FOCUS SECTOR: SOFTWARE & TECHNOLOGY IT SERVICES INDUSTRY REPORT MAY 2019

Bridgepoint Investment Banking is a division of Bridgepoint Holdings, LLC. Securities offered through an unaffiliated entity, M&A Securities Group, Inc., member FINRA/SIPC. This entity is not affiliated or associated with, authorized or sponsored by Bridgepoint Advisers Limited IT SERVICES INDUSTRY REPORT MAY 2019 bridgepointib.com BRIDGEPOINT INSIGHTS Valuations Create Attractive Window For Monetization

EXECUTIVE SUMMARY BIG PICTURE Public IT Consulting firms’ median IT Services company valuations and valuation multiples are currently earnings have seen consistent trading at 13.4x, up 45.7% from the most expansion with minimal cyclicality recent cycle trough of 9.2x in October 2014 Private Equity Investment as a According to Gartner, many percentage of IT Services M&A activity enterprises lack necessary internal increased at a 6.8% CAGR from 2015-2018 talent to continue driving adoption of leading technologies at a time when IT Cycle timing is critical to maximize is growing in importance – indicating transaction value. Recent Increase of 2.9x that the IT consulting services industry (25.2%) of public IT Services firms’ median will grow by 4.7% in 2019 and 4.8% in TEV / EBTIDA multiple indicates that now is 2020 an attractive time for businesses to Global IT Services Revenues are explore recapitalization strategies expected to grow by 4.7% year over year to $1.03 trillion in 2019 Bridgepoint Investment Banking advises IT Services firms owners seeking near- According to IDC, project-oriented term liquidity or growth financing that it is revenue grew by 5.2% in the first half of 2018, led by third parties in the business imperative to consider exploring consulting and application monetization, financing and other development space strategic options

IT Services Valuation Cycle 15.0x TEV / EBITDA TEV / Revenue 2.00x Current Median 13.4x 1.48x Historical Median 11.5x 1.53x 14.0x Peak Median 14.6x 1.81x 1.90x Trough Median 9.2x 1.23x

13.0x 1.80x REVENUE LTM / TEV

12.0x 1.70x

11.0x 1.60x

10.0x 1.50x TEV / LTM EBITDA 9.0x 1.40x

8.0x 1.30x

7.0x 1.20x

TEV / EBITDA Historical TEV/EBITDA TEV / Revenue Historical TEV/Revenue

Note: Composite composed of selected public comparable companies listed on page 3. Source: Bridgepoint Investment Banking, Capital IQ, Deloitte, Equiteq, Gartner, IBISWorld, IDC Bridgepoint Investment Banking is a division of Bridgepoint Holdings, LLC. Securities offered through an unaffiliated entity, M&A Securities Group, Inc., member FINRA/SIPC 1 IT SERVICES INDUSTRY REPORT MAY 2019 bridgepointib.com BRIDGEPOINT INSIGHTS IT Services Spending $1,300.0 $1,300.0

$1,200.0 $1,200.0

$1,079.0 $1,100.0 $1,030.0 $983.0 $1,000.0 $933.0 $900.0 $900.0 $871.3 $865.8

$800.0 2014 2015 2016 2017 2018 2019 2020 2021 2022

Source: Gartner

Key Business Considerations KEY IT SERVICES TRENDS VALUATION CONSIDERATIONS . The valuation market for IT Services Firms will likely  Evolving Technologies Will Lead to outpace the overall global market as the industry Sustained IT Services Industry Growth continues to grow faster than GDP

. Many Enterprises Are Struggling To Demand for IT Services Firms capable of developing  Develop Custom Applications At The custom applications to support business processes Rate Needed To Run Their Business indicates sustained strong valuation tailwinds

. The Velocity of Technical Advancement Firms that help clients implement the technologies  Requires Enterprises To Engage Outside requisite to remaining competitive and generate Expertise To Remain Competitive recurring revenue will gain higher valuations

. IT Services Firms that can prove they have a mission  Demand for Consultants Specializing in Specific Areas Is Increasing critical differentiated service will continue to see strong valuations

. Firms that provide a high touch value added services Shortage of IT Professionals Driving  like transforming unstructured enterprise data into Investment In High Tech At a Premium insightful business data command high valuations

. Firms that have a historical track record of higher  High Attrition Rates of Junior Staff retention of junior talent will be attractive Continues to Remain A Challenge acquisition targets

