Intapp, Inc. INTA $25.00-$28.00 million shares Underwriters: JP Morgan, BofA Securities, Credit Suisse Co-Managers: Piper Sandler, Raymond James, Oppenheimer, Stifel, Truist Securities Proposed trade date of 6/30. They are a leading provider of industry-specific, cloud-based software solutions for the professional and financial services industry globally.
Intapp, Inc. INTA
Click here to view the prospectus.
https://www.sec.gov/Archives/edgar/data/1565687/000119312521194170/d83031ds1a.htm
Company Overview
Intapp is a leading provider of industry-specific, cloud-based software solutions for the professional and financial services industry globally. They empower the world’s premier private capital, investment banking, legal, accounting, and consulting firms with the technology they need to meet rapidly changing client, investor, and regulatory requirements, deliver the right insights to the right professionals, and operate more competitively.
Their Intapp Platform is purpose-built to modernize these firms. The platform facilitates greater team collaboration, digitizes complex workflows to optimize deal and engagement execution, and leverages proprietary AI to help nurture relationships and originate new business. By better connecting their most important assets—people, processes, and data—their platform helps firms increase client fees and investment returns, operate more efficiently, and better manage risk and compliance.
The professional and financial services industry is one of the largest sectors in the global economy. Firms in this industry operate in a highly connected ecosystem, providing valuable expertise, insight, and advice to a broad range of companies across multiple transactions and engagements. The industry is competitive and uniquely structured around highly experienced partners and professionals who leverage knowledge, intellectual capital, and relationships to succeed, as opposed to providing physical goods. Firms must manage an intricate web of complex, non-linear relationships spread across various functions, processes, and personnel while also navigating an ever-changing regulatory environment.
Historically, firms in the professional and financial services industry have either relied on internally built technology solutions and legacy on-premises software or attempted to use horizontal software providers for their industry-specific technology needs. Internally built or legacy solutions tend to be outdated, expensive, and cumbersome to maintain, while horizontal solutions do not align well with how these firms operate and require heavy customization. As a result, they believe these firms are increasingly embracing industry-specific software and AI technology to achieve improved levels of growth, investment, returns, productivity, risk management, and a differentiated experience for their clients, teams, and investors.
Their deep understanding of the professional and financial services industry has enabled them to develop a suite of solutions on the Intapp Platform tailored to address these challenges faced by firms. They offer two solutions:
They believe their solutions provide them with a competitive advantage, driven by their deep domain expertise gained over 20 years of serving professional and financial services firms. They have cultivated difficult-to-replicate, privileged access to these firms to develop thorough expertise in how they work and what they need. Clients value their scalable platform’s differentiated domain expertise, purpose-built capabilities, comprehensive end-to-end offering, data-driven AI insights, and industry brand. Their client base represents many of the world’s premier professional and financial services firms, including 96 of the Am Law 100 law firms, 7 of the Top 8 accounting firms, and over 900 private capital and investment banking firms.
They sell their software on a subscription basis through a direct enterprise sales model. As of March 31, 2021, they had over 1,600 clients. Their business has historically grown through a combination of expanding within their existing client base—including additional users and capabilities—and selling to new clients. They have had success in driving customers to further adoption, and currently have more than 20 clients with contracts greater than $1 million of annual recurring revenues (“ARR”). With their scalable, modular cloud-based platform, they believe they are well positioned to continue their growth.
Recent developments
Repstor acquisition
On June 1, 2021, they acquired all outstanding shares of Repstor Limited (“Repstor”) for initial cash consideration of £16.0 million, subject to certain adjustments, plus additional maximum contingent payments of £20.5 million based upon the achievement of certain performance measures. Repstor is a company based in Belfast, Northern Ireland and engaged in the creation of Microsoft 365-based enterprise content management and team collaboration tools.
IPO Detail
This is the initial public offering of Intapp, Inc. and no public market currently exists for its common stock. Intapp, Inc. is offering 10,500,000 shares of common stock as described in the prospectus. The company expects the initial public offering price of its common stock to be between $25.00 and $28.00 per share. The company has applied to list its common stock on the NASDAQ Global Market under the symbol “INTA.”
