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December 2010

Full Year Mergers and Acquisitions Trends Report


IN THIS ISSUE
PHARMA AND HEALTHCARE
M&A Market Overview INFORMATION AND TECHNOLOGY INDUSTRY
Figure 1. M&A Market
Dynamics
2010 Key Highlights
Figure 2. Median Enterprise
Value Multiples • The largest transaction in 2010 was the
merger of Allscripts-Misys Healthcare
Transaction Analysis Solutions, Inc. with Eclipsys Corporation
Figure 3. Bell Curve for $1.27 billion.
Histogram- 2010 • UnitedHealth Group was the most active
Figure 4. Distribution Table- acquirer by volume, with five acquisitions:
2010 A-Life Medical, Inc., Axolotl Corporation,
Executive Health Resources, Inc., Picis,
Strategic vs. Financial Comparison Inc. and QualityMetric, Inc.
Figure 5. M&A Dynamics By • There were 53 financially sponsored
Transaction Type - 2010 transactions in 2010, with an aggregate
Figure 6. Transaction Type value of $2.87 billion, representing
24 percent of the total volume and 39
percent of the total value, respectively.
Purchaser Analysis
Figure 2. 2007 - 2010 value and volume comparison.
Figure 7. Top Ten Notable
Transactions 2010 2010 Key Trends
Figure 8. Median Enterprise
• Total transaction volume increased by 13 percent over 2009, from 199 in 2009 to 224 in
Value/Revenue Multiples By Size
2010.
2007- 2010
• Total transaction value increased by 81 percent over 2009, from $6.43 billion in 2009 to
Transaction Volume By Online $11.62 billion in 2010.
Figure 9. Transactions by • Both the median EBITDA and revenue multiples have increased from 2009, with the
Market Segment EBITDA multiple rising 36 percent from 8.1 to 11.0 and the revenue multiple rising 50
percent from 1.2 to 1.9.

M&A Market Overview


Berkery Noyes tracked 825 transactions
between 2007 and 2010 of which 302
disclosed financial terms, and calculated
the aggregate transaction value to
BERKERY NOYES be $28.80 billion. Based on known
is the leading independent transaction values, we project values of
investment bank providing M&A 523 undisclosed transactions to be $7.97
transaction services, strategic billion totaling $36.77 billion worth of
research and industry intelligence transactions tracked over the past four
to the technology and information years.
industries. The largest transaction tracked by Berkery
Noyes between 2007 and 2010 was TPG
To receive our White Paper reports, Capital and CPP Investment Board’s
Trend Analyses, Weekly Deal acquisition of IMS Health Incorporated for
$4.01 billion announced in November 2009.
Reports, or to arrange a confidential
discussion with a senior investment Berkery Noyes determined that the nearly
banker, contact us at: one-third of companies sold between 2007 Figure 2. 2007 - 2010 median: Value, Revenue, EBITDA comparison.
212.668.3022 or and 2010 received transaction values
www.berkerynoyes.com between $4 million to $20 million.

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TRANSACTION ANALYSIS | Jan. 1, 2010 - Dec. 31, 2010
Distribution Table
Value in MM Known Projected Total Cumulative
%
US$ Number Number Number %
$0.2 1 0 1 1% 1%
$0.4 3 0 3 4% 5%
$0.6 3 0 3 4% 9%
$1.0 3 0 3 4% 13 %
$1.6 5 2 6 7% 20 %
$2.7 4 5 8 5% 25 %
$4.5 4 11 14 5% 31 %
$7.4 9 20 28 12 % 43 %
$12.2 11 27 38 15 % 57 %
$20.1 8 30 37 11 % 68 %
$33.1 1 25 26 1% 69 %
$54.6 5 16 21 7% 76 %
$90.0 3 8 11 4% 80 %
$148.4 5 3 8 7% 87 %
$244.7 4 1 5 5% 92 %
$403.4 2 0 2 3% 95 %
$665.1 2 0 2 3% 97 %
$1,096.6 2 0 2 3% 100 %
Total # 75 149 224
Figure 3. Shows distribution of transactions among the pharma and health-
Total $ Value $8,881 $2,742 $11,623
care information and technology industry transactions based on publicly avail-
able information and Berkery Noyes estimates. Using a logarithmic scale, we Middle 3rd of Industry Middle 2/3rds of Industry
determined that nearly one third of companies purchased had transaction
values of $7.4 million to $20.1 million. Based on this data, we estimate the
total transaction value of deals done from Jan. 1 to Dec. 31, 2010 at $11.6
Figure 4. Presents the data depicted in the bell curve-histogram.
billion. note: The projected number column is rounded as a result of the projection
and may produce insignificant errors in the total sum.
* Indicates largest transaction in the industry from Jan. 1 through Dec. 31, 2010.

