New location for Boss M&A Whispers Blog

I am pleased to announce a new location for "Boss M&A Whispers" blog post which is http://www.documentboss.com/blog/5

This new platform will enable you to have access to more information from the ECM, BPM & BPO technology sector and in particular information related to mergers and acquisitions within this sector.

You will also be able to send information and links that you may find of interest to your colleagues with a single click of your mouse.

I would be interested in your feed back on the new blog and website. Please leave your comments.

All the best


Mark Edwards
Signing off from Google Blogs

How many ECM competitors do you really have in your sector?

Do you really know how many companies operate in your specific sector of the ECM industry?
The reality is that the vast majority don’t know. They operate within a segment of the market and regard that as their world as they peer through a keyhole. Typically, they come into contact on a regular basis with the companies that are known to them, maybe due to geographic location or because they share a similar vertical focus.

The known competitors are also often the companies that are:

The largest in your sector
Have been identified and appear in consultants and analyst reports
Companies that attend the industry trade shows
Have websites with positioning similar to your own
Employees that have left the company and moved to yours

The big players have clearly been reduced in number by acquisition. However, the overall number of players in the market has not reduced. So where are the other players lurking? By way of example, in the UK alone there are just under 400 scanning capture service companies! There are over 500 document management software vendors worldwide, which would include those focused on specific vertical markets and line of business applications, whether for healthcare, insurance, manufacturing or local government. In capture and related imaging software there are just over 200 vendors worldwide. All of the above, forming a subset of the ECM marketplace.

Are there hidden companies in the ECM sector?
Many do not get the limelight of publicity and could be regarded as "below the waterline", unseen by the majority of the sector. Don’t assume that you are seeing a true picture of all your competitors. ECM organisations are too busy or just not able to collect the data to get a true bird’s eye view of the sector.

Document Boss has yet to see, in over 10 years of operating in this sector, any company that has come close to knowing the true number of companies active in their own sector. The majority underestimate the size of the market by a factor of two to three! Document Boss holds a unique position in that we do know these numbers.

So what?
If you don’t come across them regularly and are not aware of them, why does it matter? If you don’t know how many competitors you have, should that be of any concern?
We think, YES! You cannot afford to forge your business strategy blindly, on the back of poor and inaccurate "guesstimates". Without proven market intelligence, how do you create a solid strategy and business plan? Sometimes these unseen competitors can suddenly appear in your pond with big teeth and a bite that is damaging to your company and could prove fatal!!

When looking to acquire
When considering acquisitions, how do you ensure that you are not “shoe-horning” your requirements into the wrong fit due to your limited perspective. Opportunistic acquisitions have been proven time and time again to be less successful than proactive, planned and strategic acquisitions. You need first to get an accurate picture of your sector of interest.

Document Boss doesn't just take an overall view of ECM, BPM & BPO. We are able to split the sector down and analyse the individual technologies. We are also able to ‘slice and dice’ the industry by regions and vertical sectors and by the size of competitor. Armed with this information, we can then truly appreciate the scope and potential of the market place.

Take a quick bird’s eye view for yourself
To get a quick bird’s eye view of the ECM market landscape, click here.

The M&A Activity in the ECM sector continues to sizzle!

Today, Nuance acquired eCopy, a provider of solutions that integrate paper documents into a host of software applications provided by multiple major ECM vendors, including EMC, IBM, OpenText and others.

The acquisition was valued at $54 million, all paid in Nuance Stock. This seems to be another example of how valuations have held up during these tough economic times.

Document Boss spoke today with Robert Weideman, General Manager of the Nuance Document Imaging Division, who said, “This acquisition is focused on delivering solutions that make scanning of information easier and more valuable. Nuance has been focused on personal desktop products, as exemplified by our OmniPage Products. The addition of eCopy solutions will facilitate the integration of our desktop capabilities into eCopy’s distributed scanning capabilities from MFP’s. This will increase the value of scanning to an organization and our combined solution set will accelerate the adoption of our products to solve more customer problems and needs”

Document Boss also spoke with Ed Schmid, the President and CEO of eCopy, who stated: “We are very excited about this combination! eCopy has provided direct connectivity solutions to many key ECM companies, bringing desktop connectivity to their offerings. We are now able to leverage Nuance’s suite of products and add additional functionality along with more business process automation capability to our solutions.”

