WANdisco Outlook

Accelerating the customer cloud journey Software & comp services

1 July 2019 WANdisco’s software helps enterprises accelerate their shift to the cloud. Partnerships with major platform providers such as Amazon AWS and Price 448p secured in the last 18 months should drive Market cap £202m commercialisation. We forecast revenue rising 84% y-o-y in FY19 to $31m US$1:27/£ and believe its ambition to reach $100m in the medium term is achievable. Estimated net cash ($m) at end 23 FY19

Year end Revenue ($m) EBITDA* ($m) EBIT* ($m) EPS* (c) EV/sales (x) EV/EBITDA* (x) Shares in issue 45m 12/17 19.6 (0.6) (7.5) (19.4) 11.8 N/A Free float 92% 12/18 17.0 (9.4) (16.3) (37.5) 13.6 N/A Code WAND 12/19e 31.3 (0.4) (7.4) (16.9) 7.4 N/A

12/20e 40.7 6.2 (0.8) (2.0) 5.7 37.8 Primary exchange AIM Note: *EBITDA, EBIT and EPS are normalised, excluding amortisation of acquired intangibles, exceptional items and share-based payments. Secondary exchange N/A

Share price performance The customer cloud journey Shifting to the cloud enables enterprises to cut the cost of storing huge and rapidly growing datasets and enhance the performance of business-critical applications. By providing guaranteed consistency, WANdisco’s LiveData accelerates this shift in three ways: 1) data migration – data are moved in a single scan without application blocking; 2) hybrid cloud – cloud and on-premise data are consistent at all times; and 3) multi-cloud – data remain consistent across multiple cloud platforms. The ability to ensure consistency across more than two nodes is unique in our view.

Partnerships key to commercialisation In the last 18 months, WANdisco has significantly enhanced its presence across % 1m 3m 12m the cloud ecosystem. It now has partnerships covering five of the top six cloud Abs (14.8) (27.4) (59.3) platforms and 60% of global platform-as-a-service (PaaS) spending. Conversations Rel (local) (16.4) (29.3) (58.0) to further deepen these relationships and add Google to the roster are ongoing. 52-week high/low 1,115p 340p

The company remains very confident of securing a ‘strategic deal’ with a major cloud player and has set out its ambition to generate annual revenue of at least Business description $100m in the next three to five years. Our scenario analysis suggests $84m by WANdisco’s proprietary replication technology FY23 as a base case (a fivefold increase from FY18 levels). enables its customers to solve critical data management challenges created by the shift to cloud computing. It has established partner Financials: A focus on delivery in FY19 relationships with leading players in the cloud eco Meeting near-term financial objectives will be critical to investor confidence in these system including Amazon and Microsoft. ambitions. We forecast 84% and 30% y-o-y sales growth in FY19 and FY20, Next events respectively, as the enhanced relationships boost commercial activity. Our Trading statement July 2019 forecasts also include $7.5m and $10m, respectively, from securing a ‘strategic Analysts deal’ but, admittedly, the timing and size of these payments is unclear. Dan Gardiner +44 (0) 20 3077 5700 Valuation: Growth and strategic value justify premium Dan Ridsdale +44 (0) 20 3077 5729

[email protected]

The current 448p share price implies an FY20e EV/Sales multiple of 5.7x and a Edison profile page DCF factoring in a 20% revenue CAGR and a 39% EBIT margin by FY30. Rapid market growth suggests delivery is feasible, but execution remains key. Recent WANdisco is a research client M&A shows that large players are willing to pay for fast-growing ‘cloud’ businesses of Edison Investment (IBM paid 9.7x LTM sales for RedHat), while the Attunity and CloudEndure deals Research Limited highlight the specific strategic value placed on replication technology.

