value/Revenue Figure 11: SEG Software Valuation and Financial Performance by Size of Buyer (TTM Revenue) Figure 12: SEG SW Index R&D Expense as % of Total Revenue Figure 13: Expected vs. Delivered Revenue and EPS Results (as of December 31) Figure 14: SEG Software Index Companies with over $1 billion of Cash (as of December 31) Figure 15: SEG Software Index Median Metrics by Product Category Figure 16: SEG Software Index Median Q410 EV/Revenue Multiple by Product Category Figures 17 and 18: SEG SaaS Index Key Statistics Annually and Quarterly Figure 19: 4Q10 SEG SaaS TTM Revenue vs. EV/Revenue Multiple Figure 20: SEG Software and SEG SaaS Historical EV/Revenue Multiples Figure 21: SEG SaaS Historical Financial Performance vs. EV/Revenue Figure 22: Public SaaS Companies Figure 23: Public SaaS 4Q10 Median Financial Performance vs. Median EV/Revenue Multiple Figures 24 and 25: SEG Internet Index Key Statistics Annually and Quarterly Figure 26: 2010 SEG Software, SaaS and Internet Median EV/Revenue Multiple Distributions Figure 27: SEG Software, SaaS and Internet Historical Gross Margins Figure 28: SEG Internet Index Median Metrics by Product Category Figure 29: 2010 U.S. Software and Internet IPOs Figure 30: U.S. Software and Internet IPO Pipeline Figure 31: U.S. Venture Capital Investments and Total Dollars Invested Across all Industries Figures 32 and 33: Aggregate VC Investments and Total Dollars Invested by Company Stage Figures 34 and 35: Aggregate VC Investments and Total Dollars Invested by Product Category Figure 36: U.S. Mergers and Acquisition Activity Figures 37 and 38: Annual U.S. Software Sector M&A Activity and Dollars Spent Figures 39 & 40: Quarterly U.S. Software Sector M&A Activity and Dollars Spent Figure 41: Software M&A Deal Currency Figure 42: Public vs. Private Software M&A Buyers and Sellers Figure 43: Annual Median Software M&A Valuation as a Multiple of Revenue Figure 44: Quarterly Software M&A Valuation as a Multiple of Revenue Figure 45: Median Public Software Company Seller Valuation as a Multiple of EBITDA Figure 46: 2010 Median Multiples Segmentation (Enterprise Value/Revenue) Figure 47: 2010 Horizontal vs. Vertical Sellers Figure 48: Horizontal vs. Vertical M&A Multiples Figure 49: Software M&A by Product Category Figure 50: Software M&A by Product Category Figure 51: Quarterly Internet M&A by Category Figure 52: 2010 Internet M&A by Category Figure 53: 2010 Internet Consolidators
2010 Annual Report: Executive Summary
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Software Equity Group, L.L.C.
Investment Banking / Mergers & Acquisitions
Figure 1: U.S. Gross Domestic Product and Unemployment Rate

10% GDP % Growth 8% Unemployment Rate
6% 4.8% 4% 2.5% 2% 3.9% 3.0% 3.2% 2.6% 1.3% 2.7% 2.1% 1.1% 1.2% 2.1% 1.5% 2.2% 1.7% 3.6% 5.0% 3.7% 2.6% 3.2%
0%
4Q04
-2%
4Q05
4Q06
4Q07
-0.7%
4Q08
-2.7%
-0.7%
4Q09
4Q10
-4% -5.4% -6.4% -8%
-6%
U.S. ECONOMY: SOFTWARE INDUSTRY MACROECONOMICS

We begin our review of 2010, as always, with a brief synopsis of U.S. Gross Domestic Product (GDP) behavior over the course of the year. GDP is best defined as the total market value of all final goods and services produced in a country in a given year, equal to total consumer, investment and government spending, plus the value of exports, minus the value of imports. When we published our 2009 Annual Report a year ago in January 2010, 4Q09 GDP was forecast to rise 5.7%. While the actual increase of 5.0%, equating to $46 billion, fell a bit short, it nonetheless encouraged a good many to believe GDP growth at and above that level was sustainable in 2010 (Figure 1). They were quickly disappointed, as GDP growth on an annualized basis declined to 3.7% in 1Q10. Whatever optimism remained soon faded, as the economy registered 1.7% annualized growth in 2Q10, and the Bureau of Economic Analysis (BEA) forecast another disappointing 1.7% gain for 3Q10 as well. By that time, some economic pundits began warning of a double dip recession, citing stubbornly high unemployment, continuing housing woes and a distinct lack of consumer confidence which foreshadowed disappointing retail sales in the all-important fourth quarter. Some of those worries eased when the BEA announced 2.6% GDP growth in 3Q10. With consumer spending over the 2010 holiday season growing 5.5%, the Bureau of Economic Analysis 1| 2010 ANNUAL SOFTWARE INDUSTRY EQUITY REPORT (BEA) is predicting GDP will improve again in 4Q10, rising a modest 3.2% (Figure 1). As for 2011, economists surveyed by Bloomberg in August 2010 estimated the GDP growth rate would be 2.5% in 2011, and in September 2010 economists at Goldman Sachs lowered their 2011 forecast of U.S. GDP growth to 1.9%. But in December, thanks to a white Christmas and some updraft from stimulus spending, PIMCO and Goldman Sachs upped their 2011 U.S. GDP growth forecasts to 3.5% and 3.4%, respectively. A bit more cautious, the Fed estimated in November 2010 GDP growth in 2011 would be 3.0% to 3.6%. The latest, more optimistic forecasts seem credible in light of recently released economic data. The U.S. Conference Boards Leading Economic Index (LEI) increased 0.4% in October, 1.1% in November and 1.0% in December, marking the fourth consecutive month of LEI growth after a brief pause in the second quarter of 2010. The Index is now roughly 8% higher than its July 2007 peak. Looking a bit closer at the Conference Boards LEI, six of ten indicators increased in December. The positive contributors, beginning with the largest positive contributor, were building permits, interest rate spread, average weekly initial claims, stock prices, index of consumer expectations and www.softwareequity.com
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Software Equity Group, L.L.C. manufacturers new orders of nondefense capital goods. The negative contributors were the index of supplier deliveries and manufacturers new orders for consumer goods and materials. The average weekly manufacturing hours and real money supply held steady in December. It seems the modest improvement in GDP growth had a modest impact on unemployment. The U.S. unemployment rate was 9.4% as 2010 ended, still disturbingly high, but an improvement over the 2010 peak of 9.7% in 1Q10 (Figure 1). Nonfarm payroll employment increased by 103,000 jobs in December, with leisure, healthcare and hospitality adding jobs, while other industries saw little change. While no cause for celebration, serious job cutting appears to have subsided, and we believe 2011 will see continued improvement.
Investment Banking / Mergers & Acquisitions 5% - 7% growth in domestic IT capital spending, not quite up to par with 2010, but that could change if the U.S. economy improves beyond current forecasts. It appears most of 2011s IT capital spending will remain focused on infrastructure, as enterprise CIOs seek to further enhance their IT ROI. Indeed, infrastructure IT categories constitute eight of the top ten IT spending priorities for enterprise CIOs, according to the latest Goldman Sachs Survey (Figure 2). Despite the focus on infrastructure, SaaS applications are finally getting some respect form enterprise CIOs. SaaS applications ranked 4th highest among all product categories in the Goldman Sachs Spending Survey, while spending for on-premise enterprise applications ranked 18th. In fact, 25% of CTOs said they would increase spending on SaaS applications, compared with only 6% planning to spend more on internally hosted applications. Figure 2: CTO Tech Spending Priorities (Highest Rankings at Top)
Servervirtualization PC hardware Businessintelligence/analytics SaaS Desktopvirtualization IT operationsmanagementsoftware Publiccloudcomputing services Storage Security software/appliances Serverhardware Social/collaborationapplications Wireless LAN TelePresence Network switching Application acceleration/WAN optimization Unified communications Smartphones On premise enterpriseapplications Application delivery controllers/loadbalancers
IT SPENDING
As a reminder, SEG considers enterprise IT spending to be one of the most important bellwethers of downstream public software company financial performance and M&A activity. Our readers will recall that large enterprises cut back sharply on spending for software, hardware and IT services in 2009 during the economic downturn. After IT spending increases of 9% in 2007 and 6% in 2008, IT capital spending declined by more than 10% in 2009. The spending cut had an almost immediate and traumatic impact on public software company revenue. To provide some perspective, we estimate every percentage increase/decrease in IT spending equates to approximately $5 billion. Enterprise customers loosened their purse strings a bit and domestic IT capital spending grew 7% 8% in 2010 according to IT Spending Surveys conducted by Goldman Sachs, Gartner and others. A good deal of that was holdover spending from 2009 when many enterprises implemented IT spending freezes. The majority of 2010s IT capital dollars were focused on infrastructure, IT expense reduction and productivity enhancements, including server virtualization, desktop virtualization, network storage and security. For 2011, most economists are projecting roughly 2| 2010 ANNUAL SOFTWARE INDUSTRY EQUITY REPORT
Data Source: Goldman Sachs January 2011 IT Spending Survey
The latest IT spending surveys underscore how CTOs are continuing to gain comfort with SaaS deployed applications. Tight budgets and lower entry costs have helped, and concerns about security have dissipated somewhat. Of the CTOs surveyed, 55% were using some form of cloud computing today and 90% expected to be in the cloud within three years. Historically, enterprise www.softwareequity.com
Software Equity Group, L.L.C. SaaS spending has been focused on less mission critical applications such as CRM and workforce management, and more recently on discrete, functionally specific SaaS applications such as expense management and supply chain/extranet collaboration. While the jury is still out about whether large numbers of enterprises will entrust mission critical tasks and data to third party hosts, there is now little doubt that cloud computing will consume a considerably larger share of the enterprise IT budget in the coming years. Theres another bright spot on the IT spending horizon. Gartners head of research, Peter Sondergaard, said recently, Emerging economies continue to be the locomotive of enterprise IT spending, substantially outpacing developed economies. Goldman Sachs echoed this sentiment, forecasting 10% international IT spending growth in 2011. What does that mean for private software company sellers that may be contemplating exit in the next three to five years? Smaller (<$50 million revenue) companies that have been very cautious about aggressively pursuing international business, setting up overseas sales offices and signing foreign distributors because of risk, cost and distraction may now be well advised to look
Investment Banking / Mergers & Acquisitions beyond North America for incremental growth. Reputable distributors with proven track records in carefully targeted international territories are a good place to start.
PUBLIC SOFTWARE COMPANY STOCK PERFORMANCE

The major U.S. stock market indices waxed and waned through most of the first three quarters of 2010, moving in and out of negative territory three times, reflecting continuing uncertainty and investor fears about the sustainability of the economic recovery, stubbornly high unemployment, the huge federal deficit and continuing economic woes in the European Union. However, late in the third quarter and throughout the fourth quarter, forecasts of sharply higher consumer spending in the holiday season and a stream of favorable earnings announcements buoyed investor confidence and drove up stock prices. The Dow, S&P 500 and NASDAQ closed the year up 11.0%, 12.8% and 16.9%, respectively, from the first trading day of 2010 (Figure 3). The SEG Software Index, our tracking survey of 161 publicly traded software companies, consistently outperformed the major stock market indices in
Figure 3: Major Market Indices Compared to the SEG Software, Internet and SaaS Indices
DOW S&P 500 NASDAQ SEG SaaS Index SEG S/W Index SEG Internet Index
50.0% 40.0% 30.0% 20.0% 10.0% 0.0% -10.0% -20.0% Jan Feb Mar Apr May Jun Jul Aug Sep Oct Nov Dec
3| 2010 ANNUAL SOFTWARE INDUSTRY EQUITY REPORT
Software Equity Group, L.L.C. 2010. As of December 31, the median stock price of the SEG Software Index reflected a 22.0% gain over its January 4 opening price. Investors, it seems, continued to resonate with the software industrys downside buffer - the ability to sustain and grow healthy operating margins despite lackluster revenue growth, but also were willing to place more upside bets on the software industrys ability to quickly capitalize on material improvement in the GDP growth rate. Another factor was likely at play, as well. The financial and stock perfomance of some, whetted the appetities of many. Apples stellar iPad and IPhone successes, the astronomical private stock valuations of Facebook, Groupon, Twitter and LinkedIn, and the rapid growth and expansion of large public firms such as Google, Amazon and Netflix created an updraft that lifted the stock prices and EV/Rev valuations of many other public software and technology companies. As a result, 179 out of the 238 (75.2%) public companies comprising our Software, SaaS and Internet indices reported higher year-to-date (YTD) stock prices at the close of 2010. Ten achieved YTD market returns greater than 145% (Figure 4). Figure 4: High Flyers 2010 Stock Market Return
Company BSQUARE Corporation Travelzoo, Inc. OpenTable Magic Software Enterprises Ltd. MIND C.T.I. Ltd. InsWeb Corp. Zix Corporation Radware Ltd. F5 Networks, Inc. Support.com, Inc. 2010 High Flyers - Stock Market Return Ticker BSQR Category Development Tools, Operating Systems & Application Testing Software 2010 Stock Return 250% 237% 177% 170% 169% 152% 150% 148% 146% 145%
Investment Banking / Mergers & Acquisitions median EV/Revenue multiple of 1.6x. Even more encouraging, the median EV/Revenue multiple reached 2.6x in 4Q10, the highest since 4Q07. The median valuation of the SEG Software Index has been at or above 2.0x for five consecutive quarters, the first time thats occurred since 1Q07 1Q08 (Figures 5 and 6). Figures 5 and 6: SEG Software Index Key Statistics Annually and Quarterly
SEG - Software: Median Metrics Measure EV/Revenue EV/EBITDA EV/Earnings Current Ratio Cash & Eq ($M) Gross Profit Margin 2008 2009 2010 1.9x 1.6x 2.3x 12.0x 9.9x 12.4x 19.5x 19.2x 27.0x 1.9 1.9 2.0 $72.2 $80.3 $92.6 67.8% 67.5% 68.6%
EBITDA Margin 14.3% 16.7% 17.4% Net Income Margin 7.4% 6.9% 7.3% TTM Revenue Growth 14.0% 5.0% 4.5% TTM Total Revenue ($M) $202.9 $240.2 $239.8 TTM Total EBITDA ($M) $27.1 $34.6 $35.6 Debt / Equity Ratio 26.3% 26.6% 25.0%
SEG - Software: Median Metrics Measure EV/Revenue EV/EBITDA EV/Earnings Current Ratio Cash & Eq ($M) Gross Profit Margin EBITDA Margin Net Income Margin TTM Revenue Growth TTM Total Revenue ($M) TTM Total EBITDA ($M) Debt / Equity Ratio 4Q09 1Q10 2Q10 3Q10 4Q10 2.0x 2.2x 2.2x 2.1x 2.6x 12.9x 13.1x 12.0x 11.6x 13.6x 27.2x 27.4x 25.6x 23.7x 26.3x 2.0 2.0 2.0 2.0 2.0 $89.1 $94.6 $98.7 $101.3 $101.6 68.4% 68.6% 69.0% 69.0% 68.6% 16.3% 16.9% 16.6% 17.6% 17.8% 5.9% 7.3% 8.5% 8.2% 7.9% -1.6% -0.1% 1.0% 4.4% 8.2% $239.2 $239.0 $232.7 $228.0 $226.8 $32.2 $36.4 $35.4 $36.8 $35.2 25.5% 26.6% 21.6% 23.2% 25.4%
TZOO Internet - eCommerce & Portals OPEN Internet - eCommerce & Portals MGIC Development Tools, Operating Systems & Application Testing Software Internet - eCommerce & Portals Security Networking & Connectivity Storage & Systems Management Software
MNDO Billing & Service Management INSW ZIXI FFIV SPRT
RDWR Networking & Connectivity
PUBLIC SOFTWARE COMPANY MARKET VALUATIONS

The median enterprise value to revenue (EV/Revenue) multiple for all public companies comprising our SEG Software Index was 2.3x in 2010, virtually the same as 2007s EV/Revenue multiple, and a major improvement over 2009s 4| 2010 ANNUAL SOFTWARE INDUSTRY EQUITY REPORT
During the first three quarters of 2010, risk adverse investors continued to favor the largest (annual revenue) public software companies over their much smaller counterparts. For example, in 3Q10, SEG Software Index companies with revenues greater than $1 billion posted a median EV/Revenue multiple of 2.9x, compared to a median multiple of 2.2x for companies with revenues between $100 million and $200 million. In Q4, however, concerns about the economy eased, tech sector success stories abounded, www.softwareequity.com
Figure7: SEG Software Index Historical EV/EBITDA and Median EBITDA

30.0x 25.0x
Median EV/EBITDA
$40 $35 $30

Median EBITDA ($ millions)
20.0x 15.0x 10.0x 5.0x 0.0x Jan00 Jan01 Jan02 Jan03 Jan04 Jan05 Jan06 Jan07 Jan08 Jan09 Jan10
$25 $20 $15 $10 $5 $0
SEG SWIndex EV/EBITDA
11YearMedian EV/EVITDA: 15.6x
TotalMedian EBITDA($millions)
enthusiasm grew and pent-up demand could no longer be contained. The median EV/Revenue multiple of SEG Software Index companies with revenues between $100 million and $200 million soared to 3.5x, and the median EV/Revenue multiple of public software companies with revenues greater than $200 million and less than $1 billion increased sharply from 2.1x in 3Q10 to 2.6x in the fourth quarter. Companies with revenue less than $100 million traded at a median EV/Revenue multiple of 1.4x in 4Q10, only slightly better than 1.2x in 3Q10, and well below the SEG Software Index median EV/Revenue multiple of 2.6x (Figure 11). The median EV/EBITDA multiple of all software companies comprising our SEG Software Index was 12.4x for all 2010, a notable improvement over 2009s 9.9x. Hopefully, the median EV/EBITDA multiple of 13.6x in the final quarter is a portent of continually improving market valuations in 2011. That said, 4Q10s median EV/EBITDA multiple of 13.6x is still more than 12% lower than the median EV/EBITDA multiple of 15.6x over the past eleven years (Figure 7). Investors also showed less reluctance in 4Q10 to bet on smaller companies with lower operating income. While the median EV/EBITDA multiple of public software companies with revenues greater than $1 billion increased from 10.3x in 3Q10 to 5| 2010 ANNUAL SOFTWARE INDUSTRY EQUITY REPORT
10.9x in the final quarter, the median EV/EBITDA multiple of public software companies with revenues between $100 million and $200 million soared to 18.7x from 14.7x the prior quarter (Figure 11). Sub$100 million public software companies reported a median EV/EBITDA multiple of 13.5x in 4Q10, a notable improvement over the prior quarters 11.0x. Interestingly, the 10.9x median EV/EBITDA trading multiple of $1 billion+ public software companies was the lowest by far of all revenue categories in 4Q10, despite having EBITDA margins nearly double their smaller peers. In contrast to 2009, when the highest EV/Revenue multiples were typically awarded to companies with the strongest EBITDA margins, 2010 saw attention shift to revenue growth. The highest EV/Revenue multiples (median 4.6x) went to those public software companies that achieved greater than 30% TTM revenue growth in 4Q10. Given the tepid 4.5% TTM revenue growth of the SEG SW Index companies, it is no surprise that investors are pushing valuations higher when companies display above average revenue growth (Figure 8). As for TTM EBITDA margins, the rule of thumb in the current market environment is the higher a public software companys TTM EBITDA margins, the higher its trading multiple (Figure 9).
Investment Banking / Mergers & Acquisitions Nine of the ten companies on the high flyer list achieved annual revenue growth over 25.0%. The lone exception was Rovi Corporation which achieved a highly respectible 17.4% TTM revenue growth and an exceptional EBITDA margin of 37.7%, second only to Baidu. Other high flyers found it difficult to attain that level of profitability. Seven of the ten high flyers achieved EBITDA margins above 20.0% with the remaining three at or below 13.9%, including SuccessFactors registering negative 4.0%. Again, revenue growth appears to be where investors are placing their bets. A word of caution about escalating public software company market valuations: theyre tenuous and highly dependent upon a continuing economic recovery. Should GDP growth falter, its very likely well once again see shriking IT budgets, little or no revenue growth, increased pressure on margins and falling public software company stock prices. Figure 10: High Flyers Enterprise Value/Revenue
2010 High Flyers - Enterprise Value/Revenue (Median) Ticker BIDU OPEN MELI VMW FFIV ROVI RP Category Internet - Search Engine Internet - eCommerce & Portals Internet - eCommerce & Portals Storage & Systems Management Software Networking & Connectivity Content/Document Management Enterprise Resource Planning Engineering, PLM & CAD/CAM Software Human Resource Management CRM, Sales & Marketing Software EV/R 36.0x 16.8x 13.9x 11.8x 10.7x 10.2x 10.0x 9.9x 9.6x 9.5x
Figures 8 and 9: EV/Revenue Multiple vs. TTM Revenue Growth Rate and EBITDA Margin
5.0x 4.5x 4.0x

Median EV/Revenue
4.6x
3.5x 3.0x 2.5x 2.0x 1.5x 1.0x 0.5x 0.0x <= 0% > 0% <= 10% 1.0x 2.0x
3.4x
3.5x
> 10% > 20% <= 20% <= 30% TTM Revenue Growth
>= 30%
4.5x 4.0x
Median EV/Revenue
4.1x 3.0x 2.2x 1.3x
3.5x 3.0x 2.5x 2.0x 1.5x 1.0x 0.5x 0.0x <= 0% > 0% <= 10% > 10% <= 20% TTM EBITDA Margin 1.0x
> 20% <= 30%
>= 30%
While most of the listed companies in our tracking indices saw improved EV/Revenue multiples in 2010, ten public software, SaaS and Internet companies excelled at boosting their market valuations (Figure 10). Overall, these overachievers reported an exceptional median EV/Revenue multiple of 10.5x at the close of 2010, in no small measure due to a year end TTM median revenue growth rate of 32.9% and an impressive TTM median EBITDA margin of 27.1%. The ultimate overachiever was Baidu, often referred to as Chinas Google. Baidus median 4Q10 EV/Revenue of 36.0x, boosted by yearover-year (YoY) revenue growth of 64.5% and an EBITDA margin of 51.9% - the highest values in the respective categories for any company in the list - once again catapulted the company to the top spot on our EV/Revenue valuation list. Baidu has been a top ten EV/Revenue performer in every quarter since 2Q07, and for good reason. In the past five years, Baidus revenue skyrocketed from $17 million to over $1 billion, while its EBITDA margin swelled from 17.8% to 51.9%.
Company Baidu, Inc. OpenTable Mercadolibre, Inc. VMWare F5 Networks, Inc. Rovi Corporation RealPage
AutoNavi Holdings AMAP SuccessFactors Salesforce.com SFSF CRM
Figure 11: SEG Software Valuation and Financial Performance by Size of Buyer (TTM Revenue)
4Q10 TTM 4Q09 1Q10 2Q10 3Q10 4Q10 4Q09 1Q10 2Q10 3Q10 4Q10 Rev Growth Revenue Greater Than $1 billion Revenue Between $200 million and $1 billion Revenue Between $100 million and $200 million Revenue Less Than $100 million 2.9x 2.1x 2.0x 1.2x 2.9x 2.3x 2.2x 1.4x 3.0x 2.2x 2.6x 1.2x 2.9x 2.1x 2.2x 1.2x 3.1x 2.6x 3.5x 1.4x 11.7x 12.8x 15.4x 12.9x 11.4x 12.3x 16.4x 13.4x 10.2x 12.9x 17.1x 10.8x 10.3x 10.8x 14.7x 11.0x 10.9x 13.0x 18.7x 13.5x 11.8% 9.0% 9.2% 3.5% SEG Software Index Companies EV/Revenue EV/EBITDA 4Q10 EBITDA Margin 22.5% 12.6% 13.6% 12.8%
PUBLIC SOFTWARE COMPANY FINANCIAL PERFORMANCE

Stagnant IT spending weighed heavily on public company top line growth in 2010 (Figure 5). The median trailing twelve month revenue growth rate of companies comprising the SEG Software Index actually declined to 4.5% in 2010 from 5.0% in 2009 and 14.0% in 2008. There was cause for optimism, however, as the year progressed. After bottoming out at -0.1% in 1Q10, the median TTM revenue growth rate of the SEG Software Index improved steadily, reaching 4.4.% in 3Q10 before jumping to 8.2% in the final quarter. Its likely 4Q10s median TTM revenue growth rate reflected the traditional year end budget sweep by enterprise CIOs, as well as pent up demand and growing confidence in the economic recovery. With Gartner and Goldman Sachs projecting a 5% - 7% increase in 2011 enterprise IT spending, we believe the median TTM revenue growth rate of the SEG Software Index for all of 2011 will be in the range of 7% - 8%. Even though revenue growth rates ramped in the second half, public software companies continued to control costs and spending (Figure 5). The median TTM EBITDA margin of SEG Software Index companies grew to 17.4% in 2010 from 16.7% in 2009 and 14.3% in 2008. The final quarters median EBITDA margin of 17.8% was the highest since 4Q05. For most, improved operating margins came from downsizing, consolidating operating units and physical locations, productivity improvements and stricter spending controls. We wondered whether this improvement in operating margins might also have come at the expense of product development. Our analysis revealed that the R&D budgets of the SEG Software Index companies held up rather well, and did not suffer disproportionately during the downturn. R&D spending declined from a median 18.2% of total revenue in January 2007 to a low of 7| 2010 ANNUAL SOFTWARE INDUSTRY EQUITY REPORT
17.0% in December 2010 (Figure 12). Still, the modest decline in R&D spending did leave holes in the product roadmaps of many public software companies, which bodes well for smaller software companies with synergistic technology platforms and solutions. Figure 12: SEG SW Index R&D Expense as % of Total Revenue
20.0% 19.5%
R&DExpense as % ofTotal Revenue
19.0% 18.5% 18.0% 17.5% 17.0% 16.5% 16.0% 15.5% Jan07 Jan08 Jan09 Jan10
Its questionable whether public software companies can continue to squeeze expenses and improve operating margins while accelerating their revenue gowth. In a random sample of 28 companies in the SEG Software Index, 24 (86%) met or exceeded their revenue forecasts, but only five of the 28 (18%) met or exceeded their EPS forecasts (Figure 13). Indeed, only three of the 28 - Microsoft, TeleCommunication Systems and MicroStrategy - were able to meet or exceed both their revenue and earnings forecasts. Cash flow seemed to pose little problem for most public software companies in 2010. Nearly 60% of the public software companies in our tracking index increased their balance sheet cash and short term investments from the prior year.There are now 22 public software companies with over $1 billion in cash on their balance sheets, led by Microsoft, with more than $43 billion (Figure 14). Overall, the median cash and cash equivalents of the SEG Software Index grew 15.3% in 2010 (Figures 5 and 6). www.softwareequity.com
Figure 13: Expected vs. Delivered Revenue and EPS Results (as of December 31)
Company Microsoft Corporation Cisco Systems, Inc. Oracle Corporation Google Inc. Adobe Systems Incorporated Electronic Arts Inc. BMC Software, Inc. Mentor Graphics Corporation Lawson Software, Inc. MSCI Inc. TIBCO Software Inc. Avid Technology Inc. Open Text Corporation NICE Systems Ltd. CSG Systems International, Inc. QAD Inc. TeleCommunication Systems, Inc. MicroStrategy Incorporated Quest Software Inc. Blackboard Inc. Rovi Corporation American Software, Inc. PCTEL, Inc. PDF Solutions, Inc. Scientific Learning Corp. Geeknet, Inc. Pervasive Software Inc. NetSol Technologies Inc.
: Exceeded or Met Expectations : Did Not Meet Expectations
PUBLIC SOFTWARE COMPANY PERFORMANCE BY PRODUCT CATEGORY

While median financial performance metrics are useful for assessing the overall health of the software industry and making comparisons to other economic sectors, a deeper analysis of these key metrics by software product category provides greater insight about the software ecosystem. By analyzing how public software companies in discrete product categories are performing, we increase our understanding of market trends, sector health, product lifecycles, M&A valuations, IT spending priorities and stock market biases. As weve noted in past reports, public software company valuations each quarter vary widely by product category, and median multiples for the same category often fluctuate wildly from year-toyear. That axiom held true, once again, in 2010 (Figure 15). We track this data because the current median valuation of companies comprising a particular software category often weighs heavily when buyers value acquisition targets. The SEG Software Index is comprised of 21 software product categories sorted into two broad groups, Infrastructure Software and Application Software.
Revenue
EPS
Company Revenues: Greater than $1 billion
Company Revenues: $500 million to $1 billion
Company Revenues: $100 - $500 million
Company Revenues: Less than $100 million
Figure 14: SEG Software Index Companies with over $1 billion of Cash & Cash Equivalents (as of December 31)
MicrosoftCorporation CiscoSystems, Inc. Google Inc. Oracle Corporation EMC NetworkAppliance,Inc. SAP VMWare Activision,Inc. VeriSign,Inc. CA,Inc. Adobe Systems Incorporated Symantec Corporation Electronic ArtsInc. BMCSoftware, Inc. AmdocsLimited TradeStation Group,Inc. Dassault Systmes IntuitInc. Autodesk,Inc. Novell,Inc. McAfee,Inc. $0.0 $5.0 $10.0 $15.0 $20.0 $25.0 $30.0 $35.0 $40.0 $45.0 $50.0 Cash& Cash Equivalents ($ billions)
Figure 15: SEG Software Index Median Metrics by Product Category
Category 4Q09 1Q10
SEG - Software: Median Metrics by Category EV/Revenue EV/EBITDA Revenue Growth 3Q10 4Q10 EBITDA Growth EBITDA Margin YTD Stock Return 2010
2Q10
3Q10
4Q10
4Q09
1Q10
2Q10
4Q10 (TTM) 4Q10 (TTM) 4Q10 (TTM)
Infrastructure Software Database & File Management Development Tools, Operating Systems & Application Testing Software Enterprise Application Integration Messaging, Conferencing & Communications Networking & Connectivity Security Storage & Systems Management Software Wireless Median Billing & Service Management Business Intelligence Content/Document Management Customer Relationship Management, Marketing & Sales Software Education & eLearning Electronic Design Automation Engineering, PLM & CAD/CAM Software Enterprise Resource Planning Entertainment Financial Services Software Healthcare Multimedia, Graphics, Digital Media Supply Chain Management & Logistics Median 2.1x 1.6x 1.4x 1.8x 2.2x 3.5x 2.4x 1.3x 2.3x 1.5x 2.4x 1.7x 0.6x 2.2x 1.4x 1.7x 2.0x 1.0x 2.3x 3.7x 2.6x 1.6x 1.9x 1.9x 1.9x 1.4x 1.8x 2.4x 3.7x 2.5x 1.7x 2.4x 2.2x 2.3x 2.0x 0.8x 2.0x 1.5x 1.8x 2.0x 1.0x 2.5x 2.8x 2.9x 1.6x 2.0x 1.9x 2.2x 1.5x 1.9x 2.4x 3.9x 2.5x 1.6x 2.3x 1.7x 1.9x 1.9x 1.0x 1.6x 1.6x 1.9x 2.0x 1.0x 2.6x 3.4x 2.7x 1.8x 2.0x 2.1x 2.0x 1.7x 1.6x 2.3x 4.0x 2.7x 1.1x 2.2x 1.4x 2.0x 1.7x 0.8x 1.3x 1.5x 2.1x 2.0x 0.9x 2.2x 3.4x 2.5x 1.5x 2.0x 2.7x 2.7x 2.4x 2.6x 2.9x 3.8x 3.1x 1.1x 2.7x 1.4x 3.1x 2.1x 0.8x 1.3x 1.9x 2.5x 2.0x 1.2x 2.8x 3.5x 3.3x 1.8x 2.3x 8.8x 14.0x 10.0x 11.0x 13.6x 14.7x 13.8x 15.3x 13.2x 7.4x 12.8x 7.4x 11.8x 16.3x 9.4x 12.4x 10.2x 7.2x 10.1x 16.0x 17.7x 13.1x 12.2x 9.1x 9.4x 9.8x 14.1x 19.9x 15.1x 11.8x 11.1x 12.6x 10.9x 13.7x 7.2x 11.4x 14.0x 21.3x 14.9x 11.2x 8.8x 13.4x 15.9x 18.2x 13.1x 12.4x 9.0x 9.4x 11.2x 13.6x 17.1x 14.5x 11.5x 13.9x 12.8x 8.4x 13.8x 8.2x 8.3x 14.9x 22.8x 14.5x 10.8x 6.0x 8.8x 15.5x 18.4x 11.9x 11.8x 9.1x 7.3x 13.0x 13.4x 15.5x 12.9x 11.0x 11.0x 11.0x 7.0x 20.9x 7.5x 15.4x 12.8x 26.4x 16.4x 10.0x 5.9x 8.6x 13.8x 13.7x 9.3x 11.8x 10.9x 8.4x 21.8x 22.4x 19.6x 14.1x 12.2x 15.2x 13.9x 6.7x 25.6x 8.1x 11.8x 18.2x 19.2x 16.7x 12.2x 6.3x 10.0x 17.3x 14.5x 10.8x 13.0x 6.1% 21.5% 16.9% 10.3% 16.9% 11.8% 11.2% 15.1% 14.5% 15.2% 11.1% 0.8% -2.7% 9.4% 5.5% 7.6% 4.0% -10.5% 7.7% 16.3% 6.4% 5.4% 6.3% 4.5% 24.3% 31.4% 40.2% 31.6% 24.7% 21.0% 6.4% 23.3% 10.0% -24.2% 11.7% -18.0% 18.0% 126.5% 57.3% 0.4% 7.4% 18.4% 10.8% 12.6% -4.2% 12.1% 22.6% 21.1% 13.1% 15.3% 23.3% 20.3% 20.0% 7.4% 19.6% 20.3% 14.8% 25.2% -9.1% 13.0% 8.4% 19.8% 17.2% 6.6% 21.3% 22.3% 16.6% 11.2% 17.8% 9.5% 13.3% 26.5% 16.5% 46.4% 6.3% 13.0% -9.4% 9.8% 0.5% -7.9% -1.6% -12.8% -10.3% 19.7% 25.6% 6.2% -20.2% 10.2% 3.1% -1.4% -0.4% 4.3%
Application Software
The Infrastructure Software group is comprised primarily of utilities, tools, middleware, systems, platforms and technologies to create, integrate, optimize, deliver, monitor, store and protect enterprise applications. The Application Software group consists primarily of solutions to perform, analyze and optimize mission critical business functions in one, or many, industry sectors. In 2010, Infrastructure Software companies outpaced their Application Software counterparts across all metrics tracked (Figure 15). Particularly noteworthy was the Infrastructure groups median 2.7x EV/Revenue multiple and 14.5% TTM revenue growth in 4Q10. Those results mirror IT spending priorities. CIOs spent their precious IT dollars on infrastructure improvements that would later enable them to quickly and effectively deploy mission critical applications when GDP ramps and IT purse strings loosen. As for the financial performance of specific product categories in 4Q10, 16 of the 21 software categories we track touted YoY increases in their median EV/Revenue multiples. For the fourth consecutive quarter, Security software providers boasted the highest median EV/Revenue 9| 2010 ANNUAL SOFTWARE INDUSTRY EQUITY REPORT
valuation among all categories (3.8x), led by Check Point Software (7.6x), Zix Corporation (6.6x) and Sourcefire (4.8x) (Figure 16). Other categories fared not nearly as well. CRM software providers (perpetual license, non-SaaS) remained in the EV/Revenue basement, with median multiple of only 0.8x EV/Revenue at the close of 4Q10; Wireless solution providers were only slightly ahead, with a median 1.1x EV/Revenue. The Development Tools category recovered the most market valuation in 2010, increasing 68.8% to a median EV/Revenue multiple of 2.7x, up from 1.6x in 4Q09. The pop in trading multiple was attributable to Magic Software, GeekNet and BSQUARE, which touted YoY median EV/Revenue multiple increases of 223.4%, 134.0% and 60.5%, respectively, in 4Q10. Investors were apparently heartened by a median 21.5% TTM revenue growth rate of Development Tools companies in 4Q10, the highest revenue growth rate among the 21 categories comprising the SEG SW Index. It wasnt all pretty. Four product categories, Wireless, Billing & Service Management, Education & eLearning and Healthcare, declined www.softwareequity.com
Figure 16: SEG Software Index Median Q410 EV/Revenue Multiple by Product Category
Security Healthcare Multimedia, Graphics, Digital Media BusinessIntelligence Storage &Systems Management Software Networking&Connectivity FinancialServicesSoftware Database &File Management DevelopmentTools, OperatingSystems &Application Testing Software Messaging, Conferencing&Communications Engineering,PLM&CAD/CAM Software Enterprise ApplicationIntegration Content/Document Management Enterprise Resource Planning Electronic DesignAutomation SupplyChain Management &Logistics Billing&Service Management Education&eLearning Entertainment Wireless Customer Relationship Management, Marketing &Sales Software 0.0x 0.5x
3.8x 3.5x 3.3x 3.1x 3.1x 2.9x 2.8x 2.7x 2.7x 2.6x 2.5x 2.4x 2.1x 2.0x 1.9x 1.8x 1.4x 1.3x 1.2x 1.1x 0.8x 1.0x 1.5x 2.0x 2.5x 3.0x 3.5x 4.0x
Median EV/Revenue Multiple
on a median EV/Revenue basis. Of the four, Education & eLearning saw the steepest drop in median EV/Revenue (- 41.0%), in large part due to plummeting stock prices of GSE Systems (64.4%) and Archipelago Learning (-54.8%). Its likely investors noted that Education & eLearning was the only product category to report a decline in its YoY median TTM revenue growth rate, which slipped to 9.4% in 4Q10 from 11.7% a year earlier. On an EV/EBITDA basis, public Business Intelligence software companies led all other software product categories in 4Q10 with an impressive 25.6x median EV/EBITDA multiple. For the second year in a row, publicly listed Entertainment software providers had the lowest median EV/EBITDA multiple, 6.3x, as a consequence of the categorys median 10.5% decline in TTM revenue growth and single digit EBITDA margins. As for which product categories in the SEG Software Index were kindest to investors, 13 of 21 posted positive median stock returns in 2010, compared to 21 of 21 product categories that achieved positive stock returns in 2009. Particularly noteworthy is the Network & Connectivity category, which posted a stellar median stock price increase of 46.4% by year end, following a 69.6% dividend at the close of 2009. Among the star performers in this product 10| 2010 ANNUAL SOFTWARE INDUSTRY EQUITY REPORT
category were Radware and F5 Networks with positive stock returns of 127.2% and 96.0%, respectively. While there was a high correlation between revenue growth rates and year end stock returns for some product categories in 2010, there were clearly exceptions. While Enterprise Application Integration companies grew median TTM revenue an impressive 16.9% YoY and were rewarded with median 26.5% stock gain by year end, Healthcare software companies achieved an equally impressive TTM revenue growth rate of 16.3%, but saw their median stock price increase only 3.1%. One explanation: investors had already baked in the TTM revenue growth of healthcare software providers. Entering 2010, Healthcare was valued at a 3.7x EV/Revenue multiple, the highest among our 21 categories, in anticipation of significant future growth. By year end, Healthcares 16.3% TTM revenue growth rate, though impressive, wasnt enough to make investors double down. On the other hand, Enterprise Application Integration companies, valued in 1Q10 at a very modest median EV/Revenue multiple of 1.4x, had room to rise to 2.4x by year end after achieving 16.9% TTM revenue growth.
Investment Banking / Mergers & Acquisitions A comparison of public SaaS company market valuations and TTM revenue in 4Q10 reveals that here, too, size matters with investors. Public SaaS companies with 4Q10 TTM revenue above the $172 million median were valued at median 5.2x EV/Revenue, compared to median 3.3x EV/Revenue for SaaS providers below the median (Figure 19). Still, by comparison to 2007, even the larger, more successful SaaS providers have lost some of their investor appeal. Figure 19: 4Q10 SEG SaaS TTM Revenue vs. EV/Revenue Multiple
6.0x 5.2x 5.0x
Median EV/Revenue
PUBLIC SOFTWARE AS A SERVICE (SAAS) COMPANY MARKET VALUATIONS

In 2010, the median EV/Revenue valuations of public SaaS providers comprising our SEG SaaS Index rebounded dramatically to 3.6x from 2.7x in 2009 (Figure 17). Indeed, only one public SaaS company, Althenahealth, saw its median EV/Revenue multiple decline from 4Q09 to 4Q10. The 3.6x median EV/Revenue multiple in 2010 was the highest since 2007, when public SaaS companies were rewarded with a 6.4x median EV/Revenue multiple. Bear in mind, however, 2007s median public SaaS company TTM revenue was only $55.8 million, and the median TTM revenue growth rate was 35.9%. Figures 17 and 18: SEG SaaS Index Key Statistics Annually and Quarterly
SEG - SaaS: Median Metrics 2008 3.4x 45.1x 70.7x 1.6 $73.9 66.8% 5.3% -2.6% 37.8% $112.2 $4.2 0.4% 2009 2010 2.7x 3.6x 31.5x 32.2x 65.7x 80.9x 1.6 1.7 $89.4 $84.4 67.3% 68.0% 7.2% 9.6% -2.0% 2.0% 22.4% 14.2% $145.9 $160.2 $9.9 $11.6 1.8% 3.8% Measure EV/Revenue EV/EBITDA EV/Earnings Current Ratio Cash & Eq ($M) Gross Profit Margin EBITDA Margin Net Income Margin TTM Revenue Growth TTM Total Revenue ($M) TTM Total EBITDA ($M) Debt / Equity Ratio
4.0x 3.3x 3.0x 2.0x 1.0x 0.0x BelowMedianTTM Revenue

