<<

Sectorwatch: Software June 2019 Software Engineering June 2019 Sector Dashboard [4]

Public Basket Performance [5]

Operational Metrics [7]

Valuation Comparison [10]

Recent Deals [13]

Appendix [15]

7 Mile Advisors appreciates the opportunity to present this confidential information to the Company. This document is meant to be delivered only in conjunction with a verbal presentation, and is not authorized for distribution. Please see the Confidentiality Notice & Disclaimer at the end of the document. All data cited in this document was believed to be accurate at the time of authorship and came from publicly available sources. Neither 7 Mile Advisors nor 7M Securities make warranties or representations as to the accuracy or completeness of third-party data contained herein. This document should be treated as confidential and for the use of the intended recipient only. Please notify 7 Mile Advisors if it was distributed in error. 2 Overview

7MA provides Investment Banking & Advisory Services to the Business Services and Technology Industries globally. We advise on M&A and private capital transactions, and provide market assessments and benchmarking. As a close knit team with a long history together and a laser focus on our target markets, we help our clients sell their companies, raise capital, grow through acquisitions, and evaluate new markets. We publish our sectorwatch, a review of M&A and operational trends in the industries we focus.

Dashboard Valuation Comparison • Summary metrics on the sector • Graphical, detailed comparison of valuation • Commentary on market momentum by multiples for the public basket comparing the most recent 12-month performance against the last 3-year averages.

Public Basket Performance Recent Deals • Summary valuation and operating metrics for • The most recently announced deals in the a basket of comparable public companies sector

3 Dashboard

Operating Metrics Revenue Growth Momentum 1 - year revenue growth compared to revenue growth Median LTM GP Margin % 33.4% 6.0% average for last 3 years Current revenue growth rate exceeds the average of the last 3 years by this amount, indicating that market momentum is increasing Median LTM EBITDA Margin % 17.5%

Pricing / Gross Margin Momentum Median LTM Rev. Growth % 15.0% 1 - year gross profit % compared to gross profit % 0.2% average for last 3 years 0% 10% 20% 30% 40% Current gross profit margin exceeds the average of the last 3 years gross profit margin by this amount, indicating supplier pricing power Valuation

Profitability Momentum Momentum Median Price / LTM Earnings 20.1x 1 - year EBITDA % compared to EBITDA % average for 1.3% last 3 years Median TEV / LTM EBIT 14.9x Current EBITDA margin exceeds the average of the last 3 years EBITDA margin by this amount, a condition that may attract new entrants Median TEV / LTM EBITDA 13.2x

Median TEV / LTM Revenue 3.0x

0x 10x 20x 30x

4 Public Basket

Rev TEV / LTM Rev Growth EBITDA TEV / EBITDA Rev / Company TEV $m $m YoY GP % % Rev X X # FTEs FTE $k

R Systems International Limited 38 107 24% 33% 9% 0.4 4.1 2,753 39 Persistent Systems Limited 535 486 11% 32% 16% 1.1 6.7 - NA Globant S.A. 3,721 549 23% 40% 18% 6.8 36.7 8,384 65 EPAM Systems, Inc. 8,817 1,940 25% 35% 16% 4.5 29.3 30,156 64 Limited 20,475 8,456 8% 30% 20% 2.4 12.1 170,000 50 SE 21,068 15,110 5% 27% 13% 1.4 11.0 211,313 72 Limited 42,187 11,799 8% 34% 25% 3.6 14.2 - NA Tata Consultancy Services Limited 117,243 21,139 19% 45% 27% 5.6 20.6 424,285 50

Average 26,760 7,448 15% 34% 18% 3.2 16.8 105,861 57 Median 14,646 5,198 15% 33% 17% 3.0 13.2 19,270 57 share price as of 24Jun19

