HW&Co. Landscape Industry Reader Template

FINANCIAL TECHNOLOGY SECTOR REVIEW TECHNOLOGY, MEDIA & TELECOM GROUP │ Q2 2017

www.harriswilliams.com

Investment banking services are provided by Harris Williams LLC and Solebury Capital LLC, registered broker-dealers and members 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. FINANCIAL TECHNOLOGY SECTOR REVIEW TECHNOLOGY, MEDIA & TELECOM GROUP │ Q2 2017

HARRIS WILLIAMS & CO. OVERVIEW

KEY CONTACTS HARRIS WILLIAMS & CO. (HW&CO.) GLOBAL ADVISORY PLATFORM FINTECH KEY FACTS . Tyler Dewing Director . 25+ year history with over 120 [email protected] closed transactions in the last +1 (617) 654-2133 24 months . Scott Reinig Vice President . Over 260 professionals across [email protected] eight offices in the U.S. and +1 (617) 654-2113 Europe 2017 UNITED STATES . Strategic relationships in India . Jeff Bistrong and China Managing Director HW&Co. Office [email protected] . 10 industry groups Network Office +1 (617) 654-2102 . Mike Wilkins Managing Director HW&CO. TECHNOLOGY, MEDIA & TELECOM (TMT) GROUP FOCUS AREAS [email protected] +1 (415) 217-3411 SOFTWARE / SAAS INTERNET & DIGITAL MEDIA . Sam Hendler Managing Director . Enterprise Software . IT and Tech-Enabled . Online Marketing . eCommerce and Retail [email protected] +1 (617) 654-2117 . Data and Analytics Services . Consumer Internet . Mobile . Infrastructure and . Data Center and . Digital Media and Content EUROPE Managed Services Security Software . Thierry Monjauze Managing Director TMT VERTICAL FOCUS AREAS [email protected] +44 (0) 20 7518 8901 . Education Technology . Fintech . Professional Services . Public Sector and Non-Profit . Engineering Solutions . Healthcare IT . Human Capital . Supply Chain, Transportation, Software Management and Logistics

SELECT RECENT HW&CO. TMT TRANSACTIONS

has received has received a minority has received a majority has received a majority has received a majority has been has been acquired by has been acquired by has been acquired by has acquired a growth has been acquired by has been acquired by investment from Investment from investment from investment from recapitalized by investment from

www.harriswilliams.com PAGE | 1 FINANCIAL TECHNOLOGY SECTOR REVIEW TECHNOLOGY, MEDIA & TELECOM GROUP │ Q2 2017

HW&CO. FINANCIAL TECHNOLOGY (FINTECH) TAXONOMY

HW&Co.’s fintech practice is focused on companies with software and technology core to their value proposition and market position.

ENTERPRISE & COMMERCIAL INSTITUTIONAL CONSUMER

Solutions focused on supporting B2B payments and Solutions focused on serving the specific Solutions focused on delivering improved financial financial activity, and serving the financial needs operational and compliance needs of banks, and payment experiences, personal wealth of enterprises of all sizes insurance companies, and asset managers management, and access to consumer loans

KEY FOCUS AREAS KEY FOCUS AREAS KEY FOCUS AREAS

PAYMENTS BANKING PEER TO PEER B2B TRANSACTIONS INSURANCE PERSONAL FINANCE FINANCIAL SOFTWARE ASSET MANAGEMENT TRADING

SELECT MARKET PARTICIPANTS SELECT MARKET PARTICIPANTS SELECT MARKET PARTICIPANTS

SELECT HW&CO. FINANCIAL TECHNOLOGY TRANSACTIONS EVENTS

SaaS solutions that Youth sports Integrated payments automate data management software and member has received a minority collection, has received a majority and integrated has received a majority management solutions investment from bookkeeping, and investment from payments solutions investment from for faith-based and accounting processes non-profit organizations for SMBs

Integrated SaaS and SaaS-based employee Data-driven marketing payment solutions for benefits and analytics tools to . HW&Co. will be at Money 20/20 in Las has been health clubs and fitness has been management has been the automotive industry nd th recapitalized by centers acquired by technology provider acquired by Vegas from October 22 -25 .

. Please contact SaaS solutions that SaaS solutions that Property valuation, tax [email protected] to enable grants, giving, manage the process of assessment, revenue, has been and financial has been claim to payment for has been billing, and document schedule a meeting. acquired by management for the acquired by physicians acquired by management software non-profit community solutions

PAGE | 2 FINANCIAL TECHNOLOGY SECTOR REVIEW TECHNOLOGY, MEDIA & TELECOM GROUP │ Q2 2017

HARRIS WILLIAMS & CO. FINTECH ECOSYSTEM

CONSUMER PLATFORMS INSTITUTIONAL PLATFORMS ENTERPRISE & COMMERCIAL PLATFORMS Solutions focused on delivering improved financial Solutions focused on serving the specific Solutions focused on supporting B2B and payment experiences, personal wealth operational and compliance needs of payments and financial activity, and serving management, and access to consumer loans banks, insurance companies, and asset the financial needs of enterprises of all sizes managers

B2B P2P LENDING PAYMENTS

MARKETPLACE ACCOUNTING

LENDING D

P2P ATA PAYMENTS

Form of Payment A & GLOBAL

REMITTANCE NALYTICS

CONSUMER MOBILE COMMERCIAL WALLET BUSINESS

SUPPLY CHAIN CREDIT &

MONITORING Goods / Services PROCUREMENT

CapturePayment Information

CROWD SUBSCRIPTION FUNDING BILLING

UNDER- PERSONAL HR, PAYROLL, Settlement WRITING FINANCIAL & BENEFITS

MGMT D

Route ISTRIBUTED to Network TRADING ACQUIRER / PAYMENT PROCESSOR NETWORK

Authorization L INSURANCE EDGER ASSET

COMPLIANCE MANAGEMENT Transaction

Data T

& TRADING ECHNOLOGY

CORE RISK Authentication SYSTEMS MGMT

WEALTH MGMT UNDER- CORE WRITING LENDING BANK SYSTEMS

* Dotted lines represent the typical flow of payment transactions.

PAGE | 3 FINANCIAL TECHNOLOGY SECTOR REVIEW TECHNOLOGY, MEDIA & TELECOM GROUP │ Q2 2017

CASE STUDY: RECEIPT BANK ENTERPRISE & COMMERCIAL HW&Co.’s TMT Group advised Receipt Bank on the minority investment from Insight Venture Partners.

. Receipt Bank is an award-winning automated RELEVANT SECTORS: bookkeeping SaaS platform for over 3,600 SMBs and accounting partners across EMEA, Australia, and North America.  SaaS

. Receipt Bank is recognized for its best-in-class a portfolio company of data extraction technology and unrivaled  Fintech accuracy, and has built one of the largest AI teams in the industry focused on bookkeeping automation.  Data & Analytics has received a minority investment from . The minority growth investment from Insight  AI/ Machine Venture Partners positions the Company to Learning accelerate growth through global expansion and new product development as it continues to reinforce its market-leading position.