Investment summary: Accelerating the cloud journey

WANdisco helps enterprises solve the multiple data management challenges posed by the shift to the cloud. Its proprietary, patent-protected LiveData software provides guaranteed consistency for huge, continually updating datasets, smoothing data migration and ensuring that data in multiple cloud platforms and locations are accurate. In the last 18 months, it has deepened its relationships with key cloud players and now counts five of the top six platforms (60% of the market) as partners. Demand for active replication is still at an early stage, but WANdisco has the potential to be a big part of the cloud ecosystem in our view. It recently set out an ambition to reach annual revenue of over $100m in three to five years. We believe FY19 will see evidence of this potential demonstrated by rising revenue growth and margins (we forecast 84% y-o-y growth and EBITDA break-even in H2). Accelerating the customer cloud journey The shift to the cloud is arguably the most significant trend in enterprise computing today. It enables enterprises to reduce the cost of storing huge and rapidly expanding datasets, while enhancing the performance of business-critical functions like disaster recovery and analytics. By providing guaranteed consistency for these datasets, WANdisco’s LiveData accelerates this shift in three ways: 1) data migration – data are moved to the cloud in a single scan without application blocking; 2) hybrid cloud – it ensures cloud data remain consistent with on-premise data; and 3) multi-cloud – it ensures data are consistent across multiple cloud platforms and locations. The ability to guarantee data consistency across more than two nodes is unique, in our view. Partnerships are key to commercialisation To commercialise its technology cost effectively, WANdisco has developed a partner-led sales strategy. In the last 18 months it has significantly enhanced its relationships across the cloud ecosystem, signing a co-sell deal with Microsoft Azure, becoming an ATP at Amazon AWS, partnering with Alibaba Cloud and expanding its IBM relationship. Its partnerships now cover five of the top six cloud platforms and 60% of PaaS spending. Conversations to deepen these relationships still further and work with Google, the only player yet to generate significant sales for WANdisco, are ongoing. The company remains very confident of securing a ‘strategic deal’ with a major cloud player and has set out an ambition to generate annual revenue of $100m in the medium term (three to five years). Our analysis suggests a $100m+ revenue run rate is achievable by FY23, although we model a more conservative $84m run rate as a base case (a fivefold increase from FY18 levels). Financials: A focus on delivery in FY19 Visibility is limited and investor confidence in WANdisco’s medium-term ambitions will be greatly improved by delivery against near-term financial objectives. We forecast sales growth of 84% y-o-y in FY19 and 30% y-o-y to $41m in FY20, as the enhanced relationships developed over the last 18 months boost commercial activity. These forecasts also assume 'one-off’ payments of $7.5m and $10m, respectively, from securing a ‘strategic deal’ with a major cloud player, although the timing and size of these payments, and how they might be structured, ultimately remains unclear. Valuation: Rapid growth and strategic value justify premium A reverse DCF analysis suggests the current 448p share price requires a 20% revenue CAGR sustained for the next decade and an EBIT margin reaching 39% by FY30; a £10 share price requires a 54% margin. Delivering either demands sustained execution but our analysis of the medium-term prospects suggest it is feasible. The recent flurry of M&A activity also supports a premium rating. Salesforce’s bid for Tableau and IBM’s acquisition of RedHat (13.2x and 9.7x LTM sales respectively) show the willingness of large players to pay for rapidly growing assets to boost their position in the cloud ecosystem; Qlik’s purchase of Attunity (6.9x) and Amazon’s $200–250m purchase of CloudEndure highlight the specific strategic value placed on replication technology.

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WANdisco and the shift to the cloud

WANdisco offers guaranteed consistency at a petabyte scale WANdisco’s Fusion platform enables data to be replicated across multiple computing environments. Its key differentiator is providing LiveData, guaranteed consistency that ensures large datasets remain completely accurate and available. This capability at a petabyte scale is unique in our view and based on a proprietary, patent protected Distributed Coordination Engine (DConE) technology designed to establish consensus in a network of unreliable computing nodes. Alternative methods, which typically rely on replicating data in batches, introduce latency and reduce data availability. Enterprises are rapidly shifting to the cloud Demand for data consistency is primarily being fuelled by the shift to the cloud, which is arguably the most significant trend in enterprise computing today. With huge and rapidly expanding datasets that are difficult and expensive to store internally (‘on premise’), enterprises are turning to dedicated offsite datacentres, often owned by another party. IDC estimates that globally 70% now have a ‘cloud-first’ strategy for deploying applications. Spending on cloud storage, both the infrastructure (IaaS – infrastructure as a service) and the tools required to support the applications (PaaS – platform as a service), is huge and expected to grow rapidly (Gartner estimates global PaaS and IaaS spending was over $55bn in 2018 and forecasts a 23% CAGR over the next three years).

Exhibit 1: Data storage by location Exhibit 2: Growth in cloud revenues

800 120 35 700 100 30 600 25 th (%) Grow 500 80 20 400 60 15 300 40 200 10

Rev($bn) enue 20 5

Data stored (ex stored Data abytes) 100 - 0 0 2013 2014 2015 2016 2017 2018 2019 2020 2021 2017 2018 2019e 2020e 2021e

Traditional IT Private cloud Public cloud IaaS PaaS IaaS Growth (%)

Source: IDC (includes consumer data stored in the cloud) Source: Gartner Hybrid cloud strategy likely to predominate Not all data are moving to the cloud. Structured databases (db, SQL) used by ERP applications or files (NFS) are often stored on legacy in-house platforms or private clouds. Moving is complicated by strategic or security considerations. IBM estimates that 80% of total enterprise computing is still on premise or in company datacentres. Cloud storage is growing rapidly but the vast majority of enterprises are adopting ‘hybrid cloud’ strategies where some applications remain on premise.

