BUSINESS SERVICES INDUSTRY UPDATE │ JUNE 2016

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0 BUSINESS SERVICES INDUSTRY UPDATE │ JUNE 2016

HW&CO. DEAL SPOTLIGHT

CONTENTS WPP INVESTS IN WOVEN DIGITAL . BUSINESS SERVICES UPDATE . EQUITY TRADING OVERVIEW WPP has announced it has agreed to make a strategic inv estment in Wov en . ECONOM IC TRENDS Digital, Inc., a digital media company targeting the domestic millennial male . M &A M ARKET TRENDS market. Wov en was founded in 2010 and has 130 employees. The Company distributes pop culture content to approximately 50m monthly users. Wov en’s . PUBLIC COM PARABLES clients include AB Inbev , AT&T, NBC Universal, and the Ultimate Fighting Championship. Read about it here. GROUP OVERVIEW

Harris Williams & Co. is a leading advisor to the business services KRW INSURANCE TO BE ACQUIRED BY ARTHUR J. GALLAGHER & CO. market. Our significant experience covers a broad range of end markets, industries, and KRW Insurance Agency is a retail insurance broker prov iding commercial property business models. This particular and casualty, risk management, employee benefits and personal lines insurance report focuses on trends and and consulting serv ices to clients in the United States. The Company specializes in metrics in the follow ing areas: coverage for the construction and maintenance industries. "For ov er 70 yea rs, KRW . Business Process Outsourcing has focused on dev eloping its depth of industry expertise, strong market relationships and quality client serv ice," said J. Patrick Gallagher, Jr., Chairman, . Consulting President and CEO or Arthur J. Gallagher & Co. Read about it here. . Human Resources . Insurance, Legal, and Risk Services . M arketing and Information MANPOWER GROUP ACQUIRES CIBER NETHERLANDS Services . Transaction Processing . Education and Training Ciber is a leading global information technology consulting, serv ices, and . Facility Services outsourcing company. Manpower has announced the acquisition of Ciber’s Dutch div ision in order to bolster the Manpower’s IT serv ice offering. Jilko Andringa, President ManpowerGroup Northern Europe, said “rapid technological adv ances CONTACTS mean the best IT professionals are more in-demand than ev er. This mov e allows us to broaden our offerings and bring ev en more IT talent to our clients so they can Derek Lewis achiev e their business objectiv es in this rapidly changing competitiv e M anaging Director env ironment.“ Read about it here. dlew [email protected] +1 (804) 915-1118 Bob Baltimore M anaging Director [email protected] EPIQ AND ACTIVIST VILLERE ENTER BOARD COMPOSITION SETTLEMENT AGREEMENT +1 (804) 915-1129 John Klim Epiq (NASDAQ: EIPQ) is a leading global prov ider of integrated technology Director th jklim@harrisw illiams.com solutions and serv ices for the legal profession. On May 7 , the Company +1 (804) 915-0136 announced that it has reached an agreement with activist inv estor St. Denus J. Villere & Company regarding the composition of the board of directors. Following Marshall Croft the report, Epiq suiter P2 Capital Partners said that it had re-engaged in talks with Vice President the Company regarding a possible transaction. Read about it here. mcroft@harrisw illiams.com +1 (804) 915-0161 Josh Garner Vice President jgarner@harrisw illiams.com OPEN TEXT TO ACQUIRE RECOMMIND +1 (804) 915-0167

Open Text Corporation (NASDAQ: OTEX), a global leader in Enterprise Information Management, announced today that it has entered into a definitiv e agreement to acquire p riv ately held Recommind, Inc., a prov ider of eDiscov ery, and information analytics. They offer SaaS and managed serv ices solutions. The acquisition is expected to expand Open Text’s expertise in cloud and dev eloping and using analytics to solv e concrete and expensiv e business problems. Read about it here.

