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I'm in -- a lot of information to review. Didn't realize how comprehensive the site is. Thanks, now to profit.
No long term.. month to month..quit anytime..
might have to do a little digging for that 19 offer but it is there,,
http://pro.cmlviz.com/register/cml-pro-19-per-month-membership-promotion/?source=twtr
Thanks for the heads up. I think I'll give it a try unless I find it requires a long term commitment.
FYI
Ophir is running a special, 19 mth. worth it to take a look.. The guys research is deep imo. Has some great self use tools as well.
.
Banking profits...Sounds like a good move..
Ended up selling at $14.15 to keep profits:
FWIW:
SunTrust unsure of potential for higher TubeMogul bid After a regulatory filing detailed other interested bidders for TubeMogul (TUBE), SunTrust analyst Matthew Thornton says he does not know whether a higher bid will surface. The stock is trading above the $14 price offered by Adobe (ADBE) on the potential that Party A and/or Party C, as they are referred to in today's filing, could return with a higher bid, Thornton tells investors in a research note. Party A seemed to indicate $14 was too high while Party C couldn't make a proposal under the prior time constraint, the analyst adds. He has a Hold rating on TubeMogul with a $14 price target.
Read more at:
http://thefly.com/landingPageNews.php?id=2466090
TUBE
TubeMogul rises after disclosing interest from parties other than Adobe Shares of TubeMogul (TUBE) are up 1.6% to $14.23 in afternoon trading after the company gave details about its negotiations with Adobe (ADBE) in a filing earlier, including the revelation that other potential buyers also expressed interest in the company. In the filing, TubeMogul stated in part: "On the morning of November 4, a representative of Morgan Stanley and a senior member of Adobe's corporate development team discussed the current status over the phone. The representative of Morgan Stanley informed Adobe that the TubeMogul Board was planning to pursue an offer from another strategic bidder unless Adobe made an offer that day. The agreement with the other bidder was in a form they were potentially willing to sign and subsequently announce as early as the following Monday, November 7, according to the Morgan Stanley representative. However, the representative of Morgan Stanley conveyed that the TubeMogul Board would be prepared to enter into exclusive negotiations with Adobe if Adobe made a written offer for $14.00 per share in cash and committed to negotiate and sign a definitive agreement by Wednesday, November 9...On November 7, the parties met at Weil's offices in Redwood Shores, California, where they conducted due diligence throughout the day. Representatives of PwC joined those meetings on behalf of Adobe to participate in financial and tax due diligence. As those meetings were in progress, as required by the exclusivity agreement, a representative of Morgan Stanley informed the Adobe team that two other potential bidders were continuing to reach out regarding TubeMogul and confirmed that Morgan Stanley and TubeMogul did not respond to those communications."
Read more at:
http://thefly.com/landingPageNews.php?id=2466065
____________________________________________
TUBE
DealPointData - M&A @DPD_Mergers Posted: 11/18/2016, 11:25:22 AM
Adobe Systems $ADBE has launched their $14.00 per sh in cash tender offer for TubeMogul $TUBE, which is scheduled to expire on December 16
Read more: http://www.nasdaq.com/symbol/tube/stream#ixzz4QNWyfw8F
TUBE
Yes I subscribe.. A couple of months ago he was offering $10 a month subscriptions so I took it.. I guess as long as I don't let it go I'm in for that price for ever... maybe..
I find he has some very informative research..
I'm also in NXPI from him, I have some 110 strike calls way out at Jan 2019 I picked up at a good price.
Another spec play but the story is quiet interesting.. Qualcomm is in process of acquiring them but it hasn't gone through yet..
Stock already made a good move at the end of Sept.
Fantastic news for you. Congrats.
You know I didn't know that Ophir had closed his position, but don't subscribe to his service. However, follow his tweets throughout the day < https://twitter.com/OphirGottlieb >. He is good. Adam Singer credits Ophir as having alerted him to TUBE. You subscribe?
I'm still in TUBE and see that it is creeping back to $14.00. Good luck.
TUBE
My source for the info http://pro.cmlviz.com/cml-pro-tradecard/?
closed their position on the day of the move...
lol.. I'm a goof ball... I thought my calls had expired, I check this morning and I'm laughing because they are still there,
looks like I have Dec.16 $10 calls open @ +360% lol
I'll take that ...
thanks for the link btw..
Still holding with the thought there may be another, higher offer, but beginning to doubt. Hope it is safe. Some think Adobe got it too cheap.
Picked up the company name from https://twitter.com/AdamSinger who works for Google in the marketing analytics area and felt good about his bullish view because he could see the potential of its technology's marketing value.
TUBE
Well I thought this was a good stock for speculation...
I let myself get distracted by the election.
My original calls expired OTM and I did not look at it ..
lol.. my loss..darn it..
Hope you did well...
A couple of others have launched the typical "investigations":
TUBE News: TUBEMOGUL, INC. SHAREHOLDER ALERT: Rigrodsky & Long, P.A. Announces Investigation Of Buyout 11:51 AM
TUBE News: TubeMogul (TUBE) Alert: Johnson & Weaver, LLP Launches an Investigation into the Fairness of Price and Process in Proposed Sa...
TUBE
TubeMogul (TUBE) Alert: Tripp Levy PLLC Launches an Investigation into the Fairness of Price and Process in Proposed Sa...
New York, Nov. 10, 2016 /PRNewswire/ -- Tripp Levy PLLC has launched an investigation into whether the board members of TubeMogul, Inc. (NASDAQ: TUBE) breached their fiduciary duties in connection with the proposed sale of the Company to Adobe Systems Incorporated.
On November 10, 2016, TubeMogul announced it had signed a definitive merger agreement with Adobe. Under the terms of the agreement, Adobe will acquire all of the outstanding shares of TubeMogul common stock for $14.00 per share in cash.
The investigation concerns whether the TubeMogul board failed to satisfy their duties to the Company shareholders, including whether the board adequately pursued alternatives to the acquisition and whether the board obtained the best price possible for TubeMogul shares of common stock.
If you are a shareholder of TubeMogul and believe the proposed buyout price is too low and you're interested in learning more about the investigation or your legal rights and remedies, please contact us at 800.511.7037 or email at contact@tripplevy.com
TUBEMOGUL: Tender And Support Agreement
The following excerpt is from the company's SEC filing.
TENDER AND SUPPORT AGREEMENT, dated as of November 10, 2016 (this ?
Agreement
?), among Adobe Systems Incorporated, a Delaware corporation (?
Parent
?), Tiger Acquisition Corporation, a Delaware corporation (?
Merger Subsidiary
?), and the Person listed as ?Stockholder? on the signature page hereto (?
WHEREAS, as a condition and inducement to Parent?s and Merger Subsidiary?s willingness to enter into an Agreement and Plan of Merger, dated as of the date hereof (the ?
Merger Agreement
?), with TubeMogul, Inc., a Delaware corporation (the ?
Compan y
?), Parent has requested Stockholder, and Stockholder has agreed, to enter into this Agreement with respect to all shares of common stock, par value $0.001 per share, of the Company that Stockholder Beneficially Owns (as defined in Section 5.10 below) at any time during the Support Period (as defined in Section 5.10 below).
NOW, THEREFORE, the parties hereto agree as follows:
ARTICLE 1
Section 1.01
. Tender of Shares
. Subject to the terms of this Agreement, unless the Merger Agreement has been validly terminated in accordance with its terms, Stockholder agrees: (i) to promptly (and, in any event, not later than ten (10) Business Days after commencement of the Offer) validly tender or cause to be validly tendered into the Offer, pursuant to and in accordance with the terms of the Offer and Rule 14d-2 under the Exchange Act, all of the outstanding shares of Company Common Stock Beneficially Owned by Stockholder that Stockholder is permitted to tender under applicable Law pursuant to and in accordance with the terms of the Offer (free and clear of any Liens or restrictions except for any applicable restrictions on transfer under the Securities Act and the rules and regulations promulgated thereunder or as created by this Agreement that would not in any event prevent Stockholder from tendering Stockholder?s shares of Company Common Stock in accordance with this Agreement or otherwise complying with Stockholder?s obligations under this Agreement); and (ii) if Stockholder acquires Beneficial Ownership of any additional outstanding shares of Company Common Stock during the Support Period, to promptly (and, in any event, not later than two (2) Business Days after Stockholder acquires Beneficial Ownership of such additional outstanding shares of Company Common Stock) validly tender or cause to be validly tendered into the Offer, pursuant to and in accordance with the terms of the Offer, all of such additional shares of Company Common Stock (free and clear of any Liens or restrictions except for any applicable restrictions on transfer under the Securities Act and the rules and regulations promulgated thereunder or as created by this Agreement that would not in any event prevent Stockholder from tendering Stockholder?s shares of Company Common Stock in accordance with this Agreement or otherwise complying with Stockholder?s obligations under this Agreement). Notwithstanding anything in this Agreement to the contrary, nothing herein shall require Stockholder to exercise any Company Stock Option or other equity award or require Stockholder to purchase any shares of Company Common Stock, and nothing herein shall prohibit Stockholder from exercising any Company Stock Option held by such Stockholder as of the date of this Agreement.