Exhibit 3: Enterprise workloads 0% 10% 20% 30% 40% 50% 60% 70% 80% 90% 100%

2016 30% 55% 15%

ERP 2021 12% 58% 30% Traditional 2016 32% 48% 20%

2021 18% 42% 40% Private Cloud

Analytics Database/ 2016 25% 55% 20%

on Public Cloud

2021 10% 35% 55% Collaborati 2016 22% 46% 32% 2021 8% 40% 52% Compute Source: Cisco Global Cloud Index: 2016–2021

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Accelerating the customer cloud journey

In order to take full advantage of the performance and economic benefits offered by the cloud, enterprises must first move the data into the cloud and then ensure it is accurate and fully available once there. WANdisco’s CEO, David Richards, recently described this journey in an EdisonTV interview. Fusion helps address data consistency issues created at three stages of the customer cloud journey (see Exhibit 4): 1. Data migration. The rapid growth in enterprise data stored in the cloud (77EB between 2018 and 2021 according to IDC) reflects both the expansion of datasets associated with native cloud applications and the migration of existing on-premise data to the cloud. Migration involves either physically moving the data or transmitting it over a network. Given the typical size of the database and/or the distances involved, this takes time (introduces latency). To avoid inconsistency, applications are blocked (prevented from writing) during this process. Fusion’s ability to reconcile inconsistencies ensures data remain consistent throughout the migration and minimises disruption. 2. Hybrid cloud. Fusion also enables data consistency between two storage locations, typically on-premise and in the cloud. Guaranteed consistency improves disaster recovery performance by cutting both the time taken to recover lost data (RTO or recovery time objective) and the amount of data lost (RPO – recovery point objective). In addition, its active-active replication technology enables consistency where data are being written to both locations. This enables a true hybrid cloud deployment and improves both the availability and accuracy of the data. 3. Multi cloud. As cloud strategies become increasingly sophisticated, WANdisco believes enterprises will look to distribute cloud data across multiple cloud locations and providers to exploit ‘best of breed’ platforms and prevent strategic lock-in. Fusion is the only platform able to provide guaranteed data consistency where there are more than two active nodes.

Exhibit 4: The customer cloud journey

Source: Edison Investment Research

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Exhibit 5: WANdisco’s three phase customer cloud journey Phase Current status and customers WANdisco differentiation Revenue model and Edison Medium term (3–5 years) pricing assumptions opportunity 1 Data Integrated w/Snowball and Databox (the Migration of large (PB) scale A one-off $/TB charge for all WANdisco estimates migration of migration migration services of AWS and Azure, datasets are often expensive, data migrated. We assume a 100s of PB generates a $50m+ respectively) since Q417 and LiveMigrator complex consultancy projects. $620/TB in 2023. revenue opportunity. launched in June 2019. Lead customer LiveMigrator could substantially spent $0.2m moving just 5% of its data. reduce both cost and risk. 2 Hybrid Historically focused on replication for Guaranteed consistency Multi-year contracts with an WANdisco estimates the disaster cloud disaster recovery. However, growth in reduces both RPO and RTO for annual recurring charge recovery/data lakes/structured data analytics that require consistency across disaster recovery. Active-Active based on a $/TB of data opportunity could be worth $10m+ multiple nodes creates a much bigger data consistency at PB scale consistency managed. We annually. It believes it can secure opportunity. WANdisco is in AWS’s hybrid enables true hybrid application assume $350/TB in 2023. annual commitments of $25m+ for cloud product launched in Q318. deployment. all OEMs for hybrid data. 3 Multi-cloud MultiCloud product launched in October Only LiveData provides active- Multi-year contracts with WANdisco estimates a $25m+ 2018 and first ($0.6m) multi-cloud deal active consistency across more price based on the number of annually recurring revenue stream. signed with /major telco on AWS. Direct than two nodes. nodes and data managed. sales model. We assume $400/TB in 2023. Source: Edison Investment Research Monetising the journey through partnerships

A partner strategy is a cost-effective way to address a consolidated market To address such a large and rapidly growing market cost effectively, WANdisco has developed a partner-led sales strategy. Infrastructure-based players like (AWS) and Microsoft Azure captured nearly half of the enterprise spending on cloud platforms in 2018 and the top six captured c 70% (Exhibit 3). Scale economics suggest large players will consolidate the market over time. Working directly with them provides global presence across multiple verticals.