5 Public Basket Valuation Trends

16x Public EBITDA Multiples over Time

20x 14x 15x

10x 12x 5x

0x

10x 12.5x

Jun-15 Jun-16 Jun-17 Jun-18 Jun-19

Mar-15 Mar-16 Mar-17 Mar-18 Mar-19

Dec-14 Dec-15 Dec-16 Dec-17 Dec-18

Sep-14 Sep-15 Sep-16 Sep-17 Sep-18 8x TEV/EBITDA - Median TEV/EBITDA - Average

6x Public Revenue Multiples over Time

5x 4x 3.0x 4x 3x 2x 2x 1x 0x

0x

Jun-15 Jun-16 Jun-17 Jun-18 Jun-19

Mar-15 Mar-16 Mar-17 Mar-18 Mar-19

Dec-14 Dec-15 Dec-16 Dec-17 Dec-18

Sep-14 Sep-15 Sep-16 Sep-17 Sep-18

Jun-15 Jun-16 Jun-17 Jun-18 Jun-19

Mar-15 Mar-16 Mar-17 Mar-18 Mar-19

Dec-14 Dec-15 Dec-16 Dec-17 Dec-18

Sep-16 Sep-14 Sep-15 Sep-17 Sep-18 TEV/Revenue - Median TEV/Revenue - Average TEV/EBITDA - Median TEV/Revenue - Median TEV/EBITDA - Average TEV/Revenue - Average

6 Operational Metrics

LTM Gross Profit Margin % LTM EBITDA %

Tata Consultancy Services Tata Consultancy Services Limited Limited

Globant S.A. Infosys Limited

EPAM Systems, Inc. Wipro Limited

Infosys Limited Globant S.A.

R Systems International Persistent Systems Limited Limited

Persistent Systems Limited EPAM Systems, Inc.

Wipro Limited Capgemini SE

R Systems International Capgemini SE Limited

Median Median

- 20% 40% 60% - 10% 20% 30%

7 Operational Metrics

LTM Revenue per LTM Revenue Growth % Full Time Employee x 000’s

EPAM Systems, Inc. Capgemini SE

R Systems International Limited Globant S.A.

Globant S.A.

EPAM Systems, Inc. Tata Consultancy Services Limited

Tata Consultancy Services Persistent Systems Limited Limited

Infosys Limited Wipro Limited

Wipro Limited R Systems International Limited Capgemini SE

Median Median

- 10% 20% 30% $- $20 $40 $60 $80

8 Operational Metrics

Average Days Accounts Receivable Turnover Sales Outstanding

R Systems International Limited Wipro Limited

Persistent Systems Limited Capgemini SE

Globant S.A. Infosys Limited

EPAM Systems, Inc. Tata Consultancy Services Limited

Tata Consultancy Services Limited EPAM Systems, Inc.

Infosys Limited Globant S.A.

Persistent Systems Capgemini SE Limited

Median Median

0x 2x 4x 6x 8x 0 20 40 60 80 100

9 Valuation

TEV / LTM Revenue TEV / LTM EBITDA

Globant S.A. Globant S.A.

Tata Consultancy Services EPAM Systems, Inc. Limited

Tata Consultancy Services EPAM Systems, Inc. Limited

Infosys Limited Infosys Limited

Wipro Limited Wipro Limited

Capgemini SE Capgemini SE

Persistent Systems Limited Persistent Systems Limited

R Systems International R Systems International Limited Limited

Median Median

0x 2x 4x 6x 8x 0x 10x 20x 30x 40x

10 Valuation

TEV / LTM EBIT Price / LTM Earnings

Globant S.A. Globant S.A.

EPAM Systems, Inc. EPAM Systems, Inc.

Tata Consultancy Services Limited Capgemini SE

Infosys Limited Infosys Limited

Wipro Limited

Wipro Limited Capgemini SE

Persistent Systems Limited Persistent Systems Limited

R Systems International R Systems International Limited Limited

Median Median

0x 10x 20x 30x 40x 50x 0x 20x 40x 60x 80x

11 Valuation

Historical Valuation Multiples Historical Valuation Multiples versus Gross Profit versus Revenue Growth Rate

40x 30% 40x 50% 45.0% 45% 25.2% 35x 35x 23.9% 39.7% 25% 40% 30x 30x 23.5% 35% 32.0% 19.0% 35.4% 20% 25x 33.1% 33.7% 25x 30%

29.8% 20x 27.1% 25% 20x 15%

20% 15x 15x 10% 15% 11.0% 7.5% 10x 10x 7.9% 10% 5% 5x 5.4%

LTM GP% LTM 5x EBITDA(x)

