Attached files

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EX-2.1 - ASSET PURCHASE AGREEMENT - ISC8 INC. /DEd406473dex21.htm
EX-99.2 - PRESS RELEASE OF THE COMPANY DATED SEPTEMBER 5, 2012 - ISC8 INC. /DEd406473dex992.htm
EX-99.1 - PRESS RELEASE - ISC8 INC. /DEd406473dex991.htm
8-K - FORM 8-K - ISC8 INC. /DEd406473d8k.htm
EX-10.1 - FORM OF FORBEARANCE, LIMITED WAIVER AND CONSENT UNDER LOAN AND SECURITY - ISC8 INC. /DEd406473dex101.htm
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Bivio Asset Purchase
ISC8 Inc. Proprietary Information
©2012 ISC8, Inc. All Rights Reserved
9/5/2012
1
Exhibit 99.3
Bill Joll
Bill Joll
President & CEO
President & CEO
August 2012
August 2012
OTCBB: ISCI
OTCBB: ISCI


2
2
Summary of Deal Benefits
Adds to ISC8’s cyber security technology
Accelerates cyber security business time-to-market
Extends ISC8 into the mobile security market
Significant business synergy
Gains international presence
EBITDA positive within 12 months
Accretive on EV/S basis


3
Deal Terms
$10.5m Total
$3.5m Initial Payout
Cash -
$500k
Equity -
up to 30 million shares of ISC8 common stock
$7m Earn-out
Combination of cash and equity for meeting certain revenue
targets within 24 months
Cash component is a maximum of $2.5m and is earned non-
linearly, i.e, cash payments increase as revenue approaches
the top of the target range
Remainder of payment in ISC8 common stock
3


4
Detailed Review of Deal Benefits
Proven technology that accelerates ISC8’s development schedule
Scalable Big Data Security Database advances ISC8’s network security roadmap
Provides ISC8 with traction in the mobile security market
Backed by 9 enterprise and service provide customers in UK, Middle East, and Asia Pacific
Financially significant -
increases high margin revenue visibility
Enhances company gross margin (adds 70% GM sales)
Accelerates
high
value
Cyber
Security
revenue
approx.
$6+mm
trailing
24months
Expects to generate positive EBITDA in 2013
Large Sales pipeline of 50+ accounts globally
Operational leverage with a worldwide infrastructure
Worldwide sales and support presence (UK, Asia, Italy, Middle East, US)
Adds over 19 hard to find cyber engineers, sales and support
Accretive on an EBITDA and EV/Sales basis
4


5
Government Agencies
Service Providers
Integration Partners
Enterprises
Worldwide Target Customer & Partner Landscape
5


6
6
Overview of Acquired Solutions


7
7
ISC8 Is Acquiring Two Product Lines
NetFalcon
Big Data capture and analytics solution for network traffic
Provides real time cyber forensics
Can be deployed in scale
99.9% reduction in data storage capacity vs. storing
recorded traffic
Complete visibility into application and user level information
NCCS (Network Content Control System)
A solution for mobile security and traffic enforcement
Further expands the ISC8 security product offering and
addressable markets
Enables carriers to deliver content control services such as
Parental Control and “Safe Internet”


8
NetFalcon Provides Real-time Analytics and
Forensics Using Mass Metadata Extraction
Protocol
Twitter
Application
Twitter
UserID
UserID
UserID
Password
Password
Passwor
Followin
Members
Member
Application
Application
Posts
Attributes
Friends
HTTP
Facebook
Protocol
Protocol
MSN
Messenger
Alice_bad
hav0c
crime
Bob, Charlie
Chat size
2345 bytes
100s of protocols with 1000s of metadata attributes for network activity
enable real-time analytics
8
Chatroom


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9
NetFalcon Has An Extensive Range of
Cyber Security Applications
Incident response
Insider/outsider threat detection and analysis
Event attribution
Legal Intercept (LEA) /Government intelligence
NetFalcon provides security teams with unmatched
visibility into network activity over very large time and
network scales


10
10
Integration With ISC8 Technologies


Advanced Persistent Threats (APTs, a.k.a. Targeted Cyber Attacks) are a
cyber warfare weapon designed to exfiltrate or modify valuable data
within a “secure”
network
Professionally built by well-funded malicious entities to get around
current information security defenses
Targeted, highly successful, and long term
Governments, militaries, and corporations are at risk
Attack lifecycle to meet these goals:
The Problem: APTs
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Intrusion
Establish
Presence &
Backdoor
Obtain User
Credentials
Persistence
Exploration
Pivoting
Data
Extraction
Maintain
Persistence
Stays operational over long periods of time
Designed to remain undetectable


12
12
ISC8 Identifies APTs by Analyzing Months of Data
Threat Complexity
Network history required for
detection/ protection
APTs
Viruses
Months
Instant
Data Source
DDoS
Botnets
APT Solutions
IPS
IDS
Firewall/ UTM


13
13
Scale (throughput speeds +
historical log)
Big
Small
Machine Activity
Network Activity
Data Source
Big Machine
Data Tools
Weeks / Months @ 100Gbs
= Big Network Data
Packet capture limited to 10GBs 
traffic over hours / days
SIEM
NetFalcon allows for Instantaneous analysis
of Big Network Data


14
14
NetFalcon + ISC8 APT: a Unique Solution for APT
Detection
Threat Complexity
Network history required
for detection/ protection
APTs
Viruses
Months
Big
Small
Synthetic Data Handling
Cyber Security
Data Source
DDoS
Botnets
SIEM
Machine Activity
Network Activity
Big Machine
Data Tools
Weeks / Months @ 100Gbs
= Big Network Data
Packet capture limited to 10GBs 
traffic over hours / days
IPS
IDS
Firewall/ UTM
APT Solutions
Scale (throughput
speeds + historical log)
Instant


15
15
Summary of Deal Benefits
Adds to ISC8’s cyber security technology
Accelerates cyber security business time-to-market
Extends ISC8 into the mobile security market
Significant business synergy
Gains international presence
EBITDA positive within 12 months
Accretive on EV/S basis


16
Thank You
Bill Joll
Bill Joll
President & CEO
President & CEO
August 2012
August 2012
OTCBB: ISCI
OTCBB: ISCI