M
Above MedianTTM Revenue
SEG - SaaS: Median Metrics Measure EV/Revenue EV/EBITDA EV/Earnings Current Ratio Cash & Eq ($M) Gross Profit Margin EBITDA Margin Net Income Margin TTM Revenue Growth TTM Total Revenue ($M) TTM Total EBITDA ($M) Debt / Equity Ratio 4Q09 1Q10 2Q10 3Q10 4Q10 3.2x 3.4x 3.6x 3.1x 4.2x 38.8x 33.1x 32.3x 30.8x 36.2x 95.2x 74.7x 81.6x 70.4x 93.2x 1.4 1.9 1.5 1.9 1.8 $76.5 $76.0 $79.1 $84.1 $90.4 67.2% 66.7% 66.9% 67.0% 67.4% 7.2% 9.5% 9.5% 9.3% 9.7% -2.1% -0.6% 2.0% 1.4% 2.6% 15.5% 12.5% 12.1% 13.0% 16.8% $143.4 $140.9 $149.6 $160.0 $172.4 $9.9 $11.8 $11.5 $11.9 $14.3 2.1% 1.6% 9.1% 3.3% 4.5%
Perhaps the most telling illustration that the bloom is off the rose, at least for current SaaS company investors, is how much the SaaS On Premise market valuation differential has shrunk during the Great Recession. At the close of 2007, when public SaaS companies commanded a most impressive median EV/Revenue multiple of 6.4x, their perpetual license/on-premise counterparts had a median EV/Revenue multiple of 2.7x. Thats a 137% SaaS valuation premium. The median SaaS EV/Revenue multiple for all 2010 dropped to 3.6x, compared with 2.3x for onpremise software companies, narrowing the valuation differential to 57% (Figure 20). As 2010 progressed, however, the SaaS market valuation trend line improved. The median EV/Revenue multiple of public SaaS companies jumped to 4.2x in 4Q10, outpacing the 2.6x median EV/Revenue multiple of their perpetual license/on-premise counterparts at year end a 62% SaaS company valuation premium.
Although 2007s median EV/Revenue multiple is well above current SaaS company levels, there were six overachievers that closed 2010 with a multiple greater than 6.4x, and each had 4Q10 TTM revenue above the industry median of $172 million. Recent public market entrant RealPage traded at a remarkable median EV/Revenue multiple of 10.0x in 4Q10 (Figure 22). 11| 2010 ANNUAL SOFTWARE INDUSTRY EQUITY REPORT
Investment Banking / Mergers & Acquisitions growth had nose dived to 15.5%, median EBITDA margins had improved only modestly to 7.2%, and the median EV/Revenue multiple had fallen to 3.2x. Investors, however, still focused on top line SaaS growth rather than profitability, so SaaS companies with TTM revenue growth rates higher than the median were rewarded with a median EV/Revenue multiple of 4.3x. By comparison, SaaS companies with EBITDA margins higher than the median had only a median EV/Revenue multiple of 3.1x. That changed in 2010 at least for a while.
Figure 20: SEG Software and SEG SaaS Historical EV/Revenue Multiples
Median EV/Revenue Multiple
7.0x 6.0x 5.0x 4.0x 3.0x 2.0x 1.0x 0.0x
6.4x SEGSaaS Index SEGSWIndex
3.4x 2.7x 1.9x 2.7x
3.6x 2.3x 1.6x
2007
2008
2009
2010
PUBLIC SOFTWARE AS A SERVICE (SAAS) FINANCIAL PERFORMANCE

The Great Recession and a sluggish recovery took their toll on SMBs, the market segment most responsible for the growth rates of many SaaS providers. The pullback in SMB spending on IT, combined with slower than anticipated enterprise adoption of SaaS, continued to adversely impact public SaaS providers in 2010. For all of 2010, the annual median TTM revenue growth rate of public SaaS companies plummeted to 14.2% from 22.4% a year earlier and 37.8% two years earlier (Figure 17).
That reversal led us to wonder: Before, during and following the Great Recession, how have public SaaS valuations varied as function of revenue growth rate increases and declines, and EBITDA margin increases and declines (Figure 21)? In 2007, public SaaS providers grew median TTM revenue 42.5% higher than the prior year, dramatically increased median EBITDA margins to 6.1%, and were rewarded with a median 7.5x EV/Revenue multiple by the close of 4Q07. Then came the economic downturn. By the close of 2009, public SaaS provider median TTM revenue
Figure 21: Public SaaS Historical Financial Performance vs. EV/Revenue
50.0%
MedianEV/Revenue 5.5x 4.8x 40.0% 35.0% 30.0% 25.0% 20.0% 15.0% 10.0% 5.0% 0.0% 2.7x 4.7x 45.0%
TTMRevenue Growth
TTMEBITDA Margin 6.0x 5.0x 4.2x 3.2x 3.4x 3.6x 3.1x 3.0x 2.0x 1.0x 0.0x 4.0x
TTMRevenue Growth &EBITDA Margin
2.5x 1.9x
2.7x
Q1 2008
Q2 2008
Q3 2008
Q4 2008
Q1 2009
Q2 2009
Q3 2009
Q4 2009
Q1 2010
Q2 2010
Q3 2010
Q4 2010
MedianEV/Revenue
Software Equity Group, L.L.C. Figure 22: Public SaaS Companies

SEG SaaS Index Company Athenahealth (ATHN) Concur (CNQR) Constant Contact (CTCT) Convio (CNVO) DealerTrack (TRAK) DemandTec (DMAN) IntraLinks Holdings (IL) Kenexa (KNXA) LivePerson (LPSN) Medidata Solutions (MDSO) Netsuite (N) RealPage (RP) RightNow (RNOW) Salesforce.com (CRM) SciQuest (SQI) SoundBite Communications (SDBT) SPS Commerce (SPSC) SuccessFactors (SFSF) Category Health Care Mgmt Accounting & Finance CRM CRM Vertical - Automotive SCM Financial Services Workforce Mgmt CRM Clinical Mgmt ERP ERP CRM CRM SCM CRM SCM Workforce Mgmt EV/Revenue 4Q09 7.7x 6.6x 3.3x 2.5x 2.3x 1.4x 3.1x 2.1x 5.1x 2.6x 6.0x 0.3x 7.0x 3.6x 3.4x 3.0x Median: 3.2x 1Q10 2Q10 3Q10 4Q10 6.7x 6.9x 3.3x 2.3x 1.7x 1.3x 3.5x 2.0x 4.8x 2.9x 6.2x 0.2x 7.0x 3.8x 3.7x 2.6x 3.4x 4.2x 7.5x 3.9x 2.6x 2.2x 1.6x 1.6x 3.4x 1.9x 4.8x 2.5x 7.5x 0.3x 5.2x 7.6x 3.8x 4.1x 2.4x 3.6x 4.0x 7.7x 3.1x 1.6x 2.0x 2.0x 7.0x 1.3x 3.1x 2.1x 5.9x 7.1x 2.6x 8.7x 6.6x 0.3x 2.4x 6.9x 3.7x 3.9x 2.3x 3.1x 5.6x 8.0x 3.4x 1.5x 2.6x 3.2x 6.8x 2.1x 4.2x 2.5x 7.6x 10.0x 4.0x 9.5x 5.7x 0.3x 2.7x 9.6x 4.3x 4.7x 4.2x 4.2x 4Q09 88.2x 26.3x 66.8x 20.2x 13.3x 17.3x 16.8x 38.8x 51.3x 68.6x 31.5x 61.2x 50.0x 38.8x 1Q10 52.4x 27.6x 70.4x 21.0x 13.9x 17.0x 14.4x 37.0x 51.4x 29.2x 73.2x 54.8x 33.1x EV/EBITDA 2Q10 35.7x 31.0x 75.6x 27.9x 21.6x 17.3x 16.6x 13.6x 33.6x 63.3x 46.8x 28.1x 74.6x 69.0x 32.3x
TTM Revenue Growth 3Q10 36.0x 33.4x 65.9x 17.2x 19.7x 14.2x 15.2x 4Q10 43.5x 36.2x 57.6x 15.2x 24.8x 26.1x 20.6x 14.8x 71.4x 41.9x 83.2x 27.0x 24.0x 33.7x 69.8x 4Q09 36.3% 14.9% 52.0% 32.3% -8.7% 7.8% 16.9% -20.7% 14.6% 15.5% 34.7% 9.0% 23.6% 48.1% -8.3% 46.7% 26.0% 13.3% 13.5% 15.5% 1Q10 38.3% 14.2% 47.9% 10.7% -7.0% 5.4% -1.9% -22.6% 17.2% 32.8% 9.2% 25.2% 8.7% 21.3% 21.5% -7.0% 36.8% 17.8% 10.1% 9.1% 12.5% 2Q10 36.9% 14.8% 44.4% -3.2% 1.4% -18.4% 19.9% 22.0% 5.6% 10.6% 21.5% -3.3% 30.7% 13.7% 10.6% 8.0% 12.1% 3Q10 34.1% 16.6% 41.5% 0.9% 0.6% -7.6% 24.3% 19.0% 7.5% 14.6% 22.6% 0.8% 29.8% 10.8% 11.3% 8.6% 13.0% 4Q10 33.9% 18.3% 38.2% 3.5% 1.2% 6.5% 27.2% 16.8% 11.6% 19.4% 25.2% -0.7% 19.0% 30.7% 12.6% 13.5% 11.6% 16.8% 4Q09 8.7% 25.0% 4.9% 2.2% 12.1% -5.3% 9.0% 10.3% 17.8% 12.6% -7.5% 8.7% 6.7% 11.8% 7.1% 0.4% 7.2% -10.4% 11.3% 5.6% 6.1% 7.2%
EBITDA Margin 1Q10 12.9% 25.1% 4.7% 6.3% 10.9% -5.8% 12.3% 9.5% 20.7% 13.8% -6.6% 14.5% 7.8% 12.1% 18.8% -3.4% 8.8% -5.3% 13.1% 5.0% 4.7% 9.5% 2Q10 11.7% 24.3% 5.1% 9.2% 10.1% -9.1% 7.9% 9.5% 20.5% 13.9% -7.6% 14.0% 7.4% 11.8% 19.7% -3.9% 11.0% -4.1% 13.4% 5.4% 3.5% 9.5% 3Q10 11.2% 23.2% 4.7% 9.1% 10.3% -8.8% 5.8% 9.3% 20.3% 15.5% -7.8% 13.8% 8.6% 11.5% 21.5% -3.2% 10.7% -2.5% 12.9% 5.7% 2.0% 9.3% 4Q10 12.9% 22.2% 5.9% 9.7% 10.3% -8.8% 5.8% 8.2% 20.3% 16.8% -6.7% 14.0% 9.5% 11.5% 21.3% -4.9% 11.4% -4.0% 12.7% 6.8% 2.4% 9.7%
119.6x 117.6x
13.3x 51.3x 29.6x 75.7x 30.8x 22.0x 28.3x 68.6x
Taleo (TLEO) Workforce Mgmt The Ultimate Software Group Workforce Mgmt (ULTI) Vocus (VOCS) CRM
111.7x 171.7x 30.8x 36.2x
Median EV/Revenue
By year end the TTM revenue growth trend line for public SaaS companies gave cause for guarded optimism. After bottoming out at 12.1% in the second quarter, the SaaS median TTM revenue growth rate ticked up to 13.0% in 3Q10, ending eleven consecutive quarters of SaaS growth rate decline. By the close of the fourth quarter, the SaaS median growth rate had risen to 16.8%, providing long awaited encouragement to many public SaaS company investors and executives (Figure 18). Still, only three public SaaS companies (Athenahealth, Constant Contact and SuccessFactors) achieved greater than 30% TTM revenue growth in 4Q10, and only eight increased their TTM revenue growth YoY (Figure 22). Its a long way from the heady days of 2008 when public SaaS companies had a median TTM revenue growth rate of almost 39%, but its progress. The decline in SaaS revenue growth rates over the past couple of years placed growing pressure on SaaS providers to improve profitability. For most of 2010, as SaaS revenue growth rates fell to about 14%, SaaS investor focus began to encompass SaaS operating profits as well. In 4Q10, SaaS companies with TTM revenue growth rates higher than the median were rewarded with a median 4.9x EV/Revenue multiple; SaaS companies with TTM EBITDA margins higher than the group median were also rewarded with a median 4.9x EV/Revenue multiple (Figure 23).
Thats the first time SaaS revenue growth rates and profitability were in parity. Figure 23: 4Q10 Public SaaS Company Revenue Growth Rate and EBITDA Margin vs. EV/Revenue Multiple
6.0x 5.0x 4.0x 3.0x 2.0x 1.0x 0.0x TTMRevenue Growth TTMEBITDA Margin 4.9x Above SaaSMedian BelowSaaS Median 4.1x 3.7x 4.9x
It may not last long. In 4Q10, EBITDA margins were essentially the same as in the first quarter, but median TTM revenue growth moved up to almost 17% from about 13% the prior quarter. Investors took note, and the median EV/Revenue multiple of our SEG SaaS Index in 4Q10 shot up to 4.2x from 3.1x in the third quarter. We believe thats a portent of whats to come in 2011 and beyond. As SMBs recover, SaaS providers will gain the lions share of SMB IT spending, and SaaS revenue growth rates will ramp. Increased enterprise adoption of SaaS deployed applications will also help propel public SaaS www.softwareequity.com
Software Equity Group, L.L.C. company revenue growth rates, but weve long believed the enterprise SaaS adoption gradient will be longer and less steep than Gartner, Goldman Sachs and others have predicted. It wont matter. As public SaaS company TTM revenue growth rates grow, look for SaaS EV/Revenue market valuations to grow well beyond their 4Q10 median of 4.2x.
Investment Banking / Mergers & Acquisitions Software Index and the SEG SaaS Index. The trend continued in 2010. The median 2010 and 4Q10 EV/TTM Revenue multiples for the 56 public companies comprising our SEG Internet Index were 1.6x and 1.9x, respectively. While the median EV/Revenue multiple of public software companies jumped from 1.6x in 2009 to 2.3x in 2010, the median Internet EV/Revenue multiple showed little progress, edging up to 1.6x in 2010 from 1.3x a year earlier (Figures 24 and 25). Figure 24 and 25: SEG Internet Index Key Statistics Annually and Quarterly
SEG - Internet: Median Metrics Measure 2008 2009 EV/Revenue 1.5x 1.3x EV/EBITDA 11.9x 9.9x EV/Earnings 20.4x 15.4x Current Ratio 2.3 2.5 Cash & Eq ($M) $68.0 $69.9 Gross Profit Margin 61.2% 62.2% EBITDA Margin 13.3% 11.7% Net Income Margin 3.9% 2.5% TTM Revenue Growth 15.7% 2.6% TTM Total Revenue ($M) $148.6 $151.2 TTM Total EBITDA ($M) $16.9 $15.3 Debt / Equity Ratio 12.0% 6.2% 2010 1.6x 11.8x 20.5x 2.8 $76.4 60.9% 12.2% 3.5% 3.4% $157.6 $19.2 9.0%
PUBLIC INTERNET COMPANY MARKET VALUATIONS AND FINANCIAL PERFORMANCE

Though the software and Internet sectors are rapidly converging, clear distinctions remain between the two in terms of business model, revenue model, solution deployment and end user requirements. We've opted to track these major categories separately to enable a more granular analysis of each. Broadly defined, Internet companies deploy their solutions primarily often exclusively via the web. Our Internet Index is comprised of companies whose principal business models fall within one or more of the following categories: Advertising Companies that provide key elements in the Internet advertising arena such as search marketing services, software to host and manage ads and a network of websites that run ads. Representative companies include SINA, ValueClick and comScore. eCommerce & Portals Companies whose main line of business is conducted over the web. Representative companies include Amazon.com, eBay and priceline.com. Networking & Connectivity Companies which provide content sharing, testing, measurement, and other related services via the Internet. Representative companies include LogMeIn and Sify Technologies. New Media Companies that provide online information and content. Representative companies include WebMD, TechTarget and TheStreet.com. Search Engine Representative companies include Google and Baidu.com.
Measure EV/Revenue EV/EBITDA EV/Earnings Current Ratio Cash & Eq ($M) Gross Profit Margin EBITDA Margin Net Income Margin TTM Revenue Growth TTM Total Revenue ($M) TTM Total EBITDA ($M) Debt / Equity Ratio
SEG - Internet: Median Metrics 4Q09 1Q10 2Q10 1.4x 1.5x 1.6x 12.4x 14.1x 11.8x 19.5x 24.5x 20.8x 2.6 2.7 2.9 $79.5 $88.1 $85.0 62.1% 62.8% 60.6% 12.4% 12.6% 13.2% 3.0% 3.4% 3.4% -0.1% 0.8% 1.5% $154.0 $155.7 $151.7 $14.1 $15.5 $17.5 12.7% 10.7% 15.2%
3Q10 1.5x 12.6x 22.2x 2.8 $77.4 61.0% 13.5% 2.4% 6.4% $156.2 $19.6 8.5%
4Q10 1.9x 15.9x 29.0x 2.6 $70.7 62.2% 10.7% 3.2% 8.0% $157.8 $22.1 12.5%
On an EV/EBITDA basis, the median Internet multiple averaged 12.8x for the first three quarters of 2010, but jumped to a median 15.9 x in 4Q10, most likely in response to much heightened Internet shopping activity during the holidays. By contrast, public software companies saw their 4th quarter EV/EBITDA multiples grow more modestly, edging up to 13.6x in 4Q10 from 11.6x the prior quarter. Given the headline grabbing growth and success of Baidu, OpenTable and Facebook, many industry observers find it surprising the median 2010 EV/Revenue multiple of the SEG Internet www.softwareequity.com
The median EV/Revenue multiple of public Internet companies has historically lagged behind the median EV/Revenue multiple of both the SEG 14| 2010 ANNUAL SOFTWARE INDUSTRY EQUITY REPORT
Software Equity Group, L.L.C. Index was significantly lower than the median EV/Revenue multiple of public software companies (2.3x) and public SaaS companies (3.6x). Internet providers seem to be divided into two groups: The smaller group has learned how to grow rapidly and monetize their traffic, and has been rewarded by investors accordingly; the larger group has yet to demonstrate that ability, which translates into depressed stock prices. Nearly 18% of Internet companies trade at only 1/3 the median EV/Revenue of the Internet category, compared to 11% of public software companies. Yet the Internet does have its share of high fliers, with 12% of Internet companies valued 3x higher than the median Internet EV/Revenue market valuation (Figure 26). Figure 26: 2010 SEG Software, SaaS and Internet Median EV/Revenue Multiple Distributions
20.0% 18.0% 16.0%
% Companies
Investment Banking / Mergers & Acquisitions for all of 2010 compared favorably to the 9.6% median EBITDA margin of public SaaS providers, but lagged well behind the 17.4% median EBITDA margin of the SEG Software Index. Figure 27: SEG Software, SaaS and Internet Historical Gross Margins
70.0% 68.0%
Median Gross Profit
66.0% 64.0% 62.0% 60.0% 58.0% 56.0% 2008 SEGInternetIndex 2009 SEGSoftware Index 2010 SEGSaaS Index
14.0% 12.0% 10.0% 8.0% 6.0% 4.0% 2.0% 0.0% TradingLower Than 0.3x MedianEV/Revenue TradingHigher Than 3x MedianEV/Revenue SaaS Software Internet
The median current ratio of public Internet companies, measured as current assets divided by current liabilities, an indication of a companys liquidity, was 2.8 in 2010, up from 2.5 in 2009, suggesting many Internet providers controlled spending and eschewed, or couldnt get, additional debt financing. Indeed, the median cash and equivalents of these Internet providers increased by $6.5 million, or 9.3%, in 2010, reaching their highest level in three years (Figure 24). Market valuations of companies comprising the SEG Internet Index varied widely by Internet category in 2010 (Figure 28). Internet Search Engine companies led all other categories throughout 2010 on an EV/Revenue multiple basis, despite losing some ground from 4Q09 to 4Q10. Although Internet Networking and Connectivity companies posted a lackluster 1.2x median EV/Revenue multiple at the close 4Q10, lagging all other Internet product categories, it was a far sight better than the dismal 0.8x and 0.7x median EV/Revenue multiples for this Internet subcategory from 4Q09 2Q10 and 3Q10, respectively. Given the successful Christmas shopping season, it was not surprising to see the median EV/Revenue multiple of eCommerce and Portal players advance from 1.8x in 3Q10, to 2.3x by close of the fourth quarter.
Internet providers were especially hard hit by the economic downturn, with median TTM revenue growth nose diving from 15.7% in 2008 to 2.6% in 2009. The annualized TTM growth rate for Internet providers in 2010 was a slightly improved 3.4%, but the quarterly trend in 2010 was encouraging. 1Q10s median TTM growth rate of 0.8% grew steadily throughout the year, and surged by year end to 8.0% (Figure 25). In 2010, the gross profit margin of Internet providers was 60.9% compared to 68.6% and 68.0% for public software and public SaaS companies respectively. The 2010 data is consistent with historical trends (Figure 27) and is a reflection of the mashup nature of Internet business models resulting in significant revenue sharing across service providers. The 12.2% median EBITDA margin of the SEG Internet Index

SEG - Internet Index Revenue Growth (TTM) 3Q10 15.6x 14.0x 11.7x 28.2x 13.9x 4Q10 21.5x 16.1x 16.4x 30.8x 13.5x 4Q10 16.8% 15.2% 0.8% 3.0% 14.9% EBTIDA Growth (TTM) 4Q10 14.4% 25.0% -5.7% -10.2% 97.5% YTD Stock Return 2010 38.9% 24.5% 32.7% 32.7% 107.8%
Figure 28: SEG Internet Index Median Metrics by Product Category

EV/Revenue EV/EBITDA
Category 4Q09 0.9x 1.5x 0.8x 2.0x 3.0x 1Q10 1.2x 1.6x 0.8x 1.8x 3.0x
Advertising eCommerce & Portals Networking & Connectivity New Media Search Engine
2Q10 1.0x 1.7x 0.8x 1.7x 2.3x
3Q10 0.9x 1.8x 0.7x 1.7x 2.4x
4Q10 1.4x 2.3x 1.2x 2.0x 2.9x
4Q09 19.0x 14.0x 7.6x 22.5x 10.4x
1Q10 21.5x 13.9x 9.8x 27.9x 11.1x
2Q10 14.6x 15.4x 9.0x 21.8x 14.3x
INITIAL PUBLIC OFFERINGS

Globally, $168 billion was raised by 537 IPOs on all major exchanges in 2010, compared to $68.5 billion raised by 230 IPOs in 2009. Asia-Pacific accounted for 255 of the IPOs worldwide, with China garnering the lions share (101). There were 37 IPOs on the Toronto Stock Exchange and the TSX Venture market in 2010 that collectively took in $6.1 billion, a 281% increase from the $1.6 billion raised in 2009 from 15 new offerings. Domestically, across all industry sectors, 182 companies went public on the major U.S. stock exchanges in 2010, compared to 76 in 2009 and 51 in 2008. Of these 182 new listings, 79 were newly listed in the first calendar half of the year. 4Q10 was the strongest quarter, with 65 new public company debuts. Together, 2010s 182 IPOs raised $45.7 billion, a 137% increase from 2009s $19.3 billion tally. GMs $15.8 billion offering was by far the largest, with ClearBridge Energy a distant second at $1.1 billion. The median revenue for the 182 newly listed companies in 2010 was $108 million and the median EBITDA was $19 million. Eighty-five companies newly listed on the major U.S. stock exchanges were headquartered in North America, five were European, and 41 were based in Asia / Pacific, 38 more than a year prior. Information technology, which comprises software, Internet, semiconductors and hardware, had 33 listings, the highest number of deals for any category and a 266% increase over 2009. Thirteen software companies and five Internet companies went public on the major U.S. stock market exchanges in 2010. Together, these 18 new public companies touted a median TTM revenue growth rate of 22.7% and a median TTM EBITDA margin of 14.5%. Collectively, they raised a total of $2.0 billion, with offering amounts ranging from $46.0 million to $272.0 million. 16| 2010 ANNUAL SOFTWARE INDUSTRY EQUITY REPORT
Eleven of the 18 new software and Internet listings were North American companies; the balance were Asia/Pacific based. Six of the seven Asia/Pacific listings occurred in 4Q10. The thirteen new software entrants touted median TTM revenue of $74.7 million, revenue growth rate of 21.5% and median TTM EBITDA margin of 14.5%, well below the 27.1% TTM EBITDA margin of 2009s software IPO class (Figure 29). Six of the thirteen software IPOs in 2010 were SaaS businesses. Most notable was RealPage, a leading provider of SaaS based multifamily property management software, which closed its first day of trading with a noteworthy EV/Revenue multiple of 6.0x and ended the year with a whopping EV/Revenue multiple of 12.1x. IntraLinks, an on-demand workspace solution that facilitates the exchange of critical information, collaboration and workflow management inside and outside the enterprise, showed early momentum with its enterprise value to revenue multiple rising from 7.5x to 9.6x in the first three months of trading, but plummeted 36% following its earnings call on November 4th. Convio, a provider of software for nonprofits, watched its enterprise value to revenue multiple sink 50% between June 2010 and year end, after poor earnings calls. Most of those who invested in 2010s newly issued software and Internet companies fared well. The median new issue was up 24.5% by close of trading at year end, a significant improvement over 2009s 3.5% median return. BroadSoft, Motricity, Qlik Technologies, RealPage and Youku led the pack, each with a year-end return exceeding 100%. The markets favorable reception for newly listed software and Internet companies in 2010 encouraged others to file or resurrect their registration statements seeking to go public. As a www.softwareequity.com
Software Equity Group, L.L.C. Figure 29: 2010 U.S. Software and Internet IPOs
Company Category IPO Date Offering Amount Enterprise Value*
EV / Rev*
EV / EBITDA*
Revenue
Revenue Growth
EBITDA Margin
First Day Return
YTD Return
Software Category SS&C Technologies Holdings, Inc. (NASDAQ: SSNC) SPS Commerce, Inc.
(NASDAQ: SPSC)
Financial Services Software Supply Chain Management Customer Relationship Management Mobile Resource management Messaging, Conferencing, & Communications Wireless Engineering, PLM & CAD/CAM Software Business Intelligence Workflow Management Multimedia, Graphics, Digital Media Property Management Software Supply Chain Management Wireless
3/31/10 4/22/10 4/29/10 5/13/10 6/16/10 6/18/10 7/1/10 7/16/10 8/6/10 8/11/10 8/12/10 9/24/10 12/10/10
$160,880,000 $49,160,000 $46,200,000 $56,000,000 $67,500,000 $58,700,000 $107,810,000 $112,000,000 $143,000,000 $75,000,000 $148,500,000 $57,000,000 $58,000,000 $67,500,000
$1,431,221,000 $177,634,000 $125,347,000 $352,261,000 $163,394,000 $788,884,000 $577,980,000 $951,971,000 $1,095,040,000 $164,429,000 $964,280,000 $264,721,000 $160,295,000 $352,261,000
5.3x 4.7x 2.0x 2.3x 2.8x 6.6x 9.3x 5.5x 7.5x 2.2x 6.0x 6.7x 5.3x 5.30x
13.9x 53.4x 31.5x 5.2x n/a 59.1x 30.1x 41.9x 95.4x 10.5x 44.6x 31.2x 28.7x 31.35x
$270,041,698 $37,794,468 $62,673,500 $153,156,957 $58,355,000 $119,527,879 $62,148,387 $173,085,636 $146,005,333 $74,740,455 $160,713,333 $39,510,597 $30,323,000 $74,740,455
(3.2%) 23.0% 10.7% 54.4% 11.4% 10.2% 25.5% 33.1% (1.9%) 2.0% 25.2% 21.5% 1014.5% 21.5%
38.0% 8.8% 6.3% 42.9% (3.7%) 7.3% 35.0% 9.1% 12.3% 20.6% 14.5% 18.8% 18.4% 14.5%
1.4% 13.3% 13.8% 22.5% (7.8%) (7.4%) 8.0% 28.0% 0.0% (4.3%) 32.0% 29.2% (25.0%) 8.0%
36.0% 16.2% (19.0%) (25.7%) 187.7% 100.5% 18.7% 102.1% 43.9% 24.5% 113.0% 6.0% (33.2%) 24.5%
Convio, Inc.
(NASDAQ: CNVO)
TeleNav, Inc.
(NASDAQ:TNAV)
BroadSoft, Inc.
(NASDAQ: BSFT)
Motricity, Inc.
(NASDAQ: MOTR)
AutoNavi Holdings Ltd

(NASDAQ:AMAP)
Qlik Technologies, Inc.

(NASDAQ:QLIK)
IntraLinks Holdings, Inc.

(NYSE:IL)
MediaMind Technologies Inc.

(NASDAQ:MDMD)
RealPage, Inc.
(NASDAQ:RP)
SciQuest, Inc.
(NASDAQ:SQI)
Sky-mobi Limited
(NASDAQ: MOBI)
Software Median:
Internet Category ChinaCache International Holdings (NASDAQ: CCIH) Mecox Lane Limited
(NASDAQ: MCOX)
Internet Infastructure Online Retail Online Retail Online Media Online Retail
10/1/10 10/26/10 11/17/10 12/8/10 12/8/10
$84,250,000 $129,170,000 $127,200,000 $202,850,000 $272,000,000
$619,660,000 $989,786,000 $335,925,000
15.5x 5.6x 7.8x
75.6x 79.9x 41.2x n/a 514.8x 77.78x 41.23x
$39,890,000 $177,689,000 $42,957,000 $22,499,000 $213,482,000 $42,957,000 $74,740,455
(6.3%) 65.3% 22.7% 365.2% 90.3% 65.3% 22.7%
20.5% 7.0% 19.0% (87.5%) 1.6% 7.0% 14.5%
95.3% 56.9% 3.7% 161.3% 86.9% 86.9% 13.3%
49.6% (32.6%) (26.3%) 173.5% 69.2% 49.6% 24.5%
Bitauto Holdings Limited

(NYSE: BITA)
Youku Inc.
(NYSE: YOKU)
$3,549,320,000 157.8x $1,785,173,000 $989,786,000 $577,980,000 8.4x 8.36x 5.57x
E-Commerce China Dangdang Inc. (NYSE: DANG)
Internet Median $129,170,000 Total Median: $84,250,000
*As of offering date. *First day return compares listed offering price to first day close. *Bold denotes SaaS companies.
result, the U.S. software and Internet IPO pipeline expanded to ten by the close of 2010, from three a year earlier 2009 (Figure 30). The markets response to those now lining up at the starting gate will tell us much about investors current risk/reward mindset. Among the 2011 IPO prospects are Skype, which is perhaps the most impressive in terms of size, revenue growth and EBITDA margin, and Cornerstone OnDemand, a SaaS based provider of learning and talent management solutions that seeks to raise a large amount despite a small revenue base and a history of negative EBITDA. Other software companies in the pipeline include Tangoe, Ellie Mae, Tripwire and Trunkbow International. The strong year end returns of the software and Internet class of 2010, the much improved IPO pipeline by year end and rumors of high profile IPOs by LinkedIn and Groupon suggest 2011 will see an even greater number of software/Internet company new listings. A number of private equity 17| 2010 ANNUAL SOFTWARE INDUSTRY EQUITY REPORT
firms have also indicated intent to take public portfolio software companies they took private three to five years ago. In such case, 2011 could well see 25 or more software and Internet IPOs, and a host of new S1 filings.
Software Equity Group, L.L.C. Figure 30: U.S. Software and Internet IPO Pipeline
Company Category Filing Date
Offering Amount
Annual Revenue (TTM)
Annual Revenue (2009)
Revenue Growth (2009)
EBITDA Margin (2009)
Software Category Syngence Corporation (TBD)

1
Digital Domain (NASDAQ: DTWO) Tangoe, Inc. (NASDAQ: TNGO) Ellie Mae, Inc. (NYSE: ELLI) Tripwire, Inc. (NASDAQ: TPWR)
Content/Document Management Multimedia, Graphics, Digital Media Asset Lifecycle Management Document and Business Process Management Security Education & eLearning Wireless
11/15/07 12/1/07 4/16/10 4/30/10 5/28/10 9/29/10 10/14/10
$12,000,000 $78,000,000 $75,000,000 $86,250,000 $86,250,000 $115,000,000 $125,520,000 $86,250,000
n/a n/a $61,900,000 $39,365,000 $84,500,000 $40,682,000 n/a $51,291,000
$2,703,000 $67,000,000 $55,917,000 $37,707,000 $74,006,000 $29,300,000 $13,500,000 $37,707,000
-26.6% 35.4% 49.0% 12.3% 18.6% 49.4% 4.2% 18.6%
n/a n/a 7.8% 15.5% 13.5% n/a 62.1% 14.5%
Cornerstone OnDemand, Inc. (CSOD) Trunkbow International Holdings Limited

(NASDAQ: TBOW)
Software Category Median:
Internet Category Skype S. r.l. (TBD) Tudou Holdings Limited (NASDAQ: TUDO) Kayak Software Corporation (TBD) Messaging, Conferencing, & Communications Online Media Online Retail 8/9/10 11/9/10 11/17/10 $100,000,000 $120,000,000 $50,000,000 $100,000,000 $86,250,000 n/a $269,952,000 $154,400,000 $212,176,000 $73,200,000 $718,900,000 $113,229,000 $112,698,000 $113,229,000 $61,458,500 30.4% 265.9% 0.6% 30.4% 24.5% 25.7% n/a 14.4% 20.0% 14.9%
Internet Category Median: Total Median: *Bold denotes SaaS companies. '1' Denotes Revenue, Growth and Margin numbers are 2006 annual figures Companies with negative EBITDA have n/a for EBITDA Margin
VENTURE CAPITAL INVESTMENT

Venture capital activity and investments across all industry sectors improved in 2010. According to the PricewaterhouseCoopers / Thompson Venture Economics / National Venture Capital Association MoneyTreeTM Survey, there were 3,277 VC equity financings in the U.S. during 2010, a 12% increase over 2009 (Figure 31). Total dollars invested increased 19% to $21.8 billion from $18.3 billion a year earlier, and the average investment edged up 8.1% to $6.7 million from $6.2 million. The number of companies receiving first-time funding grew to 999 companies from 774 companies a year earlier, a 29% increase. Series A investments, after plummeting a stunning 53.7% from $7.0 billion in 2008 to $3.3 billion in 2009, grew cautiously to $4.3 billion in 2010. The past eight years have been a roller coaster ride for VCs and equity funding aspirants, with little net gain. Using 2002 as the base year, total annual VC dollars invested and total annual financings have increased only 5.2% and 3.8%, respectively. 18| 2010 ANNUAL SOFTWARE INDUSTRY EQUITY REPORT
Exits of VC-backed companies, a catalyst for future VC investment activity, saw dramatic improvement in 2010 from a year earlier. According to the NVCA, a record 420 venturebacked companies sold in 2010, the largest number of exits since the NVCA began keeping records in 1985. The IPO market was also a bright spot for VCs and their limited partners, with 72 venture backed IPOs in 2010, the most since 2007, when 86 companies went public Across all industry sectors, the number of seed stage investments increased 4.0% over the prior year. Despite the increased deal activity, the total dollars allocated to seed stage companies shrunk by 1.6%. Early stage investments increased 25.4% from 2009, while expansion stage investments, perceived by VCs to be far safer than seed and early stage bets, grew a whopping 47.1%. Later stage company financings, however, declined 9.0% YoY in 2010, following a 32.0% decline in 2009, although total dollars invested inched up 2.5%. Nevertheless, VCs continued to prefer relative safety over high risk/reward. Expansion and later stage www.softwareequity.com
Figure 31: U.S. Venture Capital Investments and Total Dollars Invested Across all Industries
4,500 4,000 TotalVC Investment Dollars Number ofVCInvestments $35.0
NumberofVCInvestments
3,500 3,000 2,500 2,000 1,500 1,000 500 2002 2003 2004 2005 2006 2007 2008 2009 2010 $26.0 $20.7 $18.8 $21.7 $22.5 $18.3 $29.9 $28.1 $21.8 $25.0 $20.0 $15.0 $10.0 $5.0 $0.0
companies once again garnered the lions share of VC dollars invested, receiving 67.9% of the kitty in 2010, up slightly from 2009 (Figures 32 and 33). Software led all other industry sectors in number of VC financings (25.5% of total) and aggregate dollars invested (18.2% of total) (Figure 34 and 35). In 2010, 835 software companies received VC financing, up 20.7% from 2009, and the $4.0 billion raised was a 20.2% improvement over the prior year. Software companies receiving firsttime financing increased a whopping 44.2% to 261 from 181 last year. Across the 261 investments, VCs invested a total of $799.3 million, translating to an average investment size of $3.1 million. Across all stages of financing, the average software industry investment in 2010 was a modest $4.8 million, lower than any other industry, suggesting the software sector remains one of the most capital efficient. That may be, but VCs remain cautious and reluctant to invest. Compared to 2002, the total number of software companies financed and the aggregate VC dollars invested are down 15.1% and 21.3%, respectively. Internet companies fared almost as well as their software cousins in 2010, attracting 729 VC equity investments aggregating $3.8 billion. Other notable categories receiving VC love and dollars were Biotechnology and Medical Devices. 19| 2010 ANNUAL SOFTWARE INDUSTRY EQUITY REPORT
Figures 32 and 33: Aggregate VC Investments and Total Dollars Invested by Company Stage
AggregateVCDollarsbyCompanyStage($billions)
$6.3
$1.7 $5.3
$8.5
Seed
Early
Expansion
Later
AggregateVCInvestmentsbyCompanyStage
746
363 1,147
1,021
Seed
Early
Expansion
Later
TotalVCDollars Invested($billions)
$30.0
Software Equity Group, L.L.C. Figures 34 and 35: Aggregate VC Investments and Total Dollars Invested by Product Category
Software Internet Biotechnology MedicalDevicesandEquipment Mediaand Entertainment Industrial/Energy ITServices Telecommunications Semiconductors Consumer Productsand Services BusinessProductsandServices FinancialServices ComputersandPeripherals Electronics/Instrumentation Networkingand Equipment Healthcare Services Retailing/Distribution Other 0 100 200 300 400 500 600 700 800 900 TotalVCInvestments
Software Internet Biotechnology Industrial/Energy MedicalDevicesandEquipment ITServices Mediaand Entertainment Semiconductors Telecommunications Networkingand Equipment Consumer Productsand Services FinancialServices ComputersandPeripherals BusinessProductsandServices Electronics/Instrumentation Healthcare Services Retailing/Distribution Other $0 $1,000 $2,000 $3,000 $4,000 $5,000 TotalVCInvestment Dollars ($millions)
THE BUYERS SPEAK: SOFTWARE EQUITY GROUPS 2011 M&A SURVEY

In early January 2011, Software Equity Group conducted its third annual Software Company Buyer Survey to provide our readers a better understanding of 2011s software M&A ecosystem and buyer thinking. We polled 176 of the largest software companies in the world, both public and private, and received an excellent response. Collectively, the respondents to our 2011 survey spent well over $13.9 billion on software acquisitions in 2010, and their plans and playbook will heavily influence the software M&A ecosystem in the year ahead. Unsurprisingly, 83% of our respondents bought at least one software company in 2010 and stayed close to home. Buyers remained focused on strategic transactions that leveraged and enhanced their core businesses, acquiring tuck-ins and eschewing bargain shopping and unsought opportunities. Their M&A behavior in this regard was consistent with their responses to our 2010 survey, and reflected the economic uncertainty that persisted through much of 2010. What lies ahead? The number of software M&A transactions will almost certainly grow this year, as 93% of respondents stated they plan to acquire at least one software company in 2011 and 51% stated they plan to acquire three or more software companies in 2011. Indeed, 17% of respondents stated they plan to acquire six companies in 2011, up from only 6% in 2010. And whats motivating these buyers? Buyers are laser focused on improving their products and broadening their current offering. Product enhancements - to plug holes, add incremental functionality, competitively differentiate and improve the user experience was ranked by 40% of respondents as their most important M&A objective in 2011, and by an additional 27% as their second highest priority. Broadening their current offering adding new product categories, entering new markets and expanding territories was named the most important M&A objective by 30% of respondents, and as their second priority by an additional 40%. Financial benefits and market share as primary motives were seen as considerably less important. By contrast, in 2010, buyers were almost equally divided amongst financial objectives, product enhancement, market expansion and market share. Software M&A spending will likely be robust in 2011, with 54% of respondents expecting to spend at least $100 million on software acquisitions this year. Valuations should also see an uptick. 60% of respondents expect to pay at least 10% more in 2011 for a company very similar to one acquired in 2010. While SaaS providers have been on many large software company radar screens for the past three years, it hasnt been an M&A spending priority for most. Until now. 30% of the buyers in our 2011 survey believe that it is very important that a target be all or sustainably SaaS/subscription based, a remarkable increase from just 13% in the 2010 survey. In fact, only 17% felt that SaaS was unimportant in 2011, a stunning decline from the 47% who expressed disinterest in 2010. Its unclear whether big software company interest in acquiring SaaS providers has suddenly peaked because of the attraction of subscription based revenue, or because of market demand. Likely, its some of both. What do buyers consider most important when selecting and valuing an acquisition target today? Since most buyers in 2011 are seeking to enhance and extend their own offerings, its of little surprise an (continued)
THE BUYERS SPEAK: SOFTWARE EQUITY GROUPS 2011 M&A SURVEY (CONTINUED)
overwhelming 63% of 2011s Survey respondents deem the targets products and technology platform the most important factors in deciding whether, and for how much, to extend an offer. The targets profitability and growth, to the dismay of many private software company founders, is relatively unimportant to the overwhelming majority of our 2011 Survey respondents. A notably greater number of buyers this year ranked the caliber of the targets management team and operations to be the most important factor in deciding whether, and for how much, to extend an offer. Its almost certainly because buyers today deem continuity, orderly transition and phased management withdrawal essential to the success of the transaction post-closing. As our founder, Ken Bender, wrote in the editorial column of our 3Q10 Quarterly Report, the buyer mindset today has changed since the Great Recession. Our 2011 survey results back him up. M&A decision making has shifted from top down to consensus according to 60% of buyers responding to our survey; 72% say theyre doing much more analysis today of the market opportunity, go forward strategy and target synergies; and 84% of respondents indicated they conduct much more pre-LOI due diligence on a targets financials, products and operations. Despite this unprecedented degree of due diligence by buyers, weve observed a higher mortality rate in the past two years of software M&A transactions under LOIs that never closed, and decided to ask why. Our 2011 Survey makes clear the exit valuation gulf between buyers and sellers is wide, and often gets wider during due diligence. A whopping 41% of our respondents told us that unrealistic valuation expectations were the single greatest reason why a deal under LOI failed to consummate. This response should be read in conjunction with responses to another of our questions regarding those post-LOI events that most imperiled the closing of a transaction. According to the buyers we surveyed, the closing of a deal under LOI is most imperiled by the renegotiation of the proposed purchase price due to matters uncovered or clarified during due diligence. These can cover the gamut of missed revenue or EBITDA forecasts, uncollected sales taxes, missed product release dates, open source languages embedded without appropriate license, deceased third party developers who didnt sign work made for hire agreements, customer attrition beyond what was indicated during pre-LOI discussions its a long list, and buyers today do not react kindly. Often they see the value of the company as being less than originally bid, and reduce their offer. The targets, in turn, are often outraged for being nickel and dimed, especially when theyre so strategic to the buyer. More often than not, thats the reason behind the unrealistic exit valuation response given by so many of the buyers we surveyed when asked, Whats the most common reason an acquisition fails to consummate once you enter due diligence? Its clear from the results of our 2011 Survey that buyers in 2011 will be more acquisitive; will pay modestly more; will be product and technology focused; will be process and consensus driven; and will closely scrutinize the target prior to closing to reduce risk and enhance the likelihood of realizing the expected return. Thus far, as we go to press, that certainly appears to be the case. Well detail that more in our 1Q11 Quarterly Report.
0 1-2 3-5 6-10 More than 10
Software Equity Group's 2011 Software M&A Outlook Survey

Response %
17% 40% 33% 7% 3%
Approximately how many software companies did you acquire in 2010?
If you had to guess now, how many software companies do you anticipate acquiring in 2011?
0 1-2 3-5 6-10 More than 10
Response %
7% 41% 31% 17% 3%
In aggregate, about how much do you plan to spend on acquisitions in 2011?