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PAGE | 1 BUSINESS SERVICES INDUSTRY UPDATE │ JUNE 2016

EQUITY TRADING OVERVIEW

KEY TRADING STATISTICS1,2

Median Change in Stock Price LTM Multiples 2016E Number of Sector Enterprise Companies Value ($mm) 3 mos. 12 mos. EV/EBITDA P/E EV/EBITDA P/E

Business Process Outsourcing 11 $5,185 (2.0%) (5.4%) 11.4x 20.6x 11.3x 15.8x

Consulting 10 1,378 5.1% 3.0% 10.0x 19.3x 9.9x 16.7x

Human Resources 17 1,075 (19.6%) (20.8%) 6.9x 11.7x 6.8x 11.5x

Insurance, Legal, and Risk Services 7 9,165 7.1% 3.3% 12.0x 21.6x 10.4x 15.8x

Marketing & Information Services 29 6,851 1.9% 0.2% 12.8x 23.0x 12.3x 16.8x

Transaction Processing 9 11,510 6.6% 2.4% 15.1x 29.1x 14.6x 20.1x

Education & Training 16 357 3.0% 1.4% 6.1x 12.7x 4.7x 15.8x

Business Services Index 99 $5,185 3.0% 1.4% 11.4x 20.6x 10.4x 15.8x

As of July 5, 2016

PUBLIC COMPANY SECTOR PERFORMANCE1,2

5.0% 16.0x 14.6x

14.0x 0.0%

12.3x EV/2016E EV/2016E Multiple EBITDA 11.3x 12.0x (5.0%) 10.6x 10.4x 10.4x 9.9x 10.0x

(10.0%)

6.8x 8.0x

month % Change % Change inStockmonth Price

- 12 (15.0%) 6.0x

4.7x

(20.0%) 4.0x Business Transaction Human Business Marketing & Insurance, S&P 500 Consulting Education & Process Processing Resources Services Information Legal, and Training Outsourcing Index Services Risk Services

12-month % Change in Stock Price EV/2016E EBITDA Multiple

As of July 5, 2016

PAGE | 2 BUSINESS SERVICES INDUSTRY UPDATE │ JUNE 2016

ECONOMIC TRENDS

A SNAPSHOT OF KEY ECONOMIC INDICATORS

U.S. GDP GROWTH3 CONS. CONFIDENCE AND UNEMPLOYMENT RATE4,5

(In trillions of chained 2009 dollars) 120.0 14.0%

12.0% 100.0 Rate Unemployment

$16.5 10.0% th Grow Percentage Annual 10.0% $16.0 80.0 5.0% 8.0% $15.5 60.0 6.0% $15.0 40.0 0.0% 4.0% GDP $14.5 Consumer Consumer Confidence 20.0 2.0% $14.0 (5.0%) 0.0 0.0% $13.5 Mar-08 Mar-10 Mar-12 Mar-14 Mar-16 $13.0 (10.0%) Dec-07 Dec-09 Dec-11 Dec-13 Dec-15 Consumer Confidence Unemployment Rate

Sources: (1) U.S. Bureau of Economic Analysis Sources: (2) The Conference Board and U.S. Bureau of Labor Statistics

NON-FARM PAYROLLS (1-MONTH NET CHANGE)5 U.S. INITIAL JOBLESS CLAIMS6

(Payrolls in 000s) (Claims in 000s)

600 May–16: May–16: 38 700,000 400 267,000 600,000 200 500,000 0 400,000 (200) 300,000 (400)

InitialClaims 200,000 (600) 100,000 (800) 0 (1,000)

Sources: (3) Bureau of Labor Statistics Sources: (4) United States Department of Labor

CONSUMER PRICE INDEX5 ISM NON-MANUFACTURING INDEX7

6.0% May–16: Apr–16 YOY 5.0% 70.0 52.9 Change: 1.1% 4.0% 60.0

3.0% 50.0

2.0% 40.0 1.0% 30.0

YOY Change YOY 0.0% 20.0 -1.0% 10.0 -2.0% 0.0 -3.0%

Sources: (5) Bureau of Labor Statistics Sources: (6) The Institute for Supply Management

PAGE | 3 BUSINESS SERVICES INDUSTRY UPDATE │ JUNE 2016

M&A MARKET TRENDS

SELECT RECENT M&A TRANSACTIONS

Date Target Business Description Acquirer

MG LLC provides marketing consulting services. The company was founded Clayton Dubilier & 06/09/2016 MG LLC on 2003 and is headquartered in Fort Lee, NY. Rice Holdings LP

Business Resource Group, Inc. provides process consulting, technology Jones Lang LaSalle, 06/07/2016 Business Resource Group, Inc. deployment and operational outsourcing services. Inc.