WANdisco has broadened and deepened its partnerships over the last 18 months Entering 2018 WANdisco already had relationships with IBM, Oracle and Virtustream (Dell) and its technology was integrated into the migration products at AWS and Azure (Snowball and Databox, respectively). However, over the last 18 months it has significantly enhanced these relationships and added new partners. Designation as an advanced technology partner (ATP) at AWS in Q119 was a big technical endorsement. Its co-sell deal with Microsoft signed in Q118 has subsequently delivered five commercial deals, a sharp acceleration in commercial activity. Integration into Alibaba Cloud (Q118) gives WANdisco a relationship with the leading player in China, a market that nearly doubled last year. In September 2018, the longstanding arrangement with IBM, initially focused on Hadoop workloads, was expanded to include structured data and the royalty rate rose from 30% to 50%. Based on data from Synergy Research Group WANdisco now has partnerships covering five of the top six platforms and 60% of the market.

Translating strategic progress into commercial activity is now key WANdisco’s focus for FY19 is translating this strategic progress into increased commercial activity. With sales up 34% y-o-y in Q119 and contracts worth nearly $3m signed in China, it is off to a good start but growth will need to accelerate to meet our forecasts. Arguably Microsoft presents the biggest near-term opportunity. Its deep hybrid cloud presence is driving rapid growth and share gains currently and it also needs to provide replication as it migrates customers from Azure Data Lake Storage Gen 1 to Gen 2. Designation as an ATP at AWS should also boost sales; Fusion could help AWS’s push into hybrid cloud and database solutions (Redshift and RDS).

At its recent FY18 results, WANdisco indicated that conversations to deepen these relationships further and add Google, the only platform yet to generate significant revenue for WANdisco, to the roster are ongoing. The company remains very confident of securing a ‘strategic deal’ with a major cloud player and has set out an ambition to generate annual revenue of $100m+ in the medium term (three to five years). We analyse the contribution of all three phases of the cloud journey to this ambition in Exhibits 5 and 8).

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Financials: Resuming the rapid growth trajectory

Historical performance: Rapid growth driven by large ‘one-off’ deals Since the launch of Fusion in FY15, big data revenue has grown at a 93% CAGR. However, it has not been a steady upward trajectory. In FY17 two large contracts (c $4m each) boosted year-on- year growth to c 250% only for sales to fall 3% y-o-y in FY18. With the timing and size of large licence deals difficult to predict, there has been limited visibility for investors on the underlying trajectory and market trends. Stripping out the estimated impact of disclosed big data deals on sales (assuming all disclosed bookings were recognised as revenue in the year signed) to assess the underlying growth suggests a big data revenue CAGR of 42% (Exhibit 6).

Exhibit 6: Big data and group revenue Exhibit 7: FY17 big data bookings boosted growth

45 10 Previous drive 40 5 for profitability 35 83% 30 0 25 148% (5)

20 $m (10)

Rev($m) enue 15 10 93% (15) 5 42% (20) Re-investment in channels 0 and engineering 2015 2016 2017 2018 2019e 2020e (25) EBITDA EBITDA-CDC Adj EBIT FCF (30) Big data - underlying Big data – disclosed deals Other 2015 2016 2017 2018 2019E 2020E

Source: WANdisco data, Edison Investment Research forecasts Source: WANdisco data, Edison Investment Research forecasts

Future performance: Return to rapid underlying growth plus strategic deals? As the company increasingly shifts to an annual recurring revenue model, the impact of these large deals should lessen and visibility should improve (see WANdisco’s CFO, Erik Miller discuss this here). We assume a significant step up in underlying big data revenue from $4.5m in FY18 to $19m in FY19 reflecting the extended partnerships across the cloud ecosystem including the step-up in royalty rate at IBM. Factoring in a further rise in revenues to $26m in FY20, our forecasts imply a two-year CAGR in underlying sales of 148%.

WANdisco is also currently in conversations to deepen its relationships with major cloud players still further. There is limited visibility on the timing of any resolution, but the company is very confident of securing a strategic deal and we believe a successful conclusion could significantly boost sales. Our forecasts assume an additional $7.5m and $10m from large disclosed deals in FY19 and FY20, respectively. Combined with the growth in underlying big data, this implies an 83% CAGR in big data revenue between FY18 and FY20e.