Less than $100 million Between $100 million and $300 million Between $300 million and $500 million Between $500 million and $1 billion Greater than $1 billion
Response %
46% 36% 7% 7% 4%
What's your current view of valuations? How much would you expect to pay in 2011 for a company very similar to the one you acquired in 2010?
The same Less 10% to 20% more 21% to 30% more 31% to 40% more Greater than 40% more
Response %
40% 0% 57% 3% 0% 0%
How important is it for you in 2011 that the target be all or substantially SaaS/subscription based?
Unimportant Somewhat Very Absolutely essential
Response %
17% 53% 30% 0%
Please rank the following four acquisition objectives for 2011 in order of importance (1=most important, 4=least important):
Financial: Inorganic growth and/or earnings accretion Product Enhancement: Plug holes, add functionality, competitively differentiate, improve user experience Broaden Current Offering/Grab More IT Spend: Add new product categories, enter new markets, expand territories Increase Market Share: Consolidation, channel acquisition, attack competition
1
17% 40% 30% 13%
Ranking 2 3
13% 27% 40% 20% 47% 17% 13% 23%
4
23% 17% 17% 43%
Please rank the most common reasons an acquistion fails to consummate once you enter the due diligence phase (1 = most common, 5 = least common)?
Unrealistic seller valuation expectations Product and technology performance/functionality does not meet expectations Culture and personality differences Accounting, tax and legal issues that are unable to be resolved in a mutually satisfactory manner Internal matters unrelated to the deal (strategic change, management change, board intervention, investor intervention, etc.)
1
41% 28% 7% 14% 10%
2
24% 28% 21% 10% 17%
Ranking 3 4
17% 17% 48% 7% 10% 3% 28% 10% 31% 28%
5
14% 0% 14% 38% 34%
When selecting and valuing acquistiion targets, please rank the following four M&A drivers in order of importance (1 = most important, 4 = least important):
Products and technology: The target's products/technology are well executed, a great fit with us, and provide the strategic leverage we seek Growth: The target is growing at a rate far greater than average, demonstrating strong market demand, and we think it's time to invest Profitability: The target is highly profitable, the deal will be accretive, the financial risk is lower Management and Operations: The target has deep domain expertise we need to acquire, a great team, proven performers
Ranking 2 3
10% 33% 13% 43% 20% 47% 27% 7%
4
7% 13% 50% 30%
63% 7% 10% 20%
In comparison to two or three years ago, how has your M&A internal decision making process changed (Choose any/all that are applicable):
Much more consensus driven today; all/most senior management must buy in Much more pre-LOI due diligence re: target's financials, products, operations Much more analysis of market opportunity, strategy and synergies Much more early involvement by our auditors and outside accountants Much more involvement of our Board members and/or investors
Response %
60% 84% 72% 12% 32%
In your recent experience, which post-LOI contract issues have most imperiled the closing of your transactions (rank 1 - 5 in order of frequency of occurrence):
Tax and accounting issues Indemnity caps Indemnity escrows - amount, period, basket, etc. Renegotiation of purchase price due to due diligence discoveries or events Change of buyer priorities, finances, strategy
1
21% 8% 13% 42% 17%
2
17% 29% 25% 21% 8%
Ranking 3 4
13% 25% 33% 17% 13% 17% 25% 29% 17% 13%
5
33% 13% 0% 4% 50%
Software Equity Group, L.L.C. Figure 36: U.S. Mergers and Acquisition Activity
16,000
$1,679B $1,550B 13,610 12,586
$1,800
$1,500
11,254 10,130
12,000
Number of Deals
$1,273B 9,941 9,296
11,769
$1,200
Value ($ billions)
8,000
7,762 7,219 $905B $525B $550B
$1,094B
$900
$877B $747B
$600
4,000 $300
0 2002 2003 2004 2005 2006

Deals
$0 2007
Value
2008
2009
2010
Source: Capital IQ
MERGERS AND ACQUISITIONS: THE NUMBERS

M&A Deal Volume and Spending: All Industry Sectors Globally, merger and acquisition spending totaled approximately $2.0 trillion dollars in 2010 according to Capital IQ, a 25% year-over-year increase from 2009s $1.6 trillion. The worldwide M&A spending trajectory steepened as the year progressed, reaching $604.3 billion 4Q10, a 28.8% increase over 3Q10s $469.1 billion and 12.6% more than 4Q09s $536.8 billion total M&A spend. In the United States there were 13,610 M&A transactions across all industry sectors with a combined price tag of $877.4 billion, up 34.4% from 2009s 10,130 deals, and 17.4% above 2009s total M&A spend of $747.8 billion (Figure 36). The year began with increased M&A deal volume but didnt ramp in subsequent quarters, averaging about 3,400 transactions per quarter. However, M&A spending across all U.S. industry sectors steadily improved throughout the year. The aggregate M&A price tag in 1Q10 totaled $193 billion, increased to $218.2 billion and $225.5 billion in 2Q10 and 3Q10, respectively,
and closed out the year at $240.7 billion in the final quarter. We anticipate M&A deal volume will moderately increase across virtually all U.S. industries in 2011. Product line enhancements and extensions, industry consolidation driven by the quest for greater market share, vertical integration to achieve financial and distribution efficiencies, geographical expansion particularly in China and elsewhere in Asia Pacific, will all drive deal volume in 2011. We expect domestic M&A spending to increase, as well, but modestly. 2011 will undoubtedly see a greater number of megadeals at eyebrow raising valuations, but we believe most buyers will need more convincing about the sustainability of the economic recovery and their own improved financial performance before loosening the purse strings much more. There were 943 U.S. leveraged buy-outs and private equity backed transactions in 2010, a 14% increase over 2009s total of 814. According to Capital IQ, aggregate U.S. LBO spending also increased, from $60.1 billion in 2009 to $75.4 billion in 2010. There were 20 leveraged buy-outs greater than $1 billion in 2010, almost three times the number of LBOs in 2009. The improvement in LBO transaction volume and spending was in
Software Equity Group, L.L.C. large part attributable to an improved credit market, as lenders returned to the table. LBO target valuations showed modest improvement in 2010. Targets with EBITDAs greater than $50 million had a median 15.6% EBITDA margin and fetched a median exit multiple of 8.0x TTM EBITDA, or 1.4x revenue multiple, up from 2009s median 6.0x TTM EBITDA. LBO/PE targets with less than $50 million in EBITDA had a median 9.4% EBITDA margin and were acquired for a median 11.6x TTM EBITDA , or 1.1x revenue multiple, up from 2009s median 7.6x TTM EBITDA. Software M&A Deal Volume and Spending Software M&A transactions accounted for 11.7% of all U.S. M&A activity in 2010, down from 13.3% in 2009. There were 1,586 mergers and acquisitions worth $51.9 billion in the U.S. Software sector in 2010, compared to 1,329 transactions aggregating $27.4 billion in 2009 (Figures 37 and 38). 1Q10 began on a positive note with 431 transactions, the fourth consecutive quarter of increased software M&A deal volume. Unfortunately, that level of activity was not reached again in 2010, as software M&A deal volume declined 12% to 385 transactions in the second quarter, rebounded a bit in Q3, then fell off again in the final quarter (Figure 39). Yearover-year, each quarter in 2010 posted an increase over 2009, assuming 4Q10s 368 software transactions (vs. 372 in 4Q09) will increase by 10-15 deals in our final tally. Overall, 2010s software deal total was healthy in comparison to transaction volumes over the past decade. Note to our readers: The deal and dollar volumes in Figures 37 and 38 have been updated from our previously published quarterly reports due to transactions newly reported or deleted (i.e., scrapped deals) after our publication dates. Based upon our 2011 buyer survey results and our conversations with a broad array of public software company corporate development heads and private equity firm managing directors, we anticipate a modest increase in software M&A transaction volume in 2011. Asked how many software companies they anticipate acquiring in 25| 2010 ANNUAL SOFTWARE INDUSTRY EQUITY REPORT
Investment Banking / Mergers & Acquisitions 2011, 20% said six or more; 31% said three to five, and 41% stated they plan to buy one to two this year (please see Survey results). Overall, responses to our 2011 Survey indicate software M&A deal volume will rise approximately 12% to 1,775 this year, driven primarily by buyers seeking product enhancements, extensions and competitive differentiation. Figures 37 and 38: Annual U.S. Software Sector M&A Activity and Dollars Spent
2500 2000
1,894 1,758 1,329 1,586
# of Deals
1500 1000 500 0
2007
2008
2009
2010
$100.0 $80.0
$81.9
($ billions)
$60.0 $40.0 $20.0 $0.0 2007
$54.5 $27.4
$51.9
2008
2009
2010
2010s total software M&A spend was 90% greater than 2009s, although deal volume increased only 16%. It would be erroneous to conclude, however, that the average deal size increased dramatically in 2010 because valuations were markedly higher or many larger companies were acquired. Major fluctuations in software M&A spending each quarter are typically the consequence of a relatively small number of software industry mega-deals (transactions with enterprise values greater than $500 million). Of 2010s $51.9 billion total software M&A outlay, $26.3 billion was spent on 17 mega-deals. By comparison, 2009s $27.4 billion total software M&A outlay included $9.6 billion spent on seven mega-deals, while 2008s $56.2 billion total price tag included $32.6 billion on 21 mega-deals. www.softwareequity.com
Figures 39 & 40: Quarterly U.S. Software Sector M&A Activity and Dollars Spent
600
500 470 400
518 478 402 345 316 330
431 402 385 311 372 368
# of Deals
300
200
100
0 4Q07 $35.0 $30.0 $25.0 $23.5

($ billions)
1Q08
2Q08
3Q08
4Q08
1Q09
2Q09
3Q09
4Q09
1Q10
2Q10
3Q10
4Q10
$20.0 $15.0 $10.0
$22.4 $14.9 $13.5 $9.8 $17.0
$19.1
$11.2
$6.3 $3.3 2Q09
$7.6 $4.6 4Q09 1Q10 2Q10 3Q10 4Q10
$5.0 $2.9 $0.0 4Q07 1Q08 2Q08 3Q08 4Q08 1Q09 3Q09
Software M&A Deal Currency The prevalence of cash and stock as M&A deal consideration was virtually the same in 2010 as in 2009. Cash was the predominant form of payment, and was the exclusive form of payment in approximately 73% of all software M&A transactions in 2010 (Figure 41). All stock deals represented 9% of transactions in 2010, but the prevalence of stock fluctuated throughout the year. All stock transactions 26| 2010 ANNUAL SOFTWARE INDUSTRY EQUITY REPORT
accounted for 10% of software M&A deals in 1H10, 12% in 3Q10, and only 6% of software deals in 4Q10. The diminished number of all stock transactions at year end reflected seller concern the public markets were overvalued and buyer stock had considerably less upside. Still, some stock as a component of the purchase price retained its appeal. Transactions featuring a combination of cash and stock represented 18% of transactions in both 2010 and 2009.
Software Equity Group, L.L.C. Figure 41: Software M&A Deal Currency
10% 10% 12% 6%
Investment Banking / Mergers & Acquisitions buyers mean increased deal competition and more strategic valuations. In 2010, public companies comprised approximately 42% of all software M&A buyers, compared with 37% of all buyers in 2009. During the period spanning 2H09 through 1H10, public software companies accounted for 39% of buyers and the median exit multiple was healthy, but relatively flat. During 2H10, however, public buyers accounted for 45% of acquisitions, and the median exit jumped to 2.5x in 3Q10 before retreating in the final quarter to 2.1x (Figure 42).
13% 23%
14%
21%
74% 67% 77%
73%
Figure 42: Public vs. Private Software M&A Buyers and Sellers
Q1 2010 Q2 2010 Q3 2010 Q4 2010
Percentage of Software Buyers
Stock
Cash & Stock
Cash
5%
9%
10%
9%
62%
60%
58%
52%
20%
16%
18%
18%
48% 38% 40% 42%
Q1 2010
75% 75% 72% 73%
Q2 2010
Private
Q3 2010
Public
Q4 2010
2007
2008
2009
2010
Percentage of Software Sellers
Stock
Cash & Stock
Cash
96%
92%
96%
98%
Private vs. Public Buyers In assessing each quarters M&A activity, we continue to track the mix of public and private buyers because it provides useful insight about the current software M&A ecosystem and the level of interest and likely valuation range a potential sell-side candidate might attract. Low M&A deal volumes and fewer public buyers usually connote lower median exit valuations. Conversely, higher deal volume and 40%+ public 27| 2010 ANNUAL SOFTWARE INDUSTRY EQUITY REPORT
4% Q1 2010
8%
4% Q3 2010
Public
2% Q4 2010
Q2 2010
Private
Software Equity Group, L.L.C. Software M&A Valuations On an annualized basis, 2010s median software industry exit valuation, measured as a multiple of trailing twelve months revenue, was 2.2x, a marked increase over 2009s median exit valuation of 1.8x TTM revenue, and the highest annual median multiple weve reported since 2000 (Figure 43). Indeed, 2010s median exit valuation remained above 2.0x every quarter, after reaching 2.0x in only one quarter of 2009 (Figure 44). The reasons for 2010s improved exit multiple are several: higher quarterly revenue growth rates encouraged public software company buyers to spend more; there was greater competition for deals; and higher stock prices and market valuations enabled buyers to shop with higher valued currency. We believe there was another phenomenon at play, as well, which was largely responsible for the boost in the median exit multiple. Buyers in 2010 were far more strategic and much more focused in their acquisition planning and execution than any time in memory. Product deficiencies and opportune market opportunities were scrutinized and analyzed and prioritized on a collaborative basis. Acquisition parameters were decided upon in advance, teams were created or fortified, and a greater array of targets were identified and evaluated. Those targets deemed most ideal and synergistic were typically healthy, profitable and growing, and therefore deserving of a higher exit multiple than most at least in the targets minds. Buyers, in response offered prices they considered fair and reasonable and in many cases not a penny more. Those deals that reached the finish line were, in the minds of both buyer and seller, deserving of a higher exit valuation.
On a multiple of TTM EBITDA basis, 2010 M&A valuations were far more difficult to analyze due to insufficient data for private seller software M&A transactions. Consequently, we restricted our analysis to EBITDA exit multiples for transactions featuring public sellers. Public software company sellers received a median 12.4x TTM EBITDA multiple in 2010, up slightly from 2009s median exit multiple of 11.8x TTM EBITDA. On a quarterly basis, the median TTM EBITDA multiple remained rather flat throughout 2010, ranging only between 12.0x and 13.0x TTM EBITDA (Figure 45). Comparatively, the median TTM EBITDA valuation fluctuated quite drastically from quarter to quarter in 2009, from 8.7x to 12.5x, primarily because the public markets were still in a state of frenzy and there were a good number of fire sales. Figure 44: Quarterly Software M&A Valuation as a Multiple of Revenue
2.2x 2.1x 2.5x 2.1x
Q1 2010
Q2 2010
Q3 2010
Q4 2010
Figure 45: Median Public Software Company Seller Valuation as a Multiple of EBITDA
13.0x 12.0x 13.0x 12.4x
Q1 2010
Q2 2010
Q3 2010
Q4 2010
Figure 43: Annual Median Software M&A Valuation as a Multiple of Revenue

3.0x 2.1x 2.2x 1.9x 1.8x
2.0x 1.6x 1.3x 1.7x 1.4x
2.0x
2000
2001
2002
2003
2004
2005
2006
2007
2008
2009
2010
Software Equity Group, L.L.C. Weve repeatedly demonstrated in prior SEG Quarterly Reports that three of the most important determinants of exit valuation are the sellers ownership structure, financial performance and product category. The axiom held true, once again, in 2010. We analyzed all M&A transactions in 2010 with ascertainable revenue multiples to determine the specific impacts on valuation of ownership (private vs. public company), size (revenue) of buyer and seller, and the sellers software product category. First, we sorted 2010s M&A transactions by ownership type, separating public from private software company sellers to ascertain any difference in their median TTM revenue exit multiple. Public company sellers received a median 1.8x TTM revenue exit valuation, while privately held software companies commanded a median 2.6x TTM revenue multiple (Figure 46). Why the rather significant differential? Nine underperforming public companies were acquired in the first half of 2010, most of which were struggling mightily to grow top line revenue. These arbitrage purchases included: TEOCOs acquisition of telecom operations support software vendor TTI Team Telecom for $30.7 million (0.7x TTM revenue, -16.1% TTM revenue growth); Pegasystems acquisition of business process management and CRM provider Chordiant Software for $100.2 million (1.3x TTM revenue, 28.8% TTM revenue growth); OpenTexts purchase of digital content management provider Nstein Technologies for $27.4 million (1.2x TTM revenue, 1.6% TTM revenue growth); Battery Ventures acquisition of CAD/CAM software provider Vero Software for $13 million (0.7x TTM revenue, -8.0% TTM revenue growth); and Pharsight and Vector Capitals acquisition of Symyx Technologies for $156.1 million (1.0x TTM revenue, 4.8% TTM revenue growth). Four devalued, underperforming public software companies were acquired in 2H10: Quest Software purchased Bakbone Software for $44.4 million (0.8x TTM revenue, -2.4% TTM revenue growth); Attachmate acquired Novell for approximately $1 billion (1.25x TTM revenue, 5.8% TTM revenue growth); CSG Systems acquired Intec Telecom Systems for $251.3 million (1.0x TTM revenue, -0.8% TTM revenue 29| 2010 ANNUAL SOFTWARE INDUSTRY EQUITY REPORT
Investment Banking / Mergers & Acquisitions Figure 46: 2010 Median Multiples Segmentation (Enterprise Value/Revenue)
Public Sellers 1.8x Median Multiple
31% 69%
Private Sellers 2.6x Median Multiple
Private Buyers
1.8x Median Multiple
25% 75%
Public Buyers
Buyer Greater Than $200 million

Buyer Less Than $200 million

54%
46%
Seller Greater Than $20 million: 2.7x 0.8x Seller Less Than $20 million: 4.4x 2.0x
Seller Greater Than $20 1.8x million: 1.5x Seller Less Than $20 million: 1.5x 2.4x
growth); and Marlin Equity Partners acquired Phoenix Technologies for $98.3 million (1.6x TTM revenue, -9.0% TTM revenue growth). Please see Appendix B for additional public seller exit valuations.
Software Equity Group, L.L.C. Conversely, most of the highest exit multiples in 2010 were paid to private software companies deemed by their large public suitors to be highly strategic and worthy of an acquisition premium. Many of these private targets were venturebacked entities that were well-funded, growing and, consequently, expensive. Noteworthy examples include Disneys acquisition of Playdom ($763.2 million, 10.2x TTM revenue estimate); Roper Industries acquisition of iTradeNetwork ($525.0 million, 6.6x TTM revenue estimate); Googles acquisition of ITA Software ($700.0 million, 5.6x TTM revenue estimate); Datalogic Scanning Holdings acquisition of Evolution Robotics Retail ($25.5 million, 5.0x TTM revenue); Dassault Systems acquisition of Exalead ($161.6 million, 8.4x TTM revenue); and EPIQ Systems acquisition of Jupiter eSources ($80 million, 6.1x TTM revenue). As a next step, we separated public and private software company buyers to ascertain any difference in median purchase price paid in 2010. For historical context, in 2006 and 2007 public buyers shelled out a median of 2.7x and 2.5x TTM seller revenue, respectively, for their acquisitions, while private buyers paid a median 1.9x and 2.0x TTM revenue, respectively. In 2008, we saw the historical variance narrow considerably, with private buyers paying a median M&A purchase price of 1.7x TTM revenue, compared to public software companies paying a median purchase price of 2.0x TTM revenue. During 2009, the public-private buyer differential increased drastically. Public buyers paid a median 1.9x TTM revenue, well within historic norms. Private buyers, however, paid a miserly 1.2x TTM revenue exit multiple, in many cases acquiring competitors that were struggling to survive the downturn. In 2010, both public and private buyers valued acquisition targets significantly higher than the year prior. Public buyers paid a median 2.4x TTM revenue, while private buyers paid a median 1.8x TTM revenue. Clearly, both types of buyers were feeling more encouraged by their financial results in 2010 and more bullish about their near term growth prospects. Additionally, we sliced the 2010 median software M&A multiple horizontally and vertically, 30| 2010 ANNUAL SOFTWARE INDUSTRY EQUITY REPORT
Investment Banking / Mergers & Acquisitions segregating vertical market software company sellers (e.g. retail, financial services, telecom, manufacturing, etc.) from sellers with horizontal software solutions (infrastructure, enterprise applications, etc.). In 2010, providers of vertical software accounted for 37% (Figure 47) of all software M&A transactions, while horizontal solution providers comprised 63% of sellers. Figure 47: 2010 Horizontal vs. Vertical Sellers
37% 63%
vertical
horizontal
Vertical market and horizontal software providers were both valued at relatively healthy premiums in 2010, fetching a median 2.0x TTM revenue and 2.3x TTM revenue, respectively. In comparison, 2009 saw vertical market and horizontal software providers valued at a median 1.6x TTM revenue and 1.7x TTM revenue, respectively (Figure 48). Figure 48: Horizontal vs. Vertical M&A Multiples
4Q10 3Q10 2Q10 1Q10 Median 2010 4Q09 3Q09 2Q09 1Q09 Median 2009 Horizontal 2.3x 2.7x 2.3x 2.2x 2.3x 1.7x 2.3x 1.7x 1.3x
1.7x
Vertical 1.9x 2.2x 2.0x 1.8x 2.0x 2.3x 1.5x 1.6x 1.1x
1.6x
M&A Exit Valuations by Software Category While company size, ownership structure and market focus demonstrably impact valuation, software product category continued to be the single most important M&A valuation differentiator in 2010. www.softwareequity.com
Software Equity Group, L.L.C. For most software product categories, there is often an insufficient number of transactions that publicly report both seller TTM revenue and buyer purchase price, essential data in ascertaining the applicable median exit value for the product category. Consequently, we aggregate the data each quarter on a TTM basis. As a result, it may take several quarters to detect changing product category valuation trends, and certain outlier transactions consummated nine or twelve months ago may have a residual impact on their product category multiples. Among the eleven software product categories we tracked in 2010 (Figure 49), Security and CRM/Marketing/Sales software garnered the highest category exit valuations, at a median 3.7x TTM revenue and 3.1x TTM revenue, respectively. Transactions in the security sector included Hewlett Packards acquisition of ArcSight ($1.5 billion, 7.7x TTM revenue); Juniper Networks acquisition of Altor Networks ($95 million, 6.3x TTM revenue estimate); and Symantecs acquisitions of PGP ($306 million, 4.0x TTM revenue) and GuardianEdge ($73 million, 3.9x TTM revenue). In the CRM/Marketing/Sales category, acquisitions such as IBMs purchase of Unica ($448.6 million, 4.1x TTM revenue) and Teradatas purchase of Aprimo ($500 million, 6.3x TTM revenue estimate), helped to boost the median revenue multiple. Exit valuations for other software product categories ranged from a median 2.8x TTM revenue for providers of Engineering, PLM and CAD applications, to a median 1.2x TTM revenue for content/document management software providers. In terms of volatility, exit multiples in the Development Tools and IT Asset Management category fluctuated most year-overyear, dropping from a median 3.0x TTM revenue in 2009 to a median 2.1x TTM revenue in 2010. From a deal activity standpoint, Wireless software led all other product categories in 2010, followed closely by Security and Development Tools/IT Asset Management (Figure 50).
Figure 49: Software M&A by Product Category
Security
3.7x
CRM, Marketing & Sales
3.1x
Engineering, PLM & CAD/CAM
2.8x
Education & Computer Based Training
2.7x
Wireless
2.6x
Healthcare
2.5x
HR & Workforce Management
2.5x
Database & File Management
2.1x
Dev Tools & IT Asset Management
2.0x
Other Verticals (A&D, Telco, Retail, etc.)
1.7x
Content/Document Management
1.2x
Software Equity Group, L.L.C. Figure 50: Software M&A by Product Category
Manufacturing&AssetMgmt Retail Telecommunications
Security
Storage&SystemsMgmt SupplyChainMgmt&Logistics WebAnalytics Wireless
OtherVerticals Accounting Billing&ServiceProvisioning BusinessIntelligence
Content/DocumentMgmt Healthcare
CRM,Marketing&Sales
Gov't/A&D
FinancialServices
Database&FileMgmt Dev.Tools,ITAssetMgmt&App. Testing Education&ComputerBased Training ElectronicCommerce ElectronicDesignAutomation Engineering,PLM&CAD/CAM EnterpriseApplicationIntegration Entertainment EnterpriseResourcePlanning
Networking&Connectivity
Multimedia,Graphics,DigitalMedia Messaging,Conferencing& Communications HR&WorkforceMgmt
SaaS M&A Transactions SaaS M&A deal activity and valuations improved considerably in 2010 from a year earlier. We counted 105 SaaS acquisitions in 2010, including ten with ascertainable revenue multiples, of which the median exit valuation was 3.2x TTM revenue. In comparison, we counted only 50 SaaS acquisitions in 2009, including six with ascertainable revenue multiples, of which the median exit valuation was 2.7x TTM revenue. The trajectory of SaaS M&A activity was encouraging, with 2010 outpacing 2009 every quarter. The year began with a modest ten SaaS deals in 1Q10 (vs. nine in 1Q09), spiked to 30 in 2Q10 (vs. eight in 2Q09), grew to 39 in 3Q10 (vs.
13 in 3Q09) and dropped to a still impressive 26 SaaS acquisitions in 4Q10 (vs. 20 in 4Q09). The workforce management product category accounted for the greatest number of SaaS company acquisitions in 2010, with category leaders such as SuccessFactors acquiring Imform Business Impact ($40.5 million, 2.7x TTM revenue estimate); Callidus acquiring ForceLogix ($3.8 million); Lawson acquiring Enwisen ($75 million, 5.0x TTM revenue estimate); Kenexa acquiring Salary.com ($74.1 million, 1.6x TTM revenue); Hewitt Associates acquiring HRAdvance Enterprises ($11 million); Stepstone acquiring MrTed; and Administaff purchasing OneMind Connect. Acquisition activity in this segment was virtually non-existent when the global economy
Software Equity Group, L.L.C. slipped into a deep recession and companies were focused on layoffs rather than hiring. This translated into deep cuts in workforce management IT spending, and subsequently, a sharp drop in category acquisitions. The supply chain product category, where M&A activity has historically involved mostly on-premise software companies, featured a number of SaaS acquisitions in 2010, including RedPrairies acquisition of SmartTurn; CDC Softwares acquisitions of TradeBeam ($18.9 million) and eBizNET Solutions; Roper Industries acquisition of iTradeNetwork ($525 million, 6.6x TTM revenue estimate); and GSI Commerces purchase of VendorNet. Meanwhile, the infrastructure segment featured Dell acquiring Boomi; CA acquiring Arcot Systems ($200 million); Citrix acquiring GoToManage and Netviewer; Webroot acquiring BrightCloud; and Tibcos purchasing Loyalty Lab ($23 million). We see better times ahead for SaaS, particularly for the growing number of public SaaS providers that have finally turned the corner on profitability. SaaS adoption at the enterprise level will grow albeit not nearly as quickly as many analysts and pundits predict, but the real updraft will come from resumed spending on SaaS by SMBs. And thats likely only if the slow but steady economic recovery continues unabated and GDP growth exceeds 4% or better each quarter. Should that occur, SaaS companies with 12% to 15% EBITDA margins and 40% TTM revenue growth rates can expect to exit for a premium in 2011, should they opt to do so.
Investment Banking / Mergers & Acquisitions Internet M&A Transactions 2010 was one of the most active years in recent history for Internet sector mergers and acquisitions, with a total of 625 transactions among all Internet product categories. The feeding frenzy was fueled in large part by investors and industry analysts who have become increasingly bullish about rapid growth in social networking, eCommerce, online display advertising, video capture and sharing and cloud computing. Figure 52: 2010 Internet M&A by Category
The year began strong in almost all Internet subcategories and remained robust throughout the year, averaging 146 M&A transactions per quarter. In 4Q10 alone, 165 Internet companies were acquired, 18 more than in the prior quarter, and 47 more than 4Q09 (Figure 51).
Figure 51: Quarterly Internet M&A by Category

Category Content eCommerce Ad Tech & Svcs Social Networking Videos/Photos Infrastructure Mobile Gaming Search Communications Music Total Q4 2010 34 29 21 23 12 17 8 6 12 1 2 165 Q3 2010 26 22 22 14 15 14 8 10 6 4 6 147 Q2 2010 31 26 13 23 8 13 3 5 5 8 4 139 Q1 2010 37 22 17 16 16 8 10 20 8 4 2 160 Q4 2009 23 20 16 18 10 10 7 7 4 1 2 118 Total 151 119 89 94 61 62 36 48 35 18 16 729
Software Equity Group, L.L.C. Indeed, 65% of Q4s Internet transactions were within four key categories: content, e-commerce, social networking and ad-tech categories. Those same four categories were the most active for all of 2010, accounting for 382 transactions in total (Figure 52). Google continues to be the most acquisitive Internet company buyer, completing 13 Internet transactions in 2010. AOL, Facebook, and Groupon each completed six Internet acquisitions in 2010, while Local.com, Yahoo, Apple, Wikio and Amazon each completed four. The largest and most powerful Internet players, together with several heavily backed new faces, are moving rapidly to solidify their positions in content, commerce, and search, while also moving aggressively into social networking, mobile and video domains (Figure 53).
Figure 53: 2010 Internet Consolidators
APPENDIX A: 2010 PUBLIC MARKET VALUATIONS AND STATISTICS BY PRODUCT CATEGORY

