Académique Documents
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Project Aardvark
Confidential Draft
Goldman Stanley
Table Of Contents
Executive Summary 3
Aardvark Valuation 5
Potential Acquisitions 11
Process Recommendations 16
Appendix 19
2
Goldman Stanley
Executive Summary
3
Goldman Stanley
Executive Summary
As of January 29, 2010, Aardvarks share price and valuation are at all-time highs,
having more than doubled since early 2009
As Aardvarks stock price has soared in value, it has also generated over $35B in
cash & cash-equivalents
Given Aardvarks strong currency and cash balance, it could easily make several
tuck-in acquisitions or larger-scale acquisitions to acquire customers
Such a strategy would allow Aardvark to capture more of the smartphone, laptop, and
desktop markets, and significantly improve its software offerings
Given Aardvarks cash position, such acquisitions could be made with 100% cash
or in the case of a larger deal, stock could also be used
4
Goldman Stanley
Aardvark Valuation
5
Goldman Stanley
Valuation Summary
Aardvarks current share price of $192.61 far exceeds the value implied by
comparable public companies
Recent comparable transactions show higher implied valuation ranges due to flurry of
consolidation and hardware M&A activity over 2009
All valuation analysis is based on base-case financial projections in line with Wall
Street analyst expectations
Given Aardvarks cash balance and high valuation multiples vs. similar public
companies, few competitors are well-positioned to make substantial acquisitions
6
Goldman Stanley
Aardvark Valuation Summary
($ in Millions Except Per Share Data)
2009 EV / Revenue:
2010E EV / Revenue:
2009 EV / EBITDA:
2010E EV / EBITDA:
2009 P / E:
2010E P / E:
Min to 25th
Precedent Transactions(1) 25th to Median
Trailing EV / EBITDA:
Forward EV / EBITDA:
2.0 x
0.0 x
Maximum $ 7,075 $ 5,392 $ 13,256 $ 12,462 $ 623 $ 559 8.3 x 7.5 x 39.7 x 32.8 x
75th Percentile 3,110 2,632 1,104 1,075 155 121 6.0 x 5.0 x 17.3 x 23.9 x
Median $ 2,838 $ 2,235 $ 616 $ 587 $ 153 $ 110 2.7 x 2.7 x 14.4 x 19.1 x
25th Percentile 2,466 2,068 378 417 117 97 1.9 x 2.1 x 11.5 x 13.4 x
Minimum 1,114 1,147 288 320 53 64 0.4 x 0.4 x 8.7 x 9.6 x
9
Goldman Stanley (1) Excludes stock-based compensation and non-recurring charges.
Aardvark Discounted Cash Flow Analysis
($ in Millions Except Per Share Data)
Aardvark - Cash Flow Projections DCF Assumptions:
FY 2010E FY 2011E FY 2012E FY 2013E FY 2014E
Discount Rate: 12.5%
Revenue: $53,631 $ 62,749 $ 69,651 $ 75,919 $ 81,234
EBITDA: $16,480 $ 19,282 $ 21,403 $ 23,329 $ 24,962 Terminal EBITDA Multiple: 7.0 x
Operating Income: $14,635 $ 17,133 $ 19,030 $ 20,761 $ 22,218
Model Uses Base Case Financial
Less: Taxes ($4,391) ($5,140) ($5,709) ($6,228) ($6,665) Projections
Plus: Depreciation $918 $1,073 $1,192 $1,299 $1,390 Mid-Year Convention Used For PV
Plus: Amortization $40 $37 $28 $13 $10 Of Cash Flows
Plus: Stock-Based Compensation $888 $1,038 $1,153 $1,256 $1,344
10
Goldman Stanley
Potential Acquisitions
11
Goldman Stanley
Potential Acquisitions
Given Aardvarks large cash balance, it could make a wide variety of acquisitions
ranging from small tuck-in deals to acquire technology and IP to larger deals driven
by customer or market share acquisition
Tier 1 Potential Acquisitions
Tier 1 acquisition candidates are worth over $1 billion and would significantly
boost Aardvarks market share or result in substantial revenue or cost synergies
Leading candidates include ARM, for its chipset technology and integration with
Aardvarks existing products, and Research in Motion to capture additional
share in the corporate smartphone market
Tier 2 Potential Acquisitions
Tier 2 acquisition candidates are worth less than $1 billion and would enhance
Aardvarks core technology and fill in gaps in existing products
Potential acquisitions include specialized chipset and semiconductor companies
as well as Web 2.0, social media, and mobile software companies
12
Goldman Stanley
Potential Acquisition Candidates
13
Goldman Stanley
Company Profile: ARM
ARM Holdings is a supplier of semiconductor Management Team:
intellectual property and components of digital
electronic products. It designs and licenses Warren East CEO
intellectual property rather than manufacturing and Tudor Brown President
ARM Holdings selling semiconductor chips, and it licenses its IP to Graham Budd COO
a wide network of hardware, mobile, and Mike Muller CTO
Headquarters: Cambridge, UK Tim Score CFO
Employees: 1700
networking companies. It also provides tools to
Founded: 1990 optimize system-on-chip designs. John Cornish EVP, Systems
Ian Drew EVP, Marketing
Antonio Viana EVP, Sales
Market Cap: $2.5B Processors ARM provides 32-bit embedded Electronic Arts, LSI Logic,
Cash: $204M
2009 Revenue: $490M
microprocessors based on a common Microsoft, National Semiconductor,
2009 EPS: $7.85 architecture that delivers high-performance, Nokia, NVIDIA, Rambus, Real
2010E Revenue: $531M power efficiency, and reduced system cost. Networks, Samsung, and Toshiba.
