TECHNOLOGY, MEDIA, & TELECOM QUARTERLY SOFTWARE SECTOR REVIEW │ 3Q 2017

www.harriswilliams.com

Investment banking services are provided by Harris Williams LLC, a registered broker-dealer and member of FINRA and SIPC, and Harris Williams & Co. Ltd, which is a private limited company incorporated under English law with its registered office at 5th Floor, 6 St. Andrew Street, London EC4A 3AE, UK, registered with the Registrar of Companies for England and Wales (registration number 7078852). Harris Williams & Co. Ltd is authorized and regulated by the Financial Conduct Authority. Harris Williams & Co. is a trade name under which Harris Williams LLC and Harris Williams & Co. Ltd conduct business. TECHNOLOGY, MEDIA, & TELECOM QUARTERLY SOFTWARE SECTOR REVIEW │ 3Q 2017

HARRIS WILLIAMS & CO. OVERVIEW

HARRIS WILLIAMS & CO. (“HW&CO.”) GLOBAL ADVISORY PLATFORM CONTENTS . DEAL SPOTLIGHT . M&A TRANSACTIONS – 3Q 2017 KEY FACTS . SOFTWARE M&A ACTIVITY . 25+ year history with over 130 . SOFTWARE SECTOR OVERVIEWS closed transactions in the last 24 . SOFTWARE PRIVATE PLACEMENTS months . SOFTWARE PUBLIC COMPARABLES . TECHNOLOGY IPOS . Approximately 260 professionals across eight offices in the U.S. and . DEBT MARKETS Europe . APPENDIX: PUBLIC COMPARABLES DETAIL

. Strategic relationships in India and China TMT CONTACTS UNITED STATES . 10 industry groups HW&Co. Office Network Office Jeff Bistrong Managing Director [email protected] Sam Hendler HW&CO. TECHNOLOGY, MEDIA & TELECOM (“TMT”) GROUP FOCUS AREAS Managing Director [email protected] SOFTWARE / SAAS INTERNET & DIGITAL MEDIA Mike Wilkins . Enterprise Software . Infrastructure and . Consumer Internet . eCommerce and Retail Managing Director Security Software [email protected] . Data and Analytics . Digital Media and . Mobile IT and Tech-Enabled . Data Center and . Content . Online Marketing EUROPE Services Managed Services Thierry Monjauze Managing Director [email protected] TMT VERTICAL FOCUS AREAS TO SUBSCRIBE PLEASE EMAIL: . Education Technology . Fintech . Human Capital . Professional Services *[email protected] . Engineered Solutions . Healthcare IT Management . Supply Chain and Logistics Software . Member Management and Technology Non-Profit

SELECT RECENT HW&CO. TMT TRANSACTIONS

has received has received an has received a majority has received a majority has acquired has been acquired by has been acquired by has been acquired by has been acquired by has been acquired by has acquired a growth has been acquired by investment from Investment from investment from investment from

Undisclosed Strategic Buyer

PAGE | 1 TECHNOLOGY, MEDIA, & TELECOM QUARTERLY SOFTWARE SECTOR REVIEW │ 3Q 2017

CASE STUDY: RECEIPT BANK LTD. HW&Co.’s TMT Group advised Receipt Bank Ltd. (“Receipt Bank”) on its investment from Insight Venture Partners (“Insight”).

DATE CLOSED: . Receipt Bank is a leading provider of small business-focused bookkeeping and accounting software that enables automatic 7/26/2017 receipt and invoice information processing, cutting down on time lost due to manual bookkeeping practices. RELEVANT SECTORS: . Receipt Bank’s solutions are used by more than 3,600 accounting has received an bookkeeping partners, from the Big 4 accountants to small firms, investment from and the company has been revolutionizing the bookkeeping  SaaS process by using award-winning AI and automation since 2010.

. Insight’s $50 million strategic growth investment will support  FinTech continued product development and accelerate global expansion efforts.  Data & Analytics

SECTOR TAILWINDS

. As automation technologies and artificial intelligence continue to disrupt the traditional bookkeeping process, Receipt Bank is well- positioned as a pivotal provider bringing the accounting function out of the back office.

HW&CO. DEAL CONTACTS

Thierry Monjauze Jonathan Organ Sylvain Noblet Managing Director Director Vice President [email protected] [email protected] [email protected] Office: +44 (20) 7518 - 8901 Office: +44 (20) 7518 - 8909 Office: +44 (20) 7518 - 8917

PAGE | 2 TECHNOLOGY, MEDIA, & TELECOM QUARTERLY SOFTWARE SECTOR REVIEW │ 3Q 2017

SELECT SOFTWARE M&A TRANSACTIONS – 3Q 2017

Pending Schneider Electric’s pending merger with AVEVA . AVEVA provides engineering, design, and information management software to a broad mix of process industries including manufacturing, energy & power, and marine. . The company’s products allow customers to manage production schedules, improve cost efficiency, ensure quality, and Ent. Value: $2,455M EV / Revenue: 9.2x maximize the output of their asset delivery processes. Revenue: $266M EV / EBITDA: 35.8x . The combined company is expected to benefit from increased geographic scale and significant revenue and cost synergies arising from an enhanced product portfolio and expanded sales and distribution channels.

October 23, 2017 Nasdaq’s pending acquisition of eVestment Alliance . eVestment provides a suite of cloud-based solutions that help the institutional investing community identify global investment trends, select and monitor investment managers, and enable asset managers to better market their funds worldwide. . The company’s proprietary database provides screening, analytics, and insight tools delivered through a diverse set of Ent. Value: $705M EV / Revenue: 9.8x specialized applications to financial advisors, banks, consultants, and asset managers. Revenue: $72M EV / EBITDA: NA . Post-acquisition, eVestment will strengthen Nasdaq’s Global Information Services business by broadening its reach to buy-side investors and diversifying its existing exchange services.

September 26, 2017 RealPage’s acquisition of On-Site Manager . On-Site provides an online leasing platform for property managers and renters that assimilates leads from any source and converts them into signed leases for both the multi-family and single-family housing segments. . The company’s platform encompasses screening and document management as well as prospect and resident portals and Ent. Value: $250M EV / Revenue: 5.0x online leasing, payment processing, and eSignature lease execution solutions. Revenue: $50M EV / EBITDA: 27.8x . The acquisition adds approximately 700,000 new units to the RealPage platform, presenting significant cross-sell opportunity, and offers the potential for significant operating synergies given the scale and overlap of the combined organization.

September 18, 2017 Thoma Bravo’s acquisition of Frontline Education . Frontline Education provides administrative and HR software solutions to more than 12,000 K-12 educational institutions and millions of educators. . The company’s products include digital record-keeping, credential tracking, onboarding, strategic insights, and analytics to Ent. Value: $1,140M EV / Revenue: NA help drive the decision-making process. Revenue: NA EV / EBITDA: NA . Post-acquisition, Thoma Bravo’s capital and executive resources will further support the company’s growth both organically and inorganically through strategic acquisitions.

August 17, 2017 TCV’s majority investment in EtQ . EtQ provides compliance and quality management software solutions that adapt to a broad set of industries and company sizes. . As regulations become more complex, the company’s solutions provide insights into operational risks and give management teams the tools required to minimize risk and drive operational efficiencies. Ent. Value: $130M EV / Revenue: NA Revenue: NA EV / EBITDA: NA . TCV will be the company’s first and will leverage its experience with leading software companies to accelerate and maximize EtQ’s growth potential.

PAGE | 3 TECHNOLOGY, MEDIA, & TELECOM QUARTERLY SOFTWARE SECTOR REVIEW │ 3Q 2017

SOFTWARE ACQUISITION ACTIVITY – STRATEGIC ACQUIRERS

MOST ACTIVE STRATEGIC ACQUIRERS OF SOFTWARE ASSETS BY VOLUME1

(# of Transactions) . The 10 most active strategic software acquirers registered 41 acquisitions through the first three 2017 YTD quarters of 2017. 10 2016 . Google remained the most active 15 acquirer in 3Q 2017 with five 2015 9 acquisitions in the quarter and 10 4 2014 12 year-to-date. The recent acquisitions 9 2013 14 of Bitium and Upthere highlight 5 Google’s commitment to 4 7 strengthening its position relative to 18 8 2 13 2 2 Amazon and Microsoft within the 28 10 3 6 3 2 3 9 4 cloud services market. 3 8 4 6 4 9 4 1 1 10 6 3 4 9 9 9 1 9 9 5 5 8 5 7

GLOBAL STRATEGIC ACQUIRER SOFTWARE M&A ACTIVITY BY VOLUME1

(# of Transactions) . Global strategic software M&A registered 384 acquisitions in 3Q 2017, representing a 17% increase over 2Q 2017 and the most active quarter since 1Q 2016. . As “digital disruption” continues to impact all facets of the economy, both large technology incumbents and non-traditional industry 454 437 434 402 406 consolidators (i.e., Siemens, 371 384 340 341 358 351 348 Schneider, GE, Honeywell, etc.) 327 324 309 328 continue to view software M&A as an attractive means to driving innovation and recurring revenue growth. 4Q '13 1Q '14 2Q '14 3Q '14 4Q '14 1Q '15 2Q '15 3Q '15 4Q '15 1Q '16 2Q '16 3Q '16 4Q '16 1Q '17 2Q '17 3Q '17

Note: Includes control investments only. PAGE | 4 TECHNOLOGY, MEDIA, & TELECOM QUARTERLY SOFTWARE SECTOR REVIEW │ 3Q 2017

SOFTWARE ACQUISITION ACTIVITY – PRIVATE EQUITY

MOST ACTIVE PRIVATE EQUITY BUYERS OF NEW SOFTWARE PLATFORMS BY VOLUME1

(# of Platform Transactions) . The 10 most active software investors completed 39 new platform investments in 2017 YTD. 2017 YTD Among this group, the top software 9 investors are on track to surpass the 2016 number of transactions closed in 2015 2016. 12 2014 . Vista Equity remains the most active 5 2013 software investor in 2017, with 6 7 notable deals including The Advisory 6 3 2 4 7 4 Board’s Education segment ($1.6 5 5 3 1 8 1 1 1 billion), DH Corp. ($3.4 billion), and 9 5 7 3 5 1 Xactly ($546 million). 7 7 4 3 4 6 2 5 3 6 7 5 3 4 3 4 5 4 3 1 2 3 2 1 3

GLOBAL NEW PLATFORM PRIVATE EQUITY SOFTWARE M&A ACTIVITY BY VOLUME1

(# of Platform Transactions) . Globally, private equity registered 80 new software platform investments in 3Q 2017, a slight decrease from the prior quarter, but still among the most active quarters since 2013. . Private equity investment across the software sector continues to exhibit strong momentum driven by record 91 82 80 levels of private equity dry powder 73 73 and favorable debt market 61 54 56 48 50 conditions. 45 43 47 44 47 32

4Q '13 1Q '14 2Q '14 3Q '14 4Q '14 1Q '15 2Q '15 3Q '15 4Q '15 1Q '16 2Q '16 3Q '16 4Q '16 1Q '17 2Q '17 3Q '17

Note: Includes control new platform investments only. Excludes add-on acquisitions. PAGE | 5 TECHNOLOGY, MEDIA, & TELECOM QUARTERLY SOFTWARE SECTOR REVIEW │ 3Q 2017

APPLICATION SOFTWARE – M&A MARKET SUMMARY

APPLICATION SOFTWARE M&A VOLUME1 (GLOBAL) MEDIAN M&A REVENUE MULTIPLES1 (REPORTED)

. Application Software M&A 2.7x registered 337 transactions in 2.7x 2.5x 337 2.5x 2.5x 3Q 2017, representing a 13% 2.5x 2.5x 2.4x 319 320 316 314 2.3x 2.4x 307 2.3x 2.3x 2.3x year-over-year increase and 298 2.3x 289 291 288 the most active quarter in the 282 281 271 272 2.1x last four years. 252 251

227 . Median reported Application 1.6x Software transaction multiples 1.4x continued an upward trend, reaching 2.7x revenue.