Document Centric BPO

Dell buys Perot Systems then Xerox buys ACS. Two deals in two weeks by two big players in the hardware business, moving into the BPO market, reflects the interest Document Boss have seen growing for BPO in the ECM, BPM market.

Five years ago Document Boss would not have bothered listing BPO in our positioning statement but now the document centric BPO sector is a big focus.

Looking back to the Hewlett-Packard buy-out of Electronic Data Systems Corp. for more than US$ 13 billion last year, maybe we are seeing the first signs of a pattern. The crystal ball gazers say the BPO market is expected to grow at 5% per annum. Well we all know how accurate the analysts in our industry have been over the years. Just go find some of their forecasts from five years ago if you want a chuckle but I predict that maybe they could be right for a change.

Oh my god! Does this now mean that I am also an analyst! Please no, help! Save me!!!!

Internet advertising now bigger than TV in the UK

Based on figures from the Advertising Association and WARC, a report from the IAB and PricewaterhouseCoopers shows that internet advertising was the only sector to grow in the first half, taking a total of £1.75bn.

For the first time ever, in the UK, internet advertising has outstripped advertising on TV. Interesting maybe, but how does that effect the ECM, BPM or BPO sector and, more pertinently, why am I bothering to mention it on this M&A blog??

Two reasons I mention this in an M&A blog:

1) Marketing has changed massively in just the past 18 months and the majority of companies from our sector are at least five years behind. They see and hear the changes but they do not react - Knowledge without wisdom. There are so many channels of communication and routes to their prospective clients but very few companies in our sector use them effectively . The majority in this sector are operating a sales led revenue process when they should be marketing led. They still place great emphasis upon sales people and too little upon their marketing. Sales people are still an integral part of the process but more and more companies need executives who can communicate effectively through a variety of media to their target audience, leveraging the great marketing tools that are now available.

2) If you want to maximise your return in the M&A world then you must become adept at marketing (as well as all the other sections of the equity wheel) and embrace the new means of communication. If you are buying, then, to maximise your investment, you need to look at that company and treat it like a raw diamond plucked from the ground. What skills, assets, technology, network, synergy has your company got that can take this raw diamond, cut and polish it to ACCELERATE their company EQUITY VALUE. How does your 1+1 =3? If it doesn't, where is your return? Too often the critical eye is upon the acquired company and not upon the acquiring party. It is a question all acquirers should ask themselves. "How will we add value to that company?" How will we make it better, stronger, more valuable.

If you are working towards a sale then you need to be aware of the value first class marketing can add to your company. Don't tidy up your website 2 months before you want to sell the business and expect it to add equity to your company. However, if you give yourself time, you can create an EXIT PLAN so that you can generate a constant supply of leads to your sales force and you have a replicable process, then you have equity value. You will also have increased your historical revenue in the lead up to your sale, which also adds worth.

The reality is that most companies in our sector either overlook the marketing piece of their business or are just out-of-date in their approach, unable to leverage the tools and communication channels that are available to them and instead, expend their energies whipping their sales force for lack of sales that is a result of THEIR poor marketing.

With the internet and the increasing number of options available to companies to convey a message, marketing is more critical than ever. Marketing will continue to increase in importance and the sales process will shrink.

Focussing exclusively on sales to the exclusion of marketing is a bit like a builder building a home by piling brick upon brick without mortar. It is fast and for a short time looks like they are getting results but........................................ ultimately, it ends in tears.

GOTCHA: Kofax Acquires 170 Systems

LATEST NEWS:

Kofax announced today the acquisition of 170 Systems. 170 Systems’ audited financial statements for the year ended December 31, 2008 reported revenues of $28.1 million, a net loss from operations of $2.6 million and gross assets of $20.9 million. During the latter part of 2008 the company restructured its operations with the goal of approximately breaking even on the same level of revenues during 2009 and, on an unaudited basis and excluding expenses relating to this transaction, the company achieved that objective during the first six months of 2009.

Kofax expects to effect additional cost savings made possible by its acquisition of the company between now and December 31, 2009. To acquire 170 Systems, Kofax paid total consideration of $43.0 million or net consideration of $32.9 million after deducting $10.1 million of cash held by the company. Of the total consideration $29.7 million was in cash, $9.0 million was in the form of a note payable due on September 4, 2010, bearing interest at the rate of five percent per annum and guaranteed by Kofax’s bank and $4.3 million in the form of a hold back, with $2.3 million to be released on September 4, 2010 and the remainder on September 4, 2011, subject to certain indemnification terms and conditions.

