SciQuest Acquires Assets of Upside Software, Adds to Source-to-Settle Suite

CED Member SciQuest, Inc., (Nasdaq:SQI) a leading provider of cloud-based source-to-settle solutions, announced yesterday that it has signed a definitive agreement to acquire Upside Software, Inc., a worldwide leader in contract lifecycle management (CLM) solutions in an asset purchase for total consideration of approximately $22 million in cash, net of cash acquired.



Upside's award winning product suite offers a fully automated contract lifecycle management solution, which includes collaborative contract creation and negotiation technology. It also includes performance, compliance and deliverables management as well as on-going event monitoring and management. The entire suite is overlaid with extensive security and business intelligence features.

"We are excited to build on our strategy to provide a comprehensive source-to-settle solution suite with the addition of Upside's industry-leading technology platform," said Stephen Wiehe, president and CEO of SciQuest. "This acquisition deepens our offerings in contract lifecycle management, which is an important aspect of a complete source-to-settle solution. With over one hundred customers that include many marquee companies, Upside is recognized as a CLM leader by industry analysts. For example, Upside cites a Forrester Research report stating that their solution is 'the leading option for large companies with complex requirements.'

"We look forward to welcoming and continuing to support existing Upside customers while we also integrate their CLM solution into our best-in-class source-to-settle software suite. This acquisition will augment our long-term growth strategy by bringing Upside's CLM solution to SciQuest's customers and building on Upside's relationships," continued Wiehe.

Wiehe is a member of the CED Board of Directors.

SciQuest anticipates that the transaction will close within two weeks, subject to customary closing conditions. SciQuest expects that Upside Software will contribute approximately $5 million to non-GAAP revenue for the remainder of 2012 and approximately $15 million to non-GAAP revenue for the full year 2013. The transaction is expected to decrease non-GAAP net income by approximately $0.04 to $0.05 per share in 2012 and to be neutral to slightly accretive to non-GAAP net income in 2013. The financial impact of the acquisition on a GAAP basis cannot be estimated until the allocation of the purchase price is made following the closing of the acquisition.

For more information about SciQuest, Upside and this transaction, please visit http://www.sciquest.com/sciquest-acquires-upside.