STRATEGIC VS FINANCIAL COMPARISON

Figure 5. 2010 value and volume comparison by acquirer type. Figure 6. Presents acquirer type distribution by year.

note: Financial transactions are those financed by private equity,


venture capital, and other investment firms. This includes acquisitions by
portfolio companies of the investment firms.

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PURCHASER ANALYSIS

Top Ten Notable Transactions 2010


Value MM
Deal Date Target Name Buyer
US$
Allscripts-Misys Healthcare
06/09/10 Eclipsys Corporation $1,273
Solutions, Inc.
05/06/10 inVentiv Health, Inc. Thomas H. Lee Partners, L.P. $911
04/16/10 Phase Forward Oracle Corporation $699
06/09/10 Healthcare Solutions Holding Cardinal Health, Inc. $517
12/07/10 Medicity Inc. Aetna Inc. $500
05/17/10 Virtual Radiologic Corporation Providence Equity Partners $282
07/28/10 Health Grades, Inc. Vestar Capital Partners $250
11/08/10 PHNS The ConJoin Group $250
Executive Health Resources,
08/04/10 Ingenix, Inc. N/A
Inc.
07/22/10 Picis, Inc. Ingenix, Inc. N/A
2010 Aggregate Transaction Value $11,623
Top 8 Aggregate Transaction Value $4,681
Top 8 Aggregate Value as a Percentage of All Transactions 40 %

Figure 7. Lists the top ten transactions for 2010 and calculates their
aggregate transaction value as a percentage of the 2010 total aggregate Figure 8. Presents the median enterprise value/revenue multiples paid
transaction value as shown on Figure 1 & 4. for companies in the pharma and healthcare information and technology
note: Transaction data based on announced date. industry from 2007 to 2010 based on publicly available sales price and
revenue data.
N/A: If the price is listed as N/A, berkery Noyes did not calculate that value
into the aggregate.

TRANSACTION VOLUME BY SEGMENT | Jan. 1, 2007 - Dec. 31, 2010

Figure 9. Presents the transaction volume by target segment within the pharma and healthcare information and technology
industry.

©2011 Berkery Noyes


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About Berkery Noyes Contact us today for a confidential discussion of your strategic options.
Founded in 1980, Berkery Noyes is
the leading independent investment
bank specializing in the information
content and technology industries.
The firm has initiated, managed
and closed more than 475 merger
and acquisition transactions for
privately held and publicly traded
companies in the business, technol-
ogy, education, health, financial and
legal information segments. Berkery
Noyes is unique among investment
banking firms in that we combine
truly independent strategic research
and industry intelligence with senior
information technology banking
expertise. With no equity fund or
brokerage business to manage, our
partners and investment bank-
ing professionals are one hundred
percent focused on M&A advisory
services. Berkery Noyes employs over
40 individuals with deep industry
knowledge and experience who
strive to exceed our clients’ expecta-
tions by maximizing the full value
of their information technology and
content assets.

The DNA of M&A

All charts in this report are based


on data gathered by Berkery Noyes
research department. All time
period statistics are based on the
transaction announcement date. THOMAS P. O’CONNOR | Managing Director, Healthcare/Life Sciences Group
For current intelligence on Merger JEFFREY SMITH | Managing Director, Healthcare/Life Sciences Group
and Acquisition activity in the
Information Industry please visit JOESEPH BERKERY | Chief Executive Officer
our online service at
www.mandasoft.com
JOHN SHEA | Chief Operating Officer

berkerynoyes.com | One Liberty Plaza | New York, New York 10006 | 212.668.3022

©2011 Berkery Noyes


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