HW&CO. DEAL CONTACTS

Thierry Monjauze Jonathan Organ Sylvain Noblet Managing Director Director Vice President [email protected] [email protected] [email protected] Office: +44 (207) 518-8901 Office: +44 (207) 518-8909 Office: +44 (207) 518-8917

PAGE | 4 FINANCIAL TECHNOLOGY SECTOR REVIEW TECHNOLOGY, MEDIA & TELECOM GROUP │ Q2 2017

ENTERPRISE & COMMERCIAL MARKET OBSERVATIONS1

Payment Networks Payment Processing B2B Transactions Data & Compliance Payroll & Benefits Valuations Valuations Valuations Valuations Valuations TEV / LTM Revenue TEV / LTM EBITDA TEV / LTM EBITDA TEV / LTM EBITDA TEV / LTM EBITDA 10.0x 20.0x 20.0x 20.0x 40.0x

7.5x 15.0x 15.0x 15.0x 30.0x

5.0x 10.0x 10.0x 10.0x 20.0x

2.5x 5.0x 5.0x 5.0x 10.0x

0.0x 0.0x 0.0x 0.0x 0.0x

Enterprise Value / Enterprise Value / LTM Rev. LTM EBITDA 17E EBITDA LTM Rev. LTM EBITDA 17E EBITDA 7.5x 20.2x 18.5x 4.5x 14.5x 13.7x 4.6x 15.0x 10.3x 5.6x 14.6x 14.1x 6.4x 24.1x 16.3x

Key Public Comps Key Public Comps Key Public Comps Key Public Comps Key Public Comps

Transaction Spotlight Transaction Spotlight Transaction Spotlight Transaction Spotlight Transaction Spotlight June 28, 2017 May 30, 2017 May 1, 2017 May 15, 2017 June 6, 2017

Enterprise Value: N/A Enterprise Value: $625M Enterprise Value: $675M Enterprise Value: $3.3B Enterprise Value: $560M Observations Observations Observations Observations Observations . Networks continue to benefit from . The role of traditional payment . Growing digitization of payment . Executives are increasingly leveraging . With comprehensive solution offerings growing non-cash transaction volumes processors and merchant acquirers is activities in an omni-channel analytics-driven data solutions to make across compliance, benefits, and on a global basis, particularly in mobile evolving rapidly as transactions environment and technologies that decision-making processes more cost- wellness gaining prevalence, the and e-commerce environments become increasingly digitized and enable more efficient and secure efficient, flexible, and timely market continues to experience companies seek to deliver improved transactions, including on a cross- consolidation with companies . Focus remains on expanding the omni-channel experiences with border basis, continue to drive the . Data and compliance companies are broadening offerings and moving into breadth of payment networks while minimal payment friction development of B2B payment developing solutions that leverage adjacent solution categories reducing payment friction in order to applications existing systems to produce data and drive convenience while ensuring . Software vendors are increasingly customized reporting in an efficient . Companies, especially SMBs and transaction safety and security securing merchant relationships at the . B2B investment is expected to outpace manner without the risk of replacing vertically-focused platforms, continue expense of traditional processors, with the consumer payment market in the legacy platforms to outsource HR functions using integrated software / payment vendors mid-term given the significant white integrated cloud-based SaaS to able to expand distribution and market space opportunity and unique pain manage complex human capital share while also capturing higher points related to the lack of efficient management needs proportions of transaction fees payment infrastructure globally In The News In The News In The News In The News In The News Visa Study: Consumers want Integrated payments driving Why businesses have been to slow Fighting fraud with Workers demanding improved new, IoT ways to pay Airbnb’s meteoric rise to digitize, and what’s changing behavioral biometrics payroll accuracy

PAGE | 5 FINANCIAL TECHNOLOGY SECTOR REVIEW TECHNOLOGY, MEDIA & TELECOM GROUP │ Q2 2017

INSTITUTIONAL AND CONSUMER MARKET OBSERVATIONS1

Banking Insurance AMT P2P Transfers Marketplace Lending Valuations Valuations Valuations Valuations Valuations TEV / LTM EBITDA TEV / LTM EBITDA TEV / LTM EBITDA TEV / LTM Revenue Price / Book Value 25.0x 30.0x 20.0x 4.0x 10.0x 20.0x 22.5x 15.0x 3.0x 7.5x 15.0x 15.0x 10.0x 2.0x 5.0x 10.0x 5.0x 7.5x 5.0x 1.0x 2.5x

0.0x 0.0x 0.0x 0.0x 0.0x

Enterprise Value / Price / LTM Rev. LTM EBITDA 17E EBITDA Q1 '17 Book Value 17E Book Value 5.7x 16.5x 14.9x 6.2x 18.5x 19.3x 5.1x 13.8x 12.7x 3.8x 18.0x 13.8x 1.9x 1.7x

Key Public Comps Key Public Comps Key Public Comps Key Public Comps Key Public Comps

Transaction Spotlight Transaction Spotlight Transaction Spotlight Transaction Spotlight Transaction Spotlight May 30, 2017 April 6, 2017 May 17, 2017 May 24, 2017 April 13, 2017

Enterprise Value: N/A Enterprise Value: $50M Enterprise Value: N/A Enterprise Value: $123M Capital Raise: $30M Observations Observations Observations Observations Observations . Banks continue to face intense . Insurance companies continue to . Asset managers are increasingly . Peer-to-peer transfer volume continues . The marketplace lending industry competition from unbundled migrate from modular application adopting software applications to to grow considerably leading to a experienced a reset as growth was consumer-facing financial services, vendors to full-service suite software modernize service offerings, enhance proliferation of providers that now curtailed due to limited investor driving increased focus and investment providers client engagement through better includes financial institutions, traditional appetite, questions about platform on applications that meet the communication tools, and attract payment companies, and social media scalability and sustainability, and demands of customers in an . Insurers are increasingly leveraging digitally-focused customers platforms uncertainty in credit quality consistency omnipresent digital environment data and analytics to better underwrite risk through improved insight into . Traditional AMT providers continue to . As demand for peer-to-peer transfers . P2P lending platforms continue to face . Banks are increasingly adopting, customer behavior, and automation to migrate from traditionally offline continues to see strong momentum, competition from traditional lenders developing, and/or acquiring software more efficiently process claims business models to online platforms to platforms have heightened their focus with low costs of capital, but could applications to establish more agile compete with digital-first applications on delivering frictionless and secure benefit from partnerships to fuel future core operations in an effort to reduce . New technology platforms focused on (e.g. roboadvisors) and avoid further user experiences to compete for growth costs, meet stringent regulatory and user experience continue to drive technology-driven disintermediation market share reporting requirements, and maintain customer acquisition costs down and their competitive advantage disrupt broker-driven business models In The News In The News In The News In The News In The News Empower aiming to replace your Insurance customers need to get Building trading algorithms with no U.S. banking industry’s answer to Major shifts in the mobile banking application used to talking to machines coding required Venmo has now arrived US alternative lending market

