Il mercato del Venture Capital in Europa: criteri e consigli per eseguire con successo un round di finanziamento equity internazionale

2. Silverpeak IB is authorised and regulated by the Financial Conduct Authority2Silverpeak LLP is an authorised representative of Silverpeak Capital Ltd, which is authorised and regulated by the Financial Conduct Authority
An overview of the European tech market:
What does it take to close an international growth financing round?

3. Disclaimer
Neither this presentation nor any of its contents may be used without the prior written consent of
Silverpeak LLP, trading as ‘Silverpeak technology investment banking’ (“Silverpeak”).
The information in this presentation reflects prevailing conditions and our views as of this date, all of which
are subject to change. In preparing this presentation, Silverpeak has relied upon and assumed, without
independent verification, the accuracy and completeness of all information available to us or from public
sources or which was otherwise reviewed by us.

4. Agenda
1. Silverpeak overview 4
2. European venture environment: recent trends 11
3. Thoughts on the Italian market 23
4. Criteria and tips for international “growth” rounds 26
Silverpeak
Overview
European venture
environment
Italian
market
Tips for international
“growth” rounds1. 2. 3. 4.
page | June 2016 | prepared for4

5. We advise innovative, fast-growing technology companies on M&A and financing transactions
Investment bank focused on technology
M&A and financings advisory for growth companies
Vast network of relationships
Global reach and proven ability to reach key decision makers
Blue-chip investment banking service
overview
FACTSHEET
3 partners with 80+
years of experience
in tech investment
banking
150+ deals and
assignments
completed
15-strong team
Regulated by the
Financial Conduct
Authority
Optimum execution for technology companies
page | June 2016 | prepared for5
Silverpeak
Overview
European venture
environment
Italian
market
Tips for international
“growth” rounds1. 2. 3. 4.

6. $11.8m Growth Equity
MAY 2014
$19m Series C
JANUARY 2014
$6m Seed funding
JUNE 2012
Growth Equity and
Recapitalisation
JANUARY 2012
Strategic and
financial advisory
JANUARY 2012
€15m Series B
JULY 2013
has been acquired by
SEPTEMBER 2013
has sold its system
integration BU to
AUGUST 2013
$8m Series C
FEBRUARY 2014
has been acquired by
OCTOBER 2014
has been acquired by
JUNE 2015
Our presence in the technology sector
INTERNET & DIGITAL MEDIA ENTERPRISE SOFTWARE & SaaS ENABLING TECH. & SERVICES HEALTHTECH
 eCommerce / Marketplaces
 Digital Entertainment
 Internet Infrastructure
 Adtech
 Fintech
 ERP / CRM / HRM
 Security
 Databases & Content
Management
 Materials
 Semiconductors / Components
 Communication Infrastructure
 Electronics / Robotics
 Cleantech
 Medical Devices
 Digital Health
 Genomics
 Diagnostics / Imaging
 Healthcare IT
SUB-SECTOR SPECIFIC EXPERTISE
RECENT TRANSACTION EXPERIENCE
has been acquired by
NOVEMBER 2014
Focus Gestioni
Silverpeak has deep sector knowledge and extensive execution experience in the technology market
has acquired control
of
JULY 2015
$8m Series B
MAY 2015
has been sold to
AUGUST 2015
$7.3m Series B
JUNE 2014
page | June 2016 | prepared for6
Silverpeak
Overview
European venture
environment
Italian
market
Tips for international
“growth” rounds1. 2. 3. 4.

7. A wealth of relationships with key stakeholders in the technology ecosystem
Note: Selected logos shown for illustrative purposes
page | June 2016 | prepared for7
Silverpeak
Overview
European venture
environment
Italian
market
Tips for international
“growth” rounds1. 2. 3. 4.

8. We have access to global buyers and investors in our processes
We have extensive personal relationships and we leverage the global partner network of Globalscope
Locations with people on the ground
A selection of the international buyers with whom we have closed deals
page | June 2016 | prepared for8
Silverpeak
Overview
European venture
environment
Italian
market
Tips for international
“growth” rounds1. 2. 3. 4.