Section 1.02
. No Withdrawal
. Stockholder agrees not to withdraw, and not to cause or permit to be withdrawn, any shares of Company Common Stock from the Offer unless and until (A) the Offer expires without Merger Subsidiary having accepted for payment shares of Company Common Stock tendered in the Offer or (B) termination of this Agreement in accordance with Section 5.03 hereof.
Section 1.03
. Conditional Obligation
. Stockholder acknowledges and agrees that Merger Subsidiary?s obligation to accept for payment shares of Company Common Stock tendered into the Offer, including any shares of Company Common Stock tendered by Stockholder, is subject to the terms and conditions of the Merger Agreement and the Offer
Section 1.04.
Return of Subject Securities
If (a) the Offer is terminated or withdrawn by Merger Sub or (b) the Merger Agreement is terminated prior to the purchase of the Company Common Stock tendered by the Stockholder in the Offer, Parent and Merger Sub shall promptly return, and shall cause any depository acting on behalf of Parent and Merger Sub to return, all Company Common Stock tendered by Stockholder in the Offer to Stockholder.
ARTICLE 2
Section 2.01
. Voting Agreement
. Stockholder hereby agrees that, during the Support Period, Stockholder will not vote any outstanding shares of Company Common Stock Beneficially Owned by Stockholder in favor of, or consent to, and will vote against and not consent to, the approval of any (i) Takeover Proposal, (ii) reorganization, recapitalization, dissolution, liquidation or winding-up of the Company or any other extraordinary transaction involving the Company other than the Merger, (iii) corporate action the consummation of which would frustrate the purposes, or prevent or delay the consummation, of any of the transactions contemplated by the Merger Agreement or (iv) other matter relating to, or in connection with, any of the foregoing matters. Stockholder shall ensure that, during the Support Period, any other Person having voting power with respect to any outstanding shares of Company Common Stock Beneficially Owned by Stockholder will not vote any such shares in favor of or consent to, and will vote against, the approval of the matters described in clauses (i) through (iv) of the preceding sentence.
Section 2.02
. Irrevocable Proxy
. Stockholder hereby revokes any and all previous proxies granted with respect to the outstanding shares of Company Common Stock Beneficially Owned by Stockholder. By entering into this Agreement, Stockholder hereby grants a proxy appointing Parent as Stockholder?s attorney-in-fact and proxy, with full power of substitution, for and in Stockholder?s name, to vote, express consent or dissent, or otherwise to utilize such voting power in the manner contemplated by Section 2.01 above as Parent or its proxy or substitute shall, in Parent?s sole discretion, deem proper with respect to the outstanding shares of Company Common Stock Beneficially Owned by Stockholder. The proxy granted by Stockholder pursuant to this Article 2 is irrevocable and is granted in consideration of Parent and Merger Subsidiary entering into this Agreement and the Merger Agreement and incurring certain related fees and expenses. The proxy granted by Stockholder shall not be exercised to vote, consent or act on any matter
except as contemplated by Section 2.01 above. The proxy granted by Stockholder shall be revoked after the Support Period upon termination of this Agreement in accordance with its terms.
ARTICLE 3
EPRESENTATIONS
ARRANTIES
TOCKHOLDER
Stockholder represents and warrants to Parent that:
Section 3.01.
Authorization
. The execution, delivery and performance by Stockholder of this Agreement and the consummation by Stockholder of the transactions contemplated hereby are within the powers (corporate and otherwise) of Stockholder and, if applicable, have been duly authorized by all necessary corporate, company, partnership or other action. This Agreement constitutes a valid and binding agreement of Stockholder, enforceable against Stockholder in accordance with its terms, subject to the effect of any applicable bankruptcy, insolvency, moratorium or similar law affecting creditors? rights generally and to rules of law governing specific performance, injunctive relief and other equitable remedies. If Stockholder is married and (i) the shares of Company Common Stock or Company Stock Awards set forth on
Exhibit A
hereto opposite such Stockholder?s name constitute community property under applicable Law or (ii) any shares of Company Common Stock or Company Stock Awards of which Stockholder acquires Beneficially Ownership during the Support Period could constitute community property under applicable Law, then this Agreement has been duly authorized, executed and delivered by, and constitutes the valid and binding agreement of, such Stockholder?s spouse, enforceable against such Stockholder?s spouse in accordance with its terms, subject to the effect of any applicable bankruptcy, insolvency, moratorium or similar law affecting creditors? rights generally and to rules of law governing specific performance, injunctive relief and other equitable remedies. If this Agreement is being executed in representative or fiduciary capacity, the Person signing this Agreement has full power and authority to enter into and perform this Agreement.
Section 3.02.
Non-Contravention
. The execution, delivery and performance by Stockholder of this Agreement and the consummation of the transactions contemplated hereby do not and will not (i) violate the certificate of incorporation or bylaws, operating agreement or other comparable charter or organizational documents, of Stockholder, if any, (ii) violate any applicable Law, (iii) conflict with or violate or require any consent, approval, notice or other action by any Person under, constitute a default (with or without notice of lapse of time or both) under, or give rise to any right of termination, cancellation or acceleration or to a loss of any benefit to which Stockholder is entitled under any provision of any Contract binding on Stockholder or any of Stockholder?s properties or assets, including the shares of Company Common Stock Beneficially Owned by Stockholder or (iv) result in the imposition of any Lien on any asset of Stockholder.
Section 3.03.
Ownership of Shares
. Stockholder (together with Stockholder?s spouse if Stockholder is married and the shares of Company Common Stock or Company Stock Awards set forth on
hereto opposite such Stockholder?s name constitute community property under Applicable Law) is the Beneficial Owner of the shares of Company Common Stock and Company Stock Awards set forth on
hereto opposite such Stockholder?s name, free and clear of any lien, encumbrance and any other limitation or restriction (including any restriction on the right to vote or otherwise dispose of the shares of Company Common Stock Beneficially Owned by Stockholder). None of such shares of Company Common Stock or such Company Stock Awards
is subject to any voting trust or other Contract with respect to the voting of such shares of Company Common Stock or Company Stock Awards (including shares underlying such Company Stock Awards), except as set forth in this Agreement.
Section 3.04
. Total Shares
. Except for the shares of Company Common Stock set forth on
hereto (including shares underlying Company Stock Awards set forth on
hereto), Stockholder does not Beneficially Own any (i) shares of capital stock or voting securities of the Company or (ii) options, warrants or other rights to acquire, or securities convertible into or exchangeable for (in each case, whether currently, upon lapse of time, following the satisfaction of any conditions, upon the occurrence of any event or any combination of the foregoing), any capital stock, voting securities or securities convertible into or exchangeable for capital stock or voting securities of the Company.
ARTICLE 4
OVENANTS
Stockholder hereby covenants and agrees that:
Section 4.01.
No Proxies for, Encumbrances on or Disposition of Shares
(i) During the Support Period, except pursuant to the terms of this Agreement, Stockholder shall not, without the prior written consent of Parent, directly or indirectly (except, if Stockholder is an individual, as a result of the death of Stockholder), (a) grant any proxies, or enter into any voting trust or other Contract, with respect to the voting of any shares of Company Common Stock Beneficially Owned by Stockholder, (b) sell, assign, transfer, tender, encumber or otherwise dispose of, or enter into any Contract with respect to the direct or indirect sale, assignment, transfer, tender, encumbrance or other disposition of, any such shares or (c) take any other action that would make any representation or warranty of Stockholder contained herein untrue or incorrect in any material respect or in any way restrict, limit or interfere in any material respect with the performance of Stockholder?s obligations hereunder or the transactions contemplated hereby or by the Merger Agreement, or seek to do or solicit any of the foregoing actions, or cause or permit any other Person to take any of the foregoing actions, and agrees to notify Parent and Merger Subsidiary promptly, and to provide all details reasonably requested by Parent or Merger Subsidiary, if Stockholder shall be approached or solicited, directly or indirectly, by any Person with respect to any of the foregoing. Without limiting the generality of the foregoing, during the Support Period, Stockholder shall not tender, agree to tender or cause or permit to be tendered any shares of Company Common Stock Beneficially Owned by Stockholder into or otherwise in connection with any tender or exchange offer, except pursuant to the Offer.
(ii) Notwithstanding the foregoing clause (i), Stockholder may transfer shares of Company Common Stock held by Stockholder to any member of Stockholder?s immediate family or to a trust for the benefit of Stockholder or any member of Stockholder?s immediate family; provided that a transfer referred to in this sentence shall be permitted only if, as a precondition to such transfer, the transferee agrees in a writing, reasonably satisfactory in form and substance to Parent, to be bound by all of the terms of this Agreement.