Common stock offered by the company | 10,500,000 shares |
Common stock to be outstanding immediately after this offering | 58,777,163 shares (or 60,352,163 shares, if the underwriters exercise their option to purchase additional shares of common stock in full) |
At their request, the underwriters have reserved up to 5% of the shares of common stock offered by this prospectus for sale, at the initial public offering price, to certain persons associated with them.
Prior to the date hereof, certain of their existing investors and their affiliated entities, including one or more entities affiliated with Temasek and Great Hill (each as defined herein) (together, the “cornerstone investors”) have indicated an interest, severally and not jointly, in purchasing up to approximately $50 million and $10 million of their shares in this offering, respectively, for a total aggregate amount of up to $60 million in shares in this offering at the initial public offering price. However, because indications of interest are not binding agreements or commitments to purchase, the cornerstone investors may determine to purchase more, fewer or no shares in this offering or the underwriters may determine to sell more, fewer or no shares to any of the cornerstone investors.
Upon the completion of this offering, Anderson Investments Pte. Ltd. and entities affiliated with Great Hill Partners, L.P. will own approximately 34.3% and 30.3% of their common stock (or approximately 33.4% and 29.5% if the underwriters exercise their option to purchase additional shares of common stock in full). The foregoing percentages do not take into account the shares of their common stock, if any, entities affiliated with each of Temasek and Great Hill may purchase in this offering as cornerstone investors.
Use of Proceeds
They estimate that they will receive net proceeds from this offering of approximately $250.6 million (or approximately $289.5 million if the underwriters exercise their option to purchase additional shares of common stock in full). They intend to use the $250.6 million of net proceeds they receive from this offering, as well as up to $27.4 million of cash on hand, to fully repay outstanding borrowings under the Credit Facility. Any additional net proceeds will be used to repay the outstanding borrowings under the Credit Facility in full and any remaining net proceeds will be used for general corporate purposes, including for acquisitions and other strategic transactions. As of the date of this prospectus, other than the repayment of indebtedness under the Credit Facility, they do not have a specific plan for any additional net proceeds to them from this offering and, accordingly, their management will have broad discretion over the use of the additional net proceeds, if any, from this offering.
As of March 31, 2021, they had $273.0 million under the term loan and $5.0 million under their credit facility outstanding pursuant to a credit agreement with Golub Capital LLC, as agent for the lenders party thereto (the “Credit Facility”). The credit facility and term loans bear a floating rate of interest, which they select at the beginning of a period between (i) a LIBOR loan, for which the interest rate is calculated as the then-current LIBOR rate, with a floor of 1.00%, plus 7.25%, and (ii) an index loan, for which the interest rate is calculated as the then-current Wall Street Journal Prime rate, with a floor of 2.00%, plus 6.25%. As of March 31, 2021, the interest rate under their credit facility was 8.25%. The credit facility is collateralized by substantially all of their assets. The maturity date of the credit facility is August 2023.
Competition
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Market Opportunity
They believe the underlying trends in the professional and financial services industry present a compelling market opportunity for Intapp. The failure of legacy systems and horizontal solutions to adequately address the specialized technology needs of today’s professional and financial services firms creates demand for companies like Intapp that focus on industry-specific, cloud-based software solutions. Their market opportunity encompasses both displacing alternative solutions currently used within these firms and penetrating “white space” areas within these firms—areas where no software solution is currently being used but where Intapp can otherwise address the business need with one of their existing or near-term solutions.
They believe private capital, investment banking, legal, accounting, and consulting collectively represent a massive industry with $3 trillion in total global revenues, based on research they have conducted. They believe this industry has a significant need to utilize software to help drive business success, with total addressable market for business software at approximately $23.9 billion. They calculate their total addressable market by multiplying the number of firms in the professional and financial services industry by the potential annual contract value of the software solutions used in the business management of such firms, based upon their historical data and experience. They estimate the total number of firms across the private capital, investment banking, legal, accounting, and consulting sectors on a global basis to be approximately 60,000 firms. This figure excludes firms in the professional services industry with fewer than 50 employees, as they are outside of their current target market focus.
