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  • Client / Counter Party

    test M&A organized a dedicated team to work closely with Management to identify strengths and weaknesses of the Company and to develop materials that would seamlessly communicate ByAllAccounts’ story, growth potential, strategy, execution plan and financial projections. Working with ByAllAccounts’ Management, M&A identified and approached financial sponsors and strategic parties that we believed could be interested in partnering with the Company. There was significant interest in the company from a wide range of potential partners.  M&A leveraged its deep domain expertise, significant knowledge of the global Financial Technology universe to manage a process that involved parties from North America and Europe. M&A helped Management frame the Company’s unique value proposition and growth potential and then spent the time with these parties to ensure that they fully understood the story.  When the process narrowed the field down to a few parties, M&A advised ByAllAccounts’ shareholders on negotiation strategies to ensure common agreement on objectives. After a review of its options, careful consideration, and negotiation, ByAllAccounts agreed to be acquired by Morningstar, a leading provider of independent investment research in North America, Europe, Australia, and Asia.  The strategic fit with Morningstar was solid.  Both sides came to believe that this acquisition would enhance many of Morningstar’s key solutions across their core customer groups, particularly bolstering its offerings that support an advisor’s workflow.  Further, both companies believed that customers would benefit from Morningstar’s global reach and broader product line.  The combination would also accelerate ByAllAccounts’ organic growth plan by broadening its distribution.

    Role

    M&A worked diligently on the deal to craft materials, initiate conversations, negotiate alternative offers with multiple parties and final legal documents swiftly. Marlin & Associates acted as exclusive strategic and financial advisor to the shareholders and managers of ByAllAccounts.

    Business Description

    ByAllAccounts, Inc., located in Woburn, MA was North America’s premier data aggregation platform for the wealth management industry. The Company used a knowledge-based process, including patented artificial intelligence technology, to collect, consolidate, and enrich financial account data and deliver it to virtually any platform. The company had built a network of more than 2,100 clients, 4,300 custodians, and 40 platform and service providers. Clients included independent financial advisors, asset managers, wealth managers/family offices, trust companies, and broker-dealers. More than $730 billion in assets moved daily through the ByAllAccounts aggregation engine. Together, the venture capital firms Castile Ventures and Commonwealth Capital Ventures controlled the Company. The 3 co-founders were operating it. The founders of ByAllAccounts approached M&A to explore strategic alternatives. In September 2013, ByAllAccounts’ Board of Directors asked M&A to sell the Company.

  • Client / Counter Party

    Initially, M&A reached out to LTG’s CEO who referred the inquiry to LTG’s principal owner, the widow of LTG’s founder. After a series of conversations, the owner engaged a local investment banker. Discussions progressed slowly over many months. NPD personnel invited key LTG personnel to visit them in New York and NPD Principals visited the company in Boulder. Eventually NPD and LTG agreed to explore how the two companies could work together. After several months, the companies agreed on a price range and entered into an exclusive dealing period.   While NPD conducted its detailed due diligence reviews of LTG’s operational strengths and weaknesses, and financial results, M&A worked with NPD and LTG’s banker to negotiate transaction terms. Many issues arose. Among others, the company had granted a right of first refusal to a major vendor which had to be waived; consent from a major client was required before a transaction could take place; the company’s financial statements were oriented to paying taxes and were neither audited nor compiled in accordance with GAAP; software licenses had to be obtained before a transaction could take place; unexpected issues arose about taxes; and key employees had to be negotiated with. At a crucial juncture, the LTG CEO gave notice of his intention to accept another job offer.   In October 2013, 11 months after M&A was engaged, NPD acquired 100% of the assets of LTG and combined LTG with NPD’s Sports Practice. The new Leisure Trends entity will remain in Boulder and continue to be led by the LTG Management team. At the same time, NPD will bring them enhanced data processing, infrastructure and operational scope, data and clients in order to better provide expanded breadth and depth of information while delivering reports faster to more clients.  

    Role

    Marlin & Associates initiated the transaction, assisted in the due diligence reviews, coordinated negotiations (seeking and finding resolution for deal-related issues) and acted as exclusive strategic and financial advisor to NPD Group.

    Business Description

     NPD Group, headquartered in Port Washington, NY, with offices across the US, Asia, the United Kingdom, Europe, and Australia, is one of the world’s leading market research companies. The company collects and analyzes data from thousands of retail distributors, consumer panels and tracking services in order to provide actionable data that allows marketers to make better informed decisions. One area in which NPD has been historically challenged was data on sporting goods. Leisure Trends Group LLC based in Boulder Colorado, is a leading market research company focused on sporting goods and outdoor recreation. In November 2012, NPD asked M&A to approach LTG and assess their interest in being acquired by NPD.    

  • Client / Counter Party

    With a little less than two months before the end of 2012, SR Labs, after receiving strong interest from several financial sponsors, approached M&A to see if they thought a deal could be completed before year end.  In a matter of days, M&A organized a dedicated team to work closely with Management to rapidly develop materials that would highlight the strong position SR Labs held in the market, its rapid growth and the opportunity for continued success in the large and growing market for electronic trading technology.  Within a week, M&A contacted dozens of financial sponsors and arranged more than fifteen meetings with interested parties in the week before Thanksgiving. After a full review of the significant interest following meetings with the company, careful consideration, and negotiation, SR Labs agreed to a deal with Insight Venture Partners, in which the existing shareholders would retain a significant stake in the recapitalized company.  Insight Venture Partners is a leading venture capital and private equity firm investing in on-premise and SaaS-based software, eCommerce, internet and data-services companies. Both sides came to believe that Insight’s experience with investing in and guiding high-growth software companies alongside SR Labs leading position in the market, technology and client base would serve as a powerful platform for future growth in a large, growing and fragmented market.

    Role

    Marlin & Associates managed the process, assisted in the negotiations and acted as exclusive strategic and financial advisor to SR Labs.

    Business Description

    Street Response Laboratories (SR Labs), a fast-growing provider of end-to-end low-latency market data and exchange-connectivity solutions, was founded in 2007 by Srinivasan Ramiah.  At the time of inception, electronic trading was driving an ‘arms race’ to develop solutions that minimized latency; Srinivasan acknowledged this need and set out to build a market leading software solution in a cost effective manner that could be scaled to support a global trading infrastructure.  Leveraging Intel’s annual multi-billion R&D spend on commodity chip technology, Srinivasan and his team developed a highly-optimized proprietary software code base that ran on Intel hardware instead of spending millions into proprietary hardware development.  Five years later, SR Labs offered a solution that could compete on latency without the need for large, upfront spend on expensive hardware. Its market leading solutions attracted an impressive, growing list of clients that included Tier 1 Global Investment Banks, Multi-Billion Dollar Hedge Funds and Proprietary Trading firms, which used SR Lab’s solutions to access more than 150 different market data feeds and exchange gateways in North America, Europe and in the Asia Pacific region. 

  • Client / Counter Party

    Shortly before Thanksgiving, with less than 10 weeks before the end of the calendar year (and changes in the Tax code looming), Knovel’s Board of Directors engaged M&A to help them develop, understand and select strategic alternatives, with a goal of completing a transaction before year end.  During this same time, the US news was flooded with talks of the “fiscal cliff” and the possible ramifications of venturing over the edge, which only heightened tensions and sensitivity to any sort of risk that a deal might bring to parties on both sides.  While the Knovel Board considered the value indicated by the first party to be ‘reasonable’, and considered the firm to be extremely reputable, the offer was subject to due diligence, including verification of the very substantial assumed cost savings that would come from the elimination a large portion of the company’s staff.  The Board wanted to know if another party (i) would pay as much (or more) as the first party; (ii) not eliminate staff; and (iii) could close by year end.  They also wanted to know if the first party would pay more than initially offered. They also didn’t want to lose the first party if that party turned out to be the best alternative. Meanwhile, after M&A was engaged, the first party made it clear that (a) they could only get to a closing by year end, if their offer were accepted immediately, and (b) they were not interested in an auction process and would withdraw their offer if there was competition.  M&A organized a dedicated team to work closely and quickly with Knovel’s management team to identify potentially interested parties and develop materials that would seamlessly communicate the Company’s story, growth potential, strategy, execution plan and financial projections to those parties.  M&A then managed a rapid competitive process providing additional materials to the first party as well as to other parties in US and the UK.  M&A helped Management build expensive financial models, frame the story properly and spend the time with these parties to ensure that they understood the Company’s unique value proposition and growth potential.  When the process narrowed to a few interested parties, M&A advised Knovel’s Board on negotiation strategies with those few, while at the same time working with the Company’s disparate shareholder base (comprised of management, employees, three institutional investors and other smaller early investors) to ensure common agreement and objectives. Three parties submitted offers including a revised and increased offer from the initial bidder.  But only two of those parties committed to a close by year end: the initial bidder plus Elsevier, the UK-based world-leading provider of scientific, technical and medical information products and services.  After careful consideration, and negotiation, on December 28th, Knovel’s Board sold the company to Elsevier.

    Role

    M&A worked diligently on the deal to craft materials, initiate conversations and negotiate alternative offers with multiple parties as quickly as possible so that when the right suitor was found there would be enough time to complete due diligence reviews and to negotiate final legal documents by year end.  Long nights, early mornings and busy weekends were no stranger to all parties involved. Meetings were held remotely via video conference to save on travel time.  Through hard work and determination, M&A was able to help Knovel and Elsevier come to agreement on numerous issues that arose. Knovel’s comprehensive list of content contributors, engineering-specific search, and tools such as interactive graphs, together with Elsevier’s deep engineering content base and global market reach, will allow Elsevier to deliver an even more comprehensive and better integrated solution for engineers and engineering students. As a leading publisher of engineering journals and books, Elsevier offers global reach, an extensive partner network and a high-quality pool of relevant engineering content.  Elsevier has a longstanding content licensing relationship with Knovel and will continue to seek out the best engineering content available for customers. This acquisition gives Elsevier the opportunity to provide customers with an enhanced experience and allows them to penetrate new markets.    

    Business Description

    Knovel Corporation, founded in 2001 and based in New York City, developed a cloud-based search engine and information platform for the science and engineering community.  The platform integrates extensive technical information from more than 4,000 sources and extends the value of that data with robust search and data analysis tools, enabling engineers to not only easily find relevant data, but also analyze, document and incorporate it into their everyday work. These tools expedite the search process by allowing users to generate answers that may have previously taken hours searching through print or unsorted electronic records.  It is like a “Google” for engineers”. As time went on, more and more firms took note of the business Knovel was building.  Three of those firms asked for and received informal management briefings before Marlin & Associates (M&A) was involved.  One of those parties submitted an unsolicited and non-binding indicative offer to purchase the company. 

  • Client / Counter Party

    M&A organized a dedicated team to work closely with Management to identify strengths and weaknesses of the Company and to develop materials that would seamlessly communicate XSP’s story, growth potential, strategy, execution plan and financial projections.  Working with XSP’s Management, M&A identified and approached financial sponsors and strategic parties that we believed could be interested in partnering with the Company. There was significant interest in the company from a wide range of potential partners.  M&A leveraged its deep domain expertise, significant knowledge of the global Financial Technology universe to help manage process that involved parties from North America, Europe and Asia.  M&A helped Management frame the Company’s unique value proposition and growth potential and then spent the time with these parties to ensure that they fully understood the story.  When the process narrowed the field down to a few parties, M&A advised XSP’s shareholders on negotiation strategies to ensure common agreement on objectives. After a review of its options, careful consideration, and negotiation, XSP agreed to be acquired by SunGard, a leading Financial Technology provider.  The strategic fit with SunGard appeared solid – SunGard was one of XSP’s initial partners, helping resell the company’s solution to its existing client base.  Further, the cultural fit between the parties made negotiations easier.  Both sides came to believe that combining the solutions offered by the two firms should enable firms to work with a single provider to achieve true straight-through-processing of middle and back office functions.  The combination would allow XSP’s employees a wider career path, as it was SunGard’s intentions to keep the company intact and to give XSP’s CEO, Brendan Farrell, a larger role.  Further, both companies believed that customers would benefit from SunGard’s global reach and broader product line.  The combination should also accelerate XSP’s organic growth and provide SunGard with a stronger foothold in the corporate actions processing market.

    Role

    Marlin & Associates managed the process, assisted in the negotiations and acted as exclusive strategic and financial advisor to the shareholders and managers of XSP.

    Business Description

    In 2011, XcitekSolutionsPlus, LLC (XSP) celebrated its 15-year anniversary as the most widely-implemented global Corporate Actions automation platform in the world.   The company was founded in 2004 with the combination of Solutions Plus, Inc., the Birmingham, Alabama based securities and investment technology consulting firm and backing from Xcitek, the New York, NY based provider of corporation actions data (now part of Interactive Data Corp).  XSP released XSP Version 1.0 in 1997 and signed its first three clients – UMB Bank, Bankers Trust and Citibank. UMB and Citi are still clients today and Bankers Trust, through acquisitions, eventually ended up as part of State Street Bank, also a major XSP client today. In 2007, M&A advised Xcitek, the data company on its sale to Interactive Data Corporation.  In 2012, the shareholders of XSP, which included the founders of both Xcitek and XSP asked M&A to advise them as they sought to develop and execute appropriate strategic alternatives.

  • Client / Counter Party

    M&A organized a dedicated team to work closely with Management to identify strengths and weaknesses of the Company and to identify its various strategic alternatives.  Working with Management we identified and approached parties that we believed could be interested in partnering with DMLT in some capacity.  M&A worked with Management to develop materials that would seamlessly communicate DMLT’s story, growth potential, strategy, execution plan and financial projections.  M&A leveraged its deep domain expertise, significant knowledge of the global Financial Technology universe to help manage process that involved parties from Europe, North America and Asia.  M&A helped Management frame the Company’s unique value proposition and growth potential and then spent the time with these parties to ensure that they fully understood the story.  When the process narrowed interested parties to a few, M&A advised DMLT’s co-founders on negotiation strategies to ensure common agreement in objectives. After a full review of its options, careful consideration, and negotiation, DMLT agreed to be acquired by eFront, a company based in Paris, France and backed by Francisco Partners, a leading global private equity firm focused exclusively on investments in technology and technology-enabled services businesses.  eFront provides financial solutions software for managing alternative investments to some of the world’s largest alternative investment managers.  The fit with Investment Café’s products, people and customers, appeared perfect.  Both sides came to believe that combining the solutions offered by the two firms should enable General Partners of fund groups to purchase software from a sole provider with the functionality to handle their entire business workflow: obtaining financial information from investments, analyzing that data, and aggregating and packaging it for consumption by investors.  eFront’s global reach should also accelerate DMLT’s organic growth and provide eFront and stronger foothold in the North American market. 

    Role

    Marlin & Associates managed the process, assisted in the negotiations and acted as exclusive strategic and financial advisor to DMLT (dba Investment Café).