Elemica, Inc. provides supply a chain operating network for the process 06/07/2016 Elemica, Inc. Thoma Bravo LLC industries.

Northstar Travel Media LLC publishes directories, periodicals, and 06/07/2016 Northstar Travel Media LLC Wasserstein & Co. LP destination information services.

Flex-Pay Business Services, Inc. provides payroll processing services. Its 06/02/2016 Flex-Pay Business Services, Inc. CBIZ, Inc. services include payroll, time and attendance and optional services. .

Sage Tree LLC operates as an ecommerce channel. It specialized in online Leonard Green & 06/02/2016 Sage Tree LLC sales, e-commerce, website development, channel management, and Partners LP sales representation.

Recommind, Inc. develops and sells software for electronic discovery, 06/02/2016 Recommind, Inc. Open Text Corp. information governance, enterprise search, and content categorization.

Market Track LLC; OnRamp Technologies LLC provides online retail intelligence, channel 06/01/2016 OnRamp Technologies LLC Aurora Capital management, and brand protection solutions. Group LP

BUSINESS SERVICES M&A VOLUME (BY YEAR)1,2

4,500 3,815 4,000 3,431 3,500 3,057 2,924 2,830 2,740 3,000 2,624 2,475 2,500 2,153

2,000 1,459

1,500 Number of Deals 1,000

500

0 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016 YTD

Undisclosed <$100M >$100M & <$250M >$250M & <$500M >$500M & <$1.0B >$1.0B+

Source: FactSte (1) Represents all announced or closed M&A transactions in the United States and Canada (2) No transaction value provided for undisclosed deals

PAGE | 4 BUSINESS SERVICES INDUSTRY UPDATE │ JUNE 2016

PUBLIC COMPARABLES

PUBLIC COMPANY PERFORMANCE1,2

Price at As a % of Market Enterprise EBITDA EV / LTM EV / 2016E ($ in millions, except per share data) 7/5/16 52-wk High Cap Value (EV) Margins Revenue EBITDA Revenue EBITDA