Within this, they believe the serviceable addressable market (“SAM”) opportunity, based on Intapp’s current solutions, to be approximately $9.6 billion, of which over $6.5 billion would be attributable to large firms with over 500 employees. This SAM estimate was calculated by multiplying the average number of professionals per firm by the annual price per professional that they expect to charge to utilize the Intapp Platform on a fully adopted basis, for their existing products only, based upon market interviews and their historical data and experience. They believe their SAM opportunity will increase over time as they expect to continue to develop new solutions and selectively pursue potential acquisitions to address other capabilities demanded by professional and financial services firms to drive their business success.
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| Year ended |
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| Nine months ended |
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|
| 2019 (As adjusted)* |
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| 2020 (As adjusted)* |
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| 2020 |
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| 2021 |
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| (in thousands, except share and per share data) |
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Consolidated statements of operations: |
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Revenues |
|
|
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SaaS and support |
| $ | 73,997 |
|
| $ | 114,125 |
|
| $ | 82,880 |
|
| $ | 104,644 |
|
Subscription license |
|
| 48,939 |
|
|
| 48,427 |
|
|
| 37,256 |
|
|
| 31,530 |
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|
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Total recurring revenues |
|
| 122,936 |
|
|
| 162,552 |
|
|
| 120,136 |
|
|
| 136,174 |
|
Professional services |
|
| 20,287 |
|
|
| 24,300 |
|
|
| 19,168 |
|
|
| 17,202 |
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|
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|
|
|
|
|
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Total revenues |
|
| 143,223 |
|
|
| 186,852 |
|
|
| 139,304 |
|
|
| 153,376 |
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|
|
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|
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Cost of revenues |
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SaaS and support |
|
| 23,170 |
|
|
| 37,677 |
|
|
| 27,924 |
|
|
| 29,981 |
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Total cost of recurring revenues |
|
| 23,170 |
|
|
| 37,677 |
|
|
| 27,924 |
|
|
| 29,981 |
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Professional services |
|
| 21,723 |
|
|
| 32,847 |
|
|
| 25,442 |
|
|
| 24,050 |
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Restructuring |
|
| — |
|
|
| 765 |
|
|
| — |
|
|
| — |
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Total cost of revenues(1) |
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| 44,893 |
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| 71,289 |
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| 53,366 |
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|
| 54,031 |
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Gross profit |
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| 98,330 |
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| 115,563 |
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| 85,938 |
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| 99,345 |
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Operating expenses: |
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Research and development(1) |
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| 28,826 |
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|
| 42,090 |
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| 32,643 |
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|
| 37,136 |
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Sales and marketing(1) |
|
| 44,889 |
|
|
| 58,898 |
|
|
| 45,923 |
|
|
| 47,217 |
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General and administrative(1) |
|
| 28,718 |
|
|
| 28,491 |
|
|
| 23,041 |
|
|
| 28,310 |
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Restructuring |
|
| — |
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|
| 2,894 |
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|
| — |
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| — |
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Total operating expenses |
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| 102,433 |
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| 132,373 |
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| 101,607 |
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| 112,663 |
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Operating loss |
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| (4,103 | ) |
|
| (16,810 | ) |
|
| (15,669 | ) |
|
| (13,318 | ) |
Interest expense |
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| (19,944 | ) |
|
| (27,856 | ) |
|
| (20,850 | ) |
|
| (18,524 | ) |
Other income (expense), net |
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| (898 | ) |
|
| (896 | ) |
|
| (827 | ) |
|
| 1,317 |
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Net loss before income taxes |
| $ | (24,945 | ) |
| $ | (45,562 | ) |
| $ | (37,346 | ) |
| $ | (30,525 | ) |
Income tax benefit (expense) |
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| 7,806 |
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|
| (353 | ) |
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| (287 | ) |
|
| (329 | ) |
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Net loss |
| $ | (17,139 | ) |
| $ | (45,915 | ) |
| $ | (37,633 | ) |
| $ | (30,854 | ) |
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Less: cumulative dividends allocated to preferred shareholders |
|
| (12,044 | ) |
|
| (14,048 | ) |
|
| (10,353 | ) |
|
| (11,581 |
(1) |