Section 4.02
. Other Offers
. Neither Stockholder (in Stockholder?s capacity as such), nor any of Stockholder?s Subsidiaries, if any, shall, nor shall Stockholder or any of Stockholder?s Subsidiaries, if any, authorize or permit any of its or their respective Representatives to, and Stockholder shall instruct, and cause each applicable Subsidiary of Stockholder to instruct, each such Representative not to, directly or indirectly, take any of the following actions: (i) solicit, initiate, or knowingly encourage the submission of, any Takeover Proposal or any inquiry, proposal, offer or indication of interest that would reasonably be expected to lead to a Takeover Proposal; (ii) participate or engage in any discussions or negotiations with, disclose any non-public information relating to the Company or any of its Subsidiaries to, afford access to the business, properties, assets, books or records of the Company or any of its Subsidiaries to or otherwise cooperate in any way with, or knowingly assist, participate in, facilitate or encourage any effort by, any third party that is seeking to make, or has made, any Takeover Proposal; or (iii) resolve, propose or agree to do any of the foregoing. Without limiting the foregoing, it is understood that any violation of the foregoing restrictions by any Subsidiary of Stockholder or Representatives of Stockholder or any of its Subsidiaries shall be deemed to be a breach of this Section 4.02 by Stockholder. Stockholder shall, and shall cause its Subsidiaries and its and their respective Representatives to cease immediately and cause to be terminated, and shall not authorize or knowingly permit any of its or their respective Representatives to continue, any and all existing activities, discussions or negotiations, if any, with any third party conducted prior to the date hereof with respect to any Takeover Proposal or Takeover Inquiry. Stockholder shall notify Parent promptly (but in no event later than one Business Day) after it obtains knowledge of the receipt by Stockholder, any of its Subsidiaries or any of its or their respective Representatives of any Takeover Proposal or Takeover Inquiry, or any request for non-public information relating to the Company or any of the Company Subsidiaries or for access to the business, properties, assets, books or records of the Company or any of the Company Subsidiaries by any third party with respect to any Takeover Proposal or Takeover Inquiry. In such notice, Stockholder shall identify the third party making, and the terms and conditions of, any such Takeover Proposal, Takeover Inquiry or request. Stockholder shall keep Parent informed, as promptly as practicable, of the status and terms of any such Takeover Proposal, Takeover Inquiry or request, including the material resolved and unresolved issues related thereto and material amendments or proposed amendments as to price and other material terms thereof.
Section 4.03
. Communications.
Stockholder hereby (i) consents to and authorizes the publication and disclosure by Parent, Merger Subsidiary and the Company (including in the Schedule TO, the Schedule 14D-9 or any other publicly filed documents relating to the Merger, the Offer or any other transaction contemplated by the Merger Agreement) of: (a) Stockholder?s identity; (b) Stockholder?s Beneficial Ownership of shares of Company Common Stock or Company Stock Awards (including the number of such shares or Company Stock Awards Beneficially Owned by Stockholder); and (c) the nature of Stockholder?s commitments, arrangements and understandings under this Agreement, and any other information that Parent, Merger Subsidiary or the Company determines to be necessary in any SEC disclosure document in connection with the Offer, the Merger or any of the other Transactions and (ii) agrees as promptly as practicable to notify Parent, Merger Subsidiary and the Company of any required corrections with respect to any written information supplied by Stockholder specifically for use in any such disclosure document.
Section 4.04
. Additional Shares
. In the event that Stockholder acquires Beneficial Ownership of, or the power to dispose of or vote or direct the disposition or voting of, any additional shares or other interests in or with respect to the Company, such shares or other interests shall, without further action of the parties, be subject to the provisions of this Agreement, and the number of shares of Company Common Stock Beneficially Owned by Stockholder set forth on
hereto will be deemed amended accordingly. Stockholder shall promptly notify Parent, Merger Subsidiary and the Company of any such event.
Section 4.05.
Waiver of Appraisal and Dissenters? Rights and Actions
. Stockholder hereby (i) waives and agrees not to exercise any rights (including under Section 262 of the General Corporation Law of the State of Delaware) to demand appraisal of any shares of Company Common Stock Beneficially Owned by Stockholder or rights to dissent from the Merger which may arise with respect to the Merger and (ii) agrees not to commence or participate in, and to take all actions necessary to opt out of any class in any class action with respect to, any claim, derivative or other Legal Proceeding, against Parent, Merger Subsidiary, the Company or any of their respective successors relating to the negotiation, execution or delivery of this Agreement or the Merger Agreement or the making or consummation of the Offer or consummation of the Merger, including any Legal Proceeding (x) challenging the validity of, or seeking to enjoin the operation of, any provision of this Agreement or (y) alleging a breach of any fiduciary duty of the Board of Directors of the Company in connection with the Merger Agreement or the Transactions.
ARTICLE 5
ISCELLANEOUS
Section 5.01
. Other Definitional and Interpretative Provisions.
Unless specified otherwise, in this Agreement the obligations of any party hereto consisting of more than one Person are joint and several. The words ?hereof,? ?herein? and ?hereunder? and words of like import used in this Agreement shall refer to this Agreement as a whole and not to any particular provision of this Agreement. The captions herein are included for convenience of reference only and shall be ignored in the construction or interpretation hereof. References to Articles and Sections are to Articles and Sections of this Agreement unless otherwise specified. Any singular term in this Agreement shall be deemed to include the plural, and any plural term the singular. Whenever the words ?include?, ?includes? or ?including? are used in this Agreement, they shall be deemed to be followed by the words ?without limitation?, whether or not they are in fact followed by those words or words of like import. The word ?or? has the inclusive meaning represented by the phrase ?and/or.? ?Writing,? ?written? and comparable terms refer to printing, typing and other means of reproducing words (including electronic media) in a visible form. References to any Contract (including the Merger Agreement) are to that Contract as amended, modified or supplemented from time to time in accordance with the terms hereof and thereof. References to any Person include the successors and permitted assigns of that Person. References from or through any date mean, unless otherwise specified, from and including or through and including, respectively.
Section 5.02
. Further Assurances
. Parent and Stockholder (in its capacity as such) will each execute and deliver, or cause to be executed and delivered, all further documents and instruments as the other may reasonably request and use reasonable best efforts to take, or cause to be taken, all actions and to do, or cause to be done, all things necessary and all things the other party may reasonably deem proper or advisable under applicable Law, to consummate and make effective the transactions contemplated by this Agreement. Without limiting the generality of the foregoing, Stockholder shall, to the extent requested by Parent, promptly: (i) cause each other Person having voting power with respect to any shares of Company Common Stock Beneficially Owned by Stockholder to execute and deliver to Parent a proxy with respect to such shares, which shall be identical to the proxy in Section 2.02 above; and (ii) cause the certificates representing outstanding shares of Company Common Stock Beneficially Owned by Stockholder to be surrendered so that the transfer agent for such shares may affix thereto an appropriate legend referring to this Agreement.
. Amendments; Termination
. Any provision of this Agreement may be amended if, but only if, such amendment is in writing and is signed by each party to this Agreement. This Agreement, and the obligations of Stockholder hereunder, shall terminate upon the termination of the Support Period;
however
, that no termination of this Agreement shall relieve any party hereto from any liability for any breach of any provision of this Agreement prior to such termination.
Section 5.04
. Expenses
. All costs and expenses incurred in connection with this Agreement shall be paid by the party incurring such cost or expense.
Section 5.05.
Successors and Assigns; Third-Party Beneficiary
. The provisions of this Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns; provided, however, that Stockholder may not assign, delegate or otherwise transfer any of Stockholder?s rights or obligations under this Agreement without the prior written consent of Parent. Any assignment, delegation or transfer in violation of the foregoing shall be null and void. The Company is an express third-party beneficiary of this Agreement and, subject to the foregoing, shall have the express right to enforce this Agreement without the consent or any other action of Parent.
Section 5.06
. Governing Law
. This Agreement shall be governed by and construed in accordance with and governed by the laws of the State of Delaware, without regard to the conflicts of law rules of such State that would result in the application of any law other than the law of the State of Delaware.
Section 5.07
. Counterparts; Effectiveness
. This Agreement may be signed in any number of counterparts, each of which shall be an original, with the same effect as if the signatures thereto and hereto were upon the same instrument. Signatures to this Agreement transmitted by facsimile transmission, by electronic mail in PDF form, or by any other electronic means designed to preserve the original graphic and pictorial appearance of a document, will be deemed to have the same effect as physical delivery of the paper document bearing the original signatures. This Agreement shall become effective when each party hereto shall have received counterparts hereof signed by all of the other parties hereto and the Merger Agreement has become effective. Until and unless each party has received a counterpart hereof signed by the other party hereto and the
Merger Agreement has become effective, this Agreement shall have no effect and no party shall have any right or obligation hereunder (whether by virtue of any other oral or written agreement or other communication).
Section 5.08
. Severability
. If any term, provision, covenant or restriction of this Agreement is held by a court of competent jurisdiction or other Governmental Authority to be invalid, void or unenforceable, the remainder of the terms, provisions, covenants and restrictions of this Agreement shall remain in full force and effect and shall in no way be affected, impaired or invalidated so long as the economic or legal substance of the transactions contemplated hereby is not affected in any manner materially adverse to any party hereto. Upon such a determination, the parties hereto shall negotiate in good faith to modify this Agreement so as to effect the original intent of the parties hereto as closely as possible in an acceptable manner in order that the transactions contemplated hereby be consummated as originally contemplated to the fullest extent possible.