3Q '13 4Q '13 1Q '14 2Q '14 3Q '14 4Q '14 1Q '15 2Q '15 3Q '15 4Q '15 1Q '16 2Q '16 3Q '16 4Q '16 1Q '17 2Q '17 3Q '17

NOTABLE APPLICATION SOFTWARE M&A TRANSACTIONS1,5

DATE ENTERPRISE REVENUE . Vertical-specific software CLOSED ACQUIRER TARGET DESCRIPTION VALUE (MM) MULTIPLE companies remain highly Application Software Pending Schneider Electric AVEVA Business management software for the engineering and construction industries. $2,455 9.2x sought-after as evidenced by the pending merger of Pending Partners Group Civica Group Ltd. Specialist software, digital solutions, and outsourcing services. $1,370 3.9x Schneider Electric and AVEVA Pending Leonard Green & Partners CPA Global Ltd. Intellectual property management software for corporations and law firms. $3,103 NA (AEC), Apax’s pending Pending Apax Partners ECi Software Solutions, Inc. Industry-specific business operations and integrated supply chain software. NA NA acquisition of ECi Software Pending Dassault Systèmes SA Exa Corp. Simulation software and related services for vehicle manufacturers. $349 4.8x (manufacturing), Berkshire’s 09/28/17 Berkshire Partners Accela, Inc. Regulatory management software for government agencies. NA NA acquisition of Accela (public 09/26/17 RealPage, Inc. On-Site.com End-to-end real estate leasing platform. $250 5.0x sector), Genstar’s acquisition 09/18/17 Thoma Bravo Frontline Education Workforce management platform for educators and administrators. $1,140 NA of PDI (retail petroleum), and 09/14/17 Berkshire Partners Curriculum Associates LLC K-12 educational assessment and instructional platform. NA NA RealPage’s acquisition of On- 09/08/17 Riverside Partners Calero Software Communication lifecycle management software. $100HW&CO. CONFIDENTIAL2.3x Site (real estate). 08/30/17 Körber AG HighJump Software, Inc. Supply chain execution and warehouse management software. $750 3.8x 08/24/17 Genstar PDI Enterprise software for the convenience retail and wholesale petroleum markets. NA NA

08/08/17 Intermediate Capital Group proALPHA Business Solutions GmbH ERP software for manufacturing and trading companies. $472 4.5x

07/10/17 Thoma Bravo Lexmark Intl. (Enterprise Software Assets) Portfolio of advanced digital transformation software technologies. $1,500 NA

MEDIAN $945 4.5x

PAGE | 6 TECHNOLOGY, MEDIA, & TELECOM QUARTERLY SOFTWARE SECTOR REVIEW │ 3Q 2017

SAAS – M&A MARKET SUMMARY

SAAS M&A VOLUME1 (GLOBAL) MEDIAN M&A REVENUE MULTIPLES1 (REPORTED)

5.7x . SaaS M&A registered 55 5.6x 5.6x 5.4x transactions in 3Q 2017, a 28% 70 5.3x increase over 2Q 2017, and an 68 65 4.9x 4.8x 4.8x 4.7x 4.6x 4.6x uptick from the prior two 60 4.4x 4.4x 4.4x quarters. 55 55 4.2x 54 53 54 52 51 52 3.9x 48 . Median reported SaaS 47 3.5x 45 46 transaction multiples remained 43 consistent with the prior three quarters at 4.8x revenue.

3Q '13 4Q '13 1Q '14 2Q '14 3Q '14 4Q '14 1Q '15 2Q '15 3Q '15 4Q '15 1Q '16 2Q '16 3Q '16 4Q '16 1Q '17 2Q '17 3Q '17

NOTABLE SAAS M&A TRANSACTIONS1,5

DATE ENTERPRISE REVENUE . SaaS M&A activity remains CLOSED ACQUIRER TARGET DESCRIPTION VALUE (MM) MULTIPLE robust as both strategic and SaaS Pending Envestnet, Inc. FolioDynamix Cloud-based wealth management platform. $195 NA private equity buyers continue to invest across the sector. Pending SAP SE Gigya, Inc. Cloud-based customer identity and access management platform. $350 NA Pending CVC Capital Partners VelocityEHS SaaS-based environmental, health, and safety regulation compliance software. $328 NA . Notable 3Q 2017 SaaS Pending Industrial & Financial Systems AB Workwave LLC SaaS-based software for the field service and last mile delivery and logistics markets. NA NA transactions include Pending Navicure, Inc. ZirMed, Inc. Cloud-based financial and clinical performance management software. $750 NA Envestnet’s pending 10/03/17 Lithium Technologies, Inc. Jive Software SaaS-based communication and collaboration software. $462 2.3x acquisition of FolioDynamix, 10/02/17 Ellie Mae, Inc. Velocify, Inc. Cloud-based sales acceleration platform for boosting sales team productivity. $128 NA SAP’s pending acquisition of 09/04/17 Turn/River Management Huddle Cloud-based collaboration software. $79 6.0x

Gigya, Navicure’s pending 08/17/17 TCV EtQ Web-based enterprise software for compliance management. $130 NA

acquisition of Zirmed, and 08/15/17 The Descartes Systems Group, Inc. Macropoint LLC SaaS-based global freight visibility platform. $107 8.6x

Vista Equity’s take private of 07/31/17 Vista Equity Partners Xactly Corp. Cloud-based enterprise-wide incentive management software. $473 4.9x

Xactly. 07/18/17 PayPal Holdings, Inc. TIO Networks Corp. Cloud-based multi-channel bill payment processing and receivables management software. $237 3.2x

07/01/17 2U GetSmarter Online certification courses and eLearning solutions. $123 7.2x

06/30/17 Castik Capital Partners Wolters Kluwer Transport Services On-demand transport management software for connecting transport communities. $87 2.1x

MEDIAN $195 4.9x

PAGE | 7 TECHNOLOGY, MEDIA, & TELECOM QUARTERLY SOFTWARE SECTOR REVIEW │ 3Q 2017

DATA AND ANALYTICS – M&A MARKET SUMMARY

DATA AND ANALYTICS M&A VOLUME1 (GLOBAL) MEDIAN M&A REVENUE MULTIPLES1 (REPORTED)

. Data and Analytics M&A 112 107 volume continued its upward 105 105 106 102 99 100 3.3x momentum, with 107 97 3.1x 3.1x transactions registered in 3Q 89 87 2.8x 2.8x 2017, representing the sixth 82 2.7x 2.6x 76 2.6x consecutive growth quarter. 74 2.5x 2.5x 72 2.4x 67 In 3Q 2017, median reported 64 . 2.0x 1.9x sector transaction multiples 1.9x 1.9x increased to 3.1x revenue, largely driven by heightened 1.4x interest from large technology 1.3x incumbents.

3Q '13 4Q '13 1Q '14 2Q '14 3Q '14 4Q '14 1Q '15 2Q '15 3Q '15 4Q '15 1Q '16 2Q '16 3Q '16 4Q '16 1Q '17 2Q '17 3Q '17

NOTABLE DATA AND ANALYTICS M&A TRANSACTIONS1

DATE ENTERPRISE REVENUE . Data and Analytics continues CLOSED ACQUIRER TARGET DESCRIPTION VALUE (MM) MULTIPLE to represent a key focus area Data and Analytics Pending Verint Systems eg solutions Plc Back office workforce optimization software. $30 2.2x for strategic acquirers, particularly among established Pending E.I. du Pont de Nemours Granular, Inc. Farm management and analytics software. $300 NA providers looking to Pending Oracle Corp. Moat, Inc. Cloud-based actionable marketing analytics software. $850 NA supplement growth through Pending Next Investors LLC Sapience Analytics Enterprise workforce analytics and efficiency software. NA NA acquisitions. Pending Verisk Analytics, Inc. Sequel Business Solutions Ltd. Complex commercial and specialty software and analysis tools. $321 9.6x Pending Accesso Technology The Experience Engine, Inc. Consumer engagement platform driven by real-time information. $81 6.4x . Recent examples include 10/23/17 Nasdaq, Inc. eVestment Alliance LLC Cloud-based institutional investment data intelligence and analytics platform. $705 9.8x Verint’s pending acquisition of 10/06/17 CGI Nordic Investments Ltd. Affecto Oyj Enterprise information management and business intelligence software. $123 0.9x

eg solutions, Oracle’s pending 09/26/17 IHS Markit Ltd. automotiveMastermind, Inc. Predicitve analytics and marketing automation software for the auto industry. $503 15.8x

acquisition of Moat, Verisk’s 09/18/17 Nasdaq, Inc. Sybenetix Ltd. Enterprise behavioral analytics software for surveillance purposes. NA NA

pending acquisition of Sequel, 08/22/17 Vestar Capital Partners Quest Analytics Health plan provider network management software. NA NA

Nasdaq’s acquisitions of 08/14/17 Great Hill Partners Zoom Information, Inc. B2B database platform to help companies optimize sales and marketing effectiveness. $240 6.0x

eVestment Alliance and 07/12/17 Hansen Technologies Enoro Customer information and meter data management software for energy markets. $76 1.7x

Sybenetix, and IHS Markit’s 07/10/17 Vela Trading Technologies LLC OptionsCity Software, Inc. Futures and options trading and analytics systems. NA NA acquisition of Automotive Mastermind. MEDIAN $270 6.2x

PAGE | 8 TECHNOLOGY, MEDIA, & TELECOM QUARTERLY SOFTWARE SECTOR REVIEW │ 3Q 2017

INFRASTRUCTURE SOFTWARE – M&A MARKET SUMMARY

INFRASTRUCTURE SOFTWARE M&A VOLUME1 (GLOBAL) MEDIAN M&A REVENUE MULTIPLES1 (REPORTED)

. Infrastructure Software M&A 3.3x 3.2x registered 77 transactions in 3.0x 3.1x 77 3.0x 3Q 2017, representing a 28% 75 2.9x 2.9x 2.7x 2.7x increase over 3Q 2016 levels. 2.6x 2.6x 2.6x 2.5x 2.4x 63 62 2.4x 2.4x . 3Q 2017 median reported 60 57 Infrastructure Software 56 55 56 53 52 transaction multiples increased 50 48 47 to 3.0x revenue, a valuation 45 44 level slightly above historical 36 averages. 1.2x