| Includes stock-based compensation as follows: |
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| Year ended |
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| Nine months |
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|
| 2019 |
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| 2020 |
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| 2020 |
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| 2021 |
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| (in thousands) |
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Cost of revenues: |
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Cost of SaaS and support |
| $ | 76 |
|
| $ | 203 |
|
| $ | 212 |
|
| $ | 188 |
|
Cost of professional services |
|
| 117 |
|
|
| 439 |
|
|
| 358 |
|
|
| 639 |
|
Research and development |
|
| 560 |
|
|
| 1,145 |
|
|
| 873 |
|
|
| 3,019 |
|
Sales and marketing |
|
| 592 |
|
|
| 1,037 |
|
|
| 812 |
|
|
| 3,828 |
|
General and administrative |
|
| 1,576 |
|
|
| 1,315 |
|
|
| 843 |
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|
| 5,055 |
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Total stock-based compensation |
| $ | 2,921 |
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| $ | 4,139 |
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| $ | 3,098 |
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| $ | 12,729 |
Consolidated balance sheet data:
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| As of June 30 |
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| As of |
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|
| 2019 |
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| 2020 |
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| 2021 |
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| (in thousands) |
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Cash and cash equivalents |
| $ | 21,501 |
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| $ | 42,052 |
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| $ | 71,332 |
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Restricted cash |
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| 1,117 |
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|
| 1,107 |
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|
| 1,715 |
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Total assets |
|
| 366,236 |
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|
| 377,012 |
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|
| 412,547 |
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Debt, net |
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| 268,320 |
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| 279,458 |
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|
| 275,310 |
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Total liabilities |
|
| 365,191 |
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|
| 403,528 |
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|
| 419,376 |
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Convertible preferred stock |
|
| 127,692 |
|
|
| 144,148 |
|
|
| 144,148 |
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Total stockholders’ deficit |
|
| (126,647 | ) |
|
| (170,664 | ) |
|
| (150,977 |
Target Markets
Capitalize on a generational shift to the cloud. Mission-critical applications are increasingly being delivered more reliably, securely and cost-effectively via the cloud, which can more readily enable real-time collaboration and provide access to valuable data from anywhere, anytime, on any device. As more professionals embrace cloud technologies, they drive the accelerated adoption of additional cloud capabilities across their firms. They believe they are now in the early stages of a strong adoption cycle of cloud-based solutions by professional and financial services firms, driven in part by the needs of the next generation of professionals for purpose-built technology and software solutions.
Expand within their existing client base. They have a deep, longstanding, and trust-based relationship with their clients. Their land-and-expand model generates multi-year growth within their client base, with client lifetimes often spanning more than a decade. Clients typically adopt their modular solution to address a specific use case, and then expand their use by adopting more modules, adding more users, and deploying to other parts of their organization over time. They estimate that if their largest 100 clients expanded their use of Intapp Platform to serve all of their users in all parts of their organizations—representing full adoption and usage of the current Intapp Platform capabilities—those 100 clients could represent an additional Intapp sales opportunities in excess of $1 billion of ARR.
Grow their client base. They believe they are addressing a large, underserved market of approximately 60,000 firms with high demand for the capabilities they offer, and that they have a significant opportunity to continue to grow their client base. They have added approximately 200 net new clients for each of fiscal year 2019 and 2020, excluding acquired clients. They will continue to invest in their sales and marketing force to target new client opportunities and grow their client base
Add new solutions to their platform. They plan to continue investing in their research and development team to enhance the functionality and breadth of their current solutions, as well as to develop and launch new solutions to address the evolving needs of their clients. In particular, they are continuing to invest resources in extending their AI and data science capabilities to better connect people, processes, and data.
Broaden their geographical reach. In fiscal year 2020, they derived 28% of their revenue from international markets outside the United States. They believe there is a significant need for their solutions on a global basis and, accordingly, opportunity for them to grow their business through further international expansion. They will continue to broaden their global footprint and intend to establish a presence in additional international markets.