Growth should drop through to profits and cash flow Aside from increasing FY19 cash opex by $1.1m (to $28.6m), we make no changes to our financial forecasts at this point. With growth driven by high-margin software, much of the $24m of incremental revenue we forecast between FY18 and FY20 should flow through to the bottom line. We assume a 90% gross margin and, following a $5m (21%) step-up in cash overheads in FY18, we see a slower (an average of $4m pa) rise in overheads in FY19 and FY20. With revenue growth outstripping costs, margins and cash flow should steadily improve. We forecast an increase in adjusted EBITDA from a loss of $9.4m in FY18 to $6.2m in FY20 and, boosted by a small inflow from working capital, we expect the $17m free cash outflow in FY18 to fall to $1.2m by FY20. Factoring in the $17m capital raise in February 2019, we forecast net cash of c $22m by FY20.

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Are WANdisco’s medium-term ambitions feasible? Arguably near-term forecasts do not fully capture WANdisco’s opportunity. Management recently set out ‘medium-term’ financial ambitions based on its customer journey analysis. It believes WANdisco can generate annual sales of at least $100m in the next three to five years. Exhibit 8 reconciles these ambitions with management commentary and publicly available cloud data.

In our base case, 0.8 exabytes1 (EB) of enterprise data requiring consistency is migrated to the public cloud between 2018 and 2023. Assuming a $620/TB price, we estimate WANdisco needs to capture just 13% of these data to generate revenue of $50m cumulatively from migration (we forecast annual sales in FY23 of $20m). We forecast total data requiring consistency stored in the public cloud to reach 2.8EB by 2023. Assuming an annual $350 per TB charge implies WANdisco needs to capture just 4% to generate annual hybrid cloud sales of $39m. Assuming 2% of data are also suitable for multi-cloud suggests revenue of $25m by 2023.

While our base case scenario suggests WANdisco only reaches $84m in 2023, our analysis implies a fivefold increase from FY18 levels. Given the large uncertainty around the underlying assumptions, this analysis should be seen as illustrative rather than a forecast and $100m+ does look feasible with good execution. Confidence in WANdisco’s medium-term ambitions would be substantially improved by delivery against near-term financial objectives in our view.

Exhibit 8: Modelling the customer cloud journey Phase 2018 2023 scenario Comments Low Base High Market estimate: enterprise data in the cloud requiring consistency (PB) A Total stored enterprise data (PB) 200,000 468,683 493,350 518,018 Sustained strong growth in enterprise data1 B Proportion stored in the public cloud (%) 35.0 41.7 41.7 41.7 Cisco2 estimates 40% of ent data in the cloud by 2021 C Stored public cloud data (PB) 70,000 195,652 205,949 216,247 A × B D Proportion which is Analytics (%) 3.3 13.5 18.0 22.5 Consistent w WAND’s 20% assumption and Cisco3 E Analytics cloud data (PB) 2,313 26,413 37,071 48,656 C × D. Rapid analytics growth from a small base F Proportion requiring consistency (%) 7.6 8.0 7.6 7.3 Bottom of WANdisco's 7–20% assumption G Enterprise cloud data requiring consistency (PB) 176 2,118 2,824 3,531 E × F. Analytics data in the cloud needing consistency Implied CAGR (%) 64.4 74.2 82.1 Rapid growth in addressable market 1. Data Migration H Increase in data needing consistency (PB) 1,942 2,648 3,354 G2023 - G2018. Increase over five years I Proportion migrated to the cloud (%) 30.0 30.0 30.0 Element migrated to the cloud vs overall growth J Data migrated to the cloud (PB) 583 794 1,006 H × I. Data migrated to the cloud over five years K Proportion captured by WAND (%) 13.0 13.0 13.0 Conservative assumption on opportunity captured L Data captured by WAND (PB) 76 103 131 J × K. Migration product launch expected soon M Charge per PB ($m) 0.62 0.62 0.62 WAND indicates a premium price to hybrid data N Cumulative revenue 2018 - 2023 ($m) 47 64 81 L × M. WAND ests. a ‘$50m+ cumulative rev opp.’ O Annual Revenue ($m) - 15 20 25 N × 30%. Estimate of 2023 revenue 2. Hybrid Cloud P Data needing consistency (PB) 176 2,118 2,824 3,531 G. Includes disaster recovery/data lakes/on-premise Q Data needing consistency captured by WAND(%) 12.0 4.0 4.0 4.0 Conservative assumption on opportunity captured R Hybrid data captured by WAND (PB) 21 85 113 141 P × Q S Annual charge per PB ($m) 0.45 0.35 0.35 0.35 Company indicates c $500 per TB in 2018 T Revenue ($m) 10 30 39 49 R × S. WAND ests ‘$35m+ annual rev. opportunity…’ Implied Revenue CAGR (%) 25.4 32.8 38.9 …(OEM commitments $25m + disaster rec. etc $10m) 3. Multi Cloud U Data needing multi-cloud consistency (%) 0.6 2.2 2.2 2.2 A small proportion overall V Multi-cloud Data captured by WAND (PB) 1 47 62 78 P × R W Annual charge per PB ($m) 0.55 0.40 0.40 0.40 A modest premium over hybrid cloud where nodes > 2 X Revenue ($m) 1 19 25 31 W × V. WAND ests a ‘$25m+ annual rev opportunity’ Total Revenue ($m) 10 63 84 106 O + T + X. $10m big data revs in FY18 rising to $84m Implied Revenue CAGR (%) 44.2 52.9 60.0 A 53% CAGR in base case Source: Edison Investment Research. Notes: 1From IDC see www.seagate.com/www-content/investors/_shared/docs/seagate-pov- cloud-and-dc-trends-final.pdf (slide 5), extended to 2023 by Edison. 2For CISCO see www.cisco.com/c/en/us/solutions/collateral/ service-provider/global-cloud-index-gci/white-paper-c11-738085.html (figure 19). 3Same source as previous note (figure 17).