    Business Description

    DMLT (dba Investment Café), a fast-growing provider of cloud-based, web-based services to allow the General Partners of Private Equity, Real Estate, Hedge Funds and other alternative investments to manage, report and communicate with their investors, was founded in 2001 by Mark Levey and Ken Pierce.  The pair saw the market need for a flexible, web-based reporting and communications solution for Alternative Investment managers, after being asked to consult on a project for JPMorgan’s internal private equity group.  They saw that even some of the world’s most sophisticated firms still relied on paper and postal services for these functions. Eleven years later, Investment Café had established itself as a leader in its field, with headquarters and a development center in Tampa, Florida, and sales offices in New York, Chicago and London as well as a services group based in the Dominican Republic.  The Company’s customer base had grown to encompass some of the largest and most sophisticated managers including the Carlyle Group, Clayton Dubilier & Rice, GTCR, Hellman & Friedman, TPG and Warburg Pincus.  These clients used the Company’s suite of products to manage the entire lifecycle of Limited Partner communication, document delivery and financial reporting for their funds across multiple alternative asset classes, in the US, Europe and Asia.

  • Client / Counter Party

    Correlix approached Marlin & Associates (“M&A”) and asked for strategic guidance as they considered a variety of options including raising growth capital or a sale of the Company.  M&A organized a team to work with Correlix’s management and its Board to produce information materials and prepare for due-diligence reviews.  As part of the process, M&A identified key strengths and weaknesses, and worked with the Company to present the firm in the best light to multiple potential partners.   The process ultimately generated interest from financial sponsors as well as from strategic firms.  Ultimately, the Board decided to pursue an additional internal funding round, completed in early 2012. Shortly thereafter, two of the previously interested strategic firms approached Correlix about restarting discussions.  Marlin & Associates worked with the Company’s management and its board to clarify detailed terms with both parties.  Within weeks of restarting discussions, Correlix entered into exclusive negotiations with TS-Associates, a leading supplier of precision instrumentation solutions for latency sensitive trading systems. The acquisition benefits Correlix customers, as they can now expect continuity of service, a sustained road map for the product and the integration of TS-Associates' Application Tap, which enables software component instrumentation. TS-Associates’ customers benefit from access to Correlix’s proven InfiniBand monitoring capability, a wider range of protocol decoders; a best in class development and quality assurance facility and a proven managed service delivery capability. 

    Role

    Marlin & Associates managed the process, assisted in the negotiations and acted as exclusive strategic and financial advisor to Correlix.

    Business Description

    Correlix, a fast-growing provider of software and analytic tools used to monitor and manage ultra-high-speed, high volume electronic securities trading environments, was founded in 2005 by Shawn Melamed and received institutional backing from Blumberg Capital, Genesis Partners, Sequoia Capital, Vernon & Park and Xenia Venture Capital.    The company established sales and administrative offices in New York City and a development center in Herzliya, Israel.  The company’s customer base rapidly grew to encompass some of the most sophisticated hedge funds, sell-side and buy side firms as well as market centers and low-latency service providers.  These clients use the Company’s services to discover, trace and optimize complex transaction flows and to monitor latency throughout the entire electronic trade flow process across multiple asset classes in 30+ markets  in the US, Europe and Asia.  

  • Client / Counter Party

    The process started in spring of 2011.  Even though IDEAS was a relatively small, publicly listed company, based in Australia and targeting a niche segment, M&A was able to quickly identify multiple parties in the US, Asia and Europe that were likely potential buyers.  M&A organized a dedicated team to work with IDEAS’ management to develop materials that would seamlessly communicate the Company’s product, story and financials that thoroughly explained the underlying ‘real’ growth and profit (excluding FX impact).  M&A then managed a competitive process providing additional materials to the parties indicating potential interest and spending time with these parties to ensure that they understood the Company’s unique value proposition.   When the process narrowed to a few interested parties, M&A advised IDEAS’ board on negotiation strategies, while at the same time communicating with the Company’s disparate shareholder base (including management shareholders, former employees, founders, and several institutional investors) to review the Company’s options.  After an extended period of discussions with three parties and multiple indications of interest, the board and IDEAS’ shareholders approved Gartner’s offer.

    Role

    Marlin & Associates acted as exclusive strategic and financial advisor to IDEAS.  M&A leveraged its domain expertise and cross-border execution experience to advise the IDEAS board and its management through a complex process that involved parties in the US and Australia.  M&A worked diligently on the deal to craft materials, initiate conversations and negotiate alternative offers with manage complex due diligence reviews and to negotiate final legal documents.  M&A’s senior team was personally and intimately involved at every step of the way.   

    Business Description

    Ideas International (“IDEAS” or the “Company”), based near Sydney and publicly traded on the Australian Stock Exchange (ASX:IDE) provides enterprise IT research, insight, analysis, and tools to computer suppliers and consultants and large corporations. The Company’s research is focused on areas such as computer servers, storage, software, and cloud. The Company boasts users in over 100 countries supported from offices in the US, Europe and Australia. The founders and current management of IDEAS had been involved for nearly 25 years.  They controlled  over 50 percent of the stock and large portion of the rest was controlled by friends and investors that they had brought into the Company.  IDEAS invested heavily in the development of new products and geographic expansion.  As a result the company had little reportable profit.  Further, while the company continued to add customers and users, most of the Company’s growth was hidden, as a result of the Australian dollars continuous rise against the US dollar and against European currencies.  97% of revenue was received in currencies other than the Australian Dollar, however 50% of costs were in Australian Dollars.  As a result, in local currency terms, revenue growth and profit looked anemic and IDEAS’ stock price languished. The founders were frustrated at the lack of liquidity in their stock as well as its relatively low share price.  They had been approached and had acquisition discussions with several firms in the past, to no avail.  They asked Marlin & Associates (“M&A”) to help find a suitable buyer. On June 4, 2012, Board of IDEAS announced its agreement to support acquisition by Gartner, Inc. (NYSE: IT), one of the world's leading information technology research and advisory company at a price per share that was about 40% above the price when M&A started working with the company.  

  • Client / Counter Party

    M&A organized a dedicated team to work closely with Management to identify potentially interested parties and to develop materials that would seamlessly communicate Coalition’s story, growth potential, strategy, execution plan and financial projections to those parties.  M&A leveraged its deep domain expertise, significant knowledge of the global investor universe in the sector to run a competitive sale process initially involving parties from Europe, North America and India.  M&A helped Management frame the story properly and spend the time with these parties to ensure that they understood the Company’s unique value proposition and growth potential.   When the process narrowed interested parties to a few, M&A advised Coalition’s board on negotiation strategies with those few, while at the same time  working with Coalition’s disparate shareholder base (comprised of management shareholders, private individual investors and three global banks) to ensure common agreement in objectives.  After careful consideration, and negotiation, Coalition agreed to be acquired by CRISIL Ltd., a Standard & Poor’s company based in Mumbai, India that provides ratings, research, risk and policy advisory services to the world’s largest banks and leading corporations. After the acquisition, Coalition became part of CRISIL’s Global Research and Analytics (GR&A) business.  CRISIL Global Research & Analytics is a top-ranked provider of high-end research and analytics services.  CRISIL’s Management believes that Coalition’s cutting-edge analytical capabilities, in-depth understandings of the workings of financial markets, and strong relationships with its clients will enable CRISIL GR&A to widen its service offerings, diversify its client base and deepen its client relationships.  Coalition’s management shareholders realized the value from their investment and direct involvement in successfully growing the business, long-time private individual shareholders and institutional investors realized a highly satisfactory return on their investment in Coalition with the exit.

    Role

    Marlin & Associates acted as exclusive strategic and financial advisor to Coalition.  M&A leveraged its substantial cross-border execution experience to advise the Coalition Management team, the board and its shareholders through a complex process that involved parties in five time zones and on three continents.  M&A’s senior team was personally and intimately involved at every step of the way.  This team effort resulted in an agreement acceptable to all parties.

    Business Description

    Coalition Development Ltd. (“Coalition” or the “Company”), founded in 2002, is a UK-based business intelligence company that provides unique, comparative market insight to the boards, strategy teams and top management at many of the world’s leading investment banks (such as Deutsche Bank, JPMorgan and Citi).  The Company’s tools are used to help these firms better understand and compare themselves with peers, focusing on the relative performance (market share gains and losses, share of wallet and etc.) of their various business units that trade financial securities (Fixed Income, Commodities, Currencies, Equity Derivatives and etc.).  The customers use the Company’s proprietary analytics and algorithms to gain clear and actionable sense of, for instance, relative percentage of deals won and lost, comparative organizational size and structure.  Coalition is headquartered in London, UK with offices in Mumbai, New York and Singapore.  The Company approached Marlin & Associates (“M&A”) in late 2011 for guidance, as they considered a variety of strategic options including a sale.

  • Client / Counter Party

    M&A organized a dedicated team of seasoned bankers to work closely with Management to develop materials that seamlessly communicated IMS Research’s long history, growth potential, strategy, execution plan and detailed financial projections to potentially interested parties.  M&A leveraged its deep domain expertise and significant knowledge of the global investor universe in the sector.  Before a broader process could commence, the Company was approached by representatives from IHS, a publicly traded company based in Englewood, CO.  IHS (NYSE:IHS) is a leading source of information, insight and analytics in areas such as defense, energy, shipping and health.  Management recognized the potential for significant synergies with what they had built and IHS’ global scale.  IMS Research asked M&A to advise them in discussions with IHS.  M&A helped Management frame the story properly and spent the time with IHS to ensure that they understood the unique value proposition, growth potential of IMS Research and significant synergies between the two companies.  The two companies quickly entered into exclusive negotiations. Parties in four different time zones and two different continents provided various logistical challenges to be managed as well.  M&A’s senior team, many of whom have both financial and operational experience, was personally and intimately involved at aiding the IMS Research’s shareholders toward a successful completion. The acquisition of IMS Research is expected to help IHS expand its products and services in the Technology, Media and Telecommunications (“TMT”) value chain, and better position IHS to deliver a more robust product offering to its customers in the global technology marketplace.  The IMS Research team believes that their Research suite of products and services are an excellent fit with the existing IHS portfolio of technology information and analytics, and that IMS Research’s research model will provide a platform for IHS to extend into the consumer sentiment space for even greater breadth and depth of content.  IMS Research’s management realized the value from their investment and direct involvement in successfully growing the business.

    Role

    Marlin & Associates managed the sale process, coordinated negotiations and acted as exclusive strategic and financial advisor to IMS Research.

    Business Description

    IMS Research (the “Company”) provides premium market research, in-depth market insight and consulting to the global electronics industry.  IMS Research’s products and services include syndicated market studies, custom research, consultancy services and events that deliver comprehensive, value-added data and in-depth actionable market intelligence to original equipment manufacturers (OEMs), component manufacturers and electronic systems suppliers across the technology spectrum.  The Company serves diverse industries, from semiconductors and wireless to industrial systems and alternative energy, helping clients in more than 50 countries better understand markets and shape strategies.  Founded in 1989, IMS Research is headquartered in Wellingborough, UK, and has additional offices in the US, China, Japan, Taiwan South Korea with roughly 140 employees.  As the Company continued to grow, Management realized it needed to consider its strategic alternatives to either find the right strategic partner or financial sponsor to accelerate expansion and capture the market opportunity at hand.  To this end, IMS Research retained Marlin & Associates (“M&A”) for guidance as they considered a variety of strategic options including a sale to a larger organization.

  • Client / Counter Party

    Throughout the second half of 2011, Marlin, NYSE and Fixnetix personnel maintained a dialog and reviewed strategic and financial options.  Finally, in late 2011, the parties mutually agreed that the best initial approach was for NYXT to make a strategic investment into Fixnetix rather than pursue an outright acquisition.  That approach would allow Fixnetix to continue operating as an independent entity, with strategic assistance, as appropriate, from NYXT.  At the same time, Marlin & Associates worked closely with NYXT to structure the investment to align the interests of all parties.  On February 1st, 2012, The European Commission blocked the proposed merger between NYSE and Deutsche Börse.  Two weeks later, NYXT acquired about 25% of Fixnetix along with an option to acquire the remaining 75% of shares over time.    The investment provides NYXT with a strong strategic partnership with a fast growing firm that has a blue chip client base of financial services firms and a team with deep experience in providing managed services to mission critical operations within these firms.  It furthers NYSE’s goal of building trading infrastructure hubs in key markets across the globe in order to provide local and foreign institutions with a wide range of services, including market access, hosting, market data and order routing technology. The strategy also allows the NYSE to globalize elements of its franchise, without pursuing what have become increasingly high-risk, cross-border mergers with other exchanges.

    Role

    Marlin & Associates identified Fixnetix as a candidate, assisted in conducting the due diligence reviews, coordinated negotiations (seeking and finding resolution for deal-related issues) and acted as exclusive strategic and financial advisor to NYSE Euronext for this transaction.

    Business Description

    Fixnetix Ltd. is a fast-growing, privately held, venture-backed, London, UK-based company that had become a leader providing low-latency trading technology and infrastructure to hedge funds and other trading firms via 33 co-location and proximity hosting centers in Europe and the US.  The company was founded in 2006 by three partners: CEO Hugh Hughes, a former chief executive of SG Securities, a unit of French bank Société Générale SA; chief operating officer Paul Ellis, formerly of ABN Amro; and Alasdair Moore. In 2011, the Company was offering high speed access to more than 50 markets along with risk controls and many other trading services.  According to published sources, revenue at the group was about £25 million in 2011, up from about £1 million in 2008. Marlin & Associates’ (“Marlin”) client NYSE Euronext offers access to a wide range of trading technologies and infrastructure around the globe, through its NYSE Technologies (“NYXT”) group.  The exchange has identified technology as a key area for revenue growth.  In early 2011, Marlin & Associates identified Fixnetix (the “Company”) to NYXT as a highly interesting candidate that could accelerate NYXT’s ability to provide managed service capabilities to capital markets participants in Europe and other market centers worldwide, complementing NYXT’s ongoing deployment of Global Liquidity Centres.  After some preliminary discussion, Fixnetix indicated a willingness to discuss a wide range of potential strategic alternatives, including a sale of the entire company.   However, the shareholders including management and financial sponsors Thematic Capital Partners and Delta Partners felt no pressure to transact at all. Beginning in the summer of 2011, Marlin and NYXT held series of meetings and conversations with the Company’s management and shareholders, and received detailed information on the Company’s financials, customers and products.  At the same time, NYSE was undergoing regulatory reviews in the US and Europe of its proposed merger with Deutsche Börse AG. 

  • Client / Counter Party

    In December 2011, Welsh, Carson, Anderson & Stowe XI, L.P. acquired majority control of TPT from ABRY Partners and TPT’s management in a transaction that was funded through a combination of new equity, roll-over equity, senior secured debt and mezzanine debt. The terms of the transaction were not disclosed.  According to a Standard & Poor’s Credit Research Report, the transaction included about $255 million of senior secured credit facilities and involved pro forma adjusted leverage of about 6.1x 2010 EBITDA (including treatment of preferred stock as debt).