Billing & Service Management Current Ratio EBITDA Margin Gross Profit Margin Net Income Margin TTM Earnings Growth (YoY) TTM Revenue Growth (YoY) TTM EBITDA Growth (YoY) Cash as Percent of Market Cap Enterprise Value Growth (YoY) EV/Revenue EV/EBITDA EV/Earnings 4Q09 3.1 20.5% 52.8% 11.4% -13.9% 6.1% 10.7% 23.8% 26.6% 1.5x 7.4x 13.4x 1Q10 3.0 20.5% 54.1% 14.4% -4.8% 5.3% 49.2% 23.0% 67.5% 2.2x 10.9x 17.1x 2Q10 2.8 20.6% 55.9% 15.4% -8.3% 7.9% 19.3% 23.2% 44.9% 1.7x 8.4x 14.5x 3Q10 2.8 20.5% 58.3% 17.4% -17.9% 15.2% 10.0% 23.3% 6.5% 1.4x 7.0x 12.7x 4Q10 2.5 20.3% 53.7% 16.1% -17.9% 15.2% 10.0% 23.3% 18.2% 1.4x 6.7x 13.7x
Dev. Tools, Op Systems & App Testing Current Ratio EBITDA Margin Gross Profit Margin Net Income Margin TTM Earnings Growth (YoY) TTM Revenue Growth (YoY) TTM EBITDA Growth (YoY) Cash as Percent of Market Cap Enterprise Value Growth (YoY) EV/Revenue EV/EBITDA EV/Earnings 4Q09 2.2 19.7% 62.0% 6.8% 2.7% -2.1% 8.4% 22.7% 59.9% 1.6x 14.0x 24.2x 1Q10 1.9 20.7% 62.6% 11.2% 7.0% 1.0% 12.4% 17.3% 78.1% 1.9x 9.4x 21.7x 2Q10 2.1 21.1% 63.1% 11.9% 36.2% 15.3% 22.8% 19.3% 56.2% 2.2x 9.4x 18.5x 3Q10 2.1 21.0% 63.6% 10.7% 35.4% 21.5% 22.7% 21.2% 37.6% 2.0x 7.3x 15.6x 4Q10 2.3 21.1% 64.1% 11.3% 48.3% 21.5% 24.3% 17.7% 36.7% 2.7x 8.4x 20.0x
Business Intelligence Current Ratio EBITDA Margin Gross Profit Margin Net Income Margin TTM Earnings Growth (YoY) TTM Revenue Growth (YoY) TTM EBITDA Growth (YoY) Cash as Percent of Market Cap Enterprise Value Growth (YoY) EV/Revenue EV/EBITDA EV/Earnings
4Q09 2.0 16.2% 82.8% 11.1% 78.9% 4.8% 26.6% 24.9% 121.2% 2.4x 12.8x 28.7x
1Q10 2.0 16.9% 82.4% 10.2% 10.2% 0.7% 21.7% 24.1% 147.8% 2.3x 13.7x 31.5x
2Q10 1.6 15.4% 81.2% 9.2% -55.9% 5.8% -7.2% 25.1% 71.8% 1.9x 13.8x 36.6x
3Q10 1.6 13.1% 80.0% 6.3% -23.8% 11.1% -24.9% 20.0% 13.9% 2.0x 20.9x 44.5x
4Q10 1.8 14.8% 78.0% 8.7% -15.3% 11.1% -24.2% 19.1% 13.9% 3.1x 25.6x 38.1x
Education & eLearning Current Ratio EBITDA Margin Gross Profit Margin Net Income Margin TTM Earnings Growth (YoY) TTM Revenue Growth (YoY) TTM EBITDA Growth (YoY) Cash as Percent of Market Cap Enterprise Value Growth (YoY) EV/Revenue EV/EBITDA EV/Earnings
4Q09 1.1 12.5% 78.1% 2.6% -15.5% 20.5% 50.5% 22.2% 49.1% 2.2x 16.3x 23.8x
1Q10 1.2 13.2% 79.1% 5.3% -125.9% 18.6% 39.1% 15.7% 66.6% 2.0x 14.0x 48.8x
2Q10 1.2 14.7% 78.8% 5.7% -167.9% 17.5% 32.5% 15.3% 50.1% 1.6x 14.9x 39.8x
3Q10 1.2 16.4% 79.0% 7.4% 144.3% 9.4% 22.6% 18.3% 10.7% 1.3x 12.8x 55.1x
4Q10 1.1 13.0% 76.1% 3.6% -72.8% 9.4% 18.0% 18.3% -0.3% 1.3x 18.2x 40.9x
Content & Document Management Current Ratio EBITDA Margin Gross Profit Margin Net Income Margin TTM Earnings Growth (YoY) TTM Revenue Growth (YoY) TTM EBITDA Growth (YoY) Cash as Percent of Market Cap Enterprise Value Growth (YoY) EV/Revenue EV/EBITDA EV/Earnings
4Q09 1.4 25.9% 73.6% -6.6% 7.4% -10.3% 11.0% 25.1% 44.8% 1.7x 7.4x 41.1x
1Q10 1.4 22.5% 71.5% 1.4% 56.4% -12.4% -4.2% 20.8% 43.6% 2.0x 7.2x 53.6x
2Q10 1.5 23.2% 71.0% 1.7% -47.3% -3.0% -5.9% 21.1% 31.9% 1.9x 8.2x 42.4x
3Q10 1.6 23.7% 72.3% 9.6% -21.4% 2.3% -0.8% 19.8% 15.1% 1.7x 7.5x 47.3x
4Q10 1.8 25.2% 72.5% 11.7% 107.7% 0.8% 11.7% 16.9% 13.7% 2.1x 8.1x 20.6x
Electronic Design Automation Current Ratio EBITDA Margin Gross Profit Margin Net Income Margin TTM Earnings Growth (YoY) TTM Revenue Growth (YoY) TTM EBITDA Growth (YoY) Cash as Percent of Market Cap Enterprise Value Growth (YoY) EV/Revenue EV/EBITDA EV/Earnings
4Q09 1.8 -2.3% 79.3% -71.1% 81.7% -17.9% -3.0% 32.7% 37.3% 1.4x 9.4x 12.9x
1Q10 1.9 3.9% 80.2% -8.9% 92.2% -9.0% -27.0% 31.3% 54.6% 1.5x 21.3x 8.6x
2Q10 1.9 5.0% 81.9% -4.0% -42.2% -0.3% -70.0% 26.4% 55.4% 1.6x 22.8x 38.1x
3Q10 1.7 8.1% 82.3% -1.8% 42.0% 1.6% -73.0% 28.5% 31.3% 1.5x 26.4x 10.4x
4Q10 1.5 8.4% 82.6% 2.1% 99.3% 5.5% 126.5% 23.5% 32.3% 1.9x 19.2x 13.5x
Customer Relationship Management Current Ratio EBITDA Margin Gross Profit Margin Net Income Margin TTM Earnings Growth (YoY) TTM Revenue Growth (YoY) TTM EBITDA Growth (YoY) Cash as Percent of Market Cap Enterprise Value Growth (YoY) EV/Revenue EV/EBITDA EV/Earnings
4Q09 1.5 -5.8% 43.1% -4.6% -4.8% -15.7% 44.3% 29.4% 43.9% 0.6x 11.8x 23.0x
1Q10 1.1 -1.8% 44.8% -4.5% 63.2% -12.0% 8.8% 28.2% 77.4% 0.8x 11.4x 23.2x
2Q10 1.1 4.0% 49.3% -6.3% 24.6% -6.6% -9.9% 28.6% 47.5% 1.0x 8.3x 23.3x
3Q10 0.9 0.3% 48.2% -11.6% 8.1% -2.7% -18.0% 24.6% -23.1% 0.8x 15.4x 22.7x
4Q10 0.9 -9.1% 44.5% -12.2% 8.1% -2.7% -18.0% 19.6% -13.4% 0.8x 11.8x 25.3x
Engineering, PLM & CAD/CAM Software Current Ratio EBITDA Margin Gross Profit Margin Net Income Margin TTM Earnings Growth (YoY) TTM Revenue Growth (YoY) TTM EBITDA Growth (YoY) Cash as Percent of Market Cap Enterprise Value Growth (YoY) EV/Revenue EV/EBITDA EV/Earnings
4Q09 2.1 13.4% 80.3% 3.4% -11.9% -10.3% -3.0% 20.8% 37.3% 1.7x 12.4x 29.0x
1Q10 2.0 14.4% 81.2% 4.2% 5.6% -7.0% -10.6% 16.7% 65.8% 1.8x 14.9x 32.3x
2Q10 2.0 16.2% 82.1% 4.8% 14.3% -1.5% -13.4% 15.5% 59.9% 1.9x 14.5x 34.2x
3Q10 1.8 18.5% 82.3% 5.4% 28.0% 5.5% -3.1% 17.6% 40.2% 2.1x 16.4x 25.5x
4Q10 1.9 19.8% 82.9% 6.5% 99.3% 7.6% 57.3% 14.9% 37.8% 2.5x 16.7x 34.7x
Database & File Management Current Ratio EBITDA Margin Gross Profit Margin Net Income Margin TTM Earnings Growth (YoY) TTM Revenue Growth (YoY) TTM EBITDA Growth (YoY) Cash as Percent of Market Cap Enterprise Value Growth (YoY) EV/Revenue EV/EBITDA EV/Earnings
4Q09 2.4 22.9% 83.7% 12.5% 1.3% 3.7% 11.8% 24.4% 49.6% 2.1x 8.8x 18.6x
1Q10 1.7 22.9% 84.1% 12.8% 17.6% -1.1% 8.7% 26.1% 38.6% 1.9x 9.1x 18.0x
2Q10 1.4 22.0% 84.0% 12.3% 21.3% 0.5% 20.3% 19.4% 22.3% 1.9x 9.0x 17.6x
3Q10 1.4 22.8% 83.8% 12.5% 29.7% 2.3% 4.5% 18.0% 10.7% 2.1x 9.1x 15.4x
4Q10 1.5 22.6% 83.6% 12.7% 29.7% 6.1% 4.5% 16.9% 9.3% 2.7x 10.9x 17.9x
Enterprise Application Integration Current Ratio EBITDA Margin Gross Profit Margin Net Income Margin TTM Earnings Growth (YoY) TTM Revenue Growth (YoY) TTM EBITDA Growth (YoY) Cash as Percent of Market Cap Enterprise Value Growth (YoY) EV/Revenue EV/EBITDA EV/Earnings
4Q09 2.0 14.7% 60.1% -8.1% 32.2% -9.4% -0.2% 27.8% 82.2% 1.4x 10.0x 28.0x
1Q10 1.9 14.7% 58.4% -4.8% 38.7% -6.7% 6.3% 22.9% 92.6% 1.4x 9.8x 26.6x
2Q10 1.8 13.9% 57.7% -5.5% 42.2% 4.6% 21.6% 30.5% 48.6% 1.5x 11.2x 28.5x
3Q10 1.8 14.4% 57.4% -5.4% 30.6% 14.8% 27.4% 24.7% 41.1% 1.7x 13.0x 32.8x
4Q10 1.6 13.1% 57.1% -7.5% 35.8% 16.9% 31.4% 18.7% 26.1% 2.4x 21.8x 40.6x
APPENDIX A: 2010 PUBLIC MARKET VALUATIONS AND STATISTICS BY PRODUCT CATEGORY (CONTINUED)
Enterprise Resource Planning Current Ratio EBITDA Margin Gross Profit Margin Net Income Margin TTM Earnings Growth (YoY) TTM Revenue Growth (YoY) TTM EBITDA Growth (YoY) Cash as Percent of Market Cap Enterprise Value Growth (YoY) EV/Revenue EV/EBITDA EV/Earnings 4Q09 1.6 17.6% 57.0% 6.7% -0.8% -8.0% 5.6% 15.3% 41.7% 2.0x 10.2x 23.6x 1Q10 1.4 19.1% 57.7% 8.7% 6.5% -7.2% 3.0% 16.7% 44.7% 2.0x 11.2x 24.0x 2Q10 1.5 19.3% 57.4% 8.7% 7.2% -4.3% 1.9% 17.2% 27.0% 2.0x 10.8x 23.8x 3Q10 1.5 17.2% 57.5% 8.2% 22.6% 2.0% 2.5% 15.0% 10.7% 2.0x 10.0x 21.3x 4Q10 1.5 17.2% 57.5% 7.2% 20.6% 4.0% 0.4% 17.7% 9.3% 2.0x 12.2x 25.4x Multimedia, Graphics, Digital Media Current Ratio EBITDA Margin Gross Profit Margin Net Income Margin TTM Earnings Growth (YoY) TTM Revenue Growth (YoY) TTM EBITDA Growth (YoY) Cash as Percent of Market Cap Enterprise Value Growth (YoY) EV/Revenue EV/EBITDA EV/Earnings 4Q09 2.1 14.2% 68.7% 7.2% -1.3% -8.4% -1.8% 13.1% 43.8% 2.6x 17.7x 35.9x 1Q10 2.2 17.9% 68.7% 5.6% -17.3% -6.1% 16.9% 14.7% 65.0% 2.9x 18.2x 45.3x 2Q10 2.4 17.3% 68.3% 4.6% -16.0% 0.6% -1.5% 11.5% 42.1% 2.7x 18.4x 41.4x 3Q10 2.2 17.4% 68.6% 2.9% 20.8% 6.4% 6.4% 17.5% 25.1% 2.5x 13.7x 29.4x 4Q10 2.2 16.6% 68.1% 1.8% 42.4% 6.4% 12.6% 14.0% 23.6% 3.3x 14.5x 24.6x
Entertainment Current Ratio EBITDA Margin Gross Profit Margin Net Income Margin TTM Earnings Growth (YoY) TTM Revenue Growth (YoY) TTM EBITDA Growth (YoY) Cash as Percent of Market Cap Enterprise Value Growth (YoY) EV/Revenue EV/EBITDA EV/Earnings
4Q09 1.7 22.4% 61.2% -7.6% -21.9% -11.6% -11.2% 31.4% 24.1% 1.0x 7.2x 13.2x
1Q10 2.3 14.7% 62.3% -8.3% -19.2% -12.0% 56.5% 36.1% 64.8% 1.0x 8.8x 10.6x
2Q10 2.7 1.9% 63.5% -1.0% -13.1% -12.1% 26.1% 34.9% -8.4% 1.0x 6.0x 8.5x
3Q10 2.5 5.3% 61.7% -5.1% 12.9% -14.0% -11.9% 41.5% -28.2% 0.9x 5.9x 6.7x
4Q10 2.0 6.6% 61.1% -4.3% 45.8% -10.5% 7.4% 31.3% -26.7% 1.2x 6.3x 7.3x
Networking & Connectivity Current Ratio EBITDA Margin Gross Profit Margin Net Income Margin TTM Earnings Growth (YoY) TTM Revenue Growth (YoY) TTM EBITDA Growth (YoY) Cash as Percent of Market Cap Enterprise Value Growth (YoY) EV/Revenue EV/EBITDA EV/Earnings
4Q09 2.2 21.4% 78.2% 10.2% 27.7% 7.2% 19.4% 23.8% 40.4% 2.2x 13.6x 29.5x
1Q10 2.2 22.1% 78.4% 11.1% 22.8% 8.4% 25.6% 22.6% 112.2% 2.4x 19.9x 36.1x
2Q10 2.2 22.6% 78.7% 12.3% 5.0% 7.8% 10.8% 23.1% 90.3% 2.4x 17.1x 35.4x
3Q10 2.1 23.1% 78.7% 12.4% 17.2% 6.8% 6.4% 21.6% 57.3% 2.3x 15.5x 31.7x
4Q10 2.1 23.3% 78.8% 16.1% 51.7% 16.9% 31.6% 19.4% 55.3% 2.9x 19.6x 32.4x
Financial Services Software Current Ratio EBITDA Margin Gross Profit Margin Net Income Margin TTM Earnings Growth (YoY) TTM Revenue Growth (YoY) TTM EBITDA Growth (YoY) Cash as Percent of Market Cap Enterprise Value Growth (YoY) EV/Revenue EV/EBITDA EV/Earnings
4Q09 1.3 18.6% 56.1% 10.0% 3.3% 0.8% 15.3% 13.7% 31.4% 2.3x 10.1x 24.5x
1Q10 1.1 19.8% 56.5% 11.2% 29.8% 0.4% 8.8% 11.2% 42.2% 2.5x 13.4x 25.7x
2Q10 1.3 22.1% 59.2% 10.3% 29.8% 3.3% 14.5% 12.1% 41.1% 2.6x 8.8x 22.3x
3Q10 1.4 23.1% 59.8% 10.1% 18.1% 6.7% 18.4% 12.6% 22.1% 2.2x 8.6x 26.4x
4Q10 1.3 21.3% 57.7% 9.4% 17.0% 7.7% 18.4% 12.3% 22.4% 2.8x 10.0x 31.4x Current Ratio EBITDA Margin Gross Profit Margin Net Income Margin
Security
4Q09 2.0 19.7% 78.8% 6.5% 10.4% 8.8% 19.4% 13.6% 54.5% 3.5x 14.7x 15.6x
1Q10 2.0 19.1% 78.8% 8.8% -19.4% 13.2% 17.4% 14.9% 63.0% 3.7x 15.1x 25.6x
2Q10 2.2 19.0% 79.2% 9.3% -6.2% 14.4% 16.0% 14.4% 47.6% 3.9x 14.5x 22.9x
3Q10 2.2 20.2% 79.6% 11.9% 27.1% 13.8% 21.0% 17.0% 28.3% 4.0x 12.9x 23.8x
4Q10 2.6 20.3% 79.9% 11.2% 111.4% 11.8% 24.7% 14.5% 21.8% 3.8x 14.1x 18.9x
TTM Earnings Growth (YoY) TTM Revenue Growth (YoY) TTM EBITDA Growth (YoY) Cash as Percent of Market Cap Enterprise Value Growth (YoY) EV/Revenue EV/EBITDA EV/Earnings
Healthcare Current Ratio EBITDA Margin Gross Profit Margin Net Income Margin TTM Earnings Growth (YoY) TTM Revenue Growth (YoY) TTM EBITDA Growth (YoY) Cash as Percent of Market Cap Enterprise Value Growth (YoY) EV/Revenue EV/EBITDA EV/Earnings
4Q09 3.7 23.4% 68.4% 10.3% -9.9% 4.4% -9.7% 8.2% 60.9% 3.7x 16.0x 36.6x
1Q10 3.6 24.7% 68.4% 10.1% -3.5% 5.5% 9.1% 8.5% 82.2% 2.8x 15.9x 33.7x
2Q10 3.7 24.9% 68.5% 9.9% 9.8% 8.0% 9.4% 9.2% 39.8% 3.4x 15.5x 35.0x
3Q10 2.8 21.9% 65.7% 8.9% 44.2% 14.8% 10.4% 7.0% 15.5% 3.4x 13.8x 36.3x
4Q10 2.7 22.3% 63.7% 8.2% 12.4% 16.3% 10.8% 6.7% 14.4% 3.5x 17.3x 37.2x
Storage & Systems Management Current Ratio EBITDA Margin Gross Profit Margin Net Income Margin TTM Earnings Growth (YoY) TTM Revenue Growth (YoY) TTM EBITDA Growth (YoY) Cash as Percent of Market Cap Enterprise Value Growth (YoY) EV/Revenue EV/EBITDA EV/Earnings
4Q09 2.1 18.0% 80.6% 5.8% -5.4% 5.9% 10.2% 17.8% 46.0% 2.4x 13.8x 29.4x
1Q10 2.2 16.8% 80.3% 8.3% -1.8% 1.0% 4.1% 20.4% 50.9% 2.5x 11.8x 26.3x
2Q10 2.1 17.0% 79.1% 9.8% -5.3% 0.0% 1.6% 18.1% 40.4% 2.5x 11.5x 23.8x
3Q10 2.1 18.4% 77.2% 10.9% 4.1% 1.7% 17.2% 19.6% 21.8% 2.7x 11.0x 30.7x
4Q10 2.1 20.0% 76.0% 11.2% 24.4% 11.2% 21.0% 18.1% 23.9% 3.1x 12.2x 23.4x
Messaging, Conferencing & Comm. Current Ratio EBITDA Margin Gross Profit Margin Net Income Margin TTM Earnings Growth (YoY) TTM Revenue Growth (YoY) TTM EBITDA Growth (YoY) Cash as Percent of Market Cap Enterprise Value Growth (YoY) EV/Revenue EV/EBITDA EV/Earnings
4Q09 1.8 7.9% 65.8% 3.0% 64.7% 9.3% 66.3% 21.1% 138.2% 1.8x 11.0x 21.1x
1Q10 1.9 7.5% 65.5% 0.7% 47.2% 11.5% 23.8% 17.5% 143.7% 1.8x 14.1x 22.2x
2Q10 2.0 7.8% 67.1% 6.8% 28.8% 10.0% 26.3% 18.8% 77.1% 1.9x 13.6x 26.1x
3Q10 2.0 12.9% 67.6% 6.9% 12.8% 10.1% -3.3% 16.6% 22.5% 1.6x 13.4x 30.0x
4Q10 2.0 15.3% 67.7% 8.1% 74.9% 10.3% 40.2% 11.5% 20.7% 2.6x 22.4x 31.9x
Supply Chain Management & Logistics Current Ratio EBITDA Margin Gross Profit Margin Net Income Margin TTM Earnings Growth (YoY) TTM Revenue Growth (YoY) TTM EBITDA Growth (YoY) Cash as Percent of Market Cap Enterprise Value Growth (YoY) EV/Revenue EV/EBITDA EV/Earnings
4Q09 1.9 11.3% 56.4% 3.6% -18.7% -3.4% 12.7% 16.6% 83.4% 1.6x 13.1x 26.2x
1Q10 2.3 11.6% 56.9% 4.9% -3.2% -10.4% 21.6% 18.7% 61.0% 1.6x 13.1x 33.2x
2Q10 2.0 11.2% 57.0% 4.8% 18.8% -1.8% 40.5% 16.1% 57.3% 1.8x 11.9x 29.9x
3Q10 2.0 11.2% 56.7% 4.4% 5.1% 3.1% 34.8% 23.3% 29.1% 1.5x 9.3x 26.0x
4Q10 2.0 11.2% 56.2% 4.1% 58.9% 5.4% -4.2% 18.2% 28.1% 1.8x 10.8x 25.2x
APPENDIX A: 2010 PUBLIC MARKET VALUATIONS AND STATISTICS BY PRODUCT CATEGORY (CONTINUED)
Wireless Current Ratio EBITDA Margin Gross Profit Margin Net Income Margin TTM Earnings Growth (YoY) TTM Revenue Growth (YoY) TTM EBITDA Growth (YoY) Cash as Percent of Market Cap Enterprise Value Growth (YoY) EV/Revenue EV/EBITDA EV/Earnings 4Q09 2.6 10.0% 53.1% -10.7% 14.1% 2.2% -60.7% 16.0% 8.4% 1.3x 15.3x 32.0x 1Q10 2.0 9.6% 53.1% -2.7% -364.5% -1.2% -13.5% 17.7% 42.2% 1.7x 11.1x 38.8x 2Q10 2.0 11.8% 52.9% -0.5% 88.5% 13.6% 13.7% 25.6% 25.2% 1.6x 13.9x 42.7x 3Q10 2.9 7.4% 53.5% -0.2% 51.4% 15.1% 30.1% 40.0% -15.3% 1.1x 11.0x 32.7x 4Q10 3.0 7.4% 54.2% 0.1% 68.8% 15.1% 6.4% 27.8% -21.3% 1.1x 15.2x 33.0x
APPENDIX B: 2010 MERGERS AND ACQUISITIONS, SELECT PUBLIC SELLER VALUATIONS

Date Buyer Seller Sonic Solutions (Nasdaq:SNIC) Focus Solutions Group plc (AIM:FSG) Voltaire Limited (Nasdaq:VOLT) Novell Inc. (Nasdaq:NOVL) Bakbone Softw are (OTC:BKBO) Intec Telecom Systems (LSE:ITL) ArcSight, Inc. (Nasdaq:ARST) McAfee, Inc. (NYSE:MFE) Phoenix Technologies (Nasdaq:PTEC) Unica Corporation (Nasdaq:UNCA) iseemedia Inc. (TSXV:IEE) SonicWALL (Nasdaq:SNWL) Proginet (OTC:PRGF) Eclipsys (Nasdaq:ECLP) Redflex Holdings (ASX:RDF) TTI Team Telecom (Nasdaq:TTIL) Maconomy (CPSE:MACO) Logibec Groupe Informatique (TSX:LGI) Double-Take Softw are (Nasdaq:DBTK) Global IP Solutions (OB:GIPS) Vero Softw are (AIM:VERO) Symyx Technologies (Nasdaq:SMMX) Sybase (NYSE:SY) Phase Forw ard (Nasdaq:PFWD) Plato Learning (Nasdaq:TUTR) Chordiant Softw are (Nasdaq:CHRD) Decision Dynamics Technology (TSXV:DDY) Nstein Technologies (TSXV:EIN) Global Med Technologies (OTC:GLOB) Purchase Price $698,140,000 $65,800,000 $186,490,000 $2,144,620,000 $49,940,000 $357,250,000 $1,650,250,000 $7,695,310,000 $138,250,000 $489,910,000 $8,880,000 $757,670,000 $21,100,000 $1,288,480,000 $264,250,000 $56,820,000 $71,720,000 $250,340,000 $242,230,000 $67,990,000 $16,320,000 $235,540,000 $6,689,610,000 $720,850,000 $142,220,000 $152,540,000 $6,200,000 $33,040,000 $62,860,000 Enterprise Value $643,590,000 $62,010,000 $157,760,000 $1,017,930,000 $44,390,000 $251,300,000 $1,499,510,000 $6,906,920,000 $98,340,000 $446,810,000 $5,770,000 $544,580,000 $19,670,000 $1,169,810,000 $259,090,000 $30,780,000 $63,160,000 $248,380,000 $153,500,000 $58,910,000 $12,960,000 $156,120,000 $5,422,840,000 $591,110,000 $114,570,000 $100,210,000 $3,890,000 $27,410,000 $56,060,000 TTM Rev EV/Rev EV/EBITDA Grow th 6.2x 4.0x 2.3x 1.3x 0.8x 1.0x 7.7x 3.5x 1.6x 4.1x 2.6x 2.6x 2.1x 2.3x 2.3x 0.7x 1.7x 3.5x 1.8x 4.9x 0.7x 1.0x 4.5x 2.7x 1.8x 1.3x 1.2x 1.2x 1.8x 16.2x 8.8x 7.0x 6.4x 59.3x 16.1x 44.3x 17.8x 14.7x 21.6x 7.0x 7.1x 17.2x 10.5x 11.1x 6.1x 9.9x 14.6x 20.0x 35.6x 13.7x 22.0% 46.6% -5.8% -2.4% -0.8% 36.3% 14.0% -9.0% 4.2% 38.1% -0.8% 12.2% -0.8% 34.3% -16.1% -2.0% -0.3% -8.2% 9.0% -8.0% 4.8% 7.6% 22.5% -5.2% -28.8% 30.5% 1.6% 36.0%
12/22/10 Rovi Corporation 12/07/10 Standard Life 11/29/10 Mellanox Technologies 11/21/10 Attachmate Corporation 11/08/10 Quest Softw are 09/24/10 CSG Systems 09/13/10 Hew lett-Packard 08/18/10 Intel 08/17/10 Marlin Equity Partners 08/12/10 IBM 07/20/10 Synchronica 06/22/10 06/21/10 Tibco Softw are 06/09/10 Allscripts-Misys 06/08/10 MQ Capital 06/08/10 TEOCO 06/03/10 Deltek 05/27/10 SGFQ 05/17/10 Vision Solutions 05/17/10 Google 05/17/10 Battery Ventures 05/09/10 Pharsight; Vector Capital 04/20/10 SAP 04/15/10 Oracle 03/25/10 Thoma Bravo 03/14/10 Pegasystems 03/02/10 Corew orx 02/22/10 Open Text 01/31/10 Haemonetics
APPENDIX C: 2010 MERGERS AND ACQUISITIONS, MOST ACTIVE BUYERS

Buyer Accenture Seller Beijing Genesis Interactive Technology CAS RiskControl Servios Galaxy Technologies OneMind Connect CA Technologies, Information Governance DO2 Technologies MasterTax, LLC and MasterTax Services MicroLink Workscape Cerrus COA Solutions ETSec TruArx Cavia FeelPlus and Artoon EST Elektronik Sanal Ticaret Bilisim Hizmetleri ITD Gamma Engineers Speech Labs inCompass Wireless Xanboo Aonix North America blue river softw are 3am Solutions, Dynamite VSP & Dynamite SIM Illuminate Labs JOA Oil & Gas Meyer & Associates Data Innovations Panaya Vero Softw are BeliefNetw orks Benefit Informatics BLUERIDGE Analytics Enterprise Informatics Exor Corporation Saf-T-Net Wimba Brady Sw itzerland Viz Risk Management Services Broadridge City Netw orks Forefield New River 3tera 4Base Technology Arcot Systems HyPerformix Nimsoft* Oblicore Denali Softw are* Taray ACTEK ForceLogix Technologies Capita Secure Information Systems I B Solutions Purchase Price $10,200,000 $55,000,000 $552,000 $156,530,000 $3,260,000 $10,840,000 $16,320,000 $33,000,000 $59,600,000 $3,570,000 $15,010,000 $19,500,000 $77,000,000 $100,000,000 $200,000,000 $350,000,000 $315,000,000 $4,000,000 $3,750,000 $132,360,000 $36,610,000 Enterprise Value $10,200,000 $55,000,000 $552,000 $156,530,000 $3,260,000 $10,880,000 $12,960,000 $33,000,000 $59,600,000 $2,960,000 $15,010,000 $19,500,000 $77,000,000 $100,000,000 $200,000,000 $350,000,000 $270,000,000 $4,000,000 $3,750,000 $132,360,000 $36,610,000 TTM Revenue EV/Rev $93,730,539 $2,469,697 $10,264,151 $18,461,538 $3,288,889 $35,000,000 $42,857,143 $170,128,535 $27,946,565 1.7x 1.3x 1.1x 0.7x 0.9x 10.0x 6.3x 0.8x 1.3x
Administaff ADP
Advanced Computer Softw are ANXeBusiness AQ Interactive Asseco SEE Astute AT&T Atego Autodesk Baker Hughes Battery Ventures
Benefitfocus.com Bentley
Blackboard Brady Broadridge Financial Solutions
CA
Cadence Design Systems Callidus Softw are Capita Group

*Revenue Estimate
APPENDIX C: 2010 MERGERS AND ACQUISITIONS, MOST ACTIVE BUYERS (CONT.)

Buyer Cbeyond CDC Softw are Seller Aretta Communications MaximumASP eBizNET Solutions PeoplePoint Softw are TradeBeam Deskom Ims Health Pulse Systems Vedior Front Visa Informatique and Axeteam Coveris TEKLYNX International Arch Rock LineSider Communications GoToManage Netview er VMLogix American Healthcare Holdings Ascon Softw are Belgiedata Aspire Technology Encover AGRIS Auriga Systems BMS Computer Solutions BuildTopia Centaman Holdings Cogsdale Copernic, Substantially All Assets eFit Financial GFI Business Solutions, Health Clinical Business Gladstone InCircuit Development SDS Softw are TietoEnator Majiq Xn Leisure Systems ControlGuard NETconsent SE46 AB Exalead Geensoft Boomi Exanet InSiteOne KACE Netw orks Scalent Systems Gameview Studios ngmoco Imanet Routing International CIM Juxta Archer Technologies Greenplum Purchase Price $4,000,000 $35,900,000 $18,850,000 $58,000,000 $65,000,000 $19,630,000 $7,600,000 $13,450,000 $401,000 $161,570,000 $6,760,000 $12,000,000 $35,000,000 $400,000,000 $5,890,000 $4,070,000 Enterprise Value $4,000,000 $35,900,000 $18,850,000 $58,000,000 $65,000,000 $19,630,000 $7,600,000 $15,680,000 $401,000 $161,570,000 $6,760,000 $12,000,000 $35,000,000 $400,000,000 $5,890,000 $4,070,000 TTM Revenue EV/Rev $28,017,241 $14,518,519 $19,257,449 2.3x 1.1x 8.4x -
Cegedim
Cegid CIC Cisco Systems Citrix Systems
CompuGroup Medical
Concentrix Constellation
Cryptzone
Dassault Systemes Dell
DeNA Descartes Systems DL Softw are EMC

*Revenue Estimate

Buyer gomembers Google Seller Computility Information Development Consultants Aardvark Agnilux, ngstr BlindType Bump Technologies DocVerse Episodic Everything Is The Best Global IP Solutions HomeAw ay Instantiations, Inc., Java Business Invite Media ITA Softw are* Jambool, LabPixies Like.com MentorWave Technologies Metaw eb Technologies Nextmail Phonetic Arts Picnik Plink Search Ruba Simplify Media Slide SocialDeck Widevine Technologies Zetaw ire ArcSight Fortify Softw are Melodeo Motionbox Phoenix Technologies Stratavia Stepstone Solutions* TeamSystem Atrion International Quantitative Micro Softw are Syntex Management Systems Escapia Instant Softw are BigFix Cast Iron Systems Clarity Systems Coremetrics Datacap Initiate Systems Intelliden OpenPages PSS Systems Sterling Commerce Unica Purchase Price $67,990,000 $700,000,000 $70,000,000 $179,000,000 $1,650,250,000 $11,800,000 $148,140,000 $40,000,000 $1,400,000,000 $489,910,000 Enterprise Value $58,910,000 $700,000,000 $70,000,000 $179,000,000 $1,499,510,000 $11,800,000 $148,140,000 $40,000,000 $1,400,000,000 $446,810,000 TTM Revenue EV/Rev $12,121,399 $125,000,000 $194,994,798 $67,336,364 $109,244,499 4.9x 5.6x 7.7x 2.2x 4.1x
Hew lett-Packard
HgCapital HIS
HomeAw ay IBM
*Revenue Estimate

Buyer IDOX Infor Seller McLaren Softw are Strand Electoral Management Services Amadeus IT, Property Management Systems Bridgelogix Qurius, ERP LN Business 29West Siperian* A-Life Medical Axolotl Picis Expolink Europe, Expolink Softw are Identifile Systems McAfee Neocleus Virtutech Dorian Softw are Creations MessageWay Solutions CAVU Versa Systems EchoStorm Worldw ide SRA International, Airport Operations Solutions Altor Netw orks* SMobile Systems DigiMIS Pebblestone Netherlands Guangzhou ProWay Technology Shenzhen FirstSoft Technology Development Shenzhen Jiama Information System Enw isen Healthvision* Cloud 9 Games Digital Praise Optimi Corporation Telefnica Investigacin y Desarrollo tenCube TD Securities Dataw ise Nimble Assessment Systems Fletcher Flora Health Care Systems Merrick Healthcare Solutions Stryker Imaging AVIcode Canesta Vivaty Adecq Digital NXVision 4Home Azingo SecureMedia PixelActive Trapster(R) Irata Labs Wireless Generation* Freeverse Stumptow n Game Machine Purchase Price $1,580,000 $6,830,000 $4,990,000 $130,000,000 $1,280,000 $7,695,310,000 $95,000,000 $70,000,000 $3,180,000 $2,720,000 $3,080,000 $1,460,000 $2,930,000 $75,000,000 $160,000,000 $3,180,000 $1,620,000 $4,650,000 $16,000 $360,000,000 Enterprise Value $1,580,000 $6,830,000 $4,990,000 $130,000,000 $1,280,000 $6,906,920,000 $95,000,000 $70,000,000 $3,180,000 $2,720,000 $3,080,000 $1,460,000 $2,930,000 $75,000,000 $160,000,000 $3,180,000 $1,620,000 $6,420,000 $19,000 $7,500,000 $400,000,000 TTM Revenue EV/Rev $2,483,636 $44,827,586 $1,422,222 $2,002,005,797 $15,079,365 $15,000,000 $59,259,259 $1,000,000 $60,606,061 2.8x 2.9x 0.9x 3.5x 6.3x 5.0x 2.7x 7.5x 6.6x -
Informatica Ingenix
Innovise Intel
Ipsw itch Iron Data Solutions ITT Juniper Netw orks K3 Kingdee International Softw are Group
Law son Left Behind Games LM Ericsson McAfee Measured Progress Merge Healthcare
Microsoft
Motive Television Motorola
NAVTEQ New s Corporation ngmoco

*Revenue Estimate

Buyer Nokia Seller Motally Novarra Obopay Mobile Technology India MCS PacketVideo Information Technologies Australia Language and Computing MacSpeech ShapeWriter ADP Dealer Services Lanner Group Nstein Technologies StreamServe AmberPoint Art Technology Group Convergin eServGlobal, USP Business Passlogix Phase Forw ard Secerno Cogmed Cognitive Medical Systems The Administrative Assistants Hive7.com Merscom Offbeat Creations Three Melons iSkoot Technologies Mango Technologies Tapioca Mobile Bakbone Softw are Surgient Vlcker Informatik Compucat Research Raytheon Trusted Computer Solutions Cellmania DataViz QNX Softw are Systems TAT The Astonishing Tribe Viigo Acumem Total View Technologies MediaUnbound Sonic Solutions Flightline Data Services flugw erkzeuge aviation softw are cundus, Disclosure Management Solutions Sybase TechniDATA Igeoss sarl Nexus Geosciences D5X Vizelia Digidentity Market Scan Holding Softw aresysteme GTLDATA Purchase Price $111,600,000 $13,390,000 $12,210,000 $4,510,000 $33,040,000 $71,000,000 $1,032,690,000 $93,990,000 $720,850,000 $49,940,000 $200,000,000 $119,440,000 $698,140,000 $6,689,610,000 Enterprise Value $171,690,000 $13,390,000 $12,210,000 $4,510,000 $27,410,000 $71,000,000 $880,730,000 $93,990,000 $591,110,000 $44,390,000 $200,000,000 $119,440,000 $643,590,000 $5,422,840,000 TTM Revenue EV/Rev $23,228,814 $214,812,195 $51,081,522 $221,389,513 $58,872,679 $103,471,061 $1,197,094,923 1.2x 4.1x 1.8x 2.7x 0.8x 6.2x 4.5x -
NTT Nuance Communications
NVM Private Equity Open Text Oracle
Pearson Playdom
Qualcomm
Quest Softw are
Raytheon Research In Motion
Rogue Wave Softw are RovI Sabre Airline Solutions SAP
Schlumberger Schneider Electric Solera
*Revenue Estimate

Buyer Sony SuccessFactors SunGard Symantec Seller Convergent Media Systems Media Molecule CubeTree Inform Business Impact* Fox River Execution Technology Inmatrix Technology Gideon Technologies GuardianEdge Technologies PGP CoWare Optical Research Associates Synfora VaST Systems Technology FE-Mobile Odyssey Financial Technologies* Aprimo* Kickfire xkoto LANDesk Softw are Plato Learning UPS Logistics Technologies Aegis Softw are Discovery Logic GeneGo Healthcare Data Management Legal Systems TaxSimple Loyalty Lab Netrics OpenSpirit Proginet RINA Technologies Technovest Accubid Systems Pondera Engineers BitArmor Systems Intellitactics IBS Consist Teta Infopia Metatomix PurchasingNet think3 TriActive DBS Business Solutions Severa Adactus LiberoVision GemStone Systems Integrien Rabbit Technologies RTO Softw are TriCipher Zimbra Purchase Price $50,000,000 $40,500,000 $70,000,000 $300,000,000 $101,300,000 $525,000,000 $142,220,000 $23,000,000 $21,100,000 $4,990,000 $48,530,000 Enterprise Value $50,000,000 $40,500,000 $70,000,000 $300,000,000 $101,300,000 $500,000,000 $114,570,000 $23,000,000 $19,670,000 $4,990,000 $47,740,000 $5,060,000 TTM Revenue EV/Rev $15,000,000 $17,994,859 $75,000,000 $72,357,143 $79,365,079 $64,728,814 $9,366,667 $31,407,895 2.7x 3.9x 4.0x 1.4x 6.3x 1.8x 2.1x 1.5x -
Synopsys
Temenos Teradata
Thoma Bravo
Thomson Reuters
Tibco Softw are
TradeStation Technologies Trimble TrustWave Unit 4 Versata
Visma VIZRT Vmw are
*Revenue Estimate

Buyer Wall Street Systems Delaw are Walt Disney Wolters Kluw er Zynga
*Revenue Estimate
Seller City Financials Speranza Systems Playdom* Tapulous FRS Belgium The Simply HR Softw are Company Challenge Games Zynga Germany
Purchase Price $763,200,000 -
Enterprise Value $763,200,000 -
TTM Revenue EV/Rev $74,823,529 10.2x -
APPENDIX D: 2010 MERGERS AND ACQUISITIONS, SELECT SOFTWARE INDUSTRY MEGA-DEALS

Date Buyer Seller Sonic Solutions (Nasdaq:SNIC) Aprimo* Medicity* Novell Inc. (Nasdaq:NOVL) Sophis ArcSight, Inc. (Nasdaq:ARST) McAfee, Inc. (NYSE:MFE) Playdom, Inc.* iTradeNetw ork, Inc.* Intergraph Corporation ITA Softw are, Inc.* SonicWALL (Nasdaq:SNWL) Vertafore Eclipsys (Nasdaq:ECLP) Sterling Commerce Sybase (NYSE:SY) Phase Forw ard (Nasdaq:PFWD) Purchase Price $698,140,000 $525,000,000 $500,000,000 $603,860,000 Enterprise TTM Rev Value EV/Rev EV/EBITDA Grow th $643,590,000 $500,000,000 $500,000,000 $603,860,000 6.2x 6.3x 8.0x 1.3x 6.0x 7.7x 3.5x 10.2x 6.6x 2.8x 5.6x 2.6x 2.3x 4.5x 2.7x 8.8x 59.3x 16.1x 11.2x 17.8x 21.6x 14.6x 20.0x -5.8% 36.3% 14.0% -0.8% -0.8% 7.6% 22.5%
12/22/10 Rovi Corporation 12/21/10 Teradata Corporation 12/07/10 Aetna 11/21/10 Attachmate Corporation 11/12/10 Misys 09/13/10 Hew lett-Packard 08/18/10 Intel 07/27/10 Walt Disney 07/22/10 Roper Industries 07/06/10 Hexagon AB 07/01/10 Google 06/22/10 06/10/10 TPG Capital 06/09/10 Allscripts-Misys 05/24/10 IBM 04/20/10 SAP 04/15/10 Oracle
$2,144,620,000 $1,017,930,000 $1,650,250,000 $1,499,510,000 $7,695,310,000 $6,906,920,000 $763,200,000 $525,000,000 $700,000,000 $757,670,000 $763,200,000 $525,000,000 $700,000,000 $544,580,000
$2,125,000,000 $2,125,000,000
$1,400,000,000 $1,400,000,000 $1,288,480,000 $1,169,810,000 $1,400,000,000 $1,400,000,000 $6,689,610,000 $5,422,840,000 $720,850,000 $591,110,000
APPENDIX E: 2010 MERGERS AND ACQUISITIONS, SELECT SOFTWARE-AS-A-SERVICE SELLERS

Date Buyer Seller ForceLogix Technologies Inc., Substantially All Assets Loan-Score Decisioning Systems LLC Enw isen, Inc.* Netview er GmbH TenderLink.com Pty Ltd. Poslovna Domena d.o.o. Loyalty Lab, Inc. NexR, Inc. Protus IP Solutions, Inc. Bluenova Ketera Technologies, Inc. Aspire Technology Limited activeMedia Developpement Inc. CS Softw are Holdings, LLC Boomi, Inc. Stuzo Inc. SMA Financial Ltd. Codesion Inc. Solbright, Inc. MEI Group, Inc. Ezw im B.V. TalentSpring, Inc. Digium Oy Legal Systems Holding Company Tegrity, Inc. EnticeLabs, Inc. Zynga Germany Panaya, Inc. Backstage Technologies Inc GTESS Corporation adbeast Learn.com, Inc.* Salary.com, Inc. Arcot Systems, Inc. TruArx, Inc. ExactTarget Australia Severa Oyj Auctiva Corporation Axolotl Corporation Grab Netw orks, Inc. Enterprise Value $3,750,000 $75,000,000 $16,160,000 $23,000,000 $212,000,000 $7,940,000 $125,000,000 $74,100,000 $200,000,000 Seller Revenue $15,000,000 $72,000,000 $29,761,905 $45,460,123 EV/Rev 5.0x 3.0x 4.2x 1.6x -
12/23/10 Callidus Softw are 12/20/10 Calyx Softw are, Inc. 12/17/10 Law son Softw are Americas 12/17/10 Citrix Online 12/13/10 Fairfax Media 12/13/10 Bisnode Business Information Group 12/08/10 Tibco Softw are 12/08/10 KT Corp 12/03/10 j2 Global Communications 12/02/10 Daptiv 12/01/10 Rearden Commerce 11/18/10 Concentrix 11/08/10 GFI Business Solutions 11/03/10 HaiVision Systems 11/02/10 Dell 11/01/10 Dachis Corporation 10/26/10 Bottomline Technologies 10/19/10 CollabNet 10/18/10 Operative 10/13/10 Fondaction 10/12/10 TMT Ventures 10/06/10 Talent Technology 10/05/10 Questback 10/05/10 Thomson Reuters 10/04/10 McGraw Hill Education 10/04/10 Neutron Interactive 09/24/10 Zynga, 09/21/10 Battery Ventures; Benchmark Capital 09/14/10 GameHouse 09/14/10 Tricom Infotech Solutions 09/01/10 MIJO 09/01/10 Taleo 08/31/10 Kenexa 08/30/10 CA 08/26/10 ANXeBusiness 08/23/10 ExactTarget 08/23/10 Visma ASA 08/18/10 Aliexpress 08/16/10 Ingenix 08/13/10 Telestream *Revenue estimate
APPENDIX E: 2010 MERGERS AND ACQUISITIONS, SELECT SOFTWARE-AS-A-SERVICE SELLERS (CONT.)

Date Buyer Seller Medearc Benefit Informatics, Inc. Slide, Inc. Ziios Incorporated MrTed, Ltd. SageQuest, LLC Daptiv, Inc. TriActive, Inc. Enable Softw are Ltd. iTradeNetw ork, Inc.* LegiTime Technologies, Inc. Language Weaver, Inc. Airversent, Inc. Yuuguu Ltd. Youmanage Limited ShootQ, Inc. BrightCloud, Inc. BLUERIDGE Analytics, Inc. Formatta Corporation U&I Direct Pty. Ltd. Aspera GmbH Lizenzmanagement ITA Softw are, Inc.* BuildTopia, Inc. Vendio Services, Inc. OneMind Connect, Inc. AdviceAmerica, Inc. HEALTHCAREfirst Inc. Telrex LLC Information Development Consultants, Inc. DenoSys, LLC Star Logic Limited Pelican Applications, LLC WASP Mobile LLC TradeBeam, Inc. Kadient, Inc. SmartTurn, Inc. Everdow Softw are (Beijing) Inc. VendorNet Inc. InCircuit Development Corporation Dexma, Inc. Enterprise Value Seller Revenue EV/Rev 6.6x 3.5x 1.5x 5.6x -
08/10/10 Call24 08/10/10 Benefitfocus.com 08/06/10 Google 08/05/10 Dominion 08/02/10 Stepstone Solutions 07/31/10 FleetMatics Limited 07/27/10 Parallax Capital Partners 07/23/10 Versata 07/22/10 Mobile Media Unlimited 07/22/10 Roper Industries 07/19/10 Aw areness Technologies 07/15/10 SDL 07/13/10 AirClic 07/12/10 Pow w ow now 07/09/10 Atlantic Link Ukraine 07/07/10 Pictage 07/07/10 Webroot Softw are 07/07/10 Bentley Systems 07/06/10 Access 07/02/10 The SOS Print & Media Group 07/01/10 USU Softw are 07/01/10 Google 06/29/10 Constellation Softw are 06/24/10 Alibaba.com 06/15/10 Administaff 06/07/10 Fiserv 06/07/10 THL Credit 06/02/10 Mettoni 06/02/10 gomembers 06/01/10 Exponential Impact USA 05/28/10 Fourth Hospitality 05/21/10 Vertical Computer Systems 05/19/10 uVuMobile 05/14/10 CDC Softw are 05/11/10 The Sant Corporation 05/11/10 RedPrairie 05/10/10 Zamage Digital Art Imaging 05/10/10 GSI Commerce 05/06/10 AssetWorks 05/06/10 Prime Alliance Solutions *Revenue estimate
$525,000,000 $80,000,000 $42,500,000 $12,212,644 $7,340,000 $4,993,197 $700,000,000 $125,000,000 $18,850,000 -
APPENDIX E: 2010 MERGERS AND ACQUISITIONS, SELECT SOFTWARE-AS-A-SERVICE SELLERS (CONT.)