9. JANUARY 2014
Advisor to Seatwave
Selected Silverpeak completed mandates
Workflow software for B2B sales
persons
MAY 2015
Venture debt and equity
financing
Advisor to Artesian
FEBRUARY 2014
$8m Series C
10 out of 12 of our last fundraising deals are international scale ups
JUNE 2014 MAY 2014
$11.8m Growth Equity
Advisor to Ticketscript
RecentSilverpeakfundraisingswhichhave
sincescaledinternationally
SEPTEMBER 2013 June 2012 FEBRUARY 2012 JANUARY 2012
Delivery through enthrocytes
JULY 2013
€15m Series-B financing
led by
Focus Gestioni
Advisor to EryDel
$7.3m Series-B financing led by:
Open source e-commerce software
Advisor to Commerce Guys
Cloud-based event ticketing and
management software
Fabless semiconductors (manycore
processors)
Mobile engagement for consumer-
facing companies
$19m Series C
Telehealth software platform
Investment & Call option by:
Mobile music for the mass market
Seed Funding: $6m
Humanoid robots for consumer
applications
Majority sale: $100m
Ultra-fast lasers
Growth Equity &
Recapitalisation: $42m
page | June 2016 | prepared for9
Silverpeak
Overview
European venture
environment
Italian
market
Tips for international
“growth” rounds1. 2. 3. 4.

10. Silverpeak is a sponsor of
 10-15 companies pitch to raise €3m –
€15m to scale internationally
 Two day event with panels, company
pitches, one-to-one meetings and
networking opportunities
 Invitation only event limited to 120-150
selected participants
Lorenzo Franchini
Founding partner
www.scaleit.biz
Selected 2015 Companies
page | June 2016 | prepared for10
Showcase of the tech top Italian “Scale-ups” for international investors
Companies
completing
a round
following
ScaleIT
2015

11. Agenda
Silverpeak
Overview
European venture
environment
Italian
market
Tips for international
“growth” rounds1. 2. 3. 4.
page | June 2016 | prepared for11
1. Silverpeak overview 4
2. European venture environment: recent trends 11
3. Thoughts on the Italian market 23
4. Criteria and tips for international “growth” rounds 26

12. Key takeaways of the European venture market
 The adjustments in unicorn valuations and other negative news which has been
hitting the headlines in the last 6-9 months has not had an effect on European B
and C-rounds… yet
‒ We expected a more pronounced slow down of the market, but it is possible that the cycle
of investing is longer than the observation period
page | June 2016 | prepared for12
Silverpeak
Overview
European venture
environment
Italian
market
Tips for international
“growth” rounds1. 2. 3. 4.
The environment for European B & C-rounds seems be healthy
 In 2015 and Q1 2016 there have been 59 venture funds raised in Europe, for a
total of €9.8bn
 There is good volume of B & C rounds (€250m per month): Investments are skewed
towards larger plays, with average round size increasing, more evidence of cross-
border activity and an increasing number of participants outside of the
traditional VC world, with capital from global investors
 There are 29 EUnicorns and successful recent exits from European companies

13. 75
80
85
90
95
100
105
110
Jan-15 Apr-15 Jul-15 Oct-15 Jan-16 Apr-16
Russell 2000 S&P500 Tech Nasdaq Tech
Recent public market sentiment on technology has been discouraging
TECHNOLOGYMARKET
INDICES
IPO
“DOWN-ROUNDS”
SELECTEDPUBLIC
INVESTORWRITEDOWNS
(10%)
(31%)
(17%)
(13%)
(25%)
Sources: Capital IQ, CB Insights, Press Articles.
No US technology IPOs in Q1 2016
(51%)
(44%)
(25%)
(20%)
(23%)
(17%)
Last private valuation: $2.4bn
IPO valuation: $1.7bn (29%)
Last private valuation: $450mn
IPO valuation: $448mn (0.5%)
Last private valuation: $6bn
IPO valuation: $2.9bn (52%)
Total amount raised: $106mn
IPO valuation: $74mn (30%)
(32%)
(27%)
(25%)
page | June 2016 | prepared for13
Silverpeak
Overview
European venture
environment
Italian
market
Tips for international
“growth” rounds1. 2. 3. 4.
13-Jun-16: Twilio announces to
IPO and raise up to $160m
(expected market cap of $1bn)

14. Tech IPOs in the US have not performed strongly
Source: Mattermark
page | June 2016 | prepared for14
Silverpeak
Overview
European venture
environment
Italian
market
Tips for international
“growth” rounds1. 2. 3. 4.
Stock price change relative to first day close