    Role

    Marlin & Associates identified Triple Point as a potential opportunity, helped WCAS conduct a thorough review of TPT’s business and financial results and worked with WCAS to conduct negotiations - seeking and finding resolution for deal-related issues.  Ultimately, M&A helped WCAS acquire majority control of TPT acting acted as exclusive strategic and financial advisor to WCAS for one of the energy and commodities technology sector industry's largest and most significant transactions.  It is the fourth significant transaction in the energy and commodities technology sector on which M&A has advised.

    Business Description

    Private equity firm Welsh, Carson, Anderson & Stowe (“WCAS”) is one of the largest and most successful private equity investment firms in the United States.  Since its founding in 1979, WCAS has organized 15 limited partnerships with total capital of $20 billion, which it has invested into more than 150 companies.  The firm focuses its investment activity exclusively in information/business services and healthcare – seeking to buy growth businesses, partner with outstanding management teams and build value for investors through a combination of operational improvements, internal growth initiatives and strategic acquisitions. In mid-2011, Marlin & Associates (“M&A”) met with members of the WCAS senior management to discuss potential investment opportunities.  At that time M&A highlighted several potentially interesting opportunities including Triple Point Technology, Inc. (“TPT”, “Triple Point” or the “Company”).  Founded in 1993, Triple Point Technology, based in Westport, Connecticut, is a provider of software to manage commodities and enterprise risk.  The Company’s over 600 employees serve clients in Asia, Africa, Australia, Europe, North America and South America from its development and support centers in Westport, Houston, Miami, Singapore, London, Pune and Chennai.  M&A was familiar with the Company, having advised TPT on its recapitalization by ABRY partners in 2006 and having maintained close ties to both TPT and ABRY over the intervening years.  Founded in 1989, ABRY Partners is one of the most experienced and successful media, communications, business and information services-focused private-equity investment firms in North America.

  • Client / Counter Party

    In mid-2010, the founders approached M&A and asked for financial and strategic guidance as they considered a variety of options including a sale of the Company or raising growth capital.  Marlin & Associates organized a team to work with Atrium’s management and it’s Board in an effort to present the firm in the best light to multiple constituencies.  The team led preparations for due-diligence reviews; identified key strengths and weaknesses, and worked with the Company to strengthen those weaknesses before presenting to outside parties. M&A then helped the owners and Management conduct a disciplined process that identified and then focused on discussions with a select group of potential partners.  The process ultimately generated multiple indications of interest from financial sponsors interested in making minority and majority investments as well as from strategic firms interested in outright acquisition.  For several months, the path seemed to be heading to investment by a third party that also would take over some of Atrium’s wide spread geographic operations.  But ultimately, the owners were presented with a more attractive offer to join with TMX Group (TSX: X), Canada’s leading stock exchange operator, to help them build out a global technology infrastructure. In June 2011, nearly a year after the process started, the owners completed the sale of the Company to TMX, during the same period TMX was entering into strategic / merger discussions with the London Stock Exchange and the Maple Group, a consortium of Canadian financial firms.   Atrium management joined TMX to help build out the exchanges’ technology offerings.   The acquisition of Atrium has allowed TMX to strengthen its technology, its management team and its European presence and put it in a better position to expand its TMX Datalink offerings in Europe and the United States. 

    Role

    Marlin & Associates managed the process, assisted in the negotiations and acted as exclusive strategic and financial advisor to Atrium Network.

    Business Description

    Atrium Network (“Atrium” or the “Company”) is venture-backed company that offers a very high speed, low-latency, reliable, venue-neutral, infrastructure to connect its clients, primarily financial institutions, with approximately 24 exchanges, clearing houses, settlement depositories and other technology suppliers and trading venues in Europe and North America – including NYSE Euronext, Nasdaq OMX, CME Group and Chi-X Europe – and 300 sources of data in more than 11 countries.  The Company, domiciled in Luxembourg with most of its staff in London, and New York was founded July 2006 by two French men in an effort to create a better high-speed market infrastructure than the one they had helped to develop when both were employed by BT Radianz.  The solution they envisioned and built includes the telecommunications network and data feed handlers as well as associated required services such as co-location hosting and performance monitoring systems.  By early 2010, Atrium had more than 150 clients including banks hedge funds, high-frequency traders and other institutional investors on its own Financial Community Extranet that had points-of-presence in 19 locations across three continents.

  • Client / Counter Party

    Local Japan-based representatives of NYXT made the initial contact with the Company.  Following these conversations, Marlin & Associates followed up with Metabit’s founder and its financial advisor.  These discussions progressed slowly over many months.  NYXT personnel visited the company in Japan and the Company’s founder visited NYXT in New York.  Eventually the two firms agreed to exchange confidential information.  This then led to serious discussions about how the two companies could work together.  After several months, the companies entered into an exclusive dealing period.  Marlin & Associates worked with NYXT to conduct a detailed review of Metabit’s operational strengths and weaknesses, financial results and to coordinate and conduct negotiations.  This was conducted and completed during the same period that NYSE Euronext entered into merger discussions with the Deutsche Boerse and a disastrous earthquake shook Japan. The acquisition provided NYXT with access to Metabit’s 140 buy side and sell side customers and a team with deep roots and expertise in the Asian financial services community.

    Role

    Marlin & Associates assisted in the due diligence reviews, coordinated negotiations (seeking and finding resolution for deal-related issues) and acted as exclusive strategic and financial advisor to NYSE Euronext.

    Business Description

    In late 2010, NYSE Technologies (“NYXT”), a division of NYSE Euronext, working together with Marlin & Associates, identified Metabit (the “Company”) as a highly strategic prospective acquisition candidate that could accelerate NYXT’s expansion into Asia, specifically Japan, and further NYXT’s goal of becoming the leading technology provider to financial services firms that operate in and trade into the Asia-Pacific region.  Metabit is a Tokyo based company that provides order-routing connectivity for buy-side and sell-side firms throughout Japan and Asia.  The Company offers a suite of ultra-low latency exchange connectivity to 14 liquidity venues in Asia, support for equities, futures & options, and contracts for difference products.  They also provide an execution system to enable buy side electronic trading.

  • Client / Counter Party

    A number of industry players, including DST Systems, had taken notice of Subserveo’s market launch. DST Systems had historically operated in the mutual fund processing space, but sought to leverage their  financial services expertise into other markets and diversify their business.   DST announced in 2011 their intention of entering the core brokerage processing and insurance spaces as part of their diversification strategy. DST realized that organic development in any suitable timeline would be a challenge. They would have to spend time analyzing key building blocks for the brokerage vertical, and then analyze which firms were considered market leading firms.  In addition, compliance was a long time pain point for brokerages.  M&A helped DST Systems understand that Subserveo was ideally positioned to be a key building block for executing their compliance strategy. M&A organized a team to manage the transaction process.  The team worked with Management to position the company for a potential transaction; led preparations for due-diligence reviews; identified key strengths and weaknesses, and worked with the company to strengthen those weaknesses before presenting to outside parties.  Given that Subserveo was a nascent firm just beginning to gain traction in the marketplace,   the acquirer would  need to understand the potential growth that Subserveo could provide and that in order for Subserveo’s management and shareholders to sell at the early stage, the business would only trade at a significant premium over any typical market multiple.  Approximately six months after engaging M&A, Subserveo was acquired by DST Systems.  The acquisition of Subserveo considerably strengthened DST’s position in the recently entered Brokerage Services space.  At the same time, shareholders of Subserveo were able to realize the value from their investment with an exit to the leading player in the industry.

    Role

    Marlin & Associates managed the process, assisted in the negotiations and acted as exclusive strategic and financial advisor to Subserveo, Inc.

    Business Description

    Subserveo was a young technology firm with tremendous potential.  The company built a robust compliance and surveillance software solution for Broker-Dealers, Wealth Managers and RIA firms.  The solution delivered daily analysis of all transactions, orders and account holdings supported by an extensive library of FINRA, SEC, IIROC and UMIR-based tests. Since Subserveo was still in an early stage of development, they concentrated on further developing their technology platform and growing the client base. While being acquired was not on the agenda, the recognition of Subserveo’s market potential and ability to provide a SaaS-based compliance solution caused other firms to notice.  That was when they turned to M&A to help.

  • Client / Counter Party

    M&A organized a team to manage the process.  The team worked with Management to be able to present the firm in the best light to multiple constituencies; led preparations for due-diligence reviews; identified key strengths and weaknesses, and worked with the company to strengthen those weaknesses before presenting to outside parties.   Photolibrary’s disparate shareholder base (comprised of management, individual investors and institutional investors) presented challenges in negotiating an agreement acceptable to all parties.  Complicating matters further, the difference in the time zones between parties in Australia, London, Seattle, and New York, provided some logistical challenges to be managed.  Approximately five months after engaging M&A, Photolibary was acquired by Getty Images.  The acquisition of Photolibrary considerably strengthened Getty Images’ market position in Asia, Australia and the UK.  At the same time, longtime shareholders of Photolibrary were able to realize the value from their investment in Photolibrary with an exit to the leading player in the industry.

    Role

    Marlin & Associates managed the process, assisted in the negotiations and acted as exclusive strategic and financial advisor to Photolibrary Group.

    Business Description

    The Photolibrary Group was founded in 1967 in Sydney, Australia.  Over 40 years, the company had become a global player in the stock photography industry, establishing offices in fourteen countries on four continents.  As the evolution of digital photography and internet distribution caused considerable disruption to the stock photography industry, Photolibrary outlasted many of the traditional stock photography companies and remained a formidable independent player.  While the company had held some discussions with other industry players over time, the shareholders had different opinions as to the value of the business. Upon receipt of significant interest from a leading industry player and major competitor, Photolibrary’s board of directors engaged M&A to run a process to identify and evaluate potential buyers while progressing the discussion with the existing suitor.  Ultimately the shareholders agreed to sell the business to the largest industry player, Getty Images. 

  • Client / Counter Party

    M&A helped Navinet's Management to assess target companies in the sector and conduct due diligence and valuation analysis on Prematics. After several weeks of negotiations, Navinet entered into an agreement to acquire Prematics, a market leader in electronic prescriptions. The acquisition of Prematics allowed Navinet to enter a new area: integrated mobile care management capabilities with medical office workflows to enable the delivery of clinical, administrative and financial information to physicians’ handheld devices. The solution is the only one of its type to embed mobile healthcare messaging and best-of-breed clinical decision support into the e-prescribing workflow. As a result, when physicians are in the exam room prescribing medications via handheld device, they can also use the device to receive information about generic or alternative drugs; submit real-time authorizations; and view benefits information in real time to determine patient financial responsibility.

    Role

    Marlin & Associates managed the process and acted as the exclusive strategic and financial advisor to Navinet in its acquisition of Prematics.

    Business Description

    NaviNet, America's largest real-time healthcare communications network, securely links leading health plans, industry partners and the government to hundreds of thousands of physicians, clinicians and other healthcare professionals. More than 70 percent of the nation's physicians are enrolled in the NaviNet Network, which touches 121 million covered lives. NaviNet's solutions and services for unified patient information management (UPIM) address the full lifecycle of healthcare data management by providing single-source access to patient-centric administrative, financial and clinical information to reduce costs, increase efficiencies and improve quality of care. They engaged M&A as the Company’s exclusive strategic and financial advisor.

  • Client / Counter Party

    There were myriad challenges in executing this transaction: complete two acquisitions simultaneously with one firm in California, one in London and a buyer in Colorado made it enough of a challenge. Completing two simultaneous deals under intense time pressure added to the stress levels. Getting consensus from a board made up of members with diverse agendas and not the same objectives added to the complexities. The buyer identified was not willing to pay what the sellers were asking. The key to success was motivating one of the strategic buyers to increase its bid, without losing the financial sponsors as back up. M&A worked with the bidders and the company to produce pro-forma historical financials, and projections as well as a pro-forma organization for the new company. Synergies were quantified and extensive due diligence managed. Eventually, M&A was able to get IHS to increase its bid sufficiently such that the iSuppli Board agreed to a transaction. On December 3rd 2010, IHS announced the acquisition of iSuppli, and the near simultaneous acquisition of Screen Digest by iSuppli.

    Role

    Marlin & Associates managed the process, assisted in the negotiations and acted as exclusive strategic and financial advisor to iSuppli.

    Business Description

    iSuppli Corporation, the California-based global leader in technology value-chain research and advisory services approached Marlin & Associates with a challenge. Six months earlier, they had agreed to acquire Screen Digest, a London UK-based firm that operated in an analogous field. The deal was subject to a financing contingency, and iSuppli had been trying to raise the required capital - $20 million - on its own – in a tough environment. iSuppli's existing shareholders, including Goldman Sachs’ Hudson Street group and two other financial sponsors were constrained. Goldman wasn’t making follow-on investments; and the other two firms were at end-of-life and prohibited from making additional investments. Time was running short; iSuppli had four months to raise the capital and complete the acquisition or it was likely to lose the opportunity. M&A rapidly put together a team of seasoned bankers and worked with the company to prepare a detailed Confidential Information Memorandum that described both iSuppli and Screen Digest; the potential for each to grow substantially on their own; and the synergies between them. Then Marlin approached a select group of financial sponsors and strategic firms. Management meetings were held and bids solicited. With 90 days to go, several financial sponsors expressed interest in supporting iSuppli and its Screen Digest transaction at valuations and terms that were acceptable to the iSuppli board. In addition, two strategic firms indicated interest in acquiring 100% of iSuppli together with Screen Digest, at values significantly higher than those indicated by the financial sponsors. However, these values were still less than the value that some iSuppli board members had determined would be required for a complete exit. Some board members didn't want to sell at all (now). Further, Management was optimistic about the future and - as the holders of considerable amount of stock options – leaned towards working with a financial sponsor for a few more years before exiting.

  • Client / Counter Party

    M&A quickly organized a team and worked closely with the QIS management team and board members to evaluate the strategic rationale and potential financial impact of the various alternatives.  Within a few weeks, it became clear that the best path forward for QIS was to pursue an acquisition of RI3K in London while continuing to work with their other technology partners.  RI3K offered the potential to add customers; a strong London presence; proprietary technology; and an enhanced technology development team, without compromising the Company’s existing relationships.  Further, it appeared that a transaction could be completed quickly on reasonable terms. Approximately three months after engaging Marlin & Associates, QIS agreed to acquire RI3K.  Management believes that the combination of Qatarlyst and RI3K will help Qatar to become to become a leading hub for reinsurance in the mid-east.  They also believe that this acquisition gives Qatar the opportunity to become the worldwide leader for paperless trading of commercial insurance and reinsurance products.  Qatarlyst clients are expected to benefit from RI3K’s enhanced technology as well as its interface with London brokers and the international markets.  In turn, existing RI3K customers are expected to benefit from long-term financial security and the addition of Qatarlyst’s functionality in areas such as Retakaful, Claims and Accounting.  Qatarlyst will remain headquartered in Doha, with RI3K continuing to operate in London where it will be central to Qatarlyst’s strategy to enter the major global reinsurance markets and unify its technology platform.