3Q '13 4Q '13 1Q '14 2Q '14 3Q '14 4Q '14 1Q '15 2Q '15 3Q '15 4Q '15 1Q '16 2Q '16 3Q '16 4Q '16 1Q '17 2Q '17 3Q '17

NOTABLE INFRASTRUCTURE SOFTWARE M&A TRANSACTIONS1

DATE ENTERPRISE REVENUE . Both established software CLOSED ACQUIRER TARGET DESCRIPTION VALUE (MM) MULTIPLE vendors including Google, Infrastructure Software Pending HGGC IDERA Systems and application management software. $1,125 NA Cisco, Open Text, and Symantec, as well as private Pending Apax Partners ThoughtWorks, Inc. Software development and digital transformation solutions. NA NA equity investors, remain keen 10/03/17 OMRON Corp. Microscan Systems, Inc. Code scanning and decoding technology for critical automatic identification / verification. $160 2.8x on high quality infrastructure 09/26/17 Google Bitium, Inc. Cloud-based identity management platform. NA NA software assets. 09/25/17 Mitel Networks Corp. ShoreTel, Inc. Business communication systems, including unified communications, voice, and SMS. $530 1.5x 09/22/17 Cisco Systems, Inc. Springpath, Inc. Hyperconvergence software designed for enterprise storage and data management. $320 NA . One year after announcing 09/21/17 Francisco Partners Sandvine Corp. Network policy control services for cable, fixed wireless, and mobile operators. $442 3.9x the deal, Micro Focus and 09/14/17 Open Text Corp. Guidance Software, Inc. Forensic-security software that enables increased visibility across endpoints and networks. $240 2.2x

HPE’s software division 09/01/17 Micro Focus International Plc HPE (Software Division) Diversified enterprise software, including application lifecycle management and analytics. $6,268 NA

completed their merger. The 08/17/17 Centerbridge Partners Syncsort / Vision Solutions Big data, high availability, and disaster recovery solutions for IBM Power and other systems. $1,260 NA

combined entity now 08/01/17 Cisco Systems, Inc. Viptela, Inc. Cloud-based WAN virtualization software. $610 6.1x

represents the world’s seventh 07/31/17 Symantec Corp. Skycure Ltd. Mobile security software to defend against malware and other network-based threats. $250 NA

largest pure-play software 07/30/17 Symantec Corp. Fireglass Ltd. Cyber security solutions for web and email with no endpoint agent. $250 NA

company, with revenue in 07/26/17 Open Text Corp. Covisint Corp. Cloud-based building identity and IoT application development. $67 1.0x excess of $4.4 billion. MEDIAN $381 2.5x

PAGE | 9 TECHNOLOGY, MEDIA, & TELECOM QUARTERLY SOFTWARE SECTOR REVIEW │ 3Q 2017

PRIVATE PLACEMENT ACTIVITY BY SOFTWARE SECTOR

PRIVATE PLACEMENTS BY SOFTWARE SUB-SECTOR AND NEW CAPITAL RAISED1,4

. There were 853 private 1,200 $24,000 placement financings in 3Q 1,100 1013 997 1033 2017, which represents a 1,000 940 952 960 $20,000 912 896 14% increase over 2Q 2017. 869 900 853 829 756 817 785 797 . Total reported capital 800 751 $16,000 invested in 3Q 2017 was $10.1 billion, which is down 700 compared to the prior 600 $12,000

quarter due to a higher mix Volume 500 of smaller early stage rounds $ in Millions vs. larger late stage rounds. 400 $8,000 300

200 $4,000

100

0 $0 4Q-13 1Q-14 2Q-14 3Q-14 4Q-14 1Q-15 2Q-15 3Q-15 4Q-15 1Q-16 2Q-16 3Q-16 4Q-16 1Q-17 2Q-17 3Q-17 Application Software SaaS Data & Analytics Infrastructure Software Total New Capital (Reported)

PRIVATE PLACEMENT CAPITAL RAISED BY ROUND1,4 (AS PERCENTAGE OF TOTAL REPORTED PRIVATE PLACEMENT CAPITAL)

. In 3Q 2017, early stage rounds (Series B and earlier) 15% represented 44% of total 21% 20% 18% 25% 28% 31% 30% 33% 30% private capital raised, an 37% 36% 39% increase from 24% in 2Q 50% 46% 49% 2017. 55% 22% 26% 17% 14% 39% 34% 16% . Notable early stage rounds 15% 19% 20% 28% include Insight Venture 29% 17% Partners’ $50 million Series B 19% 26% 26% 33% 32% 19% investment in Receipt Bank 33% 11% 20% 27% 22% 32% and Georgian Partners, 26% 26% 17% 29% Accomplice, and Oak 25% 21% 29% 24% 21% Investment Partners’ $45 24% 28% 12% 19% 17% 22% 22% million Series B investment in 14% 16% 17% 16% 11% 12% 11% 14% 4% 2% 4% 7% 8% FreshBooks. 5% 6% 2% 4% 4% 2% 4% 2% 2% 1% 2% 2% 1% 1% 3Q-13 4Q-13 1Q-14 2Q-14 3Q-14 4Q-14 1Q-15 2Q-15 3Q-15 4Q-15 1Q-16 2Q-16 3Q-16 4Q-16 1Q-17 2Q-17 3Q-17 Seed Series A Series B Series C Series D / or later

PAGE | 10 TECHNOLOGY, MEDIA, & TELECOM QUARTERLY SOFTWARE SECTOR REVIEW │ 3Q 2017

SELECT RECENT SOFTWARE PRIVATE PLACEMENTS1,4

ROUND TOTAL DATE COMPANY SECTOR ROUND SIZE RAISED INVESTORS (CURRENT ROUND) DESCRIPTION ($MM) ($MM)

Sumeru Equity; Bpifrance; Daher Capital; HSBC Innov ation Prov ider of cloud treasury and financial management 09/27/17 SaaS Growth $45 $158 Inv estments; Iris Capital software.

Prov ider of freight forwarding and supply chain v isibility 09/21/17 SaaS C $110 $202 DST Global software.

09/20/17 Infrastructure A $29 NA Volition Capital; Eight Road Ventures Prov ider of security analytics software.

Prov ider of team communication and collaboration 09/18/17 SaaS G $250 $790 SoftBank Group; Accel software.

Prov ider of cloud-based financial supply chain 09/15/17 SaaS Growth $50 NA Susquehanna Growth Equity management software.

Prov ider of cloud-based quote-to-cash automation 09/13/17 SaaS E $55 $329 Premji Inv est; ICONIQ; K1 Capital; Salesforce Ventures software solutions.

Prov ider of cloud-based learning and performance 09/06/17 SaaS Growth $59 NA Silv ersmith Capital management software.

Andreessen Horowitz; A.Capital Ventures; Battery Ventures; Data & Prov ider of a unified analytics platform designed to 08/22/17 D $140 $247 Geodesic Capital; Green Bay Ventures; New Enterprise Analytics simplify big data. Associates; The Future Fund

Data & Prov ider of well data software solutions to the oil and 08/15/17 Growth NA NA Silv er Lake; TriWest Capital Partners; HarbourVest Partners Analytics gas industry.

Prov ider of SaaS solutions for accountants and 07/26/17 SaaS B $50 $60 Insight Venture Partners bookkeepers.

Prov ider of an accounting software platform for small 07/18/17 SaaS B $45 $75 Georgian Partners; Accomplice; Oak Inv estment Partners businesses.

New Enterprise Associates; Canv as Ventures; Lerer Hippeau Prov ider of logistics intelligence software and a 07/12/17 SaaS C $42 $79 Ventures truckload marketplace platform.

Note: Financial information presented above represents reported capital raised only. PAGE | 11 TECHNOLOGY, MEDIA, & TELECOM QUARTERLY SOFTWARE SECTOR REVIEW │ 3Q 2017

PUBLIC SOFTWARE VALUATION MULTIPLES BY SECTOR1

STOCK PERFORMANCE (1- & 3-YEAR) REVENUE MULTIPLE COMPARISON 3Q 2016 VS. 3Q 2017

2.7% SCM & Logistics 3Q 2016 3Q 2017 29.5%

30.4% 9.0x 8.8x Large-Cap SaaS 78.0% 7.4x 7.5x 7.6x 6.7% HCM 6.7x 39.0% 6.3x 6.1x 6.1x 5.4x 5.4x 5.4x 31.0% 5.3x 5.1x 5.3x 5.3x 5.2x 5.1x Marketing 4.7x 4.6x 4.6x 4.8x 45.0% 4.4x 4.2x 4.2x 4.1x 4.2x 3.8x 3.8x 3.5x 29.6% 3.5x 3.4x Financial 86.8%

32.6% 1.6x PLM & Engineering 1.2x 63.3%

31.1% Small-Cap SaaS 47.6%

12.2% Data & Analytics 7.3% 23.2% EdTech / Non-Profit 113.9% EBITDA MULTIPLE COMPARISON 3Q 2016 VS. 3Q 2017 Bellwethers 21.1% 58.1% 61.6x 13.8% 3Q 2016 3Q 2017 IT Security 56.6x 57.4x 46.2% 56.4x 54.2x 22.0% Enterprise 47.0x 57.0% 45.6x

15.7% HCIT 17.9% 34.1x 35.1x 35.4x 30.4x 19.0% IT Operations Mgmt. 23.9x 49.8% 21.0x 22.2x 21.9x 22.4x 19.4x 18.2x 17.8x 18.6x 17.1x 17.1x 16.2x 17.3x 15.7x 17.8x 17.2x Communication 8.2% 15.9x 15.6x 14.0x 14.6x 14.5x 2.9% 13.4x 12.1x 16.2% Data Storage 20.9%

36.6% Energy 69.9%

1 Yr Index Change 3 Yr Index Change

PAGE | 12 TECHNOLOGY, MEDIA, & TELECOM QUARTERLY SOFTWARE SECTOR REVIEW │ 3Q 2017

KEY METRICS BY SECTOR – COMPARABLE PUBLIC SOFTWARE COMPANIES1

COMPARABLE COMPANY SET MEDIANS CORRELATION WITH EV / REVENUE MULTIPLE

EV / LTM REVENUE MULTIPLE NTM REVENUE GROWTH NTM EBITDA GROWTH LTM EBITDA MARGIN NTM REVENUE GROWTH NTM EBITDA GROWTH LTM EBITDA MARGIN