Business Process Outsourcing Tata Consultancy Services Limited $36.79 86.8% $72,501 $68,139 28.2% 4.1x 14.6x 4.3x 15.2x Cognizant Technology Solutions Corporation Class A 56.71 81.2% 34,359 30,928 20.4% 2.4x 11.9x 2.5x 12.6x Wipro Limited 8.33 89.1% 20,584 18,882 21.1% 2.4x 11.4x 2.5x 11.5x Computer Sciences Corporation 49.05 68.9% 6,831 8,231 12.1% 1.2x 9.6x 1.0x 5.9x Genpact Limited 26.75 93.8% 5,631 6,031 18.1% 2.4x 13.5x 2.5x 14.2x Computershare Limited 6.94 72.9% 3,803 5,185 25.0% 2.7x 10.7x 2.7x 9.7x Convergys Corporation 25.04 87.7% 2,416 2,565 14.3% 0.9x 6.1x 0.9x 6.8x ExlService Holdings, Inc. 52.04 98.3% 1,742 1,608 17.3% 2.5x 14.3x 2.6x 16.3x WNS (Holdings) Limited Sponsored ADR 27.91 81.2% 1,463 1,274 18.2% 2.3x 12.5x 2.3x 11.3x TeleTech Holdings, Inc. 26.99 87.8% 1,299 1,356 13.5% 1.1x 7.8x 1.1x 8.2x Sykes Enterprises, Incorporated 28.38 86.0% 1,209 1,011 11.8% 0.8x 6.7x 0.8x 6.6x Mean 84.9% $13,803 $13,201 18.2% 2.1x 10.8x 2.1x 10.8x Median 86.8% $3,803 $5,185 18.1% 2.4x 11.4x 2.5x 11.3x Consulting Accenture Plc $113.30 93.8% $70,672 $67,201 15.5% 2.0x 12.7x 2.1x 12.9x CEB Inc. 61.71 67.4% 1,987 2,383 23.7% 2.6x 10.8x 2.6x 9.8x FTI Consulting, Inc. 41.09 89.4% 1,703 2,091 11.6% 1.2x 9.9x 1.2x 10.2x Advisory Board Company 36.12 59.8% 1,481 1,979 18.1% 2.5x 13.9x 2.6x 11.4x Huron Consulting Group Inc. 60.57 77.5% 1,317 1,653 21.3% 2.2x 10.2x 2.4x 11.9x ICF International, Inc. 40.72 95.1% 774 1,103 9.6% 1.0x 10.1x 1.0x 10.0x Navigant Consulting, Inc. 16.35 91.1% 779 987 13.2% 1.0x 7.9x 1.2x 8.2x Resources Connection, Inc. 14.57 77.9% 536 439 9.2% 0.7x 8.0x 0.7x 7.8x CBIZ, Inc. 10.36 89.8% 545 752 11.2% 1.0x 8.8x 1.0x 8.6x CRA International, Inc. 24.66 87.9% 221 199 7.7% 0.6x 8.5x 0.7x 4.9x Mean 83.0% $8,001 $7,879 14.1% 1.5x 10.1x 1.5x 9.6x Median 88.6% $1,048 $1,378 12.4% 1.1x 10.0x 1.2x 9.9x Human Resources Randstad Holding NV $38.09 53.7% $6,972 $7,310 4.7% 0.3x 7.3x 0.4x 7.3x ManpowerGroup Inc. 61.72 63.7% 4,412 4,544 4.1% 0.2x 5.7x 0.2x 5.8x Robert Half International Inc. 37.63 64.9% 4,942 4,729 12.4% 0.9x 7.4x 0.9x 7.5x Hays plc 1.26 46.8% 1,812 1,895 4.8% 0.3x 6.5x 0.3x 6.7x On Assignment, Inc. 36.11 70.8% 1,928 2,622 10.9% 1.2x 10.8x 1.3x 10.9x PageGroup PLC 3.81 43.5% 1,243 1,103 10.0% 0.7x 6.8x 0.7x 7.1x 51job Inc Sponsored ADR 28.02 78.7% 1,664 1,021 29.7% 3.1x 10.3x 3.2x 9.4x Korn/Ferry International 20.81 53.5% 1,192 1,048 17.8% 0.7x 4.2x 0.9x 5.8x USG People NV 19.47 96.9% 1,579 1,778 4.1% 0.6x 14.9x 0.6x 13.1x Insperity, Inc. 76.60 99.0% 1,638 1,382 4.2% 0.5x 12.2x 0.5x 12.6x TrueBlue, Inc. 19.02 61.1% 808 952 5.3% 0.3x 6.5x 0.4x 6.5x Kelly Services, Inc. Class A 18.56 92.1% 705 698 1.7% 0.1x 7.6x 0.1x 5.8x SThree plc 3.47 55.4% 445 435 5.3% 0.3x 6.3x 0.3x 6.6x Kforce Inc. 17.07 58.2% 474 580 6.2% 0.4x 7.0x 0.4x 6.8x Heidrick & Struggles International, Inc. 16.85 55.0% 313 251 8.2% 0.4x 5.4x 0.5x 4.7x Barrett Business Services, Inc. 39.74 75.0% 287 195 5.3% 0.3x 5.0x 0.3x NA Towers Watson & Co. Class A 0.00 0.0% 0 (406) 21.3% NM NM NA NA Mean 66.8% $768 $1,909 8.4% 0.7x 7.7x 0.7x 7.8x Median 62.4% $1,411 $1,075 5.3% 0.4x 6.9x 0.4x 6.8x

As of July 5, 2016

PAGE | 5 BUSINESS SERVICES INDUSTRY UPDATE │ JUNE 2016

PUBLIC COMPARABLES

PUBLIC COMPANY PERFORMANCE1,2

Price at As a % of Market Enterprise EBITDA EV / LTM EV / 2016E ($ in millions, except per share data) 7/5/16 52-wk High Cap Value (EV) Margins Revenue EBITDA Revenue EBITDA