Date Buyer Seller HRAdvance Enterprises, LP CubeTree, Inc. dna13 Inc. Speranza Systems, Inc. Inference Data LLC SharedVue, Inc. eBizNET Solutions Pvt. Ltd. Data Presse SAS V-Clouds Limited Stoopio Inc. HireCaliber.com nFlow Softw are Ltd. Grantium DigiMIS Vigabyte Everyone.net Inform Business Impact* Chosen Security Neller GoToManage PracticeOne Abso Enterprise Value $11,000,000 $50,000,000 $10,670,000 $3,180,000 $40,500,000 Seller Revenue $4,600,000 $15,000,000 EV/Rev 2.3x 2.7x -
05/05/10 Hew itt Associates 05/03/10 SuccessFactors 04/29/10 CNW Group 04/26/10 Wall Street Systems Delaw are 04/26/10 DOAR 04/21/10 United Business Media 04/20/10 CDC Softw are 04/16/10 Vocus 04/14/10 Cloud Centric Systems 04/13/10 04/13/10 BoardSuite 04/06/10 BigHand 03/16/10 CSDC Systems 03/02/10 K3 Business Technology 02/12/10 TLC IT Group 02/09/10 Proofpoint 02/04/10 SuccessFactors 02/02/10 PGP Corp. 02/01/10 NorthgateArinso 01/31/10 Citrix Online 01/06/10 AdvancedMD Softw are 01/04/10 Sterling Infosystems *Revenue estimate
APPENDIX F: 2010 MERGERS AND ACQUISITIONS DEAL INSIGHT

ABB (SWX:ABBN) acquires Ventyx Category: Energy Management Software Purchase Price: $1,000,000,000 EV Seller Revenue (TTM): $250,000,000 Revenue Multiple (TTM): 4.0x EV Payment Terms: Cash SEGs Perspective: Power and automation technology group, ABB, acquires Ventyx, a leading provider of software to the energy and manufacturing sectors. Ventyx brings ABB complementary geographic coverage and an IT product suite highly complementary to ABBs operational technology (OT) network management business energy management systems, distributed management systems and outage management systems. The acquisition will enable ABB to bridge IT and OT departments in the energy management sector, which have begun to cooperate at an increasing rate following the rapid adoption of smart grid projects. Ventyx was formed through Vista Equity Partners acquisition of Indus International in 2006 ($212.8EV million, 1.7xEV TTM revenue), which was then merged with MDSI Mobile Data ($45.6EV million, 0.9xEV TTM revenue). Ventyx made four tuck-in acquisitions from 2007 2009.
CA (NASDAQ: CA) acquires Nimsoft Category: IT Performance and Availability Monitoring Purchase Price: $350,000,000 Revenue (Estimate): $35,000,000 Revenue Multiple (Estimate): 10.0x Payment Terms: Cash SEGs Perspective: Leading IT infrastructure vendor, CA, acquires Nimsoft, a provider of IT performance and availability monitoring solutions to the mid-market enterprise sector. Nimsoft brings CA IT monitoring solutions capable of monitoring both on-demand applications such as Amazon Web Services and Salesforce.com, as well as internal applications, databases and physical and virtual server environments. The companys cloudcomputing monitoring capabilities also bolster CAs position in the mid-market and international markets, two areas of high growth potential for cloud application adoption. Nimsoft follows a string of recent CA acquisitions including NetQos, Cassat, Oblicore and 3Tera, and is CAs largest acquisition of a VC-backed company since its purchase of Wily Technology in 2006 ($375 million). After investing $22 million in Nimsoft over two rounds in 2007 and 2008, Goldman Sachs, JMI Equity and Northzone Ventures will see a quick and hefty return.
APPENDIX F: 2010 MERGERS AND ACQUISITIONS DEAL INSIGHT (CONT.)

Hexagon (OM:HEXA B) acquires Intergraph Category: Engineering and Geospatial Software Purchase Price: $2,125,000,000EV Seller Revenue (TTM): $770,189,000 Seller EBITDA (TTM): $189,000,000 Revenue Multiple (TTM): 2.8xEV EBITDA Multiple (TTM): 11.2xEV Payment Terms: Cash SEGs Perspective: Hexagon AB, a leading provider of engineering measurement technologies, acquires Intergraph, a leading provider of engineering and geospatial applications. Intergraph will provide a visual presentation layer for the management, analysis and sharing of vast amounts of data produced by Hexagons precision 3D measurement technologies, enabling Hexagon to provide a fully integrated suite of measurement and visualization applications. The jury is out, however, on whether Hexagon will continue to reinvest in Intergraphs other product lines, including 3D modeling for manufacturing PLM, which may portend future divestiture opportunities. Intergraph was acquired for approximately $1.3 billion in 2006 by a group of private equity firms, Including Hellman & Friedman, TPG and JMI Equity. The better than $2.1 billion sale to Hexagon will likely generate a substantial IRR for investors. IBM (NYSE:IBM) acquires Sterling Commerce Category: Business Integration Software Purchase Price: $1,400,000,000 Seller Revenue (estimate): $633,700,000 Revenue Multiple (estimate): 2.2x Payment Terms: Cash SEGs Perspective: Infrastructure software behemoth IBM acquires Sterling Commerce, a provider of business transaction, selling and fulfillment software. Sterling Commerce will enable IBM to help organizations create more intelligent and dynamic business networks by simplifying and automating the way its businesses connect and communicate with customers, partners and suppliers. The acquisition is also complementary to IBMs recent purchase of cloud-based B2B integration applications vendor, Cast Iron Systems, and will allow IBM to offer integration-as-a-service for both on-premise and cloud based transaction processing. Sterling Commerce has built its product portfolio in part through inorganic means over the past six years, having acquired Yantra ($170 million), and Comergent Technologies ($155 million).

IBM (NYSE:IBM) acquires Unica (NASDAQ:UNCA) Category: Enterprise Marketing Software Purchase Price: $446,810,000EV Seller Revenue (TTM): $109,190,000 Seller EBITDA (TTM): $10,080,000 Revenue Multiple (TTM): 4.1xEV EBITDA Multiple (TTM): 44.3xEV Payment Terms: Cash SEGs Perspective: Infrastructure computing behemoth, IBM, acquires leading enterprise marketing applications provider, Unica. IBMs acquisition of Unica further leverages its position as a provider of solutions for the web and customer analytics, and highlights the continued growth of enterprise internet marketing and advertising spend. IBMs recent acquisitions of ecommerce enablement vendor Sterling Commerce ($1.4 billion), web analytics provider Coremetrics, and consumer predictive analytics provider SPSS ($783.7EV, 2.7xEV TTM revenue) each provide a crucial component to IBMs success in the internet commerce realm. IBMs $21 per share tender offer represents a 118% premium over Unicas 30 day pre-announcement average closing stock price. Unica marks IBMs ninth software acquisition in 2010.
Intel (NASDAQ:INTC) acquires McAfee (NYSE:MFE) Category: Security Software Purchase Price: $6,906,920,000EV Seller Revenue (TTM): $2,002,920,000 Seller EBITDA (TTM): $430,170,000 Revenue Multiple (TTM): 3.4xEV EBITDA Multiple (TTM): 16.1xEV Payment Terms: Cash SEGs Perspective: Intel hopes to tackle security concerns regarding the proliferation of Internet and IP enabled devices via its acquisition of security giant McAfee. The acquisition gives Intel security and security management technology, as well as utilities to add value to its chips and to differentiate it in the rapidly expanding mobile device market, an area it recently made significant foray into via acquisition of WindRiver Systems ($793.4EV million, 2.2xEV TTM revenue) in 2009. Interestingly, this acquisition also demonstrates a reinvestment in anti-malware security, as Intel divested its antivirus business to Symantec in 1998. Intels $48 per share tender offer represents a 53% premium over McAfees 30 day pre-announcement average closing stock price.

Lawson Software acquires Enwisen Category: Workforce Management Software Purchase Price: $75,000,000 Seller Revenue (estimate): $15,000,000 Revenue Multiple (estimate): 5.0x Payment Terms: Cash and Earnout SEGs Perspective: Leading enterprise resource planning vendor, Lawson Software, acquires Enwisen, the leading provider of on-demand HR service delivery applications. Enwisens employee self-service and case management applications plug a significant hole in Lawsons current offering for HR shared-service centers, an area Oracle and SAP have already covered. The acquisition also fills gaps in Lawsons talent management offering, bringing much needed onboarding and total rewards statement capabilities. Enwisen also brings with it a SaaS delivery model much better poised for success in the market place than Lawsons legacy perpetual applications, as well as little overlap in customer base. The acquisition follows a string of SaaS workforce management purchases in 2010, including SuccessFactors acquisition of Imform Business Impact ($40.5 million, 2.7x TTM revenue estimate); Kenexas acquisition of Salary.com ($74.1 million, 1.6x TTM revenue) and Stepstones purchase of MrTed.
Misys (LSE:MSY) acquires Sophis Category: Financial Services Software Purchase Price: $603,860,000 Seller Revenue (TTM): $101,560,000 Revenue Multiple (TTM): 5.9x Payment Terms: Cash and Stock SEGs Perspective: Leading financial services software provider Misys, acquires rival Sophis, a provider of portfolio and risk management applications. The acquisition will enhance Misys cross-asset and buy-side position against Sungard, Thomson/Reuters and others in the bank, asset management and hedge fund segments, as well as create a potential competitive threat to Sungard, Martini and Ion Trading in the repo and securities lending space. Misys recent disposal of healthcare IT arm, Allscripts, provided the company with proceeds to finance the purchase of Sophis and focus exclusively on the financial services segment.

Oracle (NASDAQ: ORCL) acquires Phase Forward (NASDAQ: PFWD) Category: Clinical Trial Management Software Purchase Price: $611,750,000 EV Seller Revenue (TTM): $213,260,000 Seller EBITDA (TTM): $30,350,000 Revenue Multiple (TTM): 2.9x EV EBITDA Multiple (TTM): 20.2x EV Payment Terms: Cash SEGs Perspective: Enterprise software behemoth Oracle acquires Phase Forward, the leading provider of clinical trials management software. Through its acquisition of Phase Forward, Oracle bolsters its position in the pharmaceutical space by picking up the largest pure-play provider of clinical trials management applications. Phase Forward will also complement Oracles pharma-specific CRM and sales force automation on-demand applications set to release this year. Oracles $17 per share tender offer represents a 29% premium over Phase Forwards pre-announced average 30 days closing stock price. Phase Forward has built its product portfolio in part through inorganic means over the past two years, having acquired Maaquzi ($11 million), Covance ($9.7 million), Waban ($14 million, 3.5xTTM revenue), and Clarix ($40 million, 14.6xTTM revenue).
Open Text (NASDAQ: OTEX) acquires Nstein Technologies (TSXV: EIN) Category: Digital Content Management Software Purchase Price: $27,410,000EV Seller Revenue (TTM): $23,260,000 Seller EBITDA (TTM): ($400,000) Revenue Multiple (TTM): 1.2xEV Payment Terms: Cash SEGs Perspective: Leading content management vendor, Open Text, acquires Nstein Technologies, a provider of digital asset management, web content management and text mining solutions. Through its acquisition of Nstein, Open Text picks up an attractive customer base and extends its product suite to offer semantic analytics technologies (text mining software), allowing customers more advanced digital search capabilities. However, Nsteins digital asset management (DAM) and web content management (WCM) solutions significantly overlap with Open Texts current offerings, which the company picked up through acquisitions of Artesia and eMotion (DAM), and Vignette and Hummingbird (WCM) in recent years. The modest 1.2x TTM revenue valuation is likely a result of Nsteins flat TTM revenue growth, negative profitability and significant product overlap.

Pegasystems (NASDAQ: PEGA) acquires Chordiant Software (NASDAQ: CHRD) Category: CRM Business Process Management and Analytics Purchase Price: $104,240,000EV Seller Revenue (TTM): $76,310,000 Seller EBITDA (TTM): (1,570,000) Revenue Multiple (TTM): 1.4xEV Payment Terms: Cash SEGs Perspective: Pegasystems, the largest pure-play business process management vendor, acquires Chordiant Software, a provider of on-premise CRM and business process management solutions. Chordiants real-time predictive decisioning engine is highly complementary to Pegasystems rules and complex event processing offering in the contact center automation space. Chordiant also provides Pegasystems with a number of industry focused customer experience management applications for the retail banking, insurance and communications sectors deemed complementary to Pegasystems current vertical offerings. The modest 1.4x TTM revenue offer is not surprising given Chordiant has seen its TTM revenue decline 29% year-overyear, has posted only two profitable years since 1996, and is selling via a perpetual model in a fast adopting SaaS CRM marketplace.
Progress Software (NASDAQ: PRGS) acquires Savvion Category: Business Process Management Purchase Price: $49,000,000 Seller Revenue (Estimate): $20,000,000 Revenue Multiple (Estimate): 2.5x Payment Terms: Cash SEGs Perspective: Leading infrastructure applications vendor, Progress Software, acquires Savvion, a provider of best-of-breed business process management solutions. Savvions BPM suite is highly complementary to Progress current Business Event Processing, Business Transaction Assurance and Integration product portfolio, and offers industry specific solutions for financial services, communications, healthcare, life sciences, energy and manufacturing, which are areas of strong presence for Progress. Progress recent BPM partner, Lombardi Software, was purchased by IBM in December 2009, leaving Progress to look for a new dance partner.

Roper Industries (NYSE:ROP) acquires iTradeNetwork Category: Retail & Foodservice Supply Chain Management Software Purchase Price: $525,000,000 Seller Revenue (Estimate): $80,000,000 Revenue Multiple (Estimate): 6.6x Payment Terms: Cash SEGs Perspective: Roper Industries acquires iTradeNetwork, a leading provider of SaaS based trading network and business intelligence applications for the food service supply chain. The acquisition further solidifies Ropers position within the foodservice industry, following its acquisitions of CBORD ($344 million) and Horizon Software in 2008, both providers of food and nutrition services management applications. Private Equity firm Accel-KKR purchased iTradeNetwork in late 2007 and made two add-on acquisitions (Instill Corporation and Amphire Solutions) in 2008 prior to exiting to Roper. SAP (DB:SAP) acquires Sybase (NYSE:SY) Category: Mobile Data Management Software Purchase Price: $5,422,840,000 EV Seller Revenue (TTM): $1,197,010,000 Seller EBITDA (TTM): $370,540,000 Revenue Multiple (TTM): 4.5x EV EBITDA Multiple (TTM): 14.6x EV Payment Terms: Cash SEGs Perspective: Enterprise software giant SAP acquires Sybase, the leading provider of database management and mobility solutions. Sybase will allow SAP to standardize on a mobile middleware platform for a growing number of core applications and will give SAP considerable computing power needed for context-aware computing and pattern analytics. In addition, Sybase IQ, which is the most widely used column store DBMS for data warehousing, will provide SAP with significant performance capabilities when it launches its in-memory column store DBMS for online transaction processing and analytical processing. According to Bloomberg, the acquisition of Sybase marks the fifth-largest software takeover in history, exemplifying SAPs bet on the future of mobile enterprise. SAPs cash offer of $65 per share represents a 47% premium over Sybases pre-announced average 30 days closing stock price.

SuccessFactors (NASDAQ: SFSF) acquires Inform Business Impact Category: Business Analytics and Workforce Planning Purchase Price: $40,050,000 Seller Revenue (Estimate): $15,000,000 Revenue Multiple (Estimate): 2.7x Payment Terms: Cash/Stock/Earn-out SEGs Perspective: SuccessFactors, a leading provider of SaaS employee performance management software, acquires Australian based Inform Business Impact, a provider of SaaS business analytics and workforce planning software. The acquisition bolsters SuccessFactors message of providing business execution software by adding solutions geared towards enabling HR departments to use analytics effectively in making business decisions, and also adds highly complementary strategic consulting capabilities. This represents SuccessFactors second acquisition, and first since going public in 2007. The acquisition also follows closely on the heels of Authorias merger with PeopleClick ($100 million), both providers of SaaS talent management applications. Symantec (NASDAQ: SYMC) acquires PGP Corporation Category: Data Protection Software Purchase Price: $300,000,000 Seller Revenue (TTM): $75,000,000 Revenue Multiple (TTM): 4.0x Payment Terms: Cash SEGs Perspective: Leading enterprise and consumer security vendor Symantec acquires PGP Corporation, a provider of data protection software. With the acquisition of PGP, Symantec will bolster its email and data encryption software solutions for enterprises, businesses and governments via PGPs Encryption Platform. Simultaneously, Symantec announced the acquisition of Guardian Technologies, a provider of mobile data encryption solutions. These acquisitions allow Symantec to expand its addressable market opportunity in the encryption software space and more effectively compete against McAfee, CheckPoint and Sophos, which have each made acquisitions of encryption vendors. Experts estimate that the market for encryption products will grow at 14% per year from 2009 to 2013, reaching $1.7 billion in 2013. PGP and Guardian Technologies represent Symantecs 9th and 10th acquisitions in the past year.

Taleo (NASDAQ:TLEO) acquires Learn.com Category: Learning and Talent Management Software Purchase Price: $125,000,000 Seller Revenue (Estimate): $30,000,000 Revenue Multiple (Estimate): 4.2xEV Payment Terms: Cash SEGs Perspective: SaaS talent management leader Taleo acquires Learn.com, a leading provider of SaaS employee learning management solutions. The acquisition of Learn.com provides Taleo with the final piece of what many believe to be a full talent management suite, tying together Taleos current employee recruitment, performance, compensation, succession, and development applications, with Learn.coms e-learning and social learning capabilities. The acquisition also brings Taleo, historically focused on large enterprise environments, a strong mid-market presence with significant cross-sell opportunities and limited product overlap. With its roots in recruitment management, Taleo has developed its performance, succession and career development applications internally, while choosing to acquire compensation management (WorldWide Compensation, $18.4EV million) and learning management (Learn.com) functionality over the past two years. Teradata (NYSE:TDC) acquires Aprimo Category: Marketing Software Purchase Price: $500,000,000EV Seller Revenue (estimate): $80,000,000 Revenue Multiple (estimate): 6.3xEV Payment Terms: Cash SEGs Perspective: Teradata, a provider of data warehousing and enterprise analytics solutions, acquires Aprimo, a best-ofbreed provider of integrated B2B and B2C marketing applications. Teradata will leverage Aprimos core campaign management and marketing resource management applications with its sophisticated analytics technologies to offer customers enhanced return of marketing investment and better leverage customer data for optimized multi-channel communications. Aprimo also brings with it deep expertise in cloud-computing and counts 36 of the Fortune 100 as customers. The acquisition follows IBMs purchase of data driven marketing software provider Unica for $446.8 million (4.1x TTM revenue) in 3Q10.

Thoma Bravo acquires Plato Learning (NASDAQ: TUTR) Category: Teaching and Learning Management Applications Purchase Price: $114,570,000EV Seller Revenue (TTM): $64,730,000 Seller EBITDA (TTM): $3,220,000 Revenue Multiple (TTM): 1.8xEV Payment Terms: Cash SEGs Perspective: Software focused private equity firm, Thoma Bravo, acquires Plato Learning, a leading provider of K-12 and adult learning management solutions. The take private transaction will allow Plato Learning to focus on continuing to grow new subscription revenue, wind down its perpetual software sales, and convert its perpetual customers to its subscription model, without having to meet quarterly street expectations. Over the past several years, Plato has steadily grown its subscription revenue to over 60% of total revenue. Conversely, its perpetual license and associated services revenues have steadily declined, contributing to overall declining revenue growth, modest profitability, and in turn, tough public market scrutiny. Vocus (NASDAQ: VOCS) acquires Datapresse Category: Media Content and On-Demand Public Relations Software Purchase Price: $10,800,000 EV Seller Revenue (TTM): $4,500,000 Revenue Multiple (TTM): 2.4x EV Payment Terms: Cash/Earn-out SEGs Perspective: Vocus, a leading provider of on-demand software for public relations, acquires Datapresse, a France-based provider of SaaS media content and public relations solutions. Datapresse bolsters Vocus presence abroad by adding approximately 2,000 customers in Europe, and was followed by the announced acquisition of BDL Media, a provider of SaaS based public relations solutions in China. The activity demonstrates Vocus vision of expanding internationally, often more easily achieved through inorganic means. Vocus cash on hand increased by 52% from 2007 to 2009, leaving the company with well over $100 million of cash and a strong position for inorganic growth. Prior to its acquisitions of BDL Media and Datapresse April 2010, Vocus most recent acquisition was in August 2006.
APPENDIX G: SELECT 2010 SOFTWARE INDUSTRY MERGERS AND ACQUISITIONS

Date 12/31/10 12/30/10 12/30/10 12/30/10 12/29/10 12/29/10 12/28/10 12/28/10 12/24/10 12/24/10 12/23/10 12/23/10 12/23/10 12/23/10 12/23/10 12/23/10 12/22/10 12/22/10 12/22/10 12/22/10 12/21/10 12/21/10 12/21/10 12/21/10 12/21/10 12/20/10 12/20/10 12/17/10 12/17/10 12/17/10 12/17/10 12/17/10 12/17/10 12/16/10 12/16/10 12/16/10 12/15/10 12/15/10 12/14/10 12/14/10 12/14/10 12/14/10 12/14/10 12/14/10 12/13/10 12/13/10 12/13/10 12/13/10 12/13/10 12/09/10 12/09/10 12/09/10 12/09/10 12/09/10 12/09/10 12/09/10 12/08/10 12/08/10 12/08/10 12/08/10 12/08/10 12/07/10 12/07/10 12/07/10 12/07/10 12/07/10 Buyer Digital Vision AB (OM:DV) WIKA Systems Schw eiz AG HEALTHCAREfirst Inc. Wedia SA (ENXTPA:ALWED) CompuGroup Medical AG (DB:COP) Solera Holdings Inc. (NYSE:SLH) Emptoris, Inc. Yandex LLC Panacea Limited Callidus Softw are Inc. (NasdaqGM:CALD) Chengdu B-ray Media Co. Ltd. (SHSE:600880) Brinks Co. (NYSE:BCO) Capita Group plc (LSE:CPI) Columbus Nova CompuGroup Medical AG (DB:COP) Rovi Corporation (NasdaqGS:ROVI) Dell Inc. (NasdaqGS:DELL) LM Ericsson Telephone Co. (OM:ERIC B) SciQuest, Inc. (NasdaqGM:SQI) GEO Care, Inc. Teradata Corporation (NYSE:TDC) PENNINE Holdings Ltd. Cegid SA (ENXTPA:CGD) Profit Harvest Company, Ltd. Calyx Softw are, Inc. LiveWire Mobile, Inc. (OTCPK:LVWR) Law son Softw are Americas, Inc. Citrix Online, Inc. Institut de Participations de l'Ouest SA; Grand Sud Ouest Capital, S.C.R. Mygistics Inc. Exosphere Aircraft Company, Inc. (OTCPK:EXSA) Stereo Vision Entertainment, Inc. (OTCPK:SVSN) SAP AG (DB:SAP) ARTAL Technologies SAS Nasdaq OMX Group Inc. (NasdaqGS:NDAQ) Visma ASA IDOX plc (AIM:IDOX) Imagination Technologies Group Plc (LSE:IMG) Capita Group plc (LSE:CPI) I K Co., Ltd. (JASDAQ:2722) R.R. Donnelley & Sons Company (NasdaqGS:RRD) Cloud Bees, Inc. Epicor Softw are Corporation (NasdaqGS:EPIC) Fairfax Media Ltd. (ASX:FXJ) Bisnode Business Information Group AB BNY ConvergEx Group, LLC NAVTEQ Corporation Paetec Softw are Corp XING AG (XTRA:O1BC) Schneider Electric S.A. (ENXTPA:SU) CME Group Inc. (NasdaqGS:CME) Lippincott Williams & Wilkins, Inc. KineticGlue Online Communities Pvt. Ltd. Schneider Electric S.A. (ENXTPA:SU) MediaTek Inc. (TSEC:2454) Monotype Imaging Holdings Inc. (NasdaqGS:TYPE) Tibco Softw are, Inc. (NasdaqGS:TIBX) KT Corp. (KOSE:A030200) Itron, Inc. (NasdaqGS:ITRI) Cryptzone AB (OM:CZON B) Standard Life plc (LSE:SL.) Aetna Inc. (NYSE:AET) Harland Financial Solutions, Inc. Nokia Corporation (HLSE:NOK1V) Seller Amalgamated Softw are of North America, Inc. Image Systems AB Crealogix ERP AG CareFacts Information Systems, Inc. Wokup SAS Belgiedata BVBA Digidentity B.V. VisionWorks Solutions, Inc., Vision Backup and File Access Manager Rivermine Softw are, Inc. WebVisor FD Systems, Ltd., Certain Assets ForceLogix Technologies Inc., Substantially All Assets Shanghai Chenyan Information Technology Co., Ltd. Threshold Financial Technologies Inc. Capita Secure Information Systems Harmonix Music Systems, Inc. Ascon Softw are B.V. Sonic Solutions (NasdaqGS:SNIC) InSiteOne, Inc. Optimi Corporation AECsoft USA, Inc. BI Incorporated Aprimo, Incorporated Business Carew are Ltd. Visa Informatique SA and Axeteam SAS Celestial Digital Entertainment, Ltd. Loan-Score Decisioning Systems LLC FoneStarz Media Group Limited Enw isen, Inc. Netview er GmbH TEKLYNX International SA PTV America, Inc. BCS, LLC Rez-N-8 Productions, Inc. cundus AG, Disclosure Management Solutions Act21 SARL FTEN, Inc. DBS Business Solutions BV McLaren Softw are Ltd. Caustic Graphics, Inc. I B Solutions AlfaCom, Ltd. Nimblefish Technologies, Inc. Stax Netw orks, Inc. Spectrum Human Resource Systems Corporation TenderLink.com Pty Ltd. Poslovna Domena d.o.o. LDB Consulting, Incorporated Trapster(R) Formula Telecom Solutions, Inc. amiando AG Vizelia S.A. Elysian Systems Limited iCare Academic LLC Injoos Web Solutions Pvt. Ltd. D5X S.A.S. NetQin Tech. Co., Ltd. Ascender Corporation Loyalty Lab, Inc. NexR, Inc. Asais S.A.S. SE46 AB Focus Solutions Group plc (AIM:FSG) Medicity, Inc. Parsam Technologies, LLC Obopay Mobile Technology India Pvt. Ltd.
APPENDIX G: SELECT 2010 SOFTWARE INDUSTRY MERGERS AND ACQUISITIONS (CONT.)

Date 12/07/10 12/07/10 12/06/10 12/06/10 12/06/10 12/06/10 12/06/10 12/06/10 12/06/10 12/06/10 12/04/10 12/03/10 12/03/10 12/03/10 12/03/10 12/03/10 12/03/10 12/02/10 12/02/10 12/02/10 12/02/10 12/02/10 12/02/10 12/02/10 12/01/10 12/01/10 12/01/10 12/01/10 12/01/10 12/01/10 12/01/10 11/30/10 11/30/10 11/30/10 11/30/10 11/30/10 11/29/10 11/29/10 11/29/10 11/26/10 11/25/10 11/25/10 11/24/10 11/24/10 11/24/10 11/23/10 11/22/10 11/22/10 11/22/10 11/21/10 11/21/10 11/19/10 11/19/10 11/19/10 11/19/10 11/18/10 11/18/10 11/18/10 11/18/10 11/18/10 11/17/10 11/16/10 11/16/10 11/16/10 11/16/10 11/16/10 Buyer SS&C Technologies Holdings, Inc. (NasdaqGS:SSNC) Hydra Fuel Cell Corp. NetDimensions (Holdings) Ltd (AIM:NETD) VODone LIMITED (SEHK:82) Juniper Netw orks, Inc. (NYSE:JNPR) Ventyx, Inc. Mansell Group, Inc. Publishers Clearing House, Inc. Computer Sciences Corporation (NYSE:CSC) Linx Sistemas E Consultoria Ltda GeoEye, Inc. (NasdaqGS:GEOY) j2 Global Communications, Inc. (NasdaqGS:JCOM) BMC Softw are Inc. (NasdaqGS:BMC) Nexon Corporation, Inc. Google Inc. (NasdaqGS:GOOG) Google Inc. (NasdaqGS:GOOG) ITT Corporation Geospatial Systems Broadridge Financial Solutions Inc. (NYSE:BR) Bridgepoint Development Capital Research In Motion Limited (TSX:RIM) Daptiv, Inc. Massachusetts Capital Resource Company; Candescent Partners, LLC NNIT A/S Smardtv SA Rearden Commerce, Inc. Group Business Softw are AG (XTRA:INW) Groupon, Inc. Motorola Mobility Holdings, Inc. (NYSE:MMI.WI) Cisco Systems, Inc. (NasdaqGS:CSCO) Majesco Softw are Inc. Gary Jonas Computing Ltd. Appriss Inc. Conning & Company, Asset management Arm MD On-Line, Inc. Cryptzone AB (OM:CZON B) Brady plc (AIM:BRY) Mellanox Technologies, Ltd. (NasdaqGS:MLNX) Trend Micro Inc. (TSE:4704) Broadcom Corp. (NasdaqGS:BRCM) BGL Group Limited Servizi Italia SpA (CM:SRI); AEM BIOTECH S.r.l. Thomson Reuters Corporation (TSX:TRI) Motopia Limited (ASX:MOT) Pender Grow th Fund (VCC) Inc. (TSXV:PTF); PenderFund Capital Management Ltd. New s Corp. (NasdaqGS:NWSA) Digitalsmiths Corporation Attachmate Corporation FinalWire Ltd. Thoma Bravo, LLC Accenture plc (NYSE:ACN) VIZRT Ltd. (OB:VIZ) Concentrix Corporation Digital Domain Productions, Inc. DiscoveRx Corporation Concentrix Corporation Expedia Inc. (NasdaqGS:EXPE) NAVTEQ Corporation AVIC Avionics Systems Co., Ltd Black Duck Softw are, Inc. Tapestry Solutions, Inc. TSL Education Ltd. Pearson plc (LSE:PSON) Seller PC Consulting Inc. Ivoice Inc. (OTCPK:IVOI) Business Performance Technology, LLC 3guu.com Altor Netw orks, Inc. Insert Key Solutions, Inc. WhatCounts, Inc. Funtank, LLC Image Solutions, Inc. Dia System And CNP GeoEye Analytics Protus IP Solutions, Inc. GridApp Systems, Inc. Nclipse Corporation Phonetic Arts Limited Widevine Technologies, Inc. EchoStorm Worldw ide, LLC Forefield, Inc. Building Automation Solutions Ltd TAT The Astonishing Tribe AB Bluenova Quadrant Softw are, Inc. ChannelCRM A/S Iw edia Technologies S.A. Ketera Technologies, Inc. Permessa Corporation Ludic Labs, Inc. 4Home, Inc. LineSider Communications, Inc. SEG Softw are LLC Xn Leisure Systems Ltd. Open Portal Solutions, Inc. DFA Capital Management, Inc. Healthw are Solutions, LLC NETconsent Ltd Persay, Inc. Viz Risk Management Services AS Voltaire Limited (NasdaqGM:VOLT) Mobile Armor, Inc. DeskCenter Solutions AG Sightic Vista Limited Courtanet S.A.S. Amedes Spa GeneGo, Inc. 2moro Mobile Pty Ltd. UCS Solutions Inc One45 Softw are Inc. Wireless Generation, Inc. Gotuit Media Corp. Novell Inc. (NasdaqGS:NOVL) Lavalys, Inc. UPS Logistics Technologies, Inc. MTHK Technology Limited CAS GmbH LiberoVision AG Aspire Technology Limited In-Three, Inc. Ambit Biosciences Corporation, KINOMEscan Kinase Screening Services Division Encover, Inc. Mobiata, LLC PixelActive Inc. CoreTek Systems Inc. SpikeSource, Inc. CDM Technologies, Inc. Electronics Blackboard Ltd The Administrative Assistants Ltd.

Date 11/12/10 11/12/10 11/12/10 11/11/10 11/10/10 11/09/10 11/09/10 11/09/10 11/09/10 11/09/10 11/08/10 11/08/10 11/08/10 11/05/10 11/05/10 11/04/10 11/04/10 11/04/10 11/04/10 11/04/10 11/04/10 11/04/10 11/04/10 11/04/10 11/03/10 11/03/10 11/03/10 11/03/10 11/03/10 11/03/10 11/03/10 11/02/10 11/02/10 11/02/10 11/02/10 11/02/10 11/02/10 11/02/10 11/01/10 11/01/10 11/01/10 11/01/10 11/01/10 11/01/10 11/01/10 11/01/10 10/29/10 10/29/10 10/29/10 10/29/10 10/28/10 10/28/10 10/28/10 10/27/10 10/27/10 10/26/10 10/26/10 10/25/10 10/25/10 10/25/10 10/25/10 10/22/10 10/21/10 10/21/10 10/21/10 10/21/10 Buyer Epocrates, Inc. Misys plc (LSE:MSY) Eline Entertainment Group, Inc (OTCPK:EEGI) SAIC, Inc. (NYSE:SAI) Talend SA AVG Technologies N.V. Golden Triangle Angelnet Merge Healthcare Incorporated. (NasdaqGM:MRGE) Angoss Softw are Corp. (TSXV:ANC) Accenture plc (NYSE:ACN) Quest Softw are Inc. (NasdaqGS:QSFT) GFI Business Solutions, Inc. ING Corporate Investments HiQ International AB (OM:HIQ) ELCA Informatik AG Blue Curve Ltd. Pace plc (LSE:PIC) Medicalis Corporation iControl Netw orks, Inc. Raytheon Co. (NYSE:RTN) In Motion Voter Activation Netw ork, Inc. Ubisoft Entertainment SA (ENXTPA:UBI) NetConnect AS (OB:NETCO) Cbeyond Communications, LLC HaiVision Systems, Inc. Kaseya International (UK) Limited Archive Systems, Inc. DBS Distributors, Inc. Super Rad Corporation K12, Inc. (NYSE:LRN) Team Industrial Services, Inc. Dell Inc. (NasdaqGS:DELL) AT&T, Inc. (NYSE:T) First American Financial Corporation (NYSE:FAF) Hansen Technologies Ltd. (ASX:HSN) Via Automotive, Inc. Tikit Group plc (AIM:TIK) MedLink International, Inc. (OTCBB:MLKN.A) Dachis Corporation, Inc. Gordano Ltd. IntercontinentalExchange, Inc. (NYSE:ICE) Construction Specifications Institute Affiliated Computer Services, Inc. Huron Consulting Group Inc. (NasdaqGS:HURN) Cbeyond, Inc. (NasdaqGS:CBEY) Measured Progress, Inc. Microsoft Corporation (NasdaqGS:MSFT) Command Alkon Incorporated Innovise plc (AIM:INNO) Altair Engineering, Inc. ZeniMax Asia K.K. Open Text Corp. (NasdaqGS:OTEX) Intermec, Inc. (NYSE:IN) Bottomline Technologies Inc. (NasdaqGM:EPAY) PrismTech Group Limited StreetLinks National Appraisal Services, LLC Sebring Softw are, Inc. (OTCBB:SMXI) Asknet AG (XTRA:A5A) Zenprise, Inc. Kabam, Inc. Bond International Softw are plc (AIM:BDI) Morningstar Inc. (NasdaqGS:MORN) International Business Machines Corp. (NYSE:IBM) mBlox, Inc. Seller Modality, Inc. Sophis Vu365.com MediaMind, LLC and AppTek Partners, LLC Sopera Gmbh DroidSecurity TLV Corew orx Inc. Fletcher Flora Health Care Systems Inc. Hornby IT Group Ltd. Beijing Genesis Interactive Technology Co. Ltd. Bakbone Softw are Inc. (OTCBB:BKBO) activeMedia Developpement Inc. Bright Computing, Inc. FRENDS Technology, Inc. AmmA Interactive SA Star System Solutions Pty Ltd. Jovus, Inc. Latens Systems Limited RWF, LLC uControl, Inc. Raytheon Trusted Computer Solutions Global Insurance Technology Inc. NGP Softw are, Inc. Quazal Technologies, Inc. Ensim Corporation MaximumASP, LLC CS Softw are Holdings, LLC ObjAcct, Inc. OmniRIM Solutions Inc. Digital Yearbook, Inc. Ooh Wee Media, Inc. American Education Corp. Quest Integrity Group, LLC Boomi, Inc. inCompass Wireless, Inc. Nazca Solutions, Inc. NirvanaSoft Inc. Raser Technologies, Transportation and Industrial Business Segment Assets PensEra Know ledge Technologies, Inc. MedAppz, LLC Stuzo Inc. Softalk Ltd. Amphora, Inc. Building Systems Design Inc. Spur Information Solutions Ltd. Click Commerce, Inc. Aretta Communications, Inc. Dataw ise, Inc. Canesta, Inc. Total Management Systems BV Expolink Europe Ltd, Expolink Softw are SimLab Corporation Tango Co., Ltd. StreamServe, Inc. GATC Inc. SMA Financial Ltd. Zeligsoft, Inc., Tools Business Corvisa, LLC SUMOTEXT, Inc. Norman ASA Sparus Softw are SAS WonderHill, Inc. VCG, LLC Advanced Sales & Marketing Corp., Annuity Intelligence Business Clarity Systems Limited Mashmobile Sw eden AB

Date 10/20/10 10/20/10 10/20/10 10/20/10 10/19/10 10/19/10 10/19/10 10/18/10 10/18/10 10/18/10 10/18/10 10/18/10 10/18/10 10/17/10 10/15/10 10/15/10 10/14/10 10/14/10 10/13/10 10/13/10 10/13/10 10/13/10 10/13/10 10/13/10 10/13/10 10/13/10 10/12/10 10/12/10 10/12/10 10/12/10 10/12/10 10/12/10 10/11/10 10/11/10 10/08/10 10/08/10 10/08/10 10/07/10 10/07/10 10/07/10 10/06/10 10/06/10 10/06/10 10/06/10 10/06/10 10/05/10 10/05/10 10/05/10 10/05/10 10/05/10 10/05/10 10/05/10 10/05/10 10/05/10 10/05/10 10/04/10 10/04/10 10/04/10 10/04/10 10/04/10 10/04/10 10/04/10 10/01/10 10/01/10 10/01/10 10/01/10 Buyer Titan Energy Worldw ide, Inc. (OTCBB:TEWI) RECAP Management GmbH HomeAw ay, Inc. CollabNet, Inc. Neohapsis, Inc. Electronic Arts Inc. (NasdaqGS:ERTS) Operative, Inc. Softw are AG (XTRA:SOW) FremantleMedia Ventures EPM Live, LLC MarkMonitor, Inc. Stripes Group Left Behind Games Inc. (OTCBB:LFBG) Qmastor Ltd. (ASX:QML) VitalHealth Softw are B.V. Perfect Timing, Inc. General Electric Co. (NYSE:GE) H&R Block, Inc. (NYSE:HRB) Fondaction GEOMAP Distribution Softw are Roche Holding AG (SWX:ROG) Qualcomm Innovation Center, Inc. International Business Machines Corp. (NYSE:IBM) WideOrbit, Inc. BroadSoft, Inc. (NasdaqGM:BSFT) Platinum Equity, LLC Dena Co. Ltd. (TSE:2432) TMT Ventures Battery Ventures RedBrick Health Corporation Systems Research And Applications Corporation Apex Print Technologies, LLC Jingw ei International Limited (NasdaqGM:JNGW) Versata Inc. Vodafone Global Enterprise Limited Automatic Data Processing, Inc. (NasdaqGS:ADP) Synopsys Inc. (NasdaqGS:SNPS) Baker Hughes Nederland Holdings B.V. Talent Technology Corporation Zyw ave, Inc. Microsoft Corporation (NasdaqGS:MSFT) Pow er-One Inc. (NasdaqGM:PWER) SWK Holdings Corporation (OTCBB:SWKH) Interactive Intelligence, Inc. (NasdaqGS:ININ) Questback AS Thomson Reuters Corporation (TSX:TRI) BasWare Oyj (HLSE:BAS1V) Follett Softw are Company, Inc. Onmobile Global Limited (BSE:532944) Oracle Corp. (NasdaqGS:ORCL) Chess Telecom Limited Evans Systems, Inc. (OTCPK:WTCT) HomeAw ay, Inc. Community Entertainment Svenska AB (OM:CEAB) McGraw Hill Education, Inc. Neutron Interactive, LLC Versata Inc. Timico, Ltd. Rogue Wave Softw are, Inc. Ticketscript B.V. Equifax Inc. (NYSE:EFX) EPIQ Systems, Inc. (NasdaqGS:EPIQ) Harris Computer Systems, Inc. MICROS Systems, Inc. (NasdaqGS:MCRS) Seller Stanza Systems, Ltd. Data Systems Austria AG Informatica Y Gestin S.A. Escapia, Inc. Codesion Inc. Texert, Inc. Chillingo Ltd. Solbright, Inc. Data Foundations, Inc. Ludia, Inc. EPK Group LLC, EPK-Suite Product Line DtecNet Softw are ApS Voyetra Turtle Beach, Inc. Cloud 9 Games, Inc. Algosys Inc. SynQuest B.V., QuestManager Activities SuccessFactors, Inc., Professional Edition Opal Softw are Pty Ltd. 2nd Story Softw are, Inc. MEI Group, Inc. Visiograph-Geomap Medical Automation Systems, Inc., Certain Assets Darkroom Softw are LLC iSkoot Technologies Inc. PSS Systems, Inc. Video Communications, Inc. Casabi, Inc. Ulticom Inc. ngmoco, Inc. Ezw im B.V. Data Innovations, Inc. Social Kinetics Corporation Platinum Solutions, Inc. LaserNet, Inc. Shanghai Haicom Telecommunication Corporation Limited Infopia, Inc. Quickcomm Softw are Solutions, Inc. MasterTax, LLC and MasterTax Services, LLC Optical Research Associates, Inc. JOA Oil & Gas B.V. TalentSpring, Inc. Specific Softw are Solutions, LLC AVIcode, Inc. Fat Spaniel Technologies, Inc. Lagan Technologies Ltd. Global Softw are Services, Inc. Digium Oy Legal Systems Holding Company Royal TNT Post B.V., Connectivity Operations X2 Development Corporation Dilithium Inc. Passlogix, Inc. Shaftesbury Systems Limited Ecologix, Inc. Instant Softw are, Inc. PSA Easy Interaction AB Tegrity, Inc. EnticeLabs, Inc. think3, Inc. Handheld PCs Ltd Acumem AB Trinity Mobile Limited Anakam, Inc. Jupiter eSources LLC Cogsdale Corporation MICROS-Retail Italia