SCM & Logistics 9.0x 18% 64% 23% 75% 68% 28%

Large-Cap SaaS 8.8x 27% 104% 16% 44% - 27%

HCM 6.7x 23% 92% 20% 82% 21% -

Marke ting 6.3x 23% 173% 9% 73% - 81%

Financial 6.1x 11% 16% 35% 62% - 73%

PLM & Engineering 6.1x 13% 30% 26% 46% - 70%

Small-Cap SaaS 5.4x 26% 111% 11% 47% - -

Data & Analytics 5.4x 12% 48% 16% 78% 36% 54%

EdTech / Non-Profit 5.4x 15% 30% ` 25% 79% 47% 35%

Bellwethers 5.3x 5% 27% 31% 85% 47% 25%

IT Security 5.2x 20% 65% 19% 22% - 66%

Enterprise 5.1x 16% 24% 31% 68% 67% 48%

HCIT 4.2x 22% 56% 16% 8% 53% 30%

IT Operations Mgmt. 4.2x 12% 48% 29% 33% 52% -

Communication 3.5x 20% 145% 17% - - 32%

Data Storage 3.4x 15% 115% 10% 26% 15% 34%

Energy 1.6x 9% 9% 12% - - 100%

PAGE | 13 TECHNOLOGY, MEDIA, & TELECOM QUARTERLY SOFTWARE SECTOR REVIEW │ 3Q 2017

SUMMARY OF TECHNOLOGY IPOS

RECENT U.S. TECHNOLOGY IPO ACTIVITY (BY OFFERING SIZE) 1

$0 - 50M $50 - 100M $100 - 250M $250M + . Technology companies’ share of U.S. IPOs has fallen to a seven-year low with just 12 18 IPOs completed year-to-date. . Record valuation levels in the private 15 markets, particularly for high quality software assets, have presented a compelling alternative to the IPO market as 11 11 shareholders seek liquidity. 9 8 7 6 5 5 4 3 2 1 0

1Q-14 2Q-14 3Q-14 4Q-14 1Q-15 2Q-15 3Q-15 4Q-15 1Q-16 2Q-16 3Q-16 4Q-16 1Q-17 2Q-17 3Q-17

2014 Total: 47 2015 Total: 31 2016 Total: 15 2017 YTD Total: 12

OFFERING SIZE AT IPO (LTM) 1 MARKET CAP AT IPO (LTM) 1 REVENUE GROWTH (1YR PRIOR TO IPO) 1

(All tech IPOs over the last 12 months) (All tech IPOs over the last 12 months) (All tech IPOs over the last 12 months)

$0 - 50M $50 - 100M $100 - 250M $250M + $0-50M $50-500M $500M-$1B $1B+ < 25% 25 - 75% > 75%

13% 25% 25% 6% 29% 29% 38%

56% 33% 46%

PAGE | 14 TECHNOLOGY, MEDIA, & TELECOM QUARTERLY SOFTWARE SECTOR REVIEW │ 3Q 2017

KEY PERFORMANCE METRICS FOR RECENT SOFTWARE IPOS1

250.0%

150.0% 115.3% 85.7% 84.3% 86.6% 70.3% 17.7% 57.2% 49.3% 59.4% Growth 43.2% 33.4% 20.5% 31.5% 50.0% 9.1% 2.9%

% % Revenue (50.0%)

(150.0%)

150.0% 137.2% 127.4% 125.0% 120.2% 100.7% 100.0% 73.1% 75.0% 65.9% 45.5% 50.0% 39.9% 22.3% 25.0% 15.4% 18.5% 10.8% 9.5% 1.1% 0.0% (1.4%) (25.0%)

(50.0%)

(75.0%) Stock Stock Performance (Offer to Current) (100.0%)

(125.0%)

(150.0%) Circle Size Denotes Revenue ($)

IPO DATE 7/28/16 9/15/16 9/22/16 9/29/16 10/5/16 10/27/16 12/15/16 3/9/17 3/16/17 3/24/17 4/6/17 4/27/17 5/25/17 6/7/17 10/5/17

OFFER PRICE $18.0 $12.0 $16.0 $16.0 $18.0 $17.0 $11.0 $14.0 $17.0 $14.0 $17.0 $15.0 $12.0 $11.0 $17.0

MARKET CAP AT OFFER ($M) $503.5 $323.1 $596.6 $1,958.5 $866.0 $838.6 $330.3 $1,240.6 $2,141.9 $662.5 $1,542.9 $1,921.0 $704.3 $100.2 $2,951.6

OFFERING SIZE ($M) $94.5 $90.0 $96.0 $237.9 $133.2 $146.2 $287.2 $233.3 $221.0 $126.0 $187.0 $225.0 $75.0 $30.8 $531.3

OFFER TO CURRENT 127.4% 120.2% 15.4% 39.9% 73.1% 100.7% (1.4%) 1.1% 18.5% 45.5% 65.9% 10.8% 137.2% 22.3% 9.5%

PAGE | 15 TECHNOLOGY, MEDIA, & TELECOM QUARTERLY SOFTWARE SECTOR REVIEW │ 3Q 2017

DEBT MARKET OVERVIEW

MIDDLE MARKET LBO LOAN MULTIPLES2,3 MIDDLE MARKET LBO VOLUME BY QUARTER2,3

Defined as Issuers with EBITDA of $50 Million or Less Defined as Issuers with EBITDA of $50 Million or Less . Median middle market LBO loan FLD/EBITDA SLD/EBITDA Other Sr Debt/EBITDA Sub Debt/EBITDA Institutional Pro Rata multiples through 3Q $2.7B 2017 increased slightly to 5.5x leverage, 5.6x 5.5x reaching close to 2007 5.3x 5.3x 5.3x highs. 4.7x 4.7x 4.8x $2.0B 4.5x 4.5x $1.8B $1.9B 4.3x 4.2x 4.3x $1.8B . Middle market LBO 4.0x 3.8x 3.8x loan volume $1.6B$1.5B 3.4x increased to $2.7 3.3x $1.2B billion in 3Q 2017, $1.2B $1.1B representing a three $0.9B $0.9B year high. $0.7B

$0.4B

2000 2001 2002 2003 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016 3Q'17 2Q'14 3Q'14 4Q'14 1Q'15 2Q'15 3Q'15 4Q'15 1Q'16 2Q'16 3Q'16 4Q'16 1Q'17 2Q'17 3Q'17

LBO LOAN VOLUME BY INDUSTRY2,3 MEDIAN LBO DEBT PERCENTAGES4

Percentage of Total Purchase Price . Technology 2017 YTD New Issue LBO Loans companies were the Healthcare second largest 30.4% recipients of middle market LBO loans Technology 19.0% 60% 58% through 3Q 2017, 57% 56% representing 19.0% of 54% 55% 54% 55% Retail 50% new issuance. 13.1% 50% . Median LBO debt percentages Home Furnishings 9.2% increased to 55% of total purchase price Services & Leasing 9.0% through 3Q 2017.

Restaurants 5.4%

Other 13.9% 2008 2009 2010 2011 2012 2013 2014 2015 2016 3Q'17

PAGE | 16 TECHNOLOGY, MEDIA, & TELECOM QUARTERLY SOFTWARE SECTOR REVIEW │ 3Q 2017

DEEP TMT EXPERIENCE ACROSS SOFTWARE VERTICALS

eCommerce and Retail Education Technology Engineered Solutions Enterprise Software

FinTech Healthcare IT Human Capital Management Infrastructure Software

Internet and Digital Media IT Services Legal Technology Membership Mgmt. and Non-Profit Software

Online Marketing and Data Analytics Security Software Supply Chain and Logistics Technology

Please click here if you would like to contact HW&Co. in order to discuss any particular sector.

PAGE | 17 TECHNOLOGY, MEDIA, & TELECOM QUARTERLY SOFTWARE SECTOR REVIEW │ 3Q 2017

SELECT HW&CO. TMT TRANSACTIONS

majority investment growth Investment majority investment majority investment acquired acquired by acquired by investment from acquired by acquired by acquired by acquired by acquired acquired by acquired by from from from from

Undisclosed Undisclosed Strategic Buyer Buyer

B2C

recapitalized by acquired by acquired acquired by acquired by acquired by acquired by acquired by acquired by recapitalized by acquired by acquired by acquired by acquired by acquired by

acquired a majority majority investment minority investment acquired by acquired by acquired by acquired by acquired by acquired by investment from recapitalized by acquired by acquired by merged with acquired by stake in from from

a portfolio company of strategic investment significant equity growth equity acquired by merged with acquired by acquired by acquired by acquired by acquired by acquired by acquired by acquired by acquired by from investment from investment from

recapitalized by management

acquired by

significant equity acquired by acquired by acquired by acquired by acquired by acquired by acquired by majority recapitalized by acquired by acquired by acquired by acquired by investment from recapitalization by and

significant equity minority investment minority investment acquired acquired by acquired by acquired by acquired by acquired by acquired by acquired by acquired by acquired by acquired by acquired by investment from from from

GFI Energy Group a division of

acquired by acquired by strategic investment acquired by acquired by acquired by acquired by acquired by acquired by acquired by acquired by acquired by acquired by acquired by acquired by from and and

PAGE | 18 TECHNOLOGY, MEDIA, & TELECOM QUARTERLY SOFTWARE SECTOR REVIEW │ 3Q 2017

APPENDIX: SOFTWARE SECTOR PUBLIC COMPANY UNIVERSE1

Software Bellwethers Google Microsoft Oracle Cisco IBM SAP Adobe Salesforce HPE

Communication Software NICE Nuance Twilio BroadSoft Synchronoss MobileIron

Enterprise Software Oracle IBM SAP Adobe ADP Intuit Amadeus Constellation Sage OpenText

Human Capital Management (HCM) ADP Paychex Workday Ultimate Paycom Paylocity Cornerstone Benefitfocus

Marketing Software Adobe Salesforce HubSpot Criteo Callidus Bazaarv oice ChannelAdv isor

HORIZONTAL PLM & Engineering Software Dassault Autodesk Hexagon AB Synopsys Cadence Ansys Trimble PTC Nemetschek

Supply Chain & Logistics Software Manhattan Descartes Coupa Kinaxis SPS CommerceHub American Park City Amber Road

Energy Software AspenTech Itron PSI

APPLICATION SOFTWARE APPLICATION Financial Software Fiserv MSCI SS&C Jack Henry Square Oracle FSS Black Knight Env estnet Blackline Q2 Holdings

Healthcare IT (HCIT) Cerner Veev a athenahealth Medidata Allscripts HMS Ev olent Health Inov alon Quality Systems Model N VERTICAL EdTech / Non-Profit Software Constellation Tyler Tech Blackbaud 2U NIC Instructure K12 Cambium

Large-Cap SaaS (≥ $2Bn Mkt Cap) Salesforce Serv iceNow Check Point Workday Veev a Guidewire LogMeIn Ultimate athenahealth Medidata

Large-Cap SaaS (cont'd) Paycom Proofpoint Atlassian RealPage HubSpot Xero ZenDesk RingCentral Cornerstone Alarm.Com

Large-Cap SaaS (cont'd) Ebix Box SAAS Small-Cap SaaS (≤ $2Bn Mkt Cap) Qualys Q2 Holdings Callidus Coupa Mimecast CyberArk Fiv e9 Yext Hortonworks MINDBODY

Small-Cap SaaS (cont'd) Benefitfocus SPS Instructure Rapid7 Workiv a AppFolio Model N Apptio Castlight Health Amber Road

Data & Analytics Verisk Splunk Tableau Pegasystems Teradata Verint MicroStrategy Talend Inov alon PROS Holdings

IT Operations Management Serv iceNow Red Hat CA Micro Focus Arista Citrix VMware F5 Networks Software AG NetScout

IT Operations Management (cont'd) New Relic Progress Radware Apptio

Data Storage NetApp Iron Mountain CommVault Nutanix Box Pure Storage Barracuda Carbonite

