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Capstone Partners Investment Banking Advisors 2014 AWARD WINNER: Capstone Partners BOUTIQUE INVESTMENT BANKING Investment Banking Advisors FIRM of the YEAR

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Capstone Partners Investment Banking Advisors 2014 AWARD WINNER: Capstone Partners BOUTIQUE INVESTMENT BANKING Investment Banking Advisors FIRM of the YEAR Capstone Partners Investment Banking Advisors 2014 AWARD WINNER: Capstone Partners BOUTIQUE INVESTMENT BANKING Investment Banking Advisors FIRM OF THE YEAR SaaS & Cloud M&A and Valuation Update Q1 2015 BOSTON CHICAGO LONDON LOS ANGELES PHILADELPHIA SAN DIEGO SILICON VALLEY TAMPA Capstone Partners CapstoneInvestment BankingPartners Advisors Over a Decade of M&A Excellence 1 Investment Banking Advisors WORLD CLASS WALL STREET EXPERTISE.1 BUILT FOR THE MIDDLE MARKET.TM Capstone Partners TableInvestment Bankingof Contents Advisors Section Page Introduction Research Coverage: SaaS & Cloud 4 Key Takeaways 5-6 M&A Activity & Multiples M&A Dollar Volume 8 M&A Transaction Volume 9-11 LTM Revenue Multiples 12-13 Revenue Multiples by Segment 14 Highest Revenue Multiple Transactions for LTM 15 Notable M&A Transactions 16 Most Active Buyers 17-18 Public Company Valuation & Operating Metrics SaaS & Cloud 130 Public Company Universe 20-21 Recent IPOs 22-24 Stock Price Performance 25 LTM Revenue, EBITDA & P/E Multiples 26-28 Revenue, EBITDA and EPS Growth 29-31 Margin Analysis 32-33 Best / Worst Performers 34-35 Notable Transaction Profiles 37-46 Public Company Trading & Operating Metrics 48-53 Technology & Telecom Team 55-57 Capstone Partners CapstoneInvestment BankingPartners Advisors Over a Decade of M&A Excellence 2 Investment Banking Advisors 2 Capstone Partners CapstoneInvestment Banking Partners Advisors Investment Banking Advisors Observations and Introduction Recommendations Capstone Partners CapstoneInvestment BankingPartners Advisors Over a Decade of M&A Excellence 3 Investment Banking Advisors WORLD CLASS WALL STREET EXPERTISE.3 BUILT FOR THE MIDDLE MARKET.TM Capstone Partners ResearchInvestment Banking Coverage: Advisors SaaS & Cloud Capstone’s Technology & Telecom Group focuses its research efforts on the following market segments: Enterprise SaaS & Mobile & Wireless Consumer Internet Cloud Analytics / Business Intelligence Cloud & IT Infrastructure Cloud Computing / Storage Communication & Collaboration Content Creation & Management Content Delivery Services E-Commerce Consumer, IT & CRM & Customer Service Telecom Hardware ERP, Supply Chain & Commerce Finance & Administration Human Resources Licensed Software Leaders Marketing & Advertising Vertical Markets Capstone Partners CapstoneInvestment BankingPartners Advisors Over a Decade of M&A Excellence 4 Investment Banking Advisors 4 Capstone Partners KeyInvestment Takeaways Banking Advisors – M&A Activity & Multiples LTM M&A Dollar Volume set a new five-year high at $47.4B Private dollar volume decrease offset by higher public company M&A LTM transaction volume of 948 deals reached a new five year high. Q1’15 saw 249 deals as strong deal momentum continues following 242 deals in Q4’14 Private company deal volume remained healthy with a third of the deals transacted at over $50M Middle market deals in the $25-250M range represent nearly 40% of transactions with announced deal values Public transaction volume returned to its former pace with 18 deals in LTM Q1’15 saw three $1B+ deals, with SS&C’s acquisition of Advent being the largest at $2.5B Median LTM Revenue Multiple paid for private company targets stayed constant at 3.6x Notable M&A transactions in Q1 SS&C / Advent ($2.5B) Insight Venture Partners / E2open ($250M) D&B / NetProspex ($125M) Lexmark / Kofax ($954M) Infosys / Panaya ($200M) AppNexus / Yieldex ($100M) Bridgepoint / eFront ($341M) Nielsen / eXelate ($195M) Vector Capital / Saba ($268M) Roper Industries / Strata Decision ($140M) The most active buyers include Vista Equity Partners, Yahoo!, Intuit, j2Global, Google, IBM, Oracle, Microsoft, The Riverside Company, SAP and Trimble Navigation (sorted by most active) Capstone expects the robust M&A activity and attractive exit valuations to continue in SaaS & Cloud There is some risk that a market correction could negatively impact activity levels and valuation multiples Capstone Partners CapstoneInvestment BankingPartners Advisors Over a Decade of M&A Excellence 5 Investment Banking Advisors 5 Capstone Partners KeyInvestment Takeaways Banking Advisors – Public Company Metrics Q1’15 saw 3 IPOs added to the SaaS & Cloud 130 (Box, GoDaddy and Inovalon), all at $1B+ valuations All 3 priced well above their initial ranges, but performance post-IPO was mixed Q1’15 marked a sluggish start for the year at 1% and 3.5% growth for the SaaS & Cloud 130 and NASDAQ, respectively An anticipated hike in the Federal Funds Rate and concerns around Greece have tempered investor outlook Median LTM