PAGE | 6 FINANCIAL TECHNOLOGY SECTOR REVIEW TECHNOLOGY, MEDIA & TELECOM GROUP │ Q2 2017

SELECT FINTECH M&A TRANSACTIONS – 2Q 20171

Announced: June 28, 2017 Vista Equity Partners acquires a majority stake in PayLease SUBSECTOR . PayLease is a provider of payments and billing solutions for the property management and HOA industry. . The Company serves more than 4,500 property management companies worldwide through its online payments, residential billing, and utility expense management solutions. Ent. Value: NA EV / Revenue: NA . Vista’s investment will fuel continued growth through further innovation of PayLease’s products and services Revenue: NA EV / EBITDA: NA for the broader property management industry. REAL ESTATE & LEASING

Announced: June 2, 2017 GTCR’s acquisition of Sage Group’s North American payments business . Sage is a U.K. based provider of accounting, payroll, and payment processing services. . Sage Payment Solutions (“SPS”), Sage’s North American payments unit, offers credit card, ACH, check, gift, and loyalty card-processing services to small and medium-sized businesses. Ent. Value: $260M EV / Revenue: 1.6x . Following the carve-out, GTCR expects to accelerate investment in SPS’s technology offering to deliver Revenue: $168M EV / EBITDA: NA additional modules to both existing and new customers and partners, while also supporting expansion PAYMENT through acquisitions and partnerships across the integrated payment ecosystem. PROCESSING

Announced: May 29, 2017 First Data’s acquisition of CardConnect . CardConnect is a provider of a full-service payment platform for small and medium-sized businesses. . As an existing First Data distribution partner, CardConnect processes approximately $26 billion of payment volume annually from over 65,000 merchant customers. The acquisition will allow First Data to bring one of its largest distribution partners into its own payment Ent. Value: $625M EV / Revenue: 0.8x . Revenue: $746M EV / EBITDA: NM network while also incorporating CardConnect’s innovative distribution, integrated payment, and enterprise PAYMENT solution offerings. PROCESSING

Announced: May 15, 2017 Moody’s’ acquisition of Bureau Van Dijk . Bureau van Dijk is a global provider of business intelligence and company information. . The Company aggregates and distributes financial information and private company datasets of more than 220 million companies worldwide and has partnerships with 160 other independent information providers. The acquisition will provide significant opportunities for Moody’s to offer complementary products, create Ent. Value: $3.3B EV / Revenue: 11.8x . DATA & Revenue: $282M EV / EBITDA: 23.1x new risk solutions, and extend its reach to new market segments. ANALYTICS

Announced: May 1, 2017 Fleetcor’s acquisition of Cambridge Global Payments . Cambridge Global Payments is a leading provider of international B2B payment technology. . Cambridge currently processes over $20 billion in B2B cross-border payments annually, supporting 13,000 customers in making international payments to suppliers and employees in over 140 different currencies. . The acquisition will expand Fleetcor’s domestic accounts payable payments business internationally while B2B Ent. Value: $675M EV / Revenue: NA providing Cambridge customers with access to complementary corporate payments products. Revenue: NA EV / EBITDA: NA TRANSACTIONS

PAGE | 7 FINANCIAL TECHNOLOGY SECTOR REVIEW TECHNOLOGY, MEDIA & TELECOM GROUP │ Q2 2017

FINTECH ACQUISITION ACTIVITY

MOST ACTIVE STRATEGIC ACQUIRERS OF FINTECH ASSETS BY VOLUME4

YTD 2017 . The 10 most active strategic fintech 2016 consolidators combined for over 150 2015 acquisitions since 2012. 2014 2 . YTD 2017 this group has completed 1 2013 17 acquisitions which is on pace with 3 4 2012 2016 activity. 6 3 1 2 1 . It is expected that Global Payments 2 2 2 4 3 3 (Heartland) and IHS Markit (IHS) may 7 2 2 1 3 4 be more active in 2H’17 with their 2 2 2 4 respective large acquisition 7 2 2 5 4 integrations well in hand. 6 7 4 1 4 1 6 3 1 2 2 2 1 1 1 4 5 4 4 2 1 1 2 1 1

GLOBAL FINANCIAL SOFTWARE M&A ACTIVITY4

. Across financial software, there Private Equity were 110 M&A transactions closed Strategic in 2Q’17, with buyout and growth equity control transactions representing 29% of total deal volume. . Strategic acquirers continue to demonstrate strong interest in 43 58 67 81 71 86 86 69 82 63 68 78 financial software, with large, 63 established vendors targeting assets that reduce the threat of disintermediation, expand technology-oriented solution offerings, and drive internal operational efficiencies. 32 32 43 50 32 40 43 53 46 41 35 44 32

Q2-14 Q3-14 Q4-14 Q1-15 Q2-15 Q3-15 Q4-15 Q1-16 Q2-16 Q3-16 Q4-16 Q1-17 Q2-17

PAGE | 8 FINANCIAL TECHNOLOGY SECTOR REVIEW TECHNOLOGY, MEDIA & TELECOM GROUP │ Q2 2017

ENTERPRISE & COMMERCIAL SOLUTIONS – LANDSCAPE

REPRESENTATIVE ENTERPRISE & COMMERCIAL SOLUTION PROVIDERS

Payments Other E&C Financial Software

To receive the latest Financial Technology market maps, please contact HW&Co. at [email protected]

PAGE | 9 FINANCIAL TECHNOLOGY SECTOR REVIEW TECHNOLOGY, MEDIA & TELECOM GROUP │ Q2 2017

VERTICAL SPECIFIC PAYMENTS SOLUTIONS - LANDSCAPE

REPRESENTATIVE VERTICALLY-FOCUSED INTEGRATED SAAS AND PAYMENTS PROVIDERS

To receive the latest Financial Technology market maps, please contact HW&Co. at [email protected]

PAGE | 10 FINANCIAL TECHNOLOGY SECTOR REVIEW TECHNOLOGY, MEDIA & TELECOM GROUP │ Q2 2017

ENTERPRISE & COMMERCIAL SOLUTIONS – TRADING COMPARABLES

VALUATION1 As of June 30, 2017 ($ in millions) Fintech Enterprise Market % of 52 1-Year Stock 3-Year Stock Revenue Growth LTM EBITDA Enterprise Value / Price / Sub-Vertical Company Ticker Value Capitalization Week High Performance Performance LTM NTM Margin LTM Rev. 17E Rev. LTM EBITDA 17E EBITDA Earnings