Selectively pursue strategic transactions. They have acquired and successfully integrated several complementary businesses that allowed them to enhance their platform, add new technology capabilities, and address new client segments. For example, they acquired DealCloud in 2018 to better target private capital and investment banking clients with cloud-based deal management, pipeline management, and CRM functionalities. They will continue to evaluate acquisition opportunities that will help them extend their market leadership and client reach.
Company's Unique Strengths
Increase revenues and investment returns. Their clients leverage Intapp’s solutions to increase their revenues and investment returns by improving their origination and business development effectiveness, optimizing market coverage, and helping nurture key relationships to ensure time is spent with the right people and that those relationships convert into business. Their solutions provide firms with a single source of truth and 360 degrees views of key clients, related investments, potential new clients and investments, and prospective deals, giving partners, professionals, and dealmakers a competitive advantage in the market.
Operate more efficiently and profitably. Their solutions help clients increase efficiency and profitability by streamlining and automating the many functions required to originate deals and deliver work. Using Intapp’s workflow, analytics, and AI capabilities, firms can connect and operationalize their formerly disjointed engagement and deal lifecycle, eliminating manual processes, reducing duplicative data entry, and scaling to support growing businesses with less overhead. This focus includes critical processes such as investor relations, business development, conflicts clearance and business acceptance, engagement planning and resourcing, and billing and collections. Their cloud-based delivery model also reduces firms’ operating costs by eliminating their need to own, upgrade, and support the solutions or associated hardware infrastructure.
Manage risk and compliance more effectively. Their solutions help firms reduce regulatory, financial, and reputational risk through workflow and automation, AI, predictive analytics, and rules-based risk scoring. Using Intapp, risk and compliance teams can work seamlessly together with front office professionals, all within the Intapp Platform, to quickly assess new business opportunities, clear and manage conflicts and independence issues, easily establish ethical walls, prepare for regulatory or client audits, and dynamically respond to rapidly changing regulatory landscapes and the firm’s overall risk posture.
Leverage collective knowledge for competitive advantage. Their solutions provide a competitive advantage to firms by helping leverage their immense, but often under-utilized, collective knowledge. With integrated and connected information about investors, economic sectors, deals, clients, engagements, and relationships, combined with relevant third-party data, firm professionals are armed to make better, faster decisions, with better market insights and the knowledge with which to develop stronger relationships and increased business from clients, potential new clients, investors, and potential new investors.
Deep domain expertise. Over the last 20 years serving the professional and financial services markets, they believe they have developed a unique perspective into the processes and systems needed to drive these firms’ operations and business success. They have a substantial number of employees with previous career experience in the industry they serve, and they have cultivated difficult-to-replicate, privileged access to the key decision makers at these firms, including CEOs, CIOs, and CFOs. They conduct regular meetings with industry advisory boards who, along with serving as strong references for their platform, provide valuable insights into the challenges facing their firms and the issues they need technology to address the most. As a result, they believe they have an inherent competitive advantage in identifying, prioritizing, and innovating their software platform to support the industry’s evolving technology needs.
Purpose-built for professional and financial services. Their platform has been designed for the unique organizational structure and day-to-day processes of professional and financial services firms. Their industry-relevant templates provide a familiar interface, nomenclature, and data model. The software is easily configured to match the needs of these professionals. This makes their software intuitive for the professionals that use it and easy to integrate alongside the rest of the firm’s IT and business process infrastructure, and delivers rapid time-to-value, in contrast with horizontal software solutions retrofitted for these firms.
Comprehensive cloud-based platform. They offer an end-to-end platform serving the entirety of the complex workflows of their clients, enabling firms to manage all of their important data and perform critical processes on one highly scalable and secure cloud platform. Their platform contains all of the functionality users expect of modern cloud software, such as a scalable architecture, cloud security, elegant and easy-to-use interfaces, common APIs, robust mobile accessibility, and data integration. They believe this capability is differentiated from many other software providers that either lack such modern functionality designed specifically for their target industry or can only deliver a point solution within the relationship (deal and engagement) lifecycle.
