Rubicon Project Acquires iSocket

November 17, 2014

Today, Rubicon Project (NYSE: RUBI) announced the acquisition of iSocket, Inc., a leader in programmatic direct advertising solutions. The combination will enable Rubicon Project to accelerate the growth of the automated guaranteed market, which eMarketer forecasts will exceed $8 billion by 2016.

LUMA Partners represented iSocket in the transaction.

While the RTB market subset of programmatic media buying has flourished in the past few years, the advent of software automation applied to non-auction, direct traded media is just now upon us. Automated guaranteed workflow solutions will substantially improve efficiency and yield for premium inventory across display, mobile and video. For premium publishers, this segment represents the lion’s share of advertising revenue and having the right tools to be able to optimize and increase the efficiency of transactions is paramount.

LUMA has consistently called for the inevitable application of software solutions for the premium end of the inventory spectrum. Consolidation of advanced capabilities into the hands of scaled media automation leaders, such as Rubicon Project, is a natural step in that market development. We anticipate further consolidation activity as this promising sector develops.

We believe this deal marks a very strategic point in the evolution of software-enabled media buying. Congratulations to iSocket and Rubicon Project!

DMS 14

May 12, 2014

LUMA Partners’ 6th Annual Digital Media Summit is coming up and the LUMA team is laser focused on making this year the best yet. DMS is one of the most interesting and engaging industry conferences supporting the ecosystem that features 500 industry leaders, including 300 CEOs. We’re excited to feature a stellar roster on the main stage including Neal Mohan (Google), Bob Lord (Aol), Mark Thompson (New York Times), Blake Chandlee (Facebook) and Colson Hillier (Verizon). Add to this interactive breakout sessions, organized one-on-one meetings and non-stop networking and you can see why DMS is a differentiated summit experience. Find out more about DMS 14 here.

 

 

 

 

 

 

 

 

Color by Numbers: A Valuation Framework for the Ad Tech Sector

January 21, 2014

This past summer, trade press commentary focused on the impending doom of the Ad Tech space, pointing to the industry’s fragmentation and noting the underperformance of recent IPOs: Millennial Media (MM), Tremor Video (TRMR) and YuMe (YUME).

The tides quickly shifted in the fall when Rocket Fuel (FUEL) went public and finished up nearly 100% on its first day of trading. The following month, Criteo (CRTO) also had a successful IPO and, along with Rocket Fuel, trades at higher multiples than the first batch of deals with a market cap well north of a billion dollars. In addition, two high-growth private companies were acquired (Adap.TV by AOL and MoPub by Twitter) at more favorable multiples.

These positive events led to a swift change in industry sentiment, though we believe the comparative disparity in multiples has created a lack of understanding of relative valuations.

From a fundamentals perspective, the Ad Tech sector overall has rarely seen better times. The ongoing shift of consumers’ time and marketing spend to digital channels has continued unabated at a 20%+ annual pace. The more data-driven and programmatic ad spend is experiencing much faster growth — IDC estimates a 75% CAGR from 2010 to 2017. This growth has disproportionately benefited the large platform players like Google (GOOG), Facebook (FB) and Twitter (TWTR), which has been reflected in their recent superlative stock performance. We are optimistic that new platforms and formats will add to this already torrential growth rate.

This rapid growth, coupled with a relative dearth of consolidation and, until recently, limited public market access, has resulted in a large group of scaled private companies. We estimate that the Top 20 private companies average over $300 million of media spend (or gross revenue) and have a median growth rate of 60%. That’s a lot of companies at scale and growing rapidly!

Given that at least a dozen of these companies are contemplating IPOs in 2014 and 2015, we want to share a framework for how we believe the market values this sector. This paradigm is not a prescriptive scientific formula, but rather a suggested framework to understand the way public markets look at investments in Ad Tech. We would also point out that this framework applies to scaled companies capable of accessing the public markets and does not necessarily translate to smaller players.

To assess public market valuations, it is helpful to take the investor’s perspective. Regardless of the industry, investors tend to focus on three parameters:

Growth (which encompasses the total addressable market).
Operating leverage (the ability to grow revenues at a faster pace than expenses).
Predictability (which encompass revenue certainty and defensibility).

We could add a fourth parameter — strategic value — that in some cases captures potential takeover premium. Note that predictability materially improves as ad spend moves along the performance curve and is considered more of a cost-of-goods-sold than a discretionary expense. In search advertising, for example, marketers usually buy keywords all the way to the efficient frontier due to the tight connection to performance (sales). Display is not quite there but moving in that direction.

Below we have plotted the six public display Ad Tech companies by forward revenue growth and valuation multiple based on current trading levels and consensus estimates. Note that we are using “Net Revenue,” which excludes media costs, in all cases that allow for the comparison of these different business models. We added some public software-as-a-service (SaaS) companies for comparative purposes even though most companies intermediating ad sales do not employ SaaS models.

One would obviously expect valuation multiples to be positively correlated with growth, as well as business models that apply more leveraged technology relative to media. It’s a spectrum.

So far, this is all observed fact — black-and-white, if you will.

To better understand the significant variances in valuation shown above, we group the companies into four primary categories: Network 1.0, Network 2.0, Programmatic, and SaaS. Note that while some companies have traits of one category, many have hybrid business lines that span categories.