Insurance, Legal, and Risk Services Marsh & McLennan Companies, Inc. $67.77 98.7% $35,324 $39,419 22.2% 3.0x 13.6x 3.1x 13.8x Aon plc 109.19 99.1% 28,927 34,472 21.3% 3.0x 14.0x 3.0x 13.7x Willis Towers Watson Public Limited Company 107.80 81.5% 16,877 19,805 22.1% 4.0x 18.1x 5.2x 23.9x Arthur J. Gallagher & Co. 47.32 97.3% 8,371 9,165 14.1% 1.7x 12.0x 1.7x 10.4x Brown & Brown, Inc. 36.92 98.5% 5,170 5,662 33.3% 3.4x 10.1x 3.4x 10.3x Epiq Systems, Inc. 14.60 83.4% 554 933 15.2% 1.6x 10.7x 1.7x 8.6x Crawford & Company Class B 8.63 98.2% 451 636 9.3% 0.5x 5.6x 0.5x 6.1x Mean 93.8% $13,668 $15,728 19.6% 2.5x 12.0x 2.6x 12.4x Median 98.2% $8,371 $9,165 21.3% 3.0x 12.0x 3.0x 10.4x Marketing & Information Services Thomson Reuters Corporation $41.04 95.9% $30,871 $38,850 27.9% 3.2x 11.6x 3.2x 11.7x WPP Plc 21.28 87.5% 27,367 32,099 15.7% 1.7x 10.9x 1.8x 10.9x Omnicom Group Inc 81.00 94.2% 19,258 22,159 14.7% 1.5x 10.0x 1.5x 10.0x Nielsen Holdings Plc 52.05 94.5% 18,780 26,008 28.1% 4.2x 14.9x 4.2x 14.0x Moody's Corporation 93.52 82.1% 18,171 19,533 44.3% 5.7x 12.8x 5.6x 12.2x Experian PLC 18.90 95.8% 18,106 21,065 34.3% 4.6x 13.5x 4.6x 13.4x Publicis Groupe SA 66.23 81.6% 14,771 16,538 18.5% 1.6x 8.4x 1.6x 9.1x Equifax Inc. 128.64 99.5% 15,310 18,253 32.7% 6.7x 20.5x 6.9x 19.8x Verisk Analytics Inc 81.09 98.9% 13,611 16,416 48.7% 7.8x 16.0x 7.9x 16.6x Alliance Data Systems Corporation 193.10 62.7% 11,374 28,335 28.3% 4.3x 15.3x 4.4x 16.4x Wolters Kluwer NV 40.38 97.4% 12,192 14,113 25.5% 3.0x 11.9x 3.1x 12.2x Interpublic Group of Companies, Inc. 23.09 93.0% 9,292 10,355 13.5% 1.3x 10.0x 1.4x 9.6x IHS Inc. Class A 117.29 90.4% 7,911 10,527 27.4% 4.8x 17.6x 4.8x 14.9x CoStar Group, Inc. 213.90 95.7% 6,963 6,851 16.6% 9.1x 54.8x 9.6x 50.5x FactSet Research Systems Inc. 161.34 91.0% 6,596 6,697 35.4% 6.3x 17.7x 6.4x 17.6x Informa Plc 9.53 93.8% 6,185 7,505 31.9% 4.1x 12.7x 4.2x 13.2x Dun & Bradstreet Corporation 123.06 95.5% 4,462 5,842 27.9% 3.6x 12.8x 3.5x 12.4x DST Systems, Inc. 117.07 86.9% 3,885 4,533 14.8% 1.6x 10.7x 2.3x 10.2x UBM PLC 8.22 82.1% 3,237 3,959 27.0% 3.4x 12.5x 2.8x 10.5x Morningstar, Inc. 81.59 91.2% 3,501 3,349 31.6% 4.3x 13.5x 4.2x NA Fair Isaac Corporation 112.93 97.5% 3,521 4,047 23.3% 4.8x 20.5x 4.8x 16.9x Havas SA 7.60 84.5% 3,189 3,285 14.4% 1.4x 9.4x 1.4x 8.6x CoreLogic, Inc. 38.25 90.4% 3,399 4,565 22.9% 2.8x 12.3x 3.0x 10.8x comScore, Inc. 23.97 36.9% 1,358 1,248 7.1% 3.5x 48.5x 3.4x 13.1x Acxiom Corporation 22.06 93.6% 1,716 1,717 13.4% 2.0x 15.1x 1.9x 11.4x Forrester Research, Inc. 37.08 96.7% 661 541 10.5% 1.7x 16.3x 1.7x 16.1x Viad Corp 30.46 92.6% 617 738 7.1% 0.7x 9.7x 0.7x 9.6x QuinStreet, Inc. 3.55 52.1% 161 121 NM 0.4x NM 0.4x 12.8x Harte-Hanks, Inc. 1.67 27.6% 103 170 5.6% 0.4x 6.2x 0.3x 4.3x Mean 85.6% $9,192 $11,359 23.2% 3.5x 15.9x 3.5x 13.9x Median 92.6% $6,596 $6,851 24.4% 3.4x 12.8x 3.2x 12.3x