Section 5.09
. Specific Performance
. The parties hereto agree that irreparable damage to Parent or Merger Subsidiary would occur, damages would be incalculable and would be an insufficient remedy and no other adequate remedy would exist at law or in equity, in each case in the event that any provision of this Agreement were not performed by Stockholder in accordance with the terms hereof, and that each of Parent and Merger Subsidiary shall be entitled to an injunction or injunctions to prevent breaches of this Agreement or to enforce specifically Stockholder?s performance of the terms and provisions hereof, in addition to any other remedy to which Parent or Merger Subsidiary may be entitled at law or in equity. Stockholder hereby waives any defenses based on the adequacy of any other remedy, whether at law or in equity, that might be asserted as a bar to the remedy of specific performance of any of the terms or provisions hereof or injunctive relief in any action brought therefor by Parent or Merger Subsidiary. Stockholder further agrees that neither Parent nor any other Person shall be required to obtain, furnish or post any bond or similar instrument in connection with or as a condition to obtaining any remedy referred to in this Section 5.09, and Stockholder irrevocably waives any right Stockholder may have to require the obtaining, furnishing or posting of any such bond or similar instrument.
Section 5.10.
Defined Terms
. For the purposes of this Agreement:
(i) Capitalized terms used but not defined herein shall have the respective meanings set forth in the Merger Agreement.
(ii) Stockholder shall be deemed to ?
? or to have acquired ?
Beneficial Ownership
? of a security if Stockholder (a) is the record owner of such security, or (b) is the ?beneficial owner? (within the meaning of Rule 13d-3 under the Exchange Act) of such security.
(iii) ?
? shall mean the period from the date of this Agreement through the earlier of (a) the date upon which the Merger Agreement is validly terminated, or (b) the Effective Time.
Section 5.11.
Action in Stockholder?s Capacity Only
. Stockholder, if a director or officer of the Company, does not make any agreement or understanding herein as a director or officer of
the Company. Stockholder signs this Agreement solely in Stockholder?s capacity as a Beneficial Owner of the shares of Company Common Stock and Company Stock Awards Beneficially Owned by Stockholder, and nothing herein shall limit or affect any actions taken in Stockholder?s capacity as an officer or director of the Company, including complying with or exercising such Stockholder?s fiduciary duties as a member of the Board of Directors of the Company.
Section 5.12.
Notices
. All notices and other communications hereunder shall be in writing and shall be deemed to have been duly given (a) upon receipt, if delivered personally, (b) two Business Days after being sent by certified mail (return receipt requested) or sent by overnight courier, (c) if sent by email transmission on a day other than a Business Day or after 6:00 p.m. recipient?s local time, and receipt is confirmed, the Business Day following the date of transmission, or (d) if sent by facsimile email transmission before 6:00 p.m. recipient?s local time on a Business Day, and receipt is confirmed, on the date of transmission;
in each case the notice or other communication is sent to the physical address or email address set forth beneath the name of such party below (or to such other physical address or email address as such party shall have specified in a written notice given to the other parties hereto):
if to Parent or Merger Subsidiary, to:
Adobe Systems Incorporated
345 Park Avenue
San Jose, CA 95110-2704
Attention: Justin Judd
Email: pjudd@adobe.com
with a copy (which shall not constitute notice) to:
Weil, Gotshal & Manges LLP
201 Redwood Shores Parkway
Redwood Shores, CA 94065
Attention: Jane Ross
Facsimile No: (650) 802-3100
Email: jane.ross@weil.com
if to Stockholder, to: the address for notice set forth on the signature page hereto
with a copy to:
TubeMogul, Inc.
1250 53
Street, Suite 2
Emeryville, CA 94608
Attention: Brett Wilson
Facsimile No.: (510) 653-0461
Email: brett@tubemogul.com
DLA Piper LLP (US)
2000 University Avenue
East Palo Alto, CA 94303
Attention: Peter Astiz and Brandee Fernandez
Facsimile No.: (650) 687-1159
Email: peter.astiz@dlapiper.com and brandee.fernandez@dlapiper.com
Section 5.13.
Submission to Jurisdiction
. Each party to this Agreement hereby (i) irrevocably and unconditionally consents to the submission to the exclusive personal jurisdiction of the Court of Chancery of the State of Delaware, New Castle County, or, if that court does not have jurisdiction, a Federal court sitting in the State of Delaware in any action or proceeding arising out of or relating to this Agreement or any the transactions contemplated hereby, (ii) agrees that all claims in respect of such action or proceeding shall be heard and determined in any such court, (iii) agrees that it shall not attempt to deny or defeat such personal jurisdiction by motion or other request for leave from any such court, and (iv) agrees that it shall not bring any action relating to this Agreement or any of the transactions contemplated hereby in any other court. Each of the parties hereto waives any defense of inconvenient forum to the maintenance of any action or proceeding so brought and waives any bond, surety or other security that might be required of any other Person with respect thereto. Each of the parties hereto agrees that a final judgment in any such Legal Proceeding shall be conclusive and may be enforced in other jurisdictions by suit on the judgment or in any other manner provided by applicable Law.
Section 5.14.
Period Waiver of Jury Trial
. EACH OF THE PARTIES HERETO HEREBY IRREVOCABLY WAIVES ANY AND ALL RIGHT TO TRIAL BY JURY IN ANY LEGAL PROCEEDING ARISING OUT OF OR RELATED TO THIS AGREEMENT OR ANY OF THE TRANSACTIONS CONTEMPLATED HEREBY.
Section 5.15.
Rules of Construction
. The parties hereto agree that they have been represented by counsel during the negotiation and execution of this Agreement and, therefore, waive the application of any law, regulation, holding or rule of construction providing that ambiguities in an agreement or other document will be construed against the party drafting such agreement or document.
Section 5.16.
. No failure on the part of any party to exercise any power, right, privilege or remedy under this Agreement, and no delay on the part of any party in exercising any power, right, privilege or remedy under this Agreement, shall operate as a waiver of such power, right, privilege or remedy; and no single or partial exercise of any such power, right, privilege or remedy shall preclude any other or further exercise thereof or of any other power, right, privilege or remedy. A party hereto shall not be deemed to have waived any claim arising out of this Agreement, or any power, right, privilege or remedy under this Agreement, unless the waiver of such claim, power, right, privilege or remedy is expressly set forth in a written instrument duly executed and delivered on behalf of such party; and any such waiver shall not be applicable or have any effect except in the specific instance in which it is given.
Section 5.17.
No Ownership Interest.
All rights, ownership and economic benefits of and relating to the shares of Company Common Stock and Company Stock Awards Beneficially Owned by Stockholder at a given time shall remain vested in and belong to Stockholder as of such time, and Parent shall have no authority to exercise any power or authority to direct Stockholder in the voting of any of the shares of Company Common Stock Beneficially Owned by Stockholder, except as otherwise specifically provided herein, or in the performance of Stockholder?s duties or responsibilities as a stockholder of the Company.
Section 5.18
. Entire Agreement
. This Agreement constitutes the entire agreement among the parties hereto with respect to the subject matter hereof and supersedes all other prior agreements and understandings, both written and oral, among the parties hereto with respect to the subject matter hereof.
[REMAINDER OF PAGE INTENTIONALLY LEFT BLANK]
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be duly executed as of the day and year first above written.
ADOBE SYSTEMS INCORPORATED
Title:
TIGER ACQUISITION CORPORATION
Signature Page to Tender and Support Agreement
STOCKHOLDER:
SPOUSE OF STOCKHOLDER:
Exhibit A
Shares Beneficially Owned
Shares Owned
of Record
Shares subject to
Options
other Company
The above information was disclosed in a filing to the SEC. To see the filing, click here.
___________________________________________________
TUBE
Adobe to Acquire TubeMogul
By Business Wire, November 10, 2016, 08:05:00 AM EDT
TubeMogul Acquisition Brings Leading Video Advertising Platform to Adobe Marketing Cloud
SAN JOSE, Calif.--(BUSINESS WIRE)-- Adobe (Nasdaq:ADBE) today announced it has entered into a definitive agreement to acquire TubeMogul (Nasdaq:TUBE) for approximately $540 million net of debt and cash. Under the terms of the agreement, Adobe will commence a cash tender offer to acquire all of the outstanding common stock of TubeMogul for $14 per share. TubeMogul is a leader in video advertising, with a single platform that enables brands and agencies to plan and buy video advertising across desktops, mobile, streaming devices and TVs. Adobe Marketing Cloud is the world's most comprehensive and integrated solution for delivering exceptional digital experiences. Adobe's acquisition of TubeMogul will create the first end-to-end independent advertising and data management solution that spans TV and digital formats, simplifying what has been a complex and fragmented process for the world's biggest brands.
Video consumption is exploding across all devices and video advertising is the fastest growing advertising category. Adobe is the leader in video content creation and delivery with its Premiere Pro CC and Primetime solutions. Adobe's acquisition of TubeMogul will enable brands to capitalize on the meteoric shift to online video.