Data-driven AI insights and capabilities. More than 100 industry-specific connectors integrate with the Intapp Platform. Their technology captures and combines a firm’s internal proprietary data with third-party data systems to deliver a connected, single source of truth to the firm’s professionals. This data is augmented by contextual insights, utilizing their proprietary AI to provide intelligence to inform professionals’ decision-making processes throughout the entire relationship lifecycle.
Company's Unique Risks
They have a history of losses and may not achieve or maintain profitability in the future. They have incurred net losses of $17.1 million and $45.9 million in fiscal years 2019 and 2020, respectively, and $37.6 million and $30.9 million during the nine months ended March 31, 2020 and 2021, respectively.
All of their revenues are generated by sales to clients in their targeted verticals, and factors, including U.S. and global market and economic conditions, that adversely affect the applicable industry could also adversely affect them. Currently, all of their sales are to clients in the professional and financial services industry. Demand for their solutions could be affected by factors that are unique to and adversely affect their targeted verticals. In particular, their clients in the professional and financial services industry are highly regulated, subject to intense competition and impacted by changes in general economic and market conditions.
If their solutions or third-party cloud providers experience data security breaches, and there is unauthorized access to their clients’ data, they may lose current or future clients, their reputation and business may be harmed, and they may be subject to a risk of loss or liability.
If they are unable to develop, introduce and market new and enhanced versions of their solutions, they may be put at a competitive disadvantage and their operating results could be adversely affected.
If they are unable to develop or sell their solutions into new markets or to further penetrate existing markets, their revenues will not grow as expected and their operating results could be adversely affected.
Their solutions address functions within the heavily regulated professional and financial services industry, and their clients’ failure to comply with applicable laws and regulations could subject them to litigation.
They and their clients rely on technology and intellectual property of third parties, and any errors or defects in, or any unavailability of, such technology and intellectual property could limit the functionality of their solutions and disrupt their business. They use technology and intellectual property licensed from unaffiliated third parties in certain of their solutions, and they may license additional third-party technology and intellectual property in the future.
Any disruption of their Internet connections, including to any third-party cloud providers that host any of their websites or web-based services, could affect the success of their SaaS solutions.
If the ownership of their common stock continues to be highly concentrated, it may prevent you and other minority stockholders from influencing significant corporate decisions and may result in conflicts of interest. Immediately following the completion of this offering, Anderson will own approximately 34.3% of their common stock (or approximately 33.4% if the underwriters exercise their option to purchase additional shares of common stock in full) and Great Hill will own approximately 30.3% of their common stock (or approximately 29.5% if the underwriters exercise their option to purchase additional shares of common stock in full). The foregoing percentages do not take into account the shares of their common stock, if any, entities affiliated with each of Temasek and Great Hill may purchase in this offering as cornerstone investors. As a result, Anderson and Great Hill will exercise significant influence over all matters requiring a stockholder vote.
Participation in this offering by the cornerstone investors could reduce the public float for their shares of common stock. The cornerstone investors have indicated an interest, severally and not jointly, in purchasing up to an aggregate of approximately $60 million in shares in this offering at the initial public offering price. However, because indications of interest are not binding agreements or commitments to purchase, the cornerstone investors may determine to purchase more, fewer or no shares in this offering or the underwriters may determine to sell more, fewer or no shares to any of the cornerstone investors. The underwriters will receive the same discount on any of their shares purchased by the cornerstone investors as they will on any other shares sold to the public in this offering. If the cornerstone investors are allocated all or a portion of the shares in which they have indicated an interest in this offering or more, and purchase any such shares, such purchase could reduce the available public float for their shares if the cornerstone investors hold these shares long term.