1 An exabyte is 1,000 petabytes and 1,000,000 terabytes.

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Valuation: Growth and strategic value justify premium

At 448p, WANdisco trades at 5.7x FY20e sales, a 35% premium to the average multiple of its nearest international enterprise software peers (Exhibit 9). However, a valuation based on near- term forecasts that fails to reflect either its prospects for sustained rapid growth or its increasing strategic value within the cloud ecosystem is arguably not the most appropriate metric.

Exhibit 9: EV/sales multiples vs peers Exhibit 10: WANdisco forecasts in context

9.0 Rev enue growth (%) 8.0 0 50 100

7.0 BD Bookings (FY15–18) BD Bookings (FY18–20e) 6.0

WANdisco Rev enue (FY20e–30e) 5.0 AWS 4.0 Azure

EV/Sales multiple (x)EV/Sales multiple 3.0 Google

2.0 Oracle (last reported) (last Cloud Platforms Cloud Alibaba 1.0

FY18 y

0.0 er)

(Gartn FY21e

NEWR SPLK WAND CTXS Peer Ave ATTU* NTNX CLDR Industr er 1yr 2yr 3yr Pe Attunity

Source: Thompson Eikon. Note:*ATTU pre-acquisition valuation. Source: Gartner, WANdisco data, Edison Investment Research We believe a DCF approach better captures this long-term potential. Our reverse analysis, which assumes a fade in cash returns on investment to cost of capital in the long term, suggests WANdisco needs to sustain a revenue CAGR of 20% for the next decade and EBIT margins on incremental revenue of 60% to justify the current share price (Exhibit 11). This would imply annual revenue of $152m in FY30 with an EBIT margin of 39%. A £10 share price (123% upside) would require growth of 25% and an FY30 EBIT margin of 54%. In a scenario where the company delivers just a 10% CAGR, the shares could be worth 10% of their current value.

Exhibit 11: Reverse DCF analysis – what does the current share price imply? (£) FY18–30 CAGR (%) assumption 10% 15% 20% 25% 30% Implied FY20–30 CAGR (%) 2.7 8.4 14.1 19.8 25.6 Implied FY30 revenue ($m) 53 91 152 248 379 FY18–30 EBIT margin on incremental revenue (%) 40.0 -0.76 0.49 2.30 5.02 9.10 50.0 -0.43 1.12 3.39 6.80 11.92 60.0 -0.10 1.75 4.47 8.58 14.75 70.0 0.24 2.38 5.56 10.36 17.57 80.0 0.57 3.01 6.64 12.13 20.40 Source: Edison Investment Research. Note: Green area highlights upside to the current share price. As this analysis highlights, a DCF-driven valuation approach is highly sensitive to the underlying assumptions. To put them in context, platform providers and peers are currently growing between 25% and 40% and industry analysts (Gartner/IDC) forecast 20%+ growth rates for cloud spending. An FY30 EBIT margin assumption of 50% appears feasible given WANdisco’s high gross margin.

An alternative valuation approach is to look at acquisition multiples. In the last year a flurry of activity in the sector highlights both the strategic importance of replication technology and the interest in cloud more broadly. It suggests WANdisco is potentially a realistic M&A target. Unfortunately, the combination of limited financial disclosure and a huge range of multiples make it difficult to accurately derive a valuation from these deals. Given WANdisco’s growth profile we believe a multiple between the 6.9x LTM revenue achieved by Attunity and the 10.6x achieved by Redhat is realistic. However, securing a premium valuation through M&A is likely to depend on further demonstrable evidence of traction of the technology with cloud partners.