    Role

    Marlin & Associates managed the process under intense time pressure.  M&A provided guidance on developing options, weighing them and executing; M&A assisted in the due diligence reviews; coordinated negotiations - seeking and finding resolution for deal-related issues; and acted as exclusive strategic and financial advisor to Qatar Insurance Services.

    Business Description

    Qatar Insurance Services LLC (“QIS”) is a sovereign firm, based in Doha, wholly owned by the Qatar Financial Centre Authority, and owner/operator of Qatarlyst S.P.C., an innovative web-based, insurance and reinsurance trade fulfillment system that allows brokers, insurers, and reinsurers to conduct business through web-based portals rather than traditional paper-based methods.  Launched in 2009, over 40 insurance firms in Bahrain, Jordan, Kuwait, Lebanon, Qatar, and the UAE have been approved to use the Qatarlyst service. In early summer of 2010, QIS found itself at a strategic juncture.  One of the Company’s long time technology partners had approached them with an opportunity to invest or acquire the firm, but that opportunity had a limited time window.  At the same time, RI3K, a London-based pioneer and innovator of technology that supports paperless transactions for the commercial reinsurance industry, was rumored to available – as a result of a bogged down acquisition negotiation.  That opportunity also had a limited window of availability.  In evaluating these opportunities, QIS not only had to analyze the opportunities (and risks) associated with both potential acquisitions in isolation, they also had to assess how the acquisition of either firm could affect relationships with the Company’s existing technology providers; anticipate the likely impact of either deal on customers, prospects, suppliers and employees; and, most importantly,understand the relationship between these opportunities and QIS’s principal mission of supporting Qatar’s stated desire to become the region’s leading insurance and reinsurance centre. On the recommendation of a QIS board member, QIS management approached Marlin & Associates (“M&A”) with a request for strategic and financial advisory services.  They valued M&A’s industry expertise as well as their cross-border transaction experience.  They wanted M&A’s unbiased professional guidance on developing their options, weighing them, and executing.

  • Client / Counter Party

    M&A organized a team to fly to Sydney to manage the process.  The team worked with Management to be able to present the firm in the best light to multiple constituencies; led preparations for due-diligence reviews; identified key strengths and weaknesses, and worked with the company to strengthen those weaknesses before presenting to outside parties.   NASDAQ OMX was a natural fit and the firm was particularly interested in SMARTS.  This interest was driven by the fact they were not only a leader in operating securities exchanges around the world, but they were also a leader in the provision of exchange technology to other exchanges around the world.  Since they were already utilizing SMARTS technology, they foresaw the need for all exchanges which made the pursuit very compelling.  Approximately seven  months after engaging Marlin & Associates, SMARTS Group agreed to be acquired by NASDAQ OMX. The company will continue to be based in Sydney where it will be central to NASDAQ OMX's strategy to diversify its commercial technology business and enter the broker surveillance and compliance market. SMARTS is now part of the NASDAQ OMX Market Technology business, which is based in Sweden and delivers technology to over 70 marketplaces in more than 50 countries.    

    Role

    Marlin & Associates managed the process, assisted in the negotiations and acted as exclusive strategic and financial advisor to SMARTS Group. 

    Business Description

    SMARTS Group, a fast growing, privately owned company based in Sydney, Australia, is a global leader in providing market surveillance technology for stock, bond, commodity and derivatives exchanges; national regulators; and securities brokerage firms around the world. The company’s products allow exchanges, regulators, brokers and others to detect patterns that may suggest insider trading and other forms of market manipulation.  Their proprietary technology allows these users to collect massive amounts of trading-related data from disparate sources, and analyze that data in real time using sophisticated data mining and data visualization tools.  At the time of the transaction, twenty-two of the world’s securities exchanges; seven of the world’s most sophisticated regulators; and nearly fifty of the world’s leading securities brokerage firms (“brokers”) relied on SMARTS’ technology to insure the orderly conduct of securities markets. Over the years, SMARTS had been approached by a number of parties interested in some form of a combination or investment - venture capital and private equity players, bankers and industry participants all had indicated interest.   Finally, the SMARTS Board concluded that they were open to a number of strategic options ranging from an IPO to a minority investment to a sale of the entire firm, if the value was above a significant threshold.  That is when they asked M&A to help them identify and evaluate these various strategic options. 

  • Client / Counter Party

      Ambit Messaging Hub (“AMH”) is a modular, multi-network, high-volume financial messaging software solution.  It was developed by SunGard Data Systems (“SunGard”) in Europe and Israel for use by European banks and corporations.  Conversations at the operating level between SWIFT and SunGard personnel had led SWIFT to believe that SunGard could be willing to sell this business to SWIFT.  These conversations also led SWIFT to believe that there could be significant synergies between AMH and SWIFT and that SWIFT would be a good home for the product line.  However, SWIFT had no recent experience making acquisitions.  They asked M&A to advise them as they reviewed the opportunity, conducted and managed due diligence reviews, and sought resolution for potential deal-related issues.  (This was the second time that M&A advised SWIFT.  In 2007, after considerable due diligence, M&A advised SWIFT to not acquire a different European-based firm.)   In conversations with SunGard it became clear that, while SunGard was willing to discuss the sale of AMH, there were several areas of complexity.  Some of these were on the SWIFT side, as they grappled with how to manage a separate, advanced-technology software business and how to accommodate a separate similar offering within the current SWIFT product umbrella.  Some issues were related to AMH’s technology, elements of which are shared with several of SunGard’s other products.  There also were potential issues related to customers, products and non-competition agreements al relating to the fact that AMH was designed as new technology to which customers of SunGard’s older ‘Mint’ technology would migrate.  There also were issues related to AMH support people – some of whom are based in Europe and others in Israel - and there were issues related to the fact that sale of the Israeli based intellectual property assets required government approvals.   M&A worked with SWIFT and SunGard as the parties sought to resolve these issues.   Ambit Messaging Hub (“AMH”) is a modular, multi-network, high-volume financial messaging software solution.  It was developed by SunGard Data Systems (“SunGard”) in Europe and Israel for use by European banks and corporations.  Conversations at the operating level between SWIFT and SunGard personnel had led SWIFT to believe that SunGard could be willing to sell this business to SWIFT.  These conversations also led SWIFT to believe that there could be significant synergies between AMH and SWIFT and that SWIFT would be a good home for the product line.  However, SWIFT had no recent experience making acquisitions.  They asked M&A to advise them as they reviewed the opportunity, conducted and managed due diligence reviews, and sought resolution for potential deal-related issues.  (This was the second time that M&A advised SWIFT.  In 2007, after considerable due diligence, M&A advised SWIFT to not acquire a different European-based firm.) In conversations with SunGard it became clear that, while SunGard was willing to discuss the sale of AMH, there were several areas of complexity.  Some of these were on the SWIFT side, as they grappled with how to manage a separate, advanced-technology software business and how to accommodate a separate similar offering within the current SWIFT product umbrella.  Some issues were related to AMH’s technology, elements of which are shared with several of SunGard’s other products.  There also were potential issues related to customers, products and non-competition agreements al relating to the fact that AMH was designed as new technology to which customers of SunGard’s older ‘Mint’ technology would migrate.  There also were issues related to AMH support people – some of whom are based in Europe and others in Israel - and there were issues related to the fact that sale of the Israeli based intellectual property assets required government approvals. M&A worked with SWIFT and SunGard as the parties sought to resolve these issues.

    Role

    Marlin & Associates was exclusive financial and strategic advisor to SWIFT.  M&A helped SWIFT conduct a thorough review of AMH’s business and financial results and worked with SWIFT to assess AMH’s strategic fit.  Ultimately, M&A helped SWIFT acquire 100% of AMH’s assets.

    Business Description

    On October 15, 2010, SWIFT completed its acquisition of the Ambit Messaging Hub business from SunGard and created a wholly owned SWIFT subsidiary, Arkelis N.V.  This new SWIFT subsidiary will be managed from within, but be separate from the rest of SWIFT  The management and staff of AMH were transferred from SunGard to Arkelis, which will be led by Hans Cobben, CEO, who joined Arkelis from SunGard as part of the transaction.  Arkelis is based in Mechelen, Belgium, with offices in Frankfurt and Zurich.  The unit’s focus is to provide a leading-edge, single integration platform primarily for high-volume messaging customers in the financial services industry.  The AMH solution will be marketed by SWIFT as AMH (“Advanced Messaging Hub”).

  • Client / Counter Party

    M&A began by conducting a detailed review of Avox's strengths and weaknesses, commercial and financial results, strategic and product plans, budgets, and forecasts; and began to develop a sense of viable options including bringing in another investor, a merger or an outright sale. M&A then helped to manage a disciplined process that led to a series of discussions with multiple parties in the United States and Europe.  About eight months after engaging M&A, Deutsche Börse and the founders signed an agreement to sell 100% of Avox to The Depository Trust & Clearing Corporation (“DTCC”), a leading provider of clearing, settlement and information services. Avox now has been combined with DTCC’s growing range of data management and reference data services aimed at helping its customers around the world improve operational efficiency and mitigate risk. Services including the DTCC Global Corporate Action Validation Service, which provides a centralized source of `scrubbed´ information on corporate actions (e.g. tender offers, conversions, stock splits, dividends and nearly 100 other types of events for equities and fixed income instruments for more than 2 million securities from 160 countries); its New Issue Information Dissemination System (“NIIDS”), part of the underwriting process, which provides data on municipal bonds, equities and corporate bonds that are DTCC-eligible to vendors, dealers and market participants; and security data from its master file, which provides basic information on all securities handled by DTCC's depository. DTCC’s management hopes that in adding Avox, DTCC will be able to offer a true industry-owned utility platform for business entity reference data.  Combining Avox's proven capability to deliver high quality content with DTCC's networked community of users and user governance – will create a global industry standard for company related data.

    Role

    Marlin & Associates initiated the transaction, managed the process, assisted in the negotiations and acted as exclusive strategic and financial advisor to Avox as well as to its majority shareholder, Deutsche Börse.

    Business Description

    Deutsche Börse AG (“DB”), long known as Germany’s largest and most important stock exchange, has evolved over time to become one of the world’s preeminent providers of a wide range of transaction-related services.  Today, Deutsche Börse counts itself among the major index providers in the world as well a leader with respect to as a wide range of other services that cover the entire securities and derivatives trading process chain, including transaction settlement, the provision of market information, and the development and operation of electronic trading systems. Between 2005 and 2007, Deutsche Börse acquired a 77% stake in privately-held Avox Ltd. (“Avox” or the “Company”), a Wales (United Kingdom) based firm that is a market leader in cleansing and maintaining high-quality reference information on legal entities and counterparties.  This data is needed by financial services firms globally to support a variety of operational, risk management and regulatory compliance activities, including ‘Know Your Customer’ (“KYC”) and Anti-Money Laundering (“AML”) reporting. With the backing of Deutsche Börse and under the guidance of Ken Price, one of Avox’s founders, Avox grew to more than 100 employees and was serving more than 20 blue-chip financial institutions around the globe, including; Citi, Barclays, Nomura International, Standard Bank, Allianz, Eurex, SWIFT, Mitsubishi UFJ and Royal Bank of Canada. In recognition of its achievements, Inside Reference Data named Avox 'Best Counterparty Data Provider of the Year’ in 2009 and 2010. In late 2009, after a comprehensive strategic review, Deutsche Börse determined that the strategic fit originally envisioned with Avox was not as strong as initially positioned.  Having observed M&A advise several similar companies, and aware of the needs of Avox’s founders who continued to own a significant minority position in Avox, Deutsche Börse asked Marlin & Associates ("M&A") to work with the Company, its founders, and Deutsche Börse to advise them as they explored options to divest DB’s interest in the Company. 

  • Client / Counter Party

    The founders of Strategic Analytics had been in contact with Marlin & Associates for several years.  When they decided it was time to seek a strategic partner they reached out to M&A.  M&A then helped them conduct an organized and a disciplined process that led to serious discussions with more than twelve potential strategic partners.  On March 1, 2010, seven months after engaging M&A, Strategic Analytics was acquired by Verisk Analytics through its Interthinx business.  Together with Strategic Analytics, Interthinx will be able to offer a wide range of mortgage risk analytics products including  The Mortgage Risk Model ™ (MRM), which gives retail lenders access to a comprehensive mortgage loan-level database – incorporating the vast majority of non-agency loans for the residential mortgage-backed securities market and then adding forecasting technology to incorporate significant measures of origination quality, maturation effects, and environmental factors into analytics tests that traditional modeling methodologies do not effectively capture.

    Role

    Marlin & Associates initiated the transaction, managed the process, assisted in the negotiations and acted as exclusive strategic and financial advisor to the sellers.

    Business Description

    Strategic Analytics is a risk analytics software company that targeted large banks and consumer finance institutions with portfolios of retail loans (auto, credit card, mortgage, home equity, personal loans, etc.). The Company’s software enables clients to produce loan portfolio analysis for risk management; and accurate forecasts of loan portfolio performance for portfolio rebalancing; as well as a wide range of management reports including “what if” stress testing results. Two of Strategic Analytics founders, Joe Breeden and Anthony Giancola, had both worked for the Los Alamos-based Center for Adaptive Systems Applications (CASA) – a spin off from Los Alamos National Laboratory and the Santa Fe Institute, focused on applied machine learning, adaptive computation, and other data mining techniques for the prediction of customer behavior.   The third founder - David Franklin, who had relocated to Santa Fe from Greenwich, CT, had been a principal in a firm that performed industry market share surveys and analyzed compensations. Together, they started Strategic Analytics to provide leading-edge risk management and analytical software solutions. Nine months after they came together, the Company filed for patents on its proprietary Dual-time Dynamics technology, and signed its first customer, Discover Card.  Nine years later the Company’s software was being used to analyze more than $2 trillion in retail assets and the founders were ready to join another larger firm with the resources to help them take the firm to the next level.

  • Client / Counter Party

    As is the case with many successful companies, private equity firms, venture capitalists and strategic corporations regularly approached LIM to see if they would consider exit. For years the company declined. But, 2009 was the 20th anniversary of LIM’s founding and Tony Kolton and his partners decided that the timing was right to consider exit. Before engaging Marlin and Associates the Company entertained sequential discussions with three strategic firms and two financial firms. For one of these discussions, LIM hired an outside advisor. For different reasons, none of the discussions resulted in a transaction. That’s when they decided to hire Marlin & Associates. M&A helped the owners and Management conduct a disciplined process that led to discussions with more than fifteen potential partners and ultimately generated multiple indications of interest. On December 11th 2009, Morningstar, Inc. (Nasdaq: MORN), a leading provider of independent investment research, today announced it has entered into a definitive agreement to acquire Logical Information Machines, Inc. (LIM). The transaction closed on December 31st 2009. LIM is a pioneer in providing market pricing data, securities reference data, historical event data, predictive analytics, and advanced data management solutions that help customers manage large sets of time-series data. The company collects, unifies, and conducts quality assurance on data from more than 180 providers in the energy, financial, and agriculture sectors and provides clients with one central source for data intelligence and analysis. Clients also have the flexibility to use LIM's tools for analyzing their own proprietary data, which they may have been collecting for years. Joe Mansueto, chairman and CEO of Morningstar said: "LIM is a financially healthy firm with a strong record of success, subscription-based revenue, and a large, stable client base. We were attracted to LIM because it complements our core data and software businesses and provides a new distribution channel for Morningstar. Additionally, we serve many of the same financial services firms, but we're working with different departments within those organizations. By joining forces, we can offer our clients more robust services from one provider." "Becoming part of Morningstar will help us expand our business, especially outside the United States where we're in the early stages of developing our offerings," said Anthony "Tony" Kolton, co-founder, president, and CEO of LIM. "We see many opportunities in Asia, for example, which originates a significant amount of the world's trading and where Morningstar has been operating for more than a decade."

