Rimini Street, Inc. · NASDAQ:RMNI
Rimini Street — GP Investments Acquisition — SPAC Merger (September 2017)
40 slides from Rimini Street's SPAC merger presentation, Sep 5, 2017
Slide 1: Rimini Street, Inc. Investor Presentation
Rimini Street, Inc. Investor Presentation September 5, 2017
Slide 2: Disclaimer and Forward Looking Statements
“Rimini Street” is a registered trademark of Rimini Street, Inc., and Rimini Street, the Rimini Street logo, and combinations thereof, and other marks marked by TM are trademarks of Rimini Street, Inc. ("Rimini“, the “Company”). All other trademarks remain the property of their respective owners, an
Slide 3: Presenters
Presenters Seth RavinFounder, Chairman, & CEO Thomas SabolSVP, CFO Antonio BonchristianoCEO Andrew FleissManaging Director
Slide 4: Transaction highlights
GP Investments Acquisition Corp. (NASDAQ: “GPIA”; “GPIAU”; “GPIAW”) has entered into a definitive agreement to merge with Rimini Street, Inc. (“Rimini Street”)Rimini Street is a global provider of enterprise software support products and servicesFollowing consummation of the transaction, GPIAC will
Slide 5: Investment Highlights
$5B+ capital raised, 50+ investments & 20+ capital market transactions$30B+ assets under management Investment Highlights Large Market Opportunity Compelling Client Value Proposition High Growth, Predictable Business Model Significant Free Cash Flow Generation Diverse & Prominent Client Base Experie
Slide 6: Company Overview
Company Overview Rimini Street Property of Rimini Street ©2017
Slide 7: Company Snapshot
Company Snapshot Founded: 2005Global Headquarters: Las Vegas, NVEmployees: Approximately 900Active Clients: 1,330+Global Offices: Beijing, Bengaluru, Frankfurt, Hyderabad, London, Melbourne, New York, Osaka, Paris, San Francisco Bay Area, São Paulo, Seoul, Singapore, Stockholm, Sydney, Tel Aviv and
Slide 8: Highly-Experienced Management Team
Highly-Experienced Management Team Thomas ShaySVP & CIO Seth RavinFounder & CEO Daniel B. WinslowSVP & General Counsel David RoweSVP & CMO Sebastian GradyPresident Kevin MaddockSVP, Global Sales Nancy LyskawaSVP, Global Client Onboarding Thomas SabolSVP, CFO Brian SlepkoSVP, Global Service Delivery
Slide 9: Platforms Supported
Platforms Supported Proven History of Value Creation as a Disruptor
Slide 10: High Cost, Low Value for Maintenance Dollars
“SAP upgrades to subsequent versions provide few or no advantages for the user. We wanted to continue using our current SAP R/3 4.7 version, while we explore alternatives for the future.” “We were faced with the tough decision of going through a forced upgrade to SAP ECC 6.0 or having to deal with t
Slide 11: The Rimini Street Solution
The Rimini Street Solution Software Vendor Rimini Street Independent Support Focus Vendor-Centric Client-Centric Cost Model 22% Annual Fee 11% Annual Fee Support Coverage Vanilla Software Only Vanilla Software and All Custom Code Delivery Model Book Trained Help Desk Experienced Engineers With an Av
Slide 12: Case Study – NCH Corporation
Case Study – NCH Corporation NCH saving 83% compared to Oracle’s annual support program costs with switch to Rimini Street Support $1,000,000 $1,600,000 $330,000 $20,000 $0 $0 $0 $500,000 $3,000,000 50% saving on $1,000,000 Savings by avoiding two upgrades over 10 years Free full-time employees supp