EBITDA(x) 5% LTM RGR% LTM

4x 7x 11x 12x 14x 21x 29x 37x 4x 7x 11x 12x 14x 21x 29x 37x 0x 0% 0x 0%

EBITDA(x) LTM GP% EBITDA(x) LTM RGR%

12 Recent Transactions

Total Transaction Target TEV / TEV / Date Target Buyer / Investor Value Revenue Revenue EBITDA

14Jun19 SoNET Systems Pty Ltd RM plc 9.20 3.78 2.4x - 31Jan19 OOO Korklass IKS Corporation 9.87 - - - 6Jun19 Building Systems Design Inc. RIB Software SE 42.00 - - - 21May19 RPM Technologies, Inc. Broadridge Financial Solutions, Inc. 300.00 - - - 24Apr19 Link Software S.r.l. TXT e-solutions S.p.A. 11.98 - - - 15Mar19 Omni Resources, Inc. Saggezza Inc. - - - - 3Mar19 Xiamen Kuaiyou Network Technology Co., Ltd. Hangzhou Gaoxin Rubber & Plastic Materials Co., Ltd. 19.77 - - - 21Jan19 New Sports Group Limited China Goldjoy Group Limited (nka:Glory Sun Financial 796.12 241.09 3.7x 77.0x Group Limited) 7Jan19 InterGlobe Technologies Private Limited (nka:IGT Solutions Apollo Global Management, LLC; ICICI Venture Funds 22.92 - - - Pvt. Ltd.) Management Company Limited; AION Capital Partners Ltd; Goldman Sachs Asia Strategic Pte. Ltd. 6Jan19 Luxoft Holding, Inc. DXC Technology Company 2,072.15 904.44 2.2x 20.6x 20Dec18 DevOps Research and Assessment LLC Alphabet Inc. - - - - 11Dec18 4th Source, LLC AN Global - - - - 1Nov18 Assembla, LLC IDERA, Inc. - - - - 12Oct18 Nexii Labs Inc. GSS Infotech, Inc. 1.36 1.80 0.8x - 8Oct18 Perfecto Mobile Ltd. Perforce Software Inc. 200.00 - - - 2Oct18 Dev9, LLC Nortal AS - - - - 17Sep18 Kinex Inc. Planned Systems International, Inc. - - - - 13Aug18 iQuest GmbH & Co KG Allgeier SE - 34.24 - - 9Aug18 Pillar Technology Group LLC plc - 52.00 - - 9Aug18 Mindtribe Product Engineering Inc. Accenture plc - - - - 1Aug18 POSTIS, LLC Fluence Automation, LLC - - - - 24Jul18 KWR Technologies Limited Aprose Solutions Limited - - - - 11Jul18 CA, Inc. Broadcom Inc. 21,776.02 4,148.00 4.4x 16.4x

28Jun18 Adelante S.r.l. Wiit S.p.A. 12.52 8.11 1.5x 12.0x 31May18 Altran-Beyondsoft (Beijing) Technologies Co., Ltd. Altran China Limited 5.13 22.28 0.8x - 24May18 QUALITEST UK 4 LIMITED QualiTest Ltd. 4.81 - - -

13 Software Engineering June 2019 APPENDIX:

Public Basket

Constituents

7 Mile Advisors appreciates the opportunity to present this confidential information to the Company. This document is meant to be delivered only in conjunction with a verbal presentation, and is not authorized for distribution. Please see the Confidentiality Notice & Disclaimer at the end of the document. All data cited in this document was believed to be accurate at the time of authorship and came from publicly available sources. Neither 7 Mile Advisors nor 7M Securities make warranties or representations as to the accuracy or completeness of third-party data contained herein. This document should be treated as confidential and for the use of the intended recipient only. Please notify 7 Mile Advisors if it was distributed in error. 14 Revenue Multiples - R Systems International Public Basket 2.0x Limited 1.5x