SOFTWARE IT Security Cisco Symantec Check Point Palo Alto VeriSign Trend Micro Fortinet Gemalto Proofpoint FireEye INFRASTRUCTURE INFRASTRUCTURE IT Security (cont'd) Qualys Mimecast CyberArk Varonis Rapid7 Cheetah Mobile SecureWorks

PAGE | 19 TECHNOLOGY, MEDIA, & TELECOM QUARTERLY SOFTWARE SECTOR REVIEW │ 3Q 2017

APPENDIX: SOFTWARE SECTOR PUBLIC COMPANY METRICS1

Enterprise Market % of 52 1-Year Stock 3-Year Stock Revenue Growth LTM EBITDA Enterprise Value / Price / Company Ticker Value ($mm) Cap ($mm) Week High Performance Performance LTM NTM Margin LTM Rev. 2017E Rev. 2018E Rev. LTM EBITDA Earnings

SOFTWARE BELLWETHERS Software Bellwethers Alphabet Inc. GOOGL $594,257 $622,016 96.5% 21.1% 68.0% 22.1% 1.4% 32.1% 6.0x 6.7x 5.7x 18.7x 32.2x Microsoft Corporation MSFT 539,132 576,783 98.1% 29.3% 62.3% 5.5% 19.2% 37.2% 6.0x 5.4x 5.0x 16.2x 27.2x Communication Oracle Corporation ORCL 193,932 203,708 91.0% 23.1% 26.9% 3.0% 4.7% 42.0% 5.1x 5.0x 4.8x 12.1x 21.0x

Cisco Systems, Inc. CSCO 133,023 166,365 97.2% 6.0% 34.4% (2.5%) 0.8% 31.3% 2.8x 2.8x 2.7x 8.8x 17.3x Enterprise IBM Corporation IBM 169,820 136,520 79.4% (8.7%) (22.5%) (2.3%) (0.7%) 19.1% 2.2x 2.2x 2.2x 11.3x 11.9x SAP SE SAP 134,278 135,440 99.1% 20.0% 53.9% 7.8% 14.7% 26.7% 5.3x 4.8x 4.5x 19.8x 35.8x HCM Adobe Systems Incorporated ADBE 71,170 73,554 94.5% 37.4% 120.9% 23.9% 22.9% 33.2% 10.4x 9.7x 8.1x 31.3x 46.2x salesforce.com, inc. CRM 66,820 67,143 95.1% 31.0% 64.7% 25.6% 25.2% 8.0% 7.1x 6.5x 5.4x 89.4x NM Marketing Hewlett Packard Enterprise Co. HPE 30,767 24,106 59.1% 11.3% NA (30.1%) (17.1%) 17.5% 0.9x 0.9x 1.1x 4.9x 75.8x Median $134,278 $136,520 95.1% 21.1% 58.1% 5.5% 4.7% 31.3% 5.3x 5.0x 4.8x 16.2x 29.7x PLM & Engineering COMMUNICATION SOFTWARE NICE Systems Ltd. NICE-IL $5,026 $4,868 96.0% 19.3% 95.1% 27.5% 21.0% 21.8% 4.3x 3.7x 3.5x 19.7x 48.6x SCM & Logistics Nuance Communications, Inc. NUAN 6,257 4,577 78.9% 8.4% 2.9% 1.7% 2.2% 21.4% 3.2x 3.2x 3.1x 14.8x NM Twilio, Inc. TWLO 2,423 1,955 42.9% (53.6%) NA 53.4% 31.7% NM 7.2x 6.5x 5.2x NM NM Energy BroadSoft, Inc. BSFT 1,387 1,585 96.5% 8.1% 140.0% 13.1% 18.2% 8.3% 3.9x 3.6x 3.2x 46.9x NM

Synchronoss Technologies, Inc. SNCR 530 507 18.7% (77.3%) (79.0%) (17.6%) 65.0% 11.9% 1.1x 0.7x 0.7x 9.4x NM Financial MobileIron, Inc. MOBL 255 360 54.6% 34.5% (64.6%) 8.9% 13.3% NM 1.5x 1.4x 1.3x NM NM Median $1,905 $1,770 66.7% 8.2% 2.9% 11.0% 19.6% 16.6% 3.5x 3.4x 3.1x 17.2x 48.6x HCIT ENTERPRISE SOFTWARE EdTech / Oracle Corporation ORCL $193,932 $203,708 91.0% 23.1% 26.9% 3.0% 4.7% 42.0% 5.1x 5.0x 4.8x 12.1x 21.0x Non-Profit

IBM Corporation IBM 169,820 136,520 79.4% (8.7%) (22.5%) (2.3%) (0.7%) 19.1% 2.2x 2.2x 2.2x 11.3x 11.9x Large-Cap SAP SE SAP 134,278 135,440 99.1% 20.0% 53.9% 7.8% 14.7% 26.7% 5.3x 4.8x 4.5x 19.8x 35.8x SaaS Adobe Systems Incorporated ADBE 71,170 73,554 94.5% 37.4% 120.9% 23.9% 22.9% 33.2% 10.4x 9.7x 8.1x 31.3x 46.2x Small-Cap Automatic Data Processing, Inc. ADP 48,446 48,580 89.8% 23.9% 53.1% 6.1% 7.1% 22.1% 3.9x 3.8x 3.6x 17.7x 28.0x SaaS Intuit Inc. INTU 36,810 36,441 96.9% 29.2% 65.8% 10.3% 11.6% 31.5% 7.1x 6.8x 6.2x 22.6x 37.5x Data & Amadeus IT Group AMS-ES 30,656 28,325 98.5% 30.1% 78.0% 17.7% 17.9% 38.2% 6.0x 5.3x 5.0x 15.7x 28.8x Analytics Constellation Software Inc. CSU-CA 11,465 11,821 95.3% 21.0% 113.9% 14.0% 18.0% 25.8% 5.1x 4.7x 4.2x 19.6x 52.6x

Sage Group plc SGE-GB 10,581 10,179 95.9% (2.2%) 60.0% (2.9%) 16.7% 29.7% 4.9x 4.5x 4.1x 16.4x 33.2x IT Operations Open Text Corporation OTEX 10,362 8,575 91.7% (0.4%) 17.5% 25.6% 18.2% 33.3% 4.5x 4.2x 3.8x 13.6x 8.4x Median $42,628 $42,510 94.9% 22.0% 57.0% 9.0% 15.7% 30.6% 5.1x 4.8x 4.3x 17.1x 31.0x Data Storage

IT Security

PAGE | 20 TECHNOLOGY, MEDIA, & TELECOM QUARTERLY SOFTWARE SECTOR REVIEW │ 3Q 2017

APPENDIX: SOFTWARE SECTOR PUBLIC COMPANY METRICS (CONT’D) 1

Enterprise Market % of 52 1-Year Stock 3-Year Stock Revenue Growth LTM EBITDA Enterprise Value / Price / Company Ticker Value ($mm) Cap ($mm) Week High Performance Performance LTM NTM Margin LTM Rev. 2017E Rev. 2018E Rev. LTM EBITDA Earnings

HUMAN CAPITAL MANAGEMENT SOFTWARE Software Bellwethers Automatic Data Processing, Inc. ADP $48,446 $48,580 89.8% 23.9% 53.1% 6.1% 7.1% 22.1% 3.9x 3.8x 3.6x 17.7x 28.0x Paychex, Inc. PAYX 21,418 21,397 95.1% 3.6% 37.9% 6.8% 7.2% 43.4% 6.8x 6.6x 6.3x 15.7x 26.2x Communication Workday, Inc. WDAY 20,269 13,979 94.6% 14.9% 30.9% 36.9% 32.8% NM 11.0x 9.9x 7.8x NM NM

Ultimate Software Group, Inc. ULTI 5,705 5,666 81.2% (7.2%) 40.1% 23.0% 25.0% 7.6% 6.6x 6.1x 5.1x 87.8x 147.3x Enterprise Paycom Software, Inc. PAYC 4,375 4,449 97.7% 49.5% 365.6% 34.6% 33.7% 20.2% 11.4x 10.1x 8.1x 56.4x 81.5x Paylocity Holding Corp. PCTY 2,536 2,574 98.3% 9.8% 146.8% 30.0% 30.0% 9.4% 8.5x 7.6x 6.2x 89.5x NM HCM Cornerstone Ondemand, Inc. CSOD 2,245 2,348 87.0% (11.6%) 23.5% 14.3% 20.7% NM 5.0x 4.7x 4.0x NM NM Benefitfocus, Inc. BNFT 1,098 1,029 79.2% (15.7%) 28.7% 16.8% 14.4% NM 4.4x 4.3x 3.7x NM NM Marketing Median $5,040 $5,057 92.2% 6.7% 39.0% 19.9% 22.8% 20.2% 6.7x 6.3x 5.6x 56.4x 54.8x

PLM & MARKETING SOFTWARE Engineering Adobe Systems Incorporated ADBE $71,170 $73,554 94.5% 37.4% 120.9% 23.9% 22.9% 33.2% 10.4x 9.7x 8.1x 31.3x 46.2x salesforce.com, inc. CRM 66,820 67,143 95.1% 31.0% 64.7% 25.6% 25.2% 8.0% 7.1x 6.5x 5.4x 89.4x NM SCM & Logistics HubSpot, Inc. HUBS 2,878 3,108 99.9% 45.9% NA 41.6% 37.7% NM 9.0x 7.8x 6.2x NM NM Criteo SA CRTO 2,542 2,820 74.1% 18.2% 25.3% 32.5% (46.5%) 9.2% 1.2x 2.7x 2.2x 13.5x 39.7x Energy Callidus Software Inc. CALD 1,432 1,694 90.1% 34.3% 107.5% 20.1% 23.7% NM 6.3x 5.8x 4.9x NM NM Bazaarv oice, Inc. BV 362 428 80.7% (16.2%) (31.7%) 2.8% 2.7% 2.8% 1.7x 1.8x 1.7x 62.8x NM Financial Channeladv isor Corporation ECOM 247 309 72.6% (11.1%) (28.7%) 10.1% 13.6% NM 2.1x 2.0x 1.8x NM NM Median $2,542 $2,820 90.1% 31.0% 45.0% 23.9% 22.9% 8.6% 6.3x 5.8x 4.9x 47.0x 42.9x HCIT