    Role

    Marlin & Associates was pleased to have initiated this transaction, helped manage the process, assisted in the negotiations and acted as exclusive strategic and financial advisor to LIM.

    Business Description

    In the 1980s, when Tony Kolton was a young accountant at Northwest Industries, he met and befriended a young PhD computer whiz named Shamim Naqvi. Over the years they kept in touch. Tony obtained a master’s degree in tax and a law degree, but diverted his career to trade options on the floor of the Chicago Board of Options Exchange (CBOE). Shamim Naqvi moved on to Bell Labs, which, for a time, allowed him to work at Microelectronics and Computer Technology Corporation (“MCC”) the first, and - at one time - one of the largest, computer industry research and development consortia in the United States. Under the leadership of Admiral Bobby Inman, whose previous positions had been Director of the National Security agency and Deputy Director of the Central Intelligence Agency. MCC was an American answer to Japan's Fifth Generation Project, a large Japanese research project aimed at producing a new kind of computer by 1991. MCC was part of the Artificial Intelligence boom of the 1980s. In 1987, Tony Kolton recognized an inflection point in the stock markets and sold his positions before the markets crashed. He was searching for next. At about that time, his friend Shamin Naqvi told him of amazing advances in artificial intelligence that he was working on. In 1989, with MCC winding down, Tony and Shamin teamed with Jan Lukens, then a senior marketing manager at Coca-Cola, to form Logical Information Machines (“LIM”). In short order they added expertise from three other MCC alumnae: Ravi Krishnamurthy, PhD, who had helped design DB2 in 1980 at IBM’s Tom Watson Research Center; Dr. Ruben Gamboa, PhD and; Danette Chimenti. Together the team created a proprietary time-series database technology that they called “Historis”; and a desk top application they called the “Market Information Machine” (“MIM”) that makes use of “Proloq” a near-English query language developed by Shamim Naqvi and helps clients make sense of the mountains of information contained in the data base. Over the next few years, LIM evolved from a software company to become a leading provider of data and analytics for some of the world's largest asset managers, banks, oil companies, power and natural gas trading firms, utilities, and agriculture and commodities trading firms. The company collects, unifies, and conducts quality assurance on data from more than 180 providers in the energy, financial, and agriculture sectors and provides clients with one central source for data intelligence and analysis. Clients also have the flexibility to use LIM's tools for analyzing their own proprietary data, which they may have been collecting for years. Traders and risk managers relied on LIM as their information hub. The Company employed people in Austin, Houston, Chicago, New York, and London.

  • Client / Counter Party

    In early 2007, shortly after the Hugin transaction was complete Euronext merged with the New York Stock Exchange (“NYSE”) to form NYSE Euronext. In 2008, after conducting an internal review, NYSE Euronext leadership concluded that the strategic fit originally envisioned was not as strong as was initially posited. They turned to Marlin & Associates (M&A) and asked for help a wide range of strategic options for Hugin. After M& A conducted a detailed review of Hugin’s strengths and weaknesses; commercial and financial results; strategic plans; and viable options; NYSE Euronext concluded the appropriate option was to divest the Group. At their request, M&A conducted a disciplined process that led to a serious of discussions with six parties in the United States, Europe, and Australia. Nine months after engaging M&A, NYSE Euronext signed an agreement to sell Hugin Group to Thomson Reuters (NYSE: TRI), the global information company. The transaction closed one month later. In Europe, the acquisition of Hugin Group gave Thomson Reuters an additional tool set to bring to their already large client base and an expanded European client set to whom they could offer other Thomson Reuters IR and PR-related services. In the US, the purchase of Hugin gave Thomson Reuters a unique IR and PR-publishing technology that Hugin had developed over several years which can be integrated with other Thomson Reuters IR and PR service offerings. As part of the agreement, Thomson Reuters and NYSE Euronext expanded their strategic partnership offering value-add information services and desktop tools to the issuer community.

    Role

    Marlin & Associates initiated the transaction, managed the process, assisted in the negotiations and acted as exclusive strategic and financial advisor to NYSE Euronext (NYSE:NYX).

    Business Description

    In 2005 and 2006 Euronext N.V., the pan-European exchange, acquired the three leading European based providers of services for the European Investor Relations (IR) community: Hugin AS, the Norwegian provider of web-based news distribution services, which Euronext acquired in late 2006; CompanyNews, the French news distributor acquired in early 2006; and Directnews, the German distribution company acquired by Hugin AS in 2005. The three firms were merged and took the name “Hugin Group,” with headquarters in Oslo, Norway and Paris, France. Hugin became Europe’s leading distributor of financial, regulatory, and other business news. Competing with distributors like PR Newswire and Business Wire, the Company offered European IR and PR professionals a secure, web-based Software-as-a-Service (“SaaS”) system that allows these professionals to connect directly (as well as via news wires and news media) to thousands of journalists, analysts, institutional investors, and other stakeholders. By 2009, Hugin Group was serving about 1,700 clients across 26 countries.

  • Client / Counter Party

    Prior to engaging M&A, Vhayu was in the process of raising a third round of funding when a senior executive of Thomson Reuters inquired about buying the entire Company. Informal discussions ensued and a price was discussed. After reviewing the initial price, Vhayu’s CEO along with its investors approached M&A. While there were numerous strategic parties interested in Vhayu, the shareholders and M&A decided it was not likely that any of the parties would be able to move as quickly as Thomson Reuters. It was also unlikely for any of the parties to be able to match the price discussed. The CEO and the other shareholders had experienced situations where initial indications of interest from a likely suitor bogged down and then collapsed. This time they wanted help from an experienced advisor that could help them to move quickly. That's when Vhayu's CEO along with its investors approached M&A. M&A previously worked with Thomson Reuters in a number of transactions, where Thomson Reuters was the buyer. M&A realized that there was much to be done before a transaction would be complete. Among other things, M&A knew that very little real due diligence had taken place and the buyer, Thomson Reuters would be thorough on the process. The focus rapidly shifted to working with the Company to complete due diligence reviews, negotiate binding agreements and solidify a transaction that made sense to both sides. On August 3rd 2009, the shareholders of Vhayu completed the sale of the Company to Thomson Reuters Corporation (NYSE: TRI). The acquisition of Vhayu allowed Thomson Reuters to offer a more robust solution for high-frequency and advanced quantitative trading, research and analytics. The transaction also united both Vhayu’s and Thomson Reuters’ sales and support functions associated with this business. Vhayu Velocity became an integral component of the Thomson Reuters Quantitative and Event Driven Trading solution.

    Role

    Marlin & Associates managed the process, assisted in the negotiations and acted as exclusive strategic and financial advisor to Vhayu's management and investors, which included Menlo Ventures, Garage Technology Ventures, and Silicon Valley Bank.

    Business Description

    Vhayu was founded in 1998 by Intel technologists who together brought more than twenty years of experience designing and developing high performance hardware and software solutions. The Company grew to become a leading provider of lightning-fast results to capture and analyze live-streaming and historical data. To accelerate growth, Vhayu received two rounds of funding from Menlo Ventures, Garage Technology Ventures, Deutsche Bank’s Investment Arm, and Silicon Valley Bank. By the beginning of 2009, eight of the top ten global financial institutions relied on Vhayu’s Velocity solutions for mission critical operations. Thomson Reuters had emerged as a valued distribution partner responsible for nearly half of the company’s revenue and Vhayu’s velocity had become an increasingly important part of Thomson Reuter’s internal infrastructure.

  • Client / Counter Party

    Initially, M&A helped S&P conduct a traditional disciplined sales process. M&A worked with management to prepare a confidential information memorandum, to populate a virtual data room with due diligence items, to identify likely buyers and to generally manage a sale “process”. This effort led to discussions with about a dozen potential partners and generated multiple indications of interest. Then, the meltdown in financial markets interrupted the process. The lead prospective buyer was itself acquired in an unexpected transaction; two other prospective purchasers faced their own mortality; and the US Hedge fund market was in turmoil. M&A and S&P agreed to withdraw the company from the market for a few months until the market turmoil settled. Three months later, with a (slightly) calmer market environment, a set of revised financial projections, and some evidence that Vista’s market (and customer base) was largely intact, M&A renewed the process. This time, M&A targeted the four most likely strategic acquirers and invited them to get a sense of how well the Company was coping with a radically changed world. Two months later, three of the four firms submitted indications of interest. Shortly thereafter, S&P completed the all-cash sale of Vista to Guidepoint Global, an expert network company with a focus and leadership position in healthcare. Guidepoint’s acquisition of Vista created a broad-based expert research firm with strengths in: technology, telecommunications, media, financial services, energy, retail, and healthcare, among others. The sellers, S&P, were pleased because the transaction was completing during turbulent times and the employees were able to transition to a new environment in which they had a stronger chance for success. The buyer and the employees were happy because the combined company would have the technology, scale, people, offices, geographic presence and resources to compete successfully, globally.

    Role

    Marlin & Associates New York LLC managed the process, assisted in the negotiations, and acted as the exclusive strategic and financial advisor to Standard & Poor’s in the sale of Vista Research.

    Business Description

    Standard & Poor’s (“S&P”), a subsidiary of The McGraw-Hill Companies (NYSE:MHP), is a leading global provider of credit ratings, indices, risk evaluation, and investment research. Vista Research is one of the world’s premier expert networks – a research service for institutional investors, consultants, and corporations that allows them to connect with industry experts. When S&P acquired Vista, the theory was that the Vista business, which targeted US and European hedge funds and asset managers, would be a complement to S&P’s other, more analytical equity-research-related products, which targeted many of the same clients. Three years later, a strategic review by new S&P management concluded that the synergies between Vista and S&P were illusory. S&P Management decided to focus on more quantitative forms of research and to divest Vista. That’s when they called M&A.

  • Client / Counter Party

    M&A helped the owners and Management conduct a disciplined process that led to discussions with more than a dozen potential partners and ultimately generated multiple indications of interest.  Seven months after engaging M&A, the owners completed the sale of the Company to Morningstar (Nasdaq: MORN), a leading global provider of independent investment research, for £15 million in cash. The acquisition of Tenfore allowed Morningstar to enter a new area: offering global real-time market data, which it can now bundle with their fundamental equity data and research.  The acquisition also gave Tenfore a stronger competitive position with a wide range of investment data, a significantly enhanced global distribution network, and a large team focused on the global investment community that a corporate parent like Morningstar is able to provide.

    Role

    Marlin & Associates New York LLC managed the process, assisted in the negotiations, and acted as the exclusive strategic and financial advisor to Tenfore’s investors.

    Business Description

    Tenfore collects data on global equities, commodities, derivatives, indexes, and foreign currencies from more than 160 sources and consolidates the data for real-time distribution to clients.  Tenfore also offers front-end software terminals that leverage the Company’s market data, along with analytics and third-party application plug ins. After several years of development, Tenfore experienced significant growth in 2006 and 2007 as demand for the Company’s now-complete consolidated, low-latency global market data feed increased.  In early 2008, the investors decided the timing was appropriate to realize a return Tenfore collects data on global equities, commodities, derivatives, indexes, and foreign currencies from more than 160 sources and consolidates the data for real-time distribution to clients.  Tenfore also offers front-end software terminals that leverage the Company’s market data, along with analytics and third-party application plug ins. on their investment as Management had successfully executed the growth plan for the Company.

  • Client / Counter Party

    LexisNexis had come to respect M&A, as they evaluated and bid on several clients that were being advised by M&A. They noted the M&A “process” as well as the values that M&A often obtained for its sell-side clients. Also, M&A had recently represented a client in executing a significant strategic relationship with LexisNexis, advancing its electronic information services strategy. M&A’s domain strength and transaction experience in the legal and business-to-business information sector was an added attraction. An M&A team started the assignment by working with management to get a detailed understanding of Mealey’s Conferences’ strengths and weaknesses and the long and short term goals of Management. Once these basics were well understood, M&A positioned the Company as a strategic property with significant future upside. M&A then approached potential acquirers in the US, Canada, UK, and Australia. Several firms made credible offers. M&A worked with LexisNexis to improve price, narrow the field, and manage the due diligence process. Ultimately, M&A was pleased to play a role as LexisNexis sold Mealey’s Conferences to Business Valuation Resources. The transaction allowed BVR to expand its services and client base; it provided the managers and employees of Mealey’s Conference with a new home and a promising future; and it allowed LexisNexis to focus on its core competencies, without the distraction of managing a business that no longer fit.

    Role

    Marlin & Associates New York LLC managed the process, assisted in the negotiations, and acted as the exclusive strategic and financial advisor to LexisNexis.

    Business Description

    LexisNexis Group, a subsidiary of Reed Elesevier (LSE:REL), is a leading provider of legal, tax, regulatory, risk, and other business information solutions to professional, corporate, and government customers. Mealey’s Conferences , which was owned by Lexis Nexis, produces professional education and development seminars on litigation and related topics for attorneys and insurance industry executives. It also produces webinars and teleconferences, publishes proceedings of its events, and delivers on-demand, in-house custom training. Seven years after LexisNexis bought the company, LexisNexis sharpened its corporate-wide strategic focus on electronic information services, and decided to divest Mealey’s Conferences. They asked Marlin & Associates (M&A) to handle a sale process.