1.0x

0.5x R Systems International Limited 0.0x R Systems International Limited provides information technology (IT) solutions and business process (BPO) services worldwide. The company offers Computaris Convergent TEV/Revenue Average Charging solution to converge real-time rating, charging, and billing; mobile broadband management solutions; Computaris EBITDA Multiples - R Systems International mobile virtual network operator (MVNO) in a White Box solution 20x Limited for MVNOs business exigencies; and value added services, as 15x well as product development and maintenance, system integration, technical support and managed, BPO, and testing 10x services to the telecom and digital media industries. It also 5x provides services in area of card less/NFC based transactions; 0x mobile/tablet applications; product customization/ maintenance/ support; ATM management; third-party and customer relationship management integration; ATM on cloud; deposit automation; and passbook printing solutions to financial institutes TEV/EBITDA Average and software companies. In addition, the company offers OPD- P/E Multiples - R Systems International integrated product lifecycle management services, domain 30x Limited consultancy, enterprise application integration, independent testing, implementation, offshore product development, software 20x re-engineering, requirement engineering and GAP analysis. The company was founded in 1993 and is headquartered in Noida, 10x India. 0x

P/E Average

15 Revenue Multiples - Persistent Systems 5x Limited Public Basket 4x 3x 2x Persistent Systems Limited 1x 0x Persistent Systems Limited provides computer programming, consultancy, and related services. It operates in four segments: Services, Digital, Alliance, and Accelerite. The company TEV/Revenue Average engages in providing software development, professional, and marketing services; technology solutions in the life sciences, EBITDA Multiples - Persistent Systems 30x telecom, product lifecycle management, and digital practice Limited domains; and the delivery and maintenance of IT software and 20x services. It is also involved in the business of a telecommunication API gateway for defining, exposing, 10x controlling, and monetizing telecom services to partners and application developers; and operating an Internet of Things 0x service creation platform that allows enterprises to add a service layer to the basic APIs exposed to by connected devices, and to expose and monetize these APIs. It serves the banking, financial TEV/EBITDA Average services, insurance, healthcare and life sciences, and software and technology industries Persistent Systems Limited was P/E Multiples - Persistent Systems Limited incorporated in 1990 and is based in Pune, India. 30x

Date Key Development Headline 20x 4/30/19 Persistent Systems Intends To Seek Acquisitions 1/28/19 Persistent Systems Intends To Seek Acquisitions 10x 10/22/18 Outsystems, Inc. Recognizes Persistent Systems as Global Partner 0x 10/17/18 Partners Healthcare Launches New Center of Excellence in Collaboration with Persistent Systems Limited, Partners Healthcare Pivot Labs 8/13/18 Persistent Systems Seeks Acquisitions P/E Average

16 Revenue Multiples - Globant S.A. 8x

Public Basket 6x

4x

2x Globant S.A. 0x Globant S.A., a technology services company, provides services related to application development, testing, infrastructure management, and application maintenance worldwide. The TEV/Revenue Average company offers machine learning, pattern recognition, natural language understanding, future of organizations, customer EBITDA Multiples - Globant S.A. 60x insight, behavioral change, product innovation, design thinking, product management discovery and delivery, and product 45x coaching services. It also provides process appraisal, 30x automated, process evolution, delivery management, agile consultancy, management consulting, user experience, visual 15x and service, industrial design, mobile engineering, fast 0x prototyping, and mobile and product strategy services. In addition, the company offers game engineering and experience, digital platform, virtual and augmented reality, graphics engineering, 3D and 2D art, e-Sports, data architecture, data TEV/EBITDA Average science, distributed platform, data integration, data visualization, P/E Multiples - Globant S.A. and blockchain services. Globant S.A. was founded in 2003 and 80x is based in Luxembourg City, Luxembourg. 60x

40x

Date Key Development Headline 20x 1/31/19 Globant S.A. (NYSE:GLOB) completed the acquisition of Avanxo (Bermuda) Limited. 0x 1/17/19 Globant S.A. (NYSE:GLOB) entered into a binding agreement to acquire Avanxo Colombia for $48.6 million. P/E Average