PLM & ENGINEERING SOFTWARE EdTech / Dassault Systemes SA DSY-FR $24,025 $26,452 94.3% 16.6% 56.4% 7.0% 17.6% 29.2% 6.9x 6.2x 5.8x 23.8x 52.2x Non-Profit Autodesk, Inc. ADSK 24,518 24,751 93.8% 55.2% 101.7% (14.7%) 22.2% NM 12.6x 12.0x 9.8x NM NM Large-Cap Hexagon AB HEXA.B-SE 20,365 17,076 96.2% 13.1% 57.1% 5.1% 16.6% 31.5% 5.7x 5.1x 4.8x 18.0x 28.1x SaaS Synopsys, Inc. SNPS 11,590 12,223 98.7% 35.7% 103.8% 12.0% 4.9% 23.9% 4.3x 4.3x 4.1x 18.1x 37.1x Small-Cap Cadence Design Systems, Inc. CDNS 11,018 11,163 99.9% 54.6% 132.9% 5.4% 7.7% 22.6% 5.9x 5.7x 5.4x 26.1x 46.4x SaaS ANSYS, Inc. ANSS 9,801 10,514 92.5% 32.5% 63.3% 7.5% 8.6% 44.8% 9.5x 9.2x 8.6x 21.1x 38.6x Data & Trimble Inc. TRMB 10,217 10,065 97.4% 37.4% 31.6% 5.7% 13.0% 17.5% 4.2x 4.0x 3.6x 23.9x 56.8x Analytics PTC Inc. PTC 6,939 6,552 93.5% 27.0% 54.8% (1.6%) 6.4% 10.3% 6.1x 5.9x 5.5x 58.6x NM Nemetschek SE NEM-DE 3,133 3,231 98.7% 32.6% 228.4% 16.5% 30.3% 27.7% 7.8x 6.6x 5.8x 28.0x 58.8x IT Operations Median $11,018 $11,163 96.2% 32.6% 63.3% 5.7% 13.0% 25.8% 6.1x 5.9x 5.5x 23.9x 46.4x

Data Storage

IT Security

PAGE | 21 TECHNOLOGY, MEDIA, & TELECOM QUARTERLY SOFTWARE SECTOR REVIEW │ 3Q 2017

APPENDIX: SOFTWARE SECTOR PUBLIC COMPANY METRICS (CONT’D) 1

Enterprise Market % of 52 1-Year Stock 3-Year Stock Revenue Growth LTM EBITDA Enterprise Value / Price / Company Ticker Value ($mm) Cap ($mm) Week High Performance Performance LTM NTM Margin LTM Rev. 2017E Rev. 2018E Rev. LTM EBITDA Earnings

SUPPLY CHAIN AND LOGISTICS SOFTWARE Software Bellwethers Manhattan Associates, Inc. MANH $2,799 $2,956 69.7% (27.9%) 27.9% 1.5% 3.4% 33.8% 4.7x 4.7x 4.5x 13.8x 24.1x Descartes Systems Group Inc. DSG-CA 2,041 2,118 93.0% 26.7% 99.8% 11.0% 14.7% 33.5% 9.4x 9.0x 8.0x 28.2x 81.2x Communication Coupa Software, Inc. COUP 1,435 1,670 74.9% NA NA 45.4% 30.3% NM 9.0x 8.2x 6.6x NM NM

Kinaxis, Inc. KXS-CA 1,413 1,494 86.3% 15.9% 306.1% 25.3% 20.6% 16.5% 11.0x 10.6x 8.8x 66.8x 112.5x Enterprise SPS Commerce, Inc. SPSC 827 985 76.0% (22.7%) 9.9% 17.6% 17.6% 11.1% 4.0x 3.8x 3.3x 36.1x 108.1x CommerceHub, Inc. CHUBA-US 1,014 949 92.0% 42.8% NA 20.0% 19.3% 28.3% 9.6x 9.0x 7.8x 34.1x 83.5x HCM American Software, Inc. AMSWA 256 312 93.9% 2.3% 29.5% (6.0%) 5.2% 15.2% 2.4x 2.4x 2.3x 16.0x 19.9x Park City Group, Inc. PCYG 237 235 71.5% 3.0% 35.8% 35.2% 41.8% 23.2% 12.5x 10.8x 8.2x 54.1x 62.2x Marketing Amber Road, Inc. AMBR 223 209 62.4% (20.4%) (52.2%) 9.5% 14.6% NM 2.9x 2.8x 2.5x NM NM Median $1,014 $985 76.0% 2.7% 29.5% 17.6% 17.6% 23.2% 9.0x 8.2x 6.6x 34.1x 81.2x PLM & Engineering ENERGY SOFTWARE Aspen Technology, Inc. AZPN $4,873 $4,667 96.8% 34.2% 69.9% 2.2% 3.6% 45.2% 10.1x 10.0x 9.6x 22.3x 28.8x SCM & Logistics Itron, Inc. ITRI 3,264 2,979 99.7% 38.9% 99.9% 0.4% 9.2% 11.2% 1.6x 1.6x 1.5x 14.6x 94.0x PSI Aktiengesellschaft PSAN-DE 282 321 97.0% 36.6% 38.1% (1.1%) 17.2% 12.2% 1.4x 1.3x 1.2x 11.8x 31.9x Energy Median $3,264 $2,979 97.0% 36.6% 69.9% 0.4% 9.2% 12.2% 1.6x 1.6x 1.5x 14.6x 31.9x Financial FINANCIAL SOFTWARE

Fiserv , Inc. FISV $32,336 $27,291 99.5% 29.6% 100.5% 4.0% 6.9% 33.9% 5.8x 5.6x 5.3x 17.1x 30.4x HCIT MSCI Inc. MSCI 12,047 10,621 98.6% 39.3% 151.1% 7.9% 12.3% 50.7% 10.1x 9.5x 8.8x 19.8x 36.9x SS&C Technologies Holdings, Inc. SSNC 10,690 8,303 99.1% 24.9% 86.8% 25.3% 9.4% 36.5% 6.7x 6.4x 6.0x 18.3x 42.6x EdTech / Non-Profit Jack Henry & Associates, Inc. JKHY 7,979 7,953 93.7% 20.2% 85.5% 5.6% 7.3% 35.2% 5.6x 5.5x 5.1x 15.8x 32.4x Square, Inc. SQ 10,250 7,419 99.3% 147.1% NA 24.9% (39.8%) 1.2% 5.4x 10.9x 8.4x NM NM Large-Cap Oracle Financial Serv ices Software Ltd. 532466-IN 4,281 4,741 90.1% 14.7% (1.9%) 5.7% 14.5% 40.9% 6.4x 6.0x 5.4x 15.6x 26.0x SaaS

Black Knight Financial Serv ices, Inc. BKFS 9,116 2,891 95.1% 5.3% NA 106.2% (42.3%) 26.7% 4.6x 8.4x 7.7x 17.1x 36.4x Small-Cap Env estnet, Inc. ENV 2,468 2,268 98.1% 39.9% 21.5% 27.2% 18.6% 9.6% 3.9x 3.7x 3.2x 40.9x NM SaaS BlackLine, Inc. BL 1,662 1,800 84.7% NA NA 45.9% 41.2% NM 11.2x 9.7x 7.5x NM NM Data & Q2 Holdings, Inc. QTWO 1,629 1,749 99.6% 45.3% 189.6% 34.7% 34.5% NM 9.4x 8.4x 6.7x NM NM Analytics Median $8,548 $6,080 98.3% 29.6% 86.8% 25.1% 10.8% 34.6% 6.1x 7.4x 6.3x 17.1x 34.4x IT Operations

Data Storage

IT Security

PAGE | 22 TECHNOLOGY, MEDIA, & TELECOM QUARTERLY SOFTWARE SECTOR REVIEW │ 3Q 2017

APPENDIX: SOFTWARE SECTOR PUBLIC COMPANY METRICS (CONT’D) 1

Enterprise Market % of 52 1-Year Stock 3-Year Stock Revenue Growth LTM EBITDA Enterprise Value / Price / Company Ticker Value ($mm) Cap ($mm) Week High Performance Performance LTM NTM Margin LTM Rev. 2017E Rev. 2018E Rev. LTM EBITDA Earnings

HEALTHCARE IT Software Bellwethers Cerner Corporation CERN $24,005 $23,914 98.7% 15.5% 22.2% 7.2% 10.7% 30.6% 4.8x 4.6x 4.3x 15.7x 35.6x Veev a Systems Inc VEEV 7,950 6,523 82.9% 36.7% 105.7% 30.7% 23.1% 24.7% 12.9x 12.0x 10.0x 52.0x 55.7x Communication athenahealth, Inc. ATHN 5,245 4,942 78.4% (1.4%) (2.5%) 13.8% 17.2% 17.0% 4.6x 4.3x 3.8x 26.7x 153.3x

Medidata Solutions, Inc. MDSO 4,574 4,604 90.9% 40.0% 77.4% 20.9% 23.5% 15.1% 9.0x 8.3x 7.0x 59.7x 128.0x Enterprise Allscripts Healthcare Solutions, Inc. MDRX 4,286 2,566 98.5% 8.0% 5.6% 15.7% 23.9% 15.5% 2.6x 2.4x 2.0x 16.7x NM HMS Holdings Corp. HMSY 1,893 1,674 89.1% (10.4%) 8.0% 0.6% 24.4% 21.7% 3.8x 3.4x 3.0x 17.7x 51.6x HCM Ev olent Health Inc. EVH 1,080 1,360 64.7% (27.7%) NA 87.9% 45.6% NM 3.0x 2.5x 1.9x NM NM Inov alon Holdings, Inc. INOV 2,159 1,066 95.8% 15.9% NA (7.2%) 14.6% 15.0% 5.1x 4.8x 4.4x 34.2x 61.5x Marketing Quality Systems, Inc. QSII 1,001 992 88.7% 39.0% 13.6% 5.2% 3.0% 15.0% 1.9x 1.9x 1.9x 12.9x 43.6x Model N, Inc. MODN 438 432 99.3% 34.6% 56.9% 19.5% 19.9% NM 3.5x 3.2x 2.8x NM NM PLM & Median $3,223 $2,120 90.0% 15.7% 17.9% 14.8% 21.5% 16.3% 4.2x 3.8x 3.4x 22.2x 55.7x Engineering

EDTECH / NON-PROFIT SOFTWARE SCM & Logistics Constellation Software Inc. CSU-CA $11,465 $11,821 95.3% 21.0% 113.9% 14.0% 18.0% 25.8% 5.1x 4.7x 4.2x 19.6x 52.6x Tyler Technologies, Inc. TYL 6,754 6,547 95.5% 1.8% 101.0% 17.5% 14.9% 24.8% 8.5x 8.0x 7.2x 34.2x 47.5x Energy Blackbaud, Inc. BLKB 4,268 4,214 93.6% 32.3% 124.3% 9.8% 11.5% 17.5% 5.7x 5.4x 5.0x 32.3x 82.0x 2U, Inc. TWOU 2,533 2,911 99.9% 46.4% 269.7% 35.2% 51.9% NM 10.6x 8.9x 6.5x NM NM Financial NIC Inc. EGOV 1,001 1,128 66.2% (27.0%) 3.2% 7.1% 6.8% 25.9% 3.1x 3.0x 2.8x 11.8x 20.1x Instructure, Inc. INST 939 982 95.1% 30.7% NA 45.5% 40.8% NM 7.0x 6.1x 4.7x NM NM HCIT K12 Inc. LRN 486 729 84.2% 24.3% 12.3% 1.8% 4.1% 10.8% 0.5x 0.5x 0.5x 5.0x NM Cambium Learning Group, Inc. ABCD 396 300 96.5% 22.1% 322.3% 4.8% NA 29.0% 2.5x NM NM 8.8x 19.9x EdTech / Median $1,767 $2,019 95.2% 23.2% 113.9% 11.9% 14.9% 25.3% 5.4x 5.4x 4.7x 15.7x 47.5x Non-Profit