Payments Visa V $238,169 $211,234 97.1% 26.4% 75.1% 17.9% 14.2% 69.3% 14.2x 13.0x 20.4x 18.5x 48.3x Payment Mastercard MA $128,449 $127,999 96.2% 37.9% 60.8% 11.9% 15.2% 58.0% 11.6x 10.6x 20.0x 18.5x 31.7x Networks American Express AXP $102,024 $75,292 98.7% 38.6% (11.7%) (2.9%) (0.4%) NA 3.0x 3.1x NA NA 15.3x Discov er Financial Serv ices DFS $35,125 $23,644 83.7% 16.0% (1.1%) 5.9% (6.1%) NA 3.3x 3.6x NA NA 10.6x First Data Corporation FDC $38,051 $6,823 95.7% 64.4% NA 0.7% 4.7% 22.6% 3.3x 3.2x 14.5x 12.6x 32.5x Alliance Data Systems ADS $32,845 $14,291 96.4% 31.0% (9.9%) 12.7% 11.8% 24.3% 4.5x 4.2x 18.4x 16.7x 34.0x Cielo CIEL3-BR $23,304 $20,172 77.0% (15.7%) (38.1%) 11.0% 6.3% 45.0% 6.4x 6.2x 14.2x 13.7x 16.6x Payment Global Payments GPN $17,747 $13,772 96.6% 26.5% 145.8% NA 14.0% 31.7% 5.6x 5.2x 17.8x 15.7x 64.5x Processing Vantiv VNTV $15,875 $10,263 95.6% 11.9% 87.4% 16.4% 34.9% 52.3% 9.7x 7.5x 18.6x 15.8x 50.7x Total System Serv ices TSS $13,585 $10,720 96.1% 9.7% 82.5% 12.1% 7.9% 32.4% 4.2x 4.0x 13.1x 11.6x 32.1x Euronet Worldwide EEFT $4,541 $4,581 96.8% 26.3% 76.2% 9.9% 12.0% 16.7% 2.3x 2.1x 13.7x 11.4x 27.3x Paysafe Group PAYS-GB $3,541 $3,219 97.5% 27.7% 56.8% 63.1% 16.4% 28.7% 3.5x 3.2x 12.3x 10.6x 23.8x Payments Median $28,074 $14,032 96.3% 26.5% 60.8% 11.9% 11.9% 32.1% 4.4x 4.1x 16.1x 14.7x 31.9x

B2B Transactions Transfer/Remit Western Union WU $11,376 $8,977 83.9% (0.7%) 9.6% (0.6%) 1.0% 24.4% 2.1x 2.1x 8.6x 8.8x 41.4x Open Text Corporation OTEX-CA $10,536 $8,318 89.4% 7.2% 31.2% 16.3% 29.9% 33.2% 5.0x 4.1x 15.0x 11.8x 7.2x eInvoicing, EDI, RCM Basware BAS1V-FI $655 $648 97.8% 17.2% (15.4%) 4.6% 9.3% 7.9% 3.9x 3.8x 50.2x NM NA Cass Information Systems CASS-US $598 $735 87.7% 27.0% 29.5% 5.4% NA 24.7% 4.6x NA 18.8x NA 29.8x B2B Transactions Median $5,595 $4,526 88.5% 12.2% 19.5% 5.0% 9.3% 24.6% 4.3x 3.8x 16.9x 10.3x 29.8x

Financial Software Automatic Data Processing ADP $45,029 $45,842 97.0% 11.5% 27.5% 6.7% 6.8% 22.7% 3.7x 3.5x 16.2x 16.3x 26.4x Paychex PAYX $20,323 $20,464 90.3% (4.3%) 35.2% 6.8% 5.6% 43.4% 6.4x 6.3x 14.9x 14.3x 25.8x Payroll & Benefits Ultimate Software Group ULTI $6,331 $6,242 93.1% (0.1%) 46.5% 24.6% 30.3% 7.9% 7.7x 6.5x 98.0x 26.9x 238.7x Paylocity Holding PCTY $2,338 $2,327 91.0% 4.6% 108.3% 34.6% 30.6% 8.6% 8.2x 7.0x 95.9x 39.9x 564.8x WageWorks WAGE $2,220 $2,657 83.5% 12.4% 37.2% 19.8% 25.7% 22.9% 5.5x 4.6x 24.1x 15.5x 98.8x Thomson Reuters TRI $40,425 $33,288 98.4% 14.5% 27.0% (6.4%) 2.8% 27.5% 3.6x 3.6x 13.1x 12.1x 30.0x Moody's MCO $25,659 $23,277 98.9% 29.8% 35.1% 9.6% 4.6% 47.4% 6.8x 6.7x 14.4x 14.3x 56.9x Data & Experian EXPN-GB $22,363 $19,187 92.6% 8.4% 21.1% (4.7%) 8.1% 35.0% 5.2x 4.9x 14.7x 13.9x 21.9x Compliance Equifax EFX $19,362 $16,520 95.4% 7.0% 89.9% 17.1% 9.2% 36.2% 6.0x 5.7x 16.5x 15.5x 31.0x TransUnion TRU $10,572 $7,888 96.5% 29.5% NA 12.5% 10.1% 35.3% 6.0x 5.7x 17.1x 14.5x 47.6x Dun & Bradstreet DNB $5,359 $3,990 76.4% (11.2%) (3.3%) 4.5% 5.4% 28.3% 3.1x 3.0x 11.1x 11.1x 45.7x Fleet FleetCor Technologies FLT $16,770 $13,305 81.7% 0.8% 8.6% 13.9% 20.0% 51.8% 8.7x 7.6x 16.7x 13.6x 29.6x Payments WEX WEX $6,692 $4,472 84.8% 17.6% (1.9%) 28.6% 13.6% 35.2% 6.1x 5.6x 17.2x 13.5x 66.0x Financial Software Median $16,770 $13,305 92.6% 8.4% 31.3% 12.5% 9.2% 35.0% 6.0x 5.7x 16.5x 14.3x 45.7x

PAGE | 11 FINANCIAL TECHNOLOGY SECTOR REVIEW TECHNOLOGY, MEDIA & TELECOM GROUP │ Q2 2017

ENTERPRISE & COMMERCIAL SOLUTIONS – TRANSACTION ACTIVITY

SELECT RECENT M&A TRANSACTIONS1

Announced Date Target/Issuer Buyer Description Enterprise Value ($m) 06/28/2017 PayLease Vista Equity Partners Provider of online payment, billing, and utility expense management software. NA

06/28/2017 Banks Sadler American Express Provider of event management and venue search services. NA

06/02/2017 Sage Payment Solutions GTCR Provider of payment processing and merchant acquiring solutions. $260

05/31/2017 Certify K1 Investment Management Provider of cloud-based travel and expense report management services. $100

05/30/2017 CardConnect First Data Provider of electronic transaction processing and management services. $624