Date 09/30/10 09/29/10 09/29/10 09/29/10 09/28/10 09/28/10 09/28/10 09/28/10 09/27/10 09/27/10 09/27/10 09/27/10 09/27/10 09/26/10 09/24/10 09/24/10 09/24/10 09/24/10 09/24/10 09/23/10 09/23/10 09/23/10 09/23/10 09/22/10 09/22/10 09/22/10 09/22/10 09/22/10 09/21/10 09/21/10 09/21/10 09/21/10 09/21/10 09/21/10 09/20/10 09/20/10 09/20/10 09/20/10 09/20/10 09/17/10 09/17/10 09/17/10 09/16/10 09/16/10 09/16/10 09/15/10 09/15/10 09/15/10 09/15/10 09/15/10 09/15/10 09/15/10 09/14/10 09/14/10 09/14/10 09/14/10 09/14/10 09/14/10 09/14/10 09/14/10 09/13/10 09/13/10 09/13/10 09/13/10 09/13/10 09/13/10 Buyer KYOCERA MITA Corporation Blytheco, LLC ticketportal AG truconneXion AS CA Technologies (NasdaqGS:CA) Google Inc. (NasdaqGS:GOOG) Sabre Airline Solutions Inc. Asys Sarl Ebix Latin America HighJump Softw are, LLC UC Mobile Ltd. Temenos Group AG (SWX:TEMN) Kohlberg Kravis Roberts & Co. (NYSE:KKR) CSG Systems International Inc. (NasdaqGS:CSGS) Aurionpro Solutions Limited (BSE:532668) Expesite LLC Hyland Softw are, Inc. Zynga, Inc. Bluew ater Bio International Concurrent Computer Corporation (NasdaqGM:CCUR) Halliburton Company (NYSE:HAL) Tibco Softw are, Inc. (NasdaqGS:TIBX) Advanced Solutions International, Inc. IHS Inc. (NYSE:IHS) IHS Inc. (NYSE:IHS) MerchantCircle, Inc. SoftBrands, Inc. New Generation Initiative (NGI) Foundation Baker Hughes Incorporated (NYSE:BHI) Battery Ventures; Benchmark Capital Freescale Semiconductor Inc. Ingenix, Inc. Maggioli S.p.A. Alliance Solutions Group, LLC ITT Corporation (NYSE:ITT) SumTotal Systems, Inc. Triple I Medimedia USA, Inc. Wolters Kluw er Financial Services, Inc. GFI Energy Ventures LLC Lenco Mobile Inc. (OTCPK:LNCM) Motive Television plc (AIM:MTV) Altium Ltd. (ASX:ALU) AutoTrader.com, Inc. CherryRoad Technologies, Inc. Finanz Informatik GmbH & Co. KG Harman International Industries Inc. (NYSE:HAR) International Business Machines Corp. (NYSE:IBM) Mad Gravity LLC Microsemi Corp. (NasdaqGS:MSCC) Motive Television plc (AIM:MTV) Pretax Ltd. ConnectEdu, Inc. Dubsat Pty. Ltd. GameHouse, Inc. Gericom AG (XTRA:GRO) Merge Healthcare Incorporated. (NasdaqGM:MRGE) Planit Softw are Ltd Tricom Infotech Solutions, Inc. Hew lett-Packard Company (NYSE:HPQ) DeNA Global, Inc. Google Inc. (NasdaqGS:GOOG) Philips Healthcare RadNet, Inc. (NasdaqGM:RDNT) TecDoc Informations System GmbH Seller Epson Softw are Engineering (Philippines), Inc. Result Data Consulting, Ltd., SalesLogix Practice JetTicket Softw are GmbH FairNet, spol. s r.o. O.R. System Sarl HyPerformix, Inc. Plannr Company flugw erkzeuge aviation softw are gmbh Groupe Ares, Chronos Business Usix Technology S.A. True Commerce, Inc. Blovestorm.com Odyssey Financial Technologies S.A. Visma ASA Intec Telecom Systems plc (LSE:ITL) Kairoleaf Analytics Private Ltd. Vision Facilities Management Ltd. Computer Systems Company, Inc. Zynga Germany Water Innovate Limited TellyTopia, Inc. The Permedia Research Group Inc. OpenSpirit Corporation Donor Management Pty Ltd. Atrion International Inc. Syntex Management Systems, Inc. TimeBridge, Inc. Amadeus IT Holding SA, Property Management Systems (PMS) division Mandriva S.A (ENXTPA:MLMAN) Meyer & Associates, Inc. Panaya, Inc. Sw ell Softw are, Inc. A-Life Medical, Inc. C. & C. Sistemi SRL Effective Resources Gulf States, Ltd., Softw are Division SRA International Inc., Airport Operations Solutions Softscape, Inc. Phoenix Marketing Group, LLC FRS Belgium NV Energy Solutions, Inc. Jetcast, Inc. Adecq Digital S.L. Morfik Technology Pty Ltd. VAuto, Inc. MAXIMUS, Inc., Oracle PeopleSoft ERP Business S-Firm Gesellschaft fr Softw are Development mbH Aha Mobile, Inc. OpenPages, Inc. TCS Softw are, Inc. Arxan Defense Systems, Inc. NXVision Ltd. ProCountor International Oy Propalms Ltd. Academic Management Systems, Inc. Vio Worldw ide Limited Backstage Technologies Inc funw orld ag Stryker Imaging Corporation Radan BV GTESS Corporation ArcSight, Inc. (NasdaqGM:ARST) Gameview Studios, LLC MentorWave Technologies Ltd. Wheb Sistemas SA eRAD Image Medical, Inc. TecCom GmbH

Date 09/12/10 09/09/10 09/09/10 09/09/10 09/09/10 09/09/10 09/08/10 09/08/10 09/08/10 09/07/10 09/07/10 09/06/10 09/05/10 09/03/10 09/02/10 09/02/10 09/02/10 09/02/10 09/02/10 09/01/10 09/01/10 09/01/10 09/01/10 09/01/10 09/01/10 09/01/10 08/31/10 08/31/10 08/31/10 08/31/10 08/31/10 08/31/10 08/31/10 08/31/10 08/31/10 08/31/10 08/30/10 08/30/10 08/30/10 08/30/10 08/30/10 08/27/10 08/27/10 08/26/10 08/26/10 08/26/10 08/25/10 08/25/10 08/24/10 08/24/10 08/24/10 08/24/10 08/23/10 08/23/10 08/23/10 08/23/10 08/23/10 08/23/10 08/20/10 08/19/10 08/19/10 08/19/10 08/18/10 08/18/10 08/18/10 08/18/10 Buyer TouchStore, Ltd. Benecan Oy Ecolab Inc. (NYSE:ECL) Measured Progress, Inc. SUPPLY VISION, Inc. Miranda Technologies Inc. (TSX:MT) Datatech SmartSoft, Inc. Infinitt Healthcare Co., Ltd. (KOSE:A071200) TNS Inc. (NYSE:TNS) Red Bend Softw are, Inc. Research In Motion Limited (TSX:RIM) Cegedim Edi Intel Corporation (NasdaqGS:INTC) Versata Inc. Cisco Systems, Inc. (NasdaqGS:CSCO) Fidelity National Financial, Inc. (NYSE:FNF) Norvestor Equity AS Raptor Technology AG (WBAG:RAP) Stanmore Implants Worldw ide Ltd. Alcatel-Lucent (ENXTPA:ALU) comScore, Inc. (NasdaqGS:SCOR) CoreMatrix Systems LLC G4S Secure Solutions (SA) (Pty) Ltd. MicroBilt Corporation MIJO Corporation Taleo Corp. (NasdaqGM:TLEO) Bechtle AG (XTRA:BC8) BServ, Inc. Ernst & Young LLP MultiCorpora R&D Inc. Thomson Reuters Corporation (TSX:TRI) Vix Technology Pty. Ltd. VMw are, Inc. (NYSE:VMW) VMw are, Inc. (NYSE:VMW) CompuGroup Holding USA, Inc. Kenexa Corp. (NasdaqGS:KNXA) Sebring Softw are LLC Citrix Systems, Inc. (NasdaqGS:CTXS) Google Inc. (NasdaqGS:GOOG) GUS Schw eiz AG CA Technologies (NasdaqGS:CA) Centershift, Inc. OPNET Technologies Inc. (NasdaqGS:OPNT) ANXeBusiness Corp. Hew lett-Packard Company (NYSE:HPQ) ID Business Solutions Ltd. MarketShare Partners, Inc. ZWCAD Softw are Co., Ltd. Reeltime Rentals, Inc. (OTCPK:RLTR) Research In Motion Limited (TSX:RIM) Sporlan Valve Company Technology Nexus AB ExactTarget, Inc. Tencent Holdings Ltd. (SEHK:700) Thoma Bravo, LLC TradeStation Technologies, Inc. Ventana Medical Systems, Inc. Visma ASA Nokia Corporation (HLSE:NOK1V) AppLabs Technologies Pvt. Ltd. Kongsberg Gruppen ASA (OB:KOG) EMIS Group PLC (AIM:EMIS) Intel Corporation (NasdaqGS:INTC) Aliexpress Ltd. Quamtel, Inc. (OTCBB:QUMI) Religare Technova Ltd. (BSE:526927) Seller Ocuco Ltd., Pharmacy Softw are Division Bootstrap Oy, Canon Business Center Operations in Forssa and Loimaa Dober Chemical Corp., Commercial Laundry Division Nimble Assessment Systems, Inc. Infotek Consulting, Inc. OmniBus Systems Limited PressWise, Inc. GNSK Co., Ltd. Cequint Inc. VirtualLogix, Inc. DataViz Inc. Deskom SA Neocleus, Inc. Metatomix, Inc. Arch Rock Corporation Commerce Velocity Inc. Apsis Sw eden AB Gamingstuff UG The Acrobot Company Limited Open-Plug SA Nedstat BV Sales PRM Inc. Skycom (Pty) Ltd. CL Verify LLC adbeast Learn.com, Inc. Solidpro Informationssysteme GmbH NetDeposit, LLC Global Analytics, Inc. Beetext Inc. Healthcare Data Management, Inc. ACIS Limited Integrien Corporation TriCipher, Inc. American Healthcare Holdings Inc. Salary.com, Inc. SUMOTEXT, Inc. (OTCBB:SMXI.D) VMLogix, Inc. SocialDeck Inc. Albit Informatik, h+r EDV Informationssysteme and h+r EDV Informationssysteme Arcot Systems, Inc. Hi-Tech Smart Systems, Inc., RentPlus Embarcadero Technologies, Inc., DSAuditor TruArx, Inc. Stratavia Corporation Subx Inc. JovianDATA, Inc. VX Corporation EnabledWare, Inc. Cellmania, Inc. Micro Thermo, Inc. PortWise AB ExactTarget Australia Comsenz Inc. LANDesk Softw are, Inc. RINA Technologies, LLC BioImagene, Inc. Severa Oyj Motally, Inc. ValueMinds Solutions (P) Ltd. Odfjell Consulting AS Rx Systems Limited McAfee, Inc. (NYSE:MFE) Auctiva Corporation Syncpointe, LLC Chase Cooper Ltd.

Date 08/18/10 08/18/10 08/17/10 08/17/10 08/17/10 08/16/10 08/16/10 08/13/10 08/13/10 08/12/10 08/12/10 08/12/10 08/12/10 08/11/10 08/11/10 08/11/10 08/10/10 08/10/10 08/10/10 08/10/10 08/09/10 08/09/10 08/09/10 08/09/10 08/06/10 08/05/10 08/05/10 08/05/10 08/05/10 08/05/10 08/05/10 08/04/10 08/04/10 08/04/10 08/04/10 08/03/10 08/03/10 08/03/10 08/02/10 08/02/10 07/31/10 07/31/10 07/30/10 07/30/10 07/30/10 07/30/10 07/30/10 07/30/10 07/30/10 07/29/10 07/29/10 07/29/10 07/29/10 07/29/10 07/27/10 07/27/10 07/27/10 07/27/10 07/27/10 07/26/10 07/26/10 07/26/10 07/23/10 07/23/10 07/23/10 07/22/10 Buyer Thomson Reuters Corporation (TSX:TRI) The Softw are Construction Co. Inc. Marlin Equity Partners, LLC Applied Micro Circuits Corp. (NasdaqGS:AMCC) Hew lett-Packard Company (NYSE:HPQ) Broadridge Financial Solutions Inc. (NYSE:BR) Ingenix, Inc. AQ Interactive, Inc. (TSE:3838) Telestream, Inc. International Business Machines Corp. (NYSE:IBM) Astute, Inc. Mooter Media Limited (ASX:MMZ) Trimble Navigation Limited (NasdaqGS:TRMB) AerData B.V. Black Creek Integrated Systems Corporation Saffron Hill Ventures, Ltd. Benefitfocus.com, Inc. Call24, Inc. International Business Machines Corp. (NYSE:IBM) Proactum Oy Media Exchange Group, Inc. (OTCPK:CWLC) Orion Healthcare Ventures Sypol Ltd. Tektronix Texas, LLC Google Inc. (NasdaqGS:GOOG) Coughlan Companies, Inc. Dominion Enterprises Openlane, Inc. (OTCPK:OPNN) Press Ganey Associates, Inc. Scientific Games Corporation (NasdaqGS:SGMS) Teradata Corporation (NYSE:TDC) Balmoral FX Systems, Inc. Google Inc. (NasdaqGS:GOOG) RuffaloCODY, LLC Yardi Systems, Inc. Astute, Inc. HgCapital; HgCapital Trust plc (LSE:HGT) Mansoft Qatar W.L.L. Hybrid Learning Systems, LLC Stepstone Solutions (UK) Ltd. FleetMatics Limited Greenpark Capital Ltd. Fuji Xerox Australia Pty Ltd. Merge Healthcare Incorporated. (NasdaqGM:MRGE) NTT DOCOMO, Inc. (TSE:9437) Redknee Solutions, Inc. (TSX:RKN) The New ton Group, Inc. Asseco South Eastern Europe SA (WSE:ASE) Asseco South Eastern Europe SA (WSE:ASE) Administaff Inc. (NYSE:ASF) Asset Acceptance Capital Corp. (NasdaqGS:AACC) Cegedim Relationship Management McAfee, Inc. (NYSE:MFE) Quest Softw are Inc. (NasdaqGS:QSFT) Cegedim SA (ENXTPA:CGM) Juniper Netw orks, Inc. (NYSE:JNPR) Parallax Capital Partners, LLC Walt Disney Co. (NYSE:DIS) IDOX plc (AIM:IDOX) Ab Technology (M) Sdn Bhd Commtouch, Inc. Open Solutions Inc. Crow dGather, Inc. (OTCBB:CRWG) MobileWave Group plc (AIM:MBW) Versata Inc. Harbinger Capital Partners LLC Seller TaxSimple, Inc. Peladon Softw are, Inc. Phoenix Technologies Ltd. (NasdaqGM:PTEC) TPACK A/S Fortify Softw are, Inc. New River, Inc. Axolotl Corporation FeelPlus Inc. and Artoon Co., Ltd. Grab Netw orks, Inc. Unica Corporation (NasdaqGM:UNCA) Speech Labs, LLC Entellect Solutions Limited Accubid Systems Ltd. Waviatech Ltd. Alanco/TSI PRISM, Inc Optasia Medical Ltd. Benefit Informatics, Inc. Medearc Datacap, Inc. MSG Softw are Ltd 5000 Ft., Inc. Aspyra Inc., Substantially All Assets Enable Infomatrix Ltd. Arbor Netw orks, Inc. Slide, Inc. Portage Interactive, LLC Ziios Incorporated Recovery Database Netw ork, Inc. Maryland Hospital Association, Quality Indicator Project Division GameLogic, Inc. Kickfire, Inc. Sea Capital, LLC Instantiations, Inc., Java Business MoonFire Corporation Information Systems & Services, Inc. Gamma Engineers, LLC TeamSystem S.p.A. Utility Netw orks Information Systems Consultants ImpactGames, LLC MrTed, Ltd. SageQuest, LLC Minority Stakes in Five Companies Upstream Print Solutions Pty. Ltd. Merrick Healthcare Solutions, LLC, Olivia Greets System PacketVideo Corporation Nimbus Systems SL Consultedge, Inc. EST Elektronik Sanal Ticaret Bilisim Hizmetleri A.S. ITD Galaxy Technologies, Inc. BSI eSolutions, LLC Ims Health Gmbh, CRM and Direct Marketing Business Unit tenCube Pte Ltd. Surgient, Inc. Pulse Systems, Inc. SMobile Systems, Inc. Daptiv, Inc. Playdom, Inc. Strand Electoral Management Services Limited GPRO Technologies Bhd (KLSE:GPRO) Command Softw are Systems, Inc. The Weiland Financial Group, Inc. Meetroduction, LLC MobileWave Limited TriActive, Inc. Ubisoft Entertainment SA (ENXTPA:UBI)

Date 07/22/10 07/22/10 07/22/10 07/22/10 07/22/10 07/22/10 07/22/10 07/22/10 07/21/10 07/21/10 07/21/10 07/21/10 07/21/10 07/20/10 07/20/10 07/19/10 07/19/10 07/19/10 07/16/10 07/15/10 07/15/10 07/15/10 07/15/10 07/15/10 07/14/10 07/14/10 07/14/10 07/13/10 07/13/10 07/13/10 07/12/10 07/12/10 07/12/10 07/12/10 07/12/10 07/09/10 07/09/10 07/09/10 07/09/10 07/08/10 07/07/10 07/07/10 07/07/10 07/07/10 07/07/10 07/07/10 07/07/10 07/07/10 07/07/10 07/07/10 07/07/10 07/06/10 07/06/10 07/06/10 07/06/10 07/06/10 07/06/10 07/06/10 07/06/10 07/06/10 07/05/10 07/04/10 07/02/10 07/02/10 07/02/10 07/02/10 Buyer BSM Technologies Inc. (TSXV:GPS) Camstar Systems, Inc. Ingenix, Inc. Mobile Media Unlimited Holdings, Inc. (OTCPK:MMUH) Musicians Exchange (OTCBB:MUEX) Scantron Corporation West Interactive Corporation Roper Industries Inc. (NYSE:ROP) Applied Voice & Speech Technologies, Inc. Autodesk, Inc. (NasdaqGS:ADSK) LM Ericsson Telephone Co. (OM:ERIC B); Indra Sistemas, S.A. (CATS:IDR) Nuance Communications, Inc. (NasdaqGS:NUAN) The Core Company Synchronica PLC (AIM:SYNC) Motio, Inc. Aw areness Technologies, Inc. Netsol Technologies Limited (KASE:NETSOL) SunGard Data Systems Inc. Centego Marketing, Inc. MSCI Inc. (NYSE:MSCI) Synclore Corporation SDL plc (LSE:SDL) Global Equipment Services Corporation Primestream Corporation Rally Softw are Development Corp. AirClic, Inc. GFI Softw are Ltd. Rivington Street Holdings PLC AQ Interactive, Inc. (TSE:3838) Dalet S.A. (ENXTPA:DLT) me2me AG Pow w ow now Ltd. Quest Softw are GmbH Atlantic Link Ukraine LTD. China Electronics Holdings, Inc. (OTCBB:CEHD) Exakis Qbase Holdings, LLC Bentley Systems, Incorporated Fortress Financial Services, Inc. Logitech International SA (SWX:LOGN) Moqizone Holding, Corp. (OTCBB:MOQZ) Notrefamille.com (ENXTPA:ALNFA) Pictage, Inc. Rostekhnologii Corporation Sabre Airline Solutions Inc. SANBlaze Technology Inc. Sverica International Webroot Softw are, Inc. Access Diamant Art Corp. (OTCPK:DIAA.F) EMC Corporation (NYSE:EMC) HaCon Ingenieurgesellschaft mbH Manatron, Inc. PostUp, Inc. SPIE Communications S.A. Synchronoss Technologies, Inc. (NasdaqGS:SNCR) Hexagon AB (OM:HEXA B) DL Softw are (ENXTPA:ALSDL) Airial Conseil SA Blackboard Inc. (NasdaqGS:BBBB) Pulse Seismic Inc. (TSX:PSD) Responsys, Inc. The SOS Print & Media Group (Australia) Pty Limited Seller Emerson Process Management LLLP, iTrax Fixed Asset Monitoring Business SigmaQuest, Inc. Picis, Inc. Enable Softw are Ltd. SpeechPhone LLC Spectrum K12 School Solutions, Inc. TuVox, Inc. iTradeNetw ork, Inc. Voice Mobility International, Inc., Voice Mobility UCN250 Softw are Assets Illuminate Labs AB Telefnica Investigacin y Desarrollo, S.A., Pre-Paid Billing Solution Information Technologies Australia Pty. Ltd Enigma Data Solutions Limited iseemedia Inc. (TSXV:IEE) BIPT, Inc. LegiTime Technologies, Inc. NetSol Technologies Europe Limited and NetSol Technologies North America Inc. Fox River Execution Technology, LLC IM-Sense Limited IVT Softw are, Inc. (OTCBB:IVTW) MetroSplash Systems Group, Inc. Bear Measurisk, LLC Servo Softw are, Inc. Language Weaver, Inc. GES Infotek Pvt. Ltd. B4M(TM) Blue Hole Softw are Inc., ScrumAw ay Airversent, Inc. Sunbelt Softw are, Inc. Blue Curve Ltd. Cavia, Inc. Gruppo TNT S.R.L. iSpeech AG Yuuguu Ltd. Vlcker Informatik AG Jadestone Group AB Youmanage Limited Buyonate Inc. Tacticiel SAS MetaCarta, Inc. BLUERIDGE Analytics, Inc. BISNet, Inc. Paradial AS Viva Red Company Limited Archimaine SARL ShootQ, Inc. LLC ALT Linux Flightline Data Services Inc. Emtech LLC Syscon Justice Systems Ltd. BrightCloud, Inc. Formatta Corporation T & R International BV Greenplum, Inc. Ingenieurbro fr Bahnbetriebssysteme (IBS) GmbH Beyond Appraisal, Inc. Tw idroyd Veepee SA FusionOne, Inc. Intergraph Corporation CIM S.N.C. T-Systems France SAS, Operational Branch in Lille Wimba, Inc. Divestco Inc., 2D and 3D Seismic Data Library EservicesResponsys U&I Direct Pty. Ltd.

Date 07/01/10 07/01/10 07/01/10 07/01/10 07/01/10 07/01/10 07/01/10 07/01/10 07/01/10 07/01/10 07/01/10 06/29/10 06/29/10 06/29/10 06/29/10 06/28/10 06/28/10 06/24/10 06/24/10 06/24/10 06/24/10 06/23/10 06/23/10 06/23/10 06/23/10 06/22/10 06/22/10 06/22/10 06/22/10 06/21/10 06/21/10 06/21/10 06/21/10 06/21/10 06/17/10 06/17/10 06/17/10 06/17/10 06/17/10 06/16/10 06/16/10 06/16/10 06/16/10 06/15/10 06/15/10 06/15/10 06/14/10 06/10/10 06/10/10 06/10/10 06/10/10 06/10/10 06/10/10 06/10/10 06/09/10 06/09/10 06/09/10 06/09/10 06/08/10 06/08/10 06/08/10 06/08/10 06/08/10 06/08/10 06/08/10 06/07/10 Buyer Automatic Data Processing, Inc. (NasdaqGS:ADP) Dell Inc. (NasdaqGS:DELL) Disney Interactive Media Group Infor Global Solutions, Inc. International Business Machines Corp. (NYSE:IBM) Path Solutions Tier 1 Performance Solutions, LLC Zumasys, Inc. Google Inc. (NasdaqGS:GOOG) Datalogic Scanning Holdings, Inc. USU Softw are AG (XTRA:OSP2) Constellation HomeBuilder Systems, Inc. Pearson Education, Inc. Unify Corp. (NasdaqCM:UNFY) International Financial Data Services, L.P. Idle Media,Inc. (OTCBB:IDLM) AT&T, Inc. (NYSE:T) Alibaba.com Limited (SEHK:1688) EDGAR Online Inc. (NasdaqCM:EDGR) Playdom, Inc. ESRI S-GROUP Sverige AB Sage Group plc (LSE:SGE) Algorithmics, Inc. SAS Hew lett-Packard Company (NYSE:HPQ) Granada Learning Ltd. Dassault Systemes SA (ENXTPA:DSY) E-Bros Oy Independent Specialist Technology Limited Tibco Softw are Inc. (NasdaqGS:TIBX) 4INFO, Inc. SafeCharge Limited Broadridge Financial Solutions Inc. (NYSE:BR) Huayi Brothers Media Group (SZSE:300027) General ASP Inc. TradeStation Technologies, Inc. Benefitfocus.com, Inc. Multi-Systems, Inc. Medical Education Technologies, Inc. Consona Corporation Cegid SA (ENXTPA:CGD) Descartes Systems Group Inc. (TSX:DSG) Ipsw itch, Inc. Administaff Inc. (NYSE:ASF) International Business Machines Corp. (NYSE:IBM) Fidelity National Information Services Inc. (NYSE:FIS) Kingdee International Softw are Group Co. Ltd. (SEHK:268) NICE Systems Ltd. (TASE:NICE) Synopsys Inc. (NasdaqGS:SNPS) Akamai Technologies Inc. (NasdaqGS:AKAM) TPG Capital Inspired Thinking Group Limited Allscripts-Misys Healthcare Solutions, Inc. (NasdaqGS:MDRX) Autonomy Corp. plc (LSE:AU.) Check Point Softw are Technologies Ltd. (NasdaqGS:CHKP) AccessData Corporation TEOCO Corporation MQ Capital Dassault Systemes SA (ENXTPA:DSY) Hasso Plattner Ventures Management GmbH Trading Technologies International, Inc. ABC Trading Co. Ltd. TSi Auto Solutions Inc. Mobile Interactive Group Limited Seller Workscape, Inc. Scalent Systems, Inc. Tapulous Inc. Qurius N.V., ERP LN Business BigFix, Inc. Path Solutions Egypt Motionplan, Inc. Choice Computing, Inc. ITA Softw are, Inc. Evolution Robotics Retail, Inc. Aspera GmbH Lizenzmanagement BuildTopia, Inc. Cogmed Cognitive Medical Systems AB Strategic Office Solutions, Inc. Percana Group Limited Backyard Buddies Xanboo, Inc. Vendio Services, Inc. UBmatrix, Inc. Hive7.com, Inc. Progira Radio Communication AB Teta S.A. (WSE:TET) Tow ers Watson & Co., VIPitech Memex Technology, Ltd. Melodeo, Inc. W3 Insights Ltd Geensoft SAS Fleetlogis Oy N4Solutions Limited Proginet Corp. (OTCBB:PRGF) Butter, Inc. xt:Commerce GmbH Broadridge City Netw orks Beijing Ourpalm Co. Ltd. Polaris Selection Technovest (Pty) Ltd. MDnetSolutions, Inc. BeliefNetw orks, Inc. Remco Softw are Incorporated Lionis Softw are, LLC Compiere, Inc. Vedior Front RH SAS Routing International NV MessageWay Solutions, Inc. OneMind Connect, Inc. Coremetrics, Inc. Compliance Coach, Inc. Shenzhen FirstSoft Technology Development Co., Ltd. eglue Business Technologies, Inc. Synfora, Inc. SpeechStorm Limited Velocitude, LLC Vertafore, Inc. Total Marketing Services LLP Eclipsys Corporation (NasdaqGS:ECLP) CA Technologies, Information Governance Business Liquid Machines, Inc. CT Summation, Inc. TTI Team Telecom International Ltd. (NasdaqGM:TTIL) Redflex Holdings Ltd. (ASX:RDF) Exalead S.A. Facton GmbH TickIt Trading Systems LLC SHH GmbH SystemHaus Hemminger AutoSoft, Inc. PIRI Ltd.

Date 06/07/10 06/07/10 06/07/10 06/07/10 06/07/10 06/07/10 06/03/10 06/03/10 06/03/10 06/03/10 06/03/10 06/02/10 06/02/10 06/02/10 06/02/10 06/02/10 06/01/10 06/01/10 06/01/10 06/01/10 06/01/10 06/01/10 06/01/10 05/31/10 05/28/10 05/28/10 05/28/10 05/27/10 05/26/10 05/26/10 05/26/10 05/25/10 05/25/10 05/24/10 05/21/10 05/21/10 05/21/10 05/20/10 05/20/10 05/20/10 05/19/10 05/19/10 05/18/10 05/18/10 05/18/10 05/17/10 05/17/10 05/17/10 05/17/10 05/17/10 05/17/10 05/17/10 05/17/10 05/17/10 05/14/10 05/14/10 05/14/10 05/13/10 05/13/10 05/13/10 05/12/10 05/12/10 05/12/10 05/12/10 05/11/10 05/11/10 Buyer Fiserv Inc. (NasdaqGS:FISV) THL Credit, Inc. (NasdaqGS:TCRD) HTC France Corporation NetPickle, Inc. Energy Solutions, Inc. USP Structural Connectors, Inc. Deltek, Inc (NasdaqGS:PROJ) Tissue Regenix Ltd. Velti Plc (AIM:VEL) Zynga, Inc. BancTec GmbH Mettoni Limited gomembers, Inc. Google Inc. (NasdaqGS:GOOG) Infor Global Solutions, Inc. Wall Street Systems Delaw are, Inc. Exponential Impact USA St. Ives plc (LSE:SIV) Axceler, Inc. Strategic Rare Earth Metals, Inc. (OTCPK:SREH) Liquent, Inc. Bigpoint GmbH Capgemini Financial Services UK Ltd Unit 4 N.V. (ENXTAM:U4AGR) Fourth Hospitality Ltd. Muscato Group Inc. (OTCPK:MGRP) Nuance Communications, Inc. (NasdaqGS:NUAN) Societe Generale de Financement du Quebec; OMERS Private Equity Oracle Corporation Australia Pty Limited Teradata Corporation (NYSE:TDC) B Global Plc (AIM:BGBL) Phase One A/S McAfee, Inc. (NYSE:MFE) International Business Machines Corp. (NYSE:IBM) Vertical Computer Systems Inc. (OTCBB:VCSY) ESET, spol. s.r.o. Nexphone AG MZ Consult LLC Lexmark International Inc. (NYSE:LXK) Wondershare Softw are Co., Ltd. uVuMobile, Inc. (OTCPK:UVUM) TNT NV (ENXTAM:TNT) UXC Ltd. (ASX:UXC) HRsmart, Inc. Merchant Focus Processing, Inc.; Inner Fence, LLC Battery Ventures Google Inc. (NasdaqGS:GOOG) Vision Solutions, Inc. Harris Corp. (NYSE:HRS) DataGlobal GmbH Summit Partners RTN Stealth Softw are Inc. (OTCBB:RTNS.F) Bitstream Inc. (NasdaqCM:BITS) Encore Softw are, Inc. CDC Softw are Corporation (NasdaqGM:CDCS) Receivable Acquisition and Management Corp. (OTCBB:RCVA) Softechnologies Inc. Lingo Media Corporation (TSXV:LM) Funcom N.V. (OB:FUNCOM) West Corporation Dialogic Corporation Acxiom Corporation (NasdaqGS:ACXM) Cadence Design Systems Inc. (NasdaqGS:CDNS) ngmoco, Inc. The Sant Corporation RedPrairie Corporation Seller AdviceAmerica, Inc. HEALTHCAREfirst Inc. Abaxia SAS RockYou Asia Inc. Entessa, Inc. Structural Soft, LLC Maconomy A/S (CPSE:MACO) Oxeco plc (AIM:OXE) Media Cannon, Inc. Challenge Games, Inc. Beta Systems ECM Solutions GmbH Telrex LLC Information Development Consultants, Inc. Invite Media, Inc. Bridgelogix Corporation City Financials Ltd. DenoSys, LLC Occam Direct Marketing Limited echoTechnology, LLC Mobile 2 Earth Datafarm, Inc. Radon Labs GmbH Plaisir Informatique S.A.R.L. Teta S.A. (WSE:TET) Star Logic Limited M2 Financial Ltd. ShapeWriter, Inc. Logibec Groupe Informatique Ltee (TSX:LGI) eServGlobal Ltd., USP Business xkoto, Inc. Utiligroup Limited Microsoft Corporation, Expression Media TD Securities, Inc. Sterling Commerce, Inc. Pelican Applications, LLC Comdom Softw are S.R.O Litecom AG, Litephone Telephony Platform MZCAN Perceptive Softw are, Inc. AnyBizSoft Softw are Co., Ltd. WASP Mobile LLC KOWIN e-commerce BV MXL Holdings Pty Ltd. HRsmart South Africa AppNinjas Inc. Vero Softw are Plc (AIM:VERO) Global IP Solutions (OB:GIPS) Double-Take Softw are, Inc. (NasdaqGS:DBTK) SignaCert, Inc. GFT inboxx GmbH Ogone SA Market Guidance Systems, Inc. Press-sense Ltd. Punch! Softw are, LLC TradeBeam, Inc. Business Intelligence Solutions Inc. Antenna Softw are, Inc., Mobile Command Center Field Service Solution Q Group PLC Stunlock Studios AB Holly Connects, Inc. Veraz Netw orks, Inc. (NasdaqGM:VRAZ) GoDigital Denali Softw are, Inc. Stumptow n Game Machine, LLC Kadient, Inc. SmartTurn, Inc.

Date 05/11/10 05/11/10 05/11/10 05/10/10 05/10/10 05/10/10 05/10/10 05/10/10 05/09/10 05/07/10 05/07/10 05/07/10 05/06/10 05/06/10 05/06/10 05/06/10 05/06/10 05/06/10 05/06/10 05/05/10 05/05/10 05/05/10 05/05/10 05/05/10 05/04/10 05/04/10 05/04/10 05/04/10 05/03/10 05/03/10 05/03/10 05/03/10 05/03/10 04/30/10 04/30/10 04/30/10 04/29/10 04/29/10 04/29/10 04/29/10 04/29/10 04/29/10 04/29/10 04/29/10 04/28/10 04/27/10 04/27/10 04/26/10 04/26/10 04/26/10 04/22/10 04/21/10 04/21/10 04/21/10 04/21/10 04/20/10 04/20/10 04/20/10 04/20/10 04/20/10 04/20/10 04/19/10 04/19/10 04/19/10 04/19/10 04/16/10 Buyer EZFacility, Inc. COMPLETExRM, Inc. RP Data Ltd. (ASX:RPX) The Riverside Company Zamage Digital Art Imaging, Inc. (OTCPK:ZMGD) GSI Commerce Inc. (NasdaqGS:GSIC) Temenos Group AG (SWX:TEMN) Connectiva Systems India Private Ltd. Pharsight Corporation; Vector Capital; Tripos International; Certara Infinio Group Limited (Catalist:5CS) Hotel Management Systems, Inc. (OTCBB:HMSM) Honeyw ell International Inc. (NYSE:HON) AssetWorks, Inc. Prime Alliance Solutions Inc. Allocate Softw are plc. (AIM:ALL) CaseWare IDEA Inc. SpringSource, Inc. NetDragon WebSoft, Inc. (SEHK:777) Aldata Solution Oyj (HLSE:ALD1V) Hew itt Associates Inc. (NYSE:HEW) IHS Inc. (NYSE:IHS) Cenveo Inc. (NYSE:CVO) Tekelec (NasdaqGS:TKLC) GoTV Netw orks, Inc. Flexera Softw are Peer Review Mediation and Arbitration, Inc. (OTCPK:PRVW) Curve Dental, Inc. Infoblox, Inc. Intermedix Corporation SuccessFactors, Inc. (NasdaqGM:SFSF) IRIS Group (ENXTBR:IRIS) BackOffice Associates, LLC Motorola Inc. (NYSE:MOT) iMarketing Ltd, Inc. Google Inc. (NasdaqGS:GOOG) DiCentral Corporation CNW Group Ltd. Solarsoft Business Systems Limited Electronics For Imaging (Luxembourg) S. r.l. Digital River Inc. (NasdaqGS:DRIV) Wolters Kluw er (UK) Limited Symantec Corporation (NasdaqGS:SYMC) Symantec Corporation (NasdaqGS:SYMC) Beemw ay B.V. EthicsPoint, Inc. DAPD ddp media holding AG Sapiens International Corp. NV (NasdaqCM:SPNS) Wall Street Systems Delaw are, Inc. DOAR, Inc. Playdom, Inc. MindTree Limited (BSE:532819) United Business Media plc (LSE:UBM) SAP AG (DB:SAP) Invensys Process Systems (S) Pte Ltd Amdocs Ltd. (NYSE:DOX) SAP America, Inc. CDC Softw are Corporation (NasdaqGM:CDCS) New s Corp. (NasdaqGS:NWSA) Clear2Pay nv/sa Deloitte AG Neusoft Europe AG Adtech-GESI, LLC Descartes Systems Group Inc. (TSX:DSG) CAE Inc. (TSX:CAE) CG Automation Vocus Inc. (NasdaqGM:VOCS) Seller eFit Financial Inc. Franklin Covey Co., PlanPlus Sandstone Technology Pty Ltd, VMS Division Mansell Group, Inc. Everdow Softw are (Beijing) Inc. VendorNet Inc. FE-Mobile Ltd. Olista Ltd. Symyx Technologies Inc. (NasdaqGS:SMMX) Widget TV Pte. Ltd. Hotel Management Systems, Inc., Prior to Reverse Merger w ith TouchIT Akuacom, Inc. InCircuit Development Corporation Dexma, Inc. Dynamic Change Limited SymSure Limited GemStone Systems, Inc. Fujian TianDi Animation Technologies Co. Ltd Cosmic Solutions Ltd. HRAdvance Enterprises, LP Quantitative Micro Softw are, LLC Glyph International Pvt Ltd. Camiant, Inc. Hands-On Mobile, Inc., HOMBRE Division ManageSoft Corporation Docs in a Row , Inc. Orasphere, Ltd. Netcordia, Inc. EMSystems, LLC CubeTree, Inc. SaveIT AS HiT Softw are, Inc. Azingo, Inc. TrackingSoft, LLC Bump Technologies Inc. BASE2 Corporation dna13 Inc. Informance International, Inc. Radius Solutions Incorporated FatFooGoo AG The Simply HR Softw are Company Ltd GuardianEdge Technologies, Inc. PGP Corporation i-w ood BV ember ec Inc. Airmotion GmbH Harcase Softw are Ltd. Speranza Systems, Inc. Inference Data LLC Merscom, LLC Sevenstrata IT Services Private Limited SharedVue, Inc. TechniDATA AG Skelta Softw are Pvt. Ltd. Streamezzo S.A. Sybase, Inc. (NYSE:SY) eBizNET Solutions Pvt. Ltd. Irata Labs Jw are Technologies SA Exsigno Deloitte innovative systems GmbH Telindus Surveillance Solutions Ltd. 882976 Ontario Inc. Datamine International Limited Second Wind, Inc., ADMS Wind SCADA and Wind Turbine Monitoring Systems Data Presse SAS

Date 04/16/10 04/16/10 04/15/10 04/15/10 04/14/10 04/14/10 04/13/10 04/13/10 04/13/10 04/13/10 04/13/10 04/13/10 04/12/10 04/12/10 04/12/10 04/12/10 04/12/10 04/12/10 04/12/10 04/09/10 04/09/10 04/09/10 04/08/10 04/08/10 04/08/10 04/08/10 04/07/10 04/07/10 04/07/10 04/07/10 04/07/10 04/07/10 04/06/10 04/06/10 04/06/10 04/06/10 04/06/10 04/06/10 04/05/10 04/05/10 04/05/10 04/01/10 04/01/10 03/31/10 03/31/10 03/31/10 03/30/10 03/29/10 03/29/10 03/29/10 03/26/10 03/26/10 03/26/10 03/26/10 03/26/10 03/26/10 03/25/10 03/25/10 03/25/10 03/25/10 03/25/10 03/25/10 03/23/10 03/23/10 03/22/10 03/22/10 Buyer RFID Invest AG Mentum S.A. NHN Games Co., Ltd. Oracle Corp. (NasdaqGS:ORCL) Cloud Centric Systems, Inc. (OTCPK:CLDR) TPC Training Systems, Inc. BoardSuite Corp. Double Encore, Inc. SpringSource, Inc. Iron Data Solutions, LLC Outer Level Corp. BlueCielo ECM Solutions BV B2 Hub PSF S.A. Institut de Participations de l'Ouest SA Google Inc. (NasdaqGS:GOOG) Cover-All Systems Inc. DdD retail A/S Research In Motion Limited (TSX:RIM) Tw itter, Inc. Architel, Inc. South African Bankers Services Company Limited Trickstar Games Pty Ltd StrataCare, Inc. Schlumberger Information Solutions Management Health Solutions, Inc. Absolute Softw are Corporation (TSX:ABT) NetApp, Inc. (NasdaqGS:NTAP) Herkules Capital AS ThruPoint, Inc. Solera Holdings Inc. (NYSE:SLH) BigHand Ltd. Servigistics, Inc. iWave Softw are, LLC Innovise Softw are Limited Quark, Inc. EVS Broadcast Equipment S.A. (ENXTBR:EVS) CRIF Corporation Practicew orks Systems, LLC Enghouse Systems Ltd. (TSX:ESL) VeriSign Inc. (NasdaqGS:VRSN) NVM Private Equity Limited Playdom, Inc. Media Zoom (Impresa Digital) Producao Multimedia Lda Green Energy Management Services, Inc. VPIsystems, Inc. HgCapital; HgCapital Trust plc (LSE:HGT) NTT Data Corporation (TSE:9613) ValueFirst Messaging Pvt. Ltd. Nokia Corp. (HLSE:NOK1V) Research In Motion Limited (TSX:RIM) Maverick Capital, Ltd. Rocket Softw are, Inc. Thoma Bravo, LLC Scripped, Inc. Imperial Logistics Host Europe GmbH Tibco Softw are Inc. (NasdaqGS:TIBX) Ness Technologies Inc. (NasdaqGS:NSTC) NetEnrich Inc. Connect 2 Media Ltd. Logility, Inc. Cryptzone AB (OM:CZON B) Seller InSync Softw are, Inc. Ascom Netw ork Testing Inc. Webzen Inc. (KOSE:A069080) Phase Forw ard Inc. (NasdaqGS:PFWD) V-Clouds Limited IntelliSchematic, LLC Stoopio Inc. HireCaliber.com Massively Overrated, LLC Rabbit Technologies Ltd. CAVU Corporation TinyPlanet Softw are, LLC Kronodoc Oy RCP Consultants Limited SMR USA Inc. Coveris SAS Plink Search Ltd. Moore Stephens Business Solutions, LLC NTS Systemhaus Sd GmbH & Co. KG QNX Softw are Systems International Corporation atebits LLC Applied Resource Technology, LLC Document Solutions Pty Ltd. Sector3 Pty Ltd CS Stars LLC, MedBillPro Division Igeoss sarl AtPar Inc. Phoenix Technologies Ltd., FailSafe and Freeze Anti-Theft Assets Bycast, Inc. Elis AS Ubiquity Softw are Corporation Corporation Limited Market Scan Holding B.V. nFlow Softw are Ltd. Kaidara, Inc. Enigmatec Corporation Limited, EMS Run Book Automation Suite Identifile Systems Limited GLUON Softw are, Inc. OpenCube Technologies S.A.S Amdocs (China) Limited Equifax Enabling Technologies LLC Healthsoft, Inc., Windent Business Mettoni Limited TrustBearer Labs, LLC ADP Dealer Services International Three Melons SA InfoPortugal S.A. Cyber Planet Interactive Company Limited CDSS Wind Dow n, Inc. (OTCBB:CWDW) Elanti Systems, Inc. Stepstone Solutions (Uk) Ltd MCS Ltd. Packet Shaper Technologies Pvt. Ltd. Novarra, Inc. Viigo Inc. Loopt, Inc. Computer Corporation of America Plato Learning, Inc. (NasdaqGM:TUTR) Zhura, Inc. e-Logics (Pty) Ltd. Vanager GmbH Netrics, Inc. Gilon Business Insight Ltd. Simply Continuous, Inc. Sennari, Inc. Optiant, Inc. ControlGuard Ltd.