15. Other headwinds in tech
Unicorns  Unicorpse Online food delivery market slowing down2
Rocket Internet Layoffs
20,000 new jobs created in 2015 by tech investment
>129,600 new jobs created in the tech industry in 2013 and 2014
(total 6.5m jobs)
HOWEVER:
Q1’16 had the fewest deals (by count and $ amount since Q4’14) In December 2015 there were c. 230 tech unicorns worldwide
(private companies with a valuation of >€1bn)1
 2016 has however yielded several notable “unicorpses” or bad
stories:
$10
$20
$30
$40
$50
$60
Oct-14
Nov-14
Dec-14
Jan-15
Feb-15
Mar-15
Apr-15
May-15
Jun-15
Jul-15
Aug-15
Sep-15
Oct-15
Nov-15
Dec-15
Jan-16
Feb-16
Mar-16
Apr-16
May-16
Jun-16
Rocket’s share price has steadily declined since its October 2014 IPO
1: Forbes
2: CBInsights
In administrationValuation plummeted following
allegations of inaccurate tests
Fired CEO following problems with
lending practices
CEO stepped down following
investigations from regulators
 According to analyst predictions, there will be c. 260k tech layoffs in 2016
 Notable examples include:
18k (15%)14k (20%)
85k (20%) 26k (20%)
231 (25%)
280 (50%)
PUBLIC PRIVATE
page | June 2016 | prepared for15
Silverpeak
Overview
European venture
environment
Italian
market
Tips for international
“growth” rounds1. 2. 3. 4.
Key: # layoffs (% total workforce)
CEO pledges to restore investor confidence:
− Rocket will not carry out any dilutive capital-raising in
the next 3 years
− It will list 1 of its proven winners within the next 18
months
− 3 of its proven winners will break even by end of 2017

16. However, the European tech market carries on…
page | June 2016 | prepared for16
Silverpeak
Overview
European venture
environment
Italian
market
Tips for international
“growth” rounds1. 2. 3. 4.

17. Capital continues to flow into tech
€3,812mn
€6,455mn
€9,890mn
59
41
54
2014 2015 2016E
total value of European funds raised
# of European funds raised
Value and volume of European VC, GE & CVC funds raised 2014 – 2016YTD
(total # of funds raised to date = 118)
(annualised)
(annualised)
YTD Value: €3,297mn
Source: PitchBook.
* Government funds
Top 3 largest funds: Top 3 largest funds: Top 3 largest funds:
1. €640mn
2. €630mn
3. €450mn
1. €1,544mn
2. €650mn
3. €400mn
1. €500mn
2. €400mn
3. €305mn
# of funds: 18
Selected Italian Funds
€76m (2013) €95m (2015)€42m (2013) €65m (2016) +
€200m target;
ongoing
* *
UniCredit Evo
page | June 2016 | prepared for17
Silverpeak
Overview
European venture
environment
Italian
market
Tips for international
“growth” rounds1. 2. 3. 4.
1

18. 0
2
4
6
8
10
12
14
16
18
0
100
200
300
400
500
600
Jan-15 Feb-15 Mar-15 Apr-15 May-15 Jun-15 Jul-15 Aug-15 Sep-15 Oct-15 Nov-15 Dec-15 Jan-16 Feb-16 Mar-16
TotalDealsPerMonth(#)
TotalAmountRaised(€mn)
Large HTI Series B & C Total Financing Amounts (€mn) and Deal Count by Month, 2015 - 2016YTD
B Rounds C Rounds Total Deal Count
Tech companies continue to raise scale-up rounds (B and C)
Source: Go4Venture HTI Database.
page | June 2016 | prepared for18
Silverpeak
Overview
European venture
environment
Italian
market
Tips for international
“growth” rounds1. 2. 3. 4.
2
Last 12 months
Median B-round: €15m
Median C-round: €25m

19. From a wide variety of investors
Total Volume of 2015 Landmark HTI (≥€20mn) Investments by Lead Investor Category
Source: Go4Venture HTI Database.
12
77
13
22
9
21
Large VCs
Corporates
Growth Equity
Institutionals, Family
Offices & State Funds
Private Equity
Undisclosed
20
97
2015
2
page | June 2016 | prepared for19