The acquisition of TubeMogul further strengthens Adobe's leadership in digital marketing and advertising technology. Building upon its expertise in search, display and social advertising planning and delivery with Adobe Media Optimizer, the addition of TubeMogul will enable Adobe's customers to maximize their video advertising investments across desktop, mobile, streaming devices and TV. TubeMogul's video advertising platform, combined with Adobe Marketing Cloud, will give customers access to first-party data and measurement capabilities from Adobe Audience Manager (Adobe's data management platform) and Adobe Analytics respectively.
"Whether it's episodic TV, indie films or Hollywood blockbusters, video consumption is exploding across every device and brands are following those eyeballs," said Brad Rencher
, executive vice president and general manager, digital marketing, Adobe. "With the acquisition of TubeMogul, Adobe will give customers a ‘one-stop shop' for video advertising, providing even more strategic value for our Adobe Marketing Cloud customers."
TubeMogul is a video demand-side platform (DSP) leader according to Forrester Research in its Q4 2015 Forrester Wave™ Video Advertising Demand Side Platform report. Adobe and TubeMogul share a long list of joint customers that will benefit from the integration of TubeMogul into Marketing Cloud solutions. Joint customers include Allstate, Johnson & Johnson, Kraft, Liberty Mutual, L'Oréal, Nickelodeon and Southwest Airlines.
"Adobe and TubeMogul share a similar culture and vision for the future of advertising," said Brett Wilson
, CEO and co-founder, TubeMogul. "The combination of Adobe Marketing Cloud with TubeMogul's software creates a uniquely comprehensive platform that will help marketers always know what's working -- and act on it. We're thrilled to call Adobe home and believe this will be a great move for our clients, team and shareholders."
The transaction, which is expected to close during the first quarter of Adobe's 2017 fiscal year, is subject to customary closing conditions. The potential financial impact to Adobe of this transaction is not reflected in financial targets previously provided by Adobe. Until the transaction closes, each company will continue to operate independently. Assuming the completion of the transaction, Adobe believes the acquisition of TubeMogul will be neutral to Adobe's non-GAAP earnings in fiscal year 2017. Due to the absence at this time of certain acquisition-related cost estimates and purchase price accounting, Adobe is currently unable to provide an estimated impact on future GAAP earnings.
TubeMogul CEO Brett Wilson
will continue to lead the TubeMogul team as part of Adobe's Digital Marketing business.
Forward-Looking Statements Disclosure
This press release includes forward-looking statements, within the meaning of the Private Securities Litigation Reform Act of 1995, that are subject to risks, uncertainties and other factors, including risks and uncertainties related to Adobe's ability to integrate TubeMogul's technology into Adobe Marketing Cloud. All statements other than statements of historical fact are statements that could be deemed forward-looking statements, including statements regarding: the ability of Adobe to extend its leadership in digital marketing and other anticipated benefits of the transaction to Adobe and to the combined companies; the effectiveness of TubeMogul technology; potential benefits of the transaction to Adobe and TubeMogul customers, the ability of Adobe and TubeMogul to close the announced transaction; the possibility that the closing of the transaction may be delayed; any statements of expectation or belief; and any statements of assumptions underlying any of the foregoing. These risks, uncertainties and other factors, and the general risks associated with Adobe's and TubeMogul's business, could cause actual results to differ materially from those referred to in the forward-looking statements. The reader is cautioned not to rely on these forward-looking statements. All forward-looking statements are based on information currently available to Adobe and are qualified in their entirety by this cautionary statement. For a discussion of these and other risks and uncertainties, individuals should refer to Adobe's and TubeMogul's SEC filings. Adobe does not assume any obligation to update any such forward-looking statements or other statements included in this press release.
Adobe assumes no obligation to, and does not currently intend to, update these forward-looking statements.
Securities Law Disclosures
In connection with the proposed acquisition, Adobe will commence a tender offer for the outstanding shares of TubeMogul. The tender offer has not yet commenced. This document is for informational purposes only and is neither an offer to purchase nor a solicitation of an offer to sell shares of TubeMogul, nor is it a substitute for the tender offer materials that Adobe and its acquisition subsidiary will file with the SEC upon commencement of the tender offer. At the time the tender is commenced, Adobe and its acquisition subsidiary will file tender offer materials on Schedule TO, and TubeMogul will file a Solicitation/Recommendation Statement on Schedule 14D-9 with the SEC with respect to the tender offer. The tender offer materials (including an Offer to Purchase, a related Letter of Transmittal and certain other tender offer documents) and the Solicitation/Recommendation Statement will contain important information. Holders of shares of TubeMogul are urged to read these documents when they become available because they will contain important information that holders of TubeMogul securities should consider before making any decision regarding tendering their securities. The Offer to Purchase, the related Letter of Transmittal and certain other tender offer documents, as well as the Solicitation/Recommendation Statement, will be made available to all holders of shares of TubeMogul at no expense to them. The tender offer materials and the Solicitation/Recommendation Statement will be made available for free at the SEC's web site at www.sec.gov.
About TubeMogul
TubeMogul (Nasdaq:TUBE) is a leader in software for brand advertising. By reducing complexity, improving transparency and leveraging real-time data, our platform enables advertisers to gain greater control of their global advertising spend and achieve their brand advertising objectives. TubeMogul was incorporated in 2007 and is based in Emeryville, California with operations in Kyiv, London, New York, Paris, Sao Paulo, Shanghai, Singapore, Sydney, Tokyo, Toronto and offices across the United States.
About Adobe
Adobe is changing the world through digital experiences. For more information, visit www.adobe.com.
2016 Adobe Systems Incorporated. All rights reserved. Adobe and the Adobe logo are either registered trademarks or trademarks of Adobe Systems Incorporated in the United States and/or other countries. All other trademarks are the property of their respective owners. TubeMogul and the TubeMogul logo are trademarks or registered trademarks of TubeMogul, Inc. in the United States and other countries.
View source version on businesswire.com: http://www.businesswire.com/news/home/20161110005746/en/
Source: Adobe
Read more: http://www.nasdaq.com/press-release/adobe-to-acquire-tubemogul-20161110-00539#ixzz4Pbw7w1zp
__________________________________________
TUBE
TubeMogul +3.3% on revenue beat, strong guidance
Nov. 9, 2016 8:10 PM ET|About: TubeMogul (TUBE)|By: Jason Aycock, SA News Editor
TubeMogul (TUBE -0.3%) wrapped the after-hours trading session up 3.3% after posting Q3 revenues that beat expectations and raising full-year guidance above consensus.
Revenues grew 21% to $56.1M, and total spend rose 34% to $138.3M. The company posted wider losses, however (operating loss of $11.1M vs. a year-ago operating loss of $3M, and GAAP net loss of $12.4M vs. the prior year's loss of $3.8M).
Revenue breakout: Platform direct, $20.9M (up 16.9%); Platform Services, $35.2M (up 23%).
The company boosts its 2016 guidance for revenue (GAAP basis) of $220M-$222M (above consensus for $219.6M), total spend of $562M-$564M, gross profit of $151M-$153M and EBITDA of $4M-$6M (well above expectations for $1M).
For Q4, it's forecasting revenue of $66M-$68M (in line with expectations) and EBITDA of $6M-$8M (vs. expected $5.7M), as well as total spend of $172M-$174M and gross profit of $45M-$47M.
_______________________________________________
http://seekingalpha.com/news/3223131-tubemogul-plus-3_3-percent-revenue-beat-strong-guidance
TUBE
"TubeMogul is an under appreciated gem in a booming technological shift with superior technology and powerful partnerships."
cmlviz.com
Lot of research and insight to TUBE.
The link is NOT a free site.. or I would have posted more info.
I am in no way connected to site or company (cmlviz) other than a subscriber.
Speculative play but could be big. jmo.
Out TUBE $9.23. It has hit $9.24 but a lot of shares at that price, unless the MMs have a fake wall. Look to re-enter -- lot of room overhead.
TUBE
Back in TUBE @ $8.90.
Two nice long-term news releases today:
09/21/2016 9:00AM GlobeNewswire Inc. TubeMogul Augments Display Offering Through Expanded Partnerships, Enhanced Algorithms NASDAQ:TUBE Tubemogul, Inc. (MM)
09/21/2016 9:00AM GlobeNewswire Inc. TubeMogul Adds Native Advertising NASDAQ:TUBE Tubemogul, Inc. (MM)
TUBE
Out of TUBE today @ $9.23 to break even (had bought a few dip shares). Look to re-enter. So much potential, but every day seems to hit high before noon and drifts down the rest of the day.
TUBE
GPU Technology Conference China -- NVIDIA ( NASDAQ : NVDA ) today unveiled a palm-sized, energy-efficient artificial intelligence (AI) computer that automakers can use to power automated and autonomous vehicles for driving and mapping.
The new single-processor configuration of the NVIDIA® DRIVE™ PX 2 AI computing platform for AutoCruise functions -- which include highway automated driving and HD mapping -- consumes just 10 watts of power and enables vehicles to use deep neural networks to process data from multiple cameras and sensors. It will be deployed by China's Baidu as the in-vehicle car computer for its self-driving cloud-to-car system.
