silverpop.com

Silverpop Acquisition
Frequently Asked Questions:


Purpose

The purpose of this document is to address particular questions and provide additional insight about IBM’s agreement to acquire Silverpop. To view the full press release, go to: Press Release.


1. What are you announcing today?

IBM completed the acquisition of Silverpop (hereafter referred to as Silverpop, an IBM Company). Silverpop is a privately held company headquartered in Atlanta, Georgia, with offices in Irvine, CA, London (UK), and Munich (Germany) Silverpop is a cloud-based marketing automation provider.

2. Who is Silverpop?  What do they do?
Founded in 1999, Silverpop is a cloud-based marketing automation provider that offers email marketing and lead management. Their unified platform enables enterprises to automate personalized experiences, increase revenue, improve ROI, and deepen brand loyalty. Features include integration with CRM systems, lead scoring, real time behaviorally targeted campaigns, personalized content, and timed delivery of messages.   

3. Why is IBM planning to acquire Silverpop?
Silverpop accelerates IBM’s leadership in cloud-based marketing automation and customer engagement software with unique capabilities that enhance personalized customer engagement across channels on an unprecedented scale. They create a 360 customer view through a rich behavioral profile, dynamically linking data from fragmented sources –across and even outside the organization -- such as social, web, email, mobile and CRM systems. This makes it easier to prioritize investments by quantifying the value of each customer. Through Silverpop, delivering the right message, at the right time, through the channel the customer chooses is made easier, more effective, and assessable to brands of all sizes and industries.

Silverpop also expands IBM’s client base with a strong complementary footprint in the mid-market, B2B and emerging B2C industries, all through easy-to-use, highly scalable cloud services.

4. Where will Silverpop fit within the IBM software portfolio?

The Silverpop products will become part of the Enterprise Marketing Management (EMM) portfolio within IBM Industry Cloud Solutions. The Silverpop products complement the EMM portfolio with new B2B lead-to-revenue, right-time email marketing, behavioral marketing solutions, and B2C marketing automation – all in the cloud.

5. How will Silverpop clients benefit?
Silverpop clients will benefit from the combined technologies and skills of both companies, giving them an enriched continuous customer engagement.IBM provides these clients with the ability to bring higher levels of automation, integration & analysis by offering a range of complementary solutions.

In addition, clients can access skilled IBM services consultants to assist with engagements, and future projects.  Silverpop clients will benefit from IBM’s increased investment capacity, technologies, global reach, industry expertise and support.

6. How will the acquisition affect Silverpop partners?
IBM intends to extend and grow with the skilled partner community that has made the Silverpop technology successful. As IBM works hard to deliver portfolio enhancements based on Silverpop technology, Silverpop partners are encouraged to learn more about establishing a deeper relationship with IBM, visit ibm.com/partnerworld.

7. How will this affect Silverpop client’s current support and services contracts?
Silverpop clients will see no changes at this time in the way they access Support and Services (e.g., same support contact numbers, same team delivering support, etc.). The IBM and Silverpop client support, services and partners will continue to focus on clients’ ongoing success with the Silverpop products. Over time, as any changes occur, information will be communicated to clients and partners with ample lead time to allow for planning and a smooth transition. For many partners, this solution is expected to open new markets, buyers and opportunities. IBM will continue to work with partners on joint opportunities to provide clients with the best overall value to match their needs.

8. What is IBM’s acquisition strategy?
IBM considers multiple factors when considering potential acquisitions; chief among those is delivering superior client and shareholder value.  We identify companies that complement and enhance the IBM portfolio to better provide an end-to-end solution for our clients, while delivering shareholder value and returns consistent with our financial model.

This acquisition further demonstrates IBM investment and leadership in Smarter Commerce.

Disclosure
Clients are responsible for ensuring their own compliance with various laws and regulations. It is the client's sole responsibility to obtain advice of competent legal counsel as to the identification and interpretation of any relevant laws and regulations that may affect the client's business and any actions the client may need to take to comply with such laws and regulations. IBM does not provide legal, accounting or auditing advice or represent or warrant that its services or products will ensure that the client is in compliance with any law or regulation.

Disclaimer
Cautionary Statement Regarding Forward-Looking Statements

Certain statements in this communication regarding the proposed transaction between IBM and Silverpop, including but not limited to the expected timetable for completing the transaction, benefits and synergies of the transaction, future opportunities for the combined company and products and any other statements regarding IBM and Silverpop’s future expectations, beliefs, goals or prospects constitute forward-looking statements made within the meaning of Section 21E of the Securities Exchange Act of 1934 and (collectively, forward-looking statements). Any statements that are not statements of historical fact (including statements containing the words “believes,” “plans,” “anticipates,” “expects,” “estimates” and similar expressions) should also be considered forward-looking statements. A number of important factors could cause actual results or events to differ materially from those indicated by such forward-looking statements, including the parties’ ability to consummate the transaction; the conditions to the completion of the transaction, including the receipt of shareholder approval, court approval or the regulatory approvals required for the transaction may not be obtained on the terms expected or on the anticipated schedule; the parties’ ability to meet expectations regarding the timing, completion and accounting and tax treatments of the transaction; the possibility that the parties may be unable to achieve expected synergies and operating efficiencies in the arrangement within the expected time-frames or at all and to successfully integrate Silverpop’s operations into those of IBM; such integration may be more difficult, time-consuming or costly than expected; operating costs, customer loss and business disruption (including, without limitation, difficulties in maintaining relationships with employees, customers, clients or suppliers) may be greater than expected following the transaction; the retention of certain key employees of Silverpop may be difficult; IBM and Silverpop are subject to intense competition and increased competition is expected in the future; fluctuations in foreign currencies could result in transaction losses and increased expenses; the volatility of the international marketplace; and the other factors described in IBM’s Annual Report on Form 10-K for the fiscal year ended December 31, 2013 and in its most recent quarterly report filed with the SEC. IBM and Silverpop assume no obligation to update the information in this communication, except as otherwise required by law. Readers are cautioned not to place undue reliance on these forward-looking statements that speak only as of the date hereof.