20. “EUnicorns” are growing (1 of 2)
UK (9)
FR (2)
LU (1)
SE (3)
NL (2)
RU (1)
FI (1)
DE (5)
IL (5)
COMMENTARY
• 29 EUnicorns total
• The UK and Germany
have 14 unicorns
combined – almost
half of Europe’s total
• Israel has the next
most with 5
• Several notable
European countries
have yet to produce
a unicorn, including:
Spain, Switzerland,
Portugal and Italy
SE, 3, 10%
UK, 9,
31%
NL, 2,
7%
FR, 2,
7%
FI, 1,
4%
RU, 1,
4%
DE, 5,
17%
LU, 1,
3%
IL, 5, 17%
EUNICORNS,
BY COUNTRY
Sources: Silverpeak analysis
European private tech companies with a valuation of > $1bn
page | June 2016 | prepared for20
Silverpeak
Overview
European venture
environment
Italian
market
Tips for international
“growth” rounds1. 2. 3. 4.
3

21. COMMENTARY
• The sector with the
most unicorns (8) is
SaaS
• The ecommerce
and Fintech sectors
have 6 and 5
unicorns,
respectively
FINTECH (6) ECOMMERCE (5)
B2C APP (3)
SAAS (8)
MARKETPLACE (2)OTHER (5)
B2C
App,
3, 11%
Ecommerce,
5, 17%
Fintech,
5, 17%
Market
places,
3, 10%
Other,
5, 17%
SaaS, 8, 28%
EUNICORNS,
BY SECTOR
European private tech companies with a valuation of > $1bn
“EUnicorns” are growing (2 of 2)
page | June 2016 | prepared for21
Silverpeak
Overview
European venture
environment
Italian
market
Tips for international
“growth” rounds1. 2. 3. 4.
3

22. With some notable exits of European companies (Nov-15-2016YTD)
$90m
1.3x
$250m
>250x
$170m $700m
40x
c. $180m
c. 22x-45x
$73.6m
2.7x
$30m
3.0x
$32m
Source: Cobalt/ S&P Capital IQ
Note: Sectors ordered with parent sector first, then subsectors
BUYERTARGETBUYERTARGET
UK Rest of Europe
Sectors: internet services /
marketplace / hospitality
Sectors: software / video
conferencing / cloud
Sectors: software / online games Sectors: software / ticketing
Sectors: software / security Sectors: software / SaaS / cloudSectors: software / B2C app Sectors: hardware / lasers
page | June 2016 | prepared for22
Silverpeak
Overview
European venture
environment
Italian
market
Tips for international
“growth” rounds1. 2. 3. 4.
4

23. Agenda
1. Silverpeak overview 4
2. European venture environment: recent trends 11
3. Thoughts on the Italian market 23
4. Criteria and tips for international “growth” rounds 26
Silverpeak
Overview
European venture
environment
Italian
market
Tips for international
“growth” rounds1. 2. 3. 4.
page | June 2016 | prepared for23

24. There are relatively few scale-up rounds in Italy, even fewer from
international investors
Digital platform to
help consumers to save
money when shopping
via offers and leaflets
€10,000,000
Series C
September 2015
Fastest growing sport
social network
$5,000,000
Series A
March 2016
Online platform for
activities, tours,
museums, shows and
art events
€5,000,000
Series A
March 2015
End-to-end
management of online
video
€8,000,000
Series B
May 2016
Roboadvisor
€16,000,000
Series A
November 2015
Italian biotech startup
€10,000,000
Series A
March 2015
Field audits in
crowdsourcing
€6,500,000
Series B
May 2016
Biomedical devices for
stem cell applications
€8,700,000
Venture
May 2016
Biotech company
€12,000,000
Series A
May 2016
Biotech
Provider of a cloud Wi-
Fi platform
$8,000,000
Series B
March 2016
Provider of online
games
$15,000,000
Series A
January 2016
page | June 2016 | prepared for24
Silverpeak
Overview
European venture
environment
Italian
market
Tips for international
“growth” rounds1. 2. 3. 4.
Note: ordered reverse chronologically