05/17/2017 Riskopy Coupa Software Provider of a cash flow optimization platform. NA

05/10/2017 Leeyo Software Zuora Provider of revenue recognition and subscription relationship management software. NA

05/08/2017 OneDigital New Mountain Capital Provider of employee health and benefit cost management tools. $560

05/01/2017 Cambridge Global Payments FleetCor Technologies Provider of integrated cross-border payment and risk management services. $675

04/25/2017 Paymetric Vantiv Provider of SaaS-based transaction management, protection, and integration solutions. NA

04/13/2017 SpeedETab Paymentez Provider of an online ordering and mobile payment platform. NA

04/07/2017 Abila YourMembership.com Provider of fund accounting, nonprofit management, and fundraising services. NA

04/03/2017 RatePAY Bain Capital, Advent International Provider of online trading payment and billing services. NA

04/03/2017 2Checkout.com Avangate Provider of an online and mobile payment processing platform. NA

03/28/2017 Junifer Systems Gentrack Provider of customer information and billing system solutions for utility companies. $55

SELECT RECENT PRIVATE PLACEMENT TRANSACTIONS4

Announced Date Target/Issuer Buyer Description New Money ($m) 06/21/2017 FloQast Insight Venture Partners, Polaris Partners Provider of cloud-based accounting close management software. $25

05/25/2017 Billtrust Riverwood Capital Provider of SaaS-based payment cycle management solutions. $50

05/23/2017 MRI Software TA Associates Provider of real estate management and financial software services. NA

05/17/2017 Verse Technologies Greycroft Partners Provider of mobile application that allows instananeous peer-to-peer payments. $21

05/16/2017 OpenGov Emerson Collective Provider of cloud-based budgeting, reporting, and open data tools for the public sector. $30

05/10/2017 OpCity LiveOak Ventures Provider of an online real estate referrals platform. $27

05/04/2017 Signifyd Bain Capital Provider of eCommerce fraud and risk prevention services. $56

04/26/2017 Ivalua KKR Provider of online spend management software services. $70

04/24/2017 Nav Technologies Goldman Sachs, Point 72 Ventures Provider of business credit management and analysis tools. $39

03/15/2017 Flow Commerce Bain Capital Provider of cross-border eCommerce sales solutions. $16

03/15/2017 Recurly Greycroft Partners Provider of enterprise subscription billing management software. $3

03/14/2017 ProducePay Menlo Ventures Provider of a financing platform connecting farmers, distributors, and banks. $77

03/08/2017 Veem Kleiner Perkins Provider of international wire transfer services. $24

03/06/2017 CurrencyCloud GoogleVentures Provider of a foreign exchange and remittance platform. $25

03/02/2017 Sensibill Impression Ventures Provider of a receipt management platform. $17

* “NM” indicates transaction value below $1 million. PAGE | 12 FINANCIAL TECHNOLOGY SECTOR REVIEW TECHNOLOGY, MEDIA & TELECOM GROUP │ Q2 2017

INSTITUTIONAL SOLUTIONS – LANDSCAPE

REPRESENTATIVE INSTITUTIONAL SOLUTION PROVIDERS

Banking Insurance Asset Management & Trading

To receive the latest Financial Technology market maps, please contact HW&Co. at [email protected]

Multi-Vertical Institutional Solutions

PAGE | 13 FINANCIAL TECHNOLOGY SECTOR REVIEW TECHNOLOGY, MEDIA & TELECOM GROUP │ Q2 2017

INSTITUTIONAL SOLUTIONS – TRADING COMPARABLES

Banking Fidelity National Information Serv ices FIS $37,350 $28,232 97.8% 15.9% 55.5% 29.0% 3.5% 31.7% 4.0x 3.9x 12.6x 12.2x 43.4x Fiserv FISV $31,147 $25,982 96.3% 12.5% 99.9% 4.9% 6.7% 33.9% 5.6x 5.4x 16.5x 15.0x 30.5x Jack Henry & Associates JKHY $8,102 $8,066 97.6% 19.0% 73.2% 7.0% 7.1% 35.7% 5.7x 5.5x 16.1x 15.6x 30.8x Temenos Group TEMN-CH $6,491 $6,333 94.1% 79.5% 126.6% 13.6% 14.1% 54.0% 10.0x 9.3x 18.6x 25.0x 49.4x Core Systems CoreLogic CLGX $5,229 $3,672 98.7% 12.7% 41.5% 19.9% (3.1%) 22.3% 2.7x 2.8x 12.1x 11.2x 40.2x Oracle Financial Serv ices 532466-IN $4,271 $4,748 90.3% 9.0% 7.9% 5.6% 17.1% 39.2% 6.5x 5.8x 16.5x 14.9x 25.7x ACI Worldwide ACIW $3,211 $2,641 93.3% 14.7% 15.5% (2.7%) 2.8% 19.4% 3.2x 3.1x 16.4x 13.0x 69.9x Q2 Holdings QTWO $1,418 $1,513 91.2% 31.9% 154.1% 35.9% 36.4% NM 8.8x 7.3x NM NM NA Bottomline Technologies EPAY $1,015 $1,040 90.6% 19.3% (16.1%) 1.0% 8.2% 9.1% 2.9x 2.8x 32.4x 12.9x NA Banking Median $4,750 $4,210 93.7% 15.3% 48.5% 6.3% 6.9% 31.7% 4.8x 4.7x 16.4x 13.0x 40.2x

Insurance Guidewire Software GWRE $4,619 $5,111 97.7% 11.3% 69.9% 15.9% 25.9% 5.3% 9.7x 8.5x NM 41.1x 490.8x Technology & Underwriting Ebix EBIX $1,910 $1,700 82.8% 12.5% 268.2% 12.3% 21.6% 36.8% 6.2x 5.5x 16.9x 16.5x 17.8x Sapiens International SPNS $555 $549 70.0% (4.4%) 40.1% 14.9% 28.0% 12.4% 2.5x 2.1x 20.1x 19.3x 44.8x Insurance Median $1,910 $1,700 82.8% 11.3% 69.9% 14.9% 25.9% 12.4% 6.2x 5.5x 18.5x 19.3x 44.8x