Transaction Processing Automatic Data Processing, Inc. $92.86 99.9% $42,301 $41,344 21.0% 3.6x 17.2x 3.7x 17.6x Fidelity National Information Services, Inc. 74.17 97.8% 24,145 34,740 30.3% 4.7x 15.5x 5.2x 17.0x Paychex, Inc. 59.38 99.6% 21,384 21,057 42.7% 7.3x 17.1x 7.4x 17.3x Total System Services, Inc. 52.65 92.9% 9,667 10,644 29.0% 3.7x 12.9x 4.3x 13.0x Western Union Company 19.23 93.3% 9,445 11,510 23.4% 2.1x 9.1x 2.1x 8.2x Vantiv, Inc. Class A 56.36 97.0% 8,811 11,778 23.4% 3.6x 15.4x 7.0x 14.6x Jack Henry & Associates, Inc. 87.41 99.7% 6,895 6,942 34.8% 5.3x 15.1x 5.3x 15.2x VeriFone Systems, Inc. 18.18 52.8% 2,010 2,808 13.9% 1.4x 9.8x 1.4x 8.4x Heartland Payment Systems, Inc. 103.09 98.2% 0 457 11.9% 0.2x 1.4x 0.6x 2.0x Mean 92.4% $13,851 $15,698 25.6% 3.5x 12.6x 4.1x 12.6x Median 97.8% $9,445 $11,510 23.4% 3.6x 15.1x 4.3x 14.6x

As of June 8, 2016

PAGE | 6 BUSINESS SERVICES INDUSTRY UPDATE │ JUNE 2016

PUBLIC COMPARABLES

PUBLIC COMPANY PERFORMANCE1,2

Price at As a % of Market Enterprise EBITDA EV / LTM EV / 2016E ($ in millions, except per share data) 7/5/16 52-wk High Cap Value (EV) Margins Revenue EBITDA Revenue EBITDA

Education & Training Pearson PLC $12.72 62.8% $10,452 $11,264 20.7% 1.7x 8.0x 1.7x 9.1x John Wiley & Sons, Inc. Class A 52.11 93.4% 3,004 3,433 22.2% 2.0x 8.9x 2.0x 9.7x Grand Canyon Education, Inc. 40.30 89.2% 1,890 1,773 32.2% 2.2x 6.8x 2.3x 7.1x Scholastic Corporation 39.67 87.8% 1,354 1,002 5.8% 0.7x 11.8x 0.6x 9.4x DeVry Education Group Inc. 18.57 57.7% 1,165 821 15.4% 0.4x 2.9x 0.4x 2.9x Capella Education Company 53.02 92.3% 619 495 21.1% 1.2x 5.5x 1.2x 5.3x Strayer Education, Inc. 48.48 75.9% 541 423 20.7% 1.0x 4.7x 1.0x 4.7x K12 Inc. 12.61 84.1% 492 316 11.7% 0.4x 3.0x 0.3x 3.3x American Public Education, Inc. 27.48 95.0% 441 321 22.9% 1.0x 4.3x 1.0x 4.3x GP Strategies Corporation 21.25 60.0% 356 394 8.3% 0.8x 9.7x 0.8x 9.7x Bridgepoint Education, Inc. 7.26 66.4% 336 34 7.9% 0.1x 0.8x 0.1x 0.8x Franklin Covey Co. 14.27 72.7% 204 234 15.2% 1.1x 7.4x 1.1x 7.7x Cambium Learning Group, Inc. 4.46 74.7% 204 309 25.4% 2.1x 8.3x NA NA Universal Technical Institute, Inc. 2.59 29.6% 64 55 1.9% 0.2x 8.1x 0.2x 4.3x ITT Educational Services, Inc. 1.92 31.5% 46 133 14.3% 0.2x 1.2x 0.2x 1.3x Lincoln Educational Services Corporation 1.48 46.3% 35 54 9.9% 0.3x 3.4x 0.2x 3.2x Mean 70.0% $1,325 $1,316 16.0% 0.9x 5.9x 0.9x 5.5x Median 73.7% $467 $357 15.3% 0.9x 6.1x 0.8x 4.7x