25. IPO
Announcement: May 2016
Amount raised: £12.8m
Market Cap: £33.2m
Sold to
Announcement: 2015
Value: Undisclosed
Sold to
Announcement: Feb 2015
Value: Undisclosed
Sold to
Announcement: May 2016
Value: Undisclosed
Sold to
Announcement: Sep 2014
Value: €133m (estimated)
Sold to
Announcement: Jul 2015
Value: $30m
Sold to
Announcement: Feb 2015
Value: $55m
Sold to
Announcement: May 2016
Value: Undisclosed
However, there are notable Italian M&A exits to foreign buyers
Sources: CapitalIQ, Mergermarket, company filings
Note: ordered reverse chronologically
(Rocket Internet)
page | June 2016 | prepared for25
Silverpeak
Overview
European venture
environment
Italian
market
Tips for international
“growth” rounds1. 2. 3. 4.
Sold to
Announcement: June 2016
Value: €100-150m

26. Agenda
1. Silverpeak overview 4
2. European venture environment: recent trends 11
3. Thoughts on the Italian market 23
4. Criteria and tips for international “growth” rounds 26
Silverpeak
Overview
European venture
environment
Italian
market
Tips for international
“growth” rounds1. 2. 3. 4.
page | June 2016 | prepared for26

27. Date Company
Description,
Amount raised Investors Date Company
Description,
Amount raised Investors
Apr-16
• Vacation rentals meta-search
• $20m Series B May-16
• Travel agents marketplace
• $21m Series C
Apr-16
• European P2P lending platform
• $13.5m Series B Mar-16
• Direct debit
• $13m Series C
Mar-16
• Student loans
• Series B: £19m +
£100m Debt financing
Apr-16
• Roboadvisor
• €7m Series A
Nov-15
• Roboadvisor
• €16m Series A Apr-16
• Background checking
• $25m Series B
Mar-16
• Shift planner
• $14m Series B Mar-16
• Document management
• €33m Series B
May-16
• End-to-end management of online video
campaigns
• €8m Series B
Nov-15
• Student accommodation
• $24m Series A
Apr-16
• Field audits in crowdsourcing
• €6.5m Series A Sep-15
• Money-saving digital shopping platform
• €10m Series C
May-16
• DIY & Gardening ecommerce
• €13m Series B Mar-16
• Recipes & ingredients delivery
• $17m Series B
Mar-16
• Fastest growing sport social network
• $5m Series A Mar-16
• Wi-Fi engagement platform
• $8m Series B
Selected international scale up rounds
TravelFintechSoftware/SaaSMarketplace
E-commerce/
FoodOther
page | June 2016 | prepared for27
Silverpeak
Overview
European venture
environment
Italian
market
Tips for international
“growth” rounds1. 2. 3. 4.
Undisclosed
investors
Other
Undisclosed
investors