Asset Management & Trading RELX REL-GB $50,652 $23,050 97.9% 17.2% 33.6% 2.0% 7.6% 33.7% 5.4x 5.2x 16.2x 14.9x 29.5x Thomson Reuters TRI-CA $40,425 $33,288 98.4% 14.5% 27.0% (6.4%) 2.8% 27.5% 3.6x 3.6x 13.1x 12.1x 30.0x Moody's MCO $25,659 $23,277 98.9% 29.8% 35.1% 9.6% 4.6% 47.4% 6.8x 6.7x 14.4x 14.3x 56.9x MSCI MSCI $10,815 $9,325 94.2% 33.5% 121.2% 7.5% 10.1% 50.0% 9.2x 8.7x 18.4x 17.0x 35.5x Data & Analytics SS&C Technologies SSNC $10,388 $7,832 97.7% 36.8% 69.4% 39.9% 8.4% 35.8% 6.6x 6.2x 18.6x 15.1x 45.7x FactSet Research Systems FDS $6,938 $6,519 90.5% 2.9% 37.8% 7.3% 11.7% 34.6% 5.9x 5.5x 17.0x 16.2x 19.5x Dun & Bradstreet DNB $5,359 $3,990 76.4% (11.2%) (3.3%) 4.5% 5.4% 28.3% 3.1x 3.0x 11.1x 11.1x 45.7x Fair Isaac Corporation FICO $5,007 $4,317 99.1% 23.4% 114.9% 8.7% 5.4% 22.8% 5.4x 5.3x 23.9x 17.7x 34.7x DST Systems DST $4,419 $3,811 95.9% 6.0% 32.7% (57.6%) 74.6% 27.6% 3.6x 2.2x 13.2x 10.4x 13.6x Broadridge Financial Solutions BR $10,117 $8,884 96.9% 15.9% 81.2% 31.1% 15.0% 17.4% 2.7x 2.4x 15.4x 13.9x 29.5x AMT Fidessa group FDSA-GB $1,049 $1,163 85.8% 14.6% (18.9%) (0.8%) 3.7% 26.3% 2.3x 2.3x 8.9x 9.3x 24.8x Asset Management & Trading Median $10,117 $7,832 96.9% 15.9% 35.1% 7.3% 7.6% 28.3% 5.4x 5.2x 15.4x 14.3x 30.0x

PAGE | 14 FINANCIAL TECHNOLOGY SECTOR REVIEW TECHNOLOGY, MEDIA & TELECOM GROUP │ Q2 2017

INSTITUTIONAL SOLUTIONS – TRANSACTION ACTIVITY

SELECT RECENT M&A TRANSACTIONS1

Announced Date Target/Issuer Buyer Description Enterprise Value ($m) 06/28/2017 LoyaltyExpress New Capital Partners Provider of marketing automation and cloud-based CRM solutions for banks. NA

06/27/2017 Cachematrix Holdings BlackRock Provider of SaaS-based cash management and liquidity solutions for financial institutions. NA

05/30/2017 Comergence Compliance Monitoring Optimal Blue Provider of complaince and risk software for mortgage lenders. NA

05/17/2017 OTAS Technologies Liquidnet Provider of a cloud-based platform to provide pre-trade and market analysis of stocks. NA

05/15/2017 Bureau van Dijk Moody's Provider of private company information and corporate ownership data. $3,330

05/10/2017 Ancoa Software Cinnober Financial Technology Provider of surveillance and analytics for exchanges, regulators, and financial institutions. NA

05/09/2017 Matchi Holdings KPMG International Provider of a matchmaking platform to connect institutions with FinTech services. NA

05/03/2017 BrightClaim Genpact Provider of integrated claims solutions to the property and casualty insurance market. NA

05/02/2017 Supernal Software Ncontracts Provider of risk management software for financial institutions. NA

04/12/2017 BeesPath Accenture Provider of an online management platform to deliver secure communications services. NA

04/06/2017 Transactor Global Solutions Open International Provider of configurable insurance software for underwriting agencies and insurers. $50

03/22/2017 Avaloq Group Warburg Pincus Provider of core banking solutions for front, middle, and back office applications. $863

03/20/2017 BI-SAM Technologies FactSet Provider of portfolio analytics solutions for investment strategy evaluation. $205

03/14/2017 RAGE Frameworks Genpact Provider of knowledge-based automation (AI) technology and services. NA

03/13/2017 DH Corp. Vista Equity Partners Provider of global lending software solutions. $3,447

SELECT RECENT PRIVATE PLACEMENT TRANSACTIONS4

Announced Date Target/Issuer Buyer Description New Money ($m) 06/12/2017 Next Insurance Munich Re Provider of an online small business insurance marketplace. $35

06/02/2017 Coverfox Accel Partners Provider of an online insurance marketplace. $15

05/24/2017 R3 Bank of America Merrill Lynch Provider of a distributed ledger operating system for the financial services industry. $107

05/23/2017 Nomis Solutions Accenture Provider of profit-based pricing and profitability management services. $8

05/23/2017 Carpe Data Aquiline Capital Partners Provider of predictive scoring and data products for insurers. $7

05/17/2017 Neighborly 8VC Provider of a crowd funding platform allowing retail investors to access municipal bonds. $26

05/16/2017 Symphony Communication Services BNP Paribas Provider of an open source secure communication and workflow platform. $63

05/15/2017 Algomi Alliance Bernstein Provider of a financial trading platform that connects fixed income professionals. NA

05/10/2017 Kreditech PayU Provider of a credit-scoring platform. $120

05/09/2017 Solovis Edison Partners Provider of asset management software for the analysis of investments. $8

05/09/2017 Broadway Technology Long Ridge Equity Partners Provider of financial trading software and services for fixed income markets. $42

05/05/2017 PolicyGenius Norwest Venture Partners Provider of an online insurance platform for life, disability, renters, and pet insurance. $30

05/05/2017 Ledger Investing Accel Partners Provider of an insurance-linked security marketplace for improved risk transparency. $5

04/06/2017 Trov Guidewire Provider of an on-demand insurance platform. $45

03/29/2017 Shapeshift Earlybird Ventures Provider of an online digital currency exchange designed for blockchain assets. $10

* “NM” indicates transaction value below $1 million. PAGE | 15 FINANCIAL TECHNOLOGY SECTOR REVIEW TECHNOLOGY, MEDIA & TELECOM GROUP │ Q2 2017

CONSUMER SOLUTIONS – LANDSCAPE

REPRESENTATIVE CONSUMER SOLUTION PROVIDERS

Peer to Peer Personal Finance

To receive the latest Financial Technology market maps, please contact HW&Co. at [email protected]

PAGE | 16 FINANCIAL TECHNOLOGY SECTOR REVIEW TECHNOLOGY, MEDIA & TELECOM GROUP │ Q2 2017

CONSUMER SOLUTIONS – TRADING COMPARABLES

Peer to Peer PayPal PYPL $61,208 $64,472 97.3% 47.0% NA 16.4% 24.4% 20.2% 5.5x 4.8x 27.3x 18.8x 45.5x Western Union WU $11,376 $8,977 83.9% (0.7%) 9.6% (0.6%) 1.0% 24.4% 2.1x 2.1x 8.6x 8.8x 41.4x P2P Transfers Square SQ $8,036 $5,395 94.0% 159.2% NA 28.3% (41.5%) 0.2% 4.5x 8.8x NM 64.7x NA Green Dot Corporation GDOT $1,339 $1,917 95.9% 67.6% 97.5% 6.9% 18.4% 14.8% 1.8x 1.6x 12.1x 6.9x 40.6x Marketplace LendingClub LC $1,363 $2,225 81.2% 28.1% NA 3.9% (43.4%) NA 1.2x 2.3x NA 25.6x NA Lending On Deck Capital ONDK $1,020 $338 72.1% (9.5%) NA 23.3% 12.9% NA 3.2x 2.9x NA NM NA Peer to Peer Median $2,110 $2,225 94.0% 47.0% 15.5% 13.4% 1.6% 17.5% 2.1x 2.3x 12.1x 13.8x 41.0x