Date 03/22/10 03/22/10 03/18/10 03/17/10 03/17/10 03/17/10 03/16/10 03/16/10 03/16/10 03/16/10 03/15/10 03/15/10 03/15/10 03/15/10 03/14/10 03/12/10 03/12/10 03/12/10 03/12/10 03/12/10 03/11/10 03/11/10 03/11/10 03/11/10 03/10/10 03/10/10 03/10/10 03/10/10 03/10/10 03/10/10 03/08/10 03/08/10 03/08/10 03/08/10 03/05/10 03/05/10 03/04/10 03/03/10 03/03/10 03/03/10 03/03/10 03/02/10 03/02/10 03/02/10 03/02/10 03/02/10 03/02/10 03/02/10 03/02/10 03/02/10 03/01/10 03/01/10 03/01/10 03/01/10 02/28/10 02/26/10 02/26/10 02/26/10 02/26/10 02/26/10 02/25/10 02/24/10 02/24/10 02/24/10 02/23/10 02/23/10 Buyer Informatica Corporation (NasdaqGS:INFA) Cadence Design Systems Inc. (NasdaqGS:CDNS) ForceLogix Technologies Inc. (TSXV:FLT) Gist, Inc. Autotask Corporation The Casnet Group, Inc. CSDC Systems Inc. Taliance El & Industrimontage Holding i Norrland AB; Goodtech ASA (OB:GOD) DMC International Ltd. (BSE:517973) UCS Group Ltd. (JSE:UCS) Brady plc (AIM:BRY) Media365 NVM Private Equity Limited Pegasystems Inc. (NasdaqGS:PEGA) EXFO Inc (TSX:EXF) HootSuite Media, Inc. Satuit Technologies, Inc. Rovi Corporation (NasdaqGS:ROVI) Datum International Ltd. RadiSys Corporation (NasdaqGS:RSYS) Hardis S.A. Cascadia Investments, Inc. (OTCPK:CDIV) EG Solutions (AIM:EGS) Schlumberger Limited (NYSE:SLB) Vestel Elektronik Sanayi Ve Ticaret AS (IBSE:VESTL) Edge EHR Corp. Advent Softw are, Inc. (NasdaqGS:ADVS) CA, Inc. (NasdaqGS:CA) ubroadcast, Inc. (OTCBB:UBCI) Digitick SAS vbCity.com LLC Orthopaedic Synergy, Inc. Blackboard Inc. (NasdaqGS:BBBB) K3 Landsteinar Nederland BV Google Inc. (NasdaqGS:GOOG) PayPoint plc (LSE:PAY) TrustWave Holdings, Inc. ESO Solutions Inc. Playdom, Inc. Markinson Business Solutions Pty Ltd. Corew orx Inc. Elliott Management Corporation; Elliott International Capital Advisors Inc iRely, LLC Federal Signal Corp. (NYSE:FSS) Advanced Computer Softw are plc (AIM:ASW) Sony Computer Entertainment Worldw ide Studios K3 Business Technology Group plc (AIM:KBT) Kingdee International Softw are Group Co. Ltd. (SEHK:268) AtegoTM Syscatech Sdn. Bhd. Mobclix, INC. The X-Change Corporation (OTCPK:XCHC) Access Intelligence plc (AIM:ACC) Primary Capital Limited ReachLocal, Inc. United Stationers Supply Company Net 1 Ueps Technologies Inc. (NasdaqGS:UEPS) Interthinx, Inc. Zaptronix Limited (JSE:ZPT) PRGX UK Ltd. Koninklijke Philips Electronics NV (ENXTAM:PHIA) hi5 Netw orks, Inc. gomembers, Inc. Pocketgear, Inc. Unit 4 Agresso NV (ENXTAM:U4AGR) Seller 29West, Inc. Taray, Inc. XenoWize, LLC Learn That Name LLC VARStreet, Inc. NCD Corp, Softw are Division Grantium Inc. Control.IT Unternehmensberatung GmbH Troll Pow er AS VSoft Services Pvt. Ltd. Argility Limited Brady Sw itzerland Bouyaka Lanner Group Limited Chordiant Softw are, Inc. (NasdaqGM:CHRD) NetHaw k Oyj Sw ift App, Inc. Wealth Management Technologies LLC MediaUnbound, Inc. Root 3 Systems Ltd. Pactolus Communications Softw are Corporation Sextant Informatique SA Apple Inc., Eighteen Games Applications XTAQ Limited Nexus Geosciences, Inc. Cabot Izmir Yazilim ve Donanim Ticaret Sanayi A.S. Goal Softw are, Inc. Goya AS Nimsoft, Inc. Santon, Inc. Satori Billetterie SA Exact Magic Softw are, LLC, Certain Softw are Tools PRAXIM Medivision Saf-T-Net, Inc. Pebblestone Netherlands DocVerse, Inc. Verrus Mobile Technologies, Inc. and Verrus U.K. Ltd. Intellitactics, Inc. Poly Lingo Offbeat Creations, Inc. Acuere Pty Ltd., CRM Division Decision Dynamics Technology Ltd. (TSXV:DDY) Novell Inc. (NasdaqGS:NOVL) Summit Softw are, Inc. VESystems LLC Cerrus Ltd. Media Molecule Limited DigiMIS Limited Guangzhou ProWay Technology Co., Ltd. blue river softw are GmbH Viztel Solutions Bhd (KLSE:VIZTEL) heartbeat Notus Digital Netw ork Corp. Cobent Limited Amtech Pow er Softw are Limited SMBLive, Inc. MBS Dev Inc. FIHRST Management Services (Pty) Ltd. Strategic Analytics Inc. i to i Technologies Pty Ltd. Etesius Limited The Siesta Group Schlafanalyse, Somnolyzer 24 x 7 Automated Scoring Solutions Big Six Games, Inc. Computility, Inc. Handango, Inc. IBS Consist B.V.

Date 02/23/10 02/23/10 02/22/10 02/22/10 02/22/10 02/22/10 02/22/10 02/22/10 02/22/10 02/21/10 02/19/10 02/19/10 02/19/10 02/19/10 02/18/10 02/18/10 02/18/10 02/18/10 02/18/10 02/18/10 02/17/10 02/17/10 02/16/10 02/16/10 02/15/10 02/15/10 02/13/10 02/12/10 02/12/10 02/12/10 02/12/10 02/12/10 02/12/10 02/12/10 02/12/10 02/11/10 02/11/10 02/11/10 02/11/10 02/11/10 02/11/10 02/10/10 02/10/10 02/10/10 02/09/10 02/09/10 02/09/10 02/09/10 02/09/10 02/09/10 02/08/10 02/08/10 02/08/10 02/08/10 02/08/10 02/08/10 02/08/10 02/08/10 02/08/10 02/08/10 02/08/10 02/05/10 02/05/10 02/05/10 02/04/10 02/04/10 Buyer Edserv Softsystems Limited (NSEI:EDSERV) Alibris, Inc. Open Text Corp. (NasdaqGS:OTEX) Raytheon Co. (NYSE:RTN) Broadlane, Inc. ngmoco, Inc. High Amuse Limited VMw are, Inc. (NYSE:VMW) Iron Mountain Inc. (NYSE:IRM) Left Behind Games Inc. (OTCBB:LFBG) Advanced Media Publications, Inc. Geos Communications, Inc. (OTCBB:GCMI) Provident Capital Ventures Velocity Technology Solutions, LLC Gary Jonas Computing Ltd. Mohaw k Fine Papers, Inc. Futura Retail Solution AG Kaplan IT, Inc. TriTech Softw are Systems, Inc. GlobalLogic, Inc. Google Inc. (NasdaqGS:GOOG) Nuance Communications, Inc. (NasdaqGS:NUAN) RealPage, Inc. Mentor Graphics Corp. (NasdaqGS:MENT) Tivoli Systems, Inc. Winshuttle, Inc. Playtech Limited (AIM:PTEC) Cheetah Technologies, L.P. ANXeBusiness Corp. Nuance Communications, Inc. (NasdaqGS:NUAN) Solw are MAXIMUS, Inc. (NYSE:MMS) Accenture plc (NYSE:ACN) TLC IT Group Pty Ltd. Saltus Technologies, LLC Telenity Inc. Skyfire Labs, Inc. Trunkbow International Holdings, Ltd. Dell Inc. (NasdaqGS:DELL) Advanced Computer Softw are plc (AIM:ASW) Oracle Corp. (NasdaqGS:ORCL) VIZRT Ltd. (OB:VIZ) Quality Systems Inc. (NasdaqGS:QSII) Bentley Systems, Incorporated Bentley Systems, Incorporated Proofpoint, Inc. Autonomy Corp. plc (LSE:AU.) Thomson Reuters Corporation (TSX:TRI) MINDBODY, Inc. Calico Energy, Inc. Parametric Technology Corporation (NasdaqGS:PMTC) Dell Inc. (NasdaqGS:DELL) Healthcare Of Today, Inc. Zad Mobile, Inc. Enprise Solutions Ltd Synopsys Inc. (NasdaqGS:SNPS) Oracle Corp. (NasdaqGS:ORCL) Creative Realities, Inc. Civica Pty Limited SunGard Data Systems Inc. ICAP Group Holdings plc Intel Corporation (NasdaqGS:INTC) SuccessFactors, Inc. (NasdaqGM:SFSF) Sybase, Inc. (NYSE:SY) Seller Bridle Information and Technology Solutions Pvt. Ltd. Monsoon, Inc. Nstein Technologies Inc. (TSXV:EIN) Compucat Research Pty. Ltd. Symbio Solutions, Inc. Freeverse Corporation Raxco Assets Corp. RTO Softw are, Inc., RTO Discover, RTO PinPoint, and RTO Virtual Profiles Mimosa Systems, Inc. Digital Praise Inc. InfoWave Technologies, Inc. shoot it!, LLC Global Supply Chain Solutions, Inc. netASPx, Inc. Centaman Holdings Pty Ltd. LabPrints, Inc. medeas softw are ag Atlantic Link Limited Ortivus, Inc. Cubika Nextmail Corp. Language and Computing Inc. Domin-8 Enterprise Solutions, LLC Freescale Semiconductor Inc., Virtual Garage Intelliden Corporation Winshuttle (Deutschland) GmbH Virtue Fusion Ltd. Symmetricom, Inc., Video Quality of Experience Business ETSec, Inc. MacSpeech, Inc. ASC2i S.A.S. Deltaw are Systems, Inc. RiskControl Servios Ltda. Vigabyte Pty. Ltd. MacroSolve, Inc., digiTICKET Electronic Ticketing Product Line FreeSlate, Inc. Construia Kolbysoft Trunkbow Technologies, Inc. KACE Netw orks, Inc. COA Solutions Ltd. Convergin, Inc. Adactus AS Opus Healthcare Solutions, Inc. Enterprise Informatics Inc. (OTCPK:EINF) Exor Corporation Limited Everyone.net, Inc. MicroLink, LLC Aegis Softw are, Inc. ClientMagic Softw are Invaluable Technologies, Inc. Planet Metrics Inc. Exanet Ltd. Softw are Nemotec, S.L. Tall Umbrella, Inc. Emotive Communications, Inc. Very Impressive Softw are, MYOB EXO Business CoWare, Inc. AmberPoint, Inc. DOOHit Digital, LLC Management & Executive Softw are Pty Limited Inmatrix Technology Pty. Ltd. TriOptima AB Virtutech, Inc. Inform Business Impact Aleri, Inc.

Date 02/04/10 02/03/10 02/03/10 02/03/10 02/03/10 02/03/10 02/03/10 02/03/10 02/03/10 02/03/10 02/03/10 02/02/10 02/01/10 02/01/10 02/01/10 02/01/10 02/01/10 02/01/10 01/31/10 01/31/10 01/31/10 01/29/10 01/29/10 01/28/10 01/28/10 01/28/10 01/28/10 01/27/10 01/27/10 01/27/10 01/27/10 01/26/10 01/26/10 01/26/10 01/26/10 01/26/10 01/25/10 01/25/10 01/25/10 01/25/10 01/24/10 01/22/10 01/22/10 01/20/10 01/20/10 01/20/10 01/20/10 01/20/10 01/20/10 01/20/10 01/20/10 01/20/10 01/20/10 01/20/10 01/19/10 01/19/10 01/19/10 01/18/10 01/18/10 01/18/10 01/18/10 01/18/10 01/15/10 01/15/10 01/14/10 01/14/10 Buyer Verint Systems Inc. (OTCPK:VRNT) Grupo Linx SPT Group AS Option NV (ENXTBR:OPTI) QUALCOMM Inc. (NasdaqGS:QCOM) Gemalto NV (ENXTPA:GTO) Netw ork Equipment Technologies Inc. (NasdaqGM:NWK) First Derivatives plc (AIM:FDP) CJ Internet Corp. (KOSE:A037150) International Business Machines Corp. (NYSE:IBM) PGP Corporation NorthgateArinso UK Limited Access UK Ltd. HealthTech Holdings, Inc. Concerro, Incorporated Synopsys Inc. (NasdaqGS:SNPS) The Active Netw ork, Inc. Haemonetics Corp. (NYSE:HAE) Avid Technology Inc. (NasdaqGS:AVID) Citrix Online, Inc. Bhrosemand Commodities Pvt. Ltd. Ortec B.V. Barricode, Inc. (OTCBB:BCDI) Trimble Navigation Limited (NasdaqGS:TRMB) Informatica Corporation (NasdaqGS:INFA) Value Team S.p.A. Stratify, Inc. Good Technology, Inc. TransLogix Systems Pty Ltd. Sony Electronics, Inc. Solera Holdings Inc. (NYSE:SLH) Ipsw itch, Inc. Precious Metals Exchange Corp. (OTCPK:PRMX) Dentsu Holdings USA, Inc. Southw est Business Corporation Comcast Spectacor, LP CDC Softw are Corporation (NasdaqGM:CDCS) Cinnabar Ventures Inc. (OTCBB:CNBR) Harris Computer Systems, Inc. Objectif Lune, Inc. Kingdee International Softw are Group Co. Ltd. (SEHK:268) CustomCall Data Systems, Inc. Bally Technologies, Inc. (NYSE:BYI) Hosted Data Transaction Solutions Inc. (TSX:HDX) Novasys S.A. Auxitec Wuhan City Public Transportation Company Limited Ifbyphone, LLC New sGator Technologies, Inc. AtegoTM Mastek Ltd. (BSE:523704) Vista Equity Partners Hunt Global Resources, Inc. InterCall, Inc. Everleaf Gaming Limited JF Hillebrand UK Limited OpenLink Financial, Inc. SECIB SAS IRESS Market Technology Limited (ASX:IRE) Novi Management A/S Lace Mamba Global Cicero, Inc. (OTCBB:CICN) Pointstreak.com Inc. Williams & Gallagher, LLC; Grindstone Partners, LLC; D Partners Seller Iontas Ltd. Inter Commerce Technologies and Csi Comrcio Solues Inteligentes Ltda Neotechnology Consultants Ltd. iNEWiT Mango Technologies, Mobile User Interface Softw are and PC-Based UI Toolkit Valimo Wireless Oy Evangelyze Communications, SmartSIP Product Line Cognotec Holdings Ltd., Cognotec Ireland Ltd., and Cognotec Ltd. Seed9 Entertainment, Inc. Mango Technologies Pvt. Ltd. Initiate Systems, Inc. Chosen Security, Inc. Neller Pty Ltd. Select Softw are UK Ltd. MEDHOST, Inc. RES-Q Healthcare Systems, Inc. VaST Systems Technology Corporation Channel:1 Corporation Global Med Technologies Inc. (OTCBB:GLOB) Blue Order AG GoToManage Splash Media Works Ltd. (BSE:512048) BlueKaizen SA 2230354 Ontario Inc. Pondera Engineers, LLC Siperian, Inc. Net Solving Spa, Payment Systems Divisions and Cryptography Systems Legal Imaging Technologies, Inc. CloudSync, Inc. Transit Computer Systems Pty. Ltd. Convergent Media Systems Corporation Softw aresysteme GTLDATA GmbH Dorian Softw are Creations Inc. Gold Amigo, LLC Innovation Interactive Inc. Cognasys, LLC Paciolan, Inc. PeoplePoint Softw are Pty Ltd. YIPPY, Inc. Sylob S.A. SDS Softw are Inc. Edmond Research & Development BV Shenzhen Jiama Information System Co., Ltd. Concretio.com, Inc. Games4You, LLC Posera, Inc. Tridoo SAS Ipelium SARL Hubei E-Tong-Ka System Company Limited Cloudvox Tomoye Corporation Aonix North America, Inc. Kognitio Ltd., Data Migration Product Accruent, Inc. Tombstone Technologies, Inc. (OTCBB:TMCI) Stream57 LLC Universal Poker Netw ork ABV Logistics Ltd. SMARTsoft DictaPlus France SAS SENTRYi Pte. Ltd. Continia Softw are A/S Mamba Games Ltd. SOAdesk LLC STEVA Sports Softw are Inc. TelStar Hosted Call Center Solutions Inc.

Date 01/14/10 01/13/10 01/13/10 01/13/10 01/13/10 01/12/10 01/12/10 01/12/10 01/12/10 01/12/10 01/12/10 01/12/10 01/12/10 01/12/10 01/12/10 01/12/10 01/12/10 01/11/10 01/11/10 01/11/10 01/11/10 01/11/10 01/08/10 01/08/10 01/08/10 01/08/10 01/08/10 01/07/10 01/07/10 01/07/10 01/07/10 01/07/10 01/06/10 01/06/10 01/06/10 01/06/10 01/06/10 01/06/10 01/06/10 01/06/10 01/05/10 01/05/10 01/04/10 01/04/10 01/04/10 01/04/10 01/04/10 01/04/10 01/04/10 01/01/10 01/01/10 Buyer Versata Inc. Lincolnshire Management, Inc.; Delta Air Lines Inc. (NYSE:DAL); GTI Group LLC Progressive Technology Federal Systems, Inc. DL Softw are (ENXTPA:ALSDL) Business Recovery Services, Inc. Ericsson Telecomunicazioni S.p.A. iForem Inc. TrustWave Holdings, Inc. NIKSUN, Inc. WinSoft SA VMw are, Inc. (NYSE:VMW) Consumer Health Technologies, Inc. LearnForce Partners LLC Liaison Technologies, LLC Symantec Corporation (NasdaqGS:SYMC) Unica Corp. (NasdaqGM:UNCA) Visiant Pimsoft Srl Trade Me Ltd. Topcon Europe Positioning B.V. Triple Point Technology, Inc. TA Associates, Inc. CA, Inc. (NasdaqGS:CA) Jaded Pixel Technologies Inc. Cambridge Technology Enterprises Limited (BSE:532801) DIS Technology Holdings Bhd (KLSE:DISTECH) Progress Softw are Corp. (NasdaqGS:PRGS) Art Technology Group Inc. (NasdaqGM:ARTG) Akka Technologies (ENXTPA:AKA) SplashData, Inc. PAS Card AB Motorola Inc. (NYSE:MOT) Law son Softw are Americas, Inc. P&C Claims, Inc. Altantic Zeiser GmbH Iron Data Solutions, LLC Cahaya Kombinasi Sdn. Bhd. SeaChange International Inc. (NasdaqGM:SEAC) AdvancedMD Softw are, Inc. Intergraph Corporation Rogue Wave Softw are, Inc. Autodesk, Inc. (NasdaqGS:ADSK) Automatic Data Processing, Inc. (NasdaqGS:ADP) Elecsys International Corporation Critical Path, Inc. Sterling Infosystems, Inc. FX Alliance, LLC Thomson Reuters Corporation (TSX:TRI) EMC Corporation (NYSE:EMC) Callidus Softw are Inc. (NasdaqGM:CALD) Business Propulsion Systems, Inc. Seller PurchasingNet, Inc. Aerosim Technologies, Inc. LibLime, Inc. Juxta SA Open Solutions Inc., Flex Assets Gruppo Pride S.p.A. Enmoda Inc. BitArmor Systems, Inc. Sandstorm Enterprises, Inc. Algoba Systems, S.A. Zimbra, Inc. P+W Softw are, Inc. ExamForce, Inc. Advanced Data Exchange, Inc. Gideon Technologies, Inc. Pivotal Veracity, LLC OSIsoft, Sigmafine Data Reconciliation, Yield and Production Accounting Business BookIt Limited Roadw are B.V. Softmar Group S.A. eCircle AG Oblicore, Inc. MNDCreative, LLC Vox Holdings Inc. UniekSoft Solutions Sdn. Bhd. Savvion, Inc. InstantService, Inc. Real Fusio iambic, Inc. Identitech AB SecureMedia, Inc. Healthvision Inc. GenSource Corporation SOFHA GmbH Versa Systems Ltd. Portrade International Sdn Bhd VividLogic, Inc. PracticeOne, LLC COADE, Inc. Total View Technologies, Inc. 3am Solutions (UK) Limited, Dynamite VSP and Dynamite SIM DO2 Technologies, Inc. SensorCast, LLC ShoZu Ltd. Clydebuilt Solutions Limited Abso, Inc. Lava Trading, Inc. Discovery Logic, Inc. Archer Technologies LLC ACTEK, Inc. Resolver, Inc.
APPENDIX H: SELECT 2010 CORPORATE ANNOUNCEMENTS SEEKING SOFTWARE ACQUISITIONS

Com pany 1-800-Flow ers.com Inc. ActivIdentity Corporation Announcem ent Sum m aries David Siegel, Senior Vice President for strategy and corporate development at 1-800-Flow ers.com Inc. said, We w ere built through a combination of organic grow th and acquisitions. We have been and w ill continue to be aggressive in identifying and pursuing accretive acquisitions. ActivIdentity Corporation in a filing w ith the Securities and Exchange Commission said that the company w ill evaluate acquisition opportunities. The company said, We believe that our cash, cash equivalents, and short-term investments w ill be sufficient to satisfy our anticipated cash needs for w orking capital and capital expenditures for at least the next tw elve months. From time to time, in the ordinary course of business, w e may evaluate potential acquisitions of businesses, products, or technologies. A portion of our cash may be used to acquire or invest in complementary businesses, or to acquire products or to obtain the right to use complementary technologies. American Softw are Inc. held its earnings conference call. The company intends to look at acquisition opportunities. Mike Edenfield, COO of the company said: We have fully integrated Optiant into the Logility organization, and our sales force is now selling those products as w ell as the traditional products w e have alw ays had, and w e've generated some nice sales opportunities in our customer base and w ith new potential customers. We w ill continue to evaluate acquisition opportunities in the marketplace as that remains a key part of our grow th strategy. Ariba Inc. held its earnings conference call. The company intends to look at acquisition opportunities. When asked about acquisition opportunities, Bob Calderoni, Executive of the company said: Yes, so w e're looking for acquisitions to complement our organic business. Our priorities tend to be first and foremost subscription -- I should say recurring revenue businesses and the second being w e w ould prioritize supplier based revenue over buyer based revenue. Sort of like netw ork type revenues over softw are type revenue w ould be the priority. We'll do some softw are ones as w ell. We look at the types of companies that w e've been engaged in dialogue w ith and they tend to be in the $20 million to $50 million revenue range and for the most part private companies and, therefore, the purchase price is not going to be something that is a significant portion of our market cap. They'll be bite-sized deals and they'll be -- the timing of w hich is the hardest to predict. It's taken a little longer than I w anted to take but w e may get to a point w here w e can rattle off one or tw o of them pretty quickly once w e get through a few things. Art Technology Group Inc. (ATGI), w hich is planning to launch an Initial Public Offering by selling 25,000,000 common stock, is looking for acquisition opportunities. The company is planning to use the net proceeds from the offering for w orking capital and other general corporate purposes, including potential acquisitions. Baidu, Inc. is looking for acquisition opportunities. The company said that it is more open-minded to acquisitions than a year ago. "We are definitely more open-minded than a year ago w hen w e looked at (M&A) opportunities," Haoyu Shen, Baidu's senior vice president of business operations said at the summit. The companys focus of acquisitions or investments w ould be mostly Chinese companies. Baidu, Inc. continues looking for acquisitions. The firm is in talks w ith several companies, most of them Chinese, about possible merger and acquisition opportunities, Haoyu Shen, Baidu's Senior Vice President of Business Operations, told Dow Jones New sw ires. Baidu, Inc. continues looking for more acquisitions. Robin Li, Chief Executive of the firm said that it is increasingly keen on making strategic acquisitions even though it has not actively pursued them in recent years. We are alw ays open-minded on possible acquisition opportunities, Li said w ithout giving specific details. Li has said Baidu w ould consider acquisitions of companies that could help Baidu provide more content through its search engine. Li also said the company is w orking on a number of exciting projects to tap potential in the mobile search market, including something that w ill be revolutionary, but declined to say if Baidu w as w orking on a brow ser or an operating system. BGC Partners, Inc. BGC Partners Inc. held its earnings conference call. The company intends to look at acquisition opportunities. Graham Sadler, CFO of the company said: The Board has increased its stock repurchase authorization by $85 million to $100 million. Additionally, w e filed a $100 million shelf registration statement on Form S3 w ith the Securities and Exchange Commission. Besides general corporate purposes, including acquisitions, this registration, along w ith our share buyback authorization is designed s a planning device in order to facilitate the redemption process I've just described. How ard Lutnick, Chairman and CEO of the company said: We are alw ays looking to hire profitably and acquire accretive. And w e w ere -- w hile our stock w as at a low er multiple, it w as difficult for us to acquire small regional brokerage companies because they had not reset their expectations along w ith the market. As our Company continues to grow and succeed in our outperformance this quarter as a classic example, I think w e should be able to begin to acquire smaller regional brokerage companies accretive and you should expect us to do that over the course of the next year. So, w e think w e w ill be able to acquire accretive over the next year and profitably so, much as you've seen us do in Paris successfully and now , very successfully, obviously in Brazil, and w e expect to continue that process. Bitauto Holdings Limited has filed an IPO in the amount of $80.00 million. Bitauto plans to use the net proceeds of this offering for product development; for sales and marketing; and the balance for general corporate purposes, including w orking capital, approximately $3.0 million to pay a loan draw n from a revolving line of credit facility at an annual interest rate of 5.31% that w ill mature on April 29, 2011, and potential acquisitions, although the company have not identified any potential acquisition targets at this time. Blackboard Inc. said that it w ill buy Elluminate Inc. and Wimba Inc. for $116 million in cash. Blackboard said that it w ill use the acquisitions to form an education platform called Blackboard Collaborate. Bottomline Technologies Inc. continues to look for acquisitions. Tw o w eeks ago, the company sold additional stock on Wall Street and raised $60 million in capital, money that goes directly back into the company as funds for new acquisitions, Robert Eberle, CEO of the firm said. He said he believes that by keeping up w ith evolving technology and maintaining a customer-friendly culture, Bottomline w ill continue to be a leader in the field of business automation. Bottomline Technologies Inc. held its earnings conference call. The company intends to look at acquisition opportunities. Rob Eberle, President and CEO said: A number of the competitors w e had w ere acquired by providers of legal services. And really, the customer is the consumer of the legal services, not the law firm. So, if you're selling into law firms, this actually isn't that great a fit. And w e've seen some of those platforms struggle, and then w e've been able to w in customers. So, our grow th is coming from a couple places - insurance companies still coming on, second, w inning over organizations that have been on a platform but are now moving over to Bottomline, and then third, the corporate market. When asked if the company sees an opportunity to continue to consolidate that market. He said: Yeah, w e've done that once before. We acquired a number of years back in this space, and w e certainly are able to get acquisitions generally, and that certainly is space w e're attracted to, and w e'd be interested in acquisitions in that space. Bottomline Technologies held its earnings conference call. The company intends look at acquisition opportunities. Rob Eberle, President and Chief Executive Officer of the company said: Well, first off, it's alw ays hard to make any specific comments on acquisitions. What I'd tell you is that w e continually look at acquisitions. We think w e're pretty good at doing that. We've been very successful at doing that.
American Softw are, Inc.
Ariba Inc.
Art Technology Group Inc.
Baidu, Inc.
Bitauto Holdings Limited
Blackboard Inc. Bottomline Technologies Inc.
APPENDIX H: SELECT 2010 CORPORATE ANNOUNCEMENTS SEEKING SOFTWARE ACQUISITIONS (CONT.)

Com pany CA Technologies Announcem ent Sum m aries CA Technologies is mulling a major investment in emerging economies, w ith Brazil amongst those to be considered. It has reportedly created a fund of about $500 million and is on the lookout for mergers and acquisitions of technology companies that can bring in new technologies. CA Technologies plans to look for acquisitions. CA has earmarked $500 million globally for the current financial year for acquisitions. The company has a build-and-buy strategy. Sanket Atal, Senior Vice-President and General Manager of the firm said, We are open to acquisitions in any market. CA has been a leader in the IT management-as-a-service space. We are now accelerating our march into cloud. CA Inc. has to acquire 3Tera. The company stated that it is continuing "to aggressively expand its portfolio of solutions to manage cloud computing as part of an integrated information technology management program." Executives of the company it is likely to continue acquiring firms specializing in cloud computing, w hich has become a hot area for the information technology industry. Stephen Elliot, Vice President of strategy for CA said: "It'll be combination of organic development and acquisitions moving forw ard. We w ant to lead the cloud management space." CDC Corporation CDC Corporation announced that CDC Global Services, w hich reported adjusted EBITDA of $1.5 million, is looking at acquisitions. The company has been evaluating several potential acquisitions in the IT services industry in the cities of Shenzhen, Shanghai, Guangzhou and Beijing, CDC Corp said in a statement. CDC Softw are Corp held its earnings conference call. The company intends to make acquisitions. A company representative said: We reported solid operating cash flow of $12 million, and expanded our credit facility w ith Wells Fargo Capital to assist us in faster organic grow th, cross-sell expansion in emerging markets, and synergistic acquisitions. He added: Our back-office support and offshore R&D capabilities, our global services capability, along w ith our global sales-and-distribution netw ork offers compelling economies of scale, and high scalability as the Company grow s organically and through acquisitions. Monish Bahl, Companys SVP - Business Development and Mergers & Acquisitions said: We look at companies that are trading at -- w e look to acquire companies that w ill be trading at less than tw o times trailing 12-month recurring revenue and are accretive on Day One. So the bottom line is w e have a very robust pipeline, and w e're going to continue to be very strategic. And w e think it's a great time to be acquirers. CDC Softw are Corporation announced that, based on preliminary financial projections and estimates, the company expect double digit grow th in second quarter 2010 application sales. The company is looking for acquisition opportunities. Bruce Cameron, President of CDC Softw are said: Since the end of 2009, CDC Softw are has acquired four new SaaS companies, all of w hich are earnings accretive, and plans more acquisitions by the end of the year. Under Strategic Cloud Investment Program (SCIPP), CDC Softw are plans to make minority investments in, and form strategic reselling partnerships w ith, companies offering cloud-based or point solutions w hich complement its enterprise solutions portfolio. He added: Furthermore, w e believe w e are one of the first enterprise softw are companies w ith a SaaS rollup strategy, and w e plan to continue making more of these acquisitions by the end of the year that fit w ithin our evaluation criteria. CDC Softw are has solid cash on hand, and w ith our new Wells Fargo credit facility, w e believe w e have the flexibility to acquire larger scale SaaS companies if it is a good fit. Check Point Softw are Technologies Ltd. may seek for appropriate acquisitions. Gil Shw ed, Check Point founder, said that Check Point never had a strategy to buy rivals and its strategy is based on expanding the market. But it does have an eye out for potential acquisitions, and if it sees anything appropriate, it w ill buy, Shw ed added. Check Point Softw are Technologies Ltd reported 25% increase in revenue to $272 million for the fourth quarter. Chairman and Chief Executive of the company, Gil Shw ed stated that Check Point plans to make more acquisitions. The company had acquired Nokia's security appliance business last year. He said: "We w ill probably make one-to-tw o small purchases of technology a year." Check Point is also interested in acquiring companies. The company has $1.85 billion in cash and investments. Shares of the company rose by 3% to $34.17. China Finance Online Co. Ltd. held its earnings conference call. The company intends to look at acquisition opportunities. Jeff Wang, CFO of the company said: Well China Finance Online, really w e focus on our grow th, through the combination of organic grow th and also mergers and acquisitions. But w e actually manage our cash very carefully, very prudently. And w e really focus on -- if you look at our history of our performance in the past four or five years, w e -- our acquisitions are not focused on the short-term revenue earnings. We are focused on acquiring valuable assets to complement our strategic structure and also to complement our capabilities. That's actually -- our acquisitions of Stockstar and Genius, and also some other value -licenses in the past four or five years has demonstrated our track record of successfully acquiring and integrating these assets and capabilities. The Company has been constantly evaluating various opportunities to make strategic acquisitions. But just given the valuations of the Chinese companies right now , and the [right] choices are not actually plentiful. Cisco Systems Inc. plans to look at acquisition opportunities. CEO of the company, John Chambers believes the company can meet its goal of grow ing by 12% to 17% over the next few years, despite the prospect of a few more "bumps" in the economy. Cisco has about $40 billion in cash. Chief Financial Officer of the company, Frank Calderoni said the company w ill continue to spend on acquisitions, product development and stock buybacks. Cisco's shares w ere up 19 cents to $21.45. Cisco Systems, Inc. has acquisitions, joint ventures and start-ups on its list. Chief Globalization Officer and Executive Vice President at Cisco Services, Wim Elfrink said, We are looking at ten, tw enty start-ups in the company. We are looking at partnerships and joint ventures. As w e look to expand, w e are looking at a w hole lot of options including acquisitions. comScore, Inc. intends to look at acquisition opportunities. At Credit Suisse Group Global Services Conference, Ken Tarpey, CFO and SVP of the company said: Our balance sheet at the end of the year had almost $90 million cash on the balance sheet. As I mentioned, w e are using some of that for the ARS acquisition. These monies are either operating cash flow that w e've gotten over time as w ell as IPO proceeds from our IPO in July of 2007, w hich w e w ill continue to use for appropriate acquisitions. We look at acquisitions to fit into our product strategy and to be accretive to our business. Concur Technologies, Inc. said that it plans to offer $250 million w orth of convertible senior notes. Proceeds from the offering and w arrant transaction w ill be used for general corporate uses, such as possible acquisitions and strategic transactions. The company also plans to use some of the proceeds to pay for the convertible note hedge transaction. Constant Contact, Inc. held its earnings conference call. The company intends to make acquisitions. Gail Goodman, Chairman, President and CEO of the company said: We definitely feel like w e are in better shape this year to be doing that. We have a more robust multi-year product roadmap that is helping us target the right kinds of companies. One of the strengths w e added to the team during 2009 w as a corporate development resource, so w e have a more active pipeline. Obviously, w e don't comment on any specific deal flow . But w e are definitely looking to really expand our product range through acquisitions in 2010.
Check Point Softw are Technologies Ltd.
China Finance Online Co. Ltd.
Cisco Systems, Inc.
comScore, Inc.
Concur Technologies, Inc.
Constant Contact, Inc.