Revenue multiple softened to 4.6x, but still represents a healthy multiple Within SaaS & Cloud, median multiples vary considerably between segments ranging from 1.7x to 8.5x in Q1’15 Median LTM EBITDA multiple slightly declined to 17.4x Four of the SaaS & Cloud segments are trading at medians above 30x LTM EBITDA Median LTM P/E multiples grew to 30.6x Public markets demonstrate a strong preference for companies growing quickly and investing to solidify market leadership status, confident that future profits will come with scale SaaS & Cloud 130 posted median revenue growth of 19.9% in LTM Continued growth is expected over the next twelve months, though an expected slowing to 15.8% is forecast LTM Median EBITDA grew 9.9% with 14.5% EBITDA growth is expected for NTM EBITDA growth drop from 2011 may be attributed to increased OpEx for prioritizing growth over profitability Median gross margins have remained constant for the past five years and currently stand at 67.4% Cloud & IT Infrastructure and Content Creation & Management top the list at over 80% as newly emerging technologies that enable the cloud to run more efficiently command strong margins Median EBITDA margins consistently decreased from 2011 as companies reinvested to fuel growth but it appears increased scale and/or focus on profitability may be reversing the trend Capstone Partners CapstoneInvestment BankingPartners Advisors Over a Decade of M&A Excellence 6 Investment Banking Advisors 6 Capstone Partners CapstoneInvestment Banking Partners Advisors Investment Banking Advisors M&AObservations Activity & and MultiplesRecommendations Capstone Partners CapstoneInvestment BankingPartners Advisors Over a Decade of M&A Excellence 7 Investment Banking Advisors WORLD CLASS WALL STREET EXPERTISE.7 BUILT FOR THE MIDDLE MARKET.TM Capstone Partners LTMInvestment M&A Banking Dollar Advisors Volume LTM M&A Dollar Volume set a new five-year high at $47.4B Private dollar volume decrease offset by higher public company M&A M&A dollar volume has rebounded to $9.8B in Q1’15 after a weaker Q4’14 that saw only $5.2B $50,000 $45,000 $40,000 $20,136 $35,000 $24,028 $21,510 $28,302 $20,534 $30,000 $25,000 $23,733 $20,000 $15,000 $26,308 $24,398 $21,183 $22,968 $10,000 $19,049 Total Transaction Value ($MM) $13,741 $5,000 $0 2010 2011 2012 2013 2014 LTM Total Private $ Total Public $ Capstone Partners CapstoneInvestment BankingPartners Advisors Over a Decade of M&A Excellence 8 Investment Banking Advisors 8 Capstone Partners LTMInvestment M&A Banking Transaction Advisors Volume by Segment LTM transaction volume of 948 deals reached a new five year high Q1’15 saw 249 deals as strong deal momentum continues following 242 deals in Q4’14 Vertical Market transaction volume has consistently represented 1/3 of the total deal volume 1200 1000 800 338 295 600 232 105 257 224 99 58 60 14 Transactions 183 80 52 14 60 400 52 74 40 29 21 50 19 27 9 44 23 40 11 48 57 20 40 47 40 26 25 49 45 37 10 54 16 22 17 35 200 12 35 43 12 50 32 13 14 40 31 42 25 72 90 33 32 28 87 91 53 62 117 118 25 0 32 39 52 2010 2011 2012 2013 2014 LTM Analytics / Business Intelligence Cloud & IT Infrastructure Cloud Computing / Storage Communication & Collaboration Content Creation & Management Content Delivery Services CRM & Customer Service ERP, Supply Chain & Commerce Finance & Administration Human Resources Marketing & Advertising Vertical Market Capstone Partners CapstoneInvestment BankingPartners Advisors Over a Decade of M&A Excellence 9 Investment Banking Advisors 9 Capstone Partners LTMInvestment M&A Banking Transaction Advisors Volume by Deal Size – Private Targets Private company deal volume remained healthy with a third of deals with announced values transacted at over $50M Middle market deals in the $25-250M range represent nearly 40% of transactions with announced deal values LTM median deal value remained at its five year high of $25M 100% 3 7 8 5 7 9 1 3 6 11 2 1 15 10 12 90% 10 23 7 12 28 18 30 80% 23 28 28 22 29 70% 16 14 16 30 60% 28 30 26 23 28 50% 39 36 53 40% 33 49 49 30% 20% 71 80 78 46 10% 42 45 0% 2010 2011 2012 2013 2014 LTM Total Deals 505 661 682 642 867 930 Deals w/ Value 200 243 213 164 183 188 Median ($M) $20 $20 $18 $25 $25 $25 $0-10M $10-25M $25-50M $50-100M $100-250M $250-500M $500M-1B $1B+ Capstone Partners CapstoneInvestment BankingPartners Advisors Over a Decade of M&A Excellence 10 Investment Banking Advisors 10 Capstone Partners LTMInvestment M&A Banking Transaction Advisors Volume by Deal Size – Public Targets Public transaction volume returned to its former pace with 18 deals in LTM Q1’15 saw three $1B+ deals, with SS&C’s acquisition of Advent being the largest at $2.5B The median transaction value of $796M sets a new five year high 100% 90% 7 6 7 80% 7 5 8 3 70% 4 1 60% 1 8 4 2 4 2 50% 2 1 40% 2 3 5 1 2 4 1 1 4 30% 1 3 2 2 20% 3 4 2 10% 4 6 1 3 1 2 1 1 0% 1 2010 2011 2012 2013 2014 LTM Total Deals 19 33 26 23 13
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