2010E EPS: $10.97 System IP Serves as the connection between
processors, memory, and peripherals to ensure
$250.00 20.0
18.0 optimum performance.
Multimedia ARM provides graphics processors
$200.00 16.0
14.0
Volume (MM)
Share Price
$150.00 12.0
10.0 that enable embedded graphics, audio, and video
$100.00 8.0
$50.00
6.0
4.0
applications.
$0.00
2.0
0.0
Physical IP Provides SoC integrated circuits
and logic, embedded memory, and interface IP.
Tools ARM subsidiaries provide compilers,
debuggers, simulators, and other optimization
tools for a wide variety of chip and processor
families.
14
Goldman Stanley (1) Financial data as of January 29, 2010.
Company Profile: Research In Motion
Research In Motion designs the BlackBerry Management Team:
smartphone and creates solutions for the worldwide
mobile communications market, including a variety Jim Balsillie Co-CEO
of software for the BlackBerry device. In addition to Mike Lazaridis Co-CEO
Research In Motion
its line of BlackBerry devices, the company also Don Morrison COO
Headquarters: Waterloo, ON provides enterprise server software to support Robin Bienfait CIO
Employees: 12,000 businesses using the device. Brian Bidulka CFO
Founded: 1984 David Yach CTO
Market Cap: $36B BlackBerry Pearl 3G Provides Trackpad and AT&T, Brightstar, Digital China,
Cash: $2.5B
2009 Revenue: $13B
dedicated media keys as well as SureType GPXS, Hewlett-Packard, IBM,
2009 EPS: $3.70 technology and 3G network support. Skype, Sprint, Tata Indicom, T-
2010E Revenue: $17B BlackBerry Bold Provides extended battery life Mobile, Verizon, Virgin, and
2010E EPS: $5.03 as well as GPS, Wi-Fi, and 3G network support. Vodafone,
BlackBerry Curve 8500 Includes Trackpad and
$100.00 100.0
$90.00 90.0 dedicated media keys, easy media sharing, and
$80.00 80.0
$70.00 70.0 2.0 MP camera.
Volume (MM)
Share Price
$60.00 60.0
$50.00
$40.00
50.0
40.0
BlackBerry Tour 9630 Provides GPS,
$30.00
$20.00
30.0
20.0
worldwide compatibility, and 3.2 MP camera.
$10.00
$0.00
10.0
0.0
BlackBerry Storm Features Wi-Fi, SurePress
technology, and 3G network support.
BlackBerry Curve 8900 Features thin,
lightweight design as well as GPS and Wi-Fi
support and 3.2 MP camera.
15
Goldman Stanley (1) Financial data as of January 29, 2010.