17 Revenue Multiples - EPAM Systems, Inc. Public Basket 6x 4x

2x EPAM Systems, Inc. 0x EPAM Systems, Inc. provides software product development and digital platform engineering services primarily in North America, Europe, Asia, and Australia. It offers software product TEV/Revenue Average development services, including product research, customer experience design, prototyping, program management, EBITDA Multiples - EPAM Systems, Inc. 40x component design and integration, lifecycle software testing, product deployment, end-user customization, performance 30x tuning, product support and maintenance, managed services, 20x and porting and cross-platform migration. The company provides custom application development services, such as business and 10x technical requirement analysis, user experience design, solution 0x architecture creation and validation, development, component design and integration, quality assurance and testing, deployment, performance tuning, support and maintenance, legacy applications re-engineering/refactoring, porting and cross- TEV/EBITDA Average platform migration, and documentation. The company was P/E Multiples - EPAM Systems, Inc. founded in 1993 and is headquartered in Newtown, 100x Pennsylvania. 80x 60x Date Key Development Headline 40x 5/9/19 EPAM To Seek Investments 20x 5/8/19 EPAM Systems, Inc. (NYSE:EPAM) acquired testCloud.de GmbH for $17.3 million. 0x 10/31/18 EPAM Systems, Inc. (NYSE:EPAM) acquired Think Limited for $35.2 million . 9/17/18 EPAM Systems, Inc. Partners with Positive, on Research-Driven P/E Average Cybersecurity R&D Lab

18 Revenue Multiples - Wipro Limited 4x

Public Basket 3x

2x

1x Wipro Limited 0x Wipro Limited operates as an information technology (IT), consulting, and business process services (BPS) company worldwide. The company’s IT Services segment offers a range of TEV/Revenue Average IT and IT-enabled services, including digital strategy advisory, customer centric design, technology consulting, IT consulting, 20x EBITDA Multiples - Wipro Limited custom application design, development, re-engineering and maintenance, systems integration, package implementation, 15x infrastructure services, analytics services, BPS, research and 10x development services, and hardware and software design services to various enterprises. Wipro Limited was founded in 5x 1945 and is headquartered in Bengaluru, India. 0x

Date Key Development Headline 6/20/19 Wipro Launches Pivotal Software Center of Excellence in Dallas, TEV/EBITDA Average Texas 6/4/19 Wipro Limited (BSE:507685) entered into a definitive agreement P/E Multiples - Wipro Limited to acquire International TechneGroup Incorporated. 30x 5/30/19 Alight Solutions LLC completed the acquisition of Workday and Cornerstone OnDemand business from Wipro Limited 20x (BSE:507685). 3/28/19 Wipro and LIT Kharagpur Partner for Advanced Research in 5G and Al 10x 2/26/19 Alight Solutions LLC entered into an agreement to acquire Workday and Cornerstone OnDemand business from Wipro 0x Limited (BSE:507685) for approximately $110 million.

P/E Average

19 Revenue Multiples - Capgemini SE 2.0x

Public Basket 1.5x

1.0x

0.5x Capgemini SE 0.0x Capgemini SE provides consulting, technology, and digital transformation services. It addresses clients’ opportunities in the world of cloud, digital, and platforms, as well as enables TEV/Revenue Average organizations to realize business ambitions through an array of EBITDA Multiples - Capgemini SE services from strategy to operations. The company’s Consulting 20x Services segment offers strategy and transformation consulting services primarily in digital transformation that enhance the 15x performance of organizations based on intimate client 10x relationships, and the knowledge of client industries and processes. Its Technology & Engineering Services segment 5x provides assistance and support to internal IT teams of client 0x companies. Capgemini SE was founded in 1967 and is based in Paris, France.

TEV/EBITDA Average Date Key Development Headline 6/24/19 Altran Technologies S.A., Capgemini SE - M&A Call P/E Multiples - Capgemini SE 40x 6/23/19 Capgemini SE (ENXTPA:CAP) entered into an agreement to acquire Altran Technologies S.A. (ENXTPA:ALT) from Altamir 30x SCA (ENXTPA:LTA), Apax Partners SAS and others for €3.6 billion. 20x 2/20/19 Capgemini SE (ENXTPA:CAP) completed the acquisition of Leidos Cyber, Inc. from Leidos Intermediate Holdings, Inc. and 10x others. 2/14/19 Capgemini To Seek Acquisitions 0x