So based upon what we currently understand are the details of the deal and assuming a mid - 2009 valuation:

Revenue multiplier 1.1X revenue
EBIT multiplier n/a negative earnings
Earn-Out ~15%; $4.3M

This shows that companies that are not yet showing positive earnings can still be sold at ~1X revenue, assuming their is a strategic fit.In addition, 170 had $10M cash on hand, which they can can use to fund growth.

From a competitive market standpoint this deal maybe underscores a trend by the larger capture, imaging & IDR technology companies to move further up the value chain into business process applications markets. Who will follow and what effect might this have on the Kofax reseller network?

The Changing Tides of Time and Why Success Doesn’t Last

"Time and tide wait for no man" Geoffrey Chaucer

One of the most stimulating aspects of working in this industry (EDM, ECM, BPM & BPO) for me, is the constant rate of change. Technology matures, market tastes change, markets merge, new technology obliterates old technology and even sales techniques change as does the thinking of your customers. Therefore, what once brought you high levels of revenue may not now work. Just like the tide affecting the coastal landscape, then so does time have an effect upon the business landscape.

So what does that mean to senior executives and why should I find that stimulating? Well for one it is inevitable and there is no point in fighting it, so I make the decision to enjoy the journey and accept that I have to change. Accept that you are on a never ending journey of discovery and learning. Don’t try to hang on to what once worked but now is no longer valid.

There is no such thing as the perfect process or absolute performance. What worked last year may not work as well this year and in some cases may not work at all. Document Boss is in a very fortunate position that we see the vista landscape of our industry across the world and see for ourselves the changing sands of time and the effect it has on companies. Some adapt and prosper some struggle and die. What really matters is how you are performing NOW! Do you know and can you measure it? How are you performing relative to the other players in your marketplace? Has technology or the economy changes moved your prospective clients nearer or further away? You need to become better than the competition at understanding your customer requirements and be in a sector that has life. You need to check regularly that you are not in a sector that has lost touch with the moving desires, latest requirements and thinking of your intended clients. If it has then get out quickly but jump in to a new related sector with knowledge and insight and not leap into a dark hole of hope.

Nothing works all the time in all circumstances. Right strategy is important as is right execution, but so is luck. The role of a business leader is to be alert to these changes to manage the probabilities of change and be quick to capitalise on opportunities as they arise. A good example in our industry of a company that adapted well was Tower Technology. They understood their market, had a very good customer base, excellent domain expertise in the Financial & Insurance market, were close to and understood their customer, had replicable solutions, a motivated team with a good culture and a strong service and maintenance business. Several times during their development they had to adapt and change which they did very successfully and were finally acquired by Vignette.

A fast growing UK Document Outsourced service company, well positioned in the market and positioned for growth came unstuck because they were too heavily dependent on large volume, fairly low profit conversion jobs which meant they needed to "feed the factory"...they needed to move up the food chain into hosting etc. They failed to pull in new business and were very vulnerable if they lost one or two major contracts, which of course they did. Despite achieving some substantial revenue on the back of a couple of big contracts they failed to change or leverage their position and ultimately imploded.

Humility in good times and learning in bad times is a healthy attitude and will help to ensure you don’t become down trodden by not taking downturns personally. There are a whole host of elements of both success and failure that have absolutely nothing to do with you, your efforts, or your character.

"Nurture your mind with great thoughts for you will never go higher than you think"

Benjamin Disraeli

You need to be alert and positive minded to the changes and be open to change. That in itself can be a test, to be able to let go of what once made you successful. Initially it can feel like a step in to the unknown. However, you have the opportunity to test your theories as you gather latest information. If you would like assistance to “Keep your finger on the pulse of this industry” see Boss News http://tinyurl.com/cu523j

It’s not all a science there is also some art otherwise successful businesses would be run by boffins in white coats with mathematical formulae. However the scientific methodology of test, observe and replicate will put the odds firmly in your favour. Learning from the recent mistakes of others and testing provides huge benefits in your journey of success.

Testing on a small scale and keeping your eyes and ears open will give you more than a fair chance for the health and growth of you and your company. If you can do that and accelerate your long term equity value, then you are a true and valuable business leader. Nothing stays the same over time. Piece by piece the sands move and so should you but with thought, information and design.