Network 1.0 businesses have campaign-based models serving as middlemen between advertisers and publishers and earn profits from the spread between media bought vs. sold. Network 2.0 companies have similar business models, though they typically source media from exchanges (rather than direct relationships with publishers) and possess more proprietary technology that provides greater performance for the marketer. This superior performance, as well as the focus on the higher-growth customer-acquisition segment of the market, has resulted in higher revenue growth for these companies.

Programmatic businesses typically have a media pass-through model, charging a technology fee based on the amount of media dollars managed by their systems. For these Programmatic companies, the margin on media spend is around half that of the Network companies, but when looked at on a Net Revenue basis, have higher margins more typical of software models. Finally, SaaS refers to companies with contractually recurring monthly software fees with no regard to media, which is the most predictable model of the four categories. In Ad Tech, these could be companies providing data management or analytics capabilities as opposed to media intermediation.

Now we apply some color — the four categories with corresponding valuation vectors. As stated at the outset, this is not a strict formula but rather a framework to provide valuation context. You can see where the public companies trade with respect to these valuation vectors:

We believe the market values Network 2.0 businesses at a premium to Network 1.0 businesses, and the SaaS businesses trade even higher. We believe the market will value Programmatic companies higher than Network 2.0 (again, on a net revenue basis) due to their greater operating leverage and higher predictability of revenues. Note that the vectors associated with higher technology categories have greater slopes, reflecting their higher operating leverage.

Companies that are perceived by the market to be in a particular category can potentially use M&A to improve their position. For example, ValueClick’s (VCLK) acquisition of Dotomi (a comparable of Criteo) improved their positioning and Millennial Media’s recent acquisition of JumpTap also elevated their valuation.

Speaking of M&A, we litmus-tested the Color by Numbers framework on the relevant scaled M&A transactions and believe it holds up (see the link to the presentation on SlideShare below). We also plotted the B2C digital giants against the vectors. Yahoo ex-Asian investments is trading at around 3x net revenue, AOL that has multiple business models from access to content to programmatic trades closer to 6x net revenue and Google, again with multiple businesses, trades even higher at over 8x revenues. And the more nascent companies, Facebook and Twitter are off the page.

We are likely to see several Programmatic companies pursue the public market over the next 24 months. Not all candidates have pure-play models. The market will need to assess each of these business models and the companies’ respective roles in the ecosystem in order to determine their appropriate valuations. We hope this Color by Numbers framework is a helpful start.

To access a SlideShare presentation and download the Color by Numbers slides, click here.

As originally published on Re/code.

Disclosure: LUMA Securities, a wholly owned subsidiary of LUMA Partners, acted as co-managing underwriter for Rocket Fuel and may pursue underwriting or other advisory assignments with companies mentioned in this report or in the sector in general.

Rocket Fuel and the Revitalization of Ad Tech

December 9, 2013

It’s amazing what a couple of months can do. In July, the Ad Tech sector was reeling from its third underwhelming IPO of the year – Marin Software (MRIN), YuMe (YUME) and Tremor Video (TRMR) – and 2012 IPO Millennial Media’s stock (MM) was also languishing. Not a day would go by without another press article on the coming doom. The themes were consistent: Ad Tech is fragmented and competitive and public investors don’t like the industry.

Then came Rocket Fuel and everything changed.

Rocket Fuel (FUEL) went public on September 20, 2013 and was very well received by the market. The issue traded up 93% on its opening day and currently supports an approximate $1.5 billion market capitalization. The stock trades at a substantially higher multiple than the other industry comparables thanks to advanced technology and a growth rate worthy of the company name.

Currently, investor attitudes towards the sector have improved dramatically. Other positive events led to the rebound such as well-priced M&A deals for programmatic Ad Tech companies Adap.TV (bought by Aol) and MoPub (bought by Twitter) as well as the successful IPO of retargeter Criteo (CRTO). While all of these factors contributed to the change in investor perception, the Rocket Fuel IPO was clearly the inflection point. We believe this bodes well for other scaled quality companies in Ad Tech as they seek public finance options in the quarters ahead.

LUMA Securities, a wholly-owned broker-dealer of LUMA Partners, acted as co-managing underwriter to Rocket Fuel. This was LUMA’s first co-managed IPO and represents an extension of our product suite from M&A and private capital finance advisory to public finance underwriting. Our strategy is to selectively assist leading companies in the digital media sector as they pursue public market finance options. For issuers, we leverage our deep industry knowledge to help position the offering as well as prepare management for investor inquiry.

Look for more activity in 2014!

blinkx Acquires Rhythm NewMedia

December 3, 2013

Today, blinkx PLC (LON:BLNX) announced the acquisition of Rhythm NewMedia Inc., a leader in mobile video advertising. With this combination, blinkx plans to accelerate growth of its mobile video advertising business, the fastest growing segment within online advertising, and expand the scope of its solutions for brand advertisers.

LUMA Partners represented Rhythm NewMedia in the transaction.

We discussed in our State of the State at DMS 13 presentation that mobile is not an individual “channel,” but is rather another screen – a philosophy we call “mobile everything.” blinkx is a leading video monetization and syndication company. Rhythm provides blinkx with a perfectly complimentary mobile video solution, enabling “blinkx to satisfy growing brand advertiser demand for integrated video campaigns across devices.” As demand for these types of integrated solutions increases, we anticipate continued consolidation across mobile and video through 2014.

Congratulations to Rhythm NewMedia and blinkx on the transaction!