Personal Finance & Mobile Wallets Personal Fin. Intuit INTU $33,438 $34,028 92.4% 19.0% 63.4% 14.2% 8.8% 31.0% 6.6x 6.3x 21.2x 16.3x 38.1x Apple AAPL $789,209 $750,897 91.9% 50.6% 54.0% (2.3%) 12.5% 31.3% 3.6x 3.4x 11.5x 10.7x 16.8x Mobile Microsoft MSFT $498,326 $532,175 94.6% 34.7% 64.6% 0.7% 19.6% 34.2% 5.7x 5.0x 16.8x 12.6x 30.5x Wallets Amazon.com AMZN $473,527 $462,680 95.2% 35.3% 191.2% 25.7% 29.2% 8.7% 3.3x 2.8x 38.2x 24.5x 182.2x Facebook FB $412,179 $356,877 96.5% 32.1% 121.8% 53.2% 44.8% 53.9% 13.6x 10.7x 25.2x 17.3x 39.9x Personal Finance & Mobile Wallet Median $473,527 $462,680 94.6% 34.7% 64.6% 14.2% 19.6% 31.3% 5.7x 5.0x 21.2x 16.3x 38.1x

PAGE | 17 FINANCIAL TECHNOLOGY SECTOR REVIEW TECHNOLOGY, MEDIA & TELECOM GROUP │ Q2 2017

CONSUMER SOLUTIONS – TRANSACTION ACTIVITY

SELECT RECENT M&A TRANSACTIONS1

Announced Date Target/Issuer Buyer Description Enterprise Value ($m) 05/24/2017 ItzCash Card Ebix Provider of multi-service prepaid cash cards. $154

03/29/2017 GiveForward YouCaring Provider of an online fundraising platform. NA

03/27/2017 Fit Pay NXT-ID Provider of a contactless payments platform for wearables and IoT devices. NA

03/01/2017 OrderAhead Square Provider of a mobile application for on-demand delivery of food. NA

02/22/2017 Tilt.com Airbnb Provider of a social crowdfunding platform. $62

02/01/2017 ZenBanx Holding Social Finance Provider of an international, multi-currency mobile banking platform. $100

01/30/2017 UniRush Green Dot Provider of prepaid debit card solutions. $151

12/13/2016 AFJC Credit Karma Provider of online individual tax filing services. NA

11/20/2016 LifeLock Symantec Provider of theft identity protection services. $2,096

11/18/2016 Cookies Labs Klarna Provider of a mobile application for peer-to-peer payments. NA

11/16/2016 Iron Horse Holdings LendingTree Provider of online credit card comparison, education, monitoring, and management. $130

10/18/2016 KountMoney Lendingkart Provider of data analytics to the P2P personal loan industry. NA

10/13/2016 RoboVest InvestView Provider of online trading and brokerage applications. NA

10/06/2016 Paribus Capital One Provides online consumer banking services. NA

10/03/2016 Boltmade Shopify Provider of consumer centric software for the retail industry. NA

SELECT RECENT PRIVATE PLACEMENT TRANSACTIONS4

Announced Date Target/Issuer Buyer Description New Money ($m) 06/28/2017 LendUp PayPal Provider of online lending services focused on the middle class. NA

06/01/2017 Zopa Bessemer Venture Partners Provider of a peer-to-peer lending platform. $41

05/18/2017 Paytm SoftBank Group Provider of a mobile and eCommerce platform for bill payment services. $1,400

05/16/2017 LevelUp JP Morgan Provider of a mobile payment network connecting consumers and merchants. $50

05/11/2017 Wealthsimple Power Financial Provider of low-fee, long-term investment management services. $51

04/26/2017 Robinhood New Enterprise Associates Provider of a mobile stock trading application for consumers. $110

04/13/2017 College Ave Student Loans Comcast Ventures Provider of an online student loan platform. $30

04/07/2017 Upgrade Union Square Ventures Provider of an online credit scoring platform. $54

04/03/2017 OpenInvest Andreessen Horowitz Provider of a socially responsible investing platform. $3

03/31/2017 Robinhood DST Provider of a mobile stock trading application for consumers. NA

03/23/2017 Clarity Money RRE Provider of a personal finance assistance application for consumers. $11

03/21/2017 SoFi Silver Lake Provider of an online finance platform for personal and student loans. $453

03/09/2017 Viva Republica Bessemer Venture Partners, Paypal Provider of a financial services mobile platform to simplify payments in Korea. $48

03/08/2017 Easynvest Advent International Provider of an online and mobile technology platform for investment decision making. NA

03/02/2017 Upstart Network Founders Fund, Kleiner Perkins Provider of an online lending marketplace to provide personal loans. $33

* “NM” indicates transaction value below $1 million. PAGE | 18 FINANCIAL TECHNOLOGY SECTOR REVIEW TECHNOLOGY, MEDIA & TELECOM GROUP │ Q2 2017

SUMMARY OF TECHNOLOGY IPOS

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

$0 - 50M $50 - 100M $100 - 250M $250M + . The market for technology IPOs continues to gain traction, with six companies listing in 2Q 18 2017. As global indexes continue to reach new highs on a regular basis, driven largely 16 15 by record growth in technology stocks, both startups and unicorns alike increasingly view 13 13 the public markets as a viable source of

11 11 liquidity.