Com pany Announcem ent Sum m aries CSG Systems International Inc. CSG Systems International Inc. held its earnings conference call. The company plans to look at acquisition opportunities. Peter Kalan, CEO of the company said: First of all w e continue to believe that having a strong balance sheet is important in these times both because of the economic instability and w hat that provides as opportunities for us to think about how w e invest both from organic investment as w ell as acquisition investments because w e really do believe first and foremost that w e are in a position to grow the opportunities of this business and capabilities in the markets w e serve. So first and foremost w e are going to look to invest and acquisitions continue to be a viable means for that for us and w e are going to preserve a strong capital base for that. At the same time w e'll look at as a secondary measure w hat are the opportunities for us to really give us the best capital structure and w hether that means to take advantage of stock repurchases or debt repurchases, w e'll do that as w ell. But first and foremost is grow th in the w ay that w e really expand the opportunities of this business from a market and capabilities perspective. He added: Our goal is to do accretive transactions and that is our primary goal, but dependent upon w hat the aspects of the transaction may be, there could be situations w e w ould consider doing something that w ould be slightly dilutive on the front end, but could quickly drive to accretion. But those are tw o broad ranges and I am conceptual at this point, but w e have to keep our minds open because w e have a business that w e think can be added to and today w e don't alw ays like our valuation metrics that w e have for the strength of this underlying business that you outlined earlier. And so, w e'll look at things that can help optimize those valuation metrics and at the same time if w e can't get performance through that, and w e continue to have the strength of the balance sheet, w e have show n in the past our w illingness to return those monies to the shareholders through stock repurchases and that is something that w e'll continue to keep as an option and a priority for us absent the chance to grow the business from an acquisition perspective. CyberSource Corporation Cybersource Corporation held its earnings conference call. The company intends look at acquisition opportunities. Steve Pellizzer, CFO of the company said: Yes, so, w e do have sizeable cash balance. We have talked about repurchase plans in the past. We don't currently have an active plan, but that's an opportunity to repurchase shares of stock and w e also look at M&A opportunities. And w e have got often have meetings w ith investment bankers that are w alking us through the latest developments in the space. Obviously w e keep current on w hat is happening, and look at opportunities to potentially grow through acquisition. And so, those are the tw o areas I w ould say w e w ould focus on.
Deltek, Inc
Deltek, Inc announced last w eek that it plans to buy Maconomy. Kevin Parker, Deltek's President and Chief Executive said that the company is considering future acquisitions. There are a lot of things out there that are very attractive to us. We're alw ays looking for those things that w ork w ell w ithin our mission. Descartes Systems Group Inc. The Descartes Systems Group Inc held its earnings conference call. The company intends to look at acquisition opportunities. Art Mesher, CEO of the company said: We alw ays look to do acquisitions and you are correct that if you do the math, w e w ould have about almost $20 million left to spend. The good new s is that w e made all of our goals w ithout spending that $20 million. So I am not going to be in a hurry to go spend it. We have hit our targets w ithout spending that money. We w ould like to spend that money as long as w e do it prudently. But since w e are ahead of plan, w e kind of view it as putting time on our side and that is alw ays the best position to negotiate any deal from. So I think our behavior w ill continue to be more driven by getting the best opportunities for us. And as long as w e are ahead of plan, that probably somew hat impacts our urgency. It is sure better than being behind plan. But w e are an acquisitive company. We have numerous transactions that are in our pipeline. Our strategy hasn't changed at all. We are a buy-and-build company. We have had great cash flow generation. Our w orking capital compression on the acquisition has gone quite nice and there is some extra money in the bank and w e w ill continue to be prudent and make quality acquisitions w here the results can be seen in a w ay like w e have presented this quarter w here it becomes really clear that w e have a great situation going on. Digital River Inc. Digital River Inc. said that the company w ill continue to look for acquisition opportunities. Joel A. Ronning, Chief Executive Officer and Director of Digital River said, Another important grow th driver for us in 2010 w ill be acquisitions. Many of you have asked w hether acquisition strategy is in light of the Symantec announcement and our current cash balance. Our strategy continues to be the same as in previous years, w e look for opportunities to acquire products, services, contracts, or technologies that can help us expand our geographical footprint, our market opportunities, and product offerings. Well continue to prudent and methodical in our approach to evaluating new opportunities. eBay Inc. plans to look for acquisitions. While talking to the Wall Street Journal, John Donahoe, CEO of the firm mentioned that his company is open to acquisitions. eBay Inc. intends to make acquisitions in the Russian online retail market in order to maintain a foothold in the country. Chief Executive of the company, John Donahoe said: "If the right opportunity presents itself, w e w ill be open to acquisitions (in Russia)." John Donahoe said that Russia's e-commerce market is w orth $5 billion a year. He said: "Our goal ... is to have a small percentage of that ... The (Russian) market is at an exciting, but grow ing stage, and there is a lot of opportunity there." He added: "The Russian e-commerce market grew by more than 50% last year to $5 billion and can continue to do so for many years to come." eBay is concentrating on cross-border transactions, as they tend to provide higher revenue and gross margins compared to similar transactions w ithin a single country or market. Ebix Inc. reported record financial results for the second quarter of 2010 w ith revenue of $32.2 million. The company intends to look at acquisition opportunities. Ebixs Chairman, President and CEO, Robin Raina said: We believe that our cash can generate much higher returns for our shareholders, by investing in both new accretive acquisitions and organic grow th initiatives than through issuing dividends to our shareholders. Electronic Arts Inc. plans to look for acquisitions. The firm has $2 billion to spend on acquisitions, Chief Operating Officer of the firm, John Schappert said in an interview . Right now w e are pretty happy w ith how w e are positioned, he said. We have $2 billion in cash and no debt and that allow s the company to make acquisitions if it w ants to. Joe Tucci, the Chief Executive of EMC Corporation said that the company continues to look for small acquisitions, but w ould also look at bigger deals if the right one appeared. My strong, strong preference is to do a string of pearls and go after the smaller companies w ith leading technology, Mr. Tucci said. If the right bigger thing came along and I thought it w as incredibly accretive and w e had the ability to digest it relatively quickly I w ould look at it, he added. Areas of interest to Mr. Tucci include companies developing technology in data storage, security and virtualization -- softw are that makes data centers more flexible. When asked if EMC could be bought by a bigger company, Joe Tucci said, It's not w hat I think w ill happen. It w ould be a big check for anybody. Mr. Tucci said the company w ould continue to invest more in developing softw are that helps companies to manage and protect their vast troves of data. EMC Corporation has signaled the end of the recession by generating record first quarter revenues of $3.9 billion. The company is also on the lookout for acquisitions for itself and for VMw are, Inc. Chief Executive Officer, Joe Tucci said, "We are going to continue to buy companies both in VMw are and in EMC."
eBay Inc.
Ebix Inc.
Electronic Arts Inc.
EMC Corporation
eResearchTechnology, Inc.
eResearchTechnology, Inc. said that the company continues to look for acquisition opportunities. Mike Mckelvey, CEO of eResearchTechnology said, As you look at the latest guidance from the FDA in December 2008 on Type 2 diabetes drugs w here they need to do expanded analysis of the cardiac safety implications for Type 2 diabetes drugs is another example. We have attractive grow th strategies w ith opportunities for acquisitions. I think w e show ed that w ith the Covance acquisition. We had a healthy enough balance sheet w e could just w rite a check to do that. So, w e're continuing to look at other opportunities out there, w hether it is in the clinical trials space or w hat w e recently announced a couple w eeks ago is potential in the healthcare or the clinical care space.

Com pany Expedia Inc. Announcem ent Sum m aries Expedia Inc. said that the company is open to acquisitions in Europe and w ill pull the trigger if it spots the right opportunity. There has been speculation that it and other US firms are looking to buy UK online travel agencies. Expedia is in one of the strongest positions after raising $750 million from a bond issue this summer. Expedia Chief Executive, Dara Khosrow shahi said, We have a lot of cash. Were going to look at all the transactions out there and decide w hether w e w ant to go forw ard or not. That doesnt mean that w e w ont take an opportunity w hen w e see it, he said. We absolutely believe in scale. Europe, Asia and Latin America all of these markets are quite interesting to us, he added. Expedia Inc. said on May 26, 2010 that it w ill pump in $50 million in China by the end of 2011 and is looking for new acquisition targets in the latter half of this year. Expedia plans to gradually increase its investment in the Chinese market and does not rule out the possibility of purchasing other Chinese Internet enterprises, said Dara Khosrow shahi, Chief Executive Officer of Expedia. Dara Khosrow shahi, Chief Executive of Expedia Inc. told investors in the US that that the company is in the market for deals to grow its international advertising and media operations. We are looking for acquisitions in that area, but frankly there arent that many players of size left w eve bought them all! but there are some players in Europe and/or Asia that might be attractive so w ell continue to be opportunistic, he said. Fiserv, Inc. GigaMedia Ltd. Fiserv Inc reported net income of $118 million for the fourth quarter. The company stated that it has been scouting for acquisition opportunities. Shares of Fiserv w ere up 3% to $47.90. GigaMedia Limited held its earnings conference call. The company intends to look at acquisition opportunities. Thomas Hui, President and COO of the company said: We expect AVA to begin commercial services in the fourth quarter of 2010. To conclude, w e remain committed to building a leading Asian online game business. We expect to drive grow th both organically and via acquisition, and more than ever before, w e have the resources and financial flexibility necessary to expand our business regionally in Asia. Arthur Wang, CEO of the company said: We are continuing to invest in different game developers and different operating teams. The ultimate plan, how ever, is not to have duplicative or competing platforms, but to have single operating platforms fed by a w ide variety of game developers and content pipelines. So, that's ultimately w hat you'll see. For various reasons, w e may seek to use M&A or other means to expand the breadth and depth of our platform, and so, w e are definitely considering acquisition of other platforms or the joining of different platforms together. VP of geographic and local services at Google Inc., Marissa Mayer said that the company is looking for multiple acquisitions, in order to boost its locationbased ad propositions. She said that Google w ould be on the acquisition trail in 2011. Ms. Mayer stated, We're on track for almost an acquisition a w eek. We're trying to build a virtual mirror to the w orld at all times. Google Inc. plans to move ahead w ith more acquisitions and is likely buy more companies about the size of YouTube and DoubleClick. The w orld changes really quickly, and companies that w ere small tw o years ago are huge today, David Law ee, vice president of corporate development at Google. It w ouldnt surprise me to see more large opportunities for us, he added. When asked if Google w ould buy more companies of the size of YouTube and DoubleClick, Law ee said, Yes. Google Inc. is scouting the Danish market for possible takeovers after having made several acquisitions in the Nordic region in recent years. Company Executive Anhil Hansjee has stated that the focus lies on finding expertise, smart solutions or patented technology that Google itself can use to develop new products. He emphasized that there are many competent professionals in the Nordic region because of good schools and Universities as w ell as major technology firms including Ericsson and Nokia and this has created a good market for takeovers. Healthstream Inc. HealthStream, Inc. may look at acquisitions. We believe that our existing cash and cash equivalents, restricted cash, related interest receivable, cash generated from operations, and available borrow ings under our revolving credit facility w ill be sufficient to meet anticipated cash needs for w orking capital, new product development and capital expenditures for at least the next 12 months. As part of our grow th strategy, w e review possible acquisitions that complement our products and services. We anticipate that future acquisitions, if any, w ould be effected through a combination of stock and cash consideration, the company said in its 10-Q filing. IAC/InterActiveCorp. plans to look for acquisitions. The company said it repurchased 6 million common shares at an average price of $22.82 per share. Barry Diller, Chief of the firm in an interview in June, said that valuations had kept him from doing any large acquisitions over the past tw o years, and that he w ould continue to use IACs cash to buy back stock. On a conference call w ith investors, Diller said he still does not anticipate pursuing anything other than small tuck-in acquisitions. We dont see any acquisitions out there of any size, Diller said. Nothing has happened that has gotten our appetites enlarged. Imergent Inc. reported financial results for its first quarter ended March 31, 2010 w ith net income of $123,000. The company intends to look at acquisition opportunities. Steven G. Mihaylo, Chief Executive Officer of the company said: "We recently acquired a small boutique SEO firm w ith an office in New York. This acquisition provides us w ith an additional sales office in a major city and expands our online marketing services capabilities. We have completed assimilating their technology, sales and support into Crexendo. We w ill continue to seek accretive and opportunistic acquisitions to manage Crexendo's grow th and improve its products and services." InfoSpace Inc., w hich has no debt and 227 million in cash on the books, is scouting for acquisition opportunities. InfoSpace Inc. plans to make acquisitions. The firm forecast net income betw een $500,000 and $1.5 million, in the range of a penny to 4 cents a share for the third quarter, w ith revenue betw een $61 million and $65 million. Will Lansing, President and Chief Executive Officer of InfoSpace said, Additionally, w e are pleased w ith the performance of our recent acquisitions of Mercantila and Make The Web Better and w e continue to look for strategic opportunities to increase shareholder value. InsWeb Corp.s Chairman and Chief Executive Officer, Hussein Enan has said that now since the companys business model has stabilized, it w ill explore additional opportunities to accelerate grow th, w hich may involve acquisitions, provided they are expected to be quickly accretive." Internet Brands, Inc. plans to look for acquisitions. Robert N. Brisco, CEO of Internet Brands said, We continue to add to our organic grow th rate by making highly accretive acquisitions that fit onto our platform. Id like to briefly discuss tw o recent acquisitions that w ere just terrific. The first is ExpertHub. Internet Brands, Inc. reported financial results for the fourth quarter and full year ended December 31, 2009. The company reported revenues of $27.7 million for the fourth quarter. The company intends to look at acquisition opportunities. Bob Brisco, CEO of Internet Brands said: "We believe our advertising revenues w ill continue to outperform the industry in 2010 due to the strong results w e generate for our more than 40,000 vertical market advertisers." He added: "We also expect to continue to expand our audience reach through a combination of highly accretive acquisitions and through organic grow th initiatives that are building our content, grow ing our communities, and strengthening our brands."
Google Inc.
IAC/InterActiveCorp.
Imergent Inc.
InfoSpace Inc.
InsWeb Corp. Internet Brands, Inc.

Announcem ent Sum m aries Intuit Inc. is aiming to get more than 75% of sales from Web-based services and softw are by 2015. To do that, the company plans to continue a run of Internet acquisitions. Chief Executive Officer, Brad Smith declined to say how much of Intuit's $1.93 billion in cash and short-term investments he plans to spend on acquisitions. We're diversifying constantly looking for things w e can bring to our customers," said Grieg Coppe, head of Intuit's acquisition efforts. JDA Softw are Group Inc. JDA Softw are Group Inc. plans to make acquisitions. The firm said that it had a strong cash flow from operations of $16 million giving rise to total of $96.5 million in cash flow from operations in 2009. This fuels ability to drive strategy of grow th through acquisitions. Keynote Systems Inc. Keynote Systems Inc has named Curtis Smith as Chief Financial Officer of the company. The company is looking for potential acquisition opportunities. Umang Gupta, Chairman and CEO of the company said: "Curtis w ill be a great asset to our company as w e drive organic revenue grow th from our Mobile and Internet business and also evaluate any potential acquisition opportunities. I w ould also like to thank Drew Hamer for his five years of service to Keynote and w ish him the very best as he returns to private company endeavors." Longtop Financial Technologies Longtop Financial Technologies Limited its earnings conference call. The company intends to make acquisitions. Weizhou Lian, CEO of the company said: Limited Given the high profitability of our standardized solutions w e w ant to try and synergize as many applications and processes as possible to keep our synergized revenue at 30% to 35% of our total 2011 softw are revenue. On the M&A side, w e continue to be actively looking at a number of acquisitions and our focus is still in the Fintech vertical. LoopNet, Inc. LoopNet Inc. held its earnings conference call. The company stated that it w ill continue to explore new potential acquisitions. LoopNet, Inc. held its earnings conference call. The company intends to make acquisitions. Rich Boyle, CEO and Chairman of the company said: In reverse order, w e're definitely looking for acquisitions as w ell. The BizQuest w e just announced, w e're excited about, although it is relatively small. We have an appetite to do more. That said w e have been w orking very hard to maintain our discipline as w e do that. So w e w ill be continuing to look at those pretty carefully. We do have an appetite to do more acquisitions. In terms of the returns for one of these investments, w e absolutely feel that in a long-eternal aggregate sense, there is no question that they're going to have very strong returns. The specific w ay w e look at it really does vary on an investment by investment basis. MakeMusic Inc. plans to look for acquisitions. Jeff Koch, Interim Chief Executive Officer of the firm said, We are pleased to announce a $10 million share repurchase plan. This plan demonstrates our commitment to maximizing shareholder value and continues our goal to maintain a balanced approach to returning capital to shareholders w hile preserving financial flexibility to invest in potential acquisitions and internal grow th initiatives. Manhattan Associates Inc. reported license revenues of $9.0 million in the first half of 2009. The company intends to look at acquisition opportunities. The company stated: In 2010, w e anticipate that our priorities for the use of cash w ill be similar to prior years, w ith our first priority being continued investment in product development and profitably grow ing our business to extend our market leadership. We w ill continue to evaluate acquisition opportunities that are complementary to our product footprint and technology direction. We w ill also continue to w eigh our share repurchase options against cash for acquisitions and investing in the business. Chief Executive of McAfee, Inc., David DeWalt said that the company is planning to buy three to four firms every year. He said, We've been very constantly acquiring companies the last few years. We'll continue to do that. We see small- and medium-sized acquisitions as the perfect scenario for us. Additionally, he stated, Not risky acquisitions. Technology oriented acquisitions all over the w orld. ModusLink Global Solutions, Inc. on March 9, 2010 reported financial results for its second quarter of fiscal year 2010 ended January 31, 2010. The company reported net revenue of $235.5 million, a decrease of 9.6% compared to the second quarter of fiscal 2009. Steven G. Crane, Chief Financial Officer of ModusLink Global Solutions said, Our continued focus on cost management and w orking capital efficiency has resulted in the generation of strong free cash flow from operations. We continue to maintain a robust and liquid balance sheet that serves as a strong foundation to support future grow th and strategic acquisitions. MSCI Inc. plans to look for acquisitions. MSCI, w hich has acquired RiskMetrics and Measurerisk since March, said it is actively looking for more acquisitions as an extension to its current product line. NetApp, Inc. w ould consider making a $1 billion or higher acquisition under the right circumstances, Tom Georgens, Chief Executive of the firm said. He added that NetApp is constantly looking at possible targets, both large and small, and that it is more interested in softw are and data-center management companies than in hardw are. It doesn't mean I w ouldn't buy another storage product, but I'd be very, very careful to buy a storage product that doesn't overlap substantially w ith the things w e do, Georgens said. If it w as overlapping, then the only reason to buy it is to generate near-term grow th, and clearly that's not high on our agenda right now . We're not going to use the assets of the company to generate near-term grow th. NetEase.com Inc. has said that it may acquire companies to expand its Internet search business. If an acquisition can help the development of our search business, then w hy not go for it, NetEase Chief Executive Officer William Ding said. The company w ill also consider acquisitions beyond Web search, he said. NetScout Systems Inc. is looking at acquisitions in diverse areas. Anil Singhal, NetScout Systems, Inc. - Founder, President, CEO and Chairman said that, I think I w ould say that most of the areas w e are w orking very hard in, but w e must still do some things to accelerate our business. As an example, for the service provider side, w e have been focusing more on the data services. But there are opportunities in the voice area. And so w e might look into some companies in that area. NICE Systems Ltd held its earnings conference call. The company intends to look at acquisition opportunities. Zeevi Bregman, President and CEO of the company said: The prime usage that w e believe w e should use our cash is for acquisitions. And w e are actively looking at acquisitions and w e have prospects and w e have -- w e are actively looking at this space. And actually, w e have a very good record of acquiring companies and integrating them w ithin our business, and w e are going to continue to do so. NICE Systems Ltd. said that the company w ill continue to look for acquisitions. NICE Systems posted second-quarter net profit excluding one-off items of $26.5 million, or 41 cents per diluted share, compared w ith profit of $22.1 million, or 36 cents a share, a year earlier. Dafna Gruber, NICE Systems Chief Financial Officer, said that w ith cash of $596 million and no debts, w e continue to see acquisitions as a grow th driver...We w ill continue to use part of our cash to finance future acquisitions and grow th of the business. Nuance Communications Inc. held its earnings conference call. The company intends to make acquisitions. Paul Ricci, Chairman and CEO of the company said: Well, Nuance has alw ays been quite active in evaluating potential acquisitions, and that remains true. I think, generally speaking, the pace at w hich w e do acquisitions, other than very small acquisitions, has slow ed somew hat in the last couple years. I don't have any immediate reason to think that is going to change. We remain interested in acquisitions, but w e are careful buyers, and there is enough change in asset prices going on in the market that it is not necessarily that easy to come to closure betw een buyer and seller on w hat a fair price is, and so w e remain cautious about that. I don't think that that factor is influenced by the improvements in organic grow th. Omnicell Inc. updated about companys plans to use cash reserve. The cash that w e have accumulated w e intend to use to expand our product line, and that w ould be primarily through acquisition. And w e still have a team that is looking at a good pipeline of acquisitions, so w e do expect to use that w ithin the foreseeable future, said Rob Seim CFO of the company. Com pany Intuit Inc.
MakeMusic Inc.
Manhattan Associates, Inc.
McAfee, Inc.
ModusLink Global Solutions, Inc.
MSCI Inc. NetApp, Inc.
NetEase.com, Inc.
NetScout Systems Inc.
NICE Systems Ltd.
Nuance Communications, Inc.
Omnicell Inc.
APPENDIX H: SELECT 2010 CORPORATE ANNOUNCEMENTS SEEKING SOFTWARE ACQUISITIONS (CONT)

Com pany Open Text Corp. Announcem ent Sum m aries The CEO of Open Text Corp., John Shackleton said that the company is in talks on multiple acquisitions to gain new technology, w ith plans to expend as much as $500 million. You w ill certainly see some small tuck-unders happen and be announced in the very near future, Shackleton said in a phone interview . A larger one -- its not in the near future, but its certainly there. Its certainly in the w orks. He refused to divulge the name of targets or the types of firms being pursued. Open Text may use the acquisitions to strengthen its presence in new markets, Shackleton said. He added that the smaller deals w ill probably be in North America and Europe, w hile a larger acquisition may be of a global company that has a presence in some emerging markets, like Vignette. Open Text Corp. said that the company has a healthy pipeline of acquisition opportunities. John Shackelton, President, Chief Executive Officer and Director of Open Text said, So really w hat w ere looking at is in the traditional document management, etc. it might be more of a regional type thing w here w e might look to increase our footprint in Asia Pac or in Europe, there are certain areas w here w e need more professional services, actually in Canada also w e need more professional services to help our customers implement our products on a more timely basis so that w ould be one. Oracle Corp. Larry Ellison, Chief Executive Officer of Oracle Corp. said that the company is looking to purchase semiconductor companies and makers of industryspecific softw are. Youre going to see us buying chip companies, Ellison, said on September 23, 2010 at Oracles annual meeting in San Francisco. An Analyst speculated that the potential targets could include AMD, IBMs chip division and Nvidia Corp. Drew Prairie, a spokesman AMD, said the company doesnt comment on rumors or speculation. Hector Marinez, a spokesman for Nvidia, also declined to comment. Lori Bosio, a representative of IBM, didnt return messages left after business hours. Oracle also plans to buy more makers of softw are focused on certain industries, Ellison said. By zeroing in on specific areas, the company aims to stand out from rivals such as SAP AG. Charles Phillips, President of Oracle Corp. said that the firm w ill spend $70 billion in acquisitions over the next five years. He said, It's early in the game, and there's plenty left to do. Phillips said the company w ould move into adjacent areas, including content. In response to pointed questions about w hether Oracle has Salesforce.com (CRM) its sights, Phillips said there are no plans to buy them. Oracle Corp. plans to make acquisitions. Larry Ellison, CEO of the firm plans look for more acquisitions. He said, You w ill see us make acquisitions in almost every area. Maybe not so much database anymore, though even around the peripheries of the database. You w ill see us make acquisitions in storage, netw orking, all sorts of low -level softw are management tools and applications in a great variety of industries. He noted, I think there might be a little bit technology w e have to buy. On the IBM side no. I think w e have all the pieces to beat IBM in high-end servers. We might have to make some technology, but not business, acquisitions to beat EMC.
PCTEL, Inc.
PCTEL, Inc. is looking for acquisitions. PCTEL Chairman and CEO, Marty Singer said, "We believe that PCTEL has a strong future and that w e have an unusual opportunity to invest directly in our company. Ultimately, how ever, our goal is to invest in the grow th of our business and to expand through acquisition and organic investment. Over the past 18 months, w e have acquired four assets and w e intend to evaluate other opportunities." Marty Singer, the Chairman & CEO of PCTEL, Inc., said in a conference call, w hen asked about acquisitions, We've completely integrated the Wi-Sys GPS antennas into our product line. They are not called Wi-Sys, they are called PCTEL; and GPS is an area that w e w ant to expand, both organically and through acquisition. We are very active. We're looking at a number of possibilities, and w e hope to be able to take advantage of this market to close on some attractive opportunities. Perfect World Co., Ltd. plans to look for acquisitions. Mr. Michael Chi, Chairman and Chief Executive Officer of Perfect World said, Acquiring companies that are complementary to our core business remains a large part of our grow th strategy. We continue to see much potential in the broader entertainment industry in China and believe that our further involvement in this industry w ill lead to future benefits to our core business through content generation and co-promotion. As a part of this strategy, one of our controlled entities, Beijing Perfect World Cultural Communication Co., Ltd., recently signed agreements to invest in Beijing Xinbaoyuan Movie & TV Investment Co., Ltd. and Shanghai Baohong Entertainment & Media Co., Ltd. and take majority stakes in these companies. Both of these companies are engaged in the film and television production and distribution business. We are excited to w ork together w ith such a reputable team to further the development of the entertainment industry in China. With the continued rise of the number of internet users in China, w e believe there are vast opportunities for the strongest players in the online game industry. As w e continue to strengthen our platform by investing in R&D and expanding through acquisitions, w e have experienced some added pressure on margin and temporary fluctuations in our results. How ever, w e believe this is a necessary step for the long-term benefit of our Company and remain confident in our ability to sustain grow th w ith our strong development and operation team, stable portfolio of existing games, and exciting pipeline. Phoenix Technologies Ltd. may look at acquisitions. Although w e have no current plans, commitments or agreements w ith respect to any acquisitions, w e expect to continue to evaluate possible acquisitions of, or strategic investments in, businesses, products and technologies that are complementary to our business, w hich may require the use of cash, the company said in its 10-Q filing. priceline.com Incorporated reported net income of $78.5 million for the fourth quarter. Chief Executive Officer of the company, Jeffery Boyd said that it is not seeing much impact from the credit concerns in Europe or the currencys decline. He said: Our business performed w ell throughout 2009. Theres still a shift in travel booking from offline to online, and leisure travel stayed strong. The company has no plans to pay a dividend. He stated that priceline.com may utilize its cash for acquisitions. Progress Softw are Corp. held its earnings conference call. The company may look at acquisition opportunities. Rick Reidy, President and CEO of the company said: We'd be looking at -- for any technology gaps w ould be looking at partnerships. As w ell as potential acquisitions but those w ould be tuckins and those w ould be simply a buy or build decision at that point. So largely, if w e w ere going to do a bigger acquisition it w ould be to enhance our RPM story and strategy but in a financially sound w ay. Progress Softw are Corp. plans to look for acquisitions. Rob Levy, executive vice-president and chief product officer of the firm said that the firm is looking for extension of the RPM suite next year, either through acquisitions or building new versions in-house. As the chief product officer, I alw ays look for acquisitions. We w ill start talking about RPMs Version-II beginning next year w hen w e w ill think about w hat technology w e need to acquire, Levy said, adding India w as a market w ith a lot of technologies and many opportunities for acquisitions. PROS Holdings Inc. held its earnings conference call. The company intends to look at acquisition opportunities. Charlie Murphy, Chairman, CEO and President of the company said: Estimated expenses assumed in the guidance w e are providing for the third quarter is approximately $16.4 million. We believe these planned investments w ill up-drive organic revenue grow th. At the same time, our long-term grow th could also be supported by acquisitions considering our strong cash position of $60.8 million. While w e have no specific activity to announce at this time, w e have and w ill consider acquisitions that support our long-term objectives.
Perfect World Co., Ltd.
Phoenix Technologies Ltd.
priceline.com Incorporated
Progress Softw are Corp.
PROS Holdings, Inc.

Com pany Quest Softw are Inc. Announcem ent Sum m aries Quest Softw are Inc. continues looking for acquisitions. Doug Garn, Chief Executive of the firm said that Quest Softw are is actively looking for acquisitions in Europe and expects to make several deals in the near-term. The firm added that it is looking to spend the $300 million cash it has generated in Europe rather than exporting the money to the United States at an exorbitant tax rate. With a high degree of confidence I can tell you w e w ill be buying more companies in Europe in the coming 12 months, he noted. It is good to invest some money back in the region you make your money. Garn said acquisitions w ould be at the heart of the California-based company's grow th strategy. Most of our dollars w e w ill be spending tow ards acquisitions. Our target is to spend betw een $1.2 billion and $1.5 billion on acquisitions over the next 5 years, he said. He said acquisitions are a necessity for the company. The next hurdle is to get to $1 billion - $1.5 billion. We have a lot of great internal strategies but w e also have to filter in that acquisitions w ill help to make that reality, Garn added. RealPage, Inc., w hich is expecting sale of up to $150 million of stock in an IPO, is looking for acquisitions. The company intends to use the proceeds for debt repayment and funding possible acquisitions of businesses and technologies. Red Hat, Inc. plans to look for acquisitions. Charlie Peters, Chief Financial Officer of the firm said that it is on the prow l for acquisitions of companies w ith complementary technology. Jim Whitehurst, CEO of the firm said that Red Hat is sitting on $1.05 billion in cash, and the company continues to invest very heavily for the future. Rightnow Technologies Inc. plans to look for acquisitions. The firm announced plans to sell at least $125 million of 20-year convertible senior notes, raising capital for potential purposes including acquisitions. RiskMetrics Group Inc reported 2% decrease in revenue at its risk management business in the fourth quarter. The company intends to look at acquisition opportunities. Chief Executive of the company, Ethan Berman said that the company w ill explore opportunities for acquisition in the risk space to strengthen its position. RiskMetrics expects to report revenue of $315 million to $325 million in 2010. Salesforce.com plans to look for acquisitions. The firm reported net income of 13 cents a share on revenue of $376.8 million, up 24% from a year ago. The company said non-GAAP earnings w ere 30 cents a share. The company also said that it anticipates closing tw o small technology-related asset acquisitions in the second quarter. SAP AG did not rule out further acquisitions, though purchases w ould be smaller than the recent takeover of Sybase Inc., WirtschaftsWoche reported, citing an interview w ith the SAPs Co-Chief Executive Officer, Jim Hagemann Snabe. Takeovers are an important part of our strategy, Snabe w as cited as saying in an e-mailed preview of a report to be published in WirtschaftsWoche. SAP isnt planning a takeover in the magnitude of Sybase soon, Snabe said, according to WirtschaftsWoche. SAP AG, w hich has recently acquired Sybase, is reportedly looking for more strategic acquisitions. Likely focus areas could be IaaS, PaaS and Enterprise Content Management, Die Welt reported. Jim Hagemann Snabe, the Co-Chief Executive of SAP, told Die Welt that strategic acquisitions remain part of the strategy after the Sybase deal, but added that one should not expect a string of takeovers similar to the mentioned recent deal. SAP could look at firms in the hosted cloud infrastructure space cherry picking Infrastructure-as-a-Service (IaaS) and Platform-as-a-Service (PaaS) companies. Jim Hagemann Snabe, co-CEO OF SAP AG said that the firm is on the lookout for acquisitions, including big ones. To enhance our market position even more, w e continue to search for acquisitions to provide us w ith innovative functionality and softw are to complement, enhance, and round out our industry, product, and technology offerings, he said. We are also open to larger acquisitions, if it means more value for our customers and shareholders. SAP AG is looking at acquisitions. CEO of local IT services and solutions integrator Resource, Gilmar Baristela said, "We are considering small acquisitions. For example, if w e see a client trying to consolidate its contracts among four or six providers. We have the structure and the size, so w e'll qualify. But, SeaChange International Inc. is looking for acquisition opportunities. The company stated, We actively review potential acquisitions that w ould complement our existing product offerings, enhance our technical capabilities or expand our marketing and sales presence. Simulations Plus Inc. plans to look for acquisitions. The firm reported financial results for its third quarter of fiscal year 2010 ended May 31, 2010. Consolidated revenues increased 14.9% to record $3.1 million from $2.7 million. Walt Woltosz, Chairman and Chief Executive Officer of the firm said, We continue to receive consulting contracts at a steady pace that serve as evidence of our w orld-class expertise in absorption and pharmacokinetics. And our search for accretive acquisitions and for talented staff to expand our Life Sciences and Marketing and Sales teams is ongoing. Simulations Plus, Inc. reported financial results for its second quarter of fiscal year 2010 ended February 28, 2010. Consolidated revenues increased 20.1% to $2.95 million from $2.46 million. The revenue for pharmaceutical softw are and services w as up 25.2% to $2.23 million from $1.78 million. Walt Woltosz, Chairman and Chief Executive Officer of Simulations Plus, said: "These results represent a new record second quarter and first six months for both revenues and earnings. Shareholder equity grew once again, to $11.5 million from $10.6 million at the beginning of the fiscal year. Cash flow remains strong w ith no debt. We continue seeking accretive acquisitions. Sina Corp. Sina Corp. is seeking acquisitions. Charles Chao, CEO of the firm said that Sina continues to seek acquisitions and investments in e-commerce, gaming and the mobile sector but had no announcements for the near future. He added, We believe the higher than normal P/E ratio created by the initial IPOs on China's new ly introduced stock exchange for SMEs has temporarily created a bubble in China's TMT market, so w e are becoming more cautious on our investment decisions.
RealPage, Inc. Red Hat, Inc.
Rightnow Technologies Inc. RiskMetrics Group, Inc.
Salesforce.com
SAP AG
SeaChange International Inc. Simulations Plus Inc.
Sina Corp. reported fourth-quarter net income of $372.1 million. The company intends to look at acquisition opportunities. Chief Executive of the company, Charles Chao stated that Sina intends to use its cash for acquisitions in online games and other areas to promote revenue grow th and diversification and enhance product and user technology. Sohu.com Inc. Sohu.com Inc w as planning to make a small acquisition in the w ireless internet field. Chairman and CEO of the company, Charles Zhang said: "We're not looking at any acquisitions, but maybe just a small one. SoundBite Communications, Inc. SoundBite Communications Inc. held its earnings conference call. The company intends to look at acquisition opportunities. Jim Milton, President and CEO of the company said: The strategic groundw ork w e've laid gives us a solid foundation to explore opportunities that could help accelerate our internal grow th. Whether w e decide to selectively pursue acquiring businesses or technologies that w ill expand our service or provide access to new markets or clients, w e are now in a much better position to consider acquisitions and other corporate initiatives. This has become a core piece of our grow th strategy now that w e have the operational foundation in place, a complete understanding of the market, and a strategic vision of w here w e w ant to take the business. SuccessFactors, Inc. SuccessFactors Inc. has acquired CubeTree. The company reported a loss of $4.6 million. The company stated that it continues to look for selective acquisition opportunities to further its technology, create resell able high margin content and expand its geographic presence. Symantec Corporation Symantec Corporation is looking for acquisitions in India. Vice President, Asia South Region, Eric Hoh said that the company plans to focus on expanding its base through strategic acquisitions. He said, "India is an important destination for us. We are looking at acquisitions all the time and w e w ill certainly w ant to acquire as many companies. We w ill be investing heavily in India to expand our presence in terms of IPs, sales offices, R&D units and increasing our w orkforce."

Com pany Synopsys Inc. Announcem ent Sum m aries Synopsys Inc. plans to make acquisitions. Chi-Foon Chan, Synopsys Global President and Chief Operating Officer said, I think w e have lined up some acquisitions as w e are very excited about this market. India is a good place to acquire talent. Though w e dont specifically say it, w e are consciously looking at acquisitions. How ever, I cannot name the companies. Actually, it is good new s for India. If w e w ant to recruit another 100 people in India, w e know how to do it organically. How ever, w henever w e merge, it is for technologies. India has a very strong engineering base and w e are quite optimistic that something (an acquisition) w ill happen here. Taleo Corp. reported net income of $4.6 million for the fourth quarter. The company has more than $244 million in cash. The company stated that it w ould continue to look at acquisitions. The Knot, Inc. reported financial results for the fourth quarter and year ended December 31, 2009. For the fourth quarter ended December 31, 2009, the company reported net revenue of $25.1 million. The company intends to look at acquisition opportunities. John Mueller, Chief Financial Officer of the company said: "Our ecommerce acquisition and national online advertising drove revenue grow th in the fourth quarter w hile expenses leveled out in 2009 as expected. We continue to look for opportunities to acquire businesses that leverage core assets, including our w idely recognized life stage brands, loyal consumer audience, nimble local sales infrastructure, and proprietary registry-related patents and technology." ValueClick, Inc. plans to look for more acquisitions. The firm posted second-quarter results. For the second quarter, ValueClick earned $12 million, or 15 cents a share, compared w ith $14.9 million, or 17 cents a share, a year ago. Analysts w ere expecting earnings of 12 cents a share. Revenue dipped 4 percent to $99.6 million, but beat analysts' estimate of $96.9 million. ValueClick recently acquired Investopedia.com. I am confident that w e can accelerate this grow th in the second half of the year, w hile continuing to look for high quality acquisitions like Investopedia..., Chief Executive of the firm, Jim Zarley said in a statement. Vistaprint N.V. said that the company is looking for acquisition opportunities. Robert Keane, President and CEO of Vistaprint said, So, w e maintain the same acquisition strategy, as w e alw ays have had w hich is w e alw ays are considering acquisitions but w e are very, very prudent about them because w e really w ant to ensure that it adds value to us as a buyer, not just to the selling party. And I think, w e have a great deal of prudence because a lot of acquisitions don't w ork out for the acquiring party. So, w e consider them, this is the first time in a long time since w e have been a private, w ell before w e w ent public that w e've completed a transaction. But w e w ill continue to consider them in the future. We still believe that acquisitions are not likely to make up a significant portion of our future revenue grow th. We have alw ays said w e w ill not rule small tuck-in acquisitions and it's certainly possible. But the acquisition strategy remains the same. Paul Maritz, Chief Executive Officer of VMw are, Inc. said that the firm aims to raise the proportion of sales outside the United States by more than 10 percentage points in the next five years. He added that VMw are is likely to keep seeking small acquisitions of promising technology companies to ensure w e're prepared to make sure w e have the technology w e need. Workstream Inc. may look for acquisitions. The firm announced expansion of its management, appointment of a new Board of Directors, new capital structure and additional capital for the human capital technology, softw are and services company. The changes are expected to result in grow th of the business and the introduction of additional products as w ell as to set a course for possible future acquisitions. Rich Riley, Senior Vice-President and Managing Director for Yahoo! Inc. Europe, Middle East and Africa said that the company may make more acquisitions in Middle East. Riley said the company is also open to the possibility of more acquisitions in the Middle East. "Yahoo is alw ays opportunistic about looking for acquisitions," he said. "We have a strategy in the Middle East that is not contingent on any additional acquisitions, but w e alw ays have our radar on for something that makes sense, he added. Yahoo! Inc. is looking for acquisition targets in India. Carol Bartz, Chief Executive Officer of Yahoo, said in an interview w ith Economic Times that Yahoo controls 73% of the Indian internet market. Bartz said that Yahoo w ill look for acquisitions in India in the content and technology space or to achieve a bigger share of the audience. Carol Bartz, Chief Executive of Yahoo! Inc. said that the firm is looking to make small acquisitions. She remained mum on Foursquare. She said, I w on't comment on Foursquare directly, but w hat I'll comment on is that local information, w here someone is, w hat's in your neighborhood, that's very interesting. Yahoo! Inc. reported a fourth-quarter net profit of $153 million compared w ith a loss of $303 million in the same quarter in 2009. Revenue, how ever, continued to fall, falling 4% in the quarter w hich ended on December 31 to $1.732 billion. Yahoo! said its annual net profit rose 43% to $598 million w hile annual revenue fell 10% to $6.46 billion. "The fourth quarter marked a strong finish to 2009, w hich w as a transformative year for Yahoo!," said Bartz. She said in a conference call w ith analysts, that 2009 had been a "w onderful" if "bumpy" ride in "one of the w orst economic climates ever. Bartz said Yahoo! has "many more new products planned for this year" and w ould also be seeking acquisitions. "For us, 2010 is about acquisitions to make Yahoo! even stronger," she said, although she cautioned that the company does not plan any big acquisition.
Taleo Corp. The Knot, Inc.
ValueClick, Inc.
Vistaprint N.V.
VMw are, Inc.
Workstream Inc.
Yahoo! Inc.
To keep your finger on the pulse of the software equity markets, subscribe to our Monthly and Quarterly Reports at http://www.softwareequity.com/research_reports.aspx. Software Equity Group is an investment bank and M&A advisory serving the software and technology sectors. Since 1992, our firm has represented and guided private companies throughout the United States and Canada, as well as Europe, Asia Pacific, Africa and Israel. We have advised public companies listed on the NASDAQ, NYSE, American, Toronto, London and Euronext exchanges. Software Equity Group also represents several of the world's leading private equity firms. For a confidential consultation without obligation, please contact Kris Beible, Director, Business Development (858 509-2800, kbeible@softwareequity.com).
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Software Equity Group, L.L.C.

Investment Banking / Mergers & Acquisitions

Figure 1: U.S. Gross Domestic Product and Unemployment Rate

-4% -5.4% -6.4% -8%

U.S. ECONOMY: SOFTWARE INDUSTRY MACROECONOMICS

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Data Source: Goldman Sachs January 2011 IT Spending Survey

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PUBLIC SOFTWARE COMPANY STOCK PERFORMANCE

3| 2010 ANNUAL SOFTWARE INDUSTRY EQUITY REPORT

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MNDO Billing & Service Management INSW ZIXI FFIV SPRT

RDWR Networking & Connectivity

PUBLIC SOFTWARE COMPANY MARKET VALUATIONS

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Investment Banking / Mergers & Acquisitions

Figure7: SEG Software Index Historical EV/EBITDA and Median EBITDA

$40 $35 $30

$25 $20 $15 $10 $5 $0

SEG SWIndex EV/EBITDA

11YearMedian EV/EVITDA: 15.6x

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Software Equity Group, L.L.C.

5.0x 4.5x 4.0x

4.1x 3.0x 2.2x 1.3x

> 20% <= 30%

AutoNavi Holdings AMAP SuccessFactors Salesforce.com SFSF CRM

6| 2010 ANNUAL SOFTWARE INDUSTRY EQUITY REPORT

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Software Equity Group, L.L.C.

Investment Banking / Mergers & Acquisitions

PUBLIC SOFTWARE COMPANY FINANCIAL PERFORMANCE

R&DExpense as % ofTotal Revenue

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Software Equity Group, L.L.C.

Investment Banking / Mergers & Acquisitions

PUBLIC SOFTWARE COMPANY PERFORMANCE BY PRODUCT CATEGORY

Company Revenues: Greater than $1 billion

Company Revenues: $500 million to $1 billion

Company Revenues: $100 - $500 million

Company Revenues: Less than $100 million

8| 2010 ANNUAL SOFTWARE INDUSTRY EQUITY REPORT

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Software Equity Group, L.L.C.

Investment Banking / Mergers & Acquisitions

Figure 15: SEG Software Index Median Metrics by Product Category

Category 4Q09 1Q10

4Q10 (TTM) 4Q10 (TTM) 4Q10 (TTM)

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Software Equity Group, L.L.C.

Investment Banking / Mergers & Acquisitions

Median EV/Revenue Multiple

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Software Equity Group, L.L.C.

PUBLIC SOFTWARE AS A SERVICE (SAAS) COMPANY MARKET VALUATIONS

4.0x 3.3x 3.0x 2.0x 1.0x 0.0x BelowMedianTTM Revenue

Above MedianTTM Revenue

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