28. Comparison of selected scale up rounds - size
Size
 Scale-up rounds come at different stages of companies’ growth (A-C rounds)
 Customer/user base is of a meaningful size
− Indicatively 50+ customers in B2B or 100k-1m+ users in B2C or B2B2C
 Revenues in the millions, often > €10m
 Sizeable team, often larger than 50
 Some internal presence already established
page | June 2016 | prepared for28
Silverpeak
Overview
European venture
environment
Italian
market
Tips for international
“growth” rounds1. 2. 3. 4.
TAKEAWAYS
Travel Software / SaaS Fintech E-commerce / Food Marketplace Other
Evaneos
HomeToGo
Planday
Mosaicoon
M-FilesCorp
ScalableCapital
GoCardless
MoneyFarm
FutureFinance
Onfido
Lendix
ManoMano
MarleySpoon
BeMyEye
UniPlaces
DoveConviene
(Shopfully)
Cloud4Wi
TOK.tv
Founded 2009 2014 2004 2009 1987 2014 2011 2011 2013 2012 2014 2012 2014 2011 2011 2010 2014 2012
HQ FR DE UK IT FI DE UK IT UK UK FR FR DE IT PO IT IT IT
Stage / size C / $21m B / $20m B / $14m B / €8m B / €33m A2 / €7m C / $13m A / €16m B / £19m B / $25m B / $13.5m B / €13m B / $17m A / €6.5m
A2 /
$24m
C / €10m B / $8m A / $5m
Date May-16 Apr-16 Mar-16 May-16 Mar-16 Apr-16 Mar-16 Nov-15 Mar-16 Apr-16 Apr-16 Mar-16 Mar-16 May-16 Nov-15 Sep-15 Mar-16 Mar-16
Stage / size B / $6m A / €6m A / $3.8m
Seed /
€0.7m
A / €6m A1 / €4m B / $7m
Seed /
€3m
A / $26.5m A / $4.5m A / €3.2m
Seed /
€2m
A2 /
$3.5m
Seed / €2m
A1 /
$3.5m
B / $5.2m A / $4m
Angel /
$0.8m
Date Jan-14 Jul-15 May-14 Jun-13 Apr-13 Apr-15 Jan-14 Jan-14 Mar-14 Feb-15 Mar-15 Sep-14 Apr-15 May-14 Oct-14 Dec-14 Mar-14 Jun-14
Users / Customers (#)
120k
(since day 1)
100k 1,000
250k eyes/
customers
20k
rooms
13m users 8m users
Revenue
€14m
(2012)
€ 0.4m
(2014)
$15m
(2014)
€ 32m
(2014)
€5m
(2014)
Team Size (#) 88 70 80 80 226 35 69 36 38 96 31 63 89 58 136 120 70 11
Supply side /
other indicators
650 agents
150 countries
6m
properties
250 partners
800m
user-reach
450
partners
33 UK
universities
10m checks
International Presence P P P P P P P P P P P P P P
User growth 100%
20% (per
month)
300% loan
growth
40% (per
month)
300% 1500%
Rev. growth >100% 220% 180%
Months since last round 28 9 22 36 36 12 26 22 24 14 13 18 11 24 13 9 24 21
Strategic Partners P P P P
Board / team Profile P P P P P P P P P
Size
1000%
1000% in
booking
value
Latest
round
600%
3rdParty
Validation
Prior
round
Traction

29. Comparison of selected scale up rounds - traction
page | June 2016 | prepared for29
Silverpeak
Overview
European venture
environment
Italian
market
Tips for international
“growth” rounds1. 2. 3. 4.
Traction
 Users/revenue growth of 50-100%+
− Growth acceleration comes also from initial internationalisation
 Growth pattern lasting typically for more than 3 years
 Typically not yet profitable: investment for growth
TAKEAWAYS
Travel Software / SaaS Fintech E-commerce / Food Marketplace Other
Evaneos
HomeToGo
Planday
Mosaicoon
M-FilesCorp
ScalableCapital
GoCardless
MoneyFarm
FutureFinance
Onfido
Lendix
ManoMano
MarleySpoon
BeMyEye
UniPlaces
DoveConviene
(Shopfully)
Cloud4Wi
TOK.tv
Founded 2009 2014 2004 2009 1987 2014 2011 2011 2013 2012 2014 2012 2014 2011 2011 2010 2014 2012
HQ FR DE UK IT FI DE UK IT UK UK FR FR DE IT PO IT IT IT
Stage / size C / $21m B / $20m B / $14m B / €8m B / €33m A2 / €7m C / $13m A / €16m B / £19m B / $25m B / $13.5m B / €13m B / $17m A / €6.5m
A2 /
$24m
C / €10m B / $8m A / $5m
Date May-16 Apr-16 Mar-16 May-16 Mar-16 Apr-16 Mar-16 Nov-15 Mar-16 Apr-16 Apr-16 Mar-16 Mar-16 May-16 Nov-15 Sep-15 Mar-16 Mar-16
Stage / size B / $6m A / €6m A / $3.8m
Seed /
€0.7m
A / €6m A1 / €4m B / $7m
Seed /
€3m
A / $26.5m A / $4.5m A / €3.2m
Seed /
€2m
A2 /
$3.5m
Seed / €2m
A1 /
$3.5m
B / $5.2m A / $4m
Angel /
$0.8m
Date Jan-14 Jul-15 May-14 Jun-13 Apr-13 Apr-15 Jan-14 Jan-14 Mar-14 Feb-15 Mar-15 Sep-14 Apr-15 May-14 Oct-14 Dec-14 Mar-14 Jun-14
Users / Customers (#)
120k
(since day 1)
100k 1,000
250k eyes/
customers
20k
rooms
13m users 8m users
Revenue
€14m
(2012)
€ 0.4m
(2014)
$15m
(2014)
€ 32m
(2014)
€5m
(2014)
Team Size (#) 88 70 80 80 226 35 69 36 38 96 31 63 89 58 136 120 70 11
Supply side /
other indicators
650 agents
150 countries
6m
properties
250 partners
800m
user-reach
450
partners
33 UK
universities
10m checks
International Presence P P P P P P P P P P P P P P
User growth 100%
20% (per
month)
300% loan
growth
40% (per
month)
300% 1500%
Rev. growth >100% 220% 180%
Months since last round 28 9 22 36 36 12 26 22 24 14 13 18 11 24 13 9 24 21
Strategic Partners P P P P
Board / team Profile P P P P P P P P P
Size
1000%
1000% in
booking
value
Latest
round
600%
3rdParty
Validation
Prior
round
Traction