9 . While a strong backlog of technology IPOs 8 remains, political uncertainty around the 7 new US administration as well as SNAP’s 6 6 5 5 recent stock performance decline remain 4 key considerations as companies consider 3 entering the public markets. 2

1Q-13 2Q-13 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

2013 Total: 48 2014 Total: 47 2015 Total: 31 2016 Total: 15 2017 YTD Total: 11

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% 17% 19% 25% 33%

46% 29%

42% 29% 48%

PAGE | 19 FINANCIAL TECHNOLOGY SECTOR REVIEW TECHNOLOGY, MEDIA & TELECOM GROUP │ Q2 2017

KEY PERFORMANCE METRICS FOR RECENT SOFTWARE IPOS1

250.0%

150.0% 117.1% 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%

% Revenue% (50.0%)

(150.0%)

150.0%

125.0% 115.5% 109.2% 96.8% 100.0% 91.4% 95.2%

75.0% 62.2% 49.2% 53.5% 50.0% 38.9% 37.3% 22.6% 25.0% 16.5% 8.8% 5.8% 4.1% 0.0%

(25.0%)

(50.0%)

Stock Performance Stock (75.0%)

(100.0%)

(125.0%)

(150.0%) Circle Size Denotes Revenue ($)

IPO DATE 6/22/16 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

OFFER PRICE $15.0 $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

MARKET CAP AT OFFER ($M) $1,233.0 $503.5 $323.1 $596.6 $1,958.5 $866.0 $838.6 $287.2 $1,240.6 $2,141.9 $662.5 $187.0 $1,921.0 $75.0 $100.2

OFFERING SIZE ($M) $150.0 $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

OFFER TO CURRENT 91.4% 95.2% 109.2% 8.8% 22.6% 62.2% 115.5% 96.8% 5.8% 49.2% 38.9% 37.3% 4.1% 53.5% 16.5%

PAGE | 20 FINANCIAL TECHNOLOGY SECTOR REVIEW TECHNOLOGY, MEDIA & TELECOM GROUP │ Q2 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 in 1H 2017 remained in line with the prior three years at $2.0B 5.6x $1.9B 5.3x leverage. 5.3x 5.3x 5.3x 5.3x $1.8B 4.7x 4.7x 4.8x $1.7B . Middle market LBO 4.5x 4.5x $1.6B 4.3x 4.2x 4.3x $1.5B loan volume 4.0x 3.8x 3.8x increased to $1.7 $1.2B $1.2B 3.4x 3.3x $1.2B billion in 2Q 2017, $1.1B continuing the $0.9B $0.9B upward trend over the $0.7B last three quarters.

$0.4B

2000 2001 2002 2003 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016 1H'17 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

LBO LOAN VOLUME BY INDUSTRY2,3 MEDIAN LBO DEBT PERCENTAGES4

Percentage of Total Purchase Price . Technology 1H 2017 New Issue LBO Loans companies have been Computers & Electronics 27.9% the largest recipients 66% of LBO loans in 1H 2017, representing Services & Leasing 20.4% 60% 60% 60% 27.9% of new issuance. 58% 56% 57% 55% . Median LBO debt Healthcare 7.3% 50% 51% percentages increased to 56% of total purchase price in Chemicals 7.0% 1H 2017. Manufacturing 5.2%

Food & Beverage 3.6%

Other 28.6% 2008 2009 2010 2011 2012 2013 2014 2015 2016 1H'17

PAGE | 21 FINANCIAL TECHNOLOGY SECTOR REVIEW TECHNOLOGY, MEDIA & TELECOM GROUP │ Q2 2017

SELECT HW&CO. TMT TRANSACTIONS

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

B2C

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

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

a portfolio company of growth equity acquired by acquired by acquired by acquired by acquired by acquired by acquired by acquired by acquired by acquired by acquired by acquired by acquired by investment from

recapitalized by management

acquired by

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

significant equity minority investment minority 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 investment from from from

GFI Energy Group a division of

acquired by acquired by strategic investment sold its Kline Towers acquired by acquired by acquired by acquired by acquired by acquired by acquired by acquired by acquired by acquired by acquired by from Division to and and

PAGE | 22 FINANCIAL TECHNOLOGY SECTOR REVIEW TECHNOLOGY, MEDIA & TELECOM GROUP │ Q2 2017

OUR FIRM

Harris Williams & Co. has a broad range of industry expertise, which create powerful opportunities. Our clients benefit form our deep-sector experience, integrated industry intelligence and collaboration across the firm, and our commitment to learning what makes them unique. For more information, visit our website at www.harriswilliams.com/industries.

Aerospace, Defense Building Products Business Consumer Energy, Power Healthcare Industrials Specialty Technology, Transportation & Government & Materials Services & Infrastructure & Life Sciences Distribution Media & Telecom & Logistics Services

HARRIS WILLIAMS & CO. OFFICE LOCATIONS

UNITED STATES EUROPE

Boston Richmond (Headquarters) Frankfurt One International Place 1001 Haxall Point Bockenheimer Landstrasse 33-35 Suite 2620 9th Floor 60325 Frankfurt Boston, Massachusetts 02110 Richmond, Virginia 23219 Germany Phone: +1 (617) 482-7501 Phone: +1 (804) 648-0072 Phone: +49 069 3650638 00

Cleveland San Francisco London 1900 East 9th Street 575 Market Street 63 Brook Street 20th Floor 31st Floor London W1K 4HS, England Cleveland, Ohio 44114 San Francisco, California 94105 Phone: +44 (0) 20 7518 8900 Phone: +1 (216) 689-2400 Phone: +1 (415) 288-4260

Minneapolis Washington, D.C. 222 South 9th Street 800 17th St. NW Suite 3350 2nd Floor NETWORK OFFICES Minneapolis, Minnesota 55402 Washington, D.C. 20006 Phone: +1 (612) 359-2700 Phone: +1 202-207-2300 Beijing New Delhi Hong Kong Shanghai Mumbai

PAGE | 23 FINANCIAL TECHNOLOGY SECTOR REVIEW TECHNOLOGY, MEDIA & TELECOM GROUP │ Q2 2017

HARRIS WILLIAMS & CO.

SOURCES

1. FactSet.

2. PNC Capital Markets.

3. S&P LCD stats.

4. PitchBook.

5. HW&Co. proprietary information.

DISCLOSURES

Harris Williams & Co. (www.harriswilliams.com) is a preeminent middle market investment bank focused on the advisory needs of clients worldwide. The firm has deep industry knowledge, global transaction expertise, and an unwavering commitment to excellence. Harris Williams & Co. provides sell-side and acquisition advisory, restructuring advisory, board advisory, private placements, and capital markets advisory services.

THIS REPORT MAY CONTAIN REFERENCES TO REGISTERED TRADEMARKS, SERVICE MARKS AND COPYRIGHTS OWNED BY THIRD-PARTY INFORMATION PROVIDERS. NONE OF THE THIRD- PARTY INFORMATION PROVIDERS IS ENDORSING THE OFFERING OF, AND SHALL NOT IN ANY WAY BE DEEMED AN ISSUER OR UNDERWRITER OF, THE SECURITIES, FINANCIAL INSTRUMENTS OR OTHER INVESTMENTS DISCUSSED IN THIS REPORT, AND SHALL NOT HAVE ANY LIABILITY OR RESPONSIBILITY FOR ANY STATEMENTS MADE IN THE REPORT OR FOR ANY FINANCIAL STATEMENTS, FINANCIAL PROJECTIONS OR OTHER FINANCIAL INFORMATION CONTAINED OR ATTACHED AS AN EXHIBIT TO THE REPORT. FOR MORE INFORMATION ABOUT THE MATERIALS PROVIDED BY SUCH THIRD PARTIES, PLEASE CONTACT US AT THE ABOVE ADDRESSES OR NUMBERS.

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.

PAGE | 24