Bottom Line
Their total revenues for fiscal year 2020 were $186.9 million, an increase of 30% over the total revenues for fiscal year 2019 of $143.2 million. Their total revenues for the nine months ended March 31, 2021 were $153.4 million, an increase of 10% over the total revenues for the nine months ended March 31, 2020 of $139.3 million. Net losses attributable to them for fiscal years 2019 and 2020 were $17.1 million and $45.9 million, respectively. Net losses attributable to them for the nine months ended March 31, 2020 and 2021 were $37.6 million and $30.9 million, respectively. Their ARR were $143.4 million and $172.6 million as of June 30, 2019 and 2020, respectively, an increase of 20%. Their ARR were $164.1 million and $201.0 million as of March 31, 2020 and 2021, respectively, an increase of 22%. Recently, the majority of their ARR growth has been driven by the sale of SaaS subscriptions. Their Cloud ARR were $47.3 million and $74.1 million as of June 30, 2019 and 2020, respectively, an increase of 57%. Their Cloud ARR were $65.2 million and $99.2 million as of March 31, 2020 and 2021, respectively, an increase of 52%.
Intapp is a leading provider of industry-specific, cloud-based software solutions for the professional and financial services industry globally. They empower the world’s premier private capital, investment banking, legal, accounting, and consulting firms with the technology they need to meet rapidly changing client, investor, and regulatory requirements, deliver the right insights to the right professionals, and operate more competitively. The professional and financial services industry is one of the largest sectors in the global economy. Firms in this industry operate in a highly connected ecosystem, providing valuable expertise, insight, and advice to a broad range of companies across multiple transactions and engagements. Historically, firms in the professional and financial services industry have either relied on internally built technology solutions and legacy on-premises software or attempted to use horizontal software providers for their industry-specific technology needs. Internally built or legacy solutions tend to be outdated, expensive, and cumbersome to maintain, while horizontal solutions do not align well with how these firms operate and require heavy customization. DealCloud is their deal and relationship management solution for financial services firms. The solution manages firms’ market relationships, prospective clients and investments, current engagements and deal processes, and operations and compliance activities, allowing investors and advisors to react faster, make better decisions, and execute the best deals. OnePlace is their solution to manage all aspects of a professional services firm’s client and engagement lifecycle. The solution improves client strategy and targeting, business development and origination, and work delivery, increasing financial performance and regulatory compliance. They have cultivated difficult-to-replicate, privileged access to these firms to develop thorough expertise in how they work and what they need. Their client base represents many of the world’s premier professional and financial services firms, including 96 of the Am Law 100 law firms, 7 of the Top 8 accounting firms, and over 900 private capital and investment banking firms. On June 1, 2021, they acquired all outstanding shares of Repstor Limited (“Repstor”) for initial cash consideration of £16.0 million, subject to certain adjustments, plus additional maximum contingent payments of £20.5 million based upon the achievement of certain performance measures. Repstor is a company based in Belfast, Northern Ireland and engaged in the creation of Microsoft 365-based enterprise content management and team collaboration tools.
The failure of legacy systems and horizontal solutions to adequately address the specialized technology needs of today’s professional and financial services firms creates demand for companies like Intapp that focus on industry-specific, cloud-based software solutions. They believe private capital, investment banking, legal, accounting, and consulting collectively represent a massive industry with $3 trillion in total global revenues, based on research they have conducted. They believe this industry has a significant need to utilize software to help drive business success, with total addressable market for business software at approximately $23.9 billion. They estimate the total number of firms across the private capital, investment banking, legal, accounting, and consulting sectors on a global basis to be approximately 60,000 firms. This figure excludes firms in the professional services industry with fewer than 50 employees, as they are outside of their current target market focus. Within this, they believe the serviceable addressable market (“SAM”) opportunity, based on Intapp’s current solutions, to be approximately $9.6 billion, of which over $6.5 billion would be attributable to large firms with over 500 employees.
They believe they are now in the early stages of a strong adoption cycle of cloud-based solutions by professional and financial services firms, driven in part by the needs of the next generation of professionals for purpose-built technology and software solutions. They estimate that if their largest 100 clients expanded their use of Intapp Platform to serve all of their users in all parts of their organizations—representing full adoption and usage of the current Intapp Platform capabilities—those 100 clients could represent an additional Intapp sales opportunities in excess of $1 billion of ARR. They believe they are addressing a large, underserved market of approximately 60,000 firms with high demand for the capabilities they offer, and that they have a significant opportunity to continue to grow their client base. They plan to continue investing in their research and development team to enhance the functionality and breadth of their current solutions, as well as to develop and launch new solutions to address the evolving needs of their clients. In particular, they are continuing to invest resources in extending their AI and data science capabilities to better connect people, processes, and data. In fiscal year 2020, they derived 28% of their revenue from international markets outside the United States. They believe there is a significant need for their solutions on a global basis and, accordingly, opportunity for them to grow their business through further international expansion. They will continue to evaluate acquisition opportunities that will help them extend their market leadership and client reach.