30. Comparison of selected scale up rounds – third party validation
page | June 2016 | prepared for30
Silverpeak
Overview
European venture
environment
Italian
market
Tips for international
“growth” rounds1. 2. 3. 4.
3rd party validation
 Blue chip brand name association: customers, strategic partners, board member
 Visibility: PR, awards, testimonials, analysts coverage, events and conferences
 Traction from previous round and quality of existing investors
TAKEAWAYS
Travel Software / SaaS Fintech E-commerce / Food Marketplace Other
Evaneos
HomeToGo
Planday
Mosaicoon
M-FilesCorp
ScalableCapital
GoCardless
MoneyFarm
FutureFinance
Onfido
Lendix
ManoMano
MarleySpoon
BeMyEye
UniPlaces
DoveConviene
(Shopfully)
Cloud4Wi
TOK.tv
Founded 2009 2014 2004 2009 1987 2014 2011 2011 2013 2012 2014 2012 2014 2011 2011 2010 2014 2012
HQ FR DE UK IT FI DE UK IT UK UK FR FR DE IT PO IT IT IT
Stage / size C / $21m B / $20m B / $14m B / €8m B / €33m A2 / €7m C / $13m A / €16m B / £19m B / $25m B / $13.5m B / €13m B / $17m A / €6.5m
A2 /
$24m
C / €10m B / $8m A / $5m
Date May-16 Apr-16 Mar-16 May-16 Mar-16 Apr-16 Mar-16 Nov-15 Mar-16 Apr-16 Apr-16 Mar-16 Mar-16 May-16 Nov-15 Sep-15 Mar-16 Mar-16
Stage / size B / $6m A / €6m A / $3.8m
Seed /
€0.7m
A / €6m A1 / €4m B / $7m
Seed /
€3m
A / $26.5m A / $4.5m A / €3.2m
Seed /
€2m
A2 /
$3.5m
Seed / €2m
A1 /
$3.5m
B / $5.2m A / $4m
Angel /
$0.8m
Date Jan-14 Jul-15 May-14 Jun-13 Apr-13 Apr-15 Jan-14 Jan-14 Mar-14 Feb-15 Mar-15 Sep-14 Apr-15 May-14 Oct-14 Dec-14 Mar-14 Jun-14
Users / Customers (#)
120k
(since day 1)
100k 1,000
250k eyes/
customers
20k
rooms
13m users 8m users
Revenue
€14m
(2012)
€ 0.4m
(2014)
$15m
(2014)
€ 32m
(2014)
€5m
(2014)
Team Size (#) 88 70 80 80 226 35 69 36 38 96 31 63 89 58 136 120 70 11
Supply side /
other indicators
650 agents
150 countries
6m
properties
250 partners
800m
user-reach
450
partners
33 UK
universities
10m checks
International Presence P P P P P P P P P P P P P P
User growth 100%
20% (per
month)
300% loan
growth
40% (per
month)
300% 1500%
Rev. growth >100% 220% 180%
Months since last round 28 9 22 36 36 12 26 22 24 14 13 18 11 24 13 9 24 21
Strategic Partners P P P P
Board / team Profile P P P P P P P P P
Size
1000%
1000% in
booking
value
Latest
round
600%
3rdParty
Validation
Prior
round
Traction

31. Recurring themes on growth rounds
The characteristics of EU companies successful in raising growth rounds vary significantly, also due different sectors and
business models
Some themes can be drawn by combining business insight with data-based evidence
 Clear and “investible” equity story
 Strong value proposition
 Proven revenue model
 Sustainable business model and cost structure
 Operational leverage
 Referenceable customers
 Organisational scalability
 Global businesses (not country champions) with geographical expansion plan
 Market sizing: bottom-up and top-down
 Customer segmentation
 Customer-based forecasting
 Competitive analysis
 Unit Economics
─ Customer acquisition costs
─ Sales cycle
 Pricing structure
Attractive business fundamentals
Ability to articulate the value proposition
page | June 2016 | prepared for31
Silverpeak
Overview
European venture
environment
Italian
market
Tips for international
“growth” rounds1. 2. 3. 4.