Process Recommendations
16
Goldman Stanley
Key Recommendations
We recommend engaging in targeted discussions with the Tier 1 acquisition
candidates and assessing their receptiveness to M&A discussions
At the same time, Goldman Stanley will reach out to Tier 2 candidates and introduce
Aardvark as a potential acquirer
M&A process with Tier 1 candidates will take significantly longer due to the scale of
the companies, so we recommend conducting both processes simultaneously
Depending on responses from Tier 1 and Tier 2 candidates, Goldman Stanley and
Aardvark may do additional research to determine other potential acquisitions and
then approach them
17
Goldman Stanley
Process Recommendation
Targeted
Specialized Negotiations Highly Targeted
Discussions + Broad M&A Process
With One Party Process
Broader Search
Broad
Marketing
RECOMMENDED
Combination of targeted
discussions plus broader
search conducted in
background maximizes
success probability and
minimizes disruption to
Aardvark
Additional parties
contacted depend on
responsiveness of Tier 1
and Tier 2 companies
19
Goldman Stanley
Aardvark Projected Income Statement
($ in Millions Except Per Share Data)
Income Statement
FY 2007 FY 2008 FY 2009 FY 2010E FY 2011E FY 2012E FY 2013E FY 2014E
Depreciation & Amortization of PP&E: $327 $496 $734 $918 $1,073 $1,192 $1,299 $1,390
Amortization of Intangibles: $0 $0 $0 $40 $37 $28 $13 $10
Stock-Based Compensation: $242 $516 $710 $888 $1,038 $1,153 $1,256 $1,344
Operating Income: $4,407 $8,327 $11,740 $14,635 $17,133 $19,030 $20,761 $22,218
Interest Income: $647 $653 $407 $424 $568 $1,443 $1,780 $3,223
Interest Expense: $0 $0 $0 ($45) ($90) ($90) ($90) ($90)
Other Income & Expense: ($48) ($33) ($81) $0 $0 $0 $0 $0
Pre-Tax Income: $5,006 $8,947 $12,066 $15,014 $17,610 $20,383 $22,450 $25,351
Income Tax Provision: $1,511 $2,828 $3,831 $4,504 $5,283 $6,115 $6,735 $7,605
Net Income: $3,495 $6,119 $8,235 $10,510 $12,327 $14,268 $15,715 $17,746
Earnings Per Share (EPS): $3.93 $6.78 $9.08 $11.59 $13.59 $15.73 $17.33 $19.56
Diluted Shares Outstanding: 889,292 902,139 907,005 907,005 907,005 907,005 907,005 907,005
20
Goldman Stanley (1) Excludes stock-based compensation and non-recurring charges.
Aardvark Comparable Public Companies
US-Based Hardware & Networking Companies with Over $20 Billion Revenue
Maximum $ 47.07 $ 131,739 $ 124,430 $ 114,552 $ 124,179 $ 16,433 $ 18,332 $ 3.14 $ 3.87 21.8% 38.8% 45.9%
75th Percentile 22.47 114,779 106,671 51,430 55,380 12,708 18,186 0.97 1.38 18.3% 28.9% 31.0%
Median $ 19.40 $ 107,224 $ 92,786 $ 34,807 $ 41,163 $ 10,076 $ 12,774 $ 0.79 $ 1.18 8.4% 14.3% 14.6%
25th Percentile 12.90 25,241 15,080 32,784 39,941 3,426 4,129 0.41 1.17 7.7% 6.7% 8.7%
Minimum 6.15 14,239 10,665 23,457 22,056 926 1,927 (1.70) 0.14 (6.0%) 3.9% 7.5%
Aardvark $ 192.06 $ 176,796 $ 141,401 $42,905 $ 53,631 $13,184 $16,480 $9.08 $ 11.59 25.0% 30.7% 30.7%
Valuation Statistics Capitalization Enterprise Value / Enterprise Value /
Share Equity Enterprise Revenue EBITDA(2) P / E Multiple
(1)
Company Name Price Value Value 2009 2010E 2009 2010E 2009 2010E
Hewlett-Packard Company $ 47.07 $ 114,779 $ 124,430 1.1 x 1.0 x 7.6 x 6.8 x 15.0 x 12.2 x
Dell Inc. 12.90 25,241 15,080 0.3 x 0.3 x 4.4 x 3.7 x 16.4 x 10.9 x
Cisco Systems, Inc. 22.47 131,739 106,671 3.1 x 2.6 x 10.6 x 8.4 x 23.1 x 16.3 x
Intel Corporation 19.40 107,224 92,786 2.8 x 2.3 x 7.3 x 5.1 x 47.2 x 16.6 x
Motorola, Inc. 6.15 14,239 10,665 0.5 x 0.5 x 11.5 x 5.5 x NM 44.6 x
Maximum $ 47.07 $ 131,739 $ 124,430 3.1 x 2.6 x 11.5 x 8.4 x 47.2 x 44.6 x
75th Percentile 22.47 114,779 106,671 2.8 x 2.3 x 10.6 x 6.8 x 29.1 x 16.6 x
Median $ 19.40 $ 107,224 $ 92,786 1.1 x 1.0 x 7.6 x 5.5 x 19.7 x 16.3 x
25th Percentile 12.90 25,241 15,080 0.5 x 0.5 x 7.3 x 5.1 x 16.1 x 12.2 x
Minimum 6.15 14,239 10,665 0.3 x 0.3 x 4.4 x 3.7 x 15.0 x 10.9 x
Aardvark $ 192.06 $ 176,796 $ 141,401 3.3 x 2.6 x 10.7 x 8.6 x 21.2 x 16.6 x
Aardvark 1.57
WACC 12.50%
22
Goldman Stanley (1) Financial data as of January 29, 2010.