P/E Average

20 Revenue Multiples - Infosys Limited Public Basket 5x 4x 3x 2x Infosys Limited 1x 0x Infosys Limited, together with its subsidiaries, provides consulting, technology, and outsourcing services in North America, Europe, India, and internationally. It provides business TEV/Revenue Average information technology services, including application development and maintenance, independent validation, EBITDA Multiples - Infosys Limited infrastructure management, and business process management 20x services, as well as engineering services, such as engineering 15x and life cycle solutions; and consulting and systems integration 10x services comprising consulting, enterprise solutions, systems integration, and advanced technologies. Infosys Limited was 5x founded in 1981 and is headquartered in Bengaluru, India. 0x

Date Key Development Headline 5/9/19 Infosys Seeks Acquisitions TEV/EBITDA Average 5/2/19 Infosys Seeks Acquisitions 3/28/19 Infosys Limited and ABN AMRO Announce Strategic Partnership P/E Multiples - Infosys Limited in the Netherlands 30x 1/11/19 Infosys Drops Plan To Sell Panaya, Skava and Kallidus 1/9/19 Amazon Web Services, Inc. completed the acquisition of CloudEndure Ltd. from Infosys Limited (NSEI:INFY) and others. 20x

10x

0x

P/E Average

21 Revenue Multiples - Tata Consultancy 10x Services Limited Public Basket 8x 6x 4x Tata Consultancy Services Limited 2x 0x Tata Consultancy Services Limited provides information technology (IT) and IT enabled services worldwide. The company offers CHROMA, a cloud-based talent management TEV/Revenue Average solution that enables organizations to drive transformational employee experiences; ignio, a cognitive automation system; EBITDA Multiples - Tata Consultancy Services iON, an assessment solution; TAP, a cloud solution, including 40x Limited TAP contract management, purchasing, accounts payable, and 30x supplier management solutions; and TCS MasterCraft, a digital platform to automate and manage IT processes. It also provides 20x customer intelligence and insight solutions to deliver 10x personalized retail, banking, and communications experiences; 0x Intelligent Urban Exchange, an enterprise software to accelerate smart city transportation, water, and energy programs for cities. Tata Consultancy Services Limited is a subsidiary of Tata Sons Limited. TEV/EBITDA Average

Date Key Development Headline 4/14/19 Tata Consultancy Services To Seek Acquisitions 2/11/19 Tata Consultancy Services Announces Global Partnership with JDA Software to Build Next-Generation Cognitive Solutions 1/10/19 TCS Seeks Acquisitions 12/18/18 Tata Consultancy Services Extends Collaboration with Red Hat to Build Microservices-Based Open Source Solutions and Frameworks 11/27/18 Tata Consultancy Services Limited (NSEI:TCS) acquired Assets BridgePoint Group, LLC.

22 CONTACT INFO 7MA provides Investment Banking & Advisory Services to the Business Services and Technology Industries globally. We advise on M&A and private capital transactions and provide market assessments and benchmarking. As a close-knit team with a long history together and a laser focus on our target markets, we help our clients sell their companies, raise capital, grow through acquisitions, and evaluate new markets. Securities offered through 7M Securities LLC. Leroy Davis, Partner 704.899.5962 [email protected] Tripp Davis, Partner 704.899.5762 [email protected] Andy Johnston, Partner 704.899.5961 [email protected] Ben Lunka, Managing Director 704.496.2995 [email protected] Jeff Stoecklein, Managing Director 312.796.9330 [email protected] Mark Landry, Managing Director 561.972.0609 [email protected] Kristina Sergueeva, Director 704.899.5149 [email protected] Neil Churman, Director 281.742.9340 [email protected] John Cooper, Director 704.973.3996 [email protected] Tim Frye, Director 704.973.3994 [email protected] Ben Garber, Vice President 412.626.7898 [email protected] Nicholas Prendergast, Financial Analyst 704.973.3995 [email protected] Ariail Siggins, Marketing Director 704.981.2908 [email protected] Emily Halstenberg, Marketing & Sales Coordinator 704.409.9912 [email protected] Sydney Larese, Associate 704.973.3998 [email protected] Marty Johnson, Associate 704.973.3999 [email protected] Rory Julyan, Associate 704.981.2520 [email protected] Garth Martin, Associate 704.973.3997 [email protected] Dennis Fox, Associate 704.706.9168 [email protected] Steve Buffington, Associate 704.960.1828 [email protected]

23