Slide 13: Rimini Street: A Long-Term Partner for Clients
Upgrade Support & Best PracticesEngineers with 15+ Average Years ExperienceHighly Compensated Engineers Accelerate Globalization Avoid Business DisruptionCapabilities for ~200 Countries Expand License RightsPurchase New ProductsMergers & Acquisitions Invest in Systems of EngagementChoose Best of Bre
Slide 14: Overview of Market Opportunity
Overview of Market Opportunity
Slide 15: $87 Billion Market Opportunity
$87 Billion Market Opportunity $15 Billion TAM for Current and Planned Rimini Street Products $14.5 BillionIBM + Microsoft + Oracle + SAP Total Rimini Street Annual Market Opportunity(1) Currently Supported Products $360 Million(2)Cloud / SaaS SAP Business SuitePeopleSoftSiebelJD EdwardsOracle EBSOr
Slide 16: Competitive Landscape
Competitive Landscape Independent Support Vendors Software Vendors Primary Competitors Few competitors and a defensible market position Substantial cost savingsSupport for all custom codeCustom global tax, legal and regulatory supportExcellent service experience (4.8 out of 5 client satisfaction sco
Slide 17: Growth Drivers
Growth Drivers Note: Diagram shown only for illustrative purposes and is not indicative of magnitude of growth driver potential or priority. Global Expansion New SaaS Products New License Products Existing Clients Enter additional countriesExpand capabilities in existing countries Pursue premium sup
Slide 18: Financial Overview
Financial Overview Rimini Street Property of Rimini Street ©2017
Slide 19: High Growth, Predictable Net Revenue
High Growth, Predictable Net Revenue (1): 2017E and 2018E shown as the low and high end of the net revenue guidance ranges, see page 22.(2): See Revenue Retention Rate definition on page 39.(3): See Backlog definition on page 40.(4): See LTV to CAC definition on page 40. 46 consecutive quarters of n
Slide 20: Key Operating Metrics
Key Operating Metrics (1): See Annualized Subscription Revenue definition on page 39.(2): See Revenue Retention Rate definition on page 39. Revenue Retention Rate(2) 29% Annualized Subscription Revenue(1) 42% Gross Profit Percentage 30% 44% Active Clients
Slide 21: Historical Financial Performance
(1): EBITDA is a non-GAAP measure, see EBITDA reconciliation on page 37 for historical reconciliation to the closest GAAP measure. (2): Adjusted EBITDA is a non-GAAP measure, see Adjusted EBITDA reconciliation on page 37 for historical reconciliation to the closest GAAP measure. Historical Financial
Slide 22: Forward Outlook
Forward Outlook Note: High and low of the guidance ranges are rounded to the closest million.(1): Adjusted EBITDA is a non-GAAP measure, see Adjusted EBITDA reconciliation on page 37 for historical reconciliation to the closest GAAP measure. (2): Unlevered Free Cash Flow is a non-GAAP measure, see U
Slide 23: Substantial, Growing Free Cash Flow
Substantial, Growing Free Cash Flow (1): Adjusted EBITDA is a non-GAAP measure, see Adjusted EBITDA reconciliation on page 37 for historical reconciliation to the closest GAAP measure. 2017E and 2018E Adjusted EBITDA calculated as a midpoint of guidance ranges, refer to page 22 for guidance ranges.