The TUBE bulls:
Pharm. D ?@Pharmdca 16m16 minutes ago
@AdamSinger @OphirGottlieb @WhiteCoatMafia ok adding $tube. ??
TUBE
Back in TUBE @ $9.25 but not necessarily long. Probably oversold today and overall as result of the downgrade.
Consensus Ratings for TubeMogul (NASDAQ:TUBE)
Ratings Breakdown: 4 Hold Ratings, 11 Buy Ratings
Consensus Rating: Buy (Score: 2.73)
Consensus Price Target: $16.40 (72.27% upside)
Analysts' Ratings History for TubeMogul (NASDAQ:TUBE)
Show:
Date Firm Action Rating Price Target Details
8/16/2016 First Analysis Downgrade Overweight -> Equal Weight $17.00 -> $11.00
_________________________________________
https://www.marketbeat.com/stocks/NASDAQ/TUBE/
TUBE
BREAKING
In a seemingly innocuous press release, TubeMogul Inc has apparently landed Wal-Mart Stores, as an ad buying customer. TUBE has previosly secured deals with Facebook proper, Instagram, Twitter and Snapchat to sell advertsing space on the platforms.
Out TUBE @ $11.38. See that was too low, but $11.40 was my daily target. Hope to re-enter if drops and definitely looking long term after the quarterly.
TUBE
Nice recovery so far. RUBI has bounced back by ~7%.
We'll see if the shorts scramble!
TUBE
Probable explanation for today:
"Adam Singer ?@AdamSinger 17m17 minutes ago
@OphirGottlieb @WhiteCoatMafia @Pharmdca this is for sure why $TUBE is down:
Yesterday was a big day for advertising technology, with earnings reports from three of the top names, Rubicon Project (RUBI), Criteo (CRTO), and Rocket Fuel (FUEL).
And the stocks are taking quite different directions following those reports:
Rubicon is down $4.39, or 32%, at $9.28; Criteo is down $2.77, or 6%, at $40.39; and Rocket Fuel is up 11 cents, or 5%, at $2.34.
Rocket Fuel solidly beat expectations, while Criteo and Rubicon Project both offered disappointing outlooks. Another member of the group, TubeMogul (TUBE), is set to report results on August 8th, after the market closes. Its shares are down 29 cents, or 3%, at $10.41.
Rubicon has gotten at least five downgrades today, that I can see, from Cantor Fitzgerald, SunTrust, Raymond James, Citigroup, and RBC Capital, and numerous reductions of price target.
There are no ratings changes for Rocket Fuel or Criteo, that I can see."
_______________________________________
Pre-market bid was $11.00. Shoulda, coulda was trying to sell @ $11.40 which was hit -- just not mine.
TUBE
TubeMogul (TUBE) – Growth from Digital Ads
AUGUST 3, 2016 | 11:04 AM by JAGUAR | AVO@JAGUARANALYTICS.COM
Display Ads are overtaking Search Ads this year, according to eMarketer data from late 2015. Of the more than $61.4 billion that is estimated to be spent on advertising in 2016, 52.3% will be on display ads, commonly known as banner ads.
media ad spending
Search ads vs Display ads
When a search is made using specific wording, for example “Caribbean cruise” on Google, along with the articles returned will appear ads targeted to that query. The consumer has the option to click on any, or none of those ads. The results are based on cookies from the user’s computer as well as location information through ISP; someone searching from their home in Fairbanks won’t be shown ads for travel agencies in Geneva. These search ads are known as “pull” mediums, as the searcher has to do something to trigger the ad.
Display ads in contrast are “push” mediums. They are on the web pages that the person is browsing and, again, appear based on cookies. Unless they are clicked on, they sit silently, merely taking up space. There are over 47 Billion web pages in cyberspace therefore plenty of space for advertising. Also, a web page can have more than one banner ad, configured in a multitude of sizes and layouts.
banner ads
Possible layouts of Banner Ads
Service Segments
TubeMogul (TUBE) derives its income from two segments that essentially provide the same service: Platform Direct and Platform Services. While the former is automated, the latter is done through customer service representatives. TUBE’s revenue gross margins in Q1 for Direct were 96.9% while Services gross margins posted 48.5%, the large difference due to the self-serve functionality of the platform. Understandably, TUBE is actively encouraging their customers to switch over to Platform Direct.
RBC Capital Survey
In February, RBC conducted a survey of more than 1,000 advertising professionals to gauge spend behavior and marketer sentiment towards Social Media & Programmatic Advertising.
The results showed that:
Spending on programmatic advertising is increasing, with 70% of respondents indicating they would be increasing spending for this type of advertising versus other platforms.
55% of respondents indicated their ROI has improved in the six months leading up to the survey, with only Facebook (FB) ad spend getting a higher ROI at 59%. Interestingly, TUBE became one of FB’s Marketing partners as of March 31st.
Mobile remains the largest opportunity to be tackled, with 31% believing it presents the largest spend opportunity, followed by Video advertising with 30%.
All the data points towards expanded adoption of programmatic advertising and progression from its relatively early stages with planned budget allocation increases.
pro
Programmatic Advertising & Real-Time Bidding
At its simplest definition, Programmatic Advertising is using software to buy digital ads automatically. There is no human interference, negotiation or order placing, aside from the initial account set-up and any further adjustments.
At the moment it is used mainly for online advertising transactions, with future plans for integration into television. If anything is going to end the countless unwanted diaper and cialis ads, this technology would be it.
Real-time bidding is a type of programmatic buying and refers to the purchase of ads through real-time auctions. With RTB, ad space buyers bid on an impression and, if the bid is won, the buyer’s ad is instantly displayed on the visited website. This action takes place in less than 200 milliseconds, from the time you start loading your web page to the time it is fully displayed, the advertising you’ll see is targeted specifically to you, based on your online data.
keyw
Tubemogul’s Software
Offering a plethora of targeting parameters, TUBE’s platform can narrow an advertiser’s audience from general demographic to specific details. From age range to gender, marital status, number of children and their ages, salary range or ranges, where they live, whether they like to ski ,surf, golf or play video games, what they like to eat and when, what they like to drink with their meals, what….. ok… You get it. The software can help a client narrow this as much or as little as they want to. Instead of aiming at the masses, the focus is those more likely to be interested in the product advertised.
That is a money-saver for the advertiser, and it also greatly increases the likelihood of reaching a potential customer.
Google & Facebook recent earnings
Facebook (FB) – Ad Revenue grew 63% Y/Y driven by 49% Y/Y growth in Ad Impressions and 9% growth in Ad Pricing. FB is benefiting from a new surge in Advertiser Demand, driven by new ad formats (e.g. Video, Canvas), improved targeting and campaign management tools, and increasing evidence that FB ad campaigns generate high ROIs (as per RBC note).
Google (GOOGL GOOG) – 29% Y/Y Paid Click growth across Google and 37% on Google Sites, both above Street consensus. Overall CPC decline of (7%) Y/Y and Google Sites decline of (9%) both improved.
It is clear that advertising revenue drove this Quarter’s revenues for both these media giants and let’s not forget that TUBE is partnered with FB.
Capture
Partnerships
TUBE has partnership agreements with many companies, the following list is not all-inclusive:
Facebook ?Instagram ?Snapchat
Twitter ?Dannon ?Stickyads (Europe)
Teads ?MyWebGrocer ?Placemedia
Recent Analyst Coverage
June 14th: Stephens reiterated Overweight and target of $20
May 22nd: Bank of America reiterated Buy
May 20th: Oppenheimer reiterated Buy and target of $18
May 10th: Piper Jaffray reiterated Buy and target of $20
April 12th: Citi initiated with a Buy and target of $18
March 1st: BMO reiterated Market Perform and target of $15
February 26th: RBC Capital reiterated Buy and target of $18
Options Activity
Options chain is not very active, however recently two Bullish transactions were noted:
August 1st: 500 December 10 calls bought
July 19th: 750 September 10 calls bought
Technical Observations
Price is attempting to stay above the support trendline (in green) and at the same time trying to get above the resistance trendline (in red). Volume congestion levels are at $11.60 and $15.70.
2871
Risks to Consider
Rubicon Project (RUBI) reported on August 2nd. While profit topped analysts’ expectations, management lowered its outlook citing ad industry “headwinds” sending shares down more than 30%. TUBE is down 2% in sympathy.
Increasing use of Ad-Blocker software on all media platforms and browsers.
Regulatory concerns over privacy. Ad targeting is dependent on data from users and any reduction in accessibility would reduce revenues.
Final Thoughts
A Bullish case can be made for TUBE based on this quarter’s improved earnings reports from Google and, more importantly, Facebook. If ad spending trends are indeed increasing and moving over to Real-Time-Bidding, as surveys and studies are suggesting, then TUBE’s business could also see an increase in customer base and revenues. M&A in this space is also very possible and there have been over 30 such acquisitions n the past 18 months.
Q2 Earnings are to be released on August 8th.