Large-Cap SaaS

Small-Cap SaaS

Data & Analytics

IT Operations

Data Storage

IT Security

PAGE | 23 TECHNOLOGY, MEDIA, & TELECOM QUARTERLY SOFTWARE SECTOR REVIEW │ 3Q 2017

APPENDIX: SOFTWARE SECTOR PUBLIC COMPANY METRICS (CONT’D) 1

Enterprise Market % of 52 1-Year Stock 3-Year Stock Revenue Growth LTM EBITDA Enterprise Value / Price / Company Ticker Value ($mm) Cap ($mm) Week High Performance Performance LTM NTM Margin LTM Rev. 2017E Rev. 2018E Rev. LTM EBITDA Earnings

LARGE-CAP SAAS (Market Cap > $2Bn) Software Bellwethers salesforce.com, inc. CRM $66,820 $67,143 95.1% 31.0% 64.7% 25.6% 25.2% 8.0% 7.1x 6.5x 5.4x 89.4x NM Serv iceNow, Inc. NOW 19,477 20,007 99.1% 48.5% 105.1% 36.7% 43.6% NM 11.9x 10.2x 7.8x NM NM Communication Check Point Software Technologies Ltd. CHKP 17,520 18,837 97.8% 46.9% 67.8% 7.1% 8.9% 49.5% 9.7x 9.4x 8.7x 19.6x 24.7x Workday, Inc. WDAY 20,269 13,979 94.6% 14.9% 30.9% 36.9% 32.8% NM 11.0x 9.9x 7.8x NM NM Enterprise Veev a Systems Inc VEEV 7,950 6,523 82.9% 36.7% 105.7% 30.7% 23.1% 24.7% 12.9x 12.0x 10.0x 52.0x 55.7x Guidewire Software, Inc. GWRE 5,292 5,868 95.6% 29.8% 78.7% 21.2% 23.7% 9.2% 10.3x 9.5x 8.0x 111.8x NM HCM LogMeIn, Inc. LOGM 5,627 5,798 88.8% 21.8% 142.3% 100.1% 82.5% 22.2% 9.1x 5.5x 4.8x 41.1x NM Ultimate Software Group, Inc. ULTI 5,705 5,666 81.2% (7.2%) 40.1% 23.0% 25.0% 7.6% 6.6x 6.1x 5.1x 87.8x 147.3x Marketing athenahealth, Inc. ATHN 5,245 4,942 78.4% (1.4%) (2.5%) 13.8% 17.2% 17.0% 4.6x 4.3x 3.8x 26.7x 153.3x Medidata Solutions, Inc. MDSO 4,574 4,604 90.9% 40.0% 77.4% 20.9% 23.5% 15.1% 9.0x 8.3x 7.0x 59.7x 128.0x PLM & Paycom Software, Inc. PAYC 4,375 4,449 97.7% 49.5% 365.6% 34.6% 33.7% 20.2% 11.4x 10.1x 8.1x 56.4x 81.5x Engineering Proofpoint, Inc. PFPT 3,776 3,916 89.9% 16.5% 142.3% 41.3% 38.5% NM 8.5x 7.5x 5.8x NM NM Atlassian Corp. Plc TEAM 7,261 3,345 89.6% 17.3% NA 35.6% 43.2% NM 11.7x 10.0x 7.7x NM NM SCM & Logistics RealPage, Inc. RP 3,233 3,323 91.4% 55.3% 157.3% 18.8% 21.7% 15.7% 5.3x 4.9x 4.2x 33.6x 127.9x HubSpot, Inc. HUBS 2,878 3,108 99.9% 45.9% NA 41.6% 37.7% NM 9.0x 7.8x 6.2x NM NM Energy Xero Limited XRO-NZ 2,988 3,091 99.2% 58.7% 33.8% 49.6% 69.2% NM 14.3x 10.7x 7.8x NM NM Zendesk, Inc. ZEN 2,656 2,969 92.8% (5.2%) 35.1% 39.3% 42.1% NM 7.3x 6.3x 4.8x NM NM Financial RingCentral, Inc. RNG 3,000 2,784 97.0% 76.5% 231.3% 27.8% 34.0% NM 6.9x 6.1x 4.9x NM NM Cornerstone Ondemand, Inc. CSOD 2,245 2,348 87.0% (11.6%) 23.5% 14.3% 20.7% NM 5.0x 4.7x 4.0x NM NM HCIT Alarm.com Holdings, Inc. ALRM 2,218 2,129 98.4% 56.5% NA 27.1% 23.2% 9.8% 7.4x 6.8x 5.8x 76.1x 110.0x Ebix, Inc. EBIX 2,336 2,060 99.8% 14.8% 372.8% 14.4% 20.3% 36.2% 7.3x 6.7x 5.9x 20.1x 20.9x EdTech / Box, Inc. BOX 2,487 2,020 92.4% 22.6% NA 29.6% 28.8% NM 5.5x 5.0x 4.1x NM NM Non-Profit Median $4,475 $4,182 93.7% 30.4% 78.0% 28.7% 27.0% 16.4% 8.8x 7.1x 5.8x 54.2x 110.0x Large-Cap SaaS

Small-Cap SaaS

Data & Analytics

IT Operations

Data Storage

IT Security

PAGE | 24 TECHNOLOGY, MEDIA, & TELECOM QUARTERLY SOFTWARE SECTOR REVIEW │ 3Q 2017

APPENDIX: SOFTWARE SECTOR PUBLIC COMPANY METRICS (CONT’D) 1

Enterprise Market % of 52 1-Year Stock 3-Year Stock Revenue Growth LTM EBITDA Enterprise Value / Price / Company Ticker Value ($mm) Cap ($mm) Week High Performance Performance LTM NTM Margin LTM Rev. 2017E Rev. 2018E Rev. LTM EBITDA Earnings

SMALL-CAP SAAS (Market Cap < $2Bn) Software Bellwethers Qualys, Inc. QLYS $1,769 $1,959 96.7% 35.6% 98.3% 16.5% 20.3% 24.8% 8.4x 7.8x 6.7x 33.8x 48.9x Q2 Holdings, Inc. QTWO 1,629 1,749 99.6% 45.3% 189.6% 34.7% 34.5% NM 9.4x 8.4x 6.7x NM NM Communication Callidus Software Inc. CALD 1,432 1,694 90.1% 34.3% 107.5% 20.1% 23.7% NM 6.3x 5.8x 4.9x NM NM Coupa Software, Inc. COUP 1,435 1,670 74.9% NA NA 45.4% 30.3% NM 9.0x 8.2x 6.6x NM NM Enterprise Mimecast Limited MIME 1,502 1,620 94.4% 48.6% NA 35.5% 36.0% 2.1% 7.4x 6.4x 5.2x NM NM CyberArk Software Ltd. CYBR 1,223 1,425 72.9% (17.3%) 38.4% 24.9% 23.8% 14.9% 5.2x 4.8x 4.0x 34.8x 50.7x HCM Fiv e9, Inc. FIVN 1,297 1,348 96.4% 52.4% 299.0% 23.9% 22.5% 0.5% 7.2x 6.7x 5.7x NM NM Yext, Inc. YEXT-US 1,069 1,216 87.9% NA NA 38.5% 66.2% NM 8.6x 6.4x 4.8x NM NM Marketing Hortonworks, Inc. HDP 1,019 1,132 95.8% 103.0% NA 41.6% 36.8% NM 4.7x 4.1x 3.2x NM NM MINDBODY, Inc. MB 907 1,127 86.9% 31.5% NA 33.2% 34.1% NM 5.7x 5.0x 4.0x NM NM PLM & Benefitfocus, Inc. BNFT 1,098 1,029 79.2% (15.7%) 28.7% 16.8% 14.4% NM 4.4x 4.3x 3.7x NM NM Engineering SPS Commerce, Inc. SPSC 827 985 76.0% (22.7%) 9.9% 17.6% 17.6% 11.1% 4.0x 3.8x 3.3x 36.1x 108.1x Instructure, Inc. INST 939 982 95.1% 30.7% NA 45.5% 40.8% NM 7.0x 6.1x 4.7x NM NM SCM & Logistics Rapid7 Inc. RPD 667 771 91.2% (0.3%) NA 33.7% 27.6% NM 3.7x 3.4x 2.8x NM NM Workiv a, Inc. WK 811 653 99.0% 15.0% NA 17.5% 18.2% NM 4.2x 3.9x 3.5x NM NM Energy AppFolio Inc APPF 1,643 644 99.1% 146.7% NA 37.8% 34.4% 10.0% 13.2x 11.8x 9.3x 132.1x NM Model N, Inc. MODN 438 432 99.3% 34.6% 56.9% 19.5% 19.9% NM 3.5x 3.2x 2.8x NM NM Financial Apptio, Inc. APTI 600 414 83.5% (14.9%) NA 22.0% 16.7% NM 3.4x 3.3x 2.9x NM NM Castlight Health, Inc. CSLT 471 338 78.2% 3.4% (63.9%) 32.2% 39.0% NM 4.1x 3.5x 2.8x NM NM HCIT Amber Road, Inc. AMBR 223 209 62.4% (20.4%) (52.2%) 9.5% 14.6% NM 2.9x 2.8x 2.5x NM NM Median $1,044 $1,078 90.7% 31.1% 47.6% 28.6% 25.7% 10.6% 5.4x 4.9x 4.0x 35.4x 50.7x EdTech / Non-Profit

Large-Cap SaaS

Small-Cap SaaS

Data & Analytics

IT Operations

Data Storage

IT Security

PAGE | 25 TECHNOLOGY, MEDIA, & TELECOM QUARTERLY SOFTWARE SECTOR REVIEW │ 3Q 2017

APPENDIX: SOFTWARE SECTOR PUBLIC COMPANY METRICS (CONT’D) 1

Enterprise Market % of 52 1-Year Stock 3-Year Stock Revenue Growth LTM EBITDA Enterprise Value / Price / Company Ticker Value ($mm) Cap ($mm) Week High Performance Performance LTM NTM Margin LTM Rev. 2017E Rev. 2018E Rev. LTM EBITDA Earnings

DATA & ANALYTICS Software Bellwethers Verisk Analytics Inc VRSK $16,253 $13,884 94.4% 2.3% 38.4% (3.4%) 7.9% 48.5% 8.0x 7.8x 7.3x 16.5x 29.9x Splunk Inc. SPLK 8,154 9,299 95.4% 13.2% 24.1% 35.4% 32.1% NM 7.6x 6.8x 5.4x NM NM Communication Tableau Software, Inc. DATA 4,887 4,730 98.2% 35.5% 10.1% 16.9% 8.2% NM 5.6x 5.5x 5.1x NM NM