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Exhibit 12: Recent relevant M&A transactions Target Acquiror Date Value Implied LTM Comments ($m) revenue multiple (x) N2WS Veeam Jan-18 43 N/A Strengthens Veeam’s position in data protection for AWS by expanding the range of apps it delivers availability for Velostrata Google May-18 150* N/A Israeli start up that enables frictionless migration of applications and associated data into the cloud CloudRanger Druva Jun-18 N/A N/A Druva is an on-demand data management platform that acquired Ireland-based development team helping customers migrate to AWS Hortonworks Cloudera Oct-18 1,160 3.8 Combines Hortonworks Hadoop based big data solutions with Cloudera’s data warehousing and machine learning Redhat IBM Oct-18 34,000 10.6 Acquisition of leading enterprise Linux software provider accelerates IBM's hybrid cloud strategy CloudEndure Amazon Jan-19 225** N/A No publicly disclosed rationale given. CloudEndure software helps migrate applications to the cloud Attunity Qlik Feb-09 560 6.9 Attunity’s real-time data capability aims to boost Qlik’s enterprise analytics and cloud capabilities Tableau Salesforce Jun-19 17,500 13.2 Adding Tableau’s data analytics platform should enhance insights for Salesforce’s CRM customers Source: Edison Investment Research, Thompson Eikon, *https://jewishbusinessnews.com/2018/05/09/google-buys-israeli-cloud- migration-velostrata/ **https://en.globes.co.il/en/article-amazon-to-buy-israeli-cloud-computing-co-cloudendure-for-250m-1001268083

Sensitivities

The limited visibility of large deals and high gross margins result in a considerable degree of forecast uncertainty. A $1m (2%) shortfall against our FY20e revenue forecast would result in a 15% miss to our EBITDA forecasts. The strategic progress achieved in FY18 was not matched by bookings, leading to a year-on-year decline in revenues. As Exhibit 11 highlights, the current share price implies sustained rapid revenue growth and improving margins. We believe that this growth is deliverable, but it will require sustained execution. Given the premium rating and the high operational gearing, the share price is likely to be vulnerable to any miss in forecasts. The majority of revenues are generated in US dollars or US dollar-linked sales and therefore a depreciation in the US dollar is likely to affect the share price.

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Exhibit 13: Financial summary $m 2016 2017 2018 2019e 2020e Year end 31 December IFRS IFRS IFRS IFRS IFRS PROFIT & LOSS Revenue 11.4 19.6 17.0 31.3 40.7 Cost of Sales (1.3) (2.0) (1.5) (3.1) (4.1) Gross Profit 10.0 17.7 15.5 28.2 36.7 EBITDA (7.5) (0.6) (9.4) (0.4) 6.2 Operating Profit (before amort. and except.) (16.1) (7.5) (16.3) (7.4) (0.8) Acquired Intangible Amortisation 0.0 0.0 0.0 0.0 0.0 Exceptionals (0.0) 0.0 0.0 0.0 0.0 Share based payments (1.8) (2.2) (5.9) (5.5) (6.0) Operating Profit (17.9) (9.7) (22.1) (12.9) (6.8) Net Interest (0.3) (0.3) (0.1) 0.0 0.0 Profit Before Tax (norm) (16.4) (7.8) (16.3) (7.4) (0.8) Profit Before Tax (FRS 3) (10.0) (14.0) (19.4) (12.9) (6.8) Tax 0.8 0.5 0.8 (0.3) (0.2) Profit After Tax (norm) (15.6) (7.3) (15.5) (7.6) (0.9) Profit After Tax (FRS 3) (9.3) (13.5) (18.6) (13.1) (6.9) Average Number of Shares Outstanding (m) 33.3 37.8 41.4 45.2 47.7 EPS (46.9) (19.4) (37.5) (16.9) (2.0) EPS - normalised fully diluted (c) (46.9) (19.4) (37.5) (16.9) (2.0) EPS - (IFRS) (c) (27.9) (35.8) (44.9) (29.0) (14.6) Dividend per share (c) 0.0 0.0 0.0 0.0 0.0 Gross Margin (%) 88.1 90.0 90.9 90.0 90.0 EBITDA Margin (%) (65.6) (3.0) (55.2) (1.3) 15.1 Operating Margin (before GW and except.) (%) (141.5) (38.2) (95.5) (23.5) (1.9) BALANCE SHEET Fixed Assets 6.5 8.5 8.9 9.5 11.0 Intangible Assets 6.0 7.1 5.5 4.9 5.3 Tangible Assets 0.5 0.6 0.8 2.0 3.1 Investments 0.0 0.9 2.6 2.6 2.6 Current Assets 13.7 33.4 18.2 48.4 53.1 Stocks 0.0 0.0 0.0 0.0 0.0 Debtors 6.1 6.0 7.4 20.9 26.9 Cash 7.6 27.4 10.8 27.4 26.2 Other 0.0 0.0 0.0 0.0 0.0 Current Liabilities (9.5) (14.1) (11.9) (26.2) (33.5) Creditors & Deferred Income (9.4) (13.2) (7.9) (22.2) (29.5) Short term borrowings (0.1) (1.0) (4.0) (4.0) (4.0) Long Term Liabilities (7.0) (10.4) (1.4) (14.0) (14.0) Long term borrowings (0.3) (3.3) (0.1) (0.1) (0.1) Deferred Income (6.7) (7.1) (1.3) (13.9) (13.9) Net Assets 3.7 17.4 13.8 17.7 16.6 CASH FLOW Operating Cash Flow (2.9) 0.7 (11.0) 7.5 7.6 Net Interest (0.2) (0.3) (0.2) (0.3) (0.3) Tax 0.7 1.4 0.1 0.0 0.0 Capex (inc capitalised R&D) (5.9) (7.1) (5.6) (7.5) (8.5) Acquisitions/disposals 0.0 0.0 0.0 0.0 0.0 Financing (net) 13.5 21.2 0.9 17.0 0.0 Dividends 0.0 0.0 0.0 0.0 0.0 Net Cash Flow 5.2 15.9 (15.8) 16.7 (1.2) Opening net debt/(cash) (2.6) (7.2) (23.1) (6.7) (23.3) HP finance leases initiated (0.6) 0.0 (0.6) 0.0 0.0 Other 0.0 0.0 0.0 0.0 0.0 Closing net debt/(cash) (7.2) (23.1) (6.7) (23.3) (22.1) Source: WANdisco accounts, Edison Investment Research forecasts