____________________________________________-http://www.jaguaranalytics.com/home/tubemogul-tube-growth-from-digital-ads/
Read the report for table/charts -- good info
TUBE
BREAKING
Today, TubeMogul (TUBE) announced that it has been named a Snapchat Partner. We went straight to the Snapchat advertising marketing page https://www.snapchat.com/ads
CEO selling the last two days is a bit unsettling:
http://insideri.com/1612849_000161284916000026_0001612849-16-000026
TUBE
Conjecturing partnering with TUBE on this:
__________________________________________________
Facebook Is Testing Mid-Roll Video Ads in Facebook Live
Fifteen-Second Commercial Breaks Appear During Live-Streams
By Garett Sloane. Published on August 01, 2016.
Facebook has started running tests of mid-roll video ads inside live video broadcasts from top publishing partners, the company confirmed Monday.
These are Facebook's first ads that get served directly inside videos on the social network. "We're running a small test where a group of publishers have the option to insert a short ad break in their Facebook Live videos," Facebook said in an e-mail.
The social network has indicated for months that there was a possibility of introducing commercial breaks during live-streams, and head of product Fidji Simo touched on the opportunity in a forum in June.
Facebook has even been paying publishers and Web celebs to start streaming. The payments were seen as necessary because the platform does not have a mature ad-model for videos that it could share with its partners, who lacked the proper financial incentive to come on board.
Related Stories
Facebook has always been reluctant to show pre-roll spots -- ads directly before videos -- because CEO Mark Zuckerberg said he thinks that ruins the viewing experience. Clearly he is more amenable to mid-roll, as Facebook started notifying advertisers last month that their commercials could start showing up during live video streams, according to knowledgable people.
The ads are eligible to appear five minutes into a broadcast, and they last up to 15 seconds or shorter, according to one agency executive, who has discussed the ads with Facebook.
Facebook told advertisers that the video ads would be drawn from among promoted video campaigns already running on the platform, but some brands could opt out of having their ads appear during live broadcasts, the source said. "We wanted to opt out immediately, because there was no reporting on how well it does and you don't have control over where the commercial shows up," the agency executive said.
The concern was that some media companies cover volatile events, and some brands don't want ads to play during, say, a tragedy. Facebook Live rocketed into the mainstream since it played a part during police shootings last month, setting off mass protests.
Still, many live videos are of the uplifting variety. During its quarterly reporting last week, Facebook said "Chewbacca mom" reached 160 million views with a video of a woman trying on a mask of the "Star Wars" character while laughing hysterically. BuzzFeed has generated attention on live with stunts such as exploding a watermelon.
Publishers also control what categories of advertisers can run in their channels, and they can turn off the ads if there are any sensitive subjects being covered, said publishing sources familiar with the ads.
Live video has become a battleground for social media platforms -- Facebook, YouTube, Twitter and Snapchat -- all competing for more professional content. They are chasing TV to lure advertisers into digital video.
YouTube basically invented the model of splitting ad revenue from pre- and mid-roll ads with content creators to motivate their sharing on the platform.
Facebook has one deal with media partners in which it places promoted video posts among suggested videos, and it splits the ad revenue. That program has not made too many publishers rich, because they wind up making fractions of a penny per video view, according to publishing executives.
Facebook is still in the testing phase with the Live commercials, and it is not certain that it will develop them into a full-fledged ad product, sources said.
Facebook could eventually share revenue with the media partners, but it is not doing so as part of the test run, according to people familiar with the ad trials. Facebook keeps the ad revenue, but it does pay some premium publishers directly for their content on Live.
"We haven't seen any money yet," said one publishing executive, who is part of the trial. "We're basically doing them a favor."
One features would allow Facebook to serve different ads to different viewers watching the same live broadcast.
"It's cool. It's a tool that lets us take commercial breaks and go to commercial. It's real innovation," the publishing executive said.
The media partners are finding Facebook Live to be inconsistent in terms of how many viewers they can guarantee. Some broadcasts attract millions of views while others struggle for an audience, sources said.
"It's hit or miss. We know it takes time to figure out what works, and that's why Facebook is paying people to experiment before the results are fully in," the publishing executive said.
Facebook Live could become a legitimate advertising channel if brands build fresh creative commercials for it, according to Chris Tuff, director of business development at 22squared. For instance, last week, actor Vin Diesel streamed a behind-the-scenes look at his new "Fast and Furious" movie, which could have been a perfect time for the studio to run an ad, Mr. Tuff said.
"Vin Diesel just hit 100 million followers, which is crazy, so imagine they run mid-roll ads for the film he's starring in. It makes perfect sense," Mr. Tuff said.
________________________________________
TUBE
I am in as of today @ $11.00. Had been bid sitting for about a week @ $10.90 and moved up as $11.00 has been holding. Disaster so far -- light volume and MMs taking out stops.
Seems like most of the sells are automatic so doesn't bother me so much.
http://www.nasdaq.com/symbol/tube/insider-trades
Institutes have increased shares:
http://www.nasdaq.com/symbol/tube/institutional-holdings
I've been thinking a swing trade for a company with potential, but don't think will hold through the quarterly on the 8th.
Someone very knowledgeable (Adam Singer)
supports this stock:
Adam Singer ?@AdamSinger 5m5 minutes ago
@OphirGottlieb added bit more $TUBE here.
You still in?
TUBE
Am I the only one holding this pig? I believed this had a future but with insiders selling, maybe I'm wrong.
What does anybody else think? Hold or sell?
Thank you, M
Go $TUBE
$TUBE recent news/filings
bullish 13.52
moving average breakout
resistance to support
basic chart ## source: stockcharts.com
basic chart ## source: stockscores.com
big daily chart ## source: stockcharts.com
big weekly chart ## source: stockcharts.com
$TUBE DD Notes ~ http://www.ddnotesmaker.com/TUBE
## STOCK DETAILS ##
After Hours Quote (nasdaq.com): http://www.nasdaq.com/symbol/TUBE/after-hours
Option Chain (nasdaq.com): http://www.nasdaq.com/symbol/TUBE/option-chain
Historical Prices (yahoo.com): http://finance.yahoo.com/q/hp?s=TUBE+Historical+Prices
Company Profile (yahoo.com): http://finance.yahoo.com/q/pr?s=TUBE+Profile
Industry (yahoo.com): http://finance.yahoo.com/q/in?s=TUBE+Industry
## COMPANY NEWS ##
Market Stream (nasdaq.com): http://www.nasdaq.com/symbol/TUBE/stream
Latest news (otcmarkets.com): http://www.otcmarkets.com/stock/TUBE/news - http://finance.yahoo.com/q/h?s=TUBE+Headlines
## STOCK ANALYSIS ##
Analyst Research (nasdaq.com): http://www.nasdaq.com/symbol/TUBE/analyst-research
Guru Analysis (nasdaq.com): http://www.nasdaq.com/symbol/TUBE/guru-analysis
Stock Report (nasdaq.com): http://www.nasdaq.com/symbol/TUBE/stock-report
Competitors (nasdaq.com): http://www.nasdaq.com/symbol/TUBE/competitors
Stock Consultant (nasdaq.com): http://www.nasdaq.com/symbol/TUBE/stock-consultant
Stock Comparison (nasdaq.com): http://www.nasdaq.com/symbol/TUBE/stock-comparison
Investopedia (investopedia.com): http://www.investopedia.com/markets/stocks/TUBE/?wa=0
Research Reports (otcmarkets.com): http://www.otcmarkets.com/stock/TUBE/research
Basic Tech. Analysis (yahoo.com): http://finance.yahoo.com/q/ta?s=TUBE+Basic+Tech.+Analysis
Barchart (barchart.com): http://www.barchart.com/quotes/stocks/TUBE