Slide 24: Business Combination Overview
Business Combination Overview
Slide 25: Rimini Street has the size, scale, and leading market position
(1): See LTV to CAC definition on page 40. 25 Rimini Street has the size, scale, and leading market position to become a compelling public company. GP has strong conviction in Rimini Street’s continued growth potential as it disrupts and redefines a very large established ERP software maintenance ma
Slide 26: Pro-forma enterprise value of $830M
Pro-forma enterprise value of $830M All existing Rimini Street shareholders will roll 100% of their equity$118M used to pay down Rimini Street’s debt(1)Rimini Street expected to maintain $50M of debtCompletion of the transaction is expected by the end of September Post-Transaction Ownership(2) Enter
Slide 27: Valuation Discount vs. Public Comparables
Median = 5.2x Source: Capital IQ as of September 1, 2017. Note: Negative multiples and multiples greater than 75.0x are deemed as “Not Meaningful” or “NM.”(1): Based on an enterprise value of $829.8 million. 2018E net revenue & Adjusted EBITDA calculated as a midpoint of guidance ranges, refer to pa
Slide 28: Growth-adjusted valuation vs. public comparables
Source: Capital IQ as of September 1, 2017. Note: Negative multiples and multiples greater than 75.0x are deemed as “Not Meaningful” or “NM.”(1): Based on an enterprise value of $829.8 million. Rimini Street 2018E net revenue, Adjusted EBITDA, and Unlevered Free Cash Flow calculated as a midpoint of
Slide 29: Compelling UFCF Yield vs. Public Comparables
Source: Capital IQ as of September 1, 2017.(1): Based on an equity value of $812.1 million. Unlevered Free Cash Flow Yield is a non-GAAP measure, see page 37 for Unlevered Free Cash Flow historical reconciliation to the closest GAAP measure. 2018E Unlevered Free Cash Flow calculated as a midpoint of
Slide 30: Financial Performance vs. Public Comparables
2017E Net Revenue Growth 2018E Net Revenue Growth Source: Capital IQ as of September 1, 2017.(1): 2017E and 2018E net revenue calculated as a midpoint of guidance ranges, refer to page 22 for guidance ranges. Large Cap ERP Software Small / Mid Cap ERP Ecosystem Software Median = 21.0% Median = 14.5%
Slide 31: Valuation Discount to Select Recent IPOs
Source: Capital IQ as of September 1, 2017, ECM Analytics, and Renaissance Capital.(1): Based on an enterprise value of $829.8 million. Rimini Street 2018E net revenue calculated as a midpoint of guidance ranges, refer to page 22 for guidance ranges.(2): Rimini Street 2018E gross profit percentage c
Slide 32: Leader in Alternative Investments
Leader in Alternative Investments Since its foundation in 1993, GP Investments has completed over 50 investments across multiple sectors and over 20 capital markets transactionsOver $5 billion raised from investors worldwide and over $1 billion of proprietary capital invested alongside limited partn
Slide 33: Opportunity Summary
Strong and Disruptive Business with 46 Consecutive Quarters of Net Revenue GrowthProven Management Team with Strong Execution HistoryMarket Opportunity of more than $87 Billion and Run-Rate Net Revenues of $200+ MillionTransaction Expected to Improve Balance Sheet, Reduce Leverage, and Position the
Slide 34: REGREERS
REGREERS Rimini Street ngineered for S Ea
Slide 35: Appendix
Appendix Rimini Street Property of Rimini Street ©2017
Slide 36: Additional Comparable Company Benchmark Data
Additional Comparable Company Benchmark Data Source: Capital IQ as of September 1, 2017. Note: Negative multiples and multiples greater than 75.0x are deemed as “Not Meaningful” or “NM.”(1): Rimini Street 2017E and 2018E net revenue calculated as a midpoint of guidance ranges, refer to page 22 for g
Slide 37: Historical Reconciliations
Historical Reconciliations Note: May not sum due to rounding.
Slide 38: Supported Products
Supported Products Product Lines: ALL Releases: 5.x, 6.0x, 6.3x, 7.0x, 7.5x, 7.7x, 7.8x and 8.x Product Lines: HCM, FIN, CRM, EPM, SRM, SCM, Public Sector and Campus SolutionsReleases: 7.x, 8.x and 9.x Product Lines: ALL Releases: MS SQL Server 2008 and later Product Lines: ALL Releases: 8.0 and lat
Slide 39: Summary of Key Operating Metrics
Summary of Key Operating Metrics Active client - Distinct entity, such as a company, an educational or government institution, or a subsidiary, division, or business unit of a company that purchases Rimini Street services to support a specific productGrowth in the number of clients is an indication
Slide 40: Glossary
Customer Lifetime Value (LTV): Equal to average gross profit percentage over the forecast period per client multiplied by the average customer lifeCustomer Acquisition Costs (CAC): Equal to total sales and marketing costs (excludes Global Client Engagement expenses) in the TTM period divided by the
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