Their solutions provide firms with a single source of truth and 360 degrees views of key clients, related investments, potential new clients and investments, and prospective deals, giving partners, professionals, and dealmakers a competitive advantage in the market. Their solutions help clients increase efficiency and profitability by streamlining and automating the many functions required to originate deals and deliver work. Using Intapp, risk and compliance teams can work seamlessly together with front office professionals, all within the Intapp Platform, to quickly assess new business opportunities, clear and manage conflicts and independence issues, easily establish ethical walls, prepare for regulatory or client audits, and dynamically respond to rapidly changing regulatory landscapes and the firm’s overall risk posture. Their solutions provide a competitive advantage to firms by helping leverage their immense, but often under-utilized, collective knowledge. They believe they have an inherent competitive advantage in identifying, prioritizing, and innovating their software platform to support the industry’s evolving technology needs. Their platform has been designed for the unique organizational structure and day-to-day processes of professional and financial services firms. They offer an end-to-end platform serving the entirety of the complex workflows of their clients, enabling firms to manage all of their important data and perform critical processes on one highly scalable and secure cloud platform. More than 100 industry-specific connectors integrate with the Intapp Platform. Their technology captures and combines a firm’s internal proprietary data with third-party data systems to deliver a connected, single source of truth to the firm’s professionals.
They have incurred net losses of $17.1 million and $45.9 million in fiscal years 2019 and 2020, respectively, and $37.6 million and $30.9 million during the nine months ended March 31, 2020 and 2021, respectively. Currently, all of their sales are to clients in the professional and financial services industry. Demand for their solutions could be affected by factors that are unique to and adversely affect their targeted verticals. In particular, their clients in the professional and financial services industry are highly regulated, subject to intense competition and impacted by changes in general economic and market conditions. If their solutions or third-party cloud providers experience data security breaches, and there is unauthorized access to their clients’ data, they may lose current or future clients, their reputation and business may be harmed, and they may be subject to a risk of loss or liability. If they are unable to develop, introduce and market new and enhanced versions of their solutions, they may be put at a competitive disadvantage and their operating results could be adversely affected. If they are unable to develop or sell their solutions into new markets or to further penetrate existing markets, their revenues will not grow as expected and their operating results could be adversely affected. Their solutions address functions within the heavily regulated professional and financial services industry, and their clients’ failure to comply with applicable laws and regulations could subject them to litigation. They use technology and intellectual property licensed from unaffiliated third parties in certain of their solutions, and they may license additional third-party technology and intellectual property in the future. Any disruption of their Internet connections, including to any third-party cloud providers that host any of their websites or web-based services, could affect the success of their SaaS solutions. Immediately following the completion of this offering, Anderson will own approximately 34.3% of their common stock (or approximately 33.4% if the underwriters exercise their option to purchase additional shares of common stock in full) and Great Hill will own approximately 30.3% of their common stock (or approximately 29.5% if the underwriters exercise their option to purchase additional shares of common stock in full). The foregoing percentages do not take into account the shares of their common stock, if any, entities affiliated with each of Temasek and Great Hill may purchase in this offering as cornerstone investors. As a result, Anderson and Great Hill will exercise significant influence over all matters requiring a stockholder vote. The cornerstone investors have indicated an interest, severally and not jointly, in purchasing up to an aggregate of approximately $60 million in shares in this offering at the initial public offering price. If the cornerstone investors are allocated all or a portion of the shares in which they have indicated an interest in this offering or more, and purchase any such shares, such purchase could reduce the available public float for their shares if the cornerstone investors hold these shares long term.