  • Client / Counter Party

    Over its history, InfoDyne had been approached by multiple suitors. They had spurned all of them. But, one day they received an offer so compelling that they decided to negotiate. A long and painful six months later, the deal fell apart. By that time, InfoDyne’s owners concluded that a sale did make sense. They believed that while the company had the products, services, and the technology required for success, it did not have the sales, marketing and distribution infrastructure required to take advantage of the growing market opportunity. Management believed that the timing was right: inbound inquiries by customers and suitors was at an all time high and Tagliavia believed that there could be considerable benefits if the company were to be teamed with either a financial firm looking to invest to build the company’s sales and marketing infrastructure or with a corporation with complementary strengths. To that end, InfoDyne retained Marlin & Associates (M&A) to advise the Company as it explored a wide range of strategic alternatives. To begin, M&A staff interviewed senior management, reviewed the company’s commercial and financial results, examined the firm’s strategic plans and budgets and attempted to understand managements short and long-term goals. Then, with the material thoroughly digested and understood, M&A drafted a ‘Confidential Information Memorandum’ (CIM) designed to highlight the company’s strengths as well as to anticipate and answer questions of potential partners. With that memorandum complete, M&A approached a limited number of financial and strategic parties in four countries. Several parties responded enthusiastically. The financial investors were soon eliminated from the process, because their valuation metrics were surpassed by those indicated by three strategic players, each of which were deemed suitable potential partners. One party, based in the UK, offered an intriguing solution that included significant ongoing ownership by current management for at least three years. A second party, based in Europe, coveted not only InfoDyne’s product line and management team, but also wanted to make InfoDyne a center for their North American development efforts. Ultimately, the owners chose to sell the company to International Business Machines (NYSE:IBM), of Armonk, NY. Under IBM’s auspices, InfoDyne products and people have become part of the IBM Software Group’s ‘WebSphere’ brand. InfoDyne has retained its core team in the Chicago area, and has become a focus for further development of real-time, ultra-low-latency trading products for WebSphere. Guy Tagliavia now leads an expanded team supporting IBM's strategy for further penetrating the financial services vertical.

    Role

    Marlin & Associates New York LLC was pleased to have initiated this transaction, helped manage the process, assisted in the negotiations and acted as exclusive strategic and financial advisor to InfoDyne Corporation.

    Business Description

    When Guy Tagliavia founded InfoDyne Corporation, his mission was to make transactional market data blazing fast, highly available and massively scalable. Fifteen years later, InfoDyne counted among its customers some of the most prestigious and sophisticated financial services organizations in the world. The company was recognized as a technology leader in the rapidly emerging market niche of providing mission-critical, high-volume, ultra-low latency market data processing systems. And, Tagliavia had managed to fund growth from internally generated cash, avoiding taking funding from outside sources. He still owned the firm.

  • Client / Counter Party

    At 12:20 AM on Christmas Day 2007, Netik LLC entered into an agreement to acquire the Capco Reference Data Services (CRDS) division of Capco.  At the same time, Netik replaced The Bank of New York Mellon Corp (BNYMellon ) with Symphony Technology Group as the primary investor in the business.  The deal closed a month later. The transaction was structured as a merger of CRDS into Netik, combined with a capital infusion into Netik by Symphony – and a simultaneous purchase by Symphony of some, but not all shares of Netik held by BNYMellon.  At the same time the bank maintains a contractual relationship with Netik for services. The transaction allowed BNYMellon to reduce its position in an asset deemed no longer strategic.  It allowed Symphony to increase its presence in the sector and leverage its investment in CapCo; it allowed CRDS to have a home with a management group that understands and values the product line; it allowed Netik management to have significant equity participation and help build the Company further, and it allows customers access to pre-populated multi source and multi view reference data content to data warehouses/marts and deliver this via fully managed.

    Role

    Marlin & Associates New York LLC assisted Netik’s management team in identifying a number of financial sponsors; presented Netik to these sponsors; managed the process; and advised and assisted Management as they negotiated with several interested parties and ultimately closed this transaction.

    Business Description

    Netik has long been recognized as a leading provider of financial data integration, financial data warehousing, data hub, and information-reporting solutions for the securities industry.  In 2004, Netik’s founders sold the Company to Bank of New York (BNY), so that BNY could use Netik as the foundation of a new outsourcing business.  In early 2007, following the announcement of BNY’s merger with Mellon Financial, and knowing the bank’s strategy had changed, the founders (who had remained as Netik’s managers) approached Bank Management with an eye towards repurchasing the Company.  They asked M&A to help arrange private equity financing for the transaction. During the summer of 2007, M&A and Management held conversations with several leading private equity houses.  Symphony Technology Group, based in Palo Alto, was selected as the best potential partner due to their desire to invest into Netik and to build a leading investor services business based on key financial services and software through organic growth and acquisitions.  It also helped that one of the Symphony funds controlled CAPCO and that all parties saw potential benefits to brining Netik and CRDS together.

  • Client / Counter Party

    When Hagemann approached Marlin & Associates (M&A), he had already concluded that it was time to sell the company. He knew that ORIMOS had the products and the technology required for success. But, he also knew that his firm did not have the sales, marketing, and distribution infrastructure required to take advantage of the market opportunity. He retained M&A to advise the Company as it explored a wide range of strategic alternatives. M&A began the process with a detailed review of the ORIMOS’ strengths and weaknesses. M&A staff interviewed senior management to understand their short and long-term goals, reviewed the company’s commercial and financial results, and examined the firm’s strategic plans, marketing plans, and budgets. Then, with the material thoroughly digested, and after defining an overall strategy with ORIMOS, M&A approached a limited number of strategic parties in eight countries, spread over three continents. Management presentations were held in New York, London, and the Nordic region. Several of these parties responded enthusiastically. The group of potential buyers was quickly narrowed to two – both of which had a compelling strategic need for the capabilities that ORIMOS had developed as well as the financial wherewithal to affect a transaction. Both were deemed by Hagemann to be acceptable potential partners. M&A then helped ORIMOS conduct a limited auction. Throughout the process, M&A assisted Hagemann and his management team in evaluating both the economics of the offers, as well as the various buyers. Less than nine months after beginning the process, Hagemann sold the company to ION Trading, of Dublin, Ireland. ION was pleased because the acquisition reinforced their position as is a global market leader in providing innovative, high performance, real-time solutions across multiple asset classes for electronic trading, position management, pricing, risk management and downstream processing. Hagemann and his employees were pleased because the transaction allowed them to join with a larger firm with significantly more resources.

    Role

    Marlin & Associates New York LLC initiated the transaction, helped manage the process, assisted in the negotiations and acted as exclusive strategic and financial advisor to ORIMOS S.A.

    Business Description

    Guido Hagemann, founder of ORIMOS S.A., realized early that high-performance, computer-based, fixed-income analytical applications would become an important component of global fixed income trading. As a former consultant who developed derivative pricing models for large, global financial institutions, he believed that he knew exactly want the market needed. To capitalize on this market knowledge, Hagemann organized a core development team in Berlin, Germany, and acquired a base technology platform. 12 years later, with administrative offices now relocated to Switzerland and sales and support operations in London, the company had amassed a blue-chip list of multinational client organizations that were active in the global fixed-income trading market. The firm was recognized as one of Europe's leading providers of automated fixed-income pricing engines.

  • Client / Counter Party

    On February 5th, 2008, Lower Fees, Inc. was acquired by Bankrate, Inc (NASDAQ: RATE), a leading aggregator of financial rate information for American banks and lending institutions.  The acquisition allowed Bankrate to combine Lower Fees mortgage information with Bankrate’s rate tables as part of an effort to provide a more comprehensive, one-stop shopping opportunity for real estate buyers.  At the same time Mike and Mark Kratzer relocated to Florida to assist in the integration. Marlin & Associates New York LLC worked with Management to develop a strategic approach, managed the process, acted as the exclusive strategic and financial advisor to Lower Fees, Inc.

    Role

    When Mark and Mike approached Marlin & Associates (“M&A”), Lower Fees was in a relatively early stage of development: technology had been developed; the data base had been completed for several service provider categories and revenue was starting to flow.  Mark and Mike were trying to decide whether they should continue self-funding the business, seek outside capital or contemplate a sale to a strategic partner. For more than a year, M&A worked with the Company, helping management to refine their business plan and to present that plan to more than a dozen prospective investors and partners.

    Business Description

    Lower Fees, Inc. (sometimes known as “Fee Disclosure.com”), based in California’s Westlake Village, provides consumers with the data, tools and context in which they can understand, negotiate, manage and ultimately reduce the vendor fees associated with closing a residential real estate transaction.  The company also provides real estate professionals and the firms that service real estate transactions with an online platform that can help them identify potential clients and differentiate themselves from their competition. Founders Mark Zimmerman and Mike Kratzer - two real estate professionals – recognized that buyers and sellers of residential real estate often pay thousands of dollars in unnecessary (or overpriced) fees for services such as title insurance, engineering inspections, termite extinction, radon remediation, escrows, document preparation, appraisals, legal representation and more.  They set out to create a comprehensive data base of real-estate service providers and their fees along with tools and an online platform to help users better understand these fees in a local context.

  • Client / Counter Party

    After studying the Company, M&A formulated a strategy to present each of the three principal Hemscott businesses individually, while showing the interrelationships between the units. Working with executives from Hemscott, Ipreo, and VSS, M&A then prepared information memoranda on each of the three businesses; identified appropriate prospects for each of the three; and then invited members of three different groups to submit proposals to acquire or partner with one or more of the Hemscott units. Each of the Hemscott units attracted interest. Several parties, including Morningstar indicated interest in acquiring two the Hemscott units. But, initially, no one offered to buy all three. However as the management presentations and due diligence reviews progressed (in the US, UK and India), it became clear that the businesses would be better served if sold as a single unit. Further, the extent of the tightly inter-twined infrastructure of the three businesses (and separation challenges) became clearer. Late in the process, M&A recommended returning to Morningstar, which had indicated interest in acquiring two of the Hemscott units, to help them see the benefits of acquiring all three original Hemscott units in a single transaction. Ultimately, Morningstar agreed. On December 17th, 2007, Morningstar (NASDAQ: MORN) entered into an agreement to acquire all three original Hemscott businesses for $51.6 million in cash.

    Role

    Marlin & Associates New York LLC managed the process, assisted in the negotiations and acted as the exclusive strategic and financial advisor to Ipreo Holdings LLC. The acquisition of Hemscott allows Morningstar to continue building on its strategy of creating a premier global equity database and expanding its presence outside of the United States.

    Business Description

    Since 1985, Hemscott has been providing hard-to-replicate, consistently stated financial information and in-depth director information on publicly traded companies. The Company’s web site, Hemscott.com, is one of the United Kingdom’s leading online financial information portals. Hemscott’s “CoreData” unit (formerly Media General Financial Services) is one of the largest providers of fundamental financial data in the US. Hemscott IR is a leader in providing data to power online investor-relation websites; and bigdough.com, which Hemscott acquired in late 2004, is a leading provider of information on US and European institutional fund managers, analysts and journalists. The Company was founded in the UK and has extensive customers in the UK, Europe and US. More than 80% of the Company’s employees are based at its state-of-the-art technology center in New Delhi, India. In December 2006, Hemscott merged with the US Company, i-Deal, to create Ipreo Holdings LLC. However, soon after the merger, it became apparent that the combination of bigdough with i-Deal presented more opportunities than did the combination of i-Deal with the original three Hemscott businesses. A year later, Ipreo’s management and Ipreo’s majority owner, private equity firm Veronis Suhler Stevenson (VSS) decided to engage a professional advisor to help them develop strategic alternatives for Hemscott. After meeting and evaluating several firms, they selected Marlin & Associates (M&A).

  • Client / Counter Party

    M&A helped StarMine conduct a disciplined process that led to discussions with more than 10 potential partners and ultimately generated strong interest from four: one of which was Thomson Corporation’s Thomson Financial unit and another one of which was Reuters, the global information company. Reuters soon became the preferred buyer.  However, on May 14th 2007, Thomson Corporation announced that it was in negotiations to acquire Reuters.  While Thomson and Reuters immediately put on hold most other discussions pertaining to acquisitions, both Reuters and StarMine saw their transaction to be strategic enough to continue active conversations, albeit with some complications.  On August 21st 2007, ten months after engaging M&A, the two parties agreed to enter into a transaction whereby Reuters would acquire StarMine, subject to some conditions relating to the pending Thomson transaction.  The transaction closed on January 1st 2008, shortly before Thomson closed on its acquisition of Reuters. This acquisition has allowed Thomson Reuters to provide a new level of high-value content and insight to its customers around the globe. Joe Gatto and his team continue in place with expanded responsibilities, while StarMine’s financial backers have exited with a significant return on their investment.

    Role

    Marlin & Associates New York LLC initiated this transaction, managed the process, assisted in the negotiations and acted as the exclusive strategic and financial advisor to StarMine Corporation.

    Business Description

    After attending a seminar on earnings estimates, StarMine’s founder Joe Gatto wrote a business plan for a better system to measure these estimates – as well as the performance of Wall Street analysts.  His “SmartEstimate” system was more objective – and more accurate than the then most popular sources of such measurement I/B/E/S and FirstCall.  Three years later, Gatto received an initial round of financing from American Century Ventures followed shortly thereafter by a second round that included American Century, Hummer Winblad Venture Partners and Instinet Group Inc. Seven years after receiving its initial funding, Gatto’s company, StarMine Corporation, had become a leading provider of fundamental research systems and automated analyses to investment managers.  The Company had developed a full suite of products to accurately predict earnings surprises and value stocks on a relative or absolute basis as well as to objectively measure the performance of Wall Street analysts.  The Company was profitable and growing 40% per year.  They had clients in the US, UK, Europe, Australia and South Africa and the Company was developing an international physical presence. While Joe Gatto and his board were certain that the Company could continue to grow revenue at significant rates and remain highly profitable without a partner, they also were ready for some liquidity and were aware that the Company had reached a stage where growth required increased administration and international infrastructure.  Based on the Company’s very high predicted growth, Gatto and the Company’s financial sponsors decided that the next phase of the Company’s growth would be facilitated if the Company were teamed with the right strategic partner.  To help them find that right partner and negotiate an acceptable transaction, they turned to Marlin & Associates.

  • Client / Counter Party

    On June 27th 2007, Fidelity National Information Services, Inc. (NYSE:FIS) announced that it had acquired AFT. M&A helped AFT’s principal owner conduct a disciplined process that led to discussions with more than 15 potential partners and ultimately generated interest from five. Nine months after engaging M&A, the owner agreed to sell AFT, together with its sister company, to Fidelity National Information, one of the world’s leading providers of transaction and lending processing services. In addition to financial factors, AFT’s principal owner took note of the strong strategic and cultural fit with FIS and the potential this created for significant growth. The transaction has allowed FIS to expand its market presence with Wall Street’s residential mortgage loan customers by providing highly sophisticated tools that enable FIS to provide loan scoring for relative default and prepayment propensities at the point of origination, which is an important differentiator in valuing the loans for subsequent securitization. At the same time, the transaction relieves AFT’s principal owner of some of the administrative burdens that come with being CEO of an independent Company.

    Role

    Marlin & Associates New York LLC (“M&A”) initiated this transaction, managed the process, assisted in the negotiations and acted as the strategic and financial advisor to Applied Financial Technology, Inc.