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Contact details Revenue by geography (FY18) Electric Works Sheffield Digital Campus % 82% 15% 3% Sheffield S1 2BJ www.wandisco.com/ North America Europe Rest of world +44 114 3039985

Management team Chairman, President, CEO and Co-founder: David Richards CFO: Erik Miller Since co-founding the company in Silicon Valley in 2005, David has led its Erik was the CFO of Envivio, a Nasdaq-listed provider of video transcoding international expansion, opening offices in the UK, Japan and China, its listing on software, from February 2010 to January 2016 when it was acquired by Ericsson the London Stock Exchange (WAND: LSE) and acquisition of AltoStor, which AB. From January 2008 to July 2009, he served as CFO at SigNav Pty, a accelerated the development of WANdisco’s first products for the big data component supplier to the wireless industry, where he was responsible for market. He has over 20 years of executive experience in the software industry finance and administration functions. From March 2006 to January 2008 he and sits on a number of advisory and executive boards of Silicon Valley start-up served as CFO at Tangler Pty, a social networking company, where he was ventures. He was the founder and CEO of Librados, an application integration responsible for finance and administrative functions. Erik holds a BS degree in software provider, and led the company’s acquisition by Nasdaq-listed business administration from the University of California, Berkeley. NetManage, Inc. in 2005. David holds a BSc in computer science from the University of Huddersfield. Chief Scientist, Inventor and Co-founder: Dr Yeturu Aahlad Dr Aahlad is a recognised worldwide authority on distributed computing where he currently holds 28 patents. His vision and years of persistence led to the invention of active-active replication (which became WANdisco's patented DConE technology). Prior to WANdisco, Dr Aahlad served as the distributed systems architect for iPlanet (Sun/Netscape Alliance) Application Server. At Netscape, he joined the elite team in charge of creating a new server platform based on the CORBA distributed object framework. Prior to Sun/Netscape, Dr Aahlad worked on incorporating the CORBA security service into 's Object Request Broker. He designed and implemented the CORBA event services while working on Sun's first CORBA initiative. Earlier in his career, he worked on a distributed programming language at IBM's Palo Alto Scientific Center. Dr Aahlad holds a PhD in distributed computing from the University of Texas, Austin, and a BS in EE from IIT Madras.

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Frankfurt +49 (0)69 78 8076 960 London +44 (0)20 3077 5700 New York +1 646 653 7026 Sydney +61 (0)2 8249 8342 WANdiscoSchumannstrasse 34b | 1 July 2019 280 High Holborn 1,185 Avenue of the Americas Level 4, Office 1205 12 60325 Frankfurt London, WC1V 7EE 3rd Floor, New York, NY 10036 95 Pitt Street, Sydney Germany United Kingdom United States of America NSW 2000, Australia