32. Final negotiationsGo-to-marketPreparation phaseBefore the fundraising
 Raise the company visibility
and profile
- Board that includes high-
profile independent industry
figures
- Attract senior talent, possibly
from non-domestic markets
- PR and industry analysts
coverage
 Financial support from
existing investors (finance the
business to sustain process)
 Establish early relationships
with potential investors in
“non-suspect times”
 Defining and sizing the
target market, linking into
commercial pipeline,
revenues and market share
 Correct positioning of the
business (incl. competitive
landscape)
 Business model based on
unit economics that can be
verified in due diligence
 Preparing and rehearsing the
management presentation
 Involve the first-line reports
to the CEO, as appropriate
 Balance time/resources
between time with investors
versus running the business
 Identify and speak to the “A-
list” investors: relevant
experience, available funds,
fitting criteria
 Phase the approaches: first
B-list, then A-list
 Clear answers backed up by
spreadsheets or documents
 Process that makes the
investors feel “special”
 Use competitive deal
dynamics appropriately
 Staged supply of info
 Meeting or exceeding the
forecasts over the fund
raising period
 Involve the Board to support
the CEO in the negotiations
 Be well informed of current
market terms (financial and
non-financial)
What needs to happen for a successful B-round fund raising
page | June 2016 | prepared for32
Silverpeak
Overview
European venture
environment
Italian
market
Tips for international
“growth” rounds1. 2. 3. 4.

33.  Wrong timing
- Starting the process without sufficient financing
- Starting too late increasing the risk of running out of money
- Starting too early without sufficient demonstration points
- Overplaying the cycle: rushing for fund raising when not ready
 Weak story
- Go-to-market story too high level
- Business plan dependent on new revenue streams that have not been
demonstrated
- Limited or no exposure to strongest competitors or global players
- Lack of exit planning
 Wrong process
- “Polluting” the market ahead of the process
- Selling to investors like selling to clients
- Missing the numbers during the process
- Speak about valuation and pricing too early when there is not enough
interest
- Not enough managers involved; too many employees involved
- Provide too much or too little information
• Fund raising usually takes
longer than expected
• Companies often think
that they already have
good presentation
materials: they rarely do
• Process requires careful
thinking: small things can
make the difference
Typical mistakes on B-rounds
page | June 2016 | prepared for33
Silverpeak
Overview
European venture
environment
Italian
market
Tips for international
“growth” rounds1. 2. 3. 4.

34. • Advisors become an
extension to the company
and the Board
• A “fresh pair eyes”
• Enhance the equity story
and the company
positioning in its
marketplace
• Hiring advisors indicates
that the fund raising is
serious
• Advisors provide
perspective and get
management ready:
− Early in the process, “force”
management to think about
their own business in the
way investors will
Time leverage
 CEO and management focus on the business
 Communicate the feeling of management’s “time preciousness”
Investors selection and pre-qualification
 Knowledge of the investment community and identification of suitable investors
Documentation and analysis
 Marketing materials preparation: cover email, teaser, presentation
 Financial modelling
 Help the company with the analyses that investors will ask for
Marketing and process management
 Investors’ introductions and follow-ups
 Ability to identify the market feedback and address it
 Control of information flow
 Creating competitive tension
Expertise to negotiate and defend valuations
 Valuation analysis
 Experience on precedent valuations and current market trends
Execution
 Management of multiple parties
 Data room management
 Negotiation of closing documents
A
B
C
D
E
F
The role of advisors
page | June 2016 | prepared for34
Silverpeak
Overview
European venture
environment
Italian
market
Tips for international
“growth” rounds1. 2. 3. 4.

35. Silverpeak IB is authorised and regulated by the Financial Conduct Authority
Thank you.
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