    Business Description

    Applied Financial Technology (“AFT”) introduced its first analytic tools in 1996.  Within a few years, the Company had become one of the fastest-growing providers of intelligent and predictive risk analytics, analysis and data for the mortgage industry.  AFT’s quantitative analytics, which can be fully integrated into a variety of third-party systems, are used by brokers, banks and investors to price, fund, trade and hedge mortgages and mortgage-backed securities. The Company’s models and other products help fixed-income traders, analysts, portfolio managers and risk managers predict, quantify and manage risk associated with prepayment, default, and changes in interest rates.  The company also spawned a sister company: Financial Systems Integrators, Inc. (FSI), a front-end desk-top application that makes use of AFT’s models and other data to allow users to manage portfolios containing a wide range of complex debt securities, including portfolios that contain Collateralized Mortgage Obligations, Asset Backed Securities and Mortgage Backed Securities, as well as more conventional debt instruments. More than a year prior to engaging M&A, the principal owner approached M&A.  While the principal owner was certain that he could continue to grow revenue at significant rates and remain highly profitable without outside investment, he also wanted some liquidity and was aware that the Company had reached a stage where growth required increased administration and infrastructure.  Based on his very high predicted growth for the coming year and the fact that the Company’s financial controls could benefit by some strengthening to support further discussions (no full-time CFO, no audit) we counseled a careful approach for the then-current year. A year later, with revenue and profit growth on target, a CFO in place and an audit underway, AFT engaged M&A to provide strategic and financial advice.

  • Client / Counter Party

    On June 14th 2007, Vista Equity Partners announced that they had acquired Global Energy Decisions, LLC, through Vista’s affiliate, Ventyx, Inc.,

    Role

    Marlin & Associates New York LLC (“M&A”) identified Global Energy as a potential opportunity, helped Vista conduct a thorough review of Global Energy's business and financial results and worked with Vista to assess Global Energy's strategic fit within Vista's portfolio. Ultimately, M&A helped Vista acquire 100% of Global Energy through Vista’s portfolio company, Ventyx, Inc.

    Business Description

    Global Energy Decisions, LLC (“GED”) provides software solutions, trading platforms, analytical tools, market data, advisory and strategic consulting services and more to the energy industry. Formed by CEO Ron McMahon in 2001, with the financial backing of private equity firm, Quadrangle Group, GED made six acquisitions to form a leading provider of energy-related services. Global Energy is headquartered in Boulder, Colorado with additional offices in Columbus, Ohio; Vancouver, Washington; Kansas City, Missouri; Houston, Texas; and Raleigh, North Carolina. Initially, Management of GED together with Quadrangle, approached M&A to advise them on strategic alternatives. At the time, M&A was advising another energy information technology company and was not able to accept the assignment. As a result GED hired another advisor. Six months later, when the principals finally went to market, M&A was free to discuss the situation with potential buyers. From previous conversations, M&A knew that Vista Equity Partners was actively seeking to acquire control of strong technology companies and was particularly interested in companies that would be a strategic fit for its portfolio company, Ventyx, Inc., a leading Service Delivery Management solution provider for the utilities, telecommunications and cable/broadband industries. We believed that the strategic and financial profile of GED would fit Vista’s criteria. In February 2007, Vista engaged M&A to help them conduct a strategic and financial review of Global Energy’s business, and, if possible to acquire GED.

  • Client / Counter Party

    M&A helped Xcitek’s owners conduct a disciplined process that led to discussions with more than 15 potential partners and ultimately generated interest from five.  Eight months after engaging M&A, the owners agreed to sell their market data division to Interactive Data Corporation (NYSE:IDC), one of the world’s leading providers of financial market data, analytics and related services. In addition to financial factors, Xcitek’s owners took note of their long redistribution relationship with Interactive Data and IDC’s successful record of providing reference data and other services to facilitate the timely processing of transactions and addressing regulatory and reporting requirements of clients.  The owners also considered IDC’s expressed respect for the Xcitek employees and its intention to leave much of Xcitek’s structure and people intact, and in their current location.

    Role

    Marlin & Associates New York LLC (“M&A”) initiated this transaction, managed the process, assisted in the negotiations and acted as the exclusive strategic and financial advisor to Xcitek LLC.

    Business Description

    Founded in 1986, the New York City-based Xcitek market data division is the leading provider of corporate actions information relating to equities, warrants, corporate bonds, government, agency and municipal bonds and other financial instruments issued by US and Canadian entities.  Xcitek’s founders knew that bottom-line portfolio performance can be influenced and anticipated by announcements of corporate actions such as splits, liquidations, mergers, divestitures, acquisitions, capital changes, bankruptcies, law suits, reorganizations, name and domicile changes and distributions.  The data describing these events is voluminous, complex, hard to find, inconsistent and manually intensive to interpret and process.  Xcitek’s founders conceived designed and built a service to automatically collect, compile, process and distribute this information.  As a result, the company’s services came to be used by over 1,600 financial institutions worldwide, via electronic data feeds, proprietary web-based offerings and an extensive network of redistributors.  The Company earned numerous industry awards. Prior to engaging M&A, the owners had been approached by several strategic and financial firms, who were interested in acquiring, investing or partnering with the Company.  The owners turned down all such approaches.  But, when one of the founders died unexpectedly, the other owners paused to reflect.  Another of the founders had already retired and a third was approaching retirement.  The owners decided it was time to explore their strategic alternatives.  They engaged M&A to advise them.

  • Client / Counter Party

    M&A helped the owners and Management conduct a disciplined process that led to discussions with twelve potential partners and ultimately generated indications of interest from four. Seven months after engaging M&A, the owners agreed to sell the Company to Euronext, the pan-European exchange. Euronext had previously entered the corporate news distribution market through its acquisition of Companynews, a company that had built its own strong positions in France, Italy, Portugal and Spain - locations that were highly complimentary to those of Hugin. As part of the transaction, Euronext announced plans to merge and integrate Hugin and Companynews and also announced that the Hugin CEO would lead the combined entity.

    Role

    Marlin & Associates New York LLC (“M&A”) initiated this transaction, managed the process, assisted in the negotiations and acted as the exclusive strategic and financial advisor to Hugin ASA.

    Business Description

    Hugin ASA is one of Europe’s leading distributors of investor and customer related communications.  From its offices in nine European countries (Belgium, Denmark, Finland, Germany, the Netherlands, Norway, Sweden, Switzerland and the UK), the Company distributes press releases, e-mails, faxes, video and other forms of corporate communications on behalf of more than 1,200 client companies located in 20 European countries. The company was founded in 1985 by MIT graduate and former McKinsey consultant Karl-Christian Agerup, along with partner Ingar Ostby, an investor and industry veteran. Together, they had formed a venture-capital firm that provided initial funding to Hugin.  Initially, Karl-Christian led the Company personally - establishing operations in multiple countries.  Over time they brought in additional financial backing from two of Scandinavia’s largest media firms: Schibsted and Orkla, as well as from life insurance firm Nordea.  Eventually, Karl-Christian stepped away from day-to-day management to focus on other investment activities, and turned the Company over to professional managers. Over the next few years, the company rapidly grew. Prior to engaging M&A, the Company was approached by several strategic firms interested in Hugin’s leadership position within this burgeoning sector.  While the Company was growing well, with Europe in the early stages of significant regulatory reform (including expansion of the EEC, a new European “Transparency Directive” and strengthened financial reporting requirements) and with increasing consolidation within the global corporate communications industry, Hugin’s Management and Board concluded that they should explore opportunities to join Hugin with a strategic partner.  They engaged M&A as the Company’s exclusive strategic and financial advisor. 

  • Client / Counter Party

    M&A helped the owners conduct a process that led to discussions with eight potential partners and indications of interest from four.  Six months after engaging M&A, The owners sold a majority interest to ABRY Partners, one of the oldest and largest private equity funds in North America.  ABRY has over $7.0 billion of assets under management and since 1989 has completed over $18.0 billion of leveraged transactions in the media, communications and information industries.

    Role

    Marlin & Associates New York LLC (“M&A”) initiated this transaction, managed the process, assisted in the negotiations and acted as the exclusive strategic and financial advisor to Triple Point.

    Business Description

    Triple Point Technology (“Triple Point” or the “Company”) provides software to help energy and physical commodities firms affect transactions, reduce risk and manage global supply chains. The Company was founded in 1993 by Peter Armstrong and Allie Rogers - two industry veterans who were soon joined by a third, Paul D’Amico. All three had previously worked at the Phibro Division of Salomon Inc.  Over the next few years, the company rapidly grew to serve commodity and energy companies in 17 countries across Asia, Africa, Europe, North America and South America.  These clients were engaged in buying and selling a wide variety of commodities - including energy-related commodities such as power, oil, gas and coal, as well as commodities such as metals, agricultural products, freight and “soft” commodities such as coffee, cocoa, sugar and grain.  The company - headquartered in Westport, Connecticut - added development and support centers in Houston, London, and Pune (India).  Prior to engaging M&A, the Company was approached by several strategic firms looking for an acquisition partner, as well as by private equity and venture capital firms interested in TPT’s leadership position within this burgeoning sector.  Two of the three owners were young and not quite ready to exit this growing business, while the third was ready to move onto other challenges.  All three were open to the idea of taking some chips off the table.  Ultimately they decided to engage M&A as the Company’s exclusive strategic and financial advisor.

  • Client / Counter Party

    On April 9th 2006, Brainpower entered into an agreement to be acquired by Bloomberg L. P., one of the world's leading global providers of data, news and analytics. The tender was completed on June 5th 2006. Bloomberg has a strong culture of building all applications and products internally. They seldom acquire. But, in this case, Bloomberg and others came to recognize the unique power of Brainpower's analytical products - as well as its highly talented technical staff. The transaction was valued at a premium of 59% to Brainpower's volume weighted average trading price during the previous three months. In addition, Bloomberg agreed to assume certain liabilities. The total price was about 5 times Brainpower's reported revenue for the prior calendar year.

    Role

    M&A was the exclusive strategic and financial advisor to Brainpower.

    Business Description

    Based in Lugano, Switzerland, Brainpower N.V (“Brainpower”, or the “Company”) a publicly listed company (Deutsche Bourse – “BPW”), was founded by Rocco Pellegrinelli, - a former investment manager, together with two highly regarded technical managers. They set out to deliver a world-class platform that would help European investment managers identify and take advantage of market opportunities. They patterned the Company after Factset and Bloomberg and offered fast access to a wide range of financial information combined with sophisticated, proprietary analytics and an efficient delivery and display environment. Over time, more than 100 of the most sophisticated investment-management firms in Switzerland, Italy and Central Europe came to rely on the Company for insight into their portfolios and securities holdings. Prior to engaging M&A, the Company was approached by several firms looking for an acquisition partner. While no transaction resulted, these conversations helped Management (and the Board) conclude that the right transaction - with the right partner - could benefit customers - leveraging the company’s products and capabilities; could provide an exciting career path for employees; and could provide appropriate value for shareholders - with lower execution risk than continuing independently. They engaged M&A as the Company’s exclusive strategic and financial advisor.

  • Client / Counter Party

    On February 17th, 2006, europrospectus was acquired by FactSet Research Systems, Inc. (NYSE: FDS) a leading provider of global financial and economic information. The purchase price was about 2.5x europrospectus's 2005 revenue. The acquisition allowed FactSet to add over 250,000 global prospectuses to FactSet’s growing database of proprietary content, and strengthened FactSet’s product line for the international legal and investment banking communities.

    Role

    M&A was pleased with the role it played in identifying and developing multiple options for the Company and keeping the m&a process moving forward during some challenging periods - This was a process that stretched over two years. An initial deal was negotiated, agreed, and then terminated after the parties could not agree on some important terms. A second deal was negotiated agreed, and then put on "hold" when the prospective buyer itself entered into negotiations and was ultimately acquired. Ultimately M&A was able to help europrospectus join with a very high-quality firm, while at the same time helping the Company's owners to receive a price that was well in excess of their expectations.

    Business Description

    europrospectus.com Ltd. based in East Sussex UK, was founded in 1997 by Marc ter Kuile, a former capital market professional – and funded by one of Europe's leading private capital firms HAL Investments B.V. of Amsterdam.  The Company grew rapidly - offering a clause- and field-searchable data base of debt, equity, warrant and m&a prospectuses issued by firms worldwide along with software tools that allowed customers to obtain fast, easy access to the database. In late 2003, HAL and Mr. ter Kuile agreed that the best way to achieve the goals of the Company’s investors, employees and customers would be to see if there were appropriate strategic partners for Europrospectus.  They engaged M&A as their exclusive strategic and financial advisor.

  • Client / Counter Party

    On February 1st 2006 Cameron Systems was acquired by Orc Software a Sweden-based public company (SSE: ORC) for up to US$32 million. Orc Software provides advanced technology for trading, market making and brokerage. John Cameron and Martin Koopman and the rest of the Cameron team continue to manage their own business and hold senior roles within Orc. The acquisition significantly expands Orc’s product lines and strengthens its international presence, while giving Cameron customers and employees attractive opportunities to work with a larger company.

    Role

    M&A was the exclusive strategic and financial advisor to Cameron Systems.

    Business Description

    When John Cameron wrote his first “FIX” engine on his laptop computer, while commuting to London by train, he had no idea that, within a few short years, the Company he later founded (Cameron Systems (VIC) pty) would become the world’s leading provider of electronic trading connectivity. In 2001, John established a company in his home country of Australia and brought in his second employee – partner Martin Koopman. By 2005 the Company had 162 customers in 25 countries – and more users than any other provider in the industry. His firm was growing at triple digit rates. John, a self proclaimed “techie” was spending increasing amounts of time on airplanes and guiding the company’s technology, sales and administration. It was time to begin considering how best to ensure that the company, the customers and the employees could be best passed to new owners, while achieving appropriate liquidity for the owners. The company engaged M&A to provide strategic and financial advice.

  • Client / Counter Party

    On November 29, 2005, BFT was acquired by Linedata Services, a provider software and services to the global financial services marketplace for asset management, leasing & credit, and savings and insurance companies. At the time of the transaction, Linedata Services, a Paris based public company (PA: LIN), had a $300 million market capitalization. The purchase price consisted of a total of up to £25 million (US$44 million), consisting of an initial cash payment of £11 million ($19.25 million) and incentive (earn-out) payments of up to an additional £14 million (US$24.5 million) over the next 2 fiscal years. The purchase price represented approximately 3 times Beauchamp's trailing revenue and approximately 70 times trailing EBITDA. The BFT / Linedata combination is expected to allow the BFT team to offer an enhanced suite of products to its customers, while at the same time, putting Linedata in a stronger position to offer full front-office to back-office portfolio management software capabilities for the full spectrum of asset managers and hedge funds. The transaction also provided significant liquidity to the founders and their financial backers. 

    Role

    M&A was the exclusive strategic and financial advisor to Beauchamp Financial Technology, Ltd.

    Business Description

    Stuart Farr and Bruce Mennell, founders and principal owners of Beauchamp Financial Technology, Ltd. (BFT), leveraged their backgrounds – Stuart with experience in designing and implementing middle office applications, Bruce as a developer and systems architect — to create Beauchamp Financial Technology, Ltd. (BFT). A few years later, they obtained financing from Goldman Sachs and Soros Funds Limited. By 2005, BFT had become the leading provider of trading and portfolio management software for alternative investment managers. The Company had 120 employees at offices in London (Headquarters), Dublin, New York, Boston, Hong Kong, Kuala Lumpur and Riga, Latvia. They served over 170 clients in six countries in Europe, North America and Asia. At that point, the company had crossed into clear profitability, and was growing fast. But, the hedge fund software market was becoming increasingly competitive and the thought of raising the additional capital needed to take BFT to the next stage held little appeal for them. Together with Goldman and Soros, they agreed that that the company should seek a strategic partner that could help take the company to the next level. They engaged M&A to provide strategic and financial advice.