## FUNDAMENTALS ##
Call Transcripts (nasdaq.com): http://www.nasdaq.com/symbol/TUBE/call-transcripts
Annual Report (companyspotlight.com): http://www.companyspotlight.com/library/companies/keyword/TUBE
Income Statement (nasdaq.com): http://www.nasdaq.com/symbol/TUBE/financials?query=income-statement
Revenue/EPS (nasdaq.com): http://www.nasdaq.com/symbol/TUBE/revenue-eps
SEC Filings (nasdaq.com): http://www.nasdaq.com/symbol/TUBE/sec-filings
Edgar filings (sec.gov): http://www.sec.gov/cgi-bin/browse-edgar?action=getcompany&CIK=0000320193&owner=exclude&count=40
Latest filings (otcmarkets.com): http://www.otcmarkets.com/stock/TUBE/filings
Latest financials (otcmarkets.com): http://www.otcmarkets.com/stock/TUBE/financials
Short Interest (nasdaq.com): http://www.nasdaq.com/symbol/TUBE/short-interest
Dividend History (nasdaq.com): http://www.nasdaq.com/symbol/TUBE/dividend-history
RegSho (regsho.com): http://www.regsho.com/tools/symbol_stats.php?sym=TUBE&search=search
OTC Short Report (otcshortreport.com): http://otcshortreport.com/index.php?index=TUBE
Short Sales (otcmarkets.com): http://www.otcmarkets.com/stock/TUBE/short-sales
Key Statistics (yahoo.com): http://finance.yahoo.com/q/ks?s=TUBE+Key+Statistics
Insider Roster (yahoo.com): http://finance.yahoo.com/q/ir?s=TUBE+Insider+Roster
Income Statement (yahoo.com): http://finance.yahoo.com/q/is?s=TUBE
Balance Sheet (yahoo.com): http://finance.yahoo.com/q/bs?s=TUBE
Cash Flow (yahoo.com): http://finance.yahoo.com/q/cf?s=TUBE+TUBEh+Flow&annual
## HOLDINGS ##
Major holdings (cnbc.com): http://data.cnbc.com/quotes/TUBE/tab/8.1
Insider transactions (yahoo.com): http://finance.yahoo.com/q/it?s=TUBE+Insider+Transactions
Insider transactions (secform4.com): http://www.secform4.com/insider-trading/TUBE.htm
Insider transactions (insidercrow.com): http://www.insidercow.com/history/company.jsp?company=TUBE
Ownership Summary (nasdaq.com): http://www.nasdaq.com/symbol/TUBE/ownership-summary
Institutional Holdings (nasdaq.com): http://www.nasdaq.com/symbol/TUBE/institutional-holdings
Insiders (SEC Form 4) (nasdaq.com): http://www.nasdaq.com/symbol/TUBE/insider-trades
Insider Disclosure (otcmarkets.com): http://www.otcmarkets.com/stock/TUBE/insider-transactions
## SOCIAL MEDIA AND OTHER VARIOUS SOURCES ##
PST (pennystocktweets.com): http://www.pennystocktweets.com/stocks/profile/TUBE
Market Watch (marketwatch.com): http://www.marketwatch.com/investing/stock/TUBE
Bloomberg (bloomberg.com): http://www.bloomberg.com/quote/TUBE:US
Morningstar (morningstar.com): http://quotes.morningstar.com/stock/s?t=TUBE
Bussinessweek (businessweek.com): http://investing.businessweek.com/research/stocks/snapshot/snapshot_article.asp?ticker=TUBE
StockTwits (stocktwits.com): http://stocktwits.com/symbol/TUBE
$TUBE DD Notes ~ http://www.ddnotesmaker.com/TUBE
$TUBE TubeMogul Inc. Chart
http://pamphletshop.com/
TubeMogul Reports Financial-Results for Fourth-Quarter and Full-Year 2014
$TUBE DD Notes ~ http://www.ddnotesmaker.com/TUBE
bullish
$TUBE charts
basic chart ## source: stockcharts.com
basic chart ## source: stockscores.com
big daily chart ## source: stockcharts.com
big weekly chart ## source: stockcharts.com
$TUBE company information
## source: otcmarkets.com
Link: http://www.otcmarkets.com/stock/TUBE/company-info
Ticker: $TUBE
OTC Market Place: Not Available
## STOCK DETAILS ##
After Hours Quote (nasdaq.com): http://www.nasdaq.com/symbol/TUBE/after-hours
Option Chain (nasdaq.com): http://www.nasdaq.com/symbol/TUBE/option-chain
Historical Prices (yahoo.com): http://finance.yahoo.com/q/hp?s=TUBE+Historical+Prices
Company Profile (yahoo.com): http://finance.yahoo.com/q/pr?s=TUBE+Profile
Industry (yahoo.com): http://finance.yahoo.com/q/in?s=TUBE+Industry
## COMPANY NEWS ##
Market Stream (nasdaq.com): http://www.nasdaq.com/symbol/TUBE/stream
Latest news (otcmarkets.com): http://www.otcmarkets.com/stock/TUBE/news - http://finance.yahoo.com/q/h?s=TUBE+Headlines
## STOCK ANALYSIS ##
Analyst Research (nasdaq.com): http://www.nasdaq.com/symbol/TUBE/analyst-research
Guru Analysis (nasdaq.com): http://www.nasdaq.com/symbol/TUBE/guru-analysis
Stock Report (nasdaq.com): http://www.nasdaq.com/symbol/TUBE/stock-report
Competitors (nasdaq.com): http://www.nasdaq.com/symbol/TUBE/competitors
Stock Consultant (nasdaq.com): http://www.nasdaq.com/symbol/TUBE/stock-consultant
Stock Comparison (nasdaq.com): http://www.nasdaq.com/symbol/TUBE/stock-comparison
Investopedia (investopedia.com): http://www.investopedia.com/markets/stocks/TUBE/?wa=0
Research Reports (otcmarkets.com): http://www.otcmarkets.com/stock/TUBE/research
Basic Tech. Analysis (yahoo.com): http://finance.yahoo.com/q/ta?s=TUBE+Basic+Tech.+Analysis
Barchart (barchart.com): http://www.barchart.com/quotes/stocks/TUBE
## FUNDAMENTALS ##
Call Transcripts (nasdaq.com): http://www.nasdaq.com/symbol/TUBE/call-transcripts
Annual Report (companyspotlight.com): http://www.companyspotlight.com/library/companies/keyword/TUBE
Income Statement (nasdaq.com): http://www.nasdaq.com/symbol/TUBE/financials?query=income-statement
Revenue/EPS (nasdaq.com): http://www.nasdaq.com/symbol/TUBE/revenue-eps
SEC Filings (nasdaq.com): http://www.nasdaq.com/symbol/TUBE/sec-filings
Latest filings (otcmarkets.com): http://www.otcmarkets.com/stock/TUBE/filings
Latest financials (otcmarkets.com): http://www.otcmarkets.com/stock/TUBE/financials
Short Interest (nasdaq.com): http://www.nasdaq.com/symbol/TUBE/short-interest
Dividend History (nasdaq.com): http://www.nasdaq.com/symbol/TUBE/dividend-history
RegSho (regsho.com): http://www.regsho.com/tools/symbol_stats.php?sym=TUBE&search=search
OTC Short Report (otcshortreport.com): http://otcshortreport.com/index.php?index=TUBE
Short Sales (otcmarkets.com): http://www.otcmarkets.com/stock/TUBE/short-sales
Key Statistics (yahoo.com): http://finance.yahoo.com/q/ks?s=TUBE+Key+Statistics
Insider Roster (yahoo.com): http://finance.yahoo.com/q/ir?s=TUBE+Insider+Roster
Income Statement (yahoo.com): http://finance.yahoo.com/q/is?s=TUBE
Balance Sheet (yahoo.com): http://finance.yahoo.com/q/bs?s=TUBE
Cash Flow (yahoo.com): http://finance.yahoo.com/q/cf?s=TUBE+Cash+Flow&annual
## HOLDINGS ##
Major holdings (cnbc.com): http://data.cnbc.com/quotes/TUBE/tab/8.1
Insider transactions (yahoo.com): http://finance.yahoo.com/q/it?s=TUBE+Insider+Transactions
Insider transactions (secform4.com): http://www.secform4.com/insider-trading/TUBE.htm
Insider transactions (insidercrow.com): http://www.insidercow.com/history/company.jsp?company=TUBE
Ownership Summary (nasdaq.com): http://www.nasdaq.com/symbol/TUBE/ownership-summary
Institutional Holdings (nasdaq.com): http://www.nasdaq.com/symbol/TUBE/institutional-holdings
Insiders (SEC Form 4) (nasdaq.com): http://www.nasdaq.com/symbol/TUBE/insider-trades
Insider Disclosure (otcmarkets.com): http://www.otcmarkets.com/stock/TUBE/insider-transactions
## SOCIAL MEDIA AND OTHER VARIOUS SOURCES ##
PST (pennystocktweets.com): http://www.pennystocktweets.com/stocks/profile/TUBE
Market Watch (marketwatch.com): http://www.marketwatch.com/investing/stock/TUBE
Bloomberg (bloomberg.com): http://www.bloomberg.com/quote/TUBE:US
Morningstar (morningstar.com): http://quotes.morningstar.com/stock/s?t=TUBE
Bussinessweek (businessweek.com): http://investing.businessweek.com/research/stocks/snapshot/snapshot_article.asp?ticker=TUBE
$TUBE DD Notes ~ http://www.ddnotesmaker.com/TUBE
Got in this on a dip at $15.26. Although yesterdays bearish engulfing candle may have not been ideal, the fact that this keeps putting in new highs is impressive. The Q shows growing revs, so far I'm very happy with this.
BTW this is my first ever Nasdaq stock I think I chose well. Going to add this to the "My Stocks" area of my profile.
* * $TUBE Video Chart 11-14-14 * *
Link to Video - click here to watch the technical chart video
TUBE
TubeMogul reports Q3 EPS (6c), consensus (27c)
Reports Q3 revenue $27.4M, consensus $21.77M. :theflyonthewall.com
High above $14.50...I like potential here...
http://stockcharts.com/h-sc/ui?s=tube
Can you clarify your post or maybe I'm missing something. You said you got in around 12 bucks and it's up 40%. I was thinking about getting in I noticed it pulled back below 12 bucks. How high did it get above 12 bucks?
I must be only ihubber long in this TUBE...feeling like more upside, ceo is visionary.
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