Pegasystems Inc. PEGA 4,602 4,506 88.9% 95.5% 206.3% 9.4% 14.3% 9.4% 5.7x 5.4x 4.9x 61.2x 85.4x Enterprise Teradata Corporation TDC 3,790 4,431 99.7% 9.0% (18.8%) (11.6%) (3.7%) 17.2% 1.7x 1.8x 1.8x 10.1x 43.9x Verint Systems Inc. VRNT 3,016 2,696 93.6% 11.2% (22.8%) 1.7% 9.3% 13.9% 2.8x 2.7x 2.5x 19.9x NM HCM MicroStrategy Incorporated MSTR 847 1,213 61.6% (23.7%) (0.7%) (0.8%) (0.9%) 22.9% 1.7x 1.7x 1.7x 7.2x 14.5x Talend SA TLND 1,087 1,177 97.6% 56.5% NA 38.5% 42.0% NM 8.6x 7.4x 5.7x NM NM Marketing Inov alon Holdings, Inc. INOV 2,159 1,066 95.8% 15.9% NA (7.2%) 14.6% 15.0% 5.1x 4.8x 4.4x 34.2x 61.5x PROS Holdings, Inc. PRO 804 781 79.1% 6.7% 4.5% 0.6% 15.1% NM 5.1x 4.8x 4.3x NM NM PLM & Median $3,403 $3,563 94.9% 12.2% 7.3% 1.2% 11.8% 16.1% 5.4x 5.1x 4.6x 18.2x 43.9x Engineering

IT OPERATIONS MANAGEMENT SCM & Logistics Serv iceNow, Inc. NOW $19,477 $20,007 99.1% 48.5% 105.1% 36.7% 43.6% NM 11.9x 10.2x 7.8x NM NM Red Hat, Inc. RHT 19,387 19,813 97.5% 37.2% 96.3% 18.3% 18.3% 18.4% 7.3x 6.9x 6.0x 39.8x 65.2x Energy CA, Inc. CA 13,875 14,138 91.4% 0.9% 23.0% 0.4% 4.5% 36.3% 3.4x 3.3x 3.3x 9.4x 19.0x

Micro Focus International plc MCRO-GB 8,454 13,941 85.7% 12.2% 82.9% 10.9% 191.6% 46.1% 6.1x 2.7x 2.0x 13.3x 88.3x Financial Arista Networks, Inc. ANET 13,847 13,818 98.1% 122.9% 125.6% 39.5% 39.4% 25.8% 10.2x 8.6x 6.9x 39.6x 46.9x Citrix Systems, Inc. CTXS 12,028 12,183 80.1% 13.2% 40.2% (8.3%) (6.5%) 28.6% 3.9x 4.3x 4.1x 13.6x 23.8x HCIT VMware, Inc. VMW 37,668 12,051 97.5% 48.9% 17.0% 9.2% 10.0% 25.8% 5.1x 5.2x 4.5x 19.6x 9.1x

F5 Networks, Inc. FFIV 6,745 7,802 80.6% (3.3%) 3.0% 5.4% 5.1% 30.7% 3.2x 3.2x 3.1x 10.6x 19.8x EdTech / Software AG SOW-DE 3,659 3,704 98.6% 15.2% 105.1% (2.5%) 13.4% 30.3% 3.8x 3.5x 3.4x 12.6x 24.0x Non-Profit NetScout Systems, Inc. NTCT 2,848 2,935 84.1% 10.6% (27.1%) 0.6% 7.0% 17.7% 2.5x 2.4x 2.3x 14.3x 162.4x Large-Cap New Relic, Inc. NEWR 2,447 2,739 97.1% 30.0% NA 41.2% 37.5% NM 8.6x 7.5x 5.9x NM NM SaaS Progress Software Corporation PRGS 1,778 1,869 99.1% 40.3% 59.4% (0.3%) (0.2%) 33.4% 4.5x 4.5x 4.5x 13.3x NM Small-Cap Radware Ltd. RDWR 583 746 92.0% 22.7% (3.5%) (1.4%) 9.9% NM 2.9x 2.8x 2.6x NM NM SaaS Apptio, Inc. APTI 600 414 83.5% (14.9%) NA 22.0% 16.7% NM 3.4x 3.3x 2.9x NM NM Median $7,600 $9,926 94.5% 19.0% 49.8% 7.3% 11.7% 29.5% 4.2x 3.9x 3.7x 13.4x 24.0x Data & Analytics

IT Operations

Data Storage

IT Security

PAGE | 26 TECHNOLOGY, MEDIA, & TELECOM QUARTERLY SOFTWARE SECTOR REVIEW │ 3Q 2017

APPENDIX: SOFTWARE SECTOR PUBLIC COMPANY METRICS (CONT’D) 1

Enterprise Market % of 52 1-Year Stock 3-Year Stock Revenue Growth LTM EBITDA Enterprise Value / Price / Company Ticker Value ($mm) Cap ($mm) Week High Performance Performance LTM NTM Margin LTM Rev. 2017E Rev. 2018E Rev. LTM EBITDA Earnings

DATA STORAGE Software Bellwethers NetApp, Inc. NTAP $9,226 $11,842 96.7% 22.2% 5.9% 0.7% 3.1% 17.6% 1.7x 1.6x 1.6x 9.5x 20.4x Iron Mountain, Inc. IRM 16,526 10,372 95.7% 3.7% 20.9% 20.2% 3.0% 30.1% 4.4x 4.4x 4.2x 14.6x 54.7x Communication CommVault Systems, Inc. CVLT 2,263 2,815 94.1% 14.4% 30.3% 9.1% 12.0% 1.2% 3.4x 3.3x 3.0x NM NM

Nutanix, Inc. NTNX 2,774 2,164 47.9% (39.5%) NA 72.4% 60.5% NM 3.6x 3.0x 2.1x NM NM Enterprise Box, Inc. BOX 2,487 2,020 92.4% 22.6% NA 29.6% 28.8% NM 5.5x 5.0x 4.1x NM NM Pure Storage, Inc. PSTG 2,822 1,533 97.8% 18.0% NA 42.3% 45.6% NM 3.4x 2.9x 2.2x NM NM HCM Barracuda Networks, Inc. CUDA 1,113 1,291 90.8% (4.9%) (2.1%) 9.5% 9.9% 10.2% 3.1x 3.0x 2.8x 30.3x 127.5x Carbonite, Inc. CARB 589 612 89.4% 43.2% 119.8% 29.4% 18.5% 4.9% 2.7x 2.4x 2.2x 53.9x NM Marketing Median $2,631 $2,092 93.3% 16.2% 20.9% 24.8% 15.2% 10.2% 3.4x 3.0x 2.5x 22.4x 54.7x

PLM & IT SECURITY Engineering Cisco Systems, Inc. CSCO $133,023 $166,365 97.2% 6.0% 34.4% (2.5%) 0.8% 31.3% 2.8x 2.8x 2.7x 8.8x 17.3x Symantec Corporation SYMC 23,869 20,209 95.9% 30.7% 42.3% 41.7% 23.5% 18.8% 5.5x 4.8x 4.4x 29.5x NM SCM & Logistics Check Point Software Ltd. CHKP 17,520 18,837 97.8% 46.9% 67.8% 7.1% 8.9% 49.5% 9.7x 9.4x 8.7x 19.6x 24.7x Palo Alto Networks, Inc. PANW 12,205 13,382 87.0% (9.6%) 51.1% 27.8% 25.8% NM 6.9x 6.3x 5.3x NM NM Energy VeriSign, Inc. VRSN 13,249 10,726 99.6% 36.0% 95.9% 4.0% 3.5% 65.0% 11.5x 11.4x 11.0x 17.7x 23.3x Trend Micro Incorporated 4704-JP 5,633 6,905 92.2% 42.0% 47.8% 21.3% 5.9% 34.6% 4.3x 4.3x 4.0x 12.6x 27.5x Financial Fortinet, Inc. FTNT 5,233 6,426 86.2% (3.0%) 44.6% 20.0% 19.6% 10.3% 3.8x 3.5x 3.1x 36.7x 98.5x Gemalto N.V. GTO-NL 4,931 3,963 65.2% (30.3%) (50.7%) (3.0%) 8.7% 17.7% 1.5x 1.4x 1.3x 8.3x NM HCIT Proofpoint, Inc. PFPT 3,776 3,916 89.9% 16.5% 142.3% 41.3% 38.5% NM 8.5x 7.5x 5.8x NM NM FireEye, Inc. FEYE 2,852 3,102 95.8% 13.8% (41.7%) 5.3% 8.2% NM 3.9x 3.8x 3.5x NM NM EdTech / Qualys, Inc. QLYS 1,769 1,959 96.7% 35.6% 98.3% 16.5% 20.3% 24.8% 8.4x 7.8x 6.7x 33.8x 48.9x Non-Profit Mimecast Limited MIME 1,502 1,620 94.4% 48.6% NA 35.5% 36.0% 2.1% 7.4x 6.4x 5.2x NM NM Large-Cap CyberArk Software Ltd. CYBR 1,223 1,425 72.9% (17.3%) 38.4% 24.9% 23.8% 14.9% 5.2x 4.8x 4.0x 34.8x 50.7x SaaS Varonis Systems, Inc. VRNS 1,023 1,154 97.3% 39.2% 99.5% 28.9% 25.6% NM 5.5x 5.0x 4.2x NM NM Small-Cap Rapid7 Inc. RPD 667 771 91.2% (0.3%) NA 33.7% 27.6% NM 3.7x 3.4x 2.8x NM NM SaaS Cheetah Mobile, Inc. CMCM 139 350 61.0% (32.5%) (52.7%) 5.5% 16.8% 1.4% 0.2x 0.2x 0.2x 14.0x 10.7x SecureWorks Corp. SCWX 895 137 95.1% (1.3%) NA 18.2% 8.6% NM 2.0x 1.9x 1.8x NM NM Data & Analytics Median $3,776 $3,916 94.4% 13.8% 46.2% 20.0% 19.6% 18.8% 5.2x 4.8x 4.0x 18.6x 26.1x

IT Operations

Data Storage

IT Security

PAGE | 27 TECHNOLOGY, MEDIA, & TELECOM QUARTERLY SOFTWARE SECTOR REVIEW │ 3Q 2017

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HARRIS WILLIAMS & CO.

SOURCES

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2. PNC Capital Markets.

3. S&P LCD stats.

4. PitchBook.

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The information and views contained in this report were prepared by Harris Williams & Co. (“Harris Williams”). It is not a research report, as such term is defined by applicable law and regulations, and is provided for informational purposes only. It is not to be construed as an offer to buy or sell or a solicitation of an offer to buy or sell any financial instruments or to participate in any particular trading strategy. The information contained herein is believed by Harris Williams to be reliable, but Harris Williams makes no representation as to the accuracy or completeness of such information. Harris Williams and/or its affiliates may be market makers or specialists in, act as advisers or lenders to, have positions in and effect transactions in securities of companies mentioned herein and also may provide, may have provided, or may seek to provide investment banking services for those companies. In addition, Harris Williams and/or its affiliates or their respective officers, directors and employees may hold long or short positions in the securities, options thereon or other related financial products of companies discussed herein. Opinions, estimates and projections in this report constitute Harris Williams’ judgment and are subject to change without notice. The financial instruments discussed in this report may not be suitable for all investors, and investors must make their own investment decisions using their own independent advisors as they believe necessary and based upon their specific financial situations and investment objectives. Also, past performance is not necessarily indicative of future results. No part of this material may be copied or duplicated in any form or by any means, or redistributed, without Harris Williams’ prior written consent.

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