  • Client / Counter Party

    On October 3, 2005, DisplaySearch, Inc. was acquired by NPD Group, a leader in the market research, analytics and information industry. Financial terms were not disclosed. The NPD Group, founded in 1967, is headquartered in Port Washington, New York. The Company also has offices in Paris, France; Tokyo, Japan; Nuremberg, Germany; Mexico City, Mexico; Toronto, Canada; Madrid, Spain; and Milan, Italy. The acquisition by NPD provided the DisplaySearch team with broadened opportunities to grow their business, while, at the same time, providing significant liquidity to the founders. The transaction also expanded NPD’s coverage of high-tech markets, and enhancing their analytical capabilities. The DisplaySearch Team continues to operate its business within NPD

    Role

    M&A was the exclusive strategic and financial advisor to DisplaySearch.

    Business Description

    Ross Young founded DisplaySearch after writing a book on US – Japan high-tech competition entitled: Silicon Sumo. A well-respected expert and consultant, Ross soon after invited his father, Barry, to join him to help manage the business. Within a few years Display had become the leading provider of quantitative and qualitative market research and analysis for a rapidly growing niche within the high technology electronics industry – firms that produce market or sell products that are used to produce – or that contain - flat-panel display devices - notebook PCs, handheld games, PDAs, mobile phones, medical devices, and more. Together, they built a rapidly growing company with offices in Austin Texas (Headquarters); Chicago; Houston; Richmond; and Tempe Arizona, as well as an international presence operating from offices in Tokyo Japan; Seoul Korea; and Taipei Taiwan. The Company was growing fast, and was highly profitable. Management had big dreams for expansion. At the same time, they faced a requirement to spend increasing amounts of time on administrative duties, a need to add infrastructure, and growing competition. Ross and Barry concluded that they should see if there were a suitable strategic partner that could help them take the company to the next level. They engaged M&A to provide strategic and financial advice.

  • Client / Counter Party

    On August 2, 2005, Derivative Solutions, Inc was acquired by FactSet Research Systems, Inc. (NYSE: FDS) a leading provider of global financial and economic information. The purchase price was approximately $53 million, consisting of $42.5 million in cash and approximately $10.5 million in stock. This represented approximately 5.3 times Derivative Solutions revenue for 2004. The transaction has allowed Derivative Solutions team to expand their product line and to expand internationally, while at the same time relieving Doug Wheeler of some of the administrative burdens that come with being CEO of an independent Company. It also provided significant liquidity to the founders. Doug and his team now have broad fixed-income related responsibilities within FactSet. The acquisition also broadened FactSet’s capabilities in the area of analysis of fixed-income securities.

    Role

    M&A was the exclusive strategic and financial advisor to Derivative Solutions.

    Business Description

    Doug Wheeler leveraged his background as a portfolio manager to found Derivative Solutions. In a few years the company had become one of the leading providers of fixed-income analytics, portfolio-management and risk- management solutions to financial institutions. The company was growing rapidly and quite profitable. The next step was to take the Company international and expand the product line. However, the complexity and time involved with these activities along with the requirement to build more infrastructure held little appeal for him. Doug’s preference was to see if there were a strategic partner that would value the Company he had built, and provide for a larger role for him and his team. He engaged M&A to provide strategic and financial advice.

  • Client / Counter Party

    On July 21, 2005, GSI was acquired by Thomson West, a division of The Thomson Corporation (NYSE: TOC). Financial terms were not disclosed. Thomson West is a leading provider of legal research information in the U.S. and publisher of the Westlaw® online service, which contains more than 19,000 databases. The transaction allowed the GSI team to continue expanding its business in new ways and provided significant liquidity to the founders. It also helped Thomson to increase its penetration of transaction attorneys as well as the investment banking community.

    Role

    M&A was the exclusive strategic and financial advisor to GSI.

    Business Description

    Phil Brown, Richard Harrison and Nick Keenan, founders and senior managers of Washington D.C. - based Global Securities Information, Inc. (GSI), created the world’s premier online securities research service for legal professionals, investment bankers and others seeking rapid, in depth access regulatory filings related to publicly traded securities. The company, often better known by its brand name LiveEdgar, was being used by over 20,000 active users at more than 1,200 firms including virtually all of the Am Law 100, 97 of the Top 100 Global Law Firms, and 80% of all law firms in the United States with more than one hundred (100) attorneys. They had 150 employees in 13 cities. The founders concluded that the time had come to join with a strategic partner. They engaged M&A to provide strategic and financial advice.

  • Client / Counter Party

    On June 13, 2005, Interactive Technologies was acquired by Fiserv, Inc. (NASDAQ: FISV). Fiserv provides information management systems and services to the financial and health benefits industries, including transaction processing, outsourcing, business process outsourcing and software and systems solutions. Terms were not disclosed. The transaction allowed the owners to begin the process of transitioning their company to new owners, while, at the same time, enabling Fiserv to increase its presence among larger and international commercial banks. Fiserv has brought in a new Chief Operating Officer as part of an agreed three-year transition plan, during which Tom and his full team continue to manage the day-to-day operations of the business.

    Role

    M&A was the exclusive strategic and financial advisor to Interactive Technologies.

    Business Description

    Tom Dackow spent a full career as an industry consultant before he and his wife, Edith, founded Interactive Technologies, Inc. (Interactive), a Summit New Jersey (headquarters) and London England-based company that developed and marketed software to help international and domestic banks, investment management companies, depositories, and exchanges to better manage the complex, customized fee arrangements that are an increasing part of the financial services arena. The company grew rapidly to a point where 60 of the world’s most prestigious financial firms were using the company’s technology. At that point, Tom, 62 years old, and his wife Edith had a company that was worth millions – on paper. But, their ability to enjoy the fruits of this labor were limited, as Tom spent increasing amounts of time guiding the company’s technology, sales and administration.. It was time to begin considering how best to how best to ensure that the company, the customers and the employees that had brought together could be best passed to new owners, while achieving appropriate liquidity for the founders. They engaged M&A to provide strategic and financial advice.

  • Client / Counter Party

    Role

    M&A was proud with the role it played - first helping the CEO raise US $92 million in less than three weeks - and ultimately in the role we played helping the shareholders of FMC materially increase the purchase price for the firm.

    Business Description

    Financial Models Company (FMC); a publicly traded company based in Canada (TOC: FMC), develops software for investment managers. The Company has more than 200 clients and subsidiaries in the United States, Australia and Europe. In late 2004, FMC entered into discussions to be acquired by a publicly traded European financial IT firm. Ultimately, Mr. Stamos D. Katotakis, FMC's co-founder, CEO, and largest shareholder, was not convinced that the indicated value was adequate (about $120 million). His co-founder and another large shareowner disagreed. On December 8th, 2004, pursuant to an agreement among the Company's three largest shareowners, the other two large shareowners formally offered to sell their shares to Mr. Katotakis at C$12.20/share - the price that the European suitor was willing to pay. Katotakis had 21 days (over Christmas) to raise the capital to buy out his two partners - or go along with the other deal. On December 13th Mr. Katotakis engaged Marlin & Associates. On December 29th 2004, the last day of his window, Mr. Katotakis was able to announce that he was accepting the "selling notices" from his two partners, and was offering to take FMC private. ABRY Partners, LLC of Boston, committed to providing the $92 million required to purchase the shares not already owned by Katotakis. The story did not end there. On Jan 20th the European firm increased its offer to C$14.76 / share. Soon after, SS&C Technologies, a US financial-software company, offered C$17.70 (US$14.28) $145 million. Ultimately, On February 26, 2005 SS&C was able to announce that it had reached agreement to acquire FMC for about US$160 million.

  • Client / Counter Party

    On January 13, 2005, GovPX, Inc. was acquired by ICAP plc. Terms of the transaction were not disclosed.

    Role

    M&A provided valuation services in support of GovPX’s negotiations with ICAP.

    Business Description

    GovPX, Inc. was founded by the leading US bond dealers and inter-dealer brokers, in an effort to meet a congressionally mandated requirement to bring more price transparency to the US Treasury marketplace. By 2004 the company had achieved its mission. Real-time and intra-day derived prices on the full range of securities and derivatives on securities issued by the US government and its agencies had become available from multiple sources. At the same time the US bond market as well as the inter-dealer broker landscape had changed markedly. Several of the firms that had originally founded GovPX were no longer in existence, or no longer independent. Lawrence Leuzzi, GovPX Chairman and Chief Executive Officer, had been involved with the firm since inception. He and the GovPX board of directors recognized that there was one logical buyer of the firm - ICAP plc, the world's largest voice and electronic interdealer broker. ICAP had been involved with the firm since inception, participating in the launch of additional information sets and delivery options. The widely recognized GovPX brand and its network of subscribers was an attractive fit to ICAP’s existing information business. GovPX engaged M&A to provide valuation services in support of negotiations with ICAP.

  • Client / Counter Party

    On April 23, 2003 Infocon America Corp. was acquired by Digital River, Inc. (NASDAQ: DRIV), a global leader in e-commerce outsourcing. Digital River builds and manages online businesses for more than 40,000 software publishers, manufacturers, distributors and online retailers. The terms of the transaction were not disclosed.

    Role

    M&A was the exclusive strategic and financial advisor to Infocon America.

    Business Description

    Mark Hartsell founded this southern California based ASP, to help business-to-business publishers and premium content providers manage, market, sell and electronically deliver articles, single issues, subscriptions and site licenses directly and manage subscriber events - all through the publisher's existing web site. Mark grew the company to a point where it was profitable and growing. But, he recognized that his customers and employees would be better served if the firm were part of a larger organization. The company engaged M&A to provide strategic and financial advice.

  • Client / Counter Party

    On December 2, 2002 CAI was acquired by Lipper, Inc a wholly owned subsidiary of Reuters plc. Lipper provides mutual fund information, analytical tools, and commentary to asset managers, fund companies, financial intermediaries, traditional media, websites, and individual investors. The transaction allowed sellers to get liquidity and strengthened Lipper’s data on fixed income securities globally. The terms of the transaction were not disclosed.

    Role

    M&A was the exclusive strategic and financial advisor to Capital Access International.

    Business Description

    Husband-and-wife team of David Farrington and Carrie Thomas combined their Wall Street experience and started Capital Access International (CAI), a company focused exclusively on the information needs of the global fixed income community. Later, they accepted growth capital from a venture capital firm.  Over time, Dave and Carrie and their team grew CAI into the industry’s leading provider of institutional investor profile information and bond ownership analysis to thousands of fixed income professionals on both the buy- and sell-side. In the classic vein of entrepreneurs the world over, David and Carrie reached a point where they were ready to move on to other challenges and enjoy the fruits of their labor – and their venture partner was ready for liquidity. The time was right: they had built a company that was worth millions on paper, but they had limited liquidity and the thought of raising the additional capital needed to expand CAI into a global enterprise held little appeal for them. Dave and Carrie concluded that they should see if there was a suitable strategic partner that could help them take the company to the next level.  They engaged M&A to provide strategic and financial advice.

  • Client / Counter Party

    On October 29, 2002 ScreamingMedia, acquired the operating assets of Inlumen Inc. The purchaser simultaneously renamed the entire Company “Pinnacor” (NASDAQ: PCOR). The acquisition allowed Pinnacor to take advantage of the advance technology developed by Inlumen, while at the same time giving Inlumen’s customers and employees a transition path to a larger company with a broader product set. Later Pinnacor itself became part of Dow Jones / MarketWatch.

    Role

    M&A was the exclusive strategic and financial advisor to Inlumen.

    Business Description

    Inlumen, Inc. was founded by a team of experienced technologists who set out to develop and market one of the first news and alerting engines capable of delivering personalized real-time news to traders’ desktops. In 1996, the Company became one of the pioneer news providers on the web. In 1999, control of the Company was acquired by a group of strategic and financial investors, who invested over $40 million to strengthen its infrastructure. However, with the tech crash of 2000 organic growth began to slow. (Many of the Company’s customers were wiped out). Sales prospects were made more challenging with the subsequent slowdown in the financial services industry following 9/11/01 (the Company’s other core target market). In 2002 the investors engaged M&A to provide strategic and financial advice.

  • Client / Counter Party

    M&A organized a dedicated team to work closely with Management to identify strengths and weaknesses of the Company and to develop materials that would seamlessly communicate ByAllAccounts’ story, growth potential, strategy, execution plan and financial projections. Working with ByAllAccounts’ Management, M&A identified and approached financial sponsors and strategic parties that we believed could be interested in partnering with the Company. There was significant interest in the company from a wide range of potential partners.  M&A leveraged its deep domain expertise, significant knowledge of the global Financial Technology universe to manage a process that involved parties from North America and Europe. M&A helped Management frame the Company’s unique value proposition and growth potential and then spent the time with these parties to ensure that they fully understood the story.  When the process narrowed the field down to a few parties, M&A advised ByAllAccounts’ shareholders on negotiation strategies to ensure common agreement on objectives. After a review of its options, careful consideration, and negotiation, ByAllAccounts agreed to be acquired by Morningstar, a leading provider of independent investment research in North America, Europe, Australia, and Asia.  The strategic fit with Morningstar was solid.  Both sides came to believe that this acquisition would enhance many of Morningstar’s key solutions across their core customer groups, particularly bolstering its offerings that support an advisor’s workflow.  Further, both companies believed that customers would benefit from Morningstar’s global reach and broader product line.  The combination would also accelerate ByAllAccounts’ organic growth plan by broadening its distribution.

    Role

    M&A worked diligently on the deal to craft materials, initiate conversations, negotiate alternative offers with multiple parties and final legal documents swiftly. Marlin & Associates acted as exclusive strategic and financial advisor to the shareholders and managers of ByAllAccounts.

    Business Description

    ByAllAccounts, Inc., located in Woburn, MA was North America’s premier data aggregation platform for the wealth management industry. The Company used a knowledge-based process, including patented artificial intelligence technology, to collect, consolidate, and enrich financial account data and deliver it to virtually any platform. The company had built a network of more than 2,100 clients, 4,300 custodians, and 40 platform and service providers. Clients included independent financial advisors, asset managers, wealth managers/family offices, trust companies, and broker-dealers. More than $730 billion in assets moved daily through the ByAllAccounts aggregation engine. Together, the venture capital firms Castile Ventures (http://www.castileventures.com/) and Commonwealth Capital Ventures (http://www.commonwealthvc.com/) controlled the Company. The 3 co-founders were operating it. The founders of ByAllAccounts approached M&A to explore strategic alternatives. In September 2013, ByAllAccounts’ Board of Directors asked M&A to sell the Company.





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