Source: Bridgepoint Investment Banking, Capital IQ, Gartner, IBISWorld, IDC 2 IT SERVICES INDUSTRY REPORT MAY 2019 bridgepointib.com BRIDGEPOINT INSIGHTS Selected Public Comparables ($ in millions, except per share data) 4/20/2019 Equity Enterprise P / E TEV / Revenue TEV / EBITDA TEV / EBIT Company Name Country Share Price Value Value LTM LTM LTM LTM Accenture plc Ireland $178.61 $113,923.3 $109,870.9 26.0x 2.69x 16.5x 18.0x Booz Allen Hamilton Holding Corporation United States $56.94 $7,976.3 $9,538.6 19.9x 1.45x 14.3x 15.9x CGI Inc. Canada $70.93 $19,411.1 $20,784.9 - 2.39x 14.2x 16.1x Cognizant Technology Solutions United States $71.34 $40,612.2 $36,846.2 19.8x 2.29x 11.1x 13.0x DXC Technology Company United States $64.58 $17,325.0 $22,744.0 10.8x 0.95x 4.1x 6.8x EPAM Systems, Inc. United States $171.42 $9,287.1 $8,541.6 40.4x 4.63x 30.2x 34.8x Gartner, Inc. United States $157.20 $14,139.9 $16,265.2 118.2x 4.09x 26.7x 44.3x ICF International, Inc. United States $75.18 $1,414.5 $1,603.2 23.6x 1.20x 13.3x 17.1x Infosys Limited India $10.33 $44,866.0 $41,095.1 20.5x 3.49x 13.8x 15.3x Insight Enterprises, Inc. United States $57.12 $2,042.7 $2,401.1 12.6x 0.34x 8.7x 10.1x International Business Machines United States $140.33 $124,874.9 $161,874.9 14.8x 2.06x 9.3x 12.9x Leidos Holdings, Inc. United States $65.25 $9,371.7 $12,206.7 17.2x 1.20x 11.6x 15.4x ManTech International Corporation United States $55.58 $2,215.2 $2,217.4 27.0x 1.13x 13.4x 19.7x Perficient, Inc. United States $28.24 $931.3 $1,006.4 38.7x 2.02x 16.8x 25.4x RCM Technologies, Inc. United States $4.06 $52.3 $79.3 18.5x 0.40x 9.3x 11.4x Science Applications International United States $73.01 $4,331.0 $6,221.0 23.5x 1.34x 17.5x 20.3x Unisys Corporation United States $10.83 $560.6 $652.3 8.4x 0.23x 2.4x 2.8x Virtusa Corporation United States $52.70 $1,576.8 $1,782.1 251.4x 1.48x 19.3x 27.0x Wipro Limited India $4.39 $24,640.8 $20,437.8 - 2.42x 12.5x 14.7x Total P / E TEV / Revenue TEV / EBITDA TEV / EBIT High 251.4x 4.63x 30.2x 44.3x

Mean 40.7x 1.88x 13.9x 17.9x Median 20.5x 1.48x 13.4x 15.9x

Low 8.4x 0.23x 2.4x 2.8x Selected Recent Industry Transactions

Date Announced Target Acquiror 04/30/2019 Autodata Solutions Company Thoma Bravo, LLC 04/26/2019 Imex Systems Inc. (TSXV:IMEX) NxGen Communications Corp. 04/24/2019 Autopro Automation Fulcrum Automation Technologies 04/24/2019 Adaptive Technologies Group Cyemptive Technologies, Inc. 04/22/2019 AZBS, Inc. NuMSP LLC 04/16/2019 SeNet International Gaming Laboratories International 04/16/2019 Midtown Technology Partners Montra Solutions LLC 04/12/2019 CellTuck, LLC Level 5 Advertising, LLC 04/10/2019 Virteva LLC Crossfuze LLC 04/08/2019 Enterprise Solutions Consulting TMG Consulting, Inc. 04/05/2019 MidCo Inc. FE Moran Security Solutions 04/03/2019 Project One, Inc. Eliassen Group, LLC 03/27/2019 Rural Sourcing, Inc. Bain Capital Private Equity, LP 03/26/2019 Workforce Insight, LLC Management Buyout 03/21/2019 Essential Consulting LLC Besler & Co., Inc. 03/18/2019 Omni Resources, Inc. Saggezza Inc. 03/13/2019 Dynamo Development, Inc. SeriesOne, Inc. 02/26/2019 Datix Inc. Clients First Business Solutions LLC 02/13/2019 Proactive Technologies, LLC Abacus Group, LLC

Transaction Highlight Transaction Highlight Engility Holdings, an IT services contractor was acquired Polaris Consulting, a custom application development by Science Applications International on 9/10/2018 firm was acquired by Virtusa Consulting on 7/26/2018

Valuation Data Valuation Data Total Enterprise Value (TEV): $1,555 Total Enterprise Value (TEV): $821.4 TEV / EBITDA: 18.3x; TEV / Revenue: 13.7x TEV / EBITDA: 15.3x; TEV / Revenue: 11.4x

Source: Bridgepoint Investment Banking, Capital IQ 3 IT SERVICES INDUSTRY REPORT MAY 2019 BRIDGEPOINT INSIGHTS

EXECUTIVE SUMMARY Market-leading boutique investment bank providing M&A and capital raising advisory solutions 197+ years cumulative investment banking experience spanning 118 transactions $102+ billion of M&A, capital raising, corporate finance and transaction advisory service experience 42 completed M&A assignments spanning more than $30 billion 77 completed corporate finance transactions, raising more than $73 billion in capital

SELECTED RECENT BRIDGEPOINT TRANSACTIONS

USD 33 million HAS BEEN ACQUIRED BY USD 45 million USD 60 million Unitranche financing for Equity & debt capital raise to recapitalization Global financing support management Sell-side advisory acquisition Sell-side advisory

. Financial Advisor Sole Financing Arranger Sole Financing Arranger Sole Financial Advisor Financial Advisor

SECTORS OF FOCUS

SOFTWARE & CONSUMER & FINANCIAL TRUCKING & HEALTHCARE INDUSTRIALS REAL ESTATE IMPACT TECHNOLOGY RETAIL SERVICES TRANSPORTATION

SENIOR LEADERSHIP

Matt Plooster Mike Anderson Wm. Lee Merritt Gary Grote Managing Managing Managing Managing Director Director Director Director

Adam Claypool Joe Liss Natasha Subhash Managing Managing Plooster Marineni Director Director COO Vice President

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