Facility Services Compass Group Plc $19.15 98.4% $31,463 $35,785 9.2% 1.3x 14.3x 1.3x 14.6x Sodexo SA 108.39 97.8% 17,031 18,000 7.0% 0.8x 11.4x 0.8x 11.6x Cintas Corporation 98.58 99.5% 10,548 11,462 19.2% 2.4x 12.5x 2.4x 12.5x Aramark 33.25 94.8% 8,074 13,335 8.6% 0.9x 10.8x 0.9x 10.3x ISS A/S 36.87 90.7% 6,845 8,728 6.8% 0.7x 10.9x 0.8x 11.4x Rentokil Initial plc 2.56 92.2% 4,682 6,149 23.5% 2.3x 9.7x 2.4x 10.4x Berendsen plc 15.79 86.4% 2,724 3,247 31.7% 2.1x 6.7x 2.2x 6.7x EMCOR Group, Inc. 48.26 92.2% 2,929 2,845 5.3% 0.4x 7.8x 0.4x 7.9x ABM Industries Incorporated 36.08 95.3% 2,018 2,181 2.8% 0.4x 16.1x 0.4x 10.1x FirstService Corp 46.40 94.6% 1,670 1,836 9.4% 1.9x 20.4x 1.5x 17.8x G&K Services, Inc., Class A 76.54 98.6% 1,512 1,731 15.6% 1.8x 11.6x 1.8x 11.4x MITIE Group PLC 3.05 58.6% 1,081 1,358 6.8% 0.4x 5.9x 0.4x 6.2x Comfort Systems USA, Inc. 32.14 91.8% 1,203 1,214 7.4% 0.8x 10.3x 0.8x 11.0x TRC Companies, Inc. 6.34 51.5% 197 289 8.9% 0.6x 7.2x NA NA Mean 94.2% $8,798 $10,357 12.3% 1.3x 12.1x 1.3x 11.3x Median 94.7% $5,763 $7,439 8.9% 1.1x 11.2x 1.1x 10.9x

As of July 5, 2016

PAGE | 7 BUSINESS SERVICES INDUSTRY UPDATE │ JUNE 2016

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Cleveland San Francisco London 1900 East 9th Street 575 M arket 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 222 South 9th Street Suite 3350 NETWORK OFFICES M inneapolis, M innesota 55402 Phone: +1 (612) 359-2700 Beijing New Delhi Hong Kong Shanghai Mumbai

PAGE | 8 BUSINESS SERVICES INDUSTRY UPDATE │ JUNE 2016

HARRIS WILLIAMS & CO.

SOURCES

(1) S&P Capital IQ

(2) Thompson Reuters

(3) U.S. Bureau of Economic Analysis

(4) The Conference Board

(5) U.S. Bureau of Labor Statistics

(6) U.S. Department of Labor

(7) M ergermarket

(8) PR New swire

(9) Insurance Journal

(10) M ilwaukee Business Journal

(11) The Street

DISCLOSURES

Harris W illiams & 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 unw avering commitment to excellence. Harris Williams & Co. provides sell-side and acquisition advisory, restructuring advisory, board advisory, private placements, and capital markets advisory services.

Investment banking services are provided by Harris Williams LLC, a registered broker-dealer and member of FINRA and SIPC, and Harris Williams & Co. Ltd, w hich is authorized and regulated by the Financial Conduct Authority. Harris Williams & Co. is a trade name under w hich Harris Williams LLC and Harris W illiams & Co. Ltd conduct business.

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 view s 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 W illiams 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 ow n investment decisions using their ow n 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.

Copyr ight © 2016 Harris Williams & Co., all rights reserved.

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